Release of FY25 Annual Report
ANNUAL REPORT 2025
RESET
REBUILD
RETURN
AS SHAREHOLDERS,
YOU HAVE A RIGHT
TO EXPECT MORE.
Faced with challenging market conditions and disruptions following
Cyclone Gabrielle, Bremworth has underperformed.
But Bremworth is more than a company – it is a brand woven into New Zealanders’
hearts and homes, trusted for generations, and worth restoring to strength. New
leadership has taken decisive actions to reset the company. Our plan is clear – restore
yarn production at home, reintroduce synthetic carpets where they drive value,
strengthen sales and rebuild profitability – and we will do so with the conviction to
return Bremworth as the New Zealand success story we can all be proud of.
Rob Hewett – ChairCraig Woolford – CEO
BREMWORTH ANNUAL REPORT 2025
CONTENTS
On behalf of the Board and management of
Bremworth Ltd, we are pleased to present
the Annual Report for the year ended
30 June 2025.
Rob Hewett – Chair
7 October 2025
Craig Woolford – CEO
BREMWORTH ANNUAL REPORT 2025
The new Board of Directors04
FY25 results at a glance06
FY26 focus on the fundamentals07
Chair & CEO letter08
Rebuilding trust, range and reach16
Consolidated financial statements20
Governance and other disclosures76
Rob's experience: Rob was appointed to the Board in March 2025 and
has significant governance experience spanning agriculture, horticulture,
exporting, supply chain and logistics, renewable energy, and retail. He is
currently Chair of Farmlands Co-operative Limited, Woolscour Holdings
Limited (Woolworks), Hilton Haulage Limited, Fern Energy Limited, Pioneer
Energy Limited, AgrizeroNZ Limited and Rewiring Aotearoa Limited. He
is immediate past Chair of Silver Fern Farms Limited and Silver Fern Farms
Co-operative Limited, a former Councillor of Lincoln University and past
Chair of Wool Impact. He was awarded the Deloitte Top 200 Chair of the
Year in 2023 and in 2019 received the Cooperative Business New Zealand
Outstanding Contribution Award. Rob also is a sheep and beef farmer,
farming 10,000 stock units on a carbon positive 1,020ha medium hill country
farm with significant forestry assets in South Otago. Rob is a Chartered
Fellow of the Institute of Directors and an alumni of Lincoln University,
with a Masters in Commerce and a B.Com (Ag) Economics.
Julie's experience: Julie is an experienced Director and Business Advisor
with expertise across agriculture, retail, health, leisure and corporate travel,
and wealth management sectors. She joined the Board in March 2025 and
is Chair of the Audit Committee. Julie is a Fellow Chartered Accountant
with a proven track record as both a Chair and Audit & Risk Chair. Julie has
extensive experience in business restructuring, market disruption, mergers
& acquisitions, stakeholder engagement, regulatory compliance and project
governance. Her current board roles are with Farmlands Co-operative
Society (Chair of Audit and Risk), Forte Health Group, Reform Radiology and
Moana Heights. Previously she has held board positions with J Ballantyne
(Chair) and House of Travel Group (Executive Director).
Murray's experience: Murray was appointed to the Board in March 2025
and is a member of the People and Performance Committee. He has 30 years
of agribusiness, energy and international trade experience. Murray’s career
started in the wool industry with Reid Farmers, has included executive and
director roles in textile trading and co-founding an energy and commodity
services business in London. Murray founded and was Managing Director of
Simply Energy. Murray is a shareholder and director of Utility Data Services
and an investor in agritech. He is a Chartered Member of the Institute of
Directors, a graduate of the Kellogg Rural Leaders Program and completed
an MIT Sloan Management Executive program on AI.
Trevor's experience: Trevor was appointed a Director in March 2025 and has
significant experience leading large and complex corporate organisations,
and a proven record of implementing change and achieving results. He
is Chair of the People and Performance Committee and a member of
the Audit Committee. Trevor has held significant leadership roles in the
global industrial gas sector in Australia, China, the USA and Germany. He
currently sits on the boards of New Zealand Lamb Company (Chair), Market
Gardeners Limited, Landpower NZ Limited, NZ Drinks Limited and Hossack
Station. Previously, Trevor has been a board member of MHM Automation
(Chair), Ngāi Tahu Holdings Corporation (Chair), Lyttelton Port (Chair), PGG
Wrightson (Deputy Chair), Silver Fern Farms and Mainpower NZ (Director).
THE NEW BOARD
OF DIRECTORS
ROB HEWETT
INDEPENDENT CHAIR
MURRAY DYER
INDEPENDENT DIRECTOR
TREVOR BURT
INDEPENDENT DIRECTOR
JULIE BOHNENN
INDEPENDENT DIRECTOR
Grant's experience: Our inaugural Director Emeritus Grant Biel is a pivotal player in Bremworth’s history. With
employment at Bremworth dating back to 1964, his passion for mechanical engineering was established early.
Co-founding Cavalier Carpets alongside Tony Timpson, Grant and Tony would go on to acquire the original
Bremworth business, creating the dream team in the carpet sector. The deep expertise and heritage created by
Grant and Tony are invaluable to the history and future of Bremworth.
GRANT BIEL
DIRECTOR EMERITUS
Your new Board brings a wealth of corporate experience
from large and complex organisations spanning multiple
sectors of New Zealand’s industry.
They know and have what it takes to consider all
necessary options to stabilise and turn large and complex
businesses around setting them on a straight and focused
path back to growth.
0504
BREMWORTH ANNUAL REPORT 2025
BOARD OF DIRECTORS
INTRODUCE
SYNTHETICS
TO DELIVER RELEVANT PRODUCT SUITE
FOR RETAIL PARTNERS
REDUCE
OVERHEADS
WHILE MAINTAINING
TECHNICAL EXPERTISE
GREATER
SALES FOCUS
THROUGH INCREASE IN FRONTLINE
SALES REPRESENTATION AND CHANNEL
COLLABORATION
RETURN TO
END-TO-END SUPPLY
BY REINSTATING NAPIER YARN PLANT,
LEADING TO BETTER CONTROL OVER
COSTS AND QUALITY
FY26 FOCUS ON THE
FUNDAMENTALS
FY25 RESULTS AT A GLANCE
SIGNIFICANTLY REDUCED COST BASE
ACROSS THE ENTIRE BUSINESS FROM COST
OF SALES THROUGH TO DISTRIBUTION AND
ADMINISTRATION EXPENSES
CYCLONE GABRIELLE INSURANCE SETTLEMENT
$104m
FINAL $42M RECEIVED 2H25
GAAP PROFIT AFTER TAX
$ 1 9.1 m
UP 311% LARGELY BECAUSE OF
INSURANCE RECEIPTS
NORMALISED LOSS AFTER TAX
1
$(16.0m)
UP 150% DUE TO CYCLONE GABRIELLE
DISRUPTIONS AND CHALLENGING CONDITIONS
+5%
CARPETS
+25%
WOOL
INCREASED REVENUES
REDUCED OPERATING CASH OUTFLOWS
MARKED IMPROVEMENT FROM
ADDRESSING WORKING CAPITAL
2H25 ($4.7M) V 1H25 ($21.8M)
WE HAVE STABILISED THE BUSINESS. A RETURN
TO GROWTH NOW RELIES ON A CLEAR FOCUS ON
GETTING THE FUNDAMENTALS RIGHT.
1
Normalised is a non-GAAP measure, with more information included under Disclosure of Non-GAAP Financial Information on pages 109 to 111 of the Annual Report.
0607
BREMWORTH ANNUAL REPORT 2025
RESETTING THE BUSINESS
Rob Hewett – ChairCraig Woolford – CEO
Dear Shareholders,
We are extremely pleased to be presenting to you
our first annual report to shareholders since taking
on our new roles as Chair and CEO respectively of
Bremworth Ltd earlier in the year.
Navigating a Difficult Year
FY25 proved to be the most testing period in Bremworth’s
modern history. The economic environment remained subdued
across New Zealand and Australia, with discretionary consumer
spending under pressure and price competition intensifying.
Our carpet volumes fell short of expectations, and gross margins
deteriorated from 24.3 percent to 13.0 percent year on year.
The headline numbers reflect these realities. Revenue increased
to $88.4 million compared with $80.3 million in FY24, but our
normalised EBITDA loss widened to $13.5 million, up from a
$4.7 million loss in the previous year. After accounting for insurance
proceeds, restructuring costs, and provision for onerous contract,
we recorded a net profit after tax of $19.1 million, an improvement
from $4.6 million in FY24.
It is important to note, however, that the majority of the operating
loss was crystallised in the first half of the year, when inventory
imbalances, higher yarn costs and subdued demand converged to
create significant pressure on margins. The second half showed
a marked improvement as cost initiatives began to take effect,
working capital was brought under control and operating cash
outflows reduced substantially.
While the full-year result reflects the weight of the first-half
challenges, the underlying trajectory in the latter part of FY25
demonstrates that the reset measures are beginning to gain
traction and provide a platform for recovery.
Behind the numbers lie the operational challenges of rebuilding
the business after Cyclone Gabrielle, restoring domestic yarn
production, and stabilising a hybrid supply chain. While these
results fall short of our expectations, they reflect both the scale
of the external challenges and the necessary restructuring to be
undertaken to reset the business for the future.
Investing in Domestic Manufacturing
A cornerstone of this reset is the $6 million expansion of our
Napier plant. This project is more than just reinstatement; it
represents Bremworth’s long-term commitment to maintaining
and growing a strong domestic manufacturing base. Restoring
full domestic yarn capacity reduces reliance on offshore partners,
lowers input costs, significantly lowers the cost and quantity of
inventory held, improves quality control and shortens lead times
for customers. Importantly, it also brings new jobs to Hawke’s Bay,
demonstrating our commitment to supporting regional growth.
For Bremworth, this investment is about more than efficiency. It is
about the production of high quality yarns, strengthening resilience
and competitiveness while remaining true to our values as a
New Zealand manufacturer.
“FY25 was a challenging year, but one in which we laid the groundwork
for Bremworth’s return to sustainable growth, supported by a Board-led
strategic review aimed at examining the best path forward for the company.”
Rob Hewett – Chair
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BREMWORTH ANNUAL REPORT 2025
CHAIR & CEO LETTER
CHAIR & CEO LETTER
Strengthening Sales Capability
If FY25 was a year of survival and reset, FY26 will be defined by
rebuilding momentum. Central to this strategy is a sharpened
focus on sales. We are significantly expanding our salesforce to
serve retailers more effectively and to ensure that working with
Bremworth is easier and more collaborative. In New Zealand, the
team will grow from five to seven representatives, while in Australia
it will expand from nine to 14. This is not simply an increase in
numbers. It reflects a cultural shift in the way we engage with the
market. Sales management is taking a more hands-on role, working
directly with partners to identify opportunities, resolve challenges
and drive growth.
Retailer relationships remain the lifeblood and sole focus of our
business. By investing in this capability, we are determined to
improve service levels, regain share in competitive categories, and
position Bremworth as the preferred choice in both our domestic
and Australian markets.
Managing Cash and Costs
Despite the tough trading conditions, Bremworth finished FY25
with cash and bank balances of $42.2 million, a result of disciplined
cash management and the receipt of insurance proceeds.
Encouragingly, operating cash outflows reduced significantly in the
second half compared to the first, reflecting progress in bringing
inventory and working capital under tighter control.
In the first half of FY25, operating cash outflows were in excess of
$21.0 million, driven by elevated raw material costs and the need
to rebuild stock levels following Cyclone Gabrielle. In contrast, the
second half saw outflows reduce to less than $5.0 million (excluding
insurance proceeds of $42.2 million) as tighter procurement,
improved inventory alignment, and stabilised sales volumes began
to take effect. This movement demonstrates that the measures
taken during the reset are starting to deliver, providing a clearer line
of sight to restoring operating cash flow discipline in FY26.
Capital expenditure for the year totalled $5.5 million, largely tied to
reinstatement of the Napier plant. While significant, this investment
was carefully prioritised to deliver sustainable and defendable
benefit. On the cost side, we took deliberate steps to right-size
the business. Restructuring reduced overheads, and we remain
committed to ensuring that our expense base reflects the realities
of revenue. Both the Board and management are aligned in the
belief that Bremworth must balance financial discipline with the
right level of investment to enable sustained recovery.
Performance of Elco Direct
One of the more positive aspects of FY25 was the performance
of Elco Direct, our raw wool acquisition business. Despite
volatility in global wool markets, Elco’s earnings were only slightly
down on FY24. This resilience demonstrates the strength of its
farmer relationships and the strategic importance of Elco Direct
to Bremworth.
Elco is not only a supplier but also a platform for growth. Its ability
to secure consistent, high-quality wool underpins our brand
promise and gives us flexibility as we expand into new markets and
product categories. The stability of Elco ensures that our long-term
strategy is built on a strong foundation of raw material security.
FY25 CASH AND BANK BALANCE
$42.2m
FY24 $31.6m | Up 34%
If FY25 was a year of survival and reset, FY26
will be defined by rebuilding momentum.
Reintroducing Synthetics
During the year, we also confirmed the reintroduction of
synthetics into our product mix. Our commitment to wool remains
undiminished, but the realities of market dynamics and consumer
expectations mean that offering alternative solutions through our
retail partners is a pragmatic and well received move.
This decision was made after careful consideration. It reflects our
determination to provide retailers and consumers with choice,
value, and design-led innovation. Our sustainability focus remains
unchanged, and synthetics will complement rather than replace
our premium wool products.
BREMWORTH ANNUAL REPORT 2025
1011
CHAIR & CEO LETTER
Strategic Review and Ownership Structure
Another key development during FY25 was the continuation of
the Board-led strategic review into the ownership structure of the
business. As part of this review, the Board engaged extensively
with a number of potential parties.
On 2 October 2025, the Company announced that it had entered
into a Scheme Implementation Agreement (“SIA”) with Floorscape
Limited (“Floorscape”), a wholly owned subsidiary of leading
flooring company Mohawk Industries Inc., which operates the
Floorscape premium hard flooring business and owns carpet
manufacturer Godfrey Hirst New Zealand Limited.
Under the SIA, Floorscape has agreed to acquire 100% of the
shares in Bremworth, conditional on various regulatory approvals
being obtained.
The proposed Scheme is expected to deliver shareholders an
estimated total consideration in the range of $1.05 to $1.15 per
share, subject to market conditions and business performance,
with the total consideration representing premium of up to:
–135% to Bremworth’s share price prior to commencement
of the strategic review; and
–85% to its most recent closing price prior to the
announcement of the Scheme proposal.
The total consideration comprises two components:
–Scheme consideration from Floorscape, being cash payment
of $0.75 per share; and
–capital distribution of excess cash, coming in the form of
a share buyback and fully imputed dividend, estimated in
the range of $0.30 to $0.40 per share, with these amounts
based on estimated cash flows which will change with market
conditions, business performance and the timing of the
expected implementation of the proposed Scheme.
The Board will continue to provide updated estimates to
shareholders, based on the Company's trading performance
prior to the special shareholders meeting to be held to allow
shareholders to vote on the proposed Scheme.
NEW STRATEGY:
PROFITABLE GROWTH
WOOL AND
SYNTHETICS
Larger market reach – re-entering synthetics with retail partner
support to lift volumes, plant efficiency and profitability.
YARN
PRODUCTION
All yarns spun and felted in-house at Napier and Whanganui
yarn plants – improving quality, cutting lead times and reducing
working capital.
SALES
APPROACH
Expanded New Zealand and Australia sales teams, with refocus
on working collaboratively with our retail partners. Marketing
shifted from brand to trade.
MARKETSStrategic focus on New Zealand and Australia with
potential new ownership to open access to fresh markets
for Bremworth's premium carpets and New Zealand wool.
LEADERSHIPSmaller, lower cost management team with skills refocused on
manufacturing and retail sales.
OLD STRATEGY:
LEAD A REVOLUTION IN WOOL
100% wool carpets and rugs for premium
consumers – proved challenging with
difficult market conditions and Cyclone
Gabrielle disruptions.
Heavy reliance on external yarn suppliers after
cyclone damage – led to quality issues, delays
to supply and blow out in raw materials.
Focus on brand marketing and D2C channels
(Residium brand experience store, online,
outlet store) – weakened retail relationships.
Develop US relationships, while also
trying to service the key New Zealand and
Australian markets.
Management skillsets geared to wool-only
strategy, with emphasis on brand-building
and D2C sales.
“The Scheme Implementation
Agreement reflects the strength of
the Bremworth brand and its future
potential. The offer by Floorscape is
a positive outcome for shareholders
who have stood by the company
through some very challenging
years and provides certainty of
value at a meaningful premium.”
Rob Hewett – Chair
BREMWORTH ANNUAL REPORT 2025
1213
CHAIR & CEO LETTER
Resetting Culture and Outlook
FY25 tested the resilience of everyone connected with Bremworth.
From employees and suppliers to customers and shareholders,
the challenges of the year demanded resilience, flexibility and
and commitment. We want to acknowledge in particular the
extraordinary dedication of our people. From those who helped
bring the Napier plant back online to those who worked directly
with retailers in difficult market conditions, their efforts ensured the
business could continue to operate and adapt.
Looking forward, the building blocks for a turnaround are in
place. Domestic manufacturing capacity is being expanded, our
salesforce in New Zealand and Australia has been strengthened,
we have reinvigorated relationships with many North American
customers, the cost base has been rebalanced, Elco Direct
continues to contribute, and our product strategy is evolving
to balance premium wool with selective synthetic offerings.
These are not quick fixes, but they are meaningful steps toward
sustainable recovery.
Commitment to Stakeholders
To our shareholders, we recognise the patience required during a
turnaround period. While dividend payments remain some way off,
the actions taken in FY25 are designed to restore long-term value.
To our customers and retail partners, we are listening more closely
than ever and are determined to make it easier to do business
with Bremworth. To our employees, we extend our thanks for
your resilience, adaptability, and belief in our purpose. And to the
farming community that supplies us with wool, your partnership
remains central to our identity, and we remain committed to
ensuring that strong wool has a viable and valuable future.
FY25 was not a year of celebration but of consolidation, honesty
and hard decisions. We have faced the challenges directly, reset our
priorities and invested where it matters most.
The road ahead will not be without obstacles, but we believe the
steps taken this year will create a leaner, more resilient and more
competitive Bremworth. We thank you for your continued support
as we work to restore Bremworth to the strength and success it is
capable of achieving.
“The road ahead will not be
without obstacles, but we
believe the steps taken this
year will create a leaner,
more resilient and more
competitive Bremworth.”
Craig Woolford – CEO
Rob Hewett – ChairCraig Woolford – CEO
BREMWORTH ANNUAL REPORT 2025
1415
CHAIR & CEO LETTER
REBUILDING TRUST,
RANGE AND REACH
Wool has been and will always be a fundamental
cornerstone of Bremworth’s market offering.
However, our retail trading partners – who are our
customers – have typically looked to us to provide
high quality synthetic carpet options as well as
natural wool carpets. That’s because solution dyed
nylon (SDN) carpets account for more than 80% of
carpets bought, sold and laid in residential homes
and commercial premises.
The company decided in FY20 to discontinue SDNs
and pursue a wool-only strategy.
“Overnight we became irrelevant to many retailers
whose business relies on providing SDN as
well as wool carpets,” says Warren Drinkwater,
Bremworth’s new head of sales for NZ. “We cut
short our conversation with them because we could
no longer talk about providing the full range of
carpets they needed to succeed in their business.”
1716
BREMWORTH ANNUAL REPORT 2025
REBUILDING TRUST, RANGE AND REACH
“We’re fully recommitting to our
trade customers with a full range
of SDN and wool carpets. And with
a trusted brand combined with
a responsive and flexible service
attitude, we look forward to
making good progress.”
Warren Drinkwater, GM Sales New Zealand.
The return of SDN
This year - FY26 - heralds the return of Bremworth’s full market
offering. Yarns for four new SDN carpet ranges have been sourced
and curated for manufacturing in our plants to bring to market.
“We first consulted with our retail partners on the ranges that
would demonstrate Bremworth’s commitment to rebuilding a
profitable relationship with them,” says Lily Ng, product designer
at Bremworth.
With the benefit of that trade input, four weights – 30oz, 36oz,
48oz and 55oz – in eight colours will ensure Bremworth is able to
participate in the 80% of the carpet market that it has been missing
out on. And being able to offer a complete and more diverse range
of options to more retailers means more opportunities to sell
wool carpets.
SDN colours have been carefully considered to differentiate
Bremworth’s offer in both Australia and New Zealand. They are
designed to appear natural and thus aligned to the prevailing
trends. Yet they are nuanced in each case for a more contemporary
and competitive offer.
“We developed lighter and warmer colours that will appeal to
both Australians and Kiwis,” says Lily. “Each range has also been
delustred to emulate that natural, warm, wool look.”
“It’s a start,” says Lily. “It gets us back in the door with ranges that
are immediately relevant.”
Opening doors is precisely the renewed focus for Bremworth’s sales
operation in Australia and New Zealand.
“With the reintroduction of the SDNs, we’ll be able to service most
if not all carpet sellers in Australia – up from just the 40%-50% we
were previously relevant to,” says Michael Ingham, head of sales in
Australia. “And being able to offer SDNs to more retailers means we
will also sell more wool.”
“Not only are we recommitting to our retailers, but we’ll also be able
to reconnect with the group home builders,” adds Warren.
The signs are encouraging but both Warren and Michael confirm
that winning back the trade is not going to be easy.
On the upside, the products are good, and there’s a lot of support
for the Bremworth name – especially in New Zealand – where it’s
still the #1 trusted brand as voted by New Zealand consumers and
renowned for quality and being New Zealand made. The supply
issues with our woollen offerings are also being addressed with the
refurbishment of the Napier woollen yarn spinning plant.
“Stores are more confident in the brand,” says Michael. “We’re
expanding our capacity to service our partners fast - the
rubber’s definitely on the road now. We’ve got good product and
good legacy.”
Warren Drinkwater, GM Sales New Zealand,
and Michael Ingham, GM Sales Australia
19
BREMWORTH ANNUAL REPORT 2025
18
REBUILDING TRUST, RANGE AND REACH
CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
2021
BREMWORTH ANNUAL REPORT 2025
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
23
DIRECTORS’ RESPONSIBILITIES
The Directors are responsible for the preparation of the consolidated financial statements of Bremworth Limited and subsidiaries
(“the Group”). The Directors discharge this responsibility by ensuring that the consolidated financial statements comply with Generally
Accepted Accounting Practice and fairly present the financial position of the Group as at balance date and of its operations and cash
flows for the year ended on that date.
ACCOUNTING POLICIES
The Directors consider that the accounting policies used in the preparation of the consolidated financial statements are appropriate,
consistently applied, and supported by reasonable estimates and judgements. All relevant financial reporting and accounting standards
have also been followed.
ACCOUNTING RECORDS
The Directors believe that proper accounting records, which enable, with reasonable accuracy, the determination of the financial
position of the Group and facilitate the compliance of the consolidated financial statements with the Financial Markets Conduct Act
2013, have been kept.
SAFEGUARDING OF ASSETS AND INTERNAL CONTROLS
The Directors consider that they have taken adequate steps to safeguard the assets of the Group and to prevent and detect fraud and
other irregularities. Internal control procedures are also considered to be sufficient to provide a reasonable assurance as to the integrity
and reliability of the consolidated financial statements.
CONSOLIDATED FINANCIAL STATEMENTS
The Directors present, on pages 29 to 75, the consolidated financial statements for the year ended 30 June 2025.
These audited consolidated financial statements were authorised for issue by the Directors on 7 October 2025 and, as required by
section 461(1)(b) of the Financial Markets Conduct Act 2013, are dated and signed as at that date.
Rob Hewett
Chair of the Board of Directors
Julie Bohnenn
Chair of the Audit Committee
CONSOLIDATED FINANCIAL STATEMENTS
DIRECTORS' RESPONSIBILITY STATEMENT
CONTENTS
23 Directors’ Responsibility Statement
24 Independent Auditor’s Report
29 Consolidated Statement of Profit or Loss
30 Consolidated Statement of Comprehensive Income
31 Consolidated Statement of Changes in Equity
33 Consolidated Statement of Financial Position
34 Consolidated Statement of Cash Flows
36 Notes to the Consolidated Financial Statements
36 1. Company information
36 2. General information relating to preparation of consolidated financial statements
38 3. Events after balance date
40 4. Going concern
41 5. Impact of Cyclone Gabrielle
42 6. Impact of fire at the Whanganui yarn spinning plant
44 7. Financial performance
44 7a. Segment performance
46 7b. Earnings per share
46 7c. Revenue from contracts with customers
47 7d. Other income and gains
47 7e. Administration expenses
47 7f. Restructuring costs
48 7g. Personnel expenses
48 7h. Government grants
48 7i. Finance costs
49 7j. Income tax
51 8. Capital and funding
51 8a. Capital management
52 8b. Share capital, dividends and reserves
53 8c. Banking facilities and loans and borrowings
54 9. Assets employed
54 9a. Property, plant and equipment
57 9b. Capital commitments
57 10. Working capital
57 10a. Cash and bank
58 10b. Trade receivables, other receivables and prepayments
58 10c. Inventories
59 10d. Trade payables and accruals
59 10e. Employee entitlements
60 11. Risks and financial instruments
68 12. Others
68 12a. Leases
70 12b. Share-based payment
71 12c. Provisions
72 12d. Contingent liabilities
73 12e. Related parties
74 12f. Operating subsidiaries of the Group
75 12g. Risk management, including climate-related risks
75 12h. Standards, interpretations and amendments to standards
BREMWORTH ANNUAL REPORT 2025
22
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
2425
CONSOLIDATED FINANCIAL STATEMENTS
INDEPENDENT AUDITOR'S REPORT (CONT'D)
CONSOLIDATED FINANCIAL STATEMENTS
INDEPENDENT AUDITOR'S REPORT
To the shareholders of Bremworth Limited
OUR OPINION
In our opinion, the accompanying consolidated financial statements (the financial statements) of Bremworth Limited (the Company),
including its subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at 30 June 2025, its
financial performance, and its cash flows for the year then ended in accordance with New Zealand Equivalents to International Financial
Reporting Standards (NZ IFRS) and International Financial Reporting Standards Accounting Standards (IFRS Accounting Standards).
