Myer Annual Report 2024
A
Annual Report
2024
B
Contents
Annual General Meeting
The fifteenth Annual General Meeting (AGM) of Myer Holdings
Limited (ABN 14 119 085 602) (Company or Myer) will be held on
Tuesday 10 December 2024 at 2:00pm (Melbourne time).
The AGM will be a hybrid meeting, held in person at Clarendon
Auditorium, Melbourne Convention and Exhibition Centre –
2 Clarendon Street, South Wharf VIC 3006, and on an online
platform. Shareholders attending in-person will be able to vote and
ask questions during the AGM. Shareholders attending online will be
able to access a webcast of the AGM, vote and submit questions.
A telephone facility will also be available to shareholders to ask a
question verbally during the AGM.
The online platform can be accessed at:
meetings.linkgroup.com/myr24
The 2024 Myer Annual Report reflects Myer’s financial and
sustainability performance for the 52-week period to 27 July 2024.
It covers our retail and store support operations in Australia. The
Annual Report is prepared for all Myer stakeholders including
shareholders, analysts, customers, suppliers, team members, and
the wider community. Content is based on ASX financial and
governance reporting guidelines, stakeholder feedback, and
Myer’s business strategy. Further information is available from
myer.com.au.
Acknowledgement of Country
In the spirit of reconciliation, Myer acknowledges the Traditional
Custodians of country throughout Australia and their connections
to land, sea, and community. We pay our respects to their Elders
past and present and extend that respect to all Aboriginals and
Torres Strait Islander people.
About Myer
Letter from the Executive Chair
Performance Overview
Directors’ Report
17
Remuneration Report
31
Auditor’s Independence Declaration
50
Financial Statements
51
Directors’ Declaration
88
Independent Auditor’s Report
89
Shareholder information
94
Corporate directory
96
Sustainability at Myer
1
2
5
11
Myer Annual Report 2024
1
About Myer
As one of the country’s favourite and most trusted retailers,
Myer provides leading customer service and experiences,
high quality and exclusive brands, with compelling value.
It is through the work of all Myer team members, that Myer has been
ranked as Australia’s 7th most trusted brand by Roy Morgan in their
Most Trusted Brand Index, with Myer being one of three fashion
retailers in the top ten.
Myer operates 56 department stores across Australia, as well as our
online business: myer.com.au, and with our team members, we are
committed to being Australia’s favourite department store. Our
merchandise offer includes core product categories: Womenswear;
Menswear; Childrenswear; Beauty; Homewares; Electrical Goods;
Toys and General Merchandise. The majority of Myer’s operations are
in Australia and encompass Myer department stores, sass & bide and
Marcs and David Lawrence. In addition to our Australian operations,
we have a sourcing office located in Hong Kong. Myer’s online
business is a significant asset, now representing 21.6% of total sales.
About MYER one
Our loyalty program, MYER one, has more than 10 million members.
Members earn Credits on purchases at Myer that convert into
Reward Cards on a quarterly basis. For every 1,000 Credits earnt,
Members receive a $10 Reward Card. Further details about the
MYER one program are available at: myerone.com.au
Myer in the community
Myer has a long-standing history of supporting local communities
and is proud to partner with more than 58 charities across
Australia annually. Myer’s founder Sidney Myer was a well-known
philanthropist, and it is in his tradition that the Myer Community Fund
remains committed and focused on charitable work.
The Myer Community Fund is the national charity of the Myer Group;
it is a public ancillary fund and governed by its own Board. The Fund
is committed to raising funds through charitable activities involving
Myer team members, customers, and suppliers. We believe that by
engaging with and contributing to the communities in which we
live and work, we can have a positive social impact, make a lasting
contribution, and help achieve positive change.
In FY24, the Myer Community Fund was proud to raise over
$2.3 million, to support our charity partners, including The Alannah &
Madeline Foundation, The Salvation Army, The Pyjama Foundation
and local charity partners nationally. Funds go towards supporting
children and families in Australia, including those unfortunately
impacted by family violence.
2
Letter from the
Executive Chair
We are focused on improving our profitability, performance and
shareholder returns. We have commenced a comprehensive strategic
review to increase Myer’s profitability and drive sustainable earnings
growth. Our objective is to identify opportunities to deliver a step-change
in Myer’s market position and generate strategic and financial benefits.
Dear Shareholder,
On behalf of the Myer Board and executive team, I am pleased to
present to you Myer’s 2024 Annual Report, the first in my capacity
as Executive Chair, having officially commenced this role on
3 June 2024.
Over the past six years, significant work has been undertaken to
stabilise the business and build a strong foundation for sustainable
future growth. Myer today has 124 years of retail heritage and
is the 7th most trusted brand in Australia. We have an engaged
front-line team with an 85% in-store customer satisfaction rating
and a comprehensive offering across a wide range of price points
providing broad customer appeal.
We are laser-focused on improving our profitability, performance
and shareholder returns.
To this end when I took on the role as Chair on 14 March 2024, we
commenced a comprehensive strategic review with the objective
of identifying opportunities to deliver a step-change in Myer’s market
position and generate substantial strategic and financial benefits.
FY24 Financial Results1
While our strategic review is progressing, we have remained
focussed on improving our profitability, performance and
shareholder returns.
Despite the tougher trading conditions, work undertaken by the
Myer team in recent years has helped stabilise the business and
established a foundation for future growth.
Pleasingly, despite these conditions, our Group comparable sales2
increased 0.4%, with the trajectory improving half on half.
Our Total Sales3 were down 2.9 % at $3,266.1 million, reflecting
the impact of the closure of our Frankston (in FY23), Brisbane, and
Werribee stores for all or part of the year.
Our online sales continued to grow and were up 2.0% at
$704.3 million, constituting 21.6% of our Total Sales3.
Our Operating Gross Profit (OGP) reduced 2.5% to $1,194.4 million
and gross margin rate increased by 15 basis points (bps) to 36.6%.
Net Profit after Tax4 (NPAT) was down 26.0% at $52.6 million reflecting
the impact of store closures, the challenging trading conditions and
inflationary cost pressures, and the underperformance of sass &
bide, Marcs and David Lawerence.
Statutory NPAT of $43.5 million includes Implementation Costs and
Individually Significant Items of $9.1 million.
Throughout this challenging period, we have maintained a robust
balance sheet and generated strong cash flow. Our operating
cashflow was up $8.0 million at $250.4 million, and net cash at period
end was $113.8 million.
Tight inventory management remained a key focus, and it was
pleasing to see a reduction in our clearance inventory5 from 8.0% of
total inventory in FY23 to 7.5% in FY24.
Our Net Capital Expenditure of $69.4 million (versus $74.5 million
in FY23) included investment in key projects such as three store
refurbishments, a new Point of Sale System and the new National
Distribution Centre which has encountered delays in ramping up,
increased implementation costs and complexity that are currently
being addressed.
The Board declared a final dividend of 0.5 cent per share fully
franked taking the total FY24 dividends for the financial period to
3.5 cents per share fully franked.
1 Compared to FY23 (52 weeks to 29 July 2023), unless otherwise stated
2 Group comparable sales excludes the impact of store openings and closures
and stores subject to refurbishment. Significant closures include the Frankston
and Brisbane City stores, and the temporary closure of Werribee
3 Revenue from sale of goods excluding concession sales and sales
revenue deferred under customer loyalty program was $2,438.1 million
(FY23: $2,565.8 million)
4 Excluding Implementation Costs and Individually Significant Items
5 Department Stores stock on hand only
Myer Annual Report 2024
3
FY24 Business overview
Throughout the year we continued to invest in tools for our frontline
team members, notably we completed the roll-out of our new
point of sale software which provides real-time transaction details
for customers and improved transaction speed.
We also expanded our M-Metrics app to our brand partner team
members. The M-Metrics app has been a significant resource for
our frontline team members giving them access to product and
promotion information, performance analytics and verbatim
customer feedback. It means everyone on the shop floor now has
this data in the palm of their hand.
It is pleasing to report that these investments combined with our
other customer service initiatives have resulted in Myer achieving
its highest in-store customer service ratings on record, up 210 basis
points at 85%.
Team member safety continues to be a priority for us, as we
continue to work on implementing initiatives to enhance the
working environment. During the year, we undertook trials on body
worn cameras and invested in new Myer security guards.
From a loyalty perspective, we achieved another record year for
MYER one since the inception of the program in 2004. We now
have 4.4 million active MYER one members (which are those
members that spent in the last 12 months) and a tag rate of 77.2%
of our sales using their MYER one card. This provides us significant
access to data to inform and improve our customer engagement
and lifecycle value.
We attracted 706,000 new MYER one members during the year,
with more than half under the age of 35 – demonstrating that we
have the ability to continue to attract a younger demographic.
We see enormous potential in leveraging this competitive strength
as part of our future growth strategy.
Throughout FY24 we continued to invest in our omni-channel
capability and growing our partner and financial services
ecosystem. We also strengthened our fulfillment experience with
the introduction of metro-to-metro services, increasing speed to
customers and continued to drive momentum in big brands and
delivering a balanced offer.
Strategic review
In March, we commenced a broad-ranging strategic review
focused on repositioning Myer’s retail platform for sustainable
and profitable long-term growth in an evolving retail landscape.
This review is well progressed and includes a comprehensive
assessment of Myer’s product offering, brand portfolio, store
network, supply chain, eCommerce platform, loyalty program,
technology, capital management framework and cost base.
While the review remains ongoing, the preliminary phase of the
review has identified growth of Myer’s private label and exclusive
brands portfolio as a strategic priority. In light of this, the Board
decided to:
1.
Cease the sale process of sass & bide, Marcs and David
Lawrence; and
2.
Explore a potential combination with Premier Investments’
Apparel Brands.
Sass & bide, Marcs and David Lawrence
On 24 June 2024 we announced plans to retain and leverage the
equity in these well-known and loved brands, recognising that in
the three periods prior to FY24 (and the disruption of a potential
sale) they had a combined track record of positive earnings
contribution.
We have commenced a reset of sass & bide to improve its
performance, including the closure of 10 retail stores (with four
stand-alone stores remaining), the restructure of its support
operations and the opening of new Myer concession pads.
We have also identified further opportunities to leverage Myer’s
loyalty program and omni-channel offering to promote and grow
all three brands.
Apparel Brands
In June 2024, we also announced that the Company had
approached Premier Investments to explore a potential
acquisition of its Apparel Brands business to create one of
the leading retail and apparel companies across Australia
and New Zealand.
4
About Olivia Wirth, Myer’s Executive Chair
Olivia has a wealth of experience in CEO and senior executive
roles, and possesses strong capability in customer experience
and analytics, marketing, brand and loyalty, as well as
corporate affairs and government relations.
Olivia joined the Myer Board as an independent Non-Executive
Director in November 2023 and was recently appointed as
Executive Chair to drive the Company’s next phase of growth.
Olivia is focused on delivering improved outcomes for Myer’s
valued customers, team members and all Myer shareholders.
Previously, Olivia held a number of other senior leadership roles
at Qantas after commencing there in 2009, including
Chief Customer Officer; Group Executive for Brand, Marketing
and Corporate Affairs; and Group Executive for Government
Relations and Corporate Affairs. She was a member of the
Group Management Committee since 2010 and most recently
retired as CEO of Qantas Loyalty after 6 years in the role.
Prior to Qantas, Olivia held senior executive roles for a number
of organisations including the Tourism and Transport Forum
industry lobby group and the Australian Tourist Commission.
Since 2018, Olivia has been a board director of the Great Barrier
Reef Foundation and was also on the Board of UNICEF Australia
until 24 August 2024.
We believe that this has the potential to generate significant
value for shareholders and accelerate the delivery of the
Company’s key strategic priorities.
Apparel Brands is a leading clothing business with a portfolio
comprising the Just Jeans, Jay Jays, Portmans, Jacqui E, and Dotti
brands and has a retail network of 717 stores across Australia and
New Zealand.
The Board
As I noted earlier, the Company announced my appointment
as Executive Chair in March 2024 to drive the Company’s next
phase of growth. As part of this, the Board also appointed current
independent Non-Executive Director, Dr Gary Weiss AM, as Deputy
Chair and Lead Independent Director – a new role created to
enhance governance.
In May 2024, we also announced that Mr Robert (Rob) Perry joined
the Board as a Non-Executive Director.
Rob has extensive experience and expertise in audit, internal audit
and risk management from a 36-year career with professional
services firm EY, with a major focus on the retail and consumer
sector. His appointment enhances and complements the Board’s
existing skills set.
Executive team
Following the retirement of the Company’s Chief Financial Officer,
Nigel Chadwick, in early 2024, Matt Jackman assumed the role
from 1 February 2024.
In March 2024, we also announced that Executive General
Manager Stores, Tony Sutton, was promoted to the new executive
position of Chief Operating Officer. With more than 30 years at
Myer, Tony is an experienced retail executive, including more than
a decade on the Executive Management Group (EMG).
Thank you
On behalf of the Board and the EMG, I want to thank our
shareholders, over 10,000 valued team members who serve our
customers with distinction every day, our loyal brand partners
and suppliers, and above all else, our customers for your ongoing
support and loyalty.
I would also like to acknowledge the leadership of Ari Mervis,
Myer’s previous Chairman and John King, Myer’s previous CEO
and Managing Director, for the significant work they did to stabilise
the business.
With considerable work underway on our strategic review
and the potential combination with Apparel Brands, I look
forward to communicating to shareholders on our progress
at the upcoming AGM.
Yours sincerely,
Olivia Wirth
Executive Chair & Director
Myer Annual Report 2024
5
Performance
Overview
Key Financials
$ Millions
2024
2023
Change
Total sales1
3,266.1
3,362.9
(2.9%)
Operating gross profit (OGP)
1,194.4
1,224.6
(2.5%)
Cost of doing business (CODB)2
(834.7)
(824.1)
1.3%
Earnings before interest, tax, depreciation and amortisation (EBITDA)2
359.7
400.5
(10.2%)
Earnings before interest, tax (EBIT)2
162.7
196.2
(17.1%)
Net profit after tax (NPAT)2
52.6
71.1
(26.0%)
Implementation costs and individually significant items after tax
(9.1)
(10.7)
(15.0%)
Statutory profit after tax
43.5
60.4
(28.0%)
Basic earnings per share (cents)3
5.2
7.4
(28.8%)
Basic earnings per share (cents) – adjusted4
6.3
8.7
(27.0%)
1 Revenue from sale of goods excluding concession sales and sales revenue deferred under customer loyalty program was $2,438.1 million (FY23: $2,565.8 million)
2 Excluding implementation costs and individually significant items
3 Based on statutory profit after tax
4 Based on NPAT excluding implementation costs and individually significant
Our results reflect the challenging macroeconomic environment for Australian
retailers. Despite the tougher trading conditions, work undertaken by Myer in
recent years has helped stabilise the business and establish a foundation for
future growth.
With a highly engaged customer base, a leading loyalty program, positive
comparable department store sales growth and high levels of trust in
the Myer brand, there are significant opportunities for growth.
6
Another strong year of delivery
All Myer team members remained focused on our plans, delivering
great value, improved customer service – ensuring we remain
Australia’s favourite and one of the most trusted department
stores in the Country.
Online returns to growth
Group online sales were $704.3 million, up 2.0% year-on-year with
a 3.2% increase in average order value. Importantly, online sales
represented 21.6% of total sales. Compared to FY19, Group online
sales are up 169%.
Over the past year we have remained dedicated to enhancing
our omnichannel customer experience. In the online space,
improvements in search result refinement and filtering have
made it easier for customers to discover products. Our efforts to
deepen on-site personalisation have led to more relevant product
recommendations throughout the site.
We have uplifted the checkout experience and implemented
user experience improvements including boosting site speed to
enable faster product discovery, especially for our customers on
mobile devices. We also invested in the security of customers’
accounts and personal information by introducing Multi-Factor
Authentication.
Additionally, we have significantly expanded our product range
through our marketplace offering, doubling the number of
products available online over the past year. We have increased
our online product count from 20,000 to 47,000 covering fashion,
home, beauty and kids and baby categories.
In partnership with Australia Post, we have enhanced our fulfilment
proposition by introducing metro-to-metro, intrastate fulfillment,
and authority to leave, ensuring our customers receive their
parcels faster and more conveniently.
With our continued focus on improving the fulfilment proposition,
our post-purchase Net Promoter Score (NPS) has improved by
7.7 points year-on-year to 55.6, although purchaser NPS has
declined by 4.1 points to 65.4 primarily due to login customer
experience issues which we expect to be fixed early in 2025.
After two years of online consolidation post pandemic, we are
focused on returning online to accelerated growth, by enhancing
our customer experience through personalisation, enhancing our
mobile app, and expanding our marketplace offering.
Myer Annual Report 2024
7
In-store experience
Our investment in store experience has led to us recording our
best customer satisfaction results to date, with our in-store team
members receiving a score of 85%, up from 83% last year and
70% at the end of the first half of FY18.
Once again, Myer was named Department Store of the Year by
Roy Morgan, as well as being rated highly by Roy Morgan as the 7th
most trusted brand in Australia. Myer was also recognised by Inside
Retail as a 2024 finalist for Customer Service Team of the Year.
Our leading M-Metrics team member application continues to
lay the foundation for empowering our team members, providing
access to real time internal communications, bite-sized learning,
key performance metrics and digital reward and recognition. We
welcomed our valued brand partners to the platform, onboarding
over 80 brands and 3,800+ brand partner team members. This has
enabled our entire Myer team to work more collaboratively than
ever before.
We also launched our Store Pathways program in M-Metrics, with
learning modules that enhance the capability of our team as
they grow into new roles in the store network. For FY25, we are
continuing to expand our team development programs across the
business. This includes the launch of Mentorship at Myer program
for our support office team, as well as a Senior Leader Coaching
program to support the professional development of our future
leaders.
We are continuing to transform our store technology, ensuring our
team members are provided with innovative systems to enhance
the customer experience. In the second half of FY24, we achieved
a major milestone in our evolving store technology suite by
launching our new OmniStore point of sale system into all of our
stores, marking our greatest step-change to date.
Merchandise
Myer is continuing to strengthen its strategic partnerships with key
brand partners to deliver stronger outcomes for the business. As
a result, we are continuing to see more brands selecting Myer as
their preferred retail partner, with new additions across our Fashion,
Beauty, and Home categories this year.
Strengthening the relationships with our key brand partners has
secured greater investment from brands, exclusive product and
Myer only ranges.
We are continuing to add new brands at scale that resonate with
our customers, with key new brands in Womenswear and intimates
including Country Road, Estelle, Unison, Trenery, Commonry,
Decjuba, Dune London, Wittner and Columbia launched in-store
with continued expansions in key brands into more doors from Nine
West and Witchery.
In Menswear, new brands including Country Road, Trenery, Seed
Mens, Unison, Columbia, and Skwosh were launched in-store. As well
as continued expansions in key brands into more doors from MJ Bale,
Politix and Vans.
Myer Beauty continues to be the department store of choice for
leading luxury beauty brands and niche fragrances. New brands
include Penhaligons, Nishane, Matiere Premiere, Initio, Jo Loves, The
Beauty Chef, Dr. Hauschka, Toiletpaper beauty, Patricks and Essie.
Myer has achieved a major milestone
with our new OmniStore point of
sale system, which significantly
improves the customer experience in
store, delivering quicker transaction
times and greater interactivity at
the checkout. With the delivery of
OmniStore, we’ve implemented a
modern platform that will enable us
to explore even more sophisticated
technology levers in the future, such
as mobile checkout.
Gary Stones – General Manager of Business Enablement
Myer is continuing to strengthen its
strategic partnerships with key brand
partners to enhance commercial
success. As a result, we are continuing
to see more brands selecting Myer as
their preferred retail partner, with new
additions across our Fashion, Beauty,
and Home categories this year.
Chris Pitts – Acting Chief Merchandise Officer
8
Property
Myer is continuing to reduce excess space across the business,
delivering a total of 14.2% reduction (152,000 m2) in space since
the first half of FY18. This, combined with store refurbishments, has
seen in-store sales productivity increase by 7% versus FY18.
We also maintained a disciplined focus on cost, rightsizing our cost
base with CODB, as a percentage of revenue, 146 basis points
lower than FY18, on a pre AASB16 basis.
Reducing costs and ensuring we are operating in the most
efficient and effective way continues to be a focus across the
business.
MYER one
The MYER one program is a cornerstone of our competitive advantage,
strategically positioning our business for continued success.
With a membership base of 10 million members across our omni-
channel network, 4.4 million active members who have shopped
with Myer in the last 12 months, now sees MYER one as one of the
largest retail loyalty programs in Australia. Importantly, throughout
FY24, we welcomed 706,000 new members to the program,
with over 50% under the age of 35, primarily from younger
demographics.
The percentage of MYER one transactions across all purchases,
both in-store and online, remained strong with engagement
(tag rate) levels at 77.2% of sales.
Through the program, we have the ability to connect with our
most valuable customers, delivering targeted and insightful
communications and experiences. This program also provides
critical data and insights that guide the customer-centric decisions
across our Company.
In FY24, we have deepened our engagement with customers by
leveraging the comprehensive data from the MYER one program,
gaining better insights into their purchasing preferences – what
they want to buy, when, and where.
Our enhanced data analytics capabilities, technology
infrastructure, and own marketing channels have allowed us to
optimise promotions, offers, advertising, and marketing strategies
to create more meaningful interactions with our customers.
This initiative is bolstered by our innovative Customer Value
Management program. Utilising AI and machine learning models,
we can effectively predict customer behaviour and anticipate
their needs, enabling us to offer personalised recommendations
throughout our marketing ecosystem.
Myer Annual Report 2024
9
77.2%
10m
Strong MYER one
tag rate
MYER one membership
Accelerating and unlocking the
MYER one program remained a key
strategic focus for FY24, as we drive
deeper engagement with our growing
base of over 10 million members,
achieving another record year for
MYER one engagement.
Geoff Ikin – Chief Customer Officer
MYER one recognised internationally and delivering
for our customers
Our transformative efforts in this area have received national
and international recognition for their innovation and impact,
showcasing the dedication of our team to unlock greater
value from MYER one while fostering deeper customer
connections.
The MYER one program has been recognised
domestically and internationally for its sophistication,
innovation and scale
–
2023 and 2024 International Loyalty Program of the
Year (APAC) – International Loyalty Awards
–
2024 Best Long Term Loyalty Program Globally –
International Loyalty Awards
–
2023 and 2024 Best Use of Data/Analytics/AI in Loyalty
– International Loyalty Awards
–
2023 Best Use of Communications in Loyalty –
International Loyalty Awards
–
2023 Loyalty Program of the Year – Inside Retail
–
2024 Best use of Email Marketing – Power Retail
10
Supply Chain
Both our new 40,000 square metre National Distribution
Centre (NDC) in Ravenhall, Victoria and 20,141 square metre
Regional Distribution Centre (RDC) in Wacol, Queensland have
commenced operation, serving both stores and online fulfillment.
While both distribution centres are running, they are not fully
operational and we expect that it will take considerably longer
than originally envisioned to fully ramp up the capability and
automation in these sites.
Strengthening strategic partnerships
In FY24, we continued to grow and scale our successful pay
with points ecosystem with partners including CommBank, Virgin
Australia and American Express, with these partnerships paving
the way for further customer acquisition, revenue generation, and
engagement enhancement.
Combined with MYER one, these partnerships enable us to reach
and access 36 million combined cardholders that participate
across these programs, uniquely positioning us to provide more
value to more Australians.
Through these partnerships, customers are able to redeem their
CommBank, Virgin Australia and American Express loyalty points
as a form of currency online at myer.com.au and in-store for
CommBank. They also continue to earn MYER one credits on all
eligible purchases, enabling them to get to their next reward
sooner.
Myer Annual Report 2024
11
Myer continues to update its Sustainability web page on its Investor and Media Centre, providing customers and stakeholders with
information on Myer’s commitments and initiatives.
Sustainability
at Myer
At Myer, sustainability is about responsible business growth and
development that considers and addresses the environmental, ethical,
economic and social impacts of our business operations and strategies.
Myer recognises that climate change is important to our
customers, shareholders, suppliers, and team members and is
transitioning towards climate related reporting and disclosure
requirements as they develop. Myer continues to progress on
its Sustainability Strategy, considering business activities and
impacts across the supply chain, as well as stakeholder interests.
The Sustainability Strategy focuses on energy management,
sustainable packaging, waste management and sustainable
sourcing which includes ethical sourcing and sustainable
merchandising.
Energy
management
Sustainable
packaging
Waste
management
Sustainable
sourcing
12
Energy and emissions management
Myer is committed to reducing carbon emissions, exploring
energy reduction initiatives and renewable energy options.
Scope 1 & 2
Myer’s direct emissions that are owned or controlled by Myer
(Scope 1) and indirect emissions produced to generate the power
used by Myer (Scope 2) consumption for the year reduced by
3.2%, which equates to a 3.6% reduction in CO2 emissions, based
on National Greenhouse and Energy Reporting (Measurement)
Amendment (2023 Update) Determination 2023 emissions factors.
Myer has continued to conduct store lighting audits to prioritise
which stores will receive energy efficient lighting upgrades. In
FY24, the Southland, Eastland, Geelong, Albury and Fountain
Gate stores upgraded to LED lighting. Since implementation, gross
energy consumption across these stores reduced by 20%, which
equates to a reduction of 614.2 tonnes of CO2 emissions.
Myer’s Distribution Centre in Eastern Creek, New South Wales
was upgraded with solar panels. In FY24, Eastern Creek’s energy
consumption reduced by 39.6%.
As our strategic plan continues to develop, Myer will remain
focused on decarbonising through various emissions reduction
initiatives and will provide updates through our Sustainability web
page and annual reports as our strategy evolves.
Scope 3
During FY24, Myer commenced developing targets for Scope 3
emissions (indirect emissions not controlled by Myer that occur
in the value chain, including both upstream and downstream
emissions).
As part of this process, Myer, with the assistance of an
independent third party, commenced a process of data
collection and analysis of Scope 3 emissions. The initial assessment
of the emissions boundary was also undertaken.
Upstream
Category 1
Purchased Good & Services
Category 2
Capital Goods
Category 3
Fuel & Energy Related Activities
(not included in scope 1 and 2)
Category 4
Upstream Transportation & Distribution
Category 5
Waste Generated in Operations
Category 6
Business Travel
Category 7
Employee Commuting
Downstream
Category 9
Downstream Transportation & Distribution
Category 12
End-of-life Treatment of Sold Products
The Scope 3 emissions inventory was developed in line with
the Greenhouse Gas Protocol, a globally recognised standard
for measuring and managing greenhouse gas emissions. The
inventory developed was used to identify emissions hotspots, such
that material emission reduction opportunities were identified and
prioritised.
Myer will continue to refine its Scope 3 emissions assessment and
strategy, including via engagement with relevant departments to
enhance understanding of category specific emissions impacts so
as to accelerate the reduction of emissions across the value chain.
NABERS (National Australian Built Environment Rating
System)
NABERS is a rating system designed to measure, understand and
compare environmental performance of buildings and tenancies,
while identifying areas for cost savings and future improvements.
In FY24, Myer participated in the NABERS Accelerate program for
retail, designed to assist in the development of a NABERS scale for
a retail store inside or outside a shopping centre, being rated from
one to six stars based on energy efficiency. This was beneficial
for Myer as it allowed Myer to engage with NABERS and better
comprehend how the NABERS benchmarking is developed and
what was required. This was also an opportunity to lead the retail
sector by being one of the first retail sites to obtain a NABERS rating.
Sustainable packaging
Myer is committed to implementing initiatives in line with APCO
commitments and 2025 National Packaging Targets.
Myer has continued to take a comprehensive approach,
with several initiatives in place across departments to reduce
packaging, increase the amount of recycled and renewable
content in private label packaging and implement labelling
regarding recyclability.
Myer Annual Report 2024
13
Myer remains a committed signatory to the Australian Packaging
Covenant Organisation (APCO), submitting its Annual Report in
March 2024. The APCO is a national co-regulatory initiative in
place of state-based regulatory arrangements for sustainable
packaging management, optimising packaging practices,
reducing the environmental impact of packaging in Australian
communities and increasing recycling diversion. Myer’s overall
performance level rating for the Annual Report was leading –
demonstrating Myer’s significant progress made.
Throughout the period, Myer has continued to conduct multi-
stakeholder packaging steering committees to execute
packaging initiatives.
Myer has also continued to conduct packaging reviews across
private label packaging through the Packaging Recyclability
Evaluation Portal (PREP), which is an online platform used by
organisations to verify if packaging is recyclable in Australian
kerbside collections. Based on these evaluations, Myer
implemented the Australasian Recycling Label (ARL) onto
packaging. This is an evidence-based system underpinned by the
PREP, providing easy to understand recycling information. These
initiatives assist with keeping contamination out of the recycling
stream and recyclable material away from landfill.
After carrying out packaging evaluations in FY24 on over 42,000
SKUs, Myer will continue its focus on this area and look to expand
the number and breadth of such assessments across its supply
chain and merchandising ranges.
Renewable sources were also introduced into private label
merchandising packaging, including Forest Stewardship Council
accredited materials. Myer has also continued its commitment
to reviewing packaging with reference to Sustainable Packaging
Guidelines (SPG) or equivalent and will continue to embed the
SPGs further into business processes. Myer’s sustainability team
collaborates with suppliers and brands with the aim of designing
better packaging that focuses on innovation and incorporates
more recycled and recyclable materials.
Since 2021, Myer has phased out single-use plastic shopping bags
and decreased plastic bags by approximately 12 million bags.
Myer has also implemented paper bags into its Western Australian
and Queensland stores and will complete a national roll out
during 2025. For online packaging, Myer has transitioned away
from virgin plastic in its satchels, and cardboard boxes are made
from recycled content and are fully recyclable. Myer paper bags
and online packaging have adopted the ARL to communicate
whether it can be recycled.
Waste Management
Myer is committed to focusing on responsible waste
management through minimising waste to landfill, promoting
recycling and supporting circular economy initiatives
Myer continues to reduce the volume of waste sent to landfill,
while sustaining effective re-use systems including cardboard and
paper, clear flexible plastics, apparel hangers, damaged and
unsold stock, timber pallets and security tags.
In FY24, Myer’s hanger reuse rate was 81%, through longstanding
partner Pact Group reverse logistics process. This is equivalent to
281 tonnes of waste diverted away from landfill.
In FY24, Myer’s commitment to total waste and recycling
generation was demonstrated through achieving a waste
diversion rate of 69% against a waste diversion target of 70%.
