Annual
Report
20
24
Inspiring you to live
your passion
This report contains forward-looking statements. While
these forward-looking statements reflect Super Retail
Group’s expectations at the date of this report, they are
not guarantees or predictions of future performance or
statements of fact. These statements involve known and
unknown risks and uncertainties, which may cause actual
results to differ materially from those expressed in the
statements contained in this report.
There are inherent limitations with respect to scenario
analysis, and it is difficult to predict which, if any, of the
scenarios might eventuate. Scenario analysis is not a
forecast and is not intended to represent a full and
definite description of the future, but rather the key
factors that could drive future developments. Scenarios
do not constitute definitive outcomes or probabilities,
and scenario analysis relies on assumptions that may or
may not be, or prove to be, correct and may or may not
eventuate. Scenarios may also be impacted by additional
factors to the assumptions disclosed.
Super Retail Group makes no representation, assurance or
guarantee as to the accuracy or likelihood or fulfilment of
any forward-looking statement or any outcomes expressed
or implied in any forward-looking statement. Except as
required by applicable laws or regulations, neither Super
Retail Group nor any other person undertakes to publicly
update or review any forward-looking statements, whether
as a result of new information or future events. Past
performance cannot be relied on as a guide to future
performance. Super Retail Group cautions against reliance
on any forward-looking statements or guidance.
There are references to ‘IFRS’ and ‘non-IFRS’ financial
information in this report. Non-IFRS financial measures are
financial measures other than those defined or specified
under any relevant accounting standard and may not be
directly comparable with other companies’ information.
Non-IFRS financial measures are used to enhance the
comparability of information between reporting periods.
Non-IFRS financial information should be considered in
addition to, and is not intended to be a substitute for, IFRS
financial information and measures. Non-IFRS financial
measures are not subject to audit or review.
This Annual Report is a summary of the operations,
activities and performance of Super Retail Group Limited
(ABN 81 108 676 204) (the Company or Super Retail
Group) and its subsidiaries (the Group) for the financial
year ended 29 June 2024. The financial year for FY24
represents a 52-week period.
In this Annual Report, references to ‘we’, ‘us’, ‘our’
and ‘Group’ refer to the Company and its subsidiaries.
References in this report to ‘the year’, ‘the period’ or
‘the reporting period’ are to the financial year ended 29
June 2024 (FY24), and comparisons of FY24 performance
are by reference to the financial year ended 1 July 2023,
unless otherwise stated.
All dollar figures are expressed in Australian dollars,
unless otherwise stated.
Super Retail Group is conscious of reducing the
environmental footprint associated with the production
of the Annual Report, and printed copies are only
posted to shareholders who have elected to receive a
printed copy.
Important notice
About this report
Super Retail Group acknowledges
the Traditional Custodians of Country
throughout Australia and recognises their
continuing connection to land, waters
and communities.
We pay our respect to Aboriginal and
Torres Strait Islander cultures, and to
Elders past and present.
We also operate in Aotearoa New Zealand,
and we acknowledge ngā iwi Māori
as Tangata Whenau (First People)
of Aotearoa.
Super Retail Group is committed to
upholding the Te Tiriti o Waitangi -
Treaty of Waitangi principles,
developing relationships with, and
supporting local iwi.
Manaaki whenua,
Manaaki tāngata,
Haere whakamua.
If we care for the land,
If we care for the people,
We can move forward into the future.
Māori proverb
Acknowledgement
of Country
Chair’s message
CEO’s message
About us
Our strategy
Review of operations and performance
Group
Supercheap Auto
rebel
BCF
Macpac
Risk
Climate
Our team
Board of Directors
Executive Leadership Team
Directors’ Report
Remuneration Report
Financial Statements
Shareholder information
Glossary
Corporate directory
3
5
9
11
13
13
17
21
25
29
33
38
45
47
49
51
57
89
150
153
158
Contents
3
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Dear Shareholders
Chair’s
message
Super Retail Group marked its 20th
anniversary as a public company
during the 2024 financial year with
the opening of our 750th store,
another record sales result and the
delivery of total annual shareholder
returns (including dividends) of
30 per cent.
Since listing on the Australian
Securities Exchange in 2004, Super
Retail Group has forged a reputation
as one of the leading retail
businesses across Australia and
New Zealand.
The Group’s performance over the
past 12 months reinforced this
status, adding a fresh chapter to our
growth story despite a challenging
retail landscape.
Fuelled by persistently high inflation,
cost-of-living pressures escalated for
consumers during the year, driving
changes in shopping priorities and
behaviour, particularly around the
nature of discretionary purchases.
Nevertheless, the Group successfully
traversed the challenging
macroeconomic environment to
deliver a robust set of financial
results with higher sales and gross
margin, reinforcing the resilience and
agility of the Supercheap Auto, rebel,
BCF and Macpac brands.
Total sales increased by 2 per cent
to $3.9 billion during FY24,
supported by network expansion
and another year of strong growth
in online sales.
Such a performance reflects the
work undertaken over many years in
building an omni-retail strategy and
business fit for all seasons.
The performance also highlights
the invaluable role played by team
members across Super Retail Group.
On behalf of the Board, I want to
recognise the commitment and
passion of our team members during
the year. The team has set high
standards through their consistently
strong performance over many
years, and they once again surpassed
our expectations over the past 12
months.
The Board also acknowledges the
important contribution of the
Group Managing Director and Chief
Executive Officer Anthony Heraghty
and his leadership team. Together
with our team members, our leaders
have executed our strategy and once
again delivered strong returns for our
shareholders.
Strategy
The FY24 performance underscored
the value of our omni-retail strategy,
demonstrating why we continue
to invest in both our store network
and our capability in personalisation
and loyalty. Investments in store
openings and refurbishments, loyalty
programs, and data analytics position
the business to capitalise on strong
and enduring relationships with our
customers.
The value in this work is straight
forward: by knowing our customers
better and understanding how and
when they want to shop, we can
better serve their requirements.
Across our four core brands, Super
Retail Group boasts one of the
largest active club memberships in
Australia and New Zealand with more
than 11.5 million members. The
power of this membership base is
perhaps best illustrated by customer
analytics that show club members
now account for more than 75 cents
in every dollar of sales. Our club
member surveys indicate they are
among our most satisfied customers,
with strong engagement across all
four core brands.
Capital management
The Board remains conscious of
the need to maintain disciplined
capital allocation to support both
the company’s financial position and
returns for shareholders.
The Board determined to pay a fully
franked final ordinary dividend of
37 cents a share, which is towards
the upper end of our dividend
payout policy. In addition to the final
ordinary dividend, shareholders
will receive a fully franked special
dividend of 50 cents a share.
Together with the interim ordinary
dividend of 32 cents a share,
shareholders will receive aggregate
dividend payments in respect of FY24
of 119 cents a share.
4
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Board and governance
Strong governance is fundamental
in delivering our strategic and
sustainability goals and provides the
platform for the way we work.
The Group continues to embed our
sustainability commitments and
priorities into both our strategy and
approach to risk management. This
is an integral part of the Group’s
commitment to creating long-term
value for our stakeholders.
Governance of social and
environmental matters is more
important than ever for companies
continuing to deliver sustainable
growth and this helps inform the
Board’s decision-making.
As flagged last year, in September
2023 the Board established a
Board Risk and Sustainability
Committee to reflect the increased
responsibilities directors face in
considering sustainability and climate
matters. The new arrangements are
working well and leave the Board
well positioned to afford proper
consideration to an area in which all
companies are necessarily devoting
increased time and resources.
The Board maintains a sharp focus
on safety, health and wellbeing
and remains concerned about the
safety performance during FY24,
predominantly related to manual
handling injuries. While management
has assured the Board that a
program of initiatives is underway
to understand and address the
decline, the safety of our people, our
customers and the community is a
non-negotiable for everyone at
Super Retail Group. The Board is
committed to open and transparent
reporting as we work to improve this
priority area.
The Board also acknowledges the
allegations made in the workplace
proceedings commenced in the
Federal Court of Australia. Whilst we
cannot discuss the proceedings, since
late 2023, the Board has reviewed
and investigated these matters
with the support of independent
external advisers. The reviews and
investigations concluded that none of
the allegations were substantiated.
We reiterate that the proceedings
will be vigorously defended.
We will continue to monitor
governance arrangements in line
with best practice to ensure the
Board can provide appropriate
oversight of and support for
management.
In a similar manner, we continually
review the combined expertise,
experience and tenure of Directors
in our succession planning for
the Board.
In line with our plans initially
canvassed with shareholders in 2022,
I will retire from the Board at the
2024 Annual General Meeting. In
June 2024, we announced the Board
has elected current Non-Executive
Director Judith Swales as the next
Chair of Super Retail Group, effective
from the conclusion of the Annual
General Meeting on 24 October
2024. With her background in high-
performing retail businesses and
expertise in digital transformation,
Judith is the right person to lead
Super Retail Group through its next
phase of growth.
During the year, we welcomed
experienced director Penny
Winn to the Board. With a deep
understanding of the retail and
the Fast-Moving Consumers Goods
sectors, Penny provides meaningful
and insightful contributions to Board
discussions.
At the end of the financial year,
Howard Mowlem retired from the
Board, standing down after more
than seven years as an independent
Non-Executive Director. During his
time with the Group, Howard was
an effective and diligent Chair of the
Board Audit Committee and provided
sound counsel and support in his
broader Board responsibilities. We
wish him well with his retirement.
In August 2024, we announced the
appointment of Colin Storrie as an
Independent Non-Executive Director,
effective 1 September 2024. Colin
has experience spanning the retail,
financial services, aviation, travel,
logistics and technology sectors
from both Board and executive
roles. Colin will join the Board
Audit Committee and will chair the
Committee when Judith commences
as Super Retail Group Chair.
Looking ahead
We recognise that many customers
across Australia and New Zealand are
feeling the impact of cost-of-living
pressures. Given the economic and
geo-political uncertainty sweeping
the globe and continuing concerns
about inflation, the outlook for the
retail sector remains uncertain.
Super Retail Group’s omni-retail
offering across our four core
brands will continue to support our
customers with value for money
products, loyalty benefits and team
member expertise to help them
pursue their passions and create a
positive impact on the communities
in which we operate.
Key areas of focus for the
Group in the 2025 financial year
include new store openings and
further investment in expanding
omni-retailing capabilities,
enhancing data management and
information systems, and refining
loyalty programs and customer
personalisation.
With the strength of our brands as a
foundation, supported by strong and
experienced leadership, the outlook
for the Group over the medium and
long term remains positive. I am
confident consistent execution of our
strategy will continue to generate
strong shareholder returns over the
long term.
Thank you to all our team members
for their hard work and thank you to
our customers and shareholders for
your continuing support.
Sally Pitkin AO
Chair
5
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Dear Shareholders
CEO’s
message
Against the backdrop of a
challenging cost-of-living
environment in Australia and
New Zealand, Super Retail Group’s
strong brands and compelling
value proposition helped the
company deliver a solid financial
performance this year.
The Group delivered a record sales
result and our loyalty programs
hit a record 11.5 million active
members – a 12 per cent jump
on the previous year. Our loyalty
program members now account
for more than 75 per cent of total
sales across the Group.
Revenue growth and higher gross
margin enabled the Group to
partially mitigate the impact of
inflation-driven cost increases
which affected the business in
FY24, and the Group remains in a
strong financial position.
Our key performance metrics
included:
•
Total sales revenue up 2 per
cent to $3.9 billion
•
Gross margin up 10 bps to
46.3 per cent
•
Normalised profit before
tax down 12 per cent to
$343 million
•
Statutory net profit after
tax down 9 per cent to
$240 million
•
Normalised net profit after
tax down 11 per cent to
$242 million
•
Statutory Earnings Per Share
(EPS) of 106 cents and
Normalised EPS of 107 cents
•
A net cash position of
$218 million with no drawn
bank debt
The Board has determined
to pay a fully franked final
ordinary dividend of 37 cents
per share and a fully franked
special dividend of 50 cents
per share. Combined with the
interim dividend of 32 cents per
share, this represents aggregate
dividends for FY24 of 119 cents
per share.
The Super Retail Group team
members deserve great credit for
delivering this year’s result despite
a challenging macroeconomic
environment. Our engaged and
highly capable team members are
a key ingredient in our success
and year-on-year demonstrate an
unwavering commitment to the
business and our loyal customers.
On behalf of the entire
management team, I would like
to thank every team member
for their efforts over the past 12
months.
Team
The business continues to be
supported by a highly engaged
and passionate team. Our two
engagement surveys during the
year delivered above benchmark
results reflecting the strong
connection we have with our
16,000 team members. An
engaged team drives increased
sales and greater customer
satisfaction, so we are committed
to driving even greater
engagement with our team
members in FY25 and beyond.
To underscore the importance
of the team to the business, we
issued our one millionth team
member acknowledgement for
a job well done and for living the
company’s values through our
internal recognition platform
SOULmoments during the year.
We were pleased to support
our team with a new Enterprise
Agreement for our retail and
customer care centre team
members, which passed with a
94 per cent yes vote. The Group
6
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
was recognised during the year
by the Workplace Gender Equality
Agency (WGEA) for being one
of only 16 ASX200 companies to
have a neutral gender pay gap and
maintained its WGEA Employer
of Choice Citation for Gender
Equality.
In line with this achievement, we
continued to progress towards
our gender equality goal of
40:40:20 in Board, executive and
senior leadership positions by
2025. These efforts reflect our
ongoing commitment to creating
a harassment and discrimination-
free workplace and embedding
gender equality. We believe that
by continuously advancing our
diversity and inclusion efforts, we
are creating a fairer workplace and
driving performance with a diverse
and empowered team who are
contributing more broadly to the
communities in which we operate.
Regrettably our safety
performance slipped significantly
during the year with a 31.6
per cent increase in the Total
Recordable Injury Frequency Rate
(TRIFR), mainly due to an increase
in manual handling injuries. This
increase is unacceptable, and we
know we have serious work to do
to address the problem.
The increase in retail crime also
remains an ongoing concern. We
are strengthening our security
measures to manage these risks
by enhancing team member
training and maintaining close
collaboration with government
and law enforcement. The Group
is now rolling out a manual
handling improvement plan across
all of our brands and enhancing
our early intervention and care
program for team members.
Expanding customer base
The Group’s customer base
continues to materially expand
ahead of internal targets and our
satisfaction metrics reveal they
are more engaged with our brands
than ever.
In April 2022, the business set
itself a mission of 10 million active
customers living their passion
by 2025. At the end of FY24, we
had achieved 11.5 million active
members in our brand loyalty
programs driving a record level
of sales.
We have continued to invest in
our loyalty programs recognising
the significant potential for
incremental sales growth from
members. In October 2023,
rebel launched the Active loyalty
program which has driven
improved customer visitation.
In FY25, we will refresh the
Supercheap Auto and BCF loyalty
programs and begin work on a
new mission to attract increased
club membership.
Active club members are some of
our most loyal and high-spending
customers accounting for more
than three in four sales across
our brands in FY24. They are
also some of our most satisfied
customers with a record Group
Net Promoter Score of 69,
which reflected higher customer
engagement across each of our
four core brands.
BCF Mackay Superstore
7
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Corporate strategy
The Group maintained strong cash
flows in FY24, which enabled the
company to strategically invest in
the business while also delivering
attractive shareholder returns.
We remain focused on disciplined
capital allocation to maintain
the business’s financial position
and Earnings Per Share for our
investors.
The Group is determined to
continue creating long-term
value for our shareholders. We
have successfully grown the
market share of our four core
brands by investing in new
stores and exciting formats
and further leveraging its
active club membership base
through enhanced offers and
personalisation.
Our store network continues to be
the backbone of our omni-retail
business and in the last financial
year we invested $72 million in 28
new stores, format upgrades and
refurbishments. We are planning
25 new store openings in FY25.
The business invested a further
$63 million in enhancing omni-
retailing capabilities, boosting
Supercheap Auto’s trade
capability, strengthening its
data management and core
information systems, building
a new automated distribution
centre and improving loyalty
programs.
Online sales
Excelling in omni-retail execution
remains a key pillar of the Group’s
strategy and the Group continues
to invest in its digital capability to
enhance the online experience for
our customers. Online sales grew
by 9 per cent to $485 million and
now represent 13 per cent of total
Group sales.
Four core brands
Our four core brands continue
to resonate strongly with our
customers, with each recording
improved Net Promoter Scores
and strong sales.
Supercheap Auto recorded full
year sales of $1.5 billion, an
increase of 3 per cent on FY23 and
record Earnings Before Interest
and Taxation (EBIT). The business
carried out a record number of
in-store enhancements and now
has more than 4 million active
members in its loyalty program.
Sales at BCF increased by 5 per
cent to $879 million, with loyalty
club members accounting for
more than 90 per cent of all
transactions. The business opened
its third superstore in Mackay,
Queensland building on the
success of the format in Townsville
and Kawana.
Despite the challenging cost-of-
living environment, rebel’s sales
declined by just 1 per cent to
$1.3 billion in FY24. In a strong
endorsement of the popularity of
the brand in Australia, 3.3 million
club members earned points
under rebel’s new loyalty program.
Active club members account for
77 per cent of rebel sales.
Macpac opened its 97th store
during the year and recorded full
year sales growth of 3 per cent
to $222 million. The business
successfully leveraged the Group’s
store network, with more than 10
per cent of all its sales in Australia
coming from BCF and rebel stores.
Sustainability
Our customers, team members,
suppliers and shareholders expect
us to operate sustainably and limit
the impact of our operations and
products on the environment and
broader society.
We are committed to
decarbonising our operations
by improving energy efficiency
and sourcing renewable energy
to reduce our greenhouse gas
emissions for Scopes 1 and 2.
Since our FY17 base year, we
have reduced Scope 1 and 2
greenhouse gas emissions by
23 per cent. Store network growth
and warmer temperatures in
many of our locations increases
the importance of partnering with
lessors and continuing our energy
efficiency program to reduce our
emission intensity.
During the year, we continued
improving our energy efficiency
through LED lighting upgrades
across our stores and offices,
enhanced our heating, ventilation
and air conditioning systems, and
upgraded lighting circuits and
controls.
We recognise that a changing
climate presents strategic
and operational risks and
opportunities for our business
and four core brands. We
will continue to enhance our
climate reporting in response to
standards and requirements set
by the International Sustainability
Standards Board and Australian
regulators. We also released our
inaugural Reflect Reconciliation
Action Plan, which will help us
establish and build on meaningful
initiatives to better connect
with our Aboriginal and Torres
Strait Islander team members,
customers and stakeholders.
The year ahead
The outlook for consumer
spending in the year ahead
remains uncertain given the
impact of cost-of-living pressure
on household budgets. However,
Super Retail Group is well
positioned to manage future
economic challenges through its
compelling customer offering and
focus on value-for-money.
8
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Our growing customer loyalty
programs – now with 11.5 million
active members – are an effective
shock absorber for the peaks and
troughs of the economic cycle
and a significant competitive
advantage in Australian and New
Zealand retailing.
We will continue to make strategic
investments in our omni-retail
business and store network to
drive revenue growth and further
boost customer personalisation
and loyalty.
The Group has a strong balance
sheet and the best-known brands
in some of the most attractive
categories in Australian and New
Zealand retailing. We will inspire
our customers to live their passion
and remain focused on delivering
strong returns and long-term
value for our shareholders.
Finally, I would like to pay tribute
to Dr Sally Pitkin, who will retire
as the Group’s chair at the 2024
Annual General Meeting. Sally has
been Chair since 2017 and on the
Board of Super Retail Group since
2010. During that time, she has
overseen the transformation of
the Group.
On behalf of the entire
management team, I would like
to sincerely thank Sally for her
dedication and commitment to
the success of Super Retail Group
and welcome Judith Swales as the
new Chair.
Anthony Heraghty
Group Managing Director and
Chief Executive Officer
9
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Super Retail Group Limited (ASX:SUL) is the proud owner of four iconic brands: Supercheap Auto,
rebel, BCF and Macpac, and is one of Australia and New Zealand’s largest retailers.
Our powerful brands have leading positions in growing high-involvement lifestyle categories of auto,
sports, and outdoor leisure. We provide our customers and highly engaged 11.5 million active club
members with the option to experience our brands whenever and however they choose – whether
that’s through our network of 759 stores or via Click & Collect or home delivery.
Supercheap Auto is Australia
and New Zealand’s favourite
specialty automotive parts
and accessories retail
business. With 341 stores,
we provide a wide range
of service parts, tools and
accessories, as well as
products for the garage,
travel, touring and outdoors.
rebel is Australia’s leading
sporting goods retailer with
159 stores across Australia.
Through rich digital and
in-store experiences,
customers from all walks
of life can harness the
transformative power of
sport. With a broad range of
quality product and expert
knowledge, we inspire
all Australians to chase
their sporting dreams and
passions.
BCF is a leading outdoor
retailer with 162 stores
across Australia.
With expert knowledge
and service, we provide
everything you need for your
next boating, camping, or
fishing adventure, all under
the one roof.
Macpac is New Zealand’s
original, technical outdoor
brand, delivering quality
gear, made responsibly,
and trusted to last. Tested
and proven in the ultimate
outdoor test lab – New
Zealand – our gear is
designed to equip outdoor
enthusiasts to adventure
better. Launched in 1973,
Macpac has 97 stores
across Australia and New
Zealand and is committed to
delivering a great customer
experience with expert
advice.
Team members
Distribution centres
Stores
Countries of operation
Support offices
759
3
16,063
7
4
About
us
10
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Our vision, mission and values
Our reporting suite
2024 Annual
Report
Digital and print
Digital only
2024 Corporate
Governance
Statement
Super Retail Group acknowledges the Traditional
Custodians of Country throughout Australia and
recognises their continuing connection to land,
waters and communities. We pay our respect to
Aboriginal and Torres Strait Islander cultures; and
to Elders past and present.
We also operate in Aotearoa New Zealand, and we
acknowledge ngā iwi Māori as Tangata Whenau (First
People) of Aotearoa. Super Retail Group is
committed to upholding the Treaty of Waitangi
principles, developing relationships with, and
supporting local iwi.
Manaaki whenua,
Manaaki tāngata,
Haere whakamua.
If we care for the land,
If we care for the people,
We can move forward into the future.
Māori proverb
Acknowledgement of Country
This page is blank on purpose.
20
23
MODERN
SLAVERY
STATEMENT
Digital only
2023 Modern
Slavery Statement
Digital only
Reflect
Reconciliation
Action Plan
Digital only
2024 Sustainability
Report
*
* The mission to inspire 10 million active customers by 2025 was achieved in the FY24 reporting period.
To view and download these documents, see
https://www.superretailgroup.com.au/investors-and-media/reports-and-publications/
Super Retail Group is committed to establishing and maintaining corporate governance standards that protect and enhance
the sustainable performance of the Group, taking into account the interests of our stakeholders, as well as the communities
and environments in which we operate.
Our FY24 Corporate Governance Statement discloses how we have complied with the ASX Corporate Governance Council’s
Corporate Governance Principles and Recommendations (4th edition) for the reporting period. This statement has been
lodged with ASX and is available in the Corporate Governance section of our website.
To view and download our FY24 Corporate Governance Statement, see
https://www.superretailgroup.com.au/investors-and-media/corporate-governance/
Our Annual Report is part of our broader reporting suite. You can find this report and other publications on our website.
Note that some of our reports are published on our website later in the year, including our Modern Slavery Statement.
11
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
PRIMARY
VALUE
LEVERS
Growing
annual
customer
value
Ensuring
organic
growth and
capital
discipline
Being an
efficient
omni-retailer
Our
strategy
To view and download the latest corporate strategy presentation, see
https://www.superretailgroup.com.au/investors-and-media/reports-and-publications/
The Group announced its corporate strategy at its investor day in November 2019 and
reconfirmed its strategy at its investor day in May 2023.
12
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Five strategic drivers
1
2
3
4
5
GROW THE FOUR
CORE BRANDS
Focus on four core brands,
key categories and
leveraging scale.
LEVERAGE CLOSENESS TO
OUR CUSTOMER
Building a personalised
relationship with our
customers, capitalising on
data and insights.
CONNECTED OMNI-RETAIL
SUPPLY CHAIN
Continuing to build a
fit-for-purpose integrated
supply chain.
SIMPLIFY THE BUSINESS
Becoming a more efficient
and effective omni-retailer
through optimising
overhead and focusing on
customer-facing investment.
EXCEL IN OMNI-RETAIL
Enhancing our customer
experience through all
touchpoints along the
customer journey.
Progress to date1:
• Opened 94 new stores
• Completed 124 store refurbishments
• Successfully introduced multiple new store formats:
― rebel rCX stores
― Supercheap Auto next generation
― BCF superstores, small formats and in-store tackle store initiatives
― Macpac Adventurer Hub stores
• Commenced rebel and BCF regional store expansion
• Integrated Macpac product into BCF and rebel brand portfolios
• Solidified relationships with global trade partners with exclusive
brands and exclusive ranges for our customers
Progress to date1:
• Grown active club membership to 11.5m members
• Grown club member sales faster than total sales
• Launched rebel loyalty program in October 2023
• Fully embedded personalisation capability in BCF with continuing
development in Supercheap Auto and rebel
• Completed customer value propositions for all brands
• Created a data science unit with initial focus on loyalty
and personalisation
• Successfully completed loyalty test-and-learns in Supercheap Auto
and BCF supported by customer research
• Improved pricing and promotional execution through
analytical insights
Progress to date1:
• Consolidated distribution centres
• Implemented a new warehouse management system
• Commenced development of new automated
distribution centre
• Established order management system to orchestrate
online orders and improve customer experience
• Opened online high fulfilment stores to improve splits
and on-time delivery
• Implemented international freight system with
new partners
• Continuously enhanced our proactive safety approach
Progress to date1:
• Implemented workforce planning solution to underpin right
rostering and enable optimisation of our workforce
• Established quantitative pricing capability to improve pricing,
markdown and clearance outcomes
• Re-platformed gift cards
• Fully migrated IT services to public cloud
• Commenced core merchandise system upgrades
• Closed or exited non-core businesses (Rays, Infinite Retail,
AutoGuru, AutoCrew)
• Centralised operating capability in marketing, loyalty, planning,
digital and technology
Progress to date1:
• Continued improvement in NPS, indicating customer support for
work done so far
• Leveraged our store network to grow Click & Collect sales faster
than home delivery
• Elevated the look and feel of our brand websites
• Utilised AI to provide online product recommendations
• Harmonised online and in-store gross margin contribution –
agnostic as to which channels customers choose to shop
• Developed team expertise both in-store and online through
training and education
(1) Progress to date is since the Group announced its corporate strategy
in November 2019.
13
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Review of operations
and performance
Super Retail Group delivered another
year of record sales in FY24, up 2 per
cent to $3.9 billion as we continued
the successful execution of the Group
strategy.
Ongoing investment in the store
network through new store
openings, format upgrades and store
refurbishments enabled the Group
to deliver year-on-year sales growth
in a challenging market for retail.
The Group opened 28 new stores
during the period, including a new
BCF Superstore in Mackay and rebel’s
largest ever rCX store in Melbourne’s
Emporium.
Flat like-for-like sales growth reflected
the impact of higher interest rates
and increased cost of living expenses,
which dampened consumer
spending.
The Group continued to leverage our
closeness to our customers as loyalty
club membership increased by 12 per
cent to 11.5 million active members.
These customers now represent more
than three-quarters of Group sales.
rebel launched its new Active loyalty
program during the period and the
Group has been delighted with the
customer response.
Already 3.3 million club members
have earned loyalty points under this
new program.
Our team members are passionate
about customer service and this year
the Group was pleased to achieve a
record NPS score of 69. All four of our
core brands improved their customer
engagement scores compared with
the previous period.
The Group continues to invest in
improving the online sales experience
for our customers (including our Click
& Collect capability) and this helped
to deliver $485 million in online sales
during the period, 9 per cent higher
than the previous period.
Despite increased promotional
intensity across the categories in
which we operate, the Group was
able to increase its gross margin to
46.3 per cent.
Cost of doing business increased
as a result of ongoing inflationary
pressures on wages, rent and
electricity, which were only partly
mitigated by the Group’s efficiency
and cost control initiatives.
As a result of these higher costs,
Normalised profit before tax margin
for the period fell to 8.8 per cent,
which resulted in Group Normalised
profit before tax (PBT) of $343
million.
The Group delivered a statutory net
profit result of $240 million, 9 per
cent below the previous period,
which translated into statutory
earnings per share of 106 cents.
Group costs
Group and Unallocated costs of $36
million decreased by approximately
$3 million compared with FY23.
Cash flow
The Group finished the year with
a net cash position of $218 million
compared with $192 million in FY23.
Operating cash flow of $635 million
was $81 million below the previous
period and reflected the following:
•
Cash receipts from customers
increased by $91 million as a
result of higher sales;
•
Payments to suppliers and
employees increased by $108
million due to higher cost of
doing business; and
•
The Group made $133 million
in income tax payments in FY24
compared to $64 million in FY23.
Cash conversion in the period
was strong.
Overview
14
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
$m
FY24
$m
FY23
$m
Change
Revenue from continuing operations
3,882.6
3,802.6
2.1%
Statutory profit for the period after tax
240.1
263.0
(8.7%)
Segment earnings before interest and taxes (EBIT)
400.4
438.0
(8.6%)
% to sales
10.3%
11.5%
Segment normalised profit before taxes (PBT)
342.6
390.6
(12.3%)
% to sales
8.8%
10.3%
Normalised net profit after tax (NPAT)
242.1
273.5
(11.5%)
Operating cash flow
635.4
716.4
(11.3%)
Earnings per share (EPS) – basic (cents)
106.3
116.5
(8.8%)
Dividends per share (cents)
119.0
103.0
15.5%
Group results
Sales ($m)
$3,883m
FY23
FY24
$3,803m
$3,883m
FY22*
$3,551m
FY21
$3,453m
FY20
$2,825m
11.5m
Active club members
(m)
FY24
11.5m
FY23
10.3m
FY22*
9.2m
FY21
8.0m
FY20
6.6m
FY24
77%
77%
Active club members
% of total sales
FY23
73%
FY22*
70%
FY21
63%
FY20
59%
FY24
$343m
FY23
$391m
FY22*
$350m
FY21
$436m
FY20
$210m
Normalised profit
before tax (PBT)
$343m
In-store
% of total sales
87%
Click & Collect
% of total sales
6%
Home delivery
% of total sales
7%
Stores
759
$485m
Online sales ($m)
FY23
FY24
$445m
$485m
FY22*
$601m
FY21
$416m
FY20
$291m
FY24
8.8%
8.8%
Normalised
PBT margin (%)
FY23
10.3%
FY22*
9.8%
FY21
12.6%
FY20
7.4%
*FY22 was a 53-week period
15
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Normalised net profit after tax
2024
$m
2023
$m
Statutory profit for the period after tax
240.1
263.0
- Wages underpayment and remediation costs
2.0
1.7
- FWO proceedings
-
8.8
Total of items not included in NPAT
2.0
10.5
Normalised net profit after tax(1)
242.1
273.5
Capital expenditure in the store
network comprised $72 million and
included the ongoing refurbishment
of the Supercheap Auto store
network to the next generation
format, as well as investment in rebel
rCX stores and BCF superstores,
which are expected to be important
drivers of future growth.
Other capital expenditure of $63
million included investments in
omni-retailing capabilities, data,
cyber, networking, Supercheap Auto’s
trade capability, core information
systems, and loyalty. It also included
$10 million of capital expenditure on
the construction of a new automated
distribution centre at Truganina in
Victoria, which remains on track to
commence operation in FY26. Once
established, the facility at Truganina
will replace the Group’s existing
distribution centres at Altona and
Marshall Court.
Balance sheet
Total inventory of $846 million was
$58 million higher compared with
the previous period, reflecting both
an increase in unit volume and cost
of goods inflation.
Average inventory to sales of 21 per
cent was in line with the previous
period and average weeks inventory
cover was modestly higher than
the previous period, reflecting the
Group’s decision to improve stock
availability in stores.
Net inventory investment decreased
by $12 million despite the addition of
23 stores (net of closures).
The Group had $218 million of cash
and no drawn bank debt at the end
of the year.
Debt management and
financing
The Group has a $500 million bank
debt funding facility which remains
undrawn at the end of the period.
The combination of the Group’s net
cash position and committed debt
facilities provides substantial liquidity
capacity for the Group.
Capital management and
dividends
Having regard to the Group’s strong
balance sheet position, in addition
to payment of a final dividend, this
year the Board again considered it
appropriate to reward shareholders
by way of a special dividend. The
Board has determined to pay a fully
franked final dividend of 37 cents
per share and a fully franked special
dividend of 50 cents per share.
Together with the interim dividend
of 32 cents per share, this represents
aggregate annual FY24 dividends
to shareholders of 119 cents
per share.
The final dividend and the special
dividend will be paid on 17 October
2024. These dividends have not been
provided for in the consolidated
financial statements and will be
recognised in the FY25 financial
statements.
The amount of the final dividend,
together with the interim dividend,
represents an ordinary dividend
payout ratio of 64 per cent of the full
year underlying NPAT.
The Group is continuing to target a
long-term bank debt gearing position
of between zero and 0.5 times net
debt / EBITDA position (pre AASB-16).
Outlook
The outlook for consumer spending
in FY25 remains uncertain.
Current cost of living pressure
means customers are managing
their spending carefully and remain
focused on value-for-money
purchases.
Labour market conditions appear
to be easing, with unemployment
gradually rising and job vacancies
falling.
While domestic price inflation in
Australia seems to be easing, inflation
remains above the Reserve Bank of
Australia’s target range, clouding the
outlook for the timing and direction
of future interest rate movements.
Super Retail Group has a sound
track record of resilient performance
throughout the economic cycle and
the strength of our brands and our
customer value proposition mean the
Group is well-positioned to compete
with other retailers for the wallet of
the value conscious retail consumer.
The Group remains focused on our
strategy for long-term value creation
through organic growth; through
increasing the market share of our
four core brands by investing in
new stores and alternative store
formats; and through leveraging our
active club membership base with
enhanced loyalty offers and more
personalised communication with our
customers.
(1) Normalised net profit after tax is unaudited and non-IFRS.
16
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Cash flow
2024
$m
2023
$m
Net cash inflow from operations
635.4
716.4
Net cash (outflow) from investing
(134.9)
(108.5)
Net cash (outflow) from financing
(474.8)
(429.1)
Net increase in cash
25.7
178.8
Cash at the beginning of the period
192.3
13.4
Effects of exchange rates on cash
(0.2)
0.1
Cash at the end of the period
217.8
192.3
Balance sheet
2024
$m
2023
$m
- Trade and other receivables
49.9
58.1
- Inventories
846.1
788.6
- Trade and other payables
(578.9)
(490.1)
- Current tax (liabilities)
(36.9)
(30.3)
Total working capital
280.2
326.3
- Cash and cash equivalents
217.8
192.3
- Borrowings
-
-
- Lease liabilities
(1,103.4)
(1,035.0)
Net debt
(885.6)
(842.7)
- Property, plant and equipment
298.7
270.4
- Right-of-use assets
986.6
944.4
- Intangible assets
846.4
846.4
- Derivatives
0.2
2.7
- Provisions
(160.7)
(147.0)
- Deferred taxes
7.4
(32.9)
Net assets
1,373.2
1,367.6
Dividends paid during FY24
Cents per share
Total amount
$m
Payment date
FY23 final dividend (fully franked)
44.0
99.4
18 October 2023
FY23 special dividend (fully franked)
25.0
56.4
18 October 2023
FY24 interim dividend (fully franked)
32.0
72.3
12 April 2024
17
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Supercheap Auto is Australia and
New Zealand’s largest retail specialty
automotive parts and accessories
business, part of the growing auto
category. It sells a wide range of
auto products, tools and accessories,
including products for travel, touring,
outdoors, the garage and the shed.
Supercheap Auto also offers a range
of do-it-for-you fitment and services,
including wiper blade, bulb, and
battery fitting, as well as battery and
oil recycling, paint mixing and vehicle
diagnostics.
Established in 1972, Supercheap Auto
now has 341 retail stores operating
across Australia and New Zealand.
Key drivers of growth in the auto
category include a steady increase
in the number of registered vehicles
in Australia and New Zealand and
the growing popularity of four-wheel
drive and sports utility vehicles,
domestic road trips and outdoor
adventure.
Financial performance
Supercheap Auto delivered a record
year of sales in the period.
Total sales increased by 3 per cent
to $1.5 billion, driven by new store
openings and like-for-like sales
growth of 2 per cent. The increase
in like-for-like sales reflected higher
transaction volumes and a higher
average transaction value. A key
driver was the Group’s ongoing
investment in the refurbishment
of the Supercheap Auto store
network, including the upgrade of
28 Supercheap Auto stores to the
next generation format.
Auto maintenance was the strongest
performing category, reflecting
continued strength in the do-it-
yourself format as customers service
and maintain their own vehicles in
response to ongoing cost of living
pressures.
Segment profit before tax margin
declined by 60 bps as higher
operating expenses offset an 80 bps
improvement in gross margin. As a
result, Segment PBT of $203 million
was 1 per cent lower than in the
previous period.
Online sales
Online sales grew 6 per cent to $121
million and represented 8 per cent of
total sales. Click & Collect accounted
for 78 per cent of online sales.
Stores and store network
Supercheap Auto opened 11 stores
and closed one store in FY24,
resulting in 341 stores at the end of
the period. It remains on track to
achieve its target of 362 stores by
the end of FY26.
Supercheap Auto’s comprehensive
refurbishment and new store
program aims to reach over 200 next
generation stores by the end of FY26.
Key features of these stores include
increased dedicated floorspace for
growth categories, including tools
and four-wheel drive; designated
service zones for “do it for me”
fitment services; improved visibility
of Click & Collect; and better signage
and lighting.
Modernised branding in the next
generation stores has been designed
to enable Supercheap Auto to appeal
to a more diverse range of customers,
including new entrants to the
category. The Group remains pleased
with the return on investment being
delivered by the store refurbishment
program.
Supercheap Auto invested a total of
$35 million of capital expenditure in
its store network in the period.
Customer
Supercheap Auto is a category leader
in the retail auto space, with 89 per
cent brand awareness in Australia
and 93 per cent brand awareness in
New Zealand. Forty-nine per cent of
customers in Australia and 43 per
cent of customers in New Zealand
recognise Supercheap Auto as their
preferred brand in the auto category.
Supercheap Auto has more than
4.3 million active club members in
our club loyalty program following
the addition of more than 500,000
new members in the period. These
members represent 69 per cent of
Supercheap Auto’s total sales.
Supercheap Auto achieved a
customer NPS of 68 in the period,
up from 67 in FY23.
Supercheap Auto Trade
Supercheap Auto’s trade business
currently represents a small
percentage of its sales. The brand
has launched a dedicated website
for its trade customers, which is
expected to provide an enhanced
digital experience for existing
trade customers and create the
opportunity to leverage Supercheap
Auto’s current store network and
existing range of tools, parts and
auto accessories to appeal to a
broader range of business customers.
Our business
Supercheap Auto
performance
18
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
In-store
% of total sales
92%
Average active club
member NPS
68
Click & Collect
% of total sales
6%
Active club
member growth
17%
Home delivery
% of total sales
2%
Stores
341
Brand
awareness
89%
$1,498m
Sales ($m)
FY23
FY24
$1,448m
$1,498m
FY22*
$1,340m
FY21
$1,309m
FY20
$1,120m
4.3m
Active club members
(m)
FY24
4.3m
FY23
3.7m
FY22*
3.2m
FY21
2.3m
FY20
1.7m
$121m
Online sales ($m)
FY23
FY24
$115m
$121m
FY22*
$175m
FY21
$107m
FY20
$82m
13.5%
Segment PBT margin
(%)
FY23
FY24
14.1%
13.5%
FY22*
13.1%
FY21
14.7%
FY20
11.5%
FY24
$203m
FY23
$204m
FY22*
$176m
FY21
$192m
FY20
$129m
$203m
Segment profit before
tax (PBT)
$m
FY24
FY23
Change
Sales
1,497.9
1,447.9
3.5%
Segment EBIT
221.8
219.4
1.1%
Segment PBT
202.9
204.0
(0.5%)
PBT margin
13.5%
14.1%
(60bps)
Supercheap Auto
Stellar Market Research
Australia FY24
*FY22 was a 53-week period
69%
Active club members
% of total sales
FY23
64%
FY22*
59%
FY21
46%
FY20
40%
FY24
69%
19
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Strategy and outlook
Strategic priorities and key
opportunities for growth
While ongoing cost of living pressures
are expected to affect consumer
spending in FY25, the Group expects
demand in the auto category will
remain resilient as customers
continue to spend on products
and services required to keep their
vehicles on the road.
FY25 sales are also expected to
benefit from ten planned new
store openings and the ongoing
refurbishment of the store network.
In response to changing auto and
demographic trends, Supercheap
Auto is offering a range of products
and services that cater for a more
diversified customer base and a
changing mix of cars on Australian
and New Zealand roads.
Supercheap Auto remains focused
on delivering customers an excellent
omni experience across the retail
store, online and fitment service
offerings.
Key opportunities include:
•
Growing core auto product
categories that are exposed to a
growing and ageing car parc;
•
Developing emerging product
categories arising from the
adoption of electric vehicles;
•
Extending our core auto offering
into adjacent categories;
•
Focusing on widening brand
appeal to grow our addressable
market and customer base; and
•
Increased demand for “do it for
me” fitment services (including
bulbs, wiper blades and
batteries).
Transition to electric vehicles
A key area of strategic planning for
Supercheap Auto is preparing to
adapt to the increased uptake of
electric vehicles in Australia and
New Zealand. New electric vehicle
purchases in Australia more than
doubled in 2023 compared with
2022. A total of 98,436 new EVs were
sold in Australia in 2023, representing
approximately 8 per cent of new
vehicle sales. Despite the increase
in take up, there were only 180,000
electric vehicles on the road in
Australia at the end of 2023 and EVs
currently only comprise about 1 per
cent of the Australian light vehicle
market. Given the expectation for
continued growth in electric vehicle
sales, Supercheap Auto remains
focused on opportunities to leverage
demand for products arising out of
this emerging category.
Approximately 70 per cent of
Supercheap Auto’s revenue
comes from categories which are
independent of vehicle engine type.
While demand for some of the
products which Supercheap Auto
currently sells will be impacted by
electric vehicle take up, Supercheap
Auto believes there is a significant
opportunity to benefit from transition
to electric vehicles by capturing
share in new profit pools such as
charging cables, service parts and
accessories. Supercheap Auto will
continue to invest in electric vehicle-
specific ranges and to build customer
awareness around our participation
in this category to establish the brand
as a top-of-mind destination for
electric vehicle aftermarket products.
Separately, the continued growth
of the Australian and New Zealand
carparc remains a tailwind for the
auto category. There are now more
than 25 million registered vehicles in
Australia and New Zealand and the
average age of a vehicle in Australia
has increased to more than ten
years. Supercheap Auto remains
well-positioned to deliver growth in
its core auto categories as a result of
this growing and ageing car parc.
Even with the predicted uplift
in electric vehicle penetration,
Supercheap Auto expects the
number of internal combustion
engine vehicles in Australia over five
years old to be a significant driver
of demand. This will continue to
support do-it-yourself service and
maintenance categories as customers
spend more on maintaining older
vehicles.
Supercheap Auto team members at
the Wildcard racing livery launch
20
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Partnering
with
HeartKids
to fight
childhood
heart disease
Supercheap Auto has been a major
partner of HeartKids since January
2022. During this time, more than
$500,000 has been donated to
HeartKids by Supercheap Auto with
contributions from in-store customer
donations and corporate donations.
HeartKids is the only national not-
for-profit organisation solely focused
on supporting and advocating for
all children and adults impacted by
childhood-onset heart disease, one
of the largest causes of infant death
in Australia. With no known cure,
HeartKids aims to give every child,
teenager and adult in Australia living
with childhood-onset heart disease
and congenital heart disease a
fighting chance to live a long, healthy,
and fulfilling life.
The Darwin Triple Crown, the official
Indigenous round of the Supercars
Championship, featured a grid of
artwork by First Nations artists. The
artwork on the Triple Eight Race
Engineering and Supercheap Auto
#888 car, driven by Cooper Murray,
tells the story of 13-year-old HeartKid
Lilly, supported by her brother Noah,
mother Chantelle and father Derrin
from Larrakia Country. The artwork
was designed with the support of
Darwin-based artist William Hewitt,
working collaboratively with Lilly’s
family.
From the artwork centre, the circle
patterns represent the community
of the Larrakia people and the areas
they inhabit and care for. Connected
to the centre circle patterns are
pathways that flow out, paying
tribute to past and present ancestors
and their communities. Lilly’s
handprint contains palm markings
representing her life journey with
congenital heart disease, and the
circular communities highlighting
the support she has from her family.
Her journey continues with fish and
currents, signalling fresh life and
connection to land and water. As
Lilly’s story unfolds, the footprints
represent taking steps into the future
on the land of the Larrakia Country.
Aligning with the Darwin Supercars
event, 10-16 June was Hero for
HeartKids week, a major donation
drive in Supercheap Auto, where
store team members dress as
superheroes to help raise awareness
on behalf of HeartKids. The initiative
has been supported by Triple
Eight drivers Broc Feeney, Zane
Goddard, and Declan Fraser over the
three years of Supercheap Auto’s
involvement. With all Australian
Supercheap Auto stores participating
this year, $49,306 was raised during
the Hero for HeartKids campaign to
support the fight against congenital
heart disease.
