What did Michael Hill International Limited announce?
Michael Hill International Limited (NZX: MHJ) filed “Annual Report to Shareholders” with NZX on 22 September 2026, as an annual report announcement.
From the announcement:“Certain statements in this report constitute forward-looking statements. Forward-looking statements are statements (other than statements of historical fact) relating to future events and the anticipated or planned financial and operational performance of Michael Hill International Limited and its related bodies corporate (the Group).”
- Which company?
- Michael Hill International Limited (NZX: MHJ)
- When was it filed?
- 22 September 2026
- Where is the original?
- NZX announcement
Annual Report to Shareholders
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
DISCLAIMER: Certain statements in this report constitute forward-looking statements. Forward-looking statements are statements (other than statements
of historical fact) relating to future events and the anticipated or planned financial and operational performance of Michael Hill International Limited and its
related bodies corporate (the Group). The words “targets”, “believes”, “expects”, “aims”, “intends”, “plans”, “seeks”, “will”, “may”, “might”, “anticipates”, “projects”,
“assumes”, “forecast”, “likely”, “outlook”, “would”, “could”, “should”, “continues”, “estimates” or similar expressions or the negatives thereof, generally identify these
forward-looking statements. Other forward-looking statements can be identified in the context in which the statements are made. Forward-looking statements
include, among other things, statements addressing matters such as the Group’s future results of operations; financial condition; working capital, cash flows and
capital expenditures; and business strategy, plans and objectives for future operations and events, including those relating to ongoing operational and strategic
reviews, sustainability targets, expansion into new markets, future product launches, points of sale and production facilities. Although the Group believes that
the expectations reflected in these forward-looking statements are reasonable, they are not guarantees or predictions of future performance or statements of
fact. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the Group’s actual results,
performance, operations or achievements or industry results, to differ materially from any future results, performance, operations or achievements expressed or
implied by such forward-looking statements. Such risks, uncertainties and other important factors include, among others: global and local economic conditions;
changes in market trends and end-consumer preferences; fluctuations in the prices of raw materials, currency exchange rates, and interest rates; the Group’s plans
or objectives for future operations or products, including the ability to introduce new jewellery and non-jewellery products; the ability to expand in existing and new
markets and risks associated with doing business globally and, in particular, in emerging markets; competition from local, national and international companies
in the markets in which the Group operates; the protection and strengthening of the Group’s intellectual property rights, including patents and trademarks; the
future adequacy of the Group’s current warehousing, logistics and information technology operations; changes in laws and regulations or any interpretation
thereof, applicable to the Group’s business; increases to the Group’s effective tax rate or other harm to the Group’s business as a result of governmental review of
the Group’s transfer pricing policies, conflicting taxation claims or changes in tax laws; and other factors referenced to in this report. Should one or more of these
risks or uncertainties materialise, or should any underlying assumptions prove to be incorrect, the Company’s actual financial condition, cash flows or results of
operations could differ materially from that described herein as anticipated, believed, estimated or expected. Accordingly, you are cautioned not to place undue
reliance on any forward-looking statements, as there can be no assurance the actual outcomes will not differ materially from the forward-looking statements in
this report. Except as required by applicable laws or regulations (including the ASX Listing Rules), the Group does not intend, and does not assume any obligation,
to update any forward-looking statements contained herein. All subsequent written and oral forward-looking statements attributable to us or to persons acting
on the Group’s behalf are expressly qualified in their entirety by the cautionary statements referred to above and contained elsewhere in this report.
TERMINOLOGY: In this report, unless otherwise specified or appropriate in the context, the term “Company” refers to Michael Hill International Limited, the term
“Group” or “Michael Hill Group” refer to the Company and its subsidiaries (as appropriate), and the use of “Michael Hill”, “Bevilles”, “TenSevenSeven” and “Medley”
is reference to the relevant brand within the Michael Hill Group.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
The Directors are pleased to present the
Annual Report of Michael Hill International
Limited and its subsidiaries for the
financial year ended 28 June 2026.
4 COMPANY PROFILE
6 LETTER FROM THE CHAIR
8 CEO'S MESSAGE
10 PERFORMANCE HIGHLIGHTS
11 KEY FACTS
12 PERFORMANCE
14 TREND STATEMENT
16 SUSTAINABILITY SNAPSHOT
17 GROUP 2030 SUSTAINABILITY STRATEGY
18 EXECUTIVE LEADERSHIP TEAM
21 DIRECTORS’ REPORT
27 INFORMATION ON DIRECTORS
33 AUDITED REMUNERATION REPORT
47 ADDITIONAL STATUTORY INFORMATION
52 FINANCIAL STATEMENTS
96 CONSOLIDATED ENTITY DISCLOSURE STATEMENT
97 DIRECTORS’ DECLARATION
106 SUSTAINABILITY REPORT
122 DIRECTORS’ DECLARATION
128 ADDITIONAL SHAREHOLDER INFORMATION
130 CORPORATE DIRECTORY
CONTENTS
Around the world, the Group employs over 3,200 employees
across retail sales, manufacturing and corporate roles. As at
28 June 2026, the Group operates 157 stores in Australia,
43 in New Zealand and 81 stores in Canada.
From 1979 to the present day, and as we look to the future,
the Michael Hill Group is dedicated to offering quality
jewellery and service for our customers to celebrate the key
moments in their lives.
At Michael Hill Group, we are committed to becoming a more
sustainable and ethically responsible business, protecting our
eco-system and contributing to the communities we serve in
meaningful ways, for generations to come.
Information on our corporate governance policies and
practices, including our Corporate Governance Statement,
is available on our Investor Centre website at
investor.michaelhill.com.
COMPANY
PROFILE
The first Michael Hill store opened in 1979 when Sir Michael
Hill and his wife, Lady Christine Hill launched their unique
retail jewellery formula in Whangarei, on the North Island
of New Zealand.
With engaging store designs, a product range devoted to
attainable fine jewellery with a high concentration of diamonds,
and the clever use of high impact advertising, Michael Hill
rapidly gained popularity and rose to national prominence.
In 2016, the Company moved its primary stock exchange
listing to the Australian Securities Exchange and maintains
a secondary listing on the New Zealand Stock Exchange
(ASX/NZX: MHJ).
The Michael Hill brand is defined by everyday modern luxury,
beautiful, quality jewellery that people can feel confident
wearing, giving and celebrating with. Complementing this,
the Bevilles brand, acquired in June 2023, anchors the
Group's presence at the value end of the market. Together,
the two core brands enable the Michael Hill Group to serve
customers across the fine jewellery category.
THE MICHAEL HILL GROUP IS A LEADING INTERNATIONAL FINE JEWELLERY RETAILER, WITH
A FOCUSED TWO-BRAND PORTFOLIO, OPERATING ECOMMERCE SITES AND A NETWORK OF
OVER 280 STORES ACROSS AUSTRALIA, NEW ZEALAND AND CANADA.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
"Everybody deserves to
wear quality jewellery
and feel special wearing
it, along with feeling
welcomed when they
go shopping."
Sir Michael Hill
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
specific execution. We see attractive opportunities in Canada,
across our existing Australian and New Zealand networks, in
digital and omni-channel retail, and in personalised, custom
and bespoke jewellery.
Bevilles has also made encouraging progress. The focus is
straightforward: deliver a compelling value proposition,
move faster through inventory and operate with greater
simplicity and discipline. There is more work to do, but the
brand is regaining momentum and has a clear role within the
Group.
Technology, data and artificial intelligence will help us make
better decisions, from planning and inventory allocation
to customer engagement and frontline support. These
capabilities are not an end in themselves. Used well, they will
help our people spend more time doing what matters most:
serving customers and creating outstanding experiences.
DIVIDEND RESTORED
Restoring the dividend reflects our commitment to delivering
sustainable returns to shareholders over time. The final
dividend of AU2.0 cents per share has been enabled by a
materially stronger balance sheet and improved operating
performance. That momentum has continued into the early
weeks of FY27.
The restoration of the dividend does not change the
discipline with which we manage capital. It reflects the
progress of the turnaround and the confidence that comes
from a stronger balance sheet, while preserving the capacity
to invest in the business and respond to changing conditions.
This balanced approach is essential to delivering sustainable
returns to shareholders over time.
A PERSONAL REFLECTION
This is my final letter to shareholders as Chair. I have served
Michael Hill as a director since 2014 and as Chair since June
2021. It has been a privilege to represent all of Michael
Hill’s shareholders during this time and to have worked
alongside the Hill family, my fellow directors, management
teams and the thousands of people who have helped shape
this remarkable business.
LETTER FROM
THE CHAIR
DEAR SHAREHOLDERS
FY26 marked an important turning point for Michael Hill.
After a challenging period for the business and the broader
retail sector, we have seen encouraging progress: sales
momentum has returned across our markets, profitability
and cash generation have improved, and the business is on
a stronger footing. From my perspective, whilst still at the
early stages of our business reset, the work undertaken
to simplify the business and sharpen execution is now
beginning to be reflected in our financial results.
The operating environment remains volatile. Cost-of-living
pressures continue to shape discretionary spending, while
interest rates, currency movements and commodity prices
remain variable across our markets. Ongoing conflict
and geopolitical tension have added further uncertainty
to energy costs, inflation and consumer sentiment. For a
global jewellery retailer, the near doubling of the gold price
over the past two years, the rapid evolution of laboratory-
grown diamonds and the accelerating impact of technology
reinforces the need to remain close to our customers and
agile in how we respond and adapt.
Against this backdrop, the challenge is to be decisive about
the future we are building while remaining flexible about
how we get there. Michael Hill is entering its next phase
with a clearer focus, a simpler operating model and a
determination to adapt quickly as conditions evolve.
FOCUSING ON WHAT MATTERS MOST
During FY26, we simplified the Group to focus on the two
brands where we see the greatest opportunity to create
value for our customers and shareholders: Michael Hill
and Bevilles. This has brought greater clarity, stronger
accountability and a more disciplined use of resources.
For Michael Hill, our ambition is to make modern luxury
accessible. The brand has almost five decades of heritage in
quality, creativity, service and trust. The opportunity now is
to build on those strengths by growing our customer base,
deepening relationships and ensuring every interaction feels
relevant, distinctive and personal. Our teams have sharpened
product curation, pricing, promotional discipline and market-
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
I am particularly grateful to Sir Michael, Lady Christine and
the Hill family for their support, friendship and stewardship.
The passing of Sir Michael Hill last year was a profound
loss to all of us within the broader Michael Hill community.
His entrepreneurial courage, creativity and instinctive
understanding of customers created the business that we
are privileged to serve today and his legacy endures in
our culture, our commitment to quality and design, and in
the belief that jewellery should help people celebrate the
moments that matter most. I, along with many of our team,
have cherished Michael’s mentorship, insights and relentless
challenge to set ambitious goals in business and life.
My intention had been to conclude my tenure mid-2025.
Given the significant changes facing the Group last year, I
agreed to remain longer to support continuity, oversee the
appointment of our new Chief Executive Officer and help
prepare the Company for its next chapter. There is no more
important decision a Board makes than the selection of the
CEO and I am delighted that we were able to attract Jonathan
Waecker to the role and the impact he is already making.
He has brought clarity, pace and strong retail discipline to
the organisation, and I have great confidence in him and the
leadership team he has assembled.
I am equally confident in Claudia Batten, who will succeed
me as Chair on 28 November 2026. Claudia brings strategic
insight, international and digital experience, energy, vision
and strong governance capability. We have worked closely
together in preparation for this handover, and I am confident
that she and Jonathan will form an outstanding leadership
partnership.
The appointments of Karen Bozic and Mark Bayliss further
strengthen the Company for the future. Karen brings deep
retail, consumer, transformation and operational experience,
while Mark contributes extensive audit, risk, governance and
turnaround expertise.
LOOKING AHEAD
We begin FY27 with a clearer strategy, stronger capabilities
and encouraging momentum. There will undoubtedly be
further uncertainty, but our priorities are well understood:
improve the productivity of our existing network, diversify
growth across markets and channels, strengthen gross profit
and deliver sustainable operating leverage.
Michael Hill was built on the belief that everyone deserves
to wear quality jewellery and feel special. With a committed
team, a revitalised strategy and strong new leadership, I
believe the Company is well placed to honour that heritage
and ensure a successful future.
Thank you for your continued support.
Regards,
Rob Fyfe
Chair
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ANNUAL REPORT 2026
CEO'S
MESSAGE
listening, to customers and to our team, got us there. The
first half was challenging, but the second half demonstrated
meaningful progress. It's still early in the reset, but we're
encouraged by the momentum that's building.
THE FY26 RESULTS DEMONSTRATE OUR TURNAROUND
STRATEGY IS WORKING
Sales grew in every market, comparable EBIT is up 57%, and
we've strengthened the balance sheet, restored the dividend,
and made progress against every one of our growth engines.
Canada delivered another record year, with same store sales
up 7.0% on a constant currency basis, and online sales up
22%. Australia saw same store sales grow 4.8%, and New
Zealand accelerated through the second half to finish the
year with same store sales up 3.6% on a constant currency
basis. Group revenue reached a record $655.7 million, and
comparable EBIT increased 57% to $24.0 million, on the
back of stronger sales, resilient margins despite gold trading
at record highs, and tighter cost control. Net debt came
down from $41.9 million to $5.5 million, and inventory
reduced while its productivity improved 13%.
We also made real progress against our growth engines.
Online is now by far our largest store in the Michael Hill
brand, up 10% for the year in constant currency. We're
partnering with Impact Analytics to bring AI into how we
forecast demand and plan inventory, and our own Retail
Assist tool, built in-house, now handles more than half of all
retail support enquiries, freeing our teams to spend more
time with customers.
THE PEOPLE BEHIND THE TURNAROUND
I want to thank our teams in our stores, our support offices,
and our distribution centres for the way they've come through
a year of real change. This turnaround belongs to them.
We're not even a full year into this reset, and there's plenty more
to do. But the direction is clear, our teams are energised, and I'm
genuinely excited about what comes next for Michael Hill.
Jonathan Waecker
Chief Executive Officer
FOLLOWING A YEAR OF SIGNIFICANT
CHANGE, I'M PROUD TO REPORT THAT
MICHAEL HILL DELIVERED A STRONG
TURNAROUND IN FY26, WITH RECORD
GROUP REVENUE, COMPARABLE EBIT
UP 57%, AND THE RESTORATION OF
DIVIDENDS TO OUR SHAREHOLDERS.
A NEW LEADERSHIP TEAM, IN PLACE
AND DRIVING THE RESET
We're focused on excellent retail fundamentals: listening to
our customers, and listening to our people. That starts with
a simple belief Michael Hill was founded on, that everyone
deserves to wear quality jewellery, to feel special wearing it,
and to feel genuinely welcome when they walk into one of
our stores. This year, we got back to that by focusing on what
has always made Michael Hill different: everyday modern
luxury, jewellery people can feel confident wearing, giving
and celebrating with, backed by the warmth of our New
Zealand heritage.
A SIMPLER BUSINESS
Following a strategic simplification of the brand portfolio,
we returned our focus to where it belongs, on profitably
growing Michael Hill. We simplified the business down to
two core brands, Michael Hill and Bevilles, so we could put
our full energy behind the ones that matter most.
A RENEWED FOCUS ON EXECUTION
We sharpened product curation and personalised ranges,
and tailored our go-to-market by market, recognising that
Australia, New Zealand and Canada are each different.
We clarified our price architecture, improved promotional
discipline, and strengthened the customer experience in
every store. It's not the kind of work that makes headlines,
but it's the work that compounds, and it's a meaningful part
of why the numbers moved the way they did this year.
THE BEVILLES RESET IS UNDERWAY
AND GAINING TRACTION
Same store sales, margin, and gross profit dollars all grew
year on year in the second half. New leadership, a clear
focus on the value segment, and a genuine commitment to
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
PERFORMANCE
HIGHLIGHTS
OPERATIONAL PERFORMANCE
KEY FINANCIAL PERFORMANCE
Simplified brand portfolio
Michael Hill refocused as the
core growth engine.
Bevilles reset gaining traction
Same store sales, margin and
gross profit dollars all grew
year-on-year in H2.
Sharper execution
Curated ranges, clearer price
architecture and stronger
promotional discipline.
New leadership team in place
Focused on retail fundamentals,
customers and our people.
$656M
Group revenue was
Up 4.1%
1
60.5%
Group margin
4
Flat to prior year
$10.0M
Statutory NPAT
Up 376% on prior year
Same store
sales
1
,
3
+5.2%
Canada
1
,
3
+7.0%
Australia
3
+4.8%
New Zealand
1
,
3
+3.6%
$24.0M
Comparable EBIT
2
Up 57% on prior year
$5.5M
Net Debt
Down $36.3m
on prior year
2 cents
Final Dividend
Compared to nil
in prior year
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
NOTES:
¹ On a constant currency basis.
² Comparable EBIT is an unaudited non-IFRS measure prepared on a normalised basis.
³ Same store sales reflect sales through store and online channels on a comparable trading day basis and are unaudited.
⁴ Excludes relevant one-off normalisations.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
KEY FACTS
TRADING RESULTS
%
Change
2026
$000’s
2025
$000’s
Group revenue1.9655,679643,655
Gross profit1.8396,341389,438
Comparable earnings
before interest and tax
Comparable (EBIT)*
56.724,04315,345
Net profit before tax
(NPBT)
706.817,6922,193
Net profit after tax
( N PAT )
376.19,9952,099
Net cash inflow from
operating activities
80.099,12555,071
FINANCIAL POSITION
%
Change
2026
$000’s
2025
$000’s
Contributed equity
(384,842,602
ordinary shares)
0.112,85812,850
Total equity1.5173,116170,619
Total assets(6.4)485,231518,395
Net (debt)/cash(86.8)(5,539)(41,852)
Capital expenditure40.014,18110,130
KEY RATIOS
20262025
Return on average shareholders
funds
5.8%1.2%
Gross margin **60.5%60.5%
Interest expense cover (times)2.31.1
Equity ratio35.7%32.9%
Working capital ratio2.8 : 13.5 : 1
Current ratio1.6 : 11.8 : 1
DIVIDENDS
20262025
Per Ordinary Share AU2.00c -
Times covered by net profit after
tax (paid / declared relating to
the year)
1.30 -
KEY INVESTOR RATIOS
20262025
Basic earnings per share2.60c0.55c
Diluted earnings per share2.52c0.53c
EBIT to sales4.7%2.9%
Return on average total assets2.0%0.4%
SEGMENT REVENUE GROWTH (LC)
20262025
Australia2.5%1.4%
New Zealand3.1%-5.0%
Canada7.3%3.4%
Group1.9%-0.2%
STORE NUMBERS
20262025
Australia
1
157 160
Canada 81 82
New Zealand 43 45
Total stores 281 287
SHARE PRICE AT YEAR END
20262025
Share price (ASX)AUD 0.33AUD 0.42
1
Includes 36 Bevilles stores (FY25 includes 37 Bevilles stores).
* Comparable EBIT is an unaudited non-IFRS measure, prepared on a normalised basis.
Refer to page 26 for an explanation of Comparable EBIT and a reconciliation to the statutory result.
** Excludes relevant one-off normalisations.
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ANNUAL REPORT 2026
2024
2025
2026
PERFORMANCE
YEAR ENDED 28 JUNE 2026
REVENUE BY COUNTRY
NEW ZEALAND
14.8%
AUSTRALIA
56.7%
CANADA
28.4%
AU$ MILLIONS
GROUP REVENUE
644.9
595.2
629.6
643.7
2025
2024
2023
2022
%
GROSS MARGIN**
60.6
64.7
64.2
60.5
2025
2024
2023
2022
AU$ MILLIONS
%
DIGITAL SALES
RETURN ON
AVERAGE ASSETS
47.9
(0.1)
41.9
9.3
41.3
6.7
50.9
0.4
2025
2024
2023
2023
2022
2022
AU$ MILLIONS
EBITDA
84.4
82.2
94.1
125.2
116.6
2026
2025
2024
2023
2022
AU$ MILLIONS
INVENTORY
195.8
189.7
181.5
203.3
199.1
2026*
2025*
2024*
2023*
2022
AU$ MILLIONS
COMPARABLE EBIT
15.9
62.9
58.9
15.3
24.0
2025
2026
2024
2023
2022
AU CENTS PER SHARE
ORDINARY DIVIDEND
1.75
0.0
2.0
7.5
7.5
2024
2026
2023
2022
AU$ MILLIONS
NET PROFIT FROM
OPERATING ACTIVITIES
AFTER TAX
10.0
46.7
35.2
(0.5)
2.1
2026
2025
2025
2024
2023
2022
%
(0.3)
25.3
18.3
1.2
2025
2024
2026
2023
RETURN ON AVERAGE
SHAREHOLDERS’ FUNDS
2022
*Includes Bevilles inventory
** Excludes relevant one-off normalisations
655.7
2026
5.8
57.0
2.0
2026
60.5
2026
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ANNUAL REPORT 2026
TREND STATEMENT
FINANCIAL PERFORMANCE (AUD)
2026
$’000
2025
$’000
2024
$’000
2023
$’000
2022
$’000
Group revenue 655,679 643,655 644,929 629,562 595,210
Earnings before interest, tax, depreciation and
amortisation (EBITDA)
94,108 84,392 82,241 116,607 125,180
Depreciation and amortisation 63,006 65,536 68,013 57,724 51,944
Earnings before interest and tax (EBIT) 31,102 18,856 14,228 58,883 73,236
Net interest paid 13,409 16,663 14,596 9,136 7,533
Net profit before tax (NPBT) 17,692 2,193 (368) 49,747 65,703
Income tax (7,697) (94) 111 14,565 18,991
Net profit after tax (NPAT) 9,995 2,099 (479) 35,182 46,712
Net operating cash flow99,125 55,071 37,773 80,072 111,574
Ordinary dividends paid during the year - - 20,915 30,719 25,239
FINANCIAL POSITION (AUD)
2026
$’000
2025
$’000
2024
$’000
2023
$’000
2022
$’000
Cash 14,461 10,248 20,174 20,867 95,844
Inventories 189,742 199,099 195,785 203,260 181,539
Other current assets 24,100 28,727 23,640 20,735 14,749
Total current assets 228,303 238,074 239,599 244,862 292,132
Other non-current assets 52,717 54,477 61,347 59,546 42,121
Deferred tax assets 53,149 56,911 52,507 49,118 58,552
Total tangible assets 334,169 349,462 353,453 353,526 392,805
Right-of-use assets 109,800 121,470 133,988 139,052 107,385
Intangible assets 22,039 28,240 38,580 36,215 10,989
Goodwill 19,223 19,223 19,223 17,695 -
Total assets 485,231 518,395 545,244 546,488 511,179
Total current liabilities 142,999 135,566 145,042 155,001 158,596
Non-current borrowings 20,000 52,100 58,900 12,500 -
Lease liabilities 126,469 141,385 114,303 117,518 91,386
Other long term liabilities 22,647 18,725 60,118 72,854 66,102
Total liabilities 312,115 347,776 378,363 357,873 316,084
Net assets 173,116 170,619 166,881 188,615 195,095
Reserves and retained profits 160,258 157,769 154,118 177,503 183,707
Paid up capital 12,858 12,850 12,763 11,112 11,388
Total shareholder equity 173,116 170,619 166,881 188,615 195,095
Basic earnings per share2.60c0.55c(0.12c)9.20c12.03c
Diluted earnings per share2.52c0.53c(0.12c)9.00c11.86c
Dividends declared per share (interim) - - AU1.75c AU4.0c AU3.5c
Dividends declared per share (final) AU2.00c - - AU3.5c AU4.0c
Net tangible asset backing$0.34 $0.32 $0.28 $0.35 $0.47
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ANALYTICAL INFORMATION (AUD)20262025202420232022
EBITDA to sales14.4%13.1%12.8%18.5%21.0%
EBIT to sales4.7%2.9%2.2%9.4%12.3%
Net profit after tax to sales1.5%0.3%(0.1%)5.6%7.8%
EBIT to total assets6.4%3.6%2.6%10.8%14.3%
Return on average shareholders funds5.8%1.2%(0.3%)18.3%25.3%
Return on average total assets2.0%0.4%(0.1%)6.7%9.3%
Working capital ratio 2.8 : 1 3.5 : 1 3.5 : 1 3.4 : 1 3.7 : 1
Current ratio 1.6 : 1 1.8 : 1 1.7 : 1 1.6 : 1 1.8 : 1
EBIT interest expense cover2.31.11.05.99.7
Effective tax rate43.5%4.3%30.2%29.3%28.9%
Net borrowings to equity3.2%24.5%23.2%(4.4%)(49.1%)
Equity ratio35.7%32.9%30.6%34.5%38.2%
Shares issued at year end excl Treasury 384,842,602 384,819,276 384,623,963 379,688,884 388,285,374
Exchange rate for translating:
- New Zealand results1.16 1.11 1.09 1.09 1.06
- Canadian results 0.94 0.89 0.92 0.90 0.92
STORE NUMBERS20262025202420232022
Australia 157 160 171 172 147
Canada 81 82 85 86 85
New Zealand 43 45 44 46 48
TOTAL STORES 281 287 300 304 280
"This year, we returned to the fundamentals of our business: putting
customers first, simplifying how we operate, and focusing on quality
jewellery that people can wear and give with confidence. These changes
have strengthened performance across the Group, with sales growth in
every market, improved profitability and the restoration of dividends
for shareholders. While there is more work ahead, FY26 represents an
important step in our turnaround, and I am proud of what our team has
achieved through a year of significant change."
JONATHAN WAECKER
Chief Executive Officer
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CIRCULARITY
The Group continues to advance jewellery circularity through
our Re:Cycle and Re:Store programs. Re:Cycle enables
customers to return gold jewellery for recycling into the
precious metals supply chain. Re:Store helps extend the life of
jewellery through repair services, including non-Group pieces.
In FY26, we completed 311,857 repairs and services
across Michael Hill and Bevilles, supporting a more circular
approach to jewellery ownership. Repairs of non-Michael
Hill jewellery increased by more than 210% year-on-year,
enabling more customers to restore and continue wearing
existing jewellery. Strong product quality and proactive
maintenance services continued to support product
longevity, reinforcing our commitment to craftsmanship,
durability and responsible consumption.
RESPONSIBLE SUPPLIERS
The Group continued to advance its Responsible Suppliers
goal across both jewellery and non-jewellery supplier
categories. During FY26, we refined and expanded the
globally recognised standards used to support responsible
sourcing and promote greater transparency across our
supply chain. These standards help uphold ethical labour
practices, safe working conditions and environmental
sustainability. At year end, ~90% of jewellery suppliers,
representing 99.7% of jewellery supplier spend, met our
responsible sourcing expectations.
GREAT PLACE TO WORK
The Group maintained its position as a highly engaged
workplace, with workforce engagement increasing to 84%
during FY26. We continued to strengthen our people
capability through leadership development programs,
enhanced performance development and initiatives designed
to support employee growth and success.
Elodie Guillaumond
Chief Financial Officer
AT MICHAEL HILL GROUP, WE ARE
COMMITTED TO CONTINUALLY IMPROVING
HOW WE SOURCE AND MAKE OUR
PRODUCTS, REDUCE OUR IMPACT
ON THE PLANET AND CONTRIBUTE
MEANINGFULLY TO THE COMMUNITIES
IN WHICH WE OPERATE. WE AIM TO
MOVE OUR BUSINESS TOWARDS A
MORE SUSTAINABLE, INNOVATIVE AND
RESPONSIBLE FUTURE.
ESG REPORTING
This year we have published our first mandatory climate-
related disclosure report in accordance with the Australian
Sustainability Reporting Standard AASB S2. The report sets
out the Group’s governance, risk management processes,
strategy, metrics and targets used to oversee and manage
climate-related risks and opportunities. The Sustainability
Report can be found on pages 106 to 122 of this Annual
Report.
THE MICHAEL HILL FOUNDATION
During FY26, the Group continued to support our
commitment to empowering women and nature restoration
through the Michael Hill Foundation. Under the empowering
women initiative, the Foundation continued its partnerships
with The Salvation Army, Women’s Refuge, The Period Purse
and the Collective Good Foundation, supporting women’s
safety, economic opportunity, health and hygiene. Continuing
our nature restoration work, we launched our partnership
with Veritree in October 2025, replacing our previous
tree planting partner. Through Veritree we have planted
over 167,000 trees during FY26. These efforts support
reforestation projects in Canada, New Zealand and Australia,
helping restore ecosystems, support wildlife and engage
local communities.
NET ZERO SCOPE 1 AND SCOPE 2 EMISSIONS
The Group achieved its net zero Scope 1 and 2 emissions
target at the end of 2025 and maintained this position
throughout FY26. 100% of the Group’s electricity usage
across all stores and corporate sites was matched with
electricity produced from certified renewable sources.
Certified carbon credits were purchased to offset the
small amount of residual operating emissions not related
to electricity use. Further details are provided in the
Sustainability Report on pages 106 to 122.
SUSTAINABILITY
SNAPSHOT
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RESPONSIBLE SUPPLIERS
100% of all suppliers meet our expectations on
their social and environmental impacts by 2030
EMPOWERING WOMEN
We will deliver initiatives and develop partnerships
focused on empowering and supporting women
from 2024
GREAT PLACE TO WORK
We will maintain a leading workforce engagement
score of greater than 80% from 2024
CONFLICT FREE
We will only use conflict free natural diamonds sourced
in accordance with the Kimberly Process and precious
metals sourced in accordance with the OECD Due
Diligence Guidance in our jewellery products by 2027
CIRCULARITY
We will increase precious metals circularity by
using recycled precious metals in our products
and operating circularity programs by 2027
LOWER IMPACT GEMSTONES
We will increase our offering of jewellery products made
with lower impact gemstones from sustainable
lab-grown or other responsible sources by 2027
ZERO CARBON OPERATIONS
We will achieve net
zero carbon operations (scopes 1 & 2) by 2025
NATURE POSITIVE
We will contribute to the restoration and
conservation of the natural environment from 2024
ELIMINATE WASTE
We will send zero waste to landfill and eliminate
single use plastic from our packaging by 2027
PRODUCT
100% OF OUR PRODUCTS
WILL BE SUSTAINABLE,
RESPONSIBLE OR CIRCULAR
PLANET
WE WILL NURTURE
NATURE AND REDUCE
OUR NEGATIVE IMPACTS
TO NET ZERO
PEOPLE
WE WILL IMPROVE THE
LIVES OF PEOPLE ACROSS
OUR VALUE CHAIN
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GROUP 2030
SUSTAINABILITY STRATEGY
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Her experience spans leading finance transformation
programs, improving operational efficiency and margin
performance, and supporting disciplined capital allocation.
Elodie brings strong commercial acumen, a collaborative
leadership style, and a deep focus on sustainable value
creation to support Michael Hill’s long-term growth
and profitability.
TONIA ZEHRER
CHIEF PRODUCT OFFICER
Tonia Zehrer is a globally
experienced product and retail
executive with a distinguished
career spanning jewellery,
fashion, and large-scale consumer
businesses. She joined Michael
Hill as Chief Product Officer in
January 2026, bringing deep expertise in product strategy,
merchandising, brand, and customer-led innovation
developed across some of the world’s most established
retail organisations.
Tonia has held senior leadership roles across global and
multi-brand retailers, most notably as Senior Vice President
and Chief Merchandising Officer at Signet Jewelers, the
world’s largest retailer of diamond jewellery, where she
led enterprise-wide product and merchandising strategies
across multiple brands and markets. Earlier in her career,
she held executive and senior leadership positions in the
US, Africa and Europe, including at Sears Holdings and
Edgars Department Stores, building a strong reputation
for shaping differentiated assortments, driving commercial
performance, and translating consumer insight into
compelling product experiences.
She is recognised for combining creative vision with
analytical rigour, delivering product portfolios that are
both emotionally resonant and commercially disciplined.
Tonia’s leadership style is grounded in collaboration,
craftsmanship, and innovation, with a focus on evolving
product relevance for modern consumers while honouring
brand heritage – capabilities that strongly support Michael
Hill’s strategic direction and long-term growth ambitions.
EXECUTIVE
LEADERSHIP TEAM
JONATHAN WAECKER
CHIEF EXECUTIVE OFFICER
Jonathan Waecker is a globally
experienced executive with a
proven track record in retail,
brand, digital, customer
experience, and business
transformation. He joined Michael
Hill as Chief Executive Officer in August 2025, bringing
deep commercial and consumer expertise developed at
some of the world’s most recognisable brands.
Jonathan has held senior leadership roles across retail and
consumer industries, most recently as Chief Customer &
Sales Officer at The Warehouse Group in New Zealand.
Earlier in his career, he held global executive positions at
The Walt Disney Company and Yahoo, where he led large-
scale teams across brand, digital, and customer innovation.
He is recognised for delivering transformational growth,
building customer-centric cultures, and leading complex
organisations through change. His recent work has focused
on helping retailers unlock new value through technology,
data, and media partnerships. Jonathan is widely regarded
for his commercial acumen, digital expertise, and customer-
focused leadership approach, aligning strongly with
Michael Hill’s strategic priorities and future opportunities.
ELODIE GUILLAUMOND
CHIEF FINANCIAL OFFICER
Elodie Guillaumond joined
Michael Hill as Chief Financial
Officer in February 2026. She
is a highly accomplished global
finance executive with more than
20 years’ experience across listed
and private sector organisations in
Australia and internationally.
