ANNUAL REPORT
2021
CONTENTS
1 2021 Highlights
2 Chairman’s Report
4 Managing Director’s Report
8 Business Overview
11 Safety
12 Board of Directors
14 Executive Team
16 Financial Report
95 Directors’ Declaration
96 Independent Auditor’s Report
99 Shareholder Information
Front cover: Multi-purpose gantry at CBD North Station, Metro Tunnel, Melbourne
Above: Natform screen systems at 6 Hassall Street, Parramatta
2021 HIGHLIGHTS
1
At the start of every great project since 1936.
Acrow is a leading provider of engineered formwork solutions
and scaffold hire in Australia.
This was Acrow’s eighth consecutive year of growth and we
maintain a robust pipeline of opportunities for the future.
www.acrow.com.au
REVENUE
22%
TO $105.7m
PRE-TAX PROFIT
EBITDA
35%
TO $10.2m
25%
TO $24.3m
EBITDA $m
TOTAL REVENUE $m
OPERATING CASH PROFIT $m
8.3*
10.0*
11.6*
17
18
19
20
21
19.5
24.3
17
18
19
20
21
62.3
65.3
71.0
87.0
105.7
17
18
19
20
21
6.6
8.8
8.8
11.2
13.2
REVENUE BY BUSINESS UNIT#
REVENUE BY GEOGRAPHY#
Commercial and residential scaffold 22%
Industrial scaffold 21%
Queensland 44.2%
New South Wales 24.6%
Formwork 57%
Victoria 17.3%
South Australia 4.6%
Western Australia 4.9%
Tasmania 4.4%
*Pre AASB EBITDA includes lease payment expense #Revenue includes sale of ex hire equipment
Acrow Annual Report 2021 2
CHAIRMAN’S ADDRESS
Acrow delivered a strong result for FY21 despite the disruptions caused
by COVID-19. During the year our strategic pivot toward providing highly
engineered services for the civil infrastructure, formwork and industrial
services markets continued.
Since listing in 2018 we have transformed Acrow’s
business through acquisition and organic growth
with a focus on strengthening capabilities to serve
these markets. We have been careful asset managers,
prudently using capital to equip ourselves for the next
stage of growth. The outcome is that our business has
a unique product and service offering.
The company has a strong balance sheet and
generates strong cash flow. In FY21, cash flow from
operations was $23.8 million, and much of this was
reinvested in growth. We have increased resources to
take advantage of the substantial opportunities across
government funded civil infrastructure development
programs in the road, rail, defence and utilities sectors.
We have transitioned from servicing the residential
scaffold market, which is no longer a significant part of
our business, to expanding our civil formwork business
and adding screen-based systems and industrial
scaffold services. This is backed by a growing depth
of specialised engineering expertise. This has allowed
us to develop sophisticated packages that differentiate
our services and enable us to secure higher margin civil
infrastructure work on a number of flagship projects
across the east coast of Australia.
Our strategy is to become the leading provider of
engineered formwork sales and hire equipment,
and the leading engineered solutions provider to
the industrial scaffold market in Australia. We serve
more than 1,300 customers in the construction and
civil engineering sectors from ten locations in major
cities nationwide.
STRONG FINANCIAL PERFORMANCE
Financial highlights for the year included earnings
before interest, tax and amortisation (EBITDA) of $24.3
million, up 25% on the previous year and a record for
the company. These compare with reported EBITDA
of $10.0 million* in FY18 and represent an increase of
more than 140% over three years, demonstrating the
company’s progress in a comparatively short time.
Underlying net profit was $8.7 million, up 10%, despite
the effect of a higher tax rate as our Natform and Uni-
span operations increased profitability.
We have also modernised our technology to underpin
the anticipated growth of our business and enhance
security from the increasing risk of cyber threats. A
one-off IT upgrade was completed for $1.3 million
during the year.
DIVIDEND
The Board’s dividend policy is to pay between 30% and
50% of operating cash profit. Having delivered strong
earnings and cash flow, the final dividend declared for
the year of 1.15 cents per share brings total dividends
for the year to 1.90 cents per share, fully franked, up
from 1.05 cents per share in the previous year.
ACQUISITIONS STRENGTHEN
ENGINEERING CAPABILITY
Acquisitions have significantly broadened our business,
allowing Acrow to package a full suite of formwork,
scaffold, screening products and engineering services
for the construction and industrial maintenance
industries. This was particularly enhanced with the
acquisition of Uni-Span, which provided Acrow with
access to an exclusive distribution arrangement with
ULMA, a leading global manufacturer and supplier of
formwork, shoring and temporary scaffolding systems.
Our industrial services business was founded with the
acquisition of Uni-span. Industrial services sales nearly
doubled in FY21 as we expanded from our primary
Queensland market into NSW, South Australia and
Tasmania and entered new market segments including
* Pre the adoption of AASB16 leases
35%
EBITDA INCREASE
TO $24.3m
Acrow Annual Report 2021 Enkoform formwork and Cuplok
scaffolding, Coombabah Waste
Water Treatment Plant – Clarifier
H1, Queensland
3
power utilities, mining operations and other industrial
sectors. Our businesses share an entrepreneurial
and customer-focused culture; teamwork across our
business lines has opened numerous opportunities to
cross-sell our expanded product suite and engineering
capabilities.
We now have the largest dedicated temporary structure
engineering and design team in Australia, with more
than 30 specialists. We work closely with customers
using the latest software visualisation techniques
to tailor high-quality, time-saving, and cost-effective
engineering solutions. This expertise is fundamental to
the innovative packages which help us win new work.
It is a pleasure to welcome to the Board Melanie
Allibon, who joined us on 1 September 2021. She is
an experienced global people manager and company
director. Her executive experience includes human
resources roles at Pacific Brands, Seven Group and
Newcrest, and she is currently a non-executive director
of ASX-listed Boom Logistics.
Effective 1 October 2021, Laurie Lefcourt, an
experienced non-executive director and senior finance
executive, also joins our Board. Laurie has held senior
finance roles at Queensland Rail and Rio Tinto and
is currently a non-executive director of ASX-listed
Tamawood and Advance Nanotek.
CAPITAL RAISING
After balance date, we raised $10.5 million through a
placement to fund growth in our industrial services and
civil formwork businesses. This capital places us in a
strong position to take advantage of the infrastructure
boom which is currently taking place. I would like to
acknowledge the support of our existing and new
shareholders who believe in our business and helped
make this capital raise successful.
BOARD SUCCESSION
As Acrow evolves we have ensured that our Board
is refreshed with new skills and experience to guide
our future progress. I would like to thank Josh May,
who retired from the board in October 2020, and
acknowledge Gregg Taylor and Margaret Prokop for
their service. Gregg will retire at the 2021 Annual
General Meeting and Margaret on December 31, 2021.
CLOSING
On behalf of the Board, I would like to express my
thanks to Steven Boland, his leadership team and all
Acrow’s employees for the part they have played in
Acrow’s performance to-date.
I am excited about the future for the company as
we participate in what we expect will be a long-lived
infrastructure cycle. The value of major Australian
transport infrastructure projects in 2022 is more
than $14 billion. Acrow is well positioned to benefit
from our innovative engineering, formwork and
scaffolding expertise and product set as we prepare for
continued expansion.
Peter Lancken AM Chairman
Acrow Annual Report 2021 4
MANAGING DIRECTOR’S REPORT
In the three years since becoming an ASX listed company, I am very
pleased to say, Acrow has come a long way.
Four key initiatives have transformed our business and
all four have been executed successfully.
ability to win tender packages on flagship civil infrastructure
projects and major industrial facility contracts.
The first of these was pivoting away from the heavy
reliance to the residential scaffolding market towards the
formwork market, focusing on the Australian east coast
civil infrastructure sector for growth. This pivot required
significant investment in both people and equipment.
Acrow is now in a unique position across the
Australian Formwork, Screens, Industrial Services and
Commercial Scaffold markets, as there is no other
company in Australia with the capacity to offer the
range of products and services across the country.
The second was the acquisition of Natform in October
2018, which expanded our product range with its
protective screen-based formwork systems and brought
with it a talented and entrepreneurial management team.
The third was the acquisition of Uni-span’s Queensland-
based formwork, industrial scaffolding and labour
hire business in November 2019. Uni-span had similar
dynamics to Acrow and brought a complementary
formwork equipment offering and a well-regarded
professional team. This helped us to establish our
industrial services business and enter an exciting
market with a well establish Queensland business.
Access to ULMA’s formwork products has triggered
a leap in our capability from the sale and hire of
formwork products to formwork systems.
The fourth initiative was our strategy to expand the
industrial services business nationally. In a short period
of time, we have already secured projects in NSW,
South Australia and Tasmania and are investing further
in this business to drive growth.
These initiatives have enabled us to increase our share
of publicly funded civil infrastructure projects with the
result that our highly technical, value-added formwork
and industrial services businesses provided 84% of
total revenue in FY21, a significant increase from 43%
in FY17. So, the goals that we established in April of
2018 have been successfully completed.
Underpinning all these initiatives has been focussing
on industry best engineering capability. The
ability of our Engineering group to develop
innovative formwork and industrial
scaffold solutions has been critical in our
SIGNIFICANT NEW
CONTRACT WINS
During FY21, we reported the best four months of
secured new hire contracts in the history of the
business. This is the most important short to medium-
term lead indicator for our business, with secured hire
contracts increasing to $39.3 million in FY21, up 34%
compared to the prior year. This stands the business in
very good stead moving into the new financial year.
We have been very successful at winning projects
including marquee contracts which have enhanced
our reputation significantly. Across our Formwork
division, key project wins included additional packages
for Melbourne Metro Rail at Arden Street, Town
Hall and State Library stations; Melbourne Western
Distributor at Westgate Tunnel and Hyde Street Ramps;
Sydney Metro Rail at Crows Nest Station; and the
Cooroy to Curra Highway upgrade in Queensland. We
have also experienced a significant uplift in secured
screens contract wins in all east coast markets, and
I am especially pleased with the growth of both the
Queensland and Victorian businesses.
Key projects secured by our industrial services division
included maintenance and shutdown contracts with
Visy’s Tumut Kraft Paper Mill; the Bayswater, Liddell,
Eraring, and Mt Piper power stations; Olympic Dam
in South Australia; and the Nystar Zinc Refinery in
Tasmania. We have a growing list of blue-chip industrial
services customers which include Origin Energy, UGL,
Downer EDI and Monadelphous.
FINANCIAL OVERVIEW
Sales revenue was $105.7 million, an increase of 22%
on the prior year and a record for the company. This
reflected the strong performance of our Industrial
22%
REVENUE INCREASE
TO $105.7m
Acrow Annual Report 2021 MK System motorised
traveller at Legacy Way,
Brisbane, Queensland
5
Services business and growth for the Formwork division
across the east coast, together with expanding product
sales and four months additional contribution from Uni-
span. The company’s EBITDA margin increased 60 basis
points to 23.0% in FY21.
Formwork revenue increased 19% to $60.5 million and
Industrial Services revenue grew 114% to $21.7 million
(including an additional four months from Uni-span).
Commercial Scaffold revenue was affected by soft
markets and revenue declined 22% to $10.1 million.
Underlying group pre-tax profit of $10.2 million was up 35%
compared to the prior year as we maintained tight control of
costs and achieved benefits from increased scale.
STRONG BALANCE SHEET AND
CASH FLOW
We have a strong balance sheet and during the year
refinanced and extended our debt facility on favourable terms.
This provides financial flexibility for growth and includes a
$18 million term debt facility, $10 million equipment finance
facility and $8 million facility for working capital.
Our capital expenditure and the deferred consideration
for the Uni-span acquisition are reflected in net gearing
which increased to 26.7% at 30 June 2021 from 20.0% at
30 June 2020. The final deferred consideration of $3.3m
for Uni-span is payable in October 2021.
Acrow’s effective tax rate was 14.8%, as tax paid by the
Natform and Uni-span businesses was offset by Acrow’s
carry forward tax losses. We are investing to secure
new civil infrastructure formwork and industrial services
contracts, with total capital expenditure of $16.2 million,
up from $12.1 million. Our recent IT upgrade is generating
savings in the order of $25,000 per month.
FORMWORK
Our Formwork division increased sales as we continued
to pivot nationally toward the growing civil infrastructure
markets. Highlights included an exceptional trading
performance in Melbourne, greater product sales, and
growth in Natform.
Victorian formwork revenue increased to $13.8 million,
nearly double the previous year and up nearly 600% from
FY18. Melbourne formwork revenue increased 84% as
we secured sizable packages for significant projects at
Melbourne Metro Rail, Melbourne Western Distributor
and Echuca Murray River Bridge. This demonstrated
our growing reputation for high quality product and
engineering capability.
Queensland remains Acrow’s largest formwork market,
with revenue growing 32% to $19.6 million. Key contracts
included the Bruce Highway Cooroy to Curra section
upgrade project, Chinatown Mall Commercial Tower and
Tweed Heads Hospital. NSW sales also grew 26%.
Natform revenue grew 31% year on year. This included a
new $1.1 million package to supply screens to Meriton’s
180 George Street Parramatta development, its largest
contract to date, amidst growth across all east coast states.
Product sales now contribute 35% of group revenue and
continue to provide an important channel for acquiring
and retaining clients.
INDUSTRIAL SERVICES
Our strategy to expand industrial services nationally
gained momentum with significant contract wins and
expansion into new markets including hydro power in
Queensland, power stations in NSW and Queensland and
the mining sector in South Australia and Tasmania.
When Acrow acquired Uni-span, the business was
generating annual revenue of around $10 million. We have
doubled sales by introducing new resources, targeting
interstate growth and a broader range of industries. Our
solutions-based approach has focused mainly on large
operators and projects, which has enabled us to develop
highly engineered and tailored packages that differentiate
Acrow Annual Report 2021 6
MANAGING DIRECTOR’S REPORT (continued)
our services, unlike the commoditised nature of the
Commercial Scaffold business.
We are investing in industrial services talent and
specialised equipment to take advantage of the many
opportunities available, predominantly on Australia’s east
coast. This business has significant potential to become
a key earnings driver for Acrow and provides a strong,
non-cyclical revenue stream.
COMMERCIAL SCAFFOLD
Our Commercial Scaffold business continued to
experience soft markets, particularly in NSW.
Although commercial scaffold volumes remained
consistent, weakness in the high-rise construction market
has contributed to pricing remaining under pressure.
However, our experience is that this business is cyclical.
We are encouraged by growth opportunities in South
Australia and Victoria, and anticipating there will be
opportunities to increase margins over time, remain
committed to this business.
Whilst Acrow will not focus on growing the business in
this market segment, we will continue to participate in
this area, and expect to benefit from increased margins
as and when activity levels increase at some point, in
what is a very price sensitive market.
RESPONSE TO COVID-19
Our teams responded effectively to the COVID-19
pandemic, maintaining a safe working environment
and ensuring the safety of employees, customers
and subcontractors. We implemented immediate risk
mitigation measures and have experienced no days lost
or cases of COVID-19 across our operations in FY 21.
While we continue to navigate these challenges, both
the federal and state governments have prioritised the
continued operation of essential services.
PEOPLE
Our people are essential to our success, and we are
focused on becoming an industry-leading employer
of choice and developing a depth of talent across our
operations, particularly in engineering. We aim to recruit,
train and retain the best management and engineering
talent to drive our business.
We have a strong, entrepreneurial and solutions-focused
culture which places our customers at the heart of everything
we do. I would like to take this opportunity to thank our team
for their resilience and dedication during this exciting time
of growth. In over 30 years of working in management roles
across a range of businesses and industries, I have never
worked with a more committed or talented group of people
as I am now proud to work with at Acrow.
I would also like to thank our very committed Board, led
by our Chairmen Peter Lancken, for their ongoing support
and counsel.
OUTLOOK
We have had a very strong start to the new financial
year, securing further contracts to provide industrial
scaffold hire and labour services for maintenance
shutdown programs at the Bayswater, Eraring, and Mt
Piper power stations in NSW. Secured hire contract win
momentum is continuing and demand is growing for our
Formwork, Natform and Industrial Services businesses,
particularly on the east coast. I am also very pleased
with the progress of our branches in Western Australia,
South Australia and Tasmania , which are now strongly
capitalising on the organic growth opportunities that the
Uni-span acquisition has brought with it.
The federal government plans to spend $110 billion over
ten years to improve Australia’s infrastructure, and we
anticipate continued growth as we tender for packages
supporting projects including the Great Western Highway
upgrade, Melbourne Intermodal Terminal, North-South
Corridor – Darlington to Anzac Highway and others where
planning is still in its infancy. This activity will see Acrow
experience at least a decade of opportunity to grow its
civil infrastructure revenue base.
We are confident of continued strong growth into the
new financial year and anticipate that FY22 revenue and
EBITDA will exceed FY21 by a minimum of 20%. This
includes our FY22 revenue target for Industrial Services
of $31 million.
We are also targeting an increase in underlying net profit
after tax of minimum 40%.
Our recent capital raising is enabling us to invest in our
formwork and industrial services capabilities. We plan
to strengthen our technical expertise and capability in
the civil infrastructure sector and roll out our Industrial
Services division nationally. Our plan is to focus on high
return on investment organic growth opportunities as
we benefit from increasing recognition of our expanded
product suite and engineering capabilities to cross-sell
products across our business.
We continue to seek earnings accretive acquisitions,
primarily across the formwork and industrial services
sectors. We believe Acrow has a strong future and look
forward to reporting to you as we continue our journey.
Steven Boland
CEO
Acrow Annual Report 2021 CASE STUDY: MT PIPER POWER STATION
7
PROJECT: Scaffolding for the shutdown of
the Mt Piper power station
TECHNOLOGY: Aluminium planks as working
decks saved 20 tonnes of equipment
STAFF: 50 workers on site 24hrs a day
At Mt Piper Power Station, Acrow’s Uni-span Industrial
Services is providing a full scaffolding turnkey solution
including design, supply and install to support
the shutdown of a furnace. At its peak the project
will involve more than 50 staff on site operating
24 hours a day.
Acrow has developed a highly engineered, lightweight
scaffold, 50 metres tall yet easy to move and able to sit
in the throat of the furnace. This has enabled workers
to access the burners, throat, and sides of the furnace,
where they perform non-destructive testing and repairs.
Over the course of the project a multitude of scaffold
structures will allow maintenance workers safe access
around the plant.
Photo: Mt Piper Power Station, Portland, NSW
Illustration: Schematic diagram of furnace kit
Our knowledge and experience enabled us to meet our
customer’s requirements on this critical power network
infrastructure. Lightweight design reduced manual
handling requirements within the furnace. Using our
aluminium planks as working decks eliminated the
need for more than 20 tonnes of equipment, which
would typically be erected by hand in a confined area.
Our engineered solution significantly reduced the risk of
fatigue and manual handling.
Acrow’s industrial services provided a full scaffolding turnkey solution
using specialised, highly engineered lightweight scaffold for the
Mt Piper shutdown.
Acrow Annual Report 2021 8
BUSINESS OVERVIEW
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FORMWORK OVERVIEW
■ Provides a range of wall forming panel, soffit forming and conventional systems for large and
small construction equipment
■ Dry hires formwork equipment and provides the product that forms the temporary mould to
support concrete structures during construction
■ Dry hires falsework equipment used to support suspended horizontal structures during
construction
■ Products are manufactured overseas and imported
■ Generates revenue through dry hire agreements that are typically based on a price per tonne
per week, or price per cubic metre per week
■ Bespoke special formwork and climbing systems provided for large projects
INDUSTRIAL SERVICES OVERVIEW
■ Highly experienced team and customer service ethic
■ Generates revenue from wet hire agreements including hire, transport, labour and
consumables.
■ At the forefront of scaffold service providers in Queensland to the industrial sector and
expanding interstate
■ Full turnkey solution from design to supply and install
■ Strong focus on the energy, mining and industrial sectors
COMMERCIAL SCAFFOLD OVERVIEW
■ Provides access solutions to builders and building contractors when working at heights
■ Generates revenue through both dry hire and wet hire agreements
■ Dry hire agreements are typically based on a price per tonne per week, over a minimum of 4 weeks
■ Wet hire agreements are typically based on a contract sum encompassing equipment hire,
transport, labour provisions and supply of consumables
■ Solutions offered on both a wet and dry basis
■ Supports commercial building including office and high rise developments, universities and
schools, industrial buildings, hospitals and retail centre developments
SCREENS OVERVIEW
■
Leading designer and hirer of screen systems for the construction industry
■ Provides screen-based formwork systems which support the construction of commercial
high-rise buildings and civil infrastructure, including bridges, roadworks and train stations
■ Dry-hire model offering highly engineered solutions for a wide range of customers
■ Engineering capabilities provide a key competitive advantage
Acrow is a leading provider of engineered formwork solutions and
scaffold hire in Australia.
9
FY21 COMMENTARY
FY22 STRATEGY
■ Continued strong growth with
expanded product and service offering
across key east coast markets
■ Benefit from uplift in Queensland
infrastructure activity as projects
ramp up
■ Revenue up 19%
■ Continue growth from infrastructure
■
Increased focus on product
sales which contributed 49% of
formwork revenue
■ Key project wins included packages
on Melbourne Metro Rail, Melbourne
Western Distributor, Sydney Metro Rail
– Crows Nest Station, Cooroy to Curra
Highway upgrade
development in NSW
■ Further increase product sales to retain
and secure new customers
■ Ongoing capital investment to
support growth
■ Significant cross-selling opportunities
Right: Enkoform formwork at Coombabah Waste
Water Treatment Plant – Clarifier H1, Queensland
FY21 COMMENTARY
■ Record sales and profit
■ Revenue up 114% (includes additional
4 months)
■ Acquired as part of Uni-span in
October 2019
■ Expanded outside its established
Queensland market with projects in
NSW, SA and Tasmania
■
Increasing blue-chip customer base
FY22 STRATEGY
■ Build new revenue channels through
further interstate expansion
■ Expansion into new markets
including coal fired power stations,
hydro power and mining
■ Further capital investment to
support growth
■ Significant cross-selling
opportunities
Right: Scaffold crew at Bruce Highway, Cooroy to
Curra section, Gympie, Queensland
FY21 COMMENTARY
FY22 STRATEGY
■ Difficult trading conditions continued
■ Continuing participation in
■ Softness in high-rise construction
market impacting pricing, particularly
in NSW
commercial projects
■ Markets expected to remain
challenging
■ Margins remain under pressure
■ Significant cross-selling
■ Signs of recovery in Victoria and South
opportunities
Australia although NSW remains
challenging
Right: Quickstage scaffolding, St. Johns Cathedral,
Brisbane, Queensland
FY21 COMMENTARY
FY22 STRATEGY
■ Continued success across east coast
markets, particularly in Queensland
and NSW
■ Focus on continued east coast
growth, with expansion into
Queensland and Victorian markets
■ Revenue up 31%
■ Significant cross-selling
opportunities
Right: Natform screens at Christie Street,
St Leonards, NSW
10
CASE STUDY: 31 DUNCAN STREET
LOCATION: 31 Duncan Street, Fortitude Valley
PROJECT: Formwork engineering to prop up car park structure
TECHNOLOGY: Powershore 150 heavy-duty prop system
For 31 Duncan Street, Acrow developed an innovative formwork
engineering solution to prop an existing car park structure and allow
builders to remove and strengthen columns of an existing carpark as
a new commercial building was constructed above. This formwork
package developed by our engineering team has potential for rollout on
similar projects nationally.
The car park structure underutilised a prime centre position on the
Chinatown mall, and the redevelopment will enable a new public arcade
and retail spaces, significantly enhancing the area.
Acrow’s engineering solution featured our newly developed Powershore
150 heavy-duty prop system which is capable of supporting 150
tonnes, as part of a full suite of back propping systems used on the
project. The Powershore 150 system’s high capacity to weight ratio and
load carrying capability at large heights sets it apart, as its propping
capability could, in some instances, replace our nearest competitor’s
four props with a single system.
Photos: Powershore 150 deployment at 31 Duncan
Street, Fortitude Valley, Queensland
Our ability to meet all our customer’s numerous various requirements
under one umbrella, including RPEQ design certification and
Installation, has allowed a seamless experience.
Acrow Annual Report 2021 SAFETY
11
The health and safety of our people, customers and subcontractors
is paramount. With the ongoing challenge of the pandemic, we
focused on ensuring that we operated in a COVID-19 safe way.
Acrow’s safety culture is based on collaboration
and a shared sense of responsibility. We have a
multi-tiered process that ensures our employees
and subcontractors are trained and follow industry-
leading safe work practices. While our lost time
injury frequency rate was higher, other safety key
performance indicators remained in line with the
previous year. This coincided with an additional
122,000 hours worked compared to FY20.
