board of directors
structure of the board
The Board currently comprises seven members. Board members possess a broad range of industry
experience and business skills to appropriately govern the interests of our shareholders.The Board
continues to actively guide the ongoing growth strategy of the Company. The Board actively involves,
as appropriate, expert and independent advice on matters reserved for the Remuneration and Audit
and Risk Committees.
andrew Kent
Chairman and Executive Director
Mr Kent is an experienced business manager and corporate advisor with more than 30
years of experience in international equities and media. He was the CEO of Aspermont
Limited from 2000 to 2005 and holds considerable knowledge of its products and the
market landscape. Mr Kent joined the Board in 1998 and holds other directorships
in Magyar Mining Ltd and New Guinea Energy Ltd. He is a member of the Australian
Institute of Company Directors.
charbel Nader
Vice-Chairman and Non-executive Director
Mr Nader has extensive experience in corporate finance and strategic advisory roles in
various industries and is presently Chairman of MMP Holdings, Victoria’s largest multi-
media business, combining local magazines, newspapers and digital assets. With 16
publications delivered to 925,000 homes across Melbourne and Geelong every week
and a stable of digital assets including reviewproperty.com.au. Mr Nader joined the
Board in January 2010. He is chairman of Aspermont’s Audit and Risk Committee and
Remuneration Committee.
Lewis cross
Non-executive Director
Mr Cross was the former principal of the accounting firm CrossCorp Accounting from
1979 to 2009. A board member since 2000, Mr Cross is also Executive Chairman of
White Canyon Uranium Ltd and Non-Executive Chairman of Golden State Resources
Ltd. He is a member of Aspermont’s Audit and Risk Committee and Remuneration
Committee.
John detwiler
Company Secretary
Mr Detwiler is a Certified Practising Accountant with more than 25 years of financial
and corporate accounting experience at private and listed international companies.
Joining Aspermont as Company Secretary and Chief Financial Officer in June 2010 he
brings strong operational and strategic skills to the Group.
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board of directors coNtiNued
chris Maybury
Non-Executive Director
Mr Maybury has been the non-executive Chairman of Hong Kong based Beacon Events
Limited since 2005. Prior to his role with Beacon Events, he was CEO of International
Institute of Research (“IIR”), which grew into the world’s largest conference and
performance-improvement group with revenues of US$900 million. He has also held
senior executive roles with News International, Marks and Spencer and Tesco. Mr
Maybury joined Aspermont’s Board in August 2012.
david Nizol
Executive Director
Mr Nizol has a wealth of publishing experience including holding senior executive
positions and directorships in both public and in private companies. Mr Nizol is Chief
Executive Officer of Aspermont UK and joined the Board in January 2010.
colm o’brien
Chief Executive Officer and Executive Director
Mr O’Brien has in-depth management consulting and banking experience through
previous roles, he has held the position of Group Chief Executive Officer since October
2005 and has a detailed knowledge of the products, strategy and media landscape.
Mr O’Brien joined the Board in January 2010 and holds a directorship with Magyar
Mining Plc. He is a member of Aspermont’s Remuneration Committee.
John stark
Non-executive Director
Mr Stark is an experienced business manager with interests across various listed and
unlisted companies. Mr Stark has been a member of the Board since 2000 and is a
member of Aspermont’s Audit and Risk Committee and Remuneration Committee.
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chAirmAn’s review
Dear shareholders,
May the Board and I take this opportunity to thank you for all your kind patience and support.
Conditions in the sectors that your company trades in have been restrained due to both cyclical and political
turbulence. A consequence of this is, at Aspermont’s lowest point your company improved revenue, margin
and once again consumed a disproportionate amount of EBITA into investments - which is consistent with
Aspermont’s decade-long theme to build a global “ballroom” for its products from within its resources.
In this endeavour management has:
• delivered momentum innovation sound returns (both at the gross and net level)
• shown a willingness to rise to conditions as well as deal with complexities; often less apparent in
structured commercial solutions than at the conversion to dollar phase
• needed to advance with the Board a relentless approach for growth via profits and cash flow
• of its own accord managed to reduce bank debt by 75% over the past four years
Today your company is of a size where additional earnings reduce the percentage spent in corporate costs.
Today your company enjoys the benefits of its new, well-staffed offices in China and Brazil, which came alive in
2012/13.
Aspermont’s global ballroom approach has been made easier through strong management recruitment with a
team that provides clarity, common sense practice and much needed unique skillsets.
Finally, and possibly most importantly, I regard content needing non-stop moulding to structured standardisation;
collected and dispatched with overarching themes through new mediums/platforms that are able to be
collateralised and branded to a higher providence for the community, as critical to our success - whether face to
face, digital or print.
The question remains can a high provident, overarching, multi-platformed content retriever and provider be able
to slice, dice and commercialise through the cash centres it has or is building. I hope so.
During the current year, I will encourage the executives of this company to make more, spend more, extinguish
debt and further expand in products and reach.
Without meaningful debt there must be dividends.
Yours sincerely,
Andrew Kent | Chairman
Aspermont Limited
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Group ceo reporT
Dear shareholders,
The following provides an update on our operations, we continue to grow the business platform across all
our channels. We are well positioned to take on the large growth areas of Events and Digital, through senior
recruitment, investment in infrastructure and product development.
I would like to thank the Board of Directors, our staff and customers as Aspermont continues to create a media
business of substance.
Colm O’Brien | Group CEO
Aspermont Limited
The Group hAs conTinueD To esTAbLish A firm operATinG
bAse for fuTure GrowTh from finAnciAL YeAr 2012/13
• Underlying Revenue up 1%*, resilient in tough
• Recruitment of key personnel across
markets
• Media EBITDA $2.7m down from $4.4m,
the group as part of the investment in
growth strategy
impacted by $2m of P&L ‘investments
• New digital platform strategy and
in growth’
implementation underway
• Bank Debt down by 18% to $3.8m
• Expanded operating centre in Hong Kong and
(1.37x Media EBITDA), aim to reduce to
new office in Brazil to launch our first South
under 1x this FY
American brand
* Consolidated Rev up 22% to $40m on consolidation of Events subsidiary
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Operating Revenue ($000)((484))1,0762010163201120098791,611R20103,4292011200922,96724,729201024,98020112009Market Capitalisation ($000)Media EBITDA ($000)Net Profit After Tax ($000)33,13956,513201018,8802011(258)20124,377201232,806201240,179*20132,743201325,06520122,509201316,71020132009
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KeY secTors
Aspermont has over 150 products across 5 key business
sectors, products range from quarterly magazines to large events
prinT
DiGiTAL
evenTs
energynewspremium.net
• print saw a decrease in
• Digital revenue has a marginal
• our flagship mines & money
revenues in 2012/13, mainly
driven by market conditions
in mining & Agriculture; the
addition of our new environment
sector has helped minimize the
overall impact to 2%
• This year we will launch all our
print mastheads onto tablet
editions, early indications
are showing new revenue
opportunities
• Longer term growth will remain
in single digits, however given
our strong mastheads the
returns are high for this channel
increase of $100k in fY2012/13,
revenue has remained robust
despite trading conditions
• we are focusing on a range of
new digital products & a new
technology stack
• During the year we successfully
launched mining news brazil
• new product lines include a
re-launch of mining Journal,
data services, enriched
content through webinars,
online training courses and a
larger inventory of premium
advertising space
events were ahead year on
year by an average 12%
• The consolidation of our
Global events subsidiary
(Aspermont is the 60%
majority shareholder) added
significantly to the overall
revenue shape
• we are focused on the
creation of annual and large
scale events, whilst ensuring
we maintain a safe level of
reinvestment for this growth
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LonDon
beLo horiZonTe
focus on evenTs
• Continues success of Mines
& Money brand, relaunch of
Mines & Money Australia in
Melbourne in September
• Significant reinvestment of profit
into growing increased global
infrastructure, in particular into
new division in Europe
• Ongoing recruitment of key
personnel to underpin future
growth expectations
focus on DiGiTAL
• Social media focus particularly
on Facebook and LinkedIn for
growing large community-based
audience
• Content marketing solution
across other mining and energy
websites in FY14
• First foreign language online
product launched in Brazil with
in country office established
• C.1000 paid members in 6
months post launch
• Delivery of more efficient IT
& Production capability
• Alignment of systems and
management across the
combined Events subsidiary
founded on Aspermont’s owned
ASPIRE search algorithm and
engine ready to branch out
• Commence transition from
legacy technology to more
customer centric approach
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ThrouGh our operATinG
cenTres, we Are buiLDinG
A LArGe infrAsTrucTure To
conTinue To proviDe vALue ADD
informATion sources To our
GLobAL communiTies
honG KonG
perTh
sYDneY
revenue breAKDown
print 44%
Digital 13%
events 43%
• strong annual margin
• high margin/Low entry
• high margin return
• continues to grow
• critical for sector support
to new geographies
• strong database growth
• Low entry price for new launches
• Ability to leverage a proven
and brand leverage
• multiple revenue streams
model
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The Group’s sTrATeGic focus in
The shorT Term is on The
DeLiverY of The foLLowinG Three
obJecTives, wiTh The Aim of
DeLiverinG susTAineD profiTAbiLiTY
new
pLATforms
ensuring all our
brands are available
anywhere, anytime.
• We have selected a
technology stack that
allows a higher degree
of interactivity and
can ensure consistent
publishing to mobile and
desktop
• This includes the
launching of tablet
editions of all the groups
print mastheads during
this financial year
• Maximise reader and
advertisers experience
is compelling and
innovative. It has also
allows the opening up
new revenue streams
for subscription and
advertising in key
mastheads
• Efficiency in Creation,
Production , Delivery
& Monetization of our
Brands and Content
brAnD
exTension
brand extension,
launching of new
events and digital
products that align
to our brands and
extend them further
into the niche
communities
• We have considerable
intellectual property
within our brands, these
can be leveraged into
new products in the
sectors we serve
• New content streams
being developed
to provide further
information to audience
engagement models
• The cross leverage of
publishing brands to
events and training
opportunities is a key
growth area
• Deeper investment in
mArGin
mAnAGemenT
focussing on
productivity,
cost control and
product mix; better
scalability for the
future
• Our IT & Production
departments are now
aligned globally and
allows us to transfer
work between operating
centres
• Better cost comparison
have also been
implemented across
the product groupings
including finance
integration within our
global events business
has led to better decision
making
• More efficient deployment
of our global infrastructure
will allow ease of scale
and integration for future
acquisition opportunities
content sources, personnel
and delivery capability are
key to ensuring Aspermont
retains and grow its
intellectual property
• Implementing robust
allocation of capital
models to better assess
growth opportunities
across the group
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DirecTor’s reporT
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Your directors present their report on the consolidated entity (referred to hereafter as the Group) consisting of
Aspermont Limited and the entities it controlled at the end of, or during, the year ended 30 June 2013.
Directors
The following people were directors of Aspermont Limited during the financial year and up to the date
of this report:
A.L Kent
J. Stark
L.G. Cross
C. O’Brien
D. Nizol
C. Nader
C. Maybury - joined the board in August 2012
Alex Kent - alternate director to A.L Kent
principal activities
The Group’s principal activities during the year were to develop and grow its various industry-leading
mastheads through a combination of print, online and conference media channels.
operating results
The consolidated operating profit after tax was $3.5 million (2012: loss $0.26 million).
Dividends
No dividend has been declared for the year (2012: no dividend).
review of operations
The 2013 financial year has been a mixed one for our business. It began strongly, however general trading
conditions started to deteriorate in the second quarter and have continued to do so, particular in the Australian
market.
The impact of this as reported has been a reduction year-on-year in our media earnings before interest, taxes,
depreciation and amortisation (“Media EBITDA”1) of $1.7m. There is a resulting positive improvement to
our net profit, with the Group seeing an improvement year on year of $3.8m. This is primarily the result of a
change in the estimated Beacon put option liability and lower taxes for the Group.
There has been continued progress made in bringing a number of initiatives to fruition and we are well-
progressed in our efforts to integrate our expanded Global Events offering. We now have an established
infrastructure, have recruited several key resources and determined a strategy for further growth into multiple
business-to-business sectors.
On the publishing side, we have also recruited key resources, in particular to drive our online strategy and
increase our footprint in the UK. Unlike many media groups, Aspermont transitioned to paid content over 10
years ago. Our strategy focus now is to improve the depth of our information, functionality and user experience
across all our communities. The cost of this improvement program has been taken to the profit and loss, and
is represented in the reduction in our online segment results.
The investment segment has seen a net loss of $1.7 million in the current year versus a loss of $0.7 million in
the previous year. This loss largely stemmed from the sale of one of our investments, as well as an increase in
focused resources for the segment.
We have further cut our primary bank debt year on year, from $4.6 million to $3.8 million, in line with a
planned debt reduction program implemented three years ago. This debt reduction will continue, with principal
payments of $0.7 million and $0.7 million scheduled in the upcoming fiscal years.
For the medium term, the underlying mining industry sector, representing 65% of Group revenue, remains
in good order. Undoubtedly the junior end of the market will benefit from a round of consolidation and more
robust criteria for access to capital. With 55-60% of our underlying revenue now booked in either US dollars
or UK Sterling, the Group will benefit from a weakening Australian dollar, or a stabilisation at the current rate.
1. Media EBITDA before share option expenses is outlined and reconciled to profit from continuing operations before income
tax expense in section B of the remuneration report.
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DirecTors’ reporT
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Going concern Disclosure
At 30 June 2013 and at the date of this report, the Company is negotiating a revised facility agreement with
the ANZ. The Company believes it is in compliance with the financial covenants of the facility, but the bank has
suggested changes to the proposed calculation. There is a lack of clarity and difference in interpretation on the
calculation of the original financial covenants, which pre-date the Beacon Events transaction. The Company is
currently in discussion with the ANZ to define the appropriate financial covenants of the facility and to revise the
terms of the facility. As a result of these discussions and uncertainty over the calculation of the covenant ratios,
the entire loan has been reclassified as a current borrowing at 30 June 2013.
There are no matters existing to indicate that the company will be unable to successfully renegotiate the facility.
significant changes in the state of affairs
The significant changes in the state of affairs of the Group during the financial year are outlined in the
preceding review of operations.
matters subsequent to the end of the financial year
No other matter or circumstance has arisen since 30 June 2013 that has significantly affected, or may
significantly affect:
(a) The Group’s operations in future financial years, or
(b) The result of those operations in future financial years, or
(c) The Group’s state of affairs in future financial years.
Likely developments and expected results of operations
The recent slowdown in the mining sector, particularly in Australia, means the upcoming year is expected to be
one of consolidation, as we reduce some expenses and reduce or eliminate marginal elements of the business.
Further significant investments in the upcoming year are expected to be limited to the online and events business.
environmental regulations
Environmental regulations do not have any impact on the group, which is not required to report under the
National Greenhouse and Energy Reporting Act 2007.
information on Directors
A.L Kent, AAICD Chairman and Executive Director. Age 66
Experience and expertise
Mr Kent is an experienced business manager and corporate adviser with over 30 years of experience in international
equities and media. Mr Kent was the CEO of Aspermont Limited in 2000-05 and holds considerable knowledge
of its products and the market landscape. Kent joined the board in 1998.
Other current directorships
Mr Kent holds directorships in Magyar Mining Ltd (since 2008) and New Guinea Energy Ltd (since 2009). He is
a member of the Australian Institute of Company Directors.
Former directorships in past 3 years
Water Resources Group Ltd (resigned 2012)
Excalibur Mining Ltd (resigned 2012)
Special responsibilities
Chairman of the Board
Interest in shares and options
116,925,000 ordinary shares in Aspermont Limited
16,000,000 unlisted options on ordinary shares
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DirecTors’ reporT
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Information on Directors (continued)
J. Stark, AAICD Non-executive Director. Age 67
Experience and expertise
Mr Stark is a business manager with experience and interests across various listed and unlisted companies. Mr
Stark has been a member of the Board since 2000.
Other current directorships
None
Former directorships in past 3 years
None
Special responsibilities
Member of Remuneration Committee
Member of Audit & Risk Committee
Interest in shares and options
29,531,000 ordinary shares in Aspermont Limited
L.G Cross, B.Com, CPA, FAICD Non-executive Director. Age 65
Experience and expertise
Mr Cross was the former principal of the accounting firm CrossCorp Accounting from 1979 to 2009. He has
been a member of the board since 2000.
Other current directorships
Executive chairman of White Canyon Uranium Ltd (since 2007)
Non-executive chairman of Golden State Resources Ltd (since 2006)
Special responsibilities
Member of Audit & Risk Committee
Member of Remuneration Committee
Former directorships in past 3 years
Non-executive chairman of Polaris Metals NL (resigned 2010)
Interest in shares and options
1,700,000 ordinary shares in Aspermont Limited
C. O’Brien, BCL (Hons), AAICD Executive Director. Age 41
Experience and expertise
Mr O’Brien has in-depth management consulting and banking experience through previous roles. He has held
the position of group CEO since October 2005 and has a detailed knowledge of the products, strategy and
media landscape. Mr O’Brien joined the board in January 2010.
