Team attitudes and skills
assist a healthy outcome
1
Annual Report 2008 Healthy outcomes
Ebos operate along the complete health care continuum. We follow
the patient to assist with healthy outcomes. our business focuses on
preventative healthcare/scientific, the many healthcare treatment
phases, prescription medicines to domiciliary care and selfcare.
Whilst continuing to achieve operational excellence we recognise
that the sum of the parts of our business will be greater than the
whole. once we couple this with our team attitudes and skills
we will perform at the highest possible level.
In support of our business streams
our core centres of excellence are:
our overall business aims
must be to:
sales/marketing
warehousing/distribution
information and technology
finance/treasury
satisfy customer needs
lead industry change
provide unique ‘offerings’
for suppliers
maximise channel access
for our key products to their
respective markets.
We will always embrace change as a mechanism to become
a strong, performance-based organisation.
2
Contents
Highlights
Financial Performance and Trends
Chairman’s Report
Managing Director’s Review
Heathcare Continuum
Sales and Marketing
Logistics
Wholesale
EBOS Group Head Office
Board of Directors
Corporate Governance Statement
Directors’ Report
EBOS Group Limited Financial Report
Directors’ Responsibility Statement
Audit Report
Income Statement
Balance Sheet
Statement of Changes in Equity
Cash Flow Statement
Notes to the Financial Statements
Additional Stock Exchange Information
EBOS Group Limited Directory
2
3
4
6
8
10
17
18
20
21
22
23
26
26
27
28
29
30
31
32
71
72
1
Highlights of the year ended 30 June 2008
Revenue exceeds one billion dollars for first time,
at a record $1,092m (+255%).
substantial increase in EbITDA (+79% to $33.6m)
and Net Profit after Tax (+61% to $16.7m).
Improved earnings by all major business units,
with a particularly strong performance in Australia.
strong operational cash flows.
successful capital and debt programmes to fund acquisitions.
Four acquisitions successfully concluded, including
the large acquisition of PRNZ Ltd in August 2007.
Implementation of sAP computer system for PRNZ.
Year end distribution valued at 13.5 cents per share.
Joining the Top 50 of listed companies on NZX.
2
Financial Performance and Trends
1,092.0
33.6
16.7
307.3
300.5
21.7
19.2
18.8
14.0
11.5
10.3
9.0
8.4
281.0
227.7
2004 2005 2006 2007 2008
2004 2005 2006 2007 2008
2004 2005 2006 2007 2008
Revenue ($ millions)
EBITDA ($ millions)
NPAT ($ millions)
NZ IFRS
2008
2007
2006
2005
NZ GAAP
2004
Net cash inflow from operating activities ($’000)
28,546
7,254
8,349
6,532
8,658
Shareholders’ interest ($’000)
147,304
92,195
55,763
49,512
46,901
Distributions cents per share
Earnings per share
Interest cover
Net interest bearing debt to net interest
bearing debt plus equity
23.0c
37.6c
22.5c
31.7c
22.5c
41.8c
21.5c
32.5c
20.0c
30.5c
3.7
7.8
6.9
7.7
10.1
32.0%
8.1%
42.3%
40.2%
28.2%
3
Chairman’s report
The Ebos Group Limited board of Directors is very pleased to report
that the company delivered on its growth promise in the year ended
30 June 2008 with another strong result.
Ebos has achieved record levels of revenue and profitability, assisted
by both high quality performances across all of our traditional
operations in the Healthcare and scientific business sectors, and
several successful acquisitions.
The acquisition of the pharmaceutical distribution and logistics group PRNZ Limited was the biggest step taken
by Ebos in its history, with a significant cost of $86.6m funded by a debt and equity programme in which all
shareholders were able to participate. Investments on acquisitions during the year totalled $105.77m.
Ebos has met the targets set out in the Explanatory Memorandum related to the purchase of PRNZ,
including a 255% increase in revenue to $1.09bn and a 61.5% increase in net profit after tax at $16.66m,
compared to $10.32m in 2007.
The consolidation of Ebos and PRNZ has created a substantial business with total assets of $486.19m
($137.31m), and almost 1000 employees.
The challenges that exist in our primary markets of New Zealand and Australia include the degree of complexity
of doing business in our core markets, rising costs of sales, slower economic growth, and margin pressure.
We can however confirm that the enlarged Ebos group is in robust good health and that we are in a strong
financial position to meet present economic conditions.
Results
In the year ended 30 June, earnings before interest and tax were
$30.877m, which compares with $17.13m in 2007. After finance
costs of $8.33m ($2.19m) and income tax of $5.88m ($4.62m),
profit for the period was $16.66m ($10.32m).
The trading results included contributions by PRNZ (acquired
August 2007), Vital Medical supplies Pty Ltd (July 2007),
Tasmanian Medical supplies Pty Ltd (october 2007) and Crown
scientific Pty Ltd (November 2007). Collectively, all acquisitions
are performing to expectations.
More significantly, earnings per share increased from 31.7 cents
to 37.6 cents on the enlarged capital base.
balance sheet
Ebos has improved on its sound financial position with net
assets increased to $147.30m ($92.19m). Current assets stand
at $299.72m ($90.02m) and non-current assets of $186.47m
($47.28m), with current liabilities at $323.64m ($34.97m) and
non-current liabilities at $15.25m ($10.14m).
Including the debt funding of about $43m related to the
acquisition of PRNZ, total borrowings increased to $85.61m
compared with $9.91m, which was artificially low following
a rights issue.
With global equity markets and the international banking sector
enduring a turbulent period and banking liquidity a major topic
of concern, the directors are pleased to report that the group
reached agreement with ANZ banking Group on new three-year
banking arrangements.
The company also raised new equity capital by way of placement
of shares with financial institutions and the issue of shares
under the share Purchase Plan with total equity now standing at
$147.30m compared with $92.19m in 2007.
Net cash flow generation from operating activities has improved
significantly at $28.54m ($7.25m).
4
Distribution and bonus shares
The directors have approved a bonus share distribution of 13.5
cents per share, to be issued on 10 october 2008. With the interim
dividend of 9.5 cents per share, the total distribution for the year
is 23 cents per share. shareholders have the option to have the
bonus shares bought back by the company for cash.
Post balance date
on 1 July 2008 Ebos completed the acquisition of Medbio
scientific, to add to our successful portfolio of scientific companies.
board
I wish to express my sincere thanks for the efforts and support of
the board during a very dynamic period in the group’s history. We
welcomed Peter Merton to the board where we are seeing the
benefits of his long experience in the pharmaceuticals industry.
Management and Employees
Ebos is now a very large family with employees in three
countries. The 2008 result reflects their collective commitment
to seeing that the business never falters whatever the challenge.
We especially welcome the staff of the PRNZ companies, Vital
Medical, TasMed, Crown and Medbio to the Ebos culture of
excellence and thank them for their constructive and positive
contribution.
My thanks especially to the top management team who have
successfully integrated a significant acquisition load throughout
the year.
outlook
In very exacting markets, the group has again shown its resilience
to economic volatility.
With the value of hindsight, our capital raising late last year was
well timed. It has provided, with debt funding, strong trading
profits, and excellent cash flow, an excellent base from which
Ebos can continue to pursue new growth opportunities.
In the interim, we expect to see the benefits of our broadened
operational base across three key revenue streams: sales &
Marketing, Wholesale and Logistics.
The expansion into pharmaceutical distribution in New Zealand
provides an excellent balance to our accelerating growth in the
exciting Australian healthcare and scientific market.
The board thanks shareholders, suppliers and customers for their
ongoing confidence in Ebos Group.
Rick Christie
Chairman of Directors
5
Managing
Director’s review
The 2008 results of Ebos Group Ltd underscore our ability to achieve earnings
reliability that transcends business cycles in the major countries where we
operate our businesses in Healthcare, scientific and specialised Logistics.
The platform for this year’s strong performance has two key planks:
• An intense focus on operational improvement and quality of
customer service in our traditional core businesses.
• substantial investment in diversification, notably in the acquisition
of the privately owned PRNZ Ltd, operating as ProPharma and
Healthcare Logistics.
For several years Ebos grew by making small incremental steps through acquisitions in the private
healthcare marketing and distribution sector. This steady expansion in both New Zealand and Australia,
has positioned Ebos with a more competitive business model better able to absorb market changes.
PRNZ acquisition
The acquisition of PRNZ Ltd is the biggest growth step in the
history of Ebos and one that has added complementary scale in
assets, revenue and group profitability. Ebos has adopted a light-
handed approach to the integration of PRNZ, which operates on a
relatively autonomous trading basis.
This stance has enabled PRNZ to undertake, without distraction,
a significant improvement in Information Technology with a
complete sAP upgrade. We expect this to benefit the wider group
in future.
PRNZ’s operating businesses of ProPharma and Healthcare Logistics
have performed right up to expectations and Ebos has achieved in
excess of our targeted rate of return on an EbITDA basis from the
investment.
our other recent acquisitions of Vital Medical, TasMed and Crown
scientific have all added to our market strength and geographic
expansion during the period. of equal importance they have each
brought new talent and fresh ideas to Ebos.
The resulting diversity, by geographic location and business
activity, provides strength in highly competitive markets populated
by multinational companies.
Revenue streams
The business model driving sustainable growth in revenue and
earnings operates in three key revenue streams:
• Sales and Marketing of healthcare and
scientific products – Ebos New Zealand,
Ebos Australia, Global science & Technology Ltd,
Quantum scientific Pty Ltd, and Crown scientific
Pty Ltd.
• Wholesale distribution of health sector
consumables, pharmaceuticals and
‘Over-the-Counter’ products –
Health support Ltd and ProPharma.
• Speciality Healthcare Logistics –
Healthcare Logistics and Health support Ltd.
supporting these business streams are our ‘Centres of Excellence’:
Warehousing; Information Technology, Finance and Treasury. The
opening of a new group head office at Christchurch has increased
efficiencies without any significant increase in staffing costs.
Challenging economic times are a sure test of the robustness of
product quality, internal processes and business relationships. The
current cycle has coincided with the biggest overhaul of internal
systems and processes in twenty years and a major focus on cash
management.
6
The future
shareholders will be naturally concerned with the impact of the
current economic cycle, commented upon by the chairman.
our resilience is intact. It is based on having the right people in
the right positions and better supported by robust processes.
Ebos is well diversified across the healthcare continuum with an
exposure to demand across the sectors explained in pages 8 to 19
of this report.
Reinvention
We have transformed Ebos from a small ‘agency’ business to
one with strong and influential positions in our chosen markets.
This value position offers a unique platform in New Zealand and
Australia in relation to our competitors.
We remain “bullish” about the future prospects and our resilience
in the prevailing economic climate.
Mark Waller
Managing Director
A year-long project to upgrade our business analysis capabilities
has sharpened awareness of how service levels relate to sales
revenue, costs and gross profit trends. A ‘digital dashboard’ of
Key Performance Indicators is available in real-time to several
levels of management.
The group-wide focus on improved supply chain performance
continued with the successful implementation of new workflow
processes at the Ebos Albany distribution centre, based on our
experience at the well performing Point Chevalier distribution
centre operated by Health support. The supply chain model will
be rolled out to Ebos Australia in due course.
A new NEC telephone system increased the capability of our
centralised service call centre at Albany and the call yield.
A similar system will be introduced into Australia.
our divisional results included increased revenue and operating
earnings in most sales channels with the highlights being:
• Another outstanding year for Ebos Australia, with a back-
to-back record result, which was strengthened by excellent
results from recently acquired Vital Medical and TasMed.
• An excellent year for Health support, reflecting strong
organic growth in an extremely tight environment for
District Health boards.
• Top performances by our Primary Care and Aged Care/
Rehabilitation business units within Ebos New Zealand.
• A strong performance by the scientific division, notably
through another growth year by Quantum scientific and
significant growth in profitability for Global science.
• The commitment of our senior management team during
2008. It is both fitting and a pleasure that we highlight
them throughout this report.
7
Healthcare Continuum
Preventative HealtHcare/
ScientiFic
research, industry, laboratory,
environmental, Food Quality
• Quantum scientific
AUsTRALIA
• Global science
NEW ZEALAND
• Crown scientific
AUsTRALIA
• Ebos International
PACIFIC IsLANDs/PNG
HealtHcare treatment PHaSeS
Primary care/private specialists
• Ebos Primary Care
AUsTRALIA & NEW ZEALAND
• Vital Medical
AUsTRALIA
• Ebos Dental
• Ebos International
PACIFIC IsLANDs/PNG
acute care/hospitals
• Ebos Hospital
AUsTRALIA & NEW ZEALAND
• Health support Limited (HsL)
NEW ZEALAND
• Ebos International
PACIFIC IsLANDs/PNG
Customers
Universities, primary producers,
laboratories, manufacturers
General practitioners, medical
clinics, day surgery, hospitals
8
PreScriPtion medicineS
• ProPharma
– Pharmaceuticals
to retail pharmacy
• Healthcare Logistics
– Pharmaceutical
manufacturers
• Health support
– Hospital
pharmaceuticals
domiciliary care
aged care/rehabilitation
Ebos
• Aged Care
AUsTRALIA & NEW ZEALAND
• ProPharma
– ACC
SelF care
Ebos
• Consumer
AUsTRALIA & NEW ZEALAND
• ProPharma
– over the Counter
NEW ZEALAND
Pharmaceutical manufacturers,
hospitals, pharmacy
ACC, rest homes, care providers, DHB’s,
pharmacy and other retailers, grocery
9
sales and
Marketing
eboS new Zealand
overall performance relating to sales and Marketing activities improved strongly in 2007-08,
notwithstanding competitive market conditions in the national sectors where we operate.
Ebos New Zealand led by General Manager Kelvin Hyland continued to hold strong market positions
in the healthcare sector with operational improvements lifting our competitiveness.
above, left to right: John mcbride – national Sales manager, Hospital; Kelvin Hyland – General manager,
Sales and marketing, Healthcare; and John matthews – national Sales manager, aged care rehabilitation.
10
above, left to right: veronica aris – manager, Primary care; brett miller – manager, consumer;
Paul Steele – manager, dental; and vicki Wilson – Service delivery manager.
Ebos New Zealand focused on business fundamentals and
improved systems and processes across its multiple sales and
marketing channels Primary Care, Hospitals, Consumer, Aged
Care/Rehabilitation, and Dental.
An internal programme directed at improving cash flow,
controlling inventory levels, and lifting customer service levels has
led to better financial performance across the businesses.
This process began with the centralisation of marketing functions
at Ebos New Zealand’s Albany offices and has continued with:
• Improved managerial access to performance analysis, to
help lift gross profit margin.
• Review of product procurement practices.
• An overhaul of distribution centre practices to increase
speed and accuracy of processing customer orders.
• Appointment of a service Delivery Manager.
With managers now able to better monitor the ‘vital signs’ for
each business unit, including detailed measurement of sales,
inventory levels, debtors and creditors, and cash flow, has come
increased accountability and understanding of the key drivers with
the ability to continuously improve profitability.
The new position of service Delivery Manager, held by Vicki
Wilson, is a response to customers’ understandably low
tolerance of errors in supply or service. Ebos has established
robust systems supporting best practice delivery of service to
customers. Having one person leading service delivery across all
sales channels has reduced error rates to low levels, with errors,
identified and quickly rectified.
A recent customer survey indicated that customers appreciate the
Ebos call centre’s objective to resolve problems at the first point
of contact and on a personalised basis.
business Units
our sales and marketing success is driven by separate business
units led by channel managers supported by direct sales teams
and product specialists operating in five sectors.
The Primary Care business unit, managed by Veronica Aris,
had an excellent year with increased profitability. This reflects the
success of initiatives related to sales team development, including
a solid induction programme for new sales staff.
The emphasis on cash management also saw the development of
a sales programme to reduce slow moving or eliminate obsolete
stock. The business sees growth in areas that parallel primary
care, including the private sector.
A solid result was achieved by the Hospital business unit in a
demanding year with margins reflecting the continuing pressure
on health sector budgets. The business unit is meeting the
expectation for cost effectiveness; however the move towards
collective purchasing by District Health boards has reduced
margins especially for fast moving commoditised products.
We hold a strong position in the supply of essential products
related to emergency departments, operating theatres, ICU and
infection control through our representation of leading brands.
Recently heightened awareness of infection risk in the hospital
system has increased interest in our infection control products
11
sales and
Marketing
Aged Care and Rehabilitation
An emphasis on providing services that add value for customers
assisted the Aged Care & Rehabilitation business unit,
managed by John Matthews, to produce another excellent
performance in a very competitive sector
2008 saw the business unit produce its best year since it was
formed as a start up four years ago.
The aged care industry is under pressure from rising costs during
2007-08 and major providers were at the forefront of ongoing
changes in ownership and the pursuit of operational efficiencies.
our ability to provide accurate business reporting on customer
expenditure including analysis of costs per resident per day has
been well received by our customers.
Aged care is still a young industry and we see strong growth
potential for this product sector. Demand for age care and
rehabilitation services are underpinned by the age profile of the
New Zealand population.
and systems. Certain sectors within the general hospital market
in New Zealand are still reliant on reusable devices in contrast to
other oECD countries.
our objectives for 2009 are to enhance our marketing capabilities,
improve our stock-turn and profit margins, and create organic
growth for our key brands, led by our new Hospital unit manager
John Mcbride who has a wealth of industry experience.
The Consumer business unit faced a tightening retail sector with
sector sales volumes and discretionary spending under pressure
from consumer reaction to severe cost shocks arising from still
high interest rates, soaring food price inflation and record petrol
prices.
Pharmacy continues to be the core sales channel for the business
unit. Close partnerships with the major buying groups Life
Pharmacy, Pharmacy brands and Radius Pharmacy saw solid sales
achieved, particularly liniments and medicated skin care.
The appointment during the period of brett Miller as manager
for the business unit allows us to leverage off his considerable
experience in the fast moving consumer goods market and is
expected to improve our business opportunities in the current year
in the important sales channels of pharmacy and grocery.