What we have audited
The Group’s financial statements comprise:
—the consolidated statement of financial position as at 30 June 2025;
—the consolidated statement of profit or loss for the year then ended;
—the consolidated statement of comprehensive income for the year then ended;
—the consolidated statement of changes in equity for the year then ended;
—the consolidated statement of cash flows for the year then ended; and
—the notes to the financial statements, comprising material accounting policy information and other explanatory information.
BASIS FOR OPINION
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) and International Standards
on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the
financial statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We are independent of the Group in accordance with Professional and Ethical Standard 1 International Code of Ethics for Assurance
Practitioners (including International Independence Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance
Standards Board and the International Code of Ethics for Professional Accountants (including International Independence Standards)
issued by the International Ethics Standards Board for Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities
in accordance with these requirements.
Other than in our capacity as auditor we have no relationship with, or interests in, the Group.
KEY AUDIT MATTERS
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the current year. These matters were addressed in the context of our audit of the financial statements as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion on these matters.
Description of the key audit matterHow our audit addressed the key audit matter
Inventory valuation and costing
The carrying value of the Group’s inventory at 30 June 2025 was
$28.0 million (30 June 2024: $29.3 million) net of inventory
provisions of $5.2 million (30 June 2024: $2.6 million).
The cost of finished goods reflects raw materials and
manufacturing costs, including allocation of production
overheads based on normal operating capacity.
The Group has recorded inventory provisions, which represent
a deduction from the cost of inventory. The Group applies
provisions to estimate the likely net realisable value for
inventory that is obsolete, aged, discontinued, or defective. This
involves judgement in categorising inventory by product status,
and in applying provisioning rates informed by historical sales
and margin data, consumer demand, available distribution
channels, and inventory rationalisation plans.
The inventory balance includes write-offs of $0.8 million arising
from the fire at the Whanganui yarn spinning plant.
Valuation of inventory is a key audit matter due to the
significance of the inventory balance and the judgements
involved in estimating the inventory provisions.
Note 10c of the consolidated financial statements describes the
accounting policy on inventories and the judgements and
estimates applied by management to determine the
inventory provision.
To audit the cost of inventory, our procedures included:
—Gaining an understanding of the inventory costing
process and controls;
—Testing the accuracy of the application of inventory
costing by reperforming the calculations made to adjust
standard costs to actual costs;
—Verifying inputs, on a sample basis, of the finished
goods, work in progress, and yarn inventory cost by
agreeing them to supporting documents;
—Testing the cost of raw material inventory, on a sample
basis, to supplier invoices; and
—Evaluating the nature and appropriateness of factory
overheads capitalised into inventory, based on normal
operating capacity, and testing the mathematical
accuracy of the overhead allocation calculation.
To audit the inventory provisions, our procedures included:
—Gaining an understanding of, and assessing, the Group’s
inventory provisioning process and related controls,
including any refinements to its methodology,taking
into consideration key attributes used such as piece
sizes, grade quality, age, discontinued products,an
onerous sales contract and recent sale prices;
—Assessing management’s estimate of the impairment of
inventory damaged in the Whanganui plant fire and
impairment of inventory related to the onerous
sales contract;
—Observing management’s stocktake process by
attending selected locations to confirm the existence
and condition of the inventory;
—Assessing the accuracy of management’s estimate of
provisioning by comparing the provision ratio by
inventory category with the corresponding prior year
provision ratio;
—Performing sales and margin analysis on finished goods
post balance sheet date; and
—Testing the net realisable value of finished goods, on a
sample basis, by comparing the carrying value with
most recent sales prices and margins.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
2627
CONSOLIDATED FINANCIAL STATEMENTS
INDEPENDENT AUDITOR'S REPORT (CONT'D)
CONSOLIDATED FINANCIAL STATEMENTS
INDEPENDENT AUDITOR'S REPORT (CONT'D)
Provisions
At 30 June 2025, the Group recognised provisions of
$2.9 million (30 June 2024: $1.5 million), comprising $2.0 million
for warranties and $0.9 million for an onerous supply contract.
The provision for warranties for carpet sold is based on
estimates from historical warranty data associated with similar
products. Judgement is required in considering factors such as
the nature and extent of historical claims data, the terms of
warranties in supply contracts, consumer protection laws in key
markets, and corrective actions taken to address
product quality.
The onerous contract provision relates to a contract entered
into during the financial year, where the unavoidable costs of
fulfilment or exit are greater than the expected economic
benefits to be received. Judgement is required in estimating the
shortfall between the contracted price and the cost of internal
manufacturing and/or external sourcing and supplying the
required products, including forecasting the quantity of product
expected to be supplied over the duration of the contract.
Management also considered the estimated costs to exit the
contract relative to the cost to fulfil it and concluded that the
exit costs would outweigh the cost of fulfilment.
The valuation of provisions is a key audit matter due to the
significance of the balances and the level of management
judgement involved.
Note 12c of the consolidated financial statements describes the
accounting policies on provisions and the judgements and
estimates applied by management in determining the provisions
for warranties and onerous contracts.
To audit the provisions for warranties, our procedures included:
—Gaining an understanding of, and assessing, the Group’s
provisioning processes and related controls
for warranties.
—Assessing the reasonableness of management’s
warranty provisions by considering recent claim trends
and reviewing the accuracy of prior year provisions
through management’s look-back analysis.
—Verifying a sample of the inputs used in management’s
warranty provisioning model.
To audit the provision for the onerous supply contract, our
procedures included:
—Obtaining and reviewing the signed supply contract to
understand key contract terms, including fulfilment
obligations and pricing arrangements, and considering
management’s assessment against the requirements of
NZ IAS 37 Provisions, Contingent Liabilities and
Contingent Assets.
—Assessing management’s calculation of the onerous
contract provision. This work included evaluating the
estimation of volumes to be supplied over the life of the
contract with reference to correspondence with the
customer regarding indicative volumes during the
tender process and actual monthly volumes supplied
post balance date. We also evaluated the calculation of
unavoidable costs such as manufacturing,
warehousing,local freight, and related product costs by
comparing them to budgeted and recent actual costs
and an external supplier quote.
—Challenging management’s assumptions regarding
whether the provision reflects the lower of the
estimated cost to either exit or to fulfil the contract.
—Considering evidence of the contract volumes supplied
and losses incurred subsequent to balance date.
We also considered the adequacy of related disclosures in the
financial statements.
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements. In
particular, we considered where management made subjective judgements; for example, in respect of significant accounting estimates
that involved making assumptions and considering future events that are inherently uncertain. As in all of our audits, we also addressed
the risk of management override of internal controls, including among other matters, consideration of whether there was evidence of
bias that represented a risk of material misstatement due to fraud.
Materiality
The scope of our audit was influenced by our application of materiality. An audit is designed to obtain reasonable assurance about
whether the financial statements are free from material misstatement. Misstatements may arise due to fraud or error. They are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of the financial statements.
Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall group
materiality for the financial statements as a whole as set out above. These, together with qualitative considerations, helped us to
determine the scope of our audit, the nature, timing and extent of our audit procedures, and to evaluate the effect of misstatements,
both individually and in the aggregate, on the financial statements as a whole.
How we tailored our group audit scope
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the financial statements as a
whole, taking into account the structure of the Group, the accounting processes and controls, and the industry in which the
Group operates.
Overall group materiality: $776,000, which represents approximately 0.9% of total revenues.
We chose total revenues as the benchmark because, in our view, it is a key financial statement metric
used in assessing the performance of the Group and it is a generally accepted benchmark.
We performed a full scope audit over the consolidated financial information of the Group.
As reported above, we have two key audit matters, being:
—Inventory valuation and costing
—Provisions
OUR AUDIT APPROACH
Overview
Materiality
Group
Scoping
Key Audit
Matters
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
2829
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
For the year ended 30 June 2025
Note
2025
$000
2024
$000
Revenue from contracts with customers7c 88,424 80,294
Cost of sales(76,90 3)(6 0,81 2)
Gross profit 11,521 19,482
Other income and gains7d 547 531
Distribution expenses(15,111)(14,552)
Administration expenses7e(12,822)(1 2,0 87)
Cyclone Gabrielle related insurance claim5 39,662 12,619
Whanganui fire related insurance claim6(912) -
Restructuring costs7f(2,7 2 5)(1,56 8)
Onerous contract12c(896) -
19,264 4,425
Finance costs7i(860)(825)
Finance income 1,032 1,344
Profit before income tax 19,436 4,944
Income tax expense7j(333)(301)
Profit after tax for the year $19,103 $4,643
Basic earnings per share (cents)7b 27.04 6.63
Diluted earnings per share (cents)7b 26.66 6.5 3
This Consolidated Statement of Profit or Loss is to be read in conjunction with the notes on pages 36 to 75.
CONSOLIDATED FINANCIAL STATEMENTS
INDEPENDENT AUDITOR'S REPORT (CONT'D)
OTHER INFORMATION
The Directors are responsible for the other information. The other information comprises the information included in the Annual Report,
but does not include the financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form of audit opinion or
assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider
whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or
otherwise appears to be materially misstated. If, based on the work we have performed on the other information that we obtained prior
to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report
that fact. We have nothing to report in this regard.
RESPONSIBILITIES OF THE DIRECTORS FOR THE FINANCIAL STATEMENTS
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the financial statements in
accordance with NZ IFRS and IFRS Accounting Standards, and for such internal control as the Directors determine is necessary to
enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Group’s ability to continue as a going concern,
disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless the Directors either
intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.
AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS
Our objectives are to obtain reasonable assurance about whether the financial statements, as a whole, are free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high
level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
A further description of our responsibilities for the audit of the financial statements is located at the External Reporting Board’s
website at:
https://www.xrb.govt.nz/standards/assurance-standards/auditors-responsibilities/audit-report-1-1/
This description forms part of our auditor’s report.
WHO WE REPORT TO
This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken so that we might state those
matters which we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law,
we do not accept or assume responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our audit
work, for this report, or for the opinions we have formed.
The engagement partner on the audit resulting in this independent auditor’s report is Philippa (Pip) Cameron.
For and on behalf of:
PricewaterhouseCoopers Auckland
7 October 2025
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
3031
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 30 June 2025
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2025
2025
$000
2024
$000
Profit after tax for the year 19,103 4,643
Other comprehensive income that may be reclassified subsequently to profit or loss
Effective portion of changes in fair value of cash flow hedges (net of income tax)(372)(1,1 6 7 )
Net change in fair value of cash flow hedges transferred to profit or loss
(net of income tax) 343 607
Total other comprehensive (loss)/income(29)(560)
Total comprehensive income for the year $19,074 $ 4,0 8 3
This Consolidated Statement of Comprehensive Income is to be read in conjunction with the notes on pages 36 to 75.
Note
Share
Capital
$000
Cash Flow
Hedging
Reserve
$000
Foreign
Currency
Translation
Reserve
$000
Share-
based Payment
Reserve
$000
Retained
Earnings
$000
To tal
Equity
$000
Total equity at 1 July 2024 22,054 378 (1,420) 732 32,679 54,423
Total comprehensive income for the year
Profit after tax - - - - 19,103 19,103
Other comprehensive income that may be
reclassified subsequently to profit or loss
Changes in fair value of cash flow hedges
(net of income tax) - (29) - - - (29)
Total comprehensive income for the year - (29) - - 19,103 19,074
Transaction with owners in their capacity
as owners
Buyback and cancellation of shares8b(325)(325)
Share-based payments - value of employee
services12b - - - 122 - 122
Total transaction with owners for the year(325) - - 122 - (203)
Total equity at 30 June 2025 $21,729 $349 $(1,420) $854 $51,782 $73,294
This Consolidated Statement of Changes in Equity is to be read in conjunction with the notes on pages 36 to 75.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
3233
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (CONT'D)
For the year ended 30 June 2025
Note
Share
Capital
$000
Cash Flow
Hedging
Reserve
$000
Foreign
Currency
Translation
Reserve
$000
Share-
based Payment
Reserve
$000
Retained
Earnings
$000
Total
Equity
$000
Total equity at 1 July 2023 22,054 938 (1,4 20) 615 28,036 50,223
Total comprehensive income for the year
Profit after tax - - - - 4,643 4,643
Other comprehensive income that may be
reclassified subsequently to profit or loss
Changes in fair value of cash flow hedges
(net of income tax) - (560) - - - (560)
Total comprehensive income for the year - (560) - - 4,643 4,083
Transaction with owners in their capacity
as owners
Share-based payments - value of employee
services12b - - - 117 - 117
Total transaction with owners for the year - - - 117 - 117
Total equity at 30 June 2024 $22,054 $378 $(1,4 20) $732 $32,679 $ 5 4,4 23
This Consolidated Statement of Changes in Equity is to be read in conjunction with the notes on pages 36 to 75.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June 2025
Note
2025
$000
2024
$000
ASSETS
Property, plant and equipment - owned9a 16,959 13,241
Property, plant and equipment - right-of-use12a 7,915 8,804
Intangible assets 36 61
Deferred tax asset7j 488 402
Total non-current assets 25,398 22,5 08
Cash and bank10a 42,245 31,645
Trade receivables, other receivables and prepayments10b 11,050 10,661
Inventories10c 27,954 29,348
Advances to employees - 181
Derivative financial instruments11 516 508
Income tax receivable - 67
Total current assets 81,765 72,410
Total assets $107,163 $94,918
EQUITY
Share capital8b 21,729 22,054
Cash flow hedging reserve8b 349 378
Foreign currency translation reserve8b(1,420)(1,4 20)
Share-based payment reserve8b, 12b 854 732
Retained earnings 51,782 32,679
Total equity 73,294 54,423
LIABILITIES
Lease liabilities12a 15,168 16,508
Employee benefits 371 488
Provisions12c1,76 9 812
Total non-current liabilities1 7, 3 0 8 17,808
Trade payables and accruals10d 10,049 16,350
Customer deposits7c 151 139
Employee benefits 74 46
Employee entitlements10e 3,387 3,726
Lease liabilities12a 1,540 1,417
Provisions12c1,122 694
Derivative financial instruments11 54 17
Deferred income7h 48 298
Income tax payable 136 -
Total current liabilities16,561 22,687
Total liabilities 33,869 40,495
Total equity and liabilities $107,163 $94,918
This Consolidated Statement of Financial Position is to be read in conjunction with the notes on pages 36 to 75.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
3435
CONSOLIDATED STATEMENT OF CASH FLOWS
For the year ended 30 June 2025
Note
2025
$000
2024
$000
CASH FLOWS FROM OPERATING ACTIVITIES
Cash receipts from customers 86,886 80,797
Cash paid to suppliers and employees(1 0 8,7 8 4)(91,623)
(21,898)(10,826)
Government grants received 176 326
Other receipts 10 8
GST (paid)/refunded(2,0 97) 822
Interest paid - loans and borrowings(35)(3)
Interest component of lease payments12a(825)(822)
Interest received 1,113 1,264
Income tax paid(217)(69)
Cyclone Gabrielle related insurance income5 42,230 -
Cyclone Gabrielle related expenses(2,721)(17,985)
Net cash flow from operating activities 15,736 ( 2 7, 2 8 5 )
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of plant and equipment 70 -
Acquisition of plant and equipment9a(5,5 41)(4,0 4 0)
Maturities of short term deposits 5,000 19,500
Investments in short term deposits(27,000)(17,000)
Advances to employees pursuant to the Bremworth Equity Plan 181 (11)
Cyclone Gabrielle related insurance income5 1,485 25,015
Whanganui fire related insurance income6d 477 -
Net cash flow from investing activities(25,328) 23,464
CASH FLOWS FROM FINANCING ACTIVITIES
Buyback and cancellation of shares8b(325) -
Principal component of lease payments12a(1,457)(1,358)
Net cash flow from financing activities(1,7 8 2)(1,358)
Net decrease in cash and cash equivalents(11,374)(5,17 9)
Cash and cash equivalents at beginning of the year 26,645 31,819
Effect of exchange rate changes on cash(26) 5
Cash and cash equivalents at end of the year $15,245 $26,645
This Consolidated Statement of Cash Flows is to be read in conjunction with the notes on pages 36 to 75.
CONSOLIDATED STATEMENT OF CASH FLOWS (CONT'D)
For the year ended 30 June 2025
Note
2025
$000
2024
$000
Profit after tax for the year 19,103 4,643
Add/(Deduct) non-cash items:
Depreciation - owned assets9a 1,166 858
Depreciation - right-of-use assets12a 1,129 1,057
Amortisation - intangible assets 25 25
Impairment of buildings and plant and equipment5, 6 600 297
Reversal of impairment of fixed assets and inventory - (208)
Share-based payments - value of employee services12b 122 117
Deferred tax(86) 174
Net gain on sale of plant and equipment(13) -
Net loss/(gain) on foreign currency balance 26 (5)
Deduct insurance related cash items:
Cyclone Gabrielle related insurance income5, 6 - (25,015)
Whanganui fire related insurance income(477) -
Changes in working capital items:
Trade receivables, other receivables and prepayments(1,874)(704)
Inventories 1,394 (8,226)
Income tax receivable/payable 203 58
Trade payables and accruals(6,301) 1,402
Customer deposits 12 (53)
Employee benefits and entitlements(428)(1,321)
Provisions 1,385 (129)
Deferred income(250)(205)
Derivative financial instruments - (50)
Net cash flow from operating activities $15,736 $(27,285)
This Consolidated Statement of Cash Flows is to be read in conjunction with the notes on pages 36 to 75.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
3637
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year ended 30 June 2025
1 COMPANY INFORMATION
Bremworth Limited (“Bremworth” or “the Company”) is a limited liability company that is domiciled and incorporated in
New Zealand.
The consolidated financial statements presented are for Bremworth and its subsidiaries (“the Group”) as at, and for the year ended,
30 June 2025.
The Company is registered under the Companies Act 1993 and is an FMC reporting entity for the purposes of the Financial
Reporting Act 2013 and the Financial Markets Conduct Act 2013. The consolidated financial statements have been prepared in
accordance with these Acts.
The principal activities of the Group comprise wool acquisition, and carpet and rug manufacturing and sales.
All Group subsidiaries are wholly-owned.
2 GENERAL INFORMATION RELATING TO PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS
2a STATEMENT OF COMPLIANCE
The consolidated financial statements comply with New Zealand equivalents to International Financial Reporting Standards (NZ
IFRS), other applicable New Zealand accounting standards and authoritative notices as appropriate for Tier 1 For-Profit entities. The
consolidated financial statements also comply with International Financial Reporting Standards Accounting Standards (IFRS
Accounting Standards).
2b BASIS OF PREPARATION
The consolidated financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting
Practice (NZ GAAP) as appropriate for Tier 1 For-Profit entities.
They have been prepared on the historical cost basis, except for derivative financial instruments which are measured at fair value as
disclosed in note 11 (Risks and financial instruments) to the consolidated financial statements.
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic
environment in which the entity operates (‘the functional currency’). The consolidated financial statements are presented in
New Zealand dollars, which is Bremworth Limited’s functional and presentation currency. Unless otherwise indicated, all financial
information presented in New Zealand dollars has been rounded to the nearest thousand.
The Consolidated Statements of Profit or Loss, Comprehensive Income, Changes in Equity and Cash Flows are stated exclusive of
GST. All items in the Consolidated Statement of Financial Position are stated exclusive of GST, except for trade receivables and
trade payables, which include GST invoiced.
2c CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS AND MATERIAL ACCOUNTING POLICIES
The preparation of the consolidated financial statements in conformity with NZ IFRS requires the Directors to make estimates,
judgements and assumptions that affect the application of accounting policies and reported amounts of assets, liabilities, income
and expenses. Estimates and judgements are continually evaluated and are based on historical experience and other factors,
including expectations of future events that are believed to be reasonable under the circumstances. Actual results may differ from
these estimates.
Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods affected.
Information about estimates and judgements that have a material effect on the amounts recognised in the consolidated financial
statements are disclosed in the following notes:
Note 5 – impact of Cyclone Gabrielle
Note 6 – impact of fire at the Whanganui yarn spinning plant
Note 7j – measurement and recoverability of tax losses
Note 9a – recoverability of property, plant and equipment, including the impact of the Scheme Implementation Agreement (Note 3)
Note 10c – inventory provisioning
Note 12a – determination of lease term
Note 12c – measurement of provisions, including onerous contract and warranties
Material accounting policies and critical estimates, judgements and assumptions are also disclosed in the relevant notes to the
consolidated financial statements and identified using the following coloured boxes:
Accounting policies Estimates, judgements and assumptions
2 GENERAL INFORMATION RELATING TO PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS
(CONT'D)
2d BASIS OF CONSOLIDATION
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of the Group as at 30 June 2025 and
the results of all subsidiaries for the year then ended. Subsidiaries are all entities over which the Company has control. The
Company controls an entity when the Company is exposed to, or has rights to, variable returns from its involvement with the entity
and has the ability to affect those returns through its power over the entity.
Intra-group balances and transactions, and any unrealised gains arising from intra-group transactions, are eliminated in preparing
the consolidated financial statements. Unrealised losses are also eliminated unless the underlying intra-group transaction provides
evidence that the asset transferred is impaired.
2e CHANGES IN ACCOUNTING POLICIES
There were no changes in accounting policies during the year ended 30 June 2025.
2f RESTATEMENT OF PRIOR YEAR BALANCES
Notes 7j (Income tax) and 11 (Risks and financial instruments) to the consolidated financial statements for the year ended 30 June
2024 have been restated to correct for misstatements relating to the previous financial year that were identified during the year. The
restatements do not affect the Consolidated Statement of Profit or Loss, the Consolidated Statement of Comprehensive Income,
the Consolidated Statement of Changes in Equity, the Consolidated Statement of Financial Position and the Consolidated Statement
of Cash Flows.
2g RECLASSIFICATION OF PRIOR YEAR BALANCES
The Consolidated Statement of Profit or Loss for the year ended 30 June 2024 included $439,000 and $1,129,000 in distribution and
in administration expenses respectively that have been reclassified to restructuring costs to align with the current year presentation.
2h CYCLONE GABRIELLE
Progress since the issue of the consolidated financial statements for the year ended 30 June 2024
Settlement of insurance claims
The Group settled its Cyclone Gabrielle insurance claims on 4 February 2025, with the total amount agreed at $104.2 million.
After recognising progress payments received from the insurers prior to that date of $62.0 million, the Group received a final
payment totalling $42.2 million on or about 12 February 2025, with this $42.2 million recognised as income in the Consolidated
Statement of Profit or Loss for the year ended 30 June 2025.
Reinstatement of property, plant and equipment
The Group has continued to reinstate key items of plant and equipment at the Napier plant following the damage caused by Cyclone
Gabrielle, with the completion of selected yarn twisting and finishing equipment during the year.
The decision was taken during the year to invest a further $6.0 million towards the staged reinstatement of the Napier plant, with
the focus this time on key yarn making equipment across the entire yarn manufacturing process from carding through to spinning
and twisting to leverage the investments that have already been made in yarn twisting and finishing.
This latest move will boost yarn making capacity within the carpet business and allow the Group to produce most, if not all, of its
yarn requirements at its Napier and Whanganui yarn spinning plants again - allowing, in the process, the business to:
—reduce the current long yarn supply lead times associated with the hybrid yarn supply system that was put in place following
Cyclone Gabrielle;
—reduce yarn input costs;
—address yarn quality issues associated with externally sourced yarns;
—reduce the quantities of yarn inventory that are required to be held to support the business; and
—focus on meeting its exacting quality standards from yarns through to finished carpet.
The ability to bring back key items of plant and equipment progressively will provide the business with significant optionality to
scale up capacity as demand for carpet grows - allowing the Company to commit to capital expenditure only as and when required.
People
The Group has started a recruitment programme aimed at taking onboard the skilled staff that would be required to support the
return to yarn manufacturing at Napier again, with that programme targeting a range of specialised staff covering the entire yarn
making process.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
3839
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
2 GENERAL INFORMATION RELATING TO PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS
(CONT'D)
2i FIRE AT THE WHANGANUI YARN SPINNING PLANT
On 4 May 2025, a fire broke out at the Whanganui yarn spinning plant.
Following a comprehensive review, the Group identified the following (from a material damage perspective):
—significant damage to the timber structure of the roof void of approximately 30 square metres within the building where the
fire started and areas in proximity to that;
—heat and smoke damage to the roof cladding and metal purling in the adjoining building;
—minor damage to mechanical and electrical services (including electrical control rooms and switchboards) in the section of
the building directly affected;
—damage to, and loss of, inventory in various stages of production.
There was also loss of approximately two weeks of production while clean up and assessment of damage to buildings and plant and
equipment were undertaken. This did not result in loss of sales and/or carpet production – with the volume of both carpet and yarn
inventories held within the business.
The losses are substantially covered by insurance and have been accounted for as set out in note 6 (Impact of fire at the Whanganui
yarn spinning plant) to the consolidated financial statements.
3 EVENTS AFTER BALANCE DATE
Agreement to enter into Scheme of Arrangement (“Scheme”)
On 2 October 2025, the Company announced that it had entered into a Scheme Implementation Agreement (“SIA”) with Floorscape
Limited (“Floorscape”), a wholly owned subsidiary of flooring company Mohawk Industries Inc. (“Mohawk”). Mohawk operates the
Floorscape premium hard flooring business and owns carpet manufacturer Godfrey Hirst New Zealand Limited.
The entry into the SIA is the culmination of the Board-led strategic review into the Company’s ownership structure that was
announced by the Company in February 2025 following the finalisation of Cyclone Gabrielle insurance settlement and approaches
from parties expressing an interest in Bremworth.
As part of this review, the Board engaged extensively with a number of potential parties before reaching agreement
with Floorscape.
Under the SIA, Floorscape has agreed to acquire 100% of the shares in Bremworth, conditional on the approvals further
discussed below.
The proposed Scheme is expected to deliver shareholders an estimated total consideration in the range of $1.05 to $1.15 per share,
subject to market conditions and business performance, with the total consideration representing premium of up to:
—135% to Bremworth’s share price prior to commencement of the strategic review; and
—85% to its most recent closing price prior to the announcement of the Scheme proposal.
