Rural Funds Management
Annual Report 2022

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Plain-text annual report

Annual Report for the year ended 30 June 2022 R U R A L F U N D S G R O U P A N N U A L R E P O R T 2 0 2 2 About Rural Funds Management Limited (RFM) Rural Funds Management Limited is the responsible entity and manager of Rural Funds Group. RFM is an agricultural fund and asset manager established in 1997. The management team includes specialist fund managers, finance professionals, horticulturists, agronomists and other agricultural managers. RFM’s company culture is informed by its long-standing motto “Managing good assets with good people”. About Rural Funds Group (ASX: RFF) Rural Funds Group is an agricultural Real Estate Investment Trust (REIT) listed on the ASX under the code RFF. RFF owns a diversified portfolio of Australian agricultural assets which are leased predominantly to corporate agricultural operators. RFF targets distribution growth of 4% per annum by owning and improving farms that are leased to good counterparties. Rural Funds Group (ASX: RFF) stapled group comprising: Rural Funds Trust ARSN 112 951 578 and RF Active ARSN 168 740 805 Responsible Entity: Rural Funds Management Limited ACN 077 492 838 AFSL 226701 Issued on: 30 September 2022 Cover image: Almond trees in bloom, Tocabil orchard, Hillston NSW, August 2022. Water storage at Mayneland, central Queensland, July 2022. Table of contents Letter from the Managing Director .............................. Fund overview Sustainability ............................. .............................. ASX additional information ............................. Financial Statements ............................. Investor information ............................. 04 06 10 20 22 98 Letter from the Managing Director Dear Unitholder, We are pleased to present to you the Rural Funds Group (“RFF” or “the Fund”) Annual Report for the year ended 30 June 2022 (FY22). Rural Funds Management (RFM) has pursued two strategies since the Fund was listed to improve asset values and increase the income producing potential of certain assets. These two strategies are improving the productivity of farms and developing farms to higher and better use. Both strategies featured in the activities of the Fund during FY22. Improving the productivity of farms The Fund acquired $179 million of assets during FY22 including cropping and cattle properties in central Queensland, chosen for their productivity improvement potential.1 Throughout the year productivity developments also continued on many of the cattle and cropping properties owned by RFF. At year end the Fund recorded $134 million of valuation increases, with $105 million attributable to cattle properties such as Natal, Rewan, Comanche and Cerberus. During the year the Fund entered into a 10-year lease with Australian Agricultural Company (ASX: AAC) for the cattle properties Comanche and Homehill. A 25-year lease was also implemented with Clarke Creek Energy Pty Ltd on the property Cerberus. This lease is only for a portion of the property which is unsuitable for grazing or pasture production. The leased area will contain 17 wind turbines as part of the broader Clarke Creek renewable energy precinct. Lease activity within the cropping sector included a five-year lease extension on Lynora Downs at the end of FY22, following the implementation of productivity developments. The success of cropping developments has encouraged RFM to continue to expand the number of assets within this sector. Similar productivity developments to those implemented on Lynora Downs are being deployed on nearby cropping property Mayneland. During FY22 the Fund acquired an additional cropping property, Baamba Plains, downstream from Lynora Downs and Mayneland. Productivity developments will begin on this property shortly before it is presented to potential lessees. As a result of these acquisitions, some properties will be operated within the Fund while productivity developments progress. However, consistent with other leasing arrangements entered in FY22, the strategy remains to lease these assets after initial development is complete. These initial developments will provide the opportunity for higher lease income and higher quality lessees. Developing properties to higher and better uses RFM continued to focus on developing macadamia orchards in the Rockhampton, Bundaberg and Maryborough regions of Queensland, converting assets to more profitable horticultural operations. Despite rainfall impacting the development schedule, 477 ha of orchards were planted in FY22. A total of 3,000 ha is expected to be planted by year end 2024. An additional 2,000 ha is to be developed in subsequent years. Looking to FY23 and beyond RFM will continue its focus on developing macadamia orchards in Queensland and productivity improvements on other recently acquired assets. Both activities are expected to benefit property values and income production in future years. In an environment of rising inflationary expectations, RFM continues to consider the impact of higher potential debt costs. To provide some protection the Fund has an average weighted hedge duration of 8.6 years and an increased number of hedges commencing in FY24. The Fund also has a majority of leases that benefit from inflation, either through CPI linked indexation clauses or market rent review mechanisms. FY23 forecast AFFO is 11.3 cpu.2 Additional AFFO generation is expected as capital is deployed on macadamia developments beyond FY23 and as other assets in the development pipeline are leased. RFM has confirmed FY23 forecast distributions of 11.73 cpu plus 0.47 cpu franking credits. We look forward to updating you during the year. If you have any queries about your investment, we encourage you to contact our Investor Services team. Yours faithfully David Bryant Managing Director Rural Funds Management Limited Shortly after the release of the FY22 results, RFM announced RFF had entered into agreements to lease up to 3,000 ha of macadamia orchards for a 40-year period.2 The lessee is a company managed by The Rohatyn Group (TRG) on behalf of a joint venture between TRG and a global institutional investor. Two mature macadamia orchards were also acquired during the year. These will be operated by the Fund while a lessee is sought. Adjacent to the macadamia developments in Rockhampton, two properties were acquired and leased in FY22. Mort & Co, Australia’s largest privately owned beef lot-feeding company, has leased the properties for a 20-year period. Subject to council approval, Mort & Co proposes to develop a beef cattle feedlot on one property with the other property to produce crops for cattle feed. Progressing sustainability initiatives During the year, RFM progressed sustainability initiatives and began reviewing the applicability of various reporting frameworks. RFM are also assessing emissions quantification for certain assets within the Fund noting that most assets are under lessee control who in turn are responsible for Scope 1 and 2 emissions.3 Several projects to better understand how management decisions could reduce emissions or how the Fund’s assets could participate in carbon abatement were also progressed throughout FY22. A section of this Annual Report details RFM’s process, practices and future intentions with respect to sustainability. Reporting FY22 financial results Earnings were approximately 52% higher on a per unit basis4, primarily a consequence of higher valuations and additional lease income. Adjusted property assets increased by $338 million primarily because of acquisitions and higher valuations of existing assets. Similarly, the adjusted net asset value increased 24% to $2.69 per unit. Gearing at 30 June 2022 was 30.2%, which is at the lower end of the target gearing range of 30–35%. Adjusted funds from operations (AFFO), a measure of cash flow generated by the Fund, was 11.7 cents per unit (cpu). This is in line with previously forecast distributions of 11.73 cpu. Almond trees in bloom, Tocabil orchard, Hillston NSW, August 2022. 1. 2. 3. 4. Includes Kaiuroo deposit of $18.5m which has a settlement period of up to November 2023. TRG lease subject to Foreign Investment Review Board (FIRB) approval. The agreement is for an initial 1,200 ha, and an additional 1,800 ha expected in FY24, subject to completion of the water supply for the Rockhampton orchards. FY23 forecast AFFO assumes FIRB approval is received and the lease commences (FY23 forecast AFFO if TRG lease does not proceed is 10.1 cpu). Further information is contained in the RFM June 2022 Newsletter available at www.ruralfunds.com.au. Earnings calculated TCI/weighted average units. 5 Fund overview Sector information and asset map2 The portfolio of assets is diversified by climatic zone and agricultural sector. The Fund seeks to invest in sectors in which Australia has a comparative advantage and the manager, RFM, has operating knowledge. Assets are leased predominantly to corporate agricultural operators. Lease income growth is achieved through indexation mechanisms, productivity improvements and higher and better use developments. FY23f revenue by sector1 1 1 1 2 7 1 1 6 9 16 2 Cattle Properties: 22 35% 35% Description: 675,744 ha of breeding and backgrounding land. 150,000 head feedlot capacity. FY22 value: $534.7m FY23f revenue: $32.1m (35%) Corporate and listed lessees: Almonds Properties: 3 32% Macadamias 13% Properties: 17 Cattle Cropping Vineyards Almonds Macadamias Other 1. Updated forecast 12 September 2022. Figures shown are subject to rounding. Includes income from annual water allocation sales, revenue from owner occupied properties and agistment. “Other” includes: other short-term leases and income from annual water allocation sales. Farming operations AFFO contribution represents 6% FY23f from cattle, macadamias and cropping sectors. Sector percentages include forecast AFFO contributions from owner occupied properties including Beerwah and Bauple (macadamias); unleased Maryborough properties and Baamba Plains (cropping); Yarra and Cerberus (cattle). Includes The Rohatyn Group (TRG) macadamias lease which is subject to FIRB approval. New planting material at Glendorf macadamia orchard Maryborough, Queensland, April 2022. Description: 1,006 ha of mature orchards and 3,133 ha of maturing orchards. Description: 736 ha of mature orchards, 477 ha of newly planted orchards and 523 ha in development phase. FY22 value: $400.0m FY23f revenue: $29.7m (32%) Corporate and listed lessees: Cropping 11% Properties: 19 Description: 15,200 ha of irrigated cropping and dryland cropping land. FY22 value $186.9m FY23f revenue: $10.3m (11%) Corporate and listed lessees: FY22 value: $178.3m FY23f revenue: $11.9m (13%) Corporate and listed lessees: Vineyards 5% Properties: 7 Description: 666 ha of mature vineyards. FY22 value: $60.0m FY23f revenue: $4.2m (5%) Corporate and listed lessees: 2. Shaded areas denote climatic zones differentiated by rainfall seasonality (source: Bureau of Meteorology); see Climatic Diversification discussion paper dated 20 June 2016. Numbers in the circles/boxes on map show number of assets. Blue square boxes denote cattle feedlots. Cattle property Kaiuroo, which has a settlement period of up to November 2023, included in number of properties; value of deposit and interest on deposit included in FY22 value and FY23f revenue. FY23f revenue includes AFFO contribution from farming operations from owner-occupied properties that RFF is currently operating (Beerwah and Bauple –Macadamias; unleased Maryborough properties and Baamba Plains –Cropping; Yarra and Cerberus –Cattle). Other income of 4% not shown. Includes The Rohatyn Group (TRG) macadamias lease which is subject to FIRB approval. 7 Financial results and portfolio highlights Financial results Portfolio highlights Earnings per unit 55.58 cents1 FY23f AFFO per unit 11.3 cents3 FY23f distribution per unit 11.73 cents plus 0.47 cent franking credit Gearing 30.2%5 Portfolio of assets $1.5b2 Adjusted NAV per unit $2.692 Number of properties 684 WALE 11.8 years6 Key activities by sector Cattle • Entered a 10-year lease with Australian Agricultural Company (ASX: AAC) for two existing properties. • Entered a 20-year lease with Mort & Co for two properties acquired during the period. • Entered a 25-year lease with Clarke Creek Energy Pty Ltd for a portion of an existing property. JBS Guarantee investment expanded from $100m to $132m. • • Acquired two cattle properties to begin productivity improvements prior to seeking lessees.7 Cropping • Extended lease with existing joint-venture lessee Queensland Cotton and RFM for five years. • Acquired a cropping property to begin productivity improvements prior to seeking a lessee. Macadamias • Subject to Foreign Investment Review Board (FIRB) approval, entered a 40-year lease with The Rohatyn Group (TRG) for up to 3,000 ha of macadamia orchards in Bundaberg, Maryborough and Rockhampton.8 • Acquired two mature macadamia orchards and additional development sites. Pivot irrigation at Lynora Downs, central Queensland, February 2022. Weighted average lease expiry (WALE)6 WALE = 11.8 years 18.0 16.0 14.0 12.0 10.0 8.0 6.0 4.0 2.0 0.0 FY23 FY24 FY25 FY26 FY27 FY28 FY29 FY30 FY31 FY32 FY37 FY38 FY42 FY46 FY63 Earnings calculated TCI/weighted average units. Assets adjusted for the independent valuation of water entitlements which are recognised at the lower of cost or fair value on balance sheet. AFFO assumes FIRB approval is received and the TRG lease commences (FY23 forecast AFFO if TRG lease does not proceed is 10.1 cpu). Assumes one-month BBSW of 3.5% from January 2023 to June 2023. Cattle property Kaiuroo, which has a settlement period of up to November 2023, included in number of properties. Gearing calculated as external borrowings/adjusted total assets. Updated forecast 12 September 2022, assumes FIRB approval and the TRG lease commences. WALE is calculated as the FY23 attributable forecast rent and the year of lease expiry. One property (Kaiuroo) has a settlement period of up to November 2023. TRG lease announced 12 September 2022. The agreement is for an initial 1,200 ha, and an additional 1,800 ha expected in FY24, subject to completion of the water supply for the Rockhampton orchards. ) m $ ( e u n e v e r f 3 2 Y F 1. 2. 3. 4. 5. 6. 7. 8. 8 9 Sustainability During FY22, Rural Funds Management Limited (RFM) continued to make progress on sustainability initiatives. RFM’s aim is to provide useful information to investors about its sustainability initiatives, particularly the environmental and social aspects which RFM deems to be relevant to the Rural Funds Group (RFF, the Fund). Appropriate governance is another important element of sustainability and investors are encouraged to refer to the Corporate Governance Statement. For further information, visit the RFM website at www.ruralfunds.com.au. During FY22, RFM completed a detailed review of various sustainability reporting frameworks. As a result of this review, RFM has decided to commit to several actions including: • • • • disclosure of activities that align with the United Nations Sustainable Development Goals (UN SDGs) in the FY22 Annual Report allocation of oversight for sustainability within RFM's leadership team an update to the Corporate Governance Statement to outline RFM’s approach to managing material exposures with specific refence to climate change exposure presentation of climate-related considerations with reference to the Task Force on Climate-related Financial Disclosures (TCFD) framework and a review of further aspects of the TCFD during FY23. RFM also aims to implement practices and projects which benefit the environment and address climate change. Updates of the various initiatives RFM is undertaking to consider greenhouse gas emission reduction, carbon sequestration and carbon storage, are provided in the following pages. United Nations Sustainable Development Goals The United Nations Sustainable Development Goals (UN SDGs) are a global plan for environmental sustainability and social progress. RFM activities are addressing the UN SDGs through appropriate land and water stewardship, the production of sustainable food and fibre, investment in sustainability solutions and ensuring desirable, fair and equal opportunity working conditions. A summary of activities relevant to the UN SDGs are presented below. • Where possible, implementing best practice husbandry and horticultural practices to increase productivity. Owning agricultural assets that contribute to sustainable food production. • • Improving our approaches to promote gender equality. • • • • • • • • • • • • • • • • • Increasing the use of renewables, where feasible, by promoting the phasing out of diesel pumps and utilising solar at cattle watering points. Improving work health and safety approaches to protect employees. Providing a range of financial and non-financial benefits, and wellbeing initiatives. Implementing recruitment approaches that promote equal opportunity. Providing skills development and training opportunities to all staff. Improving on farm circularity principles to increase resource efficiency. Improving fertiliser application techniques to reduce potential for nutrients loss and improve productivity. Trialling resource efficient macadamia cultivars capable of producing higher yields and high-quality nuts. Improving farm water use efficiency through investment in sustainable irrigation solutions and implementation of improved water use practices. Quantify and review baseline emissions of assets for which the Fund receives the operational proceeds, that can inform management practices. Acquiring and developing assets using practices that consider climate change risks. Review of reporting frameworks eg TCFD. Increasing our on-farm biodiversity by restoring vegetation and excluding stock from certain areas. Protecting significant species. Reducing herbicide and pesticide application through precision agriculture techniques. Learning how to better capture the co-benefits of our on farm natural capital. lessees to promote food security Establishing and promoting effective partnerships. Including with: ∙ critical service providers and lessees to implement new energy solutions ∙ ∙ experts to improve resource efficiency ∙ community groups to improve regional services and ∙ specific charitable organisations. Wheat crop at Baamba Plains, central Queensland, August 2022. 10 11 Environment and climate change RFM understands its environmental responsibility as custodians of agricultural assets. RFM acknowledges that appropriate stewardship is critical to the successful long-term, sustainable performance of the Fund’s assets. RFM acknowledges the risk of climate change and the need for continued environmental stewardship. The Task Force on Climate-related Financial Disclosures (TCFDs) framework is built on four pillars of disclosure: governance, strategy, risk management, and metrics and targets. Using this framework, RFM has presented how climate-related risks and opportunities are currently considered, as well as actions planned to be undertaken in FY23. Governance Governance of climate-related risks and opportunities. The approach to managing material climate-related risks is through RFM’s Risk Management Policy (Policy). The Board has ultimate responsibility for overseeing and monitoring compliance of the risk management framework listed in the Policy. The Internal Compliance Committee reviews current risk reports to provide quarterly updates to the Board with the Company Secretary responsible for overseeing compliance of the Policy. Some climate-related risks are already captured and managed within RFM’s risk management system, which is an organisation-wide system that assists in the identification and reporting of various risks. FY22 progress: FY23 planned actions: • Updated the Corporate Governance Statement to reference climate and environmental risk considerations in response to ASX recommendation 7.4. • • Review Risk Management Policy to consider if there is appropriate reference to climate-related risks and update the risk management system accordingly. Review Environmental Policy to further consider appropriate climate-related risks. Strategy Strategies to address actual and potential impacts of climate-related risks and opportunities. RFM has a climatic diversification strategy to mitigate the risks climate change could present to the Fund. RFM considers that climate change may present risks for the Fund, primarily in the form of residual risk of the Fund’s assets at the end of the lease terms. External valuations consider these types of factors as well as other risks when determining the valuations of the assets. Efforts to mitigate and adapt to climate change may also produce opportunities for the Fund - these will vary depending on region and commodity. When acquiring assets, RFM considers data such as long-term historical temperature, rainfall, flood risk, fire risk, water availability and water reliability. Development of assets considers these factors as well as appropriate infrastructure (eg irrigation systems) and asset design. FY22 progress: FY23 planned actions: • • • Implementation of an enhanced risk management system. Research of initiatives that either reduce greenhouse gas emissions or store carbon in vegetation or soil (see case study). Established sustainability responsibility within the leadership team and additional internal resources to focus on sustainability objectives. • • Review baseline emissions of assets for which the Fund receives the operational proceeds that can inform management practices. Review Environmental Policy to further consider appropriate climate-related risks. Dryland wheat at Lynora Downs, central Queensland, July 2022. Risk management Climate-related risk identification, assessment and management. RFM considers climate-related risk in assessing acquisitions, developments and operational activities and manages them through various strategies as outlined under "Strategy". Where applicable, lessees are required to manage certain climate-related physical risks (eg fire hazard) and adhere to best practices to reduce the impact on biological assets (eg almond trees). FY22 progress: FY23 planned actions: • Implemented an enhanced risk management system. • • • Review Risk Management Policy to consider if there is appropriate reference to climate-related risks and update the risk management system accordingly. Review Environmental Policy to further consider appropriate climate- related risks. Review additional processes which consider climate change risk assessment in asset selection. Metrics and targets Metrics and targets to assess and manage climate-related risks and opportunities. As an agricultural real estate investment trust most RFF assets are leased. The emissions produced by these assets are under the operational control of lessees. In accordance with the NGER Act, Scope 1 emissions (from the direct result of activities) and Scope 2 emissions (indirect from the consumption of energy) are reported by lessees, not the Fund. To inform management practices of assets from which the Fund receives the operational proceeds, RFM intends to commence quantification and the review of baseline emissions. This data may also assist with the consideration of any appropriate future metrics or targets. FY22 progress: FY23 planned actions: • Identified assets for which emissions will be quantified. • Quantify and review baseline emissions of assets for which the Fund receives the operational proceeds, which can inform management practices and the consideration of any appropriate targets. Continue research for opportunities to increase on-farm carbon storage, on properties managed by RFM and those which are leased. Continue to work with lessees to reduce emissions (eg renewable energy projects) as applicable. • • 12 13 Case study: Greenhouse Gas (GHG) reduction research and initiatives RFM has continued to research initiatives that seek to understand, quantify, and reduce emissions produced in agriculture. RFM is reviewing several methodologies, including beef herd management, soil carbon sequestration, vegetation as well as emissions and renewable energy assessments. Beef herd management – cattle properties During FY20, RFM, in conjunction with Meat and Livestock Australia (MLA), undertook an initial assessment of the emissions intensity of Mutton Hole, Rewan, Comanche and grazing land in NSW using the Farm Greenhouse Accounting Framework Tools developed by The University of Melbourne under the PICCC. This assessment was conducted by one of Australia’s leading experts in GHG emissions and the carbon balance of farms. RFM is updating this assessment to capture trend data for emissions, year on year, noting, some of these properties are now leased and will be excluded. During FY23, RFM will internalise emissions tracking to improve monitoring and decision-making. Soil carbon sequestration – cattle properties Improving soil carbon sequestration involves implementing improved management activities in grazing, bare fallow or cropping land to store carbon in the soil. The efficacy of these changes is determined through soil sampling which establishes existing soil carbon levels and changes over time. During FY22, RFM arranged a feasibility study of a soil carbon project for cattle properties, and commenced a baseline soil carbon analysis on other suitable properties. These properties were leased in FY22 however the project is expected to continue. Vegetation – various property types Vegetation projects involve reforestation, revegetation or protecting native vegetation. These projects take carbon dioxide from the atmosphere and store it in vegetation while they grow. During FY22, RFM engaged a firm to assess the feasability of tree planting on properties within the RFF portfolio. This project will continue in FY23. Emissions assessment – macadamia orchards Building on the activities undertaken in FY21, RFM engaged a firm to establish baseline carbon storage and emissions data from mature macadamia orchards owned by RFF. This data will be used to quantify the impacts that changes to orchard management practices have on net emissions. Renewable Energy – various property types Almond orchard solar installation: RFM has worked with AGL and Olam to assist in developing a renewable energy system for the Kerarbury almond orchard. The system proposed comprises a 6 MW (megawatt) solar array and a 4.3 MWh (megawatt hour) battery which will produce approximately 12,000 MWh per year. The system is expected to provide renewable energy to move large volumes of water which are required to irrigate the almond trees. The project is projected to lower GHG emissions by approximately 9,300 tonnes of CO2 equivalent annually. Solar pumps: At the Mutton Hole and Oakland Park cattle properties, dams have been fenced and additional solar pumps installed to improve the sustainability of operations and reduce emissions. Mustering cattle at Mutton Hole station, Carpentaria, northern Queensland, July 2021. 