Steel & Tube - FY25 Results
Company Announcement
25 August 2025
Steel & Tube Holdings Limited, PO Box 58880, Botany, Auckland 2163, New Zealand
P +64 4 570 5000 www.steelandtube.co.nz
Steel & Tube FY25 Results
Disciplined Execution of Strategy in a Challenging Cyclical Market
Steel & Tube Holdings Limited (NZX: STU) has reported its audited results for the 12 months ended 30 June 2025
(FY25).
• Economic headwinds affected volumes, revenue and margins
• Recent growth investments delivering revenue, margin and earnings growth
• Responsiveness to cycle; ~$7m annualised cost out programme and prudent inventory management
• Customer service remains a key strength with c.13,000 active customers
• Some activity lift in 2H25 and expected to improve through FY26, market remains highly competitive
• Significant operating leverage, driven by cost out and addition of higher value products and services
CEO Mark Malpass commented: “In a very challenging bottom of cycle trading environment, we have continued to
execute on our strategy – strengthening our core and investing in high value products and services that further
expand our leading range of steel solutions and businesses. The acquisition of Perry Metal Protection – a market
leader in galvanizing services – was a highlight for the year and is performing ahead of expectations. We have also
strengthened our customer value proposition and are increasingly being selected as a preferred supplier, delivering
quality and reliability. Our operating leverage has increased as we have focussed on IT/digital systems, costs and
efficiency. This will drive margin expansion and profit growth as the economic cycle recovers.
“Steel & Tube has broad sector diversity with revenue predominantly generated from the manufacturing,
construction and infrastructure sectors. Economic recovery across these sectors has been tepid due to the high
interest rate environment (now easing), international uncertainty, limited Government infrastructure and social
housing spending and unemployment. We are starting to see some activity lift with manufacturing improving and
positive sentiment as the Government commits to starting $6b of infrastructure projects pre-Christmas 2025. Activity
has been stronger outside of Auckland and Wellington driven by strength in the agricultural sector.”
$m FY25 FY24 Var
Revenue 385.4 479.1 (93.7)
Volume (Ktonnes) 101.7 115.5 (13.8)
GM$/tonne 688 901 (213)
EBITDA (2.5) 31.4 (33.9)
Normalised EBITDA 2.1 35.8 (33.7)
EBIT (26.0) 9.6 (35.6)
Normalised EBIT (21.4) 14.5 (35.9)
NPAT (24.4) 2.6 (27.0)
Net operating cash flow 10.4 42.2 (31.8)
The challenging economy in FY25 impacted demand for steel and affected volumes and average selling price. Sales
revenue was down 20% to $385.4m, driven by a 12% drop in volumes as well as product mix and pricing pressure,
exacerbated by aggressive pricing from some competitors. An improvement has been seen in 2H25 daily volumes
and sales, off a low base.
Volume and pricing impacts flowed through to a decrease in FY25 earnings. Normalised EBITDA remained positive at
$2.1m
1
, although was lower year on year. Including non-trading adjustments of $(4.6)m
2
, EBITDA was $(2.5)m, with
EBIT of $(26.0)m. The company reported a net loss after tax of $(24.4)m.
Gross margin remains a priority and the strategic focus on higher value products and services, pricing discipline and
cost control will provide upside as activity returns. Product margins were 28.1%
3
(FY24: 29.8%) and gross margins
were 18.1% (FY24: 21.7%). Margin recovery is expected as volumes improve and capacity is better utilised.
The ongoing cost out programme delivered approximately $7m in annualised direct and operating expense savings
(FY24: ~$5m), more than offsetting inflationary pressure. Inventory continues to be managed prudently, with year-
end inventory of $113.6m, including $5.9m related to the new galvanizing business (FY24: $121.3m).
Steel & Tube’s long term balance sheet strength has enabled investment in growth initiatives, with bank facilities
utilised for M&A. Net debt was $36.3m at 30 June 2025, which included $30m for the Perry’s acquisition. In light of
the challenging economic environment, the board has made the decision not to declare a dividend.
Outlook
Mark Malpass said: “We are starting to see early signs of recovery, and expect activity to continue to improve
through FY26 as the benefits of lower interest rates take effect and stimulate confidence, spending and investment,
along with Government-backed construction projects.”
Chair of Steel & Tube, Susan Paterson, commented: ”Steel & Tube is well positioned to capitalise on a broad cyclical
recovery. We have a cost efficient and streamlined business, broad sector diversity, longstanding customer
relationships and a high quality team. We have made difficult choices to ensure the long-term health of the business,
including the reduction of roles. To set the tone from the top, the board and CEO have taken a temporary 20%
reduction in fees and salary, and the leadership team has agreed to a temporary pay freeze.”
Investor call and webcast
Steel & Tube will be holding an investor call at 10.00am today (25 August 2025) to discuss the FY25 results,
performance and outlook. Details can be found here: https://www.nzx.com/announcements/456290
ENDS
For media or investor enquiries, please contact: Jackie Ellis Tel: +64 27 246 2505 or email: jackie@ellisandco.co.nz
For further information please contact:
Mark Malpass
Steel & Tube CEO
Tel: +64 27 777 0327
Email: mark.malpass@steelandtube.co.nz
Richard Smyth
Steel & Tube CFO
Tel: +64 21 646 822
Email: richard.smyth@steelandtube.co.nz
1
Normalised Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA) exclude non-trading adjustments of $4.6m.
2
FY25 non-trading costs relate to restructuring, acquisition and integration costs, software as a service costs and palletised warehouse project.
3
Gross Margin includes freight, direct and sub-contract labour. Product Margin excludes labour.
---
Template
Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)
Updated as at March 2025
Results for announcement to the market
Name of issuer Steel & Tube Holdings Limited
Reporting Period 12 months to 30 June 2025
Previous Reporting Period 12 months to 30 June 2024
Currency NZD
Amount (000s) Percentage change
Revenue from continuing
operations
$385,389 (19.6%)
Total Revenue $385,389 (19.6%)
Net profit/(loss) from
continuing operations
$(24,370) (1023.1%)
Total net profit/(loss) $(24,370) (1023.1%)
Final Dividend
Amount per Quoted Equity
Security
n/a
Imputed amount per Quoted
Equity Security
n/a
Record Date n/a
Dividend Payment Date n/a
Current period Prior comparable period
Net tangible assets per
Quoted Equity Security (in
dollars and cents per
security)
$0.70 $1.11
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood
Steel & Tube uses several non-GAAP measures when
discussing financial performance. This includes normalised
EBITDA and normalised EBIT. Management believes that these
measures provide useful information on the underlying
performance of Steel & Tube’s business. They may be used
internally to evaluate performance, analyse trends and allocate
resources. Non-GAAP financial measures should not be viewed
in isolation nor considered as a substitute for measures reported
in accordance with NZ IFRS. Reconciliations of non-GAAP
measures to GAAP measures are detailed within this
announcement.
Steel & Tube’s normalised EBITDA is $2.1m for FY25 (FY24:
$35.8m, 94.2% decrease) and normalised EBIT is $(21.4)m for
FY25 (FY24: $14.5m, 247.9% decrease). Further details on the
unusual transactions/non-trading adjustments are included in the
investor presentation for the year ended 30 June 2025.
Definitions:
• EBITDA: this means earnings before interest, tax,
depreciation and amortisation and is calculated as profit for
the period before net finance costs, tax, depreciation and
amortisation
• Normalised EBITDA: this means EBITDA after normalisation
adjustments
• EBIT: this means earnings before interest and tax and is
calculated as profit for the period before net finance costs
and tax
• Normalised EBIT: this means EBIT after normalisation
adjustments
• Normalisation adjustments: these are transactions that are
unusual by size or nature in a particular accounting period.
Excluding these transactions can assist users in forming a
view of the underlying performance of the group. Unusual
transactions can be as a result of specific events or
circumstances or major acquisitions, disposals or
divestments that are not expected to occur frequently
Authority for this announcement
Name of person
authorised
to make this announcement
Mark Malpass
Contact person for this
announcement
Mark Malpass
Contact phone number +64 27 777 0327
Contact email address mark.malpass@steelandtube.co.nz
Date of release through MAP
25 August 2025
Audited financial statements accompany this announcement.
---
FY25 Results Presentation
For 12 months ended 30 June 2025
25 August 2025
Disciplined execution of strategy in challenging market
Growth strategy
delivering value
•Capital allocation discipline has allowed acquisition of quality businesses at bottom of cycle
•Perry Metal Protection integration plan on track, delivering ahead of expectations
Customer service
remains key strength
•Organisation focussed on customer service, cross-sell and loyalty ~13,000 active customers
•DIFOTIS enhancing improvements –warehousing and last mile investments
Cost and working
capital discipline
•Responsiveness to cycle changes -FY25 ~$7m annualised cost out programme
•Prudent management of inventory ensuring right stock, in the right location, at the right time
Significant operating
leverage
•Large proportion of costs fixed -enables substantial profit expansion with volume growth
•Driven by IT/Digital systems, cost out and higher value products and services
Activity building,
competitive market
•2H25 steady growth in volumes off a low base –benefiting from broad sector exposures
•Expect activity will continue toimprove through FY26, market remains highly competitive
Results at a glance
Cyclical business - impacted by recessionary economy; normalised EBITDA remained
positive at bottom of cycle
Normalised Earnings Before Interest and Tax (EBIT), Normalised Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA), Net Profit After Tax (NPAT)
Non-GAAP earnings reconciliation at the end of the presentation
Percentage variances compared against FY24 unless otherwise stated
Due to rounding, numbers presented throughout this presentation may not add up precisely to the totals provided
Volume
Normalised EBITDANormalised
OPEX
Product Margin %
Inventory
101,716t
FY24: 115,535t
$2.1m
FY24: 35.8m
$69.9m
FY24: $70.1m
28.1%
FY24: 29.8%
$113.6m
FY24: $121.3m
Revenue
Normalised
EBIT
NPAT/NLAT
Operating Cash
Flows
Net Debt/Cash
$385.4m
FY24: $479.1m
-$21.4m
FY24: 14.5m
-$24.4m
FY24: $2.6m
$10.4m
FY24: $42.2m
-$36.3m
FY24: $8.7m
Operating
Backdrop &
Business
Strategy
5
Recessionary conditions impacting across sectors
Steel & Tube has diversified sector exposure, focused on growth markets
Recessionary conditions, expect to see cyclical recovery later in
FY26. Steel & Tube product diversity and broad sector exposures
offer opportunities versus listed peers
•Manufacturing: improvement seen in first 4 months of 2025 before
contracting again in May and June.
•Commercial: 5% reduction in consented floor area YoY to June; businesses
remain cautious around economic outlook and significant investments
•Residential: impacted by high interest rates, increased housing supply,
migration, soft rents and price growth, slowdown in residential, Kāinga Ora
and retirement developments. Some stabilisation seen from early 2025
•Infrastructure: Government fast-track projects will provide longer term
benefit. $6b committed to start before Christmas 2025
•Others: economic recovery in the agricultural sector
35%
50%
12%
30%
26%
36%
12%
4%
24%
7%
5%
11%
7%
8%
6%
9%
8%
11%
0%
20%
40%
60%
80%
100%
GroupDistributionInfrastructure
BU Sector Split FY25
Others (including
rural)
Reseller
Infrastructure
Residential
Commercial
Manufacturing
6
Upswing will be driven by:
•Lowering interest rates
•Government investment in infrastructure
•Improved business confidence and
investment
•Recovery in consumer spending and the
housing market
Economic recovery on the way, albeit at slower pace
Steel & Tube lean and ready for cyclical upswing
Commercial
Residential
Manufacturing
Infrastructure
7
Strategic pathways
Overall goal to deliver gross margin improvement
•Best-in-class customer experience
•Cross sell products and services
•Accelerate shift to digital sales
•Drive gross margin $/tonne
•Operating efficiency
Continue to Strengthen the Core
•High value products, diversified
materials and value-added services
•Diversify customer segments and build
scale
•Primary focus is on organic investment
and M&A in directly adjacent sectors
Grow High Value Products and
Services
8
Growth investments adding value
32
Recent growth initiatives and M&A
Acquisitions
Fasteners NZHigh quality, strong ongoing demand,
continuing to expand range
Kiwi Pipe & FittingsStrong earnings growth, continuing to
successfully expand ex-Auckland
Perry Metal ProtectionTransaction 1 May 2025; performing
ahead of expectations
Organic
Plate ProcessingValue add service (Auckland and
Christchurch)
AluminiumHigh value product, continuing to
expand range
Last mile freight deliveryExceeded expectations in first year of
operations
QBT450New roofing profile targeting high-end
residential market
0.0
5.0
10.0
15.0
20.0
25.0
FY23FY24FY25
Added Value from Strategic
Investments
Revenue from investments
EBITDA from investments
9
Perry Metal Protection
Integration plan on track; performing ahead of expectations
•Acquired May 2025 for $46.4m
1
; 3-year average EBITDA multiple of 5x
•Immediately earnings accretive, high value services
•Performing ahead of expectations: delivered $1.7m EBITDA vs $1.4m
PCP in first 2 months (May and June)
•Integration plan on track with identified synergies and benefits
estimated at least $1m per annum
33
35
36
34
33
Mar-22Mar-23Mar-24Mar-25Jun-25
Rolling 12-months ended
$ Millions
Revenue
RevenueAverage Selling Price
10
8
9
11
11
Mar-22Mar-23Mar-24Mar-25Jun-25
Rolling 12-months ended
$ Millions
Normalised EBITDA (pre IFRS)
New Zealand’s largest and most modern galvanizing operation plus
complementary steel grating products and sandblasting businesses
•Strong fundamentals and stable earnings through the cycle
•Highly aligned customer bases, cross sell synergies higher than anticipated
•Supportive macro trends – good for customers and the planet, galvanizing
extends life of steel by up to 7x
1
Includes contingent earnout consideration
10
FY25
Financial
results
11
Group financial summary
•Challenging economic backdrop impacting
volumes and revenue
•Gross margin reflects lower volumes and more
competitive pressure on average sales price
•2H volumes started to improve off low base
•Margin pressure should ease as activity
continues to improve in FY26
•Normalised EBITDA remained positive
•Significant operating leverage for when volumes
return
•No dividend declared
Financial
performance
FY23, FY24 and FY25 Normalised EBITDA and EBIT have been adjusted to exclude non-trading adjustments. Further details included in appendix to this presentation.
$mFY25FY24Var
Revenue
385.4479.1 (93.7)
Volume (Ktonnes)
101.7115.5 (13.8)
GM$/tonne
688901(213)
EBITDA
(2.5)31.4 (33.9)
Normalised EBITDA*
2.135.8 (33.7)
EBIT
(26.0)9.6(35.6)
Normalised EBIT*
(21.4)14.5 (35.9)
NPAT
(24.4)2.6(27.0)
Net Operating cash flow
10.442.2
(31.8)
Dividend (cents per share)
-6.0
(6.0)
12
•Capital discipline focus on the right acquisitions at
the bottom of the cycle
•Prudent management of working capital in tough
economic conditions
•Utilised clean balance sheet for M&A – net debt of
$36.3m includes $30m for Perry Metal Protection
acquisition
$mFY25FY24Var
Trade and other receivables63.2 68.5 (5.3)
Inventories113.6 121.3 (7.9)
Trade and other payables(61.7)(56.7)(4.7)
Working Capital115.2 133.2 (17.9)
Total Facility
80.0 100.0 (20.0)
Borrowings
(50.0) - (50.0)
Available Facility/Undrawn
30.0 100.0 (70.0)
Cash and cash equivalents13.7 8.7 5.0
Borrowings(50.0) - (50.0)
Net Cash/(Debt)(36.3) 8.7 (45.0)
Net Tangible Assets (NTA) 127.7 185.5 (58.9)
Funds Employed338.0301.5(36.5)
Balance sheet summary
Funds to invest in growth opportunities
273
349
301
301
338
-50
0
50
100
150
200
250
300
350
400
FY21FY22FY23FY24FY25
Funds Employed (NZ$m)
Net DebtLease liabilitiesShareholders' funds
13
Revenue
Maintaining share in competitive market; volume and revenue improvements in 2H25
•YoY volume down by 12% and revenue down 20% as
result of continuing economic headwinds –
improvement in volume and sales 2H25
•Reduction in average selling price reflects product mix
and competitive pressure - aggressive pricing by
some competitors
•Customer satisfaction scores remain at high levels
•Continuing to strengthen value proposition – focus on
customer service, DIFOTIS, high value products and
services, pricing discipline and cross selling
-
1,000
2,000
3,000
4,000
5,000
-
100
200
300
400
500
600
700
FY21FY22FY23FY24FY25
Average Selling Price ($/t)
Sales ($m)
Sales & Average Selling Price
RevenueAverage Selling Price
300
400
500
600
1200
1400
1600
1800
2000
Tonnes
Revenue $ (000s)
Revenue & Tonnes per Trading Day
RevenueTonnes
14
0%
5%
10%
15%
20%
25%
30%
FY21FY22FY23FY24FY25
Margin %
Gross Margin %Product Margin %
-
400
800
1,200
FY21FY22FY23FY24FY25
Margin $/tonne
Gross Margin / TonneProduct Margin/Tonne
•Economic slowdown and heightened competition
compressed margins
•Supporting margins through strategic focus on
higher value products and services, cross-selling,
pricing discipline and cost control, lowering cost to
serve
•Margin recovery expected as volumes recover and
capacity is better utilised
Margins
Margin pressure in downturn; recovery will
bring upside leverage
Product Margin includes freight
Gross Margin includes freight, direct and sub-contract labour
15
Normalised operating expenses
Continued cost out programme with savings more than offsetting inflationary pressures
•3% of FY25 normalised OPEX relates to
growth investments
•Normalised OPEX, excluding growth
investments, down by 2%
•Cost initiatives focussed on back-office
functions, site consolidations, efficiencies,
and tight control of discretionary spending
•Increased costs relating to M&A activity
and growth investments
Normalised OPEX excludes palletised warehouse project costs of $1.4m, restructuring costs of $0.7m, acquisition & integration costs of $0.9m and the $1.6m
impact of SaaS, as well as non-trading adjustments previously reported, Normalised OPEX excludes D&A
*Growth investments includes OPEX incurred in the day-to-day operations of all investments outlined on Page 8
**Inflation of 2.7% as reported by Statistics NZ in their June 2025 release
16
Normalised EBITDA
Volume and pricing impacts partially offset by new investments and OPEX savings
•Positive contribution from new investments and
strategic focus on higher value products and
services
•Volume decline consistent with recessionary
environment
•Increased competition for lower volumes
driving pricing pressure
•Remain focused on pricing discipline, customer
value add to win business
•Further ~$7m of annualised direct and
operating expense savings in FY25 (FY24: $5m)
•Headcount reduced by 6.6% (excluding growth)
Normalised EBITDA has been adjusted to exclude non-trading adjustments.
Further details included in appendix to this presentation.
*Growth investments includes EBITDA generated from the day-to-day operations of all investments outlined on Page 8
**Inflation of 2.7% as reported by Statistics NZ in their June 2025 release
17
Inventory management
Prudent management to ensure best use of
working capital
•FY25 inventory matched to activity, coupled with
further optimisation
•$14.7m (13%) of FY25 year end inventory is
related to growth investments (fasteners, Kiwi
Pipe & Fittings, aluminium, galvanizing)
•Active stewardship and use of detailed analytical
tools to ensure investments are made in higher
value products
•Reduced active product SKUs by 1.7k to 20.2k
during FY25
•Ability to scale up quickly to meet demand when
it returns
18
Cashflow
•Cash collections remain high in a
softened operating environment
•Careful inventory management and
supply chain optimisation
•Dividends of $3.1m paid during FY25,
relating to FY24 dividends
•Lease payments have increased by
$1.1m in FY25, $0.6m of the increase
relates to growth investments
19
Capital expenditure
Disciplined capital management in a challenging environment
•FY25 capex of $6.8m (FY24: $9.5m)
•Priority capital allocation to strategic investments (52.6%)
and maintenance spend (31.5%)
•Growth investments include new purlins machine in
Auckland, QBT450 roofing profile and slitting machines in
Auckland, Wellington and Christchurch
Planned investment for FY26
•Further investment in processing equipment and other
growth opportunities
•Continued investment in digital technology
•Expect to maintain capex spend below depreciation levels
* FY21 capex has been restated for the impact of a change in accounting policy in relation to the accounting for Software as a Service arrangements (“SaaS”)
**Depreciation and amortisation excludes right-of-use asset depreciation
0
2
4
6
8
10
0
2
4
6
8
10
FY21*FY22FY23FY24FY25
$m
Capital Expenditure
20
Moving
forward
21
Medium term economic driver and trends
Market fundamentals remain strong, diversified product portfolio well positioned to
capture upside
Manufacturing
Attractive, stable and significant sector, supported by recovery of export,
agricultural, construction markets and domestic demand
Commercial
Interest rate cuts and improving business confidence will stimulate sector
Residential
Infrastructure
Resellers
Customer First
M&A / Growth Activity
Focus on Costs
Lower interest rates and increasing consumer confidence will drive improving
demand over time; housing supply and demand starting to balance out
Significant underspend, National Infrastructure Pipeline in place; Government
announcement of $6bn projects to commence pre-Christmas 2025
Demand primarily driven by residential market trends
22
•Economic headwinds expected to ease in FY26 resulting in
improved activity, although timing and speed of recovery
remain uncertain
•Infrastructure activity to increase following fast track legislation
and Government investment, with commercial projects and
housing to follow as funding conditions improve
•Underlying opportunities continue to be long term drivers;
climate resilience, seismic strengthening, energy and
infrastructure development
•Steel pricing expected to remain stable
•M&A opportunities in a weak economic environment
Market outlook
•Reinforce market position through continued strengthening of customer relationships
and customer-first mindset across the business
•Support margins through new higher value products and services, and cross sell
opportunities
•Continue cost discipline, tight inventory control and cash management
•Board and CEO have volunteered a temporary 20% pay reduction (from 1 July) and
executive pay freeze
•Responsiveness to cyclical upswing – ability to scale up quickly
•Continued capital allocation discipline as current economic conditions provide
opportunity to grow through organic and M&A investments
FY26 focus and priorities
Summary
•One of NewZealand’s largest and leading providers of steel solutions, with
product diversity and broad sector exposures that differ from listed peers
•Strong customer trust and loyalty remain key in tighter market; engaged and
committed workforce
•Economic head winds expected to ease in FY26 resulting in improved activity
•Significant operating leverage; well positioned for cyclical upswing
•Disciplined capital allocation and strategic investments to support future growth
•Market fundamentals remain strong - long term drivers provide multi-year
growth pathway
24
Discussion
26
Appendix
27
Non-GAAP financial information
Non-GAAP financial information: Steel & Tube uses several non-GAAP
measures when discussing financial performance. These include
Normalised EBITDA, Normalised EBIT and Working Capital. Management
believes that these measures provide useful information on the underlying
performance of Steel & Tube’s business. They may be used internally to
evaluate performance, analyse trends and allocate resources. Non-GAAP
financial measures should not be viewed in isolation nor considered as a
substitute for measures reported in accordance with NZ IFRS.
Non-trading adjustments/Unusual transactions: The financial results for
FY25 include transactions considered to be non-trading in either their
nature or size. Unusual transactions can be as a result of specific events or
circumstances or major acquisitions, disposals or divestments that are not
expected to occur frequently. Excluding these transactions from
normalised earnings can assist users in forming a view of the underlying
performance of the group. The above reconciliation is intended to assist
readers to understand how the earnings reported in the periods ended 30
June 2025 and 30 June 2024 reconcile to normalised earnings. Non-
trading adjustments of $(4.6) million are included in the FY25 EBIT &
EBITDA.
Period ended 30 JuneEBITDAEBIT
$000sFY25FY24FY25FY24
Reported (2,496)31,415 (25,964)9,569
Palletised warehouse project costs1,364 2,701 1,364 3,192
Business restructuring costs699 550 699 550
Acquisition and integration costs903 - 903 -
Software as a Service (SaaS) upfront expenditure1,601 1,144 1,601 1,144
Normalised2,07135,810 (21,397)14,455
28
Customer, employee and sustainability update
1.13
1.14
0
3.5
0
1
2
3
4
5
FY22FY23FY24FY25
Employee Satisfaction (eNPS
2
)
Employee Safety Measure (TRIFR
1
)
Emissions kgCO
2
e per tonne
3,4
40
42
50
42
0
20
40
60
FY22FY23FY24FY25
1.TRIFR: Employee Total Recordable Injury Frequency Rate
2.Net Promoter Score (NPS): Measure of customer/employee satisfaction
3.Reporting references the Greenhouse Gas Protocol and includes all material emissions under Scope 1 and 2, with Scope 3, except purchased goods and services and employee commute
4.Emissions kgCO2e per tonne excludes acquisitions during the year
Customer Satisfaction (NPS
2
)
•Customer satisfaction remains at high
levels due to our focus on making life
easy for customers, offering best-in-class
customer experience and solutions
•Safety outcomes are positive, remain
focused on zero harm
•Employee satisfaction remains in the top
quartile - emphasis on safety, wellbeing
and culture
35
29
31
32
0
10
20
30
40
Mar-23Dec-23May-24Jun-25
eNPSTop Quartile
104
92
111
118
80
90
100
110
120
FY22FY23FY24FY25
kgCO2
-
e (000s)
29
Our business divisions
Distribution
Products sourced from preferred steel
mills and distributed through our
national network
Processing
Products processed before sale, typically
on a contract or project basis, including
onsite installation services
SteelPiping SystemsChain & Rigging
FasteningsRural ProductsStainless Steel
Sandblasting
Grating
Galvanizing
RoofingCoil ProcessingReinforcing
PurlinsComFlor/CFDLMesh
30
Business performance
*Gross Margin includes freight, direct and sub-contract labour
**Processing is the Infrastructure and Other segments combined. Two months contribution from Perry Metal Protection following settlement of acquisition on 1 May 2025
DistributionFY25FY24
% of Group revenue59.4%57.8%
Revenue ($m)228.9276.9
Gross Margin*17.4%20.8%
Gross Margin $/tonne653852
Processing**FY25FY24
% of Group revenue40.6%42.2%
Revenue ($m)156.5202.3
Gross Margin*20.1%20.6%
Gross Margin $/tonne7751,010
31
Steel & Tube
Our purpose is to make life easier for customers
needing steel solutions
•A proud NewZealand company, trading for over 70
years
•We offer NewZealand’s most comprehensive range of
steelproducts, services and solutions
•Our stable of best-in-class businesses are some of this
country’s leadingsteel suppliers
~900 team members
35 sites across NZ
* Estimated as at 1 September
2025 (includes Perry Metal
Protection – 100 team members
and 6 sites)
32
Extensive range of products and solutions
Primary product and service
offering by participants
Steel distributionPlate processing Coil processingStainless steelEngineering steelReinforcing steelWireRoofingFastenersGalvanizing
Steel & Tube
✓
5
✓
5
✓
5
✓
5
✓
5
✓
5
✓
5
✓
5
✓
5
✓
5
Fletcher Steel
✓
j
✓
5
✓
5
✓
5
✓
5
✓
5
✓
55
Vulcan
✓
5
✓
5
✓
5
✓
5
✓
5
United Industries
✓
5
✓
5
✓
5
✓
55
Asmuss
✓
55
✓
5
✓
5
Summit Steel & Wire
✓
5
✓
55
✓
5
Wakefield Metals
✓
5
✓
5
33
Glossary of terms
EBIT: Earnings / (Loss) before the deduction of interest and
tax. This is calculated as profit for the period before net
interest costs and tax
EBITDA: Earnings / (Loss) before the deduction of interest,
tax, depreciation and amortisation. This is calculated as
profit for the period before net interest costs, tax,
depreciation and amortisation
ROFE: Return on Funds Employed. This is calculated as
Normalised EBIT over Average Funds Employed (Net Debt
(including Lease Liability) + Equity)
eNPS: Employee Net Promoter Score – assists in measuring
employee satisfaction and loyalty within the organisation
NPS: Net Promoter Score – assists in measuring customer
satisfaction and loyalty
Normalised EBIT/EBITDA: This means EBIT and EBITDA
excluding non-trading adjustments and unusual
transactions
TRIFR: Employee Total Recordable Injury Frequency Rate –
an important metric to assess safety performance
Working Capital: This means the net position after
Current Liabilities are deducted from Current Assets.