The Dental business unit, managed by Paul steele, faced difficult
market conditions as private sector dental practices delayed
equipment purchasing in response to patients tightening their
discretionary spending.
We placed emphasis on achieving margin in the premium
segment of the equipment market, and control of inventory.
our strong market position as a specialist supplier of high quality
technology, notably the KaVo, Gendex and scican brands, has
resulted in the unit’s successful participation in tenders for the
New Zealand District Health boards’ contracts against strong
international competition. The Ministry of Health will fund a
significant oral healthcare programme targeted at provincial
regions with purchasing by DHbs expected to be spread over the
next few years.
12
eboS australia
The exceptional performance of EBoS Group Pty Ltd reflects the success of the changes to how we do
business in Australia, the strong contributions by recently acquired healthcare companies and the leadership
of our General Manager for Australia Tony Norris.
The restructuring two years ago to a co-ordinated sales and marketing approach by each of our four business
divisions, well supported by a centralised Customer services team, has produced a well-oiled national
organisation.
sales were strongly ahead by in excess of 17% in the core business, before adding acquisitions.
above, left to right: Gareth Hamill – national Sales manager, Primary; dean Harding – national Sales manager,
Hospital and aged care; tony norris – General manager, Healthcare australia; and Pieter vriens – Group manager,
Primary care.
Ebos Australia’s Primary Care business unit reflected the efforts of
national sales manager Primary Care Gareth Hamill and his team
in continuing to provide almost half of Australian revenue. steady
organic growth in sales by this unit were also bolstered by the
TasMed acquisition.
‘Tuffey’ cleansing wipe in winning several state tenders was a
stand-out success. The Eschmann range of theatre equipment
made a strong contribution, with our marketing team producing
excellent results despite a steep learning curve in our first active
year in this new area.
Together with Vital Medical supplies, an incomparable market
position is held in Primary Care. Vital enjoyed an outstanding year
with its significant sales growth and strong EbIT contribution to
Ebos Australia - a credit to the leadership of Pieter VrIens and his
staff.
The values and customer loyalties that underpin Vital Medical
supplies have been protected by maintaining parallel brands in
the marketplace. This separation has been very successful with
both Vital and Ebos Primary Care growing in sales, margin and
pre-tax profit.
An exceptional lift in sales for Ebos Australia’s Hospital Division
was a notable achievement for our national sales manager
Hospital/Aged Care, Dean Harding, and his team. It also reflected
the ongoing success of brand agencies exclusively held by Ebos
Australia and the integration of TasMed.
The Vernacare agency for infection control equipment and
disposable consumables is performing very well as demand grows
for consistency in cleaning practices. The impact of the Vernacare
The Aged Care Division provided another highly successful
result with considerable new business secured from retirement
sector groups for consumables. It was a record year for sales of
Vernacare waste disposal equipment.
A steady result was reported by the Consumer Healthcare business
unit, led by manager Craig Lewis. This is despite an intensely
competitive market, where our major focus is on the Allersearch
brand (Ebos owned) of asthma products marketed through retail
pharmacy.
Key supply chain management has been placed under a national
manager, Greg Cowlishaw.
Recent acquisitions in Australia have resulted in the group
operating from several distribution facilities and consolidation will
be pursued where possible.
13
sales and
Marketing
international (Pacific Islands and Papua New Guinea)
Flat spending on healthcare by Pacific Island nations during the year, as some economies contracted,
provided a cyclical challenge for the International division managed by bernie Davies.
Fiji remains a significant market but one reflecting a reduced
health budget. Increased opportunities were found in Papua New
Guinea as it benefits from the rising world prices of oil, gold and
minerals. This country has been a stable yet sometimes under
performing market for the business over the last four to five
years, however the achievement of a fiscal surplus has begun to
stimulate the health sector.
Mining for minerals, oil and gas is also driving growth for our
scientific product sales in the industrial laboratories market.
International is utilising the scale of the Ebos Group to provide a
full range of products to our Pacific Island markets.
our tailored after sales customer service programme continues
to be an integral part of the business’ ongoing relationship with
our customers. The programme includes product expertise, post-
purchase training, after-sales in-country technical support and
equipment maintenance programmes from our New Zealand base
and from the Ebos branch located in Port Moresby, PNG.
Aid agencies are pooling their funding for Pacific Island projects,
such as the provision of clean drinking water to Pacific Island
communities. Ebos is participating by providing technical
equipment and expertise in the analysis and purification of the
water supply.
The outlook for the 2009 fiscal year is for improved trading.
above: barry Higham – information and technology manager; and bernie davies, international manager.
14
Scientific
Ebos Group Ltd is well represented in the Scientific industry and life sciences markets for scientific
equipment and consumables. Well led by Derek brown, Managing Director – scientific, the group
businesses in this division comprise:
• Global Science & Technology Ltd, based in Auckland, is a leading supplier of scientific
equipment, chemicals and consumables to a broad range of customers in New Zealand.
• Quantum Scientific Pty Ltd, based in Brisbane, is a supplier of high technology scientific
equipment, consumables, reagents and associated support services to the life sciences sector
with interstate offices throughout Australia.
• Crown Scientific Pty Ltd is an Australia wide distributor, of a broad range of scientific
consumables and equipment, based in Sydney with branches in all states.
above, from left, Quantum Scientific: drew dixon – General manager; Gavin Williamson – Sales and marketing
manager; and derek brown – managing director, Scientific.
Australia
The continued buoyancy of the Australian scientific industry has
driven excellent results for Ebos Group’s wholly owned Australian
subsidiaries Quantum scientific and Crown scientific (acquired in
late 2007).
The result was enhanced by positive market conditions in two
important areas:
• sustained government funding in Australia of research
establishments at universities, medical research
institutes and primary industries, along with significantly
increased funding of medical research activity by private
philanthropists.
• The resource boom which is generating increased demand
from industrial laboratories for a range of scientific
equipment and consumables.
Led by general manager Drew Dixon, Quantum Scientific
Pty Ltd has had a very strong year, with a focus on consolidation
of equipment lines and growth in the reagent lines. The longer
term of institutional science programmes provides a buffer to the
weaker national economic cycle. Recurrent funding is “a shock
absorber” that has also insulated the life sciences industry from
recessionary impacts. Quantum benefited from significant growth
in the life sciences market for reagents.
our strong market position in life sciences has produced solid sales
levels in several states; however, Quantum scientific has thrived as
a supplier in the Queensland market where the state government
aspires to establish “the smart state” in biotechnology.
15
sales and
Marketing
significant new sales were made to the Glycomics Institute at
Griffith University on the Gold Coast and the Centre for Clinical
Research at Royal brisbane Hospital. Quantum also placed the
first ‘CRI’ fluorescent small animal imaging system at the Peter
MacCallum Cancer Institute in Melbourne.
In 2007 Ebos Group acquired Crown Scientific Pty Ltd, the
second largest general scientific supplier in Australia. The business
has undergone subsequent consolidation and rationalisation,
with installation of new information technology and software
systems together with a new management structure led by John
shannahan.
Crown has a very strong reputation and excellent coverage across
key industrial markets including mining, petrochemicals, food
and pharmaceuticals. based at Minto in southwest sydney, Crown
is the group’s flagship in the general scientific supply markets.
Crown has bases in all major states to support future growth.
It is benefiting from the very strong expansion of the resources
sector, particularly in Western Australia.
Under the leadership of its general manager John Knowles,
Global Science & Technology Ltd, has sustained a strong
position as a supplier to the research, industrial and clinical
markets across New Zealand and in support of the group’s
International business unit.
Market conditions remained challenging with the New Zealand
economy flattening, with fewer new institutional opportunities
and corporate clients tightening inventories.
Nevertheless, Global science has substantially improved
profitability with budgets exceeded for the year. This is a
significant achievement in flat economic conditions for the team
led by Global’s sales and marketing manager Heather Milliken.
Internally, effective management processes and a strong team
spirit are a factor in this success.
The exchange rate was a favourable influence on purchasing
costs and we have reduced stock levels with the rationalisation of
non-performing product lines. An inventory sale has eliminated
slower moving stock. This has reduced inventory carrying costs
and released capital. Global science has entered the current year
with a cleaner stock position.
The focus is on achieving a product offer that achieves customer
satisfaction and sustainable profitability through increased stock-
turn. This will include new products that complement the existing
range and add revenue.
• since balance date, Med-bio Ltd, a Christchurch-based
supplier of clinical diagnostic equipment and consumables
to public and private pathology laboratories, has being
acquired and is now a division of Global science.
above left: John Shannahan – General manager, crown Scientific; above right, Global Science & technology:
John Knowles – General manager, and Heather milliken – Sales and marketing manager.
16
Logistics
Healthcare Logistics, led by Michael broome as
general manager, has shown solid performance
in providing cost-effective logistics support to
multinational healthcare manufacturers, mostly
on a fee-for-service basis, as suppliers continue to
pursue reduced operational costs.
The Healthcare Logistics business model provides a range of
services from full agency representation to managed warehousing.
The year saw some positive churn in the distribution area with the
pre-wholesale business winning a new agreement with Wyeth,
one of the world’s largest pharmaceutical and healthcare products
companies. New premises, adjacent to our existing Mangere site,
were added to cope with growth.
Health Support Ltd’s business model for
hospital supply provides ‘just-in-time’ logistics
services for both the public and private sector.
The trial of Health support services by private healthcare provider
southern Cross Healthcare in three Auckland region hospitals
has gone very well and will lead to a progressive roll-out of
this logistic partnership. This is a pleasing development with
considerable growth potential across the southern Cross national
network of 14 hospitals.
Whereas Healthcare Logistics has specific expertise in the
pharmaceutical market, Health support provides these services as
a ‘virtual company’ for leading medical device and consumable
manufacturers.
above, left to right: Peter merton – chief executive officer, PrnZ; michael broome – General manager,
Healthcare logistics; and david lewis – General manager, ProPharma.
17
Wholesale
Activities in wholesale distribution by Health support Ltd and PRNZ Ltd made a strong contribution to overall
group revenue and profitability in the June 2008 year. The impact of the August 2007 acquisition of the privately
owned PRNZ Ltd was a major feature of the consolidated result.
since its acquisition PRNZ has operated as a self-managed complementary business led by its chief executive
Peter Merton. PRNZ has maintained brand identity for its operating subsidiaries and independent pursuit of
market share.
PRNZ has completed a major capital expenditure programme on a new sAP information technology platform.
The upgrade provides new capabilities including better tracking of key business indicators and enhanced online
trading capability. This is expected to result in cost efficiencies going forward.
PRNZ’s operating subsidiary ProPharma has performed fully
to expectations under the leadership of general manager David
Lewis, despite the flat trading environment in New Zealand during
the period since acquisition.
This trend of softer market conditions was marked by weakened
consumer spend impacted by sharply higher household costs.
However, underlying resilience is provided by long term
supply agreements with major pharmacy groups (Unichem,
DispensaryFirst and Radius), supply arrangements with the
Vantage buying group for independent pharmacies and renewed
supply contracts with non pharmacy customers.
Pharmacy Wholesalers Russells, the stand-alone member of the
ProPharma organisation, continued to benefit from its loyal group
of customers in the upper North Island.
ProPharma’s supply contracts with otago and Waikato District
Health boards provided continuity in the provision of supply to
DHb customers. The supply contract with the otago DHb was
renegotiated for a further period and during the year ProPharma
secured an initial supply agreement with the southland DHb.
There was growth for ProPharma’s hospital business unit in the
contracted supply of ‘oTC’ products direct to patients for the
Accident Compensation board.
ProPharma sees continued growth prospects in healthcare
distribution and following the commissioning of the new sAP
system is becoming more externally focused on growth initiatives
for the current year.
18
above, from left, Health Support ltd: Greg managh – General manager, and barry Gray – commercial manager.
Health Support Ltd produced another strong performance
operating as a brand neutral wholesaler of medical consumables,
surgical products and pharmaceuticals from its Auckland
distribution centre. This wholly owned subsidiary is led by general
manager Greg Managh, a very experienced Ebos group executive.
steady organic growth in DHb procurement demand throughout
the year was proof of the effectiveness of our business model that
rewards customers for increased volume.
The primary business of servicing supply contracts held with
public and private hospitals has cushioned Health support from
the prevailing economic conditions. During the current calendar
year the company will complete the fourth year of supply
contracts with the three Auckland District Health boards (Auckland,
Counties-Manakau and Waitemata) and we are focused on
achieving a successful first extension of three years in the course
of 2009.
With an emphasis on high quality services as our ‘point of
difference’, Health support has set high targets for accuracy in
deliveries and timely execution of orders. A concentrated effort
to improve customer satisfaction in these areas as the volume
of turnover rises has led to a significantly reduced error rate in
deliveries and increased timeliness.
The expansion of the Point Chevalier distribution complex that
began in the previous year was completed with resulting better
use of space.
Health support maintained its position as a leading e-commerce
business, with an upgrade of its server room in January 2008,
featuring an advanced fire protection system, and group disaster
recovery site.
Health support’s leadership of group supply chain activities
saw changes introduced in group distribution that contributed
to improved service performances. A policy of committed use
of radio-frequency technology for stock picking has brought
greater efficiencies at the Ebos Albany complex and more robust
replenishment and packing processes.
both Health support and Ebos New Zealand are achieving more
efficient procurement and, with the resolution of scalability issues,
the entire supply chain is now more robust and better able to
support sales efforts.
The company actively manages environmentally sound operating
practices with bins employed in the despatch of customers’ orders
to public and private hospitals returned for re-use.
19
Ebos Group Head office
our move to a new head office was timely during the year under review and we are seeing the
benefits of the new building as the nerve centre for our group activities which stretch across Australia,
Papua New Guinea, the south Pacific and New Zealand.
The new corporate headquarters provides a Centre of Excellence for our Information Technology and
the Finance & Treasury functions of the group. The offices also provide the New Zealand base for our
Hospital, Aged Care & Rehabilitation management, International business unit, and regional sales of
base for Ebos Healthcare and Global science.
our purpose-built headquarters at 108 Wrights Road, Addington, Christchurch is a technologically smart
building with several environmental advantages. Ebos senior manager Angus Cooper included this
relocation as one of his many projects undertaken as General Manager business Development.
The group was pleased to invite the Hon bill English M.P., a former Finance Minister and Health Minister,
to open the new head office (pictured below with Mark Waller and Rick Christie).
20
board of Directors
ricK cHriStie MsC (HoNs), FNZID, FNZIM (66)
(chairman)
Joined the Ebos Group Ltd board in June 2000, and appointed
chairman in April 2003. Member of the Audit and Risk Committee,
the Remuneration Committee and the Nomination Committee.
Mr Rick Christie is a professional director with a breadth of
governance and management experience in the oil and petrol-
chemical industries. Former chief executive of the diversified
investment company Rangatira Ltd, a former managing director
of Cable Price Downer and former chief executive of Trade New
Zealand. He is the chairman of Argenta Ltd, Provenco Group Ltd,
Vcomms Ltd and Health support Ltd and a director of the Growth
& Innovation Advisory board, Tourism Holdings Ltd, Wakefield
Health Ltd and the NZ Pork Industry board. Previously chairman of
AgResearch Ltd, deputy chairman of the Foundation for Research,
science & Technology and chairman of the Victoria University
Foundation board of Trustees. He is also a Fellow of the Royal
society of Arts, Manufacturers and Commerce in London. He is a
former director of Television New Zealand and the New Zealand
symphony orchestra and a past president of Chamber Music
New Zealand.
marK Waller bCoM, ACA, FNZIM (54)
(chief executive and managing director)
Mark Waller has been chief executive officer and managing
director of Ebos Group Ltd since 1987. He is a member of the
Remuneration Committee. He is a director of Global science &
Technology Ltd, Health support Ltd, Health support Properties Ltd,
Ebos Group Pty Ltd, Ebos Health & science Pty Ltd, Healthcare
Distributors Pty Ltd, PRNZ Ltd and its associated companies,
Quantum scientific Pty Ltd, Vital Medical supplies (Australia)
Pty Ltd and scott Technology Ltd.
Peter KraUS MA(HoNs), DIP ENG (57)
(deputy chairman)
Peter Kraus is an Auckland businessman who has been a director
of Ebos Group Ltd since 1990. He is a member of the Nomination
Committee. He is a director of Whyte Adder No.3 Ltd, strand
Holdings Ltd, strand Management Ltd, Herpa Properties Ltd,
Health support Ltd, Ecostore Company Ltd, oceania Attractions Ltd,
IsL International Ltd, Hapimana Properties Ltd, Huckleberry Farms
Ltd and Trustee of the Perpanida Trust and The Annalise Trust.
eliZabetH coUttS bMs, CA (49)
Appointed to the Ebos Group Ltd board July 2003. she
is a member of the Audit and Risk Committee and the
Nomination Committee. Elizabeth Coutts is a professional
director. she is former Chairman of Meritec Group, Chairman
of Industrial Research, director of Air New Zealand Ltd, the
Health Funding Authority and Trust bank New Zealand, former
deputy chairman of Public Trust, board member of sport and
Recreation NZ, member of the Pharmaceutical Management
Agency (Pharmac), commissioner for both the Commerce and
Earthquake Commissions and chief executive of the Caxton Group
of Companies and Carter building supply group. Her current
directorships include chairman of Life Pharmacy Ltd, chairman of
the Audit, Finance and Risk Committee of the Ministry of Health,
director of skellerup Industries Ltd and external monetary policy
adviser to the Governor of the Reserve bank of New Zealand and
member of New Zealand Rugby League Review Committee.
