ANNUAL REPORT 2023
MISSION STATEMENT
Ambertech Limited is an
acknowledged leader in the
identification, supply and
distribution of advanced
technologies for the Professional
and Consumer audio/visual
markets within the Oceania region.
Our purpose is to add significant
operational value by developing
and strengthening customer
relationships, expanding horizons
of opportunity and delivering strong
and continuous financial growth
to stake holders through our proven
ability to integrate, implement
and commercialise existing
and emerging technologies.
2
CONTENTS
Chairman’s Letter ............................................................................. 4
Business Overview and Update ................................................... 5
Our Business ..................................................................................... 8
Our Brands ........................................................................................ 9
Financial Report ............................................................................ 10
Shareholders Information ............................................................ 61
Corporate Directory ..................................................................... 63
3
CHAIRMAN’S LETTER
On behalf of the Board of Ambertech I am pleased to present you with your Annual Report
for 2023, a year that has been significant in the ongoing transformation of our business. With
continued commitment to our strategic vision, we have navigated through challenges whilst
capitalising on market opportunities and positioning Ambertech for a prosperous future.
In the face of a dynamic economic backdrop and shifting market landscapes, our business has
demonstrated resilience and agility. I am delighted to report that our financial position remained
strong throughout the year. Revenues increased to $84.2m, an increase of 9.4% over the prior
year, which was a pleasing result.
It is important to note that this was accompanied by an increase in costs as we expanded our
capabilities, enhanced our infrastructure, increased our market presence, and solidified our
workforce to position ourselves for future growth. These strategic investments were essential in
bolstering our competitive edge and ensuring that we are well prepared to take advantage of
future opportunities.
Dividends to shareholders relating to the financial year totaled 1.5 cents per share fully franked.
With that, the Board maintained its target payout ratio of a minimum of 50% of the reported net
profit after tax. At this point in time, it remains the intent of the Board to continue this target payout.
In conclusion, I extend my deepest gratitude to our shareholders, employees, customers, and
partners for their support and trust. Together, we have laid a strong foundation for future growth
and success. I am excited about the journey that lies ahead and confident in our collective ability
to achieve our shared vision.
On behalf of the Board of Ambertech Limited
Peter Wallace
Chairman
4
BUSINESS OVERVIEW AND UPDATE
In recent years the team at Ambertech has been focused on consolidating the financial position of
the business, completing the strategy that had been put in place to turn around the results after a few
tough financial years. The key to this strategy has been to focus the business in areas where we can
leverage our full-service distribution model. We don’t just shift boxes, we are highly respected for our
ability to source innovative product, design custom solutions, provide engineering support, market
brands, and support our dealer network post sale.
In executing that strategy, the business undertook and has integrated four acquisitions, each
designed to significantly add to our existing business units. The addition and integration of these
acquisitions successfully increased the scale our business required adding prestigious brands, quality
personnel and leveraging the infrastructure investment that had already been made in the Ambertech
business.
The 2023 financial year was somewhat of a transitional year as we embark on a new growth
strategy for the business. It was pleasing that we were able to maintain our growth trajectory, but the
real key to future success has been the investment in face-to-face interactions with key stakeholders
during the year.
By engaging in trade shows and industry conferences we have been able to strengthen business
relationships and explore new business collaborations. Through targeted campaigns, business
development activities, and product roadshows we have been able to position our business as a
supplier of choice. By investing in our people, we have been able to provide establish a competitive
advantage and foster a motivated and engaged workforce.
By making these investments, we are well positioned to drive revenue growth and maximise
shareholder value. There remains significant opportunity for the business to grow with our existing
brand portfolio. As international suppliers continue to consolidate through merger and acquisition, or
expand their offering across various markets, the ability of our business to operate in multiple market
segments becomes a genuine strength.
DLES
COMMERCIAL
MEDIA
SYSTEMS
PROFESSIONAL
RESIDENTIAL
SPECIALIST
HI FI
MUSICAL
INSTRUMENTS
CE
RETAIL
Our brand portfolio is often sold across
multiple markets in which Ambertech operates.
This remains a strong competitive advantage
over many of our competitors who are more
narrowly focused.
The history of this business is one that began
in the professional and broadcast (media
systems) areas, but we have evolved as the
technology of our supply partners and the
solutions required by our customers have
changed over the last 36 years.
5
B U S I N E SS OV E R V I E W A N D U P DAT E ( C O N T )
OPERATIONAL HIGHLIGHTS
The operations team has been very busy during the year with several projects that are critical
to our business strategy. The upgrade of our Pronto ERP system is allowing us to improve the
quality of access to and timeliness of business reporting for critical business decisions. We
expect to see greater collaboration, superior business intelligence and enhanced productivity
and decision making as we continue to leverage this investment.
We also moved our team in Victoria to new premises during the year. Historically a sales-based
team, in recent times we have added brand management and business development resources
to the team. The new facility is cost competitive to the arrangement that predated it, whilst
establishing an additional base for product demonstration and training for our dealers located
in this area.
Additionally, one of our General Managers, Richard Neale, retired during the financial year.
Richard remains a strong supporter of Ambertech and was instrumental in the selection and
induction of his successor Nathan Brady, providing us with an appropriate transition period in
which we were able to ensure business continuity.
CORPORATE GOVERNANCE
We are conscious of the growing emphasis on sustainability and Environmental, Social and
Governance (ESG) factors in Corporate Governance. We are a member of the Australian
Packaging Covenant Organisation (APCO), reflecting our commitment to sustainable
packaging practices and environmental responsibility.
We are proud to represent brands such as Universal Electronics in Australia and New
Zealand with their One For All brand. As a major global manufacturer of remote controls
their commitment to creating a more sustainable future is highlighted in product design and
packaging innovations that we challenge all our suppliers to match.
Post year end we have also undertaken a review of Board diversity and business wide
succession planning. The management team are excited to see what new skills, perspectives
and ideas Janine Rolfe can bring to the decision-making process of the business and we
welcome her to the business. We also thank David Swift for his many years of guidance to
the organisation.
We continue to look to grow and better inform our shareholder base. To assist with providing
clarity around our strategy, we have recently engaged investor relations professionals. We
hope that this will lead to a greater understanding of our competitive advantage, and of our
investment narrative for all types of market investors.
STRATEGY
One of the main keys to the future success of Ambertech is the ability to achieve growth
without a decline in focus. As an independent value add distributor of international brands,
we are very conscious that each of these brands needs to see the focus of the brand
owner themselves. We have developed a structure that can continue to support our growth
ambitions in this way.
6
B U S I N E SS OV E R V I E W A N D U P DAT E ( C O N T )
Much of our strategy centers on the importance of representing brands with clear positioning and
differentiation. We often conduct brand reviews and work collaboratively with our partners to
ensure success in the market.
We regularly identify brands outside of our portfolio which are market leaders or have significant
market potential. This is where we focus our business development activities, and adding these
brands may come through acquisition of a business, by presenting ourselves as an alternative
to current distribution arrangements, or by finding new technologies from emerging companies
around the world. Prioritising opportunities in the current market environment is also important,
and we have a clear and disciplined M&A strategy that targets adding further scale to our
business in a sustainable manner.
We are currently evaluating opportunities across several of our market segments and in aligned
markets that we can successfully address.
FUTURE OUTLOOK
The first half of the new financial year began with a major highlight for the business as we were
awarded the contract for the supply of Solid State Logic audio consoles to the Sydney Opera
House. The range of console models deployed signifies a significant upgrade to the venues within
the Sydney Opera House in its 50th year of operation and is being supplied across the first half
of the financial year and is valued at approximately $3.0m.
The Network 10 news and production systems contract continues to see milestones with around
$4.0m in revenue expected during this financial year. Revenue for this contract will continue to
flow in coming years via a multi-year subscription and support services contract.
Completion of several Defence industry supplies of Silvus radios has also boosted trading during
this period and we continue to see major ongoing opportunities in this market. We are also
confident in our offering in the Emergency Services space.
With a strong and dedicated team in place we are confident in our business strategy. We want
to thank each of them for their contributions this year, and we know their focus will lead to
success in the future.
Peter Amos
Managing Director
Robert Glasson
Chief Operating Officer
7
OUR BUSINESS
Our business segments operate across both the Australian and New Zealand markets.
INTEGRATED SOLUTIONS SEGMENT
Supporting our dealer network with world class product solutions and support.
Residential installations
Audio visual and infrastructure brands for home cinema, multi room AV and more.
CommeRCial installations
Audio visual and infrastructure brands for commercial custom installation projects.
speCialist Hi Fi
Renowned hi-fidelity brands for personal audio devices, advanced home audio
components and digital accessories.
PROFESSIONAL SEGMENT
Supporting a strong dealer network and a range of media and communications
users with world class product solutions and ongoing support including SaaS.
media systems
From content creation and acquisition, delivery, processing and asset management,
Amber Technology can offer turnkey packages for creating, delivering and managing
all types of media content.
deFenCe, law enFoRCement and seCuRity
Specialised data communications and video technology for defence, law enforcement
and security.
pRoFessional pRoduCts
Amber’s Professional Products group has a strong reputation as a preferred supplier of
high technology equipment for live sound in many different industry segments, including
touring artists, live stage shows, film and television productions, broadcast news and
sports, through to smaller sound installations in education facilities, houses of worship
and smaller venues.
musiCal instRuments
Guitars, instrument and music technology for musicians of all levels.
RETAIL SEGMENT
Our focus is on offering a comprehensive selection of high end audio visual
and accessory brands for end users.
The Major Retail division works with home electronics retailers nationally, mass market
retail chains and independent specialist outlets to supply home entertainment solutions
for consumers in the residential market.
8
OUR BRANDS
AC Infinity
Accent Visual
Acrovista
Advanced Network
Telemetry
Aja
Amadeus Acoustics
Ambertec Cables
Araknis
Arista
ASL
Ateme
Australian Monitor
Autoscript
AVer
Avid
Barix
BATS Wireless
BirdDog
Black Mountain
Blue Lucy
Bluesound
Bluesound Professional
Breedlove
Canare
Chiayo Electronics
Cioks
CP Cases
DALI
David Horn
Communications
Dell EMC
Denon Pro
LP Morgan
Silvus Technologies
Mark Levinson
Solid State Logic
Philips Projection
Wampler
Digital Projection
MC2
DNH
MP Antennas
DPA Microphones
NAD Electronics
Dynaudio Professional
Neutrik
Embrionix
Newline Interactive
Emotion Systems
Embrace
Evoko
EVS
Newtek
Nexidia
NTi Audio
One For All
Framus Guitars
One Systems
GB Labs
Grandview Screens
Haivision
HDAnywhere
Hotone
ICE Cables
iPort
ISO Acoustics
Optoma
Pakedge
Panasonic
Peterson
Plura
Primacoustic
Pro Control
Sonance
Sonitus
Soundsphere
Spectra Logic
Strymon
SurgeX
Teenage Engineering
Telestream
Troll Systems
Van Damme
Videssence
Vinten
Vipranet
Walla Walla Guitars
Warwick Basses
Wasabi
Wattbox
Well AV
James Loudspeaker
PSB Speakers
James Tyler Guitars
Radial Engineering
Williams AV
Jays
JBL
Rean
WolfVision
Renkus Heinz
Woody Technologies
JBL Synthesis
Revel
WyreStorm
JTS Microphones
Rockboard
Xilica Audio Design
KASTA
Rock-n-Roller
XTA Electronics
LEA Professional
Liberty AV
Litepanels
Roland
RTI
Sadowsky Guitars
Yamaha Revolabs
9
AMBERTECH LIMITED
AND CONTROLLED ENTITIES
ACN 079 080 158
FINANCIAL STATEMENTS
FOR THE YEAR ENDED
30 JUNE 2023
10
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
DIRECTORS’ REPORT
The directors present their report together with the financial statements of the consolidated entity consisting of
Ambertech Limited and its controlled entities, ("company" or "consolidated entity" or "economic entity") for the year
ended 30 June 2023 and the auditor's report thereon.
DDIIRREECCTTOORRSS
The qualifications, experience and special responsibilities of each person who has been a director of the Company at any
time during or since the end of the financial year are listed below, together with the details of the company secretary as
at the end of the financial year. All directors were in office during the whole of the financial year and up to the date of
this report unless otherwise stated.
IInnffoorrmmaattiioonn oonn ddiirreeccttoorrss
PPeetteerr FFrraanncciiss WWaallllaaccee
CChhaaiirrmmaann -- NNoonn EExxeeccuuttiivvee DDiirreeccttoorr
Member of the Audit and Risk Management Committee and Chairman of the Remuneration and Nomination
Committee.
Peter Wallace is the founder and Managing Director of Endeavour Capital Pty Limited, an independent corporate
advisory firm. Prior to establishing Endeavour Capital Pty Limited in 1998, he was an Investment Director with private
equity company Hambro-Grantham. Mr Wallace has been a non-executive director of over 30 groups of companies. He
was a non-executive director of the listed entities THC Global Limited until 15 March 2018 and Range International
Limited until 14 April 2020.
Mr Wallace has a Bachelor of Commerce degree from the University of New South Wales and a Master of Business
Administration degree from Macquarie University. He is a member of Chartered Accountants Australia and New
Zealand, and a fellow of the Australian Institute of Company Directors.
Mr Wallace has been a director of Ambertech’s Group companies since February 2000 and Chairman of Ambertech
Limited since October 2002.
PPeetteerr AAnnddrreeww AAmmooss
MMaannaaggiinngg DDiirreeccttoorr
Peter Amos graduated from Sydney Technical College (now University of Technology, Sydney) with a Radio Trade
Certificate and from North Sydney Technical College with an Electronics Engineering Certificate. He joined Rank
Electronics, the Company from which Ambertech was formed via a management buyout, as a technician in the mid
1970s, rising from Senior Technician to Service Manager. Upon the formation of Ambertech Limited, Mr Amos became
Technical Director of the Ambertech Group. He also served in a senior role as Marketing Director of Quantum Pacific Pty
Ltd, another company owned by Ambertech Limited, until it was sold in the mid 1990s.
Mr Amos has served as Managing Director of Ambertech Limited since 1995 and presided over the growth of the
Company since that date. Mr Amos has been a director of Ambertech’s Group companies since 1987.
TThhoommaass RRoobbeerrtt AAmmooss
NNoonn--EExxeeccuuttiivvee DDiirreeccttoorr
Chairman of the Audit and Risk Management Committee.
Tom Amos founded telecommunications consultancy Amos Aked Pty Limited in the early 1980s. His career in
telecommunications and media spans over 30 years, during which time he has been involved in all facets of the industry.
An engineer by profession, Mr Amos holds a B.E. (Electrical Engineering) degree from Sydney University.
Mr Amos has also been prominent in the telecommunication deregulation debate over a period of 15 years as a (former)
director and Vice Chairman of Australian Telecommunications Users Group Limited (“ATUG”) and as an industry
commentator. He is a director of Wave Link Systems Pty Limited and a non executive director of listed entity Big Tin Can
Holdings Limited.
Mr Amos has been a director of Ambertech’s Group companies since June 1997.
2
11
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
DIRECTORS’ REPORT
SSaannttoo CCaarrlliinnii
NNoonn--EExxeeccuuttiivvee DDiirreeccttoorr
Mr Santo Carlini was appointed to the Board as a Non-Executive Director effective 1 March 2020.