14 15 Measuring tree growth at Glendorf macadamia orchard, Maryborough Queensland, February 2022. Case study: Resource-efficient macadamia orchards In FY22, RFM established an orchard monitoring project. Under the project, orchard metrics necessary for precision agronomic management are collected and combined with remote real-time digital monitoring of plant, soil, and environmental variables to monitor yield in mature orchards. Real-time digital data is captured through sap flow meters, soil moisture monitoring probes, and weather infrastructure located in the orchard. This information, combined with yield data, has been used to modify practices and improve nutrient efficiency. Further improvements are expected to be realised as the project progresses. Additionally, RFM, in collaboration with The University of Queensland, intends to begin macadamia tree cultivar trials on the Fund’s properties. These trials seek to develop resource efficient cultivars capable of producing higher yields and high-quality nuts. RFM is also supporting the implementation of circularity principles on mature orchards to ensure that every part of the macadamia tree and nut is reused or recycled, with little or nothing going to landfill. Actions include composting organic waste, including macadamia husk, pruning waste and weeds such as mistletoe. This occurs on-farm and incorporates compost into the topsoil across the tree rows. This compost increases carbon levels and improves water- holding capacity of the soil. Protection of endangered Sandhill Pine Woodland, Tocabil, Hillston NSW, September 2022. Case Study: Valuing biodiversity - Tocabil RFM and the Western Local Land Services (WLLS) have begun a project to protect and enhance the endangered Sandhill Pine Woodland on the Fund’s property, Tocabil. In August 2022, RFM and WLLS agreed to enact the Tocabil Sandhill Pine Woodland Endangered Ecological Community Restoration project. The project sits under the NSW Government’s Environmental Trust program and will work to protect the 95-ha area of the Sandhill Pine Woodland on Tocabil, which is listed as an Endangered Ecological Community (EEC) under the Biodiversity Conservation Act 2016. RFM and WLLS will regenerate the ecological community by direct seeding constituent endemic species, controlling pest rabbits and weeds and managing stock grazing pressure. This work aims to progress targets set by the NSW Government for this EEC and is a collaborative effort from Local Land Services, Greening Australia, Australian Network for Plant Conservation, Aboriginal communities and Department of Planning and Environment. Social RFM’s guiding motto “managing good assets with good people” speaks to the importance of our people and the value we place on their contribution. We select our people for their experience and passion for the agricultural industry and our business, and their respectful, precise, diligent, honest, and ethical approach to work. Employee benefits We respect our people, value, and reward their contribution. This is achieved by offering a range of financial and non-financial benefits, and wellbeing initiatives. These are presented in Figure 1. Figure 1: Financial and non-financial benefits and wellbeing initiatives RFM corporate staff, Canberra, June 2022. Financial benefits Non-financial benefits Wellbeing benefits • Competitive remuneration • Discretionary bonuses • Primary and secondary • Flexible work options • Professional development courses carer paid parental leave1 • Study support (financial and • Paid domestic violence leave) leave • Salary sacrifice options including novated car leases, superannuation, and purchased leave • Attendance at conferences • Professional memberships • Salary continuance insurance2 • • Recruitment referral program Life insurance2 • Employee Assistance Program, including five sessions annually for counselling/ support • Social activities • Professional services and other support for domestic violence situations Diversity and inclusion We recognise that there is gender and cultural disparity in the agricultural industry. We continue to strive to remove bias from our recruitment processes. Our primary target is to ensure the candidate pool at each stage of recruitment is reflective of the diversity mix of total applications received. Using a mix of approaches, we are striving to improve our gender and diversity mix. RFM has a Diversity Policy in place which is overseen by the National Manager – People and Safety. RFM’s business includes corporate staff working primarily from Canberra and Sydney offices as well as operational staff in the macadamia, livestock, and cotton sectors. Additionally, we are actively building a pipeline of potential future employees through targeted recruitment strategies, by engaging with university and/or secondary school students, industry, and regional events. These events provide us with opportunities to promote agriculture, financial services, horticulture, livestock and cropping industries to relevant groups of potential future employees. We have obtained approval as a standard business sponsor and can recruit internationally. RFM’s corporate staff (the category most relevant to the Fund) are comprised of 60% male and 40% female employees (throughout the year these ranges were 60% to 67% male and 33% to 40% female). RFM’s leadership team is comprised of seven members; five of whom are male and two female. RFM’s Board is comprised of five members; four of whom are male, and one female. The Board receives bi-annual data on the gender diversity mix of the various business units and committees within RFM. 16 1. 2. Subject to qualifying criteria. Permanent employees working over 15 hours per week and under age 65. 17 Learning and development The continual development of our people's skills and expertise is fundamental to allow us to respond to and leverage change as it occurs within our industries. Additionally, development of our people allows us to work more precisely and excel at improving and managing our assets. We are proud of the training and development opportunities we provide for our people. These include attendance at conferences, external courses, internal courses delivered by external and internal facilitators, and on-the-job training. Formal study is also supported, both financially and by way of paid leave to complete study requirements. Vocational education, including traineeships are encouraged in key roles, and several staff commenced and/or completed these qualifications over the last year. Our focus on employee development is integral to being able to work more precisely and achieve better and safer outcomes. Precision is an important element of our culture and an area where we have focused over the last two years. Doing precise work provides many benefits, including achieving a safer workplace. Employee development activities support our employees’ progression through the business, with many employees developing and demonstrating the skills required to move into more senior roles. Looking to the future, we will continue to focus on being more precise. However, we will also focus on other key areas where we can improve our performance. We will turn our attention to upskilling our existing and emerging leaders, developing their management and leadership capacity, and improving cultural understanding for Indigenous people. In some of our operational areas, there are large pockets of Indigenous people, and their participation in our workforce has increased. We value the diversity this brings to our workforce. However, it has been identified that this is an area where we need to further develop our skills and engage more broadly, to ensure the best outcomes can be achieved for our Indigenous people and the business. In conjunction with developing our internal capacity, we are also networking with regional councils and Indigenous groups to identify how we can provide employment opportunities and assist in developing Indigenous and local community skills. We believe a collaborative approach will yield good outcomes for our business and the wider community. Inspecting newly planted macadamia trees, Glendorf, Maryborough Queensland, April 2022. Safety During the year, the implementation of our online safety management system (SMS) was expanded beyond its core functions and we began implementing additional features. This will bring all safety policies, procedures, risk assessments, meetings, machinery inspections and other safety tasks to the online environment, making it easier and more precise for our people to access and provide information. Additionally, we continued to monitor for better and more precise approaches to safety and implemented these wherever practical. The Board receives monthly updates on all safety incidents. The Fund’s lessees are also required to comply with safety and environmental obligations, and these are included in our leases. We reviewed and strengthened our engagement processes and management of contractors, many of whom work on the Fund’s properties undertaking development activities. Contractors have access to the online safety system for important induction and safety information and to provide key documents. The streamlining of the SMS included guidance for our people about consulting with managers and monitoring contractors on the ground. RFM staff at Kerarbury almond orchard, Riverina NSW, April 2022. Community support Supporting our local communities and organisations, particularly where there is a connection with the agricultural sector, our organisation, or our employees, is very important to us. During the last year we have supported the following groups: • • • • • • • The Children’s Medical Research Institute Meg’s Children Beyond Blue Hartley Lifecare Gogango community Tahen Agricultural Project Employee sporting teams More information about these groups is available on the RFM website. Looking to the future, we will continue to support our local communities and other groups that have a direct impact in the agricultural sector and agricultural communities. A key focus will be promoting and supporting activities in the agricultural sector and strengthening our Indigenous engagement and support. We will actively look to support initiatives that meet these criteria and allow us to make a positive impact. Rice crop at Tahen, Battambang region, Cambodia, January 2022. 18 19 ASX additional information Additional information required by the ASX Limited (ASX) Listing Rules and not disclosed elsewhere in this report is set out below. This information is effective as at 9 September 2022. Distribution of equity securities Holding size 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 and over Unitholders 4,747 6,187 2,635 3,791 193 Class Ordinary fully stapled securities Ordinary fully stapled securities Ordinary fully stapled securities Ordinary fully stapled securities Ordinary fully stapled securities Substantial Unitholders Unitholder The Vanguard Group, Inc Argo Investments Limited Number of units 36,322,226 19,170,328 Holders of less than marketable parcels % 9.5% 5.0% Twenty largest unitholders Unitholder HSBC Custody Nominees Australia Limited J P Morgan Nominees Australia Pty Limited Argo Investments Limited CiITICORP Nominees Pty Ltd Netwealth Investments Limited Rural Funds Management Ltd National Nominees Limited BNP Paribas Noms Pty Ltd Bryant Family Services Pty Ltd One Managed Investment Funds Ltd Netwealth Investments Limited BNP Paribas Nominees Pty Ltd HUB24 Custodial Serv Ltd SCCASP Holdings Pty Ltd BNP Paribas Nominees Pty Ltd ACF Clearstream Neweconomy Com Au Nominees Pty Limited <900 Account> BNP Paribas Nominees Pty Ltd Boskenna Pty Ltd DGMH Super Pty Ltd HSBC Custody Nominees (Australia) Limited – A/C 2 CITICORP Nominees Pty Ltd Number of units 65,391,947 48,817,649 19,170,328 17,318,295 13,093,978 12,538,659 10,122,417 8,229,756 3,768,012 2,800,000 2,775,553 1,723,632 1,663,073 1,499,726 1,459,587 1,425,769 1,353,044 960,407 943,281 916,488 % 17.071% 12.744% 5.005% 4.521% 3.418% 3.273% 2.643% 2.148% 0.984% 0.731% 0.725% 0.450% 0.434% 0.392% 0.381% 0.372% 0.353% 0.251% 0.246% 0.239% The number of holders of less than marketable parcels, being $500 based on the ASX unit closing price of $2.55 as at 9 September 2022 is set out below: On-market buy-back RFF confirms there is no on-market buy-back facility in operation. Number of unitholders 741 Number of units 37,484 Voting rights The voting rights attaching to the ordinary units, set out in section 253C of the Corporations Act 2001, are: (i) On a show of hands, each member of a registered scheme has one vote; and (ii) On a poll, each member of the scheme has one vote for each dollar of the value of the total interests they have in the scheme. Securities exchange The Fund is listed on the ASX. The ASX reserves the right (but without limiting its absolute discretion) to remove Rural Funds Trust (RFT), or RF Active (RFA) from the official list if any of their securities cease to be “stapled” together, or any securities are issued by RFA which are not stapled to equivalent securities in RFT, or any securities are issued by RFT which are not stapled to equivalent securities in RFA. 20 21 Financial Statements for the year ended 30 June 2022 Rural Funds Group Contents Corporate Directory Directors’ Report Auditor’s Independence Declaration Consolidated Statement of Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Changes in Net Assets Attributable to Unitholders Consolidated Statement of Cash Flows Notes to the Financial Statements Directors’ Declaration Independent Auditor’s Report Additional Information for Listed Public Entities 23 1 24 2 35 13 36 14 38 16 40 18 41 19 42 20 90 68 91 69 76 Rural Funds Group Corporate Directory Registered Office Responsible Entity Directors Level 2, 2 King Street DEAKIN ACT 2600 Rural Funds Management Limited ABN 65 077 492 838 AFSL 226701 Level 2, 2 King Street DEAKIN ACT 2600 Ph: 1800 026 665 Guy Paynter David Bryant Michael Carroll Julian Widdup Andrea Lemmon Company Secretary Emma Spear Custodian Auditors Share Registry Bankers Australian Executor Trustees Limited ABN 84 007 869 794 Level 19, 60 Castlereagh Street SYDNEY NSW 2000 PricewaterhouseCoopers One International Towers Sydney Watermans Quay BARANGAROO NSW 2000 Boardroom Pty Limited Level 12, 225 George Street SYDNEY NSW 2000 Ph: 1300 737 760 Australia and New Zealand Banking Group Limited (ANZ) 242 Pitt Street SYDNEY NSW 2000 Rabobank Australia Group Darling Park Tower 3 201 Sussex Street SYDNEY NSW 2000 National Australia Bank (NAB) Level 6, 2 Carrington Street SYDNEY NSW 2000 Stock Exchange Listing Rural Funds Group units (Rural Funds Trust and RF Active form a stapled investment vehicle) are listed on the Australian Securities Exchange (ASX) ASX Code RFF 22 1 23 Rural Funds Group Directors’ Report 30 June 2022 Rural Funds Group Directors’ Report 30 June 2022 Rural Funds Group (RFF or the Group) comprises the stapled units in two Trusts, Rural Funds Trust (RFT) (ARSN 112 951 578) and RF Active (RFA) (ARSN 168 740 805) (collectively, the Trusts). The Directors of Rural Funds Management Limited (RFM) (ACN 077 492 838, AFSL 226701), the Responsible Entity of Rural Funds Group present their report on the Group for the year ended 30 June 2022. In accordance with AASB 3 Business Combinations, the stapling arrangement referred to above is regarded as a business combination and Rural Funds Trust has been identified as the parent for the purpose of preparing the consolidated financial report. Principal activities and significant changes in state of affairs (continued) In December 2021, the Group completed the acquisition Beerwah and Bauple, consisting 475ha of mature macadamia orchards located in south-east Queensland, for $66.6m including transaction costs, associated plant and equipment and shares in Marquis Macadamias Limited. In December 2021, the Group renegotiated and increased its core debt facility to $520,000,000 (2021: $380,000,000). As part of this, the maximum loan to value ratio requirement was increased to 55% (2021: 50%). The Directors’ report is a combined report that covers both Trusts. The financial information for the Group is taken from the Consolidated Financial Statements and notes. In January 2022, the Group completed the disposal of two Maryborough cropping properties for $3.8 million in exchange for additional land on a Maryborough macadamia property and cash consideration valued at $3.8 million. Directors The following persons held office as Directors of the Responsible Entity during the year and up to the date of this report: Guy Paynter David Bryant Michael Carroll Julian Widdup Andrea Lemmon Non-Executive Chairman Managing Director Non-Executive Director Non-Executive Director Non-Executive Director (appointed on 1 November 2021) Principal activities and significant changes in state of affairs The principal activity of the Group during the year was the development and leasing of agricultural properties. The Group is a lessor of agricultural property with revenue derived from leasing almond orchards, macadamia orchards, vineyards, cattle properties, cropping properties, agricultural plant and equipment, cattle and water rights. The Groups also carries out cropping and macadamia operations on an interim basis for unleased properties and properties under development. The Group also provides a guarantee to J&F Australia Pty Ltd (J&F), a wholly owned subsidiary of RFM, earning a return equivalent to an equity rate of return calculated on the amount of the guarantee during the year. The following activities of the Group changed during the year: In July 2021, the Group completed the sale of surplus land on Kerarbury for approximately $1.6m. On 2 August 2021 the Group completed a fully underwritten equity raise for $100.0m to fund the development of 1,000ha of macadamia orchards, the acquisition of cattle properties to be leased by corporate lessees, and the acquisition of 8,338 megalitres (ML) of Lower Murrumbidgee ground water entitlements. In August 2021 the Group completed the purchase of 8,338ML of Lower Murrumbidgee ground water entitlements for approximately $38.4m including transaction costs. The water entitlements are leased to a private farming company for a term of five years. In November 2021 the Group leased an area on the Nursery Farm property in Bundaberg, Queensland to an external operator, Dalwood Nursery Pty Ltd. The arrangement provides a supply of macadamia trees to RFF to be planted on various developments in Queensland including Bundaberg, Rockhampton, and Maryborough. In November 2021, the Group completed the acquisition of Baamba Plains, a 4,130ha cropping property located in central Queensland for $34.0m including transaction costs and including $2.5m of associated plant and equipment. In November 2021, the Group paid a $17.2m deposit on Kaiuroo, a 27,879ha aggregation of four cattle and cropping properties located in central Queensland. An extended settlement date of up to two years has been negotiated, allowing RFM to begin productivity developments and to seek a lessee prior to settlement. In December 2021, the Group acquired The Pocket, to be managed as part of the existing Yarra property, a 1,917ha cattle and cropping property located near Rockhampton, Queensland for $14.6m including transaction costs and associated plant and equipment. In December 2021, the Group completed the acquisition of the Coolibah and River Block cattle properties totaling 724ha, located near Rockhampton, Queensland for $4.9m including transaction costs. The properties will be managed as one property. In January 2022, the $10 million secured loan and outstanding amounts on the $5 million cattle leasing arrangement provided to the Camm Agricultural Group were repaid in full. In February 2022, RFF unitholders voted in favour of increasing the J&F guarantee from $100 million to $114 million, with approval for the guarantee to increase to $132 million. In February 2022 the National Australia Bank Limited (NAB) was included in the Group’s banking syndicate as part of the tranche expiring in November 2023. In February 2022, the Group entered into a 10-year lease with Australian Agricultural Company for the Comanche and Home Hill properties to commence in May 2022. In March 2022, the Group completed the acquisition of Thirsty Creek, a 762ha cattle property located near Rockhampton, Queensland for $6.5m including transaction costs. In April 2022, the Group increased the J&F guarantee from $114 million to $132 million to facilitate an increase in J&F’s supply of cattle to JBS as part of its grain fed business. In May 2022, the Group entered into a 20-year lease with Mort & Co Lot Feeders Pty Limited for the Coolibah, River Block and Thirsty Creek properties to commence in May 2022. In the opinion of the Directors, there were no other significant changes in the state of affairs of the Group during the year. Operating results The consolidated net profit after income tax of the Group for the year ended 30 June 2022 amounted to $209,136,000 (2021: $119,634,000). The consolidated total comprehensive income of the Group for the year ended 30 June 2022 amounted to $210,206,000 (2021: $123,917,000). The Group holds investment property, bearer plants, owner-occupied property and derivatives at fair value. After adjusting for the effects of unrealised fair value adjustments, depreciation, impairments and non-cash tax expense, the profit would have been $44,215,000 (2021: $40,423,000), representing adjusted funds from operations (AFFO). 24 2 3 25 Rural Funds Group Directors’ Report 30 June 2022 Adjusted funds from operations (AFFO) The adjusted funds from operations (AFFO) calculated below effectively represents the underlying and recurring cash earnings from the Group’s operations from which distributions are funded: Rural Funds Group Directors’ Report 30 June 2022 Financial position (continued) Adjusted net asset value Net profit before income tax Change in fair value of investment property Change in fair value of bearer plants Impairment of property - owner occupied Impairment of intangible assets Depreciation - bearer plants Depreciation and impairments - other Change in fair value of biological assets (unharvested crops) Change in fair value of biological assets (prior year unharvested crops realised during the year) Change in fair value of financial assets/liabilities Change in fair value of interest rate swaps Straight-lining of rental revenue Interest component of JBS feedlot finance lease Income tax payable (RF Active) Gain on sale of assets AFFO AFFO cents per unit Financial position 2022 $'000 210,463 (123,191) 4,103 912 1,059 5,533 1,634 2021 $'000 120,292 (42,289) (1,007) 1,651 4,188 4,032 840 (1,819) (1,028) 814 (669) (51,852) 735 (3,187) - (320) 44,215 11.7 - (116) (12,923) 852 (769) (432) (32,868) 40,423 11.9 The following depicts the net assets of the Group following the revaluation of water entitlements comprising intangible assets and investments in BIL and CICL per these valuations. Net assets per Consolidated Statement of Financial Position Revaluation of intangible assets per valuation Adjusted net assets Adjusted NAV per unit ($) Property leasing 2022 $'000 917,011 110,316 1,027,327 2021 $'000 648,544 90,178 738,722 2.69 2.17 At 30 June 2022 the Group held 67 (2021: 66) properties as follows: • • • • • • 3 almond orchards (4,139 planted hectares); 7 vineyards (666 planted hectares); 7 macadamia orchards (814 planted hectares); 10 properties with potential for areas to be developed into macadamia orchards with development under way (5,505 hectares) 21 cattle properties made up of 16 breeding, backgrounding and finishing properties (675,744 hectares) and 5 cattle feedlots with combined capacity of 150,000 head; 19 cropping properties (15,200 hectares). During the year ended 30 June 2022, the properties held by the Group recorded an increment in the fair value of investment properties of $123,191,000 (2021: $42,289,000), impairment of bearer plants of $5,446,000 (2021: $6,510,000 increment), an impairment of intangibles of $1,059,000 (2021: $4,188,000) relating to water entitlements and an increment property – owner occupied of $374,000 (2021: $1,651,000 decrement) relating to properties carrying out various cropping operations. The net assets of the consolidated Group have increased to $917,011,000 at 30 June 2022 from $648,544,000 at 30 June 2021. At 30 June 2022, the Group had total assets of $1,403,829,000 (2021: $1,041,904,000). Almond orchards At 30 June 2022, the Group held total water entitlements (including investments in Barossa Infrastructure Limited (BIL) and Coleambally Irrigation Co-operative Limited (CICL)) at a book value of $169,663,000 (2021: $122,402,000). Directors obtain independent valuations on RFF properties ensuring that each property will have been independently valued at least every two years or more often where appropriate. These valuations attribute a value to the water entitlements held by the Group. The Directors have taken into account the most recent valuations on each property and consider that they remain a reasonable estimate of fair value. On this basis the fair value of water entitlements at 30 June 2022 was $279,979,000 (2021: $212,580,000). The value of water entitlements is illustrated in the table below: Intangible assets (water entitlements) Investment in CICL Investment in BIL Total book value of water entitlements Revaluation of intangible assets per valuation Adjusted total water entitlements 2022 $'000 157,679 11,464 520 169,663 110,316 279,979 2021 $'000 110,418 11,464 520 122,402 90,178 212,580 The three fully established almond orchard properties (including water entitlements) are located in Hillston, NSW and Darlington Point, NSW and are leased to tenants who make regular rental payments. These encompass a planted area of 4,139 hectares (2021: 4,139 hectares): • Yilgah 1,006 planted hectares (2021: 1,006 hectares); • Tocabil 603 planted hectares (2021: 603 hectares); • Kerarbury 2,530 planted hectares (2021: 2,530 hectares). These properties are under lease to the following tenants: • Select Harvests Limited (SHV) 1,006 planted hectares (2021: 1,006 hectares); • Olam Orchards Australia Pty Limited (Olam) 3,133 planted hectares (2021: 3,133 hectares); For its almond orchards the Group owns water entitlements of 55,525ML (2021: 55,525ML) comprising groundwater, high security river water, general security river water, supplementary river water, and domestic and stock river water. In addition, the Group owns 21,430ML (2021: 21,430ML) of water delivery entitlements that provide access to water delivery through CICL, with a low annual allocation expected to be provided. Vineyards The vineyard properties held by the Group include seven vineyards, with six located in South Australia, in the Barossa Valley, Adelaide Hills and Coonawarra regions, and one located in the Grampians in Victoria. For its vineyards, the Group owns 936ML of water entitlements (2021: 936ML). Six vineyards are leased to Treasury Wine Estates Limited and produce premium quality grapes. Six of the vineyards are leased until June 2026 and one is held for sale as at 30 June 2022. 