ANNUAL REPORT Australia Singapore Ireland Malaysia New Zealand Slovenia Northern Ireland Croatia ANNUAL REPORT Contents Results for Announcement 3 Chairman and CEO’s Report 4 Operating and Financial Review 8 Directors’ Report 31 Remuneration Report 36 Social and Environmental Sustainability 64 Auditor’s Independence Declaration 74 Independent Auditor’s Report 75 Directors’ Declaration 81 Statement of Financial Position 82 Income Statement 83 Statement of Comprehensive Income 84 Statement of Changes in Equity 85 Statement of Cash Flows 87 Notes to the Financial Statements 88 Shareholder Information 149 KEY DATES: 28 August 2020: Announcement of Full-Year Profit to 30 June 2020 & Announcement of Final 2020 Dividend | 12 October 2020: Record date for Determining Entitlement to Final 2020 Dividend | 2 November 2020: Payment of Final 2020 Dividend | 25 November 2020 at 11:00am: Annual General Meeting of Shareholders | 26 February 2021: Announcement of Half-Year Profit to 31 December 2020 & Announcement of Interim 2021 Dividend | 1 April 2021: Record date for Determining Entitlement to Interim 2021 Dividend | 4 May 2021: Payment of Interim 2021 Dividend COMPANY INFORMATION Registered Office: A1 Richmond Road, Homebush West NSW 2140. Ph: 02 9201 6111 Fax: 02 9201 6250 | Share Registry: Boardroom Pty Limited, Level 12, 225 George Street, Sydney NSW 2000. Ph: 02 9290 9600 | Auditors: Ernst & Young (EY) | Securities Exchange Listing: Shares in Harvey Norman Holdings Limited (HVN) are quoted on the Australian Securities Exchange Limited (ASX) | Solicitors: Brown Wright Stein | Company Secretary: Mr. Chris Mentis HARVEY NORMAN HOLDINGS LIMITED ACN 003 237 545 2 RESULTS FOR ANNOUNCEMENT TO THE MARKET HARVEY NORMAN® HOLDINGS LIMITED PBT REPORTED PBT Excluding AASB 16 net impact and net property revaluations $661.29m $635.60m $86.73m ( 15.1%) FROM $574.56m IN 2019 $131.35m ( 26.0%) FROM $504.26m IN 2019 PROFIT AFTER TAX & NCI REPORTED PROFIT AFTER TAX & NCI Excluding AASB 16 net impact and net property revaluations $480.54m $462.16m $78.22m ( 19.4%) FROM $402.32m IN 2019 $109.08m ( 30.9%) FROM $353.09m IN 2019 EBITDA EBITDA Excluding AASB 16 net impact and net property revaluations $944.67m $742.47m $256.07m ( 37.2%) FROM $688.60m IN 2019 $124.18m ( 20.1%) FROM $618.30m IN 2019 EBIT EBIT Excluding AASB 16 net impact and net property revaluations $721.08m $654.86m $117.74m ( 19.5%) FROM $603.34m IN 2019 $121.82m ( 22.9%) FROM $533.04m IN 2019 NET DEBT TO EQUITY: NIL UNUSED, AVAILABLE FINANCING FACILITIES OF $ $ NET CASH OF 15.35m vs NET DEBT OF 626.47m in FY19 $ AN IMPROVEMENT OF $641.83m 685m AS AT 30 JUNE 2020 TOTAL SYSTEM SALES REVENUE $ AGGREGATED HEADLINE FRANCHISEE SALES REVENUE* .. $6.16bn 8.46 billion COMPANY-OPERATED SALES REVENUE ..................$2.29bn * Sales made by franchisees in Australia do not form part of the financial results of the consolidated entity. HNHL CONSOLIDATED REVENUES SALES OF PRODUCTS TO CUSTOMERS................$2.29bn $ REVENUE RECEIVED FROM FRANCHISEES ........ $1,055.87m 3.55 billion REVENUES AND OTHER INCOME ITEMS ............. $195.00m BASIC EARNINGS PER SHARE DIVIDENDS PER SHARE 39.19c (FULLY-FRANKED) from 33.94c in 2019 24.0c FRANCHISED FRANCHISEES OFFSHORE COMPANY COMPLEXES IN AUSTRALIA OPERATED STORES 539 194 IN AUSTRALIA 96 HARVEY NORMAN HOLDINGS LIMITED | ANNUAL REPORT JUNE 2020 3 CHAIRMAN and CEO’s REPORT Dear Shareholder, Globally, the 2020 financial year was a year of unique challenges. The drought and bushfires last summer, followed by COVID-19, had a significant impact in the 8 countries where we, or our franchisees, trade. In Australia, with the ‘Shop Smart’ and ‘Shop Safe’ guidelines, the Harvey Norman®, Domayne® and Joyce Mayne® franchisees bolstered their ability to safely service their customers. With the exception of the mandatory closure of two franchised complexes in Tasmania for a 2-week period, the 194 franchised complexes throughout Australia have remained open during the year. Overseas in the 7 countries in which we operate, the respective governments mandated temporary closures of between 4 to 10 weeks, and staggered re-opening dates. As our company-operated stores overseas began to re-open to the public, sales improved quickly. Pleasingly, customers continued to engage strongly with our brands and importantly, as we are in the lifestyle / home retail space, the customer was appreciative of the shopping experience, spaciousness and easy parking at the physical franchised complexes and stores, whilst embracing the ease of connection to our brands digitally and the important convenience of home delivery and click and collect. The results achieved in 2020, are a testament to the strength of our model. Record Financial Results . Reported earnings before interest, tax, depreciation & amortisation (EBITDA) of $944.67m, up by $256.07m or +37.2%. Record EBITDA (excluding AASB 16 impact and net property revaluations) of $742.47m, up by $124.18m or +20.1%. Reported earnings before interest & tax (EBIT) of $721.08m, up by $117.74m or +19.5%. Record EBIT (excluding AASB 16 impact and net property revaluations) of $654.86m, up by $121.82m or +22.9%. Reported profit before tax (PBT) of $661.29m, up by $86.73m or +15.1% from prior year, our highest ever PBT on record. PBT (excluding AASB 16 net impact and net property revaluations) of $635.60m, up by $131.35m or +26.0%, our highest ever since inception. Reported net profit after tax (NPAT) and non-controlling interests of $480.54m, up by $78.22m or +19.4%. NPAT (excluding AASB 16 net impact and net property revaluations) of $462.16m, up by $109.08m or +30.9%. Very strong balance sheet with total assets of $5.83 billion, including tangible freehold property assets of over $3 billion. Positive net cash position of $15.35m (cash net of interest-bearing loans and borrowings) at the end of FY20, compared to a net debt position of $626.47m at the end of FY19. This equates to a net debt to equity ratio of nil as at 30 June 2020 compared to a net debt to equity ratio of 19.46% as at 30 June 2019. This was achieved through the stronger cash receipts and the stringent measures implemented during FY20 to preserve cash and reduce external debt. As at 30 June 2020, the consolidated entity had $685 million of unused, available financing facilities, and is therefore well-placed to respond to challenges that may arise. Net Assets of $3.5 billion, up by 8.7% from $3.2 billion. 4 2 CHAIRMAN and CEO’s REPORT (continued) Record Financial Results (continued) . Net cash flows from operating activities of $1.1 billion for FY20, up $684.12 million or +183%, from $372.85 million in FY19. Earnings per share (EPS) of 39.19 cents, up by 15.5% from 33.94 cents. PBT return on net assets of 19.02% for FY20, up from 18.0% in FY19. Property . 30 June 2020: 194 franchised complexes in Australia and 96 company-operated stores overseas. Robust $3 billion property portfolio, consisting of freehold investment properties in Australia, owner- occupied land and buildings in New Zealand, Singapore, Slovenia, Ireland and Australia and joint venture assets. 6 new company-operated stores opened during FY20 – 5 in Malaysia during HY20 at Mid Valley Southkey, Johor Bahru (July 2019), AEON Mall, Kota Bahru (October 2019), IPC Toppen, Johor Bahru (November 2019), Ipoh Parade, Ipoh (November 2019) and Batu Kawan, Penang (December 2019); and 1 in New Zealand at Takanini in South Auckland (March 2020). The remaining 5 stores that were due to open in the second half of FY20 in Malaysia (2), Singapore (1), and Ireland (2) did not occur as planned due to the government lockdowns and business closures in response to COVID-19. We intend to open up to 12 new stores overseas during FY21. In last year’s report, we had disclosed our international expansion plans and our intention to open up to 21 new stores overseas by the end of the 2021 financial year, with 17 of those new stores in Singapore and Malaysia. Of those 21 new stores, 10 stores were planned to open in FY20 and 11 stores were planned for FY21. We were on track with our offshore store opening program in Malaysia and had opened 5 new stores prior to 31 December 2019, in line with our schedule. In addition, we opened an electrical outlet store at Takanini, South Auckland in March 2020. The COVID-19 pandemic halted our overseas expansion plans, and the remaining 5 stores slated for the second half of this year were delayed due to government mandated lockdowns and business closures. We have revised our plans, and we now intend to open up to 12 new stores overseas during the 2021 financial year. We have already opened the Galway City store in Ireland on 22 July 2020, only 3 months behind schedule and the Sligo store is anticipated to open in October 2020. Our second store in the town of Pula in Croatia is on track to open in November 2020, and we intend to open 3 new stores/outlets in New Zealand by December 2020. The remaining 6 stores will be in Southeast Asia, which remains our fastest growing offshore region, with 3 new stores in Singapore to open before December 2020, and 3 new stores in Malaysia to open between October 2020 and May 2021. Our ‘premium refit plan’ announced last year continued throughout FY20, but was scaled back to those refits that were necessary for the safety, comfort and security of customers and for the protection of our brands. We anticipate recommencing the premium refit plan in FY21. COVID-19 Update The coronavirus pandemic (COVID-19) presented different challenges in each of the 8 countries in which we, or our franchisees, operate.