Coventry Group LTD Annual Report 2021

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FY2021 Annual Report · Coventry Group LTD

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ANNUAL REPORT

2021

Our Values

At Coventry Group, we value
Fairness, Integrity, Respect, Safety and Teamwork.

Above all, we value
Our People, Our Customers and Our Suppliers.

Coventry Group Ltd and its controlled entities

Contents

Chairman's Report

Chief Executive Officer's Report

Consolidated statement of profit or loss

Consolidated statement of comprehensive income

Consolidated statement of financial position

Consolidated statement of changes in equity

Consolidated statement of cash flows

Notes to the consolidated financial statements:

Significant accounting policies

Segment information

Business Combinations

Auditor's remuneration

Employment costs

Finance income and finance expenses

Taxes

Earnings per share

9. Cash and cash equivalents

10.

11.

12.

13.

Trade and other receivables

Inventories

Parent entity disclosures

Property, plant and equipment

14. Right-of-use assets

15.

16.

17.

18.

19.

20.

Intangible assets

Impairment of non-financial assets

Trade and other payables

Interest-bearing loans and borrowings

Provisions

Share-based payments

21. Capital and reserves

22.

Financial risk management

23. Operating leases

24. Controlled entities

25. Reconciliation of cash flows from operating activities

26. Related parties

27.

28.

Impairment and significant items

Events occurring after the reporting period

29. Changes to accounting policy

Directors' Report

Directors' Declaration

Auditor's Independence Declaration

Auditor's Report

Shareholder Information

Corporate Directory

Chairman’s Report

The 2021 financial year was certainly one none of us will forget in a hurry. Like so many businesses, Coventry faced severe
macroeconomic and community uncertainty as Government imposed lockdowns and restrictions across Australia and New Zealand
forced radical change to business operations and, more generally, our way of life. This has been enormously challenging for our
management team, led by our CEO and Managing Director Robert Bulluss, and I unreservedly commend he and his team for their
leadership, flexibility, commitment and resilience in meeting and overcoming the challenges put in their path. The human toll of the
pandemic we are all living through is difficult to measure but I can confidently say the health and safety of our colleagues throughout
the business, our customers who rely on our products and services and all other stakeholders, has been and continues to be one of
our top priorities.

Despite the extraordinary challenges of the period, the Group continued to improve its financial performance in 2021. Most parts of
our business performed well in somewhat surprisingly buoyant and resilient markets despite considerable operational disruption and
uncertainty. All had revenue and contribution growth year on year. Both acquisitions made during the period, H.I.S. Hose in Victoria
and Fluid Power Services in Tasmania, are performing to expectations, are integrating well and have been earnings accretive.

I’m pleased to call out the results from our Australian Konnect and Artia network which has improved considerably after years of
substantial losses. It has produced a small positive contribution to the Group result in 2021, which is a $3m improvement on the
previous period. This does not mean “job done” at Konnect and Artia Australia but after years of turnaround work, its vastly improved
value proposition is being recognised by an expanding and loyal customer base. Getting back to profitability is the first financial stage
gate and we believe we have the strategy to continue to grow the contribution from this material and once very profitable part of the
business.

For the last time I will reference what we at Coventry have referred to as our base year of 2017. In May 2017 we made the pivotal
appointment of our CEO and Managing Director and it is he who has led the revitalising of the Group. In 2021, sales of $288.5m and
an underlying EBITDA of $13.4m represents a substantial turnaround from 2017, a year which marked a low point in the Group’s
financial performance with sales from continuing operations sinking to $151m and a statutory loss after tax of $37.7m. Underlying
EBITDA of $13.4m in 2021 is a $6.8m (100%) improvement on 2020.

Fluid Systems had record financial results in 2021. Fluid Systems has an excellent reputation in the markets in which it operates and
continues to be well led with a professional, stable and experienced team. Torque Industries, acquired in 2018, traded strongly and
we are very pleased with its contribution. We continue to consider emerging acquisition opportunities in the markets in which Fluid
Systems operate.

Trade Distribution comprises our Australian and New Zealand network of Konnect, Artia and Nubco branches, which are serviced by
a number of distribution centres. In addition, we have a growing digital presence which the CEO and Managing Director will talk to in
his report.

Our New Zealand network continues to be well led by a stable and experienced team which has dealt with COVID uncertainty and
emerging supply chain issues with measured and considered professionalism. Contribution was up on last year on solid sales
improvement.

Our Australian Nubco network (acquired in 2019) recorded strong sales and contribution growth for the year. It has been a great fit
for the Group and, under new leadership, has produced record results.

In all our Trade Distribution networks opportunities for greenfield and acquisition growth exists. Our challenge is to action the most
compelling opportunities within the constraints of prudent capital management.

I am delighted to advise we have had considerable success in the past six months in sub-letting major parts of our Redcliffe, Perth
property, with its single term of 20 years expiring in December 2027. This legacy property arrangement has been a great financial
burden for many years however the current tenancy profile is the best it has been for some time.

The Group continues to have a strong working capital position with Current Assets exceeding Current Liabilities by $33.5m and net
debt at financial year end of $16.3m. The Group has substantial Australian tax losses of $77.3m against which a Deferred Tax
Asset of $18.1m has been recognised in its Statement of Financial Position.

We are very pleased to now be partnering with the National Australia Bank (NAB) and, during the period, entered into a new three-
year financing arrangement. The NAB financing agreement provides a holistic banking offering which includes a three year $45m
Borrowing Base Facility against eligible inventory and debtors and a $5m Standby Letter of Credit to provide security for
Transactional Banking, Bank Guarantees, FX, and any other transactional facilities required by Coventry Group.

The Company Executive and Director Incentive Plan provides for the granting or issuing of performance rights to eligible Executives
in accordance with its terms and subject to the terms and performance hurdles set by the Board. The CEO and Managing Director’s
total remuneration includes a Plan award and, as required by the ASX Listing Rules, the Company will seek shareholder approval to
grant him Performance Rights for his participation in the Plan for 2022. Full particulars will be published in the Notice of Annual
General Meeting for the meeting to be held on 22 October 2021.

Given improving financial results, the Board has determined that we are able to recommence dividend payments with a final dividend
of 3 cents per share fully franked. The Company has updated and reinstated its Dividend Reinvestment Plan to enable eligible
shareholders to reinvest their dividend in additional shares in the Company.

I would like to thank my Board colleagues for their contribution to the improving fortunes of the Company. On behalf of the Board, I
would like to thank our colleagues throughout the business for their commitment to the business and its values and for their part in
helping to deliver improved financial results in FY21. To our shareholders, a special thanks for their ongoing support of Coventry
Group.

Outlook

Our best view of 2022, is that the momentum the Group currently has, will largely continue, that we continue to deliver well on tactical
plans aligned with our strategy and that the markets in which we operate remain buoyant. However, given continuing macroeconomic
and social COVID-19 related disruption and uncertainty, we will not be providing full year guidance but will continue to provide
quarterly trading updates to the market.

Neil G. Cathie
Chairman of the Board of Directors

Significant achievements over
the last four years

• Sales growth of $137.5m from

$151.0m to $288.5m.

• EBITDA growth from a loss of

-$9.7m to $13.4m and
EBITDA % from -6.4% to 4.6%

• KAA returned to profit after 10+

years of losses

• Transformed the culture in the

Group based on our core values

• Completed four acquisitions –
Torque Industries, Nubco,
H.I.S. Hose and Fluid Power
Systems

• Divested the AA Gaskets

business

• Navigated the COVID-19

pandemic and cyber-attack in
2018

• Secured banking arrangements

with the NAB

Chief Executive Officer’s Report

We are pleased to report that Coventry Group’s sales and EBITDA performance
improved for a fourth consecutive year. The Group has produced an EBITDA
turnaround of $23.1m in four years despite the many challenges faced during this time.
The FY21 result has been achieved against the on-going backdrop of the COVID-19
pandemic which has presented us with human resource, supply chain, operational and
customer service challenges. We remain confident that we have the right strategy, the
right people and operate in the right markets to continue our journey of sustainable
profitable growth. Our consistent delivery of sales growth and improved profit results
are proof that our strong value proposition and dedication to our core values deliver
results.

I would like to acknowledge the leadership provided by the Coventry Leadership Team
(CLT) and the efforts, skill and resilience of our people in executing our strategy. This
has been a difficult year for everyone from a personal and business perspective, yet
our people who are central to the success of the Group, continue to improve the
business and deliver strong results.

The COVID-19 pandemic has been ever present during the year. Our business model
has been adapted to manage lockdowns and restrictions as they occur. Global supply
chain issues, stock shortages, cost increases (particularly in steel related products)
and increased overseas freight costs are being managed to minimise the impact on
our customers. We are operating the Group as close as possible to business as usual.

The Group has continued to prioritise the health, safety and well-being of our people
along with our customers, suppliers and communities. During FY21, we launched our
new Safety 1st awareness program. Our aspiration is for zero LTI’s and zero impact
on our people. We had 7 Lost Time Injuries (LTI’s) down from 13 in the previous year.
All incidents and serious near misses are reviewed by our safety team and the CLT to
ensure we share lessons and improve safety systems. During the year we have
appointed additional experienced safety professionals to improve health, safety and
well-being outcomes and adapt to the changing environment we work and live in.

During the year we refreshed our vision and values of Fairness, Integrity, Respect,
Safety and Teamwork (FIRST). We live our values and do the right thing in all our
dealings with our people, customers and suppliers. Despite a competitive recruitment
market, our reputation for having a values-based culture is attracting quality people
into the organisation. Our employee retention and engagement results continued to
improve during the year. A recent employee engagement survey revealed we have
84% of our people actively engaged and only 1% disengaged.

Our strong sales growth results across all business units are evidence that our
customer service levels continue to improve. We provide customer service excellence
through quality products, stock availability, expertise, agility and our geographic
coverage. Each business unit is building their traditional customer base as well as
winning customers in new markets. Our capability continues to grow in the
infrastructure and construction markets.

Fluid Systems (FS), which comprises our Cooper Fluid Systems (CFS), Torque
Industries (Torque), H.I.S. Hose (HIS) and Fluid Power Services (FPS) businesses
delivered another excellent result. FS designs, manufactures, sells and services
hydraulics, lubrication, fire suppression and refuelling systems and products through
16 branches across Australia. FS had strong sales and EBITDA growth, integrated
the Torque business, completed the acquisitions of HIS and FPS and opened a new
branch in Port Hedland. FS are positioned for further growth in coming years as we
expect their core markets of mining and resources, defence and agriculture to perform
well.

Trade Distribution (TD) comprises our network of Konnect and Artia Australia (KAA),
Konnect and Artia New Zealand (KANZ) and Nubco branches. TD supplies a range of
fastening systems, cabinet hardware systems and industrial and construction products
through a network of 65 branches.

KANZ had another positive year despite real challenges in the last quarter, which was
impacted by global supply chain issues. KANZ delivered positive sales and EBITDA
growth. The opening of a new branch in Invercargill late in FY21 takes our branch
footprint to 16. Our markets in New Zealand are performing well.

350.0

300.0

250.0

m
$

200.0

150.0

100.0

50.0

Sales growth

288.5

247.6

202.3

151.0

168.1

FY17

FY18

FY19

FY20

FY21

FY21 was a breakthrough year for KAA returning a small profit for the
first time in over ten years. We now have the platform to continue to
build KAA on its journey of sustainable profitable growth. During the last
quarter we transitioned Chris Smith (previously Regional Manager –
Queensland) into the General Manager role following a comprehensive
handover from Peter Shaw who is retiring. I would like to thank Peter
for his considerable contribution to the turnaround in KAA. His
leadership has been critical as we have negotiated the COVID-19
situation and he has been instrumental in returning KAA to a profit and
to the overall results of the Group.

Nubco delivered very strong sales and EBITDA growth. Nubco has
been an excellent acquisition for the Group exceeding expectations in
FY21. The Tasmanian economy is robust and despite supply chain
challenges and steel shortages, we are confident we can continue to
grow in this market.

Our Sustainability pillars of Health and Safety, People, Community,
Environment and Government completed many initiatives throughout
the FY21 year. We implemented the ‘Safety 1st‘ culture into the
business with dedicated HSE personnel in each of the businesses. Our
People workstream presented long service awards, conducted annual
performance reviews and awarded several CEO recognition awards.
We developed Workplace Giving and Matched Giving charity programs
within our Community workstream and
from an Environmental
perspective, we began the research to obtain our baseline of waste data
and our carbon footprint. Our Governance workstream completed
quarterly risk reviews and published our first Modern Slavery Statement.

Our Digital Customer Engagement (DCE) project to deliver on-line and
mobility solutions for customers, a Customer Relationship Management
(CRM) system and a user-friendly Point of Sale (POS) module has
continued. During the year our Artia internet ordering sites went live and
we are in the process of launching our Konnect internet ordering sites.
Sales from our on-line channel are increasing and will accelerate as the
project roll out continues and our digital marketing capability grows.

The IT team led by Ken Lam worked on numerous projects during the
year including the move to cloud-based systems enabling closure of the
costly data centres, the DCE project, integration of acquisition systems
and networks, enhancing legacy computer systems and supporting
many other business improvement projects. The team is constantly
working on ensuring our security systems are updated to manage the
ever-present cyber security risk and to ensure our teams can operate
remotely safely and effectively.

The capability of our central services teams (Finance, Accounts
Payable, Accounts Receivable and Payroll) has improved despite the
need for the teams to operate from home for the majority of the year.
The team is working on many projects to improve the productivity and
efficiency of the team and business. The Accounts Receivable team
continued to deliver outstanding collection performance.

Our market leading businesses, FS, Nubco and KANZ, are well placed
to continue to grow and perform well. KAA has the building blocks in
place for another year of sales and profit growth. We remain confident
that our strategy for KAA will deliver a market leading specialist fastener
distribution business. The future is not without challenges with COVID-
19 ever present, global supply chain issues and material shortages,
competition for labour and cost inflation all requiring significant
management attention. The resilience of our people has been
outstanding and we are confident that they will continue to successfully
navigate the headwinds we are faced with.

We remain fully focussed on our People, Customers and our Suppliers,
and applying our values of Fairness, Integrity, Respect, Safety and
Teamwork.

COVID-19

All business units are operating with COVID-safe plans. We are well prepared to respond to any localised restrictions and lockdowns.
The business is managing the implications of the pandemic including:

•
•

The lockdown and temporary shutdown of parts of our operations and markets.
Supply chain issues resulting from shipping constraints and raw material shortages due to global demand. Shipping
constraints are the result of a lack of shipping space and container availability, port congestion, industrial action and technology
issues at Auckland’s port.
Cost increases due to rises in the cost of raw materials and stock shortages, particularly with steel related products.
The impact on the health and well-being of our people resulting from the restrictions and lockdowns.

Our number one priority is always the health and safety of our people and their families.

Business Performance

Trading performance improved during FY21 with the Group delivering underlying profitability growth for both EBITDA and EBIT. We
are pleased to deliver an improved result without COVID-19 related assistance from the Australian and New Zealand Governments.

Group sales growth for FY21 including acquisitions of 16.5% and excluding acquisitions of 13.6% on the prior year. Group sales
including acquisitions at $288.5m ($247.6m FY20). Group underlying EBITDA of $13.4m ($6.6m FY20), a $6.8m improvement year
on year. Group underlying EBIT of $10.6m ($4m FY20). Reported net profit for the year of $7.2m (Net loss -$0.5m FY20).