SaraH ottrey bCoM (43)
Appointed to the Ebos Group Ltd board 18 september 2006.
sarah is a marketing specialist advising various high profile clients.
she is a past board member of the Public Trust. sarah has held
senior marketing management positions with Unilever and
Db breweries.
barry Wallace MCoM (HoNs), CA (55)
Appointed to the Ebos Group Ltd board october 2001. He is
chairman of the Audit and Risk Committee and member of the
Remuneration Committee. barry Wallace is a chartered accountant
with a background in financial management with companies such
as Rank Xerox New Zealand Ltd and David Reid Electronics. He is
a former chief executive of Health support Ltd. He is the financial
manager for a private group of companies. He is a director of
Whyte Adder No.3 Ltd, strand Holdings Ltd, strand Management
Ltd, Herpa Properties Ltd, Health support Ltd, Health support
Properties Ltd, Global science & Technology Ltd, PRNZ Ltd and
its associated companies, Ecostore Company Ltd, Eco Tech
solutions Ltd, oceania Attractions Ltd, IsL International Ltd,
Hapimana Properties Ltd, Huckleberry Farms Ltd and Allum
Management services Ltd and a Trustee of The Perpanida Trust
and The Annalise Trust.
Peter merton bPharm (46)
Appointed to the Ebos Group Ltd board 12 september 2007.
Peter has worked in the retail, manufacturing, distribution and
wholesale areas of the pharmacy industry in New Zealand, Asia
and Africa since the early eighties. In 1987 he joined Zuellig
Pharma in New Zealand where he worked for the Zuellig group
and then API until 2005. His current role as chief executive officer
(PRNZ Ltd) commenced in 1997. He is a director of Pharmacy
brands Ltd, Cape Healthcare Ltd, Pharmacy Events Ltd, PRNZ Ltd
and its associated companies, Pharmacy Retailing (NZ) Ltd and
Trustee of Pentz Trust.
The above named Directors held office during the year and since
the end of the financial year except for Peter Merton who was
appointed on 12 september 2007.
21
Corporate Governance statement
The board and management of Ebos Group Ltd are committed to ensuring that the Company adheres
to best practice and governance principles and maintains high ethical standards. The board has agreed
to regularly review and assess the Company’s governance structures to ensure they are consistent, both
in form and in substance, with best practice. These are set out in the Company’s Corporate Governance
Code, the full content of which can be found on the Company’s website (www.ebos.co.nz). The board
considers that the Company’s Corporate Governance policies, practices and procedures substantially
comply with the New Zealand Exchange Corporate Governance best Practice Code.
Code of Ethics
The Ebos Code of Ethics is the framework of standards by which
the directors and employees of Ebos and its related companies are
expected to conduct their professional lives, and covers conflicts
of interest, receipt of gifts, confidentiality, expected behaviour,
delegated authority and compliance with laws and policies.
Remuneration Committee
The Remuneration Committee provides the board with assistance
in establishing relevant remuneration policies and practices
for directors, executives and employees. Members of the
Remuneration Committee are Rick Christie (Chairman),
barry Wallace and Mark Waller.
Role of the board and Management
The board is responsible for the direction and supervision of the
business and affairs of the Company and the monitoring of the
performance of the Company on behalf of shareholders. The board
also places emphasis on regulatory compliance.
Responsibility for the day to day management of the Company has
been delegated to the Chief Executive officer/Managing Director
and his management team.
board composition
The board is elected by the shareholders of Ebos Group Ltd.
At each annual meeting at least one third of the directors retire
by rotation. The board currently comprises the following non-
executive directors: Chairman, Rick Christie; Peter Kraus; Elizabeth
Coutts; sarah ottrey and barry Wallace. It has the following
executive directors Mark Waller, Chief Executive officer/Managing
Director and Peter Merton, Chief Executive of PRNZ Ltd. Rick Christie,
Elizabeth Coutts and sarah ottrey have been determined as
Independent Directors, (as defined under the NZsX Listing Rules
and the Ebos Group Ltd Corporate Governance Code).
board Committees
specific responsibilities are delegated to the Audit and Risk
Committee, the Remuneration Committee and the Nomination
Committee. Each of these committees has a charter setting
out the committee’s objectives, procedures, composition and
responsibilities. Copies of these charters are available on the
Company’s website.
Audit and Risk Committee
The Audit and Risk Committee provides the board with assistance
in fulfilling their responsibility to shareholders, the investment
community and others for overseeing the Company’s financial
statements, financial reporting processes, internal accounting
systems, financial controls, and annual external financial audit
and Ebos’s relationship with its external auditor. In addition, the
Audit and Risk Committee is responsible for the establishment of
policies and procedures relating to risk oversight, identification,
management and control. Members of the Audit and Risk
Committee are barry Wallace (Chairman), Rick Christie and
Elizabeth Coutts.
Nomination Committee
The procedure for the appointment and removal of directors is
ultimately governed by the Company’s Constitution. A director is
appointed by ordinary resolution of the shareholders although
the board may fill a casual vacancy. The board has delegated to
the Nomination Committee the responsibility for recommending
candidates to be nominated as a director on the board and
candidates for the committees. When recommending candidates
to act as director, the Nomination Committee takes into account
such factors as it deems appropriate, including the experience
and qualifications of the candidate. The current members of the
Nomination Committee are Rick Christie (Chairman), Elizabeth
Coutts and Peter Kraus. The majority of the members of the
Nomination Committee are independent.
board processes
Messrs b. Wallace and M. Waller are also directors and attend
board meetings of Global science & Technology Ltd, a wholly
owned subsidiary of Ebos Group Ltd. The table on page 24 shows
attendances at the board and committee meetings during the year
ended 30 June 2008.
share trading by Directors and officers
The Company has formal procedures that directors and officers
must follow when trading Ebos shares. They must notify and obtain
the consent of the board prior to any trading. All trading must be
conducted within two prescribed trading windows. These periods
commence from the date on which the annual result and half-
yearly results are announced and conclude on the following
30 November and 30 April respectively.
shareholder participation
The board aims to ensure that shareholders are informed of
all major developments affecting the Group’s state of affairs.
Information is communicated to shareholders in the Annual
Report and the Interim Report. The board has adopted a policy of
Continuous Disclosures that complies with the NZsX Listing Rules.
The board encourages full participation of shareholders at the
Annual Meeting to ensure a high level of accountability and
identification with the Group’s strategies and goals. Investors
can obtain information on the company from its website
(www.ebos.co.nz). The site contains recent NZX announcements
and reports.
22
Directors’ Report
Your Directors are pleased to submit to shareholders their report and financial statements
for the year ended 30 June 2008.
Principal activities
Ebos Group Limited (the Company) is listed on the NZsX board
of the New Zealand Exchange (NZX) under the securities code
Ebo. Ebos Group is the largest New Zealand owned independent
national distributor and marketer of medical, dental, and scientific
supplies in New Zealand. significant business operations are also
conducted in Australia, Papua New Guinea and the Pacific. The
company markets world class healthcare and scientific brands
sourced from leading international manufacturers.
Ebos operates in two key business segments
being Healthcare and scientific:
• Healthcare incorporates the sales and marketing
of healthcare products to a wide range of sectors
and the provision of wholesale distribution
services of health sector consumables,
pharmaceuticals and ‘over-the-counter’ products,
and
• scientific incorporates the sale and marketing of
laboratory consumables, life sciences equipment
and the provision of technical support to industry
and research laboratories.
Issued capital
As at 30 June 2008 the Company had on issue 47,021,841
ordinary fully paid shares, with 10,177,878 shares issued during
the year.
Group results
Annual group operating revenue was NZ$1,092m in the year
ended 30 June 2008 (2007 $307m). operating profit before
finance costs and tax of NZ$30.88m (2007 $17.13m) was earned
for the year ended 30 June 2008. The net profit for the period
after interest and tax was NZ$16.66m (2007 $10.32m). Earnings
per share were 37.6 cents (2007 31.7 cents).
The trading results included contributions from PRNZ Ltd, acquired
August 2007 and other acquisitions completed during the year.
Distribution
The Directors approved a final distribution of 13.5 cents per share
making a total of 23 cents per share for the year (2007 22.5 cents
per share). bonus shares under the Distribution Plan will be issued
on 10 october 2008.
Directors
Rick Christie and Elizabeth Coutts retire by rotation in accordance
with the Company’s constitution and being eligible offer
themselves for re-election.
Directors’ interests
share dealings by Directors
The Directors tabled on page 21 have disclosed to the board
under section 148(2) of the Companies Act 1993 particulars of
acquisitions and dispositions of relevant interests in ordinary
shares during the year – refer table on page 24.
Disclosure of interests by Directors
In accordance with section 140(2) of the Companies Act 1993, the
directors named below have made general disclosure of interest,
by a general notice disclosed to the board and entered in the
Company’s interest register, as follows:
R.G.M. Christie: Chairman of Argenta Ltd, Provenco Group Ltd,
Vcomms Ltd, Health support Ltd, and Director of Growth &
Innovation Advisory board, Tourism Holdings Ltd, Wakefield
Health Ltd and NZ Pork Industry board.
P.F. Kraus: Director of Whyte Adder No.3 Ltd, strand Holdings Ltd,
strand Management Ltd, Herpa Properties Ltd, Health support Ltd,
Ecostore Company Ltd, oceania Attractions Ltd, IsL International
Ltd, Hapimana Properties Ltd and Huckleberry Farms Ltd and
Trustee of the Perpanida Trust and the Annalise Trust.
E.M. Coutts: Chairman of Life Pharmacy Ltd, Chairman Audit,
Finance and Risk Committee of the Ministry of Health, Director of
skellerup Industries Ltd, External monetary policy adviser to the
Governor of the Reserve bank of New Zealand and Member of
NZ Rugby League Review Committee.
P.M. Merton: Director of Pharmacy brands Ltd, Cape Healthcare
Ltd, Pharmacy Events Ltd, PRNZ Ltd and its associated companies,
Pharmacy Retailing (NZ) Ltd and Trustee of Pentz Trust.
s.C. ottrey – strategic Marketing Consultant to Db Dominion
breweries Ltd.
b.J. Wallace: Director of Allum Management services Ltd, Global
science and Technology Ltd, Health support Ltd, Health support
Properties Ltd, PRNZ Ltd and its associated companies, Whyte
Adder No.3 Ltd, strand Holdings Ltd, strand Management Ltd,
Herpa Properties Ltd, Ecostore Company Ltd, Eco Tech solutions Ltd,
oceania Attractions Ltd, IsL International Ltd, Hapimana Properties
Ltd and Huckleberry Farms Ltd and Trustee of the Perpanida Trust
and The Annalise Trust.
M.b. Waller: Director of Global science and Technology Ltd, Health
support Ltd, Health support Properties Ltd, Ebos Health & science
Pty Ltd, Ebos Group Pty Ltd, Healthcare Distributors Pty Ltd, PRNZ
Ltd and its associated companies, Quantum scientific Pty Ltd,
scott Technology Ltd, and Vital Medical supplies (Australia) Pt Ltd.
23
Directors’ Report
Directors’ Report & Disclosures
Use of Company information
During the year the board received no notices from directors of the company requesting to use company information
received in their capacity as directors, which would not otherwise have been available to them.
share dealings by Directors
Director
E M Coutts
P F Kraus
– Held by associated persons
– Held by associated persons
P M Merton
M b Waller
M b Waller
– Held by associated persons
b J Wallace
– Held by associated persons – Director of Whyte
Adder No.3 Ltd / Director of Herpa Properties Ltd
Directors’ shareholdings
Number of fully paid shares held as at
ordinary shares
Purchased (sold)
Consideration
Paid (Received)
Date of
Transaction
1,075
153,627
671,082
614,133
79,604
30,922
(10,000)
1,075
8,180
10,000
3,225
371
153,627
671,082
66,944
614,133
12,660
$5,000
$714,370
$3,120,532
$3,009,250
$366,849
$142,502
Nil
$5,000
$37,697
Nil
$15,000
$1,707
$714,370
$3,120,532
$308,507
$3,009,250
$58,342
october 2007
september 2007
october 2007
March 2008
May 2008
May 2008
August 2007
october 2007
May 2008
August 2007
october 2007
May 2008
september 2007
october 2007
May 2008
March 2008
May 2008
– Held by associated persons
– Non beneficially held – staff share purchase scheme
– Held by associated persons
– Held by associated persons
(Resigned 9 November 2006)
– Held by associated persons – Director of Whyte
Adder No.3 Ltd / Director of Herpa Properties Ltd
– Held by associated persons
– Non beneficially held – staff share purchase scheme
30 June 2008
30 June 2007
3,000
14,408
150,230
3,941,132
1,530,922 –
123,571
3,941,132
404,957
18,262
150,230
3,000
13,333
116,650
2,422,686
120,000
2,422,686
405,702
4,666
116,650
board*
Eligible to
Audit & Risk Committee Remuneration Committee Nomination Committee
Eligible to
Eligible to
Eligible to
Attend Attended
Attend Attended
Attend Attended
Attend Attended
12
12
12
10
12
15
15
12
8
11
8
10
15
15
3
-
3
-
-
3
-
3
-
3
-
-
3
-
1
-
-
-
-
1
1
1
-
-
-
-
1
1
1
1
1
-
-
-
-
1
1
1
-
-
-
-
* Includes attendance by directors at subsidiary company board meetings.
Indemnity and insurance
In accordance with section 162 of the Companies Act 1993 and the constitution of the Company, the Company has given indemnities to, and
has effected insurance for, the directors and executives of the Company and its related companies which, except for some specific matters
which are expressly excluded, indemnify and insure directors and executives against monetary losses as a result of actions undertaken by
them in the course of their duties. specifically excluded are certain matters, such as the incurring of penalties and fines which may be
imposed for breaches of law.
24
E M Coutts
R G M Christie
P F Kraus
P M Merton
H J Vollemaere
b J Wallace
M b Waller
Attendance
R Christie
P Kraus
E Coutts
P Merton
s ottrey
b Wallace
M Waller
Directors’ Remuneration and other benefits
Directors’ remuneration and other benefits required to be disclosed pursuant to section 211(1) of the Companies Act 1993 for the year
ended 30 June 2008 were as follows:
Ebos Group Limited
R.G.M. Christie
P.F. Kraus
E.M. Coutts
P. Merton
s.C. ottrey
H.J. Vollemaere
b.J. Wallace
M.b. Waller
(Chief Executive officer and Managing Director)
*Includes performance bonus and other emoluments
Global science & Technology Limited
b.J. Wallace
Health support Limited
R.G.M. Christie
P.F. Kraus
b.J. Wallace
salary & other benefits
salary
* other benefits
2008
$104,800
$74,100
$52,400
$287,325
$49,400
–
$55,000
$218,200
$829,000
2007
$85,000
$60,000
$45,000
–
$31,505
$14,465
$45,000
$218,200
$581,724
$10,000
$10,000
$8,750
$5,000
$5,000
$17,500
$10,000
$10,000
Employee Remuneration
Grouped below, in accordance with section 211 of the Companies Act 1993, are the number of employees or former employees of the
company and its subsidiaries, including those based in Australia, who received remuneration and other benefits in their capacity as
employees totalling NZ$100,000 or more during the year.
Employee Remuneration
Remuneration (NZ$)
100,000 – 110,000
110,000 – 120,000
120,000 – 130,000
130,000 – 140,000
140,000 – 150,000
160,000 – 170,000
180,000 – 190,000
200,000 – 210,000
220,000 – 240,000
240,000 – 250,000
270,000 – 280,000
300,000 – 310,000
400,000 – 410,000
Number of Employees
2008
2007
13
10
6
8
4
4
4
–
4
1
1
–
1
2
3
3
6
1
–
1
2
–
–
–
1
–
Auditors
The Company’s Auditors, Deloitte, will continue in office in accordance with the Companies Act 1993.
The Directors are satisfied that the provision of non-audit services, during the year by the auditor is compatible with the general standard
of independence for auditors imposed by the Companies Act 1993. Details of amounts paid or payable to the auditor for non-audit services
provided during the year by the auditors are outlined in note 5 to the financial statements.
R.G.M. Christie
Chairman
22 August 2008
M.B. Waller
Managing Director
25
Ebos Group Limited
Financial Report
For the financial year ended 30 June, 2008
Ebos Group Limited
directors’ responsibility Statement
The Directors of EBOS Group Limited are pleased to present to shareholders the financial statements for EBOS Group and its controlled
entities (together the “group”) for the year to 30 June 2008.
The Directors are responsible for presenting financial statements in accordance with New Zealand law and generally accepted
accounting practice, which give a true and fair view of the financial position of company and the group as at 30 June 2008 and the
results of their operations and cash flows for the year ended on that date.
The Directors consider the financial statements of the company and the group have been prepared using accounting policies which have
been consistently applied and supported by reasonable judgement and estimates and that all relevant financial reporting and accounting
standards have been followed.
The Directors believe that proper accounting records have been kept which enable with reasonable accuracy, the determination of the
financial position of the company and group and facilitate compliance of the financial statements with the Financial Reporting Act 1993.
The Directors consider that they have taken adequate steps to safeguard the assets of the company and the group, and to prevent and
detect fraud and other irregularities. Internal control procedures are also considered to be sufficient to provide a reasonable assurance as
to the integrity and reliability of the financial statements.
The Financial Statements are signed on behalf of the Board by:
Mark Waller
Chief Executive Officer and Managing Director
Rick Christie
Chairman
22 August 2008
26
AUDIT REPORT
TO THE SHAREHOLDERS OF
EBOS GROUP LIMITED
We have audited the financial statements on pages 28 to 70. The financial statements provide information about the past
financial performance and financial position of EBOS Group Limited and group as at 30 June 2008. This information is stated
in accordance with the accounting policies set out on pages 32 to 40.
Board of Directors’ Responsibilities
The Board of Directors is responsible for the preparation, in accordance with New Zealand law and generally accepted
accounting practice, of financial statements which give a true and fair view of the financial position of EBOS Group Limited
and group as at 30 June 2008 and of the results of operations and cash flows for the year ended on that date.
Auditors’ Responsibilities
It is our responsibility to express to you an independent opinion on the financial statements presented by the Board of
Directors.
Basis of Opinion
An audit includes examining, on a test basis, evidence relevant to the amounts and disclosures in the financial statements.
It also includes assessing:
•
the significant estimates and judgements made by the Board of Directors in the preparation of the financial statements,
and
• whether the accounting policies are appropriate to the company and group circumstances, consistently applied and
adequately disclosed.