26 4 5 27 Rural Funds Group Directors’ Report 30 June 2022 Property leasing (continued) Macadamia orchards Three established macadamia orchards are located near Bundaberg, Queensland and leased to the following tenants: • • Swan Ridge and Moore Park, 234 hectares (2021: 234 hectares), located in Bundaberg currently leased to the 2007 Macgrove Project (M07) Bonmac, 27 hectares (RFM) (2021: 27 hectares), located in Bundaberg currently leased to RFM Farming. Beerwah and Bauple, 475 hectares (2021: nil) located in the Glass House mountains and Wide Bay regions of Queensland are unleased and currently operated by the Group. Cygnet, located in Bundaberg, Queensland consists of 37 hectares (2021: 37 hectares) of newly established plantings and is currently operated by the Group. Nursery Farm, located in Bundaberg, Queensland consists of 41 hectares (2021: 41 hectares) of newly established plantings, operated by the Group and a macadamia tree nursery, leased to an external party. Swan Ridge South, located in Bundaberg, Queensland totaling 123 hectares (2021:123 hectares) with potential for macadamia plantings. The 23 Maryborough properties located in Queensland, have potential to be developed into approximately 2,200 hectares of macadamia orchards. 7 of these properties totaling,1,915 hectares are under development. The Riverton property and Rookwood Farms aggregation, totaling 3,467 hectares (2021: 3,467 hectares), located in the Fitzroy region in Queensland under development for macadamia orchards. Cattle property Cattle properties held by the Group comprise of cattle breeding, backgrounding and finishing properties and cattle feedlots. Rewan located near Rolleston in central Queensland 17,479 hectares (2021: 17,479 hectares); • • Mutton Hole and Oakland Park located in far north Queensland 225,800 hectares (2021: 225,800 hectares); • Natal aggregation located near Charters Towers in north Queensland 390,600 hectares (2021: 390,600 hectares); • Comanche located in central Queensland 7,600 hectares (2021: 7,600 hectares); • Cerberus located north west of Rockhampton in central Queensland 8,280 hectares (2021: 8,280 hectares); • Dyamberin located in the New England region of New South Wales 1,728 hectares (2021: 1,728 hectares); • Woodburn located in the New England region of New South Wales 1,063 hectares (2021: 1,063 hectares); • • • • • • • Cobungra located in the East Gippsland region of Victoria 6,497 hectares (2021: 6,497 hectares); Petro, High Hill and Willara located in Western Australia 6,196 hectares (2021: 6,196 hectares); Yarra located south west of Rockhampton in central Queensland 4,090 hectares (2021: 2,173 hectares); Homehill located north west of Rockhampton in central Queensland 4,925 hectares (2021: 4,925 hectares); Coolibah and River Block located south west of Rockhampton in central Queensland 724 hectares (2021: nil); Thirsty Creek located south west of Rockhampton in central Queensland 762 hectares (2021: nil); Prime City, Mungindi, Caroona, Beef City and Riverina, 5 cattle feedlots with a combined capacity of 150,000 head (2021:150,000 head). A deposit has been paid on Kaiuroo, located north west of Rockhampton in central Queensland, 27,879 hectares (2021: nil) with an extended settlement period of up to 24 months from November 2021. • The properties comprise a combined 663,374 hectares and are leased to the following tenants: • • • • Australian Agricultural Company Limited, leasing Rewan, Comanche and Home Hill; Cattle JV Pty Limited (Cattle JV), a wholly owned subsidiary of RFM, leasing Mutton Hole and Oakland Park; DA & JF Camm Pty Limited, a member of the Camm Agricultural Group, leasing the Natal aggregation; Stone Axe Pastoral Company Pty Limited, leasing Dyamberin, Woodburn, Cobungra, Petro, High Hill and Willara; • Mort & Co Lot Feeder Pty Limited, leasing Coolibah, River Block and Thirsty Creek; and • Clarke Creek Energy Pty Limited, leasing a portion of Cerberus. Rural Funds Group Directors’ Report 30 June 2022 Property leasing (continued) Cattle property (continued) In addition to this, JBS Australia Pty Limited (JBS) leases the Prime City, Mungindi, Caroona, Beef City and Riverina feedlots. The remaining properties are not currently leased as at 30 June 2022. On 1 July 2021, the lease on the Cerberus property by Katena Pty Ltd was terminated by mutual agreement and all amounts owing to the Group have since been paid. Cerberus and Yarra are currently being operated by the Group, allowing for capital improvement designed to improve the productivity of the properties while a long-term lessee is currently being sought. The lease arrangement for the Natal aggregation includes a $10 million secured loan provided to the lessee and a $5 million cattle leasing arrangement to fund the purchase of cattle. On 28 January 2022, the secured loan and outstanding amounts on the cattle facility were fully repaid. Cropping property Cropping properties held by the Group comprise of: • Lynora Downs, a 4,963 hectare (2021: 4,963 hectare) cropping property located near Emerald, QLD is leased to Cotton JV Pty Limited (Cotton JV), a joint venture between RFM and Queensland Cotton Corporation Pty Limited (a subsidiary of Olam International Limited) until April 2027. • Mayneland, a 2,942 hectare (2021: 2,942 hectare) cropping property located 25 km north of Lynora Downs in central Queensland, to be leased to RFM Farming Pty Limited (a wholly owned subsidiary of RFM) until 30 June 2023. A long-term lessee is being sought. • Baamba Plains, a 4,130 hectare (2021: nil) cropping property located 60 km south-east of Emerald in central Queensland. A capital development program has been designed to improve the productivity of the property. The property is currently operated by the Group on an interim basis while a long-term lessee is being sought. The 23 Maryborough properties located in Queensland, have potential to be developed into approximately 2,200 hectares of macadamia orchards. 16 of these properties are currently being leased out or owner occupied for various cropping operations. • Other activities The Group provides a $132,000,000 (2021: $99,900,000) limited guarantee to J&F Australia Pty Ltd (J&F). The guarantee is currently used to support $132,000,000 of J&F’s debt facility which is used for cattle purchases, feed and other costs associated with finishing the cattle on the feedlots, enabling J&F to supply cattle to JBS Australia Pty Limited (JBS) for its grain fed business. The guarantee earns a return for RFF equivalent to an equity rate of return which is calculated on the amount of the guarantee during the year. Breeder herd assets under finance lease of $16,365,000 (2021: $17,778,000) are leased to Cattle JV. Agricultural plant and equipment with a net book value of $2,248,000 (2021: $3,422,000) is owned by the Group and leased to M07, Cattle JV and RFM Farming. Agricultural plant and equipment with a net book value of $14,282,000 (2021: $5,294,000) is used for the Group’s cropping operations and developments. Banking facilities At 30 June 2022 the core debt facility available to the Group was $520,000,000 (2021: $380,000,000), with a drawn balance of $455,100,000 (2021: $344,143,000). The facility is split into two tranches with a $110,000,000 tranche expiring in November 2023 and a $410,000,000 tranche expiring in November 2024. At 30 June 2022, RFF had active interest swaps totaling 40.2% (2021: 53.2%) of the drawn balance to manage interest rate risk. Distributions Distribution declared 1 June 2021, paid 30 July 2021 Distribution declared 1 September 2021, paid 29 October 2021 Distribution declared 1 December 2021, paid 31 January 2022 Distribution declared 1 March 2022, paid 29 April 2022 Distribution declared 1 June 2022, paid 29 July 2022 Cents per unit 2.8203 2.9331 2.9331 2.9331 2.9331 Total $ 9,586,215 11,168,247 11,185,881 11,203,970 11,219,540 28 6 7 29 Rural Funds Group Directors’ Report 30 June 2022 Earnings per unit Net profit after income tax for the year ($'000) Weighted average number of units on issue during the year Basic and diluted earnings per unit (total) (cents) Indirect cost ratio 209,136 378,226,507 55.29 The indirect cost ratio (ICR) is the ratio of the Group’s management costs over the Group’s average net assets for the year, expressed as a percentage. Management costs include management fees and other expenses such as corporate overheads in relation to the Group, but do not include transactional and operational costs such as brokerage. Management costs are not paid directly by the unitholders of the Group. The ICR for the Group for the year ended 30 June 2022 is 2.11% (2021: 1.89%). Matters subsequent to the end of the year On 22 July 2022, the Group completed the acquisition of Brooklands, a 978ha property west of Rockhampton in Central Queensland for $5.9m including transaction costs. This property will be incorporated as part of Rookwood Farms. On 9 August 2022, the Group completed the acquisition of Greenfields, a 230ha property west of Rockhampton in Central Queensland for $3.0m including transaction costs. This property will be incorporated as part of Rookwood Farms. In August 2022, the following changes were made to the Group’s loan covenant and banking requirements. The interest cover ratio was decreased for the Group to be not less than 2.00:1.00 with distributions permitted if the interest cover ratio is not less than 2.15:1.00. In addition, the hedging requirement was decreased to 30% for the year ending 30 June 2023. No other matter or circumstance has arisen since the end of the year that has significantly affected or could significantly affect the operations of the Group, the results of those operations or the state of affairs of the Group in future financial years. Likely developments and expected results of operations The Group expects to continue to derive its core future income from the holding and leasing of agricultural property and water entitlements. Management is continually looking for growth opportunities in agricultural and related industries. Environmental regulation The operations of the Group are subject to significant environmental regulations under the laws of the Commonwealth and States or Territories of Australia. Water usage for irrigation, domestic and levee purposes, including containing irrigation water from entering the river, water course or water aquifer are regulated by the Water Management Act 2000. Responsibility of water licences that are leased to external parties then requires the tenant to meet the legislative requirements for these licences. There have been no known significant breaches of any environmental requirements applicable to the Group. Climate change risk RFM is aware of the potential risks that climate change could present to the Group’s assets. RFM has committed to a climatic diversification strategy in order to mitigate these risks. Some of the areas that RFM is focused on is the impact of emissions from Group’s assets, including carbon dioxide, methane, and nitrous oxide. The Group’s assets produce these emissions through its agricultural infrastructure and machinery, cattle assets and through the application of fertiliser. As part of RFM’s ongoing strategy to mitigate and improve climate related risks, RFM will continue to monitor emissions and seek to implement infrastructure and practice changes. RFM considers that climate change may present risks for the Group primarily in the form of residual risk of the Group’s assets at the end of the lease terms. These risks may be mitigated by how the assets are managed. External valuations consider these types of factors as well as other risks when determining the valuations of the assets. Rural Funds Group Directors’ Report 30 June 2022 COVID-19 outbreak The outbreak of Coronavirus Disease 2019 was ongoing during the year ended 30 June 2022 and as at the date of the financial statements. There have been unprecedented measures put in place by the Australian Government, as well as governments across the globe, to contain the coronavirus which has led to significant uncertainty and has had a significant impact on the Australian and global economies. Following the outbreak, the Group continues to operate with no significant impacts to its ongoing operation to date. RFM will continue to monitor the potential impacts of the outbreak. Units on issue 382,514,759 units in Rural Funds Trust were on issue at 30 June 2022 (2021: 339,900,556). During the year 42,614,203 units (2021: 2,187,136) were issued by the Trust and nil (2021: nil) were redeemed. Indemnity of Responsible Entity and Custodian In accordance with its constitution, Rural Funds Group indemnifies the Directors, Company Secretary and all other officers of the Responsible Entity and Custodian when acting in those capacities, against costs and expenses incurred in defending certain proceedings. Rounding of amounts The Group is an entity to which ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 applies and accordingly amounts in the consolidated financial statements and Directors’ report have been rounded to the nearest thousand dollars. Information on Directors of the Responsible Entity Guy Paynter Qualifications Experience Special responsibilities Non-Executive Chairman Bachelor of Laws from The University of Melbourne Guy Paynter is a former director of broking firm JB Were. Guy brings to RFM more than 30 years of experience in corporate finance. Guy is a former member of the Australian Securities Exchange (ASX) and a former associate of the Securities Institute of Australia (now known as the Financial Services Institute of Australasia). Guy’s agricultural interests include cattle breeding in the Upper Hunter region in New South Wales. Member of Remuneration Committee and Audit Committee (resigned 29 March 2022) Directorships of other listed entities in the last three years RFM Poultry David Bryant Qualifications Experience Managing Director Diploma of Financial Planning from the Royal Melbourne Institute of from The University of Technology and Masters of Agribusiness Melbourne. David Bryant established RFM in February 1997 and leads the RFM team. RFM manages approximately $2.0 billion of agricultural assets. David focuses on strategic planning, maintaining key commercial relationships and sourcing new business opportunities. Special responsibilities Managing Director Directorships of other listed entities in the last three years RFM Poultry 30 8 9 31 Rural Funds Group Directors’ Report 30 June 2022 Rural Funds Group Directors’ Report 30 June 2022 Information on Directors of the Responsible Entity (continued) Information on Directors of the Responsible Entity (continued) Michael Carroll Qualifications Experience Non-Executive Director Bachelor of Agricultural Science, La Trobe University and Master of Business Administration, Melbourne University Business School. Michael has also completed the Advanced Management Program, Harvard Business School and is a Fellow of the Australian Institute of Company Directors. Chair of Viridis Ag Pty Limited and the Australian Rural Leadership Foundation. Director of Paraway Pastoral Company Limited, Genetics Australia and the Regional Investment Corporation. Michael also runs his own cattle business in south west Victoria. Former board positions include Select Harvests Limited, Elders Limited, Sunny Queen Australia Pty Limited, Tassal Group Limited, the Australian Farm Institute, Warrnambool Cheese and Butter Factory Company Holdings Limited, Queensland Sugar Limited, Rural Finance Corporation of Victoria, Meat and Livestock Australia and the Geoffrey Gardiner Dairy Foundation. Michael’s executive experience includes establishing and leading the National Australia Bank’s Agribusiness division and as a Senior Adviser in NAB’s internal investment banking and corporate advisory team. Prior to that Michael worked for Monsanto Agricultural Products and a biotechnology venture capital company. Special responsibilities Chairman of Audit Committee and Remuneration Committee Directorships of other listed entities in the last three years Michael held previous roles as Chairman of Elders Limited and Director of Select Harvests Limited, Tassal Group Limited and RFM Poultry. Julian Widdup Qualifications Experience Non-Executive Director Bachelor of Economics, Master of Business Administration and University Medal from the Australian National University. Completed the Senior Executive Leadership Program at Harvard Business School. Fellow of the Institute of Actuaries of Australia and Fellow of the Australian Institute of Company Directors. is currently a director of the Australian Catholic Julian Widdup Superannuation & Retirement Fund, Screen Canberra and Cultural Facilities Corporation. He worked in the financial services industry for over 20 years including as a senior executive of asset management companies, Palisade Investment Partners and Access Capital Advisers (now Whitehelm Capital). Julian brings extensive experience to the RFM board having been a director of Darwin International Airport, Alice Springs Airport, NZ timberland company Taumata Plantations Limited, Regional Livestock Exchange Investment Company, Merredin Energy power utility and the Victorian AgriBioscience Research Facility. Special responsibilities Member of Audit Committee and Remuneration Committee Directorships of other listed entities in the last three years RFM Poultry Andrea Lemmon Qualifications Experience Diploma in Financial Planning from Deakin University Chair of Marquis Macadamias Limited and non-executive Director of Marquis Marketing. Andrea Lemmon was employed by RFM from its inception in 1997 until her retirement in October 2018. During her tenure with RFM, Andrea held a variety of senior executive roles and was responsible for overseeing RFM’s investment into the macadamia industry. Additionally, Andrea’s extensive experience consists of previously serving as a non-executive director of Perth Markets Limited and Market City Operator. Special responsibilities Member of Audit Committee and Remuneration Committee Directorships of other listed entities in the last three years None noted Interests of Directors of the Responsible Entity Balance at 30 June 2020 Additions Balance at 30 June 2021 Additions Balance at 30 June 2022 Guy Paynter David Bryant* Units 1,559,104 - 1,559,104 185,606 1,744,710 Units 15,238,034 - 15,238,034 1,087,428 16,325,462 Michael Carroll Units 84,734 133,668 218,402 36,338 254,740 Julian Widdup Units 110,203 5,562 115,765 19,261 135,026 Andrea Lemmon Units - - - 183,357 183,357 *Includes interests held by Rural Funds Management Limited as the Responsibly Entity. Company Secretary of the Responsible Entity Emma Spear is RFM’s company secretary. Emma joined RFM in 2008, is a member of CPA Australia and is admitted as a Legal Practitioner of the Supreme Court of the ACT. Meetings of Directors of the Responsible Entity During the financial year 20 meetings of Directors (including committees of Directors) were held. Attendances by each Director during the year were as follows: Directors meetings Audit Committee meetings No. eligible to attend No. attended No. eligible to attend No. attended 17 17 17 17 10 16 15 17 17 10 2 - 2 2 1 2 - 2 2 1 Remuneration Committee meetings No. eligible to attend 1 - 1 1 1 No. attended 1 - 1 1 1 Guy Paynter David Bryant Michael Carroll Julian Widdup Andrea Lemmon Non-audit services Fees of $35,647 (2021: $20,395) were paid or payable to PricewaterhouseCoopers for compliance audit services provided for the year ended 30 June 2022. 32 10 11 33 Rural Funds Group Directors’ Report 30 June 2022 Auditor’s independence declaration The auditor’s independence declaration in accordance with section 307C of the Corporations Act 2001 for the year ended 30 June 2022 has been received and is included on page 13 of the financial report. 35 The Directors’ report is signed in accordance with a resolution of the Board of Directors of Rural Funds Management Limited. David Bryant Director 31 August 2022 Auditor’s Independence Declaration As lead auditor for the audit of Rural Funds Group for the year ended 30 June 2022, 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 Rural Funds Trust and the entities it controlled during the period. Rod Dring Partner PricewaterhouseCoopers Sydney 31 August 2022 34 PricewaterhouseCoopers, ABN 52 780 433 757 One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001 T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au Level 11, 1PSQ, 169 Macquarie Street, Parramatta NSW 2150, PO Box 1155 Parramatta NSW 2124 T: +61 2 9659 2476, F: +61 2 8266 9999, www.pwc.com.au 12 Liability limited by a scheme approved under Professional Standards Legislation. 35 13 Rural Funds Group Consolidated Statement of Comprehensive Income For the year ended 30 June 2022 Rural Funds Group Consolidated Statement of Comprehensive Income For the year ended 30 June 2022 Revenue Other income Management fee Asset management fee Property expenses Other expenses Finance costs Cost of goods sold - farming operations Property and other expenses - farming operations Gain on sale of assets Depreciation and impairments - other Change in fair value of investment property Change in fair value of bearer plants Depreciation - bearer plants Impairment of intangible assets Impairment of property - owner occupied Change in fair value of biological assets - farming operations Change in fair value of interest rate swaps Change in fair value of financial assets/liabilities Net profit before income tax Income tax expense Net profit after income tax Other comprehensive income: Items that will not be reclassified to profit or loss Revaluation increment - Bearer plants Revaluation increment - Property - owner occupied Income tax (expense) / benefit relating to these items Other comprehensive income for the year, net of tax Total comprehensive income attributable to unitholders Note B3 B3 C2 C3 C3 C5 C6 F4 D1 C3 C6 D1 2022 $'000 81,865 3,475 (6,850) (5,138) (3,457) (6,638) (11,186) (7,708) (1,745) 320 (1,634) 123,191 (4,103) (5,533) (1,059) (912) 5,054 51,852 669 210,463 (1,327) 209,136 (1,343) 1,286 1,127 1,070 210,206 2021 $'000 67,650 3,451 (6,295) (4,722) (2,591) (5,523) (10,498) (484) (324) 32,868 (840) 42,289 1,007 (4,032) (4,188) (1,651) 1,136 12,923 116 120,292 (658) 119,634 5,503 - (1,220) 4,283 123,917 Total net profit after income tax for the year attributable to unitholders arising from: Rural Funds Trust RF Active (non-controlling interest) Total Total comprehensive income for the year attributable to unitholders arising from: Rural Funds Trust RF Active (non-controlling interest) Total Earnings per unit Note 2022 $'000 2021 $'000 206,812 2,324 209,136 117,696 1,938 119,634 207,882 2,324 210,206 121,979 1,938 123,917 Basic and diluted earnings per unit attributable to the unitholders: Per stapled unit (cents) Per unit of Rural Funds Trust (cents) Per unit of RF Active (cents) B4 B4 B4 55.29 54.68 0.61 35.29 34.72 0.57 36 14 15 37 The accompanying notes form part of these financial statements. The accompanying notes form part of these financial statements. Rural Funds Group Consolidated Statement of Financial Position As at 30 June 2022 Rural Funds Group Consolidated Statement of Financial Position As at 30 June 2022 ASSETS Current assets Cash and cash equivalents Trade and other receivables Other current assets Assets held for sale Biological assets Inventories Income tax receivable Total current assets Non-current assets Investment property Plant and equipment - bearer plants Financial assets Intangible assets Property - owner occupied Plant and equipment - other Deposits Derivative financial assets Other assets Total non-current assets Total assets LIABILITIES Current liabilities Trade and other payables Unearned income Interest bearing liabilities Derivative financial liabilities Distributions payable Total current liabilities Non-current liabilities Interest bearing liabilities Deferred tax liabilities Other non-current liabilities Derivative financial liabilities Total non-current liabilities NET ASSETS ATTRIBUTABLE TO UNITHOLDERS Unitholders of Rural Funds Trust Issued units Asset revaluation reserve Retained earnings Parent entity interest Unitholders of RF Active Issued units Retained earnings Non-controlling interest Note E7 F9 E7 2022 $'000 2021 $'000 465,076 49,417 385,183 899,676 6,721 10,614 17,335 380,440 48,347 206,767 635,554 4,700 8,290 12,990 Total net assets attributable to unitholders 917,011 648,544 Note F1 F2 F3 C8 F4 F5 D2 C2 C3 C4, E2 C5 C6 C7 C9 E3 F3 F6 F7 E1 E3 E8 E1 D2 F8 E3 2022 $'000 4,961 6,742 1,922 715 7,826 455 1,038 2021 $'000 11,647 4,945 4,995 1,621 2,988 - 477 23,659 26,673 786,981 190,488 97,729 157,679 68,427 16,530 18,504 33,698 10,134 596,924 160,782 107,177 110,418 28,284 8,716 - 2,930 - 1,380,170 1,403,829 1,015,231 1,041,904 5,153 657 2,723 589 11,756 20,878 3,195 - 2,456 3,604 10,022 19,277 455,100 344,143 7,634 3,206 - 465,940 7,450 4,421 18,069 374,083 486,818 393,360 Total liabilities (excluding net assets attributable to unitholders) Net assets attributable to unitholders Total liabilities 648,544 1,041,904 *Water entitlements are held at cost less accumulated impairment in the Consolidated Statement of Financial Position in accordance with accounting standards. Refer to note B1 Segment information, for disclosure of the Directors’ valuation of water entitlements, which are supported by independent property valuations. 917,011 1,403,829 38 The accompanying notes form part of these financial statements. 16 The accompanying notes form part of these financial statements. 