Elodie began her career with PwC as an Auditor, where
she built a strong foundation in financial controls, risk
management and governance frameworks. She has since
held senior leadership roles with Ampol Australia, Amart
Furniture, Coles Supermarkets and British American
Tobacco. She has delivered strategic financial leadership,
transformation and strong governance across complex,
consumer-focused businesses.
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a Financial Accountant, and also gained solid shop floor
experience during his tenure.
Matt has strong technical skills and a track record of
developing an effective team focused on business alignment.
Matt’s career has seen him lead significant technology and
infrastructure programs, covering Microsoft Dynamics, Infor,
Oracle and JDE. He has helped retail businesses implement
and embrace data warehousing, with his first Microsoft-
based implementation as far back as 2004. The Michael
Hill advanced data warehouse went live in 2016, and his
team continually evolve our data platforms to align with the
strategic shifts across the business.
TABITHA PEARSON
CHIEF PEOPLE OFFICER
Tabitha Pearson joined Michael
Hill in May 2024 as Chief
People Officer.
With 30 years’ experience in
people and culture across a
number of ASX-listed companies,
including Bunnings, Super Retail Group, Myer and G8
Education, Tabitha’s strength lies in her commercial and
people-driven approach. She is experienced in leading large
and diverse teams, integrating large-scale acquisitions, and
implementing modern people and culture strategies. She
has a focus on building capability and talent, while driving a
strong performance culture in organisations.
With a workforce of ~3,000 people across Australia,
New Zealand and Canada, Tabitha’s experience leads the
Company’s strategic priority of attracting, retaining and
developing top quality teams across the group.
Tabitha holds a Bachelor of Arts in Psychology and a Post
Graduate Diploma in Human Resources and
Industrial Relations.
JO FEENEY
CHIEF MARKETING OFFICER
Jo Feeney joined Michael Hill in
March 2021 as Chief Marketing
Officer to lead the revitalisation
and growth of the company’s brand,
delivering end-to-end marketing
strategies in an omnichannel
environment. Jo is responsible for shaping the company’s
messaging, delivering an outstanding experience to the
Michael Hill customer across both digital and traditional
marketing channels and leading the vision for a world-class
loyalty program.
Jo brings with her over 20 years’ experience in both local and
global organisations (including Woolworths, Telstra, Foxtel and
McDonald’s), specialising in strategic brand building, end-to-end
marketing communications and driving key customer growth
strategies across channels. In her most recent role as Director
of Marketing at McDonald’s Australia, she was responsible for
marketing, brand and media strategies and driving commercial
growth through innovation and reimagination of the brand.
Jo is also a recognised leader in creativity – winning multiple
awards both locally and internationally. She brings a fresh
approach to driving the future growth of the brand through a
lens of commercial creativity.
Jo left the Group in August 2026 and we thank her for her
dedication and support during her tenure.
MATT KEAYS
CHIEF TECHNOLOGY OFFICER
Matt Keays joined Michael Hill
in June 2015, bringing with
him extensive international IT
experience in the retail space.
Prior to joining the company,
Matt led the global IT strategy
for Forever New as their General Manager Information
Technology, and prior to that worked as Chief Information
Officer for Super Amart, where his final project was
successfully leading a full-scale disaster recovery process
after the Queensland floods in 2011. He also worked for
leading national footwear and apparel company, Colorado
Group, after enjoying his long retail apprenticeship with
11 years at Country Road, where he worked initially as
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KEY FINANCIAL RESULTS
• Group revenue reached a record $655.7m (FY25:
$643.7m), up +1.9% on prior year, and up +4.1% on a
constant currency basis.
• Same store sales
1
(SSS) growth of +3.0% on prior year,
and +5.2% on a constant currency basis with the first
half momentum continuing through the second half:
‐Canada delivered another record performance, with
SSS up +7.0% on prior year.
‐Australia delivered a strong performance, with SSS up
+4.8% on prior year.
‐ New Zealand delivered a marked acceleration from Q2,
with SSS up +3.6% on prior year.
• Online sales grew to 8.7% of total sales.
• Gross margin
2
held flat at 60.5%, demonstrating
the Group's ability to offset elevated precious
metal costs while consumers continue to navigate
cost-of-living pressures.
• Cost of Doing Business
3
% (CODB) as a percentage of
revenue is down 70 bps to 57.1% (FY25: 57.8%).
• Comparable Earnings Before Interest and Tax (EBIT)
4
of
$24.0m (FY25: $15.3m), up 57% on prior year.
• Statutory Net Profit After Tax (NPAT) of $10.0m
(FY25: $2.1m), up 376% on prior year.
• Group inventory levels reduced by $9.4m to $189.7m,
a reduction of 4.7% on prior year.
• Group net debt position of $5.5m (FY25: $41.9m),
a $36.3m improvement on prior year.
• Final dividend declared of 2.0cps (FY25: nil).
1
Same store sales reflect sales through store and online channels on a
comparable trading day basis and are unaudited.
2
Excludes relevant one-off normalisations.
3
Cost of Doing Business is an unaudited non-IFRS measure calculated on a
normalised basis and excludes foreign exchange gains/losses.
4
Comparable EBIT is an unaudited non-IFRS measure prepared on a normalised
basis. Further information on the reconciliation of comparable to the statutory
result is contained in the Directors’ report and investor presentation.
DIRECTORS’
REPORT
The Directors present their report on the consolidated entity
(referred to hereafter as the ‘Group’) consisting of Michael
Hill International Limited ACN 610 937 598 (‘Michael
Hill International’ or the ‘Company’) and all controlled
subsidiaries for the 52 week period ended 28 June 2026.
PRINCIPAL ACTIVITIES
The Group operates predominately in the retail sale of
jewellery and related services sector in Australia, Canada
and New Zealand.
There were no significant changes in the nature of the
Group’s activities during the year.
DIVIDENDS
As a result of the improvement in operating performance
and the strength of the Company's balance sheet, the Board
has decided to declare a final dividend of AU2.0 cents per
share, partially franked (50%) for Australian purposes, with
partial New Zealand imputation credits (50%) and with
conduit foreign income. This decision reflects the Board's
increased confidence in the progress of the turnaround and
the Group's focus on building a simpler, stronger, and more
sustainable business.
Dividends paid to members during the financial year were
as follows:
2026
$’000
2025
$’000
No final dividend was declared
for the year ended 29 June
2025 (2024: no final dividend
declared)
--
No interim dividend was
declared for the year ended 28
June 2026 (2025: no interim
dividend declared)
--
Final dividend was declared for
the year ended 28 June 2026
(2025: nil)
7,697-
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ANNUAL REPORT 2026
supporting stronger sales performance. Our proprietary
Retail Assist AI now powers over 50% of all retail support
enquiries, providing instant knowledge to teams to better
focus on customers.
As part of the strategic simplification announced at our
Investor Day on 14 April 2026, the Group undertook decisive
action to focus on its two core brands, Michael Hill and
Bevilles. As a result, the Group recognised non-cash write-
offs of $6.1m, largely relating to the closure of Medley and
TenSevenSeven which has been excluded from Comparable
EBIT. This simplifies the Group's operating model and allows
management to concentrate resources and attention on
driving profitable growth across its core brands.
Group inventory reduced by $9.4m to $189.7m, down
4.7% on the prior year, reflecting a deliberate plan to
improve stock productivity. Group Gross Margin Return On
Investment (GMROI) improved 13% over the year, meaning
the reduction was driven by better inventory management
and stronger clearance sell-thru. The Group activated a
partnership with Impact Analytics to build AI-driven demand
forecasting and planning, further improving inventory
productivity and allocation across the network.
The Group ended the year with closing net debt of $5.5m
(FY25: $41.9m), a material improvement of $36.3m on
the prior year, reflecting disciplined cash and working
capital management through the year, including successful
negotiation of new supplier terms with a key partner.
The year saw the successful opening of four MH
flagship stores: Rundle Mall, Adelaide (refurbishment),
Bondi Junction, Sydney (new store), Yorkdale, Toronto
(refurbishment), and Pacific Centre, Vancouver (new store);
with all stores incorporating our new brand design and a
modernised in-store customer experience, with the refit
programme delivering improvements in average transaction
values and conversion rates above the network average.
During the year, the store network reduced by a net total
of six stores, taking the network to 281 across all markets
(FY25: 287).
During the year, the business successfully refinanced its
existing debt facility on improved margins for an additional
two years, with its long-term banking partner, ANZ and
introduced a new lender, CBA. In addition, the business
remained committed to a reduced capital expenditure
profile relative to historical levels, reducing the inventory
profile across the business and implementing working
capital efficiencies.
FY26 – GROUP BUSINESS &
FINANCIAL PERFORMANCE
FY26 marked the beginning of a significant strategic and
operational turnaround for the Michael Hill Group. Under
new leadership, the Group has undertaken a strategic
simplification of the business, sharpening its focus on its
two core brands, Michael Hill and Bevilles. Building on this
simplification, the Group has strengthened retail operating
discipline and decision-making, refined its go-to-market
strategies and strengthened its focus on customer outcomes.
Together, these initiatives have generated meaningful
momentum across the business and underpinned the
improved performance delivered in FY26.
The Group delivered a materially stronger operating
performance in FY26, with Comparable EBIT increasing
57% to $24.0m (FY25: $15.3m) against a challenging
macroeconomic environment. The result reflected stronger
sales, resilient gross margins despite elevated gold input
costs, and disciplined management of operating expenses
in an inflationary environment. These factors combined to
improve operating leverage, increase cash generation and
strengthen returns.
Group revenue grew to a record $655.7m (FY25: $643.7m),
up 1.9% on the prior year and 4.1% on a constant currency
basis. Same store sales grew 3.0%, and 5.2% on a constant
currency basis, with the positive momentum of the first
half continuing through the second half, and every market
delivering same store sales growth.
Online is a key growth engine, and grew 10% in Michael
Hill on a constant currency basis, materially ahead of the
physical network and with Canada again the standout with
22% growth. Our digital channel is now by far the largest
store in the Michael Hill brand and is increasingly where
customers discover and buy. For the Group, online now
represents 8.7% of total revenue, growth was driven by
improvements to the digital experience, which uplifted both
conversion and average transaction sales. With penetration
still below that of many comparable peers, management
believes there is significant runway for further growth.
Gross margin of 60.5% was in line with the prior year,
demonstrating the Group's ability to offset elevated
precious metal costs, including gold achieving multiple
record highs, through a stronger product mix and
disciplined pricing execution.
As a percentage of revenue, Group Cost of Doing Business
(CODB) reduced by 70bps to 57.1% (FY25: 57.8%). The
improvement reflected disciplined cost management across
the Group, which enabled reinvestment in team while
DIRECTORS’ REPORT,
CONTINUED.
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ANNUAL REPORT 2026
SEGMENT RESULTS
The results below are expressed in local currency.
AUSTRALIAN RETAIL PERFORMANCE
20262025202420232022
OPERATING RESULTS (AU $’000)
Revenue371,787362,646359,102331,007303,409
Gross profit225,826215,446217,074211,823196,936
Gross margin60.7%59.4%60.4%64.0%64.9%
Comparable EBIT36,27026,98729,56853,54951,750
Comparable EBIT as a % of revenue9.8%7.4%8.2%16.2%17.1%
Number of stores157160171172147
Retail segment revenue increased by 2.5% to $371.8m (FY25: $362.6), and same store sales increased by 4.8% for the year, with
second half same store sales up by 4.4% on the prior comparable period.
Gross margin increased by 130 bps to 60.7% (FY25: 59.4%), driven by disciplined pricing, an improved product mix and a continued
focus on profitable growth, demonstrating the ability to increase sales without compromising margin. Higher sales and gross margin
drove a healthy uplift in gross profit, largely underpinning the improvement in Australian Comparable EBIT.
Within this result, the Bevilles business gained traction with a clear inflection between the halves, demonstrating the effectiveness of
the brand’s turnaround strategy. After year-on-year declines in the first half, same store sales, gross margin, and gross profit dollars all
returned to growth in the second half, with same store sales up 5.8% in FY26H2 against a 4.6% decline in FY26H1, gross margin grew
by 660 basis points in FY26H2 vs FY26H1.
The Australian store network finished the year with 157 stores, including 36 Bevilles stores (FY25: 160 including 37 Bevilles stores),
with 4 store closures (Michael Hill: 3, Bevilles: 1) and one new store for Michael Hill.
CANADA RETAIL PERFORMANCE
20262025202420232022
OPERATING RESULTS (CA $’000)
Revenue174,229162,368157,094158,894159,661
Gross profit105,13197,58395,222100,531103,623
Gross margin60.3%60.1%60.6%63.3%64.9%
Comparable EBIT21,92918,85318,77527,11028,785
Comparable EBIT as a % of revenue12.6%11.6%12.0%17.1%18.0%
Number of stores8182858685
Retail segment revenue increased by 7.3% to CA$174.2m (FY25: CA$162.4m), and same store sales increased by 7.0% for the
year, with second half same store sales up by 7.6% on the prior comparable period. This segment delivered another year of record
sales, reflecting the effectiveness of our strategy, the strength of the proposition and the commitment of our team members.
Gross margin improved by 20 bps to 60.3% (FY25: 60.1%), achieved through targeted country-specific go-to-market initiatives.
The Canadian segment delivered particularly strong growth in bridal sales, outpacing other segments and supporting the
acquisition of higher-value customers. This performance is strategically important, as bridal customers typically generate higher
lifetime value and support future purchasing across multiple categories, contributing to sustained profitable growth over time.
It remains our fastest-growing market and our clearest growth opportunity. During the year we opened a new flagship store at
Pacific Centre in Vancouver, our second Canadian flagship, reflecting the confidence we have to invest in growth with a focus on
extending this momentum.
During the year, one store opened and two stores closed, resulting in 81 stores at year end (FY25: 82).
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ANNUAL REPORT 2026
NEW ZEALAND RETAIL PERFORMANCE
20262025202420232022
OPERATING RESULTS (NZ $’000)
Revenue112,435109,047114,785132,359125,090
Gross profit65,26563,56668,45381,96179,288
Gross margin58.0%58.3%59.6%61.9%63.4%
Comparable EBIT14,04713,71414,53825,62230,130
Comparable EBIT as a % of revenue12.5%12.6%12.7%19.4%24.1%
Number of stores4345444648
Retail segment revenue increased by 3.1% to NZ$112.4m (FY25: NZ$109.0m), and same store sales increased by 3.6% for the
year. The second half delivered marked acceleration in growth, with same store sales up by 5.6% on the prior comparable period.
The performance reflects the decision to fund investment into teams and customer-facing initiatives enhancing the customer
experience and supporting sales growth.
Gross margin was 58.0% (FY25: 58.3%), reflecting a deliberate focus on adapting our offer to the trading environment. This was
balanced with a higher contribution from bridal, which delivered strong growth in both sales and gross profit.
During the year, two stores closed, resulting in 43 stores at year end (FY25: 45).
CHAIR SUCCESSION
As part of our broader reset, we are also refreshing skills and capability across both the Executive team and the Board, with
succession planning a key focus.
Rob Fyfe has advised the Board of his intention to retire as a Director and Chair of the Company, effective 28 November 2026. The
Board has appointed current Non-Executive Director Claudia Batten to succeed Mr Fyfe as Chair from 28 November 2026.
DIRECTORS’ REPORT,
CONTINUED.
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ANNUAL REPORT 2026
RISK MANAGEMENT
The Board believes that a strong risk management framework supports the Group’s growth and success. The Group regularly
reviews its risk environment and has identified the following at risk areas and mitigating strategies:
RISKSTRATEGIES AND MITIGATION
The Group continues to operate in a volatile,
dynamic and uncertain global environment.
Ongoing disparity in the timing of economic
recovery in the countries we operate in, coupled
with shifting geopolitical risks, may adversely
affect consumer confidence, discretionary
spending and margin resilience across the Group's
markets. Within the jewellery sector, several
external pressures are intensifying. Collectively,
these factors may impact the Group's ability to
execute its strategic initiatives effectively.
The Group monitors trading conditions and financial impacts of country performance
through executive governance and Board reporting. The Group has a growth strategy
that embraces omni-channel expansion and strategic acquisitions in markets that limit
cannibalisation of sales and focusses on improving the customer experience. Furthermore,
there is executive oversight of all drivers, both internal and external, and prudent policy
execution and governance mechanisms to respond accordingly.
Increase in cyber-attacks disrupting operations
and increased reliance on third-party platform
providers to have robust cyber controls.
The Group has tasked the Technology Governance Committee to oversee its response
to cyber risk and the maturing of our cyber resilience. The Group continues to invest in
new technologies and remove vulnerable points of attack throughout its digital network.
External partners have been engaged to uplift our capabilities, including both proactive
and reactive responses to cyber-attacks. Penetration testing and disaster recovery planning
are built into our operating rhythm to further prepare and respond to attacks.
The rapid evolution of artificial intelligence
creates governance, data management, and
internal and external experience and benefits
realisation risks if adoption is not appropriately
controlled and aligned to strategy.
The Group has tasked the Technology Governance Committee to oversee its governance and
management of artificial intelligence. Artificial intelligence is an enabler of business growth
and maturity and risks are managed in line with achieving our strategic objectives whilst
having appropriate governance mechanisms in place, including centre of excellence and use of
third party tools.
Theft appeal of our product increases during
periods of financial hardship and uncertainty.
The high-impact nature of these crimes may
place team members and customers at risk and
result in financial loss, operational disruption
and damage to property.
The safety and security of our staff and customers is our most important priority. We are
investing in initiatives and processes which improve the overall security of our stores and
contribute to the safety of our staff and customers. We are working with both local and
national law enforcement bodies and other external parties to better the overall retail
environment for our staff and customers. The Group continues to operate a dedicated
executive led taskforce responding to the increasing escalation of theft and violence in all
operating environments, with the remit of developing tailored and appropriate actions to
keep our team members and customers safe.
Competition between mined and laboratory
created diamonds, vendor consolidation and
changing market perceptions may impact
pricing of our range and could influence
consumer behaviours to the detriment of one or
both precious stones.
The Group regularly reviews its product range to ensure it satisfies consumer demand
and offers choices in the markets we operate. This is supported by a long-standing vendor
relationships with key jewellery manufacturers and buyers who have global insights
and can advise on market trends. Further, the Group has vendor and product strategies
focused on market demand, margin management and product education. Both mined and
laboratory created diamonds feature in our core range and collections targeted to specific
consumer preferences.
Breach of regulation or law in one of our
jurisdictions in an increasingly complex
compliance environment.
The Group has in-house legal and compliance teams who are focused on compliance in
our three markets and utilise external firms for specialised advice when required. Any
new legislative requirements or rectification initiatives have dedicated teams focused on
ensuring our compliance and training our teams appropriately.
Ability to respond to rapidly changing customer
demographics, requirements and behaviours.
The Group regularly conducts range reviews to ensure product mix is on trend and meets
customer demands and customer demographics. We are investing in customer and product
analytic platforms to better understand our current and future customers and tailoring our
channels and product mix to meet the desired customer demands.
26
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
NON-IFRS FINANCIAL INFORMATION
This report contains certain non-IFRS financial measures
of historical financial performance. Non-IFRS financial
measures are financial measures other than those defined
or specified under all relevant accounting standards. The
measures therefore may not be directly comparable with
other companies' measures. Many of the measures used are
common practice in the industry in which the Group operates.
Non-IFRS financial information should be considered in
addition to, and is not intended to be a substitute for, or more
important than, IFRS measures. The presentation of non-
IFRS measures is in line with Regulatory Guide 230 issued by
Australian Securities and Investments Commission (ASIC) to
promote full and clear disclosure for investors and other users
of financial information, and minimise the possibility of those
users being misled by such information.
The measures are used by management and directors for the
purpose of assessing the financial performance of the Group
and individual segments. The directors also believe that these
non-IFRS measures assist in providing additional meaningful
information on the drivers of the business, performance and
trends, as well as the position of the Group. Non-IFRS financial
measures are also used to enhance the comparability of
information between reporting periods by adjusting for non-
recurring or controllable factors which affect IFRS measures,
to aid the user in understanding the Group's performance.
Consequently, non-IFRS measures are used by the directors
and management for performance analysis, planning,
reporting and incentive setting. These measures are not
subject to audit.
The non-IFRS measures used in describing the business
performance include:
• Comparable EBIT
• Cost Of Doing Business (CODB)
• Gross Margin
• Gross Margin Return On Investment (GMROI)
COMPARABLE EBIT
Comparable EBIT has been calculated as follows:
2026
$’000
2025
$’000
Profit before income tax17,6922,193
Finance expenses (excluding
interest on lease liabilities)
3,9795,739
Interest income(296)(243)
Impact of AASB16 Leases(2,322)(264)
Impact of IFRIC SaaS-related
guidance
(2,488)929
Litigation judgement(313)(3,031)
Strategic review and
simplification
6,128-
Brand impairment-7,400
Bevilles integration costs-1,029
Transition costs1,088436
Employee restructure costs5751,157
Comparable EBIT24,04315,345
ENVIRONMENTAL REGULATIONS
AND CLIMATE REPORTING
The Group has determined that its operations are not subject to
any particular and significant environmental regulation requiring
disclosure in this Directors’ Report. The Directors continue to
monitor the Group’s compliance with applicable environmental
laws and regulatory requirements. The Group’s FY26
Sustainability Report contains the Group’s climate statements
prepared in accordance with the Corporations Act 2001 (Cth) and
Australian Sustainability Reporting Standard AASB S2 Climate-
related Disclosures. The Sustainability Report has been separately
released and lodged in accordance with applicable requirements
and is available at https://investor.michaelhill.com/financial-
reports/annual-reports. It includes the directors’ declaration and
the auditor’s report in respect of the Sustainability Report.
Under the Financial Markets Conduct (Climate-related Disclosures
for Overseas Climate Reporting Entities) Exemption Notice 2026
(New Zealand) (Notice), Michael Hill International Limited relies on
the exemption in clause 6 of the Notice for FY26. The effect of the
exemption is that the Company is not required to prepare climate
statements under the New Zealand climate-related disclosure
regime for FY26. The Group’s FY26 Sustainability Report,
prepared under the Australian reporting regime, is available at
https://investor.michaelhill.com/financial-reports/annual-reports.
DIRECTORS’ REPORT,
CONTINUED.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
INFORMATION
ON DIRECTORS
Information on the directors of Michael Hill International Limited in office
during the financial year and until the date of this report (unless otherwise
noted) are set out below.
ROBERT FYFE
CNZM, BE(Hons), DCom,
DistFEngNZ
EXPERIENCE AND
DIRECTORSHIPS
Rob was appointed as a director
of the Company on 9 June 2016
having previously served as director
of Michael Hill’s listed entity in New
Zealand commencing 6 January 2014. He was appointed
Chair of the Board in June 2021. Prior to joining the
Company, Rob served as CEO of Air New Zealand between
2005 and 2012, a period that saw a resurgence of Air New
Zealand to become one of the most recognised and awarded
airlines in the world and one of the best performers in a
tough industry. Rob also has extensive general management
and board experience in various retail businesses operating
in New Zealand, Australia and Great Britain, across sectors
including retail banking, telecommunications, pay television,
sport, manufacturing and outdoor apparel. In 2015 Rob
was awarded an Honorary Doctor of Commerce from
University of Canterbury and on New Year’s Eve 2020, Rob
was appointed as a Companion of the New Zealand Order of
Merit for services to business and tourism.
Rob is also a director of Air Canada. He has not had any other
directorships of listed entities in the last three years.
SPECIAL RESPONSIBILITIES
Chair
Non-Executive and Independent Director
Member of ARMC
Member of PDRC
DIRECTOR'S INTERESTS IN SHARES AND OPTIONS
1,953,578 Ordinary Shares
SIR RICHARD (MICHAEL) HILL
K.N.Z.M.
EXPERIENCE AND
DIRECTORSHIPS
Sir Michael was the founder of
Michael Hill, and his visionary
leadership laid the foundation for
the Company's listing on the New
Zealand Stock Exchange (NZX) in 1987 and
successful international expansion. Sir Michael's dedication
to the jewellery retailing industry and his commitment to
excellence was evident throughout his career. He had 23
years of jewellery retailing experience before establishing
Michael Hill in 1979, and his strategic decisions and
innovative approaches have played a significant role in the
growth and success of Michael Hill. Sir Michael led the
Group as Chairman from when it listed on NZX in 1987 until
2015, and was appointed a director of the Company on 9
June 2016 until his passing on 29 July 2025. Sir Michael's
contribution to both business and the arts has been widely
recognised and celebrated. In 2008, he was recognised as
Ernst & Young's 'Entrepreneur of the Year' and in 2011 was
appointed a Knight Companion of the New Zealand Order
of Merit for services to business and the arts. His leadership
inspired those within the company and the industry as
a whole.
Sir Michael was not a director of any other listed entities and
did not have any directorships of listed entities in the last
three years.
SPECIAL RESPONSIBILITIES
Non-Executive Director
DIRECTOR'S INTERESTS IN SHARES AND OPTIONS
Nil Ordinary Shares
28
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
EMMA HILL
B.Com, M.B.A.
EXPERIENCE AND
DIRECTORSHIPS
Emma was appointed as a
director of the Company on
9 June 2016 having previously
served as director of Michael Hill's
listed entity in New Zealand commencing 22 February 2007.
She served as Deputy Chair of the Group from 2011 until
2015 and as Chair from 2015 until June 2021. Emma has
over 30 years' experience working in various roles within
the Group, commencing on the shop floor in Whangarei,
New Zealand. She held a number of management positions
in the Australian company before successfully leading
the expansion of the Group into Canada as Retail General
Manager in 2002. Emma holds a Bachelor of Commerce
degree and an MBA from Bond University.
Emma is not a director of any other listed entities and has
not had any directorships of listed entities in the last
three years.
SPECIAL RESPONSIBILITIES
Non-Executive Director
Chair of PDRC
DIRECTOR'S INTERESTS IN SHARES AND OPTIONS
167,487,526 Ordinary Shares
GARY SMITH
B.Com, F.C.A., F.A.I.C.D.
EXPERIENCE AND
DIRECTORSHIPS
Gary was appointed as a director
of the Company on 24 February
2016 having previously served as
director of Michael Hill's listed entity
in New Zealand commencing 2 November 2012. Gary has
extensive director experience across a range of boards and
tourism related industry bodies. He is Chairman of Flight
Centre Travel Group Ltd, one of Australia's top public
companies and is a member of their Audit and Remuneration
sub-committees. He is also a director of the National Roads
and Motorists' Association (NRMA) and is a Chartered
Accountant and a Fellow of the Australian Institute of
Company Directors.
Gary is a director of Flight Centre Travel Group Limited (ASX:
FLT). He has not had any other directorships of listed entities
in the last three years.
SPECIAL RESPONSIBILITIES
Non-Executive and Independent Director
Chair of ARMC
Member of PDRC
DIRECTOR'S INTERESTS IN SHARES AND OPTIONS
102,000 Ordinary Shares
INFORMATION ON
DIRECTORS, CONTINUED.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
DAVID WHITTLE
B.A., B.Com
EXPERIENCE AND
DIRECTORSHIPS
Dave was appointed as a director
of the Company on 2 August
2023. Dave has considerable brand,
data, technology, omni-channel retail
and digital transformation experience. He is a founder of
Lexer, a global AI led software company helping brands and
retailers genuinely understand and engage their customers.
In 2015, Dave became the youngest ASX 200 non-executive
director when he joined the board of Myer (ASX: MYR).
Previously, Dave spent 10 years with global advertising
group M&C Saatchi in several local and international
leadership roles, culminating in three years as Managing
Director in Australia. He is currently a non-executive director
of Metcash Limited (ASX: MTS) and Challenger Limited (ASX:
CGF), and has held several directorships and advisory roles
for private, Government and not-for-profit organisations.
Dave served as a non-executive director of MYER Holdings
Limited from November 2015 until December 2024. He has
not had any other directorships of listed entities in the last
three years.
SPECIAL RESPONSIBILITIES
Non-Executive and Independent Director
Member of ARMC
DIRECTOR'S INTERESTS IN SHARES AND OPTIONS
70,431 Ordinary Shares
CLAUDIA BATTEN
LLB (Hons), B.Com
EXPERIENCE AND
DIRECTORSHIPS
Claudia was appointed as a
director of the Company on 30
August 2024. Claudia started her
professional career at law firm Russell
McVeagh specialising in contract, IP, and technology law
before moving to New York in 2002. Claudia was a member
of the founding team of Massive Incorporated, a network for
advertising in video games which helped pioneer "digital" as
a media buy. Massive was sold to Microsoft in 2006, where
Claudia spent 3 years scaling the in-game network. In 2009
she co-founded Victors & Spoils, the first advertising agency
built on the principles of crowdsourcing which was acquired
by French holding company Havas Worldwide just two
years later.
Claudia has been widely recognised for her work supporting
the technology and start up scene in New Zealand and spent
three years running North American operations for NZTE,
supporting disruptive thinking for the growth of NZ exports
in North America. Claudia is a graduate of Victoria University
of Wellington with degrees in Law (Hons) and Commerce.
Claudia is currently a director of Air New Zealand Limited
(ASX/NZX: AIZ), Vista Group International Limited (NZX:
VGL) and is Chair of Serko Limited (ASX/NZX: SKO). She has
not had any other directorships of listed entities in the last
three years.
SPECIAL RESPONSIBILITIES
Deputy Chair
Non-Executive and Independent Director
Member of PDRC
DIRECTOR'S INTERESTS IN SHARES AND OPTIONS
Nil Ordinary Shares
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
ANDREA SLINGSBY
B.A., PPL (HBS)
EXPERIENCE AND
DIRECTORSHIPS
Andrea was appointed as an
alternate director of the Company
on 14 April 2025 and ceased as
alternate director on 29 July 2025.
Andrea was then appointed as a director of the Company on
8 September 2025. Andrea has extensive Board governance,
C-Suite executive, consulting and advisory experience across
a range of industry sectors including global retail. Andrea
brings expertise in both domestic and international growth
and sustainable scaling of Australian brands such as Flight
Centre and Blackmores. Andrea’s previous executive roles
with the Company include Interim Chief People Officer from
August 2018 to December 2018 and Chief Operating Officer
from January 2019 to January 2021.
Andrea is currently a director of Prime Financial Group
(ASX: PFG). She has not had any other directorships of listed
entities in the last three years.
SPECIAL RESPONSIBILITIES
Alternate director to Sir Richard Michael Hill from 14 April
2025 to 29 July 2025
Non-Executive and Independent Director
DIRECTOR'S INTERESTS IN SHARES AND OPTIONS
Nil Ordinary Shares
INFORMATION ON
DIRECTORS, CONTINUED.
31
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
COMPANY SECRETARY
Kate Palethorpe, who was also the General Counsel of the Group, was appointed to the position of Company Secretary on
18 March 2024 and resigned as Company Secretary on 17 March 2026. Kate is an experienced ASX company secretary and
governance professional, starting her career at top-tier law firm Minter Ellison before moving to in-house roles including Aesop,
Aussie Farmers Direct and Australian Dairy Nutritionals. Kate holds a Bachelor of Laws (Hons), Bachelor of Science (Biochemistry)
(Hons), Graduate Diploma in Legal Practice, and Graduate Diploma of Applied Corporate Governance and Risk Management.
Matthew Kremastos, who also holds the position of Senior Legal Counsel for the Group, was appointed to the position of
Company Secretary on 17 March 2026 and resigned as Company Secretary on 2 July 2026. Matthew has been a part of the
Michael Hill team since March 2023 and is an experienced senior lawyer. Matthew holds a Bachelor of Laws, Bachelor of Justice
(Policing) (Dist), and Graduate Diploma of Legal Practice.
Catherine (Cathy) Hoyle, who also holds the role of General Counsel of the Group, was appointed Company Secretary of the
Company on 2 July 2026. Cathy is an experienced General Counsel and Company Secretary with extensive expertise supporting
ASX-listed and international organisations. She brings deep capability in ASX Listing Rules compliance, continuous disclosure,
board and shareholder governance. Cathy is a practicing Solicitor in New South Wales Australia, a Graduate of the Australian
Institute of Company Directors, and holds several degrees including a Master of Laws from the Australian National University.
MEETINGS OF DIRECTORS
The numbers of meetings of the Company's Board of Directors and of each Board committee held during the year ended 28 June
2026, and the numbers of meetings attended by each director were:
FULL MEETINGS
OF DIRECTORS
MEETING OF COMMITTEES
Audit and Risk Management
People Development
and Remuneration
ABABAB
R I Fyfe883445
Sir R M Hill^11----
E J Hill88--55
G W Smith784455
D Whittle8844--
C Batten88--55
A Slingsby^67----
A Number of meetings attended.
B Number of meetings held during the time the director held office or was a member of the committee during the year.
^ A Slingsby was appointed as an alternate director to Sir Richard Michael Hill on 14 April 2025 and attended the relevant meeting as his alternate director.
A Slingsby was then appointed as a director effective 8 September 2025.
COMMITTEE MEMBERSHIP
As at the date of this report, Michael Hill International Limited has an Audit and Risk Management Committee and a People
Development and Remuneration Committee.
AUDIT AND RISK MANAGEMENT COMMITTEE PEOPLE DEVELOPMENT AND REMUNERATION COMMITTEE
Gary Smith (Chair) Emma Hill (Chair)
Robert Fyfe Robert Fyfe
David Whittle
Gary Smith
Claudia Batten
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
AUDITED REMUNERATION
REPORT
LETTER FROM THE CHAIR OF
THE PEOPLE DEVELOPMENT AND
REMUNERATION COMMITTEE
Dear Shareholders,
On behalf of the Board and the People Development and
Remuneration Committee (PDRC), I am pleased to present
Michael Hill International's FY26 Remuneration Report.