The total consideration comprises two components:
—Scheme consideration from Floorscape, being cash payment of $0.75 per share; and
—capital distribution of excess cash, coming in the form of a share buyback and fully imputed dividend, estimated in the range
of $0.30 to $0.40 per share.
The proposed Scheme is conditional on several matters, including:
—Bremworth shareholder approval;
—High Court approval;
—New Zealand Commerce Commission clearance;
—Australian Competition and Consumer Commission approval;
—IRD ruling on the tax implications of the proposed capital distribution; and
—Bremworth’s independent advisor concluding that the Scheme consideration is within or above its valuation range.
Under the SIA, Bremworth has the ability to distribute any excess cash above an agreed minimum level of $1.6 million to
shareholders immediately prior to the implementation of the Scheme.
Based on Bremworth’s estimated cash flows between the date of the announcement of the SIA and the expected implementation of
the proposed Scheme in the second half of the 2026 financial year, Bremworth expects to distribute between $21.0 million and
$28.0 million via the capital distribution. This would represent a payment to shareholders of between $0.30 and $0.40 per share.
3 EVENTS AFTER BALANCE DATE (CONT'D)
Agreement to enter into Scheme of Arrangement (“Scheme”) (CONT’D)
The Company has emphasised that this estimate is based on assumptions of market conditions, business performance and the
timing of the implementation of the proposed Scheme and that the estimate is therefore subject to change. Bremworth will continue
to provide updated estimates to shareholders, based on its trading performance prior to the special shareholders meeting to be held
to allow shareholders to vote on the proposed Scheme.
The Company notes that there are references in the SIA to the scoping of potential remediation issues relating to asbestos at one of
the Company’s leased premises, with the Board and management able to confirm, to the best of their knowledge, that there was no
obligation at balance date to remediate asbestos issues at any properties owned or occupied by the Group.
The Company has reviewed the SIA in its entirety for any other financial reporting implications and is satisfied that there are no
material impacts other than those disclosed in notes 4 (Going concern), 9a (Property, plant and equipment) and 12b (Share-based
payment) to the consolidated financial statements.
Insurance claim
The Group has continued to progress discussions with its insurers in relation to its claims for damage and/or loss as a consequence
of the fire at its Whanganui yarn spinning plant. More information is disclosed in note 6 (Impact of fire at the Whanganui yarn
spinning plant) to the consolidated financial statements.
Onerous contract
The Group has also continued to engage with the counterparty to the contract for the supply of product as disclosed in note 12c
(Provisions) to the consolidated financial statements, with these discussions enabling the Group to clarify its obligations while also
lowering the estimated cost of fulfilling the contract and reducing the provision originally recognised when it announced its
unaudited results to NZX on 29 August 2025 from $1,753,000 to $896,000.
Release of unaudited results to NZX
The Group released its unaudited results for the year ended 30 June 2025 to NZX on 29 August 2025 pursuant to the NZX Listing Rules.
The following table sets out the reconciliation of the differences between the unaudited and audited Consolidated Statement of
Profit or Loss:
Subsequent amendments
Unaudited
as released
to NZX on
29 August 2025
$000
Reclassification
$000
Warranties and
inventory
$000
Impairment of
buildings
$000
Onerous contract
$000
Audited
$000
Revenue from contracts with customers88,891(467)8 8,4 24
Cost of sales(77,009)467(361)(76,9 0 3)
Gross profit11,882–(361)––11,521
Other income and gains547547
Distribution expenses(15,111)(15,111)
Administration expenses(12,822)(12,822)
Cyclone Gabrielle related insurance claim3 9,6 6 23 9,6 6 2
Whanganui fire related insurance claim(1,272)360(912)
Restructuring costs( 2,7 2 5 )( 2,7 2 5 )
Onerous contract(1,75 3 )857(896)
18,4 0 8–(361)3608571 9,2 6 4
Finance costs(860)(860)
Finance income1,0 321,0 32
Profit before income tax18,580–(361)3608571 9,4 3 6
Income tax expense(333)(333)
Profit after tax for the year$18,247–$(361)$360$857$1 9,1 0 3
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
4041
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
4 GOING CONCERN
The Group prepares its consolidated financial statements on a going concern basis and expects to be able to realise its assets and
meet its financial obligations in the normal course of business.
Cash and cash equivalents and short term deposits at balance date of $42.2 million (2024: $31.6 million) is at a level significantly
higher than forecasted as a result of final settlement of Cyclone Gabrielle insurance claims and receipt of final payments.
Net working capital (being current assets (excluding cash and bank) less current liabilities) employed by the Group as at balance
date of $23.0 million (2024: $18.1 million) is well up on the previous year, with the Group continuing to focus on working capital
utilisation and efficiency.
The Board is committed to the future of the existing carpet business, with a number of decisions taken in the latter part of the
financial year to strengthen the Company’s financial performance, position and cash flows. These decisions include the following:
—the re-entry into the synthetic carpet markets in New Zealand and Australia to provide the carpet business with additional
volume while also meeting ongoing requests for synthetic carpet from its channel partners;
—the reinstatement of key items of plant and equipment at the Napier yarn plant, with further discussions in note 2h (Cyclone
Gabrielle) to the consolidated financial statements;
—the review of its cost base, with the assistance of external consultants and industry experts; and
—the simplification of the business structure and the way of doing business going forward.
The Group has prepared forecasts of its financial performance, while also assessing cash flows and financial position through to 31
October 2026 as part of the Board-led strategic review of its ownership structure and the subsequent entry into the SIA as further
discussed in note 3 (Events after balance date) to the consolidated financial statements.
In preparing these forecasts, management considered and, where required made assumptions, in relation to:
—the additional costs, and time it could take, to re-introduce synthetic carpet into its pre-existing woollen carpet offerings;
—the capital expenditure that will be required to continue to reinstate key yarn spinning equipment in the Napier plant;
—the cost savings that have been achieved from the review of its cost base and the simplification of its business structure; and
—the further cost savings and reduction in working capital requirements that have been identified.
The Board considers that although there are uncertainties relating to these forecasts, these uncertainties are not significant enough
to lead to a material uncertainty relating to going concern.
The Board expects that notwithstanding that financial performance has been well below expectation in recent years (excluding the
benefit of insurance receipts) and the Group has been in a loss-making and operating cash flow deficit position, sufficient funds are
available to fund the Group’s operations while also providing the Board with optionality around the potential return of any surplus to
shareholders based on the cash flow forecasts that have been prepared.
The Board believes, to the best of its knowledge, that the counterparty to the SIA has every intention to continue to operate the
Bremworth business as a going concern should the proposed Scheme proceed to implementation such that the counterparty
becomes the owner of the business.
5 IMPACT OF CYCLONE GABRIELLE
Dealing with impact of Cyclone Gabrielle in the consolidated financial statements
The following table summarises the impact of Cyclone Gabrielle on the Consolidated Statement of Profit or Loss:
Impact of Cyclone Gabrielle
2025
$000
2024
$000
Insurance proceeds secured and recognised as income 42,230 26,500
Site clean-up, asset stabilisation and waste disposal costs incurred recognised
as expenses - (1,0 02)
Ongoing payroll costs recognised as expenses(240)(4,410)
Ongoing costs as a result of the cyclone as well as professional fees (including claims
preparation costs) incurred that have been recognised as expenses(151)(4,372)
Other additional costs incurred to avoid loss of revenue that have also been
recognised as expenses(2,17 7)(3,457)
Cost of voluntary redundancies incurred - (1,4 25)
Damaged or destroyed buildings and plant and equipment derecognised to the
extent appropriate - (297)
Plant and equipment previously derecognised and subsequently reinstated - 208
Inventory previously written off and subsequently reinstated - 874
$39,662 $1 2,61 9
The $42.2 million of Cyclone Gabrielle related insurance income recognised during the year ended 30 June 2025 represents the
final amount that was received following the settlement of the Company’s insurance claims during the year, with that amount
representing the $104.2 million full and final settlement that was agreed with the insurers less progress payments received to that
date of $62.0 million (2024: two progress payments totalling $26.5 million).
All progress payments received in previous years were stated as non-specific and there was confidence that substantially all costs
related to the reinstatement of property, plant and equipment would be covered. Therefore, they were treated as cash from
investing activities in the Statement of Cash Flows. With the settlement amount having now been clearly assigned between loss
and/or damage of property, plant and equipment, loss of inventory and business interruption, it is evident that the $42.2 million final
settlement amount is attributable to business interruption costs that are operating, and this is treated as cash from operating
activities in the Statement of Cash Flows.
Accounting policies
Insurance proceeds are recognised as income and as a receivable when receipt is virtually certain and to the extent that the
amount can be reliably estimated.
In the event that insurance proceeds cannot be recognised as income and as a receivable because receipt is not virtually
certain and/or the amount cannot be reliably estimated, they are disclosed as contingent assets.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
4243
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
6 IMPACT OF FIRE AT THE WHANGANUI YARN SPINNING PLANT
Dealing with impact of the fire at the Whanganui yarn spinning plant in the consolidated financial statements
The following table summarises the impact of the fire at the Whanganui yarn spinning plant on the Consolidated Statement of
Profit or Loss:
Impact of fireNote
2025
$000
2024
$000
Insurance proceeds secured and recognised as income6a 527 -
Damaged buildings and plant and equipment derecognised to
the extent appropriate6c(600) -
Damaged or destroyed inventory written off to the
extent appropriate6c(839) -
$(912) -
Estimates, judgements and assumptions
As a result of the Whanganui fire event, a number of material estimates and judgements have been necessary to determine
the accounting treatment in these consolidated financial statements.
These estimates and judgements include the following:
—estimation of further insurance proceeds as income and contingent assets (note 6b)
—assessment of impairment of buildings, plant and equipment and inventory (note 6c)
Details of the estimates and judgements made are further discussed below where relevant.
6a WHANGANUI YARN SPINNING PLANT FIRE RELATED INSURANCE INCOME
2025
$000
2024
$000
Insurance recovery - Whanganui fire $527 -
The $527,000 of Whanganui fire related insurance income recognised during the year ended 30 June 2025 represents the first
progress payment that was approved by the insurers prior to balance date.
6b WHANGANUI YARN SPINNING PLANT FIRE RELATED CONTINGENT ASSET
The Group expects that it will ultimately receive the full amount of the loss or damage caused by the fire at the Whanganui yarn
spinning plant - except for the $223,000 deductible and amounts that may fall outside the scope of its material damage
insurance policy.
The insurance claim was not sufficiently advanced at balance date to conclude that there was virtual certainty that would allow the
Group to recognise as insurance income any amount in excess of the $527,000 that has already been approved by the insurer at
balance date, with a number of issues yet to be worked through.
2025
$000
2024
$000
Insurance contingent asset disclosure - Whanganui fire $849 -
However, the Group has disclosed a contingent asset - being the further amounts that it is expecting to receive under its insurance
claims for damage and/or loss arising from the fire at the Whanganui yarn spinning plant - for the following reasons:
—the progress it has made towards the resolution of its insurance claims, with the amount disclosed as a contingent asset able
to be reliably estimated based on discussions with, and the advices received from, the insurer’s loss adjusters to date;
—the amount disclosed as a contingent asset is well within the sum insured under the Group’s material damage
insurance policy.
6 IMPACT OF FIRE AT THE WHANGANUI YARN SPINNING PLANT (CONT'D)
6c WHANGANUI YARN SPINNING PLANT FIRE RELATED WRITE OFFS AND EXPENSES
Note
2025
$000
2024
$000
Impairment of buildings9a(600) -
Write off of inventory10c(839) -
$(1,4 39) -
Whanganui fire related asset write offs and expenses consist of:
Impairment of buildings and plant and equipment
Following detailed assessment of damage to buildings after the fire (with plant and equipment not affected), the Group determined
that an impairment loss of $600,000 - being the cost required for site clean up and to reinstate these assets to pre-fire condition
- was required. This assessment involved suitably qualified contractors, with the loss adjusters also present on-site.
Refer also to note 9a (Property, plant and equipment) to the consolidated financial statements for further information.
Write off of inventory
Accounting standards require inventory to be measured at the lower of cost and net realisable value.
Where the cost of inventory may not be recoverable because the inventory is damaged as a consequence of the fire, the Group is
required to estimate its recoverable amount and recognise an impairment if this estimate is less than the carrying amount.
Based on the analysis and estimates prepared by management, the Group has determined that the carrying value of affected
inventory at the Whanganui plant at the time of the fire of $839,000 was required to be written off because it has been damaged or
destroyed as a consequence of having been exposed to smoke and could not therefore be used for further processing into
finished carpet.
Refer also to note 10c (Inventories) to the consolidated financial statements for further information.
6d PROGRESS PAYMENTS RECEIVED
2025
$000
2024
$000
Whanganui fire related insurance income recognised 527 -
Less payments received prior to balance date(477) -
Insurance progress payments approved by insurers prior to balance date $50 -
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
4445
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
7 FINANCIAL PERFORMANCE
This section deals with the financial performance of the Group and addresses, among other things, the financial performance of the
Group’s reportable segments and the key areas that impact on the Group’s profitability, including operating revenue, other income,
gains/losses on sale of property, plant and equipment, expenses and taxation.
7a SEGMENT PERFORMANCE
Reportable segments
The Group’s reportable and operating segments are:
—Carpet, with this segment involved in the manufacturing and sales of carpet and rugs in New Zealand, Australia and rest of
the world; and
—Wool, with this segment involved in the acquisition of wool for the carpet segment and for sales to external customers in
New Zealand.
An operating segment is a component of the Group:
—that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses
that relate to transactions with any of the Group’s other components;
—whose operating results are regularly reviewed by the Group’s chief operating decision maker - in this case, the Chief
Executive Officer - to make decisions about the resources to be allocated to the segment and to assess its performance; and
—for which discrete financial information is available.
The Chief Executive Officer uses total revenue, segment result before depreciation, insurances, restructuring and onerous contract
and segment result after depreciation but before insurances, restructuring and onerous contract to assess the performance of the
operating segments. Total assets and total liabilities are also reviewed for the operating segments.
Inter-segment transactions
Inter-segmental sales during the year and intercompany profits on stocks at balance date are eliminated on consolidation.
Geographical areas
In presenting information on the basis of geographical areas, revenue is based on the geographical location of customers and
non-current assets are based on the geographical location of those assets.
2025
$000
2024
$000
Revenue
New Zealand 57,298 51,274
Australia 29,443 27,314
Canada 903 883
USA 661 753
Rest of the world 119 70
$88,424 $80,294
As at
30 June 2025
$000
As at
30 June 2024
$000
Non-current assets
New Zealand 24,437 21,547
Australia 961 961
$25,398 $22,5 08
7 FINANCIAL PERFORMANCE (CONT'D)
7a SEGMENT PERFORMANCE (CONT’D)
Major customers
None of the Group’s external customers contributed revenues in excess of 10% of the Group’s total revenues.
Carpet and rugs sales and
manufacturing Wool acquisition Total
2025
$000
2024
$000
2025
$000
2024
$000
2025
$000
2024
$000
External revenue 59,504 57,081 28,920 23,213 88,424 80,294
Inter-segment revenue - - 2,441 2,336 2,441 2,336
To t al r eve nu e $59,504 $57,081 $31,361 $25,549 90,865 82,630
Elimination of inter-segment revenue(2,441)(2,336)
Consolidated revenue $88,424 $80,294
Segment result before depreciation,
insurances, restructuring and
onerous contract(13,824)(4,524) 1,301 1,386 (12,523)( 3,1 3 8)
Depreciation - owned assets(1,000)(698)(166)(160)(1,166)(858)
Depreciation - right-of-use assets(956)(911)(173)(146)(1,129)(1,057)
Amortisation - intangibles(25)(25) - - (25)(25)
Segment result before insurances,
restructuring and onerous contract(15,805)(6,1 5 8) 962 1,080 (14,84 3)(5,078)
Cyclone Gabrielle related insurance claim 39,662 12,619 - - 39,662 12,619
Whanganui fire related insurance claim(912) - - - (912) -
Restructuring costs(2,7 2 5)(1,56 8) - - (2,7 2 5)(1,56 8)
Onerous contract(896) - - - (896) -
Segment result 19,324 4,893 962 1,080 20,286 5,973
Elimination of inter-segment profits 20 (21)
Unallocated corporate costs(1,0 42)(1,527)
Results from operating activities 19,264 4,425
Finance costs(860)(825)
Finance income 1,032 1,344
Profit before income tax 19,436 4,944
Income tax expense(333)(301)
Profit after tax for the year $19,103 $ 4,6 4 3
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
4647
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
7 FINANCIAL PERFORMANCE (CONT'D)
7a SEGMENT PERFORMANCE (CONT’D)
Carpet and rugs sales and
manufacturing Wool acquisition Total
2025
$000
2024
$000
2025
$000
2024
$000
2025
$000
2024
$000
Reportable segment assets 56,591 57,590 8,327 5,683 64,918 63,273
Unallocated assets - Cash and bank 42,245 31,645
Total assets $107,163 $94,918
Capital expenditure 5,114 3,969 428 178 $5,542 $4,147
Reportable segment liabilities 15,141 20,742 2,020 1,828 17,161 22,570
Unallocated liabilities - Lease liabilities 16,708 17,925
Total liabilities $33,869 $ 4 0,495
7b EARNINGS PER SHARE
Basic earnings per share (Basic EPS)
2025 2024
Profit after tax attributable to shareholders of the Company ($000) 19,103 4,643
Weighted average number of ordinary shares outstanding 70,657,464 70,069,426
Basic EPS (cents) 27.04 6.6 3
Diluted earnings per share (Diluted EPS)
2025 2024
Profit after tax attributable to shareholders of the Company ($000) 19,103 4,643
Weighted average number of ordinary shares outstanding and potential
ordinary shares 71,657,464 71,069,426
Diluted EPS (cents) 26.66 6.5 3
In calculating the diluted earnings per share, the Company has taken into account the maximum number of shares that the holders
could be issued with under the Bremworth Share Option Scheme as further discussed at note 12b (Share-based payment) to the
consolidated financial statements, with the options issued under the Bremworth Share Option Scheme considered to be dilutive
instruments.
7c REVENUE FROM CONTRACTS WITH CUSTOMERS
2025
$000
2024
$000
Sales of goods
Carpet 58,16 0 55,426
Rugs 1,164 1,209
Wool 28,920 23,213
Other 180 446
To t al r eve nu e $88,424 $80,294
Credit terms for carpet and rug sales through wholesale distribution channels within New Zealand and Australia are generally no
later than 30 days after the month in which invoices are raised and, in the case of wool sold in New Zealand, within 14 days of
invoice date or on despatch whichever is the earlier. Credit terms for sales of carpet overseas are generally 60 to 90 days from date
of invoice and for sales of carpet yarn overseas 120 days from date of invoice.
Rugs sold through direct to consumer channels are for cash, with payment at the time orders are placed. All amounts received are
accounted for as customer deposits in the first instance, with $151,000 of customers deposits booked as at balance date
(2024: $139,000).
7 FINANCIAL PERFORMANCE (CONT'D)
7c REVENUE FROM CONTRACTS WITH CUSTOMERS (CONT’D)
Accounting policies
Revenue is recognised when or as performance obligations are satisfied by transferring control of the products sold to the
customer at the transaction price specified in the contract. Control transfers to the customers for carpet, rug and carpet
yarn sales on delivery of the goods to the customer. For wool sales, control passes on the earlier of payment or delivery. The
transaction price includes all amounts which the Group expects to be entitled to, net of goods and services tax and other
indirect taxes, expected rebates and discounts.
7d OTHER INCOME AND GAINS
Note
2025
$000
2024
$000
Government grants recognised7h 524 523
Net gain on sale of plant and equipment 13 -
Other 10 8
Total other income and gains $547 $531
7e ADMINISTRATION EXPENSES
The following items of expenditure are included in administration expenses:
2025
$000
2024
$000
Audit fees and expenses
Audit fees and expenses paid and payable for audit of consolidated financial
statements
Current year 861 613
Prior year 15 -
Total fees and expenses paid and payable to auditors $876 $613
7f RESTRUCTURING COSTS
2025
$000
2024
$000
Termination payments 1,986 1,073
Board-led strategic review 444 495
Costs associated with review of cost base 295 -
Total restructuring costs $2,725 $1,568
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
4849
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
7 FINANCIAL PERFORMANCE (CONT'D)
7g PERSONNEL EXPENSES
Note
2025
$000
2024
$000
Directors’ fees12e 406 387
Wages, salaries, bonuses, holiday pay and termination
payments 26,385 28,170
Other employee related costs 1,031 1,377
Employee benefits 683 803
Increase in liability for retiring allowances and long
service leave 27 8
Total personnel expenses $28,532 $ 3 0,74 5
Personnel costs are included in cost of sales, distribution expenses and administration expenses in the Consolidated Statement of
Profit or Loss.
Personnel expenses include restructuring costs of $1,986,486 (2024: $1,073,000).
Employee benefits include those benefits provided to employees as part of their employee arrangements with the Group and cover
the provision of motor vehicles, income protection insurances, life insurances, medical insurances and associated fringe benefits
taxes. Employee benefits also include the costs of providing on-site staff amenities.
7h GOVERNMENT GRANTS
Sustainable Food and Fibre Futures Fund and Waste Minimisation Fund
Grants of $349,000 (2024: $412,000) from the Sustainable Food and Fibre Futures Fund (SFFF Fund) and $175,000 (2024: $111,000)
from EECA (Energy Efficiency and Conservation Authority) are included in other income in the Consolidated Statement of Profit or
Loss. The funds cover pre-approved activities over the periods from December 2020 to June 2025 and January 2023 to June
2025 respectively.
There are no unfulfilled conditions or other contingencies attaching to the grants recognised in other income during the year.
Government grants that have been deferred, either because they relate to future costs to be incurred or assets, totalled $48,000 at
balance date (2024: $298,000).
Accounting policies
Grants from the government are recognised at their fair value where there is a reasonable assurance that the Group will
comply with all attached conditions and the grants will be received.
Government grants relating to costs that have been incurred are credited to profit or loss while grants relating to future
costs are included in current liabilities as deferred income and recognised in profit or loss over the period necessary to
match them with the costs that they are intended to compensate.
Government grants relating to the purchase of property, plant and equipment are included in non-current liabilities as
deferred income and they are credited to profit or loss on a straight-line basis over the expected lives of the related assets.
7i FINANCE COSTS
2025
$000
2024
$000
Interest component of lease payments(825)(822)
Facility fees - Bank guarantees(35)(3)
Finance costs$(860)$(825)
Accounting policies
Finance costs include interest expense on loans and borrowings, interest component of lease payments and facility fees for
the Bank’s guarantee of the Group’s commitments. All interest expense are recognised in the Consolidated Statement of
Profit or Loss using the effective interest method.
7 FINANCIAL PERFORMANCE (CONT'D)
7j INCOME TAX
2025
$000
2024
$000
Income tax expense in the Consolidated Statement of Profit or Loss
Current tax expense
Current year 311 127
Adjustment for prior years 108 -
419 127
Deferred tax expense/(benefit)
Origination and reversal of temporary differences(86) 174
(86) 174
Income tax expense $333 $301
Reconciliation of effective tax rate
Profit after tax for the year 19,103 4,643
Income tax expense 333 301
Profit excluding income tax $19,436 $4,944
Income tax using the Company’s domestic tax rate of 28% (2024: 28%) 5,442 1,384
Non-deductible expenses 297 92
Non-assessable income(8,279)(345)
Effect of tax rate difference in foreign jurisdiction 10 12
Adjustment for prior years 108 -
Deferred tax impact on buildings - 352
Tax loss re-recognised - (1,194)
Unrecognised deferred tax asset 2,755 -
Income tax expense $333 $301
2025
$000
2024
$000
Restated
Imputation credits
Imputation credits available to shareholders of the Company $7,701 $ 7,7 0 2
The imputation credits available to shareholders as at 30 June 2024, which was previously stated to be $9,224,000, have been
restated to correct for an error in the previous year.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
5051
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
7 FINANCIAL PERFORMANCE (CONT'D)
7j INCOME TAX (CONT’D)
Deferred tax assets and liabilities
Deferred tax assets and liabilities are attributable to the following:
Assets Liabilities Net
2025
$000
2024
$000
2025
$000
2024
$000
2025
$000
2024
$000
Property, plant and equipment 156 199 - - 156 199
Employee benefits 62 95 - - 62 95
Lease liabilities 66 57 (63)(56) 3 1
Provisions 267 107 - - 267 107
Net tax assets/(liabilities) $551 $458 $(63)$(56) $488 $402
Deferred tax assets at balance date relate to the Group’s Australian carpet sales operations where it is expected that there will be
taxable profits in future periods to allow for the utilisation of the deferred tax assets.
Deferred tax assets not recognised in respect of temporary differences and tax loss carry-forwards totalled $14,400,000 at balance
date (2024: $12,252,000), with the change relating to further unrecognised deferred tax assets (including timing differences and tax
loss carry-forwards) recorded.
While the Board has confidence in the prospects of the business as discussed at note 4 (Going concern) to the consolidated financial
statements, it has taken the same approach with respect to the recognition of deferred tax assets as it has with the reversal of the
FY20 impairment of assets as discussed at note 9a (Property, plant and equipment) to the consolidated financial statements and has
concluded that the progress with the execution of the Group’s strategy to focus on wool carpets does not warrant the re-recognition
of deferred tax assets.
Deferred tax assets have also not been recognised in respect of temporary differences and tax loss carry-forwards totalling
$24,150,000 (2024: $24,150,000) relating to an Australian subsidiary that currently does not have trading activity on the basis that it
is also not probable that future taxable profit will be available against which the Group can use the benefits therefrom, taking the
total deferred tax assets unrecognised to $38,550,000 (2024: $36,402,000).
Notwithstanding the derecognition of deferred tax assets for accounting purposes, these deferred tax assets remain available to the
Group for income tax purposes.