17 39 Rural Funds Group Consolidated Statement of Changes in Net Assets Attributable to Unitholders For the year ended 30 June 2022 Rural Funds Group Consolidated Statement of Cash Flows For the year ended 30 June 2022 2022 Note Balance at 1 July 2021 Other comprehensive income Total other comprehensive income Profit before income tax Income tax expense Total comprehensive income for the year Issued units Units issued during the year Issue costs Total issued units Distributions to unitholders Balance at 30 June 2022 D1 E7 B5,E7 Issued units $'000 380,440 - Asset revaluation reserve $'000 48,347 1,070 Retained earnings $'000 206,767 - Non- controlling interest $'000 12,990 - Total $'000 635,554 1,070 Total $'000 648,544 1,070 - - - - 1,070 - 1,070 - 1,070 - - 207,143 (331) 207,143 (331) 3,320 (996) 210,463 (1,327) 1,070 206,812 207,882 2,324 210,206 103,788 (2,770) 101,018 (16,382) 465,076 - - - - 49,417 - - - (28,396) 385,183 103,788 (2,770) 101,018 (44,778) 899,676 2,061 (40) 2,021 - 17,335 105,849 (2,810) 103,039 (44,778) 917,011 Issued units $'000 355,923 - Asset revaluation reserve $'000 59,412 4,283 Retained earnings $'000 131,628 - Non- controlling interest $'000 11,003 - Total $'000 546,963 4,283 Total $'000 557,966 4,283 4,283 - 4,283 - 4,283 - - 117,527 169 117,527 169 2,765 (827) 120,292 (658) 4,283 117,696 121,979 1,938 123,917 - - - - - 2021 Note Balance at 1 July 2020 Other comprehensive income Total other comprehensive income Profit before income tax Income tax expense Total comprehensive income for the year Transfer on disposal of bearer plants to retained earnings Issued units Units issued during the year Issue costs Total issued units Distributions to unitholders Balance at 30 June 2021 D1 E7 E7 Cash flows from operating activities Receipts from customers (inclusive of GST) Payments to suppliers (inclusive of GST) Interest received Finance income Finance costs Income tax paid Net cash inflow from operating activities Cash flows from investing activities Payments for investment property Payments for plant and equipment - bearer plants Payments for financial assets - property related Payments for intangible assets Payments for property - owner occupied Payments for plant and equipment Payments for deposits Payments for financial assets - other Payments for other assets Settlement of financial assets - property related Proceeds from sale of intangible assets Proceeds from sale of property - owner occupied Proceeds from sale of plant and equipment Proceeds from assets held for sale Proceeds from sale of Mooral assets Proceeds from sale of investment property (15,348) 15,348 - - - Distributions received 4,871 - 4,871 19,646 380,440 - - - - 48,347 - - - (57,905) 206,767 - 4,871 - 4,871 (38,259) 635,554 49 - 49 - 12,990 - 4,920 - 4,920 (38,259) 648,544 Net cash outflow from investing activities Cash flows from financing activities Proceeds from issue of units Proceeds from borrowings Repayment of borrowings Distributions paid Net cash inflow from financing activities Net (decrease)/increase in cash and cash equivalents held Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year F1 Note D2 G4 C2 C5 C6 C7 C9 C8 E7 2022 $'000 71,961 (37,080) 49 14,671 (11,446) (561) 37,594 (60,377) (40,014) (936) (46,093) (52,777) (10,438) (18,504) (4,427) (5,997) 18,205 581 3,283 458 1,621 - - 65 2021 $'000 64,194 (29,318) 126 13,197 (10,498) (2,293) 35,408 (84,163) (4,457) - (8,055) (29,959) (7,187) - (7,096) - - - - 968 - 97,330 960 64 (215,350) (41,595) 103,039 378,220 (267,145) (43,044) 171,070 (6,686) 11,647 4,961 4,920 185,293 (139,766) (37,698) 12,749 6,562 5,085 11,647 40 The accompanying notes form part of these financial statements. 18 The accompanying notes form part of these financial statements. 19 41 Rural Funds Group Notes to the Financial Statements 30 June 2022 Significant accounting judgements, estimates and assumptions The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements, estimates and assumptions in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors it believes to be reasonable under the circumstances, the result of which form the basis of the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions and conditions and may materially affect financial results or the financial position reported in future periods. The following are areas for which significant judgements, estimates or assumptions are made: Valuation of property related assets Independent valuations on the Group’s properties are obtained, ensuring that each property will have been independently valued every two financial years or more often where appropriate. Independent valuation reports assess and provide value for properties in their entirety. Significant judgement is applied in order to allocate the total property value, as disclosed in the independent valuation reports where applicable, to investment property, bearer plants and water entitlements. The allocation technique will vary depending on the nature of the lease arrangement. Where information is available, each component of the property, meaning the land and infrastructure, the trees and any water assets, disclosed in the financial statements as investment property, bearer plants and water entitlements, will be allocated on an encumbered (subject to lease) basis. If this information is not available, the valuation report may provide additional information, such as the summation basis of the unencumbered (not subject to lease) value, evidence of other market transactions and the analysis of those component parts, which along with other sources, including the nature of capital expenditure on the property, is used to determine the encumbered allocation to components. Significant judgement is applied as part of these allocations, which vary from property to property, given the individual circumstances of the leasing arrangements. The allocation technique may change to reflect the best estimate of fair value attributable to each component at reporting date. Allocation techniques are disclosed in Note C1. Estimation of useful lives of bearer plants The useful lives of bearer plants have been estimated by assessing industry data. The useful lives of bearer plants are disclosed in Note C3. Comparative amounts Comparative amounts have not been restated unless otherwise noted. Rural Funds Group Notes to the Financial Statements 30 June 2022 A. REPORT OVERVIEW General information This financial report covers the consolidated financial statements and notes of Rural Funds Trust and its Controlled Entities including RF Active (Rural Funds Group, the Group or collectively the Trusts). Rural Funds Group is a for profit entity incorporated and domiciled in Australia. The Directors of the Responsible Entity authorised the Financial Report for issue on 31 August 2022 and have the power to amend and reissue the Financial Report. Items included in the financial statements of each of the Group entities are measured using the currency of the primary economic environment in which the entity operates (functional currency). The consolidated financial statements are presented in Australian dollars which is the parent entity’s functional and presentation currency. The separate financial statements and notes of the parent entity, Rural Funds Trust, have not been presented within this financial report as permitted by amendments made to the Corporations Act 2001. Parent entity information is included in section G3. COVID-19 outbreak The outbreak of Coronavirus Disease 2019 was ongoing during the year ended 30 June 2022 and as at the date of the report. There have been unprecedented measures put in place by the Australian Government, as well as governments across the globe, to contain the coronavirus which has led to significant uncertainty and has had a significant impact on the Australian and global economies. Following the outbreak, the Group continues to operate with no significant impacts to its ongoing operation to date. RFM will continue to monitor the potential impacts of the outbreak. Basis of preparation The Trusts have common business objectives and operate collectively as an economic entity known as Rural Funds Group. The financial statements are general purpose financial statements that have been prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations, and other authoritative pronouncements of the Australian Accounting Standards Board, the Corporations Act 2001 and the Trusts’ Constitution. The report has been prepared on a going concern basis. The significant accounting policies used in the preparation and presentation of these financial statements are provided below and are consistent with prior reporting periods unless otherwise stated. The financial statements are based on historical cost, except for the measurement at fair value of selected non-current assets, financial assets and financial liabilities. These financial statements are consolidated financial statements and accompanying notes of both Rural Funds Trust and RF Active. Rounding of amounts The Group is an entity to which ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 applies and accordingly amounts in the consolidated financial statements and Directors’ report have been rounded to the nearest thousand dollars. Principles of consolidation The consolidated financial statements include the financial position and performance of controlled entities from the date on which control is obtained until the date that control is lost. Intragroup assets, liabilities, income, expenses and cash flows relating to transactions between entities in the consolidated Group have been eliminated in full for the purpose of these financial statements. Appropriate adjustments have been made to the controlled entity’s financial position, performance and cash flows where the accounting policies used by that entity were different from those adopted by the consolidated entity. All controlled entities have a 30 June financial year end. Controlled entities In accordance with AASB 3 Business Combinations, Rural Funds Trust is deemed to control RF Active from the stapling date of 16 October 2014. Rural Funds Trust is considered to be the acquirer of RF Active due to the size of the respective entities and as the stapling transaction and capitalisation of RF Active was funded by a distribution from Rural Funds Trust that was compulsorily used to subscribe for units in RF Active. 42 20 21 43 f o s r o t c e r i D e h t s a d e i f i t n e d i n e e b s a h , s t n e m g e s g n i t a r e p o e h t f o e c n a m r o f r e p i g n s s e s s a d n a s e c r u o s e r g n i t a c o l l a r o f i l e b s n o p s e r s i o h w , r e k a m n o s c e d i i g n i t a r e p o f i e h c e h T i l d n a g n d o h h c a e ) s t n e m g e s e v i f : 1 2 0 2 ( s t n e m g e s e v i f n i t d e n e s e r p s r o t c e s l a r u t l u c i r g a n i y t r e p o r p d e h l p u o r G e h t , 2 2 0 2 e n u J 0 3 d e d n e r a e y e h t g n i r u D l i . y t i t n E e b s n o p s e R e h t s t n e m e t a t S i l a i c n a n F e h t o t s e t o N n o i t a m r o f n i t n e m g e S 1 B S T L U S E R . 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- 0 1 9 , 9 2 1 8 4 , 2 3 ) 8 9 7 , 2 ( s n o i t a r e p o i g n m r a f - e c u d o r p l a r u t l u c i r g a f o l e a S i d e v e c e r t s e r e t n I e m o c n i e c n a n F i e u n e v e r l a t o T e m o c n i r e h t O i l a s o p s d n o n a G i e m o c n i i e v s n e h e r p m o c r e h t o h g u o r h t t n e m e r c n i n o i t l a u a v e R n o i t a u a v l ' s r o t c e r i d r e p s t n e m e l t i t n e r e t a w f o n o i t l a u a v e R n o i t a u a v e r l l a t o T n o i t a u a v e r l l a t o T ) d e i p u c c o r e n w o ( y t r e p o r p - n o i t a i c e r p e D s s o l r o t i f o r p h g u o r h t e u a v l r i a f n i e g n a h C s t n a l p r e r a e b - n o i t a i c e r p e D 45 g n n i i l - t h g a r t s i - e u n e v e r l a t n e R e u n e v e r l a t n e R 1 2 0 2 l a t o T d e t a c o l l a n U i s a m a d a c a M i g n p p o r C s d r a y e n V i e l t t a C s d n o m A l 0 0 0 $ ' 1 8 9 , 6 8 7 8 8 4 , 0 9 1 1 7 2 , 9 8 9 7 6 , 7 5 1 5 1 7 7 2 4 , 8 6 0 3 5 , 6 1 4 0 5 , 8 1 6 1 3 , 0 1 1 , 5 9 5 8 2 3 , 1 1 1 9 , 8 3 4 , 1 4 3 2 , 5 7 5 4 1 , 4 1 5 , 1 - 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1 1 9 , 5 - 8 0 4 8 5 4 , 0 7 6 6 8 , 0 7 - 6 6 8 , 0 7 - - 0 0 0 $ ' 0 0 3 , 3 8 - 6 3 2 , 4 4 8 2 , 8 2 5 6 0 , 2 - - 5 8 8 , 7 1 1 5 8 8 , 7 1 1 - - - 0 0 0 $ ' 0 4 5 , 4 3 5 1 8 , 3 2 8 3 7 0 0 5 - 0 3 3 , 5 3 9 5 , 9 5 3 2 9 , 4 6 e l t t a C 0 0 0 $ ' - 8 4 8 , 1 6 4 8 , 0 9 1 5 1 , 5 0 3 - - 0 4 6 - - 5 8 4 , 8 9 3 5 8 4 , 8 9 3 0 0 0 $ ' 9 8 1 , 6 2 1 0 8 5 , 5 2 1 2 6 7 , 1 1 7 0 7 , 6 6 - 0 0 1 1 2 6 , 1 - 9 4 3 , 0 5 9 5 9 , 1 3 3 8 0 3 , 2 8 3 s d n o m A l 5 8 8 , 7 1 1 3 2 9 , 4 6 5 8 4 , 8 9 3 8 0 3 , 2 8 3 s t n e m e t a t S i l a i c n a n F e h t o t s e t o N 2 2 0 2 e n u J 0 3 ) d e u n i t n o c ( n o i t a m r o f n i t n e m g e S 1 B s t e s s a t n e m g e S l s t n a p r e r a e b - i t n e m p u q e d n a t n a P l y t r e p o r p t n e m t s e v n I 2 2 0 2 p u o r G s d n u F l a r u R 46 s t n u o c c a y r o t u t a t s r e p s t e s s a y t r e p o r p l a t o T i d e p u c c o r e n w o - y t r e p o r P i t n e m p u q e d n a t n a P l l e a s r o f d e h l s t e s s A s t i s o p e D ) r e t a w ( s t e s s a l i e b g n a t n I d e t a e r l y t r e p o r p - s t e s s a l i a c n a n F i n o i t a u a v l ' s r o t c e r i d r e p s t e s s a i l e b g n a t n i f o n o i t l a u a v e R n o i t a u l a v ' s r o t c e r i d t a s t e s s a y t r e p o r p d e t s u d a j l a t o T s t n u o c c a y r o t u t a t s r e p s t e s s a r e h O t s t e s s a d e t s u d a j l a t o T s t n e m e t a t S i l a i c n a n F e h t o t s e t o N 2 2 0 2 e n u J 0 3 ) d e u n i t n o c ( n o i t a m r o f n i t n e m g e S 1 B ) d e u n i t n o c ( s t e s s a t n e m g e S p u o r G s d n u F l a r u R l s t n a p r e r a e b - i t n e m p u q e d n a t n a P l y t r e p o r p t n e m t s e v n I 1 2 0 2 s t n u o c c a y r o t u t a t s r e p s t e s s a y t r e p o r p l a t o T i d e p u c c o r e n w o - y t r e p o r P i t n e m p u q e d n a t n a P l l e a s r o f d e h l s t e s s A ) r e t a w ( s t e s s a i l e b g n a t n I d e t a e r l y t r e p o r p - s t e s s a l i a c n a n F i n o i t a u a v l ' s r o t c e r i d r e p s t e s s a l i e b g n a t n i f o n o i t l a u a v e R n o i t a u l a v ' s r o t c e r i d t a s t e s s a y t r e p o r p d e t s u d a j l a t o T s t n u o c c a y r o t u t a t s r e p s t e s s a r e h O t s t e s s a d e t s u d a j l a t o T 47 Rural Funds Group Notes to the Financial Statements 30 June 2022 B1 Segment information (continued) Net asset value adjusted for water rights The chief operating decision maker of RFF assesses the segments on property asset values adjusted for water rights. RFF owns permanent water rights and entitlements which are recorded at historical cost less accumulated impairment losses. Such rights have an indefinite life and are not depreciated. The carrying value is tested annually for impairment as well as for possible reversal of impairment. If events or changes in circumstances indicate impairment, or reversal of impairment, the carrying value is adjusted to take account of impairment losses. The book value of the water rights (including investments in BIL and CICL recognised as financial assets) at 30 June 2022 is $169,663,000 (2021: $122,402,000). Independent valuations on the Group’s properties are obtained, ensuring that each property will have been independently valued every two years or more often where appropriate. Independent valuation reports assess and provide value for properties in their entirety. The independent valuation reports contain information with which judgement is applied in order to allocate values to investment property, bearer plants and water entitlements. The Directors have taken into account the most recent valuations on each property and consider that they remain a reasonable estimate and, on this basis, the fair value of water entitlements before deferred tax adjustments at 30 June 2022 was $279,979,000 (2021: $212,580,000) representing the value of the water rights of $110,316,000 (2021: $90,178,000) above cost. The following is a reconciliation of the book value at 30 June 2022 to an adjusted value based on the Directors’ valuation of the water rights which are assessed by the chief operating decision maker. Assets Total current assets Total non-current assets Total assets Liabilities Total current liabilities Total non-current liabilities Total liabilities (excluding net assets attributable to unitholders) Net assets attributable to unitholders Net asset value per unit ($) Per Statutory Consolidated Statement of Financial Position $'000 Revaluation of water entitlements per Directors' valuation $'000 23,659 1,380,170 1,403,829 - 110,316 110,316 Directors' valuation (Adjusted) $'000 23,659 1,490,486 1,514,145 20,878 465,940 486,818 - - - 110,316 0.30 1,027,327 2.69 20,878 465,940 486,818 917,011 2.39 Rural Funds Group Notes to the Financial Statements 30 June 2022 B1 Segment information (continued) 30 June 2022 Almonds Yilgah (NSW)2 Tocabil (NSW) Kerarbury (NSW) Cattle Rewan (QLD) Mutton Hole (QLD) Oakland Park (QLD) Natal Aggregation (QLD) Comanche (QLD) Cerberus (QLD) Dyamberin (NSW) JBS Feedlots Finance Lease Receivable (NSW/QLD) Woodburn (NSW) Cobungra (VIC) 2 Petro (WA) High Hill (WA) Willara (WA) Yarra (QLD)3 Homehill (QLD) Coolibah aggregation (QLD)4 Thirsty Creek (QLD) Cropping Lynora Downs (QLD) Mayneland (QLD) Maryborough – Cropping (QLD) Baamba Plains (QLD) Macadamias Swan Ridge (QLD) Moore Park (QLD) Bonmac (QLD) Cygnet (QLD) Swan Ridge South (QLD) Nursery Farm (QLD)5 Riverton (QLD) Rookwood Farms (QLD)6 Maryborough – Macadamias (QLD)7 Beerwah(QLD) Bauple (QLD) Vineyards2 Kleinig (SA) Geier (SA) Dohnt (SA) Hahn (SA) Mundy and Murphy (SA) Rosebank (VIC) Water rights River water (NSW) River water (QLD) Ground water (NSW) Total property and water assets 30 June 22 Adjusted property value $'000 30 June 21 Adjusted property value $'000 Most Recent Independent Valuation Date $'000 Encumbered Valuation $'000 Area1 1,006 ha 603 ha 2,530 ha 105,000 52,851 242,130 106,563 48,876 226,472 Mar 2021 Mar 2022 Mar 2022 107,000 53,000 242,000 17,479 ha 140,300 ha 85,500 ha 390,600 ha 7,600 ha 8,280 ha 1,728 ha 150,000 hd 1,063 ha 6,497 ha 2,942 ha 1,601 ha 1,653 ha 4,090 ha 4,925 ha 724 ha 762 ha 62,400 16,838 8,654 137,756 35,064 24,318 21,000 58,802 11,250 40,800 13,514 6,404 5,861 23,822 19,476 5,683 5,220 50,400 16,680 8,500 88,500 24,238 13,963 13,959 55,615 7,397 40,800 12,221 4,967 4,985 6,245 12,875 - - Nov 2021 Jun 2021 Jun 2021 Apr 2022 Apr 2022 Apr 2022 Mar 2022 N/A Mar 2022 Jun 2021 Nov 2021 Nov 2021 Nov 2021 Dec 2021 Apr 2022 Apr 2022 Apr 2022 62,400 16,680 8,500 137,250 35,000 24,300 21,000 N/A 11,250 40,800 13,200 5,840 5,375 23,600 19,325 5,625 5,220 4,963 ha 2,942 ha 3,165 ha 4,130 ha 41,709 24,554 47,639 30,673 41,500 20,450 53,870 - Jun 2021 Nov 2021 Apr 2022 Nov 2021 41,500 23,300 47,633 30,000 130 ha 104 ha 27 ha 37 ha 123 ha 41 ha 1,015 ha 2,452 ha 1,915 ha 340 ha 135 ha 7,188 4,487 3,141 3,294 1,619 6,193 18,447 17,356 50,210 35,638 17,969 6,679 3,882 2,797 2,826 1,692 5,914 4,900 10,463 24,850 - - 206 ha 243 ha 30 ha 50 ha 55 ha 82 ha 21,100 25,373 715 4,800 4,100 3,900 22,997 27,562 1,196 5,069 4,093 3,788 Sep 2021 Sep 2021 Sep 2021 Apr 2021 Sep 2021 Apr 2021 Mar 2021 Apr 2022 Apr 2022 Dec 2021 Dec 2021 Mar 2021 Mar 2021 Mar 2021 Mar 2021 Mar 2021 Mar 2021 7,000 4,550 3,200 2,800 1,600 3,800 4,520 12,775 39,614 36,307 18,443 23,100 27,700 1,200 5,100 4,100 3,800 8,754 ML 2,155 ML 8,338 ML 77,910 1,113 38,355 1,384,326 65,655 1,099 - 1,054,538 Jun 2022 Jun 2020 Jul 2021 77,910 1,099 38,355 Valuations are encumbered unless not applicable (for example where a property is not subject to lease or at acquisition) 1 Unless otherwise denoted, the almond, vineyard and macadamia areas refer to planted and planned development areas. Swan Ridge South, Riverton, Rookwood Farms, Maryborough – Macadamias refer to total property area. 2 Director valuations adopted at 30 June 2022. Dohnt vineyard is held for sale. 3 Includes the acquisition of The Pocket during the year ended 30 June 2022 4 Coolibah aggregation comprises of the Coolibah and River Block properties. 5 Nursery Farm includes the value of trees in the nursery which are not accounted for in the external valuation. Cost of trees in the tree nursery approximates fair value. 6 Rookwood Farms aggregation comprises of the Stoneleigh, Corrowah and Tongola properties. 7 All properties valued at April 2022 except Glendorf. 48 26 27 49 Rural Funds Group Notes to the Financial Statements 30 June 2022 B1 Segment information (continued) 30 June 2022 Cattle finance leases and other assets Plant and equipment Other receivables and equipment leases Kaiuroo deposit Total adjusted property assets Revaluations from external valuations 30 June 22 Adjusted 30 June 21 Adjusted Most Recent Independent Valuation property value $'000 property value $'000 Date $'000 Encumbered Valuation $'000 17,431 16,530 2,120 18,504 1,438,911 35,582 8,716 2,399 - 1,101,235 The cattle properties have increased in value during the year ended 30 June 2022. External valuations were obtained for the Natal aggregation, Rewan, Comanche, Cerberus, Woodburn, Dyamberin, Petro, High Hill, Willara and Yarra during the year ended 30 June 2022. The total uplift for the year ended 30 June 2022 has been largely due to the external valuer’s assessment of the value of the land. The uplift has largely been driven by improved demand and market sentiment for cattle properties in the respective regions supported by comparable sales transactions. All of the Group’s properties have been valued by an independent valuer within the last 24 months. Further information on the significant unobservable inputs adopted by the external valuer in the fair value measurement of the properties is described in note C1. Directors’ valuations adopted for Yilgah almond property, Cobungra cattle property and vineyard properties at 30 June 2022. Independent desktop valuations were considered as part of the fair value assessment on these properties. A number of properties acquired during the period were subject to independent valuations. Revaluation movements for these properties largely relate to transaction costs incurred that were written off in the independent valuations. Adjusted property values movements after the most recent independent valuation Increases to the adjusted property value from the last valuation is primarily a result of new acquisitions or capital expenditure subsequent to the valuation, designed to improve an asset’s productivity and value. Decrease to adjusted property value from last valuation is primarily a result of depreciation on the bearer plants. Rural Funds Group Notes to the Financial Statements 30 June 2022 B2 Adjusted funds from operations (AFFO) The following presents the components of adjusted funds from operations (AFFO) and provides a reconciliation from AFFO to Net profit after income tax which is assessed by the chief operating decision maker. Revenue Sale of agricultural produce - farming operations Other income Cost of goods sold - farming operations Change in fair value of biological assets (realised from harvested crops) Change in fair value of biological assets (prior year unharvested crops realised during the year) Management fee Asset management fee Property expenses Finance costs Other expenses Property and other expenses - farming operations Straight-lining of rental revenue Interest component of JBS feedlot finance lease Income tax payable (RF Active) Adjusted Funds From Operations (AFFO) Change in fair value of investment property Change in fair value of bearer plants Impairment of property - owner occupied Impairment of intangible assets Depreciation - bearer plants Depreciation and impairments - other Change in fair value of biological assets (unharvested crops not realised) Change in fair value of biological assets (prior year unharvested crops realised during the year) Change in fair value of financial assets/liabilities Change in fair value of interest rate swaps Straight-lining of rental revenue Interest component of JBS feedlot finance lease Income tax expense Gain on sale of assets Net profit after income tax AFFO cents per unit 2022 $'000 73,956 7,909 3,475 (7,708) 3,235 814 (6,850) (5,138) (3,457) (11,186) (6,638) (1,745) 735 (3,187) - 44,215 123,191 (4,103) (912) (1,059) (5,533) (1,634) 1,819 (814) 669 51,852 (735) 3,187 (1,327) 320 209,136 2021 $'000 67,166 484 3,451 (484) 108 - (4,722) (6,295) (2,591) (10,498) (5,523) (324) 852 (769) (432) 40,423 42,289 1,007 (1,651) (4,188) (4,032) (840) 1,028 - 116 12,923 (852) 769 (226) 32,868 119,634 11.7 11.9 50 28 29 51 Rural Funds Group Notes to the Financial Statements 30 June 2022 B5 Distributions The group paid and declared the following distributions during the year: Distribution declared 1 June 2021, paid 30 July 2021 Distribution declared 1 September 2021, paid 29 October 2021 Distribution declared 1 December 2021, paid 31 January 2022 Distribution declared 1 March 2022, paid 29 April 2022 Distribution declared 1 June 2022, paid 29 July 2022 Cents per unit 2.8203 2.9331 2.9331 2.9331 2.9331 Total $ 9,586,215 11,168,247 11,185,881 11,203,970 11,219,540 Rural Funds Group Notes to the Financial Statements 30 June 2022 B3 Revenue Rental income Sale of agricultural produce - farming operations Finance income Interest received Total * Represented to include sale of agricultural produce – farming operations. 