ACADEMIES AUSTRALASIA GROUP LIMITED
ANNUAL REPORT 2018
ACN 000 003 725
ACADEMIES AUSTRALASIA GROUP LIMITED
ANNUAL REPORT 2018
CONTENTS
Page
Report of the Chairman and the Group Managing Director
Directors’ Report
Information on the Directors and Company Secretaries
Information on Senior Executives
Remuneration Report - Audited
Corporate Governance Statement
Auditors’ Independence Declaration
Consolidated Financial Statements
Statement of Comprehensive Income
Statement of Financial Position
Statement of Changes in Equity
Statement of Cash Flows
Notes
Directors’ Declaration
Independent Audit Report
Additional Information for Listed Companies
Corporate Information
Glossary
- 1 -
2
5
8
10
11
13
14
15
16
17
18
19
51
52
57
59
60
REPORT OF THE CHAIRMAN AND THE GROUP MANAGING DIRECTOR
Dear Shareholder
Your Board is delighted to present your Company’s results for FY18.
While FY17 showed a spectacular turnaround from the results of FY16, FY18 saw even further improvement.
Indeed, FY18 recorded the best results in AKG’s 110-year history!
- EBITDA
- Earnings before tax
$7.46 million
$6.12 million
The management team is to be commended for the 42% increase on FY17’s earnings before tax (FY17: $4.31
million). After adjusting for gains on investment (FY18: $1.58 million, FY17: $0.99 million), FY18’s earnings
before tax are $1.22 million or 37% more than that in FY17.
After adding back $1.06 million (FY17: $0.84 million) for restructure and non-recurring costs, FY18’s earnings
before tax are $5.60 million (FY17: $4.16 million).
Our business environment
Consistent with the concern we expressed in last year’s report, compared to FY17, revenue from our domestic
business declined $5.75 million (30%) to $13.37 million. The experience of our 3 colleges with VSL approval,
BMC, RBT and STA, reflected the sector experience in FY18: the VSL scheme is not as attractive as the VET
Fee Help scheme that it replaced. We also note that TAFE in Victoria is offering certain courses to domestic
students for free. And that Navitas Limited has decided to close or divest a significant operation in Australia
because ‘changes to the vocation education funding rules in Australia have impacted the economic viability of
the business’. These developments are being monitored. STA is in the same business.
Again, in line with our views conveyed in last year’s report, the contribution of international education to
Australia’s economy in FY18 hit a record $32 billion (FY17: $28 billion). Overall, our group of 12 colleges
registered on CRICOS (AAHB, AAI, AAPoly, ACT, AIHS, AOE, CBC, CSF, DE, LLI, SBC and STA) did
well. Revenue from international business grew by $8.59 million to $47.91 million – a strong 22% increase
from that in FY17. This was far greater than the sector growth of 14%.
FY18 improvements on FY17
EBITDA
Profit from ordinary activities before tax
Profit from ordinary activities after tax
- Revenue from ordinary activities
-
-
-
- Net assets
- Net cash at 30 June
Up 5% ($2.84 million) to $61.28 million
Up 16% ($1.02 million) to $7.46 million
Up 42% ($1.81 million) to $6.12 million
Up 46% ($1.41million) to $4.45 million
Up 8% ($2.58 million) to $36.86 million
Up 35% ($3.35 million) to $12.97 million
-
Total borrowings
Down $4.3 million to $1.29 million
- 2 -
Borrowings
We are particularly pleased to have reduced total borrowings to $1.29 million, now representing just 17% of
FY18 EBITDA (FY17: 87% of EBITDA). This equates to
-
-
a 92% ($14.18 million) decrease from the high of $15.47 million at the end of FY15, or
a 77% decrease from the outstanding borrowings at the end of FY17.
Dividend
For FY18, an interim dividend of 1.5 cents per share (fully franked) was paid (FY17: Nil) – of which 1.0 cent
was a special dividend. A final dividend of 1.0 cent per share (fully franked) will be paid in October 2018
(FY17: 0.5 cent, fully franked).
It is the Board’s intention to, generally, adopt a dividend payout ratio of 75%.
Outlook
We do not see a bed of roses. None of the negative issues we raised in the FY16 and FY17 reports has gone
away. Australia is still strong in the area of international education which is the second largest export sector,
after minerals. But, surely there is a need for a long-term road map outlining national targets, to facilitate better
coordination amongst all the participants and address issues that have nagged the sector for a long time. Last
year we thought it futile to expect long term plans from a ruling party hanging on to government by the slimmest
of majorities. Recent developments, especially the impending by-election, disappointingly point to more short-
termism. And comments from politicians calling for a cap on international student numbers and a smaller
migration programme (which seem to get more coverage than the government paper that says that only 40% of
students take up their work rights and only 16% of students stay as migrants), are not at all encouraging to
serious investors in the international education sector. As for the domestic sector, business will be more
challenging if funding continues to be more restrictive and if competitors offer courses for free.
Notwithstanding these frustrations, we will press on. Education is a laudable activity. The thousands of
graduates who return home each year are excellent ambassadors. You do not forget your teachers, and the friends
you made while studying in one of the best countries in the world. We have the resources, infrastructure and
experience to continue to focus on providing quality education. We are committed. The Board have a substantial
interest in AKG.
Strategic direction and priorities for FY19 and FY20
The acquisition of Spectra Training and its related problems led to a period of poor performance across the
group over FY15 and FY16. AKG's domestic operations have been markedly streamlined over the last few
years. The focus has now moved to our strength, international education, where FY18 revenue growth was very
strong. International operations now constitute 78% of total revenue.
The group's focus for FY19 will be on:
-
-
-
Further growth of international operations
Further improving financial discipline and implementing cost savings initiatives
Paying off borrowings
There are no immediate plans to pursue any acquisitions.
- 3 -
Shares
There were two significant changes to our share capital since the latter part of FY17. On completion of the 2017
Rights Issue, there were 126,754,079 shares. This went up to 131,754,079 upon exercise of the 5,000,000
options on 1 January 2018. On 22 August 2018, following the buy-back and cancellation of 4,139,612 shares,
there are now 127,614,467 shares on issue. The Board thanks the substantial number of shareholders who voted
in favour of the motion at the EGM. The votes in favour were more than 3 times the number against.
Acknowledgement
The Board would like to thank all shareholders, students, clients, partners, associates and all other stakeholders
for their loyalty and support. And to all members of management and staff, we sincerely thank you too. You
can be proud that you produced record results. We know that it was not easy.
Dr John Lewis Schlederer
Chairman
5 September 2018
Christopher Elmore Campbell
Group Managing Director and CEO
- 4 -
110th ANNUAL DIRECTORS’ REPORT
Your Directors present their report on Academies Australasia Group Limited (the Company) and its controlled
entities (jointly the Group) for the year ended 30 June 2018.
DIRECTORS
The names of Directors in office at any time during, or since the end of, the financial year are:
Dr John Lewis Schlederer
Christopher Elmore Campbell
Chiang Meng Heng
Gabriela Del Carmen Rodriguez Naranjo
Sartaj Hans
All Directors have all been in office since the start of the financial year to the date of this report.
Details on the Directors and Company Secretaries are set out on pages 8 and 9.
PRINCIPAL ACTIVITY
The principal activity of the Group during the financial year was the provision of training and education services.
CONSOLIDATED RESULT
Consolidated result
The consolidated profit of the Group for the financial year, after providing for income, amounted to $4,454,000
(2017:$3,041,000).
REVIEW OF OPERATIONS
Revenue from operating activities increased by 5% to $61,120,000 (2017: $58,289,000).
Profit from ordinary activities before income tax increased by 42% to $6,120,000 (2017: $4,306,000).
Dividends
A fully franked dividend of 0.5 cents per share ($634,000) was paid on 8 November 2017.
A fully franked dividend of 1.5 cents per share ($1,976,000) was paid on 28 February 2018. This included a
1.0 cent one-off special dividend in recognition of the profit made from the sale of the investment in RedHill
Education Limited.
The Directors have announced the payment of a fully franked dividend of 1.0 cents per share ($1,276,000) to
be paid on 19 October 2018.
- 5 -
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
There were no significant changes in the Company’s state of affairs during the financial year.
SALE OF INVESTMENT
In November 2017, the Company sold its $331,000 investment in RedHill Limited for $4,581,000. The
investment had been marked to market previously, recording an unrealised gain of $2,723,000 recognised in
prior financial years. Following the sale, the remaining realised gain on sale of $1,527,000 was recognised.
(2017: $994,000 unrealised gain).
EXERCISE OF OPTIONS
On 1 January 2018, Andrew Low, Underwriter to the June 2017 Rights Issue, exercised the 5 million options
over unissued shares that he held. The exercise price was at 15 cents a share.
EVENTS AFTER THE REPORTING DATE
Following approval at an Extraordinary General Meeting convened for the purpose, the Company bought back
and cancelled 4,139,612 shares at the price of 35 cents per share. After that cancellation the total shares on issue
was reduced to 127,614,467.
There were no other matters or circumstances that have arisen since the end of the financial year which
significantly affected or may significantly affect the operations of the Group, the results of those operations, or
the state of affairs of the Group in subsequent financial years.
FUTURE DEVELOPMENTS, PROSPECTS AND BUSINESS STRATEGIES
The Chairman’s and the Group Managing Director’s Report (Pages 2 to 4) addresses the Group’s outlook.
ENVIRONMENTAL ISSUES
The Group’s operations are not subject to any significant environmental legislation.
INDEMNIFICATION AND INSURANCE OF OFFICERS
The Company’s constitution provides an indemnity to officers of the Company. The Company is required to
pay all costs, losses and expenses that an officer may incur by reason of any contract entered into or act or thing
done by them in the discharge of their duties except where they act dishonestly.
The Company has paid an insurance premium amounting to $23,000 in respect of a directors and officers
liability insurance policy covering the directors’ and officers’ liabilities as officers of the Company.
- 6 -
OPTIONS
There are no other options over unissued share capital.
ROUNDING OF AMOUNTS
The Director’s report is presented in Australian Dollars and rounded to the nearest thousand dollars in
accordance with Instrument 2016/191.
- 7 -
INFORMATION ON DIRECTORS AND COMPANY SECRETARIES as at the date of this report
Dr John Lewis Schlederer
Qualifications
Experience
Interest in Shares
Special Responsibilities
Directorships held in other listed
entities
Non-executive Director, appointed 21 August 2009 (9 years 1 month),
Chairman since 1 January 2014 (4 years 7 months).
B.Sc. (Hons), Grad. Diploma, PhD.
More than 20 years teaching experience at University of New South
Wales and TAFE NSW and many years in business.
7,977,000 shares (6.25%)
Chairman of the Board. Chairman of the Remuneration Committee.
Member of the Audit and Risk Committee.
None
Christopher Elmore Campbell Group Managing Director and Chief Executive Officer, appointed 1
Qualifications
Experience
Interest in Shares
Special Responsibilities
Directorships held in other listed
entities
Chiang Meng Heng
Qualifications
Experience
Interest in Shares
Special Responsibilities
Directorships held in other listed
entities
July 1996 (22 years 3 months).
B.Soc.Sci. (Hons), FFin, FAICD, FCIS, FSCA.
Experience in mergers and acquisitions and more than 19 years’
experience in managing educational institutions. Previous positions
include senior appointments with the Monetary Authority of Singapore
and an international bank in Australia.
Director, Asia Society Australia.
Director, ACPET (20 March 2012 to 25 September 2017)
16,815,195 shares (13.18%)
Member of the Remuneration Committee.
None.
Non-executive Director, appointed 15 February 2000 (18 years 7
months).
BBA (Hons).
