Briscoe Group Limited logo

Full Year Results to 25 January 2026

Full Year Results10 March 2026BGPConsumer Discretionary

Results announcement




Results for announcement to the market

Name of issuer BRISCOE GROUP LIMITED

Reporting Period Full Year (52 weeks) – 27 January 2025 to 25 January 2026

Previous Reporting Period Full Year (52 weeks) – 29 January 2024 to 26 January 2025

Currency New Zealand Dollars

Amount (000s) Percentage change

Revenue from continuing operations $798,831 +0.9%

Total Revenue $798,831 +0.9%

Net profit/(loss) from continuing

operations

$ 59,217 -2.3%

Total net profit/(loss) $ 59,217 -2.3%

Final Dividend

Amount per Quoted Equity Security $ 0.10000000

Imputed amount per Quoted Equity

Security

$ 0.03888889

Record Date 20 March 2026

Dividend Payment Date 31 March 2026

Current period Prior comparable period

Net tangible assets per Quoted Equity

Security

$ 1.3622 $ 1.3352

A brief explanation of any of the

figures above necessary to enable the

figures to be understood

Please refer to the Commentary and the audited financial

statements released in conjunction with this announcement.


Earnings before interest and tax (EBIT) is a non-GAAP measure.

Authority for this announcement

Name of person


authorised to make

this announcement

Geoff Scowcroft

Contact person for this announcement Rod Duke

Contact phone number + 64 9 815 3737

Contact email address rod.duke@briscoegroup.co.nz

Date of release through MAP


11/03/2026


Audited financial statements accompany this announcement.

---

Briscoe Group Limited (NZX/ASX code: BGP)

Highlights for the full year ended 25 January 2026:

• Record total sales $798.8 million, +0.93% on last year

• Both Homeware and Sporting Goods segments delivered positive growth, +1.42% and +0.13%

respectively

• Gross profit margin 39.23%, -114 basis points

(Margin decline for 2

nd

half of 76 basis points vs 154 basis points for 1

st

half)

• Online sales as mix of total Group sales 20.04%, (LY 19.69%)

• Total costs only 1.19% increase on last year

• Net profit after tax (NPAT) $59.2 million

• Total inventory $8.9 million below last year

• $50.4 million capital expenditure made during the period


The directors of Briscoe Group Limited announce a net profit after tax (NPAT) of $59.2 million for the

year ending 25 January 2026, compared to $60.6 million reported for the previous year.


Group Chair Dame Rosanne Meo said, “Delivering record sales and a solid financial result reflects the

strength and resilience of the Briscoe Group business. The Group has continued to execute well,

maintaining strong inventory discipline and cost control while navigating a year that remained

challenging for many households and retailers. Looking forward the Board acknowledges that recent

global events are contributing to a more uncertain external outlook, which management continues to

actively monitor.”


Directors have resolved to pay a final dividend of 10.0 cents per share (cps). The dividend is fully

imputed and, when added to the interim dividend of 10.0cps, brings the total dividend for the year to

20.0 cps. The final dividend will be paid on 31 March 2026. The share register will close to determine

entitlements to the dividend at 5pm on 20 March 2026. The Company’s dividend policy is to pay out at

least 60% of NPAT when calculated on a full-year basis.


Dame Rosanne Meo said, “The Board is pleased to be able to maintain a fully imputed final dividend

while also ensuring the Group has the financial capacity to complete its major investment programme.

These investments are critical in positioning the business for the next phase of growth.”


Rod Duke, Group Managing Director, said: “To deliver record Group sales of $798.8 million in a year

marked by persistent pressure on consumer sentiment and discretionary spending is an outstanding

result. While gross margin remained under pressure due to a highly competitive retail environment, we

continued to focus on disciplined execution – balancing sales performance and gross profit margin,

controlling costs and maintaining excellent inventory outcomes.”


The earnings were generated on sales revenue of $798.8 million, an increase of 0.93% on the $791.5

million generated for the previous year. Both trading segments contributed to the growth, with

Homeware sales increasing by 1.42% to $496.8 million and Sporting Goods sales by 0.13% to $302.1

million. Rod Duke said, “To deliver positive full-year growth across both segments and achieve another

record sales outcome is a terrific result, reflecting the strength of our brands, their value proposition and

the quality of execution by our teams across stores, online and support functions.”



As expected, gross margin percentage declined for the period from 40.37% to 39.23%. Rod Duke said,

“Like all retailers we faced margin pressure through the first half of the year as competitive conditions

remained challenging in a highly value-driven market. Encouragingly, through targeted promotional

adjustments and a sharper focus on specific trading opportunities, we materially reduced the rate of

margin decline across the second half with a decline of 0.76% - significantly improved compared to the

first half’s decline of 1.54%. Our goal for the 2026/27 financial year is to see positive growth in gross

profit margin percentage.”


The Group’s online business continued to strengthen during the year and represented 20.04% of Group

sales as at 25 January 2026. Rod Duke said, “We’re excited about reaching 20% of sales mix for the

first time. Our online teams delivered a number of key initiatives during the year including migration to

the new Adobe platform and the launch of the Direct-to-Customer platform, Marketplacer as well as,

further optimisation of our search engine producing faster updates to online pricing and product pages.

We remain excited about the potential to continue to grow the Group’s online business as we further

optimise these platforms and expand ranges and fulfilment options.


“Cost control continues to be an integral part of managing the business and the year has closed with

total store and overhead costs only 1.2% higher than the previous year. This is a significant

achievement given ongoing wage inflation and other operating cost pressures absorbed throughout the

business.


“Interest income for the year is $3.2 million less than last year due to lower interest rates and reduced

cash holdings, reflecting progress on the construction of our new Drury distribution centre, which

remains on schedule and within budget.”


Inventories totalled $90.8 million at year-end, $8.9 million below the $99.7 million reported for last year.

Rod Duke said, “Inventory discipline remains a key focus for us and this year the team has delivered

excellent improvements in both the quantum and quality of closing stock. These outcomes reduce

clearance pressure and position the Group strongly for the year ahead.”


The Group’s balance sheet remains strong, with cash and bank balances of $130.3 million as at 25

January 2026 and no term debt. Approximately $32 million of creditor payments included in the trade

payables balance were subsequently paid on or before 31 January 2026. With the significant investment

underway in establishing the new North Island distribution centre at Drury, combined with the

seasonality of the Group’s operational cashflow, the Group established funding facilities during the year

and expects to commence drawdown by early April 2026 to support planned timing of project

expenditure.


During the year $50.4 million of capital investment was made by the Group, supporting the new

distribution centre programme, ongoing store development activity and systems investment. This

compares with $58.2 million invested in the prior year and reflects the Group’s continued commitment to

a period of elevated capital investment, with a further $57 million capital expenditure anticipated in the

current financial year as the distribution centre project progresses toward completion.


The Group progressed a number of store development projects during the year including the opening of

its first flagship Rebel Sport store, Rebel X, in Mt Wellington in mid-November. Rebel X has received

exceptional feedback and sets a new benchmark for sports retail in New Zealand. In addition, Briscoes

Homeware Westgate and Rebel Sport Henderson were refurbished into next generation retail

environments and the Group also largely completed a redevelopment of the Rebel Sport CBD store in

Wellington into a contemporary high street concept with an expanded footprint on Cuba Street. Looking

ahead, the Group hopes to undertake at least five further store development projects during 2026.


Rod Duke said, “We remain very confident in the long-term benefits that will be delivered from the

Group’s major strategic initiatives. The year just commenced represents the final year in which the costs

of these investments will impact profit, ahead of the significant benefits expected to contribute more fully

from the following financial year. That confidence is underpinned by the strength, experience and focus



of our senior leadership team, who have consistently demonstrated their ability to deliver against

strategic priorities and execute at pace. The new distribution centre is a transformational investment

which will materially improve supply chain capability, inventory flow and efficiency. In parallel, the

continued roll-out of advanced merchandise planning and analytics tools, including Impact Analytics, is

expected to further improve stock management, sell-through and gross margin outcomes over time.


“We do not underestimate how challenging the retail environment is likely to remain in the near term.

Recent geopolitical disruption in the Middle East has the potential to place renewed pressure on fuel

prices, with flow-through impacts on inflation, operating costs and consumer sentiment across the New

Zealand economy. Notwithstanding these near-term headwinds, we are excited about the potential for

our initiatives to drive meaningful benefits over time. These initiatives are expected to support profit

growth over the next three to four years, targeting a return to record profit levels as these benefits flow.”


Dame Rosanne Meo said, “The Board is very encouraged by the progress the Group continues to

make. Our team’s commitment, capability and energy have again been evident throughout the year —

delivering strong outcomes in a demanding trading environment while also progressing a number of

important initiatives that will enhance the Group’s capability and performance. On behalf of the Board, I

sincerely thank our people across stores, distribution and support office for their outstanding effort and

teamwork. We are confident these investments position Briscoe Group extremely well for the future.”



Wednesday 11 March 2026


Contact for enquiries:

Rod Duke

Group Managing Director

Tel: + 64 9 815 3737












Briscoe Group Limited is a company incorporated in New Zealand and registered in Australia as a foreign company under the name Briscoe Group

Australasia Limited (ARBN 619 060 552). It is listed on the NZX Main Board and also the Australian Securities Exchange as a foreign exempt entity.

(NZX/ASX code: BGP).

---

FY26 ADDENDUM
FullYear

Addendum

52 WEEK PERIOD ENDED 25 JANUARY 2026

FY26 ADDENDUM
Contents

3

4

5

6

7

8

9

10

11

12

13

14

15

17

18

Highlights

Sales

Gross Profit Margin %

Net Profit After Tax

Balance Sheet

Customer Satisfaction

Retail Experience

Online Platform

Club Programme

Our Team

Sustainability

Supply Chain

Strategy

Financial Summary

Brand Portfolio

FY26 ADDENDUM
Highlights

Full Year Ended

25 January 2026

Record sales and a

solid profit performance

reflects the strength

and resilience of the

Briscoe Group business.

Gross Profit Performance

•Gross Profit 39.23% down

from 40.37%.

•Impact of economic

downturnevident after protecting

solid portion of post-covid gains.

•Significant reduction in rate of

margin decline achieved in the

second half of the year to January

2026.

Sales

•Record Group sales $798.8m.

•Positive growth across both

segments.

•Homeware sales +1.42% up to

$496.8m.

•Sporting Goods sales +0.13% up to

$302.1m.

Strong Balance Sheet

•Net cash at period end $130.3m.

•Total inventories decreased by $8.9m

at year end to $90.8m.

•Capex spend of $50.4m.

•Total dividend 10.0 cps,

payout ratio 75%.

NPAT Performance

•Full Year NPAT $59.2m.

•Strong result in highly competitive

market.

•Includes strategic costs incurred

ahead of expected future benefits.

•Total store and overhead costs well

controlled at only +1.19% increase

over last year.

Solid Online Performance

•Online sales 20.04% of total

Group sales.

•Successful implementation of Adobe

and Marketplacerplatforms.

•Continued development ofCustomer

Club programmes.

Strategic Initiatives

contributing to increased

profitability

•Construction of new distribution

centrelargely completed.

•New online platforms.

•Enhancements to Electronic Shelf

Labels programmeprogressed.

•Launch of Rebel X flagship store.

•Integration of new Warehouse

Management System into existing

distribution centreahead of new DC

opening.

•Launch of first two modules of new

merchandise planning system,

Impact Analytics.

•Confirmed decision to migrate

existing SAP ERP to S/4HANA during

2026.

3

FY26 ADDENDUM
Record sales achieved for the Group and both

segments in a tough trading environment.

PERCENTAGE GROWTH

BRICKS & MORTAR VS ONLINE

Record Group Sales of $798.8

million, up 0.9% on last year.

Online sales exceeded 20%

of total Group sales for the

first time.

Growth across both

Homeware +1.4% and

Sporting Goods +0.1%

47 Briscoes Homeware

and 43 Rebel Sport stores.

4

Sales

FY26 ADDENDUM
5

Gross Profit Margin %

Margin performance reflects sustained

economic downturn and competitive intensity.

Decline in margin is reducing with goal to return

to positive growth for 2026/27.

FY26 ADDENDUM
Net Profit After Tax (NPAT)

6

Trading environment was

largest driver of decline,

significantly impacting gross

margin.

Strong cost discipline

maintained with total store

and overhead costs

increasing by only 1.2%.

