FY25 Annual Report
Annual Report
for the year ended 30 June 2025
www.alliedfarmers.co.nz
Listed on:
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C
ONTENTS
BUSINESS
OVERVIEW
01 Business
Overview
CHAIR
REPORT
02 Chair Report
3 4 5
DIRECTORS STATUTORY
DISCLOSURES
05 Directors’ 07 Statutory
Disclosures
CONSOLIDATED
FINANCIAL
STATEMENTS
16 Consolidated Financial Statements
INDEPENDENT
AUDITOR’S
REPORT
42 Independent Auditor’s
Report
COMPANY
DIRECTORY
48 Company Directory
This report is dated 29 September 2025 and is signed on behalf of the Board of Allied Farmers Limited:
Shelley Ruha – Chair Richard Milsom - Managing Director
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BUSINESS
OVERVIEW
Business Description
Allied Farmers is primarily a rural investment company and rural asset manager. Landowners and co-investors
entrust Allied Farmers with their rural assets because it has the requisite robust governance structures, asset
management team expertise and experience, and access to a network of best-in-class business partners.
Allied Farmers’ goal is to deliver earnings per share growth by leveraging these core strengths and optimizing the
use of its tax losses.
Allied Farmers provides management, investment and administrative services to rural landowners NZX listed
New Zealand Rural Land Company Limited, and Australian capital managers R oc Partners (together, NZL)
pursuant to Management Agreements. NZL owns and leases rural land to tenants to provide shareholders with
superior risk-adjusted returns compared to legacy rural investment vehicles.
Allied Farmers foundation rural business is 67.8% owned national livestock agency business, NZ Farmers
Livestock Limited (NZFL). Allied Farmers provides NZFL with governance support and guidance for its
livestock agency, rural financing and veal processing operations.
Tax Losses
Allied Group’s unrecognised deferred tax assets comprise unused tax losses as at 30 June 2025 total
$172,428,062 gross (2024: $178,126,791).
The ability to utilise the tax losses is dependent on meeting shareholder continuity requirements of prevailing
tax legislation, and the Allied Farmers’ Board is acutely aware of maintaining shareholder continuity to
preserve this valuable asset for shareholders. Accordingly, in July 2024 Allied Farmers obtained shareholder
approval to amend its constitution to significantly strengthen its ability to restrict share transfers that would
cause a breach of shareholder continuity.
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SECTION 3. CHAIR REPORT
CHAIR
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FY25 Results Commentary
The Directors of Allied Farmers Limited (“Allied Farmers” or “Allied Group”) (ALF:NZX) are pleased to report
an audited net profit before tax for the year to 30 June 2025 of $4.066 million (FY24 $7.315 million), with an
audited net profit after tax attributable to Allied Farmers’ shareholders of $2.871 million (FY24 $5.206 million).
FY25 profit was lower than the previous comparable period due to the one-off $4.2 million gain on the book
value of the sale and licence back by NZ Farmers Livestock Limited of its interest in the Frankton saleyards,
of which $2.85 million was attributable to Allied Farmers’ shareholders.
Excluding this one-off gain in FY24, Allied Group’s FY25 profit after tax of $3.84 million is substantially higher
than FY24 adjusted profit after tax of $2.690 million, primarily due to NZ Farmers Livestock Limited’s earnings
being significantly improved from the comparative period. NZ Rural Land Management Limited (NZRLM)
earnings were similar to FY24, and improved contributions were obtained from Allied Farmer’s investments
and a rural loan.
Five Year Earnings Summary
Financial Year Ending 30
June
FY25 FY24 FY23 FY22 FY21
Allied Farmers Net Profit After
Tax (NPAT) - consolidated - $
000’s
$3,841 6,919 4,278 3,532 2,576
Allied Farmers Net Profit After
Tax (NPAT) - attributable to
Allied Farmers shareholders - $
000’s
2,871 5,206 3,338 2,876 2,021
Allied Farmers Earnings Per
Share (Basic) – cents per
share
9.97 18.07 11.59 9.98 8.57
Commentary on the results for NZRLM and NZFL business units are set out in the following sections.
Allied Farmers’ basic earnings per share (EPS) decreased by 44.4% to 9.97 cents per share (FY24 18.07 cps),
and Net Tangible Assets (NTA) per share, based on 67.8% direct ownership of NZFL and 100% ownership of
NZRLM, equals $0.51 per share (FY24 $0.40 per share).
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SECTION 3. CHAIR REPORT
During FY25 the Board continued to review its allocation of assets across the rural sector, with a focus on
ensuring the optimal deployment of Allied Farmers’ capital for long term value growth and tax loss utilisation.
The significance of tax losses means that shareholders’ interests are best served by deploying earnings into
growth opportunities that can utilise the tax losses. Accordingly, Allied Farmers’ continues its policy of not
paying dividends, including in relation to FY25.
In September 2024, Allied Farmers (through an SPV) acquired land and buildings in the Waikato from the
mortgagee for $10.5 million. In return the SPV assumed a mortgage debt of equivalent amount. The loan is
secured over the 4 properties with a GSA over the SPV, but there is no exposure to Allied Farmers as the
securities are against the SPV only.
Also in September 2024, Allied Farmers advanced $3 million to a substantial farming dairy farming operation in
South Canterbury to fund its working capital. The loan was refinanced in March 2025, and is secured by a
second ranking GSD over the assets of the borrower and related entities of the borrower, and a guarantee from
a related entity of the borrower.
As at 30 June 2025, Allied Farmers held 3,933,110 shares in NZ Rural Land Company Limited (NZL) (~2.7%
of NZL shares on issue). During FY25 NZL re-commenced paying shareholder dividends.
Subsequent to balance date, on 27 August 2025 the shareholders of NZ Farmers Livestock Limited (NZFL),
conditionally sold NZFL to Rural Livestock Limited (RLL) for an enterprise value of $10.988 million, adjusted at
completion to recognise RLL’s assumption of net debt and employee and vehicle lease liabilities, the value of
NZFL’s loan book, and to recognise agreed Target Trade Net Working Capital. Allied Farmer’s 67.77% of the
sale proceeds will be fully satisfied in cash. There are several usual conditions precedent, including that Allied
Farmers obtain shareholder approval (by way of ordinary resolution) as a Major Transaction pursuant to NZX
Listing Rule 5.1.1 (a). This approval will be sought at Allied Farmers Limited’s Annual Meeting, likely to be held
in early November 2025. Completion is targeted for 1 December 2025.
New Zealand Rural Land Management (NZRLM) - 100% owned
NZRLM is the external manager of NZX listed NZL. NZL currently owns 17,077 hectares of forestry estates,
and pastoral and horticultural land.
NZRLM’s FY25 revenue was largely in line with FY24, comprised of fees associated with status quo portfolio
management, successfully executed NZL transactions, and overall portfolio performance.
In March 2025 NZL acquired a 305 ha, high yielding dairy farm located in Canterbury. NZL sold two pastoral
farms as part of the consideration for this acquisition. These transactions generated transaction fees for NZRLM,
while also increasing its recurring revenue base from portfolio management. NZRLM also received a
retrospective performance fee for the value gain on NZL’s assets for the 12-month period ended 31 December
2024 (NZL’s balance date). This fee is in-line with the change in the Net Asset Value (NAV) of NZL’s portfolio
during this period and is paid in NZL shares.
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SECTION 3. CHAIR REPORT
New Zealand Farmers Livestock Limited (NZFL) – 67.8% owned
NZFL, like most farming businesses, has seen a substantial improvement in trading conditions during FY25, to
achieve a very strong result despite some softening of the veal business performance.
In a marked shift, particularly in the second half of the year, most livestock categories are now seeing very high
prices relative to recent years. Cattle and sheep tallies have increased year on year. Offshore market returns,
processor schedules, forecast milk solids payouts and farmer confidence have supported this progress. On-farm
conditions have also been favourable in many areas and allowed farmers to hold stock where that could improve
returns.
NZFL’s agency business is now operating in a very buoyant environment, with much-improved farmer
confidence, and a pleasing increase in young stock rearing. Dairy confidence and activity are seeing early herd
sale progress at elevated prices now, and very strong cow prices. Redshaw Livestock is also benefitting from
the appreciable improvement in sheep and beef fortunes.
The veal business was a significant contributor, but impacted by deteriorating skin prices and some cost inflation.
Skin prices have deteriorated further. Veal pricing has held up well. We continue to refine this business, including
dealing with some challenge to tallies with a move to more feeder calf options early in 2025/26. While farming
capacity and commercial constraints limit this movement, we note that increased feeder calf numbers should
help NZFL’s agency business performance in coming years.
Livestock Finance, based around our Heartland-supported and own lending offerings, has continued a steady
improvement in earnings contribution, and remains a valued diversification of earnings, and support to our clients
and to core agency activity.
The business has continued to focus on improving productivity, cost structure, capital efficiency and driving our
developing digital platform and presence. MyLiveStock remains a NZ-controlled and integrated digital platform
serving our clients and supporting a growing online focus.
Potential impacts from the ongoing US tariff, geopolitical uncertainties and related movements remain unclear,
but the start to FY26 remains very positive for NZFL, despite the further softening in the veal business noted
earlier.
The Board wishes to thank and acknowledge the hard work and initiative of our NZFL and NZRLM teams over
the last year.
Shelley Ruha - Chair
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DIRECTORS
Shelley Ruha - Independent Chair
Shelley was appointed a Director of Allied Farmers Limited in November 2022, and Chair in April 2023. Shelley
is a Company Director and Investor across a variety of industries. She Chairs PaySauce Limited and is a
director of Heartland Bank Limited, Smartpay Holdings Limited, Partners Life Limited, and 9 Spokes
International Limited. Previous directorships include Hobson Wealth Limited, Paymark Limited, JB Were
Limited and The Icehouse. Shelley is an independent director. She has the following qualification: Bachelor of
Commerce.
Philip Luscombe - Independent Director
Philip was appointed a Director of Allied Farmers Limited in December 2005 and is Chair of New Zealand
Farmers Livestock Limited. As a former Agricultural Research Scientist, and with a broad farming background,
he has extensive experience in the agricultural sector. He is a shareholder and Chair of the Argyll Dairy Farm
group of farms in Otago. He is an Independent Director of dairy farming business, Te Rua O Te Moko Limited.
He is a former director of PKW Farms Limited, Kiwi Cooperative Dairies Limited, Kiwi Milk Products Limited,
Dairy Insight, Dexcel, and NZAEL Limited. Mr. Luscombe is an independent director. He has the following
qualifications: BAgSci(Hons).
Richard Milsom – Managing Director
Richard was appointed Managing Director of Allied Farmers Limited in April 2023. Richard is one of the founders
and executives of New Zealand Rural Land Management and NZX-listed New Zealand Rural Land Company.
He was previously a consultant at global investment management firm Elevation Capital Management, where
he focused on special situation investments. Richard has been involved in a number of industries including
investment management, tourism, retail and agriculture/ biotechnology – in functions ranging from finance, to
marketing, strategy, strategic review and implementation. Richard was previously on the board of the Institute
of Finance Professionals New Zealand (INFIZ) and was recognised within the financial services industry by
being awarded the INFINZ Emerging Leader Award 2017. Richard is not an independent director. He holds a
BCom in finance and economics from the University of Canterbury, with post-graduate certificates in value
investing from Columbia University (New York), and agricultural businesses and leadership from Harvard
Business School (Boston).
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Director Independence:
As at 30 June 2024, Shelley Ruha and Philip Luscombe are considered by the Board to be independent
directors. They are considered to be independent due to the following factors:
• They are/were non-executive directors who are not substantial shareholders and who are free of any
interest, business or other relationship that would materially interfere with, or could reasonably be
seen to materially interfere with, the independent exercise of their judgement;
• They have not been employed or retained, within the last three years, to provide material professional
services to the Company;
• Within the last 12 months, they were not a partner, director, senior executive or material shareholder
of a firm that provided material professional services to the Company or any of its subsidiaries; and
• Neither of these directors:
o have been, within the last three years, a material supplier to the Company or
have any other material contractual relationship with the Company or another
group member other than as a director of the Company;
o receive performance-based remuneration from, or participates in, an
employee share scheme of the Company; and
o control, or is an executive or other representative of an entity which controls,
5% or more of the Company’s voting securities.
• For the purposes of NZX Listing Rule 7.8.3(b), factor 9 in Table 2.4 of the NZX Corporate
Governance Code applies to Mr. Luscombe, as he has been a director of the Company for a period
of more than 12 years. However, the Board has determined that Mr. Luscombe’s tenure does not
directly or indirectly interfere, nor might reasonably interfere, with his capacity to bring an
independent view to decisions in relation to the issuer and to act in the best interests of Allied
Farmers and to represent the interests of shareholders generally.
