ANNUAL
REPORT
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Corporate
Directory
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Directors
Susan Thomas (Non-executive Director to 29 August 2023,
thereafter Non-executive Chair)
Maggie Beer AO (Non-executive Director)
Tom Kiing (Non-executive Director)
Hugh Robertson (Non-executive Director)
Reg Weine (Resigned as Chair on 29 August 2023
and Non-executive Director on 31 October 2023)
Executive Management
Kinda Grange (Chief Executive Officer)
Craig Louttit (Chief Financial Officer from 1 September 2023)
Eddie Woods (Chief Financial Officer to 31 August 2023)
Company Secretary
Sophie Karzis
Registered Office & Principal Place of Business
2 Keith Street,
Tanunda, SA 5352
Tel: +61 8 7004 1307
Fax: +61 8 9077 9233
Share Registry
Boardroom Pty Limited
Level 8, 210 George Street, Sydney NSW 2000
GPO Box 3993, Sydney NSW 2001
Tel: 1300 737 760
Fax: 1300 653 459
Auditor
PricewaterhouseCoopers
One International Towers Sydney,
Watermans Quay, Barangaroo, NSW 2000
Stock exchange listing
Maggie Beer Holdings Ltd shares are listed on the
Australian Securities Exchange (ASX code: MBH)
Website
www.maggiebeerholdings.com.au
Corporate Governance
The Company’s Corporate Governance charters are
located on the Company’s website at the following link:
www.maggiebeerholdings.com.au/investors/corporate-governance/
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Our Brands
Maggie Beer Products
Maggie Beer Products is an iconic food & lifestyle brand in Australian
kitchens, homes and gardens. Maggie Beer Products bases its reputation
on Maggie’s own philosophy of using superior in season ingredients, to
produce premium cooking, entertaining, gifting and indulgent products.
Hampers and Gifts Australia
Hampers and Gifts Australia is a market leading e-commerce platform for gifting,
entertaining, and sharing occasions. Home to two leading e-commerce brands:
The Hamper Emporium and Gifts Australia that specialise in providing premium,
luxury hampers as well as personalised, beautiful and thoughtful gifts. Offering a
unique selection of premium quality food, beverage and gifting items (including
Maggie Beer Products), these businesses are two of Australia’s most sought after
and trusted online destinations for beautiful gifts for any occasion.
OUR VISION IS TO BECOME AUSTRALIA’S LEADING PURVEYOR OF PREMIUM
FOOD AND GIFTING PRODUCTS.
Maggie Beer Holdings has unique assets and capabilities:
1. An iconic Australian Brand; and
2. A leading online gifting business.
To deliver on our vision to become Australia’s leading purveyor of premium food and gifting products.
AT MAGGIE BEER HOLDINGS, OUR PURPOSE IS TO CREATE PREMIUM,
INNOVATIVE, AND MEMORABLE FOOD, BEVERAGE, AND GIFTING PRODUCTS
OF THE HIGHEST QUALITY, WHILE STAYING TRUE TO OUR VALUES OF BEING
PASSIONATE, NIMBLE, AMBITIOUS, INCLUSIVE AND COMMUNITY FOCUSED.
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Contents
Corporate Directory
02
Letter from the Chair
07
Letter from the CEO
11
Operating and Financial Review
14
Environmental, Social and Governance
16
Risk Statement
19
Directors’ Report
20
Auditor’s Independence Declaration
38
Statement of Profit or Loss and
Other Comprehensive Income
43
Statement of Financial Position
45
Statement of Changes in Equity
46
Statement of Cash Flows
47
Notes to the Financial Statements
48
Consolidated Entity Disclosure Statement
83
Directors’ Declaration
84
Independent Auditor’s Report
85
Additional Securities Exchange Information
90
Our vision is to become Australia’s
leading purveyor of premium
food and gifting products.
Maggie Beer Holdings Ltd
ABN 69 092 817 171
Annual Report - 30 June 2024
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Letter from
the Chair
SUSAN THOMAS
CHAIR
Our e-commerce is a solid and fast growing business. We
believe it can become even more scalable, with the focus
on our key priorities around technology improvements,
increasing the corporate customer, product development,
and utilising data from our customers in a more strategic and
synergistic manner across all of our brands.
We have achieved a lot that we can be proud of this
year including:
1. Hamper and Gifts Australia (HGA) had an 8% YOY growth
in Q2 2024 including significant growth in Corporate
sales in FY24;
2. New products and brand partners have delivered
incremental revenue including, The Maggie Living range,
Penfolds hampers, Corporate hampers and Pamper
Hampers
3. Maggie Beer product expansion in Cooking has
delivered 16.3% growth in this category and a strong
foundation to execute on an innovation pipeline. This
also proves we can gain significant share of the retail
basket in the right categories;
4. The technology roadmap is underway and Shopify
migration underway with a new Maggie Beer website
due for implementation pre Christmas peak to
improve customer experience and increase customer
engagement.
We have reviewed the strategic importance of cheese
making and have entered into an agreement with a
manufacturing partner who we believe can provide the
quality we expect at a more competitive price. Therefore,
we have post balance date classified Paris Creek Farms as an
asset for sale.
We are also pleased to have been able to settle the HGA
earn out dispute.
While Group revenue increased marginally to $89.4m
(up 0.8% from the prior year), the challenging operating
conditions, particularly within our Paris Creek Farms
business, resulted in Group Trading EBITDA1 declining
by $3m to $0.3m.
Dear Shareholders
I share what I believe are your disappointments in the
trading results for FY24, and whilst economic conditions and
consumer sentiment have been difficult, we cannot allow
that to be an excuse. I assure you that we have an absolute
focus on cutting costs, returning the business to profitability
and delivering on our strategic objective to be Australia’s
leading purveyor of premium food and gifting products,
that transform everyday moments into celebrations of joy.
I have great optimism for the future of Maggie Beer Holdings
for the following reasons.
The Maggie Beer brand is a great asset, and we are
executing on our strategy to fully develop it into a great
business. Some of the key initiatives we are taking include:
1. Driving an increase in sales volumes, which in turn
support and enhance the value of the Maggie Beer
brand and proposition in the market. Our standout
performers this year have been our Maggie Beer bone
broths, and I believe there are a lot of adjacencies we can
launch which develop on this product;
2. We have developed a framework ‘the Right to Win’ for
product development, which remains true to our brand
values but overlays commercial imperatives including the
right to play and ability to win. This includes :
a. Evaluating the Total Addressable Market (TAM) in the
premium end of the product,
b. Evaluating what part of this TAM we can expect to
win; and
c. Ensuring that we can develop a product which
remains true to brand but meets the relevant price
parameters and is therefore commercially successful;
1 Trading EBITDA is a non-IFRS measure as defined in page 20 of the Directors Report
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Responding to market challenges to drive return
to sustainable profitability
As a Board, we are absolutely focused on supporting
management to reduce the Company’s cost base, ensuring
that we maintain margins and optimise operations to return
the business to profitability in FY25. We have commenced
this process, and have identified significant areas of saving.
Once the core business is optimised, we will concentrate on
our mission to be Australia’s leading purveyor of premium
food and gifting products, that transform everyday moments
into celebrations of joy with the needs of our customer at the
centre of every decision.
We will do this by capitalising on our competitive advantage:
1. An iconic well recognised brand;
2. Scalable world class e-commerce business and
capability;
3. Investing in the success and rapid growth of our
B2B business;
4. Lifting customer experience through the scaling
of the e-commerce platform;
5. Launch ‘Everyday Premium’ to create a sustainable
business model all year round;
6. Deliver on our commitment to simplify our operations
and improve our productivity;
7. Execute on synergistic opportunities within the Group;
8. Launch FY25 portfolio and product expansion plans
within the Right to Win framework; and
9. Future proof innovation pipeline.
Our immediate priority is to ensure the Company has an
unrelenting focus on maximising trading performance
and profitability through the key Christmas trading period
(especially for e-commerce). This is a key trading period for
the Company and we will ensure we are well-positioned to
capitalise with a continued focus on corporate customers
and targeted product range supported by activation
strategies to drive increased traffic and conversion.
Within the Maggie Beer Products (MBP) business, our focus
will be on driving sales through continuing range expansion
in products where we have a ‘right to win’ and meet our
customer needs, increased brand promotion and leveraging
partnerships. We will also undertake a strategic review of
MBP product and channel strategy to optimise sales and
gross margin.
In e-commerce, while our focus remains on maximising
Christmas trading, we will also target increased Corporate
sales and leverage technology to drive increased traffic
and lift our customer experience and engagement on our
websites.
As a business, we aspire to give our customers more choices
and enable them through our investment in technology to
move effortlessly between digital platforms and real-world
interactions. From in-store visits to email campaigns and
web/mobile experiences, our aim is to deliver touchpoints
that represents a holistic experience in customers’ minds
through an ‘omini-channel model’.
Paris Creek Farms
As per the ASX trading update on 28 June 2024, the
Company commenced a process to consider all options
regarding the Paris Creek Farms business.
Whilst there is no guarantee that the process will result in a
full or partial disposal of the Paris Creek Farms business, the
process is continuing and the Company, through its advisors,
is formally engaged with a number of parties who have
expressed interest in the asset.
The market will continue to be updated accordingly.
Hampers and Gifts Australia Earn Out
As previously announced, MBH had been engaged in an
earn-out dispute related to the acquisition of Hampers
and Gifts Australia (HGA). The parties have resolved their
differences and there is no longer a dispute between them.
Under the terms of the settlement, MBH has agreed to make
a cash payment of $2 million to the Vendors.
Financial Position
The Company maintains a solid balance sheet with total
net assets of $57.8 million, cash of $4.7 million and no
debt1 at 30 June 2024. We are reviewing our working
capital requirement to look at better ways to limit the large
inventory buildup leading into Christmas.
Given the Company’s financial performance for the year, and
as we look to further invest in our capability and build scale
in our business, the Board did not declare a final dividend
for FY24.
Capital management will continue to be a focus of the Board.
1 Only asset-backed leases/debt
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Leadership Transition
Although leadership transitions can be difficult, I am
delighted to be able to welcome Penny Diamantakiou as
CFO / COO.
Kinda Grange, CEO and Craig Louttit, CFO have both
announced their resignation. On behalf of the Board and
the Company, I wish to acknowledge and thank Kinda and
Craig for their contribution in leading the Company since
their appointment in 2023.
As announced, the Board has restructured the senior
management team to focus on the key priorities I outlined
above including cost reduction, increasing revenue,
pursuing our strategic objectives and priorities and of course
returning the Company to profitability.
Under the restructure, Sam Reece has been appointed Head
of E-commerce and Brand Partnerships with Laila Khalid
appointed as head of Maggie Beer Products Commercial
and Strategy.
The Board will continue to support management in driving
these key priorities.
Summary
The Company experienced a challenging year in FY24.
We are responding to these challenges focussing on our
strategic priorities, targeting further cost reductions and
working capital improvements to return the Company to
profitability in FY25 and hopefully to convince investors that
we have a compelling investment case.
I would like to thank my fellow directors, and on behalf
of the board, I want to thank our employees, customers,
suppliers, and also our shareholders for their continued
support of the Company.
Yours sincerely,
Susan Thomas
Chair
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CEO Report
Dear Shareholders
In what was a challenging year, our focus in FY24 was on
core operations, investing in key areas of our business to
strengthen our brands, accelerate innovation and enhance
the customer experience. The external environment
continued to be challenging, including the impacts
of weaker consumer sentiment, a more competitive
environment and shifting consumer shopping behaviours
online and in supermarkets. Against this backdrop, we
delivered strong revenue growth for Maggie Beer Products
(MBP) of +6.3% and marginal growth in Hampers and Gifts
Australia (HGA) in a declining hamper market.
Our earnings were significantly impacted by the loss
at Paris Creek Farms (PCF) that is now an asset held for
sale. In addition, the Gross Margin (GM) was impacted by
under recovery of cost increases due to the competitive
landscape. This was addressed in H2 through price
increases in the online business. FY24 also saw us invest
in advertising, brand building and people to enable the
delivery of our strategic initiatives.
Progress on Strategic Initiatives
Notwithstanding the challenging environment, we made
good progress against our strategic initiatives in FY24
which serve to strengthen the foundations and financial
performance leading into FY25:
1. SCALE THE E-COMMERCE PLATFORM
n Successfully executed Christmas plans delivering 8%
growth in Q2 including improved conversion, average
order value, and customer repeat rates vs. pcp
n Launched new categories & partnerships on The
Hamper Emporium (THE) including Penfolds, Maggie
Beer, Grazing, Chocolate and updated Pamper
Hampers
n Delivered corporate sales customer growth through
personalised CRM approach, improvements to
corporate ordering platform (HEBO) and delivery via
bulk shipping option
n Improved customer service focus delivering Net
Promoter Score 71 and awarded the Canstar 2024
Award for Customer Satisfaction for the category
“Online Gift Delivery”
n Optimised conversion rate by reducing friction in the
purchase funnel helping offset organic traffic decline in
hamper related keywords
n Implementing enhanced technology platform with
migration to Shopify for MBP pre Christmas 2024 and
for The Hamper Emporium and Gifts Australia in Q3.
2. GROW THE MAGGIE BEER BRAND
n Refreshed marketing program with “Make it a Maggie
Moment” platform with major campaigns launched
including digital, social, outdoor, and magazines
n Growing Maggie Beer Food Club from 60k to over
70k members through exclusive offers and content
n Expanded Maggie Beer Living range online, in
hampers, and at David Jones
n Optimised performance marketing in H2 delivered
double digit revenue growth in Maggie Beer Online
vs pcp
n Product strategy and innovation pipeline developed for
FY25 and beyond.
Retail growth through New Product Development
and ranging:
n Portfolio of new Cooking products launched in FY24
and further launches planned for FY25
n Stocks and broths performed particularly well
n Hard Cheese achieved double digit growth
n Launch of ice-cream in Woolworths and Coles.
3. OPTIMISE AND UNIFY ASSETS
n Entered into agreement with manufacturing partner for
cheese at high quality and competitive price. As such
an advisor has been appointed to optimise the value of
PCF. As a subsequent event, PCF is now an asset held
for sale.
KINDA GRANGE
CEO
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CEO Report, cont.
Increased investment in Maggie Beer marketing included
a one-off campaign during the peak Summer entertaining
period for brand building as well as higher level of
investment in supermarket activation to support increased
distribution.
In online, the increased advertising spend was required
in H2 due to increased competition. A focus on growing
corporate sales as a higher proportion of total sales should
reduce the reliance on performance marketing in the future.
Labour cost increases reflected an investment in
e-commerce capability, partly offset by cost saving
initiatives. A number of these initiatives will deliver a full
year benefit in FY25, while the pipeline of newly identified
initiatives are also implemented.
Following a review of the value of cash generating units
and assets, the Company has recorded a non-cash
impairment charge of $13.8 million against the goodwill
of HGA. Notwithstanding the impairment, the HGA
business remains a market leading gifting platform with
further potential. In FY24, the Company also recorded an
impairment of $4.6 million in PCF. In addition, statutory
EBITDA includes $2.6 million for the settlement payment
and legal fees associated with the HGA earn out dispute
and $0.8 million for onerous contracts associated with
PCF. The inclusion of these one-off costs resulted in a
statutory loss of $28.2 million after tax. The Group has not
recognised a tax benefit during the current year.
Our Group maintains its capital light position and ability to
respond to the current market challenges while maintaining
our investments in growth initiatives.
Wellbeing and growth of our people: Recipe for Success
Our people are our most important asset and looking after
their wellbeing, mental health and growth continued to be
a priority over the past 12 months.
We continued to make significant progress on our
employee engagement initiatives, embedding our Group
values and Employee Value Proposition into programs
across the employee lifecycle. Our annual employee
engagement survey provides a valuable source of
feedback from employees, on the employee experience
and overall employee engagement.
n Cost out initiatives across MBP, PCF and HGA were
delivered, even though these were offset by investment
in e-commerce capability at HGA. The MBP sales team
restructure removed layers in organisation while HGA
production efficiencies delivered casual labour savings
n Optimised range to enhance online product offer.
Rationalised under-performing products and filled
range gaps (for example; Bridesmaids, chocolate,
corporate hampers)
n Developed pipeline of further cost optimisation
opportunities for FY25 execution.
FY24 Financial Performance
The Group’s underlying results for FY24 were consistent
with the trading update announced on 28 June 2024.
Group revenue from continuing operations was $89.4
million up slightly from the prior year. Across the three
business units we saw the impact of rising interest rates
and inflation. MBP and HGA showed resilience in the face
of challenging market conditions. In MBP revenue growth
of 6.3% reflects the impact of new product development
and ranging in the retail channel. HGA delivered
marginal growth in a contracting category through the
implementation of strategic initiatives and in particular by
winning the key Christmas trading period. PCF revenues
were down 9.5% primarily driven by lower milk supply.
Gross margin (GM)1 was down $0.6m vs. FY23
predominantly in our online channels. This was impacted
by cost increases incurred in the first half which were not
recovered through price increases until the second half. In
the second half, we improved online GM from H1 54.7%
to H2 57.4%. This provides a stronger position leading into
the Christmas trading period for FY25.
Group Trading EBITDA1 from continuing operations was
$0.3 million, down from $3.2 million in FY23. The key
drivers of the gap are PCF, Gross Margin and Cost of Doing
Business (CODB). Excluding PCF, Trading EBITDA would
be $2.3 million.
1 Gross Margin and Trading EBITDA are non-IFRS measures as defined in page 20 of the Directors Report
Above results are for continuing operations.
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Our continued focus on the wellbeing of our employees
has included:
n Formally accrediting a group of Mental Health First Aid
Officers (MHFAO) across the Group, to further support
the wellbeing of our employees.
n A step challenge to encourage mental and physical
health, through keeping active
n Training on Psychosocial hazards and managing the risks
n We continue to have an Employee Assistance Program
available to employees and their families, to confidentially
discuss any mental health and wellbeing issues.
We will continue this journey over FY25, to retain and attract
great people and to ensure a positive employee experience.
Having informed the Board of my resignation, this is my
last CEO Report for MBH. I wish to acknowledge and thank
the passionate and resilient MBH team, our suppliers,
partners and customers. I also thank you, our shareholders,
for your continued interest and support of the Company.
It has been a privilege to lead a Company with such an
iconic brand and long-term growth opportunities and I look
forward to watching the Group’s future progress.
Kinda Grange,
CEO
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Working Capital
Working capital timing is in line with FY23, with inventory
expected to peak in October 2024 and will reduce to more
normal levels by Christmas 2024.
Inventory has been timed so that long life products such as
packaging, alcohol/champagne, homewares and pamper
items arrive earlier and are packed into finished goods. Any
food items with a shorter shelf life are sourced domestically
and arrive just in time for production.
Corporate
Shared services and corporate office costs of $3.8 million
(excluding one-off items) were consistent with FY23.
Maggie Beer Products
Maggie Beer product sales grew by 6.3% given significant
growth in Cooking and Desserts products, partly offset by
declining sales in Entertaining & Online. This presents an
opportunity in FY25 to continue using Cooking & Desserts
offers as a foundation for further category expansions,
while refocusing on Entertaining & E-commerce through
an integrated approach across the Group leveraging the
HGA asset.
Growth in Cooking (+16.3% vs. LY) has been delivered
through Stocks, Broths & Finishing Sauces expansion into
grocery retailers with incremental distribution points. This
was supported by social media and in-store activations,
catalogues and magazines to drive household penetration.
The strong retailer partnerships unlocked through this
launch have opened the pathway to incremental Cooking
launches in FY25.
Decline in Entertaining (-4.7% vs. LY) has been across
specialty cheeses, fruits pastes & pates. Reduction in
consumer discretionary spend along with competitive
pressure has limited the levers to stimulate growth in these
categories. They remain important categories with plans to
address in FY25.
Growth in Ice Cream due to launches in major supermarkets
with incremental distribution points. This was supported
by social media and in-store activations. Where launches
were in H1, the ice cream range was featured in marketing
activities for Summer Entertaining.
GM% decreased by 2.1 percentage points, mainly due
to product mix.
In addition to the financial metrics of the Group highlighted
already, the below outlines some of the key operational
opportunities and challenges in FY24.
FY24 Trading
The Group generated net sales from continuing operations
of $89.4 million and a trading EBITDA1 from continuing
operations of $0.3 million. This reflects earnings loss in PCF,
delayed input cost recovery, and investments in advertising
and people costs.
