Bolloré
Annual Report 2023

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2023 ANNUAL REPORT BOOM IS LOOKING TO THE FUTURE WITH NEW LEADERSHIP, A NEW STRATEGY, AND A FOCUS ON KEY MARKETS IN RESOURCES, RENEWABLES, INFRASTRUCTURE & INDUSTRIALS. Our core business remains a full service (wet hire) delivery of safe lifting solutions, with scale and precision, every time. Managing risk and complexity with confidence – that’s the promise we make to our customers. STRATEGY FOR GROWTH CONTENTS ESG and People Expertise Lead introduction of new hybrid cranes into the Australian market. Focus on safety and staff. Sector-focused Profitable Growth Right customer relationships and right capability to ensure sustainable financial returns. Asset Regeneration & Labour Proficiency Investment in right assets for key markets and key locations to maximise mix & efficiency. Shareholder Value Strengthen balance sheet and shareholder returns through efficient use of capital. 1 Strategy for Growth 2 Chair’s Report 4 Managing Director’s Report 9 Our People 10 Developing a strong Environmental, Social and Governance Culture 12 Operating and Financial Review 16 Board of Directors and Executive Team 20 Financial Report 21 Directors’ Report 34 Auditor’s Independence Declaration 35 Consolidated Statement of Comprehensive Income 36 Consolidated Statement of Financial Position 37 Consolidated Statement of Cash Flows 38 Consolidated Statement of Changes in Equity 39 Notes to the Consolidated Financial Statements 63 Directors’ Declaration 64 Independent Audit Report 68 ASX Additional Information 70 Company Directory Annual General Meeting Boom Logistics will hold its 2023 Annual General Meeting at 11.00am on Friday 24 November 2023. Details will be provided in the Notice of Meeting. boomlogistics.com.au Boom Logistics Annual Report 2023 1 CHAIR’S REPORT Melanie Allibon Non-Executive Chair The 2023 financial year has been a year of consolidation, refreshment and strategic clarity for Boom Logistics ahead of our expectation for a profitable FY24 and beyond. Dear shareholders, Under our new leadership team, we launched a refreshed business strategy in June 2023 with the implementation of number of key initiatives to improve cash flow and sustainable returns, with the aim of lifting return on capital employed to more than 10%. These initiatives include a focus on generating high-margin revenues across our core market segments of Resources, Renewables, Infrastructure and Industrials. With an increased focus also on strategic asset management and resource value, I am confident we will deliver increased returns to shareholders. In FY23 we took steps to review and optimise our asset base with the aim of reducing our fleet age, disposing of old and obsolete assets and renewing our investment in new assets to drive customer growth and improve return on invested capital. Operationally, we faced some challenges, with delays in the commencement of several large projects including a major wind farm project in central Queensland and the Queensland Interconnector project, due to the impacts of wet weather and supply chain issues, accentuated by specialised labour shortages. These projects have now commenced in 1Q FY24. While we cannot with certainty predict the effects of weather, rising interest rates and geopolitical challenges on the Australian economy, the opportunities in the markets that we serve are significant. There continues to be strong demand across all key segments as demonstrated with recent contract wins and a healthy pipeline of opportunities. At Boom, we continue to recognise the importance of sound environmental, social and governance (ESG) practices as part of our responsibility to shareholders and clients, and we have completed the work we commenced in FY22 to transition our business to having an overarching ESG framework. We continue to progress our efforts to formalise our commitment to ethical and sustainable initiatives to reduce our carbon footprint and achieve emissions targets. We are also expanding work in the renewable energy sector, installing wind turbines and maintaining wind farm assets. In addition, our first crane with an electric power option (“E-Power Pack”) was delivered in 2H FY23 as we continue to work closely with key suppliers to introduce new hybrid cranes into Australia. Capital Management During the year, we revised our capital management strategy in line with our goal of delivering consistent investor returns in an efficient manner to best service our shareholder base. The strategy contemplates the return of 40% – 60% of the previous two years’ rolling average operating Net Profit After Tax (NPAT), through share buy-backs, or as determined by the Board on an annual basis. This capital management strategy aims to strengthen the Boom Logistics share price by returning capital value to shareholders. This will be further strengthened by delivering sustainable profitability and cash generation over the coming years. Management Changes During the financial year, there were a number of changes to our leadership team. On 15 February 2023, Boom’s Chief Operating Officer (COO) Ben Pieyre assumed the role of interim Chief Executive Officer (CEO), replacing Mr Tony Spassopoulos who stepped down from the roles of CEO and Managing Director (MD). Mr Spassopoulos joined Boom in October 2008 and was the COO from 2017 before being appointed as CEO and MD in September 2018. On behalf of the Board, I would like to thank Tony for his service to Boom over the past 14, including his four and a half years as CEO. Tony has contributed greatly to Boom through his leadership during a period of restructuring and rebuilding (including amid the COVID-19 pandemic) while significantly reducing debt. On 10 July 2023, Mr Pieyre was appointed as CEO and MD. Ben joined Boom in 2019 and was most recently the Company’s COO prior to being appointed interim CEO. The Board has been particularly impressed with Ben’s leadership and operational expertise through the transition period in which he demonstrated excellent management skills, future planning capabilities, effective 2 Boom Logistics Annual Report 2023 FY23 has been a year of consolidation, refreshment and strategic clarity. decision-making, adaptability, and most importantly, a clear vision for our business. These skills will be invaluable as we look to further grow our Company. On 28 December 2022, we appointed Mr. Emmanuel (Manny) Bikakis as Chief Financial Officer following the resignation of Andrew Bendall. Manny has widespread experience across the property development and major projects industries, petrochemicals internationally (both at BP & PPG) and the agricultural sector, where he has driven key financial and cultural turnarounds. Manny brings extensive finance and business services skills, as well as broad commercial, strategic, and operational knowledge that will help drive Boom to deliver our growth objectives. In Closing Looking ahead, we expect continued strong demand and tender activity across all key segments. The circa $200m in contract wins this financial year are expected to contribute to improved performance in FY24 and beyond. Our Company will deliver on our strategy via our ongoing focus on our key sectors, securing opportunities in our core markets, optimal asset allocation and a continued focus on the bottom line, profitable growth and enhanced returns to shareholders. 750 People – Nationally 350 Assets – The largest fleet of its kind in Australia I would like to thank our dedicated staff and shareholders for their continued support. We have worked hard to improve the Company, building on the successful delivery of projects and services in existing contracts and actively developing a strong pipeline of new growth opportunities. Our Company is poised to make the most of the opportunities before it and we look forward to creating future value for our shareholders. Melanie Allibon Chair Boom Logistics Annual Report 2023 3 MANAGING DIRECTOR’S REPORT Ben Pieyre Chief Executive Officer & Managing Director It is a pleasure to be addressing you in my first Annual Report as CEO and Managing Director of Boom Logistics. Dear shareholders, While the 2023 financial year has been challenging, it has also been a period of strategic renewal for our Company. We focused our efforts on a refreshed corporate strategy, a detailed portfolio profitability assessment and reviewed our future fleet requirements. Refreshed Strategic Focus During FY23, we implemented a number of key strategic initiatives to: ■ create sustainable future returns by focusing on key segments and customers; ■ continue to strengthen our balance sheet through improved asset investments; and ■ improve cash flow and create value for our shareholders. The specific initiatives undertaken included: ESG and People Expertise: We continued to improve our environmental, social and safety culture. We worked closely with key suppliers to introduce a new electric power optioned crane into our fleet. Sector-focused Profitable Growth: We reviewed key segments and customers we want to partner with, drove sustainable pricing and cost efficiencies, asset and resource optimisation and improved cash flow management across all businesses. Asset Regeneration and Labour Proficiency: We improved the health of our balance sheet through asset renewals. This ensures we have the right assets in the right location with the right customers to maximise our returns on capital. Shareholder Value: We are focusing on customer, asset and geographic profitability through resource optimisation and bottom line NPAT accountability. 4 Boom Logistics Annual Report 2023 Boom’s safety performance continues to be a key operational focus, with an emphasis on risk management, leadership and assurance. Zero LTIs for over 2 years. BOOM’S VALUES These are the uncompromising foundation of our organisation, guiding our decisions, behaviours and the way we do business to maximise returns for our shareholders while maintaining safety for our staff. Total Recordable Injury Frequency Rate (TRIFR) improved to 3.8 per million hours worked Zero Lost Time Injuries (LTIs) for over 2 years ESG – Our Safety Record Boom’s safety performance continues to be a key operational focus, with emphasis on risk management, leadership and assurance. Our goal is to ensure employees, customers and the general public are free from harm when delivering lifting solutions in complex and diverse operating environments. In FY23, the Total Recordable Injury Frequency Rate (TRIFR) was 3.8 per million hours worked, well below the 8.7 per million hours worked set in the previous year. ESG continues to be a significant ongoing focus and we have completed our transition to an overarching ESG framework. Under this overarching framework we are taking steps to formalise our ESG commitments by taking implementation and reporting guidance from the Task Force on Climate-related Financial Disclosures. We intend to report voluntarily against the TCFD framework and to track our progress against baseline metrics using an ESG scorecard system. Asset Regeneration In line with the above initiatives, we undertook a thorough review of all assets including cranes, travel towers and other equipment, taking into account the age and utilisation of $200m + New contracts signed over the last 12 months $39.3m EBITDA each asset. The aim of the review is to deliver on Boom’s objectives of: ■ Reducing our fleet age and sale of old assets to improve our balance sheet. ■ Disposing of underperforming and obsolete assets. ■ Continued investment in new assets to drive growth and improved returns on invested capital. The program achieved circa $7.6m in sales proceeds in FY23, with a loss on sales of ($0.5m). Once complete in FY24, this initiative is anticipated to generate over $12m in free cash. These funds are being used to reinvest into our future fleet requirements. Boom Logistics Annual Report 2023 5 CUSTOMERFOCUSEverything begins with the customerSAFETY ALWAYSContinue our journeytowards zero harmDEVELOPING OUR PEOPLECommitment toour futureRESPECTFor each other andall stakeholdersto do thingsLooking for new waysINNOVATIONto achieve our bestWorking togetherTEAMWORK MANAGING DIRECTOR’S REPORT continued FY23 Financial Overview The Company reported a net loss of $5.2m for FY23, having taken the opportunity in FY23 to reflect the new strategic direction of the organisation. The underlying result for the year was an operating Net Profit After Tax of $0.7m, The FY23 reported result included an impairment charge of $3.9m (non-cash), a loss on sale of assets of $0.5m and a one-off restructuring cost of $1.4m resulting from the execution of our new strategy. FY23 was hampered by the timing of our major projects and wet weather impacts in Queensland and northern NSW during 2H FY23. These factors resulted in the delay in the commencement of several large projects, including a major wind farm project in central Queensland, the Queensland Interconnector project and various large mining and resource shutdowns. It is highly expected that these projects which were originally scheduled for 2H FY23 will now commence in 1Q FY24, with many of the works scheduled to span over the next 12 months. Our Key Market Segments Resources Revenue in mining and resources was down, due primarily to a non-recurring shutdown (c. $18m revenue in FY22). The underlying business grew by $11m through increased activity in Northern Western Australia and the Hunter Valley in New South Wales. New contracts were secured in Queensland and north-west Western Australia which began in 2H FY23. Contract extensions were also secured with a large customer in Queensland and the Hunter Valley in New South Wales. The Company successfully negotiated several contract improvements to enhance recovery of labour cost increases and skills shortages within existing contracts. Renewables Revenue was down $7m in FY23 as a result of the timing of major projects. Two wind farm projects were completed in FY22, while the major Queensland wind farm contract which was executed in December 2022 was delayed. Works commenced in 1Q FY24. Other contract wins included the interconnector works (South Australia to New South Wales and Queensland). This segment is seeing significant market growth as the Australian economy transitions to new energy sources. Infrastructure Revenue was up $4m thanks to new works being secured. This included the Cross River Rail project in Queensland, the Olive Downs wash plant build and the Mitchell Freeway Extension in Western Australia. There were some delays at a southern New South Wales project in FY23; however, this has been a positive project for Boom and is expected to return to full capacity and be extended in FY24. Boom also secured new infrastructure projects including sections of the Sydney Gateway project, Waterloo station and the Parkes Special Activation Precinct in New South Wales and various new Western Australia contracts in FY23. The Company enjoys a strong tender pipeline across road infrastructure, civil engineering, rail and tunnel projects. Industrials Revenue was up $1m in FY23 on the back of stronger demand from the existing customers. A large Victorian crane hire and maintenance contract worth c. $25m was successfully re-signed for a further 5 years. FY24 Outlook Strong demand and tender activity across all key segments and circa $200m in contract wins over the last 12 months are expected to contribute to an improved performance in FY24 and beyond. Boom will continue to execute on its revised strategy via: ■ an ongoing focus on key sectors of resources, renewables, infrastructure and industrials which provide large and growing addressable markets ■ top-line revenue growth opportunities and asset utilisation with a program in place to ensure optimal asset allocation ■ continuing to secure opportunities in growing core markets and executing contracts secured in FY23 ■ continuing to focus on bottom-line profitable NPAT growth, debt management, cash flow generation and enhanced returns to shareholders. I’d like to thank the Board for their leadership and trust over the past financial year as we have progressed our new strategy and set Boom up for growth in FY24 and beyond. I’d also like to thank our shareholders for their continued support and our people for continuing to provide safe and dedicated services to our customers. Ben Pieyre Chief Executive Officer & Managing Director 6 Boom Logistics Annual Report 2023 Boom Logistics Annual Report 2023 7 BOOM IS A FULL SERVICE WET HIRE LIFTING SOLUTIONS BUSINESS As a large-scale lifting project specialist, we deliver innovative solutions for our customers, build shareholder value and ensure safety excellence. We continue to build our leading reputation in the market as a trusted lifting, construction and maintenance solutions partner for large-scale infrastructure. EQUIPMENT ■ A comprehensive and diverse fleet aligned to customer requirements in mining and resources, wind, energy, utilities, infrastructure, industrial maintenance and telecommunications. ■ Well-maintained fleet with maintenance records and key performance indicator reporting for customers. OPERATIONAL CAPABILITY ■ Highly experienced and trained workforce of supervisors, crane operators, riggers and travel tower operators. ■ Operational resources and infrastructure to support customers in our core markets. ■ Planned and configured services involving operators, cranes, transport, travel towers and other assets to meet complex customer requirements. ENGINEERING EXPERTISE ■ Pre-lift customer site survey and analysis. ■ Detailed engineering lift studies to drive safety, efficiency and cost-effectiveness. ■ Project planning and project management. ■ Wind farm construction including lifting, installation and maintenance. SAFETY & QUALITY SYSTEMS ■ Cultural alignment with our customer base, with an uncompromising safety focus. ■ Transition to international safety standard ISO 45,001:2018 achieved. ■ Confirmed certification to AS/NZS ISO 9001:2015. ■ Investment to drive improvement in our safety systems, processes and organisation. Boom’s customer value proposition is based on total lifting solutions and specialised labour service, and provides a solid platform for future growth to maximise returns to shareholders. 