FY26 was shaped by significant leadership and organisational
change. The year began with the Board continuing the Chief
Executive Officer succession process following the sudden
passing of Daniel Bracken in February 2025. In July 2025, the
Group also mourned the passing of its Founder and Director,
Sir Michael Hill. Their respective contributions and legacies
continue to be deeply felt across Michael Hill.
Jonathan Waecker commenced as Chief Executive Officer in
August 2025, with a mandate to accelerate performance,
simplify execution, and position the group for its next phase
of growth. This marked the beginning of a new chapter for
the Group.
Following Jonathan’s commencement, we reviewed
the Group’s organisational structure and leadership
requirements. This resulted in several changes to the
Executive Leadership Team, including the removal of the
Chief Retail Officer role and a reduction in the size of
the Executive team to sharpen operational focus, clarify
accountability, improve transparency and accelerate
decision-making across our markets. During the year Elodie
Guillaumond joined the Executive as Chief Financial Officer,
Tonia Zehrer joined as Chief Product Officer and Tanya
Atkinson joined as Executive General Manager Bevilles, all
appointments bringing elevated experience and expertise
to the Group. With this refreshed Executive team, led by
Jonathan, the Board believes the Group has the leadership
experience, commercial discipline and customer focus
required to improve business performance and deliver
sustainable value for shareholders.
These leadership and organisational changes took place
against a challenging external backdrop. Across our
markets, consumers continued to experience cost-of-living
pressures and the lingering effects of elevated inflation and
higher interest rates. Geopolitical uncertainty and volatile
commodity markets also affected consumer confidence and
discretionary spending, creating difficult trading conditions
for many retailers, including Michael Hill.
In this environment, the Board remained focused on maintaining
financial discipline and ensuring that Executive remuneration
continued to be closely linked to company performance,
individual accountability and the creation of sustainable long-
term shareholder value. In determining remuneration outcomes,
the Board considered both the results achieved and the broader
experience of shareholders during the year.
FY26 also saw meaningful progress in strengthening our
organisational culture and leadership capability throughout the
company. Despite the extent of leadership and organisational
change, team member engagement increased to 84%. This result
demonstrates positive momentum in employee experience,
leadership effectiveness, and organisational alignment.
During the year, the PDRC also reviewed the way we
communicate remuneration outcomes to shareholders.
Following engagement with shareholders and proxy advisors,
we have enhanced the transparency of this report by providing
greater disclosure of performance measures, incentive
outcomes and the relationship between Executive remuneration
and company performance. We believe these changes improve
the readability of the report and provide shareholders with a
clearer understanding of how remuneration decisions are made.
Our remuneration philosophy remains unchanged. We seek to
attract and retain talented leaders, reward the achievement
of strategic and financial objectives, and ensure a meaningful
proportion of Executive remuneration is linked to the delivery
of sustainable long-term shareholder value. The Board
believes the remuneration outcomes outlined in this report
appropriately reflect company performance, Executive
accountability, and the broader operating environment
experienced during FY26.
On behalf of the PDRC, I extend gratitude to our team members
across Australia, New Zealand and Canada for their dedication,
resilience and commitment throughout another year of change
and opportunity. Their passion for serving our customers and
supporting one another continues to be a defining strength of
Michael Hill.
Regards,
Emma Hill
Chair of the People Development and Remuneration Committee
Michael Hill International Limited
The Directors present the 2026 Michael Hill International Limited remuneration report, outlining key aspects of our remuneration
policy and framework, and remuneration awarded during FY26. The information provided in this remuneration report has been
audited as required by section 308(3C) of the
Corporations Act 2001.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
AUDITED REMUNERATION
REPORT, CONTINUED.
REMUNERATION OVERVIEW
This report sets out the remuneration arrangements for Michael Hill International’s key management personnel (KMP). Our KMP
have the authority and responsibility for planning, directing and controlling the activities of the entity. All KMP listed below have
held their positions for the entire reporting period unless indicated otherwise underneath each chart.
Jonathan Waecker commenced as CEO on 27 August 2025. Prior to that time, Andrew Lowe served as the only Executive KMP,
holding the roles of Interim CEO and Group CFO. Upon the commencement of Mr. Waecker, Mr. Lowe reverted to his substantive
role as Chief Financial and Supply Chain Officer. On the resignation of Mr. Lowe, a thorough search was conducted to find a
suitable replacement, with Elodie Guillaumond commencing with the business on 2 February 2026 as Chief Financial Officer.
NamePositionCommencement as KMP
Non-Executive Directors
Robert FyfeChair and Non-Executive Director2016
Claudia BattenDeputy Chair and Non-Executive Director2025
Andrea Slingsby¹Non-Executive Director2025
David WhittleNon-Executive Director2024
Emma HillNon-Executive Director2016
Gary SmithNon-Executive Director2016
Sir Richard Michael Hill²Founder and Non-Executive Director2016
CEO
Jonathan Waecker⁵Chief Executive Officer2025
Andrew LoweInterim CEO and Group CFO2025
Daniel Bracken³Managing Director and Chief Executive Officer2019
Executive
Elodie Guillaumond⁶Chief Financial Officer2026
Andrew Lowe⁴
Interim CEO2025
Chief Financial Officer and Supply Chain Officer2017
1
Andrea Slingsby was appointed as Non-Executive Director on 8 September 2025.
2
Sir Richard Michael Hill ceased as a Director on 29 July 2025.
3
Daniel Bracken ceased as a Director on 26 February 2025.
4
Andrew Lowe has held the position of CFO since 2017 and was appointed Interim CEO on 6 March 2025 until 26 August 2025. Mr Lowe resigned the position of Chief
Financial and Supply Chain Officer, leaving the business in February 2026.
5
Jonathan Waecker commenced as CEO on 27 August 2025.
6
Elodie Guillaumond commenced as CFO on 2 February 2026.
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ANNUAL REPORT 2026
PEOPLE DEVELOPMENT AND REMUNERATION
COMMITTEE (PDRC)
The primary objective of the People Development and
Remuneration Committee (PDRC) is to assist the Board to
fulfil its corporate governance and oversight responsibilities
in relation to the Company’s people strategy including
remuneration components, performance measurements
and accountability frameworks, recruitment, engagement,
retention, talent management and succession planning.
The following Non-Executive Directors are members of the
PDRC for the 2026 reporting period:
• Emma Hill - Chair of the PDRC
• Robert Fyfe - Chair of the Board of Directors
• Gary Smith - Chair of the Audit and Risk Committee
• Claudia Batten - Deputy Chair and Committee member
USE OF REMUNERATION CONSULTANTS
The PDRC obtains independent advice every three years to
assess the appropriateness of the Group’s remuneration
practices, having regard to market trends, comparable
companies and the objectives of the Group’s remuneration
strategy. In FY25, the Chair of PDRC engaged PayIQ to
benchmark Executive team remuneration and review Short
Term and Long Term bonus frameworks compared to market
peers. Following this review, the Board approved changes
to the Executive KMP remuneration framework for FY26 to
more closely align with market practice and the Company's
pay-for-performance philosophy.
The revised framework increased the proportion of
remuneration delivered through at-risk and deferred
incentives while reducing the proportion of fixed
remuneration. STI design changes included a modest
increase in target incentive opportunity and a reduction in
the maximum STI payout from 200% to 150% of target
for CEO and CFO. To strengthen alignment with business
financial performance, the weighting of Financial KPIs
increased from 60% to 70% of the STI scorecard.
Consistent with the objective of increasing executive
alignment with long-term shareholder outcomes, LTI
opportunity was increased to 105% of fixed remuneration
for CEO and to 50% for CFO. Collectively, these changes
ensured that KMP reward was aligned with company
performance and shareholder value creation.
The engagement of PayIQ was done directly with the Chair
of PDRC, providing assurance to the Board that the advice
provided by PayIQ was provided free from undue influence
by the members of the key management personnel to whom
the recommendation relates.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
AUDITED REMUNERATION
REPORT, CONTINUED.
REMUNERATION FRAMEWORK
Our remuneration philosophy is guided by our vision to make modern luxury accessible. The structure of compensation is
designed with a mix of market competitive fixed remuneration, short-term incentives (STIs) which reward annual performance and
long-term incentives (LTIs) to align financial performance and shareholder value creation.
OUR REMUNERATION FRAMEWORK – FY26
FIXED REMUNERATIONSHORT-TERM INCENTIVE (STI)LONG-TERM INCENTIVE (LTI)
How is it set?
Fixed Remuneration is set with
reference to market competitive
rates in comparative companies
for similar positions, adjusted
to account for the experience,
ability and effectiveness of
the individual Executive.
Executives participate in the
Group's STI program prioritising
Board approved On-Target and
Outperformance Targets.
The Company has established an LTI
plan as deferred compensation.
How was it delivered?
Base salary plus any fixed
elements including superannuation
and leave entitlements.
Cash for On-Target performance
and for Outperformance.
An annual issue of share rights is
made to Executive KMP. The rights
vest at the end of the relevant
performance period if certain
performance hurdles and vesting
conditions are met. Under the LTI Plan
Rules, the Board also has discretion
to settle an issue of vested shares
via an equivalent cash payment.
What is the objective?
Attract and retain key
Executive talent.
Drive annual profit growth and
align Executive reward with
achievement of performance
targets that underpin
Group strategy and drive
shareholder value creation.
Reward Executives for sustainable
long term growth aligned to
shareholders' interests.
OUR VALUES
WE CARE
•
WE ARE PROFESSIONAL
•
WE ARE INCLUSIVE AND DIVERSE
•
WE CREATE OUTSTANDING EXPERIENCES
OUR REMUNERATION
PHILOSOPHY
ATTRACT, MOTIVATE AND RETAIN HIGH QUALITY AND
HIGH PERFORMING EXECUTIVE TALENT
•
REWARD THE ACHIEVEMENT OF STRATEGIC OBJECTIVES
•
ALIGN TO SHAREHOLDER VALUE CREATION
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
RELATIONSHIP OF REMUNERATION TO GROUP PERFORMANCE
The remuneration framework operates to create a clear link between Executive remuneration and the Group’s performance.
The overall level of remuneration takes into consideration the performance of the Group over several years. The performance of
the Group over the past five years is summarised below:
20262025202420232022
Revenue ($'000)655,679643,655644,929629,562595,210
Comparable EBIT* ($'000)24,04315,34515,89858,88962,870
Profit for the year attributable to owners
of the Company ($'000)
9,9952,099(479)35,18246,712
Earnings per share (cents)2.60c0.55c(0.12c)9.20c12.03c
Dividends paid during the financial year¹ ($'000)--20,19530,71925,239
Market capitalisation ($'000)126,998159,700173,081339,822361,105
Share price at year end ($)0.330.420.450.900.93
Compound annual growth rate(28.4)%(23.3)%(18.5)%(2.2)%13.9%
Return on average total assets2.0%0.4%(0.1)%6.7%9.3%
* Comparable EBIT is unaudited Non-IFRS Information. Please refer to unaudited Non-IFRS Information in the Directors' Report for an explanation of unaudited Non-IFRS
information and a reconciliation of Comparable EBIT.
1
The dividends paid in FY22 are the postponed interim dividend for FY21 and the interim dividend for FY22.
The first graph below shows the share price movement compared to the ASX300 whilst the second graph shows the dividend paid
and yield per financial year.
The graphs below show the relationship of KMP remuneration to revenue and Adjusted Earnings Per Share
1
for the last four
financial years.
1
Adjusted Earnings Per Share is calculated similarly to statutory Earnings Per Share except EBIT is adjusted to Comparable EBIT as set out in the Directors' Report.
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AUDITED REMUNERATION
REPORT, CONTINUED.
FY26 EXECUTIVE KEY MANAGEMENT PERSONNEL (KMP) REMUNERATION
As per our Remuneration Policy, formal benchmarking of KMP remuneration is conducted every three years. As noted above,
at the end of FY25 PayIQ were engaged to conduct a market review of the Executive remuneration framework including fixed
remuneration and the STI and LTI framework. The findings from this activity were used to inform the FY26 KMP
remuneration framework.
CEO REMUNERATION
The following table details the nature and amount of CEO remuneration paid over a 5 year period.
YearCEOFixed PaySTI EarnedLTI Accrued
3
Total
FY26
Jonathan Waecker717,337192,60615,410925,353
Andrew Lowe¹150,714--150,714
Daniel Bracken²34,435--34,435
FY25
Andrew Lowe¹252,788--252,788
Daniel Bracken²756,859-(75,076)681,783
FY24Daniel Bracken1,176,765100,160150,8221,427,747
FY23Daniel Bracken1,090,437342,850290,0331,723,320
FY22Daniel Bracken1,077,552535,544156,1761,769,272
1
Mr Lowe was Interim CEO from 6 March 2025 to 26 August 2025.
2
Personal leave paid to the Estate of Daniel Bracken, paid on probate September 2025. Note the lapsing of FY25 LTIs on a pro rata basis, due to the passing of Daniel the
previous year.
3
LTI vests on satisfaction of conditions.
COMPANY PERFORMANCE
Year
Total Shareholder
Return (TSR)
Earnings Per Share
(EPS)
Dividend Per ShareShare Price
FY26(0.09)2.60cAUD 2.00c0.33
FY25(0.04)0.55c-0.42
FY24(0.39)(0.12c)AUD 1.75c0.45
FY230.059.20cAUD 7.50c0.90
FY220.1712.03cAUD 7.50c0.93
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
REMUNERATION MIX
The total remuneration for Executive KMPs comprises both fixed remuneration and at-risk components in the form of an On-
Target and Outperformance STI as well as an LTI opportunity. Maximum STI and LTI incentives are calculated as a percentage of
the relevant Executive KMPs fixed remuneration component, with the actual amount awarded to the KMP being subject to the
satisfaction of clear and measurable performance conditions. The remuneration mix is designed to compensate KMP in a way that
strongly correlates to Group performance. The Outperformance STI gives the KMPs the ability to earn an additional 50% of On-
Target STI value, paid in cash. The table below shows how the Executive remuneration is structured, noting ineligibility for Elodie
Guillaumond and Andrew Lowe for 2026.
KMPFixed RemunerationMaximum STILT ITotal
Jonathan Waecker35.7%26.8%37.5%100.0%
Elodie Guillaumond45.5%27.2%27.3%100.0%
Andrew Lowe²45.5%27.2%27.3%100.0%
1
Ms Guillaumond is only eligible to participate in the FY27 STI and FY28 LTI programs.
2
Mr Lowe held the role of Interim CEO and CFO from 6th March 2025, returning to his substantive role of Chief Financial and Supply Chain Officer (CFSCO) on 27 August
2025. Mr Lowe subsequently resigned from the business, departing on 17 February 2026. Ms Guillaumond stepped into the CFO role on 2 February 2026.
FIXED REMUNERATION
Fixed remuneration is reviewed annually, and our policy is to consider the consumer price index (CPI), wage price index (WPI)
and the Mercer retail increase report in the annual remuneration review. In addition, base remuneration is set with reference to
market competitive rates in comparable companies for similar positions adjusted for experience, capability, and effectiveness
of the individual KMP. Fixed remuneration includes base salary and superannuation contributions at the rate of the concessional
contributions cap.
For the FY26 financial year, the Board approved an uplift of 3% to base remuneration, following a full executive remuneration
market review conducted by PayIQ the prior financial year. This increase has been applied effectively from 7 July 2025.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
AUDITED REMUNERATION
REPORT, CONTINUED.
SHORT-TERM INCENTIVE (STI) SCHEME
The Group’s STI program is designed to reward delivery of annual profit targets and ensure achievement of strategic and
operational objectives. The maximum STI is calculated as a percentage of the relevant KMP's fixed remuneration component and
detailed in performance scorecards set by the PDRC. The scorecards detail the performance targets, indicators, and weightings
for each Executive across the key performance areas of Financial, Strategic and Customer. The CEO’s scorecard is comprised of
core objectives to drive the business forward, and aligned with relevant Executives, who further cascade the STIs throughout the
business to drive focused performance.
The STI program is supported by a performance management system giving visibility and transparency of progress by each
Executive. Performance against key performance indicators (KPIs) is measured annually but reviewed on an informal basis, in
regular meetings and at half-year end.
The STI program in FY26 for KMP was structured as follows:
Performance period
Annual award for Financial, Strategic and Customer KPIs, subject to the Group meeting an annual
financial performance hurdle.
Opportunity
CEO – Maximum 75% of Fixed Remuneration comprised of 50% for On-Target performance, and
maximum of 75% for Outperformance.
CFO and Interim CEO – Maximum 60% of Fixed Remuneration comprised of 40% for On-Target
performance, and 60% for Outperformance.
How the STI is paid?In cash for both On-Target performance and Outperformance.
On-Target performance measures
All On-Target performance subject to financial performance hurdle.
Financial KPI 70% weighting.
Strategic and Customer KPIs 30% weighting.
Performance measure for
Outperformance component
The Incentive payout begins once 90% of Comparable EBIT is achieved, with 100% of the At
Target payout made upon reaching Comparable EBIT. For performance exceeding the target,
an additional incentive (Outperformance STI) is paid on a linear scale for Comparable EBIT
performance between 100% and 150% of the target.
How is STI assessed?
The PDRC reviews the CEO’s performance against the performance targets set for that year.
The CEO assesses the performance of his direct reports, including the CFO. The PDRC reviews
assessed performance for Board endorsement.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
STI OUTCOMES
The following tables detail the FY26 scorecard KPIs applied to the current CEO. Note: Ms Guillaumond, current CFO, was not
entitled to participate in the FY26 STI program. Ms Guillaumond is eligible to receive a sign-on bonus of $120,000, payable in
August 2026 on completion of 6-months service.
CEO OpportunityKPIThresholdTargetAchievedIncentive Award
Financial 70%Group Comparable EBIT$24.4m$27.1m$24.0m35% Awarded
Strategic 10%Online Sales growth
Gate opened for KPI awards
+ 10%+ 10.9%10% Awarded
Strategic 10%Bevilles PerformanceBudgetNot Achieved0%
Customer 10%
Brilliance Profit Growth (all
segments)
+ 8.4%+ 14%10% Awarded
Total 100%
opportunity
55% of target awarded
The FY26 result has delivered a 57% uplift in Comparable EBIT compared to prior year, with increased sales and profit across all
markets. The Board consider that the Comparable EBIT outcome, alongside the strong cost management focus, delivery of key
strategic enablers and the decrease in net debt by 85%, place MHJ in a strong financial position moving into FY27. This result is
supported further by the Bevilles delivery during the second half. The Board was accordingly satisfied that the Group’s underlying
trajectory supported the exercise of discretion to open the gate for eligible Executives, resulting in 55% of STI awarded.
The former Interim CEO and CFO, whose scorecard was comprised of 60% Group Comparable EBIT Target and 40% successful
conclusion of the Group’s bank refinancing arrangements was not awarded STI as the Comparable EBIT hurdle gate of 90% was
not met.
Andrew took carriage of both the CEO and Interim CEO duties during a very difficult time for the business. Prior to his departure
Andrew supported the leadership transition and renegotiated the company refinance. In recognition of Andrew's significant
contribution, the Board have awarded Mr Lowe with a one-off discretionary payment of $68,022.
FY26 SHORT TERM INCENTIVE OUTCOMES
STI at TargetSTI Stretch OpportunitySTI Awarded
% of Base
Target Awarded
STI forfeited
% of Fixed Pay$% of Fixed Pay$% of Fixed Pay$%% of Fixed Pay$
Jonathan
Waecker*
50.0% 350,19275.0%525,28827.5%192,60655.0%47.5%338,682
* Pro-rata
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
FY26 LONG TERM INCENTIVE (LTI) FRAMEWORK
The Board has simplified LTI disclosures to clearly show performance hurdles, actual outcomes, and vesting results. This approach
improves transparency and readability for shareholders while maintaining all required disclosures.
InstrumentPerformance Rights
Performance period3 years
MeasuresTotal Shareholder Return (TSR) and Earnings per Share (EPS) – 50% equally
VestingSliding scale between threshold and stretch
Service condition
Participants are required to remain employed by the business in order for Rights to vest to Shares. Where a
participant has died, becomes totally and permanently disabled, is retrenched or retires, the number of Rights
retained by the participant will be reduced pro-rata (at the Board's discretion) and will be tested in the ordinary
course.
Absolute TSR
The Absolute TSR condition requires the Company to achieve a specified level of total shareholder return over the
performance period, measured independently of other companies. It is designed to align executive rewards with
shareholder outcomes by focusing on absolute value creation through share price growth and dividends.
Normalised EPS
The Normalised EPS condition requires the Company to achieve specified EPS growth over the 3-year performance
period. This measure focuses on executives delivering sustainable earnings growth from the underlying business and
supports alignment between executive rewards and long-term shareholder value creation.
Absolute TSR 50% EligibilityNormalised EPS 50% Eligibility
TSR compound annual growth
rate (CAGR)
% Share Rights Vesting
EPS compound annual growth
rate (CAGR)
% Share Rights Vesting
Less than 10% TSR CAGRNilLess than 20% EPS CAGRNil
Between 10% TSR CAGR and
20% TSR CAGR
10% vesting for each 1% increase
in TSR CAGR performance
Between 20% EPS CAGR and
30% EPS CAGR
10% vesting for each 1% increase
in EPS CAGR performance
Equal to or above 20% TSR CAGR100%
Equal to or above 30% EPS
CAGR
100%
AUDITED REMUNERATION
REPORT, CONTINUED.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
LTI OUTCOMES
FY26 LTI
Only the CEO was eligible to participate in the FY26 LTI program in accordance with the LTI program detailed in the preceding
table. The new CFO, as per her contract of employment, is entitled to a guaranteed LTI grant (in the form of Share Rights) after
18 months of service. For the CEO, the grant of share rights under the FY26 LTI plan was approved by shareholders at the 2025
Annual General Meeting held on 22 October 2025.
FY23 LTI Grant (assessed in FY26)
Performance MeasureWeightingThresholdTargetActualVesting Outcome
TSR CAGR50%10% CAGR20% CAGR(27%)0%
EPS CAGR50%5% CAGR10% CAGR(37%)0%
Total100%(64%)0%
FY23 LTI Grant (assessed in FY26)
ExecutiveRights Granted
% of Rights
Vested
Rights Vested
Rights
Forfeited
Vesting Outcome
Daniel Bracken¹906,6990%-750,9560%
Andrew Lowe195,4110%-195,4110%
Total1,102,1100%-946,3670%
1
155,743 rights were not retained on Daniel's passing, due to a pro-rata of outstanding amounts as per LTI policy.
OTHER BENEFITS
Executive KMP does not receive any additional benefits, such as non-cash benefits, other than superannuation and leave
entitlements, as part of the terms and conditions of their appointment. Loans are not provided.
SERVICE CONTRACTS
It is the Group’s policy that service contracts for KMP are unlimited but can terminate on six months’ notice. Noting that the Group
retains the right to terminate a KMP contract immediately, by making payment equal to six months’ pay in lieu of notice. KMP
are also entitled to receive on termination of employment their statutory entitlements of accrued annual and long service leave,
together with any superannuation benefits.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
FY26 NON-EXECUTIVE DIRECTOR REMUNERATION
Total compensation for all Non-Executive Directors, voted upon by shareholders on 14 November 2023, is not to exceed
$1,200,000 per annum. Directors’ base fees for FY26 were $114,118 per annum. The Board Chair receives the base fee twice.
The Deputy Board Chair receives a premium on the base fee. Additional fees are paid where a Director is Chair of a committee.
Committee Chair fees$
People Development and Remuneration23,576
Audit and Risk35,366
It is the Company’s policy to undertake an annual review of Non-Executive Director fees, taking into consideration internal market
benchmarking, movements in the Consumer Price Index (CPI), and the Wage Price Index (WPI). Following this review, the Board
approved an increase of 3% to Non-Executive Director fees for FY26, consistent with the annualised CPI increase for the March
2025 quarter. The fee increase became effective on 7 July 2025.
All non-executive directors enter into a service agreement with the Company in the form of a letter of appointment. The letter
contains Board policies and terms, including remuneration, relevant to the office of director. Non-executive directors do not
receive performance-related compensation.
Directors’ fees cover all main Board activities and membership of committees. Non-executive directors are not provided with
retirement benefits apart from statutory superannuation.
AUDITED REMUNERATION
REPORT, CONTINUED.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
DIRECTOR AND EXECUTIVE REMUNERATION OUTCOMES FOR FY26
Details of the nature and amount of each major element of remuneration of each Director of the Company and other KMP
of the consolidated entity are:
Short-termLong-term
Post-
employment
Termination
benefits
Share-based
payments
(share rights)
Total
Proportion
remuneration
performance
related
Value of
rights as
proportion
of
remunera-
tion
Salary
& fees*
STI cash
bonus
Total
Long service
leave
Super-
annuation
benefits
Name$$$$$$$$%%
NON-EXECUTIVE DIRECTORS
Robert Ian Fyfe
2026228,238-228,238----228,238--
2025225,189-225,189----225,189--
Claudia Batten
2026149,485-149,485----149,485--
2025**161,202-161,202----161,202--
Emma Jane Hill
2026137,696-137,696----137,696--
2025135,856-135,856----135,856--
Sir Richard Michael Hill (until his passing on 29 July 2025)
20269,067-9,067----9,067--
2025112,594-112,594----112,594--
Gary Warwick Smith
2026133,469-133,469-16,016--149,485--
2025130,017-130,017-15,114--145,131--
David Whittle
2026111,062-111,062-3,057--114,119--
202599,257-99,257-11,538--110,795--
Andrea Slingsby (appointed 14 April 2025 and resigned 29 July 2025 as Alternative Director and reappointed to Non-Executive Director
8 September 2025)
2026101,331-101,331-12,160--113,491--
202520,880-20,880-2,442--23,322--
TOTAL NON-EXECUTIVE DIRECTOR REMUNERATION
2026870,348-870,348-31,233--901,581--
2025884,995-884,995-29,094--914,089--
* Salary and fees include the net leave entitlement accrual, calculated as leave accrued less leave taken.
** Includes consulting fees.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
Name
Short-termLong-term
Post-
employment
Termination
benefits
Share-based
payments
(share rights)
Total
Proportion
remuneration
performance
related
Value of
rights as
proportion
of
remunera-
tion
Salary
& fees*
STI cash
bonus
Total
Long service
leave
Super-
annuation
benefits
$$$$$$$$%%
EXECUTIVE DIRECTOR
Daniel Bracken**, CEO (until his passing on 26 February 2025)
202633,511-33,511-924--34,435--
2025737,244-737,244-101,90619,61575,076579,877--12.95%
TOTAL DIRECTOR REMUNERATION
2026903,859-903,859-32,157--936,016--
20251,622,239-1,622,239101,90648,709-75,0761,493,966--5.03%
EXECUTIVE KMP
Jonathan Waecker, CEO (commenced 27 August 2025)
2026687,337192,606879,94310,92330,000-15,410936,27620.6%1.65%
2025----------
Elodie Guillaumond
#
, CFO (commenced 2 February 2026)
2026233,22897,702330,9303,50826,308--360,74627.1%-
2025----------
Andrew Lowe, CFO (resigned 17 February 2026)***
2026391,704-391,704100,83319,61568,02214,797363,711--4.07%
2025656,217-656,21741,39830,000-38,251765,866-4.99%
TOTAL EXECUTIVE KMP REMUNERATION
20261,312,269290,3081,602,57786,40275,92368,0226131,660,73317.5%0.04%
2025656,217-656,21741,39830,000-38,251765,866-4.99%
TOTAL DIRECTOR AND EXECUTIVE KMP REMUNERATION
20262,216,128290,3082,506,43686,402108,08068,0226132,596,74911.2%0.02%
20252,278,456-2,278,45660,50878,709-36,8252,259,832--1.63%
* Salary and fees include the net leave entitlement accrual, calculated as leave accrued less leave taken.
#
CFO Elodie Guillaumond is not eligible for the FY26 LTI share offer.
** Paid to the Estate of Daniel Bracken in September 2025 upon finalisation of probate.
*** Andrew Lowe was paid a one-off discretionary payment in recognition of past service. Andrew was entitled to retain a pro-rata portion of unvested share rights, as
approved by the Board.
AUDITED REMUNERATION
REPORT, CONTINUED.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
ADDITIONAL STATUTORY
INFORMATION
EQUITY INSTRUMENTS
All options or rights refer to options or rights over ordinary
shares of Michael Hill International Limited, which are
exercisable on a one-for-one basis under the Company's
Equity Incentive Plan (Plan).
MODIFICATION OF TERMS OF EQUITY-
SETTLED SHARE-BASED PAYMENT
TRANSACTIONS
The terms of the Plan were approved by shareholders at
the Company's 2023 Annual General Meeting held on 14
November 2023. The Plan replaced the Group’s previous
incentive scheme approved by shareholders to address
significant changes to the Corporations Act covering
employee share schemes. No changes were otherwise made to
the terms of the Plan during the reporting period.
The Plan applies to any rights or shares issued after
14 November 2023 as part of the Company’s LTI
remuneration strategy.
The terms of equity-settled share-based payment transactions
(including options and rights granted as compensation to a
KMP) entered into prior to 14 November 2023 have not been
altered or modified by the Company during the reporting
period or the prior period. Upon exercise of any option
previously granted with a NZ$ exercise price, the exercise price
will be converted to AU$ with reference to the Reserve Bank
of Australia foreign exchange rate on that date. The exercise
price of any future option grants will be set by using the same
method, with reference to the Australian Securities
Exchange ('ASX').
ANALYSIS OF OPTIONS AND RIGHTS
OVER EQUITY INSTRUMENTS GRANTED
AS COMPENSATION
No options were granted to KMP as compensation for the
financial year.
SHARE RIGHTS
The number of share rights issued to KMP and senior
management during FY26 was 2,664,527 share rights.
Of these, share rights issued to KMP are set out below.
Refer to Note D3 of the accompanying financial report for
further details.
Issued during
the year
Fair value per
share right
KMPNumber$
Jonathan Waecker2,664,5270.18
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
RECONCILIATION OF OPTIONS AND SHARE RIGHTS HELD BY KMP
No options are held by KMP. The number of rights over ordinary shares held during the financial year by KMP, including the
number issued, vested, exercised and forfeited is set out below.
Balance at start of the yearBalance at end of the year
Vested and
Exercisable
UnvestedIssuedForfeitedVestedExercised
Other
changes
Vested and
Exercisable
Unvested
ANDREW LOWE
1
FY20 LTI Plan
Tranche three-12,847--12,847(12,847)---
FY23 LTI Plan
Single Issue-195,411- (195,411)-----
FY24 LTI Plan
Single Issue-241,871- (43,412)--(198,459)--
FY25 LTI Plan
Single Issue-452,168- (222,030)--(230,138)--
JONATHAN WAECKER*
FY26 LTI Plan
Single Issue--2,664,527-----2,664,527
T O TA L-902,2972,664,527(460,853)12,847(12,847)(428,597)-2,664,527
1
Ceased as KMP on his resignation on 17 February 2026. Andrew was entitled to retain a pro-rata portion of unvested share rights (FY24 LTI Plan: 198,458, FY25 LTI Plan:
230,138), as approved by the Board.
* Share rights granted to Jonathan Waecker during the reporting period were approved by shareholders at the Company's 2025 AGM as required by ASX Listing
Rule 10.14.
SHAREHOLDINGS
The number of ordinary shares held during the financial year by KMP is set out below:
Balance at start
of the year
Received on
exercise of rights
Other changes
Balance at end
of the year
NON-EXECUTIVE DIRECTORSNumberNumberNumberNumber
Emma Hill167,487,526 - - 167,487,526
Sir Richard (Michael) Hill*
1
148,330,600 - (148,330,600)-
Gary Smith102,000 - -102,000
Robert Fyfe1,953,578 - -1,953,578
David Whittle70,431 - -70,431
Claudia Batten- - - -
Andrea Slingsby----
NON-DIRECTOR
Andrew Lowe
2
818,37712,847(831,224)-
Jonathan Waecker----
Elodie Guillaumond----
* Includes common shareholding.
1
Ceased as KMP on his passing on 29 July 2025.
² Ceased as KMP on his resignation on 17 February 2026.
ADDITIONAL STATUTORY
INFORMATION, CONTINUED.
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
VOTING OF SHAREHOLDERS AT LAST YEAR’S ANNUAL GENERAL MEETING
The Company received 98.37% of “For” votes on its remuneration report for FY25. The Company did not otherwise receive any
specific feedback at the AGM or throughout the year on its remuneration practices.
End of remuneration report.
INSURANCE OF OFFICERS AND INDEMNITIES
The Company’s Constitution provides that it may indemnify any person who is, or has been, an officer of the Group, including the
directors, the Secretaries and other officers, against liabilities incurred whilst acting as such officers to the extent permitted by
law. The Company has entered into a Deed of Indemnity, Insurance and Access with each of the Company’s directors, Company
Secretaries and certain other officers. No director or officer of the Company has received benefits under an indemnity from the
Company during or since the end of the year.
The Company has paid a premium for insurance for officers of the Group. This insurance is against a liability for costs and
expenses incurred by officers in defending civil or criminal proceedings involving them as such officers, with some exceptions.
The contract of insurance prohibits disclosure of the nature of the liability insured against and the amount of the premium paid.
To the extent permitted by law, the Company has agreed to indemnify its auditor, Ernst & Young, as part of the terms of its audit
engagement agreement against claims by third parties arising from the audit (for an unspecified amount). No payment has been
made to indemnify Ernst & Young during or since the financial year.