Gross Margin (GM)1 was down 1.1 percentage points to
49.2% impacted by:
n MBP Retail - mix shift to lower margin categories and
channels including increased inventory write offs.
n Online - weak consumer sentiment that led to delayed
price recovery of increased input costs. Cost recovery
in online in H2 has delivered GM improvement from
54.7% (H1) to 57.4% (H2).
Balance Sheet and Cashflows
The Group is supported by a balance sheet with net assets
at 30 June 2024 of $57.8 million (30 June 2023: $85.7
million), including a cash balance of $4.7 million (30 June
2023: $9.2 million). The net assets decreased by $28.0
million to $57.8 million (30 June 2023: $85.7 million). This
decrease was due to the impairment of the carrying value
of property, plant and equipment and goodwill ($18.3
million), HGA earnout legal costs and settlement ($2.6
million), and the balance being mainly depreciation and
amortisation.
Net tangible assets1 decreased by $10.2 million to $28.0
million (30 June 2023: $38.2 million).
The negative operating cashflow result of $0.8 million was
driven by decline in trading EBITDA, lower inventory levels
and timing of supplier payments.
Overall working capital for the Company is at circa 15.1% of
sales, an increase of 0.1 points compared to 30 June 2023.
The Company’s disciplined approach to working capital
and the Group’s cash management will continue.
Operating and
Financial Review
1 Gross Margin, Trading EBITDA and Net tangible assets are non-IFRS measures as defined in page 20 of the Directors Report
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Paris Creek Farms
On 1 August 2024 the Group resolved that Paris Creek
Farms (PCF) business is an asset held for sale. Following
a review of the PCF business and the identification of an
alternative third party supplier for Maggie Beer cheese, this
decision was made to maximise value for shareholders.
An advisor was appointed on 28 June 2024 to consider all
options to optimise the value of the PCF business, including
initiating an active program to locate potential buyers.
Hampers and Gifts Australia
In FY24, HGA faced a reduction in online hamper and
gift searches, reflecting a general decline in e-commerce
demand as disposable income continued to be challenged
and celebrations continued to shift to experiences. Despite
this, our strategic investments in product, personalisation
and conversion optimisation yielded positive results, with
notable growth in conversion rates even as website visits
decreased year-on-year. This success was exemplified
by our Corporate Christmas campaign, which achieved
significant success due to a focused communications effort.
The competitive landscape intensified as more players
entered the market, leading to higher cost-per thousand
impressions (CPM) and customer acquisition costs. In
response, we chose to invest significantly in our full-funnel
marketing efforts to enhance our market share and leverage
our operational scale. This strategy resulted in increased
growth in both our total customer base and new customer
acquisition. We also saw product wins from onboarding new
partners like Penfolds and scaling the Maggie Beer offering
with a larger focus on hampers.
In H2, we focused on driving new customer acquisition
through targeted campaigns and strategic partnerships
aligned with our Corporate focus.
We continued to invest in user experience improvements,
particularly within the Corporate segment. Upgrades to
our bespoke online corporate ordering tool have greatly
enhanced how corporate clients interact with us, providing
a more personalised and seamless shopping experience.
Additionally, we consolidated our CRM, including SMS, to
leverage our Customer Data Platform (CDP) effectively and
increase customer lifetime value (LTV).
Looking ahead to FY25, we are setting up for considerable
tech improvements, beginning with a major upgrade to
the Maggie Beer store. This initiative aims to enhance our
technology infrastructure, improve customer experiences,
and drive further growth.
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Environmental, Social
and Governance
of our directors, officers, and employees. We cultivate a
culture that embraces diversity at all levels, promoting
inclusivity regardless of age, gender, disability, ethnicity,
marital or family status, religious or cultural background,
sexual orientation, or gender identity.
We highly value these unique differences among our team
members and recognise their valuable contributions to
the Company. Discrimination, harassment, vilification, and
victimisation are not tolerated in our working environment.
To uphold these principles and foster diversity, the Board
has adopted a comprehensive Diversity and Inclusion policy.
The leadership team consisted of three females and two
males as at 30 June 2024.
Diversity Data
MBH records diversity data through its HR systems and can
share the following diversity breakdown of its employees.
The age distribution of employees at the end of FY24 is
as follows:
- under 20 years: 2%
- 20-30 years: 26%
- 31-40 years: 24%
- 41-50 years: 17%
- 50+ years: 31%
The gender distribution of employees at the end of in
FY24 is as follows:
- Female: 64%
- Male: 35%
- Unspecified: 1%
Diversity and Inclusion Program
As part of our commitment to diversity and inclusion,
Maggie Beer Holdings has developed an employee
reward and recognition program. This program
acknowledges and celebrates employee’s achievements
in contributing to our ‘Recipe for Success’, while also
enhancing their overall work experience. Recognising
and appreciating employees for their hard work and
dedication fosters a sense of value and appreciation,
reinforcing positive behaviour and boosting morale.
Our aim is to make products that people love, in a
sustainable way and staying true to our values: by being
Passionate, Nimble, Ambitious, Inclusive and Community
Focused.
This report outlines our approach to Environmental, Social
and Corporate Governance (ESG). It explores what we’ve
done to strengthen positive outcomes with our team, our
customers, stakeholders and our community.
Our Values
In FY24 we continued to embed our Maggie Beer Holdings
Group values Recipe for Success into our programs.
Through engagement with our people, we have defined
supporting behaviours, enabling us to recognise and
reward our people in line with our values. Feedback
through our employee engagement survey continues to
show the values that resonate with, and inspire, our people.
We create premium, innovative & memorable food,
beverage and gifting products of the highest quality that
match people’s every-changing shopping habits and
lifestyles by being:
3 Passionate
3 Nimble
3 Ambitious
3 Inclusive
3 Community Focused
Further, an Employee Value Proposition was developed,
to help attract and retain employees with goals and values
aligned to our organisational goals and values.
As part of our contributions to the community, aligned
to our values, we encourage and support our people
to contribute to the welfare of others, by the generous
donation of money and time. Our Reward and Recognition
program includes a workplace giving element through
offering volunteering days to our employees.
Diversity and Inclusion
At Maggie Beer Holdings, our people and our culture are
two of our most important assets. We are dedicated to
proactively managing diversity to enhance the Company’s
performance by leveraging the diverse skills and talents
OUR COMMITMENT TO OURSELVES AND OUR COMMUNITY
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In accordance with the requirements of the Workplace
Gender Equality Act 2012 (Act), on 27 May 2024, Maggie
Beer Holdings lodged its annual public report with the
Workplace Gender Equality Agency (Agency) for 1 April
2023 to 31 March 2024 data.
To access the three public data reports, please visit the
Company website maggiebeerholdings.com.au and locate
the ‘Workplace Gender Equality Reports’ in the investor
reports section:
n Workforce Management Statistics Public Report 2024
n Workplace Gender Equality Public Questionnaire 2024
n Workplace Profile Public Report 2024
Health and Wellbeing
Maggie Beer Holdings is committed to prioritising the
health and safety of all individuals within the organisation
and ensuring a secure and productive workplace. Our
Workplace Health and Safety (WHS) Policy serves as a
foundation for our commitment to the safety and well-
being of our workforce and is aligned with federal and
state legislation governing workplace health and safety.
Our focus lies in identifying hazards, assessing risks, and
implementing control strategies to minimise potential
injuries to people and property.
The well-being and mental health of our team has been
a top priority for MBH as we recognise our people as
our most valuable asset. As part of this commitment
to supporting our employees’ well-being, we also
offer an Employee Assistance Program. This program
provides access to counselling services to address any
challenges that may arise in their personal lives or the
lives of their family members. We prioritise the mental and
emotional health of our workforce and strive to provide
comprehensive support for their overall well-being.
MBH also runs an annual Employee Wellbeing Survey to
capture employee suggestions and improvements. Our
continued focus on the wellbeing of our employees has
included:
n Formally accrediting a group of Mental Health First Aid
Officers (MHFAO) across the Group, to further support
the wellbeing of our employees.
This, in turn, leads to increased productivity, loyalty, and
well-being, fostering stronger working relationships and
reducing employee turnover and absenteeism. Aligned
with our values and dedication to community involvement,
we also encourage and support our employees in
contributing to the welfare of others, with our Reward and
Recognition program including a workplace giving element
by offering volunteering days to our employees.
To ensure the effectiveness of these initiatives, we conduct
regular engagement surveys through the Employment
Hero Human Resources Information System. This system
also enables us to better monitor, measure and report
on our workforce, including diversity. The survey results
are thoughtfully reviewed and a summary shared with
the Board and with employees, accompanied by action
planning to continuously enhance and improve the
overall employee experience. By implementing these
measures, we aim to create a workplace that embraces
diversity, fosters inclusivity, and empowers our employees
to thrive and make meaningful contributions to both our
organisation and the wider community.
Pay Equality
MBH adheres to the principle of equitable and ethical
remuneration, recognising the importance of providing
equal pay for equal work to all employees in fostering a
supportive work environment.
To demonstrate this commitment, we have developed a
comprehensive Remuneration Policy that aligns executive
objectives with those of shareholders and the overall
business. This is achieved through a combination of fixed
remuneration and, when appropriate, targeted short
and long-term incentives tied to key performance areas
that significantly influence the Group’s results. We have a
Remuneration Committee tasked with assisting the Board
in fulfilling its corporate governance responsibilities in this
regard, which includes reviewing and making appropriate
recommendations.
At Maggie Beer Holdings, we firmly believe that promoting
a workplace that prioritises and advocates for pay equality
is not only a matter of moral responsibility but also a crucial
element in building a strong and successful company.
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n A step challenge to encourage mental and physical
health, through keeping active
n Leader, MHFAO and Work Health Safety Representative
training on Psychosocial Hazards and managing the risks
n We continue to have an Employee Assistance Program
available to employees and their families, to confidentially
discuss any mental health and wellbeing issues.
Skills for the Future
At Maggie Beer Holdings, we are committed to providing
staff training that empowers employees to enhance their
skills and progress in their careers within the Company.
We provide all our employees with comprehensive training
on our policies and values. Our E-learning platform ‘go1’
provides all employees access to compliance and role
specific training, as well as professional and personal
development, to support the growth of our people.
We utilise ‘Employment Hero’ to conduct annual
Performance Development Reviews, ‘My Recipe for
Success’. Assessing performance and contribution is
important for many reasons. It enables achievements to be
recognised, for training and development opportunities to
be identified and ensures a focus on what we need to get
done, to contribute to Maggie Beer Holding’s success.
We are supporting several leaders in gaining leadership
qualifications through an external provider.
Governance policies and procedures are in place at
Maggie Beer Holdings to provide clear directions
and intended practices that are consistent with the
organisation’s values and culture. They are based on
integrity and fairness and outline clear ethical guidelines
and terms of required roles, treatment and conduct of
Board members and employees. We have conducted
training to support these policies, including:
n Equal Employment Opportunity
n Anti-Discrimination Sexual Harassment and Bullying
n Modern Slavery
n Workplace Health and Safety
n Psychosocial Safety
Sustainability
At Maggie Beer Holdings, our commitment to ethical and
sustainable practices is evident in our continuous efforts
to lead the way in responsible food, beverage, and gifting
production. As stakeholders increasingly seek information
about environmental, social, and governance (ESG) factors,
we recognise the paramount importance of greenhouse
gas emissions as a key indicator, especially in light of the
threat of climate change.
MBH is dedicated to responsible energy consumption
practices. To maintain operational energy efficiencies,
Maggie Beer Products conducts regular maintenance of
all site equipment in line with factory standards. When
acquiring new equipment, we carefully review their
efficiency in terms of gas, water, and electricity usage. Our
vigilant approach includes tracking monthly consumption
in relation to manufacturing hours, allowing us to promptly
identify and address any inefficiencies. This proactive
monitoring helps us assess operational changes that
may impact energy consumption and drives continuous
improvement in our energy management efforts. We
also engage with transportation suppliers that have clear
policies and processes in place to track and monitor
climate relevant emissions.
Environmental, Social
and Governance, cont.
19
19
Maggie Beer Holdings Limited (the Company) continues
to apply a proactive approach to risk through the
administration of its enterprise risk framework. The
Company’s Executive team has allocated ownership for risk
through the business and risks are regularly reviewed and
assessed to ensure accurate and timely reporting of key risk
issues to the Board through its Audit and Risk Committee.
The risk profile for the Company’s business is constantly
evolving and the application of the risk framework ensures
risks are identified and mitigation plans are developed in
a timely manner. The development and implementation
of risk mitigation plans ensures the business is delivering
continual improvement in the business, with resources
deployed based on risk priority.
At the same time the established mechanisms to maintain
operational risks such as food safety and workplace health
and safety continue to be a priority for management and
are validated through externally certified management
systems to industry relevant standards.
Through the administration of the risk framework, the
Company has identified and is mitigating the following
priority risks:
n Cyber – as for most modern boards, the readiness of
the business for cyber threats continues to be an area
of focus, with the business applying established cyber
risk management frameworks for the assessment of the
business’s preparedness. This includes the protection of
commercially sensitive and/or personal data and a review
of what customer data we need to store.
n IT Architecture and Resilience - the business is reliant
on third party service providers to manage the IT
infrastructure. An independent third-party specialist
has reviewed current IT infrastructure and architecture
provided recommendations on how this should
evolve in the future. The business has prioritized the
recommendations and is actioning these in line with
that framework.
n Economic Downturn – operating in the premium retail
categories, the business faces pressure on price and
volume as the broader economy retracts; this is being
actively managed through SKU level reviews of costs
and profitability, product diversification and review of
distribution channels.
n Food Safety – a continuous improvement approach to
food safety with a particular focus on the hamper business
where the control framework has been strengthened.
n Production Resilience – a review of the potential for
interruption of the production process has led to
improvements in the protection of business-critical assets
as well as a review of the resilience in the supply chain
and manufacturing process.
n Workplace Health and Safety - we are committed to the
health and safety of our people, and we have systems
and processes to identify, report, investigate, control and
monitor health and safety risks across the business.
n Contracts – the business has recognised the need to
standardise the contracting processes for both suppliers
and customers across all operating business units. The
review of contracts with priority suppliers has been
the focus of addressing this risk and this review is well
progressed.
Throughout FY24 the Company has reviewed the
resourcing being applied to risk and the allocation of risk
accountability. This has improved the reporting process
through to the Company’s Audit and Risk Committee and
the Board. Throughout FY25, the Company will continue
to maintain the risk framework, regularly assessing existing
and emerging risks to ensure resources for risk mitigation
are applied to the highest priority risks.
Risk
Statement
KEY RISKS AND MITIGANTS
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Directors’
Report
The directors present their report, together with the financial
statements, on the consolidated entity (referred to hereafter
as the ‘consolidated entity’ or ‘Group’) consisting of Maggie
Beer Holdings Ltd (referred to hereafter as the ‘Company’ or
‘parent entity’) and the entities it controlled at the end of, or
during, the year ended 30 June 2024.
Directors
The following persons were directors of Maggie Beer
Holdings Ltd during the whole of the financial year and
up to the date of this report, unless otherwise stated:
Susan Thomas (Non-executive Director to 29 August 2023,
thereafter Non-executive Chair)
Maggie Beer AO (Non-executive Director)
Tom Kiing (Non-executive Director)
Hugh Robertson (Non-executive Director)
Reg Weine (Resigned as Chair on 29 August 2023
and Non-executive Director on 31 October 2023)
Principal activities
During the financial year, the principal continuing activities
of the consolidated entity was the sale of branded premium
food and beverage & gifting products in Australia and
overseas markets.
Non-IFRS measures
The directors’ report includes references to Non-IFRS financial
measures such as Trading EBITDA, Gross Margin and Net
tangible assets. The three measures have been used by the
Group for a number of years to present financial information
that is helpful to readers of this financial report and the
directors believe that it best reflects the underlying operating
performance of the Group. Trading EBITDA is used as a
measure of financial performance by excluding non-recurring
transactions and long-term non-cash share-based incentive
payments and does not include discontinued operations.
Trading EBITDA is also utilised by senior management to
manage and measure the performance of the business and
for discussions with and disclosures to the market. Non-IFRS
measures are not subject to audit or review.
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Consolidated
2024
$’000
2023
$’000
Statutory profit/(loss) after income tax from continuing operations
(28,238)
766
Finance costs
252
130
Depreciation expense
2,957
2,356
Amortisation expense
3,123
2,507
Tax
-
(1,378)
Statutory EBITDA
(21,906)
4,381
Non-Trading Items from continuing operations:
Non-recurring items:
Redundancies
67
-
Professional fees
66
473
(Gain)/Loss on disposal of fixed assets
(3)
-
Onerous contract
797
Retention bonus
-
235
Other non trading project related costs
65
-
Non-cash items:
LTI - non-cash options and performance rights issued
267
(370)
Impairment expense
18,329
12,500
Gain on reversal of deferred consideration
-
(14,000)
HGA earnout costs and settlement
2,609
-
Total Non-Trading Items from continuing operations
22,198
(1,162)
Trading EBITDA from continuing operations
291
3,219
Consolidated
2024
$’000
2023
$’000
Revenue from continuing operations
89,389
88,706
Revenue from discontinued operations
-
1,195
Combined revenue
89,389
89,901
Dividends
There were no dividends paid during the current financial year.
Consolidated
2024
$’000
2023
$’000
Dividend for the year ended 30 June 2024 nil
(FY23: 0.5 cents paid on 31 March 2023 per ordinary share)
-
1,758
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Directors’ Report, cont.
Review of operations
The loss for the consolidated entity after providing for
income tax amounted to $28.2 million (30 June 2023: profit
of $0.4 million). Continuing operations NPAT of $28.2 million
(30 June 2023: $0.8 million) mainly due to impairment
of the carrying value of goodwill and property, plant
and equipment ($18.3 million), and higher raw material,
employee benefits and investment in marketing costs.
Financial Position
The consolidated entity is supported by a balance sheet with
net assets at 30 June 2024 of $57.8 million (30 June 2023:
$85.7 million), including a cash balance of $4.7 million (30
June 2023: $9.2 million). The net assets decreased by $28.0
million to $57.8 million (30 June 2023: $85.7 million). This
decrease was due to the impairment of the carrying value of
property, plant and equipment and goodwill ($18.3 million),
HGA earnout legal costs and settlement ($2.6 million), and
the balance being mainly depreciation and amortisation. Net
tangible assets1 decreased by $10.2 million to $28.0 million
(30 June 2023: $38.2 million).
Significant changes in the state of affairs
On 29 August 2023, Susan Thomas was appointed as non-
executive Chair of the Board.
On 31 October 2023, Reg Weine resigned as non-executive
Director of the Board.
There were no other significant changes in the state of affairs
of the consolidated entity during the financial year.
Matters subsequent to the end of the financial year
On 13 August 2024, the Group announced Kinda
Grange’s resignation as CEO.
On 1 August 2024, the Group announced that it has
agreed to settle the Earnout legal case with the former
owners of Hampers and Gifts Australia (refer to Note 18
for further details).
On 1 August 2024 the Group resolved that Paris Creek
Farms (PCF) business is an asset held for sale. An advisor
was appointed on 28 June 2024 to consider all options
to optimise the value of the PCF business, including
initiating an active program to locate potential buyers.
Financial information relating the PCF for the periods
2024 and 2023 is disclosed as a reportable segment in
Note 4 of the financial statements.
On 27 August 2024 the Group announced Craig Louttit’s
resignation as CFO and announced the appointment of
Penny Diamantakiou as CFO and COO.
No other matter or circumstance has arisen since 30 June
2024 that has significantly affected, or may significantly
affect the consolidated entity’s operations, the results
of those operations, or the consolidated entity’s state of
affairs in future financial years.
Likely developments and expected results of operations
The future developments of the consolidated entity
include leveraging the strength of each brand, growing
the distribution points for each business, launching new
products, creating further synergies across the Group
and driving brand awareness through targeted marketing
campaigns.
Information on these developments is included in the review
of operations and activities.
Environmental regulation
The Company takes a proactive approach in relation to the
management of environmental matters. Paris Creek Farms
is licenced under the Environment Protection Act 1993
to undertake milk processing works. In accordance with
customary wastewater management practices for a dairy
facility, wastewater generated by the plant is tanked offsite
and fully utilised by a business local to Paris Creek Farms,
which includes the wastewater in its organic compost matter.
The EPA has approved Paris Creek Farms’ action plans in
regard to wastewater generated at the site.