8 Boom Logistics Annual Report 2023 OUR PEOPLE Boom’s total full-time and flexible workforce exceeded 750 people during FY23. A vital element of our company culture and drive for responsible growth is ensuring that Boom is a safe place to work. We have 400 full-time employees, 80% of whom provide in-field services to customers – including operators, supervisors, safety professionals, engineers and sales personnel – while the remainder comprise management and functional support to the business. Our flexible workforce of over 350 staff outside of our full-time employees enabled the company to effectively flex our labour requirements to support a variety of projects and maintenance shutdowns. We recognise and reward performance, create opportunities for our people to develop and provide support so they continue to thrive. INDIGENOUS COMMITMENT Boom recognises the traditional rights of Indigenous peoples and acknowledge their right to maintain their cultures, identities, traditions and customs. We will continue to support communities and customers in developing Indigenous programs in remote locations of Australia. Our National Indigenous Employment Framework provides a basis for localised strategies to generate work opportunities and support Indigenous communities and is to be complemented by a formal Reconciliation Action Plan, currently under creation, which will further define our commitment to reconciliation. DIVERSITY AND INCLUSION In FY23, Boom maintained a 10.7% female representation average and, while just below our 12.5% target, the Company is progressing towards further gender equality targets through a formalised Gender Equality Plan. This is in line with our commitment to growing a rich culture, diverse workforce and a work environment in which every employee is treated fairly and respectfully and given the opportunity to contribute to business success. Boom Logistics Annual Report 2023 9 DEVELOPING A STRONG, ENVIRONMENTAL, SOCIAL AND GOVERNANCE CULTURE OUR ENVIRONMENTAL & SOCIAL COMMITMENT OUR SAFETY RECORD At Boom, we are proud of our commitment to the transition to a low-carbon future and continue to work towards our goal of becoming a zero-emission business. We are also very proud of the substantial work we do in the wind, solar and transmission line sectors, helping Australia transition to new clean power sources. Boom’s safety performance continues to be a key operational focus, with emphasis on risk management, leadership and assurance. Our goal is to ensure employees, customers and the general public are free from harm when delivering lifting solutions in complex and diverse operating environments. The Company’s ongoing emphasis on safety leadership, best practice safety systems and “Safety Always” culture builds confidence and trust with our customers and employees around the predictable, reliable and consistent delivery of high-value lifting solutions. In FY23, the Total Recordable Injury Frequency Rate (TRIFR) was 3.8 per million hours worked, below the 8.7 per million hours worked set in the previous year. Our Safe Act Observations Frequency Rate (SAOFR), which measures the number of safety-related interactions in the field, increased to 12,870 in FY23, up from 10,039 in the previous year. This highlights that the health, safety and wellbeing culture within Boom is strong. In FY23, we completed our transition to an overarching Environmental Social and Governance (ESG) framework governed by an ESG Charter. Under this overarching framework we are taking steps to formalise our ESG commitments by taking implementation guidance from the Task Force on Climate-related Financial Disclosures. We intend to report voluntarily against the TCFD framework and to track our progress against baseline metrics using an ESG scorecard system. Our company continues to work closely with key suppliers to introduce new hybrid cranes into Australia and we purchased our first electric power optioned “E-Power Pack” mobile crane which was delivered in 2H FY23. We are also expanding work in the renewable energy sector, installing wind turbines and maintaining wind farm assets. We also continue to meet legal and community obligations in environmental management. Our environmental impact is managed through procedures mostly directed at waste management. Disposal of waste oil, batteries and tyres is undertaken by licensed disposal agents and Boom has procedures and equipment to manage runoff and spills. Onsite work is conducted in accordance with client procedures and regulations. Energy usage minimisation initiatives are also in place. Safe Act Observation Frequency Rate (SAOFR) Total Recordable Injury Frequency Rate (TRIFR) Lost Time Injuries (LTIs) 2021 2022 2023 8,242 10,039 12,870 2021 2022 2023 5.1 3.8 8.7 2022 2023 0 0 10 Boom Logistics Annual Report 2023 In FY23, we completed our transition to an overarching ESG framework governed by an ESG Charter. OUR CORPORATE GOVERNANCE STATEMENT Good corporate governance underpins the way Boom conducts its business. The Company is committed to the highest level of governance and strives to foster a culture that values and rewards exemplary ethical standards, personal and corporate integrity and respect for others. Our Corporate Governance Statement sets out the corporate governance framework currently in place for the Group, including the key policies and practices. A copy of our Corporate Governance Statement can be found on our website at https://www.boomlogistics.com.au/about-us/corporate-governance/ Boom Logistics Annual Report 2023 11 OPERATING AND FINANCIAL REVIEW The Company reported a net loss after tax of $5.2m for the year ended 30 June 2023 (FY22: net profit after tax of $3.8m). The underlying operating result for FY23 was a net profit after tax (NPAT) of $0.7m. Overview The FY23 reported result included an impairment non-cash charge of $3.9m and a loss on sale of assets of $0.5m following Boom’s asset review and disposal of underperforming and obsolete assets. The Company also incurred a one-off restructuring charge of $1.5m following the approval of Boom’s revised strategy. The underlying performance of FY23 was affected by the timing of several large projects, including the Central Queensland Wind Farm project and the Queensland Interconnector which was delayed due to wet weather in Queensland in 2H FY23. The results were further impacted by the postponement of key mining and resource maintenance works and shutdowns in Western Australia and Queensland. These deferred major projects have now commenced in 1Q FY24. Note: In comparison, FY22 included the completion of three major projects, as opposed to no major projects starting in FY23. Income Statement FY23 operating net profit after tax of $0.7m before restructuring and impairment costs. Reported net loss after tax of $5.2m. Revenue Operating costs Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA) Depreciation and Amortisation Earnings Before Interest and Tax Net Borrowing Costs Operating Net Profit After Tax (NPAT) Impairment, Loss on Asset Sales & Restructuring Costs Reported Net Profit After Tax (NPAT) 30 June 2023 $’m 30 June 2022 $’m % change 205.9 (166.6) 39.3 (33.7) 5.6 (4.9) 0.7 (5.9) (5.2) 215.8 (174.2) 41.6 (34.5) 7.1 (3.3) 3.8 – 3.8 (9.9) (4.4) (2.3) 0.8 (1.5) (1.6) (3.1) (5.9) (9.0) Revenue Reported revenue was $205.9m (FY22: $215.8m), representing a $9.9m decline on the prior year primarily due to the timing in major project commencements in FY23 versus FY22 which included 3 major projects. EBITDA Earnings before interest expense, tax, depreciation and amortisation (EBITDA) was $39.3m down by $2.3m on the prior year (FY22: $41.6 million). Earnings before interest expense and tax (EBIT) fell $1.5m to $5.6m (FY22: $7.1m). Borrowing costs were $4.9m as a result of higher interest rates and increased debt used to fund new crane acquisitions. 12 Boom Logistics Annual Report 2023 Strategic clarity, putting Boom in a good position to benefit from the significant growth and opportunities in the renewables and infrastructure markets over the next 10+ years as Australia transitions to new energy sources. The Company has implemented a number of key strategic initiatives to improve sustainable returns with a continued focus on: ■ Improved margin management across its core market segments of resources, renewables, infrastructure and industrials ■ Cost optimisation across its assets and key resources ■ Asset regeneration to maximise efficiency and returns. Taxation Income tax expense in the year was zero given the reported net loss position. Boom is in a strong tax credit position, facilitating minimal tax liabilities for a number of years moving forward. $31.1m Cash from Operating Activities $5.6m EBIT $0.7m Operating NPAT Boom Logistics Annual Report 2023 13 OPERATING AND FINANCIAL REVIEW continued Balance Sheet Net assets as at 30 June 2023 were $105.5m, down from $110.2m as at 30 June 2022. The key movement is related to the restructuring and impairment non-cash costs incurred during FY23. The current average fleet age is 10.4 years (FY22: 10.7 years). The Group’s long-term target is to maintain a fleet with an average age of c. 9 years. Return on capital employed (EBIT/total assets less cash and creditors) was 3.0%, compared with 4.1% in the prior year. ■ customer requirements and opportunities to invest in new equipment for growth that will provide an appropriate return on capital invested ■ ongoing requirement to replace and maintain the core fleet. Proceeds realised from ongoing capital recycling of older, less productive equipment to reinvest in new assets with enhanced technology and safety systems, reduce fleet maintenance costs, improve fuel efficiency and increase overall fleet utilisation ■ operating free cash flow generated by the Group in any period. Capex As part of the asset renewal strategy, net capital expenditure in FY23 was $25.0m (FY22 $16.8m), which was predominantly funded through finance lease borrowings. Debt Facilities The investments were new assets during the year were supported by the existing finance facilities with ScotPac and De Lage Landen Pty Limited. Current debt facilities available total $123.2m, of which $45.8m has been drawn on 30th June 2023. Note that no new financing facilities were required during the year, given the ample headroom available. This current headroom is sufficient to facilitate all future growth requirements. Gearing Ratio To improve the average age of the equipment fleet, the Group considers the gearing range of between 30% – 45% to be appropriate for the reporting period. Gearing is defined as group interest-bearing loans and lease borrowings less cash divided by net assets. On 30 June 2023, the gearing ratio was 41% (FY22: 29%). The increase to gearing was directly due to the increased capex, primarily funded through lease borrowings. The Company considers this increase appropriate given the availability of long-term committed debt facilities and the strong/pipeline growth opportunities over the coming years. Considerations for the Group’s gearing range include: ■ outlook for the Group’s key markets and wider economic environment The Group may deviate from the guidelines above to capitalise on opportunities that deliver strong returns on capital. Over the short and medium term this approach will ensure that Boom is well positioned to deliver sound risk-adjusted returns to investors through capital appreciation. The aim is to maintain a fleet of equipment optimised to anticipate, respond to and service our customers through market cycles and contribute to a safe working environment for our people and customers in the locations and with the operating teams to support their businesses. Cash Flow Net cash provided by operating activities was $31.1m (FY22 $35.4m). These funds were primarily used to pay down borrowings. Capital Management Boom is committed to delivering consistent investor returns in an efficient manner to best service our shareholder base and to be clear in describing our capital management strategy to investors. During the year, the Board approved a capital management strategy that contemplates the return of 40% – 60% of the previous 2 years’ rolling average NPAT. The group expects to confirm the level of return for FY24 prior to the November 2023 Annual General Meeting. 14 Boom Logistics Annual Report 2023 Boom Logistics Annual Report 2023 15 BOARD OF DIRECTORS AND EXECUTIVE TEAM Melanie Allibon – MAICD Independent, Non-executive Chair (appointed 19 June 2019) Ms Allibon has an extensive background in human resources and operating risk, primarily in the manufacturing, FMCG, mining and industrial services sectors. Ms Allibon has held non-executive director positions with the Australian Mines and Metals Association, and Melbourne Water Corporation. She is currently a member of World Vision’s Business Advisory Council, Chief Executive Women and the International Women’s Forum. During the past 3 years, Ms Allibon has held ASX-listed public company directorships with Acrow Formwork and Construction Services (current). Ms Allibon was appointed Chair of the Board on 27 November 2021. Ben Pieyre Chief Executive Officer and Managing Director (Director appointed 10 July 2023) Previously Chief Operating Officer (appointed 4 January 2021) and interim Chief Executive Officer and Director (appointed 15 February 2023) Mr Pieyre joined Boom in September 2019. He has worked in the crane hire industry since 2006, commencing his career as a fleet controller before establishing his role in senior management. He has extensive operational experience specialising in civil construction, industrial services and maintenance sectors, as well as HR/IR and engineering. Mr Pieyre is currently the President of the Crane Industry Council of Australia board. Mr Pieyre holds an Advanced Diploma in Leadership and Management and French qualifications in business management, human resources, commerce and marketing. Since the date of appointment, Mr Pieyre has not held any other ASX-listed public company Directorships. Kieran Pryke – BCom, FCPA Independent, Non-executive Director (appointed 8 February 2021) Mr Pryke has over 25 years’ experience in the property industry. He has been Chief Financial Officer of General Property Trust, following 9 years in Lendlease Corporation’s construction, development and investment management divisions, and of Australand Property Group and Grocon Group. Currently he is chair of Aura Medical Group Pty Limited, and a director of GFM Investment Management Limited. He is also a director of OzHarvest Limited, the not-for-profit organisation which distributes surplus food to the needy. Since the date of appointment, Mr Pryke has held ASX-listed public company directorships with Aventus Holdings Limited (to March 2022). Mr Pryke is Chair of the Boom Logistics Audit and Risk Committee. 16 Boom Logistics Annual Report 2023 Stephen Grove Non-independent, Non-executive Director (appointed 6 November 2020) Mr Grove is Executive Chairman of the Grove Group of Companies which operates in hire of relocatable buildings in the manufacturing and construction sectors. The Grove Group also has businesses in the food and beverage sector, property development, motorsport and private investment. He founded the Grove Group in 1997 and owns 100% through related entities. Mr Grove brings considerable experience in the plant hire sector, together with general business, strategy and management expertise to the Board. Since the date of appointment, Mr Grove has not held any other ASX-listed public company directorships. Damian Banks – B.Econ., Independent, Non-executive Director (appointed 29 November 2021) Mr Banks has extensive experience in the financial services, health and employment sectors. He has proven experience in the development and profitable expansion of businesses with a focus on financial management, technology and people. He has a strong track record in customer-focused culture development, and considerable M&A experience. Mr Banks’ most recent executive role was as Managing Director and CEO of Konekt Limited, a technology-focused health and employment company. Mr Banks previously had a 15-year career, including several leadership positions with Westpac Banking Corporation. During the past 3 years, Mr Banks has held ASX-listed public company directorships with ICSGlobal Limited (current), IMEXHS Limited (current) and RPM Automotive Group Limited (to June 2022). Mr Banks is Chair of the Boom Logistics Nomination and Remuneration Committee. James Scott – BEng Hons, GAICD, FIEAust, CPEng EngExec Independent, Non-executive Director (appointed 29 November 2021) Mr Scott is a seasoned professional with over 26 years’ experience in the media, telecommunications and technology sector with industry and advisory businesses at a local and international level. Mr Scott is currently a non-executive director of ASX-listed Integrated Research Limited, an operational advisor to private equity firm Liverpool Partners, is Chair of MerchantWise Group, Chair of technology services business Seisma Pty Ltd, Chair of Simplyai and a non-executive director of software business Orbx Pty Ltd. Mr Scott was previously a non-executive director of Skyfii Ltd and prior to his director career was the Managing Director of Accenture Digital, a Partner in KPMG’s Advisory Division and was the Chief Operating Officer of Seven Group Holdings. Mr Scott was a founder and director of Imagine Broadband Limited and was a director of WesTrac and Coates Hire during his time with Seven Group Holdings. During the past 3 years, Mr Scott has held ASX-listed public company directorships with Integrated Research Limited (current). Mr Scott is Chair of the Boom Logistics ESG Committee. Mr Scott is also a Graduate of the Australian Institute of Company Directors (GAICD) and a Fellow of Engineers Australia. Boom Logistics Annual Report 2023 17 BOARD OF DIRECTORS AND EXECUTIVE TEAM continued Emmanuel (Manny) Bikakis – B. Bus (Accounting & Business Law), Post Grad (Management), CPA, MAICD Chief Financial Officer (appointed December 2022) Manny has widespread experience across the property development and major projects industries, petrochemicals internationally (both at BP and PPG), and the Agricultural sector, where he has driven key financial and cultural turnarounds. Manny brings extensive finance and business services skills, as well as broad commercial, strategic and operational knowledge. Manny is a Certified Practising Accountant, holds a Bachelor of Business (Accounting and Business Law), post-graduate qualifications in Management and is a Member of the Australian Institute of Company Directors. Reuben David – B.Comm, LLB(Hons) (Melb), FGIA Company Secretary (appointed 10 January 2022) Mr David joined Boom Logistics from Orica Limited where he served as Acting General Counsel and Company Secretary for Orica’s West Australian Joint Ventures. Previously, Mr David served as Senior Legal Counsel at Bluescope Steel Limited, and before that he worked as a commercial lawyer with Minter Ellison and K&L Gates. He holds a Bachelor of Commerce and Bachelor of Law (Honours) degree from the University of Melbourne and is a Fellow of the Governance Institute of Australia. Tony Spassopoulos – BBus (Management), MBA Former Managing Director (appointed 20 September 2018) (stepped down 14 February 2023) Mr Spassopoulos has over 30 years’ experience in the equipment hire, industrial services, and the pallet/container pooling industries. Prior to joining the Company, Mr Spassopoulos was Director/General Manager of CHEP Asia Pacific – Reusable Plastics Containers business and held other senior management positions during his 19 years in the Brambles Group. He joined the Company in 2008 and served as Director of Sales and Marketing and Chief Operating Officer prior to his appointment as Managing Director. During the past four years, Mr Spassopoulos has not held any other ASX-listed public company directorships. 