Movement in temporary differences during the year:
Balance
30 June 2024
$000
Recognised in Consolidated
Statement of Profit or Loss
$000
Balance
30 June 2025
$000
Property, plant and equipment 199 (43) 156
Employee benefits 95 (33) 62
Lease liabilities 1 2 3
Provisions 107 160 267
To t al $402 $86 $488
Balance
30 June 2023
$000
Recognised in Consolidated
Statement of Profit or Loss
$000
Balance
30 June 2024
$000
Property, plant and equipment 240 (41) 199
Employee benefits 105 (10) 95
Lease liabilities 1 - 1
Provisions 230 (123) 107
To t al $576 $(174) $402
7 FINANCIAL PERFORMANCE (CONT'D)
7j INCOME TAX (CONT’D)
Accounting policies
Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss except to the
extent that it relates to items recognised directly in other comprehensive income, in which case it is recognised in other
comprehensive income.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted at the reporting date, and
any adjustment to tax payable in respect of previous years.
Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for taxation purposes and is measured at the tax rates that are expected
to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively
enacted by the reporting date.
Estimates, judgements and assumptions
Deferred tax assets are recognised for unused tax losses and deductible temporary differences to the extent that it is
probable that future taxable profits will be available against which they can be used. Future taxable profits are determined
based on business plans for individual subsidiaries in the Group. Deferred tax assets are reviewed at each balance date and
adjusted to the extent that it is no longer probable that sufficient taxable profits will be available in the future to utilise the
deferred tax asset.
8 CAPITAL AND FUNDING
This section looks at the Group’s two key sources of funding, how it manages its funding and other related matters.
8a CAPITAL MANAGEMENT
The Group’s capital includes share capital, reserves and retained earnings.
The Group’s capital management policy is aimed at maintaining a strong capital base so as to maintain investor, creditor and market
confidence in the Group and to enable it to continue to fund the ongoing needs of the business and to sustain its
future development.
The impact of the level of capital on shareholders’ return is also recognised, as is the return to shareholders in the form of dividends
paid and growth in share price, and the Group works to maintain a balance between the higher returns that might be possible with
greater gearing and the advantages and security afforded by a sound capital base.
The Group is not subject to any externally imposed capital requirements.
The allocation of capital between the Group’s specific business segment operations and activities is, to a large extent, driven by the
opportunities that exist within each of these segments and the optimisation of the return achieved on the capital allocated. The
process of allocating capital to specific business segment operations and activities is determined by the Chief Executive Officer in
consultation with the Board and is therefore undertaken independently of those responsible for the operation.
The Group’s policies in respect of capital management and allocation are reviewed regularly by the Board.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
5253
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
8 CAPITAL AND FUNDING (CONT'D)
8b SHARE CAPITAL, DIVIDENDS AND RESERVES
Share capital
2025 2024
Shares on issue
Balance at 1 July 70,069,426 70,069,426
Issued during the year 992,093 -
Buyback and cancellation during the year(500,000) -
Balance as at 30 June 70,561,519 7 0,0 6 9,4 2 6
The Company does not have a limited amount of authorised capital.
The Company issued, in accordance with the terms of the Bremworth 2022 Long-Term Incentive Scheme, 992,093 fully paid-up
ordinary shares (“Scheme Shares”) to Bremworth Share Scheme Limited (“Trustee”) during the year ended 30 June 2025, with these
shares to be held by the Trustee on behalf of the participating employees until the relevant vesting date pursuant to the issue of
FY25-27 performance rights (2024: Nil).
The Bremworth 2022 Long-Term Incentive Scheme is further discussed at note 12b (Share-based payment) to the consolidated
financial statements.
The Company cancelled 500,000 fully paid-up ordinary shares that were bought back from Mr Greg Smith - the former Chief
Executive Officer who resigned from the Company on 30 April 2025 - during the year ended 30 June 2025 (2024: Nil).
The buyback and cancellation of Mr Smith’s shares are further discussed at note 12e (Related parties) to the consolidated
financial statements.
All issued shares are fully paid up and have no par value.
The holders of ordinary shares are entitled to receive dividends as declared from time to time and one vote per share at meetings of
the Company, except for the Scheme Shares issued to and held by the Trustee pursuant to the terms of the Bremworth 2022
Long-Term Incentive Scheme. All shares rank equally with regard to the Company’s residual assets.
Dividends
No dividends were paid during the year (2024: Nil).
The Board has not declared a final dividend in respect of the current year ended 30 June 2025 (2024: Nil).
Cash flow hedging reserve
The Group uses derivative financial instruments to hedge its exposure to foreign exchange risks. In accordance with its treasury
policy, the Group does not hold or issue derivative financial instruments for trading purposes. However, derivatives that do not
qualify for hedge accounting are accounted for as trading instruments.
Derivative financial instruments are recognised initially at fair value and transaction costs are expensed immediately. Subsequent to
initial recognition, derivative financial instruments are stated at fair value.
Where derivatives qualify for hedge accounting, changes in the fair value of the derivative hedging instrument designated as a cash
flow hedge are recognised in other comprehensive income to the extent that the hedge is effective. To the extent that the hedge is
ineffective, changes in fair value are recognised in profit or loss.
If the hedging instrument no longer meets the criteria for hedge accounting, expires or is sold, terminated or exercised, then hedge
accounting is discontinued prospectively. The cumulative gain or loss previously recognised in other comprehensive income
remains there until the forecast transaction occurs at which time the gain or loss is transferred to profit or loss. When the hedge
item is a non-financial asset, the amount recognised in the cash flow hedging reserve is transferred to the carrying amount of the
asset when it is recognised. In other cases, the amount recognised in the cash flow hedging reserve is transferred to profit or loss in
the same year that the hedged item affects profit or loss.
The cash flow hedging reserve represents the effective portion of the cumulative net change in the fair value of cash flow hedging
instruments related to hedged transactions that have not yet occurred.
8 CAPITAL AND FUNDING (CONT'D)
8b SHARE CAPITAL, DIVIDENDS AND RESERVES (CONT’D)
Foreign currency translation reserve
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated to
New Zealand dollars at exchange rates at the reporting date. The income and expenses of foreign operations are translated to
New Zealand dollars at exchange rates at the dates of the transactions.
The foreign currency translation reserve comprises all exchange rate differences arising from the translation of the financial
statements of foreign operations and the translation of liabilities designated as hedges against the Company’s net investment in a
foreign operation.
There is no movement in the foreign currency translation reserve balance for the year ended 30 June 2025 (2024: Nil) as the reserve
relates to dormant foreign entities of the Group.
Share-based payment reserve
The share-based payment reserve is used to recognise the grant date assessed fair value of the performance rights issued to
executive employees under the Company’s long-term incentive scheme as further discussed at note 12b (Share-based payment) to
the consolidated financial statements.
The assessed fair value of the performance rights at grant date are recognised as an expense in profit or loss over the period from
grant date to condition date, adjusted to reflect only those rights where the service condition will be met, with corresponding
entries to the share-based payment reserve.
8c BANKING FACILITIES AND LOANS AND BORROWINGS
This note provides information about the contractual terms of the Group’s banking facilities. For more information about the Group’s
exposure to interest rate risks, see note 11 (Risks and financial instruments) to the consolidated financial statements.
The Group’s banking facilities (including Bank guarantees to third parties relating to lease and other commitments of the Group) are
provided by Bank of New Zealand and National Australia Bank Limited (together, “the Bank”).
The Group has no loans at balance date (2024: Nil).
The Group continues to maintain ongoing relationships with the Bank, with the view that committed credit lines could be reinstated
in the future to fund working capital requirements as the Group progresses through its transformation journey. As a consequence,
the Group has retained the security arrangements that were previously put in place to secure obligations for the payment and
repayment of moneys due, owing or payable by the Group to the Bank.
These security arrangements include the granting in favour of Bank of New Zealand, as security agent for the Bank, a first-ranking
composite general security deed and cross guarantee securing all obligations of the Group to the Bank by certain companies in the
Group. The property-owning companies in the Group have also continued to grant in favour of Bank of New Zealand first-ranking
mortgages in respect of land and buildings as security for all obligations of the Group to the Bank, including obligations for the
payment and repayment of moneys due, owing or payable by the Group to the Bank (see note 9a (Property, plant and equipment) to
the consolidated financial statements).
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
5455
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
9 ASSETS EMPLOYED
This section covers non-current assets, being property, plant and equipment and other assets that the Group employs in the
production and sale of carpet and rugs, and the acquisition and sale of wool fibre, to generate revenues and profits.
9a PROPERTY, PLANT AND EQUIPMENT
Land and
buildings
$000
Plant and
equipment
$000
Other
assets
$000
Under
construction
$000
To tal
$000
COST
Balance at 1 July 2024 6,828 36,064 13,767 1,724 58,383
Additions - - 430 4,911 5,341
Disposals - (5)(410) - (415)
Tr a n s f e r s 128 4,524 393 (5,0 4 5) -
Whanganui fire related write offs(600) - - - (600)
Whanganui fire related reinstatement 201 - - - 201
Balance at 30 June 2025 $6,557 $40,583 $14,180 $1,590 $62,910
Balance at 1 July 2023 6,560 35,342 12,103 844 54,849
Additions 27 9 5 4,106 4,147
Disposals - (65)(352)(107)(524)
Tr a n s f e r s 241 678 2,011 (2,930) -
Cyclone Gabrielle related derecognition - - - (297)(297)
Cyclone Gabrielle related impairment reversed - 100 - 108 208
Balance at 30 June 2024 $6,828 $36,064 $13,767 $1,724 $58,383
DEPRECIATION AND IMPAIRMENT LOSSES
Balance at 1 July 2024 1,074 33,856 10,212 - 4 5,142
Depreciation for the year 76 340 750 - 1,166
Disposals - - (357) - (357)
Balance at 30 June 2025 $1,150 $34,196 $10,605 - $45,951
Balance at 1 July 2023 1,000 3 3,6 8 4 10,017 - 44,701
Depreciation for the year 74 237 547 - 858
Disposals - (65)(352) - (417)
Balance at 30 June 2024 $1,074 $33,856 $10,212 - $45,142
CARRYING AMOUNTS
At 30 June 2025 $5,407 $6,387 $3,575 $1,590 $16,959
At 30 June 2024 $5,754 $2,208 $3,555 $1,724 $13,241
At 1 July 2023 $5,560 $1,658 $2,086 $844 $1 0,1 4 8
Other assets
Other assets comprise fixtures and fittings (including leasehold improvements and display stands), computer equipment, motor
vehicles and office equipment.
9 ASSETS EMPLOYED (CONT'D)
9a PROPERTY, PLANT AND EQUIPMENT (CONT’D)
Impairment
The Group’s market capitalisation at balance date was below the carrying value of net assets. Even though market capitalisation
excludes any control premium and may not reflect the value of 100% of the Group’s net assets, it is still considered to be an indicator
of impairment.
As a consequence, the Group conducted a review of non-current non-financial assets, including fixed assets and right-of-use assets,
to assess whether there was any impairment at balance date. The recoverable amount of the asset is estimated in order to determine
the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the
Group estimates the recoverable amount of the cash-generating unit (CGU) to which the asset belongs.
There are two cash-generating units which relate to reporting segments in these consolidated financial statements, Carpet
and Wool.
The operating profit before depreciation of the Wool acquisition CGU was $1,301,000 which was in line with budget and prior year.
Management determined that there were no impairment indicators for the Wool acquisition CGU and therefore no impairment
assessment is required.
The Carpet CGU had an operating loss before depreciation of $13,824,000 and an impairment assessment was therefore
performed. Management identified the following as separately identifiable assets for the purposes of measuring recoverable
amounts, using the fair value less cost of disposal (FVLCD) method:
—Napier land and buildings
—Whanganui land and buildings
—Right of use Assets – Auckland
Indicative market values were obtained for the Napier land and buildings, the Whanganui land and buildings and the Auckland lease,
with these market value assessments coming in above the net book value of these assets. As a consequence, no impairment was
required, except for the impairment loss on the Whanganui buildings of $600,000 as a consequence of the fire at the Whanganui
plant in May 2025. The fire at the Whanganui plant is discussed at Notes 2i (Fire at the Whanganui yarn spinning plant) and 6
(Impact of fire at the Whanganui yarn spinning plant) to the consolidated financial statements.
In relation to certain specialised plant and equipment where there was not a ready market for these assets, the value in use (VIU)
methodology was applied to assess recoverability of the remaining assets of the Carpet CGU. In assessing VIU, management
applied the following key assumptions underlying the cash flow projections used:
—recent sales volumes and trends assessed by the Board-appointed consultants in their assessment of value as part of the
Board-led strategic review into ownership structure;
—reintroduction of solution-dyed-nylon carpet production and sales as announced to the market in May 2025; and
—the anticipated benefits from initiatives to lower costs through the forecast period;
while also applying:
—an after tax WACC of 10.9%, calculated using the Brennan-Lally method, implying a pre-tax discount rate of 16.2%; and
—terminal growth rate of 2.5%.
The Board notes that the cash flow projections underlying the assessment of VIU are sensitive to changes in the sales volumes
assumed into those projections (both as to volume and timing) which may impact the conclusions reached.
Management also utilised the Scheme consideration as further discussed in note 3 (Events after balance date) to the consolidated
financial statements as evidence to support the carrying value of these specialised items of plant and equipment and the Group’s
assets as a whole.
In particular, management noted that the total consideration under the proposed Scheme comprises two components:
—Scheme consideration from Floorscape, being cash payment of $0.75 per share; and
—capital distribution of excess cash, coming in the form of a share buyback and fully imputed dividend, estimated in the range
of $0.30 to $0.40 per share;
with the total of $1.05 to $1.15 per share (which is the equivalent of FVLCD for the Group’s net assets) coming in at more than the
carrying value of net assets (including cash and bank) per share of $1.04.
The Group has therefore concluded that no further impairment of assets was required at balance date (2024: Nil).
The Group has also concluded that no reversal of the previous impairment of assets should be made at the present time (2024: Nil).
While the total Scheme consideration of $1.05 to $1.15 per share is more than the carrying value of net assets (including cash and
bank) per share of $1.04, the SIA is conditional and there is no certainty it will complete to implementation. At the same time, the
Group’s actual and forecast financial performance does not also justify a reversal.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
5657
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
9 ASSETS EMPLOYED (CONT'D)
9a PROPERTY, PLANT AND EQUIPMENT (CONT’D)
Accounting policies
Recognition and measurement
Cost includes expenditures that are directly attributable to the acquisition of the asset. The cost of self-constructed assets
includes the cost of materials and direct labour, any other costs directly attributable to bringing the asset to a working
condition for its intended use, and the cost of dismantling and removing the items and restoring the site on which they are
located. Purchased software that is integral to the functionality of the related equipment is capitalised as part of
that equipment.
When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items
(major components) of property, plant and equipment.
Under construction
Items being constructed for future use are held as part of property, plant and equipment under construction. The carrying
amounts of these represent the costs incurred at balance date and will be transferred to the appropriate classification of
property, plant and equipment on completion. Initial cost includes the purchase consideration and those costs directly
attributable in bringing the asset to the location and condition necessary for its intended use. These costs include site
preparation costs, installation costs, borrowing costs, unrecovered operating costs incurred during planned commissioning
and the costs of obtaining consents.
Costs cease to be capitalised when all the activities necessary to bring the asset to its location and condition for its intended
use are complete.
Depreciation
Depreciation is recognised in the Consolidated Statement of Profit or Loss over the estimated useful lives of each part of an
item of property, plant and equipment. Land is not depreciated.
The principal rates used for the current and comparative periods are as follows:
— buildings 1.0 - 2.5% straight line
— building fitouts 5.0 - 33.0% straight line
— plant and equipment 6.7 - 20.0% straight line
— other assets
– display stands 10.0% straight line
– computer equipment 20.0 - 25.0% straight line
– office equipment 10.0 - 20.0% straight line
– cars 20.0% straight line
– trucks and utilities 10.0% straight line
Depreciation methods, useful lives and residual values are reassessed at each reporting date.
Impairment
The carrying amount of property, plant and equipment and other assets is tested for impairment whenever there are
indicators of impairment.
An impairment loss is recognised if the carrying amount of the cash-generating unit (being the smallest identifiable asset
group that generates cash flows that are largely independent from other assets and groups) to which the property, plant and
equipment and other assets is allocated exceeds its recoverable amount.
The recoverable amount of a cash-generating unit is the greater of its value in use and its fair value less costs to sell. In
assessing value in use, the estimated future cash flows are discounted to their present value using a post-tax discount rate
that reflects current market assessments of the time value of money and the risks specific to the cash-generating unit.
9 ASSETS EMPLOYED (CONT'D)
9a PROPERTY, PLANT AND EQUIPMENT (CONT’D)
Estimates, judgements and assumptions
NZ IAS 36 Impairment of Assets requires the Group to assess, at the end of each reporting period, whether there is any
indication that an asset may be impaired. If any such indication exists, the Group shall estimate the recoverable amount of
the asset. The recoverable amount of an asset is the higher of its fair value less costs of disposal and its value in use. The
Group is required to recognise an impairment loss to the extent to which the carrying amount of an asset exceeds its
recoverable amount.
For the purpose of assessing impairment, assets are grouped in the smallest identifiable group of assets that generates cash
inflows that are largely independent of the cash inflows from other assets or groups of assets (cash generating unit or CGU),
which as at 30 June 2025 were identified as being the Carpet and Wool CGUs.
9b CAPITAL COMMITMENTS
Capital expenditure contracted for, but not recognised as liabilities, at balance date is set out below.
2025
$000
2024
$000
Napier plant reinstatement 557 272
Other property, plant and equipment 303 445
$860 $717
10 WORKING CAPITAL
This section reviews the level of working capital the Group generates and utilises in its normal day-to-day operating activities. The
Group’s working capital includes current assets (cash and bank, trade receivables, other receivables and prepayments and
inventories) and current liabilities (trade payables and accruals and employee entitlements).
10a CASH AND BANK
Cash and bank at balance date comprise the following:
2025
$000
2024
$000
Cash and cash equivalents 15,245 26,645
Short term deposits 27,000 5,000
$42,245 $ 31,6 4 5
Accounting policies
Cash is cash on hand and demand deposits and includes bank overdrafts used for cash management purposes where formal
arrangements for set off has been agreed with the Bank. Under these set off arrangements, the Group is able to set off
overdrawn balances up to a maximum of $1,000,000 against credit balances in selected accounts as long as the net balance
of all these accounts (including overdrawn accounts) as a whole remain in credit. At balance date, there were no overdrawn
amounts subject to set off (2024: Nil). Cash equivalents are highly liquid investments that are readily convertible to known
amounts of cash (that is, there is insignificant risk of changes in value) with maturity no more than three months from
balance date. Short term deposits are investments with maturities greater than three months but no more than twelve
months from balance date.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
5859
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
10 WORKING CAPITAL (CONT'D)
10b TRADE RECEIVABLES, OTHER RECEIVABLES AND PREPAYMENTS
2025
$000
2024
$000
Trade receivables due from external customers 10,055 8,339
Other receivables 175 1,602
Prepayments 820 720
$11,050 $10,6 61
The Group’s approach and policy with respect to, and quantitative disclosure of, credit risk are discussed in note 11 (Risks and
financial instruments) to the consolidated financial statements.
Impairment losses on trade receivables and other receivables are assessed collectively and on a portfolio basis based on the number
of days overdue using the expected loss model, taking into account the historical loss experienced in portfolios with a similar
number of days overdue as well as current conditions and forecast of future economic conditions.
Other receivables include $50,000 of insurance recovery income relating to the Whanganui fire recognised but not yet received at
balance date (2024: $1,485,000 relating to Cyclone Gabrielle). Refer to note 6d (Progress payments received) to the consolidated
financial statements for further information.
Accounting policies
Trade receivables and other receivables are recognised initially at transaction price and subsequently at amortised cost less
impairment losses.
10c INVENTORIES
Inventories, net of provision, are summarised in the table below:
2025
$000
2024
$000
Raw materials and consumables 10,708 6,618
Raw materials stock in transit 111 4,563
Work in progress 1,501 1,209
Finished goods 15,634 16,958
$27,954 $29,348
Carrying amount of inventories subject to retention of title clauses $291 $1,039
Inventory provision at 1 July 2,614 1,408
Change in provision during the year 2,624 1,206
Inventory provision at 30 June $5,238 $2,614
The approach to inventory provisioning in 2025 is substantially consistent with 2024, with the increase in provision attributed to the
deterioration in market conditions on the net realisable value of carpet inventories and the quality issues of yarns sourced from the
hybrid supply chain that was established following Cyclone Gabrielle.
Write downs or write offs of inventory produced during the year totalled $916,000 (2024: $817,000). A further $839,000 of
inventory was written off during the year as a consequence of the fire at the Whanganui yarn spinning plant in May 2025. Refer to
notes 2i (Fire at the Whanganui yarn spinning plant) and 6 (Impact of fire at the Whanganui yarn spinning plant) to the consolidated
financial statements for further information.
10 WORKING CAPITAL (CONT'D)
10c INVENTORIES (CONT’D)
Accounting policies
Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on the first-in first-out
principle, and includes expenditure incurred in acquiring the inventories and bringing them to their existing location and
condition. In the case of manufactured inventories and work in progress, cost includes an appropriate share of production
overheads based on normal operating capacity. Net realisable value is the estimated selling price in the ordinary course of
business, less the estimated costs of completion and selling expenses.
Estimates, judgements and assumptions
Inventory provisions are recognised for oddments and obsolete, aged and discontinued , as well as defective, inventories to
arrive at their likely net realisable value.
Estimates and judgement are applied in identifying and categorising - to the extent applicable - obsolete, aged, discontinued
and defective inventories and determining the level of provisioning that is required – with a range of factors including
inventory rationalisation plans, consumer demand and trends, available distribution channels and historical sales and margin
data considered.
10d TRADE PAYABLES AND ACCRUALS
2025
$000
2024
$000
Trade payables 9,171 14,198
Accruals 878 2,152
$10,049 $16,350
Accounting policies
Trade payables are unsecured - except to the extent to which they have retention of titles clauses within their supply
arrangements with the Group - and are usually paid within the agreed payment terms.
The carrying amounts of trade payables are considered to be the same as their fair values, due to their short-term nature.
10e EMPLOYEE ENTITLEMENTS
2025
$000
2024
$000
Leave obligations 2,791 3,282
Bonus entitlement 188 43
Wages accruals 408 401
$3,387 $ 3,7 2 6
Leave obligations cover the Group’s liabilities in relation to employees’ accrued and entitled annual leave as well as their
unconditional entitlement to long service leave where they have completed the required period of service.
Accounting policies
Employee entitlements relating to wages and salaries as well as annual leave and other employment-related payments that
are expected to be settled wholly within 12 months after the end of the annual reporting period in which the employees
render the related service are recognised in respect of employees’ services up to the end of the reporting period as liabilities
and are measured at the amounts expected to be paid when the liabilities are settled.
The entire amount of employee entitlements is presented as current as the Group does not have an unconditional right to
defer settlement for any of these obligations.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
6061
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
11 RISKS AND FINANCIAL INSTRUMENTS
This section identifies the risks faced by the Group, explains the impact of these risks on its financial position, performance and cash
flows, outlines the Group’s approach to financial risk management and highlights the financial instruments used to manage risks.
Exposure to credit, liquidity, foreign currency and interest rate risks arises in the normal course of the Group’s businesses.
The Group enters into derivative financial instruments in the ordinary course of business to manage foreign currency risks in
accordance with the treasury policy approved by the Board. Senior management operating under the Board-approved treasury
policy ensures that procedures for derivative instrument utilisation, control and valuation, risk analysis, counterparty credit
approval, and ongoing monitoring and reporting are adhered to.
The Group manages commodity price risks through negotiated supply contracts and forward physical contracts. However, because
these contracts are, generally, in respect of raw material and utility purchases for own use, they are not accounted for as
financial instruments.
Credit risk
Management has a credit policy in place under which each new customer is individually analysed for credit worthiness and assigned
a purchase limit before the standard payment and delivery terms and conditions are offered. Because of the Group’s customer base,
there is no need for the Group to rely on external ratings. In most cases, bankers’ references, trade credit insurance approvals and/
or credit references from other suppliers are considered adequate. Purchase limits are reviewed on a regular basis.
In order to determine which customers are classified as having payment difficulties, the Group applies a mix of duration and
frequency of default. The Group does not generally require collateral in respect of trade and other receivables.
The Group’s exposure to credit risk is mainly influenced by its customer base. As such, it is concentrated to the default risk of its
industry. However, geographically, there is no credit risk concentration, with the Group’s customers spread throughout
New Zealand, Australia and other overseas markets. Credit risk exposure with respect to trade receivables is limited by stringent
credit controls, by the utilisation of irrevocable letters of credit and trade credit insurances wherever required, and by the large
number of customers within the Group’s customer base.
The amount and timing of collection of trade receivables and estimate of expected credit losses under NZ IFRS 9 Financial
Instruments have been considered and included in the consolidated financial statements.
The Group does not invest in securities, but accepts that surplus cash and cash equivalents may arise from time to time during the
course of its management of cash. In these instances, it requires these surplus cash and cash equivalents to be deposited on call or
in short term deposits and only with counterparties approved by the Board as having the required credit ratings.
Foreign currency forward exchange contracts have been entered into with counterparties approved by the Board as having the
required credit ratings. The Group’s exposure to credit risk from these financial instruments is limited because it does not expect the
non-performances of the obligations contained therein due to the high credit ratings of the financial institutions concerned. The
Group does not require any collateral or security to support these financial instruments.
Liquidity risk
Liquidity risk represents the Group’s ability to meet its contractual obligations. The Group evaluates its liquidity requirements on an
ongoing basis. In general, the Group generates sufficient cash flows from its operating activities to meet its obligations arising from
its financial liabilities.
The Group’s contractual cash flows and liquidity risk profile are set out in detail in the liquidity risk section of the quotative
disclosures in this note.
Foreign currency risk
The Group is exposed to transactional foreign currency risk to the extent that there is a mismatch between the currencies in which
sales, purchases, receivables and payables are denominated. All entities in the Group have New Zealand dollars ($) as their
functional currency.
