13 September 2019
The Manager
Market Announcements Platform
Australian Securities Exchange
Annual Report for Year Ending 30 June 2019
The Company has great pleasure in releasing its Annual Report for the Year Ending 30 June 2019 including the
Chairman’s Report and the Corporate Governance Statement, as well as the Directors’ Report and the audited
FY2019 Financial Statements and Notes to the Accounts.
Yours faithfully
Dennis Payne
Company Secretary
A N N U A L R E P O R T 2 0 1 9
Innovation
Design
Satellite
IoT
M2M
Beam Communications Holdings Limited
DIRECTORATE
NON EXECUTIVE CHAIRMAN
Mr Simon Lister Wallace
MANAGING DIRECTOR
Mr Michael Ian Capocchi
NON EXECUTIVE DIRECTORS
Mr Carl Cheung Hung
Mr David Paul James Stewart
COMPANY SECRETARY
Mr Dennis Frank Payne
REGISTERED OFFICE
Beam Communications
Holdings Limited
Unit 5/8 Anzed Court
Mulgrave, VIC, 3170
Ph: (03) 8561 4200
Fax: (03) 9560 9055
Email:
CONTENTS
Directorate
Chairman’s Report
Directors’ Report
Auditor’s Independence Declaration
Corporate Governance Statement
investor@beamcommunications.com
Consolidated Financial Statements
1
2
4
18
22
30
SHARE REGISTER
Link Market Services Ltd
Locked Bag A14
Sydney South, NSW, 1235
Ph: 1300 554 474
Fax: (02) 9287 0303
SOLICITORS TO
THE COMPANY
GrilloHiggins Lawyers
Level 20, 31 Queens Street
Melbourne, VIC, 3000
Ph: (03) 8621 8880
AUDITOR
RSM Australia Partners
Level 21, 55 Collins Street
Melbourne, VIC, 3000
Ph: (03) 9286 8000
Fax: (03) 9286 8199
ASX OFFICE
Based in Melbourne
ASX CODE
BCC
Consolidated Statement of Profit or Loss and
Other Comprehensive Income
Consolidated Statement of Financial Position
31
Consolidated Statement of Changes in Equity
32
Consolidated Statement of Cash Flows
33
Notes to the Consolidated Financial Statements
34
Directors’ Declaration
Auditor’s Report
Australian Securities Exchange Information
54
56
60
1
ANNUAL REPORT 2016
ANNUAL REPORT 2019CHAIRMAN’S REPORT
CHAIRMAN’S REPORT
I am pleased to provide the following Chairman’s Report on the Beam
FY2021. In addition to the expected continued growth in Beam and
Communications Holdings Group of companies for the year ended 30
SatPhone’s organic business, there is the sixth order for 5000 Iridium
June 2019. I encourage you to read the full Directors’ Report which
GO!® units in FY2020 and we are also quite optimistic about our
contains more extensive information. However, I would like to present
commercial prospects in India, given the new opportunities and appetite
to you the highlights.
for Inmarsat products in that enormous market.
Profit Performance and Major Impacts
This is my third report to you as Chairman and I am very delighted to
report this year on a vastly improved performance by the Group and a
return to a strongly profitable performance.
Record revenue and pre-tax profit in FY2019 were the outcome
of consistent trading momentum throughout the year and healthy
contributions from the two significant contracts that the Group secured
in previous years for Thuraya WE and Iridium GO!®. The Group
recorded total revenue of $18.5m (up 60% year on year), a Net Profit
Before Tax of $0.72m (a turnaround of $2.15m) and EBITDA of $2.1m.
Outside the satellite space, a range of LTE devices for industrial IoT
applications are being soft-launched this month, with others currently
being trialled and tested for the Australian and global markets. We
anticipate that substantial new revenues can be achieved in this
category during FY2020.
Recently, Beam was selected to partner Iridium in the development of
a new generation of products that utilises the Certus 9770 transceiver
following the US$3bn upgrade of the Iridium satellite constellation,
known as Iridium NEXT. The enhanced speeds and IP capabilities of
this product present new market opportunities, with release of new
products expected before mid FY2021. Iridium’s appointment of Beam
Looking back on FY2017 and FY2018, as we shared with investors at the
as a core partner in this development is also a strong endorsement of
time, those were in effect preparatory years when Beam was focussed
our global reputation, engineering capability and ingenuity.
on completing the major Thuraya WE development and investigating the
opportunities that exist in the market outside the purely satellite space.
Those annual results were marred by delays (particularly to the WE
project which, although largely outside Beam’s control, was frustrating
for all stakeholders), false starts (as in the Inmarsat BRM development for
which the board took the conservative decision to write-back 100% of the
investment in FY2018, at a net cost of $0.66m) and a lull in global demand
for docking units and accessories, which has proved to be an aberration.
In FY2019, we were proud to effect shipments of 3,000 WE units to
Thuraya, completing the initial contract, and gratified with the $3.85m in
revenue the fulfilment of that major order delivered to the Group.
The balance of the fourth order for Iridium GO!® and 100% of the fifth
order were all delivered in FY2019, adding $2.75m in revenue.
Roadpost Inc, a very experienced seller of satellite solutions in USA/
Canada, has joined with Beam to develop, manufacture and market an
innovative mobile satellite messaging and SOS device that is aimed at
untapped but large and fast-growing global markets. The new terminal,
trademarked ‘ZOLEO’, will utilise the upgraded Iridium satellite network.
The new solution is anticipated to significantly grow Beam’s recurring
income stream from FY2021. More details will be announced to the
market prior to launch.
The FY2020 outlook for orders of the Thuraya WE, and the shared
airtime revenues that are derived from those units, is more difficult to
predict given the delay to Thuraya’s market launch plans. Follow-up
orders from Thuraya are not expected until the initial product pipeline
requires refilling which, prudently, we should not expect before FY2021.
The improving impetus in Beam’s organic product sales in late FY2018,
It is still anticipated that Thuraya WE will be a major contributor to the
noted in my Chairman’s Report of last year, continued into and
Group’s financial wellbeing in future years.
throughout FY2019, and SatPhone Shop sales were up 18% with record
revenues posted for this division in the June quarter.
Cash and Funding
Outlook
The Group’s bank facilities were undrawn at 30 June 2019 with an in-funds
balance of $2.5m, bolstered by the Australian Government R&D grant of
The outlook for the Group should encourage stakeholders, including
$832,000 received just before the close of the year. The Group’s approved
existing and prospective shareholders, with a number of exciting new
bank loan facilities total $740,000. Pleasingly, our improved trading
ventures to be announced, developed or delivered in FY2020 and
activities generated cash inflows of $2.1m net of all operating costs.
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“The outlook for the Group should encourage
stakeholders, including existing and prospective
shareholders, with a number of exciting new
ventures to be announced, developed or
delivered in FY2020 and FY2021.”
This strong cash performance comes at a time when Beam is increasing
Staff and Board
its investment in developing and launching a range of new products, as
Your board remains committed to investing in our future and insulating
previously announced, and expenditure on major development projects
your Company from the vicissitudes of the markets in which we operate.
is presently the most significant application of cash for the Group. In
Ours is a small company, with significant but not indulgent aspirations.
FY2019, $2.0m was expended on product developments. As I noted in
We would invite investors to contrast our prudent approach to building
last year’s Chairman’s Report, our result this year is directly attributable
our business sustainably with other strategies which would appear to be
to the previous willingness of the board to support projects that will
focussed on adding scale at any cost. That is not, and should never be,
deliver lasting and significant revenues.
our goal.
To assist funding of these development projects and ensure the
Your board applies rigorous examination to all forecasts, opportunities
availability of cash while also limiting our reliance on existing debt
and performances, as it should. The result this year is an outcome we
facilities, the Group arranged two non-bank facilities with SGV1
should expect not to be our ceiling, but our floor.
Holdings Limited and Roadpost.
I would like to thank my fellow Non-executive Directors, Carl Hung and
In late 2016, a secured loan facility of up to $US2.0m was negotiated
David Stewart for their respective valuable insights.
with SGV1 at market interest rates. Early in the financial year, the
Group’s bank overdraft facilities were regularly accessed and Beam
drew US$0.66m from SGV1 in the September quarter of 2018. It is not
anticipated that there will be more drawings.
Under the ZOLEO JV Agreement, Roadpost will provide Beam with an
interest-free loan of up to US$600,000 to assist in Beam’s funding of
the JV’s start-up costs. The loan is repayable by Beam at any time and
at Beam’s sole discretion. In the June quarter, and to date, Beam has
received US$450,000 in respect of that arrangement.
In addition, I again express my appreciation to our Managing Director
and CEO, Michael Capocchi, as well as Michael’s executive team and
staff, for the successes achieved this year.
Collectively, we are pleased to have delivered for you, our shareholders,
in FY2019, but that should be your expectation. We look forward to
sharing with you the next chapter of the Beam story and have every
prospect that it will be one that is compelling to existing and potential
investors alike.
My very best wishes and thanks to all staff, clients and shareholders of
Directors and Investors
our Group.
I was re-elected as a Director at the last Annual General Meeting on 26
October 2018 and continue as Chairman of the Board. David Stewart’s
appointment to our board in November 2017 was also confirmed at the
AGM and David is a keen advisor to senior management, especially in
the pursuit of non-satellite opportunities. David remains Beam’s major
shareholder, holding 19.93% of the Company. Director Carl Hung is
the President and CEO of Season Group, a major trading partner of
Mr Simon Wallace
Chairman
Beam. Carl is also Managing Director of SGV1 Holdings Limited, which
Date: 13 September 2019
holds 10.23% of the shares in the Company. Our Executive Director on
the board is Michael Capocchi, who holds the positions of Managing
Director and Chief Executive Officer for all companies in the Group.
Michael is also a significant shareholder in the Company.
You can read more about all members of the board in the Directors’ Report.
No new securities have been issued since September 2017.
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DIRECTORS’ REPORT
Your Directors present their report on the
Company and its controlled entities for the
financial year ended 30 June 2019.
On 22 November 2018 the Company changed
its name from World Reach Limited to Beam
Communications Holdings Limited (ASX: BCC).
DIRECTORS
The persons who have been a Director of the
Company since the start of the financial year
to the date of this report are:
Simon Lister Wallace
Michael Ian Capocchi
Carl Cheung Hung
David Paul James Stewart
The qualifications, experience and special
responsibilities of each of the directors who
held office during the year are:
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Simon Lister Wallace
Non Executive Chairman
Age: 45
Simon Wallace is a corporate lawyer and,
based in Melbourne, he is presently an
equity partner of Dentons, which is the
largest law firm in the world.
Simon has extensive legal and commercial
proficiency, with particular expertise in
the areas of project finance, fundraising
and corporate governance. He also has
substantial professional experience in the
areas of investment banking, structured
and direct equity investments, product
formulation and sales.
More recently, he was a director of ASX-
listed Hastings Rare Metals Limited (now
known as Hastings Technology Metals
Limited) until November 2014.
Simon is admitted to practise as a barrister
and solicitor of the Supreme Court of
Victoria, the Federal Court of Australia
and the High Court of Australia, and he
holds degrees from the Australian National
University in both Law and Commerce.
Simon has been a Director since 5
February 2015 and was elected Chairman
on 22 December 2016.
Michael Ian Capocchi
Managing Director
Carl Cheung Hung
Non Executive Director
David Paul James Stewart
Non Executive Director
Age: 48
Age: 35
Age: 65
Michael Capocchi has over 20 years’
Carl Hung has a Bachelor of Commerce
David Stewart is an experienced CEO and
experience in the ICT industry and has
degree from the University of British
successful entrepreneur with more than
held several senior management positions.
Columbia and an Executive Masters of
30 years in management and business
Michael is based in Chicago, USA, which
Business Administration from University
leadership roles. David founded Banksia
places him closer to the important centres
of Western Ontario’s (UWO) Richard Ivey
Technology Pty Limited in 1988 and
for satellite communications in the USA
School of Business. He is a Six Sigma Black
successfully managed the company as a
and UK/Europe.
Belt certified by SGS. He is also a Certified
fast growing and highly profitable business.
Management Accountant.
In 1996 he instigated the successful
Michael joined Beam Communications
takeovers of a number of his competitors,
Holdings Limited as the General Manager
Carl is President and CEO of Season Group
including NetComm Limited, which was
of the subsidiary, Beam Communications
International Inc, a global Electronic
completed in November 1997. David
Pty Ltd, in 2003 and was appointed
Manufacturing Services provider. He has
assumed the role of CEO and Managing
as Managing Director of Beam
helped grow the company from USD15
Director until retiring in December 2016.
Communications Holdings Limited in
million in 2002 to USD161 million in 2016,
A year later David was appointed as a Non-
March 2008.
expanding the company’s footprint from
Executive Director of NetComm Wireless
China, Canada and Malaysia to include the
Limited, a position he held until 30 June
Prior to joining Beam, Michael was the
USA, Mexico and UK.
2019 when NetComm was acquired by
Regional Sales Director for Iridium
US-based Casa Systems.
Satellite LLC, directly managing the sales,
Season Group has been the preferred
distribution and channel management
contract manufacturer for Beam
In June 2016 David was recognised for
strategies for the Asia-Pacific region.
Communications Pty Ltd for several years
his significant and valuable contribution
Michael has held senior management
Beam’s manufacturing and supply
industry with the presentation of the
positions as the Sales and Marketing
processes. Carl has been a Director of
Communications Ambassador 2016
Director of Pacific Internet responsible
Beam Communications Holdings Limited
award. The Australian Communications
and has been instrumental in rationalising
to the Australian communications
for establishing the Australian operations
since 21 February 2013.
of the company and with Optus
Communications and Myer Stores Limited.
Michael Capocchi is an integral part of
the Beam business, including managing
the day to day operations of the group
which occasions extensive domestic and
international travel.
Ambassador award is the highest honour
presented by ACOMMS Communications
Alliance and CommsDay each year.
Since retiring, David began working with
a number of tech startups in an advising
and investing capacity. He was announced
as Chairman for Pycom on 1 July 2017
and a Director of Beam Communications
Holdings Limited on 9 November 2017,
following investments in both. The start of
2018 saw David join the board of Lockbox
Technologies and on 14 August 2019 he
was announced as a board member for
MyNetFone Group Limited.
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ANNUAL REPORT 2019
Indemnification of Directors and Officers
During the year, the economic entity has paid
premiums in respect of an insurance contract
to indemnify it’s directors and officers against
liabilities that may arise from their positions.
Directors and officers indemnified include
the Company Secretary, all directors and
all executive officers participating in the
management of the economic entity.
Further disclosure required under section
300(9) of the Corporations Law is prohibited
under the terms of the insurance contract.
Directorships of Other Listed Companies
David Stewart was a non-executive director
of NetComm Wireless Limited until 30
June 2019. No other director of Beam
Communications Holdings Limited has been
a director of a listed company in the three
years immediately before the end of the
financial year. On 14 August 2019 David
was appointed a non-executive director of
MyNetFone Group Limited (ASX:MNF).
COMPANY SECRETARY
Dennis Frank Payne has held the position of
Company Secretary since 2010. Dennis joined
the Company in 2005 and has also served since
that date as Chief Financial Officer.
Prior to joining Beam Communications
Holdings Limited Dennis held senior financial
and commercial roles at Cadbury Schweppes
and Optus Communications. He has a
Bachelor of Economics and is a qualified CPA.
PRINCIPAL ACTIVITIES
The activities of the company and its
controlled entities during year were the
development and marketing of a range of
communication products and services, mainly
satellite based.
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ANNUAL REPORT 2019
Revenue
Deduct
Cost of goods
sold, research
& development,
administrative,
marketing and
corporate expenses
Operating profit (loss)
before amortisation,
depreciation, interest
and tax
Deduct
Depreciation
Interest
Profit (loss) before
income tax
Net profit (loss) for the
year
Total comprehensive
Loss for the year
Performance and Profit
OPERATING RESULTS AND
REVIEW OF ACTIVITIES
The Consolidated Group reports a total
existing Beam and SatPhone Shop
to the Thuraya WE development, which is
products, with consistent growth enjoyed
being amortised over four years from March
across the whole year.
2018. This was partly offset by the recording
of Australian Government R&D grants worth
$741,000, the majority of which also related
to the Thuraya WE project.
comprehensive income of $339,129 for the
The principal activity of the Group during
FY2019 year on total revenue of $18,520,528
FY2019 continued to be the manufacture
and global distribution of satellite
(2018: total comprehensive loss of
$1,565,134 on revenue of $11,638,170).
A summary of the result for the year is as follows:
2019
$000
2018
$000
18,521
11,638
16,417
12,245
communication terminals, docking units and
Partial utilisation of the Group’s deferred
handheld phone accessories.
tax assets (mainly accumulated tax losses)
As previously advised, issues during FY2018,
which were largely outside Beam’s control,
interrupted the finalisation of the Thuraya
WE device and delayed the final deliveries
until well into FY2019, completing the 3000
unit initial order.
Having completed for Iridium the fourth order
of Iridium GO! ® units in July 2018, Beam
fulfilled 50% of the fifth order for 5,000 units
in January 2019 and the balance was shipped
in May 2019, bringing the total delivered so far
to 35,000 units since mid-2014.
against the year’s taxable profit resulted
in an accounting tax expense of $365,000
in Australia. The Group’s USA subsidiary
incurred taxes of $18,000, which are unable
to be claimed against Australian tax losses.