From left: Cooper Murray
(Supercheap Auto Wildcard driver),
Lilly (HeartKid) and Justin Murray
(Supercheap Auto Sponsorship and
Community Manager)
Photo credit: Giovanna Webb,
HeartKids Australia
Artwork credit: William Hewitt and
HeartKid Lilly
21
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
rebel
performance
Our business
rebel is Australia’s leading sporting
goods and apparel retailer.
The brand was acquired by Super
Retail Group in 2011 and now has
159 retail stores across Australia.
rebel’s national store footprint,
leading market share and innovative
store formats make it a natural choice
for leading sports brands to showcase
their products. It is a key partner in
the Australian sports retail market
for the world’s leading global sports
brands, including Nike, adidas, Under
Armour, Puma, ASICS, New Balance,
Brooks and Reebok. rebel continues
to grow its assortment through the
addition of new and emerging brands
including, most recently, HOKA,
On, Lorna Jane, P.E Nation, Muscle
Nation and frank green. In addition,
rebel maintains a portfolio of its
own private brand products in select
categories, including Ell/Voo, Celsius,
Tahwalhi and Terrasphere.
rebel’s aspiration is to inspire all
Australians to live their sporting
dreams and passion.
As a retailer in the growing sports
category, rebel’s key structural
growth drivers include personal
fitness, health and wellbeing trends;
increased personal leisure time
resulting from flexible workplace
arrangements; and growing female
participation in sport.
Financial performance
rebel’s financial results for the period
include the one-off impact of revenue
deferral of $7 million, relating to its
new points-based member loyalty
program.
Total sales decreased by 1 per cent
to $1.29 billion. Like-for-like sales fell
by 2 per cent as weaker consumer
spending led to a decline in both
transaction volumes and average
transaction value.
Performance sports was the best
performing category, benefitting
from strength in football and licensed
apparel.
Segment profit before tax margin
declined by 330 bps due to a 120 bps
decline in gross margin and higher
operating expenses. As a result,
Segment PBT of $102 million was
30 per cent lower than the previous
period.
Online sales
Online sales grew by 12 per cent to
$222 million and represented 17 per
cent of total sales. Click & Collect
accounted for 28 per cent of
online sales.
Stores and store network
rebel opened one new store and
closed one store in FY24, resulting in
159 stores at the end of the period.
It is aiming to have 165 stores by the
end of FY26.
The rebel store network now includes
20 large format rCX stores. These
stores showcase an expanded range
of products across high-involvement
sports, with emphasis on the display
of products in “must win” running,
gym and fitness, football, basketball
and kids categories. They incorporate
experience zones - including indoor
basketball courts, football pitches
and gaming consoles - to provide our
customers with a differentiated in-
store experience.
The format has received support
from some of the world’s leading
global sports brands and has enabled
rebel to gain access to high-end and
marquee products, to extended
ranges and to exclusive products.
This year the Group opened
its largest rCX store on a 3,700
sqm footprint in Melbourne’s
Emporium. The store provides an
elevated experience for customers,
specifically across its Women’s
Apparel, Footwear and Football
Categories. rebel Emporium features
Melbourne’s first rooftop basketball
court, where customers can shoot
22
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
In-store
% of total sales
83%
Average active club
member NPS
66
Click & Collect
% of total sales
5%
Active club
member growth
4%
Home delivery
% of total sales
12%
Stores
159
Brand
awareness
92%
Stellar Market Research
Australia FY24
$1,292m
Sales ($m)
FY23
FY24
$1,309m
$1,292m
FY22*
$1,212m
FY21
$1,197m
FY20
$1,039m
3.9m
Active club members
(m)
FY23
FY24
3.7m
3.9m
FY22*
3.3m
FY21
3.2m
FY20
2.9m
77%
Active club members
% of total sales
FY23
FY24
FY22*
FY21
FY20
73%
77%
69%
68%
66%
$222m
Online sales ($m)
FY23
FY24
$198m
$222m
FY22*
$268m
FY21
$193m
FY20
$141m
7.9%
Segment PBT margin
(%)
FY23
FY24
11.2%
7.9%
FY22*
11.6%
FY21
13.9%
FY20
9.2%
$102m
Segment profit before
tax (PBT)
FY23
FY24
$146m
$102m
FY22*
$141m
FY21
$167m
FY20
$96m
rebel
$m
FY24
FY23
Change
Sales
1,291.6
1,309.1
(1.3%)
Segment EBIT
121.4
161.8
(25.0%)
Segment PBT
102.4
146.0
(29.9%)
PBT margin
7.9%
11.2%
(330bps)
*FY22 was a 53-week period
23
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
hoops while taking in the Melbourne
CBD landscape. It has dedicated
wellness and yoga zones and also
boasts a fit studio where customers
can build their workout wardrobe
through a purposefully-curated
assortment of the best of the brands.
rebel invested a total of $16 million
of capital expenditure in its store
network in the period.
Customer and loyalty
rebel is a category leader in the
Australian sporting goods and
apparel market, with 92 per cent
brand awareness. Twenty-seven per
cent of customers recognise rebel as
their preferred brand in the sports
category.
rebel grew its loyalty club
membership by 4 per cent during
the period and now has 3.9 million
members, representing 77 per cent
of its sales.
In October 2023 rebel relaunched
its rebel Active loyalty program,
which provides club members with
exclusive benefits and offers and the
ability to earn and redeem points on
purchases. Some 84 per cent of club
members have earned loyalty points
in the new program and 34 per cent
have redeemed points during the
period. The Group is delighted with
the customer response to the new
loyalty program, noting that the
average basket value for rebel Active
club members is higher than for
other customers.
rebel achieved a customer NPS of
66 in the period, up from 65 in FY23.
Strategy and outlook
FY25 will be another exciting period
for sport, highlighted by a number
of marquee events across the globe,
including the Paris 2024 Olympic
Games, the UEFA European Football
finals and, closer to home, the kick
off to the British & Irish Lions rugby
tour of Australia.
Cost of living pressures are expected
to impact consumer spending in
FY25, however the Group expects
demand in the sports category
will remain resilient given global
trends promoting the importance
of personal fitness, health and
wellbeing.
Continued participation in grassroots
sport is expected to support demand
for equipment and apparel, while
strong crowd attendances at AFL
and rugby league matches should
continue to underpin the sale of
licensed products and fan gear.
FY25 sales are also expected to
benefit from four planned new
store openings and an extensive
program of store upgrades and
refurbishments.
Key near-term growth opportunities
include:
•
Extending rebel’s national omni-
retail footprint, including rollout
of new regional stores;
•
Leveraging and growing rebel’s
relationships with international
and local trade partners;
•
Expanding market share in key
growth categories including
basketball, football, women’s
and kids;
•
Leveraging rebel’s relaunched
Active loyalty program; and
•
Growing digital sales and online
market share.
rebel Emporium, Melbourne
24
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Commitment
to grassroots
participation
and
supporting
women in
sport
The FIFA Women’s World Cup was a
catalyst for inspiring the next generation
of athletes to chase their sporting
dreams and passions. During this period,
rebel sought to inspire young female
footballers and other athletes through
multiple initiatives.
Goal Girls
The Goal Girls program, powered by
rebel and Nike, saw almost 2,000 eight
to 12-year-old girls sign up for football
training and goal setting led by rebel
ambassador Ellie Carpenter. The fun
and educational approach was designed
to help girls feel strong, confident, and
part of a community where everyone is
welcome, no matter their level of football
experience.
Mary Fowler documentary
A four-part docuseries showcasing rebel
and adidas ambassador Mary Fowler was
launched in partnership with the Seven
network across 7Plus. Profiling the rise
of the rebel ambassador and Australian
national football player, the docuseries
shared Mary’s journey from grassroots
football in Cairns to the world stage and
aims to inspire girls and women of all
ages to follow their dreams and passions
in football and life. The series delved into
topics such as tackling adversity, goal
setting and menstruation in sport.
rebel Rookies
rebel Rookies is rebel’s grassroots
initiative designed to inspire children
to start their sporting journey. In FY24
rebel hosted 10 clinics with over 1,000
attendees. rebel Rookies clinics are
specialist-run events with VIP guest
appearances, including players and
coaches. Initially starting with football,
AFL and rugby, the program expanded
during the 2024 Australian Open to
include tennis, powered by rebel partner
Wilson. Two standout events of the year
included the rebel Rookies tennis event,
featuring a special appearance by top-
ranked Australian player Ajla Tomljanovic,
where almost half of the attendees were
young girls, and the rebel Rookies football
clinic sponsored by Puma on a specially-
created pitch on Cockatoo Island during
the FIFA Women’s World Cup.
Girls Academy mentoring program
rebel is committed to the empowerment
of young Aboriginal and Torres Strait
Islander women through the Girls
Academy program, offering mentorship
across 34 schools in Queensland
and northern New South Wales. The
program has more than 1,300 enrolled
participants. Seven team members from
the program were employed in FY24.
AFLW Workplay
Workplay seeks to empower female
athletes in football, including AFLW and
VFLW players and women in umpiring, to
pursue their sporting aspirations whilst
developing successful off field careers. As
a professional network, Workplay aims to
equip female athletes with valuable tools
to thrive at every stage of their sporting
and professional careers. rebel supports
AFLW Workplay by providing flexible
employment opportunities for female
athletes. In FY24 rebel employed four
AFLW players through Workplay.
Ellie Carpenter, rebel x Nike Goal Girls
ambassador
The first rebel Rookies Tennis clinic
powered by Wilson
25
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Our business
BCF is a leading outdoor and
adventure products retailer, with
stores in every Australian state and
territory.
BCF provides its customers with
everything they need for their
next boating, camping or fishing
adventure, all under the one roof.
BCF’s goal is to provide Australians
with an outdoor store they trust to
deliver range, quality, value and great
service.
It has 162 retail stores across
Australia, including three large format
superstores in Townsville, Kawana
and Mackay.
The brand operates in the growing
outdoor leisure category, where
increasing participation in outdoor
activities including camping,
caravanning, hiking and off-road
adventure is driving growth.
Financial performance
Total sales increased by 5 per cent
to $879 million, driven by new store
openings and the continued strong
performance of partner brands.
Like-for-like sales fell by 1 per cent
as higher transaction volumes were
offset by a modest decline in average
transaction value.
Fishing and touring delivered strong
category growth in the period. It
was BCF’s biggest ever year of fishing
sales, supported by the successful
roll out of the in-store tackle store
initiative.
Segment profit before tax margin
increased by 10 bps as a 140 bps
improvement in gross margin offset
higher operating costs. As a result,
segment PBT of $54 million was 6 per
cent higher than the prior period.
Online sales
Online sales grew by 9 per cent to
$102 million and represented
12 per cent of total sales. Click &
Collect accounted for 56 per cent of
online sales.
Stores and store network
BCF opened seven new stores and
closed two stores, resulting in 162
stores at the end of the period. BCF
remains on track to reach its target of
170 stores by the end of FY26.
BCF currently has a number of
merchandising initiatives in place
across its store network to provide
the right range for its customers in
the right location. Key activities in this
program include:
•
Offering an extended fishing
range, tailored to individual store
locations, via the in-store tackle
store initiative. BCF has 17 tackle
stores and plans to have 30 by
the end of FY27;
•
Amplification of the 4x4 and
touring offering in key sites
through extended ranges from
key brands including XTM,
DARCHE, Hardkorr, Rhino-Rack
and MSA;
•
Extended ranges of key
categories available online,
supported by online customer
experience improvements;
•
Expansion of the Macpac winter
apparel and accessories offering
in BCF stores, particularly in
southern states; and
•
Ongoing investment in private
and strategic brands.
Following the opening of its first
superstore in Townsville in November
2022, BCF has now opened two more
superstores in Kawana and most
recently Mackay. BCF superstores
are large format stores, of greater
than 3,400 sqm, which offer a wide
range of products across key outdoor
categories including fishing, boating,
four-wheel drive, camping, caravan,
barbeque, power and refrigeration.
These stores offer customers the
chance to touch and see each
product and understand how each
product will enhance their boating,
camping and fishing experience
through designated customer
experience zones. These customer
experience zones also include
additional service offerings including
line spooling and fitment services.
BCF
performance
26
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
In-store
% of total sales
88%
Average active club
member NPS
73
Click & Collect
% of total sales
7%
Active club
member growth
11%
Home delivery
% of total sales
5%
Stores
162
Brand
awareness
77%
Stellar Market Research
Australia FY24
$879m
Sales ($m)
FY23
FY24
$840m
$879m
FY22*
$830m
FY21
$798m
FY20
$535m
$54m
Segment profit before
tax (PBT)
FY23
FY24
$51m
$54m
FY22*
$60m
FY21
$96m
FY20
$15m
2.5m
Active club members
(m)
FY23
FY24
2.2m
2.5m
FY22*
2.1m
FY21
2.0m
FY20
1.5m
90%
Active club members
% of total sales
FY23
FY24
89%
90%
FY22*
87%
FY21
84%
FY20
83%
$102m
Online sales ($m)
FY23
FY24
$94m
$102m
FY22*
$117m
FY21
$86m
FY20
$45m
6.2%
Segment PBT margin
(%)
FY23
FY24
6.1%
6.2%
FY22*
7.2%
FY21
12.1%
FY20
2.8%
BCF
$m
FY24
FY23
Change
Sales
879.1
839.9
4.7%
Segment EBIT
66.8
61.0
9.5%
Segment PBT
54.3
51.0
6.5%
PBT margin
6.2%
6.1%
10bps
*FY22 was a 53-week period
27
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
The modular superstore design
means that individual components
of the new format can easily be
replicated in other BCF stores across
the network, depending on the
customer demand and location.
BCF invested a total of $11 million
of capital expenditure in its store
network in the period.
Customer and loyalty
BCF is one of the leading participants
in the Australian outdoor market,
with 77 per cent brand awareness.
Twenty-four per cent of customers
recognise BCF as their preferred
brand in the outdoor leisure category.
BCF grew its club membership by
11 per cent in the period and now
has more than 2.5 million active club
members who participate in its club
loyalty program, representing 90 per
cent of total sales.
BCF achieved a customer NPS
of 73 in the period, up from
71 in FY23.
Strategy and outlook
Demographic trends and the growing
popularity of SUVs are expected to
support ongoing participation in
domestic leisure activities such as
camping, four-wheel driving and
caravanning.
BCF’s FY25 sales are expected to
benefit from the planned opening
of five new stores and a full year
contribution from the recently
opened superstore in Mackay.
Promotional intensity in the outdoor
category is expected to remain high,
with key competitors continuing to
engage in regular discounting.
In response to this competitive
market landscape, BCF is focused
on developing a portfolio of private
and strategic brands to differentiate
its offering from its competitors’
offerings and to provide customers
with access to exclusive product
ranges. Sales from strategic and
private brands now represent more
than half of BCF’s total sales.
Key near-term growth opportunities
for BCF include:
•
Right-sizing stores in better
locations across Australia;
•
Growing share in key markets
through an extended range in
the new superstore format;
•
Maximising sales density by
addressing seasonality with
an apparel offering (including
Macpac);
•
Focusing on new and exclusive
product ranges tailored by
region;
•
Growing digital sales and online
market share; and
•
Maintaining a strong active club
member base and increasing
frequency of visit for active
club members via loyalty and
personalisation initiatives.
Earth by Wanderer sleeping bags
Expanded fishing range available in
BCF Townsville superstore
28
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Partnering
with OzFish
for better
habitats,
better fishing
Since 2018, BCF has partnered with
OzFish Unlimited, a not-for-profit
organisation dedicated to protecting
the health of our fish and wildlife
resources for generations to come.
OzFish projects help Australian
recreational fishers take control of
the health of their rivers, lakes and
estuaries and shore up the future for
recreational fishing.
OzFish operates through a network of
members and volunteers, organised
into local chapters. Their work
includes making local fishing grounds
healthier and more productive,
sharing habitat restoration
knowledge, research projects with
leading universities, community
engagement workshops, school
education programs and partnering
with traditional owners and their
communities.
Key projects undertaken by OzFish
throughout FY24 included working
on Wiradjuri Country with Boys to
the Bush, a local Indigenous youth
program, to return habitat for the
threatened Olive Perchlet in the
Murray Darling Basin and trialling
Quilted Oyster Reefs on the Nerang
River in Queensland.
This year was the biggest yet for
BCF’s partnership with OzFish, with
donations in BCF stores across the
country reaching almost $865,000.
The highlight of the year was the
successful Small Change 4 Big Change
weekend in June. Over $117,000 was
donated by generous customers over
the three-day campaign. This year’s
Small Change 4 Big Change weekend
was the largest in-store donation
drive to date and the first time BCF
surpassed $100,000 in donations
over one campaign. BCF contributed
a further $350,000 to OzFish
throughout the year as part of its
ongoing commitment to fish habitat
restoration in Australia.
As well as supporting OzFish with
in-store donations, many BCF team
members volunteer their time on
OzFish projects across the country,
giving back to their local area, to the
rivers and oceans they love to fish in.
Cleaning up with OzFish powered
by BCF
BCF team member volunteering to
create oyster beds
29
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Our business
Founded in Christchurch on the
South Island of New Zealand in 1973,
Macpac is an outdoor adventure
brand which sells apparel and
equipment designed for mountain
climbers, campers, hikers and
adventure travellers. Macpac
products are made by adventurers for
adventurers. We design functional,
technical and robust products to
help equip outdoor enthusiasts to
adventure better.
Macpac was acquired by Super
Retail Group in 2018 and now has
97 stores across Australia and New
Zealand. It operates in the growing
outdoor adventure category, whose
key drivers of growth include
international travel and the growing
popularity of hiking, camping and
adventuring in the great outdoors.
Financial performance
Macpac delivered a record year of
sales in the period.
Total sales increased by 3 per cent
to $222 million, driven mainly by
new store openings.
Like-for-like sales were modestly
higher than the previous period
as a result of higher transaction
volumes.
Like-for-like sales increased by
8 per cent in New Zealand but
decreased by 4 per cent in Australia
due to milder weather in the
Australian winter.
Backpacks, gear and accessories were
some of the strongest performing
categories, reflecting increased
participation in outbound tourism
and travel.
Segment profit before tax margin fell
by 480 bps due to a 100 bps decline
in gross margin and higher operating
expenses. As a result, segment PBT
fell by 34 per cent to $19 million.
Online sales
Online sales grew by 1 per cent to
$39 million and represented 18 per
cent of total sales. Click & Collect
accounted for 16 per cent of
online sales.
Stores and store network
Macpac opened nine new stores
and closed one store, resulting in
97 stores at the end of the period.
Macpac is on track to reach its target
of 105 stores by the end of FY26.
Macpac’s store network comprises
two core formats:
•
Macpac Explorer: 300 to 400
sqm stores located in key
shopping centres, which stock
a full range of Macpac-branded
product and a rationalised offer
of other brands; and
•
Macpac Adventurer Hub: 600
to 800 sqm stores located in
established outdoor precincts,
which stock a full range of
Macpac-branded product and an
extended offer of other brands.
Macpac invested a total of $10
million of capital expenditure in its
store network in the period.
Customer
Macpac is well-recognised in its
homeland of New Zealand where it
has 85 per cent brand awareness.
Brand awareness in Australia of 41
per cent continues to improve as
the store network expands and has
benefitted from the sale of Macpac
product in rebel and BCF stores.
Macpac grew its club membership
by 5 per cent in the period and now
has 800,000 active club members,
representing 76 per cent of Macpac
total sales.
Macpac achieved a customer NPS of
70 in the period, up from 67 in FY23.
Strategy and outlook
While the near-term macro
environment in Australia and New
Zealand is expected to remain
challenging, over the long-term
growth in international tourism and
travel is expected to drive demand
for Macpac’s outdoor adventure
products.
Macpac
performance
30
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Macpac
FY23
FY24
$216m
$222m
FY22*
$177m
FY21
$153m
FY20
$132m
$222m
Sales ($m)
FY23
FY24
0.7m
0.8m
FY22*
0.6m
FY21
0.5m
FY20
0.5m
0.8m
Active club members
(m)
FY23
FY24
74%
76%
FY22*
72%
FY21
66%
FY20
64%
76%
Active club members
% of total sales
In-store
% of total sales
82%
Average active club
member NPS
70
Click & Collect
% of total sales
3%
Active club
member growth
5%
Home delivery
% of total sales
15%
Stores
97
Brand
awareness
85%
FY23
FY24
$39m
$39m
FY22*
$41m
FY21
$30m
FY20
$22m
$39m
Online sales ($m)
FY23
FY24
13.3%
8.5%
FY22*
10.5%
FY21
11.0%
FY20
4.4%
8.5%
Segment PBT margin
(%)
FY23
FY24
$29m
$19m
FY22*
$19m
FY21
$17m
FY20
$6m
$19m
Segment profit before
tax (PBT)
Stellar Market Research
New Zealand FY24
$m
FY24
FY23
Change
Sales
222.4
216.4
2.8%
Segment EBIT
22.0
30.4
(27.6%)
Segment PBT
18.8
28.7
(34.5%)
PBT margin
8.5%
13.3%
(480bps)
*FY22 was a 53 week period
31
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Macpac’s FY25 sales are expected to
benefit from the planned opening
of six new stores and a full year
contribution from the nine stores
opened in the current period.
Macpac’s strategic focus remains
centred around technical excellence
and delivering differentiated product
with an unwavering commitment to
quality.
Key near-term growth opportunities
include:
•
Continuing the store roll out
program in Australia and
New Zealand;
•
Lifting brand awareness in
Australia;
•
Rationalising product range and
decreasing Macpac’s reliance
on winter-related product with
enhanced seasonal ranging;
•
Growing digital sales and online
market share; and
•
Improving in-store experience.
Environmental responsibility is
important to Macpac, our customers
and our team members. Preservation
of the natural world is also integral
to the outdoor adventure category
in which we operate. A strategic
focus for Macpac is to be a force
for good and continue its better
business journey with a sustainability
focus. This year Macpac has made
significant steps in increasing the
recycled content across our product
range, including introduction of
Pertex Quantum NetPlus.
Pertex and its partners work with
fishing communities to collect
discarded fishing nets to bring
positive end-of-use solutions to a
harmful source of ocean pollution.
These nets are recycled into nylon
pellets, spun into yarn and woven to
create Pertex fabrics.
Backpacks and bags for outdoor adventures at
Plateau Hut, Canterbury, New Zealand
Macpac Everton Park
32
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Macpac’s
support of
Te Ahu Pātiki
Charitable
Trust
Macpac is proud to partner with the
Te Ahu Pātiki Charitable Trust and
support its ambitious vision for the
500-hectare conservation park on Te
Pātaka-o-Rākaihautū Banks Peninsula.
Macpac has been based in Ōtautahi
Christchurch since the brand’s
inception in 1973, and the Macpac
team share the Trust’s excitement as
the land is returned to native forest
over the coming decades, helping to
safeguard recreational access for
future generations.
Macpac announced its support for the
Te Ahu Pātiki Charitable Trust in 2022,
through a three-year Fund for Good
grant. The Trust’s mission is to protect
the biodiversity and secure enduring
public access to the two highest
summits of the Te Pātaka-o-Rākaihautū
Banks Peninsula - Te Ahu Pātiki Mt
Herbert and Mt Bradley – both visible
from across the harbour basin in
Whararaupō Lyttelton, as well as from
some parts of Ōtautahi Christchurch.
The park has significant conservation
value, especially when seen in
combination with neighbouring
protected land, covering a total area
of 1,700 hectares. The land includes
diverse habitats, from the sub-alpine
summits at 900m elevation down to
sea level. Recognised as a biodiversity
hotspot, the park provides habitat for
rare and endemic plants, lizards, and
birds. In the long term, the grass and
gorse that is currently pervasive will be
replaced with regenerating native bush
and podocarp forest.
Habitat protection is only one part
of the vision for the park. When the
land was purchased in 2021 and
brought into public ownership, there
was overwhelming support from
members of the community, many
of whom donated to the successful
crowd funding campaign. Te Pātaka-o-
Rākaihautū Banks Peninsula has always
served as an adventure playground for
the region’s residents. The Trust, which
is a three-way partnership between
the Rod Donald Banks Peninsula Trust,
Te Hapū o Ngāti Wheke (who have
mana whenua for Te Ahu Pātiki), and
Orton Bradley Park, is committed to
maintaining and enhancing community
access for walking, biking, and climbing.
A network of tracks already connects
two popular huts, which have provided
many local families with their first
experiences of overnight hiking.
The focus on recreation, the
opportunity to encourage outdoor
participation, the significant
conservation enhancements, and
working in partnership with others who
share the Trust’s vision were important
factors for Macpac’s involvement in this
initiative.
Photo credit: Sam Barrow
Te Ahu Pātiki
The summits of Te Ahu Pātiki
Mt Herbert and Mt Bradley
across the harbour
Mt Bradley
Te Ahu Pātiki (Mt Herbert)
Mō Tātou, Ā, Mo Kā Uri A Muri Ake Nei
For Us And Our Children After Us
33
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
The Board is responsible for overseeing the Company’s approach to risk management. The Board is assisted by the
Board Risk and Sustainability Committee (BRSC) in the discharge of its risk management responsibilities. In addition,
the Board Human Resources and Remuneration Committee (BHRRC) makes recommendations to the Board on matters
pertaining to health and safety, and compliance with legal and statutory requirements in relation to human resources
and remuneration. Further details on the Company’s approach to risk management are contained in the Company’s
FY24 Corporate Governance Statement.
The Group operates in a dynamic and rapidly evolving environment across three geographies (Australia, New Zealand
and China). Material risks that could adversely affect our operations and performance and the delivery of our strategy
are outlined in this section. Further financial risks are detailed in Note 22 – Financial risk management in the notes to
the consolidated financial statements.
Super Retail Group continues to evolve its approach to risk management to make it fit for purpose and to meet the
demands of the operating environment and the expectations of our customers, the communities we operate in, team
members and investors.
The Group actively manages a range of financial and non-financial business risks which can potentially have a material
impact on the Group and its ability to achieve its stated objectives. While the Group’s approach to risk management
seeks to identify and manage material risks and emerging risks, not all relevant risks are within the control of the
Group. Additional risks not currently known or detailed below may also adversely affect our operations, performance or
delivery of our strategy.
Risk
Risk context
Risk management
People
Health & Safety
Exposure to hazards
at a level that causes
harm (arising from the
Group’s operations)
With operations in three countries and more than
750 stores and seven distribution centres, there
are certain hazards that have the potential to
cause significant harm.
While we are committed to the physical and
psychological health and safety of our team
members, customers, suppliers, visitors and
contractors across our operations, these risks
remain.
Retail crime, including theft and fraud, poses
risks, leading to safety concerns for team
members and customers, financial losses and
operational disruptions. Evolving criminal tactics
and technology use complicate these risks.
– Investing in the ongoing maturity of the Group’s Health and
Safety program.
– Focusing on hazard elimination and risk reduction, supported
by a robust health and safety management system.
– Focusing on critical risks with integration of control
assessment through assurance activities.
– Enhancing health and safety compliance and leadership
training.
– Implementing Health and Safety by Design requirements for
fixtures, fittings and facilities.
– Strengthening our security measures to managing retail
crime risks, including theft, other criminal activities, and
aggressive customers. This involves enhancing team training
and maintaining close collaboration with law enforcement.
– Focusing on Psychological Safety and Respect@Work to
prevent and address discrimination, harassment or bullying.
– Development of electronic induction, training, record keeping
and equipment maintenance.
– Implementing our planned preventative maintenance
program.
Employment law
compliance
Serious or systemic
breach of
employment law
A variety of employment instruments across
Australia, New Zealand and China create
complexities, particularly with respect to the
payment of employee entitlements, where errors
could occur.
Any breach can lead to financial harm for our
team members, damage our Group’s reputation
and erode the trust and confidence of our
team, customers, shareholders, and regulators.
Additionally, we may face fines or other penalties.
– Monitoring changes to legislation to maintain compliance
with legal and other requirements.
– Using information technology to reduce the chance of error.
– Managing compliance of our industrial instruments,
supported by ongoing training and communication on correct
rostering practices.
– Conducting periodic external compliance reviews as part of
our ongoing assurance program.
Risk
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SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Risk
Risk context
Risk management
Conduct
Inappropriate,
unethical or unlawful
conduct by the
Group’s officers or
team members
With more than 16,000 team members, it is
possible that not all team members will conduct
themselves in a manner consistent with the
Group’s Code of Conduct or Values.
Behaviours or actions taken by team members
may have negative consequences such as legal
issues, financial losses or reputational damage.
This includes unethical or illegal actions, non-
compliance with regulations, mistreatment of
customers and failures in adhering to company
Code of Conduct policies and Company Values.
– Maintaining a strong culture that engenders doing the right
thing, guided by our Group Values and Code of Conduct.
– Maturing our management of conduct risk compliance,
using data analytics, attracting top talent, and adapting to
customer feedback to build competitiveness.
– Providing mechanisms for reporting wrongdoing and prompt
action on misconduct, including a Speak Up (Whistleblower)
Policy and dedicated reporting line, Anti-Corrupt Practices
Policy and brand and Group Respect@Work councils.
– Investing in online fraud protection tools and resources
across our brands.
– Maintaining relevant forums to oversee and actively engage
on strategies to create a harassment-free workplace.
– Improving analytics to assist in the early identification of
conduct risk and issues.
Strategy
Competition and
new entrants
Large scale shift in
competitive landscape
The risk of rapidly increasing competition in both
online and offline markets or a largescale shift in
the competitive landscape for the Group’s brands.
Increased competition can arise as a result of new
entrants to the market, increased investment by
existing competitors and aggressive competitor
pricing and/or marketing strategies.
Accelerated movement towards Direct-to-
Consumer sales channels by trade partners has
the potential to alter competitive advantage and
expose the Group to a loss of market share across
our brands.
– Investing in growing our active club loyalty membership
base, personalising our services and retaining our loyal
customers through loyalty platforms and structured customer
relationship management activities.
– Growing our four core brands and improving the customer
experience in-store and online.
– Improving brand awareness.
– Optimising our store network, which involves strategically
evaluating and enhancing the locations, layouts and
operations of our retail stores to maximise efficiency and
profitability for a better customer experience.
– Regularly monitoring key competitor market share,
monitoring of competition active through all channels,
pricing analysis, new and emerging market scans, SWOT
analysis through strategic framework.
– Working closely with trade partners to maximise
opportunities.
Strategy execution
Critical shortfall in
capability and/or
capacity to execute
the Group’s strategy
Execution of the Group’s strategic agenda is
highly dependent on developing capabilities for
the future of retail, attracting and retaining talent,
investing in technology and optimising the use of
technology and our data assets.
Attracting and retaining talent in stores remains
a challenge, with an increased risk of retail crime,
theft, harassment and aggressive customers.
These risks can contribute to a higher turnover of
team members.
A career in retail offers opportunities, particularly
for those interested in technology, customer
service and sustainability. The industry’s focus
on blending digital and physical shopping
experiences, along with its commitment to
sustainability goals, makes it an attractive field for
many job seekers.
Inability to deliver the expected benefits and
outcomes from the Group’s strategy could impact
our brands’ ability to compete in a dynamic and
evolving market.
– Investing in portfolio management capability and program
governance.
– Investing in talent attraction and retention programs.
– Enhancing safety, security, wellbeing and career
development opportunities to attract and retain talent. Clear
communication about safety measures reassuring team
members about the support available.
– Embedding our vision, mission and values.
– Leveraging our Digital and Technology operating model to
maximise the use of technology and data.
– Maintaining a clear separation of duties between strategy
development, strategy execution, project/portfolio execution
and assurance.
– Delivering our people strategy while keeping our tactical
initiatives responsive to the external environment.
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SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Risk
Risk context
Risk management
Climate change
transition
Global transition to a
low-carbon economy(1)
As the world transitions to a low-carbon
economy, legal, technological, market, brand and
reputational issues could arise from emissions
reduction activities (or a failure to take such
activities) and expectations.
Investors expect companies to deliver their
climate change, environmental and social
sustainability commitments.
Consumer and regulatory concerns around
greenwashing and transparency are growing, as
are market norms on sustainability.
The transition is likely to bring legislative
changes, technological advancements, increases
in operating costs and shifts in consumer
preferences, expectations and discretionary
income.
– Investing in the capabilities and resourcing required to help
us achieve our climate change transition goals.
– Seeking opportunities and partnerships aligned to the
transition to a low-emissions economy.
– Monitoring frequency of disruptions to operations and
effectiveness of business continuity management plans.
– Monitoring the concentration of risk in the property portfolio
and supply chain and adjust where appropriate.
– Investing in low energy and resilient buildings.
– Progressing delivery of our Sustainability Framework 2030,
which includes emissions reduction goals and recycling
and waste reduction programs, as well as support for
environmental restoration programs.
– Keeping informed about the market norms on sustainability,
investor and customer expectations.
– Monitoring regulatory and legislative changes while
preparing for mandatory climate reporting.
Financial
Economic disruption
Protracted economic
downturn
Geopolitical conflicts, rising commodity prices,
rising interest rates, wage growth pressures
and global inflation levels have added further
uncertainty in an already complex macro-
economic environment.
There is a risk of decline in the macro-economic
environment, including economic conditions in
which our major suppliers operate, continued
constraints within the Australian and New
Zealand labour markets and freight price
increases, which may adversely impact the
Group’s trading and non-trading environment.
– Seeking to maintain a strong financial position backed by a
well-executed omni-retail strategy and effective operating
model.
– Actively monitoring external indicators and macro-economic
conditions and understanding their potential impact through
scenario modelling.
– Managing financial risks within a disciplined policy
framework.
– Having in place strategic planning processes, including
adjusting or reprioritising strategic initiatives, if necessary.
– Controlling inventory investment through robust inventory
management processes.
– Conducting effective workforce planning by aligning
resourcing levels with business needs, optimising labour
costs and efficiency.
Information and technology
Cyber security, data
management and
privacy
Unauthorised access
to the Group’s systems
and data
The privacy, integrity and security of customer
and team member data and information and the
reliability of IT systems is of utmost importance to
the Group and is critical to day-to-day operations
and strategic direction.
It is critical that we seek to keep our commercially
sensitive information safe and that we seek to
protect our customers through digital channels
and e-commerce.
Any unauthorised access to systems and/or data
can erode customer, team member, trade partner
and shareholder trust in the Group and can have
adverse regulatory and financial impacts.
The interconnectedness and complexity of our
information and technology systems, along with
our heavy reliance on them, means we need to
remain diligent to the increasing threat of cyber-
attack.
– Maintaining effective cyber security controls, including
ongoing training and awareness.
– Actively monitoring cyber threats and vulnerabilities.
– Maturing our cyber security practices, policies, controls and
response framework.
– Investing in cyber processes and tools.
(1) Further detail on our climate risks is provided on page 38.
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SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Risk
Risk context
Risk management
Operational
Responsible sourcing
Unethical or
dangerous working
conditions in the
Group’s supply chain,
including modern
slavery
Forced labour, debt bondage, deceptive
recruitment and child labour have been
associated with geographies, sectors and
industries in which we operate.
There is the potential for serious harm to people
who work in our supply chain. Any failure to act
as a responsible business through how we source
our products can erode customer, team member,
trade partner and shareholder trust in the Group
and can have adverse regulatory and financial
impacts.
– Maintaining a Responsible Sourcing Program, Policy and
Code which includes monitoring, verification, audit and
remediation processes.
– Maintaining new supplier due diligence processes.
– Reviewing factory audit results provided by third parties and
actively managing corrective action plans.
– Monitoring service providers’ due diligence processes,
including self-assessment declarations, certifications,
examinations and interviews.
– Requiring relevant team members to complete responsible
sourcing training programs.
– Incorporating in our contracts that our trade partners and
procurement processes must comply with our Responsible
Sourcing Policy, where relevant.
Product safety
A product sold by
the Group’s brands
is unsafe and/or
non-compliant with
required standards
While we are committed to providing safe
products for our customers and complying
with requisite standards, there are risks to the
Group relating to product safety. Product safety
is a critical part of our trading operations. If
compromised, it can result in serious illness
or injury, detrimental regulatory impacts and
significant reputational damage. There may also
be financial impacts associated with product
recalls and any regulatory impacts.
– Maintaining a comprehensive and robust product compliance
program and management systems, including training,
testing and review.
– Designing and sourcing quality products that minimise the
likelihood of products being unsafe or non-compliant.
– Actioning and managing product recall processes.
– Standardising new line processes, including risk-based
product testing.
– Conducting compliance checks for high-risk products by
identifying regulatory requirements, developing checklists,
performing audits and testing, checking certifications,
implementing corrective actions, training and monitoring
regulatory changes.
– Seeking trade partner guarantees, where possible.
Supply chain
disruption
Protracted supply
chain disruption
Global and domestic supply chain disruption is a
highly dynamic risk with complex drivers, many
outside our control or influence.
Regular supply shocks can impact the ability to
maintain service and product levels.
Severe weather events can result in damage to
supply lines.
Shipping volatility including pallet and container
shortages, port capacity issues, geopolitical
tensions and conflicts, labour shortages and
transport reliability issues have the potential to
contribute to extended lead times and/or the
unavailability of products to meet customer
demand, which may impact customer loyalty and
reduce revenue.
– Building resilience and agility into our supply chain.
– Modernising the technology supporting our supply chain,
including upgrading our warehouse management system.
– Maintaining inventory buffers to increase tolerance to
disruption.
– Maintaining freight and trade alliance membership and
strategic partnerships.
– Actively engaging multiple vendors on supply arrangements
to manage constraints.
Supply chain capacity
Operations exceed the
effective capacity of
the supply chain
Maintaining inventory buffers to minimise
protracted supply chain risk increases the
risk that stock levels or mix are misaligned to
demand. Increasing resilience in our supply chain
can also increase cost and add to complexity.
– Improving governance of process and flow management.
– Maintaining a high level of engagement on, and active
oversight of, forward capacity requirements via our cross-
functional sales and operations planning forums.
– Actively identifying, managing and exiting slow and obsolete
inventory from our network.
– Optimising the use of offsite storage.
– Investing in a new automated distribution centre.
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SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Risk
Risk context
Risk management
Climate change
Physical impacts of
climate change(1)
The climate is changing, affecting natural weather
variability and leading to increased frequency
and/or severity of weather events, such as
extreme heatwaves, drought and intense rainfall
causing flooding.
The health and safety of our team and customers
may be impacted.
Our trade and operations may be disrupted and
assets damaged, the cost of industrial special
risk insurance and the cost and availability
of raw materials could be impacted, product
demand affected and customer purchasing power
reduced.
– Having in place emergency response and business continuity
management plans and related exercise programs which
support business resilience.
– Maintaining a robust health and safety management system.
– Implementing our planned site inspection and preventative
maintenance program.
– Identifying sites susceptible to increased risk of natural
hazards.
– Complying with building codes and requirements.
– Monitoring weather-related influences on customer demand
for key product categories.
– Implementing our decarbonisation plan in line with stated
Sustainability Goals.
Business disruption
Trade is severely
restricted or
disrupted for an
extended period
Operational challenges may arise in connection
with unexpected events, pandemics or epidemics,
severe weather events and other natural
hazards, cyber-attacks including ransomware,
transformation risks related to adapting to
new business models, new technology, critical
infrastructure failures, and issues with the
reliability of aged technology.
Such events can cause sudden cessation of day-
to-day operations.
– Maintaining, monitoring and, where required, strengthening
internal controls designed to reduce the potential impact
of business disruption, including resilience, response and
recovery controls such as business continuity plans.
– Maintaining effective cyber security controls, including
ongoing training and awareness.
– Actively monitoring and aiming to prevent and protect
against cyber threats.
– Maturing our cyber security practices, policies, standards and
controls.
– Investing in cyber security processes and tools.
– Protecting facilities from fires and natural disasters through
a combination of advanced safety measures which include
fire detection and suppression systems; emergency plans,
training and drills; structural integrity; disaster preparedness;
and monitoring systems.
– Maintaining and exercising business continuity plans in the
supply chain in concert with trade partners and insurance
policies to cover potential losses.
– Having in place a property management and site
maintenance services program.
– Making strategic investments and undertaking planning to
enhance cyber security and reduce technology debt.
Legal & regulatory
compliance and
change
Material breach of
law or regulation
With operations in three jurisdictions, the Group
is subject to a wide range of legal and regulatory
requirements relating to employment, product
quality and safety, health and safety, privacy and
data, competition and consumer protection,
anti-bribery and corruption, and anti-money
laundering (amongst others).
Any material breach of law or regulation may
attract fines or other penalties.
To maintain our “licence to operate” we must
also remain compliant with changing and existing
law and regulations requiring ongoing monitoring
by the business.
Adverse changes to existing law or regulation
or regulator investigation or intervention may
change or restrict the Group’s ability to operate
the way it does today or to implement its
strategy.
– Having in place health and safety policies, standards,
procedures, engineering controls, training and requirements
for personal protective, equipment and maintenance
requirements.
– Promoting a culture of accountability, compliance and
transparency.
– Maintaining comprehensive and tailored training and
awareness programs, including team member compliance
and code of conduct training programs that focus on key legal
and other requirements.
– Maintaining currency of employment agreements and
disciplinary processes.
(1) Further detail on our climate risks is provided on page 38.
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SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Climate
Board oversight
The Board is responsible for
overseeing the Company’s strategy
and approach to managing
sustainability and climate-related
risks and opportunities for the Group.
Effective 1 September 2023, the new
Board Audit Committee (BAC) and
new Board Risk and Sustainability
Committee (BRSC) replaced the
Audit and Risk Committee (ARC).
The BAC assists the Board to
discharge its responsibilities in
relation to the Group’s audit, external
financial reporting, including new
sustainability reporting standards
and financial governance by making
recommendations to the Board
in relation to the integrity of the
Group’s financial management,
reporting, internal control and
disclosure systems. The BRSC assists
the Board in the discharge of its
risk management, compliance,
sustainability and corporate
governance responsibilities.
The BAC and the BRSC work
collaboratively on ESG-related
reporting matters. The BAC is
responsible for reviewing new, or
proposed changes to, the Australian
financial reporting standards
and other financial reporting
pronouncements and assessing
their impact on the Company and its
financial reports. The BRSC reviews
and makes recommendations to the
Board on significant sustainability
related reports, as well as the
disclosure of material business risks
and material public disclosures
made under external sustainability
reporting frameworks and standards.
Climate change presents material risks and opportunities for our business. It impacts our supply chain, operations,
customers, team members, and communities. At the same time, we can actively contribute to the transition to a low
carbon economy.
We disclosed our alignment to the Task Force on Climate-Related Financial Disclosures Recommendations in our FY23
Annual Report across the four key pillars of Governance; Strategy; Risk Management; and Metrics and targets.
In FY24, we developed a roadmap and work program to support our initial adoption of the proposed climate-focussed
Australian reporting standards, the Australian Sustainability Reporting Standards (ASRS), expected to apply from FY26.
We also considered the expected expansion of ASRS to the general sustainability requirements of IFRS S1 General
Requirements for Disclosure of Sustainability-related Financial Information.
We will continue to enhance our climate reporting in response to standards and requirements set by the International
Sustainability Standards Board and Australian regulators.
GOVERNANCE
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SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
The Board skills matrix was updated
in FY23 to place additional focus on
deepening the Board’s sustainability
capabilities. Details of the Board
composition, skills and experience,
including a summary of the key skills
and experience of current Directors
against the Board skills matrix are
provided in the Company’s Corporate
Governance Statement, which is
available on our website.
Climate-related risks and
opportunities are considered
as part of the Board’s biannual
strategy sessions with the Executive
Leadership Team (ELT). Progress
toward the Group’s Sustainability
Framework 2030, which includes
climate-related goals and targets
has been reported in our FY24
Sustainability Report, which is
available on our website.
Management’s role
At a management level, the Group
MD and CEO is responsible for the
overall execution of the Group’s
strategy, which includes sustainability
as a key enabler of value. Climate
is one of the five focus areas of the
Sustainability Framework 2030 which
sets out our goals, commitments
and targets. The Group MD and CEO
reports sustainability progress to the
Board, including the progress toward
the Group’s climate-related goals and
targets.
The Group MD and CEO has
delegated specific responsibilities
for climate-related risks and
opportunities to members of the ELT
as follows:
•
the Chief Operating Officer has
responsibility for reporting on
the Sustainability Framework
2030 including climate-related
goals and targets;
•
the Chief Financial Officer
has responsibility for material
climate transition and physical
risks and direct responsibility
for Scope 1 and 2 emissions
management and the
implementation of climate and
sustainability-related financial
reporting; and
•
the Brand Managing Directors
have accountability for
managing climate-related risks
and opportunities as they relate
to the relevant brand strategies
and operations.
Sustainability, including climate, is
discussed in quarterly ELT meetings.
Various working groups, including
climate and emissions working
groups, have been established
across the business, focused on the
implementation and delivery of the
Company’s sustainability goals and
climate priorities. Working groups
meet periodically and matters that
require decision or approval are
escalated to the ELT as appropriate.
The ELT and working groups receive
advice and support from the Group’s
sustainability team.
RISK MANAGEMENT
The Board sets the risk appetite for
the Group, monitors material risks
(both positive and negative) faced by
the Company, and reviews how these
risks are managed. The Group’s risks,
including climate, are identified,
assessed and managed in accordance
with our Risk Management
Policy and Risk and Compliance
Management Framework (RCMF) for
which the Board is accountable.
The Board is assisted by the BRSC
in its oversight of the RCMF. The
BRSC conducts an annual review
and makes recommendations to
the Board on the RCMF to satisfy
itself that the framework continues
to be sound and that the Group
is operating with due regard to
the Board-approved Risk Appetite
Statement.
Material risks are reported twice
a year to the BRSC and the ELT.
Climate change transition and
physical impacts of climate change
are identified as material risks.
Members of the ELT are individually
responsible for the implementation
of the RCMF in their brand or
division. The ELT meets quarterly to
collectively evaluate and prioritise
material and Group-wide risks,
including climate-related risks and
opportunities.
