Beruflich Dokumente
Kultur Dokumente
Annual Report
30 June 2014
Contents
Corporate directory
Directors' report
Directors' declaration
Financial statements
Statement of profit or loss and other comprehensive income
Statement of financial position
Statement of changes in equity
Statement of cash flows
Notes to the financial statements
Page
1
2
4
5
6
7
8
9
Nature of business
Food manufacture
Incorporation Number
1508360
Directors
Peter Reidie
(Chairman)
Jonathon West
Shane Gannon (resigned 26 November 2013)
John Fraser-Mackenzie (resigned 17 April 2014)
Gilbert Iain Abercrombie (appointed 17 April 2014)
Postal address
PO Box 90 450
Victoria Street West
Auckland 1010
Auditor
KPMG
New Zealand
Solicitors
Bell Gully
Russell McVeagh
Bankers
Directors' report
The directors present their report for the year ended 30 June 2014.
Directors
Peter Reidie (Chairman)
Jonathon West
Shane Gannon (resigned 26 November 2013)
John Fraser Mackenzie (resigned 17 April 2014)
Gilbert Iain Abercrombie (appointed 17 April 2014)
Review of operations
The Companys revenue increased 2% to $939.2 million, primarily as a result of pricing to help cover the increase in the Dairy
commodity costs. This increment was partially offset by challenging trading conditions which impacted on price and volume in
the Baking division. Net loss for the year was $201.4 million, which was a decrease of more than 100% on prior year profit of
$37.8 million.
The decline in profit for the year is a result of a loss on sale of the Meats and Pizza businesses before tax of $37.4 million, an
impairment of goodwill of $160.2m, relating to the Baking and Grocery divisions of $137.7m and $22.5m respectively. In
addition an increase Dairy commodity costs for the year of $49.7 million has added to the loss for the year. Prior year included
Christchurch earthquake insurance income of $29.5 million, not repeated in current year.
The financing costs decreased 17% to $41.1 million, which reflects the benefit of lower advances from Group companies for the
year.
Divestments
During the year the Company successfully divested non-core assets of its Meats business (part of the Dairy segment) and
Pizza business (part of the Baking segment) to Hellers Limited in New Zealand and Mommas Frozen Products Limited
respectively. The proceeds from the sale of these assets were used to repay intergroup borrowings.
Baking
Revenue in the Baking division decreased 16% to $317.0 million, impacted by reduced volumes, partially offset by pricing.
Grocery
Revenue in the Grocery division increased 4% to $82.5 million. The improvement in the division is a result of average higher
selling price, with volumes being consistent period on period.
Dairy
Revenue in the Dairy division increased 6% to $520.3 million. The improvement in the division is a result of average higher
selling price, to offset the increase in the dairy raw milk pricing, with consistent volumes period on period.
Asia Pacific
Revenue in the Asia Pacific export business decreased 14% to $19.4 million. This business supplies Dairy products to Asia and
the decline is predomoinantly due to an increase in commodity costs, which has not been fully recovered via pricing.
Companies Act 1993
In accordance with section 211(3) of the Companies Act 1993 (the Act), Goodman Fielder Limited, as the Company's sole
shareholder, has resolved that the Company's annual report for the year ended 30 June 2014 need not comply with paragraphs
211(1)(a) and 211(1)(e) to (j) of the Act and, accordingly, this annual report does not include particulars required by those
paragraphs.
Signed in accordance with a resolution of the Directors.
Notes
Continuing operations
Revenue
Cost of sales
2014
$'000
939,186
(633,849)
305,337
Gross profit
Other income
(42,073)
890
(41,183)
(49,711)
184
(49,527)
(202,984)
48,564
1,612
(201,372)
(11,564)
37,000
11(c)
(201,372)
819
37,819
(201,372)
37,819
30,636
(90,525)
(115,245)
(67,929)
98,091
921,551
(580,397)
341,154
(89,698)
(112,794)
(68,085)
(197,588)
(161,801)
1,027
2013
$'000
Includes $37,394,000 of loss on sale of the Meats and Pizza businesses, and impairment of goodwill of $160,194,000
relating to the Baking and Grocery segments. Details are shown at Note 5 Segment information.
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying
notes.
5
Notes
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Current tax receivables
Other current assets
Total current assets
Non-current assets
Property, plant and equipment
Intangible assets
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Borrowings
Provisions
Advance from group companies
Total current liabilities
Non-current liabilities
Borrowings
Provisions
Deferred tax liabilities
Total non-current liabilities
Total liabilities
73,758
45,894
40,628
475
243
160,998
31,791
45,918
47,205
927
125,841
15
16
164,519
952,152
1,116,671
1,277,669
175,382
1,149,502
1,324,884
1,450,725
18
21
19
20
128,264
232
20,370
335,251
484,117
99,298
356
16,669
338,558
454,881
22
24
23
247,914
290
15,927
264,131
748,248
246,973
790
17,288
265,051
719,932
529,421
730,793
883,480
(354,059)
529,421
529,421
883,480
(152,687)
730,793
730,793
25
The above statement of financial position should be read in conjunction with the accompanying notes.
6
2013
$'000
12
13
14
Net assets
Equity
Contributed equity
Accumulated losses
Capital and reserves attributable to owners of Goodman Fielder Limited
Total equity
2014
$'000
Total
equity
$'000
883,480
-
(165,506)
37,819
37,819
717,974
37,819
37,819
(25,000)
(25,000)
(25,000)
(25,000)
883,480
(152,687)
730,793
883,480
-
(152,687)
(201,372)
(201,372)
730,793
(201,372)
(201,372)
26
26
883,480
The above statement of changes in equity should be read in conjunction with the accompanying notes.
