ASX Announcement
Acrow Limited. 2A Mavis Street, Revesby NSW 2122
Page 1
29 September 2025
FY25 ANNUAL REPORT RELEASE
Acrow Limited (ASX: ACF) (“Acrow” or “the Company”) is pleased to release the Annual Report for
Financial Year 2025.
The Annual Report outlines Acrow’s operational and financial performance over the year,
highlights key achievements, and outlines the Company’s strategy as it continues to pursue
growth opportunities across its core markets.
We look forward to providing an update at the Annual General Meeting, to be held on the 14th of
November 2025.
This release was approved by the Acrow Board of Directors.
-ENDS-
About Acrow
Acrow Limited (ASX: ACF) is a leading provider of smart integrated construction systems across
formwork, industrial access, and commercial scaffolding in Australia. Enhancing our portfolio are
falsework and shoring, screen solutions, Jacking Systems (also known as Jumpform), and internal
engineering capabilities.
With over 80 years of experience, Acrow has grown from a small local business to a national leader in
the construction industry. Our journey is marked by continuous innovation, expansion, and a vision to
set the national standard in engineered industrial and construction services. We’re committed to
removing barriers to success for construction and industrial professionals through our smart solutions,
can do attitude, and strong partnerships.
Operating in 15 locations with over 60,000 tonnes of equipment, Acrow aims to expand its presence in
Australia’s civil infrastructure market. Our national network with local expertise ensures efficient project
delivery while adhering to best practices. To learn more, please visit: www.acrow.com.au
For further information, please contact:
Steven Boland
Andrew Crowther
Managing Director
Chief Financial Officer
Ph: +61 (02) 9780 6500
Ph: +61 (02) 9780 6500
2025 Annual Report
Contents
1
2025 Highlights
2 Chairman’s Report
4 Managing Director’s Report
10 Business Overview
12 Safety
14 Board of Directors
16 Financial Report
82 Directors’ Declaration
83 Independent Auditor’s
Report
87 Shareholder Information
Front cover: Sydney
Harbour Bridge, New
South Wales
Inside Front Cover:
360 Queen St, Brisbane
Raising the Standard
Acrow is a leading provider of smart integrated construction
systems across formwork, industrial services and commercial
scaffolding in Australia. Enhancing our portfolio are falsework
and shoring, screen solutions, Jumpform, and internal
engineering capabilities.
Projects
operating across Australia
Revenue by Business Unit#
● Industrial access 49.7%
● Formwork 43.6%
● Commercial scaffold 6.7%
2021
2022
2023
2024
2025
105.7
148.3
168.5
215.8
265.1
2021
2022
2023
2024
2025
24.3
36.3
53.2
74.6
80.2*
2021
2022
2023
2024
2025
4.9
7.2
11.6
11.5
11.2*
Total Revenue $m
EBITDA $m
Earnings per Share cents
23%
Total Revenue
increased to
$265.1m
8.0%
Increase in
EBITDA to
$80.2m in 2025
*Underlying
*Underlying
11.2c
Earnings
per share, a
decrease of 3%
Acrow Annual Report 2025 | 1
Acrow is a leading provider of smart
integrated construction systems
across formwork, industrial access
and commercial scaffolding.
FY25 was a year of consolidation,
in which we integrated strategic
acquisitions that strengthened our
industrial access operations. We
supported this growth with the further
acquisitions of Brand Australia and
Above Scaffolding for a consideration
of $25.7 million, plus an earn-out of
up to $6 million for Above Scaffolding.
Both businesses service the utilities,
energy and infrastructure sectors.
The Industrial Access division now
represents one half of our business
and the acquisitions support our
successful strategy of diversifying
revenue streams.
Diversification benefits
Industrial Access
This diversification is important
strategically as it provides balance
and increases revenue certainty
for our company. Expansion into
industrial access has brought a
greater proportion of recurring
revenue from non-infrastructure,
government influenced business.
Our work for utilities and large fixed
installations across the energy, water,
mining, and manufacturing sectors is
characterised by multi-year contracts
with blue-chip companies such as
Origin Energy, Sydney Water and BHP.
This ensures earnings stability.
Recent acquisitions have facilitated
entry into the New South Wales
market, particularly the Hunter
Valley, and strengthened our
services in Queensland. We are also
benefiting from the expansions of our
jumpform and screen hire businesses
which have proven to be highly
complementary. This is highlighted
by twelve projects where the win
of a jumpform package has led to
screens work.
We are excited by opportunities in
new sectors that we service such as
steel bridge and ship maintenance.
We have strategies to further expand
this work particularly for the defence
sector, potentially for submarine and
naval vessel maintenance, which
represents a national growth market.
The industrial access work
complements our high-margin,
project-based formwork business,
which continues to benefit from
a strong pipeline. Here, we are
transitioning from some very
large jobs nation-wide and
there is a strong pipeline of new
projects commencing.
Following several years of exceptional
performance, the FY25 result reflected
some struggles across growing
market sectors that experienced
project delays. These included
infrastructure projects in Queensland,
which has been a powerhouse for
Acrow’s formwork business.
To place this in perspective, the
company’s pipeline of new work
has never been stronger, and the
infrastructure opportunities available
have many years to run. Significant
and important projects, such as
the $15.4 billion River Torrens to
Darlington (T2D) opportunity linking
north and south Adelaide through
new tunnels and motorways, have
commenced and are gaining
significant momentum.
Translation of new work into revenue
has been constrained as the rate
of government project starts and
progress on contracts was slower.
Solid financial performance
Acrow has benefitted from scale and
diversification and underlying net
profit was $34.3 million, a 4% increase
from $33.0 million in the previous year.
Having used up the company’s earlier
tax losses, the effective tax rate was
25.7%. Underlying earnings per share
were 11.17 cents, a decrease of 3% due
to the average share increase on
the previous year. Return on equity
was 23.7%.
Dividends
We continued our commitment
to rewarding shareholders by
delivering full year dividends of
5.85 cents per share, identical to
FY24. This represents a high yield
and a benchmark compared to
industry peers.
Capital management
Acrow is benefiting from an expanded
hire equipment base and is well set
up to manage ongoing formwork
projects and recycle previously used
assets to support newly won projects.
While new capital will be needed for
the growing jumpform business, along
with associated demand for screens,
our industrial access model is capital
light with a large labour component.
We anticipate less capital
expenditure will be required in the
coming year compared to previous
years, benefiting cash production.
“
We are excited by opportunities in new sectors that we
service such as steel bridge and ship maintenance.
Peter Lancken, Chairman
Chairman’s Report
2 | Acrow Annual Report 2025
Investment in people
and technology
We prioritise investment in upskilling
and bringing people into our business.
Acrow has entered alliances with
Queensland University of Technology
and University of Technology, Sydney
to bring young engineers to Acrow
before their completion of degree,
providing real-world education
and training. We are developing
scaffolding talent through a
registered training operation (RTO)
specifically to train our own people
at Mackay and Brisbane. This has
been further strengthened by the
acquisition of ATEC during the year.
As sourcing skilled labour remains
difficult, we intend to expand
these operations to ‘breed our
own’ and build our capability in
scaffolding to the highest level.
We have achieved a good track
history of retaining talent through
remuneration packages including
share-based compensation.
The company has embarked upon
a program to transition to a new
enterprise resource planning (ERP)
system which will increase scalability
and strategic alignment across
the business. This is a significant
investment which is expected to go
live in 2026.
Board updates
During the year, we farewelled
Melanie Allibon as a Non‑Executive
Director and Chair of the
Remuneration and Nomination
Committee, and I thank her for
her service.
She was succeeded in these roles
by James Scott on 1 March 2025.
James’ 30 years’ experience in the
industrials, telecommunications and
technology sectors includes roles
as Chief Operating Officer of Seven
Group Holdings, Managing Director of
Accenture Digital ANZ and a Partner
at KPMG. He is also an experienced
director having served on the Boards
of WestTrac, Coates Hire, Integrated
Research, Skyfii and Boom Logistics.
James adds strength to the Board as
we move to a new ERP system.
Effective 1 July 2025 we appointed
Rod Heale to the Board. His
career‑long experience in civil
infrastructure will help guide
Acrow’s progress. Most recently, he
was Managing Director of Decmil,
an integrated construction and
engineering solutions company.
Before that, he served as Chief
Operating Officer for John Holland’s
Australia and Asia business and as
a regional executive for Thiess, John
Holland and CPB Contractors.
Future
Our team has a clear roadmap for
growth, driven by the consolidation of
acquisitions, cross-selling and organic
growth opportunities. I am confident
that Acrow is well‑positioned for
continued success.
The Australian government is
committed to national major
transport infrastructure projects
valued at more than $126 billion over
the next five years1. This represents an
important source of work for Acrow’s
formwork business, and recurring
revenue business from our Industrial
Access division is also strong.
On behalf of the Board I thank our
outstanding management team and
employees led by Steven Boland
for their contributions over the year.
I also thank our shareholders for their
strong support.
Peter Lancken AM Chairman
8%
Underlying
EBITDA up
from $74.6m
to $80.2m
5.85c
full year
dividends
for FY25
1
https://www.infrastructureaustralia.gov.au/reports/annual-budget-statement-2025 p16
Acrow Annual Report 2025 | 3
Pre-assembled Metro
Tunnel Adits, Victoria
FY25 was a year of positioning our
company for what we know is ahead
of us, via exploiting the competitive
advantages we have developed,
specifically engineering skills, quality
of people, product innovation and
geographic coverage. It has also
been a year where our strategy of
diversification of revenue streams has
come to the fore.
Acrow is a full-service engineering
provider, and this capability is
a key differentiator. Our team of
63 engineers represents the single
largest formwork and industrial
access design group in the country.
This enables us to provide innovative
solutions at short notice. We have
invested in training people, fostering
skills and an entrepreneurial culture,
and we now employ more than
900 staff.
This approach has seen us design
unique products where we own the
intellectual property, supported by a
flexible and well-developed supply
chain that provides certainty of
supply, price competitiveness and
high quality.
Strong expansion across our
formwork and industrial access
businesses has driven national
growth across Australia. We operate
from 17 depots that support civil
infrastructure, mining, energy, utilities,
the defence and marine sectors, as
well as commercial and high-rise
residential construction.
Strategy
Our strategy of developing business
across significant and growing
markets underpins continued
profitable growth. We are guided by
strategic principles which include the
diversification of revenue streams.
This has been very successful. We
place equal weight on serving the
infrastructure and construction
sectors through formwork, screens
and jump forms and on supporting
broader industrial sectors through our
industrial access business.
Having driven both organic growth
and acquisitions, we maintain a
disciplined, return-on-investment
driven approach to all capital
expenditure. Following recent
acquisitions our industrial access
division has grown from less than
25% of group revenue two years
ago to 50% in FY25, and many
opportunities remain.
Supporting these principles is the
Acrow Way, which propels constant
improvement across specific
areas including:
●
Safety
●
People development
●
Engineering excellence
●
Internal product development
●
Superior customer service and
outcomes, and
●
‘Best of breed’ in all areas.
Acquisitions
During the year we acquired
the Brand Australia and Above
Scaffolding businesses, which provide
an excellent cultural fit. In New South
Wales, Brand Australia has a strong
market in the power generation and
resources sectors in the Hunter Valley,
while Above Scaffolding brought a
specific expertise in both the asset
maintenance and defence markets
across the Sydney region with clients
that include Transport for NSW
(Sydney Harbour Bridge), Thales
(Garden Island) and Sydney Water.
Financial overview
Underlying EBITDA increased 8.0%
to $80 million although EBITDA
margins decreased 4 basis points
to 30%. This reflected an increased
proportion of industrial access
division revenue, which attracts lower
margins compared to project-based
formwork packages.
While formwork offers high margins,
the market when in growth mode
is relatively capital intensive. In
contrast, multi-year industrial
access contracts provide stability
of earnings and are more labour-
intensive. Notwithstanding this, the
25% margin on labour demonstrates
the division’s strong contribution. This
diversification provides balance and
greater stability for the company.
The group continues to attract
margins that support the growth
of the business, and profit before
finance costs and tax were flat at
$46 million.
Revenue increased 23% to a record
$265 million, a testament to the
benefits of the move into industrial
access as well as the strength of
Acrow’s acquisitions.
The group has leveraged its balance
sheet strength to prepare for
future opportunities, using debt to
aggressively grow industrial access
“
We have invested in training people, fostering skills
and an entrepreneurial culture, and we now employ
more than 900 staff.
Steven Boland, CEO
Managing Director’s Report
4 | Acrow Annual Report 2025
capability. Net debt increased to
$123 million from $69 million reflecting
acquisitions, earnouts and growth
capital expenditure for longer term
sales and industrial access labour.
The group’s debt facilities were
expanded to $170 million effective
1 May 2025 with reduced funding
costs, providing pro forma headroom
of $40 million. Total assets increased
to $406 million from $312 million.
Cash flow from operations, which
includes proceeds from sale of hire
equipment and recoveries from
lost equipment, was $57 million,
representing a 71% conversion rate.
Industrial access revenue surged 83%
to $132 million with full year revenues
from MI Scaffold and Benchmark
Scaffolding, acquired in the prior year,
and two months’ revenue from Brand
Australia and Above Scaffolding.
Following an exceptional FY24,
formwork markets softened as
major projects completed and new
projects experienced delayed starts,
particularly in Queensland. Despite a
strengthening formwork pipeline and
a strong year in NSW, FY25 revenue
was $116 million, down 5%, and
sales contribution decreased in line
with revenue.
Product development
We are excited about our newest
product, Uni-ring, an advanced
modular steel scaffold system for
civil, industrial, and commercial
construction. Its launch in
January 2025 has created a new
revenue line. A flexible design ensures
it is compatible with related products,
which facilitates cross-selling.
Uni-ring was first deployed at the
Perdaman urea fertiliser plant project
near Karratha, which will be one of
the world’s largest urea plants when
completed in 2027.
While some 2,500 tonnes of Uni‑ring
have been shipped in six months,
scalability has increased and Acrow
now has capacity to land up to
2,000 tonnes a month. This provides
an edge for new project tenders
in which Acrow is participating, as
our products are tailored for the
Australian market and innovation sets
us apart.
Sales of the Acrowdeck modular slab
formwork system have been deployed
23%
Sales revenue
up from $215m
to $265m
27%
record new
hire contracts
secured
Acrow Annual Report 2025 | 5
Jumpform, 83 Church
Street, Parramatta,
New South Wales
over more than 18,000 square
metres since its launch in 2023. More
than $3 million of Acrowdeck has
been sold, particularly in NSW and
Queensland markets.
Acrow now engages three industrial
designers to innovate equipment
across the product lifecycle. We
maintain flexibility of manufacturing
across countries allowing rapid
responses to changing demand.
Our pipeline includes ground shoring
and heavy-duty propping products
in development.
Watershed year for
Industrial Services
FY25 was the year when the Industrial
Access division became the group’s
largest revenue contributor. This
division benefits from long standing
relationships with blue-chip clients
that provide recurring revenue.
Labour hire sales and margins
increased and product sales and
margins doubled. We are encouraged
that while acquisitions increased
sales, organic growth provided about
40% of the improvement.
Significant contract wins secured
included a strategic entry into
Australia’s largest industrial access
market, Western Australia, with a
$42 million contract for the Perdaman
urea plant, where Acrow will supply
about 3,800 tonnes of scaffolding
equipment and provide blue- and
white-collar labour over two and a
half years.
A long-standing relationship with
BHP Mitsubishi Alliance, where Acrow
via its MI Scaffold subsidiary provides
equipment and labour hire to support
maintenance and shutdown access,
has been renewed for a further
three years with a minimum value
of $15 million per annum with scope
to increase, at Bowen Basin coal
mines and Hay Point Coal Terminal
at Mackay.
Also, a contract with Kent Projects
at Ampol Refinery in Brisbane where
Acrow provides equipment hire and
labour services was revised upward to
a minimum of $13 million in 2025.
Exceptional trading within MI Scaffold
demonstrated the importance of
Acrow’s investment and triggered an
earn-out payment of $4 million, with
a final earn-out expected in FY26.
Our most recent acquisitions bring
new assets in defence and asset
maintenance. These are expected to
become significant growth sectors in
the next decade.
Formwork
The formwork hire business
experienced softer trading conditions
in most markets.
In Queensland, formwork revenue
increased slightly, attributable
to increased jumpform contracts
while work for the Cross River Rail
completed, valued at $17 million to
Acrow to date. In Victoria, work on
some major infrastructure projects
completed, including the Westgate
tunnel valued at $18 million. Work has
transitioned to the North East Link
and Suburban Rail loop projects.
Work in NSW increased to more than
$30 million in FY25, with significant
projects including the Sydney Metro
Managing Director’s Report
Labour hire
forward order
book
$230m
Jumpform
contract
wins up
38%
1,450
Clients
23.7%
Return on
equity
continued
West underground metro system
and the Snowy Hydro 2.0 renewable
energy project which remains in
the early stages of development.
While South Australian and Western
Australian revenue was slightly
less, work is expected to increase
in these states with jumpform and
screens projects commencing in
WA and strong civil infrastructure
opportunities presenting in SA.
Acrow is fast becoming one of
Australia’s leading jumpform
contractors and revenue nearly
tripled in FY25, demonstrating the
gains from entering this market.
Contract wins increased by 38% to
$11 million. 30 projects have been
secured since launch. This included,
through formwork contractor
Formcom, a $4.5 million contract with
Meriton for jumpform and screens
equipment hire at Meriton’s Cypress
Palms 76-storey residential apartment
development on the Gold Coast.
While screens revenue declined to
$15 million due to project delays in
Queensland and NSW, new contracts
secured for the following year were
strong. Significant market share
gains have placed us in a market
leadership position in NSW. Similar
gains across Victoria, South Australia
and Western Australia played an
important role in the 76% uplift of
contracts secured during the year.
Commercial scaffold
Reduced activity across commercial
scaffold markets led to lower hire
equipment volumes and prices. While
prices and volumes stabilised in the
second half above historic levels,
sales contribution was lower, and
margins remained soft.
People
A highlight has been how we have
developed the capability and
flexibility of our workforce. As an
example, growth in the Industrial
Access division has enabled us to
build a pool of over 700 experienced
6 | Acrow Annual Report 2025
North East Link Tunnel – BEW Gantries
CASE STUDY
What Acrow supplied:
Acrow designed and supplied 14
motorised Back-End Works (BEW)
gantries for Melbourne’s North East
Link Tunnel project. These innovative
gantries follow the tunnel boring
machine during construction. Each
gantry is engineered with a definitive
purpose to enable the construction of
the smoke duct corbels1.
Function of solutions supplied:
Each gantry performs a critical
function: smoke duct works, scabbling
(a technique used to roughen
up surfaces or reduce concrete
levels by removing a thin layer
from the top), drilling, installation
of reinforcement, forming, and
preparation for the placement of
precast planks. Together, these
systems ensure seamless and efficient
tunnel construction.
What is a smoke duct?
The smoke duct is a vital tunnel
component, enabling exhaust fumes to
be drawn out via vacuum and directed
safely to the ventilation station.
Client’s response to the solution
provided:
Our client, SPARK, has recognised the
BEW Gantries used including Acrow’s
Gantries as a game changer in
tunnel construction. By incorporating
these systems, numerous health
hazards traditionally associated with
smoke duct works have either been
eliminated or significantly reduced,
improving safety, productivity, and
overall project delivery.
1
A corbel is an architectural structure that projects from a wall and supports a weight above it.