All other significant environmental risks have been reviewed
and the Group has no other legal obligation to take
corrective action in respect of any environmental matter.
1 Net tangible assets are a non-IFRS measure as defined in page 20 of the Directors Report
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INFORMATION ON DIRECTORS
SUSAN THOMAS
Non-executive Chair
(Appointed Non-executive Chair
29 August 2023)
Experience and expertise:
Susan has had a distinguished career in law, corporate
finance, IT and financial services.
Susan is an experienced company director and held audit
and risk committee chair positions on other boards.
During the 1990s, Susan established and grew FlexiPlan
Australia (subsequently MasterKey Custom), a successful
investment administration platform sold later to MLC.
Sourcing strategic partners, growing administered funds,
Susan’s achievements saw her acknowledged as an industry
leader by the financial planning community and was at the
forefront of the FinTech market.
Susan brings strong commercial, technology, compliance
and regulatory skills and background to her board positions.
Susan is also a Senior Executive Coach at Foresight Global
Coaching, working with multinational c-suite executives.
Other current directorships:
Fitzroy River Holdings Limited (ASX: FZR)
Former directorships (last 3 years):
Cash Converters Limited (ASX: CCV)
Nuix Limited (ASX: NXL)
Temple and Webster Limited (ASX: TPW)
Special responsibilities:
Chair of the Audit & Risk Committee
Interests in shares:
8,305,000 fully paid ordinary shares
Interests in options:
None
MAGGIE BEER AO
Non-executive Director
Experience and expertise:
Maggie Beer’s career in the food industry
spans over 40 years, beginning as a farmer at
the Pheasant Farm in 1979, whereby the fresh,
seasonal ingredients produced led to a farm
shop in the Barossa, and soon after a nationally
acclaimed restaurant, followed by a commercial
food production business, Maggie Beer Products.
Maggie was Telstra South Australia Business
Woman of the Year in 1997, Senior Australian of
the Year 2010 and once again in 2011, appointed
as a Member of the Order of Australia in 2012
and awarded an honorary doctorate of Macquarie
University in 2013, and honorary doctorate of the
University of South Australia in 2016 in recognition
of her achievements in tourism, hospitality and the
promotion of Australian cuisine. In addition to this,
Maggie established the Maggie Beer Foundation
in 2014 to improve the food experiences for older
Australians, particularly those living within aged
care homes.
Maggie Beer joined the board of the consolidated
entity as part of the acquisition of Maggie Beer
Products Pty Ltd by the Group. Maggie continues
to play a pivotal role in the Growth and strategy
of the Maggie Beer Products business as well
remaining deeply involved in the development of
new and exciting products.
Other current directorships:
None
Former directorships (last 3 years):
None
Special responsibilities:
None
Interests in shares:
10,507,987 fully paid ordinary shares
Interests in options:
None
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HUGH ROBERTSON
Non-executive Director
Experience and expertise:
Hugh has over 30 years’ experience
in financial services as an investor,
advisor and company director
across a broad range of businesses.
Hugh’s deep experience and
knowledge in capital markets with a
particular concentration on small cap
industrials is highly valued. Hugh is a
stockbroker and investment adviser
with Morgans Financial Limited.
Other current directorships:
Credit Clear Limited (ASX:CCR)
Former directorships (last 3 years):
Envirosuite Limited (ASX:EVS)
Touch Ventures Limited (ASX:TVL)
Interests in shares:
4,705,248 fully paid ordinary shares
Interests in options:
None
REG WEINE
(Ceased to be a Director on
31st October 2023)
Interests in shares:
1,150,000 fully paid ordinary shares
‘Other current directorships’ quoted
above are current directorships for
listed entities only and excludes
directorships of all other types of
entities, unless otherwise stated.
‘Former directorships (last 3 years)’
quoted above are directorships held
in the last 3 years for listed entities
only and excludes directorships of
all other types of entities, unless
otherwise stated.
Directors’ Report, cont.
TOM KIING
Non-executive Director
Experience and expertise:
Board member since July 2008, Tom
is also a director of Bridge Capital
Pty Ltd, an Australian technology
investment firm that manages a
portfolio of investments in the IT
sector. Tom also sits on the Board
of The Atomic Group, a retail and
footwear company in Australia which
holds the Adidas license in Australia.
Tom has extensive experience as
a technology, retail and consumer
brand executive in building and
growing businesses in the field.
Tom travels extensively through the
ASEAN region to promote a wide
range of Australian investment
opportunities to Asian institutions
and private investors.
Other current directorships:
None
Former directorships (last 3 years):
None
Special responsibilities:
Member of the Audit & Risk
Committee and a member of the
Remuneration and Nomination
Committee
Interests in shares:
11,490,968 fully paid ordinary shares
Interests in options:
None
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COMPANY SECRETARY
Sophie Karzis
Sophie is a practising lawyer with over 20 years’ experience as a corporate and commercial lawyer, and Company
Secretary and General Counsel for a number of private and public companies.
Sophie is the principal of Legal Counsel, a corporate law practice with a focus on equity capital markets, mergers
and acquisitions, corporate governance for ASX-listed entities, as well as the more general aspects of corporate and
commercial law.
Meetings of directors
The number of meetings of the Company’s Board of Directors (‘the Board’) and of each Board committee held during the
year ended 30 June 2024, and the number of meetings attended by each director were:
Board
Audit & Risk Committee
HELD
ELIGIBLE TO ATTEND
ATTENDED
HELD
ELIGIBLE TO ATTEND
ATTENDED
Susan Thomas
9
9
9
3
3
3
Maggie Beer AO
9
9
8
3
-
-
Tom Kiing
9
9
9
3
3
3
Hugh Robertson
9
9
9
3
3
3
Reg Weine*
9
3
3
3
1
1
*As Reg Weine retired on 31 October 2023, he was not eligible to attend any Board or Committee meetings after that date
Retirement, election and continuation in office of directors
The Board of Directors (Board) has power to appoint
persons as directors to fill any vacancies. Other than those
directors appointed during the year, at least one director
is required to retire by rotation at each annual general
meeting and is eligible to stand for re-election together
with those directors appointed during the year to fill any
vacancy who must retire and stand for election. A director
may not hold office for more than three years or beyond
the third annual general meeting following the director’s
appointment (whichever is the longer period) without
submitting for re-election.
Remuneration report (audited)
The remuneration report details the key management
personnel remuneration arrangements for the consolidated
entity, in accordance with the requirements of the
Corporations Act 2001 and its Regulations.
Key management personnel (KMP) are those persons
having authority and responsibility for planning, directing
and controlling the activities of the entity, directly or
indirectly, including all directors. KMP at the date of this
report are:
Susan Thomas – Non-executive Chair
Tom Kiing – Non-executive Director
Hugh Robertson – Non-executive Director
Maggie Beer AO – Founder, Brand Ambassador
and Non-executive Director
Reg Weine – Non-executive Director
(retired 31st October 2023)
Kinda Grange – Chief Executive Officer
(resigned 13 August 2024)
Craig Louttit - Chief Financial Officer
(appointed 1 September 2023)
(resigned 27 August 2024)
Eddie Woods – Chief Financial Officer
(retired 31 August 2023)
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The remuneration report is set out under the following
main headings:
n Principles used to determine the nature
and amount of remuneration
n Details of remuneration
n Executive contracts
n Share-based compensation
n Additional information
n Additional disclosures relating to key
management personnel
Principles used to determine the nature
and amount of remuneration
The senior executive remuneration policy is designed to
strengthen the alignment between performance related
remuneration and shareholder returns, ensuring that
remuneration outcomes for senior executives are directly
linked to performance (both Group and individual) in a
manner that is aligned to shareholder’s interest as well as
designed to incentivise and retain key executives.
The Remuneration and Nomination Committee is
responsible for reviewing and recommending to the
Board remuneration arrangements for its directors and
executives. The performance of the consolidated entity
depends on the quality of its directors and executives. The
remuneration philosophy is to attract, motivate and retain
high performance and high-quality personnel.
In consultation with external remuneration consultants, the
Nomination and Remuneration Committee has structured
an executive remuneration framework that is market
competitive and complementary to the reward strategy of
the consolidated entity.
Use of Independent Remuneration Consultants, Crichton
and Associates Pty Limited were engaged to assist the Board
with various aspects of the Group’s executive remuneration
practices, including fixed remuneration, short term incentives
and long term incentives. The reward framework is designed
to align executive reward to shareholders’ interests as well as
to provide an incentive and as a retention tool. The Board’s
objective is to structure executive remuneration packages so
as to align with shareholders’ interests by:
n having key financial growth metrics as a core component
of variable remuneration plan design;
n focusing on sustained growth in shareholder wealth,
consisting of growth in share price, and on key non-
financial drivers of value; and
n attracting and retaining high calibre executives.
Additionally, the reward framework seeks to enhance
executives’ interests by:
n rewarding capability and experience;
n reflecting competitive reward for contribution to growth
in shareholder wealth; and
n providing a clear structure for earning rewards through
both the short term and long term incentive structures.
The reward framework was reviewed by the board and the
criteria for the LTIP was agreed with the consultant, with no
other remuneration recommendations being made in FY24.
The board paid the consultant $1,184 (inclusive of GST).
In accordance with best practice corporate governance, the
structure of non-executive director and executive director
remuneration is separate.
Each non-executive director receives $65,000 annually for
being a director of the Company and an additional $10,000
annually for chairing a committee. The Chair receives a
base fee of $110,000 per annum. Director fees are inclusive
of superannuation entitlements (if applicable). All non-
executive directors receive their fees in cash. The maximum
director aggregate fee pool is $600,000 as approved by
shareholders at the annual general meeting held on 9
November 2021.
Executive remuneration
The consolidated entity aims to reward executives based
on their position and responsibility, with a level and
mix of remuneration which has both fixed and variable
components.
The executive remuneration and reward framework has
four components:
n fixed annual remuneration (FAR) comprising base salary,
superannuation and other non-monetary benefits
n annual short-term performance incentives (STI),
paid in cash
n long term incentives (LTI) awarded in equity and
expensed as share-based payments
n other remuneration such as annual leave and long
service leave
In addition, from time to time, the Company may include
‘sign-on’ or bonus incentives to a KMP as part of their
overall remuneration package.
The combination of these comprises the executive’s total
remuneration.
Directors’ Report, cont.
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Fixed Annual Remuneration
Fixed remuneration, consisting of base salary, superannuation and non-monetary benefits, is reviewed annually by the
Remuneration and Nomination Committee based on individual and business unit performance, the overall performance of
the consolidated entity and comparable market executive remuneration.
Executives may receive their fixed remuneration in the form of cash or other fringe benefits (for example motor vehicle
benefits, with FBT grossed up on a Total Employment Cost basis) where it does not create any additional costs to the
consolidated entity and provides additional value to the executive.
Short Term Incentives
The short-term incentive (STI) program is designed to align the identified key performance targets of the Company and
business units with the targets of relevant executives. Short-term incentives are used to differentiate rewards based on
performance on a year-by-year basis. The principal performance indicator of the STI Program is the Group’s financial
performance. The financial performance measurements selected are revenue growth and trading Earnings Before Interest,
Tax, Depreciation and Amortisation (trading EBITDA), together with key projects and milestones for each specific year. They
have been selected by the Board as the most appropriate measures of trading performance, and are calculated based on
a percentage above a revenue and trading EBITDA threshold level and on the achievement of projects within specified
timeframes. This allows the individual to be rewarded for growth in revenue and profitability of the Company or their
responsible business unit. The percentage and threshold level can differ for each individual and are reviewed every year. The
revenue and trading EBITDA thresholds are determined based on the ability of the key management personnel to influence
the Group’s earnings and to ensure alignment between executive remuneration and Company performance.
Executive KMP short term incentives for FY24 and the relative achievement were as follows:
CEO
(Kinda Grange)
CFO
(Craig Louttit)
CFO
(Eddie Woods)
FY24 STI Opportunity
$363,000
$156,000
$0
FY24 STI Awarded
$90,750
$39,000
$0
% Awarded
25%
25%
0%
% Forfeited
75%
75%
0%
The STI award is determined after the end of the financial year following a review of performance over the year by the
Remuneration and Nominations Committee. The Board approves the final STI award, which is paid one month after the end
of the financial year.
Long Term Incentives
The objectives of the long-term incentive (LTI) plans are to:
n establish a method by which eligible participants can participate in the future growth and profitability of the Group;
n provide an incentive and reward to recognise eligible participants for their contributions to the Group; and
n attract and retain a high standard of managerial and experienced personnel for the benefit of the Group.
The Group currently has two long term incentive plans: the Employee Share Option Plan (ESOP) under which share options
are granted and the Performance Rights Plan (PR Plan) under which performance rights are granted to employees. The
long-term incentives are awarded in equity, subject to performance conditions. Performance Rights and options have been
awarded to selected executives with vesting subject to service and performance over a period of three years. At present the
LTI is linked directly to total shareholder return (TSR) hurdles, which are linked to increasing shareholder value.
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Directors’ Report, cont.
Feature
Description
KMP participant
Kinda Grange
Performance Rights
Performance Rights to acquire ordinary shares
Opportunity/Allocation
2,750,000
Performance Hurdle
Ms Grange must remain employed in current position until 31 August 2026 and achieve
TSR increase of 10% +CPI over the performance period.
The Company achieves an increase in total shareholder return (TSR) of 10% + CPI
(compounded) for the period from 31 August 2023 until 31 August 2026 Performance
Period). 50% of the Rights will vest if the TSR is equal to 5% + CPI (compounded), and if
the TSR is between 5% + CPI and 10% + CPI, the Rights will vest on a pro-rata basis, i.e. a
proportion calculated on a straight line.
Exercise price
There is no exercise price payable for the Performance Rights to convert to ordinary fully
paid shares.
Forfeiture and termination
Performance Rights will vest subject to the time and market-related vesting conditions
described above being met. The Performance Rights will lapse if the time-related vesting
condition is not met.
Purpose
The Performance Rights were granted to the CEO on 16 May 2024 in order to align Ms
Grange’s personal interests with the interests of the Company.
Feature
Description
KMP participant
Craig Louttit
Performance Rights
Performance Rights to acquire ordinary shares
Opportunity/Allocation
1,477,273
Performance Hurdle
Mr Louttit must remain employed in current position until 31 August 2026 and achieve
TSR increase of 10% +CPI over the performance period.
The Company achieves an increase in total shareholder return (TSR) of 10% + CPI
(compounded) for the period from 31 August 2023 until 31 August 2026 Performance
Period). 50% of the Rights will vest if the TSR is equal to 5% + CPI (compounded), and if
the TSR is between 5% + CPI and 10% + CPI, the Rights will vest on a pro-rata basis, i.e. a
proportion calculated on a straight line.
Exercise price
There is no exercise price payable for the Performance Rights to convert to ordinary fully
paid shares.
Forfeiture and termination
Performance Rights will vest subject to the time and market-related vesting conditions
described above being met. The Performance Rights will lapse if the time-related vesting
condition is not met.
Purpose
The Performance Rights were granted to the CFO on 17 May 2024 in order to align Mr
Louttit’s personal interests with the interests of the Company.
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Consolidated entity performance and link to remuneration
A component of remuneration for certain individuals is directly linked to the performance of the consolidated entity. A portion
of cash bonus and incentive payments are dependent on defined earnings per share targets being met. The remaining portion
of the cash bonus and incentive payments are at the discretion of the Nomination and Remuneration Committee. Refer to the
section ‘Additional information’ below for details of the earnings and total shareholders return for the last five years.
Voting and comments made at the Company’s 2023 Annual General Meeting (‘AGM’)
At the 2023 AGM, 97.20% of the votes received supported the adoption of the remuneration report for the year ended 30 June
2023. The Company did not receive any specific feedback at the AGM or throughout the year on its remuneration practices.
Executive contracts
The remuneration and other terms of employment for executives are covered in formal employment contracts that have
no fixed terms. The Group may terminate an executive’s employment contract immediately for cause, in which case the
executive is not entitled to any payment other than the value of total fixed remuneration (and accrued entitlements) up to
the termination date. Executive KMP contracts have a notice period of 2-3 months by either the employee or company.
Details of remuneration are as follows:
Name
Kinda Grange
Craig Louttit
Title
Chief Executive Officer
Chief Financial Officer
Details
The CEO is entitled to receive Fixed Annual
Remuneration (FAR) of $550,000 (inclusive of
superannuation)
The new CFO is entitled to receive Fixed Annual
Remuneration (FAR) of $390,000 (inclusive of
superannuation)
Details of remuneration
Amounts of remuneration
Details of the remuneration of key management personnel of the consolidated entity are set out in the following tables.
The key management personnel of the consolidated entity consisted of the following directors of Maggie Beer Holdings Ltd:
n Susan Thomas (Non-executive Director to 29 August 2023, thereafter Non-executive Chair)
n Tom Kiing
n Hugh Robertson
n Maggie Beer AO
n Reg Weine (Resigned as Chair on 29 August 2023 and Non-executive Director on 31 October 2023)
And the following persons:
n Kinda Grange (Chief Executive Officer) (Resigned 13 August 2024)
n Craig Louttit (Chief Financial Officer) (Appointment CFO 1 September 2023 and Resigned 27 August 2024)
n Eddie Woods (Chief Financial Officer) (Resigned 31 August 2023)
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Directors’ Report, cont.
Table A: KMP Remuneration for the year ended 30 June 2024
Short-term benefits
Post-
employment
benefits
Long Term-
Leave
provisions
Share-based
payments
2024
Cash salary
and fees*
$
Bonus
$
Superannuation
$
Annual and
long service
leave
*****
$
Equity-
Settled
******
$
Total
$
Non-Executive Directors:
Susan Thomas ***
105,165
-
-
-
-
105,165
Tom Kiing
75,000
-
-
-
-
75,000
Hugh Robertson
65,000
-
-
-
-
65,000
Maggie Beer AO
58,559
-
6,441
-
-
65,000
Reg Weine **
27,500
-
-
-
-
27,500
Other Key Management Personnel:
Kinda Grange ****
522,601
90,750
27,399
17,138
240,333
898,221
Craig Louttit
296,589
39,000
22,832
17,456
15,148
391,025
Eddie Woods *******
47,184
100,000
15,567
61,290
-
224,041
1,197,598
229,750
72,239
95,884
255,481
1,850,952
*
Non-executive director cash salary and fees is inclusive of superannuation, but is paid to their trusts.
**
Reg Weine resigned as non-executive director in October 2023.
***
Susan Thomas was appointed as chair of the REM committee on 29 August 2023.
****
Kinda Grange sign on bonus criteria were met and $240,333 was expensed in the current period.
*****
Annual and long service leave represents the expense recognised during the year for the change in annual and long service leave provisions
******
Equity Settled for the CEO and CFO represents an accrual of $45,569 for performance rights that could potentially be received under the LTIP Plan for
FY24 if time related conditions are met. Kinda Grange’s resignation on 13 August 2024 means the LTIP criteria will not be achieved and $30,421 has not
been expensed in FY24, and no expenses associated with this LTIP will be achieved in future periods.
*******
Eddie Woods resigned as CFO and departed the Group in 15 September 2023, forfeiting his LTI. A retention fee of $100,000, was paid in FY24.
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Table B: KMP Remuneration for the year ended 30 June 2023
Short-term benefits
Post-
employment
benefits
Long Term
Leave
provisions
Share-based
payments
2023
Cash salary
and fees*
$
Bonus
$
Superannuation
$
Annual and
long service
leave
*****
$
Equity-
settled ******
$
Total
$
Non-Executive Directors:
Reg Weine
110,000
-
-
-
-
110,000
Tom Kiing
67,500
-
-
-
-
67,500
Hugh Robertson
75,000
-
-
-
-
75,000
Maggie Beer AO
65,000
-
-
-
-
65,000
Susan Thomas
73,500
-
-
-
-
73,500
Executive Directors:
Chantelle Millard **
317,582
124,200
25,292
57,030
(411,252)
112,852
Other Key Management Personnel
Kinda Grange***
174,902
-
8,431
15,633
120,167
319,133
Eddie Woods****
285,208
70,910
25,292
2,317
(17,147)
366,580
1,168,692
195,110
59,015
74,980
(308,232)
1,189,565
*
Non-executive director cash salary and fees is inclusive of superannuation, but is paid to their trusts.
**
Chantale Millard resigned 31 December 2022 as director and CEO, and provided transitional services as a consultant till 30 June 2023. Included in the
termination payments for annual leave and long service leave is $6,850 of superannuation.
