Freightways Group Limited logo

FRE – Half Year Report for the 6 months ended 31 Dec 2017

Half Year Results25 March 2018FRWIndustrials

DECEMBER 2017
HALF YEAR REPORT

DX Mail
www.dxmail.co.nz

Dataprint

www.dataprint.co.nz

Security Express

www.securityexpress.co.nz

Pass The Parcel

www.passtheparcel.co.nz

Stuck

www.stuck.co.nz

Post Haste Couriers

www.posthaste.co.nz

New Zealand Couriers

www.nzcouriers.co.nz

Air Freight NZFreightways Information ServicesFieldair Engineering

www.fieldair.co.nz

Parceline Express

Databank

www.timg.com

Shred-X

www.shred-x.com.au

Filesaver

www.filesaver.com.au

LitSupport

www.litsupport.com.au

SUB60

www.sub60.co.nz

Kiwi Express Couriers

www.kiwiexpress.co.nz

Security Express

www.securityexpress.co.nz

Data Security Services

www.timg.co.nz

The Information Management Group

www.timg.co.nz

Document Destruction Service

www.timg.co.nz

Archive Security

www.timg.co.nz

Castle Parcels

www.castleparcels.co.nz

Now Couriers

www.nowcouriers.co.nz


www.statewaste.com.au

Freightways Limited
and its subsidiaries

1

Freightways Limited

and its subsidiaries

1

HALF YEAR REVIEW FROM THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER

Freightways Limited (Freightways) is pleased to present its consolidated financial result for the half year ended

31 December 2017. This report discusses the result, reviews the operations of each division and provides an

outlook for the financial year ending 30 June 2018.

Highlights of the result include:


the volume and revenue growth achieved in the express package & business mail division and related

earnings margins, that have more than offset the cost impact of significant recent investment in capacity;

• the overall revenue and earnings growth of the information management division compared to the prior

comparative period (pcp) following the completion of a significant premises relocation project in New South

Wales; and


Freightways’ further diversification through its entry into the Medical Waste industry.

Operating performance

The below table presents the latest half year result compared to the pcp, both before and after the inclusion

of non-recurring items that were reported in the pcp:

Dec-17 Dec-16 Increase

Note $M $M %

Revenue 292.1 272.8 7.1%

EBITA, before non-recurring items

(i) 49.2 46.1 6.9%

Non-recurring items - 4.0

EBITA (ii) 49.2 50.1 (1.7%)

NPAT, before non-recurring items (iii) 31.4 29.5 6.5%

Non-recurring items after tax - 4.5

NPAT (iv) 31.4 34.0 (7.6%)

Basic EPS (cents), before non-recurring items 20.3 19.0

Notes:

(i)

Operating profit before interest, tax and amortisation, before non-recurring items.

(ii) Operating profit before interest, tax and amortisation.

(iii) Net profit after tax (NPAT), before non-recurring items.

(iv) Profit for the half year attributable to shareholders.

The results discussed throughout this commentary exclude the impact in the pcp of a non-recurring benefit

before tax of $5.6 million (no tax applicable) relating to previously accrued final acquisition payables that were

no longer expected to be required and a non-recurring cost before tax of $1.6 million ($1.1 million after tax)

relating to the relocation of the TIMG business in Sydney.

2
Freightways Limited

and its subsidiaries

HALF YEAR REVIEW FROM THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER

Dividend

The Directors have declared an interim dividend of 14.5 cents per share, fully imputed at a tax rate of 28%,

being a 12% increase above the pcp interim dividend of 13 cents per share. This represents a payout of

approximately $22.5 million compared with $20.1 million for the pcp. The dividend will be paid on 3 April

2018. The record date for determination of entitlements to the dividend is 16 March 2018. The Dividend

Reinvestment Plan (DRP) will not be offered in relation to this dividend. As a capital management tool, the

application of the DRP will be reviewed for each future dividend.

REVIEW OF OPERATIONS

Divisional results for the half year ended 31 December 2017 are provided below for the express package &

business mail division and the information management division.

Express Package & Business Mail

Operating revenue of $216.7 million was 7% higher than the pcp. EBITA of $36.4 million was 4.6% higher

than the pcp.

The express package & business mail division operates a multi-brand strategy in the domestic market through

New Zealand Couriers, Post Haste, Castle Parcels, NOW Couriers, SUB60, Security Express, Kiwi Express,

Stuck, Pass The Parcel, DX Mail and Dataprint.

Recent investment in aircraft, premises and IT has been essential to accommodate and appropriately service

the volume growth from existing and new customers throughout this half year. While this investment results

in higher operating costs it means that quality capacity exists to support the division’s current and expected

future growth. Overall earnings margins remain sound, particularly when allowing for the additional cost of

this capacity and expenses incurred in relation to the relocation of our Christchurch businesses during the half

year. Key matters:

• The recently introduced Boeing 737-400 aircraft are performing well. The introduction of a fourth aircraft

will continue to be considered. In the meantime, the current operating model using 3 Boeings and the

charter of a Convair, as required, is providing sufficient airfreight capacity.

• The relocation of the Christchurch express package businesses from four independent sites to one purpose-

built airside facility at Christchurch Airport was completed during the half year.

• Good progress was made by Freightways’ IT team in addressing the many initiatives planned in support of

Freightways’ strategic intent to be a technology leader in the markets it operates in.