The major individual components of Working Capital for
the group are Inventories, Trade and other receivables and
Trade and other payables. How the group manages these
has an impact on operating cash flow and borrowings
34
•This presentation has been prepared by Steel & Tube Holdings
Limited (“STU”).The information in this presentation is of a general
nature only. It is not a complete description of STU.
•This presentation is not a recommendation or offer of financial
products for subscription, purchase or sale, or an invitation or
solicitation for such offers.
•This presentation is not intended as investment, financial or
other advice and must not be relied on by any prospective
investor.It does not take into account any prospective investor’s
objectives, financial situation, circumstances or needs, and does not
purport to contain all the information that a prospective investor
may require. Any person who is considering an investment in STU
securities should obtain independent professional advice prior to
making an investment decision, and should make any investment
decision having regard to that person’s own objectives, financial
situation, circumstances and needs.
•Past performance information contained in this presentation
should not be relied upon (and is not) an indication of future
performance.This presentation may also contain forward looking
statements with respect to the financial condition, results of
operations and business, and business strategy of STU. Information
about the future, by its nature, involves inherent risks and
uncertainties. Accordingly, nothing in this presentation is a promise
or representation as to the future or a promise or representation that
a transaction or outcome referred to in this presentation will proceed
or occur on the basis described in this presentation. Statements or
assumptions in this presentation as to future matters may prove to
be incorrect.
•Several financial measures are used in this presentation and should
not be considered in isolation from, or as a substitute for, the
information provided in STU’s financial statements available at
www.steelandtube.co.nz.
•STU and its related companies and their respective directors,
employees and representatives make no representation or warranty
of any nature (including as to accuracy or completeness) in respect
of this presentation and will have no liability (including for
negligence) for any errors in or omissions from, or for any loss
(whether foreseeable or not) arising in connection with the use of or
reliance on, information in this presentation.
Disclaimer
---
STEEL & TUBE HOLDINGS LIMITED
2025
ANNUAL
REPORT
TO MAKE
LIFE EASIER
FOR OUR
CUSTOMERS
Dear shareholders
On behalf of the board, we are pleased to present Steel & Tube’s Annual Report
for the year ended 30 June 2025 (FY25). This report demonstrates how we have
delivered on our purpose and advanced our strategic priorities over the past year.
In a challenging economy and trading environment, our team remained focussed
on what matters most – making life easier for our customers. As one of New
Zealand’s leading steel solutions providers, we’ve continued to support our
customers, grown our business and offering, strengthened our foundations,
and positioned our business to succeed as market conditions improve.
This report was approved by the Board on 24 August 2025.
Mark Malpass - Chief Executive OfficerSusan Paterson - Chair
Our Purpose
Our Business
About Us 4
Our Strategic Roadmap 6
FY25 Review
FY25 at a Glance 8
Chair and CEO’s Report 10
Business Performance 15
Distribution 16
Reinforcing 18
Rollforming 19
Galvanizing 20
What Matters
Customer First 23
Creating a Successful and Resilient Business 24
Committed to Health, Safety, Quality
and Environment 26
A Winning Team and Positive Community Impact 28
Board and Leadership 32
Corporate Governance Report 36
Financials and
Other Disclosures
Financial Measures 47
5 Year Financial Performance 48
Consolidated Financial Statements 50
Notes to the Consolidated Financial Statements 56
Independent Auditor’s Report 89
Remuneration 94
Disclosures 98
Shareholder Information 101
Directory & Glossary 102
This Annual Report and Financial Statements of Steel & Tube Holdings
Limited are prepared in accordance with the New Zealand International
Financial Reporting Standards, NZX Listing Rules and Corporate
Governance Code and Companies Act 1993. The Annual Report contains
certain forward-looking statements with respect to the Company’s
financial position and operational results. This involves a degree of risk and
uncertainty because they relate to events and depend on circumstances
that may or may not occur in the future. Because of this uncertainty, all
forward-looking statements have not been reviewed or reported on by
our auditor. Due to rounding, numbers presented throughout the financial
statements may not add up precisely to the totals provided.
CONTENTS
3Steel & Tube Annual Report 2025
~13,000
ACTIVE CUSTOMERS
6,690
SHAREHOLDERS
118
KGCO
2
E/TONNE SOLD
2
~900
TEAM MEMBERS
1
4
3.5
SAFETY TRIFR
4
35
NATIONWIDE SITES
42
CUSTOMER NPS
3
32
EMPLOYEE NPS
3
OUR
BUSINESS
Our stable of best-in-class businesses are
some of this country’s leading steel suppliers.
We offer New Zealand’s most comprehensive
range of steel products, services and solutions
and are continuing to grow, by adding high-
value offerings for our customers.
With expertise across various sectors, we
provide our customers with a wide array of
products and solutions to meet their unique
steel requirements. Serving customers through
our nationwide network and online platform,
we support them in delivering successful
projects and achieving better outcomes.
Our competitive edge lies in our ability to
cross-sell our comprehensive product range,
leveraging our national reach and diverse
offerings across multiple industries.
We source, process, and distribute a wide
range of steel and metal products, including
fastenings, fire reticulation, rigging, stainless
steel, aluminium, engineering steel, and
processed plates and sheets. We also offer
custom steel solutions for projects such as
roofing, ComFlor decking, and reinforcing.
This year, we’ve added market leading
galvanizing services to our offer.
At the heart of our success are our people –
passionate, innovative, capable and deeply
proud of what we do.
1DUNEDIN
1TIMARU
1
PALMERSTON NORTH
1NEW PLYMOUTH
2INVERCARGILL
1NELSON
5WELLINGTON
9
AUCKLAND
HAWKES BAY
4
5
TAURANGA
HAMILTON
3CHRISTCHURCH
1
WHANGAREI
1
1
Estimated as at 1 September 2025 (includes Perry Metal Protection – 100 team members and 6 sites).
Excludes vacancies and contractors
2
Includes all material emissions under Scope 1 and 2, with Scope 3, except purchased goods and
services and employee commute. Emissions kgCO2e per tonne excludes acquisitions during the year
3
Net Promoter Score. Customer NPS is calculated based on 3 months rolling average
4
TRIFR: Employee Total Recordable Injury Frequency Rate
Steel & Tube is a proud New Zealand business and a leader
in the steel solutions market.
5
+
Best-in-class customer
experience
+
Cross sell products and
services
+
Accelerate shift to
digital sales
+
Drive gross margin
$/tonne
+
Operating efficiency
+
High value products,
diversified materials and
value-added services
+
Diversify customer
segments and build
scale
+
Primary focus is on
organic investment and
M&A in directly adjacent
sectors
CORE STRENGTH
We’re harnessing our strong foundations to deliver outstanding
customer experiences, operational excellence and sustained financial
performance.
With a broad product range, nationwide reach, leading digital capabilities
and a skilled team, we’re positioned to be New Zealand’s steel solutions
partner of choice.
Sustainability is core to our journey – shaping our actions through
environmental responsibility, ethical sourcing and a focus on reducing
our carbon footprint.
OUR
STRATEGY
Our strategy is grounded in purpose and powered by
action – building a diversified and resilient business
while capitalising on new avenues of growth.
GROWTH OF HIGH
VALUE PRODUCTS
AND SERVICES
We’re growing our business by expanding our offering and investing
in innovative products and services that deliver real value to our
customers.
While organic growth remains our preferred focus, we’re open to
exploring strategic opportunities in adjacent sectors, where they align
with our vision and create meaningful synergies.
By harnessing our deep industry expertise, strong customer
relationships and market insight, we’ll continue to identify and
seize the opportunities that drive sustainable growth.
Steel & Tube Annual Report 20256
STRATEGIC GOALS
CUSTOMER
Preferred supplier for
steel solutions and
products
SHAREHOLDER
Deliver increasing value
and returns for our
shareholders
GROWTH
Increase value through
organic growth and
M&A
SUSTAINABILITY
Positive outcomes for our
business, our people, our
communities and our planet
OUR STRATEGIC
ROADMAP
WHAT MATTERS
Customer First
Creating a
Successful and
Resilient Business
Committed to Health,
Safety, Quality and
Environment
A Winning Team
and Positive
Community Impact
TO MAKE LIFE EASIER
FOR OUR CUSTOMERS
OUR PURPOSE
We Are Brave
OUR VALUES
We Have RespectWe Care
N PAT/N L AT
-$24.4m
FY24 $2.6m
NET DEBT/CASH
-$36.3m
FY24 $8.7m
NORMALISED OPEX
$69.9m
FY24 $70.1m
NORMALISED EBITDA ¹
$2.1m
FY24 $35.8m
NET OPERATING CASH FLOWS
$10.4m
FY24 $42.2m
Gross Margin $/Tonne
799
621
901
688
850
FY25
FY24
FY23
FY22
FY21
Volume (Tonnes 000s)
FY25
FY24
FY23
FY22
FY21
102
116
146
167
158
FY25
FY24
FY23
FY22
FY21
Revenue ($m)
479
385
589
599
481
PRODUCT MARGIN %
28.1%
FY24: 29.8%
REVENUE
$385.4m
F Y 24 $ 479.1m
VOLUME
101.7kt
FY24 115.5Kt
RESULTS AT
A GLANCE
NORMALISED EBIT¹
-$21.4m
FY24 $14.5m
INVENTORY
$113.6m
FY24 $121.3m
1
Normalised EBITDA and Normalised EBIT have been adjusted to exclude non-trading adjustments of $(4.6)m. More details and reconciliation on page 47
8
Significant M&A
Acquisition of Perry
Metal Protection, Perry
Grating and Waikato Sand
Blasting – adding new
market leading services
to Steel & Tube’s offer
New Products
Launched QBT450
– a modern wide-
tray roofing
profile
Aluminium
Growth
Continuing to expand
range in response
to positive customer
demand
Focus On
Efficiency
New Auckland
warehousing project
completed, delivering
increased efficiency and
high DIFOTIS scores
Winning On
Relationships
Proven execution and
partnership approach
driving project wins
Right Sized
Teams
Right sized teams
to match demand;
investing in capability
in areas that matter
Last Mile
Added 13 trucks (total
of 33), providing more
control over last mile
service, delivery and
efficiency
Extended
Reach
Expanded Kiwi Pipe &
Fittings offering into the
South Island
Invested &
Upgraded
Acquired new rollforming
machine in Christchurch;
and new purlin machine
and folder in Auckland
Customer
Satisfaction
Customer satisfaction
NPS 42, above industry
average of 32
Steel & Tube Annual Report 20259
TĒNĀ KOUTOU
In what has been the most
challenging economy since
the pandemic and the early
1990s, Steel & Tube has
focussed on controlling costs
and making life easier for our
customers. We operate in a
highly cyclical industry, making
demand particularly sensitive
to changes in the economy.
However, through disciplined
execution of our strategy and
the commitment of our team,
we’ve continued to deliver for
our customers.
CHAIR
AND CEO’S
REPORT
It is the quality of our people and the excellent service they
deliver that differentiates us in the market. That has never
been more evident than during the challenges of the past
year. Their commitment, adaptability and professionalism
has shown across the company, in what has been a difficult
environment.
FY25 has reinforced our readiness for the eventual upswing.
We have a cost efficient and streamlined business, strong
operating leverage, broad sector diversity and a solid
market position as a trusted supplier with competitive
scale and longstanding customer relationships. We are
in a strong position to capitalise quickly and effectively
when demand recovers.
High Value Growth
Our dual pathway strategy continues to direct our actions
and deliver results. Not only have we continued to
strengthen our core, but we have invested in both organic
and acquisitive growth over FY25 – further expanding our
leading range of steel solutions and businesses.
The acquisition of Perry Metal Protection – a market leader
in galvanizing services – was a highlight for the year and
reinforces our position as a leader in the steel solutions
sector. Integration of Perry’s into the group is now mostly
complete and already we are seeing benefits, ranging
from cross-selling to operational synergies. While it is still
early days, the results to date have exceeded our business
case expectations.
Steel & Tube Annual Report 202510
Susan Paterson
Chair
Mark Malpass
Chief Executive Officer
In a very challenging trading environment,
we have continued to execute on our strategy
– strengthening our core, delivering for
customers, and fast-tracking scale through
M&A. We are well positioned to capitalise
on our expanded offer and strong operating
leverage as the economy improves.
“
“
Steel & Tube Annual Report 202511
The Perry’s acquisition is a great demonstration of our
strategy in action as we look to grow our business.
Acquisitions fast-track scale for us, unlocking operating
leverage and complementing organic growth. We have a
disciplined gated approach to growth investment and every
potential acquisition is robustly tested before we decide
to proceed.
During the year, we also expanded our range of aluminium
products in response to customer demand, extended
the reach of Kiwi Pipe & Fittings into the South Island and
launched QBT450, our first new roofing profile to market
in many years. We have also expanded our inhouse fleet,
providing more control over last mile service, delivery
and efficiency.
Strengthening the Core
The focus on our core fundamentals – best-in-class
customer experience, cost discipline and efficiency –
has served us well. We are increasingly being selected as
a preferred provider as we support our customers with
value-added services while maintaining the quality and
delivery reliability they rely on. By deepening relationships
with existing customers and cross-selling across our
product range, we’re growing our share of wallet.
Our operating leverage has improved even further as we’ve
focussed on costs and efficiency. This will drive margin
expansion and profit growth when demand returns.
The expansion of our product ranges will provide further
profitable scale and we are well positioned to capitalise on
this as the market recovers.
Trading Conditions
Steel & Tube has broad sector diversity with revenue
predominantly generated from the manufacturing,
construction and infrastructure sectors. Despite hopes
for 2025, the economic recovery so far has been muted.
The high interest rate environment (although now easing),
international uncertainty, limited Government spending on
infrastructure and social housing, reduced housing demand
and job losses, have affected the construction markets and
business investment confidence. Manufacturing, which
was showing positive signs, has also recently contracted.
Infrastructure projects are long term in nature and while
there has been some positive sentiment, it has yet to
translate into demand for steel. Conversely, the agricultural
sector, which is an important market for Steel & Tube, has
been a standout over the year, supporting the economy
by driving rural incomes, job creation and sector-related
manufacturing.
Construction activity has started to stabilise after an
extended period of decline and, with around half of all
fixed rate mortgages coming up for renewal in the next
six months, lower interest rates should benefit disposable
income and housing demand. Improved funding conditions
and business confidence will also stimulate commercial
construction activity and sentiment is lifting with the
Government's commitment to starting $6b of infrastructure
projects pre-Christmas 2025.
Steel & Tube is well positioned to capitalise on a broad
cyclical recovery, with strong operating leverage.
The long term economic drivers and trends for our
business are positive and indicate a long and robust
pipeline of demand for steel products and solutions.
Financial Performance
The challenging economic backdrop and its impact on
demand for steel affected volumes, revenue and average
selling price in FY25. Volumes were down 12% year on year
with sales revenue down 20% to $385.4m as product mix
and competitor activity put pressure on selling prices.
We started to see some activity lift in 2H25, with upwards
momentum in revenue and tonnes per trading day.
We remain focussed on driving sales and positioning
Steel & Tube to win in the market through customer
service excellence and value add.
Volume and pricing impacts were reflected in a decrease
in earnings. Normalised EBITDA remained positive at
$2.1m although was down year on year. Including non-
trading adjustments of $(4.6)m, EBITDA was $(2.5)m,
with EBIT of $(26.0)m. The group reported a net loss
after tax of $(24.4)m.
Gross margin remains a priority and the strategic focus on
higher value products and services, pricing discipline, cost
control, and lowering cost to serve will provide leverage
upside when activity returns. Product margins were 28.1%
(FY24: 29.8%) and gross margins were 18.1% (FY24: 21.7%).
Margin recovery is expected as volumes rebound and
capacity is better utilised.
The continued cost out programme delivered
approximately $7m in annualised direct and operating
expense savings in FY25 (FY24: ~$5m), more than offsetting
inflationary pressure. Cost initiatives have been focussed
on back-office functions, efficiencies and tight control of
discretionary spending.
Inventory continues to be managed prudently to ensure
best use of working capital, with year end inventory of
$113.6m which includes $5.9m related to the new galvanizing
business (FY24: $121.3m).
Steel2&2Tube Annual Report 202512
Steel & Tube’s long term balance sheet strength has enabled
investment in recent growth initiatives, with bank facilities
utilised for M&A. Net debt was $36.3m as at 30 June 2025
which included $30m for the Perry’s acquisition.
In light of the challenging economic environment, the board
has made the prudent decision not to declare a dividend,
reflecting our careful stewardship of funds and commitment
to preserving financial strength for long-term growth.
Building a Sustainable Business
At Steel & Tube, our commitment runs deeper than
just business – it’s about building something lasting,
resilient and sustainable that creates value not just for
our shareholders, but for all our stakeholders. We put our
customers, our people and their wellbeing at the heart
of everything we do, nurturing a culture where health,
safety and quality are non-negotiable.
In the face of ongoing economic pressure, we’ve had to
make difficult choices to ensure the long-term health of the
business, including the reduction of roles. These decisions
have been made with the future in mind, but not without
recognising the real impact they have on people today.
We want to acknowledge and thank those team members
who have left us for their dedication and hard work.
As governors of the company, we are committed to
modelling the values that matter. The board and CEO have,
therefore, voluntarily taken a temporary 20% reduction in
fees and salary. The leadership team has also agreed to a
temporary pay freeze. If we are asking our people to cut
back, it’s only right that we do so too.
We are supportive of New Zealand’s net-zero ambitions by
2050 and are focussed on those things that we can control,
from the transport emissions of our fleet to energy use and
the reduction of waste produced during manufacturing in
our plants. This is a journey for us and we continually look
at how we can improve and do business smarter and better.
Steel & Tube is a climate reporting entity and our Climate
Related Disclosures report will be released by the end of
October
2025. This will be available at: steelandtube.co.nz/
sustainability#disclosures.
Outlook
We are very confident in Steel & Tube’s ability to capitalise
on increasing demand as the economy improves. However,
we are conscious of the uncertainty in the current
environment.
While there are some modest improvement to activity,
we expect headwinds to remain until early 2026, at which
time, we expect to see some easing as the benefits of
lower interest rates take effect and stimulate confidence,
spending and investment. The Government has advised
that billions of dollars in Government-backed construction
projects are set to get underway across New Zealand before
the end of the year, and we are actively working to secure
contracts for this work.
We believe that we are well positioned to navigate the
current economic cycle and positioned for growth,
with strong foundations, balance sheet strength and a
committed team. We will continue to focus on our strategy
and delivering for our customers.
We would like to thank our staff for their efforts, our
suppliers and business partners for their support, as well
as our shareholders for their trust and commitment.
Susan Paterson Mark Malpass
Chair Chief Executive Officer
Steel & Tube Annual Report 202513
THE YOPP
HOUSE
Where Award Winning Creativity Meets Performance
Nestled near the shores of Lower Hutt and
overlooking the expansive Point Howard, the
Yopp house blends curiosity with functionality
beautifully.
Designed by Craig & Coltart Architects, this
award winning project adapted the original
small cottage the owner fell in love with and
repurposed it into a modern, creative space that
is low maintenance and fit for the severe marine
environment for decades to come. Harsh coastal
environments with plenty of salt exposure called
for careful material selection with precoated
aluminium specified to ensure a long-lasting
finish against the harsh coastal conditions.
Steel & Tube’s QBT450 roofing profile was the
answer and was also used to clad the walls
that melded the extension to the roof of the
existing cottage.
“QBT450 is every architect’s dream – a profile
that is beautiful to look at, offers a drier and
healthier home, and simplifies installation in
comparison
to traditional standing seam profiles.
It is where
great design meets performance,
which complements this beautiful home and
its design brief.”
Photography: Yao Liu (top), Paul McCredie (bottom)
Steel & Tube Annual Report 202514
Distribution
Carbon Products / Stainless Steel / Aluminium / Fire Pipe & Fittings / Rural Products / Fasteners / Chain & Rigging
Products sourced from preferred steel mills and distributed through our national network
826
653
852
Revenue ($m)
FY25
FY24
FY23
Gross Margin $/Tonne
FY25
FY24
FY23
228.9
276.9
356.3
Processing
Roofing / Coil Processing / Purlins / ComFlor / CFDL / Reinforcing / Mesh / Galvanizing / Grating / Sandblasting
Products processed before sale, typically on a contract or project basis, including onsite installation service
Revenue ($m)
FY25
FY24
FY23
Gross Margin $/Tonne
FY25
FY24
FY23
1,010
775
913
202.3
156.5
232.8
BUSINESS
PERFORMANCE
Steel & Tube operates divisions which comprise high quality brands,
products and services. Together, these provide our customers with
a one-stop steel solution from the ground up.
Steel&Tube Annual Report 202515
DISTRIBUTION
We source products in bulk from preferred qualified steel mills and
suppliers and then distribute in smaller quantities to more than 13,000
active customers through our national network.
Demand remained subdued for much of the year, although with
encouraging signs of growth starting to emerge in 2H25 – driven by
strong momentum in provincial markets with an agriculture and rural led
economic recovery. This was seen across our customer base including
building and manufacturing. Major cities in the North Island, however,
continue to lag behind.
We continue to leverage our strengths – our broad product range,
national reach, great service, product expertise and floor to roof one stop
solutions – making it easy for customers to source all their steel needs.
Customer satisfaction remains high and we continue to cross sell our
portfolio and win new customers and business.
We have invested in new and expanded product ranges resulting in
significant growth in Aluminium. Stainless steel, Kiwi fire products and
chain & rigging all continue to out perform other product categories.
We have also invested in our teams, including our product management
and regional leadership teams. Productivity has been a focus and roles
have reduced approximately 15% as we have driven better efficiency from
digitisation, people and systems.
Looking forward
Encouragingly, we are seeing more enquiries for quotes and tenders
and are cautiously optimistic that FY26 will be a stronger year. Our team
continues to win new customers, with several larger building projects in
the pipeline and due to commence in FY26.
+
David Welsh joined as new GM
Distribution in February 2025
+
Aluminium sales up 20% year on year,
further expanded range of products
+
Extended reach of Kiwi Pipe & Fittings
(fire reticulation) into the South Island,
now with a strong presence across the
country
+
Chain & Rigging continues to perform
well with strong customer confidence
in Steel & Tube’s onsite mobile service
+
Strengthened the Product
Management team and developed
new regional leadership structure
+
Introduced new seismic bracing
solution in the building services
market
Our Distribution business is broad, with New Zealand’s most extensive
range of steel products, from fasteners to products used in building services
like HVAC and fire suppression systems, to structural steel, stainless steel
and aluminium used in all types of manufacturing.
General Manager, David Welsh
16
For over three decades, Steel & Tube
has worked with ENI Manufacturing,
supplying a wide range of steel
solutions from aluminium and stainless
steel to a range of fastenings.
ENI Manufacturing delivers high-quality,
innovative metal fabrication solutions
for a broad range of discerning clients,
with work including architectural
facades, urban revitalisation, energy
sector infrastructure, outdoor shelters
and street furniture.
“At ENI Manufacturing, we’re not just
about cutting-edge technology, we’re
about relationships. For over 30 years,
our partnership with Steel & Tube has
helped us bring countless projects
to life, like our Shelters in Palmerston
North.” John Down, Director and
Founder, ENI Manufacturing.
At Steel & Tube, we’re
proud to support
innovative New Zealand
companies with their
steel needs.
Steel & Tube Annual Report 202517
Excess market supply in a low demand environment has seen pressure
on pricing, however we continue to win on relationships, expertise and
a reputation of outstanding project delivery. We have been successful in
securing multiple projects under one contract as we focussed on cross
selling across our broad range of steel solutions and making life easier for
our customers.
Specifiers are increasingly returning to reinforced concrete, as cost-
effectiveness and performance take priority over more expensive,
non-essential alternatives. At the same time, we continue to support
clients seeking sustainable outcomes or certifications by supplying low
embodied carbon steel solutions.
We completed a number of large projects over the year, such as the
Waikato Theatre, and while central Government activity stalled, we
expect these projects to come back online in FY26.
Looking forward
Reinforcing is utilised at the start of the construction process and we
are the supplier for a number of large projects commencing in FY26.
We expect to see more projects progress to construction rather than
the repricing cycle seen in FY25, and we are well positioned in the
market for these.
+
Increasingly delivering multiple
steel solutions to one project,
in line with our goal to make life
easier for our customers
+
Awarded multiple new projects
in FY26, including seismic
strengthening, commercial
construction and work in the
energy sector
+
3D modelling is now embedded
in the customer process, and
provides a strong point of
difference
+
Delivering low embodied carbon
steel to meet client demand
+
Successful transition to new
software platform, boosting
productivity and enhancing
collaboration
REINFORCING
General Manager, Peter Ensor
The reinforcing business supplies reinforcing steel, mesh
and ComFlor (a leading composite steel decking product).
CFDL is the home of ComFlor composite steel decking, providing
sales, technical advice and specialised installation services.
18
The significant slowdown in residential and commercial construction
impacted demand and drove increasing price competition in FY25.
Steel & Tube has remained disciplined in how we price for jobs and we
continue to win business based on quality and customer service.
A focus this year has been strengthening our specifications and technical
teams, who provide a critical role in planning and winning jobs.
In addition, we have invested in new rollforming machinery in
Christchurch, as well as a new state of the art purlin line and a flashing
folder that offers leading automation, quality and flexibility, both based
in Auckland.
The launch of QBT450 – a modern wide-tray roofing profile – has proven
to be very popular amongst architects and designers with a number of
installations already underway.
We currently manufacture roofing and cladding in six different
locations and are assessing opportunities to expand into other strategic
geographical areas, as well as looking to increase our commercial range.
Looking forward
Our focus for FY26 is to capitalise on activity as it returns, particularly in
the commercial sector. Demand for purlins is expected to grow ahead of
roofing, which is at the end of the construction process.
ROLLFORMING
+
Successful launch of new roofing
profile, QBT450, adding a unique
offering to the market
+
Investment in new equipment
will benefit productivity –
increased automation, faster
turnaround and increased
volumes
+
New purlin line in Auckland to
be commissioned in 1Q26 –
providing increased volume and
reduced lead times
+
Investment in strengthened
specifications and technical
teams – along with a continued
focus on customer-centricity
programme
General Manager, Peter Reiber
The rollforming business comprises roofing and
cladding, coil and purlins, and the manufacture
of ComFlor composite steel decking.
19
National Manager, Steve Halse
Perry Metal Protection – Perry's – is New Zealand's market leader in hot
dip galvanizing, a process that coats black steel in molten zinc to prevent
rust and corrosion. The result is steel that can last up to seven times
longer, even in the toughest conditions.
Steel & Tube and Perry’s have highly aligned customer bases, creating
cross selling and growth opportunities. For our customers, this means
a broader offering from a trusted partner.