$3.2 million of costs incurred

advancing strategic

initiatives ahead of

significant future benefits.

Lower interest income as a

result of lower interest rates

and reduced cash balances

as capital projects progress.

NET PROFIT AFTER TAX (NPAT)

Solid NPAT performance delivered alongside record

sales and continued investment.

FY26 ADDENDUM
Balance Sheet

INVENTORY ($M)

NET CASH ($M)

CAPEX ($M)

Inventory discipline delivers

improvedstock quality, flow

and higher stock-turn.

Healthy cash position at

year-end will be

progressively utilised as

major initiatives reach

finalisation.

Funding facility in place to

support cashflow flexibility

and strategic investment

programme.

Continued to invest with

capital expenditure of $50.4

millionon distribution centre,

stores refurbishments and

systems despitetough

ongoing market conditions.

7

Warehouse automation progress -February 2026

FY26 ADDENDUM
Record levels of satisfaction

achievedfor the past four

years in our NPS scores.

January NPS improved year-

on-year for Briscoes

Homeware to 78

andRebelSport to 71.

On anannual basis Briscoes

Homeware achieved

81andRebel Sport 74.

The team continue to deliver

Market leadingservice

levelsalongside excellent

costcontrol.

8

Customer Satisfaction

at ourHeart

BRISCOES HOMEWARE NPS

REBEL SPORT NPS

FY26 ADDENDUM
Delivering the best retail

experience in New Zealand

After a comprehensive refurbishment, Rebel

SportPanmurerelaunched as aflagship store.

The Rebel X concept delivers the best sportsretail

experience in New Zealand.

Immersiveshopping experience designed to

engage and inspire customers.

Expanded full-service footwear department,

featuring a 36% larger footprint delivering

increased range and accessibility.

Product customization services to deliver a

more personalised customer offering.

Enhanced visual merchandising to elevate

product presentation and brand storytelling.

Strategic use of digital technology to create a

dynamic and engaging in-store shopping

environment.

9

FY26 ADDENDUM
We delivered two new best-in-breedeCommerce and

Direct-to-Customer platforms, enhancing our online

experience for our customers and unlocking supplier

growth potential.

Post go-live we expanded our suite of promotional

mechanismsand enabled club pricing online.

We dispatched 4,300,000 units!

ONLINE SALES

GROWTH UP 2.3%

Improvements

in online fulfillment

10

Online Platform Investment

Simeennew

image for this

please –this

one we used LY

–Ally to send.

We continue to invest in ouronline and store fulfilment

technology, to bring our customers the best experience.

ADDITIONAL $2.9M SALES

ACHIEVED WITH 1.5% LOWER

WAGE SPEND

CLICK & COLLECT

SALES GROWTH UP

4.1%

1.4M TOTAL ONLINE

ORDERS

FY26 ADDENDUM
Club Programme

11

FY26

TOTAL DATABASE

1.2m +6.8%

MEMBER FREQUENCY

+41.9% v non-

members

MEMBER ANNUAL SPEND

+39.3% v non-

members

FY26

TOTAL DATABASE

1.08m+4.7%

MEMBER FREQUENCY

+40.9% v non-

members

MEMBER ANNUAL SPEND

+42.7% v non-

members

Linking the instore point

of sale with online

customer data to make a

fully transparent

omnichannel shopping

experience.

The launch of a new reward

proposition for the Rebel Club

encouraging increased

frequency and spend all year

round.

Building on the continued

success of our Club Programmes,

we have some exciting

developments planned for 2026

to further strengthen ourvalue

proposition:

FY26 ADDENDUM
PAID PARENTAL LEAVE

23 Team Members

In April 2025, we launched an

enhanced Parental Leave Policy to

further support our people and their

families. Since launch, 23 team

members have accessed a range of

new benefits, including income

top-ups, continued KiwiSaver

contributions, and paid partner leave

A range of investments in our

people, systems and processes

are enhancing our capabilities,

competence and confidence.

Our team is well placed to drive

the business forward.

12

Our World

Class Team

FIRST FOUNDATION

44 Scholarships

This year we awarded three First

Foundation Scholarships, contributing

to the 44 scholarships granted since

2013 to our team and their direct family

members. The programme supports

scholars through financial assistance,

mentoring, and work experience.

INNOVATIVE APPLIED LEARNING

3,126 VR Sessions

During the year, 3,126 VR sessions were

delivered, reinforcing safe manual

handling practices while complementing

existing digital learning.Following a

successful pilot and trial phase, 2025

marked the transition to the roll out of

VR-enabled manual handling training

across our teams.

HEALTH & SAFETY

>30% Improvement

Over the past two years, we have

achieved:

•A sustained reduction of

approximately 20% in ACC claims,

and

•More than 30% improvement in the

total time team members required to

recover from injury.

CONTINUED IMPROVEMENT

38 Modules

A continued focus on improving and

refining the learning experience for our

team has included the creation and

enhancement of 38 e-learning

modules andfull redevelopment

of our Management and Leadership

programme. Together, these

improvements have strengthened

product knowledge and customer

service capability, refined learning

outcomes, and ensured we continue

to deliver high-quality learning that

supports our people to perform at

their best.

FY26 ADDENDUM
Every day we take one more

step towards creating

abetter tomorrowfor New

Zealanders through

ourSteps to a Better

TomorrowProgramme.

This year we completed our

Materiality Assessment and

refined our Sustainability Strategy

to ensure it focuses on our most

material issues, strengthens risk

management, and supports

long-term value creation.

The updated strategy sharpens

our priorities across Community,

Environment and Our People, all

supported by strong governance.

13

Community

•55 sporting groups supported across the country through our Grassroot grants for

the year. A total of$365k delivered infunding and in-kind equipment

sinceinception.

•Our 24Hr Challenge delivered the biggestsinglefundraising eventforCurekids, with

over $250k raised.

•16,725 Pass it Forward balls through the programmefor the year, getting essential

sporting equipment to schools and clubs that need it the most.

•Three new scholarships awarded to young female athletes through our partnership

with Tanya Dalton, supporting the next generation of role models in sport.

Environment

•3.39% increasein the diversion of operational waste away from landfill (Full year

Diversion rate: 79.67%).

•50,656 kg increase (YoY)in product returns diverted from landfill, being refurbished

and sold as seconds or donated to communities in need.

•Completion of our store network forklift electrification programme.

•Strong engagement in our Store Network Waste Sorting Competition, driving

goodwastepractices in our storerooms.

Key highlights for the year include:

Sustainability

FY26 ADDENDUM
14

Phase 2

Our Supply Chain

Transformation remains on

track and under budget.

Construction of our new

Distribution Centre (DC) in

Drury will be completed in April

2026, and the transition to the

new site will complete in May

2026.

The build of the automation

system began in December

2025 and is scheduled for

completion by September 2026.

PHASE 1:

Recap

•We deployed a new Warehouse

Management System (WMS) in our

old DC in July 2024. Learnings from its

use in supporting our operational

flows has informed the configuration

we are using in our new Drury DC.

•Construction of the new DC

commenced in February 2025.

PHASE 2:

Completed to date

•Our warehouse systems design was

completed in 2025, then built

andnow beingtested.

•We will go live with manual

operations from the Drury DC at the

end of April 2026.

•The design to support our

automation has been agreed, built,

and will be tested prior to

deployment in September 2026.

PHASE 2:

In Progress 2026

•Once manual operations are live at the end of April 2026 our team will begin

settling into their new facility and stabilisingthe operation.

•The automation system is moving from build into the commissioning stage.

•The Briscoe Group team will work in parallel with KNAPP in the testing and

commissioning, with a target completion of end of September 2026.

•We will scale up the volume through automation during Q4 of 2026, and then

bring our key sports brand suppliers' seasonal inventory drops early in 2027.

•A state-of-the-art facility and equipment providing efficiency in our operations.

•Reduced stock levels in stores by holding more in the DC and regularly replenishing our stores in line with demand.

•Sales growth will follow as a result of the improvement in on-shelf availability in store.

•Improved range of products and potential for newproduct categories in our stores.

Benefits for our Team

and Customers

Supply Chain Transformation

FY26 ADDENDUM
15

Record Levels

of Investment

into Strategic

Growth

LONG TERM GROWTH

ACCELERATION

Explore new business

opportunities to drive

meaningful growth.

Accelerate Direct-To-

Customer (DTC) sales.

Online platform upgrade.

Optimisationof store

space.

RETAIL EXPERIENCE

EVOLUTION

Flagship store concepts.

Electronic Shelf Labels

(ESL).

Rebel Sport & Briscoes

Homeware product

range refinement.

Strongercross-sell &up-

sell focus.

Loyalty evolution.

SUPPLY CHAIN

TRANSFORMATION

New Auckland

Distribution Centre (DC).

Improved inventory

allocation and

replenishment.

Enhance Rebel Sport

inventory efficiency.

BUILDING BLOCKS

Scalable technology

architecture.

Strengthened people

capability and capacity.

Automation and use of

AI to simplify processes.

Increase positive impact

through sustainability.

•Adobe online platform

fully implemented.

•New DTC platform fully

implemented.

GROUP STRATEGY 2024 –2026

•ESL functionality further

tested to enhance

customer experience.

•REBEL X flagship store

completed and opened

November 2025.

•Successfully integration

ofnew Warehouse

management system into

existing DC.

•First two Impact Analytics

modules launched to

supportinventory

decisions.

•ERP upgrade decision to

movetoSAP/4HANA

confirmed

•Over 50 team members

completed Leadership

Development Programme.

•Increasing use of AI

technology across the

business.

Delivered

in year end

Jan 2026:

GOAL:

Deliver the

best retail

experience in

New Zealand

•Further range expansion

with new brands

andcategories being

piloted.

•Exploration of new

partnershipsto

optimisereturn on store

space.

•Rebel Sport loyalty

program tech build

completed; pilot

launchQ2 2026.

•Completion of Briscoes

flagship store design.

•Practical completion for

new DC end April 2026.

•Manual operations

startend April 2026.

•Automation build

completed end

September 2026.

•Automation volume ramp

up in Q4 2026.

•All six Impact Analytics

moduleslive by end of

2026.

•Completion of S/4HANA

platform build.

•Leadership program

expanded to duty

managers

Key Deliverables

for year end

Jan 2027:

FY26 ADDENDUM
Solid trading performance in a market

that continues to be challenging.

Both Homewares and Sporting Goods are

trading well despite these challenging

conditions.

Our biggest ever strategic investment in

new Drury Distribution Centre is on track

and within budget.

As we enter the final year of our strategic

investment plan, our focus will now move

to driving future value delivery.

The health of our business continues to

be strong with record levels of customer

satisfaction.

The launch of a new reward proposition

for the Rebel Club encouraging increased

frequency and spend all year round.

Optimising inventory quality and

manging costs remains a relentless

focus for the group.

Our market leading position continues to

strengthen on the back of record sales.

The strategic investments position the

group very strongly for the next phase

of growth.

Our world class team continue to strive

to deliver New Zealand's best retail

experience.

16

The strategic

investment

plan nearing

completion

FY26 ADDENDUM
FY Jan 20FY Jan 21FY Jan 22FY Jan 23FY Jan 24FY Jan 25FY Jan 26

HomewareRevenue -$000

410,908 439,234 460,887 487,501 490,116

489,810496,773

Sporting GoodsRevenue-$000

242,109 262,563 283,563 298,353 301,837

301,659302,058

Group TotalRevenue-$000

653,017 701,797 744,450 785,854 791,953

791,469798,831

OnlineMixofSales-%

11.3%18.8%21.5%19.0%18.7%

19.7%20.0%

Group Gross Margin -$000

257,502 307,116 340,642 345,922 335,762

319,541313,355

Group Gross Margin -%

39.4%43.8%45.8%44.0%42.4%

40.4%39.2%

Group EBIT -$000

97,223 115,886 136,468 135,494 126,296

104,40195,776

Group EBIT -%toSales

14.9%16.5%18.3%17.2%15.9%

13.2%12.0%

Group NPAT -$000

62,583 73,199 87,909 88,437 84,221

68,008

5

59,217

Group NPAT -%toSales

9.6%10.4%11.8%11.3%10.6%

8.6%7.4%

FreeCashFlow -$M (OperatingCash FlowlessCapex)

60.3 81.1 76.6 128.0 108.3

51.652.0

DividendsPerShare-cps

8.5

1

28.5

2

27.028.0 29.0

22.520.0

EarningsPerShare-cps

28.232.939.539.7 37.8

30.5

5

26.6

NetCashPosition-$M

67.4 100.4 102.5 149.9

3

175.4

4

142.4

6

130.3

7

InventoryTurnover -Xp.a.(COGS dividedbyaverage

inventory)

4.74.43.83.7 4.1

4.65.1

1.Final dividend of 12.5cps cancelledas a result of Covid-19 pandemic.