Further details are included in the
Company’s Corporate Governance
Statement and in the Risk section of
this Annual Report.
STRATEGY
Super Retail Group’s strategic
climate-related priorities focus
on decarbonising our operations
and our supply chain, building our
climate resilience and reporting our
progress.
Decarbonisation of our
operations and supply chain
means implementing emissions
reduction initiatives across our
property network and supplier
base. In FY24, we have increased
our understanding of our total
greenhouse gas emissions inventory
and directed management’s focus
to our most material sources of
emissions. Based on initial spend-
based estimates, the majority of our
emissions are indirect (Scopes 2 and
3) and require partnership with our
lessors and suppliers to reduce or
avoid emissions.
Decarbonising our operations
Our most material source of Scope 2
emissions relates to electricity used
by our stores, distribution centres
and support offices. Our Scope 2
emissions reduction plan focuses
on improving energy efficiency, and
sourcing renewable electricity.
We continue to invest to make our
property portfolio more energy
efficient but recognise that we
will need to source power from
the electricity grid and procure
renewable energy over the next five
years. Based on our current plan, we
expect that reductions in our Scope 2
emissions through energy efficiency
improvements will be offset by
increases resulting from the planned
expansion of our store network, with
the balance of emissions reductions
achieved through renewable energy
procurement.
The energy efficiency of our
distribution network is an important
component of our Scope 2 emissions
management. Our new automated
distribution centre located in
Truganina has been designed to
achieve 5 Star Green Star rating
including a 1.5MWh solar power
system, EV charging bays and water
capture and storage. It will replace
two older distribution centres, with
transition commencing in FY26.
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SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
We face Scope 2 emissions
abatement challenges linked to the
capacity and commitment of our
lessors to reduce emissions through
renewable energy generation and
procurement. Approximately one-
fifth of our current store network is
centre-based and relies on lessor-led
renewable energy solutions. Our
property team negotiates to include
energy efficient initiatives under
our leasing arrangements, where
possible.
Our emissions reduction plan relies
on the procurement of renewable
energy. Potential volatility, in both
supply and cost of low-carbon
energy in combination with our
continued property network growth,
may impact our ability to deliver on
our plan. We continue to monitor
changes to Commonwealth and
State Government commitments to
decarbonise the national electricity
grid and evaluate the impact on our
renewable energy procurement plan.
Decarbonising our
supply chain
Super Retail Group recognises
decarbonisation of our supply chain
is critical to transitioning to a low
carbon economy and reducing the
impacts of climate change.
The Group’s Scope 3 emissions
are predominantly sourced from
purchased goods in our supply chain
(Category 1), arising from upstream
activities in the production of our
Brands’ inventory. Based on peer
benchmarking and high-level spend-
based estimates, we expect Scope 3
emissions will comprise over 90 per
cent of our total emissions inventory.
Management is focussed on:
•
measuring and improving the
quality of our Scope 3 emissions
data;
•
engaging with our suppliers
to understand their
decarbonisation plans; and
•
supporting our customers with
initiatives to reduce Scope 3
emissions associated with the
use and disposal of products.
In FY24, we assessed the relevancy
of GHG Protocol Scope 3 emissions
categories for the Group and
developed our measurement
methodology including calculation
boundaries, identifying data owners
and foundational data sources.
Global value chains are complex, and
measurement of Scope 3 emissions
involves considerable judgements
and use of estimations. We are
aiming to continuously improve the
quality of our Scope 3 emissions data
over the next three years to facilitate
the development of an emissions
reduction plan including strategies to
both reduce and avoid emissions.
In FY25, we will:
•
validate and extend our
understanding of the primary
sources of our most material
Scope 3 emissions, both
upstream and downstream;
•
complete an initial assessment
of the emissions profiles and
climate actions of suppliers of
our most material purchased
goods; and
•
commence supplier engagement
to improve both the quality of
our emissions data and develop
strategies to reduce and avoid
emissions in our supply chain.
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SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Climate resilience
Responding to our climate-related
responsibilities and building
climate resilience will deliver and
sustain long-term value for SRG
shareholders.
Building climate resilience means
understanding, developing, and
testing our strategic responses to
climate risks and opportunities,
including:
•
climate scenario analysis to
challenge and develop our
understanding of our climate
priorities;
•
developing transition plans
which capture opportunities and
manage risks of transition to a
low-emissions economy; and
•
mitigating physical impacts of
climate change by understanding
and responding to physical
changes in our operating
environment.
Climate scenario analysis
Scenario analysis is a strategic
decision-making tool used to assess
the implications of climate-related
risks and opportunities and test
our resilience, allowing for the
uncertainty of climate change and a
range of plausible futures.
Scenario analysis is not a forecast.
Future outcomes of climate-
related impacts may differ from
the scenarios for many reasons
including, but not limited to changes
to scientific data, government
and regulator policy, market and
consumer expectations, and
technology. Climate scenarios are
hypothetical and are not intended
to represent a full and definite
description of the future, but rather
to highlight the key factors that could
drive future developments.
In FY23, qualitative climate scenario
analysis facilitated the identification
of our priority climate-related risks
and opportunities. In FY24, we
extended our understanding of the
financial impact of priority risks and
opportunities through quantitative
climate scenario analysis.
Our qualitative and quantitative
climate scenario analysis assesses
our climate resilience against three
emissions scenarios, underpinned
by scientific data, over three time
horizons. Quantitative scenario
analysis expands our understanding
of the potential impact of climate
change on our business and the
resilience of our strategy in the short,
medium and long term. Our strategic
responses to the priority risks and
opportunities are guided by the
outcomes of our climate analysis as
well as our Sustainability Framework
2030, our emissions reduction plan
and the Group’s strategy. Other risk
management activities in relation
to climate-related risks are set out
in the Risk section of this Annual
Report.
Climate scenarios
Increase in global average
temperature by 2100
Low emissions – rapid transition to net zero by 2050
1.5C
Moderate emissions – delayed transition to net zero by 2070
2-3C
High emissions – business as usual
>4C
Time horizons
Year
Short term – aligned to SRG’s current strategic planning cycle
2025
Medium term – aligned to current mid-term policy initiatives and targets
2030
Long term – aligned with global long-term net-zero targets
2050
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SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Transition risk
Transitional climate-related
risk themes identified from our
scenario analysis include changes
in technology, changes in consumer
preferences and spending behaviours
and changes to government policy
(such as accelerated emissions
reductions policy) and legal
requirements.
Transition impacts will be most
acutely felt in the medium to long-
term (2030-2050) where policy,
market and consumer changes are
predicted to heighten. Transition
impacts are expected to be most
likely under a Low Emissions scenario
(approximate increase in global
average temperature by 2100
of 1.5C).
Super Retail Group carefully monitors
the Group’s exposure to changes to
our risk landscape such as changes to
regulatory and policy requirements,
consumer demand and investor
expectations. We are active in
keeping abreast of changes to our
operating environment to leverage
flexibility in our business model
to adapt to potential transitional
impacts and opportunities.
Our priority transition risks and opportunities are:
Risk theme
Risk context
Risk management
Growth in the electric vehicles
(EV) market (Supercheap Auto)
Climate scenario: Low emissions
Time horizon: Medium (2030) to
Long term (2050)
Financial impact: Revenue
Faster-than-expected growth in the
uptake of electric vehicles within
the Australian market may impact
existing demand for parts and
products suitable only for internal
combustion engine (ICE) vehicles.
Rapid or sudden uptake could occur
where government policy and/
or consumer demand shift toward
low-emissions vehicles, resulting in
reduced demand for ICE products
from our Supercheap Auto business.
OPPORTUNITY – Leverage our
scale and expertise to respond
to emerging customer needs by
leading in our offering of products
and services suitable for low-
emissions vehicles.
- Regularly update our detailed
analysis of the car parc in
Australia and New Zealand to
understand where opportunities
lie in core and new categories
which support a low emissions
car parc.
- Frequently monitor regulatory
and legislative changes.
- Diversify our product range
and supplier base to provide
appropriate product range
coverage of both ICE vehicles
and EVs.
- Seek opportunities and
partnerships aligned to the
transition to a low-emissions
economy.
Unplanned electricity price rises
and grid instability (Group)
Climate scenario: All emissions
scenarios
Time horizon: Medium (2030) to
Long term (2050)
Financial impact: Operating
expenses, capital expenditure
Unexpected electricity price rises
and grid instability may result from
changes to Australia’s electricity
market as it accelerates the
transition to renewable energy or
low-carbon technologies.
Our store and distribution networks
may be impacted by increased
operating costs, increases in
costs of goods and disruptions to
operations.
OPPORTUNITY – Invest in and
adopt renewable technologies and
low-energy building modifications
to reduce emissions and improve
the resilience of our store and
distribution network.
- Implement our emissions
reduction plan, including
improving the energy efficiency
of our built environment by
investing in energy efficient
technology and upgrades and
by partnering with lessors to
implement energy efficient
initiatives.
- Monitor frequency of disruptions
to operations and effectiveness
of business continuity
management plans.
- Monitor the concentration of
risk in the property portfolio and
supply chain and adjust where
appropriate.
- Invest in low energy and resilient
buildings.
43
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Physical risks, both acute and chronic,
include increased severity and/or
frequency of extreme weather events
such as floods, storms and bushfires,
an increase in extreme heat days or
change in precipitation levels, and the
potential for water scarcity or other
ecological crises.
Physical impacts on the Group may
occur under all three scenarios
but are the highest in terms of
both likelihood and consequence
under the High Emissions scenario
(approximate increase in global
average temperature by 2100 >4C)
and over the long-term (2050). The
Group is focussed on improving
the resilience of our property
portfolio and our supply chain by
understanding the impact of weather
events and the concentration of
risk in geographical areas to allow
appropriate risk management and
strategic responses.
METRICS AND TARGETS
We are committed to our
Sustainability Framework 2030
and our strategic climate-related
priorities of decarbonising our
operations and supply chain,
building climate resilience and
reporting our progress.
Emissions from our Australian
operations are reported to the Clean
Energy Regulator annually, under
the National Greenhouse and Energy
Reporting scheme, established by
the National Greenhouse and Energy
Reporting Act 2007 (Cth).
Progress towards emissions
reduction during FY24 compared to
our FY17 base year include a 23 per
cent reduction in Scopes 1 and 2
greenhouse gas emissions, applying
location-based reporting. In FY24,
the Group’s total electricity use
increased from FY23 by 10 per cent
to 85,887 MWh. FY24 electricity
use was impacted by the expansion
of our store network, including
the addition of new stores and
the refurbishment, relocation and
extension of existing store footprints.
In addition, warmer temperatures
across many of our locations
gave rise to elevated cooling
requirements.
Management monitors emissions
intensity by store and educates
and supports our in-store teams
to manage electricity consumption
as part of our program to improve
efficiency and reduce demand.
In FY24, energy efficiency
improvements resulted from
LED lighting upgrades, upgrades
to heating ventilation and air
conditioning, and upgraded lighting
circuits and controls.
In New Zealand, Supercheap Auto
and Macpac continued utilising
Meridian’s 100% Certified Renewable
Energy product for the majority of its
operations, including stores, offices
and distribution centres. Under our
current location-based reporting
methodology, reported Scope 2
emissions were not reduced by
renewable energy purchases.
In FY25, we aim to update our Scope
2 emissions reporting methodology
to align with improved and evolving
greenhouse gas emission reporting
Physical risk
Risk theme
Risk context
Risk management
Disrupted operations and trade
(Group)
Climate scenario: All emission
scenarios. Most significant under a
high emissions scenario.
Time horizon: All time horizons.
Most significant in the long term
(2050).
Financial impact: Revenue,
operating costs
Super Retail Group is exposed to
increased risk from increasing
severity and/or frequency of
extreme weather events, such as
floods, storms, bushfires, hot days,
drought etc., with the potential to:
-
damage physical assets
and disrupt our store and
distribution network.
-
disrupt our supply chain.
-
reduce operating efficiency.
-
increase operating and
insurance costs.
-
impact the health, safety and
wellbeing of team members,
customers, suppliers, and
communities.
- Maintaining effective emergency
response and business continuity
management plans which
support our business resilience.
- Maintaining a robust health and
safety management system and
building compliance program.
- Investing in omni-channel
capabilities to meet customer
needs in the event of physical
trade disruptions.
- Identifying and managing sites
susceptible to increased risk of
natural hazards.
- Monitoring the concentration of
risk in the property network and
supply chain subject to weather-
related influences and adjust
where appropriate.
Our priority physical risks and opportunities are:
44
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
standards and to report both market-
based and location-based methods.
We will refresh our emissions
reduction plan which targets net
zero Scope 1 and 2 emissions
by 2030 including renewable
energy procurement, to align
with the market-based reporting
methodology. Market-based
methods will become our primary
measure for assessing performance
against our targets.
Sustainability goals and targets
which include climate-related
targets and performance metrics are
incorporated into business planning
at a brand and divisional level. This
includes target setting, measurement
and assessment linked to employee
remuneration outcomes as it relates
to our ELT and Senior Leadership
Team (SLT) short-term incentive
plans. Performance against the
Sustainability Framework is reviewed
each six months with ELT and SLT
performance outcomes evaluated
annually. More information on the
Sustainability (ESG) performance
outcomes for FY24 relating to the
Group MD and CEO and other
Executive KMP is shown in Tables 3
and 4 of the Remuneration Report.
Further details are contained in the
Company’s Sustainability Report
and Data Indices Report, which is
available on our website.
45
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Committed to creating a safe
workplace
Super Retail Group is committed to
the health and safety of our team
members, customers and business
partners, and we continuously strive
to improve our performance in
this area.
In FY24, despite our commitment
to health and safety, we observed a
31.6 per cent increase in our Total
Recordable Injury Frequency Rate
(TRIFR) to 14.5, primarily due to
manual handling injuries. This is not
in line with our high safety standards
and we have taken immediate,
strategic actions to address this issue.
Our aspiration is to be a top quartile
performer in retail by 2030.
Manual handling improvement
plan: This plan, designed with
contributions from our teams in
Australia and New Zealand, includes
18 targeted initiatives aimed at
significantly reducing manual
handling risks and enhancing early
intervention measures.
Wellbeing programs: We continue
to support our team with access to
wellbeing resources, helping them
to thrive at work and in life.
In FY24, 4,316 of our team members
participated in the ‘I Am Here’
program, which provides practical
tools to help our team have the skills,
courage and confidence to signpost
help and support to fellow team
members when they need it.
Leadership and accountability:
Safety champions have been
appointed across our business.
They are responsible for the
implementation of safety protocols
and aligning these initiatives with
our objectives. Safety measures
are included in performance
scorecards to drive ownership and
accountability.
Responding to retail crime: The
rise in retail crime has necessitated
a revision of our training protocols
and security policies. We are
strengthening our team training
and enhancing store layouts to
improve safety and deter crime,
demonstrating our adaptability to
external societal shifts.
Maintaining high team
member engagement
Our leaders remain heavily
invested in the act of listening and
responding to what drives our team’s
engagement at work. Once again our
team participated in two engagement
surveys, recording a score of 80 and
81 for team member engagement – a
strong outcome and higher than the
Achievers global benchmark.
Leadership is a core driver of team
member engagement. We measure
our team members’ perspectives
of their leaders across the core
capabilities of care, context, clarity,
communication and coach through
our People Leader Index, which
increased by one point to 86.
Another pivotal strategy for
enhancing our team members’ sense
of value and driving engagement
is real-time recognition via our
internal platform, SOULmoments.
In FY24, our recognition program
celebrated a milestone of one million
achievements since the platform was
launched in 2017.
Respect@Work
Super Retail Group takes the core
principles of the respect@work
legislation and expands the scope to
all categories of serious misconduct
relating to the behaviour of our team.
Overall, we experienced year-on-year
growth in the number of complaints
Our
team
46
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
relating to serious misconduct.
Findings that specifically related
to sexual harassment, bullying,
discrimination, victimisation and
other harassment in FY24 reduced by
34 per cent from the prior year, with
less than 0.3 per cent of our team
being subject to this inappropriate
conduct.
Supporting gender equality
through fair and equitable
remuneration
Super Retail Group remains
committed to achieving diversity
in leadership and gender equality
across the organisation. We will
continue to invest in improving
leadership accountability, developing
a diverse talent pipeline, building
future capability through targeted
programs and coaching, and
increasing access to policies and
benefits.
The Group has a goal of 40:40:20
representation in Board, executive
and senior leadership positions by
2025 (40 per cent identifying as
female, 40 per cent identifying as
male, and 20 per cent identifying
as any gender). For the reporting
period, female representation on
our Board was 50 per cent, 33 per
cent at the executive level and 37 per
cent for women in senior leadership.
Targeted leadership development
for future leaders continued in FY24,
growing the alumni of program
participants to 750 leaders. The
Group maintained its status as an
Employer of Choice for Gender
Equality citation from the Workplace
Gender Equality Agency (WGEA) and
was also recognised by the WGEA
for its median total remuneration
Gender Pay Gap (GPG) of 4.7 per
cent, 14 per cent lower than the
industry comparison group of 18.7
per cent.
Investing in talent, leadership
and learning
The Group remains committed to
developing our team members’
future skills necessary for our
strategic goals through various
development programs. Team
members have engaged in over
86,000 hours of voluntary learning
and 69,000 hours of technical
training to meet customer needs.
Additionally, our accredited programs
have enabled 205 team members
to pursue retail qualifications,
with 19 earning a Certificate III in
Retail Operations, 53 a Certificate
IV in Retail Management, and
two completing School Based
Traineeships. Furthermore,
93 participants finished the
SOULfutures for Women program,
and 285 leaders completed an
Adaptive Leadership program in the
reporting period.
A new Enterprise Agreement
for our retail and customer
care teams
In FY24, our team voted on and
endorsed a new Retail & Customer
Care Centre Enterprise Agreement
(EA). Over 94 per cent of team
members who voted supported
the agreement, which offers
extensive improvements including
an 11.75 per cent minimum pay
increase over three years (up
to 13.45 per cent for some new
groups), a one-off payment of
2.75 per cent of eligible earnings
(paid in May 2024), enhanced
allowances and penalty rates, more
development opportunities, and
increased flexibility for work-life
balance. Approved by the Fair Work
Commission on 2 May 2024, the
agreement took effect on 14 July
2024, reinforcing our commitment to
a safe, fair, and equitable workplace.
Total Recordable
Injury Frequency
Rate (TRIFR)
14.5
Female
representation:
Board
50%
Hours of voluntary
learning
>86,000
Team member
engagement
80 & 81
Female
representation:
executive
33%
Hours of technical
training
69,000
Team member
engagement
People Leader Index
86
Female
representation:
senior leadership
37%
SOULfutures for
Women program
participants
93
since launch in 2017
SOULmoments
recognitions
1m
4,316
I Am Here
program
completions
Adaptive
Leadership program
participants
285
47
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
SALLY PITKIN AO
Independent
Non-Executive Chair
ANTHONY HERAGHTY
Group Managing Director
and Chief Executive Officer
Director since 1 July 2010
Chair since 23 October 2017
20 February 2019
Chair of the Board Nomination
Committee
Member of the Board Human
Resources and Remuneration
Committee
Sally has more than 25 years’
experience as a Non–Executive
Director in the listed, private,
public and non-profit sectors,
including in international
markets, and 20 years’
experience as a non-executive
director of ASX200 companies in
the retail, leisure and hospitality,
and services sectors.
She is a former lawyer and senior
corporate partner of a national
law firm. Sally holds a Doctor
of Philosophy (Governance), a
Master of Laws and Bachelor
of Laws.
Anthony has more than 20 years’
leadership experience across
the retail, apparel, FMCG and
marketing services industries.
Prior to his appointment as
Group Managing Director and
Chief Executive Officer, Anthony
was Managing Director – Outdoor
Retailing (2015-2019) where he
was responsible for the BCF, Rays
and Macpac businesses. Anthony
has served in a variety of senior
roles including Group General
Manager of Underwear for Pacific
Brands Limited, where he led the
overhaul of the Bonds business
from a wholesale operation
to an omni-retailer, Global
Marketing Director for Foster’s
Group Limited and Managing
Director for George Patterson
and McCann Erickson. Anthony
holds a Bachelor of Business
from the Queensland University
of Technology and is a graduate
member of the Australian
Institute of Company Directors.
Director of Link Administration
Holdings Limited (September
2015 – November 2023)
Director of The Star
Entertainment Group Limited
(December 2014 – June 2022)
PETER EVERINGHAM
Independent
Non-Executive Director
19 December 2017
Chair of the Board Human
Resources and Remuneration
Committee
Member of the Board Risk and
Sustainability Committee
(since 1 September 2023)
Member of the Audit and Risk
Committee (until 31 August 2023)
Member of the Nomination
Committee (until 31 August 2023)
Director of Medibank Private
Limited (since March 2022)
Director of iCar Asia Limited
(July 2017 – May 2022) (delisted
from ASX on 11 February 2022)
Peter is an experienced executive
with more than 25 years’
corporate experience, including 18
years in senior executive roles in
the digital sector. He was formerly
Managing Director of SEEK
Limited’s International Division,
and served as a Non-Executive
Director of iCar Asia Limited,
ME Bank and the education
businesses, IDP Education, Online
Education Services and THINK
Education, as well as Chairman of
SEEK’s China subsidiary, Zhaopin
Limited. Prior to SEEK, Peter was
Director of Strategy for Yahoo! in
Australia and Southeast Asia.
Peter holds a Master of Business
Administration from IESE, a
Bachelor of Economics from
The University of Sydney, and
is a graduate member of the
Australia Institute of Company
Directors. Peter is also a Director
of Medibank Private Limited and
WWF-Australia.
Board of
Directors
Appointed
Committees
Qualifications and experience
Directorships of listed
companies within past
three years
48
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
JUDITH SWALES
Independent
Non-Executive Director
MARK O’HARE
Non-Executive Director
PENNY WINN
Independent
Non-Executive Director
1 November 2021
4 April 2023
1 December 2023
Chair of the Board Risk and
Sustainability Committee
(since 1 September 2023)
Member of the Audit and
Risk Committee
(until 31 August 2023)
Member of the Board
Nomination Committee
Chair of the Board Audit
Committee (since 31 May 2024)
Member of the Board Audit
Committee (1 September 2023 –
30 May 2024)
Member of the Board Risk and
Sustainability Committee
(since 1 September 2023)
Member of the Audit
and Risk Committee
(until 31 August 2023)
Member of the Board
Nomination Committee
Member of the Board Human
Resources and Remuneration
Committee (since 31 May 2024)
Member of the Board
Audit Committee
(since 1 September 2023)
Member of the Audit and
Risk Committee
(until 31 August 2023)
Member of the Board Audit
Committee (since 31 May 2024)
Member of the Board Risk and
Sustainability Committee
(since 1 December 2023)
Director of Ampol Limited
(since November 2015)
Director of CSR Limited
(November 2015 - July 2024)
Director of Goodman Limited
(February 2018 - November 2021)
Judith is a retail, sales, marketing
and manufacturing professional
who has more than 20 years’
experience in high profile, global,
consumer facing companies.
Judith is the former Chief
Executive Officer Global Markets
at Fonterra.
Her previous roles include
Managing Director of Heinz
Australia, Chief Executive Officer
and Managing Director of
Goodyear Dunlop Tyres Australia
and New Zealand, and Managing
Director of Angus & Roberston/
WH Smith Australia. She also
previously served as a Non-
Executive Director of Fosters,
Virgin Australia and DuluxGroup.
Judith holds a Bachelor of Science
(Honours) in Microbiology and
Virology (University of Warwick)
and is a graduate member of the
Australian Institute of Company
Directors.
Mark O’Hare is an experienced
strategic business adviser with
a long-standing advisory role
supporting Super Retail Group co-
founder Reg Rowe stretching back
more than 35 years.
As a former partner with Grant
Thornton, Mark has established
expertise in the areas of business
services and taxation. Having
previously worked as a chartered
accountant at Ernst & Young, Mark
had three decades with Grant
Thornton in the private business
tax and advisory practice. Mark
is the Chairman of the Re-Grow
Capital Group Advisory Group.
Mark completed a Bachelor of
Commerce at the University of
Queensland, is a Fellow Chartered
Accountant and is member of the
Australian Institute of Company
Directors.
Penny is an experienced director
with deep understanding of the
retail and FMCG sectors. Currently
serving on the board of Ampol
Limited, Penny previously held
Non-Executive Director roles with
Coca-Cola Amatil, Lux Group,
Z Energy, The Amphora Group
(Accolade Wines) and Quantium.
During her 30-year retail career,
Penny held executive leadership
positions with Woolworths, Myer,
Asda, and Big W, including roles
overseeing store operations, retail
management and end-to-end
supply chain transformation. In
her final executive position before
moving into directorship roles,
Penny was Director of Group Retail
Services for Woolworths, with
responsibility for online retailing,
supply chain, technology, and
customer engagement.
Penny holds a Bachelor of
Commerce, Masters in Business
Administration, and is a graduate
member of the Australian Institute
of Company Directors.
ANNABELLE CHAPLAIN AM
Independent
Non-Executive Director
31 March 2020
Director of Seven Group Holdings
Limited (since November 2015)
Chairman of MFF Capital
Investments Limited (Director
since May 2019 and Chairman
since August 2019)
Annabelle brings broad-ranging
experience in financial services,
industrial and infrastructure
services. Her previous roles
include Chair of Queensland
Airports Ltd and Director of
Downer EDI Limited, Credible
Labs Inc and EFIC (Australia’s
export credit agency).
Annabelle is a member of
the Australian Ballet Board of
Directors.
She holds an MBA (University of
Melbourne), a BA majoring in
Economics and Mandarin (Griffith
University), a diploma from the
Securities Institute of Australia
and is a Fellow of the Australian
Institute of Company Directors. In
2016, Griffith University conferred
on her an honorary doctorate for
her service to banking, finance
and the Gold Coast community.
49
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Paul joined Super Retail Group in December
2019 as Managing Director for BCF and
brings deep retail expertise from more than
30 years in executive and management
leadership roles at successful retailers in
both Australia and internationally. After
working in various managerial roles at
Safeway in the United Kingdom, Paul
joined Asda Stores working in regional
and headquarters planning and strategy
positions. Paul worked for nearly a decade
with the Coles Group, holding a number
of leadership positions including Group
General Manager Store Development and
Chief Store Operations Officer where he
was responsible for creating and driving
the operations strategy.
David joined Super Retail Group in
December 2012 in the role of Chief Financial
Officer. David has overall responsibility for
the finance, investor relations, and property
and store improvement portfolios. David
holds a degree in Economics from the
University of Sydney and is a FCPA. He has
more than 30 years of finance experience in
a number of industry sectors, and previously
held senior management positions at
Qantas, Spotless and Lend Lease.
Su joined Super Retail Group in July 2022
and as the Chief Operating Officer has
responsibility for the group operating
model, operating efficiency, HR operations,
corporate affairs and sustainability. She
has 30 years leadership experience in
operating model, strategy, human resources,
marketing, retail customer experience and
transformation across a range of industries
in Australia and New Zealand. Su holds a
Master of Business Administration and a
Bachelor of Arts (Politics and History), both
from Victoria University of Wellington in
New Zealand.
Kevin joined Super Retail Group in
February 2020 as the General Manager
of Health, Safety, Risk, and Sustainability.
In January 2023, he was appointed to the
Executive Leadership Team, where he
led the health, safety, sustainability, and
insurance functions. In November 2023,
Kevin was appointed Chief People and
Safety Officer. Kevin has held executive
roles at Woolworths Group, Westpac, and
Goodman Fielder. He holds a Bachelor of
Chemistry and a Master of Safety from West
Virginia University and is a Graduate of the
Australian Institute of Company Directors. As
a passionate advocate of people living with
disability, Kevin has served on the Australian
National Disability Board since 2006 and is
also a strong supporter of mental health and
suicide prevention initiatives.
Inga joined Super Retail Group in February
2021 in the role of Senior Special
Projects Counsel. She has since held roles
including Senior Regulatory Counsel and
General Manager, Group Secretariat and
Corporate Legal. Inga assumed the role
of Acting Chief Legal Officer in December
2023 and is responsible for leading the
organisation’s legal, corporate governance
and enterprise compliance functions. She
has extensive experience in corporate and
commercial law gained through 20 years
private practice in Australia and the United
Kingdom in corporate litigation acting for
major domestic and international finance
institutions and blue-chip corporates. Inga
holds a Bachelor of Laws and a Bachelor
of Science.
Mandy is an experienced IT and digital
executive with expertise in technology
delivery, digital transformation, IT and
cyber governance, and contemporary IT
operating models. She joined Super Retail
Group in October 2021. For the 15 years
prior, Mandy held CIO roles with some of
Australia’s largest ASX-listed organisations
including Tabcorp, Tatts Group and Wotif
Group. In these roles Mandy traversed
customer centric strategy delivery, digital
maturity acceleration, IT and cyber
resilience programs, M&A integrations,
and value optimisation.
PAUL BRADSHAW
Managing Director – BCF
INGA KIRKMAN
Acting Chief Legal Officer
MANDY ROSS
Chief Information and Digital Officer
DAVID BURNS
Chief Financial Officer
KEVIN FIGUEIREDO
Chief People and Safety Officer
SU DUFFEY
Chief Operating Officer
Executive
Leadership Team
50
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Rory has been with Super Retail Group
since October 2010 in a variety of roles
covering merchandising, marketing and
strategy. In July 2022, Rory was appointed
as Chief Strategy and Customer Officer
with responsibility for corporate strategy
development, analytics, marketing and
customer strategy. He holds a Bachelor of
Economics degree from Trinity College,
Dublin. Rory has extensive international
retail experience including leadership roles
with Marks and Spencer, TNT and Australian
Geographic and has worked in a number of
countries throughout Asia and Europe.
Cathy is an experienced retail executive,
holding senior leadership roles with high-
profile businesses during a retail career
in Australia of more than 30 years. Cathy
was previously General Manager Retail
Operations for Priceline Pharmacy, part of
the ASX-listed Australian Pharmaceutical
Industries Limited, one of Australia’s leading
health and beauty companies. Prior to
Priceline, Cathy was General Manager
for The Body Shop Australia, and has
previously held senior leadership roles with
retail brands including Meredith, French
Connection and the Country Road Group’s
Witchery and Mimco.
Benjamin joined Super Retail Group in July
2019 as Managing Director – Supercheap
Auto. Benjamin holds a Bachelor of
Business (Marketing) from the University
of Newcastle and is an experienced
retail executive with 25 years in senior
management roles across Australia, UK,
US and Europe, including two decades
with international supermarket giant ALDI.
Previously, he was Managing Director,
Global Business Coordination for ALDI
Supermarkets based in Germany. Benjamin
also held various senior leadership roles
at ALDI in Operations, Merchandising,
Transformation and Change Management.
Darren joined Super Retail Group in January
2019 as Chief Supply Chain Officer. Darren’s
role encompasses sourcing, international
shipping, inbound and outbound logistics,
distribution centre operations and omni-
fulfilment. Darren has more than 30 years’
experience in supply chain and logistics
having served in a broad array of industries
including military, steel manufacturing,
FMCG, retail and third-party logistics, with
ten of these years operating in Asia. Darren
holds a Master of Business Administration,
is a Graduate of the Australian Institute of
Company Directors and currently chairs the
Australian Retailers Association Supply Chain
Sub Committee.
Gary joined Super Retail Group in April 2019
as Managing Director – rebel. Gary has
more than 30 years of global retail, brand
and property experience, including senior
executive roles in Australia - where he has
served for the past 20 years – the US, UK,
Asia Pacific and South Africa. Previously
Gary was the Chief Operating Officer for
the Alceon Retail Group and has also held
executive, board and senior retail leadership
roles with brands including David Jones/
Country Road Group, Myer, OK Bazaars,
Puma, Reebok, Coca-Cola, Westfield and
Topshop.
BENJAMIN WARD
Managing Director – Supercheap Auto
RORY SCOTT
Chief Strategy and Customer Officer
DARREN WEDDING
Chief Supply Chain Officer
CATHY SEAHOLME
Managing Director – Macpac
GARY WILLIAMS
Managing Director – rebel
51
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Directors’ Report
Remuneration Report
Financial Statements
For the financial
year ended
2024
29 June 2024
52
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
DIRECTORS’ REPORT
The Directors present their report together with the consolidated financial statements of the Group comprising Super Retail Group Limited
and its subsidiaries for the financial year ended 29 June 2024.
The Company has adopted a 52-week financial year, for financial reporting purposes, which ended on 29 June 2024. The prior financial year
was a 52-week period ended on 1 July 2023.
1.
Directors
The following persons were Directors of the Company at any time during the financial year and up to the date of this report:
-
Sally Pitkin AO - Independent Non-Executive Chair
-
Anthony Heraghty - Group Managing Director and Chief Executive Officer (Group MD and CEO)
-
Annabelle Chaplain AM - Independent Non-Executive Director
-
Peter Everingham - Independent Non-Executive Director
-
Howard Mowlem - Independent Non-Executive Director (retired 29 June 2024)
-
Mark O’Hare - Non-Executive Director
-
Judith Swales - Independent Non-Executive Director
-
Penny Winn – Independent Non-Executive Director (appointed 1 December 2023)
Those Directors listed as Independent Non-Executive Directors have been independent throughout the period of their appointment.
Details of the qualifications, experience, special responsibilities and other details of the Directors are set out on pages 47 to 48.
2.
Board and Board Committee meetings and attendance
The number of meetings of the Board and each Board Committee and the individual attendance by Directors at those meetings which they
were eligible to attend as members, during the financial year, is summarised in the table below. The table excludes the attendance of those
Directors who attended Board Committee meetings of which they were not a member.
Board
Board
Nomination
Committee**
Audit and Risk
Committee*
(dissolved 31
August 2023)
Board Audit
Committee
(effective 1
September 2023)
Board Risk &
Sustainability
Committee
(effective 1
September 2023)
Board Human
Resources and
Remuneration
Committee**
Number of meetings
16
2
1
4
2
5
Held(1)
Attend
Held(1)
Attend
Held(1)
Attend
Held(1)
Attend
Held(1)
Attend
Held(1)
Attend
Sally Pitkin AO
16
16
2
2
-
-
-
-
-
-
5
5
Anthony Heraghty
16
16
-
-
-
-
-
-
-
-
-
-
Annabelle Chaplain AM (2)
16
16
2
2
1
1
-
-
2
2
-
-
Peter Everingham (3)
16
15
-
-
1
1
-
-
2
2
5
5
Howard Mowlem (4)
16
16
-
-
1
1
4
4
-
-
4
4
Mark O’Hare (5)
16
15
-
-
1
1
4
4
-
-
1
1
Judith Swales (6)
16
16
2
2
1
1
4
4
2
2
-
-
Penny Winn (7)
11
11
-
-
-
-
-
-
1
1
-
-
Committee dissolved 31 August 2023 and reconstituted as the Board Risk & Sustainability Committee and the Board Audit Committee effective 1 September
2023.
** Committee name change effective 1 September 2023.
(1) Total number of meetings held during the time the Director was a member of the Board or the relevant Committee.
(2) Ms Chaplain was appointed Chair of the Board Risk & Sustainability Committee effective 1 September 2023.
(3) Mr Everingham ceased to be a member of the Board Nomination Committee effective 31 August 2023 and was appointed as a member of the Board Risk
and Sustainability Committee effective 1 September 2023.
(4) Mr Mowlem ceased to be a Director of the Company on 29 June 2024. He also ceased to be the Chair of the Board Audit Committee and a member of the
Board Human Resources & Remuneration Committee on 30 May 2024.
(5) Mr O’Hare was appointed as a member of the Board Human Resources & Remuneration Committee on 31 May 2024.
(6) Ms Swales was appointed as a member of the Board Risk & Sustainability Committee effective on 1 September 2023 and as Chair of the Board Audit
Committee on 31 May 2024.
(7) Ms Winn was appointed as a Director and as a member of the Board Risk & Sustainability Committee on 1 December 2023, and as a member of the Board
Audit Committee on 31 May 2024.
All Board members may attend any Committee meeting even if they are not a member of the relevant Committee.
In addition to the meetings of the Board and its Committees reflected in the table above, a further 15 special purpose Board sub‑committee
meetings were held during FY24.
53
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
DIRECTORS’ REPORT (continued)
3.
Directors’ interests
As at the date of this report, the Directors have the following relevant interests in ordinary shares of the Company and other relevant
disclosable interests, as notified by the Directors to the ASX in accordance with the Corporations Act:
Director
Number of ordinary shares
Number of performance rights
Sally Pitkin AO
72,405
-
Anthony Heraghty
461,398(1)
336,694
Annabelle Chaplain AM
26,911
-
Peter Everingham
60,000
-
Mark O’Hare
66,020,166(2)
-
Judith Swales
10,125
-
Penny Winn
11,500
-
(1) Includes 99,403 restricted shares held under the Super Retail Group Employee Equity Incentive Plan.
(2) Includes 65,920,166 ordinary shares held under powers of attorney noted in Mr O’Hare’s Appendix 3Y dated 24 May 2024.
Further details regarding the performance rights and restricted shares held by the Group MD and CEO are set out in the Remuneration Report
on pages 69 to 72.
4.
Company Secretaries
During the year, Rebecca Farrell and Amelia Berczelly were Company Secretaries of the Company. Anna Sandham was appointed as an
additional Company Secretary of the Company on 25 March 2024 and became the sole Company Secretary on 6 May 2024.
Ms Sandham is a Senior Company Secretary at Company Matters, a division of Link Market Services. Ms Sandham has over 25 years’
experience as a company secretary and governance professional. Ms Sandham holds a Bachelor of Economics degree (University of Sydney)
and a Graduate Diploma of Applied Corporate Governance (Governance Institute of Australia). Ms Sandham is a Fellow of the Governance
Institute of Australia and a member of its Legislative Review Committee.
5.
Principal activities
The Company is a for-profit entity and is primarily involved in the retail industry. Founded in 1972 as an automotive accessories mail order
business that evolved into Supercheap Auto, the Group has grown through both organic growth and mergers and acquisitions evolving its
principal activities to include:
-
Supercheap Auto (SCA): retailing of auto parts and accessories, tools and equipment;
-
rebel: retailing of sporting equipment and apparel;
-
BCF: retailing of boating, camping and outdoor equipment, fishing equipment and apparel; and
-
Macpac: retailing of apparel, camping and outdoor equipment.
For further details about the Group’s strategy refer to pages 11 to 12.
There were no significant changes to the principal activities of the Group during the financial year under review that are not otherwise
disclosed in this report.
6.
Operating and financial review
Refer to pages 3 to 46 of this Annual Report for the following in respect of the Group:
-
a review of operations during the year and the results of those operations;
-
likely developments in the operations in future financial years and the expected results of those operations;
-
comments on the financial position;
-
comments on business strategies and prospects for future financial years;
-
details of any dividends or distributions determined, declared or paid during the financial year by the Company; and
-
an outline of the material business risks that may affect the Group.
Information on the Group’s business strategies and future prospects and the likely developments in the Group’s operations for future
financial years and the expected results of those operations that could result in unreasonable prejudice to the Group (for example,
information that is commercially sensitive, confidential or could give a third party a commercial advantage) has not been included in this
report.
54
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
DIRECTORS’ REPORT (continued)
7.
Environmental regulation and reporting
The Group's operations are subject to a range of environmental regulations under the laws of the Commonwealth of Australia and its States
and Territories. We report our Scope 1 and Scope 2 emissions from our Australian operations to the Clean Energy Regulator annually, under
the National Greenhouse and Energy Reporting scheme, established by the National Greenhouse and Energy Reporting Act 2007 (Cth). The
Company's FY24 Sustainability Report provides disclosure around the material ESG-related issues for the Group's businesses. The Group did
not incur any significant liabilities under any environmental legislation during the reporting period.
8.
Significant changes in the state of affairs
There were no other significant changes in the state of affairs of the Group that occurred during the financial year under review that are not
otherwise described in this report.
9.
Matters subsequent to the end of the financial year
At the date of this report, the Directors are not aware of any matter or circumstance, other than transactions or matters disclosed in this
report, that has arisen and has significantly affected or may significantly affect the operations of the Group, the results of those operations
or the state of affairs of the Group in the financial years subsequent to 29 June 2024.
10.
Non-audit services
Details of fees paid or payable to the Company’s auditor, Ernst & Young, and its network firms for non-audit services provided during the
financial year are set out on page 140 in Note 30 – Remuneration of auditors in the notes to the consolidated financial statements.
The Group may employ the Company’s auditor on assignments additional to their statutory audit duties where the auditor’s expertise and
experience with the Group are important. These assignments may be tax advice, or where the auditor is awarded assignments on a
competitive basis. It is the Group’s policy to seek competitive tenders for all major consulting projects.
The Board has considered and, in accordance with the advice received from the Board Audit Committee, is satisfied that the provision of the
non-audit services during the financial year is compatible with the general standard of independence for auditors imposed by the
Corporations Act for the following reasons:
-
all non-audit services have been reviewed by the Board Audit Committee to ensure they do not impact the impartiality and objectivity
of the auditor; and
-
none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for
Professional Accountants.
11.
Corporate Governance Statement
The Company’s Corporate Governance Statement for the financial year ended 29 June 2024 can be accessed in the Corporate Governance
section of the Company’s website.
12.
Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act for leave to bring proceedings on behalf of the Company, or
to intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or
part of those proceedings.
13.
Auditor’s independence declaration
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act is set out on page 56.
14.
Remuneration Report
The audited Remuneration Report is set out on pages 58 to 88.
15.
Options over unissued shares
No options over unissued shares in the Company were in existence at the beginning of the financial year or granted during, or since the end
of, the financial year.
55
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
DIRECTORS’ REPORT (continued)
16.
Directors’ and Officers’ indemnification and insurance
The Company's Constitution permits the Company to indemnify any current or former director, secretary or senior manager of the Company
or of a related body corporate of the Company out of the property of the Company against:
-
every liability incurred by the person in that capacity (except a liability for legal costs); and
-
all legal costs incurred in defending or resisting (or otherwise in connection with) proceedings, whether civil or criminal or of an
administrative or investigatory nature, in which the person becomes involved because of that capacity,
except to the extent that:
-
the Company is forbidden by law to indemnify the person against the liability or legal costs; or
-
an indemnity by the Company of the person against the liability or legal costs would, if given, be made void by law.
The Company has entered into a Deed of Indemnity, Insurance and Access (Deed) with each of the Directors. Under the Deed, the Company
agrees to, among other things, indemnify the Director on terms consistent with the Constitution. The Deed also entitles the Director to access
to company documents and records, subject to undertakings as to confidentiality, and to receive directors’ and officers’ insurance cover paid
for by the Company.
In addition, the Company has entered into individual deeds of indemnity and insurance with each other director, secretary and officer of the
Group on terms broadly consistent with the Deed, except that certain of these deeds do not provide for access to company documents and
records.
The Company has, during the financial year, paid premiums for Directors' and Officers' insurance for the benefit of directors, secretaries and
officers of the Group against certain liabilities incurred in that capacity. The Directors’ and Officers’ insurance policy prohibits disclosure of
the nature of the liabilities insured and the premiums payable under the policy.
To the extent permitted by law, the Company has agreed to provide certain indemnities to its auditors, Ernst & Young Australia, as part of
the terms of its audit engagement agreement against claims by third parties arising from the audit (for an unspecified amount). No payment
has been made to indemnify Ernst & Young Australia during or since the end of the financial year.
17.
Incorporation of other content into this report
Where this report refers to other sections and pages of the Annual Report, that content forms part of this report.
18.
Rounding of amounts
The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, issued by the
Australian Securities and Investments Commission, relating to the ‘rounding off’ of amounts in the Directors’ Report. Amounts in the
Directors’ Report and the accompanying Financial Report have been rounded off in accordance with that instrument to the nearest hundred
thousand dollars, unless otherwise stated.
This report is made in accordance with a resolution of the Directors.
Sally Pitkin AO
Anthony Heraghty
Chair
Group Managing Director and
Chief Executive Officer
Brisbane
22 August 2024
56
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Ernst & Young
200 George Street
Sydney NSW 2000 Australia
GPO Box 2646 Sydney NSW 2001
Tel: +61 2 9248 5555
Fax: +61 2 9248 5959
ey.com/au
Auditor’s independence declaration to the Directors of Super Retail Group
Limited
As lead auditor for the audit of the financial report of Super Retail Group Limited for the 52 week
period ended 29 June 2024, I declare 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;
b.
No contraventions of any applicable code of professional conduct in relation to the audit; and
c.
No non-audit services provided that contravene any applicable code of professional conduct in
relation to the audit.
This declaration is in respect of Super Retail Group Limited and the entities it controlled during the
financial year.
Ernst & Young
Lisa Nijssen-Smith
22 August 2024
57
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Remuneration
Report
For the financial
year ended
2024
29 June 2024
58
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
CONTENTS
Section 1
Letter from the Chair of the Board Human Resources and Remuneration Committee
Section 2
Key Management Personnel (KMP)
Section 3
FY24 Performance and Executive Remuneration Outcomes, including:
Executive Remuneration table calculated in accordance with accounting standards
Remuneration received
Section 4
FY25 Remuneration Matters
Section 5
Executive Interests in Super Retail Group Securities
Section 6
Executive Remuneration Framework
Section 7
Non-Executive Director Remuneration Arrangements
Section 8
Transactions with KMP
Section 9
Remuneration Governance
Introduction
The Directors of Super Retail Group present this Remuneration Report for the financial year ended 29 June 2024. The Remuneration Report
explains how the Group’s performance has driven executive remuneration outcomes and provides the details of specific remuneration
arrangements that apply to Key Management Personnel (KMP) in accordance with the Corporations Act 2001 (Cth) (Corporations Act), the
Corporations Regulations 2001 (Cth) and applicable Australian Accounting Standards. The report also outlines the Group’s remuneration
philosophy and governance.