Trading conditions over the past year have been very soft across the
board, driving increased competition. We remain focussed on service,
quality and supporting our customers through the tougher times.
This has been reflected in our continuing leadership and market share
position.
Our sandblasting and paint business has been bucking the trend, with
good volumes in the past few months. Historically, this has been an
indicator of a potential pickup in galvanizing activity to come.
Looking Forward
Our customers are expecting a gradual return to normal over the coming
12 months. In addition, the Government investment into infrastructure
gives us some confidence, as much of this work requires galvanizing.
+
Market leader in hot dip
galvanizing in the New Zealand
market
+
Acquired May 2025 for $46.4m
+
Focus on integration into the
Steel & Tube group
+
First 3 months' performance is
ahead of expectations
+
Perry Metal Protection recertified
for ISO 9001 in late 2024 – the
only galvanizer in New Zealand to
hold this quality accreditation
GALVANIZING
Perry Metal Protection, alongside smaller
grating and sandblasting operations, joined
the Steel & Tube group in May this year.
20
Building stronger, longer lasting structures
For more than a decade, Aintree has turned to Perry Metal
Protection as its trusted partner for hot dip galvanizing.
As industrial property developers, Aintree depends on
proven materials and finishes to meet the demands of their
customers. Perry’s galvanizing service plays a vital role in
protecting exposed structures, providing the durability,
corrosion resistance and quality finish their projects require.
One standout project is the outdoor canopy at Freight Direct
in Drury, a 3,817 square metre structure which used more than
68,000kg of hot dip galvanised steel. The result – consistent
quality, reliable turnaround and a structure built to last.
This enduring partnership is driven by trust, exceptional
service and a shared commitment to creating results that
stand the test of time.
Steel & Tube Annual Report 202521
W H AT
M AT T E R S
CUSTOMER
FIRST
Providing a one stop shop
for the most essential steel
products, and making it
easier for our customers to
do business with us
+
Customer satisfaction
and service
CREATING A
SUCCESSFUL
& RESILIENT
BUSINESS
Always looking for ways to
work smarter, and using
technology and great
thinking to pull it all together
and enable a better business
+
Resilient supply chain
+
Digital innovation
+
Financial performance
+
Good governance
A WINNING
TEAM & POSITIVE
COMMUNITY
IMPACT
Building one great team
across Steel & Tube
+
Human capital management
+
Culture and wellbeing
+
Diversity, equity and inclusion
+
Community engagement
COMMITTED TO
HEALTH, SAFETY,
QUALITY &
ENVIRONMENT
Operating at the highest
levels to de-risk our
business
+
Health & Safety
+
Climate change, emissions and
environment
+
Product life cycle and circularity
Our goal is clear: to maximise steel’s contribution to a sustainable and low
emissions society, whilst continuing to grow our business and deliver value
to our shareholders.
We recognise that our achievements extend beyond
financial performance alone. Our aim is to operate our
business in a way that is positive for our people, our
customers and our planet while being financially rewarding
for our shareholders.
We have a values driven culture which provides the
foundation for how we operate our business, manage risk,
generate value and deliver on our ESG goals.
While we had an increased focus on environmental
sustainability this year, due to the introduction of the
Aotearoa New Zealand Climate Standards, we have also
continued to support our people and build a sustainable
business.
Our actions are focussed around our four pillars, shown
below. You can read more on our actions in each of these
areas on the following pages, as well as in our Governance
Report on pages 36 to 46.
Steel & Tube Annual Report 202522
In a competitive market, we know that consistent service
and quality drive loyalty. Whether through our webshop,
in our branches or when collaborating on large projects
with our team, our focus remains squarely on making it
easier for customers to do business with Steel & Tube.
Customer satisfaction remains a core measure for us,
and despite tougher conditions, our NPS customer
satisfaction score has held steady in line with historical
averages.
As customers become increasingly discerning in their
capital investments, our ability to execute with precision
is a key differentiator. Our Major Projects team provides
dedicated oversight of large-scale projects from tender
through to completion.
Technology and data insights continue to play a critical
role in optimising the customer experience – improving
pricing accuracy, supply chain efficiency and inventory
management while reducing the cost to serve.
By introducing higher-value products and services, we’re
also deepening relationships with existing customers
and expanding our share of their steel and metals
requirements.
With a national sales team of over 100 professionals,
we’re focussed on building strong relationships and
growing our business alongside our customers.
CUSTOMER
FIRST
Providing a one stop shop for the most
essential steel products and making
it easier for our customers to do
business with us.
Steel & Tube Annual Report 202523
Always looking for ways to work smarter, and using technology and great
thinking to pull it all together and enable a better business.
Robust Supply Chain
General Manager, Sam Reindler
In FY25, with continued soft market conditions, we
maintained a strong focus on cost efficiency, supply chain
resilience and service delivery. We actively managed
inventory to align with demand and leveraged our
international freight forwarder to improve stock control
and availability, reduce costs and increase traceability.
The completion of the palletised warehouse project
delivered clear benefits – boosting palletised capacity,
significantly enhancing customer service and enabling more
efficient last-mile and line haul deliveries. Our specialist
freight fleet, strengthened through the Roadex acquisition
in FY24, continues to improve last-mile performance and
customer experience, with further expansion underway in
Auckland and other regions.
We enhanced our procurement and distribution operations
by establishing a centralised team and implemented
Netstock, an advanced inventory management system to
optimise inventory availability across our network.
We’ve deepened relationships with key suppliers to drive
cost and reliability benefits and continued optimising freight
routes to improve delivery speed and overall customer
experience.
Our supplier relationships span New Zealand, Asia and
Europe and are very important to us. They undergo regular
third-party audits to ensure our values and quality standards
are consistently met. Strategic supply partners are audited
on health and safety, environmental policy and other key
benchmarks. New suppliers also go through a thorough
prequalification process, including product testing and mill
audits, to ensure quality before joining our network.
Looking ahead, we will build on our momentum – focussed
on ensuring product availability, high service levels, and
efficient national delivery, including more direct shipments
to the South Island in response to Cook Strait ferry capacity
uncertainty over the next three years. Our hub-and-spoke
model positions us well to meet customer needs faster and
more cost-effectively nationwide, a real strength for the
New Zealand industry.
Digital Innovation
Chief Digital Officer, Raffaella del Prete
Technology continues to be a key enabler of efficiency,
customer experience and operational performance.
In FY25, we remained focussed on our digital strategy while
reducing costs and expanding capability across the business.
We brought our IT service desk in-house, delivering strong
cost savings, improved internal support and greater
responsiveness. Internal capability has grown through a
shift from contractors to permanent roles and smarter
vendor mix.
We have implemented a solid foundation in the cloud,
enhancing infrastructure security, agility and scalability.
This supports future automation and AI adoption.
We expanded our use of AI, including piloting Vision AI
cameras for proactive health and safety monitoring, and
introduced driver cameras to help manage driver fatigue
and distraction. We have also introduced several cloud-
based SaaS platforms including for Reinforcing project
management, IT service management and inventory
forecasting.
Looking ahead to FY26, we’ll continue advancing digital
solutions across ecommerce, product information
management and shared services.
CREATING A
SUCCESSFUL
AND RESILIENT
BUSINESS
Steel & Tube Annual Report 202524
ADJUST PHOTO SO IT ISN'T WARPED
25
Operating at the highest levels to de-risk our business.
Health and Safety
General Manager, Damian Miller
Steel & Tube continues to embed health, safety and
wellbeing into its culture and values. We have a steadfast
commitment to ensuring every team member goes home
safe, every day. Our people are engaged with our safety
programme and are important contributors to keeping our
whole team safe and well.
We operate under a comprehensive Integrated
Management System that is certified to international
standards in quality, occupational health and safety and
environment. This triple ISO certification demonstrates our
commitment to these priority areas and ensures a robust
approach to risk management.
This year, we strengthened safety leadership and critical risk
management through initiatives such as enhanced safety
conversations, expanded Health & Safety Representative
training, and director and site-led bowtie risk reviews.
Machine safety was improved with upgraded guarding,
Lockout Tagout standardisation and an AI-based CCTV
pilot to support safer work practices. We also launched a
digital contractor onboarding system to streamline safety
compliance.
Our ACC Accredited Employer status and IANZ laboratory
accreditation were upheld, alongside continued compliance
with SCNZ charters and the Tōtika prequalification standard.
Following the acquisition of Perry Metal Protection, we are
now integrating Steel & Tube’s quality, health, safety and
environmental practices across the business, strengthening
what’s already a solid base.
Product Quality
One of Steel & Tube’s strengths is the quality and durability
of our products. We source our steel from independently
audited and verified steel mills and have a rigorous
testing and compliance programme. Our IANZ-accredited
reinforcing steel testing laboratory certifies that our
products comply with the New Zealand reinforcing
steel standard.
Over the last year, we continued to strengthen our product
traceability systems to support compliance, quality
assurance, and customer confidence. Leveraging our
ISO 9001 certification and IANZ-accredited laboratories,
we enhanced data integrity across the supply chain –
particularly in high-risk categories such as reinforcing
and structural steel. Improvements to digital tracking and
internal audit processes have further aligned traceability
outcomes with regulatory and customer expectations,
reinforcing Steel & Tube’s reputation for reliability and
transparency.
In April 2025, MBIE released changes to the regulation of
building products, marking the first step in expanding the
range of international products available in New Zealand.
New Zealand already operates an open market for imported
steel, provided products meet Australia/New Zealand
standards. We anticipate that the Building (Overseas
Building Products, Standards, and Certification Schemes)
Amendment Act 2025 will further increase the scope for
new products, helping us meet evolving project demands
with innovative solutions. Steel & Tube has stringent quality
protocols, and any new product would need to align with
our robust quality assurance framework.
COMMITTED TO
HEALTH, SAFETY,
QUALITY AND
ENVIRONMENT
Steel & Tube Annual Report 202526
Climate change, emissions and
environment
Group Sustainability Manager, Courtney Fraser
At Steel & Tube, sustainability is not just a goal, it’s an
ongoing commitment that we weave across our operations.
We continue to support New Zealand’s net-zero emissions
target by 2050 and are actively working to reduce our
environmental impact and promote sustainable practices
in our sector.
Our focus is on areas where we can make the greatest
impact. For our value chain and core business, this includes
reducing transport emissions and increasing fleet efficiency,
reducing electricity and gas consumption, and minimising
waste generated during manufacturing. We take a regional
based approach to look for opportunities for waste
diversion and collaboration.
Steel & Tube is well positioned to respond to risks and
opportunities as New Zealand transitions to a lower
emissions economy. We are conscious of the emissions
associated with steel making, and we continue to expand
our product range to include low-carbon steel options
whilst continuing to monitor emerging technologies in
the sector.
Collaboration is key to driving meaningful change. We are
proud to contribute to sector wide initiatives such as the
Sustainable Steel Council’s Roadmap to Net Carbon Zero,
developed in partnership with Thinkstep-anz. Together
with our industry peers, we believe Aotearoa is entering
an exciting era of sustainable steel – a future defined by
innovation, partnership and shared responsibility.
Product life cycle and circularity
Steel remains one of the world’s most essential and
sustainable building products – with global advances in
recycled steel production, steel's embodied carbon can
now be cut by up to 70%. Undeniably durable, endlessly
reusable and the most recycled product on earth, steel
is truly circular and a continuing transition to a circular
economy is a critical part of the decarbonisation puzzle.
Our recent acquisition – Perry Metal Protection – further
reinforces our commitment to circularity. Processes like
galvanizing can extend the lifespan of steel by up to seven
times, significantly reducing the need for replacement and
conserving valuable resources. This value-add service has
increased our ability to deliver long-lasting, sustainable
solutions to our customers.
Extending the life of steel structures is central to circular
design. The longer a structure lasts, the more value is
extracted from the resources used to build, operate, and
maintain it. Opportunities for reuse at end-of-life are also
expanding, with steel components increasingly being
repurposed in new structures – without loss of quality
and with minimal processing required.
Green steel
Green steel is a key part of global decarbonisation and
we recognise our role in supporting the shift to low-
emission steelmaking. Where requested, our procurement
strategy includes sourcing from suppliers investing in
sustainable technologies like renewable energy and electric
arc furnaces. By doing this, we contribute to meaningful
change in the sector. Our procurement prioritises steel with
lower Global Warming Potential (GWP) and favours mills
committed to transparency through Environmental Product
Declarations and Direct Reduced Iron–Electric Arc Furnace
(DRI-EAF) methods.
We are especially pleased to support the upcoming
commissioning of New Zealand Steel's electric arc furnace
(EAF), which will mark a major milestone in reducing the life
cycle emissions of domestically produced steel. Powered
by renewable energy and designed to recycle more scrap
metal, the EAF will provide businesses like Steel & Tube with
access to locally made, low-carbon steel – supporting our
journey toward a more circular and sustainable future.
COMMITTED TO
HEALTH, SAFETY,
QUALITY AND
ENVIRONMENT
Steel & Tube Annual Report 202527
Building One Great Team Across Steel & Tube
General Manager Team & Customer Experience, Anna Morris
FY25 was a year of change and opportunity, with a strong
focus on bringing our people together, supporting
development and embedding a culture of care and
performance in a challenging trading environment.
A key highlight was the successful acquisition and
integration of Perry Metal Protection. Cultural alignment
was part of our due diligence and acquisition process.
We’re proud of how both businesses have come together,
understanding Perry Metal Protection’s legacy values and
how they find a place in Steel & Tube – either directly or in
our purpose.
Our people remain central to our performance and future
success. In a year that included significant restructuring
and reorganisation, we worked to minimise the impact on
our people while ensuring the business was appropriately
sized for market conditions. We actively utilised voluntary
resignations as a way of redesigning our teams, and
redeployed people across business units to reduce costs
and minimise redundancies while developing new skills
and providing new opportunities.
We continued to invest in development at all levels.
We carried out frontline training for team members in
sales and service, expanded leadership pathways through
lateral moves into new functions, and ran practical in-house
workshops such as “Finance for Non-Finance Leaders” with
highly regarded lecturers. We have supported executives
through MBAs and Institute of Director courses and have
capitalised on the high performance sports coaching
skills of team members to run sessions on coaching for
performance.
We also fostered a culture of inclusion and wellbeing
through initiatives like Pink Shirt Day, MATES in
Construction, and our mental health fundraising events.
Across the wider group, our Kaapuia team continues to
strengthen cultural inclusion – supporting Māori health
initiatives, celebrating Matariki and enabling sites to adopt
bilingual signage.
Steel & Tube has a diverse workforce, representing 36
different ethnicities. English is a second language for many
Steel & Tube team members. To create a safe and supportive
working environment, we translate documentation into
different languages and provide safety training which also
helps improve numeracy and literacy levels.
Community Engagement
We remain committed to supporting the communities we’re
part of, with a focus on education and cultural connection.
We continue to offer Steel & Tube tertiary education
scholarships for the children of our employees, with two
current recipients. Our long-standing Back to School fund
also remains in place, helping our families prepare for the
academic year.
Our employee-led Kaapuia team continues to guide our
engagement with Māori communities. This year, we once
again sponsored the annual Tūrangawaewae Marae Junior
Waka Ama Regatta in Ngāruawāhia – a highlight on the
youth sporting calendar and a meaningful way to support
rangatahi and local hapū.
We also welcomed Perry Metal Protection into the
business with a pōwhiri, an experience that was deeply
valued by both teams. It marked not just the joining of two
companies, but a moment of cultural connection, respect,
and shared purpose.
We continue to look for ways to support our people
and their whānau, reflecting our belief that thriving
communities help build a stronger business.
A WINNING TEAM
AND POSITIVE
COMMUNITY
IMPACT
Steel & Tube Annual Report 202528
Steel & Tube Annual Report 202529
MEET
SOME
OF OUR
TEAM
Nick Turner
National Commercial Freight Manager
Nick joined Steel & Tube in early 2019 and has been on the
move ever since – literally and professionally. Starting out
as Operations Manager for Distribution in Palmerston
North, he stepped into a Regional Operations Manager
role in Tauranga before taking on his current position
as National Commercial Freight Manager in May 2024,
following Steel & Tube’s acquisition of Roadex trucks.
Now overseeing Steel & Tube’s internal trucking fleet,
Nick’s focus is on keeping things moving – efficiently,
safely and reliably. In just over a year, the fleet has grown
from 20 trucks to 33 trucks. His practical, hands-on
approach and strong background in logistics make him a
great fit for this fast-paced role.
Nick loves the flexibility of the job where no two days are
the same. Taking on a national role has introduced him to
teams across the wider business, and he’s enjoying the fresh
connections and new perspectives that come with it.
Based in Omokoroa, just north of Tauranga, Nick says the
move from ‘Palmy’ was a great decision for lifestyle and
community. His sporting claim to fame? A hole in one back
in 2015 – and yes, he still talks about it.
Steel & Tube Annual Report 202530
Lisa Dahl
Regional Manager, Lower North Island
Lisa’s journey with this business started in 2013 when she joined
Fortress Fasteners – two years before its acquisition by Steel & Tube.
With a background that spans self-employment, ambulance work
and sales (including being poached by Fortress from a competitor),
Lisa has brought a wide range of experience and perspective to
every role she’s taken on.
Now Regional Manager for the Lower North Island, Lisa leads
with a mix of empathy, humour and wisdom. Her role is all about
leadership and mentoring – supporting her team to be their best,
building strong relationships and leading by example.
Based in Manawatū, Lisa’s been in the region since arriving from
Sheffield in the UK in 1989 – which is ironically known as the city of
steel – a fitting hometown for someone who ended up in the steel
industry. Outside of work, she’s got a pretty unique claim to fame:
Lisa was part of the first all-female jet sprint crew in New Zealand
and even raced in the World Series.
What keeps her energised at Steel & Tube? The people, the
opportunities and the great team she’s proud to lead.
Priyesh Tandon
Area Manager, Auckland Rollforming
From Management Accountant to National Pricing Operations
Manager and onto Area Manager Rollforming, Priyesh has carved
out an impressive path at Steel & Tube by embracing challenge,
change and continuous growth. In his current role, he leads the
Auckland Roofing team – making sure customers get the right
product, at the right time, and at the right quality. Behind the
scenes, he oversees production, logistics and inventory, while
continuously working with his team to find smarter, more efficient
ways of delivering for customers.
What really drives Priyesh is building a team that’s proud of
what they do and delivering service customers can count on.
He focuses on creating a positive, accountable culture where
people are empowered to solve problems, work together
and improve every day.
Originally from India, Priyesh moved to New Zealand in 2012
and became a Chartered Accountant while working full time in
Hamilton. He joined Steel & Tube in 2019 and hasn’t looked back.
Priyesh says he’s always been motivated by challenges and driven
to achieve meaningful goals – and Steel & Tube has given him
the chance to do just that. Through a range of roles, he’s grown
in confidence and capability, thanks to the support, trust and
encouragement he’s received along the way. It’s this backing,
he says, that’s shaped not only his career, but also who he is as
a leader today.
Steel & Tube Annual Report 202531
Susan Paterson
Appointed 16 January 2017
Chair and Independent Director
ONZM, CFINSTD, MBA (LDN), BPHARM
Susan was appointed Chair in Feb 2017. A professional
director since 1996 Susan became an Officer of
the Order of New Zealand (ONZM) in 2015 for her
services to corporate governance. Having trained
and practiced as a pharmacist, Susan completed her
MBA at London Business School, then worked in
strategy and IT consulting and management roles
in New Zealand, Europe and USA. She worked in the
steel sector at Fletcher Challenge and was General
Manager of Wiremakers.
Steel & Tube’s board comprises six independent directors, all of whom have significant
relevant industry and market experience, skills and expertise that are of value to the
company. The board is committed to the highest standards of corporate governance
and ethical behaviour. This is achieved through robust governance policies, practices and
processes to ensure a culture that is open, transparent and focussed on adding value for our
stakeholders. This year’s Corporate Governance report can be read on pages 36 to 46.
THE BOARD
Steve Reindler
Appointed 28 August 2017
Independent Director
BE MECH (HONS), AMP, FIPENZ, CFINSTD
Steve is an engineer with a background in large-scale
infrastructure and heavy industry manufacturing.
He has held senior management roles at Auckland
International Airport, NZ Steel and BHP Steel. Steve
was inaugural chairman of the Chartered Professional
Engineers Council and a President of the New
Zealand Institution of Professional Engineers.
Andrew Flavell
Appointed 1 October 2021
Independent Director
NZCE, BE (HONS), ME, DR. ENG
Dr. Flavell has extensive international experience
in the information technology space. This includes
leading large teams, driving digital transformations,
delivering compelling consumer experiences,
personalisation and loyalty, privacy and security,
and AI and machine learning. In the roles he has
held over the past 30 years he has also contributed
significantly to risk management and governance in
the application of digital technologies.
Steel & Tube Annual Report 202532
Profiles on each director can be viewed on our website at www.steelandtube.co.nz/corporate/board
Chris Ellis
Appointed 29 September 2017
Independent Director
BE, MS, CMINSTD
Chris’ background spans the manufacturing, heavy
construction and engineering sectors. He qualified
with a civil engineering degree from the University of
Canterbury, a Master of Science in civil engineering
from Stanford University and more recently a senior
executive program at Wharton Business School. He
is an experienced, strategy-focussed director with an
extensive career in the Australasian building industry.
He has held CEO roles with Brightwater Group and at
Fletcher Building where he was Chief Executive of the
Building Products Division.
Karen Jordan
Appointed 10 December 2020
Independent Director
BSOCSC, FCMA, CFINSTD
Karen is experienced across private, public and
not-for-profit sectors. She is a Chartered Fellow of
both the IOD NZ and of CIMA. Karen has over 20
years' corporate experience in FTSE listed energy
companies in the UK energy infrastructure sector.
She is currently a director on the Board of Lyttelton
Port Company and an Independent Member of the
NZDF Risk & Assurance Committee.
John Beveridge
Appointed 14 August 2019
Independent Director
BA, POST GRAD BUSINESS DIPLOMA, CMINSTD
John Beveridge has an extensive executive and
governance career spanning building and industrial
materials manufacturing, distribution, finance,
consumer goods, and other sectors. He was
previously Chief Executive of Placemakers and has
held senior leadership roles at Godfrey Hirst, Lion
Nathan, and Barclays Bank PLC.
A Chartered Member of the Institute of Directors,
John is also a director the Colonial Motor Company.
John holds an Economics degree from Otago
University, a Post Graduate Marketing Diploma from
Auckland University, and has completed the Senior
Executive Program at Columbia University, New York.
Steel2&2Tube Annual Report 202533
Steel & Tube’s leadership team is comprised of individuals who are experts
in their area and have a proven ability to lead successful teams.
Peter Ensor
GM Reinforcing, CFDL and Major Projects
MBA, BE CIVIL (HONS)
Peter joined Steel & Tube in 2021. He brings
extensive construction experience with over 25
years’ in the industry. Peter brings to Steel & Tube a
successful track record of leading and building teams
with a focus of health & safety, quality, financial
management and customer engagement. Peter
is a committee member of Civil Contractors NZ –
Auckland Branch, and is the Chair of the Concrete
NZ – Reinforcing Processor’s Sector Group.
LEADERSHIP TEAM
Anna Morris
GM Team & Customer Experience
LLB, BA
Anna joined Steel & Tube in 2019. She is an
experienced executive with a background in people
and culture, law and corporate services. Anna has
worked extensively in the construction and building
industry, with her previous role being Head of
People & Performance at Fletcher Construction
Company Ltd.
Sam Reindler
GM Logistics & Distribution Centres
BE MECH (HONS)
Sam started working with Steel & Tube in January
2022 as the National Commercial Manager for
Reinforcing. He brings extensive engineering
and construction, operational and commercial
experience from companies such as KiwiRail,
Transport for London, Auckland Transport and
Waste Management.
Marc Hainen
GM Strategic Growth
BBS, PGDIPBUS
Marc joined the company in 2017. He brings
significant experience in the steel and construction
industry in New Zealand. Marc has a strong
background in sales and marketing management,
operations and manufacturing as well as logistics and
supply chain. He has held a variety of management
and leadership roles in New Zealand, Australia and
the UK, including multiple roles leading a variety of
divisions within Fletcher Building Limited. Marc was
GM Distribution until July 2023.
Damian Miller
GM Quality, Health, Safety and Environment
BN
Damian brings more than 30 years of global
experience across operations, quality assurance,
health and safety, and environmental management.
His career spans senior operational and executive
roles in the oil and gas, steel, and manufacturing
sectors, with postings across the United States, Asia,
Africa and Latin America.
Raffaella del Prete
Chief Digital Officer
BSENG, MSCENG, MRES
Raffaella joined the Steel & Tube team in December
2023, and brings over 20 years of IT experience to the
Chief Digital Officer role. She has worked in the UK,
France and New Zealand with global businesses such as
Vodafone, AIA, BP and Fonterra, giving her exposure
to a diverse range of businesses and technologies. Her
experience in leading digital transformations along
with sustainable technologies experience is a valued
addition to the Steel & Tube team.
Steel & Tube Annual Report 202534
Profiles on each team member can be viewed on our website at www.steelandtube.co.nz/corporate/senior-management
Peter Reiber
GM Rollforming
NZCE, MECHANICAL
Peter re-joined the Steel & Tube team in 2022, building
on over 20 years of industry and senior management
experience. With a specialisation in process
improvement, leadership and business development
for manufacturing and technology-driven companies,
Peter brings a wealth of knowledge and expertise to
the role.
Mark Malpass
Chief Executive Officer
MBA, BE (HONS), NZCE
Mark has had significant executive and governance
experience both in NZ and overseas. He worked
with ExxonMobil Corporation for over 19 years,
previously Managing Director of Mobil Oil NZ, and
was Chief Executive of Fletcher Building’s largest
division, Infrastructure Products. Mark was appointed
Chief Executive in February 2018, after initially being
appointed an Independent Director in March 2017
and then stepping down to take on the interim CEO
role in September 2017.
Richard Smyth
Chief Financial Officer
BCOM, FCA
Richard joined the company in 2021. A Fellow
Chartered Accountant, Richard has financial and
senior level leadership experience across the
entertainment and energy sectors. He commenced
his career within PwC’s audit team, working both in
New Zealand and overseas. His most recent role was
Deputy Chief Financial Officer at SkyCity. Richard
is a board member of the New Zealand Accounting
Standards Board.
Steve Halse
National Manager, Galvanizing
Steve joined Steel & Tube in May 2025 through the
acquisition of Perry Metal Protection. He has led
Perry Metal Protection since April 2018, and has a
wealth of in-depth knowledge across the galvanizing
industry. Steve has a strong background in
operations and manufacturing as well as distribution,
logistics and supply chain. He has held a variety of
management and leadership roles in New Zealand,
previously working for SealesWinslow and the
Gallagher Group.
David Welsh
GM Distribution
BCA
David joined in 2025 and has extensive general
management experience in multiple sectors in the
building industry including concrete, aggregates,
pipelines and roofing. Prior to Steel & Tube he
worked at Fletcher Building and has also held several
general management positions in manufacturing
including in the UK. David has a customer, sales,
and marketing background and is passionate about
delivering great customer experiences
and outcomes.
Steel & Tube Annual Report 202535
GOVERNANCE
Corporate governance at Steel & Tube is predicated on high standards of ethics and performance and is achieved through
robust governance policies, practices and processes to ensure a culture that is open, transparent and focussed on adding
value for our stakeholders.
The board regularly reviews Steel & Tube‘s governance structures and processes to identify opportunities for enhancement,
ensure they are consistent with best practice and reflect Steel & Tube’s operations.