This rate was impacted by several store and distribution centre
closures within the network contributing to an increase in general
waste disposal during FY24.
Myer’s waste management roadmap remains in place, with the
aim of continuing to improve on existing waste and recycling
systems and processes within its operations. Myer has improved
governance around these processes, placing waste in store audits
and mandatory actions for stores to complete on a quarterly basis,
as well as education campaigns to the store network to increase
awareness to how best to dispose of materials responsibly.
14
Circular Economy
Myer continues to expand its circular economy initiatives and is
committed to working collaboratively on interrelated systemic
issues across the sector to deliver impact through strategic
partnerships.
During FY24, Myer continued to offer customers a convenient
place to drop off textiles and cookware through in-store
partnership recycling and reuse to support with closing the loop
and preventing these materials going to landfill.
Myer also expanded its textile initiative with longstanding charity
partner, The Salvation Army. Customers are encouraged to
donate their textiles to donation stations located at the hub of
each selected store whereby textiles are resold into their Salvos
Stores network or managed by a third party. In FY24, Myer diverted
approximately 9,342 tonnes of textiles away from landfill. This
initiative has a positive impact on the environment and on the
community.
Myer also continues to engage Textile Recyclers Australia to
collect textile waste such as off-cuts and samples from the
Merchandising teams during their ranging process. The collected
materials are then upcycled into furniture filler, diverting them
away from landfill and reducing the use of virgin materials. A total
of 473.8 kilograms of textile waste was collected in FY24.
Myer continues to partner with internationally recognised
homewares brand Tefal and launched a recycling cookware
campaign in 14 stores. Myer collected a total of 2.9 tonnes of
cookware that was recycled and diverted away from landfill.
Myer has also partnered with Recycle Mate for Tefal’s cookware
recycling, an initiative of the Australian Council of Recycling with
funding support from the Australian Government’s Environment
Restoration Fund program. This program allows governments,
recyclers and communities to work together to gather and
share recycling information. Through artificial intelligence, the
Recycle Mate app advises the best local disposal options so that
consumers can confirm which bin to use at home or learn if there
is a better recycling option nearby. By scanning the cookware,
consumers are directed to Myer stores participating in these two
initiatives.
Sustainable Merchandising
Myer is committed to focusing on increasing sustainable
merchandising offerings to reduce impacts on the environment
and provide customer value enabling access of more
sustainable products.
Myer acknowledges and is aligned with customers’ expectations
for sustainable merchandising and is committed to increasing
efforts to minimise the impacts of our products through increasing
the use of environmentally preferred materials, eliminating waste
and a responsible sourcing strategy.
The impacts of fibres are reviewed as part of the design and
development process, with private label teams focusing on
utilising a number of sustainable alternatives to traditional fibres,
including Certified European Flax, organic cotton, recycled PET
and recycled nylon, vegan leather alternatives and Tencel.
Work also continues on exploring avenues to increase supply
chain transparency and further ensure certification of sustainably
sourced fibres, including cotton and wool. Mulesing is a painful
practice whereby skin around the tail is cut from lambs to prevent
flystrike. Myer continues to progress on its commitment to phase
out mulesing from private label wool-containing products by 2025
and expects all suppliers including national brands and brand
partners to observe the same.
Ethical Sourcing
Myer is committed to high standards of ethical conduct and
responsible sourcing practices to protect the rights of workers
throughout its operations and supply chain to drive positive
change. Respecting human rights is fundamental to doing
business with Myer.
Myer’s Ethical Sourcing Framework defines the way of working
to ensure responsible sourcing and drives ongoing improvement
through measurable and actionable insights. The framework is
based on internationally recognised standards such as the Ethical
Trade Initiative and aligns with the minimum standards set out in
Myer’s Ethical Sourcing Policy. Suppliers and business partners must
share the same values of accountability, corporate responsibility,
and ethical business conduct and acknowledge the rights of all
workers in alignment with internationally recognised standards.
The framework takes a risk-based approach, which defines the
level of due diligence and monitoring that applies to suppliers
based on risk exposure. In the case of private label brand suppliers
and business partners, a third party ethical audit is required as a
minimum.
Myer’s ethical sourcing program builds on the businesses
commitment to protecting and promoting human rights where
modern slavery risks within its business operations and supply chain
are identified, assessed, managed and mitigated. Myer has a zero
tolerance to modern slavery in all its forms and has implemented
measures to identify and mitigate modern slavery in our supply
chain.
Myer continued to focus on embedding its Ethical Sourcing
Program across the business and building trust and strengthening
Myer Annual Report 2024
15
relationships with suppliers and workers. Supply contract terms
and conditions define expectations of supplier conduct. Training
continued to be delivered to educate and raise awareness to
internal team members, regardless of role and department,
on the topic of Modern Slavery and the responsibilities under
Myer’s Ethical Sourcing Program. Myer’s Whistleblower hotline
and alternative grievance reporting hotline enables reporting of
unethical, illegal, fraudulent or undesirable conduct.
Modern Slavery Statement
In FY24, Myer published its fourth Modern Slavery Statement, which
details the policies, procedures, activities and due diligence
processes to address risks of modern slavery. Myer’s approach to
modern slavery is company-wide with a governance structure
overseeing the management of modern slavery risks.
Audits and Monitoring
Ethical Sourcing audits provide a detailed assessment of a
factory’s compliance level, including an assessment of the working
conditions and operations of the factory, and remediation and
capacity building requirements to address non-conformances.
Factories are assessed against a set of principles utilising the key
criteria of the Ethical Trade Initiative, which ensures at a minimum,
that all private label suppliers have management systems in place
covering all factories. It also includes a requirement to recognise
the rights of all workers and to treat them with dignity and respect,
providing them an environment that is free from discrimination,
abuse, and harassment, and is considered in line by international
community standards.
Myer’s diligence process ensures that prior to onboarding or
awarding of a contract, all private label suppliers are assessed
against its risk framework, as well as those suppliers’ seeking
renewal. Suppliers are required to provide a valid third-party social
compliance or ethical audit report for each factory that will be
manufacturing private label products.
During the year, Myer sourced private label brand merchandise
from 243 suppliers across 11 countries, with the majority located
in China, India, Vietnam and Bangladesh. 397 independent third
party factory audits for 221 suppliers were reviewed, no zero
tolerance issues reported. Key impacts identified primarily related
to excessive overtime. Myer continues to engage in supporting
suppliers to remediate and develop corrective action plans for
non-conformances identified.
Myer monitors internal and external sourcing and slavery risks and
indicators to assess impact to its operations and supply chain,
and also consistently monitors news and human rights reports to
ensure the regions in which it sources raw materials are not known
to have human rights abuses and are open to opportunities that
provide greater transparency over the supply chain.
Tracing and Traceability
Myer prioritised its efforts on traceability and mapping beyond
final production, and will continue to focus on component
manufacturers, input processing facilities and raw material
suppliers. During the year, significant progress was made to gain
better insight and transparency of the extended supply chain
for key commodity areas such as cotton. Myer understands that
visibility and transparency into operations beyond final production
can present challenges and continues to work closely with private
label suppliers to maintain and expand such visibility.
Sustainability and People – performance and targets
Focus Area
Key Measure
FY22
Performance
FY23
Performance
FY24
Performance
FY25 Target
Team
Diversity and inclusion (% female senior managers)
57.4
59.4
60.8
≥50
Workplace safety (LTIFR)
5.8
7.9
8.5
<8
Environment
Greenhouse gas emissions reduction (%)
4.91
4.3
3.62
≥2%
Waste Recycling rate (%)
66.4
68.8
69.0
≥70%
Business
Code of Conduct Training
(% of required team members trained)
85.6
86.4
97.3
≥80.0
1 Impacted by store closures due to COVID-19 pandemic
2 Based on National Greenhouse and Energy Reporting (Measurement) Amendment (2023 Update) Determination 2023 emissions factors
16
Our team
Myer team members are our most important resource. We are
committed to offering our approximately 10,000 team members
a supportive, challenging and rewarding workplace that enables
them to contribute to Myer’s success and reach their full potential.
Myer aspires to create and maintain a collaborative and inclusive
workplace to reflect the diversity of our team members, our
customers and our community. The business focuses on three key
inclusion priorities: cultural diversity, LGBTQIA+ inclusion and female
representation at senior leadership levels. These priorities form the
basis of our ongoing diversity and inclusion calendar of programs
and events, as well as communications with our team.
The Myer Group’s workforce composition as at 27 July 2024
was 78.4% female, with 60.8% of leadership roles and 33% of
our Board members being female. Myer monitors progress in
female representation through measurable objectives in terms of
succession planning, parental leave and leadership development
metrics.
Our commitment to developing the leadership and capability
of our team was also reflected with the continuation of our
Merchandise Buyer and Planner in Training program, our
Merchandise Essentials program, our Capability Workshops and
Leadership training programs during the year.
Myer provides an environment where the health and safety of
all team members, contractors and customers is, as always, a
priority. Through a program of regular review and verification of
our controls, we can ensure risk controls are updated and reliably
implemented.
The safety and wellbeing of our team and ensuring they have the
knowledge and information available to work safely is an ongoing
focus. To drive improved safety in our workplaces, we continue
to focus on ensuring our team completed safety management
training relevant to their roles and implementation of a targeted
workplace inspection program to enhance the identification and
management of commonly occurring hazards.
Over the year, 99% of team members completed our annual
safety training program. We also engaged with the Black Dog
Institute to deliver Managing Team Member Wellbeing training to
our people leader, with 450 People Leaders participating to date.
We continue to support our team and their families with access
to our Employee Assistance and Manager Assist counselling
programs, which are actively promoted throughout the year.
Myer Annual Report 2024
17
DIRECTORS’ REPORT
for the period ended 27 July 2024
Page 2
Your Directors present their report on the consolidated entity consisting of Myer Holdings Limited (ABN 14 119 085 602) (the
Company or Myer) and the entities it controlled (collectively referred to as the Group) at the end of, or during, the financial
period ended 27 July 2024.
1. Directors
The current and previous Directors of the Company during the financial period and up to the date of this Directors’ Report:
Current Directors
Position
Date appointed
Olivia Wirth
Independent Non-Executive Director
Chair from 14 March 2024
Executive Chair from 4 June 2024
9 November 2023
Gary Weiss AM
Independent Non-Executive Director
Deputy Chair & Lead Independent Director from 14 March 2024
9 November 2023
Dave Whittle
Independent Non-Executive Director
30 November 2015
Jacquie Naylor
Independent Non-Executive Director
27 May 2019
Terry McCartney
Non-Executive Director
10 November 2022
Rob Perry
Independent Non-Executive Director
2 May 2024
Previous Directors
Position
Date retired
JoAnne Stephenson
Independent Non-Executive Director
Chair until 9 November 2023
9 November 2023
Ari Mervis
Independent Non-Executive Director
Chair from 10 November 2023
14 March 2024
John King
Chief Executive Officer and Managing Director
3 June 2024
Details of the qualifications, experience, and special responsibilities of each current Director are set out further in this report.
18
DIRECTORS’ REPORT
continued
Page 3
2. Meetings of Directors and Board Committees
The number of meetings of the Board and of each Committee held during the period ended 27 July 2024 are set out below.
All Directors are invited to attend Committee meetings. Most Committee meetings are attended by all Directors; however,
only attendance by Directors who are members of the relevant Committee is shown in the table below.
Current Directors
Meetings of
Directors
Audit, Finance and
Risk Committee
Human Resources
and Remuneration
Committee
Nomination
Committee
Held*
Attended
Held*
Attended
Held*
Attended
Held*
Attended
Olivia Wirth(1)
8
8
2
2
-
-
2
2
Gary Weiss AM(2)
8
8
3
3
2
2
2
2
Dave Whittle
17
17
6
6
4
4
3
3
Jacquie Naylor
17
17
-
-
4
4
3
3
Terry McCartney(3)
17
17
3
3
1
1
3
3
Rob Perry(4)
2
2
1
1
-
-
1
1
* Number of meetings held during the time the Director held office or was a member of the Committee during the period.
Previous Directors
Meetings of
Directors
Audit, Finance and
Risk Committee
Human Resources
and Remuneration
Committee
Nomination
Committee
Held*
Attended
Held*
Attended
Held*
Attended
Held*
Attended
JoAnne Stephenson(5)
9
9
2
2
3
3
1
1
Ari Mervis(6)
14
14
3
3
-
-
1
1
John King(7)
16
15
-
-
-
-
-
-
* Number of meetings held during the time the Director held office or was a member of the Committee during the period.
(1)
Olivia Wirth was appointed to the Board as a Non-Executive Director, with effect from the conclusion of Myer’s 2023 AGM on 9 November 2023, and as a
member of the Audit, Finance and Risk Committee and Nomination Committee, with effect after 11 December 2023. Ms Wirth was subsequently appointed as
Chair, with effect from 14 March 2024, ceased being a member of the Audit, Finance and Risk Committee, with effect after 2 May 2024, and assumed
Executive Chair responsibilities from 4 June 2024.
(2)
Gary Weiss AM was appointed to the Board as a Non-Executive Director, with effect from the conclusion of Myer’s 2023 AGM on 9 November 2023, and as a
member of the Audit, Finance and Risk Committee and Nomination Committee, with effect after 11 December 2023. Mr Weiss AM was subsequently appointed
as Chairman of the Nomination Committee, with effect after 2 May 2024.
(3)
Terry McCartney ceased being a member of the Audit, Finance and Risk Committee, with effect from 11 December 2023, and became a member of the
Human Resources and Remuneration Committee.
(4)
Rob Perry was appointed to the Board as a Non-Executive Director, with effect from the conclusion of the Board meeting on 2 May 2024, and as a member of
the Audit, Finance and Risk Committee and Nomination Committee, with effect after 2 May 2024.
(5)
JoAnne Stephenson retired as Non-Executive Director, with effect from the conclusion of Myer’s 2023 AGM on 9 November 2023.
(6)
Ari Mervis retired as Non-Executive Director, with effect after 13 March 2024. Mr Mervis was previously appointed as Chairman of the Board, with effect from the
conclusion of Myer’s 2023 AGM on 9 November 2023, and subsequently appointed as Chairman of the Nomination Committee and ceased being a member
of the Audit, Finance and Risk Committee, with effect after 11 December 2023.
(7)
John King resigned as CEO and Managing Director, with effect after 3 June 2024.
Myer Annual Report 2024
19
DIRECTORS’ REPORT
continued
Page 4
3. Biographies of Current Directors
Olivia Wirth
Executive Chair & Director
•
Executive Chair of the Board
•
Member – Nomination Committee
Olivia has a wealth of experience in CEO and senior executive roles, and possesses strong capability in customer experience
and analytics, marketing, brand and loyalty, as well as corporate affairs and government relations.
Olivia joined the Myer Board as an independent Non-Executive Director in November 2023 and on 14 March 2024 was
appointed as Executive Chair to drive the Company’s next phase of growth. Olivia is focused on delivering improved
outcomes for Myer's valued customers, team members and all Myer shareholders.
Previously, Olivia held a number of other senior leadership roles at Qantas after commencing there in 2009, including Chief
Customer Officer; Group Executive for Brand, Marketing and Corporate Affairs; and Group Executive for Government
Relations and Corporate Affairs. She was a member of the Group Management Committee since 2010 and most recently
retired as CEO of Qantas Loyalty after 6 years in the role.
Prior to Qantas, Olivia held senior executive roles for a number of organisations, including the Tourism and Transport Forum
industry lobby group and the Australian Tourist Commission.
Since 2018, Olivia has been a board director of the Great Barrier Reef Foundation and was also on the Board of UNICEF
Australia until 24 August 2024.
Gary Weiss AM
Deputy Chair & Lead
Independent Director
•
Member of the Board
•
Deputy Chair & Lead Independent Director
•
Member – Audit, Finance and Risk Committee
•
Chairman – Nomination Committee
Gary has extensive global experience across a range of industries, both at executive and board levels.
Gary was Chairman of Ridley Corporation Limited from June 2010 until August 2020, ClearView Wealth Limited from July 2013
until May 2016, Coats plc from 2003 until April 2012, Estia Health from December 2016 until December 2023, and executive
director of Guinness Peat Group plc from 1990 to April 2011. He has also held directorships of numerous companies,
including The Straits Trading Co Ltd in Singapore, Premier Investments Limited, Tag Pacific Limited, Westfield Group, Tower
Australia Ltd, Australian Wealth Management Limited, Tyndall Australia Ltd (Deputy Chairman), Joe White Maltings Ltd
(Chairman), CIC Ltd, Whitlam Turnbull & Co Ltd and Industrial Equity Ltd. Dr Weiss was also a director of Brisbane Broncos Ltd
(formerly Pacific Sports Entertainment Ltd), an ASX-listed company which owns the Brisbane Broncos.
Gary is also a Commissioner of the Australian Rugby League Commission.
In 2019, Gary was awarded the Member (AM) in the General Division of the Order of Australia for significant service to
business, and to the community.
Gary holds an LLB (Hons) and LLM from Victoria University of Wellington and a Doctor of the Science of Law (JSD) from
Cornell University. He was admitted as a Barrister and Solicitor of the Supreme Court of New Zealand, a Barrister and Solicitor
of the Supreme Court of Victoria and as a Solicitor of the Supreme Court of New South Wales.
Other Current Directorships: Gary is Executive Director of Ariadne Australia Ltd, and Chairman of Coast Entertainment
Holdings Ltd (formerly Ardent Leisure Limited) and Cromwell Property Group. He is a Non-Executive Director of Hearts &
Minds Investments Limited, Thorney Opportunities Limited, the Victor Chang Cardiac Research Institute, and The Centre for
Independent Studies.
Dave Whittle
Independent Non-Executive
Director
•
Member of the Board
•
Member – Audit, Finance and Risk Committee
•
Member – Human Resources and Remuneration Committee
•
Member – Nomination Committee
Dave has considerable brand, data, technology, omni-channel retail and digital transformation experience. He is a Founder
of Lexer, a global software company helping brands and retailers genuinely understand and engage their customers.
Previously, Dave spent 10 years with global advertising group M&C Saatchi in a number of local and international leadership
roles, culminating in three years as Managing Director in Australia. Prior to joining M&C Saatchi, Dave was the first employee
of a marketing services group that built four digital service and software businesses.
Dave has a Bachelor of Arts and a Bachelor of Commerce from Deakin University.
Other Current Directorships: Dave is a Director of Lexer Pty Ltd and Michael Hill International Limited.
20
DIRECTORS’ REPORT
continued
Page 5
Jacquie Naylor
Independent Non-Executive
Director
•
Member of the Board
•
Chairman – Human Resources and Remuneration Committee
•
Member – Nomination Committee
Jacquie was appointed as a Non-Executive Director on 27 May 2019. Jacquie brings to the role a wealth of experience and
knowledge of both women’s and men’s apparel, homewares and outdoor brands. She has been an owner, Director and
Executive at some of the most iconic Australian retailers. Jacquie has held the position of Non-Executive Director at The PAS
Group and was a Non-Executive Director of Macpac Retail.
At the Just Jeans Group, Jacquie was a Group Executive Director and responsible for driving the merchandise, marketing
and brand strategies of five of their key brands including Just Jeans, Jay Jays, Portmans, Jacqui E and Dotti. Jacquie has
extensive experience in portfolio optimisation through vertical integration and a track record of driving brand growth and
strategic transformation.
Jacquie was a Non-Executive Director of Michael Hill International Ltd from July 2020 to April 2024, and the Virgin Australia
Melbourne Fashion Festival for more than 13 years, and remains committed to showcasing the fashion industry as well as
new and emerging talent. Jacquie is also a member of the Australian Institute of Company Directors and of the International
Women’s Forum.
Other Current Directorships: Jacquie is a Non-Executive Director of Cambridge Clothing Ltd.
Terry McCartney
Non-Executive Director
•
Member of the Board
•
Member – Human Resources and Remuneration Committee
•
Member – Nomination Committee
Terry has had a comprehensive career spanning more than 40 years in retail in both Executive and Director positions,
spanning the full spectrum of retailing – ranging from luxury goods in department stores to mass merchandise discount
operations.
Terry’s career started at Boans Department Stores in Perth, then moved to Grace Bros in Sydney. After the acquisition of
Grace Bros by Myer, he relocated to the merged department stores group in Melbourne. His executive career culminated in
his roles as Managing Director of Kmart Australia and New Zealand, and Managing Director of Myer Grace Bros.
Other Current Directorships: Terry has been a Non-Executive Director of Premier Investments Limited since 2016, and
Premier’s wholly owned subsidiary, Just Group Limited, since 2008. Premier operates a portfolio of retail brands through the
Just Group, consisting of Just Jeans, Jay Jays, Peter Alexander, Smiggle, Jacqui E, Portmans and Dotti. Terry has also served
as the Chairman of Premier’s Remuneration and Nomination Committee since 2017.
Rob Perry
Independent Non-Executive
Director
•
Member of the Board
•
Chairman – Audit, Finance and Risk Committee
•
Member – Nomination Committee
Rob is a retired Partner of 36 years' experience from global accounting firm Ernst & Young (EY). At EY, Rob was one of the
most experienced Retail Audit Partners in the market, performing audit, risk management, internal audit and assurance
engagements on large, complex global organisations as well as mid-cap and smaller listed companies. His audit experience
gives him a strong understanding of business risks and financial issues.
Rob has provided audit services to clients across a broad range of sectors, primarily focusing his efforts on clients within the
retail and consumer goods sector. Rob also led a number of EY’s Corporate Risk and Audit engagements across large
international and ASX-listed brands.
At EY, Rob also held a number of executive roles, including leader of Risk and Governance Services for the Asia Pacific
region and was a member of EY’s Global Risk Management Committee. Rob’s previous roles also included Managing
Partner of Risk Consulting Services for EY in Melbourne.
Myer Annual Report 2024
21
DIRECTORS’ REPORT
continued
Page 6
4.
Directorships of Other Listed Companies
The following table shows, for each Director, all directorships of companies that were listed on the ASX, other than the
Company, since 31 July 2021, and the period during which each directorship has been held.
Current Directors
Listed entity
Period directorship held
Olivia Wirth
-
-
Gary Weiss AM
Ariadne Australia Limited
Coast Entertainment Holdings Ltd
(formerly Ardent Leisure Limited)
Cromwell Property Group Ltd
Hearts & Minds Investments Limited
Thorney Opportunities Limited
Estia Health Limited
November 1989 – present
September 2017 – present
September 2020 – present
September 2018 – present
November 2013 – present
February 2016 – December 2023
Dave Whittle
Michael Hill International Limited
August 2023 – present
Jacquie Naylor
Michael Hill International Limited
July 2020 – April 2024
Terry McCartney
Premier Investments Limited
April 2016 – present
Rob Perry
-
-
Previous Directors
Listed entity
Period directorship held
JoAnne Stephenson
Challenger Limited
Qualitas Limited
October 2012 – present
November 2021 – present
Ari Mervis
McPherson’s Limited
Endeavour Group Limited
February 2021 – present
April 2024 – present
John King
-
-
5. Directors’ Relevant Interests in Shares
The following table sets out the relevant interests that each Director has in the Company’s ordinary shares or other securities
as at the date of this Directors’ Report. No Director has a relevant interest in a related body corporate of the Company.
Current Directors
Ordinary Shares
Deferred Rights
Performance
Rights
Performance
Options
Olivia Wirth
Nil
Nil
Nil
Nil
Gary Weiss AM
100,000
Nil
Nil
Nil
Dave Whittle
266,666
Nil
Nil
Nil
Jacquie Naylor
250,000
Nil
Nil
Nil
Terry McCartney
200,000
Nil
Nil
Nil
Rob Perry
Nil
Nil
Nil
Nil
Previous Directors
Ordinary Shares
Deferred Rights
Performance
Rights
Performance
Options
JoAnne Stephenson
300,000
Nil
Nil
Nil
Ari Mervis
500,000
Nil
Nil
Nil
John King
5,091,710
Nil
6,489,052
Nil
6. Company Secretary and Other Officers
Paul Morris is the General Counsel and Company Secretary of the Company. Prior to joining Myer, Paul was General Counsel
and Company Secretary of Spotless Group.
Matt Jackman is the Chief Financial Officer of the Company. Details of Matt’s experience and background are set out in
the Executive Management Team section of Myer’s Investor Centre website.
22
DIRECTORS’ REPORT
continued
Page 7
7. Principal Activities
During the financial period, the principal activity of the Group was the operation of the Myer department store business.
8. Operating and Financial Review
To assist in the evaluation of the financial performance of the Company, certain measures are used that are not recognised
under the Australian Accounting Standards or International Financial Reporting Standards (IFRS) and therefore, these are
considered to be non-IFRS measures.
Although the Board of Directors believe that these measures provide useful information about the financial position and
performance of the Company, they should be considered to be supplementary to the consolidated statement of
comprehensive income and consolidated statement of financial position presented in accordance with Accounting
Standards. As these non-IFRS measures are not defined in the Accounting Standards, the way the Company may calculate
these measures may differ from similarly titled measures used by other companies.
Summary of Financial Results for 52 Weeks Ended 27 July 2024:
•
Total sales(1) down 2.9% to $3,266.1 million reflecting closure of Brisbane, Frankston and Werribee stores for all or part of
the period.
•
Group comparable sales(2) up 0.4% despite challenging trading conditions.
•
Group online sales(3) up 2.0% to $704.3 million representing 21.6% of total sales.
•
Operating gross profit (OGP) reduced 2.5% to $1,194.4 million, margin rate increased by 15 basis points (bps) to 36.6%.
Excluding a reclassification adjustment of delivery income(5), underlying margin rate declined 12bps reflecting sales mix
changes.
•
Cost of doing business(4) (CODB) was $834.7 million, an increase of 1.3%, but was broadly flat if the delivery income
reclassification was excluded, reflecting the focus on mitigating cost increases, including the impact on CODB of the
store closures.
•
Net profit after tax(4) (NPAT) of $52.6 million, reflecting impact of store closures, challenging trading conditions,
inflationary cost pressures and underperformance in sass & bide, Marcs and David Lawrence.
•
Statutory net profit after tax of $43.5 million includes Implementation Costs and Individually Significant Items of $9.1
million ($12.2 million pre-tax) from impairment of store assets including right-of-use assets, taxation adjustments relating
to prior periods, and certain Software as a Service (SaaS) implementation costs that cannot be capitalised.
•
Operating cashflow of $250.4 million was $8.0 million favourable to previous comparative period, with net cash at
period end of $113.8 million. Inventory was well controlled, down $2.8 million on previous comparative period.
•
Net Capital Expenditure of $69.4 million (FY23: $74.5 million). Key capex projects include three refurbished stores, a new
Point of Sale System and the new National Distribution Centre which has encountered delays in ramping up, increased
implementation costs and complexity that are currently being addressed.
(1)
Revenue from sale of goods excluding concession sales and sales revenue deferred under customer loyalty program was $2,438.1 million (FY23: $2,565.8 million)
(2)
Group comparable sales excludes the impact of store openings and closures and stores subject to refurbishment. Significant closures include the Frankston and
Brisbane City stores, and the temporary closure of Werribee for part of the period
(3)
Group online sales includes sass & bide, Marcs and David Lawrence. Excludes sales via in-store iPads
(4)
Excluding implementation costs and individually significant items
(5)
Reclassification of $9.1 million of delivery income from CODB to OGP
Myer Annual Report 2024
23
DIRECTORS’ REPORT
continued
Page 8
Income Statement for the 52 Weeks to 27 July 2024
(1)
Revenue from sale of goods excluding concession sales and sales revenue deferred under customer loyalty program was $2,438.1 million (FY23: $2,565.8 million)
(2)
Excluding implementation costs and individually significant items
Balance Sheet as at 27 July 2024
2024
$m
2023
$m
Change
$m
Inventory
368.5
371.3
(2.8)
Creditors
(417.9)
(401.7)
(16.2)
Other assets
169.3
157.5
11.8
Other liabilities
(73.3)
(89.5)
16.2
Right-of-use assets
1,038.5
1,101.4
(62.9)
Lease liabilities
(1,567.1)
(1,644.9)
77.8
Property, plant and equipment
317.4
321.7
(4.3)
Intangibles assets
305.8
305.2
0.6
Total Funds Employed
141.2
120.9
20.2
Cash
176.0
179.7
(3.7)
Less Borrowings
(62.2)
(60.1)
(2.1)
Net Cash
113.8
119.6
(5.8)
Equity
255.0
240.5
14.4
Cash Flow for the 52 Weeks to 27 July 2024
2024
$m
2023
$m
Change
$m
EBITDA(1)
359.7
400.5
(40.8)
Implementation costs and individually significant items
(12.2)
(15.4)
3.2
Non-cash impairments
5.9
3.1
2.8
Working capital movement
20.9
(1.4)
22.3
Operating cash flow (before interest and tax)
374.3
386.8
(12.5)
Conversion
105.9%
99.7%
0.1
Tax paid
(37.0)
(54.0)
17.0
Net Interest paid
(5.2)
(5.7)
0.5
Interest on lease liabilities
(81.7)
(84.7)
3.0
Operating cash flow
250.4
242.4
8.0
Capital expenditure paid(2)
(69.4)
(74.5)
5.1
Free cash flow
181.0
167.9
13.1
Dividends paid
(33.2)
(86.2)
53.0
Principle portion of lease liabilities paid
(151.5)
(142.8)
(8.7)
Other
-
(3.1)
3.1
Net cash flow
(3.7)
(64.2)
60.5
(1)
Excluding implementation costs and individually significant items
(2)
Net of landlord contributions
2024
$m
2023
$m
Change
Total sales(1)
3,266.1
3,362.9
(2.9%)
Operating gross profit
1,194.4
1,224.6
(2.5%)
Cost of doing business(2)
(834.7)
(824.1)
1.3%
EBITDA(2)
359.7
400.5
(10.2%)
Depreciation(2)
(197.0)
(204.3)
(3.6%)
EBIT(2)
162.7
196.2
(17.1%)
Net finance costs
(87.3)
(91.5)
(4.6%)
Tax(2)
(22.8)
(33.6)
(32.1%)
NPAT(2)
52.6
71.1
(26.0%)
Implementation costs and individually significant items after tax
(9.1)
(10.7)
(15.0%)
Statutory profit after tax
43.5
60.4
(28.0%)
24
DIRECTORS’ REPORT
continued
Page 9
Shares and Dividends
2024
2023
Shares on issue
831.8 million
821.3 million
Basic earnings per share(1)
5.2 cents
7.4 cents
Basic earnings per share (before implementation costs and individually significant
items)(2)
6.3 cents
8.7 cents
Dividend per share
3.5 cents
9.0 cents
(1)
Calculated on weighted average number of shares of 829.3 million (FY23: 820.0 million) and based on NPAT
(2)
Calculated on weighted average number of shares of 829.3 million (FY23: 820.0 million) and based on NPAT pre implementation costs and individually
significant items
Non-IFRS Financial Measures
A reconciliation of the non-IFRS measures relating to the financial performance of the Company disclosed in this Directors’
Report to the Financial Statements is as follows:
FY24 Operations
The Company achieved the following during FY24:
•
New Point of Sale (POS) software rollout completed, delivering improved efficiency and transaction speed.