• New Zealand Couriers relocated to significantly larger premises on Auckland’s North Shore during October

2017, with Post Haste and Castle Parcels to follow in July 2018. This site will enable the operation of

a twin-Auckland city operation to accommodate the current and expected growth in volume from the

North Harbour and West Auckland areas for many years to come. These new premises complement, and

effectively extend the life of, the existing Penrose site, south of the city.


Overall volume mix within the customer base continues to evolve as consumers increasingly shop online,

resulting in Business to Consumer (B2C) deliveries growing faster than Business to Business (B2B)

deliveries. A number of wide-ranging initiatives are being developed to ensure these B2C deliveries are

completed as efficiently as possible and to the satisfaction of customers. Ensuring integrity in pricing is

also important to properly enable the support required to service this volume.

• Freightways’ business mail operators, DX Mail and Dataprint, while small, continue to perform profitably.

Both revenue and earnings have remained on par with the pcp. The organic decline in physical mail volumes

has been offset by market share gains and an increase in the contribution from Dataprint’s digital mail

offering.

Freightways Limited
and its subsidiaries

3

Freightways Limited

and its subsidiaries

3

Information Management

Operating revenue of $76.3 million was 7.3% higher than the pcp. EBITA of $14.6 million was 9.2% higher

than the pcp.

This division operates under the brands of The Information Management Group (TIMG), Shred-X and, following

the recent acquisition in the medical waste industry, Med-X.

Positive results were achieved in all businesses within this division, while investment occurred in resources to

support the growing suite of digital information management services. Key matters:

• Within TIMG Australia, the performance of the LitSupport business improved, albeit the project nature of

this business means that revenue does fluctuate from month to month. This requires careful management

attention to appropriately align resources with activity.

• The new consolidated Sydney site is providing important quality capacity to accommodate current and

expected volume growth.


Demand for the broad suite of digital services offered by TIMG in New Zealand and Australia, and the

e-destruction services offered by Shred-X, continues to gain momentum. Accordingly, further investment

has been made in resources to support these growing revenue streams.

• A project is underway to replace all racking in TIMG’s Porirua document storage facility that was damaged

in the North Canterbury earthquake. Freightways carries comprehensive insurance for events such as this.

The $1.4 million write-off of the written down book value of the structurally-compromised racking in the

division’s half year result has been offset by the recognition of insurance proceeds received during the half

year. Importantly, this project is being managed in a way that ensures no service disruption to customers.

Internal service providers

Fieldair Holdings, through its subsidiary of Air Freight NZ, operates a joint venture company that leases and

operates the Boeing 737-400 aircraft fleet that provides Freightways’ overnight airfreight linehaul service.

Fieldair also provides specialist engineering and contracting services to the general aviation market. Parceline

Express provides Freightways’ road linehaul service. The service provided by both these businesses throughout

the half year, but particularly during the peak December volume month, was outstanding. Freightways

Information Services provides IT development and support to both operating divisions. Good progress is being

made by this team in support of our front line businesses’ technology-related strategic objectives.

Corporate

Corporate costs decreased compared to the pcp, primarily due to higher one-off costs in the pcp which included

expensing insurance deductibles in respect of the November 2016 earthquake.

Net debt increased by approximately $7 million to $165 million during the half year, driven mostly by the

acquisition of a small medical waste business in Australia for an initial payment of $5 million. Investment in

operating capacity has been funded from operating cash flows.

HALF YEAR REVIEW FROM THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER

4
Freightways Limited

and its subsidiaries

HALF YEAR REVIEW FROM THE CHAIRMAN AND CHIEF EXECUTIVE OFFICER

OUTLOOK

The markets in which Freightways operates in both New Zealand and Australia remain positive. In particular,

the growth in express package volume and activity levels throughout this half year supports Freightways in

targeting the delivery of year-on-year earnings growth again for the 2018 financial year.

Within the express package & business mail division, investment will continue to be made in IT development

and new initiatives to service projected B2B and B2C volume growth. As a significant employer of around

2,300 team members and while working alongside 1,200 business partners in New Zealand, Freightways will

continue to carefully monitor any further proposed changes to workplace legislation. The recently announced

minimum wage increases are not expected to have a material impact on Freightways’ overall cost base,

given that its employees are all paid above the minimum wage. Freightways will continue to consider pricing

annually to mitigate necessary cost increases, including the projected impact of ensuring its workforce remains

above the minimum wage as it progressively steps-up. Within the information management division, increased

utilisation of existing capacity will support improving margins, while also enabling continued investment in

digital information management services.

Overall capital expenditure for the 2018 financial year is expected to be approximately $16 million. Operating

cash flows are expected to remain strong throughout the balance of the 2018 financial year.

Strategic growth opportunities, including acquisitions and alliances that complement existing capabilities, will

be executed where they make commercial sense.

CONCLUSION

The strength of Freightways’ business models, the expertise of its people and the positive features of the

markets it operates in are once again evident in this half year result. This result has benefited from recent

capacity investment decisions, which have been important in providing capacity for current volumes and also

to ensure sufficient quality capacity is available to enable servicing of future expected growth.

The Board and Chief Executive Officer acknowledge the outstanding work and ongoing dedication of the

Freightways team of people throughout New Zealand and Australia.