Although the Directors expect sufficient
future profitability to enable the full value
of the deferred tax assets to be utilised,
(these now stand at $863,000 and are
mainly derived from accumulated tax losses
carried forward), the decision has been taken
not to increase the proportion (currently
60%) taken up at this time, with a further
The improving demand for Beam’s base
demonstration of the Group’s return to
products, including docking units, fixed
sustained profitability required before the
terminals and accessories was evident in the
board intends to consider doing so.
2,104
(607)
later months of FY2018 and the momentum
continued throughout FY2019. This recovery
contributed significantly to the Group’s
Cash and Funding
Amortisation
1,179
694
positive net profit position in FY2019,
The greatly increased Group sales revenues
Tax expense
(383)
(133)
63
140
77
54
especially in the second half of the year which
were a major factor in generating stronger
did not benefit from the major delivery of WE
cash inflows. In the 12 months to 30 June 2019,
units shipped in the first half.
trading activities generated $2.1m cash inflow,
722
(1,432)
SatPhone Shop, our on-line retail business
and Telstra dealership, continues to expand
its product range and sales volumes. Revenue
from this division in FY2019 was up 18%
339
(1,565)
on FY2018, to $1.25m, with record sales
net of all operating costs. The continued
growth in the SatPhone Shop business and
Beam-branded product sales provided
improved monthly cash to support the cash
flows from major contracted revenues.
achieved in the June Quarter of 2019. This
The growth in cash comes at a time when
339
(1,565)
included a growing number of sales to larger
Beam is increasing its investment in
organisations and semi-government bodies,
developing and launching a range of new
and a steady expansion of the market for
products over the next few months, as
rental equipment and pre-paid SIM cards.
previously announced, and expenditure on
The Beam Group’s activities and results for
the year ended 30 June 2019 reflect a vastly
improved performance with a record revenue
and pre-tax profit result for the Group in a
major turnaround from FY2018.
The Group’s much-improved sales revenues
increased gross profit before operating
costs to $7.1m, well ahead of FY2018’s
$4.2m. Operating costs grew at a slower
pace than revenue growth to $5.8m, from
Total Group revenue for the year increased
last year’s $4.6m. Cost controls offset some
major development projects is presently the
most significant application of cash for the
Group. In FY2019, $2.0m was expended on
product developments and the June quarter
saw an increase in the level of this investment,
to $667,000 for the period.
by nearly 60% over the previous year.
of the rise, which was caused by a number of
On 29 June 2019, $832,000 was received
Highlights included:
- Two major shipments of WE units to
Thuraya Telecommunications in October
and November 2018, which alone
accounted for $3.85m in revenue and
completed the initial contract quantity.
good reasons, some beyond Beam’s control.
from the Australian Government R&D fund,
Operating costs included foreign exchange
which encourages Australian investment
losses totaling $99,000, start-up costs of
in research and development. That amount
Zoleo Inc. amounting to $327,000 (Beam’s
related to Beam’s R&D expenditure in
50% share), $150,000 associated with new
FY2018 on three projects. but can mainly be
product development processes and increased
aligned with the Thuraya WE product. The
finance costs of $86,000. The end result
R&D grants are only brought to profit on
- Three deliveries to Iridium, each of
was a Net Profit Before Tax of $722,000,
a monthly straight-line basis matching the
2,500 Iridium GO! ® units, in July 2018,
representing an improvement of $2.154m on
amortisation of the related development
January 2019 and May 2019, were valued
FY2018, and an EBITDA of $2.1m.
project over the relevant product’s useful life
at $2.75m in total.
The total cost of project amortisation for the
once sales commence.
- A significant lift in sales orders for
FY2019 year was $1.18m, wholly attributable
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The Group’s bank facilities were undrawn
on-going creation of custom applications
Roadpost has a 28-year track record in
at 30 June 2019 with an in-funds balance of
(Apps) to source information such as
selling cellular and satellite solutions to the
$2.5m, bolstered by the R&D grant received
weather, mail and maritime charting. Beam
North American markets. The new solution is
just before the close of the year. The available
is anticipating further orders from Iridium as
anticipated to grow Beam’s recurring income
bank loan facilities total $740,000. The cash
the market’s confidence in its new network
stream significantly from FY2021. The new
balance and the bank facilities are expected
continues to be reflected in increased
product and service offering is in the final
to be employed periodically during FY2020 in
consumer appetite for its products.
stages of development and more details will be
order to fund the Group’s ongoing investment
activities in this year.
Demand for Beam’s base products
announced to the market prior to launch.
contributed significantly to the Group’s
Also announced earlier this year was Beam’s
Early in the financial year the Group’s
positive net profit position in FY2019. This
initial entry into the Indian satellite market.
overdraft facilities were regularly accessed
robust and sustained revenue experience
First orders reached US$250,000 by 30 June
and the decision was made to make partial
indicates growth in our organic business
2019, and further sales are expected as the
drawings on the facility from SGV1 Holdings
rather than the usually anticipated drop
Inmarsat service offers increased market
Limited, arranged in late 2016, to ensure
off in demand so often seen in mature
applications and awareness in India.
the availability of funding for Beam’s full
communications devices and accessories.
development program. Beam drew US$0.66m
from this US$2m facility in the September
quarter of 2018. It is not anticipated that
there will be more drawings made on that
facility and full retirement of that debt is
expected to be made before the expiry date of
the facility on 1 January 2020.
The Board remains determined to continue
The expectation for SatPhone Shop is that the
investments in innovative technologies, and
revenue growth experienced in FY2019 will
although some of these new projects will
continue into FY2020 and beyond, thereby
require significant cash development funds,
providing an increasing contribution to the
other products are likely to require much
Group’s performance. As SatPhone Shop’s
less engineering time. The recent and now
market-reach and penetration improves, it
sustained revenue trends in our organic
is increasingly used as an ordering portal
business and the new opportunities augur
On 19 August 2019 Beam announced details
for larger organisations, resulting in bigger
well for FY2020 and beyond.
of a joint venture with Roadpost Inc of Canada
volume sales. Rental revenue, although
(further details under ‘Outlook and Projects’).
relatively small at present, is expected to grow
Directors and Investors
Under the JV Agreement Roadpost agreed
steadily in FY2020.
to provide Beam with an interest-free loan
of up to US$600,000 to assist in Beam’s
funding of the JV’s start-up costs. The loan is
repayable by Beam at any time and at Beam’s
sole discretion. In the June quarter, and to
date, Beam has received US$450,000 in
respect of that arrangement, but transferred
US$300,000 for start-up cash to Zoleo Inc.,
the entity formed to operate the JV business.
Additional cash will be drawn as required by
Zoleo Inc. as it seeks to launch its innovative
product later in calendar 2019.
No new securities have been issued since
Beam was selected as a beta partner by
September 2017 and the Board of Directors has
Iridium to develop a new generation of
remained the same since November 2017.
products that utilises the upgraded Certus
9770 transceiver. Beam will also enhance
its existing offerings following the US$3bn
upgrade of the Iridium satellite network,
known as Iridium NEXT. The new constellation
will facilitate enhanced speeds and IP
capabilities not previously available on the
Mr Simon Wallace was re-elected as a Director
by shareholders at the Annual General Meeting
of 26 October 2018. With lengthy and detailed
expertise in legal and commercial matters,
Simon continues as Chairman of the Board and
is also a shareholder in the Company.
Iridium network. Some of our new product
Mr David Stewart joined our board in November
developments to service these new market
2017, with his appointment confirmed at the
opportunities have been brought forward and
following AGM. David has been a keen advisor
will commence early in FY2020, with release
to senior management in the rationalisation
Outlook and Projects
of the products before mid FY2021.
of development expenditure and provides
As mentioned above, Beam experienced issues
Opportunities with new LTE devices for
largely outside its control that delayed the
industrial IoT applications outside the purely
finalisation of the Thuraya WE unit’s software.
satellite communications space have been
Unfortunately, those issues delayed the final
investigated over the last 12 months. A
deliveries and postponed Thuraya’s market
range of products is being soft-launched this
launch plans. This inevitably means follow-up
month, with a number of others currently
hands-on assistance in the selection of
trading partners for innovative new product
opportunities. David remains Beam’s major
shareholder, holding 19.93% of the shares in the
Company, while he assists the Group to expand
in the satellite and non-satellite space.
orders from Thuraya are not expected to be
being trialed and tested for Australian
Beam Director Mr Carl Hung is also the
received until the initial product deliveries have
and global markets. Starting with modest
President and CEO of Season Group, a major
filled the pipeline and gained acceptance in the
monthly revenues, incremental to the
trading partner of Beam for over nine years.
marketplace. This may not happen until FY2021.
existing business, the Group believes the
Season provides Beam with a range of sub-
major sales potential can be fully achieved
contract services including manufacturing,
On 19 February 2019, Beam announced the
securing of a sixth order from Iridium for
before the end of FY2020.
Iridium GO! ® units, again to be delivered
Details of the Zoleo joint venture were
over two shipments, with the first 2500 units
expected to be delivered this month, August
released on 19 August 2019. Roadpost Inc has
joined with Beam to develop, manufacture
2019, and the balance in Q3 of FY2021. The
and market a mobile satellite messaging and
engineering, tool making and testing facilities in
Guangdong, China. Carl is Managing Director of
SGV1 Holdings Limited, a company associated
with Season, which holds 10.23% of the shares
in the Company.
total units ordered of this remarkable product
SOS device that is aimed at untapped but
Mr Michael Capocchi is an Executive Director
is now 40,000, signaling a significantly longer
large and fast-growing global markets. The
and holds the positions of Managing Director
product lifecycle than other communication
new terminal, trademarked ‘ZOLEO’, will
and Chief Executive Officer for all companies
devices, due to its rugged design and the
utilise the upgraded Iridium satellite network.
in the Group, including the USA subsidiary. His
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ANNUAL REPORT 2019
base in the USA enables him to more easily visit
DIRECTORS’ INTERESTS
the Middle East and UK/Europe, where so many
of the Group’s core clients are based, as well as
domestically within the US. Michael travels to
Australia every 4-6 weeks and is in daily contact
with management. Michael is also a significant
shareholder in the Company.
The Directors are confident that the return
to a significant profit situation in FY2019 is
an indicator of the Group’s successful efforts
to improve core and new product offerings
and sales strategies, as well as expanding the
business’s scale and investment capacity via
incremental yet sustainable revenue and
profit expansion.
The relevant interests of the Directors in
the securities of the Company are detailed
in the Remuneration Report as part of the
Directors’ Report.
SHARES UNDER OPTION
At the date of this report, the unissued
ordinary shares of the Company under option
are as follows:
Issue
Date
Date of
Exercise
Expiry
Price
Number
Under
Option
31.03.15 31.03.20 $0.1950
789,525
REMUNERATION REPORT (Audited)
This report details the nature and amount of
remuneration for each director of Beam
Communications Holdings Limited, and for
the executives receiving the highest
remuneration.
Remuneration Policy
The Company is committed to remunerating
its executive directors and senior executives
in a manner that is market-competitive,
consistent with best practice and which
supports the interests of shareholders. The
Company aims to align the interests of
executive directors and senior executives with
those of shareholders by remunerating
SIGNIFICANT CHANGES IN STATE OF
24.12.15 31.08.20 $0.1950
789,525
through performance and long-term incentive
24.12.15 30.11.20 $0.1950
907,500
plans in addition to fixed remuneration.
2,486,550
The remuneration of Non-executive Directors
is determined by the Board having regard to
AFFAIRS
Other than those noted above, there were no
significant changes in the state of affairs of the
Consolidated Group during the financial year.
EVENTS AFTER REPORTING DATE
On 30 July 2019 the Company released to
the ASX a statement that an entity controlled
by non-executive Director Carl Hung had
sold 3.8 million Beam shares, or 42% of its
holding in Beam, to raise cash for its Chinese
businesses. On 19 August 2019 the Company
announced the formation of a joint venture
with Roadpost Inc., a Canadian company, to
develop and market a new satellite messaging
DIRECTORS’ MEETINGS
During the year ended 30 June 2019 the
Company held 16 meetings of Directors
(including Audit Committee meetings).
Attendances by each Director during the
year were:
Directors
meetings
Commitees
the following elements:
the level of fees paid to non-executive
directors by other companies of similar size
and stature and in aggregate must not exceed
the maximum annual amount approved by the
Company’s shareholders, currently $500,000,
as determined at the General Meeting held on
3 August 2007.
Senior executives’ remuneration consists of
- fixed salary;
- short-term incentive bonus where
applicable based on performance;
- long-term incentive share option scheme;
and
- other benefits including superannuation.
Fixed Salary
The salary of senior executives is determined
from a review of the market and reflects
core performance requirements and
expectations. In addition, the Company
considers the following:
- The scope of the individual’s role;
and SOS device.
Director
Other than the above, there have been no
significant events since 30 June 2019.
d
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P
DIVIDENDS PROPOSED OR RECOMMENDED
No dividends were paid or declared
since the start of the financial year. No
recommendation for payment of dividends
has been made.
ENVIRONMENTAL ISSUES
M Capocchi
12
D Stewart
C Hung
S Wallace
12
12
12
12
12
12
12
0
0
4
4
0
0
4
4
Each Director attended every scheduled
- The individual’s level of skill and experience;
The Consolidated Group’s operations are not
meeting of the Board and of each
regulated by any significant environmental
Committee of which he is a member.
regulation under any Commonwealth, State
or Territory laws.
FUTURE DEVELOPMENTS
The company will continue the development
of the Satellite Communications Services and
related businesses.
SHARES ISSUED ON THE EXERCISE
OF OPTIONS
No ordinary shares of the Company were
issued during the year ended 30 June 2019
on the exercise of options.
- Legal and industrial obligations;
- Labour market conditions; and
- The complexity of the Company’s business.
Performance Bonus
The purpose of the performance bonus is to
reward an individual’s actual achievement of
performance objectives and for materially
improved Company performance.
Consequently, performance-based
remuneration is paid where a clear contribution
to successful outcomes for the company is
demonstrated and the individual attains and
excels against pre-agreed key performance
indicators during a performance cycle.
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For FY2019 the Managing Director had a
beyond the direct control of senior
performance bonus potential of 15% of the
executives, or indeed the Board. By way of
Group operating profit before interest, tax,
example, this was the case in FY2018 when
depreciation and amortisation (EBITDA) above
the delayed completion of the Thuraya WE
$1,000,000 for the financial year, plus $15,000
project severely impacted the Group’s overall
and a 1% increase in fixed salary for FY2020,
financial results for that period.
payable upon the achievement of each of 5 KPIs
set by the Board at the beginning of the financial
Long-term Incentives
year. The Group achieved an EBITDA of
The Company’s Share Options Incentive Plan,
$2,103,706 and therefore the potential
in which executive directors and senior
performance bonus became payable. In addition
executives may participate, was approved by
the Managing Director achieved 3 of the KPIs.
shareholders on 27 October 2017 and
Two senior sales executives have contractual
performance based bonus entitlements having
authorises the Directors to issue up to 10% of
the shares on issue at a given time.
achieved above their minimum sales related
The Company ensures that the payment of
target levels in FY2019. No other key
equity-based executive remuneration is made
management executive has a contractual
in accordance with thresholds set in plans
performance bonus entitlement.
approved by shareholders.
In assessing the relative performance of the
No options were issued to key management
senior executives and the Group as a whole
personnel or Directors during FY2018 or
measured against the primary objective of
FY2019 while the Company evaluates the
enhancing shareholder value over time, the
effectiveness of share options as incentives.
Board has regard to key financial indicators. In
accordance with Section 300A of the
Other Benefits
Corporations Act 2001 the following table
Senior executives are entitled to statutory
summarises the Group’s performance over the
superannuation and other bonus payments
9
1
0
2
8
1
0
2
7
1
0
2
6
1
0
2
5
1
0
2
subject to the discretion of the Managing
Director and the Board.
Employment Contracts
Employment Contracts of Senior Executives
An employment contract for the Managing
Director was executed by the Company and
772 (1,432) (423) 417
645
Michael Capocchi on 30 June 2018 under
2,104 (607) 129 1,363 2,571
earnings per
0.64 (3.07)
(1.29) 1.12 5.13
which he will continue as Managing Director
and CEO of the Company and all subsidiaries
until at least 30 June 2020 (the minimum
term) with extension beyond that date
possible by mutual agreement. The terms of
Mr Capocchi’s contract were negotiated such
that, compared to his employment terms that
applied prior to that date, his fixed base salary
was reduced and a greater portion of his
0.27
0.16
0.13
0.23 0.31
remuneration was at risk. The contract can be
terminated by either the Company or Mr
Capocchi, with a minimum of 9 months’ notice,
subject to completion of the minimum term.
All other key management personnel are
permanent employees.
14.28 8.46
5.61
9.93 13.38
Nil
Nil
Nil
Nil
Nil
last 5 years.
