Savor Ltd.NZX: SVR

2025 Annual Report

· MarketScreener

Annual Report 2025

New Zealand's premier hospitality group



Savor Group 2025 Annual Report



In this report 04 Location Overview

06

Letter to Shareholders

- From Chair & CEO

10 Savor Food Fest 2024

14 Corporate Governance

20 Financial Statements

40 Independent Auditor's Report

44

Shareholder and Statutory Information

47 Corporate Directory

Savor Group 2025 Annual Report 03



New Zealand's

premier hospitality group

Creating original food and entertainment experiences at iconic Auckland locations.

WYNYARD QUARTER

Bivacco

Auckland Fish Market Bang Bang Kitchen Lobster & Tap

Market Galley The Wreck Oji

The Store

BRITOMART

Ebisu Amano The Store Ortolana Oji

PONSONBY

Azabu Ponsonby

PARNELL

Non Solo Pizza

MISSION BAY

Azabu Mission Bay

Mission Bay

Wynyard Quarter

Britomart

Parnell

Ponsonby

04 Savor Group 2025 Annual Report



Savor Group 2025 Annual Report 05



Letter to Shareholders - From Chair & CEO

Letter to Shareholders

FROM CHAIR & CEO

06 Savor Group 2025 Annual Report



Letter to Shareholders - From Chair & CEO

DEAR SHAREHOLDERS,

We are pleased to present Savor Limited's 2025 Annual Report, reflecting a year of resilience and strategic progress within a challenging economic backdrop.

Despite significant market headwinds, our disciplined management and robust cost controls delivered a solid operational performance, positioning the Group for sustained success and long-term shareholder value.

FINANCIAL PERFORMANCE AMID ECONOMIC CHALLENGES

The 2025 financial year was marked by economic volatility, yet Savor Group achieved notable results:

  • REVENUE

    Total revenue reached $56.6 million, an 8% decline from $61.9 million in 2024, driven by reduced foot traffic due to economic pressures but supported by consistent customer spend per head. This single digit decline on the prior year was particularly pleasing given the half year was down over 15%, which shows the marketing and revenue initiatives played out well with our customers.

  • EBITDA

    Despite a circa $5m reduction in revenue, management delivered an EBITDA of $7.3m representing a net extraction rate of 13%, which is a considerable achievement and within 1% of the prior year.

  • OPERATING CASH FLOW

    Net cash from operating activities grew to $7.1 million, an 11% increase from $6.4 million in 2024, reflecting our focus on efficient working capital management.

  • BALANCE SHEET STRENGTH

We reduced total borrowings, improved net cash to $1.8 million and maintained a ratio of net debt to operating earnings of less than 1 times.

These outcomes, achieved amidst rising costs and cautious consumer spending, underscore our

commitment to operational efficiency. The reported loss of $1.2 million was largely a result of the one-time fixed asset write-off from the discontinued Seafarers operations. Nevertheless, the Group's underlying operational improvements and asset upgrades positions Savor for a strong recovery as market conditions improve.

EBITDA RESILIENCE AMID REVENUE CHALLENGES

In the 2025 financial year, Savor Group faced an 8% revenue decline, from $61.9 million to $56.6 million, a

$5.3 million reduction driven by economic pressures and reduced foot traffic. In the hospitality industry, where fixed costs (such as rent, rates and utilities) are substantial, such a top-line drop typically leads to a disproportionate hit to profitability. Yet, Savor's

management delivered a strong result with an EBITDA decline of only $1.5 million.

This achievement is a testament to our disciplined cost management and operational efficiency.

Through daily management of variable costs, the Group mitigated the impact of lower revenues while preserving the quality of our customer experience.

STRATEGIC INITIATIVES STRENGTHENING OUR POSITION

In 2025, we implemented targeted initiatives to enhance our portfolio and deepen customer engagement:

  • VENUE OPTIMIZATION:

    The expiry of the Seafarers building lease in Britomart allowed us to relocate to a modernized venue with

    a more sustainable lease structure, reducing fixed costs and supporting long-term profitability.

  • SAVOR FOOD FESTIVAL

    Our inaugural Group-wide promotion, held from August to October 2024, was a resounding success. By offering value-driven dining, the Festival reversed a 15% decline in winter foot traffic, achieving year-on-year growth by its fourth week. Strategic partnerships

    with suppliers such as Peroni, Allpress, Moet Hennessy, and Pernod Ricard, combined with a dynamic multi-channel marketing campaign, enhanced brand visibility and laid the groundwork for its 2025 return.

  • NON SOLO PIZZA (NSP) UPGRADES

    We seized infrastructure challenges as an opportunity to renovate NSP's kitchen, private dining room, and osteria bar, completed in August 2024. A partnership with Constellation Brands NZ enhanced the front bar and introduced an exclusive Napa Valley wine tasting experience, unlocking revenue potential in Parnell's underserved private dining market. The Osteria's

    new glass roof resolved waterproofing issues, driving strong customer demand post-reopening.

  • FUTURE GROWTH

At the 2024 Annual Shareholders Meeting, we announced the new entertainment offering in Britomart's Roukai Lane, set to open in Spring 2025. This high-potential site leverages our brand strength and proximity to corporate hubs to attract both loyal and new customers. Please see the details of this exciting project overleaf.

These efforts, which are supported by a resilient supply chain and strong supplier relationships, ensured quality and cost efficiency despite the risk of global tariff uncertainties, and position Savor well in its efforts to maintain stable pricing for our customers and robust margins.