***
Kinda Grange was appointed CEO as of the 1st of March 2023
****
Eddie Woods resigned as CFO and departed the Group in September 2023, forfeiting his LTI. A retention fee of $100,000 will be reflected in the FY24
financial statements.
*****
Annual and long service leave represents the expense recognised during the year for the change in annual and long service leave provisions.
******
Equity Settled for the CEO represents an accrual of $120,167 for options that could potentially be received under the LTIP Plan for FY23 if performance
hurdles are met. Equity Settled for the CFO represents an accrual for Performance Rights that will vest to the CFO on completion of performance hurdles.
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Table C: Proportion of KMP’s fixed remuneration and remuneration linked to performance
Fixed remuneration
At risk - STI
At risk - LTI
Name
2024
2023
2024
2023
2024
2023
Non-Executive Directors:
Susan Thomas
100%
100%
-
-
-
-
Tom Kiing
100%
100%
-
-
-
-
Hugh Robertson
100%
100%
-
-
-
-
Maggie Beer AO
100%
100%
-
-
-
-
Reg Weine
100%
100%
-
-
-
-
Other Key Management Personnel:
Chantale Millard
-
76%
-
24%
-
-
Other Key Management Personnel
Kinda Grange
63%
62%
10%
-
27%
38%
Craig Louttit
86%
-
10%
-
4%
-
Eddie Woods
55%
82%
45%
18%
-
-
Share-based compensation
Table D: Number of performance rights granted as remuneration to KMP during FY24
KMP
Grant Date
Number
granted
Value per
right
Number
vested
Other Key Management Personnel
Kinda Grange
16/05/2024
2,750,000
$0.035
-
Craig Louttit
17/05/2024
1,477,273
$0.034
-
No options were granted as remuneration to KMP during the year.
Directors’ Report, cont.
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Table E: Movements during the year in the options and rights over shares in the Company held directly, indirectly or beneficially,
by each KMP, including their related parties
Balance at
the start of
the year
Granted as
part of
remuneration
Additions
Forfeited/
Other
Exercised
Total
Number
vested
Minimum
recognised
in future
periods
Maximum
recognised
in future
periods
Options
Reg Weine *
4,000,000
-
-
-
-
4,000,000
-
-
-
Chantale Millard *
3,000,000
-
-
-
-
3,000,000
-
-
-
Rights
Kinda Grange **
1,750,000
-
2,750,000
-
-
4,500,000
-
-
-
Craig Louttit
-
-
1,477,273
-
-
1,477,273
-
-
-
Eddie Woods
-
-
-
-
-
-
-
-
-
8,750,000
-
4,227,273
-
-
12,977,273
-
-
-
*
Options for Mr. Weine expired on 16 July 2024 and rights for Ms. Millard will expire on 28 October 2024 (unless exercised prior to that date).
**
On 1 March 2023, 1,750,000 Performance Rights were granted to Ms Grange as a ‘sign on bonus’ as part of her commencement of employment with the
Company in March 2023. The time-based performance hurdle for these Performance Rights was satisfied and accordingly these Performance Rights were
converted to fully paid ordinary shares on 15 July 2024.
On 16 May 2024, 2,750,000 Performance Rights were granted to Ms Grange under the Company’s LTI Plan. These Performance Rights will vest if a
specified TSR growth rate is achieved over a performance period from 1 August 2023 to 31 August 2026 as well as a continuation of service requirement
over the same period. In light of Ms Grange’s resignation, these Performance Rights will lapse prior to their conditions being satisfied.
Table F: Terms and conditions of rights over ordinary shares affecting remuneration of directors and KMP
Number
of rights
granted
Grant
date
Vesting
date
Expiry
date
Exercise
price
Fair value
per right
at grant date
Kinda Grange
1,750,000
1/03/2023
1/03/2028
1/03/2028
$0.000
$0.206
Kinda Grange
2,750,000
16/05/2024
31/08/2026
31/08/2026
$0.000
$0.035
Craig Louttit
1,477,273
17/05/2024
31/08/2026
31/08/2026
$0.000
$0.034
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Directors’ Report, cont.
Additional information
The earnings of the consolidated entity for the five years to 30 June 2024 are summarised below:
2024
$’000
2023
$’000
2022*
$’000
2021*
$’000
2020
$’000
Total revenue
89,734
88,824
90,012
53,804
45,555
Profit/(loss) before tax from continuing operations
(28,238)
(612)
490
(2,429)
(14,754)
Profit/(loss) after income tax from continuing operations
(28,238)
766
2,387
1,861
(14,754)
* 2022 and 2021 have been represented due to Paris Creek Farms being converted to continuing operations.
2024
2023
2022
2021
2020
Share price at financial year beginning ($)
0.120
0.350
0.390
0.140
0.210
Share price at financial year end ($)
0.068
0.120
0.350
0.390
0.140
Basic earnings per share (cents per share)
from continuing operations
(8.012)
0.218
0.680
0.805
(7.120)
Diluted earnings per share (cents per share)
from continuing operations
(8.012)
0.212
0.658
0.805
(7.120)
2024
$’000
2023
$’000
2022
$’000
2021
$’000
2020
$’000
Dividends ($)
-
1,758
-
-
-
Return of capital ($)
-
3,516
-
-
-
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Additional disclosures relating to key management personnel
Shareholding
The number of shares in the Company held during the financial year by each director and other members of key management
personnel of the consolidated entity, including their personally related parties, is set out below:
Balance at
the start of
the year
Received
as part of
remuneration
Additions
Disposals/
other
Balance at
the end of
the year
Ordinary shares
Hugh Robertson
4,465,625
-
239,623
-
4,705,248
Tom Kiing
10,490,968
-
1,000,000
-
11,490,968
Maggie Beer AO
10,007,987
-
500,000
-
10,507,987
Susan Thomas
6,605,000
-
1,700,000
-
8,305,000
Kinda Grange
500,000
-
-
-
500,000
Craig Louttit
-
-
800,000
-
800,000
Reg Weine
900,000
-
250,000
-
1,150,000
Eddie Woods
320,000
-
-
(320,000)
-
33,289,580
-
4,489,623
(320,000)
37,459,203
Loans to key management personnel and their related parties
There were no loans given to KMPs during the year.
Other transactions with key management personnel and their related parties
Maggie Beer has continued as a brand ambassador, continuing her association with the Maggie Beer brand, its product
development program and customer relationships. Under the ambassador agreement between Maggie Beer and the
Company, Maggie Beer provides services in connection with the positive image of the brand and sale, promotion, marketing
and advertising of the Group’s products including the Cooking with Maggie and other product videos, assisting in the
development, creation and implementation of new products, and media engagements such as MasterChef. Maggie Beer
receives fees of $13,092 per month for her services. Maggie Beer received $157,104 for services provided during the year.
In addition, the Company has entered into lease agreements with entities associated with Maggie Beer, being Beer Family
Holdings Pty Ltd and Quincy Fine Food Distribution Pty Ltd for its premises located at Keith Street in Tanunda, South Australia
and Samuel Road, Nuriootpa, in South Australia respectively. In total, the Company paid rental fees of $541,978 under these
leases for FY24.
This concludes the remuneration report, which has been audited.
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Directors’ Report, cont.
Shares under option
Unissued ordinary shares of Maggie Beer Holdings Ltd under option at the date of this report are as follows:
Grant date
Expiry date
Exercise price
Number under option
28 October 2020
28 October 2024
$0.140
3,000,000
3,000,000
Shares under performance rights
Unissued ordinary shares of Maggie Beer Holdings Ltd under performance rights at the date of this report are as follows:
Grant date
Expiry date
Number under rights
16/05/2024
28/02/2024
2,750,000
17/05/2024
31/08/2026
1,477,273
20/05/2024
31/08/2026
670,455
4,897,728
Shares issued on the exercise of options or performance rights
1,750,000 Performance Rights held by Kinda Grange vested on the basis that the time-based performance hurdle for these
Performance Rights was satisfied and accordingly these Performance Rights were converted to fully paid ordinary shares on 15
July 2024.
There were no other ordinary shares of Maggie Beer Holdings Ltd issued on the exercise of options during the year ended 30
June 2024 and up to the date of this report.
Indemnity and insurance of officers
The Company has indemnified the directors and executives of the Company for costs incurred, in their capacity as a director or
executive, for which they may be held personally liable, except where there is a lack of good faith.
The Company has indemnified each director referred to in this report, the Company secretary and previous directors and
secretaries (officers) against all liabilities or loss (other than to the Company or a related body corporate) that may arise from
their position as officers of the Company and its controlled entities, except where the liability arises out of conduct involving a
lack of good faith or indemnification is otherwise not permitted under the Corporations Act. The indemnity stipulates that the
Company will meet the full amount of any such liabilities, including costs and expenses, and covers a period of seven years after
ceasing to be an officer of the Company.
The Company has also indemnified the current and previous directors of its controlled entities and certain members of the
Company’s senior management for all liabilities and loss (other than to the Company or a related body corporate) that may arise
from their position, except where the liability arises out of conduct involving a lack of good faith or indemnification is otherwise
not permitted under the Corporations Act.
The Company has executed deeds of indemnity in favour of each non-executive director of the Company and certain non-
executive directors of related bodies corporate of the Company as well as with the company secretary.
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The Company has paid insurance premiums in respect of directors’ and officers’ liability insurance contracts, for officers of
the Company and of its controlled entities. The insurance cover is on standard industry terms and provides cover for loss
and liability for wrongful acts in relation to the relevant person’s role as an officer, except that cover is not provided for loss in
relation to officers gaining any profit or advantage to which they were not legally entitled, or officers committing any criminal,
dishonest, fraudulent or malicious act or omission, or any knowing or wilful violation of any statute or regulation. Cover is also
only provided for fines and penalties in limited circumstances and up to a small financial limit.
The insurance does not provide cover for the independent auditors of the Company or of a related body corporate of the
Company.
In accordance with usual commercial practice, the insurance contract prohibits disclosure of details of the nature of the
liabilities covered by the insurance, the limit of indemnity and the amount of the premium paid under the contract.
Indemnity and insurance of auditor
The Company has agreed to indemnify their auditors, PricewaterhouseCoopers, to the extent permitted by law, against any
claim by a third party arising from the Company's breach of their agreement. The indemnity stipulates that the Company will
meet the full amount of any such liabilities including a reasonable amount of legal costs.
During the financial year, the Company has not paid a premium in respect of a contract to insure the auditor of the Company
or any related entity.
Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf
of the Company, or to intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on
behalf of the Company for all or part of those proceedings.
Non-audit services
There were no non-audit services provided during the financial year by the auditor.
Officers of the Company who are former partners of PricewaterhouseCoopers
There are no officers of the Company who are former partners of PricewaterhouseCoopers.
Rounding of amounts
The Company is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and Investments
Commission, relating to ‘rounding-off’. Amounts in this report have been rounded off in accordance with that Corporations
Instrument to the nearest thousand dollars, or in certain cases, the nearest dollar.
Auditor’s independence declaration
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out
immediately after this directors’ report.
Auditor
PricewaterhouseCoopers continues in office in accordance with section 327 of the Corporations Act 2001.
This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the Corporations Act 2001.
On behalf of the directors
Susan Thomas
Chair
12 September 2024
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Auditor’s Independence Declaration
PricewaterhouseCoopers, ABN 52 780 433 757
One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001
T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au
Level 11, 1PSQ, 169 Macquarie Street, Parramatta NSW 2150, PO Box 1155 Parramatta NSW 2124
T: +61 2 9659 2476, F: +61 2 8266 9999, www.pwc.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
Auditor’s Independence Declaration
As lead auditor for the audit of Maggie Beer Holdings Ltd for the year ended 30 June 2024, I declare
that to the best of my knowledge and belief, there have been:
(a)
no contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
(b)
no contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Maggie Beer Holdings Ltd and the entities it controlled during the
period.
Paddy Carney
Sydney
Partner
PricewaterhouseCoopers
12 September 2024
NOTES TO THE FINANCIAL STATEMENTS 30 JUNE 2023
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40
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MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
40
41
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
41
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
NOTES TO THE FINANCIAL STATEMENTS 30 JUNE 2023
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Financial
Statements
42
43
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
onsolidated statement of profit or loss and other comprehensive income
For the year ended 30 June 2024
onsolidated
Note
2024
2023
000
000
he a o3e conso)i!ate! statement of -rofit or )oss an! other com-rehensi3e income sho2)! e rea! in con'2nction 4ith the
accom-an6ing notes
ontinuing %perations
Revenue
Revenue
5
89,389
88,706
Other income
6
345
118
89,734
88,824
Expenses
Raw materials and consumables used
(46,226)
(44,098)
Overheads
(1,451)
(1,436)
Occupancy and utilities costs
(1,679)
(1,198)
Employee benefits expense
(18,112)
(16,408)
Transportation expense
(8,257)
(8,691)
Professional fees
(1,354)
(1,366)
(arketing and advertising expense
(10,009)
(9,002)
Other expenses
(4,113)
(3,744)
Depreciation expense
(2,957)
(2,356)
Amortisation expense
(3,123)
(2,507)
Finance costs
(252)
(130)
Impairment expense
(18,329)
(12,500)
Other (losses)/gains
(2,110)
14,000
Loss before income tax benefit from continuing operations
(28,238)
(612)
Income tax benefit
7
-
1,378
('oss)/profit after income tax benefit from continuing operations
(28,238)
766
'oss after income tax benefit from discontinued operations
8
-
(328)
(Loss)/profit after income tax benefit for the year attributable to the oAners of
Maggie Beer Holdings Ltd
(28,238)
438
%ther comprehensive income
tems that ma6 e rec)assifie! s2 se.2ent)6 to -rofit or )oss
)et gain on hedge of net investment, net of tax
-
24
Other comprehensive income for the year, net of tax
-
24
)otal comprehensive income for the year attributable to the oAners of Maggie
Beer Holdings Ltd
(28,238)
462
Total comprehensive income for the year is attributable to:
Continuing operations
(28,238)
790
Discontinued operations
-
(328)
(28,238)
462
44
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
onsolidated statement of profit or loss and other comprehensive income
For the year ended 30 June 2024
he a o3e conso)i!ate! statement of -rofit or )oss an! other com-rehensi3e income sho2)! e rea! in con'2nction 4ith the
accom-an6ing notes
2024
ents
2023
ents
Earnings per share for profit/(loss) from continuing operations attributable to
the oAners of Maggie Beer Holdings Ltd
Basic earnings per share
35
(8.012)
0.218
Diluted earnings per share
35
(8.012)
0.212
Earnings per share for loss from discontinued operations attributable to the
oAners of Maggie Beer Holdings Ltd
Basic earnings per share
35
-
(0.093)
Diluted earnings per share
35
-
(0.093)
Earnings per share for profit/(loss) attributable to the oAners of Maggie Beer
Holdings Ltd
Basic earnings per share
35
(8.012)
0.125
Diluted earnings per share
35
(8.012)
0.121
45
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
onsolidated statement of financial position
s at 30 June 2024
onsolidated
Note
2024
2023
000
000
he a o3e conso)i!ate! statement of financia) -osition sho2)! e rea! in con'2nction 4ith the accom-an6ing notes
ssets
urrent assets
Cash and cash equivalents
4,710
9,355
Trade and other receivables
9
7,902
7,534
Inventories
10
12,295
14,028
Other assets
11
2,165
1,170
Total current assets
27,072
32,087
Non-current assets
Receivables
12
1,469
-
Property, plant and equipment
13
8,466
13,198
Right-of-use assets
14
3,836
7,448
Intangibles
15
31,474
47,580
Deferred tax
7
3,625
3,625
Total non-current assets
48,870
71,851
)otal assets
75,942
103,938
Liabilities
urrent liabilities
Trade and other payables
16
8,334
8,943
Contract liabilities
17
536
419
'ease liabilities
14
1,874
2,109
Employee benefits
18
1,123
1,156
Provisions
19
2,000
-
Total current liabilities
13,867
12,627
Non-current liabilities
'ease liabilities
14
3,700
5,400
Employee benefits
20
94
170
Provisions
21
511
-
Total non-current liabilities
4,305
5,570
)otal liabilities
18,172
18,197
Net assets
57,770
85,741
E;uity
Issued capital
22
166,285
166,285
Reserves
23
3,213
2,946
Accumulated losses
(111,728)
(83,490)
)otal e;uity
57,770
85,741
46
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
onsolidated statement of changes in e;uity
For the year ended 30 June 2024
he a o3e conso)i!ate! statement of changes in e.2it6 sho2)! e rea! in con'2nction 4ith the accom-an6ing notes
ontributed
%ption
ashfloA
ccumulated
)otal e;uity
E;uity
Reserves
Hedge
Reserve
Losses
onsolidated
000
000
000
000
000
Balance at 1 %uly 2022
169,561
3,556
153
(82,347)
90,923
Profit after income tax benefit for the year
-
-
-
438
438
Other comprehensive income for the year, net
of tax
-
-
(153)
177
24
Total comprehensive income for the year
-
-
(153)
615
462
ransactions 4ith o4ners in their ca-acit6 as
o4ners
Share-based payments forfeited (note 36)
(note 23)
240
(240)
-
-
-
Share-based payments forfeited (note 36)
(note 23)
-
133
-
-
133
Share-based payments forfeited (note 36)
(note 23)
-
(503)
-
-
(503)
Return of capital (note 22)
(3,516)
-
-
-
(3,516)
Dividends paid (note 24)
-
-
-
(1,758)
(1,758)
Balance at 30 %une 2023
166,285
2,946
-
(83,490)
85,741
ontributed
%ption
ashfloA
ccumulated
)otal e;uity
E;uity
Reserves
Hedge
Reserve
Losses
onsolidated
000
000
000
000
000
Balance at 1 %uly 2023
166,285
2,946
-
(83,490)
85,741
'oss after income tax expense for the year
-
-
-
(28,238)
(28,238)
Other comprehensive income for the year, net
of tax
-
-
-
-
-
Total comprehensive income for the year
-
-
-
(28,238)
(28,238)
ransactions 4ith o4ners in their ca-acit6 as
o4ners
Share-based payments (note 36) (note 23)
-
267
-
-
267
Balance at 30 %une 2024
166,285
3,213
-
(111,728)
57,770
47
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
onsolidated statement of cash floAs
For the year ended 30 June 2024
onsolidated
Note
2024
2023
000
000
he a o3e conso)i!ate! statement of cash f)o4s sho2)! e rea! in con'2nction 4ith the accom-an6ing notes
ash floAs from operating activities
Receipts from customers (inclusive of GST)
93,613
92,224
Payments to suppliers and employees (inclusive of GST)
(94,447)
(85,561)
)et cash from/(used in) operating activities
34
(834)
6,663
ash floAs from investing activities
Payments for property, plant and equipment
13
(978)
(1,243)
Payments for intangibles
15
(767)
(210)
)et proceeds from disposal of business
-
427
)et cash used in investing activities
(1,745)
(1,026)
ash floAs from financing activities
Principal elements of lease
(1,900)
(1,783)
Interest and other finance costs paid
(252)
(136)
Interest received
86
116
Dividends paid
24
-
(1,758)
Return of capital
-
(3,522)
)et cash used in financing activities
(2,066)
(7,083)
)et decrease in cash and cash equivalents
(4,645)
(1,446)
Cash and cash equivalents at the beginning of the financial year
9,355
10,801
Cash and cash equivalents at the end of the financial year
4,710
9,355
48
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note . General information
The financial report is a general purpose financial report that has been prepared in accordance with Accounting Standards
and Interpretations, the or-orations ct and complies with other requirements of the law.
The financial report covers the company and controlled entities. The company is a public company, incorporated and domiciled
in Australia.
For the purpose of preparing the consolidated financial statements, the company is a for-profit entity.
The financial report includes the consolidated financial statements of the group and is referred to as the group or consolidated
entity.
The financial statements were authorised for issue, in accordance with a resolution of directors, on 30 August 2024. The
directors have the power to amend and reissue the financial statements.
Note 2. Material accounting policy information
The accounting policies that are material to the consolidated entity are set out either in the respective notes or below. The
accounting policies adopted are consistent with those of the previous financial year, unless otherwise stated.
NeA or amended ccounting Standards and nterpretations adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the
Australian Accounting Standards Board (AASB) that are mandatory for the current reporting period.
Any amendments did not have any impact on the amounts recognised in prior periods and are not expected to significantly
affect the current or future periods.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
Going concern
The financial statements have been prepared on the going concern basis, which assumes the continuity of normal business
activities, and the realisation of assets and the settlement of liabilities in the ordinary course of business.