•
Expansion of M-Metrics app to brand partner team members, allowing access to greater analytics and product and
promotion information.
•
Strong inventory management in a challenging environment, with the percentage of clearance inventory(1) improving
to 7.5% (FY23: 8.0%).
•
Continued to improve the MYER one program resulting in 706,000 of new MYER one members in FY24 and an increase in
tag rate to 77.2% (FY23: 74.6%).
•
Store refurbishments completed at Chermside, Tea Tree Plaza, Marion and Ballarat.
•
Werribee store closed from February 2024 until November 2024 due to centre remediation works.
•
Customer service satisfaction increasing to 85% (FY23: 83%), highest on record.
(1)
Department Stores stock on hand only
9. Significant Changes in the State of Affairs in FY24
Other than the matters described elsewhere in this report, there have been no other significant changes occurred during
the financial period.
10. Business Strategies and Future Developments
Customer First Plan
The Board and the Executive Management Group have been focused on delivery against the Customer First Plan. In June
2024 Myer announced a strategic review, following Olivia Wirth commencing as Executive Chair. The Strategic review will
look to reposition the business for growth with a focus on the evolution of Myer’s future customer and product offer, re-
imagining of its Myer Exclusive Brands (MEBs) and private labels, leveraging its leading loyalty and partnership ecosystem
and delivering an improved and more connected customer experience across stores and online.
In line with this approach, Myer has taken the decision to retain ownership of its current brand portfolio, which includes
iconic brands sass & bide, Marcs and David Lawrence.
Income statement reconciliation ($ millions)
EBIT
Interest
Tax
NPAT
Statutory result
150.5
(87.3)
(19.7)
43.5
Add back: implementation costs and individually significant items:
Restructuring, space exit costs and other significant items
12.2
-
(3.1)
9.1
Reported result (before implementation costs and individually significant
items)
162.7
(87.3)
(22.8)
52.6
Myer Annual Report 2024
25
DIRECTORS’ REPORT
continued
Page 10
Since inception the transformational impact of the Customer First Plan has delivered improved financial performance and
improvement in core metrics. The Customer First Plan focused on the following areas:
•
Accelerate Online: focus on profitable online growth and building scale by leveraging the multi-channel capability that
has been developed and through a continuing focus on user experience and range development.
•
Accelerate Factory to Customer (F2C) change: improving capability and capacity across the supply chain network
including the launch of the new National Distribution Centre, Ravenhall Victoria and the new distribution centre, Wacol
Queensland. This will provide greater efficiencies across the network and improve customer experience and fulfilment
options.
•
Engage the Customer: drive engagement and new customer growth through our MYER one loyalty base and
expanded ecosystem by delivering improved rewards, leverage of new and expanded partnerships and greater
personalisation.
•
Adapting our In-Store Experience: focus on delivering an uplifted in-store experience and higher levels of in-store
customer satisfaction. Investments in store formats, and technology, such as M-Metrics, the one device strategy, and
the new point of sale rollout will continue to deliver a compelling experience for our customers.
•
Refocus Merchandise: the approach has been to reset category offer, remove duplication, improve MEBs and provide
a more balanced offer. Creating greater opportunities through deeper brand partnerships and tightened inventory
management.
•
Rationalise Property: strategically review, optimise and reduce our overall store space with a view to driving greater
profitability and productivity gains. Our approach seeks to leverage our multi-channel capability and strength to better
serve our customers.
•
Reduce Costs: proactively realign our cost base to manage profitability and increase flexibility as the change to our
markets and channels accelerates.
Potential acquistion of Premier’s Apparel Brands
As reported on 24 June 2024, the Company has approached Premier Investments Limited (Premier) to explore a potential
acquisition of its Apparel Brands business to create one of the leading retail and apparel companies across Australia and
New Zealand. The Company is proposing the acquisition of Apparel Brands to capitalise on the highly complementary
nature of the businesses, which the Company believes has the potential to generate significant value for shareholders and
accelerate the delivery of the Company’s key strategic priorities.
Apparel Brands is a leading clothing business with a portfolio comprising the Just Jeans, Jay Jays, Portmans, Jacqui E, and
Dotti brands. Apparel Brands has a retail network of 717 stores across Australia and New Zealand, generating revenues of
$845 million in FY23. The Company will progress discussions with Premier to explore the potential combination with Apparel
Brands. The discussions with Premier are preliminary, non-binding and exploratory in nature and there is no certainty that any
transaction will eventuate.
11. Key Risks and Uncertainties
The Group’s strategies take into account the expected operating and retail market conditions, together with general
economic conditions, which are inherently uncertain. The Group has a structured proactive risk management framework
and internal control systems in place to manage current material risks and the emergence of any new risks. The key risks that
may have an effect on the Group’s ability to execute its business strategies, and the Group’s future growth prospects and
how the Group manages these risks, are set out below.
External Environment Risks
Unstable and deteriorating macro-economic factors such as the fluctuation of the Australian dollar and increasing interest
rates; heightened domestic and global inflation leading to cost of living pressure; poor consumer confidence; changes in
government policies; external, natural or unforeseen events, such as an act of terrorism, political instability, global conflicts,
national strike or pandemic; transition to a lower carbon economy; physical impacts of climate change and weakness in
the global economy could adversely impact the Company’s ability to achieve financial and trading objectives. Myer
regularly analyses and monitors economic and other available data to allow the Company to develop action plans to
mitigate the future impact on sales, cost of doing business, and has implemented conservative hedging, capital
management, and marketing and merchandise initiatives to address the cyclical nature of the business.
Supplier and Supply Chain Risks
Myer monitors its supplier relationships and quality standards via a range of means, including implementation of its quality
assurance, compliance policies and rigorous procurement and contracting processes. Our sourcing offices maintain regular
contact with our supplier base to ensure they adhere to our requirements and also assist in any challenges they may have.
We continue to review new sourcing opportunities to allow us greater flexibility and diversification across the portfolio. This
assists with minimising any risks, helps ensure competitiveness and gives us the ability to expand ranges and brands.
26
DIRECTORS’ REPORT
continued
Page 11
Disruption in the global shipping industry has come to the fore again this year. Continued re-routing has meant extended
shipping times and displacement of equipment. The consequential effects of this include increasing freight rates as shipping
demand increases, equipment shortages, and ongoing delays. The normal practice of ‘blank sailings’ carried out by the
shipping lines remains on the Oceania route as the carriers move larger vessels onto the US and EU routes to take
advantage of the rising costs. The Company continues to work with suppliers and partners to ensure any challenges are
carefully monitored and addressed.
Competitive Landscape Risks
The Australian retail industry in which Myer operates remains highly competitive. The Company’s competitive position may
be negatively impacted by new entrants to the market, existing competitors, changes to consumer demographics and
increased online competition, which could impact sales. To mitigate these risks, Myer continues to select optimal
merchandise assortment with the right categories and brands.
Pandemics
The impact of any future pandemics on the Company’s operations (including any requirement for temporary store closures),
domestic and global economic conditions, and consumer behaviour remains uncertain, and may adversely affect the
Company’s financial position and performance. However, the Executive Management Group monitors and assists the
business to adapt to changes in ongoing risks and adhere to Government requirements and health measures when the
need arises. In addition, the Company continues to remain agile to adapt to changing market conditions (including
adjusting its strategic initiatives in response to the changing market context), whilst maintaining its focus on the disciplined
management of costs and preservation of cash to ensure it is well placed to deal with any future impacts. The successful
hybrid working model that the Company adopted, as a result of the COVID-19 pandemic, gives team members flexibility as
they fulfil their roles and responsibilities and allows the Company to remain agile in a competitive retail landscape.
Technology Risks, including Cyber Security
With Myer’s increasing reliance on technology in a rapidly changing digital environment, there is a risk that the disruption,
malfunction, or obsolescence of our technology applications and infrastructure, inability to attract and retain qualified team
members, cyber-security violation or data breach of personal information could have a detrimental effect on Myer’s sales,
business efficiencies, and brand reputation. To offset these risks, Myer continues to invest and develop in-house technology
capabilities and engage with reputable third-party IT service providers to ensure that we have reliable IT systems and issue
management processes in place.
Brand Reputation Risks
As one of the top 10 most trusted brands in Australia as reported in the Roy Morgan 2023 Risk Report, Myer’s strong brand
reputation is crucial for building positive relationships with customers, suppliers, and contractors which in turn generates sales
and goodwill towards the Company. A significant event or issue (including inability to meet sustainability commitments and
regulatory expectations) could attract strong criticism of the Myer brand, which could impact sales or our share price. Myer
has a range of policies and initiatives to mitigate brand risk, including an updated Code of Conduct, a Whistleblower Policy,
an Ethical Sourcing Policy, marketing campaigns, and ongoing environmental and sustainability initiatives.
Strategic and Business Plan Risks
A failure to deliver our strategic plan could impact sales, profitability, share price, and our reputation. It includes that all
team members, brand partners and suppliers provide our customers with the service, brands and products they desire and
expect, both in store and online. The strategy has been overlaid and enhanced with additional details of initiatives and
mitigation plans to ensure it remains “fit for purpose”. This includes changes to the economic environment, customer
behaviours, and to the retail landscape.
People Management Risks
With the impact of current low unemployment and labour shortages in the external market, Myer continues to focus on the
attraction and retention of talented senior managers to ensure that our leadership team has the right skills and experience
to deliver our strategy, and store and online team members to ensure sales growth. Failure to do so may adversely impact
Myer’s ability to deliver on its strategic imperatives. Training and development programs continue to be offered to further
refine the skills of our team members and business leaders and forms a part of Myer’s overall attraction and retention
strategy.
The combination of the competitive labour market, increases to the cost of living, and inflation impacts, has compelled
Myer to keep step with shifts in external salary and employee benefits. To meet this, Myer conducted an annual
remuneration review using salary data benchmarked against external market information and regularly analyses employee
turnover data to identify and mitigate any flight risks of team members in key roles.
The safety of our team members, customers, and suppliers is a high priority at Myer. Failure to manage health and safety risks
could have a negative effect on team member wellbeing, and Myer’s reputation and performance. Myer has well-
developed safety management systems which are implemented across each store, distribution centre and the support
office. Detailed risk assessments are conducted and regularly reviewed for existing and emerging risks and regular
education programs are delivered to all team members.
Myer Annual Report 2024
27
DIRECTORS’ REPORT
continued
Page 12
Regulatory Risks
From time to time, Myer may be subject to regulatory investigations and disputes, including by the Australian Taxation Office
(ATO), Federal or State regulatory bodies including the Australian Competition and Consumer Commission (ACCC), the
Australian Securities and Investments Commission (ASIC), the Australian Securities Exchange (ASX) and Federal and State
work, health and safety authorities. The outcome of any such investigations or disputes may have a material adverse effect
on Myer’s operating and financial performance. Myer has an established governance framework to monitor, assess and
report on such occurrences to senior management when they arise.
Litigation
The Company is required to maintain compliance with applicable laws and regulations. Failure to comply could result in
enforcement action and claims, which may have a material adverse impact on the Company’s reputation, financial
performance and profitability. Legal proceedings and claims may also arise in the ordinary course of the Company’s
business and could result in high legal costs, adverse monetary judgements, reputational damage and other adverse
consequences. The Company has an established governance framework to monitor, assess and report to management on
litigation risks when they arise, and seeks to minimise risk through appropriate compliance training for team members and
management.
12. Matters Subsequent to the End of the Financial Period
No matter or circumstance has arisen since the end of the financial period which has not been dealt with in this Directors’
Report or the Financial Report, and which has significantly affected, or may significantly affect:
•
the Group’s operations in future financial periods;
•
the results of those operations in future financial periods; or
•
the Group’s state of affairs in future financial periods.
13. Dividends
Myer paid a fully franked interim dividend of 3.0 cents per share, totalling $25.0 million on 16 May 2024.
The Board has determined a final dividend of 0.5 cent per share, fully franked, to be paid on 21 November 2024 (Record
Date of 4 October 2024).
This takes the total FY24 dividend to 3.5 cents per share.
Further information regarding dividends is set out in the Financial Statements.
14. Performance Rights and Options Granted Over Unissued Shares
The Myer Long Term Incentive (LTI) plan operates for selected senior executives and has been in operation since December
2006. Under the LTI plan, the Company has granted eligible executives:
(1) in FY21, FY22, FY23 and FY24, performance rights over unissued ordinary shares of the Company;
(2) in FY19 and FY20, performance options over unissued ordinary shares of the Company, and
(3) in previous periods, performance rights over unissued ordinary shares of the Company,
with all options and rights issued subject to certain vesting conditions. Shares delivered to senior executives as a result of the
vesting of performance options and rights can be either issued as new shares or purchased on market.
Each performance right entitles the holder to acquire one ordinary fully paid share in the Company (subject to the
adjustments outlined below).
Performance options are exercised on a net settlement basis; the executive is allocated the total number of shares that
would have been allocated upon exercise, less the number of shares equal to the value of the aggregated exercise price
payable (and the exercise price is not required to be paid). The number of shares delivered by the Company represents the
value above the exercise price in accordance with the formula below:
(A - B) / C, where:
A = Aggregate value of vested performance options (based on the market value of a share)
B = Aggregate exercise price payable
C = Market value of share
The net settlement method ensures that executive reward is aligned to shareholder value creation by only rewarding
executives if there is a growth to share price and material reward can be earned only if there is significant growth to share
price.
During the financial period ended 27 July 2024, the Company granted a total of 5,935,578 performance rights under the LTI
plan. None of these performance rights were issued to John King, who retired as CEO and Managing Director, with effect
after 3 June 2024, nor to Olivia Wirth, whose executive responsibilities as Executive Chair commenced on 4 June 2024.
28
DIRECTORS’ REPORT
continued
Page 13
The performance options and rights granted under each offer are subject to different performance conditions. No
performance options or rights have been granted since the end of the financial period ended 27 July 2024.
In September 2023, 304,724 fully paid ordinary shares transferred to the then CEO and Managing Director, John King,
following the exercise on a “net settlement” basis of 2,799,378 performance options granted under the LTI plan in FY20,
following testing against the EPS performance criteria.
In September 2023, 10,547,466 fully paid ordinary shares transferred to participating executives following the vesting and
exercise of performance rights granted under the LTI plan in FY21, following testing against the EPS and TSR performance
criteria. The issued shares are classified as “restricted shares” and subject to the FY21 LTI plan rules, and as such are unable
to be sold, transferred or otherwise dealt with until the day following release of the Company’s FY24 full-year financial results.
A continuous service condition also applied for the period ended on 31 January 2024.
During the financial period ended 27 July 2024:
•
a total of 150,762 performance rights granted under the LTI plan in FY22 lapsed due to the cessation of employment
with the Company of two senior executives; and
•
a total of 949,712 performance rights granted under the LTI plan in FY23 lapsed due to the cessation of employment
with the Company of two senior executives.
The table in Section 15 sets out the details of performance options and rights that have been granted under the LTI plan and
which remain on issue as at the date of this Directors’ Report.
A holder of a performance options or rights may only participate in new issues of securities of the Company if the
performance options or rights has been exercised, participation is permitted by its terms, and the shares in respect of the
performance options or rights have been allocated and transferred to the performance options or rights holder before the
record date for determining entitlements to the new issue.
During FY21, the Transformative Incentive (TI) plan was introduced to replace the normal Short-Term Incentive (STI) plan for a
period of 2 years. Under the FY21 TI plan, the CEO and nominated executives received 50% of the TI achieved in cash and
50% in the form of deferred rights (FY21) or deferred shares (FY22) in the Company.
During the financial period ended 27 July 2024:
•
1,147,055 deferred rights issued under the FY21 TI plan were converted into shares in the Company, comprising 338,801
deferred rights to the CEO and 808,254 deferred rights to other nominated senior executives; and
•
209,934 deferred shares in the Company were issued under the FY23 STI plan, comprising 61,244 deferred shares to the
CEO and 148,690 deferred shares to other nominated senior executives, with such shares subject to a 12-month holding
lock.
The number of deferred shares to be issued under the FY24 STI plan will be determined by dividing the dollar value of the
deferred component of the STI plan award outcome by the volume weighted average price of the Company’s shares over
a period of trading days determined by the Board following the release to the market of the Company’s full year FY24
results.
Further information about performance options and rights issued under the LTI plan, TI plan, and STI plan (including the
attached performance conditions and the performance options and rights granted to the KMP of the Company) is included
in the Remuneration Report.
Myer Annual Report 2024
29
DIRECTORS’ REPORT
continued
Page 14
15. Shares Issued on the Exercise of Performance Options and Performance Rights
From time to time, the Company issues fully paid ordinary shares in the Company to the Myer Equity Plans Trust (Trust) for the
purpose of meeting anticipated exercises of securities granted under the LTI plan, TI plan, and STI plan. To calculate the issue
price of shares issued to the Trust, the Company uses the five-day volume weighted average price of the Company’s shares
as at the close of trading on the day before the date of issue.
During the financial period ended 27 July 2024:
•
Nil fully paid ordinary shares were purchased on market by the Trust, 10,547,466 fully paid ordinary shares were issued by
the Company to the Trust, and 12,209,179 shares were transferred from the Trust to eligible participants in relation to the
FY20 LTI plan, FY21 LTI Plan, FY21 TI plan and FY23 STI Plan (refer to Section 14 for further details); and
•
since 27 July 2024, no shares have been issued to or otherwise acquired by the Trust, and no fully paid ordinary shares of
the Company held by the Trust were transferred to participants in the LTI, TI, or STI plans.
(1)
Each performance right entitles the holder to receive one fully paid ordinary share in the Company, subject to the satisfaction of the relevant performance
outcomes. Performance options vest and are automatically exercised on a net settlement basis. The executive is allocated the total number of shares that
would have been allocated upon exercise, less the number of shares equal to the value of the aggregated exercise price payable (and the exercise price is
not required to be paid). The number of performance options or rights that a holder is entitled to receive on the exercise of a performance option or right may
also be adjusted in a manner consistent with the ASX Listing Rules if there is a pro-rata issue of shares or a reconstruction of the capital of the Company.
16. Remuneration Report
The Remuneration Report, which forms part of this Directors’ Report, is presented separately from page 31.
17. Indemnification and Insurance of Directors and Officers
The Company’s Constitution requires it to indemnify current and former Directors, alternate Directors, executive officers and
officers of the Company on a full indemnity basis and to the full extent permitted by the law against all liabilities incurred as
an officer of the Group, except to the extent covered by insurance. Further, the Company’s Constitution permits the
Company to maintain and pay insurance premiums for Director and officer liability insurance, to the extent permitted by
law.
Consistent with (and in addition to) the provisions in the Company’s Constitution outlined above, the Company has also
entered into deeds of access, indemnity and insurance with all Directors of the Company which provide indemnities against
losses incurred in their role as Directors, subject to certain exclusions, including to the extent that such indemnity is prohibited
by the Corporations Act 2001 (Cth) (Corporations Act) or any other applicable law. The deeds stipulate that the Company
will meet the full amount of any such liabilities, costs and expenses (including legal fees).
During the financial period, the Company paid insurance premiums for a Directors’ and officers’ liability insurance contract
that provides cover for the current and former Directors, alternate Directors, secretaries, executive officers and officers of
the Company and its subsidiaries. The Directors have not included details of the nature of the liabilities covered in this
contract or the amount of the premium paid, as disclosure is prohibited under the terms of the contract.
The Group’s auditor is PricewaterhouseCoopers (PwC). No payment has been made to indemnify PwC during or since the
financial period end. No premium has been paid by the Group in respect of any insurance for PwC. No officers of the Group
were partners or Directors of PwC whilst PwC conducted audits of the Group.
Date performance rights and options granted
Expiry
date
Issue
price
Number of
performance rights
and options remaining
on issue(1)
9 November 2020 (rights grant to CEO under the FY21 LTI plan offer)
n/a
Nil
3,442,622
10 November 2021 (rights grant to CEO under the FY22 LTI plan offer)
n/a
Nil
1,396,815
10 November 2021 (rights granted to senior executives under the FY22 LTI plan
offer)
n/a
Nil
4,576,239
10 November 2022 (rights grant to CEO under the FY23 LTI plan offer)
n/a
Nil
972,772
16 November 2022 (rights granted to senior executives under the FY23 LTI plan
offer)
n/a
Nil
5,201,574
22 November 2023 (rights granted to senior executives under the FY24 LTI plan
offer)
n/a
Nil
5,935,578
Closing balance of performance rights and options
21,525,600
30
DIRECTORS’ REPORT
continued
Page 15
18. Proceedings on Behalf of the Company
No person has applied to the court under section 237 of the Corporations Act 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.
No proceedings have been brought or intervened in on behalf of the Company with the leave of the court under section
237 of the Corporations Act.
19. Environmental Regulation
The Group is subject to and has complied with the reporting and compliance requirements of the National Greenhouse and
Energy Reporting Act 2007 (Cth) (NGER Act). The NGER Act requires the Group to report its annual greenhouse gas emissions
and energy use. The Group has implemented systems and processes for the collection and calculation of the data required.
In compliance with the NGER Act, the Group is due to submit its report by 31 October 2024. No significant environmental
incidents have been reported internally, and no breaches have been notified to the Group by any government agency.
The Group is a signatory to the Australian Packaging Covenant Organisation (APCO), which is a national co-regulatory
initiative in place of state-based regulatory arrangements for sustainable packaging management. Members are required
to adhere to the covenant commitments, which includes the development and implementation of an action plan and
reporting annually on progress. The Group submitted its Annual Report and Australasian Recycling Label (ARL) Report on 31
March 2024 and Action Plan on 31 May 2024.
20. Rounding of Amounts
The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191
and, except where otherwise stated, amounts in the Directors’ Report have been rounded off to the nearest hundred
thousand dollars.
21. Non-Audit Services
The Company may decide to employ its external auditor on assignments additional to its statutory audit duties where the
auditor’s expertise and experience with the Company and/or the Group are important, provided such assignments do not
give rise to a potential conflict of interest.
Details of the amounts paid or payable to the auditor (PwC) for audit and non-audit services provided during the financial
period are set out in the Financial Statements.
The Board has considered the position and, in accordance with advice received from the Audit, Finance and Risk
Committee, is satisfied that the provision of the non-audit services is compatible with the general standard of independence
for auditors imposed by the Corporations Act. The Directors are satisfied that the provision of the non-audit services by the
auditor did not compromise the auditor independence requirements of the Corporations Act for the following reasons:
•
all non-audit services have been reviewed by the Audit, Finance and Risk Committee to ensure that they do not impact
on the impartiality and objectivity of the auditor; and
•
none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of
Ethics for Professional Accountants.
22. Auditor’s Independence Declaration
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act is attached to
this Directors’ Report.
23. Annual General Meeting
The Annual General Meeting of the Company will be held on Tuesday, 10 December 2024.
The Directors’ Report is made in accordance with a resolution of Directors.
Olivia Wirth
Executive Chair
Melbourne, 19 September 2024
Myer Annual Report 2024
31
REMUNERATION REPORT
for the period ended 27 July 2024
Page 16
Dear Shareholder
On behalf of the Board, I present to you Myer Holdings Limited’s (Myer or the Company) Remuneration Report for FY24. This
report sets out the remuneration information for the Non-Executive Directors and Executive Key Management Personnel
(Executive KMP).
The remuneration outcomes set out in this Report were carefully considered by the Board, taking into account all relevant
factors, the broader management (Management), including Executive KMP and non-KMP executives (Executives), team’s
performance in delivering the FY24 results, and ensuring the best interests of our shareholders and other stakeholders.
In determining the remuneration framework and assessing remuneration outcomes, Myer’s remuneration objective is to
support Management to deliver a business strategy that puts our customers first and ultimately delivers value to our
shareholders. Consistent with previous years, in FY24, there were five key principles associated with the Remuneration
objective:
(1) Reward outcomes that reinforce our Customer First Plan
(2) Build our capability by attracting and retaining high calibre talent
(3) Align the interests of our Executives to those of our shareholders – think like owners
(4) Drive sustainable long-term performance of the business
(5) Be simple and transparent
As always, the Board welcomes feedback and has taken this into account in considering the FY24 remuneration outcomes.
Company Performance
FY24 results and highlights include:
•
Total sales(1) down 2.9% to $3,266.1 million reflecting closure of Brisbane, Frankston and Werribee stores for all or part of
the period.
•
Group online sales(2) up 2.0% to $704.3 million representing 21.6% of total sales.
•
Net profit after tax(3) (NPAT) of $52.6 million reflecting impact of store closures, challenging trading conditions,
inflationary cost pressures and underperformance in sass & bide, Marcs and David Lawrence.
•
Statutory net profit after tax of $43.5 million includes Implementation Costs and Individually Significant Items of $9.1
million ($12.2 million pre-tax) from impairment of store assets including right-of-use assets, taxation adjustments relating
to prior periods, and certain Software as a Service (SaaS) implementation costs that cannot be capitalised.
•
Operating cashflow of $250.4 million was $8.0 million favourable to previous comparative period, with net cash at
period end of $113.8 million. Inventory was well controlled, down $2.8 million on previous comparative period.
•
New Point of Sale (POS) software rollout completed, delivering improved efficiency and transaction speed.
•
Expansion of M-Metrics app to brand partner team members, allowing access to greater analytics and product and
promotion information.
•
Continued to improve the MYER one program resulting in 706,000 of new MYER one members in FY24 and an increase in
tag rate to 77.2% (FY23: 74.6%).
•
Customer service satisfaction increasing to 85% (FY23: 83%), highest on record.
(1)
Revenue from sale of goods excluding concession sales and sales revenue deferred under customer loyalty program was $2,438.1 million (FY23: $2,565.8 million)
(2)
Group online sales includes sass & bide, Marcs and David Lawrence. Excludes sales via in-store iPads
(3)
Excluding implementation costs and individually significant items
Executive Remuneration Outcomes
•
Olivia Wirth was appointed as Chair on 14 March 2024 following Ari Mervis’ retirement and then commenced executive
responsibilities as Executive Chair from 4 June 2024, following the retirement of John King. Ms Wirth’s remuneration
arrangements were outlined in our announcement on 14 March 2024 and are further detailed in this Report. As a result
of this appointment, a separate Chair fee ceased to be payable.
•
At the same time as Ms Wirth’s appointment as Chair, Gary Weiss AM assumed the role of Deputy Chair and Lead
Independent Director, a role created to enhance governance, and which includes overseeing meetings of Non-
Executive Directors, leading performance reviews of the Executive Chair and liaising with external stakeholders
regarding governance, reporting and management oversight. In consideration of these additional responsibilities, an
additional fee is payable to Mr Weiss on top of the Non-Executive Directors’ base annual fee.
•
Executive KMP and Management will receive an award under the Short-Term Incentive (STI) plan equal to 20% of their
maximum entitlement. The STI award outcome reflected the continued challenging macroeconomic conditions, with
the threshold target for the key net profit after tax metric not being met.
32
REMUNERATION REPORT
continued
Page 17
•
In relation to performance rights issued under the FY22 Long-Term Incentive (LTI) plan for Executive KMP, maximum
performance under the relative TSR hurdle was met with TSR measuring in the top decile of the comparator group.
However, the EPS hurdle was not met and as such an LTI outcome of 50% was achieved.
Non-Executive Director Remuneration
Since the reductions in Board fees disclosed in the FY21 and FY22 Remuneration Reports, there have been no further
changes to the Non-Executive Directors’ base annual fees.
Looking Ahead
The Board views the current executive remuneration framework as fit for purpose for the current Myer business, and will
adopt a similar approach in FY25.
We thank all stakeholders who provided feedback to us over the past year. The Board will continue to take account of the
views of our shareholders in reviewing and setting the remuneration framework.
Yours faithfully,
Jacquie Naylor
Chairman – Human Resources and Remuneration Committee
Myer Annual Report 2024
33
REMUNERATION REPORT
continued
Page 18
Contents
1.
Introduction
The Directors of the Company present the Remuneration Report for the financial period ended 27 July 2024 prepared in
accordance with the requirements of the Corporations Act 2001 (Cth) and its regulations.
This report outlines the remuneration strategy, framework and other conditions of employment for Key Management
Personnel (KMP) and details the role and accountabilities of the Board and relevant Committees that support the Board on
these matters.
The information provided within this report has been audited as required by section 308(3C) of the Corporations Act 2001
and forms part of the Directors’ Report. The table below details the Company’s KMP during FY24.
Name
Role
Term
Non-Executive Directors
G Weiss AM
Independent Non-Executive Director
Deputy Chair, Lead Independent Director
Commenced 9 November 2023
Commenced 14 March 2024
D Whittle
Independent Non-Executive Director
Full year
J Naylor
Independent Non-Executive Director
Full year
R Perry
Independent Non-Executive Director
Commenced 2 May 2024
T McCartney
Non-Executive Director
Full year
Former Non-Executive Directors
J Stephenson
Chairman, Independent Non-Executive Director
Retired 9 November 2023
A Mervis
Independent Non-Executive Director
Chairman, Independent Non-Executive Director
To 8 November 2023
Commenced 9 November 2023 and
retired 14 March 2024
O Wirth
Independent Non-Executive Director
Chair, Independent Non-Executive Director
Commenced 9 November 2023
Commenced 14 March 2024
Executive Directors
O Wirth
Executive Chair
Commenced 4 June 2024
Former Executive Directors
J King
Chief Executive Officer and Managing Director
Retired 3 June 2024
Other Executive KMP
M Jackman
Chief Financial Officer
Commenced 1 February 2024
A Sutton
Executive General Manager Stores
Chief Operating Officer
To 3 June 2024
Commenced 4 June 2024
A Winstanley
Chief Merchandise Officer
Full year
Former Executive KMP
N Chadwick
Chief Financial Officer
Retired 31 January 2024
(1)
Introduction
33
(2)
Overview
34
(3)
Executive KMP Remuneration
38
(4)
Executive KMP Service Agreements
40
(5)
Non-Executive Director Remuneration
40
(6)
Remuneration Governance
42
(7)
Executive KMP Statutory Disclosures
43
(8)
Equity
48
(9)
Other
49
34
REMUNERATION REPORT
continued
Page 19
2. Overview
2.1 Objective and Guiding Principles
As with previous years, for FY24, our remuneration objective was to support Executive KMP in delivering a business strategy
that puts our customers first and ultimately delivers value to our shareholders.