$6m
Acrow project value
2028
Planned opening
$11.1bn
Project cost
6.5km
of twin road tunnels
Photo: Gantry
installation
Acrow Annual Report 2025 | 7
scaffold labourers consistently
working across the country. This
allows us to mobilise a strong local
presence and scale as needed,
supported by the engineering
team. At Perdaman, within six
months of commencement we
placed 75 scaffolders in rotation
on site. A feature of this drive for
self‑sufficiency was the acquisition of
the ATEC training business located in
Brisbane. This was further enhanced
by the opening of a training centre
in Mackay.
We believe it is important to ‘breed
our own’ people and culture. Acrow’s
training and development includes
cadet, graduate and apprentice
programs that bring young people
into the business and allow transition
across programs and fields such as
engineering, human resources and
finance. The leadership, sales and
technical training we provide allows
continuous reskilling and supports
high retention rates.
Capital management
We are preparing our business for
the future, expecting significant
medium‑term growth in formwork
through government infrastructure
spending and the build up towards
the 2032 Queensland Olympic
Games. During FY25 total capital
expenditure, excluding ex-hire
replacement, was $40 million.
However, most of this was focused on
building the current growth engines
of the business through product
growth investment across Jumpform,
Acrowdeck, screens and industrial
access equipment.
As we invest to serve infrastructure
and industrial services markets our
acquisitions are fully integrated, and
we apply a growth hurdle of 40%
for all capital expenditure. This has
been exceeded over each of the past
five years and rewarded by strong
growth. We expect another year of
preparation ahead and that when
new opportunities emerge, we will be
well positioned.
Outlook
We are confident that Acrow is well
positioned to take advantage of the
significant opportunities ahead. We
are benefiting from our investment in
acquisitions, products and people,
which have opened profitable new
revenue channels across the industrial
access and formwork sectors and
strengthened our platform to support
sustainable, long-term growth.
While we have paused our
acquisitions program and plan
to build organically this year, we
maintain comfortable management
of debt and enjoy significant
headroom in banking capacity.
We continue to direct capital
expenditure, which in FY26 is
expected to be about $27 million,
toward areas where we can
build markets and revenue with
near‑term effect.
Across our Industrial Access division
we anticipate significant revenue
growth through new and renewed
contracts nation-wide, including
targeted growth initiatives in South
Australia and Western Australia.
The division has over $230 million
in secured labour hire contracts
Managing Director’s Report
continued
in its forward order book and we
anticipate that revenue will approach
$200 million in FY26.
Recent acquisitions provide
cross‑selling and growth
opportunities in sectors new to Acrow,
including asset maintenance and
defence. We were pleased to sign in
July 2025 a seven-year, $28 million
extension to a maintenance contract
for Origin Energy in the Surat Basin.
This continues the division’s growth
which provides high-quality, long
term recurring revenue and supports
the sustainability of the business.
In formwork markets, we expect
that delays in projects will continue
to be a factor short term. However,
jumpform continues to grow and
screens revenue is expected to
exceed $20 million in FY26.
Within the formwork market in the
medium term, there will be significant
opportunities to leverage the forecast
uplift in both the civil Infrastructure
space and in the high-rise property
market, both commercial and
residential. In Queensland, we
anticipate a significant uplift when
projects associated with the Brisbane
2032 Olympics begin to move into
the execution phase. This is far from
limited to purely venues and will
encompass an enormous amount of
other infrastructure and commercial
developments to support the Games.
In closing, I would like to thank
everyone at Acrow for their hard
work, talent and strong support for
our customers over the past year.
We also appreciate the support of
our shareholders as we focus on
value creation.
Steven Boland CEO
4%
Underlying
NPAT up to
$34.3m
41.8%
Return on
investment
up
$230m
Labour hire
work-in-hand
book
83%
Revenue from
industrial
access up
8 | Acrow Annual Report 2025
Sydney Metro Western Sydney Airport
CASE STUDY
Aerotropolis & Airport Terminal Stations
System Used: Acrow USS, Supercuplock, AW80
Sydney Metro Western Sydney Airport
is a 23-kilometre rapid transit rail line
currently under construction in Greater
Western Sydney. The line will operate
between St Marys and Bradfield, via
the new Western Sydney International
Airport, and is expected to provide
world-class connectivity for one of
Australia’s fastest-growing regions.
Construction commenced in December
2022 with a planned completion of 2027,
to align with the opening of the airport.
Aerotropolis Train Station
●
Construction partner: Wideform
●
Scope: 10m single sided walls
●
Purpose: the station is the core link to
the Aerotropolis precinct – a future
hub for technology, science, and
creative industries. The development
is expected to generate more than
100,000 new job opportunities by 2056.
Airport Terminal Train Station
●
Construction partner: Futureform Civil
●
Scope: 10m Single and double sided
walls and falsework.
●
Purpose: the station will directly
connect the Western Sydney
International Airport to the Sydney
Metro network via a three-minute
covered walk to the terminal. It is
expected to be one of the busiest
stations on the line.
Systems used:
ACROW USS system: Skeletal wall
framework system to facilitate 10m high
single-sided perimeter wall pours.
AW80 (Acrow wall 80) panel formwork
system: Internal and external wall
formwork to carry out concrete
wall pours.
Supercuplok falsework system:
Suspended concrete works forming the
various floor levels through the Airport
Terminal train station.
$8m
Acrow project value
2027
Planned opening
$11bn
Project value
23km
New metro rail line
6
New stations
Photo: Acrow USS,
Supercuplock, AW80
Acrow Annual Report 2025 | 9
Formwork
●
Leading provider of
formwork systems in
Australia
●
Provides a range of
wall forming panel,
soffit forming and
conventional systems
for large and small
construction equipment
●
Dry hires formwork
equipment and
provides products
to support concrete
structures during
construction
●
Leading provider of
jumpform services for
high-rise property
development
FY25 Commentary
●
Softer trading
conditions with project
commencement delays
●
Formwork pipeline
up 13%
FY26 Strategy
●
Soft market expected
to continue
●
Significant
medium‑term
opportunities
Industrial
Access
●
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 Australia to
the industrial sector
●
Serves the industrial, oil,
gas, and mining sectors,
providing permanent,
contract, and interim
personnel
FY25 Commentary
●
Record revenue up 83%
●
Recurring revenue
from long-standing
relationships
FY26 Strategy
●
$230 million in secured
labour hire contracts
●
Focus on winning major
contracts and renewals
Jumpform
●
Leading provider of
jumpform services for
high-rise property
development
●
Value added highly
engineered formwork
solutions
●
Innovation in
construction
technology that
improves safety,
efficiency, and
adaptability
●
Scaled to meet
demands of large
infrastructure and
development projects
and will drive future
financial performance
FY25 Commentary
●
42 system wins across
30 projects since launch
with repeat customers
●
Contract wins up 38%
FY26 Strategy
●
Continued investment
and national expansion
●
Prepare for significant
opportunities
particularly in
Queensland
Screens
●
Leading designer and
hirer of heavy-duty and
versatile 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
FY25 Commentary
●
Record FY25 hire
contract wins
●
Achieved NSW market
leadership
●
91 screens projects
nationally
FY26 Strategy
●
Expanding market
share with strong
organic growth
●
Complementary to
jumpforms
Acrow is a leading provider of smart integrated construction systems across
formwork, industrial access and commercial scaffolding in Australia.
Business Overview
10 | Acrow Annual Report 2025
Acrow Annual Report 2025 | 11
Harpers Hill Reservoir,
New South Wales
Safety
Acrow has a strong commitment to safety, prioritising the health and well
being of its employees, customers, and subcontractors.
Acrow’s safety culture is built
on collaboration and shared
responsibility, ensuring that all
personnel are trained and follow
industry-leading safe work practices.
Employees have access to health
and safety information from Acrow’s
Health and Safety team, Head of
People & Culture, and through the
Acrow intranet.
Our Lost Time Injury frequency rate
reduced from 1.1 in FY24 to 0 in FY25,
an improvement of 100%. Our total
recordable injury frequency rate
(TRIFR) went from 5.7 in FY24 to 4.4
in FY25, an improvement of 23%.
This was achieved despite working
additional hours compared to FY24.
Key safety initiatives and programs in
FY25 included:
●
A clear focus on prioritising mental
health in the workplace.
●
Implemented a comprehensive
and ongoing safety training
program that equips employees
with the knowledge and
skills necessary to fulfill their
safety responsibilities.
●
Regular updates on health and
safety developments for the
Directors, CEO and executive
leadership team.
●
Expanded monthly safety
awareness program featuring
in‑depth discussion and
presentation on various
safety topics from across the
organisation to collaborate on
safety initiatives and sharing of
best practice.
●
Continuous professional
development and growth of the
Safety team.
2021
2022
2023
2024
2025
26.8
20.7
10.0
5.7
4.4
2021
2022
2023
2024
2025
14.0
214.0
7.0
5.0
6.0
2021
2022
2023
2024
2025
11.5
3.9
2.9
1.1
0.0
2021
2022
2023
2024
2025
6.0
4.0
2.0
1.0
0.0
Total recordable injury frequency rate
Total recordable injuries
Lost time injury frequency rate
Lost time injuries
12 | Acrow Annual Report 2025
Perdaman Fertiliser Project
CASE STUDY
Overview
Acrow was awarded the scaffolding
services contract for the Perdaman
Fertiliser Project in Karratha,
WA – marking a major strategic
achievement for the business.
The scope of works included the
full‑service delivery of scaffolding
design, labour, and material supply,
with over 3,800 tonnes of scaffolding
equipment mobilised to site.
This project represents a significant
win for Acrow, being the first major
contract secured by our Industrial
division in Western Australia. The
successful execution of this complex
and large-scale project reinforces
Acrow’s position as a leading
industrial scaffolding provider and
firmly establishes our capability
to deliver on major infrastructure
developments across the region.
This achievement not only expands
our geographic footprint but also
fast tracks our entry into the Western
Australian industrial market, opening
the door to future large-scale
opportunities.
$41.3m
Acrow project value
Q3 2027
Completion
Current labour
58 onsite
80 employees in total
3,800 tons
Material onsite
12
Current indirect staff
Jun 2026
Last module delivered
Aerial view of Perdaman
Fertiliser Project, WA
Acrow Annual Report 2025 | 13
Board of Directors
Mr Peter Lancken AM | Non-Executive Chairman
Peter has a career spanning over 30 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
$700 million from a network of over 220 locations. He stepped down from his role as a
Non-Executive Director of Kennards in August 2025. Peter is Non-Executive Chairman of
Scully RSV and a Non-Executive Director of Crimestoppers NSW. He was Non-Executive
Chairman of Propertylink Group (ASX:PLG) prior to its acquisition in April 2019.Peter holds
a Bachelor of Engineering (Civil) degree 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
Steve’s 30 year executive career includes extensive experience in operational
management and leadership spanning waste, sports management and hire in both
Australia and the United Kingdom. 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.
Mr David Moffat | Non-Executive Director
David has a career spanning over 40 years in the property and construction industry. In
2019 David founded Cornerstone (NSW) Pty Ltd, whereas Managing Director, he continues
to provide strategic business, project planning and advisory services to Clients, Head
Contractors and Tier 1 Subcontractors within the property and construction industry.
David brings with him key competencies in Leadership, Construction Management,
Innovation and Safety along with a record of successfully navigating the inherent risks
and opportunities in the industry. Prior to founding Cornerstone, David spent 29 years
with Lipman Group, thirteen of these years as Construction Director and the last six years
as Managing Director. He currently sits on the Advisory Board for Star Group and holds a
Bachelor of Engineering Degree (Civil) from The University of Technology, Sydney (“UTS”).
14 | Acrow Annual Report 2025
Mr James Scott | Non-Executive Director
James is a seasoned professional with 30 years’ experience in the industrials,
telecommunications and technology sectors. James was formerly Chief Operating Officer
of Seven Group Holdings (now SGH Limited ASX:SGH), Managing Director of Accenture
Digital ANZ and a Partner at KPMG. James has held multiple Director roles including
WesTrac, Coates Hire, Integrated Research Limited (ASX:IRL), Skyfii Ltd (now Beonic
Ltd ASX:BEO) and is currently a Non-Executive Director of Boom Logistics (ASX:BOL),
Chairman of MerchantWise Group, Chairman of Seisma Pty Ltd, Chairman of Tambla Pty
Ltd and Chairman of Simplyai Pty Ltd.
Mr Rod Heale | Non-Executive Director
Rod has more than 30 years’ experience in the building, construction and infrastructure
industry across Australia. Rod was most recently, Managing Director of Decmil, an
integrated construction and engineering solutions business and prior to Decmil, was Chief
Operating Officer for John Holland’s Australia and Asia business. Rod has also served
as a Regional Executive for Thiess, John Holland and CPB Contractors. Rod holds a
Bachelor of Engineering (Civil) from Monash University and a Master of Construction Law
from The University of Melbourne. Rod is also a Fellow of Engineers Australia, a Fellow of
the Australian Institute of Company Directors, and a Registered Builder in Victoria and
Western Australia.
Mr Lee Tamplin | Company Secretary
Lee is the founder and Managing Director of Comply Corporate Advisory, a professional
services company providing company secretarial and corporate advisory services.
Lee has served as company secretary for multiple ASX listed companies and previously
served as Acrow’s company secretary for 5 years between 2018 and 2023. Prior to
founding Comply Corporate Advisory, Lee managed the largest team of outsourced
company secretaries in Australia, is a graduate of the Australian Institute of Company
Directors and holds a Graduate Diploma of Applied Corporate Governance and Risk
Management from the Governance Institute of Australia.
Ms Laurie Lefcourt | Non-Executive Director
Chair of the Audit and Risk Committee
Laurie has an extensive background in financial, strategic and risk management,
particularly in the resources, construction, and infrastructure sectors. She has held senior
management and executive roles across Rio Tinto, Queensland Rail, Sinopec Oil and Gas,
and Wiggins Island Coal Terminal. Laurie has been a non-executive director for the past
5 years and is also a non-executive director of Elevra Lithium Ltd (ASX:ELV) and Capral
Ltd (ASX:CAA). She is a past member on the boards of Advance NanoTek Ltd (ASX:ANO),
and SenterpriSYS Ltd (NSX: SPS). In 2013, Laurie founded Sage Strategies Pty Ltd where
she provides support to organisations in developing and executing strategy. Laurie holds
a bachelor’s degree in finance and administration, is a fellow of the Institute of Chartered
Accountants of Australia and New Zealand, as well as a graduate of the Australian
Institute of Company Directors.
Acrow Annual Report 2025 | 15
Contents
17 Directors’ Report
22 Auditor’s Independence
Declaration
23 Remuneration Report –
Audited
44 Financial Statements
48 Notes to the Consolidated
Financial Statements
82 Directors’ Declaration
83 Independent Auditor’s
Report
87 Shareholder Information
89 Corporate Directory
Wee Hur student village, Redfern,
Sydney showing jumpform jacks
16 | Acrow Annual Report 2025
Financial Report
The Directors present their report, together with the Annual Financial Report for Acrow Limited
(Acrow or the Company) and its controlled entities, for the year ended 30 June 2025, 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)
●
Melanie Allibon (retired on 26th February 2025)
●
Steven Boland (Chief Executive Officer)
●
James Scott (joined on 1st March 2025)
●
David Moffat
●
Rod Heale (joined on 1st July 2025)
●
Laurie Lefcourt
Information on the current directors and shareholdings are presented in the Annual Report on pages 14 to 15 and pages
35 to 39 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 2025 are:
Board of
Directors
Remuneration
Nomination Committee
Audit and Risk
Committee
No. held
No. attended
No. held
No. attended
No. held
No. attended
Peter Lancken (Chairman)
13
13
2
2
5
5
Steven Boland (Chief Executive Officer)
13
12
–
–
–
–
David Moffat
13
13
2
2
5
5
Laurie Lefcourt
13
13
–
–
5
5
Melanie Allibon (retired on
26 February 2025)
8
8
2
2
–
–
James Scott (joined on 1 March 2025)
5
5
–
–
–
–
Company Secretary
Lee Tamplin was appointed company secretary with effect
from 1st September 2024.
Mr Lee Tamplin of Comply Corporate Advisory has over
20 years’ experience in the financial services industry in
both Australia and the UK. He is Company Secretary for
several 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.
Principal Activities
Acrow operates in the Australian construction and
industrial services sectors. The construction services
work includes hiring formwork, falsework, scaffolding and
screen equipment and undertaking sales of formwork and
scaffolding related consumables. Acrow also operates hire,
sales and labour in the industrial services sector.
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. Acrow perimeter screens support the
construction of civil infrastructure, commercial and
residential projects, providing an edge protection and
perimeter access solution for these structures.
Directors’ Report
For the year ending 30 June 2025
Acrow Annual Report 2025 | 17
Directors’ Report (continued)
For the year ended 30 June 2025
The industrial services operation supplies an industrial
labour service to compliment the scaffolding hire to the
energy, industrial and mining sectors.
The smaller scaffolding operation supplies scaffolding
equipment and access solutions to builders and building
contractors when working at heights.
Operating and Financial Review
The Acrow business undertook a year of consolidation
and preparation for the future. Its Industrial Access
division performed strongly both organically and
through acquisition offset by softer conditions in the
formwork division.
The business strategy continued to prioritise expansion
of its Industrial Access division both organically and
through acquisition which translated to another large
increase in profit during the year. The construction services
sector of the business continued to expand its Jumpform
business and focused on operational readiness and
strategic positioning to capture significant opportunities
expected to arise from proposed major infrastructure and
development projects.
Financial performance:
The Company strengthened its position and continued its
momentum in the 12 months to 30 June 2025. The group
continues its strategy of growing scale in engineered
systems and services including Industrial Access both
organically and through specific acquisitions and
capital expenditure.
The business is continuing to grow in the value added,
highly engineered civil formwork solutions particularly
the expanded Jumpform business and Industrial
Access markets.
For strategic and management decision-making
purposes, non-IFRS measures are used, where non-
operational and one-time expenses such as share-based
payments, business acquisition-related restructuring,
and process integration costs are excluded to present
“underlying” profit measures. These adjustments aim to
improve the comparability of financial results, enabling
readers to concentrate on routine business activities and
providing investors and stakeholders with a clearer view of
everyday operations.
On an underlying basis, the key highlights for the
year included:
●
Group revenue of $265.1m (consisting of revenue from
continuing operations being $241.7m and proceeds
from disposal of ex-hire equipment being $23.4m) up
23% on prior comparative period (pcp). This growth
was driven from both organic and acquisitions in the
Industrial Access division which was up $59.5m or 83%
pcp offset by a subdued Formwork division down
$5.5m or 5% pcp and Commercial Scaffold down $4.2m
or 19% pcp.
●
The group continues to enhance its recurring revenue
through the Industrial Access division, which accounted
for 50% of total group revenue (pcp 33%). The
acquisitions of Above Scaffold and Acrow Energy and
Infrastructure (formerly Brand) companies contributed
2 months revenue as well as a full year contribution
from last year’s acquisitions of MI Scaffold and
Benchmark Scaffold.
●
Sales contribution of $144.4m, up 8%, which was
predominantly driven from increased Industrial Access
contribution up $20.6m or 75%. This was offset by the
Formwork division down $6.0m or 7% and Commercial
Scaffold down $4m or 25%. The sales contribution
margin reduced 8% from 62% to 54% driven by the
increased contribution of the Industrial Access division
which has a higher proportion of labour and therefore
lower divisional margin.
●
Sales contribution margin in the Formwork Division
remained relatively steady at 73% (pcp 74%). Industrial
Access contribution margin reduced from 38% to 37%.
This was predominantly driven by a lower proportion of
hire revenue in the division compared to last year, now
15% down from 18.8% of revenue. Likewise Commercial
Scaffold sales contribution margin reduced 5.3% due to
a lower proportion of hire revenue to total revenue (61%
down from 67%).