2. Includes special dividend of 6cps.

3. Includes $26 million of creditor payments made by 31 January 2023.

4. Includes $20 million of creditor payments made by 31 January 2024.

5. Excludes $7.4 million one-off non-cash tax expense adjustment.

6. Includes $30 million of creditor payments made by 31 January 2025.

7. Includes $32 million of creditor payments made by 31 January 2026.

17

Financial Summary

FY26 ADDENDUM
BRISCOES HOMEWARE

REBEL SPORT

225+ Brands!

18

The Largest Range of Global

Brands in Homewares and

Sporting Goods

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Briscoe Group Limited
For the 52-week period ended 25 January 2026

Briscoe Group Limited

Consolidated Financial Statements

For the 52-week period ended 25 January 2026

Briscoe Group Limited
Introduction and Table of Contents

For the 52-week period ended 25 January 2026

1

Introduction

These financial statements have been presented in a style which attempts to make them less

complex and more relevant to shareholders.

We have grouped the note disclosures into six sections:

1.Basis of Preparation

2. Performance

3.Operating Assets and Liabilities

4. Investments

5.Financing and Capital Structure

6.Other Notes

Each section sets out the accounting policies applied to the relevant notes.

The purpose of this format is to provide readers with a clearer understanding of the financial affairs of

the Group.

Accounting policies have been shown in shaded areas for easier identification.

Briscoe Group Limited
Introduction and Table of Contents

For the 52-week period ended 25 January 2026

2

Table of Contents

Consolidated Financial Statements

Directors’ Approval of Consolidated Financial Statements 4

Consolidated Income Statement

5

Consolidated Statement of Comprehensive Income 6

Consolidated Balance Sheet 7

Consolidated Statement of Cash Flows 8

Consolidated Statement of Changes in Equity 10

Notes to the Consolidated Financial Statements:

1.Basis of Preparation11

1.1 General Information 11

1.2 Material Accounting Policies 11

2. P

erformance13

2.1 Segment Information13

2.2 Income and Expenses15

2.3 Taxation16

2.3.1 Taxation – Income statement 16

2.3.2 Taxation – Balance sheet 17

2.3.3 Imputation credits 18

2.4 Earnings Per Share 18

3.O

perating Assets and Liabilities19

3.1 Working Capital19

3.1.1 Cash and cash equivalents 19

3.1.2 Trade and other receivables 19

3.1.3 Inventories 20

3.1.4 Trade and other payables 20

3.2 Property, Plant and Equipment 22

3.3 Intangible Assets 23

3.4 Leases 24

3.4.1 Right-of-use assets 24

3.4.2 Lease liabilities 25

3.4.3 Lease liabilities maturity analysis 25

3.4.4 Lease related expenses included in the income statement 25

3.4.5 Lease payments included in the cashflow statement 25

4. I

nvestments26

4.1 Investment in Equity Securities26

Briscoe Group Limited
Introduction and Table of Contents

For the 52-week period ended 25 January 2026

3

5.Financing and Capital Structure27

5.1 Interest Bearing Liabilities27

5.2 Financial Risk Management27

5.2.1 Derivative financial instruments 27

5.2.2 Credit risk 28

5.2.3 Interest rate risk 28

5.2.4 Liquidity risk 28

5.2.5 Market risk 30

5.2.6 Sensitivity analysis 31

5.3 Equity 33

5.3.1 Capital risk management 33

5.3.2 Share capital 33

5.3.3 Dividends 34

5.3.4 Reserves and retained earnings 34

6.Other Notes35

6.1 Related Party Transactions35

6.1.1 Parent and ultimate controlling company 35

6.1.2 Key management personnel 36

6.1.3 Directors’ fees and dividends 36

6.2 Employee Equity-Based Remuneration 37

6.2.1 Equity-settled performance rights 37

6.2.2 Equity-b ased remuneration reserve 39

6.3 E

vents After Balance Date 39

6.4 New Accounting Standards 39

Independent Auditor’s Report 40

Briscoe Group Limited
Consolidated Income Statement

For the 52-week period ended 25 January 2026

5

Period ended Period ended

25 January 2026 26 January 2025

Notes $000 $000

Sales revenue 798,831 791,469

Cost of goods sold (485,476) (471,928)

Gross profit 313,355 319,541

Other operating income 2.2 400 275

Store expenses (127,895) (124,231)

Administration expenses (90,084) (91,184)

Earnings before interest and tax 95,776 104,401

Finance income 2,971 6,127

Finance cost

(15,836) (15,451)

Net finance cost 5.1 (12,865) (9,324)

Profit before income tax 82,911 95,077

Income tax expense 2.3.1 (23,694) (34,443)

Net profit attributable to shareholders 59,217 60,634

Earnings per share for profit attributable to

shareholders:

Basic earnings per share (cents)

2.4 26.6 27.2

D

iluted earnings per share (cents)

2.4 26.5 27.2

The above consolidated income statement should be read in conjunction with the accompanying notes.

Briscoe Group Limited
Consolidated Statement of Comprehensive Income

For the 52-week period ended 25 January 2026

6

Period ended Period ended

25 January 2026 26 January 2025

Notes $000 $000

Net Profit attributable to shareholders 59,217 60,634

Other comprehensive income:

Items that will not be subsequently reclassified to profit or

loss:

Change in value of investment in equity securities 4.1 (7,201) (14,643)

Items that may be subsequently reclassified to profit or loss:

Fair value gain taken to the cashflow hedge reserve 519 4,454

Deferred tax on fair value gain taken to cashflow hedge reserve 2.3.2 (145) (1,247)

Total other comprehensive income/(loss) (6,827) (11,436)

Total comprehensive income attributable to shareholders 52,390 49,198

The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.

Briscoe Group Limited
Consolidated Balance Sheet

As at 25 January 2026

7

As at

25 January 2026

As at

26 January 2025

Notes $000 $000

ASSETS

Current assets

Cash and cash equivalents 3.1.1 130,325 142,401

Trade and other receivables 3.1.2 6,740 6,830

Inventories 3.1.3 90,828 99,696

Derivative financial instruments 5.2.5 739 3,058

Total current assets 228,632 251,985

Non-current assets

Property, plant and equipment 3.2 214,380 177,520

Intangible assets 3.3 2,308 2,329

Right-of-use assets 3.4.1 226,485 230,263

Deferred tax 2.3.2 12,062 9,990

Investment in equity securities 4.1 13,202 20,403

Total non-current assets 468,437 440,505

TOTAL ASSETS 697,069 692,490

LIABILITIES

Current liabilities

Trade and other payables 3.1.4 108,033 109,301

Lease liabilities 3.4.3 20,482 20,674

Taxation payable 2.3.2 5,350 5,247

Derivative financial instruments 5.2.5 529 34

Total current liabilities 134,394 135,256

Non-current liabilities

Trade and other payables 3.1.4 1,480 1,411

Lease liabilities 3.4.3 255,406 256,028

Total non-current liabilities 256,886 257,439

TOTAL LIABILITIES 391,280 392,695

NET ASSETS 305,789 299,795

EQUITY

Share capital 5.3.2 62,435 62,435

Cashflow hedge reserve 5.2.5 183 2,250

Equity-based remuneration reserve 6.2.2 1,004 925

Other reserves 5.3.4 (74,651) (67,450)

Retained earnings 316,818 301,635

TOTAL EQUITY 305,789 299,795

The above consolidated balance sheet should be read in conjunction with the accompanying notes.

Briscoe Group Limited
Consolidated Statement of Cash Flows

For the 52-week period ended 25 January 2026

8

Period ended Period ended

25 January 2026 26 January 2025

Notes $000 $000

OPERATING ACTIVITIES

Cash was provided from

Receipts from customers

798,436 791,496

Rent received

163 155

Dividends received

6 6

Interest received 3,398 6,936

Insurance recovery

136 114

802,139 798,707

Cash was applied to

Payments to suppliers (527,246) (521,507)

Payments to employees

(101,718) (104,000)

Interest paid

(15,836) (15,451)

Net GST paid (30,112) (17,125)

Income tax paid

(24,826) (30,922)

(699,738) (689,005)

Net cash inflows from operating activities 102,401 109,702

INVESTING ACTIVITIES

Cash was provided from

Proceeds from sale of property, plant and equipment

21 49

21 49

Cash was applied to

Purchase of property, plant and equipment 3.2

(49,083) (56,466)

Purchase of intangible assets (1,353) (1,695)

(50,436) (58,161)

Net cash outflows from investing activities (50,415) (58,112)

FINANCING ACTIVITIES

Cash was applied to

Dividends paid 5.3.3

(44,558) (64,609)

Lease liability payments

(19,447) (20,064)

(64,005) (84,673)

Net cash outflows from financing activities (64,005) (84,673)

Net (decrease)/increase in cash and cash equivalents

(12,019) (33,083)

Cash and cash equivalents at beginning of period 142,401 175,441

Effect of exchange rate changes on cash and cash equivalents (57) 43

Cash and cash equivalents at period end

3.1.1 130,325 142,401

Briscoe Group Limited
Consolidated Statement of Cash Flows (continued)

For the 52-week period ended 25 January 2026

9

RECONCILIATION OF NET CASH FLOWS FROM

OPERATING ACTIVITIES TO REPORTED NET PROFIT

Period ended Period ended

25 January 2026

26 January 2025

$000

$000

Reported net profit attributable to shareholders

59,217 60,634

Items not involving cash flows

Depreciation and amortisation expense 36,011 35,798

Deferred tax adjustment -7,374

Bad debts and movement in doubtful debts

(118)(79)

Inventory adjustments

(1,660) (2,607)

Amortisation of equity-based remuneration

570 497

Loss on disposal/surrender of assets

(24) 6

34,779 40,989

Impact of changes in working capital items

Decrease in trade and other receivables

208 987

Decrease in inventories

10,528 7,779

Increase/(decrease) in taxation payable

103 (3,069)

Increase in trade payables 723 1,233

(Decrease)/increase in other payables and accruals

(3,157) 1,149

8,405 8,079

Net cash inflow from operating activities 102,401 109,702

NET DEBT RECONCILIATION

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Cash and cash equivalents at period end 130,325 142,401

Lease liabilities

Opening value (276,702) (289,180)

Cash flows 19,447 20,064

Lease acquisitions (19,282) (7,586)

Lease surrenders 649 -

Total lease liabilities at period end (275,888) (276,702)

Net debt reconciliation (145,563) (134,301)

T

he above consolidated statement of cash flows should be read in conjunction with the accompanying notes.

Briscoe Group Limited
Consolidated Statement of Changes in Equity

For the 52-week period ended 25 January 2026

10

Notes Share Cashflow Equity-Based Other Retained Total

Capital Hedge Remuneration Reserves Earnings Equity

Reserve Reserve

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

Balance at 28 January 2024 62,344 250 701 (52,807) 305,380 315,868

Transfer of hedging gains/losses upon settlement of

forward contracts net of tax -(1,207) - - - (1,207)

Net profit attributable to shareholders for the period - - - - 60,634 60,634

Other comprehensive income:

Change in value of investment in equity securities

4.1

- - - (14,643) - (14,643)

Net fair value gains taken through cashflow hedge reserve -3,207 - - - 3,207

Total comprehensive (loss)/income for the period -3,207-(14,643) 60,634 49,198

Transactions with owners:

Dividends paid

5.3.3

- - - - (64,609) (64,609)

Performance rights charged to income statement

6.2.1

- - 497 - - 497

Performance rights vested

5.3.2/6.2.2

91 -(91) - - -

Performance rights forfeited

6.2.2

- - (230)- 230-

Deferred tax on equity-based remuneration

2.3.2/6.2.2

- - 48 -- 48

Balance at 26 January 2025 62,435 2,250 925 (67,450) 301,635 299,795

Transfers of hedging gains/losses upon settlement of

forward contracts net of tax -(2,441) - - - (2,441)

Net profit attributable to shareholders for the period - - - - 59,217 59,217

Other comprehensive income:

Change in value of investment in equity securities

4.1

- - - (7,201) - (7,201)

Net fair value gains taken through cashflow hedge reserve -374 - - - 374

Total comprehensive (loss)/income for the period -374-(7,201) 59,217 52,390

Transactions with owners:

Dividends paid

5.3.3

- - - - (44,558) (44,558)

Performance rights charged to income statement

6.2.1

- - 570 - - 570

Performance rights vested

5.3.2/6.2.2

- - - - - -

Performance rights forfeited

6.2.2

- - (524) - 524-

Deferred tax on equity-based remuneration

2.3.2/6.2.2

- - 33 - -33

Balance at 25 January 2026 62,435 183 1,004 (74,651) 316,818 305,789


The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

1.Basis of Preparation

11

Thi

s section presents a summary of information considered relevant and material to assist the

reader in understanding the foundations on which the financial statements as a whole have been

compiled. Accounting policies specific to notes shown in other sections are included as part of

that particular note.