Savor Group 2025 Annual Report 07

Letter to Shareholders - From Chair & CEO

Letter to Shareholders

FROM CHAIR & CEO (CONTINUED)

DISCIPLINED GROWTH STRATEGY

Savor continues to attract expansion opportunities across New Zealand, often with compelling incentives. However, we remain selective, prioritizing investments that strengthen our market-leading brands and maximize shareholder value. Our focus on optimizing existing operations has solidified our foundation,

and we believe market conditions are beginning to shift in our favour. The upcoming Roukai Lane venue exemplifies our strategy of pursuing high-impact opportunities with favourable terms.

OUTLOOK

The trading environment remains uncertain, with economic pressures persisting domestically and globally. However, Savor's proven resilience, disciplined cost management, and strategic investments position us to capitalize on emerging opportunities. We anticipate gradual relief in cost-of-living pressures, enabling more customers to enjoy our exceptional dining experiences, particularly at our new venues.

Our strengthened balance sheet, with improved cash reserves and declining leverage, provides flexibility to navigate challenges or pursue growth. The momentum from our 2025 initiatives, including the Savor Food Festival and NSP upgrades, will drive performance into the critical summer season and beyond.

OUR COMMITMENT TO YOU

On behalf of the Board and management team, we extend our sincere gratitude for your continued support and investment in Savor. Your trust inspires us to deliver sustainable value, even in challenging

times. We look forward to welcoming you at our Annual Shareholders Meeting later in 2025 to share further updates on our exciting journey.

Yours sincerely,



Paul Robinson

Executive Chair



Lucien Law

CEO

08 Savor Group 2025 Annual Report



Letter to Shareholders - From Chair & CEO

Savor Group 2025 Annual Report 09



Savor Food Fest 2024

Over

150,000 guests

through our venues over the course of the Festival



Average of

5,000 cofleet

Served per week at Amano during September - double normal



Non Solo Pizza Long Lunch

Over 500

people served

5% up on non-Fest

1,500

Diamond Ladies Lunches Sold



Over

12,500 pints

of Peroni served A 40% increase



10 Savor Group 2025 Annual Report

Savor Food Fest 2024

2,500

Guests served the Bivacco Sunday Feast with all 8 weeks sold out



OKI NO Saturdays

Over $10,000 Additional revenue each week for Ebisu



Over 6,000 glasses of Moët sold over 300% increase



5,000

Special cocktails served



Over

12,000

Festival Menus Sold



Savor Group 2025 Annual Report 11

Lane Way Bar

Unveiling the Ultimate Lane Way Bar, Restaurant, and Golf Simulator Experience

Artist's impression.

In the heart of Britomart, Auckland's vibrant CBD, Lane Way Bar and Restaurant redefines hospitality by seamlessly blending casual dining, craft drinks, and state-of-the-art golf simulators. This bold move

into entertainment creates a lively, engaging venue where professionals, sports fans, and casual golfers connect in a fun, relaxed atmosphere.

Artist's impression.

12 Savor Group 2025 Annual Report



Lane Way Bar

"

"

By integrating cutting-edge technology with hospitality, it elevates Britomart's social scene and streamlines operations, tignificantly reducing labour cottt while delivering

a remarkable experience, set to open in Spring 2025.

Lucien Law, CEO

147 Seats

Opening September 2025

Artist's impression. Artist's impression.

WHETHER YOU'RE A GOLF GEEK, A CORPORATE RAIDER, OR JUST LOOKING FOR A COOL TINDER DATE SPOT, WE HAVE GOT YOU COVERED.

Savor Group 2025 Annual Report 13



Corporate Governance

The overall responsibility for ensuring that the corporate governance and accountability of the Company is properly managed, thereby enhancing investor confidence, lies with

the Board of Directors. A copy of Savor's Corporate Governance Code ("Code"), current as at 22 May 2025, is available on the Savor website at https://www.savor.co.nz.

The Code is generally consistent with the principles identified in the NZX Corporate Governance Code (version dated 31 January 2025). Savor followed the recommendations in the NZX Corporate Governance Code throughout the year and as at 31 March 2025, except that:

  • the Company did not have a majority of independent Directors (per recommendation 2.8);

  • the Company did not have an independent Chair of the Board (per recommendation 2.9); and

  • the Company does not have an Audit and Risk Committee comprising solely of Non-Executive Directors (per recommendation 3.1).

These departures from the NZX Corporate Governance Code are primarily due to the size and composition

of the Board. The Board considers that to increase the number of Directors on the Board or to have an independent Chair to comply with the Code would bring undue cost to the Group, given the skills and

experience of the current Directors are complementary to one another and specific to the needs to the Company. The Board seeks external expert advice on a range of legal, financial and commercial matters where specialist assistance is required.

The Company will continue to monitor best practice in the governance area and update its policies to ensure it maintains the most appropriate standards.

An outline of the Company's governance arrangements are set out below. Further detail is available on the Company's website https://www.savor.co.nz.

THE BOARD OF DIRECTORS

The Board has ultimate responsibility for the strategic direction of Savor and supervising Savor's management for the benefit of shareholders. The roles and responsibilities of the Board are set out in the Code.