SECTION 1
Letter from the Chair of the Board Human Resources and Remuneration Committee
Dear Shareholders,
On behalf of the Board, I am pleased to present the Remuneration Report for the financial year ended 29 June 2024 which describes how
Non-Executive Directors and Executive KMP are paid. Included in this report are the fixed and variable remuneration outcomes for Executive
KMP, which were determined after considering the Company’s results and their individual performance. Our remuneration strategy has
been developed to ensure remuneration is fair and competitive. During FY24, the Board continued to focus on a framework that aligns
remuneration with performance outcomes and has regard for the experience of our customers, team members and the expectations of
our shareholders and the community. The first portion of the report focuses on FY24 performance and the link to remuneration outcomes.
Statutory tables are incorporated in Section 3 (Executive KMP) and Section 7 (Non-Executive Directors). Detail of the remuneration policies
and framework for Executive KMP is presented in Section 6.
Our Remuneration Report for FY23 received 81.8 per cent of votes in favour of adoption at the 2023 Annual General Meeting (AGM). In
presenting the FY24 remuneration outcomes and considering changes for FY25, we have taken into account feedback from shareholders.
Super Retail Group delivered another year of record sales in FY24, as we continued the successful execution of the Group strategy.
Pleasingly, despite growing inflationary pressure on costs, the Group delivered a solid profit result.
We met targets, and in some cases met stretch targets, with the ongoing investment in the Group’s store network through new store
openings, store refurbishments and the roll out of new store formats. This was a key driver of revenue growth.
We executed on our ambition to continue growing our active club membership base, with the addition of 1.2 million active club members
in FY24, taking the Group to more than 11.5 million active club members across its loyalty programs. In addition, we finished the year with
a team member engagement score of 81 and our highest team member participation rate of 78 per cent.
Despite our delivery against safety effort objectives, our Total Recordable Injury Frequency Rate (TRIFR) increased to 14.5. The increased
TRIFR impacted the Short-Term Incentive (STI) of all Executives, with a zero score for the Safety measure. This rise in TRIFR does not reflect
our advancements in critical safety areas such as safety in design and construction, contractor safety management, dangerous goods
management, psychological safety, and retail crime prevention. These initiatives have seen increased maturity and effectiveness of critical
safety controls.
The Group’s financial performance has resulted in the opening of the performance gate for the STI Scheme. The Executive KMP STI
achievement, as detailed in Section 3 of this report, was commensurate with the performance of the Company during FY24. The overall
result for the Group Managing Director and Chief Executive Officer (Group MD and CEO), Anthony Heraghty, was between target and
stretch.
59
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
There were no Long-Term Incentive (LTI) grants eligible for testing in FY24. Details of the plans are shown in Section 6.
In the context of market data for similarly sized ASX-listed companies and industry peers and having regard to the Group’s performance in
FY24, the Board approved remuneration changes for some Executive KMP. The Board considered feedback from shareholders regarding
the determination of the relevant benchmark for remuneration levels. Market data provides one input to the Board’s decision-making on
remuneration levels. The benchmarking approach allows the Board to consider a broad range of comparable roles in companies or, where
relevant, business units of similar size and scale, as well as industry peers. This multiple lens approach provides both a large enough sample
to form a view on remuneration levels across the broader market for talent, as well as sector-specific insights.
The intent of the changes to Executive KMP remuneration in FY25 is to maintain alignment of Total Target Remuneration and mix towards
the 75th percentile of the relevant peer group in the market. Fixed remuneration for the Group MD and CEO in FY25 remains the same as
for FY24 (and FY23), as does the STI target, with a 3.4 per cent increase in total target reward to be delivered in equity via an increased LTI
grant (subject to shareholder approval at the 2024 AGM). Other than for the Managing Director of BCF (MD BCF) and the Managing Director
of Macpac (MD Macpac), the FY25 STI reward targets for Executive KMP in FY25 remain the same as FY24 (and FY23). Executive KMP fixed
remuneration will increase by, on average, 1.4 per cent compared to FY24 in line with market compensation ratios. Remuneration mix is
set out in Section 4.
With the resignation of Howard Mowlem, we thank him for his excellent contribution to the Committee and welcome Mark O’Hare. Full
details of Non-Executive Directors fees are provided in Section 7.
On behalf of the Board, I would like to thank and congratulate the entire Super Retail Group team on the Company’s FY24 performance,
both financial and non-financial. We welcome your feedback on our FY24 Remuneration Report.
Yours sincerely,
Peter Everingham
Chair of the Board Human Resources and Remuneration Committee
60
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
SECTION 2
Key Management Personnel (KMP)
The names and titles of the Group’s KMP for FY24, being those persons having authority and responsibility for planning, directing and
controlling the activities of the Group, are set out below.
Name
Position
Term as KMP(1)
Non-Executive Directors
Sally Pitkin AO
Chair and Independent Non-Executive Director
Director since 1 July 2010
(Chair from 23 October 2017)
Peter Everingham
Independent Non-Executive Director
19 December 2017
Annabelle Chaplain AM
Independent Non-Executive Director
31 March2020
Judith Swales
Independent Non-Executive Director
1 November 2021
Mark O’Hare
Non-Executive Director
4 April 2023
Penny Winn
Independent Non-Executive Director
1 December 2023
Former Non-Executive Directors
Howard Mowlem
Independent Non-Executive Director
13 June 2017 to 29 June 2024
Executives
Anthony Heraghty
Group Managing Director and
Chief Executive Officer
KMP since 27 April 2015
(Group MD and CEO from
20 February 2019)
David Burns
Chief Financial Officer
3 December 2012
Gary Williams
Managing Director - rebel
2 April 2019
Benjamin Ward
Managing Director - Supercheap Auto
1 August 2019
Paul Bradshaw
Managing Director - BCF
25 November 2019
Cathy Seaholme
Managing Director - Macpac
25 October 2021
(1)
Indicates date of commencement as a KMP and, where applicable, the date of cessation as a KMP. Except where otherwise indicated, all KMP were in office for the entire reporting period
and at the date of this report.
61
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
SECTION 3
FY24 Performance and Executive Remuneration Outcomes
RELATIONSHIP OF REMUNERATION TO GROUP PERFORMANCE
All elements of the remuneration framework are set by reference to market context and benchmarks. The overarching performance
management framework aims to align executive performance and conduct to sustainable, profitable performance. The STI Scheme and LTI
Plan operate to create a clear link between executive remuneration and the Group’s performance, motivating and rewarding the Group
MD and CEO and other Executive KMP.
The performance of the Group over the past five financial years is summarised in Table 1.
FINANCIAL PERFORMANCE
The Group produced a solid financial result in FY24, delivering record sales of $3.9 billion and Normalised Net Profit Before Tax of $342.6
million.
Table 1: Group performance
FY20
FY21
FY22
FY23
FY24
Sales ($m)
2,825.2
3,453.1
3,550.9
3,802.6
3,882.6
Normalised net profit before tax (NPBT) ($m) (3)
218.3
437.5(1)
356.9(1)
390.6
342.6
Normalised return on capital (ROC) (%) (3)
14.5
28.8(1)
20.5(1)
20.7(1)
19.0(1)
Normalised earnings per share (EPS) (¢) (3)
78.0
136.5(1)
110.4(1)
121.1
107.2
Dividends per share (¢)
19.5
88.0
70.0
103.0
119.0
Share price at the close of the financial year ($)
8.14(2)
12.95
8.49
11.43
13.95
(1)
pre AASB16 – Leases.
(2)
The opening share price in FY20 was $8.23.
(3)
Normalised measures are non-IFRS measures and are unaudited.
The Board may adjust for any significant events or items to give financial statement users additional insight into financial performance.
These adjustments are for events or items considered unusual by their nature or size and/or not being in the ordinary course of business.
For FY24, such adjustments related only to the in-year effect of items disclosed in prior years (see Table 2 below and Note 4b – Segment
information in the notes to the consolidated financial statements). There were no other adjustments made in FY24 for the purpose of
defining normalised net profit before tax.
Table 2: Group performance – adjustments for significant items
$m
FY24
FY23
Profit before tax
339.8
379.4
Adjustments for wages underpayment
2.8
11.2
Normalised net profit before tax (Normalised NPBT)
342.6
390.6
Ongoing investment in the store network through new store openings, format upgrades and store refurbishments enabled the Group to
deliver positive year-on-year sales growth in a challenging market for retail. Flat like-for-like sales growth during the period reflected the
impact of higher interest rates and increased cost of living expenses, which dampened consumer spending.
The Group delivered mixed performances across its four core brands during the period.
Supercheap Auto delivered three per cent sales growth and two per cent like-for-like sales growth. This top line growth reflected both the
resilience of the auto category and the strength of the Supercheap Auto brand. Key strategic initiatives, including ongoing investment in
the store network, extension of the core auto offering to adjacent categories, and rebranding to appeal to a wider customer audience, all
contributed to another strong result.
rebel’s performance during the year fell short of expectations. Weaker consumer demand, which in turn led to increased discounting from
competitors in the footwear and apparel categories, contributed to a sales result that was below the previous year. On a more positive
note, rebel successfully launched its new loyalty program during the period. While new loyalty benefits offered to club members impacted
62
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
rebel’s gross margin performance, the Group has been pleased with the customer response to the new program, with 3.3 million club
members having earned loyalty points during the period.
New store openings enabled both BCF and Macpac to deliver positive sales growth during the period while continuing to grow their
respective market shares in the outdoor adventure category. BCF achieved a higher year-on-year profit result as a result of increased sales
and gross margin improvement whereas gross margin compression, higher operating expenses and increased depreciation led to a lower
year-on-year profit result for Macpac.
The Group delivered 46.3 per cent gross margin in the period which was 10 basis points higher than the previous year. This margin uplift
reflects the benefit of previous investments made to enhance the Group’s quantitative pricing capability, reduce split orders (through
enhancements to the order management system) and centralise Group sourcing and procurement.
As a result of ongoing inflationary pressures on wages, rent and electricity, the Group’s cost of doing business increased, which was partially
mitigated by the Group’s efficiency and cost control initiatives. As a result of higher costs, Group PBT margin for the period fell to 8.8 per
cent.
Disciplined capital allocation and sound operating performance enabled the Group to achieve a 19.0 per cent return on capital during the
period, well above the Group’s cost of capital.
The Group’s financial performance during the period, together with the strength of the Group’s balance sheet, enabled the Directors to
determine to pay a special dividend of 50 cents per share, in addition to the final ordinary dividend of 37 cents per share. Together with
the interim ordinary dividend of 32 cents this represents an aggregate dividend payment to shareholders for FY24 of 119 cents per share.
The Group’s incentive awards are designed to align Executive KMP remuneration with business performance. This alignment is
demonstrated through the choice of metrics, annual target setting process and the variation in STI and LTI payment outcomes year-on-
year. Over the past five financial years, Executive KMP STI outcomes have ranged from 50 per cent to 141 per cent of target (33 per cent to
94 per cent of maximum), averaging 119 per cent of target (79 per cent of maximum). Similarly, over the past five years, the LTI has vested
between 38 per cent and 100 per cent, averaging 82 per cent. Further detail on FY24 STI outcomes and LTI vesting is included on the
following pages.
STI OUTCOMES FOR FY24
For the financial year ended 29 June 2024, the target for Normalised NPBT was set at $329.6 million. This target factored in a low sales
growth and high inflation outlook, which was expected to unfavourably impact operating margins. The financial gateway for the FY24 STI
scheme (being 90 per cent of target) was exceeded.
The individual Key Performance Indicator (KPI) categories to determine STI awards and the FY24 achievements, referenced by the Board
for the Group MD and CEO and other Executive KMP, are detailed in Tables 3 and 4.
After reviewing the FY24 STI outcome the Board applied a downward adjustment to the score of 131.6 per cent of target (87.7 per cent of
maximum) for the Group MD and CEO. The adjustment of 15 percentage points was made after consideration of the TRIFR results, mixed
financial performance in the Brands, and the risk factors associated with the workplace litigation, resulting in a final outcome of 116.6 per
cent of target (77.7 per cent of maximum). The Board will, in FY25, review remuneration outcomes against the Group's risk profile in line
with its standard practice, and consider applying further discretion if the circumstances warrant.
The Board also applied a downward adjustment to the scores of the other Executive KMP ranging from 0.5 to 25.7 percentage points, for a
range of factors specific to each Executive.
63
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
Table 3: Group MD and CEO performance
Balanced
Scorecard
Measure
Weighting
Actual Performance range
Commentary on Performance
Group Financial
Performance
Normalised Net
Profit Before
Tax
35%
Threshold
50%
Target
100%
Stretch
150%
The Normalised NPBT result for the Group was
$342.6 million which was between target and
stretch for FY24.
The Normalised NPBT result reflects the
execution of the Group’s omni-retailing
strategy, and benefits from range extension,
store development and loyalty program
enhancements. These initiatives supported
sales growth, gross margin expansion and
moderation of cost increases.
Working Capital
Efficiency
15%
The Group's 13-month rolling average
monthly net working capital result delivered
at stretch, through a sustained focus on
optimising store in-stock position and
effective management of inventory
timing. Net working capital investment
reduced, while inventory levels increased to
support store network growth
Business
Improvement
Strategic and
store portfolio
20%
The FY24 portfolio was successfully delivered
in accordance with plan and the achievement
of project benefits from the FY23 completed
projects.
The property portfolio delivery was in line
with stretch targets.
Customer
Revenue from
active
customers
15%
The target for organic growth through existing
customers was exceeded with active customer
revenue up 5 per cent from the prior year.
Non-financial/
Environment,
Social and
Governance
(ESG)
Safety
15%
The Safety Effort (leading indicator) measure
exceeded the target; however, this did not
translate into the required reduction in the
Total Recordable Injury Frequency Rate.
Execution of
ESG framework
Execution delivered against the FY24
objectives with solid progress against 2030
goals.
Table 4: Other Executive KMP performance outcome
Name
Role
Financial
Performance
Business
Improvement
Customer
Non-
financial/ESG
STI
scorecard
outcome
Paul Bradshaw
Managing Director - BCF
Stretch
Target to
Stretch
Stretch
Threshold to
Target
Target to
Stretch
David Burns
Chief Financial Officer
Stretch
Stretch
Target
Threshold to
Target
Target to
Stretch
Cathy Seaholme
Managing Director -
Macpac
Threshold to
Target
Target
Stretch
Threshold to
Target
Threshold to
Target
Benjamin Ward
Managing Director -
Supercheap Auto
Stretch
Target
Stretch
Threshold to
Target
Target to
Stretch
Gary Williams
Managing Director - rebel
Target
Target
Stretch
Threshold to
Target
Threshold to
Target
The STI outcomes for Executive KMP are reflected in Table 5.
$296.6m
$329.6m
$346.5m
$566m
$535m
$508m
64
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
The STI award for all Executive KMP will be delivered 70 per cent as cash and 30 per cent as restricted shares. The restricted share deferral
is released 50 per cent in August 2025 and 50 per cent in August 2026. This deferral supports an increase in executive shareholding,
enhances risk management and executive retention, and reflects broader market practice.
Table 5: STI outcomes
Name
STI assessment
per cent of
target
Total STI
payment
($)
30%
deferral
into equity
($)
STI cash
payment
($)
STI earned
per cent of
maximum
(maximum = 150%
of target)
STI unearned
(forfeited)
per cent of
maximum
payable
Group MD and CEO
Anthony Heraghty
116.6
1,399,200
419,760
979,440
77.7%
22.3%
Other Executive KMP
Paul Bradshaw
125.6
502,400
150,720
351,680
83.7%
16.3%
David Burns
130.1
650,695
195,208
455,487
86.7%
13.3%
Cathy Seaholme
66.6
203,143
60,943
142,200
44.4%
55.6%
Benjamin Ward
113.5
567,670
170,301
397,369
75.7%
24.3%
Gary Williams
80.4
402,121
120,636
281,485
53.6%
46.4%
LTI OUTCOMES FOR FY24
As disclosed in the FY23 Remuneration Report, there is no testing of LTI grants in FY24 for Executive KMP and other members of the ELT.
There were a number of prior year LTI grants that had tranches vest in FY24, due to the staggered approach to vesting. As the LTI vests
over a period after the performance hurdles have been tested, the FY24 value of LTI shown in the remuneration tables includes a portion
of the FY19 grant and all subsequent grants.
Table 6 outlines the performance outcomes and the subsequent vesting for each of the LTI performance rights granted and performance
tested since FY19. Each grant (other than the FY21 grant) is subject to equally weighted performance measures based on normalised
earnings per share (EPS) and normalised return on capital (ROC). The FY21 LTI grant was measured over the two years of the Medium-Term
Business Plan established in the uncertainty of the COVID-19 pandemic. The terms of the FY21 LTI grant are detailed in Table 18. Grants
up to and including the FY20 grant used the compound average growth rate of Normalised EPS over three financial years as the EPS metric.
Beginning in FY23, cumulative Normalised EPS over three financial years has been used as the EPS metric. For the FY24 grant, cumulative
Normalised EPS is measured over the three financial years FY24, FY25 and FY26. The ROC measure is the Normalised ROC averaged over
three financial years. An outline of how these measures are calculated is included in Table 16.
Table 6: Proportion of LTI vesting since the FY19 grant
Grant
name
Grant date
Financial
results
determining
vesting (1)
Normalised EPS
three-year compound average
growth rate (50% weight)
Normalised ROC
three-year average
(50% weight)
Performance
outcome
%
Qualifying
for vesting
%
Forfeited
%
Performance
outcome
%
Qualifying
for vesting
%
Forfeited
%
FY19
September
2018
FY19, FY20,
FY21
23.8
50.0
Nil
19.0
50.0
Nil
FY20
September
2019
FY20, FY21,
FY22
12.6
46.7
3.3
21.3
50.0
Nil
Grant
name
Grant date
Financial
results
determining
vesting
Normalised NPBT
two-year aggregate
(50% weight)
Normalised ROC
two-year average
(50% weight)
Performance
outcome
$m
Qualifying
for vesting
%
Forfeited
%
Performance
outcome
%
Qualifying
for vesting
%
Forfeited
%
FY21
November
2020
FY21, FY22
794.4
50.0
Nil
24.6
50.0
Nil
(1)
Results are after adjustments for impact of underpayments as previously disclosed.
65
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
Executive KMP remuneration outcomes for FY24
Table 7 details remuneration elements prepared in accordance with Australian Accounting Standards. Restricted shares and performance
rights are valued at fair value, accrued over the performance period and vesting period, and cash bonus (STI) for FY24 is the amount earned
for FY24 and to be paid in September 2024. The fair value of restricted shares is the market value at the grant date. The fair value of
performance rights is determined using a Black-Scholes option pricing model.
Table 7: Remuneration for Executive KMP calculated in accordance with Australian Accounting Standards
Year
Short-term benefits
Long-term
benefits
Post-
employment
benefits
Termination
benefits
Share-based
payments
Total
Name
Cash
salary
$
Cash
bonus
$
Non-
monetary
benefits
(1)
$
Annual and
long service
leave
(2)
$
Super-
annuation
$
Termination
benefits
$
Performance
Rights
(3)
$
Restricted
Shares
$
Total
$
Anthony Heraghty
FY24
1,452,047
979,440
20,554
107,330
27,540
-
806,819
719,738
4,113,468
FY23
1,468,738
950,880
5,929
9,609
25,733
-
760,638
706,623
3,928,150
Paul Bradshaw
FY24
653,120
351,680
-
(26,802)
25,976
-
291,280
245,450
1,540,704
FY23
674,667
314,440
-
6,023
25,383
-
297,978
250,560
1,569,051
David Burns
FY24
688,701
455,487
3,900
(5,000)
27,465
-
292,300
308,168
1,771,021
FY23
690,767
390,367
3,900
(4,300)
25,446
-
325,175
308,618
1,739,973
Cathy Seaholme
(4)
FY24
578,733
142,200
-
(387)
-
-
159,852
162,065
1,042,463
FY23
508,592
302,557
-
21,745
-
-
75,256
202,454
1,110,604
Benjamin Ward
FY24
772,601
397,369
-
32,057
27,537
-
317,580
307,843
1,854,987
FY23
743,672
468,791
995
13,126
25,400
-
329,641
313,669
1,895,294
Gary Williams
FY24
768,701
281,485
3,900
12,357
27,537
-
317,580
280,834
1,692,394
FY23
740,767
401,920
3,900
(1,025)
25,400
-
329,641
315,045
1,815,648
Total
FY24
4,913,903
2,607,661
28,354
119,555
136,055
-
2,185,411
2,024,098
12,015,037
Total
FY23
4,827,203
2,828,955
14,724
45,178
127,362
-
2,118,329
2,096,969
12,058,720
(1)
Includes salary-sacrificed items such as novated leases, and car parking, including any FBT payable, and KMP relocation and accommodation.
(2)
Long-term benefits include the accounting expense of annual and long-service leave accrued.
(3)
FY23 and FY24 includes a dividend equivalent payment due in respect of Mr Heraghty’s one-off co-investment award of performance rights for the period from his appointment as Group
MD and CEO on 20 February 2019 until the date of vesting on 20 February 2023 (tranche 2) and 20 February 2024 (tranche 3), consistent with Mr Heraghty’s contract terms.
(4)
Ms Seaholme commenced as an Executive KMP on 25 October 2021. Ms Seaholme received an initial incentive, dependent on performance, which is payable partially in cash and partially in
equity (restricted shares). This incentive is described in Section 6. Included in cash bonuses and restricted shares is an accrued initial incentive of $99,181 and $80,660 respectively in FY23,
and $nil and $29,137 respectively in FY24.
66
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
Table 8 details the remuneration received by Executive KMP during FY24. As with Table 7, the cash STI amount is the amount earned in
FY24 and that will be paid in September 2024. The amount shown for the value of restricted shares represents the number of shares on
which the restrictions were lifted multiplied by the closing price of ordinary shares of the Company on the ASX on the date restrictions
were lifted ($12.53 on 18 August 2023). This value for restricted shares contrasts with Table 7, which shows the FY24 portion of the fair
value of restricted shares amortised over the relevant performance measurement and vesting period.
The amount shown for the value of performance rights (LTI) vesting represents the number of ordinary shares in the Company received on
vesting of performance rights during FY24 multiplied by the closing price of ordinary shares of the Company on the ASX on the date of
vesting ($12.62 on 4 September 2023 (FY19 and FY20 grants), $13.30 on 2 November 2023 (FY21 grant) and $16.04 on 28 February 2024
(co-investment)). The ordinary shares received on vesting of performance rights derive from grants since FY19, which have staggered
vesting dates after the end of the performance period, as detailed in Table 14. This value for LTI contrasts with Table 7, which shows the
FY24 portion of the fair value of equity grants amortised over the relevant performance measurement and vesting periods.
Table 8: Actual remuneration received
FY24
Cash and non-monetary
Equity
Total
Name
Fixed Pay(1)
$
Other(2)
$
Cash
bonus
$
Value of
restricted shares
on which
restrictions
ceased
$
Value of LTI
(performance
rights) vesting
$
Total
$
Anthony Heraghty
1,500,141
62,868
979,440
422,875
1,743,436
4,708,760
Paul Bradshaw
679,096
-
351,680
181,660
650,219
1,862,655
David Burns
720,066
-
455,487
218,636
823,686
2,217,875
Cathy Seaholme
578,733
-
142,200
109,922
-
830,855
Benjamin Ward
800,138
-
397,369
206,933
715,658
2,120,098
Gary Williams
800,138
-
281,485
225,314
715,658
2,022,595
(1)
Fixed Pay is defined in Section 6. Changes in accruals are not included in this table as they do not affect the amounts received by the individual.
(2)
Represents a dividend equivalent payment paid in respect of Mr Heraghty’s one-off co-investment grant of performance rights for the period from his appointment as Group MD and CEO on
20 February 2019 until the date of vesting on 20 February 2024, consistent with Mr Heraghty’s contract terms.
67
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
SECTION 4
FY25 Remuneration Matters
Looking ahead to FY25, the following changes to remuneration quantum and approach have been approved by the Board.
The Group MD and CEO’s fixed remuneration and STI will remain unchanged for FY25. Mr Heraghty’s target LTI will increase to $1,800,000
(face value) which will increase his total target remuneration opportunity to $4,500,000 for FY25, an increase of 3.4 per cent.
In determining this change, the Board considered market data for similar-sized ASX-listed companies and industry peers along with the
Group’s sustained financial performance and Mr Heraghty’s personal contribution and value to the Group. This continues the Board’s
strategy to increase the weight of equity within the pay mix. Mr Heraghty’s fixed remuneration and total target remuneration are
positioned towards the 75th percentile of the relevant peer group. During his tenure, Mr Heraghty has led the team to add considerable
value for shareholders, overseeing increases in Normalised EPS of 38.7 per cent (FY19 compared to FY24) while consistently maintaining
ROC above target ranges. In FY24, the Group delivered total shareholder returns, including dividends, of 30 per cent.
Table 9 shows the remuneration mix as a percentage of total target reward for Executive KMP. The Group MD and CEO’s remuneration
opportunity has been progressively moved toward long-term variable pay with LTI weighted at 40 per cent for FY25 compared to 38 per
cent for FY24, with 48 per cent provided in equity. The Board considers this approach appropriate to reward and retain a high-calibre
executive, while aligning the interests of management and shareholders via a high proportion of variable pay with significant equity
exposure.
In the context of market data for similar-sized ASX-listed companies and industry peers, and continued strong business and personal
performance, the Board approved changes to other Executive KMP remuneration levels for FY25. The intent of the changes is to align Total
Target Remuneration and mix towards the 75th percentile of the relevant peer group in market. Executive KMP FY25 fixed remuneration
will increase by 1.4 per cent on average compared to FY24, in line with market compensation ratios. Other than the MD BCF and the MD
Macpac, the reward targets for STI remain the same as FY24 for Executive KMP. The FY25 target remuneration mix is shown in Table 9.
Table 9: Remuneration mix of Executive KMP at Target
68
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
The FY25 LTI measures of EPS and ROC remain unchanged from the prior year. The performance hurdles for the FY25 LTI grant have
changed, with a steeper vesting schedule for the ROC measure, as detailed below.
Measures
Normalised EPS over the performance period
Normalised ROC over the performance period
Proportion that qualifies for
delivery in accordance with the
vesting period (see Table 17)
Below $3.12:
0% of this portion
Below 13%:
0% of this portion
At $3.12:
50% of this portion
At 13.1%:
5% of this portion
At $3.57:
100% of this portion
Straight-line vesting: Between $3.12 and $3.57
At 15%:
100% of this portion
Straight-line vesting: Between 13% and 15%
69
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
SECTION 5
Executive Interests in Super Retail Group Securities
The remuneration framework aligns executives’ interests to those of shareholders by utilising equity-based awards in the form of restricted
shares and performance rights. Executive KMP are also required to hold a minimum number of securities for alignment with other
shareholders.
Restricted shares are awarded as the deferred component of STI awards and certain other awards for executives and are ordinary shares
in the Company that are subject to certain time-based restrictions on disposal and vesting. Performance rights are awarded under the LTI
Plan at no cost to the executive and provide the right to receive ordinary shares in the Company, subject to meeting performance and
service-based vesting conditions.
Restricted shares and performance rights are delivered to Executive KMP and other eligible executives subject to the rules of the Super
Retail Group Employee Equity Incentive Plan (the EIP). Further details of the equity plan structures are outlined in Section 6. The EIP rules
are available in the Corporate Governance section of the Company’s website.
EQUITY INTERESTS IN THE COMPANY HELD BY EXECUTIVE KMP
This Section provides further information regarding the various equity interests in the Company held by Executive KMP, including details
of (and movements in) securities held by Executive KMP during the financial year.
Table 10 summarises the movement in the number of ordinary shares in the Company and the number of performance rights held during
the financial year by each Executive KMP including their related parties. Table 10 also sets out the number of ordinary shares in the
Company acquired by Executive KMP during the financial year on vesting of performance rights (see also Table 14) and on allocation of
restricted shares (see also Table 12).
Table 10: Movement in equity interests held by Executive KMP and their related parties during FY24(1)
Type of equity
Held at
1 July 2023
Restricted
shares /
Performance
rights granted
as
remuneration
Performance
rights vested
/ shares
received on
vesting of
performance
rights
Performance
rights lapsed
Other net
change(2)
Held at
29 June 2024
Anthony Heraghty
Ordinary shares(3)
252,840
77,441
131,117
-
-
461,398
Performance rights(4)
340,986
126,825 (5)
(131,117)
-
-
336,694
Paul Bradshaw
Ordinary shares(3)
84,442
25,730
49,900
-
-
160,072
Performance rights(4)
131,239
43,235
(49,900)
-
-
124,574
David Burns
Ordinary shares(3)
134,365
32,080
63,583
-
(81,032)
148,996
Performance rights(4)
147,543
41,506
(63,583)
-
-
125,466
Cathy Seaholme
Ordinary shares(3)
5,305
28,460
-
-
(4,500)
29,265
Performance rights(4)
36,060
31,444
-
-
-
67,504
Benjamin Ward
Ordinary shares(3)
111,802
34,663
54,898
-
(30,000)
171,363
Performance rights(4)
144,834
46,118
(54,898)
-
-
136,054
Gary Williams
Ordinary shares(3)
84,393
32,460
54,898
-
(35,000)
136,751
Performance rights(4)
144,834
46,118
(54,898)
-
-
136,054
(1)
Includes the Executive KMP's close family members or any entity they or their close family members control, jointly control or significantly influence.
(2)
Other net change includes the purchases and sales of shares.
(3)
There are no ordinary shares held nominally at the end of the reporting period.
(4)
There are no performance rights at the end of the reporting period that are vested and unexercised.
(5)
Shareholders approved (under ASX Listing Rule 10.14) the grant of these performance rights (relating to Mr Heraghty’s FY24 LTI) at the AGM on 25 October 2023. See Section 6 for details on
the terms of this award.
70
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
RESTRICTED SHARES HELD BY EXECUTIVE KMP
Each grant of restricted shares affecting remuneration in the current or a future reporting period is set out in Table 11.
Table 11: Terms and conditions of restricted shares
Grant
Grant date
Vesting dates
Fair value per
restricted share at
grant date
FY21 Deferred STI
31 August 2021
18 August 2022, 18 August 2023
$12.53
FY22 Deferred STI
30 August 2022
18 August 2023, 23 August 2024
$10.25
FY23 Deferred STI
1 September 2023
23 August 2024, (on or around) 22 August 2025
$13.01
FY23 Outperformance
1 September 2023
23 August 2024
$13.01
Table 12 summarises the movement in the number of restricted shares held during the financial year by Executive KMP, including their
related parties. The proportion of FY24 STI achieved (percentage of the maximum achievable), and the proportion forfeited as a result of
not meeting performance hurdles is set out by individual in Table 5 and was similarly disclosed in previous reports for earlier deferred STI
grants. As set out in Table 15, FY24 STI awards are delivered as 70 per cent cash and 30 per cent deferral to equity, with restrictions lifting
on 50 per cent of the resulting grant in August 2025 and 50 per cent in August 2026.
The fair value of restricted shares is the market value at the grant date and is calculated as the weighted average price at which the
Company’s shares are traded on the ASX in the five days following the release of the Group’s financial results.
Table 12: Summary of Executive KMP restricted shares granted, vested or lapsed
Granted
but not
vested
1 July 2023
Granted in
FY24
Vested in
FY24(1)
% vested
Lapsed or
forfeited in
FY24
% lapsed or
forfeited
Granted
but not
vested
29 June
2024
$ value of
restricted
shares
granted in
the year(2)
Anthony Heraghty
FY21 Deferred STI
11,787
-
(11,787)
100%
-
0%
-
n/a
FY22 Deferred STI
43,924
-
(21,962)
50%
-
0%
21,962
n/a
FY23 Deferred STI
-
31,323
-
0%
-
0%
31,323
407,520
FY23 Outperformance
-
46,118
-
0%
-
0%
46,118
600,000
Paul Bradshaw
FY21 Deferred STI
6,742
-
(6,742)
100%
-
0%
-
n/a
FY22 Deferred STI
15,512
-
(7,756)
50%
-
0%
7,756
n/a
FY23 Deferred STI
-
10,358
-
0%
-
0%
10,358
134,760
FY23 Outperformance
-
15,372
-
0%
-
0%
15,372
200,000
David Burns
FY21 Deferred STI
8,059
-
(8,059)
100%
-
0%
-
n/a
FY22 Deferred STI
18,781
-
(9,390)
50%
-
0%
9,391
n/a
FY23 Deferred STI
-
12,859
-
0%
-
0%
12,859
167,300
FY23 Outperformance
-
19,221
-
0%
-
0%
19,221
250,075
Cathy Seaholme
FY22 Deferred STI
5,305
-
(2,652)
50%
-
0%
2,653
n/a
Initial Incentive
-
12,106
(6,053)
50%
-
0%
6,053
157,554
FY23 Deferred STI
-
6,769
-
0%
-
0%
6,769
87,162
FY23 Outperformance
-
9,585
-
0%
-
0%
9,585
123,423
Benjamin Ward
FY21 Deferred STI
8,281
-
(8,281)
100%
-
0%
-
n/a
FY22 Deferred STI
16,468
-
(8,234)
50%
-
0%
8,234
n/a
FY23 Deferred STI
-
15,442
-
0%
-
0%
15,442
200,910
FY23 Outperformance
-
19,221
-
0%
-
0%
19,221
250,075
Gary Williams
FY21 Deferred STI
8,101
-
(8,101)
100%
-
0%
-
n/a
FY22 Deferred STI
19,762
-
(9,881)
50%
-
0%
9,881
n/a
FY23 Deferred STI
-
13,239
-
0%
-
0%
13,239
172,252
FY23 Outperformance
-
19,221
-
0%
-
0%
19,221
250,075
(1)
Vesting of restricted shares refers to restrictions being lifted.
(2)
The value of restricted shares granted in the year represents the value of the deferred portion of the STI achieved in the prior year. Full details of the STI outcomes for all prior year awards to
KMP are included in the remuneration report for the relevant year. The maximum potential outcomes for unvested awards are subject to the Group share price at the time of vesting and will
be determined by multiplying the number of vested shares by the share price. The minimum total value of grants for future financial years is nil if relevant vesting conditions are not met.
71
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
PERFORMANCE RIGHTS HELD BY EXECUTIVE KMP
Each grant of performance rights affecting remuneration in the current or a future reporting period is set out in Table 13.
Table 13: Terms and conditions of performance rights
Grant
Grant date
Vesting dates(1)
Fair value per performance right at grant
date
FY19
1 September 2018
1 September 2021, 1 September 2022, 1 September 2023
$7.65
FY20
1 September 2019
1 September 2022, 1 September 2023
$7.72(2)
FY21(3)
1 November 2020
1 November 2022, 1 November 2023, 1 November 2024
$9.47
FY23
4 November 2022
4 November 2025, 4 November 2026
$7.88
FY24
6 November 2023
6 November 2026, 6 November 2027
$10.17
(1)
Refer to Section 6 for details of vesting conditions. Performance rights expire up to eight years from the grant date.
(2)
The performance rights value for the 1 September 2019 grant was $7.72, with the exception of 53,262 performance rights in relation to a one-off co-investment grant to Mr Heraghty with
these grants averaging a value of $7.21. The one-off co-investment grant vests over three financial years, with 50 per cent of the performance rights vesting in February 2022, 25 per cent in
February 2023 and the remainder vesting in February 2024 subject to their terms.
(3)
The grant for FY21 was inclusive of the FY22 opportunity for Executive KMP. There was no grant to Executive KMP in FY22. Grants were made to other selected employees.
72
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
Table 14 summarises the movement in the number of performance rights held during the financial year by each Executive KMP including
their related parties. The grant made in FY21 was an award for two financial years (FY21 and FY22) and is described in more detail in Section
6. There were no LTI grants to Executive KMP in FY22.
Table 14: Summary of Executive KMP performance rights granted, vested or lapsed
Granted but
not vested
1 July 2023
Granted in
FY24
Vested in
FY24
% vested(1)
Lapsed or
forfeited in
FY24
% lapsed or
forfeited
Granted but
not vested
29 June
2024
Estimated
value yet to
vest $(2) (3)
Anthony Heraghty
FY19
12,550
-
(12,550)
100%
-
0%
-
-
FY20
41,723
-
(41,723)
100%
-
0%
-
-
FY20(4)
13,316
-
(13,316)
100%
-
0%
-
-
FY21
127,056
-
(63,528)
50%
-
0%
63,528
-
FY23
146,341
-
-
0%
-
0%
146,341
541,621
FY24
-
126,825
-
0%
-
0%
126,825
948,604
Paul Bradshaw
FY20
19,781
-
(19,781)
100%
-
0%
-
-
FY21
60,239
-
(30,119)
50%
-
0%
30,120
-
FY23
51,219
-
-
0%
-
0%
51,219
189,566
FY24
-
43,235
-
0%
-
0%
43,235
323,382
David Burns
FY19
11,002
-
(11,002)
100%
-
0%
-
-
FY20
21,303
-
(21,303)
100%
-
0%
-
-
FY21
62,556
-
(31,278)
50%
-
0%
31,278
-
FY23
52,682
-
-
0%
-
0%
52,682
194,981
FY24
-
41,506
-
0%
-
0%
41,506
310,449
Cathy Seaholme
FY23
36,060
-
-
0%
-
0%
36,060
133,461
FY24
-
31,444
-
0%
-
0%
31,444
235,189
Benjamin Ward
FY20
21,303
-
(21,303)
100%
-
0%
-
-
FY21
67,190
-
(33,595)
50%
-
0%
33,595
-
FY23
56,341
-
-
0%
-
0%
56,341
208,523
FY24
-
46,118
-
0%
-
0%
46,118
344,945
Gary Williams
FY20
21,303
-
(21,303)
100%
-
0%
-
-
FY21
67,190
-
(33,595)
50%
-
0%
33,595
-
FY23
56,341
-
-
0%
-
0%
56,341
208,523
FY24
-
46,118
-
0%
-
0%
46,118
344,945
(1)
For details of the proportion of LTI vesting and the performance outcomes of each grant refer to Table 6.
(2)
The value yet to vest is the unamortised share-based payments expense as at 29 June 2024.
(3)
The minimum total value of grants for future financial years is nil if relevant vesting conditions are not met. An estimate of the maximum possible total value in future financial years is
dependent on the share price at that time (by multiplying the share price at the time of vesting by the number of performance rights that vest).
(4)
As approved at the 2019 AGM Mr Heraghty received 53,262 performance rights in relation to a one-off co-investment grant. Fifty per cent of the co-investment grant vested in February
2022, 25 per cent in February 2023 and 25 per cent in February 2024, subject to the terms of the grant.
(5)
Except for the FY23 and FY24 award to the Group MD and CEO, ordinary shares are automatically allocated on vesting of performance rights. The Group MD and CEO may exercise his vested
FY23 and FY24 Performance rights up to eight years following the date of grant. At the end of the reporting period there are no performance rights that are vested and unexercised.
Performance rights are expensed over their vesting period in line with the vesting conditions. Refer to Section 6 for details of these vesting
conditions.
73
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
MINIMUM SECURITIES HOLDING POLICY
The Company’s Minimum Securities Holding Policy sets out the minimum shareholding requirements that apply to KMP. The purpose of
the Policy is to strengthen alignment between the interests of KMP and the interests of shareholders.
The Group MD and CEO and other Executive KMP are required to acquire ordinary shares in the Company equivalent in value to the amounts
shown below by a specified date:
Group MD and CEO
150 per cent of annual fixed remuneration*
Other Executive KMP
100 per cent of annual fixed remuneration*
* Before tax and superannuation
The Group MD and CEO and other Executive KMP must meet the minimum shareholding target within five years of their
appointment. Unvested equity awards, including performance rights, are counted towards the target in circumstances where the equity
awards are no longer subject to performance hurdles.
As at the date of this report, all Executive KMP except for Ms Seaholme have met the minimum shareholding requirement, based on the
Company’s closing share price on 28 June 2024 (being the last ASX trading day for FY24). Ms Seaholme has five years from the date of her
appointment in October 2021 to meet the requirement.
The Minimum Securities Holding Policy is available in the Corporate Governance section of the Company’s website.
SHARES ISSUED ON VESTING OR EXERCISE OF PERFORMANCE RIGHTS
Entitlements to receive ordinary shares upon the vesting of performance rights during FY24 were fulfilled through on-market share
purchases.
There were no new ordinary shares of the Company issued on the vesting of performance rights during FY24, or since the end of the
financial year and up to the date of this report.
74
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
SECTION 6
Executive Remuneration Framework
Our philosophy is to provide flexible and market competitive remuneration arrangements that reflect the performance of the Group and
its businesses.
The key elements are:
EXECUTIVE REMUNERATION OBJECTIVES
The Group MD and CEO, together with other Executive KMP, are remunerated under a Total Reward Framework. The Total Reward
Framework is designed to appropriately reward executives for their contribution to the success of the Group by aligning all remuneration
elements to the delivery of both short-term milestones and long-term sustainable value to the Company’s shareholders. The target pay
mix is set out in Table 9.
Our Remuneration
Objectives
Attract, motivate and
retain executive talent.
Differentiate reward to
drive performance,
including values and
behaviours.
Alignment to shareholder
interests and value
creation through equity
components granted as
part of long-term
incentives or through the
partial deferral of short-
term incentives into
equity.
An appropriate balance
of fixed and ‘at-risk’
components focused on
long-term strategy and
short-term milestones.
ALIGNMENT OF OBJECTIVES TO OUR REMUNERATION FRAMEWORK
Fixed Pay
Short-Term Incentive (STI)
Long-Term Incentive (LTI)
Strategic Intent
To reflect the Executive’s role,
duties, responsibilities, strategic
value, experience and skills.
Quantum is set using external
market-based data of similarly
sized S&P/ ASX200 companies. The
position against market increases
over time to reflect performance in
the role.
To achieve Board approved targets,
in support of the execution of the
Group’s strategy.
Deferral of STI into equity extends
the timeframe for receipt of
variable reward outcomes.
To reward Executive KMP for
sustainable long-term growth
aligned to shareholders’ interests.
Total Target Reward & Remuneration Mix
Market Positioning
Reward quantum is set at a level to attract, motivate and retain talented executives. Compared to relevant
market-based data (similarly sized S&P/ ASX200 companies), fixed pay is positioned at the median, increasing to
the 75th percentile for sustained high performance. Total Target Reward is positioned at the 75th percentile where
there is sustained high performance taking into consideration expertise and performance in the role. The pay mix
philosophy favours “at-risk” pay over fixed pay, while remaining broadly consistent with the market.
Market
competitive
Aligned to
shareholders’
sustainable
value
Pay-for-
performance
environment -
specific and
measurable
Equitable and
consistent across
the Group
Recognise
performance and
experience
Aligned to values
and prudent risk
management
75
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
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REPORTING PERIOD
ENDED 29 JUNE 2024
REMUNERATION BENCHMARKS
As an input to determining remuneration quantum for Executive KMP, the Board references benchmarks that are representative of the size
and scope of the Group and the specific accountabilities of the roles using multiple comparator groups. The comparator groups being:
companies within 50 per cent to 200 per cent of the Group’s 12-month average market capitalisation;
companies in the S&P/ASX 200 Global Industry Classification Standard Consumer Discretionary sector; and
for Brand MDs, S&P/ASX200 Head of Business Units with similar revenue accountability.
The Board considers this combination appropriate to assess the market for similar-sized roles within a sufficiently sized market sample
across broader industry, with a view to any sector specific insights.
The benchmarking approach allows the Board to consider a broad range of comparable roles in companies or, where relevant, business
units, of similar size and scale, as well as industry peers. This dual lens provides both a large enough sample to form a view on remuneration
levels across the broader market for talent as well as sector specific insights. Market data provides one input to the Board’s decision-
making on remuneration levels. The Board also takes account of performance, internal relativities and the economic environment and
context.
FIXED PAY/BASE SALARY
Fixed pay comprises base pay and superannuation and may include prescribed non-financial benefits at the discretion of the individual
executive on a salary-sacrifice basis. The Group provides superannuation contributions in line with statutory obligations.
No guaranteed fixed pay increases are included in any KMP’s service agreement.
VARIABLE OR ‘AT-RISK’ REMUNERATION
Variable or ‘at-risk’ remuneration forms a significant portion of the Executive KMP remuneration opportunity. The purpose of variable
remuneration is to focus executives on the execution of the Group’s strategy and delivery of long-term sustainable value.
The information below provides detail of the Group’s short-term and long-term incentives.
SHORT-TERM INCENTIVE REWARD
Consistent with prior years, the FY24 STI scheme for the Executive Leadership Team, including Executive KMP, is based on a balanced
scorecard. Taking a scorecard approach allows executive performance to be assessed in a holistic way against four key drivers of
performance, outlined in Table 15.
Deferral of a portion of STI into equity was introduced in FY20 using restricted shares to meet the deferred STI component. Using equity
to meet a portion of STI further aligns executive interests to those of shareholders. Restricted shares are delivered to Executive KMP and
other eligible executives under and subject to the rules of the Super Retail Group Employee Equity Incentive Plan (the EIP). The EIP rules
are available in the Corporate Governance section of the Company’s website.
Table 15: Key aspects of the FY24 STI scheme
Scheme
STI awards are made under the Super Retail Group Short-Term Incentive scheme (the STI scheme).
Participation
The scheme is open to Executive KMP and other executives.