Other current directorships
Magyar Mining Plc
Special responsibilities
CEO - Group
Member of Remuneration Committee
Former directorships in last 3 years
None
Interest in shares and options
3,575,417 ordinary shares in Aspermont Limited
4,000,000 unlisted options on ordinary shares
D. Nizol, BA Business Studies (Hons) Executive Director. Age 61
Experience and expertise
Mr Nizol has a wealth of publishing experience, including holding senior executive positions and directorships
in public and in private companies. Mr Nizol joined the board in January 2010.
Other current directorships
None
Special responsibilities
CEO – Aspermont UK
Former directorships in last 3 years
None
Interest in shares and options
1,700,603 ordinary shares in Aspermont Limited
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DirecTors’ reporT
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Information on Directors (continued)
C. Nader B.Com, M App Fin, CA, Vice-chairman, Non-executive Director. Age 44
Experience and expertise
Mr Nader has extensive experience in corporate finance and strategic advisory roles in various industries. He is
chairman of MMP Holdings, Victoria’s largest multi-media business, combining local magazines, newspapers
and digital assets - with 16 publications delivered to 925,000 homes across Melbourne and Geelong every week
and a stable of digital assets including reviewproperty.com.au. Mr Nader joined the board in January 2010.
Other current directorships
None
Special responsibilities
Chairman of Audit & Risk Committee
Chairman of Remuneration Committee
Lead independent director
Former directorships in past 3 years
None
Interest in shares and options
1,000,000 unlisted options on ordinary shares
C. Maybury, Executive Director. Age 54 (commenced August 2012)
Experience and expertise
Mr Maybury has been the non-executive chairman of Hong Kong-based Beacon Events Limited since 2005. Prior
to this, he was CEO of International Institute of Research (“IIR”), which grew into the world’s largest conference
and performance-improvement group with revenues of $US900 million. He has also held senior executive roles
with News International, Marks and Spencer and Tesco. Mr Maybury joined the board in August 2012.
Other current directorships
None
Special responsibilities
None
Former directorships in last 3 years
None
Interest in shares and options
5,000,000 unlisted options on ordinary shares
Alex Kent, Alternate Director to A.L Kent. Age 33
Experience and expertise
Mr Alex Kent has over 10 years’ experience in technology and digital publishing through previously roles at
Microsoft Corp and across the Aspermont Group.
Other current directorships
Magyar Mining Ltd
Special responsibilities
None
Former directorships in past 3 years
None
Interest in shares and options
36,000 ordinary shares
The above directors have been in office since the start of the financial year to the date of this report, unless
otherwise stated.
Company Secretary
The company secretary is John Detwiler, BSc, CPA. Mr Detwiler was appointed Company Secretary and Chief
Financial Officer in June 2010, and has extensive financial management and corporate governance experience
- including four years as CFO of Nasdaq-listed Credence Systems Corporation and 10 years with international
accounting firm Price Waterhouse.
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DirecTors’ reporT
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
meetings of Directors
The number of meetings of the Company’s Board of Directors and of each Board Committee held during the year
ended 30 June 2013, and the number of meetings attended by each director were:
Full meetings of
Directors
Meetings of committees
Audit & Risk
Remuneration
A.L Kent
J Stark
L.G Cross
C O’Brien
D Nizol
C Nader
C Maybury
Alex Kent #
A
7
7
7
6
7
7
6
7
A Number of meetings attended
b
7
7
7
7
7
7
6
7
A
**
3
3
**
**
3
3
**
b
**
3
3
**
**
3
3
**
A
**
1
1
1
**
1
1
**
b
**
1
1
1
**
1
1
**
B Number of meetings held during the time the director held office or was a member of the committee during
the year
** Not a member of the relevant committee
# Mr Alex Kent is an Alternate Director for Mr A.L Kent
remuneration report (Audited)
The information provided in this remuneration report has been audited as required by section 308 (3C) of the
Corporations Act 2001.
The remuneration report is set out under the following main headings:
A Principles used to determine the nature and amount of remuneration
B Details of remuneration
C Service agreements
D Share-based compensation
E Additional information
(A) Principles used to determine the nature and amount of remuneration
The objective of the Group’s executive reward framework is to ensure reward for performance is competitive
and appropriate for the results delivered. The framework aligns executive reward with achievement of strategic
objectives and the creation of value for shareholders, and conforms with market practice for delivery of reward.
The board ensures that executive reward satisfies the following criteria for good reward governance practices:
• competitiveness and reasonableness;
• acceptability to shareholders;
• performance linkage/ alignment of executive compensation;
• transparency.
In consultation with external remuneration consultants, the Group has structured an executive remuneration
framework that is market competitive and complementary to the reward strategy of the organisation.
Alignment to shareholders’ interests:
• has economic profit as a core component of plan design;
• focuses on sustained growth in shareholder wealth, consisting of dividends and growth
in share price, and delivering constant return on assets as well as focusing the executive
on key non-financial drivers of value;
• attracts and retains high-calibre executives.
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DirecTors’ reporT
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Remuneration Report (continued)
Alignment to program participants’ interests:
• rewards capability and experience;
• reflects competitive reward for contribution to growth in shareholder wealth;
• provides a clear structure for earning rewards;
• provides a recognition for contribution.
The framework provides a mix of fixed and variable pay, and a blend of short and long-term incentives. As
executives gain seniority within the Group, the balance of this mix shifts to a higher proportion of “at risk”
rewards.
The Board has established a remuneration committee to provide advice on remuneration and incentive policies
and practices, and specific recommendations on remuneration packages and other terms of employment for
executive directors, other senior executives and non-executive directors.
Non-executive directors
The company’s remuneration committee engaged the services of Godfrey Remuneration Group Pty Ltd
(“Godfrey”), an independent specialist on key management personnel remuneration. Under the terms of the
engagement, Godfrey reviewed the proposed remuneration packing for incoming non-executive director
Mr C. Maybury. The report concluded that the remuneration package was reasonable from the Group’s
viewpoint. The resolution was approved by shareholders at the 30 October 2012 Annual General Meeting.
To ensure that the remuneration recommendations were made free from undue influence Godfrey was engaged
and reported directly to the chair of the remuneration committee. Furthermore the final and draft reports were
provided only and directly to the chair of the remuneration committee.
Godfrey was paid $13,475 during 2013, no payments were made in 2012. Previously Godfrey was paid
$28,875 during 2010 and $10,164 during 2011.
Directors’ fees
The current base remuneration was reviewed in the current year and with effect from 1 July 2012 the
directors’ fees are (inclusive of committee fees):
base fees
Executive Chairman
Non-executive Vice Chairman
Non-executive directors
Executive pay
From 1 July 2012
200,000
100,000
45,000
The executive pay and reward framework has three components. The combination of these comprises an
executive’s total remuneration.
Base pay
This is structured as a total employment cost package, which may be delivered as a combination of cash and
prescribed non-financial benefits at the executives’ discretion.
Executives are offered a competitive base pay that comprises the fixed component of pay and rewards External
remuneration consultants provide analysis and advice to ensure base pay is set to reflect the market for a
comparable role. Base pay for executives is reviewed annually to ensure the executive’s pay is competitive with
the market. An executive’s pay is also reviewed on promotion.
There are no guaranteed base pay increases in an executive’s contract.
Benefits
Executives receive benefits including health insurance, car parking allowance, and financial planning services.
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DirecTors’ reporT
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Remuneration Report (continued)
Superannuation
Executives are paid the statutory contribution of 9%. Executives may elect to sacrifice base pay into
superannuation at their discretion.
Short-term incentives (STI)
The STI annual payment is reviewed annually against a combination of earnings before interest, taxes,
depreciation and amortisation (“EBITDA”) profit targets, strategic and operational objectives. Each executive STI
is tailored to the achievement of objectives under that executive’s direct sphere of influence. The use of profit
targets ensures variable reward is only available when value has been created for shareholders and when profit
is consistent with the business plan. The annual bonus payments are approved by the remuneration committee.
The company currently does not have a policy to limit “at risk” remuneration for executives.
Long-term incentives
Long-term incentives are provided to certain employees to incentivise long-term objectives and tenure via share
options. Share options provide a non-cash incentive that aligns directors and employees interests with those of
the shareholders and are granted to motivate and retain directors and employees over a multi-year tenure.
(B) Details of remuneration
Amounts of remuneration
Details of the remuneration of the directors and key management personnel of the Group (as defined in AASB
124 Related Party Disclosures) of Aspermont Limited and the Aspermont Limited Group are set out in the
following tables.
The key management personnel of the group are the following:
• Andrew Leslie Kent – Chairman and Executive Director
• Charbel Nader – Vice-chairman and Non-executive Director
• John Stark – Non-executive Director
• Lewis George Cross – Non-executive Director
• Chris Maybury – Executive Director
• Colm O’Brien – Chief Executive Officer (Group) and Executive Director
• David Nizol – Chief Executive Officer (UK) and Executive Director
• John Detwiler – Chief Financial Officer and Company Secretary
• Trish Seeney – General Manager (Australia)
• Mark Davies – Group Strategy and Consulting
• Alex Kent – Alternate Director to Andrew Kent and Group Online Consultant
• Ajit Patel – Chief Information Officer, Group
• Daniel Kirwin - Executive Director Beacon Events
The following table demonstrates the group’s performance over shareholder value during the last five years:
Profit attributable to owners of
the company
Dividends paid
Share price at 30 June
Return on capital employed
2013
2012
2011
2010
2009
2,509,216
(258,393)
163,010 1,076,000 (484,000)
-
$0.07
23.3%
-
-
-
-
$0.11
$0.08
$0.14
$0.26
(1.7%)
1.1%
4.8%
(2.5%)
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DirecTors’ reporT
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
(B) Details of remuneration (continued)
The table below illustrates the link between the Group’s financial performance and the incentive compensation
amounts (including the value of share options in long-term incentives) for the key management personnel:
5,000
4,000
3,000
2,000
1,000
Reported Media EBITDA before
share option expense (000’s)
Short term incentive bonus
amount (000’s)
Long term incentive amount
(000’s)
2011
2012
2013
The Group has historically focused its performance measurement on the media business earnings before
interest, taxes, depreciation and amortisation and share option expense (“Media EBITDA”) as this best reflects
the underlying cash generating performance of the business. The reconciliation of statutory earnings to Media
EBITDA is as follows:
Consolidated
Profit from continuing operations before income tax expense
Add back:
Interest
Depreciation and amortisation
Share option expense
Impairment or gain loss of investments
Share of net profit in associates
Operating expense for investment activities
subtract:
Re-estimation of Beacon put option liability
Other income
Net profit attributable non-controlling interest
Media EBITDA before share option expense
2013
$000
3,061
1,529
907
243
862
489
435
(3,624)
(130)
(1,029)
2,743
2012
$000
836
1,013
745
1,215
766
48
-
-
(249)
-
4,374
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DirecTors’ reporT
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
(B) Details of remuneration (continued)
Key management personnel of the Group and other executives of the company and the Group:
Short-term employee benefits
Share
based
payments
Long-term
employee
benefits
Post
employment
benefits
cash
salary or
fees
bonus
non
monetary
benefits
options
Long
service
leave
super-
annuation
Total
2013
name
executive Directors
A L Kent (Chairman)
184,968
-
-
304,537
120,000
47,632
326,202
285,132
-
-
-
-
-
-
-
243,000
15,665
16,514
217,147
27,744
24,923
524,836
-
-
22,157
348,359
19,468
547,600
1,100,838
120,000
47,632
243,000
43,409
83,062 1,637,941
Sub-total non-executive
directors
172,509
other Key management personnel
C O'Brien
D Nizol +
C Maybury * @
Sub-total executive
directors
non-executive Directors
J Stark
L G Cross
C Nader
J Detwiler
T Seeney
M Davies
Alex Kent - Alternate
Director to Andrew Kent #
A Patel + ^
D Kirwin @ ~
Sub-total other key
management personnel
Total key management
personnel compensation
(Group)
41,284
40,808
90,417
-
-
-
-
-
-
-
-
166,906
25,000
4,593
178,234
-
7,477
198,806
20,000
13,660
-
103,441
114,924
-
-
-
-
-
105,504
762,311
45,000
131,233
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3,716
45,000
3,673
44,481
8,138
98,555
15,527
188,036
16,326
212,825
15,755
201,465
10,301
19,350
262,117
-
-
-
-
-
10,344
113,785
38,073
258,501
10,301
99,848 1,048,693
2,035,658
165,000
178,865
243,000
53,710
198,437 2,874,669
+ UK executive remuneration, paid in British Pounds, have been converted to Australian Dollars at the average exchange
rate over the twelve months ending 30 June 2013.
@ Hong Hong executive remuneration, paid in USD, have been converted to Australian Dollars at the average exchange rate
over the twelve months ending 30 June 2013.
# Alex Kent is not paid as an alternate director. However, he provides IT consulting services to Aspermont. See note 20.
* C Maybury commenced in July 2012 with the Beacon Events Limited acquisition and joined the Aspermont Limited board
on 21 August 2012.
^ A Patel commenced 23 January 2013.
~ D Kirwin commenced in July 2012 with the Beacon Events Limited acquisition.
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DirecTors’ reporT
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
(B) Details of remuneration (continued)
2012
name
executive Directors
A L Kent (Chairman)
C O'Brien
D Nizol +
Sub-total executive
directors
non-executive Directors
J Stark
L G Cross
C Nader
Sub-total non-executive
directors
J Detwiler
T Seeney
M Davies
Alex Kent - Alternate
Director to Andrew Kent #
Sub-total other key
management personnel
Total key management
personnel compensation
(Group)
Short-term employee benefits
Share
based
payments
Long-term
employee
benefits
Post
employment
benefits
cash
salary or
fees
non
monetary
benefits
options
Long
service
leave
bonus
super-
annuation
Total
184,474
257,640
-
-
887,351
16,085
221,838
5,359
4,060
16,514 1,093,698
31,955
531,579
199,576 1,159,174
-
-
-
19,958 1,378,708
641,690 1,159,174
16,085 1,109,189
9,420
68,426 3,003,984
41,284
41,284
91,473
174,041
172,346
143,941
196,947
-
513,234
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
55,459
55,459
4,238
13,865
7,477
13,865
4,760
22,184
-
-
16,474
49,913
-
-
-
-
-
-
-
-
-
3,716
45,000
3,715
44,999
8,232
155,165
15,663
245,163
15,331
205,779
12,801
178,084
17,554
241,444
-
-
45,686
625,307
1,328,964 1,159,174
32,560 1,214,562
9,420
129,775 3,874,454
other Key management personnel
+ UK executive remuneration, paid in British Pounds, has been converted to Australian Dollars at the average exchange rate
over the twelve months ending 30 June 2012.
# Alex Kent is not paid as an alternate director. However, he provides IT consulting services to Aspermont. See note 20.
The relative proportions of remuneration that are linked to performance and those that are fixed are as follows:
Fixed remuneration
At risk – STI
At risk – LTI
2013
2012
2013
2012
2013
2012
name
executive Directors
A L Kent (Chairman)
C O'Brien
D Nizol +
C Maybury
non-executive Directors
J Stark
L G Cross
C Nader
100%
77%
100%
56%
100%
100%
100%
other Key management personnel
J Detwiler
T Seeney
M Davies
A Patel
D Kirwin
88%
100%
92%
100%
100%
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19%
58%
16%
n/a
100%
100%
64%
93%
92%
91%
n/a
n/a
0%
23%
0%
0%
0%
0%
0%
12%
0%
8%
0%
0%
0%
0%
84%
n/a
0%
0%
0%
0%
0%
0%
n/a
n/a
0%
0%
0%
44%
0%
0%
0%
0%
0%
0%
0%
0%
81%
42%
0%
n/a
0%
0%
36%
7%
8%
9%
n/a
n/a
Directors’ report
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
(C) Service agreements
On appointment to the board, all directors enter into a service agreement with the company in the form of a
letter of appointment. The letter summarises the board policies and terms, including compensation, relevant to
the office of the director.
Remuneration and other terms of employment for the Chief Executive Officer (Group) and other key management
personnel are formalised and reviewed by the remuneration committee. Each of these agreements provides for
the provision of performance-related cash bonuses, other benefits including certain expenses and allowances.
Other major provisions of the agreements relating to remuneration are set out below.
c. o’Brien Chief Executive Officer (Group)
• Term of agreement – commencing 1 October 2011 and ending 1 October 2016.
• Base compensation, inclusive of salary, superannuation, benefits and certain expenses, for the year ended
30 June 2013 of $350,000. This amount to be reviewed annually by the remuneration committee.
• Payment of a benefit on early termination by the company, other than for gross misconduct, equal to the
base salary for the greater of 12 months or the remaining term of the agreement.
D. Nizol Chief Executive Officer (UK)
• Term of agreement – ongoing, commencing 28 May 2008.
• Base compensation, inclusive of salary and pension contributions, for the year ending 30 June 2013 of
GBP 228,000 (AUD $348,400). This amount to be reviewed annually by the remuneration committee.