7
(354,059)
529,421
Notes
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Interest received
Interest paid
Net cash inflow from operating activities
29
15
16
12
2014
$'000
2013
$'000
1,074,591
(979,686)
890
(48,590)
47,205
1,144,957
(1,040,919)
184
(20,114)
84,108
(19,192)
(3,697)
868
12,808
(9,213)
(16,092)
(5,968)
84,333
32,700
94,973
4,311
(336)
3,975
(184,189)
(245)
(25,000)
(209,434)
41,967
31,791
73,758
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
8
(30,353)
62,144
31,791
General information
Summary of significant accounting policies
Financial risk management
Critical accounting estimates and judgements
Segment information
Other income
Expenses
Interest expense
Income tax expense
Employee benefit expense
Business divestments and discontinued operations
Current assets - Cash and cash equivalents
Current assets - Trade and other receivables
Current assets - Inventories
Non-current assets - Property, plant and equipment
Non-current assets - Intangible assets
Superannuation plan
Current liabilities - Trade and other payables
Current liabilities - Provisions
Current liabilities - Advances from group companies
Current liabilities - Borrowings
Non-current liabilities - Borrowings
Non-current liabilities - Deferred tax liabilities
Non-current liabilities - Provisions
Share capital
Dividends
Contingencies
Commitments
Reconciliation of profit after income tax to net cash inflow from operating activities
Related party transactions
Key management personnel disclosures
Matters subsequent to the end of the financial year
10
10
19
24
24
27
28
28
29
30
30
32
32
33
34
35
38
38
38
39
39
40
41
42
42
42
43
43
44
45
46
47
1 General information
Goodman Fielder New Zealand Limited ("the Company") is a company incorporated and domiciled in New Zealand. The
Company is registered under the New Zealand Companies Act 1993.
The principal activities of the Company are the manufacture, distribution and marketing of consumer food products.
The financial statements of the Company are for the year ended 30 June 2014. The financial statements were authorised for
issue by the Directors on 13 August 2014.
The financial statements of the Company also comply with International Financial Reporting Standards (IFRS) as issued by the
International Accounting Standards Board (IASB).
(ii)
The following new standards and amendments to standards, including any consequential amendments to other standards, with
a date of initial application of 1 July 2013, has been adopted by the Company.
Presentation of other comprehensive income
As a result of the amendments to IAS 1, the Group has modified the presentation of items in OCI in its statement of profit or
loss and other comprehensive income, to present separately items that would be reclassified to profit or loss from those that
would never be. Comparative information has been re-presented accordingly.
NZ IFRS 7 Offsetting of financial assets and financial liabilities
As a result of the amendments to NZ IFRS 7, the Group has expanded its disclosures about the offsetting of financial assets
and financial liabilities (see note 3).
NZ IFRS 10 Consolidated Financial Statements (2011)
As a result of NZ IFRS 10 (2011), the Group has changed its accounting policy for determining whether it has control over and
consequently whether it consolidates its investees. NZ IFRS 10 (2011) introduces a new control model that focuses on whether
the Group has power over an investee, exposure to rights to variable returns from its involvement with the investee and ability
to use its power to affect those returns.
NZ IFRS 11 Joint Arrangements
The adoption of NZ IFRS 11 (2011) has had no impact on the Company as it does not have any joint arrangements.
10
11
Sale of goods
Revenue is recognised at the fair value of consideration received or receivable (net of returns, discounts and allowances) when
the significant risks and rewards of ownership of the goods have passed to the customer and can be measured reliably. Risks
and rewards are considered to have passed to the buyer at the time of delivery of the goods to the customer.
(ii)
Interest income
Interest income is recognised as it accrues, using the effective interest method. This is a method of calculating the amortised
cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the
rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying
amount of the financial asset.
(d) Expenses
Operating lease payments
Payments made under operating leases are recognised in profit or loss on a straight line basis over the term of the lease.
Lease incentives received are recognised in profit or loss over the lease term as an integral part of the total lease expense.
Interest expense
Interest expense comprises interest payable on borrowings. Interest payable on borrowings is calculated using the effective
interest method and recognised in profit or loss.
12
(i)
Items included in the financial statements of each of the Company's operations are measured using the currency of the primary
economic environment in which it operates the functional currency. The financial statements are presented in New Zealand
dollars, which is the Company's functional and presentation currency.
(ii)
Transactions denominated in a foreign currency are converted to New Zealand Dollars at the exchange rate in effect at the date
of the transaction.
Monetary assets and liabilities arising from trading transactions or overseas borrowings that remain unsettled at balance date
are translated at closing rates. Foreign exchange differences arising on translation are recognised in profit or loss.
(g) Goods and Services Tax (GST)
All amounts are shown exclusive of Goods and Service Tax (GST), except for receivables and payables that are stated
inclusive of GST.
Cash flows are presented on a gross basis. 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.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.
(h) Cash and cash equivalents
For statement of cash flows presentation purposes, cash and cash equivalents includes cash on hand, short term deposits 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 on
the statement of financial position.
13
Trade receivables
The fair value of trade and other receivables is estimated as the present value of future cash flows, discounted at the market
rate of interest at the reporting date. This fair value is determined for disclosure purposes or when such assets are acquired in a
business combination.
Trade and other receivables are stated at their cost less impairment losses.
Derecognition of securitised receivables
Securitised receivables are derecognised when:
the rights to receive cash flows from the receivable have expired;
the Company retains the right to receive cash flows from the receivable, but has assumed an obligation to pay them in
full without material delay to a third party; or
the Company has transferred its rights to receive cash flows from the receivable and either (a) has transferred
substantially all the risks and rewards of the receivable, or (b) has neither transferred nor retained substantially all the
risks and rewards of the receivable, but has transferred control of the receivable.
Receivables for insurance recoveries are recognised only when the recoveries are virtually certain of receipt. The receivables
are presented gross in the statement of financial position and are not netted off against related payables or otherwise grouped
to offset impairment losses of other current assets. The recoveries are recognised in the profit or loss under 'other income'.
(j)
Inventories
Inventories are measured at the lower of cost and net realisable value. Cost is based on the first in first out or weighted average
principle, whichever is most appropriate, and includes expenditure incurred in acquiring the inventories and bringing them to
their existing location and condition.
In the case of manufactured inventories and work in progress, cost includes all direct costs plus that portion of the fixed and
variable production overhead incurred in putting inventories into their present location and condition, based on normal operating
capacity.
Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the
estimated costs necessary to make the sale.
(k) Property, plant and equipment
Property, plant and equipment is measured at cost less accumulated depreciation and any accumulated impairment losses.
Any gain or loss on disposal on disposal of an item of property, plant and equipment is recognised in profit or loss.
Depreciation is charged to profit or loss on a straight line or diminishing value basis over the estimated useful lives of each part
of an item of property, plant and equipment. Land is not depreciated. The depreciation rates for each class of property, plant
and equipment are as follows:
-
Freehold Buildings
Leasehold properties
Plant and equipment
Leased plant and equipment
Straight-line
Diminishing value
2% - 5%
4% - 6%
The shorter of the lease term or the life of the asset
4% - 60%
4% - 50%
The shorter of the lease term or the life of the asset
14
Intangible assets
(i)
Goodwill
Goodwill represents the difference between the cost of the acquisition and the fair value of the net identifiable assets acquired.