The Group enters into foreign currency contracts within policy parameters to manage the risk associated with forecast sales and
purchases. The Group’s policy allows management to hedge up to 12 months forecast sales and purchases without prior approval of
the Board having first been obtained.
The Group applies a hedge ratio of 1:1. The method used to assess hedge effectiveness is Critical Match Terms whereby the hedging
instrument and the hedged item are matched to the key terms. In the hedge relationship, the main cause of ineffectiveness includes
a change in the critical terms, for example, the timing of the transaction.
The Group determines the existence of an economic relationship between the hedging instrument and hedged item based on the
currency, amount and timing of the respective cash flows. The Group assesses whether the derivative designated in each hedging
relationship is expected to be, and has been, effective in offsetting changes in cash flows of the hedged item using the critical
matched terms method.
11 RISKS AND FINANCIAL INSTRUMENTS (CONT'D)
QUANTITATIVE DISCLOSURES
Credit risk
The carrying amount of financial assets represents the Group’s maximum credit exposure.
The Group’s maximum exposure to credit risk for trade and other receivables by geographic regions is as follows:
2025
$000
2024
$000
New Zealand 6,282 6,369
Australia 3,659 3,224
Other regions 289 348
Trade and other receivables $10,230 $ 9,9 41
The status of trade and other receivables at the reporting date is as follows:
Current
0 – 30 days
past due
31 – 120 days
past due
More than 120
days past due To tal
2025
Expected loss rate0%7%9%25%
Gross carrying amount – trade and other receivables 9,152 430 510 288 10,380
Loss allowance - (31)(47)(72)(150)
2024
Expected loss rate0%0%0%15%
Gross carrying amount – trade and other receivables 7,923 1,231 596 225 9,975
Loss allowance - - - (34)(34)
In summary, trade and other receivables are determined to be impaired as follows:
2025
$000
2024
$000
Trade and other receivables - gross 10,380 9,975
Impairment provisions(150)(34)
Trade and other receivables - net $10,230 $ 9,9 41
Individually impaired trade receivables relate to a small number of customers where the amounts involved are immaterial. In the
case of insolvency, the Group generally writes off the receivable in full unless there is clear evidence that a receipt, whether directly
or by way of a claim under the Group’s trade credit insurance policy, is highly probable.
The Group adopts the expected loss model in assessing its trade and other receivables for impairment. In doing so, it determines
impairment on a forward-looking basis, taking into account not only past events and current conditions, but also forecast of future
economic conditions. Bad debts are written off when they are considered to have become uncollectable.
The details of movements in the impairment provision are as follows:
2025
$000
2024
$000
Balance at 1 July(34)(19)
Impaired trade receivables written off - 12
Changes in impairment provision(116)(27)
Balance at 30 June$(150)$(34)
Changes in the impairment provision are included in distribution expenses in the Consolidated Statement of Profit or Loss.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
6263
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
11 RISKS AND FINANCIAL INSTRUMENTS (CONT'D)
QUANTITATIVE DISCLOSURES (CONT’D)
Liquidity risk
The following table sets out the contractual undiscounted cash flows for all material financial liabilities (including projected
interest costs).
Timing of contractual cash flows
Statement of
Consolidated
Financial
Position
$000
To tal
contractual
cash flows
$000
6 months or
less
$000
6-12 months
$000
1-2 years
$000
2-5 years
$000
Greater than 5
years
$000
2025
Trade payables 9,171 9,171 9,171 - - - -
Lease liabilities 16,708 22,610 1,120 1,149 2,275 6,641 11,425
Total non-derivative liabilities $25,879 $31,781 $10,291 $1,149 $2,275 $6,641 $11,425
Forward exchange contracts
Inflow(20,531)(15,284)(5,247) - - -
Outflow 20,090 14,971 5,119 - - -
(462)(441)(313)(128) - - -
Net derivative liabilities/(assets)$(462)
Disclosed in Consolidated
Statement of Financial Position
Current assets(516)
Current liabilities 54
Net derivative liabilities/(assets)$(462)
2024
Trade payables 14,198 14,198 14,198 - - - -
Lease liabilities 17,925 22,393 1,108 1,121 2,218 6,520 11,426
Total non-derivative liabilities $32,123 $36,591 $15,306 $1,121 $2,218 $6,520 $11,426
Forward exchange contracts
Inflow( 3 7, 5 8 3 )(23,82 0)(11,55 4)(2,20 9) - -
Outflow 36,926 23,258 11,481 2,187 - -
(491)(657)(562)(73)(22) - -
Net derivative liabilities/(assets)$(491)
Disclosed in Consolidated
Statement of Financial Position
Current assets(508)
Current liabilities 17
Net derivative liabilities/(assets)$(491)
11 RISKS AND FINANCIAL INSTRUMENTS (CONT'D)
QUANTITATIVE DISCLOSURES (CONT’D)
Foreign currency risk
The Group’s exposure to foreign currency risk can be summarised as follows:
NZD equivalent of these foreign currencies:
AUD
$000
USD
$000
EUR
$000
Others
$000
2025
Trade receivables 3,659 - - -
Trade payables(472)(502)(51)(27)
Net Consolidated Statement of Financial Position exposure before
hedging activity 3,187 (502)(51)(27)
Estimated forecast sales or purchases for which hedging is in place 14,791 (2,075) - -
Net cash flow exposure before hedging activity 17,978 (2,57 7)(51)(27)
Forward exchange contracts
Notional amounts( 1 7, 9 7 8 ) 2,577 - -
Net unhedged exposure - - $(51)$(27)
Restated
2024
Trade receivables 3,224 120 - -
Trade payables(565)(1,4 8 4)(2,875) -
Net Consolidated Statement of Financial Position exposure before
hedging activity 2,659 (1,36 4)(2,875) -
Estimated forecast sales or purchases for which hedging is in place 27,032 (2,34 4)(1,202) -
Net cash flow exposure before hedging activity 29,691 ( 3,7 0 8)(4,07 7) -
Forward exchange contracts
Notional amounts( 2 9,6 91 ) 3,708 4,077 -
Net unhedged exposure - - - -
The table above which sets out the Company’s foreign currency risks as at 30 June 2024 has been restated to correct for a number
of errors in the previous year, while also noting that there was no impact on the net unhedged exposure for the various currencies.
Sensitivity analysis
In managing interest rate and currency risks, the Group aims to reduce the impact of short-term fluctuations on the Group’s
earnings. Over the longer-term, however, changes in foreign exchange and interest rates will have an impact on profit.
For foreign exchange contracts that continue to meet the hedge accounting criteria at the balance sheet date to hedge foreign
exchange exposures, it is estimated that a general change in the value of the New Zealand dollar against other foreign currencies as
set out below would have no impact on the Group’s profit or loss before income tax for the years ended 30 June 2025 and 2024. The
impact on equity, net of tax, for these foreign exchange contracts, is disclosed in the table below:
StrengthenWeakenStrengthenWeaken
P&LEquity, net of tax
$000 $000 $000 $000
30 June 2025
NZD/AUD (+/- 5%) - - 704 (707)
NZD/EUR (+/- 5%) - - - -
NZD/USD (+/- 5%) - - (110) 100
30 June 2024
NZD/AUD (+/- 5%) - - 1,810 (1,136)
NZD/EUR (+/- 5%) - - (171) 241
NZD/USD (+/- 5%) - - (119) 258
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
6465
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
11 RISKS AND FINANCIAL INSTRUMENTS (CONT'D)
QUANTITATIVE DISCLOSURES (CONT’D)
There were no foreign exchange contracts that do not meet the hedge accounting criteria at the balance sheet date.
The impact of a change in interest rates by one percentage point on the Group’s profit or loss and OCI is set out as follows:
Increase
1% point
Decrease
(1% point)
Increase
1% point
Decrease
(1% point)
P&L Equity, net of tax
$000 $000 $000 $000
Interest rate impact - Net 2025 $417 $(417) - -
Interest rate impact - Net 2024 $299 $(299) - -
HEDGING
Forecast transactions
The Group classifies the forward exchange contracts taken out to hedge forecast transactions as cash flow hedges.
The following relates to items designated as hedging instruments:
Notional amount
Carrying amount
Line item in
Consolidated
Statement
of Financial
Position
Changes in
the value of
the hedging
instrument
recognised in
OCI during the
year
Hedge
ineffectiveness
recognised in
profit or loss
Balance in
CFHR
Average rate of
hedging Assets Liabilities
$000 $000 $000 $000 $000 $000
2025
Foreign currency risk
Forward exchange
contracts – sales
and receivables
and purchases and
payables
1, 2
NZD20,555 516 (54) Derivative
financial
instruments
- assets and
liabilities
(343) - 349 AUD 0.9039
USD 0.6015
1
100% of notional amount expiring within 12 months of balance date
2
Hedge ratio 1:1
Notional amount
Carrying amount
Line item in
Consolidated
Statement
of Financial
Position
Changes in
the value of
the hedging
instrument
recognised in
OCI during the
year
Hedge
ineffectiveness
recognised in
profit or loss
Balance in
CFHR
Average rate of
hedging Assets Liabilities
$000 $000 $000 $000 $000 $000 Restated
2024
Foreign currency risk
Forward exchange
contracts – sales
and receivables
and purchases and
payables
1, 2
NZD 3 7, 4 76 508 (17) Derivative
financial
instruments
- assets and
liabilities
(607) - 378 AUD 0.8976
USD 0.6190
EUR 0.5703
1
90% of notional amount expiring within 12 months of balance date and 10% expiring between 12 and 24 months of balance date
2
Hedge ratio 1:1
The table above which sets out the Company’s forecast transactions as at 30 June 2024 has been restated to express the notional
amount in New Zealand dollars, while also showing the average rates of hedging for the various currencies.
11 RISKS AND FINANCIAL INSTRUMENTS (CONT'D)
CLASSIFICATION AND FAIR VALUES
The following tables show the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the
fair value hierarchy.
Hedging
instruments
$000
Amortised
cost
$000
Total carrying
amount
$000
Fair value
hierarchy
Level 2
$000
2025
Assets
Derivative financial instruments 516 - 516 516
Cash and bank - 42,245 42,245
Trade and other receivables - 10,230 10,230
Total assets $516 $52,475 $52,991
Liabilities
Lease liabilities - 15,168 15,168
Employee benefits - 371 371
Total non-current liabilities - 15,539 15,539
Derivative financial instruments 54 - 54 54
Trade payables and accruals - 10,049 10,049
Customer deposits - 151 151
Employee benefits and entitlements - 3,461 3,461
Lease liabilities - 1,540 1,540
Total current liabilities 54 15,201 15,255
Total liabilities $54 $30,740 $30,794
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
6667
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
11 RISKS AND FINANCIAL INSTRUMENTS (CONT'D)
CLASSIFICATION AND FAIR VALUES (CONT’D)
Hedging
instruments
$000
Amortised cost
$000
Total carrying
amount
$000
Fair value
hierarchy
Level 2
$000
2024
Assets
Derivative financial instruments 508 - 508 508
Cash and bank - 31,645 31,645
Trade and other receivables - 9,941 9,941
Advances to employees - 181 181
Total assets $508 $41,767 $42,275
Liabilities
Lease liabilities - 16,508 16,508
Employee benefits - 488 488
Total non-current liabilities - 16,996 16,996
Derivative financial instruments 17 - 17 17
Trade payables and accruals - 16,350 16,350
Customer deposits - 139 139
Employee benefits and entitlements - 3,772 3,772
Lease liabilities - 1,417 1,417
Total current liabilities 17 21,678 21,695
Total liabilities $17 $38,674 $38,691
There were no financial assets or liabilities with fair values classified as Level 1 or Level 3 in the fair value hierarchy.
Accounting policies
A financial instrument is recognised if the Group becomes a party to the contractual provisions of the instrument. Financial
assets are derecognised if the Group’s contractual rights to the cash flows from the financial assets expire or if the Group
transfers the rights to receive the contractual cash flows in a transaction in which substantially all the risks and rewards of
ownership of the financial assets are transferred. Financial liabilities are derecognised if the Group’s obligations specified in
the contract expire or are discharged or cancelled.
Derivatives, being forward exchange contracts, have been measured at fair value using relevant valuation techniques which
include net present value and discounted cash flow models and comparison with similar instruments for which observable
market prices exist. Assumptions and inputs used in valuation techniques include risk-free and benchmark interest rates,
credit spreads and other information used in estimating discount rates and foreign currency exchange rates.
Non-derivative financial instruments comprise trade and other receivables, cash and bank and trade and other payables.
Non-derivative financial instruments are recognised initially at fair value, inclusive of transaction costs, and are subsequently
measured at amortised cost using the effective interest rate method less any impairment losses.
11 RISKS AND FINANCIAL INSTRUMENTS (CONT'D)
DETERMINATION OF FAIR VALUES
The fair value of an asset or a liability is measured on a recurring basis. When measuring the fair value of an asset or a liability, the
Group uses market observable data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based
on the inputs used in the valuation techniques as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (that
is, as prices) or indirectly (that is, derived from prices)
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs)
If the inputs used to measure the fair value of an asset or liability might be categorised in different levels of the fair value hierarchy,
then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input
that is significant to the entire measurement.
There were no transfers between levels of the fair value hierarchy during the year.
MASTER NETTING OR SIMILAR AGREEMENTS
The Group enters into derivative transactions under International Swaps and Derivatives Association (ISDA) master netting
agreements. In general, under such agreements the amounts owed by each counterparty on a single day in respect of all
transactions outstanding are aggregated into a single net amount that is payable by one party to the other. In certain circumstances
– for example, when a credit event such as a default occurs, all outstanding transactions under the agreement are terminated, the
termination value is assessed and only a single net amount is payable in settlement of all transactions.
The ISDA agreements do not meet the criteria for offsetting in the Consolidated Statement of Financial Position. This is because the
Group does not have any currently legally enforceable right to offset recognised amounts, because the right to offset is enforceable
only on the occurrences of future events such as a default on the bank loans or other credit events.
The following table sets out the carrying amounts of recognised derivatives that are subject to master netting agreements:
20252024
Derivative assets
$000
Derivative liabilities
$000
Derivative assets
$000
Derivative liabilities
$000
Gross amounts in the Consolidated
Statement of Financial Position 516 (54) 508 (17)
Amounts offset - - - -
Net amounts in the Consolidated
Statement of Financial Position 516 (54) 508 (17)
Related amounts that are not offset
based on ISDA(54) 54 (17) 17
Net amounts $462 - $491 -
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
6869
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
12 OTHERS
This section includes the remaining information relating to the consolidated financial statements which is required to be disclosed to
comply with financial reporting standards.
12a LEASES
This note provides information for leases where the Group is a lessee.
AMOUNTS RECOGNISED IN THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION
2025
$000
2024
$000
Right-of-use assets
Buildings 7,353 8,220
Plant and equipment 131 225
Motor vehicles 431 359
$7,915 $8,804
Lease liabilities
Non-current 15,168 16,508
Current 1,540 1,417
$16,708 $ 1 7, 9 2 5
Additions to right-of-use assets during the year were $243,000 (2024: $1,243,000).
There was no impairment of right-of-use assets during the year (2024: Nil).
There was also no reversal of prior year impairment of right-of-use assets during the year (2024: Nil).
AMOUNTS RECOGNISED IN THE CONSOLIDATED STATEMENT OF PROFIT OR LOSS
2025
$000
2024
$000
Depreciation charge in respect of right-of-use assets
Buildings 864 838
Plant and equipment 94 133
Motor vehicles 171 86
$1,129 $1,057
Interest expense (included in finance costs) $825 $822
Expense relating to short-term leases (included in cost of goods sold and
administration expenses) $353 $921
Expense relating to leases of low-value assets that are not disclosed above as short-
term leases (included in administrative expenses) $4 $43
AMOUNTS RECOGNISED IN THE STATEMENT OF CASH FLOWS
Total cash outflow for leases $2,282 $ 2,1 8 0
12 OTHERS (CONT'D)
12a LEASES (CONT’D)
Accounting policies
The Group leases buildings, forklifts and motor vehicles, with contracts typically entered into for fixed periods ranging from
between three to four years for motor vehicles, five to six years for fork hoists and up to sixteen years for buildings, but may
have extension options as further discussed below.
Contracts may contain both lease and non-lease components. The Group has elected, for leases of motor vehicles, to not
separate lease and non-lease components and instead account for these as a single lease component.
Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease
agreements do not impose any covenants other than the security interests in the leased assets that are held by the lessor.
Leased assets may not be used as security for borrowing purposes.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net
present value of the following lease payments:
—fixed payments; and
—variable lease payment that are based on an index or a rate, initially measured using the index or rate as at the
commencement date.
Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability.
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined,
which is generally the case for leases in the Group, the lessee’s incremental borrowing rate is used, being the rate that the
individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset
in a similar economic environment with similar terms, security and conditions.
To determine the incremental borrowing rate, the Group:
—where possible, uses recent third-party financing secured by the individual lessee as a starting point, adjusted to
reflect changes in financing conditions since third party financing was secured;
—uses a build-up approach that starts with a risk-free interest rate adjusted for credit risk for leases held by lessees
within the Group which does not have recent third-party financing; and
—makes adjustments, where necessary, specific to the lease taking into account country, currency and security.
If a readily observable amortising loan rate is available to the individual lessee (through recent financing or market data)
which has a similar payment profile to the lease, then the group entities use that rate as a starting point to determine the
incremental borrowing rate.
Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over the lease
period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.
Right-of-use assets are measured at cost comprising the following:
—the amount of the initial measurement of lease liability; and
—make good costs.
Right-of-use assets are depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis.
Payments associated with short-term leases of plant and equipment and motor vehicles and all leases of low-value assets are
recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months
or less without a purchase option. Low-value assets comprise IT equipment and small items of office furniture.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
7071
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
12 OTHERS (CONT'D)
EXTENSION OPTIONS
Extension options are generally incorporated into contracts for leases of buildings, with these options used to maximise operational
flexibility with respect to the management of the buildings used in the Group’s operations. Where extension options are held, they
are exercisable only by the Group and not by the respective lessor. Extension options are generally not included in contracts for
leases of plant and equipment and motor vehicles because of the Group’s ability to replace these assets without significant cost,
delay or disruption to the business.
Estimates, judgements and assumptions
In determining the lease term, management considers all facts and circumstances that create an economic incentive to
exercise an extension option. Extension options are only included in the lease term if the lease is reasonably certain to be
extended, with the Group reasonably certain to extend:
—if there are significant costs to not extend; and
—if leasehold improvements are expected to have a significant remaining value.
Otherwise, the Group considers other factors including the lease durations already provided for in the contract, the Group’s
future strategic or business direction and the costs and disruptions to the business as a consequence of any decision to not
exercise an extension option.
As at balance date, potential future cash outflows of $17,666,000 (undiscounted) in respect of leases of buildings have not
been included in the determination of lease liability because it is not reasonably certain that these leases will be extended
(2024: $17,666,000).
The lease term is reassessed if an extension option is actually exercised. The assessment of reasonable certainty is only
revised if a significant event or a significant change in circumstances occurs, which affects this assessment, and that is
within the control of the lessee. The Group did not revise its assessment of reasonable certainty with respect to extension
options during the year (2024: Nil).
12b SHARE-BASED PAYMENT
The Company operates four share-based payment plans/schemes, with these plans/schemes designed to incentivise selected
employees by providing them with opportunities to be issued equity interests in the Company.
The Company has determined the performance rights, the shares and the options issued under these plans/schemes to be equity-
settled share-based payment arrangements pursuant to NZ IFRS 2 Share-based Payment.
The Company issued 1,176,989 FY25-27 performance rights under the Bremworth 2022 Long-Term Incentive Scheme (2022 LTI
Scheme) during the year ended 30 June 2025 (2024: Nil).
The Company also issued, in accordance with the terms of the 2022 LTI Scheme, 992,093 fully paid-up ordinary shares (“Scheme
Shares”) to Bremworth Share Scheme Limited (“Trustee”) during the year ended 30 June 2025, with these shares to be held by the
Trustee on behalf of the participating employees until the relevant vesting date pursuant to the issue of FY25-27 performance rights
(2024: Nil).
In determining the number of Scheme Shares to be issued to the Trustee, it was noted that 184,896 Scheme Shares that were issued
to the Trustee under the FY23-25 issue of performance rights in October 2022 had not vested so were available for use under the
FY25-27 issue of performance rights.
There were no other issue of performance rights, shares or options under the Bremworth 2020 Long-Term Incentive Scheme, the
Bremworth Equity Ownership Plan or the Bremworth Share Option Scheme during the year (2024: Nil).
1,472,154 performance rights under the 2022 LTI Scheme lapsed during the year (2024: 184,896 performance rights under the 2022
LTI Scheme). The Company advised, as part of its entry into the SIA as further discussed in note 3 (Events after balance date) to the
consolidated financial statements, that it would be buying back and cancelling the 1,472,154 shares (relating to the 1,472,154
performance rights that have lapsed) and are therefore no longer required.
The following is a summary of the outstanding performance rights or options under the various plans/schemes as at balance date:
2025 2024
Outstanding options under the Bremworth Share Option Scheme 1,000,000 1,000,000
Outstanding performance rights under the 2022 LTI Scheme 410,267 70 5,4 3 5
12 OTHERS (CONT'D)
12b SHARE-BASED PAYMENT (CONT’D)
Maximum number of shares that could be issued under current share-based payment arrangements (excluding
those already issued under the 2022 LTI Scheme)
2025 2024
Outstanding options under the Bremworth Share Option Scheme 1,000,000 1,000,000
Pursuant to the terms of the SIA, an agreed number of shares will be issued in relation to the outstanding options should the
proposed Scheme proceed to implementation, while the 410,267 shares relating to the outstanding performance rights will remain
unvested and will continue to be held on trust by the Trustee in accordance with the terms of the 2022 LTI Scheme.
Impact of share-based payment arrangements on the consolidated financial statements
$122,000, being the proportion of fair value of the options under the Bremworth Option Scheme and the fair value of the
performance rights under the 2022 LTI Scheme relating to the year ended 30 June 2025, were recognised in administration
expenses in the Consolidated Statement of Profit or Loss for the period, with a corresponding credit totalling $122,000 to the
share-based payment reserve within equity (2024: $117,000).
Accounting policies
The assessed fair value of the performance rights and options at grant date are recognised as an expense in profit or loss
over the period from date on which the participant started rendering service or the grant date (whichever is the earlier),
adjusted to reflect only those rights and options where the service condition will be met, with corresponding entries to the
share-based payment reserve within equity.
12c PROVISIONS
Accounting policies
A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can be
estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions
are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of
the time value of money and the risks specific to the liability.
Onerous
contracts
$000
Warranties
$000
Claims
$000
Other
$000
To tal
$000
Balance at 1 July 2024 - 1,315 151 40 1,506
Provided during the year 896 1,512 - - 2,4 08
Utilised during the year - (872)(151) - (1,023)
Released to profit or loss during the year - - - - -
Balance at 30 June 2025 $896 $1,955 - $40 $2,891
Non-current 486 1,243 - 40 1,76 9
Current 410 712 - - 1,122
Balance at 30 June 2025 $896 $1,955 - $40 $2,891
Balance at 1 July 2023 - 1,306 190 139 1,635
Provided during the year - 513 75 10 598
Utilised during the year - (504)(114)(40)(658)
Released to profit or loss during the year - - - (69)(69)
Balance at 30 June 2024 - $1,315 $151 $40 $1,506
Non-current - 772 - 40 812
Current - 543 151 - 694
Balance at 30 June 2024 - $1,315 $151 $40 $1,5 0 6
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
7273
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
12 OTHERS (CONT'D)
12c PROVISIONS (CONT’D)
Onerous contract
The provision for onerous contract relates to a contract for the supply of product that was entered into during the year ended
30 June 2025.
Management has concluded, following an in-depth review of the pricing structure and the other terms of the contract, that the
contract is onerous, as the unavoidable costs to fulfil it are greater than the expected economic benefits to be received.
In arriving at the provision, management assessed the shortfall between the contracted price and the cost of internal manufacturing
and/or external sourcing, and supplying, these products (that is, inclusive of the other costs necessarily incurred as part of the
Company’s obligations under the contract, including distribution). This is then applied to the estimated volume that is expected to
be supplied over the three year term of the contract, with this estimated volume based on information currently available (being
indicative volumes signaled by the counterparty during the tender process and volumes supplied subsequent to balance date) and
may therefore change. If estimated volume were to change by 50% from the volume estimated, that would have the impact of
changing the provision by $453,000.
Management also considered the estimated costs to exit the contract relative to the costs to fulfil it in assessing the provision and
has determined that the costs to exit it would outweigh the costs to fulfil it.
The provision has been recognised at the present value of the future net cash outflows relating to the fulfilment of the contract, with
a corresponding expense to the Consolidated Statement of Profit or Loss.
Estimates, judgements and assumptions
Provision for onerous contract requires judgement to be applied by considering a range of factors including the quantity of
product that is expected to be supplied over the duration of the contract and the cost of internal manufacturing and/or
external sourcing, and supplying, these products.
Warranties
The provision for warranties for carpet sold is based on estimates made from historical warranty data associated with similar
products sold by the Group.
The Group has no history of material warranty claims in respect of non-carpet products sold. As a consequence, no provision for
warranties is required in respect of these other products.
Warranties relating to the sale of carpet are standard warranties. The Group does not offer extended warranties that would be
subject to a separate performance obligation.
Estimates, judgements and assumptions
Provision for warranties requires judgement to be applied by considering a range of factors including the nature and extent
of historical claims data associated with similar products sold by the Group, the terms of the warranties built into supply
contracts, consumer protection laws in key markets and the corrective actions being taken to address quality issues
at production.
12d CONTINGENT LIABILITIES
The Group has granted indemnities in favour of Bank of New Zealand and National Australia Bank Limited (together, “the Bank”) at
balance date in respect of Bank guarantees relating to leases and other commitments totalling $2,193,000 (2024: $2,068,000).
Some subsidiaries in the Group are parties to a cross guarantee in favour of the Bank securing each other’s obligations, with the
property-owning companies in the Group also granting in favour of the Bank first-ranking mortgages in respect of land and buildings
as security for all obligations if the Group to the Bank.