The company expects its normal cash flows over the next 12 months from the date of signing to be sufficient to continue as a
going concern.
Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board (AASB) and the Corporations Act 2001, as appropriate
for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as
issued by the International Accounting Standards Board (IASB).
The presentation and functional currency of the group is Australian dollars.
istorica) cost con3ention
The financial statements have been prepared under the historical cost convention.
ritica) acco2nting estimates
The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires
management to exercise its >udgement in the process of applying the consolidated entitys accounting policies. The areas
involving a higher degree of >udgement or complexity, or areas where assumptions and estimates are significant to the financial
statements, are disclosed in note 3.
&arent entity information
In accordance with the or-orations ct , these financial statements present the results of the consolidated entity only.
Supplementary information about the parent entity is disclosed in note 29.
49
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 2. Material accounting policy information (continued)
&rinciples of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of (aggie Beer #oldings 'td
(company or parent entity) as at 30 %une 2024 and the results of all subsidiaries for the year then ended. (aggie Beer
#oldings 'td and its subsidiaries together are referred to in these financial statements as the consolidated entity or group.
Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls an entity
when the consolidated entity is exposed to, or has rights to, variable returns from its involvement with the entity and has the
ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the
date on which control is transferred to the consolidated entity. They are de-consolidated from the date that control ceases.
A controlled entity is any entity the company has the power over and is exposed or has rights to variable returns from its
involvement in the entity, and has the ability to use its power to affect its returns.
A list of controlled entities is contained in note 30 to the financial statements.
All inter-company balances and transactions between entities in the consolidated entity, including any recognised profits or
losses, have been eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to
ensure consistency with those policies applied by the parent entity.
Where controlled entities have entered or left the consolidated entity during the year, their operating results have been
included/excluded from the date control was obtained or until the date control ceased.
Where an entity previously classified as held for sale is no longer classified as such, the results of operations for this
component previously presented in discontinued operations is reclassified and included as continuing operations for all periods
presented, including prior periods.
The investments in controlled entities are measured at cost in the parent entityOs financial statements less any impairments.
0nder the equity method of accounting, the investments are initially recognised at cost and ad>usted thereafter to recognise
the groupOs share of the post-acquisition profits or losses of the investee in profit or loss, and the groupOs share of movements
in other comprehensive income of the investee in other comprehensive income. Dividends received or receivable from
associates and >oint ventures are recognised as a reduction in the carrying amount of the investment.
Where the groupOs share of losses in an equity-accounted investment equals or exceeds its interest in the entity, including any
other unsecured long-term receivables, the group does not recognise further losses, unless it has incurred obligations or made
payments on behalf of the other entity.
0nrealised gains on transactions between the group and its associates and >oint ventures are eliminated to the extent of the
groupOs interest in these entities. 0nrealised losses are also eliminated unless the transaction provides evidence of an
impairment of the asset transferred.
Accounting policies of equity-accounted investees have been changed where necessary to ensure consistency with the
policies adopted by the group.
50
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 2. Material accounting policy information (continued)
The group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity
owners of the group. A change in ownership interest results in an ad>ustment between the carrying amounts of the controlling
and non-controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of the
ad>ustment to non-controlling interests and any consideration paid or received is recognised in a separate reserve within equity
attributable to owners of the consolidated entity.
When the group ceases to consolidate or equity account for an investment because of a loss of control, >oint control or
significant influence, any retained interest in the entity is remeasured to its fair value with the change in carrying amount
recognised in profit or loss. This fair value becomes the initial carrying amount for the purposes of subsequently accounting
for the retained interest as an associate, >oint venture or financial asset. In addition, any amounts previously recognised in
other comprehensive income in respect of that entity are accounted for as if the group had directly disposed of the related
assets or liabilities. This may mean that amounts previously recognised in other comprehensive income are reclassified to
profit or loss.
If the ownership interest in a >oint venture or an associate is reduced but >oint control or significant influence is retained, only
a proportionate share of the amounts previously recognised in other comprehensive income are reclassified to profit or loss
where appropriate.
Revenue recognition
The consolidated entity recognises revenue as follows:
a)e of goo!s retai) an! on)ine
Revenue from the sale of goods is recognised to the extent that the group satisfies its single performance obligation to transfer
agreed goods and the transaction price can be readily identified. All revenue is recognised at a point in time when control of
the goods is transferred to the customer i.e. when the goods are delivered to the customer. Revenue is measured at the fair
value of the consideration received or receivable being the amount to which the entity expects to be entitled to in exchange
for goods. Amounts disclosed as revenue are net of discounts, trade allowances and rebates, and does not include revenue
from discontinued operations.
All revenue from the sale of goods is recognised at a point in time.
nterest
Interest revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the
amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate,
which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the
net carrying amount of the financial asset.
ther re3en2e
Other revenue is recognised when it is received or when the right to receive payment is established.
Right-of-use assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which
comprises the initial amount of the lease liability, ad>usted for, as applicable, any lease payments made at or before the
commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the
cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and
restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life
of the asset, whichever is the shorter. Where the consolidated entity expects to obtain ownership of the leased asset at the
end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are sub>ect to impairment or
ad>usted for any remeasurement of lease liabilities.
cco2nting -o)ic6 for )ease recei3a )e
During the year, the group entered into a sublease arrangement, leasing a portion of the premises of an existing lease to a
third party. The right-of-use assets associated with this lease was de-recognised at its carrying amount and the new lease
receivable recognised at fair valued, with the resulting gain being recorded in the state of comprehensive income.
'ease payments include fixed increases, but there are no variable lease payments that depend on an index or rate.
51
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 2. Material accounting policy information (continued)
4
Lease liabilities
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present
value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or,
if that rate cannot be readily determined, the consolidated entitys incremental borrowing rate. 'ease payments comprise of
fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts
expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is
reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on
an index or a rate are expensed in the period in which they are incurred.
'ease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if
there is a change in the following: future lease payments arising from a change in an index or a rate used residual guarantee
lease term certainty of a purchase option and termination penalties. When a lease liability is remeasured, an ad>ustment is
made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written
down.
The group has not applied any practical expedients for lease liabilities.
urrent and non-current classification
Assets and liabilities are presented in the consolidated statement of financial position based on current and non-current
classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the
consolidated entitys normal operating cycle it is held primarily for the purpose of trading it is expected to be realised within
12 months after the reporting period or the asset is cash or cash equivalent unless restricted from being exchanged or used
to settle a liability for at least 12 months after the reporting period. All other assets are classified as non-current.
A liability is classified as current when: it is either expected to be settled in the consolidated entitys normal operating cycle it
is held primarily for the purpose of trading it is due to be settled within 12 months after the reporting period or there is no
unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities are
classified as non-current.
Deferred tax assets and liabilities are always classified as non-current.
Derivative financial instruments
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently
remeasured to their fair value at each reporting date. The accounting for subsequent changes in fair value depends on whether
the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.
Derivatives are classified as current or non-current depending on the expected period of realisation.
ash f)o4 he!ges
Cash flow hedges are used to cover the consolidated entitys exposure to variability in cash flows that is attributable to
particular risks associated with a recognised asset or liability or a firm commitment which could affect profit or loss. The
effective portion of the gain or loss on the hedging instrument is recognised in other comprehensive income through the cash
flow hedges reserve in equity, whilst the ineffective portion is recognised in profit or loss. Amounts taken to equity are
transferred out of equity and included in the measurement of the hedged transaction when the forecast transaction occurs.
Cash flow hedges are tested for effectiveness on a regular basis both retrospectively and prospectively to ensure that each
hedge is highly effective and continues to be designated as a cash flow hedge. If the forecast transaction is no longer expected
to occur, the amounts recognised in equity are transferred to profit or loss.
If the hedging instrument is sold, terminated, expires, exercised without replacement or rollover, or if the hedge becomes
ineffective and is no longer a designated hedge, the amounts previously recognised in equity remain in equity until the forecast
transaction occurs.
52
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 2. Material accounting policy information (continued)
5
Non-current assets or disposal groups classified as held for sale
)on-current assets and assets of disposal groups are classified as held for sale if their carrying amount will be recovered
principally through a sale transaction rather than through continued use. They are measured at the lower of their carrying
amount and fair value less costs of disposal. For non-current assets or assets of disposal groups to be classified as held for
sale, they must be available for immediate sale in their present condition and their sale must be highly probable.
An impairment loss is recognised for any initial or subsequent write down of the non-current assets and assets of disposal
groups to fair value less costs of disposal. A gain is recognised for any subsequent increases in fair value less costs of disposal
of a non-current assets and assets of disposal groups, but not in excess of any cumulative impairment loss previously
recognised.
)on-current assets are not depreciated or amortised while they are classified as held for sale. Interest and other expenses
attributable to the liabilities of assets held for sale continue to be recognised.
)on-current assets classified as held for sale and the assets of disposal groups classified as held for sale are presented
separately on the face of the consolidated statement of financial position, in current assets. The liabilities of disposal groups
classified as held for sale are presented separately on the face of the consolidated statement of financial position, in current
liabilities.
iscontin2e! o-erations
A discontinued operation is a component of the consolidated entity that has been disposed of or is classified as held for sale
and that represents a separate ma>or line of business or geographical area of operations, is part of a single co-ordinated plan
to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The
results of discontinued operations are presented separately on the face of the statement of profit or loss and other
comprehensive income.
Where an entity previously classified as held for sale is no longer classified as such, the results of operations for this
component previously presented in discontinued operations is reclassified and included as continuing operations for all periods
presented including prior periods.
mpairment of non-financial assets
At each reporting date, the consolidated entity reviews the carrying amounts of its tangible and intangible 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 consolidated entity estimates the recoverable
amount of the cash-generating unit to which the asset belongs.
Goodwill, intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment
annually and whenever there is an indication that the asset may be impaired. An impairment of goodwill is not subsequently
reversed.
Recoverable amount is the higher of fair value less costs of disposal 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
ad>usted.
If the recoverable amount of an asset (or 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 in the
statement of profit or loss and other comprehensive income immediately.
Where an impairment loss subsequently reverses, 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 in income.
53
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 2. Material accounting policy information (continued)
Financial Liabilities
Financial liabilities are classified as other financial liabilities.
Other financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs.
Other financial liabilities are subsequently measured at amortised cost using the effective interest method, with interest
expense recognised on an effective yield basis.
The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest
expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments
through the expected life of the financial liability, or (where appropriate) a shorter period, to the net carrying amount on initial
recognition.
The group derecognises financial liabilities when, and only when, the groupOs obligations are discharged, cancelled or they
expire.
Transaction costs that relate to the issue of the convertible notes are allocated to the liability and equity components in
proportion to the allocation of the gross proceeds. Transaction costs relating to the equity component are recognised directly
in equity. Transaction costs relating to the liability component are included in the carrying amount of the liability component
and are amortised over the lives of the convertible notes using the effective interest method.
Goods and Services )ax (GS)) and other similar taxes
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not
recoverable from the Australian Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of
the asset or as part of an item of the expense. Receivables and payables in the consolidated statement of financial position
are shown inclusive of GST.
Cash flows are included in the consolidated statement of cash flows on a gross basis and 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
part of operating cash flows.
omparative figures
Comparative figures have been ad>usted where appropriate to conform to changes in presentation in the current financial
year.
Rounding of amounts
The company is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and Investments
Commission, relating to rounding-off. Amounts in this report have been rounded off in accordance with that Corporations
Instrument to the nearest thousand dollars, or in certain cases, the nearest dollar.
Note 3. ritical accounting 4udgements estimates and assumptions
The preparation of the financial statements requires management to make >udgements, estimates and assumptions that affect
the reported amounts in the financial statements. (anagement continually evaluates its >udgements and estimates in relation
to assets, liabilities, contingent liabilities, revenue and expenses. (anagement bases its >udgements, estimates and
assumptions on historical experience and on other various factors, including expectations of future events, management
believes to be reasonable under the circumstances. The resulting accounting >udgements and estimates will seldom equal the
related actual results. The >udgements, estimates and assumptions that have a significant risk of causing a material ad>ustment
to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed
below.
oo!4i)) an! other in!efinite )ife intangi )e assets
The consolidated entity tests annually, or more frequently if events or changes in circumstances indicate impairment, whether
goodwill and other indefinite life intangible assets have suffered any impairment, in accordance with the accounting policy
stated in note 15. The recoverable amounts of cash-generating units have been determined based on value-in-use
calculations. These calculations require the use of assumptions, including estimated discount rates based on the current cost
of capital and growth rates of the estimated future cash flows.
54
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 3. ritical accounting 4udgements estimates and assumptions (continued)
eco3er6 of !eferre! ta5 assets
The recognition of deferred tax assets is a critical estimate given the >udgement involved in estimating the ability to use tax
benefits through future earnings.
Note 4. %perating segments
!entification of re-orta )e o-erating segments
AASB 8 requires operating segments to be identified on the basis of internal reports about components of the consolidated
entity that are regularly reviewed by the Chief Executive Officer (CEO) in order to allocate resources to the segment and to
assess its performance.
There are currently three operating segments under the criteria set out in AASB 8, being (aggie Beer Products Pty 'td
((BP), #ampers and Gifts Australia Pty 'td (#GA), B D Farm Paris Creek Pty 'td (PCF) and other corporate costs. Refer
to note 8 for further information.
Information regarding these segments is set out below.
All operations were in Australia for both current and comparative period.
-erating segment information
#ampers
(aggie Beer
Paris Creek
Other
Gifts
Australia
Products
Farms
segments
Total
onsolidated - 2024
$000
$000
$000Q
$000
$000
Revenue
Sale to external customers
42,123
33,954
15,439
-
91,516
Intersegment sales
-
(1,448)
(679)
-
(2,127)
Other revenue
328
14
3
-
345
)otal revenue
42,451
32,520
14,763
-
89,734
EB )D
(8,912)
1,295
(7,315)
(6,974)
(21,906)
Depreciation and amortisation
(4,050)
(1,330)
(626)
(74)
(6,080)
Finance costs
(173)
(34)
(10)
(35)
(252)
Loss before income tax benefit
(13,135)
(69)
(7,951)
(7,083)
(28,238)
Income tax benefit
-
Loss after income tax benefit
(28,238)
ssets
Segment assets
35,339
24,506
10,617
5,480
75,942
)otal assets
75,942
Liabilities
Segment liabilities
7,309
4,838
2,573
3,452
18,172
)otal liabilities
18,172
Material impacts to results
The group has identified a number of items which are material due to the significance of their nature and/or amount. These
are listed separately here to provide a better understanding of the financial performance of the group.
55
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 4. %perating segments (continued)
Other segments EBITDA includes the provision for earnout and associated legal fees of $2.6 million, and impairment
expense of $0.1 million.
Paris Creek Farms EBITDA includes impairment expense of $4.6 million of impairment expense, ($0.2 million) reversal
of impairment of receivables and the onerous contract ad>ustment of $0.8 million, which includes expensing an amount
of $0.4 million of amounts previously prepaid under the contract, and an onerous contract provision of $0.5 million.
#ampers Gifts Australia EBITDA includes impairment expense of $13.75 million.
The group has not recognised a tax benefit in the current year.
#ampers
(aggie Beer
Paris Creek
Other
Gifts Australia
Products
Farms
segments
Total
onsolidated - 2023
$000
$000
$000Q
$000
$000
Revenue
Sales to external customers
41,811
31,604
16,393
-
89,808
Intersegment sales
-
(1,017)
(85)
-
(1,102)
Total sales revenue
41,811
30,587
16,308
-
88,706
Other revenue
91
27
-
-
118
)otal revenue
41,902
30,614
16,308
-
88,824
EB )D
6,221
2,065
(1,472)
(2,432)
4,382
Depreciation and amortisation
(2,844)
(1,245)
(712)
(63)
(4,864)
Finance costs
(84)
(29)
(17)
-
(130)
&rofit/(loss) before income tax benefit
3,293
791
(2,201)
(2,495)
(612)
Income tax benefit
1,378
&rofit after income tax benefit
766
ssets
Segment assets
59,453
26,394
14,109
3,982
103,938
)otal assets
103,938
Liabilities
Segment liabilities
8,408
5,483
2,464
1,842
18,197
)otal liabilities
18,197
Material impact to results
The group has identified a number of items which are material due to the significance of their nature and/or amount. These
are listed separately here to provide a better understanding of the financial performance of the group.
Other segments EBITDA includes gain on reversal of deferred consideration $14.0 million and impairment of the carrying
value of goodwill ($12.5 million) in regards to #ampers Gifts Australia Pty 'td.
Note . Revenue
The group derives the following types of revenue from contracts with customers:
56
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note . Revenue (continued)
onsolidated onsolidated
2024
2023
000
000
ontinued operations - )ypes of goods
Sale of goods - retail channel
43,663
43,355
Sale of goods - online channel
45,726
45,351
89,389
88,706
Discontinued operations - )ypes of goods
Sale of goods - retail channel
-
1,195
89,389
89,901
All revenue is recognised at a point in time.
Note 6. %ther income
onsolidated
2024
2023
000
000
Other income
259
2
Finance income
86
116
345
118
Other income includes a gain of $0.2m resulting from the recognition of a lease receivable during the year (note 12).
57
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note . ncome tax
onsolidated
2024
2023
000
000
ncome ta5 enefit
Deferred tax benefit
-
(1,562)
Aggregate income tax benefit
-
(1,562)
Income tax benefit is attributable to:
'oss from continuing operations
-
(1,378)
'oss from discontinued operations
-
(184)
Aggregate income tax benefit
-
(1,562)
Deferred tax included in income tax benefit comprises:
Decrease/(increase) in deferred tax assets
1,370
(1,126)
Decrease in deferred tax liabilities
(1,370)
(436)
Deferred tax benefit
-
(1,562)
2merica) reconci)iation of income ta5 enefit an! ta5 at the stat2tor6 rate
'oss before income tax benefit from continuing operations
(28,238)
(612)
'oss before income tax benefit from discontinued operations
-
(512)
(28,238)
(1,124)
Tax at the statutory tax rate of 30%
(8,471)
(337)
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
)on-deductible expenses
4,968
5
Tax losses not booked
482
-
)on-assessable non-operating income
-
(592)
Derecognition of DTA previously booked
2,594
-
Ad>ustments to prior year
427
(638)
Income tax benefit
-
(1,562)
58
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note . ncome tax (continued)
onsolidated
2024
2023
000
000
eferre! ta5 asset
Deferred tax asset comprises temporary differences attributable to:
Amounts recognised in profit or loss:
Tax losses
4,393
6,855
'eases
1,699
2,253
Provisions and accruals
686
556
Deferred revenue
100
116
RD tax offsets
-
316
Other
133
234
Property, plant and equipment
1,949
-
Deferred tax asset
8,960
10,330
(ovements:
Opening balance
3,625
2,063
Credited/(charged) to profit or loss
(1,370)
1,126
Set-off of deferred tax liabilities pursuant to set-off provisions
1,370
436
Closing balance
3,625
3,625
onsolidated
2024
2023
000
000
eferre! ta5 )ia i)it6
Deferred tax liability comprises temporary differences attributable to:
Amounts recognised in profit or loss:
Right of use assets
1,690
2,235
Intangible assets
3,645
4,470
Deferred tax liability
5,335
6,705
(ovements:
Opening balance
-
-
Credited to profit or loss
(1,370)
(436)
Set-off of deferred tax liabilities pursuant to set-off provisions
1,370
436
Closing balance
-
-
onsolidated
2024
2023
000
000
0nused tax losses for which no deferred tax has been recognised
12,644
-
Potential tax benefit 30%
3,793
-
59
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note . ncome tax (continued)
cco2nting -o)ic6 for income ta5
The charge for current income tax expense/(benefit) is based on the profit/(loss) for the year ad>usted for any non-assessable
or disallowed items. It is calculated using the tax rates that have been enacted or are substantially enacted by the consolidated
statement of financial position date.
Deferred tax is accounted for using the consolidated statement of financial position liability method in respect of temporary
differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. )o
deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination,
where there is no effect on accounting or taxable profit or loss.
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is recognised or liability is
settled. Deferred tax is credited in the profit or loss except where it relates to items that may be credited directly to equity, in
which case the deferred tax is ad>usted directly against equity.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future
taxable amounts will be available to utilise those temporary differences and losses.