In respect of acquisitions that took place in the period, goodwill is provisionally determined based on the preliminary fair value
of net identifiable assets acquired. Goodwill recognised on acquisition is subject to change until the allocation of the purchase
price to the fair value of net identifiable assets is finalised, not more than 12 months from the date of acquisition. Where the
excess is negative, the gain is recognised immediately in profit or loss.
Goodwill is stated at cost less any accumulated impairment losses. Goodwill is allocated to cash generating units and is not
amortised but is tested annually for impairment (see "Impairment of assets" below).
(ii)
Intangible assets are carried at cost less any accumulated amortisation and any impairment losses. Internally generated
intangible assets are not capitalised and are expensed in the year in which the expenditure is incurred.
Brand names and licences with indefinite useful lives are tested for impairment annually either individually or at the cash
generating unit level. Such intangibles are not amortised. The Company assesses the useful life of all intangible assets at each
reporting date. Any changes in the useful lives are accounted for as a change in an accounting estimate and are thus
accounted for on a prospective basis. Licences with finite lives are amortised over their lives in accordance with the estimated
timing of the benefits expected to be received from those assets.
(iii) IT development and software
Software is stated at cost less accumulated amortisation and impairment losses.
Costs incurred in developing products or systems and costs incurred in acquiring software and licenses that will contribute to
future period financial benefits through revenue generation and/or cost reduction are capitalised to software. Costs capitalised
include external direct costs of materials and service, direct payroll and payroll related costs of employees time spent on the
project. Amortisation is charged to profit or loss on a straight line basis over the estimated useful life ranging from 4 to 6 years.
IT development costs include only those costs directly attributable to the development phase and are only recognised following
completion of technical feasibility and where the Company has an intention and ability to use the asset.
(m) Impairment of assets
The carrying amounts of the Groups assets, other than inventories and deferred tax assets, are reviewed at each reporting
date to determine whether there is any indication of impairment. If any such indication exists, the assets recoverable amount is
estimated.
For goodwill and intangible assets with indefinite useful lives, the recoverable amount is estimated at each reporting date, or
more frequently if events or changes in circumstances indicate that the carrying value may be impaired.
An impairment loss is recognised whenever the carrying amount of an asset or its cash generating unit exceeds its recoverable
amount. Impairment losses are recognised in the income statement.
Impairment losses recognised in respect of cash generating units are allocated first to reduce the carrying amount of any
goodwill allocated to cash generating units (group of units) and then, to reduce the carrying amount of the other assets in the
unit (group of units) on a pro rata basis.
15
The recoverable amount of the Companys non current receivables carried at amortised cost is calculated as the present value
of estimated future cash flows, discounted at the original effective interest rate (i.e. the effective interest rate computed at initial
recognition of these financial assets). Receivables with a short duration are not discounted.
Impairment of receivables is not recognised until objective evidence is available that a loss event has occurred. Significant
receivables are individually assessed for impairment. Impairment testing of significant receivables that are not assessed as
impaired individually is performed by placing them into portfolios of significant receivables with similar risk profiles and
undertaking a collective assessment of impairment.
Non significant receivables are not individually assessed. Instead, impairment testing is performed by placing non-significant
receivables in portfolios of similar risk profiles, based on objective evidence from historical experience adjusted for any effects
of conditions existing at each reporting date.
The recoverable amount of other assets is the greater of their fair value less costs to sell and value in use. In assessing value in
use, the estimated future cash flows are discounted to their present value using a pre tax discount rate that reflects current
market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate largely
independent cash inflows, the recoverable amount is determined for the cash generating unit to which the asset belongs. A
cash generating unit represents the smallest group of assets that generates cash inflows from continuing use that are largely
independent of the cash inflows of other assets or group of assets.
(n) Trade and other payables
Trade and other payables are stated at cost.
(o) Borrowings
Interest bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to initial
recognition, interest bearing borrowings are stated at amortised cost with any difference between cost and redemption value
being recognised in the income statement over the period of the borrowings on an effective interest basis.
Interest bearing borrowings are derecognised when the obligation under the liability is discharged or cancelled or expires.
(p) Provisions
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event and it
is probable that an outflow of economic benefits will be required to settle the obligation.
If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a
pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to
that liability. When discounting is used, the increase in the provision due to the passage of time is recognised as an interest
expense.
(i)
A business closure and rationalisation provision is recognised when the Company has developed a detailed formal plan for the
business closure and rationalisation and has raised a valid expectation in those affected that it will carry out the business
closure and rationalisation by starting to implement the plan or announcing its main features to those affected by it. The
measurement of a business closure and rationalisation provision includes only the direct expenditures arising from the business
closure and rationalisation, which are those amounts that are both necessarily entailed by the business closure and
rationalisation and not associated with the ongoing activities of the Company.
(ii)
Onerous contracts
Present obligations arising under onerous contracts are recognised and measured as a provision. An onerous contract is
considered to exist where the Company has a contract under which the unavoidable costs of meeting the obligations under the
contract exceed the economic benefits expected to be received under it.
The provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected
net cost of continuing with the contract.
16
Leases
Leases in terms of which the Group assumes substantially all the risks and rewards of ownership are classified as finance
leases. Upon initial recognition, the leased asset is measured at lower of its fair value and the present value of the minimum
lease payments.
Minimum lease payments made under finance leases are apportioned between the finance expense and the reduction of the
outstanding liability. The finance expense is allocated to each period during the lease term so as to produce a constant period
rate of interest on the remaining balance of the liability.
Other leases are operating leases and are not recognised on the Company's statement of financial position.
Payments made under operating leases are recognised in profit and loss on a straight line basis over the term of the lease.
(s) Non-derivative financial instruments
Non-derivative financial instruments comprise trade and other receivables, cash, loans, advances to and from group companies
and trade and other payables.
The non-derivative financial instruments are recognised initially at fair value. Subsequent to initial recognition these
non-derivative financial instruments are measured at amortised cost using the effective interest method, less any impaired
losses. Any directly attributable transaction costs are deferred and amortised using the effective interest method.
A financial instrument is recognised if the Company becomes a party to the contractual provisions of the instrument. Financial
assets are derecognised if the Company's contractual rights to the cash flows from the financial assets expire or if the company
transfers the financial asset to another party without retaining control or substantially all risks and rewards of the asset.
Financial liabilities are derecognised if the Company's obligations specified in the contract expire or are discharged or
cancelled.
(t)
The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure
purposes.