• Payment of a benefit on termination by the company, other than for gross misconduct, equal to 6 months
base salary.
c. Maybury Executive Director
• Term of agreement – ongoing, commencing 21 August 2012.
• Base compensation, inclusive of salary, superannuation, benefits and certain expenses, for the year ending
30 June 2013 of USD $225,000 (AUD $230,895) from Beacon and AUD $75,000 from Aspermont. This
amount to be reviewed annually by the respective boards.
J. Detwiler Chief Financial Officer and Company Secretary
• Term of agreement – ongoing, commencing 27 May 2010.
• Base compensation, inclusive of salary, superannuation, benefits and certain expenses, for the year ending
30 June 2013 of $197,800. This amount to be reviewed annually by the remuneration committee.
• Payment of a benefit on termination by the company, other than for gross misconduct, equal to 6 months
base salary.
M. Davies Group Strategy and Consulting
• Term of agreement – ongoing, commencing 19 November 2007.
• Base compensation, inclusive of salary, superannuation, benefits and certain expenses, for the year ending
30 June 2013 of $223,600. This amount to be reviewed annually by the remuneration committee.
• Payment of a benefit on termination by the company, other than for gross misconduct, equal to 6 months
base salary.
t. seeney General Manager
• Term of agreement – ongoing, commencing 30 August 2010.
• Base compensation, inclusive of salary, superannuation, benefits and certain expenses, for the year ending
30 June 2013 of $175,000. This amount to be reviewed annually by the remuneration committee.
• Payment of a benefit on early termination by the company, other than for gross misconduct, equal to 6
months base salary.
A. patel Group Chief Information Officer
• Term of agreement – ongoing commencing 23 January 2013.
• Base compensation, inclusive of salary, superannuation, benefits and certain expenses, for the year
ending 30 June 2013 of GBP 165,000. (AUD $252,137). This amount to be reviewed annually by the
remuneration committee.
• Payment of a benefit on early termination by the company, other than for gross misconduct, equal to 6
months base salary.
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Directors’ report
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
(C) Service agreements (continued)
D. Kirwin Executive Director Beacon Events
• Term of agreement - ongoing.
• Base compensation, inclusive of salary, superannuation, benefits and certain expenses, for the year ending
30 June 2013 of USD 225,000 (AUD $230,895) from Beacon. This amount to be reviewed annually by
the Beacon board.
(D) Share-based compensation
Options
On 23 November 2012, in accordance with the resolution approved at the annual general meeting of
shareholders, 5,000,000 unlisted options were issued:
Name
# Options
Grant and
Vest Date Expiry Date
Exercise
Price
Option Value
Performance
Criteria
# Vested # Lapsed
C Maybury
5,000,000 31-Oct-12 31-Oct-16
15c
$243,000
None
5,000,000
total
5,000,000
$243,000
5,000,000
-
-
The unlisted options were independently fair valued at $0.0486 per option on the date of grant using
a Black Scholes Merton pricing model with the following variables:
$0.15
• Exercise price
$0.10
• Market value on date of grant
4 years
• Life of the option
75%
• Expected share price volatility
3.50%
• Risk free interest rate
• Expected dividend yield
0%
• Options are granted at no consideration and are fully vested on date of grant
All options are fully vested at the reporting date and were granted at an exercise price of 150% of the market
value on the date of grant. This was considered sufficient performance incentive and no further performance
conditions were added in order to avoid unintended taxation consequences to the recipients. No options
were exercised or lapsed in Aspermont Limited in 2013 and 2012. The table in section B above provides a
comparison of short and long-term incentive compensation compared to the media earnings before interest,
taxes, depreciation and amortisation (“Media EBITDA”) performance.
Shares
No shares were issued to key management personnel of the group and other executives of the company and the
Group during 2013.
(E) Bonus Payments
Bonuses appearing in the table for 2013 for C O’Brien, J Detwiler and M Davies were granted in November
2012 for performance in the 2012 fiscal year. These bonuses were granted by the remuneration committee for
general individual contributions in fiscal 2012 rather than specific measured criteria.
No bonuses have been approved for performance related to the 2013 fiscal year.
this is the end of the Audited remuneration report.
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Directors’ report
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Loans to/from directors and executives
Information on loans from directors and executives, including amounts, interest rates and repayment terms are
set out in note 20 to the financial statements.
shares under option
Unissued ordinary shares of Aspermont Limited under option at the date of this report are as follows:
Date of issue
Date of expiry
exercise price
Number of options
31-Oct-12
31-Oct-11
30-Oct-16
30-Oct-15
15c
15c
5,000,000
21,900,000
insurance of officers
During the financial year, Aspermont Limited paid a premium to insure the directors and officers of the
company and its Australian-based controlled entities.
The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings that may
be brought against the officers in their capacity as officers of entities in the group, and any other payments
arising from liabilities incurred by the officers in connection with such proceedings. Not included are such
liabilities that arise from conduct involving a wilful breach of duty by the officers or the improper use by the
officers of their position or of information to gain advantage for themselves or someone else to cause detriment
to the company. It is not possible to apportion the premium between amounts relating to the insurance against
legal costs and those relating to other liabilities.
indemnity of auditors
The company has not, during or since the end of the financial year, given an indemnity or entered into an
agreement to indemnify, or paid insurance premiums in respect of the auditors of the Group.
proceedings on behalf of the company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring
proceedings on behalf of the company, or to intervene in any proceedings to which the company is a party, for
the purpose of taking responsibility on behalf of the company for all or part of those proceedings.
No proceedings have been brought or intervened in on behalf of the company with leave of the Court under
section 237 of the Corporations Act 2001.
Non-audit services
The company may decide to employ the auditor on assignments additional to their statutory audit duties where
the auditor’s expertise and experience with the company and/or the Group are important.
The board of directors has considered the position and, in accordance with advice received from the audit
committee, is satisfied that the provision of the non-audit services is compatible with the general standard of
independence for auditors imposed by the Corporations Act 2001.
The directors are satisfied that the provision of non-audit services by the auditor, as set out below, did not
compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons:
• All non-audit services have been reviewed by the audit committee to ensure they do not impact the
impartiality and objectivity of the auditor.
• None of the services undermine the general principles relating to auditor independence as set out on
APES 110 Code of Ethics for Professional Accountants.
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Directors’ report
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
During the year the following fees were paid or payable for non-audit services provided by the auditor of the
parent entity, its related practices and non-related audit firms:
Non-assurance services
Tax compliance - BDO UK and HKG
Tax advisory - BDO WA
Other services - BDO WA
total non-assurance remuneration
2013
$
4,437
17,670
32,786
54,893
2012
$
6,386
23,040
-
29,426
Auditor’s independence declaration
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act
2001 is set out on page 27.
This report of the directors incorporating the remuneration report is made in accordance with a resolution of
the board of directors.
C. O’Brien
Director
Perth
27 September 2013
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corporAte GoverNANce report
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
corporate Governance
The primary role of the Aspermont Board (“Board”) is the protection and enhancement of long-term
shareholder value. The Board is accountable to shareholders for the performance of the company. It directs
and monitors the business and affairs of the company on behalf of shareholders and is responsible for the
company’s overall corporate governance.
The company is committed to a governance framework using the Australian Securities Exchange’s (ASX)
“Principles of Good Governance and Best Practice Recommendations”.
The company has complied with all the best practice recommendations of the ASX Corporate Governance Council
for the year ended 30 June 2013 unless otherwise disclosed below (A is “adopted” and N/A is “not adopted”).
Diversity disclosures regarding the proportion of women in the Aspermont workforce at 30 June 2013:
Directors and employees
total Men
total Women
Women %
Board
Senior Management
Department Head
Employees
total
7
7
14
90
118
-
1
9
100
110
0.0%
12.5%
39.1%
52.6%
48.2%
corporate Governance principles
Principle 1
Lay solid foundations for management and oversight
Principle
Status
Comment
1.1 Companies should establish the
A
functions reserved to the board and
those delegated to senior executives
and disclose those functions
1.2 Companies should disclose the
process for evaluating the performance
of senior executives
1.3 Companies should provide the
information indicated in the Guide to
reporting on Principle 1
A
A
The company has developed a Board
charter that determines the functions
reserved for the Board and those
delegated to executive management.
The Board charter includes executive
appointments, strategic direction,
monitoring performance, risk
management, approval of business
plans and budgets and any other
matter impacting business direction
and shareholder interests.
Executive responsibilities are clearly
defined through job descriptions,
delegated authority guidelines and
monitored through performance
appraisals.
The company has established a
remuneration committee to review and
make decisions in relation to director
and senior executive remuneration.
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corporAte GoverNANce report
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Corporate Governance Principles (continued)
Principle
Status
Comment
Principle 2 Structure the Board to add value
2.1 A majority of the Board should be
N/A
independent directors
2.2 The chair should be an independent
N/A
director
2.3 The roles of chair and CEO should not
A
be exercised by the same individual
2.4 The board should establish a
nomination committee
N/A
2.5 Companies should disclose the
N/A
process for evaluating the performance
of the board, its committees and
individual directors
The Board comprises seven directors,
three of whom are non-executive
and two of whom are classified as
independent. The Board believes
that this is both appropriate and
acceptable given the size and structure
of the business.
The Chairman is not independent,
however, the roles of Chairman and
CEO have been separated. In addition,
the Board has a lead independent
director for related party matters.
The Board considers that this is
appropriate and acceptable given the
size and structure of the business.
These positions are held by separate
persons.
A separate committee has not been
established. The Board considers that
this is appropriate and acceptable
given the size of the Board.
The Board is reviewing appropriate
ways of compliance as and when
appropriate.
2.6 Companies should provide the
A
information indicated in the Guide to
reporting on Principle 2
The skills and experience of directors
are set out in the company's annual
report and on its website.
Principle 3 Promote ethical and responsible decision making
3.1 Companies should establish a code of
A
conduct and disclose the code
3.2 Companies should establish a policy
concerning diversity and disclose
the policy or a summary of that
policy. The policy should include
requirements for the board to establish
measureable objectives for achieving
gender diversity and for the board to
assess annually both the objectives
and progress in achieving them
3.3 Companies should disclose in each
annual report the measureable
objectives for achieving gender
diversity set by the board in
accordance with the diversity policy
and progress toward achieving them
N/A
N/A
The Board has established and
disclosed a policy on corporate social
responsibility and an employee code
of conduct that is signed by each new
employee upon induction.
The Board has not established a
diversity policy, however, the Board
will adopt a diversity policy as the
company grows and requires more
employees. The company code of
conduct stipulates an environment
of equal opportunity, free of
discrimination and harassment.
The Board has not established a
diversity policy, however, the Board
will adopt a diversity policy as the
company grows and requires more
employees.
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corporAte GoverNANce report
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Corporate Governance Principles (continued)
Principle
Status
Comment
3.4 Companies should disclose in each
A
Disclosed in the annual report.
annual report the proportion of women
employees in the whole organisation,
women in senior positions and women
on the board
3.5 Companies should provide the
A
information indicated in the Guide to
report on Principle 3
Principle 4 Safeguard integrity in financial reporting
4.1 The board should establish an audit
committee
4.2 The audit committee should be
structured so that it:
- consists only of non-executive
directors
- consists of a majority of independent
directors
- is chaired by an independent chair
who is not the chair of the board
- has at least three members
4.3 The audit committee should have a
formal charter
4.4 Companies should provide the
information indicated in the Guide to
reporting on principle 4
Principle 5 Make timely and balanced disclosure
5.1 Companies should establish
written policies designed to ensure
compliance with ASX Listing Rules
disclosure requirements and to ensure
accountability at a senior executive
level for that compliance
5.2 Companies should provide the
information indicated in the Guide to
reporting on principle 5
Principle 6 Respect the rights of shareholders
6.1 Companies should design a
communications policy for promoting
effective communication with
shareholders and encouraging their
participation at general meetings
6.2 Companies should provide the
information indicated in the Guide to
reporting on principle 6
A
A
A
A
A
A
A
A
A
A
A
The company has adopted a
continuous disclosure policy.
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25
corporAte GoverNANce report
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Corporate Governance Principles (continued)
principle
status
comment
The Board has established an Audit
and Risk Committee to monitor and
review on behalf of the Board the
process of risk management which
the Group utilises.
The Audit and Risk Committee
oversees the Group's risk profile and
approves risk management strategy
and policies, internal compliance
and non-financial internal controls.
The Audit and Risk Committee
will report to the Board on this
system and processes and make
recommendations as necessary.
Principle 7 Recognise and manage risk
7.1 Companies should establish policies
for the oversight and management of
material business risk
7.2 The board should require management
to design and implement the risk
management and internal control
system to manage the company's
material business risks and report to
it on whether those risks are being
managed effectively
7.3 The board should disclose whether it
has received assurance from the CEO
and CFO that the declaration provided
in accordance with section 295A of
the Corporations Act is founded on
a sound system of risk management
and internal control and that the
system is operating effectively in all
material respects in relation to financial
reporting risks
7.4 Companies should provide the
information indicated in the Guide to
reporting on principle 7
Principle 8 Remunerate fairly and responsibly
8.1 The Board should establish a
remuneration committee
8.2 The remuneration committee should be
structured so that it:
- consists of a majority of independent
directors
- is chaired by an independent director
- has at least three members
8.3 Companies should clearly distinguish
the structure of non-executive directors
remuneration from that of executive
directors and senior executives
8.4 Companies should provide the
information indicated in the Guide to
reporting on principle 8
A
A
A
A
A
A
A
A
A
A
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26
Tel: +8 6382 4600
Fax: +8 6382 4601
www.bdo.com.au
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
DECLARATION OF INDEPENDENCE BY BRAD MCVEIGH TO THE DIRECTORS OF ASPERMONT LIMITED
As lead auditor of Aspermont Limited for the year ended 30 June 2013, I declare that, to the best of
my knowledge and belief, there have been no contraventions of:
•
•
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Aspermont Limited and the entities it controlled during the period.
BRAD MCVEIGH
Director
BDO Audit (WA) Pty Ltd
Perth, 27 September 2013
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO (Australia) Ltd ABN 77 050
110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO (Australia) Ltd are members of BDO International Ltd, a UK company limited
by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards
Legislation (other than for the acts or omissions of financial services licensees) in each State or Territory other than Tasmania.
coNsoLiDAteD stAteMeNt of profit or Loss
AND coMpreheNsive iNcoMe
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Consolidated
Note
4
5
5
4
9
9
6
2013
$000
40,179
(17,792)
22,387
(1,523)
(4,165)
(1,534)
(6,616)
(1,529)
(243)
(6,651)
(22,261)
126
(330)
3,624
130
(244)
(245)
3061
477
3,538
1,029
2,509
2012
$000
32,806
(11,971)
20,835
(1,256)
(5,069)
(1,049)
(5,847)
(1,013)
(1,215)
(4,134)
(19,583)
1,252
(617)
-
249
(48)
-
836
(1,094)
(258)
-
(258)
Revenue from continuing operations
Cost of sales
Gross profit
Distribution expenses
Marketing expenses
Occupancy expenses
Corporate and administration
Finance costs
Share based payments
Other expenses
Change in fair value of investments
Re-estimation of Beacon put option
Other income
Share of net loss in associates
Impairment of investment in associates
Profit/(loss) from continuing operations before
income tax expense
Income tax benefit/(expense) relating to
continuing operations
profit/(loss) for the year from continuing operations
Profit/(loss) attributable to:
Net profit/(loss) attributable to non-controlling interest
Net profit/(loss) attributable to equity holders of the parent entity
other comprehensive income/(loss)
(Items that will be reclassified to profit or loss)
Foreign currency translation differences for foreign operations
1,882
(516)
(Items that will not be reclassified to profit or loss)
Net change in fair value of equity instruments measured at fair
value through other comprehensive income
Income tax benefit/(expense) relating to other
comprehensive income
Other comprehensive income/ (loss) for the period net of tax
total comprehensive income/(loss) for the period (net of tax)
Total comprehensive income for the period attributable to:
Non-controlling interest
Owners of Aspermont Limited
Basic and diluted earnings/(loss) (cents per share)
23
(810)
57
1,129
4,667
806
3,861
1.05
(880)
314
(1,082)
(1,340)
-
(1,340)
(0.11)
The accompanying notes form part of these consolidated financial statements.
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coNsoLiDAteD stAteMeNt of fiNANciAL positioN
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Consolidated
2013
$000
Note
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Financial assets
totAL cUrreNt Assets
NON-CURRENT ASSETS
Trade and other receivables
Financial assets
Investments accounted for using the equity method
Property, plant and equipment
Deferred tax assets
Intangible assets and goodwill
totAL NoN-cUrreNt Assets
totAL Assets
CURRENT LIABILITIES
Trade and other payables
Income in advance
Borrowings
Income tax payable
Provisions
totAL cUrreNt LiABiLities
NON-CURRENT LIABILITIES
Borrowings
Deferred tax liabilities
Provisions
Other liabilities
totAL NoN-cUrreNt LiABiLities
totAL LiABiLities
Net Assets
EQUITY
Issued capital
Reserves
Accumulated losses
Parent Entity Interest
Non-Controlling Interest
totAL eQUitY
19
7
8
7
8
9
10
6
11
12
13
14
6
15
14
6
15
16
17
3,145
7,632
175
10,952
436
108
83
356
2,183
30,216
33,382
44,334
4,844
8,769
4,333
925
132
19,003
4,312
2,931
225
7,111
14,579
33,582
10,752
49,292
(13,698)
(24,193)
11,401
(649)
10,752
The accompanying notes form part of these consolidated financial statements.