Previous positions include Treasurer, Citibank NA, Singapore and
Hong Kong; Adviser & Head, Banking Supervision, Monetary
Authority of Singapore; EVP, Overseas Union Bank Ltd including
secondments as Executive Director, International Bank of Singapore
Ltd and President, Asia Commercial Bank Ltd; Managing Director,
First Capital Corporation Ltd; Executive Director, Far East
Organization and Group Managing Director, Lim Kah Ngam Ltd.
Member of Singapore Parliament for 4 terms from 1985 to 2001.
51,185,961 shares (40.11%)
Member of the Audit and Risk Committee and Remuneration
Committee.
None.
- 8 -
Gabriela Del Carmen
Rodriguez Naranjo
Qualifications
Experience
Interest in Shares
Special Responsibilities
Directorships held in other listed
entities
Sartaj Hans
Qualifications
Experience
Interest in Shares
Special Responsibilities
Directorships held in other listed
entities
COMPANY SECRETARIES
Directorships
educational
Executive Director, appointed 21 October 2013 (4 years 11 months).
Alternate Director, May 2011 to December 2013 (2 years 7 months),
(Alternate to Neville Thomas Cleary (Retired 31 December 2013)).
B. Comp.Sci, B.Sci. Sys. Eng.
Joined the Group in April 2001. More than 15 years’ experience
in
managing
acquisitions, marketing,
curriculum
development and lecturing.
Director, COPHE from 17 May 2017.
80,549 shares (0.06%)
Group Chief Operating Officer from 15 August 2017. Joint Company
Secretary from 14 September 2016.
None
compliance,
institutions,
experience
regulatory
including
Independent, Non-executive Director, appointed 19 October 2016 (1
year 11 months)
B.E. Honours (Electronics)
Experience in information technology and superannuation at BT
Financial Group, the wealth management arm of Westpac. A pivotal
role in the development of Goulbourn Health Hub, a medical facilities
project in Goulbourn. Many years experience in managing investments
and financial affairs in private family companies.
708,096 shares (0.55%)
Chairman of the Audit and Risk Committee (Appointed 19 October
2016).
None
Stephanie Noble
Qualifications
Experience
Other Responsibilities
Appointed 27 November 2006
BA (Hons) Accounting, FCCA (UK), CPA (Australia).
More than 10 years as Company Secretary of Academies
Australasia Group Limited.
Group Finance Manager
Gabriela Del Carmen
Rodriguez Naranjo
Appointed 14 September 2016
See Information on Directors.
- 9 -
MEETINGS OF DIRECTORS
Director
Dr John Lewis Schlederer
Christopher Elmore Campbell
Chiang Meng Heng
Gabriela Del Carmen Rodriguez Naranjo
Sartaj Hans
Directors’
Meetings
Audit and Risk
Committee
Remuneration
Committee
A
4
4
4
4
4
B
4
4
4
4
4
A
2
2
2
2
2
B
2
2
2
2
2
A
1
1
1
-
-
B
1
1
1
-
-
A - Number of meetings held during the time the Director held office during the period
B - Number of meetings attended
INFORMATION ON SENIOR EXECUTIVES
Christopher Elmore Campbell
Group Managing Director and Chief Executive Officer
See Information on Directors.
Gabriela Del Carmen Rodriguez
Naranjo
Group Chief Operating Officer (since 15 August 2017)
See Information on Directors.
Stephanie Noble
Group Finance Manager
See Information on Company Secretaries.
Esther Teo
Qualifications
Experience
Melinda Burgess
Qualifications
Experience
Chief Executive Officer of AAPoly
MBA, GradDipMgmt.
30 years’ senior management experience in Singapore and
Australia, including roles in retail, information technology,
strategic business planning and supply chain management.
10 years of tertiary teaching, curriculum design and education
management.
Director, Strategic Operations (Resigned 15 September 2017).
B.A, GradDipAgedServMgmt, DipQualityAuditing.
20 years’ experience in the VET sector, managing operations in
RTOs.
Founder STA.
Previous experience includes Case Management, Aged and
Community Care Management and Aged Care Accreditation.
- 10 -
REMUNERATION REPORT – AUDITED
Remuneration Policies
The Remuneration Committee reviews and makes recommendations to the Board on remuneration packages and
policies applicable to the Group Managing Director and Chief Executive Officer, Senior Executives and the
Directors themselves. This role also includes responsibility for share option schemes, performance incentive
packages, superannuation entitlements, retirement and termination entitlements, fringe benefit policies and
professional indemnity and liability insurance policies. Remuneration levels are set to attract appropriately
qualified and experienced directors and senior executives.
During the year, the members of the Remuneration Committee were Dr John Lewis Schlederer, Chiang Meng
Heng and Christopher Elmore Campbell.
All executives receive a fixed base salary, which is based on factors such as market factors and experience, and
superannuation (as required by law). Executives may sacrifice part of their salary towards superannuation.
The Company does not have an employee share option plan.
All remuneration paid to Directors and Executives is valued at the cost to the Company and expensed.
Non-executive Directors’ remuneration comprises fixed fees. The maximum aggregate amount of fees that can
be paid to Non-executive Directors is subject to approval by shareholders at the Annual General Meeting. The
amount approved at the 2009 Annual General Meeting is $250,000 per annum. Fees for Non-executive Directors
are not linked to the performance of the Group.
Directors and Senior Executives
Details of the Directors and Senior Executives holding office at any time during the financial year are set out on
pages 8 to 10.
a. Remuneration
30 June 2018 Directors and Senior
Executives
Short-term employee benefits
Bonus
Cash, salary
and
commissions
Non-
monetary
benefits
Post- employment
benefits
Superannuation
Total
Dr John Lewis Schlederer
Christopher Elmore Campbell
Chiang Meng Heng
Gabriela Del Carmen Rodriguez Naranjo
Sartaj Hans
Stephanie Noble
Esther Teo
Melinda Burgess (to 15 September 2017)
$000s
$000s
$000s
$000s
$000s
30
430
32
207
40
167
151
51
1,108
-
-
-
10
-
10
-
-
20
-
-
-
-
-
-
-
-
-
25
20
3
20
4
16
25
5
55
450
35
237
44
193
176
56
118
1,246
- 11 -
30 June 2017 Directors and Senior
Executives
Short-term employee benefits
Bonus
Cash, salary
and
commissions
Non-
monetary
benefits
Post- employment
benefits
Superannuation
Total
$000s
$000s
$000s
$000s
$000s
Dr John Lewis Schlederer
Christopher Elmore Campbell
Chiang Meng Heng
Gabriela Del Carmen Rodriguez Naranjo
Sartaj Hans from 19 October 2016
Bill Say Mui Foo to 17 October 2016
Stephanie Noble
Chris Grundy to 9 December 2016
Esther Teo
Melinda Burgess
Ingeborg Loon to 30 June 2017
24
371
32
182
18
17
145
95
135
162
176
1,357
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
35
79
3
17
2
2
14
30
35
15
15
59
450
35
199
20
19
159
125
170
177
191
247
1,604
None of the remuneration paid to any Director or Senior Executive is tied to any specific performance condition.
b. Options issued as part of remuneration for the year ended 30 June 2018
The Group has no employee share plan. No options were granted as part of remuneration.
c. Employment contracts of Senior Executives
The employment conditions of all Senior Executives are formalised in written contracts of employment.
Generally, the employment contracts stipulate a one-month notice period. Termination payments are generally
not payable on resignation or dismissal for serious misconduct. In the instance of serious misconduct the
company can terminate employment at any time.
Christopher Elmore Campbell has a fixed term contract of employment which expires on 31 December 2020.
- 12 -
AUDITORS’ INDEPENDENCE DECLARATION
The Auditor’s Independence Declaration for the year ended 30 June 2018 appears on page 14. It forms part of
the Directors’ Report for the year ended 30 June 2018.
NON-AUDIT SERVICES
The Board of Directors, in accordance with advice from the Audit and Risk Committee, is satisfied that the
provision of non-audit services by the external auditors, Pilot Partners, during the year is compatible with the
general standard of independence of auditors imposed by the Corporations Act 2001. The Directors are satisfied
that the services disclosed below did not compromise the external auditors’ independence for the following
reasons:
All non-audit services are reviewed and approved by the Audit and Risk Committee.
The nature of services provided does not compromise the general principles relating to audit
independence.
The following fees were paid or payable for non-audit services to the external auditors during the year ended
30 June 2018:
Taxation services
Other services
$66,000
$43,000
(2017:$60,000)
(2017:$271,000)
CORPORATE GOVERNANCE STATEMENT
The Company’s Corporate Governance Statement and its Key to Disclosures, Corporate Governance Council
Principles and Recommendations (ASX Appendix 4G) are provided to ASX together with the Company’s
Annual Report. The Corporate Governance Statement is on the Company’s website: www.academies.edu.au
Signed in accordance with a resolution of the Board of Directors pursuant to section 298 (2)(a) of the
Corporations Act 2001.
Dr John Lewis Schlederer
Director
5 September 2018
Christopher Elmore Campbell
Director
- 13 -
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I declare that to the best of my knowledge and belief, during the Year ended 30 June
201.8, there have been:
no contraventions of the auditor's independence requirements as set out in the
Corporat/bns Act 2001 in relation to the audit; and
no contraventions of any applicable code of professional conduct in relation to the
audit.
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11 0T PARTNER
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ACADEMIES AUSTRALASIA GROUP LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 30 June 2018
Note 2018
$000s
2017
$000s
Revenue from continuing operations
Student acquisition and teaching costs
Gross profit
Personnel expenses
Premises expenses
Other administration expenses
Restructure and non-recurring costs
Realised gain on investments
Unrealised gain on investments
Other income
Earnings before interest, depreciation and amortisation
Depreciation and amortisation expense
Loss on disposal of assets
Interest paid
Interest received
Profit before income tax
Income tax expense
Profit for the year
Other comprehensive income:
Exchange differences on translating foreign controlled entities
Other comprehensive income for the year, net of tax
Total comprehensive income for the year
Profit attributable to:
Owners of the parent entity
Non-controlling interests
Total comprehensive income attributable to:
Owners of the parent entity
Non-controlling interests
Earnings per share (cents per share)
Basic
Diluted
Dividends per share (cents)
The accompanying notes form part of these financial statements.
- 15 -
2
3
3
3
3
3
2
4
7
7
8
61,120
(26,522)
34,598
(14,303)
(9,396)
(3,962)
6,937
(1,061)
5,876
1,527
-
53
7,456
(1,005)
(10)
(432)
111
6,120
(1,666)
4,454
13
13
4,467
4,270
184
4,454
4,283
184
4,467
3.3
3.3
2.0
58,289
(24,233)
34,056
(14,298)
(9,124)
(4,408)
6,226
(836)
5,390
-
994
54
6,438
(1,440)
(39)
(753)
100
4,306
(1,265)
3,041
(18)
(18)
3,023
2,855
186
3,041
2,837
186
3,023
3.7
3.7
0.0
ACADEMIES AUSTRALASIA GROUP LIMITED
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June 2018
Note
2018
2017
$000s $000s
Current Assets
Cash and cash equivalents
Trade and other receivables
Other current assets
Investments
Total Current Assets
Non-Current Assets
Trade and other receivables
Plant and equipment
Deferred tax assets
Intangible assets
Total Non-Current Assets
Total Assets
Current Liabilities
Tuition fees in advance (Deferred income)
Trade and other payables
Current tax liabilities
Borrowings
Provisions
Total Current Liabilities
Non-Current Liabilities
Borrowings
Provisions
Total Non-Current Liabilities
Total Liabilities
Net Assets
Equity
Share capital
Share option reserve
Accumulated losses
Foreign currency translation reserve
Non-controlling interests
Total Equity
The accompanying notes form part of these financial statements.