2022 $'000 54,452 7,909 19,455 49 81,865 2021 $'000 53,074 484 13,966 126 67,650 The Group’s revenue is largely comprised of income under leases and finance income. All revenue is stated net of the amount of goods and services tax (GST). Rental income primarily arises from the leasing of property assets and is accounted for on a straight-line basis over the period of the lease. The respective leased assets are included in the Consolidated Statement of Financial Position based on that nature. Finance income arises from the provision of financial guarantees and working capital loans, finance leases on cattle feedlots and cattle breeders and leased agricultural plant and equipment and recognised on an accrual basis using the effective interest rate method. Other Income Sale of temporary water allocations Other income Total Expenses 2022 $'000 3,142 333 3,475 2021 $'000 3,275 176 3,451 Expenses such as Responsible Entity fees, property expenses and overheads are recognised on an accruals basis. Interest expenses are recognised on an accrual basis using the effective interest method. B4 Earnings per unit Per stapled unit Net profit after income tax for the year ($'000) Weighted average number of units on issue during the year (thousands) Basic and diluted earnings per unit (total) (cents) Per unit of Rural Funds Trust Net profit after income tax for the year ($'000) Weighted average number of units on issue during the year (thousands) Basic and diluted earnings per unit (total) (cents) Per unit of RF Active Net profit after income tax for the year ($'000) Weighted average number of units on issue during the year (thousands) Basic and diluted earnings per unit (total) (cents) 2022 2021 209,136 378,227 55.29 206,812 378,227 54.68 2,324 378,227 0.61 119,634 338,961 35.29 117,696 338,961 34.72 1,938 338,961 0.57 Basic earnings per unit are calculated on net profit attributable to unitholders of the Group divided by the weighted average number of issued units. 52 30 31 53 Rural Funds Group Notes to the Financial Statements 30 June 2022 C. PROPERTY ASSETS This section includes detailed information regarding RFF’s properties, which are made up of multiple line items on the Consolidated Statement of Financial Position including Investment property, Plant and equipment – bearer plants, Financial assets – property related, Intangible assets, Property – owner occupied and Plant and equipment – other. C1 RFF property assets Investment property Plant and equipment - bearer plants Financial assets - property related Intangible assets Property - owner occupied Plant and equipment - other Asset held for sale Deposits Total Income and fair value movements from RFF property assets Rental income from property assets Sale of agricultural produce - farming operations Change in fair value of investment property Revaluation increment/(decrement) - bearer plants Depreciation - bearer plants Leasing arrangements 2022 $'000 786,981 190,488 89,271 157,679 68,427 16,530 715 18,504 1,328,595 C2 C3 C4 C5 C6 C7 C8 C9 2022 $'000 73,907 7,909 123,191 (5,446) (5,533) 2021 $'000 596,924 160,782 104,312 110,418 28,284 8,716 1,621 - 1,011,057 2021 $'000 67,040 484 42,289 6,510 (4,032) Minimum lease payments receivable under non-cancellable operating leases of investment properties, bearer plants, water rights and plant and equipment not recognised in the financial statements, are receivable as follows: Within 1 year Between 1 and 2 years Between 2 and 3 years Between 3 and 4 years Between 4 and 5 years Later than 5 years Total 2022 $'000 53,804 53,362 53,942 54,602 47,478 274,282 537,470 2021 $'000 52,016 51,510 49,673 50,140 50,758 305,258 559,355 Key changes to the property portfolio during the year: • • • In July 2021, the Group completed the sale of surplus land on Kerarbury for approximately $1.6m. In August 2021 the Group completed the purchase of 8,338ML of Lower Murrumbidgee ground water entitlements for approximately $38.4m including transaction costs. The water entitlements are leased to a private farming company for a term of five years. In November 2021 the Group leased an area on the Nursery Farm property in Bundaberg, Queensland to an external operator, Dalwood Nursery Pty Ltd. The arrangement provides a supply of macadamia trees to RFF to be planted on various developments in Queensland including Bundaberg, Rockhampton, and Maryborough. Rural Funds Group Notes to the Financial Statements 30 June 2022 C1 RFF property assets (continued) Key changes to the property portfolio during the year: (continued) • • • • • • • In November 2021, the Group completed the acquisition of Baamba Plains, a 4,130ha cropping property located in central Queensland for $34.0m including transaction costs and including $2.5m of associated plant and equipment. In November 2021, the Group paid a $17.2m deposit on Kaiuroo, a 27,879ha aggregation of four cattle and cropping properties located in central Queensland. An extended settlement date of up to two years has been negotiated, allowing RFM to begin productivity developments on selected locations of the property and to seek a lessee prior to settlement. In December 2021, the Group acquired The Pocket, to be managed as part of the existing Yarra property, a 1,917ha cattle and cropping property located near Rockhampton, Queensland for $14.6m including transaction costs and associated plant and equipment. In December 2021, the Group completed the acquisition of the Coolibah and River Block cattle properties totaling 724ha, located near Rockhampton, Queensland for $4.9m including transaction costs. The properties will be managed as one property. In December 2021, the Group completed the acquisition Beerwah and Bauple, consisting 475ha of mature macadamia orchards located in south-east Queensland, for $66.6m including transaction costs, associated plant and equipment and shares in Marquis Macadamias Limited. In January 2022, the Group completed the disposal of two Maryborough cropping properties for $3.8m in exchange for additional land on a Maryborough macadamia property and cash consideration valued at $3.8m. In March 2022, the Group completed the acquisition of Thirsty Creek, a 762ha cattle property located near Rockhampton, Queensland for $6.5m including transaction costs. Macadamia development The Group is developing macadamia orchards across a number of properties located in Queensland, Australia. As part of the development, costs relating to the acquisition, construction and development of macadamia orchards will be capitalised to the respective asset class that the cost relates to. The asset classes identified are investment property, bearer plants and water entitlements. Investment Property This includes costs associated with the acquisition for land, buildings, orchard and irrigation infrastructure and any costs directly attributable to bringing the asset to the condition necessary for it to be capable of operating in the manner intended by management. Bearer Plants This includes costs associated with the acquisition of macadamia trees, planting costs, growing costs incurred for the trees to reach maturity including fertiliser and watering costs and costs associated with establishing the macadamia trees in the orchard and bringing the asset to the condition necessary for it to be capable of operating in the manner intended by management. Water entitlements This includes costs associated with the purchase of water entitlements. Water entitlements are deemed ready for use on acquisition. Borrowing costs Borrowing costs may be capitalised on qualifying assets up until the property is ready for use. Borrowing costs relating to the acquisition, construction and development of the macadamia orchards are capitalised to the respective asset classes up until the property is deemed ready for use. Properties could be deemed ready for use when the property has been leased or when the property is operating in a manner as intended by management, for example, a macadamia orchard may be deemed operational when the orchard is fully planted and the plantings have been established. 54 32 33 55 Rural Funds Group Notes to the Financial Statements 30 June 2022 C1 RFF property assets (continued) Significant accounting judgements, estimates and assumptions in relation to valuation of property assets At the end of each reporting period, the Directors update their assessment of fair value of each property, considering the most recent independent valuations. The Directors determine a property’s value using reasonable fair value estimates from the most recent independent valuer’s valuation reports. Independent valuation reports assess and provide fair values for properties in their entirety. Judgement is applied in order to allocate the total property values as disclosed in the independent valuation reports, to investment property, bearer plants, property – owner occupied and water entitlements. The independent valuation reports contain information with which judgement is applied to allocate values to investment property, bearer plants, property – owner occupied and water entitlements. Rural Funds Group Notes to the Financial Statements 30 June 2022 C1 RFF property assets (continued) Valuations Independent valuations on the Group’s properties are obtained, ensuring that each property will have been independently valued every two financial years or more often where appropriate. Independent valuers engaged hold recognised and relevant professional qualifications with experience in agricultural properties. The following existing properties had relevant independent valuations during the year ended 30 June 2022: Almond properties Cattle properties Macadamia properties Cropping properties Other Kerarbury, Tocabil Natal Aggregation, Rewan, Comanche, Cerberus, Dyamberin, Woodburn, Petro, High Hill, Willara, Homehill, Yarra Rookwood Farms, Swan Ridge, Moore Park, Bonmac, Swan Ridge South, Maryborough - Macadamias Mayneland, Maryborough - Cropping Unleased High Security Murrumbidgee River Water The following properties had relevant independent desktop valuations during the year ended 30 June 2022: Almond properties Cattle properties Vineyard properties Yilgah Cobungra Geier, Kleinig, Hahn, Rosebank, Mundy and Murphy The Directors have considered independent valuations and market evidence where appropriate to determine the appropriate fair value to adopt. The Directors have adopted all valuations from independent valuers in the periods where valuations have been obtained. The Directors have deemed that independent valuations were not required on the remaining properties as there have been no material changes to the industry, physical and geographical conditions of these properties in which the independent valuers have previously assessed. For these properties, the Directors have performed internal assessments, considering the latest valuation reports, that the carrying amount is still reflective of the fair value of the properties at reporting date. Independent desktop valuations were obtained for a number of properties during the year. The Directors have considered these desktop valuations as part of the fair value assessment at 30 June 2022. The Group’s properties, including those under development, are carried at fair value excluding the value of water rights. Water rights are treated as intangible assets, which are held at historical cost less accumulated impairment losses. Independent valuation reports assess and provide value for properties in its entirety. The independent valuation reports contain information with which judgement is applied in order to allocate values to investment property, bearer plants and water entitlements, where relevant. Judgement is applied in order to allocate the total property value, as disclosed in the independent valuation reports, to each component; investment property, bearer plants and water entitlements. The allocation technique will vary depending on the nature of the underlying lease arrangement. Where information is available, such as when provided by the external valuer, each component of the property, meaning the land and infrastructure, the trees and any water assets, disclosed in the financial statements as investment property, bearer plants and water entitlements, will be allocated on an encumbered (subject to lease) basis. Conditions associated with individual assets are considered as part of the valuation allocation. If this information is not available, the valuation report may provide additional information, such as the summation basis of the unencumbered (not subject to lease) value, which along with other sources, including the nature of capital expenditure on the property, is used to determine the encumbered allocation to components. Judgement is applied as part of these allocations which vary from property to property given the individual circumstances of the leasing arrangements. The allocation technique may change to reflect the best estimate of fair value attributable to each component at reporting date. Valuation reports obtained during the year ended 30 June 2022 have referred to circumstances of uncertainty as a result of the outbreak of COVID-19. For the avoidance of doubt, such references have not meant that the valuations cannot be relied upon but rather ensures transparency of the fact that in the current circumstances, less certainty can be attached to the valuation than would otherwise be the case. Discussions held with the valuers have confirmed that there is no expected material impact to the valuations as a result of COVID-19. 56 34 35 57 0 5 . 8 - 0 5 . 7 0 5 . 8 - 0 5 . 7 6 2 7 , 7 1 $ - 1 8 6 , 6 1 $ 0 0 . 0 1 - 5 2 . 8 1 8 6 , 6 1 $ - 1 2 0 , 3 1 $ 0 0 . 9 – 0 5 . 8 0 3 4 , 0 1 $ 0 9 0 , 1 2 $ 0 5 . 8 - 5 2 . 7 0 5 . 8 - 5 2 . 7 5 2 . 7 0 0 . 8 0 0 0 , 2 $ - 6 2 4 , 1 $ 8 4 0 , 3 $ - 6 9 4 , 1 $ - 6 3 2 , 7 9 $ e r a t c e h d e t n a p l r e p $ e g a r e v A ) d r a h c r o d e t n a p ( l 8 0 5 , 2 1 $ 3 6 5 , 3 3 $ l t n e m p o e v e d ( e r a t c e h e b a t n a p l l ) h g u o r o b y r a M ( ) % ( e t a r t n u o c s D i e t a r n o i t a s i l a t i p a C l i a n m r e T e r a t c e h e b a t n a p l l r e p $ e g a r e v A 1 8 3 , 7 $ - 4 0 8 , 3 $ 8 4 1 , 2 1 $ - 4 3 0 , 4 $ y t i c a p a c i g n y r r a c ) E A ( l t n e a v u q e i ) s e i t r e p o r p i g n d n u o r g k c a B ( t l u d a r e p $ d e s a b t n e n o p m o C t n e m s s e s s a n o i t a m m u S 1 5 1 , 5 0 3 0 9 0 , 3 3 4 y r a d n o c e s ( t i n u e v i t c u d o r P r i a f e h t % 1 2 0 2 0 5 . 7 - 5 7 . 6 5 . 8 - 5 7 . 6 ) % ( e t a r t n u o c s D i 0 5 . 2 1 - 5 2 . 8 0 0 . 8 1 – 5 2 . 8 ) % ( e t a R n o i t a s i l a t i p a C l i a n m r e T % 2 2 0 2 s t u p n i f o e g n a R * * s t u p n i e l b a v r e s b o n U s e s i r a m m u s l e b a t i g n w o l l o f e h T . s r e u a v l t n e d n e p e d n i e h t h n o i t a c o l l A i e u q n h c e t d e s a b e s a b l a t n e R t n e n o p m o C l w o F h s a C d e t n u o c s D i i e u q n h c e t 1 2 0 2 0 0 0 $ ' 9 6 7 , 1 5 2 2 2 0 2 0 0 0 $ ' 8 2 0 , 6 6 2 t i i w s n o s s u c s d i g n i r u d d n a e t a d g n i t r o p e r h c a e t a d e s y a n a l e r a s e u a v l r i a f 3 l e v e l n i s e g n a h C . y t r e p o r p h c a e f o e u a v l : t n e m e r u s a e m e u a v l r i a f 3 l e v e l g n i r r u c e r n i d e s u s t u p n i l e b a v r e s b o n u t n a c i f i n g s i e h t t u o b a n o i t a m r o f n i e v i t a t i t n a u q n o i t a u l a v y r a m i r P t a e u l a v r i a F * n o i t p i r c s e D y t i c a p a c g n y r r a c d n a i s e t a r t l n e a v u q e i t l u d a , d n a l f o a e r a r e p e t a r , s e a r t n o i t a s i l a t i p a c , s e t a r n o i t a s i l a t i p a c l i a n m r e t , s e t a r i t n u o c s d e d u c n l i p u o r G e h t y b d e s u s t u p n i 3 l e v e l i n a m e h T e h t f o t n e m s s e s s a r i e h t t e a d p u s r o t c e r i d e h t , d o i r e p g n i t r o p e r h c a e f o d n e e h t t A . a t a d y r t s u d n i d n a s n o i t c a s n a r t l e b a r a p m o c n o d e s a b s n o i t a u a v l e v i t c e p s e r e h t n i t d e a m i t s e ) % ( e t a r t n u o c s D i ) s e i t r e p o r p r e d e e r B ( y t i c a p a c i g n y r r a c ) E A ( ) % ( e t a r n o i t a s i l a t i p a C l i a n m r e T l t n e a v u q e i t l u d a r e p $ d e s a b t n e n o p m o C i ) e u q n h c e t n o i t a u a v l l w o F h s a C d e t n u o c s D i 5 5 3 , 8 5 7 8 9 , 2 5 y t r e p o r p r e p e r a t c e h d e t a g i r r i r e p $ d e s a b t n e n o p m o C t n e m s s e s s a n o i t a m m u S 4 8 5 , 1 1 1 8 9 4 , 5 3 1 d r a h c r o d n o m A l y t r e p o r p e r u t c u r t s a r f n i d n a y t r e p o r p e l t t a C y t r e p o r p d r a y e n V i e r u t c u r t s a r f n i d n a y t r e p o r p i g n p p o r C e r u t c u r t s a r f n i d n a . s r e u a v l l a n r e t x e y b s t n e m s s e s s a n o d e s a b e r a s t u p n i l e b a v r e s b o n U l . s e u a v r i a f t c e f f a y l l a i r e t a m t a h t s t u p n i l e b a v r e s b o n u n e e w t e b s p h s n o i t a e r - r e t n l i i i t n a c i f i n g s o n e r e w e r e h T * * ) d r a h c r o 0 9 9 , 5 8 7 6 9 8 , 5 4 0 , 1 . s t e s s a r e t a w e d u c x e d e s o c s d i l l s e u a v l r i a F * l a t o T 6 3 Rural Funds Group Notes to the Financial Statements 30 June 2022 C1 RFF property assets (continued) Valuations (continued) Primary valuation technique External valuations typically assess property values using different valuation techniques. Discounted cash flow Summation assessment Productive unit (secondary valuation technique) Allocation technique Valuation based on future net rental cash flows discounted to the present value. The terminal value (as determined by the terminal capitalisation rate) is typically assessed and discounted in these types of valuations. The valuer may also use comparative sales as supporting information. Assessment of the property on an asset-by-asset basis based on comparative sales evidence and typically driven by a rate per productive hectare and assessment of other components such as water and supporting buildings. Assessment on the property driven by the value per adult equivalent head that is supported by the property and carrying capacity of the property. Although this is a secondary valuation technique, it has been determined that this is a common way to compare properties. Independent valuation reports assess and provide value for properties in their entirety. Component allocation techniques are adopted to allocate the total property value to investment property, bearer plants, property – owner occupied and water entitlements. The component allocation technique applied is assessed on each external valuation to ensure that the allocation technique is consistent with the nature and characteristics of the property including any lease encumbrances. The allocation technique may change to reflect the best estimate of fair value attributable to each component at reporting date. The following allocation techniques have been applied: Rental base Component based Component based – Almonds and Macadamias Proportionate Applied for properties with long term indexed leases by allocating value to component assets using the rental base. The rental base is identifiable and generally determined by the cost of the assets. The allocation by rental base reflects the encumbered nature of the assets where rental incomes are not affected by short term market fluctuations in the value of the assets due to lack of rental review mechanism. The encumbered value is allocated based on information in the valuation report which enables the allocation by components on an encumbered basis. Conditions associated with individual assets are considered as part of the valuation allocation. To determine the allocation of components on an encumbered basis, the external valuer will assess various factors such as market indicators, comparable sales data of encumbered assets, comparable rental data and other relevant information such as replacement cost concepts. Applied for properties where leases include rental reviews. Information is provided in the valuation to allocate the encumbered value of the property to water assets, investment property and bearer plants on an encumbered basis. Firstly, the approach allocates value to water assets based on comparable encumbered rental data. The value of land is determined based on comparable sales data. Orchard infrastructure including irrigation is determined based on a replacement cost assumption adjusted for an estimate of the age of the assets. Bearer plants are identified as being the residual value of the total encumbered value of the property. Applied for properties where leases include rental reviews and where component-based information is not able to be used. For properties with water assets, the allocation considers the unencumbered value of water assets and allocates this on a proportionate basis to the encumbered value of the property. Judgement is then applied to allocate encumbered values to investment property and bearer plants using available information, including information from the valuation report and the nature of capital expenditure on the relevant property. 37 59 r e p $ e g a r e v A d e s a b t n e n o p m o C e t a n o i t r o p o r P / e s a b l a t n e R t n e m s s e s s a n o i t a m m u S l w o F h s a C d e t n u o c s D i 1 3 1 , 9 5 3 9 2 , 8 5 1 y t r e p o r p d r a h c r o i a m a d a c a M i d e p u c c o r e n w o – y t r e p o r P d n a s t n a p r e r a e B l , y t r e p o r p t n e m t s e v n I ) d e u n i t n o c ( s t e s s a y t r e p o r p F F R 1 C ) d e u n i t n o c ( s n o i t a u a V l s t n e m e t a t S i l a i c n a n F e h t o t p u o r G s d n u F l a r u R s e t o N 58 2 2 0 2 e n u J 0 3 Rural Funds Group Notes to the Financial Statements 30 June 2022 C1 RFF property assets (continued) Valuations (continued) Unobservable inputs Unobservable inputs are assumptions based on the assessments and determinations made by external valuers in their capacity as qualified experts which are key inputs in the valuation techniques utilised. Discount rate (%) The higher the discount rate the lower the fair value Terminal capitalisation rate (%) The higher the terminal capitalisation rate the lower the fair value $ per irrigated/planted hectare The higher the value per irrigated/planted hectare, the higher the fair value Average $ per plantable hectare The higher the value per plantable hectare, the higher the fair value $ per adult equivalent carrying capacity The higher the value per adult equivalent carrying capacity, the higher the fair value C2 Investment property 2022 Opening net book amount Acquisitions Additions Capitalisation of borrowing costs Classified as held for sale or disposals Transfer to intangible assets Transfer from property - owner occupied Amortisation of lease incentives Almond property Cattle property Vineyard property Cropping property Macadamia property Total $'000 $'000 126,189 - 305,151 21,958 1,356 - 4,417 - - - - - - - - (200) $'000 34,540 - 924 - (542) - - - $'000 83,300 - 4,012 - - (2,556) $'000 47,744 - 27,710 246 - - $'000 596,924 21,958 38,419 246 (542) (2,556) - - 9,541 9,541 - (200) Fair value adjustment 13,535 101,764 805 4,175 2,912 123,191 Closing net book amount 141,080 433,090 35,727 88,931 88,153 786,981 2021 Opening net book amount Acquisitions Additions Capitalisation of borrowing costs Classified as held for sale or disposals Amortisation of lease incentives Fair value adjustment Almond property 127,519 Cattle property 249,534 Vineyard property 38,170 Cropping property 47,896 Macadamia property 11,719 - 3,717 - 4,413 6,507 - (3,392) (774) - 11 - - 22,599 5,433 36,932 4,483 - - 68 68 - (4,166) - (1,655) (200) 45,671 - (3,641) - 7,372 - (5,458) (200) 42,289 Total 474,838 63,944 20,151 Closing net book amount 126,189 305,151 34,540 83,300 47,744 596,924 Investment properties comprise land, buildings and integral infrastructure including shedding, irrigation and trellising. Rural Funds Group Notes to the Financial Statements 30 June 2022 C2 Investment property (continued) Macadamia properties under development include Maryborough – Macadamias, Riverton, Rookwood Farms and Swan Ridge South. Development costs for these properties have been capitalised. Investment properties are held for long-term rental yields and capital growth and are not occupied by the Group. RFF measures and recognises investment property at fair value where the valuation technique is based on unobservable inputs. Changes in fair value are presented through profit or loss in the Consolidated Statement of Comprehensive Income. Capital expenditure that enhances the future economic benefits of the assets are capitalised to investment property. Incentives provided are also capitalised to the investment property and are amortised on a straight-line basis over the term of the lease as a reduction of rental revenue. C3 Plant and equipment – bearer plants 2022 Opening net book amount Acquisitions Additions Capitalisation of borrowing costs Classified as held for sale or disposals Depreciation and impairment Fair value adjustment - profit and loss Fair value adjustment - other comprehensive income Closing net book amount 2021 Opening net book amount Additions Capitalisation of borrowing costs Disposals Depreciation and impairment Fair value adjustment - profit and loss Fair value adjustment - other comprehensive income Closing net book amount Bearer Plants - Almonds $'000 125,580 - 363 - - (2,808) - Bearer Plants - Vineyards $'000 23,815 - - - (173) (1,213) (1,413) Bearer Plants - Macadamias $'000 11,387 35,480 5,001 14 - (1,512) (2,690) Total $'000 160,782 35,480 5,364 14 (173) (5,533) (4,103) 1,813 (3,756) 600 (1,343) 124,948 17,260 48,280 190,488 Bearer Plants - Almonds $'000 126,805 948 - (18) (2,798) - Bearer Plants - Vineyards $'000 19,756 - - - (1,016) 1,007 Bearer Plants - Macadamias $'000 6,967 3,845 1 - (218) - Total $'000 153,528 4,793 1 (18) (4,032) 1,007 643 4,068 792 5,503 125,580 23,815 11,387 160,782 Bearer plants are solely used to grow produce over their productive lives and are accounted for under AASB 116 Property, Plant and Equipment. Bearer plants are held for long-term rental yields and are not operated by the Group. RFF initially measures and recognises bearer plants at cost, including planting costs and direct costs associated with establishing these plants to maturity. After initial measurement, the Group adopts the revaluation model and bearer plants are carried at fair value less any accumulated depreciation and accumulated impairment losses. Bearer plants are subject to revaluations based on the Group’s valuation policies. Increases in the carrying amounts arising from revaluation of bearer plants are recognised in other comprehensive income and accumulated in net assets attributable to unitholders under asset revaluation reserve. Revaluation increases which reverse a decrease previously recognised in profit and loss are recognised in profit or loss. Revaluation decreases which offset previous increases are recognised in other comprehensive income in the asset revaluation reserve. Any other decreases are recognised in profit and loss. 60 38 39 61 Rural Funds Group Notes to the Financial Statements 30 June 2022 Rural Funds Group Notes to the Financial Statements 30 June 2022 C3 Plant and equipment – bearer plants (continued) C4 Financial assets – property related (continued) Significant accounting judgements in the valuation of Coleambally Irrigation Co-operative and Barossa