Purpose
The scheme rewards a combination of Board-approved financial and non-financial performance
measures that are aligned to the execution of the Group’s strategy, and which articulate
performance expectations at both target and over-achievement levels.
Performance period
The performance period is the financial year ending 29 June 2024.
Financial gateway
A minimum Group NPBT of at least 90 per cent of target must be met before any Short-Term
Incentives are payable. If this level is not reached, any payment made to Executive KMP will be at
the Board’s discretion.
76
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
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REPORTING PERIOD
ENDED 29 JUNE 2024
Performance targets
The achievement of individual KPI targets (once the financial gateway has been achieved)
determines the proportion of the potential bonus entitlement that will be granted.
For FY24, the following primary performance goals and weightings were selected. These goals are
aligned to the Group’s strategic plan. The significant weighting of financial outcomes, at 50 per
cent, maintains a strong link between financial performance and incentive paid.
Measures
Category
Weighting
(% of STI)
Performance Goals
Financial
Financial
50
Normalised NPBT
Working Capital Efficiency
Non-Financial
Business
Improvement
20
Delivery of Strategic Portfolio
Customer
15
Revenue from active customers
Non-financial/ESG
15
Safety Effort
ESG goals
FY24 Target, Maximum
(Stretch) Opportunity, and
Minimum
The reward target for STI opportunity is set with reference to market data, and the stretch STI
opportunity is 150 per cent of target. For each measure, a threshold level of performance is set.
This level must be met to achieve any payment; hence the minimum is zero.
Payment frequency and
payment vehicle
FY24 STI awards are delivered as 70 per cent cash and 30 per cent restricted shares.
STI awards are paid annually. Payments are made following the end of the performance period,
generally in August or September. Restrictions on 50 per cent of the FY24 deferred STI will lift in
August 2025 and the restrictions on 50 per cent will lift in August 2026. There are no further
performance conditions.
Restricted shares are retained by exiting executives, unless the Board determines otherwise,
subject to the original vesting timeline.
Restricted shares
A restricted share is a fully paid ordinary share in the Company awarded to and held by an STI
scheme participant subject to the terms of grant and the EIP rules, which include restrictions on
disposal, vesting and forfeiture rules.
A restricted share is held in trust and may not be traded until all restrictions are lifted. No amount
is payable by the participant on the grant or vesting of a restricted share. Participants are entitled
to receive dividends on, and exercise the voting rights of, the restricted shares they hold.
Principles for Board discretion
on short-term incentive plans
Preserving the purpose and integrity of the remuneration framework and short-term
remuneration target.
Consistency with general market/security-holder expectations, particularly for the
alignment of performance-based remuneration with the interests of shareholders.
Exercising discretion only for events or items over the performance period that have a
material impact on the outcome.
Maintaining affordability of the STI scheme.
Sustaining desired impact against subsequent year strategic and business objectives.
Exercising any discretion fairly and consistently, considering:
o
any actions taken which have optimised long and/or short-term value creation
at the expense of an “in-year” outcome measured in the scorecard;
o
whether performance measures capture the impacts of unforeseen events on
the business and creation of sustainable shareholder value; and
o
the impacts of a team member’s actions on the outcome as assessed against the
performance metric.
77
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
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REPORTING PERIOD
ENDED 29 JUNE 2024
The Board Human Resources and Remuneration Committee (BHRRC) makes recommendations to the Board in relation to the design of the
STI scheme, KPIs and target setting. The Board has ultimate approval and discretion over the outcomes.
The treatment on cessation of employment and change of control are common to all plans under the EIP and are outlined in Table 19.
LONG-TERM INCENTIVE REWARD
The Group’s remuneration structure aims to align LTIs for Executive KMPs and other executives with the delivery of sustainable value to
shareholders. The alignment of interests is important in ensuring that Executive KMPs and other executives are focused on delivering
sustainable returns to shareholders, whilst allowing the Group to attract and retain high-calibre executives. The Board has determined that
the combination of Normalised EPS and Normalised ROC, in each case over a three-year period, are appropriate measures of sustainable
shareholder returns.
Table 16: Key aspects of the FY24 LTI Plan
Plan
The Company's Long-Term Incentive Plan (the LTI Plan) provides awards in the form of performance
rights that are granted under the rules of the EIP.
Participation
The plan allows for the annual grant of performance rights to Executive KMP and other executives.
The Board has the absolute discretion to grant the Executive any incentive award under the LTI
Plan and to determine the quantum of any such award.
LTI instrument
Performance rights are granted by the Company at no cost to the participant. A performance right
represents a right to receive a fully paid ordinary share at no cost if service-based and
performance-based vesting conditions are met.
The Board retains the discretion to settle the rights in cash.
Allocation methodology
The number of performance rights granted to each Executive KMP is determined in accordance
with the Executive Remuneration Framework and has a value of between 75 per cent and 100 per
cent of their fixed pay. The notional value of performance rights granted to Executive KMP and
other executives is determined on a face value basis using a volume-weighted average price for
Super Retail Group shares traded on the ASX over a period of five trading days following the
release of the Group’s results for the preceding reporting period. The value of performance rights
for grant purposes may differ from the accounting valuation shown in the financial statements,
which considers probability of vesting and other factors.
Performance period
Three financial years ending on or around 1 July 2026.
Performance hurdles
Equity grants to Executive KMP and other executives are in two equal tranches, 50 per cent
relating to the Normalised EPS over the performance period and 50 per cent relating to average
Normalised ROC over the performance period.
Normalised EPS
Normalised earnings per share as presented in the financial statements in note 4(b). Performance
is cumulative over the performance period.
Normalised ROC
Pre-AASB16 Normalised NPAT adjusted for bank interest after tax divided by the average of pre-
AASB16 Net Assets normalised for adjustments for brand name impairment, at the beginning and
the end of the financial year, less cash plus borrowings.
78
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
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REPORTING PERIOD
ENDED 29 JUNE 2024
Vesting schedule
The performance conditions for performance rights granted in FY24 were:
Measures
Normalised EPS over the
performance period
Normalised ROC over the
performance period
Proportion that
qualifies for
delivery in
accordance with
the vesting
period outlined
below
Below $2.93:
0% of this portion
Below 13%:
0% of this portion
At $2.93:
50% of this portion
At 13%:
50% of this portion
At $3.36:
100% of this portion
Straight-line vesting: Between
$2.93 and $3.36
At 15%:
100% of this portion
Straight-line vesting: Between 13%
and 15%
The various vesting points (Threshold, Midpoint and Maximum) for the grants since FY17 are
shown in Table 17.
Significant items
The Board may adjust for any significant events or items considered unusual by their nature or size
and/or not being in the ordinary course of business.
Qualifying/qualified
performance rights
Performance rights that have become eligible for vesting, having met the performance hurdle but
not yet met the service condition.
Vesting period
If the performance conditions are satisfied within the performance period, the performance rights
will vest over subsequent years in accordance with the following schedule:
Time after grant of
performance rights:
Three years
Four years
Percentage of
performance rights that vest:
50
50
Note that for grants prior to FY20, qualified performance rights vest 50 per cent after three years,
25 per cent after four years and 25 per cent after five years.
Testing and time restrictions
At the end of the performance period, equity grants are tested against the performance hurdles
set. Awards will only vest once the Board, in its discretion, determines that relevant conditions
have been satisfied following the end of the applicable vesting period. If the performance hurdles
are not met at the testing date, the performance rights will lapse. Qualifying performance rights
may also lapse prior to vesting at the Board’s discretion. There is no retesting of performance
hurdles under the plan. The Board has discretion to determine that an Award vests prior to the end
of the relevant period and retains a discretion to adjust performance-related outcomes.
Exercise terms
For the Group MD and CEO, performance rights that vest may be exercised (at no cost to the
executive) at any time up to the date that is eight years after the grant date. Any performance
rights that are not exercised before that date will lapse.
For other executives, shares are automatically allocated on vesting of performance rights and no
exercise mechanism applies.
Dividends and voting rights
Performance Rights do not carry voting or dividend rights.
For the Group MD and CEO, for Performance Rights that vest, the Board has determined that a
dividend equivalent payment will be paid by the Company for the period between vesting and
exercise of those rights. The dividend equivalent payment (if any) will be paid once performance
rights are exercised and will be paid in cash (unless the Board determines otherwise), equal to the
value of the dividends inclusive of an allowance for imputation credits that attach to the dividends.
Unless the Board determines otherwise, no dividend equivalent payment will be made in respect
of any vested performance rights that have lapsed for any reason.
79
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
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REPORTING PERIOD
ENDED 29 JUNE 2024
Principles for Board discretion
on equity-based incentive
plans
Preserve the purpose and integrity of the LTI Plan.
Maintain the integrity of each year’s remuneration as awarded.
Maintain the level of performance expected when the original targets were set.
Be consistent with general market/securityholder expectations, particularly for the alignment
of performance-based remuneration with the interests of shareholders.
Be able to be implemented without requiring special approvals, for example from the ASX or
securityholders.
Not hinder the success of any transaction (such as a significant acquisition) given that
executives do not otherwise receive incentive type payments for merger and acquisition
activity.
Discretion should only be exercised for events or items over the performance period that have
a material impact on the outcome.
Adjustments (positive and negative) are made at the time of vesting (there may be more
than one relevant event during the performance period).
The BHRRC makes recommendations to the Board in relation to the design of the LTI Plan, metrics and target setting. The Board has
ultimate approval and discretion over the outcomes.
The treatment on cessation of employment and change of control are common to all plans under the EIP and are outlined in Table 19.
Table 17: Vesting schedule (Threshold, Midpoint and Maximum) for LTI Plans from FY17
Grant
Performance Condition for
Normalised EPS compound average growth over the
performance period
Performance Condition for
Normalised ROC
average over the performance period
Threshold
(zero below this,
30% of this
portion at this
point)
Midpoint
(50% of this
portion)
Maximum
(100% of this
portion)
Threshold
(zero below this,
30% of this
portion at this
point)
Midpoint
(50% of this
portion)
Maximum
(100% of this
portion)
FY17
N/A
10%
15%
10%
12%
15%
FY18
N/A
10%
15%
10%
12%
15%
FY19
8%
10%
13%
10%
12%
15%
FY20
8%
10%
13%
10%
12%
15%
Grant
Performance Condition for
Normalised cumulative EPS over the
performance period
Performance Condition for
Normalised ROC
average over the performance period
Threshold (zero
below this, 50%
of this portion
vests at this
point)
Maximum
(100% of this
portion)
FY23 Threshold
(zero below this,
30% of this
portion at this
point)
(50% of this
portion)
(FY24 Threshold,
zero below this)
Maximum
(100% of this
portion)
FY23
$2.45
$3.00
10%
12%
15%
FY24
$2.93
$3.36
N/A
13%
15%
80
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
Table 18: Key aspects of the LTI Plan modifications for the FY21 grant
Financial years applicable
The grant for FY21 included both the FY21 and the FY22 opportunity for Executive KMP. There was
no LTI grant in FY22 made to Executive KMP.
Allocation methodology
The notional value of performance rights granted to Executive KMP and other executives is
determined on a face value basis using a volume-weighted average price for ordinary shares of the
Company traded on the ASX over a period of five trading days. Usually, the five-day period starts
from the day following the release of the Group’s results for the preceding reporting period.
Following discussions with shareholders, the Board determined that the FY21 grant should be
based on the average over the five trading days following the Group’s trading update
announcement which was lodged with the ASX on 31 July 2020.
Performance period
For the FY21 grant, the performance period was the two-year period of the Medium-Term
Business Plan i.e. the combined FY21 and FY22 period.
Performance hurdles
The FY21 LTI grants are in two equal tranches, the first tranche is measured against Normalised
NPBT over the performance period. The remaining tranche is measured against Normalised ROC
averaged over the performance period.
For the FY21 grant, 50 per cent of rights vest at the minimum (target) performance level and 100
per cent of rights vest at the maximum performance target, with vesting between these points on
a pro-rata basis.
Vesting schedule
a)
Normalised NPBT (50 per cent of the performance rights)
The percentage of performance rights attributed to the Normalised NPBT hurdle that is available
to vest, if any, will be determined with reference to the Company’s Normalised NPBT performance
as set out in the table below.
Normalised NPBT
Percentage of performance rights attributed to Normalised
NPBT hurdle that become ‘Qualified performance rights’
and are available to vest
Below $413.8 million
0%
At $413.8 million
50%
Between $413.8 million and
$517.3 million
On a pro-rata basis
At maximum performance
($517.3 million)
100%
b)
Normalised ROC (50 per cent of the performance rights)
The percentage of performance rights attributed to the Normalised ROC hurdle that is available to
vest, if any, will be determined with reference to the Company’s Normalised ROC performance as
set out in the table below.
Normalised ROC
Percentage of performance rights attributed to Normalised
ROC hurdle that become ‘Qualified performance rights’ and
are available to vest
Below 12%
0%
At 12%
50%
Between 12% and 15.9%
On a pro-rata basis
At 15.9%
100%
Qualifying/qualified
performance rights
Performance rights that have become eligible for vesting, having met the performance hurdle but
not yet met the service condition.
81
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
Vesting period
For the FY21 grant, once the performance conditions were satisfied (within the performance
period), the performance rights vest over the subsequent years in accordance with the following
schedule:
Time after grant of performance rights:
Two years
Three years
Four years
Proportion of performance rights that vest:
One third
One third
One third
Testing
There is no retesting of performance hurdles under the plan.
Dividends and voting rights
Performance rights do not carry voting or dividend rights.
Principles for Board discretion
on equity-based incentive
plans
Preserve the purpose and integrity of the LTI Plan.
Maintain the integrity of each year’s remuneration as awarded.
Maintain the level of performance expected when the original targets were set.
Be consistent with general market/securityholder expectations, particularly for the alignment
of performance-based remuneration with the interests of shareholders.
Be able to be implemented without requiring special approvals, for example from the ASX or
securityholders.
Not hinder the success of any transaction (such as a significant acquisition) given that
executives do not otherwise receive incentive type payments for merger and acquisition
activity.
Discretion should only be exercised for events or items over the performance period that have
a material impact on the outcome.
Adjustments (positive and negative) are made at the time of vesting (there may be more than
one relevant event during the performance period).
The treatment on cessation of employment and change of control are common to all plans under the EIP and are outlined in Table 19.
OTHER KEY TERMS OF THE EQUITY INCENTIVE PLAN RULES
The Super Retail Group Employee Equity Incentive Plan (EIP) Rules govern both the deferred STI Scheme and the LTI Plan, as well as the
other equity awards described in this report (see ‘Other Equity’ section below). Table 19 outlines further key provisions under the EIP rules
that apply to the restricted shares (deferred STI), performance rights (LTI) and other equity awards described in this report. The EIP rules
are available in the Corporate Governance section of the Company’s website.
Table 19: Key terms of the EIP rules
Prohibition on hedging
The EIP rules specifically prohibit a participant from entering into any scheme, arrangement or
agreement (including options, securities lending, hedging or derivative products) under which the
participant may alter the economic benefit to be derived from any performance rights or restricted
shares. Where a participant enters, or purports to enter, into any scheme, arrangement or
agreement, the Board may determine that the award immediately lapses or is forfeited (as the
case may be).
Clawback provisions
The Board has discretion under the EIP rules to determine any treatment in relation to
participants’ awards, both vested and unvested, as it sees fit, in certain circumstances such as
fraud, dishonesty, or breach of obligations (including, without limitation, a material misstatement
of financial information). Such treatment may include a decision by the Board to cause the lapse or
forfeiture of some or all of the participant's awards or, where shares allocated to the participant
under the EIP have been subsequently sold, require the participant to repay the net proceeds of
such a sale.
82
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
Treatment on cessation of
employment
If a participant ceases to be an employee of the Group for any reason, the Board has a broad
discretion to determine that a different treatment applies in respect of any unvested awards. For
example, the Board could determine that a pro-rata number of the participant’s awards will vest at
the original time of vesting (subject to the satisfaction of original performance hurdles and any
other vesting conditions that are not service related).
Where the Board does not apply such discretion, some default treatments apply on cessation of
employment. For example, where an employee resigns or is terminated for cause (including gross
misconduct), their unvested rights will lapse immediately unless the Board determines otherwise.
In other situations, unvested performance rights may remain on foot and vest (or otherwise lapse)
in accordance with their terms.
Change of control provisions
Should a change of control event occur, the Board has discretion to determine how unvested
awards should be treated, having regard to factors such as the level of performance to date, the
length of time elapsed in the performance period and the circumstances of the change of control.
Where the Board does not exercise its discretion, there will be a pro-rated accelerated vesting of
unvested performance rights.
All equity awarded under the EIP has a maximum value dependent on future share price and the minimum value of nil.
OTHER EQUITY
CEO Co-investment award
At the 2019 AGM, shareholders approved a one-off grant of performance rights to Group MD and CEO, Anthony Heraghty in the form of a
co-investment award on the condition that Mr Heraghty self-fund the acquisition of ordinary shares in the Company of an equivalent value.
The intent of this grant was to further align the Group MD and CEO’s interests with the interests of shareholders and to provide an
opportunity for Mr Heraghty to build his shareholding, and this was agreed in Mr Heraghty’s employment contract. Mr Heraghty satisfied
the requirement to acquire shares of an equivalent value in March 2019 and as such, the co-investment grant was made following receipt
of shareholder approval at the 2019 AGM. The performance rights vest on the third (50 per cent), fourth (25 per cent) and fifth (25 per
cent) anniversaries of the date of the contract. The co-investment award vested in February 2022, February 2023 and February 2024 as
shown in Section 5. A dividend equivalent payment is also payable as described in Table 7.
MD Macpac - initial incentive award
Cathy Seaholme joined the Company as Managing Director - Macpac on 25 October 2021. Due to no LTI grant being made to Executive
KMP during FY22, Ms Seaholme’s initial terms included an incentive opportunity of NZ$341,000 based on the achievement of the Macpac
segment against the budget for FY22 and FY23, as assessed by the Board at the end of FY23. Under the incentive opportunity, 50 per cent
was paid in cash in September 2023, 25 per cent was delivered in shares in September 2023 and 25 per cent was delivered in restricted
shares in September 2023 on which restrictions will lift in August 2024. The Board considered this was an appropriate performance-related
mechanism to build share ownership in the period before any reward is received from Ms Seaholme’s first LTI grant. The first LTI grant was
made to Ms Seaholme in FY23 and will be eligible to vest in FY26 subject to achievement of performance hurdles.
One-off outperformance award
The Board made the decision in FY21 to make one-off changes to the approach to the LTI arrangements for the Executive Leadership Team.
The FY21 LTI had a two-year performance period ending in FY22, and also included the FY22 LTI reward. There was no LTI grant in FY22 for
Executive KMP. Bringing forward the FY22 LTI reward into the FY21 LTI grant created a gap in the testing of LTI outcomes in FY24 resulting
in a lower amount of LTI to potentially vest in 2024 and 2025 when compared to the steady state. As disclosed in the FY23 Remuneration
Report, to address this gap in potential equity vesting in FY24 and to support retention of executives and incentivise outperformance, the
Board determined that a restricted equity-based award on a one-off basis was appropriate for FY23 dependent on significant
outperformance of NPBT.
The one-off outperformance award was based on outperformance of the NPBT stretch target. The maximum level of this award was
considered met when Normalised NPBT exceeded the stretch target by more than 7.5 per cent. The FY23 Normalised NPBT result of $390.6
million was such that the Board approved 100 per cent of this award. The additional reward to executives under this one-off
outperformance award was $2.6 million and represented three per cent of the additional profit generated. Following discussions with the
Board’s independent remuneration advisers, the Board was satisfied that this was well within market practice. The value of the award
determined by the Board was delivered in the form of restricted shares in September 2023 with restrictions lifting in August 2024. Delivery
of the reward in the form of equity continues to build the Executives’ holdings towards the Minimum Securities Holding, strengthening
alignment to shareholders’ interests. Deferral of the reward also allows the Board to apply clawback in the unlikely event that should be
warranted.
TERMINATION ARRANGEMENTS
No Executive KMP ceased employment with Super Retail Group during FY24.
83
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
SERVICE AGREEMENTS
Remuneration and other terms of employment for ongoing Executive KMP are formalised in service agreements. Each of these agreements
provides for, but does not guarantee, participation in STI and LTI arrangements. All service agreements with Executive KMP may be
terminated by either party as shown in Table 20.
Table 20: Key terms of Executive KMP Service Agreements
Name
Term of
agreement
Agreement
commencement
date(1)
Notice period if
Company
terminates
Notice period if
executive
terminates
Commencement
date with
Super Retail Group
Anthony Heraghty
Ongoing
20 February 2019
12 months
9 months
27 April 2015
Paul Bradshaw
Ongoing
25 November 2019
6 months
6 months
25 November 2019
David Burns
Ongoing
3 October 2018
6 months
3 months
3 December 2012
Cathy Seaholme
Ongoing
25 October 2021
6 months
6 months
25 October 2021
Benjamin Ward
Ongoing
1 August 2019
6 months
3 months
29 July 2019
Gary Williams
Ongoing
2 April 2019
6 months
3 months
2 April 2019
(1)
Commencement date of KMP service agreement.
Service agreements do not provide for termination payments. However, service agreements specify the notice period required and note
that the executive may be required to work some or all of the notice period, and the Company reserves the right to pay in lieu of notice.
PERIOD OF RESTRAINT
Executives, including Executive KMP, are subject to post-employment restraints under their service agreements. Upon cessation of
employment for any reason, the employee must not compete with the Group’s relevant specialty retailing businesses (including direct or
indirect involvement as a principal, agent, partner, employee, shareholder, unit holder, director, trustee, beneficiary, manager, contractor,
adviser or financier), without first obtaining the consent of the company in writing. The restraint period is 12 months for all Executive KMP.
SECURITIES TRADING POLICY/HEDGING
Under the Company's Securities Trading Policy, Company securities cannot be hedged prior to their vesting or while they are subject to a
holding lock or restriction on dealing under the terms of an employee, executive or director equity plan operated by the Company.
84
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
SECTION 7
Non-Executive Director Remuneration Arrangements
NON-EXECUTIVE DIRECTOR REMUNERATION STRUCTURE
The Company’s remuneration strategy is designed to attract and retain experienced, qualified Non-Executive Directors and to remunerate
appropriately to reflect the responsibilities of the position. Non-Executive Directors receive fees to recognise their contribution to the work
of the Board and the associated Committees on which they serve.
The BHRRC annually reviews the level of fees payable to Non-Executive Directors. Under the current fee framework, Non-Executive
Directors are remunerated by way of a base fee, with additional fees paid to the Chairs and members of Committees; namely, the Board
Audit Committee (BAC), the Board Risk and Sustainability Committee (BRSC) and the Board Human Resources and Remuneration
Committee (BHRRC). This reflects the additional time commitment required by the Chairs and members of these Committees. The fee for
a committee chair is inclusive of the Committee member fee.
The Board Chair receives an all-inclusive fee and no other fees (e.g. Committee fees) are received.
Fees are inclusive of superannuation contributions required under applicable legislation.
NON-EXECUTIVE DIRECTOR FEES
At the 2023 AGM, shareholders approved a maximum fee pool of $2 million a year. A new committee of the Board, the Board Risk and
Sustainability Committee, was established with effect from 1 September 2023, and a Committee fee was introduced. The fees paid to Non-
Executive Directors are set out in Table 21 and are annual fees, inclusive of superannuation, unless otherwise stated. The Board considered
base and Committee fees for FY24 and made no increase from FY23.
Table 21: Non-Executive Director fees FY24
Board
Board Audit
Committee
Board Human
Resources and
Remuneration
Committee
Board Risk &
Sustainability
Committee
Board Nomination
Committee
Chair(1), (2)
$360,000
$45,000
$45,000
$35,000
Nil
Members
$145,000
$15,000
$15,000
$13,000
Nil
(1)
Committee fees are not paid to the Chair of the Board.
(2)
Committee chair fee is inclusive of member fee.
85
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
Details of the remuneration of the Non-Executive Directors of the Company are set out in Table 22.
Table 22: Non-Executive Directors Remuneration calculated in accordance with Australian accounting standards
Year
Short-term benefits
Post-
employment
benefits
Total
Name
Cash salary and
fees
$
Cash
bonus
$
Non- monetary
benefits
$
Superannuation
$
Total
$
Sally Pitkin AO
FY24
360,000
-
-
-
360,000
FY23
360,000
-
-
-
360,000
Annabelle Chaplain AM
FY24
159,159
-
-
17,508
176,667
FY23
144,796
-
-
15,204
160,000
Peter Everingham
FY24
183,183
-
-
20,150
203,333
FY23
185,520
-
-
19,480
205,000
Mark O’Hare(1)
FY24
145,319
-
-
15,985
161,304
FY23
35,596
-
-
3,738
39,334
Judith Swales
FY24
156,254
-
-
17,188
173,442
FY23
144,796
-
-
15,204
160,000
Penny Winn(2)
FY24
84,208
-
-
9,263
93,471
FY23
-
-
-
-
-
Former Non-Executive Directors
Howard Mowlem(4)
FY24
179,984
-
-
19,798
199,782
FY23
185,520
-
-
19,480
205,000
Reg Rowe(3)
FY24
-
-
-
-
-
FY23
99,510
-
-
10,449
109,959
Total
FY24
1,268,107
-
-
99,892
1,367,999
Total
FY23
1,155,738
-
-
83,555
1,239,293
(1)
Mr O’Hare commenced as KMP on 4 April 2023 and remuneration disclosed in the table for FY23 is from this date.
(2)
Ms Winn commenced as KMP on 1 December 2023 and remuneration disclosed in the table for FY24 is from this date.
(3)
Mr Rowe ceased to be a KMP on 4 April 2023 and remuneration disclosed in the table for FY23 is until this date.
(4)
Mr Mowlem ceased to be a KMP on 29 June 2024 and remuneration disclosed in the table for FY24 is until this date.
86
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
SHAREHOLDINGS OF NON-EXECUTIVE DIRECTORS AND THEIR RELATED PARTIES
Table 23 sets out details of ordinary shares in the Company held during the financial year by Non-Executive Directors and their
related parties.
Table 23: Shareholdings of Non-Executive Directors and their related parties(1)
Held at
1 July 2023(2)
Shares acquired
under DRP
Shares purchased/
(disposed)
Held at
29 June 2024(3)
Sally Pitkin AO
68,405
-
4,000
72,405
Annabelle Chaplain AM
17,871
1,240
7,800
26,911
Peter Everingham
60,000
-
-
60,000
Mark O’Hare
66,002,154
6,396
11,616
66,020,166(4)
Judith Swales
5,925
-
4,200
10,125
Penny Winn
-
-
11,500
11,500
Former Director
Howard Mowlem
34,286
-
2,000
36,286
(1) Includes the Non-Executive Director's close family members or any entity they or their close family members control, jointly control or significantly influence.
(2) Or date of appointment if later. Ms Winn was appointed as Non-Executive Director on 1 December 2023.
(3) Or date of ceasing to be a KMP if earlier. Mr Mowlem ceased to be a Director on 29 June 2024.
(4) Includes 65,920,166 shares held under powers of attorney noted in Mr O’Hare’s Appendix 3Y dated 24 May 2024.
MINIMUM SECURITIES HOLDING POLICY
Under the Company's Minimum Securities Holding Policy, Non-Executive Directors are required to acquire ordinary shares in the Company
equivalent in value to 100 per cent of their annual base fee (before tax and superannuation and excluding Committee fees). The minimum
shareholding target must be met by Non-Executive Directors within three years of the later of the date the Policy commenced and their
appointment.
As at the date of this report, Dr Pitkin, Ms Chaplain, Mr Everingham, Mr O’Hare, and Ms Winn have met the minimum shareholding
requirement based on the Company’s closing share price on 28 June 2024 (being the last ASX trading day for FY24). Ms Swales is on track
to meet the minimum shareholding requirement.
The Minimum Securities Holding Policy is available in the Corporate Governance section of the Company's website.
NO PERFORMANCE BASED FEES
To ensure the independence of our Non-Executive Directors, they do not receive performance-related remuneration.
NO TERMINATION PAYMENTS
Non-Executive Directors are not eligible for termination payments on their retirement from office or to receive retirement benefits other
than superannuation contributions required under applicable legislation.
87
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
SECTION 8
Transactions with KMP
This section applies to Non-Executive Directors and Executive KMP.
LOANS TO KMP AND THEIR RELATED PARTIES
There are no loans made to KMP or their related parties during the reporting period, or that remain unsettled at the end of the reporting
period or the date of this report.
OTHER TRANSACTIONS WITH KMP
There were no transactions during the reporting period between the Group and members of KMP or their close family members or
controlled entities than those disclosed in this report.
88
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
REMUNERATION REPORT
(AUDITED)
REPORTING PERIOD
ENDED 29 JUNE 2024
SECTION 9
Remuneration Governance
The Board is responsible for overseeing the Company’s remuneration framework and ensuring that it is aligned with the Company's vision,
mission, values, strategic objectives and risk appetite. The BHRRC assists the Board in its oversight of the remuneration framework by
reviewing and making recommendations to the Board in relation to the overall human resources and remuneration practices of
the Group.
The BHRRC currently comprises three Non-Executive Directors: Peter Everingham (Chair), Mark O’Hare and Sally Pitkin. Details of the
number of times the BHRRC met and attendance at those meetings during the reporting period is set out in the Directors’ Report on page
52. The responsibilities of the BHRRC are outlined in its Charter, which is available in the Corporate Governance section of the Company's
website.
The Board Risk and Sustainability Committee (BRSC) liaises with the BHRRC, as necessary, to ensure there is effective coordination between
the Committees and an alignment between the Company's Risk and Compliance Management Framework and remuneration outcomes.
The following diagram outlines the Company's remuneration governance framework.
Table 24: Remuneration Governance Framework
Super Retail Group Limited Board
Board Human Resources and Remuneration Committee (BHRRC)
Board Risk and Sustainability Committee (BRSC)
Assists the Board in setting and overseeing the Group's
remuneration framework
Key responsibilities include reviewing and making
recommendations to the Board on:
-
the Company's remuneration policies, incentive and
equity plans and remuneration structure
-
the process for the Board's annual review of the
performance of the Group MD and CEO and direct
reports
-
the remuneration outcomes for the Group MD and CEO
and direct reports (having regard to the Group MD and
CEO's recommendations)
-
fees for Non-Executive Directors
-
the effectiveness of the remuneration framework and
its compliance with legislative and regulatory
requirements.
-
Assists the Board with oversight of the implementation
and operation of the Group's Risk and Compliance
Management Framework
The BRSC makes recommendations and provides feedback to
the BHRRC on relevant matters that may impact
remuneration, including with respect to remuneration
outcomes, adjustments to remuneration in light of relevant
matters, and alignment of remuneration with the Risk and
Compliance Management Framework.
External remuneration consultants
Where appropriate, BHRRC seeks information and advice
regarding remuneration directly from external
remuneration consultants
During FY24, the BHRRC engaged EY as an independent
remuneration adviser to provide remuneration
benchmarking information and market data. No
remuneration recommendations, as defined in the
Corporations Act, were provided by remuneration
consultants during FY24.
Shareholders and other stakeholders
From time to time, there is consultation with shareholders,
proxy advisers and other relevant stakeholders to discuss
the Company's approach to remuneration and receive any
feedback.
During FY24, the Chair and the Chairs of the BHRRC and the
Board Audit Committee (BAC) met with proxy advisers and
investor bodies.
89
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Financial
Statements
For the financial
year ended
2024
29 June 2024
90
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the period ended 29 June 2024
Notes
2024
$m
2023
$m
CONTINUING OPERATIONS
Revenue from continuing operations
3,882.6
3,802.6
Other income from continuing operations
8.4
4.4
Total revenues and other income
5
3,891.0
3,807.0
Expenses
Cost of sales of goods
(2,084.5)
(2,044.9)
Other expenses from ordinary activities
- selling and distribution
(511.6)
(480.0)
- marketing
(107.0)
(103.9)
- occupancy
(257.2)
(236.1)
- administration
(533.1)
(515.3)
Finance costs
6
(57.8)
(47.4)
Total expenses
(3,551.2)
(3,427.6)
Profit before income tax
339.8
379.4
Income tax expense
15
(99.7)
(116.4)
Profit for the period
240.1
263.0
Profit for the period is attributable to:
Owners of Super Retail Group
240.1
263.0
OTHER COMPREHENSIVE INCOME
Items that may be reclassified to profit or loss
Gains / (losses) on cash flow hedges
20
0.1
1.8
Hedging (gains) / losses reclassified to inventory
20
(1.8)
(8.3)
Exchange differences on translation of foreign operations
20
(1.2)
1.0
Other comprehensive income for the period, net of tax
(2.9)
(5.5)
Total comprehensive income for the period is attributable to:
Owners of Super Retail Group
237.2
257.5
Earnings per share for profit attributable to the ordinary equity holders of
the Company:
Basic earnings per share
18
106.3
116.5
Diluted earnings per share
18
105.4
115.4
The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
91
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
CONSOLIDATED BALANCE SHEET
As at 29 June 2024
Notes
2024
$m
2023
$m
ASSETS
Current assets
Cash and cash equivalents
7
217.8
192.3
Trade and other receivables
8
49.9
58.1
Inventories
9
846.1
788.6
Derivative financial instruments
17
0.2
2.7
Total current assets
1,114.0
1,041.7
Non-current assets
Property, plant and equipment
10
298.7
270.4
Intangible assets
11
846.4
846.4
Right-of-use assets
12
986.6
944.4
Deferred tax assets
15
17.6
-
Total non-current assets
2,149.3
2,061.2
Total assets
3,263.3
3,102.9
LIABILITIES
Current liabilities
Trade and other payables
13
578.9
490.1
Lease liabilities
12
200.3
175.8
Current tax liabilities
15
36.9
30.3
Provisions
16
115.3
106.3
Total current liabilities
931.4
802.5
Non-current liabilities
Borrowings
14
-
-
Lease liabilities
12
903.1
859.2
Deferred tax liabilities
15
10.2
32.9
Provisions
16
45.4
40.7
Total non-current liabilities
958.7
932.8
Total liabilities
1,890.1
1,735.3
NET ASSETS
1,373.2
1,367.6
EQUITY
Contributed equity
19
740.7
740.7
Other equity
19
-
(3.8)
Reserves
20
7.2
17.4
Retained earnings
20
625.3
613.3
TOTAL EQUITY
1,373.2
1,367.6
The above consolidated balance sheet should be read in conjunction with the accompanying notes.
92
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the period ended 29 June 2024
Contributed
Equity
Other Equity
Reserves
Retained
Earnings
Total
Equity
Notes
$m
$m
$m
$m
$m
Balance at 2 July 2022
740.7
-
24.1
524.2
1,289.0
Profit for the period
-
-
-
263.0
263.0
Other comprehensive loss for the period
-
-
(5.5)
-
(5.5)
Total comprehensive income for the period
-
-
(5.5)
263.0
257.5
Transactions with owners in
their capacity as owners
Dividends paid
20
-
-
-
(173.9)
(173.9)
Acquisition of treasury shares
19
-
(3.8)
-
-
(3.8)
Employee share schemes
20
-
-
(1.2)
-
(1.2)
-
(3.8)
(1.2)
(173.9)
(178.9)
Balance at 1 July 2023
740.7
(3.8)
17.4
613.3
1,367.6
Profit for the period
-
-
-
240.1
240.1
Other comprehensive loss for the period
-
-
(2.9)
-
(2.9)
Total comprehensive income for the period
-
-
(2.9)
240.1
237.2
Transactions with owners in
their capacity as owners
Dividends paid
20
-
-
-
(228.1)
(228.1)
Issue of treasury shares to employees
19
-
3.8
-
-
3.8
Employee share schemes
20
-
-
(7.3)
-
(7.3)
-
3.8
(7.3)
(228.1)
(231.6)
Balance at 29 June 2024
740.7
-
7.2
625.3
1,373.2
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
93
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
CONSOLIDATED STATEMENT OF CASH FLOWS
For the period ended 29 June 2024
2024
2023
Notes
$m
$m
Cash flows from operating activities
Receipts from customers (inclusive of goods and services tax)
4,313.8
4,222.4
Payments to suppliers and employees (inclusive of goods and services tax)
(3,505.9)
(3,397.8)
Rental payments
(39.6)
(43.8)
Income taxes paid
(132.9)
(64.4)
Net cash inflow from operating activities
21
635.4
716.4
Cash flows from investing activities
Payments for property, plant and equipment and computer software
(135.0)
(109.6)
Proceeds from sale of property, plant and equipment
0.1
0.1
Payments for businesses acquired
25(c)
-
(0.8)
Proceeds from sale of investment in associate
25(b)
-
1.8
Net cash (outflow) from investing activities
(134.9)
(108.5)
Cash flows from financing activities
Proceeds from borrowings
22(d)
-
122.0
Repayment of borrowings
22(d)
-
(122.0)
Lease principal payments
(199.1)
(210.7)
Borrowing costs paid
-
(2.2)
Interest paid
(55.9)
(45.9)
Interest received
8.3
3.6
Dividends paid to Company’s shareholders
23
(228.1)
(173.9)
Net cash (outflow) from financing activities
(474.8)
(429.1)
Net increase / (decrease) in cash and cash equivalents
25.7
178.8
Cash and cash equivalents at the beginning of the period
192.3
13.4
Effects of exchange rate changes on cash and cash equivalents
(0.2)
0.1
Cash and cash equivalents at end of the period
7
217.8
192.3
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
94
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the period ended 29 June 2024
TABLE OF CONTENTS
Basis of Preparation
1.
Reporting entity
95
2.
Summary of significant accounting policies
95
3.
Critical accounting estimates and judgements
98
Group Performance
4.
Segment information
99
5.
Revenue and other income from continuing operations
102
6.
Expenses from continuing operations
102
Assets and Liabilities
7.
Cash and cash equivalents
104
8.
Trade and other receivables
104
9.
Inventories
105
10.
Property, plant and equipment
105
11.
Intangible assets
107
12.
Leases
110
13.
Trade and other payables
112
14.
Borrowings
112
15.
Income taxes
113
16.
Provisions
117
17.
Financial assets and financial liabilities
119
Capital Structure, Financing and Risk Management
18.
Earnings per share
122
19.
Contributed equity
123
20.
Reserves and retained earnings
124
21.
Reconciliation of profit after income tax to net cash inflow from operating activities
125
22.
Financial risk management
126
23.
Capital management
132
Group Structure
24.
Related party transactions
134
25.
Investments in subsidiaries, associates and joint ventures
134
26.
Deed of cross guarantee
135
27.
Parent entity financial information
137
Other
28.
Key Management Personnel disclosures
138
29.
Share-based payments
138
30.
Remuneration of auditors
140
31.
Contingencies
141
32.
Commitments
141
33.
Net tangible asset backing
141
34.
Events occurring after balance date
141
95
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
1.
Reporting entity
Super Retail Group Limited (the Company or parent entity) is a for-profit company incorporated and domiciled in Australia. The address of
the Company’s registered office and principal place of business is 6 Coulthards Avenue, Strathpine, Queensland.
The consolidated annual financial report of the Company as at and for the period ended 29 June 2024 comprises the Company and its
subsidiaries (together referred to as the Group, and individually as Group entities).
The Group is primarily involved in the retail industry. Principal activities of the Group consist of:
retailing of auto parts and accessories, tools and equipment;
retailing of boating, camping, outdoor equipment, fishing equipment and apparel; and
retailing of sporting equipment and apparel.
2.
Summary of material accounting policy information
This section sets out the principal accounting policies upon which the Group’s consolidated financial statements are prepared as a whole.
Specific accounting policies are described in their respective Notes to the Consolidated Financial Statements. These policies have been
consistently applied to all the years presented, unless otherwise stated.
(a)
Basis of preparation
Statement of compliance
This general-purpose financial report has been prepared in accordance with Australian Accounting Standards and Interpretations issued by the
Australian Accounting Standards Board and the Corporations Act.
The consolidated financial statements and accompanying notes of Super Retail Group comply with International Financial Reporting Standards
(IFRS) as issued by the International Accounting Standards Board.
Basis of measurement
These financial statements have been prepared under the historical cost convention, unless otherwise stated.
(b)
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all entities controlled by Super Retail Group Limited as at 29 June
2024 and the results of its controlled entities for the period then ended. The effects of all transactions between entities in the consolidated
Group are fully eliminated.
(i)
Transactions eliminated on consolidation
Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group transactions, are eliminated in
preparing the consolidated financial statements. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent
that there is no evidence of impairment.
(ii)
Subsidiaries
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is
exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power
to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group and these
are deconsolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are
also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries have
been changed where necessary to ensure consistency with the policies adopted by the Group.
(iii)
Business combinations
The acquisition method of accounting is used to account for all business combinations regardless of whether equity instruments or other assets
are acquired. The consideration transferred for the acquisition of a subsidiary comprises the fair value of the assets transferred, the liabilities
incurred and the equity interests issued by the Group. The consideration transferred also includes the fair value of any contingent consideration
arrangement and the fair value of any pre-existing equity interest in the subsidiary. Acquisition-related costs are expensed as incurred.
Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited exceptions, measured
initially at their fair values as at the acquisition date. On an acquisition-by-acquisition basis, the Group recognises any non-controlling interest
in the acquiree either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net identifiable assets.
The excess of the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of
any previous equity interest in the acquiree over the fair value of the Group’s share of the net identifiable assets acquired is recorded as
goodwill. If those amounts are less than the fair value of the net identifiable assets of the subsidiary acquired, the difference is recognised
directly in profit or loss as a bargain purchase.
96
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
2.
Summary of material accounting policy information (continued)
(b)
Principles of consolidation (continued)
(iii)
Business combinations (continued)
Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present value as
at the date of exchange. The discount rate used is the entity’s incremental borrowing rate, being the rate at which a similar borrowing could
be obtained from an independent financier under comparable terms and conditions.
Contingent consideration is classified either as equity or a financial liability. Amounts classified as a financial liability are subsequently
remeasured to fair value with changes in fair value recognised in profit or loss.
(iv)
Investments in associates and joint ventures
Associates and joint ventures are entities over which the Group has significant influence or joint control but not control. They are accounted
for using the equity method (see (v) below), after initially being recognised at cost in the consolidated balance sheet.
(v)
Equity method
Under the equity method of accounting, the investments are initially recognised at cost and adjusted thereafter to recognise the Group’s
share of the post-acquisition profits or losses of the investee in profit or loss, and the Group’s share of movements in other comprehensive
income of the investee in other comprehensive income. Dividends received or receivable from associates and joint ventures are recognised
as a reduction in the carrying amount of the investment.
When the Group’s share of losses in an equity-accounted investment equals or exceeds its interest in the entity, including any other unsecured
long-term receivables, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the
other entity.
Unrealised gains on transactions between the Group and its associates and joint ventures are eliminated to the extent of the Group’s interest
in these entities. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Accounting policies of equity accounted investees have been changed where necessary to ensure consistency with the policies adopted by
the Group.
The carrying amount of equity-accounted investments are tested for impairment whenever events or changes in circumstances indicate that
the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the carrying amount exceeds the
recoverable amount. The recoverable amount is the higher of the investments fair value less costs of disposal and value in use.
(vi)
Changes in ownership interests
The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners of the
Group. A change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-controlling interests
to reflect their relative interests in the subsidiary. Any difference between the amount of the adjustment to non-controlling interests and
any consideration paid or received is recognised in a separate reserve within equity attributable to the owners of Super Retail Group.
When the Group ceases to consolidate or equity account for an investment because of a loss of control, joint control or significant influence,
any retained interest in the entity is remeasured to its fair value with the change in carrying amount recognised in profit or loss. This fair value
becomes the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or
financial asset. In addition, any amounts previously recognised in other comprehensive income in respect of that entity are accounted for as
if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in other
comprehensive income are reclassified to profit or loss.
If the ownership interest in a joint venture or an associate is reduced but joint control or significant influence is retained, only a proportionate
share of the amounts previously recognised in other comprehensive income is reclassified to profit or loss where appropriate.
(vii)
Comparatives
Where applicable, various comparative balances have been reclassified to align with current period presentation. These amendments have
no material impact on the consolidated financial statements.
(c)
Foreign currency translation
(i)
Functional and presentation currency
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic
environment in which the entity operates (‘the functional currency’). The consolidated financial statements are presented in Australian
dollars, which is Super Retail Group’s functional and presentation currency.
(ii)
Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions.
Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of
monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss, except when deferred in equity as qualifying
cash flow hedges and qualifying net investment hedges.
97
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
2.
Summary of material accounting policy information (continued)
(c)
Foreign currency translation (continued)
(ii)
Transactions and balances (continued)
Translation differences on non-monetary items such as equities held at fair value through profit or loss, are reported as part of the fair value
gain or loss. Translation differences on non-monetary items, such as equities classified as fair value through other comprehensive income,
are included in the fair value reserve in other comprehensive income.
(iii)
Group companies
The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary economy) that have a
functional currency different from the presentation currency are translated into the presentation currency as follows:
assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of
financial position;
income and expenses for each income statement are translated at average exchange rates (unless this is not a reasonable approximation
of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates
of the transactions); and
all resulting exchange differences are recognised as a separate component in other comprehensive income.
(d)
Goods and Services Tax
Revenues, expenses and assets are recognised net of the amount of goods and services tax, except where the amount of goods and services
tax incurred is not recoverable. In these circumstances the goods and services tax is recognised as part of the cost of acquisition of the asset
or as part of the item of expense. Receivables and payables in the consolidated statement of financial position are shown inclusive of goods
and services tax.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are
recoverable from, or payable to, the taxation authority, are presented as operating cash flow.
(e)
Rounding of amounts
The economic entity is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, issued by
the Australian Securities and Investments Commission, relating to the ‘rounding off’ of amounts in the financial report. Amounts in the
financial report have been rounded off in accordance with that instrument to the nearest hundred thousand dollars.