18 Boom Logistics Annual Report 2023 Boom Logistics Annual Report 2023 19 FINANCIAL REPORT 21 Directors’ Report Section C: Funding Structures 23 Remuneration Report 48 9 Interest-Bearing Loans and Borrowings 34 Lead Auditor’s Independence Declaration 35 Consolidated Statement of Comprehensive Income 49 10 Financial Risk Management 53 11 Contributed Equity 36 Consolidated Statement of Section D: Other Disclosures Financial Position 37 Consolidated Statement of Cash Flows 38 Consolidated Statement of 54 12 Leases 55 13 Subsidiaries 56 14 Deed of Cross-Guarantee Changes in Equity 58 15 Parent Entity Notes to the Consolidated Financial Statements 59 16 Key Management Personnel 39 About this Report 59 17 Share-based Payments Section A: Financial Performance 39 1 Segment Reporting 42 2 Revenue from Contracts with Customers 43 3 Other Income and Expenses 44 4 Income Tax 45 5 Earnings Per Share 61 18 Commitments 61 19 Contingencies 62 20 Auditor’s Remuneration 62 21 Subsequent Events 62 22 New Accounting Policies and Standards 62 23 Summary of Other Significant Accounting Policies 46 6 Dividends 63 Directors’ Declaration Section B: Operating Assets and Liabilities 46 7 Property, Plant and Equipment 47 8 Impairment Testing of Non-Financial Assets 64 Independent Audit Report to Members of Boom Logistics Limited 68 ASX Additional Information 20 Boom Logistics Annual Report 2023 DIRECTORS’ REPORT for the year ended 30 June 2023 Your Directors present their report on the consolidated entity (referred to hereafter as “the Group” or “Boom”) consisting of Boom Logistics Limited (“Boom Logistics” or “the Company”) and the entities it controlled for the financial year ended 30 June 2023. Directors The Directors of the Company at any time during or since the end of the financial year are: Ben Pieyre Qualifications and biographies (see previous pages) Melanie Allibon Qualifications and biographies (see previous pages) Stephen Grove Qualifications and biographies (see previous pages) Kieran Pryke Qualifications and biographies (see previous pages) Damian Banks Qualifications and biographies (see previous pages) James Scott Qualifications and biographies (see previous pages) Tony Spassopoulos Qualifications and biographies (see previous pages) Company Secretary Reuben David Qualifications and biographies (see previous pages) Directors’ Interests in the Shares and Options of the Company As at the date of this report, the interests of the Directors in the shares, rights and options of Boom Logistics Limited were: Name M.J. Allibon B. Pieyre S.A. Grove K. Pryke D. Banks J. Scott Shares Rights Options 300,000 – – – 1,428,611 2,152,500 59,322,639 250,000 2,000,000 200,000 – – – – – – – – Directors Meetings The number of meetings of Directors (including meetings of committees of Directors) held during the year and the number of meetings attended by each Director was as follows: Board of Directors Audit & Risk Committee Nomination & Remuneration Committee Environment, Social & Governance Committee Name of director Held Attended Held Attended Held Attended Held Attended M.J. Allibon B. Pieyre* S.A. Grove K. Pryke D. Banks J. Scott T. Spassopoulos* 13 6 13 13 13 13 7 13 6 12 13 13 13 7 7 3 7 7 7 7 4 7 3 6 7 6 7 4 2 – 2 2 2 2 – 2 – 2 2 2 2 – 4 2 4 4 4 4 2 4 2 4 4 4 4 2 *Includes the number of meetings held during FY23 while the Director was a member of the Board or Committee. a Mr Grove, Mr Spassopoulos and Mr Pieyre attended the Audit and Risk Committee meetings by invitation. b Mr Scott attended the Nomination and Remuneration Committee meetings by invitation. Boom Logistics Annual Report 2023 21 Boom Logistics Annual Report 2023 21 Corporate Structure Boom Logistics is a company limited by shares that is incorporated and domiciled in Australia. Boom Logistics Limited has prepared a consolidated financial report incorporating the entities that it controlled during the financial year, which are listed in note 13 to the financial statements. Indemnification and Insurance The Company has entered into Deeds of Access, Indemnity and Insurance with each of the Directors and the Company Secretary, under which the Company indemnifies, to the extent not precluded by law from doing so, those persons against any liability they incur in or arising out of discharging their duties. No indemnity has been granted to an auditor of the Group in their capacity as auditor. During the financial year, the Company has paid an insurance premium for the benefit of the Directors and officers of the Company in accordance with common commercial practice. The insurance policy prohibits disclosure of the liability insured and the amount of the premium. Nature of Operations and Principal Activities During the year, the principal activity of the Group was the provision of lifting solutions. Operating and Financial Review A review of Group operations and results for the financial year ended 30 June 2023 is set out in the operating and financial review section of the annual report and in the accompanying financial statements. Information on the Group’s business strategies and prospects for future financial years that could result in unreasonable prejudice to the Group (for example, information that is commercially sensitive, confidential or could give a third party a commercial advantage) has not been included in the operating and financial review section of the annual report. Corporate Governance The Group recognises the need for the highest standards of corporate behaviour and accountability. The Directors of Boom Logistics have accordingly followed the recommendations set by the ASX Corporate Governance Council. A copy of our Corporate Governance Statement can be found on our website at https://www.boomlogistics.com. au/about-us/corporate-governance/. Significant Changes in the State of Affairs During the financial year, there have been no significant changes in the state of affairs other than that reported in the Operating and Financial Review section disclosed above. Significant Events After the Balance Date The Directors are not aware of any other matter or circumstance that has arisen since 30 June 2023 that has significantly affected or may significantly affect the operations of the Group in subsequent financial years, the results of those operations or the state of affairs of the Group in future financial years. Dividend There were no interim dividends paid during the year. On 24 August 2023, the Directors of Boom Logistics Limited declared that no final dividend would be paid for the financial year ended 30 June 2023. Likely Developments and Expected Results The Directors expect performance to improve as a result of key project wins and building new revenue and expanding services in key geographies and markets. Maintaining tight control of costs will ensure new revenue is delivered at improved margins and increase profit and return on capital. The Directors are cognisant of the requirement to continuously disclose material matters to the market. At this time, other than the matters addressed in this financial report there are no matters sufficiently advanced or at a level of certainty that would require disclosure. Information on likely developments in the Group’s business strategies, prospects and operations for future financial years and the expected results that could result in unreasonable prejudice to the Group (for example, information that is commercially sensitive, confidential or could give a third party a commercial advantage) has not been included in this report. Environmental Regulation and Performance The Board confirms that the Group has adequate systems and processes in place to manage and comply with environmental regulations as they apply to the Group. This includes the National Greenhouse and Energy Reporting Act 2007 which requires the Group to report energy consumption and greenhouse gas emissions for the 12 months ended 30 June 2023 and future periods. There have been no significant known breaches of any environmental regulations to which the Group is subject. 22 Boom Logistics Annual Report 2023 DIRECTORS’ REPORTfor the year ended 30 June 2023 Remuneration Report – Audited The Directors of Boom Logistics Limited present the Remuneration Report for the Company and the Group for financial year ended 30 June 2023 (“FY23”). This report outlines the remuneration arrangements in place for non-executive directors (“NEDs”) and the Managing Director and Senior Executives (“Executive KMP”). Nomination and Remuneration Committee The Group is committed to ensuring remuneration is informed by market data and linked to the Group’s strategy and performance. In doing so, the Board of Directors rely on the advice provided by the Nomination and Remuneration Committee including their review and making recommendations: ■ with regard to remuneration policies applicable to the Directors, Executive KMP and employees generally ■ in relation to the remuneration of Directors and Executive KMP ■ of general remuneration principles, including incentive schemes, bonuses and share plans that reward individual and team performance ■ with regard to termination policies and procedures for Directors and Executive KMP ■ in relation to the Group’s superannuation arrangements ■ to the Board of Directors for the inclusion of the Remuneration Report in the Group’s Annual Report. The Nomination and Remuneration Committee comprises a majority of independent directors. From time to time, the Nomination and Remuneration Committee also draws upon advice and market survey data from external consultants in discharging its responsibilities. The Company prohibits participants in its equity-based plans from entering into transactions (e.g. hedging arrangements) that limit the economic risk of participating in the plan. In FY23, neither the Board nor the Nomination and Remuneration Committee received any remuneration recommendations from remuneration consultants. Key management personnel (“KMP”) encompassing the NEDs and Executive KMP are those persons who, directly or indirectly, have authority and responsibility for planning, directing and controlling the major activities of the Company and Group. Principles of Remuneration Practices The Group’s remuneration practices are designed to maintain alignment with business strategy, shareholder interests and business performance while ensuring remuneration is appropriate. The Executive KMP remuneration framework and KMP remuneration is reviewed annually by the Board with the assistance of the Nomination and Remuneration Committee. In conducting the Executive KMP remuneration review, the following principles are applied: ■ monitoring against external competitiveness, as appropriate using independent market survey data comparing the Group’s remuneration levels against industry peers in terms of comparable job size and responsibility ■ internal equity, ensuring Executive KMP remuneration across the Group is based upon a clear view of the scope of individual positions and the respective responsibilities ■ a meaningful “at risk” component with entitlement dependent on achieving Group and individual performance targets set by the Board of Directors and aligned to the Group’s strategy ■ reward for performance represents a balance of annual and longer term targets ■ NED fees are determined by reference to extended survey data ■ NEDs are not provided any incentive-based remuneration. Boom Logistics Annual Report 2023 23 Details of Key Management Personnel The tables below set out the KMP and their movements during FY23. Key Management Personnel (Executive) Name Current KMP Ben Pieyre1 Manny Bikakis Former KMP Title Period as a KMP Chief Operating Officer 1 July 2022 – 14 February 2023 Interim Chief Executive Officer & Managing Director 15 February 2023 – 30 June 2023 Chief Financial Officer 28 December 2022 – 30 June 2023 Tony Spassopoulos Chief Executive Officer & Managing Director 1 July 2022 – 14 February 2023 Andrew Bendall Chief Financial Officer 1 July 2022 – 27 December 2022 1 Ben Pieyre was appointed to the role of Chief Executive Officer & Managing Director on 10 July 2023. Key Management Personnel (Non-executive Directors) Name Positiona Period Audit & Risk Committees Nomination & Remuneration Environment, Social & Governance Melanie Allibon Chair Stephen Grove Non-executive Director Kieran Pryke Non-executive Director Damian Banks Non-executive Director James Scott Non-executive Director All of FY23 All of FY23 All of FY23 All of FY23 All of FY23 Member Member Chair Member Member Member Member Member Chair Member Member Member Member Member Chair a All non-executive directors were directors for the full financial year and are independent, except for Stephen Grove who is not independent. Remuneration Arrangements of Executive Key Management Personnel In the normal course of business, remuneration comprises fixed remuneration (fixed annual reward (FAR)) and variable or “at risk” remuneration incentives. The Group’s remuneration structure for the Executive KMP comprises 2 main components: Fixed annual reward This element comprises base salary, any fringe benefits (e.g. motor vehicle allowance) and employer-contributed superannuation. Executive KMP have scope to vary the components that make up their FAR and can tailor their salary package to suit individual requirements. a) Salary sacrifice rights plan Eligible executives will be permitted to salary sacrifice a portion of their pre-tax fixed annual remuneration to acquire equity in the form of rights to fully paid ordinary shares in the Company. As this is a voluntary salary sacrifice plan, no performation conditions apply to the grant and is not considered variable remuneration. Each right is a right to acquire one ordinary share in the Company. The exact number of rights to be granted is based on the amount of salary sacrificed and the 5 day volume weighted average price immediately prior to the grant date. Rights do not carry any dividend or voting rights. Rights will be granted twice a year following the announcement of the half-year and full-year results or in any event, within 12 months of the Annual General Meeting (“AGM”). Rights will have a 12 month exercise restriction commencing from the relevant grant dates. The rights to ordinary shares equivalent to the amount salary sacrificed in the period from the most recent grant date will be granted following the announcement of the full-year results. There is no amount payable by the Executive KMP on exercise of the rights. If the Executive KMP ceases employment with the Company after the rights have been granted, but prior to exercising them, the Executive KMP will be entitled to keep the rights. The 12 month exercise restriction will be lifted on the date of termination and the rights must be exercised within 30 days following cessation. 24 Boom Logistics Annual Report 2023 DIRECTORS’ REPORTfor the year ended 30 June 2023 Variable remuneration The Group has a number of variable remuneration arrangements as follows: b) Short-term incentive plan Eligible executives will have the opportunity to receive short-term incentives subject to meeting performance hurdles over the financial year. Of the STIP outcome achieved for the financial year, 50% will be delivered in cash and 50% will be delivered in equity in the form of rights to ordinary shares in the Company. Each right is a right to acquire one ordinary share in the Company. The exact number of rights to be granted is based on 50% of the STIP outcome divided by the 5-day volume weighted average price after the release of full-year results. Rights do not carry any dividend or voting rights. Rights will be granted following the announcement of the full-year results or in any event, within 12 months of the AGM. Rights will have a 6 month exercise restriction commencing from the grant date. There is no amount payable by the Executive KMP on exercise of the rights. The objectives of this plan are to: ■ focus Executive KMP on key annual business goals and reinforce the link between performance and reward ■ allow scope to recognise exceptional performance through a sliding scale of reward ■ reward individual performance in meeting annual goals ■ align reward with the Group’s values, safety and financial target. c) Long-term incentive plan Eligible executives will be granted rights to acquire ordinary shares in the Company, subject to performance hurdles, and some or all may vest at the end of the 3 year period if the performance hurdles are met. Each right is a right to acquire one ordinary share in the Company (or an equivalent cash amount). The exact number of rights to be granted is based on the long-term incentive plan (LTIP) opportunity divided by the 5-day volume weighted average price following the AGM. Rights do not carry any dividend or voting rights. Rights will be granted within 12 months of the AGM. Rights are subject to performance hurdles based on 2 independent measures comprising absolute earnings per share (EPS) (50% weighting), and net profit after tax (NPAT) (50% weighting), which are measured at the end of the 3 year performance period with both tranches subject to and conditional on meeting a safety gateway hurdle. The Board of Directors retains a discretion to adjust the performance hurdles as required to ensure plan participants are neither advantaged nor disadvantaged by matters outside management’s control that materially affect the performance hurdles (for example, by excluding one-off non-recurrent items or the impact of significant acquisitions or disposals). There is no amount payable by the Executive KMP on exercise of the rights. The following table shows the potential annual remuneration packages for Executive KMP during the financial year. Name Ben Pieyrea Ben Pieyreb Title Interim Chief Executive Officer & Managing Director Chief Operating Officer Manny Bikakis Chief Financial Officer Tony Spassopoulos Former Chief Executive Officer & Managing Director Andrew Bendall Former Chief Financial Officer Fixed Variable FAR 500,000 400,000 400,000 618,000 350,000 STIP % of FAR LTIP % of FAR 40% 30% 40% 40% 30% 30% 20% 30% 50% 20% a Ben Pieyre’s FAR disclosed was during his role as interim Chief Executive Officer & Director which comprises $400,000 base salary and $100,000 higher duties allowance. b Ben Pieyre was Chief Operating Officer up to 14 February 2023. Boom Logistics Annual Report 2023 25 Consequences of Performance on Shareholder Wealth In considering the Group’s performance and benefits for shareholder wealth, the Nomination and Remuneration Committee have regard to the following indices in respect of the current and previous financial years. 