The Group has a solid balance sheet with Net Assets of $109.8m and Net Tangible Assets of $36.8m as at 30 June 2021. At 30 June
2021 the Group had net debt of $16.3m.

Performance by Division

Fluid Systems
Fluid Systems (FS), led by Bruce Carter and his leadership team, have had another excellent year with strong sales and EBITDA
growth in Cooper Fluid Systems (CFS) and Torque Industries. The H.I.S. Hose and Fluid Power Services businesses acquired during
the year have performed to expectations and are excellent additions to the business.

FS had full year sales growth of 24.1% including acquisitions on the prior year and 16.4% excluding acquisitions on the prior year. The
result included a large $7.9m order that was the culmination of a number of years of work. Sales growth is being driven by our customer
value proposition, ability to win major contracts, market leading position in mining and resources and diversification into agriculture,
defence, transport and recycling markets. Underlying EBITDA in FY21 of $13.8m compared to $10.3m in FY20.

During the year we opened a new branch in Port Hedland and relocated the H.I.S. Hose Dandenong branch.

We are cautiously optimistic about further growth in FS in FY22 as a result of the strong mining and resources sector, our ability to
increase market share through our value proposition, expansion of our product and service offering, expanding our hydraulics
capabilities and further diversification into sectors outside of the mining and resources sector. FS’s suppliers are facing supply chain
issues and raw material shortages which we need to manage carefully. As FS has demonstrated through various cycles, it has the
capability to scale according to prevailing market conditions.

We are actively looking for further acquisitions that meet our criteria.

Trade Distribution (TD)
TD sales for the year were up 11.8% on the prior year. The underlying EBITDA for TD was $11.7m compared to $6.7m in FY20.

Konnect and Artia New Zealand (KANZ)

KANZ had a solid year of sales and profit growth. Led by Mike Wansink and the KANZ leadership team the business has continued to
grow in its traditional markets and expand our presence in the construction market. The last quarter of the year has seen the business
impacted by supply chain issues and stock shortages in some key lines. We expect this to continue in the first half of FY22 but remain
optimistic we will continue to grow sales and profit.

KANZ is the leading fastening systems business in the construction and roofing and cladding markets in New Zealand. Future growth
is expected to come from a combination of organic sales growth, store makeovers, on-line sales, the potential for further branches in
new locations, the potential for acquisitions and expanding the product range.

Konnect and Artia Australia (KAA)

Whilst it has taken longer than anticipated, we are pleased to announce that after 10 years of significant losses KAA generated a small
profit in FY21. Achieving the break-even point was a significant milestone for the business. We are confident that we have the right
people, the right strategy and operate in resilient markets to deliver momentum for further sales and profit growth in FY22 and beyond.

Key activities in FY22 will include:

•

Continuing to improve our value proposition by expanding our range of quality products, continuing to build our supplier
relationships, ensuring our stock availability and DIFOT levels in the branch network remain high, increasing the level of
expertise in the business through training and development and adapting to providing agile service in the changing business
environment.

• Our business development teams will continue to expand our presence in infrastructure projects and major contract and tender

opportunities.

•

Increasing marketing and promotional activities.

• Opening new stores, store relocations and store makeovers. During the year we opened a branch in Mount Gambier and
have plans for a minimum of two additional branches in FY22. A number of stores will either be relocated to better facilities
and locations or improved through store makeovers including store merchandising and wider product ranges.

•

Reviewing and refining pricing strategies and tools.

• Growing sales through our on-line ordering platforms for Konnect and Artia.

•

Sensible cost management to continue.

Nubco

Our network of seven Nubco branches in Tasmania had an excellent year with very strong sales and profit growth. Nick Daw and the
leadership team have worked hard to improve business culture based on the Coventry values and this has resulted in improved
employee retention and engagement results. Safety systems have been improved with only one LTI for the year compared to seven
in FY20.

Nubco is currently being impacted by steel shortages and cost increases. The leadership team are spending a significant amount of
time minimising the impact on our customers and the business. Despite this, Nubco is well placed to take advantage of the strong
economy in Tasmania.

Corporate Costs

Corporate costs are currently running at 4.7% of sales (4.7% FY20). We expect productivity projects using technology will allow us to
reduce corporate cost % to sales in FY22.

As mentioned in the Chairman’s report we are pleased to have secured additional sub tenants for the Redcliffe facility easing the
financial burden of the property on the Group. The lease on this property ends on 31 December 2027.

Significant items

The FY21 result was impacted by a number of one-off significant items:
Share based payments relating to prior years ($0.6m) non-cash
Borrowing costs ($0.4m)
Cloud based computing costs required due to change in accounting standard ($0.5m) non-cash
Restructuring and other costs ($0.8m).

•
•
•
•

Net Assets/Working Capital

The Group has a solid balance sheet with Net Tangible Assets of $36.8m and Net Assets of $109.8m compared to $100.9m in FY20.
Initiatives to reduce working capital and maximise cash generation remain a key focus area for the Group. The Group continues to
take action to manage inventory levels, collections and operating costs to improve our cash position.

The Group has tax losses of $77.3m available for use in Australia and franking credits of $11.1m available at balance date.

Net debt position

Net debt of $16.3m at 30 June 2021 (net debt of $3.3m at 30 June 2020).

Net debt was impacted by:

•
•
•

Acquisition related payments ($7.6m)
Increasing stock holdings to maintain service levels during FY21 due to global supply chain issues ($5.5m)
Capital expenditure ($3.5m).

Our priority has been to maintain service levels to our customers. In FY22 we will continue to take action to reduce inventory levels,
tightly manage collections and manage operating costs to improve our cash position.

Banking arrangements

During the year our CFO, Rod Jackson, successfully negotiated new banking arrangements for the Group.

Coventry Group has entered a new three-year financing arrangement with the National Australia Bank (NAB). The financing
agreement provides a holistic banking offering including:

• A three year $45m Borrowing Base Facility against eligible inventory and debtors.
• A $5m Standby Letter of Credit to provide security for Transactional Banking, Bank Guarantees, FX, and any other

transactional facilities required by Coventry Group. The intention is for these facilities to transition to the NAB over the next
three months.

We are very pleased to be partnering with the NAB.

Outlook

The markets in which FS and TD operate are to date performing well and our view of FY22 is that the momentum the Group currently
has will largely continue despite the COVID-19 pandemic, supply chain and macroeconomic headwinds we are facing. We remain
confident that we have the right strategy, the right people and operate in the right markets to continue our journey of sustainable
profitable growth.

I would like to acknowledge the support received from the Board and thank the Coventry Leadership Team and every person in the
Group for their contribution during the year. We have faced unique challenges during the year and responded well, particularly in the
face of the COVID-19 pandemic which we hope will be a once in a lifetime event.

We remain confident that we will deliver sustainable profitable growth to our shareholders. It is pleasing after many years to deliver a
dividend to our shareholders.

Regardless of the challenges we face we will stay true to our values and do the right thing.

Robert J. Bulluss
Chief Executive Officer and Managing Director

Coventry Group Ltd and its controlled entities
Consolidated statement of profit or loss
For the year ended 30 June 2021

Revenue from sale of goods
Cost of sales
Gross profit

Other income
Employment costs
Depreciation and amortisation expense
Occupancy costs
Communication costs
Freight
Vehicle operating costs
Impairment and significant items
Other expenses
Profit/(loss) before financial income and tax

Financial income
Financial expense
Net financial expense
Profit/(loss) before income tax

Income tax benefit/(expense)
Profit/(loss) for the year

Earnings/(loss) per share:
Basic earnings/(loss) per share:

Diluted earnings/(loss) per share:

Note

6
6
6

2021
$’000
288,522
(178,366)
110,156

3,002
(64,030)
(11,819)
(2,008)
(3,373)
(6,889)
(1,814)
(2,344)
(11,250)
9,631

281
(6,108)
(5,827)
3,804

3,442
7,246

2020*
$’000
247,567
(154,473)
93,094

3,582
(57,751)
(11,969)
(666)
(3,120)
(5,008)
(1,847)
(21,734)
(8,632)
(14,051)

573
(5,332)
(4,759)
(18,810)

18,355
(455)

8.1 cents

7.9 cents

(0.5) cents

The consolidated statement of profit or loss is to be read in conjunction with the accompanying notes to the consolidated financial
statements.

* The comparative information has been restated on account of a change in accounting policies. See Note 29.

Coventry Group Ltd and its controlled entities
Consolidated statement of comprehensive income
For the year ended 30 June 2021

Note

Profit/(loss) for the year

Other comprehensive income/(loss) items that may be
reclassified to profit or loss:
Foreign currency translation differences
Effective portion of changes in fair value of cash flow hedges
Deferred tax recognised in equity
Other comprehensive income/(loss) for the year, net of income tax

Total comprehensive income/(loss) for the year

2021
$’000

7,246

(166)
32
338
204

7,450

2020*
$’000

(455)

(418)
(96)
-
(514)

(969)

The consolidated statement of comprehensive income is to be read in conjunction with the accompanying notes to the consolidated
financial statements.

* The comparative information has been restated on account of a change in accounting policies. See Note 29.

Coventry Group Ltd and its controlled entities
Consolidated statement of financial position
As at 30 June 2021

Assets
Cash and cash equivalents
Trade and other receivables
Inventories
Other financial assets
Other current assets
Income tax refundable
Total current assets

Other receivables
Deferred tax assets
Property, plant and equipment
Right-of-use assets
Intangible assets
Total non-current assets

Total assets

Liabilities
Trade and other payables
Employee benefits
Interest-bearing loans and borrowings
Lease liability
Total current liabilities

Employee benefits
Other payables
Provisions
Lease liability
Total non-current liabilities

Total liabilities

Net assets

Equity
Issued capital
Reserves
Accumulated losses
Total equity

Note

9
10
11
10
10

10
7
13
14
15

17
19

2021
$’000

8,221
43,464
63,913
3,958
3,481
200
123,237

1,817
23,778
9,180
41,449
49,211
125,435

2020*
$’000

7,542
33,549
53,560
2,133
3,421
23
100,228

1,828
19,545
6,777
39,835
46,122
114,107

248,672

214,335

49,117
6,773
24,500
9,304
89,694

410
340
3,771
44,689
49,210

40,846
5,821
10,869
9,725
67,261

335
178
3,125
42,562
46,200

138,904

113,461

109,768

100,874

149,773
3,350
(43,355)
109,768

149,617
(5,388)
(43,355)
100,874

The consolidated statement of financial position is to be read in conjunction with the accompanying notes to the consolidated financial
statements.

* The comparative information has been restated on account of a change in accounting policies. See Note 29.

Coventry Group Ltd and its controlled entities
Consolidated statement of changes in equity
For the year ended 30 June 2021

Balance at 1 July 2020, as previously
reported*
Impact of restatement
Restated balance at 1 July 2021
Total comprehensive income/(loss)
for the year
Profit for the year
Other comprehensive income/(loss):
Foreign currency translation differences
Effective portion of changes in fair value
of cash flow hedges
Deferred tax recognised in equity
Total other comprehensive
income/(loss)
Total comprehensive income/(loss)
for the year
Transactions with owners, recorded
directly in equity
Share issue
Share issue costs
Equity-settled share-based payments
Transfer to Profit Reserve
Balance at 30 June 2021
Amounts are stated net of tax

Balance at 30 June 2019
Adjustment on initial application of
AASB16, net of tax
Adjusted Balance at 1 July 2019
Total comprehensive income/(loss)
for the year
Profit/(loss) for the year (restated)
Other comprehensive income/(loss):
Foreign currency translation differences
Effective portion of changes in fair value
of cash flow hedges
Total other comprehensive
income/(loss)
Total comprehensive income/(loss)
for the year (restated)
Transactions with owners, recorded
directly in equity
Share issue
Balance at 30 June 2020*
Amounts are stated net of tax

Hedge
reserve
$’000

Translation
reserve
$’000

Other
reserve
$’000

Profit
reserve
$’000

Total
reserves
$’000

Share
capital
$’000

Accumulated
losses
$’000

Total
equity
$’000

-
-

32
-

-
-
-
-

(1,814)

-
(1,814)

(3,574)

-
(3,574)

(166)

-
-

(166)

-
-
-
-

-
338

338

-
-
1,288
-

(1,980)

(1,948)

-
-

-
-
-
7,246

7,246

(5,388)

-
(5,388)

149,617

-
149,617

(42,109)

102,120

(1,246)
(43,355)

(1,246)
100,874

(166)

32
338

204

-
-
1,288
7,246

3,350

-
-

7,246

-
-

(166)

32
338

204

7,246

7,450

158
(2)
-
-

-
-
-
(7,246)

158
(2)
1,288
-

149,773

(43,355)

109,768

Hedge
reserve
$’000
96

Translation
reserve
$’000
(1,396)

Other
reserve
$’000
(3,574)

Total
reserves
$’000
(4,874)

Share
capital
$’000
149,517

Accumulated
losses
$’000
(43,613)

Total
equity
$’000
101,030

(96)

713

(1,396)

(3,574)

(4,874)

149,517

(42,900)

101,743

(418)

(96)

(514)

(455)

(418)

(96)

(514)

(969)

100

(1,814)

(3,574)

(5,388)

149,617

(43,355)

100,874

* The comparative information has been restated on account of a change in accounting policies. See Note 29.

Coventry Group Ltd and its controlled entities
Consolidated statement of cash flows
For the year ended 30 June 2021

Note

2021
$’000

Cash flows from operating activities
Cash receipts from customers
Cash paid to suppliers and employees
Cash from/ (used in) operations
Interest paid
Income taxes refunded/(paid)
Net cash from/ (used in) operating activities

Cash flows from investing activities
Proceeds from sale of property, plant and equipment
Payment for acquisitions of business, net of cash acquired
Interest received
Acquisition of property, plant and equipment
Acquisition of intangible assets
Net cash from/ (used in) investing activities

Cash flows from financing activities
Proceeds from Borrowings
Repayment of Borrowings
Repayment of Lease liabilities
Share issue costs
Net cash from/ (used in) financing activities

Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at 1 July
Effect of movements in exchange rates on cash and cash equivalents
Cash and cash equivalents at 30 June

13
15

304,301
(291,627)
12,674
(5,245)
(470)
6,959

41
(7,590)
281
(3,519)
(224)
(11,011)

315,844
(302,213)
(8,735)
(2)
4,894

842
7,542
(163)
8,221

2020*
$’000

272,959
(253,761)
19,198
(5,332)
(860)
13,006

59
-
235
(2,490)
(651)
(2,847)

200,495
(199,037)
(8,746)
-
(7,288)

2,871
5,314
(643)
7,542

The consolidated statement of cash flows is to be read in conjunction with the accompanying notes to the consolidated financial
statements.

* The comparative information has been restated on account of a change in accounting policies. See Note 29.

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

1. Significant accounting policies

Coventry Group Ltd (the “Company”) is a for profit company domiciled in Australia. The address of the Company’s registered office is
235 Settlement Road Thomastown VIC 3074 Australia. The consolidated financial statements ("financial report" or "consolidated
financial report") of the Company for the financial year ended 30 June 2021 comprises the Company and its controlled entities (together
referred to as the “Group”).