Mr Carlini brings to the Ambertech Board key Audio-Visual industry experience in the major professional and installation
market segments, with over 20 years dedicated to achieving the best product and service outcomes for customers. Mr
Carlini is General Manager at WES Alliance Pty Ltd (WES). The company was founded in 1984 and since 1995 he has
successfully grown, first as part of the team and then as General Manager, the WES business from a specialist supplier of
Electronic Parts to a leading supplier of audio, visual products and solutions to the domestic and commercial installation
market.
Mr Carlini has strong international products and supply experience. This expertise has been built from a business need
to match the continuous domestic market demands by sourcing products from around the world that are the best fit
audio and visual products to meet the demands of the competitive and evolving Australian marketplace.
DDaavviidd RRoossttiill SSwwiifftt
NNoonn--EExxeeccuuttiivvee DDiirreeccttoorr
Member of the Remuneration and Nomination Committee.
David Swift, who holds a B.E. (Electrical Engineering) degree from the University of NSW, has extensive experience in
both the telecommunications and professional electronics industries. Mr Swift, a co-founder of Amos Aked Swift Pty Ltd
and the founder of AAS Consulting Pty Ltd, is currently an independent telecommunications management and
technology consultant operating in the Australasian Pacific region.
Mr Swift was a Director and the Chairman of the Australian Telecommunications Users Group Limited (ATUG) and a
Director of Amos Aked Swift (NZ) Limited. In addition to his consulting experience he has had significant management
experience through senior positions with both Westpac Banking Corporation and Telecom Australia. Mr Swift has been a
director of Ambertech's Group companies since June 1997.
CCoommppaannyy SSeeccrreettaarryy aanndd CChhiieeff OOppeerraattiinngg OOffffiicceerr
The following person held the position of Company Secretary at the end of the financial year: RRoobbeerrtt JJoohhnn GGllaassssoonn
Robert Glasson joined Ambertech Limited on 1 July 2002 and also holds the position of Chief Operating Officer. He
previously held the position of Chief Financial Officer up until 30 June 2015. He has a Bachelor of Business degree from
the University of Technology, Sydney, and is a member of Chartered Accountants Australia and New Zealand. He was
appointed to the role of Company Secretary on 1 November 2004.
CCOORRPPOORRAATTEE IINNFFOORRMMAATTIIOONN
NNaattuurree ooff ooppeerraattiioonnss aanndd pprriinncciippaall aaccttiivviittiieess
The principal activities of the economic entity during the financial year were the import and distribution of high
technology equipment to the professional broadcast, film, recording and sound reinforcement industries; the import
and distribution of home theatre products to dealers; distribution and supply of custom installation components for
home theatre and commercial installations to dealers and consumers, and the distribution of projection and display
products with business and domestic applications.
There have been no significant changes in the nature of these activities since the end of the financial year.
EEmmppllooyyeeeess
The economic entity employed 131 employees as at 30 June 2023 (2022: 124 employees).
3
12
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
DIRECTORS’ REPORT
RREEVVIIEEWW AANNDD RREESSUULLTTSS OOFF OOPPEERRAATTIIOONNSS
The consolidated profit of the economic entity after providing for income tax for the financial year was $1,930,000 (2022:
$3,681,000). The reduction in profit from the prior year is essentially a result of the investment in a growth plan for the future
of the business, with the increased spend on marketing, employment costs and travel expected to provide economic benefit to
the business in future periods. Total revenues for the financial year increased by 9.4% to $84,226,000 (2022: $76,997,000).
Further information on the operations, including the success of the acquisition during the reporting period, is included in the
Chairman's and Managing Director's Report section of the Annual Report, and in the ASX Appendix 4E.
FFIINNAANNCCIIAALL PPOOSSIITTIIOONN
The directors believe the economic entity is in a reasonably strong and stable financial position with the potential to expand
and grow its current operations. At 30 June 2023 the economic entity had kept its working capital and net tangible asset ratios
steady, whilst continuing to show positive operating cash flow during the financial year.
The economic entity's working capital, being current assets less current liabilities, decreased by $1,082,000 to $19,683,000 as
at 30 June 2023 (2022: $20,765,000). The net assets of the economic entity have increased by $186,000 to $22,460,000 as at
30 June 2023 (2022: $22,274,000).
SSIIGGNNIIFFIICCAANNTT CCHHAANNGGEESS IINN TTHHEE SSTTAATTEE OOFF AAFFFFAAIIRRSS
There were no significant changes in the state of affairs of the economic entity during the financial year.
MMAATTEERRIIAALL BBUUSSIINNEESSSS RRIISSKKSS
The material risks faced by the economic entity that are likely to have an effect on the financial prospects off the economic
entity are outlined below:
Market and Industry Risks:
Market Competition: Ambertech operates in a competitive distribution industry, which could lead to price pressures, reduced
margins, and loss of market share.
Technological Disruption: Technological advancements could render existing distribution methods and systems obsolete,
affecting our ability to meet customer demands and preferences.
Economic Conditions: Fluctuations in economic conditions, such as recessions or economic downturns, could impact consumer
spending, leading to reduced demand for our products in certain markets.
Supply Chain and Operational Risks:
Supply Disruptions: Interruptions in our supply chain, including transportation delays, production issues, or raw material
shortages, could result in inventory shortages and impact our ability to fulfill orders.
Regulatory Compliance: Non-compliance with regulatory requirements, such as import/export regulations or safety standards,
could lead to fines, legal liabilities, and reputational damage.
Financial Risks:
Credit and Counterparty Risk: Exposure to credit risk from customers or suppliers facing financial difficulties could result in bad
debts or supply disruptions.
Currency Fluctuations: Ambertech sources from multiple regions, exposing us to foreign exchange rate fluctuations that could
impact revenue and profitability.
Legal and Regulatory Risks:
Data Security and Privacy:: Breaches in data security and privacy could lead to legal actions, reputational damage, and loss of
customer trust.
EEVVEENNTTSS SSUUBBSSEEQQUUEENNTT TTOO RREEPPOORRTTIINNGG DDAATTEE
On 31 July 2023, the economic entity entered into an agreement with Octet finance Pty Ltd in relation to extending its finance
facilities for a further 12 months. The facilities include an invoice discounting facility with approval up to $12,000,000 and a
business transaction facility with a limit of $2,000,000.
On 17 August 2023 the Directors resolved to pay a dividend of 1.0 cents per share.
4
13
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
DIRECTORS’ REPORT
There were no other matters that have arisen since the end of the financial year that have significantly affected or may
significantly affect the operations or state of affairs of the economic entity in future financial years.
FFUUTTUURREE DDEEVVEELLOOPPMMEENNTTSS,, PPRROOSSPPEECCTTSS AANNDD BBUUSSIINNEESSSS SSTTRRAATTEEGGIIEESS
The 2023-24 financial year has begun well, and as a result the Board of Ambertech Limited ("the Board") is optimistic that it can
deliver on business strategies, which continue to focus on growth and returning positive results for investors in the short term.
At this early stage the Board is unable to provide guidance on potential results with any certainty; however expects to be able
to update investors by the time of holding the company's AGM.
The board and management remain focused on utilising the traditional strengths of the Ambertech business as a technical
distributor to bring new products and brands to market and to redefine the methods and channels in which the business
operates. We are continuing to progress these initiatives which are the key drivers of future revenue and profit growth.
EENNVVIIRROONNMMEENNTTAALL RREEGGUULLAATTIIOONN
The company is subject to regulation by the relevant Commonwealth and State legislation. The nature of the company's
business does not give rise to any significant environmental issues.
RREEMMUUNNEERRAATTIIOONN RREEPPOORRTT ((AAUUDDIITTEEDD))
The information provided below includes remuneration disclosures that are required under the Corporations Act 2001 and its
regulations. The disclosures contained within the remuneration report have been audited.
In recent years the remuneration policy of the company has had to take into account competing interests. On one hand,
shareholder returns are inadequate, while Directors, faced with their responsibilities to the Company, need to retain an
experienced, expert Board and executive management team. Directors are aware that these staff may have opportunities to
pursue their careers in less challenging environments with prospects of greater remuneration.
For the 2023 financial year, staff remuneration increases were on average consistent with increases in the cost of living, except
where roles and responsibilities changed.
RReemmuunneerraattiioonn SSttrraatteeggyy
Non-Executive Director Remuneration
Remuneration of non-executive directors is determined by the Remuneration and Nomination Committee. In determining
payments to non-executive directors, consideration is given to market rates for comparable companies for time, commitment
and responsibilities. The Remuneration and Nomination Committee reviews the remuneration of non-executive directors
annually, based on market practice, duties and accountability.
Remuneration of non-executive directors comprises fees determined having regard to industry practice and the need to obtain
appropriately qualified independent persons. Fees do not contain any non-monetary elements. Until recently the financial
performance of the company had not justified an increase to the remuneration of non-executive directors.
Executive Remuneration
Managing Director and Chief Operating Officer
Remuneration of the Managing Director and the Chief Operating Officer (COO) is determined by the Remuneration and
Nomination Committee. In this respect, consideration is given to normal commercial rates of remuneration for similar levels of
responsibility. Remuneration comprises salaries, bonuses, contributions to superannuation funds and options.
The Managing Director and COO receive an incentive element of their salary which is based on achievement of Key
Performance Indicators (KPIs) relevant to their responsibilities. This includes a component that is based on the company's
profit targets. The total incentive amounts payable are capped at a fixed rate rather than as a percentage of total
remuneration, however if paid on target these incentives would have represented approximately 24% of total salary for the
Managing Director and 21% of total salary for the COO.
5
14
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
DIRECTORS’ REPORT
RREEMMUUNNEERRAATTIIOONN RREEPPOORRTT ((ccoonnttiinnuueedd))
KPIs are set annually by the Remuneration and Nomination Committee and based on company performance targets and vary
according to the roles and responsibilities of the executive. At the same time, these KPIs are aligned to reflect the common
corporate goals such as growth in earnings and shareholders' wealth, and achievement of working capital targets.
Performance against the KPIs is assessed annually by the Remuneration and Nomination Committee and recommendations for
payments determined following the end of the financial year.
OOtthheerr EExxeeccuuttiivveess
Remuneration of other key executives is set by the Managing Director and Chief Operating Officer, with reference to guidelines
set by the Remuneration and Nomination Committee. In this respect, consideration is given to normal commercial rates of
remuneration for similar levels of responsibility. Remuneration comprises salaries, bonuses, contributions to superannuation
funds and options.
Approximately 5% of the aggregate remuneration of the senior sales executives comprises an incentive element which is
related to the KPIs of those parts of the company's operations which are relevant to the executive's responsibilities. The senior
sales executives may also receive a sales commission component, which will vary with the sales performance of those parts of
the sales business for which they are responsible.
KPIs are set annually by the Remuneration and Nomination Committee, with a degree of consultation with executives to ensure
their commitment. The measures are tailored to the areas of each executive's involvement and over which they have control.
They are based on company performance targets, and at the same time, these KPIs are aligned to reflect the common
corporate goals such as growth in earnings and shareholders' wealth, and achievement of working capital targets. Performance
against the KPIs is assessed annually by the Remuneration and Nomination Committee and recommendations for payments
determined following the end of the financial year.
The table below sets out the economic entity's key shareholder indicators for the past 5 financial years:
Dividends paid (cents per share)
Closing share price at 30 June ($)
Net profit/(loss) after tax ($’000)
22002233
1.5
$0.23
1,930
22002222
3.1
$0.27
3,681
22002211
1.8
$0.225
5,090
22002200
-
$0.055
784
22001199
-
$0.10
(1,332)
DDeettaaiillss ooff RReemmuunneerraattiioonn
Details of the remuneration of the directors and the key management personnel (as defined in AASB 124 Related Party
Disclosures) of the economic entity are set out in the following tables.
The key management personnel of the economic entity include the following:
NNaammee
P Wallace
P Amos
T Amos
D Swift
PPoossiittiioonn
Non-Executive Chairman
Group Managing Director
Non-Executive Director
Non-Executive Director
S Carlini
Non-Executive Director
NNaammee
R Glasson
R Neale
R Caston
N Brady
PPoossiittiioonn
Group COO, Company Secretary
General Manager, Integrated Solutions
(retired 23rd December 2022)
General Manager, Media Systems
General Manager, Integrated Solutions
(commenced 7th November 2022)
Key management personnel are those directly accountable to the Managing Director and the Board and responsible for the
operational management and strategic direction of the Company.
The nature and amount of each major element of the remuneration of each director of the economic entity and each of the
key management personnel of the parent and the economic entity for the financial year are set out in the following tables.
6
15
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
DIRECTORS’ REPORT
RREEMMUUNNEERRAATTIIOONN RREEPPOORRTT ((ccoonnttiinnuueedd))
EElleemmeennttss ooff RReemmuunneerraattiioonn
22002233
DDiirreeccttoorrss
P Amos
P Wallace
T Amos
S Carlini
D Swift
Executives
R Glasson
R Caston
R Neale
N Brady
SShhoorrtt--tteerrmm
eemmppllooyymmeenntt bbeenneeffiittss
PPoosstt eemmppllooyymmeenntt
bbeenneeffiittss
LLoonngg--tteerrmm
eemmppllooyymmeenntt
bbeenneeffiittss
SShhaarree
bbaasseedd
ppaayymmeennttss
SSaallaarryy
ffeeeess
aanndd lleeaavvee
$$
348,847
68,182
40,909
40,909
17,709
516,556
CCaasshh
BBoonnuuss
$$
119,000
-
-
-
-
-
119,000
SSuuppeerraannnnuuaattiioonn
$$
27,501
7,159
4,295
4,295
27,495
LLSSLL aaccccrruueedd//
((ttaakkeenn))
$$
23,156
-
-
-
-
OOppttiioonnss
$$
7,068
-
-
-
-
TToottaall
$$
525,572
75,341
45,204
45,204
45,204
%% PPeerrffoorrmmaannccee
RReellaatteedd
22.6%
0.0%
0.0%
0.0%
0.0%
%% RReellaattiinngg
ttoo OOppttiioonnss
1.3%
0.0%
0.0%
0.0%
0.0%
70,745
23,156
7,068
736,525
16.2%
1.0%
195,304
246,778
124,098
145,731
711,911
42,172
27,075
40,541
-
109,788
26,283
29,247
18,819
15,302
89,651
7,930
7,447
-
-
15,377
4,241
4,415
4,241
-
12,897
275,930
314,962
187,699
161,033
939,624
15.3%
8.6%
21.6%
0.0%
14.1%
1.5%
1.4%
2.3%
0.0%
1.7%
(1) On 15 July 2022, a cash bonus of $119,000 was paid to Mr P Amos relating to performance against KPIs. The bonus was 86% of the total available to Mr P Amos
under his KPI scheme.
(2) On 15 July 2022, a cash bonus of $42,172 was paid to Mr Glasson relating to performance against KPIs. The bonus was 82% of the total available to Mr Glasson
under his KPI scheme.
(3) On 15 July 2022, a cash bonus of $27,075 was paid to Mr Caston relating to performance against KPI's. The bonus was 90% of the total available to Mr Caston
under his KPI scheme.
(4) On 15 July 2022, a cash bonus of $30,541 was paid to Mr Neale relating to performance against KPI's. The bonus was 100% of the total available to Mr Neale
under his KPI scheme. On 15 January 2023 a further cash bonus of $10,000 was paid to Mr Neale relating to performance against KPI's. The bonus was 100%
of the total available to Mr Neale under his KPI scheme.