The board believes that the company’s corporate governance framework materially complies with the NZX Corporate
Governance Code dated 31 January 2025 (the Code). A summary of Steel & Tube’s governance actions and performance
against each of the Principles in the Code is detailed on the following pages.
The information in this report is current as at 24 August 2025 and has been approved by the board of Steel & Tube.
1. Ethical Standards
1.1 Code of Ethics
We expect our directors and team members to act with integrity and professionalism and undertake their duties in
the best interests of the company, taking into account the interest of shareholders and other stakeholders. The board
has adopted a Code of Ethics, which is available on the company website and staff intranet. Steel & Tube’s policies also
include detailed standards of integrity, conduct and behaviour required of all employees. This forms part of the new
employee induction programme.
We encourage employees to speak out if they have concerns. The avenues for doing so are detailed in the company’s
Whistleblower Policy which is on the company website.
1.2 Insider Trading Policy
Steel & Tube has an Insider Trading Policy which, along with the Financial Markets Conduct Act 2013, imposes limitations
and requirements on directors and employees in dealing in the company’s shares. These limitations prohibit dealing in
shares while in possession of inside information and impose requirements for seeking consent to trade.
While there is no formal requirement to do so, all directors hold shares in the company either directly or through affiliates.
Details of directors’ share dealings are set out on page 99 of this report.
2. Board Composition and Performance
2.1 Board Charter
The roles and responsibilities of the board are detailed in the Board Charter, which is reviewed at least every three years
and is available on the company website. The board’s primary objective is to enhance shareholder value and protect the
interests of other stakeholders by improving corporate performance and accountability.
The board has delegated authority for the day to day management of the business to the CEO and the wider senior
management team with specified financial and non-financial limits. A formal Delegated Authorities Policy documents
delegated authorities and is reviewed annually by the board.
2.2 Nomination and Appointment of Directors
Membership, rotation and retirement of directors is determined in accordance with the company constitution and NZX
Listing Rules.
The Nominations Committee has delegated responsibility from the board to make recommendations on board
composition and nominations, subject to the company constitution.
Directors will retire and may stand for re-election by shareholders at least every three years, in accordance with the
NZX Listing Rules. A director appointed since the previous Annual Shareholders’ Meeting holds office only until the next
Annual Shareholders’ Meeting but is eligible for election at that meeting.
Steel & Tube Annual Report 202536
Shareholders may also nominate candidates for election to the board. The board asks for director nominations each
year prior to the Annual Shareholders’ Meeting, in accordance with the company constitution and the NZX Listing Rules.
The board has developed a skills matrix and takes into account a number of factors including qualifications, experience
and skills when making directorship recommendations to the shareholders. The collective capability of the current
board is assessed against these requirements and the search then focuses on finding a board member who will best
complement the current mix of capabilities on the board.
Key information is provided to shareholders when a director stands for election or re-election.
2.3 Written Agreements
The company has written agreements with each director, outlining the terms of their appointment. The board is satisfied
that each director has the necessary time available to devote to the position, broadens the board’s expertise and has the
competencies to ensure the effective functioning of the board.
The company has arranged a policy of directors’ and officers’ liability insurance. This policy covers the directors and
officers so that any monetary loss suffered by them, as a result of actions undertaken by them as directors or officers,
is insured to specified limits (and subject to standard insurance policy terms and conditions).
2.4 Director Information
As at the date of this report, the board comprises six independent directors, who have significant relevant industry
and market experience, skills, and expertise that are of value to the company. Director independence is determined
in accordance with NZX Listing Rules and with regard to the factors described in Table 2.4 of the NZX Corporate
Governance Code. The board has determined that all current directors are independent and have no disqualifying
relationships.
Directors are required to notify the company of any interests they have that could impact an assessment of their
independence or their ability to act in the best interests of Steel & Tube. Steel & Tube has processes in place to manage
any conflicts of interest with directors.
Director RoleAppointed
Susan PatersonIndependent ChairJanuary 2017
Steve ReindlerIndependent DirectorAugust 2017
Chris EllisIndependent DirectorSeptember 2017
John BeveridgeIndependent DirectorAugust 2019
Karen JordanIndependent DirectorDecember 2020
Andrew FlavellIndependent DirectorOctober 2021
The board considers director succession on a regular basis, considering such things as tenure, experience and director
workload.
Profiles of directors are available on the company website and are included in the Annual Report. Directors’ interests are
disclosed on page 98 of the Annual Report.
The board believes that the current directors offer valuable and complementary skill sets. Importantly, the majority of
Steel & Tube’s directors have either worked in or held governance positions within the sector.
Steel2&2Tube Annual Report 202537
Skills Matrix
Director ExpertiseHighModerate
Governance
•••••
Commercial
••••••
Financial Acumen (F&A)
••••••
M&A
••••••
Quality, Health, Safety, Environmental and Training
•••••
Business Turnaround
••••••
Steel Industry
••••
Manufacturing
••••
Construction/Infrastructure
••••
Logistics, Supply Chain & Procurement
••••••
Sales Marketing and Brand
•••
Digital Technology and Change
•••••
People, Culture and Employee Relations
••••••
2.5 Diversity
Equality and diversity are cornerstones of our organisational culture. We believe that diversity at Steel & Tube is integral
to creating a collaborative workplace culture, competitive advantage and ultimately, sustainable business success.
Diversity provides us with a broad range of perspectives and experience that enhance the quality and depth of our
decision-making and helps create a united team approach across all levels of our organisation.
The board encourages diversity and will not knowingly participate in business situations where Steel & Tube could be
complicit in human rights and labour standard abuses. Our approach to diversity is outlined in the Diversity and Inclusion
Policy, which is available on the company website.
Measurable objectives form part of the People & Culture plan each year and they are agreed and approved by the
board. A number of initiatives are in place to support diversity and achievement of Steel & Tube’s diversity and inclusion
objectives. The board believes the principles in the policy were adhered to in FY25.
Key areas of focus are:
• Recruitment and retention of a diverse workforce
• Fair and consistent reward and recognition
• Flexible working arrangements
• Employee engagement
• Agreed standards of conduct and behaviour
Steel & Tube has a diverse workforce, representing 36 different ethnicities. English is a second language for many
Steel & Tube team members. To create a safe and supportive working environment Steel & Tube translates documentation
into different languages and provides safety training which also helps improve numeracy and literacy levels.
The officers of the company (as defined by the NZX Listing Rules for the purposes of diversity reporting) are the CEO
and specific direct reports of the CEO having key functional responsibility, namely the CFO. As at 30 June 2025, females
represented 25% of Directors and Officers of the Company (FY24: 25%).
Steel & Tube Annual Report 202538
As at 30 JuneFY25 FemaleFY25 Male
FY25 Gender
DiverseFY24 FemaleFY24 Male
FY24 Gender
Diverse
Directors24-24-
Officers-2--2-
Female representation at Steel & Tube
Board of Directors
Lead Team/Snr Execs
Overall Workforce
Management
20252024
33%
33%
18%
20%
24%
28%
24%
28%
2.6 Director Training and Education
Directors are encouraged to undertake appropriate training and education to ensure they remain current on how to
best perform their duties. In addition, management provides regular updates on relevant industry and company issues,
including briefings from senior executives. All directors are current members of New Zealand Institute of Directors.
All directors have access to executives to discuss issues or obtain information on specific areas in relation to matters
to be discussed at board meetings, or other areas as they consider appropriate. The board committees and directors,
subject to the approval of the board chair, have the right to seek independent professional advice at the company’s
expense, to enable them to carry out their responsibilities.
2.7 Board Performance and Review
The board monitors its own performance annually and from time to time commissions external reviews to assess the
performance of individual directors and the board’s effectiveness. An external review was last conducted in calendar
year 2021 and a review is being scheduled for FY26.
2.8 Independent Board Majority
All of Steel & Tube’s directors have been determined to be independent.
2.9 Independent Chair
Steel & Tube’s chair is required to be an independent director and is elected by the directors. Susan Paterson was
appointed as chair in January 2017 and is deemed to be independent.
2.10 Separation of the role of Chair and CEO
The board supports the separation of the roles of chair and CEO. Steel & Tube’s CEO, Mark Malpass is not a director on
the Steel & Tube board.
Steel & Tube Annual Report 202539
3. Board Committees
The board has established several standing committees, each of which has a board-approved written charter
summarising the role, responsibilities, delegations and membership requirements.
Board committees assist the board by focussing on specific responsibilities in greater detail than is possible in board
meetings. However, the board retains ultimate responsibility for the functions of its committees and determines their
responsibilities. The board appoints the members and chair of each committee, with the committee chair reporting
committee recommendations to the board.
The board regularly reviews the charters of each board committee, the committees’ performance against those charters
and membership of each committee.
The board believes that committee charters, committee membership and roles of committee members comply with
recommendations in the Code.
Current membership of each of the board committees at 30 June 2025 is set out below.
CommitteeRoleMembers
Audit & RiskAssist the board in its oversight of the integrity
of financial reporting, financial management and
controls, external audit quality and independence
and the risk management framework. The Committee
also assists the board in monitoring and reporting
the company’s strategies, activities and performance
regarding sustainability, social responsibility and the
environment
Karen Jordan (chair)
Steve Reindler
John Beveridge
Andrew Flavell
People & CultureAssist the board to establish and maintain a strong
governance framework overseeing the management
of the company’s people, remuneration and diversity
policies
Steve Reindler (chair)
Susan Paterson
Chris Ellis
NominationAssist the board in ensuring appropriate board
performance and composition and in appointing
directors
Susan Paterson (chair)
Steve Reindler
Chris Ellis
John Beveridge
Karen Jordan
Andrew Flavell
Quality, Health, Safety,
Environment and Training
Assist the board to meet its responsibilities in relation
to the company’s Quality, Health and Safety (H&S)
and Environment policies, procedures, and legislative
compliance
Chris Ellis (chair)
John Beveridge
Karen Jordan
Andrew Flavell
Steel & Tube Annual Report 202540
The table below sets out director and committee member attendance at board and committee meetings during FY25.
Board meetings are scheduled throughout the year, with other meetings to deal with certain matters arising from time
to time being held when necessary.
BoardAudit & RiskPeople & CultureNominationQHSET
Total Number of Meetings14*3212
Susan Paterson14-21-
Steve Reindler13221-
Chris Ellis14-212
John Beveridge143-12
Karen Jordan133-12
Andrew Flavell143-11
* There were 9 planned and 5 additional board meetings during the year
Directors may attend any committee meeting on an ex-officio basis which is not recorded in the above table.
3.1 Audit & Risk Committee
The board has an Audit & Risk committee which acts as a delegate of the board on financial reporting, internal control
and risk management issues. The committee also assists the board with monitoring and reporting the company’s
strategies, activities and performance regarding sustainability, social responsibility and the environment. There are a
minimum of three members, who are all independent directors.
The committee is currently made up of four independent directors. The chair of the committee, Karen Jordan, is not
the chair of the board, is independent and has significant accounting and financial expertise. The remaining committee
members have a range of qualifications and are all experienced in commercial and operational matters.
The role and responsibilities of the committee are detailed in a written charter which is available on Steel & Tube’s
website.
3.2 Employee attendance at Audit & Risk Committee meetings
Employee attendance at committee meetings is by invitation only.
3.3 People & Culture Committee
The People & Culture committee assists the board to establish and maintain a strong governance framework overseeing
the management of the company’s people, remuneration and diversity policies. All members of the committee are
independent directors, and it operates to a written charter which is available on Steel & Tube’s website.
3.4 Nomination Committee
The Nomination committee assists the board in ensuring appropriate board performance and composition and in
appointing directors. The nomination procedures include consideration of the independence of director candidates.
All members of the committee are independent directors, and it operates to a written charter which is available on
Steel & Tube’s website.
3.5 Quality, Health & Safety, Environment and Training Committee
The Quality, Health & Safety, Environment and Training committee assists the board to meet its responsibilities in
relation to the company’s Quality, Health & Safety and Environment policies, procedures, and legislative compliance.
All members of the committee are independent directors, and it operates to a written charter which is available on
Steel & Tube’s website.
Other Board Committees
Special purpose committees may be formed to review and monitor specific projects with senior management.
Steel2&2Tube Annual Report 202541
3.6 Control Transaction Protocols
In the case of a control transaction, Steel & Tube would follow its control transaction protocols including forming
an independent committee to oversee disclosure and response and to engage expert legal and financial advisors to
provide advice on procedure. The board will take into consideration any ‘relevant interests’ that a director may have in
regards to the bidder in determining if they are an independent for the purposes of the committee.
4. Reporting And Disclosure
4.1 Continuous Disclosure Policy
We are committed to keeping investors and the market informed of all material information about the company and
its performance, in a timely manner. In addition to all information required by law, we also seek to provide sufficient
meaningful information to ensure stakeholders and investors are well informed.
Steel & Tube is committed to providing accurate, timely, consistent and reliable disclosure of information to ensure
market participants have fair access to information that may impact on its share price. The company’s Continuous
Disclosure Policy sets out the principles and requirements of this commitment to timely disclosures.
4.2 Access to Key Governance Policies
Easy access to information about Steel & Tube, including financial and operational information and key corporate
governance policies and charters, is available through our company website at www.steelandtube.co.nz.
4.3 Financial Reporting
The board is responsible for ensuring that the financial statements give a true and fair view of the financial position of
the company and have been prepared using appropriate accounting policies, consistently applied and supported by
reasonable judgements and estimates. The board is also responsible for ensuring all relevant financial reporting and
accounting standards have been followed.
The Audit & Risk committee oversees the quality and integrity of external financial reporting, including the accuracy,
completeness, balance and timeliness of financial statements. It reviews Steel & Tube’s full and half year financial
statements and makes recommendations to the board concerning accounting policies, areas of judgement, compliance
with accounting standards, stock exchange and legal requirements, and the results of the external audit. All matters
required to be addressed, and for which the committee has responsibility, were addressed during the reporting period.
For the financial year ended 30 June 2025, the directors believe that proper accounting records have been kept
which enable, with reasonable accuracy, the determination of the financial position of the company and facilitate the
compliance of the financial statements with the Financial Markets Conduct Act 2013.
The Chief Executive Officer and Chief Financial Officer have confirmed in writing that Steel & Tube’s external financial
reports are presented fairly in all material aspects.
4.4 Non-financial Reporting
Steel & Tube has a commitment to ensuring that the company adds value for all its stakeholders, from shareholders to
staff and the communities the company operates in, as well as reducing the environmental impact of the company’s
activities. Steel & Tube believes it is the company’s corporate responsibility to ensure the company plays its part in
making the world a better place.
We have identified environmental, social and governance (ESG) principles which we believe will enhance Steel &
Tube and support our growth. Oversight of ESG is set out in Steel & Tube’s Sustainability Policy. Steel & Tube’s Group
Sustainability Manager leads the company’s sustainability practices.
Steel & Tube reports under the Aotearoa New Zealand Climate Standards. Our Climate-related Disclosures
will be published as a separate document by 31 October 2025 and will be available at steelandtube.co.nz/
sustainability#disclosures.
Health and safety and other non-financial metrics are reported in the Annual Report and other investor
communications annually.
Steel & Tube Annual Report 202542
5. Remuneration
Remuneration of directors and senior executives is the key responsibility of the People & Culture Committee.
The framework for the determination and payment of directors and senior executives’ remuneration is set out in
Steel & Tube’s Remuneration Policy. External advice is sought on a regular basis to ensure remuneration is
benchmarked to the market for senior management positions, directors and board committee positions.
Details of director and executive remuneration in FY25 are provided on pages 94 to 97.
5.1 Directors’ Remuneration
Shareholders fix the total remuneration available for directors. Approval is sought for any increase in the pool available
to pay directors’ fees, and any recommendations to shareholders regarding director remuneration are provided for
approval in a transparent manner. If independent advice is sought by the board, it will be disclosed to shareholders as
part of the approval process.
The last increase in director remuneration was approved by shareholders at the Annual Meeting in September 2022,
for a total fee pool of $642,500. Board policy is that no sum is paid to a director upon retirement or cessation of office.
While there is no formal requirement to do so, the directors are expected to hold shares. Currently, all directors hold
at least 1,000 shares in the company either personally or through affiliates.
Directors’ share dealings and interests in the company are detailed on pages 98 to 99.
Remuneration for each board role as at 30 June 2025 is as follows. Specific payments made to each director during FY25,
as well as other related information, is set out in the Remuneration Report on page 94.
RoleFee
Chair$165,000
Director$ 8 7, 5 0 0
Committee Chair – Audit & Risk, QHSET$15,000
Committee Chair – People & Culture$10,000
5.2 and 5.3 Executive and CEO Remuneration
Steel & Tube’s executive remuneration policies and practices are designed to attract, retain and motivate high calibre
people and create a performance-focussed culture. Details of executive and CEO Remuneration are set out in the
Remuneration Report on pages 94 to 97.
6. Risk Management
6.1 Risk Management Framework
Steel & Tube’s ability to deliver appropriate returns to its shareholders requires successful execution of business strategy
and the elimination, reduction and mitigation of associated risks. We apply effective risk management principles across our
Business Units to ensure risk is identified, assessed, categorised and ranked to allow the business to understand its risks.
The board has overall responsibility for the establishment and oversight of the group’s risk management framework.
The board is responsible for overseeing and monitoring significant business risks and overseeing management’s
processes to mitigate the identified risks.
Key risks are owned by members of the executive leadership team. This promotes integration into operations and
planning and a culture of proactive risk management. Management regularly reports to the board on significant
business risks and treatments for those risks. Legislative compliance is monitored across each Business Unit through
Quantate compliance management surveys.
Steel & Tube Annual Report 202543
The company is exposed to risks from a number of sources, including operational, strategic, economic and financial
risks. Steel & Tube’s risk management framework incorporates policies, procedures and appropriate internal controls to
identify, assess and manage areas of significant business and financial risks.
Key risks are assessed on a risk profile identifying the likelihood of occurrence and potential severity of impact; and
are managed with a focus on decreasing the risk likelihood and minimising the risk impact should it occur. Steel & Tube
maintains insurance policies that it considers adequate and practicable to meet its insurable risks.
Key risk areas include:
Key RiskDescriptionMitigation
Maintenance of Steel & Tube’s
values and culture
Deviation from the company’s core
values and culture could lead to ethical
and reputational issues
• Unified purpose focussed on making
life easy for customers
• Regular communication and
reinforcement of the company's
values and culture through
inductions, training and workshops
• Monitoring of employee engagement
surveys and controls environment
Strategy executionIneffective implementation of
strategic initiatives leading to sub-
optimal performance and competitive
disadvantage
• Clearly defined strategic goals with
measurable objectives and key
performance indicators (KPIs)
• Clear responsibilities and
accountability for strategy
implementation
• Regular progress monitoring and
corrective actions to address
deviations from the plan
Quality of productsRisks associated with the production
and supply of substandard or faulty
products, leading to customer
dissatisfaction and potential product
under-performance and/or legal
liabilities
• Robust quality control processes
throughout the production chain
• Regular product testing to rigorous
standards
• Independent audits of supplier mills
• Internal audits and ISO certification
and compliance
• Maintaining compliance with industry
standards and regulations
Economic environment and
trading conditions
Exposure to economic fluctuations
impacting demand, pricing, and overall
financial performance
• Diversification of product offerings
and customer base to reduce
dependency on specific sectors
• Regular economic analysis and
scenario planning to anticipate and
respond to market changes
• Syndicated bank debt facility
• Active financial stewardship
Steel2&2Tube Annual Report 202544
6.2 Quality, Health, Safety and Environment
The board is committed to ensuring a safe and healthy environment for all Steel & Tube people and anyone in the
company’s workplaces. Ensuring Steel & Tube employees and contractors go home safely every day is our number one
priority.
The board is responsible for ensuring that the systems used to identify and manage health and safety risks are fit for
purpose, being effectively implemented, regularly reviewed and continuously improved. A mix of lead and lag indicators
are reported, and safety performance is tracked to identify patterns to help prevent incidents. Health and safety is
reviewed at each board meeting and the chair of the QHSET committee regularly provides updates to the board on
committee proceedings.
202520242023202220212020
Safety TRIFR3.500.001.141.131.864.9 0
Product Quality
Steel & Tube’s aim is to be the preferred New Zealand supplier for steel products and solutions and our expert
people play an important role in that, sharing their knowledge and experience with customers. Ensuring the quality
of Steel & Tube’s products remains a critical focus and an extensive Quality Management Programme is in place and
overseen by the General Manager Quality, Health, Safety and Environment.
More information on our approach to Quality and Health & Safety is outlined on page 26.
7. Auditors
7.1 External Audit
Steel & Tube’s External Auditor Independence Policy outlines our commitment to ensuring audit independence, both in
fact and appearance, so that Steel & Tube’s external financial reporting is viewed as being highly objective and without bias.
For the year ended 30 June 2025, KPMG was the external auditor of Steel & Tube. KPMG was first appointed as auditor
in 2021 for the audit of the year ended 30 June 2022, with the next lead partner rotation due no later than after the
completion of the 30 June 2026 audit.
The Audit & Risk committee monitors the ongoing independence, quality and performance of the external auditors and
monitors audit partner rotation. The committee pre-approves any non-audit work undertaken by the external auditors.
In FY24, KPMG provided non-audit services relating to pre-assurance of Greenhouse Gas Emission disclosures. No non-
audit services were provided in FY25. The fees paid for audit services in FY25 is identified in Note E4 of the Financial
Report.
KPMG has provided the Steel & Tube board with written confirmation that, in their view, they were able to operate
independently during the year.
7.2 Attendance at Annual Meeting
It is Steel & Tube’s practice that the external auditors attend the Annual Shareholders' Meeting each year and are
available to answer questions from shareholders relevant to the audit.
7.3 Internal Audit
Steel & Tube operates an outsourced internal audit function, which reports to and is monitored by the Audit & Risk
committee.
The committee approves the annual internal audit plan, receives internal audit review reports on the adequacy and
effectiveness of Steel & Tube’s internal controls and monitors the implementation of recommendations arising from the
internal auditor’s review findings.
During FY25, BDO acted as the company’s outsourced internal audit provider.
Steel & Tube Annual Report 202545
8. Shareholder Rights and Relations
8.1 Investor website
Easy access to information about the performance of Steel & Tube is available through the Investor Centre on the
company’s website at www.steelandtube.co.nz/investor-centre.
8.2 Engagement with shareholders
We are committed to open and regular dialogue and engagement with shareholders. Steel & Tube’s investor relations
programme includes semi-annual post-results briefings with investors, analysts and investor meetings, and earnings
announcements. In addition, we release semi-annual Shareholder Newsletters as part of our initiative to keep
shareholders informed about the business and the contribution our company makes to New Zealand’s economic
development and prosperity. The programme is designed to provide shareholders and other market participants the
opportunity to obtain information, express views and ask questions.
Shareholders are encouraged to communicate with the company and its share registry electronically. Approximately
69% of Steel & Tube’s shareholders have opted for email communications.
We endeavour to make it easy for shareholders to participate in Annual Shareholders’ Meetings, which are held in a main
centre, streamed live online and recorded and posted on the company website. Shareholders can ask questions and
express their views to the board, management and the external auditors at Annual Shareholders’ Meetings.
In 2024, 43 shareholders attended the meeting in person, with a further 37 shareholders joining online.
In addition to shareholders, Steel & Tube has a wide range of stakeholders and maintains open channels of
communication for all audiences, including the investing community and the New Zealand Shareholders’ Association,
as well as its staff, suppliers and customers.
8.3 Voting on major decisions
The board considers that shareholders should be entitled to vote on decisions that would change the essential nature of
Steel & Tube’s business. The board adopts the one share, one vote principle, conducting voting at shareholder meetings
by poll.
Shareholders are also able to vote by proxy ahead of meetings without having to physically attend those meetings.
8.4 Equity offers
Steel & Tube did not undertake any capital raising during FY25. Should Steel & Tube consider raising additional capital,
we will structure the offer having regard to likely levels of shareholder participation and optimising and enhancing the
ability to maximise the level of capital raised. The board will look to give all shareholders an opportunity to participate in
any capital raising.
8.5 Notice of meeting
We aim to provide at least 20 working days of the notice of the Annual Shareholders Meeting, which is posted on
Steel & Tube’s website, announced on the NZX and sent to shareholders prior to the meeting each year. This goal was
achieved in 2024.
Steel & Tube Annual Report 202546
Non-GAAP Financial Information
Steel & Tube uses several non-GAAP measures when discussing financial performance. These include Normalised EBITDA, Normalised
EBIT and Working Capital. Management believes that these measures provide useful information on the underlying performance of
Steel & Tube’s business. They are used internally to evaluate performance, analyse trends and allocate resources. Non-GAAP financial
measures should not be viewed as a substitute for measures reported in accordance with NZ IFRS.
Non-Trading Adjustments/Unusual Transactions
The financial results for FY25 include transactions considered to be non-trading in either their nature or size. Unusual transactions
can be as a result of specific events or circumstances or major acquisitions, disposals or divestments that are not expected to
occur frequently. Excluding these transactions from normalised earnings and can assist users in forming a view of the underlying
performance of the group.
EBITDA/EBIT
EBITDA is Earnings/(Loss) before the deduction of interest, tax, depreciation and amortisation. EBIT is Earnings/(Loss) before the
deduction of interest and tax. These are both non-GAAP financial measures.
Earnings before interest, tax, other gains and losses and impairment represents operating profit for the year before other gains and
losses, impairment and deduction of interest and tax. Earnings before interest, tax and impairment represents operating profit for
the year including other gains and losses before impairment and deduction of interest and tax. Management believes that these
additional measures provide useful information on the underlying performance of the group’s business.
Normalised EBITDA/EBIT
This means EBITDA/EBIT excluding non-trading adjustments and unusual transactions. FY25 EBITDA and EBIT were impacted by
non-trading adjustments totalling $4.6m. Management believes that normalised measures provide a more appropriate measure
of Steel & Tube’s performance and more useful information on the normalised earnings of the company.
Working Capital
This means the net position after current liabilities are deducted from current assets. The major individual components of working
capital for the group are inventories, trade and other receivables and trade and other payables. How the group manages these has an
impact on operating cash flow and borrowings.