The financial report was authorised for issue by the Directors on 27 August 2021.

(a) Statement of compliance

This financial report is a general purpose financial report which has been prepared in accordance with Australian Accounting Standards
(AASBs) (including Australian Interpretations) adopted by the Australian Accounting Standards Board (AASB) and the Corporations
Act 2001. The consolidated financial report of the Group complies with the International Financial Reporting Standards (IFRSs) and
interpretations adopted by the International Accounting Standards Board (IASB).

(b) Basis of preparation

The financial report is presented in Australian dollars, which is the Company’s functional currency. The financial report is prepared on
the historical cost basis except for certain financial assets and liabilities (including share-based payments and derivative financial
instruments) which are stated at their fair value.

The Group is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 dated 24 March
2016 and in accordance with that Instrument, amounts in the financial report have been rounded off to the nearest thousand dollars,
unless otherwise stated.

The Group has consistently applied the accounting policies (as set out in Note 1(d) – 1(u)) to all years presented in this consolidated
financial report. Certain prior year figures have been restated to conform with the presentation in the current year.

Going Concern
In preparing the financial report, the Directors have made an assessment of the ability of the Group to continue as a going concern,
which contemplates the continuity of business operations, realisation of assets and settlement of liabilities in the ordinary course of
business and at the amounts stated in the financial report. The Directors have a reasonable expectation that the Group will have
adequate resources to continue to meet its obligations as they fall due.

The Group has adopted the IFRIC Agenda Decision on Software-as-a-Service transactions and the impact on the Group has been
assessed in Note 29.

The following new and amended standards are not expected to have a significant impact on the Group’s consolidated financial
statements.
• COVID-19-Related Rent Concessions (Amendment to IFRS 16).
• Property, Plant & Equipment: Proceeds before Intended Use (Amendments to IAS 16).
• Reference to Conceptual Framework (Amendments to IFRS 3).
• Classification of Liabilities as Current or Non-current (Amendments to IAS 1).
•

IFRS 17 Insurance Contracts and amendments to IFRS 17 Insurance Contracts.

There are no significant new standards or interpretations not yet adopted.

(d) Basis of consolidation

Business combinations
Business combinations are accounted for using the acquisition method as at the acquisition date. In assessing control, the Group takes
into consideration potential voting rights that currently are exercisable.

The Group measures goodwill at the acquisition date as:
•
the fair value of the consideration transferred; plus
•
the recognised amount of any non-controlling interests in the acquiree; plus
•
if the business combination is achieved in stages, the fair value of the existing equity interest in the acquiree; less
•
the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities assumed.

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

1. Significant accounting policies (continued)

(d) Basis of consolidation (continued)

When the excess is negative, a bargain purchase gain is recognised immediately in profit or loss.

Transaction costs, other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a
business combination are expensed as incurred.

Controlled entities
Controlled entities are entities controlled by the Company. Control exists when the Company is exposed to, or has rights to, variable
returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Investments in
controlled entities are carried at their cost of acquisition in the Company’s financial statements, net of impairment write downs. Intra-
group balances and transactions, and any unrealised income and expenses arising from intra-group transactions, are eliminated in
preparing the consolidated financial statements.

Loss of control
When the Group loses control over a subsidiary, it derecognises the assets and liabilities of the subsidiary, and any related NCI and
other components of equity. Any resulting gain or loss is recognised in profit or loss. Any interest retained in the former subsidiary is
measured at fair value when control is lost.

(e) Foreign currency

Foreign currency transactions
Transactions in foreign currencies are translated to the respective functional currencies of the Group entities at exchange rates at the
dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are translated to the functional currency at
the exchange rate at the reporting date. Non-monetary assets and liabilities that are measured based on historical cost in a foreign
currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities that are measured
at fair value in a foreign currency are translated into the functional currency at the exchange rate when the fair value was determined.
Foreign currency differences arising on translation are recognised in the statement of profit or loss.

Foreign operations
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated to
Australian dollars at exchange rates at the reporting date. The revenues and expenses of foreign operations are translated to Australian
dollars at rates approximating the foreign exchange rates at the dates of the transactions.

Foreign currency differences are recognised in other comprehensive income and presented in the translation reserve in equity.
However, if the operation is a non-wholly owned subsidiary, then the relevant proportionate share of the translation difference is
allocated to the non-controlling interests.

(f) Cash and cash equivalents

Cash and cash equivalents comprise cash balances and short-term deposits with a maturity of three months or less at inception date.

(g)

Inventories

Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on weighted average cost. In
the case of manufactured inventories and work in progress, cost includes an appropriate share of overheads. An impairment allowance
is made for obsolete, damaged and slow-moving inventories.

(h) Trade and other receivables

Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost less loss allowance.

(i) Property, plant and equipment

All classes of property, plant and equipment are stated at cost less depreciation and any accumulated impairment loss.

Depreciation
Items of property, plant and equipment are depreciated on a straight-line basis over their estimated useful lives from the date that they
are installed and are ready for use.

The estimated useful lives for each class of asset are:

Class of Fixed Asset
- Plant and Equipment

Depreciation Rate
5% - 40%

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

1. Significant accounting policies (continued)

(j)

Intangibles

Goodwill
Goodwill that arises upon the acquisition of subsidiaries is included in intangible assets. For the measurement of goodwill at initial
recognition, see Note 1(d). Goodwill is not amortised, but it is tested for impairment annually, or more frequently if events or changes
in circumstances indicate that it might be impaired, and is carried at cost less accumulated impairment losses. Gains and losses on the
disposal of an entity include the carrying amount of goodwill relating to the entity sold.

Computer software
Computer software comprises licence costs and direct costs incurred in preparing for the operation of that software, including associated
process re-engineering costs. Computer software is measured at cost less accumulated amortisation and impairment losses. Computer
software costs that have been categorised as a Software-as-a-Service (SaaS) arrangement are recognised as an expense in the
statement of profit or loss.

In the 2021 financial year the Group changed its accounting policy in relation to SaaS arrangements. Refer to Note 29.

Other intangible assets
Brand names and customer relationships acquired in a business combination are recognised at fair value at the acquisition date. Brand
names have an indefinite useful life and are measured at cost less accumulated impairment losses. Customer relationships have a
finite useful life and are measured at cost less accumulated amortisation and any accumulated impairment losses.

Amortisation
Except for goodwill and brand names, intangible assets are amortised on a straight-line basis in profit or loss over their estimated useful
lives, from the date that they are available for use. In current and comparative periods, computer software was estimated to have a
useful life of 3 to 10 years, and customer relationships was estimated to have a useful life of 10 years. Amortisation methods, useful
lives and residual values are reviewed at each reporting date and adjusted if appropriate.

(k) Financial Instruments

Investments and other financial assets
The Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss
(“FVPL”), transaction costs that are directly attributable to the acquisition of the financial asset. Transactions costs of financial assets
carried at FVPL are expensed in profit or loss.

Impairment of financial assets
The Group assesses on a forward-looking basis the expected credit losses associated with its instruments carried at amortised costs
and fair value through other comprehensive income (“OCI”). The impairment methodology applied depends on whether there has been
a significant increase in credit risk.

For trade receivables, the Group applies the simplified approach permitted by AASB 9, which requires expected lifetime losses to be
recognised from initial recognition of the receivables.

To measure the expected credit losses, trade receivables and contract assets have been grouped based on shared credit risk
characteristics and the days past due. The contract assets relate to unbilled work in progress and have substantially the same risk
characteristics as the trade receivables for the same type of contract. The Group has concluded that the expected loss rates of trade
receivables are a reasonable approximation to the loss rates for the contract assets.

(l)

Impairment of assets (financial and non-financial)

Non-financial
Goodwill and intangible assets that have an indefinite useful life are not amortised but are tested annually for impairment in accordance
with AASB 136. Other assets are tested for impairment whenever events or circumstances arise that indicate that the carrying amount
of the asset may be impaired. An impairment loss is recognised where the carrying amount of the asset exceeds its recoverable amount.
The recoverable amount of an asset is defined as the higher of its fair value less costs of disposal and value in use.

Financial
Financial assets are tested for impairment at each financial year end.

(m) Employee benefits

A provision is made for the Group’s liability for employee benefits arising from services rendered by employees to balance date. These
benefits include wages and salaries, annual leave and long service leave. Sick leave is non-vesting and has not been provided for.

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

1. Significant accounting policies (continued)

(n) Provisions

A provision is recognised in the statement of financial position when the Group has a present legal or constructive obligation as a result
of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation.

Make good
Provision for make good in respect of leased properties is recognised where appropriate based on the estimated cost to be incurred to
restore premises to the required condition under the relevant lease agreements.

(o) Trade and other payables

Trade and other payables are stated at amortised cost.

(p) Revenue and other income

Revenue is recognised when control of a good or service transfers to a customer. Determining the timing of the transfer of control – at
a point in time or over time - requires judgement.

Sale of goods – revenue recognised at a point in time
Revenue from the sale of goods that are not subject to contract manufacturing arrangements is measured at the fair value of the
consideration received or receivable, net of returns, rebates and goods and services tax payable to the taxation authority.

Revenue is recognised when a customer obtains control of the promised goods and the Group has satisfied its performance obligation
in relation to the promised goods. In determining when control of promised goods passes to the customer, the Group considers the
transfer of significant risk and rewards of ownership of the goods to the customer. The timing of the transfer of risk and reward to the
customers for the sale of goods occurs either:

• When the goods are despatched or delivered in line with the Incoterms as detailed in the relevant contract of sale or purchase
order for the goods. The Group sells a significant proportion of its products on Free-In-Store/ Delivered at Place Incoterms.
This means the Groups control of the goods passes when the product is delivered to the agreed destination.

• When they are made available to the customer and ownership transfers prior to despatch as detailed in the relevant contract

of sale or purchase order for the goods.

• On notification (following stocktake) that the product has been used when the goods are consignment products located at

customers’ premises.

Where cash consideration has been received but the revenue recognition criteria has not been met, such amounts have been recorded
on the consolidated statement of financial position as a contract liability.

Sale of goods – contract manufacturing and supply revenue recognised over time
The Group has determined that for bundled contract manufacturing comprising design, build, install and service elements, the customer
controls the goods once the goods are finished and installed on premises in accordance with the relevant contract. This is because
under the contract, goods are manufactured to a customer’s specification, and if a firm order that is placed by the customer in
accordance with the agreement is terminated, the Group is entitled to a reimbursement of the costs incurred in manufacturing the
goods, including a reasonable margin. Therefore, revenue for the agreements and the associated costs are recognised over time. That
is, before the goods are delivered to the customer’ premises. Invoices issued according to contractual terms and amounts not yet
invoiced are presented as contract assets.

(q) Leases

Leases in which the Group is a lessee
The Group recognises all lease liabilities and corresponding right-of-use assets, with the exception of short-term (12 months or fewer)
and low value leases, on the balance sheet.

Lease liabilities are initially measured at the net present value of future lease payments and extension options expected to be exercised.
Variable lease payments not dependent on an index or rate are excluded from the calculation of lease liabilities. Payments are
discounted at the incremental borrowing rate of the lessee. Non-lease components are excluded from the projection of future lease
payments and recorded separately within operating costs on a straight-line basis.

The right-of-use asset, resulting from a lease arrangement, at initial recognition reflects the lease liability, initial direct costs and any
lease payments made before the commencement date of the lease less any lease incentives and, where applicable, provision for
dismantling and restoration.

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

1. Significant accounting policies (continued)

(q) Leases (continued)

The Group recognises depreciation of right-of-use assets and interest on lease liabilities in the income statement over the lease term.
Repayments of lease liabilities are separated into a principal portion (presented within financing activities) and interest portion (which
the Group presents in operating activities) in the cash flow statement.

Leases in which the Group is a lessor

The Group sub-leases some of its properties. The Group has applied the guidance set out in AASB 16 to classify these as either a
finance lease or operating lease.

Operating leases
Rental income is recognised in the statement of profit or loss as other income.

Finance leases
The Group recognises an investment in sub-lease in the statement of financial position. Rental income is recognised in the statement
of profit or loss as interest income. Finance sub-leases are classified with reference to the right-of-use asset arising from the head
lease.

(r) Finance income and finance costs

Finance income comprises interest income on funds invested. Interest income is recognised as it accrues in profit or loss, using the
effective interest method.

Finance costs comprise interest expense on borrowings and finance leases.

Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognised in
profit or loss using the effective interest method.

Foreign currency gains and losses on financial assets and financial liabilities are reported on a net basis as either finance income or
finance cost depending on whether foreign currency movements are in a net gain or net loss position.

(s)

Income tax

Income tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognised in the statement of profit or
loss except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the
balance sheet date, and any adjustment to tax payable in respect of previous years.

Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the carrying amounts of
assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary differences
are not provided for: initial recognition of goodwill, the initial recognition of assets or liabilities that affect neither accounting nor taxable
profit, and differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future.
The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and
liabilities, using tax rates enacted or substantively enacted at the balance sheet date.

Deferred tax assets are recognised for unused tax losses, unused tax credits and deductible temporary differences only to the extent
that it is probable that future taxable profits will be available against which they can be used. Future taxable profits are determined
based on the reversal of relevant taxable temporary differences. If the amount of taxable temporary differences is insufficient to
recognise a deferred tax asset in full, then future taxable profits, adjusted for reversals of existing temporary differences, are considered,
based on the business plans for the Group.

Additional income taxes that arise from the distribution of dividends are recognised at the same time as the liability to pay the related
dividend.

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

1. Significant accounting policies (continued)

(s)

Income tax (continued)

Tax consolidation

The Company and its wholly owned Australian resident entities have formed a tax consolidated group with effect from 1 November
2002 and are therefore taxed as a single entity from that date. The head entity within the tax consolidated group is Coventry Group
Ltd.

Current tax expense/income, deferred tax liabilities and deferred tax assets arising from temporary differences of the members of the
tax consolidated group are recognised in the separate financial statements of the members of the tax consolidated group using the
‘separate taxpayer within group’ approach by reference to the carrying amounts of assets and liabilities in the separate financial
statements of each entity and the tax values applying under tax consolidation.

Any current tax liabilities (or assets) and deferred tax assets arising from unused tax losses of the controlled entities is assumed by the
head entity in the tax consolidated group and recognised by the Company as an equity contribution or distribution.
The Company recognises deferred tax assets arising from unused tax losses of the tax consolidated group to the extent that it is
probable that future taxable profits of the tax consolidated group will be available against which the asset can be utilised.

Any subsequent period adjustments to deferred tax assets arising from unused tax losses as a result of revised assessments of the
probability of recoverability is recognised by the head entity only.

(t) Goods and services tax

Revenue, expenses and assets are recognised net of the amount of goods and services tax (“GST”), except where the amount of GST
incurred is not recoverable from the taxation authority. In these circumstances, the GST is recognised as part of the cost of acquisition
of the asset or as part of the expense.

Receivables and payables in the statement of financial position are stated with the amount of GST included. Cash flows are included
in the statement of cash flows on a gross basis.