1.1 Gen

eral Information

B

riscoe Group Limited (the Company) and its subsidiaries (together the Group) is a retailer of homeware and

sporting goods. The Company is a limited liability company incorporated and domiciled in New Zealand and is listed

on the New Zealand Stock Exchange (NZX). Briscoe Group Limited is registered under the Companies Act 1993

and is an FMC Reporting Entity under Part 7 of the Financial Markets Conduct Act 2013. The address of its

registered office is 1 Taylors Road, Morningside, Auckland. The Company is registered in Australia as a foreign

company under the name Briscoe Group Australasia Limited and is listed on the Australian Securities Exchange as

a foreign exempt entity. (NZX / ASX code: BGP).

T

he financial statements of the Group have been prepared in accordance with the requirements of Part 7 of the

Financial Markets Conduct Act 2013 and the NZX Main Board Listing Rules.

T

hese audited consolidated financial statements have been approved for issue by the Board of Directors on 10

March 2026.

1.2 Material Accounting Policies

T

hese consolidated financial statements have been prepared in accordance with Generally Accepted Accounting

Practice (GAAP). They comply with New Zealand equivalents to International Financial Reporting Standards (NZ

IFRS) and other applicable Financial Reporting Standards, as appropriate for for-profit entities. T he consolidated

financial statements also comply with International Financial Reporting Standards Accounting Standards (IFRS

Accounting Standards).

T

he consolidated financial statements are presented in New Zealand dollars which is the Company’s functional

currency and the Group’s presentation currency. All financial information has been presented in thousands, unless

otherwise stated.

The material accounting policies adopted in the preparation of the financial report are set out below. These policies

have been consistently applied to all the periods presented, unless otherwise stated.

Entities reporting

The consolidated financial statements reported are for the consolidated Group which is the economic entity

comprising Briscoe Group Limited and its subsidiaries. The Group is designated as a for-profit entity for the

purposes of complying with GAAP.

Reporting period

These consolidated financial statements are in respect of the 52-week period 27 January 2025 to 25 January 2026

and provide a balance sheet as at 25 January 2026. The comparative period is in respect of the 52-week period 29

January 2024 to 26 January 2025. The Group operates on a weekly trading and reporting cycle resulting in 52

weeks for most years with a 53-week period occurring once every 5-6 years.

Principles of consolidation

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. Subsidiaries are fully consolidated from the date on which

control is transferred to the Company. They are deconsolidated from the date that control ceases.

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

1.Basis of Preparation

12

I

ntercompany transactions, balances and unrealised gains or losses on transactions between Group companies are

eliminated. Accounting policies of subsidiaries are changed when necessary to ensure consistency with the policies

adopted by the Company.

Subsidiaries Activity 2026 Interest 2025 Interest

Briscoes (New Zealand) Limited Homeware retail 100% 100%

The Sports Authority Limited (trading as Rebel Sport) Sporting goods retail 100% 100%

Rebel Sport Limited Name protection 100% 100%

Living and Giving Limited Name protection 100% 100%

All companies above are incorporated in New Zealand and have a balance date consistent with that of the

Company as outlined in the accounting policies.

Historical cost convention

These financial statements have been prepared under the historical cost convention, as modified by the revaluation

of certain assets as identified in specific accounting policies detailed throughout these financial statements.

Critical accounting judgements and estimates

In the process of applying the Group’s accounting policies and the application of accounting standards, a number of

estimates and judgements have been made. The estimates and underlying assumptions are based on historical

experience and adjusted for current market conditions and other factors, including expectations of future events

that are considered to be reasonable under the circumstances. If outcomes within the next financial period are

significantly different from assumptions, this could result in adjustments to carrying amounts of the asset or liability

affected.

F

urther explanation as to estimates and assumptions made by the Group can be found in the notes to the financial

statements:

Areas of judgement and estimation Note Key estimates

Inventories 3.1.3 Inventory provision

Leases 3.4 Incremental borrowing rate

C

limate related risks

The Group monitors its exposure to Climate-related risks and reviews its Climate-related risk assessment annually.

As part of this annual assessment, we have not identified any material impacts requiring specific disclosure in the

financial statements. The identified climate-related risks and opportunities including both physical and transitional

impacts have been considered as part of the above critical accounting judgements and estimates.

Foreign currency translation

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the

dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions

and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign

currencies are recognised in the income statement, except when deferred in which case they are recognised in

other comprehensive income as qualifying cash flow hedges.

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

2. Performance

13

Thi

s section reports on the results and performance of the Group, providing additional

information about individual items, including performance by operating segment, revenue,

expenses, taxation and earnings per share.

2.1 Seg

ment Information

An operating segment is a component of an entity that engages in business activities which earns revenue and

incurs expenses and for which the chief operating decision maker (CODM) reviews the operating results on a regular

basis and makes decisions on resource allocation. The Group has determined its CODM to be the group of

executives comprising the Managing Director, Chief Operating Officer, Chief Financial Officer and the Chief People

Officer.

The Group is organised into two reportable operating segments, namely homeware and sporting goods, reflecting

the different retail sectors within which the Group operates. The Company is considered not to be a reportable

operating segment. Eliminations and unallocated amounts as shown below are primarily attributable to the

Company. There were no inter-segment sales in the period (2025: Nil).

I

nformation regarding the operations of each reportable operating segment is included below. Segment profit

represents the profit earned by each segment and is extracted from the income statements associated with the two

trading subsidiary companies, Briscoes (New Zealand) Limited and The Sports Authority Limited (trading as Rebel

Sport). Earnings before interest and tax (EBIT) is a non-GAAP measure and used by CODM to assess the

performance of the operating segments. This measure should not be viewed in isolation, nor considered as a

substitute for measures reported in accordance with NZ IFRS. This non-GAAP financial measure may not be

comparable to similarly titled amounts reported by other companies.


For the period ended 25 January 2026

Homeware Sporting

goods

Eliminations/

Unallocated

Total Group

$000 $000 $000 $000

INCOME STATEMENT

Sales revenue 496,773 302,058 -798,831

Cost of goods sold (305,035) (180,441) -(485,476)

Gross profit 191,738 121,617 -313,355

Earnings before interest and tax 50,603 41,780 3,393 95,776

Finance income 759 1,704 508 2,971

Finance cost (10,479) (5,339) (18) (15,836)

Net finance costs (9,720) (3,635) 490 (12,865)

Income tax expense (11,728) (10,687) (1,279) (23,694)

Net profit after tax 29,155 27,458 2,604 59,217

BALANCE SHEET ITEMS:

Assets 413,828 261,298 21,943

1.

697,069

Liabilities 265,414 143,754 (17,888) 391,280

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

2. Performance

14

OTHER SEGMENTAL ITEMS:

Acquisitions of property, plant and equipment,

intangibles and investments 42,613 7,823 -50,436

Depreciation and amortisation expense 23,249 12,762 -36,011

$000

1. Investment in equity securities

15,985


Intercompany eliminations

(25,988)


Other balances

31,946

21,943

For the period ended 26 January 2025

Homeware Sporting

goods

Eliminations/

Unallocated

Total Group

$000 $000 $000 $000

INCOME STATEMENT

Sales revenue 489,810 301,659 -791,469

Cost of goods sold (293,980) (177,948) -(471,928)

Gross profit 195,830 123,711 -319,541

Earnings before interest and tax 56,529 44,229 3,643 104,401

Finance income 1,121 4,239 767 6,127

Finance cost (10,271) (5,177) (3) (15,451)

Net finance costs (9,150) (938) 764 (9,324)

Income tax expense (20,944) (12,133) (1,366) (34,443)

Net profit after tax 26,435 31,158 3,041 60,634

BALANCE SHEET ITEMS:

Assets 396,548 266,135 29,807

1.

692,490

Liabilities 264,082 142,631 (14,018) 392,695

OTHER SEGMENTAL ITEMS:

Acquisitions of property, plant and equipment,

intangibles and investments 53,106 5,055 -58,161

Depreciation and amortisation expense 23,022 12,776 -35,798

$000

1.Investment in equity securities 23,187

Intercompany eliminations (22,650)

Other balances 29,270

29,807

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

2. Performance

15

2.2 Income and Expenses

R

evenue recognition

Revenue comprises the fair value of consideration received or receivable for the sale of goods and services, net of

Goods and Services Tax (GST), and discounts and after eliminating sales within the Group. Revenue is recognised

as follows:


Sales of goods - retail

For all sales, control is considered to pass to the customer at the point when the customer can use or otherwise

benefit from the goods and services. For in-store sales, control passes to the customer at point of sale. For

online sales, the order al ong with delivery to the customer are considered to comprise a single performance

obligation, therefore control is considered to pass to the customer on delivery of the goods. Retail sales are

predominantly by credit card, debit card or in cash.

R

ental income

Rental income (net of any incentives given to lessees) is recognised on a straight-line basis over the period of

the lease.

I

nterest income

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

Dividend income

Dividend income is recognised when the right to receive the dividend is established.

P

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

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Income

Rental income 163 155

Dividends received 6 6

Insurance recovery 136 114

Gain on lease surrender 95 -

Expenses

Depreciation of property, plant and equipment 12,131 11,713

Amortisation of software costs 1,374 1,444

Depreciation of right-of-use assets 22,506 22,641

Interest on leases 15,818 15,448

Operating lease rental expense 37 37

Wages, salaries and other short-term benefits 100,717 97,399

Equity-based remuneration (refer also Note 6.2) 570 497

Amounts paid to auditors:

Statutory Audit 170 165

Half year review 57 55

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

2. Performance

16

2.3 Taxation

Current and deferred income tax

The income tax expense for the period is the tax payable on the current period’s taxable income based on the

income tax rate adjusted by changes in deferred tax assets and liabilities attributable to temporary differences

between the tax bases of assets and liabilities and their carrying amounts in the financial statements.

T

he current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the

balance sheet date in New Zealand, being the country where the Group operates and generates taxable income.

The Group periodically evaluates positions taken in tax returns with respect to situations in which applicable tax

regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected

to be paid to the tax authorities.

D

eferred income tax is provided in full, using the liability method, on temporary differences arising between tax

bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred income

tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet

date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax

liability is settled.

D

eferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available

against which the temporary differences can be utilised.

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

liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and liabilities

are offset when the entity has a legal enforceable right to offset and intends either to settle on a net basis or to

realise the asset and settle the liability simultaneously.

Goods and Services Tax (GST)

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

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

exception of trade receivables and trade payables, which include GST invoiced.

2.3.1 Taxation – Income statement

The total taxation charge in the income statement is analysed as follows:

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

(a)Income tax expense

Current tax expense:

Current tax 23,538 26,887

Adjustments for prior periods 1,391 967

24,929 27,854

Deferred tax expense:

Decrease/(increase) in future tax benefit current period 86 161

Tax effect of legislative changes -7,374

Adjustments for prior periods (1,321) (946)

(1,235) 6,589

Total income tax expense 23,694 34,443

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

2. Performance

17

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

(b) Reconciliation of income tax expense to tax rate applicable to profits

Profit before income tax expense 82,911 95,077

Tax at the corporate rate of 28% (2025: 28%) 23,215 26,622

Tax effect of amounts which are either non-deductible or non-

assessable in calculating taxable income: 409 426

Tax effect of legislative changes -7,374

Prior period adjustments 70 21

Total income tax expense 23,694 34,443

The Group has no tax losses (2025: Nil) and no unrecognised temporary differences (2025: Nil).