(f)
Financial year
As allowed under Section 323D(2) of the Corporations Act, the Directors have determined the financial year to be a fixed period of 52 calendar
or 53 calendar weeks. For the period to 29 June 2024, the Group is reporting on the 52 week period that began 2 July 2023 and ended 29
June 2024. For the period to 1 July 2023, the Group is reporting on the 52 week period that began 3 July 2022 and ended 1 July 2023.
(g)
New and amended standards adopted by the Group
The Group has adopted all of the new and revised Standards and Interpretations issued by the AASB that are relevant to its operations and
effective for the current year.
Definition of Accounting Estimates - Amendments to AASB 108 Accounting Policies, Changes in Accounting Estimates and Errors
The amendments to AASB 108 clarify the distinction between changes in accounting estimates, changes in accounting policies and the
correction of errors. They also clarify how entities use measurement techniques and inputs to develop accounting estimates.
The amendments had no impact on the Group’s consolidated financial statements.
Disclosure of Accounting Policies - Amendments to AASB 101 Presentation of Financial Statements and AASB Practice Statement 2
The amendments to AASB 101 and AASB Practice Statement 2 Making Materiality Judgements provide guidance and examples to help entities
apply materiality judgements to accounting policy disclosures. The amendments aim to help entities provide accounting policy disclosures
that are more useful by replacing the requirement for entities to disclose their ‘significant’ accounting policies with a requirement to disclose
their ‘material’ accounting policies and adding guidance on how entities apply the concept of materiality in making decisions about accounting
policy disclosures.
The amendments have had an impact on the Group’s disclosures of accounting policies, but not on the measurement, recognition or
presentation of any items in the Group’s financial statements.
Deferred Tax related to Assets and Liabilities arising from a Single Transaction – Amendments to AASB 112 Income Taxes
The amendments to AASB 112 narrow the scope of the initial recognition exception, so that it no longer applies to transactions that give rise
to equal taxable and deductible temporary differences such as leases and decommissioning liabilities.
The amendments had no impact on the Group’s consolidated financial statements.
98
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
2.
Summary of material accounting policy information (continued)
(g)
New and amended standards adopted by the Group (continued)
International Tax Reform—Pillar Two Model Rules – Amendments to AASB 112 Income Taxes
The amendments to AASB 112 have been introduced in response to the OECD’s BEPS Pillar Two rules and include:
A mandatory temporary exception to the recognition and disclosure of deferred taxes arising from the jurisdictional implementation of
the Pillar Two model rules; and
Disclosure requirements for affected entities to help users of the financial statements better understand an entity’s exposure to Pillar
Two income taxes arising from that legislation, particularly before its effective date.
The Group has applied the exception to recognising and disclosing information about deferred tax assets and liabilities related to GloBE
minimum taxes. The Group is currently assessing the impact the amendments will have on the Group’s consolidated financial statements.
(h)
Impact of standards issued but not yet applied by the Group
Certain new accounting standards and interpretations have been published that are not mandatory for the 29 June 2024 reporting period
and have not been early adopted by the Group. Other than AASB 18 described below, these standards are not expected to have a material
impact on the Group in the current or future reporting periods or on foreseeable future transactions.
The following new Accounting Standard, which is not yet effective, was issued by the Australian Accounting Standards Board:
AASB 18 Presentation and Disclosures in Financial Statements
AASB 18 Presentation and Disclosure in Financial Statements was issued by the Australian Accounting Standards Board in June 2024. AASB 18
is effective on January 1, 2027, and is required to be applied retrospectively to comparative periods presented, with early adoption permitted.
AASB 18, upon adoption replaces AASB 101 Presentation of Financial Statements. AASB 18 sets out new requirements focused on improving
financial reporting by:
requiring additional defined structure to the statement of profit or loss (i.e. consolidated statement of income), to reduce diversity in
the reporting, by requiring five categories (operating, investing, financing, income taxes and discontinued operations) and defined
subtotals and totals (operating income, income before financing, income taxes and net income);
requiring disclosures in the notes to the financial statements about management-defined performance measures (i.e. non-IFRS
measures); and
adding new principles for aggregation and disaggregation of information in the primary financial statements and notes.
AASB 18 will not impact the recognition or measurement of items in the financial statements, but it might change what an entity reports as
its ‘operating profit or loss’, due to the classification of certain income and expense items between the five categories of the consolidated
income statement. It might also change what an entity reports as operating activities, investing activities and financing activities within the
statement of cash flows, due to the change in classification of certain cash flow items between these three categories of the cash flows
statement. The Group is currently assessing the impact of adopting AASB 18.
3.
Critical accounting estimates and judgements
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future
events that may have a financial impact on the Group and that are believed to be reasonable under the circumstances.
(a)
Critical accounting estimates and assumptions
The Group makes judgements, estimates and assumptions concerning the future. The resulting accounting estimates will, by definition,
seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the
carrying amounts of assets and liabilities within the next financial year are included in the following Notes to the consolidated financial
statements:
Note 9 – Inventories;
Note 11 – Intangible assets;
Note 12 – Leases; and
Note 16 – Provisions.
99
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
4.
Segment information
(a)
Description of segments
Management have determined the operating segments based on the reports reviewed by the Group Managing Director and Chief Executive
Officer (Group MD and CEO) that are used to make strategic decisions. No operating segments have been aggregated to form reportable
operating segments. This results in the following business segments:
Supercheap Auto (SCA): retailing of auto parts and accessories, tools and equipment;
rebel: retailing of sporting equipment and apparel;
BCF: retailing of boating, camping, outdoor equipment, fishing equipment and apparel; and
Macpac: retailing of apparel, camping and outdoor equipment.
(b)
Segment information provided to the Group MD and CEO
Detailed below is the information provided to the Group MD and CEO for reportable segments. Items not included in Normalised Net Profit
After Tax (Normalised NPAT), and excluded from the calculation of Segment EBITDA and Segment EBIT, are one-off charges relating to
business restructuring, non-continuing operations, other items not in the ordinary course of business, and items that are unusual due to their
size and nature. These are determined by management.
Transfer prices between operating segments are on an arm’s-length basis in a manner similar to transactions with third parties.
For the period ended 29 June 2024
SCA
$m
rebel
$m
BCF
$m
Macpac
$m
Total
continuing
operations
$m
Inter-segment
eliminations/
unallocated
$m
Consolidated
$m
Segment Revenue and Other Income
External segment revenue
1,497.9
1,291.6
879.1
214.0
3,882.6
-
3,882.6
Inter-segment sales
-
-
-
8.4
8.4
(8.4)
-
Other income
0.5
-
-
0.5
1.0
7.4
8.4
Total segment revenue and other income
1,498.4
1,291.6
879.1
222.9
3,892.0
(1.0)
3,891.0
Segment EBITDA result*(1)
335.2
247.3
139.8
47.7
770.0
(31.4)
738.6
Segment depreciation and amortisation
(113.4)
(125.9)
(73.0)
(25.7)
(338.0)
(0.2)
(338.2)
Segment EBIT result*
221.8
121.4
66.8
22.0
432.0
(31.6)
400.4
Finance costs**
(18.9)
(19.0)
(12.5)
(3.2)
(53.6)
(4.2)
(57.8)
Total segment PBT*
202.9
102.4
54.3
18.8
378.4
(35.8)
342.6
Segment income tax expense(2)
(100.5)
Normalised NPAT*
242.1
Other items not included in the total segment NPAT(3)
(2.0)
Profit for the period
240.1
Normalised basic earnings per share*
Cents
107.2
* Measures of Segment EBITDA, Segment EBIT, Total segment PBT, Normalised NPAT and Normalised basic earnings per share are all non-IFRS measures and are
unaudited.
** Finance costs for the business segments represents interest component of lease payments.
Segment Net Inventory
Inventory
306.0
246.6
230.9
64.4
847.9
(1.8)
846.1
Trade payables
(209.8)
(98.6)
(58.3)
(6.4)
(373.1)
(53.8)
(426.9)
Net inventory
96.2
148.0
172.6
58.0
474.8
(55.6)
419.2
Other items not included in total segment NPAT
(1) Segment EBITDA
adjusted for
$m
(2) Segment income
tax adjusted for
$m
(3) Other items not
included in total
segment NPAT
$m
Execution costs for team member wage remediation
2.8
0.8
2.0
2.8
0.8
2.0
100
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
4.
Segment information (continued)
(b)
Segment information provided to the Group MD and CEO (continued)
For the period ended 1 July 2023
SCA
$m
rebel
$m
BCF
$m
Macpac
$m
Total
continuing
operations
$m
Inter-segment
eliminations/
unallocated
$m
Consolidated
$m
Segment Revenue and Other Income
External segment revenue
1,447.9
1,309.1
839.9
205.7
3,802.6
-
3,802.6
Inter-segment sales
-
-
-
10.7
10.7
(10.7)
-
Other income
0.3
0.2
-
0.2
0.7
3.7
4.4
Total segment revenue and other income
1,448.2
1,309.3
839.9
216.6
3,814.0
(7.0)
3,807.0
Segment EBITDA result*(1)
334.3
282.8
128.5
50.7
796.3
(28.7)
767.6
Segment depreciation and amortisation
(114.9)
(121.0)
(67.5)
(20.3)
(323.7)
(5.9)
(329.6)
Segment EBIT result*
219.4
161.8
61.0
30.4
472.6
(34.6)
438.0
Finance costs**
(15.4)
(15.8)
(10.0)
(1.7)
(42.9)
(4.5)
(47.4)
Total segment PBT*
204.0
146.0
51.0
28.7
429.7
(39.1)
390.6
Segment income tax expense(2)
(117.1)
Normalised NPAT*
273.5
Other items not included in the total segment NPAT(3)
(10.5)
Profit for the period
263.0
Normalised basic earnings per share*
Cents
121.1
* Measures of Segment EBITDA, Segment EBIT, Total segment PBT, Normalised NPAT and Normalised basic earnings per share are all non-IFRS measures and are
unaudited.
** Finance costs for the business segments represents interest component of lease payments.
Segment Net Inventory
Inventory
285.3
225.2
219.0
61.1
790.6
(2.0)
788.6
Trade payables
(160.4)
(69.5)
(42.2)
(7.6)
(279.7)
(77.5)
(357.2)
Net inventory
124.9
155.7
176.8
53.5
510.9
(79.5)
431.4
Other items not included in total segment NPAT
(1) Segment EBITDA
adjusted for
$m
(2) Segment income
tax adjusted for
$m
(3) Other items not
included in total
segment NPAT
$m
Execution costs for team member remediation
2.4
0.7
1.7
FWO proceedings
8.8
-
8.8
11.2
0.7
10.5
Unallocated costs are Group costs comprising corporate costs and costs relating to digital and loyalty investments. The result also includes
$7.3 million of interest revenue earned on cash at bank balances during the period (2023: $3.7 million). The prior comparative period includes
a gain of $1.8 million related to the sale of all the Group’s shares in Autoguru Australia Pty Ltd.
101
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
4.
Segment information (continued)
(c)
Other information
Revenue is attributable to the country in which the sale of goods has transacted. The Group’s divisions are operated in two main geographical
areas with the following areas of operation:
Australia (the home country of the parent entity)
Supercheap Auto (SCA): retailing of auto parts and accessories, tools and equipment;
rebel: retailing of sporting equipment and apparel;
BCF: retailing of boating, camping, outdoor equipment, fishing equipment and apparel; and
Macpac: retailing of apparel, camping and outdoor equipment.
New Zealand
Supercheap Auto (SCA): retailing of auto parts and accessories, tools and equipment; and
Macpac: retailing of apparel, camping and outdoor equipment.
2024
2023
$m
$m
(i)
Total revenue and other income from continuing operations
Australia
3,618.9
3,546.9
New Zealand
272.1
260.1
3,891.0
3,807.0
(ii)
Total non-current assets
Australia
1,954.8
1,862.5
New Zealand
194.5
198.7
2,149.3
2,061.2
Material Accounting Policy Information
Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the Group MD and CEO, who is
responsible for allocating resources and assessing performance of the operating segments. Unallocated items comprise mainly corporate
assets (primarily the Support Office, Support Office expenses, and income tax assets and liabilities).
102
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
5.
Revenue and other income from continuing operations
2024
2023
$m
$m
Revenue from the sale of goods
3,882.6
3,802.6
Other income
Interest earned on cash at bank
8.2
4.2
Sundry
0.2
0.2
Total revenues and other income
3,891.0
3,807.0
6.
Expenses from continuing operations
2024
2023
$m
$m
Profit before income tax includes the following specific gains and expenses:
Expenses/(gains)
Net (gain) on disposal of property, plant and equipment
(0.6)
(0.5)
(Gain) on write down of investment in associate
-
(1.8)
Depreciation
Right-of-use assets
230.6
214.6
Leasehold improvements
34.5
30.0
Plant and equipment
18.9
22.0
Computer equipment
28.1
22.4
Total depreciation
312.1
289.0
Amortisation and impairment
Computer software amortisation
26.1
40.4
Right-of-use asset impairment / (reversal)
(0.8)
0.2
Total amortisation and impairment
25.3
40.6
Material Accounting Policy Information
Revenue from the sale of goods is recognised when a Group entity sells a product to the customer.
Sale of goods – retail
Revenue associated with the sale of goods is recognised when the performance obligation of the sale has been fulfilled and control of the
goods has transferred to the customer, which occurs at the point of sale when the goods are collected or delivered. The Group considers
whether there are other promises in the contract that are separate performance obligations to which a portion of the transaction price
needs to be allocated.
The Group operates a loyalty program where rebel retail customers accumulate points for purchases made which entitle them to a
discount on future purchases. A contract liability for the award points is recognised at the time of sale. Revenue is recognised when the
points are redeemed or when the likelihood of the points being redeemed by the customer is deemed remote. Loyalty points expire six
months after the initial sale. The Group estimates the stand-alone selling price of the loyalty points awarded. The stand-alone selling
price is calculated by multiplying the estimated redemption rate and the monetary value assigned to the loyalty points. In estimating the
redemption rate, the Group considers breakage which represents the portion of the points issued that will never be redeemed. The Group
applies historical redemption patterns as the main input to estimating breakage. The Group ensures that the value assigned to the loyalty
points is commensurate to the stand-alone selling price of the products eligible for redemption.
Gift cards are considered a prepayment for goods and services to be delivered in the future. The Group has an obligation to transfer the
goods or services in the future, creating a performance obligation. The Group recognises deferred revenue for the amount of the
prepayment and recognises revenue when the customer redeems the gift card and the Group fulfils the performance obligation related
to the transaction or likelihood of the gift card being redeemed by the customer is deemed remote.
It is the Group’s policy to sell its products to the end customer with a right of return. Therefore, a refund provision (included in current
provisions) is recognised for the products expected to be returned. Accumulated experience is used to estimate such returns at the time
of sale at a portfolio level (expected value method). As the number of products returned has been steady for years, it is highly un-probable
that a significant reversal in the cumulative revenue recognised will occur. The validity of this assumption and the estimated amount of
returns are reassessed at each reporting date.
The Group’s obligation to repair or replace faulty products under standard warranty terms is recognised as a provision.
103
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
6.
Expenses from continuing operations (continued)
2024
2023
$m
$m
Profit before income tax includes the following specific gains and expenses:
Finance costs
Interest and finance charges on bank facilities
3.9
4.2
Interest on lease liabilities and make-good provisions
53.9
43.2
Finance costs
57.8
47.4
Employee benefits expense
Superannuation
62.7
56.6
Salaries and wages
738.6
690.0
Total employee benefits expense
801.3
746.6
Rental expense relating to leases
Lease expenses
39.0
38.4
Equipment hire
3.9
4.3
Total rental expense relating to leases
42.9
42.7
Foreign exchange gains and losses
Net foreign exchange (gain)
(3.1)
(7.9)
Material Accounting Policy Information
Depreciation, amortisation and impairment
Refer to Notes 10, 11 and 12 for details on depreciation, amortisation and impairment.
Finance costs
Finance costs are recognised in the period in which these are incurred and are expensed in the period to which the costs relate. Generally
costs such as discounts and premiums incurred in raising borrowings are amortised on an effective yield basis over the period of the
borrowing. Finance costs include:
interest on bank overdrafts and short-term and long-term borrowings;
amortisation of discounts or premiums relating to borrowings;
amortisation of ancillary costs incurred in connection with the arrangement of borrowings; and
finance lease charges.
Employee benefits
Refer to Note 16 for details on employee provisions and superannuation.
Leases
Refer to Note 12 for details on leases.
Foreign exchange gains and losses
Refer to Note 2 (c) for details on foreign exchange gains and losses.
104
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
7.
Cash and cash equivalents
2024
2023
$m
$m
Cash at bank and on hand
217.8
192.3
Total cash and cash equivalents
217.8
192.3
8.
Trade and other receivables
2024
2023
Current
$m
$m
Trade receivables
17.4
19.0
Loss allowance
(0.6)
(0.6)
Net trade receivables
16.8
18.4
Other receivables
13.3
16.7
Prepayments
19.8
23.0
Net current trade and other receivables
49.9
58.1
(a)
Impaired trade receivables
As at 29 June 2024 current trade receivables of the Group to the value of $0.6 million (2023: $0.6 million) were impaired and provided for.
(b)
Past due but not impaired
As at 29 June 2024, trade receivables of $5.9 million (2023: $11.9 million) were past their payment terms but not impaired. These relate to a
number of independent customers for whom there is no recent history of default. The ageing analysis of these trade receivables is as follows:
2024
2023
$m
$m
30 to 60 days
2.8
9.3
60 to 90 days
0.3
1.2
90 days and over
2.8
1.4
5.9
11.9
Material Accounting Policy Information
Trade receivables
Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course of business. This is a minor
portion of the Group’s revenue. They are generally due for settlement within 30 days and therefore are all classified as current. Trade
receivables are recognised initially at the amount of consideration that is unconditional unless they contain significant financing
components, when they are recognised at fair value. The Group holds the trade receivables with the objective to collect the contractual
cash flows and therefore measures them subsequently at amortised cost using the effective interest method. Details about the Group’s
impairment policies and the calculation of the loss allowance are provided in Note 17.
The Group applies the AASB 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for
all trade receivables and contract assets.
Material Accounting Policy Information
Cash and cash equivalents
For the purposes of the cash flow statement, cash includes cash on hand, cash at bank and at call deposits with banks or financial institutions,
other short term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts
of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Amounts outstanding from EFT, credit card
and debit card point of sale transactions are classified as cash and cash equivalents.
105
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
8.
Trade and other receivables (continued)
9.
Inventories
2024
2023
$m
$m
Finished goods, at lower of cost or net realisable value
846.1
788.6
(a)
Inventory expense
Inventories recognised as expense during the period ended 29 June 2024 amounted to $1,979.0 million (2023: $1,945.8 million).
Write-downs of inventories to net realisable value recognised as an expense during the period ended 29 June 2024 amounted to $1.0 million
(2023: $0.6 million).
10.
Property, plant and equipment
2024
2023
$m
$m
Leasehold improvements, at cost
364.6
331.7
Less accumulated depreciation
(204.0)
(180.8)
Net leasehold improvements
160.6
150.9
Plant and equipment, at cost
242.1
214.3
Less accumulated depreciation
(147.0)
(137.8)
Net plant and equipment
95.1
76.5
Computer equipment, at cost
133.2
113.8
Less accumulated depreciation
(90.2)
(70.8)
Net computer equipment
43.0
43.0
Total net property, plant and equipment
298.7
270.4
Material Accounting Policy Information
Inventories
Inventories are measured at the lower of cost and net realisable value. Costs comprise direct purchase costs and an appropriate proportion
of supply chain variable and fixed overhead expenditure in bringing them to their existing location and condition. Costs are assigned to
individual items of stock on the basis of weighted average costs.
Critical accounting estimates and assumptions
Net realisable value
Net realisable value is the estimated selling price in the ordinary course of business less the estimated cost of completion and the estimated
costs necessary to make the sale.
Material Accounting Policy Information
Trade receivables (continued)
The expected loss rates are based on the payment profiles of sales over a period of 24 months and the corresponding historical credit losses
experienced within this period. The historical loss rates are adjusted to reflect current and forward-looking information on macroeconomic
factors affecting the ability of the customers to settle the receivables. The Group has identified the GDP and the unemployment rate of the
countries in which it sells its goods and services to be the most relevant factors, and accordingly adjusts the historical loss rates based on
expected changes in these factors.
On that basis, the loss allowance as at period end was determined for trade receivables to be minor.
Prepayments
Costs paid to suppliers of SaaS arrangements to significantly customise cloud-based software are recorded as a prepayment for services and
are amortised over the expected renewable term of the arrangement.
The Group uses judgement to determine whether costs paid to suppliers of SaaS arrangements relate to significant customisation of the
cloud-based software.
106
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
10.
Property, plant and equipment (continued)
(a)
Reconciliations
Reconciliations of the carrying amounts for each class of property, plant and equipment are set out below:
2024
Leasehold
improvements
$m
Plant and
equipment
$m
Computer
equipment
$m
Total
$m
Carrying amounts at 1 July 2023
150.9
76.5
43.0
270.4
Additions
44.4
37.5
28.1
110.0
Depreciation
(34.5)
(18.9)
(28.1)
(81.5)
Foreign currency exchange differences
(0.2)
-
-
(0.2)
Carrying amounts at 29 June 2024
160.6
95.1
43.0
298.7
2023
Carrying amounts at 2 July 2022
137.3
60.9
37.5
235.7
Additions
43.4
37.6
28.0
109.0
Depreciation
(30.0)
(22.0)
(22.4)
(74.4)
Disposals
-
-
(0.1)
(0.1)
Foreign currency exchange differences
0.2
-
-
0.2
Carrying amounts at 1 July 2023
150.9
76.5
43.0
270.4
Material Accounting Policy Information
Carrying value
Property, plant and equipment are stated at historical cost, less any accumulated depreciation or amortisation. Historical costs include
expenditure that is directly attributable to the acquisition of the items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that
future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All repairs and
maintenance are charged to profit or loss during the financial year in which they are incurred.
Depreciation and amortisation of property, plant and equipment
Depreciation and amortisation are calculated on a straight-line basis for accounting and on a diminishing value basis for tax where applicable.
Depreciation and amortisation allocates the cost of an item of property, plant and equipment net of residual values over the expected useful
life of each asset to the Group. Estimates of remaining useful lives and residual values are reviewed and adjusted, if appropriate, at each
statement of financial position date.
The depreciation rates used for each class of assets are:
Plant and equipment
6.7% – 25%
Computer equipment
20% – 33.3%
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated
recoverable amount.
Gains and losses
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit or loss. When
revalued assets are sold, it is Group policy to transfer the amounts included in other reserves in respect of those assets to retained earnings.
Critical accounting estimates and assumptions
Impairment
Assets that are subject to depreciation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying
amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its
recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value-in-use. For the purposes of
assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units).
107
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
11.
Intangible assets
2024
2023
$m
$m
Goodwill, at cost
529.5
529.5
Less accumulated impairment charge
(2.1)
(2.1)
Net goodwill
527.4
527.4
Computer software, at cost
279.4
253.3
Less accumulated amortisation
(213.7)
(187.6)
Net computer software
65.7
65.7
Brand names, at cost
311.8
311.8
Less accumulated impairment charge
(58.5)
(58.5)
Net brand names
253.3
253.3
Total net intangible assets
846.4
846.4
(a)
Reconciliations
Reconciliations of the carrying amounts for each class of intangible asset are set out below:
Goodwill
$m
Computer
Software
$m
Brand
Name
$m
Total
$m
2024
Carrying amounts at 1 July 2023
527.4
65.7
253.3
846.4
Additions
-
26.1
-
26.1
Amortisation charge
-
(26.1)
-
(26.1)
Carrying amounts at 29 June 2024
527.4
65.7
253.3
846.4
2023
Carrying amounts at 2 July 2022
526.6
86.1
253.3
866.0
Additions
0.8
20.0
-
20.8
Amortisation charge
-
(40.4)
-
(40.4)
Carrying amounts at 1 July 2023
527.4
65.7
253.3
846.4
(b)
Impairment tests for goodwill
Goodwill is allocated to the Group’s cash-generating units (CGUs) identified according to the group of assets at the time of acquisition. A
CGU level summary of the goodwill allocation is presented below:
CGU
2024
$m
2023
$m
Supercheap Auto
45.3
45.3
rebel
376.6
376.6
BCF
25.9
25.9
Macpac
79.6
79.6
Total
527.4
527.4
108
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
11.
Intangible assets (continued)
(b)
Impairment tests for goodwill (continued)
The Group tests for goodwill impairment on an annual basis. The recoverable amount of a CGU is determined based on value-in-use (VIU)
calculations which require the use of assumptions. These calculations use cash flow projections based on business plans covering a five-year
period. Cash flows beyond the five-year period are extrapolated using the estimated growth rates stated below. The terminal growth rate
does not exceed the historical long-term average growth rate for the industry in which the CGU operates.
Key assumptions used for value-in-use calculations
The key assumptions used in the VIU calculations across each business segment CGU include sales growth, EBITDA margin, long-term growth
rate and the discount rate. Pre-tax discount rates in the range of 13.4 per cent to 15.4 per cent (2023: 13.1 per cent to 14.9 per cent) and a
terminal growth rate of 2.5 per cent (2023: 2.5 per cent) have been assumed. Projected sales are based on the business plans described
above. Budgeted EBITDA margin is determined based on past performance and expectations for the future.
The recoverable amounts of each CGU are estimated to exceed their carrying amounts as at 29 June 2024. Management do not consider that
a reasonably possible change in any of the key assumptions for any of the CGUs would cause their carrying amounts to exceed their
recoverable amounts.
(c)
Impairment tests for the useful life for brands
No amortisation is provided against the carrying value of purchased brand names on the basis that they are considered to have indefinite
useful lives.
Key factors taken into account in assessing the useful life of brands were:
the strong recognition of brands; and
the absence of legal, technical or commercial factors indicating that the life should be considered limited.
The carrying values of the purchased brand names are:
Brand
2024
$m
2023
$m
rebel
209.0
209.0
Macpac
44.3
44.3
Total
253.3
253.3
Key assumptions used for value-in-use calculations
The key assumptions used in the VIU calculations across each business segment CGU include sales growth, EBITDA margin, long-term growth
rate and the discount rate. Pre-tax discount rates in the range of 15.1 per cent to 15.4 per cent (2023: 14.9 per cent) and a terminal growth
rate of 2.5 per cent (2023: 2.5 per cent) have been assumed. Projected sales are based on the business plans described above. Budgeted
EBITDA margin is determined based on past performance and expectations for the future.
The recoverable amount of the brand names currently exceed their carrying values. Management do not consider that a reasonably possible
change in any of the key assumptions would cause the carrying value of any of the brand names to exceed their recoverable amounts.
109
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
11.
Intangible assets (continued)
Material Accounting Policy Information
Goodwill
Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the net identifiable assets of the
acquired subsidiary or business at the date of the acquisition. Goodwill on acquisitions of subsidiaries is included in intangible assets.
Goodwill is not amortised. Instead, it is tested for impairment annually, or more frequently if events or changes in circumstances indicate
that it might be impaired, and is carried at cost less accumulated impairment losses. Any impairment is recognised as an expense and is
not subsequently reversed.
Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.
Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-generating units
or groups of cash-generating units that are expected to benefit from the business combination in which the goodwill arose, identified
according to operating segments.
Other intangible assets
Amortisation is calculated on a straight-line basis. Estimates of remaining useful lives and residual values are reviewed and adjusted, if
appropriate, at each statement of financial position date. The amortisation rates used for each class of intangible assets are as follows:
Computer software
10% – 33.3%
Brand names
Nil
Computer software
Costs incurred in developing products or systems and costs incurred in acquiring software and licences that will contribute to future period
financial benefits through revenue generation and/or cost reduction are capitalised to software and systems. Costs capitalised include
external direct costs of materials and service, direct employee costs and an appropriate portion of relevant overheads. IT development
costs include only those costs directly attributable to the development phase and are recognised only following completion of technical
feasibility and where the Group has an intention and ability to use the asset.
Costs incurred in configuring or customising Software as a Service (SaaS) arrangements can be recognised as intangible assets only if the
implementation activities create an intangible asset that the Group controls and the intangible asset meets the recognition criteria. Those
costs that do not result in intangible assets are expensed as incurred, unless they are paid to the suppliers of the SaaS arrangements to
significantly customise the cloud-based software for the Group, in which case the costs are recorded as a prepayment for services and
amortised over the expected renewable term of the arrangement.
Brand names
Brand names that are acquired as part of a business combination are recognised separately from goodwill. These assets are carried at
their fair value at the date of acquisition less impairment losses. Brand names are valued using the relief from royalty method. Brand
names are determined to have indefinite useful lives and therefore do not attract amortisation.
Research and development
Research expenditure is recognised as an expense as incurred. Costs incurred on development projects (relating to the design and testing
of new or improved products) are recognised as intangible assets when it is probable that the project will, after considering its commercial
and technical feasibility, be completed and generate future economic benefits and its costs can be measured reliably. The expenditure
capitalised comprises all directly attributable costs, including costs of materials, services, direct labour and an appropriate proportion of
overheads. Other development expenditures that do not meet these criteria are recognised as an expense as incurred. Development
costs previously recognised as an expense are not recognised as an asset in a subsequent period. Capitalised development costs are
recorded as intangible assets and amortised from the point at which the asset is ready for use.
Other items of expenditure
Significant items of expenditure, such as costs incurred in store set-ups, are expensed in the financial year in which these costs are incurred.
Critical accounting estimates and assumptions
Capitalised software costs and useful lives
The Group undertakes the development of software in relation to various omni-retail customer and other programs. Useful lives have
been determined based on the intended period of use of this software.
Capitalised software and SaaS arrangements
The Group uses judgement to determine whether implementation activities of SaaS arrangements create an intangible asset that the
Group controls.
110
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
12.
Leases
(a)
Right-of-use assets
2024
2023
$m
$m
Properties
986.6
944.4
Total right-of-use assets
986.6
944.4
Reconciliations of the carrying amounts for each class of right-of-use assets are set out below:
Properties
$m
Computer
equipment
$m
Total
$m
2024
Carrying amounts at 1 July 2023
944.4
-
944.4
Additions
285.2
-
285.2
Disposals
(12.9)
-
(12.9)
Depreciation
(230.6)
-
(230.6)
Impairment reversal
0.8
-
0.8
Foreign currency exchange differences
(0.3)
-
(0.3)
Carrying amounts at 29 June 2024
986.6
-
986.6
2023
Carrying amounts at 2 July 2022
923.4
0.3
923.7
Additions
287.9
-
287.9
Disposals
(51.8)
-
(51.8)
Depreciation
(214.3)
(0.3)
(214.6)
Impairment
(0.2)
-
(0.2)
Foreign currency exchange differences
(0.6)
-
(0.6)
Carrying amounts at 1 July 2023
944.4
-
944.4
(b)
Lease liabilities
2024
2023
$m
$m
Current
200.3
175.8
Non-current
903.1
859.2
Total lease liabilities
1,103.4
1,035.0
Movements in lease liabilities during the period are set out below:
Balance at the beginning of the reporting period
1,035.0
1,010.7
Additions
282.1
286.6
Terminations
(13.9)
(52.2)
Rental payments
(251.5)
(252.5)
Interest on lease liabilities
52.4
42.0
Foreign currency exchange differences
(0.7)
0.4
Balance at the end of the reporting period
1,103.4
1,035.0
At 29 June 2024, the Group had committed to leases that had not yet commenced and estimates that the potential future lease payments
would result in an increase in undiscounted lease liabilities of $288.7 million (2023: $238.5 million). The maturity analysis of lease liabilities
is disclosed in Note 22(d).
(c)
Other
2024
2023
$m
$m
Expense relating to short-term leases (included in Occupancy expenses)
3.9
4.2
Expense relating to leases of low-value assets (included in Cost of sales of goods and
Administrative expenses)
3.9
4.3
Expense relating to variable lease payments not included in lease liabilities (included in Occupancy
expenses)
36.0
34.8
111
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
12.
Leases (continued)
Material Accounting Policy Information
Leases
The Group leases various offices, warehouses, retail stores, equipment and cars. Rental contracts are typically made for fixed periods of
one to 15 years but may have extension options as described below. Lease terms are negotiated on an individual basis and contain a wide
range of different terms and conditions. The lease agreements do not impose any covenants, but leased assets may not be used as security
for borrowing purposes.
Leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for use by the
Group. Each lease payment is allocated between the liability and finance cost. The finance cost is 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 liability for each period. The right-of-use asset
is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of
the following lease payments:
fixed payments (including in-substance fixed payments), less any lease incentives receivable
variable lease payments that are based on an index or a rate
amounts expected to be payable by the lessee under residual value guarantees
the exercise price of a purchase option if the lessee is reasonably certain to exercise that option, and
payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the lessee’s incremental
borrowing rate is used, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value
in a similar economic environment with similar terms and conditions.
Right-of-use assets are measured at cost comprising the following:
the amount of the initial measurement of lease liability
any lease payments made at or before the commencement date less any lease incentives received
any initial direct costs, and
restoration/make-good costs.
Payments associated with short-term leases and leases of low-value assets are recognised on a straight-line basis as an expense in profit
or loss. Short-term leases are leases with a lease term of 12 months or less. Low-value assets comprise small items of office equipment
and furniture, and other immaterial assets.
Extension and termination options are included in a number of property leases across the Group. These terms are used to maximise
operational flexibility in terms of managing contracts. The majority of extension and termination options held are exercisable only by the
Group and not by the respective lessor.
Make-good requirements in relation to leased premises
Make-good costs arising from contractual obligations in lease agreements are recognised as provisions at the inception of the agreement.
A corresponding asset is taken up as part of the right-of-use asset at that time. Expected future payments are discounted at a current pre-
tax rate that reflects the risks specific to the liability. The estimated future costs of decommissioning are reviewed annually and adjusted
as appropriate.
Critical accounting estimates and assumptions
Variable lease payments
Some property leases contain variable payment terms that are linked to sales generated from a store. For individual stores, up to 100% of
lease payments are on the basis of variable payment terms and there is a wide range of sales percentages applied. Variable payment terms
are used for a variety of reasons, including minimising the fixed costs base for newly established stores. Variable lease payments that
depend on sales are recognised in profit or loss in the period in which the condition that triggers those payments occurs.
Extension and termination options
In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an
extension option, or not exercise a termination option. Extension options (or periods after termination options) are included in the lease
term only if the lease is reasonably certain to be extended (or not terminated).
Given the uncertainties that exist within the retail market, management currently consider leases with more than three years to expiry as
not reasonably certain to be extended. An annual strategic store network review as approved by the Board delivers confidence over
network plans covering the next three years. This has resulted in option assumptions being revised for 99 (2023: 80) leases during the
period. This had the impact of increasing lease liabilities and the corresponding right-of-use assets by $66.8 million (2023: $52.3 million).
Of the Group’s lease portfolio 57% (2023: 55%) of leases contain option renewals. The lease liability currently includes extension options
in the calculation of lease term for 27% (2023: 26%) of leases with those options.
The assessment is reviewed if a significant event or a significant change in circumstances occurs which affects this assessment and that is
within control of the lessee.
112
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
13.
Trade and other payables
2024
2023
Current
$m
$m
Trade payables
426.9
357.2
Deferred revenue
72.4
60.8
Other payables
79.6
72.1
Total current trade and other payables
578.9
490.1
14.
Borrowings
2024
2023
Non-current
$m
$m
Bank debt funding facility - unsecured(1)
-
-
Total non-current borrowings
-
-
(1) No drawn bank debt at period end. Refer to Note 22 - Financial risk management for details of financing arrangements.
(a)
Reconciliation of liabilities arising from financing activities
1 July 2023
$m
Reclassed from
Trade and Other
Receivables
$m
Cash flows
$m
Non-cash
Amortisation
$m
Reclassed to
Trade and Other
Receivables
$m
29 June 2024
$m
Bank debt funding facility
-
-
-
-
-
-
Capitalised borrowing costs(2)
-
(1.8)
-
0.7
1.1
-
Total
-
(1.8)
-
0.7
1.1
-
(2) Net borrowing costs capitalised of $1.1 million at 29 June 2024 (2023: $1.8 million) are presented in Trade and other receivables as a prepayment (refer
note 8).
2 July 2022
$m
Reclassed from
Trade and Other
Receivables
$m
Cash flows
$m
Non-cash
Amortisation
$m
Reclassed to
Trade and Other
Receivables
$m
1 July 2023
$m
Bank debt funding facility
-
-
-
-
-
-
Capitalised borrowing costs
-
-
(2.2)
0.4
1.8
-
Total
-
-
(2.2)
0.4
1.8
-
Material Accounting Policy Information
Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised
cost. Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the
period of the borrowings using the effective interest method.
Material Accounting Policy Information
Trade and other payables
Trade and other payables are payables for goods and services provided to the Group prior to the end of the financial year and which are
unpaid at that date. The amounts are unsecured and are normally paid within 60 days of recognition. Trade and other payables are
presented as current liabilities unless payment is not due within 12 months from the reporting date. Refer Note 5 – Revenue and other
income from continuing operations for the Group’s policy on Gift Cards and Loyalty Programs.
The Group participates in a supply chain finance program (SCF) under which its suppliers may elect to receive early payment of their invoice
from a bank by factoring their receivable from the Group. Under the arrangement, a bank agrees to pay amounts to a participating supplier
in respect of invoices owed by the Group and receives settlement from the Group at a later date. The supplier engages directly with the
bank. The principal purpose of this program is to facilitate efficient payment processing and enable the willing suppliers to sell their
receivables due from the Group to a bank before their due date. The Group does not control which suppliers elect to enter into the
arrangement, as this is at the sole discretion of the supplier.
The Group has not derecognised the original liabilities to which the arrangement applies because neither a legal release was obtained, nor
was the original liability substantially modified on entering into the arrangement. From the Group’s perspective, the arrangement does
not significantly extend payment terms beyond the normal terms agreed with other suppliers that are not participating. The Group does
not incur any additional interest towards the bank on the amounts due to the suppliers. The Group therefore discloses the amounts
factored by suppliers within trade payables because the nature and function of the financial liability remain the same as those of other
trade payables. The payments to the bank are included within operating cash flows.
113
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
15.
Income taxes
2024
2023
$m
$m
(a)
Income tax expense
Current tax expense
141.0
76.1
Deferred tax expense / (benefit)
(39.6)
41.0
Adjustments to tax expense of prior periods
(1.7)
(0.7)
99.7
116.4
Deferred income tax expense / (revenue) included in income tax expense comprises:
Decrease / (increase) in deferred tax assets (Note 15(e))
15.7
(26.4)
(Decrease) / increase in deferred tax liabilities (Note 15(e))
(55.3)
67.4
(39.6)
41.0
(b)
Reconciliation between tax expense and pre-tax profit
Profit before income tax from continuing operations
339.8
379.4
Tax at the Australian tax rate of 30% (2023: 30%)
101.9
113.8
Tax effect of amounts not deductible / (taxable) in calculating taxable income:
Sundry items
0.4
4.0
102.3
117.8
Difference in overseas tax rates
(0.7)
(0.6)
Previously unrecognised tax losses and deferred tax assets
(0.2)
(0.1)
Adjustments to tax expense of prior periods
(1.7)
(0.7)
Income tax expense
99.7
116.4
Effective tax rate:
Australia
29.8%
30.8%
Consolidated group
29.3%
30.7%
(c)
Reconciliation of income tax expense to income tax payable
Income tax (expense)
(99.7)
(116.4)
Tax effect of timing differences:
Depreciation
(5.4)
36.4
Provisions
(4.1)
(0.9)
Accruals and prepayments
0.8
3.6
Leased assets
-
6.3
Lease liabilities
(20.8)
(7.4)
Tax losses
-
(0.4)
Sundry temporary differences
(0.5)
3.7
Current tax payable
(129.7)
(75.1)
Income tax instalments paid during the year
92.8
44.8
Income tax (payable)
(36.9)
(30.3)
(d)
Amounts recognised directly in equity reserves
Aggregate current and deferred tax arising in the reporting period and not recognised in net profit
or loss but directly debited or credited to equity:
Net deferred tax charged directly to other comprehensive income (Note 15(e))
(0.7)
(2.8)
(0.7)
(2.8)
Tax expense relating to items of other comprehensive income
Cash flow hedges
(0.7)
(2.8)
(0.7)
(2.8)
114
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
15.
Income taxes (continued)
2024
2023
$m
$m
(e)
Deferred tax assets and liabilities
Assets
Provisions
38.2
34.9
Accruals and prepayments
9.8
10.0
Depreciation
-
37.5
Lease liabilities
330.1
309.5
Tax losses
-
0.4
Sundry temporary differences
3.6
5.1
381.7
397.4
Set off with deferred tax liabilities
(364.1)
(397.4)
Net deferred tax assets
17.6
-
Liabilities
Brand values
75.3
75.3
Depreciation
5.8
66.7
Right-of-use assets
293.1
280.7
Sundry temporary differences
-
6.8
374.2
429.5
Amounts recognised directly in other comprehensive income
Cash flow hedges
0.1
0.8
374.3
430.3
Set-off of deferred tax assets
(364.1)
(397.4)
Net deferred tax liabilities
10.2
32.9
Movements in deferred tax assets:
Opening balance
397.4
371.0
Credited / (charged) to the income statement
(15.7)
26.4
Closing balance
381.7
397.4
Deferred tax assets to be recovered after more than 12 months
358.7
309.2
Deferred tax assets to be recovered within 12 months
23.0
88.2
381.7
397.4
Movements in deferred tax liabilities:
Opening balance
430.3
365.7
Charged / (credited) to the income statement
(55.3)
67.4
Charged / (credited) to other comprehensive income
(0.7)
(2.8)
Closing balance
374.3
430.3
Deferred tax liabilities to be settled after more than 12 months
374.3
430.3
Deferred tax liabilities to be settled within 12 months
-
-
374.3
430.3
(f)
Unrecognised deferred tax assets
Tax losses
7.1
7.3
Deferred tax assets have not been recognised in respect of the above tax losses because it is not considered probable that future taxable
profit will be available against which they can be realised.
115
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
15.
Income taxes (continued)
(g)
Tax transparency report
In May 2016, the government announced the release of the Board of Taxation’s final report on the voluntary Tax Transparency Code (the
Code). The Code is a set of principles and 'minimum standards' to guide the disclosure of tax information by businesses and to inform
stakeholders about their compliance with Australian taxation laws.
Currently the Code is voluntary. Super Retail Group supports the concept of voluntary tax transparency as an important measure for all large
companies to provide assurance to the Australian community that their tax obligations are being met. Super Retail Group’s success is
dependent on the wellbeing of the economies and communities where the businesses operate and our conservative approach to tax strategy
is one of the many ways the Group acts to ensure sustainability of our operations.
The requirements of the Code are broken into Part A which forms part of the tax note as referenced below and Part B as disclosed below.
The make-up of the respective parts is as follows:
(i)
Part A:
Effective company tax rates for our Australian and global operations (Note 15 (b))
A reconciliation of accounting profit to tax expense and to income tax payable (Note 15 (c))
Identification of material temporary (Note 15 (c)) and non-temporary differences (Note 15 (b))
(ii)
Part B:
Tax policy, tax strategy and governance
Information about international related party dealings
A tax contribution summary of income tax paid
Part B discloses the Australian income tax paid by the Group in the 2024 and 2023 financial years and provides qualitative information about
our approach to tax risk and international related party dealings.
Tax policy, tax strategy and governance
Super Retail Group is committed to full compliance with its statutory obligations and takes a conservative approach to tax risk. The Group’s
tax risk management policy includes an internal escalation process for referring tax matters to the corporate Group Tax function. The CFO
must report any material tax issues to the Board. Tax strategy is implemented through Super Retail Group’s Tax Governance Framework. The
Group’s approach to tax planning is to operate and pay tax in accordance with the tax law in each relevant jurisdiction and the Group aims
for certainty on all tax positions it adopts. Where the tax law is unclear or subject to interpretation, advice is obtained, and when necessary
the Australian Taxation Office (ATO) (or other relevant tax authority) is consulted for clarity.
International related party dealings
Super Retail Group is an Australian-based group, with some trading operations in other countries, including New Zealand (Supercheap Auto
(SCA) and Macpac) and China (sourcing assistance). Given its current profile, the Group has very limited international related party dealings.
Super Retail Group prices international related party dealings on an arm’s length basis to meet the regulatory requirements of the relevant
jurisdictions.
The Group’s international related party dealings are summarised below:
The Group’s Australian retail businesses source material amounts of trading stock from overseas, particularly through Asian based third-
party suppliers. To facilitate this, the Group has China-based subsidiaries that co-ordinate these supplies. Super Retail Group’s
Australian businesses pay the overseas subsidiaries for these services.
The SCA and Macpac retail businesses operate across Australia and New Zealand. To meet customer demand and manage stock levels,
trading stock is occasionally transferred between jurisdictions, for which arm’s length consideration is paid by the recipient of the
trading stock.
Certain Group businesses operating outside of Australia are utilising intellectual property developed by Super Retail Group businesses
in Australia. Where appropriate, and as required by international cross border tax rules, a royalty payment is made by the off-shore
subsidiary to the relevant Group business in Australia.
Various administrative and support services are provided by Group head office and divisional parent entities to offshore subsidiary
businesses. As required by international cross border tax rules, arm’s length consideration is paid for these services.
116
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
15.