(u) Accounting estimates and judgements

In preparing these consolidated financial statements, management has made judgements, estimates and assumptions that affect the
application of the Group's accounting policies and the reported amounts of assets, liabilities, income and expense. The estimates and
associated assumptions are based on historical experience and on other factors it believes to be reasonable under the circumstances,
the results of which form the basis of the reported amounts that are not readily apparent from other sources. Actual results may differ
from these estimates under different assumptions and conditions.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised prospectively.

In particular, information about significant areas of estimation uncertainty and critical judgements in applying accounting policies that
have the most significant effect on the amounts recognised in the financial statements are:

•

•
•
•
•
•
•
•

estimation of current tax payable, current tax expense and recovery of deferred tax assets based on forecasted taxable profit
– note 1(s) and note 7
estimated useful life of intangible assets – note 1(j)
estimated impairment of non-financial assets and measurement of the recoverable amount of cash generating units – note 16
estimation of valuation of inventories – note 1(g)
valuation of trade receivables – note 1 (k) and note 22
estimation of lease term under AASB16 – note 1 (q)
estimation of fair value of assets acquired in Business Combinations – note 3
estimation of share-based payment arrangements – note 20

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

2. Segment information

(a) Description of segments

The Group has reportable segments as described below. For each of the strategic operating segments, the CEO reviews internal
management accounts on a monthly basis. The following summary describes the operations of each of the Group’s reportable
operating segments:

Trade
Distribution

Includes the importation, distribution and marketing of industrial fasteners, industrial hardware supplies and
associated products and cabinet making hardware.

Fluid Systems

Includes the design, manufacture, distribution, installation and maintenance of lubrication and hydraulic fluid
systems and hoses.

(b) Segment information

Information regarding the results of each reportable segment is included below.

Information about reportable segments

30 June 2021

Segment revenue
Inter-segment revenue
Revenue from external customers

Timing of revenue recognition at
point in time
over time

Trade
Distribution

Fluid Systems

$’000

Other business
units and
consolidation
adjustments
$’000

170,285
-
170,285

119,027
-
119,027

115,018
4,009
119,027

(60)
-
(60)

Total
reportable
segments

$’000

289,252
-
289,252

285,243
4,009
289,252

Underlying EBITDA

11,737

13,844

(12,224)

13,357

Depreciation and amortisation

677

774

1,344

2,795

Underlying EBIT

11,060

13,070

(13,568)

10,562

Information about reportable segments

Trade
Distribution

Fluid Systems

30 June 2020

Segment revenue
Inter-segment revenue
Revenue from external customers

Timing of revenue recognition at
point in time
over time

Underlying EBITDA

Depreciation and amortisation

Underlying EBIT

$’000

95,942
-
95,942

94,289
1,653
95,942

10,319

659

9,660

$’000

151,292
-
151,292

6,652

614

6,038

Other business

units and
consolidation
adjustments
$’000

(55)
-
(55)

(10,334)

1,338

(11,672)

Total
reportable
segments

$’000

247,179
-
247,179

245,526
1,653
247,179

6,637

2,611

4,026

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

2. Segment information (continued)

i. Segment Revenue
A reconciliation of segment revenue to total revenue from the sale of goods in the Statement of Profit or Loss is provided as follows:

Total segment revenue

Foreign exchange translation variance
Total revenue

2021
$’000
289,252

(730)
288,522

2020
$’000
247,179

388
247,567

ii. Segment Operating Profit/(Loss)
The Coventry Leadership Team (CLT) measures the performance of the Group’s reportable segments based on underlying EBIT
(Earnings Before Interest and Tax). This non-IFRS measurement basis excludes the effects of interest on external borrowings,
income tax expense, leases and significant items. A reconciliation of underlying EBIT to operating profit/(loss) in the Statement of
Profit or Loss is provided as follows:

Total segment Underlying EBIT

Foreign exchange translation variance
Impairment and significant items
Net financing expense, excluding interest on lease liabilities (AASB16)
Income tax benefit/(expense)
Reversal of amortisation associated with change in accounting policy
Impact of AASB16
Depreciation of Right-of-use Assets
Net Interest on lease liabilities and sub-lease investment
Reversal of net rent and lease payments and receivables
Income tax benefit
Foreign Exchange translation
Total operating profit/(loss)

Note

6
7

2021
$’000
10,562

(38)
(2,344)
(2,089)
2,669
289

(9,315)
(3,739)
10,478
773
-
7,246

2020
$’000
4,026

45
(19,954)
(966)
18,302
(1,780)

(9,357)
(3,824)
12,991
53
9
(455)

(d) Geographic information

Revenue based on the geographic location of customers were Australia $249,027,000 (2020: $213,896,000) and New Zealand
$39,495,000 (2020: $33,671,000).

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

3. Business Combinations

(a) H.I.S. Hose

On the 1 December 2020, the Group acquired the business and certain assets and liabilities of H.I.S Hose Pty Ltd, a Victorian based
supplier of industrial hose, fittings, flexible ducting and associated equipment including pneumatic and hydraulic components.

Details of the purchase consideration, the net assets acquired and goodwill are as follows:

Purchase consideration
Cash paid
Total purchase consideration

The provisional fair value of the identifiable assets and liabilities recognised at acquisition date are as follows:

Inventories
Other current assets
Property, plant and equipment (note 13)
Net deferred tax assets
Right-of-use assets (note 14)
Employee benefits
Lease liabilities
Net identifiable assets acquired (ii)

Add: Goodwill on acquisition (note 15) (iii)
Purchase consideration

(i) Related costs

$’000

4,641
4,641

Provisional
fair value
$’000

2,121
13
321
214
1,124
(713)
(1,124)
1,956

2,685
4,641

A total of $160,000 in transaction costs were incurred during the acquisition process. $152,000 was incurred during the previous
financial year, with $8,000 of transaction costs being expensed through the current period consolidated statement of profit or loss.

(ii) Provisional assessment

The net assets recognised in the financial statements are based on a provisional assessment of fair value at reporting date.

(iii) Goodwill

The goodwill is attributable to H.I.S Hose’s strategic compliment to the Fluid Systems segment along with historic strong profit
performance. This acquisition offers tangible synergies that will benefit the Group’s Fluid Systems business including procurement cost
savings and knowledge transfer and provides further diversification into non-mining markets and expanded geographical coverage in
Victoria. Refer to note 15 for changes in goodwill as a result of the acquisition.

(b) Fluid Power Services

On 30 April 2021, the Group acquired the acquired the business and certain assets and liabilities of Fluid Power Services Pty Ltd (FPS),
a leading provider of specialised hydraulic products and engineering solutions in Tasmania.

Details of the purchase consideration, the net assets acquired and goodwill are as follows:

Purchase consideration
Cash paid
Cash payable – claims retention
Total purchase consideration

$’000

1,646
200
1,846

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

3. Business combinations (continued)

(b) Fluid Power Services (continued)

The provisional fair value of the identifiable assets and liabilities recognised at acquisition date are as follows:

Inventories
Property, plant and equipment (note 13)
Net deferred tax assets
Right-of-use assets (note 14)
Employee benefits
Lease liabilities
Net identifiable assets acquired (ii)

Add: Goodwill on acquisition (note 15) (iii)
Purchase consideration

(i) Related costs

Provisional
fair value
$’000

594
69
20
295
(67)
(295)
616

1,230
1,846

A total of $45,000 in transaction costs were incurred during the acquisition process and expensed through the consolidated statement
of profit or loss.

(ii) Provisional assessment

The net assets recognised in the financial statements are based on a provisional assessment of fair value at reporting date.

(iii) Goodwill

The goodwill is attributable to FPS’ strategic compliment to the Fluid Systems segment along with sales and earnings growth over an
extended period. This acquisition offers tangible synergies that will benefit the Group’s Fluid Systems business including growth
opportunities, procurement savings and knowledge transfer. The acquisition provides further diversification into non-mining markets
and geographical coverage in Tasmania. Refer to note 15 for changes in goodwill as a result of the acquisition.

(c) Revenue and profit contribution
The acquisition of H.I.S Hose contributed revenues of $6,323,000 and net profit of $391,400 to the Group for the period from 1
December 2020 to 30 June 2021 (seven months trading). The acquisition of FPS contributed revenues of $1,063,000 and net profit of
$292,000 to the Group for the period from 30 April 2021 to 30 June 2021 (two months trading).
If both acquisitions had occurred on 1 July 2020, the Group consolidated revenue and consolidated profit after tax for the year ended
30 June 2021 would have been $296,925,000 and $8,447,000 respectively.

Auditor's remuneration

Audit services
Auditors of the Group
KPMG Australia:
Engagement of audit and review of financial reports
Prior year additional charges and out of scope audit services

Other services
Auditors of the Group
KPMG Australia:
Transaction services
KPMG New Zealand:
Tax services

2021
$

2020
$

260,000
30,000

290,000

250,000
23,000

273,000

10,000

130,203

7,688

17,688

7,210

137,413

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

Employment costs

Wages and salaries
Liability for annual leave and long service leave
Contributions to superannuation funds
Payroll taxes
Other associated personnel expenses

Finance income and finance expenses

Interest income from other entities
Net foreign exchange gain/(loss)

Financial income

Interest expense
Interest expense on lease liabilities
Net foreign exchange gain/(loss)

Financial expenses

Net financial expense

Taxes

Current tax expense/(benefit)
Current year
Under provision / (over provision) prior year
Tax recognised in the profit or loss

Deferred tax expense
Recognition of previously unrecognised Deferred Tax Assets (DTA)
Origination and reversal of temporary differences
Total deferred tax expense/(benefit)

2021
$’000
50,557
4,417
4,686
2,881
1,489

64,030

2021
$’000
281
-

281

(1,359)
(3,980)
(769)

(6,108)

(5,827)

2021
$’000

2,530
-
2,530

(5,039)
(933)
(5,972)

2020
$’000
45,524
4,215
4,175
2,658
1,179

57,751

2020
$’000
235
338

573

(1,315)
(4,017)
-

(5,332)

(4,759)

2020
$’000

260
(534)
(274)

(13,112)
(4,969)
(18,081)

Total income tax expense/(benefit)

(3,442)

(18,355)

Reconciliation of effective tax rate

Profit/(Loss) from operations for the period
Total income tax loss/(benefit)
Profit/(loss) before income tax

Income tax using the Company’s domestic tax rate of 30%
Revenue tax losses (recognised)/not recognised
Non-deductible expenditure
Recognition of previously unrecognised DTA
Effect of lower tax rate applicable to foreign controlled entity

7,246

(3,442)
3,804

1,141
-
460
(5,039)
(4)
(3,442)

(455)

(18,081)
(18,536)

(5,561)
332
6
(13,112)
(20)
(18,355)

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

Taxes (continued)

Recognised deferred tax assets and liabilities
Deferred tax assets and liabilities are attributable to the following:

Trade and other receivables
Inventories
Property, plant and equipment
Right-of-use assets
Intangible assets
Employee benefits
Trade and other payables
Provisions
Lease liability
Other items
Tax losses carried forward
Tax assets/(liabilities)
Set off of deferred tax liability
Net deferred tax asset

Assets
2021
$’000
103
1,505
2,360
-
-
2,146
943
144
16,972
347
16,424
40,944
(17,166)
23,778

2020
$’000
97
2,917
2,360
-
-
1,858
565
836
14,712
-
13,646
36,991
(17,446)
19,545

Liabilities

Net

2021
$’000
(2)
-
-
(12,323)
(4,816)
-
(25)
-
-
-
-
(17,166)
17,166
-

2020
$’000
-
-
-
(12,447)
(4,999)
-
-
-
-
-
-
(17,446)
17,446
-

2021
$’000
101
1,505
2,360
(12,323)
(4,816)
2,146
918
144
16,972
347
16,424
23,778
-
23,778

2020
$’000
97
2,917
2,360
(12,447)
(4,999)
1,858
565
836
14,712
-
13,646
19,545
-
19,545

Within the Group Australian operations there are unutilised carried forward tax losses of $77,302,653 (2020: $75,549,267). During the
financial year, the Group recognised $5,039,398 (2020: $13,111,836) deferred tax asset against these carried forward tax losses, for
a cumulative total of $18,151,234. The Group has determined it is probable that future taxable profits would be available for use against
tax losses.

Earnings per share

Weighted average of shares in year used in basic earnings per share (number)
Weighted average of dilutive rights outstanding
Weighted average of shares in year used in calculating dilutive earnings per share

Earnings used in basic and diluted earnings per share calculation ($)
Earnings/(loss) per share (cents)
Diluted earnings/(loss) per share (cents)

Cash and cash equivalents

Cash on hand
Bank balances
Cash and cash equivalents

2021
89,960,819
1,732,978
91,693,797

7,246,280
8.1 cents
7.9 cents

2021
$’000

4
8,217
8,221

2020
89,781,624
1,382,786
91,164,410

(455,195)
(0.5) cents
(0.5) cents

2020
$’000

4
7,538
7,542

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

Trade and other receivables

10.
Current
Trade receivables
Loss allowance (note 22(a))

Net investment in sub-lease

Other receivables
Prepayments

Non-current
Net investment in sub-lease

2021
$’000
43,565
(291)
43,274
190
43,464

3,958
3,481
7,439

1,817

2020
$’000
33,539
(326)
33,213
336
33,549

2,133
3,421
5,554

1,828

Total trade and other receivables

52,720

40,931

During the year the Group recognised interest income of $240,000 on sub-lease receivables.

Information about the Group’s exposure to credit risk, foreign currency risk and interest rate risk is disclosed in note 22.

11.

Inventories

Finished goods
Provision for obsolescence
Net Inventory balance

12.

Parent entity disclosures

2021
$’000
68,971
(5,058)
63,913

2020
$’000
58,882
(5,322)
53,560

As at, and throughout, the financial year ending 30 June 2021 the parent company of the Group was Coventry Group Ltd.

Results of the parent entity

Profit/(loss) for the period
Other comprehensive income/(loss)
Total comprehensive income/(loss) for the period after tax

Financial position of parent entity at year end
Current assets
Total assets

Current liabilities
Total liabilities

Total equity of the parent entity comprising of:

Issued capital
Reserves
Accumulated losses
Total equity

Company
2021
$’000
(459)
25
(434)

87,767
230,147

92,915
121,596

149,773
1,652
(42,874)
108,551

2020
$’000
(6,660)
(119)
(6,779)

67,614
203,988

58,262
96,809

149,617
(23)
(42,415)
107,179

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

13. Property, plant and equipment

Cost at 1 July 2020
Accumulated Depreciation at 1 July 2020
Carrying amounts at 1 July 2020
Additions
Additions through business combinations (note 3)
Depreciation charge for the year
Disposals
Effect of movements in foreign exchange
Carrying amounts at 30 June 2021

Cost at 1 July 2019
Accumulated Depreciation at 1 July 2019
Carrying amounts at 1 July 2019
Additions
Depreciation charge for the year
Disposals
Effect of movements in foreign exchange
Carrying amounts at 30 June 2020

14. Right-of-use assets

Carrying amounts at 1 July 2020
Additions
Acquisitions through business combinations (note 3)
Terminations
Lease reassessments
Depreciation for the period
Effect of movements in foreign exchange

Carrying amount at 30 June 2021

Property

Vehicles

$’000

35,591
5,297
1,419
-
3,171
(7,298)
(21)

38,159

4,244
942
-
(16)
139
(2,017)
(2)

3,290

Property

Vehicles

$’000

Carrying amounts at 30 June 2019
Recognition of right-of-use asset on initial application of AASB16
Adjusted carrying amount at 1 July 2019

Additions
Terminations
Impairment
Depreciation for the period
Effect of movements in foreign exchange

Carrying amount at 30 June 2020

-
50,125
50,125

5,387
(1,517)
(11,075)
(7,318)
(11)

35,591

Plant and
equipment
$’000
46,517
(39,740)
6,777
3,519
390
(1,454)
(49)
(3)
9,180

44,083
(38,219)
5,864
2,490
(1,521)
(57)
1
6,777

Total

$’000

39,835
6,239
1,419
(16)
3,310
(9,315)
(23)

41,449

Total

$’000

-
54,990
54,990

7,053
(1,762)
(11,075)
(9,357)
(14)

-
4,865
4,865

1,666
(245)
-
(2,039)
(3)

4,244

39,835

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

15.