• The Board considers that Mr. Luscombe’s extended tenure provides significant value to Allied
Farmers. He brings not only deep institutional knowledge and long-standing relationships, but also
skill and understanding of the Group’s operations, strategy and governance. During his tenure, Mr.
Luscombe has not demonstrated any undue influence over management. Allied Farmers’
Managing Director’s primary relationship and point of communication is with the Independent Chair
(Shelley Ruha), and Mr. Luscombe does not involve himself in matters beyond what would
reasonably be required or expected of an Independent Director. As noted above, none of the other
factors in Table 2.4 of the NZX Corporate Governance Code apply to Mr. Luscombe.
Richard Milsom is not considered to be independent because he is Allied Farmers’ Managing Director and a
substantial shareholder.
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SECTION 4. STATUTORY DISCLOSURES
STATUTORY
DISCLOSURES
Statutory Disclosures:
More information on Allied Farmers governance is set out in the Corporate Governance Report, a
copy of which is available on the Allied Farmers’ website, www.alliedfarmers.co.nz/investors.
Disclosure of Interest:
Pursuant to section 140 of the Companies Act 1993, the following changes in interests were disclosed
during FY25 (excluding directorships of wholly owned subsidiaries) in the Interests Register:
Director Entity Relationship
Shelley Ruha Smartpay Holdings Ltd
Analey Riverhead Ltd
Director
Director and Shareholder
Directors’ Share Trading and Holdings:
Directors disclosed the following acquisitions and disposals of relevant interests in Allied Farmers
Limited shares during FY25 pursuant to section 148 of the Companies Act 1993:
Director/relevant Interest Date(s) Details
Richard Milsom 21 November 2024 Issue of 144,032 Performance Share Rights
As at 30 June 2025, directors, or entities related to them, held relevant interests (as defined in the
Financial Markets Conduct Act 2013) in Allied Farmers Securities as follows:
Director Number of shares and percentage of shares on issue
Richard Milsom 4,553,667 (15.8%)
Philip Luscombe 15,557 (0.054%)
Shelley Ruha 150,000 (0.52%)
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SECTION 4. STATUTORY DISCLOSURES
Directors’ Fees:
Director 2025 2024
Philip Luscombe $70,000 $67,500
Shelley Ruha $85,000 $82,500
Richard Milsom
- -
Total $155,000 $150,000
Richard Milsom does not receive director’s fees. His remuneration is described in the Managing
Director’s Remuneration section below. Shareholders approved a cap on directors’ fees of $332,000 p.a.
at the 2007 Annual Meeting. This cap includes all directors’ fees paid in relation to Group subsidiary
companies as well as for the Parent. In addition to the above payments, Simon Williams, a director of
NZ Farmers Livestock Limited and NZ Farmers Livestock Finance Limited, received total remuneration
and benefits from NZ Farmers Livestock Limited of $1 35,094. This remuneration and benefits did not
include any director’s fees.
Particular Disclosures:
Related Party disclosures and information can be found in section E1 of the FY25 Financial Statements.
General:
Except to the extent described above, no Director has entered into any transactions with the Company
or its subsidiaries other than in the normal course of business, on the Company’s normal terms of trade,
and on an arms-length basis.
No Director issued a notice requesting to use Group information received in their capacity as a Director
which would not otherwise have been available to them.
During the year the Company paid premiums on contracts insuring directors and officers in respect of
liability and costs permitted to be insured against in accordance with Section 162 of the Companies Act
1993 and the Company’s constitution.
Managing Director Remuneration:
The review and approval of the Managing Director’s remuneration is the responsibility of the Allied
Farmers’ Board after receipt of recommendations from the Remuneration and Nomination Committee.
The Managing Director’s remuneration comprises a fixed base, and at-risk short-term and long-term
incentives. At-risk incentives are paid against targets agreed with the Managing Director, and are based
on financial measures including earnings targets and progress against objectives related to the strategic
plan and other personal objectives. The Board assesses the Managing Director’s Short Term Incentive
performance at the end of each financial year.
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SECTION 4. STATUTORY DISCLOSURES
Richard Milsom’s total remuneration for FY25 was as follows:
Financial
Year
Fixed
Remuneration*
Short Term Incentive Long Term Incentive Total
Remuneration
Earned Amount
earned as %
of maximum
award
Number of
Shares Vested
Market Price
FY 2025 $375,000** $281,250 75% Nil n/a $656,250
FY 2024 $250,000 $250,000 100% Nil n/a $ 500,000
* No other benefits were paid to Mr. Milsom.
**The increase in FY25 Base Remuneration is a prorated adjustment of FY24 Base Remuneration to reflect
that the Managing Director moved from 3 days per week to 5 days per week for FY25.
FY25 Short Term Incentive: For FY25 the Managing Director’s short-term targets and objectives were:
• Target: $187,500, being 50% of the Managing Director’s FY25 base remuneration.
• Maximum achievable: $375,000 being 100% of the Managing Director’s FY25 base remuneration.
• Objectives:
35% - NZRLM and NZFL achieving their respective Budgeted NPBT.
65% - Achieving strategy and leadership targets.
The Allied Farmers’ Board assessed Richard Milsom FY25 performance targets, resulting in a payment of
$281,250.
FY26 Short Term Incentive: For FY26 the Managing Director’s short-term targets and objectives are:
• Target: $200,000, being 50% of the Managing Director’s FY25 base remuneration.
• Maximum achievable: $400,000 being 100% of the Managing Director’s FY25 base remuneration.
• Objectives:
25%- NZRLM
achieves Net Profit Before Tax (NPBT) 10% higher than FY25 NPAT
75% - Achieving strategy, transaction, and leadership targets
The Allied Farmers’ Board will assess Richard Milsom’s achievement against these FY26 performance
targets at the end of FY26.
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SECTION 4. STATUTORY DISCLOSURES
Long Term Incentive
The Board has established a Long-T erm Incentive Plan to link rewards with strategic long-term goals
and performance and the maximisation of shareholder returns. This involves a grant of Performance
Rights being made to the Managing Director subject to certain Vesting Conditions. Each Performance
Right represents a right to receive an Allied Farmers’ ordinary share or be paid an amount of cash
consideration (in certain circumstances), subject to the satisfaction of the Vesting Conditions. The
Vesting Conditions are measured over a three-year performance period.
The NPAT target will be set at
the beginning of each of the three financial years and assessed at the conclusion of the three-year
performance period.
FY25 Long Term Incentive: 144,032 Performance Rights were issued to Mr. Milsom for FY25 on 21
November 2024, with that number being equivalent to 0.5% of Allied Farmers’s total number of ordinary
shares on issue as at 1 July 2024.
Allied Farmers’ share price on 21 November 2024 was 76 cents per share,
meaning that if the PSR’s had vested and ordinary shares issued on that date, those shares would have had
a face value of $109,464 on that date.
Allied Farmers amended its constitution in July 2024 to restrict the issue of further equity securities to
shareholders such as Mr. Milsom who already own greater than 5% of Allied Farmers’ shares. Therefore, at
the Allied Farmers’ 2024 Annual Meeting shareholder approval was sought and obtained for the grant of
Performance Rights to Mr. Milsom for FY25, FY26 and FY27.
The proportion of Performance Rights that satisfy the Vesting Condition are determined by reference to the
following scale:
Performance against target
(budgeted) three-year average of
Group NPAT
Percentage of performance rights to satisfy
Vesting Condition
<80% of target 0%
80% to 100% of target 50% paid if achieve 80%.
100% paid if achieve 100% or more.
with a pro rata allocation between the 80% and
100% achievement levels.
FY26 Long Term Incentive: The Board has agreed to issue Mr. Milsom a further 144,032 Performance
Rights for FY26.
The proportion of Performance Rights, if approved, that satisfy the Vesting Condition will be determined
by reference to the following scale:
Performance against target
(budgeted) three-year average of
Group NPAT
Percentage of performance rights to satisfy
Vesting Condition
<80% of target 0%
80% to 100% of target 50% paid if achieve 80%.
100% paid if achieve 100% or more.
with a pro rata allocation between the 80% and
100% achievement levels.
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SECTION 4. STATUTORY DISCLOSURES
Mr. Milsom does not have a severance package and his contract can be terminated on 3 months’ notice.
Employee Long Term Incentive Plan
Certain employees also participate in the Long-Term Incentive Plan on the same basis as the Managing
Director. On 16 September 2024 95,000 Performance Share Rights were issued to employees.
Subsidiary Employee Remuneration:
Employees’ FY25 remuneration and benefits over $100,000 is within the following specified bands:
Remuneration Range 2025 2024
100,000 110,000 3 4
110,001 120,000 3 5
120,001 130,000 3 4
130,001 140,000 5 1
140,001 150,000 3 2
150,001 160,000 1 1
160,001 170,000 1 2
170,001 180,000 - 2
180,001 190,000 4 1
220,001 230,000 1 1
230,001 240,000 1 2
240,001 250,000 1 1
250,001 260,000 1 -
270,001 280,000 1 -
280,001 290,000 1 1
320,001 330,000 1 1
Total 30 28
The remuneration figures shown in the above table include all monetary remuneration actually paid, plus
the cost of all benefits provided, during the year. The table does not include independent contractors.
Substantial Product Holders:
Notices given under the Financial Markets Conduct Act 2013 up to 30 June 2025:
Holder Relevant Interest Date of Notice
Richard
Milsom
4,553,667 ordinary shares (15.8%) 5 April 2023
WAF Limited 5,758,406 ordinary shares (19.99%) 25 October 2023
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SECTION 4. STATUTORY DISCLOSURES
Subsidiary Companies:
Directors of subsidiary companies as at 30 June 2025 were as follows:
Subsidiaries of the Parent Principal Activity Directors
Allied Farmers Rural Limited Rural Services S. Ruha, P Luscombe
ALF Nominees Limited
Nominee company S. Ruha
Allied Farmers (New Zealand)
Limited
Non-trading S. Ruha
Rural Funding SolutioNZ Limited Rural Financing S. Ruha, O Carruthers
Allied FLA Limited Non-trading R. Milsom
NZ Rural Land Management GP
Limited
General Partner of
NZ Rural Land
Management
Limited Partnership
S. Ruha, R Milsom
Subsidiary of NZ Rural Land Management GP Limited
NZRLM Limited Non-trading
R. Milsom
Subsidiaries of Allied Farmers (New Zealand) Limited
Allied Farmers Property Holdings
Limited
Non-trading S. Ruha
QWF Holdings Limited Non-trading S. Ruha
Lifestyles of NZ Queenstown
Limited
Non-trading S. Ruha
LONZ 2008 Limited Non-trading S. Ruha
LONZ 2008 Holdings Limited Non-trading S. Ruha
Clearwater Hotel 2004 Limited Non-trading S. Ruha
Subsidiaries of Allied Farmers Property Holdings Limited
UFL Lakeview Limited Non-trading S. Ruha
5M No 2 Limited Non-trading S. Ruha
Subsidiaries of Allied Farmers Rural Limited
NZ Farmers Livestock Limited
Livestock Trading
P Luscombe, R. Milsom,
S Williams, O Carruthers
Subsidiaries of NZ Farmers Livestock Limited
Farmers Meat Export Limited Meat Processing S Morrison, W Sweeney,
P Luscombe
NZ Farmers Livestock Finance
Limited
Rural Finance S. Ruha, O Carruthers
Redshaw Livestock Limited
Livestock Trading
D Freeman, B. Lee,
M MacDonald, W Sweeney
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SECTION 4. STATUTORY DISCLOSURES
Shareholder Information:
The ordinary shares of Allied Farmers Limited are listed on the NZX. The NZX share code is ‘ALF’.
Twenty Largest Registered Shareholders:
The shareholder information in the following disclosures has been taken from the Company’s share
register at 4 August 2025.