2.2 FY24 Executive Remuneration
Executive Chair:
O Wirth
Retiring Executives:
J King and N Chadwick
Other Executive KMP:
M Jackman, A Sutton, A Winstanley
•
Did not participate in
FY24 STI or FY24 LTI
•
TFC $1.25M, from
commencement as
Executive Chair
•
FY25 STI opportunity
= 90% of TFC
•
FY25 LTI opportunity
= 100% of TFC
•
No change to TFC
•
Did not participate in FY24 LTI
•
FY24 STI opportunity of 116.7% and
83.3% respectively
•
FY24 STI delivered at 20% of target,
and pro-rated to reflect portion of
year served
•
FY22 and FY23 LTI forfeited on a pro-
rata basis, with balance to be
tested in ordinary course
•
FY24 STI outcome of 20% of target for all
participants
•
A Sutton’s TFC increased to $810,330
upon promotion to Chief Operating
Officer role
•
M Jackman’s TFC was $650,000 upon
promotion to Chief Financial Officer role
•
A Winstanley’s TFC did not change
during FY24
•
FY24 STI opportunity = 65% of TFC
•
FY24 LTI opportunity = 55% of TFC
Myer Annual Report 2024
35
REMUNERATION REPORT
continued
Page 20
2.3 Company Performance for FY24
The Company’s remuneration structure aligns Executive KMP remuneration with shareholder interests over the short and long
term and provides an appropriate reward on delivering our strategy.
The table below presents the Company’s annual performance against key financial metrics since 2020.
FY20
FY21
FY22
FY23
FY24
Basic EPS (cents)
(21.0)
5.7
6.0
7.4
5.2
Basic EPS (cents) – adjusted(1)
(1.6)
6.3
7.3
8.7
6.3
Net profit after tax (NPAT) (pre implementation costs and individually
significant items) ($m)
(13.4)
51.7
60.2
71.1
52.6
NPAT (post implementation costs and individually significant items)
($m)
(172.4)
46.4
49.0
60.4
43.5
Dividends (cents per share)
-
-
4.0
9.0
3.5
Share price at beginning of year ($)
0.53
0.21
0.49
0.47
0.65
Share price at end of year ($)
0.21
0.49
0.47
0.65
0.82
Market capitalisation ($m)
172.5
402.4
386.0
533.8
682.1
(1)
Basic EPS is adjusted to exclude implementation costs and individually significant items. Refer to Section 8 of the Directors’ Report for further details. The
Directors believe this metric is more relevant as it excludes individually significant items that may not recur and may not be predictive of future performance.
2.4 Incentive Outcomes
FY24 STI Outcome
The Board set challenging performance targets for the FY24 STI.
The FY24 STI outcome (award of 20% of maximum STI opportunity) reflected the challenging consumer and trading
environment in FY24. The challenging NPAT target set by the Board was not met this year, reflecting the impact of the
headwinds generated from the macroeconomic environment.
The remaining STI metrics were operational objectives, aligned with key priorities of the Customer First Plan. These measures
comprised online EBIT, bricks & mortar EBITDA per square metre, customer service satisfaction, stock turn performance and
MYER one tag rate. Two of the five measures reached the challenging targets set by the Board, these being the MYER one
tag rate and customer service satisfaction. Achievement of these targets was pleasing given the importance of these
metrics with the results demonstrating our continued commitment to a positive customer experience.
Progress was made in key areas that contribute to the remaining three measures, however the performance was not
enough to meet the challenging threshold targets set at the start of the performance period. The Board is satisfied that the
STI measures for FY24 were appropriate and well aligned with shareholder outcomes and will continue to challenge
Management with metrics fully aligned with the Company’s strategic priorities.
The FY24 STI awarded to each Executive KMP are detailed in the table at Section 7. The payment of a STI award for FY24
represents the fourth time that the Company has paid such an award to Executive KMP since the STI award relating to FY16.
36
REMUNERATION REPORT
continued
Page 21
The following table details FY24 STI scorecard measures and assessment applied to Executive KMP.
Objectives
2024 Performance Assessment
Commentary
Financial Objectives (50% weighting)
NPAT
Threshold hurdle not met
•
This outcome is a reflection of the
challenging consumer and trading
environment, impact of store closures
and underperformance of Myer
Speciality Brands
Operational Objectives (50% weighting, 10% for each measure)
Online Earnings Before
Interest and Taxes
Threshold hurdle not met
•
Online EBIT improved again year on
year, but stretch objectives were not
achieved
Customer Service Satisfaction
Maximum hurdle met
•
Reflecting the continued focus on the
customer experience, there was
further improvement in this important
metric, with customer service
satisfaction of 84.6% achieved for
FY24. Results for this metric have
improved significantly since inception
of Customer First Plan
Department Store, Bricks and Mortar
EBITDA per square metre
Threshold hurdle not met
•
Performance in FY24 was impacted
by the challenging trade environment
and inflationary cost increases, and
therefore productivity improvement
targets were not met
Stock turn
Threshold hurdle not met
•
Stock-turn was broadly consistent to
prior period, and did not meet the
stretch objectives
MYER one tag rate
(in-store and online) %
Maximum hurdle met
•
Tag rate increased significantly again
year on year, finishing the year at a
new record level of 77.2%
% of Maximum Achieved: 20%
FY22 LTI Outcome
The FY22 LTI assessed performance over a three-year performance period, against relative TSR (50% weighting) and EPS (50%
weighting) performance metrics.
The relative TSR component vested in full, reflecting Myer’s performance in the top decile of the comparator group.
The TSR performance reflects the strong share price growth during the performance period, during which the Company also
returned to paying dividends for the first time since FY17.
The TSR performance rights held by Management will convert into restricted shares following the release of the FY24 results
(or in the case of Mr King, following the release of the FY25 results), on and subject to the terms of the FY22 LTI Plan.
The EPS performance targets were not achieved, and accordingly 50% of the LTI will not vest.
Vested performance rights which convert to restricted shares following the release of the FY24 results, will be subject to a 12-
month disposal restriction.
Myer Annual Report 2024
37
REMUNERATION REPORT
continued
Page 22
2.5 Payments to Executive KMP in FY24 (Non-Statutory)
The table below sets out the actual remuneration received by Executive KMP in FY24. The table has not been prepared in
accordance with accounting standards but has been provided to outline clearly the remuneration outcomes for Executive
KMP. Remuneration outcomes prepared in accordance with the accounting standards are provided in Section 7.
Short Term Incentive
Long Term
Incentive
Name
Cash
salary(1)
$
Super-
annuation(2)
$
FY23
STI(3)
$
Vested &
exercised
TIP/STI(4)
$
Vested &
exercised
LTIP
$
Termination
and other
payments
$
Actual FY24
Remuneration
$
Executive Directors
O Wirth(5)
198,462
4,663
-
-
-
-
203,125
Other Executive KMP
M Jackman(6)
311,090
13,910
-
-
-
-
325,000
A Sutton(7)
698,970
27,610
47,687
81,100
887,188
-
1,742,555
A Winstanley(8)
855,620
-
57,441
97,688
1,068,657
-
2,079,406
Former Disclosed Executives
N Chadwick(9)
499,789
18,266
56,972
97,564
1,068,657
77,117
1,818,365
J King(10)
1,005,000
-
113,400
196,022
2,520,770
114,990
3,950,182
(1)
Cash salary includes short-term compensated absences, any salary sacrifice arrangement implemented by the Executive KMP, including additional
superannuation contributions.
(2)
Executive KMP receive a statutory superannuation contribution up to a threshold limit in line with the ATO published maximum superannuation contribution
base.
(3)
STI payments relating to FY23 performance and conditions, but paid during FY24. Includes only the non-deferred component.
(4)
Shares relating to conversion of the 24-month deferred rights awarded under the FY21 TI plan, and shares awarded under the FY23 STI plan that were subject to
a 12-month disposal restriction. These shares were issued following the opening of a trading window after the release of the FY23 Results and the Myer share
price at issue was $0.49.
(5)
Ms Wirth was appointed as Executive Chair and Director on 4 June 2024. The remuneration in the above table relates only to the time Ms Wirth was considered
an Executive KMP.
(6)
Mr Jackman was promoted to Chief Financial Officer on 1 February 2024. The remuneration in the above table relates only to the time Mr Jackman was
considered a KMP.
(7)
Mr Sutton was promoted to Chief Operating Officer on 4 June 2024.
(8)
Mr Winstanley does not receive superannuation contributions due to his tax status. As per the terms of his employment contract, Mr Winstanley is entitled to
other support, including a health insurance allowance and return flights home. This support has not been included in this table. More details can be found in
Section 7.
(9)
Mr Chadwick stepped down as Chief Financial Officer on 31 January 2024 and his notice period concluded on 13 March 2024. Mr Chadwick’s other payment
represents the payment of accrued annual leave.
(10)
Mr King stepped down as CEO and Managing Director on 3 June 2024 and his other payment represents the payment of accrued annual leave. Mr King does
not receive superannuation contributions due to his tax status. As per the terms of his employment contract, Mr King was entitled to other support including a
health insurance allowance, relocation expenses for spouse and return flights home. This support has not been included in this table. More details can be found
in Section 7.
38
REMUNERATION REPORT
continued
Page 23
3. Executive KMP Remuneration
Executive KMP remuneration is delivered through a mix of fixed and variable pay, and a blend of short and long term
incentives. As outlined in the Remuneration Structure in Section 2.2, the core components are TFC, STI and LTI.
3.1 Total Fixed Compensation (TFC)
TFC is set at a level to attract and retain high calibre executives that can deliver our strategy.
The Human Resources and Remuneration Committee (Committee) reviews and makes recommendations to the Board
regarding TFC for Executive KMP, having regard to performance, skills, responsibilities and relevant comparative
remuneration in the market.
As was disclosed in the Company’s ASX announcement on 14 March 2024, Ms Wirth commenced as Executive Chair from 4
June 2024, on a TFC of $1,250,000. Ms Wirth's package recognises the skills and experience required for the role and the
Board is satisfied that the package was appropriate and necessary to attract and retain such a high-quality candidate.
3.2 FY24 Short Term Incentive (STI) plan
The STI is designed to drive the achievement of annual financial, operational and strategic objectives, aligned to the
accelerated Customer First Plan.
The FY24 STI followed a similar design to the FY23 STI plan.
It assessed participants on a group-wide corporate scorecard, 50% of which was assessed against a Group NPAT target. The
full scorecard is disclosed at Section 2.4.
The Board set stretching targets within the STI, and have the ability to exercise discretion where scorecard outcomes are not
considered appropriate in the context of broader circumstances.
For Executive KMP, 25 percent of vested FY24 STI will be delivered in deferred shares subject to a one-year disposal
restriction.
The number of deferred shares (subject to a disposal restriction) granted is determined by dividing the dollar value of the
deferred share component of the STI outcome by the volume weighted average price (VWAP) of the Company’s shares
over the five trading days following the release of the Company’s FY24 results.
Subject to applicable law relating to the provision of benefits, and unless the Board determines otherwise, participants
leaving employment during the performance year due to termination for cause, gross misconduct or resignation are
generally not eligible to receive an award under the STI plan.
Participants leaving employment during the performance year for other reasons will be entitled to receive a pro-rata award.
The STI plan allows the Board to take any steps that it determines appropriate to recover from Executive KMP any STI reward
that was determined to have been an “unfair benefit” as a result of a material misstatement in, or omission from, the
Company’s financial statements or concerning the satisfaction of targets applicable to the STI. The Board may also adjust
the award in cases of fraud, dishonest or gross misconduct, unsustainable performance involving high-risk actions and
bringing the company into disrepute.
The Board has absolute discretion in relation to the treatment, payment or provision of STI awards on a change of control,
which it would exercise in the best interests of the Company.
3.3 FY24 Long Term Incentive (LTI) plan
The LTI is designed to complement the STI, in promoting the delivery of strategic objectives and long term value to
shareholders.
The FY24 LTI followed a similar design to the FY23 LTI plan.
It is delivered in performance rights, and assesses performance over a 3-year period (30 July 2023 to 25 July 2026). An
additional 12-month disposal restriction is applied to any awards that vest.
The number of performance rights granted is determined by dividing an individual’s LTI opportunity by the volume weighted
average price (VWAP) of the Company’s shares over the five trading days following the release of the Company’s results.
For the FY24 LTI, this price was $0.6172 (representing the VWAP for the 5 trading days commencing on 14 September 2023).
In order for any of the FY24 LTI to be eligible to vest, Myer must deliver a positive TSR to shareholders over the performance
period.
Myer Annual Report 2024
39
REMUNERATION REPORT
continued
Page 24
Where absolute TSR performance is positive over the performance period, performance rights will be assessed against
underlying EPS growth (50% weighting) and relative TSR (50% weighting) objectives, based on the below vesting schedules:
Underlying EPS – Compound annual growth rate
(50% weighting)
Relative total shareholder return
(50% weighting)
Performance
Vesting outcome
Performance
Vesting outcome
Below 4%
Nil
Below 50th percentile
Nil
At 4%
50%
At 50th percentile
50%
Between 4% and 10%
Straight line pro-rata
vesting between 50% and
100%
Between 50th percentile
and 75th percentile
Straight line pro-rata
vesting between 50% and
100%
At or above 10%
100%
At or above 75th
percentile
100%
The comparator group of companies used for the relative TSR measure in FY24 is as follows: Accent Group, Adairs, Baby
Bunting, Beacon Lighting, Cettire, Endeavour Group, Harvey Norman Holdings, JB Hi-Fi, Kogan, Lovisa Holdings, Metcash,
Michael Hill International, Nick Scali, Premier Investments, Super Retail Group, Temple & Webster Group, Universal Store
Holdings, Wesfarmers and Woolworths. This comparator group was selected by the Board based on the same criteria used in
selecting the group used for the FY23 LTI grant. The peer group may, at the discretion of the Board, be adjusted to take into
account events during the performance period including, but not limited to, takeovers, mergers, de-mergers and de-listings.
Subject to applicable law relating to the provision of benefits, and unless the Board determines otherwise, generally, if the
Executive ceases employment on or before the vesting date due to termination for cause, gross misconduct or resignation,
they will forfeit any interest in the rights. If employment ceases on or before the vesting date for other reasons, the Executive
as a “good leaver”, will retain a pro-rata interest in the rights. The calculation is determined based on portion of the
performance period served as an employee.
The Board has discretion to allow full or pro-rated accelerated vesting of performance rights in the event of certain change
of control events, having regard for the relevant circumstances. The Rules also provide for an automatic pro-rated
accelerated vesting on the occurrence of certain limited change of control events, if the Board does not elect to exercise
discretion as referred above.
The LTI plan allows the Board to take any steps that it determines appropriate to recover from Executives KMP any LTI award
that vests or may vest if it was determined to have been an ‘unfair benefit’ as a result of a material misstatement in, or
omission from, the Company’s financial statements or concerning the satisfaction of KPI applicable to the LTI. The Board
may also adjust the award in cases of fraud, or dishonest or gross misconduct, unsustainable performance involving high-risk
actions and bringing the Company into disrepute.
The rights and entitlements attaching to performance rights may be adjusted if the Company undertakes a bonus or rights
issue or a capital reconstruction in relation to the Company's shares. For example, in the event of a rights issue, the number
of shares to be allocated on the exercise of performance rights may be changed in a manner determined by the Myer
Board and consistent with the ASX Listing Rules.
Executives are forbidden from entering into any hedging arrangements affecting their economic exposure to performance
rights or restricted shares. Executives are also forbidden from entering into transactions or arrangements prohibited under the
Company’s Securities Dealing Policy.
FY24 LTI allocations
Olivia Wirth, John King and Nigel Chadwick did not participate in the FY24 LTI.
The following table summarises the FY24 LTI awards granted to Executive KMP.
Name
Number of
performance
rights granted
Valuation of each
performance right at
grant date(1)
$
Exercise
price
$
Applicable
hurdles
End of
performance
period
M Jackman(2)
266,505
0.2237
Nil
TSR
25 July 2026
266,505
0.2573
Nil
EPS
25 July 2026
A Sutton
316,495
0.2237
Nil
TSR
25 July 2026
316,495
0.2573
Nil
EPS
25 July 2026
A Winstanley
381,230
0.2237
Nil
TSR
25 July 2026
381,230
0.2573
Nil
EPS
25 July 2026
(1)
The valuation is calculated in accordance with AASB 2 Share-based Payment.
(2)
Mr Jackman was promoted to Chief Financial Officer on 1 February 2024 and received 225,170 additional performance rights under the FY24 LTI plan granted
on 22 November 2023, calculated on a pro-rata basis from commencement of his new role.
40
REMUNERATION REPORT
continued
Page 25
4. Executive KMP Service Agreements
Remuneration and other terms of employment for the Executive Chair, and Other Executive KMP are formalised in service
agreements.
No members of Executive KMP are employed on a fixed term basis.
Ms Wirth's service agreement provides a 12-month notice period for termination of employment by either party, except that
such notice period, where given by the Executive Chair, may not end prior to 14 March 2026.
As part of the terms of her service agreement, Ms Wirth is also eligible to receive subsidised accommodation in Melbourne
as and when required, of a standard and at a cost reasonably acceptable to both Ms Wirth and the Company.
The service agreements of Other Executive KMP provide a 6-month notice period for termination of employment by either
party. The exception to this was John King’s service agreement, which provided for 12 months’ notice by either party.
Mr King and Mr Winstanley were provided with support relating to their relocations, and were entitled to the following
benefits:
•
Coverage of costs associated with moving personal and household items, tax services and rental assistance for the first
year of their assignments;
•
Health care coverage and two return flights for self and spouse to and from the USA or the United Kingdom annually,
and other costs related to their Australian residency; and
•
The cost to the Company in providing this support for the period ended 27 July 2024 is summarised in Section 7.
5. Non-Executive Director Remuneration
Non-Executive Director fees
Below is a summary of Myer’s approach to Non-Executive Director remuneration.
Base Annual Fees
FY24
Chairman (only applicable until 3 June 2024, after which Ms Wirth assumed role of Executive Chair)
250,000
Other Non-Executive Directors
100,000
Additional annual fees
Deputy Chair and Lead Independent Director
50,000
Audit Finance and Risk Committee – Chairman
20,000
Audit Finance and Risk Committee – member
-
Human Resources and Remuneration Committee – Chairman
20,000
Human Resources and Remuneration Committee – member
-
Nomination Committee – Chairman
-
Nomination Committee – member
-
Myer has not made any increases to base Non-Executive Director fees for several years. Its maximum aggregate fee pool
has remained at $2.15 million per annum since the Company listed in 2009.
The Board, on the recommendation of the Human Resources and Remuneration Committee, reviews Non-Executive
Directors' fees and payments at least once a year. As part of that review, the Board considers the advice of independent
remuneration consultants.
Non-Executive Directors are not entitled to any additional remuneration upon retirement. Superannuation contributions
required by legislation are made from the fee paid to Directors and fall within the aggregate fee pool limit.
Myer Annual Report 2024
41
REMUNERATION REPORT
continued
Page 26
The table below shows the remuneration recorded in the financial statements in the period for Non-Executive Directors:
Name
FY
Board & Committee
Fees
$
Superannuation
$
Total
$
Non-Executive Directors
D Whittle
2024
106,750
13,250
120,000
2023
107,350
12,650
120,000
J Naylor
2024
106,750
13,250
120,000
2023
107,350
12,650
120,000
T McCartney(1)
2024
88,958
11,042
100,000
2023
64,710
7,638
72,348
G Weiss AM(2)
2024
75,629
9,418
85,047
2023
-
-
-
R Perry(3)
2024
21,886
2,752
24,638
2023
-
-
-
Former Non-Executive Directors
J Stephenson(4)
2024
61,550
7,579
69,129
2023
224,532
25,468
250,000
A Mervis(5)
2024
102,247
12,597
114,844
2023
89,458
10,542
100,000
O Wirth(6)
2024
79,445
9,800
89,245
2023
-
-
-
Total Non-Executive Directors
2024
643,215
79,688
722,903
2023
593,400
68,948
662,348
(1)
Mr McCartney was appointed as a Non-Executive Director on 10 November 2022.
(2)
Mr Weiss was appointed as a Non-Executive Director on 9 November 2023 before assuming the role of Deputy Chair and Lead Independent Director on 14
March 2024.
(3)
Mr Perry was appointed as a Non-Executive Director on 2 May 2024.
(4)
Ms Stephenson retired as a Non-Executive Director on 9 November 2023.
(5)
Mr Mervis was appointed as Chairman on 9 November 2023 before retiring from the Board on 14 March 2024.
(6)
Ms Wirth was appointed as a Non-Executive Director on 9 November 2023 before assuming the role of Chair on 14 March 2024, and then the role of Executive
Chair from 4 June 2024.
Minimum Shareholding Policy
Each Non-Executive Director will target a shareholding in the Company that, as at the date of the last purchase, is
equivalent to at least one year’s Non-Executive Director’s base fees, progressively over three years from the date of their
appointment, for new Non-Executive Directors.
All Non-Executive Directors are currently in compliance with the Minimum Shareholding Policy.
42
REMUNERATION REPORT
continued
Page 27
6. Remuneration Governance
6.1 Human Resources and Remuneration Committee
The Board reviews its role, responsibilities, and performance annually to ensure that the Company continues to maintain and
improve its governance standards.
The Board is responsible for ensuring the Company’s remuneration strategy is equitable and aligned with Company
performance and shareholder interests. The Board conducts an annual review of the remuneration strategy of the business.
To assist with this, the Board has established a Human Resources and Remuneration Committee (Committee) made up of
Non-Executive Directors only. The Committee Charter is available on the Company’s Investor Centre website.
When making remuneration decisions, the Committee will also consider the Company’s internal succession plan and
capability profile.
The Committee comprises Ms Jacquie Naylor as Chairman and Mr Terry McCartney and Mr David Whittle as members.
In performing its role, the Committee has the responsibility to make recommendations to the Board on:
•
Non-Executive Director fees;
•
Executive remuneration (for the Executive Chair, and other Executives) including specific recommendations on
remuneration packages and other terms of employment;
•
The overarching remuneration framework including the policy, strategy and practices for fixed reward and both short
and long term incentive plans; and
•
The health of the organisation, suitable succession coverage, organisational culture and diversity.
The Committee has been established under rule 8.15 of the Constitution of the Company. Further information on the role of
the Committee, its membership and meetings held throughout the year will be set out in the Corporate Governance
Statement (available on the Company’s website) and the Directors’ Report.
The Executive Chair (and previously, the CEO and Managing Director), the CFO, and the General Manager, People &
Culture are regular attendees at the Committee meetings. The above individuals were not present during any Committee or
Board meetings when their remuneration was considered or discussed during the financial period.
The Committee must at all times have regard to, and notify the Board as appropriate, of all legal and regulatory
requirements, including any shareholder approvals required in connection with remuneration matters.
The Committee Chairman or, if she is not available, a Committee member, will attend the AGM and be available to answer
any questions from shareholders about the Committee’s activities or, if appropriate, the Company’s remuneration
arrangements.
While the Committee obtained independent advice from remuneration consultants during FY24, no remuneration
recommendations (as defined in the Corporations Act 2001) were provided.
Myer Annual Report 2024
43
REMUNERATION REPORT
continued
Page 28
7. Executive KMP Statutory Disclosures
The following table shows details of the nature and amount of each element of the remuneration paid or awarded for services provided in this period. In the case of share-based payments
and retention incentives, the amounts disclosed reflect the amount expensed during the period in accordance with relevant accounting standards and accordingly this does not
necessarily reflect the amount actually paid to the individual during the period, which may be more or less than the amount shown in the following tables.
Short-term employee benefits
Post
employment
benefits(5)
Other benefits
Total remuneration expense
Name
FY
Cash
salary(1)
$
STI / TI(2)
$
Non-
Monetary(3)
$
Annual
Leave(4)
$
Super-
annuation(6)
$
Subtotal
$
Long
service
leave(7)
$
Termination
& other
payments
$
Excluding
share-
based
payments
$
Share-
based
payment
expense(8)
$
Total
$
% of
Performance
related
remuneration
% of
Remuneration
consisting of
rights and/or
options
Executive Directors
O Wirth(9)
2024
198,462
-
7,266
14,177
4,663
224,568
647
-
225,215
-
225,215
0%
0%
2023
-
-
-
-
-
-
-
-
-
-
-
-
-
Executive KMP
M Jackman(10)
2024
311,090
30,991
350
(157)
13,910
356,184
40,299
-
396,483
64,734
461,217
21%
14%
2023
-
-
-
-
-
-
-
-
-
-
-
-
-
A Sutton
2024
698,970
70,704
474
12,663
27,610
810,421
20,538
-
830,959
237,237 1,068,196
29%
22%
2023
673,309
47,687
450
(18,639)
25,468
728,275
12,828
-
741,103
381,623 1,122,726
38%
34%
A Winstanley(11)
2024
855,620
83,423
83,973
(6,919)
- 1,016,097
21,658
-
1,037,755
301,586 1,339,341
29%
23%
2023
841,707
57,441
73,185
(62,734)
-
909,599
23,875
-
933,474
459,683 1,393,157
37%
33%
Formerly Disclosed Executives
J King(12)
2024 1,119,990
178,851
51,471
(92,307)
- 1,258,005
(67,032)
-
1,190,973
553,725 1,744,698
42%
32%
2023 1,200,000
113,400
71,645
(9,451)
- 1,375,594
32,935
-
1,408,529
1,042,701 2,451,230
47%
43%
N Chadwick(13)
2024
480,792
65,356
-
(75,131)
13,699
484,716
(48,158)
100,680
537,238
200,696
737,934
36%
27%
2023
809,282
56,972
391
19,022
25,468
911,135
23,224
-
934,359
459,548 1,393,907
37%
33%
Total KMP Remuneration
2024 3,664,924
429,325
143,534 (147,674)
59,882 4,149,991
(32,048)
100,680
4,218,623
1,357,978 5,576,601
2023 3,524,298
275,500
145,671
(71,802)
50,936 3,924,603
92,862
-
4,017,465
2,343,555 6,361,020
44
REMUNERATION REPORT
continued
Page 29
Footnotes
(1)
Cash salary includes short-term compensated absences, including any salary sacrifice arrangement implemented by the Executive KMPs, including additional
superannuation contributions.
(2)
STI / TIP payments relate to program performance and conditions for the year they were earned, not the year of actual payment.
(3)
Non-monetary short-term benefits include Fringe Benefits Tax paid by the Company in respect of Company provided car parking up to the end of March 2024
(in accordance with the FBT year), mobile phone expenses and other items referred to in footnotes (11) and (12) for Mr Winstanley and Mr King, respectively.
(4)
This reflects the movement in annual leave accrual.
(5)
There were no post-employment benefits other than superannuation.
(6)
Executive KMP receive a statutory superannuation contribution up to a threshold limit in line with the ATO published maximum superannuation contribution
base, with the exception of Mr King and Mr Winstanley, who do not receive superannuation due to their tax status.
(7)
This benefit includes the movement in long service leave accrual.
(8)
The share-based payment expense represents the amount expensed for the period based on valuations determined under AASB 2 Share Based Payment. This
expense is based on the fair value at grant date, and reflects expectations of the number of rights and options expected to vest. Where expectations change
in relation to vesting, adjustment is made in the current period to reflect this change. As the equity grant may fully vest, partially vest or not vest at all, the
benefit that the Executive KMP ultimately realises is likely to be different to the amount disclosed in a particular year. The amount disclosed does not represent
cash payments received in the period, and if vesting conditions are not met, may result in reversal of the remuneration amount in a future period.
(9)
Ms Wirth commenced as Executive Chair and Director on 4 June 2024. Ms Wirth’s other short-term benefits include return flights from Sydney to Melbourne and
accommodation in Melbourne as an when required, under the terms of her employment contract.
(10)
Mr Jackman was appointed as Chief Financial Officer on 1 February 2024. The figures in this table relate to the period of the year that he was considered KMP.
(11)
Mr Winstanley's other short-term benefits include annual leave accrual, a health insurance allowance, and return flights home under the terms of his
employment contract.
(12)
Mr King's short-term benefits include annual leave accrual, a health insurance allowance, relocation expenses for spouse, and return flights home under the
terms of his employment contract. Mr King stepped down as CEO and Managing Director on 3 June 2024 and his cash salary includes a $114,990 payment for
accrued annual leave.
(13)
Mr Chadwick stepped down as Chief Financial Officer on 31 January 2024 and his notice period concluded on 13 March 2024, and his cash salary includes a
$77,117 payment for accrued annual leave.
Myer Annual Report 2024
45
REMUNERATION REPORT
continued
Page 30
7.1 Unvested Performance Rights and Options
Details of performance rights and options granted to Executive KMP under the previous equity incentive plans that remain
unvested as at 27 July 2024 are set out in the table below.
Grant type
Grant date
Number of
instruments(1)
Value per
instrument at
grant date
$
Vesting date (if holder
remains employed by a
Myer Group Company)
Other Executive KMP Rights (EPS hurdle)
10-Nov-21
670,704
$0.40
September 2024
Other Executive KMP Rights (TSR hurdle)
10-Nov-21
670,704
$0.38
September 2024
Other Executive KMP Rights (EPS hurdle)
16-Nov-22
800,477
$0.46
September 2025
Other Executive KMP Rights (TSR hurdle)
16-Nov-22
800,477
$0.44
September 2025
Other Executive KMP Rights (EPS hurdle)
22-Nov-23
964,230
$0.26
September 2026
Other Executive KMP Rights (TSR hurdle)
22-Nov-23
964,230
$0.22
September 2026
STI Rights
24-Nov-23
TBC(2)
TBC(2)
September 2024
Total
4,870,822
(1)
Mr King and Mr Chadwick retired from their roles during FY24 and accordingly their holdings at the end of the period have not been included.
(2)
The number of rights granted and converted into deferred shares will be determined by dividing the dollar value of the rights component of the FY24 STI plan
award by the volume weighted average price of the Company’s shares over a period of trading days determined by the Board following the release to the
market of the Company’s full year FY24 results. The deferred shares will be subject to a one-year disposal restriction period.