2.

3.2 Taxation – Balance sheet

(a) Deferred Taxation

(b

) T

axation payable

The following is the analysis of the movements in the taxation payable balance during the current and prior period:


The following are the major deferred taxation liabilities and assets recognised by the Group and movements

thereon during the current and prior period:

Depreciation Provisions

Derivative

financial

instruments

Right of use

asset

Lease

liability Total

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

At 28 January 2024 372 4,753 (97)(68,689) 80,970 17,309

Recognised in the income statement (7,007) (304) -4,215 (3,493) (6,589)

Recognised in equity -48 469- - 517

Recognised in other comprehensive

income - - (1,247) - - (1,247)

At 26 January 2025 (6,635) 4,497 (875)(64,474) 77,477 9,990

Recognised in the income statement 805 (400) -1,058 (228) 1,235

Recognisd in equity -33 949- - 982

Recognised in other comprehensive

income - - (145) - - (145)

At 25 January 2026 (5,830) 4,130 (71) (63,416) 77,249 12,062

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Movements:

Balance at beginning of period (5,247) (8,316)

Current tax (24,929) (27,854)

Tax paid 24,526 30,488

Foreign investor tax credit (FITC) 300 435

Balance at end of period (5,350) (5,247)

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

2. Performance

18

2.

3.3 Imputation credits

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Imputation credits available for use in subsequent

accounting periods 153,534 145,980

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

for:

•Imputation credits that will arise from the payment of the provision for income tax,

•Imputation debits that will arise from the payment of dividends recognised as liabilities at the reporting date, and

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

T

he consolidated amounts include imputation credits that would be available to the Company if subsidiaries paid

dividends.

2

.4 Earnings Per Share

Earnings per share (EPS) is the amount of post-tax profit attributable to each share.

B

asic EPS is computed by dividing the net profit attributable to shareholders by the weighted average number of

ordinary shares on issue during the period.

Diluted EPS adjusts for any commitments the Group has to issue shares in the future that would decrease the Basic

EPS. These are in the form of performance rights. Diluted EPS is therefore computed by dividing the net profit

attributable to shareholders by the weighted average number of ordinary shares on issue during the period, adjusted

to include the potentially dilutive effect if performance rights to issue ordinary shares were exercised and converted

into shares.

Period ended Period ended

25 January 2026 26 January 2025

Net profit attributable to shareholders

$000 59,217 60,634

Basic

Weighted average number of ordinary shares on issue (thousands) 222,790 222,787

Basic earnings per share 26.6 cents 27.2 cents

Diluted

Weighted average number of ordinary shares on issue adjusted for

performance rights issued but not exercised (thousands) 223,274 223,208

Diluted earnings per share 26.5 cents 27.2 cents

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

3.Operating Assets and Liabilities

19

This section reports the assets used to generate the Group’s trading performance and the

liabilities incurred as a result. Liabilities relating to the Group’s financing activities are addressed

in note 5. Assets and liabilities in relation to deferred taxation and taxation payable are shown in

note 2.3. The carrying amounts of financial assets and liabilities are equivalent to their fair value

unless otherwise stated.

3.1 Wor

king Capital

Working capital represents the assets and liabilities the Group generates through its trading activity. The Group

therefore defines working capital as cash, trade and other receivables, inventories and trade and other payables.

3.1.1 Cash and cash equivalents

Cash and cash equivalents include cash on hand, deposits held at call with financial institutions and other short-

term, highly liquid investments with original maturities of three months or less, that are readily convertible to known

amounts of cash and that are subject to an insignificant risk of changes in value.

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Cash at bank or on hand 130,325 142,401

As

at 25 January 2026 the Group held foreign currency equivalent to NZ$2.407 million (2025 : NZ$1.473 million)

which is included in the table above. The foreign currency in which the Group deals primarily is the US Dollar.

3.1.2 Trade and other receivables

Trade receivables arise from sales made to customers on credit or through the collection of purchasing rebates

from suppliers not otherwise deducted from suppliers’ payable accounts. All rebates are deducted from the cost of

inventory. Trade receivables are recognised initially at the value of the invoice sent to the customer (fair value) and

subsequently at the amounts considered recoverable (amortised cost). Trade receivable balances are reviewed on

an on-going basis.

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Trade receivables 1,622 1,645

Prepayments 3,069 3,242

Other receivables 2,049 1,943

Total trade and other receivables 6,740 6,830

No interest is charged on trade receivables.

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

3.Operating Assets and Liabilities

20

3.1.3 Inventories

Inventories are stated at the lower of cost and net realisable value. Cost is determined using a weighted average

method and includes expenditure incurred in acquiring the inventories and bringing them to their existing location

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

estimated costs necessary to make the sale.

T

he Group assesses the likely residual value of inventory. Stock provisions are recognised for inventory which is

expected to sell for less than cost and also for the value of inventory likely to have been lost to the business

through shrinkage between the date of the last applicable stocktake and balance date. In recognising the provision

for inventory, judgement has been applied by considering a range of factors including historical results, current

trends and specific product information from buyers.

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Finished goods 94,728 103,992

Inventory provisions and adjustments (3,900) (4,296)

Net inventories 90,828 99,696

During the period the Group recognised $473.0 million (2025: $459.6 million) of inventory as an

expense within cost of goods sold.

3.

1.4 Trade and other payables

Trade and other payable amounts represent liabilities for goods and services provided to the Group prior to the

end of a financial period, which are unpaid.

T

rade payables

Trade payables are recognised at the value of the invoice received from a supplier (fair value). The carrying value

of trade payables is considered to approximate fair value as the amounts are unsecured and are usually paid within

60 days of recognition.

E

mployee entitlements

Wages and salaries, annual leave and sick leave

Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave

expected to be settled within 12 months of the reporting date are recognised in other payables in respect of

employees' services up to the reporting date and are measured at the amounts expected to be paid when the

liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken and

measured at the rates paid or payable. The liability for employee entitlements is carried at the present value of the

estimated future cash flows.

B

onus plans

A liability is recognised for bonuses payable to employees where a contractual obligation arises for an agreed level

of payment dependent on both company and individual performance criteria.

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

3.Operating Assets and Liabilities

21

L

ong service leave

The liability for long service leave is recognised as a non-current liability and measured as the present value of

expected future payments to be made in respect of services provided by employees up to the reporting date using

the projected unit credit method. Consideration is given to expected future wage and salary levels, history of

employee departure rates and periods of service. Expected future payments are discounted using market yields at

the reporting date on government bonds with terms to maturity that match, as closely as possible, the estimated

future cash outflows.

P

rovisions

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 relate to returns in relation to sales of goods directly imported by the Group and are expected to be fully

ut

ilised within the next twelve months. Provisions relating to inventory, receivables and employee benefits have

been treated as part of those specific balances. There are no other provisions relating to these financial statements.

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Trade payables 67,898 67,175

Employee entitlements 11,443 12,444

Other payables and accruals 30,018 30,926

Provisions 154 167

Total trade and other payables 109,513 110,712

Shown in balance sheet as:

Current liabilities 108,033 109,301

Non-current liabilities 1,480 1,411

Total trade and other payables 109,513 110,712

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

3.Operating Assets and Liabilities

22

3.2 Property, Plant and Equipment

All property, plant and equipment is stated at historical cost less depreciation and any impairment adjustments.

Historical cost includes expenditure that is directly attributable to the acquisition of property, plant and equipment.

Costs are included in an asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is

probable that future economic benefits associated with an item will flow to the Group and the cost of an item can be

measured reliably.

A

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

A

n asset’s carrying amount is written down immediately to its recoverable amount if its carrying amount is greater

than its estimated recoverable amount.

G

ains and losses on disposals of assets are determined by comparing proceeds with carrying amounts. These

gains and losses are included in the income statement

.

Land

is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate their

cost, net of their estimated residual values, over their estimated useful lives, as follows:

- Freehold buildings33 years

- Plant and equipment3 - 15 years

Property, plant and equipment is reviewed whenever events or changes in circumstances indicate that the carrying

amount may not be recoverable. An impairment loss is recognised for the amount by which an asset’s carrying

amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to

sell, or value in use.

The Group assesses whether there are indications, for example loss-making stores, for certain trigger events which

may indicate that an impairment in property, plant and equipment values exist at balance date.

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

3.Operating Assets and Liabilities

23

Land and

buildings

Plant and

equipment Total

$000 $000 $000

At 28 January 2024

Cost 111,497 101,076 212,573

Accumulated depreciation (15,123) (64,640) (79,763)

Net book value 96,374 36,436 132,810

Period ended 26 January 2025

Opening net book value 96,374 36,436 132,810

Additions 31,963 24,503 56,466

Disposals -(43) (43)

Depreciation charge (2,937) (8,776) (11,713)

Closing net book value 125,400 52,120 177,520

At 26 January 2025

Cost 143,460 124,213 267,673

Accumulated depreciation (18,060) (72,093) (90,153)

Net book value 125,400 52,120 177,520

Period ended 25 January 2026

Opening net book value 125,400 52,120 177,520

Additions 24,503 24,580 49,083

Disposals -(92) (92)

Depreciation charge (2,939) (9,192) (12,131)

Closing net book value 146,964 67,416 214,380

At 25 January 2026

Cost 167,963 141,731 309,694

Accumulated depreciation (20,999) (74,315) (95,314)

Net book value 146,964 67,416 214,380

Capital commitments Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Capital commitments in relation to property, plant and

equipment at balance date not provided for in the

financial statements 33,755

1.

61,190

1.$

33.3 million (2025: $60.4 million) in relation to the construction, fit-out and automation of the Group’s new distribution centre at Drury, South

Auckland

3.3 Intangible Assets

Intangible assets are non-physical assets used by the Group to operate the business. Software costs have a finite

useful life. Software costs which can be capitalised

are amortised on a straight-line basis over the estimated useful

economic life of 2 to 5 years. Software-as-a-service costs are expensed when they are incurred.

S

oftware is the only intangible asset recorded in the financial statements. All software has been acquired externally.

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

3.Operating Assets and Liabilities

24

3.4 Leases

Right-of-use assets and lease liabilities arising from a lease are initially measured on a present value basis. Lease

liabilities include the net present value of the remaining lease payments. Lease payments to be made under

reasonably certain extension options are also included in the measurement of the liabilities.

Right-of-use assets are initially recognised on commencement of lease at cost, comprising the initial amount of the

lease liabilities less any lease incentives received. Right-of-use assets are subsequently depreciated using the

straight-line method from the commencement date to the end of the lease term. In considering the lease term, the

Group applies judgement in determining whether it is reasonably certain that an extension or termination option will

be exercised.

Both right-of-use assets and lease liabilities are discounted applying interest rate implicit in the lease, or if this

cannot be determined, the incremental borrowing rate at the commencement of the lease. To determine the

incremental borrowing rate the Group have applied a blended secured and unsecured borrowing rate. For the

secured rate the Group have utilised third party financing options and adjusted for an appropriate credit spread

which reflects the terms of the lease and the type of asset leased.

Extension options are included in a number of property leases across the Group. These are used to maximise

operational flexibility in terms of managing the assets used in the Group’s operation. Extension options held are

exercisable only by the Group and not by the respective lessor. During the period the Group recognised all

extension options (2025: all recognised).

The following tables show the movements and analysis in relation to the right-of-use assets and lease liabilities,

created on the adoption of NZ IFRS 16:

3.4.1 Right-of-use assets:

Land and Buildings

$000

Period ended 26 January 2025

Opening carrying amount 245,318

Additions 7,586

Surrender -

Depreciation for the period (22,641)

Closing carrying amount 230,263

At 26 January 2025

Cost 357,977

Accumulated depreciation (127,714)

Carrying amount 230,263

Period ended 25 January 2026

Opening carrying amount 230,263

Additions 19,282

Surrender (554)

Depreciation for the period (22,506)

Closing carrying amount 226,485

At 25 January 2026

Cost 376,705

Accumulated depreciation (150,220)

Carrying amount 226,485

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

3.Operating Assets and Liabilities

25

3.4.2 Lease liabilities:

As at As at

25 January 2026 26 January 2025

$000 $000

Opening value 276,702 289,180

Additions 19,282 7,586

Surrender (649) -

Interest for the period 15,818 15,448

Lease payments made (35,265) (35,512)

Total lease liabilities 275,888 276,702

3.4.3 Lease liabilities maturity analysis:

Minimum lease payments Interest Present value

$000 $000 $000

Within one year 36,197 (15,715) 20,482

One to five years 135,453 (51,859) 83,594

Beyond five years 243,451 (71,639) 171,812

Total 415,101 (139,213) 275,888

Current 20,482

Non-current 255,406

Total 275,888

3.4.4 Lease related expenses included in the income statement:

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Depreciation 22,506 22,641

Short-term leases 37 37

Interest on leases 15,818 15,448

Total 38,361 38,126

3.4.5 Lease payments included in the cashflow statement:

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Total cash outflow in relation to leases 35,265 35,512

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

4.Investments

26

This section explains how the Group records investments made in listed securities.