The Group’s indebtedness under the cross guarantee at balance date amounted to nil (2024: Nil).
12 OTHERS (CONT'D)
12e RELATED PARTIES
TRANSACTIONS WITH DIRECTORS AND KEY MANAGEMENT PERSONNEL
For the purposes of this note, key management personnel are those persons having authority and responsibility for planning,
directing and controlling the activities of the entity, directly or indirectly, including any Director (whether executive or otherwise) of
that entit y.
Former Chief Executive Officer as shareholder and borrower
Mr Greg Smith, the former Chief Executive Officer who resigned from the Company on 30 April 2025, was a shareholder in the
Company by virtue of the 500,000 fully paid-up ordinary shares issued to, and held by him, pursuant to the Bremworth Equity Plan.
An interest-free, full-recourse, loan of $208,050 was provided to Mr Smith on 10 September 2021 pursuant to the terms of the
Bremworth Equity Plan (“Acquisition Loan”), with the proceeds of the Acquisition Loan applied towards the amount payable for the
500,000 fully paid-up ordinary shares issued to him under the Bremworth Equity Plan.
The Board and Mr Smith discussed how the Acquisition Loan should be satisfied at the time of the announcement of his resignation
from the Company and agreed that Bremworth would offer to buy back his shares at a price of NZ$0.65 per share, being the NZX
closing price for ordinary shares in Bremworth as at 2 April 2025 when the Board and Mr Smith began preliminary discussions on the
matter of his resignation.
It was also agreed that the total consideration payable by the Company to buy back Mr Smith’s shares of $325,000 would first be
applied to satisfy the Acquisition Loan, with the balance payable to Mr Smith in cash proceeds.
The share buyback in connection with the repayment of the Acquisition Loan, which was completed on 23 May 2025, allowed for a
clean exit by Mr Smith from the Company while also allowing the Company to cancel the shares bought back.
Former Chief Executive Officer as a holder of share options
Mr Smith who was issued with 1,000,000 options under the Bremworth Share Option Scheme when he joined the Company in 2021
continues to hold those options pursuant to the terms of the Brermworth Share Option Scheme.
Directors and other key management personnel as shareholders
Dianne Williams, who resigned as a Director of the Company on 18 March 2025, is a shareholder in the Company.
No other Director is a shareholder in the Company.
Directors and other key management personnel as lenders or borrowers
No loans have been provided to the Directors and key management personnel.
Directors and key management personnel as providers of services
Paul Izzard Design Limited, a company owned and directed by Paul Izzard, who resigned as a Director of the Company on
18 March 2025, provided the Group with various design services, including those relating to the Bremworth brand experience store
and the outlet store, during the year.
The fees charged by Paul Izzard Design Limited for the professional services rendered totalled $41,000 (2024: $39,000), with these
services approved by the Board.
Directors’ remuneration and benefits
The fees paid to the Directors for services in their capacity as Directors totalled $405,523 during the year (2024: $387,135).
No other services were provided by the Directors during the year (2024: Nil).
The scale of fees payable to the Directors was last reviewed and approved by the Board in January 2019, with the current scale of
fees applying with effect from 1 January 2019 set out below:
Directors’ feesPer annumExplanatory notes
Non-executive Chairman of the Board$128,100Inclusive of time spent on Board committees
Non-executive Directors$61,000Inclusive of time spent on Board committees
Chairman of the Audit Committee$10,000In recognition of additional time and responsibilities as
Chairman of the Audit Committee
Chairman of the People and
Performance Committee
$5,000In recognition of additional time and responsibilities as
Chairman of the People and Performance Committee
(previously the Remuneration and Nomination Committees)
The Directors do not receive any other benefits (cash or non-cash) in their role as directors and are not entitled to retiring
allowances on cessation of office.
BREMWORTH ANNUAL REPORT 2025CONSOLIDATED FINANCIAL STATEMENTS
7475
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONT'D)
For the year ended 30 June 2025
12 OTHERS (CONT'D)
12e RELATED PARTIES (CONT’D)
Key management personnel’s (including the Chief Executive Officer’s) remuneration and benefits
In addition to salaries and performance-based payments, the Group also provides non-cash benefits to the Chief Executive Officer
of the Company and key management personnel of the Group.
These non-cash benefits may include the provision of motor vehicles, income protection insurances, life insurances and medical
insurances. In assessing the value of the non-cash benefit provided to the Chief Executive Officer and key management personnel,
the Group has used the value of the benefit that is used for calculating fringe benefit tax grossed up for the fringe benefit tax that is
paid or payable.
The remuneration paid and payable, and the benefits provided, to the Chief Executive Officer and key management personnel (but
excluding the Directors’ remuneration and benefits) comprised:
2025
$000
2024
$000
Salaries, bonuses and leave entitlements 3,260 3,312
Share-based payments 130 117
Employee benefits 316 312
Termination payments 1,392 569
$5,098 $4,310
The Chief Executive Officer and key management personnel are not entitled to any post-employment benefits under their contracts
of employment.
Other transactions
The Group deals with many entities and organisations in the normal course of business. The Group is not aware of any of the
Directors, the Chief Executive Officer or key management personnel, or their related parties, holding positions in any of these
entities or organisations that result in them having control or significant influence over the financial or operating policies of these
entities or organisations (other than as disclosed above).
The Group does not transact with the Directors, the Chief Executive Officer or key management personnel, and their related
parties, other than in their capacity as directors and employees, except that they may purchase carpets and rugs from the Group for
their own domestic use. These purchases are on the same terms and conditions as those applying to all employees of the Group and
are immaterial and personal in nature.
12f OPERATING SUBSIDIARIES OF THE GROUP
Principal activity
Country of
incorporation
Interest (%)
2025 2024
Bremworth Carpets and Rugs
Limited
Carpet sales and
manufacturing
New Zealand 100 100
Bremworth Pty LimitedCarpet salesAustralia 100 100
Cavalier Bremworth
(Australia) Limited
Carpet distributionNew Zealand 100 100
Bremworth Spinners LimitedCarpet yarn salesNew Zealand 100 100
Elco Direct LimitedWool acquisitionNew Zealand 100 100
12 OTHERS (CONT'D)
12g RISK MANAGEMENT, INCLUDING CLIMATE-RELATED RISKS
Bremworth is committed to the effective management of risks, which is fundamental to the Company’s growth and profitability
targets and outcomes.
Key risks include financial risks, health and safety risks, climate-related risks, cyber risks and business and other operational risks.
Discussion of the Company’s risk management framework and its approach to risks is included in its Annual Report for the year
ended 30 June 2025.
The Group has, as part of its management of risks, put in place a comprehensive insurance programme to protect it against losses
arising from unforeseen events to the extent possible or practicable.
In relation to insurance against climate-related risks, the cover for assets (including the reinstated assets at the Napier yarn spinning
plant) against loss or damage and for business interruption as a consequence of floods is limited to $50.0 million following the
devastating impact of Cyclone Gabrielle.
The Group will continue to work with its insurance brokers to better understand what would be required for its insurers to reinstate
full cover against floods for the Group over time, while continuing to build resilience into its Napier plant reinstatement programme
to minimise the potential impact of another similar event.
Bremworth is also working with the Awatoto Industrial Action Group to develop a flood mitigation solution in conjunction with the
Hawke’s Bay Regional Council and the Napier City Council to prevent a repeat of the impact to the business community in that
location following Cyclone Gabrielle, with this initiative having local, regional and national government support.
Financial implications of climate-related risks
Based on the Group’s assessment, there is nothing to indicate that climate-related risks have had any impact on the carrying value of
its non-financial assets as at 30 June 2025, with the Board continuing to closely monitor developments in this area and, in particular,
the scope of future insurances against flooding and the mitigation of a similar event on the business.
12h STANDARDS, INTERPRETATIONS AND AMENDMENTS TO STANDARDS
In May 2024, the External Reporting Board introduced NZ IFRS 18 Presentation and Disclosure in Financial Statements (NZ IFRS 18)
(effective for annual reporting periods beginning on or after 1 January 2027). This standard replaces NZ IAS 1 Presentation of
Financial Statements and primarily introduces a defined structure for the statement of comprehensive income, disclosure of
management-defined performance measures (a subset of non-GAAP measures) in a single note, together with reconciliation
requirements. The Group has not early adopted this standard and is yet to assess its impacts.
GOVERNANCE AND
OTHER DISCLOSURES
FOR THE YEAR ENDED 30 JUNE 2025
7677
BREMWORTH ANNUAL REPORT 2025
79
CORPORATE GOVERNANCE STATEMENT
Year ended 30 June 2025
CONTENTS
79 Corporate Governance Statement
97 Disclosures under the Companies Act 1993
103 Disclosures under the NZX Listing Rules
104 Disclosures under the Financial Markets Conduct Act 2013
104 Shareholder Information
105 Trend Statement
109 Disclosure of Non-GAAP Financial Information
112 Corporate Directory
Bremworth’s Board of Directors (“the Board”) is responsible for and committed to maintaining the highest standards of corporate
behaviour and responsibility and has adopted governance principles reflecting this.
The Board seeks to follow best practice recommendations for listed companies to the extent that is appropriate for the nature and
complexity of Bremworth’s operations.
The Board considers that the Company’s corporate governance framework materially complies with the NZX Corporate
Governance Code.
Bremworth’s Code of Conduct and Ethics and other key policies and charters relating to corporate governance can be found on the
Company’s website www.bremworth.co.nz/corporate-governance
A summary of Bremworth’s governance actions and performance against each of the principles in the NZX Corporate Governance Code
and its compliance with the recommendations relating to each of these principles are set out on pages 79 to 96.
PRINCIPLE 1 CODE OF ETHICAL BEHAVIOUR
Bremworth expects its Directors, officers, employees and contractors to act legally, ethically and with integrity in a manner
consistent with the Company’s Code of Conduct and Ethics.
The Code of Conduct and Ethics sets out the standard of conduct expected of Directors, officers, employees and contractors and
the Company’s approach to stakeholders. It is supported by other policies and procedures including those that address continuous
disclosures, confidentiality of information, conflicts of interest, reporting of concerns and share trading.
Whistleblowing
Bremworth has established internal procedures to monitor compliance with, and measures for dealing with breaches of, the Code of
Conduct and Ethics. Bremworth encourages employees to speak out if they have concerns. The avenues for doing so are detailed in
the Company’s Code of Conduct and Ethics which supports the reporting and investigation of breaches of the Code of Conduct and
Ethics and serious wrongdoing in or by Bremworth.
Conflicts of interest
The Board is conscious of its obligation to ensure that Directors, officers and employees avoid conflicts of interest between their
duty to Bremworth and their own interests. Guidance is provided in the Company’s Constitution, Board Charter and the Code of
Conduct and Ethics.
The Board reviews at every meeting the interests register in which relevant transactions and matters involving the Directors are
recorded. It is expected that Directors are sensitive to actual and perceived conflicts of interest that may occur and have constant
consideration of this issue.
Bremworth does not donate to political parties.
The Directors’ interest disclosures can be found on pages 97 to 99.
78
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURESBREMWORTH ANNUAL REPORT 2025
8081
PRINCIPLE 1 CODE OF ETHICAL BEHAVIOUR (CONT'D)
Share trading policy
Bremworth has a Share Trading Policy which, along with the Financial Markets Conduct Act 2013, imposes limitations and
requirements on Directors, officers and employees in dealing in the Company’s shares. Directors, officers and employees who are
likely to have knowledge of, or access to, material information can only buy or sell Bremworth shares during permitted periods and
with the written consent of the Board. They must not use their position of confidential knowledge of the Company or its business to
engage in share trading for personal benefit or to provide benefit to any third party.
Trading in Bremworth shares while in possession of material information is strictly prohibited.
A regular review of the share register is conducted to ensure compliance with the Share Trading Policy.
Confidential third-party agencies for whistleblowing and training on Code of Conduct and Ethics
While Bremworth does not currently provide access to confidential third-party agencies for whistleblowing purposes or regular
training on its Code of Conduct and Ethics to its employees, these matters are under consideration. In relation to its Code of
Conduct and Ethics, Bremworth sets the ‘tone from the top’ through ‘leadership by example’.
PRINCIPLE 2 BOARD COMPOSITION AND PERFORMANCE
The Board’s role is to add long-term shareholder value, while acting in a manner that the Directors believe is in the best interests of
the Company and having regard to the interests of its employees and other stakeholders. The role and responsibilities of the Board
are detailed in the Board Charter, which is reviewed as and when required, with a copy available on the Company’s website.
Delegation
The Board delegates the day-to-day management of the Company to the Chief Executive Officer (“the CEO”). The CEO in turn
delegates authority to senior management. These authorisation levels are set out in the Delegated Authority Policy.
Board composition
The Board comprises Directors who, collectively, have the balance of independence, skills, knowledge, experience and perspectives
to meet and discharge the Board’s responsibilities. Core competences and skills include health and safety, sustainability and
environment, operations and asset optimisation, financial acumen, sales, marketing and distribution, legal, regulatory and risk, listed
company governance, operating model transformation and well-developed ability for critical and strategic analysis.
A balance of longer-serving Directors with experience in the Company and newer Directors who bring fresh perspective and insight
is desirable. The Board encourages strong individual thinking and rigorous discussion and analysis when making decisions.
Grant Biel, a long-standing Director and co-founder of the carpet business, who retired from the Board in November 2021, was
appointed the Company’s first-ever Director Emeritus by the Board on his retirement and continues to make himself available to the
Board and to the Company.
As at 30 June 2025, the Board comprised six Directors – George Adams, Julie Bohnenn, Trevor Burt, Murray Dyer, Rob Hewett and
John Rae.
The profile of the Directors can be found on pages 4 and 5.
PRINCIPLE 2 BOARD COMPOSITION AND PERFORMANCE (CONT'D)
Directors’ skill level as at 30 June 2025
5
STRATEGY DEVELOPMENT AND EXECUTION
4
FINANCE
4
MARKETING AND GROWTH, INCLUDING
EXPERIENCE IN INTERNATIONAL MARKETS
3
OPERATIONAL EXCELLENCE AND HEALTH AND SAFETY
5
PEOPLE AND CULTURE
3
INDUSTRY AND TECHNICAL KNOWLEDGE
3
CORPORATE FINANCE, MERGERS AND ACQUISITIONS
4
INFORMATION TECHNOLOGY
3
SUSTAINABILITY
5
RELEVANT CORPORATE GOVERNANCE SKILLS
5 - Very strong capability and very high level of competence
4 - Strong capability and high level of competence
3 - Good capability and solid level of competence
2 - Some capability and some degree of competence
1 - Little capability and little competence
While the Board notes that there may be a preference for the Directors’ skills matrix to be complied on an Individual rather than a
collective basis, it is the Board’s belief that the collective basis presents a better picture of the Board’s ability to deliver on the
Company’s objectives, with the Directors expected to operate as a cohesive team and each bringing different, yet complementary,
skills to the Board.
Director independence
The Board Charter provides that the Chair shall be an independent Director and that the majority of the Board shall be
independent Directors.
Director independence is determined in accordance with the NZX Listing Rules and with regard to the factors described in the NZX
Corporate Governance Code.
All Directors, being George Adams, Julie Bohnenn, Trevor Burt, Murray Dyer, Rob Hewett and John Rae, were determined to be
independent Directors of the Company as at 30 June 2025, with the Board having satisfied itself that none of the factors listed in the
NZX Listing Rules and the NZX Corporate Governance Code that could affect director independence were present and having
considered holistically the interests, position and relationships of each Director.
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
8283
PRINCIPLE 2 BOARD COMPOSITION AND PERFORMANCE (CONT'D)
Director appointment
Membership of the Board, and appointment and retirement of Directors by rotation, are determined in accordance with the
Company’s Constitution and the NZX Listing Rules.
While the appointment process is the responsibility of the whole Board, the People and Performance Committee is tasked with
identifying and recommending candidates to fill director vacancies for the approval of the Board. The Committee considers such
factors as it deems appropriate, including capability, skill sets, experience, qualifications, judgement and the ability to work with
other Directors. Reference checks are carried out on all candidates and key information about candidates is provided to
shareholders to assist their decision as to whether to elect or re-elect a candidate.
Shareholders may also nominate candidates for election to the Board, with the Board asking for Director nominations prior to the
Annual Meeting of shareholders each year, in accordance with the Constitution of the Company and the NZX Listing Rules.
New Directors are provided with access to governance information, key policies and all relevant information necessary to prepare
them for their role. New Directors also receive presentations by the CEO and senior management on the key issues facing
Bremworth, its operations and the environment and markets in which it operates.
The Company has written agreements with all Directors establishing the terms of their appointment.
The Board is satisfied that each Director has the necessary time available to devote to the position, broadens the Board’s expertise
and has a personality that is compatible with the other Directors.
Director training, access to information and advice
Directors are encouraged to undertake appropriate training and education to ensure they remain current on how to best perform
their duties. In addition, the CEO and senior management provide regular updates on relevant industry and company issues.
Directors have unrestricted access to Company information and briefings from the CEO and senior management. Site visits provide
the Directors with a better understanding of the business, including its major health and safety risks and how these are managed.
Directors and Board committees have the right, in connection with their duties and responsibilities, to seek independent
professional advice at the Company’s expense, with the approval of the Chair.
Evaluation of Director, Board and committee performance
The Board, and the Board’s committees, critically evaluate annually their own performance and the performance of the individual
Directors. The Board, and its committees, also review annually their own processes and procedures to ensure that they are not
unduly complex and are designed to assist the Board and its committees in effectively fulfilling their roles.
Board succession planning arrangements
The Board reviews, at least once a year, Board succession with the Chair of the People and Performance Committee, with the focus
including Board structure, size and composition as well as the ongoing independence of the Directors while also formulating, where
necessary, succession plans for Directors that take into account impending retirements as well as the challenges and opportunities
facing the Company and the skills and expertise accordingly required on the Board in the future.
The table below sets out the length of service of the Directors as at 30 June 2025.
Date of appointmentComplete years of service
John RaeJuly 2015Nine
George AdamsJune 2018Seven
Julie BohnennMarch 2025-
Trevor BurtMarch 2025-
Murray DyerMarch 2025-
Rob HewettMarch 2025-
PRINCIPLE 2 BOARD COMPOSITION AND PERFORMANCE (CONT'D)
Attendance at meetings
Board meetings are usually held monthly (except for January), with other meetings held as and when required to deal with any
specific matters that may arise between scheduled meetings.
The table below sets out Director attendances at Board, Board committee and shareholder meetings for the year ended
30 June 2025.
BoardSpecial BoardAudit Committee
Nomination
Committee
1
Remuneration
Committee
1
Shareholder
To t al h e l d1154141
Attendances:
George Adams10/115/53/41/13/31/1
Julie Bohnenn
2
4 /4-2/2---
Trevor Burt
2
3/4-2/2-1/1-
Murray Dyer
2
4 /4---1/1-
Rob Hewett
2
4 /4-2/2-1/1-
Paul Izzard
3
6/72/22/2-3/31/1
John Rae11/112/22/21/14 /41/1
Katherine Turner
3
7/ 72/22/2-3/31/1
Dianne Williams
3
7/ 72/22/21/13/31/1
1
Nomination Committee and Remuneration Committee were combined during the year to form the People and Performance Committee, with more
commentary on this change on page 85
2
Appointed on 17 March 2025
3
Resigned on 17 March 2025
Diversity and Inclusion Policy
Bremworth is committed to creating an inclusive and high performing culture to drive business engagement and success.
Bremworth aims to reflect the communities we operate in. We embrace and capitalise on innovation which starts with listening and
learning. Fundamental elements of our philosophy include:
—seeing the diversity of our work force as a key asset and contributor to improved business performance and decision making;
—not discriminating based on age, race, gender, sexual orientation, ethnicity or any other non-performance related
differentiating factor;
—treating our people fairly and respectfully; and
—promoting diversity of thought and action, and unbiasedly rewarding capability and achievement.
The Company has a Diversity and Inclusion Policy, a copy of which is published on the Company’s website. The key areas of
focus are:
—sharing and promotion of the Diversity and Inclusion Policy with employees;
—a capability-based approach to recruitment of people from a diverse as possible range of candidates;
—facilitation of opportunities for diversity of thought and action from all levels of the organisation; and
—promotion of diversity and inclusion through company culture programmes and celebrations that bring employees with
differing perspectives together.
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
8485
PRINCIPLE 2 BOARD COMPOSITION AND PERFORMANCE (CONT'D)
Diversity and Inclusion Policy (CONT’D)
Through our transformation initiatives, Bremworth has been growing its internal pipeline of talent and focusing on bringing women
into supervisory and technical roles.
A number of initiatives are in place to support diversity, and the Board believes the principles in the Diversity and Inclusion Policy
were adhered to in the 2025 financial year.
Bremworth has a diverse workforce, representing more than 15 different ethnicities. English is a second language for a number of
these staff, so Bremworth has initiatives in place to support them in the workplace, including the opportunity to participate in
numeracy and literacy programmes. Bremworth also supports and provides flexible working arrangements – wherever possible –
to recognise the diverse needs of our people.
The gender and age composition of the Company’s Directors, officers and employees is summarised below.
30 June 202530 June 2024
MaleFemaleTo talMaleFemaleTotal
Directors5/83%1/17%6/100%3/60%2 /4 0 %5/100%
Officers
1
14/93%1/7%15/100%4/57%3/4 3%7/1 0 0 %
Direct reports of officers24/52%22 /4 8%46/100%25/66%13/34%38/100%
Rest of organisation115/61%73/39%188/100%139/58%101 /42 %240/100%
To t al158/62%97/38%255/100%171/59%119/41%290/100%
1
An officer is a person, however designated, who is concerned or takes part in the management of the Company’s business but excludes a person who
does not report directly to the Board or report directly to a person who reports directly to the Board.
30 June 202530 June 2024
Age compositionNumber%Number%
Under 30 years of age2911%3713
30 to 50 years of age8634%10737
50 to 65 years of age11846%12443
Over 65 years of age229%227
To t al255100%290100
PRINCIPLE 3 BOARD COMMITTEES
The Board utilises committees to enhance Board effectiveness in key areas, while retaining Board responsibility. Committees
established by the Board make recommendations to the Board on those matters falling within the scope of the relevant committee
charter. They do not act or make decisions unless specifically mandated by their charter or by prior Board authority to do so.
The Board had three standing committees – the Audit Committee, Remuneration Committee and Nomination Committee. During
the year, the Board decided to combine the governance functions of the Nomination Committee with those of its Remuneration
Committee. At the same time, the Remuneration Committee was renamed the People and Performance Committee. This option is
specifically acknowledged in the NZX Corporate Governance Code commentary for smaller issuers, with the Board considering it
unnecessary or impractical to continue with a separate Nomination Committee and a Remuneration Committee.
Each of these Committees has a Board approved charter (which can be found on the Company’s website), setting out the role,
responsibilities, delegations and membership requirements. The Board regularly reviews the charters of each Board committee,
their performance against those charters and membership of each committee.
The Board believes that each of the committee charters complies with the relevant recommendations set out under Principle 3 of
the NZX Corporate Governance Code.
The Board appoints the Chair of each committee. Members are chosen for the skills, experience and other qualities that they bring
to the relevant committees.
Bremworth’s Board committees as at 30 June 2025 were:
CommitteeRoleMembers
Audit CommitteeAssists the Board in ensuring adequacy
of financial management, internal
reporting and monitoring processes,
integrity of financial reporting, statutory
audit quality and independence, internal
audit and internal controls.
Julie Bohnenn (Chair)
George Adams
Trevor Burt
Rob Hewett
People and Performance CommitteeAssists the Board in establishing and
maintaining a strong governance
framework in respect of remuneration
packages for Directors and for the
CEO and senior management, while
also assisting the Board in ensuring
appropriate Board performance and
composition and in appointing directors.
Trevor Burt (Chair)
Murray Dyer
Rob Hewett
John Rae
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
8687
PRINCIPLE 3 BOARD COMMITTEES (CONT'D)
Audit Committee membership qualifications and experience
Two members of the Audit Committee, being Julie Bohnenn and George Adams, have in-depth knowledge of, and significant
experience in, accounting, finance and financial reporting.
Julie Bohnenn, who is Chair of the Audit Committee, is a highly experienced finance professional, director and business advisor with
expertise across the agriculture, retail, health, leisure and corporate travel, and wealth management sectors. Julie is a Fellow
Chartered Accountant with a proven track record as both a Chair and Audit and Risk Chair. Julie has extensive experience in
business restructuring, market disruption, mergers and acquisitions, stakeholder engagement, regulatory compliance and
project governance.
George Adams has significant finance, commercial and governance experience from more than 30 years of international business
experience in the fast-moving consumer goods and telecommunications industries, as well as a strong background in occupational
health and safety. George was previously Managing Director of Coca-Cola Amatil New Zealand and Fiji, a role he held for 10 years.
During this time, George also chaired the New Zealand Food and Grocery Council. Prior to moving to New Zealand in 2003, George
was Finance Director of British Telecom Northern Ireland and Group Finance Director of Dublin-based bottling company Molino
Beverages. George is a Fellow of the Institute of Chartered Accountants in Ireland and a Chartered Fellow of the Institute of
Directors in New Zealand.
Independent Takeover Committee
The Board has a Takeover Response Policy setting out the objectives of the Company’s takeover response strategy and establishing
the appropriate protocols to be followed in the event of a takeover offer for the Company. It covers, among other things:
—structure of the takeover response team and roles of key groups in the team;
—the Takeovers Code process and timetable;
—steps to be taken on receipt of a takeover notice;
—communications between the Company and the bidder; and
—potential takeover response strategies.
The Takeover Response Policy also provides guidance on the composition of the Board Takeover Committee to ensure that it is
independent of the bidder, while also providing further guidance on the disclosure of the composition of the Takeover Committee
once it has been appointed and the bid made public.
PRINCIPLE 4 REPORTING AND DISCLOSURE
Continuous disclosure
The Board is responsible for the timeliness, accuracy and completeness of all Company disclosures, including its results, financial
reporting and all matters relating to its business activities that could have a material effect on the price of Bremworth shares if they
were generally available to the market.