●
Overhead costs increased 9%, due predominantly
to the acquisitions of Above and Brand and the full
12 months contributions of MI and Benchmark. Yard
costs remained relatively flat due to consolidations
and tight expense controls. Labour costs increased
from acquisitions and expansion of roles as the
business prepares for increased activity. Other
overheads were flat to last year however within this
was a reduction in expected credit loss provision and
bad debt expense of $1.3m.
●
Underlying EBITDA* increased 8% to $80.2m. Underlying
EBITDA margin decreased 4.0 ppts to 30.3%, resulting
from an increased mix of Industrial Access.
●
Depreciation increased 15% from $20.7m to $23.9m
in line with full depreciation from last year’s capital
expenditure, current and previous years acquisitions
and elevated current year capital expenditure.
●
Net interest expense increased 33% from $7.8m to
$10.4m as a result of the increase in average gross
debt up 58% from $60.2m to $95.6m from acquisitions
and capital expenditure.
●
Underlying NPAT** increased 4% to $34.3 million.
●
Underlying Earnings Per Share “EPS” decreased
3% from 11.54 to 11.17 cents. Although underlying NPAT
increased marginally by 4%, there was an increase in
weighted average shares of 7.5%. This was impacted
18 | Acrow Annual Report 2025
from the annualised impact of the previous year’s
issue of shares in November (18.75m) and May (6.6m)
plus the current year executive performance rights
conversions (5m).
●
Full year dividend remained at 5.85 cents per share,
fully franked.
* Underlying EBITDA represents management adjusted Earnings
Before Interest, Taxes, Depreciation, and Amortisation by
excluding non-operational and one-time expenses. These
adjustments aim to improve the comparability of financial results,
enabling readers to concentrate on routine business activities
and providing investors and stakeholders with a clearer view of
everyday operations.
** Underlying NPAT represents management adjusted net profit
after tax by excluding non-operational and one-time expenses.
Similar to Underlying EBITDA, these adjustments aim to improve the
comparability of financial results, enabling readers to concentrate
on routine business activities and providing investors and
stakeholders with a clearer view of everyday operations.
Financial position:
●
Net Current Assets: Net current assets decreased from
$13.7m to $6.8m at year end.
●
Net Debt: Net debt increased from $68.6m in 2024 to
$123.3m in 2025. This increase was primarily due to:
– Acquisition and related costs for Above Scaffolding
and Acrow Energy & Infrastructure (formerly Brand).
– Growth capex to ensure we can meet our
secured contract commitments and prepare for
future growth.
– Contractual payments associated with earn out
and deferred payments from acquisitions.
– Providing extended terms to key customers to
enable significant equipment sales, and the
ensuing replacement of that ex-hire equipment.
– Front loaded costs on contracts such as labour
and freight that will be recovered over time as the
contract progresses.
●
Net Gearing: The net gearing ratio (net debt / (net
debt + equity)) increased from 32.7% to 45.3%. Net debt
to EBITDA increased from 1.1 to 1.8.
●
Property, Plant, and Equipment: The value of
property, plant, and equipment increased from
$170.4m to $211.3m. This increase was driven by capital
expenditure and acquisitions, offset by depreciation
and asset disposals.
●
Total Working Capital: Total working capital increased
by $17.6m to $68.2m. This increase was due to:
– An increase in trade receivables by $20.5m,
consistent with the rise in revenue.
– A decrease in inventories by $0.2m.
– An increase in prepayments and other assets
by $2.9m.
– Offset by an increase in trade payables by
$5.6 million.
Operating results:
Refer to the Managing Director’s Report on pages 4 to 8 of
this Annual Report.
Dividends
The Company paid a 3.00 cents fully franked dividend per
share being a total of $9.19m for the financial year ending
30 June 2024 on 29 November 2024. Shares totalling
754,196 were issued under the Dividend Reinvestment Plan
at $1.0604 including a 2.5% discount.
The Company paid an interim 2.90 cents fully franked
dividend per share being a total of $8.91m for the financial
year ending 30 June 2025 on 30 May 2025. Shares totalling
745,197 were issued under the Dividend Reinvestment Plan
at $1.0104 per share including a 2.5% discount.
Subsequent to balance date, the Directors declared a
dividend of 2.95 cents per share, fully franked on 25 August
2025 to be paid on 28 November 2025. The 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.
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
Acrow Annual Report 2025 | 19
Directors’ Report (continued)
For the year ended 30 June 2025
audit and non-audit services during the year are set in
note 28.
Significant Changes in the State of Affairs
On 12 February 2025, Acrow acquired 100% of the issued
shares of Australasian Training & Education Centre Pty Ltd
(ACN 158 933 370). ATEC provides nationally recognised
construction and mining training and certifications,
delivered by and in partnership with industry clients, under
industry standards and conditions. It works directly with
industry organisations and employers to ensure their
employees and contractors have the skills, knowledge,
accreditations, and licences required to do their job. The
acquisition is intended to secure the groups access to
continued supply of labour.
The consideration comprised a $850,000 Completion
Payment and $250,000 deferred consideration over
three years.
On 30 April 2025, Acrow acquired 100% of the issued
shares of Above Scaffolding Pty Ltd (ACN 073 575 201)
and Above Scaffolding Services (ACN 168 409 041).
Above Scaffolding is recognised as a leading provider
of technical and sophisticated engineered Scaffolding
and Access Solutions throughout NSW. The acquisition
of the business is highly complementary to Acrow’s
existing suite of products and services across Australia.
Above has an extensive history across infrastructure,
industrial, construction and maritime markets with a solid
portfolio of blue‑chip clients.
The consideration comprised a $11,000,000 Completion
Payment followed by a working capital adjustment
of $1,298,000, and two tranches of Contingent
Considerations of up to $6,000,000, provided Above’s
EBITDA exceeds $4,200,000 for each of the Earn
Out Periods.
On 1 May 2025, Acrow acquired 100% of the issued shares
of Acrow Energy and Infrastructure Services (Australia) Pty
Ltd (ACN 106 939 262) and Acrow Energy and Infrastructure
Services (Gladstone) Pty Ltd (ACN 075 145 470), formerly
known as Brand Energy and Infrastructure Services
Australia and Brand Energy and Infrastructure Services
(Gladstone) Pty Ltd (ACN 161 426 366).
Acrow Energy & Infrastructure Services has a strong
operational presence in Hunter Valley which provides
geographical benefits in securing jobs within the region
with a smaller presence within Gladstone which provides
direct synergies with recently acquired MI Scaffolding,
Benchmark Scaffolding and Above Scaffolding. The
acquisition brings shared access to specialised assets
such as QuikDeck and extends Acrow’s capabilities to
service customers.
The total consideration is comprised of a $13,558,831
completion cash payment and a return on working capital
adjustment of $155,000.
Remuneration Report
The remuneration report forms part of the directors’ report
and can be found on pages 23 to 43. It has been audited
in accordance with section 300A of the Corporations Act.
Share Rights
3,747,368 Performance Rights were issued during the year
with vesting periods at the end of the financial years
2027. 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
5 November 2039. The Performance Rights were issued to
executives and senior managers of the Company under
the Company’s Rights Plan and form part of the new Long
Term Variable Remuneration (LTVR) of the employees.
Performance Rights issued to KMP’s are included in
this balance.
6,371,015 Performance Rights vested during the year
after meeting vesting criteria for the measurement
period to 30 June 2024 and 5,106,111 (including carried
forward vested but unexercised) units were exercised into
ordinary shares.
2,102,970 units of Performance Rights were cancelled due
to failure to meet performance hurdles.
Balance of outstanding rights at year end:
Quantity
outstanding
Expiry date
Performance rights
11,762,484
31 July 2035 to
5 November 2039
For further details, refer to note 24 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 8 of this Annual Report.
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:
20 | Acrow Annual Report 2025
●
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 $242,390 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.
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/
Events Subsequent to the End of the Financial Year
On 25 August 2025 the Directors declared a 100% franked dividend of 2.95 cents per share to be paid on
28 November 2025. 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 2025.
Other than the above events, there has not otherwise arisen between 30 June 2025 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.
Rounding of Amounts
Acrow 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 22 of the Annual Report and forms part of the Directors’ Report for the financial year ended 30 June 2025.
Signed in accordance with a resolution of the Directors:
Peter Lancken
Steven Boland
Chairman
Director, Chief Executive Officer
Sydney, 29 September 2025
Sydney, 29 September 2025
Acrow Annual Report 2025 | 21
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Auditor’s Independence Declaration
To the Directors of Acrow Limited
In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Acrow
Limited for the year ended 30 June 2025, 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
S M Thomas
Partner – Audit & Assurance
Sydney, 29 September 2025
Auditor’s Independence Declaration
For the year ended 30 June 2025
22 | Acrow Annual Report 2025
Remuneration Report – Audited
For the year ended 30 June 2025
1.
Letter from the Chair of the
Remuneration Committee
Dear Shareholders,
On behalf of the Board of Directors, I am honoured to
present the Remuneration Report of Acrow Limited for the
financial year ending 2025. As the newly appointed Chair
of the committee, I would like to take this opportunity
to express our sincere recognition and appreciation for
the dedicated service of our outgoing Non-Executive
Director and previous Chair of the Committee, Melanie
Allibon whose leadership and commitment have played a
significant role in shaping Acrow’s remuneration practices.
As a listed company, we are committed to maintaining
the highest standards of transparency and accountability.
Our remuneration strategy is designed to attract, retain,
and motivate talented individuals who are essential
to driving the company’s success. We believe that a
well‑structured remuneration framework is crucial in
fostering a performance-oriented culture that aligns with
our strategic objectives and delivers sustainable value to
our shareholders.
The report provides detailed information on the
remuneration of our key management personnel, including
the fixed and variable components of their compensation,
performance metrics, and the alignment of their incentives
with the company’s performance. We are confident that
our remuneration framework supports our goal of creating
long-term value for our shareholders while ensuring that
our executives are rewarded fairly and appropriately for
their contributions.
Looking ahead, the Remuneration Committee is focused
on building upon this strong foundation. We are currently
exploring several new initiatives designed to further align
executive incentives with shareholder interests, including a
review of performance metrics that support the company’s
strategic priorities. Additionally, we are planning to
strengthen our stakeholder engagement process, ensuring
that shareholder feedback continues to inform our
remuneration framework. These initiatives aim to foster a
high‑performance culture, attract top talents, and deliver
sustainable long‑term value for all shareholders.
We look forward to keeping you informed as we progress
with these plans and appreciate your ongoing support
and engagement on this important aspect of our
corporate governance.
Yours sincerely,
James Scott
Independent Non-Executive Director
Chair of the Remuneration Committee
2.
Scope of the Remuneration
Report and Individuals Classed as Key
Management Personnel (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 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, directly or indirectly
during any part of the financial year. 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 David Moffat, independent non-executive director
since 19 September 2019.
●
Ms Melanie Allibon, independent non-executive
director from 1 September 2021 to 26 February 2025
and Chair of Remuneration Committee.
●
Ms Laurie Lefcourt, independent non-executive
director since 1 October 2021 and Chair of Audit &
Risk Committee.
●
Mr James Scott, independent non-executive
director and Chair of Remuneration Committee since
1 March 2025.
●
Mr Rod Heale, independent non‑executive director
since 1 July 2025.
Senior Executives Classified as KMP During the
Reporting Period
●
Mr Steven Boland, Chief Executive Officer (CEO) &
Executive Director since 27 March 2018.
●
Mr Andrew Crowther, Chief Financial Officer (CFO) since
8 July 2019.
3.
Context of KMP Remuneration for
FY2025 and into FY2027 – unaudited
3.1
Context for Remuneration Governance
during FY2025
The KMP remuneration structures that appear in this report
are largely those that prevailed over FY2025, as is required
Acrow Annual Report 2025 | 23
Remuneration Report – Audited (continued)
For the year ended 30 June 2025
by regulation, but also address expectations for FY2026 to
FY2027, 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
and continues to mature. The following outlines important
context for the decisions that were made in relation to
remuneration for/during FY2025, the outcomes of which
are presented in this report.
●
A total of 3,747,368 performance rights were issued in
FY2025 for 2027 plans. These are comprised of 551,066
units to Steven Boland (CEO), 226,238 units to Andrew
Crowther and 2,970,064 units to other senior managers,
with three-year measure periods attached.
●
A total of 332,020 units were issued to Senior
Managers from acquired businesses for 2024 plans as
compensation. These vested and were exercised in
October 2024.
●
The Company is focused on delivering value for
shareholders by executing on strategy including:
– Being the leading engineered formwork sales
and hire equipment solutions provider in Australia
including expanding its Jumpform presence
– Become the leading engineered solutions provider
to the Australian Industrial Services market
– Concentrating on high return on investment (ROI)
profitable organic growth across all states
– Actively pursuing strategically sensible acquisitions
in the industrial services sector to accelerate
profitable growth
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. 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:
●
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,
●
Developing policies, procedures and practices that
will allow the Company to attract, retain and motivate
high calibre executives, and
●
Ensuring a framework for a clear relationship between
key executive performance and remuneration.
The Committee has the authority to obtain outside legal
or other professional advice or assistance on any matters
within its terms of reference.
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,
– 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
24 | Acrow Annual Report 2025
– In total the sum of the elements will constitute a
total remuneration package (TRP).
●
Both internal relativities and external market factors
should be considered,
●
Remuneration will be managed within a range 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
previous 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, and
●
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 (STI) 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, and
●
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.
Acrow Annual Report 2025 | 25
Remuneration Report – Audited (continued)
For the year ended 30 June 2025
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
Plan Rules, Offers and Comments
Purpose
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 had Performance Rights only for the purposes of
the LTVR.
Form of Equity
The current plan in operation at balance date includes the ability to grant the following
Rights to Eligible Employees which include the Managing Director and employees as
nominated by the Board:
●
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,
●
Share Awards, Loan Funded Shares and Options of which none have been granted
since 2020.
No dividends accrue to unvested Rights or Options, and no voting rights are attached.
LTI Value
The Board retains discretion to determine the LTVR to be offered each year.
FY2025 Invitations
Steven Boland (CEO) was granted 551, 066 performance rights over two tranches with a
total fair value of $212,050. These have potential vesting in 2027.
Andrew Crowther (CFO) was granted 226,238 performance rights over two tranches with a
total fair value of $87,056. These have potential vesting in 2027.
Eligible senior employees were granted 2,970,064 performance rights over two tranches
with a total fair value of $1,142,881. These have potential vesting in 2027.
Certain senior employees from acquired companies were granted 332,020 performance
rights of the FY2024 vesting issue as compensation, which immediately vested and
were exercised. These are valued at the share price on the grant date 22 October 2024
for $356,922.
Measurement Period
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.
26 | Acrow Annual Report 2025
Long Term Variable Remuneration Plan (LTVR)
Aspect
Plan Rules, Offers and Comments
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.
FY2025 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).
Exercise of Grants
Participants will be required to submit an Exercise Notice in respect of Performance Rights
and Options, in order to convert them to Shares, as well as the payment of the Exercise
Price in respect of each Option exercised. No amount is payable on the exercise of
Performance Rights.
Disposal Restrictions
etc.
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.
Cessation of
Employment
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.
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.
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 always applies to everyone. 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
Acrow Annual Report 2025 | 27
Remuneration Report – Audited (continued)
For the year ended 30 June 2025
arrangements, see the policy on the Company website). The following periods in a year are “blackout periods” as defined
in the policy:
●
From the half year balance date until 24 hours following 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 external remuneration consultants, to ensure their independence and that
the Remuneration Committee will have clarity regarding the extent of any interactions between management and the
external remuneration consultants. 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 external remuneration consultants 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 external remuneration consultants must be
approved and will be overseen by the Remuneration Committee when appropriate. Refer to section 12.
4.9
Variable Executive Remuneration – The Short-Term Incentive Bonus Plan
Short-term Incentive Plan (STIP)
Aspect
Plan, Offers and Comments
Purpose
The short-term incentive bonus plan’s purpose is to give effect to an element of
remuneration. This element of remuneration reinforces a performance focused 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 2025, the
measurement period was from 1 July 2024 to 30 June 2025.
Award Opportunities
The CEO was offered an opportunity of up to 40% of Fixed Package which is based on
achieving a range of measurable KPI’s which are predominately based on achieving Profit
before Tax targets and strategic goals 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.
Award Payment
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.
Cessation of
Employment During a
Measurement Period
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
In the event of a Change of Control including a takeover, the Board has discretion
regarding the treatment of short-term incentive bonus opportunities.
28 | Acrow Annual Report 2025
Short-term Incentive Plan (STIP)
Aspect
Plan, Offers and Comments
Fraud, Gross
Misconduct etc.
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 three LTVR plans running which share the same method but differ
slightly in their hurdles and vesting criteria detailed in the table below. All the performance rights 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
Plan, Offers and Comments
Instrument
Performance rights being a right to receive a share subject to performance and
vesting conditions.
Purpose
To motivate executives to achieve the long-term performance targets.
Plan limit
Performance rights issued to CEO and senior executives for 2025 rely on Corporations
Act Section 708 relief – “Senior Managers”. Performance rights issued to CEO and senior
executives for 2026 and 2027 rely on Part 7.12 of the Corporations Act.
LTVR Value
The Board retains discretion to determine the LTVR to be offered each year
2024 plan vesting and exercise
The measurement period of the 2024 plan finished on 30 June 2024. The performance
outcome resulted in 100% of the rights on issue vesting, which amounted to a total of
6,038,995 units vested in FY2024. 1,872,816 rights were exercised into ordinary shares as at
the date of this report. The KMP vestings are below:
KMP Steven Boland vested 1,074,294 rights and subsequently exercised into shares.
KMP Andrew Crowther vested 426,426 rights and subsequently exercised into shares.
A further 332,020 performance rights were issued to senior managers as compensation, all
vested and were exercised immediately.
2025 plan vesting
A total of 4,159,690 performance rights were granted in FY2024 for the 2025 plan.
KMP Steven Boland was issued 641,968 performance rights in this plan with a total fair value
of $442,235. 320,984 units of these are forfeited due to failure to meet earnings per share
(EPS) targets, a fair value of $240,272 was credited to the share-based payments expense
for the year.
KMP Andrew Crowther was issued 254,821 performance rights in this plan with a total fair
value of $175,539. 127,410 units of these are forfeited due to failure to meet EPS targets, a fair
value of $95,373 was credited to the share-based payments expense for the year.
A total of 2,079,845 performance rights issued relating to Total Shareholder Return targets
met the return conditions of vesting including KMP rights above. A total of 2,079,845
performance rights relating to EPS targets did not meet the threshold conditions and
have lapsed.
Acrow Annual Report 2025 | 29
Remuneration Report – Audited (continued)
For the year ended 30 June 2025
Long Term Variable Remuneration Plan (LTVR)
Aspect
Plan, Offers and Comments
LTVR Value (continued)
2026 plan Invitations
A total of 3,870,764 performance rights were granted in FY2024 to the 2026 plan.
KMP Steven Boland has been issued 587,600 performance rights in this plan with a total fair
value of $182,009.
KMP Andrew Crowther has been issued 228,882 performance rights in this plan with a total
fair value of $70,896.
2027 plan Invitations
A total of 3,747,368 performance rights were granted in FY2025 to the 2027 plan.
KMP Steven Boland has been issued 551,066 performance rights in this plan with a total fair
value of $212,050.
KMP Andrew Crowther has been issued 226,238 performance rights in this plan with a total
fair value of $87,056.
Dividends
No dividends are paid or accrued on unvested awards
Tranches
2025 to 2027 Plans:
●
50% issue measured on Earnings per share (EPS) criteria specifically “NPAT / Weighted
average number of shares on issue”
●
50% issue measured on Total Shareholder return (TSR) criteria. This compares the share
price and dividends through the measurement period to the ASX small industrials index.