The specific responsibilities of the Board include:

  • Working with management to review and approve the business and financial plans that set the strategic direction of Savor

  • Monitor the Company's performance against its approved strategic, business and financial plans and oversee the Company's operating results on a regular basis so as to evaluate whether the business is being properly managed

  • Establishing and overseeing succession plans for the Chief Executive Officer and senior management

  • Monitoring compliance and risk management

  • Establishing and monitoring Savor's health and safety policies

  • Ensuring effective disclosure policies and procedures are adopted

  • Ensuring effective reporting processes and procedures

  • Ensuring the quality and independence of the Company's external audit process

Directors are required to undertake appropriate training to remain current on how to best perform their duties as Directors of Savor.

The Board has agreed that the performance of the Board, its Committees, and Directors will be

independently evaluated at least once every three years. The first of these was originally expected to take place during the financial year ending 31 March 2025, however, was deferred for 12 months due to controlling costs in the challenging economic landscape.

BOARD MEETING AND COMMITTEE ATTENDANCE

During the year to 31 March 2025 the Company held 12 Board meetings. The Audit & Risk Committee met on

three occasions. Attendance by individual Directors was as follows:

14 Savor Group 2025 Annual Report

Board Meetings Audit & Risk Committee Meetings

Eligible

Attended

Eligible

Attended

Paul Robinson

12

12

3

3

Lucien Law

12

12

-

-

Louise Alexander

12

12

3

3

Bhupen Master

12

12

3

3

ETHICAL CONDUCT

The Code includes a code of ethics which is designed to govern the conduct of Directors, senior managers and

other employees of the Company and its subsidiaries. The Company's directors and managers are expected to lead according to these standards of ethical and professional conduct and to ensure that they are communicated to the people who report to them. The Code addresses, amongst other matters, conflicts of interest, receipt of gifts, confidentiality and fair business practices.

BOARD MEMBERSHIP

As at 31 March 2025, the Board consisted of two Independent Directors and two Executive Directors, who are elected based on the value they bring to the Board.

Each Savor Director is a skilled and experienced business person. Together they provide value by making quality contributions to corporate governance matters, conceptual thinking, strategic planning, policies and providing guidance to management.

The Chair of the Board and the CEO are different people. As at 31 March 2025 the Company's Directors were:

Paul Robinson - Executive Chair

Paul Robinson was appointed to the Board in April 2019 and was last re-elected by shareholders in August 2022. Paul is currently Chair of the Board and a member of the Audit & Risk and People & Culture Committees.

Paul Robinson has twenty years' experience in structured finance and strategy. From 1999 Paul spent nine years originating structured trades based in London and in 2008 Paul transferred to New York. In 2018 Paul and his family moved back to New Zealand to enjoy life here and to take an active role in Savor Group where he had a long term shareholding.

Lucien Law - Executive Director & CEO

Lucien Law was appointed to the Board in April 2019 and was last re-elected by shareholders in August 2022. Lucien is currently a member of the People & Culture Committee.

Over the past twelve years, Lucien has led a new wave in Auckland hospitality, overseeing the building of a group of brands that have had a significant impact on the city's dining and entertainment scene.

His projects include award-winning modern Japanese restaurants Azabu and Ebisu, contemporary New Zealand brasserie Ostro, along with Fukoku, Las Vegas Club

and Mission Bay Pavilion. One of his most ambitious developments is Seafarers, spanning several floors in the historic Seafarers building at Auckland's Britomart.

Prior to his involvement in hospitality, Lucien founded highly successful independent communications agency Shine, which has worked with brands including Spark, Hyundai, Fonterra and Lion Breweries.

Louise Alexander - Independent Director

Louise Alexander was appointed to the Board in April 2021 and last re-elected by shareholders in September 2024. Louise is currently the Chair of the People & Culture Committee and a member of the Audit & Risk and Remuneration Committees.

Louise is a senior HR practitioner and people leader and leads her own HR consultancy, People Synergistics, and is the Head of Operations and BD at FrontTier, a Leadership Development business. Louise recently departed as the HR Director for Bell Gully, a role which she held from 2015 to June 2024. Louise developed and led Bell Gully's HR

strategy over that time, focusing on communication, diversity and culture, and supporting and developing people through the talent management program. Louise has a passion for the not for profit sector, with both management and governance roles in various organisations throughout her career.

Louise brings a critical skillset to Savor, where the success of the Group is driven by its teams in the venues.

Bhupen Master - Independent Director

Bhupen Master was appointed to the Board in August 2023 and elected by shareholders in September 2023. Bhupen is currently Chair of the Audit & Risk Committee.

Bhupen has spent his extensive career working with some of the top financial institutions worldwide.

Bhupen was previously an Executive Director of Goldman Sachs, Australia with extensive experience in global markets. Prior to this, Bhupen spent over 20 years working in New Zealand, Australia and the United Kingdom. Bhupen's extensive experience

in the capital markets and strategic transactions strengthens the Board's diverse skills and experience, and are essential to assist in guiding the Group as it continues on its growth trajectory.

DIRECTOR INDEPENDENCE

IIn order for a Director to be independent, the Board has determined that he or she must not be an executive of Savor and must have no disqualifying relationship as defined in the Code and the Listing Rules.

The Board has determined that as at 31 March 2025, Bhupen Master and Louise Alexander are Independent Directors.

Savor Group 2025 Annual Report 15

NOMINATION AND APPOINTMENT OF DIRECTORS

The Code sets out the appointment procedure for Directors. The Board is responsible for identifying and recommending candidates. Directors may also be nominated by shareholders under the Listing Rules.