Net
profit(loss)
before tax
($’000)
EBITDA
($’000)
Basic
share (cents)
Share price at
30 June ($)
Market
Capitalisation
at 30 June
($m)
Dividends
per share
The Board believes the above table illustrates
the positive, albeit not linear, direction the
Group has taken over the past 5 years and is
reflective of the performance of senior
executives during that period. Due to the
nature of the Group’s business there are
often major influences on a particular
financial year’s profit result that are largely
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REMUNERATION REPORT (continued)
(a) Names and positions held of consolidated group and parent entity
Key Management Personnel in office at any time during the financial year are:
Directors
Mr S Wallace
Non-Executive Chairman
Mr M Capocchi
Executive Managing Director
Mr C Hung
Mr D Stewart
Non-Executive Director
Non-Executive Director
Other key management personnel
Mr D Payne
Mr W Christie
Chief Financial Officer and Company Secretary
Chief Technical Officer
(b) Details of remuneration for the year
The remuneration for each director and each of the other key management personnel of the consolidated group receiving the highest
remuneration during the year was as follows:
Short-term employee benefits
Post-
employment
benefits
Other long-
term
benefits
Termi-
nation
benefits
Share-
based
payments
Cash
salary &
fees
$
Cash
bonus &
Commissions
$
Motor
vehicle
& other
allowances
$
Employee
benefits
payable
[b]
$
Super-
annuation
$
Employee
benefits
payable
$
Eligible
termi-
nation
benefits
$
Options
[a]
$
Total
$
Performance
related
%
Remuneration
consisting of
options
%
2019
Directors
Mr S Wallace
41,666
Mr M Capocchi [c] 418,688
215,806
27,335
23,725
41,723
8,297
Mr C Hung
41,666
Mr D Stewart
41,666
Other
Mr D Payne
189,547
Mr W Christie
172,549
-
-
-
-
-
(1,142)
18,007
(8,379)
(8,165)
16,392
4,306
Total
905,782
215,806
27,335
14,418
76,122
4,224
-
-
-
-
-
-
-
-
41,666
0.00%
735,574
29.34%
41,666
0.00%
41,666
0.00%
0.00%
0.00%
198,033
0.00%
185,082
0.00%
0.00%
0.00%
1,243,687
Short-term employee benefits
Post-
employ-
ment
benefits
Other
long-
term
benefits
Termi-
nation
benefits
Share-
based
payments
Cash
salary &
fees
$
Cash
bonus &
Commissions
$
Motor
vehicle
& other
allowances
$
Employee
benefits
payable
[b]
$
Super-
annuation
$
Employee
benefits
payable
$
Eligible
termi-
nation
benefits
$
Options
[a]
$
Total
$
Performance
related
%
Remuneration
consisting of
options
%
2018
Directors
Mr S Wallace
44,216
Mr M Capocchi [c]
477,107
Mr C Hung
44,216
Mr D Stewart
27,777
Other
Mr D Payne
188,147
Mr W Christie
171,275
Total
952,738
-
-
-
-
47,031
24,599
45,303
9,138
-
-
(812)
17,874
(5,519)
(2,641)
16,271
3,299
47,031
21,146
79,448
6,918
-
-
-
-
-
-
-
-
44,216
0.00%
603,178
0.00%
44,216
0.00%
27,777
0.00%
199,690
0.00%
188,204
0.00%
1,107,281
0.00%
0.00%
0.00%
0.00%
0.00%
0.00%
[a] Option based compensation relates to the value of options issued to date and brought to account pro-rata to the time period from the date of granting to the date of
vesting, except where Accounting Standard AASB 2 required expensing to begin from the commencement of service related to those options, notwithstanding that the
issue of those options, in the case of Directors was subject to shareholder approval, and in the case of key management employees, subject to performance review.
[b]
Employee benefits payable represents net increase in benefits payable charged to the consolidated statement of profit or loss and other
comprehensive income in the current year.
[c]
The majority of Mr Capocchi’s remuneration is in US dollars. For 2019 his remuneration has been converted into AU dollars at the exchange rate on 30 June 2019 of 0.7013.
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Short-term employee benefits
employment
term
Post-
Other long-
Termi-
nation
Share-
based
benefits
benefits
benefits
payments
Cash
Cash
salary &
bonus &
fees
Commissions
$
$
Motor
vehicle
& other
Employee
benefits
payable
allowances
$
[b]
$
Super-
annuation
$
Employee
benefits
payable
$
Eligible
termi-
nation
benefits
$
Options
Performance
[a]
$
Total
$
related
%
Remuneration
consisting of
options
%
2019
Directors
Mr S Wallace
41,666
Mr C Hung
41,666
Mr D Stewart
41,666
Other
-
-
-
Mr M Capocchi [c] 418,688
215,806
27,335
23,725
41,723
8,297
735,574
29.34%
Mr D Payne
189,547
(1,142)
18,007
(8,379)
Mr W Christie
172,549
(8,165)
16,392
4,306
-
-
198,033
0.00%
185,082
0.00%
0.00%
0.00%
Total
905,782
215,806
27,335
14,418
76,122
4,224
-
1,243,687
41,666
0.00%
41,666
0.00%
41,666
0.00%
0.00%
0.00%
-
-
-
-
-
-
-
[a] Option based compensation relates to the value of options issued to date and brought to account pro-rata to the time period from the date of granting to the date of
vesting, except where Accounting Standard AASB 2 required expensing to begin from the commencement of service related to those options, notwithstanding that the
issue of those options, in the case of Directors was subject to shareholder approval, and in the case of key management employees, subject to performance review.
[b]
Employee benefits payable represents net increase in benefits payable charged to the consolidated statement of profit or loss and other
comprehensive income in the current year.
[c]
The majority of Mr Capocchi’s remuneration is in US dollars. For 2019 his remuneration has been converted into AU dollars at the exchange rate on 30 June 2019 of 0.7013.
REMUNERATION REPORT (continued)
(c) (i) Options granted as part of remuneration for the year
2019
Grant date
Granted number
Value per option
at grant date
$
Value of options
granted during
the year
$
Value of options
exercised during
year
$
Value of options
lapsed during
year
$
Total
$
Directors
Mr S Wallace
Mr M Capocchi
Mr C Hung
Mr D Stewart
Other
Mr D Payne
Mr W Christie
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2018
Grant date
Granted number
Value per option
at grant date
$
Value of options
granted during
the year
$
Value of options
exercised during
year
$
Value of options
lapsed during
year
$
Total
$
Directors
Mr S Wallace
Mr M Capocchi
Mr C Hung
Mr D Stewart
Other
Mr D Payne
Mr W Christie
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(81,900)
(81,900)
-
-
-
-
-
-
-
-
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ANNUAL REPORT 2019
REMUNERATION REPORT (continued)
(c) (ii) Options granted and/or vested during the year
2019
Vested No.
Granted No.
Grant date
Value per
option at
grant date $
Exercise price $
Expiry date
First exercise
date
Last exercise
date
Terms & conditions for each grant
Directors
Mr S Wallace
Mr M Capocchi
Mr C Hung
Mr D Stewart
Other
Mr D Payne
Mr W Christie
Total
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2018
Vested No.
Granted No.
Grant date
option at
Exercise price $
Expiry date
grant date $
Terms & conditions for each grant
Value per
First exercise
Last exercise
date
date
Directors
Mr S Wallace
Mr M Capocchi
Mr C Hung
Mr D Stewart
Other
Mr D Payne
Mr W Christie
Total
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
T
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D
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I
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S
G
N
I
D
L
O
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S
N
O
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A
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REMUNERATION REPORT (continued)
(d) Option holdings
The number of options over ordinary shares in the Company held during the financial year by each key management person including their
personally related parties is set out below.
Balance
1.07.18
Granted as
Remuneration
Issued as
Equity
Investment
Options
Exercised
Options
Lapsed
Balance
30.06.19
Total Vested
30.06.19
Exercisable
30.06.19
Unexer-
cisable
30.06.19
2019
Directors
Mr S Wallace
-
Mr M Capocchi
907,500
Mr C Hung
Mr D Stewart
-
-
Other
Mr D Payne
381,150
Mr W Christie
544,500
Total
1,833,150
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
907,500
907,500
907,500
-
-
-
-
-
-
381,150
381,150
381,150
544,500
544,500
544,500
1,833,150
1,833,150
1,833,150
-
-
-
-
-
-
-
Balance
1.07.17
Granted as
Remuneration
Issued as
Equity
Investment
Options
Exercised
Options
Lapsed
Balance
30.06.18
Total Vested
30.06.18
Exercisable
30.06.18
Unexer-
cisable
30.06.18
2018
Directors
Mr S Wallace
-
Mr M Capocchi
1,507,500
Mr C Hung
Mr D Stewart
-
-
Other
Mr D Payne
381,150
Mr W Christie
544,500
-
-
-
-
-
-
Total
2,433,150
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(600,000)
907,500
907,500
907,500
-
-
-
-
-
-
-
-
381,150
381,150
381,150
544,500
544,500
544,500
-
-
-
-
-
-
(600,000) 1,833,150
1,833,150
1,833,150
-
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ANNUAL REPORT 2019
REMUNERATION REPORT (continued)
(e) Share Holdings
The number of shares in the Company held during the financial year by each key management person including their personally related parties are set
out below.
2019
Directors
Balance
1.07.18
Received as
Remuneration
Options
Exercised
Placement
Net Change
Issue [b]
Other [a]
Balance
30.06.19
Mr S Wallace
178,600
Mr M Capocchi
1,603,899
Mr C Hung
9,243,207
Mr D Stewart
10,540,000
Other
Mr D Payne
328,570
Mr W Christie
62,778
21,957,054
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
178,600
1,603,899
9,243,207
10,540,000
328,570
62,778
21,957,054
Balance
1.07.17
Received as
Remuneration
Options
Exercised
Placement
Net Change
Issue [b]
Other [a]
Balance
30.06.18
2018
Directors
Mr S Wallace
178,600
Mr M Capocchi
1,603,899
Mr C Hung
9,243,207
Mr D Stewart
-
Other
Mr D Payne
328,570
Mr W Christie
62,778
11,417,054
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
178,600
1,603,899
9,243,207
9,700,000
840,000
10,540,000
-
-
-
-
328,570
62,778
9,700,000
840,000
21,957,054
[a] Net Change Other refers to shares purchased or sold on-market or off-market at current market prices during the financial year.
[b]
Placement Issue refers to the placement of ordinary shares to Glenayr Pty Ltd, a company owned by Mr Stewart, on 12 September 2017
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REMUNERATION REPORT (continued)
(f) Shares issued on exercise of remuneration options
No options were exercised by key management personnel during the financial year ended 30 June 2019 or the comparative year ended 30 June 2018.
(g) Voting and comments made at the Company’s 2018 Annual General Meeting (AGM)
At the Company’s most recent AGM, a resolution to adopt the prior year remuneration report was put to the vote and at least 75% of ‘yes’ votes
were cast for adoption of that report. No comments were made on the remuneration report at the AGM.
AUDITOR
RSM Australia Partners was appointed Company auditor on 28 November 2013 and will continue in office in accordance with section 327 of the
Corporations Act 2001. Pursuant to section 324 DAB of the Corporations Act 2001, the Board of 4 April 2018, following a recommendation from
the Audit Committee, approved that Jason Croall, a partner of RSM Australia Partners may continue to play a significant role in the audit of the
company for a further 2 years until the financial year ended 30 June 2020.
Reasons for the extension include continuity of knowledge and experience that Jason has accumulated over the years, as well as, key
relationships formed during this period’ is considered a material benefit to maintaining the quality of audit work for a further period covering the
two financial years ending 30 June 2019 and 2020.
The Board is satisfied that the extension of the auditor rotation period is consistent with maintaining the quality of the audit and would not give
rise to conflict of interest situation. RSM Australia Partners has agreed to extend the above extension.
NON AUDIT SERVICES
No non audit services were undertaken by the external auditors during the year ended 30 June 2019.
AUDITOR’S INDEPENDENCE DECLARATION
The Auditor’s Independence Declaration is attached and forms part of the Directors’ Report.
Signed in accordance with a resolution of the Board of Directors dated 29 August 2019.
Mr Simon Wallace
Chairman
Date: 29 August 2019
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[a] Net Change Other refers to shares purchased or sold on-market or off-market at current market prices during the financial year.
[b]
Placement Issue refers to the placement of ordinary shares to Glenayr Pty Ltd, a company owned by Mr Stewart, on 12 September 2017
ANNUAL REPORT 2019
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Beam Communications Holdings Limited for the year ended
30 June 2019, I declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii)
any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA PARTNERS
J S CROALL
Partner
Dated: 29 August 2019
Melbourne, Victoria
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ANNUAL REPORT 2019 D
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ANNUAL REPORT 2019 CORPORATE GOVERNANCE
may be conducted by separate committees in
• approving and monitoring financial and
The Directors of Beam Communications
Holdings Limited (BCC or the Company) (formerly
named World Reach Limited) are committed to
protecting and enhancing shareholder value and
conducting the company’s business ethically and
in accordance with the highest standards of
corporate governance.
In accordance with the ASX Corporate
Governance Council’s Corporate Governance
Principles and Recommendations: 3rd Edition
(the Principles), this corporate governance
statement reports on the Company’s adoption
of the Principles on an exception basis. This
statement provides specific information
whereby disclosure is required of any
recommendations that have not been adopted
by the Company, together with the reasons why
they have not been adopted. The Company’s
corporate governance principles and policies
are therefore structured with reference to the
Principles, which are as follows:
1. Lay solid foundations for management
and oversight.
2. Structure the Board to add value.
3. Act ethically and responsibly.
a larger company such as Directors
Nomination, Risk Management and
Remuneration are dealt with by the full Board
as separate and specific agenda items in
accordance with the principles and policies
other reporting.
Chairman’s Appointment and Responsibilities
The Chairman is appointed by the board from
the non-executive directors. The Chairman:
set down in the Company’s corporate
• provides appropriate leadership to the
governance programme.
The Company has adopted a Board Charter which
details the functions and responsibilities of the
Board of Directors. A copy of the Board Charter is
on the Company’s website. The employment
contract between the Company and the Chief
Executive Officer and the letter of engagement
for the Chief Financial Officer and senior
executives details the terms of employment, job
specifications and responsibilities.
The Role of the Board of Directors
The BCC is responsible to its shareholders for
the protection and enhancement of long term
shareholder value.
board and the Company;
• ensures membership of the board
is balanced and appropriate for the
Company’s needs;
•
facilitates board discussions to ensure
the core issues facing the organisation
are addressed;
• maintains a regular dialogue and
mentor relationship with the Chief
Executive Officer;
• monitors board performance; and
• guides and promotes the on-going
effectiveness and development of the
board and individual directors.
Conduct of Board Business
To fulfil this role the Board is responsible for:
The Board normally holds monthly formal
• oversight of the Group, including its
controls, risk management, financial
structures and accountability systems;
4. Safeguard integrity in corporate reporting.
• setting strategic direction for
5. Make timely and balanced disclosure.
6. Respect the rights of security holders.
7. Recognise and manage risk.
8. Remunerate fairly and responsibly.
1. Lay Solid Foundations for Management and
Oversight
Recommendation 1.1: The Board and Senior
Management – Roles and Responsibilities
Board Processes
The Board recognises that its responsibilities
should accord with the following general
principles:
• the Board should be made up of a
majority of Independent Directors;
• the Chairman of the Board should be
an Independent Director;
• the roles of Chairman and Chief
Executive Officer should not be
exercised by the same person;
• the Board should meet on a monthly
basis;
• all available information in connection
with items to be discussed at a meeting
of the Board shall be provided to each
Director prior to that meeting; and
• Directors are entitled to seek
independent professional advice.
To assist in the execution of its
responsibilities the Board has established an
Audit Committee with a formalised charter
and operating principles. Activities which
management with a view to maximising
shareholder value;
•
input into and final approval of
strategic plans and goal and
performance objectives and key
operational and financial matters;
• determining dividend payments;
• selecting, appointing and reviewing the
performance of the Chief Executive
Officer (CEO);
• ratifying the appointment and, where
appropriate, the removal of the Chief
Financial Officer (CFO) and Company
Secretary;
• approval of annual and half yearly
financial reports and related Australian
Stock Exchange reports;
• selecting and appointing new
non-executive directors;
• approving major capital expenditure
and acquisitions;
• evaluating the Board’s performance
and that of individual directors;
• reviewing and ratifying systems of
risk management and internal
compliance and control, codes of
conduct and legal compliance;
• monitoring senior management’s
performance and implementation of
strategy, and ensuring appropriate
resources are available;
• dealing with approaches to take over
the company; and
Board meetings and will also meet whenever
necessary to carry out its responsibilities.
In the year ended 30 June 2019, the Board
and/or its committees met 16 times. When
conducting Board business, Directors have a
duty to question, request information, raise
any issue of concern, and fully canvas all
aspects of any issue confronting the Company
and vote on any resolution according to their
own judgment. Directors keep confidential,
board discussions, deliberations and
decisions that are not publicly known.
Access to Information
Directors are encouraged to access members
of the senior management team at any time to
request relevant information in accordance
with protocols adopted by the Board. Where
Directors perceive an irregularity in a
Company related matter, they are entitled to
seek independent advice at the Company’s
expense. Directors must ensure that the costs
are reasonable and must inform the Chairman
before the advice is sought. The advice must
be made available to the rest of the Board.