We conducted our audit in accordance with New Zealand Auditing Standards. We planned and performed our audit so as to
obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence
to obtain reasonable assurance that the financial statements are free from material misstatements, whether caused by fraud
or error. In forming our opinion we also evaluated the overall adequacy of the presentation of information in the financial
statements.
Other than in our capacity as auditor, the provision of taxation advice and the provision of due diligence advisory services,
we have no relationship with or interests in EBOS Group Limited or any of its subsidiaries.
Unqualified Opinion
We have obtained all the information and explanations we have required.
In our opinion:
• proper accounting records have been kept by EBOS Group Limited as far as appears from our examination of those
•
records; and
the financial statements on pages 28 to 70:
– comply with generally accepted accounting practice in New Zealand;
– comply with International Financial Reporting Standards; and
– give a true and fair view of the financial position of EBOS Group Limited and group as at 30 June 2008 and the
results of their operations and cash flows for the year ended on that date.
Our audit was completed on 22 August 2008 and our unqualified opinion is expressed as at that date.
Chartered Accountants
ChRISTChuRCh, NEW ZEALAND.
2727
Ebos Group Limited
income Statement
For the Financial Year ended 30 June, 2008
Revenue
Profit before depreciation, amortisation,
finance costs and income tax expense
Depreciation
Amortisation of finite life intangibles
Profit before finance costs and tax
Finance costs
Profit before income tax expense
Income tax (expense)/credit
Profit for the period
Earnings per share:
Basic (cents per share)
Diluted (cents per share)
Notes
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
2 (a)
1,092,020
307,276
69,851
67,010
2 (b)
2 (b)
2 (b)
2 (b)
3
33,634
(2,620)
(137)
30,877
(8,334)
22,543
(5,880)
18,842
(1,711)
-
17,131
(2,189)
14,942
(4,623)
16,663
10,319
8,171
(316)
-
7,855
(4,591)
3,264
31
3,295
8,561
(408)
-
8,153
(1,181)
6,972
(1,161)
5,811
25
25
37.6
37.6
31.7
31.7
28
Notes to the financial statements are included on pages 32 to 70.
Ebos Group Limited
balance Sheet
As at 30 June, 2008
Current assets
Cash and cash equivalents
Trade and other receivables
Prepayments
Inventories
Current tax refundable
Other financial assets - derivatives
Advances to subsidiaries
Finance leases
Total current assets
Non-current assets
Property, plant and equipment
Capital work in progress
Finance leases
Prepayments
Deferred tax assets
Goodwill
Indefinite life intangibles
Finite life intangibles
Shares in subsidiaries
Total non-current assets
Total assets
Current liabilities
Bank overdraft
Trade and other payables
Finance leases
Bank loans
Current tax payable
Employee benefits
Other financial liabilities - derivatives
Advances from subsidiaries
Total current liabilities
Non-current liabilities
Bank loans
Trade and other payables
Deferred tax liabilities
Finance leases
Total non-current liabilities
Total liabilities
Net assets
Equity
Share capital
Foreign currency translation reserve
Retained earnings
Cash flow hedge reserve
Total equity
Notes to the financial statements are included on pages 32 to 70.
Notes
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
6
7
8
3
9
10
11
7
3
12
13
14
15
16
17
16, 18
16
3
19
16
16
17
3
16, 18
16,136
150,426
2,789
126,704
3,428
130
-
108
1,772
41,230
1,090
45,211
624
12
-
86
121
8,572
47
14,131
1,316
-
12,298
108
299,721
90,025
36,593
22,103
916
115
1,176
3,992
133,062
23,756
1,353
-
10,525
240
172
1,432
1,209
27,387
6,316
-
-
4,352
-
115
-
527
1,728
4,960
-
128,630
186,473
47,281
140,312
486,194
137,306
176,905
277
233,039
225
82,971
1,886
4,851
387
-
635
29,679
74
1,101
1,082
2,305
95
-
16
6,907
27
48,100
-
1,383
384
5,512
323,636
34,971
62,329
1,250
5,318
7,796
890
7,985
-
2,035
120
15,254
10,140
-
-
1,488
47
1,535
338,890
45,111
63,864
Parent
2007
$’000
200
9,786
101
15,008
441
-
10,118
86
35,740
757
240
172
-
386
1,728
4,960
-
39,801
48,044
83,784
349
5,261
27
-
-
980
95
1,546
8,258
-
-
1,495
74
1,569
9,827
147,304
92,195
113,041
73,957
20
21
21
21
105,752
2,044
39,645
(137)
63,150
(485)
29,530
-
105,752
-
7,554
(265)
147,304
92,195
113,041
63,150
-
10,807
-
73,957
29
Ebos Group Limited
Statement of changes in equity
For the Financial Year ended 30 June, 2008
Notes
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
Equity at start of period as previously reported
92,195
55,763
73,957
40,413
Effect of change in accounting policy for deferred
tax on intangible assets
1.6
-
(1,955)
-
(1,488)
Equity at start of period – as restated
92,195
53,808
73,957
38,925
Profit for period attributable to:
Members of the parent entity
Movement in foreign currency translation
reserve
Cash flow hedges (loss) taken to equity
Related income tax
Total recognised income and expenses
Dividends paid to company shareholders
Shares issued
16,663
10,319
3,295
5,811
2,529
(250)
113
(1,153)
-
-
-
(378)
113
-
-
-
19,055
9,166
3,030
5,811
(6,548)
42,602
(7,092)
36,313
(6,548)
42,602
(7,092)
36,313
21
21
22
20
Equity at end of period
147,304
92,195
113,041
73,957
30
Notes to the financial statements are included on pages 32 to 70.
Ebos Group Limited
cash Flow Statement
For the Financial Year ended 30 June, 2008
Cash flows from operating activities
Receipts from customers
Interest received
Dividends received from subsidiaries
Subvention income from subsidiaries
Payments to suppliers and employees
Taxes paid
Interest paid
Notes
Group
2008
$’000
Group
2007
$’000
1,086,298
234
-
-
(1,041,501)
(8,151)
(8,334)
302,802
102
-
-
(289,258)
(4,203)
(2,189)
Parent
2008
$’000
65,532
1,069
-
4,501
(58,783)
(879)
(4,591)
Parent
2007
$’000
63,762
665
2,724
-
(60,713)
(1,187)
(1,181)
Net cash inflow from operating activities
24c
28,546
7,254
6,849
4,070
Cash flows from investing activities
Sale of property, plant & equipment
Receipt of deferred sale proceeds
Advances from subsidiaries
Purchase of property, plant & equipment
Payments for capital work in progress
Advances to subsidiaries
Businesses acquired
Investment in subsidiary company
295
-
-
(6,315)
(150)
-
(86,968)
-
1,388
691
-
(2,183)
(240)
-
(4,500)
-
4
-
8,185
(3,710)
-
(6,398)
(72,315)
(2,264)
1,360
-
6,521
(450)
(240)
(16,817)
(4,500)
-
24a
Net cash (outflow) from investing activities
(93,138)
(4,844)
(76,498)
(14,126)
Cash flows from financing activities
Proceeds from issue of shares
Proceeds from borrowings
Repayment of borrowings
Dividends paid to equity holders of parent
Net cash inflow from financing activities
Net increase/(decrease) in cash held
Effect of exchange rate fluctuations on cash held
Net cash and cash equivalents at beginning
of the year
Net cash and cash equivalents at the end of the year
Cash and cash equivalents
Bank overdrafts
22
28,351
59,793
(2,500)
(6,548)
79,096
14,504
218
36,313
6,500
(35,319)
(7,092)
28,351
48,100
-
(6,548)
36,313
6,500
(25,704)
(7,092)
402
69,903
10,017
2,812
(105)
254
-
1,137
(1,570)
(149)
15,859
16,136
(277)
15,859
1,137
1,772
(635)
1,137
105
121
(16)
105
(39)
-
(110)
(149)
200
(349)
(149)
Notes to the financial statements are included on pages 32 to 70.
31
Ebos Group Limited
notes to the Financial Statements
For the Financial Year ended 30 June, 2008
1.
SUMMARY OF ACCOUNTING POLICIES
1.1 Statement of Compliance
EBOS Group Ltd (“the Company”) is a profit-oriented company incorporated in New Zealand, registered under the Companies Act 1993
and listed on the New Zealand Exchange.
The company operates in two business segments, being healthcare and Scientific – healthcare incorporates the sale of healthcare
products in a range of sectors, own brands, retail healthcare and wholesale activities, and Scientific incorporates the sale of laboratory
consumables, life sciences equipment and technical support to industry and research laboratories.
The Company is a reporting entity and issuer for the purposes of the Financial Reporting Act 1993 and its financial statements comply
with that Act.
The financial statements have been prepared in accordance with Generally Accepted Accounting Practice in New Zealand (‘NZ GAAP’).
They comply with New Zealand Equivalents to International Financial Reporting Standards (“NZ IFRS”) and other applicable reporting
standards as appropriate for profit oriented entities.
The Financial Statements comply with International Financial Reporting Standards (“IFRS”).
1.2 Basis of Preparation
The financial statements have been prepared on the basis of historical cost, except for the revaluation of certain financial instruments.
Cost is based on the fair value of the consideration given in exchange for assets.
Accounting policies are selected and applied in a manner which ensures that the resulting financial information satisfies the concepts of
relevance and reliability, thereby ensuring that the substance of the underlying transactions or other events is reported.
The accounting policies set out below have been applied in preparing the financial statements for the year ended 30 June, 2008 and the
comparative information presented in these financial statements for the year ended 30 June, 2007.
The information is presented in thousands of New Zealand dollars.
1.3 Critical Judgements in applying accounting policies
In the process of applying the accounting policies, management has made the following judgements that have had the most significant
effect on the amounts recognised in the financial statements (apart from those involving estimations, which are dealt with below).
In the application of NZ IFRS management is required to make judgements, estimates and assumptions about carrying values of
assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical
experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of
making the judgements. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only
that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Judgements made by management in the application of NZ IFRS that have significant effects on the financial statements and estimates
with a significant risk of material adjustments in the next year are disclosed, where applicable, in the relevant notes to the financial
statements.
Critical judgements made by management principally relate to the identification of intangible assets arising on acquisition of a business
or subsidiaries and the recognition of revenue on significant contracts subject to renewal.
32
1.
SUMMARY OF ACCOUNTING POLICIES contd.
1.4 Key Sources of Estimation Uncertainty
Key sources of estimation uncertainty relate to assessment of impairment of goodwill and indefinite life intangibles.
The group determines whether goodwill and indefinite life intangibles are impaired at least on an annual basis. This requires an
estimation of the recoverable amount of the cash generating units to which the goodwill and indefinite life intangibles are allocated.
The assumptions used in this estimation of recoverable amount and the carrying amount of goodwill and indefinite life intangibles are
discussed in notes 12 and 13. It is assumed that significant contracts will be rolled over for each period of renewal.
Determining the recoverable amounts of goodwill and intangible assets requires the estimation of the effects of uncertain future events at
balance date. These estimates involve assumptions about risk assessment to cash flows or discount rates used, future changes in salaries
and future changes in price affecting other costs.
1.5 Specific accounting policies
The following specific accounting policies have been adopted in the preparation and presentation of the financial statements.
a) Basis of consolidation – purchase method
The consolidated financial statements are prepared by combining the financial statements of all the entities that comprise the group,
being the company (the parent entity) and its subsidiaries as defined in NZ IAS-27 ‘Consolidated and Separate Financial Statements’.
A list of subsidiaries appears in note 15 to the financial statements. Consistent accounting policies are employed in the preparation and
presentation of the consolidated financial statements.
On acquisition, the assets and liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of
acquisition. Any excess of the cost of acquisition over the fair values of the identifiable net assets acquired is recognised as goodwill.
Any deficiency of the cost of acquisition below the fair values of the identifiable net assets acquired (i.e. discount on acquisition) is
credited to the income statement in the period of acquisition. The interest of minority shareholders is stated at the minority’s proportion
of the fair values of the assets and liabilities recognised. Subsequently, any losses applicable to the minority interest in excess of the
minority interest are allocated against the interests of the parent.
The results of subsidiaries acquired or disposed of during the year are included in the consolidated Income Statement from the effective
date of acquisition or up to the effective date of disposal, as appropriate.
All significant inter-company transactions and balances are eliminated on consolidation.
In the Company’s financial statements, investments in subsidiaries are recognised at their cost, less any adjustment for impairment.
b) Goodwill
Goodwill represents the excess of the purchase consideration over the fair value of the identifiable tangible and identifiable intangible
assets, liabilities and contingent liabilities of the subsidiary recognised at the time of acquisition of a business or subsidiary. Goodwill is
initially recognised as an asset at cost and is subsequently measured at cost less any accumulated impairment losses.
For the purpose of impairment testing, goodwill is allocated to each of the groups cash-generating units expected to benefit from the
synergies of the combination. Cash-generating units to which goodwill has been allocated are tested for impairment annually, or more
frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than
the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the
unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit. An impairment loss
recognised for goodwill is not reversed in a subsequent period.
On disposal of a subsidiary, the attributable amount of goodwill is included in the determination of the profit or loss on disposal.
c) Indefinite life intangible assets
Indefinite life intangible assets represent purchased brand names and are initially recognised at cost. Such intangible assets are regarded
as having indefinite useful lives and they are tested annually for impairment on the same basis as for goodwill.
d) Finite life intangible assets
Finite life intangible assets are recorded at cost less accumulated amortisation. Amortisation is charged on a straight line basis over their
estimated useful life. The estimated useful life and amortisation period is reviewed at the end of each annual reporting period.
33
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
1.
SUMMARY OF ACCOUNTING POLICIES contd.
e) Intangible assets acquired in a business combination
All potential intangible assets acquired in a business combination are identified and recognised separately from goodwill where they
satisfy the definition of an intangible asset and their fair value can be measured reliably.
f) Property, plant, and equipment
The group has five classes of property, plant and equipment:
• Freehold land;
• Buildings;
• Leasehold improvements;
• Plant and Vehicles, and
• Office equipment, furniture and fittings.
Property, Plant and Equipment is initially recorded at cost.
Cost includes the original purchase consideration and those costs directly attributable to bring the item of Property, Plant and Equipment
to the location and condition for its intended use.
After recognition as an asset Property, Plant and Equipment is carried at cost less accumulated depreciation and impairment losses.
When an item of Property, Plant and Equipment is disposed of, any gain or loss is recognised in the Income Statement and is calculated
as the difference between the sale price and the carrying value of the item.
Depreciation is provided for on a straight line basis on all Property, Plant and Equipment other than freehold land, at depreciation rates
calculated to allocate the assets’ cost less estimated residual value, over their estimated useful lives.
Leased assets are depreciated over the shorter of the unexpired period of the lease and the estimated useful life of the assets.
Major depreciation periods are:
• Buildings
• Leasehold improvements
• Plant
• Office equipment, furniture and fittings
• Motor vehicles
20 to 100 years
2 to 15 years
2 to 20 years
2 to 10 years
4 to 5 years
g) Impairment of Assets
At each balance sheet date, the group reviews the carrying amounts of its non current assets to determine whether there is any indication
that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order
to determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other
assets, the group estimates the recoverable amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash
flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of
money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the
asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately.
Where an impairment loss subsequently reverses, other than for Goodwill and indefinite life intangible assets, the carrying amount of
the asset (cash-generating unit) is increased to the revised estimate of its recoverable amount, but only to the extent that the increased
carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the
asset (cash-generating unit) in prior years. A reversal of an impairment loss is recognised as income immediately. Impairment losses can
not be reversed for Goodwill and indefinite life intangible assets.
h) Taxation
The income tax expense charged to the income statement includes both the current year’s provision and the income tax effect of:
• Taxable temporary differences, except those arising from initial recognition of goodwill; and
• Deductible temporary differences to the extent that it is probable that they will be utilised.
34
1.
SUMMARY OF ACCOUNTING POLICIES contd.
Temporary differences arising from transactions, other than business combinations, affecting neither accounting profit nor taxable profit
are ignored.
The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet
date.
Deferred tax is not recognised on temporary differences associated with investments in subsidiaries, because:
• The parent company is able to control the timing of the reversal of the differences; and
• They are not expected to reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable
that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
i) Inventories
Inventories are recognised at the lower of cost, determined on a weighted average basis, and net realisable value. Cost comprises direct
materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their
present location and condition. Net realisable value represents the estimated selling price in the ordinary course of business, less all
estimated costs of completion and costs to be incurred in marketing, selling and distribution.
j) Leases
The group leases certain plant and equipment and land and buildings.
Finance leases, which effectively transfer to the group substantially all of the risks and benefits incident to ownership of the leased item,
are capitalised at the present value of the minimum lease payments. The leased assets and corresponding liabilities are recognised and
the leased assets are depreciated over the period the group is expected to benefit from their use. Lease payments are apportioned between
finance charges and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability.
Finance charges are charged directly to the Income Statement.
Operating lease payments, where the lessors effectively retain substantially all the risks and benefits of ownership of the lease items,
are included in the determination of the net surplus in equal instalments over the period of the lease. Lease incentives received are
recognised as an integral part of the total lease payments made and also spread on a basis representative of the pattern of benefits
expected to be derived from the leased asset.
k) Foreign Currency Translation
Functional and Presentation Currency
The financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which
the entity operates (“the functional currency”).
The consolidated financial statements are presented in New Zealand dollars, which is the Company’s functional and presentation
currency.
Transactions and Balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing on the dates of the
transactions. At each balance sheet date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the
rates prevailing on the balance sheet date. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign
currency are not retranslated.
Exchange differences arising on the settlement of monetary items, and on the retranslation of monetary items, are included in the Income
Statement for the period.
Foreign Operations
On consolidation, the assets and liabilities of the group’s overseas operations are translated at exchange rates prevailing at the reporting
date. Income and expense items are translated at the average rates for the period. Exchange differences arising, if any, are recognised in
the foreign currency translation reserve, and recognised in profit or loss on disposal of the foreign operation.