Details of performance rights or options over ordinary shares in the Company currently provided as remuneration and
granted during FY24 to Executive KMP are set out in sections 7.2 and 7.4. Further information on the LTI, TI, and STI plans are
set out in note H4 of the Financial Statements.
7.2 Equity Instruments Granted to Executive KMP in FY24
Name
Vesting Date
Number of performance
rights granted(1)(3)
Value of performance
rights at grant date(2)(3)
$
Number of rights
and options vested
during the period
M Jackman
30-Sep-26
533,010
328,974
-
A Sutton
30-Sep-26
632,990
390,682
2,409,163
A Winstanley
30-Sep-26
762,460
470,591
2,901,944
Former Disclosed Executives
N Chadwick
n/a
-
-
2,901,690
J King
n/a
-
-
6,642,045
(1)
No performance rights were granted to Non-Executive Directors during the reporting period.
(2)
The face value for allocating rights under the FY24 LTI plan was $0.62, based on the volume weighted average price of the Company’s shares over the five
trading days following the release of the Company’s FY23 results.
(3)
Rights for the equity component of the FY24 STI plan were granted on 24 November 2023. The number of rights granted and converted into deferred shares will
be determined by dividing the dollar value of the rights component of the FY24 STI plan award by the volume weighted average price of the Company’s
shares over a period of trading days determined by the Board following the release to the market of the Company’s full year FY24 results. Therefore, the rights
are not reflected in the numbers disclosed in the above table.
7.3 Shares Provided on Exercise of Rights or Options
The KMP were provided ordinary shares as a result of exercise of options or rights.
Name
Number of ordinary shares provided on
exercise of rights or options during the period
Value at exercise date(1)
$
M Jackman(2)
-
-
A Sutton
1,382,724
908,805
A Winstanley
1,665,552
1,094,696
Former Disclosed Executives
N Chadwick
1,665,298
1,094,572
J King
704,769
375,809
(1)
The value at exercise date of options and rights that were granted in prior periods as part of remuneration and were exercised during the period has been
determined as the intrinsic value of the rights at that date. This represents the market value of the share acquired.
(2)
Mr Jackman became KMP on promotion to Chief Financial Officer on 1 February 2024. No ordinary shares have been provided to him on exercise of rights or
options since that date.
46
REMUNERATION REPORT
continued
Page 31
7.4 Performance Options and Performance Rights on Issue
For each grant of performance options or performance rights included in this report, the percentage of the grant that was
paid, or that vested, in the financial period, and the percentage and value that was forfeited because the service and
performance criteria were not met is set out below. Options and performance rights vest provided the vesting conditions or
performance hurdles are met. No options or performance rights will vest if the hurdles (either service or performance) are not
satisfied, therefore the minimum value of the performance options or performance rights yet to vest is nil.
Name
Grant date
Equity
Vehicle
Vested %
Forfeited %
Maximum total value
of grant yet to be
expensed (1)
M Jackman(2)
24-Nov-23
Rights(6)
-
-
2,583
22-Nov-23
Rights
-
-
87,708
16-Nov-22
Rights
-
-
43,755
10-Nov-21
Rights
-
-
2,125
21-Nov-19
Options
-
-
-
A Sutton
24-Nov-23
Rights(6)
-
-
3,367
22-Nov-23
Rights
-
-
98,952
16-Nov-22
Rights
-
-
97,718
7-Nov-22
Rights(5)
100%
-
-
10-Nov-21
Rights
-
-
5,636
15-Dec-20
Rights(4)
50%
-
-
9-Nov-20
Rights(3)
100%
-
-
21-Nov-19
Options
50%
-
-
A Winstanley
24-Nov-23
Rights(6)
-
-
3,973
22-Nov-23
Rights
-
-
24,816
16-Nov-22
Rights
-
-
53,389
7-Nov-22
Rights(5)
100%
-
-
10-Nov-21
Rights
-
-
6,788
15-Dec-20
Rights(4)
50%
-
-
9-Nov-20
Rights(3)
100%
-
-
21-Nov-19
Options
50%
-
-
Formerly Disclosed Executives
J King(7)
24-Nov-23
Rights(6)
-
-
-
16-Nov-22
Rights
-
38%
-
7-Nov-22
Rights(5)
100%
-
-
10-Nov-21
Rights
-
5%
-
15-Dec-20
Rights(4)
50%
-
-
9-Nov-20
Rights(3)
100%
-
-
21-Nov-19
Options
50%
-
-
N Chadwick(8)
24-Nov-23
Rights(6)
-
-
-
16-Nov-22
Rights
-
46%
-
7-Nov-22
Rights(5)
100%
-
-
10-Nov-21
Rights
-
12%
-
15-Dec-20
Rights(4)
50%
-
-
9-Nov-20
Rights(3)
100%
-
-
21-Nov-19
Options
50%
-
-
Myer Annual Report 2024
47
REMUNERATION REPORT
continued
Page 32
Footnotes
(1)
This represents the maximum remaining accounting value of the LTI and STI plan awards (rights and options) as at their grant date.
(2)
No rights or options have vested since Mr Jackman became KMP on promotion to Chief Financial Officer on 1 February 2024.
(3)
Performance rights granted on 9 November 2020 were tested following the release of the FY23 results, maximum performance under both the EPS and TSR
conditions was achieved resulting in 100 percent vesting.
(4)
During the period the remaining 50 percent of the total deferred rights awarded under the FY21 TI plan vested following completion of the attached two-year
service period.
(5)
During FY24 rights were issued for the equity component of the FY23 STI plan that was granted on 7 November 2022. The number of rights was determined by
dividing the dollar value of the rights component of the award by the volume weighted average price of the Company’s shares over the five trading days
immediately following the release to the market of the Company’s full year FY23 results. The rights then automatically converted to deferred shares on a one for
one basis.
(6)
Rights to deferred shares relating to the FY24 STI plan. The number of rights granted and converted into deferred shares will be determined by dividing the dollar
value of the rights component of the STI award by the volume weighted average price of the Company’s shares over a period of trading days determined by
the Board following the release to the market of the Company’s full year FY24 results.
(7)
Mr King stepped down as CEO and Managing Director on 3 June 2024. Performance rights related to the FY22 and FY23 LTI plans were forfeited on a pro-rata
basis, with the balance to be tested in ordinary course as per the original terms.
(8)
Mr Chadwick stepped down as Chief Financial Officer on 31 January 2024 and his notice period concluded on 13 March 2024. Performance rights related to
the FY22 and FY23 LTI plans were forfeited on a pro-rata basis, with the balance to be tested in ordinary course as per the original terms.
48
REMUNERATION REPORT
continued
Page 33
8. Equity
The number of rights and options over ordinary shares in the Company held during the financial period by Executive KMP of the Company, including their personally related parties, are set
out below. No rights or options over ordinary shares are held by Non-Executive Directors.
Opening balance
Granted as compensation
Exercised
Lapsed
Closing balance
2024
Options
Rights
Options
Rights(1)(2)
Options(3)
Rights(2)
Options
Rights
Options
Rights
M Jackman(4)
-
724,542
-
225,170
-
-
-
-
949,712
A Sutton
-
2,502,630
-
658,744
-
(1,382,724)
-
-
1,778,650
A Winstanley
-
3,014,530
-
793,482
-
(1,665,552)
-
-
2,142,460
Former Disclosed Executives
J King(5)
2,799,378
6,827,853
-
61,244
(2,799,378)
(400,045)
-
(676,843)
-
5,812,209
N Chadwick(6)
-
3,014,530
-
30,768
-
(1,665,298)
-
(423,631)
-
956,369
(1)
Rights for the equity component of the FY24 STI plan were granted on 24 November 2023. The number of rights granted and converted into deferred shares will be determined by dividing the dollar value of the rights component of the FY24 STI
plan award by the volume weighted average price of the Company’s shares over a period of trading days determined by the Board following the release to the market of the Company’s full year FY24 results. Therefore the rights are not
reflected in the numbers disclosed in the above table.
(2)
During FY24, rights were issued for the equity component of the FY23 STI plan that were granted on 7 November 2022. The number of rights was determined by dividing the dollar value of the rights component of the award by the volume
weighted average price of the Company’s shares over the five trading days immediately following the release to the market of the Company’s full year FY23 results. The rights then automatically converted to deferred shares on a one for one
basis.
(3)
During the period shares were issued to Mr King on the exercise of performance options granted on 21 November 2019.
(4)
The opening balance of Mr Jackman's performance rights reflects the number of rights held when he commenced as a KMP on 1 February 2024 on promotion to Chief Financial Officer. The rights granted during the period reflects the additional
rights received on commencing his new role.
(5)
Mr King stepped down as CEO and Managing Director on 3 June 2024 and the closing balance of his rights reflects the number held at this date. Performance rights related to the FY22 and FY23 LTI plans were forfeited on a pro-rata basis, with
the balance to be tested in ordinary course as per the original terms.
(6)
Mr Chadwick stepped down as Chief Financial Officer on 31 January 2024 and his notice period concluded on 13 March 2024. The closing balance of Mr Chadwick’s rights reflects the number held on completion of his notice period.
Performance rights related to the FY22 and FY23 LTI plans were forfeited on a pro-rata basis, with the balance to be tested in ordinary course as per the original terms.
Myer Annual Report 2024
49
REMUNERATION REPORT
continued
Page 34
The number of shares in the Company held during the financial period by each Director of the Company and Executive
KMP of the Company, including their personally related parties are set out below.
2024
Opening balance
Received on
exercise of rights
and/or options to
shares
Other changes
during the year
Closing balance
D Whittle
266,666
-
-
266,666
J Naylor
211,000
-
39,000
250,000
T McCartney
-
-
200,000
200,000
G Weiss AM(1)
-
-
100,000
100,000
R Perry(2)
-
-
-
-
Former Directors
J Stephenson(3)
300,000
-
-
-
A Mervis(4)
250,000
-
250,000
-
Executive KMP
O Wirth(5)
-
-
-
-
M Jackman(6)
495,065
-
-
495,065
A Sutton
221,383
1,481,861
-
1,703,244
A Winstanley
1,605,140
1,784,967
-
3,390,107
Former Disclosed Executive KMP
J King(7)
4,386,941
704,769
-
-
N Chadwick(8)
853,585
1,784,713
-
-
(1)
Mr Weiss was appointed as a Non-Executive Director on 9 November 2023 before assuming the role of Deputy Chair and Lead Independent Director on 14
March 2024.
(2)
Mr Perry was appointed as a Non-Executive Director on 2 May 2024.
(3)
Ms Stephenson retired as a Non-Executive Director on 9 November 2023. Her holdings at the end of the period have not been reported in the table above.
(4)
Mr Mervis was appointed as a Chairman on 9 November 2023 before retiring from the Board on 14 March 2024. His holdings at the end of the period have not
been reported in the table above.
(5)
Ms Wirth was appointed as a Non-Executive Director on 9 November 2023 before assuming the role of Chair on 14 March 2024, followed by the role of Executive
Chair from 4 June 2024.
(6)
The opening balance of Mr Jackman's holding reflects the number of shares held when he commenced as a KMP following promotion to Chief Financial
Officer on 1 February 2024.
(7)
Mr King stepped down as CEO and Managing Director on 3 June 2024. His holdings at the end of the period have not been reported in the table above.
(8)
Mr Chadwick stepped down as Chief Financial Officer on 31 January 2024 and his notice period concluded on 13 March 2024. His holdings at the end of the
period have not been reported in the table above.
9. Other
Securities dealing policy
Under the Securities Dealing Policy, Directors and Senior Executives are prohibited from entering into hedging arrangements
with respect to the Company’s securities. A copy of the Securities Dealing Policy is available on the Myer Investor Centre
website.
Loans with KMP
There were no loans made to Executive KMP or entities related to them, including their personally related parties, at any time
during FY23 or FY24.
Transactions with KMP
During the period, Mr King was a director and held shares in Raging Bull Group Limited. During the period ended 27 July
2024, Myer Pty Ltd placed orders for apparel totalling $1.5 million with Raging Bull Leisure Limited, whose ultimate parent is
Raging Bull Group Limited.
The orders have been placed on an arm’s length basis under a standard wholesale agreement. As at 27 July 2024, $0.5
million remained on order and not received, and $0.2 million was owing to Raging Bull Leisure Limited, in accordance with
the terms under the wholesale agreement.
50
Auditor’s Independence Declaration
As lead auditor for the audit of Myer Holdings Limited for the period ended 27 July 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 Myer Holdings Limited and the entities it controlled during the period.
Alison Tait Milner
Melbourne
Partner
PricewaterhouseCoopers
19 September 2024
PricewaterhouseCoopers, ABN 52 780 433 757
2 Riverside Quay, SOUTHBANK VIC 3006, GPO Box 1331, MELBOURNE VIC 3001
T: 61 3 8603 1000, F: 61 3 8603 1999, www.pwc.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
Myer Annual Report 2024
51
CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 36
Consolidated statement of comprehensive income .................................................................................................. 52
Consolidated balance sheet ......................................................................................................................................... 53
Consolidated statement of changes in equity ............................................................................................................ 54
Consolidated statement of cash flows ......................................................................................................................... 55
Notes to the consolidated financial statements .......................................................................................................... 56
A.
Group performance .................................................................................................................................. 56
A1 Segment information
A2 Revenue
A3 Expenses
A4 Income tax
A5 Earnings per share
B.
Working capital ......................................................................................................................................... 61
B1 Trade and other receivables and prepayments
B2 Inventories
B3 Trade and other payables
C.
Capital employed ..................................................................................................................................... 62
C1 Property, plant and equipment
C2 Intangible assets
C3 Provisions
C4 Leases
D.
Net debt ..................................................................................................................................................... 68
D1 Cash and cash equivalents
D2 Reconciliation of cash flows from operating activities
D3 Borrowings
E.
Risk management ..................................................................................................................................... 70
E1 Financial risk management
F.
Equity .......................................................................................................................................................... 76
F1
Contributed equity
F2
Accumulated losses and reserves
F3 Dividends
G.
Group structure .......................................................................................................................................... 79
G1 Subsidiaries
G2 Deed of cross guarantee
G3 Parent entity financial information
H.
Other financial information ...................................................................................................................... 83
H1 Contingencies
H2 Commitments
H3 Related party transactions
H4 Share-based payments
H5 Remuneration of auditors
H6 Events occurring after the reporting period
I.
Other accounting policies ........................................................................................................................ 86
Consolidated entity disclosure statement .................................................................................................................... 87
52
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the period ended 27 July 2024
Page 37
2024
2023
52 weeks
52 weeks
Notes
$m
$m
Total sales
A2
3,266.1
3,362.9
Concession sales
(780.3)
(748.3)
Sale of goods
A2
2,485.8
2,614.6
Sales revenue deferred under customer loyalty program
(47.7)
(48.8)
Revenue from sale of goods
A2
2,438.1
2,565.8
Other operating revenue
A2
206.3
194.7
Cost of goods sold
(1,450.0)
(1,535.9)
Operating gross profit
1,194.4
1,224.6
Other income
1.7
-
Selling expenses
(749.1)
(751.1)
Administration expenses
(284.3)
(277.3)
Restructuring, space exit costs, impairments and other significant items
A3
(12.2)
(15.4)
Earnings before interest and tax
150.5
180.8
Finance revenue
A2
5.5
4.7
Finance costs
A3
(92.8)
(96.2)
Net finance costs
(87.3)
(91.5)
Profit before income tax
63.2
89.3
Income tax expense
A4
(19.7)
(28.9)
Profit for the period attributable to owners of Myer Holdings Limited
43.5
60.4
Other comprehensive income
Items that may be reclassified to profit or loss:
Cash flow hedges
F2
-
-
Exchange differences on translation of foreign operations
F2
(0.2)
(0.9)
Other comprehensive loss for the period, net of tax
(0.2)
(0.9)
Total comprehensive income for the period attributable to owners of Myer Holdings
Limited
43.3
59.5
Earnings per share attributable to the ordinary equity holders of the Company:
Cents
Cents
Basic earnings per share
A5
5.2
7.4
Diluted earnings per share
A5
5.1
7.2
The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
Myer Annual Report 2024
53
CONSOLIDATED BALANCE SHEET
as at 27 July 2024
Page 38
2024
2023
Notes
$m
$m
Assets
Current assets
Cash and cash equivalents
D1
176.0
179.7
Trade and other receivables and prepayments
B1
32.9
28.4
Inventories
B2
368.5
371.3
Derivative financial instruments
E1
3.8
6.0
Current tax assets
3.2
-
Total current assets
584.4
585.4
Non-current assets
Property, plant and equipment
C1
317.4
321.7
Right-of-use assets
C4
1,038.5
1,101.4
Intangible assets
C2
305.8
305.2
Deferred tax assets
A4
127.2
121.9
Derivative financial instruments
E1
0.8
0.4
Other non-current assets
1.4
0.8
Total non-current assets
1,791.1
1,851.4
Total assets
2,375.5
2,436.8
Liabilities
Current liabilities
Trade and other payables
B3
417.9
401.7
Lease liabilities
C4
161.9
154.3
Provisions
C3
66.2
73.4
Derivative financial instruments
E1
0.3
1.4
Current tax liabilities
-
9.8
Other liabilities
-
0.1
Total current liabilities
646.3
640.7
Non-current liabilities
Borrowings
D3
62.2
60.1
Lease liabilities
C4
1,405.2
1,490.6
Provisions
C3
6.8
4.9
Total non-current liabilities
1,474.2
1,555.6
Total liabilities
2,120.5
2,196.3
Net assets
255.0
240.5
Equity
Contributed equity
F1
734.0
734.0
Accumulated losses
F2
(492.8)
(503.1)
Reserves
F2
13.8
9.6
Total equity
255.0
240.5
The above consolidated balance sheet should be read in conjunction with the accompanying notes.
54
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the period ended 27 July 2024
Page 39
Contributed
equity
Accumulated
losses
Reserves
Total
Notes
$m
$m
$m
$m
Balance as at 30 July 2022
737.1
(477.3)
7.6
267.4
Net profit for the period
-
60.4
-
60.4
Other comprehensive loss for the period
-
-
(0.9)
(0.9)
Total comprehensive income/(loss) for the period
-
60.4
(0.9)
59.5
Transactions with owners in their capacity as
owners:
Acquisition of treasury shares
F1
(3.1)
-
-
(3.1)
Employee share schemes
F2
-
-
2.9
2.9
Dividends Paid
F3
-
(86.2)
-
(86.2)
(3.1)
(86.2)
2.9
(86.4)
Balance as at 29 July 2023
734.0
(503.1)
9.6
240.5
Net profit for the period
-
43.5
-
43.5
Other comprehensive loss for the period
-
-
(0.2)
(0.2)
Total comprehensive income/(loss) for the period
-
43.5
(0.2)
43.3
Transactions with owners in their capacity as
owners:
Employee share schemes
F2
-
-
4.4
4.4
Dividends Paid
F3
-
(33.2)
-
(33.2)
-
(33.2)
4.4
(28.8)
Balance as at 27 July 2024
734.0
(492.8)
13.8
255.0
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
Myer Annual Report 2024
55
CONSOLIDATED STATEMENT OF CASH FLOWS
for the period ended 27 July 2024
Page 40
2024
2023
52 weeks
52 weeks
Notes
$m
$m
Cash flows from operating activities
Receipts from customers (inclusive of goods and services tax)
2,957.5
3,089.2
Payments to suppliers and employees (inclusive of goods and services tax)
(2,585.1)
(2,702.4)
372.4
386.8
Other income
1.9
-
Interest paid
(92.4)
(95.1)
Tax paid
(37.0)
(54.0)
Net cash inflow from operating activities
D2
244.9
237.7
Cash flows from investing activities
Payments for property, plant and equipment
(52.0)
(66.8)
Payments for intangible assets
(27.5)
(33.5)
Lease incentives and contributions received
10.1
25.8
Interest received
5.5
4.7
Net cash outflow from investing activities
(63.9)
(69.8)
Cash flows from financing activities
Proceeds from borrowings, net of transaction costs
40.0
-
Repayment of borrowings, including transaction costs
(40.0)
-
Payments for principal portion of lease liabilities
(151.5)
(142.8)
Dividends paid to equity holders of the parent
F3
(33.2)
(86.2)
Payment for acquisition of treasury shares
F1
-
(3.1)
Net cash outflow from financing activities
(184.7)
(232.1)
Net decrease in cash and cash equivalents
(3.7)
(64.2)
Cash and cash equivalents at the beginning of the period
179.7
243.9
Cash and cash equivalents at end of period
D1
176.0
179.7
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
56
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 41
A. Group Performance
This section provides additional information regarding lines in the financial statements that are most relevant to explaining the performance of
the Group during the period, including the applicable accounting policies applied and significant estimates and judgements made.
A1 Segment Information
Management has determined the operating segments based on the reports reviewed by the Chief Executive Officer that are used to make
strategic decisions about the allocation of resources.
The Chief Executive Officer considers the business based on total store and product portfolio, and has identified that the Group operates in
Australia in the department store retail segment.
The Group also undertakes activities outside the department store retail business through its subsidiaries: sass & bide and Marcs and David
Lawrence. On the basis that these subsidiaries represent less than 10% of the total Group's operations and have similar economic
characteristics to the department store retail business, they have not been disclosed as separate reporting segments.
Accounting policy
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief
operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been
identified as the Chief Executive Officer.
A2 Revenue
2024
2023
52 weeks
52 weeks
$m
$m
Sales revenue
Total sales1
3,266.1
3,362.9
Concession sales
(780.3)
(748.3)
Sale of goods
2,485.8
2,614.6
Sales revenue deferred under customer loyalty program
(47.7)
(48.8)
Revenue from sale of goods
2,438.1
2,565.8
Other operating revenue
Concessions revenue
177.3
169.4
Other2
29.0
25.3
206.3
194.7
Finance revenue
Interest revenue
5.5
4.7
Total revenue
2,649.9
2,765.2
1 Includes concession sales (non-IFRS measure).
2 Other includes revenue in relation to gift card non-redemption income, and forfeited lay-by deposits.
Accounting policy
Total sales value presented in the consolidated statement of comprehensive income represents proceeds from sale of goods (both from the
Group and concession operators) and prior to the deferral of revenue under the MYER one customer loyalty program. Concession sales
presented in the income statement represents the sales proceeds of concession operators within Myer stores. Total sales value is disclosed to
show the total sales generated by the Group and provide a basis of comparison with similar department stores.
Revenue from sale of goods, excluding lay-by transactions, is recognised when the performance obligation has been fulfilled, which is
principally at the point of sale after deducting taxes paid, and does not include concession sales. Goods are sold to the end customer with a
right of return within a reasonable period at the Group’s discretion and in accordance with legislative requirements. A refund liability (included
in trade and other payables) and a right to returned goods (included in trade and other receivables) are recognised for the goods expected
to be returned, with a corresponding adjustment to revenue from sale of goods and cost of goods sold. The assumptions and the estimated
amount of returns are based on historical evidence and are reassessed at the end of each reporting period. Revenue from lay-by transactions
is recognised as part of revenue from sale of goods at the date upon which the customer satisfies all payment obligations and control of the
goods has transferred to the customer.
Revenue from sale of goods excludes concession sales in Myer stores on the basis that the inventory sold is owned by the concession operator
at the time of sale and not the Group. The Group's share of concession sales is recognised as revenue within other operating revenue at the
time the sale is made.
Gift cards are considered a prepayment for goods or services to be delivered in the future, which creates a future performance obligation for
the Group. The Group recognises a liability for the amount received in advance for the gift card and recognises revenue when the customer
redeems the gift card and the Group fulfils the performance obligation related to the transaction. The Group recognises revenue on the
unredeemed value of gift cards and rewards cards (under the MYER one loyalty program), referred to as non-redemption income. The Group
recognises the expected non-redemption amount as revenue in proportion to the pattern in which the gift card or reward card is utilised by
the customer.
Interest income is recognised on a time proportion basis using the effective interest method.
Critical accounting estimates and judgements – customer loyalty program
The Group operates a loyalty program where customers accumulate award points for purchases made which entitle them to discounts on
future purchases. The award points are recognised as a separately identifiable component of the initial sale transaction, by allocating the fair
value of the consideration received between the award points and the other components of the sale such that the award points are
recognised at their fair value. Revenue from the award points is recognised when the points are redeemed. The amount of revenue
recognised is based on the number of points redeemed relative to the total number expected to be redeemed. Award points expire 24
months after the initial sale.
Myer Annual Report 2024
57
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 42
A3 Expenses
2024
2023
52 weeks
52 weeks
$m
$m
Profit before income tax includes the following specific expenses:
Employee benefits expenses
Defined contribution superannuation expense
41.7
39.6
Other employee benefits expenses
416.0
413.0
457.7
452.6
Depreciation, amortisation and write-off expense
Property, plant and equipment
50.0
49.6
Intangibles
26.8
27.4
Right-of-use assets
120.1
127.3
196.9
204.3
Finance costs
Interest and finance charges paid/payable for lease liabilities and financial liabilities
92.8
96.2
92.8
96.2
Rental expense relating to operating leases
Contingent rentals
3.7
3.4
3.7
3.4
Net foreign exchange losses/(gains)
(8.5)
5.3
Cost of goods sold
Cost of goods sold includes cost of inventories sold, incoming freight and related duties.
Restructuring, space exit costs, impairments and other significant items
The following individually significant items are included within restructuring, space exit costs, impairments and other significant items in the
consolidated statement of comprehensive income:
2024
2023
52 weeks
52 weeks
$m
$m
Restructuring, space exit costs, impairments and other significant items1
12.2
15.4
Income tax benefit
(3.1)
(4.7)
Restructuring, space exit costs, impairments and other significant items, net of tax
9.1
10.7
1 Restructuring, space exit costs, impairments and other significant items includes costs associated with store and distribution centre closures
and space hand backs, impairment of store assets, taxation adjustments related to prior periods and implementation costs for certain
Software-as-a-Service (SaaS) applications that are one off in nature, but cannot be capitalised.
Accounting policy
The expenses disclosed above are also disclosed in the following sections of the financial statements:
•
Employee benefits expenses – refer to note C3
•
Depreciation and amortisation expense – refer to note C1, C2 and C4
•
Finance costs – refer to note D3 and E1
•
Net foreign exchange gains/losses – refer to note F2
Individually Significant Items
Certain items have been separately disclosed and presented as individually significant based on the nature and/or impact these items have
on the Group’s financial performance for the period.
58
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 43
A4 Income Tax
2024
2023
52 weeks
52 weeks
$m
$m
(a) Income tax expense
(i) Income tax expense
Current tax
25.0
39.2
Deferred tax
(5.3)
(10.3)
Income tax expense1
19.7
28.9
Deferred income tax expense included in income tax expense comprises:
Increase in deferred tax assets, net
(5.3)
(10.3)
(5.3)
(10.3)
(ii) Numerical reconciliation of income tax expense to prima facie tax payable
Profit before income tax expense
63.2
89.3
Tax at the Australian tax rate of 30% (2023: 30%)
18.9
26.8
Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Sundry items
0.4
0.2
Adjustments for current tax of prior periods
0.4
1.9
Income tax expense1
19.7
28.9
1 Income tax includes an income tax benefit of $3.1 million (2023: $4.7 million) attributable to restructuring, space exit costs, impairments and
other significant items recorded during the period. Refer to note A3 for more information.
2024
2023
$m
$m
(b) Deferred tax assets
Deferred tax assets comprise temporary differences attributable to:
Employee benefits
15.0
14.5
Non-employee provisions and accruals
11.4
10.9
Amortising deductions
0.5
0.6
Property, plant, equipment and software
41.8
34.9
Lease liabilities
470.6
494.1
Trading stock
6.2
5.5
Tax losses
1.2
-
Total deferred tax assets
546.7
560.5
Set off of deferred tax liabilities/assets pursuant to set off provisions
(419.5)
(438.6)
Net deferred tax assets
127.2
121.9
Movement
Carrying amount at beginning of period
560.5
571.9
Charged to income statement
(13.8)
(11.4)
Carrying amount at end of period
546.7
560.5
Myer Annual Report 2024
59
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 44
A4 Income Tax (continued)
2024
2023
$m
$m
(c) Deferred tax liabilities
Deferred tax liabilities comprise temporary differences attributable to:
Brand names
71.8
71.8
Right-of-use assets
347.7
366.8
Total deferred tax liabilities
419.5
438.6
Set off of deferred tax liabilities/assets pursuant to set off provisions
(419.5)
(438.6)
Net deferred tax liabilities
-
-
Movement
Carrying amount at beginning of period
438.6
460.3
Credited to income statement
(19.1)
(21.7)
Carrying amount at end of period
419.5
438.6
Accounting policy
The income tax expense or credit for the period is the tax payable on the current period’s taxable income based on the national income tax
rate adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax bases of assets and
liabilities and their carrying amounts in the financial statements, and to unused tax losses.
Deferred tax assets and liabilities are recognised for temporary differences and losses at the tax rates expected to apply when the assets are
recovered or liabilities are settled, based on those tax rates which are enacted or substantively enacted. The relevant tax rates are applied to
the cumulative amounts of deductible and taxable temporary differences to measure the deferred tax asset or liability. An exemption is
made for certain temporary differences if they arise in a transaction, other than a business combination, that at the time of the transaction did
not affect accounting profit or taxable profit or loss. 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, which is dependent
on the generation of future taxable profits. The assumptions regarding future taxable profits are subject to risk and uncertainty, hence there is
a possibility that changes in circumstances will alter expectations, which may impact the amount of deferred tax assets recognised.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the
deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally
enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
Current and deferred tax balances attributable to amounts recognised in other comprehensive income or directly in equity are also
recognised directly in other comprehensive income or equity.
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the
taxation authority. In this case it is recognised as part of the cost of acquisition of the asset or as part of the expense. Receivables and
payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the
taxation authority is included with other receivables or payables in the balance sheet.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities, which are
recoverable from, or payable to, the taxation authority, are presented as operating cash flow.
OECD Pillar Two model rules
The Group is within the scope of the OECD Pillar Two model rules. It is anticipated that the Pillar Two rules will apply to Myer for the financial
period commencing 28 July 2024. Since the Pillar Two legislation was not effective at the reporting date, the Group has no related current tax
exposure. The Group applies the exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar
Two income taxes, as provided in the Amendments to AASB 112 Income Tax issued in June 2023.