4

.1 Investment in Equity Securities

D

uring 2015, 2018 and 2019 Briscoe Group Limited acquired a total of 48,007, 465 shares in KMD Brands

Limited for a cost of $87,853,048. This holding represented a 6.75% ownership in KMD Brands Limited as at 25

January 2026.

T

hese shares are equity investments, quoted in the active market, which the Group has elected to designate as

a financial asset at fair value through other comprehensive income (FVOCI). An adjustment was made at period

end to reflect the fair value of these shares as at 25 January 2026

1.

.

$000

At 28 January 2024 35,046

Additions -

Change in fair value credited to other reserves (14,643)

At 26 January 2025 20,403

Additions -

Change in fair value credited to other reserves (7,201)

At 25 January 2026 13,202

1. Fair value determined to be $0. 275 per share as per NZX closing price of KMD Brands Limited as

at 23 January 2026 (2025 : $0. 425) (Level 1 in the fair value hierarchy).

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

5.Financing and Capital Structure

27

This section reports on the Group’s funding sources and capital structure, including its balance

sheet liquidity and access to capital markets.

5.1 Inte

rest Bearing Liabilities

B

orrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently

measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption

amount is recognised in the income statement over the period of the borrowings using the effective interest method.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the

liability for at least 12 months after the balance sheet date.

T

here were no interest bearing liabilities as at 25 January 2026 (2025: Nil). The Group established a committed

trade finance facility on 21 January 2026 of $30 million with ANZ Bank New Zealand Limited. No amounts have

been drawn down to date.

N

et finance cost

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Interest income 2,971 6,127

Interest expense - leases (15,818) (15,448)

Other finance cost (18) (3)

Net finance cost (12,865) (9,324)

5.2 Financial Risk Management

The Group’s activities expose it to various financial risks including credit risk, liquidity risk and market risk (such as

currency risk and equity price risk). The Group’s overall risk management programme seeks to minimise potential

adverse effects on the Group’s financial performance. The Group uses certain derivative financial instruments to

hedge certain risk exposures.

5.

2.1 Derivative financial instruments

D

erivatives are recognised initially at fair value on the date a derivative contract is entered into and are

subsequently re-measured to their fair value. The method of recognising the resulting gain or loss depends on

whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. The

Group designates certain derivatives as hedges of highly probable forecast transactions (cash flow hedges).

At the inception of a transaction the economic relationship between hedging instruments and hedged items, and the

risk management objective and strategy for undertaking various hedge transactions, are documented. An

assessment is also documented, both at hedge inception and on an on-going basis, of whether the derivatives that

are used in hedging transactions have been and will continue to be effective in offsetting changes in fair values or

cash flows of hedged items.

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

5.Financing and Capital Structure

28

C

ash flow hedge

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges,

is recognised in other comprehensive income. The gain or loss relating to the ineffective portion is recognised

immediately in the income statement within cost of goods sold.

A

mounts accumulated in other comprehensive income are recycled in the income statement in the periods when

the hedged item will affect profit or loss (for instance when the forecast purchase that is hedged takes place).

However, when a forecast transaction that is hedged results in the recognition of a non-financial asset (for example,

inventory) or a non-financial liability, the gains and losses previously deferred in other comprehensive income are

transferred from the cash flow hedge reserve and included in the measurement of the initial cost or carrying amount

of the asset or liability.

W

hen a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge

accounting, any cumulative gain or loss existing in other comprehensive income at that time remains in other

comprehensive income and is recognised when the forecast transaction is ultimately recognised in the income

statement. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was

reported in other comprehensive income is immediately transferred to the income statement within cost of goods

sold.

Derivatives that do not qualify for hedge accounting

Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of these derivative

instruments are recognised immediately in the income statement within administration expenses.


5.2.2 Credit risk

Credit risk refers to the risk of a counterparty failing to discharge an obligation. In the normal course of its business,

Briscoe Group incurs credit risk from trade receivables and transactions with financial institutions. The Group

places its cash, short-term investments and derivative financial instruments with only high-credit-rated, Board-

approved financial institutions. Sales to retail customers are settled predominantly in cash or by using major credit

cards. Less than 1% of reported sales give rise to trade receivables. The Group holds no collateral over its trade

receivables.


5.2.3 I

nterest rate risk

The Group has no long-term interest-bearing liabilities but does have interest rate risk exposure from periodic short-

term drawdowns of established funding facilities and placements of short-term deposits, as operating cash flows

necessitate. The Group’s short to medium term liquidity position is monitored daily and reported to the Board

monthly.

5.2.4 Liquidity risk

Liquidity risk is the risk that an unforeseen event or miscalculation in the required liquidity level will result in the

Group foregoing investment opportunities or not being able to meet its obligations in a timely manner, and therefore

gives rise to lower investment income or to higher borrowing costs than otherwise. Prudent liquidity risk

management includes maintaining sufficient cash, and ensuring the availability of adequate amounts of funding

from credit facilities.

The Group’s liquidity exposure is managed by ensuring sufficient levels of liquid assets and committed facilities are

maintained based on regular monitoring of a rolling 3-month daily cash requirement forecast. The Group’s liquidity

position fluctuates throughout the period, being strongest immediately after the end of the period. The months

leading up to Christmas trading put the greatest strain on Group cash flows due to the build-up of inventory as well

as the interim dividend payment. The Group operates well within its available funding facilities.

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

5.Financing and Capital Structure

29

The table below analyses the Group’s financial liabilities and gross-settled forward foreign exchange contracts into

relevant maturity groupings based on the remaining period from the balance sheet date to the contractual maturity

date. The cash flow hedge ‘outflow’ amounts disclosed in the table are the contractual undiscounted cash flows

liable for payment by the Group in relation to all forward foreign exchange contracts in place at balance date. The

cash flow hedge ‘inflow’ amounts represent the corresponding injection of foreign currency back to the Group as a

result of the gross settlement on those contracts, converted using the forward rate at balance date. The carrying

value shown is the net amount of derivative financial liabilities and assets as shown in the balance sheet. Changes

in the carrying value affect profit when the underlying inventory to which the derivatives relate, is sold.

Trade and other payables are shown at carrying value in the table. No discounting has been applied as the impact

of discounting is not significant.

An analysis detailing remaining contractual maturities for lease liabilities is shown in Note 3.4.3.

As at 25 January 2026

3 months

or less

3 – 6

months

6 – 9

months

9 – 12

months Total

Carrying

Value

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

Trade and other payables (86,314) - - - (86,314) (86,314)

Forward foreign exchange contracts

Cash flow hedges:

-outflow (31,015) (8,496) (427)- (39,938)

-inflow 31,310 8,418 420 - 40,148

-Net 295 (78)(7)-210 210

As at 26 January 2025

3 months

or less

3 – 6

months

6 – 9

months

9 - 12

months Total

Carrying

Value

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

Trade and other payables (83,299) - - - (83,299) (83,299)

Forward foreign exchange contracts

Cash flow hedges:

-outflow(28,352) (12,141) (2,070) (4,621) (47,184)

-inflow 30,142 13,106 2,180 4,780 50,208

-Net 1,790 965 110 159 3,024 3,024

The cash flow hedges inflow amounts use the forward rate at balance date.

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

5.Financing and Capital Structure

30

5.2.5 Market risk

Equity price risk

The Group is exposed to equity price risk arising from the investment held in KMD Brands Limited, classified in the

bal

ance sheet as investment in equity securities. (Refer note 4.1).


Foreign exchange risk

The Group is exposed to foreign exchange risk arising from currency exposures primarily to the US dollar, in

r

espect of purchases of inventory directly from overseas suppliers.

The Group’s foreign exchange risk is managed in accordance with Board-approved Group Treasury Risk

Management Policies. The current policy requires hedging of both committed and forecasted foreign currency

payment levels across the current and subsequent three calendar quarters. The policy is to cover 100% of

committed purchases and lower levels of forecasted purchases depending on which quarter the forecasted

exposure relates to. Hedging is reviewed regularly and reported to the Board monthly.

The Group uses forward foreign exchange contracts and maintains short-t

erm holdings of foreign currencies in

foreign denominated currency bank accounts, with major financial institutions only, to hedge its foreign exchange

risk in anticipation of future purchases.

The following table shows the fair value of forward foreign exchange contracts held by the Group as derivative

f

inancial instruments at balance date:

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Current assets

Forward foreign exchange contracts 739 3,058

Total current derivative financial instrument assets 739 3,058

Current liabilities

Forward foreign exchange contracts 529 34

Total current derivative financial instrument

liabilities 529 34

The contracts are subject to an enforceable master netting arrangement, which allows for net settlement of the

relevant assets and liabilities. For financial reporting purposes these are not offset.

Forward foreign exchange contracts – cash flow hedges

Where forward foreign exchange contracts have been designated and tested as an effective hedge the portion of

the gain or loss on the hedging instrument that is determined to be an effective hedge is recognised directly in other

comprehensive income. These gains or losses are released to the income statement at various dates over the

subsequent financial period as the inventory for which the hedge exists, is sold.

The fair value of these contracts is determined by using valuation techniques as they are not traded in an active

mar

ket. The valuation techniques maximise the use of observable market data where it is available and rely as little

as possible on entity specific estimates. The fair value is determined by mark-to-market valuations using forward

exchange. These derivatives have been determined to be within level 2 of the fair value hierarchy as all significant

inputs required to ascertain their fair value are observable.

Forward foreign exchange contracts are used for hedging committed or highly probable forecast purchases of

inventory for the ensuing financial period. The contracts are timed to mature when major shipments of inventory are

scheduled to be dispatched and the liability settled. The cash flows are expected to occur at various dates within

one year from balance date.

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

5.Financing and Capital Structure

31

At balance date these contracts are represented by assets of $738,715 (2025: $3,058,284) and liabilities of

$529,047 (2025 : $34,190) and together are included in equity as part of the cash flow hedge reserve, net of

deferred tax, as a net gain of $150,961 (2025: net gain $ 2,177,347). The cash flow hedge reserve also consists of

gains and losses, net of deferred tax, from foreign currencies used as hedges, as a net gain of $31,887 (2025: net

gain of $72,5 68). The total of these net gains and losses amount to a net gain of $182,848 (2025 : net gain of

$2,249,915).

When forward foreign exchange contracts are not designated and tested as an effective hedge, the gain or loss on

the forward foreign exchange contract is recognised in the income statement.

A

t balance date there are no such contracts in place (2025: Nil).

5.2.6 Sensitivity analysis

Based on historical movements and volatilities and review of current economic commentary the following

movements are considered reasonably possible over the next 12 month period:

•A shift of -10.0% / +10.0% (2025: -7.5% / +7.5%) in the NZD against the USD, from the period-end rate of

0.5910 (2025 : 0.5703 ),

•A shift of -7.5% / +7.5% (2025: -7.5% / +7.5%) in the NZD against the EUR, from the period-end rate of

0.50294 (2025: 0.54559),

•A shift of -0.25% / +0.75% (2025: -1.25% / +0.25%) in market interest rates from the period-end weight

ed

av

erage deposit rate of 2.25% (2025: 4. 56%),

•A shift of -10% / +30% (2025: -1 0% / +20%) in the NZX share price of KMD Brands Limited from the period-

end closing share price of $0. 275 (2025 : $0. 425).

