Woolworths Group Limited Annual Report 2022

FY2022 Annual Report · Woolworths Group Limited
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are  
Woolworths 
Group

2022 
Annual Report

Woolworths Group Limited 
ABN 88 000 014 675

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Contents

SECTION 1

Performance highlights
F22 highlights 
How we create value 
Sustainability highlights 
Our strategic priorities 
Chair’s report 
CEO’s report 
Group financial performance 

SECTION 2

Business review
Australian Food 
WooliesX 
Australian B2B 
New Zealand Food 
BIG W 
Our material risks 
Understanding our climate risk 

SECTION 3

Directors’ Report
Governance 
Board skills and experience 
Board of directors 
Group Executive Committee 
Directors’ Statutory Report 
Remuneration Report 

SECTION 4

Financial Report
Auditor’s Independence Declaration 
Financial Report 
Directors’ Declaration 
Independent Auditor’s Report 

SECTION 5

Other information
Shareholder information 
Corporate Governance Statement 
Glossary 
Company directory 

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58

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63

68

70

94

95

167

168

172

173

175

177

Sustainability 
highlights 

In F22 we made pleasing progress against our 
Sustainability Plan 2025,  however we recognise 
there’s still more to do. Learn more about our 
sustainability highlights.

  Page 6

Chair and CEO reports

Read about our Chair and CEO’s  
reflections on F22.

   Chair’s report page 14
   CEO’s report page 16

Cover story 

Acknowledgement of Country

Woolworths Group acknowledges the Traditional 
Custodians of Country throughout Australia and 
recognises their continuing connection to land, waters 
and community. We pay our respects to them and their 
cultures; and to Elders both past and present.

This image was taken at the Gabuda-Gordonvale 
Woolworths store opening in Cairns, Qld in July 
2022. The opening was celebrated with our 
team and the local community, including local 
Indigenous Elders. 

Aboriginal and Torres Strait Islander people should be aware that 
this report may contain the names and images of deceased persons.

Progress against  
strategic priorities 

Read about our progress on 
our F22 strategic priorities 
to transform into a more 
focused Food and Everyday 
Needs Ecosystem.

  Page 8

We are  
Woolworths Group
It all starts with ‘we’. 

We are a team of over 190,000. 
We are more than just a collection 
of businesses but rather a diverse 
group of people with a range of 
experience. We know the actions 
we take today, together with 
our partners, are opportunities 
to have a positive impact on 
the future generations to come. 

Join us as we create better 
experiences together for 
a better tomorrow. 

Welcome to our  
2022 Annual Report.

Group 
financial 
performance

Find out more about 
the Group’s financial 
performance in F22.

  Page 18

Understanding 
our climate risk

In F22 we continued to 
focus on understanding our 
climate risk, which is detailed 
in this report.

  Page 50

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2

F22 highlights

Our reach

22.7M

Customers 
served on average 
per week

Team  
members

197,773

Average  
weekly  
Group digital traffic 1

19.4M

49

Group Voice 
of Customer 
NPS (June 2022)

Total 
stores 3 

1,451

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Financial

Group sales 1

$60.8B

  9.2% from F21

F22

F21

F20

F19

F18

$60,849M

$55,733M

$53,080M

$49,723M

$47,088M

Group  
eCommerce sales 1

$6,263M

  39% from F21

H2 Group EBIT 4

Group EBIT 4

$1,308M

  8.1% from H2 F21

$2,690M

  2.7% from F21

Group sales by business

   Australian Food 
   Australian B2B 
   New Zealand Food (AUD) 
   BIG W 

$45,461M

$3,963M

$7,092M

$4,431M

Group NPAT 5

ROFE 6

Dividend per share

$1,514M

  0.7% from F21

13.7%

  3.1 pts from F21

92₵

  1.1% from F21 7

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Sustainability

Direct  
community 
contribution

$41.4M

>10,000t

of virgin plastic packaging 
removed from circulation 
compared to F18 baseline 2

11.13

Group Total 
Recordable Injury 
Frequency Rate

50M

meals donated 
to OzHarvest 
since 2014

31%

CO2

reduction in scope 
1 & 2 emissions 
from 2015 baseline

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1  Continuing operations.
2  Woolworths Supermarkets and Metro Food Stores only.

3 

Includes Woolworths Supermarkets,  
Metro Food Stores, Countdown and BIG W.
4  Continuing operations before significant items.
5  Continuing operations before significant 

items attributable to equity holders of the 
parent entity.

6  Normalised ROFE for continuing operations before 

significant items.

7  Total dividend per share – excluding Endeavour Group in F21.

 
 
 
 
 
 
 
 
 
4

How we create value

As a Group, we are focused on creating sustainable long-term 
value for our customers, team members, shareholders, suppliers 
and the broader community by being purpose-led to  
create better experiences together for a better tomorrow. 

Our value drivers

Our business activities

Value created

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Customer services

Connecting customers with good food 
and more everyday through convenient 
stores, services, seamless digital 
experiences and a leading loyalty program

Team

A diverse and inclusive team 
which reflects the diversity of the 
communities in which we operate

Trusted brands and products

Providing the best range and value, 
freshest produce and everyday needs 
for our customers in Australia and 
New Zealand

Retail platforms 

Leading technology, digital and 
analytics enabled platforms delivering 
value for the Group and our partners

Financial 

Strong balance sheet and disciplined 
capital allocation to drive sustainable 
growth and shareholder value

ether to c r e
ether to c r e

e  ...
e  ...

t
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a
a

B2C Food

More Everyday

Stores

eCommerce

Products

Services

Needs

Rewards

Digital  
& data

Supply & 
fulfil

Network & 
property

B2B

International Wholesale

Retail  
Retail  
Platforms
Platforms

B2B Food

w
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orr
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... a b etter to
... a b etter to

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Customer

49
Group Voice of 
Customer NPS  
(June 2022)

Team

22.7M
customers 
served on 
average per week

15
Group Voice of Team 
(overall F22 score)

WGEA
Employer of 
Choice

Suppliers

55
suppliers across six 
priority categories 
engaged in scope 3 
emissions program

Community

$41.4M
direct community 
contribution

Shareholders

52
Voice of Supplier 
(June 2022)

50M
meals donated to 
OzHarvest since 2014

$1,514M
Group NPAT 1 attributable 
to equity holders 
of the parent entity

92¢
F22 dividend  
per share

1  Continuing operations before significant items.

 
 
 
 
 
 
 
 
 
6

SUSTAINABILITY HIGHLIGHTS

A better tomorrow

Our commitment to sustainability is intrinsic to our business and the 
way we operate, helping us make positive change and underpinning 
sustainable growth for the future.

Our Sustainability Plan 2025
Our 2025 sustainability ambitions are focused on transforming the way we operate so the future is better 
for our customers, our communities, our team and the planet. Over the last year, we have made progress 
across each pillar of our 2025 plan. However, we know there is still more to do to meet our ambitions.

More details on our progress will be outlined in our  
2022 Sustainability Report which will be released in September

People

As one of Australia and New Zealand’s largest private sector employers, 
we are committed to being a truly inclusive and diverse workplace. 
Our inclusion strategy consists of five pillars – gender equity, LGBTQ+, 
First Nations, accessibility and cultural diversity.

In F22, we achieved 39% representation of women in our senior leadership 
team and maintained our Gold Tier status in the Australian Workplace Equality 
Index (AWEI) for the fourth consecutive year. We continue to create hands‑on 
learning experiences for students and job candidates living with disability 
through our Mini Woolies program, and aim to do more to progress our 
accessibility agenda in the coming years.  

We recognise the need to do more to listen and learn in regard to our 
commitment to reconciliation. In F22 we developed our reconciliation strategy and 
established our First Nations Advisory Board. The Advisory Board provides 
guidance for the Group on issues and challenges of importance to Indigenous 
team members, customers and communities across Australia.

Our Human Rights Program has been in place for five years and underpins the 
work we do to build a rights‑respecting culture. Throughout F22, we continued 
to embed human rights due diligence by:  

•  Developing a labour governance framework to monitor third‑party labour 

risks at our sites

•  Developing and publishing a Sustainable Cotton Policy and an Addendum 

to our Responsible Sourcing Standards on Responsible Recruitment

•  Strengthening our commitment to partnerships by signing a memorandum 

of understanding with the Retail Supply Chain Alliance and joining the 
Consumer Goods Forum Human Rights Coalition

Further information will be released in our Modern Slavery Statement in September

11.13

Total recordable 
injury frequency 
rate (TRIFR):

  9% from F21

$41.4M

Direct 
community 
contributions

Gold Tier 
AWEI

status achieved 
in 2021

Planet

Product

We continue to adapt our business to manage 
the impacts of climate change. We are working 
to reduce emissions from our own operations 
through green electricity and electric vehicle 
trials. In F22 we moved beyond our own 
operations and established a program to allow 
Woolworths Group to understand our suppliers’ 
capability on emissions reductions, identify 
leaders, and track improvements over time. 

For more information on our strategic approach 
to climate change, refer to pages 50 to 57.

F22 has been a year of significant milestones 
for our food rescue partnerships. Together with 
OzHarvest, we have now provided over 50 
million meals to Australians in need. Through 
our partnership with WIRES, we have provided 
150 Australian wildlife rescue agencies with food 
grants. Currently, around 70% of Woolworths 
Supermarkets have a food waste recycling 
solution in place to recycle food waste not 
suitable for consumption. We recognise there 
is more to do to extend this across the network. 

Nature and biodiversity is at the forefront of 
environmental risk. We developed our nurturing 
nature strategy this year, focused on leading the 
future of protein and working with our partners 
to promote regenerative agricultural practices 
and improve our responsible stewardship 
of natural resources. Our membership of 
the Taskforce for Nature‑related Financial 
Disclosures Forum will inform our consideration 
of nature and biodiversity‑related risk in our 
supply chain to help us take a holistic approach 
to our decision making.

100% green electricity 
in South Australia 
from July 2022

31% reduction in  
scope 1 & 2 emissions 
below 2015 baseline

50M meals donated 
to OzHarvest since 2014

We are working to make our packaging as 
sustainable as possible by phasing out problematic 
packaging. In F22 we enhanced our data capabilities 
and worked to build our product level master data 
for our own brand packaging by engaging an 
external expert. This has enabled greater clarity of 
our performance against our ambitions. In F22 we 
completed 15 packaging redesign projects which 
will convert non‑recyclable materials to recyclable, 
and reduce virgin plastic in packaging by 4,262 
tonnes annually.

Pleasingly, we were ranked Australia’s Healthiest 
Supermarket Own Brand range by The George 
Institute for the third consecutive year. We 
are committed to making healthier easier for 
our customers by making healthier choices 
more accessible and reformulating our own 
brand products. At the end of F22, 76% of 
eligible Woolworths own brand products met 
the Australian Government’s Healthy Food 
Partnership targets for salt, sugar and saturated 
fat with the aim of achieving 100% by 2025.

This year, we launched our seafood sourcing policy to 
embed human rights, animal welfare and sustainable 
seafood sourcing requirements. As a result, all our 
remaining Woolworths own brand seafood products 
have been transitioned to ecologically responsible 
sources. We are also participating in the Tasmanian 
Government’s consultations on the 10‑Year Salmon 
Plan, and support its aim of ensuring world’s best 
practice. We will continue to work with government, 
industry and community stakeholders constructively 
to help implement actions that underpin 
a sustainable salmon industry. 

>10,000t of virgin plastic 
packaging reduction  
compared to F18 baseline 1

Australia’s Healthiest 
Supermarket Own 
Brands (3 years in a row)  2

100% all own brand 
whole shell eggs cage free

1  Woolworths Supermarkets and Metro Food stores only. 
2  The George Institute for Global Health’s FoodSwitch:  
State of the Food Supply report (2019, 2020, 2021).

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8

Delivering on 
our strategic 
priorities

In F22 the six key priorities reflect 
the Group’s transformation 
into a more focused Food and 
Everyday Needs Ecosystem.

Being better 
together

Maintained strong 
Customer Care metrics 
across all businesses

Launched new 
Group brand and 
maintained strong 
Reputation scores

Supported flood 
impacted communities 
through a collective team 
response for Lismore 
and Maryborough

Be better together 
for a better tomorrow

National expansion announced 
for Mini Woolies program in 
special education schools

In F22 we announced our plans to roll out 25 more Mini Woolies stores 
in special education schools across every state and territory by June F23 
in partnership with our technology partner Fujitsu. Our first Mini Woolies 
store was launched in 2018, with 14 Mini Woolies stores operational at 
the end of F22. The program provides students with valuable life and 
work experiences in a safe environment that promotes skills, knowledge, 
independence, confidence and self‑esteem. The program also partners 
with inclusive recruitment specialists, Omnia Inclusive, which has 
successfully placed candidates in work‑experience roles in nearby 
Woolworths Supermarkets in NSW and Queensland. Since the Mini 
Woolies launch in 2018, it has seen over 1,000 students successfully 
finish the program. At Woolworths Group, we’re committed to being 
a truly inclusive and diverse workplace and improving accessibility 
is a critical part of fulfilling our ambition. We’re proud of the continued 
success of the program in providing students and job candidates 
with special needs a pathway to improved social accessibility and 
employment opportunities.

Connect our customer 
experience for good food 
and more everyday

Opening of Rochedale CFC in 
Queensland

In July 2022 WooliesX opened its first Queensland 
customer fulfilment centre (CFC) in Rochedale. 
The opening of the first CFC in the state was the next 
step in the continued expansion of Queensland’s 
eCommerce network after the opening of the 
state’s first eStore in Maroochydore earlier in the 
year. Located approximately 18 kms from Brisbane, 
the new CFC aims to serve the growing demand 
for online grocery shopping. The 10,000 sqm facility 
is the first CFC in the network to offer Direct to boot, 
which will support increased capacity for same day 
delivery, Pick up and delivery windows for growing 
online customers in the area. Rochedale CFC has 
wider aisles and more shelf space than a standard 
supermarket, allowing personal shoppers to handpick 
orders more efficiently and accurately and provide 
more convenience than ever before. The new 
CFC was also designed with an increased focus 
on sustainability, with features such as rainwater 
harvesting, smart metering to help monitor and 
reduce energy consumption, as well as more than 
850 solar panels to provide 20% of the site’s total 
annual electricity consumption.

More 
connected 
experiences

Established 
ConnectedX to connect 
Group digital platforms

Roll out of real-time 
loyalty platform, 
increasing personalised 
Everyday Rewards offers

Continued to scale  
Delivery Unlimited

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10

OUR STRATEGIC PRIORITIES

Reimagine our Food 
retail proposition

Continued progress in tailoring Woolworths 
Supermarkets to local communities

A key strategic priority for Woolworths Supermarkets in F22 has been to 
tailor ranges and in-store experiences across three cohorts of store: Core, 
Value, and UP. This included the roll out of curated ranges, including a 
focus on a multicultural offer tailored to the local community. In F22 we 
relaunched our latest concept stores in Miller (Value), Port Macquarie (Core) 
and Double Bay (UP). Curated range reviews now cover a quarter of sales, 
generating incremental sales, with strongest market share growth in the 
Value and UP cohorts. Woolworths Supermarkets also made good progress 
on its renewal program in F22, celebrating its 500th store renewal at Port 
Macquarie since the commencement of the renewal program.

Reimagining 
our stores

63 

Supermarket renewals 
in Australia and 
New Zealand in F22

Continued to scale 
Direct to boot in Australia 
and New Zealand

Progressed roll out of 
new rostering program 
(RT3) in Woolworths 
Supermarkets 
and Metro

Activate Everyday 
for our customers

Unlocking more value for customers

Everyday Rewards continued to provide customers with more 
value through an expansion of its core offering as well as 
enhancements to the app. This has supported growth of active 
members, scan rates and customer engagement in F22.  

•  Launch of Everyday Market in September 2021 – providing 

customers with a curated online marketplace to shop products 
from other Woolworths Group brands and partners alongside 
their food and groceries, making it easier for customers to earn 
and redeem points

•  National launch of Everyday Pay in May 2022 – a digital wallet 
within the Everyday Rewards app allowing a seamless way for 
customers to pay and earn rewards points across Woolworths 
Supermarkets, Metro Food Stores and BIG W

•  Continued enhancements to the real-time loyalty platform 
within the Everyday Rewards app – making it easier for 
customers to activate boosters on their favourite items and 
track their Rewards offers in real-time when shopping in store 
or online

•  New partnerships with Marley Spoon, Dinnerly and HealthyLife

More 
Everyday

13.7M 

Everyday Rewards 
members at the 
end of F22

Consistently strong 
customer scores in 
BIG W during F22

Everyday Pay and 
Everyday Market 
launched with Everyday 
Extra trial underway

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Everyday Rewards 
Canstar Blue’s 2021 
Best-rated Loyalty 
Reward Program

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12

OUR STRATEGIC PRIORITIES

Growing 
B2B

Improved trading 
performance from 
PFD in H2

Continued to scale 
Woolworths at Work, 
AGW and Primary 
Connect 3PL

40 

Ampol Woolworths 
MetroGo stores 
at end of F22

Grow food into  
B2B channels

Continued roll out of MetroGo

In F22 we continued to strengthen our partnership with 
Ampol with all existing Metro Ampol sites rebranded to 
MetroGo stores to end the year at 40 stores. MetroGo, 
developed in partnership with Ampol, has been created to 
deliver a core Metro offer within the petrol retail environment 
and provide convenience to customers however they shop. 
Customers are able to shop the convenient options available 
at Metro stores, with MetroGo featuring a range tailored for 
customers on-the-go whether they are looking to top-up 
their groceries or purchase fresh quality food. In addition to 
this, MetroGo has been trialling different ranges for different 
communities to ensure it is meeting its customers’ needs. 
MetroGo aims to roll out eight more stores by the end of the 
first half of F23 with plans to trial exciting proof-of-concepts 
in stores to enhance their core customer offer. 

Evolve our Supply Chain and 
Retail Platforms for the future

Six new major facilities now operational

In F22 Woolworths Group made significant progress on its supply chain 
transformation in Australia and New Zealand with six new major facilities 
now operating across the Group. 

In Australia, four new distribution centres were opened or transitioned 
to Primary Connect during the year including Heathwood Chilled and 
Frozen DC in Queensland, Melbourne Fresh DC (the first 5 Star Green 
Star accredited DC in the network), Hoppers Crossing in Victoria, 
and Hazelmere in Western Australia. New Zealand opened two new 
distribution centres including Palmerston North Ambient DC and 
Auckland Fresh DC as well as a new meat plant in partnership with Hilton. 

Melbourne South Regional DC maintained strong throughput averaging 
2.2 million cartons per week in the second half of the year and 
construction is underway at our new national and regional distribution 
centres in Moorebank, Sydney. These are expected to open in 2024 and 
2025, respectively. 

Scaling our 
platforms for 
the future

6 

new major supply chain 
facilities opened

Launched 
advanced analytics 
business wiq

Strong growth in 
Cartology in Australia 
and New Zealand in F22

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14

CHAIR’S REPORT

I am proud of the 
collective efforts 
of our team

After seven years, this 
is my last letter as Chair 
of Woolworths Group. 
It has been a privilege, 
and I am proud of the 
work that we, the Board 
and management team, 
have achieved together, to 
transform the Group into a 
purpose-led organisation.

We did not get everything right, but I hope that 
history will show, we got more right than wrong 
and I wanted to reflect on the key learnings 
which have guided the last seven years.

Arguably, the most important decision that 
a board must make is the selection of the CEO. 
Our decision to appoint Brad Banducci, a 21st 
century retailer, has been pivotal to our success. 
His reputation both internally and externally, 
speaks to his outstanding leadership.

Secondly, as a company we have always 
been guided by doing what is right, and 
using our values as a touchstone. This sets 
a higher standard than doing what is 
economical or legal. In this we have been 
tested by events such as the identification 
of team underpayments and the 
community opposition to our proposed 

Dan Murphy’s store in Darwin. While regrettable, I am proud of how we 
subsequently responded. 

It would also be remiss of me not to mention how proud I am of the team’s 
response to COVID over the last two and half years and our role in ensuring 
Australians and New Zealanders continued to have access to food and 
everyday needs.  

Thirdly, we have always taken a long‑term view, resisting pressure to 
manage for the short term. We have consistently allocated capital to growth 
investments that we believe will generate shareholder value over time. 
And while impacted more recently by COVID‑related impacts to earnings, 
our Group return on funds employed 1 in F22 remained strong at 13.7%.

Furthermore, we invested ahead of the curve in WooliesX and our Group 
digital and eCommerce businesses, to meet an increasing customer 
need, and with the confidence that we could make them profitable. 
Group eCommerce sales have grown at a compound rate of 42% over 
the last five years to $6.3 billion in F22, we are Australia and New Zealand’s 
largest first party retail eCommerce business, and are profitable.

Fourthly, we believe that shareholder value is enhanced by focusing on 
all stakeholders. We are obsessive about our customers, obtaining feedback 
from thousands of customers a week, and acting on that feedback. 
We care about the welfare of our teams and in recent years have increased 
our focus on mental health. Our success is directly linked to the success 
of our suppliers where we strive to achieve mutually beneficial partnerships. 
Because we care about the environment and the communities we serve, 
we have an ambitious sustainability strategy. And finally, we have focused 
on capital management returning over $12 billion in dividends and share 
buybacks over the seven years to shareholders. Our cumulative total 
shareholder return over this period has been over 100%.

And last but not least, we have worked hard as a Board to become a high 
performing team. We review our individual and collective performance 
annually with external help, with both quantitative and qualitative measures. 
We expect our directors to know the business by being in the business, 
learning not telling. In Board meetings, we model the ‘obligation to dissent’ 
if you do not agree, believing that constructive conflict is healthy. This has 
enabled us to move decisively on major initiatives such as the exit of Home 
Improvement, the demerger of Endeavour Group and investment in WooliesX.  

Whilst we have made enormous progress since 2015, I am conscious that 
there is still more to be done. I wish Scott Perkins, my successor as Chair, 
every success in further realising our enormous potential. 

I also wanted to take this opportunity to acknowledge the retirement 
of Siobhan McKenna. Siobhan has made an outstanding contribution 
to the Woolworths Group Board over the last six years. On a personal level 
she has helped me enormously with her wise counsel, as a friend and 
colleague. Siobhan retires with our sincere thanks and best wishes.

Thank you.

Gordon Cairns 
CHAIR

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Delivering 
for our 
shareholders

Net profit after 
tax attributable to 
Woolworths Group 
shareholders 2

$1,514M
  0.7% from F21

F22 final dividend 

53¢
  3.9% from F21 3

F22 shareholder  
returns 4

$3.2B

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1  Normalised ROFE from continuing 
operations before significant items.
 Continuing operations before 
significant items.

2 

3  Excluding Endeavour Group.
4  Based on payments during the year.

 
 
 
 
 
 
 
 
 
16

CEO’S REPORT

We are living our 
purpose and showing 
care for our customers

F22 marked the third year of extremely challenging 
operating conditions. I am proud of the resilience of our 
team and the care that was shown for our customers and 
the communities we serve as we navigated the impacts 
of COVID, supply chain disruption, product shortages, team 
absenteeism and flooding events throughout the year.

These challenges meant our customers’ shopping 
experience was not consistent and this was reflected 
in our F22 customer advocacy scores. However, pleasingly 
our customer metric that measures whether customers 
felt cared for remained strong for all businesses. 
We have a renewed customer 1st, team 1st focus for 
the year ahead and we are working hard to get back 
to providing consistently good customer experiences.

Our Group financial performance in F22 reflected the 
challenging trading environment. After a difficult first 
half, trading momentum and EBIT materially improved 
in the second half. F22 Group sales 1 grew by 9.2% or 5.1% 
excluding recent acquisitions, PFD and Quantium. Group 
EBIT 2 declined 2.7% to $2,690 million reflecting higher 
COVID‑related costs in H1 in Australian Food and New 
Zealand Food, and BIG W store closures.

Group eCommerce sales 1 increased by 39% with 
eCommerce penetration reaching a record 11% in F22. 

Australian Food sales in F22 were $45.5 billion, up 4.5% 
for the year with good growth across all states and store 
segments. In H2, higher food inflation contributed to 
sales growth following industry‑wide cost price increases. 
As COVID restrictions ease, customers’ behaviours are 
gradually returning to more normal and predictable patterns. 
A strong H2 recovery in EBIT 2 growth to 9.7% led to a small 
increase in EBIT 2 of 0.3% for the year after a difficult first half. 

WooliesX B2C eCommerce sales grew by 42.3% to $4.7 
billion with eCommerce penetration of sales at 10.3%. 
eCommerce directly‑attributable profit margin increased 
in F22 due to increasing scale and process improvements.

Growth rates in Australian B2B in comparison to the prior 
year reflected the acquisition of PFD as well as services 
revenue from Endeavour Group following its demerger, 
both at the beginning of the financial year. On an underlying 
basis all businesses reported higher sales than the prior year 
despite the impact from continued COVID disruptions 
with a strong first year contribution from PFD. 

New Zealand Food sales in F22 increased by 5.8% to NZD 
$7.6 billion. The first half benefitted from nationwide 

 Continuing operations.

1 
2  Continuing operations before significant items.

lockdowns in mid‑August which increased 
in‑home consumption. Conversely, the Omicron 
outbreak which took hold in March caused 
significant disruption to the supply chain and stores 
which negatively impacted sales growth in H2. 
eCommerce sales grew by 19.7% for the year with 
penetration reaching a new high of 14.1% during 
Q4. EBIT declined 12.5% on the prior year given 
the COVID‑related cost increases. 

BIG W’s sales declined 3.3% to $4.4 billion in F22. 
Following an extended period of store closures in 
H1 and the impact of Omicron in Q3, sales recovered 
strongly in Q4, increasing by 11.9% supported 
by strong Easter, Mother’s Day and Toy Mania 
events. eCommerce sales grew by 48% in F22 with 
penetration of 14% although growth rates and 
penetration slowed in H2 as lockdown restrictions 
eased and all stores reopened to customers.

Despite the impacts of COVID and now inflation, 
our customers have told us that they want us to 
remain focused on creating a better tomorrow. 
Key sustainability highlights can be found on pages 
6 to 7 of this report. There is always more we can 
do in this area but I am proud of a reduction in scope 
1 and 2 emissions of 31% compared to baseline, 
the establishment of our First Nations Advisory Board 
and maintaining the title of Australia’s Healthiest 
Supermarket Own Brand range  for the third 
consecutive year.

Our Food and Everyday Needs 
Ecosystem is taking shape

In the last 18 months, the shape of our Group has 
changed significantly with our Food and Everyday 
Needs Ecosystem starting to take shape.

Within B2C Food we are reimagining our food 
retail experience through our Core, Value, UP store 
segmentation with exciting new formats launched 
in Port Macquarie, Miller and Double Bay. Each store 
incorporates a curated range, smart technologies 
and an increasing focus on sustainability. We have also 
continued to make our customer experiences more 
convenient. At the end of F22, our Direct to boot offer was 
available in 681 stores and our latest CFC in Rochedale 
was the first to include Direct to boot to unlock additional 
customer and crowd based delivery capacity.

To provide our 13.7 million Everyday Rewards members 
with More Everyday, we offered more personalised 
value for our customers and introduced new related 
experiences. This included the launch of Everyday Pay 
in May, which supports QR code payments within the 
Everyday Rewards app eliminating the need to scan 
twice and is linked to instantaneous eReceipts. 

PFD’s sales momentum improved over the year as COVID 
restrictions eased and operating conditions stabilised. 
While PFD was a significant contributor to sales 
and EBIT in B2B Food, all businesses delivered sales 
growth on the prior year. We also made good progress 
with our Ampol partnership with 40 Metro Ampol sites 
rebranded to MetroGo by the end of the year.

The formalisation of our Retail Platforms 
continues to gather pace. We established wiq 
in June last year, which brings together the best 
of Woolworths Group and Quantium to create 
a world leader in retail advanced analytics. 
wiq is already working on over 20 high priority 
use cases across the Group with early progress 
made on promotional effectiveness, personalised 
customer offers, tailored ranging and enhancing 
process effectiveness. Cartology, the Group’s retail 
media business, also delivered strong revenue 
and profit growth during the year and expanded 
into New Zealand.

Looking ahead

As we move into F23, we expect the operating 
environment to remain challenging. We have 
become more agile but supply chain challenges 
and higher rates of team absenteeism will remain 
a reality. We are also extremely conscious of 
the challenges of inflation and pressure on our 
customers’ cost-of-living. We know value remains 
more important than ever and we need to continue 
to look at every opportunity to make sure our 
customers in Australia and New Zealand can get their 
Woolies Worth in the year ahead.

In May, we announced a proposal to acquire 
80% of online marketplace MyDeal. MyDeal will 
enhance our marketplace capabilities, particularly 
in general merchandise. We also announced our 
intention to acquire Shopper Media in July 2022 
which will complement the Group’s retail media 
business, Cartology. The acquisition supports our 
ambition to become the shopper media partner 
of choice for brands and retailers and provides 
more opportunities to reach customers through 
targeted advertising solutions. 

Finally, in late July we announced our Chair Gordon 
Cairns will be retiring from the Board following the 
AGM in October with Scott Perkins his successor. 
Gordon has served as Chair since 2015 and for 
the last seven years has been an essential part 
of the transformation of our Group to being a 
purpose-led organisation. On behalf of us all, 
I want to thank Gordon for his leadership during 
such a pivotal time for Woolworths Group  
– he has truly made us better together. 

We have a renewed sense of purpose moving 
into F23 and I am excited about the opportunities 
ahead to deliver for our customers, team, 
shareholders and the communities we serve. 

Brad Banducci 
CHIEF EXECUTIVE OFFICER

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18

Group financial performance

F22 was a challenging year for Woolworths Group with difficult operating conditions across 
all businesses caused by COVID-related supply chain disruptions, product shortages, 
team absenteeism and flooding events along Australia’s east coast. After a first half below 
our expectations, the Group’s financial performance improved materially in the second 
half led by Australian Food. 

Group sales 1

$60,849M

  9.2% from F21

Group eCommerce sales 1

$6,263M

  39.0% from F21

Excluding Quantium and PFD, sales increased by 5.1% 
in F22. In H2 F22, sales growth rates improved for all 
businesses except New Zealand Food which was impacted 
by COVID‑related disruptions and a market slowdown. 

In F22, eCommerce penetration reached 11%. 
H2 F22 eCommerce sales increased by 29.0% with H2 
penetration of 10.3%, up 191 bps on H2 F21 but below 
H1 F22 penetration as customer mobility improved. 

Gross margin as a % of sales 1

Cost of doing business as a % of sales 2

29.7%

  35 bps from F21

25.2%

  89 bps from F21

The gross margin (%) increase was primarily driven 
by an increase in Australian Food of 74 bps offset 
somewhat by a BIG W decline of 28 bps. 

Cost of doing business (%) was impacted by higher 
COVID‑related costs, as well as BIG W’s sales decline 
in H1 F22 due to mandated store closures.

Group EBIT 2

$2,690M

  2.7% from F21

Total Group significant items

$6,420M

F22 sales summary

$ MILLION

Australian Food

Australian B2B 2

New Zealand Food (AUD)

New Zealand Food (NZD)

BIG W

Other 2,3  

Total continuing operations  

Discontinued operations – Endeavour Group 

Total Group 

Continuing operations eCommerce 4

Discontinued operations eCommerce

Total Group eCommerce sales

eCommerce sales penetration 4 (%)

Average weekly traffic to Group digital platforms 4 (million)

F22 EBIT summary

$ MILLION

Before significant items

Australian Food

Australian B2B

New Zealand Food (AUD)

New Zealand Food (NZD)

BIG W

Other 3

Group EBIT declined by 2.7% for F22 after a difficult first 
half but recovered strongly in H2 F22, increasing by 8.1%. 
This was driven by a 9.7% increase in Australian Food 
EBIT 2 in H2 F22. 

Group significant items after tax of $6,420 million 
mainly comprise the $6,387 million gain on demerger 
of Endeavour Group.

EBIT from continuing operations before significant items

EBIT from discontinued operations before significant items

Group EBIT before significant items

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F22
(52 WEEKS)

F211
(52 WEEKS)

45,461

43,509

3,963

7,092

7,563

4,431

1,222

6,652

7,146

4,583

(98)

(233)

60,849

–

60,849

6,263

–

6,263

11.0

19.4

55,733

11,584

67,317

4,506

858

5,364

8.2

15.6

CHANGE

4.5%

224.2%

6.6%

5.8%

(3.3)%

(58.0)%

9.2%

n.m.

(9.6)%

39.0%

n.m.

16.7%

276 bps

24.0%

F22
(52 WEEKS)

F211
(52 WEEKS)

CHANGE

2,420

2,413

42

296

316

55

(123)

2,690

–

2,690

6,388

12

336

361

172

(169)

2,764

899

3,663

59

0.3%

242.4%

(11.9)%

(12.5)%

(68.2)%

(27.8)%

(2.7)%

n.m.

(26.5)%

n.m.

9,078

3,722

143.9%

Finance costs  

$600M

  2.2% from F21

NPAT attributable to equity holders of the parent 
entity  2

$1,514M

  0.7% from F21

The decrease in finance costs in F22 compared to 
the prior year reflects the refinancing of borrowings 
at lower interest rates. 

NPAT attributable to the equity holders of the parent entity 
increased 0.7% with a small decline in EBIT more than offset 
by a reduction in finance costs and income tax expense. 

1  Continuing operations.
2  Continuing operations before significant items.

Significant items

Group EBIT 

1  Restated to conform with the new structure of the Group, which reflects the establishment of the new Australian B2B segment.
2  Revenue from the sales of goods and services in Australian B2B includes $302 million of freight revenue relating to transportation 

of the Group’s own products (F21: $251 million). However, at a Group level, this is classified and recognised as a reduction in cost of sales. 
As a result, Other sales has been reduced by $302 million (F21: $251 million). This has not resulted in a change to EBIT at a Group level.
3  Other comprises Quantium, which is not considered a separately reportable segment, as well as various support functions, including 
property and Group and overhead costs, the Group’s share of profit or loss of investments accounted for using the equity method 
(including Endeavour Group), and consolidation and elimination journals.

4  Based on continuing operations only. eCommerce penetration excludes Woolworths at Work and is calculated based on Australian 

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Food, New Zealand Food and BIG W sales only. Prior period restated.

 
 
 
 
 
 
 
 
 
20

GROUP FINANCIAL PERFORMANCE

Group profit or loss for the 52 weeks ended 26 June 2022

Group balance sheet as at 26 June 2022

$ MILLION

Continuing operations before significant items

EBITDA

Depreciation and amortisation 

EBIT

Finance costs

Income tax expense

NPAT

Non‑controlling interests

NPAT from continuing operations attributable to equity holders 
of the parent entity 

Significant items from continuing operations after tax

NPAT from discontinued operations attributable to equity holders 
of the parent entity after significant items

NPAT attributable to equity holders of the parent entity after 
significant items

MARGINS – CONTINUING OPERATIONS

Gross margin (%)

Cost of doing business (CODB) (%)

EBIT (%)

EARNINGS PER SHARE AND DIVIDENDS

Weighted average ordinary shares on issue (million)

Total Group basic EPS (cents) before significant items

Total Group basic EPS (cents) after significant items

Total Group diluted EPS (cents) after significant items

Basic EPS (cents) – from continuing operations before significant items

Basic EPS (cents) – from continuing operations after significant items

Diluted EPS (cents) – from continuing operations before significant items

Diluted EPS (cents) – from continuing operations after significant items

Interim dividend per share (cents)

Final dividend per share 1 (cents)

Total dividend per share (cents)

Total dividend per share (cents) – excluding Endeavour Group 

1  The 2022 final dividend payable on or around 27 September 2022 will be fully franked.

F22
(52 WEEKS)

F21
(52 WEEKS)

CHANGE

5,051

(2,361)

2,690

(600)

(566)

1,524

(10)

1,514

33

4,843

(2,079)

2,764

(613)

(647)

1,504

–

1,504

102

4.3%

13.6%

(2.7)%

(2.2)%

(12.6)%

1.4%

n.m.

0.7%

(68.9)%

6,387

468

n.m.

7,934

2,074

282.5%

29.7

25.2

4.4

1,222

124.0

649.6

644.8

124.0

126.7

123.1

125.7

39

53

92

92

29.3

24.3

5.0

35 bps

89 bps

(54) bps

1,257

156.9

165.0

164.2

119.6

127.7

119.1

127.1

53

55

108

91

(2.8)%

(21.0)%

293.7%

292.6%

3.6%

(0.8)%

3.4%

(1.1)%

(26.4)%

(3.6)%

(14.8)%

1.1%

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26 JUNE 2022

27 JUNE 2021 

CHANGE

3,132

(4,832)

(1,700)

782

(4,008)

(7,870)

7,605

5,728

4,671

9,553

128

14,889

1,119

16,008

461

(384)

77

421

(350)

7,870

2,395

(5,462)

607

442

297

6,297

206

6,503

(3,260)

(1,863)1

(1,397)

(46)

–

(3,306)

(1,863)

(12,471)

(12,016)

(15,777)

(13,879)

(46)

(1,443)

(455)

(1,898)

(240)

4,365

(236)

4,601

4,365

(390)

1,739

360

1,379

1,739

28.7

(44.5)

16.8

1.8

0.2

(3.1) pts

3,593

(5,216)

(1,623)

1,203

(4,358)

–

266

5,278

9,995

425

21,186

1,325

22,511

(630)

6,104

124

5,980

6,104

30.5

(44.3)

13.7

Fixed assets, investments, loans to related parties and convertible notes

10,000

$ MILLION

Inventories

Trade payables

Net investment in inventory

Trade and other receivables 

Other creditors, provisions and other liabilities

Demerger distribution liability

Net assets held for sale or distribution

Intangible assets

Lease assets

Other assets

Total funds employed

Net tax balances

Net assets employed

Cash and borrowings

Derivatives 

Net debt (excluding lease liabilities)

Lease liabilities

Total net debt

Put option over non‑controlling interest

Net assets

Non‑controlling interests

Shareholders’ equity

Total equity

KEY RATIOS – CONTINUING OPERATIONS BEFORE SIGNIFICANT ITEMS

Closing inventory days (based on cost of sales)

Closing trade payable days (based on cost of sales)

Normalised ROFE for continuing operations 2

1  Net debt excludes $437 million of cash included in net assets held for sale or distribution.
2  Normalised to exclude the demerger distribution liability relating to Endeavour Group of $7,870 million.

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22

GROUP FINANCIAL PERFORMANCE

Closing inventory of $3,593 million increased by $461 
million due to inventory acquired on the acquisition of 
PFD, cost of goods inflation, higher sales, and a decision 
to hold higher inventory in H2 to mitigate availability and 
supply chain challenges. Closing inventory days increased 
1.8 days but average inventory days from continuing 
operations declined by one day reflecting sales growth 
throughout the year.

Trade payables of $5,216 million increased $384 million 
driven by trade payables related to the acquisition 
of PFD, inflation on goods purchased and the recognition 
of payables to Endeavour Group relating to payment 
services provided under the partnership arrangements.

Trade and other receivables of $1,203 million increased 
by $421 million driven by the acquisition of PFD and the 
recognition of receivables relating to Endeavour Group 
partnership arrangements.

Other creditors, provisions and other liabilities 
of $4,358 million increased by $350 million, primarily 
driven by an increase in the provision for team member 
remediation of $201 million, the acquisition of PFD 
and increases in team member accruals and leave 
entitlement provisions.

Fixed assets, investments, loans to related parties 
and convertible notes of $10,000 million increased by 
$2,395 million, primarily due to recognition of the Group’s 
investment in Endeavour Group of $1,646 million (at market 
value at 28 June 2021) and an increase in fixed assets 
reflecting the investment in new and existing stores, 
property development, and acquisition of businesses.

Net assets held for sale of $266 million decreased by 
$5,462 million as the prior year balance included the net 
assets related to Endeavour Group which was demerged 
on 28 June 2021. 

Intangible assets of $5,278 million increased by $607 million 
largely driven by the recognition of intangible assets on the 
acquisition of PFD of $569 million.

Lease assets of $9,995 million increased by $442 million 
driven by lease remeasurements of $601 million, lease 
asset additions of $594 million, the recognition of lease 
assets on the acquisition of PFD of $369 million partially 
offset by lease depreciation of $1,039 million.

Other assets of $425 million increased by $297 million 
mainly due to the recognition of sub‑leases on attached 
BWS stores following the Endeavour Group demerger.

Total funds employed increased by $6,297 million, 
largely driven by the $7,870 million derecognition of the 
Endeavour Group demerger distribution liability and the 
recognition of the Group’s investment in Endeavour Group, 
offset by a $5,462 million decrease in net assets held for 
distribution following the completion of the demerger.

Net debt (excluding lease liabilities) of $3,306 million 
increased by $1,443 million primarily due to the additional 
cash outflow associated with the acquisition of PFD, 
higher operating capex driven by supply chain and 
eCommerce investment and the $2 billion share buy‑back 
in October.

Lease liabilities of $12,471 million increased by $455 million 
with lease option remeasurements of $616 million, new 
property and other leases of $489 million, the recognition 
of lease liabilities on the acquisition of PFD of $369 million, 
partially offset by lease payments of $1,561 million. 

Put option liabilities of $630 million reflect non‑controlling 
interests in Quantium and PFD. The liability represents 
the amount expected to be paid on the exercise of the 
options. The increase in put option liabilities compared 
to F21 reflects the acquisition of PFD on 28 June 2021 offset 
somewhat by revaluations at year end.

Normalised ROFE from continuing operations was 13.7%, 
a decrease of 3.1 pts on the prior year due to lower EBIT 
from continuing operations and higher funds employed 
due to the acquisition of PFD and the Group’s investment 
in Endeavour Group.

Group cash flows for the 52 weeks ended 26 June 2022

$ MILLION

EBITDA – continuing operations

EBITDA – discontinued operations

Group EBITDA

Working capital and non‑cash – continuing operations

(Increase)/decrease in inventories

Increase/(decrease) in trade payables

Increase/(decrease) in provisions

Net change in other working capital and non‑cash

Net change in working capital and non‑cash – discontinued operations

Cash from operating activities before interest and tax

Cash from operating activities before interest and tax – cont. ops

Interest paid – leases

Net interest paid – non‑leases

Tax paid

F22
(52 WEEKS)

F21
(52 WEEKS)

5,052

6,387

11,439

(343)

165

175

(232)

(6,387)

4,817

4,817

(542)

(59)

(838)

4,902

1,428

6,330

42

(56)

(255)

(12)

113

6,162

4,621

(687)

(113)

(738)

Total cash provided by operating activities 

3,378

4,624

CHANGE

3.1%

n.m.

80.7%

n.m.

n.m.

n.m.

n.m.

n.m.

(21.8)%

4.2%

(21.1)%

(47.8)%

13.6%

(26.9)%

Proceeds and advances from the sale of property, plant and equipment, 
subsidiaries and investments, net of cash disposed

385

408

(5.7)%

Payments for the purchase of property, plant and equipment 
and intangible assets

Payments for the purchases of businesses net of cash acquired

Other

Total cash used in investing activities 

Repayment of lease liabilities 

Dividends paid (including to non‑controlling interests)

Proceeds from loan to related party

Payments for share buy‑backs

Payments for shares held in trust

Net cash flow

Cash realisation ratio (%)

Adjusted cash realisation ratio (continuing operations) (%)

(2,416)

(2,389)

(425)

(1)

(209)

(10)

(2,457)

(2,200)

1.1%

103.2%

n.m.

11.7%

(12.0)%

(12.3)%

n.m.

n.m.

(1,158)

(1,154)

–

–

(177)

(29.1)%

(65)

97

n.m.

(1,019)

(1,012)

1,712

(2,000)

(125)

(1,523)

33

86

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24

GROUP FINANCIAL PERFORMANCE

EBITDA from continuing operations increased 3.1% 
to $5,052 million reflecting higher EBITDA from Australian 
Food, Australian B2B and Other segments offset somewhat 
by lower EBITDA from New Zealand Food and BIG W.

Net interest paid – non-leases was $59 million, a decrease 
of $54 million compared to prior year due to new bonds 
being issued at lower rates than maturing bonds despite 
higher average net debt during the year.

Tax paid increased $100 million compared to the prior year 
driven by higher taxable income for F21, paid in F22.

Payments for the purchase of property, plant and 
equipment and intangible assets of $2,416 million mainly 
relates to property development, investment in new stores 
and renewals, supply chain and IT Software. Excluding 
Endeavour Group capital expenditure in the prior year, 
the increase is primarily due to the increase in supply 
chain projects and property development. 

Payments for the purchase of businesses, net of cash 
acquired of $425 million primarily relates to the acquisition 
of a 65% equity interest in PFD. 

Dividends paid (including to non-controlling interests) 
of $1,012 million declined by 12.3% compared to the prior 
year as F21 included dividends related to profit from 
Endeavour Group.

Proceeds from loan to related party reflects an 
intercompany loan of $1,712 million repaid by Endeavour 
Group on demerger.

Payments for share buy-backs of $2.0 billion reflect 
the Group’s off‑market buy‑back completed in October.

The cash realisation ratio for F22 was 33% (F21: 97%). 
Excluding the non‑cash gain of $6,387 million on the 
demerger of Endeavour Group, the cash realisation ratio 
was 86%, broadly in line with H1. The cash realisation ratio 
was impacted by a working capital increase reflecting 
higher inventory and receivables recognised under 
partnership agreements, as well as higher cash tax 
paid compared to the current year’s tax expense. 

EBITDA from discontinued operations in F22 reflects 
the non‑cash gain on the demerger of Endeavour Group 
compared to Endeavour Group’s trading EBITDA in F21. 

Increase in inventories (continuing operations) 
of $343 million is due to higher inventory holdings across 
the Group in H2 to support elevated trading and mitigate 
supply chain disruption. 

Increase in trade payables (continuing operations) 
of $165 million reflects higher purchases to support 
elevated trading and higher inventory holdings. 
The decrease in trade payables in F21 of $56 million 
was due to lower inventory replenishments in Q4 
than the prior year.

Increase in provisions (continuing operations) 
of $175 million reflects an increase in provisions for 
remediation costs and self‑insurance. In the prior year, 
the decrease in provisions was largely due to the cash 
remediation of salaried team members.

Net change in other working capital and non-cash 
(continuing operations) was a decrease of $232 million 
primarily due to the first‑time recognition of receivables 
related to the Endeavour Group sub‑leases of stores and 
the non‑cash revaluation of the put option liabilities.

Cash from operating activities before interest and tax 
was $4,817 million. After normalising for Endeavour 
Group’s net cash flow from operating activities before 
interest and tax in F21 of $1,541 million, net cash provided 
by operating activities before interest and tax increased 
by 4.2% or $196 million on the prior year. This was mainly 
driven by higher EBITDA and a smaller impact from 
working capital and non‑cash items from continuing 
operations than the prior year.

Interest paid – leases was $542 million, a decline 
of $145 million compared to the prior year due 
to a reduction in lease liabilities following the demerger 
of Endeavour Group, partially offset by the leases 
recognised on the acquisition of Quantium towards 
the end of F21 and PFD at the beginning of F22.

Capital management 

Non-IFRS Financial Information

The 2022 Annual Report for the 52 weeks ended 26 June 
2022 contains certain non‑IFRS financial measures 
of historical financial performance, balance sheet 
or cash flows. 

Non‑IFRS financial measures are financial measures 
other than those defined or specified under all relevant 
accounting standards and may not be directly comparable 
with other companies’ measures but are common practice 
in the industry in which Woolworths Group operates. 
Non‑IFRS financial information should be considered 
in addition to, and is not intended to be a substitute for, 
or more important than, IFRS measures. The presentation 
of non‑IFRS measures is in line with Regulatory Guide 
230 issued by the Australian Security and Investments 
Commission in December 2011 to promote full and clear 
disclosure for investors and other users of financial 
information and minimise the possibility of being misled 
by such information.

These measures are used by management and the 
directors as the primary measures of assessing the financial 
performance of the Group and individual segments. 
The directors also believe that these non‑IFRS measures 
assist in providing additional meaningful information on 
the underlying drivers of the business, performance and 
trends, as well as the financial position of the Woolworths 
Group. Non‑IFRS financial measures are also used to 
enhance the comparability of information between 
reporting periods (such as comparable sales), by adjusting 
for non‑recurring or uncontrollable factors which affect 
IFRS measures, to aid the user in understanding the 
Woolworths Group’s performance. Consequently, non‑IFRS 
measures are used by the directors and management for 
performance analysis, planning, reporting and incentive 
setting purposes and have remained consistent with the 
prior year. Non‑IFRS measures are not subject to audit 
or review.

Capital management objectives
The Group manages its capital structure with the objective 
of enhancing long‑term shareholder value through 
funding its business at an optimised weighted average 
cost of capital.

The Group returns capital to shareholders when it is 
consistent with its long‑term capital structure objectives 
and will enhance shareholder value. In October 2021, the 
Group returned $2.0 billion in capital to shareholders 
through an off‑market share buy‑back. This resulted in the 
purchase of 58 million shares which were subsequently 
cancelled. The share buy‑back complemented the payment 
of ordinary dividends in the period, with a total of $3.2 billion 
returned to shareholders (excluding franking credits) in F22.

The Group remains committed to solid investment grade 
credit ratings and several actions can be undertaken, 
if required, to support the credit profile. This includes the 
sale of assets, working capital initiatives, and adjusting 
growth capital expenditure and the property leasing 
profile. The Group’s credit ratings are BBB (stable outlook) 
from S&P and Baa2 (stable outlook) from Moody’s.

Financing transactions during F22
In September, the Group successfully completed a EUR550 
million (approximately $880 million) seven‑year European 
Medium Term Notes issuance and $700 million domestic 
Medium Term Notes issuance, comprising $350 million 
six‑year notes and $350 million of 10‑year notes.

Both issuances were structured as Sustainability Linked 
Bonds (SLB), with a direct link to the Group’s commitment 
to reducing emissions. The SLB structure embeds 
a penalty (via a prospective margin increase of 0.25% per 
annum) into the terms of the notes if, at the respective 
testing dates of the notes, the Group’s scope 1 and 2 
emissions are not aligned with the forecast trajectory to 
meet the Group’s 2030 scope 1 and 2 emissions reduction 
target. The proceeds of the notes have been used for 
general corporate purposes, including the long‑term 
funding of the Group’s investments in Quantium and PFD.

In May 2022, the Group entered into $1.25 billion of bilateral 
bank facilities. The facilities are revolving in nature and 
have tenors ranging from two to four years. The new 
facilities refinanced Woolworths Group Limited’s existing 
$1.2 billion bilateral bank facilities which were cancelled 
upon the Group entering the new bilateral bank facilities. 
The bilateral bank facilities are used to manage the 
Group’s short‑term cash flow requirements and support 
the Group’s liquidity position.

Upcoming maturities and transactions
There are no material maturities occurring in F23. 
The Group’s next material maturity is the $750 million 
syndicated bank facility maturing in November 2023 
and the Group intends to refinance this maturity.

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26

BUSINESS REVIEW

Australian 
Food

Woolworths Supermarkets and Metro Food 
Store teams continued to show care for their 
customers in F22 despite supply chain disruption 
and a challenging operating environment. 

Sales

$45,461M

  4.5% from F21

EBIT 1

$2,420M

  0.3% from F21

ROFE 1,2

25.1%

  1.3 pts from F21

Trading performance

Australian Food VOC NPS (Store and Online) finished F22 at 49, an 
increase of three points on Q3 as the business recovered from supply 
chain disruption and product availability challenges caused by Omicron. 
Store‑controllable VOC of 75% was in line with Q3 with Q4 improvements 
in Out of Stocks and Customer Care offset by lower Fruit & Vegetables 
scores, given supply challenges. VOC NPS was down four points and 
Store‑controllable VOC was five points below the prior year, reflecting 
supply chain disruptions.

F22 Australian Food total sales increased 4.5% to $45.5 billion with 
comparable sales for the year increasing 3.5% (5.1% ex Tobacco). 
F22 Woolworths Retail (stores and eCommerce) sales increased 4.3% 
(6.0% ex Tobacco) with strong growth across all states and by store segment 
(Core, Value and UP). H1 sales growth of 3.2% (5.2% ex Tobacco) benefitted 
from higher in‑home consumption driven by extended COVID lockdowns 
in NSW and Victoria. H2 sales growth increased to 5.5% (6.9% ex Tobacco) 
partially reflecting higher shelf price inflation.

Woolworths Supermarkets (store‑originated) sales for the year were 
$39.6 billion, an increase of 1.1% (2.6% excluding Tobacco) and WooliesX 
B2C eCommerce sales increased 42.3% to $4.7 billion, with sales penetration 
of 10.3% (F21: 7.6%). H2 Woolworths Supermarkets (store‑originated) sales 
growth improved to 3.1% and H2 WooliesX B2C eCommerce sales slowed 
marginally to 33.6% as customer behaviours normalised. Approximately 90% 
of eCommerce sales in F22 were fulfilled by the Woolworths Supermarkets 
store network.

Metro Food Stores (store‑originated) sales of $951 million increased 6.0% 
driven by new store growth and a gradual recovery of On the Go stores. 
The Woolworths Food Company’s own and exclusive sales for the 

1  Before significant items.
2  Prior period funds employed and return on funds employed have been restated 

to exclude the new Australian B2B segment.

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Named Green Supermarket 
for second consecutive year

Woolworths Supermarkets is proud to be 
recognised as the Green Supermarket of the 
Year by Finder for the second consecutive 
year in F22. Finder helps Australians find 
companies leading the way on sustainability 
and Woolworths Supermarkets has been 
recognised for its ongoing progress 
in implementing customer‑facing 
sustainability initiatives, its work towards 
creating science‑backed emissions targets, 
and its positive progress on engaging 
suppliers in their sustainability agenda. 

year increased 4.8% supported by strong product 
development and growth of key brands, including the 
COOK, BBQ and Macro ranges. Growth during the 
year was impacted by own brand supply issues in the 
Household and Snacking categories. 

In Q4, average prices increased 3.6% with inflation 
driven by industry‑wide input cost pressures. This was 
particularly evident across Longlife categories including 

F22
(52 WEEKS)

F21
(52 WEEKS)

45,461

43,509

4,055

3,954

CHANGE

4.5%

2.5%

(1,635)

(1,541)

6.1%

$ MILLION

Total sales 

EBITDA

Depreciation and  
amortisation

EBIT before 
significant items

2,420

2,413

Significant items

24

(94)

EBIT 

2,444

2,319

0.3%

n.m.