Independent Professional Advice
Each Director has the right to seek
independent legal and other professional
advice at the Company’s expense concerning
any aspect of the Company’s operations or
undertakings in order to fulfil their duties and
responsibilities as directors.
Conflicts of Interest
Directors are required to continually monitor
and disclose any potential conflicts of interest
that may arise. Directors must:
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• disclose to the Board any actual or
Given the nature and size of the Company,
are appropriate for the Board to fulfil its
potential conflicts of interest that may
the Board considers that as a 4-member Board
role. The Company Secretary is responsible
exist as soon as the situation arises;
of a small public company the selection and
to the Board for ensuring compliance with
• take necessary and reasonable steps to
appointment of Directors is such an important
Board procedures and governance matters.
resolve any conflict of interest within
task that it should be the responsibility of
The Company Secretary is accountable
an appropriate period, if required by
the entire Board to consider the nominations
directly to the Board, through the Chair, on
the Board or deemed appropriate by
process. The structure of the Board is
all matters to do with the proper functioning
that director; and
reviewed annually as to qualifications, skills,
of the Board. The Company Secretary is also
• comply with the Corporations Act
experience and diversity to ensure the Board
responsible for overseeing and co-ordinating
requirements about disclosing
has an appropriate mix. In a 4-member Board
disclosure of information to the ASX as well
interests and restrictions on voting.
the highest requirement is for appropriate
as communicating with the ASX.
Directors should discuss with the Chairman
any other proposed Board or executive
appointments they are considering
undertaking and advise the Company of their
skill. Where a vacancy exists or there is a need
for particular skills, the Board will determine
Recommendation 1.5: Diversity Policy
the selection criteria and identify and appoint
a suitable candidate.
The Company has taken measures to establish
a corporate culture in which the principles of
appointments to other companies as soon as
The Company will undertake appropriate
diversity are embedded. By promoting and
possible after the appointment is made.
checks before appointing a person, or
supporting transparent recruiting processes,
putting forward a candidate for election
flexible work practices, an enlightened code
as a Director, and provide shareholders
of conduct, equal employment opportunity
with this information. Candidates will be
policies and clear reporting of outcomes, the
assessed through interviews, meetings and
Board feels that the objectives of diversity
background reference checks as appropriate.
will be achieved. The results of recruiting
External advisors may be used in
and the composition of staff are reported by
this process. The Company will provide
the Chief Executive Officer and reviewed at
shareholders with all material information
monthly Board meetings.
The same requirement exists for related party
transactions including financial transactions
with the Company. Related party transactions
are reported in writing to the Company
Secretary and where appropriate, raised for
consideration at the next board meeting.
Retirement of Directors
One-third of the Directors are required to
retire by rotation at each Annual General
Meeting (AGM). The Directors to retire at
each AGM are those who have been longest
in office since their last election. Where
Directors have served for equal periods, they
may agree amongst themselves or determine
by lot who will retire. A Director must retire at
the third AGM since last elected or re-elected.
A Director appointed as an additional or
casual director by the Board will hold office
in its possession relevant to the decision
on whether or not to elect (or re-elect) a
Director, either in the notice of the meeting
at which the election of the Director is to
be held, or by including in the notice a clear
reference to the location on the Company’s
website, Annual Report or other document
lodged with ASX where the information
can be found. Directors appointed by the
Board must stand for re-election at the next
meeting of shareholders.
until the next AGM when the Director may be
Further information regarding Director
re-elected. This re-election will be in addition
nominations can be found in the Company’s
to any rotational retirements.
Election of Directors Policy as posted on the
A CEO, if also a Managing Director, is not
subject to retirement by rotation and is not
Company’s website.
to be taken into account in determining the
Recommendation 1.3: Terms of Appointment –
rotation of retirement of Directors.
Directors and Senior Executives
Each new Non-Executive Director will
Functions of Senior Executives
receive a letter formalising their appointment
The Chief Executive Officer reports to the
and outlining the material terms of their
Board and is responsible for the operation and
appointment. Non-Executive Directors of the
administration of the Company including the
Company have not been appointed for fixed
implementation of the Company’s strategies,
terms. Senior Executives will generally have
plans, policies and control programmes. He
written employment agreements with the
is supported by a management team whose
Company setting out their duties, obligations
responsibilities are delineated by formal
and remuneration.
authority delegations. The team meets
regularly to co-ordinate activities and to
review and monitor performance.
Recommendation 1.2: Board Nominations
The remuneration paid/payable to the
Company’s ‘key management personnel’ is
outlined within the Remuneration Report in
the Company’s latest Annual Report.
Appointment of Directors
The Company has not established a
Recommendation 1.4: The Company Secretary
The Company Secretary is appointed by the
nomination committee for recommending the
Board and is responsible for developing and
appointment of Directors.
maintaining the systems and processes that
The Board, at this time, has not established
an explicit policy on diversity or measurable
objectives for achieving gender diversity. Because
of the size of the Company (40 staff including
Board members, as at the date of this report), the
Board is of the view that the scale and nature of
the Company’s operations does not currently lend
itself to an effective and meaningful application of
a targeted diversity policy.
Rather, the Board recognises the positive
benefits for the organisation of increased
diversity, especially gender, and has sought to
integrate diversity objectives within the existing
policies and procedures of the Company. The
Board intends to reconsider the adoption of a
formal diversity policy periodically.
At the date of this report the Company has
a total staff excluding Board members of 36
employees of which 28% (10 employees) are
women. The Senior Executive team is made
up of 4 managers including one female. At this
time there are no women on the Board which
comprises 4 positions.
Recommendation 1.6 and 1.7 – Performance
Review and Evaluation
Evaluating the Performance of Directors
The Board has adopted a self-evaluation
process to measure its own performance and
the performance of its Committees.
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ANNUAL REPORT 2019
On an annual basis, the Chairman facilitates
Recommendation 2.2: Skills, Knowledge and
• Mr David Stewart, a Non-Executive
a discussion and evaluation of the Board’s
performance in accordance with this
Experience
Directors are appointed based on the specific
Director, is not regarded as being
independent, as two companies
process. This includes discussions about
business, industry and governance skills and
associated with and/ or controlled by
the Board’s role, processes, performance
experience as required by the Company. The
Mr Stewart in total hold a relevant
and other relevant issues. Each Director’s
Board recognises the need for Directors
interest in 10,540,000 shares in the
performance is reviewed by the Chairman
to have a relevant and applicable range of
Company, representing 19.93% of the
and Board prior to the Director standing for
skills and personal experience in a range
issued capital of the Company and Mr
re-election. Performance evaluations will take
of disciplines as required for the proper
Stewart is thereby a substantial holder.
place during September at the same time as
management and oversight of the Company’s
those for all staff members. A performance
operations, as having regard to the scale and
The names, qualifications and experience of
evaluation was undertaken during the
nature of its activities.
reporting period.
The Board skills matrix set out below describes
If the contribution of a Non-Executive Director
the skills, experience and expertise that the
appears to a majority of Directors to be less
Board would look to maintain and build on:
than adequate, they may direct the Chairman
to inform that Director accordingly and ask
that person to consider his or her position
on the Board. If the Director takes no action
in response, a circulated minute signed by
a majority of Directors will authorise the
Company Secretary to inform the shareholders
that the Board will not support the re-election
of the Director at the general meeting where
they are next due to offer for re-election.
•
•
•
•
•
capital markets;
corporate finance;
regulatory and compliance;
operations;
legal;
sales;
•
• marketing
•
corporate governance; and
•
financial and business acumen.
Evaluating the Performance of Senior
Executives
Recommendations 2.3 and 2.4: Independent
Directors
Arrangements put in place by the Board to
Directors Independence
monitor the performance of the Group’s key
executives include:
At the date on which the Directors’ report
is made out, the Company’s Board has 4
• regular monthly reporting submitted
Directors. The Board currently consists of
to the Board and attendance at all
three Non-Executive Directors. At this time
Board Meetings by the Chief Executive
only one (Mr Simon Wallace) of the three Non-
Officer and Chief Financial Officer;
Executive Directors is considered by the Board
• a review by the Board of the Group’s
to be independent, and as such the Company
financial performance and revised
does not comply with Recommendation
forecast results on a monthly and
2.4 of the Corporate Governance Council,
annual basis at Board meetings at
which recommends that a majority of Board
which reports are presented by the key
members should be independent. However, the
executives; and
Board considers that both its structure and
• an evaluation of the detailed
composition are appropriate given the size of
presentations made by the Chief
the Group and that the interests of shareholders
Executive Officer and his direct reports
are well met.
each Director of the Company are detailed in
the Directors’ Report in the Annual Report.
Recommendation 2.5: Independent Chairman
The Chairman, Mr Simon Wallace, is the only
independent Non-Executive Director of
the Company at this time. Mr Wallace was
appointed as Chairman of the Company on
22 December 2016, based on his extensive
experience in legal and commercial matters,
project finance and fundraising background
and his experience as a Director including of
an ASX-listed entity.
The Chief Executive Officer of the Company is
Mr Michael Capocchi.
Recommendation 2.6: Induction of New
Directors
The Company has a program for inducting
new Directors. This includes giving new
Directors a full briefing about the nature of
the business, current issues, the corporate
strategy and the expectations of the Board
concerning the performance of the Directors
and access to all employees to gain full
background to the Company’s operations.
Directors are encouraged to attend director
training and professional development
courses, as may be required to enable them
to develop and maintain the skills and
knowledge needed to effectively perform
their roles as Directors, at the Company’s
expense (as approved by the Chairman and or
the Board, as appropriate and applicable).
during business planning / strategy
meetings which are at least bi-annual.
The Board regularly assesses its composition
of the Board, having regard to the nature and
3. Act Ethically and Responsibly
A performance evaluation was undertaken
size of its operations and the relevant skills,
during the reporting period.
knowledge, and experience.
2. Structure Board to Add Value
Recommendation 2.1: Nomination Committee
Due to the small size of the Board and the
Company’s current level of operations,
the Company does not have a separate
nomination committee. Nominations for
positions on the Board are considered by the
entire Board.
In the interest of clear disclosure:
• Mr Carl Hung, a Non-Executive
Director, is also the President and
CEO of Season Group. The Company
has subcontracted manufacturing on
an arms-length basis to Season Group
and Mr Hung, through SGV1 Holdings
Limited, holds an interest at the date of
this report in 10.23% of the Company’s
Recommendation 3.1: Act Ethically and
Responsibly
Code of Conduct and Corporate Ethics
As part of the Board’s commitment to the
highest standard of personal and corporate
behaviour, the Company adopts a Code of
Conduct to guide executives, management
and employees in carrying out their duties
and responsibilities. The code of conduct
covers such matters as:
issued shares and is thereby a
• responsibilities to shareholders;
substantial holder.
• compliance with laws and regulations;
• relations with customers and suppliers;
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• ethical responsibilities including
• the Committee should have at least
The Committee invites the CEO, the CFO,
responsibility for reporting and
investigating unethical practices;
• employment practices including a
fair and open approach to all forms of
diversity; and
• responsibilities to the environment and
the community.
3 members.
While recognising these recommendations,
the Board is restricted by having currently
only four Board positions. The Board’s small
size is a function of the relatively small scale of
the Company’s operations. The Company may
assess the composition of the Board from time
The Code of Conduct is available at the
to time, with a view to considering compliance
the Company’s remaining Director and
the external auditors to attend Committee
meetings where appropriate. The Committee
also meets with and receives regular reports
from the external auditors concerning any
matters which arise in connection with
the performance of their respective roles,
including the adequacy of internal controls.
Company’s website.
with the recommendation that the Audit
The Company’s Audit Committee met 4 times
In addition to the Code of Conduct, the
Company has established a specific Corporate
Committee have a majority of Independent
during the course of the financial year ended
Directors.
30 June 2019.
Ethics Policy setting out the Company’s
The one Independent Director on the Board
The Company’s Audit Committee has a formal
behavioural expectations of its employees
is a member of the Audit Committee. Mr
charter setting out the Committee’s role and
when conducting business in Australia and
Carl Hung although not an Independent
responsibilities. The charter is posted on the
internationally and specifically aims to
Director was appointed Chairman of the
Company’s website.
maintain the good standing and reputation
Audit Committee due to his accounting
of the Company along with highlighting the
qualifications and commercial experience.
Recommendation 4.2: Approval of
importance of anti-corruption practices to
its employees and directors. The Corporate
Ethics Policy is also available at the website.
The Audit Committee assists the Board
to discharge its corporate governance
responsibilities, in regard to the business’
The Company’s objective is to maintain and
relationship with, and the independence of,
further develop its business to increase
the external auditors. It especially:
Financial Statements
The Board receives regular reports about the
financial condition and operational results of
the Company and its controlled entities. The
CEO and CFO periodically provide formal
statements to the Board that, in all material
shareholder value while also adding value for
customers, employees and other stakeholders.
To ensure this occurs, the Group conducts its
business within the ethical responsibilities
documented and outlined in the Company’s
Code of Conduct and Corporate Ethics Policy.
4. Safeguard Integrity in Corporate Reporting
Recommendation 4.1: Audit Committee
The Board has established an Audit
• recommends appointment of external
aspects, the Company’s financial statements
auditors and fees;
present a true and fair view of the Company’s
• ensures reliability and integrity of
financial condition and operational results.
disclosure in the financial statements
and external related financial
communications, although ultimate
responsibility rests with the full Board;
• reviews compliance with statutory
responsibilities;
• reviews budgets and accounting policy;
The CEO and the CFO each provide
declarations to the Board in accordance with
Section 295A of the Corporations Act 2001
confirming that in their opinion, with regard
to risk management and internal compliance
and control systems:
Committee to consider certain issues and
• ensures maintenance of an effective
i. the statements made with respect to
functions in further detail. The chairman of
framework of business risk
the integrity of financial statements
the Audit Committee reports to the Board
management including compliance and
and notes thereto are founded on a
on any matters of substance at the next full
internal controls and monitoring of the
sound system of risk management
board meeting. The Audit Committee has
internal audit function;
and internal control systems which,
its own terms of reference, approved by the
• reviews adequacy of the Company’s
in all material respects, implement
Board and reviewed annually, with additional
insurance program, including directors’
the policies adopted by the Board of
review when appropriate.
and officers’ professional indemnity
Directors; and
The members of the Committee at the date of
this report are Mr Carl Hung and Mr Simon
Wallace. Carl Hung is the current Chairman
of the Audit Committee. Details of the
qualifications, experience and attendance
at Committee meetings by each Committee
and other liability insurance cover;
ii. the risk management and internal
• promotes and ensures an ethical
control systems are operating
financial culture is embedded
throughout the Company; and
effectively and efficiently in all material
respects in relation to financial
• undertakes any special investigations
reporting risks.
required by the Board.
Member is included in the Directors’ Report
The Audit Committee provides a forum for
in the Annual Report.
The ASX Corporate Governance Council has
made recommendations for the composition
the effective communication between the
Board and external auditors. The Committee
reviews:
Auditor independence
Best practice in financial and audit
governance is rapidly evolving and the
independence of the external auditor is
particularly important to shareholders
of the Audit Committee:
• the annual and half-year financial
and the Board. The Company’s practices
• the Committee should consist only of
Non-Executive Directors;
•
it should have a majority of
Independent Directors;
•
it should be chaired by an
independent Director who is not
Chairman of the Board;
report prior to their approval by the
in this area are reviewed regularly by
Board;
the Board to ensure they are in line with
• the effectiveness of management
emerging practices both domestically and
information systems and systems of
internationally. The Company’s current
internal control; and
approach in relation to independence of its
• the efficiency and effectiveness of
auditor encompasses the following:
external audit functions, including
reviewing the respective audit plans.
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• rotation of the senior audit partner
disclosed, but the Company is not in a
• Risk Management Policy;
every five years;
position to issue an announcement promptly
• Remuneration Policy;
• annual confirmation by the auditor
and without delay, the Company may request
• Securities Trading Policy;
that it has satisfied all professional
that the ASX grant a trading halt or suspend
• CEO and CFO Declarations;
regulations relating to auditor
the Company’s securities from quotation.
• Whistle Blower Policy;
independence;
Management of the Company may consult
• Code of Conduct;
• half yearly reporting on the levels of
external professional advisers and the ASX
• Election of Directors Policy;
audit and non-audit fees; and
in relation to whether a trading halt or
• Disclosure Policy;
• specific exclusion of the audit firm from
suspension is required.
work which may give risk to a conflict.
Recommendation 4.3: Auditor attendance at
AGM
The Company’s external Auditor attends the
Company’s AGMs and is available to answer
shareholder questions about the conduct of
the audit and the preparation and content of
the Auditor’s Report.
5. Make Timely and Balanced Disclosure
Recommendation 5.1: Continuous Disclosure
Policy
The Board and senior management are aware
of the continuous disclosure requirements
The Company’s Continuous Disclosure Policy
is available on the Company’s website.