Cash bonuses in relation to performance against KPI’s the year ended 30 June 2023 for Mr Amos, Mr Glasson, Mr Caston and Mr Brady had not yet been
determined at year end and therefore have yet to be paid. The total amount for each is a maximum of $130,000 for Mr Amos, $60,000 for Mr Glasson, $30,000
for Mr Caston, and $16,000 for Mr Brady.
(5)
22002222
DDiirreeccttoorrss
P Amos
P Wallace
T Amos
S Carlini
D Swift
Executives
R Glasson
R Caston
R Neale
SShhoorrtt--tteerrmm
eemmppllooyymmeenntt bbeenneeffiittss
PPoosstt eemmppllooyymmeenntt
bbeenneeffiittss
LLoonngg--tteerrmm
eemmppllooyymmeenntt
bbeenneeffiittss
SShhaarree
bbaasseedd
ppaayymmeennttss
SSaallaarryy
ffeeeess
aanndd lleeaavvee
$$
374,275
68,182
40,909
40,909
17,509
541,784
CCaasshh
BBoonnuuss
$$
-
-
-
-
-
-
SSuuppeerraannnnuuaattiioonn
$$
27,500
6,818
4,091
4,091
27,491
69,991
LLSSLL aaccccrruueedd//
((ttaakkeenn))
$$
16,111
-
-
-
-
16,111
OOppttiioonnss
$$
7,068
-
-
-
-
7,068
TToottaall
$$
424,954
75,000
45,000
45,000
45,000
634,954
%% PPeerrffoorrmmaannccee
RReellaatteedd
0.0%
0.0%
0.0%
0.0%
0.0%
0.0%
%% RReellaattiinngg
ttoo OOppttiioonnss
1.7%
0.0%
0.0%
0.0%
0.0%
1.1%
195,712
225,481
271,921
693,114
-
10,000
20,000
30,000
20,000
27,382
26,525
73,907
960
690
-
1,650
4,241
4,415
4,241
12,897
220,913
267,968
322,687
811,568
0.0%
3.7%
6.2%
3.7%
1.9%
1.6%
1.3%
1.6%
(1) On 13 August 2021, a cash bonus of $10,000 was paid to Mr Caston relating to performance against KPI's. The bonus is 50% of the total available to Mr Caston
under his KPI scheme.
(2) On 13 August 2021, a cash bonus of $20,000 was paid to Mr Neale relating to performance against KPI's. The bonus is 50% of the total available to Mr Neale
(3)
under his KPI scheme.
Cash bonuses in relation to performance against KPI’s the year ended 30 June 2022 for Mr Amos, Mr Glasson, Mr Caston and Mr Neale had not yet been
determined at year end and therefore have yet to be paid. The total amount for each is a maximum of $130,000 for Mr Amos, $50,000 for Mr Glasson, $20,000
for Mr Caston, and $40,000 for Mr Neale.
7
16
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
DIRECTORS’ REPORT
RREEMMUUNNEERRAATTIIOONN RREEPPOORRTT ((ccoonnttiinnuueedd))
SSeerrvviiccee aaggrreeeemmeennttss
An executive agreement exists between Peter Amos, the Managing Director, and Amber Technology Limited. This agreement
provides that Mr Amos, for a period of 12 months from the date of termination, will not engage in activities in competition with
the Amber Group. There is a notice period by either party of 12 months.
The agreement commenced on 31 May 1999 and continues indefinitely. In the event that the company was to exercise its right
to terminate the contract, the current payout value would be $435,000 (2022: $417,500).
OOtthheerr ttrraannssaaccttiioonnss wwiitthh KKeeyy MMaannaaggeemmeenntt PPeerrssoonnnneell aanndd tthheeiirr RReellaatteedd PPaarrttiieess
During the financial year, sales totaling $371,203 to Wes Components Pty Ltd (director-related entity of Santo Carlini) were
made. The current trade receivable balance as at 30 June 2023 is $27,749. All transactions were made on normal commercial
terms and conditions at market rates.
SShhaarree bbaasseedd ccoommppeennssaattiioonn
The company has adopted an Employee Share Option Plan (ESOP). The Board of Directors may determine the executives and
eligible employees who are entitled to participate in the ESOP.
The options issued under the ESOP will expire 5 years after the issue date, or earlier on any of the following events:
a
b
c
d
e
the eligible employee is dismissed with cause or has breached a restriction contained in his/her employment contract;
the eligible employee dies while in the employ of the Company;
the eligible employee is made redundant by the Company;
the eligible employee’s employment with the Company is voluntarily terminated by the eligible employee; or
the eligible employee’s employment terminates by reason of normal retirement.
The total number of shares reserved for issuance under the ESOP, together with shares reserved for issuance under any other
Option Plan, shall not exceed 5% of the diluted ordinary share capital in the Company (comprising all Shares, all Options issued
under the ESOP and under any other Option Plan, and all other convertible issued securities).
The ESOP provides the Board with the ability to determine the exercise price of the options, the periods within which the
options may be exercised, and the conditions to be satisfied before the option can be exercised.
The ESOP provides for adjustments in accordance with ASX Listing Rules if there is a capital reconstruction, a rights issue or a
bonus issue.
Options previously granted as remuneration which remain exercisable at year end are set out below.
P Amos
R Glasson
R Neale
R Caston
BBaallaannccee aatt bbeeggiinnnniinngg
BBaallaannccee aatt eenndd ooff yyeeaarr
-
-
-
62,500
-
75,000
-
125,000
During the financial year, 337,500 options vested with key management personnel (2022: 337,500). During the year 250,000
options were exercised (2022: 612,500), and 75,000 options were forfeited (2022: Nil).
In relation to bonus issues, each outstanding option confers on the option holder the right to receive, on exercise of those
outstanding options, not only one share for each of the outstanding options exercised but also the additional shares the option
holder would have received had the option holder participated in that bonus issue as a holder of ordinary shares.
8
17
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
DIRECTORS’ REPORT
RREEMMUUNNEERRAATTIIOONN RREEPPOORRTT ((ccoonnttiinnuueedd))
IInntteerreessttss ooff DDiirreeccttoorrss
At the date of this report the following interests were held by directors:
Director
P Wallace
P Amos
T Amos
D Swift
S Carlini
Ordinary Shares
22002233
22002222
2,861,194
5,322,555
7,339,975
3,352,703
29,886,239
2,654,400
5,197,555
7,289,975
3,161,735
29,720,872
VVoottiinngg aanndd CCoommmmeennttss mmaaddee aatt tthhee CCoommppaannyy’’ss 22002222 AAnnnnuuaall GGeenneerraall MMeeeettiinngg ((‘‘AAGGMM’’))
The Company received 96% of “for” votes in relation to its remuneration report for the year ended 30 June 2022. No issues
were raised with Directors concerning the Report.
This concludes the Remuneration Report which has been audited.
DDIIVVIIDDEENNDDSS
On 18 August 2022 the Board of Ambertech resolved to pay a final dividend of 1.5 cents per share, fully franked. The record
date for the dividend was 12 September 2022, with a payment date of 30 September 2022.
On 21 February 2023 the Board of Ambertech resolved to pay an interim dividend of 0.5 cents per share, fully franked. The
record date for the dividend was 6 March 2023, with a payment date of 31 March 2023.
On 17 August 2023 the Board of Ambertech resolved to pay a final dividend of 1.0 cents per share, fully franked. The record
date for the dividend is 29 September 2023, with a payment date of 17 October 2023. The Company’s Dividend Reinvestment
Plan will be active for this dividend, with a discount rate of 3% to the volume weighted average price of shares traded from 26
September 2023 to 29 September 2023.
DDIIRREECCTTOORRSS'' MMEEEETTIINNGGSS
The number of directors' meetings (including meetings of committees of directors) and the number of meetings attended by
each of the directors of the Company during the financial year are:
BBooaarrdd MMeeeettiinnggss
AAuuddiitt aanndd RRiisskk MMaannaaggeemmeenntt
CCoommmmiitttteeee MMeeeettiinnggss
NNoommiinnaattiioonn aanndd RReemmuunneerraattiioonn
CCoommmmiitttteeee
DDiirreeccttoorr
P Wallace
P Amos
T Amos
D Swift
S Carlini
AAtttteennddeedd
9
9
9
9
9
HHeelldd
9
9
9
9
9
AAtttteennddeedd
3
-
3
-
-
HHeelldd
3
-
3
-
-
AAtttteennddeedd
2
-
-
2
-
HHeelldd
2
-
-
2
-
OOPPTTIIOONNSS
Shares under option
There were 1,050,000 unissued ordinary shares of Ambertech Limited under option at the date of this report which
have a weighted average exercise price of 22 cents and a weighted average remaining contractual life of 3.5 years.
Shares issued on the exercise of options
There were 250,000 ordinary shares of Ambertech Limited issued during the year ended 30 June 2023 and up to the
date of this report on the exercise of options previously granted.
9
18
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
DIRECTORS’ REPORT
NNOONN--AAUUDDIITT SSEERRVVIICCEESS
BDO Audit Pty Ltd continues in office in accordance with section 327 of the Corporations Act 2001.
It is the economic entity's policy to employ BDO Audit Pty Ltd and their respective related entities (BDO) for assignments
additional to their annual audit duties, when BDO's expertise and experience with the economic entity are important. During
the year these assignments comprised primarily tax compliance assignments. The Board of Directors is satisfied that the
auditors' independence is not compromised as a result of providing these services because:
•
All non-audit services have been reviewed by the Audit and Risk Management Committee to ensure they do not
impact the impartiality and objectivity of the auditor, and
• None of the services undermines the general principles relating to the auditor independence as set out in APES 110
Code of Ethics for Professional Accountants, including reviewing or auditing the auditors' own work, acting in a
management or decision-making capacity for the company, acting as an advocate for the company or jointly sharing
economic risks and rewards.
During the year fees that were paid or payable for services provided by the auditor of the parent entity and its related
practices are disclosed at note 29.
The directors are satisfied that the provision of non-audit services during the year by the auditor is compatible with the
general standard of independence for auditors imposed by the Corporations Act 2001.
PPRROOCCEEEEDDIINNGGSS OONN BBEEHHAALLFF OOFF TTHHEE CCOOMMPPAANNYY
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on
behalf of the company, or to intervene in any proceedings to which the company is a party, for the purpose of taking
responsibility on behalf of the company for all or part of those proceedings.
No proceedings have been brought or intervened in on behalf of the company with leave of the Court under section 237
of the Corporations Act 2001.
AAUUDDIITTOORRSS'' IINNDDEEPPEENNDDEENNCCEE DDEECCLLAARRAATTIIOONN
A copy of the auditors' independence declaration as required under section 307C of the Corporations Act 2001 is set out
on page 11.
IINNDDEEMMNNIIFFIICCAATTIIOONN OOFF OOFFFFIICCEERRSS
The company has indemnified the directors and executives of the company for costs incurred, in their capacity as a
director or executive, for which they may be held personally liable, except where there is a lack of good faith.
During the financial year, the company paid a premium in respect of a contract to insure the directors and executives of
the company against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits
disclosure of the nature of liability and the amount of the premium.
RROOUUNNDDIINNGG
The company is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and
Investments Commission, relating to 'rounding-off'. Amounts in this report have been rounded off in accordance with that
Corporations Instrument to the nearest thousand dollars, or in certain cases, the nearest dollar.
Signed in accordance with a resolution of directors.
Director:
P F Wallace
P A Amos
Dated this 23rd day of August 2023
Sydney
10
19
Tel: +61 2 9251 4100
Fax: +61 2 9240 9821
www.bdo.com.au
Level 11, 1 Margaret Street
Sydney NSW 2000
Australia
DECLARATION OF INDEPENDENCE BY MARTIN COYLE TO THE DIRECTORS OF AMBERTECH LIMITED
As lead auditor of Ambertech Limited for the year ended 30 June 2023, I declare that, to the best of
my knowledge and belief, there have been:
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Ambertech Limited and the entities it controlled during the period.
Martin Coyle
Director
BDO Audit Pty Ltd
Sydney, 23 August 2023
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO
Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members
of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent
member firms. Liability limited by a scheme approved under Professional Standards Legislation.
20
Tel: +61 2 9251 4100
Fax: +61 2 9240 9821
www.bdo.com.au
Level 11, 1 Margaret Street
Sydney NSW 2000
Australia
INDEPENDENT AUDITOR'S REPORT
To the members of Ambertech Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Ambertech Limited (the Company) and its subsidiaries (the
Group), which comprises the consolidated statement of financial position as at 30 June 2023, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement
of changes in equity and the consolidated statement of cash flows for the year then ended, and notes
to the financial report, including a summary of significant accounting policies and the directors’
declaration.
In our opinion the accompanying financial report of the Group, is in accordance with the
Corporations Act 2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its
financial performance for the year ended on that date; and
(ii)
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 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 confirm that the independence declaration required by the Corporations Act 2001, which has been
given to the directors of the Company, would be in the same terms if given to the directors as at the
time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO
Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of
BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member
firms. Liability limited by a scheme approved under Professional Standards Legislation.
21
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.
Revenue recognition
Key audit matter
How the matter was addressed in our audit
As disclosed in Note 3, the Group
To determine whether revenue was appropriately accounted for and
recognised revenue of $84,224,000
disclosed within the financial statements, we performed, amongst
during the financial year ended 30 June
others, the following audit procedures:
2023 (2022: $76,995,000).
Due to the overall significance of
revenue to the Group as a key
performance indicator, and the
judgement involved in assessing the
performance obligations in respect to
project based revenue, we considered
this area to be a key audit matter.
•
•
•
•
•
Reviewed a sample of large, open contracts at year end
and ensured revenue had been recognised in line with AASB
15: Revenue from Contracts with Customers;
Tested the operating effectiveness of internal controls
surrounding the existence of revenues;
Substantively tested a sample of revenue transactions
during the year and deferred revenue balance at year end
and ensured they had been appropriately recognised and
aligned with the goods and services supplied per the terms
of the respective customer orders / agreements;
Performed detailed cut-off testing to ensure that revenue
transactions around the year end had been recorded in the
correct period including testing of post year-end credit
notes; and
Performed substantive analytical procedures over gross
margins by segment in comparison to the prior period,
budget and our expectations.
22
Valuation of inventory
Key audit matter
How the matter was addressed in our audit
As disclosed in Note 7, the Group held
Our audit procedures for addressing this key audit matter included,
inventory with a carrying value of
but were not limited to, the following:
$23,070,000 as at 30 June 2023 (2022:
$17,360,000) which represented
approximately 44% of the Group’s total
assets.
•
•
Reviewed the inventory obsolescence policy and assessed
the assumptions applied by management in determining
the provision for obsolescence;
Observed the cyclical inventory count procedures
Inventory valuation was considered a key
performed by management and assessed, by inspection,
audit matter due to the significant value
whether there was any evidence of damaged or obsolete
of these assets in the Consolidated
inventory;
Statement of Financial Position and the
•
Tested a sample of inventory items on hand at year end
key estimates and judgements applied by
and as at the date of acquisition of Convoy International to
management in assessing the net
ascertain whether these balances were being recognised at
realisable value (‘NRV’) of inventory due
the lower of cost and net realisable value;
to the nature of the industry in which
the Group operates in.
•
•
Obtained supplier invoices for a sample of inventory items
on hand to determine whether the pricing was accurate;
and
Performed various analytical procedures in relation to
inventory including analysing inventory turnover by product
group and gross margin in comparison to prior periods and
our expectations.