If these movements were to occur, the positive / (negative) impact on consolidated profit after tax and consolidated

equity for each category of financial instrument held at balance date is presented below:

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

5.Financing and Capital Structure

32

A

s at 25 January 2026

Interest rate Foreign exchange rate Equity price

Carrying -0.25%+0.75%-10.0/-7.5% +10.0/+7.5%-10%+30%

amount Profit Equity Profit Equity Equity Equity Equity Equity

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

Financial Assets:

Cash and cash

equivalents

1.


130,325 (230)(230)691 691 193 (158)--

Derivatives – designated

as cashflow hedges

(Forward foreign

exchange contracts)

2.

739 - - - - 2,301 34 - -

Investment in equity

securities

3.

13,202 - - - - - - (1,320) 3,961

Financial Liabilities:

Derivatives – designated

as cashflow hedges

(Forward foreign

exchange contracts)

2.

529 - - - - 986 (2,193) - -

Total increase /

(decrease)

(230)(230)691 691 3,480 (2,317) (1,320) 3,961

Receivables and payables have not been included above as they are denominated in NZD and are non-interest

bearing and therefore not subject to market risk.

As at 26 January 2025

Interest rate Foreign exchange rate Equity price

Carrying -1.25%+0.25%-7.5%+7.5%-10%+20%

amount Profit Equity Profit Equity EquityEquityEquity Equity

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

Financial Assets:

Cash and cash

equivalents

1.


142,401 (1,268) (1,268) 254 254 85 (73)--

Derivatives – designated

as cashflow hedges

(Forward foreign

exchange contracts)

2.

3,058 - - - - 2,701 (2,321) - -

Investment in equity

securities

3.

20,403 - - - - - - (2,040) 4,081

Financial Liabilities:

Derivatives – designated

as cashflow hedges

(Forward foreign

exchange contracts)

2.

34 - - - - 227 (200)--

Total increase /

(decrease)

(1,268) (1,268) 254 254 3,013 (2,594) (2,040) 4,081

Receivables and payables have not been included above as they are denominated in NZD and are non-interest

bearing and therefore not subject to market risk.

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

5.Financing and Capital Structure

33

1.Cash and cash equivalents include deposits at call which are at floating interest rates.

2.Derivatives designated as cashflow hedges are foreign exchange contracts used to hedge against the NZD:USD and

NZD:EUR foreign exchange risk arising from foreign denominated future payments. There is no profit or loss sensitivity as

the hedges are 100% effective.

3.Investment in equity securities represents shares held in KMD Brands Limited. There is no profit or loss sensitivity as

impacts from changes in KMD Brands Limited’s share price are accounted for through equity.

5.3 Equity

5.3.1 Capital risk management

The Group’s capital comprises contributed equity, reserves and retained earnings.

T

he Group’s objective when managing capital is to achieve a balance between maximising shareholder wealth and

ensuring the Group is able to operate competitively with the flexibility to take advantage of growth opportunities as

they arise. In order to meet these objectives the Group may adjust the amount of dividend payments made to

shareholders and/or seek to raise capital through debt and/or equity. There are no specific banking or other

arrangements which require the Group to maintain specified equity levels.


5.3.2 Share capital

Share capital comprises ordinary shares only. Incremental costs directly attributable to the issue of new shares or

options are shown in equity as a deduction, net of tax, from the proceeds.

All shares on issue are fully paid. All ordinary shares rank equally with one vote attached to each fully paid ordinary

s

hare and have equal dividend rights and no par value.

Contributed equity – ordinary shares

No. of authorised shares Share capital

Period ended Period ended Period ended Period ended

25 January 2026 26 January 2025 25 January 2026 26 January 2025

Shares Shares $000 $000

Opening ordinary shares 222,790,012 222,765,778 62,435 62,344

Issue of ordinary shares arising from the

vesting of performance rights - 24,234 -

1.

91

1.


Balance at end of period 222,790,012 222,790,012 62,435 62,435

1. When performance rights vest, the amount in the equity-based remuneration reserve relating to those performance

rights vested is transferred to share capital. No performance rights vested during the period therefore no shares

were issued (2025: 24,234) and no transfer made between the equity-based remuneration reserve and share capital

(2025: $90,992).

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

5.Financing and Capital Structure

34

5.

3.3 Dividends

Provision is made for the amount of any dividend declared on or before the balance date but not distributed at

balance date

.

Period ended Period ended Period ended Period ended

25 January 2026 26 January 2025 25 January 2026 26 January 2025

Cents per share Cents per share $000 $000

Interim dividend for the period ended 25 January 2026 10.00 -22,279 -

Final dividend for the period ended 26 January 2025 10.00 -22,279 -

Interim dividend for the period ended 26 January 2025 -12.50-27,849

Final dividend for the period ended 28 January 2024 -16.50-36,760

20.00 29.00 44,558 64,609

All dividends paid were fully imputed (refer also to Note 2.3.3 for imputation credits available for use in subsequent

periods). Supplementary dividends of $299,574 (2025 : $434,936) were provided to shareholders not tax resident in

New Zealand, for which the Group received a Foreign Investor Tax Credit entitlement.

On 10 March 2026 the Directors resolved to provide for a final dividend to be paid in respect of the period ended 25

January 2026. The dividend will be paid at a rate of 10.0 cents per share for all shares on issue as at 20 March

2026, with full imputation credits attached.

5.3.4 Reserves and retained earnings

Cashflow hedge reserve

The hedging reserve is used to record gains and losses on a hedging instrument in a cash flow hedge that are

recognised directly in other comprehensive income, as described in the accounting policy in section 5.2. The

amounts are recognised as profit or loss when the associated hedged transaction affects profit or loss. ( Refer also

to the consolidated statement of changes in equity).

E

quity-based remuneration reserve

The equity-based remuneration reserve is used to recognise the fair value of performance rights granted but not

exercised, lapsed or forfeited. Amounts are transferred to share capital when vested performance rights are

exercised. (Refer also to the consolidated statement of changes in equity and note 6.2).

Other reserves

Other reserves represents the adjustment made at balance date to reflect the fair value of the investment in KMD

Brands Limited. (Refer also to the consolidated statement of changes in equity and note 4.1).

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

6.Other Notes

35

6.1 Related Party Transactions

6.1.1 Parent and ultimate controlling party

Briscoe Group Limited is the immediate parent, ultimate parent and controlling party for all companies in the

Group.

D

uring the period the Company advanced and repaid loans to its subsidiaries by way of internal current

accounts. In presenting the financial statements of the Group, the effect of transactions and balances

between fellow subsidiaries and those with the Company have been eliminated. No interest is charged on

internal current accounts.

The G

roup undertook transactions with the following related parties as detailed below:

•The RA Duke Trust, of which RA Duke is a trustee, as owner of the Rebel Sport premises at Panmure,

Auckland, received rental payments of $732,500 (2025: $732,500) from the Group, under

an

agr

eement to lease premises to The Sports Authority Limited (trading as Rebel Sport). The remaining

non-cancellable term of this lease is 0.2 years (2025: 1.2 years) with a payment commitment of

$122,083 (2025: $854,583). The parties are currently negotiating a new lease for this site.

•Kein Geld (NZ) Limited, an entity associated with RA Duke, received rental payments of $634,113

(2025: $600,634) as owner of the Briscoes Homeware premises at Wairau Park, Auckland, under a

n

agr

eement to lease premises to Briscoes (NZ) Limited. The remaining non-cancellable term of this

lease is 6.6 years (2025: 7.6 years) with a payment commitment of $4,399,184 (2025: $5,033,296).

•Kein Geld Westgate Limited, an entity associated with RA Duke, forms part of an unincorporated joint

venture known as Westgate Lifestyle Centre Joint Venture. The joint venture owns Westgate Lifestyl

e

Shopping Centre at Westgate, Auckland, which includes the Briscoes Homeware and Rebel Sport

premises. Rental payments of $283,897 (2025: $565,144) were received under an agreement to lease

pr

emises to Briscoes (NZ) Limited. This included a six-month rent-free period whilst the stor

e

under

went refurbishment. The remaining non-cancellable term of this lease is 8.3 years (2025: 0.

3

y

ears) with a payment commitment of $5,100,840 (2025: $141,286). The joint venture also receive

d

r

ental payments of $362,258 (2025: $301,253) under an agreement to lease premises to The Sports

Authority Limited (trading as Rebel Sport). The remaining non-cancellable term of this lease is 8.3

years (2025: 0.3 years) with a payment commitment of $3,421,095 (2025: $75, 313).

•The RA Duke Trust (including RA Duke Limited) received dividends of $34,313,277 (2025

:

$49,754

,251).

•P Duke, spouse of RA Duke, received payments of $38,954 (2025 : $65,000) in relation to her

employment as an overseas buying specialist with Briscoe Group Limited, and rental payments of

$1,004,831 (2025: $968,512) as owner of the Briscoes Homeware premises at Panmure, Auckland

under an agreement to lease premises to Briscoes (NZ) Limited. The remaining non-cancellable ter

m

o

f this lease is 5.3 years (2025: 6.3 years) with a payment commitment of $5,338,921 (2025

:

$6,343, 7

51).

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

6.Other Notes

36

6.1.2 Key management personnel

Key management includes the Directors of the Company and those employees who the Company has

deemed to have disclosure obligations under subpart 6 of the Financial Markets Conduct Act 2013, namely

the Chief Financial Officer, the Chief Operating Officer and the Chief People Officer.

Key mana

gement compensation was as follows:

Period ended Period ended

25 January 2026 26 January 2025

$000 $000

Salaries and other short-term employee benefits 3,666 3,857

Equity-based remuneration 570 497

Directors’ fees 467 433

Total benefits 4,703 4,787

Key management did not receive any termination benefits during the period (2025: Nil).

Key management did not receive and are not entitled to receive any post-employment or long-term benefits

(2025: Nil).

Executives (excluding directors) included in key management received dividends of $205,712 (2025 :

$3 23,709) in relation to Briscoe Group shares held.

6.1.3 Directors’ fees and dividends

Directors received directors’ fees and dividends in relation to their personally held shares as detailed below:

Period ended

25 January 2026

Period ended

26 January 2025

Directors’ fees Dividends Directors’ fees Dividends

$000 $000 $000 $000

Executive Director

RA Duke - - - -

Non-Executive Directors

RPO’L Meo 166 -163-

AD Batterton 95 -92-

RAB Coupe 93 2 91 3

HJM Callaghan 90 2 87 -

MC Cairns

1.

23 - - -

467 4 433 3

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

6.Other Notes

37

The following Directors received dividends in relation to their non-beneficially held shares as detailed below:

Period ended

25 January 2026

Period ended

26 January 2025

$000 $000

Executive Director

RA Duke 34,313 49,754


Non-Executive Directors

RPO’L Meo 20 29

AD Batterton 6 8

RAB Coupe - -

HJM Callaghan - -

MC Cairns

1.

5 -


1.Mark Cairns was appointed by the Board as a Director effective from 1 November 2025

6.2 Employee Equity-Based Remuneration

6.2.1 Equity settled performance rights

T

he Senior Executive Incentive Plan grants Group employees performance rights subject to performance

hurdles being met. The fair value of rights granted is recognised as an employee expense in the income

statement with a corresponding increase in the employee share-based payment reserve. The fair value is

measured at grant date and amortised over the vesting periods. When performance rights vest, the amount in

the share-based payments reserve relating to those rights are transferred to share capital. There is no

exercise price for these performance rights and there is no right to dividends during the vesting periods.

O

n 26 March 2019 the Board approved the Briscoe Group Senior Executive Incentive Plan to grant

performance rights to key senior management personnel as a long-term incentive programme. The eigth

tranche of performance rights were issued under this programme during the period.

Performance rights movements during the period are summarised below:

T

ranche Grant Date

Balance at

start

of period

(number)

Granted

during

the period

(number)

Vested

during

the period

(number)

Lapsed /

forfeited

during

the period

(number)

Balance at

the end

of period

(number)

5 5 Aug 2022 111,358 - - (111,358) -

6 3 Aug 2023 184,882 - - (59,250) 125,632

7 22 Oct 2024 298,135 - - (86,060) 212,075

8 30 Jul 2025 -164,657-(27,490)137,167

594,375 164,657 -(284,158)474,874

I

n each tranche the performance rights are subject to a combination of an absolute Total Shareholder Return

(TSR) growth hurdle and/or an EPS growth hurdle. EPS growth hurdle is considered a non-market condition.