• Shareholder Communication Policy;
• Health and Safety Policy;
• Environmental and Community
Relations Policy;
• Corporate Ethics Policy; and
6. Respect the Rights of Security Holders
• Related Parties and Conflicts Policy
Recommendation 6.1: Communication to
All of the above information/policy
Shareholders and Investors
The Company is committed to increasing the
transparency and quality of its communication
and to be regarded by our shareholders as an
outstanding corporate citizen. Our approach to
communication with shareholders and financial
markets is set out in the Company’s Shareholder
Communication Policy document.
documents were updated on 22 November
2018 in connection with the Company’s
name change from World Reach Limited, as
appropriate.
Recommendation 6.2 Investor Relations Program
Two-way communication between the
Company and its shareholders is facilitated
primarily via the Company’s AGM. The Board
of the ASX and have written policies and
Information is communicated to shareholders
encourages shareholder participation at
procedures in place, including a Continuous
through the distribution of the Company’s
the AGM and other general meetings of the
Disclosure Policy.
Annual Report and other communications.
shareholders. The Chairman encourages
The guiding principle of this policy is that the
Company must immediately notify the market
via an announcement to the ASX of any
information concerning the Company that a
reasonable person would expect to have a
‘material’ effect on the price or value of the
Company’s securities.
All significant information is posted on the
questions and comments from shareholders
Company’s website as soon as it is disclosed
and seeks to ensure that shareholders are
to the ASX. All investors will have equal and
given ample opportunity to participate.
timely access to information on the Company’s
Shareholders who are unable to attend
financial position, performance, ownership and
the AGM or a general meeting may submit
governance. Shareholders who wish to send
questions and comments before the meeting
and receive communications with the Company
to the Company and/or to the Auditor (in the
electronically should contact the Company
case of the AGM).
The Board must ensure that Company
Secretary, Mr Dennis Payne.
announcements:
The Company ensures that shareholders are
• are made in a timely manner;
informed of all major developments affecting
Recommendation 6.3: Shareholders
Participation at General Meetings
• are factual;
the Group promptly through the issue of
All shareholders are encouraged to attend
• do not omit material information; and
ASX announcements and commentary on
and participate in shareholder meetings. All
• are expressed in a clear and objective
operations in quarterly reports. All ASX
Directors, senior managers, Auditors and the
manner that allows investors to assess
announcements and quarterly reports are
Company Secretary attend these meetings
the impact of the information when
posted on the ASX website for the Company
and respond to shareholder questions in
making investment decisions.
and on the Company’s website.
Where that information, however, is
All shareholders receive copies of
incomplete or confidential, or its disclosure is
shareholders notices by email or post and a
illegal, no disclosure is required. The Directors
copy of the annual report is distributed to
and senior management of the Company
all shareholders who elect to receive one
ensure that the Company Secretary is aware
(hardcopy in the mail or electronically). The
relation to specific agenda items and general
business. The Annual General Meeting
features an address by the Chairman and an
extensive presentation by the CEO which is
also released as an ASX announcement for
shareholders who cannot attend the meeting.
of all information to be presented at briefings
Company’s most recent annual report is also
A description of the arrangements the
with analysts, stockbrokers, shareholders, the
available on the Company’s website.
Company has to promote communications
media and the public. Prior to being presented,
information that has not already been the
Website Information
with shareholders is detailed in the
Shareholder Communication Policy, available
subject of disclosure to the market and is
The Company has established a website at www.
at the Company’s website.
not generally available to the market is the
subject of disclosure to the ASX. Only when
beamcommunications.com, where shareholders
can access information about the Company’s
confirmation of receipt of the disclosure and
corporate governance policies and practices.
release to the market by the ASX is received
Information lodged on this website in a specific
may the information be presented.
corporate governance section includes:
If the Company becomes aware of market-
• Board Charter;
sensitive information which ought to be
• Audit Committee Charter;
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Recommendation 6.4: Electronic
Communication
Shareholders may elect to send
communication to and receive
• assist management to discharge its
and compliance with laws and regulations
corporate and legal responsibilities;
are operating effectively. Details of the
and
Audit Committee are also set out in the
• assure management and the Board
Risk Management Policy, available at the
communications from the Company and its
that the framework is effective.
Company’s website.
Share Registry electronically. The contact
email address for the Company is investor@
beamcommunications.com and shareholders
may submit electronic queries to the
Company’s Share Registry via its website
www.linkmarketservices.com.au
7. Recognise and Manage Risk
Responsibility for control and risk
management is delegated to the appropriate
Recommendation 7.4: Exposure to Risks
levels of management within the Company
The Company regularly undertakes reviews
and the CEO has ultimate responsibility
of risks that may be material to its business.
to the Board for risk management and
The review examines the processes and
control. Areas of significant business risk to
procedures that the Company must initiate
the Company are detailed in the Business
to control and/or mitigate these risks from
Plan presented to the Board by the CEO at
impacting upon the performance of the
Recommendation 7.1: Risk Committee
the start of each financial year. The Board
Company. The key risk categories to which
Due to the size of the Company and the
nature of the Company’s operations, a formal
Risk Committee has not been established.
The Board is responsible for ensuring
appropriate measures are in place in order to
manage risk in line with the Company’s risk
reviews and approves the parameters under
the Company is exposed, and how it manages
which significant business risks will be
or intends to manage those risks, are set
managed before adopting the Business Plan.
out in the Risk Management Policy on the
Risk parameters and compliance information
Company’s website.
are reported monthly to the Board by the
CEO and CFO.
8. Remunerate Fairly and Responsibly
strategy. An external consultant has assisted
The Board has adopted reporting procedures
Recommendation 8.1: Remuneration
the Board in this process.
which allow it to:
The Board has required management to
• monitor the Company’s compliance with
implement internal control systems to manage
the continuous disclosure requirements
the Company’s material business risks and to
of the ASX; and
report on whether risks are being effectively
• assess the effectiveness of its risk
managed.
management and control framework.
Committee
The Board considers that, due to its
small size, and the current level of the
Company’s operations, all members of the
Board should be involved in determining
remuneration levels. Accordingly it has
not established a separate remuneration
Arrangements put in place by the Board to
The Company recognises, in particular,
committee. Instead time is set aside at two
monitor risk include:
the environmental and social risks to
Board meetings each year specifically to
• review of risk areas at monthly Board
meetings;
• regular monthly reporting to the Board
in respect of operations, the financial
position of the Company and new
contracts;
• reports by the Chairman of the
Audit Committee;
which it may be exposed. The Company
address the matters usually considered
considers environmental risk to be the
by a remuneration committee. Executive
ability to continue its undertakings without
Directors absent themselves during
compromising the health of the ecosystems
discussion of their remuneration.
in which it operates. The Company views
social sustainability as the ability to continue
operations in a manner that is acceptable to
At these two meetings the Board reviews
the following:
social norms.
• the Company’s remuneration,
• attendance and reports by the Managing
The Board does not consider that the
Director, CFO and the Company’s
Company currently has any material
management team at Board Meetings;
exposure to environmental or social
and
sustainability risk, however the Board
• any Director may request that
intends to manage such risks in accordance
operational and project audits be
undertaken either internally or be
with the Company’s Risk Management Policy,
if such risks should be identified in the future.
recruitment, retention and termination
policies and procedures for senior
executives;
• senior executives remuneration
and incentives;
• superannuation arrangements;
• remuneration framework for Directors;
and
external consultants.
The Company reviews its risk management
• remuneration by gender.
Recommendation 7.2: Risk Management
Framework
The Company has implemented a risk
framework on at least an annual basis. Such a
review took place in the 2019 financial year.
The Company’s Risk Management Policy is
management program that enables the
available on the Company’s website.
business to identify and assess risks, respond
appropriately and monitor risks and controls.
The Company is exposed to risk from operations
(employee health and safety, environmental,
insurance, litigation, disaster, business
continuity), compliance issues and financial
risks (interest rate, foreign currency, credit and
Recommendation 7.3: Internal Audit Function
The Audit Committee assists the Board in
fulfilling its responsibilities in this regard
by reviewing the financial and reporting
aspects of the Group’s risk management and
control framework.
liquidity). To mitigate these risks, the Company
The Audit Committee meets regularly to
has established risk and assurance policies and
ensure, amongst other things, that the risk
procedures, which aim to:
management internal control structures
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Recommendation 8.2: Remuneration of
remuneration is paid where a clear
of the various jurisdictions in which
Executive and Non-Executive Directors
contribution to successful outcomes for
transactions may take place.
The remuneration structure of Non-
Executive Directors and executives is
disclosed in the Remuneration Report
within the Directors’ Report in the Annual
the Company is demonstrated and the
individual attains and excels against pre-
agreed key performance indicators during a
performance cycle.
Purchase or sale of the Company’s shares
and/or options over such shares by Directors,
executives and staff of the Company should
only occur in circumstances where the market
Report. The remuneration of Non-Executive
Directors is determined by the Board having
Other Benefits
Senior executives are entitled to statutory
is considered to be fully informed of the
Company’s activities. This policy requires
regard to the level of fees paid to Non-
superannuation and may also receive other
that the relevant person notify the Company
Executive Directors by other companies of
bonus payments subject to the discretion of
Secretary of their intention to trade in the
similar size and stature.
the Board.
The aggregate amount payable to the
Company’s Non-Executive Directors must
not exceed the maximum annual amount
approved by the Company’s shareholders,
currently $500,000 as determined at the
General Meeting held on 3 August 2007.
its Executive Directors and senior executives
in a manner that motivates them to pursue
the long-term growth and success of the
Company and is consistent with best practice.
The Company aims to align the interests of
Executive Directors and senior executives
with those of shareholders through short-
term and long-term incentive plans which
Long-Term Incentives
The Company has a share options scheme
which is discussed further below which is
Chairman. The Board recognises that it is
designed to provide long-term incentives to
the individual responsibility of each Director
senior executives.
Company’s shares and/or options over such
shares prior to the transaction and that the
Company Secretary be required to discuss
the proposed trading intentions with the
to comply with this policy. Breaches of this
policy may lead to disciplinary action being
taken, including dismissal in serious cases.
The Company’s Securities Trading Policy is
available on the Company’s website.
Senior executives may be entitled to a
payment upon termination of employment
from the Company. Where so entitled, the
The Corporations Act prohibits the key
termination payment has been agreed in the
management personnel of an ASX listed
senior executive’s contract of employment
company established in Australia, or a
and it is not payable where termination of
closely related party of such personnel, from
employment is for misconduct.
entering into an arrangement that would have
The Company is committed to remunerating
Termination Payments
the effect of limiting their exposure to risk
relating to an element of their remuneration
that either has not vested or has vested but
remains subject to a holding lock.
demonstrate a clear relationship between
Further details in relation to the Company’s
performance and remuneration.
remuneration policies are contained in the
Consequently, Executive Directors and
senior executives’ remuneration consists of
the following elements:
• fixed salary;
Remuneration Report within the Directors’
Report in the Annual Report. The Company’s
Remuneration Policy is available on the
Company’s website.
• short-term incentive bonus based on
Recommendation 8.3: Equity Based
performance;
Remuneration
•
long-term incentive share/option
scheme; and
• other benefits including
superannuation.
Fixed Salary
The salary of Executive Directors and senior
executives is determined from a review of
the market and reflects core performance
requirements and expectations. In addition,
the Company considers the following:
• the scope of the individual’s role;
• the individual’s level of skill and
experience;
• the Company’s legal and industrial
obligations;
•
labour market conditions; and
Long-Term Incentives
The Company has a share option scheme in
which senior executives may be invited to
participate. The Share Option Incentive Plan
was approved by shareholders on 27 October
2017 and authorises the Directors to issue
options up to 10% of the shares issued by the
Company. The number of shares and options
issued under the scheme is reasonable in
relation to the existing capitalisation of the
Company and all payments under the scheme
are made in accordance with thresholds set
in plans approved by shareholders. Any issue
of options to Executive and Non-Executive
Directors must be approved by Shareholders.
The Company has a Securities Trading Policy
which aims to:
• the size and complexity of the Company’s
• protect stakeholders’ interests at all
business.
times;
Performance Bonus
The purpose of the performance bonus is to
reward actual achievement by the individual
of performance objectives and for materially
improved Company performance.
Consequently, performance-based
• ensure that directors and employees
do not use any information they
possess for their personal advantage
or the Company’s detriment; and
• ensure that Directors and employees
comply with insider trading legislation
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29
ANNUAL REPORT 2019 BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2019
Revenue
Changes in inventories
Note
2(a)
Year ended
30 June 2019
30 June 2018
$
$
18,520,528
11,638,170
(1,421,131)
1,533,096
Raw materials, consumables and other costs of sale
2(b)
(9,307,401)
(8,491,173)
Employee benefits expense
Depreciation expense
Amortisation expense
Impairment expense
Finance costs expense
Auditor remuneration expense
Accounting, share registry and secretarial expense
Consultancy and contractor expense
Legal, insurance and patent expense
Marketing and ICT expense
Share of loss from interest in Joint Venture
Other expenses
Profit (loss) before income tax
Tax expense
Profit (loss) for the year
Other comprehensive income
8(a)
10(a)
10(a)
2(c)
20
7
2(d)
(3,329,910)
(2,804,827)
(63,233)
(76,599)
(1,178,889)
(694,447)
(33,910)
(793,922)
(139,587)
(68,000)
(88,194)
(298,981)
(175,364)
(362,563)
(327,692)
(54,300)
(68,000)
(74,055)
(227,279)
(172,609)
(265,315)
-
(1,003,677)
(880,670)
721,997
(1,431,929)
3(a)
(382,867)
(133,205)
339,129
(1,565,134)
-
-
Total comprehensive income (loss) for the year
339,129
(1,565,134)
Net Profit (loss) and total comprehensive loss are both fully attributable to
owners of the Company
Earnings per share (cents)
Diluted earnings per share (cents)
22
22
0.64
0.64
(3.07)
(3.07)
The above Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.
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BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2019
30 June 2019
30 June 2018
Note
$
$
Current assets
Cash and cash equivalents
Inventories
Trade and other receivables
Total current assets
Non-current assets
Interest in joint venture
Plant and equipment
Deferred tax assets
Intangible assets
Total non-current assets
Total assets
Current liabilities
Trade and other payables
Other financial liabilities
Provisions
Total current liabilities
Non-current liabilities
Other financial liabilities
Provisions
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
2,532,285
2,737,022
2,189,620
7,458,927
100,227
102,957
863,745
5,580,260
6,647,190
528,925
4,158,153
1,747,412
6,434,490
-
122,998
1,228,857
4,835,509
6,187,364
14,106,117
12,621,854
4
5
6
7
8
9
10
11
12
13
12
13
3,502,547
950,615
1,190,085
5,643,247
641,665
32,713
674,378
6,317,625
7,788,492
14
7,646,641
411,189
(269,338)
7,788,492
4,447,866
-
704,706
5,152,572
-
19,919
19,919
5,172,491
7,449,363
7,646,641
411,189
(608,467)
7,449,363
The above Statement of Financial Position should be read in conjunction with the accompanying notes.
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ANNUAL REPORT 2019
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2019
Issued
capital
$
Reserves
$
Retained earnings
$
Total
equity
$
Balance at 1 July 2017
5,784,925
493,089
874,767
7,152,781
Total loss and comprehensive income for the year
-
Transactions with owners in their capacity as owners:
- Shares issued, net of transaction costs
1,861,716
-
-
(1,565,134)
(1,565,134)
-
1,861,716
- Adjustment for employee share options lapsed
-
(81,900)
81,900
-
Balance at 30 June 2018
7,646,641
411,189
(608,467)
7,449,363
Balance at 1 July 2018
7,646,641
411,189
(608,467)
7,449,363
Total profit and other comprehensive income for the
year
-
-
339,129
339,129
Balance at 30 June 2019
7,646,641
411,189
(269,338)
7,788,492
The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.
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BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2019
Year ended
30 June 2019
30 June 2018
Note
$
$
Cash flow from operating activities
Receipts from customers
17,919,076
12,116,540
Payments to suppliers and employees
(15,705,440)
(13,685,446)
Interest received
3,192
13,608
Interest and finance charges paid
(139,587)
(54,300)
Income tax paid
(17,755)
(12,273)
Net cash (used in)/ provided by operating activities
17(a)
2,059,485
(1,621,871)
Cash flow from investing activities
Purchases of plant and equipment
8(a)
(44,341)
(50,418)
Development costs capitalised
(1,957,551)
(1,985,468)
Research and development grant
831,603
1,729,233
Interest in joint venture
(436,443)
-
Net cash used in investing activities
(1,606,732)
(306,653)
Cash flow from financing activities
Net cash proceeds on share placement / rights issue
-
1,861,715
Net loan payments
1,550,607
-
Net cash used in financing activities
1,550,607
1,861,715
Net decrease in cash and cash equivalents
2,003,360
(66,809)
Cash and cash equivalents at beginning of year
528,925
595,734
Cash and cash equivalents at end of financial year
17(b)
2,532,285
528,925
The above Statement of Cash Flows should be read in conjunction with the accompanying notes.
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ANNUAL REPORT 2019
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
1. Summary of significant accounting policies
(i) Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations
issued by the Australian Accounting Standards Board (“AASB”) and the Corporations Act 2001 and comply with International Financial
Reporting Standards as issued by the International Accounting Standards Board. The Group is a for-profit entity for financial reporting
purposes under Australian Accounting Standards. Material accounting policies adopted in the preparation of these financial statements are
presented below and have been consistently applied unless stated otherwise.