Other information
The directors are responsible for the other information. The other information comprises the
information contained in the Directors’ Report (excluding the audited Remuneration Report section) for
the year ended 30 June 2023, but does not include the financial report and our auditor’s report
thereon, which we obtained prior to the date of this auditor’s report, and the Annual Report to
Shareholders, which is expected to be made available to us after that date.
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
identified above 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 on the other information that we obtained prior to the date
of this auditor’s report, we conclude that there is a material misstatement of this other information,
we are required to report that fact. We have nothing to report in this regard.
When we read the Annual Report to the Shareholders, if we conclude that there is a material
misstatement therein, we are required to communicate the matter to the directors and will request
that it is corrected. If it is not corrected, we will seek to have the matter appropriately brought to the
attention of users for whom our report is prepared.
23
Responsibilities of the directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group 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 has no realistic alternative but to do so.
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 (http://www.auasb.gov.au/Home.aspx) at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf
This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the Directors’ Report for the year ended 30 June
2023.
In our opinion, the Remuneration Report of Ambertech Limited, for the year ended 30 June 2023,
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.
BDO Audit Pty Ltd
Martin Coyle
Director
Sydney, 23 August 2023
24
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2023
RReevveennuueess
Cost of sales
GGrroossss PPrrooffiitt
Other income
Employee benefits expense
Distribution costs
Marketing costs
Premises costs
Travel costs
Depreciation and amortisation expense
Finance costs
Other expenses
PPrrooffiitt bbeeffoorree iinnccoommee ttaaxx
Income tax expense
PPrrooffiitt aafftteerr iinnccoommee ttaaxx ffoorr tthhee yyeeaarr
OOtthheerr ccoommpprreehheennssiivvee iinnccoommee
Exchange differences on translation of foreign operations
TToottaall ccoommpprreehheennssiivvee iinnccoommee ffoorr tthhee yyeeaarr
NNoottee
22002233
$$''000000
22002222
$$''000000
3
4
3
4
4
4
5
84,224
76,995
(55,495)
(49,995)
2288,,772299
2277,,000000
2
(17,256)
(1,868)
(1,085)
(762)
(678)
(1,112)
(1,085)
(2,152)
22,,773333
(803)
11,,993300
283
(15,197)
(1,775)
(647)
(716)
(235)
(1,260)
(925)
(1,263)
55,,226655
(1,584)
33,,668811
30
11,,996600
(64)
33,,661177
EEaarrnniinnggss ppeerr sshhaarree
Basic earnings per share (cents)
Diluted earnings per share (cents)
27
27
2.1
2.1
4.2
4.2
The Consolidated Statement of Profit or Loss and Other Comprehensive Income is to be read in conjunction with the attached notes.
25
16
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
FOR THE YEAR ENDED 30 JUNE 2023
NNoottee
22002233
$$''000000
22002222
$$''000000
CCUURRRREENNTT AASSSSEETTSS
Cash and cash equivalents
Trade and other receivables
Inventories
Current tax assets
TTOOTTAALL CCUURRRREENNTT AASSSSEETTSS
NNOONN--CCUURRRREENNTT AASSSSEETTSS
Plant and equipment
Right-of-use assets
Intangible assets
Deferred tax assets
TTOOTTAALL NNOONN--CCUURRRREENNTT AASSSSEETTSS
TTOOTTAALL AASSSSEETTSS
CCUURRRREENNTT LLIIAABBIILLIITTIIEESS
Trade and other payables
Financial liabilities
Contract Liabilities
Lease liabilities
Provisions
Current tax liabilities
TTOOTTAALL CCUURRRREENNTT LLIIAABBIILLIITTIIEESS
NNOONN--CCUURRRREENNTT LLIIAABBIILLIITTIIEESS
Contract liabilities
Provisions
Lease liabilities
Deferred tax liabilities
TTOOTTAALL NNOONN--CCUURRRREENNTT LLIIAABBIILLIITTIIEESS
TTOOTTAALL LLIIAABBIILLIITTIIEESS
NNEETT AASSSSEETTSS
EEQQUUIITTYY
Share capital
Reserves
Retained earnings
TTOOTTAALL EEQQUUIITTYY
25
6
7
5
9
10
11
5
12
14
13
15
16
5
13
16
15
5
17
18
1,568
18,061
23,070
246
4422,,994455
436
4,251
2,144
2,534
99,,336655
5522,,331100
8,852
6,324
4,230
1,438
2,418
-
2,225
15,576
17,360
-
3355,,116611
341
4,726
1,532
2,759
99,,335588
4444,,551199
6,817
1,255
2,169
1,247
2,570
338
2233,,226622
1144,,339966
90
291
6,050
157
66,,558888
2299,,885500
2222,,446600
21,837
24
599
2222,,446600
346
281
7,098
124
77,,884499
2222,,224455
2222,,227744
21,781
(37)
530
2222,,227744
The above Consolidated Statement of Financial Position is to be read in conjunction with the attached notes.
17
26
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2023
SShhaarree
CCaappiittaall
FFoorreeiiggnn
CCuurrrreennccyy
TTrraannssllaattiioonn
RReesseerrvvee
SShhaarree BBaasseedd
PPaayymmeennttss
RReesseerrvvee
RReettaaiinneedd
eeaarrnniinnggss//
((AAccccuummuullaatteedd
lloosssseess))
TToottaall
EEqquuiittyy
$$''000000
$$''000000
$$''000000
$$''000000
$$''000000
BBaallaannccee aass aatt 11 JJuullyy 22002211
1155,,994477
Profit for the year
Exchange differences on translation of foreign
operations
-
-
TToottaall ccoommpprreehheennssiivvee iinnccoommee ffoorr tthhee yyeeaarr
--
TTrraannssaaccttiioonnss wwiitthh eeqquuiittyy hhoollddeerrss::
Share issue net of transaction cost
Shares issued on exercised options
Costs of share based payments
Dividends declared, paid and reinvested as part
of the Dividend Reinvestment Plan (note 28)
5,078
160
-
596
((1100))
-
(64)
((6644))
-
-
-
--
BBaallaannccee aass aatt 3300 JJuunnee 22002222
2211,,778811
((7744))
BBaallaannccee aass aatt 11 JJuullyy 22002222
2211,,778811
((7744))
Profit for the year
Exchange differences on translation of foreign
operations
TToottaall ccoommpprreehheennssiivvee iinnccoommee ffoorr tthhee yyeeaarr
TTrraannssaaccttiioonnss wwiitthh eeqquuiittyy hhoollddeerrss::
Shares issued on exercised options
Costs of share based payments
Dividends declared and paid (note 28)
-
-
--
56
-
-
-
30
3300
-
-
-
BBaallaannccee aass aatt 3300 JJuunnee 22002233
2211,,883377
((4444))
--
-
--
--
-
-
37
--
3377
3377
-
--
--
-
31
-
6688
((552255))
3,681
1155,,441122
3,681
-
(64)
33,,668811
33,,661177
-
-
-
5,078
160
37
(2,626)
(2,030)
553300
2222,,227744
553300
2222,,227744
1,930
1,930
-
30
11,,993300
11,,996600
-
-
56
31
(1,861)
(1,861)
559999
2222,,446600
The above Consolidated Statement of Changes in Equity is be read in conjunction with the attached notes.
18
27
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2023
CCAASSHH FFLLOOWWSS FFRROOMM OOPPEERRAATTIINNGG AACCTTIIVVIITTIIEESS
Receipts from customers
Receipts from government grants
Payments to suppliers and employees
Interest received
Interest and other costs of finance paid
Goods and services tax remitted
Income tax remitted
NNeett ccaasshh ffrroomm ooppeerraattiinngg aaccttiivviittiieess
CCAASSHH FFLLOOWWSS FFRROOMM IINNVVEESSTTIINNGG AACCTTIIVVIITTIIEESS
Payments for plant and equipment
Payment for intangible assets
Payment for the acquisition of businesses, net of cash acquired
NNeett ccaasshh uusseedd iinn iinnvveessttiinngg aaccttiivviittiieess
CCAASSHH FFLLOOWWSS FFRROOMM FFIINNAANNCCIINNGG AACCTTIIVVIITTIIEESS
Proceeds from borrowings
Repayment of borrowings
Repayment of leases
Proceeds from share issue, net of transaction costs
Dividends paid to shareholders
NNeett ccaasshh pprroovviiddeedd bbyy ffiinnaanncciinngg aaccttiivviittiieess
Net (decrease)/increase in cash and cash equivalents held
Cash and cash equivalents at beginning of period
Effect of exchange rate changes on cash and cash equivalents held in foreign
currencies at the beginning of the financial year
NNoottee
22002233
$$''000000
22002222
$$''000000
93,420
83,824
-
770
(84,920)
(74,731)
2
2
(1,085)
(924)
(5,865)
(5,503)
(1,127)
(1,588)
25
425
1,850
(240)
(11)
(160)
(49)
(2,803)
(1,824)
(3,054)
(2,033)
5,411
1
(342)
(1,412)
(1,290)
(1,199)
55
5,238
28
(1,861)
(2,030)
1,973
(656)
2,225
598
415
1,788
(1)
22
CCaasshh aanndd ccaasshh eeqquuiivvaalleennttss aatt eenndd ooff ppeerriioodd
25
1,568
2,225
The above Consolidated Statement of Cash Flows is to be read in conjunction with the attached notes.
28
19
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 11:: IINNTTRROODDUUCCTTIIOONN
The financial statements cover the economic entity consisting of Ambertech Limited and its controlled entities. Ambertech
Limited is a company limited by shares, incorporated and domiciled in Australia.
OOppeerraattiioonnss aanndd pprriinncciippaall aaccttiivviittiieess
Ambertech Limited is a distributor of high technology equipment to the professional broadcast, film, recording and sound
reinforcement industries and of consumer audio and video products in Australia and New Zealand.
CCuurrrreennccyy
The financial statements are presented in Australian dollars, which is the Company’s functional and presentation currency.
All financial information presented in Australian dollars has been rounded to the nearest one thousand, unless otherwise
stated.
RReeggiisstteerreedd ooffffiiccee
Unit 1, 2 Daydream Street, Warriewood NSW 2102.
AAuutthhoorriissaattiioonn ooff ffiinnaanncciiaall ssttaatteemmeennttss
The financial statements were authorised for issue on 23 August 2023 by the Directors. The company has the power to amend
the financial statements.
NNOOTTEE 22:: SSUUMMMMAARRYY OOFF SSIIGGNNIIFFIICCAANNTT AACCCCOOUUNNTTIINNGG PPOOLLIICCIIEESS
((AA)) OOvveerraallll PPoolliiccyy
The principal accounting policies adopted in the preparation of these consolidated financial statements are stated in order
to assist in a general understanding of the financial statements. These general purpose financial statements have been
prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting
Standards Board (AASB) and the Corporations Act 2001, as appropriate for profit oriented entities. The financial
statements have been prepared under the historic cost convention.
Statement of Compliance
The financial statements comply with Australian Accounting Standards which include Australian equivalents to
International Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures that the financial statements and
notes of the economic entity comply with International Financial Reporting Standards (IFRS).
Going Concern
The consolidated financial statements have been prepared on the going concern basis, which contemplates continuity of
normal business activities and the realisation of assets and the discharge of liabilities in the normal course of business.
For the year ended 30 June 2023, the consolidated entity recorded profit after income tax of $1,930,000 (2022:
$3,681,000) and net operating cash inflows of $425,000 (2022: $1,850,000).
The Directors believe that there are reasonable grounds to conclude that the Group will continue as a going concern, after
consideration of the following factors:
• Management have prepared forecasts for the 12 months following date of approval of the financial report,
which indicate that the Group can continue to pay its debts as and when they become due and payable;
29
20
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 22:: SSUUMMMMAARRYY OOFF SSIIGGNNIIFFIICCAANNTT AACCCCOOUUNNTTIINNGG PPOOLLIICCIIEESS ((ccoonnttiinnuueedd))
•
The group continues to have available significant debt headroom on the primary business finance facilities with
limits of up to $12,000,000 in invoice discounting and $2,000,000 in trade finance as disclosed in note 14;
((BB)) GGooooddss aanndd SSeerrvviicceess TTaaxx
Revenues, expenses and assets are recognised net of the amount of GST, unless the GST incurred is not recoverable from
the taxation authority. In this case it is recognised as part of the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST
recoverable from, or payable to, the taxation authority is included with other receivables or payables in the statement of
financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities
which are recoverable from, or payable to the taxation authority, are presented as operating cash flows.
((CC)) GGoovveerrnnmmeenntt GGrraannttss
Government grants are recognised as income when it is reasonably certain that the Group will comply with the conditions
attached to them and when the right to receive payment is established. The Group has elected to recognise grant income
as an offset to the directly attributable expenditure in the financial statements.
New, revised or amending Accounting Standards and Interpretations adopted
The Consolidated Entity has adopted all of the new, revised or amending Accounting Standards and Interpretations issued
by the Australian Accounting Standards Board (‘AASB’) that are mandatory for the current reporting period. There was no
material impact on the financial statements from the adoption of these new accounting standards.
New Accounting Standards and Interpretations not yet mandatory or early adopted
The Consolidated Entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the
Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted
30
21
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 33:: RREEVVEENNUUEE
RReevveennuuee
- Sale of goods
- Rendering of services
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
80,827
3,397
84,224
22002222
$$''000000
72,784
4,211
76,995
RReevveennuuee RReeccooggnniittiioonn
Sales revenue comprises revenue earned (net of returns, discounts and allowances) from the provision of goods and services to
entities outside the economic entity.
Sale of goods
Revenue from the sale of goods is recognised at a point in time when control transfers to the customer. In most cases this
coincides with the transfer of legal title, or the passing of possession to the customer. In arrangements whereby the
consolidated entity is required to meet contractually agreed upon specifications, control over the goods generally occurs when
the customer has confirmed acceptance.
Rendering of services
Revenue from the rendering of services is recognised at the point in time in which the service is provided to the customer.
Maintenance and support contracts extend for between one and five years. Revenue is respect to these services are generally
recognised overtime as the customer simultaneously receives and consumes the benefits of the services as the Group provides
the services. Where amounts are invoiced before revenue is earned, a deferred revenue liability is brought to account. These
contract liabilities reflect the consideration received in respect of unsatisfied performance obligations.
Interest revenue
Interest revenue is recognised as it accrues using the effective interest method.
OOtthheerr iinnccoommee
Net Foreign exchange gains
Interest received
NNOOTTEE 44:: EEXXPPEENNSSEESS
Additional information on the nature of expenses
AA)) IInnvveennttoorriieess
Cost of sales
Movement in provision for inventory obsolescence
BB)) EEmmppllooyyeeee bbeenneeffiittss eexxppeennssee
Salaries and wages*
Defined contribution superannuation expense
-
2
2
281
2
283
55,495
(344)
49,995
(966)
15,883
1,373
17,256
13,996
1,201
15,197
* There were no Government grants received during FY23 relating to the COVID-19 pandemic (FY22: $769,782).