Rank Investor Name Total Units % Issued Capital
1 Waf Limited 5758406 19.99
2 Rem Trustee Limited 3585000 12.45
3 Custodial Services Limited 1335649 4.64
4 Wairahi Investments Limited 1300000 4.51
5 FNZ Custodians Limited 1165668 4.05
6 Donald Clifton Jacobs 831050 2.88
7 Graeme Stuart Lord & Lisa Anne Lord 805415 2.8
8 New Zealand Depository Nominee 586126 2.03
9 Dfs Investment Partners Llc 522185 1.81
10 Rpmilsom Investments Limited 512000 1.78
11 Deborah Lee Seerup 500001 1.74
12 Glenn Leslie Ballinger 457334 1.59
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Stephen James Hurley & Bridget
Eileen Wall 440000 1.53
14 FNZ Custodians Limited 408074 1.42
15 Frank Simon Pearson 399397 1.39
16 Fortune Capital Group Limited 337239 1.17
17 Jade NZ Limited 300000 1.04
18 NZ Asset Invest Limited 217203 0.75
19 Ross Phillip Drew 198107 0.69
20 Milsom Holdings Limited 190000 0.66
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SECTION 4. STATUTORY DISCLOSURES
Analysis of Shareholding:
Range Holders % Issued Capital Issued Capital %
1-1000 61.99 415508 1.44
1001-5000 19.41 847575 2.94
5001-10000 6.62 863978 3
10001-50000 8.73 3445974 11.96
50001-100000 1.37 1752993 6.09
Greater than
100000 1.88 21480406 74.57
Diversity and Gender:
In June 2020, Allied Farmers adopted a Diversity and Inclusion Policy. More information on the Policy is set out
in the Corporate Governance Report and a copy is available on the Allied Farmers’ website. The Board has
evaluated Allied Farmers’ performance against its Diversity Policy objectives to operate the business in a way
that:
• does not tolerate discrimination of any kind;
• is objective, open-minded and free from discrimination;
• empowers management to cultivate a culture of inclusion in which the strengths of every
individual are recognised and valued;
• seeks to ensure that all staff receive equal and fair treatment under our policies and practices,
so that success is unhindered by individual differences;
• recognises and values individual diversity, different skills, ability and experiences; and,
• complies with the New Zealand Human Rights Act 1993, New Zealand Bill of Rights Act
1990, and all other relevant Human Rights laws.
The Board considers that these objectives have been met.
As at 30 June 2025, females represented 33% (FY24: 33%) of Directors and 20 % (FY24: 17%) of Officers of
Allied Farmers. Officers are defined as being the Managing Director of Allied Farmers Limited and specific
executives having key influence.
Current Year Previous Year
Male Female Male Female
Number of Directors 2 1 2 1
Percentage of
Directors
67% 33% 67% 33%
Number of Officers 4 1 5 1
Percentage of
Officers
80% 20% 83% 17%
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SECTION 4. STATUTORY DISCLOSURES
Shareholder Enquiries:
Shareholders should send changes of address, dividend queries, and instructions and shareholding information
requests to MUFG, which acts as the Company’s share registrar.
Annual Meeting of Shareholders:
Allied Farmers Limited’s Annual Meeting of shareholders is typically held in November each year. A Notice of
Annual Meeting and Proxy Form will be circulated to shareholders prior to the meeting.
Dividends Paid:
No dividend was paid to shareholders in FY25 (FY24: Nil).
Donations:
The Allied Farmers Board has determined that it will not make political donations. No political donations were
made during FY25.
Waiver and Approval:
On 7 June 2024 NZ RegCo granted Allied Farmers the following, in relation to proposed amendments to its
constitution to minimize the risk to Allied Farmers’ shareholder continuity being lost inadvertently:
• A waiver from Listing Rule 8.1.5 to the extent that this Rule would otherwise prevent Allied Farmers
from suspending the voting rights attaching to securities that, in accordance with the Constitutional
Amendments, are Affected Shares; and
• Approval under Rule 8.1.6 to allow Allied Farmers to include provisions in its Constitution that:
o restrict the transfer of Allied Farmers’ securities to any person if the Board knows or believes
that the transfer will or is likely to result in that person having a relevant interest in breach of the
Ownership Threshold;
o restrict Allied Farmers from issuing, acquiring or redeeming shares where Allied Farmers has
actual knowledge that the issue, acquisition or redemption would result in a breach of the
Ownership Threshold; and
o allow the Board to require documentation and/or information in relation to a proposed transfer
or transferee of Allied Farmers’ shares, in the circumstances permitted under the Constitutional
Amendments.
Full details of the waiver and approval, including the definition of the capitalized terms referred to above, can be
found on the NZX website: https://www.nzx.com/announcements/432440
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CONSOLIDATED
FINANCIAL STATEMENTS
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Allied Farmers Limited
Consolidated Statement of Profit and Loss
For the year ended 30 June 2025
JuneJune
20252024
Note$000$000
Commission and fee incomeA1 18,997
16,497
Sale of goodsA1 10,006
10,381
Interest incomeA1, B8 917
328
Other IncomeA1 714
422
30,634
27,628
Changes in inventoriesA1 (8,308) (7,703)
Personnel expensesA1 (10,659) (9,428)
Depreciation and amortisationA1 (1,219) (1,165)
Other expensesA1
(5,779) (5,681)
(25,965) (23,977)
Finance CostsA1, B8
(703) (565)
Operating Profit before tax
3,966
3,086
Gain on Sale of PropertiesA1 96
4,229
Loss on Financial Liability at Fair ValueB5 (928)
-
Gain on Investment Property at Fair ValueC3 932
-
Profit before tax
4,066
7,315
Income tax (expense) / benefitA2 (225) (396)
Profit after tax 3,841
6,919
Profit attributable to:
Shareholders of Allied Farmers Limited ('Allied')
2,871
5,206
Non-controlling shareholders of NZ Farmers Livestock Limited ('NZFL')
970
1,713
Allied Earnings per share (cents) - Basic
A3 9.97
18.07
Weighted average number of shares - Basic (000's)
28,806
28,806
Allied Earnings per share (cents) - Diluted
A3 9.84
17.98
Weighted average number of shares - Diluted (000's)
29,189
28,950
Group
17
Allied Farmers Limited
Consolidated Statement of Other Comprehensive Income
For the year ended 30 June 2025
JuneJune
20252024
$000$000
Profit after tax 3,841
6,919
Amounts Not Reclassified Through Profit and Loss
C2 (215) (371)
Total comprehensive income
3,626
6,548
Total comprehensive income attributable to:
Shareholders of Allied
2,656
4,835
Non-controlling shareholders of NZFL
970
1,713
Total comprehensive income
3,626
6,548
Change in value of investment in equity securities, net of tax
Group
18
Allied Farmers Limited
Consolidated Statement of Cash Flows
For the year ended 30 June 2025
JuneJune
2025
2024
Note$000
$000
Cash flows from/(to) operating activities
Cash receipts from customers28,068 26,819
Interest received917 328
Cash paid to suppliers and employees(21,410) (23,862)
Interest paid(704) (565)
Income tax paid(72) (621)
Net cash flow from operating activitiesE46,799
2,099
Cash flows from/(to) investing activities
Capital contribution to Associated Auctioneers(18) -
Decrease (Increase) in finance receivables NZ Farmers Livestock Finance Ltd(16) 67
Loan Advance(3,000) -
Investment in New Zealand Rural Land Management Partnership- (2)
Other investments7 -
Disposal of intangibles, property, plant and equipment418 486
Acquisition of intangibles, property, plant and equipment(35) (128)
Proceeds on Sale of Saleyards156 5,910
Net cash flow (used in)/from investing activities(2,487) 6,333
Cash flows from/(to) financing activities
Repayment of Heartland borrowings (640) (951)
Dividends paid to Non-Controlling Shareholders in Subsidiaries (724) (678)
Repayment of principal on lease liabilities(856) (1,062)
Share Capital Reduction in NZ Farmers Livestock LimitedB3(1,955)
-
Net cash flow used in financing activities(4,176) (2,691)
Net movement in cash and cash equivalents136 5,741
Opening cash and cash equivalents9,524 3,783
Closing cash and cash equivalentsB49,660 9,524
Group
19
Allied Farmers Limited
Consolidated Balance Sheet
As at 30 June 2025
June
June
2025
2024
Note$000
$000
Equity
Share capital
B2158,204
158,204
Accumulated Losses
(132,203)
(135,070)
Accumulated Reserves
(1,364)
(1,229)
Equity attributable to owners of the Parent
24,637
21,905
Non-controlling interests
979
2,688
Total equity25,616
24,593
Liabilities
Trade and other payables
B711,249
8,392
Employee benefits
1,632
1,226
Income tax payable
20
-
Bank borrowings
B5731
867
Lease liabilities
B6830
804
Total current liabilities14,462
11,289
Bank borrowings
B51,338
1,842
Term Loans
B510,496
-
Lease Liabilities
B61,269
1,431
Total non-current liabilities13,103
3,273
Total liabilities27,565
14,562
Total liabilities and equity53,181
39,155
Assets
Cash and cash equivalents
B49,660
9,524
Trade Receivables
C110,216
9,471
Inventories
156
240
Income tax receivable
-
6
Finance receivables
C11,454
1,438
Loan Advance
C4500
-
Other receivables and prepayments
199
22
Total current assets22,185
20,702
Deferred tax assets
A21,311
1,464
Goodwill
D2742
742
Intangible assets
C69,358
9,942
C23,579
2,997
Investments - Other
C21
8
Investment - Property
C310,500
-
Loan Advance
C42,500
-
Property - owned
C51,051
1,492
Property - right of use assets
C51,954
1,808
Total non-current assets30,996
18,453
Total assets53,181
39,155
0.540.48
0.510.40
Note: net tangible assets is a non-GAAP disclosure and calculated as equity from which is deducted goodwill and intangible assets
The Board of Directors of Allied Farmers Limited authorised these financial statements for issue on 29 September 2025.
Richard MilsomShelley Ruha
Net Tangible Assets per Share - attributable to Allied ($ per share)
Net Tangible Assets per Share - Consolidated ($ per share)
Investment - New Zealand Rural Land Company Limited
Group
20
Allied Farmers Limited
Consolidated Statement of Changes in Equity
Components that make up the capital and reserves of the Group and the changes of each during the period.
For the year ended 30 June 2025
Group
Share
Capital
Accumulated
losses
Revaluation
Reserve
(Note C2)
Share-based
Payment
Reserve
Allied
Shareholders
Interests
Non-Controlling
Shareholders
Interests
Total
$000$000$000$000$000$000$000
Balance at 1 July 2023
158,204 (140,276) (858) - 17,070 1,653
18,723
Profit for the year - 5,206 - - 5,206 1,713
6,919
Change in value of investments Equity Securities - - (371) - (371) - (371)
Total comprehensive income for the year - 5,206 (371) - 4,835 1,713 6,548
Transactions with owners in their capacity as
shareholders:
Dividends paid to Non-Controlling Interests - - - - - (678) (678)
Total transactions with owners
- - - - - (678) (678)
Balance at 30 June 2024
158,204 (135,070) (1,229) - 21,905 2,688
24,593
Balance at 1 July 2024 158,204 (135,070) (1,229) - 21,905 2,688
24,593
-
Profit for the year
- 2,871 - - 2,871 970
3,841
Change in value of investments in Equity Securities
- - (215) - (215) - (215)
Total comprehensive income for the year - 2,871 (215) - 2,656 970
3,626
Transactions with owners in their capacity as
shareholders:
Share capital cancellation
- (4) - - (4) (1,955) (1,959)
Dividends paid to Non-Controlling Interests
- -
- -
- (724) (724)
Vesting of performance share rights (Note A3)
- -
-
80 80 -
80
Total transactions with owners - (4) - 80 76 (2,679) (2,603)
Balance at 30 June 2025 158,204 (132,203) (1,444) 80 24,637 979
25,616
21
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
Reporting entity
Statement of compliance and basis of preparation
The financial statements have been prepared:
-
-
-
-
Basis of consolidation
-
Note A1
-
Note A2
-
Note B5
-
Note C1
Credit loss allowance
-
Note C3
-
Note C6
Intangibles recognition and measurement (including impairment testing)
-
Note D2
Goodwill impairment assessment
New standards, interpretations and amendments not yet effective
on the basis of going concern, the directors, having considered projected future performance and the availability of financing, consider the going concern
basis to be appropriate;
in New Zealand dollars (functional currency of the entity and presentation currency of the Group), with all values rounded to the nearest thousand dollars
In preparing the financial statements, all material intragroup transactions, balances, income and expenses have been eliminated. Subsidiaries are
consolidated on the date on which control is obtained to the date on which control is lost.
Revenue recognition
Deferred tax asset recognition
Critical Judgements and Estimates
The preparation of financial statements requires management to exercise its judgement in applying Allied's accounting policies. Significant estimates and
critical judgements are reviewed by management on an on-going basis, with revisions recognised in the period in which the estimate is revised and in any
future periods affected. Areas of estimate or judgement that have most significant impact on the amounts recognised in the financial statements are disclosed
in the following notes:
The financial statements have been prepared using significant estimates and critical judgements disclosed in the following notes to the financial statements:
In May 2024 the New Zealand Accounting Standards Board issued a new standard, NZ IFRS 18; Presentation and Disclosure in Financial Statements. The
objective of the standard is to set out the overall requirements for presentation and disclosures in the financial statements. The new standard introduces new
requirements on presentation within the statement of profit or loss by introducing new subcategories. It also requires disclosure of management defined
performance measures and includes new requirements for aggregation and disaggregation of financial information on the face of the primary statements and
in the supporting notes. The Group is currently assessing the impact of the new standard, as it will have a material impact on the presentation of the financial
statements.