9
10
11
12
10
14
15
16
17
17
4
18
19
18
19
20a
- 16 -
12,968
8,155
5,496
-
26,619
2,180
6,717
4,014
32,973
45,884
72,503
19,125
4,643
2,367
1,087
2,443
29,665
201
5,779
5,980
35,645
36,858
43,515
-
(7,088)
68
363
36,858
10,488
10,550
6,249
3,054
30,341
2,586
7,159
2,953
32,966
45,664
76,005
19,156
7,669
621
2,893
2,242
32,581
2,698
6,448
9,146
41,727
34,278
42,677
88
(8,748)
55
206
34,278
ACADEMIES AUSTRALASIA GROUP LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2018
Ordinary
Shares
Share
Option
Reserve
Retained
Profits
Reserves
Non -
Controlling
Interests
Total
$000s
$000s
$000s
$000s
$000s
$000s
(8,748)
4,270
-
4,270
-
-
-
(2,610)
(7,088)
55
-
13
13
-
-
-
-
206
184
34,278
4,454
-
13
184
4,467
-
-
(27)
750
-
(27)
-
(2,610)
68
363
36,858
(11,603)
2,855
73
-
114
186
25,088
3,041
-
(18)
-
(18)
2,855
(18)
186
-
-
-
-
(8,748)
-
-
-
-
55
-
-
(77)
(17)
206
3,023
6,173
88
(77)
(17)
34,278
Year ended 30 June 2017
42,677
88
Profit for the period
Exchange differences on translating
foreign operations
Total comprehensive income for
the year
Issue share capital
Share option
Acquisition of subsidiaries (Note 13)
Dividend paid
-
-
-
750
88
-
-
Balance at 30 June 2018
43,515
Year ended 30 June 2016
36,504
Profit for the period
Exchange differences on translating
foreign operations
Total comprehensive income for
the year
Issue share capital
Share option
Acquisition of subsidiaries
Dividend proposed
-
-
-
6,173
-
-
-
Balance at 30 June 2017
42,677
The accompanying notes form part of these financial statements.
-
-
-
-
(88)
-
-
-
-
-
-
-
-
88
-
-
88
- 17 -
ACADEMIES AUSTRALASIA GROUP LIMITED
CONSOLIDATED CASH FLOW STATEMENT
For the year ended 30 June 2018
Note
2018
$000s
2017
$000s
Cash Flows from Operating Activities
Receipts from customers
Payments to suppliers and employees
Dividend received
Interest received
Finance costs
Income taxes paid
63,327
(58,339)
48
111
(432)
(981)
60,200
(53,317)
-
100
(631)
(199)
Net cash provided by (used in) operating activities
24a
3,734
6,153
Cash Flows from Investing Activities
Proceeds from sale of plant & equipment
Purchase of plant & equipment
Proceeds from sale of investment
Net cash on acquisition/disposal of subsidiaries
Net cash provided by (used in) investing activities
Cash Flows from Financing Activities
Dividends paid
Proceeds from borrowings
Repayment of borrowings
Proceeds from share issue
Net cash provided by (used in) financing activities
Net increase in cash held
Net cash at the beginning of the financial year
Net cash at the end of the financial year
9
-
(429)
4,581
819
4,971
(2,610)
-
(3,497)
750
(5,357)
3,348
9,620
12,968
35
(965)
-
(21)
(951)
-
780
(5,455)
3,435
(1,240)
3,962
5,658
9,620
The accompanying notes form part of these financial statements.
- 18 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
This financial report is a general purpose financial report that has been prepared in accordance with Australian
Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the
Australian Accounting Standards Board (AASB) and the Corporations Act 2001.
The financial report includes the consolidated financial statements of Academies Australasia Group Limited
and controlled entities (the Group). Details of the parent entity can be found in Note 28.
Academies Australasia Group Limited is a listed public company, incorporated and domiciled in Australia.
The Group is a for profit entity for financial reporting purposes under Australian Accounting Standards which
set out accounting policies that the AASB has concluded would result in a financial report containing relevant
and reliable information about transactions, events and conditions. Compliance with Australian Accounting
Standards ensures that the financial statements and notes also comply with International Financial Reporting
Standards. Material accounting policies adopted in the preparation of this financial report are presented below
and have been consistently applied unless otherwise stated.
The financial statements were authorised for adoption on 5 September 2018.
New, revised or amending Accounting Standards and Interpretations
The Group has adopted all of the new, revised or amending Accounting Standards and Interpretations issued
by the AASB that are mandatory for the current reporting period.
Except for the early-adoption of AASB 15 ‘Revenue from Contracts with Customers’, (Note 1(o)), no other
new, revised or amending Accounting Standards or Interpretations that are not yet mandatory have been
adopted early.
AASB 16: Leases (applicable to annual reporting periods beginning on or after 1 January 2019).
When effective, this Standard will replace the current accounting requirements applicable to leases in AASB
117: Leases and related Interpretations. AASB 16 introduces a single lessee accounting model that eliminates
the requirement for leases to be classified as operating or finance leases.
The main changes introduced by the new Standard include:
-
recognition of a right-to-use asset and liability for all leases (excluding short-term leases with less than
12 months of tenure and leases relating to low-value assets);
- depreciation of right-to-use assets in line with AASB 116: ‘Property, Plant and Equipment’ in profit or
loss and unwinding of the liability in principal and interest components;
- variable lease payments that depend on an index or a rate are included in the initial measurement of the
lease liability using the index or rate at the commencement date;
- by applying a practical expedient, a lessee is permitted to elect not to separate non-lease components
and instead account for all components as a lease; and
- additional disclosure requirements.
- 19 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
The transitional provisions of AASB 16 allow a lessee to either retrospectively apply the Standard to
comparatives in line with AASB 108 or recognise the cumulative effect of retrospective application as an
adjustment to opening equity on the date of initial application.
During the course of the year work has been completed to quantify the impact of the change.
Based on the current leases held in the portfolio, and which will continue to be held by the Group at the date
of application of the standard, the Group has initially estimated the following impact on the financial
statements for the year ended 30 June 2020.
Consolidated Statement of Financial Position ($000’s)
Increase in Right of Use Assets
Increase in Lease Liabilities (Current)
Increase in Lease Liabilities (Non- Current)
Decrease of Lease Incentives Recognised
Increase in Deferred Tax Asset
Cumulative Impact on Retrospective
Application of Standard to Opening Retained
Earnings
DR
18,012
CR
2,713
1,870
1,653
Consolidated Statement of Comprehensive Income ($000’s)
DR
CR
Increase in Depreciation Expense
Increase in Interest Expense
Decrease in Premises Expenses
Profit Before Tax Increase / (Reduction)
3,477
1,216
34
3,539
20,709
4,727
Bases of preparation
The financial report has been prepared on the accruals basis and is based on historical costs, modified by the
revaluation of certain non-current assets, financial assets and financial liabilities, for which the fair value basis
of accounting has been applied. The financial report is presented in Australian Dollars and rounded to the
nearest thousand dollars in accordance with Instrument 2016/191.
- 20 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Accounting Policies
Basis of consolidation
a.
The consolidated financial statements incorporate all of the assets, liabilities and results of the parent
(Academies Australasia Group Limited) and all its subsidiaries (including any structured entities). Subsidiaries
are entities the parent controls. The parent controls an entity when it is exposed to, or has rights to, variable
returns from its involvement with the entity and has the ability to affect those returns through its power over
the entity. A list of the subsidiaries is provided in Note 13.
The assets, liabilities and results of all subsidiaries are fully consolidated into the financial statements of the
Group from the date on which control is obtained by the Group. The consolidation of a subsidiary is
discontinued from the date that control ceases. Intercompany transactions, balances and unrealised gains or
losses on transactions between Group entities are fully eliminated on consolidation. Accounting policies of
subsidiaries have been changed and adjustments made where necessary to ensure uniformity of the accounting
policies adopted by the Group.
Equity interests in a subsidiary not attributable, directly or indirectly, to the Group are presented as “non-
controlling interests”. The Group initially recognises non-controlling interests that are present ownership
interests in subsidiaries and are entitled to a proportionate share of the subsidiary’s net assets on liquidation at
either fair value or at the non-controlling interests’ proportionate share of the subsidiary’s net assets.
Subsequent to initial recognition, non-controlling interests are attributed their share of profit or loss and each
component of other comprehensive income. Non-controlling interests are shown separately within the equity
section of the statement of financial position and statement of comprehensive income.
Business combinations
b.
Business combinations occur where an acquirer obtains control over one or more businesses.
A business combination is accounted for by applying the acquisiton method, unless it is a combination
involving entities or businesses under common control. The business combination is accounted for from the
date that control is attained, whereby the fair value of the identifiable assets acquired and liabilities (including
contingent liabilities) assumed is recognised (subject to certain limited exemptions).
When measuring the consideration transferred in the business combination, any asset or liability resulting from
a contingent consideration arrangement is also included. Subsequent to initial recognition, contingent
consideration classified as equity is not remeasured and its subsequent settlement is accounted for within
equity. Contingent consideration classified as an asset or liability is remeasured each reporting period to fair
value, recognising any change to fair value in profit or loss, unless the change in value can be identified as
existing at acquisition date.
All transaction costs incurred in relation to the business combination are expensed to the statement of
comprehensive income.
The acquisition of a business may result in the recognition of goodwill or a gain from a bargain purchase.
- 21 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Cash and cash equivalents
c.
Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid
investments with original maturities of one month or less, and bank overdrafts. Bank overdrafts are shown
within short-term borrowings in current liabilities on the balance sheet.
Trade and other receivables
d.
Trade and other receivables include amounts due from customers for services performed in the ordinary course
of business. Receivables expected to be collected within 12 months of the end of the reporting period are
classified as current assets. All other receivables are classified as non-current assets.
Trade and other receivables are initially recognised at fair value and subsequently measured at amortised cost
using the effective interest method, less any provision for impairment. Refer to Note 10 for further information
on the determination of impairment losses.
e.
Financial instruments
Recognition and Initial Measurement
Financial instruments, incorporating financial assets and financial liabilities, are recognised when the entity
becomes a party to the contractual provisions of the instrument. Trade date accounting is adopted for financial
assets that are delivered within timeframes established by marketplace convention.
Financial instruments are initially measured at fair value plus transactions costs where the instrument is not
classified as at fair value through profit or loss. Transaction costs related to instruments classified as at fair
value through profit or loss are expensed to profit or loss immediately. Financial instruments are classified and
measured as set out below.
Derecognition
Financial assets are derecognised where the contractual rights to receipt of cash flows expires or the asset is
transferred to another party whereby the entity no longer has any significant continuing involvement in the
risks and benefits associated with the asset. Financial liabilities are derecognised where the related obligations
are either discharged, cancelled or expire. The difference between the carrying value of the financial liability
extinguished or transferred to another party and the fair value of consideration paid, including the transfer of
non-cash assets or liabilities assumed, is recognised in profit or loss.
Classification and Subsequent Measurement
Financial assets at fair value through profit or loss
i.
Financial assets are classified at fair value through profit or loss when they are held for trading for the
purpose of short term profit taking, where they are derivatives not held for hedging purposes, or
designated as such to avoid an accounting mismatch or to enable performance evaluation where a group
of financial assets is managed by key management personnel on a fair value basis in accordance with a
documented risk management or investment strategy. Realised and unrealised gains and losses arising
from changes in fair value are included in profit or loss in the period in which they arise.
- 22 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Loans and receivables
ii.
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are
not quoted in an active market and are subsequently measured at amortised cost using the effective
interest rate method.
Available-for-sale investments
iii.
Available-for-sale investments are non-derivative financial assets that are either not capable of being
classified into other categories of financial assets due to their nature or they are designated as such by
management. They comprise investments in the equity of other entities where there is neither a fixed
maturity nor fixed or determinable payments.