The fair values of financial instruments that are not traded in an active market are determined using valuation techniques. The
Company uses a variety of methods and makes assumptions that are based on market conditions existing at each balance
date. Other techniques, such as estimated discounted cash flows, are used to determine fair value for the remaining financial
instruments. The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows. The fair
value of forward exchange contracts is determined using forward exchange market rates at the balance date. Fair values reflect
the credit risk of the financial instrument and include adjustments to take account of the credit risk of the Company and
counterparty when appropriate.
The carrying value less impairment provision of trade receivables is assumed to approximate its fair value due to its short term
nature. The fair value of non current financial liabilities for disclosure purposes is estimated by discounting the future
contractual cash flows at the current market interest rate that is available to the Company for similar financial instruments.
17
18
2014
$'000
Financial assets
Cash and cash equivalents
Trade and other receivables
2013
$'000
73,758
45,894
119,652
31,791
45,918
77,709
128,264
335,251
248,146
711,661
99,298
338,558
247,329
685,185
Financial liabilities
Trade and other payables
Advance from group companies
Borrowings
19
The Company predominantly operates in New Zealand and thus a significant portion of the Companys revenues, expenditures
and cash flows are generated, and assets and liabilities are located in New Zealand.
However, a significant portion of the Company's commodity purchases are denominated in either Australian dollars or US
dollars. As a result, the Company is exposed to foreign currency risks arising from movements in foreign currency exchange
rates.
The Company reports in New Zealand dollars. Movements in foreign currency exchange rates affect reported financial results,
financial position and cash flows. Where practical, the Company attempts to reduce this risk by matching revenues and
expenditures, as well as assets and liabilities, by country and by currency.
Foreign exchange rates applied against the New Zealand Dollar, at 30 June 2014 are 0.9303 Australian Dollar (2013: 0.8467)
and 0.8740 United States Dollar (2013: 0.7737).
The Groups exposure to foreign currency risk at the reporting date was as follows (all amounts are denominated in New
Zealand dollars):
2014
Net exposure
AUD
$'000
USD
EUR
$'000
$'000
478
(1,383)
(905)
478
(2)
476
(248)
(248)
AUD
$'000
USD
EUR
$'000
$'000
(1,113)
(1,113)
517
517
(245)
(245)
2013
Net exposure
(ii)
The Company's activities expose it to the risk of changes in commodity prices. The Company is a purchaser of certain
commodities including wheat, sugar, edible oils, fats and fuel. The Company purchases these commodities based on market
prices that are established with the supplier as part of the purchase process. It is Company policy that transactions to procure
commodities are executed within daily transaction limits as well as within minimum and maximum cover ratios for forecast
requirements over the following 12 month period.
(iii) Interest rate risk
The Company's exposure to the risk of changes in market interest rates relates primarily to the Company's advance from group
companies and the retail bonds. Interest on inter company loans is fixed at 30 June each year for the full year ahead. Interest is
paid by the Company on inter company loans annually in arrears. Interest on the retail bonds is payable on a quarterly basis in
arrears.
As at the reporting date, the Company had the following cash, advances from group companies, other borrowings and lease
liabilities outstanding:
20
30 June 2014
Weighted
average
interest rate
Balance
%
$'000
Cash and cash equivalents
Advance from group companies
Borrowings - retail bonds
Borrowings - lease liabilities
2.2%
6.5%
7.5%
4.9%
2.4%
5.5%
7.5%
2.8%
73,758
(335,251)
(247,819)
(327)
(509,639)
31,791
(338,558)
(246,666)
(663)
(554,096)
2014
2013
(738)
3,384
-
738
- (3,384)
-
(96)
163
314
-
96
(163)
(314)
-
2,646
- (2,646)
381
(381)
(52)
136
484
-
52
(136)
(484)
-
(318)
3,121
-
318
- (3,121)
-
568
(568)
2,803
- (2,803)
(i)The interest rate sensitivity above represents a 100 basis point decrease and increase in variable interest rates.
(ii)The foreign currency sensitivity above represents a 10% decrease and increase in spot foreign exchange rates.
(iii)Interest rates on the retail bonds are fixed for the full term.
21
22
The following table details the Company's contractual maturities of financial liabilities, including estimated interest payments
and excluding the impact of netting agreements, as at the reporting date:
Total
contracCarrying
tual
amount
1 year or Between 1
Over 5
cash
(assets)/
less
to 5 years
years
flows
liabilities
At 30 June 2014
$'000
$'000
$'000
$'000
$'000
Trade and other payables
Advance from group companies
Borrowings - retail bonds
Borrowings - lease liabilities
At 30 June 2013
Trade and other payables
Advance from group companies
Borrowings - retail bonds
Borrowings - lease liabilities
128,264
335,251
14,137
232
477,884
268,850
95
268,945
128,264
335,251
282,987
327
746,829
128,264
335,251
247,819
327
711,661
99,298
357,265
18,850
430
475,843
287,700
362
288,062
99,298
357,265
306,550
792
763,905
99,298
338,558
246,666
663
685,185
The carrying amounts of cash and cash equivalents, trade and other receivables, trade and other payables and advances from
group companies approximates their fair value due to their short maturity periods. The fair value of the retail bond which has
been determined using quoted prices (level 1) is disclosed in note 22.
23
The Company determines whether goodwill and intangibles with indefinite useful lives are impaired at each reporting period.
This requires an estimation of the recoverable amount of the cash generating units to which the goodwill and intangibles with
indefinite useful lives are allocated. The assumptions used in this estimation of recoverable amount and the carrying amount of
goodwill and intangibles with indefinite useful lives are discussed in note 16.
5 Segment information
(a) Description of segments
Operating segments have been identified on the basis of similarity in respect of the nature of product and service offerings
provided by the reportable segments for which regular management information is internally provided to the Group's Chief
Executive Officer ("the CEO") who is the chief operating decision maker. The performance of the segments is measured on the
basis of profit after tax.
The Company operates in five operating segments as described below.
Operating segments
The Baking division has a portfolio of leading food brands with six of the top 10 proprietary brands in New Zealand. It is one of
the largest bakers in the region, with leading market shares in most of the market segments in which it competes.
The Dairy division is a major participant in the New Zealand dairy and smallgoods industries with some of the countrys most
recognised brands in fresh and flavoured milk, yogurt, dairy desserts, specialty cheese, cultured products and meats. The
business distributes fresh dairy products to almost 13,000 customer points every day.
The Grocery division is a leading supplier of consumer food products to supermarkets in New Zealand. It has a diverse portfolio
of iconic market leading brands focused on the retail channel. Products include retail margarine and spreads, flour, cake mix,
dressings and mayonnaise.