31
22
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 44:: EEXXPPEENNSSEESS ((ccoonnttiinnuueedd))
CC)) DDeepprreecciiaattiioonn
Plant and equipment
Furniture and fittings
Leasehold improvements
Leased property plant and equipment
Buildings right-of-use assets
Plant and equipment right-of-use assets
DD)) AAmmoorrttiissaattiioonn
Website costs
Customer/Supplier Relationships
EE)) BBaadd ddeebbttss aanndd eexxppeecctteedd ccrreeddiitt lloosssseess
FF)) RReennttaall eexxppeennssee oonn ooppeerraattiinngg lleeaasseess::
Minimum lease payments
GG)) FFiinnaannccee ccoossttss
Interest and finance charges paid/payable on borrowings
Interest and finance charges paid/payable on lease liabilities
NNOOTTEE 55:: IINNCCOOMMEE TTAAXX
AA)) MMaajjoorr ccoommppoonneennttss ooff iinnccoommee ttaaxx
Current year
Deferred tax
Income tax expense
BB)) RReeccoonncciilliiaattiioonn bbeettwweeeenn iinnccoommee ttaaxx aanndd pprriimmaa ffaacciiee ttaaxx oonn aaccccoouunnttiinngg pprrooffiitt//((lloossss))
Profit before income tax
Entertainment
Tax at 30% (2022:30%)
Tax effect of non deductible expenses/non assessable income
•
• Other items
Recognition of movements in deferred tax
Previous tax return adjustments
Unused tax losses not recognised as deferred tax assets
Income tax expense
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
118
2
25
-
849
80
1,074
8
30
38
10
-
591
494
1,085
22002222
$$''000000
125
1
133
7
838
76
1,180
25
55
80
31
-
352
573
925
545
258
803
1,115
469
1,584
2,733
5,265
820
1,580
23
12
(63)
11
-
803
9
20
(53)
111
(83)
1,584
23
32
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 55:: IINNCCOOMMEE TTAAXX ((ccoonnttiinnuueedd))
CC)) AApppplliiccaabbllee ttaaxx rraattee
The applicable tax rate is the national tax rate in Australia of 30%.
DD)) AAnnaallyyssiiss ooff ddeeffeerrrreedd ttaaxx aasssseettss
Employee benefits
Plant and equipment
Right-of-use assets
Lease Liability
Accrued expenses
Provision for impairment of receivables
Provision for obsolescence
Provision for warranty
Inventory
Other
EE)) AAnnaallyyssiiss ooff ddeeffeerrrreedd ttaaxx lliiaabbiilliittiieess
Unrealised foreign currency gain
Plant and equipment
Other
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
798
324
(1,274)
2,246
35
13
230
3
125
34
2,534
93
61
3
157
22002222
$$''000000
773
359
(1,418)
2,503
29
8
333
67
76
29
2,759
75
47
2
124
FF)) IInnccoommee TTaaxx
The income tax expense or benefit for the period is the tax payable on the current period’s taxable income based on the
applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to
temporary differences and to unused tax losses.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases
of assets and liabilities and their carrying amounts. However, the deferred income tax is not accounted for if it arises from
initial recognition of an asset or liability in a transaction other than a business combination that at the time of the
transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and
laws) that have been enacted or substantially enacted by the reporting date and are expected to apply when the related
deferred income tax asset is realised or the deferred income tax liability is settled.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that
future taxable amounts will be available to utilise those temporary differences and losses.
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and tax
bases of investments in controlled entities where the parent entity is able to control the timing of the reversal of the
temporary differences and it is probable that the differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and
liabilities and when the deferred tax balances relate to the same taxation authority.
Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either
to settle on a net basis, or to realise the asset and settle the liability simultaneously.
24
33
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 55:: IINNCCOOMMEE TTAAXX ((ccoonnttiinnuueedd))
Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly in
equity.
GG)) TTaaxx ccoonnssoolliiddaatteedd ggrroouupp
Ambertech Limited and its Australian wholly owned controlled entities have implemented the tax consolidation
legislation. The head entity, Ambertech Limited, and the controlled entities in the tax consolidated group continue to
account for their own current and deferred tax amounts. These tax amounts are measured as if each entity in the tax
consolidated group continues to be a ‘stand-alone taxpayer’ in its own right.
Current tax liabilities/assets and deferred tax assets arising from unused tax losses and tax credits are immediately
transferred to the head entity. The tax consolidated group has entered a tax sharing agreement whereby each company in
the group contributes to the income tax payable by the group in proportion to their contribution to the group’s taxable
income. Differences between the amounts of net tax assets and liabilities derecognised and the net amounts recognised
pursuant to the funding arrangement will be recognised as either a contribution by, or distribution to the head entity.
NNOOTTEE 66:: TTRRAADDEE AANNDD OOTTHHEERR RREECCEEIIVVAABBLLEESS
CCuurrrreenntt
Trade receivables
Allowance for expected credit losses
Other receivables
Prepayments
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
14,890
(44)
14,846
1,473
1,742
18,061
22002222
$$''000000
13,696
(27)
13,669
1,472
435
15,576
A) Current trade receivables are non-interest bearing, generally received between 30 and 60 day terms.
Trade and other receivables are recognised initially at fair value and subsequently measured at amortised cost using
the effective interest method, less any expected credit loss.
B) An allowance for expected credit losses (ECLs) is required when a difference arises between the contracted cashflows
and the amount expected to be received, discounted at the original effective interest rate.
For trade receivables, a simplified approach is applied in calculating the ECLs. Loss allowances recognised are based
on lifetime ECLs at each reporting date. This is established from historical credit losses, adjusted for forward looking
factors specific to the receivable.
C) Movement in the allowance for expected credit losses is as follows:
Current trade receivables
Opening balance
(Reversal)/charge for the year
Amounts written off
Closing balance
27
40
(23)
44
216
(158)
(31)
27
D) The economic entity's exposure to credit risk and impairment losses related to trade and other receivables is
disclosed at note 26.
34
25
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 77:: IINNVVEENNTTOORRIIEESS
CCuurrrreenntt
Finished goods
Stock in transit
Provision for obsolescence
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
21,881
1,960
23,841
(771)
23,070
22002222
$$''000000
16,523
1,952
18,475
(1,115)
17,360
AA))
IInnvveennttoorriieess
Inventories include finished goods and stock in transit and are measured at the lower of weighted average cost and net
realisable value. Costs are assigned on a first-in first-out basis and include direct materials, direct labour and an
appropriate proportion of variable and fixed overhead expenses.
BB)) PPrroovviissiioonn ffoorr iimmppaaiirrmmeenntt ooff iinnvveennttoorriieess
Movement in the provision for obsolescence is as follows:
Opening balance
Charge for the year
Amounts written off
Closing balance
1,115
174
(518)
771
2,080
380
(1,345)
1,115
Key Estimate and Judgement: Provision for Obsolescence
The provision for impairment of inventories assessment requires a degree of estimation and judgement. The level of the
provision is assessed by taking into account the recent sales experience, the ageing of inventories and other factors that affect
inventory obsolescence.
NNOOTTEE 88:: CCOONNTTRROOLLLLEEDD EENNTTIITTIIEESS
EEnnttiittyy
PPaarreenntt EEnnttiittyy
•
Ambertech Limited
SSuubbssiiddiiaarriieess ooff AAmmbbeerrtteecchh LLiimmiitteedd
•
Amber Technology Limited
SSuubbssiiddiiaarriieess ooff AAmmbbeerr TTeecchhnnoollooggyy LLiimmiitteedd
•
•
•
Alphan Pty Limited
Connected Media Australia
Amber Technology (NZ) Limited
CCoouunnttrryy ooff IInnccoorrppoorraattiioonn
PPeerrcceennttaaggee OOwwnneedd
22002222
22002233
Australia
Australia
100%
100%
Australia
Australia
New Zealand
100%
100%
100%
100%
100%
100%
A controlled entity is any entity controlled by Ambertech Limited. Control exists where Ambertech Limited is exposed to, or has
rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to
direct the activities of the entity so that the other entity operates with Ambertech Limited to achieve the objectives of
Ambertech Limited.
All inter-company balances and transactions between entities in the economic entity, including any unrealised profits or losses,
have been eliminated on consolidation.
35
26
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 99:: PPLLAANNTT AANNDD EEQQUUIIPPMMEENNTT
NNoonn--CCuurrrreenntt
AA)) CCaarrrryyiinngg aammoouunnttss
CCoosstt
22002233
$$''000000
1,760
959
1,640
112
4,471
22002222
$$''000000
1,660
941
1,547
112
4,260
EEccoonnoommiicc EEnnttiittyy
Plant and equipment
Furniture and fittings
Leasehold improvements
Leased plant and equipment
Total plant and equipment
BB)) RReeccoonncciilliiaattiioonn ooff ccaarrrryyiinngg aammoouunnttss
AAccccuummuullaatteedd
ddeepprreecciiaattiioonn
22002233
$$''000000
22002222
$$''000000
NNeett ccaarrrryyiinngg aammoouunntt
22002233
$$''000000
22002222
$$''000000
(1,523)
(938)
(1,462)
(112)
(4,035)
(1,434)
(936)
(1,437)
(112)
(3,919)
237
21
178
-
436
22002233
Balance at the beginning of the year
Additions
Disposals
Depreciation and amortisation expense
Carrying amount at the end of the year
PPllaanntt aanndd
eeqquuiippmmeenntt
FFuurrnniittuurree aanndd
ffiittttiinnggss
LLeeaasseehhoolldd
iimmpprroovveemmeennttss
$$''000000
226
129
-
(118)
237
$$''000000
5
18
-
(2)
21
$$''000000
110
93
-
(25)
178
22002222
PPllaanntt aanndd
eeqquuiippmmeenntt
FFuurrnniittuurree
aanndd ffiittttiinnggss
LLeeaasseehhoolldd
iimmpprroovveemmeennttss
Balance at the beginning of the year
Additions
Disposals
Depreciation and amortisation expense
Carrying amount at the end of the year
CC)) RReeccooggnniittiioonn aanndd mmeeaassuurreemmeenntt
$$''000000
221
132
(2)
(125)
226
$$''000000
6
-
-
(1)
5
$$''000000
208
35
-
(133)
110
LLeeaasseedd ppllaanntt
aanndd
eeqquuiippmmeenntt
$$''000000
-
-
-
-
-
LLeeaasseedd ppllaanntt
aanndd
eeqquuiippmmeenntt
$$''000000
7
-
-
(7)
-
Plant and equipment is stated at historical cost less depreciation and impairment. Historical cost includes
expenditure that is directly attributable to the acquisition of the items.
DD)) DDeepprreecciiaattiioonn ooff pprrooppeerrttyy,, ppllaanntt aanndd eeqquuiippmmeenntt
Plant and equipment is depreciated over its estimated useful life taking into account estimated residual values. The
straight line method is used.
Plant and equipment is depreciated from the date of acquisition or, in respect of leasehold improvements, from the
time the asset is completed and ready for use.
27
36
226
5
110
-
341
TToottaall
$$''000000
341
240
-
(145)
436
TToottaall
$$''000000
442
167
(2)
(266)
341
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 99:: PPLLAANNTT AANNDD EEQQUUIIPPMMEENNTT ((ccoonnttiinnuueedd))
DD)).. DDeepprreecciiaattiioonn ooff pprrooppeerrttyy,, ppllaanntt aanndd eeqquuiippmmeenntt ((ccoonnttiinnuueedd))
The depreciation rates used for each class of plant and equipment remain unchanged from the previous year and are as
follows:
CCllaassss ooff AAsssseett
UUsseeffuull lliiffee
Plant and equipment
Furniture and fittings
Leasehold improvements
Leased plant and equipment
3-8 years
3-8 years
Term of the lease
Term of the lease
The carrying values of plant and equipment are reviewed for impairment when events or changes in circumstances indicate the
carrying value may not be recoverable. If any such indication exists and where the carrying values exceed the estimated
recoverable amount, the plant and equipment or cash generating units to which the plant and equipment belong are written
down to their recoverable amount.
NNOOTTEE 1100:: RRIIGGHHTT--OOFF--UUSSEE AASSSSEETTSS
NNoonn--CCuurrrreenntt
Land and buildings - right-of-use
Less: Accumulated amortisation
Plant and equipment - right-of-use
Less: Accumulated amortisation
Balance at 30 June 2022
Additions
Amortisation
Balance at 30 June 2023
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
7,478
(3,364)
4,114
22002222
$$''000000
7,152
(2,516)
4,636
180
(90)
90
4,726
308
(171)
137
4,251
TToottaall
$$''000000
4,726
454
(929)
4,251
LLaanndd aanndd
bbuuiillddiinnggss
$$''000000
PPllaanntt aanndd
eeqquuiippmmeenntt
$$''000000
4,636
327
(849)
4,114
90
127
(80)
137
Land and buildings – right-of-use
The land and buildings right of use asset related to a lease for the consolidated entities property lease for its premises at Unit 1,
2 Daydream Street, Warriewood NSW 2102. The lease has a lease term of 5 years commencing 14 January 2023 with rent
payable monthly. An option exists to renew the lease at the end of this time for an additional term of 5 years with a final expiry
date being 13 January 2033. The lease has rent increases of at least 3.0% (capped at 4.5%) each year.
28
37
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 1100:: RRIIGGHHTT--OOFF--UUSSEE AASSSSEETTSS ((ccoonnttiinnuueedd))
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which
comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the
commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the
cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and
restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of
the asset, whichever is the shorter. Where the consolidated entity expects to obtain ownership of the leased asset at the end
of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for
any remeasurement of lease liabilities.
The consolidated entity has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases
with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss
as incurred.
KKeeyy EEssttiimmaattee aanndd JJuuddggeemmeenntt:: LLeeaassee tteerrmm
The lease term is a significant component in the measurement of both the right-of-use asset and lease liability. Judgement is
exercised in determining whether there is reasonable certainty that an option to extend the lease or purchase the underlying
asset will be exercised, or an option to terminate the lease will not be exercised, when ascertaining the periods to be included
in the lease term. In determining the lease term, all facts and circumstances that create an economical incentive to exercise an
extension option, or not to exercise a termination option, are considered at the lease commencement date.
Factors considered may include the importance of the asset to the Groups operations; comparison of terms and conditions to
prevailing market rates; incurrence of significant penalties; existence of significant leasehold improvements; and the costs and
disruption to replace the asset. The Group reassesses whether it is reasonably certain to exercise an extension option, or not
exercise a termination option, if there is a significant event or significant change in circumstances.
38
29
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 1111:: IINNTTAANNGGIIBBLLEE AASSSSEETTSS
NNoonn--CCuurrrreenntt
NNeett ccaarrrryyiinngg aammoouunnttss aanndd mmoovveemmeennttss dduurriinngg tthhee yyeeaarr
Goodwill at cost
Less impairment
Website at cost
Less accumulated amortization
Brand name
Less impairment
Customer/Supplier relationships
Less accumulated amortisation
Research & Development
Less accumulated amortisation
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
4,766
(2,971)
1,795
94
(94)
-
100
-
100
230
(131)
99
375
(225)
150
2,144
22002222
$$''000000
4,136
(2,926)
1,210
94
(86)
8
100
-
100
175
(101)
74
365
(225)
140
1,532
RReeccoonncciilliiaattiioonn ooff wwrriitttteenn ddoowwnn vvaalluueess::
GGooooddwwiillll
WWeebbssiittee
BBrraanndd nnaammee
CCuussttoommeerr//SSuupppplliieerr
rreellaattiioonnsshhiippss
Opening balance at 1 July 2022
Additions (note 31)
Amortisation expense (note 4)
Closing balance at 30 June 2023
$$''000000
1,210
585
-
1,795
$$''000000
8
-
(8)
-
$$''000000
100
-
-
100
$$''000000
74
55
(30)
99
RReesseeaarrcchh
DDeevveelloopp
mmeenntt
$$''000000
140
10
-
150
TToottaall
$$''000000
1,532
650
(38)
2,144
RReeccooggnniittiioonn aanndd mmeeaassuurreemmeenntt
AA)) GGooooddwwiillll
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 cost less any accumulated impairment. Goodwill is allocated to cash generating units and is not subject to
amortisation, but tested annually for impairment.