They are subsequently measured at fair value with any re-measurements other than impairment losses
and foreign exchange gains and losses recognised in other comprehensive income. When the financial
asset is derecognised, the cumulative gain or loss pertaining to that asset previously recognised in
other comprehensive income is reclassified into profit or loss.
Available-for-sale financial assets are classified as non-current assets when they are expected to be
sold after 12 months from the end of the reporting period. All other available-for-sale financial assets
are classified as current assets.
Financial Liabilities
iv.
Non-derivative financial liabilities (excluding financial guarantees) are subsequently measured at
amortised cost using the effective interest rate method.
Fair value
Fair value is the price the Group would receive to sell an asset in an orderly transaction between independent,
knowledgeable and willing parties at measurement date. The only financial asset or liability carried at fair
value is investments. Fair value is determined by a number of market and observable factors, including
quoted prices, market activity levels, the financial position and performance of the investment and the
relative size of the Group’s shareholding. They are categorised as a Level 1 in the fair value hierarchy of the
Accounting Standards (market inputs are used to determine fair value).
Financial guarantees
Where material, financial guarantees are issued, which require the issuer to make specified payments to
reimburse the holder for a loss it incurs because a specified debtor fails to make payment when due, are
recognised as a financial liability at fair value on initial recognition. The guarantee is subsequently measured
at the higher of the best estimate of the obligation and the amount initially recognised less, when appropriate,
cumulative amortisation in accordance with AASB 15: ‘Revenue from Contracts with Customers’. Where the
entity gives guarantees in exchange for a fee, revenue is recognised under AASB 15.
The fair value of financial guarantee contracts has been assessed using a probability weighted discounted
cash flow approach. The probability has been based on:
- 23 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
-
-
-
the likelihood of the guaranteed party defaulting in a year period;
the proportion of the exposure that is not expected to be recovered due to the guaranteed party
defaulting; and
the maximum loss exposed if the guaranteed party were to default.
Interest borrowing costs
Interest payable costs are recognised as expenses in the period in which they are incurred.
Leases
f.
Leases of fixed assets where substantially all the risks and benefits incidental to the ownership of the asset, but
not the legal ownership, are transferred to entities in the Group, are classified as finance leases. Finance leases
are capitalised by recording an asset and a liability at the lower of the amounts equal to the fair value of the
leased property or the present value of the minimum lease payments, including any guaranteed residual values.
Lease payments are allocated between the reduction of the lease liability and the lease interest expense for the
period. Leased assets are depreciated on a straight-line basis over the shorter of their estimated useful lives or
the lease term.
Operating lease rental payments are recognised on a straight line basis over the lease term and contingent rental
payments are recognised in the period when incurred.
Assets receivable under lease incentives are recognised when the Group has a contractual right to them and
they can be reliably estimated. Where applicable, specific categories of assets received under such
arrangements are recognised in the appropriate asset heading and accounted for in accordance with the Group’s
applicable accounting policy for that asset.
Lease incentives under operating leases are recognised as a liability and amortised as a reduction in rent on a
straight-line basis over the lease term, unless another systematic basis is more representative of the time pattern
in which the economic benefits from the leased asset are consumed.
Leasehold Improvements and plant and equipment
g.
The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of
the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected net
cash flows that will be received from the asset’s employment and subsequent disposal. The expected net cash
flows have been discounted to their present values in determining recoverable amounts.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,
only when it is probable that future economic benefits associated with the item will flow to the Group and the
cost of the item can be measured reliably. All other repairs and maintenance are charged to the income
statement during the financial period in which they are incurred.
- 24 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Depreciation
h.
The depreciable amount of all fixed assets including capitalised lease assets is depreciated on a straight-line or
a diminishing value basis over their useful lives to the Group commencing from the time the asset is held ready
for use. Leasehold improvements are depreciated over the shorter of either the unexpired period of the lease or
the estimated useful lives of the improvements.
The depreciation rates used for each class of depreciable assets are:
Class of Fixed Asset
Leasehold improvements
Plant and equipment
Leased plant and equipment
Depreciation Rate
12.5 – 22.5%
5 – 40%
5 – 25%
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet
date. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying
amount is greater than its estimated recoverable amount. Gains and losses on disposals are determined by
comparing proceeds with the carrying amount. These gains and losses are included in the statement of
comprehensive income.
Goodwill
i.
Goodwill is carried at cost less accumulated impairment losses. Goodwill is calculated as the excess of the sum
of:
-
-
-
the consideration transferred
any non-controlling interest; and
the acquisition date fair value of any previously held equity interest
over the acquisition date fair value of net identifiable assets acquired.
The acquisition date fair value of the consideration transferred for a business combination plus the acquisition
date fair value of any previously held equity interest shall form the cost of the investment in the separate
financial statements.
Fair value uplifts in the value of pre-existing equity holdings are taken to the statement of comprehensive
income. Where changes in the value of such equity holdings had previously been recognised in other
comprehensive income, such amounts are recycled to profit or loss.
The amount of goodwill recognised on acquisition of each subsidiary in which the Group holds less than a
100% interest will depend on the method adopted in measuring the non-controlling interest.
- 25 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
i. Goodwill (continued)
The Group can elect in most circumstances to measure the non-controlling interest in the acquiree either at fair
value (full goodwill method) or at the non-controlling interest’s proportionate share of the subsidiary’s
identifiable net asets (proportionate interest method). In such circumstances, the Group determines which
method to adopt for each acquisition and this is stated in the respective notes of these financial statements
disclosing the business combination.
Under the full goodwill method, the fair value of the non-controlling interest is detemined using valuation
techniques which make the maximum use of market information where available. Under this method, goodwill
attributable to the non-controlling interests is recognised in the consolidated financial statements.
Goodwill on acquisitions of subsidiaries is included in intangible assets.
Goodwill is tested for impairment annually and is allocated to the Group’s cash-generating units or groups of
cash-generating units, representing the lowest level at which goodwill is monitored not larger than an operating
segment. Gains and losses on the disposal of an entity include the carrying amount of goodwill related to the
entity disposed of.
Intangible assets
j.
Intangible assets include course development costs and other intangible assets.
Course development costs are capitalised where they can be related to the development of an identifiable and
separable resource and which yields particular streams of future economic benefits. They are only capitalised
when technical feasibility studies identify that the project is expected to deliver future economic benefits and
these benefits can be measured reliably. These capitalised costs are amortised over their useful lives starting
from the time the development of a particular resource is complete and available for use. The period of
amortisation is up to 5 years.
Impairment of assets
k.
At each reporting date, the Group reviews the carrying values of its tangible and intangible assets to determine
whether there is any indication that those assets have been impaired. If such an indication exists, the
recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is
compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount
is expensed to the statement of comprehensive income.
Impairment testing is performed annually for goodwill and intangible assets with indefinite lives.
Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the
recoverable amount of the cash-generating unit to which the asset belongs.
Collectibility of trade debtors is reviewed on an ongoing basis. Debts are written off when they are known to
be uncollectible. A provision for doubtful debts is raised where some doubt as to collection exists and is the
difference between the total amount owing and the amount expected to be recovered.
- 26 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Trade and other payables
l.
Trade and other payables represent the liabilities for goods and services received by the entity that remain
unpaid at the end of the reporting period. The balance is recognised as a current liability with the amounts
normally paid within 30 days of recognition of the liability.
Provisions and employee benefits
m.
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past
event, it is probable that an outflow of resources embodying economic benefits will be required to settle the
obligation and a reliable estimate can be made of the amount of the obligation.
Provisions are measured at the present value of management’s best estimate of the expenditure required to
settle the present obligation at the balance sheet date. If the effect of the time value of money is material,
provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current
market assessments of the time value of money and, where appropriate, the risks specific to the liability.
Provision is made for the Group’s liability for employee benefits arising from services rendered by employees
to balance date. Employee benefits that are expected to be settled within one year have been measured at the
amounts expected to be paid when the liability is settled, plus related on-costs. Employee benefits payable later
than one year have been measured at the present value of the estimated future cash outflows to be made for
those benefits.
Issued capital
n.
Ordinary shares are classified as equity, and are recognised at the fair value of the consideration received by
the company. Incremental costs directly attributable to the issue of new shares are shown in equity as a
deduction, net of tax, from the proceeds.
Revenue
o.
With effect from 1 July 2014, the consolidated entity early-adopted the new Accounting Standard AASB 15
‘Revenue from Contracts with Customers’. This Standard applies to annual reporting periods beginning on or
after 1 January 2017 and it may be applied to annual reporting periods beginning on or after 1 January 2015.
The consolidated entity, in adopting the new AASB 15, changed its basis for recognising income in accordance
with that standard. The change followed analysis of the Group’s contracts with its customers, the rights and
obligations emanating from those contracts and the possible risks associated with receiving payments for
revenue generating contractual services provided by the Group. In making its assessments, the Group formed
its opinion for the appropriate accounting based on its business judgement and careful consideration of the
customer contract.
Each contract was broken down into performance obligations and revenue to be recognised as those
performance obligations are completed.
- 27 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
o. Revenue (continued)
Revenue is recognised over the period of tuition, upon completion of specific performance obligations of each
of the contracts. No revenue is recognised prior to a student commencing the tuition phase of delivery. As all
student contracts are for the provision of tuition, income for tuition is recognised as training is provided.
Payment terms vary from contract to contract but in most cases cash is received prior to the performance
obligation being delivered. International students in particular are required to pay some level of tuition in
advance. Monies received in advance are held as unearned income and recognised as revenue as the
performance obligations are satisfied. The unearned income (tuition fees in advance) at 30 June 2017 has been
recognised as revenue in FY18 (net of any refunds paid). Generally, the Group’s obligations in respect of
refunds cease after the course commences.
Revenue derived from the provision of education services is measured at the fair value of consideration
received or receivable to the extent that economic benefits will flow to the Group and the revenue can be
reliably measured.
Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the
financial assets.
Dividend revenue is recognised when the right to receive a dividend has been established.
Rental revenue is recognised on a straight line accrual basis over the term of the lease.
All revenue is stated net of the amount of goods and services tax (GST).
p. Goods and services tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST
incurred is not recoverable from the Australian Tax Office. In these circumstances the GST is recognised as
part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the
balance sheet are shown inclusive of GST.
Cash flows are presented in the cash flow statement on a gross basis, except for the GST component of
investing and financing activities, which are disclosed as operating cash flows.
Income tax
q.
The charge for current income tax expense is based on the profit for the year adjusted for any non-assessable
or disallowed items. It is calculated using the tax rates that have been enacted or are substantially enacted by
the balance sheet date.
Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising
between the tax bases of assets and liabilities and their carrying amounts in the financial statements. No deferred
income tax will be recognised from the initial recognition of an asset or liability, excluding a business
combination, where there is no effect on accounting or taxable profit or loss.
- 28 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
q.
Income tax (continued)
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or
liability is settled. Deferred tax is credited in the income statement except where it relates to items that may be
credited directly to equity, in which case the deferred tax is adjusted directly against equity.
The amount of benefits brought to account or which may be realised in the future is based on the assumption
that no adverse change will occur in income taxation legislation and the anticipation that the Group will derive
sufficient future assessable income to enable the benefit to be realised and comply with the conditions of
deductibility imposed by the law.
Academies Australasia Group Limited and its wholly-owned Australian subsidiaries have formed an income
tax consolidated group under the tax consolidation regime. The Group notified the Australian Tax Office that
it had formed an income tax consolidated group to apply from 1 July 2003.
The tax consolidated group has entered a tax sharing agreement whereby each company in the group contributes
to the income tax payable in proportion to their contribution to the net profit before tax of the tax consolidated
group.
Foreign currency transactions and balances
r.
Foreign currency transactions are translated into Australian currency (the functional currency) using the
exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the
year-end exchange rate. Non-monetary items measured at historical cost continue to be carried at the exchange
rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate
at the date when fair values were determined.