NON-AUDIT SERVICES
There were no non-audit services provided by the entity's auditor, Ernst & Young (Australia).
AUDITOR’S INDEPENDENCE DECLARATION
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 (Cth) is included
in this report.
ROUNDING OF AMOUNTS
The Company is of a kind referred to in ASIC Legislative Instrument 2016/191, relating to the 'rounding off' of amounts in the
Directors' Report. Amounts in the Directors' Report have been rounded off in accordance with the instrument to the nearest
thousand dollars, or in certain cases, to the nearest dollar.
This report is made on 28 August 2026 in accordance with a resolution of directors as required by section 298
of the
Corporations Act 2001.
R I Fyfe
Chair
Brisbane
28 August 2026
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Ernst & Young
111 Eagle Street
Brisbane QLD 4000 Australia
GPO Box 7878 Brisbane QLD 4001
Tel: +61 7 3011 3333
Fax: +61 7 3011 3100
ey.co m/a u
Auditor’s independence declaration to the directors of Michael Hill
International Limited
As lead auditor for the audit of the financial report of Michael Hill International Limited and for the
review of the selective sustainability information in the sustainability report for the financial year
ended 28 June 2026, I declare to the best of my knowledge and belief, there have been:
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit and review;
b. No contraventions of any applicable code of professional conduct in relation to the audit and
review; and
c. No non-audit services provided that contravene any applicable code of professional conduct in
relation to the audit and review.
This declaration is in respect of Michael Hill International Limited and the entities it controlled during
the financial year.
Ernst & Young
Rebecca Burrows
Partner
28 August 2026
FINANCIAL
STATEMENTS
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
Notes
2026
$’000
2025
$’000
Revenue from contracts with customersA2655,679643,655
Other income3,1301,901
Cost of goods sold(259,338)(254,217)
Employee benefits expenseD1(183,163)(179,707)
Occupancy costs(16,111)(15,055)
Marketing expenses(35,991)(37,455)
Selling expenses(25,333)(24,796)
Impairment of property, plant and equipment and other assets(2,347)(2,841)
Impairment of intangible assetsF5-(7,400)
Depreciation and amortisation expenseF1(63,006)(65,536)
Loss on disposal of property, plant and equipment and intangibles(3,642)(518)
Administrative expenses(17,728)(18,596)
Other expenses(20,753)(20,335)
Finance expensesF1(13,705)(16,907)
Profit before income tax17,6922,193
Income tax expenseF8(7,697)(94)
Profit for the year9,9952,099
OTHER COMPREHENSIVE INCOME
Notes
2026
$’000
2025
$’000
Item that may be reclassified subsequently to profit or loss:
Currency translation differences arising during the year(7,353)1,301
Other comprehensive income for the year, net of tax(7,353)1,301
Total comprehensive income for the year2,6423,400
Total comprehensive income for the year is attributable to:
Owners of Michael Hill International Limited2,6423,400
EARNINGS PER SHARE FOR PROFIT/(LOSS) ATTRIBUTABLE
TO THE ORDINARY EQUITY HOLDERS OF THE COMPANY:
Notes
2026
cents
2025
cents
Basic earnings per shareF22.600.55
Diluted earnings per shareF22.520.53
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.
54
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
ASSETS
Notes
2026
$’000
2025
$’000
CURRENT ASSETS
Cash and cash equivalentsB114,46110,248
Trade and other receivablesF314,66914,653
InventoriesA3189,742199,099
Current tax receivables2,0147,419
Contract assetsA2436438
Other current assets6,9816,217
Total current assets228,303238,074
NON-CURRENT ASSETS
Trade and other receivablesF31,4711,232
Right-of-use assetsA4109,800121,470
Property, plant and equipmentF450,99552,938
Intangible assetsF541,26247,463
Deferred tax assetsF853,14956,911
Contract assetsA261123
Other non-current assets190184
Total non-current assets256,928280,321
Total assets485,231518,395
LIABILITIES
CURRENT LIABILITIES
Trade and other payablesF681,49768,685
Lease liabilitiesA435,90138,784
Contract liabilitiesA214,98016,785
ProvisionsF710,12710,215
Current tax liabilities172827
Deferred revenue322270
Total current liabilities142,999135,566
NON-CURRENT LIABILITIES
Lease liabilitiesA490,568102,601
Contract liabilitiesA249,15049,984
BorrowingsB220,00052,100
ProvisionsF79,3987,525
Total non-current liabilities169,116212,210
Total liabilities312,115347,776
Net assets173,116170,619
EQUITY
Contributed equityF1012,85812,850
Reserves(6,056)1,450
Retained profits166,314156,319
Total equity173,116170,619
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
55
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
ATTRIBUTABLE TO OWNERS OF
MICHAEL HILL INTERNATIONAL LIMITED
Notes
Contributed
Equity
Share Based
Payments
Reserve
Foreign
Currency
Translation
Reserve
Retained
Profits
Total Equity
$’000$’000$’000$’000$’000
Balance at 30 June 202412,7631,078(1,180)154,220166,881
Profit for the year---2,0992,099
Currency translation differences--1,301-1,301
Total comprehensive income/(loss) for the year--1,3012,0993,400
Transactions with members in their capacity as owners:
Issue of share capital on exercise of share rightsF1087(87)---
Share-based payments expenseD1-338--338
87251--338
Balance at 29 June 202512,8501,329121156,319170,619
Profit for the year---9,9959,995
Currency translation differences--(7,353)-(7,353)
Total comprehensive income/(loss) for the year--(7,353)9,9952,642
Transactions with members in their capacity as owners:
Issue of share capital on exercise of share rightsF108(8)---
Share-based payments expenseD3-(145)--(145)
8(153)--(145)
Balance at 28 June 202612,8581,176(7,232)166,314173,116
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
56
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
CONSOLIDATED STATEMENT OF CASH FLOWS
CASH FLOWS FROM OPERATING ACTIVITIES
Notes
2026
$’000
2025
$’000
Receipts from customers (inclusive of GST and sales taxes)741,243726,427
Payments to suppliers and employees (inclusive of GST and sales taxes)(588,862)(603,363)
152,381123,064
Interest received296243
Other revenue received177647
Interest paid(3,584)(5,247)
Leasing interest paid(9,726)(11,167)
Income tax received/(paid)324(11,699)
Net GST and sales taxes paid(40,743)(40,770)
Net cash inflow from operating activitiesB199,12555,071
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for property, plant and equipment(12,853)(8,787)
Payments for intangible assets(1,328)(1,343)
Net cash (outflow) from investing activities(14,181)(10,130)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from borrowings100,50069,400
Repayment of borrowings(132,600)(76,200)
Principal portion of lease payments(47,965)(48,067)
Net cash (outflow) from financing activities(80,065)(54,867)
Net increase/(decrease) in cash and cash equivalents4,879(9,926)
Cash and cash equivalents at the beginning of the financial year10,24820,174
Effects of exchange rate changes on cash and cash equivalents(666)-
Cash and cash equivalents at the end of the financial yearB114,46110,248
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.
57
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
CORPORATE INFORMATION
The consolidated financial statements of Michael Hill
International Limited and its subsidiaries (collectively,
the Group) for the 52 weeks ended 28 June 2026 were
authorised for issue in accordance with a resolution of the
directors on 28 August 2026. Michael Hill International
Limited (the Company or Parent) is a for profit company
limited by shares incorporated in Australia.
The Company is listed on the Australian Securities Exchange
('ASX') as its primary listing, and maintains a secondary
listing on the New Zealand Stock Exchange ('NZX').
A. FINANCIAL OVERVIEW
A1. SEGMENT INFORMATION
Management have determined the operating segments
based on the reports reviewed by the Board and Executive
Management team (Chief Operating Decision Makers
(CODM)) that are used to make strategic decisions. The
Board and Executive Management team consider, organise
and manage the business primarily from a geographic
perspective, being the country of origin where the sale and
service was performed.
The amounts provided to the Board and Executive
Management team in respect of total assets and liabilities
are measured in a manner consistent with the financial
statements. These reports do not allocate total assets or
total liabilities based on the operations of each segment or
by geographical location.
The Group's operations are in three geographical segments:
Australia, Canada and New Zealand.
The Corporate segment includes revenue and expenses
that do not relate directly to the relevant Michael Hill
Group retail segments. These predominately relate to
refining income, head office staff sales, corporate costs
and Australian based support costs, but also include
manufacturing activities, warehouse and distribution,
interest and company tax. Inter-segment pricing is at
arm's length or market value and inter-segment revenue is
eliminated on consolidation.
TYPES OF PRODUCTS AND SERVICES
Michael Hill International Limited and its controlled
entities operate predominately in the sale of jewellery
and related services.
MAJOR CUSTOMERS
Michael Hill International Limited and its controlled entities
sell goods and provide services to a number of customers
from which revenue is derived. There is no single customer
from which the Group derives more than 10% of total
consolidated revenue.
SEGMENT RESULTS
The CODM assesses the performance of the Group's
operating segments based on Comparable EBIT.
58
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
A1. SEGMENT INFORMATION, CONTINUED.
Reportable Segments
AustraliaCanadaNew ZealandCorporate
Group pre-
adjustments
Year ended 28 June 2026$’000$’000$’000$’000$’000
Revenue from external customers371,787186,33797,125430655,679
Gross Profit225,826112,52356,3892,240396,978
Operating expenses(176,563)(82,113)(41,002)(47,066)(346,744)
Depreciation and amortisation(12,993)(6,848)(3,220)(3,130)(26,191)
Comparable EBIT36,27023,56212,167(47,956)24,043
Adjusted for:
Employee restructure costs(575)
Transition costs(1,088)
Strategic review & simplification(6,128)
Litigation judgement313
Impact of IFRIC SaaS guidance2,488
Impact of AASB 16 Leases2,322
Interest income296
Finance expenses (excluding
interest on lease liabilities)
(3,979)
Group net profit before tax17,692
Year ended 29 June 2025*
Revenue from external customers362,646179,79899,4291,782643,655
Gross Profit215,446108,03457,9548,004389,438
Operating expenses(175,072)(80,064)(41,748)(50,161)(347,045)
Depreciation and amortisation(13,387)(7,102)(3,710)(2,849)(27,048)
Comparable EBIT26,98720,86812,496(45,006)15,345
Adjusted for:
Employee restructure costs(1,157)
Transition costs(436)
Bevilles integration costs(1,029)
Bevilles brand impairment(7,400)
Litigation judgement3,031
Impact of IFRIC SaaS guidance(929)
Impact of AASB 16 Leases264
Interest income243
Finance expenses (excluding
interest on lease liabilities)
(5,739)
Group net profit before tax 2,193
* The measures disclosed in the prior year have been re-presented in the table above on a consistent basis with the current period.
59
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
A2. REVENUE
2026
$’000
2025
$’000
Revenue from sale of goods and repair services626,561609,597
Revenue from Professional Care Plans (PCP)27,14432,030
Interest and other revenue from in-house customer finance program644590
Revenue from Lifetime Diamond Warranty (LTDW)1,3301,438
Total revenue from contracts with customers655,679643,655
DISAGGREGATION OF REVENUE FROM CONTRACTS WITH CUSTOMERS
The Group derives revenue from the transfer of goods and services over time and at a point in time in the following
geographical regions:
2026
AustraliaCanada
New
Zealand
Corporate
& other
Total
Timing of revenue recognition$’000$’000$’000$’000$’000
At a point in time355,896177,48492,752429626,561
Over time15,8918,8534,373129,118
371,787186,33797,125430655,679
2025
AustraliaCanada
New
Zealand
Corporate
& other
Total
Timing of revenue recognition$’000$’000$’000$’000$’000
At a point in time344,392169,63193,7931,780609,596
Over time18,25410,1675,636234,059
362,646179,79899,4291,782643,655
60
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
A2. REVENUE, CONTINUED.
ASSETS AND LIABILITIES RELATED TO
CONTRACTS WITH CUSTOMERS
2026
$’000
2025
$’000
Right of return assets379347
Deferred PCP bonuses118214
Total contract assets497561
Deferred service revenue - PCP57,30160,146
Deferred service revenue -
Lifetime Diamond Warranty
6,1275,968
Rights of return liabilities702655
Total contract liabilities64,13066,769
REVENUE RECOGNISED IN RELATION
TO CONTRACT LIABILITIES
The following table shows how much of the revenue recognised
in the current reporting year relates to carried-forward contract
liabilities and how much relates to performance obligations
that were satisfied or partially satisfied in a prior year:
2026
$’000
2025
$’000
Revenue recognised that
was included in the contract
liability balance at the
beginning of the year
21,57522,404
Impact on revenue recognised
relating to performance
obligations satisfied
in previous years
(1,345)2,676
Revenue recognition patterns are regularly reassessed based
on new and historical trends resulting in remeasurement of
revenue recognised in previous years.
ACCOUNTING POLICIES AND SIGNIFICANT ESTIMATES
(i) Sale of goods
Sales of goods are recognised when a Group entity delivers
a product to the customer. Retail sales are usually by cash,
payment and instalment plans or debit and credit cards.
The recorded revenue is the gross amount of sale (excluding
taxes), including any fees payable for the transaction and net
amounts deferred under AASB15
Revenue from Contracts
with Customers such as significant financing components and
potential customer returns.
(ii) Repair services
Sales of services for repair work performed is recognised in the
accounting period in which the services are performed.
(iii) Deferred service revenue and expenses
The Group offers a PCP product which is considered deferred
revenue until such time that service has been provided. A PCP
is a plan under which the Group offers future services, such as
cleaning, repairs and resizing, to customers based on the type
of plan purchased. The Group subsequently recognises the
income in revenue in the Consolidated Statement of Profit or
Loss and Other Comprehensive Income once these services are
performed. An estimate based on the timing and quantum of
expected services under the plans is used as a basis to establish
the amount of service revenue to recognise in the Consolidated
Statement of Profit or Loss and Other Comprehensive Income.
(iv) Lifetime Diamond Warranty
LTDW is a warranty provided to customers with the purchase
of jewellery items set with a diamond (excluding watches). This
has been deemed a service-type warranty and is calculated
with reference to the estimated value of service provided to
customers and the stand-alone value of customers obtaining
the service independently. Income in relation to the LTDW is
recognised in line with the estimated pattern of customers
utilising this service-type warranty.
A3. INVENTORIES
2026
$’000
2025
$’000
Raw materials5,2435,839
Finished goods179,002186,775
Packaging and other consumables5,4976,485
189,742199,099
Finished goods are held at the lower of cost and net
realisable value (NRV). During the year, finished goods
have been reduced by $1,382,000 (2025: $474,000) as a
result of the write-down to NRV. This is recognised in cost of
goods sold in the Consolidated Statement of Profit or Loss
and Other Comprehensive Income. During the year, packaging
and other consumables have been reduced by $1,275,000
(2025: $553,000) to reflect obsolescence. This is recognised
in the Consolidated Statement of Profit or Loss and Other
Comprehensive Income in impairment of other assets.
61
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
A4. LEASES
RIGHT-OF-USE ASSETS
2026
$’000
2025
$’000
Right-of-use assets400,573374,163
Less: Accumulated depreciation(290,773)(252,693)
109,800121,470
RECONCILIATION OF RIGHT-OF-USE ASSETS
Notes
2026
$’000
2025
$’000
Opening carrying value121,470133,988
Additional right-of-use assets relating to leases entered into during the year29,37928,386
Lease modifications agreed during the year9,0346,458
Depreciation expenseF1(46,317)(47,988)
Foreign currency translation(3,766)626
Closing carrying value109,800121,470
LEASE LIABILITIES
2026
$’000
2025
$’000
Current35,90138,784
Non-current90,568102,601
126,469141,385
RECONCILIATION OF LEASE LIABILITIES
Notes
2026
$’000
2025
$’000
Opening carrying value141,385154,581
Additional lease liabilities entered into during the year29,50328,749
Lease modifications agreed during the year7,6655,508
Interest expenseF19,72611,167
Lease repayments(57,815)(59,234)
Foreign currency translation(3,995)614
Closing carrying value126,469141,385
The incremental borrowing rate used in determining the lease liability ranged between 3.04% and 9.59% (2025: 2.52% and 10.06%).
62
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
A4. LEASES, CONTINUED.
ACCOUNTING POLICIES AND SIGNIFICANT JUDGEMENTS
The Group assesses at contract inception whether a contract
is, or contains, a lease. That is, if the contract conveys the right
to control the use of an identified asset for a period of time in
exchange for consideration.
Group as a lessee
The Group leases property, as well as machinery and office
equipment. The Group applies a single recognition and
measurement approach for all leases, except for short-term
leases and leases of low-value assets, which are recognised in
the profit or loss. The Group recognises lease liabilities to make
lease payments and right-of-use assets representing the right
to use the underlying assets.
Right-of-use assets
The Group recognises right-of-use assets at the commencement
date of the lease (i.e., the date the underlying asset is available
for use). Right-of-use assets are measured at cost, less any
accumulated depreciation and impairment losses, and adjusted
for any remeasurement of lease liabilities. The cost of right-of-
use assets includes the amount of lease liabilities recognised,
initial direct costs incurred, and lease payments made at or
before the commencement date less any lease incentives
received. Right-of-use assets are depreciated on a straight-line
basis over the lease term.
The right-of-use assets are also subject to impairment. Refer to
the accounting policies in Note I1(F).
If ownership of the leased asset transfers to the Group at the
end of the lease term or the cost reflects the exercise of a
purchase option, depreciation is calculated using the estimated
useful life of the asset.
Lease liabilities
At commencement date of the lease, the Group recognises
lease liabilities measured at the present value of lease
payments to be made over the lease term. The lease payments
include fixed payments (including in-substance fixed payments)
less any lease incentives receivable, variable lease payments
that depend on an index or a rate, and amounts expected to
be paid under residual value guarantees. The lease payments
also include the exercise price of a purchase option reasonably
certain to be exercised by the Group and payments of penalties
for terminating the lease, if the lease term reflects the Group
exercising the option to terminate. Variable lease payments that
do not depend on an index or a rate are recognised as expenses
(unless they are incurred to produce inventories) in the period in
which the event or condition that triggers the payment occurs.
In calculating the present value of lease payments, the
Group uses its incremental borrowing rate at the lease
commencement date because the interest rate implicit in the
lease is not readily determinable. After the commencement
date, the amount of lease liabilities is increased to reflect
the accretion of interest and reduced for the lease payments
made. In addition, the carrying amount of lease liabilities is
remeasured if there is a modification, a change in the lease
term, a change in the lease payment (e.g., changes to future
payments resulting from a change in an index or rate used to
determine such lease payments) or a change in the assessment
of an option to purchase the underlying asset.
The Group has several lease contracts that include extension
options. These options are negotiated by management to
provide flexibility in managing the leased-asset portfolio and
align with the Group’s business needs. Management exercises
significant judgement in determining whether these extension
options are reasonably certain to be exercised (refer to Note I1).
Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption
to its short-term leases of property, machinery and equipment
(i.e., those leases that have a lease term of 12 months or less
from the commencement date and do not contain a purchase
option). It also applies the lease of low-value assets recognition
exemption to leases of office equipment that are considered to
be low value. Lease payments on short-term leases and leases
of low-value assets are expensed on a straight-line basis over
the lease term.
The expense related to short-term property leases was
$4,084,000 in the current year (2025: $3,057,000).
63
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
B. CASH MANAGEMENT
B1. CASH AND CASH EQUIVALENTS
2026
$’000
2025
$’000
Cash at bank and on hand14,461 10,248
RECONCILIATION OF PROFIT AFTER INCOME TAX TO NET CASH
INFLOW FROM OPERATING ACTIVITIES
Notes
2026
$’000
2025
$’000
Profit/(loss) for the year9,995 2,099
Adjustment for:
Depreciation of property, plant and equipmentF412,90713,363
Depreciation of right-of-use assetsA446,31747,988
Amortisation of intangible assetsF54,0964,185
Impairment of property, plant and equipment and other assets2,3472,066
Impairment of other intangible assetsF5-(97)
Impairment of Bevilles brand intangibles assetsF5-7,400
Non-cash employee benefits expense - share-based paymentsD3(145)338
Make good interest392149
Net loss on disposal of non-current assets3,642518
Gain on lease modification(1,369)-
Net exchange differences(4,283)(2,065)
Change in operating assets and liabilities
(Increase)/decrease in trade and other receivables(334)8
(Increase)/decrease in inventories8,494(3,274)
(Increase)/decrease in deferred tax assets3,762(4,405)
(Increase)/decrease in other non-current assets53343
(Increase)/decrease in other current assets(727)1,867
Decrease in current tax receivable/(decrease) in current tax liability4,750(6,700)
(Decrease)/increase in trade and other payables12,6222,445
(Decrease)/increase in provisions(708)(5,612)
(Decrease)/increase in contract liabilities(2,686)(5,545)
Net cash inflow from operating activities99,12555,071
64
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MICHAEL HILL INTERNATIONAL LIMITED
|
ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
B2. BORROWINGS
20262025
CurrentNon-currentTotalCurrentNon-currentTotal
$’000$’000$’000$’000$’000$’000
Bank loans-20,00020,000-52,10052,100
Total secured borrowings-20,00020,000-52,10052,100
In December 2025, the Company refinanced its debt facility for an additional availability period of two years, maturing on 31 August
2028. This facility is funded by ANZ Banking Group and Commonwealth Bank of Australia. The financial arrangement is a $90m core
working capital facility that temporarily increases to $110m each year from 15 September to 14 January, in line with the prior financial
year. The CBA facility agreement includes a $3m contingent liability facility. Each subsidiary of the Group guarantees the Company's
obligations under the facility.
The facility also contains terms that are typical for a transaction of this nature including conditions for repayment, financial covenants,
guarantee provisions, representations and warranties made by the borrowers, information undertakings, cancellation and termination of
the facility and events of default. Refer Note C3 Capital Management.
B3. DIVIDENDS
ORDINARY SHARES
2026
$’000
2025
$’000
No final dividend was declared for the year ended 29
June 2025 (2024: no final dividend declared)
--
No interim dividend was declared for the year ended 28
June 2026 (2025: no interim dividend declared)
--
DIVIDENDS NOT RECOGNISED AT THE END OF THE REPORTING PERIOD
2026
$’000
2025
$’000
Since year-end, the Directors have recommended a 2.0 cents
(2025: nil) per fully paid share final dividend.
7,697 -
FRANKING AND IMPUTATION CREDITS
2026
$’000
2025
$’000
Franking credits available for subsequent reporting periods
based on a tax rate of 30.0% (2025: 30.0%)
9,19416,613
Imputation credits (NZ$) available for subsequent reporting periods
based on New Zealand tax rate of 28.0% (2025: 28.0%)
6,4834,597
The franking credit amounts represent the balance of the franking account as at the end of the financial year, adjusted for franking
credits that will arise from the payment and refund of income tax payable.
The above imputation credit amounts represent the balance of the imputation account as at the end of the financial year, adjusted for
imputation credits that will arise from the payment and refund of income tax payable.
The dividend recommended by the Directors since year-end, but not recognised as a liability at year-end, will be partially franked and
partially imputed. The impact of this is estimated to be a reduction in the franking credit account of $1.6m (2025: Nil) and a reduction in
the imputation credit of NZ$1.5m (2025: Nil).
65
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
C. FINANCIAL RISK MANAGEMENT
C1. FINANCIAL RISK MANAGEMENT
The Group’s activities expose it to a range of financial risks, including foreign exchange risk, interest rate risk, credit risk and liquidity risk.
The Group’s risk management framework is designed to manage financial market volatility and minimise potential adverse effects on
the Group’s financial performance.
The Group manages its financial risks in accordance with its Treasury Policy. Any derivatives are used exclusively for risk management
purposes and not for trading or speculative purposes.
RISKEXPOSURE ARISING FROMMEASUREMANAGEMENT MAY INCLUDE
Market risk
- foreign exchange
Future commercial transactions
Recognised financial assets and
liabilities not denominated in AUD
Cash flow forecasting and
sensitivity analysis
Forward exchange contracts (FEC)
- interest rateLong-term borrowings at variable ratesSensitivity analysisInterest rate swaps
Credit risk
Cash and cash equivalents
and trade receivables
Ageing analysis
Diversification of bank deposits,
credit limits and letters of credit
Liquidity riskBorrowings and other liabilitiesRolling cash flow forecasts
Availability of committed credit
lines and borrowing facilities
The Group's overall risk management program includes a focus on financial risk including the unpredictability of financial markets and
foreign exchange risk.
The policies are overseen by the Board and executed by management who undertake regular reviews to enable prompt identification of
financial risks so that appropriate actions may be taken.
FOREIGN EXCHANGE RISK
Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities that are denominated in a
currency that is not the entity’s functional currency and net investments in foreign operations.
The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, including the
purchase of inventory. Where it is considered appropriate, the Group enters into forward foreign exchange contracts to buy specified
amounts of various foreign currencies in the future at a pre-determined exchange rate.
The Group currently does not use derivative financial instruments to hedge its exposures to foreign currency risk arising from
intercompany loans. Exchange rates and the carrying amounts of the loan are monitored to assess the ongoing impact on the Group's
financial performance.
Exposure
The Group's exposure to foreign currency risk at the end of the reporting year, expressed in the presentation currency, was as follows:
20262025
USD
$’000
NZD
$’000
CAD
$’000
EUR
$’000
SGD
$’000
USD
$’000
NZD
$’000
CAD
$’000
EUR
$’000
THB
$’000
Cash and cash equivalents385-51-2651027-
Trade receivables872413--1174306-
Trade payables(17,273)(1,888)-(1,497)(256)(11,495)(1,455)(139)(1,194)(6,522)
Forward exchange contracts:
Buy foreign currency12,090--2,260-6,000----
Net foreign currency exposure(4,711)(1,864)18764(256)(5,352)(1,446)(99)(1,161)(6,522)
66
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
C1. FINANCIAL RISK MANAGEMENT, CONTINUED.
Sensitivity
The following table summarises the sensitivity of the Group's financial assets and financial liabilities to foreign currency risk. The foreign
exchange sensitivities are based on the Group's exposure existing at balance date. Sensitivity figures are pre-tax.
Impact on pre-tax profit
Impact on other components
of equity
2026202520262025
Foreign exchange rate sensitivities $’000$’000$’000$’000
AUD increases 10%6671,064-2,561
AUD decreases 10%(815)(1,300)-(3,130)
INTEREST RATE RISK
The Group is exposed to interest rate risk principally through cash balances and variable-rate borrowings. Variable-rate borrowings
expose the Group to cash flow interest rate risk, while fixed-rate borrowings expose the Group to fair value interest rate risk. 100%
(2025: 100%) of the Group's borrowings are variable rate borrowings.
The Group’s current external funding arrangement is a working capital facility domiciled in and denominated in Australian dollars,
and there is no corporate long-term debt. The Group does not currently use interest rate swaps. At 28 June 2026, the Group had no
corporate long-term debt and no interest rate swaps in place (2025: no corporate long-term debt and no interest rate swaps in place).
If additional debt facilities are established, including in Canada or New Zealand, the Group may consider the use of interest rate swaps
or other appropriate derivative instruments to manage the associated interest rate risk, in accordance with its Treasury Policy.
To manage variable interest rate borrowings risk, the Group may enter into interest rate swaps in which the Group agrees to exchange, at
specified intervals, the difference between fixed and variable rate interest amounts calculated by reference to an agreed-upon notional
principal amount. At 28 June 2026, the Group had no corporate long term debt and there were no swaps in place (2025: no corporate
long term debt and no swaps in place).
The details of the variable rate borrowings outstanding are outlined below.
28 June 202629 June 2025
Weighted
average
interest rate
Balance
Weighted
average
interest rate
Balance
%$’000%$’000
Bank overdrafts and bank loans5.53%20,0006.48%52,100
Net exposure to cash flow interest rate risk20,00052,100
Sensitivity
Profit or loss is sensitive to higher/lower interest income from cash and cash equivalents as a result of changes in interest rates.
All other non-derivative financial liabilities have a contractual maturity of less than 6 months.
Impact on pre-tax profit
Impact on other
components of equity
2026202520262025
$’000$’000$’000$’000
Interest rates - increase by 100 basis points(55)(419)--
Interest rates - decrease by 100 basis points55419--
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NOTES TO THE FINANCIAL STATEMENTS
CREDIT RISK
Credit risk is managed on a Group basis and refers to the risk of a counterparty failing to discharge an obligation. In the normal course
of business, the Group incurs credit risk from trade receivables and transactions with financial institutions. The Group places its cash
and short term deposits with only high credit quality financial institutions. Sales to retail customers are required to be settled via cash,
major credit cards or passed onto various credit providers in each country.
At the reporting date, no material credit risk exposure existed in relation to potential counterparty failure on financial instruments.
The Group provides interest-free consumer credit in Canada as a secondary product and the credit risk exposure which exists against
this financial instrument is detailed in Note F3. Other than the loss allowance recognised in trade and other receivables in Note F3, no
financial assets were impaired or past due. The maximum exposure to credit risk at the end of the reporting year is the carrying amount
of each class of financial assets disclosed in Note F3.
LIQUIDITY RISK
The Group maintains prudent liquidity risk management with sufficient cash and the availability of funding through an adequate amount
of committed credit facilities.
Financing arrangements
The Group’s objectives when managing capital are to ensure sufficient liquidity to support its financial obligations and execute the
Group's operational and strategic plans. The Group continually assesses its capital structure and makes adjustments to it with reference
to changes in economic conditions and risk characteristics associated with its underlying assets.
In FY26, the Group had access to an overdraft facility and a $90m core working capital facility that temporarily increases to $110m
each year from 15 September to 14 January, in line with the prior financial year. The following were undrawn from these facilities at the
end of the reporting year:
FLOATING RATE
2026
$’000
2025
$’000
- Expiring beyond one year (bank overdrafts)1,8181,925
- Expiring beyond one year (bank loans)70,00037,900
71,81839,825
The maturity date of the financing facilities provided to the Group by both Australia and New Zealand Banking Group Limited and
Commonwealth Bank of Australia Limited is 31 August 2028.
Maturities of financial liabilities
The tables below analyse the Group’s financial liabilities into relevant maturity groupings based on their contractual maturities for:
• all non-derivative financial liabilities, and
• net and gross settled derivative financial instruments for which the contractual maturities are essential for an understanding of
the timing of the cash flows.
The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying
balances as the impact of discounting is not significant.
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NOTES TO THE FINANCIAL STATEMENTS
C1. FINANCIAL RISK MANAGEMENT, CONTINUED.
CONTRACTUAL MATURITIES
OF FINANCIAL LIABILITIES
Less than
6 months
6-12
months
Between 1
and 2 years
Between
2 and 5
years
Over 5
years
Total
contractual
cash flow
At 28 June 2026$’000$’000$’000$’000$’000$’000
Non-derivatives
Lease liabilities22,79620,57032,53649,13236,095161,129
Trade payables81,497----81,497
Borrowings5535531,10620,184-22,396
Total non-derivatives104,84621,12333,64269,31636,095265,022
Derivatives
Outward payments FECs20,792----20,792
Inward receipts FECs(21,238)----(21,238)
Net FECs(446)----(446)
At 29 June 2025
Non-derivatives
Lease liabilities25,27522,17336,57254,52643,285181,831
Trade payables68,685----68,685
Borrowings1,6881,68852,663--56,039
Total non-derivatives95,64823,86189,23554,52643,285306,555
Derivatives
Outward payments FECs9,188----9,188
Inward receipts FECs(9,166)----(9,166)
Net FECs22----22
C2. DERIVATIVE FINANCIAL INSTRUMENTS
The Group is exposed to certain risks relating to its ongoing
business operations. The primary risks managed using
derivative instruments are foreign currency risk and interest
rate risk. The Group does not apply hedge accounting.
C3. CAPITAL MANAGEMENT
For the purpose of the Group's capital management, capital
includes issued capital, and all equity reserves attributable to
the equity holders of the parent.
The Group actively manages its capital structure, taking
account of changes in economic conditions, operational
requirements and the financial covenant requirements of its
debt facilities.
The Group’s objectives when managing capital are to safeguard
its ability to continue as a going concern, thereby enabling
it to provide returns to shareholders and benefits to other
stakeholders, and to maintain an appropriate capital structure
that supports an efficient cost of capital.
To maintain or adjust its capital structure, the Group may adjust
dividends paid to shareholders, return capital to shareholders,
issue new shares or dispose of assets to reduce debt.
The Group’s debt facilities, including its working capital facility,
are subject to external bank financial covenants. Compliance
with these covenants is calculated and reported to the relevant
lenders quarterly on a pre-AASB 16
Leases basis. The principal
covenants relevant to capital management comprise the
fixed charge cover ratio, debt-to-EBITDA ratio, gross debt-to-
capitalisation ratio and borrowing base ratio. For the purposes
of the covenant calculations, net debt comprises interest-
bearing loans and borrowings less cash and
short-term deposits.
Non-compliance with financial covenants may, unless remedied
or waived in accordance with the facility documentation,
constitute an event of default. In those circumstances, the
lenders may be entitled to declare loans and borrowings
immediately due and payable. The Group complied with its
financial covenants for all applicable quarterly testing periods
up to and including 28 June 2026.