Infrastructure Limited shares The investments in BIL and CICL are treated the same as water rights, that is, recorded at historical cost less accumulated impairment losses and not revalued. Finance leases Finance leases are measured at amortised cost. Each lease payment was allocated as a reduction to the finance lease receivable and as finance income. The finance income was charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the receivable for each period. These represent leases of property or biological assets where all the risks and benefits incidental to the ownership of the asset, but not the legal ownership, are substantially transferred from the lessor. Minimum lease payments receivable under non-cancellable finance leases of feedlots, breeders and equipment not recognised in the financial statements, are receivable as follows: Within 1 year Between 1 and 2 years Between 2 and 3 years Between 3 and 4 years Between 4 and 5 years Later than 5 years Total 2022 $'000 6,027 6,005 5,960 5,797 21,888 61,360 107,037 2021 $'000 5,880 5,876 5,858 5,802 23,183 63,567 110,166 Bearer plants are subject to depreciation over their respective useful lives calculated on a straight-line basis on the carrying amount. Depreciation commences when bearer plants are assumed ready for use which is based on when the trees reach maturity. The useful lives and maturity assumptions used for each class of depreciable asset are shown below: Fixed asset class: Almond bearer plants Vineyard bearer plants Macadamia bearer plants Depreciation commences from: Useful life: 6 years 30 years 40 years 4 years 45 - 55 years 13 years At the end of each annual reporting period, the useful life, maturity assumptions and carrying amount of each asset is reviewed. Any revisions are accounted for prospectively as a change in estimate. Bearer plants as stated on a historical cost basis is as follows: Cost Accumulated depreciation Accumulated impairment Bearer plants at historical cost less accumulated impairment C4 Financial assets – property related Financial Assets - property related Investment - BIL Investment - CICL Finance Lease - Breeders Finance Lease - Feedlots Finance Lease - Equipment Cattle Facility - Katena Pty Ltd ATF Schafferius Family Trust Finance Lease - DA & JF Camm Pty Limited Term Loan - DA & JF Camm Pty Limited Other receivables Total 2022 $'000 172,268 (15,330) (5,752) 151,186 2022 $'000 520 11,464 16,365 58,802 1,522 - - - 598 89,271 2021 $'000 130,585 (12,809) (1,827) 115,949 2021 $'000 520 11,464 17,778 55,615 1,066 532 6,004 10,000 1,333 104,312 Barossa Infrastructure Ltd (BIL) is an unlisted public Company supplying non-potable supplementary irrigation water for viticulture in the Barossa. The Group holds a minority interest in BIL. Coleambally Irrigation Co-operative Limited (CICL) is one of Australia’s major irrigation companies and is wholly owned by its farmer members. CICL’s irrigation delivery system delivers water to 400,000 hectares of area across the Coleambally Irrigation District, in the Riverina, near Griffith, NSW. The Group holds a minority interest in CICL. Finance Lease – Breeders is comprised of breeders owned by the Group which have been leased to Cattle JV, a wholly-owned subsidiary of Rural Funds Management Limited, for a term of ten years ending in 2026. As part of the arrangement, the lessee is required to maintain the breeder herd and maintain an active breeding program. The expected credit loss on the finance lease is assessed on the value of the breeder herd secured against the finance lease. This assessment involves the monitoring of the value of the breeder herd through a bi-annual mustering process conducted by Cattle JV and an annual valuation process. There has been no expected credit loss recognised at 30 June 2022 (2021: nil). Finance Lease – Feedlots is comprised of feedlots leased to JBS Australia Pty Limited (JBS) for a term of ten years ending in 2028 with a repurchase call option exercisable by JBS and a sale put option exercisable by the Group. The call option held by JBS can be exercised from year six but will incur a break fee if exercised before year ten. Finance Lease – Equipment is comprised of agricultural plant and equipment leased to 2007 Macgrove Project and Cattle JV. The secured loan and cattle finance extended to DA & JF Camm Pty Limited was fully repaid in January 2022. Other receivables relate to recognition of rental revenue on a straight-line basis in accordance with AASB 16 Leases. 62 40 41 63 l a t o T 0 0 0 $ ' - 6 5 5 , 2 3 9 0 , 6 4 8 1 4 , 0 1 1 ) 9 2 3 ( ) 9 5 0 , 1 ( 9 7 6 , 7 5 1 9 7 4 , 4 6 1 ) 0 0 8 , 6 ( 9 7 6 , 7 5 1 l a t o T 0 0 0 $ ' - 5 5 0 , 8 1 5 5 , 6 0 1 ) 8 8 1 , 4 ( 8 1 4 , 0 1 1 9 5 1 , 6 1 1 ) 1 4 7 , 5 ( 8 1 4 , 0 1 1 2 4 Rural Funds Group Notes to the Financial Statements 30 June 2022 C5 Intangible assets (continued) Water rights d e t a c o l l a n U i s a m a d a c a M i g n p p o r C s d r a y e n V i e l t t a C s d n o m A l 2 2 0 2 . s t n e m e l t i t n e d n a s t h g i r r e t a w f o n o i t a u a v l ’ s r o t c e r i D r o f 1 B e t o n o t r e f e R . s t n e m e l t i t n e d n a s t h g i r r e t a w f o p u e d a m e r a s t e s s a l i e b g n a t n I s t n e m e t a t S i l a i c n a n F e h t o t p u o r G s d n u F l a r u R s e t o N 64 2 2 0 2 e n u J 0 3 s t e s s a i e l b g n a t n I 5 C 0 0 0 $ ' 0 0 0 $ ' - - - 3 6 6 , 2 3 3 0 4 , 8 3 ) 4 3 ( ) 4 3 ( 2 3 0 , 1 7 6 6 0 , 1 7 2 3 0 , 1 7 - - 1 9 7 - 6 8 1 4 6 4 , 4 1 4 4 , 5 1 0 6 , 5 ) 0 6 1 ( 1 4 4 , 5 0 0 0 $ ' 6 3 2 , 4 0 0 5 , 3 6 5 5 , 2 ) 1 9 7 ( ) 9 2 3 ( 1 6 9 , 7 ) 1 1 2 , 1 ( 0 0 1 , 3 1 ) 9 3 1 , 5 ( 1 6 9 , 7 0 0 0 $ ' 0 0 5 - - - - - - 0 0 5 0 0 5 0 0 5 - - 9 9 0 , 1 4 6 5 , 1 3 - 3 6 6 , 2 3 3 6 6 , 2 3 3 6 6 , 2 3 - 1 6 1 , 1 8 1 5 , 3 ) 5 1 2 ( 4 6 4 , 4 5 6 7 , 4 ) 1 0 3 ( 4 6 4 , 4 - 2 7 6 , 3 7 3 5 , 4 ) 3 7 9 , 3 ( 6 3 2 , 4 9 0 2 , 8 6 3 2 , 4 ) 3 7 9 , 3 ( - - - 0 0 5 - 0 0 5 0 0 5 0 0 5 0 0 0 $ ' 0 0 0 $ ' 0 0 0 $ ' 0 0 0 $ ' d e t a c o l l a n U i s a m a d a c a M i g n p p o r C s d r a y e n V i - - - - 0 0 0 $ ' 8 4 8 , 1 0 9 1 , 4 8 3 0 , 6 0 5 7 , 6 ) 2 1 7 ( 8 3 0 , 6 e l t t a C 0 0 0 $ ' - 7 4 9 , 2 ) 9 9 0 , 1 ( - 8 4 8 , 1 0 6 5 , 2 ) 2 1 7 ( 8 4 8 , 1 - - - - - 0 0 0 $ ' 7 0 7 , 6 6 7 0 7 , 6 6 2 6 4 , 7 6 ) 5 5 7 ( 7 0 7 , 6 6 0 0 0 $ ' s d n o m A l 7 0 7 , 6 6 - - - 7 0 7 , 6 6 2 6 4 , 7 6 ) 5 5 7 ( 7 0 7 , 6 6 y t r e p o r p t n e m t s e v n i m o r f r e f s n a r T t n u o m a k o o b t e n g n n e p O i t n e r r u c - n o N s n o i t i d d A s r e f s n a r T t n e m r i a p m i f o l a s r e v e r / ) t n e m r i a p m I ( l s a s o p s D i t n u o m a k o o b t e n g n s o C l i t n e m r i a p m i d e t l a u m u c c A t n u o m a k o o b t e N t s o C 1 2 0 2 t n u o m a k o o b t e n g n n e p O i t n e r r u c - n o N s n o i t i d d A s r e f s n a r T t n e m r i a p m I t n u o m a k o o b t e n g n s o C i l t n e m r i a p m i d e t l a u m u c c A t n u o m a k o o b t e N t s o C Permanent water rights and entitlements are recorded at historical cost less accumulated impairment losses. Such rights have an indefinite life and are not depreciated. The carrying value is tested annually for impairment as well as for possible reversal of impairment. If events or changes in circumstances indicate impairment, or reversal of impairment, the carrying value is adjusted to take account of impairment losses. C6 Property – owner occupied 2022 Land Building Irrigation Total Opening net book amount Acquisitions Additions Transfer to investment property Disposals Depreciation Impairment Fair value adjustment - other comprehensive income Closing net book amount $'000 27,405 45,563 482 (9,002) (3,265) - (659) 1,272 $'000 816 5,753 433 (529) (25) (174) (253) 14 $'000 63 - 546 (9) - (4) - - $'000 28,284 51,316 1,461 (9,540) (3,290) (178) (912) 1,286 61,796 6,035 596 68,427 2021 Land Building Irrigation Total Opening net book amount Additions Impairment Depreciation Closing net book amount $'000 - 29,056 (1,651) - 27,405 $'000 - 840 - (24) 816 $'000 - 63 - - 63 $'000 - 29,959 (1,651) (24) 28,284 Property – owner occupied relates to owner occupied property that is being used to conduct farming operations by the Group and accounted for under AASB 116 Property, Plant and Equipment. Property – owner occupied are held under the revaluation model. As at 30 June 2022, this included properties that were operated by the Group including the Maryborough properties (cropping), Baamba Plains (cropping), Beerwah, Bauple (macadamias), Cerberus and Yarra (cattle.) These assets are subject to revaluations based on the Group’s valuation policies. Increases in the carrying amounts arising from revaluation of Property are recognised in other comprehensive income and accumulated in net assets attributable to unitholders under asset revaluation reserve. Revaluation increases which reverse a decrease previously recognised in profit and loss are recognised in profit or loss. Revaluation decreases which offset previous increases are recognised in other comprehensive income in the asset revaluation reserve. Any other decreases are recognised in profit and loss. Elements of Property – owner occupied are subject to depreciation over their respective useful lives calculated on a straight-line basis on the carrying amount. The useful lives and for each class of depreciable asset are shown below: The depreciation rates used for each class of depreciable asset are shown below: Fixed asset class: Land Buildings Irrigation Useful life: Not applicable 20 years 40 years 43 65 Rural Funds Group Notes to the Financial Statements 30 June 2022 C6 Property – owner occupied (continued) At the end of each annual reporting period, the useful life of each asset is reviewed. Any revisions are accounted for prospectively as a change in estimate. Property – owner occupied as stated on a historical cost basis is as follows: 2022 Cost Accumulated depreciation and impairment Net book amount 2021 Cost Accumulated depreciation and impairment Net book amount C7 Plant and equipment – other Land $'000 62,834 (1,038) 61,796 Land $'000 29,056 (1,651) 27,405 Building Irrigation $'000 6,450 (415) 6,035 $'000 600 (4) 596 Building Irrigation $'000 $'000 840 (24) 816 63 - 63 Opening net book amount Additions Transfers from finance lease - equipment Transfers from held for sale Disposals Depreciation Decrement (depreciation capitalised to developments) Impairment Closing net book amount Cost Accumulated depreciation Accumulated impairment Net book amount 2022 $'000 8,716 10,438 44 - (382) (1,456) (830) - 16,530 26,767 (8,959) (1,322) 16,486 Total $'000 69,884 (1,457) 68,427 Total $'000 29,959 (1,675) 28,284 2021 $'000 3,201 7,187 - 248 (767) (787) (337) (29) 8,716 16,711 (6,673) (1,322) 8,716 Classes of plant and equipment other than bearer plants are measured using the cost model as specified below. The asset is carried at its cost less any accumulated depreciation and any impairment losses. Costs include purchase price, other directly attributable costs and the initial estimate of the costs of dismantling and removing the asset, where applicable. 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. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are charged to profit or loss during the reporting period in which they are incurred. The Group manages and monitors its leased assets and physically attends to properties where assets are located on a regular basis. Rural Funds Group Notes to the Financial Statements 30 June 2022 C7 Plant and equipment – other (continued) The depreciation rates used for each class of depreciable asset are shown below: Fixed asset class: Capital works in progress Plant and equipment Farm vehicles and equipment Useful life: Not applicable 2-16 years 2-16 years At the end of each annual reporting period, the depreciation method, useful life and residual value of each asset is reviewed. Any revisions are accounted for prospectively as a change in estimate. Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit and loss. C8 Assets held for sale Investment property Bearer plants Total At 30 June 2022, assets held for sale relates to the Dohnt vineyard. C9 Deposits Deposit for acquisition of Kaiuroo property Total Note C2 C3 2022 $'000 542 173 715 2022 $'000 18,504 18,504 2021 $'000 1,621 - 1,621 2021 $'000 - - The Kaiuroo deposit includes stamp duty calculated on the amount paid. C10 Capital commitments Capital expenditure across all properties largely relates to macadamia developments, almond property improvements, cattle property developments and cropping property developments. These commitments are contracted for but not recognised as liabilities. Increase in the commitments during the year largely relates to the balance of settlement of the Kaiuroo property. Investment property Bearer plants Intangible assets Plant and equipment Total 2022 $'000 142,709 17,254 34,263 570 194,796 2021 $'000 16,235 38,923 35,432 140 90,730 66 44 45 67 Rural Funds Group Notes to the Financial Statements 30 June 2022 D. TAX Since 1 July 2014 both Rural Funds Trust and RFM Chicken Income Fund (a subsidiary of Rural Funds Trust at the time) became flow through trusts for tax purposes. As a result, it is no longer probable that a tax liability will be incurred in these entities in relation to future sale of assets for a gain or through trading. Rural Funds Trust considers itself an attribution managed investment trust (AMIT) RFM Chicken Income Fund was treated as a flow through trust up until the date of disposal. RFM Australian Wine Fund (a subsidiary of Rural Funds Trust) is the head of a separate tax consolidated group, taxed in its own right. RF Active (a subsidiary of Rural Funds Trust) is a public trading trust and is taxed as a company. D1 Income tax expense The charge for current income tax expense is based on the profit adjusted for any non-assessable or disallowed items. It is calculated using the tax rates that have been enacted or are substantially enacted by the balance sheet date. Deferred tax is accounted for using the balance sheet method in respect of temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding in a business combination, where there is no effect on accounting or taxable profit or loss. Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or liability is settled. Deferred tax is charged/credited in the income statement except where it relates to items that may be credited directly to net assets attributable to unitholders, in which case the deferred tax is adjusted directly against net assets attributable to unitholders. Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be available against which deductible temporary differences can be utilised. The amount of benefits brought to account or which may be realised in the future is based on management’s judgement, the assumption that no adverse change will occur in income taxation legislation and the anticipation that the consolidated group will derive sufficient future assessable income to enable the benefit to be realised and comply with the conditions of deductibility imposed by the law. The major components of income tax expense comprise: Current tax Deferred tax Adjustments in respect of deferred income tax of previous years Income tax expense reported in the Statement of Comprehensive Income Income tax expense is attributable to: Profit from continuing operations Total Deferred income tax expense included in income tax expense comprises: Increase in deferred tax liabilities Total Amounts charged or credited directly to equity Capitalised issue costs Change in fair value taken through asset revaluation reserve Total 2022 $'000 - 1,327 - 1,327 1,327 1,327 184 184 (16) (1,127) (1,143) 68 2021 $'000 283 378 (3) 658 658 658 1,596 1,596 - 1,220 1,220 46 Rural Funds Group Notes to the Financial Statements 30 June 2022 D1 Income tax expense (continued) Numerical reconciliation of income tax expense to prima facie tax payable Net profit before income tax At the statutory income tax rate of 30% (2021: 30%) Tax effect of amounts that are not taxable in determining taxable income Adjustments in respect of tax of previous years Total Franking credits 2022 $'000 210,463 63,139 (61,812) - 1,327 2021 $'000 120,292 36,088 (35,427) (3) 658 At 30 June 2022 there are $3,755,000 of franking credits available to apply to future income distributions (2021: $2,434,000). D2 Deferred tax and current tax payable Deferred tax liabilities Bearer plants Plant and equipment Fair value investment property Other assets Gross deferred tax liabilities Set off of deferred tax assets Net deferred tax liabilities Deferred tax assets Investments Other Unused income tax losses Gross deferred tax assets Set off of deferred tax liabilities Net deferred tax assets 2022 $'000 2,947 1,447 4,895 1,276 10,565 (2,931) 7,634 47 61 2,823 2,931 (2,931) - 2021 $'000 5,051 1,026 4,838 383 11,298 (3,848) 7,450 223 33 3,592 3,848 (3,848) - Recognised tax assets and liabilities Current income tax Deferred income tax Opening balance Charged to income Credited to equity Tax payments 2022 $'000 477 - - 561 2021 $'000 (1,533) (283) - 2,293 Closing balance Tax expense in the Consolidated Statement of Comprehensive Income Amounts recognised in the Consolidated Statement of Financial Position: Deferred tax asset Net deferred tax liability 1,038 477 2022 $'000 (7,450) (1,327) 1,143 - (7,634) 1,327 - (7,634) 2021 $'000 (5,855) (375) (1,220) - (7,450) 658 - (7,450) 47 69 Rural Funds Group Notes to the Financial Statements 30 June 2022 E. CAPITAL STRUCTURE AND FINANCIAL RISK MANAGEMENT RFM, the Responsible Entity of RFF, is responsible for managing the policies designed to optimise RFF’s capital structure. This is primarily monitored through an internal gearing ratio target range of 30-35% calculated as interest bearing liabilities as a proportion of adjusted total assets. The optimal capital structure is reviewed periodically, although this may be impacted by market conditions which may result in an actual position which may differ from the desired position. E1 Interest bearing liabilities Current Equipment loans (ANZ) J&F Guarantee - Borrowing loss provision Total Non-current Borrowings (ANZ) Borrowings (Rabobank) Borrowings (NAB) Total 2022 $'000 2,525 198 2,723 220,864 184,236 50,000 455,100 2021 $'000 2,407 49 2,456 220,252 123,891 - 344,143 Interest bearing liabilities are initially recognised at fair value less any related transaction costs. Subsequent to initial recognition, interest bearing liabilities are stated at amortised cost. Any difference between cost and redemption value is recognised in the consolidated statement of comprehensive income over the entire period of the borrowings on an effective interest basis. Interest-bearing liabilities are classified as current liabilities unless the Group has an unconditional right to defer the settlement of the liability for at least twelve months from the balance sheet date. J&F Guarantee Accounting policy Subsequent to initial recognition, financial guarantee contracts are measured as financial liabilities at the higher of any loss allowance calculated and the amount initially recognised. A loss allowance is recognised for expected credit losses on a financial guarantee contract. The expected credit loss is assessed based on the probability of default and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk, the risk of default at the reporting date is compared to the risk of default at the date of initial recognition. Consideration is made to factors that could impact the financial guarantee such as actual or expected significant adverse changes in business, financial or economic conditions, and any material / adverse changes to the operating results of the associated parties of the financial guarantee. J&F Guarantee The J&F Guarantee is a $132.0 million (2021: $99.9 million) limited guarantee provided by the Group to J&F Australia Pty Ltd (J&F), a wholly owned subsidiary of Rural Funds Management Limited, for a period of ten years from August 2018. From the provision of this guarantee, the Group earns a guarantee fee classified as finance income as noted in B3, paid on a monthly basis. The guarantee is currently used to support $132.0 million of J&F’s debt facility which is used for cattle purchases, feed and other costs associated with finishing the cattle on the feedlots, enabling J&F to supply cattle to JBS Australia Pty Limited (JBS) for its grain fed business. Given J&F’s primary source of income is from payments from JBS, a J&F default is only likely to occur in the event of a JBS default. In the event of a JBS default, J&F would cease buying cattle and commence selling cattle in the feedlots. As cattle are sold, J&F bank loans would be repaid. Given that lot-fed cattle can gain up to 2kgs per day, and are sold on a per kg basis, a material fall in the cattle price would be required for there to be a shortfall. The guarantee would be called to cover any shortfall between J&F borrowings and cattle sales but limited to $132.0 million. The guarantee fee received from J&F during the year was $9,662,000 (2021: $7,117,000). The return to the Group relating to the guarantee fee arrangement for the year was approximately 10.8% (2021: 10.6%) inclusive of interest offset savings. There was no event of default during the year, and as a result, the guarantee has not been called. Rural Funds Group Notes to the Financial Statements 30 June 2022 E1 Interest bearing liabilities (continued) J&F Guarantee (continued) The financial guarantee was recognised at fair value at inception, which was nil. Subsequently, it is carried at the value of the expected credit loss. The credit loss has been calculated considering the likelihood of the financial guarantee being triggered and its financial impact on the Group. In calculating the allowance, consideration is given to counterparty risk associated with the arrangement, with JBS being the ultimate counterparty. The credit risk of JBS was determined to not have increased significantly since initial recognition, therefore the loss allowance for the guarantee has been recognised at an amount equal to 12-month expected credit losses. Consideration is also given to the value of cattle in assessing any potential shortfall should the guarantee be called by the Group. The credit loss allowance is recognised at fair value through profit or loss. The additional credit loss provision recognised in the year was $149,000 (2021: $10,000). As part of the JBS transaction, the Group purchased five feedlots from JBS Australia Pty Limited (JBS) and leased them back to JBS. The feedlots are classified as a finance lease with a repurchase call option exercisable by JBS and a sale put option exercisable by the Group as noted in C4. The call option held by JBS can be exercised from year six but will incur a break fee if exercised before year ten in 2028. Borrowings At 30 June 2022 the core debt facility available to the Group was $520,000,000 (2021: $380,000,000), with a drawn balance of $455,100,000 (2021: $344,143,000). The facility is split into two tranches, with a $470,000,000 tranche expiring in November 2024 and a $110,000,000 tranche expiring in November 2023. As at 30 June 2022 RFF had active interest rate swaps totaling 40.2% (2021: 53.2%) of the drawn down balance to manage interest rate risk. Hedging requirements under the terms of the borrowing facility may vary with bank consent. Loan covenants Under the terms of the updated borrowing facility, the Group was required to comply with the following financial covenants for the year ended 30 June 2022: • maintain a maximum loan to value ratio of 55% (2021: 50%); • maintain net tangible assets (including water entitlements) in excess of $400,000,000; • an interest cover ratio for the Group not less than 3.00:1.00 with distributions permitted if the interest cover ratio is not less than 3.15:1.00. The loan to value ratio calculation includes the J&F guarantee of $132.0 million (2021: $99.9 million). Rural Funds Group has complied with the financial covenants of its borrowing facilities during the year. Loan amounts are provided at the Bankers’ floating rate, plus a margin. For bank reporting purposes, these assets are valued at market value based on the latest external valuation report. Refer to section B1 for Directors’ valuation of water rights and entitlements. Borrowings with Australian and New Zealand Banking Group (ANZ), Rabobank Australia Group (Rabobank) and National Australia Bank (NAB) are secured by: • • a fixed and floating charge over the assets held by Australian Executor Trustee Limited (AETL) as custodian for Rural Funds Trust, RFM Australian Wine Fund (a subsidiary of Rural Funds Trust) and RF Active; and registered mortgages over all property owned by the Rural Funds Trust and its subsidiaries provided by AETL as custodian for Rural Funds Trust and its subsidiaries. 