Below: Quickstage modular scaffold access at
Olympic Dam, South Australia
LOST TIME INJURY
FREQUENCY RATE
17
18
19
20
21
6.0
2.4
11.6
15.9
19.7
We reviewed and updated safety policies, uniting policies across
businesses. Other initiatives included new education programs, focusing
management on safety and improving safety plans at sites and branches.
Acrow Annual Report 2021 12
BOARD OF DIRECTORS
MR PETER LANCKEN am | NON-EXECUTIVE CHAIRMAN
Peter has a career spanning over 25 years in a range of executive and director roles in
equipment hire, industrial, and real estate companies. He was formerly the Managing
Director and Non-Executive Chairman of Kennards Hire Pty Limited.
Peter managed an era of growth spanning two decades at Kennards, with sales
now exceeding $450 million from a network of over 200 locations and remains on
the Board as a Non-Executive Director. Peter is also a Non-Executive Director of
Crimestoppers NSW, and was a Non-Executive Chairman of both Crimestoppers NSW
and Propertylink Group (ASX:PLG).
Peter holds a Bachelor of Engineering (Civil) from the University of New South Wales,
is a Fellow of the Institute of Engineers Australia, and is a Fellow of the Australian
Institute of Company Directors.
MR STEVEN BOLAND | EXECUTIVE DIRECTOR
Steven joined Acrow in 2013 and since then has served as its Chief Executive Officer.
Steven was previously the CEO of the Melbourne Rebels Rugby Club and was
responsible for the start-up phase of a Super Rugby professional sporting team.
Previously, from 2004 to 2010, Steven served as the Global Executive Director
(Recycling) of Visy Industries, and from 2002 to 2004, Steven was the Executive
Director (Commercial Waste) of Veolia Environment UK.
MRS MARGARET PROKOP | EXECUTIVE DIRECTOR
Margaret joins the Board of Directors following the successful acquisition of the
Natform business by Acrow on the 28th August 2018.
Margaret is a qualified engineer who has successfully led the Natform business for
many years and brings significant civil engineering, entrepreneurial and infrastructure
expertise to our board.
Acrow Annual Report 2021 BOARD OF DIRECTORS
13
MR GREGG TAYLOR | NON-EXECUTIVE DIRECTOR (Chair of Audit & Risk Committee)
Gregg has 25 years of international business experience in financial markets,
technology, sports administration, media and retail. Gregg is an Non Executive
Chairman of Bike Exchange Limited (ASX – BEX) and Non Executive Director of
Marketplacer Limited. Gregg has founded and managed multiple global operating
businesses in sports, retail and media sectors.
Gregg has a Bachelor of Commerce Degree from University of Wollongong and
was a CFA Charter holder.
MR DAVID MOFFAT | NON-EXECUTIVE DIRECTOR (Chair of Remuneration & Nomination Committee)
David has a career spanning over 37 years in the construction industry, 29 years of
which was with Lipman, where he served 13 years as Construction Director, before
taking on the role of Managing Director for 5 years.
In 2019 David founded Cornerstone (NSW) Pty Ltd, whereas Managing Director,
he provides tender bid leadership and support, strategic business planning and
advisory services to Subcontractors, Head Contractors and Clients within the
construction industry.
David brings with him key competencies in Leadership, Construction Management,
Innovation and Safety. He holds a Bachelor of Engineering Degree (Civil) from
The University of Technology, Sydney (“UTS”).
MRS MELANIE ALLIBON | NON-EXECUTIVE DIRECTOR
Melanie has an extensive background in human resources and operating risk
primarily in the industrial services, mining, manufacturing and FMCG sectors.
She has held senior executive roles with Newcrest Mining, Seven Group Holdings,
Amcor, Pacific Brands and Foster’s Group with responsibility spanning Australia,
USA, Asia and the UK.
Melanie has been a non executive director for the last 8 years and is a member
of Chief Executive Women, International Women’s Forum and AICD.
Acrow Annual Report 2021 14
EXECUTIVE TEAM
STEVEN BOLAND
Chief Executive Officer
BILL GOODALL
General Manager SA
Steven joined Acrow in 2013 and since then has served
as its Chief Executive Officer. Steven was previously
the CEO of the Melbourne Rebels Rugby Club and was
responsible for the start-up phase of a Super Rugby
professional sporting team. Previously, from 2004 to
2010, Steven served as the Global Executive Director
(Recycling) of Visy Industries, and from 2002 to 2004,
Steven was the Executive Director (Commercial Waste)
of Veolia Environment UK.
ANDREW CROWTHER
Chief Financial Officer
Andrew joined Acrow in 2019 as Chief Financial Officer.
Andrew previously held senior finance positions
predominantly in financial service companies including;
Colonial First State, BT Financial Group, SFG Limited
and most recently Thorn Group.
Andrew holds a Bachelor of Economics from Macquarie
University and is a Chartered Accountant.
ROBERT CAPORELLA
General Manager NSW
Robert has been working with Acrow since 1994
and has played an integral role in the growth of the
business. Robert is currently the General Manager of
the NSW branch, having recently relocated from his role
as General Manager VIC.
COLIN FISHER
General Manager TAS
Colin is the General Manager of our Tasmanian
branches, having previously worked at Honeywell
Business Solutions as a General Manager.
Prior to Honeywell Business Solutions he worked at
Visy Industries as the General Manager, and as the
National Operations Manager at Onyx UK Limited.
Bill joined Acrow in 2016 and is currently the General
Manager of Acrow South Australia, having recently
been on assignment as General Manager in NSW. Bill
has worked in management roles within the Formwork
and Scaffolding industry over the last 12 years,
successfully completing projects in SA, NT, WA
and NSW.
CONAN GODRICH
General Manager WA
Conan brings a decade of experience with Acrow and
is currently the General Manager for WA operations.
His prior roles include Account Manager (Gnangara
Operations) at Rinker Australia, and Sales and
Customer Service at OneSteel Reinforcing.
Mr Godrich holds a Bachelor of Commerce from
Murdoch University and a Degree in Project
Management from Curtin University of Technology.
JAN PIENAAR
General Manager QLD
Jan joined Acrow in December 2018 as General
Manager in our Queensland branch. His previous roles
include National Sales Manager at Doka Formwork
Australia as well as General Manager – Formwork at
Waco Kwikform.
Jan holds a Bachelor of Commerce degree from the
University of Stellenbosch, South Africa and has over
10 years of management experience.
BRAD CRAVEN
General Manager VIC
Brad joined Acrow at the beginning of 2021 as General
Manager Victoria, taking over from Bob Caporella.
Brad previously held a position as General Manager
Operations predominantly in the Major Construction,
Civil and Infrastructure markets. Brad comes to Acrow
with over 13 years’ experience in the hire industry.
Acrow Annual Report 2021 15
JEFFREY STEWART
National Sales & Marketing Manager
EDDIE MCINULTY
National Business Development Manager
Jeffrey joined Acrow in 2011 and is currently the
National Sales and Marketing Manager. His prior roles
include Regional Manager and director for Atlas Steels
in New Zealand, National Market Development Manager
at Atlas Specialty Metals, and Market Development
Manager for Smorgon Steels Metals Distribution.
JOE CERRITELLI
General Manager, Human Resources & Safety
Joe joined Acrow in 2014 and is currently the General
Manager for Health and Safety. His prior roles include
National Safety and Compliance Manager at G4S
Australia, and Team Leader in Industrial Relations and
Safety at Catholic Education Commission of Victoria.
MATTHEW CAPORELLA
National Manager – Engineering Operations
Matthew joined Acrow in 2012 and is currently the
National Manager -Engineering Operations.
Mr Caporella holds a Bachelor of Engineering (Civil)
and Bachelor of Business (Management) from the
Queensland University of Technology. He is a Chartered
Professional Engineer with the Institute of Engineers
Australia and a Registered Professional Engineer
Queensland.
CARL ROETGER
National Procurement Manager
Carl joined Acrow in October 2019 as the National
Procurement Manager.
He was previously Co-founder and Director of Uni-
span Australia since 2001. Prior to this Carl was the
Co-founder and Joint MD of Nuform Formwork and
Scaffolding in South Africa. Carl holds a Bachelor of
Commerce from the University of Pretoria, South Africa.
Eddie joined Acrow in 2019 and brings 20-years
of experience from both in the UK and Australia,
specialising in the Civil Engineering and Infrastructure
industry.
Previous roles include Managing Director of GHI
Formwork Australia, National Sales Manager for
Uni-span and prior Sales Management roles with Peri
Australia and Peri UK Ltd. Eddie holds a Bachelor of
Town and Country Planning Degree from The University
of the West of England, Bristol.
JURIE ROETGER
National Industrial Manager
Jurie joined the Acrow Group as part of the Uni-span
acquisition in October 2019.
He has more than 17-years industry experience
and 17-years of service with the Uni-span Group of
companies. Jurie is National Industrial Manager.
His previous roles with the Uni-span Group includes
Scaffold Designer, Project Manager, North Queensland
Manager. Jurie holds a Diploma in Business
Management and Diploma in Commercial Construction.
JASON MERJANE
General Manager – Natform
Jason joined Natform in 2015 and is currently the
General Manager of the Natform division, based in the
NSW branch.
Mr Merjane holds a Bachelor of Engineering (Civil) from
Western Sydney University and is a member of The
Institution of Engineers Australia.
Acrow Annual Report 2021 16
FINANCIAL REPORT
17 Directors’ Report
95 Directors’ Declaration
23 Auditor’s Independence Declaration
96 Independent Auditor’s Report
24 Remuneration Report – Audited
99 Shareholder Information
50 Financial Statements
103 Corporate Directory
54 Notes to the Consolidated Financial
Statements
Below: Single sided formwork at Arden Station, Metro Tunnel,
Melbourne, Victoria
Acrow Annual Report 2021 DIRECTORS’ REPORT for the year ending 30 June 2021
17
The Directors present their report, together with the Annual Financial Report for Acrow Formwork and Construction
Services Limited (Acrow or the Company) and its controlled entities, for the year ended 30 June 2021, and the
Auditor’s Report thereon.
This report has been prepared in accordance with the requirements of the Corporations Act 2001 and the
information below forms part of this Directors’ Report:
DIRECTORS
The Directors of the Company at any time during or since the end of the financial year are:
Peter Lancken (Chairman)
Steven Boland (Chief Executive Officer)
Gregg Taylor
Margaret Prokop
David Moffat
Melanie Allibon (appointed 1 September 2021)
Joshua May (resigned 7 October 2020)
Information on the current directors and shareholdings are presented in the Annual Report on pages 12 to 13 and
pages 38 to 41 respectively. This information includes the qualifications, experience and special responsibilities of
each director.
DIRECTORS’ MEETINGS
The number of directors’ meetings and number of meetings attended by each of the directors of the Company
during the financial year ending 30 June 2021 are:
Board of Directors
Remuneration and
Nomination Committee
Audit and Risk
Committee
No. held
No.
attended
No. held
No.
attended
No. held
No.
attended
Peter Lancken (Chairman)
Steven Boland (Chief Executive
Officer)
Gregg Taylor
Margaret Prokop
David Moffat
Melanie Allibon
Joshua May
13
13
13
13
13
n/a
4
13
13
13
13
13
n/a
4
2
–
2
–
2
–
–
2
–
2
–
2
–
–
4
–
4
–
4
–
2
4
–
4
–
4
–
2
Mr Joshua May was the Chair of the Audit and Risk Committee up to his date of resignation on 7 October 2020 and
replaced on that day by Mr Gregg Taylor.
Mr David Moffat is the Chairman of the Remuneration and Nomination Committee.
COMPANY SECRETARY
Mr Lee Tamplin of Automic Group is the Company Secretary and has over 20 years’ experience in the financial
services industry in both Australia and the UK. He is Company Secretary for a number of ASX listed, NSX listed
and Proprietary companies across a range of industries. Mr Tamplin holds a BA (Hons) Financial Services
(Bournemouth University United Kingdom), a Diploma of Financial Planning, is a Graduate of the Australian
Institute of Company Directors, a Member of the Governance Institute of Australia and a Member of the Australian
Institute of Company Directors.
Acrow Annual Report 2021 18
PRINCIPAL ACTIVITIES
Acrow operates in the Australian construction services
industry, hiring formwork, falsework, scaffolding and
screen equipment and undertakes sales of formwork
and scaffolding related consumables. It also operates
an industrial services business.
The formwork operation involves the supply of the
temporary mould that supports concrete structures
in their construction, whilst falsework equipment is
used to support suspended horizontal structures
during construction.
The scaffolding operation supplies scaffolding
equipment and access solutions to builders and
building contractors when working at heights.
Screen-based formwork systems support the
construction of civil infrastructure, commercial and
residential buildings.
The industrial services operation supplies an industrial
labour service to compliment the scaffolding hire to the
energy, industrial and mining sectors.
OPERATING AND FINANCIAL
REVIEW
The Acrow business continued to perform strongly for
the 12 months to 30 June 2021.
The business continued to re-base towards the
value added, highly engineered civil formwork
solutions market as well as an increased focus on
equipment sales and expanding its new Industrial
Services division.
FINANCIAL PERFORMANCE:
The company achieved a net profit after tax of $3.96m
up from 2020 profit of $3.01m.
On an underlying basis (refer to table below), the net
profit after tax increased 10% from $7.90m to $8.71m.
The key highlights for the year included:
■ Group sales revenue up 22% on the prior
comparable period “pcp” to $105.7m, attributable
to a very strong trading performance from the
Industrial Services business, a significant uplift
from the Formwork division across the east coast
markets, the strategic focus on expanding product
sales, and an additional 4 months contribution
from the Uni-span acquisition (which was acquired
31 October 2019).
■ Sales contribution of $61.4m, was up 18% on pcp.
■ Underlying EBITDA of $24.3m, up 25% on pcp, and
EBITDA margin of 23.0%, up 60bps
■ Underlying Net Profit After Tax up 10% to $8.7m,
impacted by a higher effective tax rate as profits
from Natform and ex-Unispan increase.
■ Significant items of $2.5m relating to final Uni-span
integration costs, redundancies, and a one-off pre-
acquisition related tax expense.
■ Basic statutory earnings per share was up 18% to
1.82cps (2020: 1.55). Basic underlying earnings per
share was 4.00 cents down slightly from 4.06 cents
per share in 2020.
DIRECTORS’ REPORT for the year ending 30 June 2021Acrow Annual Report 2021 FINANCIAL PERFORMANCE TABLE
Statutory net profit after tax
Add back share-based payments
Add back acquisition and integration costs
Add back pre acquisition tax expense
Add back pre acquisition accelerated depreciation
Add back non-operating net interest
Underlying net profit after tax
Add back depreciation
Add back interest
Add back tax (benefit)/expense
EBITDA
19
2021
$’000
3,963
2,246
1,150
670
384
300
8,713
11,179
2,948
1,509
2020
$’000
3,013
1,345
3,276
–
267
–
7,901
9,373
2,507
(321)
24,349
19,461
Financial position:
Net debt increased from $14.6m in 2020 to $22.5m,
being cash $1.8m (2020: $7.2m) less debt of $24.2m
(2020: $21.8m). This was predominantly due to
significant capital expenditure during the year and
payment of deferred considerations for Natform
($2.25m) and Uni-span ($1.5m).
Net gearing (net debt /(net debt + equity)) increased
from 20.0% to 26.7%.
Property plant and equipment increased from $76.0m
to $83.0m due to large capital expenditure ($16.2m)
offset by depreciation.
Total trade receivables increased from $17.0m to
$24.6m through both increased trading and a number
of large sales with negotiated extended payment terms.
Debtor’s days increased from 58 to 65 during the year
however if the impact of negotiated extended sales are
taken out, debtors days are 56.
Further information on the operating and financial
review is contained in the Chairman’s and Managing
Director’s Review on pages 2 to 6 of this Annual Report.
Operating results:
Refer to the Managing Director’s Report on pages 4 to 6
of this Annual Report.
IMPACT OF COVID-19
The ongoing COVID-19 pandemic has increased the
estimation uncertainty in the preparation of these
consolidated financial statements. The estimation
uncertainty is associated with:
■ The extent and duration of the disruption
to businesses arising from the actions by
governments, businesses and consumers to
contain the spread of the virus;
■ The extent and duration of the expected economic
downturn. This includes the disruption to capital
markets, deteriorating availability of credit, liquidity
concerns, increasing unemployment, declines in
consumer discretionary spending, reductions in
production because of decreased demand, and
other restructuring activities; and
■ The effectiveness of government and central bank
measures that have and will be put in place to
support businesses and consumers through this
disruption and economic downturn.
The Group has developed estimates in these
consolidated financial statements based on forecasts
of economic conditions which reflect expectations
and assumptions as at 30 June 2021 about future
events that the Directors believe are reasonable in
the circumstances.
There is a considerable degree of judgement involved in
preparing forecasts.
The underlying assumptions are subject to
uncertainties which are often outside the control of
the Group.
Acrow Annual Report 2021 20
Accordingly, actual economic conditions are likely to be
different from those forecast since anticipated events
frequently do not occur as expected, and the effect of
those differences may significantly impact accounting
estimates included in these financial statements.
DIVIDENDS
The Company paid a 1.05 cent franked dividend per
share being a total of $2.27m for the financial year
ending 30 June 2020 on 13 November 2020. Shares
totalling 1,159,290 were issued under the Dividend
Reinvestment Plan at $0.3444 cents per share
including a 2.5% discount.
The Company paid an interim 0.75 cent franked
dividend per share being a total of $1.64m for the
financial year ending 30 June 2021 on 14 May 2021.
Shares totalling 1,023,731 were issued under the
Dividend Reinvestment Plan at $0.3591 cents per share
including a 2.5% discount.
Subsequent to year end, Directors declared a final
franked dividend of 1.15cps on 25 August 2021.
This dividend has not been provided for in this
financial report.
ENVIRONMENTAL REGULATIONS
Acrow’s operations are not subject to significant
environmental regulations under the Commonwealth
of Australia and State/Territory legislation. The Board
believes that Acrow has adequate systems in place to
manage its environmental responsibilities and is not
aware of any breach of regulations.
The Group is also subject to environmental regulation
in respect of its exploration activities in Ghana but not
aware of any breach of those regulations.
NO OFFICERS ARE FORMER
AUDITORS
No officer of the Company has been a partner in an
audit firm, or a Director of an audit company, that is an
auditor of the Company during the year or was such a
partner or Director at a time when the audit firm or the
audit company undertook an audit of the Company.
NON-AUDIT SERVICES
All non-audit services were subject to the corporate
governance procedures adopted by the Group and
have been reviewed by the Audit and Risk Committee
to ensure that they do not impact the integrity and
objectivity of the auditor.
All the non-audit services provided do not undermine
the general principles relating to auditor independence
as set out in APES 110 Code of Ethics for Professional
Accountants, as they did not involve reviewing
or auditing the auditor’s own work, acting in a
management or decision-making capacity for the
Group, acting as an advocate for the Group or jointly
sharing risks and rewards.
Details of the amounts paid or payable to the auditor of
the Group, Grant Thornton and their related practices
for audit and non-audit services during the year are set
in note 27.
SIGNIFICANT CHANGES IN THE
STATE OF AFFAIRS
There were no significant changes in the Group’s state
of affairs.
REMUNERATION REPORT
Information on Acrow’s remuneration framework
and the outcomes for the Group are included in the
Remuneration Report section of this Annual Report.
During the year, 3,304,000 performance rights were
issued to KMP’s under the Company’s Rights Plan
including 2,204,000 to the CEO (approved at the Annual
General Meeting in November 2020).
Other than above, no new share rights or options were
issued to Key Management Personnel or Non-executive
directors during the year.
SHARE RIGHTS
At the date of this report, Acrow had 6,910,000 share
options outstanding relating to grants of deferred
equity to Directors and employees under the previous
Long-Term Incentive Plan. These have a range of
vesting dates through to July 2024. During the year
1,663,000 share options were exercised.
15,946,950 Performance Rights were issued during the
year with vesting periods at the end of the financials
years 2021 and 2022. If the vesting conditions are met
each Performance Right can be exercised into one Fully
Paid Ordinary Share at the holder’s discretion until the
expiry date of 31 July 2035. The Performance Rights
were issued to employees of the Company under the
Company’s Rights Plan and form part of the new Long
Term Variable Remuneration (LTVR) of the employees.
DIRECTORS’ REPORT for the year ending 30 June 2021Acrow Annual Report 2021 21
Balance of outstanding rights and options as at year end:
Performance rights
Options
Loan funded options
Quantity outstanding
15,946,950
6,910,000
2,475,000
Weighted average
exercise price
Nil
Expiry date
31 July 2035
$0.47 23 November 2021 to 16 July 2024
$0.20
26 March 2023
For further details, refer to note 29 of this Annual Report.
LIKELY DEVELOPMENTS AND
EXPECTED RESULTS
For information about likely developments and
expected results in the operations of the Company,
refer to the Chairman’s and Managing Director’s
Reports on pages 2 to 6 of this Annual Report.
CORPORATE GOVERNANCE
STATEMENT
This statement outlines the main corporate governance
practices in place throughout the financial year and
can be referred to on the Acrow Group website:
https://www.acrow.com.au/investors/.
INDEMNIFICATION OF DIRECTORS
AND OFFICERS
Under the terms of Article 35 of the Company’s
Constitution, and to the extent permitted by law,
the Company has indemnified the directors of the
Company named in this Directors’ report, the Company
Secretaries, and other persons concerned in or taking
part in the management of Acrow. The indemnity
applies when persons are acting in their capacity as
officers of the Company in respect of:
■
Liability to third parties (other than the Company or
related bodies corporate), if the relevant officer has
acted in good faith; and
■ Costs and expenses of successfully defending legal
proceedings in which relief under the Corporations
Act 2001 is granted to the relevant officer.
The Group has not made any indemnity payment during
the year.
INSURANCE PREMIUMS
During the financial year, the Company paid a premium
of $214,494 excluding GST for Directors’ and Officers’
Liability Insurance policy. The insurance provides cover
for the Directors named in this Directors’ Report, the
Company Secretary, and officers and former Directors
and officers of the Company. The insurance also
provides cover for present and former Directors and
officers of other companies in the Group.
EVENTS SUBSEQUENT TO THE END
OF THE FINANCIAL YEAR
As detailed above, the COVID-19 pandemic did not have
any significant impact on the Group’s operations during
the year. Subsequent to the end of the financial year,
the pandemic and its impact has continued to evolve.
It is therefore not practical to estimate the potential
impact, positive or negative, after reporting date.
The Group raised $10,500,000 on 27th July 2021
at 38 cents per share via an institutional placement
resulting in the issue of 27,631,579 new ordinary
shares. The capital was raised primarily for the
immediate future to fund the capital investment
requirements of the fast-growing Industrial Services
division and to capitalise on the numerous civil
infrastructure opportunities on the horizon. The balance
of the funds will add strength to the Company’s balance
sheet and provide flexibility to act quickly as compelling
further growth opportunities present themselves. The
new shares issued under the Placement rank equally
with Acrow’s existing fully paid ordinary shares.
Further, 280,500 units of Loan Funded shares were
exercised and converted in full as ordinary shares on
the 13 July 2021, bringing total number of ordinary
shares to 247,289,287 units.
Equipment finance loans of $2,714,776 were drawn
subsequent to 30 June 2021 repayable in full by
July 2024 and Trade finance loans of $1,480,563 were
drawn in July repayable in full between September
2021 to January 2022.
Acrow Annual Report 2021 22
An insurance premium finance loan of $968,755 was drawn on the 27 August 2021 repayable in full by
27 June 2022.
On 25 August 2021 the Directors declared a franked dividend of 1.15 cents per share to be paid on Thursday
25 November 2021. Dividend Reinvestment Plan is available for election. The dividend has not been provided for in
this financial report as it was not declared until after 30 June 2021.
Two new non-executive directors have been appointed, Melanie Allibon (joined effective 1 September 2021) and
Laurie Lefcourt (who will join effective 1 October 2021 will also Chair the Audit & Risk Committee).
Other than the matters noted above, there has not arisen in the interval between the end of the financial year
and the date of this Directors’ report, any item, transaction or event of a material and unusual nature likely, in
the opinion of the directors of the Company, to affect significantly the operations of Acrow, the results of those
operations, or the state of affairs of Acrow in future financial years.
ROUNDING OF AMOUNTS
Acrow Formwork and Construction Services Limited is a company of the kind referred to in the Australian
Securities and Investments Commission (ASIC) Corporations (Rounding in Financial/Directors’ Reports)
Instrument 2016/191, dated 24 March 2016 and in accordance with that Legislative Instrument, amounts in the
Consolidated Financial Statements and this Directors’ Report have been rounded off to the nearest dollar, unless
stated otherwise.