The Group is not aware of any other standards issued but not yet effective that would materially affect the amounts recognised or disclosed in the financial
statements
Debt Funding
Investment Property
presented on the basis of historical cost (except for investment properties, certain financial assets and financial liabilities measured at fair value); and
in accordance with Generally Accepted Accounting Practice (GAAP) in New Zealand and comply with IFRS® Accounting Standards (IFRS®) and the
New Zealand equivalents to IFRS (NZ IFRS) and other applicable financial reporting standards, as appropriate for a Tier 1 for-profit entity;
Allied Farmers Limited is a for-profit entity domiciled in New Zealand and registered under the Companies Act 1993. The company is an FMC Entity in terms
of the Financial Markets Conduct Act 2013 and prepares its consolidated financial statements in accordance with that Act, the Financial Reporting Act 2013,
and NZX Main Board Listing Rules.
The consolidated financial statements are for Allied Farmers Limited and its subsidiaries (together referred to as "Allied" or "the Group") and Allied's interests
in associates for the year ended 30 June 2025.
These Consolidated Financial Statements ("Financial Statements") have been approved for issue by the Board of Directors on 29 September 2025.
22
Allied Farmers LimitedNotes to the consolidated financial statementsFor the year ended 30 June 2025
A
Financial performance
A1 How we operate and generate returns for shareholders
Livestock services: An agency business facilitating livestock transactions and the procurement and export of veal.Financial services: Providing and referring livestock finance to farmer clients.Parent operations: The ultimate holding company for Allied Group's investments include an investment property and a loan advance together with the governance activity for the Group.Segment information - all in New Zealand
June
June
June
June
June
June
June
June
June
June
2025
2024
2025
2024
2025
2024
2025
2024
2025
2024
$000
$000
$000
$000
$000
$000
$000
$000
$000
$000
Commission and fee income
16,261
13,126
2
21
2,734
3,350
-
-
18,997
16,497
Sale of goods
10,006
10,381
-
-
-
-
-
-
10,006
10,381
Interest income
364
253
128
75
-
-
425
-
917
328
Other Income *
28
78
364
344
-
-
322
-
714
422
Total Income
26,659
23,838
494
441
2,734
3,350
747
-
30,634
27,628
Changes in inventories
8,308
7,703
-
-
-
-
-
-
8,308
7,703
Personnel expenses
10,082
8,881
111
108
363
343
103
96
10,659
9,428
Depreciation and amortisation
698
645
-
-
521
520
-
-
1,219
1,165
Other expenses
3,903
3,671
37
42
313
829
1,526
1,139
5,779
5,681
Total Expenses
22,991
20,900
148
150
1,197
1,692
1,629
1,235
25,965
23,977
Finance Costs
(203)
(181)
(69)
(83)
(205)
(301)
(226)
-
(703)
(565)
Operating Profit/(loss) before tax
3,465
2,757
277
209
1,332
1,357
(1,108)
(1,235)
3,966
3,086
Gain on Sale of Properties
96
4,229
-
-
-
-
-
-
96
4,229
Gain on Investment Property at Fair Value
-
- - -
-
-
932
932
-
Loss on Financial Liability at Fair Value
-
- - -
-
-
(928)
-
(928)
-
Profit/(loss) before tax
3,561
6,986
277
209
1,332
1,357
(1,105)
(1,235)
4,066
7,315
Income tax (expense) / benefit
(225)
(396)
Profit/(loss) after tax
3,841
6,919
Current Assets
16,227
17,321
1,454
1,438
1,660
1,612
2,844
331
22,185
20,702
Investments in NZL (Note C2)
-
-
-
-
-
-
3,579
2,997
3,579
2,997
Other Non-Current Assets
4,997
5,517
100
100
9,320
9,839
2,500
-
16,917
15,456
Investment Property
-
-
-
-
-
-
10,500
-
10,500
-
Assets
21,224
22,838
1,554
1,538
10,980
11,451
19,423
3,328
53,181
39,155
Current Liabilities
13,064
9,848
-
-
864
1,105
534
336
14,462
11,289
Non-Current Liabilities
1,269
1,431
-
-
1,338
1,842
10,496
-
13,103
3,273
Liabilities
14,333
11,279
-
-
2,202
2,947
11,030
336
27,565
14,562
Additions of Property, Plant and Equipment, and Right of Use assets
1,000
2,043
-
-
-
-
-
-
1,000
2,043
* Revenue from customers >10% of the Groups' consolidated revenue - one customer generated revenue of $8.4 million (2024: $6.0 million)
In this section
Livestock Services
Financial Services
Rural Land Management
Parent Operations
* Other Income in the Financial Services segment includes referral fee income from Heartland Bank Limited to 30 June 2025 $363,690 (June 2024: $343,507). Other income in the Parent Operations segment
comprises dividends received
from NZL and rental income from an investment property acquired during the financial year. (Note C3) * Gain on sale relates to the sale of an Allied Group property asset disposed of during the current financial year. A property was also disposed during the previous financial year.
Total
Rural Land Management: New Zealand Rural Land Management Limited Partnership (NZRLM) - the contracted asset manager of New Zealand Rural Land Company Limited (NZL), including a management agreement with RoC Partners.
23
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
A2 Taxation
2025
2024
Current Tax $000
$000
- on Profit for the year
(73)
(536)
Deferred Tax
- Origination and Reversal of Temporary Differences
(153)
140
Total Tax Expense (226)
(396)
2025
2024
Reconciliation $000
$000
Income tax using the company's tax rate (28%)1,138 2,048
Expenditure not deductible for tax
13
11
Other permanent differences
107
145
Temporary differences
13
(8)
Recognition of increase (decrease) in deferred tax asset
153
(140)
Non Taxable Income
-
(1,181)
Use of Group tax losses
(1,650)
(1,271)
Income tax (expense )benefit
(226)(396)
Deferred Tax
Movement in temporary differences during the year
Opening
balance
Recognised in
income
Closing
Balance
$000$000$000
Right of use assets (506) (41) (547)
Lease liabilities 506 82
588
Property, plant and equipment - -
-
Financial receivable credit loss provision 61 10
71
Employee benefits 238 8
246
Tax loss carry forward 1,165 (212)
953
1,464 (153)
1,311
2025
Recognition
Commission income on facilitating a livestock sale, grazing or forward livestock sale is recognised when the sale has been arranged for the provision of
livestock for a vendor and purchaser, net of rebates. The Group is acting as an agent as it does not control the goods before they are transferred from the
vendor to the purchaser.
Forward delivery contracts in relation to herd sales on which commission income is earned contain an element of variable consideration due to the timeframe
between when the sale is agreed and its completion. At year end, the variable consideration is taken account of in the revenue recognised.
Sale of goods (veal meat and skins) revenue is recognised once goods are delivered to the customer.
Fee income relates to RFID scanning fees, yard fees charged at saleyards and valuation fees. The income is recognised when livestock are scanned, a sale
is agreed within the auction or when the livestock are weighed. The Group is acting as a principal as it is primarily responsible for the service rendered and is
able to set a price.
Income from referring customers to Heartland Bank Limited is recognised when the financing transaction has been arranged between Heartland Bank
Limited and the borrower.
Measurement & Recognition
Income tax expense is the income tax assessed on taxable profit for the year. Taxable profit differs from profit before tax reported in the profit or loss as it
excludes items of income and expense that are taxable or deductible in future years (i.e. deferred tax) and also excludes items that will never be taxable or
deductible.
All revenue noted above, is recognised at a point in time, in accordance with NZ IFRS 15, and performance obligations are met upon delivery of goods.
Group
The Performance fees are determined based on the net asset value of the underlying fund and is settled in NZL shares. Half of the shares issued are
subject to escrow arrangements for 5 years after the performance fee is payable. (Note C2)
Revenue by NZRLM from property management fees, performance fees and transaction fees are recognised over time as revenue in the accounting periods
in which the services are rendered, which is when they satisfy their performance obligations to NZL.
24
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
Opening
balance
Recognised in
income
Closing
Balance
$000$000$000
Right of use assets (390) (116) (506)
Lease liabilities 390 116
506
Property, plant and equipment - -
-
Financial receivable credit loss provision 51 10
61
Employee benefits 249 (11)
238
Tax loss carry forward 1,024 141
1,165
1,324 140
1,464
A3 Earnings Per Share
June
June
2025
2024
$000
$000
Profit attributable to shareholders of Allied Farmers Limited
- Basic and diluted
2,871
5,206
Weighted number of shares
- Basic
28,806
28,806
- Diluted*
29,189
28,950
Earnings per share (cents)
- Basic
9.97
18.07
- Diluted
9.84
17.98
2024
*144,032 Performance Share Rights were issued to the Managing Director under a long term incentive scheme effective from 1 July 2023 during the year
ended 30 June 2024. A further 144,032 were issued in November 2024 and 95,000 were issued to employees of the company in September 2024. Apart
from these there are no other changes during the year, nor are there any dilutive potential shares / warrants/ options or convertible instruments at the end of
either the current or preceding year.
Group
Group unrecognised deferred tax assets comprise unused tax losses as at 30 June 2025 which are estimated at total $172,428,062 (June 2024:
$178,126,791). The ability to utilise tax losses, given the age of the losses, is dependent upon continuing to meet shareholder continuity requirements of
prevailing income tax legislation.
As at reporting date imputation credits available to the shareholders of only the Parent Company in subsequent periods totalled $462 (2024: $140,856).
25
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
B. Funding and Related Financial Risks
B1 Capital management
Accounting classifications and fair values
The tables below set out the Group's classification of each class of financial assets and liabilities, and their fair values
Fair Value Through
Other
Comprehensive
Income
At Amortised
Cost
At Fair Value
through Profit
& Loss
2025
Financial Assets ($000)
Cash and Cash equivalents *
- 9,660
-
Trade Receivables *
- 10,216
-
Finance Receivables *
- 1,454
-
Loan Advance *
- 3,000
-
Other Investments
3,579 - -
3,579 24,330
-
Financial Liabilities ($000)
Trade and Other payables *
- 10,539
-
Bank Borrowings *
- 2,069
-
Term loans
- - 10,496
Lease Liabiliites
- 2,099
-
- 14,706
10,496
2024
Financial Assets ($000)
Cash and Cash equivalents *
- 9,524
-
Trade Receivables *
- 9,471
-
Finance Receivables *
- 1,438
-
Other Investments
3,005 -
-
3,005 20,433
-
Financial Liabilities ($000)
Trade and Other payables *
- 7,990
-
Bank Borrowings *
- 2,709
-
Lease Liabiliites
- 2,235
-
- 12,934
-
* The carrying value of these assets and liabilities approximates fair value as they are either short-term in nature or carrying interest at floating rates.
B2 Share Capital
2025
2024
Share capital ($000) 158,204
158,204
Number of shares issued and fully paid (000's)
Balance at beginning of period
28,807
28,807
Balance at end of year
28,807
28,807
B3 Non-controlling interests
In this section
This section explains how the Allied Group manages its various funding sources including capital structure and debt. It also explains the financial risks that the Group faces
and how these risks are managed.
Group
The Allied Farmers Group's non controlling interests arise from minority interests held by other shareholders in NZ Farmers Livestock Limited (NZFL) and further non-
controlling interests held by a shareholder other than NZ Farmers Livestock Limited in its controlled subsidiary, Redshaw Livestock Limited.
All ordinary shares rank equally as to voting, dividends and distribution of capital on liquidation. There is no par value.
The Allied Group's capital includes share capital, accumulated losses, reserves and non controlling interests.
The Board manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets.
In order to maintain or adjust the capital structure, the Group may issue new shares, sell assets, seek additional debt funding, or adjust the amount of dividends paid
to shareholders.
Group
On 16 August 2024, 68% owned subsidiary NZ Farmers Livestock Limited undertook a share buy back and subsequent cancellation returning $8,040,000 to
Shareholders. $6,066,000 has been paid to its shareholders in cash and there is $1,974,000 outstanding. Of the $6,066,000, $1,955,000 was paid to non-controlling
shareholders.
The following summary financial information of the NZFL Group is provided to assist in understanding the significance of external shareholders interests in the group's
reported position and performance. This information is presented before intercompany eliminations.