Under the legislation, the Group is liable to pay a top-up tax for the difference between the GloBE effective tax rate for each jurisdiction and
the 15% minimum rate. All entities in the Group operate in jurisdictions in which the corporate tax rate is above 15%. If the income tax profile in
each jurisdiction remains unchanged, the Group does not expect a material exposure to Pillar Two taxes.
Myer is in the process of assessing its exposure to the Pillar Two legislation for when it comes into effect. Due to the complexities in applying the
legislation and calculating GloBE income, the quantitative impact of the Pillar Two rules cannot be reasonably estimated. Therefore, there
may still be Pillar Two tax impacts for those entities with an accounting effective tax rate above 15%. Myer will engage with tax specialists to
assist them with applying the legislation when it is effective.
60
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 45
A5 Earnings Per Share
2024
2023
cents
cents
(a) Basic earnings per share
Total basic earnings per share attributable to the ordinary equity holders of the Company
5.2
7.4
(b) Diluted earnings per share
Total diluted earnings per share attributable to the ordinary equity holders of the Company
5.1
7.2
2024
2023
$m
$m
(c) Reconciliation of earnings used in calculating earnings per share
Earnings used in calculation of basic and diluted EPS attributable to ordinary shareholders
43.5
60.4
2024
2023
Number
Number
(d) Weighted average number of shares used as the denominator
Weighted average number of ordinary shares used as the denominator in calculating basic
earnings per share
829,349,405
819,988,986
Adjustments for calculation of diluted earnings per share - performance rights and options
17,513,675
23,646,743
Weighted average number of ordinary shares and potential ordinary shares used as the
denominator in calculating diluted earnings per share
846,863,080
843,635,729
(e) Information concerning the classification of securities
Performance rights and options granted to employees under the Myer Long Term Incentive Plan, Transformation Incentive Plan and Short Term
Incentive Plan are considered to be potential ordinary shares and have been included in the determination of diluted earnings per share to
the extent to which they are dilutive. The performance rights and options granted have not been included in the determination of basic
earnings per share. Details relating to performance rights and options are set out in note H4.
Potential ordinary shares are treated as dilutive when, and only when, their conversion to ordinary shares decreases earnings per share or
increases loss per share.
Accounting policy
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to owners of the Company by the weighted average number of
ordinary shares outstanding during the financial period, adjusted for bonus elements in ordinary shares issued during the period and excluding
treasury shares.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:
•
the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares; and
•
the weighted average number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive
potential ordinary shares.
Myer Annual Report 2024
61
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 46
B. Working Capital
This section provides additional information regarding lines in the financial statements that are most relevant to explaining the assets used to
generate the Group's trading performance during the period and liabilities incurred as a result, including the applicable accounting policies
applied and significant estimates and judgements made.
B1 Trade and Other Receivables and Prepayments
2024
2023
$m
$m
Trade receivables
11.0
10.5
Loss allowance
(0.9)
(0.4)
Trade receivables, net
10.1
10.1
Other receivables
13.1
10.6
Prepayments
9.7
7.7
Other receivables
22.8
18.3
32.9
28.4
Fair value and risk exposure
Due to the short-term nature of these receivables, their carrying amount is assumed to approximate their fair value. The maximum exposure to
credit risk at the end of the reporting period is the carrying amount of each class of receivables mentioned above. Information about the
Group's exposure to credit risk, foreign currency risk and interest rate risk in relation to trade and other receivables and the Group's financial
risk management policy is provided in note E1.
Accounting policy
Trade receivables are non-interest bearing and are recognised initially at fair value, and subsequently at amortised cost using the effective
interest rate method, less expected loss allowance. Cash flows relating to short-term receivables are not discounted if the effect of
discounting is immaterial.
The Group applies the simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for trade and
other receivables based on all possible default events over the expected life of the receivable. The amount of the impairment loss is
recognised as an expense in the profit or loss. Subsequent recoveries of amounts previously written off are credited against expenses in the
profit or loss.
B2 Inventories
2024
2023
$m
$m
Retail inventories
368.5
371.3
Provision for write-down of inventories to net realisable value amounted to $10.2 million (2023: $9.3 million) at 27 July 2024.
Accounting policy
Inventories are valued at the lower of cost and net realisable value. Cost is determined using the weighted average cost method, after
deducting any purchase settlement discount and including logistics expenses incurred in bringing the inventories to their present location and
condition.
Volume-related supplier rebates and supplier promotional rebates are recognised as a reduction in the cost of inventory and are recorded as
a reduction of cost of goods sold when the inventory is sold.
Critical accounting estimates and judgements - recoverable amount of inventory
Management has assessed the value of inventory that is likely to be sold below cost using past experience and judgement on the likely sell
through rates of various items of inventory, and booked a provision for this amount. To the extent that these judgements and assumptions
prove incorrect, the Group may be exposed to potential additional inventory write-downs in future periods.
B3 Trade and Other Payable
2024
2023
$m
$m
Trade payables
195.5
188.0
Other payables
222.4
213.7
417.9
401.7
Trade and other payables are non-interest bearing.
Accounting policy
These amounts represent liabilities for goods and services provided to the Group prior to the end of financial period which are unpaid. The
amounts are unsecured and are usually paid within 30 to 90 days of recognition. Trade and other payables are presented as current liabilities
unless payment is not due within 12 months from the reporting date.
62
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 47
C. Capital Employed
This section provides additional information regarding lines in the financial statements that are most relevant to explaining the capital
investment made that allows the Group to generate its trading performance during the period and liabilities incurred as a result, including the
applicable accounting policies applied and significant estimates and judgements made.
C1 Property, Plant and Equipment
Freehold
land
Freehold
buildings
Fixtures and
fittings
Plant and
equipment
Capital
works in
progress
Total
$m
$m
$m
$m
$m
$m
At 30 July 2022
Cost
9.6
19.5
516.8
470.2
28.5
1,044.6
Accumulated depreciation and impairment
-
(7.9)
(432.8)
(298.9)
-
(739.6)
Net book amount
9.6
11.6
84.0
171.3
28.5
305.0
Period ended 29 July 2023
Carrying amount at beginning of period
9.6
11.6
84.0
171.3
28.5
305.0
Additions
-
-
16.1
29.6
26.8
72.5
Transfer between classes
-
-
6.7
8.8
(18.9)
(3.4)
Assets written off – cost
-
-
(8.9)
(7.0)
-
(15.9)
Assets written off – accumulated depreciation
-
-
8.9
6.6
-
15.5
Impairment1
-
-
(0.6)
(1.8)
-
(2.4)
Depreciation charge
-
(0.5)
(27.3)
(21.8)
-
(49.6)
Carrying amount at end of period
9.6
11.1
78.9
185.7
36.4
321.7
At 29 July 2023
Cost
9.6
19.5
530.7
501.6
36.4
1,097.8
Accumulated depreciation and impairment
-
(8.4)
(451.8)
(315.9)
-
(776.1)
Net book amount
9.6
11.1
78.9
185.7
36.4
321.7
Period ended 27 July 2024
Carrying amount at beginning of period
9.6
11.1
78.9
185.7
36.4
321.7
Additions
-
-
18.9
33.3
6.3
58.5
Transfer between classes
-
-
7.5
17.9
(34.6)
(9.2)
Assets written off – cost
-
-
(25.0)
(18.4)
-
(43.4)
Assets written off – accumulated depreciation
-
-
24.6
17.6
-
42.2
Impairment1
-
-
(3.6)
0.1
-
(3.5)
Depreciation charge
-
(0.5)
(23.7)
(24.7)
-
(48.9)
Carrying amount at end of period
9.6
10.6
77.6
211.5
8.1
317.4
At 27 July 2024
Cost
9.6
19.5
532.1
534.4
8.1
1,103.7
Accumulated depreciation and impairment
-
(8.9)
(454.5)
(322.9)
-
(786.3)
Net book amount
9.6
10.6
77.6
211.5
8.1
317.4
1 Impairment relates to assets associated with redundant assets, space handbacks and store and distribution centre closures. Refer to note A3
for more information.
Accounting policy
Property, plant and equipment is stated at cost less depreciation. Cost includes expenditure that is directly attributable to the acquisition of
the items. Cost may also include transfers from equity of any gains/losses on qualifying cash flow hedges of foreign currency purchases of
property, plant and equipment.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that
future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs
and maintenance are charged to profit or loss during the financial period in which they are incurred.
Land is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate the cost net of their residual
values, over their estimated useful lives, as follows:
•
Buildings: 40 years (2023: 40 years)
•
Fixtures and fittings: 3 - 12.5 years (2023: 3 - 12.5 years)
•
Plant and equipment, including leasehold improvements: 10 - 20 years (2023: 10 - 20 years)
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated
recoverable amount (refer to note C2).
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit or loss.
Myer Annual Report 2024
63
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 48
C2 Intangible Assets
Goodwill
Brand names
and
trademarks
Software
Lease
rights
Total
$m
$m
$m
$m
$m
At 30 July 2022
Cost
492.1
437.3
380.9
18.3
1,328.6
Accumulated amortisation and impairment
(492.1)
(197.1)
(315.8)
(18.3)
(1,023.3)
Net book amount
-
240.2
65.1
-
305.3
Period ended 29 July 2023
Carrying amount at beginning of period
-
240.2
65.1
-
305.3
Additions
-
-
23.9
-
23.9
Transfer between classes
-
-
3.4
-
3.4
Assets written off – cost
-
-
(0.2)
-
(0.2)
Assets written off – accumulated amortisation
-
-
0.2
-
0.2
Amortisation charge1
-
-
(27.4)
-
(27.4)
Carrying amount at end of period
-
240.2
65.0
-
305.2
At 29 July 2023
Cost
492.1
437.3
408.0
18.3
1,355.7
Accumulated amortisation and impairment
(492.1)
(197.1)
(343.0)
(18.3)
(1,050.5)
Net book amount
-
240.2
65.0
-
305.2
Period ended 27 July 2024
Carrying amount at beginning of period
-
240.2
65.0
-
305.2
Additions
-
-
18.3
-
18.3
Transfer between classes
-
-
9.2
-
9.2
Assets written off – cost
-
-
(0.4)
-
(0.4)
Assets written off – accumulated amortisation
-
-
0.4
-
0.4
Amortisation charge1
-
-
(26.9)
-
(26.9)
Carrying amount at end of period
-
240.2
65.6
-
305.8
At 27 July 2024
Cost
492.1
437.3
435.1
18.3
1,382.8
Accumulated amortisation and impairment
(492.1)
(197.1)
(369.5)
(18.3)
(1,077.0)
Net book amount
-
240.2
65.6
-
305.8
1 Amortisation of $26.9 million (2023: $27.4 million) is included in administration and selling expenses in the consolidated statement of
comprehensive income.
Impairment of non-financial assets
AASB 136 Impairment of Assets requires goodwill and intangible assets with an indefinite useful life to be assessed at the end of each reporting
period where there is any indication that an asset may be impaired. A review of indicators of impairment using both external and internal
sources of information has been undertaken.
The brand names arising on the acquisition of the Myer business amounting to $232.8 million (2023: $232.8 million) cannot be allocated to the
Group’s individual cash generating units (CGUs) (the Group’s stores), and hence has been allocated to the Myer CGU, which is the business
as a whole. The remaining brand name intangible asset with an indefinite useful life has been allocated to the Marcs David Lawrence business
totalling $7.4 million (2023: $7.4 million).
AASB 136 Impairment of Assets requires goodwill and intangible assets with an indefinite useful life to be tested annually for impairment. As a
result during the period, the recoverable amount of the assets relating to this CGU have been assessed using a value-in-use discounted cash
flow model. This model uses cash flow projections based on financial forecasts approved by management covering a five-year period. Cash
flows beyond five-year periods are extrapolated using a terminal growth rate.
Key assumption
2024
2023
Approach used to determine value
Weighted average discount rate (pre-
tax)
12.8%
12.6%
The pre-tax discount rate is sourced from observable market
information and is risk-adjusted relative to the risks associated
with the net pre-tax cash flows being achieved.
Terminal growth rate
1.7%
1.7%
This is the weighted average growth rate used to extrapolate
cash flows beyond the five-year forecast period.
Average EBITDA margin
11.0%
11.4%
Average annual EBITDA margin over the five-year forecast
period, applied to sales forecast consistent with external market
forecasts. The average annual EBITDA margin is based on
external sources of information, past performance and
management’s expectations. This assumption incorporates
anticipated market conditions, sales channel performance, and
management’s expectations of future cost saving initiatives.
64
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 49
C2 Intangible Assets (continued)
The headroom approximates 29% of the CGU's net carrying value. The recoverable amount is based on approved cash flow projections,
however the projections can be influenced by market and macro economic conditions.
The recoverable amount is highly sensitive to changes in the average EBITDA margin assumption. For the recoverable amount to approximate
the carrying value, a 147 basis points decrease in the average EBITDA margin would need to occur. Any reasonable possible change in other
key assumptions would not result in an impairment.
During the period, a review of the carrying value for each Myer store was undertaken and no indicators of impairment were identified.
Accounting policy
(i) Impairment of assets
Goodwill and intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or
more frequently if events or changes in circumstances indicate they might be impaired. Other non-current assets are reviewed for impairment
whenever events or changes in circumstances indicate the carrying amount may not be recoverable. An impairment loss is recognised for the
amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value
less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are
separately identifiable cash inflows which are largely independent of the cash inflows from other assets or group of assets (cash generating
units). For store assets, the appropriate cash generating unit is an individual store. Non-financial assets other than goodwill that have previously
suffered an impairment are reviewed for possible reversal of the impairment at each reporting date.
(ii) Goodwill
Goodwill is measured as the excess of the consideration transferred and any non-controlling interest in an acquiree over the fair value of the
net identifiable assets acquired. Goodwill on acquisition of subsidiaries is included in intangible assets. Goodwill is not amortised but it is tested
for impairment annually, or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less
accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity
sold.
(iii) Brand names and trademarks
The useful life of brands are assessed on acquisition. The brands which are not considered to have foreseeable brand maturity dates have
been assessed as having indefinite useful lives as there is a view that there is no foreseeable limit to the period over which key brands are
expected to generate net cash inflows for the entity. These brands are therefore not amortised. Instead, these brand names are tested for
impairment annually, or more frequently if events or changes in circumstances indicate that they might be impaired, and are carried at cost
less accumulated impairment losses.
(iv) Computer software
All costs directly incurred in the purchase or development of major computer software or subsequent upgrades and material enhancements
are capitalised as intangible assets where the Group has control and obtains all the future economic benefit from the underlying asset. Direct
costs may include internal payroll and on-costs for employees directly associated with the project. Costs incurred on computer software
maintenance or during the planning phase are expensed as incurred. Costs paid to the suppliers for Software-as-a-Service arrangements to
significantly customise cloud-based software for the Group are recorded as a prepayment for services and amortised over the expected
renewable term of the arrangement. Computer software is amortised over the period of time during which the benefits are expected to arise,
initially being up to 10 years. The assets' residual values and useful lives are reviewed annually and adjusted if appropriate, which may result in
a useful life outside of this period.
(v) Lease rights
Lease rights represent the amount paid upfront to take over store site leases from the existing lessee where such payments are in addition to
the ongoing payment of normal market lease rentals. Lease rights are amortised over the term of the lease plus any renewal options
reasonably certain to be utilised at the time of acquisition of the lease rights.
Critical accounting estimates and judgements – impairment
Goodwill and intangible assets that have an indefinite life are tested annually for impairment, or more frequently if there are indicators of
impairment, in accordance with the accounting policy noted above. Goodwill and certain intangibles are tested for impairment at the level
of the Group as a whole, using value-in-use calculations, which requires an estimation of the recoverable amount.
C3 Provisions
2024
2023
$m
$m
Current
Employee benefits
48.5
47.5
Restructuring1
4.4
13.2
Workers' compensation2
10.7
10.6
Other3
2.6
2.1
66.2
73.4
Non-current
Employee benefits
4.3
3.6
Other3
2.5
1.3
6.8
4.9
1 Restructuring - the restructuring provision relates to the costs associated with store and distribution centre closures and space hand backs
committed but not yet paid. Refer to note A3 for more information.
2 Workers' compensation - the amount represents a provision for workers' compensation claims in certain states, for which the Group is self-
insured.
3 Other - the amount includes the provision for make good associated with leased premises and other provisions.
Myer Annual Report 2024
65
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 50
C3 Provisions (continued)
Movement in provisions
Movement in each class of provision during the financial period, other than employee benefits, are set out below:
Workers'
compensation
Restructuring
Other1
Total
$m
$m
$m
$m
2024
Carrying amount at beginning of period
10.6
13.2
3.4
27.2
Additional provisions recognised
1.1
1.0
11.7
13.8
Amounts utilised
(1.0)
(9.8)
(10.0)
(20.8)
Carrying amount at end of period
10.7
4.4
5.1
20.2
1 The movement in the additional provisions recognised and amounts utilised relate to other provisions.
Amounts not expected to be settled within the next 12 months
The current provision for employee benefits includes accrued annual leave and long service leave. For long service leave it covers all
unconditional entitlements where employees have completed the required period of service. The entire annual leave amount and current
portion of the long service leave provision is presented as current since the Group does not have an unconditional right to defer settlement for
any of these obligations. However, based on past experience, the Group does not expect all employees to take the full amount of accrued
long service leave or require payment within the next 12 months. The following amounts reflect leave that is not expected to be taken or paid
within the next 12 months.
2024
2023
$m
$m
Current long service leave obligations expected to be settled after 12 months
19.6
18.2
Accounting policy
Provisions
Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that an
outflow of resources will be required to settle the obligation and the amount has been reliably estimated. Provisions are not recognised for
future operating losses.
Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the
class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same
class of obligations may be small.
Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at
the end of the reporting period. The discount rate used to determine the present value reflects current market assessments of the time value
of money and the risks specific to the liability.
The Group is self-insured for costs relating to workers’ compensation and general liability claims in certain states. Provisions are recognised
based on claims reported, and an estimate of claims incurred but not yet reported, prior to balance date. These provisions are determined
utilising an actuarially determined method, which is based on various assumptions including but not limited to future inflation, average claim
size and claim administrative expenses. These assumptions are reviewed annually and any reassessment of these assumptions will affect the
workers’ compensation expense.
Employee benefits
(i) Short-term obligations
Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within 12 months after the end of
the period in which the employees render the related service are recognised in respect of employees' services up to the end of the reporting
period and are measured at the amounts expected to be paid when the liabilities are settled. The liability for annual leave is recognised in the
provision for employee benefits. All other short-term employee benefit obligations are presented as payables.
(ii) Other long-term employee benefit obligations
The liability for long service leave which is not expected to be settled within 12 months after the end of the period in which the employees
render the related service is recognised in the provision for employee benefits and measured as the present value of expected future
payments to be made in respect of services provided by employees up to the end of the reporting period using the projected unit credit
method. Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service.
Expected future payments are discounted using market yields at the end of the reporting period on corporate bonds with terms to maturity
and currency that match, as closely as possible, the estimated future cash outflows.
The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement
for at least 12 months after the reporting date, regardless of when the actual settlement is expected to occur.
(iii) Profit sharing and bonus plans
The Group recognises a liability and an expense for bonuses and profit sharing based on a formula that takes into consideration the profit
attributable to the Group’s shareholders after certain adjustments. The Group recognises a provision where contractually obliged or where
there is a past practice that has created a constructive obligation.
(iv) Termination benefits
Termination benefits are payable when employment is terminated before the normal retirement date, or when an employee accepts
voluntary redundancy in exchange for these benefits. The Group recognises termination benefits when it is demonstrably committed to either
terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal or providing
termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than 12 months after the end
of the reporting period are discounted to present value.
66
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 51
C3 Provisions (continued)
Critical accounting estimates and judgements - restructuring provision
Restructuring provision recognised include the Group’s best estimate of costs expected to be payable as a result of store and distribution
centre exits and restructuring. To the extent the estimates prove incorrect, the Group may be exposed to potential additional costs in future
periods or a reversal of the provision if costs are less than estimated.
C4 Leases
The Group has lease agreements for properties and various items of equipment used in its operations. The carrying amounts of the right-of-use
assets and movements during the period are set out below:
Property
leases
Equipment
leases
Total
$m
$m
$m
At 30 July 2022
1,177.8
-
1,177.8
Additions, modifications and other reassessments
55.0
2.2
57.2
Depreciation
(133.4)
(0.2)
(133.6)
At 29 July 2023
1,099.4
2.0
1,101.4
At 29 July 2023
1,099.4
2.0
1,101.4
Additions, modifications and other reassessments
66.4
1.6
68.0
Depreciation
(128.2)
(0.5)
(128.7)
Impairment
(2.2)
-
(2.2)
At 27 July 2024
1,035.4
3.1
1,038.5
The carrying amounts of the lease liabilities and movements during the period are set out below:
Property
leases
Equipment
leases
Total
$m
$m
$m
At 30 July 2022
1,699.2
-
1,699.2
Additions, modifications and other reassessments
86.4
2.1
88.5
Cash payments
(227.3)
(0.2)
(227.5)
Interest expense
84.6
0.1
84.7
At 29 July 2023
1,642.9
2.0
1,644.9
Current
153.9
0.4
154.3
Non-current
1,489.0
1.6
1,490.6
At 29 July 2023
1,642.9
2.0
1,644.9
Additions, modifications and other reassessments
72.1
1.6
73.7
Cash payments
(232.6)
(0.6)
(233.2)
Interest expense
81.5
0.2
81.7
At 27 July 2024
1,563.9
3.2
1,567.1
Current
161.5
0.4
161.9
Non-current
1,402.4
2.8
1,405.2
The following amounts have been recognised in the profit or loss during the period:
2024
2023
52 weeks
52 weeks
$m
$m
Depreciation of right-of-use assets1
120.1
127.3
Interest expense on lease liabilities1
79.2
83.6
Short-term leases expense2
0.3
0.6
Variable lease payments3
3.7
3.2
203.3
214.7
1 The depreciation and interest expense associated with certain leases is recognised in cost of sales in the consolidated statement of
comprehensive income.
2 Short-term leases expense are included in selling and administration expenses in the consolidated statement of comprehensive income.
3 Some property leases contain variable payment terms that are linked to sales generated from a store and are recognised in selling expenses
in the consolidated statement of comprehensive income in the period in which the condition that triggers those payments occurs.
Myer Annual Report 2024
67
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 52
C4 Leases (continued)
Accounting policy
The Group leases various retail stores, distribution centres and offices. Rental contracts are typically made for fixed periods but may have
extension options.
The Group recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at
cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date,
plus any initial direct costs incurred and any estimated restoration costs, less any lease incentives received. The right-of-use asset is
subsequently depreciated on a straight-line basis from the commencement date to the end of the lease term. The right-of-use asset can be
reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.
The lease liability is measured at the present value of the lease payments that are not paid at the commencement date, discounted using the
Group's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise of fixed payments and
variable payments that are based on an index or rate.
Some property leases contain variable payment terms that are linked to sales generated from a store. Variable lease payments that depend
on sales are recognised in profit or loss in the period in which the condition that triggers those payments occurs.
Payments associated with short-term leases and leases of low-value assets, such as IT equipment, are recognised on a straight-line basis as an
expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less.
Critical accounting estimate - Determining the lease term
Extension options are included in a number of leases across the Group. In determining the lease term, the Group considers all facts and
circumstances that create an economic incentive to exercise an extension option. Extension options are only included in the lease term if the
lease is reasonably certain to be extended. The assessment of reasonable certainty is only revised if a significant event or a significant change
in circumstances occurs, which affects this assessment, and is within the control of the Group.
68
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 53
D. Net Debt
This section provides additional information regarding lines in the financial statements that are most relevant to explaining the net debt
position and structure of the Group's borrowings for the period, which are key to financing the Group's activities both now and for the future.
The net debt/(cash) of the Group as at 27 July 2024 and 29 July 2023 is as follows:
2024
2023
$m
$m
Borrowings
62.2
60.1
Less: cash and cash equivalents
(176.0)
(179.7)
Net cash at end of period (excluding lease liabilities)
(113.8)
(119.6)
Plus: lease liabilities
1,567.1
1,644.9
Net debt at end of period
1,453.3
1,525.3
The movement in net cash excluding lease liabilities is as follows:
Opening balance
(119.6)
(185.9)
Net decrease in cash and cash equivalents
3.7
64.2
Repayment of borrowings, including transaction costs
40.0
-
Proceeds from borrowings, net of transaction costs
(40.0)
-
Amortisation of transaction costs
2.1
2.1
Closing balance
(113.8)
(119.6)
D1 Cash and Cash Equivalents
2024
2023
$m
$m
Cash on hand
2.1
2.1
Cash at bank
173.9
177.6
176.0
179.7
Accounting policy
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with
financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to
known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts.
D2 Reconciliation of Cash Flows from Operating Activities
2024
2023
52 weeks
52 weeks
$m
$m
Profit for the period
43.5
60.4
Depreciation, amortisation and impairment
210.9
213.2
Interest income
(5.5)
(4.7)
Finance costs
2.1
2.1
Share-based payments expense
2.3
4.3
Net exchange differences
(0.2)
(0.9)
Change in operating assets and liabilities:
Decrease/(increase) in trade and other receivables and prepayments
(5.2)
-
Decrease/(increase) in inventories
2.8
(2.7)
Decrease/(increase) in deferred tax assets
(3.1)
(11.6)
Decrease/(increase) in derivative financial instruments
0.7
2.8
Increase/(decrease) in trade and other payables
16.3
(17.4)
Increase/(decrease) in current tax payable
(13.0)
(14.0)
Increase/(decrease) in provisions
(6.6)
6.2
Increase/(decrease) in other liabilities
(0.1)
-
Net cash inflow from operating activities
244.9
237.7
Myer Annual Report 2024
69
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 54
D3 Borrowings
(a) Structure of debt
The debt funding of the Group at 27 July 2024 is an Asset Based Loan (ABL) syndicated facility, which contains a term loan tranche and a
revolving credit tranche. The maximum facility size is $215 million and availability fluctuates in line with a borrowing base of nominated assets,
including specified inventory and intangibles, less allowances and certain liabilities. This facility was established on 28 November 2021 and the
Term Loan was drawn down on 3 December 2021. As at 27 July 2024, the following amounts were drawn:
2024
2023
$m
$m
Non-current
Bank loans
65.0
65.0
Less: transaction costs
(2.8)
(4.9)
Borrowings
62.2
60.1
The terms and conditions of the Group's syndicated facility is as follows:
Amount3,4
Term
Expiry date
Term loan - Tranche A1
$65 million
4 years
3 December 2025
Revolving Credit - Tranche B2
$150 million
4 years
3 December 2025
Total syndicated facility
$215 million
1 Tranche A is a non-amortising term loan and is required to be fully drawn during the term.
2 Tranche B is a revolving credit and may be redrawn during the term.
3 The syndicated facility available at 27 July 2024 was $129.6 million, at which time the Company also had $176.0 million cash on hand. Refer
to note E1(c) for more information.
4 Subsequent to the end of the financial period, the available syndicated facility increased to $179.9 million in line with the seasonal and
fluctuating nature of the ABL facility.
(b) Security
The ABL facility is secured, subject to various representations, undertakings, events of default and review events.
(c) Fair value
The fair value of existing borrowings approximates their carrying amount, as the impact of discounting is not significant.
(d) Risk exposures
Details of the Group's exposure to risks arising from borrowings are set out in note E1.
(e) Debt covenants
Under the terms of the ABL facility, the Group is not required to comply with any financial covenant unless it utilises more than 90% of the
available facility. The Group did not utilise more than 90% of the available borrowing base at any time in the period ended 27 July 2024, and
therefore testing of compliance with the financial covenant was not required.
Accounting policy
Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost.
Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of
the borrowings using the effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the
loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw down
occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a
prepayment for liquidity services and amortised over the period of the facility to which it relates.
Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12
months after the reporting period.
Borrowing costs
Borrowing costs incurred for the construction of any qualifying asset are capitalised during the period of time that is required to complete and
prepare the asset for its intended use or sale. Other borrowing costs are expensed.
70
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 55
E. Risk Management
This section provides information relating to the Group's exposure to various financial risks, how they could affect the Group's financial position
and performance and how these risks are managed.
E1 Financial Risk Management
The Group's activities expose it to a variety of financial risks: market risk (including foreign exchange and interest rate risk), credit risk and
liquidity risk. The Group's overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential
adverse effects on the financial performance of the Group. The Group uses derivative financial instruments such as forward foreign exchange
contracts and interest rate swaps to hedge certain risk exposures. Derivatives are exclusively used for hedging purposes and are not used as
trading or other speculative instruments.
The Group’s financial risk management is predominantly controlled by the centralised Group Treasury function under the Group’s financial risk
management policies approved by the Board of Directors. The Group Treasury function is responsible for the identification and management
of financial risks, with the co-operation of other Group functions. The Board provides principles for overall risk management, as well as policies
covering specific areas such as foreign exchange risk, interest rate risk, and use of financial instruments and non-derivative financial
instruments.
Where all relevant criteria are met, hedge accounting is applied to remove the accounting mismatch between the hedging instrument and
the hedged item. This will effectively result in recognising interest expense at a fixed interest rate for the hedged floating rate borrowings and
inventory at a fixed foreign currency rate for the hedged purchases.
Financial Instruments
The Group holds the following financial instruments, classified under the categories in the table below:
Total
Amortised
cost
Fair value
through OCI
At 27 July 2024
Notes
$m
$m
$m
Financial assets
Cash and cash equivalents
D1
176.0
176.0
-
Trade and other financial receivables
B1
23.2
23.2
-
Derivative financial instruments
E1
4.6
-
4.6
Total financial assets
203.8
199.2
4.6
Financial liabilities
Trade and other financial payables1
B3
324.7
324.7
-
Borrowings
D3
62.2
62.2
-
Lease liabilities
C4
1,567.1
1,567.1
-
Derivative financial instruments
E1
0.3
-
0.3
Total financial liabilities
1,954.3
1,954.0
0.3
Total
Amortised
cost
Fair value
through OCI
At 29 July 2023
Notes
$m
$m
$m
Financial assets
Cash and cash equivalents
D1
179.7
179.7
-
Trade and other financial receivables
B1
20.7
20.7
-
Derivative financial instruments
E1
6.4
-
6.4
Total financial assets
206.8
200.4
6.4
Financial liabilities
Trade and other financial payables1
B3
305.0
305.0
-
Borrowings
D3
60.1
60.1
-
Lease liabilities
C4
1,644.9
1,644.9
-
Derivative financial instruments
E1
1.4
-
1.4
Total financial liabilities
2,011.4
2,010.0
1.4
1 Trade and other financial payables comprise trade payables, other financial payables and accruals.
(a) Market risk
(i) Foreign exchange risk
The Group is exposed to foreign exchange risk when there is mismatch between the currencies in which future commercial transactions and
assets and liabilities recognised are denominated, and the respective functional currency of the Group companies.