LEAD AUDITOR’S INDEPENDENCE DECLARATION
The lead auditor’s independence declaration made under section 307C of the Corporations Act 2001 is set out on
page 23 of the Annual Report and forms part of the Directors’ Report for the financial year ended 30 June 2021.
Signed in accordance with a resolution of the Directors:
Peter Lancken
Chairman
Steven Boland
Director, Chief Executive Officer
Sydney, 28 September 2021
Sydney, 28 September 2021
DIRECTORS’ REPORT for the year ending 30 June 2021Acrow Annual Report 2021
AUDITOR’S INDEPENDENCE DECLARATION
23
23 Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389 ‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited. Liability limited by a scheme approved under Professional Standards Legislation. www.grantthornton.com.au Level 17, 383 Kent Street Sydney NSW 2000 Correspondence to: Locked Bag Q800 QVB Post Office Sydney NSW 1230 T +61 2 8297 2400 F +61 2 9299 4445 E info.nsw@au.gt.com W www.grantthornton.com.au Auditor’s Independence Declaration To the Directors of Acrow Formwork and Construction Services Limited In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Acrow Formwork and Construction Services Limited for the year ended 30 June 2021, I declare that, to the best of my knowledge and belief, there have been: a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and b no contraventions of any applicable code of professional conduct in relation to the audit. Grant Thornton Audit Pty Ltd Chartered Accountants N P Smietana Partner – Audit & Assurance Sydney, 28 September 2021 Acrow Annual Report 2021 24
1. LETTER FROM THE CHAIR OF
THE REMUNERATION COMMITTEE
I am delighted to bring you this Remuneration Report
of the Acrow Group which outlines key aspects of
the remuneration policy and framework and the
remuneration awarded this year.
The information provided in this report has been
prepared based on the requirements of the
Corporations Act 2001 and the applicable accounting
standards and has been audited.
The Board provides guidance and oversight to
the remuneration strategy and has established a
Remuneration & Nomination Committee to ensure
the remuneration strategy attracts and retains quality
directors and executives, fairly and responsibly
rewards them, is equitable and aligned to shareholders’
interests, and complies with the law and high standards
of governance.
The Remuneration Committee will continue to review
and seek feedback on remuneration practices from
a range of sources including independent advisors,
shareholders and other stakeholders. We invite our
shareholders to write to the Remuneration Committee
to provide feedback in this regard.
During the FY2021 reporting period, the Remuneration
Committee has focussed on the performance of
executives in delivering expected outcomes. We
have also engaged external advisors to support the
committee to identify those areas of remuneration
policies, procedures and practices that will require
ongoing change and improvement.
David Moffat
Independent Non-Executive Director
Chair of the Remuneration Committee
2 SCOPE OF THE
REMUNERATION REPORT AND
INDIVIDUALS CLASSED AS KMP
The Remuneration Report sets out the prescribed
key management personnel (KMP) remuneration
information and details in accordance with section
300A of the Corporations Act and associated
regulations, including policies, procedures, governance,
and factual practices as required.
In addition, Acrow Formwork and Construction Services
Limited (Acrow, the Company) has decided to set
out such further information as shareholders may
require for them to obtain an accurate and complete
understanding of the Company’s approach to the
remuneration of KMP.
KMP are the non-executive directors, the executive
directors and employees who have authority and
responsibility for planning, directing and controlling the
activities of the consolidated entity. On that basis, the
following roles/individuals are addressed in this report:
NON-EXECUTIVE DIRECTORS (NEDS)
■ Mr Peter Lancken, independent non-executive
Chairman since 27 March 2018,
■ Mr Gregg Taylor, independent non-executive director
since 11 August 2017, Chair of Remuneration
Committee from 19 September 2019 to
6th October 2020 and chair of the Audit & Risk
Committee since 6th October 2020.
■ Mr David Moffat, independent non-executive
director since 19 September 2019, Chair of
Remuneration Committee from 6th October 2020;
■ Ms Melanie Allibon, joined as an independent
non-executive Director on 1 September 2021.
■ Mr Joshua May, independent non-executive director
since 27 March 2018, Chair of the Audit & Risk
Committee, resigned 6th October 2020.
SENIOR EXECUTIVES CLASSIFIED AS KMP
DURING THE REPORTING PERIOD,
■ Mr Steven Boland, Chief Executive Officer (CEO) &
Executive Director since 27 March 2018,
■ Ms Margaret Prokop, Executive Director since
31 August 2018,
■ Mr Andrew Crowther Chief Financial Officer (CFO)
since 8 July 2019.
3 CONTEXT OF KMP
REMUNERATION FOR FY2021 AND
INTO FY2022 – UNAUDITED
3.1 CONTEXT FOR REMUNERATION
GOVERNANCE DURING FY2021
The KMP remuneration structures that appear in this
report are largely those that prevailed over FY2021, as
is required by regulation, but also address expectations
for FY2022, to some extent.
The Board has further developed remuneration
governance, policies and practices applied to KMP
of the Company, as well as other employees as the
business has matured. The following outlines important
context for the decisions that were made in relation
to remuneration for/during FY2021, the outcomes of
which are presented in this report.
REMUNERATION REPORT – AUDITED for the year ending 30 June 2021Acrow Annual Report 2021 25
■ A total of 15,946,950 performance rights (net of
cancelled rights) were issued to executives and
senior manager since July 2020 for the 2021
and 2022 years. The 2021 issue has a two year
measurement period and 2022 issue has a three
years measurement period.
■ The Company is focussed on delivering value for
shareholders by executing on strategy including:
■ Establishing appropriate processes regarding the
review of the performance of directors, committees
and the Board, and implementing them,
■ Reviewing and making recommendations to the
Board in relation to the remuneration packages
of Senior Executives and non-executive directors,
equity-based incentive plans and other employee
benefit programs,
– Becoming the leading engineered formwork
sales and hire equipment solutions provider
in Australia
■ Developing policies, procedures and practices
that will allow the Company to attract, retain and
motivate high calibre executives, and
– Become the leading engineered scaffold
solutions provider to the Australian Industrial
Services market
■ Ensuring a framework for a clear relationship
between key executive performance and
remuneration.
– Actively pursuing strategically sensible
acquisitions to accelerate profitable growth
– Target high ROI organic growth opportunities
The Committee has the authority to obtain outside
legal or other professional advice or assistance on any
matters within its terms of reference.
across all states.
4 OVERVIEW OF ACROW’S
REMUNERATION GOVERNANCE
FRAMEWORK & STRATEGY
4.1
TRANSPARENCY AND ENGAGEMENT
The Company seeks input regarding the governance
of KMP remuneration from a wide range of
sources, including:
■ Shareholders and other stakeholders,
■ Remuneration Committee Members,
■ External remuneration consultants (ERCs),
■ Other experts and professionals such as tax
advisors and lawyers, and
■ Company management to understand roles and
issues facing the Company.
The following outlines a summary of Acrow’s
Remuneration Framework, including policies and
practices to the extent developed. Shareholders
can access a number of the related documents
by visiting the investors portal on the Company
website www.acrow.com.au. It is recommended that
shareholders, proxy advisors and other interested
parties consider all the available information.
4.2 REMUNERATION COMMITTEE CHARTER
The Remuneration Committee Charter (the Charter)
governs the operation of the Remuneration Committee
(the Committee). It sets out the Committee’s role
and responsibilities, composition, structure and
membership requirements. The purpose of the
Committee is to assist the Board by:
Acrow recognises the importance of ensuring that any
recommendations given to the Committee provided by
remuneration consultants are provided independently
of those to whom the recommendations relate.
Further information about the parameters under which
external remuneration consultants are engaged is
provided below.
4.3 SENIOR EXECUTIVE
REMUNERATION POLICY
The Company’s senior executive remuneration policy
may be summarised as follows:
■ Remuneration for senior executives should be
composed of:
– Fixed Package inclusive of superannuation,
allowances, benefits and any applicable fringe
benefits tax (FBT),
– Variable remuneration which is at-risk,
creating opportunity for the Company to pay
less than the potential variable remuneration
when performance expectations have not
been met, and which is partly an incentive to
reward executives for meeting or exceeding
expectations, including:
■ Short Term Incentive (STI) or Bonus
opportunity which provides a reward for
performance against annual objectives, and
■
Long Term Variable Remuneration (LTVR)
which provides an equity-based reward
for performance against indicators of
shareholder benefit or value creation, over a
multi-year period, and
Acrow Annual Report 2021 26
– In total the sum of the elements will constitute a
total remuneration package (TRP).
■ Both internal relativities and external market factors
should be considered,
■ Total remuneration packages (TRPs, which include
Fixed Package and incentives) should be structured
with reference to market practices, the practices of
competitors for talent, and the circumstances of the
Company at the time,
■ Remuneration will be managed within a range so as
to allow for the recognition of individual differences
such as the calibre of the incumbent and the
competency with which they fulfil a role (a range
of +/- 20% is specified in line with common market
practices), and
■ Termination benefits will generally be limited to the
default amount allowed for under the Corporations
Act (without shareholder approval).
Changes to remuneration resulting from annual reviews
are generally to be determined in relation to:
■
external benchmarking, and/or market movements,
■ whether current remuneration for the incumbent
is above or below the policy midpoint/benchmark
– those below the midpoint will tend to receive
higher increases,
■
the competence of the incumbent in fulfilling their
role which determines their positioning within
the policy range – higher calibre incumbents are
intended to be positioned higher in the range, and
■ any changes to internal relativities related to role/
organisation design that have occurred since the
previously review.
4.4 NON-EXECUTIVE DIRECTOR
REMUNERATION POLICY
The Non-executive Director remuneration policy applies
to non-executive directors (NEDs) of the Company
in their capacity as directors and as members of
committees, and may be summarised as follows:
■ Remuneration may be composed of:
– Board fees,
– Committee fees,
– Superannuation,
– Other benefits, and
– Equity (if appropriate at the time)
■ Remuneration will be managed within the aggregate
fee limit (AFL) or fee pool approved by shareholders
of the Company, noting that equity does not count
towards the AFL unless cash remuneration is
sacrificed for a grant of equity, refer section 9,
■ The Board may seek adjustment to the AFL in the
case of the appointment of additional NEDs, or
should the AFL become insufficient to attract or
retain the appropriate calibre of NEDs,
■ Remuneration should be reviewed annually,
■ Committee fees may be used to recognise
additional contributions to the work of the Board by
members of committees in circumstances that the
workload of the Board is not equally shared,
■ The Board Chair fee will be set as a multiple of the
fees payable to other NEDs, in recognition of the
additional workload associated with this role.
4.5 SHORT-TERM INCENTIVE POLICY
The short-term incentive policy of the Company is
that an annual component of executive remuneration
should be at-risk and allow the Company to modulate
the cost of employment to align with individual and
Company performance while motivating value creation
for shareholders:
■ The STI should be paid in cash and deferral should
not apply since there is a separate component
of remuneration (the LTVR) which is intended to
address long term outcomes,
■ Non-executive directors are excluded
from participation,
■ A termination of employment will trigger a forfeiture
of some or all of unearned STI entitlements
depending upon the circumstances of the
termination. The Board retains discretion to trigger
or accelerate payment or vesting of incentives
provided the limitation on termination benefits as
outlined in the Corporations Act are not breached.
■ Short term awards are linked to the main drivers
of value creation at the group, business unit or
individual level, as may be appropriate to the role
and subject to Board decision.
REMUNERATION REPORT – AUDITED for the year ending 30 June 2021Acrow Annual Report 2021 27
4.6
LONG-TERM INCENTIVE POLICY
The long-term incentive policy of the Company is that a component of remuneration of executives should be
at-risk and linked to equity in the Company to ensure that the interests of executives are aligned with those of
shareholders, and share risk with shareholders:
Long Term Variable Remuneration Plan (LTVR)
Aspect
Purpose
Form of Equity
Plan Rules, Offers and Comments
The LTVR Plan’s purpose is to provide an element of at-risk remuneration that
constitutes part of a market competitive total remuneration package and aims to
ensure that Senior Executives have commonly shared goals related to producing
relatively high returns for Shareholders. Other purposes of the LTVR Plan are
to assist Senior Executives to become Shareholders, provide a component of
remuneration to enable the Company to compete effectively for the calibre of talent
required for it to be successful and to help retain employees, thereby minimising
turnover and stabilising the workforce such that in periods of poor performance the
cost is lesser (applies to non-market measures under AASB2).
As at balance date, the Company operates Options and Loan funded shares for the
purposes of the LTVR.
The current plan in operation at balance date includes the ability to grant the
following Rights to Eligible Employees which includes Directors and employees as
nominated by the Board:
■ Share Awards,
■ Performance Rights, which are subject to performance related vesting
conditions, and which may be settled upon exercise by new issues or on market
purchase of ordinary fully paid Shares,
■ Options, which are subject to an exercise price, and which typically have no
intrinsic value when granted (exercise price is around the Share price), creating
an incentive to increase Share price and grow shareholder value. The Options
may be settled as “Cashless Exercise” in which case on exercise of the Options
the Company will only allot and issue or transfer that number of Plan Shares
to the Participant that are equal in value to the difference between the Exercise
Price otherwise payable in relation to the Options and the then market value of
the Plan Shares as at the time of the exercise. Options may also be subject to
performance related vesting conditions, and
■
Loan funded shares and share purchase Loans, whereby the Company provides
a non-recourse, interest free loan to executives to acquire fully paid ordinary
shares, with an associated obligation to repay the lesser of the loan amount
and the value of the Shares at the end of the term of the loan. This functions
effectively the same as an Option, with no intrinsic value at the time the
arrangement is made, however participants hold Shares at an earlier stage. The
proceeds of the loan must be used to buy shares. As the only recourse on the
loans is the shares and there are vesting conditions, the arrangement has been
accounted for as share options, as required under accounting standards.
No dividends accrue to unvested Rights or Options, and no voting rights are
attached, however dividends do accrue to vested Loan Funded Shares (along with
voting entitlements) which must be put towards repayment of the Loan if any
amount is outstanding.
Acrow Annual Report 2021 28
Long Term Variable Remuneration Plan (LTVR)
Aspect
Plan Limit
LTI Value
Measurement Period
Plan Rules, Offers and Comments
Unless prior Shareholder Approval is obtained, the number of Awards which may
be granted under this Plan (assuming all Options and Performance Rights were
exercised) must not at any time exceed in aggregate 10% of the total Issued Capital
of the Company at the date of any proposed new Awards.
The Board retains discretion to determine the LTVR to be offered each year, subject
to shareholder approval in relation to Directors, when the Rights are to be settled in
the form of a new issue of Company shares. The Board may also seek shareholder
approval for grants to Directors in other circumstances, at its discretion.
FY2021 Invitations
Eligible employees were granted 15,946,950 performance rights over four tranches
with a total fair value of $2,823,154.
No other form of LTI have been granted during the year.
Three-year Measurement Periods combined with annual grants will produce
overlapping cycles that will promote a focus on producing long term sustainable
performance/value improvement and mitigates the risk of manipulation and
short-termism (continuous improvement). Because of the timing of grants, the life
of the Right may be less than 3 years at times, however this does not impact the
Measurement Period over which performance is measured.
Performance, Vesting and
Forfeiture Conditions
The Board has discretion to set Vesting, Performance and Forfeiture Conditions and
for each Invitation. When such conditions are not met, the entitlement lapses.
FY2021 Invitations
Except as indicated below, a participant must remain employed by the Company
during the Measurement Period and the performance conditions must be satisfied
for LTVR to vest.
Retesting
Retesting is not contemplated under the Plan Rules.
Amount Payable for
Grants
The target value of LTVR is included in assessments of remuneration benchmarking
and policy positioning. No amount is payable by participants for grants of
Performance Rights. An Acquisition Price will apply in respect of grants of Loan
Funded Shares (with an accompanying loan) and may also apply to grants of Share
Awards, which may or may not have Vesting Conditions. Any loan must be repaid
prior to the end of the Loan Term, up to the Market Value of the Loan Funded Shares
(non-recourse).
For the FY2018 grant, Loan Funded Shares were offered at a price of 20c each,
being the share price at the time of the grant calculation, and a loan for this amount
was provided to the Participant for this amount in respect of each Loan Funded
Shares acquired. These shares have vested in March 2020 but remain unexercised
at 30 June 2021.
No new Loan Funded Shares have been granted since FY2019.
REMUNERATION REPORT – AUDITED for the year ending 30 June 2021Acrow Annual Report 2021 29
Long Term Variable Remuneration Plan (LTVR)
Aspect
Plan Rules, Offers and Comments
Exercise of Grants
Participants will be required to submit an Exercise Notice in respect of Options, in
order to convert them to Shares, as well as the payment of the Exercise Price in
respect of each Option exercised. For the FY2020 grants, the exercise price is 40c.
Disposal Restrictions etc.
Cessation of Employment
Performance Rights will be automatically exercised on the date the Vesting
Notification which will be issued if the performance conditions and hurdles are met.
No amount is payable by KMP on the exercise of Performance Rights.
Options and/or Performance Rights granted under this Plan may not be assigned,
transferred, encumbered with a Security Interest in or over them, or otherwise
disposed of by a Participant, unless the consent of the Board is obtained, or due to
the force of law in the case of the death of a Participant. The Board has discretion
to determine the disposal restrictions attaching to Share Awards, Loan Funded
Shares or Plan Shares (resulting from vesting and exercise of grants) as part of the
Invitation terms.
In the event of cessation of employment in the circumstances of a “Bad Leaver”
(resignation or termination for cause), all unvested entitlements will be forfeited.
In other circumstances, the treatment of unvested awards will be dealt with as
determined by the Board.
In the case of outstanding loans related to Loan Funded Shares, a Bad Leaver
must repay the loan by the date of the cessation of employment. In other
cases of termination, the Participant will have six months from the date of the
termination, to repay the loan. If these requirements are not satisfied the Loan
Shares are surrendered.
Change of Control of the
Company (CoC)
If in the opinion of the Board a change of control event has occurred, or is likely
to occur;
a) Performance Rights granted will vest to the extent that the performance period
has elapsed, and to the extent performance conditions have been met (may
involve a pro-rata calculation), with the remainder lapsing,
b) Options may be subject to accelerated vesting in the sole discretion of the
Board, and
c) Share Awards or Loan Funded Shares which do not vest will automatically be
surrendered by the Participant, and any that do not lapse, and which are subject
to an outstanding loan will be subject to the requirement of the loan being repaid
by the date of the CoC.
Fraudulent or Dishonest
Actions
If the Board takes the view that a Participant has acted fraudulently, dishonestly,
or wilfully breaches their duties to the group, the Board has discretion to determine
that unvested or unexercised awards are forfeited.
■ The LTVR should be based on Performance Rights or Options (which may include Loan Funded Shares
arrangements) that produce a benefit for Participants when performance objectives are met (which may
include increasing Share price),
■ The measurement period for long term incentives should be at least two years,
■ A termination of employment will trigger a forfeiture of some, or all of the long-term incentives held by an
executive in respect of which performance conditions and hurdles have not yet been met, depending upon the
circumstances of the termination. The Board retains discretion to trigger or accelerate payment or vesting of
incentives provided the limitation on termination benefits as outlined in the Corporations Act are not breached.
Acrow Annual Report 2021 30
4.7 SECURITIES TRADING POLICY
The Company’s Securities Trading Policy applies to Directors and executives classified as KMP (including their
relatives and associates), those employees working closely with KMP, employees nominated by the Board, or any
other employee holding inside information. It sets out the guidelines for dealing in any type of Company Securities
by persons covered by the policy, and the requirement for the Company to be notified within 2 business days of
any dealing. It also summarises the law relating to insider trading which applies to everyone at all times. Under
the current policy, those covered by the policy may not trade during a “blackout period” or when they hold inside
information (subject to exceptional circumstances arrangements, see the policy on the Company website). The
following periods in a year are “blackout periods” as defined in the policy:
■ 2 weeks prior to the release of the Company’s half year results,
■ From the financial year balance date until 24 hours following the release of the Company’s preliminary full year
results (Appendix 4E),
■ Within 24 hours of release of price sensitive information to the market, and
■ another date as declared by the Board (“ad-hoc”).
4.8 EXECUTIVE REMUNERATION ENGAGEMENT POLICY AND PROCEDURE
The Company has adopted an executive remuneration engagement policy and procedure to manage the
interactions between the Company and ERCs, to ensure their independence and that the Remuneration Committee
will have clarity regarding the extent of any interactions between management and the ERC. This policy enables the
Board to state with confidence whether the advice received has been independent, and why that view is held. The
Policy states that ERCs are to be approved and engaged by the Board before any advice is received, and that such
advice may only be provided to a non-executive director. Interactions between management and the ERC must be
approved and will be overseen by the Remuneration Committee when appropriate. Refer to section 13.
4.9 VARIABLE EXECUTIVE REMUNERATION – THE SHORT-TERM INCENTIVE BONUS PLAN
Short Term Incentive Plan (STIP)
Aspect
Purpose
Plan, Offers and Comments
The short-term incentive bonus plan’s purpose is to give effect to an element of
remuneration. This element of remuneration reinforces a performance focussed
culture, encourages teamwork and co-operation among executive team members
and maintains a stable executive team by helping retain key talent. These objectives
aim to be achieved by a simple plan that rewards participants for their performance
during a 12-month period.
Measurement Period
The Company’s financial year (12 months). For the year ended 30 June 2021, the
measurement period was from 1 July 2020 to 30 June 2021.
Award Opportunities
The CEO was offered an opportunity of up to 50% of Fixed Package which is
based on achieving a range of measurable KPI’s which are predominately based
on achieving EBITDA targets and strategic goals, shareholder return and net debt
reduction, working capital improvement and meeting safety standards. For other
KMP Executives, their individual KPI’s are determined by the CEO in collaboration
with the Board.
Performance
Assessments and Award
Outcomes
Performance assessments are undertaken by the CEO in relation to other Senior
Executives who then make recommendations to the Board, and by the Board in
relation to the CEO. The Board has discretion to vary the recommendations of the
CEO in determining final award outcomes.
REMUNERATION REPORT – AUDITED for the year ending 30 June 2021Acrow Annual Report 2021 31
Short Term Incentive Plan (STIP)
Aspect
Plan, Offers and Comments
Award Payment
Cessation of Employment
During a Measurement
Period
Assessments and award determinations are performed following the end of the
Measurement Period and the auditing of Company accounts. Awards will generally
be paid in cash in the September following the end of the Measurement Period.
They are to be paid through payroll with PAYG tax deducted as appropriate. There
are limited situations where awards may be satisfied through the issue of equity.
Deferral has not been introduced due to the mix of short term and long-term
incentives being appropriately weighted.
In the event of cessation of employment due to dismissal for cause, all entitlements
in relation to the Measurement Period are forfeited.
In the event of cessation of employment due to resignation, all entitlements in
relation to the Measurement Period are forfeited, unless the termination is classified
as “good leaver” in the discretion of the Board, in which case the Board may make
an award at the time of the termination, or assess outcomes at the normal time,
following the termination.
Change of Control of the
Company (CoC)
In the event of a Change of Control including a takeover, the Board has discretion
regarding the treatment of short-term incentive bonus opportunities.
Fraudulent or Dishonest
Actions
If the Board forms the view that a Participant has committed fraud, defalcation or
gross misconduct in relation to the Company then all entitlements in relation to the
Measurement Period will be forfeited by that participant.
4.10 VARIABLE EXECUTIVE REMUNERATION – LONG TERM VARIABLE REMUNERATION PLAN
(LTVR) – PERFORMANCE RIGHTS
The LTVR plan is an annual performance rights plan to which selected executives and KMP are invited to
participate at the Board’s discretion. The Company currently has two LTVR plans running which share the same
method but differ slightly in their hurdles and vesting criteria detailed in the table below. All of the 2021 and 2022
plans were granted in the form of performance rights directly linked to the performance of the Company, the
returns generated, and relative increases in shareholder wealth. This structure was used to ensure appropriate
alignment to shareholder value over a specified timeframe.
Long Term Variable Remuneration Plan (LTVR)
Aspect
Instrument
Purpose
Plan limit
Plan, Offers and Comments
Performance rights being a right to receive a share subject to performance and
vesting conditions.
To motivate executives to achieve the long term performance targets.
Performance rights issued under this plan rely on ASIC Class Order 14/1000.
This class order sets a maximum 5% limit over a rolling 3 year period. This limits
the number of performance rights the company can issue to what the company
reasonably expects to vest into shares in reliance upon the class order.
Acrow Annual Report 2021 32
Long Term Variable Remuneration Plan (LTVR)
Aspect
LTVR Value
Plan, Offers and Comments
The Board retains discretion to determine the LTVR to be offered each year.