5.4%

Gross margin (%)

CODB 1 (%) 

EBIT to sales 1 (%)

Sales per square 
metre ($) 3

Funds employed 2

ROFE (%) 1 , 2

30.4

25.1

5.3

29.7

24.1

74 bps

96 bps

5.5

(22) bps

18,391

10,082

25.1

17,948

9,401

2.5%

7.2%

26.4 (1.3) pts

Scope 1 & 2  
emissions (tonnes) 4 1,711,319 1,728,670

(1.0)%

3  Sales per square metre has been restated to exclude Australian 

B2B and non‑sales area of customer fulfilment centres.

4  Restated to exclude emissions from Australian B2B 

segment in F21.

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28

BUSINESS REVIEW

Drinks and Household Care. In Fresh, Meat continued 
to be impacted by higher commodity prices (notably 
beef) and Vegetables with wet weather and flooding 
impacting supply. Fruit continued to be in deflation in Q4. 

Funds employed increased 7.2% from F21 with investment 
in new stores, renewals, eCommerce, supply chain, and 
technology and digital assets. ROFE decreased by 1.3 pts 
due to higher average funds employed.

Through our Get your Woolies Worth brand platform, 
we have materially increased our focus on value 
including Prices Dropped on over 300 winter staples, 
a Low Price Freeze on almost 200 everyday own brand 
essentials until the end of the calendar year, and growth 
in personalised Everyday Rewards Boosters.

Sales per square metre increased 2.5% to $18,391 with 
Woolworths Retail sales growth of 4.3% exceeding 
average space growth of 1.8%. During the year, 11 net new 
stores (six Supermarkets and five Metro Food Stores) and 
one eStore was opened with 60 Renewals completed. 
Seven Supermarkets were also transferred to Metro 
Food Stores for reporting purposes during the year. 
At year end, the total fleet includes 995 Supermarkets, 
90 Metro Food Stores, five CFCs and two eStores. 

Gross margin (%) increased 74 bps to 30.4% (H1: +79 bps; 
H2: +68 bps) due to better buying, the impact of inflation 
on the sell through of existing stock, mix benefits from 
Longlife categories driven by growth in Cartology, 
as well as strategic initiatives including range curation 
and improved promotional effectiveness. Gross margin 
also benefited from a sales decline of 15% in Tobacco. 

CODB before significant items (%) increased 96 bps 
to 25.1%. Direct COVID costs (excluding discretionary 
team discount and bonus payments) were $211 million 
(F21: $205 million). H1 CODB (%) reflected material COVID 
disruption to the end‑to‑end supply chain as well as 
a higher wages to sales ratio due to elevated eCommerce 
penetration, new store growth and selective investment 
in IT platforms, digital capabilities and new businesses. 

The increase in H2 CODB (%) of 47 bps was lower 
than the H1 increase of 140 bps reflecting a focus on 
returning to a more consistent operating rhythm. 
H2 COVID‑related costs declined relative to H1 but 
higher team absenteeism remains an issue. H2 also 
continued to reflect wages associated with higher 
eCommerce penetration, supply chain investment 
including transition costs associated with the new 
Heathwood DC and investment in digital capabilities 
and Accelerator businesses. While some productivity 
benefits were generated over the year, they were 
below planned levels due to COVID disruptions.

Depreciation and amortisation increased 6.1% driven 
by investment in new stores, renewals, supply chain 
and shorter‑life technology and digital assets.

F22 EBIT before significant items increased 0.3% 
to $2,420 million. H1 EBIT decreased 7.6% impacted 
by COVID disruption with a strong recovery in H2 EBIT 
growth of 9.7%. 

During the year, together with Woolworths customers, 
the S.T.A.N.D Appeal raised over $4 million in donations 
to support the Salvation Army, Rural Aid, Lifeline 
and Foodbank. Progress in the year to support our 
Sustainability Plan 2025 included the installation of solar 
panels on an additional 30 Supermarkets and one DC, 
and the removal of 15 cent reusable plastic bags in WA 
ahead of our announcement in June to phase out all 
plastic bags nationally in F23.

Phasing out reusable plastic 
bags for a greener future

In June 2022 Woolworths Supermarkets 
became the first national supermarket to 
announce the phased removal of reusable 
plastic shopping bags nationwide. They will 
be phased out gradually state‑by‑state from 
Woolworths Supermarkets, Metro Food Stores 
and eCommerce orders by June 2023 and will 
see more than 9,000 tonnes of plastic removed 
from circulation annually. The phased removal 
of reusable plastic bags is part of the Group's 
broader sustainability agenda, with plastic bags 
also being phased out in BIG W. 

Helping customers get their Woolies worth

We recognise the cost-of-living pressures being 
felt by our customers and our aim is for every 
customer to find their Woolies worth.

More  
convenience

300 winter staples 
on Prices Dropped 
for Winter

200 own brand 
essentials on Low 
Price Freeze until 
end of 2022

Thousands of 
weekly specials 
available in store 
and online

Everyday Rewards 
Boosters helping 
customers collect 
more points and fast 
track savings

52

new Direct to boot 
enabled stores 
added in F22

Get your
Woolies
worth!
worth!

97

Home Delivery enabled 
stores added in F22

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30

BUSINESS REVIEW

WooliesX

In F22, WooliesX continued to provide 
customers with more convenience by 
increasing network capacity and growing 
scale across digital, media and loyalty. 

Digital & Media metrics 1

Loyalty metrics 

Average weekly  
traffic Q4 F22

13.2M

  28.3% from Q4 F21

eCommerce sales

$4,677M

  42.3% from F21

eCommerce penetration

10.3%

  276 bps from F21

Q4'22
(12 WEEKS)

Q3'22
(13 WEEKS)

Q2'22
(13 WEEKS)

Q1'22
(14 WEEKS)

Q4'22
(12 WEEKS)

Q3'22
(13 WEEKS)

Q2'22
(13 WEEKS)

Q1'22
(14 WEEKS)

13.2

11.9

12.9

13.3

28.3%

13.0%

19.8%

27.2%

Total Everyday Rewards 

members (m)

Scan rate 4 (%)

13.7

54.0

13.5

53.7

13.3

54.4

13.3

54.7

19.0

17.7

20.7

20.0

Trading performance

Average weekly traffic to 
Food digital platforms (m)

Average weekly traffic 
growth (year on year)

Average weekly traffic to 
Group 2 digital platforms (m)

Average weekly Group 
traffic growth (year on year)

24.5%

14.3%

21.9%

28.9%

B2C eCommerce metrics 3

Q4'22
(12 WEEKS)

Q3'22
(13 WEEKS)

Q2'22
(13 WEEKS)

Q1'22
(14 WEEKS)

Customer metrics

Online VOC NPS

eCommerce sales metrics

eCommerce sales ($ million)

eCommerce sales growth

eCommerce penetration

Pick up mix  
(% of eCommerce sales)

58

47

53

56

996

28.8%

9.8%

1,127

38.1%

9.9%

1,165

47.6%

10.2%

1,389

53.1%

11.4%

37.7%

38.1%

39.2%

38.5%

1  Prior periods restated.
2  Based on continuing operations only.
3  WooliesX B2C eCommerce sales are included in Australian Food. Prior year sales 

and penetration have been restated to exclude Woolworths at Work which is now 
included in Australian B2B.

In Digital and Media, WooliesX’s continued investment in connected 
customer experiences saw F22 digital traffic increase 22%. Digital traffic 
growth slowed modestly in H2 as customer shopping behaviours 
normalised. Weekly active app users were up 63% (Woolworths app: +53% 
and Rewards app: +70%) in F22 and have an increased visit frequency and 
higher Customer NPS. Customer engagement with digital tools has seen 
Shopping List users increase by 37% and Recipes by 29% compared to F21. 

Cartology 5 had another strong year with revenue growth of 29%. 
Higher revenue was driven by higher traffic to the Group’s digital properties 
and new Cartology products such as the digital catalogue performing well 
for advertisers and customers alike. 

In B2C eCommerce, following significant volatility in Q3, a more stable 
operating environment in Q4 and improvements in customer experience 
led to Q4 VOC NPS improving 11 points compared to Q3 to finish at 58, 
the strongest result of the year. Compared to last year, VOC NPS declined 
by five points, reflecting the ongoing impact of team absenteeism, supply 
chain challenges and product availability. 

F22 B2C eCommerce sales increased by 42.3% or $1.4 billion to $4.7 billion, 
with eCommerce penetration reaching 10.3%, up 276 bps on the prior year. 
Growth was driven by an increase in active customers of 22% compared 

4  Scan rates excluding Tobacco sales.
5  Cartology revenue treated as an offset to COGS for external reporting purposes.

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Growing 
convenience

Our commitment to 
convenience continues to see 
more customers choosing 
our eCommerce services to 
complement their in‑store 
shopping experience. In F22 
we continued to invest in our 
network to provide even more 
convenient options, with our 
Direct to boot (DTB) service 
transforming our store pick 
up experience. We continued 
to scale the offer in F22 with 
52 new DTB enabled stores 
in F22, with a total of 681 
locations at the end of F22.

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32

BUSINESS REVIEW

to the prior year and strong growth in convenience 
propositions. Direct to boot delivered the highest dollar 
growth and Delivery Unlimited subscriptions doubled 
compared to the prior year. While growth slowed in 
H2 as lockdown restrictions eased, underlying H2 and 
Q4 momentum remained strong with sales growth of 
33.6% and 28.8% respectively. Directly‑attributable profit 
improved materially on the prior year reflecting scale 
benefits and increased efficiency.

To meet increasing customer demand, network capacity 
was again increased in F22 with Home Delivery added 
to 97 stores and Direct to boot in a further 52 stores, 
reaching 681 stores by year end. A new CFC in Rochedale, 
Qld was commissioned in July F23. 

Everyday Rewards members reached 13.7 million in 
Q4 with approximately 628,000 members joining the 
program compared to the prior year and 150,000 joining 
compared to Q3. Higher levels of member activity during 

the year have led to higher incremental sales across 
the Group and for Everyday Rewards partners. 

Increases in member engagement and weekly app 
usage was driven by enhanced customer experiences 
including more personalised member offers, real time 
boosting of offers and increased take up of eReceipts. 

Everyday Pay was launched in May to Everyday Rewards 
members; combining loyalty, payment and gift cards 
in a single digital wallet QR scan, which was rolled out 
to all Woolworths Supermarkets, Metro Food Stores and 
BIG W. Everyday Market was launched in September 
providing customers with a curated online marketplace 
that continues to grow as we build better customer 
and seller experiences. Everyday Extra subscription was 
launched as a pilot in late Q4, providing members with 
extra value through features such as three‑times the 
points and monthly 10% discounts.

Enhancing the  
online customer experience

In F22 WooliesX continued to enhance its digital 
tools, including personalised shopping lists 
and recipe functionalities. This has supported 
an increase in customer engagement as more 
and more customers continue to shop with 
us online. Customers that use the shopping 
list add two extra items to their baskets 
on average compared to non-list users.

WOOLWORTHS.COM.AU/FRESHIDEAS IS AUSTRALIA'S GO-TO FOR DELICIOUS FOOD INSPIRATION  

FREE

SEPTEMBER 2022

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DINNER
2 DINNER
DEALS
DEALS

I

UNDER $5
PER SERVE^

SPRINGTIME 
CELEBRATIONS

PREP TO PLATE 
20 MINS TOPS

FOOD 
FESTIVAL
of love

P19

Air-fryer 
cauliflower 
tacos

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,

1

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FRE0922p001   1
FRE0922p001   1

29/7/22   11:56 am
29/7/22   11:56 am

 29%

increase in 
recipe users 
in F22

 37%

increase in 
shopping list 
users in F22

Increasing  
scale in digital

#3

retailer by weekly 
website traffic rankings 1 
(June 2022)

53%

growth in average   
weekly users of 
Woolworths app  
vs. F21

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Cartology continuing to grow

Cartology, the Group’s retail media business, was established in 2019 and now has over 200 team 
members. Since its establishment, Cartology revenue has doubled with over 8,000 campaigns delivered 
across in‑store, screen, audio, publishing and digital channels in F22. Cartology has already expanded 
across the Group’s ecosystem to New Zealand and is preparing for its launch in BIG W in F23.

of the top 5 apps  
by retailers 2

(by weekly active  
users in June 2022)

1  Source: SimilarWeb June 2022.
2  Source: Data.ai June 2022.

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SPRINGTIME CELEBRATIONSPREP TO PLATE 20 MINS TOPS 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
34

BUSINESS REVIEW

Australian 
B2B

F22 was a significant year for the Group with 
the establishment of Australian B2B, bringing 
together B2B Food and B2B Supply Chain. 

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$ MILLION

Sales 

EBITDA

Depreciation and  

amortisation

EBIT

EBIT to sales (%)

F22
(52 WEEKS)

F21
(52 WEEKS)

3,963

143

1,222

45

(101)

42

1.1

(33)

12

1.0

Scope 1 & 2 emissions (tonnes)

79,276

66,640

CHANGE

224%

217%

208%

242%

6 bps

19.0%

B2B Food sales increased $2,260 million to $2,878 
million, up 366%, with approximately three quarters 
of sales attributable to PFD. PFD had a strong first year 
as part of Woolworths Group with sales trends improving 
over the year as restrictions eased and benefitting 
from the acquisition of Fishboy at the end of February 
to improve its capability in seafood. Woolworths 
at Work, Woolworths International, Wholesale and 
MetroGo all reported strong sales growth in H1 and 
H2. Summergate’s H2 sales growth was impacted 
by lockdown restrictions in China but full year sales 
remained above the prior year.

B2B Supply Chain sales increased by $481 million to 
$1,085 million primarily due to the inclusion of Endeavour 
Group revenue. PC3 and SIW revenue (excluding 
Endeavour Group) also increased on the prior year. 

EBITDA increased by $98 million to $143 million largely 
due to higher PFD earnings offset somewhat by 
COVID‑related impacts to trading performance, margin 
pressure in wholesale and export meat and investment 
to drive growth in the smaller businesses. 

Depreciation and amortisation was $101 million 
compared to $33 million in the prior year. The increase 
primarily reflects asset and lease depreciation related 
to PFD as well as amortisation of intangible assets of 
$17 million recognised on the acquisition of PFD. 

EBIT increased by $30 million to $42 million, 
at an EBIT margin of 1.1%. 

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Introducing Australian B2B

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In October 2021 the Woolworths Group Board approved the establishment of a new operating segment, 
Australian B2B, which comprises B2B Food and B2B Supply Chain.

Australian 
B2B

Sales

$3,963M

  224% from F21

EBIT

$42M

  242% from F21

$ MILLION

B2B Food

B2B Supply Chain

Total Australian B2B

F22
(52 WEEKS)

F21
(52 WEEKS)

2,878

1,085

3,963

618

604

1,222

CHANGE

366%

79%

224%

Trading performance

As disclosed at H1, the Board approved the establishment of a new 
operating segment, Australian B2B in October 2021. Operating segment 
results have been restated to conform to the new structure. 

Australian B2B total sales increased $2,741 million to $3,963 million in F22, 
growth of 224%. All Australian B2B businesses increased sales on the 
prior year but dollar growth primarily reflected the acquisition of PFD at 
the beginning of the financial year and the inclusion of Endeavour Group 
revenue under the partnership agreements for the first time. 

B2B Food

PFD Food Services
One of Australia’s leading 

food service suppliers

Woolworths 
International
International export business

Woolworths at Work
A B2B procurement solution

supporting businesses

Australian Grocery 
Wholesalers (AGW)
End-to-end wholesale business

B2B Supply Chain

Primary Connect (PC3)
3PL supply chain solution for Endeavour Group 

and other third-party customers

Statewide Independent Wholesalers (SIW)
Tasmanian wholesale and logistics business

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36

BUSINESS REVIEW

New Zealand 
Food

In F22 New Zealand Food continued to progress 
its strategic and sustainability agendas despite 
a challenging operating environment. 

Sales (NZD)

$7,563M

  5.8% from F21

EBIT (NZD)

$316M

  12.5% from F21

eCom sales (NZD)

$1,031M

  19.7% from F21

Trading performance

New Zealand Food had a very difficult year impacted by challenging 
operating and trading conditions. These included supply chain disruptions 
caused by a three‑day strike in late November, widespread Omicron 
community transmission, and global shipping challenges. Customer 
metrics were significantly impacted, particularly in H2, with a gradual 
improvement over Q4 following the trough in March. VOC NPS (Store and 
Online) increased three points compared to Q3 to 37 but declined eight 
points compared to the prior year. Store‑controllable VOC of 75% increased 
by four points compared to Q3 but declined three points compared to the 
prior year. Improving the customer experience remains a key priority for F23. 

Total sales in F22 increased by 5.8% to $7,563 million. The first half 
benefitted from nationwide lockdowns in mid‑August which increased 
in‑home consumption with H1 sales increasing by 8.3%. Conversely, the 
Omicron outbreak which took hold in March caused significant team 
absenteeism and disruption to the supply chain and stores which negatively 
impacted sales. H2 sales growth slowed to 3.1% and 2.3% in Q4 with higher 
selling prices somewhat offset by lower volumes.

eCommerce sales grew by 19.7% for F22 with penetration reaching a new 
high of 14.1% during Q4. Other digital and eCommerce highlights include 
Drive solutions and eLockers now in 75 stores, strong growth in Cartology 
New Zealand, and a strong increase in mobile app users, and Delivery 
Saver subscriptions.

New Zealand Food’s franchise stores (FreshChoice and SuperValue) 
performed well despite the ongoing impact from the absence 
of international tourists, particularly over the summer period.

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Average prices increased by 2.5% on last year, driven by inflation across Grocery, 
Fruit and Vegetables, and Perishables due to local and global cost inflation and 
supply challenges. In Q4, average prices increased by 3.5%, slightly below Q3 
of 3.6% due to lower Fruit and Vegetables inflation in the quarter.

Sales per square metre increased 3.5% reflecting higher sales offset 
somewhat by an increase in average space of 2.2%. Despite new store and 
renewal activity experiencing some disruption due to COVID restrictions, six 
new Countdown stores and one replacement store were opened along with 
three renewals. This included a second 4 Star Green Star rated Countdown 
Supermarket in Waiata Shores, an innovative new Wanaka Pick up Metro 
and the first Metro Neighbourhood store in Herne Bay. At the end of the 
year, the store network comprised 190 Countdown stores, 39 SuperValue 
stores and 33 FreshChoice stores with a total of 262 stores.

Gross profit (%) increased 17 bps on last year. Customers continued to favour 
larger pack sizes which drove mix benefits, and increased use of data‑driven 
tools in category management, more than offset transition costs to a new Hilton 
meat plant, higher freight costs and higher stock loss as unit growth slowed. 

Introduction 
of joint Maori 
labelling on 
seafood

In F22 Countdown 
introduced joint te reo 
Maori and English language 
labelling on all packaged 
New Zealand fresh seafood 
products. The initiative 
is part of Countdown’s 
ongoing commitment 
to incorporate te reo into 
the lives of everyday Kiwi’s 
and was driven by team 
members who wanted to 
pay respect to Tangaroa and 
the fishermen (kaihao) who 
provided the fresh seafood.

$ MILLION (NZD)

Total sales 

EBITDA

Depreciation and amortisation

EBIT

Gross margin (%)

CODB (%)

EBIT to sales (%)

F22
(52 WEEKS)

F21
(52 WEEKS)

7,563

7,146

CHANGE

5.8%

(3.4)%

8.7%

(12.5)%

17 bps

104 bps

633

(272)

361

25.3

20.2

5.0

(87) bps

611

(295)

316

25.4

21.3

4.2

Sales per square metre ($) 1

Funds employed

ROFE (%)

17,881

17,272

4,635

4,329

3.5%

7.1%

7.0

8.4

(1.4) pts

Scope 1 & 2 emissions (tonnes)

63,782

61,802

3.2%

1  Sales per square metre has been restated to exclude non‑sales area of customer 

fulfilment centres.

 
 
 
 
 
 
 
 
 
38

BUSINESS REVIEW

F22 CODB (%) increased by 104 bps 
primarily due to direct COVID costs of 
$61 million compared to $16 million in 
the prior year. H2 CODB (%) increased 178 
bps also impacted by lower sales growth 
and other COVID‑related costs like team 
absenteeism and supply chain disruptions. 
Other material increases included an 8.7% 
increase in depreciation and amortisation 
arising from investment in the store 
network, including spend to facilitate 
eCommerce growth and innovation, and 
spend on the supply chain transformation 
and digital capability.

EBIT declined 12.5% on the prior year to 
$316 million with the EBIT margin down 
87 bps on last year to 4.2%. H2 EBIT 
declined 30.8% to $116 million at an EBIT 
margin of 3.3%.

ROFE declined 1.4 pts to 7.0%, primarily 
due to lower EBIT and higher average 
funds employed due to investment 
in the store network.

Despite the broader supply chain 
disruptions, good progress was made in 
transforming New Zealand Food’s supply 
chain during the year. A new Hilton meat 
plant opened in July 2021 supplying 
case‑ready meat to all Countdown stores 
on the North Island and the Palmerston 
North Ambient DC opened in August 
2021. A state‑of‑the‑art Auckland Fresh 
DC opened on 23 June 2022 which 
is expected to materially improve 
the quality, availability and distribution 
of fresh produce for customers.

The New Zealand Commerce Commission 
published its final recommendations 
following the conclusion of the Retail 
Grocery Market Study in March. 
Woolworths New Zealand supports these 
recommendations and will continue 
to engage constructively with the 
Government on their implementation.

Initiatives supporting our sustainability 
agenda included launching our new 2025 
Health and Nutrition targets, fundraising 
to support the Red Cross Pacific Tsunami 
Appeal, supporting and celebrating our 
rainbow team communities during Pride 
month and fundraising for RainbowYOUTH. 
In F22 we launched new funding for 
climate change combatting projects under 
our Growing for Good initiative.

Continued progress on supply chain 
transformation

In F22 New Zealand Food made significant progress on its 
supply chain transformation with the opening of three new 
distribution centres including the Hilton meat plant in July 
2021, Palmerston North Ambient DC in August 2021 (PNRDC) 
and Auckland Fresh DC in June 2022 (AFDC). New Zealand’s 
supply chain business was also rebranded to Primary Connect 
during the year. 

The PNRDC and AFDC have both been awarded 4 Star Green 
Star accreditations and have been designed with sustainability 
features such as rainwater harvesting, energy‑efficient LED 
lighting, electric forklifts and low energy and water use 
condensers. The AFDC’s solar panels are expected to generate 
22% of the site’s electricity needs. In addition, the AFDC is 
located next to the new Hilton plant which allows for a single 
truck to be used for both meat and produce deliveries to 
North Island stores, delivering greater efficiencies and helping 
to reduce carbon emissions.

Kete accelerator program 
supporting New Zealand small 
businesses and driving innovation

Countdown’s Kete business accelerator program was launched 
in F22 to support its efforts to develop a more diverse supplier base 
and empower small businesses. These small businesses include 
those owned by Māori, Pasifika, youth, women, LGBTQ+ and people 
with disabilities. 

In its first year, Countdown selected five small businesses from the 
150 applicants to help get their products shelf ready through resources 
and support delivered through the 12‑month program. This included 
providing each business with customer marketing support, access 
to customer insights, product development and manufacturing support 
and mentorship from a range of industry experts within Countdown. 
The program is delivered in partnership with Amotai, New Zealand's 
supplier diversity intermediary, throughout Kete to ensure the program 
provides meaningful results for the businesses involved. The five 
small businesses selected are a diverse mix, all with a strong focus on 
sustainability, community and innovation. Upcycled food, a new range 
of nut and seed milk concentrates and poi are among the products 
that may soon be appearing on Countdown shelves with the support 
of the Kete accelerator program. 

Increasing  
convenience

29

Stores with Drive 
solutions at the  
end of F22

46

Stores with eLocker 
solutions at the 
end of F22

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Packaging changes for the better

Countdown continued to progress its sustainability agenda in 
F22 through the introduction of more sustainable packaging. 
This includes new soaker‑pad‑free meat trays in the North Island 
which has removed 90 tonnes of plastic from New Zealand waste 
streams; as well as recyclable two litre ice cream containers 
and a first‑to‑market ready meal tray, which will see more than 
121 tonnes of plastic recycled rather than sent to landfill. 

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BUSINESS REVIEW

BIG W

F22 was a challenging year for BIG W, but it 
maintained strong customer scores and made 
good progress on its digital and eCommerce 
transformation during the year. 

Sales

Trading performance

$4,431M

  3.3% from F21

EBIT

$55M

  68.2% from F21

eCom sales

$619M

  48.0% from F21

BIG W’s continued focus on its purpose of making a real difference 
for families had a positive impact on customer metrics through F22. 
Despite the disruption in H1, the team focused on delivering consistent 
service and shopping experiences with VOC NPS (Store and Online) ending 
the year at 64, up two points on the prior year and Store‑controllable VOC 
ending the year at 83%, stable on last year with both broadly in line with Q3.

BIG W’s total sales declined 3.3% to $4,431 million in F22 with comparable 
sales down 2.9%. Following a period of store closures in H1 when a quarter 
of trading days were impacted, sales in H2 increased 4.0% to $2,083 million. 
Q3 sales were impacted by limited customer mobility due to Omicron 
early in the quarter but Q4 sales growth recovered strongly to 11.9% with 
strong Easter, Mother’s Day and Toy Mania events and cycling lockdown 
impacts in some Victorian stores in the prior year. The trading performance 
also reflects range improvements in Apparel and Home, better customer 
availability and promotions that resonated with customers. 

F22 eCommerce sales growth was 48.0% after being up 69.4% in H1 due to 
store closures. Sales growth remained strong in H2 at 17.6% but penetration 
moderated to 9.7% as lockdown restrictions eased, and all stores reopened 
to customers. In Q4, the new BIG W app was launched and a further 
17 Direct to boot locations were added, bringing total locations to 84. 
Extending BIG W’s offer and reach to more customers continues through 
other platforms, with BIG W ranges launched on the MyDeal marketplace 
in late August F23.

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BIG W’s store network remained unchanged at 176 stores with a reduction 
in sales per square metre of 2.4%, reflecting lower sales due to H1 store 
closures. The lease at BIG W’s Warwick DC in Queensland has been 
extended to provide more stability to the network and the transition 
of the Hoppers Crossing DC in Victoria from a third party to Primary 
Connect is now complete.

Gross profit (%) declined by 28 bps in F22 due to a H1 reduction of 83 bps 
due to higher markdowns and shipping and delivery costs, and a mix shift 
to lower margin categories. Gross profit (%) in H2 increased by 34 bps on 
the prior year driven by a sales improvement in higher margin categories, 
higher own brand penetration and other strategic initiatives. BIG W’s prices 
have remained competitive and provided customers with great value 
resulting in Product and Price VOC remaining stable in H2. 

BIG W brands 
designed 
in Australia

Our team of Australian 
designers and garment 
technicians are the creative 
innovators behind BIG 
W's exclusive brands. 
With sustainability at 
the heart of our ranges, 
customers are choosing the 
quality and reliability of our 
Dymples range for babies, 
KID for kids, &Me for women 
and Brilliant Basics across the 
whole range. Our ambition 
is to deliver great value, 
quality and low prices. 

$ MILLION

Total sales 

EBITDA

Depreciation and amortisation

EBIT

Gross margin (%)

CODB (%)

EBIT to sales (%)

Sales per square metre ($)

Funds employed

ROFE (%)

F22
(52 WEEKS)

F21
(52 WEEKS)

4,431

4,583

CHANGE

(3.3)%

(29.3)%

8.6%

(68.2)%

(28) bps

223 bps

348

(176)

172

33.6

29.9

3.7

(251) bps

4,517

1,194

(2.4)%

4.4%

16.5

(11.9) pts

245

(190)

55

33.4

32.1

1.2

4,409

1,247

4.6

Scope 1 & 2 emissions (tonnes)

110,390

115,882

(4.7)%

 
 
 
 
 
 
 
 
 
42

BUSINESS REVIEW

CODB (%) increased by 223 bps again impacted by H1 
where CODB (%) increased by 326 bps. H2 CODB (%) 
increased 85 bps, impacted by Omicron in Q3 as well as 
the impact of high levels of absenteeism and sick leave. 
Other increases in CODB were also due to higher team 
wages, higher supply chain costs driven by DC transition 
costs, eCommerce mix and investment in team and 
capabilities to support BIG W’s transformation agenda.

For F22, BIG W’s EBIT declined by 68.2% to $55 million 
with an EBIT margin of 1.2%. H2 EBIT was $30 million, 
23.5% below the prior year with an EBIT margin of 1.4%.

Closing inventory was lower than the prior year due to 
cycling a period of higher inventory to support increased 
sales volume in H2 F21, and from effective inventory 
management. Despite lower closing inventory, average 
inventory days increased on the prior year due to lower 

sales as store closures and COVID impacted mobility, 
particularly in H1.

ROFE decreased by 11.9 points to 4.6% due to the 
materially lower EBIT.

During the year, we continued to show real care for 
our communities and contributed to the Group’s 
2025 Sustainability Plan, including the activation of 
ethical partnerships within the value chain such as 
memberships to Action Collaboration Transformation 
and Better Cotton Initiative. BIG W launched its 
partnership with the Australian Literacy and Numeracy 
Foundation and the Free Books for Kids initiative continued 
for a third consecutive year, distributing over 2.4 million free 
books to families in F22. The Toys for Joy initiative rolled 
out to all stores and helped prevent 18 tonnes of toys 
going to landfill.

Making a real difference through the 
Breakfast Library program

Since January 2022, BIG W has partnered with the Australian Literacy 
and Numeracy Foundation to make a real difference for children in 
First Nations communities across Australia. Together with Woolworths 
Supermarkets, BIG W has continued to support the Breakfast Library 
program, providing breakfast and books to over 800 school students 
with a focus on First Nations pre‑school and primary school aged 
children. The program provides a healthy breakfast to kids who might 
not otherwise have access to one, along with a book to take home each 
week to further their literacy journey. BIG W donated over 30,000 books 
to the program in F22.

F22 highlights

Top 10

most trusted brand in 
Australia (Roy Morgan)

17

Direct to boot locations 
added in F22

64

VOC NPS  
(Store and online) 
 2 points from F21

Continued digital acceleration in F22

BIG W’s digital acceleration continued in F22 with double digit growth in online traffic, 
customer transactions and eCommerce sales. More and more BIG W customers continued to 
choose eCommerce services and F22 saw a material improvement in the eCommerce customer 
experience. To support this BIG W continued to expand its eCommerce services with 17 Direct 
to boot locations added to the network, with a total number of 84 locations at the end of F22. 
The BIG W mobile app was launched in April 2022, creating a great platform to grow our digital 
experience in F23.

BIG W’s commitment to zero waste in partnership with Good360

Over the six‑year partnership with Good360, BIG W has continued to divert new, unused and excess stock to 
communities in need across Australia. Good360's mission is to ensure that the excess goods and services businesses 
produce flow to people in need rather than going to waste, which is beneficial to both the business and the community. 
In F22 BIG W supported communities impacted by COVID and flooding with relief through Good360’s 1,500 member 
charities by diverting 401 tonnes of products from landfill and donating over one million items.

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44

Our material risks

Risk management oversight 

Below is an overview of risk governance and management at Woolworths Group together with 
key responsibilities of the Board and Board Committees, the Group Executive Committee, the risk 
community, internal audit and business leaders. The Group applies a three lines of accountability 
model approach to managing risk and compliance obligations.

Woolworths Group is a Food and Everyday Needs Ecosystem which includes 
some of Australia and New Zealand’s most trusted retail brands, unified by our 
purpose to create better experiences for a better tomorrow. Our ability to make 
sound risk-informed decisions enables the Group to protect the value of our 
assets today and execute our strategy to deliver sustainable growth.

In the last year, Woolworths Group’s risk landscape 
continued to be challenged by a number of issues, 
including extreme weather events, global supply chain 
and food disruptions as well as the prolonged impact 
of COVID on the wellbeing of our team and customers. 
Throughout these challenges, we remained focused 
on care for our customers and team and continued 
to work together to provide food and everyday needs 
for our communities. 

Since the beginning of 2022, there has been an increased 
level of macroeconomic uncertainty, such as cost and 
wage inflation, increases in interest rates, geopolitical 
tensions, and pressures on retaining and attracting 
talent. We have teams in place to actively monitor and 
manage these risks in the short-term whilst assessing 
and preparing for the longer-term impact.  

Our risks are reviewed, assessed, and where necessary 
adjusted through regular meetings with leaders, and 
senior management with Board oversight. We monitor 
macro risk factors such as cyber security and climate 
change that have multiple impacts on a number of our 
material risks, including: supply chain and operational 
resilience; legal, regulatory and governance; and 
meeting customer expectations. In addition, monitoring 
climate change is a key focus of our sustainability 
commitments and is considered through all strategy and 
transformation activities. As part of this approach, we 
equip our team across the Group to make decisions that 
lead to better outcomes for our customers, shareholders, 
and communities.

Thorough planning helps us to identify and respond 
to current and emerging risks relating to our people, 
planet, products, and the experiences we provide. 
Strategic risks are considered throughout our annual 
and quarterly planning cycles. Working together, we 
make sure we are flexible and agile in our ability to 
respond to themes, including changing customer 
and community expectations, digital innovation, 
and meeting our sustainability ambitions. 

We have expanded our capability to manage our 
risks through the appointment of subject matter 
experts and risk partners across our business. 
We have mobilised a risk community that guides 
our approach to managing risk which enables 
our team and businesses to make better decisions.

Further information in relation to risk management 
can be found throughout the Annual Report and in the 
Corporate Governance Statement which is available 
on the Woolworths Group website. The material risks 
faced by the Group and our risk management approach 
to each of them are outlined on pages 46 to 49.

At Woolworths Group, managing risk is central to our 
efforts to live our purpose.

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4

RISK LEADERSHIP

The Board of Directors 

(with input from Audit and Finance Committee, People Committee, Risk Committee, 
Sustainability Committee and Nomination Committee) 

Sets and 
communicates 
expectations for 
risk management

Approves 
Woolworths Group 
ways of working, core 
values and code of 
conduct to underpin 
the desired culture

Satisﬁes itself that 
Woolworths Group 
has in place an 
appropriate risk 
management 
framework

Sets risk appetite and 
provides oversight of 
material risk 
exposures and 
risk-taking

Monitors the 
effectiveness 
of Woolworths
Group governance 
practices

Group Executive Committee

Sets business direction 
and resolves signiﬁcant 
enterprise risk issues

Provides recommendations 
to the Board on risk policy, 
frameworks and 
risk practices

Manages material risks 
and reporting on material 
risk matters

Implements effective risk 
management in the 
business units

THREE LINES OF ACCOUNTABILITY

1ST LINE OF 
ACCOUNTABILITY

2ND LINE OF 
ACCOUNTABILITY

3RD LINE OF 
ACCOUNTABILITY

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Business

Oversight functions

Independent assurance

Owns and 
manages risk

Oversees and sets frameworks and 
standards. Independently monitors and 
provides analysis and reporting on risks 
and controls 

Provides independent assurance 
of frameworks and controls 
effectiveness

5

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Group businesses 

Group platforms

Group Risk

People team 

Internal audit

External audit

Group Safety, Health & Wellbeing 

Group Legal & Compliance

Group Finance

Group Sustainability

 
 
 
 
 
 
 
 
 
46

Safety, health 
and wellbeing

Through the effective management 
of our safety, health and wellbeing 
risks, we can reduce the risk of serious 
injury, illness, or fatalities, as well as 
prevent potential claims, regulatory 
impacts, and reputational damage. 
We also recognise psychosocial 
hazards that can cause psychological 
or physical harm such as bullying and 
harassment, mental stress, workplace 
violence, and aggression.

Our risk management 
approach includes: 

•  dedicated safety, health and 

wellbeing team working across 
the Group

•  a comprehensive set of 

frameworks, policies and 
procedures to proactively 
manage our material safety, 
health and wellbeing hazards 

• 

testing of controls to meet 
our legislative requirements, 
supported by independent 
assurance and audit activities 
to assess the robustness of 
our controls  

•  embedding and utilising Sonder 
as a proactive wellbeing aid, 
alongside support during 
challenging times or after 
an incident

•  providing our People Committee 
with updates on material risks, 
key metrics and updates on 
the effectiveness of our critical 
controls, including our safety 
management systems 

• 

regular safety, health, and 
wellbeing training is provided 
to all team members

Committee:

B

P

G

Pay and entitlements

People

Paying our team correctly and 
rewarding them fairly is critical 
to maintaining trust and reputation 
through our legal compliance. 
We acknowledge the ongoing 
challenges in this area and we have 
remained focused on rectifying any 
payment shortfalls while bolstering 
our internal processes to help ensure 
these issues do not arise again. 

Our risk management 
approach includes: 

•  significant focus and investment 
in mapping, understanding and 
building confidence in our pay 
processes, including a dedicated 
end-to-end pay program across 
the Group

•  a proactive cadence of reviews 
over our industrial instruments 
(including over 30 enterprise 
and collective agreements 
in Australia and New Zealand, 
and over 10 modern awards 
in Australia) to check correct 
system configuration 
and identify any shortfalls

• 

• 

reviewing, enhancing and testing, 
and monitoring our baseline 
controls across our end-to-end 
pay processes  

intentional change management 
testing and assurance, including 
being confident that new 
processes and solutions are 
implemented well 

•  continuing our significant 

remediation programs, including 
making back payments to current 
and former team members and 
implementing systemic changes 
to our go-forward pay processes  

•  a range of governance and 
oversight mechanisms, 
including specific management 
forums and regular Board and 
committee reporting

Our team is critical to our success. 
Our ability to attract, retain and 
engage team members with diverse 
skills, capabilities and backgrounds, 
with particular focus on digital and 
technology talent is crucial.

Our risk management 
approach includes: 

•  attracting and retaining a 

diverse workforce that reflects 
the communities in which we 
operate, with clear targets and 
programs focused on gender 
equality, First Nations workforce 
participation and accessibility

•  building a Customer 1st, 

Team 1st culture which aims to 
provide a sense of belonging 
and inclusion, giving everyone 
an equal opportunity for growth 
and development

• 

listening to our team members 
through Voice of Team surveys 
to adapt and refine our existing 
people strategies and plans 

•  embracing agile and flexible 

working, including international 
‘work from anywhere’ trials

•  providing collaboration spaces 

to bring teams together 
in person and facilitate 
hybrid ways of working

• 

• 

focused attention on labour 
force needs and planning across 
our businesses, particularly 
in digital and data roles, and 
in store and distribution 
operational environments

investment in dedicated people 
risk management initiatives 
to understand and build 
confidence across our broader 
people ecosystem (including 
underpayment, resourcing, 
conduct, data, privacy and 
other related risks)

Committee:

B

P

G

Committee:

B

P

G

Committee:

Audit and Finance Committee

Board

A  
B  

Group Executive Committee

People Committee

G  
P  

Risk Committee

Sustainability Committee

R  
S  

Product safety

The safety of our customers 
is paramount. Unsafe products 
may result in injury, harm 
or illness to our customers. 

If we are unable to meet the 
requirements of our product safety 
frameworks, we will be subject 
to regulatory impacts, claims, 
and reputational damage. 

Our risk management 
approach includes: 

•  having clear end-to-end 

procedures and processes for 
managing product safety in 
our supply chain from design, 
manufacturing, transport and 
storage to customer purchase

• 

testing of controls to meet 
our legislative requirements, 
supported by independent 
assurance and audit activities 
to assess the robustness of 
our controls  

•  providing assurance and 
testing to comply with 
mandatory and internal safety 
requirements. The learnings 
from these reviews assist us 
with continuous improvement

•  having dedicated Product and 
Food Safety teams across the 
Group who lead our response 
to customer complaints and the 
withdrawal or recall of products 
when required

Committee:

B

R

G

Privacy and data 
management

Misuse of customers’ data has the 
potential to result in significant brand 
and reputational damage, adverse 
regulatory outcomes, financial 
impacts, and loss of customer trust. 
Quality data is one of our most 
important organisational assets 
which positively impacts how we 
make investment, strategic and 
operational decisions. 

Our risk management 
approach includes: 

•  having an established privacy 

framework for managing privacy 
and data ethics risk throughout 
the data lifecycle and an 
established data governance 
framework to ensure appropriate 
data governance 

• 

implementing training programs 
across the Group to ensure team 
members have an understanding 
of privacy and data risks and their 
roles and responsibilities

•  embedding privacy, data 

ethics, and risk experts across 
the business to provide 
specialist support

•  defining privacy, data ethics and 
security standards for protecting 
personal information

•  processes to assess risks, 
impacts, and respond to 
changing initiatives in line with 
the evolving regulatory, industry, 
and customer landscape

•  defining processes to respond to 
data or privacy-related incidents 
or complaints should they occur

Committee:

B

R

G

Customer 

Changing customer expectations 
requires us to continually evolve 
our business model to meet their 
needs and preferences. Our ability 
to respond to our customers’ needs 
and expectations has been pivotal in 
our digital and online areas especially 
through continued disruptions that 
we have faced from COVID and 
weather conditions. 

There could be potential negative 
impacts to our brand and reputation 
if we are unable to respond 
appropriately to changing customer 
preferences, market conditions and 
community sentiment. 

Our risk management 
approach includes: 

• 

listening and engaging with 
our customers through Voice of 
Customer surveys and adopting 
learnings into existing strategies

•  sharing qualitative and 

quantitative customer feedback 
from our stores, customer hub, 
and online channels with our 
teams which is used to improve 
our customer proposition in our 
stores and online  

•  dedicated customer strategy, 
marketing, and insight teams 
working closely together to 
monitor trends and developments 
both locally and globally to 
assist in a cross-functional and 
holistic response to our customer 
propositions across our food and 
everyday needs ecosystem

Committee:

B

G

Macro risk factors

Macro risk factors are attributes, characteristics or exposures that 
increase the likelihood of a risk occurring. These are closely monitored 
as they are a cause of many of our material risks. Examples include:

Climate
The material risk areas impacted by climate include: 
strategy and transformation; customer; legal; 
regulatory and governance; product safety; supply 
chain and operational resilience; and sustainability. 

Cyber
The material risk areas impacted by cyber include: 
technology; customer; supply chain and operational 
resilience; privacy and data management; financial; legal; 
regulatory and governance and safety, health and wellbeing. 

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48

Sustainability

Technology

Our commitment to sustainability is 
based on our purpose, values, and 
ways of working and is core to how 
we conduct our business. We are also 
committed to protecting the rights of 
workers across our global supply chain.  

By focusing on how we manage 
our environmental impacts, our 
contribution to a healthier and more 
inclusive society, how we source our 
products, and how we protect the 
rights of workers, we will maintain 
our position as a responsible and 
trusted retailer.

Climate change related risks such as 
transition risk, physical infrastructure 
risk and food security risk could 
impact our business operations 
and negatively affect stakeholder 
and societal expectations if not 
managed appropriately.

Our risk management 
approach includes: 

•  monitoring our commitments 
within the Group Sustainability 
Plan 2025 with periodic 
progress updates reported to 
the Sustainability Committee 
and shareholders

•  monitoring our responsible 

Our technology environment is 
becoming increasingly complex with 
sophisticated cyber security threats, 
changing regulatory requirements, 
and business needs. This means 
we need to continuously evolve 
to prevent impacts of any breaches 
or disruption to critical business 
operations resulting from the loss 
of technology systems or services. 

Our risk management 
approach includes: 

•  continually enhancing our 

critical technology processes, 
and cyber control frameworks 
and standards supported by 
investment in technologies, systems, 
infrastructure, and capabilities to 
provide secure and stable platforms

• 

regular review, testing, and 
monitoring of our information 
technology infrastructure 
and applications to assess 
security threats, supported 
by full incident response and 
management programs

•  engagement of independent parties 
to provide assurance over the 
adequacy and strength of our cyber 
and security processes and controls

sourcing program to address 
human rights-related risks 
across our supply chain. 
Our programs include due 
diligence requirements for specific 
suppliers, plus self-assessments, 
audits, and contractual 
requirements

• 

formalising the technology 
third-party risk management 
framework to enable us to 
assess and monitor third parties’ 
general technology and cyber 
security controls

•  governance and oversight 

•  assessment and modelling 
of climate change scenarios 
which feeds into our operational 
resilience planning and 
decision making

Further detail on our material 
sustainability-related risks can be 
found on pages 50 to 57 as well as 
our Sustainability Report, available 
in September 2022.

Committee:

  B  

S

G

mechanisms to adapt to the 
ever-changing threats and 
regulatory requirements that 
support decisions and investment 
towards technology enablement, 
system availability, and 
information security

• 

replacing obsolete technology 
assets and migrating applications 
into the cloud

Committee:

B

R

G

Supply chain and 
operational resilience

Minimising interruption in our 
international and domestic supply 
chain means that we are able to 
maintain the availability of products 
and services to the customers and 
communities we serve. This includes 
understanding the physical impacts 
of climate change on our assets 
and operations.

Over the past 12 months the resilience 
of our supply chain has been tested 
as we responded to pandemic-related 
absenteeism and isolation, COVID 
lockdowns, extreme weather events, 
and geopolitical tensions.

Our risk management 
approach includes: 

• 

review and approval of the 
Group’s supply chain strategy 
and network plans by the Board 
with capital investment to build 
network resilience by optimising 
our distribution and customer 
fulfilment centres, transport 
operations, and last-mile deliveries

•  working closely with our supply 
chain and transport partners 
to respond to changes in 
our environment internally 
and externally, including the 
impacts of climate change

• 

forward-looking scenario and 
business continuity planning to 
manage the flow and distribution 
of product and maintain 
operations for natural disasters 
or pandemic-related events 

•  business resilience frameworks 
standards and tools to provide 
guidance on how we prevent, 
prepare and respond to, and 
recover from key events

•  monitoring and responding to key 
events that threaten the continuity 
of our operations through crisis 
and emergency management 
teams and protocols

Committee:

  B  

G

Financial

The Group is exposed to adverse 
movements in foreign exchange,  
interest and inflation rates 
that could impact profitability 
and the availability of liquidity. 
Liquidity management, including 
making timely payments to team 
members and suppliers, is an 
important operational requirement 
and necessary to support 
growth initiatives.

Our risk management 
approach includes: 

• 

regular monitoring of financial 
performance, including key 
performance metrics, and 
regular revision to short-term 
and longer-term financial targets 
to incorporate changes to the 
external market. Results are 
subject to external audits

•  conducting sensitivity analysis 

and scenario planning to define 
the Group’s funding headroom 
requirements and long-term liquidity 
position, including the Group’s ability 
to deliver strategic initiatives

•  where appropriate, establishing 
cross-functional working groups 
to monitor and respond to risk 
items. For example, the impact 
of inflationary pressures

•  managing specific treasury risks, 
interest rates, foreign currency, 
and counterparty risk in line with 
our approved treasury policy

•  having an insurance program 

that protects the Group against 
accidents, natural disasters, 
and other events. The Group 
has a range of externally placed 
insurance policies and self-insured 
programs which we monitor to 
help us pre-empt and mitigate 
risks and losses 

•  ongoing monitoring of new 

accounting, financial and tax 
regulations and implementing 
required changes to 
enable compliance

Committee:

B

A

G

Strategy and 
transformation

Legal, regulatory 
and governance

We aspire to create better 
experiences for a better tomorrow 
for our customers, team members, 
communities, and stakeholders. 
Our businesses come together 
to deliver on our purpose and 
strategic objectives in a competitive 
retail environment. 

Failure to execute our strategy 
may impact our ability to remain 
competitive and deliver our growth 
plans. As such, we manage strategy 
and transformation risks by working 
at pace and with agility and working 
end-to-end as one team.

Our risk management 
approach includes: 

•  considering risks in the operational 
and strategic planning rhythms, 
quarterly delivery cycles, and 
through our M&A activities. Review 
and approval of our strategies by 
the Board and regular updates on 
progress and developments of the 
approved strategy

•  having key management and 

governance forums to review and 
analyse key metrics and trends 
with regards to customer buying 
patterns, supplier metrics, team 
results, the competitive landscape, 
regulatory changes, future sales 
propositions, promotions, and 
marketing activities to monitor 
and adjust priorities

•  dedicated strategy teams and 

change management capabilities 
that assist with evaluating 
and mitigating the impact of 
continued and significant change 
on our operations and our team

The complexity and diversity of our 
business and retail environment 
means we are subject to a wide range 
of legal and regulatory requirements, 
including health and safety, product 
safety, employment, competition, 
anti-bribery and corruption, 
and anti-money laundering. 

Failure to comply with these 
requirements could negatively 
impact our team, customers, 
and operations, and expose the 
Group to investigations, legal claims, 
or litigation which may adversely 
impact our reputation and have 
financial impacts. 

Our risk management 
approach includes: 

•  having a compliance framework, 
business-specific operational 
compliance plans, and assurance 
programs, which support effective 
operations while managing our 
compliance obligations considering 
any emerging regulatory change 
and monitoring changes to existing 
laws and regulations 

•  dedicated Legal and Compliance 
teams who partner with our 
leaders to advise on and monitor 
legal, regulatory, and public policy 
changes, legal issues, and claims, 
and support innovative and 
new opportunities

•  our ethics reporting service 
(Speak Up) as well as a 
whistleblowing process where we 
actively encourage current and 
former team members, suppliers, 
and their families to report 
wrongdoing and breaches of the law

•  consideration of risks when 
developing significant 
projects through our risk 
in change framework

•  our code of conduct which 

provides a clear statement on 
our core values and includes 
doing the right thing

Committee:

B

G

•  new starter and annual 

compliance training programs 
which are required to be 
completed by all team members

Committee:

B

R

G

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50

Understanding 
our climate risk

Over the past 12 months, we have seen significant rain 
events causing widespread flooding across several parts 
of Australia, and La Niña events contributed to some of 
the wettest times on record on the east coast.

We continue to focus on increasing our understanding 
of the potential impacts of significant climate events, 
and climate change more broadly, on our business, 
and to implementing mitigation and adaptation actions 
to manage current and future risk according to our 
management framework. 

As Australia and New Zealand’s largest retailer, 
Woolworths Group has a major role in feeding millions 
of households each week and providing essential 
everyday needs. The short and long-term risks of 
climate change present us with potentially significant 
challenges to ensure our services remain available to the 
public, particularly following extreme weather events.

The latest Intergovernmental Panel on Climate 
Change (IPCC) reports tell us that the continued lack 
of global emissions reduction progress has increased 
the required rate of reduction to stay within a 1.5 
degree environment. We acknowledge that this will 
be a significant challenge. We have plans in place to 
reduce our operational (scope 1 & 2) emissions, and 
understand the different sectors in which our value 
chain (scope 3) emissions are generated, and how these 
could potentially reduce over time. We look forward to 
partnering with our suppliers, customers and industry 
more broadly to tackle this shared challenge.

Governance and risk 
management approach

The Woolworths Group Board is responsible for 
reviewing, appraising and approving the Group’s 
climate change strategy, targets and material 
investments to manage actual or potential 
climate-related impacts to the Group. The Board 
does so on recommendation from its Sustainability 
Committee. The Sustainability Committee reviews 
and monitors performance against our climate 
strategy and targets, reviews effectiveness of Group 
frameworks and policies in relation to climate change, 
and provides external perspectives of climate matters 
within the investment landscape. The CEO and Group 
Executive Committee, including the Chief Sustainability 
Officer, have accountability for the implementation 
of our climate strategy, and report progress to the 
Sustainability Committee quarterly.

The Group Sustainability team includes a dedicated 
General Manager with responsibility for our climate 
strategy, and has a robust process in place for 
measuring and tracking emissions which are reported 
to the Group Executive Committee and Sustainability 
Committee on a quarterly basis. 

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Woolworths Group Board
Responsible for reviewing and appraising the Group’s climate change strategy, 

policies and performance, approving actions where necessary.

Sustainability Committee
The Sustainability Committee monitors 

progress against the climate change strategy, 

and is responsible for reviewing and endorsing 

Audit and Finance 
Committee 
The Audit and Finance Committee has 

oversight of ﬁnancial reporting, ﬁnancial 

our targets to manage actual or potential 

disclosures and the Group's accounting policies.

climate-related impacts to the Group.

Risk Committee 
The Risk Committee has oversight 

of the risk management framework 

and the Group risk proﬁle.

CEO and Group Executive Committee
The CEO and Executive Committee, including the Chief Sustainability Ofﬁcer, have accountability for the 

implementation of our climate change strategy, and report progress to the Sustainability Committee quarterly.

Group Sustainability
Responsible for driving climate risk and 

Heads of business units
Responsible for identifying, assessing, responding 

Woolworths360
Responsible for energy efﬁciency and 

opportunity identiﬁcation across the business, 

to, managing, and reporting upon climate risks

managing the Board-endorsed energy 

and preparing our sustainability disclosures, 

within their scope and implementing

strategy targeting supply, demand 

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including reporting in line with 

appropriate risk treatment.

the TCFD recommendations and quarterly 

Sustainability Committee reporting.

and innovation opportunities to 

reduce our carbon emissions.

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Woolworths Group maintains a system to address and proactively manage risk in accordance with relevant 
legislation, regulatory obligations, shareholder expectations and good corporate governance principles. 
Climate-related risks and opportunities are identified through the Woolworths Group risk management 
process in line with our risk management framework (RMF). The RMF, which has regard to the ISO 31000 risk 
management standards, sets out our commitment and approach to identifying, assessing, responding to, 
managing and reporting risks that could impact the Group. Our Group Risk team provides us with independent 
oversight and advice on risk management practices and monitoring risk within agreed tolerances.

Climate change has been identified as a causal risk factor that could contribute to multiple material risks. As 
a result, climate-related scenarios are assessed and monitored in line with the RMF. The Risk Committee has 
oversight of the RMF and the Group risk profile. Governance is supported by the Woolworths Group Executive 
Committee and relevant committees and forums across the Woolworths Group. Specific oversight of climate 
risk is managed by the Sustainability Committee.