Where the recoverable amount of the cash generating unit is less than the carrying amount, an impairment loss is recognised.
39
30
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
IImmppaaiirrmmeenntt ooff AAsssseettss
NNOOTTEE 1111:: IINNTTAANNGGIIBBLLEE AASSSSEETTSS ((ccoonnttiinnuueedd))
BB))
Goodwill and intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually
for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other
assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not
be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its
recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use.
For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately
identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-
generating units).
The consolidated entity determined the recoverable amount of assets based on a value-in-use calculation, using cash flow
projections based on financial budgets approved by management covering a five-year period. The following assumptions
have been applied by management in the 30 June 2023 calculation of value-in-use based on past performance and
expectations for the future:
•
•
•
Annual sales growth of between 11% to 19% over the three-year forecast period
Terminal value factor of 2.07
Post-tax discount rate of 15.67%
Management have performed sensitivity analysis and assessed reasonable changes for key assumptions and have not
identified any instances that could cause the carrying amount of the consolidated entity’s assets to exceed its recoverable
amount.
If there is evidence of impairment for any of the company’s assets, the loss is measured as the difference between the asset’s
carrying amount and the recoverable amount. The loss is recognised in the statement of profit or loss and other
comprehensive income.
CC)) WWeebbssiittee CCoossttss
Significant costs associated with website costs are deferred and amortised on a straight-line basis over the period of their
expected benefit, being a finite life of 5 years.
DD)) CCuussttoommeerr//SSuupppplliieerr RReellaattiioonnsshhiippss
Significant costs associated with customer/supplier costs on acquisition are deferred and amortised on a straight-line basis over
the period of their expected benefit, being a finite life of 5 years.
EE)) BBrraanndd NNaammeess
Brand names have an indefinite useful life and are not subject to amortisation but are tested annually for impairment, or more
frequently if events or changes in circumstances indicate that they might be impaired.
FF)) RReesseeaarrcchh && DDeevveellooppmmeenntt
Research costs are expensed in the period in which they are incurred. Development costs are capitalised when it is probable
that the project will be a success considering its commercial and technical feasibility; the consolidated entity is able to use or
sell the asset; the consolidated entity has sufficient resources and the intent to complete the development; and its costs can be
measured reliably.
40
31
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 1122:: TTRRAADDEE AANNDD OOTTHHEERR PPAAYYAABBLLEESS
CCuurrrreenntt
Trade accounts payable
Other accounts payable
EEccoonnoommiicc EEnnttiittyy
22002233
$'000
6,331
2,521
8,852
22002222
$'000
3,994
2,823
6,817
These amounts represent liabilities for goods and services provided to the economic entity prior to the end of financial year
which are unpaid. Due to their short- term nature, they are measured at amortised cost and are not discounted. The amounts
are unsecured and are usually paid within 30 days of recognition.
AAmmoouunnttss ppaayyaabbllee iinn ffoorreeiiggnn ccuurrrreenncciieess::
Trade accounts payable:
-
-
-
-
-
US Dollars
British Pounds
Euro
Swiss Francs
New Zealand Dollars
NNOOTTEE 1133:: CCOONNTTRRAACCTT LLIIAABBIILLIITTIIEESS
CCuurrrreenntt
Deferred Revenue
NNoonn CCuurrrreenntt
Deferred Revenue
NNOOTTEE 1144:: FFIINNAANNCCIIAALL LLIIAABBIILLIITTIIEESS
CCuurrrreenntt
Debtor finance
Business transaction facility
4,256
78
495
0
109
4,938
4,230
90
4,320
5,930
394
6,324
2,227
39
195
34
309
2,804
2,169
346
2,515
927
328
1,255
Details of the economic entity's exposure to interest rate changes on financial liabilities is outlined in note 26.
The fair value of the financial liabilities approximates their carrying value.
AA)) DDeebbttoorr ffiinnaannccee
On 31 July 2023, the economic entity entered into an agreement with Octet finance Pty Ltd in relation to extending
the invoice discounting solution for a further 12 months. The facility has approval of a limit of up to $12,000,000
(2022: $$9,000,000).
The economic entity did not breach any covenants during the financial year.
BB)) BBuussiinneessss ttrraannssaaccttiioonn ffaacciilliittyy
On 10 June 2022 the economic entity entered into an agreement with Octet Finance Pty Ltd to extend the Business
Transaction Facility with a limit of $1,000,000 with no fixed term. During the year this limit was increased to $2,000,000.
As at 30 June 2023, the amount drawn under this facility was $390,571 (2022:Nil). Additionally, there is a Scottish Pacific
Business Finance facility held in New Zealand with no fixed term and a limit of $1,209,865. As at 30 June 2023 the amount
drawn under this facility was $3,000 (2022:$328,000).
CC)) BBoorrrroowwiinnggss
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured
at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is
41
32
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 1144:: FFIINNAANNCCIIAALL LLIIAABBIILLIITTIIEESS ((ccoonnttiinnuueedd))
recognised in the statement of profit or loss and other comprehensive income over the period of the borrowings using the
effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan
to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the
draw down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down,
the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.
Borrowing costs directly attributable to the acquisition, construction or production of assets that necessarily take a
substantial period of time to prepare for their intended use or sale, are added to the cost of those assets, until such time
as the assets are substantially ready for their intended use or sale. Other borrowing costs are expensed.
NNOOTTEE 1155:: LLEEAASSEE LLIIAABBIILLIITTIIEESS
CCuurrrreenntt
Lease liabilities
NNoonn CCuurrrreenntt
Lease liabilities
EEccoonnoommiicc EEnnttiittyy
22002233
$'000
22002222
$'000
1,438
1,247
6,050
7,098
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value
of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that
rate cannot be readily determined, the consolidated entity's incremental borrowing rate. Lease payments comprise of fixed
payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to
be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably
certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a
rate are expensed in the period in which they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if
there is a change in the following: future lease payments arising from a change in an index, or a rate used; residual guarantee;
lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is
made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written
down.
KKeeyy EEssttiimmaattee aanndd JJuuddggeemmeenntt:: IInnccrreemmeennttaall bboorrrroowwiinngg rraattee
Where the interest rate implicit in a lease cannot be readily determined, an incremental borrowing rate is estimated to
discount future lease payments to measure the present value of the lease liability at the lease commencement date. Such a
rate is based on what the Group estimates it would have to pay a third party to borrow the funds necessary to obtain an asset
of a similar value to the right-of-use asset, with similar terms, security and economic environment.
NNOOTTEE 1166:: PPRROOVVIISSIIOONNSS
CCuurrrreenntt
Service warranty
Employee benefits
NNoonn CCuurrrreenntt
Employee benefits
45
2,373
2,418
291
291
274
2,296
2,570
281
281
AA)) SSeerrvviiccee wwaarrrraannttyy
Provision is made for the estimated warranty claims in respect of products sold which are still under warranty at balance date.
These claims are expected to be settled in the next financial year. Management estimates the provision based on historical
warranty claim information and any recent trends that may suggest future claims could differ from historical amounts.
42
33
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 1166:: PPRROOVVIISSIIOONNSS ((ccoonnttiinnuueedd))
In determining the level of provision required for warranties, the economic entity has made judgements in respect of the
expected performance of the product, expected customer claims and costs of fulfilling the conditions of warranty. The
provision is based on estimates made from historical warranty costs associated with similar products.
Movements in provisions, other than employee benefits are set out below:
Opening balance at 1 July 2022
Reduction due to reduced warranty requirements
Reductions resulting from payments
Closing balance at 30 June 2023
SSeerrvviiccee wwaarrrraannttyy
$$''000000
274
(228)
(1)
45
BB)) EEmmppllooyyeeee bbeenneeffiittss
Short term employee benefits are employee benefits (other than termination benefits and equity compensation benefits)
which fall due wholly within 12 months after the end of the period in which employee services are rendered. They comprise
wages, salaries, commissions, social security obligations, short-term compensation absences and bonuses payable within 12
months and non-mandatory benefits such as car allowances.
The undiscounted amount of short-term employee benefits expected to be paid is recognised as an expense.
Other long-term employee benefits include long-service leave payable 12 months or more after the end of the financial year.
The liability for long service leave is recognised and measured at the present value of the estimated future cash flows to be
made in respect of all employees at the reporting date. In determining the present value of the liability, estimates of attrition
rates and pay increases through promotion and inflation have been taken into account.
CC)) AAmmoouunnttss nnoott eexxppeecctteedd ttoo bbee sseettttlleedd wwiitthhiinn tthhee nneexxtt ttwweellvvee mmoonntthhss::
The current provisions for annual leave and long service leave include all unconditional entitlements where employees
have completed the required period of service. The entire amount is presented as current, since the economic entity
does not have an unconditional right to defer settlement. However, based on past experience, the economic entity does
not expect all employees to take the full amount of accrued leave or require payment within the next twelve months.
The following amounts reflect leave that is not expected to be taken within the next twelve months:
Current annual leave obligation expected to be settled after 12 months
Current long service leave obligation expected to be settled after 12 months
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
484
291
22002222
$$''000000
419
435
43
34
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 1177:: SSHHAARREE CCAAPPIITTAALL
AA)).. OOrrddiinnaarryy SShhaarreess ffuullllyy ppaaiidd ((nnoo ppaarr vvaalluuee))
93,244,819
92,994,819
21,837
21,781
EEccoonnoommiicc EEnnttiittyy
22002233
SShhaarreess
22002222
SShhaarreess
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
22002222
$$''000000
MMoovveemmeennttss iinn sshhaarree ccaappiittaall
Balance at the start of the financial year
SShhaarreess
NNoo..
92,994,819
IIssssuuee PPrriiccee
$$
TToottaall
$$’’000000
21,781
Shares issued on exercise of Options
250,000
0.22
56
BBaallaannccee aatt tthhee eenndd ooff tthhee ffiinnaanncciiaall yyeeaarr
93,244,819
21,837
BB)).. VVoottiinngg RRiigghhttss
On a show of hands, one vote for every registered shareholder, and for a poll, one vote for every share held by a registered
shareholder.
CC)).. OOppttiioonnss
At reporting date, there were 1,050,000 ordinary shares reserved for issue under the Employee Share Option Plan (2022:
1,375,000).
DD)).. DDiivviiddeennddss
Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of
the entity, on or before the end of the year but not distributed at balance date.
44
35
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 1188:: RREESSEERRVVEESS
Foreign currency translation reserve
Share base payments reserve
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
(44)
68
24
22002222
$$''000000
(74)
37
(37)
For an explanation of movements in reserve accounts refer to the Statement of Changes in Equity.
NNaattuurree aanndd ppuurrppoossee ooff rreesseerrvveess
FFoorreeiiggnn ccuurrrreennccyy ttrraannssllaattiioonn rreesseerrvvee
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on consolidation, are
translated to Australian dollars at exchange rates prevailing at the balance sheet date. The revenues and expenses of
foreign operations are translated to Australian dollars at rates approximating to the exchange rates prevailing at the dates
of the transactions.
Exchange differences arising on translation of the foreign controlled entity are taken to the foreign currency translation
reserve. The reserve is recognised in profit and loss when the net investment is disposed of.
SShhaarree BBaassee PPaayymmeennttss RReesseerrvvee
The share based payments reserve is used to recognise the fair value of options issued but not exercised.
NNOOTTEE 1199:: CCAAPPIITTAALL
CCaappiittaall CCoommmmiittmmeennttss
The economic entity had no commitments for capital expenditure as at 30 June 2023 (2022: Nil).
NNOOTTEE 2200:: CCOONNTTIINNGGEENNTT LLIIAABBIILLIITTIIEESS
Estimates of the maximum amounts of contingent liabilities that may become payable:
- Bank guarantee by Amber Technology Limited in respect of Sydney property lease
No material losses are anticipated in respect of any of the above contingent liabilities.
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
718
718
22002222
$$''000000
612
612
NNOOTTEE 2211:: EEVVEENNTTSS SSUUBBSSEEQQUUEENNTT TTOO RREEPPOORRTTIINNGG DDAATTEE
On 31 July 2023, the economic entity entered into an agreement with Octet finance Pty Ltd in relation to extending its finance
facilities for a further 12 months. The facilities include an invoice discounting facility with approval up to $12,000,000 and a
business transaction facility with a limit of $2,000,000.
The Directors have resolved to pay a dividend of 1.0 cents per share.
Other than the above, there were no matters that have arisen since the end of the financial year that have significantly
affected, or may significantly affect the operations or state of affairs of the economic entity in future financial years.
45
36
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 2222:: RREELLAATTEEDD PPAARRTTYY TTRRAANNSSAACCTTIIOONNSS
KKeeyy mmaannaaggeemmeenntt ppeerrssoonnnneell ccoommppeennssaattiioonn
Key management personnel comprises directors and other persons having authority and responsibility for planning, directing
and controlling the activities of the economic entity.
Summary
-
-
-
-
Short term employee benefits
Post-employment benefits
Long term employee benefits
Share-based employee benefits
EEccoonnoommiicc EEnnttiittyy
22002233
22002222
1,457,255
1,264,898
160,396
143,898
38,533
19,965
17,761
19,965
1,676,149
1,446,522
KKeeyy MMaannaaggeemmeenntt PPeerrssoonnnneell ttrraannssaaccttiioonnss
The following transactions occurred with related parties:
-
Sale of goods to Wes Components Pty Ltd (director-related entity of Santo Carlini)
371,203
298,910
The following balances are outstanding at the reporting date in relation to transactions
with related parties:
-
Sale of goods to Wes Components Pty Ltd (director-related entity of Santo Carlini)
27,749
32,228
NNOOTTEE 2233:: SSHHAARREE BBAASSEEDD PPAAYYMMEENNTT AARRRRAANNGGEEMMEENNTTSS
On 18 December 2020, 2,100,000 share options were granted under the Ambertech Limited Executive Share Option Scheme to
take up ordinary shares at an exercise price of $0.22 each. The options are exercisable on or before 18 December 2025. The
options hold no voting or dividend rights and are not transferable.
These options vest as follows:
I.
II.
Three quarters of the options have vested (tranche 1, tranche 2 and tranche 3) and
One quarter of the options vest on 30 September 2024.
Vesting subsequent to grant date is also subject to Key Management Personnel (KMP) meeting specified performance
criteria. Further details of these options are provided in the directors’ report. The options hold no voting or dividend rights
but have been listed. The options lapse when a KMP ceases their employment with the Group. During the financial year
337,500 options vested with KMPs (2022: 337,500).
The consolidated entity established the Ambertech Limited Employee Share Option Plan on 5 November 2004 as a long-term
incentive scheme to strive for improved group performance. The options are issued for no consideration and carry no
entitlements to voting rights or dividends of the Group. The number available to be granted is determined by the Board and is
based on performance measures including profitability, return on capital employed and dividends.
The options are issued with a strike price representing a discount of 6% to the average market price of the underlying shares
determined at the time the shares were granted.