The relative hurdle weighting for unvested tranches is shown in the table below:

Tranche Grant Date TSR Weighting EPS Weighting

6 3 Aug 2023 50% 50%

7 22 Oct 2024 50% 50%

8 30 Jul 2025 50% 50%

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

6.Other Notes

38

T

he proportion of performance rights subject to the absolute TSR growth hurdle which may vest is dependent

on Briscoe Group Limited’s TSR compound annual growth rate (CAGR) across a 3-year measurement

period. For each tranche that vests the rights are awarded on a straight-line basis dependent on the TSR

CAGR achieved. The percentage of TSR related performance rights vest according to the following

performance criteria for each unvested tranche:

% Vesting Tranche 6 Tranche 7 Tranche 8

0% < 10.8% CAGR < 9.0% CAGR < 9.0% CAGR

1% - 99% (Straight-line prorata)

=>9.0%, < 11.0% CAGR =>9.0%, < 11.0% CAGR

50% = 10.8% CAGR

51% - 99% (Straight-line prorata) >10.8%, < 11.8% CAGR

100% => 11.8% CAGR => 11.0% CAGR

=> 11.0% CAGR

T

he TSR performance is calculated across the following periods:

Tranche Performance Period

6 Announcement date of FY 2022/23 Result to announcement date of FY 2025/26 Result

7 Announcement date of FY 2023/24 Result to announcement date of FY 2026/27 Result

8 Announcement date of FY 2024/25 Result to announcement date of FY 2027/28 Result

T

he fair value of the TSR performance rights have been valued under a variant of the dividend adjusted

Binomial Options Pricing Model (BOPM). The fair value of TSR performance rights, along with the

assumptions used to simulate the future share prices are shown below:

Tranche 6 Tranche 7 Tranche 8

Fair value of TSR performance rights $144,305 $354,483 $318,858

Share price at grant date $4.68 $5.06 $6.01

Risk free interest rate 5.22% 4.18% 3.44%

Expected life (years) 2.62 2.40 2.63

Expected share volatility

1.

22% 22% 25%

1.Volatility considers the volatility of the Briscoe Group (BGP) NZD share price based on the average

weekly volatility over the last year (weekly data) as well as the average 90-day volatility for the past 3

years (measured on a daily basis).

T

he estimated fair value for each tranche of performance rights issued is amortised over the vesting period

from the grant date.

The proportion of performance rights subject to the EPS growth hurdle which may vest is dependent on

Briscoe Group Limited’s EPS compound annual growth rate (CAGR) across a 3-year measurement period.

For each tranche that vests the rights are awarded on a straight-line basis dependent on the EPS CAGR

achieved. The percentage of EPS related performance rights vest according to the following performance

criteria:

% Vesting Tranche 6 Tranche 7 Tranche 8

0% < -1.9% CAGR< 1.0% CAGR < 1.0% CAGR

1% - 99% (Straight-line prorata)

=>1.0%, < 4.0% CAGR =>1.0%, < 4.0% CAGR

50% = -1.9% CAGR

51% - 99% (Straight-line prorata) >-1.9%, < 0.4% CAGR

100% => 0.4% CAGR => 4.0% CAGR

=> 4.0% CAGR

Briscoe Group Limited
Notes to the Consolidated Financial Statements

For the 52-week period ended 25 January 2026

6.Other Notes

39

T

he EPS performance is calculated across the following periods:

Tranche Performance period

6 FY 2025/26 EPS relative to FY 2022/23 EPS

7 FY 2026/27 EPS relative to FY 2023/24 EPS

8 FY 2027/28 EPS relative to FY 2024/25 EPS

T

he fair value of the EPS performance rights have been assessed as the Briscoe Group Limited’s share price

as at grant date less the present value of the dividends forecast to be paid prior to each vesting date. The fair

value of each EPS unvested performance right has been calculated to be $4.00, $4.48 and $5.46 for tranche

6, tranche 7 and tranche 8, respectively.

The estimated fair value for each tranche of performance rights issued is amortised over the vesting period

from grant date.

V

esting of performance rights also requires the employee to remain in employment with the Company during

the performance period. The Company has expensed in the income statement $569,806 (2025 : $496,627) in

relation to performance rights.

6.2.2 Equity-based remuneration reserve

Period ended

25 January 2026

Period ended

26 January 2025

$000 $000

Balance at beginning of period 925 701

Current period amortisation 570 497

Performance rights vested transferred to share capital - (91)

Performance rights lapsed/forfeited (524) (230)

Deferred tax on performance rights 33 48

Balance at end of period 1,004 925

6.3 Events After Balance Date

On 10 March 2026 the Directors resolved to provide for a final dividend to be paid in respect of the period

ended 25 January 2026. The dividend will be paid at a rate of 10.0 cents per share for all shares on issue as

at 20 March 2026, with full imputation credits attached (Note 5.3.3).

6.4 New Accounting Standards

C

ertain new accounting standards, amendments to accounting standards and interpretations have been

published that are not mandatory for the 25 January 2026 reporting period and have not been early adopted

by the Group. Other than NZ IFRS 18 these standards, amendments or interpretations are not expected to

have a material impact on the entity in the current or future reporting periods and on foreseeable future

transactions.

N

Z IFRS 18: Presentation and Disclosure in Financial Statements will be effective for annual reporting

periods beginning on or after 1 January 2027. This new standard, which is mandatory for the Group in the

2028 financial year, is expected to change the presentation of the Group’s consolidated income statement.

The Group will disclose more information in the future when a full assessment of the impact of the standard

has been completed.


PricewaterhouseCoopers, PwC Tower, 15 Customs Street West,

Private Bag 92162, Auckland 1142, New Zealand

T: +64 9 355 8000

pwc.co.nz

Independent auditor’s report

To the shareholders of Briscoe Group Limited

Our opinion

In our opinion, the accompanying consolidated financial statements (the financial statements) of Briscoe Group

Limited (the Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial

position of the Group as at 25 January 2026, its financial performance, and its cash flows for the 52 week period

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 balance sheet as at 25 January 2026;

• the consolidated income statement for the 52 week period then ended;

• the consolidated statement of comprehensive income for the 52 week period then ended;

• the consolidated statement of changes in equity for the 52 week period then ended;

• the consolidated statement of cash flows for the 52 week period 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) issued by

the New Zealand Auditing and Assurance Standards Board (PES 1) and the International Code of Ethics for

Professional Accountants (including International Independence Standards) issued by the International Ethics

Standards Board for Accountants (IESBA Code), as applicable to audits of financial statements of public interest

entities. We have also fulfilled our other ethical responsibilities in accordance with PES 1 and the IESBA Code.

41 PwC - Independent auditor’s report
In our capacity as auditor, our firm also provided review services. The firm has no other 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 period. 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 matter How our audit addressed the key audit matter


Inventory existence and valuation


As at 25 January 2026, the Group held inventories of

$90.8 million. Given the value of inventories relative to

the total assets of the Group, and the judgements

applied by management in provisioning against

inventory shrinkage, slow moving, and obsolete

inventory, this has been considered as a key audit

matter.

As described in note 3.1.3 to the consolidated financial

statements, inventories are stated at the lower of cost

and net realisable value.

The Group has inventory systems in place to

accurately record and report inventory movements and

the value of inventory on hand. Cyclical counts of

inventories are performed at various times throughout

the period which includes an assessment of slow

moving and obsolete stock. The cyclical counts provide

management with evidence over quantity and quality of

inventory on hand.

Management applies judgement in determining

inventory valuation, in particular the level of provisions

for inventory which is expected to sell for less than cost

due to obsolescence, adjustments for unearned rebate

income, and inventory shrinkage since the last stock

count.

Our audit procedures included:

• gaining an understanding of inventory processes

and assessing the design of certain inventory

controls to inform the nature and extent of our

audit procedures, particularly controls over the

cyclical counting process;

• observing management’s cyclical stocktake

process at selected locations and undertaking

our own test counts. For those locations not

visited, on a sample basis, inspecting the results

of stock counts and confirming stock count

variances were appropriately adjusted;

• on a sample basis, testing the cost of inventory

to supplier invoices or contracts providing

evidence to support the accuracy of inventory

costing;

• testing that period-end inventory is carried at

lower of cost and net realisable value by

comparing a sample of inventory items to the

expected selling price;

• held discussions with management to

understand and corroborate the assumptions

applied in estimating inventory provisions;

• on a sample basis, testing unearned rebate

income to supplier contracts;

• evaluating the methodology applied by

management to determine the provision for slow-

moving inventory by comparing historical write-

offs against the level of provision, and assessing

provision rates for various stock categories; and

• assessing the shrinkage provision by performing

analytical procedures over the shrinkage rate

used to calculate the provision since the last

store stock counts. This includes comparing the

rate used to the actual shrinkage rates previously

observed and reviewing the level of actual

inventory shrinkage recorded during the current

period.

42 PwC - Independent auditor’s report
Our audit approach

Overview


Overall group materiality: $4.1 million, which represents approximately 5% of profit before tax.

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

against which the performance of the Group is most commonly measured by users, and is a

generally accepted benchmark.


We selected transactions and balances to audit based on the overall group materiality to

Briscoe Group Limited at a consolidated level rather than determining the scope of

procedures to perform by auditing only specific subsidiaries or entities.


As reported above, we have one key audit matter, being:

• Inventory existence and valuation


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.

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

performance of the Group is most commonly measured by users, and is a generally accepted benchmark.

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. The Annual

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

43 PwC - Independent auditor’s report
Our opinion on the financial statements does not cover the other information and we will not express any form of

audit opinion or assurance conclusion thereon.

In connection with our audit of the 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.

When we read the other information not yet received, if we conclude that there is a material misstatement therein,

we are required to communicate the matter to the Directors and use our professional judgement to determine the

appropriate action to take.

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 John (Jolly) Morgan.

For and on behalf of:

PricewaterhouseCoopers Auckland

10 March 2026

---

Distribution Notice




Please note: all cash amounts in this form should be provided to 8 decimal places


Section 1: Issuer information

Name of issuer Briscoe Group Limited

Financial product name/description Ordinary Shares

NZX ticker code BGP

ISIN (If unknown, check on NZX

website)

NZBGRE0001S4

Type of distribution

(Please mark with an X in the

relevant box/es)

Full Year X Quarterly

Half Year Special

DRP applies

Record date 20/03/2026

Ex-Date (one business day before the

Record Date)

19/03/2026

Payment date (and allotment date for

DRP)

31/03/2026

Total monies associated with the

distribution

1


$ 22,279,001.20000000

Source of distribution (for example,

retained earnings)

Retained Earnings

Currency NZD

Section 2: Distribution amounts per financial product

Gross distribution

2

$0.13888889

Gross taxable amount

3

$0.13888889

Total cash distribution

4

$0.10000000

Excluded amount (applicable to listed

PIEs)

$-

Supplementary distribution amount $0.01764706

Section 3: Imputation credits and Resident Withholding Tax

5


Is the distribution imputed Fully imputed X

Partial imputation

No imputation


1

Continuous issuers should indicate that this is based on the number of units on issue at the date of the form

2

“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of

Resident Withholding Tax (RWT).

3

“Gross taxable amount” is the gross distribution minus any excluded income.

4

“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT.

This should include any excluded amounts, where applicable to listed PIEs.

5

The imputation credits plus the RWT amount is 33% of the gross taxable amount for the purposes of this form. If the distribution is

fully imputed the imputation credits will be 28% of the gross taxable amount with remaining 5% being RWT. This does not constitute

advice as to whether or not RWT needs to be withheld.

If fully or partially imputed, please
state imputation rate as % applied

6


28%

Imputation tax credits per financial

product

$0.03888889

Resident Withholding Tax per

financial product

$0.00694444

Section 4: Distribution re-investment plan (if applicable)

DRP % discount (if any)

%

Start date and end date for

determining market price for DRP


Date strike price to be announced (if

not available at this time)


Specify source of financial products to

be issued under DRP programme

(new issue or to be bought on market)


DRP strike price per financial product

$

Last date to submit a participation

notice for this distribution in

accordance with DRP participation

terms


Section 5: Authority for this announcement

Name of person


authorised to make

this announcement

Geoff Scowcroft

Contact person for this

announcement

Geoff Scowcroft

Contact phone number +64 275633167

Contact email address geoff@briscoes.co.nz

Date of release through MAP


11/03/2026






6

Calculated as (imputation credits/gross taxable amount) x 100. Fully imputed dividends will be 28% as a % rate applied.

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.