The Asia Pacific division has an emerging presence in the East Asian region with a core focus on China. It is a supplier of dairy
products to the Asian markets.
The Integro Foods division was a leading processor of edible oils in New Zealand. The business supplied edible oils to the New
Zealand food industry and specialised in the development and production of complex, higher value oil blends. The business, as
well as supplying in bulk, also supplied packed products under a number of leading brands. The Integro Foods business was
sold on 2 October 2012. The prior year segment results include the results of operations to that date.
Intersegmental sales during the period and intersegment profit on stock at reporting date are eliminated on consolidation of the
segments.
24
Baking
$'000
Total revenue
Dairy
$'000
Grocery
$'000
Asia
Pacific
$'000
Total
$'000
316,965
2,032
318,997
318,997
520,310
19,550
539,860
539,860
82,462
554
83,016
83,016
19,449
6,499
25,948
25,948
939,186
28,635
967,821
(28,635)
939,186
37,149
(14,491)
22,658
(1,192)
(137,677)
(3,272)
(119,483)
(119,483)
(119,483)
37,392
(17,004)
20,388
(10,804)
(34,122)
(24,538)
(24,538)
(24,538)
17,154
17,154
(22,517)
(5,363)
(5,363)
(5,363)
2,625
2,625
2,625
2,625
2,625
94,320
(31,495)
62,825
(11,996)
(160,194)
(37,394)
(146,759)
(1,203)
66
(13,905)
(41,183)
(202,984)
1,612
(201,372)
366,038
507,122
8,551
-
715,564
80,280
10,409
-
178,388
105,503
-
12,473
2,744
-
1,272,463
5,206
1,277,669
1,277,669
695,649
52,599
748,248
(748,248)
18,960
3,929
22,889
Segment result
EBITDA before restructuring costs
Depreciation and amortisation expense
EBIT before restructuring costs
Restructuring costs
Impairment charge (i)
Loss on sale of businesses
Segment EBIT
Unallocated restructure costs
Unallocated foreign exchange gains
Unallocated expenses
Net interest expense
Loss before income tax from continuing operations
Income tax benefit
Loss for the year
Segment assets and liabilities
Segment assets
Unallocated assets
Total assets
Total assets
Segment liabilities
Unallocated liabilities
Total liabilities
Total liabilities
Capital expenditure
Unallocated capital expenditure
Total
(i) The impairment charge of $160,194,000 relates to the impairment of goodwill for the Baking and Grocery segments.
(ii) The loss on sale of the business of $37,394,000 relates to the Meats (Dairy segment) and Pizza (Baking segment)
businesses divested during the year.
25
Total revenue
Baking(i)
Dairy
$'000
$'000
377,424
29,062
406,486
406,486
490,197
19,613
509,810
509,810
Integro Foods
Grocery Asia Pacific (discontinued)
$'000
$'000
$'000
Total
$'000
79,274
2,760
82,034
82,034
22,647
3,667
26,314
26,314
10,476
9,900
20,376
20,376
980,018
65,002
1,045,020
(65,002)
(58,467)
921,551
Segment result
EBITDA before restructuring costs
Depreciation and amortisation expense
EBIT before restructuring costs (ii)
Insurance proceeds
Impairment charge (iii)
Realised exchange loss
Restructuring costs
Segment EBIT
Unallocated restructure costs
Unallocated foreign exchange gains
Unallocated expenses
Discontinued operations
Net interest expense
Profit before income tax from continuing
operations
Discontinued operations (refer to note 11)
Income tax expense
Profit for the year
Segment assets and liabilities
Segment assets
Unallocated assets
Total assets
Total assets
Segment liabilities
Unallocated assets
Total liabilities
Total liabilities
Capital expenditure
Unallocated capital expenditure
Total
49,530
(12,520)
37,010
25,530
(6,174)
(1,100)
(2,529)
52,737
-
65,932
(20,425)
45,507
250
(3,061)
42,696
-
16,076
16,076
16,076
-
3,972
3,972
3,972
-
415
415
415
-
135,925
(32,945)
102,980
25,780
(6,174)
(1,100)
(5,590)
115,896
(372)
471
(8,061)
(9,843)
(49,527)
52,737
52,737
42,696
42,696
16,076
16,076
3,972
3,972
415
415
48,564
819
(11,564)
37,819
487,900
510,377
8,500
-
732,100
34,081
7,100
-
199,800
121,520
-
8,300
315
100
-
1,428,100
22,625
1,450,725
1,450,725
666,293
53,639
719,932
(719,932)
15,700
6,360
22,060
(i) The Baking segment EBIT of $52,737,000 includes the financial information for New Zealand Milling (EBIT of $9,428,000
including $622,000 loss from insurance settlements) which has been classified as discontinued operations. Further information
has been set out in note 11 Assets classified as held for sale and discontinued operations.
(ii) The Baking segment EBITDA before restructuring costs includes $3,100,000 (2012: $9,085,000) of income relating to the
Christchurch earthquakes insurance claim recognised in the ordinary course of business prior to final settlement, which is
consistent with prior year treatment. The insurance income recognised, is primarily offset by equivalent costs incurred as a
result of the earthquakes.
(iii) Asset impairment resulting from the Christchurch earthquakes.
(c) Other segment information
During 2014, 67.1% of the Group's revenues depended on two customers in the Baking, Dairy and Grocery segments (2013:
65.1%).
26
6 Other income
2014
$'000
Insurance recovery
Other income
1,027
1,027
2013
$'000
29,502
1,134
30,636
In the prior year a final cash settlement for $32,717,000 was received in relation to the 2011 earthquakes in Christchurch, which
caused some disruption to the Company's dairy, baking and milling operations in the region and as a result, the Company
lodged an insurance claim for damages to buildings, other assets and loss of business. The final settlement in addition to
previous settlements brought the total settlement to $56,648,000. The income recognised for continuing operations as a result
of the final settlement of $29,502,000 was shown as a significant item. The difference was predominantly due to settlement of
prior period receivables and New Zealand Milling capital expenditure commitments.
27
7 Expenses
2013
$'000
2014
$'000
Profit before finance costs includes the following specific
expenses:
Depreciation and amortisation
28,016
27,992
3,984
4,090
186
212
127
11
Management fees
13,094
20,546
Restructuring costs
13,199
5,962
37,394
160,194
6,174
3,717
11,333
9,871
Operating leases
(i) Other fees paid to auditors include services for the audit or review of financial information other than financial reports
including other audits required for local regulatory purposes, taxation and general accounting services. In the current year, a
portion of the auditors remuneration relating to audit services provided by KPMG Sydney was paid for by Goodman Fielder
Limited.