EBITDAEBIT
Reconciliation of Reported to Normalised Earnings
FY25
FY24FY25
FY24
Year Ended 30 June$000$000$000$000
Reported (2 ,496)31,415(25,953)9, 5 69
Palletised warehouse project costs1,3642,7011,3643,192
Software as a Service (SaaS) expenditure1,6011,1441,6011,144
Business restructuring costs699550699550
Acquisition and integration expenses903-903-
Normalised2,07135,810(2 1, 3 8 6)14,455
FINANCIAL MEASURES
Steel & Tube Annual Report 202547
5 YEAR FINANCIAL PERFORMANCE
20252024202320222021
$000$000$000$000$000
Financial Performance
Sales385,38947 9,1265 89,07859 9,14 8481,043
EBITDA(2,495)31,41551,87666,59838,614
Depreciation and amortisation(23,458)(21,846)(20,867)(18,962)( 1 7,9 0 7 )
EBIT(25,953)9, 5 6931,0094 7, 6 3 620,707
Net finance costs( 7,1 5 7 )(5,769)( 7, 2 3 9)(5,701)(5,754)
Profit / (loss) before tax(33,110)3,80023,77041,9 3 514,95 3
Tax (expense) / benefit8,740(1,160)(6,7 7 3)(11,742)418
Profit / (loss) after tax(24,370)2,64016 ,9 9 730,19315,371
Operating cash inflow / (outflow)10,42742,23598,280(34,117)2 9, 3 3 2
Funds Employed
Equity182,334198,190208,154210,101193,753
Non-current liabilities 138,61098 ,96186,50983,78892,023
320,9442 9 7,1 5 1294,663293,889285,7 76
Comprises
Current assets190,585198,5512 24,94 0303,790222,510
Current liabilities(81,655)(56,658)(69,426)(13 9,9 7 1)(80,024)
Working Capital10 8,9 3 0141,893155,514163,819142,486
Non-current assets 212,014155,25813 9,149130,070143,290
320,9442 9 7,1 5 1294,663293,889285,7 76
Statistics
Dividends per share (cents)
1
-6.08.013.04.5
Basic earnings per share (cents)(14. 3)1.610.318.39. 3
Return on Sales(6. 3)%0.6%2 .9 %5.0%3.2%
Return on Equity(13.4)%1.3%8.2%14.4%7.9 %
Working Capital (times)
2
1.73.53.22.22.8
Net tangible assets per share$0.70$1.11$1.17$1.22$1.11
Equity to total assets45.3%56.0%5 7. 2 %48.4%53.0%
Gearing (debt to debt plus equity)21.5%--19. 5%-
Net interest cover (times)
3
(3 .6)1.74.38.43.6
Ordinary shareholders6,6907, 0 5 17, 2 6 97, 3 8 57, 5 2 8
Employees933858851829799
-Female225239221224201
-Male708618630605598
-Gender diverse-1---
Directors & Officers
-Female22222
-Male66665
1
Dividends per share are calculated based on dividends issued in respect of the financial year
2
Calculated using current assets/current liabilities
3
Calculated as EBIT over net finance costs (including NZ IFRS 16 Interest costs)
Steel & Tube Annual Report 202548
5 YEAR FINANCIAL PERFORMANCE
FINANCIAL
REPORT
Financial Statements 2025 50
Statement of Profit or Loss and
Other Comprehensive Income 52
Statement of Changes in Equity 53
Balance Sheet 54
Statement of Cash Flows 55
Notes to the Financial Statements
Section A – Performance 56
Section B – Working Capital 63
Section C – Fixed Capital 68
Section D – Funding 76
Section E – Other 78
Independent Auditor's Report 89
General Information
Remuneration 94
Disclosures 98
Glossary 102
Directory 102
49Steel & Tube Annual Report 2025
The Financial Report for Steel & Tube includes these sections:
· Financial Statements
· Performance
· Working Capital
· Fixed Capital
· Funding
· Other
Key Policy
Material accounting policies which are relevant to the understanding of the financial statements are highlighted throughout
the report.
Critical Accounting Estimates And Judgements
Preparation of these financial statements requires the exercise of judgements that affect the application of accounting policies, the
reported amounts of assets and liabilities, and income and expenses.
Estimates and judgements are continually evaluated, based on historical experience and other factors, including expectations of
future events that are believed to be reasonable under the circumstances. The group makes estimates and assumptions about the
future. Actual results may differ from these estimates.
Key Judgement
The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying value of assets
and liabilities within the next financial year are highlighted throughout the report.
General Information
Steel & Tube Holdings Limited (the company or Steel & Tube) is registered under the Companies Act 1993 and is a FMC Reporting
Entity under the Financial Markets Conduct Act 2013. The company is a limited liability company incorporated and domiciled in
New Zealand. The group comprises Steel & Tube Holdings Limited and its subsidiaries.
The registered office of the company is 7 Bruce Roderick Drive, East Tamaki, Auckland, 2013, New Zealand.
These financial statements have been prepared:
• In accordance with New Zealand Generally Accepted Accounting Practice (NZ GAAP), for which Steel & Tube is a for-profit entity
• To comply with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and with International Financial
Reporting Standards (IFRS)
• In accordance with the requirements of Part 7 of the Financial Markets Conduct Act 2013 and the NZX Main Board Listing Rules
(issued 31 January 2025)
• In New Zealand dollars (which is the company’s and subsidiaries’ functional currency and the group’s presentation currency) and
rounded to the nearest thousand dollars
• Under the historical cost convention, as modified by the revaluation of certain assets as identified in specific accounting policies
FINANCIAL STATEMENTS 2025
50Steel & Tube Annual Report 2025
Non-GAAP Financial Information
The group’s standard profit measure prepared under New Zealand Generally Accepted Accounting Practice (GAAP) is profit for
the period, or net profit after tax. The group also uses non-GAAP financial information which is not prepared in accordance with
New Zealand International Financial Reporting Standards (NZ IFRS) when discussing financial performance. The directors and
management believe that this non-GAAP financial information provides useful information to readers of the financial statements
to assist in the understanding of the group’s financial performance.
Non-GAAP financial information used in these financial statements are:
• (Loss)/Earnings before interest, tax and other gains
• (Loss)/Earnings before interest, tax depreciation and amortisation (EBITDA); and
• (Loss)/Earnings before interest and tax (EBIT)
51Steel & Tube Annual Report 2025
Statement of Profit or Loss and Other Comprehensive Income
For the year ended 30 June 2025
Notes
2025
$000
2024
$000
Sales revenueA3 385,389 47 9,126
Other operating income 448 58
Cost of salesA2(315,662) (375,014)
Operating expensesA2(94, 5 5 4) (93,540)
Software as a Service (SaaS) upfront expenditure(1,601) (1,14 4)
(Loss)/Earnings before interest, tax and other gains(2 5,98 0) 9,4 8 6
Other gains 27 83
(Loss)/Earnings before interest and tax(25,953) 9, 5 69
Finance incomeA6 590 575
Finance costsA6( 7, 74 7 ) (6, 3 4 4)
(Loss)/Profit before tax(33,110) 3,800
Tax credit/(expense)A5 8,740 (1,160)
(Loss)/Profit for the year attributable to owners of the company(24,370) 2,640
Items that may subsequently be reclassified to profit or loss
Other comprehensive loss - hedging reserve(232) (35)
Total comprehensive (loss)/income(24,602) 2,605
Basic (loss)/earnings per share (cents)A1(14. 3) 1.6
Diluted (loss)/earnings per share (cents)A1(14. 3) 1.6
52Steel & Tube Annual Report 2025
Statement of Changes in Equity
For the year ended 30 June 2025
Share
capital
Retained
earnings
Hedging
reserve
Treasury
shares
Share-based
payments
Total
equity
Notes$000 $000 $000 $000 $000$000
Balance at 1 July 2024 155,127 42,050 (26) - 1,039 198,190
Comprehensive income
Loss after tax - (24,370) - - - (24,370)
Other comprehensive income
Hedging gains and losses (net of tax) - - (232) - - (232)
Total comprehensive (loss)/income - (24,370) (232) - - (24,602)
Transactions with owners
Dividends paid A1 - (3, 348) - - - (3, 348)
Employee share schemes D3 285 234 - - 66 585
Dividend reinvestment plan D3 233 - - - - 233
Share capital issued relating to business combination C5 11, 276 - - - - 11, 276
Balance at 30 June 2025 16 6,9 2 1 14,566 (258) - 1,105 182,334
Balance as at 1 July 2023 1 5 7,1 6 8 52 ,741 9 (2,896) 1,132 208,154
Comprehensive income
Profit after tax - 2,640 - - - 2,640
Other comprehensive income
Hedging gains and losses (net of tax) - - (35) - - (35)
Total comprehensive income/(loss) - 2,640 (35) - - 2,605
Transactions with owners
Dividends paid A1 - (13, 3 31) - - - (13, 3 31)
Employee share schemes D3 (2,062) - - 2,896 (9 3) 741
Shares gifted to employees D3 21 - - - - 21
Balance at 30 June 2024 155,127 42,050 (26) - 1,039 198,190
53Steel & Tube Annual Report 2025
Balance Sheet
As at 30 June 2025
Notes
2025
$000
2024
$000
Current assets
Cash and cash equivalentsE1 13,738 8,699
Trade and other receivablesB2 59,444 5 8 ,9 12
Contract assetsA4 2,633 4,9 2 5
InventoriesB1 113,598 121,320
Income tax receivable 1,171 4,640
Derivative assetsE1 1 55
190,585 198,551
Non-current assets
Loan receivableA6/E1 1,624 1,532
Deferred taxA5 8,909 5,714
Property, plant and equipmentC1 45,068 40,010
IntangiblesC2 54,619 12,665
Right-of-use assetsC4 101,794 95,337
212,014 155,258
Total assets 402,599 353,809
Current liabilities
Trade and other payablesB3 42,371 41,022
BorrowingsD1 20,000 -
ProvisionsE2 247 1,099
Derivative liabilitiesE1 1,069 170
Short term lease liabilitiesC4 1 7,9 6 8 14,367
81,655 56,658
Non-current liabilities
BorrowingsD130,000-
Trade and other payablesB3 5,504 -
ProvisionsE2 1,629 1,335
Long term lease liabilitiesC4 101,477 9 7, 6 2 6
138,610 98 ,961
Equity
Share capitalD3 16 6,9 2 1 155,127
Retained earnings 14,566 42,050
Other reserves 847 1,013
182,334 198,190
Total equity and liabilities 402,599 353,809
These financial statements and the accompanying notes were authorised by the board on 24 August 2025.
For the board
Susan Paterson | Chair Karen Jordan | Director
54Steel & Tube Annual Report 2025
Statement of Cash Flows
For the year ended 30 June 2025
Notes
2025
$000
2024
$000
Cash flows from operating activities
Customer receipts 3 8 7, 4 5 1 495,830
Interest receipts 498 544
Payments to suppliers and employees(373,758) (438,060)
Payments for interest on leases(6, 26 6) (5, 279)
Income tax refund/(payments) 3,604 (9, 8 11)
Interest payments(1,102) (989)
Net cash inflow from operating activities 10,427 42,235
Cash flows from investing activities
Property, plant and equipment disposal proceeds 100 116
Property, plant and equipment and intangible asset purchases(6,871) (9, 5 0 0)
Loan advance to third partyA6 - (1, 500)
Payment for new business purchase(30, 243) (6 5 4)
Net cash outflow from investing activities(3 7,0 1 4) (11, 538)
Cash flows from financing activities
Net drawdown/(repayment) of bank borrowings 50,000 -
Dividends paidA1(3,115) (13, 3 31)
Payment for leases(1 5, 2 59) (15,14 8)
Net cash inflow/(outflow) from financing activities 31,626 (28,479)
Net increase in cash and cash equivalents 5,039 2,218
Cash and cash equivalents at the beginning of the year 8,699 6,481
Cash and cash equivalents at the end of the year 13,738 8,699
Represented by:
Cash and cash equivalents 13,738 8,699
13,738 8,699
Reconciliation of (loss)/profit after tax to cash flows from operating activities
(Loss)/Profit after tax(24,370) 2,640
Non-cash adjustments:
Depreciation and amortisation 23,458 21,846
Deferred tax(8,740) 1,144
Gain on lease termination(10) (32)
Share scheme expense 670 524
Foreign exchange gains(118) (195)
Other non-cash items(113) 284
Gain on items classified as investing activities:
Gain on property, plant and equipment disposals(27) (51)
(9, 2 5 0) 26,160
Movements in working capital:
Income tax receivable/payable 3,469 (10,243)
Inventories 7, 7 2 2 1 7, 8 3 8
Trade and other receivables 1,760 15,186
Trade and other payables and provisions 6,294 (7,381)
19, 24 5 15,400
Investing and financing items included in working capital movements 432 675
Net cash inflow from operating activities 10,427 42,235
55Steel & Tube Annual Report 2025
Notes to the Financial Statements
For the year ended 30 June 2025
This section focuses on the group’s financial performance and returns provided to shareholders.
A1: Dividends and Earnings per Share
No dividends have been declared for the year ending 30 June 2025.
2025
$000
2024
$000
Dividends paid 3,348 13,331
Dividends paid includes prior year final dividend.
FY25FY24
Dividends were paid / payable in respect of the following years:
$000 $000
Interim Dividend Paid - 6,658
Final Dividend Payable - 3,348
Total - 10,006
Cents per share
FY25FY24
Interim Dividend (FY25: nil, FY24: imputed)0.00 4.00
Final Dividend (FY25: nil, FY24: imputed)0.00 2.00
Basic earnings per share is calculated by dividing the net profit attributable to shareholders by the weighted average number of fully
paid shares less treasury shares.
Diluted earnings per share represents the group’s earnings per share if unvested share rights were exercised. The weighted average
number of shares is adjusted by the number of outstanding rights to executive shares that are deemed to vest at their future vesting
dates.
As at 30 June 2025, 3,164,454 options (2024: 2,822,193) were excluded from the diluted weighted-average number of ordinary shares
calculation because their effect would have been anti-dilutive.
Earnings per share (EPS)
2025
000
2024
000
(Loss)/Profit after tax(24,370)2,640
Weighted average number of shares for basic EPS 170,565 166,831
Weighted average number of shares for diluted EPS170,565 166,831
Basic (loss)/earnings per share (cents)(14. 3)1.6
Diluted (loss)/earnings per share (cents)(14. 3)1.6
PERFORMANCE
SECTION A
56Steel & Tube Annual Report 2025
A2: Expenses
Cost of sales and operating expenses:Notes
2025
$000
2024
$000
Inventories expensed in cost of sales 283,382 342,254
Employee benefits 73,708 74, 3 3 6
Depreciation and amortisationC 1/C 2/C4 23,458 21,846
Information technology expenses 6,999 6 ,95 6
Defined contribution plans 1,9 7 1 1,9 7 9
Acquisition and integration expenses 903 -
Directors' fees 643 643
Short term and low value lease costs 229 217
Impairment (reversal)/loss on trade receivables(3) (2 31)
Foreign exchange gains(118) (195)
Other expenses 19,0 4 4 20,749
Total cost of sales and operating expenses 410,216 468,554
Inventory sold during the year is expensed as cost of sales. Inventory write-downs of $0.3m (2024: $0.6m) was incurred in the ordinary
course of business which are included within Inventories expensed in cost of sales.
Depreciation of $1.8m (2024: $1.8m) related to equipment used to manufacture products is included in cost of sales. Depreciation of
right-of-use assets and other depreciation is included in operating expenses.
Information technology expenses disclosed in the above table excludes SaaS upfront expenditure. This has been disclosed separately
on the Statement of Profit or Loss and Other Comprehensive Income.
Employee benefits expense in the current financial year include restructuring costs of $0.7m (2024: $0.5m) recognised as part of a
board approved restructuring plan.
Included in the above table is $1.4m of the palletised warehouse project costs, primarily within employee benefits. This was a board
approved transformation project initiated in the previous financial period and involves increasing the group’s warehouse capacity.
It includes exiting the Avondale site, increasing palletised product at Bruce Roderick site and optimising processing across Auckland.
In the current financial year, the group has incurred $0.6m of acquisition costs and $0.3m of integration costs in relation to the
acquisition of Perry Metal Protection.
57Steel & Tube Annual Report 2025
A3: Operating Segments
The group has identified three reporting segments as at 30 June 2025 having regard for the criteria outlined in NZ IFRS 8 Operating
Segments (NZ IFRS 8). The group’s Chief Operating Decision Maker (being the CEO) receives financial reports which aggregate the
activities of the group’s various operating segments into three distinct segments, being Distribution, Processing (formerly known
as Infrastructure) and Others. During the year, the group acquired Perry Metal Protection which has been included in the Others
segment for reporting purposes and contributed two months of earnings in the current financial year (refer to Note C5 for further
details on the acquisition).
These reportable segments have been determined by having regard to the nature of products, services and processes the various
Business Units undertake to service customers. The group has a diverse range of customers from various industries, with no single
customer contributing more than 10% of the group’s revenue.
The group derives its revenue from the distribution, processing and galvanizing of steel and associated products. Within the
Distribution business, the primary focus is on the distribution of steel products and fasteners, servicing similar customer groups,
sharing similar business models and trading skills, and using similar sales channels. The majority of product is traded and sales staff are
tasked to know the full range of products. Within the Processing business, product is predominantly steel product which is bought
and processed/manufactured in warehouse facilities for project/contract customers. Others include the galvanizing business which
primarily provides hot dip galvanizing services to customers.
The CEO uses EBIT as a measure to assess the performance of segments. The segment information provided to the CEO for the year
ended 30 June 2025 is as follows:
2025
Distribution
$000
Processing
$000
Others
$000
Reconciled
to group
$000
Timing of revenue recognition
At a point in time 228,875 102,587 5,379 336,841
Over time - 48,548 - 48,548
Revenue from external customers 228,875 151,135 5,379 385,389
Depreciation and amortisation(12,503) (10,561) (394) (23,458)
Expenses(231,986) (152,226) (3,672) (387,884)
Segment EBIT (15,614) (11,652) 1,313 (25,953)
Interest on leases (3, 360) (2,751) (155) (6, 26 6)
Interest - others (net)(891)
Reconciled to group loss before tax(33,110)
2024
Distribution
$000
Processing
$000
Reconciled
to group
$000
Timing of revenue recognition
At a point in time 276,867 12 2,9 3 1 399,798
Over time - 7 9, 3 28 79,328
Revenue from external customers 276,867 202,259 479,126
Depreciation and amortisation(12, 2 56) (9, 59 0) (21,846)
Expenses(262,397) (185,314) (447,711)
Segment EBIT 2,214 7, 3 5 5 9, 5 69
Interest on leases (3,167) (2,112) (5,279)
Interest - others (net)(49 0)
Reconciled to group profit before tax 3,800
58Steel & Tube Annual Report 2025
Operating segments are reported in a manner consistent with the internal reports that the CEO uses to assess performance.
Depreciation and amortisation recognised as at 30 June 2025 is inclusive of depreciation recognised under NZ IFRS 16 Leases, which is
in line with the financial reports received by the CEO.
Interest recognised under NZ IFRS 16 Leases is shown separately in the financial reports provided to the CEO. Other interest income
and expense are not allocated to segments as these are driven by the central treasury function, which manages the cash position of
the group.
Assets and liabilities are reported to the CEO on a group basis, and are not separately reported with respect to the individual
operating segments.
Sales between segments are eliminated on consolidation. The amounts provided to the CEO with respect to segment revenue are
measured in a manner consistent with that of the financial statements.
A4: Revenue recognised on construction contracts
Key Policy
Refer to Note E7 for the group's accounting policy on revenue recognised on construction contracts. A contract asset is
recognised when the group has completed its performance obligation in advance of the cash consideration (or the group's
entitlement to invoice the customer). A contract liability is recognised when the group receives cash consideration (or it is
due) in advance of the obligation being performed.
Key Judgement - Construction Contracts
Estimates and judgements are made by the group when assessing construction contracts. These vary between each project
based on specific contractual terms. The estimates and judgements inherent in accounting for the group's construction
contracts relate to the assessment of the forecast costs to complete the project, which includes an estimation of expected
material and labour costs and the quantum and likelihood of any revenue variations that the group is contractually entitled
to. If forecast costs are expected to exceed forecast revenues, a provision for onerous contract loss is recognised.
2025
$000
2024
$000
Contract assets 2,633 4,9 2 5
The contract assets relate to the group’s rights to consideration for work completed but not billed at the reporting date. The group's
contract liabilities are not material either in the current or comparative year.
59Steel & Tube Annual Report 2025
A5: Income and Deferred Tax
Income tax comprises both current and deferred tax.
All entities in the group are part of the same income tax group.
Key Policy
Current tax is the expected payable on the taxable income for the period, using current tax rates, and any adjustment to tax
payable in respect of prior periods.
Deferred tax is recognised in respect of temporary differences arising between the tax base of assets and liabilities and their
carrying amounts in the financial statements. Deferred tax assets are only recognised to the extent that it is probable future
taxable profits will offset temporary differences. Tax rates used are those that have been enacted or substantially enacted at
balance date and which are expected to apply when the deferred tax asset or liability crystalises.
Deferred tax is not provided if it arises from the following differences:
• Goodwill not deductible for tax purposes
• Initial recognition of assets and liabilities in a transaction other than a business combination that affects neither accounting
or taxable profit
• Investment in subsidiaries where the timing of the reversal of the temporary difference is controlled by the group to the
extent that they will probably not reverse in the foreseeable future
Income and deferred tax
Income tax expense
20252024
The income tax expense is determined as follows:$000$000
Profit or loss
Current income tax
Adjustments in respect of prior periods - 16
Deferred income tax
Depreciation, provisions, accruals, tax losses and other(8,781) 1,160
Adjustments in respect of prior periods 41 (16)
Income tax expense in profit or loss(8,740) 1,160
20252024
Reconciliation of income tax expense$000$000
(Loss)/Profit before tax(33,110) 3,800
Non-deductible expenditure 1,751 344
(3 1, 3 59)4,144
Tax at current rate of 28%(8,781)1,160
Prior period adjustment 41 -
Total income tax expense(8,740)1,160
Represented by:
Current tax - 16
Deferred tax(8,740)1,144
(8,740)1,160
60Steel & Tube Annual Report 2025
Key Judgement - Tax Losses
The group has gross tax losses available to carry forward of $32.8m (2024: $1.0m). The group has assessed that it is probable
that there will be sufficient future taxable profit which will be available against which the tax losses can be utilised. As a
consequence, a deferred tax asset of $9.2m was recognised for these losses.
Deferred tax assets and liabilities
The table below shows the movement in the deferred tax balances that are recognised at the beginning and end of the period.
Opening
balance
$000
Prior period
adjustments
$000
Acquired
in business
combination
(Note C5)
$000
Recognised
in income
$000
Recognised
in equity/OCI
$000
Closing
balance
$000
Group 2025
Property, plant and equipment & Intangibles(2,079) - (5,408) 178 - ( 7, 3 0 9)
Right-of-use assets(27,042) - (4, 2 5 6) 2,483 - (28,815)
Lease liabilities 31,358 - 4,256 (2 ,170) - 33,444
Employee benefits 1,533 - - (298) (227) 1,008
Provisions 1,658 - - (357) - 1,301
Cash flow hedging reserve 9 - - - 90 99
Net taxable losses 277 (41) - 8,945 - 9,181
5,714 (41) (5,408) 8,781 (137) 8,909
Opening
balance
$000
Prior period
adjustments
$000
Recognised
in income
$000
Recognised
in equity/OCI
$000
Closing
balance
$000
Group 2024
Property, plant and equipment & Intangibles(2,06 6) - (13) - (2,079)
Right-of-use assets(23,595) - (3,447) - ( 2 7, 0 4 2)
Lease liabilities 2 7, 8 2 1 - 3,537 - 31,358
Employee benefits 2,761 - (998) (2 30) 1,533
Provisions 2,158 16 (5 16) - 1,658
Cash flow hedging reserve(5) - - 14 9
Net taxable losses - - 277 - 277
7, 0 74 16 (1,160) (2 16) 5,714
2025
$000
2024
$000
The analysis of deferred tax assets and deferred tax liabilities is as follows:
Deferred tax liabilities(36,124) (2 9,119)
Deferred tax assets 45,033 34,833
8,909 5,714
Imputation credits available at 30 June 2025 were $62k (2024 $5.0m).
61Steel & Tube Annual Report 2025
A6: Net Finance Costs
Notes
2025
$000
2024
$000
Interest income under the effective interest method:
Interest received498543
Financial assets at FVTPL – net change in fair value:
Interest income – loan receivable 92 32
Total financial income 590 575
Interest expense under the effective interest method:
Interest expense - bank 1,389 1,065
Interest expense - lease liabilities 6,266 5,279
Financial liabilities at FVTPL – net change in fair value:
Interest expense - contingent considerationC5 92 -
Total finance costs 7, 74 7 6,344
Net finance costs( 7,1 5 7 ) (5,769)
2 1,95 5
The loan receivable relates to the loan advance provided to a third party, ROBOS International Limited (ROBOS). Included in the
arrangement is an equity option. The loan receivable is classified as a financial asset at FVTPL (fair value through profit or loss). $1.5m
of the loan was drawn down as at balance date.
62Steel & Tube Annual Report 2025
Notes to the Financial Statements
For the year ended 30 June 2025
This section contains details of the short term operating assets and liabilities required to service the group’s distribution branches and
processing sites.
B1: Inventories
Key Policy
Inventories are stated at the lower of cost and net realisable value, with cost determined on a moving average cost basis
or standard cost basis. Costs include expenditure incurred in acquiring the inventories and bringing them to their existing
location and condition. Net realisable value is the estimated selling price in the ordinary course of business less the estimated
costs of completion, and selling expenses.
Key Judgement - Inventory Valuation
The majority of the group’s inventory comprises steel products and fastenings, which have long lives and generally are not
at risk of obsolescence. The group undertook an assessment of its inventory holdings at 30 June 2025 to determine whether
the net realisable value (NRV) of inventory was greater than or equal to the current carrying value of inventory. The group
has undertaken a full review of all aged inventory to identify any inventory at higher risk, particularly slow moving inventory.
Following this review, an impairment provision of $1.4m (2024: $2.0m) continues to be recognised as at 30 June 2025 to
record the carrying value of inventory at its NRV where that is considered to be lower than its cost. Judgement was required
in determining if the slow moving inventory can be sold and its expected sales price, and therefore whether inventory should
be impaired. This includes consideration of current market conditions and prices.
To further support the valuation of inventory the group operates a regular inventory count programme which requires
inventory to be counted on a cycle count basis, and through a full wall-to-wall count where required to ensure the accuracy
of the group’s inventory records.
The group holds inventories valued at $113.6m (2024: $121.3m).
Goods in transit
Provision for
write-down
Finished goods
at cost price
Inventories ($000s)
(2,047)
$121,320
2024
1 1 7, 2 4 1
6,1 2 6
(1,432)
$113,598
2025
109,143
5,887
WORKING CAPITAL
SECTION B
63Steel & Tube Annual Report 2025
B2: Trade and Other Receivables
Key Judgement - Provision for Impairment
The group has applied the simplified approach to providing for expected credit losses, which requires the recognition of a
lifetime expected loss provision for trade and other receivables.
The expected credit loss (ECL) allowances for financial assets are based on assumptions about the risk of default and
expected credit loss rates. The group uses its judgement in making these assumptions and selecting the inputs to the
impairment calculation, which is based on the group’s historical experience, the aging profile of the financial assets,
existing market conditions as well as external economic forecasts at each reporting date. Details of key considerations and
judgements are set out below.
The group considers the lifetime expected credit losses associated with its receivables upon initial recognition, and on an
ongoing basis at the end of each reporting period. To assess whether there is a specific increase in credit risk, the group
compares the risk of default occurring on these receivables at the reporting date with the risk of default at the date of initial
recognition. The group considers its trade receivables to be in default when:
– The debtor is unlikely to pay its credit obligations to the group in full; or
– The receivable is more than 60 days past due (i.e. overdue)
Available forward looking information is considered, including actual or expected significant adverse changes in business,
financial or economic conditions that are expected to cause a significant change to the customer or counterparty’s ability to
meet their obligations. This also incorporates any objective evidence that indicates that the customers will not be able to pay
their debts when due, these include significant financial difficulties of customers and the probability of entering receivership
or bankruptcy.
The group has analysed its trade receivables balances using three different characteristics and calculated the ECL allowance
by considering the impact of each:
Consideration/Judgements
Baseline/Aging
The group’s “baseline” expectation for credit loss is informed by past experience and the aging profile
of the balances, applying an increasing expected credit loss estimate as the balance ages incorporating
forward looking information, such as forecasted economic conditions. This expectation incorporates
any available objective evidence that the customers will not be able to pay their debts when due,
including significant financial difficulties of customers and the probability of entering receivership,
administration or liquidation.