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Strategy and risk management

Climate scenario analysis update

Our climate change strategy has been endorsed by the Woolworths Group 
Board and covers the following five pillars:

1   Reduce and green our power use

 –

Implementing energy efficiency improvements across our network of stores and offices, 
and optimising new design and construction across our distribution centres

 –

Sourcing 100% renewable electricity across the Group by 2025

2  

Introduce low-carbon tech and practices

 – Upgrading to low global warming potential (GWP) refrigeration systems across our store 

network. By 2030, over two thirds of our stores will use this technology

 –

Testing zero emissions transport solutions across our fleet

3  

Increase resilience in our value chain

 – Assessing climate risks and opportunities associated with physical, transition and food 

security risks, and how these impact our customers, suppliers and operations

 – Adopting resilience measures to address acute and chronic physical risks. For example, 
stores with high risk of power outages are supported by backup or portable generation

 – Working with our suppliers to increase food production resilience, in conjunction with 

our nurturing nature strategy

4   Support industry, customer and team carbon neutrality

 – Enabling our customers and team to reduce their emissions through information and 

education campaigns to inspire responsible use of natural resources

 –

Supporting suppliers in their own decarbonisation efforts

5   Support community climate change resilience

 – Providing direct support for natural disaster affected communities through our 

Woolworths Group S.T.A.N.D program

 – Mitigating the impact of store closures and helping to maintain stock where it is needed 

through physical store and network resilience 

We aim to reduce our scope 1 and 2 emissions by 63% from our 2015 baseline by 2030, and our scope 3 
emissions by 19%. These targets were validated by the Science Based Targets initiative (SBTi) in 2020. 
As SBTi requires organisations to regularly review their progress and baselines, Woolworths Group is 
in the process of submitting our targets for re-validation. Our emissions reporting this year includes 
the demerger of Endeavour Group and the acquisitions of PFD Foods and Quantium. We operate as 
a Group and have a single emissions reduction target and climate change strategy. Our aspiration 
towards an absolute net positive goal does not change.

Further information in relation to our climate change strategy, and our progress on these initiatives, 
is set out in our Sustainability Report, available from September 2022.

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Overview
Following our initial scenario analysis work completed in 2020, in the last 12 months we completed a significant update 
to further enhance our understanding of the risks that the changing climate poses to our business. We examined four 
physical climate scenarios and associated changes in 2030 and 2050; selected based on plausible warming pathways 
referenced by the IPCC, bounded by a low warming pathway representing a 1.5 degree world, and a high warming 
pathway representing a 4.5 degree world (IPCC, Climate Change 2021, The Physical Science Basis). The in-between 
scenarios represent trajectories closer to the current rate of emissions and existing national and global policy 
commitments (representing 2–3 degrees of warming).

Key policy and development assumptions were drawn from the Shared Socioeconomic Pathways (SSPs) used in the IPCC 
Sixth Assessment Report; where possible adapted to Australian trajectories. This included use of the latest Australian 
Energy Market Operator (AEMO) Integrated Service Plan 2022 to inform emissions from grid electricity as well as electric 
vehicle take up. Further national parameters were drawn from the CSIRO’s Australian National Outlook. Carbon pricing 
varies by each SSP, which allocates a value required to meet global emissions reduction levels.

A single ‘middle of the road’ shared socioeconomic pathway (IPCC reference SSP2) was used across all four climate 
scenarios to enable focus on the climate-related variables. Under this ‘middle of the road’ pathway, our customers 
demand a wide range of healthy and convenient products. Globally, consumer demand for sustainable products is 
maintained, whereas animal protein consumption grows. In order to test the impact of varying global population growth 
on the food supply chain and food security, sensitivity analysis was undertaken using projections from SSP1 and SSP3.

Finally, Woolworths Group-specific inputs were common across all scenarios; material inputs included: application of our 
current climate change strategy, a consistent market share, forecasts of store growth and store mix, and existing data on 
store closure impacts relating to historic extreme weather events.

As we develop our approach to climate scenario analysis, we have kept our analysis limited to Woolworths Supermarkets 
and Metro Food Stores, which comprises approximately 80% of Group revenue. We will expand this in future iterations.

A more detailed table of assumptions associated with each scenario is provided at the end of this section under 
Key assumptions.

A note on scenario analysis: A scenario describes a plausible, but hypothetical, path of development leading 
to a particular future outcome. Scenarios are not forecasts or predictions – they are ‘what if’ narratives designed 
to inform and challenge strategic thinking.

Climate scenario themes and opportunities

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To analyse the potential impact these climate scenarios have on our business and our customers, we looked at three 
key themes across transition, physical infrastructure and food security. Below we present insights as well as mitigation 
approaches and opportunities.

Overall position
The climate scenario analysis indicated that our future business could evolve into one with near-term transition risks 
coupled with increasing physical infrastructure and food security risks due to climate change. Our near-term transition 
risks are partially mitigated through our existing emissions reduction approaches across energy and refrigerants in 
particular. Physical infrastructure risk – borne out by recent severe flooding events – will increase over time. This will 
require further consideration of our supply chain, in addition to the supermarket initiatives already in place, particularly 
in northern Queensland. For example, the expansion of our Townsville distribution centre and the decision to hold safety 
stock levels enabled northeast Queensland supermarkets to continue to be serviced while major supply routes from 
interstate were interrupted. Food security represents a more significant challenge for both Woolworths Group and the 
Australian food sector more broadly, requiring mitigating actions to be taken in order to retain the breadth of range 
and value for money provided for our customers. Driving a robust ongoing food security position – underpinned by our 
product portfolio and sourcing approaches – is key to our future competitiveness, and will represent a particular focus as 
our climate resilience strategy is evolved in future iterations.

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Changes to risk under the lower and higher warming scenarios

Risk themes, what we already do, and further opportunities

The table below explores the risks to our Group resulting from the transition and physical impacts modelled in the lower 
and higher warming scenarios.

RISK CHANGES IN A 1.5 DEGREE SCENARIO

RISK CHANGES IN A 4.5 DEGREE SCENARIO

THEME

MITIGATION AND OPPORTUNITY

Our existing business strategy is already closely aligned 
with a lower warming scenario that sees more aggressive 
transition to a low carbon economy. 

A residual level of operational emissions in both 2030 
and 2050 will add some cost burden due to a carbon price, 
if not addressed. In our value chain, carbon pricing would 
also increase the cost of goods and transport, requiring 
consideration of how these costs are managed.

Two positive outcomes in the lower warming scenario relate 
to technology and market opportunities. 

The acceleration in zero emissions transport will see earlier 
commercial availability of light, medium and heavy vehicles. 
Given we are working toward identifying a pathway to 
decarbonise our fleet, earlier commercial availability of cars, 
light vehicles and trucks will help achieve this. 

Considering market opportunities, a continued increase 
in consumer preference toward lower carbon intensity 
products (combined with complementary concerns around 
animal welfare, and broader nature- and biodiversity-based 
awareness) would further validate the existing goals of 
the Woolworths Group Sustainability Plan.

Under the higher warming pathway, a larger number 
of themes drive increases in risk.

A slow pace in availability of zero emissions technology 
makes our net positive commitment more challenging, 
most clearly across our transport operations.

There is a noticeable, albeit modest increase in expected 
weather-related interruptions to our supermarkets; 
in future iterations of our analysis we will seek to 
understand whether physical disruptions to our 
supply chain will have more of an impact.

Climate-impacted food security represents our most 
uncertain risk, and this is most noticeable in a high 
warming scenario. Globally, areas harvested increase, 
but yields decrease due to a variety of climate-related 
factors. These impacts will already be felt by 2030 and 
more so by 2050. 

Physical – Operations

In a lower warming world we still anticipate 
a mild increase in store exposure because 
of existing and predicted changes to physical 
climate while any anthropogenic net 
emissions remain.

Store revenue impacts due to increased 
fire and rain events are real, but not materially 
significant in the context of our total store 
portfolio. In 2030, less than one store day per 
year could be affected by extreme weather, 
and in 2050, approximately two store days 
per year.

Substantial growth in online shopping occurs 
across all scenarios and will likely change the 
mix of asset types that require climate resilient 
design. While most supermarket locations 
are situated within leased shopping centres, 
Woolworths Group has more responsibility 
and control over online customer 
fulfilment centres.

Transition – Policy and legal

Aggressive mitigation policies may increase 
the costs of electricity, fuel and raw materials.

A residual risk associated with our net 
emissions increases under the lower 
warming scenario, and more so once 
the emissions associated with our 
value chain are considered.

Transition – Technological

Delayed adoption of new technologies 
could reduce our competitiveness. This is 
evident through the lack of opportunities to 
decarbonise transport in the short to medium 
term, particularly within the Australian and 
New Zealand markets.

Previous climate scenario work and store-level engineering reviews 
have identified more than 12 focus impacts and identified existing 
measures to mitigate these current risks. For example, we are 
working through the following actions:

•  Stores in the monsoonal north are built to standards addressing 

cyclone risk 

•  Stores with high risk of power outages have back up generation 

or portable generator connection points 

•  Flood barriers in stores in flood prone areas

•  Rainwater harvesting in high stress water areas

Chronic factors such as increases to average temperatures and 
in turn higher energy use are being addressed through ongoing 
improvements to store refrigeration design.

Increasing resilience in our supply chain is evident through our 
evolving network planning process, for example the Townsville 
distribution centre was expanded due to the risk of this region 
becoming isolated due to extreme weather.

In future years we will extend our climate risk analysis to cover our 
logistics supply chain in relation to factors such as extensive railroad 
and/or trucking route disruptions and warehouse disruptions.

Our current renewable electricity and refrigerant transitions strategy 
addresses 80–90% of our operational (scope 1 and 2) emissions that 
would otherwise be exposed to a potential carbon price.

Our recently launched program to work with our suppliers to 
address our scope 3 supplier emissions will help us understand 
and quantify the opportunities to reduce emissions across 
key commodities. We have also joined the Climate Leaders 
Coalition and are contributing as part of the scope 3 workstream, 
which looks to understand and address common challenges 
with scope 3 measurement and management.

Our existing climate strategy has delivered an ongoing rollout 
of onsite renewable energy and low-GWP refrigeration.

This year’s commitment to develop a group-wide transport 
decarbonisation plan will provide us with a clearer picture of the 
opportunities to reduce fleet emissions.

In an aggressive transition we would anticipate faster availability of 
zero emission transport opportunities to meet our goals. In contrast, 
in a much slower uptake of low carbon technology in the high 
warming scenario, lack of zero emission transport will make 
achievement of our goal more challenging.

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THEME

MITIGATION AND OPPORTUNITY

Building a more climate resilient future

Transition – Reputational

Customer expectations for sustainable 
products continue to build, as do investor 
expectations for corporate behaviour.

Transition – Market

Consumer preferences could affect our mix 
of product sales and revenue.

A continued increase in consumer preferences 
toward lower carbon intensity products 
complements growing concerns around 
animal welfare, and broader nature and 
biodiversity-based awareness.

Food security

Our latest modelling suggests 
climate-impacted food security represents 
a material and uncertain risk for the 
Australian grocery market, and despite 
Australia producing far more than we 
consume, our prices for many of our 
categories are tightly linked with global 
markets. In the absence of improved farming 
techniques, the future agricultural system 
will likely evolve into one where the areas 
harvested increase, but yields decrease 
due to a variety of climate-related factors. 

As a result, while Australians will be able to 
continue to access the food that they require, 
the associated costs could accelerate in real 
terms and could impact our competitiveness.

We continue to engage with our stakeholders through our Voice 
of Customer, Team, and Supplier channels. Our disclosure of 
climate-related risk continues to increase via our first dedicated 
TCFD update in the 2022 Annual Report.

Independent recognition, such as Woolworths Group’s recent 
third place ranking in a Global retailers sustainability maturity 
survey by Boston Consulting Group and World Retail Congress, 
helps to provide confidence that we are making good progress. 

We regularly have targeted meetings with investors on sustainability 
to get direct feedback. Ongoing reputational performance will 
be determined using the RepTrak measure that regularly tracks 
corporate reputation and includes a score for ESG performance 
and initiatives, and is linked to remuneration.

We conduct monthly customer research which points to growing 
momentum towards less carbon intensive products. This implies 
a need to decarbonise across all product categories, with the early 
focus on high emissions intensity livestock-based commodities. 
Our work in sustainable protein is an example of the opportunities 
created by leveraging these consumer preferences. 

As Australia’s largest grocery supplier, we have both a responsibility 
and an ability to manage this risk via our strong supplier partnerships.

Early progress in this area includes the recent launch of our 
nurturing nature strategy which addresses the future of protein, 
nature-climate co-benefits, and our recently launched value chain 
emissions program to understand and work to reduce our scope 3 
supplier emissions.

We will continue to analyse food security risks in future iterations 
of our climate resilience modelling. Outcomes will help inform 
a more flexible and resilient range portfolio strategy, with a 
focus on commodities identified as having the greatest supply 
security challenges.

More information will be outlined in our Sustainability Report, 
which will be released in September

We continue to focus on monitoring, managing and reducing, where possible, greenhouse gas emissions of our 
operations, and we are working to enhance our understanding of, and to address, the risks and opportunities created 
by climate change for our business.

Extending our analysis to cover all parts of the Group and wider value chain, and continuation of climate change adaptation 
planning across our own operations is a multi-year commitment.

Our focus for the next 12 months will be in the areas of:

•  Performing a more detailed assessment of climate risk for specific commodities – allowing portfolio mitigation and 

adaptation plans to be devised for particularly challenged areas

•  Commencement of climate change resilience plans for our logistics networks and physical infrastructure

• 

Integrating our improved understanding of food security risk into our portfolio risk mitigation strategies to minimise 
exposure to food security impacts. 

Finally, and in acknowledgement of the growing momentum connecting climate change to broader impacts on nature 
and biodiversity, we are a member of the Taskforce for Nature-related Financial Disclosures (TNFD) Forum supporting the 
consideration of evolving nature-related risks in global supply chains. As this space evolves we will monitor and where 
possible integrate our climate and nature-stewardship strategies.

Key assumptions

The following table presents key assumptions informing our latest climate scenario analysis.

SCENARIO

1.5 DEGREE SCENARIO

2.0 DEGREE SCENARIO

2.7 DEGREE SCENARIO

4.5 DEGREE SCENARIO

IPCC reference, socioeconomic 
pathway and carbon pricing

SSP1-1.9

SSP1-2.6

SSP2-4.5

SSP5-8.5

Australia and global  
population values

SSP2, with sensitivity analysis based upon population growth according to SSP1 
(low growth) and SSP3 (high growth). 

AEMO  
Draft 2022 Integrated System Plan 1

Australian National  
Outlook (CSIRO) 2

Step change

Progressive change Slow change

Slow change

Green and Gold

Thriving Australia

Slow decline

Slow decline

Woolworths Group inputs

As these relate to business strategy, they are the same across all scenarios:

• 

100% renewable electricity by 2025

•  Existing emissions transition plans (e.g. green electricity, 

lower emissions refrigerants)

•  Store growth and mix as well as product mix integrated with existing 

business forecasts

•  Consistent market share

•  Existing revenue impacts to stores based on extreme weather-related closures

1  Australian Energy Market Operator, Draft 2022 Integrated System Plan, December 2021.
2  Australian National Outlook 2019 Technical report, CSIRO, April 2019.

A complete reference table on Woolworths Group TCFD content and the location of information relating to governance, 
strategy, risk management and metrics and targets will be available in the 2022 Sustainability Report Appendix, released 
September 2022. These disclosures will continue to be refined in the future as we progress our work in this area.

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Governance

Good corporate governance is central to our approach to creating 
sustainable growth and enhancing long-term shareholder value. Woolworths 
Group is committed to the highest standards of corporate governance.

Our ambition goes beyond legal compliance. Our purpose of we create better experiences together for a better tomorrow 
shapes our commitment to better meet the needs of our customers, teams and key stakeholders. 

Woolworths Group has followed each of the recommendations of the ASX Corporate Governance Council’s Corporate 
Governance Principles and Recommendations (4th edition) throughout the reporting period. Further details of the 
key corporate governance policies and practices of Woolworths Group during the year are set out in the Corporate 
Governance Statement, which is available on the Woolworths Group website: www.woolworthsgroup.com.au 

The members of the Board of Directors and the current composition of the Board’s Committees are set in the Board 
of Directors section. Further information about their skills and experience is set out on pages 59 to 62. 

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Board skills and experience

The Woolworths Group Board comprises directors with a diverse range of skills, experience and backgrounds to support 
the effective governance and robust decision-making of the Group, with a particular focus on the key desired areas listed 
below. An assessment of the optimum mix of these skills and experience takes place at least annually, noting not all 
directors are expected to hold advanced capability in every area. In addition to skills and expertise, we consider personal 
attributes of directors as an element of the non-executive director renewal process, and the annual Board performance 
review process, to continuously enhance director engagement, interaction and effectiveness. A summary of the key skills 
and experience of the current directors against those identified in the skills matrix is set out below:

Directors with 
skill/experience

Skill/Experience

Summary

Retail markets

Extensive experience in retail, knowledge and 
experience of customer outcome focused 
transformation in the food, drinks or general 
merchandise sectors, including global experience

Governance

Demonstrated experience in, or a commitment 
to best practice corporate governance standards

Risk 
management

Expertise and experience anticipating, identifying and 
managing key risks, including financial, non-financial and 
emerging risks and monitoring the appropriateness and 
effectiveness of risk management frameworks and controls

Strategic 
thinking

Sustainability

Digital data 
and innovation

Financial 
acumen

Culture, 
people and 
remuneration

Expertise and experience in identifying and critically 
assessing strategic opportunities and threats, including 
constructively questioning and challenging business 
plans and overseeing successful transformation execution 
in large, complex organisations to create sustained, 
resilient business outcomes

Knowledge, experience, and commitment to social and 
climate responsibility, including in relation to sustainability, 
governance, climate change, carbon emissions reduction, 
human rights and responsible sourcing to create 
long-term sustainable value and benefits

Expertise and experience in innovation, adoption and 
implementation of new technologies, digital disruption, 
leveraging digital technologies, understanding the use 
of data and data analytics, and accelerating digital, 
eCommerce and convenience propositions responding 
to rapidly increasing demand

Proficiency and expertise in capital management, 
financial accounting and corporate reporting, including 
understanding the key financial drivers of the business 
and the ability to probe the adequacies of internal financial 
controls and systems

Experience in organisational culture and overseeing 
the operation of consequence management frameworks, 
people management and succession planning, setting 
strategy linked remuneration and reward frameworks, 
end-to-end remuneration governance and promoting 
diversity and inclusion

Regulatory and 
public policy

Expertise identifying and managing legal, regulatory, 
public policy and corporate affairs issues, including 
professional experience working or interacting with 
government and regulators

7/9

9/9

9/9

9/9

8/9

8/9

9/9

9/9

7/9

Board gender 
diversity

  Female 

  Male 

56%

44%

Board tenure

  0–3 years 

22%

  3–6 years 

11%

  6–10 years  67%

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78%

Board global 
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International 
business experience 
and exposure 
to different political, 
cultural, regulatory 
and business 
environments

 
 
 
 
 
 
 
 
 
60

Board of 
directors

Key:

B

A

N

Board

Audit and Finance 
Committee

Nomination Committee

P

R

S

People Committee

Risk Committee

Sustainability 
Committee

Denotes Chair of  
Board/Committee

Denotes member 
of Board/Committee

Gordon Cairns  B   A   N   P   R   S

INDEPENDENT CHAIR

MA (Hons) 

Appointed: 1 September 2015

Background and experience: Gordon has extensive Australian and 
international experience as a chair, director and senior executive. 
He has over 30 years of food and retail experience, including his time 
as Chief Executive Officer of Lion Nathan, and as a senior manager 
in marketing, operations and finance roles with PepsiCo, Cadbury 
and Nestle.

Other roles: Previously Chair of Origin Energy (Chair from October 
2013 to October 2020, Director from 2007 to October 2020), Director 
of Macquarie Group and Macquarie Bank (2014 to May 2021), Chair 
of David Jones and Rebel Group, Director of Westpac Banking 
Corporation and a senior advisor to McKinsey & Company.

Brad Banducci  B
MANAGING DIRECTOR AND CHIEF EXECUTIVE OFFICER 

MBA, LLB, BComm (Acc) 

Appointed: 26 February 2016

Maxine Brenner  B   A   N   R  
INDEPENDENT NON-EXECUTIVE DIRECTOR

BA, LLB 
Appointed: 1 December 2020

Background and experience: Brad was appointed Managing Director 
of Woolworths Food Group in March 2015 followed by Chief Executive 
Officer of the Group in February 2016. Prior to his appointment, he was 
Director of the Group’s Drinks business between 2012 and March 2015. 
Brad joined the Group in 2011 after the acquisition of the Cellarmasters 
Group. He was Chief Executive Officer of Cellarmasters from 2007 to 
2011. Prior to this, he was the Chief Financial Officer and Director at 
Tyro Payments and a Vice President and Director with The Boston 
Consulting Group, where he was a core member of their retail 
practice for 15 years. 

Background and experience: Maxine has extensive corporate advisory 
experience, particularly in mergers and acquisitions and corporate 
restructures. She is a former Managing Director of Investment Banking 
at Investec Bank (Australia) Limited. She also practised as a corporate 
lawyer with Freehill Hollingdale & Page (now Herbert Smith Freehills) 
and spent several years as a lecturer in the Faculty of Law at both the 
University of NSW and the University of Sydney.

Other roles: Director of Orica Limited (since April 2013), Qantas 
Airways Limited (since August 2013), Origin Energy Limited 
(since November 2013) and a member of the University of NSW Council. 
Previously a Director of Growthpoint Properties Australia Limited 
(March 2012 to November 2020).

Jennifer Carr-Smith  B   N   P   S
INDEPENDENT NON-EXECUTIVE DIRECTOR

BA Economics, MBA

Appointed: 17 May 2019 
(Term expires 2022 AGM)

Philip Chronican  B   A   N   P   R
INDEPENDENT NON-EXECUTIVE DIRECTOR 
BCom (Hons), MBA (Dist), GAICD, SF Fin

Appointed: 1 October 2021

Holly Kramer  B   N   R   S
INDEPENDENT NON-EXECUTIVE DIRECTOR

BA (Hons), MBA

Appointed: 8 February 2016 
(Term expires 2022 AGM)

Background and experience: Jennifer is a seasoned board 
director and online retail executive with experience across 
organisations undergoing rapid growth and transformation in 
a number of sectors, including consumer packaged goods, apparel 
and grocery. Jennifer has over 25 years' experience with diverse 
organisations from start-ups to large global companies. She is currently  
Chief Operating Officer of Athena Consumer Acquisition Corporation. 
She has previously held roles as Senior Vice President, General 
Manager of North America Local at Groupon and President and CEO 
of Peapod, an online grocery delivery service.

Other roles: Chair of Blue Apron since September 2021 (Director since 
October 2020), Director of Full Harvest (since January 2020) and Perdue 
Farms (since February 2019).

Background and experience: Philip has extensive strategic, financial and 
management expertise. He has around 40 years of experience in banking 
and finance in Australia and New Zealand. He was responsible for the Retail 
and Commercial business of the Australia and New Zealand Banking Group 
Limited (ANZ) in Australia. Prior to joining ANZ, Mr Chronican had a long 
career at Westpac Banking Corporation (Westpac), where he established 
his role in Australian banking as the Group Chief Financial Officer of 
Westpac and Group Executive of its Institutional business consecutively. 
At ANZ he was CEO Australia responsible for the bank’s retail and 
commercial businesses from 2009 to 2015. He also served as NAB Interim 
Group CEO from 1 March 2019 to 14 November 2019. Mr Chronican also has 
broad experience in M&A activity and post-merger integration, and has 
taken an active and public role in advocating for greater transparency and 
ethics in banking and promoting workforce diversity.

Other roles: Chair of NAB since November 2019 (Director since May 2016).

Background and experience: Holly is an experienced Non-executive 
Director and chief executive, with extensive experience in retail and 
consumer markets across a range of industries. She has long been an 
advocate for gender equality, business ethics/culture and sustainability. 
She is the former CEO of Australian retailer, Best & Less. She has more 
than 25 years of experience in general management, marketing 
and sales, including roles at the Ford Motor Company (in the US and 
Australia), Telstra Corporation and Pacific Brands. In her role as Chair of 
the Board Sustainability Committee, Holly is engaged with numerous 
external organisations, primarily focused on the issues of natural 
capital, food security/waste, human rights and consumer education. 

Other roles: Director of Endeavour Group Limited (since June 2021), 
Fonterra Co-operative Group Limited (since May 2020), Abacus Property 
Group (since December 2018) and Pro Chancellor of Western Sydney 
University (since January 2018). Previously Deputy Chair of Australia 
Post and Director of AMP Limited (October 2015 to May 2018).

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Siobhan McKenna  B   A   N   P
INDEPENDENT NON-EXECUTIVE DIRECTOR

B.Ec (Hons), MPhil

Appointed: 8 February 2016 
(Retiring 2022 AGM)

Background and experience: Siobhan has a significant international 
background in strategy and policy in the public and private sectors. 
As a CEO, she has led consumer-facing businesses in the media and 
digital sectors. She was a Commissioner of the Australian Productivity 
Commission and Partner of McKinsey & Company. Siobhan is currently 
CEO Broadcasting, News Corp.

Other roles: Chair of Foxtel, Fox Sports and Australian News Channel, 
Director of Amcil (since March 2016) and Nova Entertainment.

Scott Perkins  B   A   N   R   S
INDEPENDENT NON-EXECUTIVE DIRECTOR

BCom, LLB (Hons)

Appointed: 1 September 2014

Background and experience: Scott is an experienced public company 
director and has extensive Australian and international experience as 
a leading corporate adviser on strategy, mergers and acquisitions and 
capital markets matters. He held senior executive leadership positions 
at Deutsche Bank from 1999 to 2013. These included Managing 
Director and Head of Corporate Finance for Australia and New Zealand, 
membership of the Asia Pacific Corporate and Investment Bank 
Management Committee and Chief Executive Officer of Deutsche 
Bank New Zealand.

Other roles: Chair of Origin Energy since October 2020 (Director since 
September 2015) and Brambles (since June 2015).

Kathryn (Kathee) Tesija  B   N   P   S
INDEPENDENT NON-EXECUTIVE DIRECTOR

BSRMM (Fashion Merchandising)

Appointed: 9 May 2016
(Term expires 2022 AGM)

Background and experience: Kathee has extensive retailing 
experience in the US market, particularly in merchandising and supply 
chain management. During a 30 year executive career with Target 
Corporation in the US, she served as Chief Merchandising and Supply 
Chain Officer and Executive Vice President. Kathee continued her 
involvement in Target as a strategic advisor until 2016. Ms Tesija was 
a Director of Verizon Communications, Inc. (from 2012 to May 2020).

Other roles: Director of the Clorox Company (since May 2020) and 
a senior advisor and consultant for Simpactful, a retail consulting 
agency in the US.

Michael Ullmer AO
INDEPENDENT NON-EXECUTIVE DIRECTOR

BSc (Maths) (Hons), FCA, SF Fin

Appointed: 30 January 2012
Retired: 27 October 2021

Background and experience: Michael has extensive strategic, 
financial and management expertise. He was Deputy Chief Executive 
at National Australia Bank (NAB) from October 2007 until he stepped 
down from the Bank in August 2011. He joined NAB in 2004 as 
Finance Director. Prior to NAB, Michael was Chief Financial Officer 
and then Group Executive for Institutional and Business Banking 
at Commonwealth Bank of Australia. Before that he was a Partner 
at accounting firms KPMG and Coopers & Lybrand.

Other roles: Chair of Lendlease Group since November 2018 
(Director since December 2011).

Group Executive 
Committee

Brad Banducci
CHIEF EXECUTIVE OFFICER

Biography available in Board of Directors, refer to page 60.

Amanda Bardwell
MANAGING DIRECTOR, WOOLIESX

Amanda Bardwell was appointed Managing Director of WooliesX 
in May 2017.  WooliesX includes Woolworths Digital and Media, B2C 
eCommerce and Everyday Rewards. Amanda started her retail career 
in Queensland working for a food retail franchise for five years before 
joining Woolworths Group in 2001. During her time at Woolworths, 
Amanda has worked across both the Supermarket and Drinks 
businesses. Amanda has held positions in both general management 
and specialist senior executive roles across omni-channel retailing, 
eCommerce, marketing, buying, private label, and business 
development. Amanda has an MBA from University of New South 
Wales and a Bachelor of Business from the University of Technology 
Queensland and is a member of Chief Executive Women.

Christian Bennett
CHIEF REPUTATION OFFICER

Christian Bennett has 25 years of experience in senior 
government-related roles, across both private and public sectors.

Christian joined Woolworths Group in November 2017. Previously, 
he has led government relations efforts for General Electric Inc across 
Southeast Asia, Australia and New Zealand, for BHP Billiton Ltd and 
was Group Executive of Public Affairs at Santos Ltd.

In government, Christian spent 14 years in Australia's diplomatic 
service, including postings in southern Africa, Asia and the United 
States and secondments into the Office of the Foreign Minister 
and the Department of Prime Minister & Cabinet.

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64

Guy Brent
MANAGING DIRECTOR, 

WOOLWORTHS FOOD COMPANY

Natalie Davis
MANAGING DIRECTOR, WOOLWORTHS SUPERMARKETS

Stephen Harrison
CHIEF FINANCIAL OFFICER

Andrew Hicks
CHIEF MARKETING OFFICER

Guy Brent was appointed Managing Director, The Woolworths Food 
Company in August 2019. Prior to this, Guy was Director of BWS 
from August 2014, and before that, was the General Manager of 
Pinnacle Drinks which he was responsible for setting up in July 2012. 
Guy joined Woolworths Group in April 2011 after the acquisition of 
the Cellarmasters Group, where he was Chief Financial Officer from 
2007 to 2011. Before that, Guy was a Commercial Director at Optus for 
two years after emigrating from the UK to Australia in 2005. Guy is 
a qualified Chartered Accountant and has a BSC from the University 
of Bristol in the UK. Guy is also a non-executive Director of OzHarvest, 
Woolworths Group’s main food relief partner.  

Natalie Davis was appointed Managing Director of Woolworths 
Supermarkets in October 2020. Prior to this, Natalie was Managing 
Director, Woolworths New Zealand from July 2018, and before that, 
Chief Customer Transformation Officer, Woolworths Group from May 
2017, leading the development of the Group's Customer 1st strategies, 
transformation and culture. Natalie joined the Group in July 2015 
as Director of Customer Transformation, Food Group. Before joining 
Woolworths, Natalie was a Partner at McKinsey & Co, where she worked 
in the UK and Australia for 15 years advising on strategy and commercial 
transformation. Natalie holds an MBA from INSEAD France, and Bachelor 
of Commerce and Law degrees with Honours from the University 
of Sydney. Natalie is also a member of Chief Executive Women.

Stephen Harrison was appointed Chief Financial Officer of Woolworths 
Group in August 2019. Prior to his appointment, Stephen held the 
role of Finance Director for Australian Food from July 2015 and before 
that, was Finance Director for Endeavour Drinks from July 2013. 
Before joining the Group in 2013, Stephen worked for a number of 
leading FMCG businesses in Australia and New Zealand, including 
as Finance Director for Valspar ANZ (formerly Wattyl Paints) and 
Finance Director for Bluebird Foods in New Zealand, a subsidiary 
of PepsiCo. Stephen also spent time working for PepsiCo in Australia 
and prior to that worked for Foster’s for four years. Stephen is 
a Chartered Accountant, spending over a decade with KPMG, 
following his graduation from Macquarie University.

Andrew Hicks was appointed Chief Marketing Officer, Woolworths 
Group in June 2019. Andrew was previously Director of Marketing, 
Food Group and Supermarkets since November 2015. Prior to this, 
Andrew was General Manager, Marketing, Woolworths Liquor Group 
from 2012, leading the transformation of the BWS brand and extending 
Dan Murphy's lead as Australia's most iconic drinks retail brand. 
Andrew originally joined the Group in 2008 as National Marketing 
Manager of Dan Murphy's. Prior to Woolworths Group, Andrew was the 
National Marketing Executive for Musica in South Africa. Andrew has 
a Bachelor of Social Science and Marketing Honours degrees from 
the University of KwaZulu-Natal as well as a Diploma in Advertising 
(Copywriting) from The Red & Yellow School.

Alex Holt
CHIEF SUSTAINABILITY OFFICER

Alex Holt was appointed Chief Sustainability Officer of Woolworths 
Group in June 2021. Prior to this, Alex oversaw the group’s sustainability 
portfolio as General Manager of Sustainability, Health and Quality 
from April 2016. Alex joined Woolworths Group in 2011 from Tesco 
having worked across a number of roles in business improvement, 
buying and category management. Alex is also a non-executive 
director of Foodbank Australia, one of Woolworths Group’s key 
hunger-relief partners.

John Hunt
CHIEF INFORMATION AND REPLENISHMENT OFFICER

Von Ingram
CHIEF CUSTOMER TRANSFORMATION OFFICER

Annette Karantoni
CHIEF SUPPLY CHAIN OFFICER & MANAGING 

DIRECTOR, PRIMARY CONNECT

John Hunt joined Woolworths Group in 2017 as Chief Information 
Officer and was appointed Chief Information and Replenishment 
Officer in September 2021.  A graduate from the Cape Peninsula 
University of Technology, John spent over 25 years at Woolworths 
Holdings Limited, South Africa where he held a range of senior IT and 
core retail leadership roles, including CIO and Senior Executive for 
Food Planning and Value Chain. A retailer through and through, John 
is passionate about how information technology is fully leveraged to 
power innovation, enable our teams and to ensure our customers have 
the best shopping experience. 

Von Ingram joined Woolworths Group as Chief Customer Transformation 
Officer in July 2018, leading transformation and Customer 1st strategy 
for Woolworths Group. Prior to this, Von was Managing Director 
and Partner at The Boston Consulting Group, working in Australia 
and US retail for 10 years, leading strategy, customer insight and 
retail transformation roles across a range of retail players in food 
and general merchandise. Von holds an MBA from Melbourne 
Business School and has also completed a Bachelor of Commerce, 
with First Class Honours from the University of Western Australia.

Annette Karantoni was appointed Chief Supply Chain Officer of 
Woolworths Group and Managing Director of Primary Connect 
in October 2021. Prior to this, Annette was Director of B2C eCommerce 
within WooliesX. Annette has spent the last 20 years working in various 
leadership roles across Woolworths Group. Annette’s roles over the 
years have included eCommerce, logistics, buying, marketing and 
replenishment. Annette also led the redesign of the Group’s supply 
chain network. Passionate about our customers and team, Annette 
brings a wealth of experience and passion to the Group Executive Team, 
with a track record of delivering customer-led strategies, delivering 
change, innovation and scalable ways of working.

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66

Caryn Katsikogianis
CHIEF PEOPLE OFFICER 

Amitabh Mall
CHIEF ANALYTICS OFFICER 

Rob McCartney
MANAGING DIRECTOR, FORMAT & NETWORK DEVELOPMENT

Pejman Okhovat
MANAGING DIRECTOR, BIG W

Caryn Katsikogianis was appointed Chief People Officer in November 
2016, leading our Team 1st strategy for Woolworths Group, including our 
focus on team experience, holistic wellbeing, safety, talent and inclusion. 
Prior to this Caryn was the HR Director of the Woolworths Food Group 
and General Manager Business Transformation and held various 
senior HR roles across BIG W, Supply Chain, and Corporate Support. 
Caryn holds a Bachelor of Commerce degree from the University of 
South Africa. Caryn is an experienced HR leader with over 25 years of 
experience within the retail industry. Caryn has been a member of Chief 
Executive Women since 2017.

Amitabh Mall was appointed Chief Analytics Officer in July 2021 and 
leads the advanced analytics agenda for Woolworths Group. He is 
also the Managing Director of wiq where he helps to build a globally 
leading retail analytics capability by combining the best of Quantium 
data science and product capabilities with the retail experience in 
Woolworths Group. Prior to this, Amitabh was a Senior Partner & 
Managing Director at The Boston Consulting Group where he most 
recently led their Consumer and Retail practice in Asia-Pacific. In a 
career spanning 20 years at BCG, Amitabh advised leading retailers 
and consumer companies across Australia, North America and Asia. 
He has worked extensively in the area of transformation, powered 
by digital and analytics capabilities. Amitabh holds an MBA from the 
Indian Institute of Management, Bangalore and a Bachelor’s degree 
in Commerce from Osmania University, Hyderabad.

Rob McCartney was appointed Managing Director, Format & Network 
Development, Woolworths Group in July 2020. Prior to this, Rob held 
the role of Format Development Director for Australian Food where he 
led the Woolworths Renewal program, repositioning the supermarket 
customer proposition. Rob is an experienced retailer with over 26 
years’ experience driving innovation and operationalising strategy. 
Starting his career in stores for Woolworths Holdings Limited, South 
Africa, Rob progressed through various roles within the business, 
including operations, buying and supply chain. In 2001, Rob joined 
Cap Gemini Ernst & Young in Sydney where he specialised in retail 
and supply chain transformation across Asia. Following this, Rob joined 
Coles to work in its supply chain group before moving into format 
transformation and also held senior roles at 7-Eleven and Target prior 
to joining Woolworths Group in December 2015.

Pejman Okhovat was appointed Managing Director of BIG W in April 
2021. Prior to joining the Group, Pejman was Chief Operating Officer 
of New Zealand-based The Warehouse Group, having previously been 
the Chief Executive of The Warehouse value retailing business and 
Warehouse Stationery brands, following joining the Group in 2005. 
Pejman started his retail career in the UK with Marks and Spencer 
27 years ago, subsequently working for other well known UK retailers 
such as ASDA, Sainsbury’s and Iceland across many regional, national 
and senior roles within operations, format development and category 
management. Pejman holds a BA Hons in Business Studies from 
Leeds Business School and has attended Insead’s AMP course.

Claire Peters
MANAGING DIRECTOR, B2B AND EVERYDAY NEEDS

Spencer Sonn
MANAGING DIRECTOR, WOOLWORTHS NEW ZEALAND

Bill Reid
CHIEF LEGAL OFFICER 

David Walker
CHIEF RISK OFFICER

Claire Peters was appointed Managing Director of B2B and Everyday Needs 
in October 2020, and is also the Chair of Woolworths Group’s newly created 
First Nations Advisory Board. Prior to this, Claire was Managing Director, 
Woolworths Supermarkets from June 2017. Claire is an experienced 
retailer with over 25 years' experience. Claire started her retail career as a 
graduate for grocery retailer, Tesco. During this time she held a variety of 
senior roles, including Regional Retail Director; Managing Director, Large 
Stores; and Commercial Director, Healthcare & Baby, Beauty and Toiletries. 
In March 2014 Claire moved to Thailand to be COO for Tesco Thailand, 
with the responsibility for over 3,000 stores. Claire holds a BSC Hons in 
Economics & Sociology from the University of Loughborough, UK and 
has been a member of Chief Executive Women since 2017.

Spencer was appointed Managing Director of Woolworths 
New Zealand in March 2021. Prior to this, Spencer held the role of 
Managing Director Food at Woolworths Holdings Limited, South 
Africa, from 2015 to 2021 where he was responsible for the Groups’ 
Food Division across more than 400 supermarkets and 33,000 team 
members. During this time he also served as a board member on the 
Consumer Goods Forum of South Africa. Spencer has a 27 year career 
in grocery, starting out on a store management graduate program and 
progressing through a variety of roles, including operations, and has 
held various senior roles in commercial, buying and procurement 
in fresh and long life food. He also led the Groups’ Food Division’s 
entry into a new food service format. Spencer completed the General 
Management Program at Harvard Business School in 2015.

Bill joined Woolworths Group as Chief Legal Officer in October 2019. 
Prior to his appointment, Bill was a senior partner at Ashurst for 
many years, leading the firm's Competition team, and in various 
management positions across Australia and Asia. Bill has long 
experience in responding to regulatory issues, litigation, and corporate 
transactions. Bill holds an MBA from Melbourne Business School and 
a Bachelor of Laws from the University of Adelaide.

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David Walker was appointed Chief Risk Officer for Woolworths Group 
in November 2020. Prior to this appointment, David was Managing 
Director of BIG W from November 2016 and served as CEO of Masters 
Home Improvement for 10 months to November 2016. David joined 
Woolworths Group in 1998 and has worked extensively in finance 
and business transformation, including in Dick Smith and Primary 
Connect. David is a member of Chartered Accountants Australia and 
New Zealand and prior to Woolworths Group he worked for Coopers 
and Lybrand for 10 years.

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•  Paul Graham ceased as Chief Supply Chain Officer and Managing Director of Primary Connect effective August 2021 
•  Christian Bennett was appointed Chief Reputation Officer effective 1 September 2021
• 

John Hunt was appointed Chief Information and Replenishment Officer effective 1 September 2021

 
 
 
 
 
 
 
 
 
68

Directors’ Statutory Report

This is the report of the directors of Woolworths Group Limited (the Company) in respect of the Company and the entities 
it controlled at the end of, or during, the financial period ended 26 June 2022 (together referred to as the Group).

Principal activities
The Group operates primarily in Australia and New Zealand, with 1,453 stores (F21: 3,418, including Endeavour Group) 
and approximately 198,000 employees at year‑end. The principal activities of the Group during the year were as follows:
•  Australian Food: procurement of food and related products for resale and provision of services to retail customers 
in Australia, operating 1,087 Woolworths Supermarkets and Metro Food Stores (including two Summergate stores).

•  Australian B2B: procurement and distribution of food and related products for resale to other businesses and 

provision of supply chain services to business customers in Australia. During the financial period, the Group acquired 
a 65% equity interest in PFD Food Services (PFD), which delivers a range of dry goods, frozen and chilled products, 
fresh seafood and meat, confectionery, paper products, and cleaning products.

•  New Zealand Food: procurement of food and drinks for resale and provision of services to retail customers 

in New Zealand, operating 190 Countdown Supermarkets.

•  BIG W: procurement of discount general merchandise products for resale to retail customers in Australia, operating 

176 BIG W stores.

•  The Group also has online operations for its primary trading divisions and from the acquisition date of Quantium 

in the prior financial year, provides data analytics and consulting services.

The Group has a wholesale operation which supplies a further 292 wholesale customer stores, comprising 220 stores 
relating to Statewide Independent Wholesalers (SIW) and 72 stores relating to SuperValue and FreshChoice in New Zealand.

Meetings of directors
The table below sets out the directors of the Company and their attendance at Board and Committee meetings during 
the financial period ended 26 June 2022.

BOARD 
MEETINGS

AUDIT & FINANCE 
COMMITTEE

PEOPLE 
COMMITTEE

RISK 
COMMITTEE

SUSTAINABILITY 
COMMITTEE

NOMINATION 
COMMITTEE

DIRECTOR

(A)

(B)

(A)

(B)

(A)

(B)

(A)

(B)

(A)

(B)

(A)

(B)

Non-executive Directors
G M Cairns
M N Brenner
J C Carr‑Smith 
P W Chronican 1
H S Kramer
S L McKenna
S R Perkins
K A Tesija

Executive Director
B L Banducci

Former Director
M J Ullmer AO 2

15
15
15

11
15
15
15
15

15

5

15
15
15

11
15
15
15
14

15

5

4
4
–

3
–
4
4
–

–

1

4
4
–

3
–
4
4
–

–

1

5
–
5

3
–
5
–
5

–

3

5
–
5

3
–
5
–
5

–

3

4
4
–

3
4
–
4
–

–

1

4
4
–

3
4
–
4
–

–

1

5
–
5

–
5
–
5
5

–

–

5
–
5

–
5
–
5
5

–

–

6
6
6

4
6
6
6
6

–

3

6
6
6

3
5
6
6
6

–

3

(A) Number of scheduled meetings held during the time the director was a member of the Board or Board Committee.
(B) Number of  scheduled Board or Committee meetings that the director attended as a member.

1  Philip Chronican was appointed as a director and member of the Audit and Finance, People and Risk Committees on 1 October 2021.
2  Michael Ullmer retired as a director on 27 October 2021. 

In addition to these formal meetings of the Board and its Committees, 23 further unscheduled or special purpose Board 
Sub‑Committee meetings were held during the financial period ended 26 June 2022. Directors also attend meetings 
of Committees of which they are not a member. This is not reflected in the attendance table above. 

Ms Hall has over 15 years’ experience in legal, governance and compliance roles, including as company secretary 
of a number of ASX listed entities across financial services, property and retail industries. Ms Hall holds a Bachelor 
of Business, a Bachelor of Laws, and Graduate Diplomas in Legal Practice and Applied Corporate Governance. 
She is a fellow of the Governance Institute of Australia.

Environmental regulation
The Group’s operations are subject to a range of environmental regulations under the law of the Commonwealth 
of Australia and its states and territories. The Group is also subject to various state and local government food licensing 
requirements, and may be subject to environmental and town planning regulations incidental to the development 
of shopping centre sites. The Group has not incurred any significant liabilities under any environmental legislation.

Directors’ and officers’ indemnity/insurance
(i)  The Constitution of the Company provides that the Company will indemnify to the maximum extent permitted by law, any 
current or former director, secretary or other officer of the Company or a wholly owned subsidiary of the Company against:
(a)  Any liability incurred by the person in that capacity (except a liability for legal costs); 
(b) Legal costs incurred in defending, or otherwise in connection with proceedings, whether civil, criminal or of 

an administrative or investigatory nature in which the person becomes involved because of that capacity; and 
(c)  Legal costs incurred in good faith in obtaining legal advice on issues relevant to the performance of their functions 
and discharge of their duties as an officer of the Company or a wholly owned subsidiary, if the expenditure has 
been approved in accordance with the Company’s policy.

(ii)  Directors and officers of Woolworths Group Limited and certain subsidiaries have entered into a Deed of Access, 
Insurance and Indemnity that provides for indemnity against liability as a director or officer, except to the extent 
of indemnity under an insurance policy or where prohibited by statute. The Deed also entitles the director or officer 
to access company documents and records, subject to undertakings as to confidentiality, and to receive directors’ 
and officers’ insurance cover paid for by the Company.

(iii) During or since the end of the financial period, the Company has paid or agreed to pay a premium in respect of a contract 
of insurance insuring directors and officers, and any persons who will insure these in the future, and employees of the 
Company and its subsidiaries, against certain liabilities incurred in that capacity. Disclosure of the total amount of the 
premiums and the nature of the liabilities in respect of such insurance is prohibited by the contract of insurance.

Non-audit services
During the period, Deloitte Touche Tohmatsu Australia, the Company’s auditor, has performed certain other services 
in addition to their statutory duties. The Board is satisfied that the provision of those non‑audit services during the period 
by the auditor is compatible with, and did not compromise, the auditor independence requirements of the Corporations 
Act 2001 (Cth) or as set out in Code of Conduct APES 110 Code of Ethics for Professional Accountants issued by the 
Accounting Professional & Ethical Standards Board, as they did not involve reviewing or auditing the auditor’s own work, 
acting in a management or decision making capacity for the Company, acting as an advocate for the Company or jointly 
sharing risks or rewards.

Details of amounts paid or payable to the auditor for non‑audit services provided during the year by the auditor are outlined 
in Note 6.3 to the financial statements.

Other information
The following information, contained in other sections of this Annual Report, forms part of this Directors’ Report:
•  Operating and Financial Review (Performance Highlights and Business Review) details on pages 2 to 57 inclusive in 

the Annual Report.

•  Details of dividends, including the Dividend Reinvestment Plan (DRP) and shares issued as a result of the DRP, 

as outlined in Note 4.2 and Note 4.3 to the financial statements.

•  Matters subsequent to the end of the financial period as outlined in Note 6.4 to the financial statements.
•  Directors’ interests in shares and performance rights as set out in Sections 5.2 and 5.3 of the Remuneration Report. 

These remain unchanged as at 25 August 2022.

Details of director experience, qualifications and other listed company directorships are set out on pages 60 to 62.

•  Performance rights granted during the financial period and subsequent to year end as outlined in Note 6.2 to the 

Company secretaries
Kate Eastoe and Michelle Hall were appointed as Company Secretaries in November 2020. Together, Ms Eastoe and 
Ms Hall act as Company Secretaries of the Board and its Committees.

Prior to being appointed as Group Company Secretary and Group Counsel, Ms Eastoe was General Counsel for Woolworths’ 
Australian Food Group, since 2018. She has over 20 years’ experience in senior leadership positions in legal and governance 
roles across media, FMCG and manufacturing industries in Australia, New Zealand and Asia‑Pacific. Ms Eastoe holds 
a Bachelor of Arts and a Bachelor of Laws, and a Graduate Diploma in Legal Practice. She is a Graduate of the Australian 
Institute of Company Directors.

financial statements.

•  Remuneration Report from pages 70 to 93.
•  Auditor’s Independence Declaration on page 94.

This Report is made in accordance with a Resolution of the Directors of the Company and is dated 25 August 2022.

Gordon Cairns 
Chair

Brad Banducci 
Managing Director and Chief Executive Officer

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70

Remuneration Report

Dear Shareholder,

On behalf of the Board, I am pleased to share with 
you our F22 Remuneration Report. Throughout F22, 
our team continued their outstanding efforts to 
support our customers and the communities we serve. 
The team’s response to the challenges throughout 
the year – continuing disruption from COVID, supply 
chain issues and flooding across the Eastern Seaboard 
– showed tremendous agility, commitment and 
the strength of our customer 1st, team 1st culture.

Our remuneration framework is based on market 
competitive fixed pay, a balanced scorecard for short‑term 
incentive (STI) to drive improvement across customer, 
team, financial and operating performance, and 
a long‑term incentive (LTI) that aligns pay with disciplined 
financial management, strengthening the Group’s 
reputation, and shareholder returns.

F22 reward outcomes: STI
We entered F22 with a plan to enable our transition 
to the “New” Woolworths Group given the demerger 
of Endeavour and acquisitions of PFD and Quantium, 
and a base setting that COVID impacts would materially 
unwind as vaccines rolled out and restrictions eased. 
The subsequent waves of COVID significantly impacted 
trading through ongoing high levels of in‑home 
consumption, store closures, team member absenteeism, 
elevated costs to operate and material disruption to our 
operating and logistics teams. Inflation and the dislocation 
resulting from geopolitical conflict in Europe and supply 
chain pressures worldwide also accelerated through H2.

The raw F22 STI scorecard outcome of 60% reflects 
these factors, with strong Sales performance offset 
by adverse impacts on EBIT, Customer Satisfaction and 
Working Capital Days metrics, which were all below Entry. 
Pleasingly, we improved our team Safety performance, 
with an outcome above Stretch.

The Board reviewed this scorecard outcome in light of its 
long‑standing incentive adjustment principles. In relation 
to the Working Capital Days metric, the drivers of the 
below‑Entry outcome were considered, the most material 
of which was the Board‑endorsed decision to build 
inventory across key categories from early 2022. The Board 
exercised its discretion to set the outcome on the Working 
Capital Days measure at Entry. This results in the Group STI 
scorecard outcome increasing from 60% to 70% of Target. 
A full breakdown of scorecard outcomes can be found on 
page 76.

F22 reward outcomes: LTI
The F20–22 Woolworths Group Incentive Share Plan 
(WISP) achieved an outcome between Target and Stretch, 
resulting in 66.7% of the maximum performance rights 
vesting. Sales per square metre achieved a result above 
Stretch reflecting our growth in market share driven 
by sustained operational execution and growth in our 
eCommerce business. The significant impacts of COVID 
on F22 EBIT resulted in a below Entry outcome for the 
ROFE metric. The Board is pleased that despite recent 

volatility, our team delivered substantial value to our 
shareholders over the three‑year performance period, 
achieving a total shareholder return (TSR) of 38.4%, 
ranking Woolworths Group at the 78th percentile 
of our comparator group.

Pay compliance review and underpayments
After identifying a number of underpayment issues 
in F20 for our award covered salaried team, the 
Board commissioned a rigorous end‑to‑end payroll 
review to proactively identify any other instances of 
non‑compliance. This review has been closely monitored 
by a Sub‑Committee of the Board and is expected 
to be completed by the end of this calendar year. 
We were disappointed that a number of further issues 
were identified during F22. Some of these impacted 
the financial results on which incentives were paid to 
our senior leaders in prior years. In response, the Board 
has reduced F22 STI incentives for some current Group 
Executive Committee members and LTI or DSTI vesting 
for some past Group Executive Committee members 
to recover any incentives inadvertently overpaid to those 
leaders. The Board will continue to actively monitor 
this program until the work is completed.

Management changes in F22
We continually develop our management team, and have 
succession planning strategies in place to ensure we have 
a strong team to deliver on our strategic priorities into the 
future. Following the demerger of Endeavour Group, we 
reviewed the Group’s Key Management Personnel (KMP) 
and determined that the Managing Director of WooliesX 
would be included as KMP, reflecting WooliesX’s growth 
and contribution as a critical enabler of the Group’s strategy.

Executive remuneration framework review
Each year the Board reviews the remuneration framework 
and the measures used to reward short and long‑term 
performance to maintain alignment with the Group’s 
strategic priorities. In F22 we implemented a new safety 
measure for our STI plan and introduced a reputation 
measure into our LTI plan. The Board believes that the 
current framework aligns executives to the delivery 
of the Group’s strategy and growth of shareholder 
value and has not proposed any changes for F23.

In summary
Despite a challenging year with various disruptions 
and a financial result below our expectations, F22 saw 
continued progress against our strategic priorities. 
We continued to make progress on the reshaping 
of Woolworths Group, with the successful demerger 
of Endeavour Group, integration of Quantium and PFD, 
and the announcement in May of our intent to acquire 
80% of MyDeal. We remain focused on progressing 
our strategic agenda in F23 and beyond to deliver 
more value to our customers and shareholders.

Siobhan McKenna
Chair – People Committee

Remuneration Report 2022 
Table of Contents

 1

F22 Remuneration at a glance

1.1
1.2
1.3

Our remuneration framework aligned to our strategic priorities 
F22 executive KMP remuneration mix
How we performed and remuneration received 

 2

Executive KMP remuneration

Short‑term incentive
Long‑term incentive

2.1
2.2
2.3 What we paid executive KMP in F22 & progress on minimum shareholding requirements
2.4
2.5

Terms of executive KMP service agreements
F23 outlook

 3

Governance

Role of the Board
Role of the People Committee (PC)
Treatment of unvested equity awards upon exit 

3.1
3.2
3.3
3.4 Other governance requirements 

 4

Non–executive directors’ arrangements

Non‑executive directors’ remuneration policy and structure 

4.1
4.2 Non‑executive directors’ minimum shareholding requirement
4.3 Non‑executive directors’ equity plan 

 5

KMP statutory disclosures

5.1
5.2
5.3
5.4

KMP remuneration 
KMP share right movements
KMP share movements
Share rights outstanding for executive KMP 

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74

75
77
79
82
83

84
84
85
86

87
87
87

88
90
91
92

The report has been prepared and audited against the disclosure requirements of the Corporations Act 2001 (Cth).