2021 plan Invitations
A total of 8,746,950 performance rights have been granted in the 2021 plan and
subsequently 910,000 rights were cancelled due to employment termination. The
net performance rights on issue for the 2021 grant is 7,836,950.
KMP Steven Boland has been issued 1,102,000 performance rights in this plan with
a total fair value of $245,057.
KMP Andrew Crowther has been issued 550,000 performance rights in this plan
with a total fair value of $92,785.
2022 plan Invitations
A total of 9,293,000 performance rights have been granted in the 2022 plan and
subsequently 910,000 rights were cancelled due to employment termination. The
net performance rights on issue for the 2022 grant is 8,110,000.
KMP Steven Boland has been issued 1,102,000 performance rights in this plan with
a total fair value of $247,922.
KMP Andrew Crowther has been issued 550,000 performance rights in this plan
with a total fair value of $93,706.
Dividends
Tranches
No dividends are paid or accrued on unvested awards
2021 Plan:
■ 75% issue measured on Earnings per share (EPS) criteria specifically “Underlying
EBITDA / Average number of shares on issue”
■ 25% issue measured on Total Shareholder return (TSR) criteria. This compares
the share price and dividends through the measurement period to a custom
index of similar companies.
2022 Plan:
■ 75% issue measured on Earnings per share (EPS) criteria specifically “Underlying
EBITDA / Average number of shares on issue”
■ 25% issue measured on Total Shareholder return (TSR) criteria. This compares
the share price and dividends through the measurement period to a custom
index of similar companies.
REMUNERATION REPORT – AUDITED for the year ending 30 June 2021Acrow Annual Report 2021 33
Long Term Variable Remuneration Plan (LTVR)
Aspect
Plan, Offers and Comments
Performance hurdles
The vesting of the TSR Performance Rights will be determined by reference to the
following scale, in relation to the Measurement Period:
Performance Level
Company’s Annualised TSR
Compared to the Annualised
TSR of the customised index
% of Tranche
Vesting
Stretch and above
Index TSR + 200% TSR CAGR
100%
Between target and stretch
> 120% Index TSR
< 200% TSR CAGR
Pro-rata
Target
120% Index TSR
50%
Between threshold and target
> Index TSR, < 120% TSR CAGR
Pro-rata
Threshold
Below threshold
Index TSR
< Index TSR
0%
0%
TSR is the sum of Share price appreciation and dividends (assumed to be reinvested
in Shares) during the Measurement Period. It is annualised for the purposes of
the above vesting scale. CAGR is Compound Annual Growth Rate. The Company’s
annualised TSR will be compared with the annualised TSR of the Custom Index.
The vesting of the Tranche 2 Underlying EPS Performance Rights will be determined
by reference to the following scale, in relation to the Measurement Period:
Performance Level
Stretch and above
Underlying Earnings per share
(UEPS) CAGR
% of Tranche
Vesting
20%
Between target and stretch
> 8%, < 20%
Target
8%
Between threshold and target
> 5%, < 8%
Threshold
Below threshold
5%
< 5%
100%
Pro-rata
50%
Pro-rata
0%
0%
Underlying EPS growth will be calculated as the CAGR required for the Underlying
EPS in the year immediately prior to the commencement of the Measurement
Period to equal the Underlying EPS achieved in the final year of the Measurement
Period. The Underlying EPS will be calculated as follows for each year of
the calculation:
Acrow Annual Report 2021 34
Long Term Variable Remuneration Plan (LTVR)
Aspect
Plan, Offers and Comments
Performance hurdles
(continued)
Underlying EBITDA (UEBITDA) ÷ Time Weighted Average Issued Shares
■ Underlying EBITDA in any period relating to the plan will be signed off by the
Board. This will also include “base” capex budgeted to achieve the budgeted
underlying EBITDA.
■ Any capex acquired above budget will require the target underlying EBITDA
adjusted for the relevant measurement years at a required return of
40% weighted for the time available (i.e. above budget capex 40% return time
available during year).
■
If any M&A activity occurs, the underlying EBITDA will be adjusted in
consultation with the Board.
■ The Board has discretion regarding whether or not to approve adjustments
relating to Underlying EBITDA at each measurement period.
Options and Loan funded shares granted before FY2021
Conditions of issues have been included in previous Remuneration reports. For
KMP’s the vesting conditions include minimum service period of one year to four
years and various share price targets with exercise price of 20 cents to 50 cents.
In FY2021, Steven Boland had 340,000 units of options (with exercise price of
20 cents per unit) vested in FY2020 as a result of meeting two years of continuous
service period and share price reached 20 D-VWAP of 40 cents. He opted for
cashless exercise which resulted in 185,674 units of forfeiture and 154,326 units of
ordinary shares. For Andrew Crowther, 300,000 out of 1,200,000 units of options
(all with exercise price of 40 cents per unit) vested but remain unexercised after
one year of service period before reporting date. The remaining 900,000 units
consist of three further equal tranches vesting over two, three and four years of
service periods.
Gateway
TSR Performance Rights are not subject to a gate.
EPS Performance Rights are not subject to a Gate however, vesting above Target
in any years plan will be attained upon reaching TSR Targets subject to the Boards
discretionary approval.
Measurement Period and
vesting dates
2021 plan: 1 July 2019 to 30 June 2021 (2 years)
2022 plan: 1 July 20219 to 30 June 2022 (3 years)
Each grant is tested on the grant performance hurdles criteria at the end of the
measurement period.
Vesting for each successful tranche occurs only after the signed audited financial
statements are lodged with the Australian Stock Exchange relevant to each plan.
Retesting
Retesting is not contemplated under the Plan Rules.
Amount payable for
grants
Exercise of Grants
No amount is payable by participants for grants of Performance Rights
Participants will be required to submit an Exercise Notice in respect of vested
performance rights in order to convert them to Shares. Each Right has a Term
of 15 years from the Grant Date and if not exercised within that Term the Rights
will lapse.
REMUNERATION REPORT – AUDITED for the year ending 30 June 2021Acrow Annual Report 2021 35
Long Term Variable Remuneration Plan (LTVR)
Aspect
Plan, Offers and Comments
Performance
Assessments and Award
Outcomes
At the end of each performance period, the Remuneration and Nomination
Committee assesses the relevant performance measures and determines the
extent to which the awards should vest. Payment is made by the issuing or transfer
of shares.
Award Payment
Cessation of Employment
During a Measurement
Period
Assessments and award determinations are performed following the end of the
Measurement Period and the auditing of Company accounts. Awards will generally
be paid in cash in the September following the end of the Measurement Period.
They are to be paid through payroll with PAYG tax deducted as appropriate. There
are limited situations where awards may be satisfied through the issue of equity.
Deferral has not been introduced due to the mix of short term and long-term
incentives being appropriately weighted.
In the event of cessation of employment due to dismissal for cause, all entitlements
in relation to the Measurement Period are forfeited.
In the event of cessation of employment due to resignation, all entitlements in
relation to the Measurement Period are forfeited, unless the termination is classified
as “good leaver” in the discretion of the Board, in which case the Board may make
an award at the time of the termination, or assess outcomes at the normal time,
following the termination.
Change of Control
If a change of control occurs prior to the vesting of an award, then the Board may
determine in its absolute discretion whether all or some of a participant’s unvested
award vest, lapse, is forfeited, or continues.
5 PROFORMA EXECUTIVE REMUNERATION FOR FY2021 (NON-
STATUTORY DISCLOSURE) – UNAUDITED
The disclosures required under the Corporations Act (including regulations) and prepared in accordance with
applicable accounting standards, do not provide shareholders with an understanding of the intended remuneration
in a given year. For example, the LTVR disclosed is not reflective of the remuneration opportunity for the year
being reported on, due to the requirements of AASB2. Therefore, the following table is provided to ensure that
shareholders have an accurate understanding of the Board’s intention regarding the remuneration offered to
executives during FY2021. The values presented reflect the remuneration for a full year i.e. ignoring any part-year
reporting impact.
Position
Incumbent
Executive Director and
Chief Executive Officer Steven Boland
Fixed
Package
including
Super1
Temporary
relocation2
Target STI3
LTVR
Opportunity
Total Value
of Package
$550,000
$225,482
$275,000
$492,980
$1,543,462
Director
Margaret Prokop
$224,942
Chief Financial Officer
Andrew Crowther
$321,003
–
–
–
–
$224,942
$90,000
$186,491
$597,494
1 Package includes car allowance and superannuation.
2 Includes the cost of rent and related Fringe Benefits tax.
3 With Steven Boland (CEO), STI is capped at 50% of his package; with Andrew Crowther (CFO) STI is capped at 30% of his package
subject to achieving individual KPIs and performance targets.
Acrow Annual Report 2021 36
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D
REMUNERATION REPORT – AUDITED for the year ending 30 June 2021Acrow Annual Report 2021
37
7 PERFORMANCE OUTCOMES FOR FY2021
7.1 COMPANY PERFORMANCE
The following outlines the performance of the Company over the FY16 and FY2021 period in accordance with the
requirements of the Corporations Act:
Corporate Performance Measures
ST change in Shareholder
Value over 1-year value
(SP increase + Dividends)
FY End Date
Revenue
after Tax Share Price
Profit/(loss)
Change in
Share Price
Total
Dividend
per Share3
Amount
30 June 2021
$94,608,887
$3,962,998
$0.375
$0.060
$0.026
$0.086
30 June 2020
$81,681,600 $3,013,023
$0.315
$0.015
$0.010
$0.025
30 June 2019
$68,858,910 $4,948,715
$0.300
$0.010
$0.015
$0.025
30 June 20181
$15,478,995 $10,510,658
$0.290
$0.170
30 June 2017
$0
$(613,395)
$0.120
$(0.06)
30 June 20162
$0 $8,468,607
$0.180
n/a
Nil
Nil
Nil
$0.170
$(0.06)
n/a
%
27%
8%
9%
142%
(33%)
n/a
1 The above 30 June 2018 represents three-months consolidated result since Acrow’s acquisition of the Acrow Holdings Group from
April 18 to June 18.
2 The Company was not listed between July 2013 to April 2016 and hence no further historical results provided.
3 Dividends used are the cash amount (post franking).
7.2
LINKS BETWEEN PERFORMANCE AND REWARD INCLUDING STI AND LTVR DETERMINATIONS
The remuneration of executive KMP is intended to be composed of three parts as outlined earlier, being:
■ Fixed Package, which is not intended to vary with performance, but which tends to increase as the scale of the
business increases (i.e. following success),
■ STI which is intended to vary with indicators of annual Company and individual performance, and
■
LTVR which is also intended to deliver a variable reward based on long-term measures of
Company performance.
If STI is achieved, it is paid after the end of the financial period it related to. This level of potential award was
considered appropriate under the STI process as it stood at the time, and strongly linked to performance.
Following the end of FY2021, reports on the Company’s activities during the year were prepared for the Board. The
Board then assessed the extent to which expectations had been met or exceeded in relation to the Company and
each role, to calculate the total award payable. This included assessed NPAT, underlying EBITDA and EPS growth.
This method of performance assessment was chosen because under the circumstances of capital raising and with
the Company’s business plans needing to be responsive to unexpected circumstances.
During the reporting period, grants of equity were made in relation to the LTVR scheme as part of remuneration for
FY2020 but did not vest due to the presence of the long-term measurement period and vesting conditions that are
yet to be completed/assessed.
Acrow Annual Report 2021 38
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F
REMUNERATION REPORT – AUDITED for the year ending 30 June 2021Acrow Annual Report 2021
49
The treatment of incentives in the case of termination is addressed in separate sections of this report that give
details of incentive design.
On appointment to the Board, all non-executive directors enter into a service agreement with the Company in the
form of a letter of appointment. The letter summarises the Board policies and terms, including compensation
relevant to the office of the director. No contracts apply to the appointment of non-executive KMP.
12 OTHER REMUNERATION RELATED MATTERS
The following outlines other remuneration related matters that may be of interest to stakeholders, in the interests
of transparency and disclosure:
■ Other than in the case of grants of Loan Funded Shares, there were no loans to Directors or other KMP at any
time during the reporting period, and
■ Other transactions with KMP:
As with the previous year, the Company leases a number of industrial and commercial properties from
Margaret Prokop’s personal companies (MRP Property, MRP Property QLD & MRP Superannuation) through
the Natform subsidiaries. Rental and related out-going payments to these companies amounted to $852,581
(2020: $740,158).
13 EXTERNAL REMUNERATION CONSULTANT ADVICE
During the reporting period, the Board engaged external remuneration consultants to provide KMP remuneration
recommendations relating to remuneration post the date of this report including the long-term variable
remuneration referred to in subsequent events in the Directors Report.
The Board reviewed the recommendations from the ERC directly and independent of executive management and
are satisfied the recommendations were made free of undue influence of the relevant KMP’s.
The Board has adopted a policy to govern any such future engagements, the details of which will be disclosed in
future Remuneration Reports should they arise.
End of audited Remunerations Report.
Acrow Annual Report 2021 50
STATEMENT OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME for the year ended 30 June 2021
In dollars
Continuing operations
Revenue
Other income
Personnel expenses
Sub-contract labour costs
Inventory purchased, net of changes in finished goods
Depreciation
IT and telecommunication expenses
Freight costs
Insurance expenses
Gain on fair value of derivatives
Contingent consideration related to Uni-span acquisition
Other expenses
Profit before net finance costs and income tax
Finance income
Finance costs
Net finance costs
Profit before income tax
Income tax benefit/(expense)
Profit from continuing operations
Other comprehensive income
Note
2021
2020
(Restated)
4
5
6
7
8
94,608,887
81,681,600
6,552,430
2,096,471
(36,585,402)
(26,534,361)
(16,646,962) (18,529,985)
(18,276,344) (13,407,935)
(11,563,598)
(9,639,607)
(1,542,961)
(1,267,705)
(1,664,296)
(1,339,966)
(813,199)
(829,981)
350,000
100,000
(148,264)
–
(4,822,433)
(7,267,175)
9,447,858
5,061,356
–
37,211
(3,305,705)
(2,405,937)
(3,305,705)
(2,368,726)
6,142,153
2,692,630
(2,179,155)
320,705
3,962,998
3,013,335
Items that may be reclassified to profit / (loss)
Foreign operations – foreign currency translation differences
(1,407)
(312)
Total comprehensive income for the year
3,961,591
3,013,023
Earnings per share from continuing operations
Basic EPS (cents per share)
Diluted EPS (cents per share)
24
24
1.82
1.77
1.55
1.54
The above statement should be read in conjunction with the accompanying notes.
Acrow Annual Report 2021 STATEMENT OF FINANCIAL POSITION
as at 30 June 2021
51
In dollars
Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Contract assets
Prepayments and other assets
Assets held for sale
Total current assets
Non-current assets
Property, plant and equipment
Right-of-use lease assets
Goodwill and intangible assets
Other assets
Total non-current assets
Total assets
Current liabilities
Bank overdraft
Trade payables
Other payables
Financial liability
Employee benefits
Lease liabilities
Loans and borrowings
Current tax liabilities
Liabilities associated with assets held for sale
Total current liabilities
Non-current liabilities
Other payables
Employee benefits
Lease liabilities
Loans and borrowings
Provisions
Deferred income tax liability
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Retained earnings
Total equity
Note
2021
2020
(Restated)
9
10
11
12
12
13
14
15
16
12
9
17
17
30
18
15
19
21
13
17
18
15
19
20
21
1,754,622
7,238,511
24,611,736
17,014,660
8,958,554
5,577,745
775,168
239,747
3,618,377
2,115,493
66,507
72,854
39,784,964
32,259,010
83,008,854
76,038,493
28,808,936
32,393,595
7,428,704
7,428,704
–
99,411
119,246,494
115,960,203
159,031,458
148,219,213
1,865,938
–
25,122,155
16,234,858
3,486,289
3,492,952
–
350,000
4,639,524
4,129,727
4,645,552
3,420,761
7,898,384
5,981,098
310,331
61,453
556,301
67,317
48,029,626
34,233,014
–
3,331,309
611,541
595,571
27,396,387
30,729,513
14,440,464
15,837,398
469,274
469,274
6,596,723
4,727,900
49,514,389
55,690,965
97,544,015
89,923,979
61,487,443
58,295,234
22
46,703,384
45,674,176
3,026,437
914,264
11,757,622
11,706,794
61,487,443
58,295,234
The above statement should be read in conjunction with the accompanying notes.
Acrow Annual Report 2021 52
STATEMENT OF CHANGES IN EQUITY
for the year ended 30 June 2021
In dollars
Share based
option
payments
reserve
Foreign
currency
translation
reserve
Share
capital
Retained
earnings
Total
equity
Balance at 30 June 2019
34,814,339
2,006,033
56,030
10,443,796
47,320,198
Total comprehensive income for the period
Profit for the period
Other comprehensive income
Total comprehensive income
–
–
–
Transactions with owners of the Company
Shares issued under at capital
raising net of costs
Shares issued under acquisition
agreements
Performance rights converted to
shares, net of costs
4,949,090
3,050,000
2,454,140
(2,475,000)
Dividends paid to shareholders
–
Shares issued under dividend
reinvestment plan (DRP)
Equity settled share based
payments
341,661
–
1,345,059
Options exercised
64,946
(17,546)
Total transactions with owners
of the company
10,859,837
(1,147,487)
Total comprehensive income for the year
Profit for the year
Other comprehensive income
Total comprehensive income
Transactions with owners of the company
Dividends paid to shareholders
Shares issued under dividend
reinvestment plan (DRP)
Equity settled share based
payments
–
–
–
–
766,913
–
2,245,520
Options exercised
262,295
(131,940)
Total transactions with owners
of the company
1,029,208
2,113,580
–
–
–
–
–
–
–
–
–
–
–
–
–
3,013,335
3,013,335
(312)
–
(312)
(312)
3,013,335
3,013,023
–
–
–
–
–
–
–
–
–
–
–
4,949,090
3,050,000
(20,860)
(1,750,337)
(1,750,337)
–
–
–
341,661
1,345,059
47,400
(1,750,337)
7,962,013
–
3,962,998
3,962,998
(1,407)
–
(1,407)
(1,407)
3,962,998
3,961,591
–
–
–
–
–
(3,912,170)
(3,912,170)
–
–
–
766,913
2,245,520
130,355
(3,912,170)
(769,382)
Balance at 30 June 2020
45,674,176
858,546
55,718
11,706,794
58,295,234
Balance at 30 June 2021
46,703,384
2,972,126
54,311
11,757,622
61,487,443
The above statement should be read in conjunction with the accompanying notes.
Acrow Annual Report 2021 STATEMENT OF CASH FLOWS
for the year ended 30 June 2021
53
In dollars
Cash flows from operating activities
Receipts from customers
Receipts on lease revenue
Payments to suppliers and employees
Finance income
Income tax paid
Net cash inflow from operating activities
Cash flows from investing activities
Note
2021
2020
(Restated)
46,116,027
46,787,554
46,429,610
40,919,467
(79,665,777)
(74,417,946)
–
37,211
(556,302)
–
12,323,558
13,326,285
Proceeds from disposal of property, plant and equipment
11,134,735
5,302,646
Purchase of property, plant and equipment
14
(17,409,883)
(13,101,140)
Consideration paid for controlled entities, net of cash acquired
– (12,182,477)
Deferred payment on acquisitions
Net cash outflow from investing activities
Cash flows from finance activities
Proceeds from issue of shares
Capital raising costs
Proceeds from exercise of options, net of costs
Proceeds from borrowings
Repayment of borrowings
Repayment of lease liabilities
Dividends paid net of DRP
Finance costs paid
Net cash (outflow)/inflow from financing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents as at 1 July 2020
Effect of exchange rate fluctuations on cash held
Cash and cash equivalents at the end of the year
17
(3,567,944)
(2,250,000)
(9,843,092) (22,230,971)
–
–
5,200,000
(271,771)
130,355
47,400
6,793,284
19,915,010
(6,272,932)
(5,035,606)
15
22
(4,198,952)
(3,299,167)
(3,145,257)
(1,408,676)
(3,136,790)
(2,293,610)
(9,830,292) 12,853,580
(7,349,826)
3,948,894
7,238,511
3,289,617
(1)
–
(111,316)
7,238,511
The above statement should be read in conjunction with the accompanying notes.
Acrow Annual Report 2021 54
CONTENTS
1
Reporting entity
Basis of preparation
Significant accounting policies
Revenue
Other income
Other expenses
Finance income and finance costs
Income tax benefit/(expense)
Cash and cash equivalents
Trade and other receivables
Inventories
Prepayments and other assets
Assets and liabilities held for sale
Property, plant and equipment
Leases
Goodwill and intangible assets
Trade and other payables
Employee benefits
Loans and borrowings
Provisions
Deferred income tax liability and tax liability 75
Issued capital
Capital management
Earnings per share
Capital commitments
Reconciliation of cash flows from
operating activities
Remuneration of auditors
Key management personnel and
related parties
Share based payments
Financial risk management
Group entities
Operating segments
Parent entity disclosures
Deed of cross guarantee
Subsequent events
76
77
77
78
79
80
81
81
84
88
88
91
92
94
54
54
56
64
65
65
65
66
66
66
67
67
68
68
69
71
72
73
73
74
1. REPORTING ENTITY
Acrow Formwork and Construction Services Limited
(Acrow or the Group) is a limited company incorporated
in Australia and whose shares are traded on the
Australian Securities Exchange under the issuer
code “ACF”.
The consolidated financial statements of Acrow for the
year ended 30 June 2021 comprise of the Company
and its controlled entities (the Group).
The Group is a for-profit entity and is primarily involved
in the hire and sale of falsework, formwork, scaffolding
and screen equipment, and other construction services.
Acrow’s Annual Reports for prior reporting periods are
available upon request from the Group’s registered
office located at Level 5, 126 Phillip Street, Sydney NSW
2000, Australia or at www.acrow.com.au.
2. BASIS OF PREPARATION
(A) BASIS OF ACCOUNTING
The consolidated financial statements are general
purpose financial statements which have been
prepared in accordance with Australian Accounting
Standards (AASBs) adopted by the Australian
Accounting Standards Board (AASB) and the
Corporations Act 2001.
The consolidated financial statements comply with
International Financial Reporting Standards (IFRS)
adopted by the International Accounting Standards
Board (IASB) and were authorised for issue by the
Board of Directors on 28 September 2021.
Details of the Group’s significant accounting policies
are included in note 3.
(B) BASIS OF MEASUREMENT
The consolidated financial statements have been
prepared on accrual basis and are based on historical
costs, modified where applicable by the measurement
at fair value.
FUNCTIONAL AND PRESENTATION
(C)
CURRENCY
The consolidated financial statements are
presented in Australian dollars, which is the Group’s
functional currency.
(D) USE OF ESTIMATES AND JUDGEMENTS
The preparation of consolidated financial statements in
conformity with AASBs requires management to make
judgements, estimates and assumptions that affect
the application of accounting policies and the reported
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 55
amounts of assets, liabilities, income and expenses.
Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on
an ongoing basis. Revisions to accounting estimates
are recognised in the period in which the estimates are
revised and in any future periods affected.
In particular, information about significant areas of
estimations, uncertainties and critical judgements
in applying accounting policies that have the most
significant effect on the amounts recognised in the
consolidated financial statements include the following:
Accounting estimate and judgements
Note
Revenue
Income tax (benefit)/expense
Trade and other receivables
Inventories
Property, plant and equipment
Leases
Goodwill and intangible assets
Employee benefits
Provisions
Deferred income tax liability
Share based payments
4
8
10
11
14
15
16
18
20
21
29
The accounting policies below have been applied
consistently to all periods presented in these
consolidated financial statements and have been
applied consistently by the Group.
(E)
COMPARATIVE INFORMATION
Where applicable, comparative information is
reclassified to comply with disclosure requirements and
improve comparability.
In the Statement of Profit or Loss and Other
Comprehensive Income, the revenue for the year ended
30 June 2020 has not changed, but the expenses have
been restated by nature to be in line with FY 2021’s.
Impact to the net profit is nil.
The Statement of Financial Position has also been
reclassified to show Contract assets separately which
was disclosed under Prepayment and other assets in
prior years, no change to the net asset position.
The related disclosure notes have been restated to
reflect the corresponding changes.
The effect of the above changes was not considered
to be material with respect to AASB108: Accounting
Policies, Changes in Accounting Estimates and Errors.
With Earning per shares, FY 2020’s Profit excluding
significant items has been restated to include the
net impact of AASB 16 Leases adoption so that it is
comparable to FY2021’s, see details in note 6.