Goodwill and fair value adjustments arising on the acquisition of a foreign entity on or after the date of transition to NZ IFRS are treated
as assets and liabilities of the foreign entity and translated at exchange rates prevailing at the reporting date.
35
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
1.
SUMMARY OF ACCOUNTING POLICIES contd.
l) Goods & Services Tax
Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except for receivables and payables
which are recognised inclusive of GST.
Cash flows are included in the cash flow statement on a net basis. The GST component of cash flows arising from investing and
financing activities which is recoverable from, or payable to, the taxation authority is classified as operating cash flows.
m) Financial Instruments
Financial assets and financial liabilities are recognised on the group’s balance sheet when the group becomes a party to the contractual
provisions of the instrument.
Financial assets are classified into the following specific categories: “financial assets at fair value through profit or loss” (FVTPL), “held
to maturity” investments, “available for sale” (AFS) financial assets and “loans and receivables”. The category depends on the nature
and purpose of the financial assets and is determined at initial recognition. The categories used are set out below:
Cash & Cash Equivalents
Cash and cash equivalents comprise cash on hand and demand deposits, and other short-term highly liquid investments that are readily
convertible to a known amount of cash and are subject to an insignificant risk of changes in value.
Loans and Receivables
Trade receivables, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are
classified as loans and receivables.
Loans and receivables are measured at initial recognition at fair value, and are subsequently measured at amortised cost using the
effective interest rate method. Appropriate allowances for estimated irrecoverable amounts are recognised in the Income Statement
when there is objective evidence that the asset is impaired. The allowance recognised is measured as the difference between the
asset’s carrying amount and the present value of estimated future cash flows discounted at the effective interest rate computed at initial
recognition.
Equity Instruments
Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs.
Financial Liabilities
Financial liabilities are classified as either financial liabilities at “fair value through profit or loss” (FVTPL) or “other financial
liabilities” measured at amortised cost. The classifications used are set out below:
Other Financial Liabilities
Trade payables are initially measured at fair value, and subsequently measured at amortised cost, using the effective interest rate method.
All loans and borrowings are initially recognised at cost, being the fair value of the consideration received plus issue costs associated
with the borrowing. After initial recognition, these loans and borrowings are subsequently measured at amortised cost using the effective
interest rate method which allocates the cost through the expected life of the loan or borrowing. Amortised cost is calculated taking into
account any issue costs, and any discount or premium on drawdown.
Bank loans are classified as current liabilities (either advances or current portion of term debt) unless the group has an unconditional
right to defer settlement of the liability for at least 12 months after the balance sheet date.
Derivative Financial Instruments
The group enters into foreign currency forward exchange contracts to hedge trading transactions, including anticipated transactions,
denominated in foreign currencies and from time to time uses interest rate swaps to manage cash flow interest rate risk.
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to
their fair value. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as
a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. The
group designates certain derivatives as cashflow hedges of highly probable forecast transactions.
36
1.
SUMMARY OF ACCOUNTING POLICIES contd.
Cashflow hedges
At the inception of the hedge relationship, the entity documents the relationship between the hedging instrument and the hedged item,
along with its risk management objectives and its strategy for undertaking various hedge transactions. Furthermore, at the inception of
the hedge and on an ongoing basis, the group documents whether the hedging instrument that is used in a hedging relationship is highly
effective in offsetting changes in cashflows of the hedged items.
The effective portion of changes in the fair value of derivatives that are designated and qualify as cashflow hedges are deferred in equity.
The gain or loss relating to the ineffective portion is recognised immediately in profit or loss.
Amounts deferred in equity are recycled in profit or loss in the periods when the hedged item is recognised in profit or loss. however,
when the forecast transaction that is hedged results in the recognition of a non-financial asset or a non-financial liability, the gains and
losses previously deferred in equity are transferred from equity and included in the initial measurement of the cost of the asset and
liability.
hedge accounting is discontinued when the group revokes the hedging relationship, the hedging instrument expires, is terminated,
exercised or no longer qualifies for hedge accounting. Any cumulative gain or loss deferred in equity at that time remains in equity and
is recognised when the forecast transaction is ultimately recognised in profit or loss. When a forecast transaction is no longer expected to
occur, the cumulative gain or loss that was deferred in equity is recognised immediately in profit or loss.
n) Revenue Recognition
Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for goods and
services provided in the normal course of business, net of returns, discounts, allowances and GST. The following specific recognition
criteria must be met before revenue is recognised:
Sale of Goods
Sales of goods are recognised when significant risks and rewards of owning the goods are transferred to the buyer, when the revenue can
be measured reliably and when management effectively ceases involvement or control.
Rendering of Services
Revenue from services rendered is recognised when it is probable that the economic benefits associated with the transaction will flow
to the entity. The stage of completion at balance date is assessed based on the value of services performed to date as a percentage of the
total services to be performed.
Interest Income
Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which
is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset’s net carrying
amount.
Dividend Income
Dividend income from investments is recognised when the shareholders’ rights to receive payment have been established.
o) Cash Flow Statement
The cash flow statement is prepared exclusive of GST, which is consistent with the method used in the income statement.
Definition of terms used in the cash flow statement:
Operating activities include all transactions and other events that are not investing or financing activities.
Investing activities are those activities relating to the acquisition and disposal of current and non-current investments and any other non-
current assets.
Financing activities are those activities relating to changes in the equity and debt capital structure of the company and group and those
activities relating to the cost of servicing the company’s and the group’s equity capital.
37
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
1.
SUMMARY OF ACCOUNTING POLICIES contd.
p) Employee entitlements
A liability for annual leave and long service leave is accrued and recognised in the statement of financial position. The liability is equal
to the present value of the estimated future cash outflows as a result of employee services provided at balance date.
Provisions made in respect of employee benefits expected to be settled within 12 months, are measured at their nominal values using the
remuneration rate expected to apply at the time of settlement.
Provisions made in respect of employee benefits which are not expected to be settled within 12 months are measured at the present value
of the estimated future cash outflows to be made by the Group in respect of services provided up to reporting date.
q) Segment Reporting
A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that
are different from those of other business segments.
A geographical segment is engaged in providing products or services in a particular economic environment, where the risks and returns
are different from those of segments operating in other economic environments.
The group’s primary reporting format is business segments and its secondary format is geographical.
r) Non-current assets held for sale and discontinued operations
Non-current assets (and disposal groups – being a group of assets to be disposed of by sale or otherwise) classified as held for sale are
measured at the lower of carrying amount and fair value less costs to sell.
Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered through a sale transaction
rather than through continuing use. This condition is regarded as met only when the sale is highly probable and the asset (or disposal
group) is available for immediate sale in its present condition. The sale of the asset (or disposal group) is expected to be completed
within one year from the date of classification.
A discontinued operation is a component of the group’s business that represents a separate major line of business or geographical area
of operations. Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as
held for sale, if earlier.
s) New standards and Interpretations
Standards and interpretations that have been issued or amended but are not yet effective that have not been adopted by the Group and
Company for the annual reporting period ended 30 June 2008 and which are relevant are as follows:
Application
date for
Company
30 June 2010
Reference
Title
Summary
Application
date of
standard
Impact on
Company
financial report
NZ IFRS 8
Operating
segments.
1 January 2009
Specifies how an
entity should report
information about its
operating segments
in annual financial
reports.
NZ IFRS 8 is a
disclosure standard
so will have no
impact on the
amounts included
in the Company’s
financial statements.
however, the
amendments will
result in changes
to the Operating
Segments
disclosures
included in the
Company’s
financial report.
38
1.
SUMMARY OF ACCOUNTING POLICIES contd.
Reference
Title
Summary
Application
date of
standard
Impact on
Company
financial report
NZ IAS-1
Presentation
of Financial
Statements’ –
Revised
Standard
1 January 2009
The revised NZ IAS 1
requires the presentation
of all recognised income
and expenses in one
statement (a statement
of comprehensive income)
or in two statements (an
income statement and a
statement of comprehensive
income), separately from
owner changes in equity.
The revised NZ IAS 1
is a disclosure standard
so will have no impact
on the amounts included
in the Company’s
financial statements.
however, the amendments
will result in changes to
presentation of the Income
Statement and Statement
of changes in Equity
included in the Company’s
financial report.
Application
date for
Company
30 June 2010
Initial application of the following Standards and Interpretations is not expected to have any material impact to the financial report of
the company and group:
Standard/Interpretation
Amendments to NZ IFRS-4 ‘Insurance Contracts – The Scope of
Insurance Activities and Differential Reporting Concessions’
NZ IFRIC-12 ‘Service Concession Arrangements’
NZ IFRIC-13 ‘Customer Loyalty Programmes’
NZ IFRIC-14 ‘NZ IAS-19 – The Limit on a Defined Benefit Asset,
Minimum Funding Requirements and their Interaction’
IFRIC-15 ‘Agreements for the Construction of Real Estate’
IFRIC-16 ‘hedges of a Net Investment in a Foreign Operation’
NZ IAS-23 ‘Borrowing Costs’ – revised 2007
Amendments to NZ IFRS-2 ‘Share-Based Payment’ – Vesting
Conditions and Cancellations
NZ IFRS-3 ‘Business Combinations’ – revised 2008
NZ IAS-27 ‘Consolidated and Separate Financial Statements’ – revised 2008
Revised Amendments to NZ IAS 32 ‘Financial Instruments:
Presentation’ and NZ IAS 1 ‘Presentation of Financial Statements’
– Puttable Financial Instruments and Obligations Arising on Liquidation
Improvements to New Zealand Equivalents to International Financial
Reporting Standards 2008
Amendments to NZ IFRS 1 ‘First-time Adoption of New Zealand Equivalents to
International Financial Reporting Standards’ and NZ IAS 27 ‘Consolidated
and Separate Financial Statements’ – Cost of an Investment in a Subsidiary,
Jointly Controlled Entity or Associate
Omnibus Amendments
Effective for annual
reporting periods
beginning on or after
Expected to be
initially applied
in the financial
year ending
1 January 2009
30 June 2010
1 January 2008
1 July 2008
1 January 2008
1 January 2009
1 October 2008
1 January 2009
1 January 2009
1 July 2009
1 July 2009
30 June 2009
30 June 2009
30 June 2009
30 June 2010
30 June 2010
30 June 2010
30 June 2010
30 June 2010
30 June 2010
1 January 2009
30 June 2010
Various*
30 June 2010
1 July 2009
1 January 2008
30 June 2010
30 June 2009
* The effective date and transitional provisions vary by Standard. Most of the improvements are effective for annual periods
beginning on or after 1 January 2009, with earlier adoption permitted, and they are to be applied retrospectively.
39
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
1.
SUMMARY OF ACCOUNTING POLICIES contd.
1.6 Change in Accounting Policy
During the period the group changed its accounting policy to recognise deferred tax on indefinite life intangible assets.
The change in policy follows reassessment of the group’s interpretation of NZ IAS-12 Income Taxes that indefinite life intangible
assets values are recovered through use in the form of economic benefits that will flow to the group, creating a deferred tax temporary
difference. Previously the group had assessed that indefinite life intangible asset values are recovered ultimately through sale.
The change in accounting policy does not affect the recognition of reported profit or earnings per share.
Pursuant to NZ IAS-8 Accounting Policies, Changes in Accounting Estimates and Errors, the change has been recognised by
retrospective application to the opening equity in the comparative period as follows:
Equity at start of period as previously reported
Recognition of deferred tax liability on indefinite life
intangible assets
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
94,150
55,763
75,445
40,413
(1,955)
(1,955)
(1,488)
(1,488)
Restated equity at start of period
92,195
53,808
73,957
38,925
40
2.
PROFIT FROM OPERATIONS
Revenue
(a)
Revenue consisted of the following items:
Revenue from the sale of goods - external
Revenue from the sale of goods - inter group
Revenue from the rendering of services
Management fees - external
Management fees - inter group
Interest revenue - inter group
Interest revenue - other
Royalty income - inter group
Dividends - inter group
Subvention income - inter group
Other revenue
Profit before income tax expense
(b)
Profit/(loss) before income tax has been arrived
at after crediting/(charging) the following gains
and losses from operations:
(Loss)/gain on disposal of property, plant and
equipment
Change in fair value of derivative financial instruments
Profit/(loss) before income tax has been arrived
at after charging the following expenses by nature:
Cost of sales - external
Purchases inter group
Write-down of inventory
Finance costs:
Bank interest
Other interest expense
Total finance costs
Net bad and doubtful debts arising from:
Impairment loss on trade & other receivables
Depreciation of property, plant and equipment
Amortisation of finite life intangibles
Operating lease rental expenses:
Minimum lease payments
Donations
Employee benefit expense
Other expenses
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
Notes
1,083,068
-
6,101
2,232
-
-
234
-
-
-
385
305,002
-
1,996
-
-
-
102
-
-
-
176
55,432
7,923
-
-
631
920
148
296
-
4,501
-
59,830
3,335
-
-
456
634
31
-
2,724
-
-
1,092,020
307,276
69,851
67,010
(63)
75
541
(1,123)
(8)
88
598
(773)
(962,491)
-
(878)
(235,428)
-
(851)
(7,667)
(667)
(2,189)
-
(41,068)
(1,891)
(444)
(4,584)
(7)
(40,540)
(1,680)
(258)
(1,018)
(163)
(8,334)
(2,189)
(4,591)
(1,181)
10
14
(40)
(2,620)
(137)
(6,176)
(50)
(52,548)
(36,215)
(23)
(1,711)
-
(3,045)
(12)
(25,802)
(22,691)
(2)
(316)
-
(890)
(5)
(8,964)
(8,496)
(13)
(408)
-
(992)
(11)
(7,592)
(7,188)
Total expenses
(1,069,489)
(291,752)
(66,667)
(59,863)
41
Ebos Group Limited
Ebos Group Limited
notes to the Financial Statements (continued)
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
3.
INCOME TAXES
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
Income tax recognised in income statement
(a)
Tax expense/(credit) comprises:
Current tax expense/(credit):
Current year
Adjustments for prior years
Other adjustments
Deferred tax (credit)/expense:
Origination and reversal of temporary differences
Adjustments for prior years
Adjustments related to changes in tax rates or
impostion of new taxes
5,891
21
30
5,942
(25)
2
(39)
(62)
4,681
(40)
9
4,650
(80)
53
-
(27)
Total income tax expense /(credit)
5,880
4,623
-
(26)
30
4
(96)
20
41
(35)
(31)
1,259
(124)
-
1,135
8
18
-
26
1,161
The prima facie income tax expense on pre-tax
accounting profit from operations reconciles to
the income tax expense in the financial
statements as follows:
Profit before income tax expense
Income tax expense calculated at 33%
Non-deductible expenses/(non-assessable income)
Effect of differences arising from investment
interests in other jurisdictions
Effect of different tax rates of subsidiaries
operating in other jurisdictions
Domestic dividends received
(Over)/under provision of income tax
in previous year
Adjustments related to changes in tax rates
Other adjustments
22,543
14,942
3,264
6,972
7,439
(81)
(1,203)
(349)
-
7
(40)
107
4,930
(224)
1,077
18
-
(1,203)
(177)
-
99
-
(5)
-
-
6
41
30
2,301
(128)
-
-
(899)
(106)
-
(7)
Total income tax expense/(credit)
5,880
4,623
(31)
1,161
The tax rates used in the above reconciliation are principally the corporate tax rates of 33% and 30% payable respectively by
New Zealand and Australian corporate entities on taxable profits under tax law in each jurisdiction. The effect of the change in
the New Zealand tax rates from 33% to 30% with effect from 1 July 2008 is $39,000 (Parent $41,000).
42
3.
INCOME TAXES contd.
Current tax assets and liabilities
(b)
Current tax assets:
Current tax refundable
Current tax liabilities:
Current tax payable
(c)
Deferred tax balance
Deferred tax assets comprise:
Temporary differences
Deferred tax liabilities comprise:
Temporary differences
Taxable and deductible temporary differences arise from the following:
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
3,428
624
1,316
441
1,886
1,082
-
-
3,992
1,209
527
386
(7,796)
(2,035)
(1,488)
(1,495)
(3,804)
(826)
(961)
(1,109)
2008
Gross deferred tax liabilities:
Property, plant & equipment
Provisions
Other financial liabilities – derivatives
Intangible assets (i)
Gross deferred tax assets:
Property, plant & equipment
Provisions
Doubtful debts & impairment losses
Other financial liabilities – derivatives
Other
(i) Refer note 1.6.
Opening
balance
$’000
Charged
to income
$’000
Group
charged
to equity Acquisitions
$’000
$’000
(72)
-
(8)
(1,955)
(2,035)
75
663
270
-
201
1,209
8
(18)
8
-
(2)
(30)
128
(79)
-
45
64
-
-
-
-
-
-
-
-
113
-
113
Closing
balance
$’000
(244)
(18)
-
(7,534)
(180)
-
-
(5,579)
(5,759)
(7,796)
-
2,162
444
-
-
2,606
45
2,953
635
113
246
3,992
4343
Group
Opening Charged to Charged to
equity
income
balance
$’000
$’000
$’000
(29)
-
(1,955)
(1,984)
68
666
179
40
163
1,116
(43)
(8)
-
(51)
7
(3)
91
(40)
38
93
-
-
-
-
-
-
-
-
-
-
Parent
Opening Charged to Charged to
equity
income
balance
$’000
$’000
$’000
(1,488)
(7)
(1,495)
45
210
131
-
386
-
7
7
(24)
8
44
-
28
-
-
-
-
-
-
113
113
Closing
balance
$’000
(72)
(8)
(1,955)
(2,035)
75
663
270
-
201
1,209
Closing
balance
$’000
(1,488)
-
(1,488)
21
218
175
113
527
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
3.
INCOME TAXES contd.
2007
Gross deferred tax liabilities:
Property, plant & equipment
Other financial liabilities - derivatives
Intangible assets (i)
Gross deferred tax assets:
Property, plant & equipment
Provisions
Doubtful debts & impairment losses
Other financial liabilities - derivatives
Other
2008
Gross deferred tax liabilities:
Intangible assets (i)
Other financial liabilities - derivatives
Gross deferred tax assets:
Property, plant & equipment
Provisions
Doubtful debts & impairment losses
Other financial liabilities - derivatives
44
3.