Who is covered by this report?
The Remuneration Report outlines Woolworths Group’s remuneration framework and the outcomes for 
the year ended 26 June 2022 for Key Management Personnel. KMP have the authority and responsibility for 
planning, directing and controlling the activities of Woolworths Group. F22 KMP are:

NAME

POSITION

Gordon Cairns  1

Chair

Maxine Brenner

Non‑Executive Director

Jennifer Carr‑Smith

Non‑Executive Director

Philip Chronican 2 

Non‑Executive Director

Holly Kramer

Non‑Executive Director

APPOINTED

PEOPLE 
COMMITTEE

1 September 2015

1 December 2020

17 May 2019

1 October 2021

8 February 2016

–

–

Siobhan McKenna

Non‑Executive Director

8 February 2016

Chair

Scott Perkins 1

Non‑Executive Director

1 September 2014

–

Kathryn Tesija

Non‑Executive Director

9 May 2016

P
M
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Michael Ullmer AO 2

Non‑Executive Director

Amanda Bardwell 2

P Brad Banducci
M
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Natalie Davis

Stephen Harrison

Managing Director & CEO

Managing Director, WooliesX

Managing Director, Woolworths 
Supermarkets

30 January 2012 to 
27 October 2021

26 February 2016

1 May 2016

1 October 2020

Chief Financial Officer

1 August 2019

1  On 26 July 2022, Mr Cairns announced his intention to retire as Chair following the 2022 AGM on 26 October 2022. 

Mr Perkins has been appointed to succeed Mr Cairns as Chair.

2  Mr Chronican and Ms Bardwell became KMP in F22. Mr Ullmer ceased as KMP from 27 October 2021.

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72

1 F22 Remuneration at a glance

F22 Remuneration  

at a glance 1

1.1 

Our remuneration framework aligned to our strategic priorities

1.1 

Our remuneration framework aligned to our strategic priorities  (continued)

Our remuneration framework is designed to support Woolworths Group’s strategic priorities. Clear principles guide our 
remuneration decisions and design. As we operate in a dynamic and rapidly evolving market, we review our approach 
to remuneration on a regular basis so that we remain aligned to market expectations and business objectives.

F22 remuneration framework

Our remuneration framework supports the Group strategy

Total Fixed Remuneration 
(TFR)

Short‑Term  
Incentive (STI)

Long‑Term  
Incentive (LTI)

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Strategic priorities

Our purpose:  We create better experiences together for a better tomorrow

Be better 
together 
for a better 
tomorrow

Connect our 
customer 
experience 
for good food 
and more 
everyday

Reimagine 
our Food 
retail 
proposition

Activate 
Everyday for 
our customers

Grow food 
into B2B  
channels

Evolve our 
Supply Chain 
and Retail 
Platforms for 
the future

Remuneration principles

Objective:  Support Business Transformation 

Encourage our 
team members to 
think and behave 
like owners

Drive short 
and long-term 
performance 
consistent with 
our risk appetite

Be simple and  
easily understood

Reinforce 
our purpose, 
customer 1st 
team 1st strategy 
and ways of 
working

Build the retailer 
of the future 
by attracting, 
retaining and 
motivating team 
members with 
diverse skills, 
capabilities 
and backgrounds

Remuneration governance 

In delivering the remuneration outcomes to team members, the Board may apply discretion to deliver appropriate 
outcomes for our shareholders, customers and team. This includes a review of Group and individual performance. 
The Board reviews People Committee (PC) recommendations based on the CEO’s proposal for performance and 
incentive outcomes. This discretion review incorporates advice from the Chief Risk Officer, Chief Legal Officer, 
Chief People Officer, and Head of Internal Audit, as well as consultation with Committee Chairs and all directors.

Performance rights vesting 
subject to performance 
progress over three years.

The LTI aligns executives to 
overall company performance 
through three measures focused 
on strategic business drivers and 
long‑term shareholder return:

•  Relative Total Shareholder 

Return (rTSR)

•  Return On Funds Employed 

(ROFE)

•  Reputation.

TFR consists of base salary, 
superannuation and car 
allowance.

TFR is set in relation to the external 
market and considers:

•  strategic value of the role

•  size and complexity of the role

•  individual responsibilities

•  experience and skills.

TFR is positioned so that 
total target remuneration 
(TTR) is around median 
of our comparator group, 
which includes the ASX25 
plus additional reference as 
required to major national 
and international retailers. 
Generally, executives who are 
new to role will start on a TTR 
package below median, and 
move towards median as they 
develop skills and experience 
in the role.

50% of the STI is delivered in 
cash and the remaining 50% 
is deferred in share rights for 
two years.

Business performance 
is measured through a 
STI balanced scorecard, 
with 60% weighted on 
financial objectives and 40% 
on non‑financial objectives:

•  Sales (20%)

•  Earnings Before Interest and 
Tax (EBIT), before significant 
items (20%)

•  Working Capital Days (20%)

•  Customer Satisfaction (20%)

•  Safety (20%).

Individual performance 
includes assessment against 
business, strategic and ways of 
working goals and core values.

1.2 

F22 executive KMP remuneration mix

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What is the 
remuneration mix 
for executive KMP?

A consistent remuneration mix applies for all executive KMP. It is strongly weighted 
towards variable remuneration, with performance‑based pay contributing 67% 
of total target mix, and 50% of total target reward delivered in deferred equity.

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Total Target Mix

Total fixed  
remuneration  33.4%

Total Maximum Mix

Total fixed 
remuneration  23.8%

Performance based

Target STI  33.3% (100% of TFR)

Target LTI  33.3% (100% of TFR)

16.65% cash
16.65% deferred share rights

Performance rights

Performance based

Maximum STI  35.7% (150% of TFR)

Maximum LTI  40.5% (170% of TFR)

17.85% cash
17.85% deferred share rights

Performance rights

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74

Remuneration Report

1.3 

How we performed and remuneration received 

2 Executive KMP remuneration

Group five‑year 
performance 
summary 

The remuneration outcomes for our executive KMP are aligned to short-term and long-term 
performance outcomes. The graphs and table below show executive KMP remuneration 
outcomes and the Group’s core financial performance measures over the past five years.

2.1 

Short‑term incentive 

Short‑term measures

Long‑term measures

Our approach and rationale: F22 short-term incentive

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We believe that alignment of our STI arrangements from the CEO through to our store teams is an important recognition 
of the shared accountability for transforming Woolworths Group. Individual STI outcomes reflect business performance 
against the STI scorecard,  individual contribution to these results and ways of working and core values. The Board also 
reviews executive behaviour and any malus policy considerations when determining STI outcomes for executive KMP. 
All measures and targets are reviewed annually so that STI drives the right outcomes each year.

1
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$M

EBIT 1  
$M

Annual TSR 2 
% Group

ROFE 3 
% Group

Sales/sqm 
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   AU Food, NZ Food 

   Endeavour Drinks 

and BIG W

and Hotels

19
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   Sales/sqm (Australian Food)
   Sales/sqm (Endeavour Drinks)

21
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20
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20
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19
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22

21
21

STI and LTI outcomes
STI (% of Target)
LTI (% of Maximum)
Woolworths Group ordinary share price closing ($) 6

F18

91.2
Nil
25.38

F19

68.1
78.4
28.15

F20

70.0 4
64.3
30.83

F21

115.5
77.5
36.78

F22

70.0 5
66.7
35.46 

1  EBIT from continuing operations before significant items. For F22, significant items from continuing operations was a net gain before tax 

of $1 million. Details of significant items are included in the 2022 Financial Report.

2  Annual TSR is point to point TSR for the financial year. For F21, annual TSR includes the value of Endeavour Group shares distributed on demerger.
3  ROFE is defined on page 77.
4  The F20 STI scorecard outcome of 104% was capped at 70% for the Group Executive Committee. Mr Banducci waived his F20 STI.
5  Adjusted scorecard outcome. Further details of adjustment outlined on page 76.
6  Closing Woolworths Group share price on the last trading day of Woolworths Group’s financial year, adjusted to exclude Endeavour 

Group. Source: FactSet.

F22 executive KMP remuneration received

The table below presents the remuneration actually paid to, or vested for, executive KMP in F22. 
This differs from the executive KMP statutory disclosures on page 89, which presents remuneration in 
accordance with accounting standards (i.e. on an accruals basis).

EXECUTIVE KMP

Brad Banducci
Chief Executive Officer
Amanda Bardwell 
Managing Director, WooliesX

Natalie Davis
Managing Director,
Woolworths Supermarkets

Stephen Harrison
Chief Financial Officer

TOTAL FIXED 
REMUNERATION 
$

OTHER 
BENEFITS 1
$

F22
CASH STI 
$

VESTED F20
DSTI 2 
$

VESTED 
F20–22 LTI 2 
$

TOTAL 
$

2,600,000

4,734

766,627

–

4,018,835

7,390,196

965,000

4,734

300,967

367,968 1,236,526 2,875,195

965,000

4,734

294,850

366,746

1,347,804 2,979,134

900,000

4,734

263,985

346,912

1,391,101 2,906,732

1  Other benefits represents the deemed premium in respect of Directors and Officers Indemnity Insurance.
2  Vested F20 Deferred STI and Vested F20‑22 LTI is based on the five‑day volume weighted average price (VWAP) of Woolworths 
Group shares up to and including 1 July 2022 ($35.9309) which is the vesting date of these awards. Mr Banducci does not have 
any vested F20 DSTI because he waived his F20 STI award as part of taking accountability for the salary underpayment issues 
identified in F20.

Assessing business performance:
The STI balanced scorecard includes a mix of metrics, with 
60% weighting on financial metrics and 40% weighting 
on non‑financial metrics. Five equally weighted business 
scorecard measures drive outcomes for shareholders, 
customers and our team:

  Sales 
  EBIT 

  Working Capital Days
   Customer Satisfaction 
   Safety

Customer Satisfaction
Our strategy is underpinned by customer experiences and 
success is dependent on delivering convenient ways to shop 
and competitive prices for customers so they continue 
to choose us over our competitors. Our online platforms are 
key to delivering new and improved ways customers can 
shop with us. Customer feedback is measured using Voice 
of Customer Net Promoter Score (VOC), based on 12‑months 
rolling average outcomes. Outcomes are weighted 30% to 
eCommerce customers and 70% to in‑store customers. 
Scores reflect outcomes across the Group, weighted 75% 
Australian Food, 15% New Zealand Food and 10% BIG W.

Safety 
We are a people business and the safety of our team and 
customers is of great importance. Safety performance is 
measured by the Severity Rate, which is a blended measure 
that includes all team and customer injuries/illnesses and 
their severity. The higher the severity of an incident (actual or 
potential), the higher its severity score. The total of all severity 
scores is then divided by the event count to determine the 
Severity Rate.

Sales, EBIT and Working Capital Days
It is critical for the sustainability of our business to constantly 
work towards improving all elements of our financial 
performance, including the productivity of store selling 
space, the efficiency of our stores, supply chain and overall 
management of costs and the effective management of 
working capital, including inventory. Sales, EBIT and Working 
Capital Days performance are all key financial performance 
metrics used to measure the creation of value for our 
shareholders.

Assessing individual performance:
Two equally‑weighted categories of goals are 
used to review performance:
•  business strategy and performance goals 
that capture how individuals contribute to 
the performance of the business during the 
year, and their contribution to initiatives that 
will transform our business for the future

•  ways of working and people goals that 
capture how business strategy and 
performance goals have been delivered, and 
how leaders set their teams up for success.

The Board also has discretion to adjust STI or 
the vesting of deferred STI (DSTI) for individuals 
where it is appropriate to do so (see malus 
policy on page 86). In F22, the Board applied 
this discretion to reduce the STI outcomes for 
some current Group Executives, and DSTI or 
LTI vesting outcomes for some former Group 
Executives (see page 79).

Delivering STI outcomes:
Depending on business and individual 
performance:
• 
• 
• 
• 

zero for below Entry performance
50% of Target for Entry performance
100% of Target for Target performance
150% of Target for Stretch performance.

The Board also has discretion to vary STI 
awards due to factors that are beyond these 
performance measures so that rewards 
appropriately reflect complete performance. 
In F22, the Board exercised this discretion 
resulting in an increase to the Group scorecard 
outcome from 60% to 70%. See page 76 for 
further details.

Group Executive STI awards are delivered:
• 
• 

50% as cash
50% deferred in share rights for two years.

The 50% deferred component supports increased 
share ownership, facilitates retention, and is a risk 
management lever to facilitate malus policy 
application during the deferral period.

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76

Remuneration Report

Executive KMP 
remuneration 2

2.1 

Short term incentive  (continued)

Performance against: F22 STI measures 

2.2 

Long‑term incentive

Our approach and rationale: long‑term incentive

The F22 plan assumed COVID impacts would unwind throughout the year as vaccination rates increased. The subsequent 
waves of COVID significantly impacted trading, and inflation, supply chain pressures worldwide and geopolitical disruption 
also accelerated through H2. The raw F22 STI scorecard outcome of 60% reflects these factors, with strong Sales offset 
by adverse impacts on EBIT, Customer Satisfaction and Working Capital Days metrics. In relation to the Working Capital 
Days metric, the drivers of the below Entry outcome were considered by the Board, the most material of which was the 
Board‑endorsed decision to build inventory across key categories from early 2022. After reviewing the flow through impact, 
including on other STI and LTI metric outcomes, the Board exercised its discretion to set the outcome on the Working 
Capital Days metric at Entry. This results in the Group STI scorecard outcome increasing from 60% to 70% of Target.

The Group’s LTI plan is called the Woolworths Incentive Share Plan (WISP). The plan is designed to align executives to 
overall company performance by delivering on the Group’s strategic priorities and long‑term shareholder returns. The LTI 
measures represent financial and non‑financial metrics. Reputation was introduced as an LTI metric to replace Sales per 
square metre for the F22–24 plan, and this will continue for F23–25. Sales per square metre applied for the F20–22 plan 
that recently vested and the F21–23 plan.

LTI vesting for executive KMP is subject to Board approval (over and above meeting performance hurdles). This includes 
consideration under the malus policy. Measures and targets are reviewed annually.

77

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Sales 1
Sales from continuing operations was $60,849 million, representing growth of 9.2%. 
Strong sales growth was achieved despite the growth achieved in prior years. Strong 
operational execution and the strength of our eCommerce capabilities supported 
growth in a period that was also characterised by high in‑home consumption and 
rising inflation towards the end of the year. Overall performance was above Stretch.

ENTRY:  $59.10BN TARGET:  $59.71BN STRETCH:  $60.32BN ACTUAL F22:  $60.85BN 1

1  Sales is revenue from the sale of goods and services, excluding other revenue.

Earnings Before Interest and Tax
EBIT from continuing operations before significant items 2 was $2,618 million, 
5.3% below F21. Performance across the Group was mixed. Australian Food EBIT 
was broadly flat vs F21 following a much improved second half. New Zealand 
Food’s EBIT was below F21 reflecting supply chain and COVID additional costs 
and challenges, and BIG W was materially impacted by store closures in H1. 
Overall performance was below Entry.

ENTRY:  $2.83BN

TARGET:  $2.89BN STRETCH:  $2.94BN

ACTUAL F22:  $2.62BN

2  For F22, EBIT from continuing operations before significant items for the STI scorecard 

excludes the Group’s share of profit of Endeavour Group of $72 million. Significant items 
for F22 was a net gain of $1 million. Refer to 2022 Financial Report for details.

Working Capital Days 
Average Trade Working Capital Days were ‑4.5 days, missing target by 0.8 days. 
Performance was impacted by investment in inventory to secure supply and 
COVID‑related BIG W store closures. In early 2022, a decision was made to build 
additional inventory to mitigate supply chain risks related to COVID impacts. 
Overall performance adjusted to Entry.

ENTRY:  (5.0) DAYS TARGET:  (5.3) DAYS STRETCH:  (5.6) DAYS

ACTUAL F22:  (4.5) DAYS

Customer Satisfaction
Group VOC NPS was 49.2 for F22, below Entry by 3.8 points. VOC NPS results 
were materially impacted by the operational and supply chain disruption 
of COVID, impacts of floods on availability and fruit and vegetable supply. 
Overall performance was below Entry.

ENTRY:  53.0

TARGET:  54.0

STRETCH:  55.0

ACTUAL F22:  49.2

F22 performance 
against the STI 
scorecard was 60% 
of Target. Discretion 
exercised on 
Working Capital 
Days increased 
outcome to 70% 
of Target.

F22 STI 
MEASURE OUTCOMES

Stretch

Target

Entry

%
0
3

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Safety
In F22 the new Severity Rate metric was introduced so that the most serious 
incidents have the biggest impact on outcomes for the safety measure. 
There was a strong improvement in Severity Rate in F22, with an outcome 
of 1.74. This result was driven by a reduction in high potential operationally 
controlled material risk events, a 6.4% reduction in team member recordable 
injuries/illnesses and a 13.8% reduction in customer claims. A particularly 
strong improvement was achieved in Australian and New Zealand Food. 
Overall performance was above Stretch.

ENTRY:  1.92

TARGET:  1.90

STRETCH:  1.88

ACTUAL F22:  1.74

Assessing business performance:

The LTI rewards executives subject to performance against three measures over 
a three‑year performance period:

   Relative TSR – 40% weighting 
   Return on Funds Employed – 40% weighting
   Reputation – 20% weighting

Relative TSR
rTSR is used as a measure in our LTI plan to align executive outcomes and 
long‑term shareholder value creation. The peer group is the ASX30, excluding 
metals and mining companies. Vesting of 50% is achieved when our peer group 
ranking is at the median and 100% vesting when it is at the 75th percentile or 
higher. Between the median and the 75th percentile there is pro‑rata vesting 
from 50% to 100%. Peer group ranking below the median results in zero vesting. 

Return on Funds Employed
ROFE is an important measure to drive behaviours consistent with the delivery 
of long‑term shareholder value. ROFE improvements can be delivered through 
earnings growth as well as the disciplined allocation of capital and management 
of assets and working capital. ROFE is defined as EBIT before significant items 
for the previous 12 months as a percentage of average (opening, mid and closing) 
funds employed, including significant item provisions.

Reputation
Reputation plays a key role in the extent to which customers choose to engage 
with Woolworths Group. It represents delivery against our purpose (internally), 
commitments (externally) – including our response to climate change 
– and evolving expectations of our customers. It also takes into account our 
relationship with our team, suppliers, and other key stakeholders. Reputation 
is measured using data from RepTrak, and measures brand reputation across 
four key metrics: trust, admiration, positive feeling and esteem. The score 
is calculated as the average of the previous 12 months rolling 12‑month scores 
in the final year of the plan compared to baseline.

Vesting Schedule
The vesting schedule for these measures is:

Entry

Target

Stretch

rTSR 1

20%

n/a

40%

ROFE

Reputation

8%

24%

40%

4%

12%

20%

TOTAL
% MAX

32%

100%

1  Consistent with market practice, 50% of the rTSR tranche vests at the 50th percentile, 

the entry point for vesting to occur, with stretch achieved at the 75th percentile.

Assessing individual 
performance:
The Board has discretion 
to adjust the vesting 
outcome for individuals 
where it is appropriate 
to do so (see malus policy 
on page 86).

Delivering LTI 
outcomes:
Executive KMP are 
awarded a maximum 
value of 170% of TFR as 
at the beginning of the 
three‑year performance 
period. Awards of 
performance rights are 
made at face value based 
on the five‑day VWAP 
up to and including 1 July 
at the beginning of the 
performance period. 
Dividends that would 
have been earned and 
reinvested over the 
performance period vest 
in the form of additional 
shares subject to the 
performance conditions. 
The deferred nature 
of LTI arrangements 
also provides a risk 
management lever to 
facilitate malus policy 
application during the 
performance period.

2

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78

Remuneration Report

Executive KMP 
remuneration 2

2.2 

Long term incentive  (continued)

Performance against: F20–22 LTI measures 

The F20–22 WISP was granted effective July 2019, with challenging performance targets so that maximum outcomes 
would only be delivered if demanding stretch objectives were achieved. Although COVID has had a significant impact 
on ROFE, resulting in an outcome below Entry for this measure, significant value has been created for shareholders, 
which is reflected in the strong LTI vesting outcome.

The F20–22 
Award achieved 
113.3% of Target 
(66.7% of Max)

F20–22 LTI 
MEASURE OUTCOMES

Stretch

Relative Total Shareholder Return
Woolworths Group’s TSR over the three‑year performance period was 38.4%, 
ranking 7th in our peer group, which was a 78th percentile performance. 
The demerger of Endeavour Group has been taken into account in the 
assessment of TSR. Overall performance was above Stretch.

ENTRY: 50TH 
PERCENTILE

TARGET: 63RD 
PERCENTILE

STRETCH: 75TH 
PERCENTILE

ACTUAL RESULT: 
 78TH PERCENTILE

Return on Funds Employed 1,2
ROFE for F22 was 13.7%. ROFE was impacted by lower EBIT in F22 due 
to COVID‑related supply chain disruptions and higher costs as well as BIG W 
store closures in H1. Overall performance was below Entry.

2.3 

 What we paid executive KMP in F22 & progress on minimum shareholding requirements

The following pages compare actual, target, and maximum remuneration received during F22 for the executive KMP. 
Amounts include: 

• 

TFR received (including base salary, superannuation, and car allowance)

•  other benefits received, including the deemed premium in respect of Director’s and Officer’s indemnity insurance

• 

• 

• 

cash STI received for business and individual performance in F22

equity that vested during the year at face value for each plan

equity granted in F22 and all unvested equity awards (share rights for DSTI and performance rights for LTI).

The F20 DSTI plan vested on 1 July 2022, being the portion of the F20 STI award that was deferred as share rights. 
This represented 50% of the F20 STI award for executive KMP, except for the CEO who voluntarily forfeited his F20 STI 
award in acknowledgement of his accountability as CEO for the inadvertent underpayment of some of our salaried team 
members. The vested face value of the F20 DSTI award uses the Woolworths Group five‑day VWAP up to and including 
1 July 2022 ($35.9309).

On 1 July 2022, awards from the F20‑22 WISP vested for the executive KMP. The disclosed value of the vested awards was 
determined using the Woolworths Group five‑day VWAP up to and including 1 July 2022. The increase in share price and 
the accumulated dividends that would have been earned and reinvested over the period in the form of additional shares 
at vesting are contributing factors in the final value received by the executive KMP.

The individual tables on pages 79–81 also show progress against the minimum shareholding requirements (MSR) as at 
1 July 2022. The aggregate value of current shareholdings and unvested DSTI awards are used to determine progress 
against MSR. Further detail on the MSR are included in Section 3.4.

ENTRY:  14.7%

TARGET:  15.2%

STRETCH:  16.0%

ACTUAL RESULT:
13.7%

F22 STI Adjustment

Target

Entry

%
5
6
6
5

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l

1  ROFE is calculated as EBIT before significant items for the previous 12 months as 
a percentage of average (opening, mid and closing) funds employed, including 
significant item provisions.

2  The F22 average funds employed has been normalised to exclude the demerger 

distribution liability relating to Endeavour Group of $7,870 million.

Sales per square metre 3,4
Total sales/sqm was $18,155 for F22 with an improvement in sales/sqm 
achieved over each year of the plan period and consistent growth in both 
Australia and New Zealand food. Over the plan period, a compound annual 
growth rate (CAGR) in sales of 5.3% and space of 2.1%, resulted in a 3.1% 
compound increase in sales per square metre. Overall performance was 
above Stretch.

ENTRY:  $16,751

TARGET:  $17,045

STRETCH:  $17,458

ACTUAL RESULT:
$18,155

3  Sales per square metre is calculated as annual turnover (AU & NZ Food)/trading sqm.

4  CAGR over the plan period has been calculated using an opening F20 sales 
per square metre, which includes adjacency revenue and non‑sales areas of 
customer fulfilment centres. Adjacency revenue includes Digital, Data & Media, 
and Loyalty & Fintech revenues.

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During F22 further payment shortfalls were identified by the Board‑initiated payroll review. Some of these shortfalls 
impacted STI and LTI paid to executive KMP and other members of the Group Executive Committee in prior years. 
The F22 STI awards for executive KMP were adjusted downwards by an amount equal to the payments they received 
in prior STI and LTI outcomes that would not have been paid if the shortfalls identified in the review (plus interest and 
on costs) had been included in the results of those prior years. Similar downward adjustments have been made to 
F22 STI awards for other Group Executive Committee members, and to DSTI or LTI vesting for former Group Executive 
Committee members, who were in those roles in the impacted years.

Brad (5=100)

Brad Banducci  Managing Director & CEO 

Term as KMP: Full Year

Actual remuneration received for F22 v Target and Maximum ($000)

Actual Remuneration

2,600

Target Remuneration

2,600

767

3,716

303

7,390

1,300

1,300

2,600

7,805

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Maximum Remuneration

2,600

1,950

1,950

4,420

10,925

Maximum Remuneration

965

724

724

4,059 

Progress on MSR 
as at 1 July 2022 ($000)

Equity granted  
($000)

Unvested LTI and STI 
awards ($000)

ACTUAL

$18,777

ACTUAL

$2,191

F21 DSTI

1,578

Vested LTI and  
STI awards ($000)  
including share  
price uplift

$7,974

ACTUAL

TARGET

$5,200

TARGET

$965

F21‑23 WISP

5,048

F22 DSTI

767

F22 DSTI

767

TARGET

$965
F20 DSTI

–

F22–24 WISP

4,223

F22–24 WISP

4,223

F20–22 WISP

4,019

Total

4,990

Total

11,616

Total

4,019

LEGEND    TFR     Other benefits    Cash STI    Vested DSTI    LTI (grant  
share price)

   Vested LTI 

(vested share price)

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ACTUAL

$3,603

TARGET

$900

Natalie Davis  (5=50)

Stephen Harrison  (5=50)

Actual Remuneration

965

295 367

1,246

5

5

5

102

2,980

2,901

1,641

Target Remuneration

965

483

483

965

Target Remuneration

900

450

450

900

2,705

Maximum Remuneration

965

724

724

4,059

Maximum Remuneration

900

675

675

1,530

3,785

Actual Remuneration

900

264

347

1,286

105

2,907

Amanda Bardwell  (5=50)

Actual Remuneration

965

301 368

1,143

Target Remuneration

965

483

483

965

93

2,875

2,901

1,641

5

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5

 
 
 
 
 
 
 
 
 
 
 
 
Brad (5=100)

Amanda Bardwell  (5=50)

Actual Remuneration

2,600

767

3,716

303

7,390

Actual Remuneration

965

301 368

1,143

Target Remuneration

2,600

1,300

1,300

2,600

7,805

Target Remuneration

965

483

483

965

5

5

5

5

5

5

93

2,875

2,901

1,641

Maximum Remuneration

2,600

1,950

1,950

4,420

10,925

Maximum Remuneration

965

724

724

4,059 

80

Remuneration Report

Executive KMP 
remuneration 2

2.3 

Brad (5=100)
 What we paid executive KMP in F22 & progress on minimum 
shareholding requirements  (continued)

2.3 

Amanda Bardwell  (5=50)

 What we paid executive KMP in F22 & progress on minimum 
shareholding requirements  (continued)

Natalie Davis  (5=50)

Amanda Bardwell  (5=50)
5
Actual Remuneration

Amanda Bardwell  Managing Director, WooliesX 

2,600

767

3,716

303

7,390

Term as KMP: Full Year

Actual remuneration received for F22 v Target and Maximum ($000)
2,600

Target Remuneration

2,600

1,300

1,300

5

7,805

Stephen Harrison  (5=50)
5
Stephen Harrison  Chief Financial Officer 

Actual Remuneration

965

301 368

1,143

93

2,875

Term as KMP: Full Year

Actual remuneration received for F22 v Target and Maximum ($000)

Target Remuneration

483

483

965

965

5

2,901

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Maximum Remuneration
Actual Remuneration

965

965
2,600

5

5
5
301 368
1,950
295 367

1,246

1,143
1,950

102

93

2,980

2,875

4,420

Target Remuneration

Target Remuneration

965

965

Maximum Remuneration

Maximum Remuneration

965

965

5

5

5
483

483

5

483

483

965

965

2,901

2,901

724

724

724

724

1,641

1,641

Progress on MSR 
as at 1 July 2022 ($000)

Equity granted  
($000)

Unvested LTI and STI 
awards ($000)

10,925

4,059

4,059 

Actual Remuneration
Maximum Remuneration

900

965

5

5
264

347

724

1,286

724

105

2,907

1,641

4,059 

Target Remuneration

900

450

450

900

2,705

5

5

Maximum Remuneration

900

675

675

1,530

3,785

ACTUAL

$18,777

ACTUAL

$2,191

ACTUAL

$18,777

ACTUAL

TARGET

$5,200

TARGET

$965

TARGET

$5,200

TARGET

$965

F22 DSTI

301

F22–24 WISP

1,567

Total

1,868

$7,974

F21 DSTI

ACTUAL

F21‑23 WISP

TARGET

F22 DSTI

F22‑24

Total

572
$2,191

1,699
$965

301

1,567

4,139

ACTUAL

$7,974

ACTUAL

$3,603

TARGET

$900
F20 DSTI

TARGET
368

$965

TARGET

$900

F20‑22 WISP

1,237

Total

1,605

Progress on MSR 
as at 1 July 2022 ($000)

Equity granted  
($000)

Unvested LTI and STI  
awards ($000)

Vested LTI and STI  
awards ($000)  
including share price 
uplift

F21 DSTI

497

F21‑23 WISP

1,747

F22 DSTI

264

F22 DSTI

264

F20 DSTI

347

F22–24 WISP

1,462

F22‑24 WISP

1,462

F20‑22 WISP

1,391

Total

1,726

Total

3,970

Total

1,738

Vested LTI and STI  
awards ($000)  
including share price 
uplift

$3,603

ACTUAL

Natalie Davis  (5=50)

Natalie Davis  Managing Director, Woolworths Supermarkets 

Term as KMP: Full Year

Stephen Harrison  (5=50)

LEGEND    TFR     Other benefits    Cash STI    Vested DSTI    LTI (grant  
share price)

   Vested LTI 

(vested share price)

Actual remuneration received for F22 v Target and Maximum ($000)

Stephen Harrison  (5=50)
5

Actual Remuneration

965

295 367

1,246

Target Remuneration

965

483

483

965

5

Actual Remuneration
Maximum Remuneration

900
965

5
5
264

347
724

5

1,286

724

102

2,980

2,901

105

2,907
1,641

4,059

Maximum Remuneration

900

675

675

1,530

3,785

Actual Remuneration

900

264

347

1,286

5

105

2,907

Target Remuneration

900

450

450

900

2,705

5

5

Target Remuneration

900

450

450

900

2,705

Progress on MSR 
Maximum Remuneration
as at 1 July 2022 ($000)

Equity granted  
675
900
($000)

5

675

Unvested LTI and STI 
1,530
awards ($000)

3,785

ACTUAL

$2,191

ACTUAL

$7,974

ACTUAL

$3,603

F21 DSTI

519

Vested LTI and STI 
awards ($000)  
including share price 
uplift

TARGET

$5,200

TARGET

$965

TARGET

$965

TARGET

$900

F21‑23 WISP

1,693

F22 DSTI

295

F22 DSTI

295

F20 DSTI

367

F22–24 WISP

1,567

F22‑24 WISP

1,567

F20–22 WISP

1,348

Total

1,862

Total

4,074

Total

1,715

LEGEND    TFR     Other benefits    Cash STI    Vested DSTI    LTI (grant  
share price)

   Vested LTI 

(vested share price)

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Actual Remuneration

2,600

767

3,716

303

7,390

Target Remuneration

2,600

1,300

1,300

2,600

7,805

Maximum Remuneration

2,600

1,950

1,950

4,420

10,925

Natalie Davis  (5=50)

Actual Remuneration

965

295 367

1,246

102

2,980

Target Remuneration

965

483

483

965

2,901

Maximum Remuneration

965

724

724

1,641

ACTUAL

4,059

$18,777

5

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82

Remuneration Report

Executive KMP 
remuneration 2

2.4 

Terms of executive KMP service agreements

2.5 

F23 outlook

All executive KMP are employed on service agreements that detail the components of remuneration paid but do not 
prescribe how remuneration levels are to be modified from year to year. The agreements do not provide for a fixed term, 
although the service agreements may be terminated on specified notice. The notice period is 12 months for the CEO and 
six months for all other executive KMP. Below is a summary of the termination provisions for executive KMP.

Termination by Woolworths Group

Termination by executive KMP

Where the notice period is worked:

Where the notice period is worked:

• 

TFR is paid in respect of and for the duration of the 
notice period.

• 

TFR is paid in respect of and for the duration of the 
notice period. 

Where the notice period is paid in lieu:

Where the notice period is paid in lieu:

• 

TFR in respect of the notice period (and, if appropriate, 
a reasonable estimate of STI) is paid as a lump sum.

• 

TFR in respect of the notice period is paid as 
a lump sum. 

In both circumstances:

In both circumstances:

• 

the extent to which STI, DSTI and LTI arrangements 
remain in place will be treated in accordance with the 
relevant rules for the award, including any exercise 
of discretion by the Board. Refer to Section 3.3 for 
further details.

If termination is for cause:

•  only accrued leave and unpaid total fixed remuneration 

for days worked is paid

•  STI, DSTI and LTI are forfeited.

• 

the extent to which STI is payable will be treated 
in accordance with the relevant rules for the award, 
including any exercise of discretion by the Board

•  unvested DSTI and LTI are treated in accordance with 
the relevant rules for the award and at the discretion 
of the Board. Refer to Section 3.3 for further detail.

In addition, and upon further payment (where required), 
the Company may invoke a restraint period of up to 
12 months following separation, preventing executive KMP 
from engaging in any business activity with competitors.

Each year the Board reviews measures that are used in the STI and LTI plans to maintain relevance and alignment to the 
Group’s strategic objectives. The Board believes the existing metrics continue to align incentive outcomes to successful 
delivery of the Group’s strategy, and do not intend to make any changes to STI and LTI plans in F23.

Macroeconomic Outlook & Target Setting

The outlook for Woolworths Group for F23 continues to reflect uncertainty about the impact of COVID, supply chain 
disruptions and rising inflation on the business. Targets for F23 reflect the underlying assumptions of our plan, which 
include the expectation of some ongoing disruption but not to the same degree experienced in F22. The Board will 
continue to monitor performance and may apply discretion to outcomes should there be a significant divergence from 
the macro assumptions underlying the plan. 

F23 Remuneration Changes

The Board reviews the remuneration for executive KMP each year to maintain alignment to the remuneration framework 
outlined in section 1.1. Following market benchmarking completed by PwC, and having regard to market competitiveness 
of total target reward packages, it was determined that an increase for executive KMP, other than the CEO, was 
warranted. This is the first increase for executive KMP in four years. The Board has approved the following increases, 
effective 1 September 2022:

•  Ms Bardwell’s TFR will increase to $1,075,000

•  Ms Davis’ TFR will increase to $1,075,000

•  Mr Harrison’s TFR will increase to $985,000

The Board determined that there will be no increase for Mr Banducci in F23.

Minimum Shareholding Requirements

The Board completed a review of the Group’s shareholding requirement policy, including a review of market practice. 
The review found that the shareholding requirement policy continues to be an effective means of aligning the interests 
of KMP with those of shareholders. In order to simplify the policy and more closely align to market practice the period 
over which the Board Chair and CEO will be expected to achieve the MSR will be five years.

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3 Governance

3.1 

Role of the Board 

The Board reviews, challenges, applies judgement and, as appropriate, approves the PC’s recommendations relating to 
the remuneration of executive KMP and of non‑executive directors and the policies and frameworks that govern both.

When reviewing performance and determining incentive outcomes, the Board starts from the presumption that 
performance outcomes that determine incentive awards should align with market‑reported outcomes, management 
activity and shareholder outcomes. To achieve this alignment, the Board retains discretion over final performance and 
incentive outcomes, and recognises that there are cases where adjustments should be made. The Board considers PC 
recommendations and consequences of risk‑related matters, including whether malus should be applied in the process 
of finalising incentive and reward outcomes. In determining reward outcomes, the Board will also pay specific attention 
to items that are:

•  outside of the control of management

Governance 3

3.3 

Treatment of unvested equity awards upon exit

For the DSTI and LTI plans, the Board has overriding discretion over the treatment of awards when an executive ceases 
employment. At the 2020 AGM, shareholders again approved providing the Board with discretion to determine how 
unvested share rights awards will be treated when an executive ceases employment.

The approach the Board would expect to take when exercising this discretion is:

REASON FOR LEAVING

DEFERRED STI

UNVESTED LTI

Genuine retirement

Death, illness and incapacity

Termination for cause/gross 
misconduct/poor performance

Remain on foot until the end 
of the deferral period and vest 
at that time

Award pro‑rated for portion 
of the performance period 
participant has worked and 
remains ‘on foot’ until the end 
of the performance period

Award forfeited

Award forfeited

• 

the result of portfolio/strategy changes implemented but not envisaged in the original performance targets

Resignation

Award forfeited

Award forfeited

•  due to significant change in asset valuations outside the normal course of business

• 

significant risk management and compliance matters.

3.2 

Role of the People Committee (PC)

The PC operates under its own Charter and reports to the Board. The role of the PC is to provide advice and assistance 
to the Board in relation to people management and remuneration policies, so that remuneration outcomes for senior 
executives are appropriate and aligned to company performance and shareholder expectations. 

The PC reviews the CEO’s proposal for performance and incentive outcomes with a risk lens. This incorporates advice 
from the Chief Risk Officer (CRO), Chief Legal Officer (CLO), Chief People Officer (CPO), and Head of Internal Audit, 
as well as consultation with Committee Chairs and all directors to help inform its recommendations to the Board on 
the consequence of risk‑related matters on variable remuneration of the CEO and his direct reports, and overall Group 
STI and LTI outcomes.

A copy of the PC Charter is available on the website: www.woolworthsgroup.com.au.

The Chair of the Board and the Chair of the PC regularly engage with external stakeholders on remuneration 
arrangements.

Independent Remuneration Advisors 

Where appropriate, the Board and the PC consult external remuneration advisors. When such external remuneration 
advisors are selected, the Board considers potential conflicts of interest. Advisors’ terms of engagement regulate their 
access to, and (where required) set out their independence from, members of Woolworths Group management.

The requirement for external remuneration advisor services is assessed annually in the context of matters the PC needs 
to address. External advice is used as a guide, and does not serve as a substitute for directors’ thorough consideration 
of the relevant matters.

The Board and PC engaged PwC as its independent remuneration advisor. While Woolworths Group seeks regular input 
from PwC, and PwC provided market benchmarking reports, no remuneration recommendations, as defined by the 
Corporations Act 2001 (Cth), were made by PwC.

Mutual separation, redundancy, or other 
reasons as determined by the Board

The Board will determine the appropriate treatment in the 
circumstances on a case by case basis

In cases of resignation, the Board will consider the circumstances surrounding each case to allow for the appropriate 
treatment. For instance, where the executive is not resigning to join a direct competitor and all reasonable steps have 
been taken to continue to support the success of the business through to their final date of employment, the Board may 
consider it appropriate to allow some incentive awards to remain on foot. 

In any case, where an award remains on foot post employment, the Board retains absolute discretion under the various 
plan rules as to the final vesting outcome. The Board will continue to monitor the executive post employment and 
if they do not meet their post‑employment obligations, the Board may lapse any remaining awards. For example, 
in cases where:

• 

• 

the executive resigns to join a competitor organisation, or in the Board’s opinion the executive does not support the 
business to their final day of employment, any unvested DSTI and LTI will generally lapse

the executive retires from Woolworths, but then at a later date (and prior to vesting of awards) undertakes actions 
inconsistent with retirement, it may result in the Board reconsidering the treatment of any unvested awards.

The Board will disclose any exercise of discretion in relation to executive KMP in the Remuneration Report. No such 
discretion was exercised in F22.

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86

Remuneration Report

Directors’ Arrangements 4

Non-Executive 

3.4 

Other governance requirements

4 Non-executive directors’ arrangements

Hedging 
policy

Malus policy

Minimum 
shareholding 
requirements 
(MSR)

Dividends

Blackout 
Periods

Under the securities trading policy, senior executives and other specified team members 
(Specified Persons) may not enter into any derivative (including hedging) transaction that will 
protect the value of either unvested securities or vested securities that are subject to a disposal 
restriction, issued as part of our share plans. Compliance with the policy is a condition of 
participation in the plans.

The executive KMP STI and LTI arrangements are subject to malus provisions that enable 
the Board to adjust unpaid and/or unvested awards (including to reduce to zero) where it is 
appropriate to do so. The Board may determine that any unpaid cash STI or unvested DSTI or LTI 
awards will be forfeited in the event of wilful misconduct, dishonesty or severe breach of our Code 
of Conduct by the executive. The Board may also adjust these awards in cases of unexpected or 
unforeseen events impacting performance outcomes, performance with regard to non‑financial 
risk, an outcome which would cause significant reputational damage to the Woolworths Group 
brand, or a broader assessment of performance indicating there should be an adjustment. 

•  CEO: 200% of TFR

•  Other executive KMP: 100% of TFR

•  Compliance is required within five years of appointment

•  MSR includes the aggregate value of current shareholdings and unvested DSTI awards for 

executive KMP

Shares equivalent to the value of dividends that would have been earned and reinvested over the 
performance period are provided at the time of vesting. No dividend equivalent shares will be 
provided on awards (or portions thereof) that do not vest.

Under the securities trading policy, specified persons and their closely related parties must not 
deal in Woolworths Group securities during a blackout period. Blackout periods operate in the lead 
up to certain key announcements, namely: 

•  quarter 1 sales results and Woolworths Group Annual General Meeting

•  quarter 3 sales results 

•  half and full year results. 

The Chair, on recommendation of the Chief Legal Officer and Company Secretary, may vary or 
impose a restriction during other periods where deemed appropriate. Woolworths Group team 
members, including specified persons and their closely related parties, must also not deal in 
securities if they possess inside information, whether or not a blackout period applies to them. 

4.1 

Non‑executive directors’ remuneration policy and structure

Non‑executive director fees are paid from an aggregate annual fee pool of $4,000,000, as approved by shareholders 
at the AGM on 18 November 2010. Total Board and Committee fees paid during F22 were $3,348,223 (refer to Section 5.1 
for individual details). 

Non‑executive directors do not receive variable pay and no directors’ fees are paid to executive directors. 

Following a review of Board and Committee fees against the market, the Board determined to increase the Board Chair 
fee to $825,000 (inclusive of superannuation) from 1 July 2022. This is the first increase to the Board Chair’s fees since 
September 2017. No changes have been made to other Board or Committee fees for F23. 

The table below provides a summary of F22 Board and Committee fees:

BOARD AND COMMITTEE FEES ($) 

Woolworths Group Board

Audit and Finance Committee 

People Committee 

Risk Committee

Sustainability Committee

Nomination Committee

CHAIR

MEMBER

F22 FEE 
INCL. SUPER

F22 FEE
INCL. SUPER

$790,531

$254,990

$65,000

$65,000

$65,000

$65,000

Nil

$32,500

$32,500

$32,500

$32,500

Nil

4.2 

Non‑executive directors’ minimum shareholding requirement

Non‑executive directors are required to hold a minimum number of shares for alignment with other shareholders. 
The MSR is:

•  Chair – 200% of the annual Chair fee within four years of appointment. From 1 July 2022, the period over which the 

Chair will be expected to achieve the MSR will be five years. Further detail is set out on page 83.

•  Other non‑executive directors – 100% of the annual base fee within three years of appointment.

The shares or share instruments may be held personally, by a close family member, within a self‑managed 
superannuation fund, or by a family trust or private company. 

Details of the current shareholdings for non‑executive directors as at 26 June 2022 are provided in Section 5.3.

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4.3 

Non‑executive directors’ equity plan

The non‑executive director equity plan (NEDP) was introduced to encourage and facilitate share ownership, and was 
approved by shareholders at the AGM on 27 October 2021 to continue for a further three years. The NEDP provides 
a pre‑set automated mechanism for participants to acquire shares, recognising that non‑executive directors can 
often be limited in their ability to purchase shares because of Australian insider trading laws. Non‑executive director 
share rights are allocated quarterly at the same time as the underlying shares are issued to the plan’s trustee. 
For Australian‑based directors, these rights convert into ordinary shares each half year; and for US‑based directors, 
these rights convert into shares at the end of the director’s tenure or other prescribed events (with additional shares 
equivalent to the dividends that would have been earned and reinvested on those rights), subject to compliance with 
the securities trading policy. 

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The NEDP supports the minimum shareholding requirement for Board members as it allows non‑executive directors 
to reach the minimum shareholding requirements more quickly, as shares are acquired on a pre‑tax basis. Details of the 
share rights allocated to non‑executive directors are set out in Section 5.2.

 
 
 
 
 
 
 
 
 
88

Remuneration Report

5 KMP statutory disclosures

5.1  

KMP remuneration

The table below sets out the remuneration of non-executive directors of Woolworths Group Limited. Amounts represent 
the payments relating to the period during which the individuals were KMP.

SHORT-TERM BENEFITS

DIRECTOR 
FEES 
$

FEES 
SACRIFICED  
UNDER NEDP   1 
$

NON-
MONETARY 
AND OTHER 
BENEFITS   2 
 $

ADJUSTMENT  
DUE TO THE  
IMPACT OF 
DEMERGER   3 
$

POST 
EMPLOYMENT 
BENEFITS   4 
$

Non-executive directors

G M Cairns

M N Brenner 5

J C Carr-Smith 6

P W Chronican 7

H S Kramer

S L McKenna

S R Perkins

K A Tesija 6

M J Ullmer, AO 8

F22

F21

F22

F21

F22

F21

F22

F22

F21

F22

F21

F22

F21

F22

F21

F22

F21

 768,837 

 678,837 

 330,796 

 192,964 

 – 

 89,985 

 – 

 – 

 241,864 

 100,013 

 253,740 

 49,981 

 259,881 

 264,637 

 255,970 

 330,796 

 330,817 

 363,296 

 352,424 

 341,864 

 319,990 

 118,121 

 – 

 66,162 

 63,981 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 221,657 

 119,963 

 4,734 

 4,421 

 4,734 

 2,575 

 4,734 

 4,421 

 3,499 

 4,734 

 4,421 

 4,734 

 4,421 

 4,734 

 4,421 

 4,734 

 4,421 

 1,587 

 4,421 

 – 

 7,429 

 – 

 – 

 – 

 13,207 

 – 

 – 

 5,076 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 9,905 

 23,568 

 21,694 

 23,568 

 12,655 

 – 

 – 

 5,892 

 23,568 

 21,694 

 23,568 

 5,424 

 23,568 

 5,424 

 – 

 – 

 – 

 – 

 TOTAL  
$ 

 797,139 

 802,366 

 359,098 

 208,194 

 346,611 

 321,349 

 269,272 

 359,101 

 351,142 

 359,098 

 340,662 

 391,598 

 362,269 

 346,598 

 324,411 

 119,708 

 355,946 

1  Fees sacrificed under NEDP represent non-executive directors’ fees sacrificed in the current period to purchase share rights under 
the NEDP plus amounts sacrificed in previous periods but used to purchase share rights in the current period. Refer to Section 4.3 
for further details.

2  Non-monetary and other benefits include the deemed premium in respect of the Directors’ and Officers’ Indemnity insurance and, 

where applicable, travel benefits and associated fringe benefits tax.

3  At the end of F21, the demerger of Endeavour Group (ASX: EDV) had an impact on the operation of Woolworths Group’s share plans. 

Unvested share rights or performance rights did not receive Endeavour Group shares upon demerger. This reduced the value of these 
rights after the Woolworths share price traded lower to reflect the demerger of Endeavour. To maintain the award values,  
non-executive directors received an adjustment increasing the number of share rights under the NEDP using a standard formula 
that has been applied in other comparable demerger situations.

4  Post employment benefits represent superannuation paid directly to the non-executive directors’ nominated superannuation fund. 

If the Group is not required to pay superannuation, the payment may be made as cash and included in director fees.

5  During F21, Ms Brenner was appointed as a non-executive director on 1 December 2020.
6  Ms Carr-Smith’s and Ms Tesija’s director fees include an overseas directors’ allowance of $10,000 per eligible flight during the current 

and prior period.

7  Mr Chronican was appointed as a non-executive director on 1 October 2021.

8  Mr Ullmer ceased being a non-executive director on 27 October 2021.

KMP statutory disclosure 5

5.1  

KMP remuneration (continued)

The table below sets out the remuneration of executive KMP of Woolworths Group Limited. Amounts represent the 
payments relating to the period during which the individuals were KMP.

SHORT-TERM BENEFITS

SHARE-BASED PAYMENTS 6

SALARY 1 
$

CASH 
INCENTIVE 2 
$

NON-
MONETARY 
AND OTHER 
BENEFITS 3 
 $

POST 
EMPLOYMENT 
BENEFITS 4 
$

OTHER 
LONG-TERM 
BENEFITS 5 
$

EQUITY 
GRANTS 
AT RISK 7 
$

OTHER  
EQUITY 
GRANTS 8 
$

 TOTAL  
$ 

Executive KMP

B L Banducci F22 2,633,419 

766,627 

F21 2,637,799  1,651,650 

A Bardwell 9 F22

932,202  300,967 

947,280  294,850 

N Davis 10

S Harrison

F22

F21

F22

F21

4,734 

4,421 

4,734 

4,734 

27,500 

36,490  3,227,557 

861,130  7,557,457 

25,208 

39,085 

3,377,492 

640,772  8,376,427 

85,273 

60,158  1,047,193 

312,095  2,742,622 

27,500 

13,785 

931,687  283,488  2,503,324 

672,025 

407,813 

44,548 

55,292 

10,552 

977,294 

185,423  2,352,947 

887,665 

263,985 

862,442 

519,750 

4,734 

4,421 

27,500 

12,708  1,018,755 

270,978  2,486,325 

25,208 

13,232 

906,811 

143,989  2,475,853 

1  Salary includes the net change in accrued annual leave within the period and a car allowance.
2  Cash incentive represents the cash component of the F22 STI, which was 50% of the total STI award.  The remaining 50% is deferred 
in share rights for two years. The F22 STI was adjusted downwards, where appropriate, as a result of issues identified by the Board-
initiated payroll review during the period. Refer to Section 2.3 for further details.

3  Non-monetary and other benefits include the deemed premium in respect of the Directors’ and Officers’ Indemnity insurance and, 

where applicable, relocation benefits and associated fringe benefits tax.

4  Post employment benefits represent superannuation paid directly to the executive KMP’s nominated superannuation fund. If the 

Group is not required to pay superannuation, the payment may be made as cash and included in salary.

5  Other long-term benefits represents the net change in accrued long service leave within the period.
6  Share-based payments represent the portion of the fair value of share rights expected to vest and is recognised as an expense over the 

vesting period. The amount recognised is adjusted to reflect the expected number of instruments that will vest for non-market based 
performance conditions, including ROFE and sales per square metre or reputation. The reputation non-market based performance 
condition is only applicable to the F22 LTI plan and measures brand reputation across four key metrics. No adjustment for non-vesting 
is made for failure to achieve the relative TSR performance hurdle, as this is taken into account in the fair value at grant date.

7  For equity grants at risk, the fair value of share rights with the relative TSR performance measure is calculated at the date of grant using 
a Monte Carlo simulation model, whilst the fair value of other share rights is calculated using a Black-Scholes option pricing model. 
8  Other equity grants are grants which are not subject to any further performance conditions except continuous employment, subject 

to the operation of the Group’s malus policy.

9  Ms Bardwell became an executive KMP on 28 June 2021.
10  During F21, Ms Davis became an executive KMP on 1 October 2020 after commencing as Managing Director, Woolworths Supermarkets. 

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90

Remuneration Report

KMP statutory disclosure 5

5.2 

KMP share right movements

5.3  

KMP share movements 

The table below summarises the movements in F22 of interests in shares of Woolworths Group Limited relating to the 
period during which individuals were KMP.

OPENING  
BALANCE 
NO.

SHARES ISSUED 
UNDER DRP 
NO.

SHARES RECEIVED 
ON VESTING OF 
SHARE RIGHTS 
NO.

SHARES 
PURCHASED/
(DISPOSED) 
NO.

Non-executive directors

G M Cairns

M N Brenner

J C Carr-Smith 1

P W Chronican

H S Kramer

S L McKenna

S R Perkins

K A Tesija

M J Ullmer, AO 2

Executive KMP

B L Banducci

A Bardwell 3

N Davis

S Harrison

 38,681 

 2,731 

 – 

 – 

 13,275 

 10,815 

 17,473 

 8,980 

 31,044 

 332,643 

 8,166 

 98,977 

 58,401 

 – 

 – 

 – 

 – 

 – 

 82 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 1,275 

 – 

 – 

 – 

 1,732 

 – 

 – 

 – 

 1,699 

 – 

 1,309 

 – 

 7,000 

 – 

 – 

 – 

 – 

 – 

CLOSING  
BALANCE 
NO.

 39,956 

 4,040 

 – 

 7,000 

 15,007 

 10,897 

 17,473 

 8,980 

 32,743 

 174,586 

(141,500)

 365,729 

 52,711 

 60,410 

 33,351 

(60,877)

 – 

 – 

 159,387 

(54,000)

 37,752 

1  The terms of the NEDP applying to US directors provide that share rights received, following salary sacrifice of NED fees, must not 

vest and convert into shares before the cessation of their service as a director, or a number of other prescribed occurrences under US 
securities laws. Ms Carr-Smith currently holds the equivalent of 5,082 Woolworths Group shares as set out in Section 5.2.

2  Mr Ullmer’s closing balance of shares is as at 27 October 2021, the date on which Mr Ullmer ceased being a non-executive director.
3  Ms Bardwell’s opening balance is as at 28 June 2021, the date on which Ms Bardwell became an executive KMP, and includes shares 

acquired prior to the period during which Ms Bardwell was an executive KMP.

The table below summarises the share rights granted as part of the NEDP.