Intangible assets

Carrying amounts at 1 July 2020, as previously
reported
Impact of restatement

Restated balance at 1 July 2020

Additions

Amortisation for the year

Carrying amounts at 30 June 2021

Carrying amounts at 1 July 2019

Additions

Amortisation for the year

Carrying amounts at 30 June 2020

16. Impairment of non-financial assets

Note

Goodwill

$’000

Brand
name
$’000

Customer
relationships
$’000

Computer
software
$’000

Total

$’000

26,395

11,376

5,289

4,842

47,902

(1,780)

26,395

11,376

5,289

3,062

46,122

3,915

30,310

11,376

(610)

4,679

224

(440)

2,846

4,139

(1,050)

49,211

26,395

11,376

5,899

2,892

46,562

26,395

11,376

(610)

5,289

651

(481)

3,062

651

(1,091)

46,122

For the purpose of impairment testing, goodwill and indefinite life intangible assets are allocated to the Group's operating divisions. The
aggregate carrying amounts of goodwill and indefinite life intangible assets allocated to each CGU are as follows.

Fluid Systems
Trade Distribution

2021
$’000
15,433
26,253
41,686

2020
$’000
11,518
26,253
37,771

The key assumptions used in the value in use calculations include projected sales growth, projected gross margins, terminal value,
improvements in working capital and the discount rate. These assumptions are based on historical experience and projected
performance. Budget and forecast calculations generally cover a period of five years. A long-term growth rate is determined and applied
to project future cash flows after the fifth year.

For the year ended 30 June 2021, the Group's value in use model showed the recoverable amount exceeded the carrying amount of
both the Trade Distribution and Fluid Systems CGUs.

The values assigned to the key assumptions were:
Fluid Systems
• Sales growth at 5.24% for FY22, 7.89% for FY23 and 8.0% thereafter
•
Terminal growth 2.5%
• Post-tax WACC of 10.69%

Trade Distribution
• Sales growth at 5.51% for FY22, 9.37% for FY23, 10.69% for FY24, 11.86% for FY25 and 8.98% for FY26
•
Terminal growth 2.5%
• Post-tax WACC of 10.69%

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

17.

Trade and other payables

Trade payables
Non trade payables and accrued expenses
Total trade and other payables

Current
Non-current
Total trade and other payables

2021
$’000
40,766
8,691
49,457

49,117
340
49,457

The Group's exposure to currency and liquidity risk related to trade and other payables is disclosed in Note 22.

18.

Interest-bearing loans and borrowings

Current
Borrowing facility
Debtor Financing Facility
Total interest-bearing loans and borrowings

2021
$’000

24,500
-
24,500

2020
$’000
31,338
9,686
41,024

40,846
178
41,024

2020
$’000

-
10,869
10,869

In March 2021 the Group entered into a new 3-year financing arrangement with the National Australia Bank (NAB). Information
regarding the new facility has been disclosed in note 22.

Net debt reconciliation

Analysis of changes in net debt
Opening balance at the beginning
of the financial year
Foreign exchange adjustment
Cash movements excluding
exchange movements
Closing balance

2021

Financing
liabilities

Other assets

2020

Financing
liabilities

Other assets

Borrowings

Cash

Net debt

Borrowings

Cash

Net debt

$’000

(10,869)
-

(13,631)
(24,500)

7,542
(3)

682
8,221

(3,327)
(3)

(12,949)
(16,279)

(9,411)
-

(1,458)
(10,869)

5,314
9

2,219
7,542

(4,097)
9

761
(3,327)

Non-cash investing and financing activities
There were no non-cash investing and financing activities.

Details about the Group’s financing facilities, exposure to interest rate, foreign currency and liquidity risks is provided in note 22.

19. Provisions

Non-current
Balance at 1 July 2020
Provisions increased/(decreased)
Provisions used
Balance at 30 June 2021

20. Share-based payments

Make good
$’000

Warranties
$’000

3,125
378
(222)
3,281

-
490
-
490

Total
$’000

3,125
868
(222)
3,771

Executive and Director Incentive Plan
An Executive and Director Incentive Plan was re-approved by shareholders in 2020. The Plan governs the future granting of
performance rights and issue of shares based on annual Company performance. Vesting of performance rights may vary subject to the
extent performance hurdles have been met and the exercise of Board discretion. On vesting, the performance rights entitle the recipient
to receive fully paid shares in the Company.

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

20. Share-based payments (continued)

The following share-based payments existed at 30 June 2021:

Outstanding at the beginning of the year

Granted

Forfeited

Exercised

Lapsed

30 June 2021

30 June 2020

Number of
performance
rights
1,262,406

1,424,504

(751,432)

(202,500)

Weighted
average fair
value

Number of
performance
rights

Weighted
average fair
value

$1.2558

$0.9500

$1.3000

$1.1622

489,292

1,164,237

(281,847)

(109,276)

$1.0109

$1.3000

$1.0109

Outstanding at the end of the year

1,732,978

$0.9962

1,262,406

$1.2558

Exercisable at the end of the year

Total expenses arising from share-based payment transactions during the year were as follows:

•
•

$826,989 relating to FY21 recognised in Employment costs
$618,921 relating to FY19 and FY20 recognised in Significant items

21. Capital and reserves

Share capital

On issue at 1 July
Conversion of performance rights
On issue at 30 June

Ordinary shares
2021
‘000
89,809
203
90,012

Ordinary shares

2020
‘000
89,700
109
89,809

Ordinary shares
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at
meetings of the Company. All shares rank equally with regard to the Company’s residual assets.

Nature and purpose of reserves

Translation reserve
The translation reserve comprises all foreign exchange differences arising from the translation of the financial statements of foreign
operations where their functional currency is different to the functional currency of the reporting entity, as well as from the translation
of liabilities that hedge the Company’s net investment in a foreign subsidiary.

Share based payments reserve
The share-based payment reserve comprises the fair value of shares and options that are yet to vest under share-based payment
arrangements.

Hedge reserve
The hedging reserve comprises the effective portion of the cumulative net change in the fair value of hedging instruments used in cash
flow hedges pending subsequent recognition in profit or loss as the hedged cash flows affect profit or loss.

Profit reserve
The profit reserve comprises retained profits since the beginning of the 2021 financial year.

Dividends
The Board has declared a final dividend of 3 cents per share, fully franked, in relation to the year ended 30 June 2021. The Company
has updated and reinstated its Dividend Reinvestment Plan to enable eligible shareholders to reinvest their dividend in additional shares
in the Company.

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

21. Capital and reserves (continued)

No dividends were declared or paid for the year ended 30 June 2020.

Dividend franking account
30 per cent franking credits available to shareholders of the Company for subsequent
financial years

22. Financial risk management

The Group has exposure to the following risks from their use of financial instruments:

Credit risk
Liquidity risk

•
•
• Market risk

Company
2021
$’000

2020
$’000

11,069

The Board of Directors has overall responsibility for the establishment and oversight of the risk management framework.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value
hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

-
-

Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities
Level 2 – Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e.
as prices) or indirectly (i.e. derived from prices).
Level 3 – Inputs for the asset or liability that are not based on observable market data (unobservable inputs)

The Group has not disclosed the fair values of the Level 1 financial instruments detailed below including cash and cash equivalents,
short term trade receivables and payables, borrowing facility and lease liabilities because their carrying amounts are a reasonable
approximation of fair value.

(a) Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual
obligations and arises principally from the Group’s cash and cash equivalents and receivables from customers.

Exposure to credit risk
The carrying amount of the Group’s financial assets represents the maximum credit exposure. The maximum exposure to credit risk
at the reporting date was:

Cash and cash equivalents
Trade and other receivables

Note

Carrying amount

9
10

2021
$’000
8,221
45,281
53,502

2020
$’000
7,542
35,346
42,888

Trade and other receivables
The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. The demographics of the
Group’s customer base, including the default risk of the industry and country in which customers operate, has less of an influence on
credit risk. The Group has no significant concentration of customer base.

Management has established a credit policy under which each new customer is analysed individually for creditworthiness before the
Group’s standard payment and delivery terms and conditions are offered.

Goods are sold subject to retention of title clauses, so that in the event of non-payment the Group may have a secured claim. The
Group's terms and conditions of trade have been amended to incorporate the Personal Property Security legislation. The Group does
not normally require collateral in respect of trade and other receivables.

The Group’s maximum exposure to credit risk for trade receivables at the reporting date by geographic region was Australia
$40,247,505 (2020: $31,064,000) and New Zealand $5,033,345 (2020: $4,282,000).

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

22. Financial risk management (continued)

(a) Credit risk (continued)

Cash at bank and short- or long-term deposits are held with Australian and New Zealand banks with acceptable credit ratings.

Impairment of Trade Receivables
The Group applies the AASB 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance
for all trade receivables.

To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics, days past
due and historic credit loss data.

The loss allowance as at 30 June 2021 was determined as follows for trade receivables:

30 June 2021
Australia
Expected loss rate (%)
Gross carrying amount ($’000) / balance outstanding as
reporting date
Loss allowance ($’000)
New Zealand
Expected loss rate (%)
Gross carrying amount ($’000) / balance outstanding at
reporting date
Loss allowance ($’000)

30 June 2020
Australia
Expected loss rate (%)
Gross carrying amount ($’000) / balance outstanding as
reporting date
Loss allowance ($’000)
New Zealand
Expected loss rate (%)
Gross carrying amount ($’000) / balance outstanding at
reporting date
Loss allowance ($’000)

Current More than 30
days past due

More than 60
days past due

More than
120 days
past due

Total

0.0%

36,363
-

0.0%

4,949
-

0.1%

1,279
1

0.1%

29
-

1.7%

65.8%

491
8

336
221

38,469
230

2.0%

76.6%

39
1

79
60

5,096
61

Current More than 30
days past due

More than 60
days past due

More than
120 days
past due

Total

0.0%

26,993
-

0.0%

3,849
-

0.1%

1,085
1

0.1%

16
-

0.9%

33.4%

651
6

767
255

29,496
262

1.1%

44.0%

33
-

145
64

4,043
64

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

22. Financial risk management (continued)

(b) Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s approach to
managing liquidity is to ensure that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed
conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. The Group maintains a $45 million
Borrowing Base facility on which interest is payable at prevailing market rates.

Maturities of financial liabilities

The following are the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of
netting agreements:

Non derivative financial liabilities
Trade and other payables
Borrowing facility
Lease liability

Carrying
amount
$’000

Contractual
cash flow
$’000

49,457
24,500
53,994
127,951

(49,457)
(24,500)
(71,929)
(145,886)

2021
6 mths
or less
$’000

(49,117)
(24,500)
(6,412)
(80,029)

6-12 mths

$’000

-
-
(6,137)
(6,137)

1-2 years More than 2
years
$’000

$’000

(340)
-
(10,900)
(11,240)

-
-
(48,480)
(48,480)

The outflows associated with forward contracts used for hedging are US$5.2 million (A$6.9 million), 2020: US$5.4 million (A$7.9 million)
and will have been made within 11 months or less.

Non derivative financial liabilities
Trade and other payables
Debtor financing facility
Lease liability

Carrying
amount
$’000

Contractual
cash flow
$’000

2020
6 mths
or less
$’000

6-12 mths

$’000

1-2 years More than 2
years
$’000

$’000

40,846
10,869
52,287
104,002

(40,846)
(10,869)
(52,287)
(104,002)

(40,846)
(10,869)
(1,097)
(52,812)

-
-
(12,948)
(12,948)

-
-
(2,793)
(2,793)

-
-
(35,449)
(35,449)

In March 2021 the Group entered into a new 3-year financing arrangement with the National Australia Bank (NAB). This replaced the
previous $40 million securitised trade receivables facility with Scottish Pacific. The overall facility is secured by General Security
Deeds with Australian and New Zealand entities as well as Rights of Entry to eligible inventory locations.

Borrowing Base facility
The Group has a $45.0 million Borrowing Base facility against eligible inventory and debtors with a current expiry of March 2024. The
facility is subject to a floating interest on funds drawn. The facility limit is scalable for future growth

Guarantee facility
In addition to the borrowing facilities above, the Group has a $5.0 million Standby Letter of Credit to provide security for Transactional
Banking, Bank Guarantees, FX and other transactional facilities up to the limit specified in each individual guarantee.

ANZ Facilities
The Group maintains a small residual intraday facility with ANZ which will be closed upon full transition of transactional banking to the
NAB.

Interest rate risk
At the reporting date the interest rate profile of the Group’s interest-bearing financial instruments was:

Variable rate financial assets

Carrying amount

2021
$’000
8,217

2020
$’000
7,538

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

22. Financial risk management (continued)

(b) Liquidity risk (continued)

Fair value sensitivity analysis for fixed rate instruments
The Group does not account for any material fixed rate financial assets and liabilities at fair value through profit or loss, and the Group
does not designate derivatives (interest rate swaps) as hedging instruments under a fair value hedge accounting model. Therefore, a
change in interest rates at the reporting date would not affect profit or loss.

Cash flow sensitivity analysis for variable rate instruments
The impact of a change of 100 basis points in interest rates at the reporting date is immaterial.

Fair values
The fair values of financial assets and financial liabilities of the Group approximate their carrying amounts in the statement of financial
position.

Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates will affect the Group’s income
or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk
exposures within acceptable parameters, while optimising the return.

Currency risk
The Group is exposed to foreign currency risk on purchases that are denominated in a currency other than the Australian dollar. The
currencies giving rise to this risk are primarily US dollars and Euros. The Group adopts a policy of obtaining, foreign currency forward
contracts to hedge its exposure to USD foreign currency risks.

Capital management
The Group’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future
development of the business. The Group defines capital as cash, banking facilities and equity.

Neither the Company nor any of its subsidiaries are subject to externally imposed capital requirements.

23. Operating leases

Leases as lessee

Non-cancellable operating lease rentals are payable as follows:
Less than one year
Between one and five years
More than five years

2021
$’000
52
-
-
52

2020
$’000
289
-
-
289

The Group leases various premises, plant and equipment and motor vehicles under operating leases. The leases run for 12 months or
less. Lease payments are reviewed periodically to reflect market rentals. None of the leases include contingent rentals.

During the financial year ended 30 June 2021 the Group recognised $215,000 (2020: $696,000) as an expense in the statement of
profit or loss in respect of operating leases.