46
37
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 2233:: SSHHAARREE BBAASSEEDD PPAAYYMMEENNTT AARRRRAANNGGEEMMEENNTTSS ((ccoonnttiinnuueedd))
A summary of the movements of all options issued is as follows:
OOppttiioonnss oouuttssttaannddiinngg aass aatt 11 JJuullyy 22002222
Granted
Forfeited
Exercised
Expired
OOppttiioonnss oouuttssttaannddiinngg aass aatt 3300 JJuunnee 22002233
Options exercisable as at 30 June 2023
Options exercisable as at 30 June 2022
NNuummbbeerr
WWeeiigghhtteedd
AAvveerraaggee EExxeerrcciissee
PPrriiccee
11,,337755,,000000
-
75,000
250,000
-
11,,005500,,000000
600,000
325,000
$$00..2222
-
-
$0.22
-
$$00..2222
$0.22
$0.22
NNOOTTEE 2233:: SSHHAARREE BBAASSEEDD PPAAYYMMEENNTT AARRRRAANNGGEEMMEENNTTSS ((ccoonnttiinnuueedd))
The weighted average remaining contractual life of options outstanding at year-end was 3.5 years. The exercise price of
outstanding shares at the end of the reporting period was $0.22.
The fair value of the options granted to key management personnel is considered to represent the value of the employee
services received over the vesting period.
Options issued over ordinary shares are valued using the Black-Scholes pricing model which takes into account the option
exercise price, the current level and volatility of the underlying share price, the risk-free interest rate, the expected dividends
on the underlying share, the current market price of the underlying share and the expected life of the option.
The value of the options is recognised in an option reserve until the options are exercised, forfeited, or expire.
The weighted average fair value of options granted during the year was $Nil (2022: Nil). These values were calculated using the
Black-Scholes option pricing model applying the following inputs:
- Weighted average exercise price:
- Weighted average life of the option
-
-
Expected share volatility
Risk free interest rate
$0.22
5 Years
50%
1.20%
Historical share price volatility has been the basis for determining expected share price volatility as it is assumed that this is
indicative of future volatility.
The life of the options is based on the historical exercise patterns, which may not eventuate in the future.
These shares were issued as compensation to key management personnel and other executives of the Group. Further details
relating to key management personnel are provided in the directors’ report.
47
38
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 2244:: SSEEGGMMEENNTT RREEPPOORRTTIINNGG
(a) Description of segments
Management has determined the operating segments based on the internal reports that are reviewed and used by the
Board of Directors in assessing performance and determining the allocation of resources.
The economic entity comprises the following operating segments:
Retail
Distribution of home entertainment solutions to dealers.
Integrated Solutions
Distribution and supply of custom installation components for home theatre and
commercial installations to dealers and consumers, and the distribution of projection and
display products with business and domestic applications.
Professional
Distribution of high technology equipment to professional broadcast, film, recording and
sound reinforcement industries.
(b) Segment information
22002233
RReevveennuuee
Total segment revenue
-
Inter-segment revenue
-
Revenue from external customers
RReessuulltt
-
-
-
-
-
-
-
-
-
Segment Contribution
Unallocated / corporate result
EBITDA
Depreciation and amortisation
EBIT
Interest and finance costs
Profit before income tax
Income tax expense
Profit for the year
AAsssseettss
-
-
-
Segment Assets
Unallocated/corporate assets
Total assets
LLiiaabbiilliittiieess
-
-
-
Segment liabilities
Unallocated/corporate liabilities
Total liabilities
RReettaaiill
$$''000000
11,389
-
11,389
IInntteeggrraatteedd
SSoolluuttiioonnss
$$''000000
43,598
-
43,598
PPrrooffeessssiioonnaall EElliimmiinnaattiioonnss
$$''000000
$$''000000
EEccoonnoommiicc
EEnnttiittyy
$$''000000
29,237
-
29,237
-
-
-
84,224
-
84,224
701
3,404
1,842
8,795
23,981
14,918
2,017
5,462
7,866
5,947
(1,017)
4,930
(1,112)
3,818
(1,085)
2,733
(803)
1,930
47,694
4,616
52,310
15,345
14,505
29,850
240
240
-
-
-
48
39
OOtthheerr
-
Acquisition of non current segment assets
36
108
96
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 2244:: SSEEGGMMEENNTT RREEPPOORRTTIINNGG ((ccoonnttiinnuueedd))
22002222
RReevveennuuee
Total segment revenue
-
Inter-segment revenue
-
Revenue from external customers
RReessuulltt
-
-
-
-
-
-
-
-
-
Segment Contribution
Unallocated / corporate result
EBITDA
Depreciation and amortisation
EBIT
Interest and finance costs
Profit before income tax
Income tax expense
Profit for the year
AAsssseettss
-
-
-
Segment Assets
Unallocated/corporate assets
Total assets
LLiiaabbiilliittiieess
-
-
-
Segment liabilities
Unallocated/corporate liabilities
Total liabilities
PPrrooffeessssiioonnaall EElliimmiinnaattiioonnss
$$''000000
$$''000000
EEccoonnoommiicc
EEnnttiittyy
$$''000000
RReettaaiill
$$''000000
14,408
-
14,408
IInntteeggrraatteedd
SSoolluuttiioonnss
$$''000000
39,602
-
39,602
22,985
-
22,985
2,286
3,497
1,635
6,249
20,565
12,647
2,264
4,595
4,727
OOtthheerr
-
Acquisition of non current segment assets
25
75
67
-
-
-
-
-
-
-
76,995
-
76,995
7,418
32
7,450
(1,260)
6,190
(925)
5,265
(1,584)
3,681
39,461
5,058
44,519
11,586
10,659
22,245
167
167
49
40
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 2244:: SSEEGGMMEENNTT RREEPPOORRTTIINNGG ((ccoonnttiinnuueedd))
(c) Segment information on geographical region
Geographical Location
-
-
Australia
New Zealand
SSeeggmmeenntt RReevveennuueess ffrroomm
SSaalleess ttoo EExxtteerrnnaall
CCuussttoommeerrss
22002222
$$''000000
22002233
$$''000000
CCaarrrryyiinngg AAmmoouunntt ooff
SSeeggmmeenntt NNoonn CCuurrrreenntt
AAsssseettss
22002222
$$''000000
22002233
$$''000000
AAccqquuiissiittiioonn ooff NNoonn--
CCuurrrreenntt AAsssseettss
22002233
$$''000000
22002222
$$''000000
78,986
5,240
84,224
71,460
5,535
76,995
6,740
6,532
92
67
6,832
6,599
228
12
240
160
7
167
Carrying amount of segment non current assets
These amounts include all non current assets other than deferred tax assets located in the country of domicile.
(d) Other segment information
Accounting Policies
Segment revenues and expenses are those directly attributable to the segments and include any joint revenues and expenses
where a reasonable basis of allocation exists. Segment assets include all assets used by a segment and consist principally of
cash, receivables, inventories and property, plant and equipment and goodwill. All remaining assets of the economic entity are
considered to be unallocated assets. Segment liabilities consist principally of accounts payable, employee entitlements, accrued
expenses, provisions and borrowings.
Segment assets and liabilities do not include income taxes.
Intersegment Transfers
Segment revenues, expenses and result include transfers between segments. The prices charged on intersegment transactions
are the same as those charged for similar goods to parties outside of the economic entity. These transfers are eliminated on
consolidation.
Major Customers
During the year ended 30 June 2023, $5,518,776 or 6.2% (2022: $8,142,385 or 11%) of the consolidated entity's external
revenue was derived from sales to a major Australian retailer through the Major Retail segment.
50
41
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 2255:: CCAASSHH FFLLOOWW IINNFFOORRMMAATTIIOONN
((ii)).. CCaasshh aanndd ccaasshh eeqquuiivvaalleennttss
Cash and cash equivalents included in the statement of cash flows comprise the
following amounts:
Cash on hand
At call deposits with financial institutions
TToottaall ccaasshh aanndd ccaasshh eeqquuiivvaalleennttss
((iiii)) RReeccoonncciilliiaattiioonn ooff nneett ccaasshh pprroovviiddeedd bbyy ooppeerraattiinngg aaccttiivviittiieess ttoo pprrooffiitt aafftteerr iinnccoommee
ttaaxx
PPrrooffiitt ffoorr tthhee yyeeaarr
Adjustments for:
Depreciation and amortization
Foreign exchange loss/(gain)
Net loss on sale of plant and equipment
Non-cash share based payments
Changes in operating assets and liabilities (net of business combinations):
(Increase) in trade and other receivables
(Increase)/decrease in prepayments
(Increase) in inventories
Increase/(Decrease) in trade and other payables
Increase contract liabilities
(Decrease)/Increase in provisions
(Decrease) in income taxes payable
Decrease in deferred taxes
NNeett ccaasshh pprroovviiddeedd bbyy ooppeerraattiinngg aaccttiivviittiieess
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
22002222
$$''000000
2
1,566
11,,556688
3
2,222
22,,222255
1,930
3,681
1,112
23
-
31
(403)
(1,553)
(4,235)
2,015
1,805
(220)
(338)
258
442255
1,260
(281)
10
37
(924)
1,153
(3,626)
(633)
913
264
(473)
469
11,,885500
((iiiiii)) NNoonn CCaasshh FFiinnaanncciinngg aanndd IInnvveessttiinngg AAccttiivviittiieess
There were no non-cash financing or investing activities during the financial year.
((AA)) CCaasshh aanndd CCaasshh EEqquuiivvaalleennttss
For the purposes of the statement of cash flows, cash and cash equivalents includes cash on hand, deposits at call with banks
or financial institutions, investments in money market instruments maturing within three months, and bank overdrafts.
51
42
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 2266:: FFIINNAANNCCIIAALL RRIISSKK MMAANNAAGGEEMMEENNTT
The economic entity's financial risk management policies are established to identify and analyse the risks faced by the business,
to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems
are reviewed regularly to reflect changes in market conditions and the economic entity's activities.
The economic entity's activities expose it to a wide variety of financial risks, including the following:
-
-
- market risk (including foreign currency risk and interest rate risk)
credit risk
liquidity risk
This note presents information about the economic entity's exposure to each of the above risks, the objectives, policies and
processes for measuring and managing risk and how the economic entity manages capital.
Liquidity and market risk management is carried out by a central treasury function (Group Treasury) in accordance with risk
management policies. The Board has overall responsibility for the establishment and oversight of the risk management
framework. The Board, through the Audit and Risk Management Committee, oversees how management monitors
compliance with the risk management policies and procedures and reviews the adequacy of the risk management framework
in relation to risks.
The economic entity uses derivative financial instruments such as foreign exchange contracts to hedge certain risk exposures.
Derivatives are used exclusively for hedging purposes. The economic entity does not enter into or trade financial instruments,
including derivative financial instruments, for speculative purposes.
AA)).. CCrreeddiitt RRiisskk
Credit risk is the risk of financial loss to the economic entity if a customer or the counterparty to a financial instrument fails to
meet its contractual obligations and arises principally from the economic entity's receivables from customers. The maximum
exposure to credit risk is the carrying amount of the financial assets.
Trade and other receivables
Exposure to credit risk is influenced mainly by the individual characteristics of each customer. The customer base consists of a
wide variety of customer profiles. New customers are analysed individually for creditworthiness, considering credit ratings
where available, financial position, past experience and other factors. This includes major contracts and tenders approved by
executive management. Customers that do not meet the credit policy guidelines may only purchase using cash or recognised
credit cards. The general terms of trade for the economic entity are between 30 and 60 days.
In monitoring credit risk, customers are grouped by their debtor ageing profile. Monitoring of receivable balances on an
ongoing basis minimises the exposure to bad debts.
Expected credit loss allowance
The expected credit loss allowance relates to specific customers, identified as being in trading difficulties, or where specific
debts are in dispute. The expected credit loss allowance does not include debts past due relating to customers with a good
credit history, or where payments of amounts due under a contract for such customers are delayed due to works in dispute
and previous experience indicates that the amount will be paid in due course.
52
43
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 2266:: FFIINNAANNCCIIAALL RRIISSKK MMAANNAAGGEEMMEENNTT ((ccoonnttiinnuueedd))
The ageing of trade receivables at the reporting date was:
Not past due
Past due up to 30 days
Past due 31-60 days
Past due 61 days and over
Total trade receivables not impaired
Trade receivables impaired
Total trade receivables
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
9,596
3,919
254
1,077
14,846
44
14,890
22002222
$$''000000
7,301
4,979
784
605
13,669
27
13,696
The economic entity does not have other receivables which are past due (2022: Nil).
The consolidated entity increased its monitoring of debt recovery as there was an increased probability of customers delaying
payment or being unable to pay, due to the current economic environment. At this time this concern has not materialized with
credit losses only marginally increased.
BB)).. LLiiqquuiiddiittyy RRiisskk
Liquidity risk is the risk that the economic entity will not be able to meet its financial obligations as they fall due. The economic
entity's policy for managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity (cash reserves and
finance facilities) to meet its liabilities when due, under both normal and stressed conditions. The objective of the policy is to
maintain a balance between continuity of funding and flexibility through the use of finance facilities.
The economic entity monitors liquidity risk by maintaining adequate cash reserves and financing facilities and by continuously
monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities. The table below
summarises the maturity profile of the economic entity's financial liabilities based on contractual undiscounted payments:
CCoonnttrraaccttuuaall CCaasshh FFlloowwss
11 ttoo 55
YYeeaarrss
$$''000000
OOvveerr 55
YYeeaarrss
$$''000000
22002233
FFiinnaanncciiaall lliiaabbiilliittiieess dduuee ffoorr ppaayymmeenntt
Trade payable
Other accounts payable
Financial liabilities
Lease liability
Total expected outflows
FFiinnaanncciiaall aasssseettss -- ccaasshh fflloowwss rreeaalliissaabbllee
Trade receivables
Total anticipated inflows
WWiitthhiinn
11 YYeeaarr
$$''000000
6,331
2,521
6,324
1,784
16,960
14,890
14,890
-
-
-
6,512
6,512
-
-
Net inflow / (outflow) on financial instruments
(2,070)
(6,512)
-
-
-
-
-
-
-
-
TToottaall
$$''000000
6,331
2,521
6,324
8,296
23,472
14,890
14,890
(8,582)
53
44
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 2266:: FFIINNAANNCCIIAALL RRIISSKK MMAANNAAGGEEMMEENNTT ((ccoonnttiinnuueedd))
22002222
FFiinnaanncciiaall lliiaabbiilliittiieess dduuee ffoorr ppaayymmeenntt
Trade payable
Other accounts payable
Financial liabilities
Lease liability
Total expected outflows
FFiinnaanncciiaall aasssseettss -- ccaasshh fflloowwss rreeaalliissaabbllee
Trade receivables
Total anticipated inflows
WWiitthhiinn
11 YYeeaarr
$$''000000
3,994
2,823
1,255
1,739
9,811
13,669
13,669
CCoonnttrraaccttuuaall CCaasshh FFlloowwss
11 ttoo 55
YYeeaarrss
$$''000000
OOvveerr 55
YYeeaarrss
$$''000000
-
-
-
8,190
8,190
-
-
TToottaall
$$''000000
3,994
2,823
1,255
9,929
18,001
13,669
13,669
(4,332)
-
-
-
-
-
-
-
-
Net inflow/(outflow) on financial instruments
3,858
(8,190)
The carrying amounts of cash and cash equivalents, trade and other receivables and trade and other payables are assumed to
approximate their fair values due to their short term nature.
The fair value of debtor finance and lease liabilities is estimated by discounting the remaining contractual maturities at the
current market interest rate that is available for similar financial liabilities.
CC)).. MMaarrkkeett RRiisskk
Market risk is the risk that changes in market prices will affect the economic entity's income or the value of its holdings of
financial instruments. The activities of the economic entity expose it primarily to the financial risks of changes in foreign
currency rates and interest rates. The objective of market risk management is to manage and control market risk exposures
within acceptable parameters, whilst optimising the returns.