Susan Sheldon

Mark Troughear

Chairman Chief Executive Officer

19 February 2018

Freightways Limited
and its subsidiaries

5

Freightways Limited

and its subsidiaries

5

FINANCIAL SUMMARY (UNAUDITED)


600

500

400

300

200

100


-

$M

Year

Ended 30 June

FREIGHTWAYS OPERATING REVENUE

FREIGHTWAYS EBITA*

1st half 2nd half


100

90

80

70

60

50

40

30

20

10


-

$M

* This EBITA graph represents the operating results of the company, exclusive of any non-recurring items.

2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

Year Ended 30 June

2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

6
Freightways Limited

and its subsidiaries

PricewaterhouseCoopers, 188 Quay Street, Private Bag 92162, Auckland 1142, New Zealand

T: +64 (9) 355 8000, F: +64 (9) 355 8001, www.pwc.com/nz

INDEPENDENT REVIEW REPORT

To the shareholders of Freightways Limited

Report on the Interim Consolidated Financial Statements

We have reviewed the accompanying interim consolidated financial statements of Freightways Limited (the

Company) including its subsidiaries (the Group), on pages 7 to 19, which comprise the consolidated balance

sheet as at 31 December 2017, and the consolidated income statement, the consolidated statement of

comprehensive income, the consolidated statement of changes in equity and the consolidated statement of

cash flows for the half year ended on that date, and the notes to the consolidated financial statements which

include accounting policies and other explanatory information.

Directors’ Responsibility for the Interim Consolidated Financial Statements

The Directors are responsible on behalf of the Company for the preparation and presentation of these interim

consolidated financial statements in accordance with International Accounting Standard 34 Interim Financial

Reporting (IAS 34) and New Zealand Equivalent to International Accounting Standard 34 Interim Financial

Reporting (NZ IAS 34) and for such internal controls as the Directors determine are necessary to enable the

preparation of interim consolidated financial statements that are free from material misstatement, whether

due to fraud or error.

Our Responsibility

Our responsibility is to express a conclusion on the accompanying interim consolidated financial statements

based on our review. We conducted our review in accordance with the New Zealand Standard on Review

Engagements 2410 Review of Financial Statements Performed by the Independent Auditor of the Entity (NZ

SRE 2410). NZ SRE 2410 requires us to conclude whether anything has come to our attention that causes us to

believe that the interim consolidated financial statements, taken as a whole, are not prepared in all material

respects, in accordance with IAS 34 and NZ IAS 34. As the auditors of the Group, NZ SRE 2410 requires that

we comply with the ethical requirements relevant to the audit of the annual financial statements.

A review of interim consolidated financial statements in accordance with NZ SRE 2410 is a limited assurance

engagement. The auditor performs procedures, primarily consisting of making enquiries, primarily of persons

responsible for financial and accounting matters, and applying analytical and other review procedures. The

procedures performed in a review are substantially less than those performed in an audit conducted in

accordance with International Standards on Auditing (New Zealand) and International Standards on Auditing.

Accordingly, we do not express an audit opinion on these interim consolidated financial statements.

We are independent of the Group. Our firm carries out other services for the Group in the areas of Data Integrity

audit, the specified procedures over the poll for the shareholder resolutions at the Annual General Meeting and

other related assurance services. The provision of these other services has not impaired our independence.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that these interim

consolidated financial statements of the Group are not prepared, in all material respects, in accordance with

IAS 34 and NZ IAS 34.

Who We Report To

This report is made solely to the Company’s shareholders, as a body. Our review work has been undertaken so

that we might state to the Company’s shareholders those matters, which we are required to state to them in

our review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume

responsibility to anyone other than the shareholders, as a body, for our review procedures, for this report, or

for the conclusion we have formed.

For and on behalf of:

Leopino (Leo) Foliaki

Chartered Accountants, Auckland

19 February 2018

Freightways Limited
and its subsidiaries

7

6 mths ended6 mths endedVariance

Note31 Dec 201731 Dec 2016%

$000$000

Operating revenue

4292,133272,7827%

Other income52,913--

Transport and logistics expenses(115,158)(107,862)7%

Employee benefits expenses

(79,233)(75,157)5%

Occupancy expenses(13,124)(12,082)9%

General and administrative expenses(28,490)(25,920)10%

Other expenses5(2,913)--

Non-recurring items3-4,031 -

Operating profit before interest, income tax, depreciation

and software amortisation and amortisation of intangibles

56,12855,7921%

Depreciation and software amortisation

(6,895)(5,690)21%

Operating profit before interest, income tax and

amortisation of intangibles

49,23350,102(2%)

Amortisation of intangibles(979)(806)21%

Operating profit before interest and income tax

448,25449,296(2%)

Net interest and finance costs(5,127)(4,711)9%

Profit before income tax

43,12744,585(3%)

Income tax(11,718)(10,598)11%

Profit for the period attributable to shareholders

31,40933,987(8%)


Earnings per share for the period:

Basic earnings per share (cents)20.321.9*

Diluted earnings per share (cents)20.221.9*

* Basic and diluted earnings per share for 2016 calculated on the profit for the period attributable to shareholders,

excluding non-recurring items, net of tax, were both 19.0 cents (There are no non-recurring items for 2017).

NB: All revenue and earnings are from continuing operations.

The above Income Statement should be read in conjunction with the accompanying notes.