INCOME TAXES contd.
2007
Gross deferred tax liabilities:
Property, plant & equipment
Intangible assets (i)
Other financial liabilities - derivatives
Gross deferred tax assets:
Property, plant & equipment
Provisions
Doubtful debts & impairment losses
Other financial liabilities - derivatives
(i) Refer note 1.6.
Parent
Opening Charged to Charged to
equity
income
balance
$’000
$’000
$’000
(15)
(1,488)
-
(1,503)
37
258
101
23
419
15
-
(7)
8
8
(48)
30
(23)
(33)
-
-
-
-
-
-
-
-
-
Closing
balance
$’000
-
(1,488)
(7)
(1,495)
45
210
131
-
386
No liability has been recognised in respect of the amount of temporary differences including foreign currency translation reserves
associated with undistributed earnings of off-shore subsidiaries because the group is in a position to control the timing of the reversal
of the temporary differences and it is probable that such differences will not reverse in the foreseeable future.
Imputation credit account balances
(d)
Balance at beginning of the period
Attached to dividends received
Taxation paid
Attached to dividends paid
Other credits
Other debits
Group
2008
$’000
4,183
-
3,987
(3,144)
72
(290)
Group
2007
$’000
5,335
-
2,236
(3,407)
50
(31)
Parent
2008
$’000
Parent
2007
$’000
(252)
-
930
(3,144)
-
(162)
1,848
246
1,086
(3,407)
-
(25)
Balance at end of the period
4,808
4,183
(2,628)
(252)
Imputation credits available directly and
indirectly to shareholders of the parent
company, through
Parent company
Subsidiaries
(2,628)
7,436
4,808
(252)
4,435
4,183
45
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
4.
KEY MANAGEMENT PERSONNEL COMPENSATION
Compensation
Short-term employee benefits
Post-employment benefits
5.
REMUNERATION OF AUDITORS
Auditor of the parent entity (Deloitte)
Audit of the financial statements
Audit related services from adoption of NZ IFRS
Taxation services
Due diligence
Other Auditors of entities in the group
Audit of the financial statements
6.
TRADE & OTHER RECEIvABLES
Trade receivables (i)
Allowance for impairment (ii)
Other receivables
Group
2008
$’000
3,732
178
3,910
Group
2007
$’000
2,925
188
3,113
Parent
2008
$’000
2,424
178
2,602
Parent
2007
$’000
1,776
188
1,964
287
15
12
141
455
91
91
164
96
4
-
264
54
54
100
-
-
141
241
-
-
74
96
-
-
170
-
-
149,546
(718)
1,598
39,700
(235)
1,765
150,426
41,230
8,647
(138)
63
8,572
9,860
(138)
64
9,786
(i) Trade receivables are non-interest bearing and generally on monthly terms. No interest is charged on the trade receivables for the
first 60 days from the date of the invoice. Thereafter, interest may be charged at 3% per annum on the outstanding balance. The
Group does not hold any collateral over trade receivables balances.
(ii) Allowance for Impairment
Balance at the beginning of the year
Arising from businesses acquired
Impairment loss recognised on trade receivables
Amounts written off as uncollectible
Impairment losses reversed
(235)
(520)
(40)
8
69
(718)
(301)
-
(23)
-
89
(235)
(138)
-
(2)
-
2
(138)
(125)
-
(13)
-
-
(138)
In determining the recoverability of a trade receivable, the Group considers any change in the credit quality of the trade receivable
from the date credit was initially granted up to reporting date. The concentration of credit risk is limited due to the customer base
being large and unrelated. Accordingly, the directors believe that there is no further credit provision required in excess of the
allowance for doubtful debts.
46
6.
TRADE & OTHER RECEIvABLES contd.
(iii) Aging of impaired trade receivables
90 days+
(iv) Aging of past due but not impaired
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
(718)
(718)
(235)
(235)
(138)
(138)
(138)
(138)
Included in the trade receivables balance are debtors with a carrying amount of group $34,429,000 (2007: $10,016,000) and parent
$2,952,000 (2007: $3,491,000 ) which are past due at the reporting date for which the Group and/or parent has not provided any
impairment as the amounts are still considered recoverable.
30 - 60 days
60 - 90 days
90 days+
7.
PREPAYMENTS
Current portion
Term portion
8.
INvENTORIES
Raw Materials
At cost
Finished Goods
At cost
At net realisable value
27,743
3,067
3,619
7,381
714
1,921
34,429
10,016
2,789
1,176
3,965
1,090
1,432
2,522
1,815
292
845
2,952
47
-
47
2,207
187
1,097
3,491
101
-
101
-
161
-
37
126,204
500
44,558
492
13,631
500
126,704
45,211
14,131
14,501
470
15,008
9.
OTHER FINANCIAL ASSETS - DERIvATIvES
At fair value:
Interest rate swaps (i)
130
130
12
12
-
-
(i) Designated and effective as cashflow hedging instrument carried at fair value.
-
-
47
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
10.
PROPERTY, PLANT AND EQUIPMENT
Freehold
land
at
cost
$’000
1,417
-
(217)
-
1,200
698
-
1,353
-
Buildings
at
cost
$’000
6,076
771
(669)
-
6,178
2,757
-
1,091
-
Group
Leasehold
improv.
at
cost
$’000
Plant and Office equip.
furniture &
fittings at
cost
$’000
vehicles
at
cost
$’000
939
83
(3)
(52)
3,913
762
(100)
(121)
9,211
549
(337)
(162)
Total
$’000
21,556
2,165
(1,326)
(335)
967
4,454
9,261
22,060
48
(158)
1,701
82
1,007
(587)
2,947
195
1,698
(1,196)
1,047
229
6,208
(1,941)
8,139
506
Gross carrying amount
Balance at 1 July, 2006
Additions
Disposals
Net foreign currency exchange differences
Balance at 30 June, 2007
Additions
Disposals
Acquisitions through business combinations
Net foreign currency exchange differences
Balance at 30 June, 2008
3,251
10,026
2,640
8,016
11,039
34,972
Accumulated depreciation
Balance at 1 July, 2006
Disposals
Depreciation expense
Net foreign currency exchange differences
Balance at 30 June, 2007
Disposals
Depreciation expense
Net foreign currency exchange differences
Balance at 30 June, 2008
Net book value
As at 30 June, 2007
As at 30 June, 2008
-
-
-
-
-
-
-
-
-
(1,082)
146
(179)
-
(308)
-
(106)
22
(2,220)
33
(524)
62
(6,892)
298
(902)
117
(10,502)
477
(1,711)
201
(1,115)
(392)
(2,649)
(7,379)
(11,535)
-
(218)
-
103
(366)
(41)
279
(887)
(111)
1,233
(1,149)
(177)
1,615
(2,620)
(329)
(1,333)
(696)
(3,368)
(7,472)
(12,869)
1,200
3,251
5,063
8,693
575
1,944
1,805
4,648
1,882
3,567
10,525
22,103
48
10.
PROPERTY, PLANT AND EQUIPMENT contd.
Parent
Freehold
land
at
cost
$’000
Buildings
at
cost
$’000
Leasehold
improv.
at
cost
$’000
Plant and Office equip.
furniture &
fittings at
cost
$’000
vehicles
at
cost
$’000
Total
$’000
217
-
(217)
669
-
(669)
202
4
-
760
322
(21)
2,517
97
(199)
4,365
423
(1,106)
-
698
-
-
206
1,061
2,415
3,682
2,711
-
3
-
88
(34)
424
(1,138)
3,924
(1,172)
Gross carrying amount
Balance at 1 July, 2006
Additions
Disposals
Balance at 30 June, 2007
Additions
Disposals
Balance at 30 June, 2008
698
2,711
209
1,115
1,701
6,434
Accumulated depreciation
Balance at 1 July, 2006
Disposals
Depreciation expense
Balance at 30 June, 2007
Disposals
Depreciation expense
Balance at 30 June, 2008
Net book value
As at 30 June, 2007
As at 30 June, 2008
(143)
146
(3)
-
-
(15)
(74)
-
(20)
(94)
-
(21)
(521)
-
(163)
(2,123)
198
(222)
(2,861)
344
(408)
(684)
(2,147)
(2,925)
24
(137)
1,135
(143)
1,159
(316)
(15)
(115)
(797)
(1,155)
(2,082)
-
-
-
-
-
-
-
-
698
2,696
-
112
94
377
318
268
546
757
4,352
Group plant includes finance leases capitalised with a cost of $1,612,000 (2007 $332,000) and book value of $1,157,000 (2007 $235,000).
Parent plant includes finance leases capitalised with a cost of $134,000 (2007 $134,000) and book value of $59,000 (2007 $92,000).
Land and buildings in Wellington with a carrying value of $2,427,000 were last valued on 11 September 2007 and determined by DTZ
New Zealand Limited, in accordance with NZIAS16, to have a fair value of $2,550,000.
Land and buildings in Auckland with a carrying value of $6,100,000 were last valued on 30 June 2007 and determined by Telfer Young
(Auckland) Limited, in accordance with NZ IAS16, to have a fair value of $10,900,000.
Land and buildings in Christchurch with a carrying value of $3,394,000 were acquired during the year and are stated at cost less
depreciation.
Aggregate depreciation recognised as an expense
during the year:
Buildings
Leasehold improvements
Plant and vehicles
Office equipment, furniture & fittings
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
218
366
887
1,149
2,620
179
106
524
902
1,711
15
21
137
143
316
3
20
163
222
408
49
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
11.
CAPITAL WORK IN PROGRESS
Capital work in progress
916
240
-
240
The capital work in progress relates to software development. The total cost to complete the project is $968,000. Last year the capital work
in progress related to construction of an office building. The total cost to complete the project was $3.6 million including building fit-out.
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
12.
GOODWILL
Gross carrying amount
Balance at beginning of financial year
Additional amounts recognised from business
combinations occurring during the period
Effects of foreign currency exchange differences
Net book value
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
27,387
27,869
1,728
1,728
105,015
660
-
(482)
-
-
-
-
133,062
27,387
1,728
1,728
Allocation of goodwill to cash-generating units
Goodwill has been allocated for impairment testing purposes to the following cash-generating units representing the lowest level at
which management monitor goodwill:
• Australian hospital and Primary healthcare sector (EBOS Group Pty Limited) – healthcare Australia.
• New Zealand Dental, Consumer, hospital, Primary healthcare, Aged Care and International Product Supplies (EBOS Group
Limited) – healthcare NZ.
• New Zealand hospital Procurement and logistic services (health Support Limited) – Logistics NZ.
• Australasia Scientific Supplies (Global Science & Technology Limited) – Scientific.
• New Zealand Pharmacy Wholesaler and Logistic Services (PRNZ Limited) – Pharmacy/Logistics NZ
The carrying amount of goodwill allocated to the healthcare Australia cash-generating unit, Scientific cash-generating unit and the
Pharmacy/Logistics NZ cash generating unit is significant in comparison with the total carrying amount of goodwill. The carrying
amount of goodwill allocated to the healthcare NZ and Logistics NZ cash-generating units is not. however, the recoverable amounts
of the operations in New Zealand and Australia are based on some of the same key assumptions. The carrying amount of goodwill
allocated to cash-generating units is as follows:
Group
2008
$’000
17,010
1,728
1,468
19,281
93,575
Group
2007
$’000
7,502
1,728
1,468
16,689
-
133,062
27,387
healthcare Australia
healthcare NZ (Parent)
Logistics NZ
Scientific
Pharmacy/Logistics NZ
50
12.
GOODWILL contd.
During the year ended 30 June 2008, management have determined that there is no impairment of any of the cash generating units
containing goodwill (2007: Nil).
The recoverable amounts (i.e. higher of value in use and fair value less costs to sell) of those units are determined on the basis of value
in use calculations. Management has determined that the recoverable amount calculations are most sensitive to changes in the following
assumptions:
healthcare Australia, healthcare NZ and Scientific – Gross margin being maintained during a period of cost increases driven by
movements in foreign currency and cost inflation pressures, and maintaining market share during the budget period.
Logistics NZ and Pharmacy/Logistics NZ – controlling cost inflation pressures and maintenance of/replacement of major
contracts during the budget period.
Gross margins during the period for healthcare Australia, healthcare NZ, Logistics NZ, Scientific and Pharmacy/Logistics NZ
are estimated by management based on average gross margins achieved before the start of the budget period. Market shares
during the budget period are assessed by management based on average market shares achieved in the period immediately before
the start of the budget period, adjusted each year for any anticipated growth.
The value in use calculation uses cash flow projections based on financial budgets approved by management covering a five year period.
Annual growth rates of 2% (2007: 2%), which is below current historical growth rates; an allowance of 4% (2007: 4%) for inflation
to expenses, and pre tax discount rates of 15.1% (2007: 14.7% to 15.4%) have been applied to these projections. Cash flows beyond
the five year period have been extrapolated using a steady 2% (2007: 2%) growth rate. Management also believes that any reasonably
possible change in the key assumptions would not cause the carrying amount of any of the cash generating units to exceed their
recoverable amount.
51
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
13.
INDEFINITE LIFE INTANGIBLES
Group
Natures Kiss Allersearch Liceblaster Trademarks
$’000
$’000
$’000
$’000
Gross carrying amount
Balance at 1 July, 2006
Net foreign currency exchange differences
Balance at 30 June, 2007
Acquisitions through business combinations
Net foreign currency exchange differences
2,390
-
2,390
-
-
2,570
-
2,570
-
-
1,503
(147)
1,356
-
200
-
-
-
17,240
-
Total
$’000
6,463
(147)
6,316
17,240
200
Balance at 30 June, 2008
2,390
2,570
1,556
17,240
23,756
2,390
2,390
2,570
2,570
1,356
1,556
-
6,316
17,240
23,756
Natures Kiss
$’000
Parent
Allersearch
$’000
2,390
2,390
2,390
2,390
2,390
2,570
2,570
2,570
2,570
2,570
Total
$’000
4,960
4,960
4,960
4,960
4,960
Net book value
As at 30 June, 2007
As at 30 June, 2008
Gross carrying amount
Balance at 1 July, 2006
Balance at 30 June, 2007
Balance at 30 June, 2008
Net book value
As at 30 June, 2007
As at 30 June, 2008
52
13.
INDEFINITE LIFE INTANGIBLE ASSETS contd.
The carrying amount of brands (indefinite life intangibles) has been allocated to the cash generating units as follows:
healthcare Australia
healthcare NZ (Parent)
Pharmacy/Logistics NZ
Group
2007
$’000
3,926
2,390
-
6,316
2008
$’000
4,126
2,390
17,240
23,756
Management have assessed these as having an indefinite useful life. In coming to this conclusion management considered expected
expansion of the usage of the brands across other products and markets, the typical product life cycle of these assets, the stability of the
industry in which the brands are operating, the level of maintenance expenditure required and the period of legal control over the brands.
During the year ended 30 June 2008, management have determined that there is no impairment of any of the brands.
The calculation of the recoverable amounts for Natures Kiss and Pharmacy/Logistics NZ Trademarks have been determined based on a
value in use calculation that uses cash flow projections based on financial budgets approved by management covering a five-year period.
The calculation of recoverable amounts for the Allersearch and Liceblaster brands have been determined based on fair value less costs to
sell based on an offer received for these brands. Management has determined that the recoverable amount calculations are most sensitive
to change in the following assumptions. Annual growth rates of 2% (2007: 2%), and an allowance of 4% (2007: 4%) for inflation to
expenses, and pre-tax discount rates of 15.1% (2007:14.7% to 15.4%) have been applied to these projections. Cash flows beyond the
five-year period have been extrapolated using a steady 2% (2007:2%) growth rate. Management also believes that any reasonably
possible change in the key assumptions would not cause the carrying amount of the brands to exceed their recoverable amount.
14.
FINITE LIFE INTANGIBLES
Gross carrying amount
Balance at 30 June 2007
Acquisitions through business combinations
Balance at 30 June, 2008
Accumulated amortisation & impairment
Balance at 30 June 2007
Disposals
Amortisation expense
Balance at 30 June 2008
Net book value
As at 30 June 2007
As at 30 June 2008
Allocated to cash generating units as follows:
Pharmacy/Logistics NZ
Group
Supply
contracts
$’000
-
1,490
1,490
-
-
(137)
(137)
Total
$’000
-
1,490
1,490
-
-
(137)
(137)
-
-
1,353
1,353
Group
2008
$’000
1,353
2007
$’000
-
53
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
15.
SUBSIDIARIES
Parent and Head Entity
Ebos Group Limited
Subsidiaries (all balance dates 30 June)
Ebos Group Pty Limited
Vital Medical Supplies (Australia) Pty Limited
Ebos health & Science Pty Limited
health Support Limited
- health Support Properties Limited
Global Science & Technology Limited
- Quantum Scientific Pty Limited
PRNZ Limited
EBOS Limited Partnership
- EBOS Investments Pty Limited
16.
BORROWINGS
Current
Bank overdrafts (i)
Bank loans (i)
Finance lease liabilities (ii)
Advances from Subsidiaries (at call) (iii)
Non-current
Bank loans (i)
Finance lease liabilities (ii)
Total borrowings
Secured by a floating charge over the group’s assets.
Secured by the assets leased.
(i)
(ii)
(iii) unsecured.
TRADE & OTHER PAYABLES
17.
Current
Trade payables
Other payables
Country of
Incorporation
Australia
Australia
Australia
New Zealand
New Zealand
New Zealand
Australia
New Zealand
Australia
Australia
Ownership Interests
and voting Rights
2007
2008
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
-
100%
100%
100%
100%
100%
-
-
-
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
277
82,971
225
-
83,473
1,250
890
85,613
635
1,101
74
-
1,810
7,985
120
9,915
16
48,100
27
5,512
53,655
-
47
349
-
27
1,546
1,922
-
74
53,702
1,996
220,473
12,566
24,957
4,722
233,039
29,679
5,242
1,665
6,907
3,853
1,408
5,261
Non-current
Other payables
5,318
-
-
-
Total trade & other payables
238,357
29,679
6,907
5,261
54
18.