2023 $’000 2022 $’000 2021 $’000 2020 $’000 2019 $’000 Net (loss)/profit attributable to member of Boom Logistics Limited Dividends paid Share price at financial year enda (Loss)/earnings per share Return on capital employed (Trading EBIT/capital employed) $(5,161) $– $0.12 $(0.01) $3,791 $6,417 $0.15 $0.01 $1,230 $(16,959) $(5,330) $4,278 $0.14 $0.00 $– $0.11 $(0.04) $– $0.15 $(0.01) 3.0% 4.1% 2.5% (1.4%) 1.5% a Opening share price in FY2019 was $0.24. Remuneration Review The review of KMP and general staff remuneration is conducted annually through a formal process. KMP remuneration is reviewed by the Nomination and Remuneration Committee of the Board of Directors with input from the Chief Executive Officer (CEO). Market survey data combined with individual performance appraisals determine recommendations that go to the Board of Directors for approval. This process occurs in September of each year and remuneration adjustments take effect from October of that year. The Nomination and Remuneration Committee has direct responsibility for reviewing CEO performance against targets set by the Board of Directors and recommending to the Board of Directors appropriate adjustments to his remuneration package. Staff reviews are similarly conducted by the relevant Executives and General Managers, with overview from the CEO. CEO and Managing Director Remuneration The following is Mr. Pieyre’s employment contract while he was acting Interim Chief Executive Officer and Director appointed 15 February 2023. Mr. Pieyre became Chief Executive Officer and Managing Director on 10 July 2023 and the employment contract under that role will be disclosed next year.1 Mr. Pieyre has an employment contract that has no fixed term. Both the Company and Mr. Pieyre are entitled to terminate the employment contract on three month’s written notice, except in the case of serious misconduct or neglect of duty. Contractual arrangements relating to a redundancy event are set out below. Mr. Pieyre’s remuneration package as at 30 June 2023 comprised the following components: ■ FAR of $400,000 per annum, inclusive of allowances and superannuation contributions in line with the Superannuation Guarantee legislation. Mr. Pieyre’s FAR is reviewed annually effective 1 October each year taking into account the Group’s performance, industry and economic conditions and personal performance ■ higher duties allowance of $100,000 per annum, inclusive of superannuation, for the period in the interim CEO role; ■ STIP equivalent to 40% of his FAR upon achievement of performance conditions set by the Board of Directors on an annual basis. Of the STIP outcome achieved for the financial year, 50% will be delivered in equity in the form of rights to ordinary shares in the Company. The cash payment of any bonus under the STIP will take place after the annual audit of the Group’s financial report which typically occurs in the first half of the following financial year. No STIP is awarded if performance conditions are not met ■ LTIP equivalent to 30% of his FAR is allocated in rights of the Company with a performance hurdle based on safety performance as a gate-opener, absolute EPS (50% weighting), and NPAT (50% weighting) measured at the end of the 3 year performance period subject to shareholder approval at the Company’s Annual General Meeting. If his employment is terminated on the grounds of redundancy or where a diminution in responsibility occurs, Mr. Pieyre will be entitled to receive: ■ the maximum amount permitted by the Corporations Act 2001 (the Corporations Act) at the date of redundancy or diminution 1 Mr. Pieyre’s remuneration package as CEO and MD from 10 July 2023 comprise FAR of $525,000, STIP equivalent to 50% of FAR, and LTIP equivalent to 50% of FAR. 26 Boom Logistics Annual Report 2023 DIRECTORS’ REPORTfor the year ended 30 June 2023 ■ vested employee entitlements ■ STIP rights that have vested and if not exercised the exercise restrictions will be lifted. Where employment ceased prior to the STIP outcome being determined, the Board of Directors may at its discretion determine a pro-rated STIP based on the proportion of the performance period that has elapsed at the time of cessation. To the extent the relevant performance conditions are satisfied, the STIP award will be paid in cash and no rights will be allocated. ■ LTIP options that have vested. Where employment ceased before the options vest, unvested options will continue “on-foot” and will be tested following the end of the original vesting date, and vesting to the extent that the relevant conditions have been satisfied (ignoring any service related conditions). ■ in the event a termination payment is made, no payment in lieu of notice will be made. The Board of Directors also have a broader discretion to apply any other treatment that it deems appropriate in the circumstances. In the event that Mr. Pieyre was to be summarily dismissed, he would be paid for the period served prior to dismissal and any accrued leave entitlements. Mr. Pieyre would not be entitled to the payment of any bonus under the STIP or LTIP. Mr. Pieyre is subject to restrictive covenants upon cessation of his employment for a maximum period of one year. Other Executive KMP (standard contracts) All other Executive KMP have contracts with no fixed term. Either the Company or the Executive KMP may terminate the Executive KMP employment agreement by providing 3 months written notice or providing payment in lieu of the notice period (based upon the fixed component of the Executive KMP remuneration). If employment is terminated on the grounds of redundancy, in addition to the notice period, all other Executive KMP will be entitled to receive up to 6 months pay calculated in accordance with their FAR. On termination by notice of the Company or the Executive KMP, any STIP and LTIP that have vested will be awarded. Where employment ceased prior to the STIP outcome being determined or LTIP options vest, the treatment will be the same as that disclosed in the CEO and Managing Director Remuneration section above. The Company may terminate the contract at any time without notice if serious misconduct has occurred. Where termination with cause occurs, the Executive KMP is only entitled to that proportion of remuneration that is fixed, and only up to the date of termination. On termination with cause, any unvested STIP rights and LTIP shares or options will lapse. Boom Logistics Annual Report 2023 27 e c n a m r o f r e P & l a u n n A e c i v r e s g n o l y r a l a S d e c fi i r c a s - r e p u S d e t a l e r - l a t o T c e v a e l P I T L s t h g i r P I T S s t h g i r n o i t a u n n a a r e h t O s u n o b h s a C y r a l a s h s a C m r e t - g n o L b s t n e m y a P d e s a b - e r a h S t n e m y o l p m E m r e T t r o h S t s o P s e v i t u c e x E . l w o e b t u o t e s e r a 3 2 0 2 e n u J 0 3 d e d n e r a e y e h t r o f n o i t a r e n u m e r P M K e v i t u c e x E o t g n i t a e r p u o r G e h t o t l t s o c e h t f o s l i a t e D P M K e v i t u c e x E f o n o i t a r e n u m e R l a t o T 28 Boom Logistics Annual Report 2023 – % 5 4 2 . – % 6 . 1 2 – – % 0 . 8 5 5 3 , 7 3 2 2 7 1 , 4 1 7 4 9 , 8 1 % 4 . 8 % 9 8 2 . 7 6 4 , 8 7 4 5 8 2 4 1 5 , 2 1 7 , 0 1 9 9 0 , 7 8 5 1 , 8 1 7 0 4 , 7 3 – 0 4 6 5 4 , 6 0 1 , 0 3 2 8 9 0 , 7 7 8 1 9 1 , 5 3 3 8 9 , 7 4 ) 7 9 1 , 1 0 2 ( 7 1 9 6 6 , 7 3 0 4 7 , – – – – – 0 0 0 , 5 7 0 0 0 0 2 1 , 7 2 0 , 2 6 1 , 5 3 6 4 8 3 3 0 1 , 2 5 5 2 , 7 ) 5 0 1 , 2 2 ( 5 0 1 , 2 2 – 2 8 5 0 3 , 0 0 0 , 7 0 0 5 4 2 , 5 5 9 , 7 0 1 , 1 , 8 1 0 6 7 7 , 1 8 7 1 , 2 6 7 3 3 , 2 6 ) 7 9 1 , 6 8 1 ( – 9 2 4 6 2 1 , 9 5 2 0 5 1 , 0 0 0 , 2 8 0 0 5 4 4 1 , 0 0 5 , 7 2 0 0 5 , 7 2 0 5 7 , 3 1 7 8 1 , 7 1 0 0 5 , 7 2 0 5 7 , 3 1 7 1 9 2 2 , 7 8 1 , 2 7 7 1 9 , 7 7 i f ) r o t c e r i D g n g a n a M d n a r e c ffi O e v i t u c e x E f e h C r e m r o F ( i l s o u o p o s s a p S y n o T – – – – 2 7 9 , 1 2 9 3 6 5 6 , 5 2 1 , 0 0 4 0 0 0 , 1 3 3 6 8 4 0 9 1 , e ) r e c ffi O l i a i c n a n F f e h C ( i i s i k a k B y n n a M 3 2 0 2 3 2 0 2 2 2 0 2 – – – 1 8 5 0 3 , 9 7 2 , 1 6 1 5 9 6 6 4 2 , 6 1 2 , 1 1 8 4 2 8 1 , 3 6 8 , 9 6 3 0 4 7 , 6 4 8 , 2 8 2 , 7 7 3 8 4 4 g ) r e c ffi O l i i a i c n a n F f e h C r e m r o F ( l l a d n e B w e r d n A 3 2 0 2 2 2 0 2 3 2 0 2 2 2 0 2 6 1 2 , 1 1 8 4 2 8 1 , 5 3 8 , 1 3 6 5 2 0 7 1 , 6 3 7 , 4 3 0 , 1 , 2 7 0 6 2 0 , 1 3 2 0 2 2 2 0 2 P M K e v i t u c e x E : n o i t a r e n u m e R l a t o T . s t n e m y a p e s a e l d e t a v o n d n a e c n a w o l l a e l c i h e v r o t o m s t n e s e r p e r ” r e h t O “ i d ) r o t c e r i D g n g a n a M d n a r e c ffi O e v i t u c e x E f e h C ( e r y e P n e B i i n e e b s a h d o i r e p e h t o t g n i t a e r e s n e p x e e h t y l n O l . s e r u t c u r t s n o i t a r e n u m e r e h t r e d n u d e t n a r g d e t i i m L s c i t s i g o L m o o B n i s n o i t p o d n a s e r a h s , s t h g i r i f o n o i t a n b m o c a t n e s e r p e r s t n e m y a p d e s a b - e r a h S . 7 1 e t o n n i d e s o l c s i d y c i l o p g n i t n u o c c a e h t h t i w e c n a d r o c c a n i d e s i n g o c e r . r a e y l a i c n a n fi e h t g n i r u d e m o c n i e v i s n e h e r p m o c f o t n e m e t a t s e h t n i d e s i n g o c e r s n o i s i v o r p e v a e l t e e h s e c n a a b n l i t n e m e v o m t e n e h t t n e s e r p e r s t n u o m a e v a e l e c i v r e s g n o l d n a e v a e l l a u n n a m r e t - g n o L . 3 2 0 2 y l u J i i 0 1 n o r o t c e r i D g n g a n a M & r e c ffi O e v i t u c e x E f e h C d e t n o p p a g n e b e r o f e b r o t c e r i D & r e c ffi O e v i t u c e x E f e h C m i i i i r e t n i d n a r e c ffi O g n i t a r e p O f e h C s a w e r y e P n e B i i . i 3 2 0 2 y r a u r b e F 4 1 n o r o t c e r i D g n g a n a M d n a r e c ffi O e v i t u c e x E f e h C s a n w o d d e p p e t s i l s o u o p o s s a p S y n o T . 2 2 0 2 r e b m e c e D 8 2 n o r e c ffi O l i i i a i c n a n F f e h C d e t n o p p a s a w s i k a k B y n n a M i . 2 2 0 2 r e b m e c e D 8 2 n o r e c ffi O l i i a i c n a n F f e h C s a d e n g i s e r l l a d n e B w e r d n A a b c d e f g DIRECTORS’ REPORTfor the year ended 30 June 2023 Non-executive Director Fees Non-executive Director fees are determined by reference to external survey data, taking account of the Group’s relative size and business complexity. In addition, non-executive Directors have no entitlement to STIP, no equity incentives are offered and no retirement benefits are payable other than statutory contributions. The maximum aggregate sum for non-executive Director remuneration of $750,000 (2022: $750,000) was approved by shareholders at the 2021 Annual General Meeting. Details of non-executive Directors’ remuneration for the year ended 30 June 2023 are as follows: Short Term Post- Employment Share- based Payments Cash salary Cash bonus Other Super- annuation All Long-term Annual & long service leave Non-Executive Directors Melanie Allibon 2023 2022 Stephen Grove 2023 2022 Kieran Prykea 2023 2022 Damian Banks 2023 2022 James Scott 2023 2022 142,727 108,356 79,091 70,284 140,682 75,587 83,636 46,253 83,636 46,253 Total Remuneration: non-executive Directors 2023 2022 529,772 346,733 – – – – – – – – – – – – – – – – – – – – – – – – 14,986 10,836 8,305 7,028 14,772 7,559 8,782 4,625 8,782 4,625 55,627 34,673 – – – – – – – – – – – – – – – – – – – – – – – – Total 157,713 119,192 87,396 77,312 155,454 83,146 92,418 50,878 92,418 50,878 585,399 381,406 Total Remuneration: non-executive Directors and Executive KMP 2023 2022 1,564,508 31,835 1,372,805 170,256 11,216 18,248 127,814 (104,197) 62,178 1,693,354 112,590 421,188 62,337 2,157,424 a Kieran Pryke received additional director fees of $15,000 per month for increased involvement in the business during the CEO transition period. Boom Logistics Annual Report 2023 29 Equity Instruments Held by KMP Summary of equity instruments held by KMP at reporting date are as follows: Name Melanie Allibon Ben Pieyre Stephen Grove Kieran Pryke Damian Banks James Scott Manny Bikakis Shares 300,000 – 59,322,639 250,000 2,000,000 200,000 200,000 SSRP Rights STIP Rights LTIP Rights LTIP Options – – – – – – – – – – 584,729 843,882 2,152,500 – – – – – – – – – 421,941 – – – – – Shareholdings of Directors and Executive KMP Ordinary shares held in Boom Logistics Limited (number) 30 June 2023 Non-executive & Executive Directors Melanie Allibon Ben Pieyre Stephen Grove(ii) Kieran Pryke Damian Banks(ii) James Scott Tony Spassopoulos Executives Manny Bikakis Andrew Bendall Total Balance at start of year 300,000 – 59,322,639 Net change other(i) Balance at end of year – – – 300,000 – 59,322,639 200,000 50,000 250,000 600,000 1,400,000 2,000,000 – 200,000 200,000 1,500,000 n/a n/a – – 200,000 200,000 n/a n/a 61,922,639 1,850,000 62,272,639 (i) These amounts represent ordinary shares purchased or sold directly or indirectly by the Directors and executives during the financial year. These transactions have no connection with their roles and responsibilities as employees of the Group. (ii) Includes shares held under a nominee or a related party. SSRP Outcomes of the Executive KMP The following table shows the rights to ordinary shares granted to Executive KMP during the financial year under the salary sacrifice rights plan. Name Year Grant date Tony Spassopoulos Andrew Bendall 2023 2022 2022 28 Feb 23 30 Aug 22 30 Aug 22 Grant number 419,684 356,068 124,624 Fair value per right at grant date Exercise date Expiry date Value of rights granted during the year $0.1435 28 Feb 24 28 Feb 33 $0.1697 30 Aug 23 30 Aug 32 $0.1697 30 Aug 23 30 Aug 32 $60,000 $60,000 $21,000 30 Boom Logistics Annual Report 2023 DIRECTORS’ REPORTfor the year ended 30 June 2023 SSRP rights are granted twice per annum during the trading window following the release of the half-year and full-year results. Amounts are salary sacrificed monthly and are held until granting of rights during a trading window. Rights to ordinary shares (number) 30 June 2023 Grant date Tony Spassopoulos Andrew Bendall Total Salary Sacrifice Rights Balance at start of year Granted during year: Exercised during year Balance at end of year Number of rights exercisable Number of rights not exercisable 2,995,020 55,612 3,050,632 30 Aug 22 28 Feb 23 356,068 124,624 480,692 419,684 – 419,684 – (180,236) (180,236) 3,770,772 2,995,020 775,752 – – – 3,770,772 2,995,020 775,752 Determining the STIP Outcomes of the Executive KMP For the FY2022 STIP, the following table shows the rights to ordinary shares granted to Executive KMP during the year. Name Ben Pieyre Tony Spassopoulos Andrew Bendall Year Grant date 2022 2022 2022 5 Sep 22 5 Sep 22 5 Sep 22 Grant number 302,413 490,574 202,637 Fair value per right at grant date $0.1509 $0.1509 $0.1509 Exercise date 5 Mar 23 5 Mar 23 5 Mar 23 Expiry date 5 Sep 32 5 Sep 32 5 Sep 32 Value of rights granted during the year $45,640 $74,036 $30,582 For the FY2023 STIP, the Nomination and Remuneration Committee conducted a review of the Executive KMP performance against their set targets which resulted in no STIP being awarded to the Executive KMP. Rights to ordinary shares (number) 30 June 2023 Grant date Ben Pieyre Tony Spassopoulos Andrew Bendall Total STIP Rights Balance at start of year Granted during year: Exercised during year Balance at end of year Number of rights exercisable Number of rights not exercisable 5 Sep 22 282,316 302,413 – 925,299 – 1,207,615 490,574 202,637 995,624 – (202,637) (202,637) 584,729 1,415,873 – 2,000,602 584,729 1,415,873 – – – – 2,000,602 – Boom Logistics Annual Report 2023 31 Determining the LTIP Outcomes of the Executive KMP Set out below are rights and options granted to the Executive KMP under the LTIP during the year including those granted in previous years that have not yet vested. Name Year Grant date Grant number Vesting date Type Fair value per equity at grant date Exercise price Expiry date Value of equity granted during the year Vesting bench- mark Ben Pieyre 2023 8 Dec 22 rights 843,882 31 Aug 25 $0.1422 n/a 31 Aug 27 (i) $120,000 2022 6 Dec 21 options 1,802,500 31 Aug 24 $0.0400 $0.179 30 Sep 24 $72,100 Manny Bikakis 2023 8 Dec 22 rights 421,941 31 Aug 25 $0.1422 n/a 31 Aug 27 (i) $60,000 Tony Spassopoulos 2022 6 Dec 21 options 7,725,000 31 Aug 24 $0.0400 $0.179 30 Sep 24 $309,000 (i) The 2023 LTIP vesting benchmark consists of 3 independent vesting hurdles, each of which is measured at the end of the three year performance period. The three performance hurdles are Safety Performance as gate opener, EPS of $0.04 or more (50% weighting), and NPAT of $16.9m or more (50% weighting). Of the FY2021 options allocated to the Executive KMP, only the safety performance hurdle was achieved and vested at 20%. The remaining vesting conditions were not met. In accordance with the LTIP rules, 80% of the FY2021 options were treated as lapsed at the reporting date. Held in Boom Logistics Limited (number) 30 June 2023 Type Grant date Balance at start of year Unvested Granted Lapsed Forfeited Balance at end of year Unvested Balance at end of year Vested Ben Pieyre rights 8 Dec 22 – 843,882 options 6 Dec 21 1,802,500 – – – options 4 Dec 20 1,750,000 – (1,400,000) – – – 843,882 1,802,500 – – – 350,000 3,552,500 843,882 (1,400,000) – 2,646,382 350,000 Manny Bikakis rights 8 Dec 22 – 421,941 – – 421,941 Tony Spassopoulos options 6 Dec 21 7,725,000 – – (7,725,000) options 4 Dec 20 7,500,000 – (6,000,000) – – – – – 1,500,000 Andrew Bendall options 6 Dec 21 1,750,000 – – (1,750,000) – – Total 20,527,500 1,265,823 (7,400,000) (9,475,000) 3,068,323 1,850,000 15,225,000 – (6,000,000) (7,725,000) – 1,500,000 Share Trading Policy The Group Securities Trading Policy applies to all NEDs and Executive KMP. The policy prohibits KMP from dealing in the Company securities while in possession of material non-public information relevant to the Group. Lead Auditor’s Independence Declaration to the Directors The auditor’s independence declaration is set out on page 34 and forms part of the directors’ report for the financial year ended 30 June 2023. 