CONSOLIDATED INCOME STATEMENT

FOR THE HALF YEAR ENDED 31 DECEMBER 2017 (UNAUDITED)

8
Freightways Limited

and its subsidiaries

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE HALF YEAR ENDED 31 DECEMBER 2017 (UNAUDITED)

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE HALF YEAR ENDED 31 DECEMBER 2017 (UNAUDITED)

6 mths ended 6 mths ended

31 Dec 2017 31 Dec 2016

Note $000 $000

Equity at the beginning of the period 236,568 214,856

Profit for the period 31,409 33,987

Exchange differences on translation of foreign operations 2,274 (1,008)

Cash flow hedges taken directly to equity, net of tax 1,006 3,320

Total comprehensive income for the period 34,689 36,299

Dividends paid (22,880) (22,466)

Issue of ordinary shares, net of costs

680

452

Equity at the end of the period 6 249,057 229,141

The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.

6 mths ended 6 mths ended

31 Dec 2017 31 Dec 2016

$000 $000

Profit for the period 31,409 33,987


Other comprehensive income

Items that may be reclassified subsequently to profit or loss:

Exchange differences on translation of foreign operations

2,274 (1,008)

Cash flow hedges taken directly to equity, net of tax 1,006 3,320

Total other comprehensive income after income tax

3,280 2,312

Total comprehensive income for the period attributable

to the shareholders

34,689 36,299

The above Statement of Comprehensive Income should be read in conjunction with the accompanying notes.

Freightways Limited
and its subsidiaries

9

CONSOLIDATED BALANCE SHEET

AS AT 31 DECEMBER 2017 (UNAUDITED)

As at As at As at

31 Dec 2017 31 Dec 2016 30 Jun 2017

Note $000 $000 $000

(Restated)

ASSETS

Current assets

Cash and cash equivalents 10,450 10,690 8,423

Trade and other receivables 89,234 77,483 77,184

Inventories 4,848 6,190 5,190

Income tax receivable 657 222 705

105,189 94,585 91,502

Assets held for sale - 750 -

Total current assets 105,189 95,335 91,502

Non-current assets

Trade receivables and other non-current assets 2,158 1,950 2,914

Property, plant and equipment 103,002 91,946 101,934

Intangible assets 357,817 342,504 343,543

Total non-current assets 462,977 436,400 448,391

Total assets 568,166 531,735 539,893

LIABILITIES

Current liabilities


Trade and other payables 71,878 64,460 65,722

Finance lease liabilities 118 70 147

Income tax payable 1,791 1,690 3,350

Provisions 795 1,101 1,008

Derivative financial instruments 1,343 871 2,054

Unearned income 15,633 16,044 15,446

Total current liabilities 91,558 84,236 87,727

Non-current liabilities

Trade and other payables 4,887 3,034 2,867

Borrowings (secured) 7 175,778 169,196 166,241

Deferred tax liability 36,168 35,250 35,606

Provisions 4,268 3,323 3,691

Finance lease liabilities

142 - 204

Derivative financial instruments 6,308 7,555 6,989

Total non-current liabilities 227,551 218,358 215,598

Total liabilities 319,109 302,594 303,325

NET ASSETS 249,057 229,141 236,568

EQUITY

Contributed equity 6 125,110 124,304 124,430

Retained earnings 132,601 117,345 124,072

Cash flow hedge reserve (5,484) (6,097) (6,490)

Foreign currency translation reserve (3,170) (6,411) (5,444)

TOTAL EQUITY 6 249,057 229,141 236,568

The above Balance Sheet should be read in conjunction with the accompanying notes.

10
Freightways Limited

and its subsidiaries

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017 (UNAUDITED)

6 mths ended 6 mths ended

31 Dec 2017 31 Dec 2016

$000 $000

INFLOWS INFLOWS


Note (OUTFLOWS) (OUTFLOWS)

Cash flows from operating activities

Receipts from customers 284,333 264,165

Payments to suppliers and employees (230,720) (214,918)

Cash generated from operations 53,613 49,247

Interest received 41 43

Interest and other costs of finance paid (5,002) (4,957)

Income taxes paid (13,831) (15,829)

Net cash inflows from operating activities 8 34,821 28,504

Cash flows from investing activities

Payments for property, plant & equipment (7,402) (8,098)

Payments for software (2,953) (1,865)

Proceeds from disposal of property, plant & equipment 33 23

Payments for businesses acquired (net of cash acquired) (5,374) (1,991)

Payments to associate - (1,667)

Payments for other investing activities (203) (231)

Net cash outflows from investing activities (15,899) (13,829)

Cash flows from financing activities

Dividends paid (22,880) (22,466)

Increase in bank borrowings 5,594 11,143

Proceeds from issue of ordinary shares 330 338

Finance lease liabilities repaid (93) (38)

Net cash outflows from financing activities (17,049) (11,023)

Net increase in cash and cash equivalents 1,873 3,652

Cash and cash equivalents at the beginning of the period

8,423 7,065

Exchange rate adjustments 154 (27)

Cash and cash equivalents at the end of the period 10,450 10,690

The above Statement of Cash Flows should be read in conjunction with the accompanying notes.

Freightways Limited
and its subsidiaries

11

1. BASIS OF PREPARATION

The interim financial statements are those of Freightways Limited (the ‘Company’) and its subsidiary companies

(together with the Company, referred to as the ‘Group’). The Company is registered under the Companies Act

1993 and is an FMC Reporting Entity under Part 7 of the Financial Markets Conduct Act 2013. The financial

statements of the Group have been prepared in accordance with the requirements of the Financial Markets

Conduct Act 2013 and the NZX Main Board Listing Rules.

The financial statements are stated in New Zealand dollars and rounded to the nearest thousand, unless

otherwise indicated.