Leases as lessor
At the end of the reporting period, the future minimum lease payments under non-cancellable leases are receivable as follows.

Less than one year
Between one and five years
More than five years

2021
$’000
976
412
316

1,704

2020
$’000
519
93
-

612

The Group subleases a property under an operating lease. The lease runs to September 2021.

During the financial year ended 30 June 2021, the Group recognised $729,000 (2020: $990,000) as income in the statement of profit
or loss.

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

24.

Controlled entities

COV Holdings (Aust) Pty Ltd
Coventry Group (NZ) Limited
COV Holdings (NZ) Pty Ltd (i)
Nubco Proprietary Limited

Country of
Incorporation

Australia
New Zealand
New Zealand
Australia

Ownership interest

2021
%
100
100
100
100

The ultimate parent entity is Coventry Group Ltd.
(i) The company is a 100% controlled entity of COV Holdings (Aust) Pty Ltd and operates in New Zealand.

Note

25. Reconciliation of cash flows from operating activities

Cash flows from operating activities
Profit/(loss) for the period
Adjustments for:
Equity-settled share-based payments
Depreciation and amortisation
Impairment
Other non-cash or non-operating exceptional items
Interest income from other entities
Interest expense
Net (gain) on disposal of property, plant and equipment
Income tax expense/(benefit)
Operating profit/(loss) before changes in working capital
and provisions
Change in trade and other receivables
Change in inventories
Change in trade and other payables
Change in provisions and employee benefits

Interest paid
Income taxes paid
Net cash from / (used in) operating activities

26. Related parties

Transactions with key management personnel
Key management personnel compensation
Key management personnel compensation comprised the following:

Short-term employee benefits
Post-employment benefits
Other long-term benefits
Termination benefits
Share-based payments

2021
$’000
7,246

1,288
11,819
-
(173)
(281)
5,339
71
(3,442)
21,867

(11,887)
(7,638)
9,597
735
12,674
(5,245)
(470)
6,959

2021
$
1,048,024
71,810
123,696
-
372,587
1,616,117

2020
%
100
100
100
100

2020
$’000
(455)

-
11,969
11,075
(255)
(235)
5,332
(2)
(18,355)
9,074

774
6,326
2,759
265
19,198
(5,332)
(860)
13,006

2020
$
1,027,781
64,936
105,727
-
64,266
1,262,710

Apart from the details disclosed in this note, no director has entered into a material contract with the Group since the end of the previous
financial year and there were no material contracts involving directors’ interests existing at year-end.

Key management personnel transactions
From time to time, key management personnel may purchase goods from companies within the Group on the same terms as apply to
other employees of the Group. The value of these transactions is insignificant.

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

26. Related parties (continued)

Transactions with other related parties
The Group has a related party relationship with its controlled entities (see Note 24). Transactions between the parent entity and its
controlled entities are eliminated on consolidation and are not disclosed.

27.

Impairment and significant items

The following significant costs were incurred in the year ended 30 June 2021.

Impairment and significant items
Share-based payment expense true-up
Borrowing costs
Costs incurred as a result of changes to accounting policy
Impairment and other costs of Redcliffe lease FY21 – FY27
Inventory write-downs
Other

2021
$’000

619
415
507
-
-
803
2,344

2020
$’000

-
-
1,780
12,158
6,434
1,362
21,734

Borrowing costs were incurred in the current financial year relating to refinancing activities during the year.

28.

Events occurring after the reporting period

The Board has declared a final dividend of 3 cents per share, fully franked, in relation to the year ended 30 June 2021.

Other than the matters outlined elsewhere in the Groups financial statements, including pandemic related lockdowns and restrictions
across most Australian and New Zealand jurisdictions, no other matters or circumstances have arisen since the end of the financial
year that have significantly affected, or may significantly affect, the operations, results of operations or state of affairs of the Group in
subsequent accounting periods.

29. Changes to accounting policy

Software-as-a-Service (SaaS) arrangements

The International Financial Reporting Standards Interpretations Committee (IFRIC) has issued two final agenda decisions which impact
SaaS arrangements:
• Customer’s right to receive access to the software hosted on the cloud (March 2019). This decision considers whether a customer

receives a software asset at the contract commencement date or a service over the contract term.

• Configuration or customisation costs in a cloud computing arrangement (April 2021). This decision discusses whether configuration
or customisation expenditure relating to SaaS arrangements can be recognised as an intangible asset and if not, over what time
period the expenditure is expensed.

The Group’s accounting policy has historically been to capitalise all costs related to SaaS arrangements as intangible assets in the
Statement of Financial Position. The adoption of the above agenda decisions has resulted in recognition as an expense in the
Statement of Comprehensive Income, impacting both the current and/ prior periods presented.

The new accounting policy is presented in Note 1(j).

A total of $507,000 was incurred in the consolidated statement of profit or loss in the current period in relation to this change – refer to
Note 27.

Coventry Group Ltd and its controlled entities
Notes to the consolidated financial statements
For the year ended 30 June 2021

29. Changes to accounting policy (continued)

Historical financial information has been restated to account for the impact of the change in accounting policy in relation to SaaS
arrangements, as follows:

Consolidated statement of financial position

30 June 2020
$’000
Deferred tax asset
Intangible assets
Total non-current assets
Total assets
Net assets
Accumulated losses
Total equity

As previously
reported

Adjustments

As restated

19,011
47,902
115,353
215,581
102,120
(42,109)
102,120

534
(1,780)
(1,246)
(1,246)
(1,246)
(1,246)
(1,246)

19,545
46,122
114,107
214,335
100,874
(43,355)
100,874

Consolidated statement of comprehensive income

30 June 2020
$’000
Impairment and significant items
Depreciation and amortisation
Profit/(loss) before financial income and tax
Profit/(loss) before tax
Income tax benefit/(expense)
Profit for year
Total comprehensive income for year
Earnings per share
Basic
Diluted

Consolidated statement of cash flows

As previously
reported

Adjustments

As restated

(19,954)
(11,969)
(12,271)
(17,030)
17,821
791
277

0.9 cents
0.9 cents

(1,780)
-
(1,780)
(1,780)
534
(1,246)
(1,246)

(21,734)
(11,969)
(14,051)
(18,810)
18,355
(455)
(969)

(0.5) cents
(0.5) cents

30 June 2020
$’000
Cash paid to suppliers and employees
Cash from/ (used in) operations
Net cash from operating activities
Acquisition of intangible assets
Net cash from/ (used in) investing activities

As previously
reported

(251,981)
20,978
14,786
(2,431)
(4,627)

Adjustments

As restated

(1,780)
(1,780)
(1,780)
1,780
1,780

(253,761)
19,198
13,006
(651)
(2,847)

Coventry Group Ltd
Directors’ Report
For the year ended 30 June 2021

The directors present their report together with the consolidated financial report of the Group comprising Coventry Group Ltd (the
“Company”) and its controlled entities For the year ended 30 June 2021.

Contents of Directors' Report

1. Directors

2. Principal activities

3. Consolidated results

4. Dividends

5. Review of operations and results

6. Earnings per share

7. Significant change in the company's affairs

8. Events subsequent to reporting date

9. Likely developments

10. Remuneration report - audited

10.1 Key Management Personnel (KMPs)

10.2 Principles used to determine the nature and amount of compensation

10.3 Details of compensation

10.4 Service contracts

10.5 Director share movement

11. Environmental regulation

12.

Insurance of officers

13. Corporate governance

14. Non-audit services

15. Lead auditor's independence declaration

16. Company secretary

17. Rounding off

Directors' Declaration

Lead Auditor’s Declaration under S307C of the Corporations Act 2001

Independent Auditor’s Report

Shareholder Information

Corporate Directory

Page

Coventry Group Ltd
Directors’ Report
For the year ended 30 June 2021

1. Directors
Information on Directors
The directors of the Company at any time during or since the end of the financial year and up to the date of this report are:
Experience and other directorships
Name, qualifications, independence
status and special responsibilities

Neil George Cathie
FCPA, GAICD, FCIS
Independent Non-Executive Chairman
Chairman of Remuneration Committee
Member Audit and Risk committee

Mr Cathie was appointed as a director of the Company in September 2014 and as
Chairman in January 2015. He has extensive experience in very relevant areas including
having a 27 year career at Australia’s largest and most successful plumbing and
bathroom distributor, ASX listed Reece Limited, during which time he served as its Chief
Financial Officer, Company Secretary and General Manager, Finance and IT.

Mr Cathie is a Non-executive Director of Experience Co. Limited (since 2019) and was a
Non-executive Director of Millennium Services Group Limited from 16 October 2018 to 7
March 2019. He is also an independent advisor and Chair at Middendorp Electric and
independent advisor at Bowens Timber & Hardware.

He held no other listed company directorships during the past three financial years.

Robert James Bulluss
FCPA, GAICD, B Bus (Acc)
Managing Director
Chief Executive Officer

Mr Bulluss was appointed Chief Executive Officer on 3 May 2017 and Managing Director
and Chief Executive Officer on 29 August 2017. He was previously Chief Finance Officer
(CFO) of the Company from October 2016 to April 2017. Prior to joining the Company he
was CFO for over 15 years for the Australasian division of Bunzl plc.

Andrew William Nisbet
GAICD
Independent Non-Executive Director
Member of Audit and Risk Committee
Member of Remuneration Committee

James Scott Charles Todd
B.Comm, LLB, FFin, MAICD
Independent Non-Executive Director
Chairman of Audit and Risk Committee
Member of Remuneration Committee

Tony Howarth AO
FAICD (Life), SF FIN (Life)
Non-Executive Director
Member of Audit and Risk Committee
Member of Remuneration Committee

He held no other listed company directorships during the past three financial years.

Mr Nisbet was appointed as a director of the Company in October 2017.

During his extensive career at ASX listed Reece Limited he held a variety of senior
leadership roles, from Marketing to Merchandising, IT, Supply Chain Transformation,
Innovation and the management of a number of Strategic Business Units, including the
Reece expansion into New Zealand.

Mr Nisbet is a graduate of the Australian Institute of Company Directors. he continues to
consult to businesses on strategy and works with SME’s in setting up their advisory boards.

He held no other listed company directorships during the past three financial years.

Mr Todd was appointed as a director of the Company on 3 September 2018.

Mr Todd is an experienced company director, corporate adviser and investor. He
commenced his career in investment banking, and has taken active roles with, and invested
in, a range of public and private companies. He was until recently Managing Director of
Wolseley Private Equity, an independent private equity firm which he co-founded in 1999.

He is also a Non-executive Director of three other ASX listed companies; IVE Group Limited
(director since June 2015), HRL Holdings Limited (director since March 2018) and Bapcor
Limited (director since September 2020).

He has held no other listed company directorships during the past three financial years.

Mr Howarth was appointed as a director of the Company on 4 May 2020.

Mr Howarth has a strong background in the banking and finance industry having held
executive positions in government, regional and major banks as well as building societies
and stockbroking companies. He has broad based industry experience from his time as
President of the Australian Chamber of Commerce and Industry and Australian
International Chamber of Commerce, as well as Chair of Catholic Health Australia. He has
had a long involvement with the University of Western Australia and is an Adjunct Professor
at the UWA Business School.

He is also a Non-Executive Director of Alinta Energy, BWP Management Ltd, and Viburnum
Funds as well as the Chairman of St John of God Foundation Inc.

Mr Howarth was a Non-Executive Director of Wesfarmers Ltd from 2007 to 2019 and
Chairman of MMA Offshore Ltd from 2006 to 2017. Previously he had been Chairman of
Home Building Society and Deputy Chairman of Bank of Queensland Ltd.

He has held no other listed company directorships during the past three financial years.

Coventry Group Ltd
Directors’ Report
For the year ended 30 June 2021

1. Directors (continued)

Directors’ Interests

As at the date of this report particulars of the relevant interest of each director in the securities of the Company are as follows:

NG Cathie

RJ Bulluss

AW Nisbet

JSC Todd

T Howarth

Number of Ordinary Shares

801,394

437,925

119,885

116,746

During the 2020/21 financial year and as at the date of this report no director has declared any interest in a contract or proposed
contract with the Company, the nature of which would be required to be reported in accordance with subsection 300(11)(d) of the
Corporations Act 2001.

Directors’ Meetings

The following table sets out the number of meetings of the Company’s board of directors and each board committee, held during the
year ended 30 June 2021, and the number of meetings attended by each director.

NG Cathie
RJ Bulluss
AW Nisbet
JSC Todd
T Howarth

11
11
11
11
11

Held

Attended

Board of Directors
Eligible
to attend
11
11
11
11
11

11
11
11
11
11

Attended

Held

Audit & Risk Committee
Eligible
to attend
3
3
3
3
3

3
3
3
3
3

Attended

Held

Remuneration Committee
Eligible to
attend
3
0
3
3
3

3
3
3
3
3

3
0
3
3
3

Note: Directors may pass resolutions in writing without a formal meeting being convened. Such resolutions are deemed by the
Company’s Constitution to be meetings. The above table does not include such meetings.

2. Principal activities

The principal activities of the Group during the financial year were:

Trade Distribution
•

•

Fluid Systems
•
•
•
•
•

The importation, distribution and marketing of industrial fasteners, stainless steel fasteners, construction fasteners, specialised
fastener products and systems, industrial hardware and associated industrial tools and consumables.
importation, distribution and marketing of hardware, components and finished products to the commercial cabinet making, joinery
and shop fitting industries.

design and installation of lubrication systems
distribution of hose, connectors, fittings and hydraulic hose assemblies
design and supply of service truck components
installation of fire suppression systems
design and distribution of fluid handling systems, pneumatic component sales and sale of hydraulic associated products and
consumables
rock hammer service and repairs

Coventry Group Ltd
Directors’ Report
For the year ended 30 June 2021

3. Consolidated results

Results of the Group For the year ended 30 June 2021 were as follows:

Revenue from sale of goods
Profit/(loss) before tax
Income tax benefit/(expense)
Profit/(loss) after tax for the year

4. Dividends

2021
$’000
288,522
3,804
3,442
7,246

2020
$’000
247,567
(18,010)
18,355
(455)

The Board has declared a final dividend of 3 cents per share, fully franked, in relation to the year ended 30 June 2021.

5. Review of operations and results

People

We had 7 Lost Time Injuries (LTI’s) down from 13 in the previous year. All incidents and serious near misses are reviewed by our
Safety team and the CLT to ensure we share lessons and improve safety systems. During the year we have appointed additional
experienced health and safety professionals to improve health, safety and well-being outcomes and adapt to the changing environment
we work and live in.

We remain fully focussed on our People, Customers and Suppliers, and applying our values of Fairness, Integrity, Respect, Safety and
Teamwork (FIRST).

Financial performance*

Revenue from sale of goods
Underlying EBITDA**
Underlying EBIT**
NPAT
NTA per share ($)
Net cash/debt
Share price at year end ($)

2021
$M
288.5
+13.4
+10.6
+7.2
0.41
-16.3
1.45

2020
$M
247.6
+6.6
+4.0
-0.5
0.39
-3.3
0.57

$M change

+40.9
+6.8
+6.6
+7.7

-13.0

* Underlying EBITDA and Underlying EBIT are non-IFRS measures and reflect how management measure performance of the

Group. Non-IFRS measures have not been subjected to audit.