2012
$000
4,298
4,994
525
9,817
32
1,019
238
363
927
25,860
28,439
38,256
4,310
5,459
1,006
519
-
11,294
8,661
2,700
251
-
11,612
22,906
15,350
49,292
(7,941)
(26,001)
15,350
-
15,350
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coNsoLiDAteD stAteMeNt of chANGes iN eQUitY
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
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1
1
)
4
4
5
,
2
(
)
9
5
5
4
(
,
8
5
4
1
,
)
3
5
0
8
(
,
)
3
9
1
4
2
(
,
2
9
2
9
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coNsoLiDAteD stAteMeNt of cAsh fLoWs
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Note
CASh FLOwS FROM OPERATING ACTIVITIES
Cash receipts from customers
Cash payments to suppliers and employees
Interest and other costs of finance paid
Interest received
Income tax paid
Consolidated
2013
$000
40,752
(36,967)
(565)
18
(468)
2012
$000
34,507
(28,506)
(895)
46
(1,092)
Net cash provided by/(used in) operating activities 19 (b)
2,770
4,060
CASh FLOwS FROM INVESTING ACTIVITIES
Payment for acquisition of subsidiary, net of cash
acquired
26(b)
& (e)
(Payments)/proceeds for loans made
Payments for investments
Proceeds from sale of equity investments
Payments for plant and equipment
Payment for intangibles
Net cash provided by/(used in) investing activities
CASh FLOwS FROM FINANCING ACTIVITIES
Repayment of borrowings
Dividends paid to minority shareholders
Net cash provided by/(used in) financing activities
Net increase/ (decrease) in cash held
cash at the beginning of the year
Effects of exchange rate changes on the balance of
cash held in foreign currencies
538
(230)
(694)
173
(50)
(222)
(485)
(1,302)
(2,295)
(3,597)
(1,312)
4,298
159
cash at the end of the year
19 (a)
3,145
(337)
-
(800)
204
(65)
(222)
(1,220)
(1,285)
-
(1,285)
1,555
2,718
25
4,298
The accompanying notes form part of these consolidated financial statements
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Notes to the coNsoLiDAteD fiNANciAL stAteMeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
1. General information
Aspermont Limited is a listed public company, incorporated in Australia and operating in Australia.
Aspermont Limited’s registered office and its principal place of business are as follows:
principal place of business and
registered office
principal place of business
hong Kong
principal place of business
United Kingdom
613-619 Wellington Street
Perth WA 6000
20/F Siu On Centre
188 Lockhart Road
Wanchai, Hong Kong
Level 4, 120 Old Broad Street
London, United Kingdom EC2N 1AR
Tel: +61 8 6263 9100
Tel: +852 2219 0112
Tel: +44 (0) 207 216 6060
2. significant accounting policies
Statement of compliance
These financial statements are general purpose financial statements that have been prepared in accordance
with Australian Accounting Standards, including Australian Accounting Interpretations, other authoritative
pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001. The Group is a
for-profit entity for the purposes of preparing the financial statements.
The financial report covers the consolidated Group of Aspermont Limited and controlled entities. Separate
financial statements of Aspermont Limited, as an individual entity, are no longer presented as a consequence of
a change to the Corporations Act 2001. Financial information for Aspermont Limited as an individual entity is
included in note 3.
The financial report of Aspermont Limited and controlled entities complies with all International Financial
Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).
Basis of preparation
The financial report has been prepared on an accruals basis and is based on historical costs modified by the
revaluation of selected financial assets for which the fair value basis of accounting has been applied.
The Group early adopted AASB 9 Financial Instruments in fiscal 2011. This standard and its associated
amending standard (AASB 2009-11), specify new recognition and measurement requirements for financial
assets within the scope of AASB 139 Financial Instruments: Recognition and Measurement.
The main changes from AASB 139 include:
All financial assets, except for certain equity instruments will be classified into two categories:
(1) amortised cost, where the investment generates solely payments of interest and principal, or
(2) fair value through profit and loss.
Certain non-trading equity instruments will be classified at fair value through profit and loss or fair value
through other comprehensive income with dividends recognised in net income.
The accounting policies set out below have been consistently applied to all years presented, unless
otherwise stated.
Going concern
At 30 June 2013 and at the date of this report the company is negotiating a revised facility agreement with
the ANZ. The company believes it is in compliance with the financial covenants of the facility, however, the bank
has suggested changes to the proposed calculation. There is a lack of clarity and differences in interpretation on
the calculation of the original financial covenants which pre-date the Beacon Events transaction. The company is
currently in discussion with the ANZ to define the appropriate financial covenants of the facility and to revise the
terms of the facility. As a result of these discussions and uncertainty over the calculation of the covenant ratios,
the entire loan has been reclassified as a current borrowing at 30 June 2013 (see note 14).
The directors believe it is appropriate to prepare the financial statements on a going concern basis as there are
no matters existing to indicate that the company will be unable to successfully renegotiate the facility.
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Notes to the coNsoLiDAteD fiNANciAL stAteMeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Significant accounting policies (continued)
(a) Basis of consolidation
The consolidated accounts comprise the accounts of Aspermont Limited and all of its controlled entities, the
“Group”. A controlled entity is any entity that Aspermont has the power to control the financial and operating
policies of, so as to obtain benefits from its activities.
A list of controlled entities is contained in note 18 to the financial statements.
All inter-company balances and transactions between entities in the consolidated group, including any
unrealised profits or losses, have been eliminated on consolidation.
Where controlled entities have entered or left the economic entity during the year, their operating results have
been included from the date control was obtained or until the date control ceased.
Non-controlling interests in the equity and results of the entities that are controlled are shown as a separate
item in the consolidated financial report.
In the parent entity the investments in the subsidiaries are carried at cost, less impairment.
Changes in ownership interests
The Group treats transactions with non-controlling interests that do not result in a loss of control as transactions
with equity owners of the Group. A change in ownership interest results in an adjustment between the carrying
amounts of the controlling and non-controlling interests to reflect their relative interests in the subsidiary. Any
difference between the amount of the adjustment to non-controlling interests and any consideration paid or
received is recognised in a separate reserve within equity attributable to owners of Aspermont Limited.
When the Group ceases to have control, joint control or significant influence, any retained interest in the entity
is remeasured to its fair value with the change in carrying amount recognised in the Statement of Profit or Loss
and other Comprehensive Income. The fair value is the initial carrying amount for the purposes of subsequently
accounting for the retained interest as an associate, jointly controlled entity or financial asset. Any amounts
previously recognised in other comprehensive income in respect of that entity are accounted for as if the Group
had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in
other comprehensive income are reclassified to profit or loss.
If the ownership interest in a jointly controlled entity or an associate is reduced but joint control or significant
influence is retained, only a proportionate share of the amounts previously recognised in other comprehensive
income are reclassified to the Statement of Profit or Loss and Other Comprehensive Income where appropriate.
(b) Cash and cash equivalents
For the purpose of the statement of cash flows, cash includes:
i. cash on hand and call deposits with banks or financial institutions, net of bank overdrafts; and
ii. investments in money market instruments with less than 14 days to maturity.
(c) Plant and equipment
Each class of plant and equipment is carried at cost less accumulated depreciation and impairment.
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. An asset’s carrying amount is written down immediately to its recoverable
amount if the carrying amount is greater than the 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 Profit or Loss and other Comprehensive Income. When revalued assets
are sold, amounts included in the revaluation reserve relating to that asset are transferred to retained earnings.
The depreciable amounts of all plant and equipment are depreciated on a diminishing value basis over their
useful lives to the economic entity commencing from the time an asset is held ready for use.
The depreciation rates used for depreciable assets are:
class of fixed asset
Plant and equipment
Depreciation rate
13.5-40%
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Notes to the coNsoLiDAteD fiNANciAL stAteMeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Significant accounting policies (continued)
(d) Employee benefits
Provision is made for the company’s liability for employee entitlements arising from services rendered by
employees to reporting date. Employee entitlements expected to be settled within one year together with
entitlements arising from wages and annual leave, which will be settled after one year, have been measured
at their nominal amount. Other employee entitlements payable later than one year have been measured at the
present value of the estimated future cash outflows to be made for those entitlements. Contributions are made
by the group to employee superannuation funds and are charged as expenses when incurred.
(e) Financial instruments
Recognition
The Group recognises receivables on the date that they are originated. All other financial assets are recognised
initially on the trade date at which the group becomes a party to the contractual provisions of the instrument.
Financial assets are classified based on the objective of the Group’s business model for managing the financial
assets and the characteristics of the contractual cash flows.
The Group derecognises a financial asset when the contractual cash flows from the asset expires, or it transfers
the rights to receive the contractual cash flows such that substantially all the risks and rewards of ownership of
the financial asset are transferred.
The Group has the following financial assets:
Financial assets at fair value
Financial assets at fair value are non-derivative financial assets.
Financial assets at fair value are measured initially at fair value, which includes transaction costs directly
attributable to the acquisition of the financial asset. They are measured subsequently at fair value with
movements in fair value being recognised in the profit or loss, unless:
• The financial asset is an equity investment; and
• The Group has made an irrevocable election to present gains and losses on the financial asset in other
comprehensive income. This election has been made on an individual equity basis.
Where the Group is unable to determine a fair value, the assets are held at cost.
Dividends from equity investments are included in the profit or loss regardless of whether the election has been
made to recognise movements in fair value in other comprehensive income.
Profit or loss arising on the sale of equity investments is recognised in the profit or loss unless the election has
been made to recognise fair value movements in other comprehensive income.
Impairment
Impairment losses on financial assets at fair value are recognised in profit or loss, unless the election has been
made to recognise movements in fair value in other comprehensive income, in which case impairment losses
are recognised in other comprehensive income.
(f) Income Tax
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
statement of financial position 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. 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 statement of profit and loss and other comprehensive income except where it
relates to items that may be credited directly to equity, in which case the deferred tax is adjusted directly against
equity. Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be
available against which deductible temporary differences can be utilised.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Significant accounting policies (continued)
(f) Income Tax (continued)
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 economic
entity will derive sufficient future assessable income to enable the benefit to be realised and comply with the
conditions of deductibility imposed by the law.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted
at the end of the reporting period in the countries where the company’s subsidiaries and associates operate
and generate taxable income. Management periodically evaluates positions taken in tax returns with respect
to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where
appropriate on the basis of amounts expected to be paid to the tax authorities.
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and
tax bases of investments in controlled entities where the parent entity is able to control the timing of the reversal
of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets
and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and
tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a
net basis, or to realise the asset and settle the liability simultaneously.
Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in
other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive
income or directly in equity, respectively.
Aspermont Limited and its wholly owned Australian subsidiaries have formed an income tax consolidated group
under the Tax Consolidation System. Aspermont Limited is responsible for recognising the current and deferred
tax assets and liabilities for the tax consolidated group. The Group notified the Australian Tax Office in April
2004 that it had formed an income tax consolidated group to apply from July 2002.
Tax consolidation
Aspermont and its wholly owned Australian subsidiaries are a tax consolidated group. As a consequence, as the
head entity in the tax consolidated group, Aspermont will recognise current and deferred tax amounts relating
to transactions, events and balances of the wholly owned Australian controlled entities in the Group in future
financial statements as if those transactions, events and balances were its own, in addition to the current and
deferred tax balances arising in relation to its own transactions, events and balances. These tax amounts are
measured as if each entity in the tax consolidated group continues to be a stand-alone taxpayer in its own right.
Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as
amounts receivable from or payable to other entities in the Group. Details about any tax funding agreement are
disclosed in note 6.
(g) Foreign currency
Functional and Presentation Currency
The functional currency of each of the Group’s entities is measured using the currency of the primary economic
environment in which that entity operates. The consolidated financial statements are presented in Australian
dollars, which is the parent entity’s functional and presentation currency.
Transaction and Balances
Foreign currency transactions are translated into 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.
Exchange differences arising on the translation of monetary items are recognised in the statement of profit
or loss and other comprehensive income, except where deferred in equity as a qualifying cash flow or net
investment hedge, in which case they are included in other comprehensive income.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Significant accounting policies (continued)
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 at that reporting date;
• Income and expenses are translated at average exchange rates for the period; and
• All resulting 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 through other
comprehensive income.
On consolidation, exchange differences arising from the translation of any net investment in foreign entities are
recognised in other comprehensive income. When a foreign operation is sold or any borrowings forming part of
the net investment are repaid, the associated exchange differences are reclassified to profit or loss, as part of
the gain or loss on sale.
Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and
liabilities of the foreign operation and translated at the closing rate.
(h) Investment in associates
Associates are all entities over which the Group has significant influence but not control or joint control,
generally accompanying a shareholding of between 20% and 50% of the voting rights. Investments in
associates are accounted for in the parent entity financial statements using the cost method and in the
consolidated financial statements using the equity method of accounting, after initially being recognised
at cost. The Group’s investment in associates includes goodwill (net of any accumulated impairment loss)
identified on acquisition (refer to note 9).
The Group’s share of its associates’ post-acquisition profits or losses is recognised in the statement of
comprehensive income and its share of post-acquisition movements in reserves is recognised in other
comprehensive income. The cumulative post-acquisition movements are adjusted against the carrying amount
of the investment. Dividends receivable reduce the carrying amount of the investment.
When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any
other unsecured long-term receivables, the Group does not recognise further losses, unless it has incurred
obligations or made payments on behalf of the associate.
Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the
Group’s interest in the associates. Unrealised losses are also eliminated unless the transaction provides
evidence of an impairment of the asset transferred. Accounting policies of associates have been changed where
necessary to ensure consistency with the policies adopted by the Group.
(i) Intangible Assets
Goodwill
Goodwill and goodwill on consolidation are initially recorded at the amount by which the purchase price for a
business exceeds the fair value attributed to its net assets at date of acquisition. Goodwill is tested annually for
impairment and carried at cost less accumulated impairment losses. Goodwill on acquisitions of subsidiaries is
included in intangible assets. Goodwill on acquisition of associates is included in investments in associates.
Mastheads
Mastheads acquired separately are capitalised at cost and from a business combination are capitalised at
fair value as at the date of acquisition. Following initial recognition, the cost model is applied to the class of
intangible assets.
Mastheads are tested for impairment where an indicator of impairment exists and the carrying amount is
reviewed annually by the directors to ensure it is not in excess of the recoverable amount.
IT development and software
Costs incurred in developing products or systems and costs incurred in acquiring software and licences that will
contribute to future period financial benefits through revenue generation and/or cost reduction are capitalised
to software and systems. Costs capitalised include direct payroll and payroll-related costs of employees’ time
spent on the project. Amortisation is calculated on a diminishing value basis over periods generally ranging
from three to five years.
IT development costs include only those costs directly attributable to the development phase and are only
recognised following completion of technical feasibility and where the Group has an intention and ability to use
the asset.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Significant accounting policies (continued)
(i) Intangible Assets (continued)
Intangible assets acquired as part of an acquisition
Intangible assets acquired as part of an acquisition of a business are capitalised separately from goodwill if
the asset is separable or arises from contractual or legal rights and the fair value can be measured reliably on
initial recognition. Purchased intangible assets are initially recorded at cost and finite life intangible assets are
amortised over their useful economic lives on a straight line basis.
Where amortisation is calculated on a straight line basis, the following useful lives have been determined for
classes of intangible assets:
Trademarks:
Customer and subscription contracts/relationships: 5 years
10 years
(j) Subscriptions in advance
Print magazine and internet news subscriptions are received in advance for the subscription period applied
for. Subscriptions received during the financial year for issues expected to be published and news services
to be provided after reporting date have been deferred and will be brought to account and recognised in the
accounting period in which the respective magazines or news services subscribed for are published.
(k) Revenue and other income
Advertising and subscription revenue is brought to account and recognised in the accounting period in which
the respective magazines or news sites containing the booked advertisements are published or displayed. All
revenue is stated net of the amount of goods and services tax (GST).
Conference revenue is brought to account and recognised in the accounting period in which the respective
event occurs. Interest revenue is recognised on a proportional basis taking into account the interest rates
applicable to the financial assets.
Grants from the government are recognised as other income when they are received by the Group and all
attached conditions have been fulfilled.
The Group’s share of profit from associated companies has been recognised in accordance with AASB 128
Investments in Associates.
(l) Impairment of assets
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 Profit or Loss and Other 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.