The consolidated financial statements of the Group have been prepared in accordance with Generally Accepted

Accounting Practice in New Zealand (NZ GAAP). They comply with NZ IAS 34 Interim Financial Reporting and

IAS 34 Interim Financial Reporting and consequently, do not include all the information required for full

financial statements. These condensed Group interim financial statements should be read in conjunction with

the annual report for the year ended 30 June 2017.

The Group is designated as a for-profit entity for the purposes of complying with NZ GAAP.

2.

ACCOUNTING POLICIES

The accounting policies and methods of computation are consistent with those used in the most recent annual

report.

Restatement of prior period

Prior to 30 June 2017, deferred tax had not been recognised on indefinite life brand names. In November 2016,

the IFRS Interpretations Committee issued an agenda decision regarding the determination of the expected

manner of recovery of intangible assets with indefinite useful life for the purposes of measuring deferred tax,

in accordance with IAS 12 Income Taxes. This decision provided additional guidance on how an entity recovers

the carrying value of such assets and the consequences for the measurement and recognition of deferred tax.

In response to this additional guidance, the Group reviewed the expected recovery of the carrying amount

of the indefinite life brand names and concluded that the carrying amounts are expected to be recovered

through use of the brand names within its businesses. As a result, as at 30 June 2017, the Group restated

its comparatives to recognise an additional deferred tax liability of $30 million on the brand names, with a

corresponding increase in the carrying amount of goodwill. Accordingly, the comparatives for goodwill and

deferred tax liability as at 31 December 2016 have also been increased by $30 million. This adjustment has

no impact on profit or net assets in the respective reported periods.

As the restatement amount only affects two line items in the balance sheet, as described above, an additional

pre-restatement balance sheet as at 31 December 2016 has not been presented.

3. NON-RECURRING ITEMS

There were no non-recurring items for the period ended 31 December 2017.

Non-recurring items for the period ended 31 December 2016 related to:

• a non-recurring benefit before tax of $5.6 million ($5.6 million after tax) relating to the reversal of

previously-accrued earn-out payments that are no longer expected to be paid; and

• a non-recurring cost before tax of $1.6 million ($1.1 million after tax) relating to the relocation of the TIMG

business in Sydney.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017 (UNAUDITED)

12
Freightways Limited

and its subsidiaries

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017 (UNAUDITED)

(b) Segment analysis

EXPRESS

PACKAGE &

BUSINESS MAIL

INFORMATION

MANAGEMENT

CORPORATE

& OTHER

INTER-

SEGMENT

ELIMINATION

CONSOLIDATED

OPERATIONS

$000$000$000$000 $000

Half year ended 31 December 2017

Sales to external customers

215,81576,318--292,133

Inter-segment sales864-2,281(3,145)-

Total revenue

216,67976,3182,281(3,145)292,133

Operating profit (loss) before interest,

income tax, depreciation and software

amortisation and amortisation of

intangibles39,77617,345(993)-56,128

Depreciation and software amortisation

(3,380)(2,749)(766)-(6,895)

Operating profit (loss) before interest,

income tax and amortisation of

intangibles36,39614,596(1,759)-49,233

Amortisation of intangibles, excluding

software amortisation(25)(954)--(979)

Operating profit (loss) before interest

and income tax36,37113,642(1,759)-48,254

Net interest and finance costs

(12)(240)(4,875)-(5,127)

Profit (loss) before income tax

36,35913,402(6,634)-43,127

Income tax

(10,072)(3,997)2,351-(11,718)

Profit (loss) for the period attributable

to the shareholders26,2879,405(4,283)-31,409

4.

SEGMENT REPORTING

(a) Description of segments

The Group is organised into the following reportable operating segments which categorise the business into

its primary markets and reflect the structure and internal reporting used by the Chief Executive Officer, as the

chief operating decision maker, and the Board to assist strategic decision-making and allocation of resources:

Express package & business mail

Comprises network courier, point-to-point courier and postal services.

Information management

Comprises secure paper-based and electronic business information management services.

Corporate & other

Comprises corporate, financing and property management services.

The Group has no individual customer that represents more than 3% of external sales revenue.

Freightways Limited
and its subsidiaries

13

(b) Segment analysis (continued)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017 (UNAUDITED)

EXPRESS

PACKAGE &

BUSINESS MAIL

INFORMATION

MANAGEMENT

CORPORATE

& OTHER

INTER-

SEGMENT

ELIMINATION

CONSOLIDATED

OPERATIONS

$000$000$000$000 $000

Half year ended 31 December 2016

Sales to external customers

201,66871,114--272,782

Inter-segment sales829192,255(3,103)-

Total revenue

202,49771,1332,255(3,103)272,782

Operating profit (loss) before non-

recurring items, interest, income tax,

depreciation and software amortisation

and amortisation of intangibles37,25215,824(1,315)-51,761

Non-recurring items

-4,031--4,031

Operating profit (loss) before interest,

income tax, depreciation and software

amortisation and amortisation of

intangibles37,25219,855(1,315)-55,792

Depreciation and software amortisation

(2,467)(2,458)(765)-(5,690)

Operating profit (loss) before interest,

income tax and amortisation of

intangibles34,78517,397(2,080)-50,102

Amortisation of intangibles, excluding

software amortisation

(25)(781)--(806)

Operating profit (loss) before interest

and income tax

34,76016,616(2,080)-49,296

Net interest and finance costs

(4)(62)(4,645)-(4,711)