The focus of the Group’s foreign exchange risk management activities is on the transaction exposures that arise on the sourcing and
purchasing of inventory, with these transactions primarily denominated in United States Dollar (USD). This risk is hedged with the objective of
minimising the volatility of the Australian Dollar (AUD) cost of forecast inventory purchases.
The Group’s financial risk management policy is to hedge forecast USD cash flows for inventory purchases, up to 18 months in advance. The
amount of hedging required is dependent on the timing of the settlement of the forecast inventory purchases, with a higher percentage
required to be hedged for inventory purchases with an earlier settlement.
Myer Annual Report 2024
71
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 56
E1 Financial Risk Management (continued)
The Group uses forward foreign exchange contracts to hedge its exposure to foreign currency risk. The Group designates the forward rate of
foreign currency forwards to hedge its currency risk. The Group’s policy is for the critical terms of the forward foreign exchange contracts to
align with the hedged item.
At the end of the reporting period, the Group is holding the following forward foreign exchange contracts:
2024
2023
$m
$m
Carrying amount - Derivative Financial Instruments (Asset)
4.6
6.4
Carrying amount - Derivative Financial Instruments (Liability)
0.3
1.4
Notional amount
249.2
273.5
Maturity date
Aug 2024 -
Dec 2025
Aug 2023 -
Dec 2024
Change in fair value of the hedging instrument used as the basis for recognising hedge
ineffectiveness
(0.7)
0.1
Change in value of hedged item used to determine hedge effectiveness
0.7
(0.1)
Weighted average hedged rate (AUD/USD)
0.67
0.67
Exposure
At the end of the reporting period, the Group’s exposure to foreign exchange risk, expressed in AUD, was as follows:
2024
2023
USD
Other
USD
Other
$m
$m
$m
$m
Cash and cash equivalents
5.2
2.6
14.2
4.7
Trade payables
26.5
-
29.0
-
Forward exchange contracts
249.2
-
273.2
0.3
Sensitivity
As shown in the table above, the Group is primarily exposed to changes in USD/AUD exchange rates. The table below shows the impact of
reasonably possible foreign exchange movements in the USD against the AUD and the effect this would have on the measurement of the
financial instruments denominated in these currencies:
Impact directly on equity
Sensitivity
assumption
2024
2023
Currency
$m
$m
United States Dollar
+10%
25.0
26.4
United States Dollar
-10%
(20.5)
(21.6)
(ii) Interest rate risk
The Group is exposed to interest rate risk from floating rate long-term borrowings. The Group’s policy is to maintain an appropriate mix
between fixed and floating rate borrowings through the use of interest rate swap contracts. This risk is managed through the forecasting of
expected borrowings to determine the level of exposure to floating rates.
Exposure
At the end of the reporting period, the Group’s exposure to interest rate risk was as follows:
2024
2023
$m
$m
Cash and cash equivalents
176.0
179.7
Floating rate borrowings
62.2
60.1
At the end of the reporting period the Group held no interest rate swap contracts as the interest rate risk associated with borrowings is
managed against the interest rate earned on operating cash held.
Sensitivity
Applying a sensitivity of 100 basis points to the Group's period end floating interest rate results in an immaterial impact on post tax profit and
equity. This assumes that the change in interest rates is effective from the beginning of the financial period and the net debt position and
fixed/floating mix is constant over the period. However, interest rates and the debt profile of the Group are unlikely to remain constant and
therefore the above sensitivity analysis will be subject to change.
(iii) Hedge ineffectiveness
Hedge ineffectiveness is determined at the inception of the hedge relationship, and through periodic prospective effectiveness assessments
to ensure that an economic relationship exists between the hedged item and hedging instrument.
For hedges of foreign currency purchases, the group enters into hedge relationships where the critical terms of the hedging instrument match
exactly with the terms of the hedged item. The Group therefore performs a qualitative assessment of effectiveness. If changes in
circumstances affect the terms of the hedged item such that the critical terms no longer match exactly with the critical terms of the hedging
instrument, the Group uses the hypothetical derivative method to assess effectiveness.
72
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 57
E1 Financial Risk Management (continued)
(b) Credit risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial
loss. This arises primarily from the following assets: cash and cash equivalents, trade and other receivables and derivative financial instruments.
Group Treasury function manages credit risk from banks and financial institutions, in accordance with Board approved policy. The policy is to
limit the Group’s loss from default by any one counterparty by dealing only with banks and financial institution counterparties whose long-term
credit rating is at or above an 'A' rating.
Trade and other receivables balances outstanding with third parties are primarily ad-hoc in nature and the credit quality of the third party is
assessed by taking into account its financial position, past experience and other relevant factors.
Sales to retail customers are primarily required to be settled in cash or using major credit cards, mitigating credit risk. There are no significant
concentrations of credit risk, whether through exposure to individual customers, specific industry sectors and/or regions.
Exposure
At the end of the reporting period, the maximum credit risk exposure is the carrying value of the financial assets below:
2024
2023
$m
$m
Cash and cash equivalents
176.0
179.7
Trade and other financial receivables
23.2
20.7
Derivative financial instruments - assets
4.6
6.4
Trade and other receivables
The Group applies the AASB 9 Financial Instruments simplified approach to measuring expected credit losses, which uses a lifetime expected
loss allowance for all trade and other receivables.
To measure the expected credit losses, trade and other receivables have been grouped based on shared credit risk characteristics and the
days past due. The expected credit loss rates are based on historical observed default rates, adjusted to reflect current and forward looking
information on macroeconomic factors affecting the ability of customers to settle the receivables.
Trade receivables are written off when there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of
recovery include, amongst others, the failure of a debtor to engage in a repayment plan with the Group. Refer to note B1 for more
information.
(c) Liquidity risk
The Group adopts a prudent liquidity risk management strategy by seeking to maintain sufficient cash and availability of funding through an
adequate amount of committed credit facilities to meet financial obligations as and when they fall due. The Group’s objective is to maintain
flexibility in funding given the seasonal nature of the retail business.
The Group monitors forecast and actual cash flows and performs sensitivity analysis, to ensure at all times there is an appropriate minimum
level of liquidity available through committed undrawn borrowing facilities and cash and cash equivalents.
Financing arrangements
The Group had access to the following undrawn borrowing facilities at the end of the reporting period:
2024
2023
$m
$m
Floating rate
Expiring within one-year
-
-
Expiring beyond one-year1
33.9
35.3
33.9
35.3
1 The ABL maximum facility size is $215 million and fluctuates in line with a borrowing base of nominated assets, including specified inventory
and intangibles, less allowances and certain liabilities. The syndicated facility available at 27 July 2024 was $129.6 million with $33.9 million
accessible, at which time the Company also had $176.0 million cash on hand. Refer to note D3 for more information on the syndicated facility.
Maturities of financial liabilities
The tables below analyse the Group's financial liabilities into relevant maturity groupings based on their contractual maturities for:
(a) all non-derivative financial liabilities; and
(b) net and gross settled derivative financial instruments for which the contractual maturities are essential for an understanding of the timing
of the cash flows.
Myer Annual Report 2024
73
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 58
E1 Financial Risk Management (continued)
The amounts disclosed in the table are the contractual undiscounted cash flows and therefore may not equal their carrying amount.
Balances due within 12 months equal their carrying amounts as the impact of discounting is not significant.
Contractual maturities of financial
liabilities
Less than
6 months
6 - 12
months
Between
1 and 2
years
Between
2 and 5
years
Over 5
years
Total
contractual
cash flows
Carrying
amount
(assets)/
liabilities
$m
$m
$m
$m
$m
$m
$m
2024
Non-derivatives
Trade and other payables
324.7
-
-
-
-
324.7
324.7
Borrowings
4.6
4.6
68.3
-
-
77.5
65.0
Lease liabilities
114.4
115.1
229.3
665.1
875.0
1,998.9
1,567.1
Total non-derivatives
443.7
119.7
297.6
665.1
875.0
2,401.1
1,956.8
Derivatives
Gross settled
- (inflow)
(125.8)
(91.2)
(36.5)
-
-
(253.5)
(4.6)
- outflow
123.5
90.0
35.7
-
-
249.2
0.3
Total derivatives
(2.3)
(1.2)
(0.8)
-
-
(4.3)
(4.3)
2023
Non-derivatives
Trade and other payables
305.0
-
-
-
-
305.0
305.0
Borrowings
4.5
4.5
8.9
68.1
-
86.0
65.0
Lease liabilities
116.2
115.1
223.7
652.4
999.2
2,106.6
1,644.9
Total non-derivatives
425.7
119.6
232.6
720.5
999.2
2,497.6
2,014.9
Derivatives
Gross settled
- (inflow)
(153.2)
(83.7)
(41.6)
-
-
(278.5)
(6.4)
- outflow
150.1
82.2
41.2
-
-
273.5
1.4
Total derivatives
(3.1)
(1.5)
(0.4)
-
-
(5.0)
(5.0)
The amount disclosed for variable rate instruments is determined by reference to the interest rate at the last re-pricing date.
(d) Fair value measurements
The Group has the following derivative financial instruments:
2024
2023
$m
$m
Current assets
Forward foreign exchange contracts
3.8
6.0
Total current derivative financial instrument assets
3.8
6.0
Non-current assets
Forward foreign exchange contracts
0.8
0.4
Total non-current derivative financial instrument assets
0.8
0.4
Current liabilities
Forward foreign exchange contracts
0.3
1.4
Total current derivative financial instrument liabilities
0.3
1.4
The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:
•
Level 1: quoted prices (unadjusted) in active markets for identical assets and liabilities;
•
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liabilities either directly (as prices)
or indirectly derived from prices; and
•
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
All of the Group’s financial instruments were valued using the Level 2 technique, with no transfers between levels during the period.
The fair value of forward foreign exchange contracts is determined using the present value of future cash flows based on the forward
exchange rates at the end of the reporting period. The fair value of interest rate swaps is determined using the present value of the estimated
future cash flows based on observable yield curves.
74
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 59
E1 Financial Risk Management (continued)
Accounting policy - Financial assets and liabilities
Classification
The Group classifies its financial assets in the following measurement categories:
•
those to be measured subsequently at fair value (either through OCI or through profit or loss); and
•
those to be measured at amortised cost.
The classification depends on the entity’s business model for managing the financial assets and the contractual terms of the cash flows.
For assets measured at fair value, gains and losses will either be recorded in profit or loss or OCI. For investments in equity instruments that are
not held for trading, this will depend on whether the Group has made an irrevocable election at the time of initial recognition to account for
the equity investment at fair value through other comprehensive income (FVOCI).
Initial recognition and measurement
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or
loss (FVPL), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried
at FVPL are expensed in profit or loss.
(i) Financial assets at amortised cost (debt instruments)
Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are
measured at amortised cost. Interest income from these financial assets is included in finance income using the effective interest rate method.
Any gain or loss arising on derecognition is recognised directly in profit or loss and presented in other gains/(losses) together with foreign
exchange gains and losses. Impairment losses are recognised in profit or loss. Trade receivables that do not contain a significant financing
component or for which the Group has applied the practical expedient are measured at the transaction price determined under AASB 15
Revenue from Contracts with Customers.
(ii) Financial assets at fair value through OCI (debt instruments)
Assets that are held for collection of contractual cash flows and for selling the financial assets, where the assets’ cash flows represent solely
payments of principal and interest, are measured at FVOCI. Movements in the carrying amount are taken through OCI, except for the
recognition of impairment gains or losses, interest income and foreign exchange gains and losses which are recognised in profit or loss. When
the financial asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to profit or loss and
recognised in other gains/(losses). Interest income from these financial assets is included in finance income using the effective interest rate
method. Foreign exchange gains and losses are presented in other gains/(losses) and impairment expenses are recognised in profit or loss.
(iii) Financial assets at fair value through profit or loss (debt instruments)
Assets that do not meet the criteria for amortised cost or FVOCI are measured at FVPL. A gain or loss on a debt investment that is subsequently
measured at FVPL is recognised in profit or loss and presented net within other gains/(losses) in the period in which it arises.
(iv) Financial assets designated at fair value through OCI (equity instruments)
The Group subsequently measures all equity investments at fair value. Where the Group’s management has elected to present fair value gains
and losses on equity investments in OCI, there is no subsequent reclassification of fair value gains and losses to profit or loss following the
derecognition of the investment. Dividends from such investments continue to be recognised in profit or loss as other income when the
Group’s right to receive payments is established.
Changes in the fair value of financial assets at FVPL are recognised in other gains/(losses) in profit or loss, as applicable. Impairment losses
(and reversal of impairment losses) on equity investments measured at FVOCI are not reported separately from other changes in fair value.
Derecognition
Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and
the Group has transferred substantially all the risks and rewards of ownership.
Impairment
The Group assesses on a forward looking basis the expected credit losses associated with its debt instruments carried at amortised cost and
FVOCI. The impairment methodology applied depends on whether there has been a significant increase in credit risk.
For trade receivables, the Group applies the simplified approach permitted by AASB 9 Financial Instruments, which requires expected lifetime
losses to be recognised from initial recognition of the receivables. Refer to note E1(b) for more information.
Myer Annual Report 2024
75
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 60
E1 Financial Risk Management (continued)
Accounting policy – Derivatives
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 the end of each reporting period. 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. The Group designates certain derivatives as either:
•
hedges of the fair value of recognised assets or liabilities or a firm commitment (fair value hedges); or
•
hedges of the cash flows or recognised assets or liabilities and highly probable forecast transactions (cash flow hedges).
The Group documents at the inception of the hedging transaction the economic relationship between hedging instruments and hedged
items, as well as its risk management objective and strategy for undertaking various hedge transactions. The Group also documents its
assessments, both at hedge inception and on an ongoing basis, of whether changes in the cash flows of the hedging instruments are
expected to offset changes in the cash flows of hedged items.
The full fair value of a hedging derivative is classified as a non-current asset or liability when the remaining maturity of the hedged item is more
than 12 months. It is classified as a current asset or liability when the remaining maturity of the hedged item is less than 12 months.
(i) Fair value hedge
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in the profit or loss, together with
any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. The gain or loss relating to the effective
portion of interest rate swaps hedging fixed rate borrowings is recognised in profit or loss within finance costs, together with changes in the fair
value of the hedged fixed rate borrowings attributable to interest rate risk. The gain or loss relating to the ineffective portion is recognised in
profit or loss.
If the hedge no longer meets the criteria for hedge accounting, the adjustment to the carrying amount of a hedged item for which the
effective interest method is used is amortised to profit or loss over the period to maturity using a recalculated effective interest rate.
(ii) Cash flow hedge
The Group uses derivative financial instruments to hedge its exposure to foreign exchange and interest rate risks arising from operational and
financing activities.
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in equity in
the hedging reserve. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss.
When forward contracts are used to hedge forecast transactions, the Group designates the full change in fair value of the forward contract
(including forward points) as the hedging instrument. Gains or losses relating to the effective portion of the change in the fair value of the
entire forward contracts are recognised in the cash flow hedge reserve within equity.
Amounts accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss. When the forecast
transaction that is hedged results in the recognition of a non-financial asset (for example, inventory or fixed assets) the gains and losses
previously deferred in equity are transferred from equity and included in the initial measurement of the cost of the asset. The deferred
amounts are ultimately recognised in profit or loss as cost of goods sold in the case of inventory, or as depreciation in the case of fixed assets.
The gain or loss relating to the effective portion of the interest rate swaps hedging variable rate borrowings is recognised in profit or loss within
finance costs at the same time as the interest expense on the hedged borrowings.
When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting, any
cumulative gain or loss existing in equity at that time remains in equity and is recognised when the forecast transaction is ultimately recognised
in profit or loss. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is
immediately reclassified to profit or loss.
(iii) Derivatives that do not qualify for hedge accounting
Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of any derivative instrument that does not
qualify for hedge accounting are recognised immediately in profit or loss.
76
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 61
F. Equity
This section provides additional information regarding lines in the financial statements that are most relevant to explaining the equity position
of the Group at the end of the period, including the dividends declared and/or paid during the period.
F1 Contributed Equity
2024
2023
2024
2023
Number of
shares
Number of
shares
$m
$m
Ordinary shares - fully paid
Opening balance
821,278,815
821,278,815
780.0
780.0
Shares issued to Myer Equity Plans Trust at market value
10,547,466
-
6.2
-
Closing balance
831,826,281
821,278,815
786.2
780.0
Treasury shares
Opening balance
(2,113,515)
(1,147,053)
(46.0)
(42.9)
Shares issued to Myer Equity Plans Trust at market value
(10,547,466)
-
(6.2)
-
Shares issued for performance rights granted
10,547,466
-
-
-
Shares acquired by Myer Equity Plans Trust on market at $0.58
-
(3,260,930)
-
(1.9)
Share issued under transformation incentive plan
1,147,055
2,742,226
-
-
Shares issued under short-term incentive plan
209,934
-
-
-
Shares issued on exercise of options at $0.55
304,724
901,045
-
-
Shares acquired by Myer Equity Plans Trust on market at $0.88
-
(1,348,803)
-
(1.2)
Closing balance of treasury shares
(451,802)
(2,113,515)
(52.2)
(46.0)
Closing balance
831,374,479
819,165,300
734.0
734.0
Ordinary shares
The ordinary shares issued are fully paid. Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the
Company in proportion to the number of and amounts paid on the shares held. On a show of hands, every holder of ordinary shares present
at a meeting in person, or by proxy, is entitled to one vote, and upon a poll each share is entitled to one vote.
Treasury shares
Treasury shares are shares in Myer Holdings Limited that are held by the Myer Equity Plans Trust for the purposes of issuing shares under the
Equity Incentive Plans. Refer to note H4 for more information.
Employee share schemes
Information relating to the employee share-based payment schemes, including details of shares issued under the schemes, is set out in note
H4.
Capital risk management
The Group’s key objective when managing capital is to minimise its weighted average cost of capital while maintaining appropriate financing
facilities. This provides the opportunity to pursue growth and capital management initiatives. In managing its capital structure, the Group also
seeks to safeguard its ability to continue as a going concern in order to provide appropriate returns to shareholders and benefits for other
stakeholders.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to
shareholders, issue new shares or sell assets to reduce debt.
Consistent with others in the industry, the Group monitors capital on the basis of various balance sheet ratios including the gearing ratio. This
ratio is calculated as net debt/(cash) divided by total capital. Net debt/(cash) is calculated as total borrowings less cash and cash
equivalents. Total capital is calculated as equity as shown in the balance sheet plus net debt/(cash).
The gearing ratios at 27 July 2024 and 29 July 2023 were as follows:
2024
2023
$m
$m
Borrowings (note D3)
62.2
60.1
Less: cash and cash equivalents (note D1)
(176.0)
(179.7)
Net cash at end of period (excluding lease liabilities)
(113.8)
(119.6)
Plus: lease liabilities
1,567.1
1,644.9
Net debt at end of period
1,453.3
1,525.3
Total equity
255.0
240.5
Total capital (excluding lease liabilities)
141.2
120.9
Total capital
1,708.3
1,765.8
Gearing ratio (excluding lease liabilities)
-80.6%
-98.9%
Gearing ratio
85.1%
86.4%
Myer Annual Report 2024
77
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 62
F1 Contributed Equity (continued)
Accounting policy
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction, net of tax, from the proceeds.
Where any Group company purchases the Company's equity instruments; for example, as the result of a share buy-back or a share-based
payment plan, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity
attributable to the owners of Myer Holdings Limited as treasury shares until the shares are cancelled or reissued. Where such ordinary shares
are subsequently reissued, any consideration received, net of any directly attributable incremental transaction costs and the related income
tax effects, is included in equity attributable to the owners of Myer Holdings Limited.
F2 Accumulated Losses and Reserves
2024
2023
$m
$m
(a) Accumulated losses
Movements in Accumulated losses were as follows:
Balance at beginning of period
(503.1)
(477.3)
Profit for the period
43.5
60.4
Dividends paid
(33.2)
(86.2)
Balance at end of period
(492.8)
(503.1)
(b) Reserves
Share-based payments 1
39.3
34.9
Cash flow hedges 2
4.0
4.0
Other reserve 3
(25.6)
(25.6)
Foreign currency translation 4
(3.9)
(3.7)
13.8
9.6
Movements in reserves were as follows:
Share-based payments
Balance at beginning of period
34.9
32.0
Share-based payments expense recognised (note H4)
2.3
4.3
Income tax
2.1
(1.4)
Balance at end of period
39.3
34.9
Cash flow hedges
Balance at beginning of period
4.0
4.0
Net (loss)/gain on revaluation
0.7
(0.1)
Transfer to net profit
(0.7)
0.1
Balance at end of period
4.0
4.0
Foreign currency translation
Balance at beginning of period
(3.7)
(2.8)
Exchange differences on translation of foreign operations during the period
(0.2)
(0.9)
Balance at end of period
(3.9)
(3.7)
1 Share-based payments
The share-based payments reserve is used to recognise the fair value of options and rights granted to employees under the employee share
plans. Further information on share-based payments is set out in note H4.
2 Cash flow hedges
The hedging reserve is used to record gains or losses on a hedging instrument in a cash flow hedge that are recognised directly in equity, as
described in note E1. Amounts are recognised in the profit or loss when the associated hedged transaction affects profit or loss.
3 Other reserve
The Group acquired 65% of the sass & bide business in 2011, and the non-controlling shareholders held a put option over the remaining 35%.
This resulted in the Group recognising a financial liability for the put option and a corresponding amount in other reserve. In 2014, upon
acquisition of the remaining 35% of sass & bide, the cash payment of $33.4m was recorded against the financial liability and non-controlling
interests balances were recorded against other reserve.
4 Foreign currency translation
Exchange differences arising on translation of the foreign controlled entity are recognised in other comprehensive income and accumulated
in a separate reserve within equity. The cumulative amount is reclassified to the profit or loss when the net investment is disposed of.
78
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 63
F2 Accumulated Losses and Reserves (continued)
Accounting policy
(i) Functional and presentation currency
Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic
environment in which the entity operates ('the functional currency'). The consolidated financial statements are presented in Australian dollars,
which is Myer Holdings Limited’s functional and presentation currency.
(ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions.
Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at end of period exchange rates
of monetary assets and liabilities denominated in foreign currencies are generally recognised in profit or loss. They are deferred in equity if they
relate to qualifying cash flow hedges.
Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair
value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss. For
example, translation differences on non-monetary assets and liabilities such as equities held at fair value through profit or loss are recognised
in profit or loss as part of the fair value gain or loss and translation differences on non-monetary assets such as equities classified as available-
for-sale financial assets are recognised in other comprehensive income.
(iii) Group companies
The results and financial position of foreign operations (none of which has the currency of a hyperinflationary economy) that have a
functional currency different from the presentation currency are translated into the presentation currency as follows:
•
assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet;
•
income and expenses for each statement of comprehensive income are translated at the rates prevailing on the transaction dates; and
•
all resulting exchange differences are recognised in other comprehensive income.
On consolidation, when a foreign operation is sold, the associated exchange difference is reclassified to profit or loss, as part of the gain or
loss on sale.
F3 Dividends
2024
2023
$m
$m
(a) Ordinary shares
Final fully franked dividend for the period ended 29 July 2023 of 1.0 cent (2022: 2.5 cents) per fully
paid ordinary share, paid 16 November 2023.
8.2
20.5
Interim fully franked dividend for the period ended 27 July 2024 of 3.0 cents (2023: 4.0 cents) per
fully paid ordinary share, paid 16 May 2024.
25.0
32.9
Special fully franked dividend for the period ended 27 July 2024 of nil (2023: 4.0 cents) per fully paid
ordinary share.
-
32.9
Total dividends paid
33.2
86.2
(b) Dividends not recognised at the end of the reporting period
The directors have determined the payment of a final dividend of 0.5 cent (2023: 1.0 cent) per fully
paid ordinary share fully franked based on tax paid at 30%, payable on 21 November 2024.
The aggregate amount of the proposed dividend expected to be paid after period end, but not
recognised as a liability at period end, is:
4.2
8.2
(c) Franked dividends
The franked portions of final dividends recommended after 27 July 2024 will be franked out of
existing franking credits or out of franking credits arising from the payment of income tax in the
period ending 26 July 2025:
Franking credits available for subsequent reporting periods based on a tax rate of 30% (2023: 30%)
101.3
88.6
The above amounts are calculated from the balance of the franking account as at the end of the reporting period, adjusted for franking
credits and debits that will arise from the settlement of liabilities or receivables for income tax and dividends after the end of the reporting
period.
The consolidated amounts include franking credits that would be available to the parent entity if distributable profits of subsidiaries were paid
as dividends.
Accounting policy
Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of the entity, on or
before the end of the financial period but not distributed at balance date.
Myer Annual Report 2024
79
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 64
G. Group Structure
This section summarises how the Group structure affects the financial position and performance of the Group as a whole.
G1 Subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with the
accounting policy described below:
Country of
incorporation
Class of
shares
Equity
holdings(4)
2024
Equity
holdings(4)
2023
Name of entity
Notes
%
%
NB Elizabeth Pty Ltd
(1), (3)
Australia
Ordinary
100
100
NB Russell Pty Ltd
(2), (3)
Australia
Ordinary
100
100
NB Lonsdale Pty Ltd
(2), (3)
Australia
Ordinary
100
100
NB Collins Pty Ltd
(1), (3)
Australia
Ordinary
100
100
Warehouse Solutions Pty Ltd
(2), (3)
Australia
Ordinary
100
100
Myer Group Pty Ltd
(1), (3)
Australia
Ordinary
100
100
Myer Pty Ltd
(1), (3)
Australia
Ordinary
100
100
Myer Group Finance Limited
(1), (3)
Australia
Ordinary
100
100
The Myer Emporium Pty Ltd
(2), (3)
Australia
Ordinary
100
100
ACT Employment Services Pty Ltd
(2)
Australia
Ordinary
100
100
Myer Employee Share Plan Pty Ltd
(2)
Australia
Ordinary
100
100
Myer Travel Pty Ltd
(2), (5)
Australia
Ordinary
-
100
Myer Sourcing Asia Ltd
Hong Kong
Ordinary
100
100
Shanghai Myer Service Company Ltd
China
Ordinary
100
100
Boogie & Boogie Pty Ltd
(2), (3)
Australia
Ordinary
100
100
sass & bide Pty Ltd
(2), (3)
Australia
Ordinary
100
100
sass & bide Retail Pty Ltd
(2), (3)
Australia
Ordinary
100
100
sass & bide Retail (NZ) Pty Ltd
(2), (3)
Australia
Ordinary
100
100
sass & bide USA inc.
USA
Ordinary
100
100
sass & bide inc.
USA
Ordinary
100
100
Marcs David Lawrence Pty Ltd
(1), (3)
Australia
Ordinary
100
100
(1) Each of these entities have been granted relief from the necessity to prepare financial statements in accordance with ASIC Corporations
(Wholly-owned Companies) Instrument 2016/785.
(2) Each of these entities is classified as small proprietary and therefore relieved from the requirement to prepare and lodge financial reports
with ASIC.
(3) Each of these entities is party to a deed of cross guarantee, refer to note G2.
(4) The proportion of ownership interest is equal to the proportion of voting power held.
(5) Myer Travel Pty Ltd was deregistered on 30 March 2024.
Accounting policy
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Myer Holdings Limited ('Company' or 'parent
entity') as at 27 July 2024 and the results of all subsidiaries for the period then ended.
Subsidiaries
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group 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 Group. They are
deconsolidated from the date that control ceases. The acquisition method of accounting is used to account for business combinations by the
Group.
Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are
also eliminated unless the transaction provides evidence of impairment of the asset transferred. Accounting policies of subsidiaries have been
changed where necessary to ensure consistency with the policies adopted by the Group.
Non-controlling interests in the results and equity of subsidiaries are shown separately in the statement of comprehensive income, balance
sheet and statement of changes in equity respectively.
Employee Share Trust
The Group has the Myer Equity Plans Trust to administer the Group's employee share scheme. This trust is consolidated, as the substance of the
relationship is that the trust is controlled by the Group. Shares in Myer Holdings Limited held by the trust are disclosed as treasury shares and
deducted from contributed equity.
80
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 65
G2 Deed of Cross Guarantee
The following entities are parties to a deed of cross guarantee under which each company guarantees the debts of the others:
• Myer Holdings Limited
• NB Elizabeth Pty Ltd
• NB Russell Pty Ltd
• Myer Group Pty Ltd
• NB Lonsdale Pty Ltd
• NB Collins Pty Ltd
• Warehouse Solutions Pty Ltd
• Myer Pty Ltd
• Myer Group Finance Limited
• The Myer Emporium Pty Ltd
• Boogie & Boogie Pty Ltd
• sass & bide Pty Ltd
• sass & bide Retail Pty Ltd
• sass & bide Retail (NZ) Pty Ltd
• Marcs David Lawrence Pty Ltd
By entering into the deed, the wholly-owned entities within note reference 1 in note G1 have been relieved from the requirements to prepare
a financial report and directors' report under ASIC Corporations (Wholly-owned Companies) Instrument 2016/785.
The above companies represent a 'closed group' for the purposes of the ASIC Legislative Instrument, and as there are no other parties to the
deed of cross guarantee that are controlled by Myer Holdings Limited, they also represent the 'extended closed group'.