Performance hurdles
The vesting of the TSR Performance Rights will be determined by reference to the following
scale, in relation to the Measurement Period:
2025 to 2027 Plans:
Performance Level
Company’s Annulised TSR Compared
to the Annulised TSR of the ASX Small
Industrials Total Return Index
% of Tranche
Vesting
Stretch & Above
Index TSR + 160% TSR CAGR
100%
Between Target and Stretch
> 130% Index TSR, < 160% TSR CAGR
Pro-rata
Target
130% Index TSR
50%
Between Threshold and Target
> Index TSR, < 130% TSR CAGR
Pro-rata
Threshold
Index TSR
0%
Below Threshold
< Index TSR
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 Index.
The vesting of EPS Performance Rights will be determined by reference to the following
scale, in relation to the Measurement Period:
30 | Acrow Annual Report 2025
Long Term Variable Remuneration Plan (LTVR)
Aspect
Plan, Offers and Comments
Performance hurdles
(continued)
2025 to 2026 Plans:
Performance Level
Earnings Per Share (EPS) CAGR
% of Tranche
Vesting
Stretch & Above
25%
100%
Between Target and Stretch
> 15%, < 25%
Pro-rata
Target
15%
50%
Between Threshold and Target
> 10%, < 15%
Pro-rata
Threshold
10%
0%
Below Threshold
< 10%
0%
2027 Plan:
Performance Level
Earnings Per Share (EPS) CAGR
% of Tranche
Vesting
Stretch & Above
15%
100%
Between Target and Stretch
> 8%, < 15%
Pro-rata
Target
8%
50%
Between Threshold and Target
> 5%, < 8%
Pro-rata
Threshold
5%
0%
Below Threshold
< 5%
0%
EPS growth will be calculated as the CAGR required for the EPS in the year immediately
prior to the commencement of the Measurement Period to equal the EPS achieved in the
final year of the Measurement Period. The EPS will be calculated as follows for each year of
the calculation:
NPAT EPS ÷ Time Weighted Average Issued Shares
●
NPAT 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 NPAT.
●
Any capex acquired above budget will require the target NPAT adjusted for the relevant
measurement years at a required return of 40% weighted post tax for the time available
(i.e. above budget capex 40% return time available during year).
●
If any M&A activity occurs, the NPAT will be adjusted in consultation with the Board.
●
The Board has discretion regarding whether or not to approve adjustments relating to
NPAT at each measurement period.
Gateway
TSR and EPS Performance Rights are not subject to a gate, however, vesting above Target
in any years will be subject to the Boards discretionary approval.
Measurement Period
and vesting dates
2025 plan: 1 July 2022 to 30 June 2025 (3 years)
2026 plan: 1 July 2023 to 30 June 2026 (3 years)
2027 plan: 1 July 2024 to 30 June 2027 (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.
Acrow Annual Report 2025 | 31
Remuneration Report – Audited (continued)
For the year ended 30 June 2025
Long Term Variable Remuneration Plan (LTVR)
Aspect
Plan, Offers and Comments
Retesting
Retesting is not contemplated under the Plan Rules.
Amount payable for
grants
No amount is payable by participants for grants of Performance Rights.
Exercise of Grants
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.
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.
Cessation of
Employment During a
Measurement Period
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 FY2025 (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 FY2025. The values
presented reflect the remuneration for a full year i.e. ignoring any part-year reporting impact.
Position
Incumbent
Year
Fixed
Package
including
Super1
Target STI2
LTVR
Opportunity
Total Value
of Package
Executive Director and
Chief Executive Officer
Steven Boland
2025
$664,482
$265,793
$442,235
$1,372,510
2024
$632,350
$252,940
$567,261
$1,452,551
Chief Financial Officer
Andrew Crowther
2025
$405,754
$121,726
$175,539
$703,019
2024
$370,996
$111,299
$172,576
$654,871
1 Package includes car allowance and superannuation.
2 With Steven Boland (CEO), STI is capped at 40% of his package; with Andrew Crowther (CFO) STI is capped at 30% of his package subject to
achieving individual KPIs and performance targets.
32 | Acrow Annual Report 2025
6.
Vested/Awarded Incentives and Remuneration Outcomes in Respect of the Completed FY2025 Period (non-statutory
disclosure) – UNAUDITED
The statutory disclosure requirements and accounting standards make it difficult for shareholders to obtain a clear understanding of what the actual remuneration
outcomes for executives were in relation to a given reporting period. The following table brings these outcomes back to the year of performance outcome to which
the award outcome relates, and which is the reporting period, i.e. LTI is presented as being part of the remuneration for the year during which performance testing
was completed.
STI and LTI Outcomes
Position
Incumbent
Year
Fixed
Package
including
Super1
Total STI Awarded Following Completion of
the Financial Year (cash)2
LTVR Value3
Total Remun-
eration
Package
(TRP)
Gain on
Vested
LTI from
Change in
Value During
Vesting
Period4
Amount
Amount
Vested %
Forfeited %
Amount
Executive Director
and Chief Executive
Officer
Steven Boland
2025
$664,482
$120,000
45%
55%
$567,261
$1,351,743
$574,284
2024
$632,350
$214,500
85%
15%
$602,889
$1,449,739
$345,713
Chief Financial Officer
Andrew Crowther
2025
$405,754
$45,000
37%
63%
$172,576
$623,330
$280,544
2024
$370,996
$67,800
61%
39%
$209,104
$647,900
$230,388
1 Package paid includes car allowance and superannuation.
2 This is the value of the total STI award calculated and payable in the next reporting year.
3 This is the value of LTIs that vested in the reporting year. For Steven Boland, 1,074,294 units of performance rights vested and exercised; and for Andrew Crowther, 426,426 performance rights
vested and exercised in FY2025.
4 This is the number of LTI units that exercised in the reporting year, multiplied by the 5-day VWAP share price on the date of vesting less exercise price and the value of LTIs when granted.
Details regarding the assessments of performance that gave rise to the short-term incentive bonus outcomes for FY2025 are given below.
Acrow Annual Report 2025 | 33
Remuneration Report – Audited (continued)
For the year ended 30 June 2025
7.
Performance Outcomes for FY2025
7.1
Company Performance
The following outlines the performance of the Company over the FY2021 and FY2025 period in accordance with the
requirements of the Corporations Act:
Corporate Performance Measures
FY End Date
Revenue
Profit/(loss)
after Tax
Share Price
Change in
Share Price
Total
Dividend
per Share1
Short Term Change in (SP
Increase + Dividends)
Amount
%
30-Jun-25
$265,117,827
$23,274,399
$0.990
($0.075)
$0.059
($0.016)
(2%)
30-Jun-24
$215,256,023
$25,559,299
$1.065
$0.285
$0.056
$0.341
44%
30-Jun-23
$168,494,966
$23,457,040
$0.780
$0.275
$0.032
$0.307
61%
30-Jun-22
$148,345,521
$15,694,168
$0.505
$0.130
$0.024
$0.154
41%
30-Jun-21
$105,743,523
$3,962,998
$0.375
$0.060
$0.018
$0.078
25%
1 Dividends paid 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 FY2025, 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.
During the reporting period, grants of equity were made
in relation to the LTVR scheme as part of remuneration for
FY2025 but did not vest due to the presence of the long-
term measurement period and vesting conditions that are
yet to be completed/assessed.
7.3
Links Between Company Strategy
and Remuneration
The Company intends to attract the superior talent
required to successfully implement the Company’s
strategies at a reasonable and appropriately variable
cost by:
●
positioning Fixed Packages (the fixed element) around
relevant market data benchmarks when they are
undertaken, and
●
supplementing the Fixed Package with at-risk
remuneration and incentives that motivate executive
focus on:
– short to mid-term objectives linked to the strategy
via annual performance assessments, and
– long term value creation for shareholders by linking
a material component of remuneration to those
factors that shareholders have expressed should be
the long‑term focus of executives and the Board,
such as share price appreciation.
To the extent appropriate, the Company links strategic
implementation and measures of success of the strategy,
directly to incentives in the way that performance
is assessed.
34 | Acrow Annual Report 2025
8.
KMP Equity
8.1 Number of equities granted as remuneration
Only selected employees have been granted performance rights under the long-term variable remuneration (LTVR) plan during the year, changes during the year
and the balance held at reporting date are as follows.
Executives:
FY2025
Number
Held at
1 July 2024
Granted FY 25
Forfeited
Vested and
Exercised
Vested and
Remaining
Unexercised
Purchase /
(Disposal)
Others
Number
Held at 30
June 2025
Name
Instrument
Number
Date
Granted
Number
Number
Number
Number
Number
Number
Number
Steven Boland
Performance
Rights
2,303,862
06-Nov-24
551,066
(320,984)
(1,074,294)
–
–
–
1,459,650
Unrestricted
Shares
5,017,768
–
–
–
1,074,294
–
(440,000)
–
5,652,062
Andrew Crowther
Performance
Rights
910,129
06-Nov-24
226,238
(127,410)
(426,426)
–
–
–
582,531
Unrestricted
Shares
991,387
–
–
–
426,426
–
(200,022)
–
1,217,791
TOTALS
9,223,146
777,304
(448,394)
–
–
(640,022)
–
8,912,034
Acrow Annual Report 2025 | 35
Remuneration Report – Audited (continued)
For the year ended 30 June 2025
FY2024
Number
Held at
1 July 2023
Granted FY 24
Forfeited
Vested and
Exercised
Vested and
Remaining
Unexercised
Purchase /
(Disposal)
Others
Number
Held at 30
June 2024
Name
Instrument
Number
Date
Granted
Number
Number
Number
Number
Number
Number
Number
Steven Boland
Performance
Rights
2,148,588
21-Aug-23 &
20-Dec-23
1,229,568
–
(1,074,294)
–
–
–
2,303,862
Unrestricted
Shares
5,813,474
–
–
–
1,074,294
–
(1,870,000)
–
5,017,768
Andrew Crowther
Options
300,000
–
–
(133,929)
(166,071)
–
–
–
–
Performance
Rights
845,090
21-Aug-23 &
20-Dec-23
483,703
–
(418,664)
–
–
–
910,129
Unrestricted
Shares
1,006,652
–
–
–
584,735
–
(600,000)
–
991,387
TOTALS
10,113,804
1,713,271
(133,929)
–
–
(2,470,000)
–
9,223,146
36 | Acrow Annual Report 2025
NED’s:
FY2025
Number
Held at
1 July 2024
Granted FY 25
Forfeited
Vested and
Exercised
Vested and
Remaining
Unexercised
Purchase /
(Disposal)
Others
Number
Held at 30
June 2025
Name
Instrument
Number
Date
Granted
Number
Number
Number
Number
Number
Number
Number
Peter Lancken
Unrestricted
Shares
12,395,826
–
–
–
–
–
252,979
–
12,648,805
David Moffat
Unrestricted
Shares
441,208
–
–
–
–
–
–
–
441,208
Melanie Allibon
(retired on
26 February 25)
Unrestricted
Shares
200,000
–
–
–
–
–
–
–
200,000
Laurie Lefcourt
Unrestricted
Shares
10,000
–
–
–
–
–
–
–
10,000
James Scott
(joined on
1 March 25)
Unrestricted
Shares
–
–
–
–
–
–
–
–
–
TOTALS
13,047,034
–
–
–
–
–
252,979
–
13,300,013
FY2024
Number
Held at
1 July 2023
Granted FY 24
Forfeited
Vested and
Exercised
Vested and
Remaining
Unexercised
Purchase /
(Disposal)
Others
Number
Held at 30
June 2024
Name
Instrument
Number
Date
Granted
Number
Number
Number
Number
Number
Number
Number
Peter Lancken
Unrestricted
Shares
11,770,826
–
–
–
–
–
625,000
–
12,395,826
David Moffat
Unrestricted
Shares
416,208
–
–
–
–
–
25,000
–
441,208
Melanie Allibon
Unrestricted
Shares
200,000
–
–
–
–
–
–
–
200,000
Laurie Lefcourt
Unrestricted
Shares
10,000
–
–
–
–
–
–
–
10,000
TOTALS
12,397,034
–
–
–
–
–
650,000
–
13,047,034
Acrow Annual Report 2025 | 37
Remuneration Report – Audited (continued)
For the year ended 30 June 2025
8.2
Value of equities granted as remuneration
Executives
Value of long-term variable remuneration (LTVR) expensed in current year on grants issued in FY2025 and prior years.
FY2025
2025 Equity Grants
Type
Grant
Date
Expiry
Date
Fair Value
per Unit
Number
of units
Total
Value at
Grant
Value
Expensed
in Previous
Years
Value
Expensed
in FY 25
Max Value
to be
Expensed
in Future
Years
Min Value
to be
Expensed
in Future
Years
Name
Role
Steven Boland
Executive
Director
and Chief
Executive
Officer
Performance
Rights
21-Aug-23
21-Aug-38
0.6292
320,984
$201,962
$93,396
$108,566
–
–
21-Aug-23
21-Aug-38
0.7485
320,984
$240,272
$111,113
($111,113)
–
–
20-Dec-23
20-Dec-38
0.4813
293,800
$141,414
$29,568
$55,919
$55,927
$55,927
20-Dec-23
20-Dec-38
0.1382
293,800
$40,596
$8,490
$16,057
$16,049
–
06-Nov-24
05-Nov-39
0.4026
275,533
$110,930
–
$27,101
$83,829
$83,829
06-Nov-24
05-Nov-39
0.3670
275,533
$101,121
–
$24,704
$76,417
–
Andrew
Crowther
Chief
Financial
Officer
Performance
Rights
21-Aug-23
21-Aug-38
0.6292
127,411
$80,167
$37,073
$43,094
–
–
21-Aug-23
21-Aug-38
0.7485
127,410
$95,373
$44,104
($44,104)
–
–
20-Dec-23
20-Dec-38
0.4813
114,441
$55,080
$11,517
$21,782
$21,781
$21,781
20-Dec-23
20-Dec-38
0.1382
114,441
$15,816
$3,307
$6,254
$6,255
–
06-Nov-24
05-Nov-39
0.4026
113,119
$45,542
–
$11,126
$34,416
$34,416
06-Nov-24
05-Nov-39
0.3670
113,119
$41,515
–
$10,142
$31,373
–
TOTALS
2,490,575
$1,169,788
$338,568
$169,528
$326,047
$195,953
38 | Acrow Annual Report 2025
FY2024
2024 Equity Grants
Type
Grant
Date
Expiry
Date
Fair Value
per Unit
Number of
units
Total
Value at
Grant
Value
Expensed
in Previous
Years
Value
Expensed
in FY 24
Max Value
to be
Expensed
in Future
Years
Min Value
to be
Expensed
in Future
Years
Name
Role
Steven Boland
Executive
Director
and Chief
Executive
Officer
Performance
Rights
15-Nov-22
30-Jun-37
0.5608
537,147
$301,206
$301,206
–
–
–
15-Nov-22
30-Jun-37
0.5616
537,147
$301,683
$301,683
–
–
–
15-Nov-22
30-Jun-37
0.5228
537,147
$280,826
$107,500
$173,326
–
–
15-Nov-22
30-Jun-37
0.5333
537,147
$286,435
$109,647
$176,788
–
–
Performance
Rights
21-Aug-23
21-Aug-38
0.6292
320,984
$201,962
–
$93,396
$108,566
$108,566
21-Aug-23
21-Aug-38
0.7485
320,984
$240,272
–
$111,113
$129,159
–
20-Dec-23
20-Dec-38
0.4813
293,800
$141,414
–
$29,568
$111,846
$111,846
20-Dec-23
20-Dec-38
0.1382
293,800
$40,596
–
$8,490
$32,106
–
Andrew
Crowther
Chief
Financial
Officer
Options
16-Jul-19
16-Jul-24
0.0361
300,000
$10,843
$10,843
–
–
–
16-Jul-19
16-Jul-24
0.0561
300,000
$16,816
$16,816
–
–
–
16-Jul-19
16-Jul-24
0.0710
300,000
$21,301
$21,301
–
–
–
16-Jul-19
16-Jul-24
0.0826
300,000
$24,782
$24,510
$272
–
–
Performance
Rights
01-Jun-22
30-Jun-37
0.4289
209,332
$89,788
$89,788
–
–
–
01-Jun-22
30-Jun-37
0.4516
209,332
$94,534
$94,534
–
–
–
01-Jun-22
30-Jun-37
0.3801
213,213
$81,034
$42,010
$39,024
–
–
01-Jun-22
30-Jun-37
0.4293
213,213
$91,542
$47,457
$44,085
–
–
Performance
Rights
21-Aug-23
21-Aug-38
0.6292
127,411
$80,167
–
$37,073
$43,094
$43,094
21-Aug-23
21-Aug-38
0.7485
127,411
$95,373
–
$44,104
$51,269
–
20-Dec-23
20-Dec-38
0.4813
114,441
$55,080
–
$11,517
$43,563
$43,563
20-Dec-23
20-Dec-38
0.1382
114,481
$15,816
–
$3,307
$12,509
–
TOTALS
5,906,949
$2,471,470
$1,167,295
$772,063
$532,112
$307,069
Acrow Annual Report 2025 | 39
Remuneration Report – Audited (continued)
For the year ended 30 June 2025
9.
NED Fee Policy Current Rates for and Fee Limit
The Remuneration and Nominations Committee took advice from an external remuneration consultant that was not
the auditor, and these adjustments have been implemented to ensure we continue to attract the highest talent in the
Director pool.
The following table outlines the NED fee policy rates that were applicable since September 2023.
Director
Directors Fees/Executive Remuneration
Chairperson
$150,000
Other
$90,000
Chair of Audit & Risk Committee
Additional $12,000
Chair of Remuneration Committee
Additional $12,000
40 | Acrow Annual Report 2025
10.
Remuneration Records for FY2025 – Statutory Disclosures
10.1
Senior Executive Remuneration
The following table outlines the remuneration received and receivable by Senior Executives of the Company prepared according to statutory disclosure requirements
and applicable accounting standards:
FY2025
Name
Role
Short Term
Sub-total
Post
employ-
ment
Other
long term
Share based payments
Total
% perf-
ormance
based
Salary
STI
Non-cash
Rights
Options
Steven Boland
Executive
Director
and Chief
Executive
Officer
$634,550
$120,000
$26,858
$781,408
$29,932
$74,900
$121,234
$0
$1,007,474
24%
Andrew
Crowther
Chief
Financial
Officer
$375,822
$45,000
$167
$420,989
$29,932
$40,418
$48,294
$0
$539,633
17%
Total KMP
$1,010,372
$165,000
$27,025
$1,202,397
$59,864
$115,318
$169,528
$0
$1,547,107
STI of $165,000 is for FY2025, payable in FY2026.
FY2024
Name
Role
Short Term
Sub-total
Post
employ-
ment
Other
long term
Share based payments
Total
% perf-
ormance
based
Salary
STI
Non-cash
Rights
Options
Steven Boland
Executive
Director
and Chief
Executive
Officer
$604,951
$214,500
$20,942
$840,393
$27,399
$89,637
$592,681
–
$1,550,110
52%
Andrew
Crowther
Chief
Financial
Officer
$343,597
$67,800
$512
$411,909
$27,399
$37,050
$179,110
$272
$655,740
38%
Total KMP
$948,548
$282,300
$21,454
$1,252,302
$54,798
$126,687
$771,791
$272
$2,205,850
STI of $282,300 for FY2024 paid in FY2025.