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
D. REWARD AND RECOGNITION
D1. EMPLOYEE BENEFITS
EMPLOYEE BENEFITS
2026
$’000
2025
$’000
Employee wages159,720156,046
Employee wages on-costs and post-retirement benefits23,58823,323
Employee share-based payments expense(145)338
183,163179,707
D2. KEY MANAGEMENT PERSONNEL
2026
$
2025
$
Short-term employee benefits2,506,4362,278,456
Long-term benefits(86,402)(60,508)
Post-employment benefits108,08078,709
Termination benefits68,022-
Share-based payments613(36,825)
2,596,7492,259,832
D3. SHARE-BASED PAYMENTS
OPTIONS
Options are granted from time to time at the discretion of Directors to senior executives within the Group. Motions to issue options
to related parties of Michael Hill International Limited are subject to the approval of shareholders at the Annual General Meeting in
accordance with the Company's constitution.
Options are granted under the plan for no consideration. Options expire ten years after granted, vest over five years, are exercisable at
any time during the final five years and vesting is subject to remaining employed by the Group.
Options granted under the plan carry no dividend or voting rights. When exercisable, each option is convertible into one ordinary share.
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NOTES TO THE FINANCIAL STATEMENTS
D3. SHARE-BASED PAYMENTS, CONTINUED.
20262025
Set out below are summaries of options granted under the plan:
Average
exercise price
per option
Number of
options
Average
exercise price
per option
Number of
options
Opening balance NZD options1.17100,0001.40200,000
Expired during the year1.14(100,000)1.63(100,000)
Closing balance NZD options--1.17100,000
Opening balance AUD options1.56300,0001.56300,000
Closing balance AUD options1.56300,0001.56300,000
Options outstanding at the end of the year have the following expiry dates and exercise prices:
Grant dateExpiry dateExercise price20262025
22 January 201630 September 2025NZ$1.14-100,000
22 September 201630 September 2026AU$2.12100,000100,000
5 October 201730 September 2027AU$1.44100,000100,000
22 September 201830 September 2028AU$1.11100,000100,000
300,000400,000
The weighted average remaining contractual life of share options outstanding at the end of the period was 1.3 years (2025: 1.8 years).
SHARE RIGHTS
The Company’s Equity Incentive Plan was approved by shareholders at the 2023 Annual General Meeting held on 14 November 2023
(Plan). The Plan allows the Board to issue share rights to executive directors, executives and other senior leaders eligible to participate in
the Plan.
Each share right represents a right to receive one ordinary share in the Company, subject to the terms and conditions of the Plan
including satisfaction of certain performance metrics. An allocation of share rights is made to an eligible participant on an annual basis
typically calculated as a percent of the value of their total fixed remuneration. 50% of a participants share rights are allocated to an
earnings per share (EPS) performance hurdle and 50% of share rights are allocated to a total shareholder return (TSR) performance
71
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
hurdle. Vesting of the share rights is subject to the Company achieving a minimum compound annual growth rate (CAGR) in EPS or TSR
(as the case requires) over three years (Performance Period). Subject to the participant remaining an employee of the Group at the end
of the Performance Period, the share rights vest based on the following vesting schedule:
EPS CAGRTSR CAGRVESTING OUTCOME
2023 ISSUE
Less than 5% CAGRLess than 10% CAGRNo share rights vest
Between 5% CAGR and <10% CAGRBetween 10% CAGR and <20% CAGR
EPS: 10% of share rights vest for
each 1% increase in CAGR
TSR: 10% of share rights vest for
each 1% increase in CAGR
Equal to or greater than 10% CAGREqual to or greater than 20% CAGR100% of share rights vest
2024 ISSUE
Less than 5% CAGRLess than 10% CAGRNo share rights vest
Between 5% CAGR and <10% CAGRBetween 10% CAGR and <20% CAGR
EPS: 20% of share rights vest for
each 1% increase in CAGR
TSR: 10% of share rights vest for
each 1% increase in CAGR
Equal to or greater than 10% CAGREqual to or greater than 20% CAGR100% of share rights vest
2025 AND 2026 ISSUE
Less than 20% CAGRLess than 10% CAGRNo share rights vest
Between 20% CAGR and <30% CAGRBetween 10% CAGR and <20% CAGR
EPS: 10% of share rights vest for
each 1% increase in CAGR
TSR: 10% of share rights vest for
each 1% increase in CAGR
Equal to or greater than 30% CAGREqual to or greater than 20% CAGR100% of share rights vest
During the year, the Board agreed to grant 8,325,263 share rights to eligible participants.
20262025
Average fair
value per
share right
Number of
share rights
Average fair
value per
share right
Number of
share rights
Opening balance1.358,926,3151.097,434,253
Granted0.178,325,2630.395,943,791
Exercised0.74(23,326)0.44(195,313)
Forfeited0.54(4,308,656)0.37(4,256,416)
Closing balance1.2312,919,5961.358,926,315
72
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
D3. SHARE-BASED PAYMENTS, CONTINUED.
The number of share rights in each tranche is based on the
prescribed dollar value for each tranche divided by the
volume weighted average share price ('VWAP') of Michael
Hill International Limited shares over ten trading days
following the shares trading subsequent to the final Annual
results announcement.
Share rights issued during the current financial year used the
Monte Carlo model to determine the fair value of share rights
using the following inputs:
20262025
Number of rights8,325,2635,943,791
Share price$0.33$0.59
Annualised volatility40%40%
Expected dividend yield8.5%5.7%
Risk free rate3.87%3.95%
Fair value of share right$0.17$0.39
2026
$
2025
$
Expenses arising from share-
based payment transactions
(144, 550) 338,479
ACCOUNTING POLICY
Options
The fair value was measured at grant date and is recognised
over the period during which the employees become
unconditionally entitled to the options. The fair value at
grant date for options issued during prior financial years was
independently determined using a Binomial option pricing
model, which is an iterative model for options that can be
exercised at times prior to expiry. The model takes into account
the grant date, exercise price, market performance conditions,
the impact of dilution, the non-tradeable nature of the option,
the share price at grant date and expected price volatility of the
underlying share, the expected dividend yield and the risk-free
interest rate for the term of the option. It also assumes the
options will be exercised at the mid-point of the exercise period.
The fair value of options granted is recognised as an employee
benefits expense with a corresponding increase in equity. The
total amount to be expensed is determined by reference to the
fair value of the options granted:
• including any market performance conditions (e.g. the
entity’s share price)
• excluding the impact of any service and non-market
performance vesting conditions (e.g. profitability, sales
growth targets and remaining an employee of the entity
over a specified period), and
• including the impact of any non-vesting conditions (e.g. the
requirement for employees to save or holdings shares for a
specific period of time).
The total expense is recognised over the vesting period, which
is the period over which all of the specified vesting conditions
are to be satisfied. At the end of each year, the entity revises
its estimates of the number of options that are expected to
vest based on the non-market vesting and service conditions.
It recognises the impact of the revision to original estimates, if
any, in profit or loss, with a corresponding adjustment to equity.
Upon the exercise of options, the balance of the share-based
payments reserve relating to those options is transferred to
share capital.
Share rights
The fair value of rights granted is recognised as an employee
benefit expense with a corresponding increase in equity.
The fair value was measured at grant date and is recognised
over the period during which the employees become
unconditionally entitled to the rights.
The total expense is recognised over the vesting period,
which is the period over which all of the specified vesting
conditions are to be satisfied. At the end of each year, the
entity revises its estimates of the number of share rights that
are expected to vest based on the non-market vesting and
service conditions. It recognises the impact of the revision to
original estimates, if any, in profit or loss, with a corresponding
adjustment to equity.
Upon the exercise of the share rights, the balance of the share-
based payments reserve relating to those rights is transferred
to share capital.
E. RELATED PARTIES
RELATED PARTY
TRANSACTIONS
2026
$
2025
$
Contribution to Michael Hill
Violin Charitable Trust
1
-36,544
1
Ceased to be a related party in the current reporting period.
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
F. OTHER INFORMATION
F1. EXPENSES
DEPRECIATION AND AMORTISATION
Notes
2026
$’000
2025
$’000
Depreciation on property, plant and equipment12,593 13,363
Depreciation on right-of-use assetsA446,31747,988
Total depreciation58,91061,351
Amortisation on software F54,0964,185
Total amortisation4,0964,185
Total depreciation and amortisation63,00665,536
FINANCE COSTS
Notes
2026
$’000
2025
$’000
Interest on lease liabilitiesA49,72611,167
Bank and interest charges3,5875,591
Interest on make good provision392149
13,70516,907
F2. EARNINGS PER SHARE
RECONCILIATION OF EARNINGS USED IN CALCULATING EARNINGS PER SHARE
2026
$’000
2025
$’000
Basic earnings per share
Profit/(loss) attributable to the ordinary equity holders of the Company used in calculating
basic earnings per share
9,9952,099
Diluted earnings per share
Profit/(loss) from continuing operations attributable to the ordinary equity holders
of the Company
9,9952,099
WEIGHTED AVERAGE NUMBER OF SHARES USED AS THE DENOMINATOR
2026
Number
2025
Number
Weighted average number of ordinary shares used as the denominator in calculating
basic earnings per share
384,837,668384,744,855
Adjustments for calculation of diluted earnings per share:
Share rights11,187,2408,471,976
Weighted average number of ordinary and potential ordinary shares used
as the denominator in calculating diluted earnings per share
396,024,908393,216,831
Options and share rights granted to employees under the Michael Hill International Limited Employee Option Plan are considered to
be potential ordinary shares and have been included in the determination of diluted earnings per share to the extent to which they
are dilutive. All options outstanding at financial year end were considered to be anti-dilutive. The options and share rights have been
excluded in the determination of basic earnings per share. Details are set out in Note D3.
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|
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
F3. TRADE AND OTHER RECEIVABLES
20262025
CurrentNon-currentTotalCurrentNon-currentTotal
$’000$’000$’000$’000$’000$’000
Trade receivables3,618-3,6183,446-3,446
Provision for expected credit loss(21)-(21)(57)-(57)
3,597-3,5973,389-3,389
Canadian in-house customer finance5,7671,5797,3465,4011,2796,680
Provision for expected credit loss(387)(107)(494)(207)(47)(254)
5,3801,4726,8525,1941,2326,426
Sundry debtors5,692(1)5,6916,070-6,070
14,6691,47116,14014,6531,23215,885
Trade receivables
Trade receivables from sales made to customers through third
party credit providers are non-interest bearing and are generally
on 0 - 30 day terms.
Canadian in-house customer finance
Canadian in-house customer finance debtors represent
amounts receivable under the Michael Hill Canadian in-house
credit programme, which offers customers interest-free
instalment payment plans over terms of 6, 12, 18, or 24
months. The outstanding balance includes both accrued
interest and annual fee components, with interest charged
only on expiry of the promotional period or instances of
customer delinquency.
Sundry debtors
Sundry debtors relates to supplier credits, security deposits,
insurance recoveries and other sundry receivables. Based on
the credit history of these debtors, it is expected that these
amounts will be received when due and no impairment
is recognised.
Effective interest rates
All receivables are non-interest bearing except for a small
portion of in-house customer finance receivables. In-house
customer finance receivables are recognised net of significant
financing components determined in accordance with AASB15
Revenue from Contracts with Customers.
ECL and risk exposure
An ECL analysis is performed at each reporting date. The
maximum exposure to credit risk is the carrying value of in-
house customer finance program and trade receivables. The
Group does not hold collateral as security. The Group evaluates
the concentration of risk with respect to these receivables as
low. For further details refer to Note C1.
AGEING OF TRADE
RECEIVABLES
2026
$’000
2025
$’000
Current3,5273,248
< 30 days past due69129
30 - 60 days past due1535
60+ days past due734
3,6183,446
MOVEMENTS IN THE
PROVISION FOR ECL OF
TRADE RECEIVABLES ARE
AS FOLLOWS:
2026
$’000
2025
$’000
Opening balance57127
Additional provisions
recognised
2157
Net amounts written off(57)(127)
Closing balance2157
AGEING OF CANADIAN
IN-HOUSE CUSTOMER
DEBTOR FINANCE
2026
$’000
2025
$’000
Current, aged 0 - 30 days6,7136,153
Past due, aged 31 - 90 days278244
Past due, aged more than
90 days
355283
7,3466,680
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MICHAEL HILL INTERNATIONAL LIMITED
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
MOVEMENTS IN THE PROVISION FOR ECL OF CANADIAN IN-
HOUSE CUSTOMER DEBTOR FINANCE ARE AS FOLLOWS:
2026
$’000
2025
$’000
Opening balance254217
Additional provisions recognised896895
Net amounts written off(656)(858)
Closing balance494254
F4. PROPERTY, PLANT AND EQUIPMENT
Plant and
equipment
Fixtures and
fittings
Leasehold
improvements
Display
materials
Total
Notes$’000$’000$’000$’000$’000
At 30 June 2024
Cost45,10441,086102,28310,527199,000
Accumulated depreciation and impairment(32,335)(31,747)(68,622)(6,589)(139,293)
Net book amount12,7699,33933,6613,93859,707
Year ended 29 June 2025
Opening net book amount12,7699,33933,6613,93859,707
Exchange difference576719920343
Additions1,5473,1673,8585579,129
Disposals(293)(167)(338)(14)(812)
Depreciation charge(3,184)(2,411)(6,672)(1,096)(13,363)
Impairment write-back/(loss)(249)(244)(1,566)(7)(2,066)
Closing net book amount10,6479,75129,1423,39852,938
At 29 June 2025
Cost44,63441,991102,34310,778199,746
Accumulated depreciation and impairment(33,987)(32,240)(73,201)(7,380)(146,808)
Net book amount10,6479,75129,1423,39852,938
At 28 June 2026
Opening net book amount10,6479,75129,1423,39852,938
Exchange difference(455)(470)(1,011)(149)(2,085)
Additions4,8262,4315,9161,73214,905
Disposals(553)(269)(223)(401)(1,446)
Depreciation charge(3,300)(2,428)(6,315)(864)(12,907)
Impairment loss(70)(50)(288)(2)(410)
Closing net book amount11,0958,96527,2213,71450,995
At 28 June 2026
Cost42,98039,14798,52110,226190,874
Accumulated depreciation and impairment(31,885)(30,182)(71,300)(6,512)(139,879)
Net book amount11,0958,96527,2213,71450,995
F3. TRADE AND OTHER RECEIVABLES, CONTINUED.
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
F4. PROPERTY, PLANT AND EQUIPMENT, CONTINUED.
Impairment loss
As per the Group's accounting policies, the Group impairs assets where the recoverable amount is less than the carrying amount and
reverses the impairment if no longer applicable. This also includes assets held at stores facing closure. Any assets held at an impaired
store that are able to be redeployed throughout the Group are not impaired.
The Group treats each store as a separate cash-generating unit for impairment testing of property, plant and equipment and right-of-
use assets. A review of impairment indicators was performed. Where an indicator was identified a Value in Use "VIU" assessment was
performed resulting in an impairment loss being recorded. The accounting policy for this is disclosed in Note I1(F).
Current year
The recoverable amount of each store has been determined based on the value-in-use approach. As a result of the annual impairment
assessment performed, a total impairment expense of $410,000 was recognised in relation to the stores within the Group.
AustraliaCanadaNew Zealand
Michael Hill
Group
Impairment loss - 2026306-104 410
Impairment loss - 20251,29652582 1,903
Key assumptions used for value-in-use
The pre-tax discount rates used in determining the recoverable amount ranged between 7.45% and 14.25%, depending on both
the geographical segment of the assets and the underlying brand to which the assets are deployed. These assumptions have been
used for the analysis of each CGU, in line with the expected long-term inflation of each geographical location and store EBIT with
no terminal value.
Impact of possible changes in key assumptions
A reasonably possible change in key assumptions will not lead to a further impairment.
Depreciation methods and useful lives
Depreciation is calculated using the straight-line method to allocate the cost or revalued amounts of the assets, net of their
residual values, over their estimated useful lives or, in the case of leasehold improvements and certain leased plant and
equipment, the shorter lease term as follows:
• Plant and equipment 4 - 7 years
• Motor vehicles 3 - 5 years
• Fixtures and fittings 6 - 10 years
• Leasehold improvements 6 - 10 years
• Display materials 2 - 5 years
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
F5. INTANGIBLE ASSETS
Goodwill
Brand,
Loyalty
Programs &
Trademarks
Computer
software
Total
Notes$’000$’000$’000$’000
At 30 June 2024
Cost19,22320,50040,00179,724
Accumulated amortisation and impairment--(21,921)(21,921)
Net book amount19,22320,50018,08057,803
Year ended 29 June 2025
Opening net book amount19,22320,50018,08057,803
Exchange difference--(1)(1)
Additions--1,3431,343
Impairment-(7,400)(97)(7,497)
Amortisation charge--(4,185)(4,185)
Closing net book amount19,22313,10015,14047,463
At 29 June 2025
Cost19,22320,50041,32681,049
Accumulated amortisation-(7,400)(26,186)(33,586)
Net book amount19,22313,10015,14047,463
Year ended 28 June 2026
Opening net book amount19,22313,10015,14047,463
Additions--1,3281,328
Disposals--(3,433)(3,433)
Amortisation charge-(336)(3,760)(4,096)
Closing net book amount19,22312,7649,27541,262
At 28 June 2026
Cost19,22320,50037,72077,443
Accumulated amortisation and impairment-(7,736)(28,445)(36,181)
Net book amount19,22312,7649,27541,262
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ANNUAL REPORT 2026
NOTES TO THE FINANCIAL STATEMENTS
F5. INTANGIBLE ASSETS, CONTINUED.
Impairment testing of goodwill and indefinite life intangibles (brand names)
The Group tests goodwill and indefinite life intangibles (brand names) annually for impairment, in accordance with the accounting
policy stated in note I1(K). For all cash-generating units (CGUs) which contain goodwill or indefinite life intangibles and all other
CGUs which show an indicator of impairment, the recoverable amounts have been determined based on the higher of fair value less
costs of disposal or value-in-use calculations.
Goodwill acquired through business combinations is allocated to the group of stores operating in Australia (group of CGUs).
The brand intangible asset with an indefinite useful life is allocated to the group of stores operating in Australia (group of CGUs) for
which the brand operates.
Current year
Goodwill
There was no impairment of goodwill in the current year.
Indefinite life brand names
The recoverable amount of the Bevilles brand has been determined based on a fair value less costs of disposal, using the income approach
(specifically the relief from royalty method), to fair value the brand. As a result of the annual assessment performed, no impairment loss
is recognised in relation to the Bevilles brand name. The carrying value of the Bevilles brand remains unchanged at $11.9m.
BRAND, LOYALTY PROGRAMS & TRADEMARKS
2026
$’000
2025
$’000
Bevilles brand11,92911,929
Loyalty Programs and Trademarks1,1711,171
Total Brand, Loyalty Programs and Trademarks13,10013,100
Key assumptions used for value-in-use / fair value less cost to sell calculations
Goodwill
The recoverable amount has been calculated using the value-in-use method. This is a level 3 estimate. A pre-tax discount rate of
10.61% (2025: 7.58%) was applied. For the purposes of impairment testing, a long-term growth rate of 2.5% (2025: 2.4%) was used to
extrapolate cash flows beyond the budget period and calculate a terminal value, in line with the Australian expected long-term inflation.
The basis of estimation of the five-year cash flows uses the following key operating assumptions:
• Five-year budgeted EBITDA is based on management’s forecasts of revenue;
• Revenue forecasts take into account historical revenue and consider external factors such as market sector and
geography; and
• Costs are calculated taking into account historical margins, forecast increases and estimated inflation rates over the period.
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NOTES TO THE FINANCIAL STATEMENTS
Indefinite life brand names
The recoverable amount has been calculated using the fair value less cost of disposal, using the income approach, specifically the relief from
royalty method. This is a level 3 estimate. The basis of estimation of the ten-year cash flows uses the following key operating assumptions:
• EBITDA within the assessment period is based on management's forthcoming year budget and subsequent years forecasts of
revenue, taking into account the expected growth in the business in the coming years as a result of operational effectiveness
and market sentiment of both retail and online operations;
• Revenue forecasts take into account historical revenue and consider external factors such as market sector and geography.
These financial revenue estimates are projected for a further nine years based on an average growth rate of 4.97%;
• Costs are calculated taking into account historical margins, forecast increases and estimated inflation rates over the period,
consistent with the locations in which Bevilles operate;
• Long-term EBIT margins have been applied to forecasts beyond FY30 ranging from 7.07% to 8.49%;
• A long-term growth rate of 2.50% (2025: 2.50%) has been used to calculate a terminal value; and
• The royalty rate has been applied at 2.20% (2025: 2.4%), indicating the hypothetical royalties the Group would have to pay
for the use of the brand asset if it did not own it.
A post-tax discount rate of 14.25% (2025: 13.75%) was applied. The discount rate is based on available market data and data from
comparable listed companies within the jewellery industry and is determined using the weighted average cost of capital.
Impact of reasonably possible changes in key assumptions
Goodwill
The carrying value of goodwill is not sensitive to changes in key assumptions.
Indefinite life brand names
The carrying value of the brand approximates its recoverable value. Any adverse change in key assumptions will lead to a
further impairment.
F6. TRADE AND OTHER PAYABLES
2026
$’000
2025
$’000
Trade payables48,12840,763
Annual leave liability8,4698,718
Accrued expenses3,9821,527
Consumption taxes payable4,2963,174
Other payables16,62214,503
81,49768,685
F7. PROVISIONS
20262025
CurrentNon-currentTotalCurrentNon-currentTotal
$’000$’000$’000$’000$’000$’000
Employee benefits7,7941,8739,6677,8012,1279,928
Assurance-type warranties1,871-1,8711,678-1,678
Make good provision1637,5257,6882445,3985,642
Restructuring costs299-299492-492
10,1279,39819,52510,2157,52517,740
F5. INTANGIBLE ASSETS, CONTINUED.
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NOTES TO THE FINANCIAL STATEMENTS
F7. PROVISIONS, CONTINUED
Employee
benefits
Assurance-
type
warranties
Make good
provision
Restructuring
costs
Total
Movements in provisions$’000$’000$’000$’000$’000
Opening carrying amount9,9281,6785,64249217,740
Changes in provisions recognised8481942,4173003,759
Amounts incurred and charged(950)-(228)(492)(1,670)
Exchange differences(159)(1)(143)(1)(304)
Closing carrying amount9,6671,8717,68829919,525
ACCOUNTING POLICIES AND SIGNIFICANT ESTIMATES
Employee benefits
Employee benefits includes provision for long service leave and the provision for remediation. Provisions are measured at the
present value of management's best estimate of the expenditure required to settle the present obligation at the end of the
reporting year.
The liability for long service leave is 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.
Make good provision
The Group has an obligation to restore certain leasehold sites to their original condition upon store closure or relocation.
This provision represents the present value of the expected future make good commitment. Amounts charged to the provision
represent both the cost of make good costs incurred and the costs incurred which mitigate the final liability prior to the closure
or relocation.
F8. TAX
INCOME TAX EXPENSE
2026
$’000
2025
$’000
Current tax
Current tax on profits for the year4,8314,669
Adjustments for current tax of prior periods34(185)
Total current tax expense4,8654,484
Deferred income tax
(Increase)/decrease in deferred tax assets2,846(4,348)
Adjustments for deferred tax of prior periods(35)185
Rerecognised tax losses utilised during the year21(227)
Total deferred tax expense/(benefit)2,832(4,390)
Income tax expense7,69794
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NOTES TO THE FINANCIAL STATEMENTS
F8. TAX, CONTINUED.
NUMERICAL RECONCILIATION OF INCOME TAX EXPENSE
TO PRIMA FACIE TAX PAYABLE
2026
$’000
2025
$’000
Profit before income tax expense17,6922,193
Tax at the Australian tax rate of 30.0% (2025: 30.0%)5,308658
Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Non-deductible expenditure/non-assessable income821403
Assessable income2,094-
8,2231,061
Difference in overseas tax rates(545)(774)
Adjustments for current tax of prior periods33(187)
Adjustments for deferred tax of prior periods(35)185
Utilisation of tax losses not recognised-(191)
Tax losses not recognised21-
Income tax expense at the effective tax rate of 44% (2025: 4%)7,69794
UNRECOGNISED POTENTIAL DEFERRED TAX ASSETS
2026
$’000
2025
$’000
Unused United States tax losses for which no deferred tax asset has been recognised35,86037,922
Potential tax benefit @ 21.0% (2025: 25%)7,5319,481
Unused New Zealand tax losses for which no deferred tax asset has been recognised1,4051,574
Potential tax benefit @ 28.0% (2025: 28%)393441
The unused tax losses incurred in the United States and New Zealand are available indefinitely for offsetting against future taxable
profits of the countries in which the losses arose. Deferred tax assets have not been recognised in respect of these losses as it is
unknown when the New Zealand losses may be used to offset taxable profits and the United States losses are not expected to be used.
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NOTES TO THE FINANCIAL STATEMENTS
F8. TAX, CONTINUED.
DEFERRED TAX BALANCES
2026
$’000
2025
$’000
The balance comprises temporary differences attributable to:
Expected credit loss provision13578
Fixed assets and intangibles11,32812,935
Intangible assets from intellectual property transfer12,25613,837
Deferred expenditure(34)(61)
Prepayments-16
Deferred service revenue21859
Right-of-use assets(31,842)(35,363)
Lease liabilities39,15544,178
Provisions13,72014,343
Unrealised foreign exchange losses101(20)
Sundry items(33)(26)
Inventories3842
Tax losses recognised8,3046,093
Net deferred tax assets53,14956,911
Expected settlement:
Deferred tax assets expected to be recovered within 12 months28,21932,138
Deferred tax assets expected to be recovered after more than 12 months24,93024,773
53,14956,911
Movements:
Opening balance at 30 June 202556,91152,507
Credited/(charged) to the income statement(2,846)4,348
Prior year adjustment35(185)
Foreign exchange differences(930)241
Derecognised tax losses(21)-
Closing balance at 28 June 202653,14956,911
F9. AUDITORS’ REMUNERATION
During the year the following fees were paid or payable for services provided by the auditor of the parent entity, Michael Hill
International Limited, its related practices and non-related audit firms:
ERNST & YOUNG (AUSTRALIA)
2026
$
2025
$
Fees for auditing the statutory financial report of the Company and its subsidiaries*676,636549,581
Fees for other services:
Regulatory sustainability report assurance30,000-
706,636549,581
* Inclusive of the December half-year review
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NOTES TO THE FINANCIAL STATEMENTS
F10. CONTRIBUTED EQUITY
SHARE CAPITAL
2026
Shares
2025
Shares
2026
$’000
2025
$’000
Ordinary shares - fully paid384,842,602384,819,27612,85812,850
Total share capital384,842,602384,819,27612,85812,850
MOVEMENTS IN ORDINARY SHARES
Number of shares
Total
$’000
Opening balance at 1 July 2024384,623,96312,763
Rights converted195,31387
Balance at 29 June 2025384,819,27612,850
Rights converted23,3268
Balance at 28 June 2026384,842,60212,858
Ordinary shares
Ordinary shares entitle the holder to participate in dividends,
and to share in the proceeds of winding up the Company in
proportion to the number of and amounts paid on the
shares held.
On a show of hands every holder of ordinary shares present at a
meeting in person or by proxy, is entitled to one vote, and on a
poll each share is entitled to one vote.
Options
Information relating to the Michael Hill International Employee
Option Plan, including details of options issued, exercised and
lapsed during the financial year and options outstanding at the
end of the financial year, is set out in Note D3.
Rights issue
Information relating to share rights issued under the
Company's deferred compensation plan, including details of
rights issued, exercised and lapsed during the financial year
and rights outstanding at the end of the financial year, is set
out in Note D3.
F11. RESERVES
NATURE AND PURPOSES OF OTHER RESERVES
Share-based payments
The share-based payments reserve is used to recognise the
value of equity-settled share-based payments provided to
employees, including key management personnel, as part of
their remunerations. Refer to Note D3 for further details of
these plans.
Foreign currency translation
Exchange differences arising on translation of foreign
controlled entities are recognised in other comprehensive
income as described in Note I1(C) and accumulated in a
separate reserve within equity. The cumulative amount is
reclassified to profit or loss when the net investment is
disposed of.
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NOTES TO THE FINANCIAL STATEMENTS
G. GROUP STRUCTURE
G1. INTERESTS IN OTHER ENTITIES
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with the
accounting policy described in Note I1(B):
Country of
incorporation
Ownership interest held by the group
2026
%
2025
%
Michael Hill Jeweller (Australia) Pty LtdAustralia100100
Michael Hill Wholesale Pty LtdAustralia100100
Michael Hill Manufacturing Pty LtdAustralia100100
Michael Hill Franchise Pty LtdAustralia100100
Michael Hill Franchise Services Pty LtdAustralia100100
Michael Hill Finance A Ltd PartnershipAustralia100100
Michael Hill Group Services Pty LtdAustralia100100
Michael Hill Charms Pty LtdAustralia100100
MH Bespoke Diamonds AU Pty LtdAustralia100100
Fine Jewellery Retail AU Pty LtdAustralia100100
Medley Jewellery Pty LtdAustralia100100
Durante Holdings Pty LtdAustralia100100
Michael Hill New Zealand LtdNew Zealand100100
Michael Hill Jeweller LtdNew Zealand100100
Michael Hill Finance (NZ) LtdNew Zealand100100
MHJ (US) LtdNew Zealand100100
Michael Hill Wholesale NZ LtdNew Zealand100100
Michael Hill Jeweller (Canada) LtdCanada100100
Michael Hill LLCUnited States100100
G2. DEED OF CROSS GUARANTEE
Pursuant to ASIC Class Order 2016/785, the Australian wholly-owned subsidiaries listed below are relieved from the Corporations Act
2001 requirements for preparation, audit and lodgement of financial reports and directors' report in Australia.
The subsidiaries subject to the deed are: Durante Holdings Pty Ltd, Michael Hill Group Services Pty Ltd, Michael Hill Jeweller (Australia)
Pty Ltd, Michael Hill Manufacturing Pty Ltd, Michael Hill Wholesale Pty Ltd, Michael Hill Franchise Services Pty Ltd, Michael Hill
Franchise Pty Ltd, Michael Hill New Zealand Ltd, Michael Hill Jeweller Ltd, Michael Hill Finance (NZ) Ltd, MH Bespoke Diamonds AU
Pty Ltd, Michael Hill Charms Pty Ltd, Fine Jewellery Retail AU Pty Ltd, Medley Jewellery Pty Ltd, Michael Hill Online Holdings Ltd and
Michael Hill Wholesale NZ Limited.
The Class Order requires the Parent Company and each of the subsidiaries to enter into a Deed of Cross Guarantee. The effect of the
deed is that the Company guarantees each creditor payment in full of any debt in the event of winding up of any of the subsidiaries
under certain provisions of the
Corporations Act 2001. If a winding up occurs under other provisions of the Corporations Act 2001,
the Company will only be liable in the event that after six months any creditor has not been paid in full. The subsidiaries have also given
similar guarantees in the event that the Company is wound up.
The above companies represent a Closed Group for the purposes of the Class Order and, as there are no other parties to the Deed of
Cross Guarantee that are controlled by Michael Hill International Limited, they also represent the Extended Closed Group.
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NOTES TO THE FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF PROFIT OR LOSS, STATEMENT OF COMPREHENSIVE INCOME AND SUMMARY OF
MOVEMENTS IN CONSOLIDATED RETAINED EARNINGS
Set out below is a consolidated statement of profit or loss, a consolidated statement of comprehensive income and a summary
of movements in consolidated retained earnings for the year ended 28 June 2026 of the closed group consisting of Michael Hill
International Limited and the entities noted above.
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
2026
$’000
2025
$’000
Revenue from sales of goods and services469,341463,867
Other income17,94214,056
Cost of goods sold(188,373)(184,452)
Employee benefits expense(144,790)(141,275)
Occupancy costs(10,270)(9,765)
Marketing expenses(25,692)(27,459)
Selling expenses(15,336)(15,889)
Administrative expenses(13,390)(14,237)
Impairment of intangible assets-(7,400)
Depreciation and amortisation expense(51,104)(52,701)
Loss in disposal of property, plant and equipment(3,591)(188)
Other expenses(17,589)(19,481)
Finance costs(10,741)(13,563)
Profit/(loss) before income tax6,407(8,487)
Income tax (expense)/benefit(4,118)2,683
Profit/(loss) for the year2,289(5,804)
OTHER COMPREHENSIVE INCOME
2026
$’000
2025
$’000
Items that may be reclassified to profit or loss
Exchange differences on translation of foreign operations(6,365)1,784
Other comprehensive income/(loss) for the period, net of tax(6,365)1,784
Total comprehensive income/(loss) for the year(4,076)(4,020)
STATEMENT OF CHANGES IN EQUITY
2026
$’000
2025
$’000
Equity at the beginning of the financial year407,346411,028
Total comprehensive income/(loss)(4,076)(4,020)
Share rights through share-based payments reserve(145)338
Total equity at the end of the financial year403,125407,346
G2. DEED OF CROSS GUARANTEE, CONTINUED.
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NOTES TO THE FINANCIAL STATEMENTS
G2. DEED OF CROSS GUARANTEE, CONTINUED.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Set out below is a consolidated statement of financial position as at 28 June 2026 of the Closed Group consisting of Michael Hill
International Limited and the entities noted above.