(F) WORKING CAPITAL DEFICIENCY
The Statement of Comprehensive Income shows a
profit for the period of $3,962,998 (2020: $3,013,335).
The Statement of Financial Position shows that as
at 30 June 2021, current liabilities exceeded current
assets by $8,244,662 (June 2020: net current liability
position of $1,974,004) for the Group.
The increase in deficit arises due predominantly to
the following:
(i) The current loans and borrowings increased from
$5,981,098 at 30 June 2020 to $7,898,384 as at
June 2021 being an increase of $1,917,286. In
addition, current lease liabilities increased from
$3,420,761 at 30 June 2020 to $4,645,552 being an
increase of $1,224,791.
(ii) Purchases of plant and equipment of $17,409,884
during the period ($13,101,140 in the prior
comparable period) was financed through the use
of cash and an increase in trade creditors. Trade
creditors have increased from $16,234,858 at
30 June 2020 to $25,122,155 as at 30 June 2021,
partially offset by the increase in prepayment
from $2,355,240 to $4,393,545 for the same
comparable period.
The group refinanced in May 2021 which increased its
headroom at year end to $12,523,224 and total facility
from $23,878,521 at 30 June 2020 to $36,168,000
same date this year (see note 19) and raised capital of
$10.5m in July 2021.
In addition, the directors are confident the company
has a number of alternative funding options available
if required to cover the deficit including operating cash
flows that will be received off the capital expenditure
undertaken during the period. Total operating cash
flows for the year was $12,352,676. The group has also
the ability if required to divest existing idle property
plant and equipment and significantly reduce its capital
expenditure. Total written down value of property plant
and equipment at 30 June 2021 was $83,008,854 and
total net assets as at 30 June 2021 was $61,487,443.
Acrow Annual Report 2021 56
2. BASIS OF PREPARATION (CONTINUED)
As a result, the directors have concluded as to the
appropriateness of preparing the financial statements
on a going concern basis.
effect of those differences may significantly impact
accounting estimates included in these consolidated
financial statements.
(G) ROUNDING
Acrow is a company of the kind referred to in the
Australian Securities and Investments Commission
(ASIC) Corporations (Rounding in Financial/Directors’
Reports) Instrument 2016/191, dated 24 March 2016
and in accordance with that Legislative Instrument,
amounts in these consolidated financial statements
have been rounded off to the nearest dollar and are
shown as such, unless stated otherwise.
3. SIGNIFICANT ACCOUNTING
POLICIES
(A) BASIS OF CONSOLIDATION
The consolidated financial statements have been
prepared by aggregating the financial statements of
all the entities that comprise the Group, being Acrow
Formwork and Construction Services Limited and its
controlled entities.
(H) COVID-19 IMPACT
The ongoing COVID-19 pandemic has increased the
estimation uncertainty in the preparation of these
consolidated financial statements. The estimation
uncertainty is associated with:
(i) The extent and duration of the disruption
to businesses arising from the actions by
governments, businesses and consumers to
contain the spread of the virus;
(ii) The extent and duration of the expected economic
downturn. This includes the disruption to capital
markets, deteriorating availability of credit, liquidity
concerns, increasing unemployment, declines in
consumer discretionary spending, reductions in
production because of decreased demand, and
other restructuring activities; and
(iii) The effectiveness of government and central bank
measures that have and will be put in place to
support businesses and consumers through this
disruption and economic downturn.
The Group has developed estimates in these
consolidated financial statements based on forecasts
of economic conditions which reflect expectations
and assumptions as at 30 June 2021 about future
events that the Directors believe are reasonable in
the circumstances.
There is a considerable degree of judgement involved
in preparing forecasts.
The underlying assumptions are subject to
uncertainties which are often outside the control of
the Group.
Accordingly, actual economic conditions are likely
to be different from those forecast since anticipated
events frequently do not occur as expected, and the
All inter-entity balances and transactions are eliminated
in these consolidated financial statements.
(i)
Business combinations
Business combinations are accounted for using the
acquisition method as at the acquisition date, which is
the date on which control is transferred to the Group.
Control is the power to govern the financial and
operating policies of an entity so as to obtain benefits
from its activities. In assessing control, the Group takes
into consideration potential voting rights that currently
are exercisable.
The Group measures goodwill at the acquisition
date as:
■
■
■
the fair value of the consideration transferred; plus
the recognised amount of any non-controlling
interests in the acquiree; plus, if the business
combination is achieved in stages, the fair value of
the existing equity interest in the acquiree; less
the net recognised amount (generally fair
value) of the identifiable assets acquired and
liabilities assumed.
When the excess is negative, a bargain purchase gain
is recognised immediately in the statement of profit
or loss.
The consideration transferred does not include
amounts related to the settlement of pre-existing
relationships. Such amounts are generally recognised
in the statement of profit or loss.
Costs related to the acquisition, other than those
associated with the issue of debt or equity securities
that the Group incurs in connection with a business
combination are expensed as incurred.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 57
Any contingent consideration payable is recognised
at fair value at the acquisition date. If the contingent
consideration is classified as equity, it is not
remeasured, and settlement is accounted for within
equity, otherwise subsequent changes to the fair value
of the contingent consideration are recognised in the
statement of profit or loss.
(ii)
Subsidiaries
Financial assets and liabilities are offset and the net
amount presented in the statement of financial position
when, and only when, the Group has a legal right to
offset the amounts and intends to either to settle on a
net basis or to realise the asset and settle the liability
simultaneously.
The Group has the following non-derivative financial
assets: receivables and cash and cash equivalents.
Subsidiaries are entities controlled by the Group. The
financial statements of subsidiaries are included in the
consolidated financial statements from the date that
control commences until the date that control ceases.
(B)
FOREIGN CURRENCY
Transactions in foreign currencies are translated to the
functional currency of the Group at exchange rates at
the dates of the transactions.
Monetary assets and liabilities denominated in foreign
currencies at the reporting date are retranslated to the
functional currency at the exchange rate at that date.
The foreign currency gain or (loss) on monetary
items is the difference between amortised cost in the
functional currency at the beginning of the period,
adjusted for effective interest and payments during
the period, and the amortised cost in foreign currency
translated at the exchange rate at the end of the year.
Foreign currency differences arising on retranslation
are recognised in the statement of profit or loss,
except for qualifying cash flow hedges to the extent
the hedge is effective, which are recognised in other
comprehensive income.
(C)
FINANCIAL INSTRUMENTS
(i)
Non-derivative financial assets
The Group initially recognises receivables on the date
that they are originated. All other financial assets
(including assets held at fair value through profit
or loss) are recognised initially on the trade date at
which the Group becomes a party to the contractual
provisions of the instrument.
The Group derecognises a financial asset when
the contractual rights to the cash flows from the
asset expire, or it transfers the rights to receive the
contractual cash flows on the financial asset in a
transaction in which substantially all the risks and
rewards of ownership of the financial asset are
transferred. Any interest in transferred financial assets
that is created or retained by the Group is recognised
as a separate asset or liability.
Receivables
A receivable is recognised when goods are collected
or delivered as this is the point in time that the
consideration is unconditional because only the
passage of time is required before the payment is due.
Receivables are financial assets with fixed or
determinable payments that are not quoted in an
active market. Such assets are recognised initially
at the transaction price plus any directly attributable
transaction costs. Subsequent to initial recognition,
receivables are measured at amortised cost using the
effective interest method, less any impairment losses.
Cash and cash equivalents
Cash and cash equivalents comprise cash at bank,
cash on hand and cash equivalents, net of bank
overdrafts. Cash equivalents represent highly liquid
investments which are readily convertible to cash.
(ii)
Non-derivative financial liabilities
The Group initially recognises debt securities issued
on the date that they are originated. All other financial
liabilities (including liabilities held at fair value through
profit or loss) are recognized initially on the trade date
at which the Group becomes a party to the contractual
provisions of the instrument.
The Group derecognizes a financial liability when its
contractual obligations are discharged or cancelled
or expire.
Financial liabilities are recognized initially at fair value
plus any directly attributable transaction costs.
Subsequent to initial recognition, financial liabilities are
measured at amortized cost using the effective interest
rate method.
Financial liabilities comprise loans and borrowings,
trade and other payables.
Bank overdrafts that are repayable on demand and
form an integral part of the Group’s cash management
are included as a component of cash and cash
equivalents for the purpose of the statement of
cash flows.
Acrow Annual Report 2021 58
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(iii)
Issued capital
Ordinary shares
Ordinary shares are classified as equity. Incremental
costs directly attributable to the issue of ordinary
shares and share options are recognised as a
deduction from equity, net of any tax effects.
(D) PROPERTY, PLANT AND EQUIPMENT
(i)
Recognition and measurement
Items of property, plant and equipment are measured at
cost less accumulated depreciation and accumulated
impairment losses.
Cost includes expenditure that is directly attributable
to the acquisition of the asset. The cost of
self-constructed assets includes the cost of materials
and direct labour, any other costs directly attributable
to bringing the assets to a working condition for their
intended use, the costs of dismantling and removing
the items and restoring the site on which they are
located, and capitalised borrowing costs (see below).
Cost also may include transfers from other
comprehensive income of any gain or (loss) on
qualifying cash flow hedges of foreign currency
purchases of property, plant and equipment.
Purchased software that is integral to the functionality
of the related equipment is capitalised as part of
that equipment.
When parts of an item of property, plant and equipment
have different useful lives, they are accounted for as
separate items (major components) of property, plant
and equipment.
The gains and (losses) on disposal of an item of
property, plant and equipment are determined by
comparing the proceeds from disposal with the
carrying amount of property, plant and equipment
and are recognised net within other income or other
expenses in the statement of profit or loss.
(ii)
Subsequent costs
The cost of replacing a component of an item of
property, plant and equipment is recognised in the
carrying amount of the item if it is probable that
the future economic benefits embodied within the
component will flow to the Group, and its cost can
be measured reliably. The carrying amount of the
replaced part is derecognised. The costs of the
day-to-day servicing of property, plant and equipment
are recognised in the statement of profit or loss
as incurred.
(iii)
Depreciation
Depreciation is based on the cost of an asset less its
residual value. Significant components of individual
assets are assessed and if a component has a useful
life that is different from the remainder of that asset,
that component is depreciated separately.
Depreciation is recognised in the statement of profit or
loss on a straight-line basis over the estimated useful
lives of each component of an item of property, plant
and equipment.
Right-of-use lease assets are depreciated over the
shorter of the lease term and useful life, on a straight-
line basis, unless it is reasonably certain that the Group
will obtain ownership by the end of the lease term.
The expected useful lives for depreciation purposes are
as follows:
■ Hire equipment
13 – 33 years
■
Leasehold improvements
over the lease term
■ Plant and equipment
3 – 20 years
Depreciation methods, useful lives and residual values
are reviewed at each financial year end and adjusted
if appropriate.
(iv)
Hire equipment loss provision
A hire equipment loss provision is recognised to cover
the expected loss of equipment on hire. The provision
is based on historical experience of unrecoverable
losses incurred on the return of hire equipment
from customers.
(E)
(i)
INTANGIBLE ASSETS
Goodwill
All business combinations are accounted for by
applying the acquisition method. Goodwill represents
the difference between the cost of the acquisition and
the fair value of the net identifiable assets acquired.
Goodwill is stated at costs less any accumulated
impairment losses.
(F)
INVENTORIES
Inventories are measured at the lower of cost and net
realisable value.
The cost of inventories is based on the weighted
average cost principle, and includes expenditure
incurred in acquiring the inventories, production or
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 59
conversion costs and other costs incurred in bringing
them to their existing location and condition.
Net realisable value is the estimated selling price in the
ordinary course of business, less the estimated costs
of completion and selling expenses.
When a subsequent event causes the amount of
impairment loss to decrease, the decrease is reversed
through the statement of Profit or loss and Other
Comprehensive Income.
(ii)
Non-financial assets
(G)
IMPAIRMENT
(i)
Non-derivative financial assets
Non-derivative financial assets comprise trade and
other receivables and cash and cash equivalents.
Non-derivative financial instruments excluding financial
assets at fair value in profit or loss are recognised
initially at fair value plus transaction costs. Subsequent
to initial recognition, non-derivative financial assets are
measured at amortised cost less impairment losses.
A financial asset is recognised if the Group becomes a
party to the contractual provisions of the asset.
Financial assets are derecognised if the Group’s
contractual rights to the cash flows from the financial
assets expire or if the Group transfers the financial
asset to another party without retaining control or
substantially all risks and rewards of the asset.
The Group recognises its financial assets at
either amortised cost or fair value, depending on
the contractual cash flow characteristics of the
financial assets.
The classification of financial assets that the Group
held at the date of initial application was based on the
facts and circumstances of the financial assets held at
that date.
Financial assets recognised at amortised cost are
measured using the effective interest method, net of
any impairment loss. Financial assets other than those
classified as financial assets recognised at amortised
cost are measured at fair value with any changes in fair
value recognised in the statement of profit or loss.
Receivables
For trade receivables, the Group has elected to apply a
simplified lifetime expected credit loss approach, which
includes consideration of customer specific factors and
actual credit loss experience.
The Group provides for a loss allowance equivalent
to the lifetime expected credit losses from initial
recognition of those receivables.
Losses are recognised in the Statement of Profit or
Loss and Other Comprehensive Income and reflected in
an allowance account against trade receivables.
The carrying amounts of the Group’s non-financial
assets, other than inventories and deferred tax assets,
are reviewed at each reporting date to determine
whether there is any indication of impairment, and if
any such indication exists, then the asset’s recoverable
amount is estimated.
For intangible assets, namely goodwill that have
indefinite useful lives or that are not yet available for
use, the recoverable amount is estimated each year at
the same time.
An impairment loss is recognised if the carrying
amount of an asset or its related cash-generating unit
(CGU) exceeds its estimated recoverable amount.
The recoverable amount of an asset or CGU is the
greater of its value in use and its fair value less costs
to sell. In assessing value in use, the estimated future
cash flows are discounted to their present value using
a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks
specific to the asset.
For the purpose of annual impairment testing
applicable to goodwill, such intangible assets that
cannot be tested individually are grouped together
into the smallest group of assets that generates
cash inflows from continuing use that are largely
independent of the cash inflows of other assets or CGU.
Impairment losses are recognised in the statement of
profit or loss.
Impairment losses recognised in respect of CGUs are
allocated to reduce the carrying amounts of assets in
the CGU (or group of CGUs) on a pro rata basis.
Impairment losses recognised in prior periods are
assessed at each reporting date for any indications that
the loss has decreased or no longer exists.
An impairment loss is reversed if there has been
a change in the estimates used to determine the
recoverable amount. An impairment loss is reversed
only to the extent that the asset’s carrying amount
does not exceed the carrying amount that would have
been determined, net of depreciation or amortisation, if
no impairment loss had been recognised.
Acrow Annual Report 2021 60
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
(H)
EMPLOYEE BENEFITS
(i)
Defined contribution plans
A defined contribution plan is a post-employment
benefit plan under which an entity pays fixed
contributions into a separate entity and will have no
legal or constructive obligation to pay further amounts.
Obligations for contributions to defined contribution
plans are recognised as an employee benefit expense
in the statement of profit or loss in the periods during
which services are rendered by employees.
Prepaid contributions are recognised as an asset to
the extent that a cash refund or a reduction in future
payments is available.
Contributions to a defined contribution plan that are
due more than 12 months after the end of the period in
which the employees render the service are discounted
to their present value.
(ii)
Other long-term employee benefits
The Group’s net obligation in respect of long-term
employee benefits other than defined benefit plans
is the amount of future benefit that employees have
earned in return for their service in the current and prior
periods plus related on-costs.
The benefit is discounted to determine its present value,
and the fair value of any related assets is deducted.
The discount rate is the yield at the reporting date on
high quality corporate bonds that have maturity dates
approximating the terms of the Group’s obligations.
The calculation is performed using the projected unit
credit method.
(iii)
Termination benefits
Termination benefits are recognised as an expense
when the Group is demonstrably committed, without
realistic possibility of withdrawal, to a formal detailed
plan to either terminate employment before the
normal retirement date, or to provide termination
benefits as a result of an offer made to encourage
voluntary redundancy.
Termination benefits for voluntary redundancies are
recognised as an expense if the Group has made an
offer of voluntary redundancy, it is probable that the
offer will be accepted, and the number of acceptances
can be estimated reliably.
If termination benefits are payable more than
12 months after the reporting period, the termination
benefits are discounted to their present value.
(iv)
Short-term benefits
Short-term employee benefit obligations are measured
on an undiscounted basis and are expensed as the
related service is provided.
A liability is recognised for the amount expected to be
paid under short-term cash bonus or profit-sharing
plans if the Group has a present legal or constructive
obligation to pay this amount as a result of past service
provided by the employee and the obligation can be
estimated reliably.
(v)
Share-based payments
The Group provides benefits to selected employees
in the form of share-based payment transactions,
whereby employees render services in exchange
for options and/or performance rights over
ordinary shares.
The cost of the share-based payments is measured by
reference to the fair value at the date at which they are
granted and amortized over the expected vesting period
with a corresponding increase in share capital reserve.
If vesting periods or other vesting conditions apply,
the expense is allocated over the vesting period, based
on the best available estimate of the number of share
options expected to vest.
Non-market vesting conditions are included in
assumptions about the number of options that are
expected to become exercisable. Estimates are
subsequently revised if there is any indication that the
number of share options expected to vest differs from
previous estimates. Any adjustment to cumulative
share-based compensation resulting from a revision
is recognised in the current period. The number of
vested options ultimately exercised by holders does
not impact the expense recorded in any period. Upon
exercise of share options, the proceeds received, net of
any directly attributable transaction costs, are allocated
to share capital.
The fair value of share-based payments is appraised
at grant date in accordance with AASB 2 Share-based
Payments. These are independently determined using
a pricing model that considers the exercise price, the
terms of the payment, the vesting and performance
criteria, the impact of the dilution, the non-tradeable
nature of the payment, the share price at grant date,
the expected price volatility of the underlying share,
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 61
the comparative share market indices, the expected
dividend yield and the risk-free interest rate for the term
of the share-based payment.
(I)
PROVISIONS
A provision is recognised if, as a result of a past event,
the Group has a present legal or constructive obligation
that can be estimated reliably, and it is probable that an
outflow of economic benefits will be required to settle
the obligation.
Provisions are determined by discounting the expected
future cash flows at a pre-tax rate that reflects current
market assessments of the time value of money and
the risks specific to the liability.
Project hire or “wet hire” revenue includes “dry hire”
revenue plus labour services, cartage services,
consumable sales and/or other services which are
recognised over time as services can be staged
progressively as they are rendered. These forms of
contracts may vary in scope; however, all project hire
has one common performance obligation, being the
provision of scaffolding structures to the customer
which includes the scaffolding equipment, the labour
on installation and dismantling, cartage (transport to
and from the customer) and any ancillary materials that
are required to fulfill the obligation.
To determine whether to recognise revenue, the Group
follows a 5-step process:
The unwinding of the discount is recognised as
finance cost.
(i)
Restructuring
A provision for restructuring is recognised when the
Group has approved a detailed and formal restructuring
plan, and the restructuring either has commenced or
has been announced publicly.
Future operating losses are not provided for.
(ii)
Onerous contracts
A provision for onerous contracts is recognised when
the expected benefits to be derived by the Group from
a contract are lower than the unavoidable cost of
meeting its obligations under the contract.
The provision is measured at the present value of
the lower of the expected cost of terminating the
contract and the expected net cost of continuing with
the contract.
Before a provision is established, the Group recognises
any impairment loss on the assets associated with
that contract.
(iii) Make good
A provision for make good is measured at the present
value of the cost of restoring leased properties to their
original condition, at the conclusion of the lease.
(J) REVENUE
Acrow is predominately a provider of falsework,
formwork, scaffolding and screen equipment for hire
or sale with revenue primarily generated via dry hire,
project hire or sale.
The company generates revenue via provision of
equipment hire, services and the sales of product.
Revenue generated from hire of equipment only is
referred to as “dry hire” revenue.
1) Identifying the contract with a customer
2) Identifying the performance obligations
3) Determining the transaction price
4) Allocating the transaction price to the
performance obligations
5) Recognising revenue when/as performance
obligation(s) are satisfied.
(i)
Hire of equipment
Falsework, formwork, scaffolding and screen
equipment are rented to customers under operating
leases with rental periods averaging six months to less
than one year.
The rental can be arranged as dry hire where only
equipment is provided to the customer and revenue
is recognised at fixed rates over the period of hire;
or as part of a project hire where Acrow supplies
labour and cartage services between warehouse and
building sites.
Revenue recognition on equipment hire commences
once falsework, formwork, scaffold or screen
equipment is either collected by the customer, delivered
to the customer or once a scaffolding structure
has been certified to be safe and access granted to
customers or control otherwise passes to a customer.
Revenue is recognised over straight-line bases over the
life of the hire agreements per AASB 16 Leases.
(ii)
Labour and cartage services
Revenue from providing scaffolding labour in
installation and dismantling, and equipment cartage,
being transport to and from the customer, are
recognised at one or more points in time as services
can be staged progressively as they are rendered.
Acrow Annual Report 2021 62
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Revenue is recognised based on the actual
service provided to the end of the reporting period
because the customer receives and uses the
benefits simultaneously.
Labour and cartage services revenue are recognised
over time under AASB 15 Revenue from Contracts
with Customers.
(iii)
Consumable sales and other services
Revenue from sales are measured as the
transaction price net of returns, trade discounts and
volume rebates.
Revenue is recognised when control of the goods
or services are transferred to customers which is
generally upon delivery to or collection by the customer
depending on the contract with the customer.
If it is probable that discounts will be granted and the
amount can be measured reliably, then the discount
is recognised as a reduction of revenue as the sales
are recognised.
Revenue recognition of consumable sales and other
services are at a point in time when control passes
which is typically upon delivery or collection as under
AASB 15 Revenue from Contracts with Customers.
(K)
FINANCE INCOME AND FINANCE COSTS
Finance income comprises interest income on funds
deposited. Interest income is recognised as it accrues
in the statement of profit or loss, using the effective
interest method.
Current tax is the expected tax payable or receivable
on the taxable income or (loss) for the year, using tax
rates enacted or substantively enacted at the reporting
date, and any adjustment to tax payable in respect of
previous years. Current tax payable also includes any
tax liability arising from the declaration of dividends.
Deferred tax is recognised in respect of temporary
differences between the carrying amounts of assets
and liabilities for financial reporting purposes and the
amounts used for taxation purposes. Deferred tax is
not recognised for temporary differences on the initial
recognition of assets or liabilities in a transaction that
is not a business combination and that affects neither
accounting nor taxable profit or (loss).
Deferred tax is measured at the tax rates that are
expected to be applied to temporary differences when
they reverse, based on the laws that have been enacted
or substantively enacted by the reporting date.
Deferred tax assets and liabilities are offset if there is a
legally enforceable right to offset current tax liabilities
and assets, and they relate to income taxes levied by
the same tax authority on the same taxable entity, or
on different tax entities, but they intend to settle current
tax liabilities and assets on a net basis or their tax
assets and liabilities will be realised simultaneously.
A deferred tax asset is recognised for unused
tax losses, tax credits and deductible temporary
differences, to the extent that it is probable that future
taxable profits will be available against which they can
be utilised.
Finance costs comprise interest expenses on loans
and borrowings, lease liabilities and, where material, the
unwinding of the discount on provisions.
Deferred tax assets are reviewed at each reporting
date and are reduced to the extent that it is no longer
probable that the related tax benefit will be realised.
Borrowing costs that are not directly attributable to the
acquisition, construction or production of a qualifying
asset are recognised in the statement of profit or loss
using the effective interest method.
Foreign currency gains and losses are reported on
a net basis as either finance income or finance cost
depending on whether foreign currency movements are
in a net gain or net (loss) position.
(L)
TAX
Tax expense comprises current and deferred tax.
Current and deferred tax are recognised in the
statement of profit or loss, except to the extent that it
relates to items recognised directly in equity or in other
comprehensive income.
(M) EXPLORATION AND EVALUATION ASSETS
Exploration and evaluation expenditure relating to an
area of interest is capitalised where exploration rights
have been obtained.
The expenditure is only carried forward to the extent
that they are expected to be recouped through
successful development and exploitation or sale of the
area or where the exploration and evaluation activities
have not reached a stage which permits a reasonable
assessment of the existence of economically
recoverable reserves and active exploration operations
are continuing.
Expenditure is not subject to amortisation but
is assessed for impairment when facts and
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 63
circumstances suggest that the carrying amount may
exceed its recoverable amount.
(N) GOODS AND SERVICES TAX
Revenue, expenses and assets are recognised net of
the amount of goods and services tax (GST), except
where the amount of GST incurred is not recoverable
from the taxation authority. In these circumstances, the
GST is recognised as part of the cost of acquisition of
the asset or as part of the expense.