(ii) Prior year relates to asset impairment resulting from the Christchurch earthquakes.
8 Interest expense
Advance from group companies
Retail bonds
Amortisation of deferred borrowing costs
Finance lease liabilities
20,865
19,969
1,168
71
42,073
28
28,498
19,976
1,150
87
49,711
2014
$'000
Current tax:
Current period
(Under) / over in prior periods
(1,186)
227
(959)
13,809
(287)
13,522
(148)
(505)
(653)
(117)
227
110
(1,612)
13,632
(1,612)
(1,612)
11,564
2,068
13,632
(b) Numerical reconciliation of income tax expense to prima facie tax payable
2014
$'000
(Loss) / profit from continuing operations before income tax expense
Profit from discontinuing operations before income tax expense (note 11)
(202,984)
(202,984)
48,564
2,887
51,451
(56,836)
14,406
7,269
47,694
539
(278)
(1,612)
(1,552)
1,065
(287)
13,632
204,596
29
2013
$'000
(62,683)
117,533
10,599
5,178
347
664
5,196
1,565
141,082
112,948
10,749
4,709
248
628
1,668
1,793
132,743
30
2014
$'000
Revenue
Expenses
Profit before income tax
58,467
(48,624)
9,843
(2,466)
7,377
(6,956)
398
(6,558)
819
1,257
83,847
85,104
Cashflow
Net cash intflow from operating activities
Net cash inflow from investing activities
Net cash outflow from financing activities
Net increase in cash generated by discontinued operations
(d) Details of the sale of the division
2013
$'000
2014
$'000
Consideration received:
Cash
Total disposal consideration (i)
84,333
84,333
(91,289)
(6,956)
398
(6,558)
(i) Consideration excludes the net trade and other receivables and payables balance, collected and settled respectively, by
Goodman Fielder.
31
2014
$'000
73,758
31,791
2014
$'000
Trade receivables
Provision for doubtful receivables
Other receivables and prepayments
42,914
(342)
3,322
45,894
41,346
(678)
5,250
45,918
2014
$'000
Not past due
Past due 1 - 30 days
Past due 31 - 60 days
Past due 61 - 90 days
Past due over 90 days
34,727
4,252
207
1,131
2,597
42,914
37,651
(203)
1,430
514
1,954
41,346
2014
$'000
At 1 July
Receivables written off during the year as uncollectable
At 30 June
678
(336)
342
At the reporting dates presented, other receivables did not expose the Company to any significant credit risk.
32
1,428
(750)
678
12,411
1,215
27,002
40,628
2013
$'000
17,711
2,914
26,580
47,205
In 2014, the write downs of inventories to net realisable value amounted to $4,641,000 (2013: nil). The expense has been
included in 'cost of sales' in the income statement.
33
Leasehold
properties
$'000
Plant and
equipment
$'000
Leased plant
and equipment
$'000
Total
$'000
72,789
(18,935)
53,854
24,416
(10,160)
14,256
291,648
(168,799)
122,849
1,396
(514)
882
390,249
(198,408)
191,841
53,854
9,780
(28)
2,165
(1,806)
(2,228)
61,737
14,256
1,912
(22)
34
(1,919)
14,261
122,849
4,260
(3,667)
(2,199)
(4,368)
(424)
(17,727)
98,724
882
140
(362)
660
191,841
16,092
(3,717)
(6,174)
(424)
(22,236)
175,382
81,679
(19,942)
61,737
24,987
(10,726)
14,261
247,008
(148,284)
98,724
1,536
(876)
660
355,210
(179,828)
175,382
(i) Asset impairment resulting from the Christchurch earthquakes which has been included in general and administrative
expenses in the statement of comprehensive income.
At 1 July 2013
Cost
Accumulated depreciation
Net book amount
Year ended 30 June 2014
Opening net book amount
Additions
Disposals
Reclassifications
Impairment loss
Disposal through sale of business
Transfers from held for sale
Depreciation charge
Effects of movements in foreign
exchange rates
Closing net book amount
At 30 June 2014
Cost
Accumulated depreciation
Net book amount
81,679
(19,942)
61,737
24,987
(10,726)
14,261
247,008
(148,284)
98,724
1,536
(876)
660
355,210
(179,828)
175,382
61,737
1,293
(2)
(6,194)
(404)
(2,431)
14,261
1,922
(33)
(69)
(2,042)
98,724
15,934
(789)
6,263
(7,770)
(16,204)
660
43
(44)
(336)
175,382
19,192
(868)
(8,174)
(21,013)
53,999
14,039
96,158
323
164,519
75,947
(21,948)
53,999
26,665
(12,626)
14,039
240,485
(144,327)
96,158
1,396
(1,073)
323
Depreciation expense is included in general and administrative expenses in the statement of comprehensive income.
34
344,493
(179,974)
164,519
Total
$'000
At 1 July 2012
Cost
Accumulated amortisation and impairment
Net book amount
911,726
(11,500)
900,226
255,970
(35,785)
220,185
35,012
(6,133)
28,879
1,202,708
(53,418)
1,149,290
900,226
900,226
220,185
(265)
219,920
28,879
5,968
(5,491)
29,356
1,149,290
5,968
(5,756)
1,149,502
Cost
Accumulated amortisation and impairment
Net book amount
911,726
(11,500)
900,226
255,970
(36,050)
219,920
41,037
(11,681)
29,356
1,208,733
(59,231)
1,149,502
At 30 June 2013
Cost
Accumulated amortisation and impairment
Net book amount
911,726
(11,500)
900,226
255,970
(36,050)
219,920
41,037
(11,681)
29,356
1,208,733
(59,231)
1,149,502
900,226
(160,194)
(7,927)
732,105
219,920
250
(24,814)
(127)
195,229
29,356
3,447
(1,109)
(6,876)
24,818
1,149,502
3,697
(160,194)
(33,850)
(7,003)
952,152
At 30 June 2014
Cost
Accumulated amortisation and impairment
Net book amount
903,799
(171,694)
732,105
230,120
(34,891)
195,229
42,021
(17,203)
24,818
1,175,940
(223,788)
952,152
(i) Borrowing costs of $81,808 (2013: $278,445) were capitalised during the year with an interest rate of 7.65% (2013: 8.2%).