70 48 49 71 Rural Funds Group Notes to the Financial Statements 30 June 2022 E1 Interest bearing liabilities (continued) The following assets are pledged as security over the loans: 2022 Mortgage: Leased Properties Other assets Equipment Total 2021 Mortgage: Leased Properties Other assets Equipment Total Investment property Water licences $'000 $'000 Plant and equipment - Bearer Plants $'000 Financial assets Plant and equipment Assets held for sale Total $'000 $'000 $'000 $'000 786,981 86,647 190,488 70,786 - 715 1,135,617 - - 786,981 71,032 - 157,679 - - 190,488 17,887 - 88,673 - 16,530 16,530 - - 88,919 16,530 715 1,241,066 Investment property Water licences $'000 $'000 Plant and equipment - Bearer Plants $'000 Financial assets Plant and equipment Assets held for sale Total $'000 $'000 $'000 $'000 596,924 75,648 160,782 70,464 - 1,621 905,439 - - 596,924 34,770 - 110,418 - - 160,782 24,848 - 95,312 - 8,716 8,716 - - 1,621 59,618 8,716 973,773 E2 Financial assets – other (non-property related) Investment - Marquis Macadamias Limited Investment - Almondco Australia Limited Total 2022 $'000 5,270 3,188 8,458 2021 $'000 824 2,041 2,865 The Group acquired additional shares in Marquis Macadamias Limited during the year at a cost of $4.6m. The Group’s investments in Marquis Macadamias Limited (formerly Macadamia Processing Co Limited) and Almondco Australia Limited are held at fair value through profit and loss (level 3 – see section E4). Fair value has been assessed based on the operational nature of the companies, financial information relating to the investment and management’s assessment of net realisable value. E3 Derivative financial instruments measured at fair value Assets Non-current Interest rate swaps Total other assets Current Interest rate swaps Total other liabilities Non-current Interest rate swaps Total other liabilities 2022 $'000 2021 $'000 33,698 2,930 33,698 2,930 589 589 - - 3,604 3,604 18,069 18,069 The Group’s derivative financial instruments are held at fair value (level 2 - see section E4). Rural Funds Group Notes to the Financial Statements 30 June 2022 E4 Fair value measurement of assets and liabilities This note explains the judgements and estimates made in determining fair values of Investment property, Plant and equipment – bearer plants and financial assets and liabilities that are recognised and measured at fair value in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Group has classified each item into the three levels prescribed under Australian Accounting Standards as mentioned above. Level 1 Fair value based on unadjusted quoted prices in active markets for identical assets or liabilities that the entity can access at the measurement date (such as publicly traded equities). Level 2 Fair value based on inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 One or more significant inputs to the determination of fair value is based on unobservable inputs for the asset or liability. RFF’s financial assets and liabilities relating to interest rate swap derivatives are level 2. At 30 June 2022, cattle biological assets are level 2, and all other non-financial assets are level 3. RFF’s unlisted equity investments, BIL, CICL, Marquis Macadamias Ltd and Almondco are level 3. The Group’s policy is to recognise transfers into and out of fair value hierarchy levels at the end of the reporting period. There were no transfers in the current year (2021: nil). Valuation techniques used to determine fair values Specific valuation techniques used to value financial instruments via level 2 inputs include: the use of quoted market prices or dealer quotes for similar instruments; the fair value of interest rate swaps is calculated as the present value of estimated future cash flows based on observable yield curves • • Specific valuation techniques used to value financial assets, investment property and bearer plants via level 3 are discussed in section C1. E5 Financial instruments Financial instruments are recognised initially using trade date accounting, i.e. on the date that the Group becomes party to the contractual provisions of the instrument. On initial recognition, all financial instruments are measured at fair value plus transaction costs (except for instruments measured at fair value through profit or loss where transaction costs are expensed as incurred). a. Financial assets Financial assets are divided into the following categories which are described in detail below: • • financial assets at amortised cost; and financial assets at fair value through profit or loss. Financial assets are assigned to the different categories on initial recognition, depending on the characteristics of the instrument and its purpose. A financial instrument’s category is relevant to the way it is measured and whether any resulting income and expenses are recognised in profit or loss or in other comprehensive income. b. Financial assets at amortised cost Financial assets held with the objective of collecting contractual cash flows are recognised at amortised cost. After initial recognition these are measured using the effective interest method, less provision for expected credit loss. Any change in their value is recognised in profit or loss. Discounting is omitted where the effect of discounting is considered immaterial. For trade receivables, finance lease receivables and loans receivables, impairment provisions are recorded in a separate allowance account with the loss being recognised in profit or loss. Subsequent recoveries of amounts previously written off are credited against other income in profit or loss. 72 50 51 73 Rural Funds Group Notes to the Financial Statements 30 June 2022 E5 Financial instruments (continued) c. Financial assets at fair value through profit or loss The group classifies the following financial assets at fair value through profit or loss: • • debt investments that do not qualify for measurement at either amortised cost equity investments for which the entity has not elected to recognise fair value gains and losses through other comprehensive income The Group’s derivatives, investments in Marquis Macadamias Ltd and Almondco are at fair value through profit or loss. Assets included within this category are carried in the consolidated statement of financial position at fair value with changes in fair value recognised in profit or loss. Any gain or loss arising from derivative financial instruments is based on changes in fair value, which is determined by direct reference to active market transactions or using a valuation technique where no active market exists. d. Financial liabilities Financial liabilities are recognised when the Group becomes a party to the contractual agreements of the instrument. All interest-related charges are reported in profit or loss and are included in the income statement line item titled "finance costs". Financial liabilities that are measured at fair value through profit or loss include the Group’s derivatives. All other financial liabilities are measured at amortised cost. E6 Financial risk management The Group is exposed to a variety of financial risks through its use of financial instruments. The Group‘s overall risk management plan seeks to minimise potential adverse effects due to the unpredictability of financial markets. The Group does not speculate in financial assets. The most significant financial risks which the Group is exposed to are described below: • Market risk - interest rate risk and price risk • Credit risk • Liquidity risk The principal categories of financial instrument used by the Group are: Loans and receivables Finance lease receivables • • • Cash at bank • Bank overdraft • • • Trade and other payables Floating rate bank loans Interest rate swaps a. Financial risk management policies Risks arising from holding financial instruments are inherent in the Group’s activities and are managed through a process of ongoing identification, measurement and monitoring. The Responsible Entity is responsible for identifying and controlling risks that arise from these financial instruments. The risks are measured using a method that reflects the expected impact on the results and net assets attributable to unitholders of the Group from changes in the relevant risk variables. Information about these risk exposures at the reporting date, measured on this basis, is disclosed below. Concentrations of risk arise where a number of financial instruments or contracts are entered into with the same counterparty, or where a number of counterparties are engaged in similar business activities that would cause their ability to meet contractual obligations to be similarly affected by changes in economic, political or other conditions. Rural Funds Group Notes to the Financial Statements 30 June 2022 E6 Financial risk management (continued) b. Interest rate risk and swaps held for hedging Interest rate risk is managed by using a floating rate debt and through the use of interest rate swap contracts. The Group does not speculate in the trading of derivative instruments. Interest rate swap transactions are entered into by the Group to exchange variable to fixed interest payment obligations to protect long-term borrowings from the risk of increasing interest rates. The economic entity has variable interest rate debt and enters into swap contracts to receive interest at variable rates and pay interest at fixed rates. The notional principal amounts of the swap contracts approximate 40.2% (2021: 53.2%) of the Group's drawn down debt at 30 June 2022. At balance date, the details of the effective interest rate swap contracts are: Maturity of notional amounts Settlement - between 0 to 3 years Settlement - 3 to 5 years Settlement - greater than 5 years Total Effective average interest rate payable Balance 2022 % 3.42 3.06 3.01 2021 % 2.70 3.24 2.97 2022 $'000 13,000 93,000 77,000 183,000 2021 $'000 15,000 73,000 95,000 183,000 The following interest rate swap contracts that have been entered into but are not yet effective as at 30 June 2022 are: Effective average interest rate payable Balance Maturity of notional amounts Settlement - between 3 to 5 years Settlement - greater than 5 years Total 2022 % 3.59 2.27 2021 % - 1.99 2022 $'000 40,000 230,000 270,000 2021 $'000 - 90,000 90,000 The net gain recognised on the swap derivative instruments for the year ended 30 June 2022 was $51,852,000 (2021: $12,923,000 gain). At 30 June 2022 the Group had the following mix of financial assets and liabilities exposed to variable interest rates: Cash Interest bearing liabilities (non-current) Total 2022 $'000 4,961 (455,100) (450,139) 2021 $'000 11,647 (344,143) (332,496) At 30 June 2022, 0.55% (2021: 0.72%) of the Group’s debt is fixed, excluding the impact of interest rate swaps. 74 52 53 75 Rural Funds Group Notes to the Financial Statements 30 June 2022 E6 Financial risk management (continued) c. Interest rate risk (sensitivity analysis) At 30 June 2022, the effect on profit before tax and net assets attributable to unitholders as a result of changes in the interest rate, including the effect of interest rate swaps, finance income and revaluation of derivatives, with all other variables remaining constant, would be as follows: Change in profit before income tax: Increase in interest rate by 1% Decrease in interest rate by 1% Change in equity: Increase in interest rate by 1% Decrease in interest rate by 1% d. Credit risk 2022 $'000 22,530 (25,135) 22,530 (25,135) 2021 $'000 17,353 (18,923) 17,353 (18,923) The maximum exposure to credit risk (excluding the value of any collateral or other security) at balance date to recognised financial assets is the carrying amount, net of any provisions for impairment of those assets. This has been disclosed in the Consolidated Statement of Financial Position and notes to the financial statements. Credit risk and associated impacts are also managed through security, in the form of guarantees, security deposits and property security in favor of the group. Counterparty credit risk for finance leases and term loans have also been assessed and accounted for through the recognition of credit loss provisions. All of the entity’s debt investments at amortised cost are considered to have low credit risk and the loss allowance recognised during the year was therefore limited to 12 months’ expected losses. Management considers the credit risk to be low where the counterparty does not have material outstanding repayments and has capacity to meet its contractual debt obligations. Debt investments are secured against collateral which is monitored by management. In recognising any potential credit loss provisions, management also assesses the collateral held. Where the fair value of such collateral is greater than the debt investment, a lower loss allowance amount is recognised. s t n e m e t a t S i l a i c n a n F e h t o t p u o r G s d n u F l a r u R s e t o N 2 2 0 2 e n u J 0 3 ) d e u n i t n o c ( t n e m e g a n a m k s i r l i a c n a n F 6 E i n r e c n o c g n o g i e h t d r a u g e a s o f t e r a l a t i p a c i g n g a n a m n e h w s e v i t c e b o s p u o r G e h T j ' l . s r e d o h t i n u o t l e b a t u b i r t t a s t e s s a t e n s a l a t i p a c s e n i f e d p u o r G e h t l i f o y t i t n E e b s n o p s e R e h T t n e m e g a n a m l a t i p a c d n a k s i r y t i i d u q L i . e i g n w o r r o b n o m o o r d a e h e a u q e d a t t a h t g n i r u s n e d n a s w o l f h s a c t s a c e r o f g n i r o t i n o m y b k s i r y t i d u q i i l s e g a n a m p u o r G e h T . e r u t c u r t s l a t i p a c l a m i i i t p o n a n a t n a m o t d n a p u o r G e h t f o . s r e d o h l t i n u o t i d a p s n o i t u b i r t s d i f o t n u o m a e h t g n i t s u d a j r o t b e d e c u d e r o t s t e s s a g n i t s e v d i y b l a t i p a c s t i t s u d a j i r o n a t n a m o t i l e b a s i p u o r G e h T i i . d e n a t n a m e r a s e i t i l i c a f e r a l e b a t e h t n i d e s o c s d l i s t n u o m a e h T . 2 2 0 2 e n u J 0 3 t a s a s e i t i l i b a i l l i a c n a n i f i d e s n g o c e r m o r f g n i t l u s e r t s e r e t n i d n a s t n e m y a p e r d e x i f y l l a u t c a r t n o c l l a s t c e l f e r w o e b l l e b a t e h T s w o l f h s a c d e t n u o c s d n u i e h t , s p a w s t e a r t s e r e n t i r o F . e t a d g n i t r o p e r e h t t a l e b a c i l p p a s e t a r t s e r e t n i g n s u i d e t a m i t s e n e e b e v a h i h c h w s w o l f h s a c d e t n u o c s d n u i l a u t c a r t n o c e h t 5 5 6 6 1 , 2 5 3 9 3 8 , 7 7 4 5 9 1 , 3 7 0 4 , 2 7 0 0 , 1 2 5 7 7 , 8 7 3 3 5 1 , 5 4 2 5 , 2 9 8 5 5 0 1 , 6 8 4 - - - 0 3 2 , 4 0 3 2 , 4 - - - - - 1 2 0 2 0 0 0 $ ' 2 2 0 2 0 0 0 $ ' 1 2 0 2 0 0 0 $ ' 2 2 0 2 0 0 0 $ ' 1 2 0 2 0 0 0 $ ' - - 1 9 4 9 3 0 , 6 0 3 5 , 6 2 2 0 2 0 0 0 $ ' 1 2 0 2 0 0 0 $ ' 2 2 0 2 0 0 0 $ ' 1 2 0 2 0 0 0 $ ' 2 2 0 2 0 0 0 $ ' - - - 4 6 4 4 6 4 6 4 8 , 8 4 3 9 5 7 , 6 6 4 0 6 6 , 1 0 4 5 , 5 - 1 1 3 , 1 4 3 1 , 7 - - 5 7 2 , 1 1 9 2 , 7 5 3 4 3 0 , 8 6 4 - 0 9 2 2 0 8 , 1 2 5 7 , 3 - - 5 3 4 5 7 9 , 5 1 2 0 2 0 0 0 $ ' 0 6 6 , 1 5 9 1 , 3 5 1 3 2 0 8 , 1 2 7 9 , 6 2 2 0 2 0 0 0 $ ' 0 4 5 , 5 3 5 1 , 5 0 5 3 9 8 5 2 3 6 , 1 1 l a t o T s r a e y 5 r e v O s r a e y 5 o t 3 s r a e y 3 o t 1 r a e y 1 o t s h t n o m 6 s h t n o m 6 n a h t s s e L s e i t i l i b a i l g n i r a e b t s e r e t n I l s e b a y a p r e h t o d n a e d a r T s p a w s t e a r t s e r e t n I s n a o l t n e m p u q E i l a t o T s e i t i l i b a i l l i a c n a n F i . d o i r e p g n i t r o p e r e h t f o d n e e h t t a e b a c l i l p p a s e t a r t s e r e t n i d r a w r o f g n s u i d e t a m i t s e n e e b e v a h 76 54 77 Rural Funds Group Notes to the Financial Statements 30 June 2022 E7 Issued units Units on issue at the beginning of the period Units issued during the year Distributions to unitholders Units on issue 2022 No. 339,900,556 42,614,203 - $'000 385,140 103,039 (16,382) 2021 No. 337,713,420 2,187,136 - $'000 360,574 4,920 19,646 382,514,759 471,797 339,900,556 385,140 The holders of ordinary units are entitled to participate in distributions and the proceeds on winding up of the Group. On a show of hands at meetings of the Group, each holder of ordinary units has one vote in person or by proxy, and upon a poll each unit is entitled to one vote. Voting is determined based on the closing market value of each unit. The Group does not have authorised capital or par value in respect of its units. Distributions totaling $44,778,000 were declared during the year. Distributions are allocated to the components of equity which is comprised of issued units and retained earnings. E8 Distributions payable Distributions payable Total 2022 $'000 11,756 11,756 2021 $'000 10,022 10,022 Rural Funds Group Notes to the Financial Statements 30 June 2022 F. OTHER ASSETS AND LIABILITIES F1 Cash and cash equivalents Cash at bank Total Reconciliation of cash 2022 $'000 4,961 4,961 2021 $'000 11,647 11,647 Cash and cash equivalents reported in the Statement of Cash flows are reconciled to the equivalent items in the Statement of Financial Position as follows: Cash and cash equivalents F2 Trade and other receivables Current Trade receivables Sundry receivables Receivables from related parties Total 2022 $'000 4,961 2022 $'000 6,239 154 349 6,742 2021 $'000 11,647 2021 $'000 3,427 787 731 4,945 Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method, less any allowance for expected credit losses. Trade receivables are generally due for settlement within 30 days. The Group has applied the simplified approach to measuring expected credit losses, which uses a lifetime expected loss allowance. To measure the expected credit losses, trade receivables have been grouped based on days overdue with no significant overdue amounts. F3 Other current assets Current Prepayments Deposits Other Total Non-current Deposits Other Total 2022 $'000 1,922 - - 1,922 10,005 129 10,134 2021 $'000 797 4,137 61 4,995 - - - 78 56 57 79 Rural Funds Group Notes to the Financial Statements 30 June 2022 F4 Biological assets 2022 Opening net book amount Additions Increases/(decrease) due to biological transformation Decreases due to sales Closing net book amount Soy beans $'000 - 2 Sugar Macadamias $'000 $'000 - 2,988 1,440 2,696 Cropping $'000 - 422 Cattle $'000 - 2,930 Total $'000 2,988 7,490 (2) 2,102 2,834 - - (5,349) 2,437 (2,349) 1,925 120 (8) 534 - 5,054 - 2,930 (7,706) 7,826 2021 Opening net book amount Additions Increases due to biological transformation Decreases due to sales Closing net book amount Soy beans $'000 - 373 Sugar Macadamias $'000 $'000 - - - 1,964 Cropping $'000 - - 105 (478) - 1,030 (6) 2,988 - - - - - - Cattle $'000 - - - - - Total $'000 - 2,337 1,135 (484) 2,988 Biological assets relate to the Group’s farming operations. In accordance with AASB 141 Agriculture the Group’s biological assets have been recognised at fair value as determined based on the present value of expected net cash flows from the crops. Cattle biological assets as at 30 June 2022 relates to livestock acquired in June 2022. The cost of acquisition approximates fair value at 30 June 2022. Fair value has been based on expected net cash flows from the crops discounted from the time of harvest. The main level 3 inputs used by the Group includes estimates based on production costs (including input and harvest costs) and the estimated time of harvest adjusted for the risks of the cash flows. Significant estimates used in determining the expected net cash flows: Sugar from cane planted (tonnes per ha) The higher the sugar from cane planted, the higher the fair value Yield Price ($ per tonne) The higher the yield, the higher the fair value The higher the net price, the higher the fair value Changes in the fair value of biological assets are recognised in the statement of comprehensive income in the year they arise. Judgements and estimates are made in determining the fair values of the biological assets that are recognised and measured at fair value in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Group has classified its biological assets into three levels prescribed under the accounting standards. 2022 Sugar Macadamias Cropping Cattle Total biological assets 2021 Sugar Total biological assets 80 Level 1 $'000 Level 2 $'000 - - - - - Level 1 $'000 - - - - - 2,930 2,930 Level 2 $'000 - - Level 3 $'000 2,437 1,925 534 - 4,896 Level 3 $'000 2,988 2,988 Total $'000 2,437 1,925 534 2,930 7,826 Total $'000 2,988 2,988 58 Rural Funds Group Notes to the Financial Statements 30 June 2022 F4 Biological assets (continued) Farming operations Sugar Fair value at 2022 $'000 2,437 Macadamias 1,925 Cropping (mungbean) 184 Cropping (other crops) 350 Unobservable inputs** Range of inputs - 2021 $'000 2,988 Sugar from cane planted (tonnes per ha) Net price ($ per tonne) (+/- 10%) Macadamia yield (tonnes) (+/- 10%) Farmgate NIS price ($ per tonne) (+/-10%) - Mungbean yield (tonnes per ha) (+/-10%) Mungbean price ($ per tonne) (+/-10%) Cost approximates fair value less costs to sell - 2022 2021 4.2 - 6.8 tonnes per ha $479 - $586 per tonne 690.4 - 843.9 tonnes $3,400 - $4,200 per tonne 0.90 - 1.10 tonnes per ha $861 - $1,052 per tonne - 4.3 - 7.0 tonnes per ha $366 - $464 per tonne - - - - - Total 4,896 2,988 F5 Inventories Current Agricultural produce - farming operations Other Total F6 Trade and other payables Trade payables Accruals Sundry creditors Total F7 Unearned income Unearned lease income Total F8 Other non-current liabilities Lessee deposits Total 2022 $'000 8 447 455 2022 $'000 2,142 2,136 875 5,153 2022 $'000 657 657 2022 $'000 3,206 3,206 2021 $'000 - - - 2021 $'000 1,597 1,413 185 3,195 2021 $'000 - - 2021 $'000 4,421 4,421 59 81 Rural Funds Group Notes to the Financial Statements 30 June 2022 F9 Asset revaluation reserve Opening balance Disposal of bearer plants Property - owner occupied revaluation Bearer plants revaluation Total comprehensive income Income tax applicable Closing balance 2022 $'000 48,347 - 1,286 (1,343) (57) 1,127 49,417 2021 $'000 59,412 (15,348) - 5,503 5,503 (1,220) 48,347 Rural Funds Group Notes to the Financial Statements 30 June 2022 G. ADDITIONAL INFORMATION G1 Key management personnel Related parties are persons or entities that are related to the Group as defined by AASB 124 Related Party Disclosures. These include directors and other key management personnel and their close family members and any entities they control as well as subsidiaries and associates of the Group. The following provides information about transactions with related parties during the year as well as balances owed to or from related parties as at 30 June 2022. Directors The Directors of RFM are considered to be key management personnel of the Group. The Directors of the Responsible Entity in office during the year and up to the date of this report are: Guy Paynter David Bryant Michael Carroll Julian Widdup Andrea Lemmon (appointed on 1 November 2021) Interests of Directors of the Responsible Entity Units in the Group held by Directors of RFM or related entities controlled by Directors of RFM as at 30 June 2022 are: Balance at 30 June 2020 Additions Guy Paynter Units 1,559,104 David Bryant* Units 15,238,034 - - Balance at 30 June 2021 1,559,104 15,238,034 Additions 185,606 1,087,428 Balance at 30 June 2022 1,744,710 16,325,462 Michael Carroll Units 84,734 133,668 218,402 36,338 254,740 Julian Widdup Units 110,203 5,562 115,765 19,261 135,026 Andrea Lemmon Units - - - 183,357 183,357 *Includes interests held by Rural Funds Management Limited as the Responsibly Entity. Other key management personnel In addition to the Directors noted above, RFM, as Responsible Entity of the Group is considered to be key management personnel with the authority for the strategic direction and management of the Group. The constitutions of Rural Funds Trust and RF Active (the stapled entities forming the Group) are legally binding documents between the unitholders of the Group and RFM as Responsible Entity. Under the constitutions, RFM is entitled to the following remuneration: • Management fee: 0.6% per annum (2021: 0.6%) of adjusted total assets; and, • Asset management fee: 0.45% per annum (2021: 0.45%) of adjusted total assets. Compensation of key management personnel No amount is paid by the Group directly to the Directors of the Responsible Entity. Consequently, no compensation as defined in AASB 124 Related Party Disclosures is paid by the Group to the Directors as key management personnel. Fees paid and payable to RFM as Responsible Entity are disclosed in note G2. 82 60 61 83 Rural Funds Group Notes to the Financial Statements 30 June 2022 G2 Related party transactions Responsible Entity (Rural Funds Management) and related entities Transactions between the Group and the Responsible Entity and its associated entities are shown below: Management fee Asset management fee Total management fees Expenses reimbursed to RFM Expenses reimbursed to RFM Macadamias Expenses reimbursed to the Cattle JV Expenses reimbursed to the RFM Farming Dividends declared to the Responsible Entity Total amount paid to RFM and related entities Rental income received from RFM Almond Fund Rental income received from RFM Rental income received from RFM Farming Rental income received from Cattle JV Rental income received from Cotton JV Rental income received from 2007 Macgrove Project Finance income from Cattle JV Interest income from Cattle JV Finance income from J&F Australia Expenses charged to RFM Almond Fund Expenses charged to RFM Macadamias Expenses charged to RFM Farming Expenses charged to Cattle JV 2022 $'000 6,850 5,138 11,988 8,290 6,927 383 363 1,460 29,411 - 20 1,748 2,001 2,871 1,296 1,835 - 9,662 - 305 69 152 2021 $'000 6,296 4,722 11,018 6,664 1,703 - - 1,336 20,721 2,123 8 1,640 1,702 2,502 1,219 1,618 50 7,117 788 123 2 - Total amounts received from RFM and related entities 19,959 18,892 The terms and nature of the historical transactions between the Group and related parties have not changed during the year ended 30 June 2022. Transactions entered between related parties during the year have been reviewed. The key movements during the year: Expenses reimbursed to RFM relates to expenses incurred or paid by RFM on behalf of the Group which are subsequently reimbursed by the Group. Examples of these expenses include corporate overheads, service recharge cost recoveries, professional service fees such as legal, audit and tax matter costs and regulatory fees and charges. During the year ended 30 June 2022, additional costs were incurred by RFM on behalf of the Group as a result of an increase in the Group’s operations. RFM Macadamias and RFM Farming perform management activities, including capital development and farm management on behalf of the Group. Expenses include service recharge cost recoveries, costs relating to farm management and capital development. These costs incurred by RFM Macadamias and RFM Farming are subsequently reimbursed by the Group. Rental income from RFM Farming largely relates to rental income from the Mayneland property. Rental income from Cattle JV largely relates to rental income from Mutton Hole and Oakland Park. Rental income from Cotton JV relates to rental income from the Lynora Downs. Rental income from RFM Almond Fund ceased on 2 December 2020 when the Group completed the sale of the Mooral almond orchard and associated plant and equipment. Expenses charged to RFM Almond Fund largely relate to the usage of water entitlement allocations for the Mooral orchard. Rural Funds Group Notes to the Financial Statements 30 June 2022 G2 Related party transactions (continued) Responsible Entity (Rural Funds Management) and related entities (continued) Finance income from J&F Australia Pty Limited (J&F) relates to the $132.0 million (2021: $99.9 million) limited guarantee provided to J&F, a wholly owned subsidiary of Rural Funds Management Limited. From the provision of this guarantee, the Group earns a guarantee fee classified as finance income. Debtors and finance lease receivables RFM Farming Pty Limited RFM Macadamias Pty Limited Cattle JV Pty Limited Total 2022 $'000 - 1,639 16,769 18,408 2021 $'000 329 946 18,120 19,395 Receivables are not secured and have terms of up to 30 days. Finance lease receivables are secured by the Group's ownership of the relevant assets. Outstanding balances are settled through payment. Finance lease receivable from Cattle JV relates to the breeders and agricultural plant and equipment leased to Cattle JV. $1,365,000 of the breeder lease balance was settled and $56,000 agricultural plant and equipment principal repayments were received during the year. Finance lease receivable from RFM Macadamias largely relates to the agricultural plant and equipment leased to 2007 Macgrove Project. $248,000 principal repayments were received during the year. Creditors Rural Funds Management Limited RFM Farming Pty Limited RFM Macadamias Pty Limited Total Custodian fees Australian Executor Trustees Limited Total Financial Guarantee 2022 $'000 884 17 30 931 2022 $'000 365 365 2021 $'000 - - - - 2021 $'000 309 309 The Group provides a $132.0 million (2021: $99.9 million) guarantee to J&F Australia Pty Limited (J&F), a subsidiary of RFM. The guarantee is currently used to support $132.0 million of J&F’s debt facility which is used for cattle purchases, feed and other costs associated with finishing the cattle on the feedlots, enabling J&F to supply cattle to JBS Australia Pty Limited (JBS) for its grain fed business. The guarantee earns a return for RFF equivalent to an equity rate of return which is calculated on the amount of the guarantee during the year. Entities with influence over the Group Rural Funds Management Other 2022 Units 12,538,659 2021 % 3.28 Units 11,843,659 % 3.48 Andrea Lemmon is a director and chair of Marquis Macadamia Limited. Marquis Macadamia Limited provides processing and selling services for the Group’s farming operations on the Beerwah and Bauple properties. The Group also holds shares in Marquis Macadamia Limited. Marquis Macadamia Limited is not a related party as defined by AASB 124 Related Party Disclosure. Procedures are in place to manage any potential conflicts of interest. 