Foreign Currency Risk
The following table demonstrates the impact on the profit and equity of the economic entity, if the Australian Dollar
weakened/strengthened by 10%, which management consider to be reasonably possible at balance date against the respective
foreign currencies, with all other variables remaining constant:
Impact on profit
Impact on equity
WWeeaakkeenniinngg ooff 1100%%
22002233
$$''000000
(101)
22002222
$$''000000
(311)
SSttrreennggtthheenniinngg ooff 1100%%
22002233
$$''000000
83
22002222
$$''000000
255
(101)
(311)
83
255
45
54
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 2266:: FFIINNAANNCCIIAALL RRIISSKK MMAANNAAGGEEMMEENNTT ((ccoonnttiinnuueedd))
Interest Rate Risk
The economic entity has a debtor financing facility. The use of the facility exposes the economic entity to cash flow interest
rate risk.
As at the reporting date, the economic entity had the following fixed and variable rate borrowings:
Note
WWeeiigghhtteedd aavveerraaggee iinntteerreesstt rraattee
BBaallaannccee
22002233
%%
22002222
%%
22002233
$$''000000
22002222
$$''000000
Debtor finance
Business transaction facility
Financial liabilities
14
14
5.80%
5.80%
5.80%
6.20%
6.20%
6.20%
5,930
394
6,324
927
328
1,255
The following table demonstrates the impact on the profit and equity of the economic entity if the average interest rate on the
borrowing facility had either increased or decreased by 1%, which management consider to be reasonably possible over the
whole year ending 30 June 2023, with all other variables remaining constant:
Impact on profit
Impact on equity
IInnccrreeaassee ooff 11%% ooff aavveerraaggee
iinntteerreesstt rraattee
22002222
$$''000000
(13)
22002233
$$''000000
(38)
DDeeccrreeaassee ooff 11%% ooff aavveerraaggee
iinntteerreesstt rraattee
22002222
$$''000000
13
22002233
$$''000000
38
(38)
(13)
38
13
DD)) NNeett FFaaiirr VVaalluueess
The net fair values of assets and liabilities approximate their carrying values. No financial assets or liabilities are readily traded
on organised markets.
EE)) CCaappiittaall MMaannaaggeemmeenntt
The Board's aim is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain
future development of the business. The Board seeks to maintain a balance between the higher returns that might be possible
with higher levels of borrowings and the advantages and security afforded by a sound capital position.
Total capital is defined as shareholders' equity. The Board monitors the return on capital, which is defined as net operating
income divided by total shareholders' equity. The Board also establishes a dividend payout policy which is targeted as being
greater than 50% of earnings, subject to a number of factors, including the capital expenditure requirements and the
company's financial and taxation position. Dividends paid or reinvested as part of the Dividend Reinvestment Plan during the
year ended 30 June 2022 were $1,861,000 (2022: $2,626,000).
There were no changes to the economic entity's approach to capital management during the financial year.
46
55
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 2277:: EEAARRNNIINNGGSS PPEERR SSHHAARREE
AA)) BBaassiicc eeaarrnniinnggss ppeerr sshhaarree ((cceennttss))
Weighted average number of ordinary shares (number)
Earnings used to calculate basic earnings per share ($)
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
2.1
22002222
$$''000000
4.2
93,106,394
87,694,207
1,930,000
3,681,000
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the company, excluding any costs
of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the year,
adjusted for bonus elements in ordinary shares issued during the year.
BB)) DDiilluutteedd eeaarrnniinnggss ppeerr sshhaarree ((cceennttss))
Weighted average number of ordinary shares (number)
Earnings used to calculate diluted earnings per share ($)
2.1
4.2
93,712,490
88,114,892
1,930,000
3,681,000
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the
after-income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted
average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
NNOOTTEE 2288:: DDIIVVIIDDEENNDD
FFiinnaall DDiivviiddeennddss
Final dividend for the year ended:
-
-
Paid in Cash
Reinvested as part of the Dividend Reinvestment Plan
30 June 2022, 1.5 cents per share, fully franked paid on 30 September 2022
30 June 2021, 1.6 cents per share, fully franked paid on 5 October 2021
IInntteerriimm DDiivviiddeennddss
Interim dividend for the year ended:
-
-
Paid in Cash
30 June 2023, 0.5 cents per share, fully franked, paid on 31 March 2023
30 June 2022, 1.5 cents per share, fully franked, paid on 31 March 2022
TToottaall DDiivviiddeennddss
Franking credits available for subsequent financial years at the 30% corporate tax rate after
allowing for tax payable in respect of current year's profit and tax rules
DDiivviiddeennddss nnoott rreeccooggnniisseedd aatt yyeeaarr eenndd
Since year end, the Directors have declared a fully franked final dividend of 1.0 cents per share.
The total amount of the dividend expected to be paid on the 17 October 2023 out of retained
profits, but not recognised as a liability at year end;
EEccoonnoommiicc EEnnttiittyy
22002233
$$''000000
22002222
$$''000000
11,,339955
--
1,395
-
--
11,,223311
635
596
446666
--
466
--
11,,339955
1,395
11,,886611
22,,662266
55,,997722
66,,447755
993322
11,,339955
56
47
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 2299:: AAUUDDIITTOORRSS'' RREEMMUUNNEERRAATTIIOONN
The disclosures include amounts received or due and receivable by BDO Audit Pty Ltd and their respective related entities.
AAuuddiitt sseerrvviicceess
BDO Audit Pty Ltd
Audit and review of financial reports under the Corporations Act 2001.
Total remuneration for audit services
NNoonn--aauuddiitt sseerrvviicceess
BDO Services Pty Ltd
Tax compliance services, including review of company income tax returns
Other practices - BDO Auckland
Tax compliance services, including review of company income tax returns
Total remuneration for non-audit services
22002233
$$
22002222
$$
145,186
145,186
136,771
136,771
20,240
21,480
5,322
25,562
6,742
28,222
It is the economic entity's policy to employ BDO on assignments additional to their statutory audit duties where BDO's
expertise and experience with the economic entity are important. These assignments are principally tax compliance
assignments.
57
48
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 3300:: PPAARREENNTT EENNTTIITTYY IINNFFOORRMMAATTIIOONN
Information relating to Ambertech Limited (parent entity):
Current Assets
Total Assets
Current Liabilities
Total Liabilities
Share capital
Share issue cost reserve
Retained earnings
(Loss)/Profit of the parent entity
Total comprehensive income of the parent entity
CCoonnttiinnggeenntt LLiiaabbiilliittiieess
The parent entity had no contingent liabilities as at 30 June 2023 (2022: Nil).
PPaarreenntt EEnnttiittyy
22002233
$$''000000
22002222
$$''000000
23,085
21,865
27,642
26,422
3,067
1,674
3,067
1,674
21,837
21,782
68
37
2,943
(272)
2,929
2,584
(272)
2,584
CCaappiittaall CCoommmmiittmmeennttss
The parent entity had no capital commitments for property, plant and equipment as at 30 June 2023 (2022: Nil)
SSiiggnniiffiiccaanntt AAccccoouunnttiinngg PPoolliicciieess
The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed in note 1 and
throughout the notes.
58
49
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NNOOTTEE 3311:: BBUUSSIINNEESSSS CCOOMMBBIINNAATTIIOONNSS
• On 1 February 2023, Ambertech Limited acquired the assets of Convoy International Pty Ltd, a specialist Hi-Fi
distributor.
Cash on completion
Cash on final settlement
Consideration
-
-
Total asset purchase/investment
TTrraannssaaccttiioonn ccoossttss
TToottaall CCoonnssiiddeerraattiioonn
Net identifiable assets acquired
Supplier Relationships
-
Customer Relationships
-
Trade and Other receivables
-
Inventories
-
-
Employee Entitlements
Total net identifiable assets acquired
Goodwill on acquisition
OOuuttffllooww ooff ccaasshh uusseedd ttoo aaccqquuiirree bbuussiinneesssseess
TToottaall
Fair Value
$'000
2,422
368
2,790
20
22,,881100
35
20
775
1,475
(79)
2,226
584
22,,881100
CCoonnvvooyy IInntteerrnnaattiioonnaall -- IImmppaacctt ooff aaccqquuiissiittiioonn oonn tthhee rreessuullttss ooff tthhee GGrroouupp
AASB 3 Business Combinations requires disclosure of both the revenue and profit and loss of the acquired business from
the date of acquisition, and disclosure of revenue and profit and loss for the current reporting period as though the
acquisition date had been as of the commencement of the financial period. Since the acquisition date;
•
Convoy International Brands have contributed $1,170,000 of revenue to the group.
Management has however determined that disclosure of the profit and loss of the acquired business from date of
acquisition is impracticable, given it has now consolidated with the existing business of Ambertech Limited.
Management has also determined that it is impractical to determine the revenue and profit and loss of the entity for the
current reporting period as though the acquisition date occurred at the beginning of the reporting period. This is due to
the consolidation of the acquired business into the existing business of Ambertech Limited during the year and the
cessation of various lines of business previously undertaken by the business of the acquiree.
59
50
AMBERTECH LIMITED AND CONTROLLED ENTITIES
ACN 079 080 158
DIRECTORS’ DECLARATION
The directors of the company declare that:
1. The financial statements, comprising the consolidated statement of profit or loss and other comprehensive income,
consolidated statement of financial position, consolidated statement of cash flows, consolidated statement of
changes in equity and accompanying notes, are in accordance with the Corporations Act 2001 and:
(a) comply with Australian Accounting Standards and the Corporations Regulations 2001; and
(b) give a true and fair view of the consolidated entity's financial position as at 30 June 2023 and of its performance
for the year ended on that date.
2. The company has included in the notes to the financial statements an explicit and unreserved statement of
3.
compliance with International Financial Reporting Standards.
In the directors' opinion, there are reasonable grounds to believe that the company will be able to pay its debts as
and when they become due and payable.
4. The directors have been given the declarations by the chief executive officer and chief operating officer required by
Section 295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the Board of Directors pursuant to section 295(5)(a) of the
Corporations Act 2001, and is signed for and on behalf of the directors by:
P F Wallace
DDiirreeccttoorr
Dated this 23rd day of August 2023
Sydney
P A Amos
DDiirreeccttoorr
60
51
SHAREHOLDERS INFORMATION
The following information is required by the Australian Securities Exchange Limited.
DISTRIBUTION OF EQUITY SECURITY BY SIZE OF HOLDING:
Number of
Shareholders
Number of
Ordinary Shares
% of Total
Capital
1
1,001
5,001
10,001
-
-
-
-
1,000
5,000
10,000
100,000
100,001
and
over
107
256
115
308
92
57,929
724,353
911,627
11,666,009
79,884,901
0.06
0.78
0.98
12.51
85.67
Total
878
93,244,819
100.00
The number of security investors holding less than a marketable parcel of 2,381
securities is 216 and they hold 247,108 securities.
EQUITY SECURITY HOLDERS
The twenty largest shareholders as at 10 October 2023 were:
Rank
Twenty largest holders
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Appwam Pty Limited
Crowton Pty Ltd (Amos Super Fund A/C)
Wavelink Systems Pty Ltd (Employee Super Fund)
Mr Nathan Carlini
Wygrin Pty Ltd (Wygrin Pension Fund)
Horrie Pty Ltd (Horrie Superannuation)
Mr Edwin Goodwin & Ms Julia Griffith (EFG Investments)
Wavelink Systems Pty Ltd
Wallace Capital Pty Ltd (Super Fund)
SI Corporation Pty Ltd (Santo Carlini DT)
Martini Super Pty Ltd (Martini Super Fund)
R&B Invest Pty Ltd
Mrs Gail Sharron Rubino
Terry Morris Pty Ltd (Morris Family Super A/C)
Hillmorton Custodians Pty Ltd (The Lennox Unit)
Mr Michael Carman & Mrs Alisha Carman (M Carman Investment Fund)
BNP Paribas Noms Pty Ltd (DRP)
Finclear Pty Ltd (Superhero Securities A/C)
Mr Robert Douglas Lewin
Breuer Investments Pty Ltd (Mark Breuer Family)
Source: Boardroom Pty Limited
Number of shares
% of total
capital
27,923,724
29.95
5,322,555
4,455,350
3,635,514
3,352,703
3,075,000
2,883,556
2,784,625
2,600,000
1,640,182
1,000,000
1,000,000
887,067
722,632
686,000
614,023
597,521
490,308
472,991
455,000
5.71
4.78
3.90
3.60
3.30
3.09
2.98
2.79
1.76
1.07
1.07
0.95
0.77
0.74
0.66
0.64
0.52
0.51
0.49
64,598,751
69.28
61
SUBSTANTIAL SHAREHOLDERS
Substantial shareholders with a relevant interest of 5% or more of total issued shares,
based on notifications provided to the company under the Corporations Act 2001 include:
Shareholder
Number of shares
% of total capital
Appwam Pty Limited
Wavelink Systems Pty Ltd
Crowton Pty Limited
Greig and Harrison Pty Ltd
27,923,724
7,289,975
5,322,555
4,980,000
29.95
7.82
5.71
5.47
UNQUOTED SECURITIES
There are a total of 1,050,000 unquoted securities on issue as follows:
Description
Number of Options Number of holders
Options over ordinary shares
1,050,000
7
ON-MARKET BUY BACK
On 2 September 2005, the company lodged an Appendix 3C announcing an on-market buy-back of
up to 1,543,150 ordinary shares on issue. On 28 September 2006 the company lodged an Appendix
3D amending the buy-back duration to unlimited. The company has not lodged an Appendix 3F to
finalise the buy back as at 10 October 2023.
The buy back is a part of the company’s capital management and is designed to improve shareholder
returns. During the year ended 30 June 2023 no shares were bought back by the company.
VOTING RIGHTS
On a show of hands, one vote for every registered shareholder, and for a poll, one vote for every
share held by a registered shareholder.
62
CORPORATE DIRECTORY
Financiers
Octet
Level 3, 10-14 Waterloo St
Surry Hills NSW 2010
T: +61 2 9356 6300
Auditors
BDO Audit Pty Ltd
Level 11, 1 Margaret Street
Sydney NSW 2000
T: + 61 2 9251 4100
ASX Listing
AMO
Registered Office
Unit 1, 2 Daydream Street
Warriewood NSW 2102
T: +61 2 9998 7600
Melbourne
Ground Floor
737 Burwood Road
Hawthorn VIC 3122
T: +61 2 9998 7600
Auckland
Unit 3, 77 Porana Road
Glenfield, Auckland 0672
New Zealand
T: + 64 9 443 0753
Directors
Peter Wallace
Chairman
Peter Amos
Managing Director
Tom Amos
David Swift
Santo Carlini
Company Secretary
Robert Glasson
Share Registry
Boardroom Pty Limited
GPO Box 3993
Sydney NSW 2001
Or
Level 12, 255 George Street
Sydney NSW 2000
T: +61 2 9290 9600 or
T: 1300 737 760
Web
www.ambertech.com.au
Corporate Governance Statement
www.ambertech.com.au/investors/corporate-governance
63
AMBERTECH LIMITED
PO Box 955, Mona Vale
NSW 1660
Unit 1, 2 Daydream St
Warriewood NSW 2102
Email: info@ambertech.com.au
Phone: 02 9998 7600
Fax: 02 9999 0770
ACN 079 080 158
64