Cash flows included in the statement of cash flows are
on a gross basis. The GST components of cash flows
arising from investing and financing activities which are
recoverable from or payable to the ATO, are classified
as operating cash flows.
(O)
LEASE ACCOUNTING
The Group as a lessee
The Group makes the use of leasing arrangements
principally for the provision of the warehouse/
office space, forklift equipment, motor vehicles and
printers. The Group does not enter into sale and
leaseback arrangements.
All the leases are negotiated on an individual basis and
contain a wide variety of different terms and conditions
such as purchase options and escalation clauses. The
Group assesses whether a contract is or contains a
lease at inception of the contract. A lease conveys the
right to direct the use and obtain substantially all of the
economic benefits of an identified asset for a period of
time in exchange for consideration.
Only motor vehicle lease contracts contain both
lease and non-lease components. These non-lease
components are usually associated with servicing and
repair contracts.
Measurement and recognition of leases as a lessee
At lease commencement date, the Group recognises
a right-of-use asset and a lease liability in its
consolidated statement of financial position. The
right-of-use asset is measured at cost, which is made
up of the initial measurement of the lease liability, any
initial direct costs incurred by the Group, an estimate
of any costs to dismantle and remove the asset at
the end of the lease, and any lease payments made in
advance of the lease commencement date (net of any
incentives received).
The Group depreciates the right-of-use asset on a
straight-line basis from the lease commencement date
to the earlier of the end of the useful life of the right-of-
use asset or the end of the lease term.
The Group also assesses the right-of-use asset
for impairment when such indicators exist. At the
commencement date, the Group measures the lease
liability at the present value of the lease payments
unpaid at that date, discounted using the Group’s
incremental borrowing rate because as the lease
contracts are negotiated with third parties it is not
possible to determine the interest rate that is implicit in
the lease.
The incremental borrowing rate is the estimated rate
that the Group would have to pay to borrow the same
amount over a similar term, and with similar security to
obtain an asset of equivalent value.
Lease payments included in the measurement of the
lease liability are made up of fixed payments (including
in substance fixed), variable payments based on an
index or rate, amounts expected to be payable under
a residual value guarantee and payments arising from
options reasonably certain to be exercised.
Subsequent to initial measurement, the liability will be
reduced by lease payments that are allocated between
repayments of principal and finance costs. The finance
cost is the amount that produces a constant periodic
rate of interest on the remaining balance of the
lease liability.
The lease liability is reassessed when there is a change
in the lease payments. Changes in lease payments
arising from a change in the lease term or a change
in the assessment of an option to purchase a leased
asset. The revised lease payments are discounted
using the Group’s incremental borrowing rate at the
date of reassessment when the rate implicit in the
lease cannot be readily determined.
The amount of the remeasurement of the lease liability
is reflected as an adjustment to the carrying amount
of the right-of-use asset. The exception being when
the carrying amount of the right-of-use asset has been
reduced to zero then any excess is recognised in profit
or loss.
Payments under leases can also change when there
is either a change in the amounts expected to be
paid under residual value guarantees or when future
payments change through an index or a rate used
to determine those payments, including changes in
market rental rates following a market rent review.
The remeasurement of the lease liability is dealt with
by a reduction in the carrying amount of the right-of-
use asset to reflect the full or partial termination of the
lease for lease modifications that reduce the scope of
Acrow Annual Report 2021 64
3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
the lease. Any gain or loss relating to the partial or full
termination of the lease is recognised in profit or loss.
The right-of-use asset is adjusted for all other lease
modifications. The Group has elected to account for
low-value assets using the practical expedients. These
leases relate to mobile IT devices such as computer
monitors, laptops and mobile telephones. Instead of
recognising a right-of-use asset and lease liability, the
payments in relation to these are recognised as an
expense in profit or loss on a straight-line basis over the
lease term.
The Group as a lessor
As a lessor the Group classifies its leases as either
operating or finance leases. A lease is classified as a
finance lease if it transfers substantially all the risks
and rewards incidental to ownership of the underlying
asset and classified as an operating lease if it does not.
(O) NEW ACCOUNTING STANDARDS AND
INTERPRETATIONS ADOPTED
Adoption in accounting policy
The Group currently does not have any software
development costs relating to software the group
does not control recorded in Intangible assets. Some
applications that the business use are covered by
Software-as-a-Service (SaaS) arrangements that have
incurred minimal customization and configuration
costs, all these have been expensed as incurred.
4. REVENUE
In dollars
Revenue from contracts with customers
Labour services transferred over time
Cartage services transferred over time
Following the IFRS Interpretations Committee agenda
decision on Configuration or Customisation Costs
in a Cloud Computing Arrangement in March 2021.
The Group has reaffirmed its accounting treatment
set out in the IFRS IC agenda decision, which is to
recognise those costs as intangible assets only if the
implementation activities create an intangible asset
that the Group controls and the intangible asset meets
the recognition criteria, should these arise in the future.
Configuration, customisation and implementation costs
that do not result in intangible assets are expensed
as incurred, unless they are paid to the suppliers of
the SaaS arrangement to significantly customise the
cloud-based software for the Group, in which case the
costs are recorded as a prepayment for services and
amortised over the expected renewable term of the
arrangement.
(P) NEW ACCOUNTING STANDARDS AND
INTERPRETATIONS NOT YET ADOPTED
Australian Accounting Standards and Australian
Accounting Standards Board (AASB) interpretations not
yet adopted by the Group are not expected to have a
material impact to the Group.
2021
2020
21,881,696
16,637,186
5,084,962
5,629,679
Consumable sales and other services transferred at a point in time
25,433,493
22,215,220
Revenue from operating leases
Hire of equipment
52,400,151
44,482,085
42,208,736
37,199,515
94,608,887 81,681,600
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021
65
5. OTHER INCOME
In dollars
Disposal of property, plant and equipment
Proceeds
Written down value
Net gain on disposal of property, plant and equipment
6. OTHER EXPENSES
In dollars
Acquisition and integration related expenses
Audit, tax and legal expenses
Doubtful debt (expense)/recovery
Due diligence
Motor vehicle expenses
Plant & equipment operating expenses
Repair & maintenance
Travelling expenses
Utilities
Property costs
Others
7. FINANCE INCOME AND FINANCE COSTS
In dollars
Finance income
Interest income
Finance costs
Unwinding interest on deferred consideration
Interest expense on financial liabilities
Interest expense on leases
Borrowing costs
Net finance costs from continuing operations
2021
2020
11,134,736
5,302,646
(4,582,306)
(3,206,175)
6,552,430
2,096,471
2021
2020
(Restated)
(950,314)
(2,999,612)
(730,548)
(380,323)
(150,466)
322,690
–
(306,687)
(390,391)
(605,960)
(340,170)
(332,387)
(283,715)
(263,987)
(267,598)
(498,779)
(651,873)
(419,145)
(155,347)
(885,883)
(902,011)
(897,102)
(4,822,433)
(7,267,175)
2021
2020
–
–
37,211
37,211
(168,915)
(251,291)
(1,255,498)
(777,877)
(1,675,195)
(1,144,161)
(206,097)
(232,608)
(3,305,705)
(2,405,937)
(3,305,705)
(2,368,726)
Acrow Annual Report 2021
66
8.
INCOME TAX BENEFIT/(EXPENSE)
In dollars
Current income tax expense
Deferred income tax expense
Over/under provision for income tax in prior year
Income tax (expense)/benefit attributable to profit
2021
2020
625,040
1,318,500
(2,793,780)
(1,024,619)
(10,415)
26,824
(2,179,155)
320,705
The prima facie tax on profit before income tax is reconciled to the income tax expense as follows:
In dollars
Profit before income tax
2021
2020
6,142,153
2,692,630
Income tax (expense) using the Group’s domestic tax rate (30%)
(1,842,647)
(807,789)
Income tax effects of amounts which are not deductible / (taxable) in calculating
taxable income:
Non-deductible losses on overseas entities
Non-deductible share-based payment expense
Non-deductible acquisition expense
Non-deductible impairment expense
Other non-deductible expenses
Over/under provision for income tax in prior year
Tax losses not brought to account
Utilization of prior year tax losses not previously recognised
Income tax benefit/(expense) attributable to profit
9. CASH AND CASH EQUIVALENTS
In dollars
Cash at bank
Bank overdraft
10. TRADE AND OTHER RECEIVABLES
In dollars
Trade receivables
Expected credit loss provision
274
130
(673,656)
(403,518)
46,729
(174,305)
(15,656)
(21,165)
(60,311)
(3,318)
(10,415)
26,824
–
(57,409)
376,527
1,761,255
(2,179,155)
320,705
2021
2020
1,754,622
7,238,511
(1,865,938)
–
(111,316)
7,238,511
2021
2020
25,789,926
18,211,600
(1,178,190)
(1,196,940)
24,611,736
17,014,660
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021
Movement in the expected credit loss provision:
In dollars
At 1 July
Opening balance
Addition through business combination
Expected credit loss recognised during the year
Receivables written off/(back) during the year
Balance at 30 June
67
2021
2020
(1,196,940)
(1,029,408)
–
(1,100,000)
150,000
322,690
(131,250)
609,778
(1,178,190)
(1,196,940)
Due to the short-term nature of current receivables, their carrying amount approximates their fair value. The ageing
of trade receivables is outlined below:
In dollars
Current
31 to 60
61 to 90
90+
Expected credit loss
11. INVENTORIES
In dollars
Finished goods
Provision for slow moving stock
2021
2020
12,485,903
8,084,287
6,058,921
6,401,245
1,887,063
1,446,874
5,358,039
2,279,194
(1,178,190)
(1,196,940)
24,611,736
17,014,660
2021
2020
9,025,959
5,881,998
(67,405)
(304,253)
8,958,554
5,577,745
12. CONTRACT ASSETS, PREPAYMENTS AND OTHER ASSETS
In dollars
Current
Contract assets
Other receivables
Prepayments
Non-current
Other assets
2021
2020
775,168
239,747
608,339
933,026
3,010,038
1,182,467
4,393,545
2,355,240
–
99,411
Acrow Annual Report 2021
68
13. ASSETS AND LIABILITIES HELD FOR SALE
In dollars
Assets classified as held for sale
Liabilities associated with assets held for sale
2021
2020
66,507
61,453
72,854
67,317
Acrow continues to explore the divestment of Noble Mineral Resources Ghana Ltd, which owns the Group’s
exploration and evaluation assets in Ghana. The business remains non-core to the Group, has an immaterial
financial and limited management impacts.
14. PROPERTY, PLANT AND EQUIPMENT
In dollars
Cost
Land and
buildings
Plant and
equipment
Hire
equipment
Total
Balance at 1 July 2019
388,645
11,051,856
49,732,154
61,172,655
Acquisitions through a business combination
Additions
Disposals
28,580
58,764
343,535
24,119,241
24,491,356
212,976
12,829,400
13,101,140
–
(80,053)
(3,915,090)
(3,995,143)
Balance at 30 June 2020
475,989
11,528,314
82,765,705
94,770,008
Cost
Balance at 1 July 2020
475,989
11,528,314
82,765,705
94,770,008
Additions
Disposals
–
–
1,595,706
15,814,177
17,409,883
(52,460)
(5,829,158)
(5,881,618)
Balance at 30 June 2021
475,989
13,071,560
92,750,724
106,298,273
Depreciation and impairment losses
Balance at 1 July 2019
335,940
10,541,142
3,302,949
14,180,031
Acquisitions through a business combination
–
(89,398)
–
(89,398)
Depreciation for the year
18,618
320,385
4,921,121
5,260,124
Disposals
Hire equipment loss adjustment
Balance at 30 June 2020
Balance at 1 July 2020
Depreciation for the year
Disposals
Hire equipment loss adjustment
–
–
(78,328)
(711,182)
(789,510)
–
170,268
170,268
354,558
10,693,801
7,683,156
18,731,515
354,558
10,693,801
7,683,156
18,731,515
19,206
316,956
5,552,159
5,888,321
–
–
(34,752)
(1,264,561)
(1,299,313)
–
(31,104)
(31,104)
Balance at 30 June 2021
373,764
10,976,005
11,939,650
23,289,419
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 69
In dollars
Carrying amounts
At 1 July 2019
At 30 June 2020
At 1 July 2020
At 30 June 2021
Land and
buildings
Plant and
equipment
Hire
equipment
Total
52,705
510,714
46,429,205
46,992,624
121,431
834,513
75,082,549
76,038,493
121,431
834,513
75,082,549
76,038,493
102,225
2,095,555
80,811,074
83,008,854
Property, plant and equipment are at times sold prior to the end of its useful life however this is irregular and only
under specific conditions. On acquisition of property plant and equipment there is no intention to dispose through
sale. In the case property, plant and equipment is sold, it is not transferred to inventory rather it is sold directly out
of property, plant and equipment.
15. LEASES
The Group leases property, forklifts, motor vehicles and printers.
Property lease terms are up to 10 years and often include extension options. Forklift lease terms are up to 7 years,
motor vehicle lease terms are to 3 years, whilst all printers are for a 5-year lease term. The printers form one
master lease agreement while all other leases are negotiated on an individual basis and contain a broad range of
terms and conditions.
Lease agreements do not impose any covenants, but leased assets may not be used as security for
borrowing purposes.
With the exception of short-term leases and leases of low-value underlying assets, each lease is reflected in the
consolidated statement of financial position as a right-of-use asset and a lease liability.
Right-of-use assets are measured at cost and comprise:
■ Any initial direct costs incurred by the lessee;
■ An estimate of restoration or make good costs;
■ The amount of the initial measurement of the lease liability and
■ Any lease payments made at or before the commencement date, less any lease incentives received.
Extension options are only included in the lease term if the lease is reasonably certain to be extended. The
assessment is reviewed if a significant event or change in circumstance occurs which affects this assessment and
that is within the control of the lessee.
Acrow Annual Report 2021 70
15. LEASES (CONTINUED)
Lease amounts recognised in the Statement of Financial Position:
In dollars
Right-of-use assets
Properties
Forklifts and office equipment
Motor vehicles
Total right-of-use assets
Lease liabilities
Current
Non-current
Total lease liabilities
2021
2020
26,165,469
29,896,913
2,145,017
2,130,164
498,450
366,518
28,808,936 32,393,595
4,645,552
3,420,761
27,396,387
30,729,513
32,041,939 34,150,274
Additions to the right-of-use assets during the FY 2021 $1,671,900 (FY 2020: $19,003,632).
Lease amounts recognised in the Statement of Profit or loss and Other Comprehensive Income:
In dollars
2021
2020
Depreciation charge for right-of-use assets:
Properties
Forklifts and office equipment
Motor vehicles
Total depreciation charge for right-of-use assets
Lease payments include:
4,843,914
3,686,922
555,296
402,223
276,066
290,336
5,675,276
4,379,481
■ Variable lease payments that are based on an index or rate;
■ Amounts expected to be payable by the lessee under residual value guarantees;
■ The exercise price of a purchase option if Acrow is reasonably certain to exercise that option;
■ Fixed payments (including in-substance fixed payments), less any lease incentives receivable; and
■ Payment of penalties for terminating the lease, if the lease term reflects Acrow exercising that option.
Lease payments are discounted using the interest rate implicit in the lease, if determinable or at the Group’s
incremental borrowing rate.
In dollars
2021
2020
Lease amounts included in the Statement of cashflows
Lease payments
Interest expense (included in finance costs)
Total amount paid
Expenses relating to low value asset leases
4,198,952
3,299,167
1,675,195
1,144,161
5,874,147
4,443,328
125,249
272,842
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 71
Lease payments not recognised as liabilities
The Group has elected not to recognise a lease liability for low value leases (where an asset is valued at USD5,000
or lower per AASB 16). Payments for these are recognised on a straight-line basis as an expense in the statement
of profit or loss.
Low value assets are predominately portable IT and telecommunication equipment. The undiscounted cash flows
on the remaining lease term at the reporting date are as follow:
In dollars
Less than one year
Between one and five years
More than five years
2021
2020
129,920
114,526
162,824
65,216
–
–
292,744
179,742
16. GOODWILL AND INTANGIBLE ASSETS
GOODWILL
All business combinations are accounted for by applying the acquisition method. Goodwill represents the
difference between the cost of the acquisition and the fair value of the net identifiable assets acquired.
Goodwill is stated at costs less any accumulated impairment losses.
Acrow annually tests goodwill with indefinite useful lives for impairment. An asset that does not generate
independent cash flows is tested for impairment as part of a cash generating unit (CGU).
Where there is an impairment loss, it is recognised in the statement of profit or loss when the carrying amount of
an asset exceeds its recoverable amount. The asset’s recoverable amount is estimated based on the higher of its
value-in-use and fair value less costs to sell.
The recoverable amount of a CGU is determined based on a value-in-use calculation. This calculation uses
discounted cash flow projections based upon management’s projected EBITDA and financial budgets approved by
the board of directors covering a five-year period*. Cash flows beyond the five-year period are extrapolated using
the cash flows for year 5 and the estimated long-term growth rates.
The discount rate used is the Group’s weighted average cost of capital. The terminal growth rate reflects the
management’s outlook on growth.
In dollars
Average growth rate 1 – 5 years
Terminal growth rate
Post-tax discount rate
In dollars
Opening goodwill balance
Additions
Reductions
Closing balance
2021
2020
5%
1%
10.7%
11.8%
1.5%
10.7%
2021
2020
7,428,704
7,301,902
–
–
126,802
–
7,428,704
7,428,704
Acrow Annual Report 2021 72
16. GOODWILL AND INTANGIBLE ASSETS (CONTINUED)
Allocation to CGU Groups
In dollars
Natform companies
Other
2021
2020
7,301,902
7,301,902
126,802
126,802
7,428,704
7,428,704
*
Increase in EBIT from 2021 to 2022 is 14.8% and between 0.4% and 6.3% for the following 4 years. The large increase in the 2022 year
is predicated as Natform momentum in the last quarter of 2021 continuing into 2022.
Impairment testing on Natform companies
Goodwill of $7,301,902 was recorded at 31 August 2018 with respect to the acquisition of Natform Pty Ltd and
Natform (QLD) Pty Ltd. The recoverable amount of CGU was determined based on value-in-use calculations which
require the use of assumptions. The calculations use cash flow projections based on financial budgets approved by
management covering a five-year period.
Sensitivity
Management has made judgements and estimates in respect of impairment testing of goodwill. Should these
judgements and estimates not occur, the carrying value of goodwill may vary. Any reasonable change in the key
assumptions on which the estimates and/or the discount rate are based would not cause the carrying amount of
the CGU to exceed the recoverable amount.
17. TRADE AND OTHER PAYABLES
In dollars
Current Trade payables
Trade payables
Accrued expenses
Other payables
Natform deferred consideration
Uni-span deferred consideration
Uni-span contingent consideration
Non-current
Other payables
Natform deferred consideration
Uni-span deferred consideration
2021
2020
19,562,215
10,353,721
5,559,940
5,881,137
25,122,155
16,234,858
–
2,230,661
3,338,025
1,262,291
148,264
–
3,486,289
3,492,952
–
–
–
–
3,331,309
3,331,309
Other payables represent the net of present values of deferred considerations relating to the acquisitions of the
Uni-span group of companies, completion adjustments and contingent considerations.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021
73
A second and final payment of $2,250,000 relating to Natform was paid on 13 September 2020 to
Margaret Prokop.
A deferred payment of $1,500,000, reduced by $182,056 adjustments relating to Uni-span acquisition was paid
on 1 October 2020. A further deferred payment of $3,500,000 is payable in September 2021 along with further
adjustments which is currently valued at $3,338,025.
All Uni-span deferred considerations are recognised at the present value of future expected cash outflows, based
on Acrow’s incremental borrowing rate.
A contingent consideration of $148,264 has been provided for and payable in September 2021 as the combined
EBITDA, $18,124,591 of the Group (being the Group’s EBITDA $18,474,591 less $350,000 gain on fair value
derivatives on shares issued to the vendors) exceeds the Benchmark EBITDA $18,000,000 set at acquisition.
This is a subsequent adjustment to acquisition and therefore does not impact the goodwill calculated at
acquisition date.
18. EMPLOYEE BENEFITS
In dollars
Current
Annual leave
Long service leave
Other employee benefits
Non-current
Long service leave
2021
2020
1,891,263
1,690,499
1,639,784
1,357,493
1,108,477
1,081,735
4,639,524
4,129,727
611,541
595,571
All employees have defined contribution plans for superannuation and the expense recognised during the year was
$2,476,487 (2020: $1,935,108).
19. LOANS AND BORROWINGS
In dollars
Current
Non-current
Borrowings are represented by the following finance facilities:
Secured amortising business loan of $13,750,000, commenced in October 2019,
refinanced in May 2021 (Uni-span acquisition)
Secured amortising business loan of $5,394,000, commenced in October 2018,
restructured in May 2021 (Natform acquisition)
Secured amortising business loan of $18,168,000
Headroom (including an additional $3.5m on the repayment of Unispan deferred
acquisition available from October 2021)
2021
2020
7,898,384
5,981,098
14,440,464
15,837,398
22,338,848
21,818,496
– 12,602,000
–
4,664,000
14,423,000
3,745,000
–
–
Equipment finance facility, revolving 3-year limit of $10m FY2021; $5m FY2020
6,381,357
4,539,975
Headroom
3,618,643
460,025
Acrow Annual Report 2021
74
19. LOANS AND BORROWINGS (CONTINUED)
In dollars
Trade finance facility, revolving 180-day limit of $3m
Headroom
Working capital facility, $5m including $1.4m bank guarantee (2020: $1.4m) and
$3.6m bank overdraft (2020: $1.6m):
Headroom
Insurance premium funding
Borrowings utilised
Headroom
Total borrowings
2021
2020
1,534,491
1,465,509
1,305,928
–
–
–
3,694,072
1,600,000
–
12,521
23,644,776
21,818,496
12,523,224
2,060,025
36,168,000
23,878,521
All borrowings are secured by interlocking guarantees where each company within the group jointly and severally
guarantees the repayment of loans to the lending institution. All loans are secured over the assets and inventory of
the Group.
Covenants are reviewed half-yearly with the lender. The Group has complied with all the respective borrowing
covenants throughout the year ended 30 June 2021. The covenant measures include Debt Service Cover ratio,
Equity ratio and Total Debt to EBITDA ratio.
Interest rates on secured amortised business loans are variable and dependent on prevailing market rates and
bank margins.
All borrowing costs incurred in the year have been expensed.
20. PROVISIONS
In dollars
Make good
Movements during the year were as follows:
Balance at 1 July
Addition through a business combination
Amounts used during the year
Balance at 30 June
2021
2020
469,274
469,274
469,274
452,474
–
–
769,587
(752,787)
469,274
469,274
A provision for make good is measured at the present value of the cost of restoring leased properties to their
original condition, at the conclusion of the lease. No long term (greater than 12 months) new property lease had
been entered into during the year that require further addition.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 21. DEFERRED INCOME TAX LIABILITY AND TAX LIABILITY
In dollars
2021
2020
75
Deferred income tax liability movement during the year:
Opening balance at 1 July
Recognised in business combination
Provisions
Accruals
Property, plant and equipment
Revenue tax loss
Recognised in equity
Closing balance at 30 June
Income tax liabilities
Current tax liabilities
Carried forward unpaid tax liabilities
Unrecognised deferred tax assets
Deferred tax assets not recognised for the following items:
Revenue tax losses
Capital losses
Temporary differences
4,727,900
1,683,999
–
3,385,694
(5,613,213)
(850,759)
(139,788)
(204,448)
7,333,145
2,053,004
288,679
(1,318,500)
–
(21,090)
6,596,723
4,727,900
310,332
–
–
556,301
15,475,859
12,877,219
202,441
674,802
(6,061,604)
(4,592,901)
9,616,696
8,959,120
While tax losses and temporary differences do not expire under current tax legislation, deferred tax assets have
not been recognised in respect of these items as certain subsidiaries have experienced a number of years without
taxable income and therefore recovery is not considered probable. The tax losses do not expire under current
tax legislation.
The potential benefit of the deferred tax asset in respect of tax losses carried forward will only be obtained if:
(i) The subsidiaries continue to derive future assessable income of a nature and an amount sufficient to enable
the benefit to be realised;
(ii) The subsidiaries continue to comply with the conditions for deductibility imposed by the law;
(iii) No changes in tax legislation adversely affect the subsidiaries in realising the asset and
(iv) The subsidiaries pass the continuity of ownership test, or the same business test as outlined by the Australian
Taxation Office.