Acrow Annual Report 2025 | 41
Remuneration Report – Audited (continued)
For the year ended 30 June 2025
10.2
NED Remuneration
Remuneration received by non-executive directors in FY2025 and FY2024 are disclosed below:
FY2025
Name
Role
Short Term
Share based payments
Total
%
performance
based
Board Fees
Rights
Options
Peter Lancken
Chairman
$150,000
–
–
$150,000
–
David Moffat
Independent NED
$90,030
–
–
$90,030
–
Melanie Allibon (retired
on 26 February 25)
Independent NED
$102,034
–
–
$102,034
–
Laurie Lefcourt
Independent NED
$102,000
–
–
$102,000
–
James Scott (joined
on 1 March 25)
Independent NED
$34,000
–
–
$34,000
–
Total NED
$478,064
–
–
$478,064
–
FY2024
Name
Role
Short Term
Share based payments
Total
%
performance
based
Board Fees
Rights
Options
Peter Lancken
Chairman
$147,667
–
–
$147,667
–
David Moffat
Independent NED
$88,333
–
–
$88,333
–
Melanie Allibon
Independent NED
$100,000
–
–
$100,000
–
Laurie Lefcourt
Independent NED
$100,000
–
–
$100,000
–
Total NED
$436,000
–
–
$436,000
–
Employment Terms for Key Management Personnel
10.3
Service Agreements
A summary of contract terms in relation to executive KMP is presented below:
Name
Position Held at Close
of FY2025
Employing
Company
Duration of
Contract
Period of Notice
Termination
Payments
From
Company
From KMP
Steven Boland
Executive Director and
Chief Executive Officer
Acrow Limited
Open-ended
6 months
6 months
Up to 6
months' Total
Remuneration*
Andrew Crowther
Chief Financial Officer
Acrow Limited
Open-ended
6 months
6 months
Up to 6
months' Total
Remuneration*
*
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.
42 | Acrow Annual Report 2025
11.
External Remuneration Consultant Advice
During the reporting period, the Board engaged external remuneration consultants, Godfrey Remuneration Group
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 external remuneration advisor 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 2025 | 43
Statement of Profit or Loss and Other
Comprehensive Income
For the year ended 30 June 2025
In dollars
Note
2025
2024
Continuing operations
Revenue
4
241,660,570
193,114,919
Other income
5
15,959,079
15,037,150
Personnel expenses
(109,462,903)
(80,623,830)
Sub-contract labour costs
(15,168,492)
(10,846,322)
Inventory purchased, net of changes in finished goods
(36,142,474)
(29,878,964)
Depreciation
(23,297,769)
(20,027,484)
Acquisition, restructuring and process integration costs
(5,377,643)
(3,165,796)
Freight costs
(3,811,033)
(3,003,585)
Change in fair value of contingent considerations1
30
(2,972,108)
-
IT and telecommunication expenses
(2,713,140)
(2,288,128)
Insurance expenses
(2,644,154)
(2,112,241)
Amortisation of intangible assets
16
(1,867,836)
(899,400)
Expected credit loss provision and bad debt expense
(800,001)
(2,053,183)
Other expenses
6
(8,628,338)
(7,218,979)
Profit before net finance costs and income tax
44,733,758
46,034,157
Finance costs
7
(9,904,138)
(7,558,627)
Net finance costs
(9,904,138)
(7,558,627)
Profit before income tax
34,829,620
38,475,530
Income tax expense
8
(11,555,221)
(13,120,987)
Profit from continuing operations
23,274,399
25,354,543
Other comprehensive income
Items that may be reclassified to profit/(loss)
Foreign operations – foreign currency translation differences
–
204,756
Total comprehensive income for the year
23,274,399
25,559,299
Earnings per share from continuing operations
Basic EPS (cents per share)
25
7.57
8.94
Diluted EPS (cents per share)
25
7.42
8.66
1 Contingent consideration includes an additional earn-out of paid to MI Scaffold sellers due to EBITDA outcome exceeding
performance target.
The above statement should be read in conjunction with the accompanying notes.
44 | Acrow Annual Report 2025
Statement of Financial Position
As at 30 June 2025
In dollars
Note
2025
2024
Current assets
Cash and cash equivalents
10
8,021,894
5,593,504
Trade and other receivables
11
74,233,607
53,735,780
Inventories
12
13,854,843
14,009,225
Contract assets
13
2,715,784
43,299
Prepayments and other assets
13
7,254,122
4,370,251
Total current assets
106,080,250
77,752,059
Non-current assets
Property, plant and equipment
14
211,309,203
170,421,375
Right-of-use lease assets
15
35,605,491
28,061,115
Goodwill
16
31,244,480
19,971,167
Other intangible assets
16
21,903,627
16,239,924
Total non-current assets
300,062,801
234,693,581
Total assets
406,143,051
312,445,640
Current liabilities
Bank overdraft
10
22,180,492
3,597,901
Trade payables and accrued expenses
17
27,133,102
21,535,436
Other payables
17
8,544,756
1,737,880
Financial liabilities
30
119,551
–
Employee benefits
18
11,871,085
7,903,481
Lease liabilities
15
7,997,913
5,727,741
Loans and borrowings
19
18,144,791
21,485,595
Current tax liabilities
21
3,285,375
2,029,461
Total current liabilities
99,277,065
64,017,495
Non-current liabilities
Other payables
17
2,438,311
3,980,903
Employee benefits
18
1,085,218
778,061
Lease liabilities
15
32,558,118
26,734,220
Loans and borrowings
19
90,898,454
49,147,807
Provisions
20
1,010,774
569,274
Deferred income tax liability
21
29,786,996
26,257,568
Total non-current liabilities
157,777,871
107,467,833
Total liabilities
257,054,936
171,485,328
Net assets
149,088,115
140,960,312
Equity
Issued capital
93,753,176
89,458,912
Reserves
3,317,453
4,674,077
Retained earnings
52,017,486
46,827,323
Total equity
149,088,115
140,960,312
The above statement should be read in conjunction with the accompanying notes.
Acrow Annual Report 2025 | 45
Statement of Changes in Equity
For the year ended 30 June 2025
In dollars
Share
capital
Share based
option
payments
reserve
Foreign
currency
translation
reserve
Retained
earnings
Total
equity
Balance at 30 June 2023
61,809,122
4,022,214
53,803
36,998,532
102,883,671
Total comprehensive income for
the period
Profit for the year
–
–
–
25,559,299
25,559,299
Other comprehensive loss
–
–
(53,803)
–
(53,803)
Total comprehensive income
–
–
(53,803)
25,559,299
25,505,496
Transactions with owners of
the company
Shares issued net of transaction costs
21,717,785
–
–
–
21,717,785
Shares issued as consideration on
business combination, net of cost
2,000,000
–
–
–
2,000,000
Dividends paid to shareholders
–
–
–
(15,730,508)
(15,730,508)
Shares issued under dividend
reinvestment plan ("DRP")
1,429,359
–
–
–
1,429,359
Listing costs
(121,264)
–
–
–
(121,264)
Equity settled share-based payments
–
3,275,773
–
–
3,275,773
Transfer of option reserves to
share capital
2,623,910
(2,623,910)
–
–
–
Total transactions with owners of
the company
27,649,790
651,863
–
(15,730,508)
12,571,145
Balance at 30 June 2024
89,458,912
4,674,077
–
46,827,323
140,960,312
Total comprehensive income for
the period
Profit for the year
–
–
–
23,274,399
23,274,399
Total comprehensive income
–
–
–
23,274,399
23,274,399
Shares issued as consideration on
business combination, net of cost
270,712
–
–
–
270,712
Performance Rights forfeited
–
(14,480)
–
14,480
–
Dividends paid to shareholders
–
–
–
(18,098,716)
(18,098,716)
Shares issued under dividend
reinvestment plan ("DRP")
1,552,696
–
–
–
1,552,696
Listing costs
(37,041)
–
–
–
(37,041)
Equity settled share-based payments
–
1,165,753
–
–
1,165,753
Transfer of LTVRs reserves to
share capital
2,150,975
(2,150,975)
–
–
–
Shares issued to executives
356,922
(356,922)
–
–
–
Total transactions with owners of
the company
4,294,264
(1,356,624)
–
(18,084,236)
(15,146,596)
Balance at 30 June 2025
93,753,176
3,317,453
–
52,017,486
149,088,115
The above statement should be read in conjunction with the accompanying notes.
46 | Acrow Annual Report 2025
Statement of Cash Flows
For the year ended 30 June 2025
In dollars
Note
2025
2024
Cash flows from operating activities
Receipts from customers
137,854,973
93,216,751
Receipts on lease revenue
105,272,357
103,806,520
Payments to suppliers and employees
(201,424,439)
(156,828,902)
Cash generated from operations
41,702,891
40,194,369
Income tax paid
(9,794,397)
(7,652,062)
Net cash inflow from operating activities
31,908,494
32,542,307
Cash flows from investing activities
Proceeds from disposal of property, plant and equipment
5
23,522,638
22,197,226
Purchase of property, plant and equipment
14
(49,763,053)
(40,210,211)
Consideration paid for controlled entities, net of cash acquired
(21,318,373)
(30,985,697)
Contingent payment on acquisitions1
30
(5,409,964)
–
Net cash outflow from investing activities
(52,968,752)
(48,998,682)
Cash flows from finance activities
Proceeds from issue of shares
–
21,717,785
Listing costs
(37,041)
(121,264)
Proceeds from borrowings
68,188,005
47,706,226
Repayment of borrowings
(29,778,162)
(28,363,357)
Repayment of lease liabilities
15
(9,148,235)
(6,224,654)
Dividends paid net of DRP
22
(16,546,020)
(14,301,149)
Finance costs paid
(7,772,490)
(6,901,008)
Net cash inflow from financing activities
4,906,057
13,512,579
Net decrease in cash and cash equivalents
(16,154,201)
(2,943,796)
Cash and cash equivalents as at 1 July
1,995,603
4,939,396
Effect of exchange rate fluctuations on cash held
–
3
Cash and cash equivalents at the end of the year
10
(14,158,598)
1,995,603
1 Relates to cash payment on earn-out paid to MI Scaffold and Benchmark sellers due to EBITDA outcome exceeding performance targets set.
The above statement should be read in conjunction with the accompanying notes.
Acrow Annual Report 2025 | 47
Notes to the Consolidated Financial Statements
For the year ended 30 June 2025
1.
Reporting entity
2.
Basis of preparation
3.
Material accounting policies
4.
Revenue
5.
Other income
6.
Other expenses
7.
Finance costs
8.
Income tax expense
9.
Acquisitions
10.
Cash and cash equivalents
11.
Trade and other receivables
12.
Inventories
13.
Contract assets, prepayments and
other assets
14.
Property, plant and equipment
15.
Leases
16.
Intangible assets
17.
Trade and other payables
18.
Employee benefits
19.
Loans and borrowings
20.
Provisions
21.
Deferred income tax liability and current
income tax liability
22.
Issued capital
23.
Capital management
24.
Share-based payments
25.
Earnings per share
26.
Capital commitments and contingencies
27.
Reconciliation of cash flows from
operating activities
28.
Remuneration of auditors
29.
Key management personnel and
related parties
30.
Financial risk management
31.
Group entities
32.
Deed of cross guarantee
33.
Parent entity disclosures
34.
Operating segments
35.
Subsequent events
1.
Reporting entity
Acrow Limited (“Acrow”) is a for profit company limited by
shares, incorporated and domiciled in Australia. Its 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 2025 comprise of the Company and
its controlled entities (“the Group”).
Acrow is a provider of smart integrated construction
systems across formwork, industrial services and
commercial scaffolding in Australia. The construction
services work includes hiring formwork, falsework,
scaffolding and screen equipment and undertaking
sales of formwork and scaffolding related consumables.
Acrow also operates hire, sales and labour in the industrial
services sector.
Acrow’s Annual Reports for prior reporting periods are
available upon request from the Group’s registered office
located at 2A Mavis Street, Revesby NSW 2212, 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 29 September 2025.
Details of the Group’s material 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.
(c)
Functional and presentation 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
amounts of assets, liabilities, income and expenses. Actual
results may differ from these estimates.
48 | Acrow Annual Report 2025
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.
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
4
Acquisitions
9
Trade and other receivables
11
Inventories
12
Property, plant and equipment
14
Leases
15
Intangible assets
16
Employee benefits
18
Provisions
20
Deferred income tax liability and current
income tax liability
21
Share-based payments
24
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.
(f)
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.
Material 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 Limited
and its controlled entities.
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 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.
Any deferred 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.
Where an asset only purchase is made and deferred
consideration is contingent to certain conditions being
met, the amount payable is assumed to be at the
maximum probable level, such that the capitalisation
of assets includes the full value of the purchase price.
Any reduction in final deferred consideration paid are
to be recognised in the statement of profit or loss as
when the conditions resulting in the reduction in deferred
consideration have occurred.
(ii)
Subsidiaries
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.
Acrow Annual Report 2025 | 49
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
(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.
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.
Receivables
A receivable is recognised when performance obligations
are met or as lease income is earned 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. 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 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 derecognises 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.
Financial liabilities are measured at amortized cost using
the effective interest rate method.
Non-derivative 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.
(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
3.
Material accounting policies (continued)
50 | Acrow Annual Report 2025
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 (including any contractual extensions
that are expected to be exercised) 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
1 – 33 years
●
Leasehold improvements
over the lease term
●
Plant and equipment
2 – 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)
Intangible assets
(i)
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.
(ii)
Intangible assets
Customer relationships and brand names, acquired
during business combinations, are valued at cost. They
are amortised on a straight-line basis over an estimated
useful life of between nine to twelve years. These are
amortised on a straight-line basis in the Statement of
Profit or Loss and Other Comprehensive Income from date
of acquisition.
(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 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.
(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 are recognised initially at fair value plus transaction
costs. 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
Acrow Annual Report 2025 | 51
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
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 conducts an ongoing
assessment of expected credit losses (ECL) by analysing
actual loss experience of the Group, arrears, and other
inputs such as exposure or timing. The assessment is
broken down into 4 sectors including Industrial Services,
Civil Infrastructure, Commercial, and Residential. These
sectors are then analysed in a set of 5 stages ranging
from currently due receivables to above 90-days due
receivables. The Group also separately quantifies
receivables due from entities in liquidation/default.
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.
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
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.
Goodwill arising from acquisitions, which forms part of
non‑financial assets and has an indefinite useful life
or is not yet available for use, is tested for impairment
annually at the same time each year, or more frequently
if events or changes in circumstances indicate that it
may be impaired. The basis for measurement and key
management assumptions applied in determining the
recoverable amount are set out in Note 16.
An impairment loss is recognised in the statement of
profit or loss if the carrying amount of an asset or its
related cash-generating unit (CGU) exceeds its estimated
recoverable amount.
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.
(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.
3.
Material accounting policies (continued)
52 | Acrow Annual Report 2025
(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, 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.
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 fa 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 fair value
of the cost of restoring leased properties to their original
condition, at the conclusion of the lease.
(j)
Revenue
The Group is a national provider of smart integrated
construction systems across formwork, industrial services
and commercial scaffolding. The Group engages in
provision of equipment on a hire-out basis with related
Acrow Annual Report 2025 | 53
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
services which may include labour, transport, material handling, design and engineering services, assembly of main
screens and consumable sales.
Key estimates and judgement
Management acknowledges that judgement is required when assessing whether an arrangement should be
recognised in full or in part under AASB 16 Leases or AASB 15 Revenue from contracts with customers. Management’s
assessment of the arrangement considers whether there are lease components or non-lease components and whether
interdependency exist between services and equipment hire arrangements.
The following table summarises the revenue streams of the Group, its applicable accounting standards, the performance
obligations and timing in which revenue is recognised.
Revenue stream
Notes
Equipment hire
revenue
Equipment hire includes design and engineering services and cartage fees. Revenue from
hire of equipment provides customer the right to control the use of identified equipment is
recognised under AASB 16 over the term of the lease term as the customer simultaneously
receives and consumes the benefits.
When design and engineering services and holding and cartage fees are considered to be
integral to and inseparable from hire of equipment, the arrangement is accounted for as a
single lease component, reflecting its economic substance. Consideration is recognised on
a straight line-basis over the lease term.
Labour services
Relates to revenue generated from provision of labour to transport, configure, install,
assemble and dismantle Acrow’s equipment and systems. In the circumstances where this
income is not integral to the lease arrangement, the revenue is recognised over time as the
service is provided.
Cartage services
Recognised at a point in time when the performance obligation is satisfied, being the
delivery or collection of goods.
Sale of consumables
Revenue generated from sale of building materials and consumables such as accessories,
bolts, plates, safety components and other site-specific materials. The performance
obligation is satisfied at a point in time when control of goods passes onto the customer.
Other services
Relates to the design and engineering where not integral to and is separable from hire
of equipment. These services do not form part of lease component and therefore are
recognised at a point in time when the services are provided.
3.
Material accounting policies (continued)
(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.
Finance costs comprise interest expenses on loans and
borrowings, lease liabilities and the unwinding of the
discount on provisions.
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.
(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.
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).
54 | Acrow Annual Report 2025
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, only to
the extent that it is probable that sufficient future taxable
profits will be available to utilise them.
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.
(m)
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 including any lease
extensions that are likely to be exercised.
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 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
Acrow Annual Report 2025 | 55
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
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.
(n)
Accounting standards and interpretations issued but not yet effective
Certain new or revised accounting standards and amendments to Australian Accounting Standards have been
published that are not mandatory for the current reporting period and have not been early adopted by the Group.
AASB 2024-2 Amendments to Australian Accounting Standards – Classification and Measurement of Financial
Instruments. This standard is not expected to have material impact on the entity in the current or future reporting periods
and on foreseeable future transactions.
AASB 18 Presentation and Disclosure in Financial Statements. This new standard is not expected to have an impact of the
recognition and measurement of assets, liabilities, income and expenses, however its impacts on the presentation and
disclosure are expected to be pervasive. In particular, the Statement of Profit or Loss and Comprehensive Income and
providing management-defined performance measures within the financial statements. The Group expects AASB 18 will
have a material impact on the Group’s presentation of its Consolidated Profit or Loss.
4.
Revenue
In dollars
2025
2024
Revenue from contracts with customers
Labour services transferred over time
91,472,931
49,929,174
Cartage services at a point in time
9,583,846
7,770,923
Consumable sales and other services transferred at a point in time
44,901,651
41,045,258
145,958,428
98,745,355
Revenue from operating leases
Hire of equipment
95,702,142
94,369,564
241,660,570
193,114,919
5.
Other income
In dollars
2025
2024
Disposal of property, plant and equipment
Ex-hire equipment
Proceeds
23,457,257
22,141,104
Carrying amount
(7,527,406)
(7,125,478)
15,929,851
15,015,626
Non-hire equipment
Proceeds
65,381
56,122
Carrying amount
(36,153)
(34,598)
29,228
21,524
Net gain on disposal of property, plant and equipment
15,959,079
15,037,150
3.
Material accounting policies (continued)
56 | Acrow Annual Report 2025
6.
Other expenses
In dollars
2025
2024
Property costs
(1,565,536)
(1,157,746)
Audit, tax and legal expenses
(1,557,091)
(1,202,058)
Travelling expenses
(1,331,273)
(881,977)
Utilities
(1,008,771)
(981,943)
Plant & equipment operating expenses
(792,216)
(468,322)
Motor vehicle expenses
(734,194)
(392,923)
Other low value and short-term leases
(635,186)
(709,490)
Repair & maintenance
(581,215)
(693,230)
Others
(422,856)
(579,260)
(8,628,338)
(7,066,949)
From discontinued operations
Cost of divestment
–
(152,030)
Total other expenses
(8,628,338)
(7,218,979)
7.
Finance costs
In dollars
2025
2024
Finance costs
Unwinding interest on deferred consideration
(61,794)
(657,618)
Interest expense on financial liabilities
(7,481,734)
(4,685,934)
Interest expense on leases
(2,069,855)
(1,689,667)
Borrowing costs
(290,755)
(525,408)
Net finance costs from continuing operations
(9,904,138)
(7,558,627)
Acrow Annual Report 2025 | 57
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
8.