SectorThe group has considered the credit risk related to the market sector that the customers operate in
and has made an adjustment to the ECL allowance based on assessment of the respective financial
strength of each industry sector.
RegionThe group has considered the credit risk of its trade receivables portfolio based on the respective
financial strength of each geographic region, and has made an adjustment to the baseline ECL
allowance to reflect this.
64Steel & Tube Annual Report 2025
Trade receivables at 30 June 2025 are $55.0m (2024: $54.8m) and are recognised initially at fair value and subsequently at amortised
cost less any provision for impairment. The carrying value of trade and other receivables are equivalent to their fair value.
Trade receivables
Prepayments and
sundry receivables
Provision for
impairment
Trade and Other Receivables ($000s)
5,275
(1,135)
2024
$58,912
54,772
2025
$59,444
55,043
5,461
(1,060)
No one customer accounts for more than 3% of trade receivables at 30 June 2025 (30 June 2024: 7%).
The aging profile of the group's customer balances is shown below.
Trade receivables excluding current at 30 June 2025 ($000s)
Within
1 month
Within 1 to
2 months
Beyond
2 months
20252024
27%
1,9 8 3
436
1, 274
10,232
1,507
1,355
65Steel & Tube Annual Report 2025
At 30 June 2025, trade receivables of $1.3m (2024: $1.4m) were greater than 60 days overdue. These relate to a number of
independent customers for whom there is no recent history of default. The group’s credit terms are in line with industry peers.
The group does not have any customers with payment terms exceeding one year. As a result, the group does not adjust transaction
prices for the time value of money.
Provision for impairment
At 30 June 2025, an impairment provision of $1.1m (2024: $1.1m) was held.
The expected credit loss allowance provision has been determined as follows:
As at 30 June 2025
Current
$000
Within
1 Month
$000
1 - 2
Months
$000
2-3
Months
$000
Beyond
3 Months
$000
Total
$000
Gross carrying amount 51,350 1,98 3 436 213 1,061 55,043
Baseline/Aging 181 35 41 33 760 1,050
Region 3 1 - - 1 5
Sector 3 1 - - 1 5
Expected credit loss allowance 187 37 41 33 762 1,060
As at 30 June 2024
Current
$000
Within 1 Month
$000
1 - 2 Months
$000
2-3 Months
$000
Beyond
3 Months
$000
Total
$000
Gross carrying amount 41,678 10,232 1,507 251 1,104 54,772
Baseline/Aging 87 182 121 54 678 1,122
Region 2 3 2 - 1 8
Sector 1 2 1 - 1 5
Expected credit loss allowance 90 187 124 54 680 1,135
Movements in the provision for impairment for the year ended 30 June 2025, are as follows:
20252024
Provision for impairment$000$000
Provision as at 1 July 1,135 1,801
Impairment (reversal)/loss on trade receivables(3) (231)
Amounts written off(72) (4 3 5)
Provision as at 30 June 1,060 1,135
66Steel & Tube Annual Report 2025
B3: Trade and Other Payables
Trade and other payables ($000s)
Employee benefits
Accrued expenses and
other payables
Trade payables
$41,022
2024
31,596
6,1 0 7
3,319
$47,875
2025
33,109
5,370
4,407
4,989
Contingent
consideration liability
(refer Note C5)
The carrying amounts of the above items are equivalent to their fair values and subsequently measured at amortised cost using
the effective interest method, with the exception of the contingent consideration liability. The contingent consideration liability
is measured at FVTPL (refer to Note E1 for recognition details). Trade and other payables are classified into current and non-
current portions based on their contractual maturity. As at 30 June 2025, a balance of $42.4m (2024: $41m) is classified as current,
representing obligations due within 12 months after the reporting date and a balance of $5.5m (2024: nil) is classified as non-current,
representing obligations due beyond 12 months.
67Steel & Tube Annual Report 2025
Notes to the Financial Statements
For the year ended 30 June 2025
This section includes details of the group's long term assets including tangible and intangible assets and related capital commitments.
C1: Property, Plant and Equipment
Key Policy
Plant and equipment are stated at cost less accumulated depreciation. Assets are tested annually for indicators of impairment
and adjusted if required.
Depreciation is charged on a straight-line basis over the estimated useful lives of the assets. This allocates the cost of an asset,
less any residual value, over its estimated remaining useful life. The residual values and useful lives are reviewed annually.
The estimated useful lives are as follows:
Plant, machinery and motor vehicles 3 – 20 years
Furniture, fittings and equipment 2 – 10 years
Gains and losses on disposals are determined by comparing proceeds with carrying amounts and are included in profit or loss.
Plant, machinery
& vehicles at cost
Furniture, fittings
& equipment
at costTotal
2025
Notes
$000 $000 $000
Opening cost 93,496 21,163 114,659
Opening accumulated depreciation(56,849) (17,800) (74,6 49)
Opening net book value 36,647 3,363 40,010
Additions 5,710 319 6,029
Acquired through business combinationC5 4,048 59 4,107
Disposals(101) - (101)
Depreciation(3,881) (1,0 96) (4,9 7 7)
Closing net book value 42,423 2,645 45,068
Comprised of:
Cost or fair value 102,422 21,325 12 3,747
Accumulated depreciation(59,9 9 9) (18,680) (78,679)
Property, plant and equipment 42,423 2,645 45,068
2024
Opening cost 88,624 20,539 10 9,16 3
Opening accumulated depreciation(56,74 0) (16,7 76) (7 3, 5 16)
Opening net book value 31,884 3,763 35,647
Additions 8,482 763 9, 24 5
Disposals(241) - (241)
Depreciation(3,478) (1,163) (4,6 41)
Closing net book value 36,647 3,363 40,010
Comprised of:
Cost or fair value 93,496 21,163 114,659
Accumulated depreciation(56,8 49) ( 1 7, 8 0 0) (74,6 49)
Property, plant and equipment 36,647 3,363 40,010
Included within the plant, property and equipment categories is capital work in progress totalling $4.2m (2024: $4.4m).
FIXED CAPITAL
SECTION C
68Steel & Tube Annual Report 2025
C2: Intangibles
Goodwill
Software &
Licences
Brand &
Trademarks
Customer
RelationshipsTotal
2025Notes$000 $000 $000 $000 $000
Opening cost 51,9 3 2 31,708 443 2 ,941 8 7,0 2 4
Opening accumulated amortisation and impairment(4 7,1 7 1) (24,618) (382) (2,188) (74, 3 59)
Opening net book value 4,761 7,0 9 0 61 753 12,665
Additions - 1,109 366 - 1,475
Acquired through business combination
C5
23,316 - 9,78 8 9,527 42,631
Amortisation charge - (1,90 4) (28) (2 20) (2,152)
Closing net book value 28,077 6,295 10,187 10,060 54,619
Comprised of:
Cost 75,248 32,817 10,597 12,468 131,130
Accumulated amortisation and impairment(4 7,1 7 1) (26, 522) (41 0) (2,408) (76, 511)
Closing net book value 28,077 6,295 10,187 10,060 54,619
2024
Opening cost 5 1,9 3 2 30,624 443 2,941 8 5 ,94 0
Opening accumulated amortisation and impairment(4 7,1 7 1) (2 2,84 8) (3 51) (2,047) (72,417)
Opening net book value 4,761 7, 7 76 92 894 13,523
Additions - 1,084 - - 1,084
Amortisation charge - (1,7 70) (31) (141) (1,942)
Closing net book value - 7, 0 9 0 61 753 12,665
Comprised of:
Cost 5 1,9 3 2 31,708 443 2,941 87,024
Accumulated amortisation and impairment(4 7,1 7 1) (24,618) (382) (2,188) (74, 3 59)
Closing net book value 4,761 7, 0 9 0 61 753 12,665
Goodwill recognised in the current financial year relates to the goodwill arising from the acquisition of Perry Metal Protection.
Included within the intangibles categories is capital work in progress totalling $0.5m (2024: $1.5m).
69Steel & Tube Annual Report 2025
Key Policy
Goodwill is recognised on a business combination and represents the excess of the acquisition cost over the fair value of the
acquired net assets. Goodwill is allocated to cash-generating units, tested annually for impairment, or more frequently if
events or circumstances indicate it may be impaired, and is carried at cost less accumulated impairment losses.
Computer software and licences are capitalised on the basis of costs incurred to acquire and use the specific licences and
are amortised on a straight-line basis over their estimated useful lives of 3 to 10 years. Computer software and licence
amortisation charges are included in other operating expenses.
Customer relationships are capitalised at fair value on acquisition date and are amortised on a straight-line basis over their
estimated useful lives of between 10 to 20 years. Amortisation charges are included in operating expenses.
Brands are considered to have an indefinite useful life when there is no foreseeable limit to the period over which the
brands are expected to generate net cash flows. These are held at cost and are not amortised but are subject to an annual
impairment test. Trademarks and patents are capitalised on the basis of costs incurred to acquire and use the specific
licences and are amortised on a straight-line basis over their estimated useful lives of 5 to 10 years.
Software as a Service arrangements are service contracts providing the group with the right to access the cloud provider’s
application software over the contract period. As such, the group does not receive a software intangible asset at the
contract commencement date. For SaaS arrangements, the group assesses if the contract will provide a resource that it can
‘control’ to determine whether an intangible asset is present. If the group cannot demonstrate control of the software, the
arrangement is deemed a service contract and any implementation costs including costs to configure or customise the cloud
provider’s application software are recognised as operating expenses when incurred.
Where the SaaS arrangement supplier provides both configuration and customisation services, judgement has been applied
to determine whether each of these services are distinct or not from the underlying use of the SaaS application software.
If distinct, such costs are expensed as incurred when the services is provided. If not distinct, such costs are expensed over
the SaaS contract term. In implementing SaaS arrangements, the group has incurred customisation costs which creates
additional functionality to a cloud based software. Management has determined that it has rights to the intellectual property
and has owned the developed software which meets the definition and recognition criteria for an intangible asset.
Cost incurred for the development of software that enhances or modifies, or creates additional functionality to an
on-premise software that meets the definition and recognition criteria of intangible assets are recognised as intangible
assets. When these costs are recognised as intangible software assets they are amortised over the useful life of the software
on a straight line basis.
Key Judgement - Impairment Testing
NZ IAS 36 Impairment of Assets (NZ IAS 36) requires the group to assess at the end of each reporting period for any indicators
of impairment and also to test the recoverable amount of the group’s assets against its carrying value to assess whether there
is any indication that an asset may be impaired. The recoverable amount is the higher of an asset’s fair value less costs of
disposal (FVLCD) and value-in-use (VIU).
As at 30 June 2025, the group's market capitalisation was $130.4m and the carrying value of its net assets was $182.3m.
Accounting standards consider this to be an indicator of impairment. The market capitalisation value excludes any control
premium and may not reflect the value of 100% of the group’s net assets.
For the purpose of assessing impairment, assets are grouped in the smallest identifiable group of assets that generates cash
inflows that are largely independent of the cash inflows from other assets or groups of assets (cash generating unit or CGU),
which as at 30 June 2025 were identified as being Distribution, Reinforcing/CFDL, Rollforming and Galvanizing.
70Steel & Tube Annual Report 2025
To complete the impairment testing, management assessed the recoverable amount of each of the CGU of which goodwill,
property plant and equipment and finite life intangible assets have been allocated by undertaking a VIU calculation for
each of the CGUs. A VIU calculation is a valuation based on forecast cash flows. These forecast cash flows are discounted
back to present value to estimate a value for the CGU. If the VIU exceeds the carrying value of the assets, no impairment is
recognised. The recoverable amounts of the CGU were estimated based on the following key assumptions:
Key AssumptionsDistributionReinforcing/CFDLRollforming
Revenue growth (FY26 to FY30 CAGR)8.0%8 .9 %8.7%
Gross margin growth (FY26 to FY30 CAGR)11.5%10.9 %11.4%
Discount rate (post tax)11.0%11.0%11.0%
Discount rate (pre tax)14.4%14.6%13 .9 %
CAGR represents the compound annual growth rate
Future cash flows were projected for 5 years and a terminal growth rate of 2% was applied to 2030 and thereafter. Key
assumptions for earnings are based on the board approved budget for the FY26 period with the forecast period growth
rates applied over the remaining forecast period (2027 to 2030). The 2026 budget assumption is largely based on earnings
returning to levels evidenced in 2021 to 2023 as well as other strategic initiatives.
The acquisition of Perry Metal Protection during the financial year has given rise to the recognition of goodwill. This goodwill
was allocated to the Galvanizing CGU and requires an impairment test to be completed annually. The VIU model for the
Galvanizing CGU uses a 5-year cashflow period. The board approved budget was used for the FY26 period with the forecast
period growth rates applied over the outer years (2027 to 2030). The revenue and gross margin growth rates (FY26 to FY30
CAGR) used for Galvanizing CGU is 5.6%. The discount rate (post tax) used is 11%.
The forecast cash flows in the valuation of the three CGUs above are sensitive to a reasonable possible change in the key
assumptions used. The group has conducted analysis of the sensitivity of the impairment test to changes in key assumptions
used to determine the recoverable amounts for the applicable CGUs. Change in individual assumptions, while keeping all
other assumptions constant which results in the recoverable value to equate to the carrying value is shown in the sensitivity
analysis below:
Key Assumptions
Input required for the VIU to equate to the carrying value
DistributionReinforcing/CFDLRollforming
Revenue growth (FY26 to FY30 CAGR)7. 2 %7. 2 %7. 8 %
Gross margin growth (FY26 to FY30 CAGR)10.8%9. 3 %10.5%
Discount rate (post tax)12.1%13.6%12.5%
Sensitivity analysis was undertaken which concluded that the Galvanizing results are not particularly sensitive to changes in
the underlying assumptions.
The group has also calculated the recoverable amount of the CGUs using the FVLCD method. The resulting outcome of the
FVLCD calculations have shown a higher headroom between the recoverable amount and carrying value when compared to
the VIU method. The group concluded that the recoverable amount of each of the CGU were higher than their respective
carrying values and therefore no impairment was considered necessary at 30 June 2025.
The group has also concluded that no reversal of the previous impairment of intangible assets should be made following an
assessment that previous assumptions applied remain consistent in the current period.
71Steel & Tube Annual Report 2025
C4: Leases
Leases
Under NZ IFRS 16 Leases, the group recognises right-of-use assets and lease liabilities for a number of categories of operating leases,
including:
• Property leases - the group has a variety of property leases across its national network of branches and processing facilities. Where
the group has entered into sub-leases in respect of its property leases, each sub-lease will be assessed under the standard to
determine if it qualifies as a finance lease or an operating lease under NZ IFRS 16
• Motor vehicle leases - the group leases motor vehicles for staff use in sales and day-to-day operations
• Equipment leases - the group leases certain equipment for use in its distribution, manufacturing and warehousing activities. This
includes material handling equipment such as forklifts and pallet trucks
• Other leases - other leases includes the lease of assets such as IT equipment, photocopiers and other plant or office equipment
On inception of a new lease, the lease liability is measured at the present value of the remaining lease payments, discounted using the
group’s incremental borrowing rate at that date. The right-of-use assets are measured at an amount equal to the lease liability, and
are depreciated over the estimated remaining lease term on a straight-line basis. The group presents the right-of-use assets and lease
liabilities separately on the face of the Balance sheet.
The group has utilised the recognition practical expedients specified in NZ IFRS 16 in respect of short-term and low value leases where
appropriate, as well as the use of a single discount rate to a portfolio of leases with reasonably similar characteristics.
The right-of-use assets are depreciated over a period of 1 to 17 years.
Key Judgement – Impairment Testing on Right-Of-Use Assets
The group has assessed for any indicators of impairment on its right-of-use assets for the financial year ended 30 June 2025.
The group has re-assessed the assumptions used for the previously impaired sites with longer term leases (> 3 years) based on
current market outlook and consideration over the sites' space utilisation in line with the group's network strategy. Based on
the assessment performed, no reversal of impairment was recognised for the current year (2024: nil).
C3: Commitments
Capital commitments
The group has contractual commitments of $0.4m (2024: $1.9m) for purchase of plant and equipment.
72Steel & Tube Annual Report 2025
The below outlines the recognised right-of-use assets and corresponding lease liabilities by the group as at 30 June 2025:
PropertiesMotor VehiclesEquipmentTotal
Notes$000$000$000$000
Right-of-use assets at 1 July 2024 89,215 4,258 1,864 95,337
Additions to right-of-use assets 4,529 1,603 2,651 8,783
Acquired through business combination
C5
14,009 - 1,192 15,201
Depreciation(13,737) (1,685) (907) (16,329)
Disposals(1,033) (11) (15 4) (1,198)
Total right-of-use assets at 30 June 2025 9 2 ,98 3 4,165 4,646 101,794
PropertiesMotor VehiclesEquipmentTotal
$000$000$000$000
Right-of-use assets at 1 July 2023 78,347 3,849 709 8 2 ,90 5
Additions to right-of-use assets 26,848 2,106 1,621 30,575
Depreciation(13,417) (1, 5 16) (330) (15,263)
Disposals(2,563) (181) (13 6) (2,880)
Total right-of-use assets at 30 June 2024 89,215 4,258 1,864 95,337
A portion of the group's right-of-use assets is being used for sub-lease which would meet the definition of an investment
property under NZ IAS 40 Investment Property. The portion recognised as investment property for the current financial year
is $1.3m (2024: $1.5m). Income from sub-leasing right-of-use assets for the year ended 30 June 2025 was $0.1m (2024: $0.1m).
Amounts recognised as lease liabilities are presented below.
Lease liability maturity analysis
PrincipalInterestGross
2025$000$000$000
Between 0 to 1 year 1 7,9 6 8 5,974 2 3 ,942
Between 1 to 5 years 56,311 16,613 7 2,9 24
More than 5 years 45,166 8,001 53,167
Lease liabilities as lessee 119,4 4 5 30,588 150,033
2024
Between 0 to 1 year 14,367 6,023 20,390
Between 1 to 5 years 53,466 16,233 69,699
More than 5 years 44,160 7, 5 3 5 51,695
Lease liabilities as lessee 111,993 29,791 141,784
73Steel & Tube Annual Report 2025
C5: Business Combinations
The group accounts for business combinations when it obtains control of either an entity, or a group of assets and liabilities which
constitute a business. The group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with
the entity and has the ability to affect those returns through its power over the entity.
Acquisition of Perry Metal Protection
On 1 May 2025, the group acquired the assets of Perry Metal Protection Limited and WSB Hamilton Limited (known collectively as
Perry Metal Protection), one of New Zealand's largest hot dip galvanizers. In addition to the galvanizing business, the acquisition also
includes smaller grating and sandblasting businesses. The acquisition significantly strengthens the group's offering and provides its
customers access to a seamless, end-to-end steel solution, from sourcing and processing to premium corrosion protection solutions.
Both the group and Perry Metal Protection have highly aligned customer bases, which creates cross-selling and growth opportunities
and is aligned to the group's strategy to selectively invest in high value services and products.
For the year ended 30 June 2025, Perry Metal Protection contributed revenue of $5.5m and earnings before interest and tax (EBIT)
of $1.4m. If the acquisition had occurred on 1 July 2024, management estimates that Perry Metal Protection would have contributed
revenue of $32.7m and EBIT of $9.0m. In determining these amounts, management has assumed that the fair value adjustments that
arose on date of acquisition would have been the same if the acquisition had occurred on 1 July 2024.
Consideration transferred
The consideration transferred in the acquisition is generally measured at fair value, as are the identifiable net assets acquired.
Any goodwill that arises is tested annually for impairment. Any gain on a bargain purchase is recognised in profit or loss immediately.
Transaction costs are expensed as incurred, except if related to the issue of debt or equity securities.
The following table summarises the acquisition date fair value of the total consideration transferred:
$000
Cash 30,243
Equity instruments (15,476,755 shares) 11,298
Contingent consideration 4,897
Total consideration transferred 46,438
i. Equity instruments issued
The fair value of the ordinary shares issued was based on the listed share price of the group at 1 May 2025 of $0.73 per share.
ii. Contingent consideration
The group has agreed to pay the selling shareholders a potential additional consideration (being 70% in cash and 30% in newly issued
equity) in two to three years from the acquisition completion date. This is based on meeting the performance targets set. Assuming
all targets are met, the maximum contingent consideration payable is $6m in cash and shares.
The group has included $4.9m as contingent consideration, which represents its fair value at the date of acquisition.
Acquisition related costs
The group incurred acquisition-related costs of $0.6m and integration costs of $0.3m. The acquisition-related costs include legal fees
and due diligence costs. These costs have been included in ‘operating expenses’.
74Steel & Tube Annual Report 2025
Identifiable assets acquired and liabilities assumed
The following table summarises the fair values of assets acquired and liabilities assumed at the date of acquisition:
Notes$000
Property, plant and equipment
C1
4,107
Intangible assets
C2
19, 3 15
Inventories 5,797
Right-of-use assets C4 15,201
Prepayments 7
Accruals and other payables(396)
Deferred tax liabilitiesA5(5,408)
Lease liabilitiesC4(15,201)
Site restoration provision(300)
Total identifiable net assets acquired 23,122
Measurement of fair values
The valuation techniques used for measuring the fair value of material assets acquired were as follows:
Assets acquiredValuation technique
Intangible assetsCustomer relationships: The multi-period excess earnings method
The multi-period excess earnings method considers the present value of net cash flows expected
to be generated by the customer relationships, and excludes any cash flows related to contributory
assets.
Brand: Relief-from-royalty method
The relief-from-royalty method considers the discounted estimated royalty payments that are
expected to be avoided as a result of the brand being owned.
Goodwill recognised
Goodwill arising from the acquisition has been recognised as follows:
Notes$000
Consideration transferred 46,438
Fair value of identifiable net assets 23,122
Goodwill
C2
23,316
The goodwill is mainly attributable to the skills and experience of Perry Metal Protection’s workforce and the synergies expected to
be achieved from integrating Perry Metal Protection into the group’s business. None of the goodwill recognised is expected to be
deductible for tax purposes.
Key Judgement - Identification and valuation of identifiable assets and liabilities
The group has identified the assets acquired and liabilities assumed at acquisition date, and measured these at their
acquisition date fair values.
Management has applied judgement in relation to both identifying and valuing these assets and liabilities; specifically in
respect to the identification and measurement of the separately identifiable intangible assets, being the brand and customer
relationships.
75Steel & Tube Annual Report 2025
Notes to the Financial Statements
For the year ended 30 June 2025
This section includes details of the group's cash, borrowings and capital reserves which provide funds for current and future activities.
D1 : Borrowings
20252024
$000$000
Trade Loan facility – current20,000 -
Revolving Term Advance facility – non current30,000-
Bank Loans50,000-
Key Policy
Borrowings are recognised initially at fair value and net of transaction costs incurred. Borrowings are subsequently stated at
amortised cost and any difference between the net proceeds and redemption value is recognised in profit or loss over the
period of the borrowings using the effective interest method. The movement in borrowings shown in the Statement of Cash
Flows is the net of repayments and drawdowns of borrowings. Borrowings are classified as current liabilities if there is no right
to defer settlement for greater than 12 months. The group is required to comply with certain financial covenants.
The group has in place committed bank borrowing facilities of $80m, comprising a $20m Revolving Cash Advance facility and a $30m
Revolving Term Advance facility with an expiry date of 4 August 2026, and a $30m Trade Loan facility with no expiry date and has
the effect of being repayable on demand. The interest rate is variable with reference to a base rate (BKBM bid rate) plus a margin.
Borrowing facilities arranged with the group’s banking partner can be drawn at any time, subject to meeting the terms of the group’s
Facility Agreement.
Both facilities are subject to compliance with covenants based on earnings and net debt tested periodically across the next twelve
months. If certain of these covenants are breached, they may render the Revolving Term Advance Facility payable on demand.
The group had no events of review or default as at 30 June 2025. Accordingly, the Revolving Term Facility is classified as non-current
at 30 June 2025 because the group has an existing right to defer settlement for a period at least 12 months after the reporting
period.
Subsequent to year end, the group has agreed revised covenants with its banking partner. The group expects to meet these revised
covenants in the upcoming financial year.
The group expects to negotiate new bank borrowing facilities when the current facilities expire.
FUNDING
SECTION D
76Steel & Tube Annual Report 2025
D2: Net Debt Reconciliation
Cash and cash
equivalentsBorrowingsLease liabilitiesTotal
$000$000$000$000
Net debt as at 1 July 2024 8,699 - (111,993) (103, 294)
Cash flows 5,039 (50,000) 15,259 (2 9,70 2)
Non-cash movements - - (22 ,711) (22 ,711)
Net debt as at 30 June 2025 13,738 (50,000) (119,4 4 5) (155,707)
Net debt as at 1 July 2023 6,481 - (9 9,426) (9 2,94 5)
Cash flows 2,218 - 15,148 17,366
Non-cash movements - - ( 2 7, 7 1 5 ) ( 2 7, 7 1 5 )
Net debt as at 30 June 2024 8,699 - (111,993) (103,294)
D3: Share Capital
The group’s capital includes share capital, treasury shares, reserves and retained earnings. The objectives for managing capital are to
safeguard the group’s ability to continue as a going concern, to provide returns and benefits for shareholders and other stakeholders
and to maintain a strong capital base for investor, creditor and market confidence. The group may adjust the dividends paid to
shareholders, return capital to shareholders, issue new shares or sell assets to maintain or adjust its capital structure.
Capital Structure Policy Targets
The group’s formal capital structure targets are as follows:
1. Net Debt: EBITDA less than 2.0x
2. Gearing ratio less than 30 – 35%
3. Dividend pay-out of between 60% – 80% of Net Profit After Tax (NPAT) adjusted for any significant non-trading items
2025 2024 2025 2024
Note$000 $000 SharesShares
Fully paid:
Balance at the beginning of the year 155,127 1 5 7,1 6 8 167,385,923 166,827,665
Dividend reinvestment plan 233 - 246,347 -
Employee share schemes
E5 285 834 523,010 1,507,307
Shares issued relating to business combinationC5 11,298 - 15,476,755 -
Costs of issuing share capital C5(22) - - -
Movement in treasury shares - (2,896) - (972,849)
Shares gifted to employees - 21 - 23,800
Balance at the end of the year 16 6,9 21 155,127 183,632,035 1 6 7, 3 8 5 ,9 2 3
Ordinary shares are classified as equity. The holders of ordinary shares are entitled to receive dividends declared from time to time and
to one vote per share at meetings of the company.
On 1 May 2025, the company issued 15,476,755 ordinary shares as part of the consideration for the purchase of the business and assets of
Perry Metal Protection Limited and WSB Hamilton Limited. Directly attributable costs were deducted from equity.
2025 2024 2025 2024
Treasury shares$000 $000 SharesShares
Balance at the beginning of the year - 2,896 - 972,849
Shares issued to employees - (2,896) - (972,849)
Balance at the end of the year - - - -
Treasury shares are unallocated company shares held by the Trustee of the Executive Share Plan 2003 and are recognised as a reduction
in shareholders’ funds of the group. There was no movement in treasury shares during the year.
77Steel & Tube Annual Report 2025
Notes to the Financial Statements
For the year ended 30 June 2025
This section contains additional notes and disclosures which do not form part of the primary sections but which are required to
comply with financial reporting standards:
• Financial instruments
• Provisions
• Contingent liabilities
• Auditor remuneration
• Related party and share based plans
• Subsequent events
• Other accounting policies
E1: Financial Instruments
Classification and subsequent measurement
On initial recognition, a financial asset is classified as subsequently measured at amortised cost, FVOCI (fair value through other
comprehensive income) or FVTPL (fair value through profit or loss). Financial assets are not reclassified subsequent to their initial
recognition unless the group changes its business model for managing financial assets, in which case all affected financial assets are
reclassified on the first day of the first reporting period following the change in the business model.