Amortisation expense is included in selling and marketing expenses and also in general and administrative expenses in the
statement of comprehensive income.
35
2014
Goodwill
$'000
Baking
Dairy
Grocery
2013
159,995
419,087
153,023
732,105
Goodwill
$'000
Baking
Dairy
Grocery
298,159
426,527
175,540
900,226
Brands and
licences
$'000
79,000
100,929
15,300
195,229
Brands and
licences
$'000
81,500
123,120
15,300
219,920
IT development
and software
$'000
24,818
24,818
IT development
and software
$'000
29,356
29,356
Total
$'000
263,813
520,016
168,323
952,152
Total
$'000
409,015
549,647
190,840
1,149,502
Goodwill on acquisition is initially measured at cost being the excess of the cost of the business acquired over the net fair value
of the identifiable assets, liabilities and contingent liabilities.
Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is not amortised.
Goodwill and intangibles with indefinite useful lives are reviewed for impairment annually or more frequently if events or
changes in circumstances indicate that the carrying value may be impaired.
Brands include trademarks and patents that are owned by the Company as well as material licensing agreements that provide
the company the right to sell certain products under license. Brand names owned by the Company are considered to be
maintained into perpetuity and have therefore been assessed to have an indefinite useful life. The indefinite useful life reflects
management's view that the brands are assets that provide ongoing market advantages for both new and existing sales in the
markets that the brands operate in. The current understanding of the markets that the brands operate in indicates that demand
will continue in a sustainable manner, that the brands could be managed by another management team, that changes in
technology are not seen as a major factor impacting the brands future value and the brands have a proven long life in the
markets in which they operate.
The licence of the Anchor brand name has been assessed to have a finite life of 10 years from the agreement date. Therefore,
the brand is being amortised on a straight line basis over the useful life.
36
37
17 Superannuation plan
Fund: Goodman Fielder (NZ) Retirement Plan
Benefit Type: Defined Contribution and Defined Benefit
Date of last actuarial valuation: 8 July 2013
The Goodman Fielder (NZ) Retirement Plan is a 'hybrid' superannuation plan as it comprises both defined contribution and
defined benefit member entitlements. The defined benefit component is closed to new members. All new members participate
only in the defined contribution plan. It also pays pension benefits to retired members under a previous benefit arrangement.
Members are not required to contribute to the Plan, although they may contribute a minimum of 2% of basic pay after one
year's service. Employer accounts are credited with amounts that depend on the member's years of contributory membership
and level of member contributions. The defined benefit obligation of the plan at 30 June 2014 was $12,499,000 (2013:
$14,592,000). The net deficit of the defined benefit portion of the plan at 30 June 2014 was $271,000 (2013: $1,550,000) and
considered not material to either the financial performance or the financial position of the Company, and therefore has not been
recognised.
112,482
2,149
13,633
128,264
2013
$'000
80,360
2,925
16,013
99,298
The carrying amount of trade and other payables approximates their fair value.
8,880
720
1,413
826
1,671
5,895
965
20,370
2013
$'000
9,933
1,462
952
132
1,600
2,382
208
16,669
38
2014
Business
Workers'
closure and
compensation rationalisation
$'000
$'000
Other
$'000
562
808
(405)
965
1,593
1,999
(2,631)
961
2,382
9,563
(6,050)
5,895
Total
$'000
4,537
12,370
(9,086)
7,821
2014
$'000
335,251
338,558
These advances are unsecured and repayable on demand. Although the Company does not expect to repay these advances
within 12 months, it does not have an irrevocable right to defer repayment beyond 12 months. As a result these advances are
treated as current.
The Parent of the Company (Goodman Fielder Limited) has provided a letter of comfort to the Company confirming its
continuing financial support to the Company for a period not less than 12 months from the date of these financial statements.
During the period, the Company was charged interest of $20,865,000 (2013: $28,500,000) by Goodman Fielder Treasury Pty
Ltd - NZ Branch.
2014
$'000
Secured
Finance lease liabilities (note 28)
Total secured current interest bearing borrowings
232
232
39
356
356
2014
$'000
Secured
Finance lease liabilities (note 28)
Total secured non-current interest bearing borrowings
Unsecured
Retail bonds
Total unsecured non-current interest bearing borrowings
95
95
307
307
247,819
247,819
246,666
246,666
247,914
246,973
The retail bonds are shown net of $2,181,000 (2013: $3,334,000) of borrowing costs.
The Company has not sought and does not hold a credit rating from an accredited rating agency.
In November 2010, $250,000,000 of 5.5 year retail bonds were issued in New Zealand at a fixed interest rate of 7.54%. These
bonds mature in 2016, with interest payable on a quarterly basis, in arrears. The fair value of the retail bonds which has been
determined using quoted prices (level 1) as at 30 June 2014 was $253,120,000 (2013: $266,125,500).
The payment obligations of the issuer in respect of the bonds will be guaranteed by Goodman Fielder Limited and certain of its
subsidiaries. The obligations of the issuer and the guarantors in respect of the bonds will rank equally with existing senior debt
funding of the Goodman Fielder Group.
Pursuant to the guarantee, each guarantor guarantees to the trustee (on behalf of bondholders) the payment by the issuer of all
of the issuer's indebtedness to bondholders or the trustee under or in connection with the bonds.
The guarantors are Country Bake Bakeries Pty Ltd, Darwin Bakery Pty Limited, Goodman Fielder Consumer Foods Pty Limited,
Goodman Fielder Limited, Goodman Fielder Treasury Pty Limited, La Famiglia Fine Foods Pty Ltd, Dashboard Food Industries
Pty Limited (formerly Paradise Food Industries Pty Ltd), Quality Bakers Australia Pty Limited, Stuart Bakery Pty Ltd, Sunicrust
Bakeries Proprietary Limited and Associated Mills Limited.
40
2014
$'000
Property, plant and equipment
Employee benefits
Other
22,916
(4,049)
(1,579)
17,288
21,986
(3,595)
(2,464)
15,927
Movements
Property,
plant and
equipment
$'000
Employee
benefits
$'000
Tax value of
carry-forward
tax losses
and credits
Other items recognised
$'000
$'000
Total
$'000
At 1 July 2012
23,528
(4,375)
(1,968)
(14,586)
2,599
(612)
22,916
326
(4,049)
396
(7)
(1,579)
14,586
-
110
14,579
17,288
At 1 July 2013
22,916
(4,049)
(1,579)
17,288
(932)
21,984
454
(3,595)
(176)
(1,755)
41
(707)
(707)
(654)
(707)
15,927
2014
$'000
Long service leave
Workers compansation
Other provisions
305
131
354
790
49
241
290
25 Share capital
2014
Shares
2013
Shares
'000
'000
Ordinary shares
Share capital
(a) Movements in ordinary share capital
Date
1 July 2012
883,480
Details
Opening balance
30 June 2013
1 July 2013
Opening balance
30 June 2014
883,480
2013
$'000
2014
$'000
883,480
Number of
shares
'000
883,480
$'000
883,480
883,480
883,480
883,480
883,480
883,480
883,480
883,480
26 Dividends
(a) Ordinary shares
2013
$'000
2014
$'000
There were no dividends paid for the year ended 30 June 2014.