Income tax expense
In dollars
2025
2024
Current income tax expense
(11,393,730)
(12,053,238)
Deferred income tax expense
(414,482)
(1,018,816)
Under provision for income tax in prior year
(189,391)
(48,933)
Initial recognition of previously unrecognised deferred income tax expense
442,382
–
Income tax expense attributable to profit
(11,555,221)
(13,120,987)
In dollars
2025
2024
Profit before income tax
34,829,620
38,475,530
Income tax expense using the Group’s domestic tax rate (30%)
(10,448,886)
(11,542,659)
Income tax effects of amounts which are not deductible / (taxable) in calculating
taxable income:
Recognition of previously unrecognised deferred tax not brought to account
442,382
–
Non-deductible share-based payment expense
(349,726)
(982,731)
Non-deductible acquisition expense
(112,949)
(269,192)
Non-deductible impairment expense
–
(46,758)
Other non-deductible expenses
(885,021)
(385,277)
Under-provision for income tax in prior year
(189,391)
(48,933)
Difference in tax rate on acquisition of base rate entities
–
(260,000)
Utilisation of prior year tax losses unrecognised
(11,630)
414,563
Income tax expense attributable to profit
(11,555,221)
(13,120,987)
9.
Acquisitions
Australasian Training & Education Centre Pty
Ltd (“ATEC”)
On 12 February, Acrow acquired 100% of the issued shares
of Australasian Training & Education Centre Pty Ltd (ACN
159 933 370) for a consideration amounting to $850,000,
followed by a total of $250,000 deferred payments
consisted of three tranches of $83,333, payable at end of
three 12-month periods.
ATEC is a nationally accredited provider offering licences
and certifications for high-risk work, safety, scaffolding,
mining, drilling, first aid, CPR, working at heights, confined
spaces, asbestos handling, machinery operation, and
cargo transport. The main facility is in Brisbane, with a
new training centre opening in Mackay, Queensland in
August 2025.
Above Scaffolding Pty Ltd and Above Scaffolding
Services Pty Ltd (“Above Scaffolding”)
On 30 April 2025, Acrow acquired 100% of the issued
shares of Above Scaffolding Pty Ltd (ABN 073 575 201) and
Above Scaffolding Services Pty Ltd (ACN 168 409 041).
Above Scaffolding provides engineered scaffolding and
access solutions throughout NSW. The acquired entity
has extensive history in servicing blue chip clients in
the infrastructure, industrial, construction and maritime
markets including Australian Defence Force, Transport for
New South Wales and Sydney Water.
Details of the consideration and the fair values of tangible
and intangible assets acquired, liabilities assumed, and
goodwill estimated are set out in the following tables.
The consideration includes a $12,298,000 completion
payment, and up to $6,000,000 in contingent
consideration across two tranches, each contingent upon
Above Scaffolding’s EBITDA exceeding $4,200,000 in the
respective 12-month Earn Out Periods. The fair values
of these contingent consideration are $2,587,259 and
$2,230,395, discounted using Acrow’s post-tax cost of
debt based on estimated EBITDA.
Acquisition and related costs are accounted for in the
Consolidated Statement of Profit or Loss and Other
Comprehensive Income, amounting to $291,465 for
the year.
58 | Acrow Annual Report 2025
Above Scaffolding Pty Ltd and Above Scaffolding
Services Pty Ltd
In dollars
Completion payment
12,298,000
Contingent consideration
4,817,654
Total consideration at fair value
17,115,654
Assets
Cash and cash equivalents
902,862
Trade and other receivables
2,134,490
Prepayments and other assets
205,796
Accrued income
729
Property, plant and equipment
7,103,701
Right-of-use lease assets
238,084
Intangible assets – customer
relationships
4,673,000
Total assets
15,258,662
Liabilities
Trade payables
1,309,934
Employee benefits
592,125
Current tax liabilities
(521,435)
Lease liabilities
238,084
Provisions
122,000
Deferred income tax liabilities
3,073,270
Total liabilities
4,813,978
Fair value of net assets acquired
10,444,684
Purchase consideration transferred
17,115,654
Less: Fair value of net identifiable
assets acquired
(10,444,684)
Goodwill on acquisition
6,670,970
Consideration transferred in cash
12,298,000
Cash acquired net of loan
(902,862)
Net cash outflow on acquisition
11,395,138
The residual amount of goodwill represents the value of
the workforce which would be time consuming and costly
to recreate and the future growth in revenue expected
from new customers. The goodwill recognised is not
deductible for tax purposes.
Estimates and judgments were made to determine the fair
value of intangibles, plant and equipment and provisions.
Two qualified and specialised valuers were engaged to
assess these values.
The valuation of intangibles, being customer relationships,
were determined using a combination of income and cost
approaches, with the Multi-Period Excess Earnings Method
being the predominant driver. Key assumptions used in
determining the fair values included revenue associated
with customer contracts, contract renewal periods,
customer attrition rates and discount rates.
For plant and equipment, another valuer was engaged
to determine the depreciated replacement cost of
the assets. The depreciated replacement costs reflect
adjustments for physical deterioration, as well as
functional and economic obsolescence.
The Consolidated Statement of Comprehensive Income
includes the following revenue and net profit resulting from
the acquisition made since 1 May 2025:
Revenue
3,632,054
Net profit after tax
1,213,620
If the acquisition had taken place at the beginning of the
financial year (1 July 2024), the following revenue and net
profit after tax would have been included:
Revenue
14,159,231
Net profit after tax
2,466,483
Acrow Energy and Infrastructure Services Australia
and Acrow Energy and Infrastructure Services
Australia (Gladstone) (“AEIS”)
On 1 May 2025, Acrow acquired 100% of the issued shares
of Brand Energy and Infrastructure Services (Australia) Pty
Ltd (ACN 106 939 262) and Brand Energy and Infrastructure
Services (Gladstone) Pty Ltd (ACN 075 145 470). The name
“Brand” was replaced with “Acrow” pursuant to share sales
agreements in May 2025.
Acrow Energy and Infrastructure Services has a strong
operational presence in Hunter Valley which provides
geographical benefits in securing jobs within the region
with a smaller presence within Gladstone which provides
direct synergies with recently acquired MI Scaffolding,
Benchmark Scaffolding and Above Scaffolding. The
acquisition brings shared access to specialised assets
such as QuikDeck and extends Acrow’s capabilities to
service customers.
Purchase price allocation was completed during the year.
The fair values of purchase considerations, tangible and
intangible assets, and liabilities assumed were determined
and set out in the following tables.
The total consideration is a $13,403,831 completion
cash payment.
Acquisition and related costs are accounted for in the
Consolidated Statement of Profit or Loss and Other
Comprehensive Income amounting to $625,293 for
the year.
Acrow Annual Report 2025 | 59
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
Acrow Energy and Infrastructure Services group
of companies
In dollars
Completion payment
13,403,831
Total consideration at fair value
13,403,831
Assets
Cash and cash equivalents
2,574,255
Trade and other receivables
1,903,730
Inventory
7,693
Prepayments and other assets
1,027,211
Property, plant and equipment
9,975,092
Right-of-use lease assets
2,103,740
Total assets
17,591,721
Liabilities
Trade payables
1,687,900
Employee benefits
1,594,784
Lease liabilities
2,103,740
Provisions
306,000
Deferred income tax liabilities
655,069
Total liabilities
6,347,493
Fair value of net assets acquired
11,244,228
Purchase consideration transferred
13,403,831
Less: Fair value of net identifiable
assets acquired
(11,244,228)
Goodwill on acquisition
2,159,603
Consideration transferred in cash
13,558,831
Cash acquired net of loan
(2,574,255)
Net cash outflow on acquisition
10,984,576
The residual amount of goodwill represents the value
of the workforce which would be scarce to recruit, time
consuming to train and costly to recreate. The goodwill
recognised is not deductible for tax purposes.
The Consolidated Statement of Comprehensive Income
includes the following revenue and net profit resulting from
the acquisition made since 1 May 2025:
Revenue
4,139,089
Net loss after tax
(32,082)
If the acquisition had taken place at the beginning of the
financial year (1 July 2024), the following revenue and net
profit after tax would have been included:
Revenue
24,455,870
Net profit after tax
620,740
9.
Acquisitions (continued)
10. Cash and cash equivalents
In dollars
2025
2024
Cash at bank
8,021,894
5,593,504
Bank overdraft
(22,180,492)
(3,597,901)
(14,158,598)
1,995,603
60 | Acrow Annual Report 2025
11.
Trade and other receivables
In dollars
2025
2024
Trade receivables
78,092,348
57,695,819
Expected credit loss provision
(3,858,741)
(3,960,039)
74,233,607
53,735,780
Movement in the expected credit loss provision:
In dollars
2025
2024
At 1 July
Opening balance
(3,960,039)
(2,489,689)
Recognised in business combination
(771,386)
(850,000)
Expected credit loss recognised during the year
(800,001)
(2,050,000)
Receivables written off during the year
1,672,685
1,429,650
Balance at 30 June
(3,858,741)
(3,960,039)
In dollars
Current
More than
30 days
More than
60 days
More than
90 days
Default
Total
2025
Expected credit loss rate
0.01%
0.04%
0.48%
10.87%
100.00%
Gross carrying amount
40,812,956
16,711,669
3,916,771
14,385,951
2,265,001
78,092,348
Lifetime expected credit loss
4,484
6,849
18,953
1,563,454
2,265,001
3,858,741
2024
Expected credit loss rate
0.01%
0.08%
0.57%
22.13%
100.00%
Gross carrying amount
37,030,724
8,468,598
3,326,491
6,344,335
2,525,670
57,695,819
Lifetime expected credit loss
4,484
6,849
18,953
1,404,083
2,525,670
3,960,039
12. Inventories
In dollars
2025
2024
Finished goods
13,854,843
14,009,225
13,854,843
14,009,225
13. Contract assets, prepayments and other assets
In dollars
2025
2024
Current
Contract assets
2,715,784
43,299
2,715,784
43,299
Other receivables
419,589
183,272
Prepayments
6,834,533
4,186,979
7,254,122
4,370,251
Acrow Annual Report 2025 | 61
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
14. Property, plant and equipment
In dollars
Land and
buildings
Plant and
equipment
Hire
equipment
Total
Cost
Balance at 1 July 2023
521,014
14,475,101
154,183,704
169,179,819
Acquisition through business combinations
67,588
7,915,356
20,345,463
28,328,407
Additions
27,166
1,374,371
40,099,121
41,500,658
Disposals
–
(42,413)
(10,230,995)
(10,273,408)
Balance at 30 June 2024
615,768
23,722,415
204,397,293
228,735,476
Cost
Balance at 1 July 2024
615,768
23,722,415
204,397,293
228,735,476
Acquisition through business combinations
36,372
5,178,003
22,831,507
28,045,882
Additions
16,652
2,077,525
47,668,876
49,763,053
Disposals
–
(3,951,779)
(7,263,624)
(11,215,403)
Balance at 30 June 2025
668,792
27,026,164
267,634,052
295,329,008
Depreciation and impairment losses
Balance at 1 July 2023
409,402
11,916,754
25,264,114
37,590,270
Acquisition through business combinations
11,027
2,560,601
6,749,270
9,320,898
Depreciation for the year
19,837
1,012,532
12,193,449
13,225,818
Disposals
–
(7,815)
(1,815,070)
(1,822,885)
Balance at 30 June 2024
440,266
15,482,072
42,391,763
58,314,101
Balance at 1 July 2024
440,266
15,482,072
42,391,763
58,314,101
Acquisition through business combinations
28,626
3,169,002
10,452,989
13,650,617
Depreciation for the year
21,712
1,247,469
14,381,977
15,651,158
Disposals
–
(1,024,845)
(2,626,999)
(3,651,844)
Hire equipment loss provision
–
–
55,773
55,773
Balance at 30 June 2025
490,604
18,873,698
64,655,503
84,019,805
Carrying amounts
At 1 July 2023
111,612
2,558,346
128,919,590
131,589,548
At 30 June 2024
175,502
8,240,343
162,005,530
170,421,375
At 1 July 2024
178,189
8,152,465
202,978,549
211,309,203
At 30 June 2025
178,189
8,152,465
202,978,549
211,309,203
Property, plant and equipment are at times sold prior to the end of its useful life either at the request of the customers
or due to loss. “Loss on Hire” revenue are charged as Other Income (see note 5) where the customers are liable. On
acquisition of property plant and equipment there is no intention to dispose through sale.
15.
Leases
The Acrow group leases various properties, 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 from 1 to 3 years,
whilst all printers are for a 5-year lease term.
Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease
agreements do not impose any covenants, but leased assets may not be used as security for borrowing purposes.
Leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is
available for use by the group.
Each lease payment is allocated between the liability and finance cost. The finance cost is charged to the statement of
profit or loss and other comprehensive income over the lease period to produce a constant periodic rate of interest on
the remaining balance of the liability for each period.
62 | Acrow Annual Report 2025
The right-of-use asset is depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis.
Payments on IT equipment including laptops and mobile devices have been treated as low-value assets, are recognised
on a straight-line basis as an expense in the statement of profit or loss and other comprehensive income.
Lease amounts recognised in the Statement of Financial Position:
In dollars
2025
2024
Right-of-use assets
Properties
32,571,835
25,121,006
Forklifts and office equipment
2,290,338
2,411,475
Motor vehicles
743,318
528,634
Total right-of-use assets
35,605,491
28,061,115
Lease liabilities
Current
7,997,913
5,727,741
Non-current
32,558,118
26,734,220
Total lease liabilities
40,556,031
32,461,961
Additions to the right-of-use assets during FY2025 were $11,665,427 (FY2024: $13,674,854).
Lease amounts recognised in the Statement of Profit or Loss and Other Comprehensive Income:
In dollars
2025
2024
Depreciation charge for right-of-use assets:
Properties
6,507,955
5,898,848
Forklifts and office equipment
792,501
627,702
Motor vehicles
346,154
275,117
Total depreciation charge for right-of-use assets
7,646,610
6,801,667
Lease payments include:
●
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
2025
2024
Lease amounts included in the Statement of Cash Flows
Lease payments
9,148,235
6,224,654
Interest expense (included in finance costs)
2,069,855
1,689,666
Total amount paid
11,218,090
7,914,320
Acrow Annual Report 2025 | 63
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
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 AUD10,000).
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
2025
2024
Less than one year
10,349
95,324
Between one and five years
5,904
16,253
16,253
111,577
16.
Intangible assets
Goodwill
Goodwill represents the excess of the cost of acquisition over the fair value of the identifiable assets and liabilities
acquired. It is not amortised but is tested annually for impairment, or whenever any indicators of impairment exist. For
purpose of the impairment test, Goodwill is allocated to the lowest cash-generating unit (“CGU”) within the Group at the
level in which it is monitored for internal management purposes.
Acrow conducts annual impairment tests on goodwill. These tests are performed by assessing the recoverable amount of
each CGU. The recoverable amount is the higher of the CGU’s fair value less costs of disposal and value in use. The value
in use calculations is determined using discounted cash flow projections, which applies a one-year budget that has
been approved by the board of directors, with a subsequent four-years of forecast growth applied. Cash flows beyond
the five-year period are extrapolated using the cash flows for year 5 and the estimated long-term growth rates.
Management judgment is required to forecast future cash flows and to determine an appropriate discount rate to
calculate their recoverable amount. If an impairment loss is identified, it is recognised in the statement of profit or loss
when the carrying amount of an asset exceeds its recoverable amount.
The carrying value of goodwill is allocated to the Group’s CGU identified as follows:
Goodwill allocation to CGU Groups
In dollars
2025
2024
Acrow Screens companies
7,301,902
7,301,902
Unispan Group of companies
126,802
126,802
MI Scaffold Pty Ltd
9,563,986
9,563,986
Benchmark Scaffolding & Edge Protection Pty Ltd
4,380,670
2,978,477
Australasian Training & Education Centre Pty Ltd
1,040,547
–
Above Scaffold group of companies
6,670,970
–
Acrow Energy and Infrastructure Services group of companies (formerly known as
Brand Energy and Infrastructure Services group of companies)
2,159,603
–
Total Goodwill
31,244,480
19,971,167
In dollars
2025
2024
Opening goodwill balance
19,971,167
7,428,704
Additions
11,273,313
12,542,463
Impairment
–
–
Closing balance
31,244,480
19,971,167
15.
Leases (continued)
64 | Acrow Annual Report 2025
Key assumptions for those CGUs that have significant goodwill allocated to them
In dollars
2025
2024
Average growth rate 1 – 5 years – Acrow Screens
1.1%
4.1%
Average growth rate 1 – 5 years – MI Scaffold
5.2%
9.6%
Average growth rate 1 – 5 years – Benchmark
1.7%
–
Average growth rate 1 – 5 years – Above Scaffold
7.3%
–
Terminal growth rate – Acrow Screens
1.4%
1.4%
Terminal growth rate – MI Scaffold
2.3%
2.3%
Terminal growth rate – Benchmark
1.4%
–
Terminal growth rate – Above Scaffold
3%
–
Pre-tax discount rate
15.8%
18.3%
Pre-tax discount rate – Above Scaffold
14.8%
–
The discount rate incorporates the perspective of market participants, including expectations about future economic
conditions and the risks associated with the assets and cash flow of the relevant CGUs. The terminal growth rate is
the weighted average growth rate used to extrapolated cash flows beyond the budget period and are consistent
with forecasts published in relevant industry reports. The average growth rate for each CGU is based upon the past
performance and management’s expectations of market development and initiatives to drive incremental sales and
maintain margins.
Sensitivity
Management has made judgements and estimates in respect of impairment testing of goodwill. Should these
judgements and estimates not occur the resulting goodwill carrying amount may decrease. The impairment
assessment is sensitive to movements in key assumptions including the discount rate applied and the average growth
rates. Management has performed sensitivity analysis for these variables to determine if reasonable changes in the
assumptions would cause the carrying amount of the above CGUs to exceed their recoverable amount. Under the
sensitivity assumptions applied by management there is no impairment in any of the CGUs.
Intangible assets
2025
In dollars
Customer
relationship
Branding
Software
Total
Carrying amount at beginning of the year
13,351,629
2,888,295
–
16,239,924
Additions
7,055,000
–
476,539
7,531,539
Amortisation
(1,560,876)
(306,960)
–
(1,867,836)
Impairment
–
–
–
–
Transfers
–
–
–
–
Carrying amount at end of the year
18,845,753
2,581,335
476,539
21,903,627
At cost
21,124,696
3,069,628
476,539
24,670,863
Accumulated amortisation
(2,278,943)
(488,293)
–
(2,767,236)
Accumulated impairment
–
–
–
–
Total intangible assets
18,845,753
2,581,335
476,539
21,903,627
During the financial year, the Group has capitalised $476,539 in software development costs relating to the
implementation of a new ERP system. The capitalised costs include consultancy fees, labour costs for the development
and customisation of the software and have been assessed as directly attributable to preparing the software for its
intended use in accordance with AASB 138. The software is not yet available for use, and its useful life is currently yet to
be determined. At the balance date, there are no indicators of impairment.
Acrow Annual Report 2025 | 65
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
2024
In dollars
Customer
relationship
Branding
Software
Total
Carrying amount at beginning of the year
–
–
–
–
Additions
14,069,696
3,069,628
–
17,139,324
Amortisation
(718,067)
(181,333)
–
(899,400)
Impairment
–
–
–
–
Transfers
–
–
–
–
Carrying amount at end of the year
13,351,629
2,888,295
–
16,239,924
17.