Income taxes (continued)
(g)
Tax transparency report (continued)
Other jurisdictions
The Group includes subsidiary companies that are incorporated in jurisdictions outside Australia as summarised in the table below:
Country
Nature of activities
China(1)
Co-ordinating the sourcing of trading stock for SCA, rebel and BCF
New Zealand
Active trading operations (SCA and Macpac) and dormant entities
(1) These companies are subject to the Australian Controlled Foreign Company rules. Under these rules profits generated by these subsidiaries from trading with
Super Retail Group are taxable in Australia at the 30 per cent Australian corporate tax rate. For FY24, the gross value of international related party transactions
in and out of Australia represented less than 2 per cent of revenue.
Australian income taxes paid
Super Retail Group is a large taxpayer and paid Australian corporate income tax of $119.2 million in FY24 and $58.2 million in FY23.
Material Accounting Policy Information
Current and deferred tax
The income tax expense or revenue for the period is the tax payable on the current period’s taxable income based on the national income
tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences between the tax
bases of assets and liabilities and their carrying amounts in the financial statements, and to unused tax losses.
Deferred tax assets and liabilities
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to apply when the assets are recovered
or liabilities are settled, based on those tax rates which are enacted or substantively enacted for each jurisdiction. The relevant tax rates are
applied to the cumulative amounts of deductible and taxable temporary differences to measure the deferred tax asset or liability.
An exception is made for certain temporary differences arising from the initial recognition of an asset or a liability. No deferred tax asset or
liability is recognised in relation to these temporary differences if they arise in a transaction, other than a business combination, that at the
time of the transaction did not affect either accounting profit or taxable profit or loss.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable
amounts will be available to utilise those temporary differences and losses.
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax bases of investments
in controlled entities where the parent entity is able to control the timing of the reversal of the temporary differences and it is probable that
the differences will not reverse in the foreseeable future.
Current and deferred tax balances attributable to amounts recognised directly in equity are recognised directly in equity.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the
deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally
enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
A deferred tax liability is recognised in relation to some of the Group’s indefinite life intangibles. The tax base assumed in determining the
amount of the deferred tax liability is the capital cost base of the assets.
Tax consolidation
Super Retail Group Limited and its wholly-owned Australian controlled entities have implemented the tax consolidation legislation as of 1
July 2003 and account for current and deferred tax amounts under the “separate taxpayer within group” approach in accordance with AASB
Interpretation 1052, Tax Consolidation Accounting.
On adoption of the tax consolidation legislation, the entities in the tax consolidated group entered into a tax sharing agreement which, in the
opinion of the Directors, limits the joint and several liability of the wholly-owned entities in the case of a default by the head entity, Super
Retail Group Limited.
The entities have also entered into a tax funding agreement under which the wholly-owned entities fully compensate Super Retail Group
Limited for any current tax payable assumed and are compensated by Super Retail Group Limited for any current tax receivable and deferred
tax assets relating to unused tax losses or unused tax credits that are transferred to Super Retail Group Limited under the tax consolidation
legislation. The funding amounts are determined by reference to the amounts recognised in the wholly-owned entities’ financial statements.
The amounts receivable/payable under the tax funding agreement are due upon receipt of the funding advice from the head entity, which is
issued as soon as practicable after the end of each financial year. The head entity may also require payment of interim funding amounts to
assist with its obligations to pay tax instalments.
117
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
16.
Provisions
2024
2023
Current
$m
$m
Employee benefits(a)
104.3
98.2
Make-good provision(b)
7.6
5.3
Other provisions(c)
3.4
2.8
Total current provisions
115.3
106.3
Non-current
Employee benefits(a)
12.8
9.9
Make-good provision(b)
32.0
30.8
Other provisions(c)
0.6
-
Total non-current provisions
45.4
40.7
(a)
Employee benefits
Provisions for employee benefits cover a range of employment related costs and entitlements.
A remediation program in relation to payments owed to team members, as first identified in the 2018 financial year, is now substantially
complete, with the Group having paid back $52.7 million in entitlements and interest to certain of its award-covered set-up and retail
management team members, and its enterprise agreement-covered team members.
On 19 January 2023, the Fair Work Ombudsman (FWO) filed proceedings in the Federal Court of Australia (as amended) against the Company
and certain of its subsidiaries, seeking orders in relation to alleged contraventions of the Fair Work Act 2009 (Cth) (Fair Work Act) and
payments of $1.15 million for 146 team members (less remediation amounts already paid to those team members).
The FWO has also sought orders for civil penalties against the Company and the named subsidiaries under the Fair Work Act. While the Group
has been assisted by expert external advisers, these proceedings are at an early stage and the outcome and total costs associated with the
proceedings are uncertain. The Group increased the provision in the prior financial year to recognise amounts potentially payable as a
consequence of the FWO proceedings by $8.8 million. The total provision as at 29 June 2024 is $14.1 million (1 July 2023: $14.3 million).
On 21 November 2023, the FWO proceedings were stayed until judgment is published in Fair Work Ombudsman v Woolworths Group Limited
(ACN 000 014 675) (NSD581/2021) and Fair Work Ombudsman v Coles Supermarkets Australia Pty Ltd (ACN 004 189 708) (NSD1252/2021)
(the Woolworths and Coles proceedings). Further orders of the Court were also made for the future conduct of the FWO proceedings,
including in relation to any proposed amendments to the FWO proceedings arising out of the judgment in the Woolworths and Coles
proceedings. A copy of the Court orders made on 21 November 2023 in the FWO proceedings can be obtained via the Commonwealth Courts
Portal at www.comcourts.gov.au
(b)
Make-good provision
Provision is made for costs arising from contractual obligations in lease agreements at the inception of the agreement. A provision has been
recognised for the present value of the estimated expenditure required to remove any leasehold improvements. These costs have been
capitalised as part of the cost of the right-of-use assets and are amortised over the shorter of the term of the lease or the useful life of the
assets.
(c)
Other provisions
The provision for other items includes the provision for store refunds and certain obligations related to surrendered lease arrangements.
118
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
16.
Provisions (continued)
(d)
Movement in provisions
Movements in each class of provision during the period, except for Other, are set out below:
2024
Employee benefits
$m
Make-good
$m
Total
$m
Opening balance as at 1 July 2023
108.1
36.1
144.2
Additional provisions recognised
89.0
2.9
91.9
Unwind of discount
-
1.4
1.4
Provisions used
(80.0)
(0.8)
(80.8)
Closing balance as at 29 June 2024
117.1
39.6
156.7
Material Accounting Policy Information
Provisions
Provisions for legal claims, service warranties and make-good obligations are recognised when the Group has a present legal or
constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation and
the amount has been reliably estimated. Provisions are not recognised for future operating losses.
Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering
the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in
the same class of obligations may be small.
Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation
at the statement of financial position date. The discount rate used to determine the present value reflects current market assessments of
the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognised as
interest expense.
Employee benefits – short-term obligations
Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months after the end
of the period in which the employees render the related service are recognised in respect of employees’ services up to the end of the
reporting period and are measured at the amounts expected to be paid when the liabilities are settled. All other short-term employee
benefit obligations are presented as payables.
Employee benefits – long-term obligations
The liabilities for long service leave and annual leave are not expected to be settled wholly within 12 months after the end of the period
in which the employees render the related service. They are therefore recognised in the provision for employee benefits and measured
as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting
period using the projected unit credit method. Consideration is given to expected future wage and salary levels, experience of employee
departures and periods of service. Expected future payments are discounted using market yields at the end of the reporting period of
government bonds with terms and currencies that match, as closely as possible, the estimated future cash outflows. Remeasurements as
a result of experience adjustments and changes in actuarial assumptions are recognised in profit or loss.
The obligations are presented as current liabilities in the balance sheet if the Group does not have an unconditional right to defer
settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur.
Retirement benefit obligations
Contributions are made by the Group to an employee superannuation fund and are charged as expenses when incurred.
Bonus plans
The Group recognises a liability and an expense for bonuses based on a formula that takes into consideration the profit attributable to the
Company’s shareholders after certain adjustments. The Group recognises a provision where contractually obliged or where there is a past
practice that has created a constructive obligation.
Make-good requirements in relation to leased premises
Refer to Note 12 for details on make-good requirements in relation to leased premises.
Critical accounting estimates and assumptions
Estimated value of make-good provision
The Group has estimated the present value of the expenditure required to remove any leasehold improvements and return leased
premises to their original state, in addition to the likelihood of this occurring. These costs have been capitalised as part of the cost of the
right-of-use asset.
119
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
16.
Provisions (continued)
17.
Financial assets and financial liabilities
(a)
Financial instruments
The Group holds the following financial instruments:
2024
Notes
Derivatives used
for hedging
$m
Financial assets and
liabilities
$m
Total
$m
Financial assets
Cash and cash equivalents
7
-
217.8
217.8
Trade and other receivables
8
-
49.9
49.9
Derivative financial instruments
22
0.2
-
0.2
Total
0.2
267.7
267.9
Financial liabilities
Trade and other payables
13
-
578.9
578.9
Borrowings
14
-
-
-
Lease liabilities
12
-
1,103.4
1,103.4
Total
-
1,682.3
1,682.3
2023
Notes
Derivatives used
for hedging
$m
Financial assets and
liabilities
$m
Total
$m
Financial assets
Cash and cash equivalents
7
-
192.3
192.3
Trade and other receivables
8
-
58.1
58.1
Derivative financial instruments
22
2.7
-
2.7
Total
2.7
250.4
253.1
Financial liabilities
Trade and other payables
13
-
490.1
490.1
Borrowings
14
-
-
-
Lease liabilities
12
-
1,035.0
1,035.0
Total
-
1,525.1
1,525.1
The Group’s exposure to various risks associated with the financial instruments is discussed in Note 22 – Financial risk management. The
maximum exposure to credit risk at the end of the reporting period is the carrying amount of each class of financial assets mentioned above.
Critical accounting estimates and assumptions (continued)
Long service leave
Judgement is required in determining the following key assumptions used in the calculation of long service leave at balance date.
Future increase in salaries and wages;
Future on-cost rates; and
Experience of employee departures and period of service.
Employee benefits
Judgements have been made in the calculations as to the number of overtime hours and allowance payments based on assumed work
patterns.
120
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
17.
Financial assets and financial liabilities (continued)
(b)
Recognised fair value measurements
(i)
Fair value hierarchy
This section explains the judgements and estimates made in determining the fair values of the financial instruments that are recognised and
measured at fair value in the financial statements. To provide an indication of the reliability of the inputs used in determining fair value, the
Group has classified its financial instruments into the three levels prescribed under the accounting standards. An explanation of each level
follows below the table.
The fair value of forward exchange contracts is determined using forward exchange market rates at the balance sheet date.
The carrying value less impairment provision of trade receivables and payables is assumed to approximate their fair values due to their short-
term nature. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the
current market interest rate that is available to the Group for similar financial instruments.
The following tables present the Group’s assets and liabilities measured and recognised at fair value.
Level 1
Level 2
Level 3
Total
2024
$m
$m
$m
$m
Financial assets
Derivatives used for hedging – forward foreign
exchange contracts
-
0.2
-
0.2
Total
0.2
-
0.2
Financial liabilities
Derivatives used for hedging
-
-
-
-
Total
-
-
-
-
Level 1
Level 2
Level 3
Total
2023
$m
$m
$m
$m
Financial assets
Derivatives used for hedging – forward foreign
exchange contracts
-
2.7
-
2.7
Total
-
2.7
-
2.7
Financial liabilities
Derivatives used for hedging
-
-
-
-
Total
-
-
-
-
There were no transfers between any levels for recurring fair value measurements during the year. The Group’s policy is to recognise
transfers into and transfers out of fair value hierarchy levels as at the end of the reporting period.
Level 1: The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and trading and equity
investments designated at FVOCI) is based on quoted market prices at the end of the reporting period. The quoted market price used for
financial assets held by the Group is the current bid price. These instruments are included in level 1.
Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is
determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific
estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the
case for unlisted equity securities.
(ii)
Valuation techniques used to determine fair value
Specific valuation techniques used to value financial instruments 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 the estimated future cash flows based on observable yield
curves;
the fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date;
the fair value of the remaining financial instruments is determined using discounted cash flow analysis.
All of the resulting fair value estimates are included in level 2, where the fair values have been determined based on present values and
the discount rates used were adjusted for counterparty or own credit risk.
121
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
17.
Financial assets and financial liabilities (continued)
Material Accounting Policy Information
Financial assets classification
The Group classifies its financial assets in the following measurement categories:
those to be measured subsequently at fair value (either through Other Comprehensive Income (OCI) or through profit or loss), and
those to be measured at amortised cost.
The classification depends on the Group’s business model for managing the financial assets and the contractual terms of the cash flows.
For assets measured at fair value, gains and losses will be recorded in profit or loss or OCI. For investments in equity instruments that are
not held for trading, this will depend on whether the Group has made an irrevocable election at the time of initial recognition to account
for the equity investment at fair value through other comprehensive income (FVOCI).
The Group reclassifies debt investments when and only when its business model for managing those assets changes.
Recognition and derecognition
Regular way purchases and sales of financial assets are recognised on trade-date, the date on which the Group commits to purchase or
sell the asset. Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been
transferred and the Group has transferred substantially all the risks and rewards of ownership.
Measurement
At initial recognition, the Group measures a financial asset at its fair value plus transaction costs (in the case of a financial asset not at fair
value through profit or loss (FVPL)) that are directly attributable to the acquisition of the financial asset. Transaction costs of financial
assets carried at FVPL are expensed in profit or loss.
Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment
of principal and interest.
Debt instruments
Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset and the cash flow
characteristics of the asset. There are three measurement categories into which the Group classifies its debt instruments:
Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal
and interest are measured at amortised cost. Interest income from these financial assets is included in finance income using the effective
interest rate method. Any gain or loss arising on derecognition is recognised directly in profit or loss and presented in other gains/(losses)
together with foreign exchange gains and losses. Impairment losses are presented as separate line item in the statement of profit or loss.
FVOCI: Assets that are held for collection of contractual cash flows and for selling the financial assets, where the assets’ cash flows
represent solely payments of principal and interest, are measured at FVOCI. Movements in the carrying amount are taken through OCI,
except for the recognition of impairment gains or losses, interest income and foreign exchange gains and losses which are recognised in
profit or loss. When the financial asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity
to profit or loss and recognised in other gains/(losses). Interest income from these financial assets is included in finance income using the
effective interest rate method. Foreign exchange gains and losses are presented in other gains/(losses) and impairment expenses are
presented as separate line item in the statement of profit or loss.
FVPL: Assets that do not meet the criteria for amortised cost or FVOCI are measured at FVPL. A gain or loss on a debt investment that is
subsequently measured at FVPL is recognised in profit or loss and presented net within other gains/(losses) in the period in which it arises.
Equity instruments
The Group subsequently measures all equity investments at fair value. Where the Group’s management have elected to present fair value
gains and losses on equity investments in OCI, there is no subsequent reclassification of fair value gains and losses to profit or loss following
the derecognition of the investment. Dividends from such investments continue to be recognised in profit or loss as other income when
the Group’s right to receive payments is established.
Changes in the fair value of financial assets at FVPL are recognised in other gains/(losses) in the statement of profit or loss as applicable.
Impairment losses (and reversal of impairment losses) on equity investments measured at FVOCI are not reported separately from other
changes in fair value.
122
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
17.
Financial assets and financial liabilities (continued)
18.
Earnings per share
2024
2023
(a)
Basic earnings per share
Cents
Cents
Total basic earnings per share attributable to the ordinary equity holders of the company
106.3
116.5
(b)
Diluted earnings per share
Total diluted earnings per share attributable to the ordinary equity holders of the company
105.4
115.4
2024
2023
(c)
Weighted average number of shares used as the denominator
Number
Number
Weighted average number of shares used as the denominator in calculating basic EPS
225,826,500
225,826,500
Adjustments for calculation of diluted earnings per share – performance rights
1,877,214
1,981,993
Weighted average potential ordinary shares used as the denominator in
calculating diluted earnings per share
227,703,714
227,808,493
2024
2023
(d)
Reconciliations of earnings used in calculating earnings per share
$m
$m
Basic earnings and diluted earnings per share
Profit attributable to the ordinary equity holders of the company used in EPS
240.1
263.0
Material Accounting Policy Information (continued)
Impairment
The Group assesses on a forward-looking basis the expected credit losses associated with its debt instruments carried at amortised cost
and FVOCI. The impairment methodology applied depends on whether there has been a significant increase in credit risk.
For trade receivables, the Group applies the simplified approach permitted by AASB 9, which requires expected lifetime losses to be
recognised from initial recognition of the receivables.
Derivative financial instruments and hedging activities
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to their
fair value. The method of recognising the resulting gain or loss depends on whether the derivative is designated as a hedging instrument,
and if so, the nature of the item being hedged. The Group designates certain derivatives as either: hedges of the fair value of recognised
assets or liabilities or a firm commitment (fair value hedge); or hedges of highly probable forecast transactions (cash flow hedges).
The Group documents at the inception of the transaction the relationship between hedging instruments and hedged items as well as its
risk management objective and strategy for undertaking various hedge transactions. The Group also documents its assessment, both at
hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions have been and will continue to
be highly effective in offsetting changes in cash flows of hedged items.
Cash flow hedges
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in equity
in the hedging reserve. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss.
Amounts accumulated in equity are recycled in profit or loss in the income periods when the hedged item will affect profit or loss (for
instance when the forecast payment that is hedged takes place). When the forecast transaction that is hedged results in the recognition
of a non-financial asset (for example, inventory) or a non-financial liability, the gains and losses previously deferred in equity are
transferred from equity and included in the measurement of the initial cost or carrying amount of the asset or liability.
When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting, any
cumulative gain or loss existing in equity at the time remains in equity and is recognised when the forecast transaction is ultimately
recognised in profit or loss. As soon as a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported
in equity is transferred to profit or loss.
Derivatives that do not qualify for hedge accounting
Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of any derivative instrument that does not
qualify for hedge accounting are recognised in profit or loss.
123
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
18.
Earnings per share (continued)
(f)
Information concerning the classification of securities
Performance Rights
Performance rights granted are considered to be potential ordinary shares and have been included in the determination of diluted earnings
per share to the extent to which they are dilutive.
19.
Contributed equity
(a)
Share capital
2024
2023
$m
$m
Ordinary shares fully paid (225,826,500 ordinary shares as at 29 June 2024)
740.7
740.7
Number of shares
Issue price
$m
(i)
Movement in ordinary share capital
Balance 2 July 2022
225,826,500
740.7
Movement in the period
-
-
-
Balance 1 July 2023
225,826,500
740.7
Movement in the period
-
-
-
Balance 29 June 2024
225,826,500
740.7
Ordinary shares have no par value and the Company does not have a limited amount of authorised capital.
The ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the parent entity in proportion to the
number of and amounts paid on the shares held.
On a show of hands every holder of ordinary shares present, in person or by proxy, at a meeting of shareholders of the parent entity is entitled
to one vote and, upon a poll, each share is entitled to one vote.
Performance rights over 716,720 (2023: 790,611) ordinary shares were issued during the period with 813,036 (2023: 763,059) performance
rights vesting during the period. Vesting of performance rights was fulfilled through on-market share purchases. Information relating to
performance rights outstanding at the end of the financial year is set out in Note 29 – Share-based payments.
Material Accounting Policy Information
Basic earnings per share
Basic earnings per share is calculated by dividing:
the profit attributable to equity holders of the Company, excluding any costs of servicing equity other than ordinary shares;
by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary
shares issued during the year and excluding treasury shares.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income
tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of
shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
124
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
19.
Contributed equity (continued)
(b)
Other equity
2024
2023
$m
$m
Treasury shares
-
(3.8)
Number of shares
Average price per
share
$m
(i)
Movement in treasury shares
Balance 2 July 2022
-
-
Acquisition of shares by the Trust
(300,000)
12.76
(3.8)
Balance 1 July 2023
(300,000)
(3.8)
Issue of treasury shares to employees
300,000
12.76
3.8
Balance 29 June 2024
-
-
Treasury shares are ordinary shares in Super Retail Group Limited that are held by the trust established to hold shares for the purposes of the
Super Retail Group Employee Equity Incentive Plan (the EIP) (refer to Note 29 – Share-based payments for further details). Shares issued or
allocated to employees will be on a first-in-first-out basis.
Dividend reinvestment plan
The Company has established a dividend reinvestment plan under which holders of ordinary shares may elect to have all or part of their
dividend entitlements satisfied by shares purchased on market rather than by being paid in cash.
20.
Reserves and retained earnings
2024
2023
$m
$m
(a)
Reserves
Foreign currency translation reserve
1.5
2.7
Share-based payments reserve
13.5
20.8
Hedging reserve
0.2
1.9
NCI equity reserve
(8.0)
(8.0)
Total
7.2
17.4
(i)
Movements
Foreign currency translation reserve
Balance at the beginning of the financial period
2.7
1.7
Net exchange difference on translation of foreign controlled entities
(1.2)
1.0
Balance at the end of the financial period
1.5
2.7
Share-based payments reserve
Balance at the beginning of the financial period
20.8
22.1
Value of equity purchased for performance rights and restricted shares
(15.4)
(8.9)
Performance rights and restricted shares expense
8.1
7.6
Balance at the end of the financial period
13.5
20.8
Hedging reserve
Balance at the beginning of the financial period
1.9
8.3
Revaluation – gross
(2.4)
(9.2)
Deferred tax
0.7
2.8
Balance at the end of the financial period
0.2
1.9
Material Accounting Policy Information
Contributed equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity
as a deduction, net of tax, from the proceeds. Incremental costs directly attributable to the issue of new shares or options, or for the
acquisition of a business, are included in the cost of the acquisition as part of the purchase consideration.
125
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
20.
Reserves and retained earnings (continued)
(a)
Reserves (continued)
(i)
Movements (continued)
2024
2023
$m
$m
NCI equity reserve
Balance at the beginning of the financial period
(8.0)
(8.0)
Change in ownership interest in controlled entities
-
-
Balance at the end of the financial period
(8.0)
(8.0)
(ii)
Nature and purpose of reserves
Hedging reserve - cash flow hedges
The hedging reserve is used to record gains or losses on a hedging instrument in a cash flow hedge that are recognised in equity through
other comprehensive income, as described in Note 17 – Financial assets and financial liabilities. Amounts are recognised in profit or loss
when the associated hedged transaction affects profit or loss.
Share-based payments reserve
The share-based payments reserve is used to recognise the grant date fair value of options and performance rights issued.
Foreign currency translation reserve
Exchange differences arising on translation of the foreign controlled entity are taken to the foreign currency translation reserve, as described
in Note 2(c). The reserve is recognised in profit or loss when the net investment is disposed of.
NCI equity reserve
The NCI equity reserve is used to recognise the change in ownership interest in controlled entities.
(b)
Retained earnings
2024
2023
$m
$m
Balance at the beginning of the financial period
613.3
524.2
Net profit for the period attributable to owners of Super Retail Group
240.1
263.0
Dividends paid
(228.1)
(173.9)
Retained profits at the end of the financial period
625.3
613.3
21.
Reconciliation of profit after income tax to net cash inflow from operating activities
2024
$m
2023
$m
Profit from ordinary activities after related income tax
240.1
263.0
Depreciation and amortisation
338.2
329.4
Impairment (reversal) / charge on right-of-use assets
(0.8)
0.2
(Gain) on write down in investment in associate
-
(1.8)
Net (gain) on disposal of non-current assets
(0.6)
(0.5)
Non-cash employee benefits expense/share-based payments
8.1
7.6
Finance costs
49.6
43.2
Change in operating assets and liabilities, net of effects from the purchase of
controlled entities
- decrease / (increase) in receivables
7.4
(2.1)
- increase in net current tax liability
6.6
10.5
- (increase) / decrease in inventories
(57.5)
11.0
- increase in payables
75.3
7.9
- increase in provisions
8.5
7.0
- (increase) / decrease in net deferred taxes assets
(39.5)
41.0
Net cash inflow from operating activities
635.4
716.4
126
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
22.
Financial risk management
This note explains the Group’s exposure to financial risks and how these risks could affect the Group’s future financial performance. Current
year profit or loss information has been included where relevant to add further context.
Market risk
Credit risk
Liquidity risk
Foreign exchange
Interest rate
Exposure
arising from
Future commercial
transactions
Recognised financial assets
and liabilities not
denominated in AUD
Long-term borrowings at
variable rates
Cash and cash equivalents,
trade and other receivables
and derivative financial
instruments
Borrowings and other
liabilities
Measurement
Cash flow forecasting
Sensitivity analysis
Sensitivity analysis
Ageing analysis
Credit ratings
Rolling cash flow forecasts
Projected net debt levels
Management
Forward foreign exchange
contracts
Interest rate swaps
Rolling cash flow forecasts
Credit limits and retention
of title over goods sold
Availability of committed
credit lines and borrowing
facilities
The Group’s risk management is carried out by the finance department under policies approved by the Board. The finance department
identifies, evaluates and hedges financial risks in co-operation with the Group’s operating units. The Board approves a formal policy for overall
risk management, as well as policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk, use of derivative
financial instruments and non-derivative financial instruments, and investment of excess liquidity.
(a)
Derivative financial instruments
Derivative Financial Instruments are used only for economic hedging purposes and not as trading or speculative instruments. The Group has
the following derivative financial instruments:
2024
2023
$m
$m
Current assets
Forward foreign exchange contracts – cash flow hedges
0.2
2.7
Total current derivative financial instrument assets
0.2
2.7
Current liabilities
Forward foreign exchange contracts – cash flow hedges
-
-
Total current derivative financial instrument liabilities
-
-
(i)
Classification of derivatives
Derivatives are classified as held for trading and accounted for at fair value through profit or loss unless they are designated as hedges. They
are presented as current assets or liabilities if they are expected to be settled within 12 months after the end of the reporting period.
The Group’s accounting policy for cash flow hedges is set out in Note 17 – Financial assets and financial liabilities. For hedged forecast
transactions that result in the recognition of a non-financial asset, the Group includes related hedging gains and losses in the initial
measurement of the cost of the asset.
(ii)
Fair value measurement
For information about the methods and assumptions used in determining the fair value of derivatives please refer to Note 17 – Financial
assets and financial liabilities.
(b)
Market risk
(i)
Foreign exchange risk
Group companies are required to hedge their foreign exchange risk exposure using forward contracts transacted by the finance department.
The Group operates internationally and is exposed to foreign exchange risk arising from currency exposures to the United States dollar (USD)
and Chinese Yuan (CNY).
Foreign exchange risk arises when future commercial transactions and recognised assets and liabilities are denominated in a currency that is
not the entity’s functional currency.
The Group’s risk management policy is to hedge between 50 per cent and 75 per cent of anticipated foreign currency purchases for the
subsequent four months and up to 50 per cent of anticipated foreign currency purchases for the following five to 12 month period.
127
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
22.
Financial risk management (continued)
(b)
Market risk (continued)
(i)
Foreign exchange risk (continued)
Instruments used by the Group
The Group retails products including some that have been imported, with contract pricing denominated in USD or CNY. In order to protect
against exchange rate movements, the Group has entered into forward exchange rate contracts to purchase USD. The contracts are timed
to mature in line with forecast import purchases for the subsequent twelve months, on a rolling basis. The Group does not currently enter
into forward exchange rate contracts to purchase CNY.
Exposure
The Group’s exposure to foreign currency risk at the end of the reporting period was as follows:
The portion of the gain or loss on the hedging instrument that is determined to be an effective hedge is recognised in equity through other
comprehensive income. When the cash flows occur, the Group adjusts the initial measurement of the component recognised in the
consolidated balance sheet by the related amount deferred in equity. In the year ended 29 June 2024, no hedges were considered to be
ineffective (2023: nil).
Gains and losses arising from hedging contracts terminated prior to maturity are also carried forward until the designated hedged transaction
occurs.
The following gains, losses and costs have been deferred as at the balance date:
Group sensitivity
Based on the financial instruments held at 29 June 2024, had the Australian dollar weakened/strengthened by 10 per cent against other
currencies with all other variables held constant, the impact on the Group’s post-tax profit would have been nil, on the basis that the financial
instruments would have been designated as cash flow hedges and the impact upon the foreign exchange movements of other financial assets
and liabilities is not material.
Equity would have been $13.4 million lower/$16.5 million higher (2023: $7.5 million lower/$14.2 million higher) had the Australian dollar
weakened/strengthened by 10 per cent against other currencies, arising mainly from forward foreign exchange contracts designated as cash
flow hedges. The impact on other Group assets and liabilities as a result of movements in exchange rates is not material.
A sensitivity of 10 per cent was selected following review of historic trends.
2024
2023
USD
USD
$m
$m
Trade receivables
2.4
2.2
Trade payables
32.5
21.4
Forward exchange contract - notional amount in foreign currency (cash flow hedges)
Buy United States dollars and sell Australian/New Zealand dollars with maturity
- 0 to 4 months
55.2
53.5
- 5 to 12 months
43.5
18.0
98.7
71.5
The weighted average hedge rate of the forward exchange contracts as at 29 June 2024 is 0.6617 (2023: 0.6770)
2024
2023
CNY
CNY
m
m
Trade receivables
1.9
1.9
Trade payables
61.6
38.7
2024
2023
$m
$m
- unrealised gains on USD foreign exchange contracts
0.2
2.7
Total unrealised gains
0.2
2.7
128
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
22.
Financial risk management (continued)
(b)
Market risk (continued)
(ii)
Cashflow and fair value interest rate risk
Instruments used by the Group - interest rate swap contracts
An assessment of the forecast core debt requirements subsequent to the equity raising announced on 15 June 2020 indicated that core debt
was minimal and all interest rate swaps were terminated. No new interest rate swap contracts have been entered into as core debt remains
at nil. Therefore current interest expense is subject to variable rates only.
Interest rate risk exposures
The Group’s exposure to interest rate risk and the effective weighted average interest rate by maturity periods is set out in the following
table:
Fixed interest maturing in
Notes
Floating
interest rate
$m
1 year or
less
$m
Over 1 to 5
years
$m
More than
5 years
$m
Non-
interest
bearing
$m
Total
$m
2024
Financial assets
Cash and cash equivalents
7
215.8
-
-
-
2.0
217.8
Trade and other receivables
8
-
-
-
-
49.9
49.9
Total financial assets
215.8
-
-
-
51.9
267.7
Weighted average rate of interest
4.25%
Financial liabilities
Lease liabilities
12
-
200.3
650.8
252.3
-
1,103.4
Trade and other payables
13
-
-
-
-
578.9
578.9
Borrowings
14
-
-
-
-
-
-
Total financial liabilities
-
200.3
650.8
252.3
578.9
1,682.3
Weighted average rate of interest
n/a
Net financial (liabilities) / assets
215.8
(200.3)
(650.8)
(252.3)
(527.0)
(1,414.6)
Fixed interest maturing in
Notes
Floating
interest rate
$m
1 year or
less
$m
Over 1 to 5
years
$m
More than
5 years
$m
Non-
interest
bearing
$m
Total
$m
2023
Financial assets
Cash and cash equivalents
7
190.4
-
-
-
1.9
192.3
Trade and other receivables
8
-
-
-
-
58.1
58.1
Total financial assets
190.4
-
-
-
60.0
250.4
Weighted average rate of interest
4.00%
Financial liabilities
Lease liabilities
12
-
175.8
610.9
248.3
-
1,035.0
Trade and other payables
13
-
-
-
-
490.1
490.1
Borrowings
14
-
-
-
-
-
-
Total financial liabilities
-
175.8
610.9
248.3
490.1
1,525.1
Weighted average rate of interest
n/a
Net financial (liabilities) / assets
190.4
(175.8)
(610.9)
(248.3)
(430.1)
(1,274.7)
129
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
22.
Financial risk management (continued)
(b)
Market risk (continued)
(ii)
Cashflow and fair value interest rate risk (continued)
Group sensitivity
The Group’s main interest rate risk typically arises from long-term borrowings. Borrowings issued at variable rates expose the Group to cash
flow interest rate risk. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. During the 2024 and 2023 financial
years, the Group’s borrowings were at variable rates and were denominated in Australian dollars.
As at the reporting date, the Group had the following variable rate borrowings outstanding:
An analysis by maturities is provided in (d) below.
The Group risk management policy is to maintain fixed interest rate hedges of approximately 40 per cent of anticipated core debt levels over
a 3 year period. The Group utilises interest rate swaps to hedge its interest rate exposure on borrowings but as disclosed above no interest
rate swaps have been entered into as core debt remains nil.
As at 29 June 2024, if interest rates had changed by +/- 100 basis points from the year-end rates with all other variables held constant, post-
tax profit and equity for the year would have been unchanged (2023: $0.0 million lower/higher/unchanged), mainly as a result of having no
debt drawn during the reporting period.
(c)
Credit risk
Credit risk arises from cash and cash equivalents, favourable derivative financial instruments and deposits with banks and financial
institutions, as well as credit exposures to wholesale and retail customers, including outstanding receivables and committed transactions.
(i)
Risk management
Credit risk is managed on a Group basis. For banks and financial institutions, only independently rated parties with a minimum credit rating
of ‘A’ are accepted.
If wholesale customers are independently rated, these ratings are used. Otherwise, if there is no independent rating, risk control assesses the
credit quality of the customer, taking into account its financial position, past experience and other factors. Individual risk limits are set based
on internal or external ratings in accordance with limits set by the Board. The compliance with credit limits by wholesale customers is regularly
monitored by management.
Sales to retail customers are required to be settled in cash, using major credit cards or buy-now-pay-later solutions, mitigating credit risk.
There are no significant concentrations of credit risk, whether through exposure to individual customers, specific industry sectors and/or
regions.
(ii) Security
For wholesale customers without credit rating, the Group generally retains title over the goods sold until full payment is received, thus limiting
the loss from a possible default to the profit margin made on the sale. For some trade receivables the Group may also obtain security in the
form of guarantees, deeds of undertaking or letters of credit which can be called upon if the counterparty is in default under the terms of the
agreement.
2024
2023
$m
$m
Bank loans
-
-
130
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
22.
Financial risk management (continued)
(d) Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and the availability of funding through an adequate amount of
committed credit facilities to meet obligations when due. As a result of the dynamic nature of the underlying businesses, the finance
department maintains flexibility in funding by maintaining availability under committed credit lines.
Management monitors rolling forecasts of the Group’s liquidity reserve (comprising the undrawn borrowing facilities below) and cash and
cash equivalents on the basis of expected cash flows. In addition, the Group’s liquidity management policy involves projecting cash flows in
major currencies and considering the level of liquid assets necessary to meet these.
(i) Financing arrangements
2024
2023
Unrestricted access was available at balance date to the following lines of credit:
$m
$m
Total facilities
- bank debt funding facility
500.0
500.0
- bank overdraft facility
35.0
35.0
- multi-option facility (including indemnity/guarantee)
15.0
15.0
Total
550.0
550.0
Facilities used at balance date
- bank debt funding facility
-
-
- bank overdraft facility(1)
-
-
- multi-option facility (including indemnity/guarantee) (2)
5.1
5.5
Total
5.1
5.5
Unused balance of facilities at balance date
- bank debt funding facility
500.0
500.0
- bank overdraft facility
35.0
35.0
- multi-option facility (including indemnity/guarantee)
9.9
9.5
Total
544.9
544.5
(1) As at 29 June 2024 the bank overdraft facility was undrawn (2023: undrawn). The bank overdraft is an integral part of the Group’s cash management and
in accordance with financing arrangements is included as part of cash and cash equivalents (refer Note 7).
(2) Represents contingent liabilities in the form of guarantees under the multi-option facility and as disclosed in Note 31 – Contingencies.
During the previous reporting period, the Group refinanced its bank debt funding facility, extending tenor and reducing the value of the
overall facility. Bank debt funding is split with $160 million expiring December 2025, $180 million expiring December 2026 and $160 million
expiring December 2027. Drawdown of debt facilities can occur within 48 hours notice. Bank overdraft and multi-option funding facilities
totalling $50 million are reviewed and renewed annually.
Current interest rates which would apply on bank loans of the Group if drawn down are 5.77% - 5.97% (2023: 5.65% - 5.85%).
131
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
22.
Financial risk management (continued)
(d)
Liquidity risk (continued)
(ii)
Maturities of financial liabilities
The following tables present the Group’s financial liabilities into relevant maturity groupings based on their contractual maturities for:
-
all non-derivative financial liabilities; and
-
net and gross settled derivative financial instruments for which the contractual maturities are essential for an understanding of the timing
of the cash flows.
The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances
as the impact of discounting is not significant. For interest rate swaps the cash flows have been estimated using forward interest rates
applicable at the end of the reporting period.
2024
Less than 6
months
$m
6-12
months
$m
Between 1
and 2
years
$m
Between 2
and 5
years
$m
Over 5
years
$m
Total
contractual
cash flows
$m
Carrying
amount
(assets) /
liabilities
$m
Non-derivatives
Trade and other payables
578.9
-
-
-
-
578.9
578.9
Borrowings
-
-
-
-
-
-
-
Lease liabilities
110.0
141.8
228.3
544.8
276.5
1,301.4
1,103.4
Total non-derivatives
688.9
141.8
228.3
544.8
276.5
1,880.3
1,682.3
Derivatives
Forward exchange contracts used
for hedging:
Gross settled
- (inflow)
(111.9)
(35.9)
-
-
-
(147.8)
(0.2)
- outflow
111.9
35.8
-
-
-
147.7
-
Total derivatives
-
(0.1)
-
-
-
(0.1)
(0.2)
2023
Less than 6
months
$m
6-12
months
$m
Between 1
and 2
years
$m
Between 2
and 5
years
$m
Over 5
years
$m
Total
contractual
cash flows
$m
Carrying
amount
(assets) /
liabilities
$m
Non-derivatives
Trade and other payables
490.1
-
-
-
-
490.1
490.1
Borrowings
-
-
-
-
-
-
-
Lease liabilities
104.0
116.1
212.2
358.4
424.2
1,214.9
1,035.0
Total non-derivatives
594.1
116.1
212.2
358.4
424.2
1,705.0
1,525.1
Derivatives
Forward exchange contracts used
for hedging:
Gross settled
- (inflow)
(98.3)
(9.0)
-
-
-
(107.3)
(2.7)
- outflow
96.2
8.8
-
-
-
105.0
-
Total derivatives
(2.1)
(0.2)
-
-
-
(2.3)
(2.7)
132
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
23.
Capital management
(a)
Risk management
The Group’s objectives when managing capital, including cash, debt and equity, are to safeguard its ability to continue as a going concern and
to ensure that a flexible, secure and cost-effective supply of funds is available to meet the Group’s operating and investment requirements.
In order to maintain or adjust the optimal capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital
to shareholders, issue new shares or sell assets to reduce debt.
The Group monitors a range of financial metrics such as net debt to EBITDA ratio and the fixed charge cover ratio (FCCR). The ratio is calculated
as earnings before finance costs, income tax, depreciation, amortisation and rental expense (EBITDAR) divided by fixed charge obligations
(being finance costs rental expenses).
For the purposes of capital management FCCR is utilised on a pre-AASB 16 Leases basis. The FCCR and net debt to EBITDA ratios at 29 June
2024 and 1 July 2023 were as follows:
2024
2023
Non-IFRS measures
$m
Unaudited
$m
Unaudited
Normalised net profit after tax (pre-AASB 16 Leases)
249.2
276.6
Add: Taxation expense
103.0
118.5
Finance costs
5.4
5.5
Depreciation and amortisation (excludes impairment)
109.3
115.9
EBITDA
466.9
516.5
Rental expense
314.6
293.6
EBITDAR
781.5
810.1
Finance costs
5.4
5.5
Rental expense
314.6
293.6
Fixed charges
320.0
299.1
Fixed charge cover ratio
2.44
2.71
Net debt to EBITDA ratio(1)
(0.47)
(0.37)
(1) Normalised net debt (pre-AASB 16 Leases) is positive $217.8m (2023: positive $192.3m).
(i)
Loan Covenants
Financial covenants are provided by Super Retail Group with respect to leverage, gearing, fixed charges coverage and shareholder funds. The
Group has complied with the financial covenants of its borrowing facilities during the 2024 and 2023 financial years. There are no assets
pledged as security in relation to the unsecured debt in the 2024 financial year (2023: nil).
133
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
23.
Capital management (continued)
(b)
Dividends
2024
$m
2023
$m
Ordinary shares
Dividends paid by Super Retail Group Limited during the financial year were as follows:
Final dividend for the period ended 1 July 2023 of 44.0 cents per share (2022: 43.0 cents per
share) paid on 18 October 2023. Fully franked based on tax paid at 30%
99.4
97.1
Special dividend for the period ended 1 July 2023 of 25.0 cents per share (2022: nil) paid on 18
October 2023. Fully franked based on tax paid at 30%
56.4
-
Interim dividend for the period ended 30 December 2023 of 32.0 cents (2022: 34.0 cents per
share) paid on 12 April 2024. Fully franked based on tax paid at 30%
72.3
76.8
Total dividends provided and paid
228.1
173.9
Dividends paid in cash or satisfied by the issue of shares under the dividend reinvestment plan
were as follows:
-
paid in cash
222.6
170.3
-
satisfied by allocation of shares purchased on market
5.5
3.6
228.1
173.9
Dividends not recognised at year end
Subsequent to year end, the Directors have resolved to pay a final dividend of 37.0 cents per
ordinary share (2023: 44.0 cents per ordinary share) and a special dividend of 50.0 cents per
ordinary share (2023: 25.0 cents per ordinary share), both fully franked based on tax paid at 30%.
Aggregate amount of the final and special dividend expected to be paid on 17 October 2024, out of
retained profits as at 29 June 2024, but not recognised as a liability at year end
196.5
155.8
Franking credits
The franked portions of dividends paid after 29 June 2024 will be franked out of existing franking
credits and out of franking credits arising from the payments of income tax in the years ending after
29 June 2024.
Franking credits remaining at balance date available for dividends resolved to be paid after the
current balance date based on a tax rate of 30%
284.9
252.4
The above amounts represent the balance of the franking account as at the end of the financial year, adjusted for:
- franking credits that will arise from the payment of the current tax liability
The amount recorded above as the franking credit amount is based on the amount of Australian income tax paid or to be paid in respect of
the liability for income tax at the balance date.
The impact on the franking account of the dividends determined by the Board since year end will be a reduction of $84.2 million (2023: $66.8
million). These dividends have not been recognised as a liability at year end.
Material Accounting Policy Information
Dividend distribution
Provision is made for the amount of any dividend determined, being appropriately authorised and no longer at the discretion of the
Group, on or before the end of the financial year but not distributed at balance date.
134
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
24.
Related party transactions
Transactions with related parties are at arm’s length unless otherwise stated.
(a)
Parent entities
The parent entity within the Group is Super Retail Group Limited, which is the ultimate Australian parent.
(b)
Subsidiaries, associates and joint ventures
Details on subsidiaries, associates and joint ventures can be found at Note 25 – Investments in subsidiaries, associates and joint ventures.
(c)
Key Management Personnel
Disclosures relating to key management personnel are set out in Note 28 – Key management personnel disclosures.
(d)
Directors
The names of the persons who were Directors of Super Retail Group Limited during the financial year were Sally Pitkin AO, Anthony Heraghty,
Annabelle Chaplain AM, Peter Everingham, Howard Mowlem, Mark O’Hare, Judith Swales and Penny Winn.
(e)
Amounts due from related parties
There are no amounts due from Directors of the consolidated Group and their director-related entities (2023: nil).
(f)
Transactions with other related parties
The Group pays rental fees to various entities ultimately owned and controlled by former Non-Executive Director, Mr Rowe under store lease
agreements. These agreements are on normal commercial terms and rent on the relevant properties is negotiated on an arm’s length basis.
Aggregate amounts included in the determination of profit from ordinary activities before
income tax that resulted from transactions with related parties:
2024
$
2023
$
Store lease payments(1)
6,882,505
9,357,875
(1) Rent payable at year-end was nil (2023: $636,283). The current reporting period includes 11 monthly rent payments compared to 12 monthly rent payments
in the prior comparative period.
25.
Investments in subsidiaries, associates and joint ventures
(a)
Subsidiaries
Investments in the Group’s material subsidiaries as at 29 June 2024 are set out below. Unless otherwise stated, they have share capital
consisting of ordinary shares that are held directly by the Group, and the proportion of ownership interests held equals the voting rights held
by the Group. There has been no change to the Group’s ownership interests in these entities during the current reporting period. A full list
of the Group’s subsidiaries can be found in the Group’s Consolidated Entity Disclosure Statement on pages 142 to 143 of this financial report.
Name of entity
Principal activities
Country of
incorporation
Equity holding
2024 %
2023 %
A-Mart All Sports Pty Ltd(1)
Dormant
Australia
100
100
Foghorn Holdings Pty Ltd(1)
Holding company
Australia
100
100
Macpac Group Holdings Pty Limited(1)
Holding company
New Zealand(2)
100
100
Macpac Holdings Pty Ltd(1)
Holding company
Australia
100
100
Macpac New Zealand Limited
Outdoor retail
New Zealand
100
100
Macpac Retail Pty Ltd(1)
Outdoor retail
Australia
100
100
MP Finco Pty Limited(1)
Holding company
New Zealand(2)
100
100
Ray’s Outdoors Pty Ltd(1)
Outdoor retail
Australia
100
100
Rebel Group Limited(1)
Holding company
Australia
100
100
SRG Leisure Retail Pty Ltd(1)
Outdoor retail
Australia
100
100
SRGS Pty Ltd(1)
Product acquisition and distribution
Australia
100
100
Super Cheap Auto (New Zealand) Pty Limited
Auto retail
New Zealand
100
100
Super Cheap Auto Pty Ltd(1)
Auto retail
Australia
100
100
Super Retail Commercial Pty Ltd(1)
Auto retail
Australia
100
100
Super Retail Group Services Pty Ltd(1)
Support services
Australia
100
100
Super Retail Group Trading (Shanghai) Ltd
Product sourcing
China
100
100
(1) These controlled entities have been granted relief from the requirement to prepare financial reports in accordance with ASIC Corporations (Wholly-owned
Companies) Instrument 2016/785 issued by the Australian Securities and Investments Commission.