On appointment to the Board, a Director is given an appointment letter, which includes particular terms of his or her appointment.

A Director may be appointed by ordinary resolution and all Directors are subject to removal by ordinary resolution.

The Board may at any time appoint additional Directors.

A Director appointed by the Board shall only hold office until the next annual meeting of the Company but shall be eligible for election at that meeting.

One third of Directors shall retire from office at the annual meeting each year. A Director must not hold office past the third annual meeting at which they were elected or three years, whichever is longer, but are eligible for re-election by shareholders.

Paul Robinson and Lucien Law will stand for re-election at the 2025 Annual Shareholders Meeting.

DISCLOSURE OF INTERESTS BY DIRECTORS

The Code sets out the procedures to be followed where Directors have an interest in a transaction or proposed transaction or are faced with a potential conflict of interest requiring the disclosure of that conflict to the Board. Savor maintains an Interests Register in which particulars of certain transactions and matters involving Directors are recorded. The Interests Register for Savor is available for inspection at its registered office.

DIRECTORS' SHARE DEALINGS

The Company has adopted a Securities Trading policy, which sets out the procedure to be followed by Directors, staff and associates trading in Savor listed securities, to ensure that trades are not made while that person is in possession of material information which is not generally available to the market. Details of Directors' share dealings during the 12 months to 31 March 2025 are outlined on page 44.

DIRECTORS' AND OFFICERS' GENDER COMPOSITION

2025 2024

Male

Female

Gender Diverse

Male

Female

Gender Diverse

Directors

3

1

0

3

1

0

Officers

1

0

0

1

1

0

Total

4

1

0

4

2

0

The Board recognises that along with relevant skills, diversity is a key driver of effective Board performance. As the Savor business evolves the Board is committed to creating diversity among Directors while preserving the right mix of skills.

Savor has adopted a Diversity and Inclusion Policy. Savor's Board has set targets to meet (as the Corporate Governance Code recommends, at recommendation 2.5) which are reviewed on an annual basis.

INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS

The Company has Directors' and officers' liability insurance with Ando Insurance Group Limited which ensures that generally, Directors and officers will incur no monetary loss as a result of actions undertaken by them. The Company entered into an indemnity in favour of its Directors under a Deed dated 10 October 2012.

BOARD COMMITTEES

The Board has three formally constituted committees. These committees, established by the Board, review and analyse policies and strategies which are within their terms of reference. The Committees examine proposals and, where appropriate, make recommendations to the Board. Committees do not take action or make decisions on behalf of the Board unless specifically authorised to do so by the Board.

AUDIT AND RISK COMMITTEE

The Audit and Risk Committee is responsible for overseeing risk management, treasury, insurance, accounting and audit activities of Savor, reviewing the adequacy and effectiveness of internal controls,

meeting with and reviewing the performance of external auditors, making recommendations on financial and accounting policies, and reviewing external financial and performance reporting and disclosures. The Audit and Risk Committee operates in accordance with the Audit and Risk Management Committee Charter.

The members of the Audit and Risk Committee are Bhupen Master (Chair), Louise Alexander, and Paul Robinson. Bhupen Master is an independent director, Chair of the Audit and Risk Committee, and has an adequate financial background.

Other Directors and Savor employees are only entitled to attend meetings of the Audit and Risk Management Committee at the invitation of the Audit and Risk Management Committee.

16 Savor Group 2025 Annual Report

NOMINATIONS AND REMUNERATION COMMITTEE

The Nominations and Remuneration Committee is responsible for overseeing management succession planning, establishing employee incentive schemes, reviewing and approving the compensation arrangements for the executive Directors and senior management, and recommending to the full Board the remuneration of Directors. The Nominations and

Remuneration Committee operates in accordance with the Nominations and Remuneration Committee Charter.

The members of the Nominations and Remuneration Committee are Louise Alexander (Chair), and Bhupen Master. Management only attend Nominations and Remuneration Committee meetings by invitation.

PEOPLE AND CULTURE COMMITTEE

The People and Culture Committee operates within the full Board and is responsible for ensuring appropriate procedures are in place to identify and manage potential health and safety risks, as well as overseeing human resource management, recruitment and employee welfare. The Board receives monthly reporting on Health and Safety risks which includes any matters that require further attention. Once presented to the Directors, the mitigation of these risks are delegated throughout the management team to those with appropriate oversight and process improvements are made regularly. The People and Culture Committee operates in accordance with the People and Culture Committee Charter.

REMUNERATION

Remuneration of Directors and executives is the key responsibility of the Nominations and Remuneration Committee. The remuneration of Directors and executives of the Company must be transparent, fair and reasonable under the Code. Details of Directors and executives' remuneration and entitlements are set out on page 45.

DIRECTORS' REMUNERATION

For the year ended 31 March 2025 Directors' fees have been fixed at $100,000 per annum for the Chairman (2024: $100,000) and $60,000 per annum for other Directors (2024: $60,000). Directors receive no additional fees as membership of Board Committees.

To provide for flexibility, shareholders have previously approved an aggregate cap on non-executive Directors' fees of $300,000 for the purpose of the Listing Rules (2024: $300,000).

CEO REMUNERATION

For the year ended 31 March 2025, Lucien Law received a base salary of $550,000 (2024: $500,000) and received no short or long term incentives during the year (2024: nil).