32 Boom Logistics Annual Report 2023 DIRECTORS’ REPORTfor the year ended 30 June 2023 Non-audit Services No non-audit services were provided by Grant Thornton, the Company’s auditor. Proceedings on the Behalf of the Company No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party, for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings. No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under section 237 of the Corporations Act 2001. Rounding The amounts contained in this report and in the financial report are presented in Australian dollars and have been rounded to the nearest $1,000 (where rounding is applicable) under the option available under ASIC Corporations Instrument 2016/191. The Group is of a kind to which the Corporations Instrument applies. Signed in accordance with a resolution of the Directors. Melanie Allibon Chair Melbourne, 25 August 2023 Ben Pieyre Managing Director Boom Logistics Annual Report 2023 33 Grant Thornton Audit Pty Ltd Level 22 Tower 5 Collins Square 727 Collins Street Melbourne VIC 3008 GPO Box 4736 Melbourne VIC 3001 T +61 3 8320 2222 Auditor’s Independence Declaration To the Directors of Boom Logistics Limited In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Boom Logistics Limited for the year ended 30 June 2023, I declare that, to the best of my knowledge and belief, there have been: a b no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and no contraventions of any applicable code of professional conduct in relation to the audit. Grant Thornton Audit Pty Ltd Chartered Accountants A C Pitts Partner – Audit & Assurance Melbourne, 25 August 2023 www.grantthornton.com.au ACN-130 913 594 Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389. ‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Limited is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389 and its Australian subsidiaries and related entities. Liability limited by a scheme approved under Professional Standards Legislation. w 34 Boom Logistics Annual Report 2023 LEAD AUDITOR’S INDEPENDENCE DECLARATIONfor the year ended 30 June 2023 Revenue Other income Salaries and employee benefits expense Equipment service and supplies expense Operating lease expense Other expenses Restructuring expense Depreciation and amortisation expense Depreciation expense – right-of-use assets Impairment expense (Loss)/profit before financing expense and income tax Financing expense Financing expense – lease liabilities (Loss)/profit before income tax Income tax Net (loss)/profit attributable to members of Boom Logistics Limited Other comprehensive (loss)/income Items that may be reclassified subsequently to profit or loss Cash flow hedges recognised in equity, net of tax Other comprehensive (loss)/income for the year, net of tax Total comprehensive (loss)/income for the year attributable to members of Boom Logistics Limited Basic (losses)/earnings per share (cents per share) Diluted (losses)/earnings per share (cents per share) Note 2 3(a) 2023 $’000 2022 $’000 205,872 215,844 63 (103,574) 3(b) (49,439) (979) 228 (96,592) (63,492) (187) 3(b) (13,180) (14,245) 7 12 7(a) 9(d) 12 4(a) (1,611) (14,009) (19,678) (3,699) (234) (1,847) (3,080) (5,161) – (5,161) – (16,597) (17,876) – 7,083 (1,922) (1,370) 3,791 – 3,791 – – 33 33 (5,161) 3,824 (1.2) (1.2) 0.9 0.9 5 5 The accompanying notes form an integral part of the Consolidated Statement of Comprehensive Income. Boom Logistics Annual Report 2023 35 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOMEfor the year ended 30 June 2023 CURRENT ASSETS Cash and cash equivalents Trade receivables, contract assets and other receivables Inventories, prepayments and other current assets Assets classified as held for sale TOTAL CURRENT ASSETS NON-CURRENT ASSETS Property, plant and equipment Right-of-use assets TOTAL NON-CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables Interest bearing loans and borrowings Lease liabilities Employee provisions Other provisions and liabilities Income tax payable TOTAL CURRENT LIABILITIES NON-CURRENT LIABILITIES Lease liabilities Employee provisions Other provisions and liabilities Deferred tax liabilities TOTAL NON-CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Contributed equity Retained losses Reserves TOTAL EQUITY Note 2023 $’000 2022 $’000 2,445 47,658 4,002 8,706 62,811 82,546 61,928 144,474 207,285 19,138 11,834 31,790 9,267 5,948 – 2(b) 7(a) 7 12 9 12 4(c) 2,414 41,469 2,994 – 46,877 107,693 36,214 143,907 190,784 14,912 17,375 14,920 9,929 4,709 185 77,977 62,030 12 19,989 4(b) 330 3,453 3 23,775 101,752 105,533 15,112 368 3,043 3 18,526 80,556 110,228 11(a) 310,327 310,327 (208,395) (203,234) 3,601 3,135 105,533 110,228 The accompanying notes form an integral part of the Consolidated Statement of Financial Position. 36 Boom Logistics Annual Report 2023 CONSOLIDATED STATEMENT OF FINANCIAL POSITIONas at 30 June 2023 Cash flows from operating activities Receipts from customers Payments to suppliers and employees Interest paid Interest paid – lease liabilities Interest received Interest received – lease receivables Income tax (paid) Net cash provided by operating activities Cash flows from investing activities Purchase of property, plant and equipment Proceeds from the sale of property, plant and equipment Net cash provided by/(used in) investing activities Cash flows from financing activities Payment of dividends Repayment of borrowings Repayment of borrowings – Lease liabilities Receipts from finance leases as lessor Net cash (used in) financing activities Net increase in cash and cash equivalents Cash and cash equivalents at the beginning of the period Cash and cash equivalents at the end of the period Note 2023 $’000 2022 $’000 222,885 239,995 (186,898) (199,321) 12 12 6 12 (1,729) (3,080) 63 – (185) 31,056 (6,879) 7,614 735 – (5,657) (1,682) (1,370) 8 9 (2,224) 35,415 (5,160) 2,913 (2,247) (6,417) (6,836) (26,103) (20,725) – 877 (31,760) (33,101) 31 2,414 2,445 67 2,347 2,414 The accompanying notes form an integral part of the Consolidated Statement of Cash Flows. Boom Logistics Annual Report 2023 37 CONSOLIDATED STATEMENT OF CASH FLOWSfor the year ended 30 June 2023 Contributed Equity $’000 Retained Losses $’000 Retained Profits $’000 Note At 1 July 2021 Profit for the year Other comprehensive income Total comprehensive income Transactions with owners in their capacity as owners: Cost of share based payments 17(b) Dividends paid At 30 June 2022 Loss for the year Other comprehensive loss Total comprehensive loss Transactions with owners in their capacity as owners: Cost of share based payments 17(b) Dividends paid At 30 June 2023 310,327 (201,838) – – – – – – – – – (6,417) 1,230 3,791 – 3,791 – – 310,327 (208,255) 5,021 – – – – – (5,161) – (5,161) – – – – – – – 310,327 (213,416) 5,021 Cash Flow Hedge Reserve $’000 Employee Equity Benefits Reserve $’000 Total Equity $’000 (33) 3,049 112,735 – 33 33 – – – – – – – – – – – – 3,791 33 3,824 86 – 86 (6,417) 3,135 110,228 – – – (5,161) – (5,161) 466 – 466 – 3,601 105,533 The accompanying notes form an integral part of the Consolidated Statement of Changes in Equity. 38 Boom Logistics Annual Report 2023 CONSOLIDATED STATEMENT OF CHANGES IN EQUITYfor the year ended 30 June 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS for the year ended 30 June 2023 $11.676 million which falls due under existing arrangements in December 2023 (refer to note 11). The Directors are confident that a suitable renewal will be achieved before the loan falls due. In addition, the Directors have considered the following: ■ the Group maintains a positive net assets/total equity position of $105.533 million ■ net cash provided by operating activities generated $31.056 million during the period ■ forecast results for the next financial year are expected to be positive based on best-estimate assumptions at the time; After making enquiries and considering the matters described above, the Directors have a reasonable expectation that the Group will have adequate resources to continue to meet its obligations as they fall due. For these reasons, the Directors continue to adopt the going-concern basis in preparing the financial report. Section A: Financial Performance This section provides the information that is most relevant to understanding the financial performance of the Group during the financial year. 1. Segment Reporting Description of operating segments Management has determined the operating segments based on the reports reviewed by the Chief Operating Decision Maker (“CODM”) to make decisions about resource allocation and to assess performance. The CODM who is responsible for allocating resources and assessing performance of the operating segments is the Managing Director and CEO. The business is considered from a product perspective and has one reportable segment: ■ “Lifting Solutions”, which consists of all lifting activities including the provision of cranes, travel towers, access equipment and all associated services. The segment information provided to the CODM is measured in a manner consistent with that of the financial statements. All inter-segment sales are carried out at arm’s length prices. About This Report The financial report of Boom Logistics Limited and its subsidiaries (“the Group”) for the year ended 30 June 2023 was authorised for issue in accordance with a resolution of the Board of Directors on 25 August 2023. Boom Logistics Limited is a company domiciled in Australia and limited by shares incorporated in Australia whose shares are publicly traded on the Australian Securities Exchange. The Group is a for-profit entity and the nature of its operations and principal activities are described in note 1. The financial report is a general purpose financial report which has been prepared in accordance with Australian Accounting Standards (AASBs) adopted by the Australian Accounting Standards Board (AASB) and the Corporations Act 2001. The consolidated financial report complies with International Financial Reporting Standards (IFRSs) and interpretations adopted by the International Accounting Standards Board (IASB). The financial report has been prepared in accordance with the historical cost convention rounded to the nearest thousand dollars ($’000) in accordance with ASIC Corporations Instrument 2016/191 unless otherwise stated, except for derivative financial instruments which are measured at fair value. The financial report is presented in Australian dollars which is the Company’s functional currency. Boom’s Directors have included information in this report that they deem to be material and relevant to the understanding of the financial report. Disclosure may be considered material and relevant if the dollar amount is significant due to size or nature, or the information is important to understand the: ■ group’s current year results ■ impact of significant changes in Boom’s business ■ aspects of the Group’s operations that are important to future performance. Disclosure of information that is not material may undermine the usefulness of the financial report by obscuring important information. Going concern assumption In preparing the financial report, the Directors have made an assessment of the ability of the Group to continue as a going concern, which contemplates the continuity of business operations, realisation of assets and settlement of liabilities in the ordinary course of business and at the amounts stated in the financial report. At 30 June 2023, the Group had a net current asset deficiency (current assets less current liabilities) of $15.166 million. The current asset deficiency is impacted by the classification of the trade receivables loan of Boom Logistics Annual Report 2023 39 Section A: Financial Performance (continued) 1. Segment Reporting (continued) Segment information Year ended 30 June 2023 Segment revenue Total external revenue Other income Total revenue and other income Segment result Operating result Net loss on disposal of property, plant and equipment Depreciation and amortisation expense Depreciation expense – right-of-use assets Restructuring expense Impairment expense Loss before net interest and tax Net interest Non-segment centralised costs Income tax Loss from continuing operations Year ended 30 June 2023 Lifting Solutions Non-segment centralised costs Total Lifting Solutions $’000 205,872 63 205,935 43,939 (537) (14,005) (19,453) (1,106) (3,699) 5,139 (4,830) (5,470) – (5,161) Segment assets and liabilities Additions to non- current assets $’000 Segment liabilities $’000 96,701 5,051 55,344 – Segment assets $’000 204,872 2,413 207,285 101,752 55,344 40 Boom Logistics Annual Report 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSfor the year ended 30 June 2023 Year ended 30 June 2022 Segment revenue Total external revenue Other income Total revenue and other income Segment result Operating result Net profit on disposal of property, plant and equipment Depreciation and amortisation expense Depreciation expense – right-of-use assets Profit before net interest and tax Net interest Non-segment centralised costs Income tax Profit from continuing operations Year ended 30 June 2022 Lifting Solutions Non-segment centralised costs Total Lifting Solutions $’000 215,844 228 216,072 47,234 211 (16,430) (17,631) 13,384 (3,262) (6,331) – 3,791 Segment assets and liabilities Segment assets $’000 189,822 962 Segment liabilities $’000 77,445 3,111 Additions to non- current assets $’000 33,231 – 190,784 80,556 33,231 Boom Logistics Annual Report 2023 41 Section A: Financial Performance (continued) 2. Revenue from Contracts with Customers (a) Disaggregation of revenue from contracts with customers Boom Logistics Limited is domiciled in Australia and all core revenue is derived from customers within Australia. The Group derives revenue from the transfer of services over time in the following industry segments: Industry segment Year ended 30 June 2023 Mining and resources Wind, energy, and utilities Infrastructure and construction Industrial maintenance, telecommunications and other Total revenue from contracts with customers Timing of revenue recognition Services transferred over time Year ended 30 June 2022 Mining and resources Wind, energy, and utilities Infrastructure and construction Industrial maintenance, telecommunications and other Total revenue from contracts with customers Timing of revenue recognition Services transferred over time (b) Contract balances Trade and other receivables Allowance for impairment Contract assets Total trade receivables, contract assets and other receivables Lifting Solutions $’000 109,354 35,468 35,167 25,883 205,872 205,872 116,279 42,904 31,136 25,525 215,844 215,844 Note 2023 $’000 2022 $’000 42,041 39,490 (362) 5,979 (1,040) 3,019 47,658 41,469 (i) (i) Contract assets relate to the Group’s right to consideration for work completed but not billed at the reporting date. The contract assets are transferred to trade receivables when the rights become unconditional. This usually occurs when the Group issues the invoices to the customers. Recognition and measurement Revenue from the hire of lifting equipment, labour and other services provided to the industry segments disclosed above is recognised when the performance obligation is satisfied. Performance obligation is satisfied over a period of time as the job dockets or timecards are approved by the customers. If the services under a single arrangement are rendered in different reporting periods, then the consideration is allocated on a relative fair value basis. Revenue from the installation of wind towers is recognised by using either the equipment hire and labour rate models (schedule of rates) or the stage of completion of the contract, as specified in the contracts. The stage of completion is measured by reference to work completed on each stage of a wind tower unit calculated as a percentage of the total wind towers included under the contract. 42 Boom Logistics Annual Report 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSfor the year ended 30 June 2023 The total consideration in the services above is allocated based on their standalone selling prices. The stand-alone selling prices are determined based on the list prices at which the Group sells the services in separate transactions. The fair value and the stand-alone selling prices of both types of services are considered broadly similar. Key estimate and judgement Determining the stage of completion requires an estimate of the wind tower units completed to date as a percentage of the total wind tower units under the contract. Where variations and claims are made to the contract, assumptions are made regarding the probability that the customer will approve the variations and claims and the amount of revenue that will arise. Changes in these estimation methods could have a material impact on the financial statements. 