26
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
2025
2024
Summary financial results for the year ended 30 June $000
$000
Revenue
27,153
24,278
Profit and total comprehensive income
3,838
7,193
Summarised balance sheet as at 30 June
Current assets
17,681
18,760
Non-current assets
5,097
5,617
Current liabilities
(13,064)
(9,848)
Non-current liabilities
(1,269)
(1,431)
Net assets 8,445 13,098
B4
Cash and cash equivalents
2025
2024
$000
$000
Cash at bank
9,660
9,524
Net cash and cash equivalents 9,660 9,524
Undrawn overdraft facilities
8,500
8,500
Cash is held at banks with a credit rating of A- or higher.
B5 Debt funding
Payable within 1
year
Payable after 1
year
UndrawnInterest rate
$000$000$000%
Bank borrowings - Heartland Bank Limited
731 1,338 1,741
Variable at
7.32%
Borrowings - MC Redlands Pty Ltd (Note C3)
- 10,496 - Fixed at 2.59%
Total debt funding
731 11,835 1,741
Bank borrowings - Heartland Bank Limited
867 1,842 1,102
Variable at
9.63%
Total debt funding
867 1,842 1,102
Refer to Note B7 for interest rate risk disclosures.
NZFL and Subsidiaries
Measurement and recognition of borrowings
Financial liabilities are initially recognised at fair value less any directly attributable transaction costs. Subsequent to initial recognition they are measured at amortised
cost using the effective interest method, except for those liabilities that have been designated as measured at fair value through the profit or loss. For those liabilities
measured at fair value through the profit or loss, transaction costs are expensed as incurred.
In September 2024 an Australian based private credit fund approached the Group to participate in a sales process of agricultural property assets. Properties were
acquired for $10.5m (Note C3) with a corresponding liability of the same notional value assumed.
To facilitate the transaction, a wholly owned subsidiary, Allied FLA Limited, was established to hold and ring-fence the assets and the associated liability.
The Group is entitled to a profit share if the properties are sold for more than $11m. The amount of profit share is calculated on an individual property basis.
The loan is secured over 4 properties with a General Security Agreement over FLA.
- the loan is repayable in three years from the drawdown date in late September 2024.
2024
2025
Group
Group
The overdraft borrowing facilities of $8.5 million which are provided by ANZ Banking Group (New Zealand) Limited include seasonal finance and are secured, by way
of a first ranking General Security Agreement and gross guarantee and indemnity, against the assets of NZ Farmers Livestock Limited, NZ Farmers Livestock Finance
Limited and Farmers Meat Export Limited. The financial covenants under these facilities have been fully complied with during the year. The facility is not drawn down
at year end, and interest is 8.85% (FY24: 11.1% ), plus interest and costs.
The transaction is legally structured as an acquisition of the properties with the consideration settled via a loan (nominal value of $10.5m with the properties pledged as
collateral) and a redeemable preference share which effectuates the profit share.
Redshaw Livestock has an undrawn overdraft facility of $600,000 provided by the Bank of New Zealand. Other non-controlling shareholders of Redshaw Livestock
guarantee the bank overdraft up to a total of $312,000 (FY2024: $312,000).
The Heartland Bank Limited borrowings are secured by way of a first ranking General Security Agreement and cross guarantee against the assets of
Allied Farmers Limited and New Zealand Rural Land Management Limited Partnership. Principal is paid monthly with final repayment in March 2028.
The interest rate is calculated on the 90-day BKBM rate plus a margin of 4% (2024: unchanged). There are no covenants.
Bank borrowings - Heartland Bank Limited
Borrowing - MC Redlands Pty Ltd
- there are no principal reductions between the date the loan was entered into and final repayment date.
The terms of the loan are:
- interest at a rate of 1% per annum is payable in monthly instalments, which was subsequently amended to be deferred with the lenders agreement.
- interest at a rate of 1.59% per annum which is payable at the final repayment date. This interest is capped in that it cannot exceed a total of $500,000.
27
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
Financial Schedule
Liability
MovementAmount
$000 $000 $000
Initial recognition September 2024
10,500 (932) 9,568
Fair value adjustment June 2025
- 928 928
Closing Balance
10,500 (4) 10,496
Assumption
September 2024June 2025
$000 $000
5.00%5.00%
6.71%4.79%
8.80%8.50%
Sensitivity Analysis June 2025
IncreaseDecrease
%%
$000$000
+1% -1%
55 (62)
0.5% -0.5%
(106) 100
2% -2%
(22) 22
(73) 60
Carrying Amount ReconciliationCarrying ValueCarrying Value
20252024
$000 $000
Transaction Value
10,500 -
(932) -
9,568 -
Fair Value Loss to 30 June 2025
928 -
Fair Value to 30 June 2025
10,496 -
Cumulative Fair Value Gain For Period
(4)
-
Weighted average cost of capital (used for the profit share component)
The fair value measurement of the financial liability uses inputs that are unobservable and hence the Group has classified the financial liability as a level 3 instrument
in accordance with the NZ IFRS 13 fair value hierarchy.
The Group has concluded that the credit risk impact on the fair value measurement is immaterial, and hence the full fair value movement has been reflected
The Group has assessed possible changes in key assumptions and their impact on the fair value of the financial liability.
Weighted average cost of capital (used for the profit share component)
Fair Value Gain on Initial Recognition
Fair Value at Initial Recognition
in the profit or loss, with no impact in the Statement of Other Comprehensive Income.
Accounting Treatment
The Group considers that the loan and redeemable preference share are a single instrument on the basis that the agreements -
· were entered into simultaneously and in contemplation of one another with the same counterparties,
Key assumptions in fair value measurement
Fair Value Measurement
Fair value growth rate in properties
Cost of debt (used for the loan component)
Fair value growth rate in properties
Cost of debt (used for the loan component)
The Group has determined that the fair value of the financial liability on 30 June 2025 is $10.496m, an increase of $0.928m. This has been calculated using the same
approach but with updated assumptions. The interest component forms part of the fair value movement.
· are interdependent and collectively allocate the proceeds from the sale of the properties.
The single instrument is a financial liability that has been designated at fair value on the basis that the performance is managed and evaluated on a fair value basis.
The Group has determined that the fair value of the financial liability at initial recognition (September 2024) is $9.568m, a difference of $0.932m to its nominal value of
$10.5m. That difference ($0.932m) has been applied to the cost of the properties at their initial recognition, refer to the investment property Note C3.
The fair value of the financial liability has been calculated based on the expected future cash outflows of the two legal components, the loan and the profit share
component (redeemable preference share) discounted at the applicable market rates for each respective component.
28
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
B6 Lease liabilities
Property
Motor Vehicles
Plant &
EquipmentTotal
$000$000$000$000
Opening
171 2,033 31
2,235
Leases entered into during the period
- 718 -
718
Interest expense
19 178 2
199
Repayments
(27) (1,009) (17) (1,053)
163 1,920 16
2,099
Current lease liabilities
87 727 16
830
Non-current lease liabilities
76 1,193 -
1,269
Property
Motor Vehicles
Plant &
EquipmentTotal
$000$000$000
$000
Opening 259 1,267 44
1,570
Leases entered into during the period - 1,726 -
1,726
Interest expense 32 127 4
163
Repayments (120) (1,087) (17) (1,224)
171 2,033 31
2,235
Current lease liabilities
88 701 15
804
Non-current lease liabilities
83 1,332 16
1,431
- leases with a duration of 12 months or less.
B7 Payables
2025
2024
$000
$000
Trade Payables
10,539
7,990
Accruals and sundry creditors
710
402
Total payables 11,249 8,392
Liquidity risk
Group
Option to purchase included in new lease arrangements are included within lease payments in which management expects to exercise at the inception of the lease.
All leases are accounted for by recognising a right-of-use asset and a lease liability except for:
- leases of low value assets; and
Lease liabilities are measured at the present value of the contractual payments due to the lessor over the lease term with the discount rate determined by reference to
the rate inherent in the lease unless this is not readily determinable, in which case the group's incremental borrowing rate on commencement of the lease is used.
The motor vehicle leases are typically for a 3 year term with instalments of principal and interest paid on a monthly basis. At the end of the lease the vehicle
The Group has elected not to recognise right-of-use assets and lease liabilities for short-term leases that have lease terms of 12 months or less and leases of low-
value assets. The Group recognises the lease payments associated with these leases within operating expenses on a straight-line basis over their lease terms.
These lease payments totaled $107,000 for the year (2024: $28,000).
can either be returned or the Group has the ability to pay the option to purchase and take ownership of the vehicle. The Lessor holds a registered security interest
over the vehicle throughout the term of the lease. All vehicle operating expenses are met by the Group. The Group's incremental borrowing rate ranges between
6.0% to 10.6% (2024: 6.0% to 10.6%) as the discount rate, with adjustments for the type and term of the lease.
Refer to Note B7 for the maturity analysis of lease liabilities.
These are substantially the liability that exist to the vendor of livestock as a result of livestock sales on the vendors behalf.
Trade payables and other payables that have a contractual obligation are measured at initial recognition at fair value, and are subsequently carried at
amortised cost.
Liquidity risk represents the Group’s ability to meet its contractual obligations as they fall due.
Liquidity risk is reviewed on an ongoing basis and managed to meet requirements. Cash flow forecasting is performed in the operating entities of the Group and
aggregated at Group level. The Group monitors rolling forecasts of the Group's liquidity requirements to ensure it has sufficient cash to meet operational needs while
maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Group does not breach borrowing limits or covenants (where
applicable) on any of its borrowing facilities.
The amounts disclosed in the tables above show the contractual undiscounted cash flows (including interest) due on financial liabilities, so will not always reconcile to
the amount disclosed on the balance sheet. The amounts below also reflect the contractual repricing timing on financial liabilities, if applicable.
Measurement and recognition
2025
Group
Group
The above lease liabilities are in relation to leases of regional offices, motor vehicles and property.
2024
29
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
Balance Sheet
Contractual
Cashflow
< 6 months
6 - 12 mths1 - 5 yrs
$000$000$000$000$000
Trade and other payables
11,249 11,249 11,249 -
-
Bank borrowings - Heartland Bank Limited
2,069 2,288 415 416
1,456
Borrowings - MC Redlands Pty Ltd
10,496 11,087 53 53
10,981
Lease liabilities
2,099 2,225 356 372
1,498
25,913 26,849 12,073 841
13,935
Trade and other payables 8,392 8,392 8,392 -
-
Bank borrowings - Heartland Bank Limited 2,709 3,250 433 433
2,384
Lease liabilities 2,235 2,495 534 460
1,501
13,336 14,137 9,359 893
3,885
Interest Rate Risk
2025
2024
$000
$000
Effect on net profit for the year / equity
21
27
B8 Net Interest income/(costs)
2025
2024
$000
$000
Interest income from:
- trade and finance receivables
479
321
- loan advance
389
-
- cash at banks
49
7
Total interest income
917
328
Interest expense on borrowings at amortised cost
(278)
(399)
(226)
-
Lease interest
(198)
(166)
Total interest expenses
(702)
(565)
Net Interest income/(costs) 215 (237)
Interest expense on liabilities at fair value through profit or loss
2024
2025
Group
Group
In managing interest rate risk, the Group aims to reduce the impact of short-term fluctuations on the group’s earnings. Over the longer term, however, permanent
changes in interest rates will have an impact on profit.
If market interest rates for bank borrowings were to increase or decrease by +/-1% (2024: +/-1%), the effect on net profit after tax and equity for the year as applied to
year end balances would be as follows:
The Group is exposed to interest rate risk on movements in floating interest rates on bank borrowings. Finance receivables have fixed interest rates and generally a
term of less than one year.
30
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
C. Our receivable and other assets
In this section
C1 Receivables
20252024
$000 $000
Trade receivables 10,216 9,471
Finance receivables 1,454 1,438
Total receivables 11,670 10,909
Amounts are stated at carrying value, net of credit loss allowance
provisions of
261 220
Receivables written off during the year 18 12
The status of receivables at the reporting date is as follows:
Group receivables
Not yet due
1 - 30 days
overdue
31 - 60 days
overdue
>60 days
overdue
Total
$000
$000 $000$000$000
Receivables from livestock sales
2,426 7,138 204 199
9,967
Credit loss allowance (livestock)
(50) (18) (5) (98) (171)
Receivables from NZL
325 2 - -
327
Other trade receivables
75 18 - -
93
Finance receivables
1,493 - - 51
1,544
Credit loss allowance (finance)
- (2) (26) (62) (90)
Net receivable
4,268 7,138 173 90
11,670
Receivables from livestock sales
6,946 836 395 264
8,441
Credit loss allowance (livestock)
(38) (14) (4) (74) (130)
Receivables from NZL
140 - - 1,020
1,160
Finance receivables
1,005 81 380 62
1,528
Credit loss allowance (finance)
- (2) (26) (62) (90)
Net receivable
8,053 901 745 1,210
10,909
Security held for finance receivables
20252024
$000 $000
1,544 1,527
- -
Total finance receivables 1,544 1,527
Concentrations of counterparties
Movement in gross finance receivables balance
20252024
$000 $000
Opening balance 1,527 1,596
New loans issued 7,874 6,315
Principal repaid (8,039) (6,477)
Interest 182 93
Total finance receivables 1,544 1,527
Secured via PPSR
Not secured
The receivables from NZL includes transaction, leasing and management fees due in accordance with the management contract. This balance is not
secured as at 30 June 2025.