** Underlying EBITDA is earnings before interest, tax, depreciation, amortisation and has been adjusted to exclude leases and

significant items. Underlying EBIT is earnings before interest and tax and has been adjusted to exclude leases and significant
items.

Review of businesses

FS full year sales growth of 24.1% including acquisitions on the prior year and 16.4% excluding acquisitions on the prior year. The
result included the large $7.9m order that was the culmination of a number of years of work. Sales growth is being driven by our
customer value proposition, ability to win major contracts, market leading position in mining and resources and diversification into
agriculture, defence, transport and recycling markets. Underlying EBITDA in FY21 of $13.8m compared to $10.3m in FY20.

Trade Distribution (TD)
TD sales for the year up 11.8% on the prior year. The underlying EBITDA for TD was $11.7m compared to $6.7m in FY20.

Konnect and Artia New Zealand (KANZ)

Coventry Group Ltd
Directors’ Report
For the year ended 30 June 2021

Review of operations and results (continued)

Konnect and Artia Australia (KAA)

Nubco

Our network of seven Nubco branches in Tasmania had an excellent year with very strong sales and profit growth. Nick Daw and the
leadership team have worked hard to improve the culture based on the Coventry values and this has resulted in improved employee
retention and engagement results. Safety systems have been improved with only one LTI for the year compared to seven in FY20.

6. Earnings per share

Basic earnings per share and diluted earnings per share for the year ended 30 June 2021 was 8.1 cents and 7.9 cents respectively.
This compares to a basic loss from operations per share and diluted loss from operations per share of 0.5 cents for the previous year.

7. Significant change in the Company's affairs

In the opinion of the Directors, there have been no other significant changes in the Group’s state of affairs during the financial year.

8. Events subsequent to reporting date

The Board has declared a final dividend of 3 cents per share, fully franked, in relation to the year ended 30 June 2021.

Likely developments

The Group will continue to implement its five-year strategy and continue to operate in the markets in which it currently participates.

10. Remuneration report - audited

Remuneration is referred to as compensation throughout this remuneration report.

10.1 Key Management Personnel (KMPs)

KMPs are the persons who have authority and responsibility for planning, directing and controlling the activities of the Company and
the Group. The following were KMPs of the Group at any time during the reporting period and unless otherwise indicated were KMPs
for the entire period:

Directors
NG Cathie
RJ Bulluss (CEO and Managing Director)
AW Nisbet
JSC Todd
T Howarth

Key Management Personnel
RJ Jackson

Coventry Group Ltd
Directors’ Report
For the year ended 30 June 2021

10. Remuneration report – audited (continued)

10.2 Principles used to determine the nature and amount of compensation

Non-executive directors
Non-executive Directors receive cash fees for their board and committee work. They are eligible to participate in the Executive and
Director Incentive Plan which was re-approved by shareholders at the Annual General Meeting of the Company in October 2020.

Non-executive directors’ cash fees are determined within an aggregate directors’ fees pool limit, which is periodically recommended for
approval by shareholders. The total pool currently stands at $550,000 (2020: $550,000) per annum, which was last approved by
shareholders in November 2004 with effect from 1 July 2004. The Board determines the allocation of the maximum amount approved
by shareholders amongst the respective directors, having regard to their duties and responsibilities. Directors’ fees are not directly
linked to Company performance. Non-executive directors do not receive termination benefits. There is no provision for retirement
allowances to be paid to non-executive directors.

As at 30 June 2021 the non-executive directors’ fees were allocated as follows (includes statutory superannuation contributions):

Chairman (inclusive of Board and Committee work)
Non-executive Directors (inclusive of Board and Committee work)

2021
$
100,800
75,600

2020
$
100,800
75,600

Executive pay

Remuneration policies
Remuneration of directors and senior executives is the responsibility of the Remuneration Committee. The Committee has resolved to
set remuneration packages which are appropriate in the context of the company’s size, complexity and performance but which will
attract the calibre of executive required to drive necessary change in order to enhance performance. The Committee seeks external
advice in relation to these matters where necessary.

Remuneration for the CEO and senior executives currently comprises three elements:
(1)
(2)
(3)

Fixed, cash-based remuneration which includes salary, superannuation and benefits
Eligibility to participate in the Company’s short-term incentive plan (STI Plan)
Eligibility to participate in the Company’s long-term share based Executive and Director Incentive Plan (LTI Plan)

The CEO and senior executives have employment contracts with notice periods executable by either party. There are no arrangements
in place to provide the CEO or any senior executive with a retirement benefit other than those which accrue by law. Superannuation
contributions are paid at the superannuation guarantee rate.

Cash incentives under the STI Plan of up to 65% of fixed annual compensation are payable to the CEO and senior executives based
on financial and non-financial measures framed around the Company’s trading performance and each individual’s performance.

The LTI Plan was re-approved by shareholders at the 2020 annual general meeting. This share-based plan provides for the granting
or issuing of performance rights in accordance with its terms and subject to the terms and performance hurdles set by the Board.

Business Performance

In considering the Group’s performance and benefits for shareholder wealth, the remuneration committee have regard to the following
financial performance metrics in respect of the current financial year and the previous four financial years.

Sales revenue
EBITDA
EBIT
NPAT (ii)
Dividends paid
Share price at year end ($)

2021

288,522
13,357
10.561
7,246
-
1.45

2020
$’000
247,567
6,637
4,026
(455)
-
0.57

2019
$’000
202,346
2,811
1,145
(1,426)
-
0.91

2018
$’000
168,050
(4,748)
(6,085)
(8,301)
-
1.35

2017(i)
$’000
169,146
(5,790)
(8,714)
(35,539)
-
0.60

(i) Comparative information for the year ended 30 June 2017 has not been restated for the effects of the application of AASB 5 Non-
Current Assets for sale and Discontinued Operations following the disposal of the AA Gaskets business.
(ii) EBITDA is the key financial performance target considered in setting the Short-Term Incentive (STI).
(iii) Where applicable, comparative information has been restated for the effects of the application of new accounting standards.

Coventry Group Ltd
Directors’ Report
For the year ended 30 June 2021

10. Remuneration report – audited (continued)

10.2 Principles used to determine the nature and amount of compensation (continued)

Performance Rights

Performance Rights Key Inputs

Measurement date 10-day VWAP (iii)
No. of Performance Rights granted
Grant date
Share price at Grant Date
Vesting date (i)
% of Performance Rights vested (i)
No. of eligible Performance Rights vested (i)
No. of Performance Rights lapsed & forfeited
No. of eligible Performance Rights exercised up to 30
June 2021
No. of Performance Rights remaining to be vested and/or
exercised subject to service conditions

FY19
Performance
Period
$1.3429
489,292
25.10.2018
$1.0109
30.8.2019
67%
302,331
186,961

205,804

96,527

FY20
Performance
Period
$0.8482
1,164,237
25.10.2019
$1.30
1.9.2020
33.3%
317,919
846,318

105,972

211,947

FY21
Performance
Period
$0.6021
1,424,504 (iv)
29.10.2020
$0.95
1.9.21 (ii)
N/A (ii)
N/A (ii)
N/A (ii)

N/A

1,424,504

(i) Subject to service conditions.
(ii) Vesting determination not yet made.
(iii) Used to calculate grant of Performance Rights.
(iv) Performance rights granted in relation to FY21 will vest in accordance with performance and employment conditions and in three
separate annual vesting events. Consequently, the share-based payments expense for FY21 is recognised based on graded
vesting and the probability that 100% of participants will receive 100% of their grant over a three-year period.

Share-based payments recognised as an expense in the financial statements of the Company.

No. of performance rights issued
No. of eligible performance Rights vested
Share price at Grant Date
Share-based payments expense (v)

FY19
489,292
302,331
$1.0109
$305,626

FY20
1,164,237
317,919
$1.30
$413,295

FY21
1,424,504 (iv)
N/A (ii)
$0.95
$826,989

(v) Share-based payment expense ‘true up’ in FY21 ($618,921) presented as a one-off non-cash significant item.

Performance Rights Commentary

In FY21, one third of the performance rights that were vested to the CEO and Managing Director (R Bulluss) in relation to the FY19
performance period and one third in relation to the FY20 performance period, were exercised. One third of the performance rights that
were vested to five other Company senior executives in relation to the FY19 performance period and one third in relation to the FY20
performance period were also exercised in FY21.

In relation to FY21, the CEO and Managing Director (R Bulluss) was granted 418,535 performance rights under the terms of the LTI
Plan following the successful passing of a resolution at the 2020 Annual General Meeting of the Company. These performance rights
had a performance period that ended on 30 June 2021 with performance and employment conditions set by the Board. The Board has
not yet made a determination in relation to the vesting of FY21 Performance Rights.

In relation to FY21 an offer to participate in the LTI Plan was made to a number of other Company senior executives. The total
performance rights granted was 1,005,969. These Performance Rights had a performance period that ended on 30 June 2021 with
performance and employment conditions set by the Board. The Board has not yet made a determination in relation to the vesting of
FY21 Performance Rights.

It is intended that the CEO and Managing Director will participate in the LTI Plan in relation to FY22. The maximum face value of the
CEO’s FY22 grant is based on the LTI opportunity of 50% of his fixed annual remuneration. The number of performance rights to be
granted is determined by dividing the maximum face value by the 10-day volume weighted average price (VWAP) of the Company’s
shares preceding the start of the performance period, being the 10 trading days up to and including 30 June 2021.

The performance rights will vest at the Board’s discretion, taking into consideration internal EBITDA targets developed and refined as
FY22 progresses (Absolute measure 65%) and performance of the Coventry share price as measured against the ASX Small Ordinaries
Index (Relative measure 35%). An appropriate resolution will be put to the 2021 Annual General Meeting of the Company.

Coventry Group Ltd
Directors’ Report
For the year ended 30 June 2021

10. Remuneration report – audited (continued)

10.2 Principles used to determine the nature and amount of compensation (continued)

It is intended that a number of senior executives will participate in the LTI Plan in relation to FY22. The maximum face value of each
senior executive’s FY22 grant is based on the LTI opportunity of 25% to 40% of his or her fixed annual remuneration. The number of
performance rights to be granted is determined by dividing the maximum face value by the 10-day volume weighted average price
(VWAP) of the Company’s shares preceding the start of the performance period, being the 10 trading days up to and including 30 June
2021. The performance rights will vest in the same manner as outlined for the CEO and Managing Director.

Coventry Group Ltd
Directors’ Report
For the year ended 30 June 2021

10. Remuneration report – audited (continued)

10.3 Details of compensation

The following table provides the details, nature and amount of elements of compensation for the key management personnel of the Company and the Group For the year ended 30 June 2021.

Directors

NG Cathie - Chairman

RJ Bulluss

AW Nisbet

JSC Todd

T Howarth (appointed 04 May 2020)

Total directors' remuneration

Key Management Personnel
RJ Jackson

Total key management personnel
remuneration
Total directors' and key management
personnel remuneration

Short-term

Cash salary,
leave paid
and fees

STI
cash
bonus

Non-
monetary
benefits

Total

Post-
employment

Super-
annuation (i)

Long-service &
annual leave
provision
accrual
$

Share-based payment

Termination
benefits

Share-
based
payment

Proportion of
remuneration
performance
related

Total

2021
2020
2021
2020
2021
2020
2021
2020
2021
2020
2021
2020

2021
2020
2021
2020
2021
2020

92,055
92,055
398,306
398,997
69,041
69,041
69,041
69,041
69,041
11,233
697,484
640,367

314,357
315,049
314,357
315,049
1,011,841
955,416

-
-
20,100
40,200
-
-
-
-
-
-
20,100
40,200

16,083
32,165
16,083
32,165
36,183
72,365

-
-
-
-
-
-
-
-
-
-
-
-

-
-
-
-
-
-

92,055
92,055
418,406
439,197
69,041
69,041
69,041
69,041
69,041
11,233
717,584
680,567

330,440
347,214
330,440
347,214
1,048,024
1,027,781

8,745
8,745
21,694
21,003
6,559
6,559
6,559
6,559
6,559
1,067
50,116
43,933

21,694
21,003
21,694
21,003
71,810
64,936

-
-
66,385
69,193
-
-
-
-
-
-
66,385
69,193

57,311
36,534
57,311
36,534
123,696
105,727

-
-
-
-
-
-
-
-
-
-
-
-

-
-
-
-
-
-

-
-
242,979
41,910
-
-
-
-
-
-
242,979
41,910

129,608
22,356
129,608
22,356
372,587
64,266

100,800
100,800
749,464
571,303
75,600
75,600
75,600
75,600
75,600
12,300
1,077,064
835,603

539,052
427,107
539,052
427,107
1,616,117
1,262,710

-
-
35.10%
14.4%
-
-
-
-
-
-
-
-

27.03%
12.8%
-
-
-
-

Premiums in respect of the Directors’ and Officers’ insurance policy are not included above, as the policy does not specify the premium paid in respect of individual directors and officers.

Includes statutory superannuation contributions and additional voluntary contributions.

(i)
(ii) The share-based payment amounts for Mr Bulluss and Mr Jackson relate to their FY21 Long-term incentive remuneration only. Share-based payment true-up amounts in relation to FY19 and FY20 (RJ Bulluss $207,752;

RJ Jackson $110,817) reported in the expense recognition table on page 30 and detailed in Note 27, are not reflected above.

Coventry Group Ltd
Directors’ Report
For the year ended 30 June 2021

10. Remuneration report – audited (continued)

10.4 Service contracts

Compensation and other terms of employment for the CEO and Managing Director and other key management personnel are formalised
in employment contracts. Major provisions of the contracts relating to compensation are set out below:

Robert Bulluss, CEO and Managing Director
•
•
•
•
• Other than for an act that may have a serious detrimental effect on the Company, such as wilful disobedience, fraud or misconduct,

The contract has no fixed term.
Fixed annual compensation to be reviewed annually by the Remuneration Committee.
Long service leave is payable by the Company in accordance with relevant state legislation.
The contract provides for participation in short-term and long-term incentive plans.

termination of employment requires six months’ notice by the Company.

Rodney Jackson, Chief Financial Officer
•
The contract has no fixed term.
•
Fixed annual compensation to be reviewed annually by the Remuneration Committee.
•
Long service leave is payable by the Company in accordance with relevant state legislation.
•
The contract provides for participation in short-term and long-term incentive plans.
• Other than for an act that may have a serious detrimental effect on the Company, such as wilful disobedience, fraud or misconduct,

termination of employment requires eighteen weeks’ notice by the Company.

10.5 Director share movement

The movement during the reporting period in the number of ordinary shares in the Company held, directly, indirectly or beneficially, by
each key management person, including their related parties, is as follows:

Directors
NG Cathie
AW Nisbet
RJ Bulluss
JSC Todd
T Howarth
Key Management Personnel
RJ Jackson

Held at

30 June 2020 Purchases
56,997
-
24,489
-
-

744,397
119,885
339,914
116,746
-

Conversion of
Performance
Rights
-
-
72,892
-
-

Sales /
Cancelled
-
-
-
-
-

Held at
Resignation /
Retirement
-
-
-
-
-

Held at
30 June
2021
801,394
119,885
437,295
116,746
-

84,512

6,391

38,882

129,785

Mr Howarth has declared his indirect interest in the shares of the Company as being a shareholder of Viburnum Funds Pty Ltd who is
a major shareholder of the Company.