Reporting Basis and Conventions
Except for cash flow information, the financial statements have been prepared on an accruals basis and are based on historical costs, modified,
where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities.
New or amended Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by AASB that are mandatory
for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
(ii) New or amended Accounting Standards and Interpretations adopted
Impact of adoption:
AASB 9 Financial Instruments and AASB 15 Revenue from Contracts with Customers were adopted using the modified retrospective
approach and as such comparatives have not been restated. There has been no material impact as a result of the adoption of these new
Accounting Standards as compared to the treatment under previous Accounting Standards. Therefore no adjustments were deemed
necessary in the current reporting period. The revenue policy and trade and other receivables policy applied by the consolidated entity in
accordance with the new standard are stated below.
(iii) Accounting policies
The following is a summary of the material accounting policies adopted by the consolidated group in the preparation of the financial report.
The accounting policies have been consistently applied to all years presented, unless otherwise stated. When required by Accounting
Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year.
(a) Principles of consolidation
The consolidated financial statements incorporate all of the assets, liabilities and results of the parent (Beam Communications Holdings
Limited) and all of the subsidiaries which are entities the parent controls. A list of the subsidiaries is provided in Note 25.
(b) Income tax
Income tax expense (benefit) for the year comprises current income tax expense and deferred income tax expense (benefit).
A net deferred tax expense has been recognised in the current year reflecting the movements in deferred tax assets and liabilities for the
period.
Deferred tax is accounted for using the 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 or 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. At each reporting date, the consolidated group re-assesses unrecognised deferred tax assets as to the
extent that it has become probable that future tax profit will enable recognition.
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34
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
1. Summary of significant accounting policies (continued)
(iii) Accounting policies (continued)
(b) Income tax (continued)
Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended that net settlement or
simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are offset where: (a)
a legally enforceable right of set-off exists; and (b) the deferred tax assets and liabilities relate to income taxes levied by the same taxation
authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation
and settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities
are expected to be recovered or settled.
Beam Communications Holdings Limited and its wholly owned Australian subsidiaries have formed a tax consolidated group under the tax
consolidation regime. Each entity in the group recognises its own tax expense and deferred tax. The current tax liability of each group entity
and deferred tax assets arising from tax losses are immediately assumed by the parent entity.
(c) Plant & equipment
Plant and equipment is carried at cost less any accumulated depreciation and impairment losses, where applicable.
The carrying amount of plant and equipment is reviewed at each reporting date by directors to ensure it is not in excess of the recoverable
amount from these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will be received from the
assets employment and subsequent disposal. The expected net cash flows have been discounted to their present values in determining
recoverable amounts.
Repairs and maintenance to plant and equipment is charged to the statement of profit or loss and other comprehensive income during the
financial period in which it is incurred.
The depreciable amount of plant and equipment is depreciated on a straight line basis over their useful lives to the consolidated group
commencing from the time the asset is held ready for use.
The straight line depreciation rates for plant and equipment were:
Office furniture and equipment
Computer and test equipment
Rental equipment
10% - 20%
33%
20% - 33%
The asset’s residual values and useful lives are reviewed, and adjusted if appropriate, at each balance date. An asset’s carrying amount is
written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in the
statement of profit or loss and other comprehensive income.
(d) Inventories
Inventories are measured at the lower of cost and net realisable value. The cost of manufactured products includes direct materials and direct labour.
(e) Intangible assets – development costs
Development costs are capitalised only when it is probable that the expected future economic benefits would flow to the company and
can be measured reliably. Development costs have a finite life and are amortised on a systematic basis matched to future production.
Expenditure not related to the creation of a new product is recognised as an expense when incurred.
The amortisation rate for capitalised development costs is dependent on an assessment of the minimum useful life of each project. Recent
projects/products have been assessed at 4 years giving a 25% amortisation rate during 2019.
(f) Employee benefits
Short-term employee benefits
Provision is made for the Group’s obligation for short-term employee benefits. Short-term employee benefits are benefits (other than
termination benefits) that are expected to be settled wholly before 12 months after the end of the annual reporting period in which
the employees render the related service, including wages, salaries and sick leave. Short-term employee benefits are measured at the
undiscounted amounts expected to be paid when the obligation is settled.
The Group’s obligations for short-term employee benefits such as wages, salaries and sick leave are recognised as a part of current trade and
other payables in the statement of financial position. The Group’s obligations for employees’ annual leave and long service leave entitlements
are recognised as provisions in the statement of financial position.
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35
ANNUAL REPORT 2019
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
1. Summary of significant accounting policies (continued)
(iii) Accounting policies (continued)
(f) Employee benefits (continued)
Other long-term employee benefits
Provision is made for employees’ long service leave and annual leave entitlements not expected to be settled wholly within 12 months after
the end of the annual reporting period in which the employees render the related service. Other long-term employee benefits are measured
at the present value of the expected future payments to be made to employees. Expected future payments incorporate anticipated future
wage and salary levels, durations of service and employee departures and are discounted at rates determined by reference to market yields
at the end of the reporting period on government bonds that have maturity dates that approximate the terms of the obligations. Any re-
measurements for changes in assumptions of obligations for other long-term employee benefits are recognised in profit or loss in the periods
in which the changes occur.
Option based compensation relates to the value of options issued to date and brought to account pro-rata to the time period from the date
of issue to the date of vesting, except in the case of Director’s where Accounting Standard AASB 2 requires expensing to begin from the
commencement of service related to those options, notwithstanding that the issue of those options is subject to shareholder approval.
The Group’s obligations for long-term employee benefits are presented as non-current provisions in its statement of financial position,
except where the Group does not have an unconditional right to defer settlement for at least 12 months after the end of the reporting period,
in which case the obligations are presented as current provisions.
(g) Financial instruments
Financial instruments in the form of trade receivables, trade payables and other financial assets and liabilities are initially measured at
fair value adjusted by transactions costs on trade date when the related contractual rights or obligations arise. Realised and unrealised
gains or losses arising from changes in the fair value of these assets or liabilities are included in the statement of profit or loss and other
comprehensive income in the period in which they arise. At each reporting date, the group assesses whether there is objective evidence
that a financial instrument has been impaired. Impairment losses are recognised in the statement of profit or loss and other comprehensive
income. Refer Note 15 for a detailed review of the group’s financial instruments.
The Group does not designate any interests in subsidiaries as being subject to the requirements of Financial Instruments accounting
standards.
(h) Impairment of assets
At each reporting date, the group reviews the carrying values of its tangible assets to determine whether there is an 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 assets carrying value over its recoverable amount is
expensed to the statement of profit or loss and other comprehensive income. 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.
The group uses an Expected Credit Loss model in assessing impairment of trade and other receivables or loans and other instruments
that fall within the scope AASB 9 impairment requirements. The model includes a simplified approach in accounting for trade and other
receivables as well as contract assets, and records the loss allowance at the amount equal to the expected lifetime credit losses. Under this
simplified approach, the Group uses its historical experience, external indicators and forward-looking information to calculate the expected
credit losses.
(i) Cash and cash equivalents
Cash and cash equivalents include cash on hand, deposits held at call with banks, other short-term highly liquid investments with original
maturities of three months or less, and bank overdrafts. Where applicable, bank overdrafts are disclosed within other financial liabilities in
current liabilities on the statement of financial position.
(j) Revenue recognition
Revenue from the sale of goods or services is brought to account upon fulfilment of the relevant performance obligations of the contract with
the customer. Performance obligations are fulfilled upon delivery of the goods or services to the customer at which point the transaction
price is brought to account as revenue. The transaction price is the amount of consideration to which the group expects to be entitled in
exchange for transferring promised goods or services to a customer.
Interest revenue and rental income are recognised when they become receivable. Other revenue is recognised when the right to receive the
revenue has been established.
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36
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
1. Summary of significant accounting policies (continued)
(iii) Accounting policies (continued)
(k) Government grants
Government grants in the form of refundable Research and Development Tax Offsets received in respect of capitalised Development Costs
are initially recognised as deferred income upon receipt, and brought to account as income on a systematic basis over the useful life of the
related Development Cost assets.
Export market development grants are brought to account in the statement of profit or loss and other comprehensive income in the period
received.
There are no unfulfilled conditions or other contingencies attaching to government grants recognised in the financial statements.
(l) Interest in joint venture
A joint venture represents the contractual sharing if control between parties in a business venture where unanimous decisions about
relevant activities are required.
Where the Group is a party to a joint venture, the Group recognises its interests in the joint venture using the equity method whereby the
investment in the joint venture is carried in the statement of financial position at cost plus post acquisition changes in the Group’s share of
net assets of the joint venture.
The statement of profit or loss and other comprehensive income reflects the Group’s share of the results of operations of the joint venture.
Unrealised gains and losses resulting from transactions between the Group and the joint venture are eliminated to the extent of the interest
in the joint venture.
(m) Foreign currency transactions and balances
Functional and presentation currency
The consolidated financial statements are presented in Australian dollars which is the parent entity’s 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.
Transactions 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.
(n) Leases
Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are charged as expenses in the
periods in which they are incurred.
(o) Goods and Services Tax (GST)
Revenue, expenses and assets are recognised net of the amount of GST, except where the amount of GST is not recoverable from the
Australian Taxation Office. In these circumstances the GST is recognised as part of the asset or expense cost. Receivables and Payables are
shown in the statement of financial position as inclusive of GST.
Cash flows are presented in the statement of cash flows on a gross basis, except for the GST component of investing and financing activities
which are disclosed as operating cash flows.
(p) 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.
Accounting estimates and judgements made in relation to the recognition of deferred tax assets are indicated in Note 3(c).
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37
ANNUAL REPORT 2019
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
1. Summary of significant accounting policies (continued)
(iii) Accounting policies (continued)
(q) New accounting standards for application in future periods
Accounting Standards and Interpretations issued by AASB that are not yet mandatorily applicable to the Group, together with an assessment
of the potential impact of such pronouncements on the Group when adopted in future periods, are discussed below:
- AASB 16: Leases (applicable to annual reporting periods beginning on or after 1 January 2019).
When effective, this standard will replace the current accounting requirements applicable to leases in AASB 117: Leases and related
interpretations. AASB 16 introduces a single lease accounting model that eliminates the requirement for leases to be classified as operating
or finance leases and recognises a right to use asset, depreciation and liability for all leases (excluding short term leases with less than 12
months of tenure and leases relating to low value assets), with additional disclosure requirements.
The transitional provisions of AASB 16 permit a lessee to either retrospectively apply the Standard to comparatives in line with AASB 108
or recognise the cumulative effect of retrospective application as an adjustment to opening equity on the date of initial application.
The directors’ preliminary review of AASB 16 shows that its adoption will have an impact on the Group’s financial statements with leases
greater than 12 months to be recognised on the balance sheet as a lease liability and a related right to use asset. It is anticipated that the
Net Present Value of the Group’s lease commitments greater than 12 months will be brought to account on the balance sheet as an asset
and current and non-current liability from FY2020. The net present value of the commitments currently shown in Note 16 is $592,222.
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38
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
2 Profit (loss) before income tax
(a) Revenue
Sales revenue
- Equipment sales
- Airtime
- Other
Other income
- Research and Development grant
- Interest
(b) Cost of sales
Opening inventories
Add: Purchases and other stock adjustments
Closing inventories (Note 5)
(c) Finance costs expense
Interest expense on financial liabilities
(d) Other expenses include:
- Product development costs expensed
- Operating lease payments
3 Income tax
(a) The components of tax expense comprise:
Current tax
- Current tax expense (d)
- Current movement of temporary difference in net deferred tax assets
- Movement in deferred tax asset associated with carry forward tax losses
Income tax expense transferred to statement of profit or loss and other comprehensive income
(b) Reconciliation of income tax expense and tax at statutory rate:
Year ended
30 June 2019
30 June 2018
$
$
17,179,648
10,671,739
526,060
70,958
428,878
42,325
17,776,666
11,142,943
740,671
3,192
743,863
481,619
13,608
495,227
18,520,528
11,638,170
4,158,153
9,307,401
13,465,554
(2,737,022)
10,728,532
2,625,058
8,491,173
11,116,231
(4,158,153)
6,958,078
139,587
54,300
311,516
232,125
309,148
227,581
17,755
(7,550)
372,662
382,867
12,273
57,129
63,803
133,205
Profit (loss) from ordinary activities
721,997
(1,431,929)
Income tax expense (benefit) at statutory rate of 27.5% (2018: 27.5%)
198,549
(393,781)
Add / (Less):
Tax effect of:
- Tax reconciling items
- Deferred tax assets expensed
Income tax expense attributable to the Consolidated Group
(180,794)
365,112
382,867
406,053
120,932
133,205
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39
ANNUAL REPORT 2019
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
3 Income tax (continued)
(c) The deferred tax expense reflects the movements in the deferred assets and liabilities. The directors have maintained a conservative
approach and have recognised 60% (2018: 60%) of the deferred tax assets and liabilities inclusive of carried forward tax losses.
Although the Directors expect sufficient future profitability to enable the full value of all deferred tax assets to be utilized, the decision has
been taken not to increase the proportion taken up at this time, with longer demonstration of the Group’s return to profitability required
before the Board would consider doing so.
The amount of unused net deferred tax assets relating to tax losses which have not been brought to account (being the 40% portion) is
$982,008 (2018: $1,230,449); and capital tax losses of $1,850,085 (2018: $1,850,085).
The amount of net deferred tax assets which may be realised in the future is dependent on the assumption that no adverse change will occur
in income taxation legislation and the anticipation that the Consolidated Group will derive sufficient future assessable income to enable the
benefit to be realised and comply with the conditions of deductibility imposed by the law.
(d) Income tax expense includes current year tax of $17,755 incurred by the Group’s USA subsidiary which is unable to be claimed against Australian tax losses.
(e) There are no franking credits available to equity holders.
4 Cash and cash equivalents
Cash at bank and on hand
5 Inventories
Raw materials
Work in Progress
Finished Goods
6 Trade and other receivables
(a) Current
Trade receivables
Less: Provision for impairment of receivables
Other receivables and prepayments
Rental & other security deposits
6 Trade and other receivables (continued)
Year ended
30 June 2019
30 June 2018
$
$
2,532,285
528,925
702,936
-
2,034,086
2,737,022
599,097
1,696,743
1,862,313
4,158,153
1,207,740
1,161,464
-
867,517
114,364
2,189,620
-
469,918
116,030
1,747,412
(b) Ageing reconciliation
Gross amount
Within trade
Past due but not impaired (days overdue)
terms
31 - 60 61 - 90 90+
Past due &
impaired
2019
Current
Trade receivables
Other receivables
Rental & other security deposits
114,364
114,364
867,517
867,517
-
-
-
-
-
-
1,207,740
572,116
462,159
4,993
168,472
2018
Current
Trade receivables
Other receivables
Rental & other security deposits
1,124,442
506,940
116,030
615,271
506,940
116,030
63,979
100,449
344,744
-
-
-
-
-
-
All trade receivables past due terms but not impaired are expected to be received in the normal course of business.
-
-
-
-
-
-
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BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
7 Interest in joint venture
Investment in joint venture
Group’s share of loss from Zoleo Inc joint venture for the year ended 30 June 2019
The Group has a 50% share in a joint venture company, Zoleo Inc , which was incorporated in
Canada in August, 2018.
Zoleo Inc had no contingent liabilities or capital commitments as at 30 June 2019
Summarised financial information:
Summarised statement of financial position:
Current Assets
Total Assets
Current Liabilities
Non -current Liabilities
Total Liabilities
Net Asset Deficiency
Share Capital
Accumulated Losses
Net Equity
Summarised statement of profit or loss and other comprehensive income:
Revenue
Expenses:
Operating Expenses
Marketing
Professional services
Other Expenses
Loss for the year
Group’s share of loss for the year ended 30 June, 2019
Year ended
30 June 2019
30 June 2018
$
-
-
$
427,919
(327,692)
100,227
Zoleo Inc
30/06/2019
530,756
530,756
330,301
855,554
1,185,855
(655,099)
285
(655,384)
(655,099)
-
427,777
81,388
100,162
46,057
655,384
327,692
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41
ANNUAL REPORT 2019
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
8 Plant and equipment
Office furniture and equipment - at cost
Less: Accumulated depreciation and impairment
Computer and test equipment - at cost
Less: Accumulated depreciation and impairment
Rental equipment - at cost
Less: Accumulated depreciation and impairment
Year ended
30 June 2019
30 June 2018
$
$
481,592
(428,195)
53,398
370,110
(331,187)
38,923
36,199
( 25,562)
10,637
458,261
(407,999)
50,262
357,313
(293,382)
63,931
30,537
(21,731)
8,806
Total plant and equipment
(a) Movements in carrying amounts
102,957
122,998
Movements in the carrying amounts of each class of plant and equipment between the beginning and the end of the current financial year
Balance at 1 July 2017
Additions
Disposals
Depreciation expense
Balance at 30 June 2018
Additions
Disposals
Depreciation expense
Balance at 30 June 2019
9 Tax
Non-current
Deferred tax assets
Deferred tax assets:
Office Furniture &
Computer & Test
Equipment
Equipment
Rental Equipment
Total
59,537
8,710
-
(17,985)
50,262
23,332
-
(20,196)
53,398
70,759
41,334
-
(48,163)
63,931
12,797
-
(37,805)
38,924
39,136
374
(20,252)
(10,452)
8,806
8,212
(1,148)
(5,233)
10,637
169,432
50,418
(20,252)
(76,599)
122,998
44,341
(1,148)
(63,233)
102,957
Opening balance
Charged to Income
Closing balance
Carrying amount of patents and capital raising costs
326
Accruals
Provisions
Tax losses
Deferred tax liability:
Product development costs
Balance as at 30 June 2019
34,786
145,930
1,845,674
2,026,716
(797,859)
1,228,857
(91)
38,284
92,241
(372,662)
(242,228)
(122,884)
(365,112)
235
73,070
238,171
1,473,012
1,784,489
(920,743)
863,745
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Year ended
30 June 2019
30 June 2018
$
$
14,089,443
12,131,893
(8,509,183)
(7,296,384)
5,580,260
4,835,509
4,835,509
4,338,410
1,957,550
1,985,468
(1,178,889)
(694,447)
(33,910)
(793,922)
5,580,260
4,835,509
1,310,299
1,533,060
2,192,248
2,914,806
3,502,547
4,447,866
950,615
641,665
-
-
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
10 Intangible assets
Development costs capitalised - at cost
Accumulated amortisation and impairment
(a) Movements in carrying amounts
Balance at the beginning of the year
Additional costs capitalised
Amortisation expense
Impairment expense
Balance at the end of the year
The Group has assessed the minimum useful life of products from recent development projects at 4 years giving a
25% amortisation rate on completed projects during FY2019.