Acrow Annual Report 2021 76
22. ISSUED CAPITAL
In dollars
Number of shares
On issue of 1 July
Issue of shares (i)
Shares issued at Uni–span acquisition
Issue of shares for cash
Shares issued through conversion of performance rights
Exercise of share options (ii)
(i) 1,159,290 shares were issued at $0.3444 per
share following the final dividend declaration
on 13 November 2020 pursuant to the Dividend
Reinvestment Plan (DRP); 1,023,731 shares were
issued at $0.3591 per share following the FY2021
interim dividend declaration on 14 May 2021 also
pursuant to the DRP.
(ii) 1,463,000 units of ACFOP8 options were exercised
and converted to 525,000 ordinary shares at
$0.20 per unit, 938,000 units were converted to
429,653 ordinary shares via cashless arrangement,
thus forfeiting 508,347 units; 200,000 units of
ACFOP06 were exercised and converted to 200,000
ordinary shares at $0.20 per unit.
The holders of these shares are entitled to receive
dividends as declared from time to time and are entitled
to one vote per share at general meetings of the Group.
Performance Rights
On 31 July 2020 15,108,000 Performance Rights
were issued in four tranches, each with Earnings
Per Share or Total Shareholder Return performance
vesting conditions. Two tranches vest each at the end
of the financials years 2021 and 2022. If the vesting
conditions are met, each Performance Right can be
exercised into one Fully Paid Ordinary Share at the
holder’s discretion until the expiry date of 31 July 2035.
The Performance Rights were issued to employees of
2021
2020
216,039,534
175,006,455
2,183,021
1,087,746
218,222,555
176,094,201
–
10,000,000
218,222,555
186,094,201
–
17,333,333
218,222,555
203,427,534
–
12,375,000
218,222,555
215,802,534
1,154,653
237,000
219,377,208
216,039,534
the Company under the Company’s Rights Plan and
form part of the Long-Term Variable Remuneration of
the employees. A further issue of 2,204,000 options
under the same scheme, to Steven Boland (CEO)
were given approval at the Annual General Meeting on
24 November 2020.
With employees who cannot complete the required
service period and therefore meeting the eligibility
criteria, 1,820,000 units of these rights have
been forfeited.
A further 454,950 units have since been issued to new
employees. Current balance at end of June 2021 was
15,946,950 units.
Options
In April 2021, 750,000 units of options expired as the
vesting conditions of 20 day-VWAP of $0.60 has not
been achieved since issuance in April 2016.
Dividends
Dividend distributions payable to equity shareholders
are included in other liabilities when the dividends have
been approved prior to the reporting date.
The following dividends were declared and paid by the
Group during the year:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021
In dollars
2021
2020
77
Dividends on ordinary shares declared and paid:
Final dividend in respect of the previous reporting period:
FY 20: 1.05 cent per share (FY19: 1.0 cent per share)
– Paid in cash
– Paid via DRP
Interim dividend for the current reporting period:
FY 21: 0.75 cent per share (FY20: Nil)
– Paid in cash
– Paid via DRP
A franked dividend of $2,274,515 for the year ended
30 June 2020 was paid on 13 November 2020 at
1.05 cents per share with 1,159,290 new shares issued
as part of the DRP.
A franked interim dividend of $1,637,655 for FY 2021
was paid on 14 May 2021 at 0.75 cent per share with
1,023,731 new shares issued as part of the DRP.
Subsequent to balance date, the Directors declared
a dividend of 1.15 cents per share fully franked on
25 August 2021.
Franking credit balance at 30 June 2021 was
$1,954,882 (2020: $3,016,901).
Foreign currency translation reserve
The foreign currency translation reserve is used to
record exchange differences arising on translation
of the Group entities that do not have functional
currency of AUD dollars and have been translated for
presentation purpose.
Share based payments reserve
The share based payments reserve is used to recognize
the grant date fair value of shares issued to employees
and directors that have not yet vested.
23. CAPITAL MANAGEMENT
Management monitors the capital of the Group, in order
to maintain a good debt to equity ratio, provide the
shareholders with adequate returns and ensure that
the Group can fund its operations and continue as a
going concern.
The Group’s debt and capital includes ordinary share
capital and borrowings.
1,875,228
1,408,676
399,287
341,661
1,270,029
367,626
–
–
3,912,170
1,750,337
There are no externally imposed capital requirements.
Management effectively manages the Group’s capital
by assessing the Group’s financial risks and adjusting
its capital structure in response to changes in these
risks and in the market. These responses include
the management of debt levels, distributions to
shareholders and share issues.
The Board is targeting a dividend payout ratio of
between 30% and 50% of its operating cash profit
which it defines as EBITDA less maintenance capital
expenditure and less tax paid.
24. EARNINGS PER SHARE
Basic EPS is calculated by dividing profit for the year
attributable to ordinary equity holders of the Parent
by the weighted average number of ordinary shares
outstanding during the year.
Diluted EPS is calculated by dividing the net profit
attributable to ordinary equity holders of the Parent
by the weighted average number of ordinary shares
outstanding during the year plus the weighted average
number of ordinary shares that would be issued on
conversion of all the dilutive potential ordinary shares
into ordinary shares.
Acrow Annual Report 2021 78
24. EARNINGS PER SHARE (CONTINUED)
The following table reflects the income and share data used in the basic and diluted EPS computations:
In dollars
Earnings reconciliation
Profit excluding significant items
Net share-based payments and significant items*
Net profit after tax
2021
2020
(Restated)
8,712,829
7,901,186
(4,749,831)
(4,887,851)
3,962,998
3,013,335
* Jun-20 includes the net impact of AASB 16 Leases adoption so that profit excluding significant items are comparable, per note 6.
In dollars
Number of ordinary shares:
2021
2020
Weighted average number of ordinary shares used in the calculation of basic EPS
217,558,863 194,591,893
Weighted average number of ordinary shares used in the calculation of diluted EPS
224,511,742 195,904,881
Basic EPS excluding significant items (cents per share)
Diluted EPS excluding significant items (cents per share)
Basic EPS (cents per share)
Diluted EPS (cents per share)
25. CAPITAL COMMITMENTS
In dollars
Capital commitments
4.00
3.88
1.82
1.77
4.06
4.03
1.55
1.54
2021
2020
Capital expenditure contracted for at the reporting date but not recognised as
liabilities as follows:
Plant and equipment
1,885,383
2,940,237
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 26. RECONCILIATION OF CASH FLOWS FROM OPERATING ACTIVITIES
79
In dollars
Cash flows from operating activities
Profit
Adjustments for:
– Depreciation and impairment
– Depreciation on right-of-use assets
– Hire equipment loss provision
– (Gain)/loss on disposal of assets
– Share based payment
– Remeasurement of shares issued on Uni-span acquisitions
–Contingent consideration related to Uni-span acquisition
Net changes in working capital:
– Deferred tax
– Other financial assets
– Trade and other receivables
– Inventories
– Contract assets
– Prepayments and other assets
– Assets held for sale
– Trade and other payables
– Provisions and employee benefits
– Net liabilities associated with assets held for sale
– Lease incentive write-off
– Income tax paid
Cash generated from operating activities
Finance costs
Net cash from operating activities
2021
2020
3,962,998
3,013,335
5,888,321
5,260,125
5,675,276
4,379,481
(31,104)
170,268
(6,552,430)
(2,096,471)
2,245,520
1,345,059
(350,000)
(100,000)
148,264
–
2,179,155
(320,705)
99,411
–
(7,597,076)
853,787
(3,380,809)
(610,383)
(655,701)
–
(1,382,604)
(1,190,656)
6,347
(1,558)
8,800,091
(729,314)
525,767
465,888
(7,271)
1,439
–
341,203
(556,302)
–
9,017,853
10,781,498
3,305,705
2,544,787
12,323,558
13,326,285
Acrow Annual Report 2021 80
27. REMUNERATION OF AUDITORS
During the year the following fees were paid or payable for services provided by Grant Thornton Audit Pty Ltd (GT)
as the auditor of the parent entity, by GT’s related network firms and by non-related audit firms:
In dollars
2021
2020
(a) Auditors of the Group – GT and related network firms
Audit and review of financial reports
Group and controlled entities
Total audit and review of financial reports
Other statutory assurance services
Other assurance services
Other services
Tax advisory services
Tax compliance services
Consulting services (provided before appointment as auditors)
Total other non-audit services
Total services provided by GT
(b) Other auditors (KPMG) and their related network firms
Audit and review of financial reports
Group and controlled entities
Other statutory assurance services
Other assurance services
Other non-audit services
Tax advisory services
Tax compliance services
Consulting services
Total services provided by other auditors (excluding GT)
318,535
129,143
318,535
129,143
–
–
31,815
17,004
23,650
41,850
10,869
–
–
305,996
65,500
316,865
415,850
463,012
–
–
–
–
–
–
–
207,242
–
–
–
20,700
65,000
292,942
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 81
28. KEY MANAGEMENT PERSONNEL AND RELATED PARTIES
Key management personnel are those persons having authority and responsibility of planning, directing and
controlling the activities of the Group, directly or indirectly, including any director, whether executive or otherwise, of
the Group.
Key management personnel compensation for the period:
Short term employment benefits
Long term employment benefits
Post-employment benefits
Share based payments
2021
2020
1,884,959
1,498,304
183,764
62,903
61,931
61,077
523,237
745,985
Total compensation paid to key management personnel
2,654,863
2,367,297
Other related party transactions
Acrow also leases a number of industrial and
commercial properties from Margaret Prokop’s
personal companies (MRP Property Pty Ltd
& MRP Superannuation Pty Ltd) through the
Natform subsidiaries.
Margaret Prokop was previously a director of Natform
companies and upon the sale of Natform to Acrow,
Margaret was appointed as a director of the Group.
Rental and related property payments to her companies
amounted to $852,581 (2020: $740,158). Lease terms
are up to 8 years. Balance outstanding at 30 June 2021
was $6,635 (2020: nil).
The first $2,250,000 deferred consideration was
paid to Margaret Prokop for the acquisition of
Natform companies in September 2019 and a further
$2,250,000 was paid in September 2020.
Natform engages Margaret Prokop’s brother, the
proprietor of Nat Pty Ltd to manufacture and
assemble screens for Natform, the amount incurred
was $1,235,128 in 2021 (2020: $917,660); balance
outstanding at 30 June 2021 was $132,394 (2020: nil).
During the year there were no transactions between the
parent entity and the subsidiaries within the Group.
29. SHARE BASED PAYMENTS
At 30 June 2021 the Group had the following share
based payment arrangements.
Loan Funded Shares
The Group carries forward only Loan Funded Shares
issued in 2018 where selected employees and directors
of the Group had been granted an interest-free loan
to subscribe to shares of Acrow Formwork and
Construction Services Limited.
These loans are non-recourse other than to the shares
held by that employee/director, and the proceeds of the
loan must be used to buy shares. As the only recourse
on the loans is the shares and there are vesting
conditions, the arrangement has been accounted for as
share options, as required under accounting standards.
These options entitle the holders to receive
dividends on ordinary shares of the Group, and these
dividends are required to be used to repay the loans
described above.
The Loan Funded Shares have the following terms:
(i) Date of issue: 27 March 2018
(ii) Loan term: 5 years;
(iii) Interest: No interest is payable; and
(iv) Vesting hurdles: subject to being a continuous
employee or director of the Group for 2 years from
the date of issue, and the 20-day (at any point over
the vesting period) volume weighted average share
price (“VWAP”) of the Group’s share price exceeding
40 cents per share (post the share consolidation).
The fair value at grant date was determined using
Acrow Annual Report 2021
82
29. SHARE BASED PAYMENTS (CONTINUED)
an adjusted form of the Monte-Carlo model that factors in market conditions. The grant date fair value of rights
granted in the year was $0.1071.
All vesting hurdles have been met at 27 March 2020, none of these have been exercised at reporting date and thus
no corresponding loan have been affected.
The model inputs for the in-substance options granted had included:
a) Exercise price $0.20
b) Share price at grant date $0.20
c) Expected price volatility 75%- based on comparable companies
d) Expected dividend yield 0%
e) Risk-free interest rate 2.41%
f) Expected life 3 years
Reconciliation of outstanding loan funded share options:
The number and weighted average exercise prices of loan funded options were as follows:
2021
2020
Weighted
average
exercise price
Number
Weighted
average
exercise price
Number
2,475,000
$0.20
2,475,000
$0.20
–
–
–
–
–
–
–
–
2,475,000
$0.20
2,475,000
$0.20
Outstanding at 1 July
Granted during the year
Exercised during the year
Outstanding at 30 June
Options
No options have been granted during the year.
Balance of all outstanding options at balanced date are as follow:
Grant date
Expiry date
12 April 2016
12 April 2021
23 November 2016
23 November 2021
13 December 2017
13 December 2020 & 2022
27 March 2018
27 March 2021
2021
2020
Exercise
price
Number of
options
Exercise
price
Number of
options
$0.20
$0.20
$0.20
$0.20
–
50,000
200,000
$0.20
$0.20
$0.20
750,000
50,000
400,000
–
$0.20
1,463,000
14 January 2019
14 January 2024
$0.50
5,100,000
$0.50
5,100,000
4 March 2019
4 March 2024
$0.50
360,000
$0.50
360,000
16 July 2019
16 July 2024
$0.40
1,200,000
$0.40
1,200,000
Balance at 30 June
6,910,000
9,323,000
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 83
Reconciliation of outstanding share options:
2021
2020
Weighted
average
exercise price
Number
Weighted
average
exercise price
Number
Outstanding at 1 July
Granted during the year
9,323,000
$0.40
8,360,000
–
–
1,200,000
Exercised during the year
(1,663,000)
$0.20
(237,000)
(750,000)
–
–
6,910,000
$0.47
9,323,000
$0.40
$0.40
$0.20
–
$0.40
Forfeited during the year
Outstanding at 30 June
Performance Rights
Since July 2020 the Group has granted 15,946,950
performance rights to selected employees over two
plans being 7,836,950 for FY 2021 and 8,110,000 for FY
2022, including issues to the CEO Steven Boland who
received 1,102,000 units for each plan, hence 2,204,000
units in total over the two years.
i. A threshold cumulative return equal to the
market is required below which no vesting
will occur.
ii. A target return of 120% of the index TSR will
vest 50% of performance rights and pro rata
between 100% of index return and 120% of
index return.
The performance rights have the following terms:
iii. Above 120% of index return up to a
(i) Exercise price: nil;
(ii) Conversion: upon vesting, conversion to shares on a
1 for 1 basis;
(iii) Dividends: not entitled until performance rights
are exercised;
(iv) Vesting hurdles:
maximum of 200% index return the balance
of the performance rights will vest on a pro
rata basis.
c. The performance rights will be measured
between 1 July 2019 and 30 June 2021 for the
2021 issue and 1 July 2019 and 30 June 2022
for the 2022 issue.
a. 75% of each issue measured on Earnings per
share (EPS) criteria specifically “Underlying
EBITDA / Average number of shares on issue.
The model inputs for the performance rights
granted included:
a) Exercise price: nil
i. A threshold cumulative return of 5% is
b) Share price at grant date of 31 July 2020 was
required below which no vesting will occur.
ii. A target return of 8% will vest 50% of
performance rights and pro rata between
5% and 8%
$0.305 and $0.365 for the subsequent issue to
CEO Steven Boland 26 November 2020.
c) Expected price volatility between 57% and 59% –
based on comparable companies
iii. Above 8% return up to a maximum of 20%
d) Expected dividend yield between 5.45% and 5.88%
return the balance of the performance rights
will vest on a pro rata basis.
b. 25% of each issue measured on Total
Shareholder return (TSR) criteria. This compares
the share price and dividends through the
measurement period to a custom index of
similar companies.
e) Risk-free interest rate between 0.08% and 0.09%
f) Expected return on equity 12.5%
Acrow Annual Report 2021 84
30. FINANCIAL RISK MANAGEMENT
Risk management objectives and policies
The Group’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, interest
rate risk), credit risk and liquidity risk. The Group’s overall risk management program focuses on the unpredictability
of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group.
The Group uses derivative financial instruments such as foreign exchange contracts to hedge certain
risk exposures. Derivatives are exclusively used for economic hedging purposes and not as trading or
speculative instruments.
The Group uses different methods to measure different types of risk to which it is exposed. These methods include
sensitivity analysis in the case of interest rate, foreign exchange and other price risks, and aging analysis for credit
risk. There was no open foreign exchange contract at 30 June 2021.
Fair value hierarchy
The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for
disclosure purposes.
Fair value inputs are summarised as follows:
Level 1:
Level 2:
The fair value of financial instruments traded in active markets (such as publicly traded derivatives,
and trading and available-for-sale securities) is based on quoted market prices at the end of the
reporting period.
The fair value of financial instruments that are not traded in an active market (for example, over-the-
counter derivatives) is determined using valuation techniques which maximise the use of observable
market data and rely as little as possible on entity specific estimates. If all significant inputs required to
fair value an instrument are observable, the instrument is included in Level 2.
Level 3:
If one or more of the significant inputs is not based on observable market data, the instrument is
included in Level 3.
Fair value inputs are summarised as follows:
Fair Value Hierarchy
Valuation Technique
Derivatives – forward
exchange contracts
Level 2
Level 2
Derivatives – financial
liability with equity
instrument on Uni-span
acquisition
The fair value is determined using quoted forward exchange
rates at the reporting date and present value calculations
based on a yield curve sourced from available market data
quoted for the respective currencies.
The fair value of shares issued to the sellers of Uni-span
is determined using quoted share price on the date of
acquisition. Any subsequent movement of the share price is
remeasured at the reporting date until the end of the escrow
period and any further liability is settled either by way of cash
or additional issue of shares.
Fair value hierarchy is re-assessed annually for any change in circumstance that may suggest a revised level be
assigned to a type of balance measured at fair value.
The Group’s risk management is coordinated by management, in close cooperation with the Board of Directors,
and focuses on actively securing the Group’s short to medium-term cash flows by minimising the exposure to
financial markets.
The Group does not actively engage in the trading of financial assets for speculative purposes. The most
significant financial risks to which the Group is exposed are described below.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 85
Market risk analysis
The Group is exposed to market risk through its use of financial instruments and specifically to interest rate risk
and certain other price risks, which result from its operating activities.
Exposure to currency risk
As at 30 June 2021 the Group held the below AUD equivalent of foreign currency risks in USD and EUR:
Trade payables
Purchase orders at 30 June
Forward exchange contracts
Net exposure
Foreign currency sensitivity
30 June 2021
30 June 2020
USD
EUR
USD
EUR
1,059,549
780,755
747,227
200,617
1,885,383
–
–
–
2,194,066
15,684
(300,000)
–
2,944,932
780,755
2,641,293
216,301
A reasonable possible strengthening/(weakening) of the USD or the EUR at 30 June would have affected profit
or loss by the amounts in AUD shown below. This analysis assumes that all other variables remain constant and
ignores the impact of forecast purchases.
USD (10% movement)
EUR (10% movement)
Interest rate risk
Profit or loss
Strengthening
Weakening
267,721
(294,493)
70,978
(78,076)
The Group’s policy is to minimise interest rate cash flow risk exposures on long-term financing.
At 30 June 2021 the Group has the following exposure to interest rates on borrowings:
Fixed rate instruments
Loans and borrowings
Variable rate instruments
Loans and borrowings
Interest Rate Sensitivity
2021
2020
4,515,419
4,552,496
17,823,429
17,266,000
At 30 June 2021, the Group held interest bearing loans of $22,338,848 (2020: $21,818,496) and held net overdraft
of $111,316 (2020: $7,238,511).
A reasonable increase of 100 basis points in interest rates on variable instruments at the reporting date would have
$167,644 (2020: $130,860) negative impact on the net profit, whereas a decrease of 100 basis points would have
$155,373 (2020: $147,260) positive impact on the net profit.
Acrow Annual Report 2021 86
30. FINANCIAL RISK MANAGEMENT (CONTINUED)
Credit risk analysis
Credit risk is the risk that a counterparty fails to discharge an obligation to the Group. The Group is exposed to
this risk principally through receivables from customers. The Group leases hire gear and provides services to
consumers pursuant to policies and procedures that are intended to ensure that there is no concentration of credit
risk with any particular individual, company or other entity. The Group’s maximum exposure to credit risk is limited
to the carrying amount of financial assets recognised at the reporting date, as summarised below:
Classes of financial assets
Cash and cash equivalents
Bank overdraft
Trade and other receivables
2021
2020
1,754,622
7,238,511
(1,865,938)
–
24,611,736
17,014,660
24,500,420
24,253,171
The Group continuously monitors defaults of
customers and other counterparties, identified
either individually or by group and incorporates this
information into its credit risk controls. Where available
at reasonable cost, external credit ratings and/or
reports on customers and other counterparties are
obtained and used. The Group’s policy is to deal only
with creditworthy counterparties.
The Group maintains a provision for receivable losses
equivalent to the lifetime expected credit losses from
initial recognition of those receivables.
The process for establishing the provision for losses is
critical to the Group’s results of operations and financial
condition. Credit risk grew in-line with the growth of the
loan and lease receivables. The Group uses a simplified
lifetime expected credit loss approach, which includes
consideration of customer specific factors, current
conditions, future expected economic conditions, and
actual credit loss experience.
Macroeconomic Scenarios
Expected credit losses (“ECL”) are a probability-
weighted estimate of credit losses over the expected
life of the financial instrument. The Group has a
process for incorporating forward looking economic
scenarios and determining the probability weightings
assigned to each scenario in determining the overall
ECL. The Group prepares a base, best and worst-case
scenarios based on economic variables.
The Group has incorporated this by use of a
management overlay or economic risk reserve as
explained below.
Management overlay
An economic risk reserve through management overlay
was established in the prior year and increased on
the acquisition of Uni-span to incorporate unexpected
economic shocks. This overlay is therefore in addition
to the standard modelled provision under AASB 9
Financial Instruments.
As the full impacts of the COVID-19 pandemic were
yet to be felt at balance date, the Group has yet to see
the anticipated increase in delinquencies which would
flow through to the modelled expected loss provision.
In fact, at year end, debtor days had improved by
7 days from the previous year end. As these likely
future delinquencies are not currently captured in
the modelled outcome, the Group has specifically
considered the likely industry specific impacts and
customer impacts.
The modelled performance of these receivables will
evolve as the situation unfolds and more data is
available to model or understand the credit risk and
loss implications from the COVID-19 pandemic and the
mitigating impact of government stimulus. Over time as
the impacts work their way into the reported variables
the overlay can be expected to reduce as the impact
becomes reflected in the routine modelled outcome.
Write-off policy
The Group writes off financial assets in whole or in
part, when it has exhausted all practical recovery
efforts and has concluded there is no reasonable
expectation of recovery. Indicators that there is no
reasonable expectation of recovery include (i) ceasing
enforcement activity and (ii) where the Group’s recovery
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 87
method is foreclosing on collateral and the value of the
collateral such that there is no reasonable expectation
of full recovery.
Liquidity risk analysis
Liquidity risk is the risk that the Group might be unable
to meet its obligations.
The Group manages its liquidity needs by monitoring
scheduled debt servicing payments for long-term
financial liabilities as well as forecast cash inflows and
outflows due in day-to-day business. The data used for
analysing these cash flows is consistent with that used
in the contractual maturity analysis below.
Liquidity needs are monitored in various time bands,
on a day-to-day and week-to-week basis, as well as
on a rolling 30-day projection. Long-term liquidity
needs for a 180-day and a 360-day lookout period are
identified monthly.
Net cash requirements are compared to available
borrowing facilities to determine headroom or
any shortfalls. This analysis shows that available
borrowing facilities are expected to be sufficient over
the lookout period. Refer to note 19 for undrawn
borrowing facilities.
The Group’s objective is to maintain cash to meet its
liquidity requirements for 30-day periods at a minimum.
Funding for long-term liquidity needs is additionally
secured by an adequate amount of committed
credit facilities.
The Group considers expected cash flows from
financial assets in assessing and managing liquidity
risk, notably its cash resources and trade receivables.
The following liquidity risk disclosures reflect all
contractually fixed repayments and interest resulting
from recognised financial liabilities and derivatives
as of 30 June 2021. The timing of cash flows for
liabilities is based on the contractual terms of the
underlying contract.