CURRENT ASSETS
2026
$’000
2025
$’000
Cash and cash equivalents8,3216,264
Trade receivables7,4747,964
Inventories139,905148,674
Other current assets5,8635,630
Current tax asset1,7907,238
Total current assets163,353175,770
NON-CURRENT ASSETS
Property, plant and equipment37,63940,327
Right-of-use assets89,23998,623
Investments in subsidiaries23,65144,521
Loans to related parties249,243234,166
Other non-current assets237271
Intangible assets41,26247,463
Deferred tax assets48,17250,665
Total non-current assets489,443516,036
Total assets652,796691,806
CURRENT LIABILITIES
Trade and other payables60,30852,903
Lease liabilities26,74928,495
Contract liabilities10,44311,742
Provisions9,5179,603
Total current liabilities107,017102,743
NON-CURRENT LIABILITIES
Lease liabilities76,62685,477
Contract liabilities36,63036,615
Provisions9,3987,525
Borrowings20,00052,100
Total non-current liabilities142,654181,717
Total liabilities249,671284,460
Net assets403,125407,346
EQUITY
Contributed equity297,318297,310
Reserves7,92714,443
Retained profits97,88095,593
Total equity403,125407,346
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NOTES TO THE FINANCIAL STATEMENTS
G3. PARENT ENTITY FINANCIAL INFORMATION
SUMMARY FINANCIAL INFORMATION
The individual financial statements for Michael Hill International Limited (the Parent) show the following aggregate amounts.
STATEMENT OF FINANCIAL POSITION
2026
$’000
2025
$’000
Current assets144158
Non-current assets369,015349,603
Total assets369,159349,761
Net assets369,159 349,761
Issued capital293,070292,993
Reserves32,05032,272
Retained earnings44,03924,496
Total equity369,159349,761
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
2026
$’000
2025
$’000
Profit/(loss) for the year19,543(4,332)
Total comprehensive profit/(loss)19,543(4,332)
GUARANTEES ENTERED INTO BY THE PARENT ENTITY
The Parent has issued the following guarantees in relation to the debts of its subsidiaries:
(i) Pursuant to Class Order 2016/785, Michael Hill International Limited and the subsidiaries listed below entered into a deed of cross
guarantee on 30 June 2016. The effect of the deed is that Michael Hill International Limited has guaranteed to pay any deficiency in
the event of winding up of any controlled entity or if they do not meet their obligations under the terms of overdrafts, loans, leases
or other liabilities subject to the guarantee. The controlled entities have also given a similar guarantee in the event that Michael Hill
International Limited is wound up or if it does not meet its obligations under the terms of overdrafts, loans, leases or other liabilities
subject to the guarantee.
(ii) Refer to Note G2 for subsidiaries subject to the deed.
CONTINGENT LIABILITIES OF THE PARENT ENTITY
The Parent entity had no material contingent liabilities as at balance date.
H. UNRECOGNISED ITEMS
H1. CONTINGENCIES AND COMMITMENTS
CONTINGENT LIABILITIES
From time to time, Companies within the Group are party to various legal actions as well as inquiries from regulators and government
bodies that have arisen in the normal course of business. The Directors have given consideration to such matters which are or may be
subject to claims or litigation at year end and are of the opinion that that any liabilities arising over and above already provided in the
financial statements from such action would not have a material effect on the Group's financial performance.
The Group had no material contingent liabilities as at balance date (2025: Nil).
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H1. CONTINGENCIES AND COMMITMENTS, CONTINUED.
CONTINGENT ASSETS
The Group has no material contingent assets existing as at balance date (2025: Nil).
COMMITMENTS
The following sets out the various lease contracts that the Group has entered into and have yet to commence as at 28 June 2026.
Within one yearOne to five yearsGreater than five yearsTotal
$’000$’000$’000$’000
Future lease payments for these
non-cancellable lease contracts
6582,8051,5415,004
H2. EVENTS OCCURRING AFTER THE END OF THE REPORTING PERIOD
Except for the dividend declared (Note B3), no matters or circumstances have occurred subsequent to year end that has significantly
affected, or may significantly affect, the operations of the Group, the results of those operations or the state of affairs of the Group or
economic entity in subsequent financial years.
I. SUMMARY OF ACCOUNTING POLICIES AND SIGNIFICANT ESTIMATES AND JUDGEMENTS
I1. SUMMARY OF MATERIAL ACCOUNTING POLICY INFORMATION
(A) BASIS OF PREPARATION
The financial report is a general purpose financial report, which has been prepared in accordance with the requirements of the
Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting
Standards Board.
The financial statements have been prepared on a historical cost basis, except for derivative financial instruments that have been
measured at fair value. The consolidated financial statements provide comparative information in respect of the previous period.
For reporting purposes, the Group adopts a weekly 'retail calendar' closing each Sunday. The current 52 week reporting period ended
on 28 June 2026.
The consolidated financial statements of the Group comply with International Financial Reporting Standards (IFRS) as issued by the
International Accounting Standards Board (IASB).
(B) PRINCIPLES OF CONSOLIDATION
Subsidiaries are all entities (including special purpose) over which the Group has control. Control is achieved when the Group is exposed,
or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power to
direct the activities of the investee. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They
are deconsolidated from the date that control ceases.
Investments in subsidiaries are accounted for at cost in the individual financial statements of Michael Hill International Limited.
Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated on consolidation.
Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the transferred asset.
NOTES TO THE FINANCIAL STATEMENTS
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NOTES TO THE FINANCIAL STATEMENTS
(C) FOREIGN CURRENCY TRANSLATION
Functional currency translation
Items included in the financial statements of each of the Group
entities are measured using the currency of the primary economic
environment in which the entity operates ('the functional
currency'). The Group financial statements are presented in
Australian dollars, which is the Group's presentation currency.
Transactions and balances
Foreign currency transactions are translated into the functional
currency using the exchange rates prevailing at the dates
of the transactions. Net foreign exchange gains and losses
resulting from the settlement of such transactions and from
the translation at year-end of monetary assets and liabilities
denominated in foreign currencies are recognised as other
income or other expenses, except when deferred in equity as
qualifying cash flow hedges and qualifying net investment
hedges or are attributable to part of the net investment in a
foreign operation.
Group companies
The results and financial position of all the Group entities
(none of which have the currency of a hyperinflationary
economy) that have a functional currency different from the
presentation currency are translated into the presentation
currency as follows:
• assets and liabilities for each balance sheet presented are
translated at the closing rate at the date of the statement
of financial position;
• income and expenses for each statement of profit or loss
and statement of comprehensive income are translated
at average exchange rates, unless this is not a reasonable
approximation of the cumulative effect of the rates prevailing
on the transaction dates, in which case income and expenses
are translated at the dates of the transactions; and
• all resulting exchange differences are recognised in other
comprehensive income.
On consolidation, exchange differences arising from the
translation of any net investment in foreign entities, and
of borrowings and other financial instruments designated
as hedges of such investments, are recognised in other
comprehensive income.
(D) TAXES
Current income tax
The income tax expense or credit for the year is the tax payable
on the current year's taxable income based on the applicable
income tax rate for each jurisdiction adjusted by changes in
deferred tax assets and liabilities attributable to temporary
differences and to unused tax losses.
The current income tax charge is calculated on the basis of the
tax laws enacted or substantively enacted at the end of the
reporting year in the countries where the Group operates and
generates taxable income. Management 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.
Current tax is recognised in profit or loss, except to the extent
that it relates to items recognised in other comprehensive
income or directly in equity. In this case, the tax is also
recognised in other comprehensive income or directly in
equity, respectively.
Deferred income tax
Deferred income tax is provided in full, using the liability
method, on temporary differences between the tax bases
of assets and liabilities and their carrying amounts in the
consolidated financial statements. Deferred tax assets and
liabilities are classified as non-current assets and deferred tax
assets are recognised for deductible temporary differences
and unused tax losses only if it is probable that future taxable
amounts will be available to utilise those temporary differences
and losses.
Deferred tax liabilities and assets are not recognised for
temporary differences between the carrying amount and tax
bases of investments in controlled entities where the Parent
Entity is able to control the timing of the reversal of the
temporary differences and it is probable that the differences
will not reverse in the foreseeable future.
Deferred tax is recognised in profit or loss, except to the extent
that it relates to items recognised in other comprehensive
income or directly in equity. In this case, the tax is also
recognised in other comprehensive income or directly in
equity, respectively.
Deferred tax assets and liabilities are offset where there is
a legally enforceable right to offset current tax assets and
liabilities and where the deferred tax balances relate to the
same taxation authority. Current tax assets and tax liabilities are
offset where the entity has a legally enforceable right to offset
and intends either to settle on a net basis, or to realise the asset
and settle the liability simultaneously.
Tax consolidation group
Michael Hill International Limited and its wholly-owned
Australian controlled entities form a tax consolidation group.
As a consequence, one income tax return is completed for the
Australian tax group and is treated for income tax purposes as
one taxpayer.
The tax balances have been attributed for reporting purposes
to each of the entities on the basis of their individual results.
Amounts of tax due to and receivable from the Australian
Taxation Office are made by Michael Hill International Limited
as nominated member of the Australian tax consolidated group.
The current tax balance for the Australian tax group has been
allocated between the members based on each entity’s current
tax movement for the period. Where tax losses are incurred by
Australian tax group members, these are offset within the group.
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NOTES TO THE FINANCIAL STATEMENTS
I1. SUMMARY OF MATERIAL ACCOUNTING
POLICY INFORMATION, CONTINUED.
(E) GOODS AND SERVICES TAX (GST)
Revenues, expenses, assets and liabilities are recognised net of
the amount of GST, except:
• When the GST incurred on a sale or purchase of assets or
services is not payable to or recoverable from the taxation
authority, in which case the GST is recognised as part of
the revenue or the expense item or as part of the cost of
acquisition of the asset, as applicable; or
• When receivables and payables are stated with the amount
of GST included.
The net amount of GST recoverable from, or payable to,
the taxation authority is included as part of receivables or
payables in the statement of financial position. Commitments
and contingencies are disclosed net of the amount of GST
recoverable from, or payable to, the taxation authority.
Cash flows are included in the statement of cash flows on a
gross basis and the GST components of cash flows arising from
investing or financing activities which are recoverable from, or
payable to, the taxation authority, are presented as operating
cash flows.
(F) IMPAIRMENT OF ASSETS
At each annual reporting date (or more frequently if events or
changes in circumstances indicate that they might be impaired),
the Group assesses whether there is any indication that an
asset may be impaired. Where such an indication is identified,
the Group estimates the recoverable amount of the asset and
recognises an impairment loss where the recoverable amount
is less than the carrying amount. The recoverable amount is the
higher of an asset's fair value less costs to sell and value-in-use.
Where the recoverable amount exceeds the carrying amount of
an asset, an impairment loss is recognised. Right-of-use assets
are also incorporated into the calculation. Subsequent to an
impairment occurring, if the recoverable amount from assets
exceeds the carrying value, the impairment loss is reversed to
the extent that it has been recognised.
(G) CASH AND CASH EQUIVALENTS
Cash and cash equivalents includes cash on hand, deposits
held at call with financial institutions, other short-term, highly
liquid investments with original maturities of three months
or less that are readily convertible to known amounts of cash
and which are subject to an insignificant risk of changes in
value, and bank overdrafts. Bank overdrafts are shown within
borrowings in current liabilities in the statement of financial
position when utilised. All uncleared balances from EFT,
credit card and debit card point of sales transactions at period
end are classified as cash and cash equivalents. Short-term
deposits are made for varying periods, depending on the
immediate cash requirements of the Group and earn interest
at the respective short-term deposit rates.
(H) INVENTORIES
Raw materials and finished goods are stated at the lower of
cost and net realisable value. Cost comprises direct materials,
direct labour and an appropriate proportion of variable and
fixed overhead expenditure (including depreciation), the latter
being allocated on the basis of normal operating capacity.
Costs are assigned to individual items of inventory on the
basis of weighted average costs. Net realisable value is the
estimated selling price in the ordinary course of business less
the estimated costs of completion and the estimated costs
necessary to make the sale.
Management review stock holdings based on recoverability at a
product level and write-down as appropriate.
(I) FINANCIAL INSTRUMENTS - INITIAL RECOGNITION
AND SUBSEQUENT MEASUREMENT
(i) Financial assets
Initial recognition and measurement
Financial assets are classified, at initial recognition, as
subsequently measured at amortised cost, fair value through
Other Comprehensive Income (OCI), and fair value through
profit or loss.
The classification of financial assets at initial recognition
depends on the financial asset’s contractual cash flow
characteristics and the Group’s business model for managing
them. With the exception of trade receivables that do not
contain a significant financing component, the Group initially
measures a financial asset at its fair value plus, in the case
of a financial asset not at fair value through profit or loss,
transaction costs. Trade receivables that do not contain
a significant financing component are measured at the
transaction price determined under AASB15
Revenue from
Contracts with Customers. Refer to the accounting policies in
Note A2.
In order for a financial asset to be classified and measured at
amortised cost or fair value through OCI, it needs to give rise to
cash flows that are ‘Solely Payments of Principal and Interest
(SPPI)’ on the principal amount outstanding. This assessment is
referred to as the SPPI test and is performed at an
instrument level.
The Group’s business model for managing financial assets
refers to how it manages its financial assets in order to generate
cash flows. The business model determines whether cash flows
will result from collecting contractual cash flows, selling the
financial assets, or both.
Subsequent measurement
Whilst there are four categories, two are relevant in the current
reporting period for the Group, being:
• Financial assets at amortised cost (debt instruments)
• Financial assets at fair value through profit or loss
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NOTES TO THE FINANCIAL STATEMENTS
Financial assets at amortised cost (debt instruments)
This category is the most relevant to the Group. The Group
measures financial assets at amortised cost if both of the
following conditions are met:
• The financial asset is held within a business model with
the objective to hold financial assets in order to collect
contractual cash flows; and
• The contractual terms of the financial asset give rise on
specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding.
Financial assets at amortised cost are subsequently measured
using the Effective Interest Rate (EIR) method and are subject
to impairment. Gains and losses are recognised in profit or loss
when the asset is derecognised, modified or impaired.
The Group’s financial assets at amortised cost include
trade receivables included under current and non-current
financial assets.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss include
financial assets held for trading, financial assets designated
upon initial recognition at fair value through profit or loss,
or financial assets mandatorily required to be measured at
fair value. Financial assets are classified as held for trading if
they are acquired for the purpose of selling or repurchasing
in the near term. Derivatives, including separated embedded
derivatives, are also classified as held for trading unless they are
designated as effective hedging instruments. Financial assets
with cash flows that are not solely payments of principal and
interest are classified and measured at fair value through profit
or loss, irrespective of the business model. Notwithstanding
the criteria for debt instruments to be classified at amortised
cost or at fair value through OCI, as described above, debt
instruments may be designated at fair value through profit or
loss on initial recognition if doing so eliminates, or significantly
reduces, an accounting mismatch.
Financial assets at fair value through profit or loss are carried
in the statement of financial position at fair value with net
changes in fair value recognised in the statement of profit
or loss.
This category includes derivative instruments which the Group
had not irrevocably elected to classify at fair value through OCI.
Derecognition
A financial asset (or, where applicable, a part of a financial
asset or part of a group of similar financial assets) is primarily
derecognised (i.e. removed from the Group’s consolidated
statement of financial position) when:
• The rights to receive cash flows from the asset have
expired; or
• The Group has transferred its rights to receive cash flows
from the asset or has assumed an obligation to pay the
received cash flows in full without material delay to a
third party under a ‘pass-through’ arrangement; and either
(a) the Group has transferred substantially all the risks
and rewards of the asset, or (b) the Group has neither
transferred nor retained substantially all the risks and
rewards of the asset, but has transferred control of
the asset.
When the Group has transferred its rights to receive cash flows
from an asset or has entered into a pass-through arrangement,
it evaluates if, and to what extent, it has retained the risks and
rewards of ownership. When it has neither transferred nor
retained substantially all of the risks and rewards of the asset,
nor transferred control of the asset, the Group continues to
recognise the transferred asset to the extent of its continuing
involvement. In that case, the Group also recognises an
associated liability. The transferred asset and the associated
liability are measured on a basis that reflects the rights and
obligations that the Group has retained.
Continuing involvement that takes the form of a guarantee over
the transferred asset is measured at the lower of the original
carrying amount of the asset and the maximum amount of
consideration that the Group could be required to repay.
Impairment of financial assets
Further disclosures relating to impairment of financial assets
are also provided in Note F3.
The Group recognises an allowance for Expected Credit Losses
(ECLs) for all debt instruments not held at fair value through
profit or loss. ECLs are based on the difference between the
contractual cash flows due in accordance with the contract and
all the cash flows that the Group expects to receive, discounted
at an approximation of the original effective interest rate.
For trade receivables and contract assets, the Group applies a
simplified approach in calculating ECLs. Therefore, the Group
does not track changes in credit risk, but instead recognises a
loss allowance based on lifetime ECLs at each reporting date.
The Group has established a provision matrix that is based on its
historical credit loss experience, adjusted for forward-looking
factors specific to the debtors and the economic environment.
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NOTES TO THE FINANCIAL STATEMENTS
I1. SUMMARY OF MATERIAL ACCOUNTING
POLICY INFORMATION, CONTINUED.
The Group considers a financial asset in default when
contractual payments are past due. However, in certain cases,
the Group may also consider a financial asset to be in default
when internal or external information indicates that the Group
is unlikely to receive the outstanding contractual amounts in
full before taking into account any credit enhancements held
by the Group. A financial asset is written off when there is no
reasonable expectation of recovering the contractual cash flows.
(ii) Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as
financial liabilities at fair value through profit or loss, loans and
borrowings, payables, or as derivatives designated as hedging
instruments in an effective hedge, as appropriate.
All financial liabilities are recognised initially at fair value and, in
the case of loans and borrowings and payables, net of directly
attributable transaction costs.
Subsequent measurement
The measurement of financial liabilities depends on their
classification, as described below.
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include
financial liabilities held for trading and financial liabilities
designated upon initial recognition as at fair value through
profit or loss.
Financial liabilities are classified as held for trading if they
are incurred for the purpose of repurchasing in the near term.
This category also includes derivative financial instruments
entered into by the Group that are not designated as hedging
instruments in hedge relationships as defined by AASB9
Financial Instruments. Separated embedded derivatives are
also classified as held for trading unless they are designated
as effective hedging instruments.
Gains or losses on liabilities held for trading are recognised in
the statement of profit or loss.
Financial liabilities designated upon initial recognition at fair
value through profit or loss are designated at the initial date
of recognition, and only if the criteria in AASB9
Financial
Instruments are satisfied. The Group has not designated any
financial liability as at fair value through profit and loss.
Loans and borrowings at amortised cost
This is the category most relevant to the Group. After initial
recognition, interest-bearing loans and borrowings are
subsequently measured at amortised cost using the Effective
Interest Rate (EIR) method. Gains and losses are recognised in
profit or loss when the liabilities are derecognised as well as
through the EIR amortisation process.
Amortised cost is calculated by taking into account any discount
or premium on acquisition and fees or costs that are an integral
part of the EIR. The EIR amortisation is included as finance costs
in the statement of profit or loss.
This category generally applies to interest-bearing loans and
borrowings. For more information, refer to Note C1.
Derecognition
A financial liability is derecognised when the obligation under
the liability is discharged or cancelled or expires. When an
existing financial liability is replaced by another from the same
lender on substantially different terms, or the terms of an
existing liability are substantially modified, such an exchange
or modification is treated as the derecognition of the original
liability and the recognition of a new liability. The difference in
the respective carrying amounts is recognised in the statement
of profit or loss.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net
amount is reported in the consolidated statement of financial
position if there is a currently enforceable legal right to
offset the recognised amounts and there is an intention
to settle on a net basis, to realise the assets and settle the
liabilities simultaneously.
(J) PROPERTY PLANT AND EQUIPMENT
All property, plant and equipment is stated at historical cost
less depreciation and impairment. Historical cost includes
expenditure that is directly attributable to the acquisition of
the items.
Subsequent costs are included in the asset's carrying amount
or recognised as a separate asset, as appropriate, only when
it is probable that future economic benefits associated with
the item will flow to the Group and the cost of the item can
be measured reliably. The carrying amount of any component
accounted for as a separate asset is derecognised when
replaced. All other repairs and maintenance are charged to
profit or loss during the reporting year in which they
are incurred.
Depreciation on other assets is calculated using the straight
line method to allocate their cost or revalued amounts, net of
their residual values, over their estimated useful lives
(Note F4).
The assets' residual values and useful lives are reviewed, and
adjusted if appropriate, at the end of each reporting year.
Gains and losses on disposals are determined by comparing
proceeds with carrying amount. These are included in profit
or loss.
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NOTES TO THE FINANCIAL STATEMENTS
(K) INTANGIBLE ASSETS AND GOODWILL
Goodwill
Goodwill is initially measured at cost (being the excess of the
aggregate of the consideration transferred and the amount
recognised for non-controlling interests and any previous
interest held over the net identifiable assets acquired and
liabilities assumed). If the fair value of the net assets acquired
is in excess of the aggregate consideration transferred, the
Group re-assesses whether it has correctly identified all of the
assets acquired and all of the liabilities assumed and reviews
the procedures used to measure the amounts to be recognised
at the acquisition date. If the reassessment still results in
an excess of the fair value of net assets acquired over the
aggregate consideration transferred, then the gain is recognised
in profit or loss.
After initial recognition, goodwill is measured at cost less any
accumulated impairment losses. For the purpose of impairment
testing, goodwill acquired in a business combination is,
from the acquisition date, allocated to each of the Group’s
cash-generating units that are expected to benefit from the
combination, irrespective of whether other assets or liabilities
of the acquiree are assigned to those units.
Brand
Brand names are acquired as part of business combinations
and are recognised initially at fair value. Where they have an
indefinite useful life, they are not subject to amortisation but
are tested annually for impairment or more frequently if events
or changes in circumstances indicate they may be impaired. Key
factors taken into account in assessing useful life of brands are:
• The brands are well established and protected by
trademarks; and
• There are currently no legal, technical or commercial
obsolescence factors applying to the brands which indicate
that the life should be considered limited.
Loyalty program
Loyalty programs associated to brands operate a customer
loyalty program which attributes value to the business by
offering a returning customer base. The cost of intangible
assets acquired in a business combination is their fair value at
the date of acquisition. Following initial recognition, intangible
assets are carried at cost less any accumulated amortisation
and accumulated impairment losses. Internally generated
intangibles, excluding capitalised development costs, are not
capitalised and the related expenditure is reflected in profit or
loss in the period in which the expenditure is incurred.
Software
Acquired computer software licences are capitalised on
the basis of the costs incurred to acquire and bring to use
the specific software. These costs are amortised over their
estimated useful lives (three to five years).
Costs associated with developing or maintaining software
programmes are recognised as an expense as incurred.
Development costs that are directly attributable to the design
and testing of identifiable and unique software products
controlled by the Group are recognised as intangible assets
when the following criteria are met:
• it is technically feasible to complete the software so that
it will be available for use;
• management intends to complete the software and use
or sell it;
• there is an ability to use or sell the software;
• adequate technical, financial and other resources to
complete the development and to use or sell the software
are available;
• it can be demonstrated how the software will generate
probable future economic benefits; and
• the expenditure attributable to the software during its
development can be reliably measured.
In respect to cloud computing arrangements, the Group
assesses whether the arrangement contains a lease and if not,
whether the arrangement provides the Group with a resource
that it can control. Costs associated with implementation
are then assessed as to whether they can be capitalised in
accordance with relevant accounting standards.
Directly attributable costs that are capitalised as part of the
software include employee costs and an appropriate portion
of relevant overheads.
Capitalised development costs are recorded as intangible
assets and amortised from the point at which the asset is
ready for use.
Computer software development costs recognised as assets
are amortised over their estimated useful lives (not exceeding
ten years).
Useful life
The useful lives of intangible assets are assessed as either finite
or indefinite.
Intangible assets with finite lives are amortised over the useful
economic life i.e. three years for customer loyalty program
and assessed for impairment whenever there is an indication
that the intangible asset may be impaired. The amortisation
period and the amortisation method for an intangible asset
with a finite useful life are reviewed at least at the end of
each reporting period. Changes in the expected useful life
or the expected pattern of consumption of future economic
benefits embodied in the asset are considered to modify
the amortisation period or method, as appropriate, and are
treated as changes in accounting estimates. The amortisation
expense on intangible assets with finite lives is recognised in
the statement of profit or loss in the expense category that is
consistent with the function of the intangible assets.
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NOTES TO THE FINANCIAL STATEMENTS
I1. SUMMARY OF MATERIAL ACCOUNTING
POLICY INFORMATION, CONTINUED.
(L) PROVISIONS
Provisions are recognised when the Group has a present
legal or constructive obligation as a result of past events, it
is probable that an outflow of resources will be required to
settle the obligation and the amount can be reliably estimated.
Where there are a number of similar obligations, the
likelihood that an outflow will be required in settlement
is determined by considering the class of obligations as a
whole. A provision is recognised even if the likelihood of an
outflow with respect to any one item included in the same
class of obligations may be small.
Provisions are measured at the present value of
management's best estimate of the expenditure required
to settle the present obligation at the end of the reporting
year. The discount rate used to determine the present value
is a pre-tax rate that reflects current market assessments of
the time value of money and the risks specific to the liability.
The increase in the provision due to the passage of time is
recognised as interest expense.
(M) EMPLOYEE ENTITLEMENTS
Short-term obligations
Liabilities for wages and salaries, including non-monetary
benefits and accumulating sick leave that are expected to be
settled wholly within 12 months after the end of the year in
which the employees render the related service are recognised
in respect of employees’ services up to the end of the reporting
year and are measured at the amounts expected to be paid
when the liabilities are settled.
Other long-term employee benefit obligations
The liabilities for long service leave and annual leave that
are not expected to be settled wholly within 12 months
after the end of the year in which the employees render the
related service are measured as the present value of expected
future payments to be made in respect of services provided
by employees up to the end of the reporting year using
the projected unit credit method. Consideration is given to
expected future wage and salary levels, experience of employee
departures and periods of service. Expected future payments
are discounted using the Milliman G100 discount rates at the
end of the reporting period. Remeasurements as a result of
experience adjustments and changes in actuarial assumptions
are recognised in profit or loss.
The obligations are presented as current liabilities in the
statement of financial position if the entity does not have an
unconditional right to defer settlement for at least twelve
months after the reporting year, regardless of when the actual
settlement is expected to occur.
Profit-sharing and bonus plans
The Group recognises a liability and an expense for bonuses and
profit-sharing based on a formula that takes into consideration
the profit attributable to the Company's shareholders after
certain adjustments. The Group recognises a provision where
contractually obliged or where there is a past practice that has
created a constructive obligation.
Retirement benefit obligations
The Group provides retirement benefits to employees through
a defined contribution superannuation fund. Contributions are
recognised as expenses as they become payable.
(N) CONTRIBUTED EQUITY
Ordinary shares are classified as equity.
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.
(O) DIVIDENDS
Provision is made for the amount of any dividend declared,
being appropriately authorised and no longer at the discretion
of the entity, on or before the end of the reporting year but not
distributed at the end of the reporting year.
(P) EARNINGS PER SHARE
Basic earnings per share
Basic earnings per share is calculated by dividing:
• the profit attributable to owners of the Company, excluding
any costs of servicing equity other than ordinary shares
• by the weighted average number of ordinary shares
outstanding during the financial year, adjusted for bonus
elements in ordinary shares issued during the year and
excluding treasury shares (Note F2).
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the
determination of basic earnings per share to take into account:
• the after-income tax effect of interest and other financing
costs associated with dilutive potential ordinary shares, and
• the weighted average number of additional ordinary shares
that would have been outstanding assuming the conversion
of all dilutive potential ordinary shares (Note F2).
(Q) ROUNDING OF AMOUNTS AND COMPARATIVES
The Company is of a kind referred to in ASIC Legislative
Instrument 2016/191, relating to the 'rounding off' of amounts
in the financial statements. Amounts in the financial statements
have been rounded off in accordance with the instrument to the
nearest thousand dollars, or in certain cases, the nearest dollar.
The comparative for the measure of segment profit has been
updated to Comparable EBIT in line with the current year
disclosure.
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NOTES TO THE FINANCIAL STATEMENTS
(R) CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES
New and amended standards and interpretations
The Group applied for the first-time certain standards and
amendments, which are effective for annual periods beginning
on or after 1 July 2025:
AASB 2026-1 Amendments to Australian Accounting
Standards - Disclosures about Uncertainties in the Financial
Statements
This Standard amends AASB 136 to add additional examples
to illustrate how an entity discloses information about the key
assumptions it uses to determine the recoverable amount of
assets. This amendment did not have a material impact on the
Group's financial statements
Standards and interpretations issued that are not yet effective
Certain new accounting standards and interpretations have
been published that are not mandatory or effective for the 28
June 2026 year end. The Group is in the process of determining
the impact of these new standards and amendments, which are
summarised below:
AASB 2024-2 Amendments to Australian Accounting
Standards – Classification and Measurement of Financial
Instruments (effective for annual reporting periods
commencing 1 January 2026)
The amendment:
• provides clarification of the timing of the recognition and
derecognition of financial assets and financial liabilities,
particularly when they are settled using electronic payment
systems. The amendment also provides an exception if
certain criteria are met, for the timing of derecognition
of certain financial liabilities settled using an electronic
payment system;
• provides further guidance about specific types of financial
assets, specifically contractually linked instruments (CLIs);
• provides clarification of the classification of financial assets
that are linked to environmental, social and governance
(ESG) and similar characteristics; and
• requires additional disclosure requirements with regard
to investments in equity instruments measured at fair
value through other comprehensive income and financial
instruments with contingent features.
AASB 18 Presentation and Disclosure in Financial Statements
(effective for annual reporting periods commencing 1
January 2027)
AASB 18 Presentation and Disclosure in Financial Statements
aims to provide greater consistency in presentation of
the income and cash flow statements, and more
disaggregated information.
The standard will change how companies present their results
on the face of the income statement and disclose information
in the notes to the financial statements. Certain ‘non-GAAP’
measures – management performance measures (MPMs) – will
now form part of the audited financial statements.
There will be three new categories of income and expenses, two
defined income statement subtotals and one single note on
management-defined performance measures.
The Group has not early adopted any standards, interpretations
or amendments that have been issued but are not yet effective.
I2 SIGNIFICANT ESTIMATES AND JUDGEMENTS
The preparation of financial statements requires the use of
accounting estimates which, by definition, will seldom equal the
actual results. Management also needs to exercise judgement
in applying the Group’s accounting policies. Estimates and
judgements are continually evaluated and are based on
historical experience and other factors, including expectations
of future events that are believed to be reasonable under the
circumstances. The estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial year
are incorporated within the relevant note.
The significant accounting judgements relate to the pattern of
PCP revenue recognition (Note A2), the calculation of the net
realisable value of inventory (Note A3) and brand intangible
impairment (Note F5) testing.
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Bodies corporateTax residency
ENTITY NAME
Entity type
Trustee,
Partner or JV
Participant
Place formed or
incorporated
% of share
capital
held (i)
Australian
or foreign
Foreign
jurisdiction
Michael Hill International LimitedBody corporateNoQueenslandN/AAustralianN/A
Durante Holdings Pty LtdBody corporateYes - partnerQueensland100%AustralianN/A
MH Bespoke Diamonds
AU Pty Ltd
Body corporateNoQueensland100%AustralianN/A
Michael Hill Franchise Pty LtdBody corporateNoQueensland100%AustralianN/A
Michael Hill Franchise
Services Pty Ltd
Body corporateNoQueensland100%AustralianN/A
Michael Hill Jeweller (Canada) LtdBody corporateNoCanada100%ForeignCanada
Michael Hill Charms Pty LtdBody corporateNoQueensland100%AustralianN/A
Fine Jewellery Retail AU Pty LtdBody corporateNoQueensland100%AustralianN/A
Medley Jewellery Pty LtdBody corporateNoQueensland100%AustralianN/A
Michael Hill Group
Services Pty Ltd
Body corporateNoQueensland100%AustralianN/A
Michael Hill Manufacturing
Pty Ltd
Body corporateNoQueensland100%AustralianN/A
Michael Hill Wholesale Pty LtdBody corporateNoNew South Wales100%AustralianN/A
Michael Hill Jeweller
(Australia) Pty Ltd
Body corporateYes - partnerNew South Wales100%AustralianN/A
Michael Hill Finance A
Ltd Partnership
PartnershipN/AQueenslandN/AAustralianN/A
Michael Hill New Zealand LtdBody corporateNoNew Zealand100%ForeignNew Zealand
Michael Hill Jeweller LtdBody corporateNoNew Zealand100%ForeignNew Zealand
Michael Hill Finance (NZ) LtdBody corporateNoNew Zealand100%ForeignNew Zealand
Michael Hill Wholesale NZ LtdBody corporateNoNew Zealand100%ForeignNew Zealand
MHJ (US) LtdBody corporateNoNew Zealand100%ForeignNew Zealand
Michael Hill LLCBody corporateNoDelaware, US100%ForeignDelaware, US
The above Consolidated Entity Disclosure Statement should be read in conjunction with the accompanying notes.
BASIS OF PREPARATION
The consolidated entity disclosure statement has been prepared in accordance with subsection 295(3A)(a) of the Corporations Act
2001. The entities listed in the statement are Michael Hill International Limited and all the entities it controls in accordance with
AASB 10 Consolidated Financial Statements.
The percentage of share capital disclosed for bodies corporate included in the statement represents the economic interest consolidated
in the consolidated financial statements controlled by Michael Hill International Limited either directly or indirectly.
In relation to the tax residency information included in the statement, judgement may be required in the determination of residency
of the entities listed.