In line with the accounting policy detailed in Note 1 (iii) (h) the second Inmarsat BRM (BGAN Radio Module)
development project carrying value was assessed and reduced to zero at a gross cost of $33,910.
11 Trade and other payables
Current
Trade payables and accruals
Deferred income
Included in Deferred Income at 30 June 2019 is $1,671,857 of deferred R&D grant income (2018:
$1,580,925). The Group brings to account the R&D grant income over the same period as the amortisation
of the related completed project cost. This resulted in $740,671 of R&D grant income being recognised in
the statement of profit & loss for the year as shown in Note 2 (a).
12 Other financial liabilities
Current
Secured loan (a)
Non Current
Secured loan (b)
Secured loans
(a) The group has a secured loan finance facility with SGV1 Holdings Limited for US$2,000,000. In September
quarter 2018 the Company drew US$666,666 on this facility which is the USD balance at 30 June 2019
(A$950,615). The security is a general security interest over the group’s assets and undertakings, ranking
second behind the bank facilities. The secured loan facility is for a 36 month term expiring on 1 January
2020 and has been utilized mainly for the purposes of funding product development projects.
(b) In addition the Company’s subsidiary Beam Communications Pty Ltd has a secured loan facility with
Roadpost Inc. of up to US$600,000. Roadpost is a Canadian company and a joint venture partner with
Beam Communications Pty Ltd to develop, market and distribute the Zoleo product, a satellite based
messaging device, including associated airtime contracts. The Assistance Loan is to assist Beam to establish
the business and is repayable at any time at Beam’s sole discretion. In June quarter 2019 Beam drew
US$450,000 on this facility which is the USD balance at 30 June 2019 (A$641,665). The loan is secured by
Beam’s pledge of shares in Zoleo Inc, an entity established with Roadpost to manage the Zoleo business.
(c) Bank facilities
All bank facilities are secured by first ranking Registered Mortgage Debenture over the Consolidated
Group’s assets including uncalled capital and called but unpaid capital. At 30 June 2019, the company had
the following unused bank facilities:
- an Australian dollar overdraft with a limit of $300,000. The overdraft was not utilised at 30 June 2019.
- a US dollar overdraft with a limit of US$320,000. The US dollar overdraft was not utilised at 30 June 2019.
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43
ANNUAL REPORT 2019
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
13 Provisions
Current
Employee benefits
Warranty costs
Non current
Employee benefits
(a) Movements in provisions for the year ended 30 June 2019
Balance at the beginning of the year
Additional provisions
Amounts used
Balance at the end of the year
14 Issued capital
Issued and paid up capital:
Ordinary fully paid shares
Year ended
30 June 2019
30 June 2018
$
$
998,925
191,160
1,190,085
569,726
134,980
704,706
32,713
19,919
Employee benefits
Warranty costs
Total
589,645
879,343
(437,350)
1,031,638
134,980
70,044
(13,864)
191,160
724,625
949,387
(451,214)
1,222,798
Year ended
30 June 2019
30 June 2018
$
$
7,646,641
7,646,641
Number of shares
$
52,873,452
7,646,641
-
-
52,873,452
7,646,641
The Company has 52,873,452 ordinary shares on issue at 30 June 2019 (2018: 52,873,452).
Balance at 30 June 2018
Shares Issued
Balance at 30 June 2019
(a) Options over issued capital
The total number of potential ordinary shares attributable to options outstanding as at 30 June 2019 is 2,486,550 (2018: 2,486,550),
of which 1,579,050 (2018: 1,579,050) were issued to employees under the Company’s Share Option Incentive Plan and 907,500 (2018:
907,500) were issued to Directors following shareholder approval. Refer Note 19: Share Based Payments, for details of options issued,
exercised and lapsed during the financial year and the options outstanding at year end.
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44
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
14 Issued capital (continued)
(b) Capital management
When managing capital, management’s objective is to ensure the Consolidated Group continues as a going concern as well as to maintain
optimal returns to shareholders and benefits for other stakeholders.
No dividends have been paid or declared in respect of ordinary shares for the 2019 or prior years.
The Consolidated Group effectively manages its capital by assessing the financial risks and adjusting its capital structure in response to changes in these
risks and in the market. These responses include the management of debt levels, distributions to shareholders, share issues, or convertible note issues.
15 Financial instruments
The Consolidated Group undertakes transactions in a range of financial instruments including:
- cash assets;
- receivables;
- payables;
- deposits;
Activities undertaken by entities within the Consolidated Group result in exposure to a number of financial risks, including market risk
(interest rate risk, foreign currency risk), credit risk and liquidity risk. Due to the size of operation conducted by the Consolidated Group,
risk management is monitored directly by the Board of Directors of the parent company with the aim of mitigation of the above risks and
reduction of the volatility on the financial performance of the Group.
The risks associated with material financial instruments and the Consolidated Group’s policies for minimising these risks are detailed below.
(a) Interest rate risk management
Interest rate risk refers to the risk that the value of a financial instrument or cash flows associated with the instrument will fluctuate due to
changes in market interest rates.
Interest rate risk for the Consolidated Group primarily arises from:
- Bank Funding - Facilities are provided by the Consolidated Group’s bankers and if drawn upon are at variable interest rates based upon
Business Overdraft Prime Indicator rates plus a risk margin. The group diligently manages the facilities and its accompanying rate risk in its
daily operations by keeping the net debt portfolio at a minimum level or in an infunds position.
These risk exposures related to the financial instruments are not considered material and therefore no sensitivity analysis has been provided.
Financial Instrument Composition and Maturity:
The Consolidated Group’s exposure to interest rate risk, and the effective weighted average interest rates on classes of financial assets and financial
liabilities, is as follows:
2019
Floating Interest
Fixed Interest
Weighted Average
Non-Interest
Interest Rate
bearing
Financial asset
Cash assets
Receivables
TOTAL
Financial liability
Payables (excluding deferred
income)
TOTAL
2018
Financial asset
Cash assets
Receivables
TOTAL
Financial liability
Payables (excluding deferred
income)
TOTAL
2,532,285
-
2,532,285
-
-
528,925
-
528,925
-
-
-
-
-
-
-
-
-
-
-
-
0.02%
0.00%
0.00%
0.02%
0.00%
0.00%
TOTAL
2,532,285
2,189,620
4,721,905
-
2,189,620
2,189,620
2,902,579
2,902,579
2,902,579
2,902,579
-
1,747,412
1,747,412
528,925
1,747,412
2,276,337
1,533,060
1,533,060
1,533,060
1,533,060
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45
ANNUAL REPORT 2019
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
15 Financial instruments (continued)
(b) Foreign currency risk management
Foreign currency risk refers to the risk that the value of a financial commitment, recognised asset or liability will fluctuate due to changes in foreign
currency rates. The Consolidated Group conducts the majority of its receivable and payable transactions in foreign currency, primarily in US Dollars.
The Group’s foreign currency exchange risk arises from the holding of foreign currency deposits and transactions in normal trading operations resulting
in trade receivables and payables being held at balance date.
Foreign currency risk sensitivity:
If foreign exchange rates were to increase/decrease by 10% from rates used to determine values as at reporting date then the impacts on profit and
equity due to unrealised foreign currency exchange gains or losses on foreign currency deposits and trade receivables and payables are as follows:
Impact on profit after tax
Impact on equity
Foreign
currency movement
+/- 10%
+/- 10%
Year ended
30 June 2019
30 June 2018
$
+/-76,142
+/-76,142
$
+/- 30,012
+/- 30,012
The above sensitivity reflects the low net holding of foreign currency financial instruments at balance date. Whilst foreign currency payables and
receivables are largely offsetting during the year, the Group monitors and manages the associated currency risks in order to reduce the impact of
market risk volatility, therefore no further sensitivity analysis has been provided.
(c) Credit risk management
Credit risk is the risk that a contracting entity will not complete its obligations under a financial instrument and cause a financial loss to the Consolidated Group.
The credit risk on financial assets of the Consolidated Group that have been recognised in the statement of financial position is the carrying amount, net of
any provision for doubtful debts. The Consolidated Group minimises credit risk by performing credit assessments on all new customers, continuing major
customers, and where necessary, obtaining advance payments.
Ongoing credit evaluation is performed on the financial condition of customers and, where appropriate, an allowance for doubtful debts is raised.
The Consolidated Group does not have any credit risk arising from money market instruments foreign currency contracts, cross currency and
interest rate swaps.
(d) Liquidity risk management
Liquidity risk includes the risk that, as a result of the Consolidated Group’s operational liquidity requirements, the Group:
- will not have sufficient funds to settle a transaction on the due date;
- will be forced to sell financial assets at a value which is less than what they are worth;
- may be unable to settle or recover a financial asset at all.
To help reduce these risks the Consolidated Group:
- has a liquidity policy which targets a minimum and average level of cash and cash equivalents to be maintained; and
- monitors forecast cash flows and endeavours to ensure that adequate borrowing facilities are maintained and/or maturity dates are managed appropriately.
The Consolidated Group’s exposure to liquidity risk on classes of financial assets and financial liabilities, is as follows:
< 1 Year
1 - 5 Years
Total contractual
cash flows
Carrying amount
2019
Asset class
Cash and cash equivalents
Receivables
Payables (excluding deferred income)
Net maturities
2018
Asset class
Cash and cash equivalents
Receivables
Payables (excluding deferred income)
Net maturities
(e) Net fair values of financial assets and liabilities
2,532,285
2,075,256
(2,260,914)
2,346,627
528,925
1,631,382
(1,533,060)
627,247
-
114,364
(641,665)
(527,301)
-
116,030
-
116,030
2,532,285
2,189,620
(2,902,579)
1,819,326
528,925
1,747,412
(1,533,060)
743,277
2,532,285
2,189,620
(2,902,579)
1,819,326
528,925
1,747,412
(1,533,060)
743,277
Net fair values at balance date of each class of financial asset and liability do not materially differ from the carrying amounts disclosed in the
statement of financial position.
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46
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
16 Commitments and contingencies
Operating lease commitments
Future minimum rentals payable under non-cancellable operating leases contracted for but not
capitalised in the financial statements are as follows:
Not later than one year
Later than one year but not later than five years
Later than five years
The Consolidated Group and parent entity negotiated a 2 year extension to the non-cancellable commercial
rental property lease at Mulgrave in March 2017. The new lease expires in December 2023. There is an
option to renew the lease for a further 6 year period but no committment has been entered into. The
Consolidated Group also has a minor office equipment lease for a 5 year period expiring in March 2023.
Capital expenditure commitments
Capital expenditure projects
Not longer than one year
Longer than one year and not longer than five years
Longer than five years
Capital commitments relate to product development projects being undertaken by the subsidiary, Beam
Communications Pty Ltd.
Superannuation commitments
Beam Communications Holdings Limited makes superannuation contributions to prescribed superannuation
funds on behalf of employees and executive directors, as required by the Superannuation Guarantee legislation.
The principal types of benefits are death, permanent disability and superannuation benefits upon retirement.
17 Notes to the statement of cash flows
(a) Reconciliation of Profit / (loss) after income tax benefit to net cash flow from operating activities
Profit / (loss) after tax
Adjustments for
Depreciation
Amortisation
Impairment
Net loss on disposal of plant and equipment
Share of loss in joint venture
Unrealised foreign currency net losses / (gains)
Changes in assets and liabilities:
Increase in trade and other receivables
(Increase) / Decrease in inventory
Decrease in deferred tax assets
Decrease in trade and other payables
Increase in employee provisions
Increase in provision for warranty costs
Increase in provision for stock obsolescence
Decrease in provision for doubtful debts
Net cash (used in)/ provided by operating activities
Year ended
30 June 2019
30 June 2018
$
$
201,864
761,644
-
194,409
852,463
111,045
963,508
1,157,917
2,628,784
1,655,188
727,127
-
-
-
3,355,911
1,655,188
339,129
(1,565,134)
63,233
1,178,889
33,910
1,148
327,692
54,605
76,599
694,447
793,922
20,253
-
-
(446,617)
(71,351)
1,351,131
(1,543,096)
365,112
120,932
(1,776,922)
(176,783)
441,993
56,180
70,000
55,707
21,052
10,000
-
(58,420)
2,059,485
(1,621,871)
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47
ANNUAL REPORT 2019
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
Year ended
30 June 2019
30 June 2018
$
$
17 Notes to the statement of cash flows (continued)
(b) Reconciliation of cash
Cash at the end of the financial year as shown in the consolidated statement of cash flows is
reconciled to items in the consolidated statement of financial position as follows:
Cash and cash equivalents (Note 4)
2,532,285
528,925
(c) Non cash financing and investing activities
Non cash financing and investing activities undertaken by the Consolidated Group during the year
are disclosed in Note 19.
(d) Facilities
At 30 June 2019, the Consolidated Group had the following unused bank facilities with the
National Australia Bank:
- an Australian dollar overdraft with a limit of $300,000. The overdraft was not utilised at 30
June 2019.
- a US dollar overdraft with a limit of US$320,000. The US dollar overdraft was not utilised at
30 June 2019.
Bank guarantee facilities of the Consolidated Group total $150,000 of which $100,000 has
been allocated to a subsidiary company and $50,000 to the parent. Both were fully utilised at
30 June 2019.
The Consolidated Group’s banking facilities are subject to the Group satisfying quarterly
covenants set by the bank. While all covenants at 30 June 2019 were met, the Group did not
meet all covenants during the year ended 30 June 2019 however the bank reconfirmed the
banking facilities as continuing on 28 August 2019
The Consolidated Group had partly unused secured loan facilities with SGV1 Holdings Limited and
Roadpost Inc. Refer to Note 12 for details.
18 Key management personnel disclosures
Compensation by category
The aggregate compensation made to directors and other members of key management personnel
of the consolidated entity is set out below:
Short-term employee benefits
1,163,341
1,020,915
Post-employee benefits
Other long-term benefits
Termination benefits
Share-based payments
76,122
4,224
-
-
79,448
6,918
-
-
1,243,687
1,107,281
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48
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
19 Share based payments
Share options are granted at the discretion of the directors based on terms and conditions set out in the Company’s Share Option
Incentive Plan. The directors may at any time and from time to time determine eligible persons for the purposes of the option plan and
select amongst those eligible persons participants who will be invited to participate in the option plan.
Options issued to directors pursuant to the option plan will be subject to approval of shareholders in general meeting, in compliance
with the Listing Rules.
(a) The following share based payment arrangements existed at 30 June 2019:
(i) 884,813 options were granted on 31 March 2015 to key employees with an expiry date of 31 March 2020 on the terms and conditions set
out in the Company’s Share Option Incentive Plan. These options were exercisable from 30 June 2015 at $0.195 per share (Issue WRR55).
95,288 of these options lapsed or were cancelled in the periods prior to 30 June 2019.
789,525 of these options are outstanding as at 30 June 2019.
(ii) 884,813 options were granted on 24 December 2015 to key employees with an expiry date of 31 August 2020 on the terms and conditions
set out in the Company’s Share Option Incentive Plan. These options were exercisable from 30 June 2016 at $0.195 per share (Issue WRR56).
95,288 of these options lapsed or were cancelled in the periods prior to 30 June 2019.
789,525 of these options are outstanding as at 30 June 2019.
(iii) 907,500 options were granted on 24 December 2015 to a director with an expiry date of 30 November 2020 on the terms and conditions set
out in the Company’s Share Option Incentive Plan. These options were exercisable from 30 June 2016 at $0.195 per share (Issue WRR57).
907,500 of these options are outstanding as at 30 June 2019.