Foreign Group Companies
The financial results and position of foreign operations whose functional currency is different from the Group’s
presentation currency are translated as follows:
-
-
-
assets and liabilities are translated at year-end exchange rates prevailing at the end of the financial year;
income and expenses are translated at average rates for the period; and
retained earnings are translated at the exchange rates prevailing at the date of the transaction.
Exchange differences arising on translation of foreign operations are transferred directly to the Group’s foreign
currency translation reserve in the statement of financial position. These differences are recognised in the
statement of comprehensive income.
Earnings per share
s.
Basic earnings per share are calculated as net profit attributable to members of the parent divided by the
weighted average number of ordinary shares.
- 29 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (continued)
t. Comparative figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in
presentation for the current financial year.
u. Critical accounting estimates and judgements
The Directors evaluate estimates and judgements incorporated into the financial report based on historical
knowledge and best available current information. Estimates assume a reasonable expectation of future events
and are based on current trends and economic data, obtained both externally and within the Group. These
estimates and judgements are considered significant items of revenue and expenses relevant in explaining the
financial performance.
Key Estimates – Impairment
The Group assesses impairment at each reporting date by evaluating conditions specific to the Group that may
lead to impairment of assets. Where an impairment trigger exists, the recoverable amount of the asset is
determined. Value-in-use calculations performed in assessing recoverable amounts incorporate a number of
key estimates. Further details on the key estimates used in impairment can be found in Note 16. No impairment
has been recognised in respect of goodwill for the year ended 30 June 2018.
Key Estimates – Revenue
The extent to which performance obligations have been satisfied in respect of revenue is estimated as per the
revenue policy (Note 1(o)).
v. Segment reporting
An operating segment is a component of an entity
-
that engages in business activities from which it may earn revenues and incur expenses (including
revenues and expenses relating to transactions with other components of the same entity)
- whose operating results are regularly reviewed by the entity’s Board to make decisions about resources
to be allocated to the segment and assess its performance
for which discrete financial information is available
-
The Company has only one operating segment: Education.
- 30 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
2. REVENUE
Operating activities
Services revenue
Non-operating activities
Rent received
Dividend received
3. PROFIT FOR THE YEAR
Student acquisition and teaching costs
- Teaching costs
- Acquisition costs
- Teaching materials
Personnel costs
- Wages and Salaries
- Superannuation
- Payroll Tax
- Other
Premises
- Rental
- Electricity
- Cleaning
- Other
Other administration expenses
- Other administration expenses
- Bad and doubtful debts
Restructure and non-recurring costs
- Costs of personnel now retrenched, including redundancies
- Costs of premises now vacated, including make-good payments
- Provision for impairment of receivables
- 31 -
2018
$000s
2017
$000s
61,120
58,289
5
48
53
54
-
54
14,260
10,118
2,144
26,522
11,443
1,204
786
870
14,303
8,270
336
462
328
9,396
3,897
65
3,962
540
8
513
1,061
14,933
7,417
1,883
24,233
11,594
1,329
837
538
14,298
8,037
323
441
323
9,124
4,349
59
4,408
637
199
-
836
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
4. INCOME TAX EXPENSES
a. The components of tax expense comprise:
Current tax
Deferred tax
b. The prima facie tax on profit from ordinary activities before tax is reconciled
to income tax as follows:
Tax payable on profit from ordinary activities before tax at 30%
Add/(less):
Tax effect of:
Permanent differences
Assumption of tax balances of controlled entities
Income tax expense attributable to the entity
The effective tax rate is 27.2% (2017: 29.4%)
c. Current tax payable for the year reconciles as follows:
Opening provision
Add: Current year provision
Less: Tax paid
Closing provision
2018
$000s
2017
$000s
(2,727)
1,061
(1,666)
(759)
(506)
(1,265)
1,836
1,292
(58)
(112)
1,666
621
2,727
(981)
2,367
(47)
20
1,265
61
759
(199)
621
5. EXECUTIVE DIRECTORS AND OTHER SENIOR EXECUTIVES COMPENSATION
a. Details of Executive Directors and other Senior Executives have been set out in Information on Directors and in
Information on Senior Executives on pages 8 to 10.
b. Remuneration for Senior Executives has been included in the Remuneration Report section of the Directors’
Report.
Shareholdings
c.
Number of shares in the Company held by Executive Directors, Senior Executives and parties related to them:
Shareholdings: Executive Directors and Senior
Executives
Balance
1 July 2017
Purchased
*
Purchased
off market
Balance
30 June 2018
Christopher Elmore Campbell
Gabriela Rodriguez Naranjo
15,666,666
336,593
811,936
16,815,195
80,549
-
-
80,549
* Shares purchased on market via the Australian securities Exchange.
- 32 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
6. AUDITORS’ REMUNERATION
Remuneration of the auditors of the parent entity for:
- Auditing and reviewing the financial report
- Taxation services
- Due diligence and other services
Remuneration of other auditors of subsidiaries for:
- Auditing and reviewing the financial report
- Taxation services
- Other services
7. EARNINGS PER SHARE
Basic (cents per share)
Diluted (cents per share)
2018
$000s
2017
$000s
260
66
43
369
34
1
-
35
3.3
3.3
238
60
271
569
25
2
5
32
3.7
3.7
Weighted average number of ordinary shares used in calculation of basic
earnings per share
129,233,531
77,059,769
a. The share options of 5,000,000 have been included in estimating the fully diluted earnings per share for 2017.
b. The earnings amount used was $4,270,000 (2017: $2,855,000), being profit on ordinary activities after tax
attributable to owners of the parent entity.
8. DIVIDENDS
Distributions recognised
2018
$000s
2017
$000s
Year ended 30 June 2018: interim ordinary dividend of 1.5 cents per share,
fully franked, which included a one-off special dividend of 1.0 cent (2017:
Nil)
Year ended 30 June 2017: final ordinary dividend of 0.5 cents per share,
fully franked, paid in 2018 (2016: Nil)
a.
Dividends proposed or declared but not recognised in the financial
statements:
Proposed fully franked ordinary dividend of 1.0 cent per share (2017:
fully franked 0.5 cents)
1,976
634
2,610
-
-
-
1,276
634
b.
Balance of franking account at year end adjusted for franking credits
arising from payment of income tax
2,787
3,020
- 33 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
9. CASH AND CASH EQUIVALENTS
Cash at bank and on hand
12,968
10,488
2018
$000s
2017
$000s
There is no overdraft balance at 30 June 2018 (2017: $868,000) (Note 18). The net cash position is $12,968,000 (2017:
$9,620,000)
Included in the above amounts are tuition fees held in Tuition Protection Scheme (TPS) accounts in Australia.
As at 30 June 2018, the Group held $8,502,000 (2017: $8,721,000) in TPS accounts.
(In 2012 the Education Services for Overseas Student Act 2000 (“ESOS Act”) was amended to provide additional
protection for international students studying in Australia. With effect from 1 July 2013, the Group is required to
maintain, in Australia, separate bank accounts (TPS accounts) for prepaid fees received from international students
prior to commencement of their course. Once the students commence their course, the funds may be transferred from the
TPS accounts to operating cash reserves. At all times, the Group must ensure that there are sufficient funds in the TPS
accounts to repay any prepaid tuition fees to international students who have not yet commenced their course. Fees
paid by students who have commenced their course are deposited directly to operating cash reserves. All fees received,
whether deposited to TPS or Group cash reserves are initially accounted for as unearned income, being subject to the
Group’s revenue recognition policy).
10. TRADE AND OTHER RECEIVABLES
CURRENT
Trade receivables
Less provision for impairment
Other receivables
Receivable from the sale of Premier Fasteners
Lease incentives
NON-CURRENT
Lease incentives
2018
$000s
2017
$000s
6,682
(588)
6,094
1,654
-
407
8,155
2,180
2,180
8,251
(104)
8,147
1,059
937
407
10,550
2,586
2,586
- 34 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
10. TRADE AND OTHER RECEIVABLES (continued)
2018
$000s
2017
$000s
TOTAL
Trade receivables
Less provision for impairment
Other receivables
Receivable from the sale of Premier Fasteners
Lease incentives
a. The ageing analysis of trade receivables is as follows:
0 -30 days
31- 60 days – not impaired *
61- 90 days – not impaired *
Over 90 days – not impaired *
Past due and impaired
6,682
(588)
6,094
1,654
-
2,587
10,335
1,377
651
448
3,618
588
6,682
8,251
(104)
8,147
1,059
937
2,993
13,136
2,012
1,074
335
4,726
104
8,251
* These are debtors that are past due for which no collateral is held and for which no provision for doubtful debts
has been made as there has not been a significant change in credit quality and the directors believe that the
amounts are still recoverable.
b. The Group has an exposure to credit risk in Singapore and Australia given the Group’s operations in those
countries. For FY18, an amount of $624,000 is included in trade and other receivables in respect of the business
operations in Singapore. All other receivables of the Group are exposures in Australia.
11. OTHER ASSETS
CURRENT
Prepayments and accrued income
Security deposits
12. INVESTMENTS
CURRENT
Shares in Listed Corporations
- 35 -
2018
$000s
2017
$000s
5,024
472
5,496
5,712
537
6,249
-
-
3,054
3,054
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
13. CONTROLLED ENTITIES
Country of
Incorporation
Percentage
Owned/Controlled
2018
2017
Academies Australasia Group Limited (Ultimate Parent Entity)
Subsidiaries (controlled directly or indirectly)
ACA Investment Holdings Pte. Limited
Academies Australasia (Management) Pty Limited
Academies Australasia College Pte. Limited
Academies Australasia Institute Pty Limited
Academies Australasia Polytechnic Pty Limited
Academies Australasia Pty Limited
Academy of English Pty Limited
AKG Investment Holdings Pty Limited
AKG2 Investment Holdings Pty Limited
AKG3 Investment Holdings Pty Limited
AKG4 Investment Holdings Pty Limited
AKG5 Investment Holdings Pty Limited
AKG6 Investment Holdings Pty Limited
AKG7 Investment Holdings Pty Limited
AMC Training Pty Limited
AMI Education Pty Limited
Australian College of Technology Pty Limited
Australian Institute of Professional Studies Pty Limited
Australian International High School Pty Limited
Australian Trades Institute Pty Limited
Benchmark Resources Pty Limited T/A Benchmark College
Centre for Australian Education Pte. Limited
Clarendon Business College Pty Limited
Academies Australasia Hair and Beauty T/A Brisbane School of Hairdressing, Gold
Coast School of Hairdressing, Brisbane School of Beauty and Brisbane School of
Barbering
CLB Training & Development Pty Limited as trustee for the CLB Unit Trust
T/A Spectra Training
Discover English Pty Limited
International College of Capoeira Pty Limited T/A College of Sports & Fitness
Humanagement Pty Limited T/A Print Training Australia
Kreate Pty Limited T/A RuralBiz Training
Language Links International Pty Limited
Live. Laugh. Learn. Pty Limited
Newco CLB Training & Development Pty Limited
Skilled Placements Pty Limited
Supreme Business College Pty Limited
Transformations – Pathways to Competence and Developing Excellence Pty
Limited T/A Skills Training Australia
Vostro Institute of Training Australia Pty Limited
Singapore
Australia
Singapore
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Singapore
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
67.54
100
75
75
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
51
100
75
75
100
100
100
100
100
100
- 36 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
13. CONTROLLED ENTITIES (continued)
Acquisition of Controlled Entities
On 15 January 2018, AKG3 Investment Holdings Pty Limited acquired a further 16.54% of the issued capital of
International College of Capoeira Limited T/A College of Sports & Fitness. The purchase was satisfied by the
payment of $118,125 in cash. The Group now owns 67.54%.