The company and its wholly-owned Australian subsidiaries have formed an income tax consolidated group under the tax
consolidation regime. Each entity in the group recognised its own current and deferred tax liabilities, except for any deferred
tax assets resulting from unused tax losses and tax credits, which are immediately assumed by the parent entity. The current
tax liability of each group entity is then subsequently assumed by the parent entity. The group entered into the tax consolidation
regime from 1st %une 2006 and notified the Australian Taxation Office that it had formed an income tax consolidated group to
apply from 1st %une 2006. The tax will be paid by the parent entity as the group has not entered into a tax funding agreement.
The company is the designated parent entity for tax consolidation purposes.
Note . Discontinued operations
escri-tion
On 22 %une 2022, the group announced the appointment of advisor in relation to the non-core dairy assets and initiated an
active program to locate potential buyers for the dairy subsidiary St David Dairy. The associated assets and liabilities were
consequently presented as held for sale in the F322 financial statements. The subsidiary, was sold on 31 August 2022 with
effect from 1 September 2022.
60
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note . Discontinued operations (continued)
inancia) -erformance information
onsolidated
2024
2023
000
000
Revenue
-
1,195
Raw materials and consumables used
-
(807)
Overheads
-
(119)
Occupancy and utility costs
-
-
Employee benefits expense
-
(457)
Transportation costs
-
(36)
(arketing and advertising fees
-
(10)
Other expenses
-
(76)
Impairment
-
(196)
Finance costs
-
(6)
Total expenses
-
(1,707)
'oss before income tax benefit
-
(512)
Income tax benefit
-
184
'oss after income tax benefit
-
(328)
-
-
Income tax expense
-
-
Gain on disposal after income tax expense
-
-
'oss after income tax benefit from discontinued operations
-
(328)
ash f)o4 information
onsolidated
2024
2023
000
000
)et cash used in operating activities
-
(656)
)et cash used in investing activities
-
(78)
)et cash used in financing activities
-
(20)
)et decrease in cash and cash equivalents from discontinued operations
-
(754)
arr6ing amo2nts of assets an! )ia i)ities c)assifie! as he)! for sa)e
Date of Sale
3 ugust
2022
000
Total sale consideration
1,130
Carrying amount of net assets disposed
(510)
Disposal costs
(620)
Gain on disposal before income tax
-
Gain on disposal after income tax
-
61
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note . Discontinued operations (continued)
4
cco2nting -o)ic6 for !iscontin2e! o-erations
A discontinued operation is a component of the consolidated entity that has been disposed of or is classified as held for sale
and that represents a separate ma>or line of business or geographical area of operations, is part of a single co-ordinated plan
to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The
results of discontinued operations are presented separately on the face of the consolidated statement of profit or loss and
other comprehensive income.
cco2nting -o)ic6 for fair 3a)2e meas2rement
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair
value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between
market participants at the measurement date and assumes that the transaction will take place either: in the principal market
or in the absence of a principal market, in the most advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming
they act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and best
use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair
value, are used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
Note . urrent assets - trade and other receivables
onsolidated
2024
2023
000
000
Trade receivables
7,331
7,006
'ease receivable
325
39
Other receivables
4
115
GST receivable
242
374
7,902
7,534
cco2nting -o)ic6 for tra!e an! other recei3a )es
Trade receivables and other receivables are all classified as financial assets held at amortised cost.
Trade receivables are initially recognised at fair value and subsequently at amortised cost using the effective interest rate
method, less a loss allowance provision. The carrying value of trade and other receivables, less loss allowance provisions, is
considered to approximate fair value, due to the short term nature of the receivables.
The collectability of trade and other receivables is reviewed on an ongoing basis. Individual debts which are known to be
uncollectable are written off when identified. The group recognises a loss allowance provision based upon anticipated lifetime
losses of trade receivables. The anticipated losses are determined with reference to historical loss experience ad>usted to
reflect current and forward-looking information and is regularly reviewed and updated. This includes general macroeconomic
indicators such as RBA cash rate and GDP growth.
Trade receivables are generally due for settlement between 30 and 60 days.
re!it ris(s re)ate! to recei3a )es
Refer to note 25 for additional information.
ease recei3a )e
Refer to note 12 for additional information.
62
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
5
Note 0. urrent assets - inventories
onsolidated
2024
2023
000
000
Raw materials
3,360
4,025
Work in progress
193
178
Finished goods
6,305
7,004
Stock in transit
377
468
Packaging
2,060
2,353
12,295
14,028
The total amount of inventory recognised as an expense during the year is $53.4 million (F323: $50.6 million).
cco2nting -o)ic6 for in3entories
Raw materials, work in progress and finished goods are stated at the lower of cost and net realisable value on a first in first
out basis. Cost comprises of direct materials and delivery costs, direct labour, import duties and other taxes, an appropriate
proportion of variable and fixed overhead expenditure based on normal operating capacity, and, where applicable, transfers
from cash flow hedging reserves in equity. Costs of purchased inventory are determined after deducting rebates and discounts
received or receivable.
Stock in transit is stated at the lower of cost and net realisable value. Cost comprises of purchase and delivery costs, net of
rebates and discounts received or receivable.
Stock on hand is stated at the lower of cost and net realisable value. Cost comprises of purchase and delivery costs, net of
rebates and discounts received or receivable.
)et realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion
and the estimated costs necessary to make the sale.
Note . urrent assets - other
onsolidated
2024
2023
000
000
Prepayments
2,165
1,038
Other current assets
-
132
2,165
1,170
Pre-a6ments
Included in the prepayments balance is $1.1 million (F323: $0.3 million) worth of deposits paid on inventory arriving in F325.
Note 2. Non-current assets - receivables
onsolidated
2024
2023
000
000
'ease receivable
1,469
-
63
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 2. Non-current assets - receivables (continued)
During the year, the group entered into a sublease arrangement, leasing a portion of the premises of an existing lease to a
third party. The right-of-use assets associated with this lease was de-recognised (refer note 14) at carrying amount of $1.7m.
The new lease receivable was valued at $1.9m, resulting in a gain of $0.2m (note 6).
'ease payments include fixed increases, but there are no variable lease payments that depend on an index or rate.
is( management strateg6
The end of the sublease term coincides with the end of the groups lease term of the whole premises. The group holds as
security 6 months gross rent in the form of a bank guarantee.
2024
2023
econci)iation of mo3ements in )ease recei3a )e
000
000
ease recei3a )e c2rrent note
Transfer from non current lease receivable
325
-
ease recei3a )e nonc2rrent
'ease receivable recognised
1,898
-
'ease payments received
(127)
-
Finance income
23
-
Transfer to current lease receivable
(325)
-
1,469
-
1,794
-
2024
2023
at2rit6 ana)6sis of )ease -a6ments
000
000
Within 1 year
389
-
Within 1 and 2 years
442
-
Within 2 and 3 years
529
-
Within 3 and 4 years
550
-
Within 4 and 5 years
41
-
Total undiscounted lease payments
1,951
-
0nearned finance income
(157)
-
1,794
-
64
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 3. Non-current assets - property plant and e;uipment
onsolidated
2024
2023
000
000
'and
460
460
(otor vehicles
125
372
'ess: Accumulated depreciation
(72)
(325)
53
47
Plant and equipment
8,218
13,736
'ess: Accumulated depreciation
(4,524)
(6,934)
3,694
6,802
Building and leasehold improvements
5,958
7,357
'ess: Accumulated depreciation
(1,699)
(1,468)
4,259
5,889
8,466
13,198
econci)iations
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out
below:
'and
(otor
Building and
leasehold
Plant and
Vehicles
improvements
equipment
Total
onsolidated
$000
$000
$000
$000
$000
Balance at 1 %uly 2022
460
83
6,135
5,713
12,391
Additions
-
41
5
1,123
1,169
Transfer from RO0
-
-
-
614
614
Depreciation expense
-
(77)
(251)
(648)
(976)
Balance at 30 %une 2023
460
47
5,889
6,802
13,198
Additions
-
39
-
939
978
Impairment of assets
-
-
(1,399)
(3,305)
(4,704)
Depreciation expense
-
(33)
(231)
(742)
(1,006)
Balance at 30 %une 2024
460
53
4,259
3,694
8,466
cco2nting -o)ic6 for -ro-ert6 -)ant an! e.2i-ment
Each class of plant and equipment is carried at cost less, where applicable, any accumulated depreciation and impairment.
65
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 3. Non-current assets - property plant and e;uipment (continued)
m-airment
At 31 December 2023, Paris Creek Farms (PCF) CG0 had indications of impairment of its assets, plant and equipment, and
land and buildings. PCFs Trading EBITDA declined to a loss below budget. Additionally, an onerous milk contract provision
was recognised (refer to )ote 21 for further detail) and cheese pro>ect had been put on hold.
Given the assessment, plant and equipment and land and buildings is impaired. Plant and equipment was impaired to nil and
an impairment totalling $3.2m was booked, including writing off all plant and equipment, excluding the carrying values of
Computing equipment, and (otor vehicles.
At 31 December 2023, an independent valuation was performed of the PCF land and buildings which indicated, based on
comparable market data, that the carrying value of the land and buildings was impaired. An impairment charge of $1.4m has
been booked which reduces the carrying value of the land and buildings to $4.7m. The key market valuation input used was
a market value of $1,075 per square metre (determined by the independent valuer) for the main building as a specialised food
processing facility. The fair value of the building is classified as a level 3 fair value.
At 30 %une 2024, we have done a reassessment and no further impairment is required.
Impairment expense relates to assets measured at the lower of its carrying amount and fair value less cost to sell, resulting
in the recognition of a write-down of $4.7 million as impairment expense in the consolidated statement of profit or loss and
other comprehensive income. The fair value of the assets was determined based on the fair value less cost to sell.
The carrying amount of plant and equipment is reviewed annually by Directors to ensure it is not in excess of the recoverable
amount from these assets.
Where ownership of right-of-use assets transfers to the group at the end of the lease, these assets are transferred to property,
plant and equipment at its carrying amount, being cost less accumulated depreciation.
The depreciable amount of all fixed assets including recognised lease assets is depreciated on a straight line or diminishing
value basis over their useful lives to the group commencing from the time the asset is held ready for use. 'easehold
improvements are depreciated over the shorter of either the unexpired period of the lease or the estimated useful lives of the
improvements.
The following estimated useful lives are used in the calculation of depreciation:
(otor vehicles
5 years
Plant and equipment
3 to 20 years
Building and leasehold improvements
10 to 33 years
The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with
the effect of any changes in estimate accounted for on a prospective basis.
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic benefit to the
consolidated entity. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss.
66
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 4. Non-current assets - right-of-use assets (continued)
Note 4. Non-current assets - right-of-use assets
Right-of-use assets
onsolidated
2024
2023
000
000
'and and buildings - right-of-use
6,377
8,297
'ess: Accumulated depreciation
(2,837)
(1,295)
3,540
7,002
Plant and equipment - right-of-use
742
743
'ess: Accumulated depreciation
(565)
(487)
177
256
(otor vehicles - right-of-use
285
285
'ess: Accumulated depreciation
(166)
(95)
119
190
3,836
7,448
econci)iations
Reconciliations of the written down values at the beginning and end of the current financial year are set out below:
'and and
Plant and
(otor
buildings
equipment
vehicles
Total
onsolidated
$000
$000
$000
$000
Balance at 1 %uly 2023
7,002
256
190
7,448
Additions
69
-
-
69
De-recognition of sublease RO0 asset
(1,730)
-
-
(1,730)
Depreciation expense
(1,801)
(79)
(71)
(1,951)
Balance at 30 %une 2024
3,540
177
119
3,836
Lease liabilities
onsolidated
2024
2023
000
000
Current
1,874
2,109
)on-current
3,700
5,400
5,574
7,509
onsolidated
2024
2023
000
000
Interest expense (included in finance costs)
192
130
The total cash outflow for leases in F324 was $1.9 million (F323: $1.8 million).
67
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Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note . Non-current assets - intangibles
econci)iations
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out
below:
Goodwill -
Goodwill -
(aggie Beer
Products
#ampers
Gifts Australia
Brand
Customer
Contracts
Other
Intangible
Total
onsolidated
$000
$000
$000
$000
$000
$000
Balance at 1 %uly 2022
3,585
40,927
12,342
4,866
657
62,377
Additions from internal
development
-
-
-
-
210
210
Impairment of assets
-
(12,500)
-
-
-
(12,500)
Amortisation expense
-
-
(1,177)
(1,128)
(202)
(2,507)
Balance at 30 %une 2023
3,585
28,427
11,165
3,738
665
47,580
Additions from internal
development
-
-
-
-
767
767
Impairment of assets
-
(13,750)
-
-
-
(13,750)
Amortisation expense
-
-
(1,177)
(1,575)
(371)
(3,123)
Balance at 30 %une 2024
3,585
14,677
9,988
2,163
1,061
31,474
The carrying amount of the brand intangible asset consists of $3.5 million allocated to the (aggie Beer Products CG0
and $6.5 million allocated to the #ampers Gifts Australia CG0 as at 30 %une 2024.
The carrying amount of the customer contract intangible asset consists of $0.8 million allocated to the (aggie Beer
Products CG0 and $1.4 million allocated to the #ampers Gifts Australia CG0 as at 30 %une 2024.
cco2nting -o)ic6 for intangi )e assets
Intangible assets acquired as part of a business combination, other than goodwill, are initially measured at their fair value at
the date of the acquisition. Intangible assets acquired separately are initially recognised at cost. Indefinite life intangible assets
are not amortised and are subsequently measured at cost less any impairment. Finite life intangible assets are subsequently
measured at cost less amortisation and any impairment. The gains or losses recognised in profit or loss arising from the
derecognition of intangible assets are measured as the difference between net disposal proceeds and the carrying amount of
the intangible asset. The method and useful lives of finite life intangible assets are reviewed annually. Changes in the expected
pattern of consumption or useful life are accounted for prospectively by changing the amortisation method or period.
cco2nting -o)ic6 for goo!4i))
Goodwill arising in a business combination is recognised as an asset at the date that control is acquired (the acquisition date).
Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-controlling interests
in the acquiree, and the fair value of the acquirerOs previously held equity interest in the acquiree (if any) over the net of the
acquisition-date amounts of the identifiable assets acquired and the liabilities assumed.
If, after reassessment, the groupOs interest in the fair value of the acquireeOs identifiable net assets exceeds the sum of the
consideration transferred, the amount of any non-controlling interests in the acquiree and the fair value of the acquirerOs
previously held equity interest in the acquiree (if any), the excess is recognised immediately in the consolidated statement of
profit or loss and other comprehensive income as a bargain purchase gain.
Goodwill is not amortised but is reviewed for impairment at least annually. For the purpose of impairment testing, goodwill is
allocated to each of the groupOs 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 its carrying amount,
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 or when a subsidiary is disclosed as an asset held for sale, the attributable amount of goodwill is
included in the determination of the profit or loss on disposal.
68
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Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note . Non-current assets - intangibles (continued)
ntangi )e ssets ac.2ire! in a 2siness com ination
Intangible assets acquired in a business combination and recognised separately from goodwill are initially recognised at their
fair value at the acquisition date (which is regarded as their cost). Subsequent to initial recognition, intangible assets acquired
in a business combination are reported at cost less accumulated amortisation and accumulated impairment losses, on the
same basis as intangible assets that are acquired separately.
eco3era )e amo2nt of goo!4i))
In accordance with AASB 136, impairment testing has been undertaken for all cash generating units (CG0s) with indefinite
intangibles or where there is an indication of impairment. These impairment tests have been completed via a multiple scenario
approach in response to significant uncertainties in the market.
At 30 %une 2024, for (aggie Beer Products and #ampers Gifts Australia CG0s, the recoverable amounts have been
determined based on the higher of the assetOs fair value less costs of disposal (FV'CD) and its value in use (VI0). The FV'CD
calculations have been used in the current year compared to VI0 in previous years, which uses cash flow pro>ections based
on financial forecasts covering a five-year period, including changes in working capital and expenditure for maintenance.
The fair value measurement was categorised as a 'evel 3 fair value hierarchy based on the inputs in the valuation technique
used.
Cash flows are extrapolated using estimated growth rates beyond the five-year period.
&ey assumptions used in the FV'CD calculations for CG0s are based on managementOs latest forecast for financial year
2025 and incorporating reasonable revenue growth, margin, expenses, capital expenditure for maintenance and entity specific
long-term averages for the latter years. In considering the outlook, management considered a range of possible scenarios in
order to determine an estimation of future cash flows that are reasonable and on an appropriate basis.
aie eer ro ucts
In considering the outlook for (aggie Beer Products CG0, management considered a range of possible scenarios in order to
determine an estimation of future cash flows which has a reasonable and appropriate basis.
e3en2e gro4th
Revenue growth over the five-year period is based upon forecasted revenue incorporating risk-ad>usted new product
development sales and opportunities, and is dependent on management executing its growth strategy and assumes no new
geographies (in accordance with AASB 136). The starting point is an assessment of the market, leveraging industry reports
and overlaying with known sales growth opportunities. The average revenue growth over the forecast period is assumed at
6.9% per annum (compared with actual 5-year average revenue growth of 10.6%).
osts
Gross margin in F325 is expected to increase slightly from its F324 levels, mainly due to improved channel mix, with an
increased proportion of higher margin e-commerce sales, and is then assumed to remain flat for the remainder of the modelOs
period and cost efficiencies from production which is dependent on management. Raw material price increases are to be
matched by price increases with retailers to offset. All fixed costs, including selling, administration and management labour,
are modelled to grow at 4% a year.
ongterm gro4th rate
The long-term growth rate is the weighted average growth rate used to extrapolate cash flows beyond the modelled period. A
long-term growth rate of 2.5% has been used in the value-in-use calculations, which is the midpoint of the long-term Reserve
Bank of Australias inflation target range of 2N3 percent, on average, over time.
isco2nt rate
The discount rate represents the current market assessment of the risks relating to the relevant CG0. In performing the value-
in-use calculations for the CG0, the Group has applied a pre-tax discount rate of 15.74% per annum (11.02% post tax) for
(aggie Beer Products.
69
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Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note . Non-current assets - intangibles (continued)
e3ie4 o2tcome
In completing the impairment review based on the aforementioned assumptions, the fair value less costs of disposal (assessed
as 2% of Carrying Value) of the CG0 exceeded its carrying value by $5.3 million (2023: $2.7 million).
easona )6 -ossi )e changes
The impairment charge that would result if the key assumptions were to change, are as follows:
P
Each forecast years sales revenue growth rate (%) decreased by 3% would result in an impairment of $0.7 million.
P
Budgeted gross margin (%) changed by 2% would result in an impairment of $1.8 million.
Hampers Gifts ustralia
In considering the outlook for #ampers Gifts Australia, management considered a range of possible scenarios in order to
determine an estimation of future cash flows which has a reasonable and appropriate basis.
e3en2e ro4th
Revenue growth over the five-year period is based upon forecasted revenue on a business-as-usual basis plus target
campaigns to drive growth (i.e. new S&0s, affiliates and corporate customers) and assumes no new geographies (in
accordance with AASB 136). The starting point is an assessment of the market, leveraging industry reports and overlaying
with known sales growth opportunities. The average revenue growth over the forecast period is assumed at 3.4% per annum
(compared with actual 3-year average revenue growth of 6.4%).
osts
Gross margin in F325 is expected to increase due to price increases implemented in the second half of F324. The gross
margin is expected to remain constant throughout the remainder of the model period. Raw material price increases are to be
matched by price increases to offset. All fixed costs, including selling, administration and management labour, are modelled
to grow at 3% a year.
ongterm gro4th rate
The long-term growth rate is the weighted average growth rate used to extrapolate cash flows beyond the modelled period. A
long-term growth rate of 2.5% has been used in the value-in-use calculations, which is the midpoint of the long-term Reserve
Bank of Australias inflation target range of 2N3 percent, on average, over time.
isco2nt rate
The discount rate represents the current market assessment of the risks relating to the relevant CG0. In performing the value-
in-use calculations for the CG0, the Group has applied a pre-tax discount rate of 17.15% per annum (12.00% post tax) for
#ampers Gifts Australia.
e3ie4 o2tcome
In completing the impairment review based on the aforementioned assumptions, the carrying value of goodwill for #ampers
Gifts Australia was impaired by $13.75 million. &ey assumptions that have changed include: reduced revenue growth
Increase in marketing spend lower gross margin and increase in discount rate. These assumptions have changed as a result
of an increased level of competition in the second half of F324 in the online and gifting and hamper market which has resulted
in a lower revenue growth rate.
easona )6 -ossi )e changes
The following reasonably possible changes in key assumptions will result in additional impairment to be recognised:
P
A reduction in revenue growth in each of the years from F325 to F329 of 3% would result in an additional impairment of
$3.8 million.