LEASES
Finance leases
Minimum future lease payments
Finance leases relate to office equipment, plant and motor vehicles. The group has options to purchase the equipment for a nominal
amount at the conclusion of the lease agreements.
Finance lease liabilities
Minimum Future Lease Payments
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
Present Value of Minimum
Future Lease Payments
Parent
2008
$’000
Group
2007
$’000
Group
2008
$’000
Not later than 1 year
Later than 1 year and not later than
5 years
Minimum lease payments*
Less future finance charges
Present value of minimum
lease payments
Included in the financial statements as:
Finance leases - current portion
Finance leases - non current portion
494
773
1,267
(152)
93
151
244
(50)
34
60
34
94
225
890
94
(20)
128
(27)
1,115
-
74
120
194
-
1,115
194
74
101
1,115
194
225
890
1,115
74
120
194
27
47
74
-
74
27
47
74
Parent
2007
$’000
27
74
101
-
101
27
74
101
*Minimum future lease payments includes the aggregate of all lease payments and any guaranteed residual.
Operating leases
Leasing arrangements
Operating leases relate to certain property and equipment. All operating lease contracts contain market review clauses in the event that
the company/group exercises its option to renew. The company/group does not have an option to purchase the leased asset at the expiry
of the lease period.
Operating leases
Non-cancellable operating lease payments
Not longer than 1 year
Longer than 1 year and not longer than 5 years
Longer than 5 years
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
6,366
15,809
8,160
30,335
2,775
5,963
484
9,222
717
590
529
842
196
61
1,836
1,099
55
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
19.
OTHER FINANCIAL LIABILITIES - DERIvATIvES
At fair value:
Foreign currency forward contracts (i)
Interest rate swaps (ii)
(i) Financial liability carried at fair value through profit or loss (“FVTPL”)
(ii) Designated and effective as cashflow hedging instrument carried at fair value
20.
SHARE CAPITAL
Fully paid ordinary shares
Balance at beginning of financial year
Issue of shares to executives and staff
under employee share ownership scheme
Rights issue 20 December 2007
Shares issued to vendors of PRNZ Ltd – August 2007
Institutional placement of shares to partially fund
PRNZ Ltd acquisition – September 2007
Shares issued under Share Purchase Plan to partially
Fund PRNZ Ltd acquisition – October 2007
Bonus shares issued under Profit Distribution Plan
- May 2008
Share issue costs
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
7
380
387
95
-
95
7
377
384
95
-
95
2008
No.
’000
2008
$’000
2007
No.
’000
2007
$’000
36,844
63,150
27,634
26,837
54
-
134
-
-
9,210
36,898
63,284
36,844
-
36,840
63,677
3,000
14,250
2,527
11,749
3,763
9,290
17,500
43,499
834
-
-
(1,031)
-
-
-
-
-
-
-
-
-
-
-
(527)
47,022
105,752
36,844
63,150
Fully paid ordinary shares carry one vote per share and carry the right to dividends.
Changes to the Companies Act in 1993 abolished the authorised capital and par value concept in relation to share capital from 1 July,
1994. Therefore, the company does not have a limited amount of authorised capital and issued shares do not have a par value.
Given the immateriality of the amounts involved the issue of shares to executives and staff under the employee ownership scheme
have not been accounted for pursuant to NZ IFRS-2: Share Based Payment. Since the inception of the employee ownership scheme in
December 1994 293,350 shares have been issued raising $408,130.
56
21.
RESERvES
Foreign currency translation reserve
Balance at beginning of financial year
Translation of foreign operations
Balance at end of financial year
Group
2008
$’000
(485)
2,529
2,044
Group
2007
$’000
668
(1,153)
(485)
Exchange differences, principally relating to the translation from Australian dollars, being the functional currency of the group’s foreign
controlled entities in Australia, into New Zealand dollars, are brought to account by entries made directly to the foreign currency
translation reserve.
Retained Earnings
Balance at beginning of financial year
Net profit attributable to members of the parent entity
Dividends provided for or paid (note 22)
Group
2008
$’000
29,530
16,663
(6,548)
Group
2007
$’000
26,303
10,319
(7,092)
Parent
2008
$’000
10,807
3,295
(6,548)
Parent
2007
$’000
12,088
5,811
(7,092)
Balance at end of financial year
39,645
29,530
7,554
10,807
Cash Flow Hedge Reserve
Balance at beginning of financial year
(Loss) recognised on cash flow hedges
Transferred to profit or loss
Related income tax
Balance at end of financial year
-
(250)
-
113
(137)
-
-
-
-
-
-
(378)
-
113
(265)
-
-
-
-
-
The hedging reserve represents gains and losses recognised on the effective portion of cash flow hedges. The cumulative deferred gain
or loss on the hedge is recognised in profit or loss when the hedged transaction impacts profit or loss.
22.
DIvIDENDS
Recognised amounts
Fully paid ordinary shares
- Final – prior year
- Interim – current year
Unrecognised amounts
Final dividend
2008
Cents per
share
2008
Total
$’000
2007
Cents per
share
13.0
9.5
22.5
5,998
550
6,548
13.0
9.5
22.5
2007
Total
$’000
3,592
3,500
7,092
13.5
6,348
13.0
5,998
57
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
23.
ACQUISITION OF BUSINESSES
Name of Business Acquired
2008:
100% of business assets of Vital Medical Supplies
Pty Limited (Vital)
100% PRNZ Limited
100% of business assets of Tasmanian Medical
Supplies Pty Limited (TasMed)
100% of business assets of Crown Scientific
Pty Limited (Crown)
Principal
activity
Date of
acquisition
Medical Supplies
Medical Supplies
1 July 2007
29 August, 2007
Medical Supplies
1 October, 2007
Scientific Supplies
1 November, 2007
Cost of
acquisition
$’000
6,739
86,565
3,931
8,538
105,773
Description of Acquisition Activity
2008
Vital and Tasmed
Book
Fair value
value adjustments
Net Assets Acquired
$’000
$’000
Fair value
on
acquisition
$’000
Crown
Book
Fair value
value adjustments
$’000
$’000
Fair value
on
acquisition
$’000
Total fair
value on
acquisition
$’000
Current assets:
Trade and other receivables
Provision for doubtful debts
Prepayments
Inventories
Non-current assets:
Property, plant and equipment
Current liabilities:
Trade and other payables
Finance leases
Employee benefits
Non-current liabilities:
Finance leases
Net assets acquired
Goodwill on acquisition
Consideration
4,495
-
82
2,545
499
(5,669)
-
(131)
-
1,821
-
-
-
-
-
-
-
-
-
-
4,495
-
82
2,545
3,743
(19)
29
6,577
499
1,092
(4,258)
(617)
(447)
(154)
5,946
(5,669)
-
(131)
-
1,821
8,848
10,669
-
-
-
-
-
-
-
-
-
-
3,743
(19)
29
6,577
8,238
(19)
111
9,122
1,092
1,591
(4,258)
(617)
(447)
(9,927)
(617)
(578)
(154)
(154)
5,946
2,593
8,539
7,767
11,441
19,208
58
23.
ACQUISITION OF BUSINESSES cont.
Net Assets Acquired
Current assets:
Cash and cash equivalents
Trade and other receivables
Provision for doubtful debts
Prepayments
Inventories
Non-current assets:
Property, plant and equipment
Capital work in progress
Deferred tax assets
Goodwill
Indefinite life intangibles
Finite life intangibles
Current liabilities:
Trade and other payables
Finance leases
Bank loans
Current tax payable
Employee benefits
Non-current liabilities
Bank loans
Deferred tax liabilities
Finance leases
Trade and other payables
Net assets acquired
Goodwill on acquisition
Consideration
Less shares issued
Less cash & cash equivalents acquired
Net cash outflow on acquisition
PRNZ
Book
Value adjustments
$’000
$’000
Fair value Fair value on
acquisition
$’000
SUMMARY
Fair value on
acquisition
$’000
-
-
-
-
-
1,094
-
-
(18,730)
17,240
1,490
4,555
93,815
(501)
245
58,651
6,548
769
2,431
1,451
17,240
1,490
-
-
-
-
-
(162,852)
(146)
(2,500)
(115)
(1,167)
4,555
93,815
(501)
245
58,651
5,454
769
2,431
20,181
-
-
(162,852)
(146)
(2,500)
(115)
(1,167)
(14,000)
-
(318)
(5,536)
-
(5,619)
-
-
(1,034)
(4,525)
(14,000)
(5,619)
(318)
(5,536)
(5,559)
92,124
86,565
(14,250)
(4,555)
67,760
4,555
102,053
(520)
356
67,773
8,139
769
2,431
1,451
17,240
1,490
(172,779)
(763)
(2,500)
(115)
(1,745)
(14,000)
(5,619)
(472)
(5,536)
2,208
103,565
105,773
(14,250)
(4,555)
86,968
The contribution to net surplus for the year attributable to the purchase of the net assets of Vital and TasMed was $1,640,000, to
the purchase of Crown was $ Nil and to the purchase of PRNZ Limited was $5,500,000. had these business combinations all been
effected 1 July, 2007 the revenue of the consolidated entity would have been approximately $1,250,000,000, and the net profit after tax
approximately $17,700,000.
Further details of the businesses acquired are disclosed in note 24.
59
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
24.
NOTES TO THE CASH FLOW STATEMENT
(a)
Businesses acquired
Note 23 sets out details of the businesses acquired.
Details of the acquisitions are as follows.
Consideration
Cash and cash equivalents
Shares issued at market price of $4.75 per share
Represented by:
Net assets acquired (Note 23)
Investment in subsidiaries
Goodwill on acquisition
Consideration
Net cash outflow on acquisition
Cash and cash equivalents consideration
Less cash and cash equivalents acquired
(b)
Financing facilities
Financing facilities
Bank overdraft facility, reviewed annually and
payable at call:
Amount used
Amount unused
Secured bank loan facilities with various maturity
dates through to December 2009:
Amount used
Amount unused
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
91,523
14,250
105,773
2,208
-
103,565
105,773
-
-
-
-
-
-
-
91,523
(4,555)
86,968
4,500
-
4,500
72,315
14,250
86,565
-
86,565
-
86,565
72,315
-
72,315
277
3,308
3,585
635
2,361
2,996
16
1,234
1,250
84,221
32,900
9,086
20,000
48,100
16,900
117,121
29,086
65,000
-
-
-
-
-
-
-
4,500
-
4,500
349
901
1,250
-
20,000
20,000
Post balance date the group has extended the term of its financing facilities and credit lines with its bankers to three years.
60
24.
NOTES TO THE CASH FLOW STATEMENT contd.
(c)
Reconciliation of profit for the period
with cash flows from operating activities
Profit for the period
Add/(less) non-cash items:
Depreciation
Loss/(gain) on sale of property, plant and equipment
Amortisation of finite life intangible assets
(Gain)/loss on derivatives/financial instruments
Deferred tax
Provision for doubtful debts
Movement in working capital:
Trade and other receivables
Finance lease receivables
Prepayments
Inventories
Current tax refundable/payable
Trade and other payables
Employee benefits
Foreign currency loss/(gain) on translation of working
capital balances
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
16,663
10,319
3,295
5,811
2,620
63
137
(75)
(97)
(37)
2,611
(109,159)
35
(1,443)
(81,493)
(2,000)
208,678
2,546
1,711
(541)
-
1,123
(43)
(66)
2,184
(2,962)
28
(434)
(1,741)
454
827
(46)
316
8
-
(88)
(36)
-
200
1,214
35
54
877
(875)
1,646
403
408
(598)
-
773
25
12
620
113
29
13
(1,370)
(51)
(992)
(103)
2,619
(1,375)
-
-
19,783
(5,249)
3,354
(2,361)
Movements in items treated as investing activities
(10,511)
-
-
-
Net cash inflow from operating activities
28,546
7,254
6,849
4,070
25.
EARNINGS PER SHARE CALCULATION
Basic earnings per share (refer Income Statement and note 20)
The earnings and weighted average number of ordinary shares used in the calculation of basic earnings per share are as follows:
Earnings
Weighted average number of ordinary shares
for the purposes of basic earnings per share
Group
2008
$’000
Group
2007
$’000
16,663
10,319
44,348
32,504
Diluted earnings per share (refer Income Statement and note 20)
The earnings and weighted average number of ordinary shares used in the calculation of diluted earnings per share are as follows:
Earnings
Weighted average number of ordinary shares for the
purpose of diluted earnings per share
Group
2008
$’000
Group
2007
$’000
16,663
10,319
44,348
32,504
61
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
26.
COMMITMENTS FOR EXPENDITURE
(a) Capital expenditure commitments
Property, Plant and Equipment
Intangible assets
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
736
1,740
3,343
6,031
736
1,740
3,119
-
A significant portion of the expenditure relates to the purchase of MedBio Ltd – refer note 30.
Lease commitments
(b)
Finance lease liabilities and non-cancellable operating lease commitments are disclosed in note 18 to the financial statements.
27.
CONTINGENT LIABILITIES & CONTINGENT ASSETS
Contingent liabilities
Guarantees given to third parties
Guarantees arising from the deed of cross guarantee
with other entities in the wholly-owned group
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
7,162
-
75
-
150
75
28,549
15,088
The company has entered into a deed of guarantee for certain wholly-owned subsidiaries. The amount disclosed as a contingent liability
represents total liabilities of the group of companies party to that, less the liabilities recognised by the group. The extent of which an
outflow of funds will be required is dependent on the future operations of the entities that are party to the deed of guarantee being more
or less favourable than currently expected. The deed of guarantee may continue to operate indefinitely.
A subsidiary company (PRNZ Limited) is guarantor for certain loans made to pharmacies by the ANZ National Bank Limited amounting
to $6,012,000. The directors are of the opinion that provisions are not required in respect of these matters, as it is not probable that a
future sacrifice of economic benefits will be required or the amount is not capable of reliable measurement.
A performance bond of up to $1,000,000 is also held by the bank on behalf of a supplier.
SEGMENT INFORMATION
28.
Information on business segments (primary reporting format)
Revenue
healthcare
Scientific
Inter-segment (i)
Group
2008
$’000
Group
2007
$’000
1,075,945
61,719
(45,644)
273,936
39,009
(5,669)
1,092,020
307,276
(i) Inter-segment sales are recorded at amounts equal to competitive market prices charged to external customers for similar goods.
Profit before finance costs and tax
healthcare
Scientific
Profit for the period
healthcare
Scientific
Segment assets
healthcare
Scientific
62
26,482
4,395
30,877
13,488
3,175
13,462
3,669
17,131
8,549
1,770
16,663
10,319
442,525
43,669
105,727
31,579
486,194
137,306
28.
SEGMENT INFORMATION contd.
Information on business segments (contd.)
Segment liabilities
healthcare
Scientific
Group
2008
$’000
328,732
10,158
338,890
Group
2007
$’000
40,386
4,725
45,111
Healthcare Healthcare
2007
$’000
2008
$’000
Scientific
2008
$’000
Scientific
2007
$’000
Acquisition of non-current segment assets
Depreciation and amortisation of segment assets
26,217
2,355
1,805
1,325
172
402
361
386
Products and services within each business segment
For management purposes, the group is organised into two major operating divisions - healthcare and Scientific. These divisions are the
basis on which the group reports its primary segment information. The principal products and services of each of these divisions are as
follows:
• healthcare: Incorporates the sale of healthcare products in a range of sectors, own brands, retail healthcare and wholesale activities.
• Scientific: Incorporates the sale of laboratory consumables, life sciences equipment and technical support to industry and research
laboratories.
Information on geographical segments (secondary reporting format)
Revenue
New Zealand
Australia
Eliminations
Profit before finance costs and tax
New Zealand
Australia
Profit for the period
New Zealand
Australia
Segment assets
New Zealand
Australia
Group
2008
$’000
Group
2007
$’000
986,001
151,663
(45,644)
232,922
80,023
(5,669)
1,092,020
307,276
18,702
12,175
8,997
8,134
30,877
17,131
9,073
7,590
5,550
4,769
16,663
10,319
411,491
74,703
98,582
38,724
486,194
137,306
New Zealand New Zealand
2007
$’000
2008
$’000
Australia
2008
$’000
Australia
2007
$’000
Acquisition of non-current segment assets
25,780
1,785
609
381
The group’s two divisions operate in two principal geographical areas – New Zealand and Australia.
63
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
29.
RELATED PARTY DISCLOSURES
(a)
Parent Entities
The parent entity in the group is EBOS Group Limited.
(b)
Equity interests in Related Parties
Equity interests in subsidiaries
Details of the percentage of ordinary shares held in subsidiaries are disclosed in note 15 to the financial statements.
(c)
Transactions with Related Parties
Transactions involving the parent entity
Amounts receivable from and payable to related parties at balance date are disclosed on the parent company balance sheet, and Note 16
of these financial statements.
During the financial year, EBOS Group Limited received dividends of Nil (2007: $2,724,000) from its subsidiaries.
During the financial year, EBOS Group Limited received subvention income of $4,501,002 (2007: Nil) from its subsidiaries.
During the financial year, EBOS Group Limited provided accounting and administration services to its subsidiaries for a consideration
of $631,000 (2007: $456,000) and charged royalties for the use of brand names and patents totalling $296,000 (2007: $269,000).
During the financial year, EBOS Group Limited rented warehouse space and contracted labour from its subsidiaries for a total cost of
$322,000 (2007 $349,000).
Terms/price under which related party transactions were entered into
All loans advanced to and payable by subsidiaries are unsecured, subordinate to other liabilities and are at call. Interest rates determined
by the directors were 9.3% - 9.7% (2007: 8.3% - 9.1%). During the financial year, EBOS Group Limited received interest of $920,000
(2007: $634,000) from loans to subsidiaries, and paid interest of Nil (2007: $163,000) to subsidiaries.
No amounts were provided for doubtful debts relating to debts due from related parties at reporting date (2007: Nil).