Profit (loss) before income tax

34,75616,554(6,725)-44,585

Income tax

(9,803)(3,214)2,419-(10,598)

Profit (loss) for the period attributable to

the shareholders24,95313,340(4,306)-33,987

14
Freightways Limited

and its subsidiaries

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017 (UNAUDITED)

CONTRIBUTED

EQUITY

$000

RETAINED

EARNINGS

$000

CASH FLOW

HEDGE

RESERVE

$000

FOREIGN

CURRENCY

TRANSLATION

RESERVE

$000

TOTAL

EQUITY

$000

Balance at 1 July 2017

124,430124,072(6,490)(5,444)236,568

Profit for the period-31,409--31,409

Dividend payment-(22,880)--(22,880)

Shares issued, net of costs680---680

Cash flow hedges taken directly to equity,

net of tax--1,006-1,006

Exchange differences on translation

of foreign operations---2,2742,274

Balance at 31 December 2017

125,110132,601(5,484)(3,170)249,057

Balance at 1 July 2016

123,852105,824(9,417)(5,403)214,856

Profit for the period

-33,987--33,987

Dividend payment

-(22,466)--(22,466)

Shares issued, net of costs

452---452

Cash flow hedges taken directly to equity,

net of tax

--3,320-3,320

Exchange differences on translation

of foreign operations

---(1,008)(1,008)

Balance at 31 December 2016

124,304117,345(6,097)(6,411)229,141

5. IMPAIRMENT LOSS AND COMPENSATION

Included in other expenses is an impairment loss of $1.4 million related to the information management

division’s racking at its Porirua site in Wellington that was damaged by the North Canterbury earthquake. It

has been determined that all this racking will be replaced under insurance. Also included in other expenses is

an amount of approximately $1.5 million of additional costs of operations resulting from the earthquake, which

are also recoverable from insurance.

An amount of $2.9 million has been included in other income in relation to insurance proceeds received from

the Group’s insurers to reinstate the damaged racking noted above and as compensation for the additional cost

of operations resulting from the above-mentioned earthquake.

6.

EQUITY

Freightways Limited
and its subsidiaries

15

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017 (UNAUDITED)

Contributed equity

Fully paid ordin

ary shares

As at 31 December 2017, there were 155,115,946 fully paid ordinary shares on issue (2016: 154,938,225). All

fully paid ordinary shares have equal voting rights and share equally in dividends and surplus on winding up.

Partly-paid ordinary shares

On 13 September 2017, 96,108 partly-paid shares were issued to certain senior executives under the rules of

the Freightways Senior Executive Performance Share Plan (2016: 103,682). The issue price per share was $7.83

(2016: $6.82) and the shares have been paid-up by the relevant participants to one cent per share. The balance

of the issue price per share may only be paid-up upon the participants meeting agreed performance hurdles

and upon the expiry of the applicable three-year escrow period in accordance with the Plan rules. During the

period, 15,790 partly-paid shares were redeemed and cancelled (2016: 17,863). As at 31 December 2017, there

were 319,513 partly-paid ordinary shares on issue (2016: 342,006). Partly-paid ordinary shares have no voting

rights and no rights to dividends and surplus on winding up.

Partly-paid ordinary shares, fully paid up to ordinary shares

On 13 September 2017, 102,721 partly-paid shares were fully paid-up by certain Freightways senior executives

upon the achievement of agreed performance targets in accordance with the terms of the original issue of the

relevant partly-paid shares under the Freightways Senior Executive Performance Share Plan (2016: 127,534).

The average issue price per share was $5.07 (2016: $4.17).

Employee share plan

On 13 September 2017, the Company issued 75,000 fully paid ordinary shares at $7.05 each to Freightways

Trustee Company Limited, as Trustee for the Freightways Employee Share Plan (2016: 50,000 fully paid ordinary

shares at $6.13 each). In total, participating employees were provided with interest-free loans of $0.5 million

to fund their purchase of the shares in the Share Plan (2016: $0.3 million). The loans are repayable over three

years and repayment commenced in October 2017.

7. BORROWINGS (SECURED)

In December 2016, a US$125 million uncommitted finance facility was established with a US-based lender on

the same terms as those that are in place with the existing banking syndicate. Of this facility, the US dollar

equivalent of NZ$10 million and A$10 million has been drawn as at 31 December 2017.

As at 31 December 2017, the Group’s debt facilities with its banking syndicate comprised NZ$93.5 million and

A$87 million (2016: NZ$100 million and A$87 million), of which NZ$73 million and A$74 million (2016: NZ$72

million and A$74 million) had been drawn, respectively. The Group also had an undrawn bank overdraft facility

of NZ$8 million available (2016: NZ$8 million).

The Group was in compliance with all its banking covenants throughout this financial period.

16
Freightways Limited

and its subsidiaries

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017 (UNAUDITED)

8. RECONCILIATION OF PROFIT FOR THE PERIOD WITH CASH FLOWS FROM OPERATING

ACTIVITIES

6 mths ended 6 mths ended

31 Dec 2017 31 Dec 2016

$000 $000

Profit for the period 31,409 33,987

Add non-cash items:

Depreciation and amortisation 7,874 6,496

Movement in provision for doubtful debts 4 89

Movement in deferred income tax

(236) 885

Net loss on disposal of fixed assets 7 1

Net foreign exchange loss (gain) 7 4

Movement in derivative fair value 6 137

Impairment of property, plant and equipment 1,400 -

Movement in working capital, net of effects of acquisitions of

businesses:

(Increase) decrease in trade and other receivables (10,357) (10,636)

(Increase) decrease in inventories 396 (942)

Increase (decrease) in trade and other payables 5,791 3,294

Increase (decrease) in income taxes payable

(1,480) (4,811)


Net cash inflows from operating activities

34,821 28,504

9. TRANSACTIONS WITH RELATED PARTIES

Trading with related parties: TThe Group has not entered into any material external related party

transactions which require disclosure.