P
If budgeted gross margin (%) decreased by 1% from 57.8% to 56.8% it would result in an additional impairment of $3.4
million.
P
If pre-tax discount rate (%) increased by 1% from 17.15% to 18.15% it would result in an additional impairment of $2.7
million.
ran!
Brands acquired in a business combination are amortised on a straight-line basis over the period of their expected benefit,
being their finite life range of 5-20 years.
70
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Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note . Non-current assets - intangibles (continued)
2stomer contracts
Customer contracts acquired in a business combination are amortised on a straight-line basis over the period of their expected
benefit, being their finite life range of 0-10 years.
The #GA customer contracts have been assessed at a 4 year life (5 years previously), accelerating amortisation by $0.45m
in the period.
Note 6. urrent liabilities - trade and other payables
onsolidated
2024
2023
000
000
Trade payables
6,024
5,547
Employee related payables
879
1,384
Other payables
1,431
2,012
8,334
8,943
Refer to note 25 for further information on financial instruments.
cco2nting -o)ic6 for tra!e an! other -a6a )es
These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of the financial
year and which are unpaid. Due to their short-term nature they are measured at amortised cost and are not discounted. The
amounts are unsecured, non-interest bearing and are usually due for payment within 30 to 60 days of issue.
Note . urrent liabilities - contract liabilities
onsolidated
2024
2023
000
000
Contract liabilities
536
419
cco2nting -o)ic6 for contract )ia i)ities
Contract liabilities represent the consolidated entitys obligation to transfer goods or services to a customer and are recognised
when a customer pays consideration, or when the consolidated entity recognises a receivable to reflect its unconditional right
to consideration (whichever is earlier) before the consolidated entity has transferred the goods or services to the customer.
Note . urrent liabilities - employee benefits
onsolidated
2024
2023
000
000
Employee benefits
1,123
1,156
cco2nting -o)ic6 for em-)o6ee enefits
hortterm em-)o6ee enefits
'iabilities for annual leave and long service leave expected to be settled wholly within 12 months of the reporting date are
measured at the amounts expected to be paid when the liabilities are settled.
Provision is made for the groupOs liability for employee benefits arising from services rendered by employees to balance date.
Employee benefits expected to be settled within one year have been measured at the amounts expected to be paid when the
liability is settled. Employee benefits payable later than one year have been measured at the present value of the estimated
future cash outflows to be made for those benefits.
71
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Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note . urrent liabilities - employee benefits (continued)
4
2-erann2ation e5-ense
Contributions to superannuation defined contribution schemes recognised as an expense in the profit and loss for F324 were
$1.5 million (F323: $1.4 million).
Note . urrent liabilities - provisions
onsolidated
2024
2023
000
000
#GA settlement provision
2,000
-
The group has settled the Earnout dispute with the former owners of #ampers and Gifts Australia for $2 million plus legal fees
of $0.1 million (included in other payables in note 15).
Note 20. Non-current liabilities - employee benefits
onsolidated
2024
2023
000
000
Employee benefits
94
170
cco2nting -o)ic6 for other )ongterm em-)o6ee enefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date are
measured at the present value of expected future payments to be made in respect of services provided by employees up to
the reporting date using the pro>ected unit credit method. Consideration is given to expected future wage and salary levels,
experience of employee departures and periods of service. Expected future payments are discounted using market yields at
the reporting date on high quality corporate bonds with terms to maturity and currency that match, as closely as possible, the
estimated future cash outflows.
Note 2. Non-current liabilities - provisions
onsolidated
2024
2023
000
000
(ake good provision
91
-
Onerous contract
420
-
511
-
a(e goo! -ro3ision
The provision represents the present value of the estimated costs to make good the premises leased by the consolidated
entity at the end of the respective lease terms.
nero2s contract
The provision for onerous contract of milk supply as provided for as at 30 %une 2024.
72
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Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 2. Non-current liabilities - provisions (continued)
5
o3ements in -ro3isions
(ovements in each class of provision during the current financial year, other than employee benefits, are set out below:
Make good
%nerous
provision
contract
onsolidated - 2024
000
000
Carrying amount at the start of the year
-
-
Charged to profit or loss
-
525
Provision charged to right-of-use assets
75
-
Amounts used
-
(105)
0nwinding of discount
16
-
Carrying amount at the end of the year
91
420
Note 22. E;uity - issued capital
onsolidated
2024
2023
2024
2023
Shares
Shares
000
000
Ordinary shares - fully paid
352,439,920
352,439,920
166,285
166,285
r!inar6 shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the company in proportion
to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the company
does not have a limited amount of authorised capital.
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share
shall have one vote.
hare 26 ac(
There is no current on-market share buy-back.
a-ita) ris( management
Capital is regarded as total equity, as recognised in the consolidated statement of financial position, plus net debt. )et debt is
calculated as total borrowings less cash and cash equivalents.
The capital structure of the group consists of cash and cash equivalents and equity attributable to equity holders of the parent,
comprising issued capital, retained earnings and reserves. Operating cash flows are used to maintain and expand the groupOs
assets, as well as to make the routine outflows of payables and tax.
The capital risk management policy remains unchanged from the 2023 Annual Report.
cco2nting -o)ic6 for iss2e! ca-ita)
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax,
from the proceeds.
Note 23. E;uity - reserves
onsolidated
2024
2023
000
000
Options reserve
3,213
2,946
73
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 23. E;uity - reserves (continued)
Options reserve
Options reserve arises on the grant of share options to Directors and employees of the group under the group incentive option
scheme. Amounts are transferred out of the reserve and into issued capital when the options are exercised.
The company operates an ownership-based remuneration scheme through the Incentive Option Scheme, details of which are
provided in note 36 to the financial statements. Other than minimal administration costs, which are expensed when incurred,
the plan does not result in any cash outflow from the Company.
The fair value of equity-settled share-based payments is measured by use of the (onte Carlo model (2023: Black-Scholes
model). The expected life used in the models have been ad>usted, based on managementOs best estimate, for the effects of
non-transferability, exercise restrictions, and behavioural considerations.
The fair value determined at the grant date of the equity settled share based payments is expensed on a straight line basis
over the vesting period, based on the consolidated entityOs estimate of shares that will eventually vest. At the end of each
reporting period, the group revises its estimate of the number of equity instruments expected to vest. The impact of the revision
of the original estimates, if any, is recognised in the consolidated statement of profit or loss and other comprehensive income
such that the cumulative expense reflects the revised estimate, with a corresponding ad>ustment to the equity-settled
employee benefits reserve.
o3ements in reser3es
(ovements in each class of reserve during the current and previous financial year are set out below:
Options
reserve
onsolidated
$000
Balance at 1 %uly 2022
3,556
Share based payment
133
Share based payments exercised
(240)
Share based payments forfeited
(503)
Balance at 30 %une 2023
2,946
Share based payment
267
Balance at 30 %une 2024
3,213
Note 24. E;uity - dividends
i3i!en!s
There were no dividends paid, recommended or declared during the current financial year (2023: $1.76 million).
onsolidated
2024
2023
000
000
Dividend for the year ended 30 %une 2024 nil (F323: 0.5 cents paid on 31 (arch 2023 per
ordinary share)
-
(1,758)
ran(ing cre!its
onsolidated
2024
2023
000
000
Franking credits available for subsequent financial years based on a tax rate of 30%
6,815
6,815
74
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 24. E;uity - dividends (continued)
The above amounts represent the balance of the franking account as at the end of the financial year, ad>usted for:
P
franking credits that will arise from the payment of the amount of the provision for income tax at the reporting date
P
franking debits that will arise from the payment of dividends recognised as a liability at the reporting date
P
franking credits that will arise from the receipt of dividends recognised as receivables at the reporting date
cco2nting -o)ic6 for !i3i!en!s
Dividends are recognised when declared during the financial year and no longer at the discretion of the company.
Note 2. Financial instruments
Financial ris manaement o ectives
The capital structure of the consolidated entity consists of cash and cash equivalents and equity attributable to equity holders
of the parent, comprising issued capital, retained earnings and reserves. Operating cash flows are used to maintain and
expand the groupOs assets, as well as to make the routine outflows of payables and tax.
The consolidated entitys principal financial instruments comprise receivables, payables, cash and short-term deposits. These
activities expose the consolidated entity to a variety of financial risks: market risk (including interest rate risk and price risk),
credit risk and liquidity risk.
The consolidated entity does not have formal documented policies and procedures for the management of risk associated
with financial instruments. #owever, the Board has responsibility for managing the different types of risks to which the
consolidated entity is exposed. These responsibilities include considering risk and monitoring levels of exposure to interest
rate risk, and by being aware of market forecasts for interest rate, and commodity prices. Ageing analyses and monitoring of
specific credit allowances are undertaken to manage credit risk, liquidity risk is monitored through general business budgets
and forecasts.
aret ris
oreign c2rrenc6 ris(
The consolidated entity did not hold any outstanding foreign exchange contract forward foreign exchange contracts at the
reporting date.
The aggregate net foreign exchange loss recognised in profit or loss was $41,059 (2023: $176,776).
Price ris(
The group is not exposed to any significant price risk.
nterest rate ris(
The groupOs exposure to market interest rates relates primarily to the groupOs cash and short-term deposits held.
Sensitivity Analysis
The following sensitivity analysis is based on the interest rate risk exposures in existence at the consolidated statement of
financial position date.
At 30 %une, if interest rates had moved, as illustrated in the table below, with all other variables held constant, post tax-loss
and equity would have been affected as follows:
Basis points increase
Basis points decrease
onsolidated - 2024
Basis points
change
Effect on
profit before
tax
000
Effect on
e;uity
000
Basis points
change
Effect on
profit before
tax
000
Effect on
e;uity
000
Bank deposits
100
47
47
(50)
(24)
(24)
75
MAG G I E B E E R H O L D I N G S LT D | A N N UA L R E P O RT | 2 024
Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 2. Financial instruments (continued)
Basis points increase
Basis points decrease
onsolidated - 2023
Basis points
change
Effect on
profit before
tax
000
Effect on
e;uity
000
Basis points
change
Effect on
profit before
tax
000
Effect on
e;uity
000
Bank deposits
100
94
94
(50)
(47)
47
re it ris
The consolidated entity has adopted a lifetime expected loss allowance in estimating expected credit losses to trade
receivables through the use of a provisions matrix using fixed rates of credit loss provisioning. These provisions are considered
representative across all customers of the consolidated entity based on recent sales experience, historical collection rates
and forward-looking information that is available. This includes general macroeconomic indicators such as RBA cash rate and
GDP growth.
Generally, trade receivables are written off when there is no reasonable expectation of recovery. Indicators of this include the
failure of a debtor to engage in a repayment plan, no active enforcement activity and a failure to make contractual payments
for a period greater than 1 year.
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised
financial assets is the carrying amount of those assets, net of any allowance for impairment losses, as disclosed in the
consolidated statement of financial position and notes to the financial report.
The group trades only with recognised, creditworthy third parties, and as such collateral is not requested nor is it the groups
policy to securitise its trade and other receivables. It is the groups policy to consider the credit worthiness of all customers
who wish to trade on credit terms.
In addition, receivable balances are monitored on an ongoing basis with the result that the groups exposure to bad debts is
not significant. There are no significant concentrations of credit risk.
))o4ance for e5-ecte! cre!it )osses
The loss allowance as at 30 %une 2024 was determined as follows for trade receivables:
Loss
alloAance
Loss
alloAance
provision
provision
Gross
amount
Gross
amount
2024
000
2023
000
2024
000
2023
000
)ot past due
-
-
5,611
3,995
Past due 0 - 60 days
-
-
1,084
2,832
Past due 60+ days
122
153
758
207
122
153
7,453
7,034
iui it ris
The group manages liquidity risk by monitoring cash flow and maturity profiles of financial assets and liabilities.
76
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Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 2. Financial instruments (continued)
emaining contract2a) mat2rities
The following tables detail the consolidated entitys remaining contractual maturity for its financial instrument liabilities. The
tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which
the financial liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as remaining
contractual maturities and therefore these totals may differ from their carrying amount in the consolidated statement of financial
position.
Weighted
average
interest rate
1 year or less
Between 1
and 2 years
Between 2
and 5 years
Over 5 years
Remaining
contractual
maturities
onsolidated - 2024
%
$000
$000
$000
$000
$000
Non-derivatives
oninterest earing
Trade payables
-
8,334
-
-
-
8,334
nterest earing 3aria )e
'ease liability
3.88%
1,874
1,605
2,095
-
5,574
Total non-derivatives
10,208
1,605
2,095
-
13,908
Weighted
average
interest rate
1 year or less
Between 1
and 2 years
Between 2
and 5 years
Over 5 years
Remaining
contractual
maturities
onsolidated - 2023
%
$000
$000
$000
$000
$000
Non-derivatives
oninterest earing
Trade payables
-
8,943
-
-
-
8,943
nterest earing 3aria )e
'ease liability
4.05%
2,108
1,875
2,664
862
7,509
Total non-derivatives
11,051
1,875
2,664
862
16,452
The cash flows in the maturity analysis above are not expected to occur significantly earlier than contractually disclosed above.
Fair value of financial instruments
The directors consider that the carrying amounts of financial assets and financial liabilities recognised at amortised cost in the
financial statements approximate their fair values.
There were no financial instruments that are measured subsequent to initial recognition at fair value as at reporting date.
The fair values of financial assets and liabilities, together with their carrying amounts in the consolidated statement of financial
position, for the consolidated entity are as follows:
2024
2023
arrying
amount
Fair value
arrying
amount
Fair value
onsolidated
000
000
000
000
ssets
Cash and cash equivalents
4,710
4,710
9,355
9,355
Trade and other receivables
7,902
7,902
7,534
7,534
12,612
12,612
16,889
16,889
ia i)ities
Trade and other payables
8,334
8,334
8,943
8,943
'ease liability
5,574
5,574
7,509
7,509
13,908
13,908
16,452
16,452
77
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Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
4
Note 26. !ey management personnel disclosures
irectors
The following persons were directors of (aggie Beer #oldings 'td during the financial year:
Susan Thomas
)on-Executive Chair
(aggie Beer AO
)on-Executive Director
Tom &iing
)on-Executive Director
#ugh Robertson
)on-Executive Director
Reg Weine
)on-Executive Director (retired 31 October 2023)
ther (e6 management -ersonne)
The following persons also had the authority and responsibility for planning, directing and controlling the ma>or activities of the
consolidated entity, directly or indirectly, during the financial year:
&inda Grange
Chief Executive Officer (resigned 13 August 2024)
Craig 'outtit
Chief Financial Officer (appointed 1 September 2023 and resigned 27 August 2024)
Eddie Woods
Chief Financial Officer (resigned 31 August 2023)
om-ensation
The aggregate compensation made to directors and other members of key management personnel of the consolidated entity
is set out below:
onsolidated
2024
2023
Short-term employee benefits
1,477,993
1,363,802
Post-employment benefits
76,472
59,016
'eave provisions
95,884
74,979
Share-based payments
255,481
(308,232)
1,905,830
1,189,565
Note 2. Remuneration of auditors
During the financial year the following fees were paid or payable for services provided by PricewaterhouseCoopers, the auditor
of the company:
onsolidated
2024
2023
2!it ser3ices Price4aterho2seoo-ers
Audit or review of the financial statements
303,500
269,280
Note 2. Related party transactions
Parent entit6
(aggie Beer #oldings 'td is the parent entity of the consolidated entity.
2 si!iaries
Interests in subsidiaries are set out in note 30.
e6 management -ersonne)
Disclosures relating to key management personnel are set out in note 26 and the remuneration report included in the directors
report.
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Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 2. Related party transactions (continued)
4
ransactions 4ith re)ate! -arties
During the year, (aggie Beer Products Pty 'td entered into the following trading transactions with related parties that are not
members of the consolidated entity:
onsolidated
2024
2023
Sale of goods and services:
- To entities controlled by key management personnel
325,928
365,869
Payment for goods and services:
- To entities controlled by key management personnel
661,179
675,368
- From key management personnel
157,104
230,495
Sales and purchases to entities controlled by key management personnel include rent, purchase and sale of products and
other expenses to entities associated with (aggie Beer.
(aggie Beer has continued as a brand ambassador during the year, continuing her association with the (aggie Beer brand,
its product development program and customer relationship. (aggie Beer receives fees of $13,092 per month for her services.
(aggie Beer received $157,104 for services provided during the year.
ecei3a )e from an! -a6a )e to re)ate! -arties
The following balances are outstanding at the reporting date in relation to transactions with related parties entered into by
(aggie Beer Products Pty 'td, with related parties that are not members of the consolidated entity:
onsolidated
2024
2023
Current receivables:
Trade receivables from entities controlled by key management personnel
14,458
28,945
Current payables:
Trade payables from entities controlled by key management personnel
12,008
81,465
The amounts outstanding are unsecured and will be settled in cash. )o guarantees have been given or received. )o expense
has been recognised in the current or prior periods for bad or doubtful debts in respect of the amounts owed by related
parties.
erms an! con!itions
All transactions were made on normal commercial terms and conditions and at market rates.
Note 2. &arent entity information
Set out below is the supplementary information about the parent entity.
onso)i!ate! statement of -rofit or )oss an! other com-rehensi3e income
&arent
2024
2023
000
000
Profit / ('oss) after income tax
(42,751)
(4,542)
Total comprehensive income
(42,751)
(4,542)
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Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 2. &arent entity information (continued)
4
onso)i!ate! statement of financia) -osition
&arent
2024
2023
000
000
Total current assets
362
161
Total assets
38,589
71,785
Total current liabilities
3,448
1,731
Total liabilities
3,451
1,801
Equity
Issued capital
166,285
166,285
Option reserve
3,213
2,946
Accumulated losses
(134,360)
(99,247)
35,138
69,984
35,138
69,984
a-ita) commitments Pro-ert6 -)ant an! e.2i-ment
There were no commitments for the acquisition of property, plant and equipment by the parent entity during the year (2023:
)il).
ateria) acco2nting -o)ic6 information
The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed in note 2, except
for the following:
P
Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.
Note 30. nterests in subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance
with the accounting policy described in note 2.
%Anership interest
&rincipal place of business /
2024
2023
Name
ountry of incorporation
B D Farm Paris Creek Pty 'td
Australia
100.00%
100.00%
(aggie Beer Products Pty 'td
Australia
100.00%
100.00%
#ampers and Gifts Australia Pty 'td
Australia
100.00%
100.00%
(aggie Beer #oldings 'td, B D Farm Paris Creek Pty 'td, (aggie Beer Products Pty 'td, and #ampers and Gifts
Australia Pty 'td are parties to a deed of cross guarantee under which each company guarantees the debts of the
others. By entering into the deed, the wholly-owned entities have been relieved from the requirement to prepare a
financial report and directorsO report under ASIC Corporations (Wholly-owned Companies) Instrument 2016/785.
Note 3. ommitments
Significant capital expenditure contracted for at the end of the reporting period but not recognised as liabilities is as follows:
onsolidated
2024
2023
000
000
a-ita) commitments
Intangible assets
363
-
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Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
4
Note 32. ontingent liabilities
The group has given bank guarantees as at 30 %une 2024 of $0.8 million (2023: $0.5 million) to various landlords.
Note 33. Events after the reporting period
On 13 August 2024, the group announced &inda Granges resignation as CEO.
On 1 August 2024, the group announced that it has agreed to settle the Earnout legal case with the former owners of #ampers
and Gifts Australia (refer to )ote 18 for further details).
On 1 August 2024 the group resolved that Paris Creek Farms (PCF) business is an asset held for sale. An advisor was
appointed on 28 %une 2024 to consider all options to optimise the value of the PCF business, including initiating an active
program to locate potential buyers. Financial information relating the PCF for the periods 2024 and 2023 is disclosed as a
reportable segment in )ote 4 of the financial statements.
On 27 August 2024 the group announced Craig 'outtits resignation as CFO and announced the appointment of Penny
Diamantakiou as CFO and COO.
)o other matter or circumstance has arisen since 30 %une 2024 that has significantly affected, or may significantly affect the
consolidated entitys operations, the results of those operations, or the consolidated entitys state of affairs in future financial
years.