(2) Macpac Group Holdings Pty Limited and MP Finco Pty Limited were incorporated in New Zealand but redomiciled to Australia on 20 January 2020 and 1 July
2019 respectively.
135
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
25.
Investments in subsidiaries, associates and joint ventures (continued)
(b)
Associates and joint ventures
On 30 December 2022 in FY23, the Group completed the sale of all its shares in Autoguru Australia Pty Ltd, taking the Group’s ownership
interest to nil from 38.29 per cent (as at 2 July 2022). Net proceeds received from the sale totalled $1.8 million. The resulting gain was
recognised within administration costs in the Group’s consolidated income statement in the prior comparative period.
(c)
Other transactions
On 16 December 2022 in FY23, the Group completed the acquisition of the assets of two Tackleworld stores from iFish Pty Ltd and Reef Paw
Pty Ltd respectively. Total consideration paid for the assets of the two businesses totalled $0.8 million. On the date of acquisition, plant and
equipment acquired in the asset purchase had a fair value of nil. Total goodwill arising on acquisition was therefore $0.8 million. Cash outflow
as recognised in the Group’s consolidated statement of cashflows was $0.8 million.
26.
Deed of cross guarantee
Super Retail Group Limited, A-Mart All Sports Pty Ltd, Auto Trade Direct Pty Ltd, Coyote Retail Pty Limited, Foghorn Holdings Pty Ltd, Goldcross
Cycles Pty Ltd, Infinite Retail Pty Ltd, Macpac Holdings Pty Ltd, Macpac Retail Pty Ltd, Mouton Noir Management Pty Ltd, MP Finco Pty Limited,
Macpac Group Holdings Pty Limited, Oceania Bicycles Pty Ltd, Ray’s Outdoors Pty Ltd, Rebel Pty Ltd, Rebel Group Limited, Rebel Management
Services Pty Limited, Rebel Sport Limited, Rebel Wholesale Pty Limited, Rebelsport.com Pty Limited, SRG Equity Plan Pty Ltd, SRG Leisure
Retail Pty Ltd, SRGS Pty Ltd, Super Cheap Auto Pty Ltd, Super Retail Commercial Pty Ltd, Super Retail Group Services Pty Ltd and Workout
World Pty Ltd are parties to a Deed of Cross Guarantee under which each company guarantees the debts of the others. By entering into the
Deed, the wholly-owned entities have been relieved from the requirement to prepare a financial report and Directors’ report under ASIC
Corporations (Wholly-owned Companies) Instrument 2016/785 issued by the Australian Securities and Investments Commission.
(a)
Consolidated Comprehensive Income Statement and Summary of Movements in Consolidated Retained Earnings
The above companies represent a Closed Group for the purposes of the Class Order, and as there are no other parties to the Deed of Cross
Guarantee that are controlled by Super Retail Group Limited, they also represent the Extended Closed Group.
Set out below is a consolidated comprehensive income statement and a summary of movements in consolidated retained earnings for the
period ended 29 June 2024 of the Closed Group.
2024
2023
Consolidated Comprehensive Income Statement
$m
$m
Revenue from continuing operations
3,611.8
3,543.7
Other income from continuing operations
25.7
17.9
Total revenues and other income
3,637.5
3,561.6
Cost of sales of goods
(1,939.2)
(1,907.0)
Other expenses from ordinary activities
- selling and distribution
(473.8)
(448.6)
- marketing
(101.1)
(96.9)
- occupancy
(242.0)
(221.5)
- administration
(492.2)
(482.3)
Finance costs
(55.2)
(45.1)
Total expenses
(3,303.5)
(3,201.4)
Profit before income tax
334.0
360.2
Income tax expense
(92.8)
(107.0)
Profit for the period
241.2
253.2
Statement of comprehensive income
$m
$m
Profit for the period
241.2
253.2
Other comprehensive income
Items that may be reclassified to profit or loss
Changes in the fair value of cash flow hedges
(1.7)
(6.5)
Other comprehensive income for the period, net of tax
(1.7)
(6.5)
Total comprehensive income for the period
239.5
246.7
136
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
26.
Deed of cross guarantee (continued)
(a)
Consolidated Comprehensive Income Statement and Summary of Movements in Consolidated Retained Earnings (continued)
2024
2023
Summary of movements in consolidated retained earnings
$m
$m
Retained profits at the beginning of the financial period
656.7
577.4
Profit for the period
241.2
253.2
Dividends paid
(228.1)
(173.9)
Retained profits at the end of the financial period
669.8
656.7
(b)
Consolidated Balance Sheet
Set out below is a consolidated balance sheet as at 29 June 2024 of the Closed Group.
ASSETS
2024
2023
Current assets
$m
$m
Cash and cash equivalents
198.8
175.8
Trade and other receivables
44.6
52.0
Inventories
777.5
722.5
Derivative financial instruments
0.2
2.7
Total current assets
1,021.1
953.0
Non-current assets
Other financial assets
190.5
190.5
Deferred tax assets
14.2
-
Property, plant and equipment
277.8
250.6
Right-of-use assets
941.7
894.2
Intangible assets
779.3
779.0
Total non-current assets
2,203.5
2,114.3
Total assets
3,224.6
3,067.3
LIABILITIES
Current liabilities
Trade and other payables
568.7
490.3
Lease liabilities
188.5
165.0
Current tax liabilities
35.6
24.5
Provisions
108.0
99.8
Total current liabilities
900.8
779.6
Non-current liabilities
Lease liabilities
865.3
816.9
Deferred tax liabilities
-
24.7
Provisions
42.9
38.3
Total non-current liabilities
908.2
879.9
Total liabilities
1,809.0
1,659.5
NET ASSETS
1,415.6
1,407.8
EQUITY
Contributed equity
740.7
740.7
Other equity
-
(3.8)
Reserves
5.1
14.2
Retained profits
669.8
656.7
TOTAL EQUITY
1,415.6
1,407.8
137
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
27.
Parent entity financial information
The individual financial statements for the parent entity show the following aggregate amounts:
2024
$m
2023
$m
Balance Sheet
Current assets
399.9
345.6
Total assets
1,207.1
1,154.9
Current liabilities
39.9
26.7
Total liabilities
40.2
27.0
NET ASSETS
1,166.9
1,127.9
Contributed equity
740.7
736.9
Reserves
- share-based payments
13.5
20.9
Retained earnings
412.7
370.1
Total Equity
1,166.9
1,127.9
Profit after tax for the period
270.7
261.7
Total comprehensive income
270.7
261.7
Material Accounting Policy Information
Parent entity financial information
The financial information for the parent entity, Super Retail Group Limited has been prepared on the same basis as the consolidated
financial statements, except as set out below.
Investments in subsidiaries
Investments in subsidiaries are accounted for at cost in the financial statements of Super Retail Group Limited.
Tax consolidation legislation
Super Retail Group Limited and its wholly-owned Australian controlled entities have implemented the tax consolidation legislation.
The head entity, Super Retail Group Limited, and the controlled entities in the tax consolidated group account for current and deferred tax
amounts under the ‘separate taxpayer within group’ approach in accordance with AASB Interpretation 1052, Tax Consolidation Accounting.
In addition to its own current and deferred tax amounts, Super Retail Group Limited also recognises the current tax liabilities (or assets)
and the deferred tax assets arising from unused tax losses and unused tax credits assumed from controlled entities in the tax consolidated
group.
The entities have also entered into a tax funding agreement under which the wholly-owned entities fully compensate Super Retail Group
Limited for any current tax payable assumed and are compensated by Super Retail Group Limited for any current tax receivable and
deferred tax assets relating to unused tax losses or unused tax credits that are transferred to Super Retail Group Limited under the tax
consolidation legislation. The funding amounts are determined by reference to the amounts recognised in the wholly-owned entities’
financial statements.
The amounts receivable/payable under the tax funding agreement are due upon receipt of the funding advice from the head entity, which
is issued as soon as practicable after the end of each financial year. The head entity may also require payment of interim funding amounts
to assist with its obligations to pay tax instalments.
Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as current amounts receivable
from or payable to other entities in the Group. Any difference between the amounts assumed and amounts receivable or payable under
the tax funding agreement are recognised as a contribution to (or distribution from) wholly-owned tax consolidated entities.
Financial guarantees
Where the parent entity has provided financial guarantees in relation to loans and payables of subsidiaries for no compensation, the fair
values of these guarantees are accounted for as contributions and recognised as part of the cost of the investment.
138
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
28.
Key Management Personnel disclosures
(a)
Key Management Personnel compensation
2024
2023
$
$
Short-term employee benefits
8,880,511
8,814,960
Long-term employee benefits
57,071
56,838
Post-employment benefits
235,947
210,917
Share-based payments
4,209,507
4,215,298
13,383,036
13,298,013
The key management personnel remuneration in some instances has been paid by a subsidiary.
Loans to key management personnel
There were no loans to individuals at any time.
Other transactions with key management personnel
Aggregate amounts of each of the above types of other transactions with key management personnel of Super Retail Group:
2024
2023
Amounts paid to key management personnel as shareholders
$
$
Dividends
1,346,845
30,120,988
29.
Share-based payments
(a)
Executive Performance Rights
The Company has established the Super Retail Group Employee Equity Incentive Plan (the EIP) to assist in the retention and motivation of
executives of the Group (Participants). It is intended that performance rights will enable the Group to retain and attract skilled and
experienced executives and provide them with the motivation to enhance the success of the Group.
Under the Long-Term Incentive (LTI) Plan, performance rights may be offered to Participants selected by the Board. Unless otherwise
determined by the Board, no payment is required for the grant of rights under the plan.
The vesting conditions are based on Board-approved measures of sustainable shareholder returns such as Normalised Earnings Per Share
(EPS) and Normalised Return on Capital (ROC). Historically the LTI Plan has used a combination of Normalised EPS and Normalised ROC which
the Board determined are appropriate measures of sustainable shareholder returns. In the context of COVID-19 and the challenges of
forecasting the impact on the business, the Board established a two-year Medium Term Business Plan (MTBP), with targets for Normalised
ROC and Normalised Net Profit Before Tax (NPBT) linked to the FY21 grant and covering LTI reward for both FY21 and FY22. Certain senior
team members (excluding the Executive Leadership Team) were granted performance rights during FY22 on 3 November 2021. These
performance rights included a target for Normalised Profit Before Tax with a 100 per cent weighting and were based on the performance of
FY23 at full achievement. These vest from the year of testing over two years at 50 per cent per year.
A total of 716,720 and 790,611 performance rights were granted in FY24 and FY23 to plan participants on 6 November 2023 and 4 November
2022 respectively. These grants revert to historical performance measures for testing using a combination of Normalised EPS and Normalised
ROC as appropriate measures of sustainable shareholder returns. These performance rights will be tested over a three-year period and will
vest from the year of testing over two years at 50 per cent per year.
The table below summarises performance rights granted under the plan.
Number of Performance Rights
Grant Date
2024
Balance at start
of the year
(Number)
Granted during
the year
(Number)
Exercised during
the year
(Number)
Forfeited during
the year
(Number)
Balance at the
end of the year
(Number) (1)
1 September 2018
74,243
-
(74,243)
-
-
1 September 2019
286,312
-
(286,312)
-
-
1 November 2020
708,585
-
(354,289)
-
354,296
3 November 2021
172,510
-
(98,192)
(624)
73,694
4 November 2022
785,490
-
-
(4,800)
780,690
6 November 2023
-
716,720
-
-
716,720
2,027,140
716,720
(813,036)
(5,424)
1,925,400
2023
1 September 2016
11,308
-
-
(11,308)
-
1 September 2017
46,323
-
(38,123)
(8,200)
-
1 September 2018
158,478
-
(79,235)
(5,000)
74,243
1 September 2019
598,765
-
(289,931)
(22,522)
286,312
1 November 2020
1,067,355
-
(355,770)
(3,000)
708,585
3 November 2021
176,250
-
-
(3,740)
172,510
4 November 2022
-
790,611
-
(5,121)
785,490
2,058,479
790,611
(763,059)
(58,891)
2,027,140
(1) All performance rights as at the end of the year are unvested and the exercise price for all grants is nil.
139
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
29.
Share-based payments (continued)
(a)
Executive Performance Rights (continued)
Performance rights issued under the plan may not be transferred unless approved by the Board. There were no cancellations or modifications
to awards during the current or prior reporting period.
Subject to any adjustment in the event of a bonus issue, each Performance Right is an entitlement to subscribe for one share. Upon the
exercise of a Performance Right by a Participant, each share issued or allocated will rank equally with other shares of the Company.
The weighted average remaining contractual life of performance rights outstanding as at the end of the period was 1.9 years (2023: 1.5 years).
Fair value of performance rights granted
For performance rights, the fair value at grant date is determined using a Black-Scholes option pricing model that takes into account the
exercise price (nil for rights), the term of the performance rights, the vesting and performance criteria, the impact of dilution, the share price
at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk-free interest rate for the term of
the performance rights. The expected volatility reflects historical data and current expectations and is not indicative of future trends or other
actual outcome. Non-market vesting conditions such as service are excluded from fair value. The fair values and model inputs for
performance rights granted during the period included:
2024 Performance Rights
Fair value of performance rights granted
$10.17
Grant date
6 November 2023
Expiry dates
6 Nov 2026, 6 Nov 2027
Share price at grant date
$13.32
Expected price volatility of the Group’s shares
8.6%
Expected dividend yield
7.73%
Risk-free interest rate
4.32%
(b)
Restricted shares – Executive short-term incentive scheme
Under the Group’s short-term incentive (STI) scheme, Executives receive 70 per cent of their annual STI achieved in cash and 30 per cent in
the form of restricted shares in the Company. The restricted shares are granted in September of each year following the release of the
Group’s financial results by on-market purchase. Restricted shares are ordinary shares in the Company which are subject to certain time-
based restrictions on disposal and vesting. As the shares are ordinary shares the Executives receive dividends and each share ranks equally
with other shares of the Company.
The number of shares to be granted is determined based on the value of the achieved STI divided by the weighted average price at which the
Company’s shares are traded on the ASX in the five days following the release of the Group’s financial results ($13.01 for shares granted
during FY24 and $10.25 for shares granted in FY23) and represents the accounting fair value. The expense is recognised over the period
during which the Executives become unconditionally entitled to the shares.
The table below summarises restricted shares granted under the plan.
2024
2023
Number of shares
Number of shares
Balance at the beginning of the reporting period
226,075
157,112
Granted during the year
348,779
161,290
Vested during the year(1)
(151,482)
(92,327)
Balance at the end of the reporting period
423,372
226,075
(1) Vesting of restricted shares refers to restrictions being lifted.
The weighted average remaining contractual life of restricted shares outstanding as at the end of the period was 0.3 years (2023: 0.5 years).
(c)
Expenses arising from equity-settled share-based payments transactions
2024
$m
2023
$m
Executive performance rights
4.5
4.4
Restricted shares
3.6
3.2
8.1
7.6
140
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
29.
Share-based payments (continued)
30.
Remuneration of auditors
Ernst & Young (Australia) was appointed as the auditor of Super Retail Group Limited from March 2024. The following fees were paid or
payable for services by Ernst & Young (Australia) since their appointment.
2024
$
2023
$
Fees to Ernst & Young (Australia)
Category 1 – Fees for auditing the statutory financial report of the parent covering the Group
and auditing the statutory financial reports of any controlled entities
622,000
-
Category 2 – Fees for assurance services that are required by legislation to be provided by the
auditor
-
-
Category 3 – Fees for other assurance services under other legislation or contractual
arrangements where there is discretion on service provider
128,000
-
Category 4 – Fees for other services
Tax compliance
-
-
Other non-audit services
84,850
-
Total remuneration for other services
84,850
-
Total auditors’ remuneration
834,850
-
Preceding the appointment of Ernst & Young (Australia), PricewaterhouseCoopers Australia was the Group’s auditor. The following fees were
paid or payable for services provided by PricewaterhouseCoopers Australia during their appointment as the Group’s auditor.
2024
$
2023
$
Fees to PricewaterhouseCoopers Australia
Category 1 – Fees for auditing the statutory financial report of the parent covering the Group
and auditing the statutory financial reports of any controlled entities
207,489
815,172
Category 2 – Fees for assurance services that are required by legislation to be provided by the
auditor
-
-
Category 3 – Fees for other assurance services under other legislation or contractual
arrangements where there is discretion on service provider
-
17,000
Category 4 – Fees for other services
Tax compliance
163,302
236,525
Other non-audit services
164,681
500,854
Total remuneration for other services
327,983
737,379
Total remuneration of PricewaterhouseCoopers Australia
535,472
1,569,551
Fees to network firms of PricewaterhouseCoopers Australia
Category 4 – Fees for other services
Tax compliance
16,750
31,290
Total remuneration of network firms of PricewaterhouseCoopers Australia
16,750
31,290
Total auditors’ remuneration
552,222
1,600,841
Material Accounting Policy Information
Share-based payments
Share-based compensation benefits are provided to certain employees via the Super Retail Group Employee Equity Incentive Plan.
The fair value of performance rights granted under the plan are recognised as an employee benefit expense with a corresponding increase
in equity. The fair value is measured at grant date and recognised over the period during which the employees become unconditionally
entitled to the performance rights.
The fair value of the performance rights granted excludes the impact of any non-market vesting conditions (for example, profitability and
sales growth targets). Non-market vesting conditions are included in assumptions about the number of performance rights that are
expected to become exercisable. At each balance sheet date, the Group revises its estimate of the number of performance rights that are
expected to become exercisable. The employee benefit expense recognised each period takes into account the most recent estimate.
Upon exercise of the performance rights, the balance of the share-based payments reserve relating to those performance rights remains
in the share-based payments reserve.
141
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued)
For the period ended 29 June 2024
31.
Contingencies
2024
2023
$m
$m
Guarantees
Guarantees issued by the bankers of the Group in support of various rental
and inventory arrangements.
The maximum future rental payments guaranteed amount to:
3.7
4.3
The maximum future inventory payments guaranteed amount to:
1.9
2.2
Other Contingencies
On 19 January 2023, the FWO filed proceedings in the Federal Court of Australia against the Company and certain of its subsidiaries, seeking
orders in relation to alleged contraventions of the Fair Work Act (refer Note 16 – Provisions). Further amounts may become payable as a
result of these legal proceedings. Future professional advisory fees will be incurred in connection with these proceedings.
From time to time the Group is subject to legal claims as a result of its operations. A contingent liability may exist for any exposure over and
above current provisioning levels.
32.
Commitments
Commitments payable for the acquisition of plant and equipment and computer software, contracted for at the reporting date but not
recognised as liabilities payable, total $42.9 million as at 29 June 2024 (2023: $43.7 million).
The Group leases various offices, warehouses and retail stores under non-cancellable operating leases. These leases have varying terms,
escalation clauses and renewal rights. The Group has recognised right-of-use assets for these leases, except for short-term and low-value
leases. Refer Note 12 - Leases for details of Property right-of-use assets and Note 22 – Financial risk management for details of the contractual
maturities of the lease liabilities.
33.
Net tangible asset backing
2024
2023
Cents
Cents
Net tangible asset per ordinary share
$2.67
$2.64
Net tangible asset per ordinary share (NTA) is calculated based on Net Assets of $1,373.2 million (2023: $1,367.6 million) less intangible assets
of $846.4 million (2023: $846.4 million) adjusted for the associated deferred tax liability of $75.3 million (2023: $75.3 million). The number
of shares used in the calculation was 225,826,500 (2023: 225,826,500).
The NTA calculation includes the right-of-use assets in respect of property, plant and equipment leases of $986.6 million (2023: $944.4
million), and the lease liabilities recognised under AASB 16 Leases of $1,103.4 million (2023: $1,035.0 million). If the right-of-use assets and
associated deferred tax liability were excluded from the calculation, the NTA would have been negative $0.40 per ordinary share (2023:
negative $0.30).
34.
Events occurring after balance date
There were no material events subsequent to 29 June 2024 and up to authorisation of the financial statements for issue, requiring a disclosure
in this Annual Report, other than those that have been disclosed elsewhere in this report.
142
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
CONSOLIDATED ENTITY DISCLOSURE STATEMENT
For the period ended 29 June 2024
Tax residency
Name of entity
Body corporate,
partnership or
trust
Principal
activities
Country of
incorporation
% of share
capital
held
Australian or
foreign
Foreign
jurisdiction
Super Retail Group Limited
Body
corporate
Parent entity
Australia
n/a
Australian(4)
n/a
A-Mart All Sports Pty Ltd(1)
Body
corporate
Dormant
Australia
100
Australian(4)
n/a
Auto Trade Direct (NZ) Limited
Body
corporate
Dormant
New Zealand
100
Foreign
New Zealand
Auto Trade Direct Pty Ltd(1)
Body
corporate
Dormant
Australia
100
Australian(4)
n/a
BCF New Zealand Limited
Body
corporate
Dormant
New Zealand
100
Foreign
New Zealand
Coyote Retail Pty Limited(1)
Body
corporate –
trustee of the
Rowe &
Jarman Unit
Trust
Trustee
Australia
100
Australian(4)
n/a
Foghorn Holdings Pty Ltd(1)
Body
corporate
Holding
company
Australia
100
Australian(4)
n/a
Goldcross Cycles Pty Ltd(1)
Body
corporate
Dormant
Australia
100
Australian(4)
n/a
Infinite Retail Pty Ltd(1)
Body
corporate
Dormant
Australia
100
Australian(4)
n/a
Macpac Enterprises Limited
Body
corporate
Dormant
New Zealand
100
Foreign
New Zealand
Macpac Group Holdings Pty Limited(1)
Body
corporate
Holding
company
New Zealand(5)
100
Australian(4)
n/a
Macpac Holdings Pty Ltd(1)
Body
corporate
Holding
company
Australia
100
Australian(4)
n/a
Macpac Limited
Body
corporate
Dormant
New Zealand
100
Foreign
New Zealand
Macpac New Zealand Limited
Body
corporate
Outdoor retail
New Zealand
100
Foreign
New Zealand
Macpac Retail Pty Ltd(1)
Body
corporate
Outdoor retail
Australia
100
Australian(4)
n/a
MP Finco Pty Limited(1)
Body
corporate
Holding
company
New Zealand(5)
100
Australian(4)
n/a
Mouton Noir IP Limited
Body
corporate
Dormant
New Zealand
100
Foreign
New Zealand
Mouton Noir Management Pty Ltd(1)
Body
corporate
Dormant
Australia
100
Australian(4)
n/a
Oceania Bicycles Pty Ltd(1)
Body
corporate
Dormant
Australia
100
Australian(4)
n/a
Oceania Bicycles Limited(3)
Body
corporate
Dormant
New Zealand
100
Foreign
New Zealand
Ray’s Outdoors New Zealand Limited
Body
corporate
Dormant
New Zealand
100
Foreign
New Zealand
Ray’s Outdoors Pty Ltd(1)
Body
corporate
Outdoor retail
Australia
100
Australian(4)
n/a
Rebelsport.com Pty Limited(1)
Body
corporate
Dormant
Australia
100
Australian(4)
n/a
Rebel Group Limited(1)
Body
corporate
Holding
company
Australia
100
Australian(4)
n/a
Rebel Management Services Pty
Limited(1)
Body
corporate
Dormant
Australia
100
Australian(4)
n/a
Rebel Pty Ltd(1)
Body
corporate
Dormant
Australia
100
Australian(4)
n/a
143
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
CONSOLIDATED ENTITY DISCLOSURE STATEMENT (continued)
For the period ended 29 June 2024
Tax residency
Name of entity
Body corporate,
partnership or
trust
Principal
activities
Country of
incorporation
% of share
capital
held
Australian or
foreign
Foreign
jurisdiction
Rebel Wholesale Pty Limited(1)
Body
corporate
Dormant
Australia
100
Australian(4)
n/a
Rowe & Jarman Unit Trust
Trust
Trust
Australia
100
Australian(4)
n/a
SRG Equity Plan Pty Ltd(1)
Body
corporate
Investments
Australia
100
Australian(4)
n/a
SRG Leisure Retail Pty Ltd(1)
Body
corporate
Outdoor retail
Australia
100
Australian(4)
n/a
SRGS (New Zealand) Limited
Body
corporate
Dormant
New Zealand
100
Foreign
New Zealand
SRGS Pty Ltd(1)
Body
corporate
Product
acquisition and
distribution
Australia
100
Australian(4)
n/a
Super Cheap Auto (New Zealand) Pty
Limited
Body
corporate
Auto retail
New Zealand
100
Foreign
New Zealand
Super Cheap Auto Pty Ltd(1)
Body
corporate
Auto retail
Australia
100
Australian(4)
n/a
Super Retail Commercial Pty Ltd(1)
Body
corporate
Auto retail
Australia
100
Australian(4)
n/a
Super Retail Group Services (New
Zealand) Limited
Body
corporate
Dormant
New Zealand
100
Foreign
New Zealand
Super Retail Group Services Pty Ltd(1)
Body
corporate
Support
services
Australia
100
Australian(4)
n/a
Super Retail Group Trading (Shanghai)
Ltd
Body
corporate
Product
sourcing
China
100
Foreign
China
VBM Retail (HK) Limited
Body
corporate
Dormant
China (Hong
Kong)
100
Foreign
China (Hong
Kong)
Workout World Pty Limited(1)
Body
corporate
Dormant
Australia
100
Australian(4)
n/a
(1) These controlled entities have been granted relief from the requirement to prepare financial reports in accordance with ASIC Corporations (Wholly-owned
Companies) Instrument 2016/785 issued by the Australian Securities and Investments Commission.
(2) Investment is held directly by Infinite Retail Pty Ltd.
(3) Investment is held directly by Oceania Bicycles Pty Ltd.
(4) This entity is part of a tax-consolidated group under Australian taxation law, for which Super Retail Group Limited is the head entity.
(5) Macpac Group Holdings Pty Limited and MP Finco Pty Limited were incorporated in New Zealand but redomiciled to Australia on 20 January 2020 and 1 July 2019
respectively.
144
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
DIRECTORS’ DECLARATION
In the Directors’ opinion:
(a)
the financial statements and notes set out on pages 90 to 141 are in accordance with the Corporations Act, including:
(i)
complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting
requirements; and
(ii)
giving a true and fair view of the consolidated entity's financial position as at 29 June 2024 and of its performance for the
financial year ended on that date; and
(b)
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable;
and
(c)
at the date of this declaration, there are reasonable grounds to believe that the members of the Extended Closed Group identified in
Note 26 will be able to meet any obligations or liabilities to which they are, or may become, subject by virtue of the deed of cross
guarantee described in Note 26; and
(d)
the consolidated entity disclosure statement required by section 295(3A) of the Corporations Act as set out on pages 142 to 143 is
true and correct.
Note 2(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 Group Managing Director and Chief Executive Officer and the Chief Financial Officer
required by section 295A of the Corporations Act.
This declaration is made in accordance with a resolution of the Directors.
Sally Pitkin AO
Anthony Heraghty
Chair
Group Managing Director and Chief Executive Officer
Brisbane
22 August 2024
145
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Ernst & Young
200 George Street
Sydney NSW 2000 Australia
GPO Box 2646 Sydney NSW 2001
Tel: +61 2 9248 5555
Fax: +61 2 9248 5959
ey.com/au
Independent auditor’s report to the members of Super Retail Group Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of Super Retail Group Limited (the Company) and its subsidiaries
(collectively the Group), which comprises the consolidated balance sheet as at 29 June 2024, the
consolidated statement of comprehensive income, consolidated statement of changes in equity and
consolidated statement of cash flows for the 52 week period then ended, notes to the financial
statements, including material accounting policy information, the consolidated entity disclosure
statement and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations
Act 2001, including:
a.
Giving a true and fair view of the consolidated financial position of the Group as at 29 June 2024
and of its consolidated financial performance for the 52 week period ended on that date; and
b.
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
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 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 and Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (including Independence Standards) (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with
the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial report of the current year. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide
a separate opinion on these matters. For each matter below, our description of how our audit
addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the
financial report section of our report, including in relation to these matters. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of
material misstatement of the financial report. The results of our audit procedures, including the
procedures performed to address the matters below, provide the basis for our audit opinion on the
accompanying financial report.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
146
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Inventory valuation
Why significant
How our audit addressed the key audit matter
At 29 June 2024, the Group’s consolidated balance
sheet includes inventories with a carrying value of
$846.1 million, representing 25.9% of total assets.
As disclosed in Note 9 to the financial report,
inventories are valued at the lower of cost and net
realisable value. There is judgment involved in
determining the cost of inventories and in assessing
net realisable value. Such judgements include the
expectations of estimated selling price and the
estimated costs necessary to make the sale.
The cost of inventories includes elements relating to
rebates and supply chain variable and fixed overhead
expenditure. Judgements were involved in the
process of allocating these costs to inventories.
Inventory valuation was a key audit matter due to the
value of the inventory balance relative to total assets
and the various judgements required in determining
its valuation.
Our audit procedures included the following:
►
Assessed the operating effectiveness of
relevant controls in relation to the inventory
costing process.
►
Assessed the accuracy of the Group’s
inventory valuation methodology.
►
Assessed whether the Group's costing
methodologies, specifically in relation to
vendor rebates and supply chain variable and
fixed overhead expenditure, are consistent
with the requirements of Australian
Accounting Standards.
►
Assessed the basis by which the Group
recorded inventory at the lower of cost and
net realisable value including the estimated
costs to sell.
►
Assessed the adequacy and appropriateness
of the disclosures included in the Notes to
the financial report.
Goodwill and Brand Impairment assessment
Why significant
How our audit addressed the key audit matter
At 29 June 2024, the Group’s consolidated balance
sheet includes goodwill and brand names with a
carrying value $780.7 million, representing 23.9% of
total assets.
The directors have assessed goodwill and brand
names for impairment. As disclosed in Note 11 to the
financial report, the assessment of the impairment of
the Group’s goodwill and brand names incorporated
significant judgments and estimates, based upon
conditions existing as at 29 June 2024, specifically
concerning factors such as forecast cashflows,
discount rates and terminal growth rates.
The estimates and assumptions relate to the
sustainability of future performance, market and
economic conditions. Significant assumptions used in
the impairment testing referred to above are
inherently subjective.
Accordingly, we considered the impairment testing of
goodwill and brand name assets and the related
disclosures in the financial report to be a key audit
matter.
Our audit procedures included the following:
►
Assessed the Group’s determination of the
cash generating units used in the impairment
model, based on our understanding of the
nature of the Group’s business and the
economic environment in which they
operate.
►
Assessed the cash flow forecasts,
assumptions and estimates used by the
Group, as disclosed in Note 11 to the
financial report, by assessing the reliability
of the Group’s historical cash flow forecasts,
our understanding of the business and
corroborating data with external information
where possible.
147
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Why significant
How our audit addressed the key audit matter
►
Evaluated the appropriateness of discount
and terminal growth rates applied with
involvement from our valuation specialists.
►
Tested the mathematical accuracy of the
impairment testing models including the
consistency of relevant data with latest
Board approved forecasts.
►
Performed sensitivity analysis on key
assumptions including discount rates,
terminal growth rates and EBIT forecasts for
each of the Group’s CGUs.
►
Assessed the adequacy of the disclosures
included in Note 11 to the financial report.
Information other than the financial report and auditor’s report thereon
The directors are responsible for the other information. The other information comprises the
information included in the Company’s 2024 annual report, but does not include the financial report
and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon, with the exception of the Remuneration Report
and our related assurance opinion.
In connection with our audit of the financial report, our responsibility is to read the other information
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, 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.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of:
a.
The financial report (other than the consolidated entity disclosure statement) that gives a true
and fair view in accordance with Australian Accounting Standards and the Corporations Act
2001; and
b.
The consolidated entity disclosure statement that is true and correct in accordance with the
Corporations Act 2001; and
for such internal control as the directors determine is necessary to enable the preparation of:
i.
The financial report (other than the consolidated entity disclosure statement) that gives a true and
fair view and is free from material misstatement, whether due to fraud or error; and
ii.
The consolidated entity disclosure statement that is true and correct and is free of misstatement,
whether due to fraud or error.
148
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
In preparing the financial report, the directors are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters relating to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgment and maintain professional scepticism throughout the audit. We also:
►
Identify and assess the risks of material misstatement of the financial report, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
►
Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Group’s internal control.
►
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
►
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Group’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in
our auditor’s report to the related disclosures in the financial report or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up
to the date of our auditor’s report. However, future events or conditions may cause the Group to
cease to continue as a going concern.
►
Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events
in a manner that achieves fair presentation.
►
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the financial report. We are
responsible for the direction, supervision and performance of the Group audit. We remain solely
responsible for our audit opinion.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
149
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
We communicate with the directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, actions
taken to eliminate threats or safeguards applied.
From the matters communicated to the directors, we determine those matters that were of most
significance in the audit of the financial report of the current year and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Report on the audit of the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the period ended 29
June 2024.
In our opinion, the Remuneration Report of Super Retail Group Limited for the 52 week period ended
29 June 2024, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in
accordance with Australian Auditing Standards.
Ernst & Young
Lisa Nijssen-Smith
Partner
Sydney
22 August 2024
150
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
SHAREHOLDER INFORMATION
For the period ended 29 June 2024
The information set out in this section is current as at 15 August 2024.
Securities exchange listing
The ordinary shares of the Company are listed on the Australian Securities Exchange under the ASX code SUL.
Shares on issue
The Company has 225,826,500 fully paid ordinary shares on issue, held by 20,682 shareholders.
Distribution of shareholders
The following table shows the distribution of the Company's shareholders by size of shareholding and number of shareholders and shares.
Ordinary shares
Holding
Number of shareholders
Number of shares
% of shares on issue
1-1,000
12,604
4,653,788
2.06
1,001 – 5,000
6,614
15,436,321
6.83
5,001 -10,000
964
6,971,035
3.09
10,001 – 100,000
454
9,049,878
4.01
100,001 and over
46
189,715,478
84.01
Total
20,682
225,826,500
100.00
There are 621 shareholders (representing 3,740 ordinary shares) holding less than a marketable parcel of shares.
20 largest holders
Details of the 20 largest holders of ordinary shares in the Company are as follows:
Registered holder
Number of ordinary
shares
% of ordinary
shares
1.
SCA FT PTY LTD
61,490,627
27.23
2.
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
53,452,089
23.67
3.
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
24,562,607
10.88
4.
CITICORP NOMINEES PTY LIMITED
22,678,040
10.04
5.
NATIONAL NOMINEES LIMITED
4,646,085
2.06
6.
RE-GROW FUTURES PTY LTD
3,787,379
1.68
7.
BNP PARIBAS NOMS PTY LTD
3,060,691
1.35
8.
BNP PARIBAS NOMINEES PTY LTD
1,605,743
0.71
9.
PALM BEACH NOMINEES PTY LIMITED
1,414,102
0.63
10.
PACIFIC CUSTODIANS PTY LIMITED SUL PLANS CTRL
914,621
0.40
11.
SANTOS L HELPER PTY LTD
904,246
0.40
12.
MS TRACEY LEANNE ROWE
800,479
0.35
13.
NETWEALTH INVESTMENTS LIMITED
690,494
0.31
14.
MS TANYA JOEANN SOUTHAM
648,346
0.29
15.
MS JODI MARIA THOMAS
625,298
0.28
16.
SCCASP HOLDINGS PTY LTD
612,425
0.27
17.
MS JANENE JULIE YOUNG
611,876
0.27
18.
CITICORP NOMINEES PTY LIMITED
588,441
0.26
19.
MR KENNETH JOSEPH HALL
587,143
0.26
20.
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
553,128
0.24
Total for Top 20
184,233,860
81.58
Total
225,826,500
100.00
151
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
SHAREHOLDER INFORMATION (continued)
For the period ended 29 June 2024
Substantial shareholders
The number of voting shares held by substantial shareholders and their associates, as disclosed in substantial holding notices given to the
Company in accordance with the Corporations Act, is set out below:
Name
Number of ordinary shares
in notice
% of ordinary shares
in notice
Date notice received
SCA FT Pty Ltd, SCCASP Holdings Pty Ltd, Re-Grow
Futures Pty Ltd, Re-Grow Equities Pty Ltd, TLAR Pty
Ltd, Reginald Allen Rowe, Mark John O’Hare in his
capacity as attorney for certain corporate registered
holders of shares and each of Jodi Maria Thomas,
Tanya Joeann Southam, Janene Julie Young and
Tracy Leanne Rowe.
68,606,165
30.380
24 November 2023
Unquoted securities
There are 1,925,400 unlisted performance rights on issue under the Company's employee incentive plans, held by 80 holders.
Distribution of holders of performance rights
The following table shows the distribution of the Company's holders of performance rights and number of holders and performance rights.
Performance rights
Holding
Number of holders
Number of performance
rights
% of performance
rights on issue
1-1,000
3
2,517
0.13
1,001 – 5,000
19
52,942
2.75
5,001 -10,000
15
104,160
5.41
10,001 – 100,000
37
802,433
41.68
100,001 and over
6
963,348
50.03
Total
80
1,925,400
100.00
Voting rights
At general meetings of the Company, each member holding ordinary shares may vote in person or by proxy, attorney or (if the member is a
body corporate) corporate representative. The voting rights attached to ordinary shares are as follows:
-
on a show of hands, every person present who is a member or a proxy, attorney or corporate representative of a member has one vote;
-
on a poll, every member present in person or by proxy, attorney or corporate representative has one vote for each fully paid ordinary
share held by the member; and
-
every member who duly lodges a valid direct vote in respect of a resolution has one vote for each fully paid ordinary share held by the
member.
Performance rights do not carry any voting rights.
On-market share acquisitions
During FY24, 886,795 ordinary shares in the Company were purchased on-market at an average price of $12.93 per share for the purposes of
the Company's employee incentive plans.
On-market buy back
There is no current on-market buy-back of the Company’s shares.
Restricted and escrowed securities
The Company does not have any restricted securities (as defined in the ASX Listing Rules) or securities subject to voluntary escrow on issue.
152
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
SHAREHOLDER INFORMATION (continued)
For the period ended 29 June 2024
Shareholder calendar(1)
Event
Date
Full-year results announcement
22 August 2024
Ex-dividend date for final and special dividends
9 September 2024
Record date for final and special dividends
10 September 2024
DRP election date for final and special dividends
11 September 2024
Payment date for final and special dividends
17 October 2024
Annual General Meeting
24 October 2024
Interim results announcement
20 February 2025
Ex-dividend date for interim dividend
10 March 2025
Record date for interim dividend
11 March 2025
DRP election date for interim dividend
12 March 2025
Payment date for interim dividend
15 April 2025
(1) Dates are subject to change. Changes will be notified to the ASX as required.
2024 Annual General Meeting
The Company's 2024 AGM will be held at 10.00am (AEST) on Thursday, 24 October 2024. Details of the meeting will be sent to shareholders
separately.
Dividend details
The Company generally pays a dividend on its fully paid ordinary shares twice a year following the interim and final results announcements.
The Board has also resolved to pay a fully franked special dividend of 50.0 cents per share in respect of FY24. The proposed dividend dates
for FY25 are in the calendar above.
The Company's Dividend Reinvestment Plan (DRP) remains active. The DRP is optional and offers eligible shareholders the opportunity to
acquire fully paid ordinary shares in the Company rather than receiving dividends in cash. A shareholder can elect to participate in or terminate
their involvement in the DRP at any time.
Shareholder enquiries
Shareholders who wish to enquire about their shareholding in the Company may contact the Company’s share registry at:
Link Market Services Limited
Locked Bag A14
South Sydney NSW 1235 Australia
Telephone:
1800 170 502 (within Australia)
+61 1800 170 502 (outside Australia)
Facsimile:
+61 2 9287 0303
Email:
sul@linkmarketservices.com.au
Website:
www.linkmarketservices.com.au
Shareholders can access their current holding details as well as their transaction history, view dividend statements and payments made,
download statements and documents, change their address, update their communication preferences and banking details, and check their
tax details online via portfolio login on Link Market Services' Investor Centre at www.linkmarketservices.com.au.
153
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Glossary
$
Australian dollars, unless indicated
otherwise
AASB
Australian Accounting Standards
Board
ABN
Australian Business Number
AFLW
Australian Football League Women’s
AGM
Annual General Meeting
AI
artificial intelligence
Annual Report
the Company’s FY24 Annual Report
ARC
Audit and Risk Committee
ASRS
Australian Sustainability Reporting
Standards
ASIC
Australian Securities and Investments
Commission
ASX
Australian Securities Exchange or ASX
Limited ABN 98 008 624 691 and the
market operated by ASX Limited
BAC
Board Audit Committee
Board
the Board of Directors of the Company
bps
basis points
BHRRC
Board Human Resources and
Remuneration Committee
BRSC
Board Risk and Sustainability
Committee
CAGR
compound annual growth rate
carparc
the number of registered vehicles
CFO
Chief Financial Officer
CGU
cash-generating unit
Committee or Board Committee
a committee of the Board
Company or Super Retail Group
Super Retail Group Limited
ABN 81 108 676 204
Corporations Act
Corporations Act 2001 (Cth)
Directors
the directors of the Company
DRP
Dividend Reinvestment Plan
EA
Enterprise Agreement
EBIT
earnings before interest and tax
EBITDA
earnings before interest, taxes,
depreciation, and amortisation
EIP
the Super Retail Group Employee
Equity Incentive Plan
ELT
Executive Leadership Team
EPS
earnings per share
ESG
Environmental, Social and Governance
EV
electric vehicle
Executive KMP
Key Management Personnel of the
Company other than Non-Executive
Directors
FBT
Fringe Benefits Tax
FIFA
Fédération Internationale de Football
Association
FVOCI
fair value through other
comprehensive income
FVPL
fair value through profit or loss
FWO
Fair Work Ombudsman
FY22
the financial year ending 2 July 2022,
being the 53-week period from
27 June 2021 to 2 July 2022 (and
inclusive of those two dates)
FY23
the financial year ended 1 July 2023,
being the 52-week period from 3 July
2022 to 1 July 2023 (and inclusive of
those two dates)
FY24
the financial year ended 29 June 2024,
being the 52-week period from 2 July
2023 to 29 June 2024 (and inclusive of
those two dates)
GHG
greenhouse gas
GPG
gender pay gap
Group
the Company and its consolidated
subsidiaries
Group MD and CEO
Group Managing Director and Chief
Executive Officer
GST
goods and services tax
154
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
HRRC
Human Resources and Remuneration
Committee
ICE
internal combustion engine
IFRS
International Financial Reporting
Standards
ISSB
International Sustainability Standards
Board
KMP
Key Management Personnel
KPI
Key Performance Indicator
LED
light emitting diode
LTI
Long-Term Incentive
LTI plan
the Company’s Long-Term Incentive
plan, as described in Section 6 of the
Remuneration Report
MTBP
Medium-Term Business Plan
MWh
megawatt hour
NCI
non-controlling interest
Non-IFRS
Non-IFRS information refers to
financial information that is presented
other than in accordance with all
relevant accounting standards.
Non-IFRS financial information is not
subject to audit or review, and should
be considered in addition to IFRS
financial information.
NPAT
net profit after tax
NPBT
net profit before tax
NPS
Net Promoter Score
OECD BEPS
Organization for Economic Co-
operation and Development base
erosion and profit shifting
PBT
profit before tax
RCMF
Risk and Compliance Management
Framework
rCX
rebel Customer Experience
ROC
return on capital
SCA
Supercheap Auto
Scope 1 and 2 emissions
GHG Protocol Corporate Standard
classifies a company’s Greenhouse
Gas emissions into ‘scopes’
Scope 1 emissions are direct
emissions from owned or controlled
sources.
Scope 2 emissions are indirect
emissions from the generation of
purchased energy
Scope 3 Category
One of the 15 types of Scope 3
emissions
Scope 3 emissions
GHG Protocol Corporate Standard
defines Scope 3 emissions. Scope 3
emissions are all indirect emissions
(not included in scope 2) that occur
in the value chain of the reporting
company, including both upstream
and downstream emissions
SLT
Senior Leadership Team
sqm
square metre
STI
Short-Term Incentive
STI scheme
the Company’s Short-Term Incentive
scheme, as described in Section 6 of
the Remuneration Report
SUV
sports utility vehicle
TCFD
Financial Stability Board’s Task
Force on Climate-related Financial
Disclosures
TRI
Total Recordable Injury
TRIFR
Total Recordable Injury Frequency
Rate
UEFA
Union of European Football
Associations
VIU
value-in-use
VFLW
Victorian Football League Women’s
WGEA
Workplace Gender Equality Agency
155
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
Notes
156
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
157
SUPER RETAIL GROUP LIMITED ANNUAL REPORT FY24
SUPER RETAIL GROUP LIMITED
ABN 81 108 676 204
www.superretailgroup.com.au
Registered Office
6 Coulthards Avenue
STRATHPINE QLD 4500 Australia
Telephone:
+61 7 3482 7900
Facsimile:
+61 7 3205 8522
Company Secretary
Anna Sandham
Share Registry
Link Market Services
Level 12, 680 George Street
SYDNEY NSW 2000 Australia
Mail to:
Locked Bag A14
SOUTH SYDNEY NSW 1235 Australia
Telephone:
1800 170 502 (within Australia)
+61 1800 170 502 (outside Australia)
Facsimile:
+61 2 9287 0303
Email:
sul@linkmarketservices.com.au
www.linkmarketservices.com.au
Auditors
EY
Corporate
directory
www.superretailgroup.com.au