Purchase consideration - cash
Net assets
Share acquired (16.54%)
Goodwill
Non-Controlling Interest
Share acquired
Loans converted to capital (note 26)
383
$000
Fair Value
118
(63)
55
(63)
36
(27)
14. PLANT AND EQUIPMENT
2018
$000s
2017
$000s
Plant and equipment
At cost
Accumulated depreciation
Leasehold improvements
At cost
Accumulated amortisation
Leased plant and equipment
Capitalised leased assets
Accumulated depreciation
Total plant & equipment
5,556
(3,924)
1,632
8,718
(3,756)
4,962
379
(256)
123
6,717
5,408
(3,623)
1,785
8,626
(3,341)
5,285
289
(200)
89
7,159
- 37 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
14. PLANT AND EQUIPMENT (continued)
Year ended 30 June 2018
$000s
$000s
Plant and
equipment
Leasehold
improvements
Balance at the beginning of the year
Additions
Disposals
Depreciation expense
Net foreign currency difference arising on
translation of financial statements of foreign
operations
Carrying amount at the end of the year
Year ended 30 June 2017
Balance at the beginning of the year
Additions
Disposals
Depreciation expense
Net foreign currency difference arising on
translation of financial statements of foreign
operations
Carrying amount at the end of the year
1,785
247
(10)
(392)
5,285
75
-
(405)
2
7
1,632
4,962
1,907
332
(47)
(405)
4,323
1,770
(26)
(766)
(2)
(16)
1,785
5,285
15. DEFERRED TAX ASSETS / LIABILITIES
Leased
plant and
equipment
$000s
89
90
-
(56)
-
123
63
74
-
(48)
-
89
Total
$000s
7,159
412
(10)
(853)
9
6,717
6,293
2,176
(73)
(1,219)
(18)
7,159
2018
$000s
2017
$000s
Deferred Tax Asset
4,014
2,953
The deferred tax asset is made up of the following estimated tax benefits:
Temporary differences:
-deferred tax assets
-deferred tax liabilities
4,962
(948)
4,014
4,677
(1,724)
2,953
- 38 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
15. DEFERRED TAX ASSETS (continued)
Deferred Tax Assets
Provisions
Unearned income
Other
Deferred Tax Liabilities
Plant & equipment
Investments
Prepayments and other
Opening
Balance
$000s
777
3,217
683
4,677
(245)
(817)
(662)
(1,724)
Charged To
Income
$000s
264
7
14
285
(292)
817
251
776
Closing
Balance
$000s
1,041
3,224
697
4,962
(537)
-
(411)
(948)
Total
2,953
1,061
4,014
Deferred tax assets not brought to account, the benefits of which will only be
realised if the conditions for deductibility set out in Note 1(q) occur:
Tax losses:
-operating losses
16. INTANGIBLE ASSETS
Goodwill at cost
Accumulated impairment losses
Net carrying value
Course development costs
Accumulated amortisation
Net carrying value
Other at cost
2018
$000s
2017
$000s
398
446
32,753
(382)
32,371
2,099
(1,540)
559
43
32,973
32,694
(382)
32,312
1,992
(1,388)
604
50
32,966
- 39 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
16. INTANGIBLE ASSETS (continued)
Year ended 30 June 2018
Balance at the beginning of the year
Foreign exchange AAC
Rebranding costs amortisation
Acquisition additional 16.54% CSF
Course development costs acquisition
Course development costs amortisation
Balance at the end of the year
Year ended 30 June 2017
Balance at the beginning of the year
Foreign exchange AAC
Rebranding costs amortisation
Acquisition additional 24% RBT
Course development costs acquisition
Course development costs amortisation
Balance at the end of the year
Goodwill
$000s
32,312
4
-
55
-
-
32,371
32,284
(7)
-
35
-
-
32,312
Course
Development Costs
$000s
Other
Total
$000s
$000s
604
-
-
-
107
(152)
559
583
-
-
-
242
(221)
604
50
-
(7)
-
-
-
43
57
-
(7)
-
-
-
50
32,966
4
(7)
55
107
(152)
32,973
32,924
(7)
(7)
35
242
(221)
32,966
The recoverable amount of each cash-generating unit is determined based on value in use calculations based upon 5
year forecasting. The model includes a sensitivity analysis allowing for a range of growth rates.
The following assumptions were used in the value in use calculations:
Growth rate
Discount rate
Terminal Multiple
2.5%
10%
2.5
The growth rate is a long-term average growth rate.
The discount rate used reflects entity and market specific factors
Assuming that the Group achieves its budget for FY19, impairment would be triggered if: the discount rate were to exceed
16.7%; or the growth rate were to be minus 16.3%; or the terminal value were to be less than 1.2.
Impairment would also be triggered in FY19 if the Group does not achieve certain minimum cash flows which are in line
with those achieved in FY18.
- 40 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
17. TRADE AND OTHER PAYABLES
CURRENT
Unsecured Liabilities
Tuition fees in advance (Deferred income)
Trade payables
Sundry payables and accrued expenses
18. BORROWINGS
CURRENT
Secured Liabilities – Interest Bearing
Cash Advance Facilities
Overdraft
Lease purchase
Unsecured Liabilities – Interest Bearing
Other loans
Unsecured Liabilities – Non - Interest Bearing
Other loans
TOTAL CURRENT
NON-CURRENT
Secured Liabilities – Interest Bearing
Cash Advance Facilities
Lease purchase
a. Total current and non-current secured liabilities:
Cash Advance Facilities
Overdraft
Lease purchase
b.
Total current and non-current unsecured liabilities:
Director’s loans
Other loans
- 41 -
Note
2018
$000s
2017
$000s
19,125
551
4,092
23,768
19,156
2,592
5,077
26,825
18a
18a
18a
18a
18a
18a
18a
27
27
21, 27
27
27
1,000
-
69
1,069
-
-
18
1,895
868
39
2,802
73
73
18
1,087
2,893
123
78
201
1,123
-
147
1,270
-
18
18
2,623
75
2,698
4,518
868
114
5,500
73
18
91
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
18. BORROWINGS (continued)
c. The carrying amounts of non-current assets pledged as security are:
Floating charge over assets
Plant and equipment
2018
$000s
2017
$000s
45,270
123
45,393
43,796
89
43,885
d. The cash advance facilities are secured by a floating charge over the assets of the parent entity and its wholly
owned subsidiaries (other than those in Note 22).
e. The lease purchase borrowings are additionally secured on the leased asset. The leases are due for repayment in
2020.
The major bank facilities comprise Bank overdraft, Cash Advance Facilities and Bank Guarantees
Bank overdraft facilities are arranged with the general terms and conditions being set and agreed annually. Interest
rates are variable and subject to adjustment.
The Group’s utilisation of bank facilities as at 30 June 2018 is shown in Note 24b.
19. PROVISIONS
CURRENT
Employee entitlements
Lease incentives
NON-CURRENT
Employee entitlements
Lease incentives
TOTAL
Employee entitlements
Lease incentives
2018
$000s
1,579
864
2,443
1,343
4,436
5,779
2,922
5,300
8,222
2017
$000s
1,381
861
2,242
1,143
5,305
6,448
2,524
6,166
8,690
- 42 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
20. SHARE CAPITAL
a.
Issued Share Capital
2018
Share number
2018
2017
$000s Share number
2017
$000s
Ordinary shares fully paid
131,754,079
43,515
126,754,079
42,677
Ordinary share capital
Balance at the beginning of the financial year
126,754,079
42,677
75,362,979
36,504
Ordinary share issue 23 August 2016, part settlement
3rd tranche purchase STA
Pro-rata non-renounceable Rights Issue on 23 June
2017
Exercise 5,000,000 options over unissued shares 1
January 2018
-
-
-
-
800,000
200
50,591,100
5,973
5,000,000
838
-
-
Balance at the end of the financial year
131,754,079
43,515
126,754,079
42,677
b.
Share Option Reserve
Share options
-
-
5,000,000
88
i. Shares disclosure.
Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to the number
of shares held.
At a shareholders meeting each ordinary share is entitled to one vote when a poll is called. Otherwise, each shareholder
has one vote on a show of hands.
The number of shares authorised is equal to the number of shares issued. Shares have no par value.
ii. Capital Management.
Management controls the capital of the Group in order to maintain an acceptable debt to equity ratio, provide the
shareholders with adequate returns and ensure that the Group can fund its operations and continue as a going concern.
The Group’s debt and capital includes ordinary share capital and financial liabilities, supported by financial assets.
There are no externally imposed capital requirements.
Management effectively manages the Group’s capital by assessing financial risks and adjusting its capital structure in
response to changes in these risks and in the market. These responses include the management of debt levels,
distributions to shareholders and share issues.
There were no changes in the Group’s capital management procedures during the year.
- 43 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
21. LEASING COMMITMENTS
Lease purchase commitments
Payable – minimum lease payments
Not later than one year
Later than one year but not later than five years
Minimum lease payments
Less future finance charges
Present value of minimum lease payments
Note
2018
$000s
2017
$000s
77
85
162
(15)
147
41
80
121
(7)
114
18a
At the end of the lease periods the lessor’s charges over the plant and equipment cease, leaving the assets the
unencumbered property of the Group.
Operating Lease commitments
Non-cancellable operating leases contracted for but not capitalised in the financial statements:
Not later than one year
Later than one year but not later than five years
Later than five years
2018
$000s
6,231
16,251
15,760
38,242
2017
$000s
7,257
20,202
19,521
46,980
The Group leases property under operating leases expiring from 1 year to 11 years. Lease payments comprise a base
amount plus an incremental rental, based on either movement in the Consumer Price Index or minimum percentage
increase criteria. Lease incentives have been recognised in accordance with the Group’s accounting policies.
22. CONTINGENT LIABILITIES
Contingent Liabilities
Corporate Guarantee
There is a corporate guarantee between wholly-owned Group companies as security for bank facilities in effect during
the year. This guarantee does not include:
Academies Australasia College Pte. Limited
Academies Australasia Hair and Beauty Pty Limited
AKG6 Investment Holdings Pty Limited
AMC Training Pty Limited
Centre for Australian Education Pte. Limited
Humanagement Pty Limited
International College of Capoeira Pty Limited
Kreate Pty Limited
Language Links International Pty Limited
- 44 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
23. SEGMENT REPORTING
Business segments
The Company has determined that it has only one operating segment: Education.
Geographical information
The Group operates in Australia and Singapore. The revenues and non-current assets of the Group for the year ended 30
June 2018 are as follows:
Geographic Location
Revenues from External Customers
Non-current assets
$000s
Australia
57,285
45,463
A$000s
Singapore
3,835
421
Accounting Policies
Segment revenues and expenses are those directly attributable to the segments.
24. CASH FLOW INFORMATION
a. Reconciliation of cash flow from operations with profit after
income tax
Profit after income tax
4,454
3,041
2018
$000s
2017
$000s
Non-cash flows in profit
Amortisation
Depreciation
Net loss on disposal of plant and equipment
Write-downs to recoverable amounts
Realised gain on investments
Unrealised gain on investments
Unrealised foreign exchange movement
Changes in assets and liabilities
(Increase)/decrease in trade and other receivables
(Increase)/decrease in other current assets
(Increase)/decrease in intangibles
(Increase)/decrease in deferred tax assets
Increase/(decrease) in trade and other payables
Increase/(decrease) in tax payables
Increase/(decrease) in provisions
Cash flow from operations
448
557
10
578
(1,527)
-
(1)
1,286
753
7
(1,061)
(3,048)
1,746
(468)
3,734
987
453
39
59
-
(994)
8
1,656
(1,686)
119
506
2,053
559
(647)
6,153
- 45 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
24. CASH FLOW INFORMATION (continued)
b. Borrowing arrangements with banks
Total Facilities
Cash advance facilities available
Amount utilised
Overdraft facility available
Amount utilised
2018
$000s
2017
$000s
1,373
(1,123)
250
1,000
-
1,000
6,139
(4,518)
1,621
1,000
(868)
132
The major facilities are summarised as follows:
Bank overdrafts
Bank overdraft facilities are arranged with the general terms and conditions being set and agreed annually. Interest
rates are variable and subject to adjustment.