(m) Leases
Leases of fixed assets, where substantially all the risks and benefits incidental to the ownership of the assets
(but not the legal ownership), 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. Lease payments for operating leases, where substantially all the risks and benefits remain with the
lessor, are recognised on a straight-line basis over the lease term.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Significant accounting policies (continued)
(n) Rounding of amounts
The parent entity has applied the relief available to it under ASIC Class Order 98/100 and, accordingly, amounts
in the financial statements have been rounded off to the nearest thousand dollars, unless otherwise stated.
(o) Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently
measured at amortised cost. Fees paid on the establishment of loan facilities are recognised as transaction
costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. Borrowing
costs incurred for the construction of any qualifying asset are capitalised during the period of time that is
required to complete and prepare the asset for intended use or sale. Other borrowing costs are expensed.
Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of
the liability for at least 12 months after reporting date.
(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
statement of financial position are shown inclusive of GST.
(q) Share-based payment transactions
The Group provides benefits to employees (including directors) whereby a component of remuneration includes
the issue of share options. The cost of these transactions with employees is measured by reference to the fair
value at the date at which they are granted. The fair value at grant date is determined using a Black Scholes
Merton option pricing model that requires estimated variable inputs. In particular, the expected share price
volatility is estimated using the historic volatility (using the expected life of the option), adjusted for any
expected changes to future volatility. Information relating to share based payments is set out in note 17.
The cost is recognised together with a corresponding increase in equity, over the period in which the
performance conditions are fulfilled, ending on the date on which the relevant employees become fully entitled
to the award (vesting date).
(r) Critical accounting estimates and judgments
The directors evaluate estimates and judgments 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.
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.
Key assumptions used for value-in-use calculations are disclosed in note 11(b).
Key Estimates — Fair Value of intangible assets acquired in a business combination
The Group has identified intangible values for customer contracts and relationships as well as trademarks
acquired in line with the requirements of AASB3. These assets will be amortised over a useful life of five and
10 years, respectively.
Key estimates — Re-estimation of put option
The fair value is calculated based on the present value of the future estimated liability for the purchase of the
remaining 40% interest in Beacon Events Limited (“Beacon”) from Gainwealth Group Limited. The principal
US dollar estimated liability is determined based on a gross profit formula of the Beacon business in fiscal
2017. The 2017 estimated liability is discounted to the present using Aspermont’s borrowing rate of interest at
the reporting date and adjusted for any foreign exchange movements between the underlying US dollar liability
and the Australian dollar.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Significant accounting policies (continued)
(s) Business combinations
The acquisition method of accounting is used to account for all business combinations, including business
combinations involving entities or businesses under common control, regardless of whether equity instruments
or other assets are acquired. The consideration transferred for the acquisition of a subsidiary comprises the
fair values of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The
consideration transferred also includes the fair value of any contingent consideration arrangement and the fair
value of any pre-existing equity interest in the subsidiary. Acquisition-related costs are expensed as incurred.
Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are,
with limited exceptions, measured initially at their fair values at the acquisition date. On an acquisition-by-
acquisition basis, the Group recognises any non-controlling interest in the acquiree either at fair value or at the
non-controlling interest’s proportionate share of the acquiree’s net identifiable assets.
The excess of the consideration transferred, the amount of any non-controlling interest in the acquisition and
the acquisition-date fair value of any previous equity interest in the acquiree over the fair value of the Group’s
share of the net identifiable assets acquired is recorded as goodwill. If those amounts are less than the fair
value of the net identifiable assets of the subsidiary acquired and the measurement of all amounts has been
reviewed, the difference is recognised directly in the Statement of Profit and Loss and Other Comprehensive
Income as a bargain purchase.
Where settlement of any part of cash consideration is deferred, the amounts payable in the future are
discounted to their present value as at the date of exchange. The discount rate used is the entity’s incremental
borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier
under comparable terms and conditions.
(t) Earnings per share
(i) Basic earnings per share
Basic earnings per share are calculated by dividing:
• The profit attributable to owners of the company, excluding any costs of servicing equity other than
ordinary shares
• By the weighted average number of ordinary shares outstanding during the financial year, adjusted for
bonus entitlements in ordinary shares issued during the year and excluding treasury shares.
(ii) Diluted earnings per share
Diluted earnings per share adjust the figures used in the determination of basic earnings per share to take
into account:
• The after income tax effect of interest and other financing costs associated with dilutive potential ordinary
shares; and
• The weighted average number of additional ordinary shares that would have been outstanding assuming the
conversion of all dilutive potential ordinary shares.
(u) Trade receivables
Trade receivables are recognised at fair value and are generally due for settlement within 30 days.
Collectability of trade receivables is reviewed on an ongoing basis. Debts that are known to be uncollectable
are written off by reducing the carrying amount directly. An allowance account (provision for impairment of
trade receivables) is used when there is objective evidence that the group will not be able to collect all amounts
due according to the original terms of the receivables. Significant financial difficulties of the debtor, probability
that the debtor will enter bankruptcy or financial reorganisation, and default or delinquency in payments are
considered indicators that the trade receivable is impaired.
The amount of impairment loss is recognised in profit or loss within other expenses. When a trade receivable
for which an impairment allowance had been recognised becomes uncollectible in a subsequent period, it is
written off against the allowance account. Subsequent recoveries of amounts previously written off are credited
against other expenses in profit or loss.
(v) Trade and other payables
These amounts represent liabilities for goods and services provided to the Group prior to the end of financial
year that are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition.
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3
3
1
1
0
0
2
2
39
39
Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Significant accounting policies (continued)
(w) Contributed equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares
or options are shown in equity as a deduction, net of tax, from the proceeds. Incremental costs directly
attributable to the issue of new shares or options for the acquisition of a business are not included in the cost
of the acquisition as part of the purchase consideration.
(x) Accounting standards issued not yet effective
Certain new accounting standards and interpretations have been issued. The group’s assessment of the impact
of these new standards and interpretations is set out below.
Reference
Title
Summary
AASB 10
Consolidated
Financial
Statements
Introduces certain changes to the
consolidation principles, including the
concept of de facto control and changes in
relation to the special purpose entities.
Introduces certain changes to the accounting
for joint arrangements. Joint arrangements
will be classified as either joint operations
(where parties with joint control have rights
to assets and obligations for liabilities) or
joint ventures (where parties with joint
control have rights to the net assets of the
arrangement). Joint arrangements structured
as a separate vehicle will generally be
treated as joint ventures and accounted for
using the equity method.
Combines existing disclosures from AASB
127 Consolidated and Separate Financial
Statements, AASB 128 Investments in
Associates and AASB 131 Interests in
Joint Ventures. Introduces new disclosure
requirements for interests in associates
and joint arrangements, as well as new
requirements for unconsolidated structured
entities.
Establishes a single framework for
measuring fair value of financial and non-
financial items recognised at fair value on
the balance sheet or disclosed in the notes
to the financial statements.
Employee benefits expected to be settled
(as opposed to due to settled under current
standard) wholly within 12 months after the
end of the reporting period are short-term
benefits, and therefore not discounted when
calculating leave liabilities. Annual leave not
expected to be used wholly within 12 months
of end of reporting period will in future be
discounted when calculating leave liability.
Amendments to remove individual key
management personnel (KMP) disclosure
requirements from AASB 124 to eliminate
duplicated information required under the
Corporation Act 2001
AASB 11
Joint
Arrangements
AASB 12
Disclosure of
Interests in
Other Entities
AASB 13
Fair Value
Measurement
AASB 119
Employee
Benefits
AASB 2011-4 Amendments
to Australian
Accounting
Standards
to Remove
Individual Key
Management
Personnel
Disclosure
Requirements
Impact on
Group financial
report
Effective Date
Financial Years
Beginning
1 January 2013
1 January 2013
The Group has
determined there
is no material
impact on the
Group’s financial
statements.
The Group has
determined there
is no material
impact on the
Group’s financial
statements.
1 January 2013
1 July 2013
1 July 2013
The Group has
determined there
is no material
impact on the
Group’s financial
statements.
The Group has
determined there
is no material
impact on the
Group’s financial
statements.
The Group’s
financial
statements will
exclude these
disclosures in
the notes to
the financial
statements but
still disclosre
these in the
Directors report.
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A
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3
3
1
1
0
0
2
2
40
40
Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Significant accounting policies (continued)
(x) Accounting standards issued not yet effective (continued)
Reference
Title
Summary
• Non-urgent but necessary changes to
IFRSs (IAS1, IAS 16 & IAS 32)
AASB 2012-5
Annual
Improvements
to Australian
Accounting
Standards
2009-2011
Cycle
(y) Segment reporting
Impact on
Group financial
report
Effective Date
Financial Years
Beginning
1 July 2013
The Group has
determined there
is no material
impact on the
Group’s financial
statements.
Operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision maker. The chief operating decision maker, who is responsible for allocating resources and
assessing performance of the operating segments, has been identified as the Chief Executive Officer who makes
strategic decisions.
3. Parent entity information
The following details relate to the parent entity, Aspermont Limited, at 30 June 2013. The information
presented here has been prepared using consistent accounting policies as presented in note 2.
Current assets
Non-current assets
total assets
Current liabilities
Non-current liabilities
total liabilities
Contributed equity
Accumulated losses
Reserves
Share based payment reserve
Financial asset reserves
Other reserves
Currency Translation Reserve
total equity
Profit/(loss) for the year
Other comprehensive income/(loss) for the year
total comprehensive income/(loss) for the year
2013
$000
2,297
32,919
35,216
8,296
11,629
19,925
49,292
(22,208)
1,458
(3,133)
(9,954)
(164)
15,291
9,205
1,129
10,334
2012
$000
2,971
31,343
34,314
4,292
13,336
17,628
49,292
(31,413)
-
1,215
(2,244)
-
(164)
16,686
(969)
(1,083)
(2,052)
All of the companies of the Group including the parent are a party to the ANZ loan described in note 21.
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n
n
A
A
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l
3
3
1
1
0
0
2
2
41
41
Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
4. Revenue
Continuing operations:
Sales revenue – subscriptions & advertising
Conferencing revenue
Other income:
Interest
Gain on sale of shares
Government grants *
Other income
Consolidated
2013
$000
23,043
17,136
40,179
18
-
77
35
130
2012
$000
23,074
9,732
32,806
46
60
-
143
249
* Government grants –An export market development grant of $69,658 was received during 2013.
There are no unfilled conditions or other contingencies attached to this or any other grants.
5. expenses
Profit/ (loss) before income tax includes the following specific expenses:
Consolidated
(a) Expenses:
Bad debts written off
Consulting and accounting services
Cost of sales
Depreciation and amortisation of plant, equip. and
intangible assets
Directors’ fees
Employee benefits expense
Interest expense
Legal costs
Rental expense on operating leases
Write-down of non-current investments to recoverable
amount
Write-down of loan receivable
Change in the fair value of Beacon Put Option:
Imputed interest expense
Foreign exchange movements
Change in estimated fair value
(b) Remuneration of auditors:
Auditing or reviewing the accounts - BDO WA
Auditing or reviewing the accounts - BDO HKG
Auditing or reviewing the accounts - BDO UK
Other services - technical consultation - BDO WA
Other services - technical consultation - BDO UK
2013
$000
68
675
9,210
907
648
18,212
748
727
1,325
-
532
781
842
(4,466)
92
52
2
50
7
2012
$000
34
325
11,971
745
366
14,746
1,013
88
769
149
-
-
-
-
80
22
-
23
6
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3
1
0
2
42
Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
6. taxation
Consolidated
(a) Income tax expense/ (revenue)
The components of tax expense/ (revenue) comprise:
Current tax
Deferred tax
Prior year adjustments
The prima facie tax on profit/ (loss) before tax is
reconciled to the income tax as follows:
Profit/ (loss) from operations
Income tax expense calculated at 30%
Tax effect of permanent differences:
Increase in income tax expense due to:
Non-deductible expenditure
Prior year adjustments
Decrease in income tax expense due to:
Temporary difference not recognised
Difference in overseas tax rates
Non-assessable income
Utilisation of deferred tax asset not previously
recognised
Income tax expense/ (benefit) attributable to profit
from ordinary activities
effective tax rate
income tax payable
Opening balance
Charged to income
Currency movements
(b) Deferred tax
Deferred income tax at 30 June relates to the following:
liabilities
Share revaluation adjustments taken in relation to
business combinations
Other
Total
assets
Provisions
Future benefit of carried forward losses
Revaluation adjustments taken directly to equity
Fair value gain adjustments
Other
2013
$000
(458)
9
(28)
(477)
3,061
918
(130)
191
(80)
(369)
(999)
(8)
(477)
(16%)
519
380
26
925
2,921
10
2,931
443
1,196
255
289
-
2,183
2012
$000
1,134
(321)
281
1,094
836
251
746
281
-
(197)
13
-
1,094
130%
633
(115)
1
519
2,700
-
2,700
305
319
197
88
18
927
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A
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3
1
0
2
43
Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
Consolidated
2013
$000
2012
$000
6. taxation (continued)
(c) Reconciliations
the movement in deferred tax liability for each
temporary difference during the year is as follows:
Share revaluation adjustments taken directly to equity
At 1 July
Net revaluations during the current period
At 30 June
Fair value gain adjustments
At 1 July
Net revaluations during the current period
At 30 June
Other
At 1 July
Net foreign exchange reserve adjustment during the
current period
At 30 June
Total deferred tax liabilities
the movement in deferred tax assets for each
temporary difference during the year is as follows:
Provisions
At 1 July
Net changes during the current period
At 30 June
Recognition of carried forward losses
At 1 July
Net changes during the current period
At 30 June
Other
At 1 July
Net revaluations during the current period
At 30 June
Share revaluation adjustments taken directly to equity
At 1 July
Net revaluations during the current period
At 30 June
Fair value gain adjustments
At 1 July
Net revaluations during the current period
At 30 June
-
-
-
-
-
-
2,700
231
2,931
2,931
305
138
443
319
877
1,196
18
(18)
-
197
58
255
88
201
289
(816)
816
-
1,029
(1,029)
-
2,655
45
2,700
2,700
171
134
305
529
(210)
319
18
-
18
-
197
197
-
88
88
927
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u
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A
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3
1
0
2
44
Total deferred tax assets
2,183
Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
6. taxation (continued)
(d) Amounts recognised directly in equity
Aggregate current and deferred tax arising in the
reporting period and not recognised in the statement
of comprehensive income but directly debited or
credited to equity:
Consolidated
2013
$000
2012
$000
Net deferred tax - credited directly to equity
57
314
(e) Tax expense/ (income) relating to items of
other comprehensive income
Financial assets reserve
57
314
Tax consolidation
Aspermont and its wholly-owned Australian subsidiaries are a tax consolidated group. The accounting policy in
relation to this legislation is set out in note 2 (f).
On adoption of the tax consolidation legislation, the entities in the tax consolidated group entered into a tax
sharing agreement that limits the joint and several liability of the wholly-owned entities in the case of a default
by the head entity, Aspermont Limited.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
7. Receivables
current
Trade receivables
Allowance for impairment
Other receivables
Prepayments
Non-current
Trade receivables
Loan - Nomad Limited Partnership
Consolidated
2013
$000
6,129
(103)
1,037
569
7,632
61
375
436
2012
$000
4,051
(127)
82
988
4,994
32
-
32
Information about the Group’s exposure to interest rate risk and credit risk is provided in note 21.
(a) Impaired trade receivables
As at 30 June 2013 current trade receivables of the Group with a nominal value of $103,072 (2012 –
$127,409) were impaired. The amount of the allowance was $103,072 (2012 – $127,409). The individually
impaired receivables mainly relate to customers who are in unexpectedly difficult economic situations.
The ageing of these receivables are as follows:
1 to 3 months
Over 3 months
Consolidated
2013
$000
12
91
103
Movements in the allowance for the impairment of receivables are as follows:
At 1 July
Allowance for impairment
Foreign exchange movement
Receivables written off
Consolidated
2013
$000
127
89
(1)
(112)
103
2012
$000
8
119
127
2012
$000
121
34
2
(30)
127
The creation and release of the allowance for impaired receivables has been included in “other expenses” in
the statement of comprehensive income. Amounts charged to the provision are generally written off when
there is no expectation of recovering additional cash.
(b) Past due but not impaired
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46
Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
7. Receivables (continued)
As at 30 June 2013, trade receivables of $4,792,000 (2012: $1,904,000) were past due but not impaired.
The ageing analysis of these trade debtors is as follows:
Consolidated
1 to 3 months
Over 3 months
2013
$000
3,514
1,278
4,792
2012
$000
1,617
287
1,904
The other classes within trade and other receivables do not contain impaired assets and are not past due.
Based on the credit history of these other classes, it is expected that these amounts will be received when due.
The Group does not hold any collateral in relation to these receivables.
Information about the Group’s exposure to foreign currency risk and interest rate risk in relation to trade and
other receivables is provided in note 21.
Due to the short-term nature of these receivables, their carrying amount is assumed to approximate their fair
value. The maximum exposure to credit risk at the end of the reporting period is the carrying amount of each
class of receivable mentioned above.