Bremworth is committed to promoting investor confidence by providing timely, accurate, complete and equal access to material
information, both positive and negative, in accordance with the NZX Listing Rules. To achieve and maintain high standards of
disclosures, Bremworth has adopted a Continuous Disclosure Policy, which is designed to ensure compliance with NZX continuous
disclosure guidance note.
This Policy, a copy of which is published on the Company’s website, sets guidelines and outlines responsibilities to safeguard the
Company against inadvertent breaches of continuous disclosure obligations.
Financial reporting
The Board is committed to balanced, clear and objective financial reporting, which includes preparing consolidated financial
statements that comply with New Zealand Generally Accepted Accounting Practice and fairly present the Group’s financial position
as at the Group’s balance date and its financial performance and cash flows for the year ended on that date
The Audit Committee assists the Board in providing oversight of the quality and integrity of external financial reporting including the
accuracy and completeness of the financial statements. In preparing the consolidated financial statements, the Company also
ensures that its financial reporting is accompanied by sufficient explanation and is expressed in a clear and objective manner to
assist investors make informed investment decisions.
All matters required to be addressed, and for which the Committee has responsibility, were addressed during the reporting period.
The Directors believe that proper accounting records which enable, with reasonable accuracy, the determination of the financial
position of the Group and facilitate the compliance of the consolidated financial statements with the Financial Markets Conduct Act
2013 have been kept.
The Chief Financial Officer holds the role of Company Secretary. In all secretarial matters, the Board ensures that the Company
Secretary’s reports are objective and that the Company Secretary has unfettered access to the Chair and the Audit Committee,
without reference to the CEO.
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
8889
PRINCIPLE 4 REPORTING AND DISCLOSURE (CONT'D)
Non-financial reporting (including sustainability)
In addition to shareholders, Bremworth has a wide range of stakeholders and maintains open channels of communication for all
audiences, including the investing community and the New Zealand Shareholders’ Association, as well as its employees, suppliers
and customers.
Insight into Bremworth’s assessment of its business, strategy and performance can be found on pages 1 to 19.
A detailed framework addressing the Company’s environmental and social responsibilities has been developed, with the business
following the integrated People, Planet and Prosperity framework with the three key pillars detailed below:
We have continued to look at the raw materials that we use and the other resources that we consume in our manufacturing
processes, with the Company having not only enhanced its visibility into the raw materials and resources within its supply chain but
also continuing to take steps to transition away from insecticides and metal-containing dyes to alternatives that are better for
people while also protecting the planet.
Bremworth is not a climate reporting entity (CRE) because it falls under the financial threshold required to be a CRE. As a
consequence, it is not required to prepare and lodge climate statements on the climate-related disclosures (CRD) register that has
been established under the CRD regime that came into effect on 1 January 2024.
Despite this, Bremworth acknowledges the role that it has to play in the move towards decarbonisation and remains committed to
environmental sustainability.
NON-FINANCIAL REPORTING REVIEW PROCESS
Bremworth’s non-financial reporting is not reviewed by an external auditor or otherwise independently audited, with Bremworth
seeking to ensure that its non-financial reporting disclosures are materially accurate by having a robust internal review process that
seeks to ensure the accuracy and objectivity of these disclosures.
PLANET
PEOPLE
PROSPERITY
C
O
N
S
U
M
E
R
W
E
L
L
B
E
I
N
G
PRINCIPLE 5 REMUNERATION
The Board has a clear policy for setting remuneration of Directors and senior management at levels that are fair and reasonable to
attract, reward and retain the skills, knowledge and experience required to enhance the Company’s performance.
Bremworth’s Remuneration Policy is available on the Company’s website.
The People and Performance Committee assists the Board in discharging its responsibilities in relation to setting and reviewing of
Directors’ remuneration and senior management objective setting, performance review and remuneration.
External advice is sought as required to ensure remuneration is benchmarked to the market for Directors and senior
management positions.
Directors’ remuneration
Shareholders resolved at the October 2018 Annual Meeting that the total remuneration to be paid to the non-executive Directors be
fixed at a sum not exceeding $450,000 per annum, such sum to be divided amongst them in such proportions and in such manner as
they may determine.
The remuneration payable to the Directors was last reviewed and approved by the Board on 18 January 2019, with the current scale
of Directors’ remuneration applying from 1 January 2019 set out on page 73 (note 12e (Related parties) to the consolidated
financial statements).
The total remuneration paid to the Directors for the year ended 30 June 2025 was $405,523, with the details paid to each Director
set out on page 100.
The Directors do not receive any other benefits (cash or non-cash) in their role as directors and are not entitled to retiring
allowances on cessation of office. Directors are also not entitled to performance-based remuneration.
Directors are not eligible to participate in any of Bremworth’s share-based payment arrangements and no shares, options or
performance rights have been issued to the Directors under any of these share-based payment arrangements.
Remuneration strategy
Bremworth’s remuneration strategy has been:
—aligned with its recruitment and leadership development philosophies and its approaches to performance management to
ensure the attraction, development and retention of talented individuals; and
—underpinned by a pay-for-performance philosophy and utilises annual performance incentives to provide opportunities for
individuals to achieve market competitive remuneration levels and in the case of superior performance, total remuneration
above market.
CEO and executive remuneration
The CEO and executive remuneration packages up until the year ended 30 June 2025 are made up of three key components – being
fixed remuneration (in the form of fixed base salary plus fringe benefits), variable short-term performance incentives and long-term
performance incentives.
Fixed remuneration
Bremworth’s philosophy with respect to fixed remuneration is to ensure that all employees are fairly and equitably remunerated
relative to similar businesses and positions within the New Zealand market.
Fixed remuneration levels are reviewed annually for market competitiveness and alignment with strategic priorities and
performance outcomes and to ensure:
—our employees are strongly motivated to deliver shareholder value;
—the Company is able to attract and retain high-performing employees who will ensure the achievement of business
objectives; and
—the provision of benefits and allowances that contribute to the health and well-being of our employees.
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
9091
PRINCIPLE 5 REMUNERATION (CONT'D)
Short-term performance incentives
Short-term performance incentives are at-risk payments that are designed to motivate and reward performance during a financial
year, with targets set by the Board having regard to strategic priorities and desired performance outcomes from time to time.
Short-term performance incentives include both Company targets and individual targets, with minimum thresholds in place for both
of these. Eligibility to short-term performance incentives is conditional on these thresholds being achieved in the first instance, with
pay outs dependent on the extent to which actual performance exceeds the targets determined by the Board.
No short-term performance incentive plan was implemented for the 2024 financial year as a consequence of the disruptions to the
business following Cyclone Gabrielle.
Individual targets (and the clear measures underlying these targets to determine achievement or non-achievement in any one year)
are set having regard to the roles and responsibilities held by the CEO and each member of the executive leadership team and as
agreed with the Board (in the case of the CEO) and with the CEO (in the case of the executive leadership team) at the start of the
relevant financial year.
Short-term incentives entitlements for on-target performance and over-performance for the year ended 30 June 2025 are set out in
the table below:
Entitlement for on-target performanceMaximum entitlement for over-performance
CEO40% of base salary60% of base salary
Member of the executive leadership team20% to 25% of base salary30% to 37.5% of base salary
No payments were made under the 2025 financial year short-term performance incentives because of the shortfall of actual results
to the targets set by the Board (being revenue and EBITDA).
As part of the ongoing review of the business, the Board has decided to suspend short-term performance incentives for the 2026
financial year, preferring instead to exercise its discretion to pay out discretionary bonuses for exceptional performance if results
(measured by profitability, cash flows and returns to shareholders) support that.
Long-term performance incentives
Bremworth’s long-term performance incentives are designed to align the interests of the CEO and members of the Bremworth
executive leadership team with those of shareholders, and to incentivise them to enhance long-term shareholder value, through
share-based payment arrangements.
These long-term incentives include:
—the issue of shares and options in September 2021 and April 2022 respectively to the CEO pursuant to the Bremworth Equity
Ownership Plan and the Bremworth Share Option Scheme respectively; and
—the issue of FY23-25 performance rights in October 2022 and FY25-27 performance rights in November 2024 to selected
senior executive employees under the 2022 Long-Term Incentive Scheme.
More information on these long-term incentives can be found on pages 70 and 71 (note 12b (Share-based payment) to the
consolidated financial statements).
The 2022 Long-Term Incentive Scheme provides for the allocation of shares, annually, to such selected members of the executive
leadership team (“the Participants”) as the Board shall determine as part of the Participants’ total remuneration package, with:
—the market value of the shares to be allocated to the Participants equal to between 20% and 25% of base salary of the
Participants; and
—these shares to vest at the end of the performance period (of up to three years) subject to the fulfilment of the performance
conditions set down by the Board.
No issue of FY24-26 performance rights was made in the 2024 financial year as a consequence of the disruptions to the business
from Cyclone Gabrielle.
The Board has also decided - as part of the ongoing review of the business - to suspend long-term performance
incentives indefinitely.
PRINCIPLE 5 REMUNERATION (CONT'D)
Ex-CEO’s remuneration
The remuneration of the ex-CEO was set independently, and without any involvement of the CEO, on an arm’s length commercial
basis as recommended by the Remuneration Committee and approved by the Board.
The ex-CEO’s remuneration comprises a fixed base salary of $572,000 per annum, a variable short-term incentive that is payable
annually subject to attainment of targets, awards under the Bremworth Equity Ownership Plan (Bremworth Equity Plan) and the
Bremworth Share Option Scheme (Bremworth Option Scheme) and other benefits (including fringe benefits and holiday
pay entitlements).
The targets under the short-term incentive plan include growth in revenue and/or profitability as well as the delivery of strategy,
health and safety, leadership and culture outcomes as agreed with the ex-CEO at the commencement of the period, with 40% of
fixed base salary payable for on-target performance, and up to 60% payable for over-performance, under the plan.
No amount was payable under the short-term incentive plan for the year ended 30 June 2025, with the Company failing to achieve
both the revenue and profit targets agreed with the ex-CEO.
The Company did not put in place the short-term incentive plan for the year ended 30 June 2024 as a consequence of the
disruptions to the business following Cyclone Gabrielle.
The Company issued two tranches of options under the Bremworth Option Scheme to the ex-CEO during the year ended 30 June
2022, with 480,000 options on 10 September 2021 and a further 520,000 options on 8 April 2022. The ex-CEO continues to hold
these options following his exit from the Company on 30 April 2025.
The Company also issued 500,000 fully paid-up ordinary shares pursuant to the terms of the Bremworth Equity Plan to the ex-CEO
on 10 September 2021, with the consideration for the shares of $208,050 funded by way of an interest-free, full-recourse, loan
provided by the Company to the ex-CEO. These shares were bought back from the ex-CEO when he exited the Company, with the
proceeds of sale of those shares applied towards the repayment of the full-recourse loan provided to the ex-CEO under the terms of
the Bremworth Equity Plan and the surplus paid to him.
The ex-CEO was not entitled to “golden parachute” or “golden handshake” payments on termination of employment, with no such
payments, or other specific termination payments, provided for in his contract of employment.
The remuneration of the ex-CEO can be analysed as follows:
Fixed base salary
received
1
Short term incentive
receivable
1
Share-based
payments
4
Other
benefits received
or receivable
5
Total remuneration
Year ended 30 June 2025
6
$490,967Nil
2
$ 81,71 5$349,201$921,883
Year ended 30 June 2024$566,500Nil
3
$77,877$ 7 2,7 9 3$717,170
1
Inclusive of 3.0% Employer KiwiSaver
2
40% of fixed base salary payable for on-target performance and up to 60% payable for over-performance, with nothing payable for 2025
3
No short-term incentive plan for 2024 as a consequence of the disruptions following Cyclone Gabrielle
4
Fair value of options issued under the Bremworth Option Scheme
5
Inclusive of fringe benefits and holiday pay entitlement, as well as a one-off payment of $316,000 (as negotiated with the Board on his exit, with this
amount inclusive of notice) for year ended 30 June 2025 (2024: discretionary payment of $40,000 for post-Cyclone Gabrielle recovery efforts)
6
For the period from 1 July 2024 to 30 April 2025 when ex-CEO resigned from the Company
New CEO’s remuneration
The remuneration of the new-CEO was set independently, and without any involvement of the CEO, on an arm’s length commercial
basis as approved by the Board.
The new CEO’s remuneration comprises a fixed base salary of $400,000 per annum as well as holiday pay entitlements but does not
include any short-term incentives or share-based payments.
The remuneration of the new-CEO can be analysed as follows:
Fixed base salary
received
1
Short term incentive
receivable
Share-based
payments
Other
benefits received
or receivable
2
Total remuneration
Year ended 30 June 2025
3
$88,955NilNil$10,196$ 9 9,1 51
1
Inclusive of 3.0% Employer KiwiSaver
2
Inclusive of holiday pay entitlement
3
For the period from 14 April 2025, when new CEO was appointed, to 30 June 2025
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
9293
PRINCIPLE 6 RISK MANAGEMENT
Bremworth is committed to the effective management of risk, which is fundamental to the Company’s growth and profitability
targets and outcomes.
The Company maintains a risk management framework for the identification, assessment, monitoring and management of risk and
has in place, among other policies, a Health and Safety Policy, a Treasury Management Policy and a Delegated Authority Policy to
manage specific risks.
The Board is responsible for overseeing and approving the Company’s risk management framework and risk tolerance levels as well
as ensuring that an effective assurance system is in place, with assistance sought from external independent experts
where appropriate.
Process
The Company has completed a comprehensive review of its key risks. This review took into account, among other things, the
learnings from the disruptions to the business as a consequence of Cyclone Gabrielle, the changes that had to be made to the
business post-Cyclone Gabrielle and the findings of the Board-led strategic review that commenced following the cyclone.
In conducting this review, the Company considered both the potential impact and likelihood of risks that had been identified by its
businesses, allowing the Board and management to prioritise these risks and to focus on those areas presenting the highest risks to
the Group.
Management is required, as part of the Company’s risk management framework, to report on the top 10 risks that have been
identified to the Board quarterly – focusing on any changes in potential impact and likelihood of these risks as well as the control
environment that has been put in place to mitigate those risks and the effectiveness of those controls. Additionally, management is
also required, as part of this risk management framework, to report annually on all risks recorded in the risk register to give the
Board insight into risks as a whole and how these have changed over the year.
Some of the risks that have been identified are discussed in more detail below.
Financial risks
The material financial risks facing the business and the management of these risks are discussed at pages 60 to 67 (note 11 (Risks and
financial instruments) to the consolidated financial statements) with management operating under the Board-approved Treasury
Management Policy and ensuring that procedures for derivative instrument utilisation, control and valuation, risk analysis,
counterparty credit approval, and ongoing monitoring and reporting are adhered to.
PRINCIPLE 6 RISK MANAGEMENT(CONT'D)
Health and safety risks
The Board has a Health and Safety Policy, a copy of which is published on the Company’s website.
The Health and Safety Policy provides the context, direction and framework within which all other health and safety materials are
developed. It is the foundation for managing health and safety risks whilst applying a learning and people-centric lens to our
operations and risk management. Our critical risk framework and controls are key enablers and challenge us to design out risk
where possible. To enable our people to thrive, we designed a holistic approach to their safety and wellbeing so that we support our
team to be their best selves.
Our critical risks are shown below:
The Board adopts a risk-based approach to health and safety risk management, focusing on strengthening critical risk management,
while continuing to develop organisational capability and accountability for making health and safety an integral part of our
business. Health and safety is a standing agenda item at Board meetings and Directors complete site visits which include a health
and safety focus.
Bremworth provides comprehensive training and education that equips our employees with the knowledge and skills to uphold
safety standards, respond effectively to emergencies, and foster a culture of continuous improvement and wellbeing.
There is an ongoing emphasis to learn from high-risk potential events and to proactively manage risks to prevent reoccurrence. A
key initiative to support this is the implementation of a “Learning Teams” approach to investigations.
The Health and Safety programme concentrates on clearly identifying critical risks and strengthening control effectiveness for these
key critical risks. Key areas of the programme include improving machinery safety, implementation of electric forklifts and reducing
hazardous substance risk. Initiatives are executed within a cycle of continuous improvement and with the input and support of our
site Health and Safety committees.
Underpinning this is a focus to protect and grow our talent, maintain strong safety leadership and create psychologically safe
workplaces for our people to thrive.
Areas with limited access and
potential to contain a toxic or
oxygen-deficient atmosphere.
Fixed plant used in making carpet
and yarn.
Tools or equipment falling
from height.
Powered mobile equipment
including moving vehicles, forklifts
and elevated work platforms.
Person falling from one level
to another.
Loads suspended above ground
such as hoists and slings.
Electricity, fuel, pressure
and hydraulics.
Substances known or suspected to
cause harm to health.
Environmental conditions
and natural disasters.
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
9495
PRINCIPLE 6 RISK MANAGEMENT(CONT'D)
Climate-related risks
The climate-related risks facing the business, and the management of these risks, are discussed at page 75
(note 12g (Risk management, including climate-related risks) to the consolidated financial statements).
Cyber risks
In response to cyber threats – which are continuing to grow and evolve – Bremworth has a comprehensive programme in place to
protect itself against these threats.
This programme includes external independent reviews of the control environment that has been put in place, regular penetration
tests to provide ongoing assurances around the integrity of that control environment and the various initiatives aimed at raising
awareness internally of these threats. Additionally, Bremworth also has insurance cover against cyber risks.
Internal monitoring and maintenance procedures have also been established, with Bremworth consistently achieving a security
score well above the average for organisations of a similar size.
Business and other operational risks
Business and operational risks facing Bremworth include the risks arising from the new hybrid yarn supply chain that has been
established in response to the disruptions brought about by Cyclone Gabrielle, with the Company undertaking a staged
reinstatement of machinery at its Napier yarn spinning plant to mitigate those risks while also enabling it to continue to innovate
and scale distinctive product ranges.
PRINCIPLE 7 AUDITORS
External audit
The Board is responsible for ensuring the quality and independence of the statutory audit process and has adopted an External
Audit Independence Policy, a copy of which is published on the Company’s website.
Specifically, the External Audit Independence Policy requires, among other things:
—the rotation of the key audit partner every five years, with Philippa Cameron, the current key audit partner having completed
five years in that role;
—a mandatory three year stand down period to be completed before a key audit partner can be appointed to the Bremworth
audit again.
The Company does not currently have a policy on the tenure of its audit firm, with PwC appointed external auditor in May 2021.
The Audit Committee is charged with considering, and making recommendations to the Board regarding, any issues relating to the
independence, performance, appointment or termination of the external auditor.
The Committee reviews the quality and cost of the statutory audit undertaken by the Company’s external auditor and provides a
formal channel of communication between the Board, senior management and external auditor. The Committee also assesses the
external auditor’s independence on an annual basis.
Bremworth’s external auditor attends the Annual Meeting and is available to answer questions relating to the conduct of the
statutory audit and the preparation and content of the auditor’s report.
The fees paid to the external auditor for audit work for the years ended 30 June 2024 and 2025 are set out on page 47 (note 7e
(Administration expenses) to the consolidated financial statements).
All non-audit work carried out by the external auditor are required to be approved by the Board pursuant to the External Audit
Independence Policy as having no effect on the independence or objectivity of the external auditor in relation to its statutory
audit work.
In determining whether a non-audit related service impinges on the independence or objectivity of the external auditor,
consideration is given to, among other things, the people doing the work, the nature of the work done and whether it involves any
calculations of balances in the financial statements or for financial reporting.
The external auditor did not provide any non-audit services during the 2025 financial year.
Internal audit
Bremworth suspended its internal audit programme in the 2024 financial year, pending the complete review of the key risks facing
its businesses as discussed in more detail under Principle 6 – Risk Management.
This review work, which has now been completed, will inform the internal audit programme going forward, with the focus of the
programme directed at the key risks that have been identified and the control environment that has been put in place to manage
these key risks.
Bremworth adopts a risk-based approach to internal audit that prioritises audit activities based on the potential impact and
likelihood of risks, with this approach helping to ensure that audit resources are not only adequate but also focused on those areas
that present the highest risks to the Group.
The Group anticipates that its internal audit programme will provide objective assurance of the effectiveness of its internal control
framework while also bringing a disciplined approach to evaluating and improving the effectiveness of risk management, internal
controls and governance processes.
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
9697
PRINCIPLE 8 SHAREHOLDER RIGHTS AND RELATIONS
Bremworth respects the rights of shareholders, is focused on fostering constructive relationships with shareholders that encourage
them to engage with the Company and values dialogue with institutional and private investors.
Bremworth is also committed to giving all shareholders comprehensive, timely and equal access to information about its activities
and keeps shareholders informed through:
—continuous disclosures to NZX;
—half year and annual reports, including accompanying shareholder presentations where appropriate;
—the Annual Meeting and any other meetings of shareholders called to obtain approval for Board actions as appropriate; and
—the Company’s website www.bremworth.co.nz/investor-centre where investors and interested stakeholders can access
financial and operational information and key corporate governance information about the Company.
The Board encourages shareholders to opt to receive communications from the Company electronically, thereby ensuring that they
get access to communications efficiently and in a timely manner.
Shareholder meetings
The Board encourages full participation of shareholders at shareholder meetings to ensure a high level of Director and management
accountability and shareholder identification with Bremworth’s strategies and goals – with shareholders able to attend and
participate at shareholder meetings either in person or virtually (that is, online).
Shareholders are able to ask questions of and express their views to the Board, management and the external auditor at Annual
Meetings of shareholders. The Board adopts the one share, one vote principle, conducting voting at shareholder meetings by poll.
Shareholders are also able to cast postal votes or vote by proxy ahead of meetings without having to physically attend
those meetings.
Bremworth aims to make its notice of Annual Meeting and any other meetings of shareholders available on its website at least 20
working days prior to the meeting, with the notice of meetings accompanied by virtual meeting guides that help shareholders
understand how the virtual meetings would be conducted and how to better participate at these meetings.
The next Annual Meeting is to be held on Wednesday, 12 November 2025.
VARIANCES TO NZX CORPORATE GOVERNANCE CODE
NZX Corporate Governance
Code Principle
NZX Corporate Governance
Code RecommendationKey differenceBoard’s position
1. Ethical Standards1.1 Training should be
provided regularly
Regular training on the Code
of Conduct and Ethics is not
being provided
This is under consideration with
the new leadership team in place
and the additional resourcing
that is available
2. Board Composition
and Performance
2.5: The Board should set
measurable objectives for
achieving diversity
The Board has not set
measurable objectives under the
Diversity and Inclusion Policy for
achieving diversity
The Board considers diversity
outcomes can be achieved
without measurable objectives
DIRECTORS
The Directors of the Company as at 30 June 2025 were:
George Adams
Julie Bohnenn
Trevor Burt
Murray Dyer
Rob Hewett
John Rae
Paul Izzard, Katherine Turner and Dianne Williams resigned as Directors on 17 March 2025 and Julie Bohnenn, Trevor Burt, Murray
Dyer and Rob Hewett were appointed Directors on the same date.
INTERESTS REGISTER
The Companies Act 1993 requires the Company to maintain an interests register in which are recorded the particulars of certain
transactions and matters (eg. use of company information, remuneration, indemnity and insurance and share dealing) involving the
Directors. It further requires particulars of the entries in the interests register for the year to be disclosed in the annual report.
Use of company information
No notices were received from the Directors regarding the use of company information that would not otherwise have been
available to them, except in their capacity as directors, during the year.
Remuneration
The scale of remuneration payable to the Directors with effect from 1 January 2019 was approved by the Board of Directors on 18
January 2019 and is set out on page 73 (note 12e (Related parties) to the consolidated financial statements).
Indemnity and insurance
The Board of Directors authorised, during the year, the renewal of the Company’s directors’ and officers’ liability insurance policies
covering the risks arising out of the acts or omissions of the Directors and employees of the Company and its subsidiaries to the
extent normally covered by such policies.
The total cost of these policies for the year ended 30 August 2025 was $139,075 which was considered fair to the Company.
Share dealing
No notices were received from the Directors in relation to share dealing during the year.
No Directors had any relevant interests in shares in the Company as at 30 June 2025.
There is no requirement for the Directors to hold shares in the Company, with the Directors only encouraged to do so pursuant to
the Board Charter.
Directors are not eligible to participate in any of Bremworth’s share-based payment arrangements, and no shares, options or
performance rights have been issued to the Directors under any of these share-based payment arrangements.
DISCLOSURES UNDER THE COMPANIES ACT 1993
Year ended 30 June 2025
CORPORATE GOVERNANCE STATEMENT (CONT'D)
Year ended 30 June 2025
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
9899
INTERESTS REGISTER (CONT'D)
Specific disclosures of interest
No specific disclosures of interest were received during the year.