Note 34. Reconciliation of (loss)/profit after income tax to net cash from/(used in) operating activities
onsolidated
2024
2023
000
000
('oss)/profit after income tax benefit for the year
(28,238)
438
Ad>ustments for:
Depreciation and amortisation
6,080
4,863
Impairment of intangible and tangible assets
18,329
12,500
Reversal of contingent liability
-
(14,000)
Gain on recognition of sublease
(168)
-
Share-based payments / (reversed)
267
(370)
Interest income classified as financing cashflow
(86)
(116)
Interest expense classified as financing cashflow
252
136
Transactions costs, net of gain of disposal
-
153
#GA settlement provision and accrued legal costs
2,110
-
Change in operating assets and liabilities:
Decrease/(increase) in trade and other receivables
(911)
1,507
Decrease in inventories
1,733
2,658
Increase in deferred tax assets
-
(1,562)
Increase/(decrease) in trade and other payables
(95)
557
Decrease in other provisions
(107)
(101)
)et cash from/(used in) operating activities
(834)
6,663
Note 3. Earnings per share
onsolidated
2024
2023
000
000
arnings -er share for -rofit)oss
('oss)/profit after income tax attributable to the owners of (aggie Beer #oldings 'td
(28,238)
438
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Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 3. Earnings per share (continued)
44
Number
Number
Weighted average number of ordinary shares used in calculating basic earnings per share
352,439,920
351,324,742
Ad>ustments for calculation of diluted earnings per share:
Options over ordinary shares
9,301,578
10,477,771
Weighted average number of ordinary shares used in calculating diluted earnings per share
361,741,498
361,802,513
ents
ents
Basic earnings per share
(8.012)
0.125
Diluted earnings per share
(8.012)
0.121
cco2nting -o)ic6 for earnings -er share
asic earnings -er share
Basic earnings per share is calculated by dividing the profit attributable to the owners of (aggie Beer #oldings 'td, excluding
any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding
during the financial year, ad>usted for bonus elements in ordinary shares issued during the financial year.
i)2te! earnings -er share
Diluted earnings per share ad>usts the figures used in the determination of basic earnings per share to take into account the
after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted
average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
Note 36. Share-based payments
Set out below are summaries of options and performance rights outstanding at reporting date:
The options and performance rights hold no voting or dividend rights and are not transferable.
-tions
Set out below is a summary of options outstanding at reporting date:
2024
Balance at
Expired/
Balance at
Exercise
the start of
forfeited/
the end of
Grant date
*esting date
price
the year
Granted
Exercised
other
the year
16/07/2020
16/07/2020
$0.140
1,000,000
-
-
-
1,000,000
16/07/2020
16/07/2020
$0.170
1,500,000
-
-
-
1,500,000
16/07/2020
16/07/2020
$0.190
1,500,000
-
-
-
1,500,000
28/10/2020
01/07/2021
$0.140
3,000,000
-
-
-
3,000,000
7,000,000
-
-
-
7,000,000
2023
Balance at
Expired/
Balance at
Exercise
the start of
forfeited/
the end of
Grant date
*esting date
price
the year
Granted
Exercised
other
the year
16/07/2020
16/07/2020
$0.140
1,000,000
-
-
-
1,000,000
16/07/2020
16/07/2020
$0.170
1,500,000
-
-
-
1,500,000
16/07/2020
16/07/2020
$0.190
1,500,000
-
-
-
1,500,000
28/10/2020
01/07/2021
$0.140
3,000,000
-
-
-
3,000,000
28/10/2020
01/07/2023
$0.190
3,000,000
-
-
(3,000,000)
-
10,000,000
-
-
(3,000,000)
7,000,000
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Maggie Beer Holdings Ltd
Notes to the financial statements
30 June 2024
Note 36. Share-based payments (continued)
45
Performance rights
Set out below is a summary of the performance rights outstanding at reporting date:
Balance at
Expired/
Balance at
the start of
forfeited/
the end of
Grant date
Expiry Date
the year
Granted
Exercised
other
the year
01/07/2021
30/06/2024
40,857
-
-
(40,857)
-
01/03/2023
28/02/2024
1,750,000
-
-
-
1,750,000
16/05/2024
31/08/2026
-
2,750,000
-
-
2,750,000
17/05/2024
31/08/2026
-
1,477,273
-
-
1,477,273
20/05/2024
31/08/2026
-
670,455
-
-
670,455
For the options granted, the valuation model inputs used to determine the fair value at the grant date, are as follows:
VWAP
share price
Exercise
Expected
Dividend
Risk-free
Fair value
Grant date
Vesting date
at grant date
price
volatility
yield
interest rate
at grant date
16/07/2020
16/07/2020
$0.225
$0.150
90.00%
-
0.26%
$0.131
16/07/2020
16/07/2020
$0.225
$0.180
90.00%
-
0.26%
$0.121
16/07/2020
16/07/2020
$0.225
$0.200
90.00%
-
0.26%
$0.115
28/10/2020
01/07/2021
$0.321
$0.150
90.00%
-
0.11%
$0.220
There are service period and non-market conditions attached to the options issued on 28 October 2020, which require reaching
trading EBITDA targets each financial year.
For the performance rights granted during the current financial year, the valuation model inputs used to determine the fair
value at the grant date, are as follows:
Share price
Expected
Dividend
Risk-free
Fair value
Grant date
Expiry date
at grant date
volatility
yield
interest rate
at grant date
01/03/2023
28/02/2024
$0.206
-
-
-
$0.206
16/05/2024
31/08/2026
$0.073
70.00%
-
3.87%
$0.035
17/05/2024
31/08/2026
$0.072
70.00%
-
3.87%
$0.034
20/05/2024
31/08/2026
$0.071
70.00%
-
3.90%
$0.033
There are service period conditions attached to the performance rights granted, which require remaining employed in current
position until 31 August 2026 and achieving TSR increase of 10% + CPI over the performance period.
If the Company achieves an increase in total shareholder return (TSR) of 10% + CPI (compounded) for the period from 31
August 2023 until 31 August 2026 Performance Period, 100% of the Rights will vest. 50% of the Rights will vest if the TSR is
equal to 5% + CPI (compounded), and if the TSR is between 5% + CPI and 10% + CPI, the Rights will vest on a pro-rata
basis, i.e. a proportion calculated on a straight line.
The group has recognised in profit or loss share-based payment of $266,961 (2023: loss of $370,000).
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Consolidated Entity
Disclosure Statement
Entity name
Entity type
Place formed /
Country of
incorporation
Ownership
interest
%
Tax residency
Maggie Beer Holdings Limited
Body corporate
Australia
100.00%
Australia
B D Farm Paris Creek Pty Ltd
Body corporate
Australia
100.00%
Australia
Maggie Beer Products Pty Ltd
Body corporate
Australia
100.00%
Australia
Hampers and Gifts Australia Pty Ltd
Body corporate
Australia
100.00%
Australia
Adelaide Hills Dairies Pty Ltd
Body corporate
Australia
100.00%
Australia
Paris Creek Farms Pty Ltd
Body corporate
Australia
100.00%
Australia
Allegro Drinks Co Pty Ltd
Body corporate
Australia
100.00%
Australia
84
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Directors’ Declaration
In the directors’ opinion:
n the attached financial statements and notes comply with the Corporations Act 2001, the Accounting Standards,
the Corporations Regulations 2001 and other mandatory professional reporting requirements;
n the attached financial statements and notes comply with International Financial Reporting Standards as issued by
the International Accounting Standards Board as described in note 2 to the financial statements;
n the attached financial statements and notes give a true and fair view of the consolidated entity’s financial position
as at 30 June 2024 and of its performance for the financial year ended on that date; and
n there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become
due and payable; and
n the information disclosed in the attached consolidated entity disclosure statement is true and correct.
The directors have been given the declarations required by section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations Act 2001.
On behalf of the directors
Susan Thomas
Chair
12 September 2024
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PricewaterhouseCoopers, ABN 52 780 433 757
One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001
T: +61 2 8266 0000, F: +61 2 8266 9999
Level 11, 1PSQ, 169 Macquarie Street, Parramatta NSW 2150, PO Box 1155 Parramatta NSW 2124
T: +61 2 9659 2476, F: +61 2 8266 9999
Liability limited by a scheme approved under Professional Standards Legislation.
Independent auditor’s report
To the members of Maggie Beer Holdings Ltd
Report on the audit of the financial report
Our opinion
In our opinion:
The accompanying financial report of Maggie Beer Holdings Ltd (the Company) and its controlled entities
(together the Group) is in accordance with the Corporations Act 2001, including:
(a)
giving a true and fair view of the Group's financial position as at 30 June 2024 and of its financial
performance for the year then ended
(b)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
What we have audited
The financial report comprises:
•
the consolidated statement of financial position as at 30 June 2024
•
the consolidated statement of changes in equity for the year then ended
•
the consolidated statement of cash flows for the year then ended
•
the consolidated statement of profit or loss and other comprehensive income for the year then ended
•
the notes to the consolidated financial statements, including material accounting policy information and
other explanatory information
•
the consolidated entity disclosure statement as at 30 June 2024
•
the directors’ declaration.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s responsibilities for the audit of the financial report section of our
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Independence
We are independent of the Group in accordance with the auditor independence requirements of the Corporations
Act 2001 and the ethical requirements of the Accounting Professional & Ethical Standards Board’s APES 110
Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to
our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance
with the Code.
86
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Our audit approach
An audit is designed to provide reasonable assurance about whether the financial report is free from material
misstatement. Misstatements may arise due to fraud or error. They are considered material if individually or in
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of
the financial report.
We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the
financial report as a whole, taking into account the geographic and management structure of the Group, its
accounting processes and controls and the industry in which it operates.
Audit Scope
Our audit focused on where the Group made subjective judgements; for example, significant accounting
estimates involving assumptions and inherently uncertain future events.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the financial report for the current period. The key audit matters were addressed in the context of our audit of the
financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters. Further, any commentary on the outcomes of a particular audit procedure is made in that context.
We communicated the key audit matters to the Audit and Risk Committee.
Key audit matter
How our audit addressed the key audit matter
Carrying value of goodwill ($18.3 million)
(Refer to note 15)
At 30 June 2024, the Group had $18.3 million of
goodwill recognised in the consolidated statement of
financial position, across two Cash Generating Units
(CGUs). During the year, the Group recognised an
impairment of $13.7 million to goodwill in respect of the
Hampers & Gifts Australia CGU.
The carrying value of goodwill was a key audit matter
due to:
•
the financial significance of the goodwill balance
to the consolidated statement of financial position;
•
the financial significance of the impairment
recognised to the consolidated statement of profit
or loss and other comprehensive income;
•
the level of judgement involved in assessing the
recoverable amount of goodwill including
estimating cash flow forecasts, the discount rate
and long-term growth rate.
We performed the following procedures, amongst
others:
•
Assessed the accuracy of the cash flow
forecasts by comparing prior budgets to actual
performance.
•
Considered whether cash flow forecasts used
in the impairment models were reasonable by
comparing to latest Board approved budgets,
business plans, historical results and other
supporting evidence.
•
Tested the mathematical accuracy of the
impairment models.
•
Together with valuation experts, assessed the
appropriateness of the discount rate and long-
term growth rate by comparing to observable
market data.
•
Assessed the reasonableness of the
disclosures made in note 15 in light of the
requirements of Australian Accounting
Standards.
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Key audit matter
How our audit addressed the key audit matter
Carrying value and classification of property, plant
& equipment - Paris Creek Farms
(Refer to note 4, 13, 33)
Paris Creek Farms continued to be loss making which
triggered an impairment assessment of its property,
plant and equipment during the year. As a result, the
Group recognised an impairment of $4.6 million.
Carrying value and classification of property, plant &
equipment at Paris Creek Farms was a key audit
matter due to:
•
the financial significance of property, plant and
equipment to the consolidated statement of
financial position;
•
the financial significance of the impairment
recognised to the consolidated statement of
profit or loss and other comprehensive
income; and
•
uncertainty over the outcome of the strategic
review of Paris Creek Farms.
We performed the following procedures, amongst
others:
•
Assessed the valuation performed by
management’s expert by considering the
relevance and reasonableness of significant
assumptions and methods used and
comparing data to observable market
transactions.
•
Assessed the competence of management’s
expert by reviewing the qualifications and
experience of the valuer.
•
Tested the mathematical accuracy of the
property, plant and equipment impairment
calculation.
•
Read meeting minutes and held inquiries with
management and the Board to understand
plans for Paris Creek Farms.
•
Assessed the reasonableness of the
disclosures made in note 33 in light of the
requirements of Australian Accounting
Standards.
Other information
The directors are responsible for the other information. The other information comprises the information included
in the annual report for the year ended 30 June 2024, but does not include the financial report and our auditor’s
report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance conclusion thereon through our opinion on the financial report. We have issued a separate
opinion on the remuneration report.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information that we obtained prior to the date of this
auditor’s report, we conclude that there is a material misstatement of this other information, we are required to
report that fact. We have nothing to report in this regard.
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Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report in accordance with
Australian Accounting Standards and the Corporations Act 2001, including giving a true and fair view, and for
such internal control as the directors determine is necessary to enable the preparation of the financial report that
is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of the financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website at: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf. This
description forms part of our auditor's report.
Report on the remuneration report
Our opinion on the remuneration report
We have audited the remuneration report included in the directors’ report for the year ended 30 June 2024.
In our opinion, the remuneration report of Maggie Beer Holdings Ltd for the year ended 30 June 2024 complies
with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the remuneration report in
accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
remuneration report, based on our audit conducted in accordance with Australian Auditing Standards.
PricewaterhouseCoopers
Paddy Carney
Sydney
Partner
12 September 2024
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Additional Securities
Exchange Information
ADDITIONAL SECURITIES EXCHANGE INFORMATION
In accordance with ASX Listing Rule 4.10, the Company provides the following information to shareholders not elsewhere
disclosed in this Annual Report. The information provided is current as at 21 August 2024 (Report Date).
CORPORATE GOVERNANCE STATEMENT
The Company’s directors and management are committed to conducting the Group’s business in an ethical manner and
in accordance with the highest standards of corporate governance. The Company has adopted and substantially complies
with the ASX Corporate Governance Principles and Recommendations (Fourth Edition) (Recommendations) to the extent
considered appropriate to the size and nature of the Group’s operations.
The Company has prepared a statement which sets out the corporate governance practices that were in operation
throughout the financial year for the Company, identifies any recommendations that have not been followed, and provides
reasons for not following such recommendations (Corporate Governance Statement).
In accordance with ASX Listing Rules 4.10.3 and 4.7.4, the Corporate Governance Statement will be available for review
on the Company’s website (https://www.maggiebeer.com.au/investor-info/corporate-governance) and will be lodged
together with an Appendix 4G with ASX at the same time that this Annual Report is lodged with ASX. The Appendix 4G will
particularise each recommendation that needs to be reported against by the Company, and will provide shareholders with
information as to where relevant governance disclosures can be found.
The Company’s corporate governance policies and charters are all available on its website (https://www.maggiebeer.com.
au/investor-info/corporate-governance).
Number of Holdings of Equity Securities
As at the Report Date, the number of holders in each class of equity securities on issue in Maggie Beer Holdings Ltd
is as follows:
Class of Equity Securities
Number of holders
Fully paid ordinary shares
2,628
Options exercisable at $0.15 and expiring 28 October 2024
1
Options exercisable at $0.18 and expiring 28 October 2024
1
Options exercisable at $0.20 and expiring 28 October 2024
1
Performance Rights
3
Voting Rights of Equity Securities
The only class of equity securities on issue in the Company which carry voting rights is ordinary shares.
As at the Reporting Date, there were 2,775 holders of a total of 354,189,920 ordinary shares of the Company. The voting
rights attaching to the ordinary shares as set out in clause 20 of the Company’s constitution are that every member who is
present at a general meeting and entitled to vote:
n on a show of hands, has one vote;
n on a poll, has one vote for each fully paid share the member holds; and
n in the case of a partly paid share, that fraction of a vote equivalent to the proportion which the amount paid up (excluding
any amount credited as paid up) on that partly paid share bears to the total issue price of that share. Amounts paid in
advance of a call are ignored when calculating the proportion.
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Distribution of Holders of Equity Securities
The distribution of holder of equity securities on issue in the Company as at the Report Date is as follows:
Ordinary Fully Paid Shares
Range
Total Holders
Units
% of Issued Capital
1 – 1,000
876
176,871
0.05
1,001 – 5,000
675
1,811,091
0.51
5,001 – 10,000
288
2,221,885
0.63
10,001 – 100,000
599
20,241,405
5.71
100,001 and over
190
329,738,668
93.10
Total
2,628
354,189,920
100
Unmarketable Parcels
The number of holders of less than a marketable parcel of ordinary shares based on the closing market price as at the
Report Date is as follows:
Unmarketable Parcels
Minimum Parcel Size
Holders
Units
Minimum $500 parcel at $0.065 per unit
7692
1,693
2,870,016
Substantial Shareholders
As at the Report Date, the names of the substantial holders of Maggie Beer Holdings Ltd and the number of equity securities
in which those substantial holders and their associates have a relevant interest, as disclosed in substantial holding notices
given to the Company, are as follows:
Substantial Shareholder
Number of Shares
Percentage
Perennial Value Management Ltd
51,488,054
14.65%
David Morgan Investments Pty Ltd
25,796,483
7.28%
Rubino Group Pty Ltd
25,465,386
7.19%
Emily McWaters Investments Pty Ltd < Emily McWaters Invest A/C>
20,417,986
5.76%
Geoff Wilson
17,982,402
5.07%
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Twenty Largest Holders of Quoted Equity Securities
The Company only has one class of quoted securities, being ordinary shares. The names of the 20 largest holders of ordinary
shares, and the number of ordinary shares and percentage of capital held by each holder is as follows:
Ordinary shares
Number
held
% total shares
issued
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
58,811,624
16.605%
DAVID MORGAN INVESTMENTS PTY LTD
25,796,483
7.283%
RUBINO GROUP PTY LTD
25,465,386
7.190%
EMILY MCWATERS INVESTMENTS PTY LTD
20,417,986
5.765%
DYNASTY PEAK PTY LTD
17,982,402
5.077%
UBS NOMINEES PTY LTD
14,323,564
4.044%
MUTUAL TRUST PTY LTD
12,107,075
3.418%
BNP PARIBAS NOMINEES PTY LTD
9,781,304
2.762%
SIEANA PTY LTD
9,490,968
2.680%
BNP PARIBAS NOMS PTY LTD
8,803,022
2.485%
AMK INVESTMENTS (WA) PTY LTD
7,700,000
2.174%
MINEHAN SUPER PTY LTD
7,500,000
2.118%
BICKFORDS (AUSTRALIA) PTY LTD
7,425,483
2.096%
CITICORP NOMINEES PTY LIMITED
6,377,058
1.800%
BEER FAMILY HOLDINGS PTY LTD
5,873,685
1.658%
BUDUVA PTY LTD
5,000,000
1.412%
BUNGEELTAP PTY LTD
4,705,248
1.328%
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
4,092,241
1.155%
C & M BEER NOMINEES PTY LTD
3,562,356
1.006%
AMAK PTY LTD
3,098,119
0.875%
TOTAL SECURITIES OF TOP 20 HOLDINGS
258,314,004
72.931%
TOTAL SECURITIES
354,189,920
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Unquoted Equity Securities
The number of each class of unquoted equity securities on issue, and the number of their holders, are as follows:
Class of Equity Securities
Number of unquoted Equity Securities
Number of holders
Options
13,500,000
2
Performance Rights
4,897,728
3
There are no persons who hold 20% or more of equity securities in each unquoted class other than under an employee
incentive scheme.
On Market Buyback
There is no current on-market buy-back program in place.
Issues of Securities
There are no issues of securities approved for the purposes of item 7 of section 611 of the Corporations Act which have not
yet been completed.
Securities purchased on-market
No securities were purchased on-market during the reporting period under or for the purposes of an employee incentive
scheme or to satisfy the entitlements of the holders of options or other rights to acquire securities granted under an
employee incentive scheme.
Stock Exchange Listing
Maggie Beer Holdings Limited’s ordinary shares are quoted on the Australian Securities Exchange (ASX issuer code: MBH).
Other Information
Registers of securities are held by Boardroom Pty Limited, Level 8, 210 George Street Sydney NSW 2000.
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ABN 69 092 817 171
maggiebeerholdings.com.au