End of remuneration report

11. Environmental regulation

The Group is not subject to any specific environmental regulation.

The Group mainly operates warehousing and distribution facilities throughout Australia and New Zealand which have general
obligations under environmental legislation of the respective statutory authorities in relation to pollution prevention.

The Company has reviewed its obligations under the National Greenhouse & Energy Reporting Act 2007 (the Act). As the Group is
under the minimum greenhouse and energy thresholds stipulated in the Act, there are no registration and reporting requirements that
have to be complied with as at the date of this report.

For the financial year ended 30 June 2021 and as at the date of this report, the Group has not been prosecuted nor incurred any
infringement penalty for environmental incidents.

12.

Insurance of officers

During the financial year the Company has paid premiums in respect of contracts insuring the directors and officers of the Company
against certain liabilities incurred in those capacities. The contracts prohibit further disclosure of the nature of the liabilities and the
amounts of the premiums.

13. Corporate governance

The Statement of Corporate Governance Practices is disclosed on the company's website.

Coventry Group Ltd
Directors’ Report
For the year ended 30 June 2021

14. Non-audit services

During the year KPMG, the Company’s auditor, has performed certain other services in addition to their statutory duties. The Board
has considered the non-audit services provided during the year by the auditor and is satisfied that the provision of those non-audit
services during the year by the auditor is compatible with, and did not compromise, the auditor independence requirements of the
Corporations Act 2001, for the following reasons:

•

all non-audit services were subject to the corporate governance procedures adopted by the Company and have been reviewed by
the Company’s Audit and Risk Committee to ensure they do not impact the integrity and objectivity of the auditor; and
the non-audit services provided do not undermine the general principles relating to auditor independence as set out in APES 110
Code of Ethics for Professional Accountants, as they did not involve reviewing or auditing the auditor’s own work, acting in a
management or decision making capacity for the Company, acting as an advocate for the Company or jointly sharing risks and
rewards.

Details of the amounts paid to the auditor of the Company, KPMG, and its related practices for audit and non-audit services provided
during the year are set out in Note 4 to the full financial report.

15. Lead Auditor’s independence declaration

The lead auditor’s independence declaration made in accordance with Section 307C of the Corporations Act 2001 forms part of this
directors’ report.

16. Company Secretary

Mr Mark Licciardo of Mertons Corporate Services Pty Ltd is the Company Secretary.

Mr Licciardo (B.Bus (Acc), GradDip CSP, FAICD, FGIA, FCIS) is the founder and Managing Director of Mertons Corporate Services
Pty Ltd and a former company secretary of a number of ASX 50 companies. His expertise includes working with boards of directors in
the areas of corporate governance, business management, administration, consulting and company secretarial matters.

17. Rounding off

The Group is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors' Reports) Instrument 2016/191 and in
accordance with that Instrument, amounts in the financial report and Directors’ Report have been rounded off to the nearest thousand
dollars, unless otherwise stated.

Signed in accordance with a resolution of the directors.

N.G. CATHIE
Chairman
Melbourne
27 August 2021

R.J. BULLUSS
CEO and Managing Director
Melbourne
27 August 2021

Coventry Group Ltd and its controlled entities
Directors’ declaration

In the opinion of the directors of Coventry Group Ltd (“the Group”):

the financial statements and notes, and the remuneration report in the directors' report, set out on pages 41 to 50, are in
accordance with the Corporations Act 2001, including:

ii.

giving a true and fair view of the Group’s financial position as at 30 June 2021 and of their performance, for the
financial year ended on that date; and
complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the
Corporations Regulations 2001;

the financial report also complies with International Financial Reporting Standards as disclosed in Note 1(a) of the full financial
report;
there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and
payable.

2. The directors have been given the declarations by the chief executive officer and chief financial officer for the financial year ended

30 June 2021 pursuant to Section 295A of the Corporations Act 2001.

Signed in accordance with a resolution of the directors.

N.G. CATHIE
Chairman
Melbourne
27 August 2021

R.J. BULLUSS
CEO and Managing Director
Melbourne
27 August 2021

Lead Auditor’s Independence Declaration under
Section 307C of the Corporations Act 2001

To the Directors of Coventry Group Ltd

I declare that, to the best of my knowledge and belief, in relation to the audit of Coventry Group Ltd for
the financial year ended 30 June 2021 there have been:

ii.

no contraventions of the auditor independence requirements as set out in the Corporations
Act 2001 in relation to the audit; and
no contraventions of any applicable code of professional conduct in relation to the audit.

KPM_INI_01

KPMG

J. Carey

Partner

Melbourne

27 August 2021

PAR_SIG_01

PAR_NAM_01

PAR_POS_01

PAR_DAT_01

PAR_CIT_01

KPMG, an Australian partnership and a member firm of the KPMG global organisation of independent member firms affiliated
with KPMG International Limited, a private English company limited by guarantee. All rights reserved. The KPMG name and
logo are trademarks used under license by the independent member firms of the KPMG global organisation. Liability limited by
a scheme approved under Professional Standards Legislation.

Independent Auditor’s Report

To the shareholders of Coventry Group Ltd

Report on the audit of the Financial Report

Opinion

We have audited the Financial Report of
Coventry Group Ltd (the Company).

In our opinion, the accompanying Financial
Report of the Company is in accordance
with the Corporations Act 2001, including:

 giving a true and fair view of the
financial position as at

Group’s
30 June 2021 and of its financial
performance for the year ended on
that date; and



complying with Australian Accounting
Standards and
the Corporations
Regulations 2001.

Basis for opinion

The Financial Report comprises:

 Consolidated statement of financial position as at

30 June 2021;

 Consolidated

statement of profit or

loss,
Consolidated statement of comprehensive income,
Consolidated statement of changes in equity, and
Consolidated statement of cash flows for the year
then ended;

 Notes including a summary of significant accounting

policies; and

 Directors’ Declaration.

The Group consists of Coventry Group Ltd
(the
Company) and the entities it controlled at the year end or
from time to time during the financial year.

We conducted our audit in accordance with Australian Auditing Standards. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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 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 in Australia. We have fulfilled our other ethical responsibilities in
accordance with the Code.

KPMG, an Australian partnership and a member firm of the KPMG global organisation of independent member firms affiliated

logo are trademarks used under license by the independent member firms of the KPMG global organisation. Liability limited by
a scheme approved under Professional Standards Legislation.

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 period.

These matters were addressed in the context of our audit of the Financial Report as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion on this matter.

Valuation of goodwill ($30.3 million) and indefinite life intangible assets ($11.4 million)

Refer to Note 15 and Note 16 to the Financial Report.

The key audit matter

How the matter was addressed in our audit

The carrying value of goodwill and other
intangible assets is considered with reference
to the Group’s analysis of future cash flows for
the respective Cash Generating Units (CGUs)
or individual assets (as applicable).

The recoverability of these assets is a key audit
matter due to the inherent complexity
associated with auditing the forward looking
assumptions incorporated in the Group’s
“value in use” (VIU) models and the ongoing
estimation uncertainty associated with the
business disruption and economic impact of
the COVID-19 pandemic.

The Group’s VIU models are internally
developed, and use a range of internal and
external data as inputs. Forward looking
assumptions may be prone to greater risk for
potential bias, error and inconsistent
application. These conditions necessitate
additional scrutiny by us, over key assumptions
including forecast cash flows, forecast growth
rates over the forecast period and discount
rates.

We involved valuation specialists to supplement
our senior audit team members in assessing this
key audit matter.

Our procedures included:

 assessing the Group’s VIU models and key

assumptions by:

‐

evaluating the appropriateness of the
CGU designation and VIU method applied
by the Group against accounting standard
requirements;

comparing inputs into the relevant cash
flow forecasts to the Group’s approved
budgets and projections;

assessing the accuracy of previous Group
forecasts to inform our evaluation of
forecasts incorporated in the models,
including assessing the impact of
business changes;

using our knowledge of the Group, its
past performance, and our industry
knowledge to challenge and assess the
reasonableness of key assumptions; and

‐ working with our valuation specialists, we

independently developed a discount rate
range using publicly available market data
for comparable entities, adjusted by risk
factors specific to the Group.

 considering the sensitivity of the models by
varying key assumptions, such as forecast
growth rates and discount rates, within a
reasonably possible range, to identify those
assumptions at higher risk of bias or
inconsistency in application. We also assessed
the related impairment breakeven points for
these assumptions in order to identify those
assets at higher risk of impairment and to
focus our further procedures;

 working with our valuation specialists we
compared the implied multiples from the
Group’s models to multiples derived from
comparable companies;

 assessing the disclosures in the financial report
using our understanding of the recoverability
assessment obtained from our testing and
against the requirements of the accounting
standards.

Other Information

Other Information is financial and non-financial information in Coventry Group Ltd’s annual reporting
which is provided in addition to the Financial Report and the Auditor’s Report. The Directors are
responsible for the Other Information.

Our opinion on the Financial Report does not cover the Other Information and, accordingly, we do not
express an audit opinion or any form of assurance conclusion thereon, with the exception of the
Remuneration Report and our related assurance opinion.

In connection with our audit of the Financial Report, our responsibility is to read the Other Information.
In doing so, we 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.

We are required to report if we conclude that there is a material misstatement of this Other
Information, and based on the work we have performed on the Other Information that we obtained
prior to the date of this Auditor’s Report we have nothing to report.

Responsibilities of the Directors for the Financial Report

The Directors are responsible for:



preparing the Financial Report that gives a true and fair view in accordance with Australian
Accounting Standards and the Corporations Act 2001;

implementing necessary internal control to enable the preparation of a Financial Report that gives
a true and fair view and is free from material misstatement, whether due to fraud or error; and

assessing the Group and Company’s ability to continue as a going concern and whether the use
of the going concern basis of accounting is appropriate. This includes disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless they
either intend to liquidate the Group and Company or to cease operations, or have no realistic
alternative but to do so.

Auditor’s responsibilities for the audit of the Financial Report

Our objective is:



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 Australian Auditing Standards will always detect a material misstatement when it
exists.

Misstatements can arise from fraud or error. They are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of the Financial Report.

A further description of our responsibilities for the audit of the Financial Report is located at the
Auditing and Assurance Standards Board website at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf. This description forms part of our
Auditor’s Report.

Report on the Remuneration Report

Opinion

Directors’ responsibilities

In our opinion, the Remuneration Report
of Coventry Group Ltd for the year ended
30 June 2021, complies with Section
300A of the Corporations Act 2001.

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 responsibilities

We have audited the Remuneration Report included in
pages 40 to 46 of the Directors’ report for the year
ended 30 June 2021.

Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in
accordance with Australian Auditing Standards.

KPMG

J. Carey

Partner

Melbourne

27 August 2021

Coventry Group Ltd
Shareholder Information
As at 23 August 2021

TWENTY LARGEST SHAREHOLDERS

Ordinary Shares

Name
J P MORGAN NOMINEES AUSTRALIA PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
NATIONAL NOMINEES LIMITED
ONE MANAGED INVT FUNDS LTD
ONE FUND SERVICES LTD
CITICORP NOMINEES PTY LIMITED
LA VIE INVESTMENTS PTY LTD
ONE MANAGED INVT FUNDS LTD
DORSETT INVESTMENTS PTY LTD
DIXSON TRUST PTY LIMITED
MRS ANNE KYLE
BNP PARIBAS NOMINEES PTY LTD
DIXSON TRUST PTY LIMITED
BNP PARIBAS NOMS (NZ) LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2
ROMNEY LODGE PTY LTD
MR GEOFFREY KYLE
ELLAND ROAD PTY LTD
ARUMA BEACH PTY LTD
MR ROBERT BULLUSS

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20

Number
22,561,085
14,004,500
9,097,578
4,547,832
3,442,445
3,271,884
2,400,000
1,456,704
1,356,660
1,145,244
1,000,000
958,318
884,855
823,207
654,674
478,523
460,000
455,333
440,000
437,295

69,876,137

DISTRIBUTION OF SHAREHOLDING

Size of holding

1 – 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 Over

Unmarketable parcels field information:

SUBSTANTIAL SHAREHOLDERS

Number of
holders
416
649
219
311
60
1,655

Number of shares

25.14
39.21
13.23
18.79
3.63
100.00

233,135
1,639,684
1,630,409
9,534,762
76,973,454
90,011,444

Minimum
Parcel Size
341

Holders

% of Total
25.06
15.56
10.11
5.05
3.82
3.63
2.67
1.62
1.51
1.27
1.11
1.06
0.98
0.91
0.73
0.53
0.51
0.51
0.49
0.49
77.63

0.26
1.82
1.81
10.59
85.52
100.00

Units

7,014

The Company's register of substantial shareholders showed the following particulars as at 23 August 2021.

Name of Substantial Shareholder

Viburnum Funds Pty Ltd
Richmond Hill Capital Pty Ltd
Sandon Capital Pty Ltd
Castle Point Funds Management
DUMAC Inc.

Extent of Interest
(Number of Shares)
25,696,019
10,170,083
8,563,454
6,210,518
4,498,152

Date of last
notification
18/05/2021
22/07/2021
16/09/2019
15/10/2020
19/12/2019

Coventry Group Ltd
Shareholder Information
As at 23 August 2021

UNQUOTED EQUITY SECURITIES
Nil

SECURITIES SUBJECT TO VOLUNTARY ESCROW
On 9 March 2021 the Company released 2,400,000 fully paid ordinary shares held in voluntary escrow. There are no other securities
on issue subject to voluntary escrow.

VOTING RIGHTS
Each member present at a general meeting of the Company in person or by proxy, attorney or official representative is entitled:
•
•

on a show of hands - to one vote
on a poll - to one vote for each share held

There are no other classes of equity securities.

ON-MARKET BUY-BACK
On 3 June 2021 the Company announced an on-market buy-back of a maximum of 9,001,144 ordinary fully paid shares (up to 10%
of issued capital) in the Company from the period 3 June 2021 to 3 June 2022.

Coventry Group Ltd
Corporate Directory

Coventry Group
ABN 37 008 670 102

Registered and Principal Administrative Office
235 Settlement Road,
Thomastown, Victoria 3074

Postal Address
P O Box 526
Thomastown, Victoria 3074

Website
www.cgl.com.au

Secretary
Mark Licciardo

Bankers
National Australia Bank Limited
Australian and New Zealand Banking Group Limited
Scottish Pacific Business Finance Pty Ltd

Auditors
KPMG
Tower Two
Collins Square
727 Collins Street
Melbourne, Victoria 3008

Share Registry
Computershare Limited
Yarra Falls
452 Johnston Street, Abbotsford
Melbourne Victoria 3067

GPO Box 2975
Melbourne, Victoria 3000

Telephone from within Australia: 1300 763 414
Telephone from outside Australia: (+61) 3 9415 5000
Facsimile: +(61) 3 9473 2500
Email: web.queries@computershare.com.au
Website: www.investorcentre.com

Securities Exchange Listing
The Company's shares are listed on the ASX Limited and trade under the code CYG. The home exchange is Melbourne.

Shareholder Enquiries/Change of Address
Shareholders wishing to enquire about their shareholdings, dividend payments, or change their address should contact the
Company's share registry.