The Directors are also entitled to be reimbursed for all reasonable travel, accommodation and other expenses incurred by them in connection with their attendance at Board or shareholder meetings, or otherwise in connection with Savor's business.

MANAGING RISK

The Board has overall responsibility for the Company's system of risk management and internal control and has procedures in place to provide effective control within the management and reporting structure.

Financial Statements are prepared monthly and reviewed by the Board progressively during the period to monitor performance against budget goals and objectives. The Board is responsible for demanding integrity in financial reporting and the timeliness and balance of corporate disclosures. The Audit and Risk Management Committee assist the Board in discharging its responsibility to exercise due care, diligence and skill in relation to oversight of the integrity of external financial reporting. The Board also requires managers to identify and respond to risk exposures.

A structured framework is in place for capital expenditure, including appropriate authorisations and approval levels.

The Board maintains an overall view of the risk profile of the Company and is responsible for monitoring corporate risk assessment processes.

CONTROL TRANSACTION PREPAREDNESS PROTOCOL

The Board is well prepared in the event of a 'control transaction' (as that term is defined in the NZX Corporate Governance Code), and has adopted

a Control Transaction Preparedness Protocol so that it is prepared should an unexpected control

transaction proposal be made. The Control Transaction Preparedness Protocol is contained in the Code.

Savor Group 2025 Annual Report 17

DISCLOSURE

The Company adheres to the NZX continuous disclosure requirements which govern the release of all material information that may affect the value of the Company's listed shares. The Board and senior management team have processes in place to ensure that all material information flows up to the Chairman with a view to consultation with the Board and disclosure of that information if required. The Company has a Continuous Disclosures Policy, contained in the Code.

AUDITOR

EY acts as auditor of the Company and has undertaken the audit of the financial statements for the year ending 31 March 2025. Particulars of the audit and other fees paid during the period are set out on page 35.

Oversight of the Company's external audit arrangements is the responsibility of the Audit and Risk Committee.

The Company does not have a dedicated internal audit resource but maintains an annual audit programme, which is overseen by the CFO. The external auditors shall attend the Company's annual meeting to answer questions from shareholders in relation to the audit.

SHAREHOLDER RIGHTS & RELATIONS

The Board is committed to achieving best practice investor relations.

Financial and operational information and key corporate governance information can be accessed on the Company's website. Enquiries from shareholders can be raised at the Annual Meeting of shareholders, or emailed through using the contact details on our website.

As required by the NZX Listing Rules, the Company will seek shareholder approval of major transactions,

and related party transactions, that trigger the relevant thresholds in the listing rules, and any other major decisions where the listing rules require shareholder approval. All voting at meeting of shareholders is conducted by a poll.

The Company seeks to offer new equity pro rata to existing shareholders, or with shareholder approval.

The Company aims to post a copy of its notice of annual meeting on its website at least 20 working days prior to its annual meeting of shareholders.

18 Savor Group 2025 Annual Report



Corporate Governance

Savor Group 2025 Annual Report 19



Financial Statements

Financial Statements

FOR THE YEAR ENDED 31 MARCH 2025

20 Savor Group 2025 Annual Report



Financial Statements

21 Directors' Report

22

Consolidated Statement of Comprehensive Income

23

Consolidated Statement of Movements in Equity

25

24 Consolidated Balance Sheet Consolidated Statement

of Cash Flows

26 Notes to the Financial Statements

40 Auditor's Report

The Board of Directors has pleasure in presenting the financial statements and audit report for Savor Limited for the year ended 31 March 2025.

The financial statements presented are signed for and on behalf of the Board of Directors and were authorised for issue on 22 May 2025.

Paul Robinson

Executive Chair

Bhupen Master

Director

Savor Group 2025 Annual Report 21



Consolidated Statement

of Comprehensive Income

FOR THE YEAR ENDED 31 MARCH 2025

Notes

2025

$000's

2024

$000's

Revenue

56,643

61,858

Expenses:

15

Direct costs

(16,288)

(18,089)

Employee costs

(25,072)

(27,463)

Marketing costs

(579)

(492)

Utilities and operational expenses

(5,215)

(4,844)

Other expenses

(2,222)

(2,197)

7,267

8,773

Depreciation and amortisation

(4,732)

(5,099)

Restructuring and other costs

2.5

(2,514)

(870)

Impairment expense

8

-

(4,320)

Interest expense

(1,465)

(1,342)

Loss before income tax

(1,444)

(2,858)

Taxation benefit

14

232

3,508

(Loss)/profit attributable to the shareholders

(1,212)

650

Other comprehensive income and expenses

-

-

Total comprehensive (loss)/income

(1,212)

650

Net (losses)/earnings per share (cents)

13

Basic and diluted

(1.6)

0.9

Weighted average number of shares outstanding (thousands of shares)

Basic and diluted

77,402

76,008

The accompanying notes form part of and are to be read in conjunction with these financial statements.

22 Savor Group 2025 Annual Report

Consolidated Statement of Movements in Equity

FOR THE YEAR ENDED 31 MARCH 2025

Share capital

Accumulated

losses

Share-based payments

reserve

Total equity

Notes

$000's

$000's

$000's

$000's

Total equity at 1 April 2023

59,214

(42,040)

151

17,325

Total comprehensive income for the year

-

650

-

650

Issue of new shares

11

786

-

-

786

Total equity at 31 March 2024

60,000

(41,390)

151

18,761

Total comprehensive loss for the year

-

(1,212)

-

(1,212)

Repurchase of shares

11

(166)

-

-

(166)

Total equity at 31 March 2025

59,834

(42,602)

151

17,383

The accompanying notes form part of and are to be read in conjunction with these financial statements.