A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated as FVTPL:
• It is held within a business model whose objective is to hold assets to collect contractual cash flows; and
• Its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the
principal amount outstanding
A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as FVTPL:
• It is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets;
and
• Its contractual terms give rise on specified dates to cash flows that are SPPI on the principal amount outstanding
All financial assets not classified as measured at amortised cost or FVOCI are measured at FVTPL. This includes all derivative financial
assets. Purchases and sales of financial assets are recognised on the date the group has committed to the transaction. Derecognition
of financial assets occurs when the rights to receive cash flows have expired or the group has transferred substantially all the risks and
rewards of ownership.
Financial liabilities are measured at amortised cost or FVTPL. A financial liability is measured at FVTPL if is classified as held-for-trading,
it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains
and losses, including any interest expense, are recognised in profit or loss. Other financial liabilities are subsequently measured at
amortised cost under the effective interest method. Interest expense and foreign exchange gains and losses are recognised in profit
or loss. Any gain or loss on derecognition is also recognised in profit or loss.
The group classifies its trade and other receivables and cash and cash equivalents as being measured at amortised cost, including
any expected credit loss allowance provisions. They are included in current assets, except for those with maturities greater than 12
months after the end of the reporting period, these are classified as non-current assets. The group classifies its loan receivable as
being measured at FVTPL, as it does not meet the criteria for amortised cost or FVOCI. The asset is subsequently measured at fair
value. Net gains and losses, including any interest or dividend income, are recognised in the profit or loss.
Derivatives are measured at fair value. The portion of any fair value movement that is an effective hedge is measured in other
comprehensive income, but any ineffective portion is included in profit or loss.
OTHER
SECTION E
78Steel & Tube Annual Report 2025
Accounting classification of financial instruments
2025
Financial assets
at amortised
cost
Financial
liabilities at
amortised cost
Derivatives for
hedging at fair
value
Financial assets
at fair value
through profit
or loss
Financial
liabilities at fair
value through
profit or loss
Cash and cash equivalents 13,738 - - - -
Trade and other receivables excluding prepayments 5 7,1 3 7 - - - -
Derivative financial instruments - - 1 - -
Loan receivable - - - 1,624 -
Total financial assets 70,875 - 1 1,624 -
Borrowings - 50,000 - - -
Trade and other payables - 47,875 - - -
Derivative financial instruments - - 1,069 - -
Lease liabilities - 119,4 4 5 - - -
Contingent consideration liability - - - - 4,989
Total financial liabilities - 2 1 7, 3 2 0 1,069 - 4,989
2024
Cash and cash equivalents 8,699 - - - -
Trade and other receivables excluding prepayments 56,464 - - - -
Derivative financial instruments - - 55 - -
Loan receivable - - - 1,532 -
Total financial assets 65,163 - 55 1,532 -
Borrowings - - - - -
Trade and other payables - 41,022 - - -
Derivative financial instruments - - 170 - -
Lease liabilities - 111,993 - - -
Total financial liabilities - 153,015 170 - -
Measurement of fair values
The following table shows the valuation techniques used in measuring Level 2 and Level 3 fair values for financial instruments in the
balance sheet, as well as the significant unobservable inputs used.
Ty p eValuation technique
Significant
unobservable inputs
Inter-relationship between
significant unobservable inputs
and fair value measurement
Contingent
consideration
Discounted cash flows: The
valuation model considers the
present value of the expected
future payments, discounted
using a risk-adjusted discount
rate
Expected cash flows
(30 June 2025: $6.0m)
Risk-adjusted discount rate
(30 June 2025: 10.2%)
The estimated fair value would
increase/(decrease) if:
• The expected cash flows were
higher/(lower); or
• The risk-adjusted discount
rate were lower/(higher)
Derivative financial
instruments (Forward
exchange contracts)
Forward pricing: The fair value
is determined using forward
exchange rates that are quoted
in an active market at the
reporting date
Not applicableNot applicable
Cash and cash equivalents comprise cash in bank balances and cash on hand. Loan receivable includes an equity option and is
measured at fair value, based on unobservable inputs.
79Steel & Tube Annual Report 2025
Financial risk management
The group is exposed to financial risk: market risk, credit risk and liquidity risk.
The group’s Treasury Policy is approved by the board and is reviewed every three years. The Treasury Policy establishes principles and
risk tolerance levels to guide management in carrying out risk management activities to minimise potential adverse effects on the
financial performance of the group. Compliance with policy is monitored and reviewed on a monthly basis.
i. Market risk
Market risk is the risk that changes in market price (e.g. foreign exchange rates and interest rates) will affect the group's income or the
value of its holdings of financial instruments. The object of market risk management is to manage and control market risk exposures
within acceptable parameters, while optimising the return.
Foreign exchange risk
The group is exposed to foreign exchange risk arising mainly from overseas purchases of inventory. In accordance with its Treasury
Policy, all committed overseas purchase orders are hedged using forward foreign exchange contracts where payment is made in
a foreign currency. The group qualifies for hedge accounting. All of the forward exchange contracts have maturities of less than
one year at the balance date. The effective portion of the changes in fair value is recognised in other comprehensive income and
accumulated in the hedging reserve in equity as described in section E7.
As at balance date, foreign exchange contracts recorded as assets were $0.001m (2024: $0.05m) and as liabilities were $1.07m (2024:
$0.17m). The notional value of foreign exchange contracts in place as at 30 June 2025 totalled $24.4m (2024: $20.45m). The fair value of
the foreign currency forward exchange contracts is as shown on the Balance Sheet.
The following table summarises the sensitivity of the group to foreign exchange risk. There would be no impact on profit or loss, as
the group qualifies for hedge accounting and all hedges are 100% effective at balance date. A sensitivity of +/- 5% has been selected
against foreign currencies (primarily US dollar). The group believes that this is reasonably possible given the exchange rate volatility
observed on a historical basis. All variables other than the applicable exchange rates are held constant:
2025 2024
NZ$m-5%+5%-5%+5%
Foreign exchange rate change
Impact on hedging reserves (within equity) (1.05) 1.29 (0.94) 1.10
Interest rate risk
Interest rate risk is the risk that the value of the group’s assets and liabilities will fluctuate due to changes in market interest rates.
The group is exposed to interest rate risk through its drawings under the Group’s bank borrowing facilities at variable interest rates.
During the year ended 30 June 2025, if bank interest rates had been 100 basis points higher/lower with all other variables held
constant, it would change post-tax profit for the year by $0.3m lower/higher (2024: $nil).
ii. Credit risk
The group is exposed to the risk of customers being unable to pay their debts as they fall due. The maximum exposure is the total
value of these balances. Customers who trade on credit terms are subject to credit verification procedures and credit limits are set for
each customer. The group’s credit policy is monitored regularly. In some circumstances, security over assets may be obtained from
trade receivables to mitigate the risk of default. There are no significant concentrations of credit risk in the current or prior years.
The group also has credit risk in respect of financial institutions that hold the group’s cash. These institutions have credit ratings of AA-.
iii. Liquidity risk
The group manages its liquidity risk by maintaining availability of sufficient cash and funding via an adequate amount of committed
bank borrowing facilities. Owing to the nature of the underlying business, the group aims to maintain funding flexibility through
committed credit lines. The group monitors actual and forecast cash flows on a regular basis and rearranges credit facilities where
appropriate.
The table below summarises the group’s financial liabilities and derivative financial instruments into maturity groupings based on
the remaining period from balance date to the contractual maturity date. The amounts disclosed are the contractual undiscounted
cash flows.
80Steel & Tube Annual Report 2025
Contractual cash flows
2025
Carrying
value
$000
6 months
or less
$000
6 to 12
months
$000
1 to 3
years
$000
Total
$000
Borrowings 50,000 20,000 - 30,000 50,000
Trade payables & accruals 47,875 42,371 - 5,504 47,875
Cash flow hedging of derivatives:
Outflow 24,398 24,398 - - 24,398
Inflow(23,330) (23,330) - - (23,330)
98,943 63,439-35,504 98,943
2024
Trade payables & accruals 41,022 41,022 - - 41,022
Cash flow hedging of derivatives:
Outflow 20,445 20,445 - - 20,445
Inflow(20, 330) (20, 330) - - (20, 330)
41,137 41,137 - - 41,137
E2: Provisions
Restructure
Provision
Make Good
Provision
Other
ProvisionsTotal
Note$000 $000 $000 $000
Opening balance as at 1 July 2024 452 1,538 444 2,434
Additions - 80 - 80
Assumed in a business combination C5 - 300 - 300
Used(45 2) - (3 51) (803)
Unutilised - (135) - (135)
Closing balance as at 30 June 2025 - 1,783 93 1,876
Current - 154 93 247
Non Current - 1,629 - 1,629
Closing balance as at 30 June 2025 - 1,783 93 1,876
Key Policy
Provisions are recognised when the group has a present obligation (legal or constructive) as a result of a past event. This
occurs when it is probable that a cost will be incurred to settle the obligation and a reliable estimate can be made of that
obligation. Where material, provisions are determined by discounting the expected cash flows at a pre-tax rate that reflects
current market assessments of the time value of money. Where discounting is used, the increase in the provision due to the
passage of time is recognised as an expense.
• Make Good Provision on existing tenanted properties - no costs relating to make good activities were undertaken during the
current financial year. Actual payment dates and costs will be known once each lease reaches its expiry date
• Other Provisions - relates to a provision for committed health & safety costs expected to be incurred within the next 12 months
81Steel & Tube Annual Report 2025
E3: Contingent Liabilities
Indemnities given to the group’s banking partner in respect of performance bonds were $0.6m (2024: $0.9m) at balance
date and were transacted in the ordinary course of business. These relate to performance guarantees held primarily for the
construction contracts entered into by the group.
E4: Auditor Remuneration
20252024
Fees paid to auditors (KPMG)$000 $000
Audit or review of financial statements
Audit of financial statements439426
1
Review of financial statements6565
Other services
Pre-assurance for Greenhouse Gas Emission disclosure-39
Total fees for services provided by KPMG 504 530
1
Including $30k relating to the FY23 audit
82
Steel & Tube Annual Report 2025
E5: Related Party and Share Based Plans
The group has related party relationships with its controlled entities and with key management personnel.
The subsidiaries in the group are:
2025 2024
SubsidiariesPrincipal ActivityBalance DateHoldingHolding
Composite Floor Decks Holdings LimitedNon-trading30 June100%100%
Studwelders LimitedNon-trading30 June100%100%
S & T Plastics LimitedNon-trading30 June100%100%
S & T Stainless LimitedNon-trading30 June100%100%
Manufacturing Suppliers LimitedNon-trading30 June100%100%
Composite Floor Decks LimitedFloor Decking Installer30 June100%100%
Steel & Tube Galvanising Limited
1
Galvanizing employment company30 June100%100%
1
Previously known as Steel & Tube New Zealand Limited. Name was changed to Steel & Tube Galvanising Limited on 21 March 2025
2025 2024
Transactions with Key Management Personnel$000 $000
Short-term benefits 4,9 76 4,466
Share-based benefits (accounting expense) 504 425
5,479 4,891
The key management personnel are the non-executive directors and executive management. Included in short term benefits are
directors’ fees of $0.6m (2024: $0.6m). The aggregate value of sales and purchases transacted with key management personnel in the
current financial year amounts to $10k (2024: $3k) and $8k (2024: nil) respectively.
Other Transactions with Related Parties
Certain directors, shareholders and management have relevant interests in a number of companies with which the group has
transactions in the normal course of the business. A number of the group's directors are also non-executive directors of other
companies, and a register of directors' interests is maintained. Any transactions undertaken with these entities have been entered
into in the normal course of business.
Certain directors and management hold shares in the group and receive dividends in the normal course of business.
83Steel & Tube Annual Report 2025
Performance Rights Plan 2017
In February 2018, a new Executive share plan was approved by the board, known as the Performance Rights Plan 2017 (PRP).
The performance period for this scheme runs for 3 years and comprises two performance conditions (50% each) as follows:
a) The Benchmark Comparator (BC) ranks the company’s Total Shareholder Return (TSR) relative to the TSR of the NZX 50 Index
securities
• Where the company TSR equals the 50th percentile TSR of the Index Companies over the Performance Period, 50% of (BC)
Performance Rights will vest
• Where the company TSR equals or exceeds the 75th percentile TSR of the Index Companies over the Performance Period, 100%
of (BC) Performance Rights will vest
• Where the company’s TSR over the Performance Period exceeds the 50th percentile TSR of the Index Companies but does not
reach the 75th percentile, then between 50% and 100% of the (BC) Performance Rights, will vest as determined on a linear pro-
rata basis
b) The Absolute Comparator (AC) ranks the company’s TSR relative to the company’s Cost of Equity (CoE) plus a premium of 2%
annualised and compounding
• Where the company TSR is less than or equal to CoE, no (AC) Performance Rights will be vested
• Where the company TSR is equal to or greater than CoE + 2%, 100% of (AC) Performance Rights will vest
• Where the company TSR is greater than CoE but less than (CoE) + 2%, then between 50% and 100% of the (AC) Performance
Rights will vest as determined on a linear pro-rata basis.
Performance Rights are only able to be exercised after completion of the three year performance period, providing and only to the
extent that the performance conditions, and other relevant service and non-market performance conditions, have been satisfied.
Any Benchmark and Absolute Comparator Performance Rights that do not vest at the Measurement Date will lapse.
During the year the following movements of rights to shares occurred in accordance with the rules of the share plans:
No. of Rights
Available
No. of Rights
Available
20252024
Opening balance 3,046,283 3,458,505
New shares granted 1,582,702 1,336,818
Rights forfeited(10,9 16) (241,733)
Rights vested(52 3,010) (1,507,307)
Rights lapsed(523,005) -
To t a l 3,572,054 3,046,283
Rights Performance Conditions Start DateExpiry date
Issue date
fair value
Total Rights
Issued
Rights
Available
30 June 2025
Rights
Available
30 June 2024
7 September 2021 – Tranche 50 7/0 9/ 2 0 24$1.15 1,353,114 - 1,046,015
5 September 2022 – Tranche 605/09/2025$1.43 975,896 7 5 7, 5 8 8 7 5 7, 5 8 8
4 September 2023 – Tranche 70 4/09/2026$1.10 1,336,818 1,231,764 1,242,680
9 September 2024 – Tranche 809/09/202 7$ 0.98 1,596,019 1,582,702 -
To t a l 5,261,847 3,572,054 3,046,283
Weighted average remaining contractual life of options outstanding at end of period 1.40 1.23
2025 2024
$000 $000
Share-based benefits (accounting expense) 670 524
84Steel & Tube Annual Report 2025
The fair value of rights is determined using a Monte Carlo share price simulation model. The significant inputs into the model for
shares granted during the period were the market share price at grant date, an exercise price of zero (as shares are issued to the
employees at nil consideration on vesting), volatility of 26.7%, expected option life of between 1 and 3 years and an annual risk free
interest rate of 3.8%. Volatility has been calculated based on the annualised volatility for the three years prior to the rights issue.
Key Policy
The Performance Rights Plan 2017 is considered to be an equity settled scheme under NZ IFRS 2 Share-based Payment and
the vesting conditions for the scheme include both service and performance conditions.
Performance Rights Plan 2017
The cost associated with this plan is measured at fair value at grant date and is recognised as an expense in profit or loss over
the vesting period, with a corresponding entry to the reserve in equity. The estimate of the number of rights for which the
service conditions are expected to be satisfied is revised at each reporting date, with any cumulative catch-up adjustment
recognised in profit or loss in the period that the change in estimate occurred. Any rights not vested after the expiry of three
years are cancelled.
E6: Subsequent Events
In August 2025, the group has agreed revised covenants with its banking partner (refer to Note D1).
85Steel & Tube Annual Report 2025
E7: Other accounting policies
Basis of consolidation
The group applies the acquisition method to account for business combinations. The group financial statements comprise the
financial statements of Steel & Tube Holdings Limited and its controlled entities (subsidiaries) (see Note E5).
The group controls an entity when the group is exposed to, or has rights to variable returns from its involvement with the entity and
has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are consolidated from the
date on which control is transferred to the group and deconsolidated from the date control ceases.
Consideration transferred is the fair value of assets transferred, liabilities incurred to the former owners of the acquiree and equity
interests issued by the group. Consideration transferred also includes the fair value of any asset or liability resulting from a contingent
consideration arrangement. Identifiable assets acquired and liabilities (including contingent liabilities) assumed in a business
combination are measured initially at their fair values at acquisition date.
All inter-company transactions and balances between group companies are eliminated.
Foreign currency
Transactions in foreign currencies are translated at the foreign exchange rate at the date of the transaction. Gains and losses resulting
from the settlement of such transactions and from translation of monetary assets and liabilities at balance date are recognised in
profit or loss except when deferred in equity as qualifying cash flow hedges. The group’s hedging largely comprises cash flow hedges
for future purchases of inventory. The group’s current practice is to recognise the accumulated gains or losses on the hedging
instrument/derivative against the carrying value of the inventory when inventory is recognised.
Derivatives - Cash flow hedge
The group uses derivative financial instruments to hedge its exposure to foreign exchange risks arising from operational, financing
and investing activities. In accordance with its Treasury Policy, the group does not hold or issue derivative financial instruments for
trading purposes. Derivative financial instruments are recognised initially at fair value on the date a derivative contract is entered into.
Subsequent to initial recognition, derivatives are re-measured at fair value.
The group designates certain derivatives as hedges of a highly probable forecast transaction (cash flow hedge). The effective portion
of changes in the fair value of derivatives designated as cash flow hedges is recognised in equity. The gain or loss on the ineffective
portion is recognised in profit or loss in other gains/(losses). When the hedged item is a non-financial asset (for example, inventory
or property, plant and equipment) the amount recognised in equity is transferred to the carrying amount of the asset when it is
recognised. In other cases the amount recognised in equity is transferred to profit or loss in the same period the hedged item is
recognised in the Statement of Profit or Loss and Other Comprehensive Income. If the hedging instrument no longer meets the criteria
for hedge accounting, expires, is sold, terminated or is exercised, any cumulative gain or loss previously recognised in equity remains
in equity until the forecast transaction is ultimately recognised in profit or loss. When a forecast transaction is no longer expected to
occur, the cumulative gain or loss reported in equity is immediately transferred to profit or loss within other gains/(losses).
Derivative financial instruments are classified as current if expected to be settled within 12 months; otherwise, they are classified as
non-current.
Impairment of non-financial assets
Assets that have indefinite useful lives that are not subject to amortisation and intangible assets not yet available for use are tested
annually for impairment. Assets (including intangibles and property, plant and equipment) subject to amortisation and depreciation
are reviewed for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable. An
impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable
amount is the higher of an asset’s fair value, less costs to sell and value in use. For the purposes of assessing impairment, assets are
grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units).
Revenue recognition
Revenue is measured based on the consideration specified in a contract with a customer. The group derives its revenue from the
distribution and processing of steel and associated products. Revenue is recognised when the group transfers control over products
and services to its customers.
86Steel & Tube Annual Report 2025
The table below shows the contract portfolios identified by the group and further information on the revenue recognition.
The grouping of the contract portfolios is based on assessment of certain contract characteristics for similarities. The effects on
the financial statements of these groupings is not expected to differ materially from applying NZ IFRS 15 to the individual contracts
(or performance obligations) within the portfolio. The group regularly undertakes a process to review the contracts’ characteristics
and assess the appropriate grouping of the contract portfolios. Characteristics considered may include identified risks, contract size
and duration, and contractual terms of the contracts.
Contract
PortfolioDescriptionKey JudgementsOutcomeTiming of Recognition
Cash or Credit
Supply Sales
Any sales from individual
orders without a formal
written contract.
No major judgement
required.
There is one performance
obligation, being the supply of the
product.
Point in time
Revenue is recognised at point of
sale when the product is delivered.
Key Supply and
Supply and
Installation
Sales
Any contracts that contain
supply and may contain
installation performance
obligations which the
group has assessed to have
similar risk characteristics.
Where the contract
contains installation
services, determining
whether or not the
supply and installation
components are “distinct”
within the context of the
contract.
There are two performance
obligations, being supply of the
product and installation of the
product.
Installation of the product is
considered a distinct performance
obligation as supply only contracts
are also available on a stand-alone
basis.
Over time
Revenue relating to the supply
and where applicable, installation
performance obligations
are recognised on a stage of
completion basis based on the
input of labour and materials
costs, as this corresponds directly
with the value to the customer
of the group’s performance
completed to date.
Other Supply
and Installation
Sales
Any contracts that contain
supply and installation
performance obligations
and have not been
included in the ‘Key Supply
and Supply and Installation
Sales’ contract portfolio.
Determining whether
or not the supply and
installation components
are “distinct” within the
context of the contract.
There are two performance
obligations, being supply of the
product and installation of the
product.
Over time
Revenue relating to the supply
and where applicable, installation
performance obligations are
each recognised in the amount
to which the group has a right to
invoice under the terms of the
contract.
Other Supply
Only Sales
Any contracts/sales
agreements that only have
supply of steel product
clauses.
Determining whether
each act of supply should
be treated as a separate
performance obligation
within the contract.
There is one performance
obligation, being the act of the
supply. Irrespective of how many
supply events occur, the products
supplied are all highly interrelated
in that they all are required for
the same construction project,
and therefore represent a series
of distinct supply events which
are substantially the same and
use the same method to measure
progress towards completion.
They are therefore accounted
for as a single performance
obligation.
Over time
The products supplied are
required to be modified to a
significant extent and do not
create an asset with an alternative
use to the group. The group has
a right to consideration from
the customer in an amount that
corresponds directly with the
value to the customer of the
group’s performance completed
to date.
Revenue relating to ‘Other Supply
Only Sales’ is recognised in the
amount to which the group has a
right to invoice under the terms of
the contract.
The group has also utilised the practical expedients specified in NZ IFRS 15 Revenue from Contracts with Customers in respect of the
requirement to disclose the transaction price allocated to unsatisfied (or partially unsatisfied) performance obligations, where the
contract has an original expected duration of one year or less, or where the group has applied the practical expedient to recognise
revenue at the amount to which it has a right to invoice, which corresponds directly to the value to the customer of the group’s
performance completed to date. Any volume-based rebates extended to customers by the group are recognised as a deduction from
revenue, in line with the pattern of transfer of control of the relevant good or service to the customer, where payment is deemed to
be highly probable.
87Steel & Tube Annual Report 2025
New standards and interpretations issued and effective in the current period
The group adopted all mandatory new and amended NZ IFRS Standards and Interpretations in the current year. FRS-44 New
Zealand Additional disclosures has been adopted by the group in the preparation of these financial statements (refer to note E4).
No other new standards and interpretations issued and effective in the current period had a material impact on the group's financial
statements.
New standards and interpretations issued and not yet effective
A number of new standards, amendments to standards and interpretations are effective for annual periods beginning on or after
1 July 2025. In April 2024, the International Accounting Standards Board issued IFRS 18 Presentation and Disclosure in Financial
Statements, which is effective for accounting periods beginning on or after 1 January 2027. The impact of this standard is being
assessed by the group, however it is expected that the standard will affect the presentation of the financial statements. This standard
has not been early adopted in preparing these financial statements.
The group is currently assessing the impact of other new standards to the group to determine if they will have a significant impact on
future financial statements. On this basis, the group has not adopted and currently does not anticipate adopting, any standards prior
to their effective dates.
Climate-related Disclosures
On 14 December 2022, the External Reporting Board (XRB) published its climate-related disclosures standards. The group is a climate
reporting entity for the purpose of the Financial Markets Conduct Act 2013. The group's climate-related disclosures for the year ended
30 June 2025 will be accessible on Steel & Tube's website by 31 October 2025.
The group has considered the potential impacts of climate change on the group’s financial position and evaluated whether climate-
related factors give rise to any significant accounting estimates or judgements that could materially affect the financial statements.
As at reporting date, the group has assessed that there are no material impacts on the carrying values of assets and liabilities, or on
the assumptions used in determining accounting estimates and judgements, including those related to impairment assessments,
useful lives of assets and provisions.
88Steel & Tube Annual Report 2025
© 2025 KPMG, a New Zealand Partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a
private English company limited by guarantee. All rights reserved.
Document classification: KPMG Public
Independent Auditor’s Report
To the Shareholders of Steel & Tube Holdings Limited
Report on the audit of the consolidated financial statements
Opinion
We have audited the accompanying consolidated
financial statements which comprise:
the consolidated balance sheet as at 30 June 2025;
the consolidated statements of profit or loss and
comprehensive income, changes in equity and cash
flows for the year then ended; and
notes, including material accounting policy
information and other explanatory information.
In our opinion, the accompanying consolidated
financial statements of Steel & Tube Holdings Limited
(the Company) and its subsidiaries (the Group) on
pages to 50 to 88 present fairly in all material
respects:
the Group’s financial position as at 30 June
2025 and its financial performance and cash
flows for the year ended on that date;
In accordance with New Zealand Equivalents to
International Financial Reporting Standards (NZ
IFRS) issued by the New Zealand Accounting
Standards Board and the International Financial
Reporting Standards issued by the International
Accounting Standards Board.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)). We
believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
We are independent of Steel & T ube Holdings Limited in accordance with Professional and Ethical Standard 1
International Code of Ethics for A ssurance Practitioners (Including International Independence Standards) (New
Zealand) iss ued by the New Zealand Auditing and Assurance Standards Board and the International Ethics
Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including International
Independence Standards) (IESBA Code), as applicable to audits of financial statements of public interest entities.
We have also fulfilled our other ethical responsibilities in accordance with Professional and Ethical Standards 1 and
the IESBA Code.
Our responsibilities under I SAs (NZ) are further described in the Auditor’s responsibilities for t he audit of the
consolidated financial statements section of our report.
Our firm has been engaged to provide other services to the Group in relation to limited assurance service on
Green House Gas Emission reporting. Subject to certain restrictions, partners and employees of our firm may
also deal w ith the Group on normal terms within the ordinary course of trading activities of the business of the
Group. These matters have not impaired our independence as auditor of the Group. The firm has no other
relationship with, or interest in, the Group.
Materiality
The scope of our audit was influenced by our application of materiality. Materiality helped us to determine the
nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually and
on the consolidated financial statements as a whole. The materiality for the consolidated financial statements as a
whole was set at $2m determined with reference to a benchmark of the Group’s total revenue. We chose the
benchmark because, in our view, this is a key measure of the Group’s performance.
89Steel & Tube Annual Report 2025
2
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the consolidated financial statements in the current period. We summarise below those matters and our key audit
procedures to address those matters in order that the Shareholders as a body may better understand the process
by which we arrived at our audit opinion.
Our procedures were undertaken in the context of and solely for the purpose of our audit opinion on the
consolidated financial statements as a whole and we do not express discrete opinions on separate elements of the
consolidated financial statements.
The key audit matter How the matter was addressed in our audit
Impairment Assessment
Refer to Note C2 to the financial
statements.
At 30 June 2025, the carrying value
of the group’s net asset of $182.3m
exceeds its market capitalisation of
$130.4m and is considered an
indicator of impairment as per the
accounting standards.
An impairment test for the Group
and each of the four individual Cash
Generating Units (“CGU”) was
carried out to assess whether the
recoverable amount of each CGU
exceeded their carrying value.