Non-executive directors

G M Cairns

M N Brenner

J C Carr-Smith

P W Chronican

H S Kramer

S L McKenna

S R Perkins

K A Tesija

M J Ullmer, AO

SHARE RIGHTS GRANTED  
UNDER THE NEDP

SHARE RIGHTS VESTED

NO.

$ 1

NO.

$ 2

OPENING  
BALANCE  

NO.

 1,275 

 – 

 – 

 873 

 – 

 – 

 – 

 1,699 

 2,275 

 2,807 

 100,013 

 – 

 – 

 – 

 – 

 – 

 – 

(1,275)

 52,466 

 – 

 – 

 – 

 – 

 – 

 – 

 1,810 

 66,162 

(1,732)

 66,539 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

(1,699)

 69,914 

CLOSING  
BALANCE  

NO.

 – 

 – 

 5,082 

 – 

 951 

 – 

 – 

 – 

 – 

1  Amounts represent non-executive directors’ fees sacrificed in the current period to purchase share rights under the NEDP plus 

amounts sacrificed in previous periods but used to purchase share rights in the current period.

2  The value of share rights vested under the NEDP during the period is calculated based on the VWAP of Woolworths Group Limited 

shares traded in the five days prior to and including the date of vesting.

The table below summarises the movements in holdings of share right interests in Woolworths Group Limited relating 
to the period during which individuals were KMP. A share right entitles the holder to one fully paid ordinary Woolworths 
Group Limited share, subject to applicable performance and vesting conditions. 

OPENING  
BALANCE  

SHARE RIGHTS GRANTED

SHARE RIGHTS VESTED

NO.

NO. 1

$ 2

NO.

$ 3

SHARE 
RIGHTS 
LAPSED 4  

NO.

ADJUSTMENT DUE TO THE 
IMPACT OF DEMERGER 5

NO.

$

CLOSING  
BALANCE  

NO.

Executive KMP

B L Banducci F22 522,659  173,138  5,627,445 

(174,586)

(7,171,993)

(40,222)

 – 

 –  480,989 

F21 580,116  132,150  4,014,146 

(186,835)

(7,429,935)

(77,032)

74,260  2,711,379  522,659 

A Bardwell 6 F22 173,524  63,733  2,026,147 

(52,711)

(2,165,368)

(11,938)

N Davis 7

F22 187,644  62,347  1,968,137 

(60,410)

(2,481,643)

(14,030)

 – 

 – 

 –  172,608 

 –  175,551 

F21 116,405  44,619  1,582,286 

 – 

 – 

 – 

26,620  976,697  187,644 

S Harrison

F22 159,017  58,751  1,848,930 

(33,351)

(1,370,059)

(9,684)

 – 

 –  174,733 

F21 135,252  53,155  1,606,953 

(33,401)

(1,328,270)

(18,545)

22,556  815,715  159,017 

1  The holders of share rights issued in accordance with the Group’s LTI and DSTI awards are entitled to dividends that would have been 

paid on the underlying award over the vesting period, which are received as additional share rights (Dividend Equivalent Rights (DERs)) 
on vesting of the award. DERs vest on the same conditions as the underlying LTI or DSTI award to which they relate. The number of share 
rights granted during the period includes those share rights granted in accordance with the period’s LTI and DSTI awards and DERs.

2  The value of share rights granted is the total fair value of share rights granted during the period determined by an independent 

actuary. This is recognised in employee benefits expense over the vesting period of the share right, in accordance with Australian 
Accounting Standards.

3  The value of share rights vested during the period is calculated based on the VWAP of Woolworths Group Limited shares traded in the 

five days prior to and including the date of vesting.

4  The number of share rights which lapsed as a result of failure to meet performance hurdles relates to the F19 LTI plans (F21: F18 LTI plans).
5  At the end of F21, the demerger of Endeavour Group (ASX: EDV) had an impact on the operation of Woolworths Group’s share plans. 

Unvested share rights or performance rights did not receive Endeavour Group shares upon demerger. This reduced the value of these 
rights after Woolworths share price traded lower to reflect the demerger of Endeavour. To maintain the award values, team members 
received an adjustment in F21 increasing the number of share rights or performance share rights in the on foot plans using a standard 
formula that has been applied to other comparable demerger situations.

6  Ms Bardwell’s opening balance is as at 28 June 2021, the date on which Ms Bardwell became an executive KMP, and includes awards 

granted prior to the period during which Ms Bardwell was KMP.

7  Ms Davis’ opening balance in F21 is as at 1 October 2020, the date on which Ms Davis became an executive KMP, and includes awards 

granted prior to the period during which Ms Davis was KMP.

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5.4 
5.4 

Share rights outstanding for executive KMP
Share rights outstanding for executive KMP

The table below sets out the grants and outstanding number of share rights for current executive KMP. No amounts 
The table below sets out the grants and outstanding number of share rights for current executive KMP. No amounts 
were paid or are payable by the recipient on receipt of the share rights and there are no outstanding vested share rights 
were paid or are payable by the recipient on receipt of the share rights and there are no outstanding vested share rights 
as at 26 June 2022.
as at 26 June 2022.

AWARD
AWARD

GRANT DATE 1
GRANT DATE 1

PERFORMANCE 
PERFORMANCE 
PERIOD START DATE
PERIOD START DATE

PERFORMANCE  
PERFORMANCE  
PERIOD END DATE 2
PERIOD END DATE 2

 NO. OF RIGHTS 
 NO. OF RIGHTS 
EXCLUDING DERS 
EXCLUDING DERS 
AS AT 26 JUNE 2022 
AS AT 26 JUNE 2022 

 NO. OF DERS  
 NO. OF DERS  
AS AT 26 JUNE 2022 
AS AT 26 JUNE 2022 

 TOTAL  
 TOTAL  
NO. OF RIGHTS 
NO. OF RIGHTS 
AS AT 26 JUNE 
AS AT 26 JUNE 
2022 
2022 

 MAXIMUM VALUE  
 MAXIMUM VALUE  
OF AWARD TO VEST 
OF AWARD TO VEST 
$ 3 
$ 3 

KMP statutory disclosure 5

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Executive KMP
Executive KMP

B L Banducci
B L Banducci

F20 WISP
F20 WISP

F21 WISP
F21 WISP

F21 DSTI
F21 DSTI

16/12/2019
16/12/2019

01/07/2019
01/07/2019

01/07/2022
01/07/2022

12/11/2020
12/11/2020

01/07/2020
01/07/2020

01/07/2023
01/07/2023

23/09/2021
23/09/2021

01/07/2021
01/07/2021

01/07/2023
01/07/2023

F22 WISP
F22 WISP

27/10/2021 4
27/10/2021 4

01/07/2021
01/07/2021

01/07/2024
01/07/2024

 155,042 
 155,042 

 140,485 
 140,485 

 43,918 
 43,918 

 117,531 
 117,531 

 456,976 
 456,976 

 47,705 
 47,705 

 9,733 
 9,733 

 47,278 
 47,278 

 15,917 
 15,917 

 43,622 
 43,622 

 164,255 
 164,255 

 51,998 
 51,998 

 9,700 
 9,700 

 47,116 
 47,116 

 14,458 
 14,458 

 43,622 
 43,622 

 166,894 
 166,894 

 53,668 
 53,668 

 9,176 
 9,176 

 48,629 
 48,629 

 13,820 
 13,820 

 40,684 
 40,684 

 165,977 
 165,977 

F20 WISP
F20 WISP

F20 DSTI
F20 DSTI

F21 WISP
F21 WISP

F21 DSTI
F21 DSTI

F22 WISP
F22 WISP

F20 WISP
F20 WISP

F20 DSTI
F20 DSTI

F21 WISP
F21 WISP

F21 DSTI
F21 DSTI

F22 WISP
F22 WISP

F20 WISP
F20 WISP

F20 DSTI
F20 DSTI

F21 WISP
F21 WISP

F21 DSTI
F21 DSTI

F22 WISP
F22 WISP

01/07/2019
01/07/2019

01/07/2019
01/07/2019

01/07/2022
01/07/2022

17/09/2020
17/09/2020

01/07/2020
01/07/2020

01/07/2022
01/07/2022

01/07/2020
01/07/2020

01/07/2020
01/07/2020

01/07/2023
01/07/2023

23/09/2021
23/09/2021

01/07/2021
01/07/2021

01/07/2023
01/07/2023

01/07/2021
01/07/2021

01/07/2021
01/07/2021

01/07/2024
01/07/2024

01/07/2019
01/07/2019

01/07/2019
01/07/2019

01/07/2022
01/07/2022

17/09/2020
17/09/2020

01/07/2020
01/07/2020

01/07/2022
01/07/2022

01/07/2020
01/07/2020

01/07/2020
01/07/2020

01/07/2023
01/07/2023

23/09/2021
23/09/2021

01/07/2021
01/07/2021

01/07/2023
01/07/2023

01/07/2021
01/07/2021

01/07/2021
01/07/2021

01/07/2024
01/07/2024

01/07/2019
01/07/2019

01/07/2019
01/07/2019

01/07/2022
01/07/2022

17/09/2020
17/09/2020

01/07/2020
01/07/2020

01/07/2022
01/07/2022

01/07/2020
01/07/2020

01/07/2020
01/07/2020

01/07/2023
01/07/2023

23/09/2021
23/09/2021

01/07/2021
01/07/2021

01/07/2023
01/07/2023

01/07/2021
01/07/2021

01/07/2021
01/07/2021

01/07/2024
01/07/2024

 GRANT DATE FAIR VALUE OF PERFORMANCE  
 GRANT DATE FAIR VALUE OF PERFORMANCE  
SHARE RIGHT 5 
SHARE RIGHT 5 

 CEO 
 CEO 

 REPUTATION, ROFE, 
 REPUTATION, ROFE, 
AND SALES PER  
AND SALES PER  
TRADING SQM 
TRADING SQM 

 TSR 
 TSR 

 $28.11 
 $28.11 

 $38.37 
 $38.37 

 – 
 – 

 – 
 – 

 $22.13 
 $22.13 

 $38.88 
 $38.88 

 DSTI 
 DSTI 

 TSR 
 TSR 

 – 
 – 

 – 
 – 

 – 
 – 

 $17.53 
 $17.53 

 – 
 – 

 $21.07 
 $21.07 

 – 
 – 

 OTHER KMP 
 OTHER KMP 

 REPUTATION, ROFE, 
 REPUTATION, ROFE, 
AND SALES PER  
AND SALES PER  
TRADING SQM 
TRADING SQM 

 $33.02 
 $33.02 

 DSTI 
 DSTI 

 – 
 – 

 – 
 – 

 $36.48 
 $36.48 

 $36.90 
 $36.90 

 – 
 – 

 – 
 – 

 $39.76 
 $39.76 

 – 
 – 

 – 
 – 

 $39.76 
 $39.76 

 $19.37 
 $19.37 

 $39.85 
 $39.85 

 – 
 – 

 $20.80 
 $20.80 

 $37.51 
 $37.51 

 – 
 – 

A Bardwell
A Bardwell

N Davis
N Davis

S Harrison
S Harrison

F20 WISP
F20 WISP

F20 DSTI
F20 DSTI

F21 WISP
F21 WISP

F21 DSTI
F21 DSTI

F22 WISP
F22 WISP

 12,649 
 12,649 

 167,691 
 167,691 

 5,523,845 
 5,523,845 

 7,343 
 7,343 

 1,094 
 1,094 

 2,927 
 2,927 

 147,828 
 147,828 

 4,654,831 
 4,654,831 

 45,012 
 45,012 

 1,746,180 
 1,746,180 

 120,458 
 120,458 

 3,881,265 
 3,881,265 

 24,013 
 24,013 

 480,989 
 480,989 

 15,806,121 
 15,806,121 

 3,892 
 3,892 

 508 
 508 

 2,471 
 2,471 

 396 
 396 

 1,086 
 1,086 

 8,353 
 8,353 

 4,242 
 4,242 

 507 
 507 

 2,462 
 2,462 

 360 
 360 

 1,086 
 1,086 

 8,657 
 8,657 

 4,378 
 4,378 

 479 
 479 

 2,542 
 2,542 

 344 
 344 

 1,013 
 1,013 

 8,756 
 8,756 

 51,597 
 51,597 

 10,241 
 10,241 

 49,749 
 49,749 

 16,313 
 16,313 

 44,708 
 44,708 

 1,409,249 
 1,409,249 

 358,841 
 358,841 

 1,498,620 
 1,498,620 

 632,860 
 632,860 

 1,393,287 
 1,393,287 

 172,608 
 172,608 

 5,292,857 
 5,292,857 

 56,240 
 56,240 

 10,207 
 10,207 

 49,578 
 49,578 

 14,818 
 14,818 

 44,708 
 44,708 

 1,536,068 
 1,536,068 

 357,627 
 357,627 

 1,493,484 
 1,493,484 

 574,850 
 574,850 

 1,393,287 
 1,393,287 

 175,551 
 175,551 

 5,355,316 
 5,355,316 

 58,046 
 58,046 

 1,585,403 
 1,585,403 

 9,655 
 9,655 

 51,171 
 51,171 

 14,164 
 14,164 

 41,697 
 41,697 

 338,305 
 338,305 

 1,541,444 
 1,541,444 

 549,483 
 549,483 

 1,299,447 
 1,299,447 

 174,733 
 174,733 

 5,314,082 
 5,314,082 

 MODIFIED FAIR VALUE OF PERFORMANCE 
 MODIFIED FAIR VALUE OF PERFORMANCE 
SHARE RIGHT 6 
SHARE RIGHT 6 

 ALL KMP 
 ALL KMP 

 SALES PER  
 SALES PER  
TRADING SQM 
TRADING SQM 
AND ROFE 
AND ROFE 

 TSR 
 TSR 

 $37.41 
 $37.41 

 $40.89 
 $40.89 

 DSTI 
 DSTI 

 – 
 – 

 – 
 – 

 – 
 – 

 $39.22 
 $39.22 

 $18.01 
 $18.01 

 $39.22 
 $39.22 

 – 
 – 

 – 
 – 

 – 
 – 

 – 
 – 

 – 
 – 

 – 
 – 

 – 
 – 

The minimum value of share rights is assessed as nil and has not been specifically detailed in the table above on the basis 
The minimum value of share rights is assessed as nil and has not been specifically detailed in the table above on the basis 
that no share rights will vest unless the performance or vesting criteria are satisfied.
that no share rights will vest unless the performance or vesting criteria are satisfied.

1  Grant date is the date on which there is a shared understanding of the terms and conditions of the share-based payment arrangement.
1  Grant date is the date on which there is a shared understanding of the terms and conditions of the share-based payment arrangement.
2  Exercise of share rights will occur the day after the full year results are announced to the market. 
2  Exercise of share rights will occur the day after the full year results are announced to the market. 
3  The maximum value of award to vest represents the total maximum value of employee benefits expense, as based on the value at grant 
3  The maximum value of award to vest represents the total maximum value of employee benefits expense, as based on the value at grant 

date that would be recorded if all share rights which remain outstanding at 26 June 2022 satisfied all relevant vesting conditions.
date that would be recorded if all share rights which remain outstanding at 26 June 2022 satisfied all relevant vesting conditions.
4  The F22 WISP grant to Mr Banducci was approved by shareholders at the 2021 AGM held on 27 October 2021 in accordance with listing rule 10.14.
4  The F22 WISP grant to Mr Banducci was approved by shareholders at the 2021 AGM held on 27 October 2021 in accordance with listing rule 10.14.
5  The fair value of share rights with the relative TSR performance measure is calculated at the date of grant using a Monte Carlo 
5  The fair value of share rights with the relative TSR performance measure is calculated at the date of grant using a Monte Carlo 

simulation model, taking into account the impact of the relative TSR condition whilst the fair value of other share rights are calculated 
simulation model, taking into account the impact of the relative TSR condition whilst the fair value of other share rights are calculated 
using a Black-Scholes option pricing model. The value disclosed is an input to the calculation of the grant date fair value of the share 
using a Black-Scholes option pricing model. The value disclosed is an input to the calculation of the grant date fair value of the share 
rights recognised as an expense in each reporting period. No performance conditions, other than ongoing employment, are attached 
rights recognised as an expense in each reporting period. No performance conditions, other than ongoing employment, are attached 
to deferred STI share rights awards, subject to the operation of the Group’s malus policy.
to deferred STI share rights awards, subject to the operation of the Group’s malus policy.

6  At the end of F21, the demerger of Endeavour Group (ASX: EDV) had an impact on the operation of Woolworths Group’s share plans. 

Unvested share rights or performance rights did not receive Endeavour Group shares upon demerger. This reduced the value of these 
rights after Woolworths share price traded lower to reflect the demerger of Endeavour. To maintain the award values, executive KMP 
received an adjustment increasing the number of share rights in the on foot plans (including the F20 WISP, F20 DSTI and F21 WISP) 
as at 24 June 2021, being the date the team members received an adjustment. The relative TSR performance measure is calculated 
using a Monte Carlo simulation model, taking into account the impact of the relative TSR condition whilst the fair value of other share 
rights are calculated using a Black-Scholes option pricing model. The value disclosed is an input to the calculation of the value of the 
share rights recognised as an expense in each reporting period.

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94

Auditor’s Independence Declaration

Deloitte Touche Tohmatsu
A.C.N. 74 490 121 060 

Grosvenor Place
225 George Street
Sydney NSW 2000
PO Box N250 Grosvenor Place
Sydney NSW 1217 Australia 

DX: 10307SSE
Tel: +61 (0) 2 9322 7000
Fax: +61 (0) 2 9322 7001
www.deloitte.com.au

$60,849M

Revenue from the sale of 

goods and services from 

continuing operations,  

9.2% increase from 2021.

See page 108  

2022  
Financial Report 
Table of Contents

Consolidated Financial Statements

Consolidated Statement of Profit or Loss
Consolidated Statement of Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows

Notes to the Consolidated Financial Statements

1

General information

The Board of Directors
Woolworths Group Limited
1 Woolworths Way
Bella Vista
NSW 2153 

25 August 2022

Dear Board Members

Auditor’s Independence Declaration

In accordance with section 307C of the Corporations Act 2001, we are pleased to provide the following declaration 
of independence to the Directors of Woolworths Group Limited. 

As lead audit partners for the audit of the financial report of Woolworths Group Limited for the 52-week period 
ended 26 June 2022, we declare that to the best of our knowledge and belief, there have been no contraventions of: 

(i)  the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

(ii)  any applicable code of professional conduct in relation to the audit.  

2

3

PFD 
Acquisition

On 28 June 2021, the Group 

acquired a 65% equity 

interest in PFD resulting in 

the Group gaining control of 

PFD. Detailed disclosure of 

this acquisition is included 

in Note 5.1.

1.1
1.2
1.3
1.4
1.5

Basis of preparation
Other significant accounting policies
Critical accounting estimates and judgements
Individually significant items
Financial reporting impacts of COVID and 
sustainability related matters

Group performance

Revenue from continuing operations
Segment disclosures from continuing operations

2.1
2.2
2.3 Net finance costs from continuing operations

Assets and liabilities

Trade and other receivables
3.1
3.2 Other financial assets and liabilities
3.3
3.4
3.5
3.6
3.7
3.8
3.9
3.10 Trade and other payables
3.11 Provisions

112
113
Leases
114
Property, plant and equipment 
118
Commitments for capital expenditure
120
Intangible assets 
120
Investments accounted for using the equity method 123
Impairment of non-financial assets 
124
Income taxes
127
130
130

Yours sincerely

See page 150  

4

Capital structure, financing, and risk management

DELOITTE TOUCHE TOHMATSU

Tom Imbesi 
Partner 
Chartered Accountants 

Sydney, 25 August 2022 

Taralyn Elliott 
Partner 
Chartered Accountants

Sydney, 25 August 2022

Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Asia Pacific Limited and the Deloitte organisation.

Earnings per share

4.1
4.2 Dividends
4.3 Contributed equity
4.4 Reserves
4.5 Cash and cash equivalents
4.6 Borrowings
4.7

Financial risk management

5

Group structure

Acquisition of subsidiary
5.1
5.2 Discontinued operations
5.3
5.4
5.5

Subsidiaries
Parent entity information
Related parties

6

Other

6.1
6.2
6.3
6.4

Contingent liabilities
Employee benefits
Auditor’s remuneration
Subsequent events

Directors’ Declaration

Independent Auditor’s Report

Australian 
B2B

During the period, a new 

operating segment, Australian 

B2B, was established 

comprising B2B Food and B2B 

Supply Chain. Further details 

are included in Note 2.2.

See page 109  

134
135
136
137
139
140
143

150
152
153
157
159

160
160
166
166

167

168

96
97
98
99
100

101
102
104
104

106

108
109
111

95

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96

Consolidated Statement of Profit or Loss

Continuing operations

Revenue from the sale of goods and services

Cost of sales

Gross profit

Other revenue

Branch expenses

Administration expenses

Earnings before interest and tax

Finance costs

Profit before income tax

Income tax expense

Profit for the period from continuing operations

Discontinued operations

Profit for the period from discontinued operations, after tax 

Profit for the period

Profit for the period attributable to:

Equity holders of the parent entity

Non-controlling interests

Profit for the period attributable to equity holders of the parent entity related to:

Profit from continuing operations

Profit from discontinued operations

NOTE

2.1

2.1

2.3

3.9.1

5.2.2

2022
$M

2021
$M

 60,849 

(42,807)

 18,042 

 297 

(10,701)

(4,947)

 2,691 

(600)

 2,091 

(534)

 1,557 

 6,387 

 7,944 

 55,733 

(39,405)

 16,328 

 152 

(9,838)

(3,819)

 2,823 

(613)

 2,210 

(604)

 1,606 

 533 

 2,139 

 7,934 

 2,074 

 10 

 65 

 7,944 

 2,139 

 1,547 

 6,387 

 7,934 

 1,606 

 468 

 2,074 

 CENTS 

 CENTS 

Earnings per share (EPS) attributable to equity holders of the parent entity

Basic EPS

Diluted EPS

EPS attributable to equity holders of the parent entity from continuing operations

Basic EPS

Diluted EPS

4.1

4.1

4.1

4.1

 649.6 

 644.8 

 126.7 

 125.7 

 165.0 

 164.2 

 127.7 

 127.1 

The above Consolidated Statement of Profit or Loss should be read in conjunction with the accompanying Notes to the 
Consolidated Financial Statements.

Consolidated Statement of Other 
Comprehensive Income

Profit for the period

Other comprehensive income

Items that may be subsequently reclassified to profit or loss, net of tax

Effective portion of changes in the fair value of cash flow hedges

Foreign currency translation of foreign operations

Items that will not be subsequently reclassified to profit or loss, net of tax

Fair value gain/(loss) on equity investments designated as at fair value through 
other comprehensive income

Actuarial gain/(loss) on defined benefit superannuation plans

Share of other comprehensive income of associates

Other comprehensive income for the period, net of tax

Total comprehensive income for the period

Total comprehensive income for the period attributable to:

Equity holders of the parent entity

Non-controlling interests

Total comprehensive income for the period from continuing operations attributable to:

Equity holders of the parent entity

Non-controlling interests

2022
$M

2021
$M

 7,944 

 2,139 

 98 

(53)

 19 

 1 

 2 

 67 

 25 

(9)

(5)

(11)

 – 

 – 

 8,011 

 2,139 

 8,001 

 2,076 

 10 

 63 

 8,011 

 2,139 

 1,614 

 1,619 

 10 

 – 

 1,624 

 1,619 

The above Consolidated Statement of Other Comprehensive Income should be read in conjunction with the accompanying 
Notes to the Consolidated Financial Statements.

97

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98

Consolidated Statement of Financial Position

Consolidated Statement of Changes in Equity

Current assets

Cash and cash equivalents

Trade and other receivables

Inventories

Other financial assets

Other current assets

Assets held for sale or distribution

Total current assets

Non‑current assets

Trade and other receivables

Other financial assets

Lease assets

Property, plant and equipment

Intangible assets

Investments accounted for using the equity method

Deferred tax assets

Other non-current assets

Total non‑current assets

Total assets

Current liabilities

Trade and other payables

Lease liabilities

Borrowings

Current tax payable

Other financial liabilities

Provisions

Other current liabilities

Liabilities associated with assets held for sale or distribution

Total current liabilities

Non‑current liabilities

Lease liabilities

Borrowings

Other financial liabilities

Provisions

Other non-current liabilities

Total non‑current liabilities

Total liabilities

Net assets

Equity

Contributed equity

Reserves

Retained earnings

Equity attributable to equity holders of the parent entity

Non-controlling interests

Total equity

NOTE

4.5.1

3.1

3.2

3.1

3.2

3.3.1

3.4

3.6

3.7.3

3.9.3

3.10

3.3.2

4.6.3

3.2

3.11

5.2

3.3.2

4.6.3

3.2

3.11

4.3

4.4

5.3.3

2022
$M

2021
$M

 1,032 

 1,044 

 3,593 

 106 

48

 5,823 

 287 

 6,110 

 159 

 95 

 9,995 

 8,231 

 5,278 

 1,691 

 1,337 

 377 

 1,009 

 649 

 3,132 

 19 

18

 4,827 

 10,959 

 15,786 

 133 

 105 

 9,553 

 7,477 

 4,671 

 30 

 1,371 

 110 

 27,163 

 33,273 

 23,450 

 39,236 

 7,002 

 1,572 

 354 

 12 

 109 

 1,680 

 – 

 10,729 

 21 

 10,750 

 6,467 

 1,495 

 119 

 252 

 165 

 1,518 

 7,870 

 17,886 

 5,231 

 23,117 

 10,899 

 3,938 

 10,521 

 2,753 

 690 

 846 

 46 

 16,419 

 27,169 

 6,104 

 5,207 

(7,400)

 8,173 

 5,980 

 124 

 6,104 

 251 

 804 

 51 

 14,380 

 37,497 

 1,739 

 5,253 

(6,989)

 3,115 

 1,379 

 360 

 1,739 

2022

ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT ENTITY

SHARE 
CAPITAL 
$M

SHARES 
HELD IN 
TRUST 
$M

RESERVES 
$M

RETAINED 
EARNINGS 
$M

NON- 
CONTROLLING 
INTERESTS 
$M

TOTAL 
$M

TOTAL 
EQUITY 
$M

Balance at 27 June 2021

 5,466 

(213)

(6,989)

 3,115 

 1,379 

 360 

 1,739 

 – 

 – 

 – 

 – 

(250)

 – 

 – 

Profit for the period

Other comprehensive income for the 
period, net of tax

Total comprehensive income for the 
period, net of tax

Dividends paid

Share buy-back

Demerger of Endeavour Group

Issue/(transfer) of shares to satisfy 
employee long-term incentive plans

Issue of shares to satisfy the dividend 
reinvestment plan

Purchase of shares by the Woolworths 
Employee Share Trust

Recognition of non-controlling interest 
from acquisition of subsidiary

Recognition of put option liability over 
non-controlling interest

Purchase of additional shares from  
non-controlling interest

Share-based payments expense

 166 

(166)

 163 

 – 

 – 

 – 

 – 

 – 

 – 

(125)

 – 

 – 

 – 

 – 

 – 

 – 

 – 

(411)

 4 

 139 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 7,934 

 7,934 

 10 

 7,944 

 66 

 1 

 67 

 – 

 67 

 66 

 7,935 

 8,001 

 10 

 8,011 

 – 

 – 

(1,170)

(1,170)

(1,750)

(2,000)

(43)

 43 

(5)

 – 

(1,175)

(2,000)

(282)

(282)

 – 

 – 

 – 

 – 

 163 

(125)

 – 

 – 

 163 

(125)

 – 

 45 

 45 

(411)

 4 

 139 

 – 

(4)

 – 

(411)

 – 

 139 

Balance at 26 June 2022

 5,379 

(172)

(7,400)

 8,173 

 5,980 

 124 

 6,104 

2021

ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT ENTITY

SHARE 
CAPITAL 
$M

SHARES 
HELD IN 
TRUST 
$M

RESERVES 
$M

RETAINED 
EARNINGS 
$M

NON- 
CONTROLLING 
INTERESTS 
$M

TOTAL 
$M

TOTAL 
EQUITY 
$M

Balance at 28 June 2020

 6,197 

(175)

 391 

 2,329 

 8,742 

 290 

 9,032 

 – 

 2,074 

 2,074 

 65 

 2,139 

Profit for the period

Other comprehensive income/(loss) 
for the period, net of tax

Total comprehensive income for the 
period, net of tax

Dividends paid

 – 

 – 

 – 

 – 

Demerger distribution

(904)

 – 

 – 

 – 

 – 

 – 

 13 

 13 

 – 

(6,966)

(11)

 2 

 2,063 

 2,076 

(1,277)

(1,277)

Issue/(transfer) of shares to satisfy 
employee long-term incentive plans

Issue of shares to satisfy the dividend 
reinvestment plan

Purchase of shares by the Woolworths 
Employee Share Trust

Recognition of non-controlling interest 
from acquisition of subsidiary

Recognition of put option liability over 
non-controlling interest

Share-based payments expense

 – 

 139 

(139)

 173 

 – 

 – 

 – 

 – 

 – 

(177)

 – 

 – 

 – 

 – 

 – 

 – 

(390)

 102 

(2)

 63 

(50)

 – 

 – 

 – 

 – 

 – 

 2,139 

(1,327)

(7,870)

 – 

 173 

(177)

(7,870)

 – 

 173 

(177)

 – 

 56 

 56 

(390)

 102 

 – 

 1 

(390)

 103 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying Notes 
to the Consolidated Financial Statements.

Balance at 27 June 2021

 5,466 

(213)

(6,989)

 3,115 

 1,379 

 360 

 1,739 

The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying Notes 
to the Consolidated Financial Statements. 

99

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100

Consolidated Statement of Cash Flows

Notes to the Consolidated Financial Statements
for the period ended 26 June 2022

NOTE

2022
$M

2021
$M

1 General information

Cash flows from operating activities

Receipts from customers

Payments to suppliers and employees

Payments for the interest component of lease liabilities

3.3.2

Finance costs paid on borrowings

Income tax paid

Net cash provided by operating activities

Cash flows from investing activities

Proceeds and advances from the sale of property, plant and equipment

Payments for property, plant and equipment and intangible assets

Proceeds from the sale of subsidiaries and investments, net of cash disposed

Payments for the purchase of businesses, net of cash acquired

Payments for the purchase of investments 

Net (advances to)/proceeds from related parties

Dividends received

Net cash used in investing activities

Cash flows from financing activities

Repayment of principal component of lease liabilities

Proceeds from borrowings

Repayment of borrowings

Proceeds from loan to related party

Distribution to related party

Payments for share buy-back

Dividends paid

Dividends paid to non-controlling interests

Payments for shares held in trust

Net cash used in financing activities

Net decrease in cash and cash equivalents

Effects of exchange rate changes on cash and cash equivalents

Cash and cash equivalents at start of period

Cash and cash equivalents at end of period

 64,538 

 72,688 

(59,721)

(66,526)

(542)

(59)

(838)

(687)

(113)

(738)

4.5.2

 3,378 

 4,624 

 332 

(2,416)

 53 

(425)

(32)

(20)

 51 

 389 

(2,389)

 19 

(209)

(35)

 12 

 13 

(2,457)

(2,200)

(1,019)

 2,513 

(969)

 1,712 

(437)

(2,000)

(1,007)

(5)

(125)

(1,158)

 971 

(1,525)

 – 

 – 

 – 

(1,104)

(50)

(177)

(1,337)

(3,043)

(416)

 2 

 1,446 

 1,032 

(619)

(3)

 2,068 

 1,446 

3.3.2

4.6.4

4.6.4

5.2

5.2

4.6.1

4.2

4.5.1

The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying Notes to the 
Consolidated Financial Statements. 

1.1 

Basis of preparation

This section describes the financial reporting framework within which the 
Consolidated Financial Statements are prepared and a statement of compliance 
with the Corporations Act 2001 and the Australian Accounting Standards 
and Interpretations.

Woolworths Group Limited (the Company) is a for-profit company which is incorporated and domiciled in Australia. 
The Financial Report of the Company is for the 52-week period ended 26 June 2022 and comprises the Company and 
its subsidiaries (together referred to as the Group). The comparative period is for the 52-week period ended 27 June 2021. 

The Financial Report was authorised for issue by the directors on 25 August 2022.

The Consolidated Financial Statements are presented in Australian dollars and amounts have been rounded to the 
nearest million dollars unless otherwise stated, in accordance with ASIC Corporations (Rounding in Financial/Directors’ 
Reports) Instrument 2016/191.

The Consolidated Financial Statements have been prepared on the historical cost basis, except for financial instruments 
that are measured at revalued amounts or at fair values as at the end of each reporting period, as explained in the 
accounting policies. The accounting policies have been applied consistently to all periods presented in the Consolidated 
Financial Statements, unless otherwise stated.

The Consolidated Financial Statements of the Group are general purpose financial statements, which have been prepared 
in accordance with the Corporations Act 2001, Australian Accounting Standards, and other authoritative pronouncements 
issued by the Australian Accounting Standards Board (AASB).

Compliance with Australian Accounting Standards ensures that the Financial Report complies with International Financial 
Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). Consequently, this Financial 
Report has been prepared in accordance with and complies with IFRS as issued by the IASB.

Certain comparative amounts have been re-presented to conform with the current period’s presentation to better reflect 
the nature of the financial position and performance of the Group. 

During the current period:

• 

• 

The Group ceased to control Endeavour Group following the demerger and in accordance with AASB 5 Non-current 
Assets Held for Sale and Discontinued Operations (AASB 5), the gain on demerger of the Endeavour Group was 
presented separately in the current period and within discontinued operations in the Consolidated Statement 
of Profit or Loss. Refer to Note 5.2 for further details; and

The Board approved the establishment of a new operating segment, Australian B2B. In accordance with AASB 8 
Operating Segments (AASB 8), the Group restated the amounts presented in the prior period to reflect the newly 
reportable segment as a separate segment. Refer to Note 2.2 for further details.

The directors have, at the time of approving the Financial Report, a reasonable expectation that the Group has adequate 
resources to continue in operational existence for the foreseeable future. The going concern basis of accounting has 
been determined after taking into consideration all available information at the time of approving the Financial Report, 
including the impact from potential climate-related risks within the foreseeable future.

101

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102

Notes to the Consolidated Financial Statements

General information 1

1.2 

Other significant accounting policies

1.2 

Other significant accounting policies  (continued)

This section sets out the significant accounting policies upon which the Group’s 
Consolidated Financial Statements are prepared as a whole and significant 
accounting policies not otherwise described in the Notes to the Consolidated 
Financial Statements. Where a significant accounting policy is specific to a note 
to the Consolidated Financial Statements, the policy is described within that note.

1.2.1 

Basis of consolidation

The Consolidated Financial Statements of the Company incorporate the assets, liabilities, and results of all entities controlled 
by the Group as at and for the period ended 26 June 2022. The Group controls an entity when it has power over the entity, 
it is exposed to, or has rights to, the 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. Controlled entities are fully consolidated from the date that 
the Group obtains control and are deconsolidated from the date that the Group loses control. Intragroup balances and 
transactions, and any unrealised gains and losses arising from intragroup transactions, are eliminated in preparing the 
Consolidated Financial Statements.

Non-controlling interests in subsidiaries are identified separately from the Group’s equity and are initially measured 
at fair value or at the non-controlling interests’ proportionate share of the fair value of the identifiable net assets. 
This election is made on an acquisition-by-acquisition basis. Subsequent to the acquisition date, the carrying amounts 
of non-controlling interests are adjusted for the non-controlling interests’ share of changes in equity.

1.2.2 

Inventories

Inventories are valued at the lower of cost and net realisable value. Cost is determined on a weighted average basis after 
deducting supplier rebates and settlement discounts, and includes other costs incurred to bring inventory to its present 
condition and location for sale. The net realisable value of inventory has been determined as the estimated selling price 
in the ordinary course of business, less estimated selling expenses.

1.2.3 

Non-current assets (and disposal groups) classified as held for sale or distribution

Non-current assets (and disposal groups) classified as held for sale or distribution are measured at the lower of carrying 
amount and fair value less costs to sell. Non-current assets and disposal groups are classified as held for sale if their 
carrying amount will be recovered through a sale transaction rather than through continuing use. This condition is met 
only when the sale is highly probable, the asset (or disposal group) is available for immediate sale in its present condition, 
and the sale is expected to occur within one year from the date of classification. 

1.2.4 

Foreign currency

FUNCTIONAL AND PRESENTATION CURRENCY

(I) 
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 (AUD), which is the Company’s functional currency.

FOREIGN CURRENCY TRANSACTIONS (ENTITIES WITH A FUNCTIONAL CURRENCY OF AUD)

(II) 
Foreign currency transactions are translated into AUD using the exchange rates at the dates of the transactions. Assets and 
liabilities denominated in foreign currencies are translated to AUD at the reporting date at the following exchange rates:

FOREIGN CURRENCY AMOUNT

Monetary assets and liabilities

APPLICABLE EXCHANGE RATE

Reporting date

Non-monetary assets and liabilities measured at historical cost

Date of transaction

Foreign exchange differences arising on translation are recognised in the Consolidated Statement of Profit or Loss in the 
period in which they arise except:

•  Exchange differences on transactions entered to hedge certain foreign currency risks (refer to Note 4.7); and

• 

Items noted within paragraph (iii).

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(III) 
The profit or loss and financial position of foreign operations are translated to AUD at the following exchange rates: 

FOREIGN OPERATIONS (ENTITIES WITH A FUNCTIONAL CURRENCY OTHER THAN AUD)

FOREIGN CURRENCY AMOUNT

Revenues and expenses

APPLICABLE EXCHANGE RATE

Average for the period

Assets and liabilities, including goodwill and fair value adjustments arising on consolidation

Reporting date

Equity items

Historical rates

The following foreign exchange differences are recognised in other comprehensive income:

•  Foreign currency differences arising on translation of foreign operations; and

•  Exchange differences arising from a monetary item receivable from or payable to a foreign operation, the settlement 

of which is neither planned nor likely in the foreseeable future. These monetary items and related hedges are 
considered to form part of the net investment in a foreign operation and are reclassified into the Consolidated 
Statement of Profit or Loss upon disposal of the net investment.

1.2.5 

Goods and Services Tax (GST)

Revenue, expenses, and assets are recognised net of GST, except where the GST incurred is not recoverable from the 
taxation authority, in which case the GST is recognised as part of the expense or cost of the asset. Receivables and 
payables are stated with the amount of GST included. The net amounts of GST recoverable from or payable to the 
taxation authorities are included as a current asset or current liability in the Consolidated Statement of Financial Position. 
Cash flows are included in the Consolidated Statement of Cash Flows on a gross basis. The GST components of cash flows 
arising from investing and financing activities, which are recoverable from or payable to taxation authorities are classified 
as operating cash flows.

1.2.6 

New and amended standards adopted by the Group

The Group has adopted all relevant new and amended Accounting Standards and Interpretations issued by the 
AASB, which are effective for annual reporting periods beginning on or after 28 June 2021. None of the new standards 
or amendments to standards that are mandatory for the first time materially affected any of the amounts recognised 
in the current period or any prior period.

1.2.7 

Issued standards and interpretations not early adopted

The AASB has issued a number of standards and interpretations, which are not effective until future reporting periods. 
Notwithstanding that the Group has not early adopted these issued standards and interpretations, the estimated impact 
on adoption is not expected to have a significant impact on the Group’s Consolidated Financial Statements.

4

Tentative agenda decision relating to cash received via electronic transfer

In September 2021, the IFRS Interpretations Committee (Committee) reached a tentative agenda decision in response to a 
submission relating to the recognition of cash received via an electronic transfer system as settlement for a financial asset. 
The submission considered that, in the event that an electronic transfer system has an automated settlement process 
and therefore all cash transfers made by customers is via the system and are settled at least two working days after they 
are initiated by the customer to settle the trade receivable, whether the Group can derecognise the trade receivable and 
recognise cash on the date that the cash transfer is initiated, rather than on the date that the cash transfer is settled. 
The decision relating to when the Group can derecognise the trade receivable and recognise cash has not been finalised. 
Given that the tentative agenda decision was released during the period and discussions continue, the Group has not 
adopted this agenda decision in the Consolidated Financial Statements for the financial period ended 26 June 2022.

AASB 17 Insurance Contracts

AASB 17 Insurance Contracts (AASB 17) establishes the principles for the recognition, measurement, presentation and 
disclosure of insurance contracts and supersedes AASB 4 Insurance Contracts (AASB 4).

Notwithstanding that the Group is not an insurance business and the date of initial application of AASB 17 is for the 
financial period commencing 26 June 2023, the adoption of AASB 17 is expected to impact the stand-alone Statement  
of Financial Position of the parent entity, Woolworths Group Limited, as it provides insurance to the subsidiaries 
of the Group and therefore, is deemed to be an insurer. At the Group level, the impact from AASB 17 will be eliminated 
upon consolidation.

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104

Notes to the Consolidated Financial Statements

General information 1

1.3 

Critical accounting estimates and judgements

1.4 

Individually significant items  (continued)

This section describes the critical accounting estimates and judgements that 
have been applied and may have a material impact on the Group’s Consolidated 
Financial Statements. 

In applying the Group’s accounting policies, the directors are required to make estimates, judgements, and assumptions 
that affect amounts reported in this Financial Report. The estimates, judgements, and assumptions are based on historical 
experience, adjusted for current market conditions, and other factors that are believed to be reasonable under the 
circumstances, and are reviewed on a regular basis. Actual results may differ from these estimates.

The estimates and judgements which involve a higher degree of complexity or that have a significant risk of causing 
a material adjustment to the carrying amounts of assets and liabilities within the next period are included in the 
following notes:

•  Note 3.2 – Other financial assets and liabilities;

•  Note 3.3 – Leases;

•  Note 3.8 – Impairment of non-financial assets; and

•  Note 3.11 – Provisions.

Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only 
that period; or in the period and future periods if the revision affects both current and future periods.

1.4 

Individually significant items

Individually significant items have been highlighted to help users of this 
Financial Report understand the financial performance of the Group during 
the reporting period. 

The significant items recognised in the Consolidated Statement of Profit or Loss are as follows:

2022

Continuing operations

End-to-end payroll review remediation

Supply chain network review

Revaluation of put option liabilities over non-controlling interests

Additional share-based payments expense as a result of the 
Endeavour Group demerger

Gain on sale of Endeavour Group shares held by the share trust

Discontinued operations

Gain on demerger of Endeavour Group

Total Group significant items

GAIN/(LOSS) 
BEFORE 
INCOME TAX
$M

INCOME TAX 
BENEFIT/
(EXPENSE)
$M

NET GAIN/
(LOSS) FOR 
THE PERIOD
$M

(165)

 24 

 164 

(46)

 24 

 1 

 6,387 

 6,388 

 50 

(7)

 – 

 – 

(11)

 32 

 – 

 32 

(115)

 17 

 164 

(46)

 13 

 33 

 6,387 

 6,420 

105

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End-to-end payroll review remediation

As part of the Group’s end-to-end payroll review program put in place to review payroll systems and processes, and 
to establish robust pay processes across the Woolworths Group, certain areas of non-compliance have been identified. 
During the period, the Group recognised $165 million predominantly relating to prior period payment shortfalls 
of hourly paid team members and other one-off remediation charges, such as interest. The payment shortfalls of hourly 
paid team members paid under retail Enterprise Agreements (EAs) predominantly relate to the previous three annual 
reporting periods. The annual amount has not had a material impact on the Group’s financial performance in any of the 
individual periods to which they relate. Refer to Note 3.11 for further details.

Supply chain network review

As part of the Group’s ongoing supply chain network strategy and transformation, a provision for redundancy costs 
associated with the announced closure of four distribution centres in New South Wales and Victoria was recognised 
in prior periods. During the current period, the Group reassessed the provision for redundancy costs and due to changes 
to the timing of planned closures, changes in shift arrangements, and increased levels of turnover, the costs relating 
to future redundancies has reduced. As a result, the Group recognised a $24 million gain in the period on reassessment 
of this provision.

Revaluation of put option liabilities over non-controlling interests

During the period, the Group acquired an additional 2.6% equity interest in Quantium, which increased its shareholding 
from 75.0% to 77.6%. As a result, the Group recognised a reduction in the put option liability of $22 million, which 
represents the excess of the amount initially expected to be paid after 30 June 2024, over the amount paid for the shares 
acquired during the current period.

The Group has recognised put option liabilities over its non-controlling interests of PFD and Quantium. At each reporting 
period, the put option liabilities are reassessed to reflect the present value of the Group’s best estimate of the amounts 
to be paid at the time of exercise. During the period, a net revaluation gain of $142 million was recognised and is primarily 
driven by the delays in the timing of expected earnings, resulting in lower than forecast earnings at the expected put 
option exercise date.

As a result, a total revaluation gain of $164 million was recognised during the current period.

Additional share-based payments expense as a result of the Endeavour Group demerger

During the period, the Group incurred an additional share-based payments expense of $46 million relating to additional 
share rights awarded to team members whose unvested employee share plans were impacted by the Endeavour Group 
demerger. This charge reflects the fair value of the additional share rights awarded.

Gain on sale of Endeavour Group shares held by the share trust

During the period, the Group recognised a gain of $24 million relating to proceeds from the sale of Endeavour Group 
shares that were received by the Group’s share trust on the demerger record date of 1 July 2021.

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Gain on demerger of Endeavour Group

On 28 June 2021, the Group lost control of Endeavour Group and recognised a gain of $6,387 million in discontinued 
operations, which mainly represents the difference between the net assets of Endeavour Group derecognised on transfer 
to shareholders and the combination of the (i) derecognition of the non-controlling interest share of Endeavour Group’s 
net assets, (ii) recognition of the retained investment in Endeavour Group at fair value, and (iii) derecognition of the 
demerger distribution liability. Refer to Note 5.2 for further details.

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106

Notes to the Consolidated Financial Statements

General information 1

1.5 

Financial reporting impacts of COVID and sustainability related matters

1.5 

 Financial reporting impacts of COVID and sustainability related matters  (continued)

COVID has had an impact on the Group’s financial performance for the period.  
This section provides a summary of the key financial reporting impacts of COVID 
and sustainability related matters.

The financial performance of the Group and its reportable segments continues to be impacted by COVID. For the Group’s 
period ended 26 June 2022 (F22), sales from continuing operations grew by 9.2% or 5.1%, excluding the acquisitions 
of PFD in H1 F22 and Quantium in H2 F21. EBIT from continuing operations declined by 4.7% compared to the prior year, 
reflecting higher COVID-related costs in H1 F22 in Australian Food and H2 F22 in New Zealand as well as BIG W store 
closures. Notwithstanding the challenging operating environment caused by supply chain disruptions, product shortages, 
team absenteeism, and flooding, the Group continues to make progress towards its strategic and sustainability agendas 
through various initiatives across the Group’s reportable segments. During the period, the Group continued to advance 
on its strategic pillars, People, Planet, and Product, with its focus on the Planet pillar resulting in a 31% reduction in scope 1 
and 2 emissions compared to its 2015 baseline.

The financial performance of the Group’s reportable segments, including the impacts of COVID and sustainability related 
matters, is as follows:

•  Australian Food – sales grew by 4.5%, while EBIT increased by 5.4% for the period. In H1 F22, sales grew by 3.4% from the 
prior period, benefitting from higher in-home consumption driven by extended COVID lockdowns in New South Wales 
and Victoria, however was offset by material COVID disruption to the end-to-end supply chain. In Woolworths Retail, 
sales increased by 4.3%, mainly driven by eCommerce sales growth and Woolworths Supermarkets store-originated 
sales returning to growth in H2 F22. In WooliesX, B2B eCommerce sales growth remained strong and increased 
by 42.3%, representing 10.3% of Woolworths Retail sales. Despite significant pressure on the Group’s team members 
from heightened demand, absenteeism and supply chain challenges, customer experience improved materially in Q4 
F22 with VOC NPS up 11 points on Q3 F22. Metro Food Stores sales increased by 6.0% due to new store growth with 
five net new stores opened during the period and increased traffic in On the Go stores. During the period, continued 
progress towards the Group’s sustainability agenda was made, with the achievement of 50 million meals donated to 
OzHarvest, the signing of renewable energy partnerships in South Australia, and the announced group-wide removal of 
reusable plastic bags.

•  Australian B2B – sales for the period were $3,963 million compared to $1,222 million in the prior period, primarily 
reflecting the acquisition of PFD at the beginning of the period and the first-time inclusion of Endeavour Group 
partnership revenue. On an underlying basis, all B2B businesses reported higher sales in F22 despite continued 
COVID disruptions.

•  New Zealand Food – sales increased by 6.6% to $7,092 million with H1 F22 benefitting from nationwide lockdowns 
in mid-August which increased in-home consumption. In H2 F22, EBIT was negatively impacted due to significant 
disruptions to stores and supply chain due to Omicron. Notwithstanding the challenging F22 operating and trading 
conditions, which included a three-day strike in late November 2021, widespread Omicron community transmission, 
and global shipping challenges, good progress was made to support the Group’s sustainability agenda, including the 
launch of new funding for climate change combatting projects under the Group’s Growing For Good initiative.

•  BIG W – sales decreased to $4,431 million or 3.3% compared to the prior period. Despite a period of store closures 
in H1 F22, when a quarter of trading days were impacted, sales increased by 4% in H2 F22. In Q3 F22, sales were 
impacted by limited customer mobility due to Omicron early in the quarter, however recovered in Q4 F22 with strong 
Easter, Mother’s Day and Toy Mania events, and the cycling of lockdown impacts in some Victorian stores in the prior 
year. In Q3 F22, EBIT was also impacted by Omicron, high levels of absenteeism, and sick leave. During the period, 
progress towards the Group’s sustainability agendas continued with the activation of ethical partnerships within the 
value chain such as memberships to Action Collaboration Transformation and Better Cotton Initiative. BIG W also 
launched its partnership with the Australian Literacy and Numeracy Foundation, the Free Books for Kids initiative, 
which distributed over 2.4 million free books to families, and the Toys for Joy initiative that helped to prevent 18 tonnes 
of toys going to landfill.

•  Other – primarily comprises the Group’s costs, the Group’s share of profit or loss of investments accounted for using 
the equity method (including $72 million of the Group’s share of profit of Endeavour Group), and Quantium, which 
is not considered a separately reportable segment.

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Financial reporting impacts of COVID

In addition to the impact on financial performance, the Group has also considered the impact of 
COVID across its businesses. Details about the impact of COVID are included in the following notes:

•  Note 3.1 – Trade and other receivables; and

•  Note 3.8 – Impairment of non‑financial assets.

Financial reporting impacts of sustainability related matters

On 31 March 2022, the International Sustainability Standards Board (ISSB) issued two exposure 
drafts in response to the demand for better information about sustainability related matters. 

The exposure drafts issued were:

•  Proposed IFRS S1 General Requirements of Sustainability related Financial Information, which 
sets out the core content for a complete set of sustainability related financial disclosures, thereby 
establishing a comprehensive baseline of sustainability related financial information; and

•  Proposed IFRS S2 Climate‑related Disclosures, which will require the Group to provide 

information that enables the users of its financial statements to understand the Group’s 
governance, strategy, risk management, and metrics and targets in relation to climate‑related 
risks and opportunities.

Notwithstanding that the exposure drafts are not mandatory for adoption for the financial 
period ended 26 June 2022, the Group has acknowledged the demand for sustainability related 
disclosures and has considered the potential impacts of sustainability related matters within 
the following notes:

•  Note 3.4 – Property, plant and equipment;

•  Note 3.8 – Impairment of non‑financial assets;

•  Note 3.11 – Provisions; and

•  Note 4.6 – Borrowings.

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During the period, acute flooding events in Northern New South Wales, Queensland and South 
Australia resulted in damages to critical rail and road infrastructure, which adversely affected the 
Group’s supply chain network. As a result, the Group activated complex supply chain contingency 
plans to manage the transportation of essential goods to customers, which increased supply 
chain costs within the period as well as caused business interruptions due to store closures 
within the affected regions.

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The impacts from these acute weather events continues to be an area of focus for the Group 
as it increases the resilience of its supply chain network.

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108

Notes to the Consolidated Financial Statements

2 Group performance

2.1 

Revenue from continuing operations

The Group’s revenue from continuing operations mainly comprises the sale 
of goods in‑store and online. 

Sale of goods in-store

Sale of goods online

Other revenue from the sale of goods and services 1

Total revenue from the sale of goods and services

Share of profit of investments accounted for using the equity method

Other2

Total other revenue

Total revenue

2022
$M

2021
$M

 49,925 

 49,571 

 6,542 

 4,382 

 4,743 

 1,419 

 60,849 

 55,733 

 68 

 229 

 297 

 35 

 117 

 152 

 61,146 

 55,885 

1  Other revenue from the sale of goods and services primarily comprises revenue from the distribution of food and related products 
for resale to other businesses, provision of supply chain services to business customers, commission received on financial services, 
consulting revenue, and revenue relating to the Endeavour Group Partnership Agreements.

2  Other comprises operating lease rental income, revenue from non-operating activities across the Group, and other revenue relating 

to the Endeavour Group Partnership Agreements.

Significant Accounting Policies

Revenue

The Group’s revenue from continuing operations mainly comprises the sale of goods in‑store and 
online, and revenue from the distribution of food related products for resale to other businesses. 

For the sale of goods or services in‑store and to other businesses, revenue is recognised when 
control of the goods has transferred to the customer or when the service is provided at an 
amount that reflects the consideration to which the Group expects to be entitled.

For the sale of goods online, control of the goods transfers to the customer at the point the goods 
are delivered to, or collected by, the customer. Where payment for the goods is received prior to 
control transferring to the customer, revenue recognition is deferred in contract liabilities within 
trade and other payables in the Consolidated Statement of Financial Position until the goods 
have been delivered to, or collected by, the customer. 

Loyalty program

Rewards points granted by the Group provide customers with a material right to a discount 
on future purchases. The amounts allocated to rewards points are deferred in contract liabilities 
within trade and other payables in the Consolidated Statement of Financial Position until they are 
redeemed by the customer.

Group performance 2

2.2 

Segment disclosures from continuing operations

The Group identifies different business units that are regularly reviewed by the 
Board in order to allocate resources and assess performance. These business units 
offer different products and services and are managed separately. The segment 
disclosures present the financial performance of each business unit and other 
material items.

2.2.1 

Operating segment reporting from continuing operations

Reportable segments from continuing operations are identified on the basis of internal reports on the business units 
of the Group that are regularly reviewed by the Board, including the Chief Executive Officer, in order to allocate resources 
to the segment and assess its performance. These business units offer different products and services, or service 
different customer types, and are managed separately.