Savor Group 2025 Annual Report 23

Consolidated Balance Sheet

AS AT 31 MARCH 2025

Notes

2025

$000's

2024

$000's

Assets

Current assets:

Cash

1,786

-

Trade and other receivables

4

395

423

Current tax asset

14

221

-

Inventories

5

863

895

Total current assets

3,265

1,318

Non-current assets:

Property, plant and equipment

7

9,691

11,715

Intangible assets

8

20,832

21,060

Right of use asset

9

14,343

15,532

Deferred tax asset

14

3,518

4,136

Total non-current assets

48,384

52,443

Total assets

51,649

53,761

Liabilities

Current liabilities:

Bank overdraft

-

653

Trade and other payables

6

7,163

6,977

Current tax liability

14

-

629

Lease liability

9

3,019

3,056

Borrowings

10

1,000

8,407

Total current liabilities

11,182

19,722

Non-current liabilities:

Trade and other payables

6

818

830

Lease liability

9

14,266

14,448

Borrowings

10

8,000

-

Total non-current liabilities

23,084

15,278

Total liabilities

34,266

35,000

Equity

Share capital

11

59,834

60,000

Reserves

(42,451)

(41,239)

Total equity

17,383

18,761

Total liabilities and equity

51,649

53,761

The accompanying notes form part of and are to be read in conjunction with these financial statements.

24 Savor Group 2025 Annual Report

Consolidated Statement of Cash Flows

FOR THE YEAR ENDED 31 MARCH 2025

Notes

2025

$000's

2024

$000's

Cash flow from operating activities

Receipts from customers

56,835

61,870

Payments to suppliers, employees and other

(49,738)

(55,470)

Net cash from operating activities

16

7,097

6,400

Cash flow from investing activities

Purchase of property, plant and equipment and intangible assets

(1,116)

(311)

Payments for venue development costs

2.4

(189)

(164)

Net cash to investing activities

(1,305)

(475)

Cash flow from financing activities

Interest paid

(1,465)

(1,342)

Borrowings drawn down

10

10,000

-

Repayment of borrowings

10

(10,269)

(2,943)

Lease liability principal repayment

9

(3,053)

(2,918)

Lease incentive received

1,000

-

Supplier loans received

6

600

65

Repurchase of shares

11

(166)

-

Transaction costs from issue of shares

11

-

(14)

Issue of shares

11

-

770

Net cash to financing activities

(3,353)

(6,382)

Net movement in cash held

2,439

(457)

Add: opening cash

(653)

(196)

Closing cash

1,786

(653)

The accompanying notes form part of and are to be read in conjunction with these financial statements.

Savor Group 2025 Annual Report 25

Notes to the Financial Statements

  1. SIGNIFICANT ACCOUNTING POLICIES

    BASIS OF PREPARATION

    Savor Limited ('the Parent' or 'Company') and its subsidiaries (together 'the Group') operate in the hospitality sector, operating a number of premium restaurants and bars. The address of its registered office is c/o Generator, Level 10, 11 Britomart Place, Auckland, New Zealand 1010.

    Savor Limited is a company domiciled in New Zealand, registered under the Companies Act 1993 and is a Financial Markets Conduct Act 2013 reporting entity. These financial statements have been prepared in accordance with Generally Accepted Accounting Practice in New Zealand (NZ GAAP) and the requirements of the Financial Markets Conduct Act 2013. For the purposes of complying with NZ GAAP the Group is a for-profit entity. The consolidated financial statements of the Group comply with New

    Zealand Equivalents to International Financial Reporting Standards (NZ IFRS). They also comply with International Financial Reporting Standards (IFRS). The financial statements are presented in New Zealand dollars and are rounded to the nearest thousand dollars.

    The financial statements have been prepared under the historical cost basis.

    PRINCIPLES OF CONSOLIDATION

    Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability

    to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. The financial statements of subsidiaries are included in the consolidated financial statements from the date that

    control commences until the date control ceases. From that date they are deconsolidated.

    The Group applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of the subsidiary is the fair values of the assets transferred, the liabilities incurred to the former owners of the acquiree and the equity interests issued by the Group. The consideration transferred includes

    the fair value of any asset or liability resulting from a contingent consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. The difference between the consideration paid and the fair value of net assets acquired is recognised as goodwill. Acquisition costs are expensed as incurred.

    REVENUE RECOGNITION

    The Group derives venue revenue through the sale of food and beverages and by hosting events. This revenue is recognised at a point in time, being the point of sale. For significant events, the Group receives deposits in advance to secure the booking. These deposits are deferred on the balance sheet as a liability and are recognised as revenue at a point in time, being the date of the event. The Group has determined that there is

    a single performance obligation for these transactions even though part-payment may be received in advance.

    CHANGES IN ACCOUNTING POLICY

    These financial statements are prepared using the same accounting policies as the prior year. Several other amendments and interpretations apply for the first time from 1 April 2024, but do not have an impact on the consolidated financial statements of the Group.

    The Group continues to improve the disclosures in these financial statements where required. Some comparative balances have been adjusted or reclassified for consistency.