Contractual cash flow
Carrying
Amount
Total
1 year
or less 1 to 5 years
Over 5
years
2021
Non-derivative financial liabilities
Deferred consideration
3,486,289
(3,520,248)
(3,520,248)
–
Trade payables and accrued expenses
25,122,155
(25,122,155)
(20,694,234)
(4,427,921)
Loans and borrowings
22,338,848
(24,289,195)
(8,626,267)
(15,662,928)
–
–
–
Lease liabilities
32,041,939
(38,014,096)
(6,125,388)
(20,899,218)
(10,989,489)
82,989,231 (90,945,694) (38,966,137) (40,990,067) (10,989,489)
Derivative financial liabilities
Forward exchange contracts
Financial liability on Uni-span purchase
2020
Non-derivative financial liabilities
–
–
–
–
–
–
–
–
Deferred consideration
7,174,261
(7,250,000)
(3,750,000)
(3,500,000)
Trade payables and accrued expenses
16,234,858
(16,234,858)
(16,234,858)
–
Loans and borrowings
21,818,496
(24,057,877)
(6,918,396)
(17,139,481)
–
–
–
–
–
Lease liabilities
34,150,274
(41,667,283)
(5,036,502)
(21,808,904)
(14,821,877)
79,377,889 (89,210,018) (31,939,756) (42,448,385) (14,821,877)
Derivative financial liabilities
Forward exchange contracts
18,653
(18,653)
(18,653)
Financial liability on Uni-span purchase
350,000
(350,000)
(350,000)
–
–
–
–
Acrow Annual Report 2021 88
31. GROUP ENTITIES
The consolidated financial statements include the financial statements of the following wholly-owned subsidiaries:
Acrow Holdings Pty Limited (a), (b)
Acrow Formwork and Scaffolding Pty Ltd (a), (b)
Natform Pty Ltd (a), (b)
Natform (QLD) Pty Ltd (a), (b)
Uni-span Group Pty Ltd (a), (b)
Uni-span Height Safety Pty Ltd (a), (b)
Unispan Australia Pty Ltd (a), (b)
Uni-span Formwork Solutions Pty Ltd (a), (b)
Acrow Group Investments Pty Ltd (a), (b)
Noble Mineral Resources Ghana Limited
Place of
incorporation
% Equity
interest
NSW
NSW
NSW
QLD
QLD
QLD
QLD
QLD
NSW
Ghana
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
(a) These subsidiaries have been granted relief from the necessity to prepare financial reports under the option
available to the Group under ASIC Corporations (Wholly Owned Companies) Instrument 2016/785.
(b) These subsidiaries, along with Acrow Formwork and Construction Services Limited (the parent entity of the
Group), form the Deed of Cross Guarantee Group described further from note 35.
32. OPERATING SEGMENTS
The Group manages all its construction-related operations, being all the Australian based formwork and
scaffolding subsidiaries as one segment and the mining operation in Ghana as a separate segment. The
executive management team (the chief operating decision makers) assesses the financial performance of the
construction-related operations on an integrated basis only and accordingly.
All revenue is generated by external customers in Australia on formwork and construction-related services.
The mineral exploration assets and liabilities are held for sale per note 13.
The Group has the following segments:
■ Formwork and construction services: the provision of falsework, formwork, scaffolding, screens and related
materials for hire and sales; and
■ Mineral exploration activities
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 89
Segment Information as at 30 June 2021
Lease revenue on hire of equipment
Labour services transferred over time
Cartage services transferred over time
Consumable sales and other services transferred at a point
in time
Other income
Segment revenue
Formwork and
construction
services
Mineral
exploration
42,208,735
21,881,696
5,084,962
25,433,493
6,552,430
–
–
–
–
–
Total
42,208,735
21,881,696
5,084,962
25,433,493
6,552,430
101,161,317
–
101,161,317
Segment operating profit
11,434,755
(51,273)
11,383,482
Unallocated corporate overhead costs
Finance costs
Profit before income tax
Income tax benefit
Profit after income tax
Other material items:
Goodwill on acquisition
Capital expenditure
Depreciation and amortisation
Segment assets
Segment liabilities
(1,935,624)
(3,305,705)
–
–
(1,935,624)
(3,305,705)
6,193,426
(51,273)
6,142,153
(2,179,155)
–
(2,179,155)
4,014,271
(51,273)
3,962,998
7,428,704
17,409,883
11,563,598
–
–
–
7,428,704
17,409,883
11,563,598
158,964,836
66,622
159,031,458
97,129,828
414,187
97,544,015
Acrow Annual Report 2021
90
32. OPERATING SEGMENTS (CONTINUED)
Segment Information as at 30 June 2020
Formwork and
construction
services
Mineral
exploration
Lease revenue on hire of equipment
Labour services transferred over time
Cartage services transferred over time
Consumable sales and other services transferred at a point
in time
Other income
Segment revenue
Segment operating profit
Unallocated corporate overhead costs
Finance costs
Profit before income tax
Income tax benefit
Profit after income tax
Other material items:
Goodwill on acquisition
Capital expenditure
Depreciation and amortisation
Segment assets
Segment liabilities
Geographical information
37,199,515
16,637,186
5,629,679
22,215,220
2,096,471
83,778,071
Total
37,199,515
16,637,186
5,629,679
22,215,220
2,096,471
–
–
–
–
–
–
83,778,071
7,048,045
(70,117)
6,977,928
(1,916,572)
(2,368,726)
–
–
(1,916,572)
(2,368,726)
2,762,748
(70,117)
2,692,630
320,705
–
320,705
3,083,453
(70,117)
3,013,335
7,428,704
13,101,140
5,260,125
–
–
–
7,428,704
13,101,140
5,260,125
148,146,232
72,981
148,219,213
89,526,237
397,742
89,923,979
The Group’s formwork and construction-related services segment operates in Australia and the mineral exploration
segment operates in Ghana.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021
33. PARENT ENTITY DISCLOSURES
Results of the parent entity
Profit/(loss) for the period
Total comprehensive income/(expense) for the period
Financial position of the parent entity at year end
Current assets
Non-current assets
Total assets
Current liabilities
Total liabilities
Net assets
Total equity of parent entity comprising:
Issued capital
Share based payments reserve
Accumulated losses
Total equity
Movement to accumulated profits/(losses):
Opening balance at 1 July
Dividend paid and reinvested through DRP
Profit/(loss) for the period
Closing balance at 30 June
91
2021
2020
3,063,463
(2,405,628)
3,063,463
(2,405,628)
5,405
66,346
50,707,007
52,020,439
50,712,412
52,086,785
3,615,726
7,284,181
3,615,726
7,284,181
47,096,686
44,802,604
46,703,384
45,674,176
2,972,126
858,545
(2,578,824)
(1,730,117)
47,096,686
44,802,604
(1,730,117)
2,425,848
(3,912,170)
(1,750,337)
3,063,463
(2,405,628)
(2,578,824)
(1,730,117)
Accounting policies of the parent company Acrow Formwork and Construction Services Limited are consistent
with the group and subsidiaries.
Investments in subsidiaries are accounted for at cost in the financial statements of the parent entity, these are
reviewed annually for recoverability at the reporting date.
Acrow Annual Report 2021
92
34. DEED OF CROSS GUARANTEE
Under the terms of ASIC Corporations (Wholly-owned Companies) Instrument 2016/785, certain wholly owned
controlled entities have been granted relief from the requirement to prepare audited financial reports.
Acrow entered into an approved Deed of Indemnity on 26 June 2018 for the cross-guarantee of liabilities with
Acrow Formwork and Scaffolding Pty Ltd and Acrow Holdings Pty Ltd, then on 19 December 2018, an Assumption
Deed was executed to include newly formed entity Acrow Group Investments Pty Ltd and acquired companies,
Natform Pty Ltd and Natform (QLD) Pty Ltd.
A further assumption deed was executed on 3 May 2020 to include the new acquired Uni-span group of
companies.
The following statement of profit or loss and statement of financial position comprises Acrow and its controlled
entities which are party to the Deed of Cross Guarantee, after eliminating all transactions between parties to
the Deed.
STATEMENT OF PROFIT OR LOSS
For the year ended 30 June 2021
Continuing operations
Revenue
Other income
Personnel expenses
Sub-contract labour costs
Inventory purchased, net of changes in finished goods
Depreciation
IT and telecommunication expenses
Freight costs
Insurance expenses
Gain on fair value of derivatives
Contingent consideration related to Uni-span acquisition
Other expenses
Profit before net finance costs and income tax
Finance income
Finance costs
Net finance costs
Profit before income tax
Income tax benefit/(expense)
Profit from continuing operations
2021
2020
94,608,887
81,681,600
6,552,430
2,096,471
(36,534,129)
(26,464,244)
(16,646,962) (18,529,985)
(18,276,344) (13,407,935)
(11,563,598)
(9,639,607)
(1,542,961)
(1,267,705)
(1,664,296)
(1,339,966)
(813,198)
(829,981)
350,000
100,000
(148,264)
–
(4,874,621)
(7,338,118)
9,446,944
5,060,530
–
37,211
(3,305,705)
(2,405,544)
(3,305,705)
(2,368,333)
6,141,240
2,692,197
(2,179,155)
320,705
3,962,085
3,012,902
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021
STATEMENT OF FINANCIAL POSITION
As at 30 June 2021
Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Contract assets
Prepayments and other assets
Total current assets
Non-current assets
Property, plant and equipment
Right-of-use lease assets
Goodwill and intangible assets
Other assets
Total non-current assets
Total assets
Current liabilities
Bank overdraft
Trade payables
Other payables
Financial liability
Employee benefits
Lease liabilities
Borrowings
Current tax liabilities
Total current liabilities
Non-current liabilities
Other payables
Employee benefits
Lease liabilities
Loans and borrowings
Provisions
Deferred income tax liability
Total non-current liabilities
Total liabilities
Net assets
93
2021
2020
1,754,516
7,238,395
24,611,736
17,014,660
8,958,554
5,577,745
775,168
239,747
3,618,377
2,115,493
39,718,351
32,186,040
83,008,854
76,038,493
28,808,936
32,393,595
7,428,694
7,428,694
–
99,411
119,246,484
115,960,193
158,964,835
148,146,233
1,865,938
–
25,122,155
16,234,859
3,486,289
3,492,952
–
350,000
4,639,524
4,129,727
4,645,552
3,420,761
7,898,384
5,981,098
310,331
556,301
47,968,173
34,165,698
–
3,331,309
611,541
595,571
27,396,387
30,729,513
14,440,464
15,837,398
469,274
469,274
6,596,723
4,727,900
49,514,389
55,690,965
97,482,562
89,856,663
61,482,273
58,289,570
Acrow Annual Report 2021
94
34. DEED OF CROSS GUARANTEE (CONTINUED)
Equity
Issued capital
Share based payments reserve
Retained earnings
Total equity
2021
2020
46,703,384
45,674,176
2,972,126
858,546
11,806,763
11,756,848
61,482,273
58,289,570
35 SUBSEQUENT EVENTS
The Group raised $10,500,000 on 27th July 2021
at 38 cents per share via an institutional placement
resulting in the issue of 27,631,579 new ordinary
shares. The capital was raised primarily for the
immediate future to fund the capital investment
requirements of the fast-growing Industrial Services
division and to capitalise on the numerous civil
infrastructure opportunities on the horizon. The balance
of the funds will add strength to the Company’s balance
sheet and provide flexibility to act quickly as compelling
further growth opportunities present themselves. The
new shares issued under the Placement rank equally
with Acrow’s existing fully paid ordinary shares.
Further, 280,500 units of Loan Funded shares were
exercised and converted in full as ordinary shares on
the 13 July 2021, bringing total number of ordinary
shares to 247,289,287 units.
Equipment finance loans of $2,714,776 were drawn
subsequent to 30 June 2021 repayable in full by
July 2024 and Trade finance loans of $1,480,563 were
drawn in July repayable in full between September
2021 to January 2022.
An insurance premium finance loan of $968,752 was
drawn on the 27 August 2021 repayable in full by
27 June 2022.
On 25 August 2021 the Directors declared a franked
dividend of 1.15 cents per share to be paid on Thursday
25 November 2021. Dividend Reinvestment Plan
is available for election. The dividend has not been
provided for in this financial report as it was not
declared until after 30 June 2021.
Impact of COVID-19
The ongoing COVID-19 pandemic has increased the
estimation uncertainty in the preparation of these
consolidated financial statements. The estimation
uncertainty is associated with:
■ The extent and duration of the disruption
to businesses arising from the actions by
governments, businesses and consumers to
contain the spread of the virus;
■ The extent and duration of the expected economic
downturn. This includes the disruption to capital
markets, deteriorating availability of credit, liquidity
concerns, increasing unemployment, declines in
consumer discretionary spending, reductions in
production because of decreased demand, and
other restructuring activities; and
■ The effectiveness of government and central bank
measures that have and will be put in place to
support businesses and consumers through this
disruption and economic downturn.
The Group has developed estimates in these
consolidated financial statements based on forecasts
of economic conditions which reflect expectations and
assumptions as at 30 June 2021 about future events that
the Directors believe are reasonable in the circumstances.
There is a considerable degree of judgement involved in
preparing forecasts.
The underlying assumptions are subject to uncertainties
which are often outside the control of the Group.
Accordingly, actual economic conditions are likely to be
different from those forecast since anticipated events
frequently do not occur as expected, and the effect of
those differences may significantly impact accounting
estimates included in these financial statements.
Two new non-executive directors have been appointed,
Melanie Allibon (joined effective 1 September 2021) and
Laurie Lefcourt (who will join effective 1 October 2021 will
also Chair the Audit & Risk Committee).
Other than the above matter there has not otherwise
arisen between the end of the year end period and the
date of this report any item, transaction or event of
a material and unusual nature likely, in the opinion of
the directors of the Group, to affect significantly the
operations of the Group, the results of those operations,
or the state of the affairs of the Group, in future
financial years.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ending 30 June 2021Acrow Annual Report 2021 DIRECTORS’ DECLARATION
for the year ending 30 June 2021
95
In the opinion of the Directors of Acrow Formwork and Construction Services Ltd (the Group):
(a) the consolidated financial statements and notes set out on pages 50 to 94 and the Remuneration Report in the
Directors’ Report, set out on pages 24 to 49 are in accordance with the Corporations Act 2001, including:
(i) giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its performance, for
the financial year ended on that date; and
(ii) complying with Australian Accounting Standards, International Financial Report Standards and the
Corporations Regulations 2001;
(b) there are reasonable grounds to believe that the company will be able to pay its debts as and when they
become due and payable.
(c) There are reasonable grounds to believe that Acrow Formwork and Construction Services Limited and its
controlled entities identified in note 31 will be able to meet any obligations or liabilities to which they are or may
become subject by virtue of the Deed of Cross Guarantee between Acrow Formwork and Construction Services
Limited and its controlled entities pursuant to ASIC Corporations (Wholly-owned Companies) Instrument
2016/785.
(d) The Directors have been given the declarations required by section 295A of the Corporations Act 2001 from the
Chief Executive Officer and the Chief Financial Officer for the financial year ended 30 June 2021.
Signed in accordance with a resolution of the Directors:
Peter Lancken
Chairman
Steven Boland
Director, Chief Executive Officer
Sydney, 28 September 2021
Sydney, 28 September 2021
Acrow Annual Report 2021
96
INDEPENDENT AUDITOR’S REPORT for the year ending 30 June 2021 96 Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389 ‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited. Liability limited by a scheme approved under Professional Standards Legislation. www.grantthornton.com.au Level 17, 383 Kent Street Sydney NSW 2000 Correspondence to: Locked Bag Q800 QVB Post Office Sydney NSW 1230 T +61 2 8297 2400 F +61 2 9299 4445 E info.nsw@au.gt.com W www.grantthornton.com.au Independent Auditor’s Report To the Members of Acrow Formwork and Construction Services Limited Report on the audit of the financial report Opinion We have audited the financial report of Acrow Formwork and Construction Services Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2021, the consolidated statement of profit or loss and other 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 a summary of significant accounting policies, and the Directors’ declaration. In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including: a giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its performance for the year ended on that date; and b complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Acrow Annual Report 2021 97
97 Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Key audit matter How our audit addressed the key audit matter Carrying value of goodwill (Note 16) As disclosed in Note 16, intangibles comprise goodwill relating to the acquisition of Natform Pty Ltd and Natform (QLD) Pty Ltd which amounts to $7.3 million. In accordance with AASB 136 Impairment of Assets, the Group is required to test the carrying value of goodwill annually. Management has tested goodwill for impairment by comparing the carrying value of the assets related to this cash-generating unit to a valuation model based on the value in use of these assets. We have determined this is a key audit matter as this assessment requires the exercise of significant judgement about forecasting future revenues and expenses, including discount rates applied to cash flows. Our procedures included, amongst others: Enquiring with management to obtain and document an understanding of the processes and controls related to the assessment of impairment, including the calculation of the recoverable amount; Obtaining management’s value in use calculations to: o Test the mathematical accuracy; o Evaluate management’s ability to perform accurate estimates by comparing historical forecasting to actual results; o Test forecast cash inflows and outflows; and o Assess the discount rates applied to forecast future cash flows; Evaluating the value in use model against the requirements of AASB 136, including consultation with our valuations experts; Performing sensitivity analysis on the significant inputs and assumptions made by management in preparing the calculation; and Assessing the adequacy of financial report and accounting policy disclosures. Information other than the financial report and auditor’s report thereon The Directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2021, but does not include the financial report and our auditor’s report thereon. Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report 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. Responsibilities of the Directors for the financial report The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the Directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In preparing the financial report, the Directors are responsible 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. Acrow Annual Report 2021 98
INDEPENDENT AUDITOR’S REPORT for the year ending 30 June 2021 98 Auditor’s responsibilities for the audit of the financial report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is 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 the Australian Auditing Standards 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 economic decisions of users taken on the basis of this financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: https://www.auasb.gov.au/auditors_responsibilites/ar1_2020.pdf. This description forms part of our auditor’s report. Report on the remuneration report Opinion on the remuneration report We have audited the Remuneration Report included in pages 24 to 49 of the Directors’ report for the year ended 30 June 2021. In our opinion, the Remuneration Report of Acrow Formwork and Construction Services Limited, for the year ended 30 June 2021 complies with section 300A of the Corporations Act 2001. Responsibilities The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. Grant Thornton Audit Pty Ltd Chartered Accountants N P Smietana Partner – Audit & Assurance Sydney, 28 September 2021 Acrow Annual Report 2021 SHAREHOLDER INFORMATION
for the year ending 30 June 2021
99
ADDITIONAL INFORMATION FOR LISTED ENTITIES
(SHAREHOLDER INFORMATION)
The shareholder information set out below was applicable as at 14 September 2021 (Reporting Date).
SUBSTANTIAL HOLDERS
Top Holders
PERENNIAL VALUE MANAGEMENT LIMITED
KENECO PROPERTY PTY LTD
HOLDING DISTRIBUTION
Analysis of numbers of equity holders by size of holding:
Ordinary Shares
Holding Ranges
above 0 up to and including 1,000
above 1,000 up to and including 5,000
above 5,000 up to and including 10,000
above 10,000 up to and including 100,000
above 100,000
Totals
Unlisted Options
Holding Ranges
above 0 up to and including 1,000
above 1,000 up to and including 5,000
above 5,000 up to and including 10,000
above 10,000 up to and including 100,000
above 100,000
Totals
Securities
%
24,821,643
13,086,667
9.95%
5.29%
Holders
Total Units
% Issued
Share Capital
1,513
92,987
473
274
1,289,711
2,273,341
1,116
42,238,065
297
203,589,683
0.04%
0.52%
0.91%
16.93%
81.60%
3,673
249,483,787
100.00%
Holders
Total Units
% Issued
Share Capital
–
–
–
1
9
–
–
–
–
–
–
50,000
6,860,000
0.72%
99.28%
10
6,910,000
100.00%
Acrow Annual Report 2021 100
Performance Rights
Holding Ranges
above 0 up to and including 1,000
above 1,000 up to and including 5,000
above 5,000 up to and including 10,000
above 10,000 up to and including 100,000
above 100,000
Totals
Holders
Total Units
% Issued
Share Capital
–
–
–
–
36
36
–
–
–
–
–
–
–
–
16,219,950
100.00%
16,219,950
100.00%
Based on the price per security, number of holders with an unmarketable holding: 1,542, with a total 126,422,
amounting to 0.05% of Issued Capital.
Voting Rights
Fully Paid Ordinary Shares – on a show of hands every member present at a meeting in person or by proxy shall
have one vote and upon a poll each share have one vote.
Options and Performance Rights – do not have voting rights.
Shares Subject to Voluntary Escrow
There are no shares voluntarily escrowed.
Unlisted Securities
Unlisted Securities include: 6,910,000 unlisted options and 16,219,950 performance rights.
There are no holders of more than 20% in either the options or performance right classes.
On-Market Buy-Back
The Company is not currently conducting an on-market buy-back.
SHAREHOLDER INFORMATION for the year ending 30 June 2021Acrow Annual Report 2021 101
Top Holders
TWENTY LARGEST QUOTED EQUITY SECURITY HOLDERS
The names of the twenty largest holders of quotes equity securities are listed below:
Position
Securities
%
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
NATIONAL NOMINEES LIMITED
KENECO PROPERTY PTY LTD
EVERGREEN PARTNERS NO 4 LP
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
MARGARET ANNA PROKOP
NETWEALTH INVESTMENTS LIMITED
BNP PARIBAS NOMINEES PTY LTD
MRP PROPERTY PTY LTD
BNP PARIBAS NOMS PTY LTD
BOND STREET CUSTODIANS LIMITED
CITICORP NOMINEES PTY LIMITED
MARYVILLE PTY LTD
JOSAMBA PTY LTD
MR ROBERT CAPORELLA
WHOOSHKA NOMINEES PTY LTD
DRACKA PTY LTD
CS THIRD NOMINEES PTY LIMITED
22,728,333
15,542,206
13,086,667
12,351,252
11,269,384
6,768,637
6,149,247
6,123,905
4,512,650
3,973,025
3,063,293
2,770,015
2,714,326
2,500,000
2,472,027
2,184,976
2,040,746
1,937,192
9.11%
6.23%
5.25%
4.95%
4.52%
2.71%
2.46%
2.45%
1.81%
1.59%
1.23%
1.11%
1.09%
1.00%
0.99%
0.88%
0.82%
0.78%
MR ANDREW HAROLD KENNARD & MRS PRUDENCE ALICE
KENNARD
1,789,474
0.72%
MALCOLM & JUNE ROSS INVESTMENTS PTY LTD
1,754,252
0.70%
Total
Total Issued Capital
125,731,607
50.40%
249,483,787
100.00%
Acrow Annual Report 2021
102
OTHER INFORMATION:
4.10.3 Corporate Governance Statement
Acrow’s Corporate Governance Statement is available on its website at:
https://www.acrow.com.au/corporate-governance-policies/
4.10.10 Name of the Secretary
Mr Lee Tamplin
4.10.11 Address and Telephone Number of the Registered Office and of the Principal Place of Business
Automic Group, Level 3, 126 Phillip Street, Sydney, NSW, 2000
02 8072 1400
4.10.12 Address and Telephone Number of the Office at which the Register of Securities is
Automic Group, Level 3, 126 Phillip Street, Sydney, NSW, 2000
02 8072 1400
4.10.13 List of Stock Exchanges on which any of the entities are recorded
N/A
SHAREHOLDER INFORMATION for the year ending 30 June 2021Acrow Annual Report 2021 CORPORATE DIRECTORY
for the year ending 30 June 2021
103
COMPANY
Acrow Formwork and Construction Services Limited
BOARD OF DIRECTORS
Mr Peter Lancken AM | Non-Executive Chairman
Mr Steven Boland | Executive Director
Mrs Margaret Prokop | Executive Director
Mr Gregg Taylor | Non-Executive Director (Chair of Audit
& Risk Committee)
Mr David Moffat | Non-Executive Director (Chair of
Remuneration & Nomination Committee)
Mrs Melanie Allibon | Non-Executive Director
CHIEF FINANCIAL OFFICER
Mr Andrew Crowther
COMPANY SECRETARY
Mr Lee Tamplin
REGISTERED OFFICE
c/- Automic Group
Level 5, 126 Phillip Street
Sydney NSW 2000
SHARE REGISTRY
Automic Group
Level 5, 126 Phillip Street
Sydney NSW 2000
AUDITOR
Grant Thornton Audit Pty Ltd
Level 17, 383 Kent Street
Sydney NSW Australia 2000
ASX CODE
ACF
ACN
124 893 465
ANNUAL GENERAL MEETING
The Company will hold its 2021 Annual General
Meeting (“AGM”) as a virtual meeting at 11:00am on
Monday, 22 November 2021.
Pursuant to ASX Listing Rule 3.13.1 and Clause 13.3 of
the Company’s Constitution, nominations for election
of directors at the AGM must be received not less than
30 Business Days before the date of the AGM, being no
later than 11 October 2021
Back cover: Trial of MK System pre-assembly at Acrow’s Revesby
warehouse, NSW
Acrow Annual Report 2021 www.acrow.com.au
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