42
25,000
26 Dividends (continued)
(b) Imputation credits
2013
$'000
2014
$'000
Imputation credits at 1 July
New Zealand tax payments, net of refunds
18,637
5,590
24,227
16,387
2,250
18,637
The Company joined the Goodman Fielder Trans Tasman Imputation Group on 1 April 2006. The imputation credits above
represents the entire amount available to the Goodman Fielder Trans Tasman Imputation Group.
27 Contingencies
(a) Contingent liabilities
Other than the group guarantee arrangements described in note 3(e), there are no other contingent liabilities as at 30 June
2014 (2013: nil).
28 Commitments
(a) Capital commitments
2013
$'000
2014
$'000
752
605
Commitments in relation to operating leases contracted for at the reporting date but not
recognised as liabilities, payable:
Within one year
Later than one year but not later than five years
Later than five years
11,870
26,236
18,609
56,715
2013
$'000
12,067
30,683
21,696
64,446
During the 12 months ended 30 June 2014, $11,333,000 was recognised as an expense in profit or loss in respect to operating
leases (2013: $9,871,000).
The Company entered into a heads of lease agreement on 23 December 2009 for a new office in Auckland, New Zealand. The
lease is for seven years and subject to market reviews every three years.
43
28 Commitments (continued)
(b) Lease commitments (continued)
(ii)
Finance leases
2013
$'000
2014
$'000
Commitments in relation to finance leases are payable as follows:
Within one year
Later than one year but not later than five years
Minimum lease payments
232
95
327
430
362
792
327
(129)
663
232
95
327
356
307
663
The weighted average interest rate implicit in the leases is 4.94% (2013: 2.84%).
29 Reconciliation of profit after income tax to net cash inflow from operating activities
2014
$'000
(Loss) / profit for the year
Depreciation and amortisation
Impairment of property, plant and equipment
Impairment of goodwill
Insurance recoveries
Net loss on disposal of business
Net loss on sale of non-current assets
Amortisation of prepaid borrowing costs
Net loss on business disposal
Change in operating assets and liabilities:
Decrease in trade and other receivables
(Increase) in inventories
Decrease in tax receivable
Increase in other assets
Decrease in trade creditors
Decrease in provisions
Increase in deferred tax liabilities
Net cash inflow (outflow) from operating activities
44
2013
$'000
(201,372)
28,016
160,194
1,168
37,394
37,819
27,992
6,174
(29,502)
6,956
3,717
1,150
-
(1,854)
277
452
(243)
21,333
3,201
(1,361)
47,205
26,579
(4,267)
(927)
(4,989)
(1,283)
14,689
84,108
Purchases of goods
Goodman Fielder Consumer Foods Pty Limited
La Famiglia Fine Foods
30 June
2013
$'000
1,256
291
523
503
3,225
5,798
5,244
1,009
3,121
536
9,910
7,059
7,059
10,424
255
10,679
19,405
490
(1,354)
18,541
21,007
496
(696)
(261)
20,546
Interest paid
Interest paid on advances from group companies during the year amounted to $20,865,000 (2013: $28,498,000). Refer to note
8 and note 20 for further details.
45
3,987
(3,700)
6
(3,371)
338,386
(57)
335,251
2013
$'000
31,194
(1,751)
(8)
(3,003)
312,207
(81)
338,558
All transactions and outstanding balances with related parties are priced on either an arm's length or standard cost basis. Trade
receivables and trade payables are settled through Goodman Fielder Treasury Pty Limited - NZ Branch within one month of the
reporting date. The balances are not secured.
Other Group companies provide the Company administrative and support functions on the basis of cost recovery. These
transactions and balances are not significant.
2014
$
2013
$
5,041,900
115,200
320,000
339,800
50,300
5,867,200
7,041,000
104,000
854,000
79,000
8,078,000
Where key management personnel of the Company are also members of the senior executive of Goodman Fielder Limited (the
Group Executive), their remuneration is paid in respect of their responsibilities as a senior executive of the Goodman Fielder
Group and has not been allocated between the Company and the Group. Accordingly, the total remuneration of these senior
executives for the 2014 and 2013 financial years is included in the amounts disclosed above.
46
47
48
Opinion
In our opinion the financial statements on pages 5 to 47:
give a true and fair view of the financial position of the company as at 30 June 2014 and
of its financial performance and cash flows for the year then ended.
we have obtained all the information and explanations that we have required; and
in our opinion, proper accounting records have been kept by Goodman Fielder New
Zealand Limited as far as appears from our examination of those records.
13 August 2014
Auckland
49
Credit rating
Neither the Company nor the bonds has been assigned a credit rating.
Corporate Governance Policies and Practices
The corporate governance policies and practices of Goodman Fielder Limited are adopted and applied, as appropriate, to its
subsidiaries, including the Company. The corporate governance procedures include:
Separate board committees have not been established for the subsidiary companies, although the audit committee of Goodman
Fielder Limited (which currently comprises four independent non-executive directors of Goodman Fielder Limited) reviews
both the half year and annual report of the Company in conjunction with the review of those documents by the directors of the
Company.
The directors of the Company are all senior executives of the Group and are required to comply with the Group policies and
procedures, including in relation to securities trading, the corporate code of conduct and the code of ethics and conduct of
directors, senior executives and officers.
A full description of the Group's corporate governance procedures is provided in the corporate governance statement in the
annual report of Goodman Fielder Limited, which can be found in the "shareholders" section of Goodman Fielder's website,
www.goodmanfielder.com.au. The corporate governance policies are also available from that website.
-50-
Number of
Holders
319
916
2,381
297
183
4,096
Number of
Bonds Held
1,588,667
8,836,000
66,663,000
25,433,000
147,479,333
250,000,000
-51-
% of Bonds
Issued
0.64
3.53
26.67
10.17
58.99
100.00