General disclosures of interest
General disclosures of interest that were current as at 30 June 2025 were:
George AdamsApollo Foods Limited
Mars Manufacturing Limited
The Apple Press Limited
Apollo Brands Limited
Arborgen Holdings Limited
Insightful Mobility Limited
Netlogix Group Holdings Limited
NZFF HoldCo Limited
Red Shield Security Limited
Synlait Milk Limited
Synlait Milk Finance Limited
Accident Compensation Corporation
Executive Chair and shareholder
Director
Director
Director
Director and shareholder
Chair and shareholder
Chair
Chair
Chair
Chair
Chair
H&S Impact Fund Advisor
Julie BohnennBoxtel Consulting Limited
Farmlands Co-operative Society Limited
Forte Health Group Limited
Forte Health Limited
Forte Health Group Nominees No.1 Limited
Forte Health Group Nominees No.2 Limited
Moana Heights Limited
Reform Radiology Limited
Director and shareholder
Director and shareholder
Director
Director
Director
Director
Director and shareholder
Director
Trevor BurtBreakaway Investments Ltd
Eastern Dynasty Ltd
Hossack Station Ltd
Landpower Group Ltd
Market Gardeners Ltd
NZ Drinks Holdings Ltd
The Lamb Company Group
Director and shareholder
Director and shareholder
Director and shareholder
Director
Director
Director
Chair
Murray DyerAxos Systems Limited
New Zealand Carbon Exchange Limited
New Zealand Climate Exchange Limited
NZCX Limited
Prime Markets Limited
Prime Rural Limited
Silverstream Investment Trust
The Embedded Network Company Limited
Utility Data Services Limited
Director and shareholder
Director and shareholder
Director and shareholder
Director and shareholder
Director and shareholder
Director and shareholder
Trustee and beneficiary
Director and shareholder
Director and shareholder
Rob HewettCentre for Climate Action Joint Venture Limited
(AgrizeroNZ)
Farmlands Co-operative Society Limited
Fern Energy Limited
Hewett Farm Limited
Hilton Haulage GP Limited
Merino New Zealand Limited
Pioneer Energy Limited
Pioneer Energy Group GP Limited
Pioneer Energy Renewables GP Limited
Ravensdown Limited
Rewiring NZ Charitable Trust
Silver Fern Farms Co-operative Limited
T&G Global Limited
Woolscour Holdings Limited (Woolworks)
Chair
Chair and shareholder
Chair
Shareholder
Chair
Shareholder
Chair
Chair
Chair
Shareholder
Chair
Shareholder
Director
Chair, with Woolworks providing wool
scouring services from time to time to
Bremworth on commercial terms
John RaeCambridge Clothing Limited
Crown Regional Holdings Limited
F J Hawkes & Co. Limited
Gobble Limited
Jaffa Holdings Limited
Kingyo Foods Limited
Landcorp Farming Ltd (Pāmu)
Midlands Fund Management Limited
Te Rahui Herenga Waka Whakatane GP
New Zealand Government Waste
Minimisation Fund
JR Family Trust
Director
Chair
Director and shareholder
Director and shareholder as nominee
Director and shareholder
Director and shareholder as nominee
Chair
Chair
Chair
Panel Member
Tr u s te e
DISCLOSURES UNDER THE COMPANIES ACT 1993 (CONT'D)
Year ended 30 June 2025
DISCLOSURES UNDER THE COMPANIES ACT 1993 (CONT'D)
Year ended 30 June 2025
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
100101
DIRECTORS' REMUNERATION
The total remuneration and value of other benefits earned by each of the Directors of the Company for the year ended
30 June 2025 were:
Board
Audit
Committee
People &
Performance
Committee
2
Other
benefitsTo tal
George Adams$108,800---$108,800
Julie Bohnenn$17,710$2,9 0 3--$2 0,61 3
Trevor Burt$17,710-$1,4 52-$1 9,1 6 2
Murray Dyer$17,710---$17,710
Paul Izzard
1
$ 4 3,4 5 4---$ 4 3,4 5 4
Rob Hewett$37,190---$37,190
John Rae$61,000---$61,000
Katherine Turner$ 4 3,4 5 4$ 7, 1 2 4--$ 5 0,5 78
Dianne Williams$ 4 3,4 5 4-$ 3,5 62-$ 4 7, 0 1 6
To t al$ 39 0,4 82$10,027$5,014-$4 05,523
1
Fees paid to Paul Izzard Design Limited for professional services rendered are disclosed on page 73 (note 12e (Related Parties) to the consolidated
financial statements.
2
As specifically acknowledged in the NZX Corporate Governance Code commentary for smaller issuers, the Board considers it unnecessary or
impractical to continue with a separate Nomination Committee and has therefore combined the governance functions of the Nomination Committee
with those of its Remuneration Committee. At the same time, the Remuneration Committee has been renamed the People and Performance Committee.
EMPLOYEES’ REMUNERATION
The number of employees of the Company and its subsidiaries whose remuneration and value of other benefits for the year ended
30 June 2025 fall into the various brackets specified by the Companies Act 1993 is as follows:
Remuneration and value
of other benefits ($)
Number of employees
– 2025
Number of employees
– 2024
100,000 – 109,999
110,000 – 119,999
120,000 – 129,999
130,000 – 139,999
140,000 – 149,999
150,000 – 159,999
160,000 – 169,999
170,000 – 179,999
180,000 – 189,999
190,000 – 199,999
200,000 – 209,999
210,000 – 219,999
230,000 – 239,999
240,000 – 249,999
250,000 – 259,999
260,000 – 269,999
270,000 – 279,999
280,000 – 289,999
290,000 – 299,999
340,000 – 349,999
460,000 – 469,999
470,000 – 479,999
510,000 – 519,999
650,000 – 659,999
670,000 – 679,999
690,000 – 699,999
710,000 – 719,999
920,000 – 929,999
17
7
14
7
4
3
3
2
1
2
1
-
3
-
-
3
1
1
-
1
1
-
-
1
2
-
-
1
14
16
5
7
5
3
1
3
1
2
-
1
-
2
1
2
1
-
2
-
-
1
1
-
-
1
1
-
Total number of employees7570
DISCLOSURES UNDER THE COMPANIES ACT 1993 (CONT'D)
Year ended 30 June 2025
DISCLOSURES UNDER THE COMPANIES ACT 1993 (CONT'D)
Year ended 30 June 2025
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
102103
DONATIONS
The Company did not make any donations during the year and does not make political donations.
AUDIT FEES
Refer to page 47 (note 7e (Administration expenses) to the consolidated financial statements).
SUBSIDIARY COMPANY DIRECTORS
The following persons respectively held office as directors of subsidiary companies as at the end of the year:
Subsidiaries Directors
Bremworth Carpets and Rugs Limited
Bremworth Spinners Limited
Elco Direct Limited
Bremworth Share Scheme Limited
Cavalier Bremworth Limited
Cavalier Bremworth (Australia) Limited
Cavalier Bremworth (North America) Limited
Cavalier Spinners Limited
Knightsbridge Carpets Limited
EnCasa Carpets Limited
Norman Ellison Carpets Limited
Carpet Distributors Limited
Horizon Yarns Limited
Cavalier Commercial Limited
Radford Yarn Technologies Limited
E Lichtenstein and Company Limited
Elcopac Limited
Elcowool Limited
e-Wool Limited
Microbial Technologies Limited
Northern Prospecting Limited
Craig Woolford
Bremworth Pty. Limited
Cavalier Holdings (Australia) Pty. Limited
Cavalier Bremworth Pty. Limited
Norman Ellison Carpets Pty. Limited
Cavalier Commercial Pty. Limited
Craig Woolford
Michael Ingham
No subsidiary company directors received, in their capacity as such, directors’ fees or other benefits from the subsidiaries.
The remuneration and value of other benefits of these directors is disclosed under employees’ remuneration on page 101.
ANALYSIS OF SHAREHOLDINGS
Number of shareholders%Shares held%
Size of shareholdings
Up to 1991003.9 4 8,194 0.01
200 – 4991144.49 37,602 0.0 5
500 – 9991967.7 1 136,294 0.1 9
1,000 – 1,9994461 7. 5 5 608,676 0.8 6
2,000 – 4,9996392 5.1 5 1,967,671 2.7 9
5,000 – 9,99939115.39 2,570,528 3.6 4
10,000 – 49,9995162 0.31 10,142,628 14.37
50,000 – 99,999602.36 3,837,782 5.4 4
Over 99,999793.1151,2 5 2,1 4 47 2.6 3
2,5 41100.0070,561,519100.00
Location of shareholders
New Zealand2,4 2 995.5969,5 6 3,6 0 398.59
Overseas
Australia702.7 549 3,0 870.7 0
Others421.6 550 4,8290.7 2
2,5 41100.0070,561,519100.00
Shares held%
Top 20 shareholders
Rural Aviation (1963) Limited8,567,6 421 2.1 4
Custodial Services Limited (Account 4)5,975,5218.47
FNZ Custodians Limited3,4 6 5,0 624.91
New Zealand Depository Nominee Limited (Account 1 Cash Account)2,5 4 6,19 93.61
Suzanne Rachel Timpson and Fairlie Ann Milne (Suzanne Timpson No 1 Family Account)2,4 02,6793.41
Bremworth Share Scheme Limited1,8 82,4 212.6 7
ASB Nominees Limited (Account 200015)1,571,5732.23
Tony Nigel Woolf1,269,6661.8 0
Maria Dumont Woolf1,266,6681.8 0
Allan Brian Woolf1,266,6661.8 0
Accident Compensation Corporation1 , 2 4 7,7 4 91.7 7
Gregory John Muir1,225,0001.74
M A Janssen Limited1 , 0 2 7, 5 1 61.4 6
Fergus David Elliott Brown1,000,0001.4 2
F B Trustee Limited (Fergus Brown Family Account)1,000,0001.4 2
Ian David McIlraith940,0001.3 3
Masfen Securities Limited7 8 7, 5 0 01.1 2
Neil Douglas Waites7 3 7, 9 8 91.0 5
Percy Keith McFadzean715,0001.01
Forsyth Barr Custodians Limited (1-Custody)6 7 8,7 2 90.9 6
39,573,5805 6.08
DISCLOSURES UNDER THE NZX LISTING RULES
As at 31 August 2025
DISCLOSURES UNDER THE COMPANIES ACT 1993 (CONT'D)
Year ended 30 June 2025
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
104105
SUBSTANTIAL HOLDINGS
The substantial product holders in the Company in respect of whom notices have been received were:
Number of ordinary shares (being the only
class of listed voting securities) where
relevant interest exists
G C W Biel8 , 4 6 7,6 4 2
Rural Aviation (1963) Limited8 , 4 6 7,6 4 2
Brian Edward Woolf3,600,000
The total number of ordinary shares, being the only class of listed voting securities in the Company, as at 30 June 2025
was 70,561,519.
The definition of the term “relevant interest” in the Financial Markets Conduct Act 2013 is extremely wide, and more than one
relevant interest can exist in the same voting securities.
SHAREHOLDER INFORMATION
ANNUAL MEETING OF SHAREHOLDERS
Time and date 1 p.m., Wednesday, 12 November 2025
Venue Registered office of Bremworth Ltd
7 Grayson Avenue
Papatoetoe
Auckland
CORPORATE CALENDAR
12 November 2025 2025 Annual Meeting of shareholders
31 December 2025 End of 2026 half year
Mid-February 2026 Announcement of 2026 half year result and release of 2026 half year report
30 June 2026 End of 2026 financial year
Late August 2026 Announcement of 2026 annual result
September 2026 Period for director nominations
End of September 2026 Release of 2026 Annual Report
DISCLOSURES UNDER THE FINANCIAL MARKETS CONDUCT ACT 2013
As at 30 June 2025
TREND STATEMENT
2025
$000
2024
$000
2023
$000
2022
$000
2021
$000
2020
$000
2019
$000
Financial Performance
Operating revenue $88,424 $80,294 $89,689 $95,485 $111,577 $117,981 $135,234
EBITDA (normalised)(13,5 4 5)(4,6 8 6)(200) 4,918 3,385 2,300 7,076
Depreciation - owned assets(1,166)(858)(820)(683)(379)(2,418)(3,47 9)
Depreciation - right-of-use assets(1,129)(1,057)(994)(954)(534)(1,7 7 9) -
Depreciation - recycled through
inventory - - - 194 (764)(265) -
Amortisation - intangibles(25)(25)(25) - - - -
EBIT (normalised)(15,865)(6,626)(2,0 39) 3,475 1,708 ( 2,1 6 2) 3,597
Finance costs(860)(825)(1,0 4 5)(1,02 9)(1,1 2 4)(2,5 35)(1,7 9 0)
Finance income 1,032 1,344 502 159 68 - -
Share of profit after tax of equity-
accounted investees (normalised) - - - - - - 644
Profit/(Loss) before income tax
(normalised)(15,693)(6,1 0 7 )(2,582) 2,605 652 (4,697) 2,451
Income tax (expense)/benefit(333)(301)(263)(870)(276) 1,240 (572)
Profit/(Loss) after tax (normalised)(16,026)(6,4 0 8)(2,84 5) 1,735 376 (3,457) 1,879
Abnormal gains/(losses) (after tax) 35,129 11,0 51
1
13,581 505 1,353 (17,994)(18,6 59)
Profit/(Loss) after tax
attributable to shareholders
of the Company (GAAP) $19,103 $4,643 $10,736 $2,240 $1,729 $(21,4 51)$ (1 6,7 8 0)
Financial Position
Shareholders’ equity 73,294 54,423 50,223 37,771 35,592 3 3,6 37 54,989
Loans and borrowings - term portion - - - - - - 20,500
Term liabilities1 7, 3 0 8 17,808 18,227 19,251 20,978 3,511 1,618
Loans and borrowings – current
portion - - - - - 15,800 -
Current liabilities16,561 22,687 22,686 21,880 21,453 17,033 22,227
Shareholders’ equity and total
liabilities $107,163 $94,918 $91,136 $78,902 $78,023 $69,981 $99,334
Property, plant and equipment 16,959 13,241 10,148 14,306 12,094 22,725 30,164
Right-of-use assets 7,915 8,804 8,616 9,280 9,968 430 -
Intangible assets 36 61 86 - - - -
Deferred tax asset 488 402 576 532 732 600 5,456
Non-current assets 25,398 22,5 08 19,426 24,118 22,794 23,755 35,620
Cash and bank 42,245 31,645 39,319 14,874 22,5 08 1,276 2,724
Current assets 39,520 40,765 32,391 39,910 32,721 44,950 60,990
Total assets $107,163 $94,918 $91,136 $78,902 $78,023 $69,981 $ 9 9,3 3 4
1
$495,000 of costs for year ended 30 June 2024 reclassified as restructuring costs to align with current year presentation
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
106107
TREND STATEMENT (CONT'D)TREND STATEMENT (CONT'D)
2025
$000
2024
$000
2023
$000
2022
$000
2021
$000
2020
$000
2019
$000
Abnormal items (after tax)
Cyclone Gabrielle related
insurance income 42,230 26,500 35,500 - - - -
Cyclone Gabrielle related asset write
offs and expenses(2,56 8)(14,666)(14,275) - - - -
Impairment of assets post
Cyclone Gabrielle - (297)( 7, 6 4 4 ) - - (5,0 95)(4,41 3)
Reversal of impairment of fixed assets - 1,082 - - - - -
Whanganui fire related
insurance income 527 - - - - - -
Whanganui fire related asset
write offs(1,4 39) - - - - - -
Restructuring costs( 2,7 2 5 )(1,56 8) - - (1,271)(854) -
Onerous contract(896) - - - - - -
Impairment of right-of-use assets - - - - - (2,0 9 4) -
Impairment of intangible assets - - - - - - (2,362)
Impending change in legislation
relating to tax depreciation
on buildings - - - - - 2,940 -
Derecognition of deferred tax assets - - - - - (12,891) -
Gain on sale of property - - - - 2,624 - -
Loss on sale of interest in, and
property held by, equity-accounted
investees - - - - - - (11,884)
Reversal of normalised tax expense - - - 505 - - -
To t al $35,129 $11,051 $13,581 $505 $1,353 $(17,994)$(18,6 59)
20252024 2023 2022 2021 2020 2019
Financial Ratios and Summary
Use of Funds and Return on
Investment
Return on average shareholders’
equity (normalised) - %(25.1)(12.2)(6.5) 4.7 1.1 ( 7. 8 ) 3.0
Basic earnings per ordinary share
(normalised) - cents(22.6 8)( 9.1 5 )(4.0 8) 2.51 0.55 (5.0 3) 2.74
Diluted earnings per ordinary share
(normalised) - cents(22.36)( 9.0 2 )(3.9 9) 2.46 0.54 (5.0 3) 2.74
Financial Structure
Net tangible asset backing per
ordinary share - $ 0.92 0.64 0.58 0.40 0.36 0.47 0.72
Equity ratio - % 68.4 57.3 55.1 47.9 45.6 48.1 55.4
Share Price
30 June 0.62 0.38 0.40 0.47 0.49 0.22 0.32
52 week high 0.67 0.68 0.64 0.85 0.49 0.38 0.68
52 week low 0.37 0.36 0.30 0.45 0.21 0.16 0.31
Market Capitalisation ($000)
30 June 43,748 26,626 28,028 32,168 3 3,6 5 3 15,109 21,977
Capital Expenditure and
Depreciation ($000)
Capital expenditure 5,542 4,147 1,956 2,898 2,481 2,119 4,705
Depreciation - owned assets 1,166 858 820 683 379 2,418 3,479
Depreciation - right-of-use assets 1,129 1,057 994 954 534 1,779 -
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
108109
GLOSSARY OF FINANCIAL TERMS
EBITDA Earnings before interest, tax, depreciation and amortisation
EBIT Earnings before interest and tax
EBITDA (normalised) Earnings before abnormal costs, interest, tax, depreciation and amortisation
EBIT (normalised) Earnings before abnormal costs, interest and tax
Net assets Total assets less total liabilities
USE OF FUNDS AND RETURN ON INVESTMENT
Return on average shareholders’ equity
(normalised)
Profit/(Loss) after tax (normalised)
Average shareholders’ equity
Basic earnings per ordinary share
(normalised)
Profit/(Loss) after tax (normalised)
Weighted average number of ordinary shares on issue during the year
Diluted earnings per ordinary share
(normalised)
Profit/(Loss) after tax (normalised)
Weighted average number of ordinary shares on issue during the year (including
the maximum number of shares that could be issued under the Company’s LTI
Scheme and the Bremworth Option Scheme)
FINANCIAL STRUCTURE
Net tangible asset backing
per ordinary share
Net assets less intangible assets (including right-of-use assets)
Number of ordinary shares on issue at balance date
Equity ratio Shareholders’ equity
Shareholders’ equity and total liabilities
DISCLOSURE OF NON-GAAP FINANCIAL INFORMATIONTREND STATEMENT (CONT'D)
The Directors acknowledge that the Annual Report, including the Trend Statement from pages 105 to 108, contains financial information
that is non-GAAP (Generally Accepted Accounting Practice) and therefore falls within the Financial Markets Authority’s guidance note
on “Disclosing non-GAAP financial information” issued in July 2017.
The Trend Statement has been prepared using the audited GAAP-compliant financial statements of the Group.
The Directors believe that the non-GAAP financial information contained within the Trend Statement (more particularly, the non-GAAP
measures of financial performance such as “EBITDA (normalised)”, “EBIT (normalised)”, “Profit/(Loss) before income tax (normalised)”
and “Profit/(Loss) after tax (normalised)” as well as the various other financial ratios that are based on normalised results – for example,
earnings per share) provide useful information to investors regarding the performance of the Group because the calculations exclude
insurance claims, restructuring costs, provision for onerous contracts and other gains/losses (for example, gain/loss on sale of property
and investments) that are not expected to occur on a regular basis either by virtue of quantum or nature.
In arriving at this view, the Directors have also taken cognisance of the regular requests by users of the consolidated financial
statements, including shareholders, regarding the quantum and nature of abnormal items within the GAAP-compliant results and the
way shareholders distinguish between GAAP and non-GAAP measures of profit.
The disclosure of the non-GAAP financial information is also consistent with how the financial information for the Group is reported
internally, and reviewed by the Chief Executive Officer as its chief operating decision maker, and provides what the Directors and
management believe gives a more meaningful insight into the underlying financial performance of the Group and a better understanding
of how the Group is tracking after taking into account items of an abnormal nature, including items that are unlikely to recur or
otherwise unusual in nature.
Non-GAAP financial information does not have standardised meaning prescribed by GAAP and therefore may not be comparable to
similar financial information prescribed by other entities.
In collating the Trend Statement, the Directors have taken into account all of the requirements within the guidance note. More
specifically, these include:
—outlining why non-GAAP financial information is useful to investors and how it is used internally by management;
—identifying the source of non-GAAP financial information;
—ensuring that:
–non-GAAP financial information is not presented with undue and greater prominence, emphasis or authority than the
most directly comparable GAAP financial information;
–presentation of non-GAAP financial information does not in any way confuse or obscure presentation of GAAP
financial information;
–a reconciliation from the non-GAAP financial information to the most directly comparable GAAP financial information,
including that for the previous period, can be easily accessed (see page 110);
–a consistent approach is adopted from period to period with respect to the presentation of non-GAAP financial
information, including that for comparative periods;
–where there is any change in approach from the previous period, the nature of the change is explained and the reasons
and financial impact provided;
–non-GAAP financial information is unbiased; and
—taking care when describing, or referring to, items as ‘one-off’ or ‘non-recurring’.
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
110111
DISCLOSURE OF NON-GAAP FINANCIAL INFORMATION (CONT'D)DISCLOSURE OF NON-GAAP FINANCIAL INFORMATION (CONT'D)
RECONCILIATION OF GAAP-COMPLIANT TO NON-GAAP-COMPLIANT MEASURES OF PROFIT AFTER TAX
Year ended 30 June 2025 Year ended 30 June 2024
GAAP
$000
Adjustments
$000
Normalised
$000
GAAP
$000
Adjustments
1
$000
Normalised
$000
Revenue $88,424 - $88,424 $80,294 - $80,294
EBITDA 21,584 (35,129)(13,5 4 5) 6,365 (11,0 51)(4,6 8 6)
Depreciation - owned assets(1,166) - (1,166)(858) - (858)
Depreciation - right-of-use assets(1,129) - (1,129)(1,057) - (1,057)
Amortisation - intangible assets(25) - (25)(25) - (25)
EBIT 19,264 (35,129)(15,865) 4,425 (11,0 51)(6,626)
Finance costs(860) - (860)(825) - (825)
Finance income 1,032 - 1,032 1,344 - 1,344
Profit/()Loss) before tax 19,436 (35,129)(15,693) 4,944 (11,0 51)(6,1 0 7 )
Tax expense(333) - (333)(301) - (301)
Profit/(Loss) after tax 19,103 (35,129)(16,026) 4,643 (11,0 51)(6,4 0 8)
Abnormal gains after tax 35,129 35,129 11,051 11,051
Profit after tax (GAAP) - $19,103 - $ 4,6 4 3
1
$495,000 of costs for year ended 30 June 2024 reclassified as restructuring costs to align with current year presentation
Analysis of abnormal items
1
Year ended 30 June 2025 Year ended 30 June 2024
Profit before tax
$000
Tax effect
$000
Profit after tax
$000
Profit before tax
$000
Ta x e ff e c t
$000
Profit after tax
$000
Cyclone Gabrielle related
insurance income 42,230 - 42,230 26,500 - 26,500
Cyclone Gabrielle related asset
write offs and expenses and
asset impairment reversed(2,568) - (2,568)(1 3,8 81) - (1 3,8 81)
Whanganui fire related insurance
income 527 - 527 - - -
Whanganui fire related asset
write offs(1,4 39) - (1,4 39) - - -
Restructuring costs(2,7 2 5) - (2,7 2 5)(1,56 8) - (1,56 8)
Onerous contract(896) - (896) - - -
To t al $35,129 - $35,129 $11,051 - $11,051
1
$495,000 of costs for year ended 30 June 2024 reclassified as restructuring costs to align with current year presentation
Calculation of basic and diluted earnings per share under GAAP and non-GAAP measures of profit after tax
Year ended 30 June 2025
GAAP-compliant
reported profit
after tax
Reverse abnormal
items (net of tax)
where applicable
Non-GAAP-
compliant
normalised profit
after tax
Profit attributable to shareholders ($000) 19,103 (35,129)(16,026)
Weighted average number of ordinary shares (basic) 70,657,464 70,657,464
Earnings per share (basic) (cents) 27.04 (22.6 8)
Weighted average number of ordinary shares (diluted) 71,657,464 71,657,464
Earnings per share (diluted) (cents) 26.66 (22.36)
Year ended 30 June 2024
Profit attributable to shareholders ($000) 4,643 (11,0 51)(6,4 0 8)
Weighted average number of ordinary shares (basic) 70,069,426 70,069,426
Earnings per share (basic) (cents) 6.63 ( 9.1 5 )
Weighted average number of ordinary shares (diluted) 71,069,426 71,069,426
Earnings per share (diluted) (cents) 6.53 ( 9.0 2 )
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
112113
CORPORATE DIRECTORY
BOARD OF DIRECTORS
Rob Hewett
Independent
Chair of the Board of Directors
Member of Audit and People & Performance Committees
Julie Bohnenn
Independent
Chair of Audit Committee
Trevor Burt
Independent
Chair of People & Performance Committee
Member of Audit Committee
Murray Dyer
Independent
Member of People & Performance Committee
DIRECTOR EMERITUS
Grant Biel B.E. (Mech.)
CHIEF EXECUTIVE OFFICER
Craig Woolford
EXECUTIVE LEADERSHIP TEAM
Chief Financial Officer Victor Tan
Chief Technology Officer Caio Diehl
General Manager Sales New Zealand Warren Drinkwater
General Manager Sales Australia Michael Ingham
General Manager Wool Procurement Shane Eades
SENIOR MANAGERS
General Manager Tufting Plant Jason Howearth
General Manager Yarn Plants Andrew Karl
General Manager Logistics and Property Garth Clarke
Marketing Communications Manager Padgett Johnson
Group Technical Manager Chris Nabney
Product Development Manager Amit Gupta
COMPANY SECRETARY
V ic to r Ta n
FOUNDING SHAREHOLDER
The late Anthony Charles Timpson ONZM
REGISTERED OFFICE
7 Grayson Avenue, Auckland 2104,
P O Box 97040, Auckland 2241.
Telephone: 0800 808 303, +64-9-277 6000, Website: bremworth.co.nz
SHARE REGISTRAR
Computershare Investor Services Limited
Level 2, 159 Hurstmere Road, Auckland 0622,
Private Bag 92119, Auckland 1142.
Telephone: +64-9-488 8700, Facsimile: +64-9-488 8787, Investor Enquiries: +64-9-488 8777.
AUDITOR
PricewaterhouseCoopers
LEGAL ADVISORS
Russell McVeagh
BANKERS
Bank of New Zealand
National Australia Bank Limited
WEBSITES
Corporate bremworth.co.nz/investor-centre
Carpet Operation bremworth.co.nz
bremworth.com.au
Wool Operation elcodirect.co.nz
Share Registrar computershare.com/nz
BREMWORTH ANNUAL REPORT 2025GOVERNANCE AND OTHER DISCLOSURES
Bremworth Ltd
7 Grayson Avenue, Auckland 2104, P O Box 97040, Auckland 2241
Telephone: 0800 808 303, +64-9-277 6000 www.bremworth.co.nz
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.