3. Other Income and Expenses (a) Other income Profit on disposal of plant and equipment (Loss)/profit on disposal of plant and equipment – right-of-use assets Interest income Interest income – lease receivables Total other income (b) Expenses External equipment hire External labour hire Maintenance Fuel External transport Employee travel and housing Other reimbursable costs (on-charged to customers) Other equipment services and supplies Total equipment services and supplies expense Employee related Insurance and compliance IT and communications Occupancy Other overheads Loss on disposal of plant and equipment Total other expense 2023 $’000 2022 $’000 – – 63 – 63 11,108 9,560 11,219 4,010 4,554 1,880 1,578 5,530 235 (24) 8 9 228 16,867 17,722 11,706 3,234 5,982 1,942 1,169 4,870 49,439 63,492 2,530 4,603 2,755 1,436 1,319 537 2,772 4,646 2,864 1,211 2,752 – 13,180 14,245 Boom Logistics Annual Report 2023 43 Section A: Financial Performance (continued) 4. Income Tax (a) Income tax expense A reconciliation between tax expense and accounting (loss)/profit before income tax is as follows: Accounting (loss)/profit before tax from continuing operations At the Group's statutory income tax rate of 30% (2022: 30%) Expenditure not allowable for income tax purposes Current year losses for which no deferred tax asset is recognised Previously unrecognised tax credits now recouped to reduce current tax expense Derecognition of tax losses recognised in previous years Income tax Note 2023 $’000 2022 $’000 (5,161) (1,548) 36 1,512 – – – 3,791 1,137 71 – (2,309) 1,101 – (b) Deferred income tax Year ended 30 June 2023 – Employee leave provisions – Allowance for impairment on financial assets – Liability accruals – Restructuring provisions – Tax losses – Plant and equipment Net deferred tax asset/(liabilities) Year ended 30 June 2022 – Employee leave provisions – Allowance for impairment on financial assets – Liability accruals – Restructuring provisions – Tax losses – Plant and equipment – Derivative financial instruments Net deferred tax asset/(liabilities) Opening Balance $’000 Recognised in Income Statement $’000 Recognised in Equity $’000 Closing Balance $’000 3,089 312 1,167 – 2,799 (7,370) (3) 2,886 285 1,006 17 3,900 (8,097) 14 11 (210) (203) 129 154 (219) 349 – 203 27 161 (17) (1,101) 727 – – – – – – – – – – – – – – – (14) (14) 2,879 109 1,296 154 2,580 (7,021) (3) 3,089 312 1,167 – 2,799 (7,370) – (3) (c) Tax losses The Group has total tax losses of $32.458 million tax effected (2022: $31.165 million). $2.580 million of these losses have been recognised on balance sheet and $29.878 million has not been recognised as a deferred tax asset based on an assessment of the probability that sufficient taxable profit will be available to allow the tax losses to be utilised in the near future. The unused tax losses remain available indefinitely and are in addition to the franking deficit tax credits of 44 Boom Logistics Annual Report 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSfor the year ended 30 June 2023 $1.281 million that can also be used to offset future tax payable. Recognition and measurement Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the reporting date. Deferred tax is provided on all temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax assets and liabilities are recognised for all deductible/taxable temporary differences except where they arise from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered. Income tax is recognised as an expense or income in the consolidated income statement unless it relates to other items recognised directly in other comprehensive income in which case the tax is also recognised directly in other comprehensive income. Tax consolidation legislation Boom Logistics Limited and its wholly-owned Australian controlled entities have implemented the tax consolidation legislation. The head entity, Boom Logistics Limited, and the controlled entities in the tax consolidated group have entered into tax funding and sharing agreements such that each entity in the tax consolidated group recognises the assets, liabilities, revenues and expenses in relation to its own transactions, events and balances only. Key estimate and judgement Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable profits will be available to utilise those temporary differences and losses, and the losses continue to be available having regard to their nature and timing of origination. Judgement is required to determine the amount of deferred tax assets that can be recognised based upon the likely timing and the level of future taxable profits. Utilisation of tax losses also depends on the ability of the Group to satisfy certain tests at the time the losses are recouped. Earnings Per Share 5. Basic loss per share of 1.2 cents (2022: earnings of 0.89 cents) amount is calculated by dividing net profit or loss for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. Diluted loss per share of 1.2 cents (2022: earnings of 0.88 cents) amount is calculated by dividing the net profit or loss for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares. The following reflects the income and share data used in the calculation of basic and diluted earnings per share: Net (loss)/profit after tax Weighted average number of ordinary shares used in calculating basic earnings per share Effect of dilutive securities: – employee share awards Adjusted weighted average number of ordinary shares used in calculating diluted earnings per share Number of ordinary shares at financial year end Note 2023 $’000 (5,161) 2022 $’000 3,791 No. of shares 427,774,207 427,774,207 (i) – 2,220,457 427,774,207 429,994,664 427,774,207 427,774,207 (i) Dilutive securities are options granted to employees under the long-term incentive plan and included in the calculation of diluted earnings per share assuming all vesting conditions are met. Boom Logistics Annual Report 2023 45 Section A: Financial Performance (continued) 6. Dividends There were no dividends paid or proposed during the year (2022: unfranked dividends totalling $6.417 million). Section B: Operating Assets and Liabilities This section provides information relating to the key operating assets used and liabilities incurred to support delivering the financial performance of the Group. 7. Property, Plant and Equipment Year ended 30 June 2023 Opening carrying amount Additions Disposals Transfers from right-of-use assets Transfers to assets classified as held for sale Depreciation charge for the year Closing carrying amount At cost Accumulated depreciation Closing carrying amount Year ended 30 June 2022 Opening carrying amount Additions Disposals Transfers to right-of-use assets or between classes Depreciation charge for the year Closing carrying amount At cost Accumulated depreciation Closing carrying amount Rental Equipment $’000 Motor Vehicles $’000 Machinery, Furniture, Fittings & Equipment $’000 Freehold Land & Buildings $’000 Total $’000 104,813 1,422 134 1,324 107,693 6,876 (7,749) 1,856 (12,405) (13,240) 80,151 217,648 346 (39) (107) – (540) 1,082 17,301 (137,497) (16,219) 25 – 58 – (122) 95 6,085 (5,990) – – 1 – 7,247 (7,788) 1,808 (12,405) (107) (14,009) 1,218 3,120 82,546 244,154 (1,902) (161,608) 80,151 1,082 95 1,218 82,546 118,863 1,926 422 1,443 122,654 3,636 (2,175) 9 (15,520) 104,813 284,469 (179,656) 104,813 186 (15) (15) (660) 1,422 18,590 (17,168) 1,422 10 (6) 6 (298) 134 6,148 (6,014) 134 – – – 3,832 (2,196) – (119) (16,597) 1,324 3,120 107,693 312,327 (1,796) (204,634) 1,324 107,693 Property, plant and equipment with a carrying amount of $80.738 million (2022: $107.693 million) is pledged as securities for current and non-current interest bearing loans and borrowings as disclosed in note 9. (a) Assets classified as held for sale Assets are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use. This condition is regarded as met only when the sale is highly probable and the asset is available for immediate sale in its present condition. Management must be committed to the sale, which should be expected to qualify for recognition as a completed sale within one year from the date of execution. Assets classified as held for sale are measured at the lower of their previous carrying amount and fair value less costs to sell. No depreciation is recognised whilst an asset is held for sale. Interest and other expenses attributable to the assets held for sale continue to be recognised. The balance in the Group’s assets classified as held for sale account at 30 June 2023 is $8.706 ($12.405 million before impairment) (2022: $nil). Assets classified as held for sale consists of underutilised cranes, travel towers and access 46 Boom Logistics Annual Report 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSfor the year ended 30 June 2023 equipment that are no longer required and are targeted for sale. Assets transferred to held for sale were subject to an impairment of $3.699 million which is reflective of the expected auction value. Recognition and measurement Property, plant and equipment are measured at cost less accumulated depreciation and any accumulated impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the asset. Land is measured at cost less any accumulated impairment losses. When a major overhaul is performed on an asset, the cost is recognised in the carrying amount of property, plant and equipment only if the major overhaul extends the expected useful life of the asset or if the continuing operation of the asset is conditional upon incurring the expenditure. Similarly, when each major inspection is performed, its cost is recognised in the carrying amount of property, plant and equipment as a replacement only if it is eligible for capitalisation. The cost of the day-to-day servicing or the replacement of consumable parts of property, plant and equipment is recognised in profit or loss as incurred. Depreciation is recognised in the statement of comprehensive income on a straight line basis over the estimated useful life of each part of an item of property, plant and equipment as follows: Buildings Mobile cranes Travel towers Access and ancillary equipment Vehicles Office and workshop equipment Leasehold improvements Computer equipment 20 Years 10 to 15 Years 10 to 20 Years 10 Years 5 to 10 Years 3 to 10 Years Lease term 3 to 5 Years Depreciation methods, useful lives and residual values are reviewed at each reporting date and at more regular intervals when there is an indicator of impairment or when deemed appropriate. Gains or losses on sale of property, plant and equipment being the difference between the disposal proceeds less the carrying value of the assets, are included in the statement of comprehensive income in the year the asset is disposed of. Key estimate and judgement The Group determines the estimated useful lives of assets and related depreciation charges for its property, plant and equipment based on the accounting policy stated above. These estimates are based on projected capital equipment lifecycles for periods up to 20 years based on useful life assumptions. Residual values are determined based on the value the Group would derive upon ultimate disposal of the individual piece of property, plant and equipment at the end of its useful life. The achievement of these residual values is dependent upon the second-hand equipment market at any given point in the economic cycle. Management will increase the depreciation charge where useful lives are less than previously estimated lives or there is indication that residual values cannot be achieved. 8. Impairment Testing of Non-Financial Assets Recognition and measurement The carrying amounts of the Group’s non-financial assets, other than deferred tax assets and inventories, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists then the asset’s recoverable amount is estimated. For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows from other assets or groups of assets (the “cash-generating unit”). The recoverable amount of an asset or cash-generating unit or a group of cash-generating units is the greater of its value in use and its fair value less costs of disposal. In assessing value in use, the estimated future cash flows are discounted to their present value using a post-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. An impairment loss is recognised if the carrying amount of an asset, cash-generating unit or a group of cash-generating units exceeds its recoverable amount. Impairment losses are recognised in the statement of comprehensive income. Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the units and then to reduce the carrying amount of the other assets in the unit (group of units) on a pro rata basis. Key estimate and judgement The carrying values of the CGU’s assets were tested at 30 June 2023 by reference to management’s assessment of their value in use. Fair value was determined after considering information from a variety of sources including a valuation of all cranes and travel tower assets obtained from an independent valuer dated 30 June 2023. The Group did not make any allowance for costs to sell as they were deemed immaterial given the Group’s experience and track record of successful asset sales. The Group has classified the assessment as Level 2 in the fair value hierarchy (as per AASB 13) where “inputs other than quoted prices in active markets that are observable for the asset either directly or indirectly”. Boom Logistics Annual Report 2023 47 Section B: Operating Assets and Liabilities (continued) 8. Impairment Testing of Non-Financial Assets (continued) The independent valuation supported the carrying value of the CGU’s crane and travel tower assets as stated in the consolidated statement of financial position. The evaluation is consistent with the Group’s assessment of the economic environment, lengthening lead times for new equipment and second hand asset values. Consequently, no impairment adjustment to the carrying value of operating fleet was considered necessary at 30 June 2023. Section C: Funding Structures This section provides information relating to the Group’s funding structure and its exposure to financial risk, how they affect the Group’s financial position and performance and how the risks are managed. 9. Interest-Bearing Loans and Borrowings Current Loans Prepaid borrowing costs Total current interest-bearing loans and borrowings Non current Loans Total non-current interest-bearing loans and borrowings Total interest-bearing loans and borrowings Note 2023 $’000 2022 $’000 (i) 11,834 – 11,834 – – (i) 17,493 (118) 17,375 – – 11,834 17,375 (i) Loans include an amortising loan of $0.158 million which expires in February 2024. Current loans also include the receivables finance facility that has a committed facility limit to December 2023. The drawings made under the committed facility limit are however revolving in nature and accordingly, the debt of $11.676 million outstanding under the facility at year end has been disclosed as a current liability. As at reporting date, the refinancing of this facility is in progress. (a) Covenant position The Group is not subject to any financial covenants under existing facilities. (b) Assets pledged as security Fixed and floating charges are held over all of the Group’s assets, including cash at bank, trade receivables, contract assets and other receivables, and property, plant and equipment. (c) Terms and debt repayment schedule Currency AUD AUD Weighted average interest rate 2023 $’000 2022 $’000 Year of maturity Carrying amount 8.67% December 2023 11,676 17,132 6.34% February 2024 158 – 361 (118) 11,834 17,375 Trade receivables loan Finance arrangement Prepaid borrowing costs Total interest-bearing liabilities 48 Boom Logistics Annual Report 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSfor the year ended 30 June 2023 (d) Financing expense Interest expense Borrowing costs – amortisation (non-cash) Borrowing costs – other Total financing expense (e) Financing facilities available At the reporting date, the following financing facilities had been negotiated and were available: Total facilities: – bank loans and borrowings Facilities drawn at reporting date: – bank loans and borrowings Facilities undrawn at reporting date: – bank loans and borrowings 2023 $’000 1,345 118 384 1,847 2022 $’000 1,278 240 404 1,922 2023 $’000 2022 $’000 138,400 138,400 113,000 113,000 57,662 57,662 80,738 80,738 35,116 35,116 67,221 67,221 At 30 June 2023, total facilities consist of $56 million receivables finance facility (2022: $56 million), $22 million chattel mortgage facility (2022: $22 million), and $60.4 million asset finance facility (2022: $35 million). Of the $56 million receivables finance facility, $11.7 million was drawn with a further $3.5 million utilised by bank guarantees. $40.8 million of the undrawn facility was available subject to the availability of eligible debtors. The $22 million chattel mortgage facility was drawn to $7.3 million with $14.7 million undrawn at reporting date. Of the $60.4 million asset finance facility, $35.2 million was drawn including $25.2 million of finance leases. A further $10.0 million was utilised by operating leases. $25.2 million was undrawn at reporting date. Recognition and measurement All loans and borrowings are initially recognised at fair value of the consideration received less directly attributable transaction costs. After initial recognition, interest bearing loans and borrowings are subsequently measured at amortised cost using the effective interest method which is way of allocating interest expense evenly and consistently over the life of loans and borrowings. Gains and losses are recognised in the statement of comprehensive income when the liabilities are derecognised. The fair value of all borrowings approximates their carrying amount at the reporting date as the impact of any market discounting is not significant. 10. Financial Risk Management The Board of Directors has overall responsibility for the oversight of the Company’s risk management framework including the identification and management of material business, financial and regulatory risks. Management reports regularly to the Risk Committee and the Board of Directors on relevant activities. Risk management guidelines have been further developed to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management guidelines are regularly reviewed to reflect changes in market conditions and the Group’s activities. The Group has exposure to the following risks from its use of financial instruments: ■ Credit risk; ■ Liquidity risk; and ■ Market risk. Boom Logistics Annual Report 2023 49 Section C: Funding Structures (continued) 10. Financial Risk Management (continued) (a) Credit risk Credit risk arises from the financial assets of the Group, which comprise cash and cash equivalents, trade receivables, contract assets and other receivables, and derivative instruments. The Group’s exposure to credit risk arises from potential default of the counter party, with a maximum exposure equal to the carrying amount of these instruments. Exposure at reporting date is addressed in each applicable note. The Group’s policy is to trade with recognised, creditworthy third parties. It is the Group’s practice that all customers who wish to trade on credit terms are subject to credit verification procedures. In addition, receivable balances are monitored on an ongoing basis with the result that the Group’s exposure to bad debts is not significant. Trade receivables and contract assets The Group applies the simplified approach to measuring expected credit losses (ECL) which uses a lifetime expected loss allowance for all trade receivables and contract assets. To measure the expected credit losses, trade receivables and contract assets have been grouped based on shared credit risk characteristics and the days past due. The contract assets relate to unbilled work in progress and have substantially the same risk characteristics as the trade receivables for the same types of contracts. The Group has therefore concluded that the expected loss rates for trade receivables are a reasonable approximation of the loss rates for the contract assets. The Group established a provision matrix based on the historical credit loss experience and adjusted for forward looking factors specific to the debtors and the economic environment. The Group considers trade receivables and contract assets are at risk when contractual payments are 120 days past invoice date, subject to other internal or external information that indicate otherwise. Collectability is reviewed on an ongoing basis. Debts which are known to be uncollectible are written off by reducing the carrying amount directly. An allowance for impairment is used when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the receivables. At the reporting date, the credit risk exposure on the Group’s trade receivables and contract assets using a provision matrix is as follows: Year ended 30 June 2023 0 – 30 days 31 – 60 days 61 – 90 days 91 – 120 days +120 days Year ended 30 June 2022 0 – 30 days 31 – 60 days 61 – 90 days 91 – 120 days +120 days Trade Receivales* $’000 Contract Assets* $’000 Total $’000 Loss Allowance $’000 ECL Rate 0.20% 0.25% 0.75% 7.50% 20.00% 0.20% 0.25% 0.75% 7.50% 20.00% 19,767 15,183 4,650 1,740 700 5,979 25,746 – – – – 15,183 4,650 1,740 700 42,040 5,979 48,019 20,325 3,019 23,344 7,029 7,299 2,024 2,143 – – – – 7,029 7,299 2,024 2,143 38,820 3,019 41,839 48 34 32 119 127 360 43 16 50 138 390 637 * Trade receivables and contact assets are net of specific transactions totalling $0.002 million (2022: $0.285 million) that have been fully provided and excluded from above general provision calculation. 