Payments to associate: During the period, the Group paid Parcelair Limited $5.4 million for the provision of

airfreight linehaul services to the express package businesses on normal commercial terms. Parcelair Limited

is incorporated in New Zealand and is half-owned by the Group.

Key management compensation: Compensation paid during the period (or payable as at 31 December

2017 in respect of the half year) to key management, which includes senior executives of the Group and non-

executive independent directors, is as follows:

2017 2016

$000 $000

Short-term employee benefits 3,631 3,372

Long-term employee benefits - -

Post-employment benefits - -

Termination benefits - -

Share-based payments 390 375

Freightways Limited
and its subsidiaries

17

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017 (UNAUDITED)

10. FINANCIAL RISK MANAGEMENT

The Group has a treasury policy which is used to assist in managing foreign exchange and interest rate risks.

The interim financial statements do not include all financial risk management information and disclosures and

should be read in conjunction with the Group’s annual financial statements as at 30 June 2017 contained in

its Annual Report, which can be obtained from the Company’s registered office or www.freightways.co.nz.

There have been no significant changes in the Group’s risk management objectives and policies since 30 June

2017.

In the period to 31 December 2017 there were no significant changes in the business or economic circumstances

that affect the fair value of the Group’s financial assets and financial liabilities.

Fair values and valuation techniques

The Group uses various methods in estimating the fair value of financial instruments. The methods comprise:

Level 1 – Quoted prices (adjusted) in active markets for identical assets or liabilities at the reporting date. A

market is regarded as active if quoted prices are readily and regularly available from an exchange,

dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual

and regularly occurring market transactions on an arm’s length basis.

Level 2 – Inputs that are observable for the asset or liability, either directly (i.e., as prices; other than

quoted prices referred to in Level 1 above) or indirectly (i.e., derived from prices). The fair value

of financial instruments that are not traded in an active market (for example, over-the-counter

derivatives) is determined by using valuation techniques. These valuation techniques maximise the

use of observable market data where it is available and rely as little as possible on entity specific

estimates. If all significant inputs required to fair value an instrument are observable, the fair value

of an instrument is included in Level 2.

Level 3 – Inputs for the asset or liability that are not based on observable market data (i.e., unobservable

inputs). In these cases, the fair value of an instrument would be included in Level 3.

Specific valuation techniques used to value financial instruments include:

• in respect of interest rate swaps, the fair value is calculated as the present value of the estimated future

cash flows based on observable yield curves;

• in respect of forward foreign exchange contracts, the fair value is calculated using forward exchange rates

at the balance sheet date, with the resulting value discounted back to present value; and

• discounted cash flow analysis for other financial instruments.

Specific valuation techniques used to value contingent consideration in a business combination and estimated

purchase price adjustments include:


fair value is calculated as the present value of the estimated future cash flows based on management’s

assessment of future performance; and

• management’s knowledge of the business and the industry it operates in.

Specific valuation techniques used to value aircraft held for sale include among other factors, market demand

and pricing of similar aircraft.

The Group’s derivative financial instruments (and aircraft held for sale in the comparative period) are all Level

2 financial instruments. Contingent consideration in a business combination and estimated purchase price

adjustments are all Level 3 financial instruments. There have been no transfers between levels of the fair

value hierarchy used in measuring the fair value of financial instruments in the period to 31 December 2017.

There have been no reclassifications of financial assets and finance liabilities since 30 June 2017.

18
Freightways Limited

and its subsidiaries

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017 (UNAUDITED)

10. FINANCIAL RISK MANAGEMENT (continued)

The carrying value of the following financial assets and liabilities approximate their fair value:

• cash and cash equivalents

• trade and other receivables

• trade and other payables


bank borrowings

11. BUSINESS COMBINATIONS

Effective 1 September 2017, the Group acquired the business and assets of State Waste Services (SWS), an

Australian-based medical waste collection and destruction business, for an initial payment of approximately

$6.5 million (A$5.9 million) and a future maximum earn-out of up to $4.5 million (A$4.1 million). SWS has been

branded as Med-X and integrated into the Group’s information management division.

The contribution of Med-X to the Group results for the half year ended 31 December 2017 was revenue of

$1.1 million and operating profit before interest, income tax and amortisation of intangibles of $0.3 million.

If this acquisition had occurred at the beginning of the period, the contribution to revenue and operating profit

before interest, income tax and amortisation of intangibles for the period is estimated at $1.8 million and $0.5

million, respectively.

The following table summarises the purchase consideration and the fair value of assets acquired and liabilities

assumed:

Purchase consideration


$000

Initial acquisition payments 6,481

Less Cash consideration payable as at the end of the period (1,107)

Cash consideration paid during the period 5,374

Cash consideration payable as at the end of the period 1,107

Fair value of future earn-out payment 1,603

Total purchase consideration 8,084

Fair value of assets and liabilities arising from the acquisition

Plant and equipment 659

Customer relationships 1,793

Goodwill 6,273

Provisions (136)

Deferred tax liability (497)

Exchange rate movement (8)

8,084

The cash consideration payable at the end of the period of up to a maximum amount of $1.1 million may be

payable in September 2018, but is contingent upon certain financial performance hurdles being achieved for

the year ended 30 June 2018.