During the period, the Board approved the establishment of a new operating segment, Australian B2B, which comprises 
B2B Food and B2B Supply Chain. B2B Food includes PFD, Woolworths International, Woolworths at Work, and Australian 
Grocery Wholesalers. B2B Supply Chain includes external Primary Connect revenue (including Endeavour Group and 
other third-party customers) and Statewide Independent Wholesalers (SIW) in Tasmania.

The Group’s reportable segments from continuing operations are as follows:

•  Australian Food – procurement of food and related products for resale and provision of services to retail customers 

in Australia;

•  Australian B2B – procurement and distribution of food and related products for resale to other businesses and 

provision of supply chain services to business customers in Australia;

•  New Zealand Food – procurement of food and drinks for resale and provision of services to retail customers 

in New Zealand;

•  BIG W – procurement of discount general merchandise products for resale to retail customers in Australia; and

•  Other – comprises Quantium, which is not considered a separately reportable segment, as well as various support 

functions, including property and Group overhead costs, the Group’s share of profit or loss of investments accounted 
for using the equity method (including Endeavour Group), and consolidation and elimination journals.

There are varying levels of integration between the Group’s reportable segments from continuing operations. 
This includes the common usage of property, services and administration functions. Intersegment pricing is 
determined on commercial terms.

The primary reporting measure of the reportable segments is earnings before interest, tax, and significant items which 
is consistent with the way management monitors and reports the performance of these segments.

109

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110

Notes to the Consolidated Financial Statements

Group performance 2

2.2 

Segment disclosures from continuing operations  (continued)

2.2 

Segment disclosures from continuing operations  (continued)

AUSTRALIAN 
FOOD 
$M

AUSTRALIAN 
B2B 
$M

NEW ZEALAND 
FOOD 
$M

BIG W 
$M

OTHER 
$M

CONSOLIDATED 
CONTINUING 
OPERATIONS 
$M

2.2.2  Geographical information

The table below provides information on the geographical location of revenue from continuing operations and non-current 
assets. Total revenue and non-current assets are allocated based on the location in which the sales originated or location 
of the operation to which they relate.

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Revenue from the sale of goods 
and services

Other revenue

Total revenue

Non-current assets 1

AUSTRALIA

NEW ZEALAND

CONSOLIDATED CONTINUING 
OPERATIONS

2022
$M

2021
$M

2022
$M

2021
$M

2022
$M

2021
$M

 53,757 

 49,081 

 7,092 

 6,652 

 60,849 

 55,733 

 271 

 130 

 54,028 

 49,211 

 21,161 

 17,481 

 26 

 7,118 

 4,648 

 22 

 297 

 152 

 6,674 

 61,146 

 55,885 

 4,591 

 25,809 

 22,072 

1  Non-current assets excludes balances relating to derivatives and deferred tax assets.

2.3 

Net finance costs from continuing operations

Net finance costs mainly includes interest on borrowings, derivatives, and 
lease liabilities.

Interest expense – leases

Interest expense – non-leases

Less: interest capitalised 1

Other2

2022
$M

 542 

 90 

(13)

(19)

 600 

2021
$M

 528 

 102 

(10)

(7)

 613 

1  Weighted average capitalisation rate was 2.02% (2021: 2.72%).
2  Other primarily comprises finance income recognised by the Group, in its capacity as a lessor, over the lease term.

Significant Accounting Policies

Net finance costs

Net finance costs that are directly attributable to the acquisition, construction, or production 
of a qualifying asset (an asset that takes a substantial period of time to get ready for its intended 
use or sale) are capitalised during the period of time that is required to complete and prepare 
the asset for its intended use or sale.

All other finance costs are recognised in the Consolidated Statement of Profit or Loss in the 
period in which they are incurred. Lease finance costs comprise interest on lease liabilities 
calculated using the incremental borrowing rate. Non‑leases finance costs comprise interest 
on borrowings calculated using the effective interest method and interest on derivatives.

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 45,461 

 3,963 

 7,092 

 4,431 

 – 

 – 

 – 

 – 

 45,461 

 3,963 

 7,092 

 4,431 

 296 

 – 

 296 

 55 

 – 

 55 

2022

Revenue from the sale of goods 
and services 1

Other revenue

Total revenue

Earnings/(loss) before interest, tax, 
and significant items

Significant items 2

 2,420 

 24 

Earnings/(loss) before interest and tax

 2,444 

Finance costs

Profit before income tax

Income tax expense

Profit for the period from continuing 
operations

Depreciation and amortisation 
– lease assets

Depreciation and amortisation 
– non‑lease assets

Capital expenditure 3

 702 

 933 

 1,320 

 42 

 – 

 42 

 59 

 42 

 81 

 43,509 

 1,222 

 6,652 

 4,583 

 – 

 – 

 – 

 – 

 43,509 

 1,222 

 6,652 

 4,583 

 336 

 – 

 336 

 172 

 – 

 172 

RESTATED4  2021

Revenue from the sale of goods 
and services 1

Other revenue

Total revenue

Earnings/(loss) before interest, tax, 
and significant items

Significant items

 2,413 

(94)

Earnings/(loss) before interest and tax

 2,319 

Finance costs

Profit before income tax

Income tax expense

Profit for the period from continuing 
operations

Depreciation and amortisation 
– lease assets

Depreciation and amortisation 
– non‑lease assets

Capital expenditure 3

 671 

 870 

 1,179 

 12 

 – 

 12 

 21 

 12 

 30 

(98)

 297 

 199 

(123)

(23)

(146)

 60,849 

 297 

 61,146 

 2,690 

 1 

 2,691 

(600)

 2,091 

(534)

 1,557 

(233)

 152 

(81)

(169)

 153 

(16)

 55,733 

 152 

 55,885 

 2,764 

 59 

 2,823 

(613)

 2,210 

(604)

 1,606 

 122 

 105 

 51 

 1,039 

 155 

 274 

 85 

 148 

 107 

 584 

 1,322 

 2,407 

AUSTRALIAN 
FOOD 
$M

AUSTRALIAN 
B2B 
$M

NEW ZEALAND 
FOOD 
$M

BIG W 
$M

OTHER 
$M

CONSOLIDATED 
CONTINUING 
OPERATIONS 
$M

 117 

 106 

 30 

 945 

 136 

 322 

 70 

 102 

 46 

 541 

 1,134 

 2,174 

1  Revenue from the sale of goods and services in Australian B2B includes $302 million of freight revenue relating to the transportation 

of the Group’s owned products (2021: $251 million). However, at a Group level, this is recognised as a reduction in cost of sales. 
As a result, a $302 million (2021: $251 million) reduction in revenue, with a corresponding increase in cost of sales, has been recognised 
in the Other segment. At a Group level, this has not resulted in a change to earnings before interest and tax.

2  Significant items net gain before tax of $1 million comprises a $24 million gain in Australian Food relating to the supply chain network 

review, which is offset by a $23 million net loss in Other. Refer to Note 1.4 for further details.

3  Capital expenditure comprises property, plant and equipment, and intangible asset acquisitions.
4  Restated to conform with the new structure of the Group. Refer to Note 1.1 for further details.

 
 
 
 
 
 
 
 
 
112

Notes to the Consolidated Financial Statements

3 Assets and liabilities

3.1 

Trade and other receivables

Trade and other receivables consist of amounts owed to the Group by customers 
for the sale of goods and services in the ordinary course of business and amounts 
paid to suppliers in advance.

Current

Trade receivables

Loss allowance

Other receivables 1

Loss allowance

Prepayments

Total current trade and other receivables

Non‑current

Other receivables

Total non‑current trade and other receivables

Total trade and other receivables

1 

Includes supplier rebates of $82 million (2021: $52 million).

2022
$M

 278 

(5)

 273 

 586 

(3)

 583 

 188 

 1,044 

 159 

 159 

 1,203 

2021
$M

 137 

(6)

 131 

 358 

(9)

 349 

 169 

 649 

 133 

 133 

 782 

Financial reporting impacts of COVID

The Group assesses the expected credit losses associated with its trade and other receivables 
on a forward‑looking basis. COVID has not had a material impact on the loss allowances 
recognised at the end of the period.

Significant Accounting Policies

Trade and other receivables

Trade and other receivables are recognised initially at fair value and are subsequently measured 
at amortised cost using the effective interest method, less a loss allowance. They generally have 
terms of up to 30 days.

Impairment of trade and other receivables

The Group assesses the expected credit losses associated with its trade and other receivables 
on a forward‑looking basis. The Group applies the simplified approach to measuring expected 
credit losses, which requires expected lifetime losses to be recognised from initial recognition 
of the receivables. To measure the expected credit losses, trade and other receivables that share 
similar credit risk characteristics and days past due are grouped together and then assessed for 
collectability as a whole. 

Assets and liabilities 3

3.2 

Other financial assets and liabilities

Other financial assets and liabilities consist of derivatives, the Group’s holdings in unlisted 
investments, loans provided to related parties, convertible and Simple Agreement 
for Future Equity (SAFE) notes, and put options over non‑controlling interests.

113

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Current

Derivatives 

Total current other financial assets

Non‑current

Derivatives 

Unlisted equity securities

Loans provided to related parties

Convertible and SAFE notes

Total non‑current other financial assets

Total other financial assets

Other financial liabilities

Current

Derivatives

Put options over non-controlling interests

Total current other financial liabilities

Non‑current

Derivatives

Put options over non-controlling interests

Total non‑current other financial liabilities

Total other financial liabilities

2022
$M

2021
$M

 106 

 106 

 17 

 60 

 7 

 11 

 95 

 201 

 34 

 75 

 109 

 135 

 555 

 690 

 799 

 19 

 19 

 7 

 33 

 3 

 62 

105

 124 

 20 

145

 165 

 6 

245

 251 

 416 

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Significant Accounting Policies

Derivatives

Refer to Note 4.7 for details of derivatives.

Unlisted equity securities

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The Group’s investments in unlisted equity securities are initially designated as financial assets 
at fair value through profit or loss or as financial assets at fair value through other comprehensive 
income, where investments are not held for trading. Investments are initially measured at fair 
value net of transaction costs, and in subsequent periods, are measured at fair value with any 
change recognised in profit or loss or other comprehensive income, depending on their initial 
designation. Dividends received from unlisted equity securities are recognised in profit or loss.

Put options over non-controlling interests

The Group’s put options over non‑controlling interests are initially recognised at the present 
value of the amount expected to be paid at the time of exercise with a corresponding entry 
to other reserves (refer to Note 4.4 for further details).

At each reporting period, the Group reassesses its put options over non‑controlling interests 
and any changes in the estimate of the amount expected to be paid at the time of exercise and 
the interest discount is unwound in finance costs in the Consolidated Statement of Profit or Loss.

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114

Notes to the Consolidated Financial Statements

Assets and liabilities 3

3.2 

Other financial assets and liabilities  (continued)

3.3 

Leases  (continued)

Critical accounting estimates

Fair value of put options over non-controlling interests

The fair value of put options over non‑controlling interests has been determined as the present 
value of the amount expected to be paid at the time of exercise.

Amount expected to be paid at the time of exercise

In determining the amount expected to be paid at the time of exercise, the Group considers 
the key terms of the shareholders agreement and the business outlook.

The fair values of put options over non‑controlling interests are determined using a revenue 
and/or EBITDA multiple which is applied to the forecast of the last 12 months of revenue and/or 
EBITDA at the expected time of option exercise. Any reasonably possible changes to these inputs 
would result in a change to the valuation. Refer to Note 4.7.4 for sensitivity analysis of put options 
over non‑controlling interests.

Discount rate

The amount expected to be paid at the time of exercise has been discounted using the Group’s 
marginal cost of debt for borrowing over a similar term.

2021

Cost

Less: Accumulated depreciation and impairment

Carrying amount at end of period

Movement:

Carrying amount at start of period

Additions

Acquisition of businesses

Terminations

Remeasurements

Transfer of Endeavour Group’s assets to held for distribution

Depreciation expense

Impairment expense

Other

PROPERTIES 
$M

PLANT AND  
EQUIPMENT 
$M

 17,821 

(8,415)

 9,406 

 11,912 

 460 

 109 

(29)

 1,253 

(3,104)

(1,163)

(30)

(2)

 223 

(87)

 136 

 133 

 71 

 1 

(3)

 – 

(10)

(57)

 – 

 1 

OTHER 
$M

TOTAL 
$M

 108 

 18,152 

(97)

 11 

(8,599)

 9,553 

 17 

 12,062 

 6 

 – 

 – 

 – 

(3)

(8)

 – 

(1)

 537 

 110 

(32)

 1,253 

(3,117)

(1,228)

(30)

(2)

Carrying amount at end of period

 9,406 

 136 

 11 

 9,553 

3.3 

Leases

The Group leases various properties (stores, support offices, distribution centres, 
and warehouses), equipment, and vehicles.

3.3.1 

Lease assets

2022

Cost

Less: Accumulated depreciation and impairment

Carrying amount at end of period

Movement:

Carrying amount at start of period

Additions

Acquisition of businesses

Terminations

Remeasurements

Transfer of assets to held for sale

Depreciation expense

Other

Carrying amount at end of period

PROPERTIES 
$M

PLANT AND  
EQUIPMENT 
$M

OTHER 
$M

TOTAL 
$M

 19,063 

(9,262)

 9,801 

 9,406 

 514 

330

(48)

 603 

(6)

(972)

(26)

 9,801 

 281 

(103)

 178 

 136 

 69 

 39 

(4)

(3)

(1)

(60)

 2 

 178 

 60 

(44)

 16 

 11 

 11 

 – 

 – 

 1 

 – 

(7)

 – 

 19,404 

(9,409)

 9,995 

 9,553 

 594 

 369 

(52)

 601 

(7)

(1,039)

(24)

 16 

 9,995 

3.3.2 

Lease liabilities

Movement:

Carrying amount at start of period

Additions

Acquisition of businesses

Terminations

Remeasurements

Transfer of liabilities to held for sale or distribution

Interest expense from continuing operations

Interest expense from discontinued operations

Payments for the interest component of lease liabilities

Repayment of the principal component of lease liabilities

Other

Carrying amount at end of period

Current

Non-current

Carrying amount at end of period

MATURITY PROFILE OF CONTRACTUAL UNDISCOUNTED CASH FLOWS

One year or less

One year to two years

Two years to five years

Five years to 10 years

Over 10 years

2022
$M

2021
$M

 12,016 

 14,728 

 570 

 369 

(44)

 616 

(8)

 542 

 – 

(542)

(1,019)

(29)

 12,471 

 1,572 

 10,899 

 12,471 

2022
$M

 1,643 

 1,474 

 3,014 

 6,270 

 3,456 

 556 

 110 

(40)

 1,242 

(3,429)

 528 

 159 

(687)

(1,158)

 7 

 12,016 

 1,495 

 10,521 

 12,016 

2021
$M

 1,563 

 1,462 

 2,851 

 6,035 

 3,856 

Total undiscounted lease liabilities

 15,857 

 15,767 

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116

Notes to the Consolidated Financial Statements

Assets and liabilities 3

3.3 

Leases  (continued)

3.3 

Leases  (continued)

COMMITMENTS FOR LEASES NOT YET COMMENCED
At 26 June 2022, the Group had committed to leases which had not yet commenced. Accordingly, these lease contracts 
are not included in the calculation of the Group’s lease liabilities. The Group has estimated that the potential future lease 
payments for these lease contracts as at the end of the financial period would result in an increase in undiscounted lease 
liabilities of $1,669 million (2021: $983 million).

3.3.3  Other amounts recognised

Consolidated Statement of Profit or Loss (included in branch expenses)

Variable lease payments not included in the measurement of lease liabilities 1 

Expense relating to short-term leases

2022
$M

 110 

 16 

2021
$M

 75 

 19 

Consolidated Statement of Cash Flows (included in payments to suppliers and employees)

Payments for short-term leases, service components of leases, and variable payments

 625 

 601 

1  Variable lease payments represent less than 5% of total lease payments (2021: 3% of total lease payments).

Significant Accounting Policies

The Group assesses whether a contract is, or contains, a lease at inception of the contract. 
A lease conveys the right to direct the use and obtain substantially all of the economic benefits 
from an identified asset for a period of time in exchange for consideration. A lease liability and 
corresponding lease asset are recognised at commencement of the lease.

Lease liabilities

Lease liabilities are measured at the present value of lease payments during the lease term 
that are not yet paid, discounted using the interest rate implicit in the lease or, if that rate 
cannot be determined, at the Group’s incremental borrowing rate specific to the lease term. 
Lease payments (excluding non‑lease components) include:

•  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 Group under residual value guarantees;

•  Exercise price of a purchase option that the Group is reasonably certain to exercise; and

•  Payments of penalties for terminating the lease, if the lease term reflects the Group exercising 

that option.

Lease liabilities are subsequently measured at amortised cost using the effective interest rate 
method. When there is a change in lease term or a change in future lease payments, lease 
liabilities are remeasured, with a corresponding adjustment to lease assets.

Lease assets

Lease assets are initially measured at cost comprising the initial lease liability, any lease payments 
made at or before the commencement date (less any lease incentives received), any initial direct 
costs, and any restoration costs. Lease assets are subsequently depreciated on a straight‑line 
basis over the shorter of the lease term or the useful life of the underlying asset. Lease assets are 
tested for impairment in accordance with the policy adopted for non‑financial assets in Note 3.8.

Short-term leases

Short‑term leases are those with a lease term of 12 months or less. The costs associated with these 
leases are recognised as an expense in the Consolidated Statement of Profit or Loss as incurred.

Holdover leases

In assessing whether the Group is reasonably certain to extend or renew a lease in holdover, the 
Group considers all relevant facts and circumstances that create an economic incentive to remain 
in the leased premises and whether a lease asset and lease liability should be recognised.

117

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Significant Accounting Policies (continued)

Variable lease payments

The Group has some property leases, which contain variable payment terms that are linked 
to sales generated from a store and are recognised in the Consolidated Statement of Profit 
or Loss in the period in which it is incurred.

Non-lease components

The Group separates the non‑lease components for property leases based on a residual method 
using property outgoings market data and separates the non‑lease components for other 
leases based on the individual contract breakdown of these costs or otherwise best estimate 
of these costs. Non‑lease components of lease payments are recognised as an expense in the 
Consolidated Statement of Profit or Loss as incurred and include items such as embedded 
property outgoings, repairs and maintenance.

Critical accounting estimates

Determining the lease term

In determining the lease term, the Group considers all facts and circumstances that create 
an economic incentive to exercise an extension option, or not to exercise a termination option. 
The assessment is reviewed if a significant event or a significant change in circumstances occurs 
which affects this assessment. Extension options are most common for property leases. At the 
end of the reporting period, the weighted average remaining lease terms for the portfolio of 
leases were:

Australian Food

Australian B2B

New Zealand Food

BIG W

Other

Group

WEIGHTED AVERAGE LEASE TERM 1

WEIGHTED AVERAGE LEASE EXPIRY 2

2022
YEARS

9.9

9.6

9.2

9.4

7.1

9.6

2021
YEARS

10.5

10.3

9.3

8.7

6.6

10.4

2022 
YEARS

2021 
YEARS

8.2

7.4

7.8

6.7

6.4

7.6

9.0

7.9

8.1

7.5

6.6

8.6

During the current period, remeasurements include revising lease terms for reasonably certain 
options, which resulted in an increase in recognised lease liabilities and lease assets of $367 million  
(2021: $946 million).

Discount rates

In calculating the lease liability, the lease payments are discounted using the rate implicit in the 
lease or the Group’s incremental borrowing rate. Determining the incremental borrowing rate 
requires significant judgement. The discount rate is derived from key external market based 
rates and the Group’s credit margin, whilst considering the type of asset being leased, and 
the length of the lease. At the end of the reporting period, the weighted average incremental 
borrowing rate for the Group was 4.4% (2021: 4.4%).

1  Represents the weighted average number of years from the end of the reporting period to the end of the 

reasonably certain lease term.

2  Represents the weighted average number of years from the end of the reporting period to the contractual lease 

end date, which has been disclosed for informative purposes.

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Notes to the Consolidated Financial Statements

Assets and liabilities 3

3.4 

Property, plant and equipment

3.4 

Property, plant and equipment  (continued)

 1,369 

 924 

 3,716 

 10,188 

 16,197 

Depreciation

Property, plant and equipment represent the Group’s investments in tangible 
assets such as development properties, freehold land, warehouses, retail and 
other properties, store fit‑outs, distribution infrastructure, and technology.

FREEHOLD LAND, 
WAREHOUSE, 
RETAIL, AND 
OTHER 
PROPERTIES 
$M

DEVELOPMENT 
PROPERTIES 
$M

LEASEHOLD 
IMPROVEMENTS 
$M

PLANT AND  
EQUIPMENT 
$M

TOTAL 1 
$M

2022

Cost

Less: accumulated depreciation and 
impairment

Carrying amount at end of period

Movement:

Carrying amount at start of period

Additions

Acquisition of businesses

Disposals

Transfer to assets held for sale

Depreciation expense

(Impairment expense)/reversal of impairment

Transfers and other

Effect of movements in foreign 
exchange rates

(66)

 1,303 

 1,025 

 418 

 – 

(10)

(55)

 – 

 – 

(75)

 – 

Carrying amount at end of period

 1,303 

(116)

 808 

 864 

 71 

 – 

(10)

(167)

(19)

 – 

 76 

(7)

 808 

(2,004)

 1,712 

 1,657 

 264 

 – 

(6)

 – 

(215)

(11)

 27 

(5,780)

 4,408 

 3,931 

 1,194 

 47 

(5)

(3)

(701)

 2 

(42)

(7,966)

 8,231 

 7,477 

 1,947 

 47 

(31)

(225)

(935)

(9)

(14)

(4)

(15)

(26)

 1,712 

 4,408 

 8,231 

2021

Cost

Less: accumulated depreciation and 
impairment

Carrying amount at end of period

Movement:

Carrying amount at start of period

Additions

Acquisition of businesses

Disposals

Transfer to assets held for sale

Transfer of Endeavour Group’s assets to 
held for distribution

Depreciation expense

Impairment expense

Transfers and other

Effect of movements in foreign 
exchange rates

Carrying amount at end of period

FREEHOLD LAND, 
WAREHOUSE, 
RETAIL, AND 
OTHER 
PROPERTIES 
$M

DEVELOPMENT 
PROPERTIES 
$M

LEASEHOLD 
IMPROVEMENTS 
$M

PLANT AND  
EQUIPMENT 
$M

TOTAL 1 
$M

 1,096 

 1,027 

 3,443 

 9,247 

 14,813 

(71)

 1,025 

 978 

 259 

 – 

(12)

(2)

 – 

 – 

 – 

(198)

 – 

 1,025 

(163)

 864 

 1,271 

 148 

 22 

(3)

(116)

(613)

(26)

(9)

 191 

(1)

 864 

(1,786)

 1,657 

 1,964 

 331 

 – 

(8)

 – 

(566)

(210)

 – 

146

 – 

(5,316)

 3,931 

 4,529 

 1,122 

 10 

(53)

 – 

(708)

(809)

(16)

(143)

(1)

(7,336)

 7,477 

 8,742 

 1,860 

 32 

(76)

(118)

(1,887)

(1,045)

(25)

(4)

(2)

 1,657 

 3,931 

 7,477 

1  Carrying amount at the end of the period includes assets under construction of $974 million (2021: $638 million).

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Significant Accounting Policies

Carrying value

The Group’s property, plant and equipment is measured at cost less accumulated depreciation 
and impairment losses. The cost of self‑constructed assets includes the cost of materials, 
direct labour, and a proportion of overheads. The cost of development properties (those being 
constructed or developed for future use) includes borrowing, holding, and development costs 
until the asset is complete. 

Assets (excluding freehold land) are depreciated on a straight‑line basis over their estimated useful 
lives to their residual values. Freehold land is not depreciated. Useful lives and residual values are 
reassessed at each reporting period following the Group’s consideration of physical, economic 
and environmental factors, which includes, but is not limited to, asset condition, expected use, 
wear‑and‑tear, technology changes, and climate‑related risks. Any changes to the estimate are 
accounted for on a prospective basis and where parts of an item of property, plant and equipment 
have different useful lives, they are accounted for as separate assets. The useful lives are as follows:

Buildings

Plant and equipment

25–40 years

2.5–20 years

Leasehold improvements

Up to 25 years

Disposal of assets

An item of property, plant and equipment is derecognised upon disposal or when no future 
economic benefits are expected to arise from the continued use of the asset. The gain or loss 
arising on the disposal or retirement of an asset is determined as the difference between the 
sales proceeds and the carrying amount of the asset, and is recognised in the Consolidated 
Statement of Profit or Loss.

Impairment

Property, plant and equipment is tested for impairment in accordance with the policy for impairment 
of non‑financial assets as disclosed in Note 3.8.

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Financial reporting impacts of sustainability related matters

Useful lives

During the period, there were no changes to the useful lives of property, plant and equipment 
as a result of climate‑related risks. If in future reporting periods there are changes to the 
proposed useful lives and/or residual values due to climate‑related risks, these changes will 
be accounted for on a prospective basis. 

For the financial period ended 26 June 2022, the weighted average remaining life of the Group’s 
property, plant and equipment is approximately eight years. Buildings, freehold land and 
leasehold improvements represent 46% and plant and equipment represent 54% of the Group’s 
total property, plant and equipment, with a weighted average remaining useful life of 7.5 years 
and 8.5 years respectively. The Group has identified climate‑related risks to its assets and is 
currently working through actions to address these risks, including stores in the monsoonal north 
are built to standards addressing cyclone risk, stores with high risk of power outages have back 
up generation or portable generator connection points, stores in flood prone areas have flood 
barriers, and rainwater harvesting in high stress water areas.

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120

Notes to the Consolidated Financial Statements

3.5 

Commitments for capital expenditure

3.6 

Intangible assets  (continued)

This section presents the Group’s contractual obligation to make a payment 
in the future in relation to purchases of property, plant and equipment.

Capital expenditure commitments of the Group at the reporting date are as follows:

Estimated capital expenditure under firm contracts, payable:

Not later than one year

Later than one year, not later than two years

Later than two years, not later than five years

Total capital expenditure commitments 1

2022
$M

 1,246 

 368 

 159 

 1,773 

2021
$M

 791 

 46 

 – 

 837 

1 

Included within the prior year capital expenditure commitments of the Group was $14 million of capital expenditure commitments 
related to Endeavour Group which was classified as a discontinued operation at 27 June 2021.

3.6 

Intangible assets

Intangible assets mainly represent goodwill, brand names, software, and customer 
relationships. Goodwill arises when the Group acquires a business at a cost which 
exceeds the fair value of net assets acquired and represents the synergies expected 
to arise from the purchase. Brand names have mainly been recognised as a result 
of New Zealand supermarket acquisitions and help to identify and differentiate 
the Group’s network from others. Software includes programs and operating 
systems used by the Group. 

2022

Cost

Less: accumulated amortisation and impairment

Carrying amount at end of period

Movement:

Carrying amount at start of period

Acquisition of businesses 2

Additions

Disposals, transfers, and other

Transfer to assets held for sale

Amortisation expense

Effect of movements in foreign exchange rates

GOODWILL 
$M

BRAND 
NAMES 
$M

SOFTWARE 1 
$M

 3,308 

(110)

 3,198 

 2,881 

 384 

 – 

 – 

(23)

 – 

(44)

305

 – 

305

 265 

 43 

 – 

 – 

 – 

 – 

(3)

 3,015 

(1,531)

 1,484 

 1,358 

 4 

 460 

 12 

 – 

(350)

 – 

Carrying amount at end of period

 3,198 

 305 

 1,484 

1  Carrying amount at the end of the period includes assets under development of $433 million.
2  Acquisition of businesses primarily relates to the acquisition of PFD (refer to Note 5.1 for further details).

OTHER 
$M

 351 

(60)

 291 

 167 

 170 

 – 

 – 

(9)

(37)

 – 

 291 

TOTAL 
$M

 6,979 

(1,701)

 5,278 

 4,671 

 601 

 460 

 12 

(32)

(387)

(47)

 5,278 

Assets and liabilities 3

SOFTWARE 1 
$M

OTHER 
$M

TOTAL 
$M

 2,552 

 189 

 5,999 

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Cost

Less: accumulated amortisation 
and impairment

Carrying amount at end of period

Movement:

Carrying amount at start of period

Acquisition of businesses 2

Additions

Disposals, transfers, and other

Transfer of Endeavour Group’s 
assets to held for distribution

Amortisation expense

Impairment expense

Effect of movements in foreign 
exchange rates

GOODWILL 
$M

 2,993 

(112)

 2,881 

 4,196 

 389 

 – 

 – 

BRAND 
NAMES 
$M

 265 

 – 

 265 

 259 

 19 

 – 

 – 

 – 

(1)

(7)

 – 

 – 

(1)

LIQUOR AND 
GAMING 
LICENCES 
$M

 – 

 – 

 – 

 2 

 6 

(1)

(17)

 – 

 – 

 – 

(1,696)

(12)

(1,969)

 1,979 

 1,219 

(1,194)

 1,358 

 15 

 551 

 3 

(104)

(318)

(8)

 – 

(22)

 167 

 64 

 157 

 10 

 – 

(64)

 – 

 – 

 – 

(1,328)

 4,671 

 7,717 

 582 

 567 

 2 

(3,845)

(335)

(9)

(8)

Carrying amount at end of period

 2,881 

 265 

 1,358 

 167 

 4,671 

1  Carrying amount at the end of the period includes assets under development of $471 million.
2  Acquisition of businesses primarily relates to the acquisition of Quantium and the acquisition of stores and venues.

Significant Accounting Policies

Goodwill

Goodwill is measured as the excess of the sum of the consideration transferred, the amount 
of any non‑controlling interests in the acquiree, and the fair value of the Group’s previously 
held equity interest in the acquiree (if any) over the net of the acquisition date amounts of the 
identifiable assets acquired and the liabilities assumed. Following initial recognition, goodwill 
is not amortised but is reviewed for impairment at least annually, and is measured at cost less 
any accumulated impairment losses.

Brand names

Brand names are indefinite life intangible assets and are not amortised but are reviewed for 
impairment at least annually, and are measured at cost less any accumulated impairment losses.

Software assets

Acquired intangible assets

Software assets with finite useful lives that are acquired separately are carried at cost less 
accumulated amortisation and accumulated impairment losses. Amortisation is recognised 
on a straight‑line basis over their estimated useful lives. Useful lives are reassessed annually. 
The useful lives of intangible assets have been assessed as follows:

Core systems

Other software

Five to 10 years

Three to five years

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122

Notes to the Consolidated Financial Statements

Assets and liabilities 3

3.6 

Intangible assets  (continued)

3.7 

Investments accounted for using the equity method

Significant Accounting Policies (continued)

Internally-generated intangible assets

An internally‑generated intangible asset arising from development (or from the development 
phase of an internal project) is recognised if, and only if, all of the following conditions have 
been demonstrated:

•  The technical feasibility of completing the intangible asset so that it will be available for use 

or sale;

•  The intention to complete the intangible asset and use or sell it;

•  The ability to use or sell the intangible asset;

•  How the intangible asset will generate probable future economic benefits;

•  The availability of adequate technical, financial and other resources to complete the 

development and to use or sell the intangible asset; and

•  The ability to measure reliably the expenditure attributable to the intangible asset.

Subsequent to initial recognition, internally‑generated intangible assets are reported at cost less 
accumulated amortisation and accumulated impairment losses, on the same basis as intangible 
assets that are acquired separately.

Expenditure on research activities is recognised as an expense in the period in which it is incurred.

Software assets are tested for impairment in accordance with the policy for impairment 
of non‑financial assets disclosed in Note 3.8.

Software as a service

Software as a service (SaaS) arrangements are service contracts providing the Group with the 
right to access the cloud provider’s application software over the contract period. Costs incurred 
to configure or customise, and the ongoing fees to obtain access to the cloud provider’s 
application software, are recognised as operating expenses when the services are received. 

Some of these costs incurred are for the development of a software code that enhances, modifies, 
or creates additional capability to existing on‑premise systems and meets the definition of and 
recognition criteria for an intangible asset. These costs are recognised as intangible software 
assets and are amortised over the useful life of the software on a straight‑line basis. The useful 
lives of these assets are reviewed annually, and any change is accounted for prospectively 
as a change in accounting estimate.

Other intangible assets

Other intangible assets include customer relationships and contracts, intellectual property, 
and algorithms, which are measured at cost less accumulated amortisation and impairment 
losses. Where the asset is acquired in a business combination, cost represents the fair value 
at the date of acquisition.

Intangible assets with finite lives are amortised on a straight‑line basis over their estimated 
useful lives. Useful lives are reassessed annually. The useful lives of intangible assets have been 
assessed as follows:

Customer relationships and contracts

Three to 10 years

Intellectual property and algorithms

Nine years

Other intangible assets are tested for impairment in accordance with the policy for impairment 
of non‑financial assets disclosed in Note 3.8.

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Investments accounted for using the equity method represent the Group’s 
investments in associates and joint ventures in which the Group has significant 
influence or joint control.

3.7.1  

Details of investments accounted for using the equity method

2022

2021

OWNERSHIP 
INTEREST 
%

OWNERSHIP 
INTEREST 
%

$M

Endeavour Group Limited

14.6

1,646

85.4

Other individually immaterial investments in associates 
and joint ventures

 – 

45

1,691

 – 

$M

 – 

30

30

On 28 June 2021, the Group lost control of Endeavour Group Limited, an Australian company, and recognised the 
retained 14.6% equity interest at fair value as an investment in associate. The fair value was calculated using the VWAP 
of Endeavour Group Limited shares trading on the ASX in their first five trading days ($6.21).

Following the initial recognition of its investment in associate, the Group applies the equity method of accounting 
and recognises its share of total comprehensive income of Endeavour Group Limited for the current period based 
on consensus data. Subsequent to 26 June 2022, Endeavour Group Limited released its 2022 Full Year Financial Results 
and the difference between the Group’s recognition of its share of total comprehensive income based on consensus data 
and its actual share of total comprehensive income was not material and will be adjusted in the next reporting period.

3.7.2  

Results of investments accounted for using the equity method

2022

Revenue 1

Profit/(loss) for the period, net of tax 1

Other comprehensive income for the period, net of tax 1

Total comprehensive income/(loss) for the period

Group’s share of total comprehensive income/(loss) 
recognised for the period 2

INDIVIDUALLY 
IMMATERIAL 
INVESTMENTS 
IN ASSOCIATES 
$M

INDIVIDUALLY 
IMMATERIAL 
INVESTMENTS 
IN JOINT 
VENTURES 
$M

ENDEAVOUR 
GROUP LIMITED 
$M

TOTAL 
$M

 11,597 

 199 

 45 

 11,841 

 495 

 34 

 529 

 74 

 2 

 – 

 2 

 – 

(6)

 – 

(6)

(4)

 491 

34 

 525 

 70 

1  Based on the most recently announced Financial Results, where applicable, or the latest management accounts.
2  Based on consensus data for Endeavour Group Limited or the latest management accounts for the Group’s remaining investments.

3.7.3   Movements in carrying amount of investments accounted for using the equity method 

2022

Carrying amount at start of period

Acquisition of investment

Additional investment

Share of net profit/(loss) for the period, net of tax

Share of other comprehensive income for the period, net of tax

Dividends received

INDIVIDUALLY 
IMMATERIAL 
INVESTMENTS 
IN ASSOCIATES 
$M

INDIVIDUALLY 
IMMATERIAL 
INVESTMENTS 
IN JOINT 
VENTURES 
$M

ENDEAVOUR 
GROUP LIMITED 
$M

 – 

 1,623 

 – 

 72 

 2 

(51)

 26 

 – 

 – 

 – 

 – 

 – 

 4 

 – 

 19 

(4)

 – 

 – 

TOTAL 
$M

 30 

 1,623 

 19 

 68 

 2 

(51)

Carrying amount at end of period

 1,646 

 26 

 19 

 1,691 

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124

Notes to the Consolidated Financial Statements

Assets and liabilities 3

3.7 

Investments accounted for using the equity method  (continued)

3.8 

Impairment of non-financial assets  (continued)

3.7.4  

Summary financial position of investment in associate that is material to the Group

2022

Current assets

Non-current assets

Total assets

Current liabilities

Non-current liabilities

Total liabilities

Net assets 1

Group’s share of net assets 1

Fair value adjustment 2

Carrying amount at end of period

ENDEAVOUR 
GROUP LIMITED 
$M

 1,782 

 9,081 

 10,863 

 2,193 

 5,102 

 7,295 

 3,568 

 518 

 1,128 

 1,646 

1  Net assets are based on the most recently announced Financial Results and the Group’s share of net assets is based on consensus data.
2  Fair value adjustment represents the difference between the recognition of the retained investment in Endeavour Group at fair value 

and the Group’s share of Endeavour Group’s net assets at the date when control was lost.

Significant Accounting Policies

Investments accounted for using the equity method

Investments accounted for using the equity method comprises investments in associates and 
joint ventures. An associate is an entity over which the Group has significant influence and 
that is neither a subsidiary nor an interest in a joint venture. Significant influence is the power 
to participate in the financial and operating policy decisions of the investee but is not control 
or joint control.

A joint venture is a joint arrangement whereby the parties that have joint control of the 
arrangement have rights to the net assets of the joint arrangement. Joint control is the 
contractually agreed sharing of control of an arrangement, which exists only when decisions 
about the relevant activities require unanimous consent of the parties sharing control.

Investments accounted for using the equity method are initially recognised at cost, and are 
subsequently accounted for using the equity method by including the Group’s share of profit 
or loss and other comprehensive income or loss of the associate or joint venture in the carrying 
amount of the investment until the date on which significant influence or joint control ceases. 
Dividends received reduce the carrying amount of the investment in associate or joint venture.

3.8 

Impairment of non-financial assets

An impairment loss is incurred when the carrying amount of an asset 
or a cash‑generating unit (CGU) exceeds its estimated recoverable amount.

At each reporting date, the Group assesses whether there is any indication that an asset may be impaired. If any such 
indication exists, the recoverable amount of the asset is estimated. The recoverable amount of an asset is the higher 
of its fair value less costs of disposal and its value in use, and is determined for an individual asset where possible, 
otherwise, for the CGU to which it belongs.

For the purposes of impairment testing, indefinite life intangible assets are allocated to each of the Group’s CGUs that 
are expected to benefit from the synergies relating to the business combination, identified according to operating 
segments and grouped at the lowest levels for which the assets are monitored for internal management purposes, 
as follows:

Australian Food

Australian B2B 1

New Zealand Food

Quantium 2

2022

2021

GOODWILL 
$M

 627 

 361 

 2,067 

 143 

 3,198 

BRAND 
NAMES 
$M

 3 

 43 

 240 

 19 

305

GOODWILL 
$M

 381 

 – 

 2,112 

 388 

 2,881 

BRAND 
NAMES 
$M

 3 

 – 

 243 

 19 

 265 

1  The Australian B2B reportable segment includes goodwill of $354 million recognised on acquisition of PFD and $7 million relating 

to the acquisition of other smaller businesses, and $43 million of brand names relating to the acquisition of PFD.

2  During the period, the Group finalised its acquisition accounting and its initial allocation of goodwill relating to the acquisition 
of Quantium. As a result, $245 million of the $388 million of goodwill was allocated to the Australian Food reportable segment, 
which is based on where the expected benefits from the Quantium acquisition are expected to be earned.

CGUs to which goodwill has been allocated are tested for impairment annually, or more frequently when there is an 
indication that the CGU may be impaired. Where the carrying value of the asset or CGU exceeds its recoverable amount, the 
carrying amount of the asset or CGU is reduced to its recoverable amount through the recognition of an impairment loss.

The Group’s impairment testing is performed at the reportable segment level, business unit level and where applicable, 
an individual store or region level. During the period, no material impairment losses were recognised.

Financial reporting impacts of COVID

Calculation of recoverable amount

The three‑year F23 Board approved business plan was used in assessing value in use for each 
CGU. This plan incorporates the estimated impact on the Group from COVID, which has shaped 
trading through the last two years. As COVID becomes endemic, customer shopping behaviour 
is expected to evolve, including the potential for customers to become more value seeking given 
the evolving inflationary environment. The base setting for the F23 plan includes the cycling 
of major COVID disruptions from the current year, as well as, managing inflationary impacts 
through sales and costs. Refer to critical accounting estimates for further details.

Inventories

The carrying value of assets subject to impairment testing includes inventories which are carried 
at the lower of cost or net realisable value. There have been no material changes to the Group’s 
inventory provisions as a result of COVID.

Financial reporting impacts of sustainability related matters

The potential long‑term financial impacts of climate change, including the costs of reaching 
the Group’s 2030 emissions reduction targets are continuing to be assessed. However, at this 
stage, the Group does not consider the potential impacts of climate change to present a risk 
of impairment of the carrying value of non‑financial assets.

125

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126

Notes to the Consolidated Financial Statements

Assets and liabilities 3

3.8 

Impairment of non-financial assets  (continued)

3.9 

Income taxes

Significant Accounting Policies

Calculation of recoverable amount

The recoverable amount of an asset is the greater of its value in use (VIU) and its fair value 
less costs to dispose. For an asset that does not generate largely independent cash inflows, 
the recoverable amount is assessed at the CGU level, which is the smallest group of assets 
generating cash inflows independent of other CGUs that benefit from the use of the 
respective asset.

An impairment loss is recognised in the Consolidated Statement of Profit or Loss whenever 
the carrying amount of an asset or its CGU exceeds its recoverable amount. Impairment losses 
recognised in respect of a CGU are allocated first to reduce the carrying amount of any goodwill 
allocated to the CGU and then to reduce the carrying amount of other assets in the CGU 
on a pro‑rata basis.

Reversal of impairment

An impairment loss is reversed, other than for goodwill, if there has been a change in the 
estimates used to determine the recoverable amount. An impairment loss is reversed 
only to the extent that the asset’s carrying amount does not exceed the carrying amount that 
would have been determined, net of depreciation or amortisation, if no impairment loss had 
been recognised.

Critical accounting estimates

Key assumptions used in determining the recoverable amount of assets include expected future 
cash flows, long‑term growth rates, and discount rates.

Expected future cash flows

In assessing VIU, the estimated future cash flows are based on the Group’s most recent Board 
approved business plan covering a period not exceeding five years and incorporates the 
estimated impact on the Group from market conditions forecast through the recovery phase 
of COVID.

Long-term growth rates

Long‑term growth rates are based on past experience, expectations of external market 
operating conditions, and other assumptions which take into account the specific features 
of each business unit.

Discount rates 

The recoverable amount has been determined using a VIU discounted cash flow model. 
In assessing VIU, the estimated future pre‑tax cash flows are discounted to their present 
value using a pre‑tax discount rate that reflects the current market assessments of the 
time value of money and risks specific to the asset. The pre‑tax discount rates used vary 
depending on the nature of the business and the country of operation. The ranges of rates 
used in determining the Group’s recoverable amounts are set out below:

Long‑term growth rate

Pre‑tax discount rate

2022
%

2.5

2021
%

2.5

10–13

10–13 

This section presents the total income tax expense charged to the Group in respect 
of amounts currently owing for taxable profits and future income taxes recoverable 
or payable in respect of temporary differences. The Group presents a reconciliation 
of its effective tax rate and a summary of changes in future income tax recoverable 
or payable by major category.

3.9.1 

Income tax expense recognised in the Consolidated Statement of Profit or Loss

Income tax expense

Current tax expense

Adjustments recognised in the current year in relation to the current tax of prior periods

Deferred tax relating to the origination and reversal of temporary differences

Income tax expense is attributable to:

Profit from continuing operations (as reported in the Consolidated Statement 
of Profit or Loss)

Profit from discontinued operations

3.9.2 

Reconciliation between profit before income tax and income tax expense

Profit before income tax – continuing operations

Profit before income tax – discontinued operations

Profit before income tax

Income tax expense using the Australian corporate tax rate of 30%

Tax effect of amounts which are not deductible/(taxable) in calculating taxable income:

Non-deductible expenses

Non-assessable income 1

Share of profits of investments accounted for using the equity method

Share-based payments expense

Unrecognised tax losses from the current period

Impact of differences in offshore tax rates

Other

Adjustments relating to prior periods

Income tax expense

2022
$M

 619 

(30)

(55)

 534 

 534 

 – 

 534 

2022
$M

 2,091 

 6,387 

 8,478 

 2,543 

 8 

(1,976)

(20)

 13 

 4 

(2)

(6)

 564 

(30)

 534 

2021
$M

 983 

(10)

(162)

 811 

 604 

 207 

 811 

2021
$M

 2,210 

 740 

 2,950 

 885 

 29 

(79)

(10)

 – 

 3 

(5)

(2)

 821 

(10)

 811 

1 

Includes the $1,916 million tax effect of the $6,387 million gain recognised on demerger of the Endeavour Group. The demerger 
by the Group qualified for demerger capital gains tax relief, which resulted in none of the demerger gain being subject to Australian 
capital gains tax.

127

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128

Notes to the Consolidated Financial Statements

Assets and liabilities 3

3.9 

Income taxes  (continued)

3.9 

Income taxes  (continued)

3.9.3 

Deferred tax balances recognised in the Consolidated Statement of Financial Position

UNRECOGNISED DEFERRED TAX ASSETS

Deferred tax asset

Deferred tax liability

Net deferred tax asset

2022

Deferred tax assets

Property, plant and equipment

Revenue and capital losses

Lease liabilities

Provisions, accruals, and other liabilities

Cash flow and fair value hedges

Total deferred tax assets

Deferred tax liabilities

Intangible assets

Unrealised exchange differences

Lease assets

Investments accounted for using the equity 
method

Prepayments

Other

Total deferred tax liabilities

Net deferred tax asset/(liability)

2022
$M

2021
$M

 1,337 

 1,371 

 – 

 – 

 1,337 

 1,371 

OPENING 
BALANCE 
$M

RECOGNISED 
IN PROFIT OR 
LOSS 
$M

RECOGNISED 
IN OTHER 
COMPREHENSIVE 
INCOME 
$M

ACQUISITIONS 
AND OTHER 
$M

CLOSING 
BALANCE 
$M

 85 

 – 

 3,571 

 789 

 5 

 4,450 

(122)

(29)

(2,883)

 – 

(5)

(40)

(3,079)

 1,371 

 89 

 282 

 135 

 26 

 49 

 581 

 10 

(50)

(216)

(278)

 3 

 5 

(526)

 55 

 – 

 – 

 – 

 – 

(41)

(41)

 – 

 5 

 – 

 – 

 – 

(2)

 3 

(38)

(4)

 – 

 – 

 18 

 – 

 14 

(63)

 – 

 – 

 – 

 – 

(2)

(65)

(51)

 170 

 282 

 3,706 

 833 

 13 

 5,004 

(175)

(74)

(3,099)

(278)

(2)

(39)

(3,667)

 1,337 

2021

Deferred tax assets

Property, plant and equipment

Lease liabilities

Provisions, accruals, and other 
liabilities

Cash flow and fair value hedges

Total deferred tax assets

Deferred tax liabilities

Intangible assets

Unrealised exchange differences

Lease assets

Prepayments

Other

Total deferred tax liabilities

Net deferred tax asset/(liability)

OPENING 
BALANCE 
$M

RECOGNISED 
IN PROFIT OR 
LOSS 
$M

RECOGNISED 
IN OTHER 
COMPREHENSIVE 
INCOME 
$M

ACQUISITIONS 
AND OTHER 
$M

TRANSFERS TO 
ASSETS HELD 
FOR SALE OR 
DISTRIBUTION 
$M

CLOSING 
BALANCE 
$M

 73 

 4,549 

 924 

 20 

 5,566 

(619)

(33)

(3,796)

(1)

 6 

(4,443)

 1,123 

 111 

 154 

(24)

(5)

 236 

 – 

 2 

(22)

(5)

(49)

(74)

 162 

 – 

 – 

 5 

(10)

(5)

 – 

 2 

 – 

 – 

(18)

(16)

(21)

 – 

 1 

 10 

 – 

 11 

(53)

 – 

 – 

 – 

(8)

(61)

(50)

(99)

 85 

(1,133)

 3,571 

(126)

 – 

 789 

 5 

(1,358)

 4,450 

 550 

 – 

 935 

 1 

 29 

 1,515 

 157 

(122)

(29)

(2,883)

(5)

(40)

(3,079)

 1,371 

At the reporting date, the Group has unused capital losses of $203 million (2021: $1,170 million) available for offset 
against future capital gains. A deferred tax asset has not been recognised in association with these capital losses 
as it is not probable that there will be sufficient capital gains available against which these capital losses can be utilised 
in the foreseeable future. At the reporting date, the Group has unused revenue losses of $65 million (2021: $56 million). 
A deferred tax asset has not been recognised in respect of these revenue losses as it is not probable that there will 
be sufficient profit available against which these losses can be utilised during the five-year period that these losses 
remain available to be carried forward.

Tax consolidation

3.9.4 
The Company and its wholly-owned Australian resident entities formed a tax consolidated group with effect from 
1 July 2002. Woolworths Group Limited is the head entity of the tax consolidated group and has assumed the current 
tax liabilities of the members in the tax consolidated group (the Woolworths tax group). Income tax expense or benefit, 
deferred tax assets, and deferred tax liabilities arising from temporary differences of the members of the tax consolidated 
group are recognised by each subsidiary where the subsidiary would have been able to recognise the deferred tax 
asset or deferred tax liability on a standalone basis. The members of the tax consolidated group have entered into 
a tax funding agreement with the Company which sets out the funding obligations in respect of income tax amounts. 
The agreement requires payments by the subsidiary to the Company equal to the income tax liability assumed by the 
Company. The Company is required to make payment to the subsidiary equal to the current tax asset assumed by the 
Company. In respect of carried forward tax losses brought into the group on consolidation by subsidiary members, the 
Company will pay the subsidiary member for such losses when these losses are transferred to the tax consolidated group, 
where the subsidiary member would have been entitled to recognise the benefit of these losses on a standalone basis. 
Income tax expense of $163 million (2021: $126 million) was charged by the Company to subsidiaries during the period 
through at call intercompany accounts.

Significant Accounting Policies

Income tax expense in the Consolidated Statement of Profit or Loss for the period presented 
comprises current and deferred tax. Income tax is recognised in the Consolidated Statement 
of Profit or Loss except to the extent that it relates to items recognised in other comprehensive 
income, or directly in equity, in which case the tax is also recognised in other comprehensive 
income, or directly in equity, respectively.

Current tax
Current tax payable represents the amount expected to be paid to taxation authorities on taxable 
income for the period, using tax rates enacted or substantively enacted at the reporting date and 
any adjustment to tax payable in respect of previous periods.

Deferred tax
Deferred tax is calculated using the balance sheet method, providing for temporary differences 
between the carrying amounts of assets and liabilities for financial reporting and taxation 
purposes. Deferred tax is measured at the rates that are expected to apply in the period in which 
the liability is settled, or asset realised, based on tax rates enacted or substantively enacted 
at the reporting date. Deferred tax assets and liabilities are not recognised if the temporary 
difference arises from the initial recognition (other than in a business combination) of assets and 
liabilities in a transaction that affects neither the taxable profit nor the accounting profit or in 
relation to the initial recognition of goodwill. Deferred tax assets and liabilities are offset when 
they relate to income taxes levied by the same taxation authority and the Group intends to settle 
its current tax assets and liabilities on a net basis.

A deferred tax asset is recognised only to the extent that it is probable that future taxable profits 
will be available against which the deductible temporary differences or unused tax losses and tax 
offsets can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable 
that the related tax benefit will be realised. In determining the availability of future taxable 
profits, any reasonably possible changes due to the potential impacts from climate‑related risks 
may impact the recoverability of deferred tax assets.

The benefit of intangible assets with an indefinite useful life will flow to the Group on an annual 
basis, therefore the carrying amount will be recovered through use. 

129

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130

Notes to the Consolidated Financial Statements

Assets and liabilities 3

3.10 

Trade and other payables

3.11 

Provisions  (continued)

Trade and other payables mainly consists of amounts owing to the Group’s 
suppliers that have been invoiced or accrued. 

3.11.1  

Team member remediation provisions

Included in the employee benefits provision is $291 million relating to the team member remediation provisions, of which 
$90 million relates to salaried team members and $201 million relates to the Group’s end-to-end payroll review as outlined 
in the following table.

2022
$M

 5,216 

 1,350 

 436 

 7,002 

2021
$M

 4,832 

 1,271 

 364 

 6,467 

2022 ($M)

Balance at start of period

Cash payments

Additional provision

Balance at end of period

SALARIED 
TEAM 
MEMBERS

END TO END 
PAYROLL

 154 

(64)

 – 

 90 

 – 

 – 

 201 

 201 

TOTAL

 154 

(64)

 201 

 291 

131

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Trade payables

Accruals

Contract liabilities

Contract liabilities

Contract liabilities represent consideration received for performance obligations not yet satisfied primarily relating 
to the Group’s loyalty programs and gift cards. Substantially all of the revenue deferred as at the end of the period 
will be recognised in the following period.

3.11 

Provisions

Provisions are a liability recorded where there is uncertainty over the timing 
or amount that will be paid but the expected settlement amount can be reliably 
estimated by the Group. The main provisions held are in relation to employee 
benefits, self‑insured risks, restructuring, onerous contracts, and store exit costs.

Current

Employee benefits

Self-insured risks

Restructuring, onerous contracts, store exit costs, and other

Total current provisions

Non‑current

Employee benefits

Self-insured risks

Restructuring, onerous contracts, store exit costs, and other

Total non‑current provisions

Total provisions

2022
$M

2021
$M

 1,445 

 1,228 

 177 

 58 

 169 

 121 

 1,680 

 1,518 

 121 

 451 

 274 

 846 

 108 

 422 

 274 

 804 

 2,526 

 2,322 

SALARIED TEAM MEMBERS PROGRESS UPDATE
On 30 October 2019, the Group disclosed that a number of salaried team members had not been paid in full compliance 
with the Group’s obligations under the General Retail Industry Award (GRIA). The Group has provided in excess 
of $500 million in relation to the remediation of these salaried team members. Significant progress has been made 
to remediate the impacted salaried team members, with $457 million paid to those team members to date.