Impairment assessment is a key
audit matter, due to the inherent
uncertainty when estimating
recoverable amount. In particular,
there is uncertainty in the timing and
scale of market recovery and the
resulting revenue, gross margin and
operating costs of the CGUs.
Our procedures to evaluate the impairment assessment included;
•Assessing whether the methodology adopted was consistent with the
accepted valuation approaches of IAS 36 Impairment of Assets
considering both the value in use and fair value less cost of disposal
models prepared by the Group;
•Evaluating the key assumptions within the models including:
ocomparing the discount rates and terminal growth rates applied
to relevant benchmarks using KPMG valuation specialists;
oevaluating the key cash flow assumptions by comparing to
historical trends, approved budgets, business plans and where
available, external market data as evidence of the feasibility of the
forecasts;
ochallenging the above assumptions and judgements by
performing sensitivity analysis, considering a range of outcomes
based on various scenarios;
•Considering the appropriateness of the disclosures in the financial
statements.
We did not identify any material misstatements in relation to the impairment
assessment.
Business Combinations
Refer to Note C5 to the financial
statements.
On 1 May 2025, the Group acquired
the trade and assets of Perry Metal
Protection for consideration of
$46.4m.
This was a key audit matter due to
the size of the acquisition and the
judgments involved when
determining both;
•the fair value of acquired
assets and liabilities, in
particular identification and
Our procedures to evaluate business combinations included:
•Reading the sale and purchase agreement and related key acquisition
transactions documents to understand the key terms and conditions of
the acquisitions; and assess the acquisitions against the criteria of a
business combination in the accounting standards;
•Agreeing the consideration paid and payable to the sale and purchase
agreement, and evaluating the reasonableness of judgement used in
the calculation of fair value of the contingent consideration;
•Assessing the key assumptions used in the identification and
valuation of acquired intangible assets including:
ocomparing the forecast earnings assumptions to the financial
information obtained during the due diligence process;
90Steel & Tube Annual Report 2025
3
The key audit matter How the matter was addressed in our audit
valuation of the acquired
intangible assets.
•estimate of the fair value of the
contingent consideration.
oengaging our KPMG specialists to evaluate the appropriateness of
the methodology used for the valuation of intangible assets and
challenging key assumptions such as royalty rates and discounts
rates used in the model;
•Attending the inventory count conducted prior to the acquisition and
evaluating the appropriateness of accounting for plant and equipment
and lease contracts;
•Assessing the Group’s disclosures in respect of business
combinations with reference to the requirements of the accounting
standards.
We did not identify any material misstatements in relation to the business
combinations.
Borrowings
Refer to Note D1 to the financial
statements.
The Group holds $50m of
borrowings, $30m on a Revolving
Term Advance facility which expires
on 6 August 2026, and $20m on a
Trade Loan facility which has no
expiry but has the effect of being
repayable on demand. There are
covenants associated with the
facilities based on earnings and net
debt levels.
This was a key audit matter due to
the judgments involved in;
•Assessing whether the Group
has the right under the
Revolving Term Advance facility
to defer settlement of the
borrowings for at least twelve
months after the reporting date.
•Assessing whether there had
been any events of default
during the period or at reporting
date.
•Assessing managements
judgements around their ability
to negotiate new bank
borrowing facilities when the
Revolving Term Advance facility
expires and reviewing whether
the disclosures around this and
the expected covenant
compliance were appropriate
and in compliance with the
requirements of the accounting
standards.
Our procedures to evaluate borrowings included:
•Reading the facility agreements to understand the key terms and
conditions, in particular the terms relating to facility limits, covenants
and expiry of the facilities;
•Obtaining management covenant reporting which has been provided
by the Group to it’s l ender during and subsequent to the reporting
period;
•Discussing and obtaining communication between the Group and it’s
lender regarding the revised covenants which have been agreed
subsequent to balance date;
•Testing the mathematical accuracy of management’s reported
covenant compliance during the period and forecasted covenant
calculations for the year ending 30 June 2026;
•Comparing the forecasted cash flow assumptions used to assess
future covenant compliance to the assumptions used in the Impairment
Assessment noted above;
•Reading and assessing managements paper on their judgment that
they expect to negotiate new bank borrowing facilities when the
Revolving Term Advance facility expires;
•Considering the appropriateness of the Group’s disclosure.
We did not identify any material misstatements in relation to the borrowings.
91Steel & Tube Annual Report 2025
4
Other information
The directors, on behalf of the Group, are responsible for the other information. The other information comprises
information included in the Annual Report, but does not include the financial statements and our auditor’s report
thereon.
Our opinion on the consolidated financial statements does not cover any other information and we do not express
any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements our responsibility is to read the other
information and in doing so, consider whether the other information is materially inconsistent with the consolidated
financial statements or our knowledge obtained in the audit or otherwise appears materially misstated.
If, based on the work we have performed, we conclude there is a material misstatement of this other information,
we are required to report that fact. We have nothing to report in this regard.
Use of this independent auditor’s report
This independent auditor’s report is made solely to the Shareholders. Our audit work has been undertaken so that
we might state to the Shareholders those matters we are required to state to them in the independent auditor’s
report and for no other purpose. To the fullest extent permitted by law, none of KPMG, any entities directly or
indirectly controlled by KPMG, or any of their respective members or employees, accept or assume any
responsibility and deny all liability to anyone other than the Shareholders for our audit work, this independent
auditor’s report, or any of the opinions we have formed.
Responsibilities of directors for the consolidated financial
statements
The directors, on behalf of the Group, are responsible for:
— the preparation and fair presentation of the consolidated financial statements in accordance with NZ IFRS
issued by the New Zealand Accounting Standards Board and the International Financial Reporting
Standards issued by the International Accounting Standards Board;
— implementing the necessary internal control to enable the preparation of a consolidated set of financial
statements that is free from material misstatement, whether due to fraud or error; and
— assessing the ability of the Group to continue as a going concern. This includes disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless they either intend
to liquidate or to cease operations or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the consolidated
financial statements
Our objective is:
— to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error; and
— to issue an independent auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance but it is not a guarantee that an audit conducted in accordance
with ISAs NZ will always detect a material misstatement when it exists.
92Steel & Tube Annual Report 2025
5
Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic decisions of users taken on the basis of the consolidated
financial statements.
A further description of our responsibilities for the audit of the consolidated financial statements is located at the
External Reporting Board (XRB) website at:
https://www.xrb.govt.nz/standards/assurance-standards/auditors-responsibilities/audit-report-1 -1/
This description forms part of our independent auditor’s report.
The engagement partner on the audit resulting in this independent auditor’s report is Laura Youdan.
For and on behalf of:
KPMG
Auckland
24 August 2025
93Steel & Tube Annual Report 2025
Director Remuneration
As at 30 June 2025, the standard directors’ fees per annum were $165,000 for the chair and $87,500 for each non-executive director.
Board committee chairs also receive additional fees of between $10,000 – $15,000 for their committee responsibilities.
Directors’ fees exclude GST, where applicable. Directors are entitled to be reimbursed for costs directly associated with carrying out
their duties, including travel costs. Directors can receive special exertion payments in certain circumstances – none were paid in FY25.
Board policy is that no sum is paid to a director upon retirement or cessation of office.
Directors do not participate in the company's short or long term incentives.
The total amount of remuneration and other benefits received by the directors during the year ended 30 June 2025 was $642,500 as
shown in the table below:
DirectorDirector Fees
Committee
Chair FeesF Y 2 5 To t a lResponsibility
Susan Paterson165,000-165,000Board Chair
Steve Reindler8 7, 5 0 010,0009 7, 5 0 0People & Culture Committee Chair
Chris Ellis8 7, 5 0 015,000102,500QHSET Committee Chair
John Beveridge8 7, 5 0 0-8 7, 5 0 0
Karen Jordan8 7, 5 0 015,000102,500Audit & Risk Committee Chair
Andrew Flavell8 7, 5 0 0-8 7, 5 0 0
Executive Remuneration
Steel & Tube’s Remuneration Policy and practices are designed to attract, retain and motivate high calibre people at all levels of
Steel & Tube. Roles are benchmarked using recognised job sizing and market comparison processes. Board policy is that no additional
amounts are paid to a director or the Chief Executive Officer upon retirement or cessation of office. There were no special joining
payments, retention payments or takeover bonuses paid to any executive in FY25.
Executive remuneration comprises fixed base salary and superannuation. Both elements make up Fixed Annual Remuneration (FAR),
against which discretionary performance incentives are applied.
Steel & Tube operates a Short Term Incentive (STI) and Long Term Incentive (LTI) scheme. They are both variable elements of
remuneration, with selected employees invited to participate each year as approved by the board. They are only paid if conditions and
targets are met.
Short Term Incentive (STI)
The CEO and executives have the potential to earn a Short Term Incentive (STI) each year. Steel & Tube’s STI is based on performance
targets and is designed to differentiate performance and reward delivery. STI values for the CEO and executives are set as a
percentage of Fixed Annual Remuneration (FAR) based on the scale, complexity and performance expectations of each individual STI
participant’s role.
STI performance targets for all participants including the CEO are based on the following criteria:
Portion of STICriteria
50%* Financial Results (Return on Funds Employed target for FY25)
25%Execution against nominated mid-longer term strategic initiatives in board approved Strategic Initiative Plan.
This plan details key operational excellence improvements with milestones to be completed during FY25
10%QHSET Leadership requiring 100% completion of leadership safety observations throughout the year
8%Customer Engagement NPS
7%Employee Engagement ENPS
*(participants can achieve maximum of 150% of target STI for outperformance of financial targets)
REMUNERATION
94Steel & Tube Annual Report 2025
Other features of the STI
1. The STI plan includes a company based financial performance hurdle, i.e. no STI is payable to any participant if the year-end
results are less than 80% of the company’s financial target.
2. If financial results are within 80-99% of target, participants may achieve a maximum of 50% STI based on the achievement of the
non-financial components of the targets.
3. The scheme enables a maximum payment of up to 150% STI for stretch performance – achievable only by exceeding the
Return on Funds Employed target. There is no outperformance incentive of the non-financial components. If there is a fatality
or serious harm where the board deems either the company as a whole or participating individuals are culpable, the board may
decide that no STI payment (all components) will be paid to one, some or all of the participants.
Long Term Incentive Scheme (LTI)
The CEO and executives, together with a limited number of non-executive senior managers, also have the potential to earn
a Long Term Incentive (LTI). Steel & Tube’s LTI is designed to incentivise and retain key personnel, align the interests of executives
and shareholders and encourage long-term decision-making. LTI values for the CEO and executives are set as a percentage of FAR.
The current LTI (referred to as the Performance Rights Plan (PRP)) was developed and approved by the board in February 2018.
The PRP performance period runs for three years and comprises of two performance conditions (50% each) as outlined in Note E5
of the Financial Report.
CEO Remuneration
The CEO’s overall remuneration as at 30 June 2025 consists of a fixed annual remuneration (FAR), an STI at 60% of FAR and an LTI
of 40% of FAR. This is reviewed annually by the People & Culture Committee and approved by the board each year.
The performance targets for the CEO for the year ending 30 June 2025 were aligned with the STI scheme and were as follows:
Ta r g e t K P I sWeighting
Financial – Return on Funds Employed (ROFE)50%
Completion of Nominated Strategic Initiatives25%
Health & Safety – Leading and lagging indicators10%
Customer Engagement8%
Employee Engagement7%
The board ensures that the CEO’s remuneration, including base salary, is aligned with appropriate market rates and reflects
performance and delivery of sustainable shareholder value.
The table below sets out CEO FAR and the pay for performance components of the CEO’s remuneration package on an annualised
basis. This table sets out the pay for performance outcomes for STI and LTI assuming 100% is paid out.
95Steel & Tube Annual Report 2025
Target Remuneration (as at 30 June):
Fixed RemunerationPay for Performance
Total Target
RemunerationFAR¹
Non-taxable
benefits
2
Sub totalTarget STI
�
Ta r g e t
LTI Value
4
No. of LTI
Performance
Rights*Subtotal
2025$1,104,982nil$1,104,982$662,989$ 4 41,9 9 34 41,9 9 3$1,104,982$ 2 , 2 0 9,96 4
2024$1,083,316nil$1,083,316$ 6 49,9 9 0$433,3263 6 7, 2 2 6$1,083,316$2,166,632
2023$875,500nil$875,500$525,300$350,2002 2 7, 4 0 3$875,500$1,751,000
2022$875,500nil$875,500$458,556$ 4 0 9,13 8365,302$ 8 6 7, 6 9 4$1,743,194
2021$728,280nil$728,280$218,484$291,312487,788$509,796$1,238,076
* Each Issue of LTI Performance Rights has a 3 year hurdle in accordance with the terms of the LTI scheme
The financial performance target for the full year to 30 June 2025 was below the scheme’s 80% hurdle requirement and accordingly
no STI is payable to the CEO (or other participants).
Company Performance and CEO Remuneration Outcomes
FY25FY24FY23FY22FY21
ROFE(6.7)%4.8%9.9 %14.6%6.6%
STI AwardNoNoYe sYe sYe s
% of STI paid in respect--110%150%125%
LT I A w a r dYe sYe sYe sNoNo
Portion of Rights Vested50%100%100%--
No. of Shares Vested182,651487,788328,012--
Details of what has been paid to the CEO in the past five years are outlined below:
Actual Remuneration Earned (for the financial year ended):
FAR¹
Non-taxable
benefits
2
STI earned in FY
3
Value of LTI
vested during FY
4
Total remuneration
earned during FY
FY25$ 1,0 69, 2 9 2nilnil$ 1 7 7, 4 1 3$1,246,705
FY24$1,048,680nilnil$516,490$1,565,170
FY23$875,500nil$708,871$422,321$2,006,692
FY22$794,786nil$ 6 8 7, 8 3 4nil$1,482,620
FY21$721,140nil$273,105nil$994,245
1
FAR includes any KiwiSaver employer contributions
2
There were no costs associated with any other benefits during the year ended 30 June 2025
3
STI target for the full year is subject to achievement of performance targets as agreed with the board in each year. No STI was payable in FY25 as financial threshold was not achieved
4
LTI value of actual Rights granted in each year (which may be exercised after the completion of the three year performance period, providing and only to the extent that the
performance conditions have been satisfied)
96
Steel & Tube Annual Report 2025
Pay Gap
The Pay Gap represents the number of times greater the CEO's remuneration is to the remuneration of an employee paid at the
median of all Steel & Tube employees. For the purposes of determining the median paid to all Steel & Tube employees, all permanent
full-time, permanent part-time and fixed-term employees are included, with part-time employee remuneration adjusted to a full-time
equivalent amount.
At 30 June 2025, the CEO's fixed remuneration of $1,104,982 was 15.3 times (30 June 2024: 15.5 times) that of the median employee at
$72,051 per annum.
Employee Remuneration
The number of employees or former employees who received remuneration and other benefits valued at or exceeding $100,000
during the year to 30 June 2025 are specified in the table below.
The remuneration noted includes all monetary payments actually paid during the course of the year ended 30 June 2025, any
restructuring and redundancy related compensation, value of shares vested under the terms of the long term incentive scheme and
all short term performance incentive payments.
The remuneration paid to, and other benefits received by, the CEO for the year ended 30 June 2025 are detailed on page 95 and are
excluded from the table.
Remuneration Range $0002025
100 - 11037
110 - 12037
120 - 13013
130 - 14019
140 - 15013
150 - 16010
160 - 1708
170 - 1808
180 - 1905
190 - 2005
200 - 2103
210 - 2202
220 - 2303
230 - 2401
240 - 2501
250 - 2602
260 - 2702
270 - 2802
320 - 3301
350 - 3601
400 - 4101
430 - 4401
510 - 5202
To t a l177
97Steel & Tube Annual Report 2025
Directors’ Interests
Directors have made general disclosures of interests in accordance with section 140(2) of the Companies Act 1993. Current interests as
at 30 June 2025, including those which ceased during the year, are detailed below:
Susan Paterson
Theta Systems Ltd Chair
EROAD Ltd Chair
Reserve Bank of New Zealand Governance
Board
Board Member
Les Mills Holdings LtdDirector
Arvida Group Ltd
1
Director
Lodestone Energy Limited Director
Steve Reindler
D&H Steel Construction Ltd
1
Chair
Clearwater Construction Ltd
1
Chair
Waste Disposal Services Unincorp JV
1
Chair
Lincoln University Works Programme
1
Chair
Broome International Airport Group &
affiliates
Director
Te Kaha Project Delivery Limited Director
Port of Auckland Limited Director
Whitford Community CharitableTrustee
Museum of NZ Te Papa Tongarewa
Governance Group
Independent
Advisor
Westland District Council CCO Oversight
Committee
2
Chair
Andrew Flavell
ASB Technical Advisory Group Member
Port of Auckland Limited Director
Les Mills International
Fractional CTO
Chris Ellis
Ingot Holdco Limited & affiliates Chair
Disputes Review Board – Central
Interceptor Project
Chair
Oxcon CLL LimitedAdvisory Chair
John Fillmore Contracting LimitedAdvisory Chair
Titan Contracting Group Limited
Advisory Chair
Horizon Energy Distribution Limited &
affiliates
Director
John Beveridge
NZ Scaffolding Group Ltd & affiliatesChair
Door & Window Systems Auckland Limited
& affiliates
1
Director
Horizon Energy Distribution Limited &
affiliates
1
Director
Colonial Motor Company & associated
companies
2
Director
Karen Jordan
Lyttelton Port Company Limited Director
New Zealand Defence Force (NZDF) Risk
and Assurance Committee
Member
DISCLOSURES
1
Interest no longer held as at 30 June 2025
2
Appointed during the financial year ended 30 June 2025
98
Steel & Tube Annual Report 2025
Information Used by Directors
There were no notices from directors requesting to disclose or use company information received in their capacity as directors that
would not otherwise have been available to them.
Directors’ Shareholdings
Steel & Tube securities in which each director has a relevant interest as at 30 June 2025 are:
DirectorShares held
Susan Paterson262,425 beneficially owned
Steve Reindler115,177 beneficially owned
Chris Ellis20,197
John Beveridge20,000 beneficially owned
Karen Jordan10,000
Andrew Flavell1,000
Directors’ Security Dealings
During the year ended 30 June 2025 directors’ disclosed the following securities transactions in respect of section 148(2) of the
Companies Act 1993 and sections 297(2) and 298(2) of the Financial Markets Conduct Act 2013.
These transactions took place in accordance with Steel & Tube’s Insider Trading Policy.
DirectorDate of Transaction
Number of shares
acquired / (disposed)Nature of transactionConsideration
Chris Ellis4 September 202410,000On-market acquisition$10,383
Chris Ellis27 September 2024197Dividend Reinvestment
Plan
$187
Indemnities and Insurance
In accordance with section 162 of the Companies Act 1993 and Steel & Tube’s Constitution, the company has arranged Directors and
Officers Liability insurance covering directors and employees of Steel & Tube, including directors of subsidiary companies, for liability
arising from their acts or omissions in their capacity as directors or employees. The insurance policy does not cover dishonest,
fraudulent, malicious or willful acts or omissions.
Subsidiary Companies Directors
The remuneration of employees appointed as directors of subsidiary companies is disclosed in the relevant banding of remuneration
set out under the heading Employee Remuneration. Employees did not receive additional remuneration or benefits for being
directors during the year.
99Steel & Tube Annual Report 2025
Directors of the subsidiary companies as at 30 June 2025 were:
CompanyDirectors
Steel & Tube Galvanising LimitedMark Malpass, Richard Smyth
Composite Floor Decks Holdings LimitedMark Malpass, Richard Smyth
Studwelders LimitedMark Malpass, Richard Smyth
S & T Stainless LimitedMark Malpass, Richard Smyth
Manufacturing Suppliers LimitedMark Malpass, Richard Smyth
S & T Plastics LimitedMark Malpass, Richard Smyth
Composite Floor Decks LimitedMark Malpass, Richard Smyth
Steel & Tube Holdings Limited (STU) Analysis Of Shareholding
As at 30 June 2025
Holding RangeHolder CountHolder Count %Holding QuantityHolding Quantity %
1 to 9991,41421.14%572,2250.31%
1,000 to 4,9992,22833.30%5,363,1932 .9 2 %
5,000 to 9,9991,02015.25%6,969,8083.80%
10,000 to 49,9991,59623.86%33,083,88818.02%
50,000+4326.46%137,642,92174.96%
To t a l6,690100.00%183,632,035100.00%
Substantial Security Holder
On 1 May 2025, the group received notice, in accordance with Section 276 of the Financial Markets Conduct Act 2013, that Perry Group
Limited held 15,476,755 Steel & Tube Holdings Limited ordinary shares representing 8.43% (at the date of notice) of the ordinary shares
of the company.
Issued shares in the company at 30 June 2025 comprise:
Ordinary shares fully paid183,632,035
183,632,035
100Steel & Tube Annual Report 2025
Top 20 Shareholders
As at 30 June 2025
Twenty largest security holders as at 30 June 2025
Ordinary
SharesPercentage
New Zealand Steel Limited26,274,75314.31%
Perry Group Ltd15,476,7558.43%
Lennon Holdings Limited9,581,5935.22%
Accident Compensation Corporation*5,191,4552.83%
New Zealand Depository Nominee Limited4,108,9802. 24%
Custodial Services Limited3,669,2522.00%
Maxima Investments Limited3,330,0001.81%
Citibank Nominees (New Zealand) Limited*2,152,2001.17%
HPI Avondale Limited2,103,7861.15%
FNZ Custodians Limited1,9 3 6 ,4101.05%
Neil Douglas Waites & Anthony Gene Waites & Richard Boyd Waites1,770,0000.96%
John Francis Managh1, 5 3 9,0140.84%
Leveraged Equities Finance Limited1,353,5580.74%
Andrew Paul Lissaman Everist1,296,9980.71%
Forsyth Barr Custodians Limited1,146,4120.62%
Trevor Jeffrey Corfield1,054,7000.57%
John Francis Managh & Jonathan Peter Managh999,4540.54%
Public Trust Class 10 Nominees Limited*694,4120.38%
HSBC Nominees (New Zealand) Limited*687,1110.37%
Brian Robert Hardgrave620,0000.34%
84,986,84346.28%
* Shares held in New Zealand Central Securities Depository (NZCSD)
101
Steel & Tube Annual Report 2025
Glossary
E B I T: Earnings / (Loss) before the deduction of interest and tax
EBITDA: Earnings / (Loss) before the deduction of interest, tax,
depreciation and amortisation
TRIFR: Employee Total Recordable Injury Frequency Rate per
1 million work hours
ISO: International Organization for Standardization
kgCO2e: Kilograms of Carbon Dioxide Equivalent (a standard
unit for counting greenhouse gas emissions)
Normalised EBIT/EBITDA: EBIT and EBITDA excluding non-
trading adjustments and unusual transactions
N PAT: Net profit after tax
XRB: External Reporting Board
Registered Office
7 Bruce Roderick Drive, East Tamaki,
Auckland 2013, New Zealand
PO Box 58880, Botany, Auckland 2163,
New Zealand
Ph: +64 4 570 5000
Email: info@steelandtube.co.nz
Website: www.steelandtube.co.nz
Directors
Susan Paterson Chair and Independent Director
Steve Reindler Independent Director
Christopher Ellis Independent Director
John Beveridge Independent Director
Karen Jordan Independent Director
Andrew Flavell Independent Director
Auditor
KPMG Auckland
18 Viaduct Harbour Avenue, Auckland 1010
Share Registry
Computershare Investor Services Limited
Private Bag 92119, Auckland 1142, New Zealand
Ph: +64 9 488 8777 Fax: +64 9 488 8787
Email: enquiry@computershare.co.nz
Website: w w w.computershare.co.nz
Bankers
ANZ New Zealand
ANZ Centre, 23-29 Albert Street, Auckland 1010
Solicitors
Chapman Tripp Auckland
Level 34, PwC Tower, 15 Customs Street West
PO Box 2206, Auckland 1140
Financial Calendar
Half year results announced February
End of financial year 30 June
Annual results announced August
Annual report August
Stock Exchange
The company’s shares trade on the New Zealand Exchange
under the code STU
Directory
102Steel & Tube Annual Report 2025
steelandtube.co.nz
---
Dear Shareholder
On behalf of the board and management, we are pleased to advise that Steel & Tube Holdings
Limited’s Annual Report for the year ended 30 June 2025 (FY25) is available to view on our
website www.steelandtube.co.nz/investor/reports.
The Year in Review
In a very challenging bottom of cycle trading environment, we have continued to execute on our strategy – strengthening our
core and investing in high value products and services that further expand our leading range of steel solutions and businesses.
The acquisition of Perry Metal Protection – a market leader in galvanizing services – was a highlight for the year and is performing
ahead of expectations. We have also strengthened our customer value proposition and are increasingly being selected as a
preferred supplier, delivering quality and reliability. Our operating leverage has increased as we have focussed on IT/digital
systems, costs and efficiency. This will drive margin expansion and profit growth as the economic cycle recovers.
Steel & Tube has broad sector diversity with revenue predominantly generated from the manufacturing, construction and
infrastructure sectors. Economic recovery across these sectors has been tepid due to the high interest rate environment (now
easing), international uncertainty, limited Government spending on infrastructure and social housing, reduced housing demand
and unemployment. Activity has been stronger outside of Auckland and Wellington driven by strength in the agricultural sector.
We are starting to see some activity lift which is expected to continue to improve through FY26 as the benefits of lower interest
rates take effect and stimulate confidence, spending and investment, along with Government-backed construction projects.
Steel & Tube is well positioned to capitalise on a broad cyclical recovery. We have a cost efficient and streamlined business, broad
sector diversity, longstanding customer relationships and a high quality team.
On behalf of all the team at Steel & Tube, we would like to thank our shareholders for your continued support. We look forward to
a strong future together.
STEEL & TUBE HOLDINGS LIMITED
2025
REVIEW
Susan Paterson Mark Malpass
Chair Chief Executive Officer
1
Normalised Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA) exclude non-trading adjustments of $4.6m
FY25 Financial Performance
Revenue
$385.4m
Normalised EBITDA
1
$2.1m
Operating cashflow
$10.4m
Net Profit/Loss After Tax
$(24.4)m
Significant M&A
Acquisition of Perry
Metal Protection, Perry
Grating and Waikato Sand
Blasting – adding new
market leading services
to Steel & Tube’s offer
New Products
Launched QBT450
– a modern wide-
tray roofing
profile
Aluminium
Growth
Continuing to expand
range in response
to positive customer
demand
Focus On
Efficiency
New Auckland
warehousing project
completed, delivering
increased efficiency and
high DIFOTIS scores
Winning On
Relationships
Proven execution and
partnership approach
driving project wins
Right Sized
Teams
Right sized teams
to match demand;
investing in capability
in areas that matter
Last Mile
Added 13 trucks (total
of 33), providing more
control over last mile
service, delivery and
efficiency
Extended
Reach
Expanded Kiwi Pipe &
Fittings offering into the
South Island
Invested &
Upgraded
Acquired new rollforming
machine in Christchurch;
and new purlin machine
and folder in Auckland
Customer
Satisfaction
Customer satisfaction
NPS 42, above industry
average of 32
7 Bruce Roderick Drive, East Tamaki, Auckland 2013, New Zealand | PO Box 58880, Botany, Auckland 2163, New Zealand
Ph: +64 4 570 5000 Fax:+64 4 570 2453 Email: info@steelandtube.co.nz Website: www.steelandtube.co.nz
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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