Cash Advance Facilities
The facility expires on 31 May 2020.
25. EVENTS AFTER THE BALANCE SHEET DATE
Following approval at an Extraordinary General Meeting convened for the purpose, the Company bought back and
cancelled 4,139,612 shares at the price of 35 cents per share. After that cancellation the total shares on issue was reduced
to 127,614,467.
There were no other matters or circumstances that have arisen since the end of the financial year which significantly
affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of
the Group in subsequent financial years.
26. RELATED PARTY TRANSACTIONS
Directors’ transactions with the Company and the Group
Details of Directors’ remuneration are set out in the Remuneration Report on pages 11 and 12. Directors are reimbursed
for expenses incurred by them on behalf of the Group.
Directors’ loans
In September 2015 the shareholders of CSF, a 51% (now 67.54%) owned subsidiary of the Company, extended loans
totalling $150,000 to the subsidiary. The minority shareholders, Messrs Julio Chaves and Andre Cerutti, who at that time
were directors of the subsidiary, each extended loans of $36,750, their share of the $150,000.
On 10 January 2018, 50% of the loans extended were converted to share capital. The balance of the loans were repaid
during 2018. Interest on the loans paid to these Directors during the financial year amounted to $2,661.
All the loans by Directors noted above incurred interest at the prevailing ANZ Bank rate applicable to the Company’s
secured overdraft facility.
Other loans of $18,000 disclosed in Note 18(b) comprise dividends payable as at 30 June 2018 to a director of RBT, a
75% owned subsidiary of the Company. The director is also the non-controlling shareholder of that subsidiary. No interest
is accrued or payable on this loan.
- 46 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
26. RELATED PARTY TRANSACTIONS (continued)
Directors’ and specified executives’ relevant interests in shares
See Directors’ Report on pages 8 to 9.
Other related party transactions
Transactions between the Company and controlled entities comprise loans, management fees and interest and are
eliminated on consolidation.
27. FINANCIAL INSTRUMENTS
Financial Risk Management
The Group’s financial instruments consist mainly of deposits with banks, investments, accounts receivable and
payable, loans to and from subsidiaries, bills and leases.
The main purpose of non-derivative financial instruments is to raise finance for operations.
i. Treasury Risk Management
Senior management meets on a regular basis to review currency and interest rate exposure and to evaluate
treasury management strategies where relevant, in the context of the most recent economic conditions and
forecasts.
ii. Financial Risks
The main risks the Group is exposed to through its financial instruments are interest rate risk, foreign currency
risk, liquidity risk and credit risk.
Foreign currency risk
The Group is exposed to foreign currency risk on its purchase of products and the sale of training and education
courses to international students and on the translation of its foreign subsidiaries. The Group had not hedged
foreign currency transactions as at 30 June 2018. Senior management continues to evaluate this risk on an
ongoing basis.
Liquidity risk is managed by monitoring forecast cash flows and ensuring that adequate unutilised borrowing
facilities are maintained, where possible.
Credit risk
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to
recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as
disclosed in the balance sheet and notes to the financial statements. In the education business, credit risk is
minimised by, generally, collecting tuition fees in advance
- 47 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
27. FINANCIAL INSTRUMENTS (continued)
Interest rate risk
The interest rate risk has been managed by the Group by reducing and in most cases eliminating interest bearing debt.
Stand by facilities has been set with a combination of fixed and floating rate possibilities. There is no set policy as to
the mix of interest rate exposures.
The Group’s exposure to interest rate risk, which is the risk that a financial instrument’s value will fluctuate as a result
of changes in market interest rates and the effective weighted average interest rates on classes of financial assets and
financial liabilities, is as follows:
Note Weighted Floating Fixed interest maturing in: Non-
Interest
bearing
1 year
or less
1 to 5
years
interest rate
Total
$000s
$000s
$000s
$000s
$000s
average
interest
rate
0.95%
12,968
Year ended 30 June 2018
Financial assets
Cash and cash
equivalents
9
Trade and other
receivables
Financial liabilities
Trade and other
payables
Bank bills
Lease purchase
agreements
Other loans
10
17
18
18
18
Year ended 30 June 2017
Financial assets
Cash and cash
equivalents
Investments
Trade and other
receivables
9
12
10
Financial liabilities
Trade and other
payables
Bank bills
Overdraft
Lease purchase
agreements
Other loans
17
18
18
18
3.66%
7.54%
1.19%
3.69%
7.12%
5.75%
-
-
-
-
1,000
69
1,069
-
-
-
-
-
-
-
-
123
78
201
-
-
-
-
-
12,968
-
-
-
-
-
10,488
-
-
10,488
-
-
-
-
-
-
-
1,895
868
-
2,623
-
39
75
73
2,875
-
2,698
- 48 -
-
12,968
7,748
7,748
7,748
20,716
4,643
-
-
18
4,661
4,643
1,123
147
18
5,931
-
3,054
10,488
3,054
10,143
13,197
10,143
23,685
7,669
-
-
-
18
7,687
7,669
4,518
868
114
91
13,260
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
27. FINANCIAL INSTRUMENTS (continued)
iii. Net fair values of financial assets and liabilities
The carrying amounts of financial assets and liabilities approximate their net fair value.
iv. Sensitivity Analysis
The following table illustrates sensitivity analysis to the Group’s exposure to changes in interest rates. The
table indicates the estimated impact on how profit and equity values reported at the end of the reporting period
would have been affected by changes in the interest rate that management considers reasonably possible.
2018
+/- 2% in interest rates
28. PARENT INFORMATION
Profit
$
124
Equity
$
124
The following information has been extracted from the books of the parent and has been prepared in accordance with
Australian Accounting Standards
STATEMENT OF FINANCIAL POSITION
2018
$000s
2017
$000s
Assets
Current assets
Non-current assets
Total Assets
Liabilities
Current Liabilities
Non-current liabilities
Total Liabilities
Equity
Share capital
Share option reserve
Retained earnings
Total Equity
STATEMENT OF COMPREHENSIVE INCOME
Total profit
Total comprehensive income
37,817
5,012
42,829
2,618
949
3,567
43,515
-
(4,253)
39,262
3,571
3,571
35,777
3,943
39,720
1,372
796
2,168
42,677
88
(5,213)
37,552
(720)
(720)
- 49 -
ACADEMIES AUSTRALASIA GROUP LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 30 June 2018
29. COMPANY DETAILS
The registered office and principal place of business of Academies Australasia Group Limited is:
Level 6, 505 George Street
Sydney NSW 2000
Australia
Principal places of business of AKG colleges:
NEW SOUTH WALES
VICTORIA
Academies Australasia Institute
Academy of English
Australian College of Technology
Australian International High School
Clarendon Business College
Supreme Business College
Level 6, 505 George Street
Sydney, NSW 2000
Benchmark College
140 Henry Street, Penrith, NSW 2750
Academies Australasia Polytechnic
Spectra Training
Vostro Institute
Level 7, 628 Bourke Street
Melbourne,VIC 3000
Discover English
247 Collins Street, Melbourne, VIC 3000
Skills Training Australia
Level 2, 2 Capital City Boulevard
Knox Ozone, Wantirna, South VIC 3152
College of Sports & Fitness
12 Wentworth Avenue, Darlinghurst, NSW 2010
SOUTH AUSTRALIA
RuralBiz Training
46 Wingewarra Street, Dubbo, NSW 2830
Print Training Australia
Unit 17, 169 Unley Road, Unley, SA 5061
QUEENSLAND
WESTERN AUSTRALIA
Brisbane School of Hairdressing
Brisbane School of Beauty
Brisbane School of Barbering
Queen Adelaide Building
90-112 Queen Street Mall
Brisbane, QLD 4000
Gold Coast School of Hairdressing
Pivotal Point Tower,
3/2 Nerang Street
Southport, QLD 4215
Language Links
120 Roe Street, Perth, WA 6003
SINGAPORE
Academies Australasia College
45 Middle Road, Singapore 1889954
- 50 -
ACADEMIES AUSTRALASIA GROUP LIMITED
AND CONTROLLED ENTITIES
DIRECTORS DECLARATION
The Directors of the Company declare that:
1.
the financial statements and notes, set out on pages 15 to 50, are in accordance with the Corporations Act
2001 and
(i) comply with Accounting Standards which, as stated in accounting policy Note 1 to the financial
statements, constitutes explicit and unreserved compliance with International Financial Reporting
Standards (IFRS); and
(ii) give a true and fair view of the financial position as at 30 June 2018 and of the performance for the
year ended on that date of the Company and consolidated group;
2. The Chief Executive Officer and Group Finance Manager have each declared that:
(i)
the financial records of the Company and the consolidated group for the financial year have been
properly maintained in accordance with s 286 of the Corporations Act 2001;
(ii) the financial statements and notes for the financial year comply with Accounting Standards; and
(iii) the financial statements and notes for the financial year give a true and fair view; and
3. 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.
The Company and wholly-owned subsidiaries identified in Note 13, but excluding those in Note 22, have
entered into a deed of cross guarantee under which the Company and its subsidiaries guarantee the debts of
each other.
At the date of this declaration, there are reasonable grounds to believe that the companies which are party to
this deed of cross guarantee will be able to meet any obligations or liabilities to which they are, or may become
subject to, by virtue of the deed.
This declaration is made in accordance with a resolution of the Board of Directors.
Dr John Lewis Schlederer
Director
5 September 2018
Christopher Elmore Campbell
Director
- 51 -
PILOT PARTNERS
Chartered Accountants
Level 10. Waterfront Place
I Eagle St. Brisbane 4000
PO Box 7095 Brisbane 4001
Queensland Australia
P +61730231300
F +61732291227
pilotpartners. coin. au
.
.
.
.
,
.
.
.
.
..
. ...
.
,.
..
.
..
.
.
We have audited the financial report of Academies AUStralasia Group Limited ('the
Company" and its subsidiaries (**the Group")), which comprises the consolidated
statement of financial position as at 30 June 2018, the consolidated statement of
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
statements, including a summary of significant accounting policies, and the directors'
declaration.
In our opinion, the accompanying financial report of the Group is in accordance with
the Corporations Act 2001, including .
giving a true and fair view of the Group's financial position as at 30 June 201.8
and of its financial performance for the Year then ended; and
(Ii) complying with Australian Accounting Standards and the Corporations
Regulations 2001 .
B SISFOROP1 10
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 re ort. W
independent of the Group in accordance with the auditor independence re uirements
of the Corporat/bns Act 2001 and the ethical requirements of the Accountin
Professional and Ethical Standards Board's APES 11.0 Code of Ethics for Professional
Accountants (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.
A member .
.
exia
International
ABN 60 0536B7769 Pilotis a registered trade mark licensed to Pilot Partners I Liability limited by a scheme approved under Professional Standards Le Isletion
Nexia International is a worldwide network of independent accounting and consulting firms.
52
KEY AUDIT
ATTERS
Key audit matters are those matters that, in our professional judgement, were of most
i nifi
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.
Goodwill and Impairment
Reason for si nificance:
The impairment assessment made by the Group over its goodwill balances is a key
audit matter as it incorporates significant judgements in respect of factors such as
forecast cash flows, growth rates and economic and operational assumptions. Goodwill
comprises a significant portion of the Groups total assets.
How our audit addressed the matter:
Our audit considered whether the methodology and principles applied by the Grou to
their discounted cash flow impairment model met the requirements of AASB 1.36
Impairment of Assets.