CONSOLIDATED ENTITY
DISCLOSURE STATEMENT
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In the directors’ opinion:
(a) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become
due and payable;
(b) the financial statements and notes of the Group for the financial year ended 28 June 2026, are in accordance with
the
Corporations Act 2001, including:
(i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional
reporting requirements,
(ii) giving a true and fair view of the consolidated entity’s financial position as at 28 June 2026 and of its performance
for the financial year ended on that date, and
(iii) the consolidated entity disclosure statement required by section 295(3A) of the
Corporations Act 2001 is true
and correct;
(c) as at the date of this declaration, there are reasonable grounds to believe that the members of the extended group
identified in Note G1 will be able to meet any obligations or liabilities to which they are, or may become, subject to
by virtue of the deed of cross guarantee described in Note G2.
Note I1(A) confirms that the financial statements also comply with International Financial Reporting Standards as issued by
the International Accounting Standards Board.
The directors have been given the declarations by the Chief Executive Officer and Chief Financial Officer required by section
295A of the
Corporations Act 2001.
This declaration is made in accordance with a resolution of the directors.
R I Fyfe
Chair
Brisbane
28 August 2026
DIRECTORS’ DECLARATION
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A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Ernst & Young
111 Eagle Street
Brisbane QLD 4000 Australia
GPO Box 7878 Brisbane QLD 4001
Tel: +61 7 3011 3333
Fax: +61 7 3011 3100
ey.co m/a u
Independent auditor’s report to the members of Michael Hill International
Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of Michael Hill International Limited (the Company) and its
subsidiaries (collectively the Group), which comprises the consolidated statement of financial position
as at 28 June 2026, the consolidated statement of profit or loss and other comprehensive income,
consolidated statement of changes in equity and consolidated statement of cash flows for the year
then ended, notes to the financial statements, including material accounting policy information, the
consolidated entity disclosure statement and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations
Act 2001, including:
a. Giving a true and fair view of the consolidated financial position of the Group as at 28 June 2026
and of its consolidated financial performance for the year ended on that date; and
b. Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the financial
report section of our report. We are independent of the Group in accordance with the auditor
independence requirements of the Corporations Act 2001 and the ethical requirements of the
Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (including Independence Standards) (the Code) that are relevant to our audit of the
financial report of public interest entities in Australia. We have also fulfilled our other ethical
responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current year. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide
a separate opinion on these matters. For each matter below, our description of how our audit
addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the
financial report section of our report, including in relation to these matters. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of
material misstatement of the financial report. The results of our audit procedures, including the
procedures performed to address the matters below, provide the basis for our audit opinion on the
accompanying financial report.
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A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Existence of inventories
Why significant How our audit addressed the key audit matter
As at 28 June 2026 the Group’s inventories
balance totals $190 million which represents
39% of the Group’s total assets.
Inventories are primarily kept in the Group’s
281 retail stores located in Australia, New
Zealand and Canada and the distribution and
manufacturing centres. Inventories comprise a
large number of physically small but high value
items which are subject to misappropriation and
loss.
The Group accounts for inventories in
accordance with the policy disclosed in Note
I1(H) and further disclosure is included in Note
A4 of the financial report.
Inventory is considered a key audit matter due
to the nature, size and geographic spread of
locations where items are held.
Our audit procedures included the following:
• Attended a sample of stocktakes conducted at
retail stores across Australia, New Zealand and
Canada.
• In addition to the retail stores, we attended the
stocktakes completed at each of the distribution
and manufacturing centres in June 2026 prior to
year end.
•
Tested the operating effectiveness of key
controls relevant to the conduct of physical
stocktakes, the review and evaluation of
inventory
variances, and the approval of
adjustments made to inventory quantities.
• Where stocktakes were attended across the
retail stores, distribution and manufacturing
centres, we observed compliance with the
stocktake instructions and selected a sample of
items to re-count to assess the accuracy and
completeness
of the counts performed by the
Group.
• Where stocktakes were completed prior to
balance date, we performed a roll forward and
completed
risk assessment analytics across
retail store inventory by location and
geographical segment to identify stock levels
outside of expectation. Where contrary evidence
was identified, the variances where assessed and
supporting documentation obtained.
•
Analytics were performed across stores
inventory over each geographical segment to
identify stores where stock on hand is outside of
our expectation.
•
Assessed the adequacy and appropriateness of
the disclosures included in the
Notes to the
financial statements.
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A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Professional Care Plan (PCP) revenue recognition
Why significant How our audit addressed the key audit matter
The balance of the deferred PCP revenue liability
at 28 June 2026 was $57 million, and PCP
revenue recognised in the consolidated
statement of profit or loss and other
comprehensive income for the year ended 28
June 2026 was $27 million as disclosed in Note
A2.
The recognition of PCP revenue involves a
significant degree of estimation in determining
the appropriate revenue recognition pattern for
lifetime, 10 year and three year plans offered to
the Group’s customers. Under these plans,
revenue is deferred on receipt of the payment
from the customer and recognised over time in a
manner that reflects the proportion of actual
services used by customers relative to the total
amount of expected services to be provided
under the PCPs.
The estimation process for PCP revenue is based
on an analysis of actual services performed
under these plans since inception, with
management judgement applied to take account
of emerging trends in customer behaviour,
industry data and exceptional circumstances.
The result of the estimation process is reviewed
by the Group on at least an annual basis. As
circumstances change over time, the Group
updates its measure of progress, and any
adjustments are recognised as a cumulative
catch up in revenue recognition (or reversal) in
the current year results.
Accordingly, this is considered a key audit
matter.
Our audit procedures included the following:
•
Assessed the Group’s PCP revenue
recognition accounting policies and
compliance in accordance with the
requirements of Australian Accounting
Standards.
• Assessed the accuracy of the data used in the
PCP revenue estimation calculation and
challenged the reasonableness of the key
judgements including:
•
Obtained details of the sales of PCP
products to customers during the year,
and on a sample basis, we vouched the
cash receipts to bank statements and
assessed that the revenue was
appropriately deferred.
• Obtained details of the actual repair
services during the year and tested a
sample of transactions to understand if
repairs are accurately tagged to the
associated PCP plan date.
•
Performed analysis over the historic
repairs data, to assess whether the
assumptions made by the Group were
supportable.
• Tested the mathematical accuracy of the PCP
revenue estimation model and re-performed
the Group’s calculation supporting the
estimate relating to PCP revenue
recognition.
• Assessed the adequacy and appropriateness
of disclosures included in the Notes to the
financial statements.
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A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Impairment assessment of Brand Intangible
Why significant How our audit addressed the key audit matter
As detailed in Note F5, at 28 June 2026, the
Group reported a brand intangible of $11.9m
for the Bevilles business.
In accordance with the Group’s accounting
policy and the requirements of AASB 136
Impairment of Assets, an impairment test is
required to be performed at least annually for
cash generating units (“CGUs”) to which brand
intangible has been allocated.
Management use a relief from royalty method
for measuring the recoverable amount of the
brand intangibles for their impairment testing.
Impairment assessments are complex and
involve judgements and estimation relating to
sales and gross margin forecasts and the
discount rate applied.
Accordingly, impairment testing of brand
intangible was considered to be a key audit
matter.
Our audit procedures included the following:
• Evaluated the method and associated model
used by management to test impairment of
brand intangibles for consistency with the
requirements of Australian Accounting
Standards
• Agreed the cash flow forecasts used in the
impairment models to Board-approved
budgets
and assessed the historical accuracy
of forecasting.
• Assessed the reasonableness of future cash
flow assumptions and estimates detailed in
Note F5 through comparison with current
trading performance, and inquiry of
management.
• Assessed revenue and margin forecasts
discount rate and other key assumptions
with involvement from EY valuation
specialists.
• Reviewed the competency, capabilities and
objectivity of management’s specialist,
including the nature and scope of their
engagement.
• Tested the mathematical accuracy of the
impairment model, including recalculating
the recoverable amount.
• Performed independent sensitivity analysis
of key impairment model assumptions.
• Assessed the adequacy and appropriateness
of disclosure included in the Notes to the
financial statements.
Information other than the financial report and auditor’s report thereon
The directors are responsible for the other information. The other information comprises the
information included in the Company’s 2026 annual report, but does not include the financial report
and our auditor’s report thereon and the Company’s Sustainability Report.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon, with the exception of the Remuneration Report
and our related assurance opinion. We have issued a separate auditor’s report on selective
sustainability information included in the Sustainability Report.
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A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of:
► The financial report (other than the consolidated entity disclosure statement) that gives a true
and fair view in accordance with Australian Accounting Standards and the Corporations Act
2001; and
► The consolidated entity disclosure statement that is true and correct in accordance with the
Corporations Act 2001; and
for such internal control as the directors determine is necessary to enable the preparation of:
► The financial report (other than the consolidated entity disclosure statement) that gives a true
and fair view and is free from material misstatement, whether due to fraud or error; and
► The consolidated entity disclosure statement that is true and correct and is free of misstatement,
whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters relating 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 report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
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 the Australian Auditing Standards 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 this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgment and maintain professional scepticism throughout the audit. We also:
► Identify and assess the risks of material misstatement of the financial report, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
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A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
► Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Group’s internal control.
► Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
► Conclude on the appropriateness of the directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Group’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in
our auditor’s report to the related disclosures in the financial report or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up
to the date of our auditor’s report. However, future events or conditions may cause the Group to
cease to continue as a going concern.
► Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events
in a manner that achieves fair presentation.
► Plan and perform the Group audit to obtain sufficient appropriate audit evidence regarding the
financial information of the entities or business units within the Group as a basis for forming an
opinion on the Group financial report. We are responsible for the direction, supervision and
review of the audit work performed for the purposes of the Group audit. We remain solely
responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, actions
taken to eliminate threats or safeguards applied.
From the matters communicated to the directors, we determine those matters that were of most
significance in the audit of the financial report of the current year and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Report on the audit of the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 11 to 23 of the directors’ report for the
year ended 28 June 2026.
In our opinion, the Remuneration Report of Michael Hill International Limited for the year ended 28
June 2026, complies with section 300A of the Corporations Act 2001.
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A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in
accordance with Australian Auditing Standards.
Ernst & Young
Rebecca Burrows
Partner
Brisbane
28 August 2026
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FORWARD LOOKING STATEMENTS
This Sustainability Report contains forward-looking
statements regarding climate-related risks, opportunities,
targets, initiatives and future performance. These
statements are based on assumptions, judgements and
information available at the date of this report and are
subject to uncertainties and factors that may be outside the
Group's control. Where management has made significant
judgements, estimates and assumptions, this has been
disclosed in the report. Actual outcomes may differ materially
from those expressed or implied in these statements.
GOVERNANCE
The Board leads the Group’s strategic direction by approving
the Group’s business strategy, targets and risk appetite, and
oversees management’s execution against these objectives.
It is responsible for the 2030 Sustainability Strategy,
including climate-related targets, reported under the
Planet Pillar.
BOARD AND MANAGEMENT’S ROLE IN GOVERNANCE
The Board oversees climate-related risks and opportunities
and considers the potential impacts of climate-related risks
and opportunities when overseeing the Group’s strategy,
significant transactions, trade-offs and investment decisions.
In discharging these governance responsibilities, the Board has
established two committees: the Audit & Risk Management
Committee (ARMC) and the Sustainability Committee.
SUSTAINABILITY
REPORT
ABOUT THE SUSTAINABILITY REPORT
This Sustainability Report presents climate-related
disclosures for Michael Hill International Limited and its
controlled entities (the Group) for the financial year ended
28 June 2026, together with the accompanying Directors’
Declaration. The disclosures have been prepared in
accordance with AASB S2
Climate-related Disclosures, the
applicable Australian Sustainability Reporting Standard for
climate-related financial reporting, and the requirements
of the Corporations Act 2001. Consistent with AASB
S2 requirements, the report has been prepared for the
same reporting entity and reporting period as the Group’s
consolidated financial statements and should be read
alongside those financial statements and the related basis
of preparation disclosures. All climate-related financial
information is aligned with the Group financial statements
presented in Australian dollars, which is the Group’s
presentation currency. In addition, this report has been
prepared using the same underlying data, assumptions and
methodologies applied in the preparation of the
financial statements.
No matters or circumstances have occurred subsequent to
year end that have significantly affected, or may significantly
affect, the operations of the Group, the results of those
operations or the state of affairs of the Group or economic
entity in subsequent financial years.
TRANSITION RELIEF
In preparing these climate-related disclosures, the Group has
applied the transitional provisions available under AASB S2
paragraph C4(b), not to disclose Scope 3 greenhouse gas
emissions (GHG) in the first year of reporting. In addition,
the Group has elected the relief provided by paragraph C3
and has not included comparative information for reporting
periods prior to the date of initial application.
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AUDIT & RISK MANAGEMENT COMMITTEE
The ARMC (chaired by a non-executive director) provides
oversight of the Group’s financial reporting, internal controls
and audit, risk management and compliance obligations. This
includes providing recommendations to the Board in relation to:
• Whether the Group’s financial statements and
disclosures reflect a true and fair view of the financial
position and performance of the Group
• Adoption of climate reporting standards.
The ARMC is the primary committee in overseeing
management’s identification, assessment and management
of climate risks and opportunities, including considering
their impact on the Group’s financial statements and
disclosures. These responsibilities are outlined below and in
the ARMC Charter ARMC Charter, as well as the Group’s Risk
Framework.
The Board receives regular reporting from the ARMC on
climate-related risks and opportunities. Climate-related
matters were discussed at three of the ARMC’s four
scheduled meetings during FY26. These discussions included
updates from management on the company’s progress
toward the 2026 climate-related reporting obligations,
including management insights on the identification and
assessment of key climate-related risks and opportunities
and other climate-related developments.
SUSTAINABILITY COMMITTEE
The Sustainability Committee is responsible for setting
the Group’s climate strategy and targets and overseeing
progress against the commitments outlined in the 2030
Sustainability Strategy. The strategy and associated
climate-related targets were approved by the Board in
2022 following the Committee’s recommendation. Future
reviews and updates to the Sustainability Strategy and
associated targets will consider climate-related risks and
opportunities when considering changes to the strategy,
targets and related initiatives. The Committee comprises
cross-functional representation of executives and senior
leaders from across the Group and reports to the Board on
initiatives as required.
MANAGEMENT RESPONSIBILITIES
The Sustainability Committee is supported by a dedicated
management working group, the Climate Reporting Working
Group, which supports the identification, assessment and
management of climate-related risks and opportunities
(in coordination with the Group Risk Function) and the
preparation of climate-related reporting and disclosures,
including greenhouse gas (GHG) emissions. The group meets
monthly, and as required, and comprises cross-functional
representation from Finance, Legal, Risk and Compliance.
The Climate Reporting Working Group is responsible for
monitoring and evaluating progress against the Group’s
climate target. The Climate Reporting Working Group
provides verbal progress updates to the Sustainability
Committee on an ad hoc basis and reports formally to the
ARMC on progress against climate-related targets and the
Group’s reporting obligations. Finally, the Board receives
and reviews updates on progress and approves the Group’s
climate-related disclosures prior to publication.
In addition, the Board delegates day-to-day responsibility of
implementing its Sustainability Strategy, including strategic
initiatives in response to identified climate-related risks and
opportunities, to members of the Executive Leadership team.
The Board exercises oversight of the activities undertaken
by these roles through the aforementioned committees. Key
executive responsibilities include:
• Chief Executive Officer (CEO) is responsible for the
execution of the Group’s 2030 Sustainability Strategy
and for integrating climate-related matters and
considerations into the Group’s broader strategic
initiatives and agenda.
• Chief Financial Officer (CFO) is responsible for
incorporating climate-related matters into financial
matters and disclosure activities and executing the
Group’s climate-related targets.
• Chief Product Officer (CPrO) is responsible for integrating
climate-related risks and opportunities into product
strategy, including material sourcing aligned with the
Group’s Sustainability Strategy for sustainable and
responsible products.
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CONTROLS AND PROCEDURES USED BY MANAGEMENT TO
SUPPORT OVERSIGHT OF CLIMATE MATTERS
Management oversees climate matters through a number
of controls and procedures which are integrated throughout
business functions, including:
• Integration with the risk management framework:
Climate-related risks and opportunities are identified,
assessed and managed through the Group’s Risk
Management Framework, including risk workshops, risk
registers and structured risk assessment methodologies.
• Monitoring and reporting of the Group’s carbon emissions
data, updates on climate-related risks and disclosures, and
alignment with financial reporting processes.
• Execution of climate strategy and targets through the
procurement of green energy solutions, to support the
delivery of the Group’s climate-related goals and targets.
CLIMATE-RELATED SKILLS AND EXPERIENCE
The Board has adopted a Board Skills Matrix and, as part of
the annual Board performance review process, evaluates
the mix of board skills, experience and independence of its
members. This includes assessing both the current capability
of the Board and the desired mix of attributes, taking into
account the evolving nature of the Group’s business and
the external environment. This process ensures that the
Board has the appropriate balance of skills, knowledge
and experience to discharge its obligations effectively and
identifies any current or emerging capability gaps.
Each year, the Board identifies a number of essential
personal attributes and skills that directors should possess
in order to be suitable to serve as a director. The Board
recognises that each director will not necessarily possess
experience in all areas, so seeks to ensure that the Board
is composed of an appropriate mix of directors with skills,
knowledge and experience in these areas. Where the Board
requires further depth of expertise in any of these areas, or
expertise in other areas, it seeks that expertise from within
the Group and through external advisors where appropriate.
Sustainability and ESG, including climate-related risks
and opportunities, is deemed an essential skill required of
directors. In FY26, 50% of directors were assessed as having
skills and experience in this area. During FY25, all directors
received training on climate reporting requirements,
including climate-related risk and opportunities, the
intersection with directors’ duties, and the process for
preparing the Sustainability Report.
A biography for each director and their governance roles
and responsibilities is set out on pages 27 to 30 of the 2026
Directors’ Report (Information on Directors).
REMUNERATION
Management remuneration is not currently linked to
sustainability performance or management of climate-
related risks and opportunities.
RISK MANAGEMENT
Climate-related risks are categorised into two categories:
physical risks and transition risks. Physical risks arise from
the direct impacts of climate change, including acute events
such as floods, storms and heatwaves, and longer-term
changes in climatic conditions. Transition risks arise from the
transition to a lower-carbon economy and may result from
changes in regulation, technology, market preferences and
stakeholder expectations. Climate-related opportunities
refer to the potential positive effects arising from climate
change. Both risks and opportunities have the potential to
impact the Group’s operations and business activities across
all locations, either directly or indirectly.
The Board sets the Group’s risk appetite, oversees high and
extreme risks (Group risks), and monitors the effectiveness
of risk management practices. Group risks are identified,
assessed and managed in accordance with the Group’s Risk
Management Policy and Risk Management Framework.
The framework (broadly aligned with ISO 31000: 2018
Risk Management – Guidelines) establishes a consistent
methodology for identifying, assessing, managing and
reporting risks across the Group. It encompasses key
risk categories, including strategic, business, financial,
compliance, project, and climate-related risks and
opportunities. The framework, together with the Risk
Appetite Statement and Risk Management Policy, is reviewed
annually and submitted to the ARMC for endorsement.
The following risk processes support the framework:
• Tailored risk workshops are conducted at a departmental
level to identify and evaluate risks specific to each
department, including climate-related risks (physical and
transition) and opportunities. These assessments draw
on a broad range of internal and external industry data
sources to inform risk identification and assessment of
departmental risks.
• Risk likelihood and consequence are assessed using
the Group Risk Matrix, with each risk assigned a rating,
including those related to climate.
SUSTAINABILITY
REPORT, CONTINUED.
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• The Group’s Audit and Risk team maintains oversight
of all departmental and Group risks, including climate-
related risks and opportunities. As part of each risk
review cycle, risks are stress tested to determine whether
ratings need to be updated.
• The Board maintains oversight of the Group’s climate-
related risks and opportunities in accordance with the Risk
Management Framework, the Group’s Audit and Risk team
review and ensure alignment on ratings. While climate risk
is not a standalone high or extreme-rated risk at the Group
level, several departmental risks with climate-related
impacts are being managed at the departmental level
through the departmental Risk Registers, where they are
monitored and reviewed in accordance with the Group’s
Risk Management Framework.
STRATEGY
Michael Hill recognises that both the physical impacts of
climate change and the global transition to a low-carbon
economy may affect aspects of its operations and value
chain. These impacts may manifest as direct risks and
opportunities, as well as amplifiers of broader strategic
and operational challenges, such as regulatory compliance,
supply chain resilience and customer sentiment.
The Group undertook an assessment in FY26, underpinned
by the Group’s risk management framework, to evaluate
how climate-related risks and opportunities may influence
the Group’s business model, supply chain and strategy over
a short, medium and long term time horizon. This exercise
identified five climate-related risks and opportunities
that could reasonably be expected to affect the Group’s
prospects, warranting disclosure to support primary users’
understanding and decision-making.
Physical risks include the potential for extreme weather
events to disrupt the Group's store network and supply
chain, and for climate-driven macroeconomic damage to
reduce consumer spending power in key markets. Transition
risks include the potential for energy-transition-driven
demand for precious metals to increase input costs, and
for evolving consumer preferences to shift demand toward
more sustainable product alternatives. At the same time,
the Group sees meaningful opportunities in the growing
consumer demand for sustainable, responsible and circular
jewellery products.
The Group's strategic response to these risks and
opportunities is described in the sections below.
CLIMATE SCENARIO ANALYSIS
The Group has assessed the identified climate-related risks
and opportunities using scenario analysis. Scenario analysis
is a structured process used to explore a range of plausible
future climate states, helping to assess the potential effects
of climate-related risks and opportunities on the Group's
strategy, business model and financial position, and to
test the resilience of the Group's strategy under a range of
possible climate futures.
The scenario analysis was conducted during FY26 with the
support of an external consultancy.
Scenarios were drawn from the Network for Greening
the Financial System (NGFS) scenario set and are set out
in the table below. The NGFS scenario framework was
selected because it is purpose-built to help organisations
understand the financial implications of climate change.
Intergovernmental Panel on Climate Change (IPCC) scenarios
describe how the climate system evolves, and NGFS
scenarios add the economic and market layers, including the
cost of carbon, physical damage to economies, and shifts
in consumer and business behaviour, that are necessary
to assess how climate change could affect Michael Hill's
revenues, costs, and operating conditions across Australia,
New Zealand and Canada.
Three scenarios were modelled across a warming spectrum.
The Medium Warming scenario has been adopted as the
Group’s Base Case. This scenario, based on the NGFS
Nationally Determined Contributions (NDC) scenario,
assumes all countries fulfil their current national climate
pledges under the Paris Agreement but take no further
action beyond those commitments. The NDC scenario
was selected as the Base Case because it represents a
reasonable central warming trajectory that sits between
the more optimistic Net Zero 2050 pathway and the more
adverse Current Policies scenario. Management considers
the assumptions used in this scenario to represent its best
estimate of future conditions at the reporting date. The
anticipated effects of identified risks and opportunities
described in this report are based on this Base Case scenario
and are set out in the Climate-related risks and opportunities
section following.
The Low Warming and High Warming scenarios have been
used for resilience testing, to assess how the Group's
strategy and business model would perform under more
ambitious or more adverse climate futures. Refer to the
Climate Resilience section.
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Low Warming
(Net Zero 2050)
Medium Warming
(NDC) – Base Case
High Warming
(Current Policies)
Scenario mapping and sourcesNGFS Net Zero 2050
IEA
1
Net Zero Emissions by 2050
NGFS Nationally Determined
Contributions (NDC)
IEA Announced Pledges Scenario
NGFS Current Policies
IEA Stated Policies Scenario
IPCC alignmentSSP
2
1-1.9IPCC SSP2-4.5IPCC SSP3-7.0
Warming trajectory~1.5°C by 2100~2.5 - 3.1°C by 2100~2.5 - 4.0°C by 2100
Scenario narrativeRapid and ambitious global
decarbonisation.
Governments implement strong
climate policies and emissions
targets. Transition to renewable
energy accelerates significantly.
Physical climate risks are
minimised, but transition risks,
including rapid shifts in consumer
preference toward sustainable
products, are more pronounced in
the short to medium term.
Trajectory consistent with
currently implemented Nationally
Determined Contributions (NDCs).
Steady policy implementation
results in a balanced mix of
escalating physical risks and
gradual transitional policy
changes. Extreme weather events
increase in frequency and severity
over the medium to long term.
Delayed or failed global climate
action. Countries maintain only
currently implemented policies,
with limited new mitigation
measures. Transition risks are
low, but physical risks, including
the frequency and severity of
extreme weather events, increase
significantly over the medium to
long term.
Role in MHJ analysisResilience testing. Transition risks
such as input price pressures from
clean energy demand for precious
metals are most acute in the near
term. Consumer preference shifts
toward sustainable jewellery
products accelerate.
Base Case for anticipated effects.
The Group's identified risks
and opportunities are assessed
and quantified under this
scenario. Physical risks increase
gradually, while transition risks
and opportunities evolve at a
measured pace consistent with
current policy settings.
Resilience testing. Physical risks
to the Group's store network
and supply chain are most
severe in the long term. Macro
demand drag from climate-
driven economic damage is most
pronounced. Transition risks
are lower with a slower pace
of decarbonisation resulting in
reduced pressure on precious
metal input prices and less impact
of customer preference shifts.
1
IEA: International Energy Agency
2
SSP: Shared Socioeconomic Pathway
SUSTAINABILITY
REPORT, CONTINUED.
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TIME HORIZONS
The Group has assessed the potential effects of climate-related risks and opportunities over short, medium and long term time
horizons. The same time horizons have been used in climate scenario analysis. These time horizons are defined below:
Time horizonFinancial yearsRationale
Short term0-1 year (to 2027)
Alignment with the Group's annual financial planning, budgeting and operational
forecasting cycles.
Medium term1–3 years (2028–2030)Alignment with the Group's medium-term strategic planning horizon.
Long term4+ years (to 2035)Intended to encompass longer-dated operational and capital allocation decisions.
CLIMATE-RELATED RISKS AND OPPORTUNITIES
The Group identified five climate-related risks and
opportunities that could reasonably be expected to affect
the Group’s prospects, as described above.
The Group has not identified any material effects on its
financial position, performance and cash flows for the
current reporting period as directly attributable to climate-
related risks. In addition, the Group has not identified any
significant risk of material adjustment during FY27 to the
carrying amounts of assets and liabilities reported in the
Group’s consolidated financial statements.
The Group has assessed, over the short, medium and long
term time horizons, the potential effects of climate-related
risks and opportunities on its future performance, including
their current and anticipated impacts on its financial position,
financial performance and cash flows. The anticipated effects
described below are based on the Medium Warming (Base
Case) scenario.
Estimates of anticipated impacts involve a high degree of
uncertainty, as outcomes are heavily influenced by factors
such as macroeconomic developments, consumer behaviour
shifts and patterns of severe weather events. Where this
uncertainty limits the reliability or usefulness of quantitative
disclosures, the Group provides qualitative information
about financial effects, including explanations of the
anticipated impacts and financial categories impacted (items
within the financial statements that are likely to be affected
by those climate-related risks or opportunities).
Mitigation and adaptation measures include both direct and
indirect efforts as appropriate. Measures described below
form part of existing operations and no additional resources
are required to achieve these. However, in the case of requiring
additional resources, the Group will ensure that sufficient
personnel and expertise are made available to support the
effective delivery of mitigation and adaptation efforts.
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Transition Risk: Increased precious metals input price
DescriptionIncreased cost of goods sold (COGS) from increases in gold, platinum, and silver input prices driven by the
energy transition. As cleantech demand for these metals rises, higher commodity prices could directly
increase the Group's production costs.
Time horizonThe effects of increased precious metals input pricing could reasonably be expected to occur over the short to
medium term time horizons.
Short term
0-1 year (2027)
Medium term
1–3 years (2028-2030)
Long term
4+ years (2035)
Potential impacts on business
model & value chain
The Group's business model is directly exposed to this risk through cost of metal, with gold, silver and
platinum being core inputs to jewellery manufacturing. The risk is concentrated in the Group's upstream value
chain, specifically in the procurement of raw precious metals and finished goods from suppliers in India,
Thailand and Italy. Gold dominates the exposure. The risk affects the Group's cost base and gross margin, with
potential flow-on effects to retail pricing strategy and product mix decisions.
Mitigation & adaptation
measures
The Group actively monitors external commodity price indicators and macroeconomic conditions, using
scenario modelling to assess potential impacts on COGS. Regular monitoring and analysis of sales volumes
and gross margins by product category supports decision-making and risk mitigation. The Group performs
strategic planning processes, including adjustment or reprioritisation of initiatives for sourcing and product
offering if necessary. Historically, the Group has demonstrated a strong ability to maintain gross margins
in the face of rising commodity costs, effectively offsetting record-high gold and silver input costs through
intelligent product design, enhanced product mix and disciplined pricing execution.
Current financial impactsThis risk did not have a material impact on the Group's financial position, financial performance or cash flows
in 2026. The impact of rising input costs has not been material to margins due to product mix and pricing
discipline.
Anticipated financial impactsThe modelled impact on gross margin from demand-side price increases in gold, platinum and silver driven by
the energy transition is assessed to be immaterial across both the short and medium term time horizons. The
impact on gross margin from potentially higher metals input prices in the short to medium term is expected to
be recovered through product mix and pricing discipline.
Financial categories impactedCost of goods sold (materials); gross profit
SUSTAINABILITY
REPORT, CONTINUED.
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Physical Risk: Operational disruption to facilities and store network
DescriptionLost trading-day revenue from extreme weather events disrupting the Group's store network and operational
facilities. Extreme weather events, such as floods and cyclones, can force store closures and disrupt the
operation of the distribution centre, causing lost trading-day revenue. The more the world warms, the more
frequent and severe these disruption events become.
Time horizonThe effects of extreme weather events causing disruption to operations could reasonably be expected to occur
over the short to long term time horizons.
Short term
0–1 year (2027)
Medium term
1–3 years (2028-2030)
Long term
4+ years (2035)
Potential impacts on business
model & value chain
Anticipated effects include operational disruption from extreme weather leading to closure of facilities;
employee access limitations reducing staffing and productivity; weather-related events deterring customers
from visiting physical locations; and increased costs from emergency repairs and temporary closures. The risk
is concentrated in the Group’s retail store network.
Mitigation & adaptation
measures
The Group performs strategic planning of store locations for its current and future store footprint, with a focus
on identifying and mitigating risks in climate-vulnerable areas. The Group leverages risk assessments provided
by insurance partners, which include analysis of weather perils such as cyclones, flooding and bushfires, to
inform location decisions and support long-term resilience planning. The Group's store network, spanning
over 280 locations across Australia, New Zealand and Canada, provides a degree of natural geographic
diversification that reduces the likelihood of any single extreme weather event having a significant disruption
to the Group’s operations. In addition, the Group's omni-channel strategy and e-commerce capability provide
the ability to offset in-store sales disruption. Ship-from-store processes enable retail locations to fulfil online
orders from store inventory, rather than relying on central distribution centres. Emergency response plans are
regularly tested, and the Group has established long-term relationships with multiple contractors who can be
mobilised quickly for repairs. In addition, the Australian Distribution Centre is the Group’s primary distribution
hub and provides contingency support for New Zealand and Canada during supply disruptions.
Current financial impactsThe Group has tracked the impact of lost trading days due to extreme weather events since 2021, and to date
the financial impact of lost sales has not been material. This risk did not have a material impact on the Group's
financial position, financial performance or cash flows in 2026.
Anticipated financial impactsThe macroeconomic models used in the modelling suite to estimate physical climate damage are subject to
measurement uncertainty. Additionally, the assumptions used to translate the physical climate hazard signal
into operational revenue loss are based on structured expert judgement anchored to the Group's own tracked
experience since 2021, rather than empirically derived parameters. Canada and New Zealand have not been
separately modelled, with Australia used as the proxy market for the Group as a whole. The modelled impact
from lost trading-day revenue from extreme weather is assessed to be immaterial across all selected time horizons.
The Group has assessed assets that may be vulnerable to this risk using the results of a global natural
catastrophe diagnostic prepared by our insurance brokers during FY25. The diagnostic assessed each site’s
exposure to twelve natural hazards, including flood, cyclone, earthquake, storm, fire, tornado and volcanic
activity. For the purposes of this assessment, a site was considered vulnerable where it received the highest
hazard classification for one or more hazards under the diagnostic methodology. Based on this assessment,
15% of the Group’s sites were identified as vulnerable to physical climate-related hazards. The risk is
concentrated in store sites, with more than half located in Australia. In most cases, these sites were identified
due to river flood or coastal flood exposure, where the highest hazard classification represents areas with a 1%
annual chance of flooding. These sites had a written-down property, plant and equipment asset value of $5.1m
at the end of FY26, representing 1% of the Group’s total assets. These hazard classifications represent the
degree of exposure of a site to a particular natural hazard and do not indicate the expected severity of damage,
financial loss or business interruption that may result if such an event occurs.
Financial categories impactedRevenue; gross profit
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Physical Risk: Climate-Driven Macro Demand Drag
DescriptionAs extreme weather events increasingly impact broader economic productivity, climate-driven macroeconomic
damage may reduce national incomes and consumer spending power, affecting demand for discretionary
luxury purchases like jewellery.
Time horizonShort term
0–1 year (2027)
Medium term
1–3 years (2028-2030)
Long term
4+ years (2035)
Potential impacts on business
model & value chain
The Group's revenue is exposed to macro demand reduction driven by climate-related economic damage.