84 62 63 85 Rural Funds Group Notes to the Financial Statements 30 June 2022 G3 Parent entity information The Group was formed by the stapling of the units in two trusts, Rural Funds Trust and RF Active. In accordance with Accounting Standard AASB 3 Business Combinations, the stapling arrangement referred to above is regarded as a business combination and the Rural Funds Trust has been identified as the parent for preparing Consolidated Financial Reports. RFM Australian Wine Fund and Agricultural Income Trust Fund 1, holding the Group’s vineyard assets, are wholly owned subsidiaries of Rural Funds Trust. The financial information of the parent entity, Rural Funds Trust has been prepared on the same basis as the consolidated financial statements, except as set out below. Investments in subsidiaries and associates Investments in subsidiaries and associates are accounted for at historical cost less any accumulated impairment. Distributions received from equity investments are recognised in the parent entity’s profit or loss when its right to receive the distribution is established. The individual financial statements of the parent entity, Rural Funds Trust, show the following aggregate amounts: Statement of Financial Position ASSETS Current assets Non-current assets Total assets LIABILITIES Current liabilities Non-current liabilities Total liabilities NET ASSETS ATTRIBUTABLE TO UNITHOLDERS Issued units Asset revaluation reserve Retained earnings Total equity Statement of Comprehensive Income Net profit after income tax Other comprehensive income for the year, net of tax Total comprehensive income attributable to unitholders 2022 $'000 2021 $'000 29,321 1,321,574 1,350,895 16,746 458,306 475,052 465,075 47,505 363,263 875,843 207,328 2,413 209,741 19,183 977,665 996,848 12,563 374,422 386,985 380,440 45,093 184,330 609,863 118,089 1,435 119,524 Rural Funds Group Notes to the Financial Statements 30 June 2022 G4 Cash flow information Reconciliation of net profit after income tax to cash flow from operating activities Net profit after income tax Cash flows excluded from profit attributable to operating activities Non-cash flows in profit Gain on sale of assets Depreciation and amortisation/impairment - other Depreciation - bearer plants Amortisation of lease incentives Finance income - lease receivable Finance lease income received but excluded from profit Capitalised borrowing costs Change in fair value of investment property Change in fair value of financial assets/liabilities Change in fair value of bearer plants Impairment of property - owner occupied Impairment of intangible assets Change in fair value of biological assets Change in fair value of interest rate swaps Straight-lining of rental revenue Dividend income classified as investing cash flows Changes in operating assets and liabilities (Increase)/decrease in trade and other receivables Increase in inventories Increase in other assets Increase/(decrease) in trade and other payables Increase in unearned income Increase/(decrease) in net tax liabilities (Decrease)/increase in other liabilities Net cash inflow from operating activities Net debt reconciliation 2022 $'000 209,136 (320) 1,634 4,103 200 (3,187) - (260) (123,191) (669) 5,533 912 1,059 (5,054) (51,852) 735 (65) (1,798) (455) (848) 1,789 657 750 (1,215) 37,594 2021 $'000 119,634 (32,868) 840 4,032 200 (769) 235 - (42,289) (116) (1,007) 1,651 4,188 (1,136) (12,923) 852 (64) 503 - (4,159) (305) - (1,635) 544 35,408 This section sets out an analysis of net debt and the movements in net debt for each of the years presented. Reconciliation of net debt is presented below: Cash and cash equivalents Borrowings - repayable within one year Borrowings - repayable after one year Net debt Cash and cash equivalents Gross debt - fixed interest rates Gross debt - variable interest rates Net debt 2022 $'000 4,961 (2,525) (455,100) (452,664) 4,961 (2,525) (455,100) (452,664) 2021 $'000 11,647 (2,407) (344,143) (334,903) 11,647 (2,407) (344,143) (334,903) 86 64 65 87 Rural Funds Group Notes to the Financial Statements 30 June 2022 G7 Events after the reporting date On 22 July 2022, the Group completed the acquisition of Brooklands, a 978 hectare property located west of Rockhampton in Central Queensland for $5.9m including transaction costs. On 9 August 2022, the Group completed the acquisition of Greenfields, a 230ha property west of Rockhampton in Central Queensland for $3.0m including transaction costs. This property will be incorporated as part of Rookwood Farms. In August 2022, the following changes were made to the Group’s loan covenant and banking requirements. The interest cover ratio was decreased for the Group to be not less than 2.00:1.00 with distributions permitted if the interest cover ratio is not less than 2.15:1.00. In addition, the hedging requirement was decreased to 30% for the year ending 30 June 2023. No other matter or circumstance has arisen since the end of the year that has significantly affected or could significantly affect the operations of the Group, the results of those operations or the state of affairs of the Group in future financial years. G8 Contingent liabilities Other than what has been disclosed in the accounts there are no contingent liabilities as at 30 June 2022. Rural Funds Group Notes to the Financial Statements 30 June 2022 G5 Remuneration of auditors During the year the following fees were paid or payable for services provided by the auditor of the Group: PricewaterhouseCoopers Australia: Audit and review of financial statements Other statutory assurance services: Compliance audit Total G6 Other accounting policies Cash and cash equivalents 2022 $ 2021 $ 379,576 396,657 35,647 415,223 20,395 417,052 Cash and cash equivalents comprise cash on hand, demand deposits and short-term investments with less than 3 months of original maturity which are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value. Bank overdrafts also form part of cash equivalents for the purpose of the consolidated statement of cash flows and are presented within current liabilities on the consolidated statement of financial position. Goods and services tax (GST) Revenue, expenses and assets are recognised net of the amount of goods and services tax (GST), except where the amount of GST incurred is not recoverable from the Australian Taxation Office (ATO). Receivables and payables are stated inclusive of GST. The net amount of GST recoverable from, or payable to, the ATO is included as part of trade and other receivables or payables in the Consolidated Statement of Financial Position. Cash flows in the Consolidated Statement of Cash Flows are included on a gross basis and the GST component of cash flows arising from investing and financing activities which is recoverable from, or payable to, the taxation authority is classified as operating cash flows. Leases Leases of fixed assets or biological assets where substantially all the risks and benefits incidental to the ownership of the asset, but not the legal ownership, are transferred from the lessor, are classified as finance leases. Lease payments for operating leases, where substantially all of the risks and benefits have not been transferred from the lessor, are charged as expenses on a straight-line basis over the life of the lease term. Lease incentives under operating leases are recognised as a liability and amortised on a straight-line basis over the life of the lease term. Provisions Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for which it is probable that an outflow of economic benefits will result, and that outflow can be reliably measured. Provisions are measured at the present value of management's best estimate of the outflow required to settle the obligation at the end of the reporting period. The discount rate used is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the unwinding of the discount is taken to finance costs in the income statement. Provisions for distributions Provision is made for the amount of any distribution declared, being appropriately authorised and no longer at the discretion of the Group, on or before the end of the reporting period but not distributed at the end of the reporting period. 88 66 67 89 Rural Funds Group Directors’ Declaration 30 June 2022 In the Directors of the Responsible Entity’s opinion: 1 The financial statements and notes of Rural Funds Group set out on pages 14 to 67 are in accordance with the Corporations Act 2001, including: 36 89 a. b. complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and giving a true and fair view of the Group’s financial position as at 30 June 2022 and of its performance for the year ended on that date; and 2 There are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable. Note 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 persons performing the chief executive officer and chief financial officer functions as required by section 295A of the Corporations Act 2001. This declaration is made in accordance with a resolution of the Board of the Directors of Rural Funds Management Limited. David Bryant Director 31 August 2022 90 Independent auditor’s report To the stapled security holders of Rural Funds Group Report on the audit of the financial report Our opinion In our opinion: The accompanying financial report of Rural Funds Trust (the Registered Scheme) and its controlled entities (together Rural Funds Group, or the Group) is in accordance with the Corporations Act 2001, including: (a) giving a true and fair view of the Group's financial position as at 30 June 2022 and of its financial performance for the year then ended (b) complying with Australian Accounting Standards and the Corporations Regulations 2001. What we have audited The Group financial report comprises: ● ● ● ● ● ● the consolidated statement of financial position as at 30 June 2022 the consolidated statement of comprehensive income for the year then ended the consolidated statement of changes in net assets attributable to unitholders for the year then ended the consolidated statement of cash flows for the year then ended the notes to the financial statements, which include significant accounting policies and other explanatory information 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 One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001 T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au Level 11, 1PSQ, 169 Macquarie Street, Parramatta NSW 2150, PO Box 1155 Parramatta NSW 2124 T: +61 2 9659 2476, F: +61 2 8266 9999, www.pwc.com.au 68 Liability limited by a scheme approved under Professional Standards Legislation. 9191 69 Our audit approach Key audit matters 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. The structure of Rural Funds Group is commonly referred to as a “stapled group”. In a stapled group the securities of two or more entities are 'stapled' together and cannot be traded separately. In the case of the Group, the units in Rural Funds Trust have been stapled to the units in RF Active. For the purposes of consolidation accounting, Rural Funds Trust is 'deemed' the parent and the Group financial report reflects the consolidation of Rural Funds Trust and its controlled entities, including RF Active. Materiality ● For the purpose of our audit, we used overall Group materiality of $2,200,000, which represents approximately 5% of the Group’s Adjusted Funds from Operations. ● We applied this threshold, together with qualitative considerations, to determine the scope of our audit and the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements on the financial report as a whole. ● We chose Adjusted Funds from Operations because, in our view, it is the benchmark against which the performance of the Group is most commonly measured. ● We utilised a 5% threshold based on our professional judgement, noting it is within the range of commonly acceptable thresholds. Audit Scope ● Our audit focused on where the Group made subjective judgements; for example, significant accounting estimates involving assumptions and inherently uncertain future events. ● The audit of the Group was performed by a team which included individuals with industry expertise and property valuation experts. 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 Committee. Key audit matter How our audit addressed the key audit matter Valuation of agricultural properties, which comprise: - Investment property $787m - Bearer plants $190.5m - Intangibles (water entitlements) $157.7m - Property – owner occupied $68.4m (Refer to note C2, C3, C5 and C6) The Group holds agricultural properties for long-term leasing or for development into orchards. Cropping operations are performed on an interim basis for unleased portions of land where developments have not commenced. Each agricultural property held for leasing or development comprises one or more of the following three components: • investment property (including land and infrastructure attached to land) • bearer plants (including almond trees, macadamia trees and wine grape vines) • water entitlements. Agriculture properties on which cropping operations are currently conducted by the Group are classified as property–owner occupied. The Group’s valuation policy requires agricultural properties to be externally valued by an expert at least every two years or more often where the Group considers appropriate. External valuations provide an aggregate value for each agricultural property. Key variables and considerations in the valuations can include discount rates, passing rents, comparable sales, market rent, cattle carrying capacity, value per cattle adult equivalent. Factors such as associated lease agreements, prevailing market conditions, and the individual nature, condition and location of these properties impact these variables, and overall valuations. For a selection of external valuations obtained by the Group, together with PwC real estate property valuation experts: • we assessed the competency, qualifications, experience and objectivity of the external valuers • we read the valuers’ terms of engagement to identify any terms that might affect their objectivity or impose limitations on their work relevant to the valuation • we interviewed external valuers in relation to a selection of properties subject to valuation and on the rationale behind the chosen allocation techniques • we compared a sample of inputs used in the valuation and allocation models, such as rental income and lease terms, to the relevant lease agreements and/or other supporting documents • we assessed the reasonableness of certain inputs including, where applicable, market rents, discount rates and capitalisation rates, rates per ha, cattle carrying capacity, value per cattle adult equivalent used in the valuation and allocation models, for a sample of properties based on benchmark market data • we inspected the final valuation reports and compared the fair value as per the valuation to the value recorded in the Group’s accounting records. For properties not subject to external valuations, we discussed with the directors and evaluated the directors’ internal assessment of the fair value of the properties and their assertion that the properties are carried at fair value 92 70 71 93 Key audit matter How our audit addressed the key audit matter Key audit matter How our audit addressed the key audit matter as per the latest external valuation report, adding any capital expenditure made during the intervening period. We conducted site inspections of selected macadamia and cattle properties in Maryborough, Bundaberg and around Rockhampton in Queensland. We assessed the adequacy of the disclosures in Notes C1, C2, C3, C5 and C6 of investment property, bearer plants, water entitlements and property-owner occupied considering the requirements of Australian Accounting Standards. The aggregate value of each agricultural property is allocated across the components of investment property (carried at fair value), bearer plants (carried under revaluation model), water entitlements (carried at cost less accumulated impairment), and property – owner occupied (carried under revaluation model). The directors, or external valuers where appropriate, determined the suitable allocation technique to be applied to each agricultural property, considering the nature and characteristics of the property including any lease encumbrances. This was a key audit matter because: • agricultural properties are fundamental to the Group’s business model. Investment properties, bearer plants and water entitlements, and property – owner occupied form the majority of the Group’s assets in the consolidated statement of financial position • the nature of agricultural property valuations is inherently subjective due to the use of assumptions and estimates in the valuation model. • the selection and application of allocation techniques are inherently subjective due to the unique characteristics of each property • the valuations and allocation outcomes are sensitive to key inputs/assumptions in the model such as the discount rate and capitalisation rates, the utilisation of comparable sales data and to allocation techniques. 94 72 Related party transactions (Refer to note G2) The Group’s Responsible Entity, along with other funds for which it is the Responsible Entity, are considered related parties of the Group. Key transactions with these parties include: • rental income from the lease of agricultural properties • finance income from the lease of cattle • finance and interest income • management fees and asset management fees paid • distributions from investments • reimbursement of operating expenses and development costs • provision of a limited financial guarantee and receipt of associated fee income Related party transactions were a key audit matter due to the significant impact of these transactions on the results of the Group. Additionally, because of their nature, they are pervasive and material to the presentation of and disclosures within the financial report. We developed an understanding of the Group’s relevant controls and processes for identifying related parties and related party transactions. For significant contracts entered into during the year, we verified that the transactions were appropriately approved. For a sample of lease income recorded during the year, we compared the lease income to the relevant supporting documents including the lease agreements. For a sample of cropping expenses/macadamia development costs recharged, we obtained and agreed to relevant supporting documents including invoices. For management fees and asset management fees, we compared the rates used to determine fees to the rates disclosed in the explanatory memorandum issued on formation of the Group. We discussed the related party transactions with management to develop an understanding of the business rationale for the transactions. In relation to the financial guarantee, we developed an understanding of the arrangement from reading the historic Explanatory memorandum, subsequent amendments and from discussions with management and others of the purpose, terms and conditions, and substance of the arrangement. For a sample of guarantee income recorded we agreed to relevant supporting documents including invoices. We assessed the adequacy of the disclosures in Note G2, of related party relationships and transactions considering the requirements of Australian Accounting Standards. Other information The directors of the Responsible Entity are responsible for the other information. The other information comprises the information included in the annual report for the year ended 30 June 2022, 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 Directors' Report, Additional Information for Listed Public Entities and the Corporate Directory. 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. 73 95 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 of the Responsible Entity and use our professional judgement to determine the appropriate action to take. Responsibilities of the directors of the Responsible Entity for the financial report The directors of the Responsible Entity 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 of the Responsible Entity determines 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 of the Responsible Entity 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 of the Responsible Entity either intends to liquidate the Group or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the financial report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf. This description forms part of our auditor's report. PricewaterhouseCoopers Rod Dring Partner Sydney 31 August 2022 96 74 75 97 Investor information How do I invest in Rural Funds Group (RFF)? Can I reinvest my distribution? RFF has a Distribution Reinvestment Plan (DRP) which allows you to reinvest all, or part of any distribution paid on your Units in additional Units, instead of receiving the distribution in cash. New Units are issued to you immediately after the distribution is paid. Participation in the DRP is optional. Where can I find more information about RFF? Rural Funds Management website, www. ruralfunds.com.au/investments/rural-funds- group contains comprehensive information about RFF including property portfolio, unit price, announcements and publications. The website also provides information on the manager, Rural Funds Management Limited, including Board, corporate governance, sustainability, and experience. RFF units are listed on the Australian Stock Exchange (ASX: RFF). Units may be bought or sold using a suitably licensed financial adviser, stockbroker or online broking facility. How do I find out what my units are worth? RFF unit price, trading volume, announcements and other information about units can be found on the ASX website, www.asx.com.au or in the financial section of major newspapers. Can I receive all correspondence electronically? Yes, you can elect to receive all communications, including the annual report, electronically by completing the communications preferences online via www.investorserve.com.au or by completing a communications election form. When do I receive a distribution? RFF pays quarterly distributions, and the announcements can be found on the ASX website. RFF pays distributions via direct credit and Unitholders will receive confirmation via email or post confirming that the payment has been made and a statement that sets out the details of the payment. 98 Responsible Entity and Manager Rural Funds Management Ltd ABN 65 077 492 838 AFSL 226 701 Level 2, 2 King Street Deakin ACT 2600 Locked Bag 150 Kingston ACT 2604 Phone: 1800 026 665 Email: investorservices@ruralfunds.com.au Website: www.ruralfunds.com.au Registry Boardroom Pty Limited GPO Box 3993, Sydney NSW 2001 Phone: 1300 737 760 Website: www.boardroomlimited.com.au Disclaimer and important information This publication is not an offer of investment or product financial advice. Rural Funds Management Limited (RFM), ABN 65 077 492 838 AFSL No. 226701, has prepared this publication based on information available to it. Although all reasonable care has been taken to ensure that the facts and opinions stated herein are fair and accurate, the information provided has not been independently verified. Accordingly, no representation or warranty, expressed or implied, is made as to the fairness, accuracy or completeness or correctness of the information and opinions contained within this document. Whilst RFM has taken all reasonable care in producing the information herein, subsequent changes in circumstance may at any time occur and may impact on the accuracy of this information. Neither RFM, nor its directors or employees, guarantee the success of RFM’s funds, including any return received by investors in the funds. Past performance is not necessarily a guide to future performance. The information contained within this document is a general summary only and has been prepared without taking into account any person’s individual objectives, financial circumstances or needs. Before making any decisions to invest, a person should consider the appropriateness of the information to their individual objectives, financial situation and needs, and if necessary seek advice from a suitably qualified professional. Financial information in this publication is as at 30 June 2022, unless stated otherwise. RFM is the Responsible Entity and Manager for Rural Funds Group (ASX: RFF). RFF is a stapled entity incorporating Rural Funds Trust ARSN 112 951 578 and RF Active ARSN 168 740 805. Australian Executor Trustees Limited is the custodian for the Rural Funds Group. To read more about their privacy principles, please visit www.aetlimited.com.au/privacy. R U R A L F U N D S G R O U P A N N U A L R E P O R T 2 0 2 2 Managed by:

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