(b) The following table illustrates the number (No.) and weighted average exercise prices (WAEP) and movements in share options issued during
the year for the Company:
30 June 2019
30 June 2018
No.
WAEP $
No.
WAEP $
Outstanding at the beginning of the financial year
2,486,550
0.1950
3,086,550
0.2834
Granted during the financial year
Lapsed during the financial year
Cancelled during the financial year
Exercised during the financial year
Expired during the financial year
-
-
-
-
-
Outstanding at the end of the financial year
2,486,550
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(600,000)
2,486,550
0.6500
0.1950
Exercisable at the end of the financial year
-
2,486,550
0.1950
(c) Notes to Share Based Payments
(i) The weighted average remaining contractual life for the share options outstanding as at 30 June 2019 is 1.12 years (2018: 2.12 years).
The exercise price for options outstanding at the end of the year was $0.195 (2018: $0.195).
The weighted average fair value of options granted during the year was $0 (none granted) (2018: $0 (none granted)).
The fair value of equity-settled share options granted under the Company’s Share Option Incentive Plan is estimated as at grant date
using the Binomial Option Valuation model, with Black Scholes crosscheck, taking into account the terms and conditions upon which
the options were granted.
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49
ANNUAL REPORT 2019
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
20 Remuneration of auditors
Remuneration of the Auditor for auditing or reviewing financial reports of the Consolidated Group
68,000
68,000
21 Related party transactions
Related party transactions with the Seasons Group and SGV1 Holdings Limited, which are related to
Year ended
30 June 2019
30 June 2018
$
$
Mr C Hung, a director of the company.
Transactions with the Seasons Group
- Purchases
- Sales
Amounts outstanding with the Seasons Group
- Receivables
- Payables
Transactions with SGV1 Holdings Limited
- Secured Loan Payable
Mr C Hung is a director of the company, and is also the president and a director of Season Group.
During the year ended 30 June 2019 the company subcontracted manufacturing on an arms length
basis to Season Group, in accordance with a contract signed prior to his appointment as director.
Transactions between the company and Season Group are on normal commercial terms and conditions
no more favourable than those available to other parties.
On 19 October 2016 the Group entered into a secured finance facility with a major shareholder, SGV1
Holdings Limited, a company associated with Mr Carl Hung. In July 2018 US$333,333 was drawn on
the facility and a further US$333,333 was drawn in September 2018. Refer to Note 12 for more details.
22 Earnings per share
Overall operations
Basic earnings (loss) per share
Basic earnings (loss) per share
3,764,783
3,273,218
(124,323)
(259,410)
9,316
19,981
(47,187)
(622,198)
950,615
-
¢
0.64
0.64
No.
¢
(3.07)
(3.07)
No.
Weighted average number of ordinary shares used in the calculation of Basic Earnings Per Share
52,873,452
50,933,452
Weighted average number of dilutive options on issue
-
-
Weighted average number of ordinary shares and potential ordinary shares used in the calculation of
Dilutive Earnings Per Share
52,873,452
50,933,452
Anti-dilutive options on issue not used in dilutive EPS calculation
2,486,550
2,486,550
Anti-dilutive options have not been considered in the dilutive earnings per share calculation due to the average market price being less than
the exercisable price.
$
$
Earnings:
Earnings (loss) used in the calculation of Basic Earnings Per Share
339,129
(1,565,134)
Earnings (loss) used in the calculation of Dilutive Earnings Per Share
339,129
(1,565,134)
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50
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
23 Segment reporting
(a) Sole operating segment
The Consolidated Group has identified operating segments based upon internal reports that are reviewed and used by the Directors in
assessing performance and determining the allocation of resources in respect of its satellite communications products services and online
sales. As the online sales segment operated by SatPhone Shop Pty Ltd, a wholly owned subsidiary company, does not meet the quantitative
threshold for separate disclosure, the company considers its aggregate segment as it sole segment. Accordingly, revenue and results are fully
disclosed in the consolidated statement of profit or loss and other comprehensive income for this aggregated sole operating segment.
Revenue and results are fully disclosed in the consolidated statement of profit or loss and other comprehensive income for the aggregated
sole operating segment.
The consolidated statement of financial position discloses the sole operating segment assets and liabilities which are held within Australia.
(b) Revenue by geographical region
Revenue attributable to external customers is disclosed below, based upon the location of the external customer.
Sales by country
Australia
United States of America
United Arab Emirates
United Kingdom
China
Canada
Japan
Year ended
30 June 2019
Year ended
30 June 2018
$
%
$
%
4,720,328
4,504,111
3,960,465
1,253,935
783,920
783,134
488,406
25.49%
24.32%
21.38%
6.77%
4.23%
4.23%
2.64%
3,336,752
2,721,418
1,048,097
1,222,954
251,945
1,135,482
610,956
28.67%
23.38%
9.01%
10.51%
2.16%
9.76%
5.25%
Other foreign countries
2,026,228
10.94%
1,310,566
11.26%
18,520,528
100.00%
11,638,170
100.00%
(c) Major customers
The Consolidated Group has a number of customers to whom it provides products and services. The Consolidated Group supplied a single
customer in the United Arab Emirates accounting for 20% of external revenue (2018: the largest customer was in the USA, 16%) and the
second largest customer, located in the United States, accounted for 18% of external revenue (2018: the second largest customer was in the
United Arab Emirates, 8%). The next most significant customer also accounted for 9% of external revenue (2018: 8%).
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51
ANNUAL REPORT 2019
BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
24 Parent company disclosures
Set out below is the supplementary information about the parent entity.
(a) Statement of profit or loss and other comprehensive income
Loss from continuing operations
Tax expense
Year ended
30 June 2019
30 June 2018
$
$
(1,276,759)
(1,051,055)
(365,112)
(120,932)
Loss for the year attributable to owners of the Company
(1,641,871)
(1,171,987)
Other comprehensive income
-
-
Total loss and other comprehensive income for the year attributable to owners of the Company
(1,641,871)
(1,171,987)
(b) Statement of financial position
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
1,144,869
799,728
956,065
1,343,049
2,100,934
2,142,777
4,467,017
2,879,788
32,713
19,919
4,499,730
2,899,707
Deficiency of net assets
(2,398,796)
(756,929)
Equity
Issued capital
Reserves
Accumulated losses
Total equity
7,646,641
7,646,641
411,189
411,189
(10,456,626)
(8,814,755)
(2,398,796)
(756,926)
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BEAM COMMUNICATIONS HOLDINGS LIMITED
(Formerly World Reach Limited)
ABN 39 010 568 804
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2019
24 Parent company disclosures (continued)
(c) Guarantees
The parent company has no contractual guarantees in place.
(d) Contractual commitments
Parent entity operating lease commitments are the same as consolidated entity commitments as disclosed in Note 16. The parent entity has
no capital expenditure commitments.
(e) Significant accounting policies of the parent are the same as those for the consolidated entity.
25 Controlled entities
Incorporated
Share class
Holding
Investments in unquoted corporations being controlled entities:
Beam Communications Pty Ltd
Australia
Ordinary
SatPhonerental Pty Ltd
SatPhone Shop Pty Ltd
Beam Communications USA Inc
Pacarc (PNG) Limited (Dormant)
26 Events after the Reporting Period
Australia
Ordinary
Australia
Ordinary
USA
Ordinary
Papua New
Guinea
Ordinary
2019
100%
100%
100%
100%
100%
2018
100%
100%
100%
100%
100%
On 30 July 2019 the Company released a statement that an entity controlled by non-executive Director Carl Hung had sold 3.8 million
shares or 42% of it’s holding in Beam to raise cash for his Chinese businesses. On 19 August 2019 the Company announced the formation of a
joint venture with Roadpost Inc., a Canadian company, to develop and market a new satellite messaging and SOS device.
Other than the above, there have been no significant events since 30 June 2019.
27 Company details and principal place of business
Beam Communications Holdings Limited is a limited company incorporated in Australia.
The principal activities of the Company and subsidiaries are outlined in the Director’s Report.
The address of its registered office and principal place of business is:
5 / 8 Anzed Court
Mulgrave, VIC, 3170
Australia
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ANNUAL REPORT 2019
DIRECTORS’ DECLARATION
The directors of Beam Communications Holdings Limited declare that:
1. The financial statements and notes as set out in pages 30 to 53 are in accordance with the Corporations Act 2001 and:
(a) comply with Australian Accounting Standards, which, as stated in accounting policy Note 1 to the financial statements, constitutes
compliance with International Financial Reporting Standards;
(b) give a true and fair view of the financial position as at 30 June 2019 and of the performance for the year ended on that date of the company
and consolidated group; and
(c) any other matters that are prescribed by the regulations for the purposes of this declaration in relation to the financial statements and the
notes for the financial year are also satisfied.
2. In the director’s opinion there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due
and payable.
This declaration has been made after receiving the declarations required to be made by the Chief Executive Officer and Chief Financial
Officer to the directors in accordance with sections 295A of the Corporations Act 2001 for the financial year ending 30 June 2019.
This declaration is made in accordance with a resolution of the Board of Directors on 29 August 2019.
Mr Simon Wallace
Chairman
Date: 29 August 2019
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55
ANNUAL REPORT 2019 INDEPENDENT AUDITOR’S REPORT
To the Members of Beam Communications Holdings Limited
Opinion
We have audited the financial report of Beam Communications Holdings Limited (the Company) and its
subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2019,
the consolidated statement of comprehensive income, the consolidated statement of changes in equity and
the consolidated statement of cash flows for the year then ended, and notes to the financial statements,
including a summary of significant accounting policies, and the directors' declaration.
In our opinion the accompanying financial report of the Group is in accordance with the Corporations Act
2001, including:
(i) giving a true and fair view of the Group's financial position as at 30 June 2019 and of its financial
performance for the year then ended; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section
of our report. We are independent of the Group in accordance with the auditor independence requirements of
the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards
Board's APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of
the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the
Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given
to the directors of the Company, would be in the same terms if given to the directors as at the time of this
auditor's report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit
of the financial report of the current period. These matters were addressed in the context of our audit of the
financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters.
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Key Audit Matters (Continued.)
Key Audit Matter
How our audit addressed this matter
Impairment of Intangible Assets
Refer to Note 9 in the financial statements
The Group has intangible assets of $5.6m, being capitalised
development costs relating to Thuraya and Marconi projects.
The Thuraya asset was available for use from March 2018,
and therefore amortisation commenced during FY18 and
continued in FY19. The Marconi asset was not available for
use as at 30 June 2019. Management have performed an
impairment assessment for both assets based on a value in
use calculation, which determined that no impairment had
occurred.
We identified this area as a Key Audit Matter due to the size
of the intangible assets balance and the judgment involved
in determining the value in use of the relevant assets based
on the estimated future cash flows generated.
Deferred Tax Asset – tax losses
Refer to Note 3 and Note 8 in the financial statements
Our audit procedures in relation to intangible assets included:
•
•
•
Assessing management’s impairment assessment by
checking the mathematical accuracy of the cash flow
model, and reconciling input data to supporting evidence,
such as approved budgets and considering
the
reasonableness of these budgets;
Challenging the reasonableness of key assumptions,
including the cash flow and revenue projections, revenue
growth rate, exchange rates, discount rates, and any
sensitivities used; and
Confirming our understanding of the nature of the
intangible assets, the strategic purpose of the projects and
its ability to generate future revenues through discussions
with management.
The Group has a material Deferred Tax Asset balance of
$864k
temporary
differences.
to operating
losses and
relating
This is considered a key audit matter as there is a high
degree of subjectivity and complexity in respect of the
recognition of the deferred tax asset and the expectation that
future taxable income against which the deferred tax asset
can be utilised, is more likely than not.
•
Our audit procedures in relation to the deferred tax balance
included:
•
Assessing management’s assumptions in relation to the
recoverability of the deferred tax asset and the manner in
which temporary differences would be reversed and
losses utilised. This included reviewing and challenging
management’s budgets and cash flow forecasts, and
determining the historical accuracy of management’s
assumptions; and
Assessing
the appropriateness and adequacy of
disclosures made in the financial statements in note 3
Income Tax.
Other Information
The directors are responsible for the other information. The other information comprises the information included
in the Group's annual report for the year ended 30 June 2019, but does not include the financial report and the
auditor's report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
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ANNUAL REPORT 2019
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal
control as the directors determine is necessary to enable the preparation of the financial report that gives a true
and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website at: www.auasb.gov.au/auditors_responsibilities/ar2.pdf. This description
forms part of our auditor's report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors' report for the year ended 30 June 2019.
In our opinion, the Remuneration Report of Beam Communications Holdings Limited., for the year ended 30 June
2019, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
RSM AUSTRALIA PARTNERS
J S CROALL
Partner
Dated: 29 August 2019
Melbourne, Victoria
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59
ANNUAL REPORT 2019 AUSTRALIAN SECURITIES EXCHANGE
INFORMATION
SUBSTANTIAL SHAREHOLDERS
As at 31 August 2019.
This section includes information required by ASX Listing Rules
which is not disclosed elsewhere in this Annual Report.
TWENTY LARGEST SHAREHOLDERS
Number of
Shares
% of Class
DAVID STEWART/GLENAYR P/L
10,540,000
19.93%
FF OKRAM PTY LTD
8,634,258
16.33%
SGV1 HOLDINGS LIMITED
5,409,874
10.23%
Number
% of Class
- These shareholders do not hold any options to subscribe for ordinary shares.
DAVID STEWART/GLENAYR P/L
10,540,000
19.93%
FF OKRAM PTY LTD
8,634,258
16.33%
DISTRIBUTION OF SHARES
SGV1 HOLDINGS LIMITED
5,409,874
10.23%
Size of Holdings
WASHINGTON SOUL PATTINSON
2,000,000
3.78%
1 to 1,000
ARTPRECIATION PTY LTD
1,798,632
3.40%
1,001 to 5,000
J P MORGAN NOMINEES
1,743,491
3.30%
5,001 to 10,000
CAPOCCHI SUPER PTY LTD
1,603,899
3.03%
10,001 to 100,000
KILLARNEY PROPERTIES
1,212,245
2.29%
100,001 and over
RAPAKI PTY LTD
1,076,473
2.04%
Number of
Number of
Holders
Shares
%
249
146
74
197
47
71,874
0.14%
420,102
0.79%
575,648
1.09%
7,073,083
13.38%
44,732,745
84.60%
VINCENT GALANTE
883,010
1.67%
TOTAL
713
52,873,452
100.00%
HOTTON FAMILY
832,052
1.57%
EVERCITY PTY LTD
800,000
1.51%
ORDINARY SHARES
HOLDERS OF LESS THAN A MARKETABLE PARCEL OF QUOTED
Number of
% of Total
Number of
% of Total
Holders
Holders
Shares
Quoted Shares
298
41.80%
155,025
0.29%
TOM BEKIARIS
731,835
1.38%
IVAN & FELICITY TANNER
700,000
1.32%
PETER LINCOLN SIMPSON
600,000
1.13%
ROBERT MANSFIELD NIALL
527,200
1.00%
TWARTZ FAMILY
416,666
0.79%
TASMAN DOUGLAS LOVELL
410,000
0.78%
HSBC CUSTODY NOMINEES
378,590
0.72%
JOHN SELWYN INVESTMENTS
360,000
0.68%
TOTAL TOP 20:
40,658,225
76.90%
TOTAL ISSUED:
52,873,452
100.00%
HOLDERS OF EACH CLASS OF EQUITY SECURITY
The company has issued:
- 52,873,452 ordinary fully paid shares to 713 shareholders.
- 2,486,550 options to subscribe for ordinary shares to 7 option
holders.
No convertible notes remain on issue.
VOTING RIGHTS
There are 52,873,452 ordinary fully paid shares held by 713
members and these are the only class of share currently issued.
The Company’s Constitution provides that every member present
in person, by proxy or by corporate representative or by appointed
attorney shall on the show of hands have one vote.
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61
ANNUAL REPORT 2019 Beam Communications Holdings Limited
ABN 39 010 568 804
5/8 Anzed Court,
Mulgrave, VIC,
Australia 3170
+61 3 8561 4200
+61 3 9560 9055
investor@beamcommunications.com
www.beamcommunications.com
Beam Communications Pty Ltd
SatPhone Shop Pty Ltd
SatPhonerental Pty Ltd
Beam Communications USA Inc.
ABN 97 103 107 919
ABN 40 099 121 276
ABN 18 114 959 992
Delaware Corporation No. 5228652
5/8 Anzed Court,
Mulgrave, VIC,
Australia 3170
+61 3 8588 4500
+61 3 9560 9055
5/8 Anzed Court,
Mulgrave, VIC,
Australia 3170
5/8 Anzed Court,
Mulgrave, VIC,
Australia 3170
C/- Martensen Wright PC
One Capitol Mall, Suite 670
Sacramento, CA 95814 USA
+61 1 300 368 611
+61 3 8669 4424
+61 1 300 368 611
+61 3 8669 4424
+1 800 250 5819 (USA only)
+1 888 972 8037
info@beamcommunications.com
info@satphoneshop.com
rentals@satphoneshop.com
support@beamcommunications.com
www.beamcommunications.com
www.satphoneshop.com
www.satphonerentals.com.au
www.beamcommunications.com