(a) Consolidated statement of comprehensive income
Set out below is a consolidated statement of comprehensive income for the closed group for the period ended 27 July 2024:
2024
2023
52 weeks
52 weeks
$m
$m
Total sales
3,266.1
3,362.9
Concession sales
(780.3)
(748.3)
Sale of goods
2,485.8
2,614.6
Sales revenue deferred under customer loyalty program
(47.7)
(48.8)
Revenue from sale of goods
2,438.1
2,565.8
Other operating revenue
206.3
194.7
Cost of goods sold
(1,451.2)
(1,536.9)
Operating gross profit
1,193.2
1,223.6
Other income
1.7
-
Selling expenses
(749.1)
(751.1)
Administration expenses
(284.3)
(277.3)
Restructuring, space exit costs, impairments and other significant items
(12.2)
(15.4)
Earnings before interest and tax
149.3
179.8
Finance revenue
5.5
4.7
Finance costs
(92.8)
(96.2)
Net finance costs
(87.3)
(91.5)
Profit before income tax
62.0
88.3
Income tax expense
(19.5)
(28.6)
Profit for the period attributable to Deed of Cross Guarantee group
42.5
59.7
Other comprehensive income
Items that may be reclassified to profit or loss:
Cash flow hedges
-
-
Exchange differences on translation of foreign operations
(0.3)
(0.9)
Other comprehensive loss for the period, net of tax
(0.3)
(0.9)
Total comprehensive income for the period
42.2
58.8
(b) Summary of movements in consolidated accumulated losses
Set out below is a summary of movements in consolidated accumulated losses for the closed group for the period ended 27 July 2024:
2024
2023
52 weeks
52 weeks
$m
$m
Balance at beginning of period
(500.2)
(473.7)
Profit for the period
42.5
59.7
Dividends paid
(33.2)
(86.2)
Balance at end of period
(490.9)
(500.2)
Myer Annual Report 2024
81
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 66
G2 Deed of Cross Guarantee (continued)
(c) Consolidated balance sheet
Set out below is a consolidated balance sheet as at 27 July 2024 of the closed group:
2024
2023
$m
$m
Assets
Current assets
Cash and cash equivalents
173.3
175.5
Trade and other receivables and prepayments
39.9
37.1
Inventories
367.8
370.8
Derivative financial instruments
3.8
6.0
Current tax assets
3.2
-
Total current assets
588.0
589.4
Non-current assets
Property, plant and equipment
317.4
321.6
Right-of-use assets
1,038.0
1,100.6
Intangible assets
305.8
305.2
Deferred tax assets
127.4
122.0
Derivative financial instruments
0.8
0.4
Other non-current assets
2.9
2.5
Total non-current assets
1,792.3
1,852.3
Total assets
2,380.3
2,441.7
Liabilities
Current liabilities
Trade and other payables
418.1
404.7
Lease liabilities
161.6
151.0
Provisions
66.1
73.3
Derivative financial instruments
0.3
1.4
Current tax liabilities
-
9.8
Other liabilities
-
0.1
Total current liabilities
646.1
640.3
Non-current liabilities
Borrowings
62.2
60.1
Lease liabilities
1,404.9
1,490.0
Provisions
6.8
4.9
Total non-current liabilities
1,473.9
1,555.0
Total liabilities
2,120.0
2,195.3
Net assets
260.3
246.4
Equity
Contributed equity
734.0
734.0
Accumulated losses
(490.9)
(500.2)
Reserves
17.2
12.6
Total equity
260.3
246.4
82
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 67
G3 Parent Entity Financial Information
(a) Summary financial information
The individual financial statements for the parent entity show the following aggregate amounts:
2024
2023
$m
$m
Balance sheet
Current assets
172.2
207.1
Total assets
365.5
407.0
Current liabilities
13.9
26.4
Total liabilities
76.1
86.5
Shareholders' equity
Issued capital
734.0
734.0
Reserves
Other reserves
(2.7)
(2.7)
Share-based payments
34.4
32.1
Accumulated losses reserve - 2018
(406.7)
(406.7)
Accumulated losses reserve - 2020
(170.6)
(170.6)
Retained profits reserve - 2022
27.5
60.6
Retained profits reserve - 2023
73.7
73.7
Accumulated losses reserve - 2024
(0.1)
-
Profit/(loss) for the period
(0.1)
73.7
Total comprehensive income for the period
(0.1)
73.7
(b) Guarantees entered into by the parent entity
Carrying amount included in current liabilities
-
-
The parent entity is the borrowing entity under the Group's financing facilities. Under these facilities, the parent entity is party to a cross-
guarantee with various other Group entities, who guarantee the repayment of the facilities in the event that the parent entity is in default.
The parent entity is also party to the deed of cross guarantee. The details of the deed of cross guarantee are set out in note G2. At the end of
the reporting period, no liability has been recognised in relation to these guarantees on the basis that the potential exposure is not considered
material.
(c) Contingent liabilities of the parent entity
The parent entity did not have any contingent liabilities as at 27 July 2024 or 29 July 2023.
(d) Contractual commitments for the acquisition of property, plant or equipment
The parent entity did not have any contractual commitments for the acquisition of property, plant or equipment as at 27 July 2024 or 29 July
2023.
(e) Event subsequent to balance date
Refer to note H6 for additional events which have occurred after the financial reporting date.
Accounting policy
The financial information that is disclosed for the parent entity, Myer Holdings Limited, has been prepared on the same basis as the
consolidated financial statements, except as set out below.
(i) Investments in subsidiaries
Investments in subsidiaries are accounted for at cost in the financial statements of Myer Holdings Limited.
(ii) Tax consolidation legislation
Myer Holdings Limited and its wholly-owned Australian controlled entities have implemented the tax consolidation legislation.
The head entity, Myer Holdings Limited, and the controlled entities in the tax consolidated group continue to account for their own current
and deferred tax amounts. These tax amounts are measured as if each entity in the tax consolidated group continues to be a stand-alone
taxpayer in its own right.
In addition to its own current and deferred tax amounts, Myer Holdings Limited also recognises the current tax liabilities (or assets) and the
deferred tax assets arising from unused tax losses and unused tax credits assumed from controlled entities in the tax consolidated group.
The entities have also entered into a tax funding agreement under which the wholly-owned entities fully compensate Myer Holdings Limited
for any current tax payable assumed and are compensated by Myer Holdings Limited for any current tax receivable and deferred tax assets
relating to unused tax losses or unused tax credits that are transferred to Myer Holdings Limited under the tax consolidation legislation. The
funding amounts are determined by reference to the amounts recognised in the wholly-owned entities’ financial statements.
The funding amounts are recognised as current intercompany receivables or payables.
Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as amounts receivable from or
payable to other entities in the Group.
Any difference between the amounts assumed and amounts receivable or payable under the tax funding agreement are recognised as a
contribution to (or distribution from) wholly-owned tax consolidated entities.
Myer Annual Report 2024
83
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 68
H. Other Financial Information
This section of the notes includes other financial information that must be disclosed to comply with the accounting standards and other
pronouncements, but that is not immediately related to individual line items in the financial statements. This section also provides information
about items that are not recognised in the financial statements as they do not (yet) satisfy the recognition criteria.
H1 Contingencies
Contingent liabilities
The Group had contingent liabilities at 27 July 2024 in respect of:
Guarantees
The Group has issued bank guarantees amounting to $30.7 million (2023: $32.0 million), of which $16.3 million (2023: $14.3 million) represents
guarantees supporting workers' compensation self-insurance licences in various jurisdictions. For information about other guarantees given by
entities within the Group, including the parent entity, refer to notes G2 and G3.
There can be legal claims and exposures which arise from the ordinary course of business. There is significant uncertainty as to whether a
future liability will arise in respect of these items, or the amount of any such liability.
H2 Commitments
Capital commitments
Capital expenditure contracted for at the end of the reporting period but not recognised as liabilities is as follows:
2024
2023
$m
$m
Property, plant, equipment and software
Payable:
Within one-year
21.2
21.8
Later than one-year but not later than five years
-
-
Later than five years
-
-
21.2
21.8
H3 Related Party Transactions
(a) Parent entities
The parent entity within the Group is Myer Holdings Limited, a listed public company, incorporated in Australia.
(b) Subsidiaries
Interests in subsidiaries are set out in note G1.
(c) Key Management Personnel
(i) Compensation
Key Management Personnel compensation for the period ended 27 July 2024 is set out below. The Key Management Personnel of the Group
are persons having the authority for planning, directing and controlling the Company's activities directly or indirectly, including the directors of
Myer Holdings Limited.
2024
2023
$
$
Short-term employee benefits
4,733,324
4,467,067
Post employment benefits
139,570
119,884
Long-term benefits
(32,048)
92,862
Termination and other payments
100,680
-
Share-based payments
1,357,978
2,343,555
6,299,504
7,023,368
Detailed remuneration disclosures are provided in the Remuneration Report.
(ii) Loans
In 2024 and 2023 there were no loans made to directors of Myer Holdings Limited and other Key Management Personnel of the Group,
including their related parties.
(iii) Other transactions
The transactions with Key Management Personnel or entities related to them are as disclosed in the Remuneration Report.
(d) Transactions with other related parties
There were no material transactions with other related parties during the current period.
84
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 69
H4 Share-Based Payments
(a) Long Term Incentive Plan
The Myer Long Term Incentive Plan (LTI plan) is an incentive that is intended to promote alignment between executive and shareholder
interests over the longer term. Under the LTI plan, performance rights and options may be offered annually to the Executive Chair and
nominated executives. The employees invited to participate in the plan include executives who are considered to play a leading role in
achieving the Group’s long-term strategic and operational objectives.
Each right and option offered is an entitlement to one fully paid ordinary share in the Company, subject to adjustment for capital actions, on
terms and hurdles determined by the Board, including hurdles linked to Company performance and service. Performance options vest and
are automatically exercised on a net settlement basis.
The LTI plan is delivered via a grant of performance rights or options. The number of performance rights or options that vest is not determined
until after the end of the performance period. The performance right or option will therefore not provide any value to the holder between the
date the performance right or option is granted and after the end of the vesting period, if the performance hurdles and service conditions are
satisfied. Performance rights and options do not carry entitlements to ordinary dividends or other shareholder rights until the end of the vesting
period.
Set out below is a summary of performance rights and options granted under the plan:
2024
Balance
29 July 2023
Granted
Exercised
Expired and
lapsed
Balance
27 July 2024
Performance rights
27,237,962
5,935,578
(10,547,466)
(1,100,474)
21,525,600
Performance options
2,799,378
-
(2,799,378)
-
-
Total
30,037,340
5,935,578
(13,346,844)
(1,100,474)
21,525,600
Weighted average exercise price
$0.05
$0.00
$0.12
$0.00
$0.00
2023
Balance
30 July 2022
Granted
Exercised
Expired and
lapsed
Balance
29 July 2023
Performance rights
20,655,386
7,361,928
-
(779,352)
27,237,962
Performance options
24,257,291
-
(9,329,267)
(12,128,646)
2,799,378
Total
44,912,677
7,361,928
(9,329,267)
(12,907,998)
30,037,340
Weighted average exercise price
$0.30
$0.00
$0.55
$0.52
$0.05
The weighted average remaining contractual life of share rights and options outstanding at the end of the period was 1.0 year (2023: 1.0
year).
Fair value of performance rights granted
The assessed fair value at grant date of rights granted during the period is noted below. Fair value varies depending on the period to vesting
date. The fair values at grant dates were independently determined using a Monte Carlo simulation pricing model that takes into account the
exercise price, the term of the rights, the impact of dilution, the fair value of shares in the Company at grant date and expected volatility of
the underlying share, the expected dividend yield and the risk-free interest rate for the term of the right. The fair values and model inputs for
performance rights granted during the period included:
2024 LTI Plan
Rights (TSR)
2024 LTI Plan
Rights (EPS)
(a) Fair value of performance rights granted
$0.22
$0.26
(b) Grant date
22-Nov-23
22-Nov-23
(c) Expiry date
22-Nov-27
22-Nov-27
(d) Share price at grant date
$0.52
$0.52
(e) Expected price volatility of the Group’s shares
54.28%
54.28%
(f) Expected dividend yield
8.33%
8.33%
(g) Risk-free interest rate
4.14%
4.14%
The expected price volatility is based on the historic volatility (based on the remaining life of the performance options), adjusted for any
expected changes to future volatility due to publicly available information.
Where rights are issued to employees of subsidiaries within the Group, the subsidiaries compensate the Company for the amount recognised
as an expense in relation to these rights.
(b) Transformation Incentive Plan
The Transformation Incentive (TI) plan was introduced to replace the normal STI plan for a period of two years, starting in FY21. Under the TI
plan, the Chief Executive Officer and nominated executives received 50% of the annual TI achieved in cash and 50% in equity.
FY21 TI Plan
The FY21 TI plan delivered the equity component via deferred rights, 50% subject to a one-year deferral period and 50% subject to a two-year
deferral period. There was no entitlement to receive dividends nor any voting rights in relation to the deferred rights during the vesting period.
During the period, the remaining 50% of the total rights awarded that were subject to a two-year deferral period automatically converted into
ordinary shares on a one for one basis at an exercise price of nil, and were issued to executives.
Myer Annual Report 2024
85
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 70
H4 Share-Based Payments (continued)
(c) Short Term Incentive Plan
Under the Group's FY23 Short Term Incentive (STI) plan, the Chief Executive Officer and nominated executives received 75% of the award
achieved in cash and 25% in the form of rights to deferred shares. During the period deferred shares totalling 209,934 were allocated to
executives, determined by dividing the dollar value of the award by the volume weighted average price of the Company’s shares over the
five trading days following the release to the market of the Company’s full year FY23 results. The deferred shares are subject to a one year
disposal restriction period, carry rights to dividends and voting rights and rank equally in all respects with other ordinary shares already on issue
on the date of allocation, except for entitlements which had a record date before the date of allocation.
Under the Group’s FY24 Short Term Incentive (STI) plan, nominated executives receive 75% of the award achieved in cash and 25% in the form
of rights to deferred shares. The number of deferred shares allocated will be determined by dividing the dollar value of the deferred shares
component of the STI plan award by the volume weighted average price of the Company’s shares over a period of trading days determined
by the Board following the release to the market of the Company’s full year FY24 results. The deferred shares are subject to a one-year
disposal restriction from the date of allocation.
(d) Expenses arising from share-based payment transactions
Total expenses arising from share-based payment transactions recognised during the period as part of employee benefit expense were as
follows:
2024
2023
$m
$m
Rights and options issued under the LTI Plan
2.3
3.9
Rights issued under the TI and STI Plan
0.2
0.4
Share-based payment transaction expenses represent the amount recognised in the period in relation to share-based remuneration plans.
Where expectations of the number of rights or options expected to vest changes, the life to date expense is adjusted, which can result in a
negative expense for the period due to the reversal of amounts recognised in prior periods.
Accounting policy
Share-based compensation benefits are provided to employees through the Myer Long Term Incentive Plan (LTI plan), Transformation
Incentive Plan (TI plan) and Short Term Incentive Plan (STI plan).
The fair value of rights and options granted under a plan are recognised as an employee benefit expense with a corresponding increase in
equity. The total amount to be expensed is determined by reference to the fair value of the rights and options granted, which includes any
market performance conditions but excludes the impact of any services and non-market performance vesting conditions and the impact of
any non-vesting conditions.
Non-market vesting conditions are included in assumptions about the number of rights and options that are expected to vest. The total
expense is recognised over the vesting period, which is the period over which all the specified vesting conditions are to be satisfied. At the
end of each period, the Group revises its estimates of the number of rights or options that are expected to vest based on the non-market
vesting conditions. It recognises the impact of revisions to original estimates, if any, in profit or loss, with a corresponding adjustment to equity.
The LTI, TI and STI plans are administered by the Myer Equity Plan Trust (refer to note G1). When rights or options are vested, the trust transfers
the appropriate number of shares to the employee. The proceeds received net of any directly attributable transaction costs are credited
directly to equity.
H5 Remuneration of Auditors
During the period, the following fees were paid or payable for services provided by the auditor of the Group, and its related practices:
2024
2023
$
$
(a) PwC Australia
(i) Assurance services
Audit services:
Audit and review of financial statements
537,814
553,481
Other assurance services:
Rent certificates assurance services
41,553
37,211
Total remuneration for audit and other assurance services
579,367
590,692
(ii) Taxation services
Tax compliance services
6,000
3,500
(iii) Other services
Consulting services
-
22,440
Total remuneration of PwC Australia
585,367
616,632
(b) Overseas practices of PwC
(i) Assurance services
Audit services:
Audit and review of financial statements
75,851
73,026
Total remuneration for overseas practices of PwC
75,851
73,026
86
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 27 July 2024
Page 71
H6 Events Occurring After the Reporting Period
Dividends on the Company's ordinary shares
The directors have determined to pay a final dividend of 0.5 cent per share, fully franked at the 30% corporate income tax rate, payable on
21 November 2024 for the period ended 27 July 2024.
I. Other Accounting Policies
This section provides a list of other accounting policies adopted in the preparation of these consolidated financial statements. Specific
accounting policies are disclosed in their respective notes to the financial statements. This section also provides information on the impacts of
new accounting standards, amendments and interpretations, and whether they are effective in the current or future reporting periods.
The principal accounting policies adopted in the preparation of these consolidated financial statements ('financial statements' or 'financial
report') are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated. The financial
statements are for the consolidated entity consisting of Myer Holdings Limited and its subsidiaries ('Group').
(a) 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. Myer Holdings Limited is a for-profit entity for the
purpose of preparing the financial statements.
Compliance with IFRS
The consolidated financial statements of Myer Holdings Limited group also comply with International Financial Reporting Standards (IFRS) as
issued by the International Accounting Standards Board (IASB).
Historical cost convention
These financial statements have been prepared under the historical cost convention, except for financial assets and liabilities (including
derivative instruments), which have been measured at fair value through profit or loss.
Working capital position
As at 27 July 2024, the Group has a net current liability position of $61.9 million, which includes cash and cash equivalents of $176.0 million. The
net current liability includes the recognition of current lease liabilities of $161.9 million from the adoption of AASB 16 Leases. The Group has
available borrowing facility of $33.9 million, which when combined with the orderly realisation of inventory above cost will enable the Group
to pay its debts as and when they become due and payable.
(b) Rounding of amounts
The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors' Reports) Instrument 2016/191 and, except where
otherwise stated, amounts in the consolidated financial statements have been rounded off to the nearest hundred thousand dollars.
(c) New accounting standards and interpretations
New and amended standards adopted by the Group
The Group note that none of the new standards or amendments to existing standards that are mandatory for the first time for the 27 July 2024
reporting period materially affect any of the amounts recognised in the current period or prior period, and are not likely to significantly affect
future periods.
Myer Annual Report 2024
87
CONSOLIDATED ENTITY DISCLOSURE STATEMENT
for the period ended 27 July 2024
Page 72
Details of each subsidiary within the consolidated entity, including the tax residency of each of those entities during the financial period, are
set out in the table below:
Name of entity
Type of entity
% of
share
capital
Place of business
/ country of
incorporation
Australian
resident or
foreign
resident
Foreign
jurisdiction of
foreign
residents
Myer Holdings Limited
Body corporate
n/a
Australia
Australian
n/a
NB Elizabeth Pty Ltd
Body corporate
100
Australia
Australian
n/a
NB Russell Pty Ltd
Body corporate
100
Australia
Australian
n/a
NB Lonsdale Pty Ltd
Body corporate
100
Australia
Australian
n/a
NB Collins Pty Ltd
Body corporate
100
Australia
Australian
n/a
Warehouse Solutions Pty Ltd
Body corporate
100
Australia
Australian
n/a
Myer Group Pty Ltd
Body corporate
100
Australia
Australian
n/a
Myer Pty Ltd
Body corporate
100
Australia
Australian
n/a
Myer Group Finance Limited
Body corporate
100
Australia
Australian
n/a
The Myer Emporium Pty Ltd
Body corporate
100
Australia
Australian
n/a
ACT Employment Services Pty Ltd
Body corporate
100
Australia
Australian
n/a
Myer Employee Share Plan Pty Ltd
Body corporate
100
Australia
Australian
n/a
Myer Equity Plans Trust
Trust
n/a
Australia
Australian
n/a
Myer Equity Plans No 2 Trust
Trust
n/a
Australia
Australian
n/a
Myer Travel Pty Ltd2
Body corporate
-
Australia
Australian
n/a
Myer Sourcing Asia Ltd
Body corporate
100
Hong Kong
Foreign
Hong Kong
Shanghai Myer Service Company Ltd
Body corporate
100
China
Foreign
China
Boogie & Boogie Pty Ltd
Body corporate
100
Australia
Australian
n/a
sass & bide Pty Ltd
Body corporate
100
Australia
Australian
n/a
sass & bide Retail Pty Ltd
Body corporate
100
Australia
Australian
n/a
sass & bide Retail (NZ) Pty Ltd
Body corporate
100
Australia
Australian
n/a1
sass & bide USA inc.
Body corporate
100
USA
Foreign
USA
sass & bide inc.
Body corporate
100
USA
Foreign
USA
Marcs David Lawrence Pty Ltd
Body corporate
100
Australia
Australian
n/a
1 sass & bide Retail (NZ) Pty Ltd has a branch in NZ which is subject to tax in NZ.
2 Myer Travel Pty Ltd was deregistered on 30 March 2024.
Basis of preparation
This consolidated entity disclosure statement (CEDS) has been prepared in accordance with the Corporations Act 2001 and includes
information for each entity that was part of the consolidated entity as at the end of the financial period in accordance with AASB 10
Consolidated Financial Statements.
88
DIRECTORS’ DECLARATION
Page 78
In the Directors’ opinion:
(a) the financial statements and notes thereto are in accordance with the Corporations Act 2001 (Cth), including:
(i)
complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory
professional reporting requirements; and
(ii)
giving a true and fair view of the consolidated entity’s financial position as at 27 July 2024 and of its
performance for the financial period ended on that date; and
(b) 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
(c) the consolidated entity disclosure statement is true and correct; and
(d) at the date of this declaration, there are reasonable grounds to believe that the members of the extended closed
group will be able to meet any obligations or liabilities to which they are, or may become, subject by virtue of the
deed of cross guarantee described in note G2.
Note I. (a) confirms that the financial statements also comply with International Financial Reporting Standards as issued by
the International Accounting Standards Board.
The Directors have been given the declarations by the Executive Chair and the Chief Financial Officer required by section
295A of the Corporations Act 2001 (Cth).
This declaration is made in accordance with a resolution of the Directors.
Olivia Wirth
Executive Chair
Melbourne, 19 September 2024
Myer Annual Report 2024
89
Independent auditor’s report
To the members of Myer Holdings Limited
Report on the audit of the financial report
Our opinion
In our opinion:
The accompanying financial report of Myer Holdings Limited (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 27 July 2024 and of its financial
performance for the period 29 July 2023 to 27 July 2024
(b)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
What we have audited
The Group financial report comprises:
•
the consolidated balance sheet as at 27 July 2024
•
the consolidated statement of comprehensive income for the period then ended
•
the consolidated statement of changes in equity for the period then ended
•
the consolidated statement of cash flows for the period 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 27 July 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.
PricewaterhouseCoopers, ABN 52 780 433 757
2 Riverside Quay, SOUTHBANK VIC 3006, GPO Box 1331, MELBOURNE VIC 3001
T: 61 3 8603 1000, F: 61 3 8603 1999
Liability limited by a scheme approved under Professional Standards Legislation.
90
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.
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 the Myer Brand name
(Refer to note C2)
The Group holds an indefinite life brand name for
Myer of $232.8 million as at 27 July 2024. The
brand is allocated to the Myer Cash Generating
Unit (CGU).
The Group performed an impairment assessment
for the CGU, by preparing a financial model to
determine if the carrying value of the assets is
supported by forecast future cash flows,
discounted to present value (the “model”).
We considered the carrying value of the Myer
brand name to be a key audit matter due to the
size of the balances and the significant
judgements applied by the Group in estimating
future cash flows.
Our audit procedures included the following,
amongst others:
•
Assessing whether the allocation of the
Group’s assets into CGUs was consistent
with our knowledge of the Group’s
operations and internal Group reporting.
•
Assessing the appropriateness of the
Group’s method for developing the
estimate of the recoverable amount.
•
Compared the Group’s forecast cash
flows to Board approved budget.
•
Assessed the appropriateness of
significant assumptions used in the
model, including forecast EBITDA
margins, discount rates and terminal
growth rates.
Myer Annual Report 2024
91
Key audit matter
How our audit addressed the key audit matter
•
Assessed the Group’s historical ability to
forecast cash flows by comparing the
forecast cash flows to actual results for
the past three years.
•
Together with PwC valuation experts,
evaluated the appropriateness of the
discount rates used in the model by
comparing them to external market data.
•
Evaluating the reasonableness of
disclosures in the financial report in light
of the requirements of Australian
Accounting Standards.
Net realisable value of inventory
(Refer to note B2)
The Group held inventory of $368.5 million at
27 July 2024. Inventories are valued at the lower
of cost and net realisable value.
The Group recognises a provision where it
expects the net realisable value of inventory to fall
below its cost price.
We considered this a key audit matter because
the Group applies significant judgements and
assumptions in forecasting future selling prices to
estimate the value of inventory likely to sell below
cost in the future.
Our audit procedures included, amongst others:
•
Assessed the Group’s inventory
provisioning policy by considering the
levels of aged inventory and the Group’s
inventory clearance strategy.
•
Testing the mathematical accuracy of key
data included in the calculation of the
Group’s inventory provision.
•
Comparing the selling price (net
realisable value) subsequent to period
end to the recorded cost, for a sample of
inventory items.
•
Evaluating the reasonableness of
disclosures in the financial report in light
of the requirements of Australian
Accounting Standards.
92
Other information
The directors are responsible for the other information. The other information comprises the
information included in the annual report for the period ended 27 July 2024, but does not include the
financial report and our auditor’s report thereon. Prior to the date of this auditor's report, the other
information we obtained included the Preliminary final report, directors' report. We expect the
remaining other information to be made available to us after the date of this auditor's report.
Our opinion on the financial report does not cover the other information and we do not and will not
express an opinion or 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.
When we read the other information not yet received, if we conclude that there is a material
misstatement therein, we are required to communicate the matter to the directors and use our
professional judgement to determine the appropriate action to take.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and 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.
Myer Annual Report 2024
93
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 period ended 27 July
2024.
In our opinion, the remuneration report of Myer Holdings Limited for the period ended 27 July 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
Alison Tait Milner
Melbourne
Partner
19 September 2024
94
Shareholder
information
As at 23 September 2024.
Myer has one class of shares on issue (being ordinary shares). All the Company’s shares are listed on the Australian Securities Exchange.
Focus Area
Number
Issued Capital
837,557,023
Number of Shareholders
38,974
Minimum Parcel Price
$0.845
Holders with less than a marketable parcel
13,764
Distribution of shareholders and shareholdings
Range
Units
%
Holders
%
100,001 and Over
688,061,726
82.15
368
0.94
10,001 to 100,000
94,143,729
11.24
3,095
7.94
5,001 to 10,000
18,469,224
2.21
2,315
5.94
1,001 to 5,000
26,908,148
3.21
12,328
31.63
1 to 1,000
9,974,196
1.19
20,868
53.54
Total
821,278,815
100.00
40,457
100.00
Unmarketable parcels
Range
Minimum
Parcel Size
Holders
Units
Minimum $500.00 parcel at $0.845 per unit
592
13,764
4,475,591
Myer Annual Report 2024
95
Twenty largest shareholders
Rank
Name
Units
% of Units
1
METALGROVE PTY LTD
260,972,158
31.16
2
CITICORP NOMINEES PTY LIMITED
109,154,987
13.03
3
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
80,386,838
9.60
4
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
45,721,956
5.46
5
PACIFIC CUSTODIANS PTY LIMITED
14,876,547
1.78
6
UBS NOMINEES PTY LTD
9,328,687
1.11
7
SPROUT GROUP PTY LTD
9,085,031
1.08
8
AM GLORY PTY LTD
6,626,698
0.79
9
GLADIATOR SECURITIES PTY LTD
5,870,000
0.70
10
ACE PROPERTY HOLDINGS PTY LTD
4,900,000
0.59
11
MR JOHN ANTHONY KING
4,497,612
0.54
12
SRH SUPER PTY LTD
3,900,000
0.47
13
WARBONT NOMINEES PTY LTD
3,868,652
0.46
14
RIADIS HOLDINGS PTY LTD
3,600,000
0.43
15
MR PAT O'NEILL
3,478,649
0.42
16
BOND STREET CUSTODIANS LIMITED
3,377,287
0.40
17
MR YOUSSEF ELBAYEH
3,327,602
0.40
18
NETWEALTH INVESTMENTS LIMITED
3,275,057
0.39
19
MR RAJESH PARSOTAM HARIDAS
2,800,000
0.33
20
DR PETER MALCOLM HEYWORTH
2,603,300
0.31
Total
581,651,061
69.45
Balance of register
255,905,962
30.55
Grand total
837,557,023
100.00
Substantial shareholders
As at 23 September 2024, there are two substantial shareholders that Myer is aware of:
Date of last notice
Number of securities
in last notice
%
Premier Investments
18 April 2024
260,972,1583
31.16
Dimensional Fund Advisors
3 August 2023
49,251,659
5.88
Total
37.04
The above table sets out the number and percentage of securities held by substantial shareholders in Myer as disclosed in their last
substantial shareholder’s notice. Note that those shareholders may have acquired or disposed of securities in Myer since the date of that
notice. A substantial shareholder is only required to disclose acquisitions or disposals where there has been a movement of at least 1% in
their shareholding.
Voting rights
Shareholders may vote at a meeting of shareholders in person, directly or by proxy, attorney or representative, depending on whether the
shareholder is an individual or a company. Subject to any rights or restrictions attaching to shares, on a show of hands each shareholder
present in person or by proxy, attorney or representative has one vote and, on a poll, has one vote for each fully paid share held.
Presently, Myer has only one class of fully paid ordinary shares and these do not have any voting restrictions. If shares are not fully paid, on
a poll the number of votes attaching to the shares is pro-rated accordingly. Options and performance rights do not carry any voting rights.
Performance options and rights
Myer has unlisted performance rights on issue. As at 23 September 2024, there were 19 holders of performance rights.
96
Corporate
directory
Registered office
Myer Holdings Limited
Level 7, 1000 La Trobe Street
Docklands VIC 3008
Myer postal address
Myer Holdings Limited
PO Box 869J
Melbourne VIC 3001
Company secretary
Paul Morris
General Counsel and Company Secretary
Shareholder enquiries:
Share registry
Link Market Services Limited
Attn: Myer Holdings Limited
Locked Bag A14
Sydney South NSW 1235
Myer shareholder information line
Australian Telephone: 1300 820 260
International Telephone: +61 1300 820 260
Facsimile: +61 2 9287 0309
www.linkmarketservices.com.au
Investor relations and media enquiries
Email: myer.corporate.affairs@myer.com.au
Sustainability
Email: sustainability@myer.com.au
Myer customer service centre
PO Box 869J
Melbourne VIC 3001
Phone: 13 69 37 (within Australia)
Auditor
PricewaterhouseCoopers
2 Riverside Quay
Southbank VIC 3006
Securities exchange listing
Myer Holdings Limited (MYR) shares are listed on the Australian
Securities Exchange (ASX)
Websites
myer.com.au
myerone.com.au
myer.com.au/investor
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