On origination, the finance receivables will fund the entire value of secured livestock. No credit scores are assigned to borrowers for internal risk
management purposes.
Receivables from livestock sales and finance receivables are exclusively held with counterparties trading in the farming sector. One customer generated
revenue of $8.4 million (2024: $6.0 million).
This section explains:
- The assets the Group is due to receive from third parties and the credit risk associated with these assets.
- The property and motor vehicles the Group owns and has a right to use under lease arrangements.
2024
2025
Group
31
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
Measurement and recognition
Credit Risk Management
Loan Advance
Equity price risk
20252024
$000 $000
573 480
Effect on other comprehensive income 573 480
C2Investments Held by Group
20252024
$000 $000
3,579 2,997
1 8
Total Investments 3,580 3,005
The shares the Group owns in New Zealand Rural Land Company Limited which is listed on the NZX are subject to equity price risk as they are shares
which are quoted and traded in an active market.
The loan advance is held to collect contractual cash flows solely of principal and interest. Consequently, it also requires an assessment of expected credit
losses. Based on the two-step approach when credit was first extended, the initial creditworthiness of the borrower and initial expectations of credit losses
were considered in determining pricing and other conditions of the financial instrument. Management has then reassessed to determine whether any
subsequent changes in those loss expectations had occurred. This assessment was based on history of payments, whether a change in the credit
worthiness of the borrower had occurred giving rise to a change in expectations that the borrower is able to meet their commitments, current and future
economic factors. Information from the borrowers, including supportable forward looking information and external sources, do not indicate a change in
credit worthiness. Contractual commitments including cashflows have and continue to be met, are current and not past due.
Key Judgement
The loss allowances for receivables are based on assumptions about risk of default and expected loss rates. The Group uses judgement in making these
assumptions and selecting the inputs to the impairment calculation, based on the Group's past history and existing market conditions, as well as forward-
looking estimates at the end of each reporting period.
It is expected that all trade receivables will be collected within 12 months of the reporting date. All accounts past their due date have been subject to
collective assessment.
If prices for these equity securities had changed by 16% (2024: 16%), which is the increase in price since 30 June 2025, with all other variables including
tax rate being held constant. The effects on other comprehensive income would have been:
Receivables from livestock sales and finance receivables, held with a business model to collect contractual cash flows and solely payment of principal and
interest, are measured on initial recognition at fair value, and are subsequently carried at amortised cost, less provision for expected credit losses.
Other Investments
New Zealand Rural Land Company Limited ("NZL")
Credit risk is the risk that a counterparty to a transaction with the Group will fail to discharge its obligations and make payment, causing the Group to incur
a financial loss.
For receivables from livestock sales, the provision for expected credit losses is based on the simplified approach, as permitted by NZ IFRS 9, and records
the loss allowances as lifetime expected credit losses from recognition. These are the expected credit losses that result from all possible default events
over the life of the financial instrument.
Based on the general approach which requires a loss allowance on a 12-month expected credit loss, and a lifetime expected credit loss for significant
increase in credit risk, finance receivables are reviewed on an individual basis to determine whether any amounts are unrecoverable and an expected
credit loss provision is recorded. The expected credit losses are based on management's assessment of amounts considered uncollectible for specific
customers based on age of debt, history of payments, account activity, current and future economic factors and other relevant information. Debts known to
be uncollectible are written-off as bad debts to the profit and loss when identified.
The Group manages its exposure using a credit policy that includes limits on exposures with significant counterparties that have been set and approved by
the Board and are monitored on a regular basis and does not have any significant concentration of risk with any single party. The Group considers an
account to be in default when a debtor fails to make a contractual payment in the absence of a written agreement to the contrary. This is when the
account is past due by more than 90 days. Livestock finance receivables are secured over the livestock concerned and in the majority of cases supported
by personal covenants from the borrower.
Receivables are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in a repayment plan with the Group.
The Group categorises a loan or receivable for write-off when a debtor fails to make contractual payments more than 180 days past due. Where loans or
receivables have been written off, the company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries
are made these are recognised in profit or loss.
32
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
New Zealand Rural Land Company Limited
Dividends from NZL recognised in profit or loss in other income was $136,129 (2024: nil), paid in 153,582 shares of NZL.
20252024
$000
$000
Carrying Value Brought Forward 2,997
2,467
Dividends from NZL paid in shares 136
-
Shares Issued under NZRLM Performance Fee Arrangement 660
901
Change in Value Credited to Other Reserves (214) (371)
At 30 June 3,579
2,997
C3
Investment - Property
Investment Property
$000
Cost (September 2024)
10,500
Less day 1 adjustment (refer to note B5)
(932)
Fair value adjustment 30 June 2025
932
Closing balance
10,500
- an industrial site (both currently vacant, with leasing efforts underway).
The properties include,
Restrictions and Obligations
Refer to Note B5 for restrictions on the realisability of investment property or the remittance of income and proceeds of disposal (2024: none). There are
currently no obligations to construct or develop the existing investment properties.
Fair Value Measurement
The investment properties were valued using the below valuation techniques by external independent qualified valuers with recent experience valuing
investment properties in the location held by the Group, namely Summit Rural for the farming properties and Greenland Valuers for the industrial site.
Items of Income and Expense
During the year $0.186m (2024: $nil) was recognised in the Consolidated Statement of Profit and Loss in relation to rental income from the investment
properties. Direct operating expenses, including repairs and maintenance, arising from both the properties that generated rental income and those
investment properties that did not generate rental income during the year amounted to $0.008m (2024: $nil). Interest expense incurred totalled $0.226m
of which $0.138m is capitalised interest (2024: $nil). (Note B5)
Under the Management Agreement NZL is to pay NZRLM a performance fee (Note A1) which, subject to certain adjustments, is to be equal to 10% of the
increase in net asset value of NZL in each financial year. The performance fee for the year ended 30 June 2025 was settled by 411,772 shares of NZL
distributed to NZRLM. The performance fee for the year ended 30 June 2024 was settled by 564,139 shares of NZL distributed to NZRLM. Half of the
shares issued in each Financial Year to satisfy the performance fee are subject to escrow arrangements, under which NZRLM or any nominee agrees not
to sell, transfer, assign or otherwise dispose of, or offer or agree to sell, transfer, assign or otherwise dispose of, its right and title to, and beneficial interest
in such shares for a five year period. 1,553,605 shares distributed to Allied Farmers Limited were subject to this arrangement as at 30 June 2025 (2024:
1,347,719).
The shares in New Zealand Rural Land Company Limited are equity investments quoted in an active market which the Group has elected to designate as
a financial asset at fair value through Other Comprehensive Income. The fair value of these shares at 30 June 2025 is $3,579,130 (2024: $2,997,328).
At 30 June 2025 the Group holds 3,933,110 (2024: 3,367,756) shares in New Zealand Rural Land Company Limited. This holding represents a 2.71%
ownership in NZL as at 30 June 2025 (2024: 2.41%). These shares are equity investments quoted in the active market which the Group, as they are not
held for trading, has irrevocably at initial recognition elected to designate as a financial asset at fair value through other comprehensive income.
The Group has made an accounting policy choice to subsequently account for the investment properties at fair value.
The Group, exercising judgment, has determined that the properties should be classified as investment properties on the basis that they are held to earn
rentals and for some capital appreciation.
- a lifestyle property, and
In September 2024 an Australian based private credit fund approached Allied Farmers to participate in a sales process of agricultural property assets. The
properties were acquired for $10.5m with a corresponding liability of the same notional value assumed. (Note B5)
- a dairy farm and support block (leased to a single tenant),
33
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
20252024
$000 $000
Transaction price
10,500 -
Fair Value loss at inception (Note B5)
(932) -
9,568
Gains (Loss) arising from change in Fair Value in the period
932 -
Closing balance (level 3 recurring Fair Values)
10,500 -
Valuation techniques and inputs used
Nature of propertyFair value
Valuation
technique
Rate
$000
Support block 1,511
Income approach
(1)
5.25%
Dairy farm 2,655
Income approach
(1)
5.25%
Industrial site - main 5,448
Market approach
with adjustment
(2)
35%
$60
Lifestyle block 362
Market approach
(3)
Industrial site - secondary 525
Market approach
(3)
Total 10,500
improvements.
(3) The basis of the fair value has been determined by comparing the assets to similar assets for which recent sales data is available.
Valuation and sensitivity
Sensitivity Fair value Rate+2%-2%
$000 $000 $000 $000
Support block 1,511 5.25% (407) 951
Dairy farm 2,655 5.25% (715) 1,671
+10%-10%
Industrial site - main 5,448 35% (338) 429
$60 351 (249)
Lifestyle block 362
Industrial site - secondary 525
Total 10,500
The valuation technique and significant unobservable inputs used in determining the fair value measurement of investment property, as well as the inter-
relationship between key unobservable inputs and fair value at 30 June 2025, is detailed in the table below.
There were no changes to the valuation techniques of level 3 fair value measurements in the period. The fair value measurement is based on the above
item’s highest and best use, which does not differ from their actual use.
The fair value of the investment property has not been adjusted significantly for the purposes of financial reporting. The fair value of investment property is
categorised as a Level 3 recurring fair value measurement. A reconciliation of the opening and closing fair value balance is provided below.
$ per square metre (excluding
earth works)
The Group has assessed possible changes in key assumptions and their impact on the fair value of the properties at 30 June 2025.
Unobservable input
Capitalisation rate
Capitalisation rate
Downward adjustment to
completed earthworks
- the fact that the works are tailored for a specific use, meaning alternative users may not be willing to pay the full cost of these
(1) These assets are subject to a long-term lease. Their fair value has been calculated by dividing the rental income by the market capitalisation rate (the
market’s required rate of return).
(2) The fair value has been determined by comparing the assets to similar assets (excluding completed earthworks) for which recent sales data is
available. The value attributable to the earthworks has been determined based on the tendered cost of the completed works, adjusted downwards to
account for:
- the potential need for remediation or general tidying, and
Sensitivity
34
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
C4
Loan Advance
C5
Property, Plant & Equipment
Owned
LandBuildings
Plant and
equipment
Motor VehiclesTotal
$000 $000 $000 $000
$000
Cost at beginning of year
626 814 635 759
2,834
Additions/transfer from right-of-use assets
- - 8 274
282
Disposals
(21) (69) - (706) (796)
Cost at end of year
605 745 643 327
2,320
Accumulated depreciation at beginning of the year
- (570) (481) (291) (1,342)
Depreciation
- (50) (26) (23) (99)
Disposals
- 29 9 132
170
Accumulated depreciation at end of year
- (591) (498) (182) (1,271)
Net value 2025
605 154 145 145
1,049
LandBuildings
Plant and
equipment
Motor VehiclesTotal
$000 $000 $000 $000
$000
Cost at beginning of year
2,019 1,049 650 619
4,337
Additions
- - 15 302
317
Disposals
(1,393) (235) (30) (162) (1,820)
Cost at end of year
626 814 635 759
2,834
Accumulated depreciation at beginning of the year
- (607) (465) (428) (1,500)
Depreciation
- (62) (32) (12) (106)
Disposals
- 99 16 149
264
Accumulated depreciation at end of year
- (570) (481) (291) (1,342)
Net value 2024
626 244 154 468
1,492
Right of Use Assets
Property Motor Vehicles
Plant &
Equipment
Total
$000 $000 $000 $000
Opening 152 1,626 30
1,808
Additions - 1,033 -
1,033
Less Disposal / transfer to owned assets - (382) - (382)
Less Depreciation (75) (416) (14) (505)
Total Right of use Asset 77 1,861 16
1,954
Total Cost
620 3,936 57
4,613
Total Accumulated Depreciation
(543) (2,075) (41) (2,659)
Total Carrying Value
77 1,861 16
1,954
PropertyMotor Vehicles
Plant &
Equipment
Total
$000$000$000$000
Opening 247 1,101 44
1,392
Additions - 1,726 -
1,726
Less Disposal / transfer to owned assets - (864) - (864)
Less Depreciation (95) (337) (14) (446)
Total Right of use Asset 152 1,626 30
1,808
Total Cost
620 3,285 57
3,962
Total Accumulated Depreciation
(468) (1,659) (27) (2,154)
Total Carrying Value
152 1,626 30
1,808
During the year Allied Farmers Limited (Allied) advanced $3,000,000 to a substantial farming dairy farming operation in South Canterbury to fund its
working capital.