Using our understanding of the nature of the Group's business and the environment
which it operates in, we assessed and tested the assumptions and methodologies used
in the Group's discounted cash flow model. In doing so:
We assessed the basis for the Group's cash flow forecasts including consideration
of the historical accuracy of previous estimates;
We compared the discount rate, growth rates and other economic assumptions to
available external data;
We assessed the appropriateness of using a single Cash Generating Unit (CGU) as
a basis for consideration of goodwill impairment; and
We performed sensitivity analysis and evaluated whether a reasonable chan e in
assumptions could cause the carrying amount of the CGU to exceed its recoverable
amount.
We also considered the adequacy of the financial report disclosures in re ard to those
assumptions disclosed in Note 1.6 of the financial report.
. o
Revenue Recognition
Reason for si nificance:
Revenue recognition is a key audit matter due to the high volume of transactions, its
significance to profit and the judgement required in recognising revenue from contracts
with customers.
The Group has one distinct category of revenue, being revenue from providin tuition
services to customers.
Revenue from services is recognised over the period of tuition, upon completion of
specific performance obligations of each contract. As all customer contracts are for the
provision of tuition, income for tuition is recognised as training is provided.
How our audit addressed the matter:
Our audit work included selecting sufficient items for testing to satisf ourselves that
revenue was recognised in accordance with the revenue recognition policy. This was
done by agreeing total revenue due to be recognised over the period of tuition to
course fee listings, sighting cash receipts and recalculating revenue and unearned
income to ensure that recognition and cut-off were appropriate. Substantive anal tical
review procedures were also performed, comparing current Year revenue recognition
to the prior Year taking into consideration movements in key revenue drivers, such as
student numbers.
Further testing was completed to verify the mathematical accuracy of the spreadsheets
used to assist in determining the recognition of revenue.
Finally we reviewed the adequacy of the financial report disclosures to ensure
compliance with AASB 15 Revenue from Contracts with Customers.
Trade and Other Receivables
Reason for si nificance:
The collection of trade and other receivables as a significant impact on the rou 's
operating cash flow, and overall financial performance. Consideration of the
recoverability of Trade and Other Receivables is also an areas that requires 'ud ement
in respect of the risk associated with individual debtor's not meeting their a merit
obligations.
How our audit addressed the matter:
Our work involved ensuring the underlying receivables records reconciled to the
general ledger. Receivable's ledgers were reviewed for transactions unusual in nature.
We assessed whether the debtor's balances were recoverable, and whether any
allowances for impairment of receivables are appropriate.
. .
Where appropriate, individual receivable amounts were verified
collection after Year end.
to subsequent cash
Analytical procedures were performed over Trade and Other Receivables to identif
any unusual or unexpected fluctuations in the balances.
OTHER INFOR ATION
The directors are responsible for the other information. The other information
comprises the information included in the Group's annual report for the Year ended 30
June 2018, but does not include the financial report and our auditor's re orb thereon.
Our opinion on the financial report does not cover the other information and
accordingly we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibilit is to read the
other information and, in doing so, consider whether the other information is material I
inconsistent with the financial report or our knowledge obtained in the audit or
otherwise appears to be material Iy misstated.
If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact. We have
nothing to report in this regard.
RESPO SIBILITIES OF THE DIRECTORS FOR THE F1 A CIAL REPORT
The directors of the Company are responsible for the preparation of the financial re ort
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 abilit
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 UDIT OF THE F1 ANCIAL REPORT
Our objectives are to obtain reasonable assurance about whether the financial re orL
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 hi h
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.
. o
Misstatements can arise from fraud or error and are considered material if, individual I
or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located
at the Auditing and Assurance Standards Board website at:
htt : WWW. auasb. ov. au Home. as x. This description forms part of our auditor's
report.
REPORT O THE REMU ERATIO REPORT
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 1.1 to 1.2 of the directors'
report for the Year ended 30 June 201.8.
In our opinion, the Remuneration Report of Academies AUStralasia Group Limited, for
the Year ended 30 June 201.8 complies with section 300A of the CorporationsAct2001.
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.
\ ^..,..\^
PAR
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Chartered Accountants
^"/^/*
R
Partner
Signe O n ^ ^^^52. .^Q-\~'\\0:2. .^
201.8
Level 1.0
I Eagle Street
Brisbane Qld 4000
ACADEMIES AUSTRALASIA GROUP LIMITED
AND CONTROLLED ENTITIES
ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES
Additional information required by the Australian Securities Exchange Limited and not shown
elsewhere in this report is as follows.
SUBSTANTIAL HOLDERS
Ordinary Shares
The relevant interests of substantial shareholders as at 31 August 2018 were:
Shareholder
No. of Shares Held
%
Mr Chiang Meng Heng a
Andrew Low b
Mr Christopher Elmore Campbell c
Jilcy Pty Ltd
Dr John Lewis Schlederer d
Eng Kim Low
Raphael Geminder e
51,185,961
17,326,981
16,815,195
15,410,195
7,977,000
7,648,232
6,601,910
40.11
13.58
13.18
12.08
6.25
5.99
5.17
a Includes 7,648,232 shares held by Eng Kim Low
b 12,326,981 held by Andrew Low and 5,000,000 held by Paris Pushkin Pty Ltd
c
Includes 15,410,195 shares held by Jilcy Pty Ltd and 1,395,000 shares held by
Bankura Pty Ltd
d Includes 5,715,000 shares held by J&B Schlederer Pty Ltd and 2,262,000
shares held by Schlederer Nominees Pty Ltd
e 4,006,396 held by BB&M Holdings Pty Limited and 2,595,514 held by Kin Group Pty Limited
VOTING RIGHTS
Ordinary Shares
At 31 August 2018 there were 423 holders of the ordinary shares of the Company. The voting rights
attaching to the ordinary shares, set out in Articles 69 and 70 of the Company’s constitution, are:
Article 69
“Subject to these Articles and any rights or restrictions for the time being attached to any class or
classes of shares:
(a) at meetings of members or classes of members each member entitled to attend and vote may attend
and vote in person or by proxy, or attorney and (where the member is a body corporate) by
representative;
(b) on a show of hands, every Member present has 1 vote;
(c) on a poll, every Member present has:
(i) 1 vote for each fully paid share; …….”
Article 70
“Where more than 1 joint holder votes, the vote of the holder, whose name appears first in the register
of members shall be accepted to the exclusion of the others.”
- 57 -
ACADEMIES AUSTRALASIA GROUP LIMITED
AND CONTROLLED ENTITIES
ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES
20 LARGEST SHAREHOLDERS AS AT 31 AUGUST 2018
Registered Name
No. Shares
%
1 Mr Chiang Meng Heng
2
3
4
5
6
7
8
9
10
11
12
13
14
Jilcy Pty Ltd
Andrew Low
Eng Kim Low
J&B Schlederer Pty Ltd
Paris Pushkin Pty Ltd
JP Morgan Nominees Australia Limited
BB&M Holdings Pty Limited
Kin Group Pty Limited
RTO Solutions Pty Ltd
Schlederer Nominees Pty Ltd
Sargoda Pty Ltd
Cheeky Boys Pty Ltd
HSBC Custody Nominees (Australia) Limited
National Nominees Limited
Bankura Pty Ltd
15
16
17 MK & MP Investments Pty Ltd
18 Mrs Gail Leslie Storey
19 Mr Sartaj Hans
20 Mr Nicholas William Marlin
43,537,729
15,410,195
12,326,981
7,648,232
5,715,000
5,000,000
4,221,425
4,006,396
2,595,514
2,475,441
2,262,000
1,833,334
1,559,934
1,306,821
981,579
963,334
677,135
634,335
619,762
513,000
34.12
12.08
9.66
5.99
4.48
3.92
3.31
3.14
2.03
1.94
1.77
1.44
1.22
1.02
0.77
0.75
0.53
0.50
0.49
0.40
114,288,147
89.56
HOLDING RANGE (SHAREHOLDERS) AS AT 31 AUGUST 2018
Range
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 +
No. Holders
64
125
59
115
60
423
Total No. Shares
37,542
350,292
471,884
4,490,162
122,264,587
127,614,467
%
0.03
0.27
0.37
3.52
95.81
100.00
UNMARKETABLE PARCELS AS AT 31 AUGUST 2018
Minimum $500 parcel at $0.33 per unit
Minimum Parcel Size No. Holders
1,516
80
Units
58,360
.
- 58 -
ACADEMIES AUSTRALASIA GROUP LIMITED
AND CONTROLLED ENTITIES
ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES
CORPORATE INFORMATION
DIRECTORS
Dr John Lewis Schlederer
Christopher Elmore Campbell
Chiang Meng Heng
Gabriela Del Carmen Rodriguez Naranjo
Sartaj Hans
COMPANY
SECRETARIES
Stephanie Noble
Gabriela Del Carmen Rodriguez Naranjo
REGISTERED OFFICE
Academies Australasia Group Limited
Level 6, 505 George Street
Sydney NSW 2000
Australia
Telephone: (02) 9224 5555
Facsimile:
(02) 9224 5550
Email: companysecretary@academies.edu.au
Web Site: www.academies.edu.au
SHARE REGISTRAR
Computershare Investor Services Pty Limited
GPO Box 2975 Melbourne, VIC 3001
Australia
Telephone: +61 (03) 9415 4000
Toll Free (Australia only) 1300 855 080
SECURITIES EXCHANGE
The Company is listed on the Australian Securities Exchange.
The Home Exchange is Sydney.
ASX Code:
AKG
- 59 -
ACADEMIES AUSTRALASIA GROUP LIMITED
AND CONTROLLED ENTITIES
GLOSSARY
AAC
AAHB
AAI
AAPoly
AASB
ACPET
ACT
AIHS
AKG
AOE
ASX
BMC
Board
CBC
Academies Australasia College Pte. Limited
Academies Australasia Hair and Beauty Pty Limited
Academies Australasia Institute Pty Limited
Academies Australasia Polytechnic Pty Limited
Australian Accounting Standards Board or a numbered Standard issued by it
Australian Council for Private Education and Training
Australian College of Technology Pty Limited
Australian International High School Pty Limited
ASX code for Academies Australasia Group Limited – The Company
Academy of English Pty Limited
Australian Securities Exchange
Benchmark Resources Pty Limited - trading as Benchmark College
The Board of Directors of Academies Australasia Group Limited
Clarendon Business College Pty Limited
Company
Academies Australasia Group Limited (ACN 000 003 725) - the parent company
COPHE
Council of Private Higher Education
Corporations Act
Corporations Act 2001 (Cth)
CRICOS
Commonwealth Register of Institutions and Courses for Overseas Students
CSF
DE
International College of Capoeira Pty Limited - trading as College of Sports & Fitness
Discover English Pty Limited
Directors
Board of Directors of AKG
EBITDA
Earnings before interest, taxation, depreciation and amortisation
EGM
EPS
Extraordinary General Meeting
Earnings per share
FY14 to FY19
Financial Year to 30 June 2014 to Financial Year to 30 June 2019 respectively
Group
GST
AKG and all its subsidiaries
Goods and Services Tax
- 60 -
ACADEMIES AUSTRALASIA GROUP LIMITED
AND CONTROLLED ENTITIES
GLOSSARY
LLI
RBT
RTO
SBC
Shares
SPT
STA
Language Links International Pty Limited
Kreate Pty Limited – trading as RuralBiz Training
Registered Training Organisation
Supreme Business College Pty Limited
Fully paid ordinary shares in the Company
CLB Training & Development Pty Limited as trustee for the CLB Unit Trust - trading as
Spectra Training
Transformations – Pathways to Competence and Developing Excellence Pty Limited - trading
as Skills Training Australia
TAFE
Technical and Further Education
TPS
VET
VOS
VSL
Tuition Protection Scheme
Vocational Education and Training
Vostro Institute of Training Australia Pty Limited
Vet Student Loans
- 61 -