8. other financial assets
Consolidated
current
Financial assets at fair value through profit or loss (i)
Non – current
Non – current
Financial assets at fair value through other
comprehensive income (i)
Financial assets at fair value through other
comprehensive income (ii)
Financial assets at cost through other comprehensive
income (iii)
2013
$000
175
175
38
70
-
108
2012
$000
525
525
478
188
353
1,019
(i) Fair value measurements were obtained using quoted prices (unadjusted) in active markets for identical
assets. (Level 1)
(ii) Fair value measurements were obtained using inputs other than quoted prices that are observable for the
asset either directly (as prices) or indirectly (derived from prices). (Level 2)
(iii) Measurements are not based on observable market data (unobservable inputs). (Level 3)
Gains or losses on unlisted investments, wherein an irrevocable election has been made to recognise fair
value changes in other comprehensive income, are recognised as a separate component of equity. Other gains
or losses have been included in the profit or loss.
Information about the Group’s exposure to price risk is provided in note 21.
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47
Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
8. other financial assets (continued)
Equity instruments measured at fair value through other comprehensive income
The Group has classified most of its investments as fair value through other comprehensive income because
they are investments that the Group intends to hold for the longer term. New Guinea Energy Limited is the
only significant investment where the fair value is classified through profit or loss.
Equity investments held at year-end:
Consolidated
fair Value – level 1
New Guinea Energy Limited
Water Resources Group Ltd
Powerhouse Energy PLC
Excalibur Mining Ltd
Other
fair Value – level 2
Private Media Group Pty Ltd
Advent Energy Ltd
cost - level 3
Magyar Mining Ltd
Other
2013
$000
167
18
20
8
-
213
68
2
70
-
-
-
2012
$000
460
477
-
50
15
1,002
168
20
188
323
31
354
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A
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3
1
0
2
48
Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
9. investments accounted for using the equity method
(a) Movements in carrying amounts
Consolidated
Carrying amount at the beginning of the financial year
Acquisition of associates during the year
Associates becoming a subsidiary during the year
Impairment of investment
Share of losses after income tax
Carrying amount at the end of the financial year
2013
$000
238
334
-
(245)
(244)
83
2012
$000
329
1,146
(1,189)
-
(48)
238
(b) Summarised financial information of associates
The Group’s share of the results of its principal associates and its aggregated assets (including goodwill) and
liabilities are as follows:
2013
ownership
interest
assets
$000
liabilities
Revenues Profit/(loss)
$000
$000
$000
Mascus Australia
Pty Ltd **
Kondinin Rural Joint
Venture
40%
50%
-
-
-
-
(244)
102
(245)
(244)
-
(244)
102
(489)
2012
ownership
interest
assets
$000
liabilities
Revenues Profit/(loss)
$000
$000
$000
WME Media Pty Ltd *
Mascus Australia Pty Ltd
30%
40%
-
266
266
-
28
28
232
26
258
21
(69)
(48)
All of the above associates are incorporated in Australia.
* The Company purchased the remaining 70% of WME Media Pty Ltd in January 2012.
** 100% of the investment in Mascus Australia Pty Ltd was written down in December 2012.
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A
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3
1
0
2
49
Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
10. Plant and equipment
Consolidated
Plant and equipment – at cost
Accumulated depreciation
Equipment under finance lease – at cost
Accumulated depreciation
total plant and equipment
2013
$000
2,082
(1,732)
350
105
(99)
6
356
2012
$000
1,765
(1,462)
303
237
(177)
60
363
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A
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3
1
0
2
50
Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
10. Plant and equipment (continued)
(a) Movements in carrying amounts
Movement in the carrying amounts for each class of property, plant and equipment between the beginning and
the end of the current financial year.
Consolidated
Gross carrying amount
Balance at 1 July 2011
Additions
Acquisition of subsidiary
Balance at 30 June 2012
Additions
Currency movements
Disposals
Balance at 30 June 2013
accumulated depreciation
Balance at 1 July 2011
Depreciation expense
Acquisition of subsidiary
Balance at 30 June 2012
Depreciation expense
Currency movements
Disposals
Balance at 30 June 2013
Net book value
As at 30 June 2012
As at 30 June 2013
Plant and
equipment
$000
Leased plant
and equipment
$000
1,616
65
84
1,765
371
16
(70)
2,082
(1,301)
(112)
(49)
(1,462)
(301)
(16)
47
(1,732)
303
350
237
-
-
237
-
-
(132)
105
(161)
(16)
-
(177)
(5)
-
83
(99)
60
6
Total
$000
1,853
65
84
2,002
371
16
(202)
2,187
(1,462)
(128)
(49)
(1,639)
(306)
(16)
130
(1,831)
363
356
(b) Leased plant and equipment
The parent entity leases assets under a number of finance lease agreements. At 30 June 2013, the net
carrying amount of leased plant and equipment was $6,480 (2012: $59,570). The leased equipment secures
lease obligations.
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A
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3
1
0
2
51
Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
11. intangible assets
Goodwill
Software
Purchased mastheads
Other acquired intangible assets
Foreign exchange reserve movement
Consolidated
2013
$000
21,779
967
12,284
1,566
(6,380)
2012
$000
16,262
1,063
12,284
4,670
(8,419)
30,216
25,860
(a) Impairment tests for intangible assets
Intangible assets are allocated to the Group’s cash generating units (CGUs) identified according to business
segment and country of operation. The recoverable amount of each CGU is based on value-in-use calculations.
2013
Australia
- Asia
$000
2013
Total
Europe
$000
$000
2012
Australia
- Asia
$000
2012
Total
Europe
$000
$000
5,661
-
5,661
144
-
144
13,057
3,061
16,118
13,057
3,061
16,118
(3,373)
15,345
2,268
(1,327)
941
(659)
(4,032)
(3,835)
(841)
(4,676)
2,402
17,747
9,366
2,220
11,586
435
(409)
26
2,703
(1,736)
967
2,515
(1,458)
1,057
371
2,886
(365)
(1,823)
6
1,063
2,324
9,960
12,284
2,324
9,960
12,284
-
(2,348)
(2,348)
-
(2,926)
(2,926)
2,324
7,612
9,936
2,324
7,034
9,358
2,388
2,781
5,169
2,287
2,781
5,068
(822)
-
(822)
(398)
-
-
1,566
(2,781)
(2,781)
-
-
-
1,566
1,889
-
-
-
-
(817)
1,964
(398)
-
(817)
3,853
20,176
10,040
30,216
14,636
11,224
25,860
Goodwill
Conferencing *
Publishing (print
& online)
Foreign exchange
reserve
software
Cost
Accumulated
amortisation
Purchased
mastheads
Mastheads (print
& online)
Foreign exchange
reserve
other intangible
assets
Acquired intangible
assets
Accumulated
amortisation
Segment transfer *
Foreign exchange
reserve
total intangible
assets
* The net movement in conferencing goodwill of $5,517,000 is the result of the transfer of the events business to Beacon
Events Limited (“Beacon”) in exchange for 60% of the equity interest in Beacon of $2,736,000 (refer to note 26). This
business combination also resulted in the transfer of $2,781,000 of other intangible assets to goodwill between the
European and Australia-Asia segments.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
11. intangible assets (continued)
(b) Key assumptions used for value-in-use calculations
2013
2012
Growth
rate*
Discount rate
Growth
rate*
Discount rate
Conferencing
Publishing (print & online)
- UK
Publishing (print & online)
- Australia
2%
2%
2%
12%
9%
12%
5%
5%
5%
12%
12%
11%
* In 2012 the net average growth rate of 5% was used for EBITDA.
** In 2013 the net average growth rate of 2% was used for EBITDA.
The discount rates used reflect specific risks relating to the relevant segments and the countries they operate in.
These assumptions have been used for the analysis of each CGU within the business segment. Management
determined budgeted gross margin based on past performance and its expectations for the future. If any of these
assumptions were to change this could affect the carrying amounts of the goodwill and intangible assets.
(c) Impact of possible changes in key assumptions
Sensitivity analysis indicated that an increase in the discount rate applied of up to 500 basis points, or a zero
growth rate for EBITDA would not have any impact on the impairment of the intangible assets.
(d) Amortisation charge
The amortisation charge for the business combinations of Kondinin and Waste Management and Environment
Media Pty Ltd (WME) was $422,985 during 2013. (2012: $311,770).
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
12. trade and other payables
Current
Unsecured liabilities
Trade payables
Sundry creditors and accrued expenses
Annual leave payable
Dividends payable to related parties (see note 19)
Consolidated
2013
$000
1,666
2,753
425
-
2012
$000
1,066
2,742
502
233
4,844
4,310
Information about the Groups’ exposure to risk is provided in note 21.
Due to the short-term nature of these payables, their carrying value is assumed to approximate their fair value.
13. income in advance
Opening balance
Net movement during the year
Consolidated
2013
$000
5,459
3,310
2012
$000
5,126
333
8,769
5,459
Income in advance relates to subscription, advertising and event revenue received prior to services rendered.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
14. Borrowings
Current
Finance lease liability
Secured loans from external parties
Payable for acquisition of WME
Consolidated
2013
$000
142
3,771
420
2012
$000
106
900
-
4,333
1,006
Non-Current
Unsecured liabilities
Loans from related parties (see note 20)
4,305
Payable for acquisition of WME
secured liabilities
Finance lease liability
Secured loans from external parties
-
7
-
4,479
420
37
3,725
4,312
8,661
(a) The carrying amount of the Group’s current and non-current borrowings approximates the fair value.
(b) The external party loan is with the Australian and New Zealand Banking Corporation (ANZ) and is secured
by registered company charges and fixed and floating charges over the assets of the consolidated entity.
The terms of the current facility expire on 30 June 2015 with the principal to be fully repaid by this time.
At 30 June 2013 and at the date of this report the Company is negotiating a revised facility agreement
with the ANZ. The Company believes it is in compliance with the financial covenants of the facility,
however, the bank has suggested changes to the proposed calculation. There is a lack of clarity and
differences in interpretation on the calculation of the original financial covenants which pre-date the
Beacon Events transaction. The Company is currently in discussion with the ANZ to define the appropriate
financial covenants of the facility and to revise the terms of the facility. As a result of these discussions and
uncertainty over the calculation of the covenant ratios, the entire loan has been reclassified as a current
borrowing at 30 June 2013. There are no matters existing to indicate that the Company will be unable to
successfully renegotiate the facility.
(c) Finance lease liabilities are secured by the asset leased.
(d) Loans from related parties are unsecured at interest rates of 9.5%. Repayment of these loans is subject
to limitations and subordinated to the ANZ facility debt. The loan was extended at 30 June 2013 to 30
September 2014 on the same conditions.
(e) Information about the Groups’ exposure to interest rate risk is provided in note 21.
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A
A
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l
3
3
1
1
0
0
2
2
55
55
Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
15. Provisions
current
Long service leave entitlements
Non - current
Long service leave entitlements
Consolidated
2013
$000
132
225
2012
$000
-
251
16. other liabilities
As described in note 26, a put and call option was entered into with the non-controlling shareholder of Beacon
Events Limited covering their 40% interest. Our estimate of that discounted future amount adjusted for foreign
currency is $7.1 million, which is recorded as a liability of the Group and a provision for purchase of the
non-controlling interest in the equity section. The liability is discounted using the Aspermont bank loan rate of
7.62% and, for the duration of the option, the interest will be amortised until the option is extinguished. For
the year ended 30 June 2013 we have recorded interest of $781,299.
The liability for the purchase of the minority interest in Beacon is calculated based on a US dollar gross profit
formula for the estimated fiscal 2017 gross margin of the Beacon business. This amount is then discounted
to the current balance sheet date using the Aspermont borrowing rate and adjusted for any foreign exchange
movements between the underlying US dollar liability and the Australian dollar.
Opening balance
Beacons initial put and call fair value liability
Imputed interest expense
Foreign exchange movements
Change in estimated fair value
17. issued capital
238,710,493 fully paid ordinary shares
(2012: 238,710,493)
(a) Ordinary shares
Consolidated
2013
$000
-
9,954
781
842
(4,466)
7,111
2012
$000
-
-
-
-
-
-
Consolidated
2013
$000
2012
$000
49,292
49,125
At the beginning of the reporting period
49,292
49,125
Shares issued during the year:
2,000,000 fully paid ordinary shares issued
as part of remuneration
-
167
At reporting date
49,292
49,292
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
17. issued capital (continued)
Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to
the number of shares held. At the shareholders’ meetings, each ordinary share is entitled to one vote when a
poll is called, otherwise each shareholder has one vote on a show of hands.
(b) Options
The establishment of the Executive Option Plan was approved by the directors in April 2000. The Executive
Option Plan is designed to retain and attract skilled and experienced board members and executives and
provide them with the motivation to make the company successful. Participation in the plan is at the Board’s
discretion.
The exercise price of options issued will be not less than the greater of the minimum value set by the ASX
Listing Rules and the weighted average closing sale price of the company’s shares on the ASX over the five
days immediately preceding the day of the grant, plus a premium determined by the directors.
When shares are issued pursuant to the exercise of options, the shares will rank equally with all other ordinary
shares of the company.
The table below is a summary of options granted under the plan:
Grant Date
Expiry Date
Balance at
start of the
year
Number
Granted
during the
year
Number
Exercised
during the
year
Number
Forfeited
during the
year
Number
Balance at
end of the
year
Number
Exercise
Price
Vested and
exercisable
at end of the
year
Number
consolidated and parent entity - 2013
31-Oct-12 31-Oct-16
15c
-
-
5,000,000
5,000,000
-
-
-
-
5,000,000
5,000,000
5,000,000
5,000,000
The above unlisted options were independently fair valued at $0.0486 per option on the date of grant using a
Black Scholes Merton pricing model with the following variables:
$0.15
• Exercise price
$0.10
• Market value on date of grant
4 years
• Life of the option
75%
• Expected share price volatility
3.5%
• Risk free interest rate
• Expected dividend yield
0%
• Options are granted at no consideration and are fully vested on date of grant
Grant Date
Expiry Date
Balance at
start of the
year
Number
Granted
during the
year
Number
Exercised
during the
year
Number
Forfeited
during the
year
Number
Balance at
end of the
year
Number
Exercise
Price
Vested and
exercisable
at end of the
year
Number
consolidated and parent entity - 2012
31-Oct-11 30-Oct-15
15c
-
-
21,900,000
21,900,000
-
-
-
-
21,900,000 21,900,000
21,900,000 21,900,000
The above 21,900,000 options issued were independently fair valued at $0.0555 per option on the date of
grant using a Black Scholes Merton pricing model with the following variables:
$0.15
• Exercise price
$0.10
• Market value on date of grant
4 years
• Life of the option
85%
• Expected share price volatility
3.92%
• Risk free interest rate
• Expected dividend yield
0%
• Options are granted at no consideration and are fully vested on grant date
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
17. issued capital (continued)
(c) Reserves
The nature and purpose of the reserves are as follows:
Share based reserve
The share-based payments reserve is used to recognise the grant date fair value of options issued to employees
but not yet exercised.
Currency translation reserve
Exchange differences arising on translation of the foreign controlled entity are taken to the currency translation
reserve, as described in note 2. The reserve is recognised in profit or loss when the net investment is disposed of.
Financial assets reserve
The financial assets reserve recognises the gains and losses in fair value for those financial assets not held
for trading and wherein an irrevocable election has been made to recognise fair value changes in other
comprehensive income.
Other reserve
The put and call option reserve represents a provision for the purchase on the non-controlling interest in
Beacon Events Limited, as described in note 26.
(d) Capital risk management
The Group’s objectives when managing capital are to safeguard its ability to continue as a going concern, so it
can continue to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal
capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to
shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
The Group monitors capital on the basis of the gearing ratio. This ratio is calculated as net debt (borrowings
and trade and other payables less cash and cash equivalents) divided by total capital (equity).
The gearing ratios at 30 June 2013 and 2012 were as follows:
Total borrowings
Less: cash and cash equivalents
Net debt
Total equity
total capital
Gearing ratio
Consolidated
2013
$000
13,489
(3,145)
10,344
10,752
21,096
2012
$000
13,977
(4,298)
9,679
15,350
25,029
49%
39%
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
18. Particulars in relation to controlled entities
Place of
Incorp.