Trade payables and accrued expenses
In dollars
2025
2024
Current trade payables
Trade payables
17,318,222
9,921,557
Accrued expenses
9,814,880
11,613,879
27,133,102
21,535,436
Other payables
MI Scaffold contingent consideration
3,807,477
2,359,740
MI Scaffold completion adjustment
–
(900,000)
Benchmark deferred consideration
416,786
278,138
Benchmark contingent consideration
286,498
–
Above Scaffolding completion adjustment
1,298,000
–
Above Scaffolding contingent consideration
2,656,237
–
ATEC deferred consideration
79,758
–
8,544,756
1,737,880
Non-current
Other payables
MI Scaffold contingent consideration
–
3,732,609
Benchmark contingent consideration
–
248,294
ATEC deferred consideration
143,606
–
Above Scaffolding contingent consideration
2,294,705
–
2,438,311
3,980,903
Other payables represent the fair value of contingent considerations, deferred considerations and completion
adjustments on the acquisitions of the acquired companies at balance date.
16.
Intangible assets (continued)
66 | Acrow Annual Report 2025
18. Employee benefits
In dollars
2025
2024
Current
Annual leave
5,348,138
3,394,848
Long service leave
3,272,222
2,342,376
Other employee benefits
3,250,725
2,166,257
11,871,085
7,903,481
Non-current
Long service leave
1,085,218
778,061
All employees have defined contribution plans for superannuation and the expense recognised during the year was
$7,107,284 (2024: $5,016,540).
19.
Loans and borrowings
In dollars
2025
2024
Current
18,144,791
21,485,595
Non-current
90,898,454
49,147,807
109,043,245
70,633,402
Borrowings are represented by the following finance facilities:
Secured amortising business loan was re-financed in September 2024 to optimise
financial flexibility by securing lower margins, increasing headroom, and enhancing
liquidity through conversion to an interest-only (non-amortising) structure with new limit
of $53.0m (June 24: $47.4m).
47,878,964
44,767,000
Headroom
5,121,036
–
Secured $31,000,000 non-amortising, interest-only Business Loan Acquisition Facility
was established on 30 September 2024 to support funding for future acquisitions.
25,848,878
–
Headroom
5,151,122
–
Equipment finance facility, revolving 3-year limit of $37.0m (Jun 24 $27.0m).
34,022,210
22,573,556
Headroom
2,977,790
4,426,444
Trade finance facility, revolving 180-day limit of $3.5m (Jun 24: $3.5m).
1,293,193
3,292,846
Headroom
2,206,807
207,154
Working capital facility, $41.5m (Jun 24: $16.5m) including $2.25m bank guarantee
(Jun 24: $2.0m) and $39.25m bank overdraft (Jun 24: $14.5m).
24,427,087
5,574,485
Headroom
17,072,913
10,925,515
Borrowings utilised
133,470,332
76,207,887
Headroom
32,529,668
15,559,113
Total accessible borrowing amount
166,000,000
91,767,000
Borrowings utilised and committed
133,470,332
76,207,887
Less: Bank overdraft recognised separately
(22,180,492)
(3,597,902)
Less: Bank guarantee utilised not drawn
(2,246,595)
(1,976,583)
Total Loans and Borrowings
109,043,245
70,633,402
Acrow Annual Report 2025 | 67
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
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 2025. The covenant measures include the Equity ratio and Financial Debt
to EBITDA ratio.
Interest rates on Equipment finance are fixed but variable on all other loans and facilities. All are dependent on prevailing
market rates and bank margins.
All borrowing costs incurred in the year have been expensed.
20. Provisions
In dollars
2025
2024
Make good provision movement during the year:
Opening balance at 1 July
569,274
469,274
Recognised in business combination
441,500
100,000
Closing balance at 30 June
1,010,774
569,274
A provision for make good is measured at the fair 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.
21. Deferred income tax liability and current income tax liability
In dollars
2025
2024
Deferred income tax liability movement during the year:
Opening balance at 1 July
26,257,569
9,907,149
Recognised in business combination
3,511,815
–
Changes to estimates from prior years
181,449
9,975,826
Provisions
(88,160)
628,694
Accruals
66,286
(214,518)
Property, plant and equipment
867,699
247,277
Intangibles
(560,351)
1,255,877
Revenue tax loss
(6,929)
(269,820)
Initial recognition of previously unrecognised deferred income tax expense
(442,382)
4,727,083
Closing balance at 30 June
29,786,996
26,257,568
Income tax liabilities
Opening balance at 1 July
2,029,461
1,348,072
Recognised in business combination
(487,297)
1,587,056
Changes to estimates from prior years
7,942
20,239
Tax paid
(9,794,397)
(7,652,062)
Current tax liabilities
11,585,184
11,494,032
Utilization of tax loss
(55,518)
(4,767,876)
Carried forward unpaid tax liabilities
3,285,375
2,029,461
19.
Loans and borrowings (continued)
68 | Acrow Annual Report 2025
In dollars
2025
2024
Unrecognised deferred tax assets
Deferred tax assets not recognised for the following items:
Revenue tax losses
10,759,075
1,030,613
Capital losses
1,271,863
913,333
Temporary differences
(1,013,352)
374,256
11,017,586
2,318,202
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 several 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.
For FY2025, the Group has not recognised any deferred tax balances arising from the newly acquired subsidiary Acrow
Energy & Infrastructure Services Australia Pty Ltd. This includes amounts pertaining to carry-forward tax losses giving
rise to deferred tax assets and temporary differences giving rise to deferred tax liabilities. Recognition of the amounts
is subject to satisfaction of aforementioned criteria and the probability of generating future taxable profits which
management is currently reviewing. No amount has been recognised in the current financial year.
22. Issued capital
In units
2025
2024
Number of shares
On issue of 1 July
301,396,067
266,339,056
Issue of shares for cash
–
25,395,663
Issue of DRP shares (i)
1,499,393
1,471,258
Issue of shares on acquisition of Benchmark
–
1,773,994
Shares issued through conversion of performance rights (ii)
5,106,111
6,250,025
Exercise of share options
–
166,071
308,001,571
301,396,067
(i) 754,196 units of ordinary shares were issued at $1.0604 per share following the FY2024 final dividend declaration pursuant to the Dividend
Reinvestment Plan (DRP); 745,197 units of ordinary shares were issued at $1.0104 per share following the FY2025 interim dividend declaration
also pursuant to the DRP.
(iI) 5,106,111 units of ordinary shares were issued during the year through conversion of performance rights granted under the Long-Term Variable
Remuneration (LTVR) plan.
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.
Net tangible assets per ordinary share for the year ended 30 June 2025 are 41.20 cents (2024: 43.34 cents). Net tangible
assets per share is calculated as net assets attributable to Acrow Limited shareholders, being $126.9m (2024: $131.0m)
divided by the number of issued ordinary shares of 308.0m units (2024: 302.3m units).
Acrow Annual Report 2025 | 69
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
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 for by the Group during the year:
In dollars
2025
2024
Dividends on ordinary shares declared and paid:
Final dividend in respect of the previous reporting period:
FY 24: 3.0 cents per share (FY23: 2.70 cents per share)
– Paid in cash
8,389,653
6,647,372
– Paid via DRP
799,750
703,945
Interim dividend for the current reporting period:
FY 25: 2.9 cents per share (FY24: 2.85 cents per share)
– Paid in cash
8,156,367
7,653,777
– Paid via DRP
752,946
725,414
18,098,716
15,730,508
A 100% franked dividend of $9,189,403 for the year ended 30 June 2024 was paid on 29 November 2024 at 3.0 cents per
share with 754,196 new shares issued at $1.0604 each as part of the DRP.
A 100% franked interim dividend of $8,909,314 for FY 2025 was paid on 30 May 2025 at 2.9 cents per share with 745,197
new shares issued at $1.0104 as part of the DRP.
Subsequent to the balance date, the Directors declared a dividend of 2.95 cents per share, 100% franked on
25 August 2025.
The franking credit balance was $9,961,529 on 30 June 2025 (2024: $3,867,505).
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 been 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.
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.
22. Issued capital (continued)
70 | Acrow Annual Report 2025
24. Share-based payments
The cost of share-based payments is recorded under personnel expenses in the statement of profit or loss and other
comprehensive income. For FY2025, this totalled to $1,165,753 (2024: $3,275,773).
Performance Rights
Carried forward from FY2024, there were a total of 14,930,881 units of Performance Rights outstanding which were
granted based on Earnings Per Share (EPS) and Total Shareholder Return (TSR) performance hurdles over FY2021 to
FY2024 periods.
Current year movements are summarised as follow:
Long term variable incentives
Measurement period
FY2022 – 24
FY2025
FY2026
FY2027
Total
Vesting status on 30 June 2025
Vested
Unvested
Unvested
Unvested
Outstanding as of 1 July 2024
6,900,427
4,159,690
3,870,764
–
14,930,881
Grants / (cancellations) of issues (i)
332,020
–
–
3,747,368
4,079,388
Unvested or forfeiture (ii)
–
(2,102,970)
(38,704)
–
(2,141,674)
Vested and exercised as ordinary
shares (iii)
(5,106,111)
–
–
–
(5,106,111)
Balance outstanding at 30 June 2025
2,126,336
2,056,720
3,832,060
3,747,368
11,762,484
(i) A total of 4,079,388 units of LTVRs had been granted in FY2025, of which 332,020 units on FY2024 measurement period were granted as
compensation to senior managers of acquired entities; 3,747,368 units on FY2027 were granted to executives and senior managers based on
Earnings Per Share (EPS) and Total Shareholder Return (TSR) performance hurdles.
(ii) A total of 2,141,674 units were forfeited, out of which 2,102,970 relate to not meeting FY25 EPS targets of minimum 10% compound
annual growth.
(iii) 5,106,111 units were exercised; these include some of the units on FY2024 LTVRs that became vested and exercisable (vesting outcome were
100% on both TSR and EPS issues). The balance on all vested and exercisable LTVRs remaining were 2,126,336 units on balance date.
Total number of outstanding performance rights
on 30 June 2025 were 11,762,484 units (30 June 24:
14,930,881 units).
Performance rights granted in FY2023 and FY2024 have
the following terms:
(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:
a. 50% of each issue measured on Earnings per share
(EPS) criteria specifically “Net profit after tax /
Weighted average number of shares on issue”.
i.
A threshold cumulative return of 10% is required
below which no vesting will occur.
ii. A target return of 15% will vest 50% of
performance rights and pro rata between 10%
and 15%.
iii. Above 15% return up to a maximum of 25%
return the balance of the performance rights will
vest on a pro rata basis.
b. 50% of each issue measured on Total Shareholder
return (TSR) criteria. This compares the share price
and dividends through the measurement period to
the ASX Small Industrials Index.
i.
A threshold cumulative return equal to the
market is required below which no vesting will
occur.
ii. A target return of 130% of the index TSR will
vest 50% of performance rights and pro rata
between index return and 130% of index return.
iii. Above 130% of index return up to a maximum
of 160% 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 2022 and 30 June 2025 for the 2025 issue and
1 July 2023 and 30 June 2026 for the 2026 issue.
Performance rights granted in FY2025 have the same
terms as FY2024 except for vesting hurdles on EPS criteria:
a. 50% of each issue measured on Earnings per share
(EPS) criteria specifically “Net profit after tax /
Weighted average number of shares on issue”.
i.
A threshold cumulative return of 5% is required
below which no vesting will occur.
Acrow Annual Report 2025 | 71
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
ii. A target return of 15% will vest 50% of
performance rights and pro rata between 5%
and 8%.
iii. Above 8% return up to a maximum of 15% return
the balance of the performance rights will vest
on a pro rata basis.
b. The performance rights will be measured between
1 July 2024 and 30 June 2027 for the 2027 issue.
The model inputs for the performance rights vesting
FY2025 granted to executives and senior managers on
21 August 2023 included:
a) Exercise price: nil
b) Share price at grant date of 21 August 2023 was $0.91
c) Expected price volatility between 16.2% and 35.6% –
based on comparable companies
d) Expected dividend yield 4.8%
e) Risk-free interest rate at 4.3%
f) Grant date fair values were 78.40 cents per unit on TSR
grants and 78.56 cents per unit on EPS grants
The model inputs for the performance rights vesting
FY2026 granted to executives and senior managers on
20 December 2023 included:
f) Exercise price: nil
g) Share price at grant date of 20 December 2023
was $0.99
h) Expected price volatility between 17.2% and 35.8% –
based on comparable companies
i)
Expected dividend yield 5.5%
j)
Risk-free interest rate at 3.7%
k) Grant date fair values were 48.13 cents per unit on TSR
grants and 13.82 cents per unit on EPS grants
The model inputs for the performance rights vesting
FY2027 granted to executives and senior managers on the
6 November 2024 included:
a) Exercise price: nil
b) Share price at grant date of 6 November 2024
was $1.07
c) Expected price volatility between 15.3% and 49.0% –
based on comparable companies
d) Expected dividend yield 5.6%
e) Risk-free interest rate 4.0%
f) Grant date fair values were 40.26 cents per unit on TSR
grants and 36.70 cents per unit on EPS grants
24. Share-based payments (continued)
25. 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.
The following table reflects the income and shares data used in the basic and diluted EPS computations:
In dollars
2025
2024
Earnings from continuing and discontinuing operations
Profit excluding significant items
34,343,035
32,999,572
Net share-based payments and significant items*
(11,068,636)
(7,440,273)
Net profit after tax
23,274,399
25,559,299
*
Significant items include contingent consideration paid to MI Scaffold, acquisition, share-based payments, restructuring and process
integration costs, and amortisation of intangibles; and for FY2024, significant items includes share-based payments, acquisition and
rebranding costs and amortisation of intangibles.
72 | Acrow Annual Report 2025
2025
2024
Number of ordinary shares:
Weighted average number of ordinary shares used in the calculation of basic EPS
307,461,450
285,910,110
Weighted average number of ordinary shares used in the calculation of diluted EPS
313,539,355
294,996,650
Basic EPS excluding significant items (cents per share)
11.17
11.54
Diluted EPS excluding significant items (cents per share)
10.95
11.19
Basic EPS (cents per share)
7.57
8.94
Diluted EPS (cents per share)
7.42
8.66
In dollars
2025
2024
Earnings from continuing operations
Profit excluding significant items
34,343,035
32,794,816
Net share-based payments and significant items
(11,068,636)
(7,288,243)
Net profit after tax
23,274,399
25,506,573
Basic EPS (cents per share)
7.57
8.92
Diluted EPS (cents per share)
7.42
8.65
26. Capital commitments and contingencies
In dollars
2025
2024
Capital commitments
Capital expenditure contracted for at the reporting date but not recognised as
liabilities as follows:
Plant and equipment
926,681
6,893,981
Acrow Annual Report 2025 | 73
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
27. Reconciliation of cash flows from operating activities
In dollars
2025
2024
Cash flows from operating activities
Profit
23,274,399
25,354,543
Adjustments for:
●
Depreciation and impairment
23,279,232
20,027,485
●
Gain on disposal of assets
(15,959,079)
(15,037,150)
●
Share-based payment
1,165,753
3,275,773
●
Amortisation of intangibles
1,867,836
899,400
●
Contingent considerations
2,972,108
–
●
Non-operating cash adjustments
(476,539)
150,953
Net changes in working capital:
●
Trade and other receivables
(16,731,646)
(7,488,278)
●
Inventories
162,076
(2,611,741)
●
Contract assets
(2,139,990)
(485)
●
Prepayments and other assets
(2,025,603)
278,012
●
Trade payables and accrued expenses
2,591,809
(5,887,798)
●
Provisions
2,143,625
554,043
●
Increase in financial liabilities
119,551
–
●
Current income tax liabilities
1,777,349
(905,669)
●
Increase in deferred income tax liabilities
(16,525)
6,374,592
Cash generated from operating activities
22,004,356
24,983,680
Finance costs
9,904,138
7,558,627
Net cash from operating activities
31,908,494
32,542,307
28. 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.
In dollars
2025
2024
Audit and review of financial reports
Group and controlled entities
605,836
753,712
Total audit and review of financial reports
605,836
753,712
Other assurance services
558,866
380,557
Tax compliance services
187,513
201,211
Total other non-audit services
746,379
581,768
Total services provided by GT
1,352,215
1,335,480
74 | Acrow Annual Report 2025
29. 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.
In dollars
2025
2024
Key management personnel compensation for the period:
●
Short term employment benefits
1,680,461
1,688,302
●
Long term employment benefits
115,318
126,687
●
Post-employment benefits
59,864
54,798
●
Share-based payments
169,528
772,063
Total compensation paid to key management personnel
2,025,171
2,641,850
Other related party transactions
Directors and KMP of the company hold directorship in
other entities. These entities have transacted with Acrow
in the financial year on terms and conditions no more
favourable than those are at an arms-length basis.
All intercompany transactions between the parent entity
and the subsidiaries and amongst the subsidiaries have
been eliminated on consolidation.
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 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.
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: 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.
Level 2: 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.
As of 30 June 2025, the Group had an outstanding
forward contract with a mark-to-market value of USD
$1,941,000/AUD $3,082,910 recorded (2024: nil), maturing
on 25 July 2025. The effective portion of changes in the
fair value of forward contracts is measured at fair value
through profit or loss. 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, accordingly it is level 2 in the fair value
hierarchy. For the year ended 30 June 2025, the Group
recognised an unrealised loss of $119,551 (2024: nil) in other
expenses under Note 6.
Level 3: If one or more of the significant inputs is not
based on observable market data, the instrument is
included in Level 3.
Acrow Annual Report 2025 | 75
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
The fair value of financial liabilities for the year ended 30 June 2025 are as follows:
2025
2024
Contingent consideration payable
Balance at the beginning of the period
6,092,350
–
Net loss on contingent consideration in the profit or loss
2,972,108
–
Additions to contingent consideration for acquisitions of subsidiaries during the year
5,520,711
6,092,350
Cash paid for settlement of contingent cash consideration
(5,409,964)
–
Closing contingent cash consideration payable
9,175,205
6,092,350
The Group has recognised contingent consideration in relation to business combination. The contingent consideration
is measured at fair value using Level 3 inputs, based on management’s estimates of future performance and discount
rates. Changes in fair value are recognised in the profit or loss.
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.
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 2025 the Group held the below AUD equivalent of foreign currency risks in USD, EUR and HKD:
30 June 2025
30 June 2024
USD
EUR
HKD
USD
EUR
HKD
Trade payables
8,749,561
80,151
(753)
5,406,605
391,655
20,977
Purchase orders at 30 June
9,889,440
561,773
831,193
8,591,008
1,152,708
657,180
Forward exchange contracts
(3,082,910)
–
–
–
–
–
Net exposure
15,556,091
641,924
830,440
13,997,613
1,544,363
678,157
Foreign currency sensitivity
A possible strengthening/(weakening) of the USD, EUR or the HKD 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.
Profit or loss
In dollars
Strengthening
Weakening
USD (10% movement)
1,718,318
(2,100,166)
EUR (10% movement)
75,495
(92,271)
HKD (10% movement)
58,441
(71,427)
30. Financial risk management (continued)
76 | Acrow Annual Report 2025
Interest rate risk
Interest rate risk is the risk that changes in interest rates impact the Group’s financial performance or the value of its
financial instruments.
The Group’s interest rate risk arises from its overdrafts, term loans and when new equipment or trade finances are drawn.
Draw down and increase in overdraft under the current debt facility are priced using a floating interest rate plus a
fixed margin.
The Group does not currently use interest rate hedges. However, management regularly reviews its funding arrangements
to ensure loans are competitively priced and access are maintained to necessary liquidity levels to service the Group’s
operational activities.
At 30 June 2025 the Group has the following exposure to interest rates on borrowings:
2025
2024
Fixed rate instruments
Loans and borrowings
35,315,403
25,866,402
Deferred consideration on business acquisitions
509,863
526,433
Variable rate instruments
Loans and borrowings
73,727,842
44,767,000
Overdraft
22,180,492
3,597,901
Interest Rate Sensitivity
At 30 June 2025, the Group held interest bearing loans of
$109,043,245 (2024: $70,633,402) and a bank overdraft of
$22,180,492 (2024: $3,597,901).