Guarantees provided or received
As detailed in note 27, EBOS Group Limited has entered into a deed of cross guarantee with certain wholly-owned subsidiaries.
(d)
Key Management Personnel Remuneration
Details of key management personnel remuneration are disclosed in note 4 to the financial statements.
Other Transactions Involving Related Parties
(e)
During the financial year Global Science & Technology Ltd and Quantum Scientific Pty Ltd leased premises from interests associated
with key management personnel, P Balchin, F Spurway and D Brown. Rents of $394,000 (2007: $614,000) were paid.
During the financial year Global Science & Technology Ltd and Quantum Scientific Pty Ltd paid amounts totalling $425,000 (2007:
$332,000) to interests associated with the same key management personnel for the provision of management services.
Peter Merton a Director of the parent company and a key manager of the group, received remuneration of $367,000 for services
provided as Chief Executive of PRNZ Ltd. Mr Peter Merton does not receive directors fees in his capacity as a director of the parent
company.
64
30.
SUBSEQUENT EVENTS
On 1 July 2008 the group acquired the business assets of MedBio Limited a supplier of scientific goods to the New Zealand market for
approximately NZ$2 million.
31.
FINANCIAL INSTRUMENTS
(a)
Financial risk management objectives
The group’s corporate treasury function provides services to the two segments, co-ordinates access to domestic and international
financial markets, and manages the financial risks relating to the operation of the group.
The group does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes. The use
of financial derivatives is governed by the group’s policies approved by the Board of Directors, which provide written principles on the
use of financial derivatives. Compliance with policies and exposure limits is reviewed on a regular basis.
(b) Market Risk
The group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The
group enters into a variety of derivative financial instruments to manage its exposure to interest rate and foreign currency risk, including:
•
•
forward foreign exchange contracts to hedge the exchange rate risk arising on imports of product;
interest rate swaps to mitigate the risk of rising interest rates.
(c)
Foreign currency risk management
The group undertakes certain transactions denominated in foreign currencies, hence exposures to exchange rate fluctuations arise.
Exchange rate exposures are managed within approved policy parameters utilising forward foreign exchange contracts.
Forward foreign exchange contracts
It is the policy of the group to enter into forward foreign exchange contracts to cover specific foreign currency payments and receipts
within 60 to 100% of the exposure generated. The group also enters into forward foreign exchange contracts to manage the risk
associated with anticipated sales and purchase transactions out to 12 months within 20% to 75% of the exposure generated.
65
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
31.
FINANCIAL INSTRUMENTS contd.
Outstanding Contracts
Buy Australian Dollars
Less than 3 months
3 to 6 months
Buy Euro
Less than 3 months
Buy Pounds
Less than 3 months
Buy US Dollars
Less than 3 months
3 to 6 months
Buy Swiss Francs
Less than 3 months
Buy Japanese Yen
Less than 3 months
3 to 6 months
Average
exchange rate
2007
2008
Foreign currency
2008
FC’000
2007
FC’000
Contract value
2008
$’000
2007
$’000
Fair value
2008
$’000
2007
$’000
0.803
0.869
0.883
0.905
4,100
200
880
100
5,107
230
996
110
49
21
(24)
-
0.495
0.540
1,710
200
3,457
370
(24)
(19)
0.396
0.400
400
50
1,010
125
(25)
(7)
0.771
0.770
0.742
0.736
2,100
250
500
100
2,722
325
674
136
(8)
9
(22)
(4)
-
0.792
-
80
-
101
-
(15)
80.464
-
86.864
-
25,000
-
3,000
-
311
-
35
-
(29)
-
(7)
(4)
-
(95)
The above financial instruments relate to the group and parent entity. The fair value of forward foreign exchange contracts outstanding
are recognised as other financial assets/liabilities. hedge accounting has not been adopted for the forward foreign exchange contracts.
(d) Interest rate risk management
The group is exposed to interest rate risk as it borrows funds at both fixed and floating interest rates. The risk is managed by maintaining an
appropriate mix between fixed and floating rate borrowings, and by the use of interest rate swap contracts and forward interest rate contracts.
Interest rate swap contracts
under interest rate swap contracts, the group agrees to exchange the difference between fixed and floating rate interest amounts
calculated on agreed notional principal amounts. Such contracts enable the group to mitigate the risk of changing interest rates on debt
held. The fair value of interest rate swaps are based on market values of equivalent instruments at the reporting date.
Outstanding Contracts
Outstanding variable rate for fixed contracts
Less than 1 year
3 to 5 years
Outstanding Contracts
Outstanding variable rate for fixed contracts 3 to 5 years
Group
Average
contracted fixed
interest rate
Notional principal
amount
Fair value
2008
%
2007
%
2008
$’000
2007
$’000
2008
$’000
2007
$’000
-
7.70
5.79
-
-
66,299
2,203
-
66,299
2,203
Parent
-
(250)
(250)
12
-
12
Average
contracted fixed
interest rate
Notional principal
amount
Fair value
2008
%
7.80
2007
%
2008
$’000
2007
$’000
-
45,000
45,000
-
-
2008
$’000
(377)
(377)
2007
$’000
-
-
The fair value of interest rate swaps outstanding are recognised as other financial assets/liabilities. hedge accounting has been adopted.
66
33.
FINANCIAL INSTRUMENTS contd.
(e) Liquidity
The Group manages liquidity risk by maintaining adequate reserves, banking facilities and reserve banking facilities by continuously
monitoring forecast and actual cashflows and matching maturity profiles of financial assets and liabilities.
The following tables detail the Group’s remaining contractual maturity for its financial assets and financial liabilities. The tables have been
drawn up based on the undiscounted cash flows of the financial assets and liabilities. The table includes both interest and principal cash flows.
Group - 2008
Financial assets:
Cash and cash equivalents
Trade and other receivables
Other financial assets
Finance leases
Financial liabilities:
Bank overdraft
Trade and other payables
Finance leases
Bank loans
Other financial liabilities
Group - 2007
Financial assets:
Cash and cash equivalents
Trade and other receivables
Other financial assets
Finance leases
Financial liabilities:
Bank overdraft
Trade and other payables
Finance leases
Bank loans
Other financial liabilities
Weighted
average
effective
On
interest Demand
rate
%
$’000
Less
than 1
year
$’000
Maturity Dates
Total
1-2
Years
2-3
Years
3-4
Years
4-5
Years
5+
Years
$’000
$’000
$’000
$’000
$’000
$’000
7.3 16,136
150,426
9.0
166,562
13.3
277
232,889
9.1
9.5
130
118
248
67
67
560
494
90,853
387
560
494
1,369
67
67
560
279
16,136
150,426
130
252
-
-
- 166,944
560
560
277
7,275 242,964
1,267
92,222
387
233,166
92,294
2,423
839
560
560
7,275 337,117
Weighted
average
effective
On
interest Demand
rate
%
$’000
Less
than 1
year
$’000
Maturity Dates
Total
1-2
Years
2-3
Years
3-4
Years
4-5
Years
5+
Years
$’000
$’000
$’000
$’000
$’000
$’000
7.4
1,772
41,230
9.0
12
96
43,002
108
67
67
67
67
68
68
1,772
41,230
12
298
-
-
43,312
12.3
635
29,679
10.0
7.3
93
1,181
95
93
1,181
58
7,387
635
29,679
244
9,749
95
30,314
1,369
1,274
7,445
-
-
-
40,402
67
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
31.
FINANCIAL INSTRUMENTS contd.
Weighted
average
effective
On
interest Demand
rate
%
$’000
121
8,572
Less
than 1
year
$’000
13,466
118
8,693
13,584
16
6,907
34
52,727
384
6,036
Maturity Dates
Total
1-2
Years
2-3
Years
3-4
Years
4-5
Years
5+
Years
$’000
$’000
$’000
$’000
$’000
$’000
67
67
67
67
34
26
121
8,572
13,466
252
-
-
-
22,411
16
6,907
94
52,727
384
6,036
6,923
59,181
34
26
-
-
-
66,164
Weighted
average
effective
On
interest Demand
rate
%
$’000
200
9,786
Less
than 1
year
$’000
10,988
96
9,986
11,084
349
5,261
34
95
1,679
Maturity Dates
Total
1-2
Years
2-3
Years
3-4
Years
4-5
Years
5+
Years
$’000
$’000
$’000
$’000
$’000
$’000
67
67
67
67
68
68
34
34
26
200
9,786
10,988
298
-
-
21,272
349
5,261
128
95
1,679
7.3
9.5
9.0
13.3
9.1
9.6
9.5
7.4
8.6
9.0
12.3
9.1
8.6
Parent - 2008
Financial assets:
Cash and cash equivalents
Trade and other receivables
Advances to subsidiaries
Finance leases
Financial liabilities:
Bank overdraft
Trade and other payables
Finance leases
Bank loans
Other financial liabilities
Advances from subsidiaries
Parent - 2007
Financial assets:
Cash and cash equivalents
Trade and other receivables
Advances to subsidiaries
Finance leases
Financial liabilities:
Bank overdraft
Trade and other payables
Finance leases
Other financial liabilities
Advances to subsidiaries
5,610
1,808
34
34
26
-
-
7,512
The group maintains the following lines of credit:
$2.0 million (2007: $1.75 million) overdraft facility that is secured. Interest is payable at the base rate plus specified margin. A loan
facility of $121 million (2007: $97 million) of which $117 million ($Nil) is for 3 years.
The group renews its facilities on an annual basis to ensure an appropriate portion matures on a rolling basis.
68
31.
FINANCIAL INSTRUMENTS contd.
(f)
Sensitivity Analysis
(i) Interest Rate Sensitivity Analysis
The sensitivity analysis below has been determined based on the exposure to interest rates for financial instruments at the
balance date. The analysis is prepared assuming the amount of the financial instrument outstanding at the balance sheet date
was outstanding for the whole year.
The impact to Profit for the Period and Total Equity as a result of a 100 basis point movement in interest rates is as follows:
+ 100 basis point shift up in yield curve
Impact on Profit for the Period
Impact on Total Equity
- 100 basis point shift down in yield curve
Impact on Profit for the Period
Impact on Total Equity
(ii) Foreign Currency Sensitivity Analysis
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
-
952
-
(985)
-
11
-
(11)
-
650
-
(673)
-
-
-
-
The following table details the Group’s sensitivity to a 10% increase or decrease in foreign currencies against the Group’s
functional currency (New Zealand dollars). The sensitivity analysis includes any outstanding foreign currency denominated
monetary items and adjusts their translation at the period end for a 10% change in foreign currency rates. A positive number
below indicates an increase in profit and equity where the functional currency strengthens 10% against the relevant currency.
For a 10% weakening against the relevant currency there would be an equal and opposite impact on the profit and equity.
+ 10% shift in NZD rate
Impact on Profit for the Period
Impact on Total Equity
- 10% shift in NZD rate
Impact on Profit for the Period
Impact on Total Equity
Group
2008
$’000
Group
2007
$’000
Parent
2008
$’000
Parent
2007
$’000
(1,215)
1,215
1,486
(1,486)
(222)
222
271
(271)
(1,215)
1,215
1,486
(1,486)
(222)
222
271
(271)
In management’s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk as the year end
exposure does not reflect the exposure during the year.
69
Ebos Group Limited
notes to the Financial Statements (continued)
For the Financial Year ended 30 June, 2008
31.
FINANCIAL INSTRUMENTS contd.
(g)
Credit Risk Management
Credit risk refers to the risk that a counter party will default on its contractual obligations resulting in financial loss to the group. The
group has adopted a policy of only dealing with credit worthy counter parties and obtaining sufficient collateral where appropriate, as a
means of mitigating the risk of financial loss from defaults.
Trade receivables consist of a large number of customers, spread across diverse industries and geographical areas. Ongoing credit
evaluation is performed on the financial condition of the trade receivables.
The carrying amount of financial assets recorded in the financial statements, net of any allowances for losses, represents the group’s
maximum exposure to credit risk without taking account of the value of any collateral obtained.
The group does not have any significant credit risk exposure to any single counter party or any group of counter parties having similar
characteristics. The credit risk on liquid funds and derivative financial instruments is limited because the counter parties are banks with
high credit ratings assigned by international credit rating agencies.
(h)
Fair value of financial instruments
The Directors consider that the carrying amount of financial assets and financial liabilities recorded in the financial statements
approximates their fair values.
The fair values and net fair values of financial assets and financial liabilities are determined as follows:
• the fair value of financial assets and financial liabilities with standard terms and conditions and traded on active liquid markets are
determined with reference to quoted market prices; and
• the fair value of other financial assets and financial liabilities are determined in accordance with generally accepted pricing models
based on discounted cash flow analysis.
• the fair value of derivative instruments are calculated using quoted prices. Where such prices are not available use is made of
discounted cash flow analysis using the applicable yield curve for the duration of the instruments.
Transaction costs are included in the determination of net fair value.
(i)
Liquidity risk management
The group manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities by continuously
monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.
(j)
Capital Risk Management
The Group manages its capital to ensure that each entity within the Group will be able to continue as a going concern while maximising
the return to stakeholders through the optimisation of the debt and equity. The Group’s overall strategy remains unchanged from 2007.
70
Ebos Group Limited
additional Stock exchange information
As at 31 July, 2008
Twenty Largest Shareholders
Python Portfolios Ltd
Whyte Adder No.3 Ltd
Accident Compensation Corporation
Elite Investment holdings Ltd
P.M. Merton & CWM Trustee Company Ltd
Forsyth Barr Custodians Ltd
Custodial Services Ltd
herpa Properties Ltd
Forsyth Barr Custodians Ltd
Forsyth Barr Custodians Ltd
Tea Custodians Ltd
New Zealand Superannuation Fund Nominees Ltd
Superlife Trustee Ltd
M.B. & A.L. Waller
P. Gardiner-Garden
Citibank Nominees (New Zealand) Ltd
hubbard Churcher Trust Management Ltd
hSBC Nominees (New Zealand) Ltd
New Zealand Equity Nominee Pool
NZ Guardian Trust Investment Nominees
Fully paid Percentage of
paid capital
shares
4,684,877
3,314,339
3,282,781
1,530,922
1,530,922
1,334,678
793,868
626,793
603,387
509,269
491,717
433,448
426,181
404,957
385,189
377,258
375,573
375,319
374,997
366,971
9.96%
7.05%
6.98%
3.26%
3.26%
2.83%
1.69%
1.33%
1.28%
1.08%
1.05%
0.92%
0.91%
0.86%
0.82%
0.80%
0.80%
0.80%
0.79%
0.79%
22,223,446
47.26%
Substantial Security Holders
As at 31 July 2008 the following persons are deemed to be substantial security holders in accordance with Section 26 of the Securities
Amendment Act 1988.
Python Portfolios Ltd
Whyte Adder No.3 Ltd and herpa Properties Ltd
Accident Compensation Corporation
Fully paid Percentage of
paid capital
shares
4,684,877
3,941,132
3,282,781
9.96%
8.38%
6.98%
11,908,790
25.32%
Distribution of Shareholders and Shareholdings
Holders
Fully paid Percentage of
paid capital
shares
Size of Holding
1 to 999
1,000 to 4,999
5,000 to 9,999
10,000 to 49,999
50,000 to 99,999
100,000 to 499,999
500,000 to 999,999
1,000,000 and over
Total
Registered Address of Shareholders
New Zealand
Overseas
Total
710
1,821
747
548
32
27
4
6
237,926
4,758,946
5,094,925
9,791,123
2,171,449
6,755,636
2,533,317
15,678,519
0.50%
10.12%
10.84%
20.82%
4.62%
14.37%
5.39%
33.34%
3,895
47,021,841
100.00%
3,717
178
44,456,152
2,565,689
94.54%
5.46%
3,895
47,021,841
100.00%
71
Chief Executive and Managing Director
Deputy Chairman
directors
R.G.M. Christie Chairman
M.b. Waller
P.F. Kraus
E.M. Coutts
s.C. ottrey
b.J. Wallace
P. Merton
Chief Executive
Managing Director - scientific
General Manager – business Development
Chief Financial officer
General Manager – sales & Marketing Healthcare
General Manager – Health support Ltd
Executive Director – PRNZ Ltd
General Manger – Ebos Group Pty Ltd
executives
M.b. Waller
D. brown
A.J. Cooper
D.C. Doherty
K.R. Hyland
G. Managh
P. Merton
A. Norris
auditor
Deloitte
Christchurch
bankers
ANZ National bank Limited
Christchurch
Solicitor
Chapman Tripp
Christchurch
Share register
Computershare Investor services Ltd
Private bag 92119
Auckland
NEW ZEALAND
Telephone: (09) 488-8777
Ebos Group Limited
directory
corporate office
108 Wrights Road
P o box 411
CHRIsTCHURCH
Telephone (03) 338-0999
Fax (03) 339-5111
E-mail: ebos@ebos.co.nz
Internet: www.ebos.co.nz
other locations
Auckland office
243-249 bush Road
P o box 302-161
Albany, Auckland
NEW ZEALAND
Wellington office
498 Hutt Road
Lower Hutt
NEW ZEALAND
Subsidiaries
PRNZ Limited
54 Carbine Road
Mt Wellington
Auckland
NEW ZEALAND
Health support Limited
56 Carrington Road, Pt Chevalier
Auckland
NEW ZEALAND
Ebos Group Pty Limited &
Ebos Health & science Pty Limited
Unit 2, 109 Vanessa street
Kingsgrove, NsW 2208
AUsTRALIA
Ebos Health & science (PNG) Limited
Gb House, Kunai street
Hohola, Waigani NCD
PAPUA NEW GUINEA
Global science & Technology Limited
241 bush Road, Albany
Auckland
NEW ZEALAND
Quantum scientific Pty Limited
31 Archimedes Place
Murarrie, Queensland
AUsTRALIA
Vital Medical supplies (Australia) Pty Ltd
Unit 29-31, 276-278 Newline Road
Dural, NsW 2158
AUsTRALIA
Shareholder enquiries
shareholders with enquiries about share transactions, change of address or dividend payments
should contact the share Registrar – Computershare Investor services Ltd.
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