As temperatures rise, the increasing frequency and severity of extreme weather events, including floods,
heatwaves and tropical cyclones, damage physical infrastructure and reduce economic productivity. Over time,
these effects suppress national income growth below the level it would otherwise have reached, reducing
the spending power available to households for discretionary purchases. Jewellery, as a discretionary luxury
purchase, may see demand fall by more than the income reduction itself. The exposure is geographically
concentrated, with Australia seeing a disproportionate share of projected climate damage.
Mitigation & adaptation
measures
The Group actively monitors external macroeconomic indicators and uses scenario modelling to assess
potential impacts on revenue. The Group's strategic planning processes include consideration of geographic
market mix and the relative climate exposure of key markets. Furthermore, the brand positioning toward
“accessible modern luxury” broadens appeal to customers who become price sensitive during periods of
economic pressure. Key initiatives include increased use of lower-cost materials such as vermeil to maintain
attractive entry price points. Targeted promotions rather than blanket discounting and inventory agility and
demand-led planning, the strategy aims to improve responsiveness to changes in customer demand through
AI-enabled assortment planning, improved inventory allocation and more data-driven pricing.
Current financial impactsThis risk did not have a material impact on the Group's financial position, financial performance or cash
flows in 2026.
Anticipated financial impactsThe macroeconomic models used in the modelling suite to estimate physical climate damage to national
incomes are subject to substantial measurement uncertainty. As a result, any quantitative estimate of the
anticipated financial effects would be highly uncertain and is not considered useful to users of the report.
However, the direction of impact is considered informative, indicating that increased physical climate damage
could exert downward pressure on discretionary consumer spending, relative to a no-climate-change world, in
key markets over the medium to long term.
Financial categories impactedRevenue (all product categories); gross profit
SUSTAINABILITY
REPORT, CONTINUED.
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Transition Risk: Customer Preference Shift
DescriptionAs climate awareness grows and consumer values evolve, customers may increasingly seek jewellery products
they perceive as more sustainable — shifting purchasing behaviour away from products associated with
carbon-intensive extraction and mining.
Time horizonThe effects of customer preference shift could reasonably be expected to occur over the medium to long term
time horizons.
Short term
0–1 year (2027)
Medium term
1–3 years (2028-2030)
Long term
4+ years (2035)
Potential impacts on business
model & value chain
Exposure is concentrated in the Group’s diamond-containing product categories, where direct, price-
competitive and potentially lower-impact alternatives are available at commercial scale. The Group's natural
diamond-containing product revenue is exposed to substitution if consumer preference shifts toward lab-
grown alternatives.
As climate policy tightens and sustainability awareness grows, customers may increasingly prefer sustainable
jewellery options or reduce jewellery purchases due to concerns about the environmental impact of mined
raw materials. This could lead to loss of market share and reduced sales, requiring a strategic shift towards
sustainable sourcing and product transparency.
Mitigation & adaptation
measures
The Group continues to offer a broad range of products, including lab-grown diamonds, to cater to customers
seeking diverse and potentially lower-impact jewellery options. By closely monitoring sales volumes and gross
margin performance across product categories, the Group identifies evolving trends and works collaboratively
with suppliers to ensure the product offering remains responsive to market demand.
Initiatives such as the Re:Cycle Program enable customers to recycle gold jewellery, which helps reduce mining
impacts and emissions. Additionally, the Re:Store Program has been expanded to include non-Group jewellery
products, providing customers with the opportunity to extend product lifespans and prevent waste. The
Group's sustainability strategy remains focused on progressively integrating responsible and circular materials.
Current financial impactsThis risk did not have a material impact on the Group's financial position, financial performance or cash flows
in 2026. Based on the Group's FY26 pricing experience, lab-grown diamond products have achieved average
selling prices and margins at or above comparable natural diamond products, reflecting customer trading-
up behaviour.
Anticipated financial impactsModelling the financial impact of this risk across the short, medium and long term time horizons is subject to
significant measurement uncertainty, particularly concerning:
• the pace at which consumer preferences shift toward lower-impact jewellery alternatives,
which is not directly or uniformly tied to climate policy settings;
• the extent to which customers switching to lab-grown alternatives demand a price discount, or continue to
trade up to larger or higher-quality stones at comparable or higher price points;
• the degree to which lab-grown diamonds become consistently demonstrated and accepted as a sustainable
alternative, which remains unsettled at an industry level.
As a result, any quantitative estimate of the anticipated financial effects would be highly uncertain and is not
considered useful to users of the report. The Group will continue to monitor market dynamics and reassess this
position as the evidence base matures.
Financial categories impactedRevenue (diamond product categories); gross profit
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Transition Opportunity: Sustainable Product Revenue Uplift
DescriptionGrowing consumer interest in sustainably sourced and lower-impact jewellery products would present the
Group with an opportunity to capture incremental revenue by expanding its offering to meet that demand.
Time horizonThe effects of sustainable product revenue uplift could reasonably be expected to occur over the medium to
long term time horizons.
Short term
0–1 year (2027)
Medium term
1–3 years (2028-2030)
Long term
4+ years (2035)
Potential impacts on business
model & value chain
The opportunity is concentrated in the Group's diamond-containing product categories, where direct, price-
competitive, potentially lower-impact alternatives are available at commercial scale and consumer interest
is already established. As climate policy tightens and sustainability awareness grows, customers may seek
sustainable jewellery options. The Group is well-positioned to capture this shift, with an existing product range,
strong customer consideration rates, and the commercial infrastructure to expand its offering of lower-impact
alternatives in response to evolving customer preferences.
Implementation strategiesThe Group continues to develop and expand its range of lab-grown diamond products, recognising the growing
customer appetite for choice in jewellery options. By working closely with suppliers and monitoring sales
volumes and gross margin performance across product categories, the Group is well positioned to identify
emerging demand trends and respond with product offerings that suit a diverse customer base. The Group's
sustainability direction includes a progressive focus on sourcing lower-impact materials from responsible
sources, guided by evolving customer preferences and supply chain capabilities.
Current financial impactsLab-grown diamond revenue has grown strongly in 2026, reflecting a continued shift in product mix. However,
multiple factors have contributed to this growth, including pricing, product range expansion and broader
consumer trends. As a result, the Group is unable to separately identify the portion attributable to customer
sustainability preferences.
Anticipated financial impactsAs is the case for the counterpart risk (customer preference shift), the Group has determined not to disclose
the financial quantification of this opportunity externally due to the level of uncertainty in the
modelling approach.
Financial categories impactedRevenue (diamond product categories); gross profit
SUSTAINABILITY
REPORT, CONTINUED.
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CLIMATE RESILIENCE
The Group has assessed the resilience of its strategy and
business model to climate change by considering the
identified climate-related risks and opportunities under
both the Low Warming (Net Zero 2050) and High Warming
(Current Policies) scenarios described in the Climate Scenario
Analysis section above, across short, medium and long-term
time horizons.
Although the relative severity of transition and physical risks
differs across the two scenarios, with transition risks and
opportunities more pronounced under Net Zero 2050 and
physical risks more pronounced under Current Policies, the
Group's assessment has not identified any implications that
fall outside those already described in the climate-related
risks and opportunities tables above. The mitigations and
adaptive capacity set out in those tables remain applicable
across both warming pathways and all assessed time
horizons.
Based on this assessment, the Group's business model and
strategy are considered resilient to climate-related risks
and opportunities across all assessed time horizons. The
Group's capacity to adapt is supported by several structural
characteristics of its business model, including its diversified
geographic footprint across Australia, New Zealand and
Canada; its omni-channel retail capability, which provides
the ability to offset physical store disruption through
online fulfilment; its demonstrated ability to maintain
gross margins through disciplined pricing and product mix
management in the face of commodity cost pressures; and
its active management of its product range to respond to
evolving consumer preferences. Disruption to diamond
supply due to cutting, polishing or sourcing activities in
India is managed through strong supplier partnerships
and inventory flexibility initiatives, including increased use
of consignment arrangements and risk-sharing models
with suppliers. These measures assist in reducing supply
disruption impacts should sourcing challenges occur in a
particular region. Furthermore, the Group experienced no
disruption to product availability or cost increases as a result
of the 2024 Surat flooding events, supported by sufficient
inventory levels maintained throughout the supply chain.
The significant areas of uncertainty disclosed in the
climate-related risks and opportunities tables above remain
applicable to the scenario analysis outcomes described in
this section. While the outcomes of the resilience assessment
reflect the Group's current understanding of climate-related
risks and opportunities, the Group acknowledges that there
could be unknown risks and uncertainties that may cause
actual outcomes to differ from those described. The Group
will continue to monitor key climate indicators and integrate
these insights into its ongoing strategic planning processes.
TRANSITION PLAN
The Group has not developed a formal transition plan at
this stage; however, it continues to consider climate-related
matters as part of its ongoing strategic planning activities
and will revisit its 2030 Sustainability Strategy in the coming
years, including consideration of whether a transition plan is
appropriate.
METRICS AND TARGETS
GREENHOUSE GASES: 2026 RESULTS
OPERATIONAL GHG EMISSIONS
TOTAL CARBON EMISSIONS (TCO
2
E)
2026
Scope 126
Scope 2
Location-based
Market-based
2,172
36
Total Scope 1 and 2 (location-based)2,198
Total Scope 1 and 2 (market-based)62
Carbon credits retired (tCO
2
e)63
Net Scope 1 and 2 (market-based) post offset-
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The Group’s absolute gross Scope 1 and 2 GHG emissions
for FY26 were 2,198 tonnes of carbon dioxide equivalent
(tCO
2
e), using the location-based method. This included
26 tCO
2
e Scope 1 and 2,172 tCO
2
e Scope 2
(location-based) emissions.
Scope 1 emissions are direct GHG emissions that occur from
sources controlled by the Group. This consists of emissions
from refrigerants used in air conditioning units and fridges
and gas used in manufacturing and repairs facilities.
Scope 2 emissions are indirect GHG emissions from
purchased or acquired electricity and heating. The Group has
calculated Scope 2 emissions using both location-based and
market-based methodologies. The location-based method
estimates emissions using an average emissions intensity for
grids where the electricity consumption occurs. The market-
based method estimates emissions in the context of the
Group’s investments in different electricity products, such
as voluntary purchases of renewable energy certificates.
These contractual arrangements include GreenPower and
Large-scale Generation Certificates (LGCs) in Australia, New
Zealand Energy Certificates (NZ-ECs) in New Zealand and
certified renewable energy certificates in Canada. The Group
set a target to achieve net zero Scope 1 and 2 emissions
by the end of 2025 (refer to the Climate-Related Targets
section) and has used the total Scope 1 and 2 market-based
emissions metric to track progress towards this goal.
Total gross Scope 1 and 2 emissions using the market-
based method of 62 tCO
2
e represent operational emissions
unrelated to electricity use. These residual emissions have
been offset through the procurement of certified carbon
credits (refer to Climate-Related Targets section on
page 120 for details of offsets purchased), resulting in
net zero Scope 1 and 2 emissions for FY26.
SUSTAINABILITY
REPORT, CONTINUED.
METHODOLOGY FOR THE CALCULATION OF GHG
EMISSIONS
CALCULATION STANDARD
The GHG emissions inventory for the Group for FY26 has been
calculated in accordance with The Greenhouse Gas Protocol: A
Corporate Accounting and Reporting Standard (2004).
The operational control approach has been used to
determine the organisational boundary for the Group’s
emissions inventory. All sites and assets under the Group’s
direct operational control are included within the reporting
boundary. This includes all Michael Hill and Bevilles stores
across Australia, New Zealand and Canada and Michael
Hill and Bevilles support office locations (including the
manufacturing and distribution centre and repairs site) in
Brisbane. The Group wholly owns these operations, so the
emissions boundary is aligned with the Group for financial
reporting purposes. The distribution centres in Canada and
New Zealand are operated by third-party logistics providers
and, as the Group does not hold operational control over
these facilities, they fall outside the organisational boundary
and will be included in Scope 3 emissions.
Direct operational control also refers to assets under the
Group’s management control. Equipment which is maintained
and under the management control of the landlord is not
included within the Group’s reporting boundary.
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Scope 1 and 2 emissions are measured as follows:
ScopeEmissions categoryActivityData source
GWP and
Emissions factor
Methodology, estimates,
uncertainty
Scope 1Fugitive emissionsTop-up of refrigerants
used in air conditioning
units and fridges
maintained by the Group
Maintenance recordsGWP values
from IPCC Sixth
Assessment
Report 2020 (AR6)
GHG Protocol guidance
“Lifecycle Stage Approach”
methodology for HFC
emissions is used.
Under this method, the
relevant refrigerant GWP is
applied to refrigerant used
in servicing equipment
or lost in disposal of
equipment.
Stationary combustionCombustion of LPG
from a small number of
gas bottles used in the
Group’s manufacturing
and repairs facilities
InvoicesDCCEEW
Australian National
Greenhouse
Accounts Factors
2025
Usage of gas (based
on invoice data for
replacement of gas
bottles) is multiplied by the
relevant emissions factor.
Scope 2Purchased electricity
(location-based)
Electricity consumptionkWh data sourced: AU
and NZ sites - Smart
Power e-smart online
reporting (supplier and
landlord invoices).
CA sites - Smart
Power e-smart online
reporting (supplier
invoices) and landlord
invoices/ confirmation
for embedded
networks.
kWh usage accruals
are made where data
is not available within
reporting timeframes.
DCCEEW
Australian National
Greenhouse
Accounts Factors
2025
NZ Ministry of
Environment
Guidance 2025
Environment and
Climate Change
Canada (ECCC)’s
National Inventory
Report (NIR) 1990
– 2023
kWh electricity consumed
is multiplied by state (AU),
province (CA) or national
(NZ) average emissions
factors for all electricity
consumed from those grids.
Medium uncertainty in
some activity data for CA.
In some cases (10 stores in
FY26), kWh activity data
has been estimated for
embedded network retail
sites where data was not
available from landlords.
Purchased electricity
(market-based)
Electricity consumptionkWh data as for
purchased electricity
(location-based)
Invoice data for kWh
GreenPower purchases
DCCEEW
Australian National
Greenhouse
Accounts Factors
2025, Residual Mix
Factors
For AU, NZ and CA,
electricity usage matched
with GreenPower
purchases or LGC/NZEC
retirements is deducted
from total KWh electricity
consumed.
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ScopeEmissions categoryActivityData source
GWP and
Emissions factor
Methodology, estimates,
uncertainty
Invoice data for LGC
and NZ-EC purchases
NZ Brave Trace
Residual Supply
Factors
Environment and
Climate Change
Canada (ECCC)’s
National Inventory
Report (NIR) 1990
– 2023
Renewable energy grid
mix (RPP and JRPP) is also
deducted for Australia.
A residual mix factor is
applied to the remaining
electricity consumption
to calculate market-based
emissions.
For CA, as no renewable
electricity instruments
have been purchased
in FY25 or prior years,
location-based emissions
have been used for
those years.
Purchased heatGas usage for provision
of store heating (CA
retail locations)
Gas usage data from
direct supplier invoices
Environment and
Climate Change
Canada (ECCC)’s
National Inventory
Report (NIR) 1990
– 2023
m
3
gas usage is multiplied
by province emission
factors.
SUSTAINABILITY
REPORT, CONTINUED.
USE OF ESTIMATES
In some instances, actual usage of electricity and heating
was not available from supplier invoice data. In these
cases, consumption has been estimated based on average
consumption for sites of a similar size and location, or
historical consumption for that site.
OTHER CROSS-INDUSTRY METRICS
INTERNAL EMISSIONS PRICE
The Group does not currently have a methodology to
calculate or apply an internal emissions price to incentivise
lower carbon practices or guide investment decisions.
CLIMATE-RELATED TARGETS
NET ZERO SCOPE 1 AND SCOPE 2 EMISSIONS TARGET
The Group set a target to achieve net zero GHG emissions
from its own operations (Scope 1 and 2 emissions with Scope
2 emissions measured using the market-based method) by
the end of 2025 (calendar year target). This target applies
to the Group as a whole and was set in 2022 as part of the
Group’s 2030 Sustainability Strategy. The target was set
with the intention that 100% of the Group’s electricity usage
would be matched with zero-emissions renewable energy.
Any remaining emissions, calculated under the Scope 2
market-based method, would be offset with carbon credits.
The target was developed internally with reference to the
goals of the Paris Agreement and with guidance from an
external specialist sustainability consultancy. The target
was not validated by a third party. The Group’s target is a
net GHG emissions target, with an objective to minimise
scope 1 and 2 emissions. The Group has not set a gross GHG
emissions target. Greenhouse Gas Protocol metrics are used
to measure this absolute target, specifically carbon dioxide
equivalent (CO
2
e) measured in tonnes of CO
2
e.
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PERFORMANCE AGAINST CLIMATE-RELATED TARGETS
The Group successfully achieved its net zero target for Scope
1 and 2 emissions in December 2025 and has continued to
meet this target for the full FY26 reporting period.
To achieve the Group’s net zero goal in Australia, the Group
voluntarily purchases GreenPower and surrenders renewable
energy generation certificates (LGCs) to match electricity
use above Australia’s Renewable Power Percentage (RPP).
The RPP is the portion of electricity that the Clean Energy
Regulator (CER) requires to be from renewable sources under
the Renewable Energy Target.
In New Zealand, the Group voluntarily purchases and
redeems New Zealand Energy Certificates (NZ-ECs) via the
New Zealand Energy Certificate System. These NZ-ECs are
equivalent to 100% of the Group’s electricity use, ensuring
that consumption is matched with certified renewable energy
generated in New Zealand.
In Canada, the Group purchases EcoLogo certified renewable
energy certificates (RECs), that meet strict environmental
standards, to match 100% of Canadian store electricity usage.
Investment in these products means the amount of
electricity used from the grid in Australia, New Zealand and
Canada is matched with electricity produced from certified
renewable sources. This allows the Group to report our
market-based Scope 2 electricity emissions as zero, using
the market-based methodology as per the GHG Protocol
Scope 2 Guidance.
USE OF CARBON CREDITS TO ACHIEVE TARGETS
The Group has achieved the net zero Scope 1 and 2 emissions
target primarily through renewable energy procurement as
described above. However, some operational emissions not
related to electricity use remain. These residual emissions
have been offset through the procurement of certified carbon
credits aligned with our broader nature restoration goals.
The Group purchased a total of 63 tonnes of CO
2
e offsets
(equivalent to 3% of the Group’s total Scope 1 and 2
emissions for FY26) to cover these residual emissions:
• Australia: 27 tonnes of CO2e offsets were purchased
through Clima to cover Scope 1 fugitive emissions. The
underlying offsets are Australian Carbon Credit Units
(ACCUs) generated from the Limestone Plantation
Forestry project, which establishes and manages
high-quality commercial timber plantations in Victoria,
Australia drawing down significant carbon stocks.
• Canada: 36 tonnes of CO2e offsets were purchased
through Carbonzero to cover Scope 2 emissions
associated with gas usage for store heating. The
underlying offsets are generated from the Niagara
Escarpment Forest Carbon Project, which promotes and
maintains the function and diversity of forest ecosystems
in Ontario. This project is publicly listed on the CSA
CleanProjects Registry and is third-party verified under
ISO-14064-2 by Carbon Consult Group.
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DIRECTORS’ DECLARATION
In the opinion of the directors of Michael Hill International Limited (collectively, ‘the Group’), I state that the Group has taken reasonable
steps to ensure that the substantive provisions of the Sustainability Report of the Group and its subsidiaries for the year ended 28 June
2026, as presented on pages 106 to 121, are in accordance with the Corporations Act 2001, including:
(a) Complying with Australian Sustainability Reporting Standard AASB S2 Climate-related Disclosures and any further requirements
determined under section 296C(2) of the Corporations Act 2001; and
(b) Containing the climate statement disclosures required by section 296D of the Corporations Act 2001. Made in accordance with a
resolution of the directors of Michael Hill International Limited pursuant to section 296A(6) of the Corporations Act 2001, as
modified by section 1707C(2) of the Corporations Act 2001.
On behalf of the Board,
R I Fyfe
Chair
Brisbane
28 August 2026
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A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Ernst & Young
111 Eagle Street
Brisbane QLD 4000 Australia
GPO Box 7878 Brisbane QLD 4001
Tel: +61 7 3011 3333
Fax: +61 7 3011 3100
ey.com/au
Independent auditor’s review report to the members of
Michael Hill International Limited
Conclusion
We have conducted a review of the following information in the Sustainability Report of Michael Hill
international Limited (the Company), and its subsidiaries (collectively the Group) for the year ended
28 June 2026 (the ‘selective sustainability information’) as required by Australian Standard on
Sustainability Assurance ASSA 5010 Timeline for Audits and Reviews of Information in Sustainability
Reports under the Corporations Act 2001 issued by the Auditing and Assurance Standards Board
(AUASB):
Selective sustainability
information
Criteria: Reporting requirement of
AASB S2 Climate-related
Disclosures (AASB S2) (including
related general disclosures
required by Appendix D) Location in Sustainability Report
Governance Paragraph 6 Governance section (pages 3 to 5)
Strategy (risk and
opportunities)
Subparagraphs 9(a), 10(a) and
10(b)
Climate-related risk and opportunity
tables, limited to risk/opportunity
descriptions and classification as
physical or transition (pages 8 to
12).
Scope 1 and 2 emissions Subparagraphs 29(a)(i)(1) to (2)
and 29(a)(ii) to (v)
Metrics and Targets section (pages
14 to 16), ending with the "Use of
estimates" subsection
The requirements of AASB S2 identified in the table above form the criteria relevant to the selective
sustainability information and apply under Division 1 of Part 2M.3 of the Corporations Act 2001 (the
Act).
We have not become aware of any matter in the course of our review that makes us believe that the
selective sustainability information specified in the table above does not comply with Division 1 of Part
2M.3 of the Corporations Act 2001.
Basis for conclusion
Our review has been conducted in accordance with Australian Standard on Sustainability Assurance
ASSA 5000 General Requirements for Sustainability Assurance Engagements (ASSA 5000) issued by
the AUASB. Our review includes obtaining limited assurance about whether the selective sustainability
information is free from material misstatement.
In applying the relevant criteria, we note that subsection 296C(1) of the Act includes a requirement to
comply with AASB S2.
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A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Our conclusion is based on the procedures we have performed and the evidence we have obtained in
accordance with ASSA 5000. The procedures in a review vary in nature and timing from, and are less
in extent than for, an audit. Consequently, the level of assurance obtained in a review is substantially
lower than the assurance that would have been obtained had an audit been performed. See the
Summary of the Work performed
section of our report.
Our responsibilities under ASSA 5000 are further described in the Auditor’s responsibilities section of
our report.
We are independent of the Group in accordance with the auditor independence requirements of the
Act and the ethical requirements of APES 110 Code of Ethics for Professional Accountants (including
Independence Standards) issued by the Accounting Professional & Ethical Standards Board Limited
(November 2018 incorporating all amendments to June 2024) (the Code) that are relevant to reviews
of the selective sustainability information of public interest entities in Australia. We have also fulfilled
our other ethical responsibilities in accordance with these requirements and the Code.
We confirm that the independence declaration required by the Act, which has been given to the
directors of Michael Hill International Limited, would be in the same terms if given to the directors as
at the time of this auditor’s report.
Our firm applies Australian Standard on Quality Management ASQM 1 Quality Management for
Firms that Perform Audits or Reviews of Financial Reports and Other Financial Information or Other
Assurance or Related Services Engagements, which requires the firm to design, implement and
operate a system of quality management, including policies and procedures regarding compliance with
ethical requirements, professional standards, and applicable legal and regulatory requirements.
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our
conclusion.
Other matter
Comparative information was not subject to an assurance engagement in the prior period. In
connection with our review on the selective sustainability information, our responsibility is to
determine whether the comparative information is appropriately presented, by evaluating its
consistency with the disclosures presented in the prior period and the consistency of the criteria with
the criteria applied in the current period. Our conclusion is not modified in respect of this matter.
Other information
The directors of the Company are responsible for the other information. The other information
comprises the Company’s Annual Report, including the Financial Report and the Sustainability Report,
but does not include the selective sustainability information and our review report thereon.
Our conclusion on the selective sustainability information does not cover the other information and we
do not express any form of assurance conclusion thereon.
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A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
In connection with our review of the selective sustainability information, our responsibility is to read
the other information identified above and, in doing so, consider whether the other information is
materially inconsistent with the selective sustainability information, or our knowledge obtained when
conducting the review, or otherwise appears to be materially misstated. If, based on the work we have
performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Responsibilities for the selective sustainability information
The directors of the Company are responsible for:
▪ The preparation of the selective sustainability information in accordance with the Act; and
▪ Designing, implementing and maintaining such internal control necessary to enable the
preparation of the selective sustainability information, in accordance with the Act that is free
from material misstatement, whether due to fraud or error.
Inherent limitations
As discussed on page 8 of the Report, climate-related risk management is an emerging area, and often
uses data and methodologies that are developing and uncertain. The Report contains forward looking
statements, including climate-related scenarios, targets, assumptions, climate projections, forecasts,
statements of future intentions and estimates and judgements that have not yet occurred and may
never occur. We do not provide assurance on the achievability of this prospective information.
Greenhouse gas emissions quantification is subject to significant measurement uncertainty, which
arises because of incomplete scientific knowledge used to determine emissions factors and the values
needed to combine emissions of different gases. The comparability of sustainability information
between entities and over time may be affected by inconsistencies in the methods to estimate or
measure those emissions, due to different, but acceptable, methods applied.
Auditor’s responsibilities
Our objectives are to plan and perform the review to obtain limited assurance about whether the
selective sustainability information, defined in the Conclusion section of our report, is free from
material misstatement, whether due to fraud or error, and to issue a review report that includes our
conclusion. Misstatements can arise from fraud or error and are considered material if, individually or
in the aggregate, they could reasonably be expected to influence decisions of users taken on the basis
of the selective sustainability information.
As part of a review in accordance with ASSA 5000, we exercise professional judgement and maintain
professional scepticism throughout the engagement. We also:
▪ Perform risk assessment procedures, including obtaining an understanding of internal control
relevant to the engagement, to identify and assess the risks of material misstatements, whether
due to fraud or error, at the disclosure level but not for the purpose of providing a conclusion on
the effectiveness of the entity’s internal control.
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A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
▪ Design and perform procedures responsive to assessed risks of material misstatement at the
disclosure level. The risk of not detecting a material misstatement resulting from fraud is higher
than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
Summary of the work performed
A review is a limited assurance engagement and involves performing procedures to obtain evidence
about the selective sustainability information. The nature, timing and extent of procedures selected
depend on professional judgement, including the assessed risks of material misstatement at the
disclosure level, whether due to fraud or error.
In conducting our review, the procedures we performed included, but were not limited to:
▪ Considered the completeness of Michael Hill International Limited’s’ s assessment of climate-
related risks and opportunities
▪ Conducted interviews with key personnel to understand the process for collecting, collating and
reporting the selective sustainability information during the reporting period
▪ Read minutes of relevant committees to understand matters discussed and decisions made with
respect to climate-related disclosures
▪ Assessed the appropriateness of the reporting boundaries applied
▪ Undertook analytical review procedures to support the reasonableness of the selective
sustainability information
▪ Evaluated the appropriateness of emission factors applied in the greenhouse gas emission
processes
▪ Agreed the selective sustainability information disclosures made in the report with the underlying
records
▪ Evaluated the presentation and disclosure of the selective sustainability information against the
requirements of AASB S2
Ernst & Young
Rebecca Burrows
Partner
Brisbane
28 August 2026
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ADDITIONAL SHAREHOLDER
INFORMATION
AS AT 31 AUGUST 2026
The Company has one class of shares on issue (being ordinary shares). The Company’s shares are listed on the Australian
Securities Exchange and the New Zealand Stock Exchange.
Number
Issued capital 384,842,602
Number of shareholders3,743
Minimum parcel price$0.375
Holders with less than a marketable parcel 709
TWENTY LARGEST SHAREHOLDERS
RankShareholder Name
Number of Fully
Paid Ordinary
Shares
% of Fully Paid
Ordinary Shares
1HOGLETT HAMLETT LIMITED*145,740,60037.87
2CITICORP NOMINEES PTY LIMITED34,666,7829.01
3SQUEAKIDIN LIMITED*19,156,9264.98
4NEW ZEALAND CENTRAL SECURITIES DEPOSITORY LTD18,392,6014.78
5HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED15,375,3834.00
6J P MORGAN NOMINEES AUSTRALIA PTY LIMITED13,065,5083.40
7PETER KARL CHRISTOPHER HULJICH + JOHN HAMISH BONSHAW IRVING8,309,3222.16
8MOLE HILL LIMITED*7,991,7862.08
9KENNEDY CONSOLIDATED CAPITAL PTY LTD5,427,8671.41
10MOLE HILL LIMITED*5,000,0001.30
11BNP PARIBAS NOMINEES PTY LTD 4,538,7501.18
12NEW ZEALAND DEPOSITORY NOMINEE LIMITED3,887,7291.01
13CHRISTOPHER PETER HULJICH + CONSTANCE MARIA F HULJICH +
PETER KARL CHRISTOPHER HULJICH
3,488,8610.91
14MR RAYMOND JAMES ALLAN2,908,3710.76
15HOGLETT HAMLETT LIMITED*2,590,0000.67
16CUSTODIAL SERVICES LIMITED2,143,8230.56
17VANWARD INVESTMENTS LIMITED2,036,9740.53
18THE PEOPLE SHOP LIMITED1,946,4330.51
19CLARE HESSE1,646,5190.43
20MR REX CHARLES MINCHER1,500,0000.39
Total299,814,23577.91
Total Remaining Holders Balance85,028,36722.09
*Denotes entities in which a member or members of the Hill family have an interest.
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DISTRIBUTION OF SECURITY HOLDERS
Range
Number of holders of fully
paid ordinary shares
Number of fully paid ordinary shares
1 - 1,000610332,379
1,001 - 5,0001,1803,525,344
5,001 - 10,0006635,386,800
10,001 - 100,0001,12737,080,081
Over 100,001 163338,517,998
Total3,743384,842,602
UNMARKETABLE PARCELS
Minimum Parcel SizeNumber of HoldersNumber of Units
Minimum $500.00 parcel at $0.375 per unit1,334709451,445
As at 31 August 2026, there are five substantial shareholders that the Company is aware of:
SUBSTANTIAL HOLDERS
NameLatest Notice DateShares
Hoglett Hamlett Limited and others*13 October 2016148,330,600
Mark Simon Hill3 September 2021163,487,902
Emma Jane Hill13 October 2016167,487,526
Spheria Asset Management Pty Ltd2 April 202639,408,511
Accident Compensation Corporation13 April 202622,393,710
* Includes: Hoglett Hamlett Limited (New Zealand incorporated company with company number 5994887), Sir Richard Michael Hill, Lady Ann Christine Hill and Veritas Hill
Limited (New Zealand incorporated company with company number 2303840).
The above table sets out the number of securities held by substantial shareholders in the Company as disclosed in their last
substantial shareholder’s notice. Those shareholders may have acquired or disposed of securities in the Company since the date of
that notice. A substantial shareholder is only required to disclose acquisition or disposals where there has been a movement of at
least 1% in their shareholding.
SHARE OPTIONS AND RIGHTS
The Company has 300,000 unlisted share options and 13,019,933 share rights on issue. As at 31 August 2026 there was 1
holder of share options and 37 holders of share rights.
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DIRECTORS
R I Fyfe B.Eng, F.E.N.Z., C.N.Z.M. Chair
Sir R M Hill K.N.Z.M. (leave of absence from 14 April 2025,
until his passing on 29 July 2025)
E J Hill B.Com, M.B.A.
G W Smith B.Com, F.C.A., F.A.I.C.D.
D Whittle B.A., B.Com
C Batten LLB (Hons), B.Com, Deputy Chair
A Slingsby B.A., PPL (HBS) (appointed as alternate
non-executive director to Sir Richard Michael Hill on
14 April 2025, resigned 29 July 2025; appointed
as non-executive director 8 September 2025)
K Bozic CA, GAICD, BEc, MBA (appointed 29 August 2026)
M Bayliss B.Sc., ACA (appointed 29 August 2026)
COMPANY SECRETARY
K Palethorpe (18 March 2024 – 17 March 2026)
M Kremastos (17 March 2026 – 2 July 2026)
C Hoyle (commencing 2 July 2026)
PRINCIPAL REGISTERED OFFICE IN AUSTRALIA
34 Southgate Avenue
Cannon Hill QLD 4170
Australia
SHARE REGISTER
Computershare Investor Services Pty Ltd
Level 1,
200 Mary Street,
Brisbane QLD 4000
1300 552 270 (within Australia)
+61 3 9415 4000 (outside of Australia)
STOCK EXCHANGE LISTING
Michael Hill International Limited shares are listed on
the Australian Securities Exchange as its primary listing
(ASX:MHJ), and on the New Zealand Stock Exchange as
a secondary listing (NZX:MHJ).
AUDITOR
EY
Level 51,
111 Eagle Street,
Brisbane QLD 4000
SOLICITOR
Allens
Level 26,
480 Queen Street,
Brisbane QLD 4000
BANKERS
ANZ Australia
ANZ New Zealand
Royal Bank of Canada
Bank of Montreal
Commonwealth Bank of Australia
WEBSITES
www.michaelhill.com.au
www.michaelhill.co.nz
www.michaelhill.ca
www.bevilles.com.au
investor.michaelhill.com
EMAIL
online@michaelhill.com.au
CORPORATE
DIRECTORY
As at 31 August 2026
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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.