Class of
share
Economic Entity Interest
2013
%
2012
%
Name of entity
Parent entity:
Aspermont Limited
controlled entities:
Resourceful Events Pty Ltd
Corporate Intelligence & Communications Pty Ltd
Aspermont UK Limited
The Mining Journal Limited *
Mining Journal Books Limited *
Kondinin Information Services Pty Ltd
Waste Management and Environment Media Pty Ltd
Aspermont Media Limited
Nomad Resources Limited
Aspermont (Hong Kong) Ltd
Beacon Events Limited
Aspermont Brazil Ltd
NSW
NSW
WA
UK
UK
UK
WA
NSW
UK
Cayman
HKG
BVI
Brazil
Ord
Ord
Ord
Ord
Ord
Ord
Ord
Ord
Ord
Ord
Ord
Ord
100
100
100
100
100
100
100
100
100
100
60
100
100
100
100
100
100
100
100
100
100
n/a
n/a
n/a
* The investments in these non-trading subsidiary companies have been provided for in full and are written down to nil.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
19. cash flow information
(a) Reconciliation of cash and cash equivalents
Cash at the end of the financial year as shown in the
Statement of Cash Flows is reconciled to items in the
Statement of Financial Position as follows:
Cash at bank and on deposit
Consolidated
2013
$000
3,145
3,145
2012
$000
4,298
4,298
(b) Reconciliation of operating profit/ (loss) after tax to net cash
3,538
(258)
provided by operating activities
Profit/ (loss) after income tax
Non-cash flows in profit/ (loss)
Depreciation
Write-downs to recoverable amount
Share of associates
Net liabilities acquired excluding cash
Unrealised (gain)/ loss on investments - net of tax
Compensation expense for shares and share
option expense
907
532
(489)
-
330
243
Non-cash movement on put option liability
(2,843)
Related party settlement included in finance activities
Gains on cash sales
Exchange rate movements
change in assets and liabilities:
(Increase) decrease in receivables
Increase (Decrease) in creditors & accruals
Increase (decrease) in unearned revenue
Increase (decrease) in provisions
Increase (decrease) in income taxes payable
(Decrease) Increase in deferred taxes payable
-
(71)
(20)
(2,667)
513
3,310
106
406
(1,025)
745
149
48
(6)
940
1,381
-
1,436
(56)
(19)
168
(269)
333
(41)
(114)
(377)
Net cash provided/ (used in) operating activities
2,770
4,060
Non-cash financing for 2012 included $80,468 (2013: nil) related to a finance lease.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
20. Key management personnel and related parties disclosures
(a) The following were key management personnel of the consolidated entity
during the reporting period and unless otherwise indicated were employed
by the parent entity:
directors
A.L Kent
C. Nader
J. Stark
L.G Cross
Chairman and Executive Director
Vice Chairman and Non-Executive Director
Non-Executive Director
Non-Executive Director
C Maybury
Executive Director
C. O’Brien
D. Nizol
A Kent
executives
Chief Executive Officer (Group) and Executive Director
Chief Executive Officer (UK) and Executive Director
Alternate Director to Mr A.L Kent and Group On-Line Consultant
J. Detwiler
Chief Financial Officer and Company Secretary
T Seeney
M. Davies
A. Patel
D. Kirwin
General Manager (Australia)
Group Strategy and Consulting
Chief Information Officer, Group
Executive Director Beacon Events
(b) Key management personnel compensation
Short-term employee benefits
Post-employment benefits
Long-term employee benefits
Share based payments
Consolidated
2013
$000
2,380
198
54
243
2,875
2012
$000
2,520
130
9
1,215
3,874
Detailed remuneration disclosures are provided in the audited remuneration report on pages 13 to 20
of the Directors’ Report.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
20. Key management personnel and related parties disclosures (continued)
(c) Options and rights holdings held by directors and executives
The numbers of options over ordinary shares in the company held during the financial year by each director
and other key management personnel, including their personally related parties, are set out below.
All outstanding options were fully vested on the date of grant.
2013
directors
Balance
1 July 2012
Received as
Remuneration
Exercised
Expired
Balance
30 June 2013
A.L. Kent and beneficial interests
16,000,000
C. O’Brien and beneficial interests
C. Nader and beneficial interests
4,000,000
1,000,000
-
-
-
C. Maybury and beneficial interests
-
5,000,000
executives
M. Davies and beneficial interests
J. Detwiler and beneficial interests
T. Seeney and beneficial interests
400,000
250,000
250,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
16,000,000
4,000,000
1,000,000
5,000,000
400,000
250,000
250,000
2012
directors
A.L. Kent and beneficial interests
C. O’Brien and beneficial interests
C. Nader and beneficial interests
executives
M. Davies and beneficial interests
J. Detwiler and beneficial interests
T. Seeney and beneficial interests
Balance
1 July 2011
Received as
Remuneration
Exercised
Expired
Balance
30 June 2012
-
-
-
-
-
-
16,000,000
4,000,000
1,000,000
400,000
250,000
250,000
-
-
-
-
-
-
-
-
-
-
-
-
16,000,000
4,000,000
1,000,000
400,000
250,000
250,000
(d) Number of shares held by directors and executives
The number of shares in the Company held during the financial year by each director and other key
management personnel, including their personally related parties, are set out below. There were no shares
issued during the year for the exercise of options.
Balance
1 July 2012
Net Change
Balance
30 June 2013
2013
directors
A.L Kent and beneficial interests
J. Stark and beneficial interests
L.G Cross and beneficial interests
C. O’Brien and beneficial interests
D. Nizol and beneficial interests
A Kent
executives
116,925,000
29,531,000
1,700,000
3,575,417
1,700,603
36,000
M. Davies and beneficial interests
22,605
T. Seeney
J. Detwiler
D. Kirwin
-
-
-
-
-
-
-
-
-
-
-
-
-
116,925,000
29,531,000
1,700,000
3,575,417
1,700,603
36,000
22,605
-
-
-
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
20. Key management personnel and related parties disclosures (continued)
2012
directors
A.L Kent and beneficial interests
J. Stark and beneficial interests
L.G Cross and beneficial interests
C. O’Brien and beneficial interests
D. Nizol and beneficial interests
A Kent
executives
M. Davies and beneficial interests
T. Seeney
J. Detwiler
Balance
1 July 2011
Net Change
Balance
30 June 2012
116,925,000
24,695,000
1,700,000
1,575,417
1,700,603
36,000
22,605
-
-
-
4,836,000
-
2,000,000
-
-
-
-
-
116,925,000
29,531,000
1,700,000
3,575,417
1,700,603
36,000
22,605
-
-
(e) Transactions with key management personnel
In accordance with the resolutions approved at the extraordinary general meeting of shareholders on
31 October 2011, 2,000,000 ordinary shares were issued to Mr O’Brien at a subscription price of
$0.083 per share.
Transactions between key management personnel are on normal commercial terms and conditions no more
favourable than those available to other parties unless otherwise stated.
(f) Liabilities and loans from director related entities
Liabilities to Mr A.L Kent and Mr J Stark and entities related to them are set out below. The loans are
unsecured and the loan term has been extended to 30 September 2014 on the same conditions at 30 June
2013. Repayment of these related party liabilities is subordinated to the secured loans from the ANZ bank.
Interest rates on the loans are 9.5% (2012: 9.5%).
a.l Kent
Beginning of year
Loan repayments
Interest charged
Related party settlement
End of year
J stark
Beginning of year
Loan repayments
Interest charged
Related party settlement
End of year
total end of year
Consolidated
2013
$000
(1,843)
261
(193)
-
2012
$000
(1,368)
111
(111)
(475)
(1,775)
(1,843)
Consolidated
2013
$000
(2,636)
351
(245)
-
(2,530)
(4,305)
2012
$000
(1,900)
205
(205)
(736)
(2,636)
(4,479)
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
20. Key management personnel and related parties disclosures (continued)
(g) Other transactions with director related entities
The consolidated entity leases its principal office facility from Ileveter Pty Ltd, a company associated with a
director, Mr A.L Kent. The rent paid was at market rates at the time of lease inception
Rental expense for principal offices
2013
$000
506
2012
$000
462
The office lease agreement with Ileveter Pty Ltd was re-signed for a term of five years expiring 30 September 2017
Magyar Mining Ltd (“Magyar”), Lahoca Resources Pte Ltd (“Lahoca”) and Mekong Mining Limited (“Mekong”)
are companies associated with Mr A. L. Kent. The consolidated entity has made investments in Magyar,
LaHoca and Mekong and those investments have been passed to Nomad Limited Partnership in exchange
for an unsecured loan. The consolidated entity has pre-paid certain start-up and exploration expenses of
$906,719 on behalf of Lahoca and Mekong in 2012 and 2013. These assets have now been converted into
an unsecured loan with Nomad Limited Partnership. The loan was partially impaired at June 2013 and is held
with a balance of $374,627 at 30 June 2013.
The consolidated entity has paid an entity that employs Mr Alex Kent to perform IT services for the Group, the
total amount expensed was $210,800 (2012: $143,292).
See note 26 for discussion of the acquisition of 60% of Beacon Events Limited and the related put option to
purchase the remaining 40%. The minority shareholder in Beacon Events Limited is Gainwealth Group Limited
(“Gainwealth”). Mr Maybury and Mr Kirwin are Directors of Gainwealth and have declared no controlling or
beneficial interest in Gainwealth.
(h) Related party settlement
In June 2012 the shareholders approved the implementation of a global settlement with Mr A.L Kent, Mr Stark
and their related entities relating to investments made by Aspermont in debt and equity instruments of Mining
Communications Limited (“MCL”). Aspermont made investments in MCL over a period of time beginning in
January 2006 that led to the complete acquisition of MCL in March 2008. Some of these investments were
made with the financial support of Mr A.L Kent and Mr Stark.
The amounts of the settlement recorded in fiscal 2012:
2012
$000
1,111
100
225
1,436
Settlement amount
Settlement loan fee
Interest on the above
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
21. financial risk management
In the normal course of its operations, the consolidated entity is exposed to a variety of financial risks,
including market risk, credit risk and liquidity risk.
The consolidated entity’s overall risk management focuses on the unpredictability of financial markets and
seeks to minimise potential adverse effects on the financial performance of the business. The consolidated
entity does not use derivative financial instruments such as foreign exchange contracts to hedge certain risk
exposures. The consolidated entity uses different methods to measure different types of risk to which it is
exposed. These methods include sensitivity analysis in the case of interest rate, foreign exchange and other
price risks and ageing analysis for credit risk.
Risk management is carried out by the management team within the parameters thought prudent by the Audit
& Risk Committee of the Board.
(a) Market risk
(i) Foreign exchange risk
The consolidated entity operates internationally and is exposed to foreign exchange risk arising from various
currency exposures, primarily with respect to the Hong Kong dollar and United Kingdom pound, and to a lesser
extent the US dollar and the Euro.
Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities that are
denominated in a currency that is not the consolidated entity’s functional currency. The risk is measured using
sensitivity analysis and cash flow forecasting.
The consolidated entity has approximately 43% of its revenues and business activities in Hong Kong dollar and
17% in the United Kingdom pound functional currency entities. The remainder is in Australian dollar functional
currencies. The United Kingdom, Hong Kong and Australian operations have small amounts of US Dollar, Euro
and Brazilian Real revenue and expense transactions in their operations. The United Kingdom pound and Hong
Kong dollar results are then translated into the Australian dollar for consolidated reporting in Australian dollars.
Management has instituted a policy requiring group companies to manage their foreign exchange risk against
their functional currency. The Group companies are required to bring significant foreign currency transactions to
the attention of the central finance function for evaluation, if they occur.
As outlined in note 26, the Group contributed its worldwide events business to Beacon Events Limited
(“Beacon”) in exchange for 60% of the equity interest in Beacon in July 2012. The agreement includes an
option for the non-controlling shareholders of Beacon to sell their 40% interest in Beacon to Aspermont in
2017 based on a formula of gross profit. This liability is in US dollars and therefore the Australian dollar value
of the liability rises and falls with the underlying value of the US dollar.
A 10% strengthening/weakening of the Australian dollar against the following currencies at 30 June 2013 and
2012 would have increased/decreased profit and loss by the amounts shown in the table below. The analysis
assumes that all other variables, in particular interest rates remain constant.
GBP
HKD
USD
Profit or Loss
2013
$000
105
257
711
2012
$000
330
n/a
n/a
The consolidated entity has revenues and resulting trade and other receivables in non-functional currencies as follows:
financial assets
Trade and other receivables
USD
2013
$000
474
474
EUR
2013
$000
98
98
USD
2012
$000
327
327
EUR
2012
$000
132
132
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
21. financial risk management (continued)
Based on the financial instruments held by the consolidated entity as at the reporting date, the sensitivity of
the consolidated entity’s profit/(loss) after tax for the year and equity at the reporting date to movements in the
Australian dollar to US dollar and Australian dollar to Euro exchange rates was:
• Had the Australian dollar weakened/strengthened by 5% against the US dollar with all other variables
remaining constant, the consolidated entity’s profit after tax would have been $159,000 lower/higher
(2012: $183,000 lower/higher).
• Had the Australian dollar weakened/strengthened by 5% against the Euro with all other variables remaining
constant, the consolidated entity’s profit after tax would have been $32,000 lower/higher (2012: $77,000
lower/higher).
(ii) Equity price risk
The consolidated entity is exposed to equity securities price risk arising from investments classified on the
statement of financial position as financial assets measured at fair value. Investments in equity securities are
approved by the Board on a case-by-case basis.
The table below illustrates the potential financial impact of changes in equity securities price for the parent
entity’s major holdings. Changes in market valuation from reporting date to reporting date are reflected in other
income or in other comprehensive income in the Statement of Profit or Loss and Other Comprehensive Income
for the year.
Major Listed Equities
Value at
30 June
2013
Value at
12 month
low
Value at
12 month
high
Value at
30 June
2012
Value at
12 month
low
Value at
12 month
high
2013
$000
2013
$000
2013
$000
2012
$000
2012
$000
New Guinea Energy Ltd (ASX: NGE)
Water Resources Group Ltd (ASX: WRG)
Powerhouse Energy Group Plc (AIM: PHE.L)
167
18
20
98
16
26
460
105
136
460
477
Nil
391
334
Nil
2012
$000
1,369
1,223
663
205
140
701
937
725
3,255
(iii) Cash flow and interest rate risk
The consolidated entity’s main interest rate risk arises from short and long-term borrowings.
Borrowings at variable rates expose the consolidated entity to cash flow interest rate risk and borrowings at
fixed interest rates expose the consolidated entity to fair value interest rate risk.
The consolidated entity’s secured bank borrowings as well as finance lease liabilities and related party loans
are all currently at fixed interest rates.
The following table summarises the variables underlying the sensitivity of the consolidated entity’s financial
assets and liabilities to interest rate risk:
Consolidated entity
financial assets
Weighted
average
interest rate
2013
%
Balance
2013
$000
Weighted
average
interest rate
2012
%
Balance
2012
$000
Cash and cash equivalents
0.48%
3,145
4.23%
4,298
financial liabilities
Bank loan
Related party borrowings
Finance lease liabilities
Put and call option
8.23%
9.50%
8.28%
7.62%
3,771
4,305
149
7,111
7.68%
9.50%
8.17%
n/a
4,625
4,779
143
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0
0
2
2
66
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
21. financial risk management (continued)
The consolidated entity has and intends to continue to reduce its borrowings, so cash balances are not
accumulated and there is little sensitivity to cash deposit rates. As the current interest rates are fixed,
increases/decreases to interest rates have no immediate impact on the consolidated entity’s profit after tax.
(b) Credit risk
Credit risk is the risk that a counterparty will not complete its obligations under a financial instrument resulting
in a financial loss for the consolidated entity. Credit risk is managed co-operatively by the finance function and
operations for customers, including receivables and committed transactions and at the consolidated entity level
for credit risk arising from cash and cash equivalents, deposits with banks and financial institutions.
The consolidated entity does not generally obtain collateral or other security to support financial instruments
subject to credit risk. As the profile of the revenue comprises a very large number of small customers, the
Group accepts some amount of credit risk but has historically experienced no significant loss.
All cash balances are on deposit with banks that have S&P Long Term credit ratings of A+ in the UK and Hong
Kong and AA- in Australia.
The consolidated entity’s total capital is defined as the shareholders’ net equity plus net borrowings, and
amounted to $19,397 thousand at 30 June 2013 (2012: $25,017 thousand). The objectives when
managing the economic entity’s capital is to safeguard the business as a going concern, to maximise returns to
shareholders and to maintain an optimal capital structure in order to reduce the cost of capital.
(c) Liquidity and capital risk
The consolidated entity does not have a target debt/equity ratio, but has a policy of maintaining a flexible
financing structure so as to be able to take advantage of investment opportunities when they arise.
The consolidated entity’s liquidity position is managed to ensure sufficient liquid funds are available to meet
its financial obligations in a timely manner. The consolidated entity manages liquidity risk by continuously
monitoring forecast and actual cash flows and ensuring that the consolidated entity has the ability to access
required funding. The consolidated entity has historically maintained backup liquidity for its operations and
currently maturing debts through its financial asset portfolio.
As outlined in note 26, the Group contributed its worldwide events business to Beacon Events Limited
(“Beacon”) in exchange for 60% of the equity interest in Beacon in July 2012. The agreement includes an
option for the non-controlling shareholders of Beacon to sell their 40% interest in Beacon to Aspermont in
2017 based on a formula of gross profit. The current estimate of that discounted future amount is $7.1 million
(adjusted for foreign currency movements) which is recorded as a liability of the Group (see note 16) and a
provision for purchase of the non-controlling interest in the equity section.
The consolidated entity reports on two financial covenants relating to the bank financing facility. There is a
Debt to EBITDA (earnings before interest, taxes, depreciation and amortisation) ratio and an interest cover ratio
tested on a rolling twelve month basis (see note 14).