2024
2025
2025
The loan is secured by a second ranking (behind the Senior Finance Parties) General Security Deed provided by the borrower. As further security other
companies in the same group as the borrower have also provided a second ranking security (behind the Senior Finance Parties) also secured by General
Security Deed. The interest rate on the loan is 15% per annum, with interest being paid monthly. The loan is for a 3-year term from the date of refinancing
with two principal reductions of $0.5m each the first in April 2026 and the second in April 2027. These two payments have been permitted by and rank
ahead of the Senior Finance Parties.
We are aware that the financial covenants of the borrower on the Initial Loan and the New Loan have been fully complied with since drawdown. This loan
advance is reflected in Parent Operations in the Segment Note above.
2024
35
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
C6
Intangible Assets
NZL
Management
Contract
Software Total
$000 $000 $000
Opening Cost
10,474 922 11,396
Additions
- 28 28
Disposals
- - -
Cost at end of year
10,474 950 11,424
Accumulated amortisation at beginning of the year
(648) (806) (1,454)
Amortisation
(517) (94) (611)
Accumulated amortisation at end of year
(1,165) (900) (2,065)
Net value 2025
9,309 50 9,359
NZL
Management
Contract
Software Total
$000 $000 $000
Opening Cost
10,474 809 11,283
Additions
- 113 113
Disposals
- - -
Accumulated amortisation at beginning of the year
(131) (710) (841)
Amortisation
(517) (96) (613)
Accumulated amortisation at end of year
(648) (806) (1,454)
Net value 2024
9,826 116 9,942
NZRLM also acts as manager for the Investor in respect of its interest in the LP. NZRLM does not receive a benefit due to its related party relationship
with NZL.
Management determined the recoverable amount of the intangible asset at 30 June 2025 from a value in use calculation. This included the following key
assumptions and inputs:
- The level of acquisitions and divestments to the portfolio - 5% per annum (2024: 5%)
- The discount rate to ensure it reflects the specific risks relating to future financial performance - 5.4% (2024: 6.1%)
An impairment assessment was performed on NZL Management Contract as at 30 June 2025. No impairment was required at 30 June 2025.
- Asset Growth in the portfolio being managed - 2.3% per annum (2024: 2.3%)
Measurement and recognition
Intangible assets carried at cost less accumulated depreciation and accumulated impairment. They are depreciated on a straight line basis at rates over
their estimated useful lives, as follows:
- Management Contract -20 years
In November 2020, New Zealand Rural Land Company Limited (NZL) entered into an exclusive management agreement with NZRLM to provide NZL with
management investment and administrative services (Management Agreement).
Measurement and recognition
Right of use assets are initially measured at the amount of the lease liability (Note B6). All owned property, plant and equipment are carried at cost less
accumulated depreciation and accumulated impairment. Land is not depreciated. All other owned property, plant and equipment is depreciated on a
straight line basis at rates over their estimated useful lives, as follows:
- Buildings: 8 - 30 years
- Plant and equipment: 2.5 - 30 years
- Motor Vehicles: 1-3 years
- Right of use assets: shorter of the useful life or lease term.
2025
2024
Key Judgement
The assessment that there was no impairment of the NZL management contract at 30 June 2025. The recoverable amount of the management contract is
based on management forecasts of future financial performance together with an assessment of the useful life of the asset, and therefore there is an
inherent estimation uncertainty.
At the reporting date, NZL Management Contract has a remaining amortisation period of 17.7 years.
NZL Management Contract was recognised as an intangible assets in March 2023 when Allied completed the purchase of the 50% of NZRLM that it did
not already own.
36
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
D. Group Structure
In this section
D1 Subsidiaries
2025
2024
Ownership
interest
Ownership
interest
Operating Subsidiaries of the Parent
Allied Farmers (New Zealand) Limited
Investment
100%
100%
Allied Farmers Rural Limited
Investment
100%
100%
Rural Funding SolutioNZ Limited
Finance
100%
100%
Rural Property Management
100%
100%
Allied FLA Limited Investment
100%
100%
ALF Nominees LimitedNon trading
100%
100%
Subsidiaries of Allied Farmers Rural Limited
NZ Farmers Livestock Limited
Livestock Agency and Finance68%
68%
Subsidiaries of NZ Farmers Livestock Limited
Farmers Meat Export Limited
Meat Processing and Trading100%
100%
NZ Farmers Livestock Finance Ltd
Livestock Finance100%
100%
Redshaw Livestock Limited
Livestock Agency52%
52%
Allied Farmers Property Holdings LimitedNon trading
100%
100%
QWF Holdings Limited
Non trading
100%
100%
Clearwater Hotel 2004 Limited
Non trading
100%
100%
Lifestyles of New Zealand Queenstown Limited
Non trading
100%
100%
LONZ 2008 Limited
Non trading
100%
100%
LONZ 2008 Holdings Limited
Non trading
100%
100%
UFL Lakeview Limited
Non trading
100%
100%
5M No. 2 Limited
Non trading
100%
100%
NZRLM Limited
Non trading
100%
100%
D2 Goodwill
20252024
Cash generating units: $000 $000
Redshaw (within Livestock Services operating segment) 642
642
NZFLFL 100
100
742
742
The Group financial statements include the financial statements of Allied Farmers Limited and the operating subsidiaries listed below.
Subsidiaries are entities controlled by the group. Control is achieved when the Group is exposed to, or has the rights to, variable returns from its involvement
with the entity and has the ability to affect those returns through its power over the entity. The financial records of operating subsidiaries are included in the
consolidated financial statements from the date on which control commences until the date on which control ceases.
This section provides information to help readers understand the Group structure and how it affects the financial position and performance of the Group.
All companies within the Group are incorporated in and have their principal place of business in New Zealand, and have a reporting date of 30 June.
Goodwill in Redshaw arose on the acquisition of a controlling interest in Redshaw Livestock Limited.
Group
New Zealand Rural Land Management GP Limited
Subsidiaries of Allied Farmers (New Zealand) Limited
Subsidiaries of New Zealand Rural Land Management GP Limited
Subsidiaries of Allied Farmers Property Holdings Limited
37
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
Impairment assessment
Redshaw CGU
20252024
Revenue growth rate
2.5%
2.5%
Long term growth rate
2.5%
2.5%
15.5%
15.5%
20252024
Revenue growth rate - reduced by
2.5%
2.5%
Long term growth rate - reduced by
2.5%
2.5%
Discount rate - increased by
4.0%
1.5%
NZ Farmers Livestock Finance CGU
D3
Group's Share
of Profit
Group's Share
of Assets
Group's Share
of Liabilities
Group's Share
of Revenues
Group's Share
of Expenses
$000
$000$000$000$000
2025 32 256 (26) 424 (391)
2024 (17) 189 (29) 700 (717)
Jointly Controlled Operation - Associated Auctioneers
The Group's subsidiary NZ Farmers Livestock Limited owns a proportion (25-50%) of various sale yard tangible assets and has joint arrangements in
relation to the operation of these sale yards (referred to as 'Associated Auctioneers'). The Group has assessed the nature of its investment in
Associated Auctioneers as joint operations. As joint operations, the Group accounts for its share of the revenue, expenses, assets and liabilities.
These joint operations are in three different locations (2024: four). These joint operations are charged with the operating activities of the sale yards
including conducting sales of livestock via the auction process, maintaining the sale yards, collecting levies on livestock sales and meeting operating
costs of the yards. If there is a shortfall in the income to meet the operating costs in any one year then the joint operation's parties are required to
contribute to the shortfall in the proportion of their ownership of the sale yards.
The joint operation of the sale yards is strategically vital to the interests of NZ Farmers Livestock Limited as the sale yards activity provide significant
income to NZ Farmers Livestock Limited via commission on the sale of livestock handled through the sale yards.
Measurement & Recognition
On an annual basis, the recoverable amount of Goodwill is determined based on value in use calculations specific to the Redshaw CGU. These
calculations use pre-tax cash flow projections based on financial budgets prepared by management covering a five year period. Cash flows beyond the
five year period are extrapolated by way of a terminal value calculation using the estimated growth rates stated below. The growth rates adopted are
consistent with internal forecasts and budgets. The discount rate reflects the specific risks relating to the cash flow being discounted.
No impairment charge was required to be recognised in the financial statements. There are no foreseeable changes in assumptions which could result
in a material impairment.
Below is a sensitivity analysis showing the impact on value of changes to the key variables:
The estimated recoverable amount of the Redshaw CGU is estimated to have exceeded the carrying amount of the CGU at 30 June 2025 by
approximately $174,000 (2024: $114,000).
Key Judgement
The assessment that there was no impairment of the goodwill in the Redshaw CGU ('cash generating unit') at 30 June 2025. The valuation of the CGU
is based on a discounted cashflow of management forecasts of future financial performance and therefore there is an inherent estimation uncertainty.
Post tax discount rate (leading to a pre-tax equivalent rate of 21.5%)
On an annual basis the recoverable amount of this goodwill is tested by undertaking an assessment of its value in use.
Management has identified that a reasonably possible change in key assumption could cause the carrying amount to exceed the recoverable amount.
The following table shows the amount by which these assumptions would need to change individually for the estimated recoverable amount to be equal
to the carrying amount.
38
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
E. Other
In this section
E1Related parties
2025
2024
$000
$000
Key management personnel ('KMP') compensation
Short term employee benefits
563
576
Directors fees
155
150
Post employment benefits
19
18
Transactions with entities with common directors
Livestock sales
1,352
1043
Livestock purchases
1,955
832
Commission revenue
63
39
Return of capital to non-controlling shareholders of NZFL
1,955
-
Dividends received as non-controlling shareholders of NZFL
724
580
Accounts payable by NZFL/AFL
141
140
Amount receivable from NZL
327
1,421
No debts with key management personnel were written off during the year (2024: nil)
Borrowings at reporting date 2,068
2,709
Interest Paid on borowings 205
301
Referral Fees received 364
344
Vehicle Lease Liability at reporting date* 139
180
Interest Paid on Vehicles lease liabilities* 14
23
Managing Director
Contract for Service 375
250
Short Term Incentive 281
250
Share Based Payments 28
25
E2
Auditors’ remuneration
2025
2024
Fees paid to the auditors
$000
$000
Audit of the financial statements - BDO
155
-
Audit of the financial statements - RSM Hayes
-
125
Fees for other Services - RSM Hayes
3
3
Direct expenses associated with the audit
24
22
Total
182
150
This section includes information required to comply with financial reporting standards that is not covered in other sections.
Group
Identity of related parties
The Group has a related party relationship with each of its subsidiary companies and joint operation outlined in Section D.
Related parties include key management personnel, their related parties, or directors/non-controlling shareholders of NZFL.
* Relates to NZ Farmers Livestock entering into four vehicle leases with KIA Finance provided by Heartland Bank Limited.
144,032 (2024: 144,032) Performance Right Shares were issued to Mr Milsom under a long term incentive scheme which commenced
on 1 July 2023.
Transactions with entities with common director - Heartland Bank Limited
39
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
E3
Personnel expenses
Reflected with Personnel expenses
20252024
$000 $000
Short Term Employee Benefits
8,136
7,396
2,328
1,849
Post employment benefits
195
183
10,659
9,428
Reflected in Other Operating Expenses
Directors fees
155
150
Share Based Payments
28
25
183
175
E4 Reconciliation of Profit to Cash Surplus from Operating Activities20252024
$000
$000
Profit for the year 3,841
6,919
Tax expenses
225
396
Adjustments for items not involving cash flows:
Impairment reversal on receivables
58
39
Fair value gain on investment properties
(932)
-
Loss on financial liabilities at fair value
928
-
(Profit)/loss on sale of assets
77
(47)
(Profit)/loss on sale of Saleyards
(96)
(4,229)
Depreciation and amortisation
1,219
1,165
Movement in Investments
18
-
Dividend and performance shares received in shares (note C2) (796)
(901)
Other - including non cash items
(67)
-
409
(3,973)
Movement in trade and other receivables (979)
612
Movement in inventories
84
12
Movement in trade, other payables and employee benefits
3,264 (1,245)
Tax paid (45) (621)
Cash flow from operating Activities6,799
2,099
Reconciliation of liabilities arising from financing activities
Description
Opening
Balance
Repayments
Non-cash
movements
Closing
Balance
$000$000$000$000
Lease liabilities
2,235 (854) 718
2,099
Heartland borrowings
2,709 (640) -
2,069
Loan from MC Redlands
- - 10,496
10,496
Non-controlling interests
2,688 (2,679) 970
979
Total liabilities from financing
7,632 (4,173) 12,184 15,644
Description
Opening
Balance
Repayments
Non-cash
movements
Closing
Balance
$000$000$000$000
Lease liabilities
1,570 (1,061) 1,726
2,235
Heartland borrowings
3,660 (951) -
2,709
Non-controlling interests
1,653 (678) 1,713
2,688
Total liabilities from financing
6,883 (2,690) 3,439 7,632
2025
2024
Amounts Paid to Contractor Agents within the Livestock Services Segment
This note provides a reconciliation of the opening and closing balances of liabilities arising from financing activities, including both cash
flow and non-cash changes during the financial year:
40
Allied Farmers Limited
Notes to the consolidated financial statements
For the year ended 30 June 2025
E5
Events Subsequent to Reporting Date
There were no other subsequent events to disclose.