In June 2021, the Fair Work Ombudsman (FWO) commenced legal proceedings against the Woolworths Group, seeking 
orders in relation to alleged contraventions of the Fair Work Act and for further compensation of the affected salaried team 
members. Class action proceedings brought by Adero Law Firm against the Woolworths Group in 2019 also continue. 

The Group is defending its interpretation of the clauses subject to the FWO proceedings and the class action 
proceedings. While the Group has been guided by extensive advice from external counsel, these proceedings are 
at an early stage and the outcome and total costs associated with the proceedings are uncertain. There is a risk that 
the Court may determine these matters contrary to the Group’s current assessment of the position, and require the 
Group to make further material remediation payments. Any changes to the provision as a result of new information will 
be treated as a change in accounting estimate and will be recognised in the Consolidated Statement of Profit or Loss 
in the period in which the new information is available.

As at 26 June 2022, the Group has a provision of $90 million to settle any remaining obligations.

END-TO-END PAYROLL REVIEW
During the 2021 financial period, the Group established an end-to-end payroll review across the Group’s payroll systems 
and processes to test and ensure compliance with the Group’s obligations under the GRIA as well as other modern 
awards, Enterprise Agreements (EAs) and statutory entitlements for team members across the Group. As part of this 
review, certain areas of non-compliance have been identified.

The review to date has resulted in the Group recognising a team member pay remediation provision of $201 million for the 
period (of which $165 million was recognised as a significant item, refer to Note 1.4 for further details) relating to payment 
shortfalls, predominantly of hourly paid team members employed pursuant to the Woolworths Supermarkets, Metro and 
BIG W EAs. Whilst the review is ongoing, as at 26 June 2022, significant progress has been made, with more than 98% 
of team members obligations reviewed, representing 93% of the Group’s total payroll costs.

The Group has applied extensive resources to the review and analysis of its records, and the calculation of the likely 
remediation to affected team members. Notwithstanding this, uncertainty remains in relation to the Group’s exposure. 
The review is ongoing and may give rise to further provisions as it progresses to completion, with significant modelling 
required to finalise team remediation payments, which is also subject to the finalisation of the Group’s engagement 
with the relevant regulators.

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132

Notes to the Consolidated Financial Statements

Assets and liabilities 3

3.11 

Provisions  (continued)

3.11 

Provisions  (continued)

3.11.2  

 Movements in total self-insured risks, restructuring, onerous contracts, store exit costs, 
and other provisions

Movement:

Balance at start of period

Net provisions recognised

Cash payments

Transfer to liabilities held for distribution

Other

Balance at end of period

Current

Non-current

Balance at end of period

SELF-INSURED RISKS

RESTRUCTURING, ONEROUS 
CONTRACTS, STORE EXIT COSTS, 
AND OTHER

2022 
$M

2021 
$M

2022 
$M

 591 

 160 

(137)

 – 

 14 

 628 

 177 

 451 

 628 

 637 

 162 

(139)

(45)

(24)

 591 

 169 

 422 

 591 

 395 

(31)

(29)

 – 

(3)

 332 

 58 

 274 

 332 

2021 
$M

 518 

 30 

(129)

(10)

(14)

 395 

 121 

 274 

 395 

Significant Accounting Policies

A provision is recognised when the Group has a present legal or constructive obligation 
as a result of a past event, it is probable that an outflow of economic benefits will be required 
to settle the obligation, and a reliable estimate can be made as to the amount of the obligation. 
The amount recognised is the best estimate of the consideration required to settle the present 
obligation at the reporting date, taking into account the risks and uncertainties surrounding 
the obligation.

Employee benefits

The provision for employee benefits comprises a liability for benefits accruing to employees 
in respect of annual leave and long service leave and also includes any liability for the Group’s 
team member pay remediation.

Liabilities expected to be settled within 12 months are measured at their nominal values using 
the remuneration rate expected to apply at the time of settlement.

Liabilities which are not expected to be settled within 12 months are measured as the present 
value of the estimated future cash outflows to be made by the Group in respect of services 
provided by employees up to the reporting date.

Self-insurance

The provision for self‑insured risks primarily represents the estimated liability for workers’ 
compensation and public liability claims.

Restructuring

A provision for restructuring is recognised when the Group has approved a detailed and formal 
restructuring plan, and the restructuring either has commenced or has been publicly announced. 

Onerous contracts and store exit costs

An onerous contract is a contract in which the unavoidable costs of meeting the obligations under 
the contract exceed the economic benefits expected to be received under it. The unavoidable 
costs under a contract reflect the least net costs of exiting from the contract, which is the lower 
of the cost of fulfilling the contract, and any compensation or penalties arising from failure to fulfil 
the contract.

Financial reporting impacts of sustainability related matters

The impact from flooding during the period has not had a material impact on the Group’s 
Consolidated Financial Position as it is insured against any damages to its inventories and 
property, plant, and equipment. The impacts of acute weather events, such as flooding, 
on physical assets and subsequent business interruptions includes, but is not limited 
to, an increase in the Group’s cost of insurable risks primarily due to higher premiums, 
higher deductibles and policy exclusions.

Critical accounting estimates

The estimates and judgements applied in determining the Group’s provisions involve a high 
degree of complexity and have a risk of causing a material adjustment in subsequent periods. 
Any changes to the provision as a result of new information will be treated as a change 
in accounting estimate and will be recognised in the Consolidated Statement of Profit  
or Loss in the period in which the new information is available.

Discount rates

Where a provision is measured using the cash flows estimated to settle the obligation, with the 
exception of employee benefits, the cash flows are discounted using a pre‑tax rate that reflects 
current market assessments of the time value of money and the risks specific to the liability. 
Employee benefits are discounted with reference to market yields at the end of the reporting 
period on high quality corporate bonds. Rates are reviewed periodically, and given the nature 
of the estimate, reasonably possible changes are not considered likely to have a material impact.

Employee benefits

In estimating the value of employee benefits, consideration is given to expected future salary 
and wage levels (including on‑cost rates), experience of employee departures, and periods 
of service. The assumptions are reviewed periodically and, given the nature of the estimate, 
reasonably possible changes in assumptions are not considered likely to have a material impact.

Included in employee benefits are the team member remediation provisions which represent 
the Group’s best estimate of the expenditure required to settle the obligations in accordance 
with the relevant EAs and GRIA.

Self-insured risks

Self‑insurance provisions are determined based on independent actuarial assessments, which 
consider numbers, amounts, and duration of claims and allow for future inflation and investment 
returns. Allowance is included for injuries which occurred before the reporting date, but where 
the claim is expected to be notified after the reporting date. The assumptions are reviewed 
periodically, and given the nature of the estimate, reasonably possible changes in assumptions 
are not considered likely to have a material impact.

Restructuring, onerous contracts, and store exit costs

Restructuring provisions are recognised based on the direct expenditures arising from the 
restructuring, which are those amounts that are both necessarily entailed by the restructuring 
and not associated with the ongoing activities of the Group.

Provisions for onerous contracts and store closures are recognised based on the lower 
of the estimated unavoidable net costs of meeting all leases and other obligations under the 
stores and associated contracts, and the Group’s best estimate of the compensation expected 
to be payable to landlords and other third parties as a result of early termination of contracts. 
Estimates differ depending on the rent, location, lease exit terms, and the Group’s assessment 
of the timing and likely termination costs.

133

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134

Notes to the Consolidated Financial Statements

financing and risk management 4

Capital structure, 

4 Capital structure, financing, and risk management

4.2 

Dividends

4.1 

Earnings per share

Earnings per share presents the amount of profit generated for the reporting 
period attributable to shareholders divided by the weighted average number 
of shares on issue. The potential for any share rights issued by the Group 
to dilute existing shareholders’ ownership when the share rights are exercised 
are also presented.

Profit for the period attributable to equity holders of the parent entity used 
in earnings per share ($M)

Continuing operations

Discontinued operations

Weighted average number of shares used in earnings per share (shares, millions)

Basic earnings per share

Diluted earnings per share 1

Basic earnings per share (cents per share)

Continuing operations

Discontinued operations

Diluted earnings per share (cents per share) 1

Continuing operations

Discontinued operations

2022

2021

 1,547 

 6,387 

 7,934 

 1,606 

 468 

 2,074 

 1,221.5 

 1,256.9 

 1,230.3 

 1,262.6 

 126.7 

 522.9 

 649.6 

 125.7 

 519.1 

 644.8 

 127.7 

 37.3 

 165.0 

 127.1 

 37.1 

 164.2 

1 

Includes 8.8 million shares (2021: 5.7 million shares) deemed to be issued for no consideration in respect of employee performance rights.

Dividends are distributions of the Group’s profit after tax before significant items 
and assets to its shareholders.

Current year interim 

Prior year final 

Dividends paid during the 
period

Issue of shares to satisfy the 
dividend reinvestment plan

Dividends paid in cash

2022

CENTS PER 
SHARE

TOTAL 
AMOUNT
$M

DATE OF  

PAYMENT

CENTS PER 
SHARE

2021

TOTAL 
AMOUNT
$M

DATE OF  

PAYMENT

 39 

 55 

 473 

 697 

13 April 2022

8 October 2021

 53 

 48 

 671 

 606 

14 April 2021

6 October 2020

 94 

 1,170 

 101 

 1,277 

(163)

 1,007 

(173)

 1,104 

All dividends are fully franked at a 30% tax rate.

On 25 August 2022, the Board of Directors declared a final dividend of 53 cents per share in respect of the 2022 financial 
period, fully franked at a 30% tax rate. The amount will be paid on or around 27 September 2022 and is expected to be 
$643 million. As the dividends were declared subsequent to 26 June 2022, no provision had been made at 26 June 2022.

Dividend Reinvestment Plan (DRP)

The DRP remains active. Eligible shareholders may participate in the DRP in respect of all or part of their shareholding. 
There is currently no DRP discount applied and no limit on the number of shares that can participate in the DRP. 

Shares will be allocated to shareholders under the DRP for the 2022 final dividend at an amount equal to the Average 
Market Price of Shares over the Pricing Period less a discount (if any), and rounded to the nearest cent, or such other price 
determined by the Board in its absolute discretion. The Average Market Price of Shares is the average of the daily volume 
weighted average market price of ordinary shares of the Company traded on the ASX over the period of five trading 
days commencing on 5 September 2022. The last date for receipt of election notices for the DRP is 2 September 2022. 
The Company intends to issue new shares to satisfy its obligations under the DRP.

During the period, 13.9% (2021: 14.0%) of the dividends paid were reinvested in shares of the Company. 

135

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Franking credit balance

Franking credits available for future financial periods (tax paid basis, 30% tax rate)

R
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2022
$M

981

2021
$M

1,740

i

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The above amount represents the balance of the franking accounts at the end of the period, adjusted for:

•  Franking credits that will arise from the payment of income tax payable at the end of the period; and

•  Franking debits that will arise from the payment of dividends provided at the end of the period.

The above franking credit balance excludes $57 million attributable to other non-controlling interests (2021: $18 million). 
On 28 June 2021, $692 million of franking credits were transferred to Endeavour Group on demerger.

5

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136

Notes to the Consolidated Financial Statements

financing and risk management 4

Capital structure, 

4.3 

Contributed equity

4.4 

Reserves

Contributed equity represents the number of ordinary shares on issue less 
shares held by the Group. A reconciliation is presented to show the total number 
of ordinary shares held by the Group which reduces the number of total shares 
traded on‑market. 

SHARE CAPITAL

1,213,902,476 fully paid ordinary shares (2021: 1,267,652,417)

Movement:

Balance at start of period

Issue of shares to satisfy the dividend reinvestment plan

Share buy-back

Demerger distribution

Balance at end of period

SHARES HELD IN TRUST

Movement:

Balance at start of period

Issue of shares to satisfy employee long-term incentive plans

Purchase of shares by the Woolworths Employee Share Trust

Balance at end of period

2022

2021

NUMBER
M

$M

NUMBER
M

$M

 1,267.7 

 5,466 

 1,263.1 

 6,197 

 4.2 

(58.0)

 – 

 163 

(250)

 – 

 4.6 

 – 

 – 

 173 

 – 

(904)

 1,213.9 

 5,379 

 1,267.7 

 5,466 

(5.1)

 3.9 

(3.6)

(4.8)

(213)

 166 

(125)

(172)

(5.1)

 4.1 

(4.1)

(5.1)

(175)

 139 

(177)

(213)

Share capital

Holders of ordinary shares are entitled to receive dividends as declared and are entitled to one vote per share 
at shareholders’ meetings. In the event of winding up of the Company, ordinary shareholders rank after creditors 
and are fully entitled to any proceeds on liquidation.

Share options and performance rights

Refer to Note 6.2 for further details of outstanding options and performance rights. Performance rights carry 
no rights to dividends and no voting rights.

Demerger distribution

On 18 June 2021, the Group obtained shareholder approval for the separation of Endeavour Group. Accounting for the 
demerger is guided by AASB Interpretations 17 Distribution of Non-cash Assets to Owners. A demerger distribution 
liability equal to the fair value of the net assets to be distributed of $7,870 million was recognised and was allocated 
between a capital reduction of $904 million, and a demerger dividend of $6,966 million. The value of the capital reduction 
has been determined in accordance with the tax allocation specified by an ATO ruling and has been recognised against 
share capital. Refer to Note 5.2 for further details on the accounting for the Endeavour demerger.

137

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Reserves represent the cumulative gains or losses that have been recognised 
in the Consolidated Statement of Other Comprehensive Income. 

2022

CASH FLOW 
HEDGE 
RESERVE 
$M

FOREIGN 
CURRENCY 
TRANSLATION 
RESERVE 
$M

REMUNERATION 
RESERVE 
$M

DEMERGER 
RESERVE 
$M

OTHER 
RESERVES 
$M

TOTAL 
$M

Balance at start of period

(13)

 71 

 259 

(6,966)

(340)

(6,989)

Effective portion of changes in the  
fair value of cash flow hedges,  
net of tax

Foreign currency translation 
of foreign operations, net of tax

Share-based payments expense

Transfer of shares to satisfy 
employee long-term incentive plans

Demerger of Endeavour Group

Recognition of put option over  
non-controlling interest 1

Purchase of additional shares from  
non-controlling interest

Share of other comprehensive income of 
associates

Change in the fair value of investments in 
equity securities

 98 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

(53)

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 139 

(166)

(9)

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

2021

CASH FLOW 
HEDGE 
RESERVE 
$M

FOREIGN 
CURRENCY 
TRANSLATION 
RESERVE 
$M

REMUNERATION 
RESERVE 
$M

DEMERGER 
RESERVE 
$M

OTHER 
RESERVES 
$M

Balance at start of period

(38)

 80 

 296 

Effective portion of changes in the  
fair value of cash flow hedges,  
net of tax

Transfers to initial carrying 
amount of hedged items, 
net of tax

Foreign currency translation 
of foreign operations, net of tax

Share-based payments expense

Transfer of shares to satisfy 
employee long-term incentive plans

Demerger distribution

Recognition of put option over  
non-controlling interest 1

Change in the fair value of investments in 
equity securities

(8)

 33 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

(9)

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 102 

(139)

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

 – 

(6,966)

 – 

 – 

Balance at end of period

(13)

 71 

 259 

(6,966)

(340)

(6,989)

1  Relates to the acquisition of PFD, refer to Note 5.1 for further details (2021: relates to the acquisition of Quantium).

 – 

 – 

 – 

 – 

(34)

 98 

(53)

 139 

(166)

(43)

(411)

(411)

 4 

 2 

 4 

 2 

 19 

(760)

 19 

(7,400)

TOTAL 
$M

 391 

(8)

 33 

(9)

 102 

(139)

(6,966)

 53 

 – 

 – 

 – 

 – 

 – 

 – 

(390)

(390)

(3)

(3)

Contributed equity at end of period

 1,209.1 

 5,207 

 1,262.6 

 5,253 

Balance at end of period

 85 

 18 

 223 

(6,966)

 
 
 
 
 
 
 
 
 
138

Notes to the Consolidated Financial Statements

financing and risk management 4

Capital structure, 

4.4 

Reserves  (continued)

4.5 

Cash and cash equivalents

Significant Accounting Policies

Cash flow hedge reserve

The cash flow hedge reserve comprises the effective portion of the cumulative net change in the 
fair value of cash flow hedging instruments related to hedged transactions that have not yet 
occurred. The cumulative deferred gain or loss on the hedge is recognised in the Consolidated 
Statement of Profit or Loss when the hedged transaction impacts profit or loss, consistent with 
the applicable accounting policy. Refer to Note 4.7 for details of hedging.

Foreign currency translation reserve (FCTR)

FCTR comprises all foreign exchange differences arising from the translation of the financial 
statements of foreign operations where their functional currency is different to the Group’s 
presentation currency. Gains and losses on hedging instruments that are designated as hedging 
instruments for hedges of net investments in foreign operations are also included in the FCTR. 
Refer to Note 4.7 for details of hedging.

This section presents the components of the Group’s cash and cash equivalents 
balance and a reconciliation of the Group’s profit for the period to net cash flows 
provided by operating activities. 

4.5.1 

Cash and cash equivalents as presented in the Consolidated Statement of Cash Flows

Cash and cash equivalents (as presented in the Consolidated Statement of Financial Position) 1

 1,032 

Cash and cash equivalents (included within assets held for sale or distribution)

 – 

 1,032 

2022
$M

2021
$M

 1,009 

 437 

 1,446 

1 

Included in cash and cash equivalents is $633 million (2021: $628 million) relating to receivables from electronic funds transfers, credit 
card and debit card point of sale transactions.

Remuneration reserve

4.5.2 

Reconciliation of profit for the period to net cash provided by operating activities

The employee remuneration reserve comprises the fair value of share‑based payment plans 
recognised as an expense in the Consolidated Statement of Profit or Loss. Refer to Note 6.2 
for details of share‑based payments.

Shares issued by the Woolworths Employee Share Trust are charged against the remuneration reserve.

Demerger reserve

The demerger reserve comprises the demerger dividend which represented the difference 
between the fair value of Endeavour Group’s net assets distributed and the capital reduction. 
Refer to Note 5.2 for details on the accounting for the Endeavour demerger.

Other reserves

Other reserves comprise the following:

•  Equity instrument reserve: arises on the revaluation of investments in unlisted equity 

securities. Subsequent to initial recognition, these investments are measured at fair value 
with any changes recognised in other comprehensive income.

•  Put option liability reserve: arises on recognition of put options over non‑controlling interests. 
Subsequent to initial recognition, the corresponding put option liability is measured at fair 
value with any changes recognised in the Consolidated Statement of Profit or Loss.

Profit for the period

Adjustments for:

Gain on demerger of Endeavour

Net share of profit of investments accounted for using the equity method

Depreciation and amortisation

(Reversal of impairment)/impairment expense

Share-based payments expense

Gain on disposal of previously held equity interest in Quantium

Interest capitalised

Net (gain)/loss on disposal and write-off of assets

Dividends received

Revaluation of put option liabilities over non-controlling interests

Other

Changes in:

(Increase)/decrease in inventories

Increase/(decrease) in trade payables

Increase/(decrease) in provisions

(Increase)/decrease in trade and other receivables

Increase in other payables

Increase in deferred tax assets

(Decrease)/increase in income tax payable

Net cash provided by operating activities

2022
52 WEEKS
$M

2021
52 WEEKS
$M

NOTE

 7,944 

 2,139 

5.2

2.1

(6,387)

(68)

 – 

(35)

 2,361 

 2,608 

6.2.2

2.3

4.7.4

(27)

 139 

 – 

(13)

(73)

 – 

(164)

(45)

(343)

 165 

 175 

(115)

 121 

(42)

(250)

 56 

 103 

(228)

(10)

 11 

(4)

 – 

(22)

 103 

(115)

(183)

 15 

 91 

(140)

 235 

 3,378 

 4,624 

Significant Accounting Policies

Cash and cash equivalents

Cash and cash equivalents comprise cash balances and call deposits with an original maturity 
of three months or less.

139

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140

Notes to the Consolidated Financial Statements

financing and risk management 4

Capital structure, 

4.6 

Borrowings

This section provides a summary of the capital management activities of the 
Group during the period, including the Group’s borrowings. The Group manages its 
liquidity requirements with a range of short‑term money market loans, bank loans, 
and flexible debt instruments with varying maturities.

4.6.1 

Capital structure

The Group manages its capital structure with the objective of enhancing long-term shareholder value through funding 
its business at an optimised weighted average cost of capital.

The Group returns capital to shareholders when consistent with its long-term capital structure objectives and where it will 
enhance shareholder value. In October 2021, the Group returned $2 billion to shareholders through an off-market share 
buy-back (comprising a dividend and capital component of $1,750 million and $250 million respectively). This resulted 
in the purchase of 58 million shares, which were subsequently cancelled. The share buy-back complemented the 
payment of ordinary dividends (excluding franking credits), with a total of $3.2 billion returned to shareholders in the 
current period. The Group remains committed to solid investment grade credit ratings and a number of actions can be 
undertaken to support the credit profile, including the sale of non-core assets, further working capital initiatives, and 
adjusting growth capital expenditure and the property leasing profile. The Group’s credit ratings 1 are BBB (stable outlook) 
according to Standard & Poor’s and Baa2 (stable outlook) according to Moody’s. 

4.6.2 

Borrowings

FINANCING TRANSACTIONS DURING 2022

(I) 
In September and October 2021, the Group successfully completed the following senior unsecured debt capital 
market transactions:

•  EUR550 million (approximately $880 million) seven-year European Medium Term Notes issuance; and

•  $700 million domestic Medium Term Notes issuance, comprising $350 million of six-year notes and $350 million 

of 10-year notes.

Both issuances were structured as Sustainability Linked Bonds (SLBs) and have been used for general corporate 
purposes, including the long-term funding of the Group’s investments in Quantium and PFD.

In May 2022, the Group entered into $1.25 billion of bilateral bank facilities. These facilities are revolving in nature and have 
tenors ranging from two to four years. These facilities refinanced the Group’s existing $1.2 billion bilateral bank facilities 
which were cancelled upon the Group entering into the new bilateral bank facilities. The bilateral bank facilities have been 
used to manage the Group’s short-term cash flow requirements and to support its liquidity position.

UPCOMING MATURITIES AND TRANSACTIONS

(II) 
No material maturities are expected to occur in the subsequent financial year. The Group’s next material maturity is the 
$750 million syndicated bank facility in November 2023, upon which it is intended that this facility will be refinanced.

Financial reporting impacts of sustainability related matters

The SLBs have a direct link to the Group’s commitment to reducing emissions. The SLB structure 
embeds a penalty (via a prospective margin increase of 0.25% per annum) into the terms of the 
notes that applies if, at the respective testing dates of the notes, the Group’s scope 1 and 2 
emissions are not aligned with the forecast trajectory to meet the Group’s 2030 emissions 
reduction targets. The Group has committed to reduce scope 1 and 2 emissions from its own 
operations by 63% by 2030 compared to a 2015 baseline. As at 26 June 2022, the Group also 
had a Green Bond on issue that is certified by the Climate Bonds Initiative. The proceeds of the 
Green Bond have been fully allocated to eligible assets as per the Climate Bonds Standards, 
being low emissions supermarkets, solar energy installations, LED lighting upgrades and heating, 
ventilation, and air conditioning optimisation projects.

1  These credit ratings have been issued by a credit rating agency which holds an Australian Financial Services Licence with 
an authorisation to issue credit ratings to wholesale clients only and are for the benefit of the Group’s debt providers.

4.6 

Borrowings  (continued)

4.6.3  Composition of debt

Current, unsecured

Short‑term money market loans

Money market loan, on call

Money market loan, on call

Money market loan, on call

Total short‑term money market loans

Bank loans

Bank loans

Bank loans

Total bank loans

Total current borrowings

Non‑current, unsecured

Bank loans

Revolving Credit Facility

Revolving Credit Facility

Syndicated Bank Loan

Revolving Credit Facility

Revolving Credit Facility

Revolving Credit Facility

Syndicated Bank Loan

Total bank loans

Securities

Medium Term Notes 1

Domestic Medium Term Notes

Domestic Medium Term Notes 1

European Medium Term Notes 2

Domestic Medium Term Notes 1

Domestic Medium Term Notes 1

Total securities

Unamortised borrowing costs

Total non‑current borrowings

Total

CURRENCY

MATURITY

2022
$M

2021
$M

2022
$M

2021
$M

NOTIONAL VALUE

CARRYING VALUE 

AUD

NZD

CNY

At call

At call

At call

AUD

NZD

Jun-22

Oct-22

AUD

AUD

AUD

AUD

AUD

AUD

AUD

AUD

AUD

AUD

EUR

AUD

AUD

Jun-22

Oct-22

Nov-23

May-24

May-25

Jun-25

Nov-26

Apr-24

May-25

Nov-27

Nov-28

May-30

Nov-31

 281 

 46 

 9 

 – 

 18 

 – 

 – 

 350 

 100 

 100 

 118 

 500 

 400 

 400 

 350 

 880 

 600 

 350 

 44 

 – 

 – 

 75 

 – 

 150 

 200 

 500 

 – 

 – 

 – 

 500 

 400 

 400 

 – 

 – 

 600 

 – 

 281 

 46 

 9 

 336 

 – 

 18 

 18 

 354 

 – 

 – 

 350 

 100 

 100 

 118 

 500 

 1,168 

 387 

 400 

 308 

 839 

 507 

 350 

 44 

 – 

 – 

 44 

 75 

 – 

 75 

 119 

 150 

 200 

 500 

 – 

 – 

 – 

 500 

 1,350 

 413 

 400 

 – 

 – 

 603 

 – 

 2,791 

 1,416 

(21)

 3,938 

 4,292 

(13)

 2,753 

 2,872 

1  The Medium Term Notes (Green Bond) and Domestic Notes are the hedged item in a fair value hedge relationship and are subject 

to changes in the carrying amount due to fair value adjustments attached to each arrangement.

2  The European Medium Term Notes are the hedged item in a cash flow hedge relationship and are subject to changes in the carrying 

amount due to foreign exchange adjustments. 

141

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142

Notes to the Consolidated Financial Statements

financing and risk management 4

Capital structure, 

4.6 

Borrowings  (continued)

4.6.4  Movements in borrowings

2022

Current, unsecured

Short-term money market loans

Bank loans

Total current borrowings

Non‑current, unsecured

Bank loans

Securities

Unamortised borrowing costs

Total non‑current borrowings

Total

2021

Current, unsecured

Short-term money market loans

Bank loans

Securities

Total current borrowings

Non‑current, unsecured

Bank loans

Securities

Unamortised borrowing costs

Total non‑current borrowings

Total

NON-CASH MOVEMENTS

CASH MOVEMENTS

EFFECT OF 
MOVEMENTS 
IN FOREIGN 
EXCHANGE 
RATES 1 
$M

OPENING 
BALANCE 
$M

OTHER 2 
$M

PROCEEDS 
$M

REPAYMENTS 
$M

 44 

 75 

 119 

 1,350 

 1,416 

(13)

 2,753 

 2,872 

 – 

 – 

 – 

 – 

(41)

 – 

(41)

(41)

 – 

 – 

 – 

 89 

(164)

(8)

(83)

(83)

 336 

 18 

 354 

 579 

 1,580 

 – 

 2,159 

 2,513 

(44)

(75)

(119)

(850)

 – 

 – 

(850)

(969)

NON-CASH MOVEMENTS

CASH MOVEMENTS

EFFECT OF 
MOVEMENTS 
IN FOREIGN 
EXCHANGE 
RATES 1 
$M

OPENING 
BALANCE 
$M

 – 

 220 

 1,807 

 2,027 

 500 

 1,420 

(16)

 1,904 

 3,931 

 – 

 – 

(500)

(500)

 – 

 – 

 – 

 – 

(500)

OTHER 2 
$M

PROCEEDS 
$M

REPAYMENTS 
$M

 – 

(4)

 – 

(4)

 – 

(4)

 3 

(1)

(5)

 44 

 77 

 – 

 121 

 850 

 – 

 – 

 850 

 971 

 – 

(218)

(1,307)

(1,525)

 – 

 – 

 – 

 – 

(1,525)

CLOSING 
BALANCE 
$M

 336 

 18 

 354 

 1,168 

 2,791 

(21)

 3,938 

 4,292 

CLOSING 
BALANCE 
$M

 44 

 75 

 – 

 119 

 1,350 

 1,416 

(13)

 2,753 

 2,872 

1  The $41 million effect of movements in foreign exchange rates represents the change in the carrying values of the European Medium 
Term Notes which are hedged items in a cash flow hedge relationship (2021: $500 million represents the cumulative foreign exchange 
losses on facilities that matured during the period. These cumulative foreign exchange losses were offset by cumulative foreign 
exchange gains on cross currency swaps which also matured during the period). Refer to Note 4.7.1 for further details.

2  Other includes $164 million relating to the Medium Term Notes (Green Bond) and Domestic Notes, which are hedged items in a fair value 
hedge relationship and are subject to changes in the carrying amount due to fair value adjustments attached to each arrangement 
and $89 million of borrowings recognised on acquisition of PFD (2021: $4 million of bank loans related to Endeavour Group which were 
transferred to liabilities held for distribution).

Significant Accounting Policies

Borrowings

Borrowings are recognised initially at fair value less attributable transaction costs. Subsequently, 
borrowings are stated at amortised cost. Any difference between cost and redemption value 
is recognised in the Consolidated Statement of Profit or Loss over the period of the borrowings.

143

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4.7 

Financial risk management

This section provides a summary of the Group’s exposure to market, liquidity, 
and credit risks, along with the Group’s policies and strategies in place to mitigate 
these risks.

The Group’s Treasury function is responsible for managing its liquidity, funding, and capital requirements, and identifying 
and managing financial risks relating to the Group’s operations. These financial risks include:

•  Market risk (refer to Note 4.7.1);

• 

Liquidity risk (refer to Note 4.7.2); and

•  Credit risk (refer to Note 4.7.3).

These risks affect the fair value measurements applied by the Group, which are detailed in Note 4.7.4.

The Group adheres to a treasury policy approved by the Board, which set written principles on liquidity risk, interest rate 
risk, foreign exchange risk, credit risk, and the use of derivatives for hedging purposes. The Treasury function reports on 
its compliance with the policy to the Board and such compliance is reviewed periodically by the Group’s internal auditors.

The Group uses various types of derivatives to hedge its exposures to variability in interest rates and foreign exchange rates.

The Group does not enter into or trade financial instruments, including derivatives, for speculative purposes.

4.7.1 

Market risk

INTEREST RATE RISK

(I) 
Interest rate risk is the risk that a change in interest rates may negatively impact the Group’s cash flow or profitability 
because the Group’s borrowings reset directly in accordance with interest rate benchmarks or reset regularly to current 
rates influenced by interest rate benchmarks. The risk is managed by maintaining an appropriate mix between floating 
and fixed rate borrowings and through the use of approved derivatives to hedge the risk. 

FOREIGN EXCHANGE RISK

(II) 
Foreign exchange risk is the risk that a change in foreign exchange rates may negatively impact the Group’s cash flow 
or profitability because the Group has an exposure to a foreign currency or has foreign currency denominated obligations. 

To hedge against the majority of this exposure, the Group uses approved derivatives to hedge up to 100% of the risk. 
The exposure to purchases of inventory in foreign currencies is primarily managed through forward exchange contracts 
and foreign currency options. These have been designated as cash flow hedges and the Group has established a 100% 
hedge relationship against the identified exposure.

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To hedge the risk of adverse movements in foreign exchange rates in relation to borrowings denominated in foreign 
currency, the Group enters into cross currency swaps under which it agrees to exchange specified principal and interest 
foreign currency amounts at an agreed future date at a specified exchange rate. All foreign currency term borrowings are 
100% hedged in this way.

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Foreign currency exposures arising on translation of net investments in foreign subsidiaries are predominantly unhedged. 

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144

Notes to the Consolidated Financial Statements

financing and risk management 4

Capital structure, 

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4.7 

Financial risk management  (continued)

4.7 

Financial risk management  (continued)

(III) 
At the reporting date, the fair value and notional amounts of derivatives entered into for hedging purposes for the Group are:

HEDGE ACCOUNTING ARRANGEMENTS

(IV) 
The table below details the movements in the cash flow hedge reserve during the period:

CASH FLOW HEDGE RESERVE

Cash flow hedges

Forward exchange contracts

Foreign currency options

Cross currency swaps

 NOTIONAL VALUE 

 FAIR VALUE ASSET 

 FAIR VALUE LIABILITY 

2022
$M

2021
$M

2022
$M

2021
$M

2022
$M

2021
$M

 1,911 

 – 

 710 

 190 

 94 

 – 

 94 

 2 

 1 

 3 

(6)

 – 

(6)

(19)

 – 

(19)

European Medium Term Notes

 880 

 – 

 7 

 – 

(15)

 – 

Fair value hedges

Interest rate swaps

Medium Term Notes (Green Bond)

Domestic Medium Term Notes

Domestic Medium Term Notes

 400 

 600 

 350 

 400 

 600 

 – 

Total

 – 

 – 

 – 

 – 

 101 

 13 

 10 

 – 

 23 

 26 

(13)

(93)

(42)

(148)

(169)

 – 

(7)

 – 

(7)

(26)

Forward exchange contracts and foreign currency options
At the reporting date, the net amount of unrealised gains under forward exchange contracts and foreign currency 
options hedging anticipated purchases of inventory and equipment is $88 million (2021: $16 million unrealised loss).

The hedge relationships are all assessed as highly effective with insignificant hedge ineffectiveness and the gain 
of $88 million has been recognised in the hedge reserve (2021: $16 million loss). 

The weighted average exchange rates hedged by outstanding forward exchange contracts and foreign currency 
options are AUD/USD: 0.73 (2021: 0.73) and AUD/EUR: 0.64 (2021: 0.63).

Cross currency swaps
At the reporting date, cross currency swaps have a net unrealised loss of $8 million (2021: nil), of which $41 million 
is attributable to an unrealised loss on the foreign exchange component (2021: nil) and $33 million is attributable 
to an unrealised gain on the interest rate component (2021: nil).

The interest rate component of the cross currency swaps are designated as cash flow hedges, in a 100% hedge 
relationship with the underlying debt. Accordingly, the unrealised gain of $33 million attributable to the interest rate 
component has been recognised in the cash flow hedge reserve (2021: nil) at the reporting date, with insignificant 
hedge ineffectiveness.

The movement in the recognised loss attributable to the foreign exchange component of $41 million (2021: nil) has been 
recognised in the Consolidated Statement of Profit or Loss during the period, completely offsetting the foreign exchange 
revaluation of the underlying debt.

Interest rate swaps – cash flow hedges
At the reporting date, there were no interest rate swaps designated in a cash flow hedge relationship. 

Interest rate swaps – fair value hedges
At the reporting date, interest rate swaps designated as fair value hedges have an unrealised loss of $148 million 
(2021: $16 million unrealised gain). These interest rate swaps are designated to be in a 100% hedge relationship against the 
identified exposure, and the movement in the unrealised loss of $164 million has been recognised in the Consolidated 
Statement of Profit or Loss (2021: $4 million gain), offsetting the movement in the fair value of the hedged item. 
The weighted average interest rate hedged is BBSW + 1.01% (2021: BBSW + 1.20%).

Balance at start of period

Gain/(loss) arising on changes in fair value of hedging instruments entered into 
for cash flow hedges:

Forward exchange contracts and foreign currency options

Cross currency swaps

Interest rate swaps

Income tax related to gains recognised in other comprehensive income

Transfers to initial carrying amount of hedged items:

Forward exchange contracts and foreign currency options

Income tax related to amounts transferred to initial carrying amount of hedged items

Balance at end of period

2022
$M

(13)

 85 

 33 

 – 

(33)

 85 

 19 

(6)

 13 

 85 

2021
$M

(38)

1

(23)

(19)

 31 

 3 

(8)

 46 

(13)

 33 

(13)

SENSITIVITY ANALYSIS

(V) 
At the reporting date, the Group’s exposure to floating interest rate risk and foreign currency risk, after taking into 
consideration hedges of foreign currency payables, foreign currency borrowings and forecast foreign currency 
transactions, is not considered material.

POWER PURCHASE AGREEMENT

(VI) 
The Group entered into a power purchase agreement (PPA) in May 2021 for a period of 10 years commencing January 2022. 
However, due to delays in construction, the commencement of the PPA was deferred until July 2022. 

The PPA is not a physical electricity supply contract but operates as a contract for difference where a strike price 
is agreed. If the electricity spot price is higher than the strike price, the counterparty will pay the difference to the Group. 
Similarly, if the electricity spot price is lower than the strike price, the Group will pay the difference to the counterparty. 
The PPA is classified as a derivative and is measured at fair value through profit or loss.

4.7.2 

Liquidity risk

Liquidity risk is the risk that the Group may not have sufficient cash balances and access to funding sources to meet its 
cash obligations. This risk arises through the possibility that unusually large amounts may fall due for payment, there 
is an interruption to cash inflows due to technology incidents or banking system interruption, or there is an interruption 
to funding sources and markets.

The treasury policy approved by the Board has set an appropriate liquidity risk management framework for short, 
medium, and long-term funding requirements.

The Group maintains a minimum daily liquidity ratio, which the Treasury function monitors and forecasts over a 12-month 
rolling period. The Group may decide to hold higher levels of liquidity from time to time in anticipation of expected 
requirements or events. To minimise refinancing risk, the Group maintains a diversity of funding sources and debt 
maturities. Upcoming maturities are included in the liquidity ratio calculation and must be covered by adequate liquidity 
to repay or refinance them.

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146

Notes to the Consolidated Financial Statements

financing and risk management 4

Capital structure, 

4.7 

Financial risk management  (continued)

4.7 

Financial risk management  (continued)

At the reporting date, the Group has total undrawn committed facilities of $2,460 million (2021: $2,100 million) available. 
These facilities may be drawn at any time, subject to the terms of the lending agreements. Some facilities are subject 
to certain financial covenants and undertakings. No covenants have been breached during the period.

The following tables detail the Group’s undiscounted non-derivative liabilities and derivative assets and liabilities and 
their contractual maturities. The maturity profile of the Group’s undiscounted lease liabilities is included in Note 3.3.2.

2022

Non‑derivative liabilities

Borrowings (floating)

Borrowings (fixed)

Trade and other payables 1

Derivative assets and liabilities

Net foreign exchange contracts

Net pay cross currency swaps

Net receive interest rate swaps 2

Put options over non-controlling interests

Total

2021

Non‑derivative liabilities

Borrowings (floating)

Borrowings (fixed)

Trade and other payables 1

Derivative assets and liabilities

Net foreign exchange contracts

Net receive interest rate swaps 2

Put option over non-controlling interest

MATURITY ANALYSIS OF FINANCIAL LIABILITIES

ONE YEAR OR 
LESS
$M

ONE TO TWO 
YEARS
$M

TWO TO FIVE 
YEARS
$M

OVER FIVE 
YEARS
$M

(380)

(55)

(6,566)

(7,001)

 86 

(16)

 9 

(76)

 3 

(6,998)

(472)

(455)

 – 

(927)

(7)

(16)

 9 

 – 

(14)

(941)

TOTAL
$M

(1,606)

(3,310)

(6,566)

(754)

(516)

 – 

 – 

(2,284)

 – 

(1,270)

(2,284)

(11,482)

 – 

(48)

 14 

(587)

(621)

 – 

(23)

 11 

 – 

(12)

 79 

(103)

 43 

(663)

(644)

(1,891)

(2,296)

(12,126)

MATURITY ANALYSIS OF FINANCIAL LIABILITIES

ONE YEAR OR 
LESS
$M

ONE TO TWO 
YEARS
$M

TWO TO FIVE 
YEARS
$M

OVER FIVE 
YEARS
$M

(135)

(36)

(6,103)

(6,274)

(20)

 16 

 – 

(4)

(363)

(36)

 – 

(399)

 – 

 16 

 – 

 16 

(524)

(877)

 – 

(504)

(667)

 – 

(1,401)

(1,171)

 – 

 35 

(409)

(374)

 – 

 38 

 – 

 38 

TOTAL
$M

(1,526)

(1,616)

(6,103)

(9,245)

(20)

 105 

(409)

(324)

4.7.3 

Credit risk

Credit risk is the risk that counterparties who may be required to pay monies to the Group may fail and therefore not 
be able to make those payments. Under the treasury policy approved by the Board, the Group can only invest short-term 
surplus funds or execute derivatives with approved counterparty banks and financial institutions that are rated BBB+ 
or higher by Standard & Poor’s (or equivalent with other rating agencies).

The recognised financial assets of the Group include amounts receivable arising from unrealised gains on derivatives. 
For derivatives which are deliverable, credit risk may also arise from the potential failure of the counterparties to meet 
their obligations under the respective contracts at maturity.

At the reporting date, no material credit risk exposure existed in relation to potential counterparty failure on such 
financial instruments. Other than the loss allowance recognised in relation to trade and other receivables in Note 3.1, 
no financial assets were impaired or past due.

4.7.4 

Fair value measurement of financial instruments

Some of the Group’s financial assets and financial liabilities are measured at fair value at the end of each reporting 
period. The following table provides information about how the fair values of these financial assets and financial liabilities 
are determined. They are grouped into levels 1 to 3 based on the degree to which the fair value measurement inputs 
are observable. There were no transfers between level 1, level 2, or level 3 during the period.

Level 1 

 Fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical 
assets or liabilities.

Level 2 

 Fair value measurements are those derived from inputs other than quoted prices included within level 1 that are 
observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). 

Level 3 

 Fair value measurements are those derived from valuation techniques that include inputs for the asset or liability 
that are not based on observable market data (unobservable inputs).

Forward exchange contracts and foreign 
currency options

Cross currency, interest rate swaps and 
fair value hedges

Convertible and SAFE notes

Unlisted equity securities

Put options over non-controlling interests

NOTE

 4.7.1 

 4.7.1 

 3.2 

 3.2 

 3.2 

FAIR VALUE ASSET

FAIR VALUE LIABILITY

2022
 $M 

 94 

 7 

 11 

 60 

 – 

2021
 $M 

2022
 $M 

2021
 $M 

FAIR VALUE 
HIERARCHY

 3 

 23 

 62 

 33 

 – 

(6)

(19)

 Level 2 

(163)

 – 

 – 

(7)

 – 

 – 

(630)

(390)

 Level 2 

 Level 2 

 Level 3 

 Level 3 

LEVEL 3 MOVEMENTS
The movements in the unlisted equity securities and put options over non-controlling interests are as follows:

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1

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a
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2

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3

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Total

(6,278)

(383)

(1,775)

(1,133)

(9,569)

1  Excludes contract liabilities.
2 

Interest rate swaps are net settled.

For floating rate instruments, the amount disclosed is determined by reference to the interest rate at the last re-pricing 
date and the loans are repaid at the respective facility maturity date. Cash flows represented are contractual and 
calculated on an undiscounted basis, based on current rates at the reporting date.

Balance at start of the period

Additions

Interest unwind

Revaluation

Early acquisition of additional shares 1

Balance at end of the period

1  Relates to the early acquisition of Quantium shares.

UNLISTED EQUITY SECURITIES

PUT OPTIONS OVER NON-
CONTROLLING INTERESTS

2022
$M

 33 

 8 

 – 

 19 

 – 

 60 

2021
$M

 10 

 11 

 – 

 12 

 – 

 33 

2022
$M

 (390) 

 (411) 

 (13) 

164

20

5

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2021
$M

 – 

 (390) 

 – 

 – 

 – 

 (630) 

 (390) 

 
 
 
 
 
 
 
 
 
148

Notes to the Consolidated Financial Statements

financing and risk management 4

Capital structure, 

4.7 

Financial risk management  (continued)

4.7 

Financial risk management  (continued)

FAIR VALUE OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES THAT ARE NOT MEASURED AT FAIR VALUE 
ON A RECURRING BASIS
The carrying value of cash and cash equivalents, financial assets, bank and other loans, and non-interest bearing 
monetary financial liabilities of the Group approximate their fair value.

ESTIMATION OF FAIR VALUES
At each reporting period, the Group reviews any material adjustments for level 3 fair values and assesses whether any 
evidence can be obtained from third parties to support the conclusion that these valuations meet the requirements 
of the Standards, including the level in the fair value hierarchy in which the valuations should be classified. Any material 
valuation adjustments are reported to the Board.

The following summarises the major methods and assumptions used in estimating the fair values of financial 
instruments categorised within level 2 and level 3 of the fair value hierarchy:

• 

• 

• 

• 

• 

• 

The fair value of foreign exchange contracts is determined using a discounted cash flow model where future cash 
flows are estimated based on market forward exchange rates as at the end of the reporting period and the contract 
forward rate, discounted by the observable yield curves of the respective currency;

The fair value of foreign currency options is determined using a Black-Scholes model; 

The fair value of cross currency and interest rate swaps is determined using a discounted cash flow model where 
future cash flows are estimated based on market forward rates as at the end of the reporting period and the contract 
rates, discounted at a rate that reflects the credit risk of the various respective counterparties; 

The fair value of convertible and SAFE notes is determined using a Black-Scholes model or a Monte Carlo  
simulation model;

The fair value of unlisted equity securities is determined using the pricing from the latest external fundraising 
of the unlisted entity which represents the current market value of the investment or, where this is not available, 
using an appropriate model such as a discounted cash flow model based on estimated future cash flows, 
discounted at a rate that reflects the relative risks of the investment; and

The fair value of put options over non-controlling interests is determined as the present value of the amounts 
expected to be paid at the time of exercise, discounted at the Group’s cost of debt.

LEVEL 3 SENSITIVITY ANALYSIS

Unlisted equity securities
Reasonably possible changes at the reporting date to the significant unobservable inputs would not have resulted 
in a material change in the value of unlisted equity securities.

Put options over non-controlling interests
For the fair value of put options over non-controlling interests, reasonably possible changes at the reporting date to one of 
the significant unobservable inputs, holding other inputs constant, would have resulted in the following valuations:

2022 ($M)

CHANGE IN EBITDA MARGIN

CHANGE IN REVENUE 1

-2%

-1%

0%

1%

2%

-2%

-1%

0%

1%

2%

 (591) 

 (603) 

 (613) 

 (624) 

 (634) 

 (599) 

 (611) 

 (622) 

 (632) 

 (643) 

 (608) 

 (620) 

 (630) 

 (641) 

 (652) 

 (617) 

 (629) 

 (640) 

 (651) 

 (662) 

 (626) 

 (638) 

 (649) 

 (660) 

 (672) 

1  Change in revenue growth only applies to the Quantium put option liability.

Significant Accounting Policies

Derivatives

Derivatives are initially recognised at fair value. Subsequently, at each reporting date, the 
derivative is remeasured at fair value and the gain or loss on remeasurement is recognised in the 
Consolidated Statement of Profit or Loss, unless the derivatives are designated as the hedging 
instrument in a cash flow hedge where the gain or loss is recognised in other comprehensive 
income. A derivative is presented as a non‑current asset or a non‑current liability if the remaining 
maturity of the instrument is more than 12 months and it is not due to be realised or settled 
within 12 months.

Cash flow hedge

A cash flow hedge is a hedge of an exposure to variability in cash flows that is attributable 
to a particular risk associated with a recognised asset or liability or a highly probable forecast 
transaction that could affect profit or loss. 

Where a derivative is designated as the hedging instrument in a cash flow hedge, the effective 
part of any gain or loss on the derivative is recognised in other comprehensive income and 
accumulated in a separate cash flow hedge reserve within equity.

When the forecast transaction subsequently results in the recognition of a non‑financial asset 
or non‑financial liability, the associated cumulative gain or loss is removed from equity and 
included in the initial cost or other carrying amount of the non‑financial asset or liability. If the 
forecast transaction subsequently results in the recognition of a financial asset or a financial 
liability, then the associated gains and losses that were accumulated in equity will be reclassified 
into profit or loss in the same period or periods during which the asset acquired or liability 
assumed affects profit or loss. The ineffective part of any derivative designated as the hedging 
instrument in a cash flow hedge is recognised immediately in the Consolidated Statement 
of Profit or Loss.

When a hedging instrument expires or is sold, terminated, or exercised, but the hedged forecast 
transaction is still expected to occur, the cumulative gain or loss at that point remains in equity 
and is recognised in accordance with the above policy when the transaction occurs. If the 
hedged transaction is no longer expected to take place, the cumulative unrealised gain or loss 
accumulated in equity is reclassified immediately into the Consolidated Statement of Profit 
or Loss. Gains or losses removed from equity during the period in relation to interest rate hedge 
instruments are recognised within finance costs in the Consolidated Statement of Profit or Loss.

Fair value hedge

A fair value hedge is a hedge of an exposure to changes in fair value of a recognised asset or 
liability that is attributable to a particular risk and could affect profit or loss. Where a derivative 
is designated as the hedging instrument in a fair value hedge, the gain or loss on the hedging 
instrument is recognised in the Consolidated Statement of Profit or Loss, together with the 
gain or loss on the hedged item attributable to the hedged risk, in the line item relating to the 
hedged item. 

Hedge accounting is discontinued when the Group revokes the hedging relationship, when the 
hedging instrument expires or is sold, terminated, or exercised, or when it no longer qualifies for 
hedge accounting. The fair value adjustment to the carrying amount of the hedged item arising 
from the hedged risk is amortised in the Consolidated Statement of Profit or Loss from that date.

149

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150

Notes to the Consolidated Financial Statements

5 Group structure

5.1 

Acquisition of subsidiary

This section presents information about material acquisitions that occurred 
during the period, including the assets acquired and liabilities assumed, 
consideration transferred, and goodwill arising from the acquisition.

On 28 June 2021, the Group acquired a 65% equity interest in PFD Food Services Pty Ltd (PFD). This resulted in the Group 
gaining control of PFD for a total consideration of $438 million. In addition, PFD minority shareholders have a put option 
and the Group has an equivalent call option over the remaining 35% of the shares in PFD which is exercisable after three 
years from the acquisition date. 

PFD delivers a range of dry goods, frozen and chilled products, fresh seafood and meat, confectionery, paper products, 
and cleaning products. PFD has a broad and diverse range of customers, including pubs and clubs, cafés, airlines, hotels, 
restaurants, aged care and retirement villages, resorts and theme parks, convenience outlets, venue and field caterers, 
quick service restaurants, schools and kindergartens, and sporting, child care and correctional facilities.

The investment supports the Group’s Food and Everyday Needs Ecosystem strategy and will continue to unlock synergies 
for both businesses across the combined network and fleet. For the Group, it will enhance store range localisation and 
provide fleet synergies through better route and capacity optimisation across the combined network. The Group will help 
to support PFD’s growth through access to the Group’s logistics, digital and data analytics, and operational capabilities.

5.1.1 

Identifiable assets acquired and liabilities assumed

During the period, the Group finalised its acquisition accounting for PFD and no material adjustments to the amounts 
initially recognised were made. The following table summarises the recognised amounts of identifiable assets acquired 
and liabilities assumed at the date of acquisition, including the fair value of PFD’s intangible assets. 

Assets

Cash and cash equivalents

Trade and other receivables 1

Inventories

Lease assets

Property, plant and equipment

Intangible assets 2

Deferred tax assets

Total assets

Liabilities

Trade and other payables

Lease liabilities

Provisions

Borrowings

Deferred tax liabilities

Total liabilities

Total identifiable net assets acquired

$M

 45 

 152 

 127 

 369 

 47 

 215 

21

976

 271 

 369 

 47 

89

71

847

129

1  Trade and other receivables include trade receivables which comprises gross contractual amounts due of $133 million, of which 

2 

$4 million has a loss allowance recognised against it at acquisition date.
Intangible assets include customer contracts of $168 million, brand names of $43 million and software of $4 million, which were 
recognised on acquisition date. Customer contracts are being amortised on a straight-line basis over the estimated average life 
of the contracts, while brand names are indefinite life intangible assets and are subject to annual impairment testing.

5.1 

Acquisition of subsidiary  (continued)

GOODWILL
Goodwill arising from the acquisition has been recognised as follows:

Consideration

Non-controlling interest 1

Less: Fair value of identifiable net assets acquired

Goodwill

Group structure 5

$M

 438 

 45 

(129)

354

1  Based on the non-controlling interest’s proportion of the fair value of identifiable net assets of PFD.

The goodwill is attributable mainly to the skills and technical talent of PFD’s workforce, the benefits from the inclusion 
of PFD in the Food and Everyday Needs Ecosystem, and intangible assets that do not qualify for separate recognition. 
None of the goodwill recognised is expected to be deductible for tax purposes.

PUT OPTION
The Group has a put option liability over the remaining 35% of the shares in PFD, which is expected to be exercised after 
30 June 2024. On acquisition, a put option liability of $411 million was recognised, representing the present value of the 
amount expected to be paid at the time of exercise within other financial liabilities with a corresponding charge directly 
to equity.

At each reporting period, the amount expected to be paid at the time of exercise is reassessed with reference to the key 
terms of the shareholders agreement and the business outlook. Refer to Note 4.7.4 fair value measurement of financial 
instruments for further details.  

Significant Accounting Policies

Business combinations

The Group accounts for acquisitions of businesses using the acquisition method. The consideration 
transferred in a business combination is measured at fair value, as are the identifiable net assets 
acquired. Goodwill is measured as the excess of the sum of the consideration transferred, the 
amount of any non‑controlling interest in the acquiree, and the fair value of the Group’s previously 
held equity interest in the acquiree (if any) over the identifiable assets acquired and liabilities 
assumed. Any goodwill that arises is tested annually for impairment in accordance with the policy 
adopted for non‑financial assets in Note 3.8. Transaction costs are expensed as incurred, except 
if related to the issue of debt or equity securities.

When the consideration transferred by the Group in a business combination includes a contingent 
consideration arrangement, the contingent consideration is measured at fair value at the 
date of acquisition. If an obligation to pay contingent consideration that meets the definition 
of a financial instrument is classified as equity, then it is not remeasured and settlement is 
accounted for within equity. Other contingent consideration is remeasured at fair value at each 
reporting date and subsequent changes in the fair value of the contingent consideration are 
recognised in the Consolidated Statement of Profit or Loss. 

When a business combination is achieved in stages, the Group’s previously held interest 
in the acquired entity is remeasured to its acquisition date fair value. The resulting gain or loss 
is recognised in the Consolidated Statement of Profit or Loss. Amounts arising from interests in 
the acquiree prior to the acquisition date that have previously been recognised in the Consolidated 
Statement of Other Comprehensive Income are reclassified to the Consolidated Statement 
of Profit or Loss, where such treatment would be appropriate if that interest were disposed of.