An increase of 100 basis points in interest rates on
variable instruments at the reporting date would have a
negative impact of $661,215 (2024: $393,621) on the net
profit, whereas a decrease of 100 basis points would
have a positive impact of $668,818 (2024: $388,728) on the
net profit.
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 equipment and provide services to
consumers pursuant to policies and procedures that are
intended to ensure that there is no concentration of credit
risk with any individual, company or other entity.
The Group’s exposure to credit risk is influenced mainly by
the individual characteristics of each customer. However,
management also considers the factors such as market
segment, financial profile, default risk of the industry
sector and credit history of the customers. To manage
this risk, the Group has a policy for establishing credit
approvals and limits under which each new customer is
analysed individually for creditworthiness before standard
payment terms and limits are granted. 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 summary of the Group’s trade
receivables is available in note 11.
The Group conducts an ongoing assessment of expected
credit losses (ECL) by analysing actual loss experience
of the Group, arrears, and other inputs such as exposure
or timing. The assessment is broken down into 4 sectors
including Industrial Services, Civil Infrastructure,
Commercial, and Residential. These sectors are then
analysed in a set of 5 stages ranging from currently due
receivables to receivables due in over 90 days. The Group
also separately quantifies receivables due from entities in
liquidation/default.
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 scenario analysis
based on economic variables.
The Group has incorporated this by use of a management
overlay or economic risk reserve.
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 method is
foreclosing on collateral and the value of the collateral
such that there is no reasonable expectation of
full recovery.
Acrow Annual Report 2025 | 77
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
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 2024. 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
2025
Non-derivative financial liabilities
Contingent considerations
9,175,205
(11,669,692)
(8,669,692)
(3,000,000)
–
Deferred considerations
1,807,863
(1,848,000)
(1,681,333)
(166,667)
–
Trade payables and accrued expenses
27,133,102
(27,133,102)
(27,133,102)
–
–
Loans and borrowings
109,043,245
(123,577,992)
(25,799,991)
(97,778,001)
–
Lease liabilities
40,556,031
(43,920,597)
(9,484,245)
(28,092,471)
(6,343,881)
187,715,446
(208,149,383)
(72,768,363)
(129,037,139)
(6,343,881)
2024
Non-derivative financial liabilities
Deferred considerations
5,718,783
(5,887,252)
(1,689,560)
(4,197,692)
–
Trade payables and accrued expenses
21,535,436
(21,535,436)
(21,535,436)
–
–
Loans and borrowings
70,633,402
(79,179,408)
(26,023,208)
(53,156,200)
–
Lease liabilities
32,461,961
(38,885,252)
(7,280,278)
(22,016,578)
(9,588,396)
130,349,582
(145,487,348)
(56,528,482)
(79,370,470)
(9,588,396)
30. Financial risk management (continued)
78 | Acrow Annual Report 2025
31. Group entities
The below subsidiaries have been granted relief from the necessity to prepare financial reports under the option
available to the Group under ASIC Corporations (wholly owned) Instrument 2016/785.
These subsidiaries, along with Acrow Limited (the parent entity of the Group), form the Deed of Cross Guarantee Group.
The preliminary consolidated financial statements include the financial statements of the following wholly
owned subsidiaries:
Place of
incorporation
% Equity
interest
Acrow Holdings Pty Limited
NSW
100%
Acrow Formwork and Scaffolding Pty Ltd
NSW
100%
Acrow Screens Pty Ltd
NSW
100%
Acrow Screens (QLD) Pty Ltd
QLD
100%
Acrow Industrial Group Pty Ltd
QLD
100%
Uni-span Height Safety Pty Ltd
QLD
100%
Unispan Australia Pty Ltd
QLD
100%
Uni-span Formwork Solutions Pty Ltd
QLD
100%
MI Scaffold Pty Ltd
QLD
100%
Benchmark Scaffolding & Edge Protection Pty Ltd
QLD
100%
Acrow Group Investments Pty Ltd
NSW
100%
Australasian Training & Education Centre Pty Ltd
QLD
100%
Above Scaffolding Pty Ltd
NSW
100%
Above Scaffolding Services Pty Ltd
NSW
100%
Acrow Energy and Infrastructure Services Australia Pty Ltd (i)
NSW
100%
Acrow Energy and Infrastructure Services Australia (Gladstone) Pty Ltd (i)
QLD
100%
(i) Names of these subsidiaries have been changed in FY2025 pursuant to the share purchase agreements, with no changes to Australian
Business Numbers:
●
Acrow Energy and Infrastructure Services Australia Pty Ltd (formerly known as “Brand Energy and Infrastructure
Services Australia Pty Ltd”)
●
Acrow Energy and Infrastructure Services Australia (Gladstone) Pty Ltd (formerly known as “Brand Energy and
Infrastructure Services Australia (Gladstone) Pty Ltd”)
32. Deed of cross guarantee
Acrow Limited, Acrow Holdings Pty Limited, Acrow Formwork and Scaffolding Pty Ltd, Acrow Screens Pty Ltd, Acrow
Screens (QLD) Pty Ltd, Acrow Industrial Group Pty Ltd, Uni-span Height Safety Pty Ltd, Unispan Australia Pty Ltd,
Uni‑span Formwork Solutions Pty Ltd, MI Scaffold Pty Ltd, Benchmark Scaffolding & Edge Protection Pty Ltd and
Acrow Group Investments Pty Ltd are parties to a deed of cross guarantee (‘the Deed’) under which each company
guarantees the debts of the others. By entering into the Deed, the wholly owned entities have been relieved from the
requirement to prepare a financial report and Directors’ Report under ASIC Corporations (Wholly Owned Companies)
Instrument 2016/785.
In FY2025, newly acquired Australasian Training & Education Centre Pty Ltd, Above Scaffolding Pty Ltd, Above Scaffolding
Services Pty Ltd, Acrow Energy and Infrastructure Services Australia Pty Ltd and Acrow Energy and Infrastructure Services
Australia (Gladstone) Pty Ltd have been entered into the deed.
The above companies represent a ‘closed group’ for the purpose of the Class Order, and as there are no other parties to
the Deed that are controlled by Acrow Limited, they also represent the ‘extended closed group’.
Acrow Annual Report 2025 | 79
Notes to the Consolidated Financial Statements (continued)
For the year ended 30 June 2025
33.
Parent entity disclosures
2025
2024
Results of the parent entity
Profit for the period
13,306,800
11,264,631
Total comprehensive income for the period
13,306,800
11,264,631
Financial position of the parent entity at year end
Current assets
43,303
30,174
Non-current assets
87,716,340
84,714,269
Total assets
87,759,643
84,744,443
Current liabilities
11,023,953
6,168,956
Total liabilities
11,023,953
6,168,956
Net assets
76,735,690
78,575,487
Equity
76,735,690
78,575,487
Accounting policies of the parent company Acrow 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.
34. Operating segments
The Group’s operating segment is based on the internal reports that are reviewed and used by the Board of Directors
and the executive management team (being the Chief Operating Decision Makers (“CODM”)) in assessing the financial
performance and in determining the allocation of resources. The Group operates in the building construction market,
providing falsework, formwork, scaffolding, screens and related material for hire and sales. There are no operating
segments for which discrete financial information exists.
The information reported to the CODM, on at least monthly basis, is the consolidated results as shown in the statement
of profit or loss and other comprehensive income and statement of financial position.
35. Subsequent events
On 25 August 2025 the Directors declared a 100% franked dividend of 2.95 cents per share to be paid on 28 November
2025. 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 2025.
Other than the above events, there has not otherwise arisen between 30 June 2025 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.
80 | Acrow Annual Report 2025
Consolidated Entity Disclosure Statement
As at 30 June 2025
Name of entity
Type of
entity
Trustee,
partner or
participant
in JV
% of share
capital
Place of
business/
country of
incorporation
Australian
resident
or foreign
resident
Foreign
jurisdiction
of foreign
residents
Parent entity
Acrow Limited
Body
corporate
-
100%
Australia
Australia
n/a
Subsidiaries
Acrow Holdings Pty Limited
Body
corporate
-
100%
Australia
Australia
n/a
Acrow Formwork and
Scaffolding Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Acrow Screens Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Acrow Screens (QLD) Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Acrow Industrial Group Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Uni-Span Height Safety
Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Unispan Australia Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Uni-span Formwork Solutions
Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
MI Scaffold Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Benchmark Scaffolding &
Edge Protection Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Acrow Group Investments
Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Australasian Training &
Education Centre Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Above Scaffolding Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Above Scaffolding Services
Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Acrow Energy and
Infrastructure Services
Australia Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Acrow Energy and
Infrastructure Services
Australia (Gladstone) Pty Ltd
Body
corporate
-
100%
Australia
Australia
n/a
Basis of preparation
This consolidated entity disclosure statement (CEDS) has been prepared in accordance with the Corporations Act 2001
and includes information for each entity that was part of the consolidated entity as at the end of the financial year in
accordance with AASB 10 Consolidated Financial Statements.
Acrow Annual Report 2025 | 81
Directors’ Declaration
For the year ended 30 June 2025
The Directors of Acrow Limited (the Group) declare that:
(a) With regard to the consolidated entity disclosure statement (on page 81), the statement is true and correct and
complies with the requirements of Section 295 of the Corporations Act 2001.
(b) The consolidated financial statements and notes set out on pages 44 to 80 and the Remuneration Report in the
Directors’ Report, set out on pages 23 to43 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 2025 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;
(c) There are reasonable grounds to believe that the company will be able to pay its debts as and when they become
due and payable.
(d) There are reasonable grounds to believe that Acrow Limited and its controlled entities identified in note 30 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 Limited and its controlled entities pursuant to ASIC Corporations (Wholly Owned
Companies) Instrument 2016/785.
(e) 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 2025.
Signed in accordance with a resolution of the Directors:
Peter Lancken
Steven Boland
Chairman
Director, Chief Executive Officer
Sydney, 29 September 2025
Sydney, 29 September 2025
82 | Acrow Annual Report 2025
Grant Thornton Audit Pty Ltd
Level 26
Grosvenor Place
225 George Street
Sydney NSW 2000
Locked Bag Q800
Queen Victoria Building NSW 1230
T +61 2 8297 2400
grantthornton.com.au
ACN-130 913 594
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Limited ABN 41 127 556 389 ACN 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 Limited 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 ACN 127 556 389 and its Australian subsidiaries and related entities. Liability limited by a
scheme approved under Professional Standards Legislation.
Independent Auditor’s Report
To the Members of Acrow Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of Acrow Limited (the Company) and its subsidiaries (the Group), which comprises
the consolidated statement of financial position as at 30 June 2025, 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 material accounting policy information, the
consolidated entity disclosure statement 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 2025 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.
Independent Auditor’s Report
For the year ended 30 June 2025
Acrow Annual Report 2025 | 83
Grant Thornton Audit Pty Ltd
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
Recoverable amount of goodwill (Note 16)
As at 30 June 2025, the Group has goodwill of $31.2m.
In accordance with AASB 136 Impairment of Assets, the
Group is required to test the carrying value of goodwill
annually unless impairment indicators are present earlier.
Management has tested goodwill for impairment by
comparing the carrying value of the assets related to this
cash-generating unit (CGU) to their recoverable amounts.
The recoverable amounts were determined using 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 and the determination of CGUs;
• Obtaining management’s value-in-use calculations and
performed the following procedures:
− Testing the mathematical accuracy of the model;
− Evaluating management’s ability to perform accurate
estimates by comparing historical forecasting to actual
results;
− Testing the reasonableness of forecast cash inflows
and outflows derived by the CGU’s assets; and
− Assessing 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 internal
valuation experts to determine the appropriateness of the
value in use model and the discount rate calculated by
management;
• Performing sensitivity analysis on the significant inputs and
assumptions made by management in preparing the
calculation; and
• Assessing the appropriateness of the disclosures included
in the financial report.
Business Combinations (Note 9)
The Group acquired 100% of the ordinary shares of Above
Scaffolding Pty Ltd and Above Scaffolding Service Pty Ltd
on 30 April 2025, for a total consideration of $17.1m which
includes contingent consideration of $4.8m.
In addition, The Group acquired 100% of the ordinary shares
of Brand Energy and Infrastructure Services (Australia) Pty
Ltd and Brand Energy and Infrastructure Services (Gladstone)
Pty Ltd on 1 May 2025, for a total consideration of $13.4m.
These transactions have been accounted for in accordance
with AASB 3 Business Combinations. This is a key audit
matter as it is complex and includes a high degree of
estimation uncertainty and judgment when determining fair
value of acquired assets and liabilities.
Our procedures included, amongst others:
• Obtaining the purchase agreements, and bank statements
to confirm the terms of the contracts and agreeing
payments to the bank statement;
• Obtaining the acquisition balance sheets of the acquired
entities and agreeing material balances to supporting
information;
• Evaluating the forecasts provided by management upon
which the valuations were based by assessing forecast
revenues and operating costs based on our knowledge of
the market and sector trends;
• Engaging with our valuation specialists to evaluate the
Independent Expert’s Valuation Report, including:
Independent Auditor’s Report (continued)
For the year ended 30 June 2025
84 | Acrow Annual Report 2025
Grant Thornton Audit Pty Ltd
Key audit matter
How our audit addressed the key audit matter
-
assessing whether the appropriate intangible assets
had been identified;
-
assessing the appropriateness of the valuation
methodologies; and
-
challenging the assumptions used were reasonable
and supportable.
• Assessing the competence, capabilities and objectivity of
the independent experts engaged by management to
perform their valuation;
• Assessing, challenging and applying professional
scepticism to management’s assessment of contingent
consideration and the underlying calculations of these
liabilities;
• Assessing the reasonableness of the useful lives of the
acquired assets; and
• Assessing the appropriateness of the accounting treatment
of the acquisitions in line with AASB 3 and evaluating the
appropriateness of the disclosure of the acquisition in the
Group financial statements.
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 2025, 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:
a) the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the
Corporations Act 2001 (other than the consolidated entity disclosure statement); and
b) the consolidated entity disclosure statement that is true and correct in accordance with the Corporations Act 2001,
and
for such internal control as the directors determine is necessary to enable the preparation of:
i) the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or
error; and
ii) the consolidated entity disclosure statement that is true and correct and is free of 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 2025 | 85
Grant Thornton Audit Pty Ltd
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/media/bwvjcgre/ar1_2024.pdf. This description forms part of our
auditor’s report.
Report on the remuneration report
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
S M Thomas
Partner – Audit & Assurance
Sydney, 29 September 2025
Opinion on the remuneration report
We have audited the Remuneration Report included in pages 23 to 43 of the Directors’ report for the year
ended 30 June 2025.
In our opinion, the Remuneration Report of Acrow Limited, for the year ended 30 June 2025 complies with
section 300A of the Corporations Act 2001.
Independent Auditor’s Report (continued)
For the year ended 30 June 2025
86 | Acrow Annual Report 2025
Shareholder Information
For the year ended 30 June 2025
The additional information set out below, in accordance with ASX Listing Rule 4.10, was applicable as at
22 September 2025.
Substantial Holders1
Name
Shares
%
Perennial Value Asset Management
26,251,524
8.55
1
As disclosed in the most recent substantial holder notices given to the Company under the Corporations Act.
Distribution of equity securities
Fully Paid Ordinary Shares
Unlisted Performance Rights
No. of holders
% of
securities
No. of holders
% of
securities
1 to 1,000
1,941
0.14%
–
–
1,001 to 5,000
1,133
1.11%
–
–
5,001 to 10,000
820
2.20%
–
–
10,001 to 100,000
2,236
24.12%
10
6.59%
100,001 and over
376
72.44%
27
93.41%
Total no. of holders
6,506
37
No. of holders holding less than a marketable parcel
1,469
–
Total no. of securities
309,408,251
11,942,843
Voting rights
On a show of hands each
member present in person or by
proxy shall have one vote and
upon a poll each share shall
have one vote.
No voting rights
Acrow Annual Report 2025 | 87
Shareholder Information (continued)
For the year ended 30 June 2025
Top Holders
20 Largest Holders of Fully Paid Ordinary Shares
Position Holder Name
No. of
securities
held
% of total
securities
held
1
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
28,070,698
9.07%
2
CITICORP NOMINEES PTY LIMITED
20,670,843
6.68%
3
NETWEALTH INVESTMENTS LIMITED
13,154,806
4,25%
4
KENECO PROPERTY PTY LTD
13,086,667
4.23%
5
MARGARET ANNA PROKOP
7,126,209
2.30%
6
MRP PROPERTY PTY LTD
5,376,043
1.74%
7
CONCHORD PTY LTD
3,853,044
1.25%
8
MALCOLM & JUNE ROSS INVESTMENTS PTY LTD
3,209,129
1.04%
9
11 BELGRAVIA PTY LTD
3,095,897
1.00%
10
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
3,095,890
1.00%
11
MR ANDREW HAROLD KENNARD & MRS PRUDENCE ALICE KENNARD
3,039,474
0.98%
12
BOND STREET CUSTODIANS LIMITED
3,000,000
0.97%
13
JOSAMBA PTY LTD
2,640,000
0.85%
14
DRACKA PTY LTD
2,464,430
0.80%
15
MARYVILLE PTY LTD
2,366,165
0.76%
16
TOBAKA SUPERANNUATION PTY LTD
2,357,973
0.76%
17
WHOOSHKA NOMINEES PTY LTD
2,184,976
0.71%
18
BNP PARIBAS NOMINEES PTY LTD
2,174,638
0.69%
19
BRUNDEE INVESTMENTS PTY LTD
1,800,193
0.58%
20
MR MATTHEW ROBERT CAPORELLA
1,737,809
0.56%
Total
124,504,884
40.24%
Total Issued Capital
309,408,251
100.00%
There are no holders of more than 20% of any of the classes of unquoted securities.
Restricted Securities or securities subject voluntary escrow
There are no restricted securities or securities subject to voluntary escrow.
Other Information
The Company’s securities are not quoted on any other stock exchange.
The Company is not currently conducting an on-market buy-back.
The Company has not sought approval to issue any securities for the purposes of item 7 of section 611 of the
Corporations Act 2001 (Cth).
The Company has not purchased any securities on-market under or for the purposes of an employee incentive scheme,
or to satisfy the entitlements of the holders of options or other rights to acquire securities granted under an employee
incentive scheme.
88 | Acrow Annual Report 2025
Corporate Directory
For the year ended 30 June 2025
COMPANY
Acrow Limited
BOARD OF DIRECTORS
Mr Peter Lancken AM | Non-Executive Chairman
Mr Steven Boland | Executive Director
Ms Laurie Lefcourt | Non-Executive Director
(Chair of the Audit and Risk Committee)
Mr David Moffat | Non-Executive Director
Mr James Scott | Non-Executive Director
Mr Rod Heale | Non-Executive Director
CHIEF FINANCIAL OFFICER
Mr Andrew Crowther
COMPANY SECRETARY
Mr Lee Tamplin
REGISTERED OFFICE
2A Mavis Street, Revesby NSW 2212
Phone: 02 9780 6500
SHARE REGISTRY
Automic Group
Level 5, 126 Phillip Street
Sydney NSW 2000
Phone: 1300 288 664
AUDITOR
Grant Thornton Audit Pty Ltd
Level 26, Grosvenor Place, 225 George Street
Sydney NSW Australia 2000
ASX CODE
ACF
ACN
124 893 465
Acrow Annual Report 2025 | 89
Back cover: Scaffolding
inside Flare - SENEX
Atlas East, Queensland
www.acrow.com.au
Sydney | Brisbane | Gold Coast | Adelaide | Hobart |
Launceston | Melbourne | Perth