50 Boom Logistics Annual Report 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSfor the year ended 30 June 2023 The movement in the allowance for impairment in respect of trade receivables and contract assets during the financial year is as follows: Balance at 1 July Impairment loss recognised Amounts written-off and/or written back Balance at 30 June Note (i) 2023 $’000 1,040 47 (725) 362 2022 $’000 949 101 (10) 1,040 (i) The allowance for impairment of $0.362 million comprises a specific provision of $0.002 million (2022: $0.285 million), $0.360 million calculated from the provision matrix (2022: $0.637 million), and an additional allowance of $nil in excess (2022: $0.118 million in excess) of the allowance calculated using the provision matrix above. Recognition and measurement Trade receivables and contract assets are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less any allowance for impairment. Trade receivables are generally due for settlement within 30 – 90 days. The amount of the impairment loss is recognised in the statement of comprehensive income within other expenses. When a trade receivable or contract asset for which an allowance for impairment had been recognised becomes uncollectible in a subsequent period, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against other expenses in the statement of comprehensive income. (b) Liquidity risk Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its financial obligations as they fall due under both normal and stressed conditions without incurring unacceptable losses or damage to the Group’s reputation. In order to meet these requirements management estimates the cash flows of the Group on a weekly, monthly and 3-year rolling basis. The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of operating leases, finance leases and trade receivables loan. At 30 June 2023, the Group’s balance sheet gearing ratio was 41% (interest bearing loans and borrowing plus finance lease liabilities less cash/total equity) (2022: 29%). Allowing for the additional operating lease liabilities recognised in accordance with AASB 16, the Group’s balance sheet gearing ratio was 58% (2022: 41%). Boom Logistics Annual Report 2023 51 Section C: Funding Structures (continued) 10. Financial Risk Management (continued) The table below represents the undiscounted contractual settlement terms for financial liabilities based on the remaining period at the reporting date to the contractual maturity date. Year ended 30 June 2023 Trade and other payables Other loans Lease liabilities Year ended 30 June 2022 Trade and other payables Income tax payable Other loans Lease liabilities Carrying amount $’000 Contractual cash flows $’000 6 mths or less $’000 6-12 mths $’000 1-2 years $’000 2-5 years $’000 19,138 11,834 51,779 82,751 (19,138) (12,262) (19,138) (12,219) (56,983) (14,272) (88,383) (45,629) 14,912 (14,912) (14,912) 185 17,493 30,032 62,622 (185) (18,870) (31,718) (185) (9,393) (6,487) (65,685) (30,977) – (43) (11,518) (11,561) – – (9,030) (6,487) (15,517) – – – – (14,678) (14,678) (16,515) (16,515) – – (447) (11,917) (12,364) – – – (6,827) (6,827) Recognition and measurement Trade and other payables represent liabilities for goods and services provided to the Group prior to the end of financial year which are unpaid. The amounts are unsecured and are usually payable within 60 days of recognition. (c) Market risk Market risk is the risk that changes in interest rates and foreign exchange rates will affect the Group’s income or the value of its holdings of financial instruments. Interest rate risk At the reporting date, the interest rate profiles of the Group’s interest-bearing financial instruments were: Fixed rate instruments Financial liabilities Variable rate instruments Financial assets – cash at bank and on hand Financial liabilities Carrying amount Note 2023 $’000 2022 $’000 (34,151) (34,151) (17,984) (17,984) 9(c) 2,445 (11,676) (9,231) 2,414 (17,132) (14,718) The Group’s main interest rate risk arises from short- and long-term borrowings. Borrowings issued at variable rates expose the Group to cash flow interest rate risk. This risk is managed by taking into consideration the current and expected future debt profile, expectations regarding future interest rate movements, the mix between variable and fixed rate borrowings and the potential to hedge against negative outcomes by entering into interest rate swaps. 52 Boom Logistics Annual Report 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSfor the year ended 30 June 2023 Foreign exchange rate risk Foreign exchange risk arises when future commercial transactions and recognised liabilities are denominated in a currency that is not the entity’s functional currency. The Group has transactional currency exposures arising from operating lease of plant and equipment denominated in Euros. In order to protect against exchange rate movements, the Group has entered into forward exchange contracts to purchase Euros. These contracts are hedging highly probable forecasted transactions and are timed to mature when payments are scheduled to be made. The forward exchange contracts are considered to be fully effective cash flow hedges and any gain or loss on the contracts is taken directly to equity. The Group’s exposure to foreign exchange rate risk at the reporting date, expressed in Australian dollars, was $0.528 million (2022: $0.440 million). Sensitivity Movements in the Australian dollar against the Euro would not result in a material difference to the balances stated in the consolidated statements of changes in equity and comprehensive income. 11. Contributed Equity 2023 No. of shares $’000 2022 No. of shares $’000 (a) Issued and paid up capital Beginning and end of the financial year 427,774,207 310,327 427,774,207 310,327 All issued shares are fully paid. Fully paid ordinary shares carry one vote per share and carry the right to dividends. (b) Capital management For the purposes of capital management, capital includes issued capital and all other equity reserves attributable to the equity holders of the parent. The primary objective of the Group’s capital management policy is to maximise shareholder value. The Group manages its capital structure and makes adjustments in light of changes in economic conditions and impacts on the Group’s budgets and forecasts. The Group monitors capital on the basis of the balance sheet gearing ratio. This ratio is calculated as net debt divided by total equity as disclosed in note 10(b). Boom Logistics Annual Report 2023 53 Section D: Other Disclosures This section provides additional financial information that is required by the Australian Accounting Standards and management considers relevant for shareholders. 12. Leases Group as a lessee The Group has commercial leases on certain plant and equipment, motor vehicles and property. Plant and equipment leases generally have 1 to 5-year lease terms, while motor vehicles and other property leases generally have 1 to 4-year lease terms. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The impact of leases on the financial statements for the period is as follows: Statement of Comprehensive Income Depreciation expense of right-of-use assets Interest expense on lease liabilities Interest income on sublease of right-of-use assets Gains or (losses) on termination of leases Rent expense – short-term leases and leases of low-value assets Total amounts recognised in profit or loss Statement of Cash Flows Net cash flows from operating activities Net cash flows from financing activities Statement of Financial Position Year ended 30 June 2023 Opening carrying amount Additions Terminations Right-of-use Assets Rental Equipment $’000 Motor Vehicles $’000 Other Equipment $’000 Land & Buildings $’000 Total $’000 28,149 40,701 (549) 3,512 2,181 – 12 51 – 4,541 5,164 (348) 36,214 48,097 (897) Depreciation expense (13,491) (2,140) (48) (3,999) (19,678) Transfer to property, plant and equipment Receipts/payments (1,808) – – – Closing carrying amount 53,002 3,553 Year ended 30 June 2022 Opening carrying amount Additions Terminations 18,015 22,156 (711) 4,747 1,236 (46) – – 15 12 37 – – – (1,808) – 5,358 61,928 2,845 5,970 (171) 25,619 29,399 (928) Depreciation expense (11,311) (2,425) (37) (4,103) (17,876) 2023 $’000 2022 $’000 (19,678) (3,080) – (6) (979) (17,876) (1,370) 9 (24) (187) (23,743) (19,448) 26,103 19,848 (26,103) (19,848) Lease Receiv- ables $’000 Lease Liabilities $’000 – – – – – – – 437 440 – – 30,032 48,382 (532) – – (26,103) 51,779 24,216 27,444 (903) – Receipts/payments – – Closing carrying amount 28,149 3,512 – 12 – – (877) (20,725) 4,541 36,214 – 30,032 54 Boom Logistics Annual Report 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSfor the year ended 30 June 2023 Recognition and measurement Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use. The right-of-use asset is depreciated over the lease term on a straight-line basis. The lease payment is allocated between the lease liability and interest expense. The interest expense is charged to profit or loss over the lease term. Right-of-use assets are measured at cost comprising the following: ■ the amount of the initial measurement of lease liability; ■ any initial direct costs; and ■ restoration costs. Lease liabilities are measured at the present value of lease payments to be made over the lease term discounted using the interest rate implicit in the lease. If that rate cannot be determined, the Group’s incremental borrowing rate is used, being the rate that the Group would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions. The present value of lease payments include: ■ fixed payments ■ variable lease payments that are based on an index or a rate ■ amounts expected to be payable under residual value guarantees ■ the exercise price of a purchase option if reasonably certain to exercise the option ■ payments of penalties for terminating the lease. In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an extension option. Extension options are only included in the lease term if the lease is reasonably certain to be extended. Payments associated with short-term leases and leases of low-value assets are recognised on a straight-line basis as an expense in profit or loss. 13. Subsidiaries Name AKN Pty Ltd Boom Logistics Constructions Pty Ltd Shutdown Staffing Pty Ltd Boom Logistics (VIC) Pty Ltd Boom Logistics Projects Pty Ltd Boom Renewables Pty Ltd Equity interest Country of incorporation 2023 % 2022 % Australia Australia Australia Australia Australia Australia 100 100 100 100 100 100 100 100 100 100 100 100 Boom Logistics Limited is the ultimate parent company. Recognition and measurement The consolidated financial statements comprise the financial statements of Boom Logistics Limited and its subsidiaries as at 30 June each year. Subsidiaries are entities controlled by the Group. Control exists when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. The accounting policies of subsidiaries have been changed when necessary to align them with the policies adopted by the Group. In the parent company financial statements, investments in subsidiaries are carried at cost less impairments. The acquisition method of accounting is used to account for the acquisition of subsidiaries by the Group. Intra-group balances, and any unrealised income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Boom Logistics Annual Report 2023 55 Section D: Other Disclosures (continued) 14. Deed of Cross Guarantee Pursuant to ASIC Corporations Instrument 2016/785 (Corporations Instrument), the wholly owned subsidiaries listed below are relieved from the Corporations Act 2001 requirements for preparation, audit and lodgement of financial reports and Directors’ report. It is a condition of the Corporations Instrument that Boom Logistics Limited and each of the subsidiaries enter into a Deed of Cross-guarantee. The effect of the deed is that Boom Logistics Limited guarantees to each creditor payment in full of any debt in the event of winding up of any of the subsidiaries under certain provisions of the Corporations Act 2001. The subsidiaries have also given similar guarantees in the event that Boom Logistics Limited is wound up. The subsidiaries subject to the deed are: ■ Boom Logistics Constructions Pty Ltd (party to the deed on 6 December 2005) ■ AKN Pty Ltd (party to the Deed on 3 November 2006 by virtue of a Deed of Assumption) ■ Shutdown Staffing Pty Ltd (party to the Deed on 23 November 2007 by virtue of a Deed of Assumption) and together with Boom Logistics Limited, represent a “Closed Group” for the purposes of the Corporations Instrument. The consolidated statements of comprehensive income and financial position of the entities that are members of the Closed Group are as follows: Consolidated Statement of Comprehensive Income Revenue Other income Salaries and employee benefits expense Equipment service and supplies expense Operating lease expense Other expenses Restructuring expense Depreciation and amortisation expense Depreciation expense – right-of-use assets Impairment expense Financing expense Financing expense – lease liabilities (Loss)/profit before income tax Income tax benefit Net/(loss) profit for the year Retained losses at the beginning of the year Dividends provided for or paid Retained losses at the end of the year Net/(loss)/profit for the year Other comprehensive (loss)/income Cash flow hedges recognised in equity Other comprehensive (loss)/income for the year, net of tax Total comprehensive (loss)/income for the year 56 Boom Logistics Annual Report 2023 Closed Group 2023 $’000 2022 $’000 195,778 204,167 63 228 (96,507) (87,915) (47,507) (62,238) 6,451 (176) (20,617) (13,903) (1,611) (13,379) (19,543) (3,353) (1,847) (3,071) (5,143) 146 (4,997) – (15,971) (17,733) – (1,922) (1,364) 3,173 41 3,214 (210,367) (207,164) – (6,417) (215,364) (210,367) (4,997) 3,214 – – 33 33 (4,997) 3,247 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSfor the year ended 30 June 2023 Consolidated Statement of Financial Position Current assets Cash and cash equivalents Trade receivables, contract assets and other receivables Inventories, prepayments and other current assets Assets classified as held for sale Total current assets Non-current assets Investments Deferred tax asset Property, plant and equipment Right-of-use assets Total non-current assets Total assets Current liabilities Trade and other payables Interest-bearing loans and borrowings Lease liabilities Employee provisions Other provisions and liabilities Income tax payable Total current liabilities Closed Group 2023 $’000 2022 $’000 2,429 46,241 3,980 7,629 2,402 39,506 2,970 – 60,279 44,878 599 509 79,684 61,326 599 509 103,030 36,126 142,118 140,264 202,397 185,142 18,588 11,834 31,790 8,669 5,768 – 13,993 17,375 14,920 9,453 4,487 185 76,649 60,413 Boom Logistics Annual Report 2023 57 Section D: Other Disclosures (continued) 14. Deed of Cross Guarantee (continued) Non-current liabilities Payables Lease liabilities Employee provisions Other provisions and liabilities Total non-current liabilities Total liabilities Net assets Equity Contributed equity Retained losses Reserves Total equity 15. Parent Entity The individual financial statements for the parent entity show the following aggregate amounts: Statement of financial position Current assets Total assets Current liabilities Total liabilities Equity Contributed equity Reserves Retained losses Total equity Net (loss)/profit after tax for the year Dividends provided for or paid Total comprehensive (loss)/income for the year Closed Group 2023 $’000 2022 $’000 3,585 19,854 314 3,432 27,185 103,834 3,212 15,031 368 3,023 21,634 82,047 98,563 103,095 310,327 310,327 (215,364) (210,367) 3,600 3,135 98,563 103,095 2023 $’000 2022 $’000 55,412 42,505 244,478 229,681 75,583 141,850 64,737 115,746 310,327 310,327 3,600 3,135 (211,299) (199,527) 102,628 113,935 (11,772) – (11,772) 2,127 (6,417) 2,160 58 Boom Logistics Annual Report 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSfor the year ended 30 June 2023 16. Key Management Personnel Summary of key management personnel compensation in the following categories is as follows: Short-term employee benefits Post employment benefits Other long-term benefits Share based payments Total compensation 2023 $ 1,607,559 127,814 62,178 2022 $ 1,811,113 136,269 20,996 (104,197) 389,720 1,693,354 2,358,098 Refer to the Remuneration Report in the Directors’ Report for detailed compensation disclosure on key management personnel. There were no other related-party transactions with key management personnel during the financial year (2022: $709,763 for the provision of mobile cranes, transport and labour services to companies related to Mr. Stephen Grove.) 