  2. KEY ESTIMATES AND JUDGEMENTS

    The Group has undertaken a number of key estimates and judgements when preparing these financial statements, the details of which are outlined in this note. These judgements have been formed using historical information and comparatives where available, and management's best judgement where there is no appropriate comparison. The Group continues to review

    all significant estimates along with the assumptions used and recognises any adjustments to these in the period in which a change occurs.

    1. INTANGIBLE ASSET IMPAIRMENT

      Goodwill across the Group is tested annually for impairment. Each cash generating unit (CGU) that carries goodwill is valued on a value-in-use basis using a discounted cash flow model, as a fair value less costs to sell basis is considered to result in a lower valuation.

      Management has used its past experience of sales growth, operating costs and margin, and external sources of information where appropriate, to determine their expectations for the future. These cash flow projections over five years are principally based on the Group's budget, which is risk adjusted where appropriate. Cash flows beyond five years have been extrapolated using estimated terminal growth rates, which do not exceed the long-term average growth rate. The terminal growth rate used was 3% (2024: 3%) and the Group employed a weighted average cost of capital of 12.5% (2024: 12.6%).

      26 Savor Group 2025 Annual Report

      It is inherently difficult to forecast future performance of the Group's operations in the post-COVID landscape. The Group has prepared a budget and forecasts based on current expectations, however there remains risk which is primarily dependent on general market conditions. Venue performance has demonstrated improvements in margins and operatings earnings recently, which are budgeted

      to be maintained or continue to improve throughout the forecast period.

      A change in any of the following key assumptions would lead to the elimination of the excess of the recoverable amount over carrying amount for the below venue.

      Key assumption

      Value attributed

      Sensitivity

      Azabu Ponsonby

      Terminal year EBITDA margin

      21.5%

      -3.04%

      Terminal growth rate

      3.0%

      -1.80%

      Discount rate

      12.5%

      2.00%

      For all other CGU's a reasonably possible change in the assumptions used in the impairment testing would not lead to an impairment charge.

    2. RECOVERABILITY OF DEFERRED TAX ASSET

      The Group recognised approximately half of the historical tax losses available to it as a deferred tax asset in

      the prior year. During the current year, the Group has undertaken an assessment to ensure it remains probable that future taxable amounts will be available to utilise those losses, and therefore that it remains appropriate to recognise those losses on the balance sheet. This assessment incorporated a number of aspects, including the current tax expense incurred in the current and

      prior years, along with a Group valuation assessment using a similar approach and assumptions as the goodwill impairment assessment, outlined in note 2.1.

      The full details of the Group's tax position, including the remaining unrecognised losses available for future use, is outlined in note 14.

    3. LEASE ACCOUNTING

      The Group entered into a lease for a new site in Britomart, Auckland in February 2025. The right of use asset and lease liability have been valued using an initial lease term of 10 years with the cash flows discounted over that time using an incremental borrowing rate (IBR) of 6.78%. The Group received incentives in the form of an upfront cash payment of $1m and three months rent free, both of which have been incorporated into the valuation of the asset and liability, as required by NZ IFRS 16. The recognised asset and liability are disclosed in note 9.

    4. GOING CONCERN

      The nature of the Group's operations means that the Group holds minimal receivables and inventory

      balances compared to its current liabilities. Therefore, the Group has negative working capital at 31 March 2025. The Group's borrowings are subject to a leverage ratio covenant and a fixed charge cover ratio. Based

      on current forecasts the Group is expected to meet the requirements of these for the foreseeable future. In addition, the Group has also performed a range of sensitivity analyses on the covenant measures, noting there would need to be a material downturn in forecast performance before any of the covenant obligations

      would be breached. The Group's $3m overdraft facilities were undrawn at 31 March 2025.

      As a result of the considerations above the Directors have concluded that the preparation of the financial statements on a going concern basis remains appropriate.

    5. RESTRUCTURING AND OTHER COSTS

      2025

      $000's

      2024

      $000's

      Acquisition costs

      (127)

      (196)

      Restructuring costs

      (288)

      (159)

      Loss on disposal of fixed assets

      (1,823)

      (2)

      Venue development expenses

      (189)

      (203)

      Other costs

      (87)

      (310)

      (2,514)

      (870)

      Restructuring and other costs occur outside the normal course of operating the venues on a day to day basis, and are unrelated to the Group's trading operations.

      These have been separated out on the face of the Statement of Comprehensive Income to allow the reader of these financial statements to understand the day to day operations for the year without the impact of these items. These items typically include the impairment or disposal of assets, variable rent costs under NZ IFRS

      16, costs related to restructuring or M&A activity, venue development or other costs that are unrelated to the Group's day to day trading operations.

      Savor Group 2025 Annual Report 27

  3. SEGMENTAL INFORMATION

    Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors. Segmental information is presented in respect of the Group's

  4. TRADE AND OTHER RECEIVABLES

    Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest rate method, less an allowance for impairment. Trade receivables are due for settlement between 30-90 days from invoice date. All receivables are due within 12 months of balance date.

    industry segment, Hospitality. Corporate is not an operating segment as it does not meet the recognition

    2025

    $000's

    2024

    $000's

    criteria under NZ IFRS 8.