If the initial accounting for a business combination is incomplete by the end of the reporting period 
in which the combination occurs, the Group reports provisional amounts for the items for which 
the accounting is incomplete. Those provisional amounts are adjusted during the measurement 
period, or additional assets or liabilities are recognised, to reflect new information obtained about 
the facts and circumstances that existed as of the acquisition date that, if known, would have 
affected the amounts recognised as of that date.

151

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152

Notes to the Consolidated Financial Statements

Group structure 5

5.2 

Discontinued operations

5.3 

Subsidiaries

This section presents the results of discontinued operations and the gain 
recognised on demerger of Endeavour Group.

The following section presents information relating to the Group’s subsidiaries, 
including wholly owned subsidiaries and non‑wholly owned subsidiaries that have 
material non‑controlling interests.

5.2.1 

Demerger of Endeavour Group

On 28 June 2021, the Group lost control of Endeavour Group and a gain of $6,387 million was recognised within 
discontinued operations. Accounting for the demerger transaction is guided by AASB Interpretation 17 Distributions 
of Non-cash Assets to Owners. The demerger accounting at the date when control was lost is set out below:

Derecognition of assets held for distribution, excluding cash

Derecognition of cash held for distribution

Derecognition of liabilities associated with assets held for distribution

Derecognition of demerger distribution liability

Derecognition of non-controlling interest share of Endeavour Group’s net assets

Recognition of intercompany loan receivable 1

Recognition of the retained investment in Endeavour Group at fair value

Recognition of leases for BWS stores attached to Woolworths Supermarkets or Metro Food Stores

Other

Gain on demerger

$M

(10,327)

(437)

 5,231 

 7,870 

 282 

 1,712 

 1,623 

 350 

 83 

 6,387 

5.3.1 

Deed of cross guarantee 

Woolworths Group Limited and each of the wholly owned Australian subsidiaries set out below (together referred 
to as the Closed Group) have entered into a deed of cross guarantee (the Deed), as defined in ASIC Corporations 
(Wholly-owned Companies) Instrument 2016/785 (the Instrument). The effect of the Deed is that each entity in the 
Closed Group guarantees the payment in full of all debts of the other entities in the Closed Group in the event of their  
winding up.

Pursuant to the Instrument, the wholly-owned subsidiaries within the Closed Group are relieved from the requirement 
to prepare, audit, and lodge separate financial reports.

(I) 

PARTIES TO THE DEED

COMPANY

ACN 001 259 301 Pty Limited 

Hydrogen Nominees Pty. Ltd

Advantage Supermarkets Pty Ltd

Hydrox Brands Pty Ltd

Advantage Supermarkets WA Pty Ltd 

Jack Butler & Staff Pty. Ltd.

Andmist Pty. Limited

Josona Pty Ltd

1  Effective from the separation date of 28 June 2021, Endeavour Group repaid $1,712 million of intercompany loans.

Australian Grocery Wholesalers Pty Limited

Kiaora Lands Pty Limited

5.2.2 

Results of discontinued operations

The results of discontinued operations during the period are set out below:

Revenue from the sale of goods and services

Other revenue

Expenses

Earnings before interest and tax

Finance costs

Profit before income tax

Income tax expense

Profit for the period, after tax

Gain on demerger

Profit for the period from discontinued operations

2022
$M

–

–

–

–

–

–

–

–

6,387

6,387

5.2.3  Cash flows from/(used in) discontinued operations

The condensed cash flows from/(used in) discontinued operations during the period are set out below:

Net cash inflow from operating activities

Net cash outflow from investing activities

Net cash outflow from financing activities

Net increase in cash and cash equivalents

2022
$M

–

–

–

–

2021
$M

11,584

33

(10,718)

899

(159)

740

(207)

533

–

533

2021
$M

1,114

(318)

(734)

62

Australian Independent Retailers Pty Ltd

Leasehold Investments Pty Ltd

Australian Safeway Stores Pty. Ltd.

Macro Wholefoods Company Pty Limited

Barjok Pty Ltd

Calvartan Pty. Limited

Cartology Pty Limited

Cenijade Pty. Limited

Charmtex Pty Ltd

Masters Installation Pty Limited

Metro 60 Pty Limited1

Nalos Pty Ltd

Oxygen Nominees Pty. Ltd.

PEH (NZ IP) Pty Ltd

DB Deals Online Pty Limited

Philip Leong Stores Pty Limited 

Dentra Pty. Limited

Drumstar Pty Ltd

Drystone Pty Ltd

Fabcot Pty Ltd

Fabsky Pty Ltd

Gembond Pty. Limited

Grand Horizons Pty Ltd 1

GreenGrocer.com.au Pty Ltd

Grocery Wholesalers Pty Ltd

Primary Connect International Pty Limited

Progressive Enterprises Holdings Limited

QFD Pty. Limited

Queensland Property Investments Pty Ltd

Universal Wholesalers Pty Limited

Vincentia Nominees Pty Ltd

W23 Pty Limited

W23 Incubator Pty Limited

W23 Investments Pty Limited

HealthyLife Company Pty Limited

W23 Investments 4 Pty Limited

HP Distribution Pty Limited

W23 Ventures Pty Limited

1  These wholly-owned subsidiaries became a party to the Deed by way of an Assumption Deed on 22 June 2022.

153

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154

Notes to the Consolidated Financial Statements

5.3 

Subsidiaries  (continued)

5.3 

Subsidiaries  (continued)

COMPANY

W360 R&D Pty Limited

Weetah Pty. Limited

WGP No 1 Pty Limited

WGP No 2 Pty Limited

Woolworths Australian Communities Foundation Pty Limited

Woolworths Custodian Pty Ltd

Woolworths Executive Superannuation Scheme Pty Limited

Woolworths Format Development Pty Limited

Woolies Liquor Stores Pty. Ltd.

Woolworths Group Payments Pty Limited

Woolstar Pty. Limited

Woolworths Group Superannuation Scheme Pty Ltd

Woolworths (International) Pty Limited

Woolworths International Trading Pty Limited

Woolworths (Project Finance) Pty. Limited

Woolworths Management Pty Ltd

Woolworths (Q’land) Pty Limited

Woolworths Marketplace Pty Limited

Woolworths (R & D) Pty Limited

Woolworths Properties Pty Limited

Woolworths (South Australia) Pty Limited

Woolworths Property Double Bay Pty Limited

Woolworths (Victoria) Pty Limited

Woolworths Townsville Nominee Pty Ltd

Woolworths (W.A.) Pty Limited

Woolworths Trust Management Pty Limited

Woolworths360 Pty Limited

Woolworths Trustee No. 2 Pty Limited

Woolworths360 Investments Pty Limited

WPay Pty Limited

A Statement of Profit or Loss and retained earnings, and Statement of Financial Position for the entities which are party 
to the Deed at the reporting date are as follows:

Continuing operations

Revenue from the sale of goods and services

Cost of sales

Gross profit

Other revenue

Branch expenses

Administration expenses

Earnings before interest and tax

Finance income

Profit before income tax

Income tax expense

Profit for the period

RETAINED EARNINGS

Balance at start of period

Profit for the period 1

Dividends paid

Actuarial gain/(loss) on defined benefit superannuation plans, net of tax

Share buy-back

Demerger of Endeavour Group

Balance at end of period

1  Profit for the period includes the gain on demerger of $6,387 million.

2022
$M

2021
$M

 50,999 

 48,713 

(35,501)

(34,290)

 15,498 

 14,423 

 7,272 

(8,993)

(4,585)

 9,192 

(512)

 8,680 

(461)

 8,219 

2022 
$M

 1,617 

 8,219 

(1,170)

 1 

(1,750)

 43 

 379 

(8,799)

(3,721)

 2,282 

(11)

 2,271 

(527)

 1,744 

2021 
$M

 1,162 

 1,744 

(1,277)

(12)

 – 

 – 

 6,960 

 1,617 

Current assets

Cash and cash equivalents

Trade and other receivables

Inventories

Other financial assets

Other current assets

Assets held for sale

Total current assets

Non‑current assets

Trade and other receivables

Other financial assets

Lease assets

Property, plant and equipment

Intangible assets

Investments accounted for using the equity method

Deferred tax assets

Other non-current assets

Total non‑current assets

Total assets

Current liabilities

Trade and other payables

Lease liabilities

Borrowings

Current tax payable

Other financial liabilities

Provisions

Other current liabilities

Total current liabilities

Non‑current liabilities

Lease liabilities

Borrowings

Other financial liabilities

Provisions

Other non-current liabilities

Total non‑current liabilities

Total liabilities

Net assets 1

Equity

Contributed equity

Reserves

Retained earnings

Total equity

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Group structure 5

2022
$M

2021
$M

 762 

 713 

 2,941 

 101 

 47 

 4,564 

 174 

 4,738 

 891 

 2,626 

 8,252 

 7,092 

 2,024 

 1,692 

 1,385 

 413 

 819 

 2,323 

 2,695 

 18 

 57 

 5,912 

 185 

 6,097 

 1,209 

 4,286 

 8,022 

 6,392 

 1,664 

 30 

 1,391 

 451 

 24,375 

 29,113 

 23,445 

 29,542 

 6,493 

 1,327 

 345 

(9)

 109 

 1,458 

 – 

 5,563 

 1,300 

 119 

 204 

 165 

 1,357 

 7,870 

 9,723 

 16,578 

 9,259 

 3,820 

 690 

 831 

 45 

 14,645 

 24,368 

 4,745 

 5,207 

(7,422)

 6,960 

 4,745 

 9,306 

 2,753 

 251 

 786 

 51 

 13,147 

 29,725 

(183)

 5,253 

(7,053)

 1,617 

(183)

1 

In the prior year, the Closed Group was in a net liability position due to the recognition of the Endeavour Group demerger distribution 
liability of $7,870 million. This net liability position was reversed in the current year as the Closed Group recognised a gain on demerger 
of $6,387 million. Refer to Note 5.2 for further details.

 
 
 
 
 
 
 
 
 
156

Notes to the Consolidated Financial Statements

Group structure 5

5.3 

Subsidiaries  (continued)

5.3 

Subsidiaries  (continued)

5.3.2 

Details of wholly owned subsidiaries that are material to the Group

Material subsidiaries of Woolworths Group Limited are as follows:

Summarised financial information in respect of each of the Group’s subsidiaries that has a material non-controlling 
interest were as follows:

COMPANY

COUNTRY OF INCORPORATION

ULTIMATE AUSTRALIAN CONTROLLING ENTITY

Woolworths New Zealand Group Limited

New Zealand

Woolworths Group Limited

Woolworths New Zealand Limited

General Distributors Limited

New Zealand

New Zealand

Woolworths Group Limited

Woolworths Group Limited

5.3.3 

Details of non-wholly owned subsidiaries that have material non-controlling interests

NAME OF SUBSIDIARY

PFD Food Services Pty Limited

The Quantium Group Holdings Pty Limited

The movement in non-controlling interests is as follows:

2022

Balance at start of period

Profit for the period

Total comprehensive income for the period, net 
of tax

Dividends paid

Recognition of non-controlling interest from  
acquisition of subsidiary

Purchase of additional shares from  
non-controlling interest

Demerger of Endeavour Group

Balance at end of period

ENDEAVOUR 
GROUP LIMITED 
$M

 282 

 – 

 – 

 – 

 – 

 – 

(282)

 – 

2021

Balance at start of period

Profit for the period

Other comprehensive loss for the period, net of tax

Total comprehensive income for the period, net of tax

Dividends paid

Recognition of non-controlling interest from  
acquisition of subsidiary

Share-based payments expense

Balance at end of period

PROPORTION OF VOTING RIGHTS 
HELD BY NON-CONTROLLING 
INTERESTS

PRINCIPAL PLACE OF 
BUSINESS

Australia

Australia

2022 
%

35.0

22.4

2021 
%

n/a

25.0

THE QUANTIUM 
GROUP 
HOLDINGS PTY 
LIMITED 
$M

PFD FOOD 
SERVICES PTY 
LIMITED 
$M

INDIVIDUALLY 
IMMATERIAL 
SUBSIDIARIES 
$M

TOTAL NON-
CONTROLLING 
INTERESTS 
$M

 55 

 6 

 6 

(5)

 – 

(4)

 – 

 52 

 – 

 4 

 4 

 – 

 45 

 – 

 – 

 49 

 23 

–

 – 

 – 

 – 

 – 

 – 

 23 

 360 

 10 

 10 

(5)

 45 

(4)

(282)

 124 

ENDEAVOUR 
GROUP LIMITED 
$M

THE QUANTIUM 
GROUP 
HOLDINGS PTY 
LIMITED 
$M

INDIVIDUALLY 
IMMATERIAL 
SUBSIDIARIES 
$M

TOTAL NON-
CONTROLLING 
INTERESTS 
$M

 259 

 65 

(2)

 63 

(41)

 – 

 1 

 282 

 – 

(1)

 – 

(1)

 – 

 56 

 – 

 55 

 31 

 290 

 1 

 – 

 1 

(9)

 – 

 – 

 23 

 65 

(2)

 63 

(50)

 56 

 1 

 360 

Current assets

Non-current assets

Current liabilities

Non-current liabilities

Net cash (outflow)/inflow

5.4 

Parent entity information

PFD FOOD 
SERVICES PTY 
LIMITED

THE QUANTIUM GROUP HOLDINGS 
PTY LIMITED

2022
$M

 394 

 587 

 401 

 431 

(4)

2022
$M

 125 

 236 

 85 

 104 

(13)

2021
$M

 110 

 246 

 83 

 113 

 17 

This section presents the stand‑alone financial information of Woolworths 
Group Limited.

Assets

Current assets

Non-current assets

Total assets

Liabilities

Current liabilities

Non-current liabilities

Total liabilities

Net assets

Equity

Contributed equity

Reserves

Hedging reserve

Remuneration reserve

Equity instrument reserve

Demerger reserve

Other reserve

Retained earnings

Profit reserve

Loss reserve

Total equity1

Profit for the period

Other comprehensive income for the period, net of tax

Total comprehensive income for the period

2022
$M

2021
$M

 4,195 

 29,256 

 33,451 

 15,410 

 14,885 

 30,295 

 3,156 

 5,621 

 20,840 

 26,461 

 16,229 

 12,830 

 29,059 

(2,598)

 5,207 

 5,253 

 80 

 220 

 2 

(6,966)

(801)

 7,418 

(2,004)

 3,156 

2022
$M

(13)

 249 

 43 

(6,966)

(390)

 1,230 

(2,004)

(2,598)

2021
$M

 9,064 

 1,238 

 94 

 14 

 9,158 

 1,252 

1 

In the prior year, the parent entity was in a negative equity position due to the recognition of the Endeavour Group demerger 
distribution liability of $7,870 million. This negative equity position was reversed in the current year as the parent entity recognised 
a gain on demerger. Refer to Note 5.2 for further details.

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158

Notes to the Consolidated Financial Statements

Group structure 5

5.4 

Parent entity information  (continued)

5.5 

Related parties

RETAINED EARNINGS

Balance at start of period

Profit for the period

Dividends paid (refer to Note 4.2)

Actuarial gain/(loss) on defined benefit superannuation plans, net of tax

Share buy-back

Demerger of Endeavour Group

Balance at end of period

Guarantees

2022 
$M

(774)

 9,064 

(1,170)

 1 

(1,750)

 43 

 5,414 

2021 
$M

(723)

 1,238 

(1,277)

(12)

 – 

 – 

(774)

The parent entity has entered into a deed of cross guarantee with the effect that the Company guarantees debts in respect 
of certain subsidiaries. Further details on the deed of cross guarantee and the subsidiaries subject to the deed are disclosed 
in Note 5.3.1. Other guarantees held by the parent entity are the same as those held by the Group as disclosed in Note 6.1.

Commitments for capital expenditure

Estimated capital expenditure under firm contracts, payable:

Not later than one year

Later than one year, not later than two years

Later than two years, not later than five years

This section outlines the Group’s transactions with its related parties, such as its 
subsidiaries, Key Management Personnel, and material associates.

5.5.1  

Transactions within the Group

During the reporting period and previous reporting periods, Woolworths Group Limited advanced loans to, received 
and repaid loans from, and provided treasury, accounting, legal, taxation, and administrative services to other entities 
within the Group. Entities within the Group also exchanged goods and services in sale and purchase transactions. 
All transactions occurred on the basis of normal commercial terms and conditions. Balances and transactions between 
the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and 
are not disclosed in this note.

5.5.2 

Directors and Key Management Personnel

All transactions with directors and Key Management Personnel (including their related parties) were conducted 
at an arm’s length basis in the ordinary course of business and under usual terms and conditions for customers 
and employees. Related parties of Key Management Personnel who are employees received employee benefits 
on standard terms and conditions. The total remuneration for Key Management Personnel of the Group is as  follows:

2022
$M

 672 

 246 

 159 

2021
$M

 441 

 1 

 – 

 1,077 

 442 

Short-term employee benefits

Post employment benefits

Other long-term benefits

Share-based payments

2022
$

2021
$

 10,270,422  12,149,747

 291,505 

197,807

 123,141 

82,043

 7,952,883 

8,825,971

18,637,951 21,255,568

Significant Accounting Policies

Financial information for the Company, Woolworths Group Limited, has been prepared on the 
same basis as the Consolidated Financial Statements. The following are accounting policies that 
are significant to the Company only as the related transactions are either not material for the 
Group or eliminated on consolidation.

Investments in subsidiaries

Investments in subsidiaries are accounted for at cost and are tested for impairment in accordance 
with the policy adopted for non‑financial assets in Note 3.8. Dividends received from subsidiaries 
are recognised in profit or loss when a right to receive the dividend is established.

Investments in associates

Investments in associates are initially recognised at cost, and are accounted for using the equity 
method by including the Company’s share of profit or loss and other comprehensive income 
or loss of the associate in the carrying amount of the investment until the date on which significant 
influence or joint control ceases. Dividends received reduce the carrying amount of the investment 
in associate.

Lessor accounting

The Company recognises amounts due from lessees under finance leases as receivables at the 
amount of the Company’s net investment in the leases. Finance lease income is allocated 
to accounting periods so as to reflect a constant periodic rate of return on the Company’s net 
investment outstanding in respect of the leases. The Company recognises lease payments received 
under operating leases as rental income on a straight‑line basis over the lease term. Initial direct 
costs incurred in negotiating and arranging an operating lease are added to the carrying amount 
of the leased asset and recognised over the lease term on the same basis as rental income.

5.5.3  Transactions with the Group’s material associate, Endeavour Group Limited

Effective from the separation date of 28 June 2021, long-term strategic Partnership Agreements were established which 
document the close and mutually beneficial relationship between both parties and reflects the way in which Endeavour 
Group has historically operated as part of the Group. These agreements cover key business areas, including the provision 
of goods and services related to supply chain and stores, IT, loyalty and FinTech, digital, media and business support, 
and occur on the basis of normal commercial terms and conditions. The provision of these goods and services were 
eliminated on consolidation prior to the demerger of Endeavour Group. However, from the date that control was lost 
on 28 June 2021, these transactions are disclosed as related party transactions.

In certain circumstances, the Group settles liabilities with third parties on behalf of Endeavour Group and subsequently 
recovers these costs directly from Endeavour. As a result, these transactions have not been disclosed as related party 
transactions. However, balances that remain unsettled with Endeavour Group at the reporting date, including amounts 
relating to third-party cost recoveries, are disclosed as related party receivables. During the period, the Group entered into 
the following transactions with its material associate, Endeavour Group and the amounts outstanding as at 26 June 2022 
are as follows:

Revenue from the sale of goods and services

Other revenue

Purchase of goods and services

Amounts receivable from Endeavour Group 1

Amounts payable to Endeavour Group 2

2022
$M

 506 

 86 

(21)

392

(106)

1 
2 

Includes $310 million of lease receivables relating to leases for BWS stores attached to Woolworths Supermarkets or Metro Food Stores.
Includes $90 million relating to payables for unsettled electronic funds transfers, credit card and debit card point of sale transactions.

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160

Notes to the Consolidated Financial Statements

Other 6

6 Other

6.1 

Contingent liabilities

Contingent liabilities are potential future cash payments where the likelihood 
of payment is not considered probable or cannot be measured reliably.

The Group has entered the following guarantees however the probability of having to make a payment under these 
guarantees is considered remote: 

•  Guarantees in the normal course of business relating to conditions set out in development applications and for the 

sale of properties; and 

•  Guarantees against workers’ compensation self-insurance liabilities as required by State WorkCover authorities. 

The guarantees are based on independent actuarial advice of the outstanding liability. 

No provision has been made in the Consolidated Financial Statements in respect of these contingencies however 
there is a provision of $628 million for self-insured risks (2021: $591 million), which includes liabilities relating to workers’ 
compensation claims, that have been recognised in the Consolidated Statement of Financial Position at the reporting date.

From time to time, entities within the Group are party to various legal actions as well as inquiries from regulators 
and government bodies that have arisen in the ordinary course of business. Consideration has been given to such 
matters and it has been determined that these matters are not at a stage to support a reasonable evaluation of the 
likely outcome.

6.2 

Employee benefits

This section presents the Group’s benefits provided to its employees, including 
remuneration, superannuation, share schemes, and retirement plans.

6.2.1 

Employee benefits expense from continuing operations

Remuneration and on-costs

Superannuation expense

Share-based payments expense

2022
$M

 8,812 

 687 

 139 

2021
$M

 7,742 

 587 

 93 

 9,638 

 8,422 

6.2.2 

Share-based payments 

LONG-TERM INCENTIVE (LTI) PLAN
Equity settled share-based payments form part of the remuneration of eligible employees of the Group. The Group 
continues to operate the Woolworths Incentive Share Plan (WISP). 

All sub-plans within the LTI plan are subject to performance hurdles being met. The Group’s sub-plans are as follows:

•  Performance rights sub-plan – delivers a right to acquire a share at a future date;

•  Performance shares sub-plan – delivers a right to acquire a share immediately; and

•  Cash award sub-plan – delivers a right to acquire cash at a future date.

No grants have been made under the performance shares or cash award sub-plans.

6.2 

Employee benefits  (continued)

A summary of the LTI plan performance hurdles for all outstanding grants is as follows:

GRANT YEAR

F20 and F21 3

F22 4

RELATIVE TOTAL SHAREHOLDER RETURN 
(TSR) 1

SALES PER TRADING  
SQUARE METRE 
(SQM)/ REPUTATION 2

RETURN ON FUNDS  
EMPLOYED (ROFE) 2

VESTING  
PERIOD  
(YEARS)

Three

Three

WEIGHTING 
(%)

HURDLE/ 
RANGE 
(PERCENTILE)

WEIGHTING 
(%)

WEIGHTING 
(%)

 33.34 

 40.00 

50th – 75th

50th – 75th

33.33

20.00

33.33

40.00

1  At the end of the prior period, the Group’s share price reset lower on 24 June 2021 to reflect the demerger of Endeavour Group which 

was implemented on 1 July 2021. In these circumstances, an adjustment factor was applied by the ASX to historical share prices 
to recognise the impact of the demerger from a share price perspective. Accordingly, the Group has made no change to the TSR 
performance hurdle of the impacted F20 and F21 LTI plans.

2  Hurdle/range not published for SQM, reputation and ROFE as the Group does not provide market guidance on these metrics and the 
targets are commercially sensitive. The LTI targets and performance will be published following the end of the performance period.

3  The TSR component vests progressively where TSR equals or exceeds the 50th percentile of the comparator group up to the full 
33.34% vesting, where TSR equals the 75th percentile of the comparator group. SQM and ROFE components vest progressively, 
upon attaining certain hurdles, to a maximum weighting of 33.33% respectively.

4  The TSR component vests progressively where TSR equals or exceeds the 50th percentile of the comparator group up to the full 

40% vesting, where TSR equals the 75th percentile of the comparator group. Reputation and ROFE components vest progressively, 
upon attaining certain hurdles, to a maximum weighting of 20% and 40% respectively. The reputation non-market based performance 
condition is only applicable to the F22 LTI plan and measures brand reputation across four key metrics.

The variables in the table below are used as inputs into the model to determine the fair value of performance rights.

Grant date 1

Performance period start date

Exercise date

Expected volatility2

Expected dividend yield

Risk-free interest rate

Weighted average fair value at grant date

2022
F22 WISP

2021
F21 WISP

1 Jul 2021

1 Jul 2020

1 Jul 2021

1 Jul 2020

1 Jul 2024

1 Jul 2023

17.0%

4.0%

0.2%

21.0%

4.0%

0.3%

$31.70

$31.62

1  Grant date represents the date on which there is a shared understanding of the terms and conditions of the arrangement.
2  The expected volatility is based on the historical implied volatility calculated based on the weighted average remaining life of the 

performance rights adjusted for any expected changes to future volatility due to publicly available information.

DEFERRED SHORT-TERM INCENTIVE (DEFERRED STI)
The performance rights sub-plan has also been used to make offers of Deferred STI which have the following features:

•  For the F20, F21 and F22 Deferred STI plan, a one-year performance measure linked to sales, EBIT, working capital, 

customer satisfaction, and safety; and

• 

If the performance hurdles are met, participants are required to remain employed for a further two years to gain 
access to the performance rights, or otherwise forfeit the performance rights unless the Board exercises its 
discretion in accordance with the performance rights sub-plan rules.

SIGN-ON AND RETENTION RIGHTS
The performance rights sub-plan has also been used to compensate new hires for foregone equity, and ensure that key 
employees are retained to protect and deliver on the Group’s strategic direction. It has been offered to:

•  Executives of newly acquired businesses in order to retain intellectual property during transition periods; or

•  Attract new executives.

Sign-on and retention rights generally do not have performance measures attached to them due to the objective of 
retaining key talent and vest subject to the executive remaining employed by the Group, generally for two or more years.

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162

Notes to the Consolidated Financial Statements

Other 6

6.2 

Employee benefits  (continued)

6.2 

Employee benefits  (continued)

RECOGNITION SHARE PLAN
The performance rights sub-plan has also been used to reward employees of the Group. Participants are required to meet 
a service condition to gain access to the performance rights.

MOVEMENTS IN OUTSTANDING PERFORMANCE RIGHTS
The following table summarises the movements in outstanding performance rights for all of the above plans:

Outstanding at start of period

Granted during the period

Vested during the period

Lapsed during the period

Adjustments during the period 1

Outstanding at end of period

2022
NO. OF RIGHTS

2021
NO. OF RIGHTS

11,873,338  11,720,305 

5,125,637 

4,733,490 

(3,707,696)

(3,963,884)

(1,365,400)

(2,222,323)

 – 

 1,605,750 

11,925,879 11,873,338

1  At the end of the prior period, the demerger of Endeavour Group had an impact on the operation of the Group’s share plans, 

specifically where team members were holding unvested performance rights which were not entitled to receive Endeavour Group 
shares upon demerger. The impact of this was a loss of award value due to the Group’s share price resetting lower on 24 June 2021 
to reflect the demerger of Endeavour Group which was implemented on 1 July 2021. To maintain the integrity of the Group’s share 
plans, underlying unvested awards were adjusted, increasing the number of performance rights using a standard formula that has 
been applied in other comparable demerger situations.

Share-based payments expense for the period for the Group and from continuing operations was $139,325,271 
(2021: $102,797,905 for the Group, including $93,001,705 from continuing operations and $9,796,200 from 
discontinued operations). 

Significant Accounting Policies

Employee benefits expense

Employee benefits expense includes remuneration and on‑costs, superannuation expense and 
share‑based payments expense. 

Remuneration, on‑costs and superannuation costs are mainly expensed as the related service 
is provided. A liability is recognised for the amount expected to be paid if the Group has a present 
legal or constructive obligation to pay this amount as a result of past service provided by the 
employee and the obligation can be estimated reliably. Refer to Note 3.11 for further details. 

Share-based payments

Equity‑settled share‑based payments to employees are measured at the fair value of the 
equity instruments at grant date. The fair value excludes the effect of non‑market based 
vesting conditions. The fair value of instruments with market‑based performance conditions 
(e.g. TSR) is calculated at the date of grant using a Monte Carlo simulation model. The probability 
of achieving market‑based performance conditions is incorporated into the determination of 
the fair value per instrument. The fair value of instruments with non‑market‑based performance 
conditions (e.g. SQM, reputation, and ROFE), service conditions and retention rights is calculated 
using a Black‑Scholes option pricing model.

The fair value determined at grant date is expensed on a straight‑line basis over the vesting 
period based on the number of equity instruments that will eventually vest. At each reporting 
period, the Group revises its estimate of the number of equity instruments expected to 
vest as a result of non‑market based vesting conditions. Any change in original estimates is 
recognised in profit or loss with a corresponding adjustment to reserves.

6.2.3 

Share schemes

The total shares purchased during the year were 3,874,029 (2021: 4,385,989) at an average price per share of $35.28, 
following the Endeavour demerger (2021: $42.90) to satisfy the vesting of share rights and allocation of shares under the 
Group’s employee share plans. 

No additional expense is recognised in relation to the shares purchased under the Employee Share Purchase Plan and 
the shares issued under the Non-executive Director Equity Plan as they are acquired out of salary sacrificed remuneration. 

EMPLOYEE SHARE PURCHASE PLAN (SPP)
The SPP provides permanent full-time and part-time employees who are Australian tax residents and are aged 18 years 
or over with the opportunity to purchase shares from pre-tax income via salary sacrifice. The Group pays the associated 
brokerage costs. 

NON-EXECUTIVE DIRECTOR EQUITY PLAN
The Non-executive Director Equity Plan allows Non-executive Directors to acquire share rights through a pre-tax fee 
sacrifice plan. 

6.2.4 

Retirement plans

DEFINED BENEFIT PLANS
The Company sponsors a defined benefit plan, the Woolworths Group Superannuation Plan (WGSP or the Plan), that 
provides superannuation benefits for employees upon retirement. The WGSP consists of members with defined benefit 
entitlements and defined contribution benefits. The defined benefit plan is closed to new members. The assets of the 
WGSP are held in a sub-plan within AMP SignatureSuper that is legally separated from the Group. The WGSP invests 
entirely in pooled unit trust products where prices are quoted on a daily basis.

The Group contributes to the WGSP at rates as set out in the Trust Deed and Rules and the Participation Deed 
between the Group and AMP Superannuation Limited. Members contribute to the WGSP at rates dependent upon 
their membership category. The plan provides lump sum defined benefits that are defined by salary and period 
of membership.

An actuarial valuation was carried out at both reporting dates by Willis Towers Watson. The principal actuarial 
assumptions used for the purpose of the valuation are as follows:

Discount rate

Expected rate of salary increase

Rate of price inflation

2022
%

4.3

3.0

2.6

2021
%

2.4

2.5

2.0

At the reporting date, the Group’s exposure to reasonably possible changes of the discount rate or expected rate of salary 
increase, while holding all other assumptions constant, is not considered material. 

The average duration of the defined benefit obligation at the end of the reporting period is 5.4 years (2021: 6.1 years) 
which relates wholly to active participants. 

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164

Notes to the Consolidated Financial Statements

Other 6

6.2 

Employee benefits  (continued)

6.2 

Employee benefits  (continued)

Categories of plan assets

(i) 
The plan invests entirely in pooled superannuation trust products where prices are quoted daily. The asset allocation 
of the plan has been set taking into account the membership profile, the liquidity requirements of the plan, and risk 
appetite of the Group. The percentage invested in each asset class is as follows:

DEFINED CONTRIBUTION PLANS
The majority of employees in Australia and New Zealand are part of a defined contribution superannuation scheme and 
receive fixed contributions from the Group in accordance with the rules of the WGSP and/or any statutory obligations.

The amount recognised as an expense for defined contribution plans is $681 million (2021: $580 million).

Equity instruments

Debt instruments

Real estate

Cash and cash equivalents

Other

Total

2022
%

59

16

12

3

10

100

2021
%

54

18

8

3

17

100

 Movements in the present value of the defined benefit obligation and fair value of plan assets
(ii) 
The amount included in other non-current liabilities in the Consolidated Statement of Financial Position in respect of the 
net defined benefit liability is as follows:

FAIR VALUE OF PLAN ASSETS

PRESENT VALUE OF DEFINED 
BENEFIT OBLIGATION

NET DEFINED BENEFIT OBLIGATION

Balance at start of period

Recognised in Consolidated 
Statement of Profit or Loss:

Current service cost

Finance income/(costs)

Contributions by plan participants

Total amount included in branch 
expenses

Recognised in the Consolidated 
Statement of Other 
Comprehensive Income:

(Loss)/return on plan assets

Actuarial gain/(loss)

Total amount recognised in other 
comprehensive income, before 
tax

Other movements:

Benefits paid

Contributions by employer

Administration costs and taxes

Transfer of Endeavour Group’s 
liabilities to held for distribution

Balance at end of period

2022
$M

 289 

 – 

 7 

 2 

 9 

2021
$M

 281 

 – 

 9 

 3 

2022
$M

(335)

(5)

(8)

(2)

 12 

(15)

(21)

 – 

 40 

 – 

 – 

 22 

2021
$M

(319)

(6)

(10)

(3)

(19)

 – 

(56)

2022
$M

(46)

(5)

(1)

 – 

(6)

2021
$M

(38)

(6)

(1)

 – 

(7)

(21)

 22 

 40 

(56)

(21)

 40 

 22 

(56)

 1 

(16)

(37)

 13 

(3)

 – 

 250 

(41)

 12 

(3)

(12)

 289 

 37 

 – 

 3 

 – 

(288)

 41 

 – 

 3 

 15 

(335)

 – 

 13 

 – 

 – 

(38)

 – 

 12 

 – 

 3 

(46)

Significant Accounting Policies

Defined benefit plans

The net defined benefit asset or liability recognised in the Consolidated Statement of Financial 
Position represents the surplus or deficit in the Group’s defined benefit plans which is calculated 
by estimating the amount of future benefit that employees have earned in the current and prior 
periods, discounting that amount, and deducting the fair value of the plan assets. 

The calculation of the defined benefit obligation is performed at the end of each annual 
reporting period by a qualified actuary using the projected unit credit method.

Remeasurements of the net defined benefit asset or liability, which comprise actuarial gains and 
losses, and the return on plan assets (excluding interest), are recognised in the period in which 
they occur, directly in other comprehensive income and will not be reclassified to profit or loss.

The Group determines the net interest income or expense on the net defined benefit asset 
or liability for the period by applying the discount rate at the start of the period to the net 
defined benefit asset or liability, taking into account any changes during the period as a result 
of contributions and benefit payments. Net interest income or expense, service costs and other 
expenses related to defined benefit plans are recognised in the Consolidated Statement of Profit 
or Loss.

Defined contribution plans

Payments to defined contribution plans are recognised as an expense when employees have 
rendered service entitling them to the contributions.

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166

Notes to the Consolidated Financial Statements

Directors' Declaration

The directors declare that:

(a)  in the directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts 

as and when they become due and payable;

(b)  in the directors’ opinion, the attached Consolidated Financial Statements are in compliance with International 

Financial Reporting Standards, as stated in Note 1.1 to the Consolidated Financial Statements;

(c)  in the directors’ opinion, the attached Consolidated Financial Statements and notes thereto are in accordance with 
the Corporations Act 2001, including compliance with accounting standards and giving a true and fair view of the 
financial position and performance of the Group; and

(d)  the directors have been given the declarations required by s.295A of the Corporations Act 2001.

At the date of this declaration, the Company is within the class of companies affected by ASIC Corporations (Wholly-owned 
Companies) Instrument 2016/785. The nature of the deed of cross guarantee is such that each company which is party 
to the deed guarantees to each creditor payment in full of any debt in accordance with the deed of cross guarantee.

In the directors’ opinion, there are reasonable grounds to believe that the Company and the companies to which the 
Instrument applies, as detailed in Note 5.3 to the Consolidated Financial Statements will, as a group, be able to meet 
any obligations or liabilities to which they are, or may become, subject by virtue of the deed of cross guarantee.

Signed in accordance with a resolution of the directors made pursuant to s.295(5) of the Corporations Act 2001. 

On behalf of the directors.

Gordon Cairns 
Chair

25 August 2022

Brad Banducci 
Managing Director and Chief Executive Officer

6.3 

Auditor’s remuneration

This section presents the total remuneration of the Group’s external auditors.

The remuneration of the Group’s external auditors, Deloitte Touche Tohmatsu (Deloitte), is as follows:

Deloitte and related network firms

Audit or review of the financial report

Group

Subsidiaries 1

Total audit or review of the financial reports

2022
$’000

2021
$’000

 1,970 

 1,407 

 3,377 

 1,729 

 2,713 

 4,442 

Statutory assurance services required by legislation to be provided by the auditor

 40 

 40 

Other assurance and agreed-upon procedures under other legislation or contractual 
agreements 2

Other services:

Tax compliance services

Consulting services 3

Other non-assurance services

Total other services

 382 

 613 

 117 

 811 

 8 

 936 

 159 

 371 

 6 

 536 

 4,735 

 5,631 

1 

2 

3 

In the prior period, the audit or review of the financial report for subsidiaries included $1,755,000 in fees relating to the audit 
of Endeavour Group which has since been separated from the Group. 
In the current period, other assurance and agreed upon procedures mainly includes $157,000 relating to the review of the 
Sustainability Report (2021: $255,000 relating to assurance services with respect to the Endeavour Group demerger, and $133,000 
in relation to the review of the Sustainability Report).
In the current period, consulting services mainly includes enterprise monitoring services of $587,000 (2021: cyber security services of $352,000).

6.4 

Subsequent events

This section outlines events which have occurred between the reporting date and 
the date the Financial Report is authorised for issue.

Acquisition of MyDeal

On 12 August 2022, the Australian Competition and Consumer Commission (ACCC) announced that it would not oppose 
the Group’s proposed acquisition of 80.2% of the issued shares of ASX-listed online marketplace, MyDeal.com.au Limited 
(MyDeal), by way of a scheme of arrangement for cash consideration of approximately $218 million. This is based on 
consideration of $1.05 per share and the current shares on issue of 258,827,306. MyDeal is one of Australia’s leading online 
marketplaces and the investment will enhance the Group’s marketplace capabilities, particularly in furniture, homewares, 
and other bulky goods. The transaction is conditional on the approval of MyDeal shareholders, with completion expected 
to occur by the end of the calendar year 2022.

Acquisition of Shopper

On 18 July 2022, the Group announced the proposed acquisition of 100% of Shopper Media Group (Shopper) for cash 
consideration of approximately $150 million. Shopper is a leading Australian digital out of home media company, offering 
targeted shopper advertising through a national screen network of more than 2,000 screens in over 400 shopping centres. 
The acquisition of Shopper will further unlock the growth potential of Cartology, the Group’s retail media business and 
is subject to ACCC approval, with completion expected to occur by the end of the calendar year 2022.

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168

Independent Auditor’s Report

Independent Auditor's Report

Deloitte Touche Tohmatsu
ABN 74 490 121 060  

Grosvenor Place
225 George Street
Sydney NSW 2000
PO Box N250 Grosvenor Place
Sydney NSW 1219 Australia 

DX: 10307SSE
Tel: +61 (0) 2 9322 7000
Fax: +61 (0) 2 9322 7001
www.deloitte.com.au

Independent Auditor’s Report to the Members of Woolworths Group Limited

REPORT ON THE AUDIT OF THE FINANCIAL REPORT

Opinion 
We have audited the financial report of Woolworths Group Limited (the Company), and its subsidiaries (the Group) which 
comprises the Consolidated Statement of Financial Position as at 26 June 2022, the Consolidated Statement of Profit 
or Loss, the Consolidated Statement of Other Comprehensive Income, the Consolidated Statement of Changes in Equity 
and Consolidated Statement of Cash Flows for the 52-week period then ended, and notes to the financial statements, 
including a summary of significant accounting policies, and the Directors’ Declaration. 

In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including: 

(i)  giving a true and fair view of the Group’s financial position as at 26 June 2022 and of its financial performance for the 

52-week period then ended; and 

(ii)  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 confirm that the independence declaration required by the Corporations Act 2001, which has been given to the 
directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Asia Pacific Limited and the Deloitte organisation.

Key Audit Matters 
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the 
financial report of the current period. These matters were addressed in the context of our audit of the financial report 
as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key Audit Matter

Pay remediation 

As disclosed in Notes 1.4 and 3.11, the Group identified 
that certain team members were not paid in full 
compliance with the Group’s obligations under relevant 
industrial awards or Enterprise Agreements (EAs). 

At 26 June 2022, the Group has estimated provisions to 
remediate payment shortfalls associated with the current 
and prior years, including interest and other associated 
costs, of $291 million for both salaried team members and 
hourly paid team members. 

Included in the $291 million provision is $201 million of 
remediation costs recognised in the current year relating 
to predominantly hourly paid team members employed 
pursuant to the Woolworths Supermarkets, Metro and 
BIG W EAs. 

The provision calculation is based on a significant volume 
of historical data from a number of different sources, 
involves a high degree of complexity, interpretation, 
judgement, estimation and remains subject to further 
analysis. As a result, we consider this is a key audit matter.

IT Systems

The IT systems across the Group are complex and there 
are varying levels of integration. These systems are vital 
to the ongoing operations of the business and to the 
integrity of the financial reporting process and as a result, 
the assessment of IT systems forms a key component 
of our external audit and is considered a key audit matter.

How the scope of our audit responded 
to the Key Audit Matter  

In conjunction with our payroll specialists, our procedures 
included but were not limited to:

•  Obtaining an understanding through inquiry and 
review of the methodology adopted by the Group 
to determine their best estimate of the provision 
and the key areas of judgement applied in determining 
the provision. 

•  Evaluating the competence, capabilities and objectivity 

of the Group’s external experts used to assist 
management in the calculation of the provision and 
the interpretation of the Supermarkets, Metro and 
BIG W EAs.

•  Obtaining and critically evaluating the data and key 

assumptions used by management and their experts 
in developing the provision, including the period over 
which the pay remediation provisions are required.

•  Assessing the appropriateness of the models used, 
including the key assumptions therein, and the 
statistical methods used.

•  On a sample basis, recalculating the remediation 

estimate for selected team members and evaluating 
the results.

•  Assessing the appropriateness of the accounting and 
the disclosures included in Note 1.4 and Note 3.11.

In conjunction with our IT specialists, our procedures 
included but were not limited to:

•  Developing an understanding of the IT environment 

and the identification of key financial systems 
and processes.

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Testing the design and implementation of the key 
IT controls of relevant financial reporting systems and 
processes of the Group.

•  Responding to deficiencies identified by designing and 
performing additional procedures which included the 
identification and testing of compensating controls 
and varying the nature, timing and extent of the 
substantive procedures performed.

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170

Independent Auditor's Report

Independent Auditor's Report

Other Information 
The directors are responsible for the other information. The other information comprises the information included 
in the Group’s Annual Report for the 52-week period ended 26 June 2022 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. 

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.

Directors’ Responsibilities for the Financial Report
The directors of the company are responsible for the preparation of the financial report that gives a true and fair view 
in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the 
directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and 
is free from material misstatement, whether due to fraud or error. 

In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going 
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting 
unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but 
to do so. 

Auditor’s Responsibilities for the Audit of the Financial Report 
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from 
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. 
Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with 
the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise 
from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected 
to influence the economic decisions of users taken on the basis of this financial report.

As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement 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 management and 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.

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Auditor’s Responsibilities for the Audit of the Financial Report (continued)

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 with the directors, we determine those matters that were of most significance  
in the audit of the financial report of the current period 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 Remuneration Report 

Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 70 to 93 of the Directors’ Report for the 52-week period 
ended 26 June 2022. 

In our opinion, the Remuneration Report of Woolworths Group Limited, for the 52-week period ended 26 June 2022, 
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. 

DELOITTE TOUCHE TOHMATSU

Tom Imbesi 
Partner 
Chartered Accountants 

Sydney, 25 August 2022 

Taralyn Elliott 
Partner 
Chartered Accountants

Sydney, 25 August 2022

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172

Shareholder information (as at 1 August 2022)

Shareholder information (as at 1 August 2022)

The shareholder information set out below was applicable as at 1 August 2022.

Distribution of shares
Analysis of numbers of shareholders by size of holding:

RANGE OF SHARES

1–1,000

1,001–5,000

5,001–10,000

10,001–100,000

100,001 and over

Total

NUMBER OF 
SHAREHOLDERS

PERCENTAGE OF 
ISSUED CAPITAL
%

254,387

105,151

10,157

4,490

90  

374,275 

7.00

18.52

5.84

7.13

61.52

100.00

All shares above are fully paid ordinary shares. Each fully paid ordinary share carries one voting right.

There were 9,128 holders of less than a marketable parcel of shares based on the closing market price on 1 August 2022 
of $38.17.

Top 20 largest shareholders

NAME

HSBC Custody Nominees (Australia) Limited

JP Morgan Nominees Australia Pty Limited

Citicorp Nominees Pty Limited

BNP Paribas Nominees Pty Ltd

National Nominees Limited

Pacific Custodians Pty Limited 

Australian Foundation Investment Company Limited

Woolworths Custodian Pty Ltd

Netwealth Investments Limited

Custodial Services Limited

Argo Investments Limited 

Australian Executor Trustees Limited

1 

2 

3 

4 

5 

6 

7 

8 

9 

10 

11 

12 

13  Washington H Soul Pattinson & Company Limited

14 

15 

16 

17 

18 

19 

20 

Mutual Trust Pty Ltd

Navigator Australia Ltd

BKI Investment Company Limited Ltd

Nulis Nominees (Australia) Limited

Djerriwarrh Investments Limited

The Senior Master of the Supreme Court

BNP Paribas NOMS(NZ) Ltd

NUMBER OF SHARES

PERCENTAGE OF 
ISSUED CAPITAL

286,771,727

195,158,965

98,244,560

72,630,107

34,435,955

8,451,111

7,174,718

5,784,135

4,934,215

3,872,822

3,479,526

3,455,328

2,936,973

1,902,748

1,505,120

1,159,906

1,080,484

1,051,158

959,970

851,385

23.62

16.08

8.09

5.98

2.84

0.70

0.59

0.48

0.41

0.32

0.29

0.28

0.24

0.16

0.12

0.10

0.09

0.09

0.08

0.07

Substantial shareholders
As at 1 August 2022, Woolworths Group Limited had been notified of the following substantial shareholdings:

HOLDER

BlackRock Group

State Street Corporation

NOTICE

80,972,196

61,386,532

HELD AT DATE 
OF NOTICE 
%

6.43

5.06

DATE OF NOTICE

29/05/2019

08/11/2021

Shares held at date of percentage of shares

Unquoted equity securities

As at 1 August 2022, there were 11,426,692 rights over unissued ordinary shares.

Dividend
The final dividend of 53 cents per share is expected to be paid on or around 27 September 2022 to eligible shareholders. 
No discount will apply to the dividend reinvestment plan for the 2022 final dividend. There is currently no limit on the 
number of shares that can participate in the dividend reinvestment plan. The company intends to issue new shares 
to satisfy its obligations under the dividend reinvestment plan.

Stock exchange listings
Woolworths Group Limited ordinary shares are listed on the Australian Securities Exchange (ASX) under code: WOW.

Woolworths Group Limited shares may be traded in sponsored American Depository Receipts form in the United States.

Corporate Governance Statement
A copy of the Corporate Governance Statement can be found on our website. Visit www.woolworthsgroup.com.au

Shareholder calendar 1

2022

2023

SEPTEMBER  

1  Record date for final dividend

FEBRUARY   22 

  27  Payment date for final dividend

 Announcement of 2023 half-year 
financial results

OCTOBER

  26  Annual General Meeting

MARCH

  3 

 Record date for interim dividend

NOVEMBER

  3 

 Announcement of first quarter 
sales results

APRIL

  13 

 Payment date for interim dividend

MAY

  2 

 Announcement of third quarter  
sales results

AUGUST

  23 

 Announcement of 2023 full-year 
financial results

1  Dates are subject to change.

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174

Subleases

Glossary

The key terms and conditions of the subleases between Woolworths Group Limited and Endeavour Group Limited 
are as follows:

TERM

DESCRIPTION

Head lease

The subleases contain an obligation on Endeavour to perform and observe Woolworths’ 
obligations as tenant under the head lease that relate to the liquor premises. There is an 
obligation on Woolworths to observe and perform its obligations under the head lease. 

Commencement 
date and term

The term and further terms of each sublease align with the term and further terms under 
the relevant head lease, minus one day.

Option terms

Where Woolworths exercises its option to renew the head lease, it must offer a further term 
to Endeavour. However, in circumstances where head leases include an obligation to trade 
as a liquor store, Endeavour is obliged to exercise its option if Woolworths does.

Occupancy costs

The rent and outgoings payable are calculated according to the proportion of the area of the 
liquor premises against the area of the whole premises. All occupancy costs must be paid 
by Endeavour to Woolworths, with any adjustments to outgoings to be made at the end 
of the financial year.

GLOSSARY

AGW

Australian Grocery Wholesalers

Cash realisation ratio 
(CRR)

Operating cash flow as a percentage of Group net profit after tax before depreciation 
and amortisation 

Comparable sales

Measure of sales excluding stores that have been opened or closed in the last 12 months 
and existing stores where there has been a demonstrable impact from store disruption 
because of store refurbishment or new store openings/closures

Cost of doing business 
(CODB)

Customer fulfilment 
centre (CFC)

Delivery Unlimited

Expenses relating to the operation of the business

Dedicated online distribution centre

Subscription service that gives customers access to free delivery on any Next and Same Day 
Delivery windows, or reduced fees for quicker delivery options (Delivery Now), free shipping 
at Everyday Market and 2x Everyday Rewards points on all online orders

Endeavour must not do anything that would detract from the amenity of the supermarket 
premises or interfere with Woolworths’ business.

DC

Distribution centre

Amenity

Dealings

Endeavour must not assign, sublet or license without Woolworths’ consent. Consent may 
be granted or withheld at Woolworths’ absolute discretion. A change in control of Endeavour 
is a breach of the sublease.

Make good  
obligations

Endeavour is required to leave the liquor premises in good and tenantable repair and 
condition. Endeavour must comply with the make good requirements under the head lease. 

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Direct to boot

Where a customer places an order online and drives to a dedicated area where a team 
member places the order directly in the customer’s boot

eStore

Dedicated store for the fulfilment of online orders sometimes incorporating automation

Everyday Market

An integrated online marketplace that allows customers to shop products from other 
Woolworths Group brands and partners alongside their groceries

Funds employed

Net assets employed, excluding net tax balances 

MSRDC

Melbourne South Regional Distribution Centre

Net assets employed

Net assets, excluding net debt and put option liabilities over non-controlling interests

Net cash flow

Cash flow generated by the Woolworths Group after equity related financing activities 
including dividends, repayment of lease liabilities and proceeds from related party

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Net Promoter Score (NPS) A loyalty measure based on a single question where a customer rates a business on 

a scale of zero to 10. The score is the net result of the percentage of customers providing 
a score of nine or 10 (promoters) less the percentage of customers providing a score of zero 
to six (detractors)

n.m

PC3

Pick up

PPE

Renewal

Not meaningful

Primary Connect third-party logistics

A service which enables collection of online shopping orders in store or at selected locations

Personal protective equipment

A total store transformation focused on the overall store environment, team, range and 
process efficiency (including digital)

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176

Glossary

GLOSSARY

Return on Funds 
Employed (ROFE)

Calculated as EBIT before significant items for the previous 12 months as a percentage of 
average (opening, mid and closing) funds employed, including significant items provisions

RT3

A new team rostering and store standards solution in Woolworths Supermarkets 
(Right team, right task, right time)

Sales per square metre

Total sales for the previous 12 months by business divided by average trading area of stores 
and fulfilment centres

SIW

TCFD

Statewide Independent Wholesalers

Task Force on Climate-Related Financial Disclosures

Total net debt

Borrowings less cash balances, including debt hedging derivatives and lease liabilities

TRIFR

Total recordable injury frequency rate

Two‑year/three‑year 
average comparable  
sales growth

Voice of Customer (VOC)

Simple average of the current period and prior period comparable sales growth

Externally facilitated survey of a sample of Woolworths Group customers where customers 
rate Woolworths Group businesses on several criteria. Expressed as a percentage 
of customers providing a rating of six or seven on a seven-point scale

VOC NPS

VOC NPS is based on feedback from Everyday Rewards members. VOC NPS is the number 
of promoters (score of nine or 10) less the number of detractors (score of six or below)

Voice of Supplier (VOS)

A survey of a broad spectrum of suppliers facilitated by an external provider. The survey 
is used to provide an ongoing measure of the effectiveness of business relationships 
with the supplier community. VOS is the average of the suppliers’ rating across various 
attributes, scored as a percentage of suppliers that provided a rating of six or seven 
on a seven-point scale

Other non-IFRS measures used in describing the business performance include:

•  Earnings before interest, tax, depreciation and 

•  Cash flow from operating activities before interest 

amortisation (EBITDA)

and tax 

•  Volume productivity metrics including transaction 

•  Free cash flow after equity related financing activities 

growth, items per basket and item growth

excluding dividends

• 

Trading area

•  Significant items

•  Fixed assets and investments 

•  Net investment in inventory

•  Net tax balances

•  Closing trade payable days

•  Change in average prices

•  Margins including gross profit, CODB and EBIT 

•  Net assets held for sale 

•  Closing inventory days

•  Average inventory days

Company directory

177

Registered office
1 Woolworths Way
Bella Vista NSW 2153
Tel: (02) 8885 0000
Web: www.woolworthsgroup.com.au

Company secretaries
Kate Eastoe 
Michelle Hall

Investor relations
Paul van Meurs

Auditor
Deloitte Touche Tohmatsu
225 George Street, Sydney NSW 2000
Tel: (02) 9322 7000
Web: www.deloitte.com.au

Shareholder enquiries
Link Market Services
Locked Bag A14, Sydney South NSW 1235
Web: www.linkmarketservices.com.au

For shareholders:
Tel: 1300 368 664
Email: woolworths@linkmarketservices.com.au

For team members:
Tel: 1800 111 281
Email: wow.eps@linkmarketservices.com.au

Media
Tel: (02) 8885 1033
Email: media@woolworths.com.au

Five Year Summary
The Five Year Summary is available 
on the Woolworths Group website.

This annual report is printed on Vantage Satin and Magno Silk which are 
both FSC certified. Vantage Satin and Magno Silk are manufactured from 
100% fibre pulp sourced from Responsible Forestry.

Design Communication and Production by ARMSTRONG 
Armstrong.Studio