The tables below analyse the consolidated entity’s financial liabilities into maturity groupings based on the
remaining period from the reporting date to the contractual maturity date. As amounts disclosed in the table
are the contractual undiscounted cash flows including future interest payments, these balances will not
necessarily agree with the amounts disclosed on the statement of financial position.
Consolidated entity as at 30 June 2013
Less than
6 months
6 to 12
months
Between 1
and 2 years
Between 2
and 5 years
Total
Contractual
Cash Flows
Carrying
Amount
$000
$000
$000
$000
$000
$000
Non-derivatives
Trade and other
payables
Borrowings
Put and call option
2,373
5,067
-
7,440
-
639
-
639
-
4,722
-
4,722
-
-
9,591
9,591
2,373
10,428
9,591
22,392
2,373
8,645
7,111
18,129
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
21. financial risk management (continued)
Consolidated entity as at 30 June 2012
Less than
6 months
6 to 12
months
Between 1
and 2 years
Between 2
and 5 years
Total
Contractual
Cash Flows
Carrying
Amount
$000
$000
$000
$000
$000
$000
Non-derivatives
Trade and other
payables
Borrowings
2,499
887
-
-
-
2,499
869
6,341
3,225
11,322
2,499
9,666
3,386
869
6,341
3,225
13,821
12,165
Interest payments are included in the borrowing amounts above and are projected using interest rates
applicable at 30 June 2013 and 2012. As the bank borrowings are subject to fixed interest rates, future
interest payments will not be affected by market changes.
(d) Financial assets and liabilities by category
The financial instruments consist mainly of deposits with banks, accounts receivable and payable, bank loans,
related party loans and leases. Investments accounted for using the equity method are excluded from the
information provided below:
Consolidated
financial assets
Cash and cash equivalents
Trade and other receivables
Listed securities
Unlisted securities
financial liabilities
Trade and other payables
Borrowings
Put and call option
2013
$000
3,145
7,063
213
70
10,491
2,373
8,645
7,111
2012
$000
4,298
4,006
1,002
542
9,848
2,499
9,667
-
The fair value of cash and cash equivalents, trade and other receivables and trade and other payables is
considered to be a reasonable approximation of their fair value due to their short-term nature. The fair value of
borrowings as at the reporting date is considered to be a reasonable approximation of their fair value.
18,129
12,166
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
22. segment information
The economic entity primarily operates in the media publishing industry as well as in conferencing and
investments, within Australia and in the United Kingdom.
Segment Reporting:
2013
Print
Online
Conferencing
Investments
Total
Australia
- Asia
$000
Europe
$000
Australia
- Asia
$000
Europe
$000
Australia
- Asia
$000
Europe
$000
Australia
- Asia
$000
$000
Revenue
Sales
11,404
6,146
4,735
541
12,366
4,987
Other revenue
116
-
-
-
14
-
-
-
40,179
130
11,520
6,146
4,735
541
12,380
4,987
-
40,309
total segment
revenue
Result
Segment result
1,802
2,777
(32)
2,291
754
(1,669)
6,106
2012
Print
Online
Conferencing
Restated
Investments
Restated
Total
Australia
- Asia
$000
Europe
$000
Australia
- Asia
$000
Europe
$000
Australia
- Asia
$000
Europe
$000
Australia
- Asia
$000
$000
Revenue
Sales
12,028
5,901
4,701
445
6,737
2,994
-
32,806
Other revenue
56
-
47
-
23
-
123
249
12,084
5,901
4,748
445
6,760
2,994
123
33,055
total segment
revenue
Result
Segment result
2,735
2,174
1,136
70
2,422
1,510
(730)
9,317
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
22. segment information (continued)
Reconciliation of reportable segment profit or loss:
Total profit for reportable segments
Other income
Overheads
Interest
2013
$000
6,106
3,106
(4,622)
(1,529)
2012
$000
9,317
62
(7,530)
(1,013)
Consolidated profit/(loss) before income tax from
continuing operations
3,061
836
Description of segments:
Operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision maker. The chief operating decision maker has been identified as the Chief Executive Officer
who makes strategic decisions.
The segments derive revenue from the following products and services:
• The print division derives subscription and advertising revenues from traditional print publications across a
number of trade sectors including mining, construction, energy and the resources sector.
• The internet media segment develops and maintains web sites and daily news services covering various
sectors including mining, energy and construction. Revenue is derived from subscription, advertising and
sponsorships.
• The conferencing division derives revenues from running events and holding conferences in various locations
and across a number of sectors.
• The investment division receives revenue from advisory fees and general investment income including fair
value gains/losses on non-media share investments held.
These segments are the basis on which the Group reports its segment information.
Segment revenue and expenses:
Segment revenue and expenses are accounted for separately and are directly attributable to the segments.
Inter-segment transfers:
There are no significant inter-segment transactions at this time.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
23. earnings/(loss) per share (ePs)
Consolidated
2013
$000
1.05
1.05
2012
$000
(0.11)
(0.11)
2,509
(257)
2,509
(257)
238,710,493
237,877,616
-
-
238,710,493
237,877,616
(a) Basic earnings/ (loss) per share (cents per
share)
(b) Diluted earnings/ (loss) per share (cents
per share)
(c) Earnings/ (loss) used in calculating
earnings per share
Profit/ (loss) attributable to the ordinary equity
holders of the company used in calculating basic
earnings per share
Profit/ (loss) attributable to the ordinary equity
holders of the company used in calculating diluted
earnings per share
(d) Weighted average number of shares used
as the denominator
Weighted average number of ordinary shares
outstanding during the year used in calculation of
basic and diluted earnings per share
Options
Weighted average number of ordinary shares
outstanding during the year used in calculation of
diluted earnings per share
Options granted to employees under the employee
option scheme are considered to be potential
ordinary shares and are included in the determination
of diluted earnings per share to the extent they are
dilutive. Details relating to the options are set out in
note 17.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
24. capital and leasing commitments
finance lease commitments
Payable – Minimum lease payments
Not later than 12 months
Between 12 months and 5 years
Minimum lease payments
Less future lease charges
Present value of minimum lease payments
operating lease commitments
Non-cancellable operating leases contracted for but not
capitalised in the financial statements :
Not later than 12 months
Between 12 months and 5 years
Consolidated
2013
$000
2012
$000
30
8
38
38
(2)
36
1,045
1,985
3,029
113
38
151
151
(8)
143
185
-
185
The operating lease commitments relate to the following:
• A property lease at Albert House, 1 Singer Street, London, United Kingdom which is a non-cancellable lease
which was re-signed in 2013 with a new expiry date of 1 December 2014.
• A property lease at 613-619 Wellington Street, Perth, Western Australia which was re-signed in 2012 for a
term of five years, expiring 30 September 2017.
25. after reporting date events
No matters or circumstance has arisen since the end of the financial year, which has 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.
Variation from preliminary financial report
Subsequent to the release of the preliminary report to the ASX, the Group has finalised the financial statements
and made adjustment to the Beacon put option liability, reclassified certain losses on the sale of financial
assets from profit and loss to other comprehensive income in accordance with AASB 9 (Financial Instruments)
and made changes to accrued operating expenses.
These changes represent a consolidated after tax net profit of $2.56 million greater than previously announced
in the preliminary report to the ASX.
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
26. Business combinations
(a) Summary of acquisition – Beacon Events Limited
In July 2012 the Group contributed its worldwide events business to Beacon Events Limited (“Beacon”) in
exchange for 60% of the equity interest in Beacon. This has been effected through a disposal of 40% of the
worldwide events business which resulted in a gain of $1.9 million. This gain has been recognised in equity as
a transaction with the non-controlling interest.
The agreement includes an option for the non-controlling shareholders of Beacon to sell their 40% interest in
Beacon to Aspermont in 2017 based on an adjusted gross profit. Our preliminary estimate of that discounted
future amount was $10 million (adjusted for foreign currency movements) which is recorded as a liability of
the Group (see note 16) and a provision for purchase of the non-controlling interest in the equity section. In
addition, we will record interest expense on that amount until the option is exercised or expires. For the year
ended 30 June 2013 we have recorded interest of $781,299. The provisional accounting applied to this
transaction is provided below.
(b) Purchase consideration – Beacon Events Limited
Details of the fair value of assets, liabilities and acquired intangible assets are as follows:
Purchase consideration:
Non cash consideration
Total purchase consideration
fair value of net identifiable assets acquired:
Net book value of Beacons Events business
Goodwill in worldwide Events business
outflow of cash to acquire subsidiary:
Cash balance acquired
Net increase in cash
Provisional
$000
2,737
2,737
-
2,737
2,737
Provisional
$000
538
538
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Notes to the coNsolidated fiNaNcial statemeNts
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
26. Business combinations (continued)
(c) Assets and liabilities acquired - Beacon Events Limited
The assets and liabilities arising from the acquisition are as follows:
Cash
Trade receivables
Other current assets
Property, plant & equipment
Trade payables and accruals
Income in advance
Net assets
Fair Value
Net Assets
Provisional
$000
538
1,862
637
93
(885)
(2,245)
-
(d) Non-controlling interests
In accordance with accounting policy set out in note 2(s), the Group elected to recognise the non-controlling
interest at its proportion share of the net identifiable assets of Beacon. Non-controlling interest, on the above
acquisition, was recognised at 40% ($0.835 million) of the net assets ($2.088 million) of the worldwide
events business at the date of acquisition.
(e) Revenue and profit contribution
The acquired business contributed revenues of $17,151 and net profit of $2,574 to the Group for the period
to 30 June 2013.
27. contingent liabilities
The Group is not aware of any contingent liabilities existing at the end of the financial year or at the date of
this report that will significantly affect the operations of the Group or the state of affairs of the group in future
financial years.
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diRectoRs’ declaRatioN
In the directors’ opinion:
1. the financial statements and notes set out on pages 28 to 74 are in accordance with the
Corporations Act 2001, including:
a) complying with Australian Accounting Standards, the Corporations Regulation 2001 and other
mandatory professional reporting requirements; and
b) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2012
and of its performance for the financial year ended on that date; and
2. there are reasonable grounds to believe that the Company will be able to pay its debts as and when
they become due and payable; and
Note 2 confirms that the financial statements also comply with International Financial Reporting Standards
as issued by the International Accounting Standards Board.
The directors have been given the declarations by the Chief Executive Officer and Chief Financial Officer
required by section 295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the Directors.
C. O’Brien
Director
Perth
27 September 2013
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Tel: +8 6382 4600
Fax: +8 6382 4601
www.bdo.com.au
38 Station Street
Subiaco, WA 6008
PO Box 700 West Perth WA 6872
Australia
INDEPENDENT AUDITOR’S REPORT
To the members of Aspermont Limited
Report on the Financial Report
We have audited the accompanying financial report of Aspermont Limited, which comprises the
consolidated statement of financial position as at 30 June 2013, the consolidated statement of profit or
loss and other comprehensive income, the consolidated statement of changes in equity and the
consolidated statement of cash flows for the year then ended, notes comprising a summary of
significant accounting policies and other explanatory information, and the directors’ declaration of the
consolidated entity comprising the company and the entities it controlled at the year’s end or from
time to time during the financial year.
Directors’ Responsibility for the Financial Report
The directors of the company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error. In Note 2, the directors also state, in accordance with Accounting Standard AASB 101
Presentation of Financial Statements, that the financial statements comply with International
Financial Reporting Standards.
Auditor’s Responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our
audit in accordance with Australian Auditing Standards. Those standards require that we comply with
relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain
reasonable assurance about whether the financial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in
the financial report. The procedures selected depend on the auditor’s judgement, including the
assessment of the risks of material misstatement of the financial report, whether due to fraud or error.
In making those risk assessments, the auditor considers internal control relevant to the company’s
preparation of the financial report that gives a true and fair view in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the company’s internal control. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of accounting estimates made by the directors, as
well as evaluating the overall presentation of the financial report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our audit opinion.
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations
Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, which
has been given to the directors of Aspermont Limited, would be in the same terms if given to the
directors as at the time of this auditor’s report.
BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO (Australia) Ltd ABN 77 050
110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO (Australia) Ltd are members of BDO International Ltd, a UK company limited
by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards
Legislation (other than for the acts or omissions of financial services licensees) in each State or Territory other than Tasmania.
Opinion
In our opinion:
(a)
the financial report of Aspermont Limited is in accordance with the Corporations Act 2001,
including:
(i)
giving a true and fair view of the consolidated entity’s financial position as at 30 June 2013
and of its performance for the year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and
(b)
the financial report also complies with International Financial Reporting Standards as disclosed in
Note 2.
Emphasis of Matter
Without modifying our opinion, we draw attention to Note 2 in the financial report, which indicates the
ability of the consolidated entity to continue as a going concern is dependent upon successful
renegotiation of its ANZ borrowing facility. This condition, along with other matters as set forth in Note
2, indicate the existence of a material uncertainty that may cast significant doubt about the
consolidated entity’s ability to continue as a going concern and therefore, the consolidated entity may
be unable to realise its assets and discharge its liabilities in the normal course of business.
Report on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report for the year ended 30 June
2013. 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.
Opinion
In our opinion, the Remuneration Report of Aspermont Limited for the year ended 30 June 2013
complies with section 300A of the Corporations Act 2001.
BDO Audit (WA) Pty Ltd
Brad McVeigh
Director
Perth, 27 September 2013
additioNal iNfoRmatioN foR listed PuBlic comPaNies
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
The following additional information is required by the Australian Securities Exchange Limited in respect of
listed companies:
(a) Shareholding
ordinary share capital
238,710,493 (2012: 238,710,493) shares are held by 336 (2012: 350) individual holders. All issued
ordinary shares carry one vote per share.
distribution of shareholders Number
Category (size of holding)
2013
2012
Ordinary shares
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
47
24
72
104
89
336
48
24
74
107
97
350
The number of shareholdings held with a less than marketable parcel is 82 (2012:65).
(b) Share Options (Unquoted)
Number of Options
Number of Holders
Exercise Price
Date of Expiry
21,900,000
5,000,000
6
1
15c
15c
30 October 2015
30 October 2016
(c) Company Secretary
The name of the Company Secretary is Mr John Detwiler.
(d) Principal Registered Office
The address of the principal registered office in Australia is:
613-619 Wellington Street, Perth, WA 6000
Ph +61 8 6263 9100
(e) Register of Securities
The register of securities is held at the following address:
Advanced Share Registry
150 Stirling Highway, Nedlands, WA 6009
(f) Stock Exchange Listing
Quotation has been granted for all of the ordinary shares of the company on all Member Exchanges of the
Australian Securities Exchange Limited under the symbol ASP.
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additioNal iNfoRmatioN foR listed PuBlic comPaNies
For the year ending 30 June 2013 l Aspermont Limited and its Controlled Entities
(g) Substantial Shareholders
Number of Ordinary
fully paid shares held
% Held of Issued
Ordinary Capital
Name
1 Mr. Andrew Kent and beneficial interests
116,925,000
2 Mr. John Stark and beneficial interests
3 Cannavo Investments Pty Ltd
29,531,000
11,227,000
48.98%
12.37%
4.70%
(h) 20 Largest Shareholders – Ordinary shares
Number of Ordinary
fully paid shares held
% Held of Issued
Ordinary Capital
Name
1 Drysdale Investments Limited
107,312,500
44.96%
2 Allan Dale Real Estate Pty Ltd
3 Cannavo Investments Pty Ltd
4 National Nominees Limited
5 Annis Trading Limited
6 Mr John Stark and Mrs Julie Stark
7 Glacier Media Inc
8 Mr Alan Cowen
9 Allan Dale Real Estate Pty Ltd
10 Mr Robert Miller
11 Chepan Pty Ltd
12 Yarandi Investments Pty Ltd
13 A&C Gal Investments Pty
14 Mr Colm John O'Brien
15 B F A Pty Ltd
16 Mr David Nizol
17 Kizogo Pty Ltd
18 Dr Carole Anne Jones
19 Mr Thomas George Klinger
20 Peterborough Nominees Pty Ltd
13,735,000
11,227,000
10,356,830
9,562,500
9,126,000
8,637,317
5,033,856
5,000,000
3,481,353
3,210,000
2,923,158
2,339,640
2,000,000
1,950,000
1,700,603
1,648,333
1,648,000
1,637,241
1,593,750
5.75%
4.70%
4.34%
4.01%
3.82%
3.62%
2.11%
2.09%
1.46%
1.34%
1.22%
0.98%
0.84%
0.82%
0.71%
0.69%
0.69%
0.69%
0.67%
204,123,081
85.51%
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Notes
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aUstraLia
pertH
Head oFFice
613-619 Wellington Street
PErtH, Western Australia 6000
t l +61 8 6263 9100
F l +61 8 6263 9148
www.aspermont.com
sydney
Level 7, 30-32 Carrington Street
SYdnEY, new South Wales 2000
t l +61 2 9279 2222
F l +61 2 9279 2477
www.resourcefulevents.com
UK/eUrope/americas
aspermont United Kingdom
Albert House, 1 Singer St
London, United Kingdom, EC2A 4BQ
t l +44 (0) 20 7216 6060
F l +44 (0) 20 7216 6050
www.mining-journal.com