    2025

    2024

    2025

    2024

    Trade receivables 82 97

    Other receivables 313 326

    $000's

    Revenue

    Revenue

    EBITDA*

    EBITDA*

    395 423

    Hospitality 56,643 61,858 10,246 11,472

    Corporate - - (2,979) (2,699)

    Total 56,643 61,858 7,267 8,773

    *EBITDA means earnings before interest, tax, depreciation, amortisation, restructuring costs, and impairment charges as disclosed in the Statement of Comprehensive Income.

    2025

    Depreciation, amortisation

    and

    $000's impairment

    2024

    Depreciation, amortisation

    and impairment exp

    2025

    Capital enditure

    2024

    Capital expenditure

    Hospitality

    4,732

    9,419

    1,116

    475

    Corporate

    -

    -

    -

    -

    Total

    4,732

    9,419

    1,116

    475

    $000's

    2025

    Non-current

    assets

    2024

    Non-current

    assets

    Hospitality

    48,384

    52,443

    Corporate

    -

    -

    Total

    48,384

    52,443

    28 Savor Group 2025 Annual Report

    The Group applies the simplified approach to providing for expected credit losses prescribed by NZ IFRS

    9, which permits the use of lifetime expected loss provisions for all trade receivables. Collectability of trade receivables is reviewed on an ongoing basis and a provision for doubtful debts is made when there is evidence that the Group will not be able to collect the receivable. Additionally, the Group has established an allowance for Expected Credit Loss (ECL) based on its historical credit loss experience, adjusted for forward-looking factors specific to the receivables and the

    economic environment. Receivables are written off when recovery is no longer anticipated. There are no overdue receivables considered impaired that have not been provided for.

    2025

    $000's

    2024

    $000's

    Current

    81

    75

    0 - 30 days over standard terms

    1

    3

    31 - 60 days over standard terms

    -

    -

    61+ days over standard terms

    -

    19

    Provision

    -

    -

    Trade receivables

    82

    97

  5. INVENTORIES

    2025

    $000's

    2024

    $000's

    Raw materials

    450

    495

    Finished goods

    413

    400

    863

    895

    Raw materials and finished goods are stated at the lower of cost and net realisable value. Cost comprises direct materials as invoiced to the Group. Costs are assigned to individual items of inventory on the basis of weighted average costs. Net realisable value is the estimated selling price in the ordinary course of business.

  6. TRADE AND OTHER PAYABLES

    Trade and other payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year which are unpaid. The amounts are unsecured and are usually paid within 30 and 60 days of recognition. Liabilities for

    wages and salaries, including non-monetary benefits, and annual leave expected to be settled within 12 months of the reporting date are recognised in other payables in respect of employees' services up to the reporting date. Supplier loans relate to inducements received for the long term supply to Hospitality venues. These loans are amortised over the life of the individual contract as the benefits are consumed.

    2025

    $000's

    2024

    $000's

    Trade payables

    3,429

    3,206

    Employee entitlements

    1,716

    1,912

    Other payables

    1,575

    1,247

    Supplier loans

    1,261

    1,442

    7,981

    7,807

    Current

    7,163

    6,977

    Non-current

    818

    830

    7,981

    7,807

    Movement in supplier loans

    Balance at 1 April

    1,442

    1,939

    Additional loans received in cash

    600

    65

    Transfer to other payables

    (402)

    -

    Amortised during the year

    (379)

    (562)

    Balance at 31 March

    1,261

    1,442

    Savor Group 2025 Annual Report 29

  7. PROPERTY, PLANT & EQUIPMENT

All plant and equipment is stated at historical cost less accumulated depreciation and accumulated impairment losses. Subsequent costs are included in the asset's carrying amount or recognised as a separate asset,

as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the statement of comprehensive income during

the financial year in which they are incurred. Work in progress assets are those under construction that are not yet in use and do not incur depreciation.

Depreciation is calculated using the straight-line method to expense the cost of the assets over their useful lives. The rates are as follows:

Plant and equipment 7% - 67%

Leasehold improvements 6% - 20%

Fixtures & fittings 7% - 67%

Motor vehicles 10% - 21%

Any related gain or loss on disposal of assets is recognised in the Statement of Comprehensive Income as part of restructuring and other costs.

Plant & Equipment

Fixtures & Fittings

Leasehold Improvements

Vehicles

Work in progress

Total

2025

Carrying value at 1 April 2024

1,722

858

9,098

35

2

11,715

Additions

136

128

848

-

13

1,125

Disposals

(257)

(13)

(1,967)

-

668

(1,569)

Depreciation

(368)

(252)

(943)

(17)

-

(1,580)

Carrying value at 31 March 2025

1,233

721

7,036

18

683

9,691

Represented by:

Cost

3,042

1,955

10,073

70

683

15,823

Accumulated depreciation

(1,809)

(1,234)

(3,037)

(52)

-

(6,132)

1,233

721

7,036

18

683

9,691

2024

Carrying value at 1 April 2023

2,123

1,234

9,919

45

(8)

13,313

Additions

170

18

104

-

10

302

Disposals

-

-

-

-

-

Depreciation

(571)

(394)

(925)

(10)

-

(1,900)

Carrying value at 31 March 2024

1,722

858

9,098

35

2

11,715

Represented by:

Cost

3,635

2,148

12,337

70

2

18,192

Accumulated depreciation

(1,913)

(1,290)

(3,239)

(35)

-

(6,477)

1,722

858

9,098

35

2

11,715

The Group had no material capital commitments at 31 March 2025 (2024: nil).

30 Savor Group 2025 Annual Report

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