On 27 August 2025 the shareholders of NZ Farmers Livestock Limited (NZFL), 67.77% owned by Allied Farmers Limited, signed a
conditional Sale and Purchase Agreement to sell NZFL to Rural Livestock Limited. The sale will be effected by the transfer of all NZFL’s
ordinary shares to RLL for an enterprise value of $10.988 million, adjusted at completion to recognise RLL’s assumption of net debt and
employee and vehicle lease liabilities, the value of NZFL’s loan book, and to recognise agreed Target Trade Net Working Capital. Allied
Farmers Limited’s 67.77% of the sale proceeds will be fully satisfied in cash. There are several usual conditions precedent, including
that Allied Farmers Limited obtain shareholder approval (by way of ordinary resolution) as a Major Transaction pursuant to NZX Listing
Rule 5.1.1 (a). This approval will be sought at Allied Farmers Limited’s Annual Meeting, likely to be held in early November 2025.
Completion is targeted for 1 December 2025.
Non-Cash movement relates to motor vehicles which, when they are purchased, are under lease arrangements. (Note B6)
41
INDEPENDENT
AUDITOR’S REPORT
SEC
TION
6
42
BDO Auckland
INDEPENDENT AUDITOR’S REPORT
TO THE SHAREHOLDERS OF
ALLIED FARMERS LIMITED
Opinion
We have audited the consolidated financial statements of Allied Farmers Limited (“the Company”) and its
subsidiaries (together, “the Group”), which comprise the consolidated balance sheet as at 30 June 2025 and
the consolidated statement of profit or loss, consolidated statement of comprehensive income, consolidated
statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to
the consolidated financial statements, including material accounting policy information.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the
consolidated financial position of the Group as at 30 June 2025, and its consolidated financial performance and
its consolidated cash flows for the year then ended in accordance with New Zealand equivalents to
International Financial Reporting Standards (“NZ IFRS”) and IFRS
®
Accounting Standards.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (“ISAs (NZ)”).
Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit
of the Consolidated Financial Statements section of our report. We are independent of the Group in
accordance with Professional and Ethical Standard 1 International Code of Ethics for Assurance Practitioners
(including International Independence Standards) (New Zealand) issued by the New Zealand Auditing and
Assurance Standards Board, and we have fulfilled our other ethical responsibilities in accordance with these
requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Other than in our capacity as auditor we have no relationship with, or interests in, the Company or any of its
subsidiaries.
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 of the current period. These matters were addressed in the
context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon,
and we do not provide a separate opinion on these matters.
43
BDO Auckland
Complex property acquisition and financial instrument issuance
Key Audit Matter
During the year, a subsidiary of the Group, acquired four properties. Concurrently, the subsidiary secured a
$10.5 million loan from MC Redlands Pty Ltd, attracting a below-market interest rate, and issued
redeemable preference shares (RPS) for nil consideration to effectuate a profit share arrangement linked to
future property valuations. The Group and the lender are entitled to a profit share if the properties are sold
above $11.0 million.
The transaction is inherently complex and involves significant judgement in determining the appropriate
accounting treatment and valuation of the loan, profit share arrangement and property assets. The below-
market interest rate introduces estimation uncertainty in relation to the appropriate market interest rate.
The profit share arrangement has estimation uncertainty, particularly in forecasting future property values
and discount rate applied.
Given the materiality and estimation uncertainty involved, this matter was significant to our audit and is
therefore reported as a key audit matter.
Refer to notes B5 (Debt funding) and C3 (Investment – Property) of the consolidated financial statements.
How The Matter Was Addressed in Our Audit
• Obtained and reviewed the legal agreements and board minutes relating to the acquisition of the four
properties, the $10.5 million loan from MC Redlands Pty Ltd, and the issuance of redeemable
preference shares (RPS) to MC Redlands Pty Ltd.
• Obtained management’s assessment paper evaluating the transaction against the requirements of the
relevant accounting standards. Together with our internal technical experts, we reviewed the paper,
challenged management’s application of the standards, and assessed the appropriateness of the
conclusions reached.
• Reviewed the disclosures in the consolidated financial statements, including the description of the
valuation techniques, key inputs and assumptions, and sensitivity for both the debt funding financial
liability and investment properties.
Fair value of debt funding and investment properties at initial recognition
• Obtained and reviewed management’s fair value calculation that determined the financial liability and
investment properties at recognition date to be $9.57 million.
• Tested the recognition date valuation model to ensure inputs and assumptions were consistent with the
legal agreements and the fair value of the investment properties.
• Engaged our internal valuations specialists to assess the valuation methodology, WACC rate, discount
rate, and credit risk spread used in the model.
• Performed sensitivity analysis on the growth rate in properties, cost of debt rate and WACC rate inputs
to the valuation.
Fair value of debt funding at the year end
• Reviewed management’s assessment of the fair value of the financial liability at 30 June 2025,
including the fair value increase through profit or loss.
• Tested the year-end valuation model to ensure inputs and assumptions were consistent with the legal
agreements and the fair value of the investment properties.
• Engaged our internal valuations specialists to assess the valuation methodology, WACC rate, discount
rate, and credit risk spread used in the year-end model.
• Performed sensitivity analysis on the growth rate in properties, cost of debt rate and WACC rate inputs
to the valuation.
Fair value of investment properties at the year end
• Assessed the competence, capabilities and objectivity of the external valuers engaged by management.
• Obtained and reviewed the investment properties’ valuation reports prepared by management’s expert.
• Confirmed the valuation approaches were in accordance with NZ IFRS 13 Fair Value Measurement, and
NZ IAS 40 Investment Property.
• Reviewed the key inputs and assumptions to the investment properties’ valuation reports, challenging
management and their experts. This included testing the $ per square metre and downwards
adjustment to completed earthworks on the industrial site key inputs and assumptions used in the
market approach valuation. We performed analysis against comparable recent sales data and undertook
sensitivity analysis.
• Engaged our internal valuations specialists to assess the income approach valuation methodology, and
capitalisation rate key assumption used.
44
BDO Auckland
Revenue recognition and cut off
Key Audit Matter
The Group’s revenue, totalling $30,634,000 (2024: $27,628,000), arises from a variety of revenue streams
(as detailed in Note A1) which include livestock services (livestock agency services and sale of goods),
financial services, and revenues from rural land management services.
With livestock agency services the gross transactional cash flows exceed the reported levels of revenue,
given the adopted treatment to recognise this revenue on a commission and fee (i.e. agency) basis.
Because of the complexity of the accounting requirements and varied nature of revenue streams across
the Group we considered this to be a key audit matter.
Refer to note A1 of the consolidated financial statements.
How The Matter Was Addressed in Our Audit
• Reviewed a sample of contracts to ensure that the Group’s policy for the point of recognition is in
compliance with the requirements of NZ IFRS 15 Revenue from Contracts with Customers. As part of
this testing, we considered the appropriateness of recognising livestock services on an agency basis.
• Gained an understanding of the processes and evaluating the related controls implemented by the
Group over revenue recognition and cut off around the reporting date.
• Tested the operating effectiveness of controls related to the recording of revenue from livestock
agency services’ commission and fee revenue.
• Performed data analytic procedures to test the sale of goods revenue throughout the period to ensure
that revenue was appropriately recognised.
• Performed tests of detail on a sample of financial services and rural land management revenue
transactions throughout the period to ensure that revenue was appropriately recognised.
• Performed revenue cut-off procedures around year end, tracing revenue recognised to supporting
documentation, and ensured that revenue has been recognised in the correct period.
• Given the reliance on outsourced service providers/processors in the generation of sale of goods
revenue, we reviewed management’s assessment (including sensitivity analysis) of the completeness of
revenue. This was based on management’s expectations of calf mortality, yield analysis and agreed
pricing. We obtained the historical and current year data, corroborated to external sources (where
possible), and performed substantive analytical procedures to compare estimated to actual yields and
the resulting financial impact of any variation.
• Reviewed the disclosures in the consolidated financial statements, including the revenue recognition
policy, to the requirements of the accounting standard.
Impairment of Intangible Asset
Key Audit Matter
The Group has intangible assets totalling $9,359,000 (2024: $9,942,000), including $9,309,000 (2024:
$9,826,000) relating to the NZL Management Contract (the ‘Contract’). The Contract is subject to the
impairment requirements of NZ IAS 36 Impairment of Assets.
Management has performed their impairment test by considering the recoverable amount of the Contract
using a value in calculation. This calculation includes key inputs and assumptions, such as asset growth in
the portfolio, level of acquisitions and divestments to the portfolio, and discount rate. These inherently
include a degree of estimation uncertainty and are prone to potential bias, therefore we considered this
to be a key audit matter
Refer to note C6 of the consolidated financial statements.
How The Matter Was Addressed in Our Audit
• Gained an understanding of the processes and evaluating the related controls implemented by the
Group used to determine the recoverable amount of the Contract.
• Obtained management’s value in use calculation and evaluated the key inputs and assumptions.
• Performed sensitivity on the value in use calculation to reasonable changes in key inputs and
assumptions.
• Engaged our internal valuation experts to assess that the methodology used is consistent with NZ IAS
36 Impairment of Assets, and to ensure the asset growth rate and discount rate fell within an
appropriate range.
• Reviewed the disclosures in the consolidated financial statements to the requirements of the
accounting standard.
45
BDO Auckland
Other matter
The consolidated financial statements of the Company and its subsidiaries for the year ended
30 June 2024 were audited by another auditor who expressed an unmodified opinion on those statements on 23
August 2024.
Other Information
The directors are responsible for the Annual Report, which includes information other than the consolidated
financial statements and our auditor’s report thereon.
Our opinion on the consolidated financial statements does not cover the other information and we do not
express any form of audit opinion or 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 to be
materially misstated. If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact. We have nothing to report in this
regard.
When we read the Annual Report, if we conclude that there is a material misstatement therein, we are
required to communicate the matter to the directors.
Directors’ Responsibilities for the Consolidated Financial Statements
The directors are responsible on behalf of the Group for the preparation and fair presentation of the
consolidated financial statements in accordance with NZ IFRS and IFRS Accounting Standards, and for such
internal control as the directors determine is necessary to enable the preparation of consolidated financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors are responsible on behalf of the Group for
assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the directors either intend to liquidate the
Group or to cease operations, or have no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with ISAs (NZ) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the decisions of users taken on the basis of these consolidated
financial statements.
A further description of our responsibilities for the audit of the financial statements is located at the External
Reporting Board’s website at: https://www.xrb.govt.nz/standards/assurance-standards/auditors-
responsibilities/audit-report-1-1/.
This description forms part of our auditor’s report.
Who we Report to
This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken so
that we might state those matters which we are required to state to them in an auditor’s report and for no
46
BDO Auckland
other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone
other than the Company and the Company’s shareholders, as a body, for our audit work, for this report or for
the opinions we have formed.
The engagement partner on the audit resulting in this independent auditor’s report is Mark Nicholson.
BDO Auckland
Auckland
New Zealand
29 September 2025
47
COMPANY
DIRECTORY
Directors:
Shelley Ruha
Richard Milsom
Philip Luscombe
Registered Office of the
Company:
201 Broadway
Stratford 4332
Postal Address
of the Company:
P.O. Box 304
Stratford 4352
Ph: 06 765 6199
Auditors:
BDO Auckland
Level 4,
BDO Centre
4 Graham Street
Auckland 1140
Share Registrar:
MUFG Pension &
Market Services
PO Box 91976
Auckland 1142
Shareholder Enquiries:
MUFG Pension & Market
Services
Ph: 09 375 5998
Fax: 09 375 5990
Email:
lmsenquiries@linkmarketservices.com
PO Box 91976
Auckland 1142
SEC
TION
7
48
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.