The estimated discounted future earn-out payment of $1.6 million may be payable in September 2021, but

is contingent upon certain financial performance hurdles being achieved for the years ended 30 June 2019,

2020 and 2021. The potential undiscounted amount of the future earn-out payment that the Group expects

could be required to be made in respect of this acquisition is between nil and $4.5 million. The Group has

forecast several scenarios and probability-weighted each to determine a fair value for this contingent payment

arrangement.

Freightways Limited
and its subsidiaries

19

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE HALF YEAR ENDED 31 DECEMBER 2017 (UNAUDITED)

The goodwill of $6.3 million arising upon this acquisition is attributable to the intellectual property obtained

and the premium paid for strategic reasons, including acquiring an entry point into the medical waste industry.

None of the goodwill recognised is expected to be deductible for income tax purposes.

The acquisition accounting for this acquisition has been determined on a provisional basis. The fair value of

assets and liabilities acquired, including identified intangible assets, will be finalised within 12 months from

the acquisition date and upon confirmation of certain determinants.

Prior period acquisition - LexData

On 1 July 2016, the Group acquired the business and assets of LexData Management Pty Limited (LexData),

an Australian-based information management business, for initial payments in aggregate of approximately

$2.9 million (A$2.8 million) and a future maximum earn-out of $3.6 million (A$3.5 million). LexData has been

integrated into the Group’s information management division.

An estimated discounted future earn-out payment of $1.6 million may be payable in September 2019, but

is contingent upon certain financial performance hurdles being achieved for the years ended 30 June 2017,

2018 and 2019. The potential undiscounted amount of the future earn-out payment that the Group expects

could be required to be made in respect of this acquisition is between nil and $3.6 million. The Group has

forecast several scenarios and probability-weighted each to determine a fair value for this contingent payment

arrangement.

12. CAPITAL COMMITMENTS AND CONTINGENT LIABILITIES

As at 31 December 2017, the Group had capital commitments to purchase equipment of $2.9 million (2016:

$9.3 million).

As at 31 December 2017, the Group had outstanding letters of credit and bank guarantees issued by its lenders

totalling approximately $5.8 million (2016: $5.7 million). The letters of credit relate predominantly to support

for regular payroll payments. The bank guarantees relate to security given to various landlords in respect of

leased operating facilities.

There were no other contingent liabilities as at 31 December 2017 (2016: nil).

13. NET TANGIBLE ASSETS PER SECURITY

Net tangible assets (liabilities) per security at 31 December 2017 was ($0.61) (2016 restated: ($0.66)).

14. POST BALANCE DATE EVENTS

Dividend declared

On 19 February 2018, the Directors declared a fully imputed interim dividend of 14.5 cents per share

(approximately $22.5 million) in respect of the year ended 30 June 2018. The dividend will be paid on 3 April

2018. The record date for determination of entitlements to the dividend is 16 March 2018. A supplementary

dividend of 2.56 cents per share will be paid to overseas shareholders when the interim dividend is paid. The

Freightways Dividend Reinvestment Plan will not operate for this dividend.

As pioneers of New Zealand’s express package industry, we trace our origins back to 1964.

DIRECTORY
For inquiries in relation to Freightways’ services and products contact the offices listed below or refer to

Freightways’ website at www.freightways.co.nz.

Messenger Services LimitedNew Zealand Document Exchange Limited

32 Botha Road20 Fairfax Avenue

PenrosePenrose

DX EX10911DX CR59901

AUCKLAND AUCKLAND

Telephone: 09 526 3680 Telephone: 09 526 3150

www.sub60.co.nz www.dxmail.co.nz

www.kiwiexpress.co.nzwww.dataprint.co.nz

www.stuck.co.nz

www.securityexpress.co.nz

New Zealand Couriers Limited

The Information Management Group (NZ) Limited

32 Botha Road33 Botha Road

PenrosePenrose

DX CX10119DX EX10975

AUCKLANDAUCKLAND

Telephone: 09 571 9600Telephone: 09 580 4360

www.nzcouriers.co.nzwww.timg.co.nz

Post Haste LimitedFieldair Holdings Limited

32 Botha RoadPalmerston North International Airport

PenrosePalmerston North

DX EX10978DX PX10029

AUCKLANDPALMERSTON NORTH

Telephone: 09 579 5650Telephone: 06 357 1149

www.posthaste.co.nzwww.fieldair.co.nz

www.passtheparcel.co.nz


Castle Parcels LimitedNOW Couriers Limited

163 Station Road 161 Station Road

PenrosePenrose

DX CX10245AUCKLAND

AUCKLANDTelephone: 09 526 9170

Telephone: 09 525 5999www.nowcouriers.co.nz

www.castleparcels.co.nz

Shred-X Pty LimitedThe Information Management Group Pty Limited

PO Box 1184PO Box 21

OxenfordEnfield

Queensland 4210New South Wales 2136

AUSTRALIAAUSTRALIA

Telephone: +61 1 300 747 339Telephone: +61 2 9882 0600

www.shred-x.com.au www.timg.com

www.statewaste.com.auwww.filesaver.com.au

www.litsupport.com.au

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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