17. Share-based Payments Three employee incentive schemes are in place to assist in attracting, retaining and motivating key employees as follows: ■ salary sacrifice rights plan ■ short-term incentive plan ■ long-term incentive plan. Information with respect to the number of rights and options allocated under the employee incentive schemes are as follows: Salary Sacrifice Rights Plan Short-term Incentive Plan Average fair value per right Average fair value per right No. of rights No. of rights Long-term Incentive Plan Average exercise price per option No. of options Average fair value per right No. of rights At start of period $0.1237 3,050,632 $0.1611 2,180,615 $0.1678 32,566,714 – – Granted during the period $0.1566 900,376 $0.1509 2,627,769 Exercised during the period $0.1403 (180,236) $0.1314 (622,251) – – – – $0.1422 3,588,027 – – Lapsed during the period Forfeited during the period – – – – – – – – $0.1553 (11,513,371) $0.1422 (450,070) $0.1757 (14,074,125) – – At end of period $0.1308 3,770,772 $0.1591 4,186,133 $0.1726 6,979,218 $0.1422 3,137,957 Salary sacrifice rights plan Eligible executives will be permitted to salary sacrifice a portion of their pre-tax fixed annual remuneration to acquire equity in the form of rights to fully paid ordinary shares in the Company. Each right is a right to acquire one ordinary share in the Company. The exact number of rights to be granted is based on the amount of salary sacrificed and the 5-day volume weighted average price prior each month. Rights do not carry any dividend or voting rights. Rights will be granted twice a year following the announcement of the half-year and full-year results or in any event, within 12 months of the Annual General Meeting (“AGM”). Rights will have a twelve month exercise restriction commencing from the relevant grant dates. The rights to ordinary shares equivalent to the amount salary sacrificed in the period from the most recent grant date will be granted following the announcement of the full-year results. Boom Logistics Annual Report 2023 59 Section D: Other Disclosures (continued) 17. Share-based Payments (continued) Short-term incentive plan Eligible executives will have the opportunity to receive short term incentives subject to meeting performance hurdles over the financial year. 50% of the STIP outcome achieved for the financial year will be delivered in cash and 50% will be delivered in equity in the form of rights to ordinary shares in the Company. Each right is a right to acquire one ordinary share in the Company. The exact number of rights to be granted is based on 50% of the STIP outcome divided by the 5 day volume weighted average price after the release of full year results. Rights do not carry any dividend or voting rights. Rights will be granted following the announcement of the full-year results or in any event, within twelve months of the AGM. Rights will have a six month exercise restriction commencing from the grant date. Long-term incentive plan Eligible executives will be granted rights to acquire ordinary shares in the Company, subject to performance hurdles and some or all may vest at the end of the 3-year period if the performance hurdles are met. Each right is a right to acquire one ordinary share in the Company (or an equivalent cash amount). The exact number of rights to be granted is based on the LTIP opportunity divided by the 5 day volume weighted average price following the AGM. Rights do not carry any dividend or voting rights. Rights will be granted within 12 months of the AGM. Rights are subject to performance hurdles based on three independent measures comprising safety performance as a gate-opener, absolute earnings per share (EPS) (50% weighting), and net profit after tax (NPAT) (50% weighting), which are measured at the end of the 3-year performance period. The Board of Directors retains a discretion to adjust the performance hurdles as required to ensure plan participants are neither advantaged nor disadvantaged by matters outside management’s control that materially affect the performance hurdles (for example, by excluding one-off non-recurrent items or the impact of significant acquisitions or disposals). The long-term incentive plan was changed from options to rights during the year in order to align variable remuneration with share price growth and shareholders’ interests, while being simple, transparent and in line with market practice. (a) Carrying values Salary Sacrifice Rights Plan Short-term Incentive Plan Long-term Incentive Plan Total employee equity benefits reserve 2023 $’000 1,144 1,386 1,071 3,601 (b) Expenses arising from share-based payment transactions Total expenses arising from share-based payment transactions recognised during the financial year are as follows: Rights issued under employee rights plans Options issued under employee option plan 2023 $’000 538 (72) 466 2022 $’000 1,003 989 1,143 3,135 2022 $’000 229 (143) 86 60 Boom Logistics Annual Report 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSfor the year ended 30 June 2023 (c) Employee share plan share holdings Information with respect to the number of ordinary shares issued and allocated under the employee share plans is as follows: At start of period – sold/transferred during the year At end of period 2023 Number of shares 2022 Number of shares – – – 1,717,953 (1,717,953) – At 30 June 2023, the employee share plans also hold 3,842,711 ordinary shares (2022: 4,645,198) that are unallocated to employees. Recognition and measurement The cost of these equity-settled transactions with employees is measured by reference to the fair value at the date at which they are granted using an appropriate valuation model. In valuing equity-settled transactions, the performance conditions are all non-market measures and as such, are not taken into account in determining the fair values of the options. The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award (the vesting period). No expense is recognised for awards that do not ultimately vest. 18. Commitments (a) Capital commitments Capital expenditure contracted for at the reporting date but not recognised in the financial statements are as follows: Property, plant and equipment – within one year 19. Contingencies 2023 $’000 2022 $’000 – 4,158 Contingent liabilities Bank guarantees totalling $3.498 million (2022: $1.343 million) have been provided to landlords, WorkCover authorities, and a wind farm project. There are no other contingent liabilities identified at the reporting date. Boom Logistics Annual Report 2023 61 Section D: Other Disclosures (continued) 20. Auditor’s Remuneration During the year the following fees were paid or payable for services provided by Grant Thornton: Audit and review services – audit and review of financial statements 2023 $ Grant Thornton 2022 $ KPMG 293,550 345,690 – – – 36,225 17,336 17,336 293,550 399,251 23. Summary of Other Significant Accounting Policies (a) Cash and cash equivalents Cash on hand and in banks are stated at nominal value. For the purposes of the cash flow statement, cash includes cash on hand and in banks net of outstanding bank overdrafts. Trade and other payables (b) These amounts represent liabilities for goods and services provided to the Group prior to the end of financial year which are unpaid. These amounts are unsecured and are usually payable within 60 days of recognition. (c) Employee provisions Short-term obligations Liabilities for wages and salaries, including non-monetary benefits, accumulating sick leave and rostered days off that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable. Other long-term obligations The liabilities for long service leave and annual leave that are not expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in the provision for employee benefits. Consideration is given to expected future wage and salary levels, experience of employee departures, and periods of service. Assurance services – other assurance services Other services – taxation services Total other services Total auditor’s remuneration 21. Subsequent Events The Directors are not aware of any other matter or circumstance that has arisen since 30 June 2023 that has significantly affected or may significantly affect the operations of the Group in subsequent financial years, the results of those operations or the state of affairs of the Group in future financial years. Dividend On 24 August 2023, the Directors of Boom Logistics Limited declared that no final dividend would be paid for the financial year ended 30 June 2023. 22. New Accounting Policies and Standards (a) Changes in accounting policies The principal accounting policies adopted in the preparation of the financial report are consistent with those of the previous financial year, with no new accounting standards impacting the Group during the period. (b) New accounting standards and interpretations not yet adopted There were no new standards, amendments to standards and interpretations not yet adopted that impacted the Group in the period of initial application. 62 Boom Logistics Annual Report 2023 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSfor the year ended 30 June 2023 1. In the opinion of the Directors of Boom Logistics Limited (“the Company”): (a) the Consolidated Financial Statements and notes that are set out on pages 35 to 62, and the Remuneration Report in the Directors’ Report, set out on pages 23 to 32, are in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the Consolidated Entity’s financial position as at 30 June 2023 and of its performance for the financial year ended on that date; and (ii) complying with Accounting Standards, (including the Australian Accounting Interpretations) and Corporations Regulations 2001; and (b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. 2. The Directors draw attention to page 39 note About This Report to the Consolidated Financial Statements which includes a statement of compliance with International Financial Reporting Standards. 3. There are reasonable grounds to believe that the Company and the Group entities identified in note 13 will be able to meet any obligations or liabilities to which they are or may become subject to by virtue of the Deed of Cross-Guarantee between the Company and those Group entities pursuant to ASIC Corporations Instrument 2016/785. 4. The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the Chief Executive Officer and Chief Financial Officer for the financial year ended 30 June 2023. Signed in accordance with a resolution of the Directors. Melanie Allibon Chair Melbourne, 25 August 2023 Ben Pieyre Managing Director Boom Logistics Annual Report 2023 63 DIRECTORS’ DECLARATIONfor the year ended 30 June 2023 INDEPENDENT AUDITOR’S REPORT for the year ended 30 June 2023 Grant Thornton Audit Pty Ltd Level 22 Tower 5 Collins Square 727 Collins Street Melbourne VIC 3008 GPO Box 4736 Melbourne VIC 3001 T +61 3 8320 2222 Independent Auditor’s Report To the Members of Boom Logistics Limited Report on the audit of the financial report Opinion We have audited the financial report of Boom Logistics Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2023, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including 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: a b giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its performance for the year ended on that date; and complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. www.grantthornton.com.au ACN-130 913 594 Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389. ‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Limited is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389 and its Australian subsidiaries and related entities. Liability limited by a scheme approved under Professional Standards Legislation. w 64 Boom Logistics Annual Report 2023 INDEPENDENT AUDITOR’S REPORTfor the year ended 30 June 2023 Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Key audit matter How our audit addressed the key audit matter Revenue recognition – Note 2 Revenue from contracts with customers amounted to Our procedures included, amongst others: $205.872 million for the year ended 30 June 2023. The Group generates revenue from the provision of lifting solutions and labour services to customers. Revenue is recognised over time when the performance obligation is satisfied in line with AASB 15 Revenue from Contracts with Customers. The Group has also recently been granted a significant contract to be delivered over an extended period, requiring significant management judgement at the contract level. This represents a key audit matter given management judgement is required to determine the appropriate recognition of revenue and the material nature of revenue to the Group. • Documenting revenue processes and reviewing recognition policies for compliance with AASB 15; • Assessing significant revenue contracts entered during the year for appropriateness under AASB 15; • Performing detailed testing on a sample of revenue transactions during the year and assessing whether revenue has been recognised in accordance with AASB 15, including; - - Reviewing relevant contracts with customers; Assessing management’s determination of performance obligations within contracts and the allocation of transaction price to those obligations; • Selecting a sample of revenue transactions recorded immediately pre and post year-end to assess whether revenue is recognised in the correct period; and • Assessing the adequacy of financial statement disclosures in relation to revenue. Valuation of non-financial assets – Note 8 In accordance with AASB 136 Impairment of Assets, the Our procedures included, amongst others: Group is required to assess at the end of each reporting period whether there is any indication that an asset may be • Documenting and assessing the processes and controls in relation to valuation of non-financial assets; impaired. • Evaluating management’s assessment of impairment Due to the net assets of the Group exceeding the Group’s indicators at year-end; market capitalisation at year end, an impairment indicator exists and impairment testing is required. The Group has determined the recoverable amount of each cash-generating unit, and obtained an independent expert valuation report to specifically address the fair value of property, plant and equipment. This represents a key audit matter given the high degree of management judgement and estimation required in determining the recoverable amount of the cash-generating units. • Assessing management’s determination of cash- generating units based on the nature of the business and how independent cash inflows are generated; • Assessing the work performed by management’s expert relating to property, plant and equipment including evaluating competence, capabilities and objectivity of the expert; • Assessing management’s impairment assessment for compliance with AASB 136 and evaluating the reasonableness of key assumptions through sensitivity analysis, including discount rate, growth rate and forecast assumptions; • Involving our valuation specialists to assess the reasonableness of management’s model; and • Assessing the adequacy of relevant financial statement disclosures. #10135948v1 Grant Thornton Audit Pty Ltd Boom Logistics Annual Report 2023 65 Information other than the financial report and auditor’s report thereon The Directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2023, but does not include the financial report and our auditor’s report thereon. Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the Directors for the financial report The Directors of the Group 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 Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. 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: http://www.auasb.gov.au/auditors_responsibilities/ar1_2020.pdf.This description forms part of our auditor’s report. Report on the remuneration report Opinion on the remuneration report We have audited the Remuneration Report included in pages 23 to 32 of the Directors’ report for the year ended 30 June 2023. In our opinion, the Remuneration Report of Boom Logistics Limited, for the year ended 30 June 2023 complies with section 300A of the Corporations Act 2001. 66 Boom Logistics Annual Report 2023 #10135948v1 Grant Thornton Audit Pty Ltd INDEPENDENT AUDITOR’S REPORTfor the year ended 30 June 2023 Responsibilities The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. Grant Thornton Audit Pty Ltd Chartered Accountants A C Pitts Partner – Audit & Assurance Melbourne, 25 August 2023 #10135948v1 Grant Thornton Audit Pty Ltd Boom Logistics Annual Report 2023 67 ASX ADDITIONAL INFORMATION for the year ended 30 June 2023 Additional information required by the Australian Securities Exchange Ltd and not shown elsewhere in this report is as follows. The information is current as at 15 August 2023. (a) Distribution of Equity Securities The number of shareholders, by size of holding, in each class of share are: 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 and over The number of shareholders holding less than a marketable parcel of shares are: (b) Substantial Holders Substantial holders in the Company are set out below: Grove Investment Group Pty Ltd Collins St Asset Management Pty Ltd Castle Point Funds Management Limited Ordinary shares Total holders 249 624 498 Units 37,316 2,174,760 3,913,016 1,076 39,173,581 365 382,475,534 2,812 427,774,207 624 1,074,936 Listed ordinary shares Number of shares 59,322,639 51,557,123 40,217,191 Percentage of ordinary shares 13.9% 12.1% 9.4% 68 Boom Logistics Annual Report 2023 ASX ADDITIONAL INFORMATIONfor the year ended 30 June 2023 (c) Twenty Largest Shareholders The names of the twenty largest holders of quoted shares are: 1 2 3 4 5 6 7 8 9 SANDHURST TRUSTEES LTD NATIONAL NOMINEES LIMITED GROVE INVESTMENT GROUP PTY LTD GROVE INVESTMENT GROUP PTY LTD HORRIE PTY LTD BNP PARIBAS NOMINEES PTY LTD MR CHRISTIAN JAMES HAUSTEAD STANBOX NO 2 PTY LTD HILLMORTON CUSTODIANS PTY LTD 10 WALLBAY PTY LTD 11 12 13 J P MORGAN NOMINEES AUSTRALIA PTY LIMITED LUTON PTY LTD ACE PROPERTY HOLDINGS PTY LTD 14 MR JIM KOUMIDES + MRS LUCY KOUMIDES 15 16 17 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED SMITHSTOCK PTY LTD "MORGAN STANLEY AUSTRALIA SECURITIES (NOMINEE) PTY LIMITED " 18 TAVERNERS NO 11 PTY LTD 19 WALLBAY PTY LTD 20 IRAL PTY LTD Top twenty shareholders Remainder Total Listed ordinary shares Units % Units 51,557,123 12.05% 39,562,221 35,380,342 23,942,297 12,028,000 8,065,603 5,850,000 5,500,000 5,143,000 5,083,000 5,014,459 4,746,327 4,400,000 4,376,320 4,281,052 3,980,120 3,487,478 3,464,548 3,414,000 3,125,806 232,401,696 195,372,511 427,774,207 9.25% 8.27% 5.60% 2.81% 1.89% 1.37% 1.29% 1.20% 1.19% 1.17% 1.11% 1.03% 1.02% 1.00% 0.93% 0.82% 0.81% 0.80% 0.73% 54.33% 45.67% 100.0% (d) Voting Rights All ordinary shares (whether fully paid or not) carry one vote per share without restriction. Options do not carry a right to vote or to dividends. (e) Unquoted Securities There are 11,017,867 rights granted under the Executive Remuneration Plan outstanding held by 28 holders. There are 6,979,218 options granted under the Executive Remuneration Plan outstanding held by 5 holders. Boom Logistics Annual Report 2023 69 Share Registry Computershare Investor Services Pty Ltd 452 Johnston Street Abbotsford, Victoria, 3067 Investor Enquiries 1300 850 505 Annual General Meeting Boom Logistics will hold its 2023 Annual General Meeting at 11.00am on Friday, 24 November 2023. Details will be provided in the Notice of Meeting. Directors Melanie Allibon (Chair) Ben Pieyre Stephen Grove Kieran Pryke Damian Banks James Scott Company Secretary Reuben David Registered Office Suite B Level 1, 55 Southbank Boulevard Southbank VIC 3006 Telephone (03) 9207 2500 Fax (03) 9207 2400 Email: info@boomlogistics.com.au Internet www.boomlogistics.com.au 70 Boom Logistics Annual Report 2023 CORPORATE DIRECTORYfor the year ended 30 June 2023

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