ANNUAL REPORT
FOR THE PERIOD ENDED 30 JUNE 2017
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES
(FORMERLY TYRIAN DIAGNOSTICS LIMITED)
ACN: 080 277 998
2 | ANNUAL REPORT FOR THE YEAR ENDED 30 JUNE 2017
CONTENTS
Letter from Chairman
MD Report
Financial Report
Corporate Governance Statement
Directors’ Report
Remuneration Report
Auditor’s Independence Declaration
ConsolidatedStatementofProfitorLossand
Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Additional Information for Listed Companies
Page
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CONTENTS FOR THE YEAR ENDED 30 JUNE 2017 | 3
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998
LETTER FROM
THE CHAIRMAN
Roger Amos
Non-executive Chairman
Contango Asset
Management Limited
Dear Shareholder
Welcome to the 2017 Contango Asset Management Annual Report.
It goes without saying that FY17 was a momentous year for the Company, and it is with great pleasure we deliver our
results to you.
We underwent a name change from Tyrian Diagnostics to Contango Asset Management, and a fundamental change in
direction into a pre-eminent funds management business.
Such changes are never without their challenges and some inevitable teething problems; however, it is testament to
the Management Team and my fellow Directors that the business has transitioned seamlessly, and strengthened in the
nine months since the change.
Wesetambitiousgrowthgoals,andformuchoftheyear,wehavetrackednicely.Attheendofthefinancialyear,the
Company was responsible for more than $750 million in Funds Under Management (FUM), an annual increase from $676m.
However,recentoutflowsofinstitutionalmanagedmandateshaverequiredarecalibrationofthebusiness.Withastable
platformbeneathus,andarobustcostmanagementstrategy,IamconfidentwecanlookforwardtopositivegrowthinFY18.
During the year, we have continued to roll-out a diverse product suite. These included our appointment as the
Investment Adviser to an innovative new exchange traded product, the Switzer Dividend Growth Fund, in February.
This was a great achievement in itself, which foreshadowed a much larger milestone.
ContangoGlobalGrowthLimited(CQG),thethirdContango-brandedLIC,wasfirstannouncedtomarketinFebruary
and successfully listed on the ASX in June. CQG represented the culmination of months of meticulous planning
by management, crowned with the major achievement of a partnership with California based WCM Investment
Management as Investment Adviser.
Internally, the team continued to grow in a very positive fashion, with a number of highly experienced - and not to
mention talented - individuals coming on board, all with instrumental roles to play in the Company’s growth strategy.
Focus will remain on growth, incorporating an integrated distribution and marketing program to be rolled out toward to
end of 2017 and into early 2018.
These developments have been made possible by the unwavering dedication of Mr George Boubouras and his management
team, and while there are always going to be those growing pains, to have accomplished all of this in such a short period of
time is a great achievement. I’m very much looking forward to what can be realised now that the foundations have been laid.
I would like to thank my fellow Directors on the diligent oversight during this major period of transition.
Thank you to our shareholders for supporting our vision. Here’s to another successful year for CGA, and many more
milestones along the way in FY18.
Yours faithfully
Roger Amos
Chairman
Contango Asset Management
4 | LETTER FROM THE CHAIRMAN FOR THE YEAR ENDED 30 JUNE 2017
MANAGING
DIRECTOR’S REPORT
George Boubouras
Managing Director and
Chief Investment Officer
Contango Asset
Management Limited
“Eventful” is a term that readily gets thrown around in
AnnualReports,whenwereflectupontheyearthatwas
and consider all that we have achieved. However, in the
case of FY17 for Contango Asset Management, eventful
iswithoutdoubtthemostfittingwordIcoulduseto
describe our year.
And I mean eventful in the most positive way.
We embarked on an ambitious growth journey way back
at the beginning of 2015, and by the middle of 2016,
having carefully laid the platform, we were ready to really
take off. It pleases me no end to be able to report that
our bold transition to become one of Australia’s leading
investment houses is well on track, punctuated by all that
we achieved in the past 12 months, and our operating
platform is now set.
Firstly, there was the successful Management Buyout
(MBO) and internal restructure, which saw an investment
in our team that was designed to carefully align with the
interests of our clients and shareholders.
By doing away with bonuses and incentives as part of
the MBO, and encouraging an equity partnership model,
every team member has “skin in the game”, so to speak.
We are all committed to the same cause, for the same
reason, 365 days a year – as our clients, shareholders and
stakeholders expect and deserve us to be.
WewerealsothrilledtoopenourSydneyofficein2017,
givingusgreaterscalabilityandflexibilityinoperating
across the two biggest Australian markets. Yet again,
this was another fantastic indicator of how far we have
come in a short period of time, and indeed the limitless
potential we see ahead of us.
From an operational point of view, we grew our Funds
UnderManagementtomorethan$750millionbyfiscal
year end 17, which was a solid achievement in the context
of such a busy transitional period. With the platform now
set, we look forward to taking further big steps in the year
to come.
We placed a high importance on diversifying our product
offering, underscored by two major launches during the
secondhalfofthefinancialyear.Firstly,wewereexcited
to be a part of the Switzer Dividend Growth fund, a new
active exchange-traded fund that added yet another high
calibre fund to the Contango offering.
That was followed by the launch and successful listing of
Contango Global Growth Limited, in partnership with our
Investment Adviser from Laguna Beach California, WCM
Investment Management, a very well regarded and proven
global growth manager. The new LIC successfully raised
$100million, with more than 2,700 shareholders, and with
a mandate to invest in the vast global equities market. We
are excited by this product’s potential.
All this was achieved against the backdrop of a remarkably
volatile year for equities markets. Geopolitical instability
and uncertainty in a multitude of sectors led to a series of
ups and downs that gave many an investor headaches.
For some sectors navigating this instability proved
difficultandContangowasnotcompletelyimmune.
Such is the nature of equities. Yet for the most part,
we managed to continue to perform well against our
various benchmarks while at the same time successfully
establish our operating platform.
WithsuchaneventfulyearbehindusI’mconfidentthat
we will continue to deliver exceptional results. I think I can
safely say that the stage is now set thanks to all we have
achieved in FY17.
I look forward to what this team can achieve in FY18 and
beyond.
Yours faithfully
George Boubouras
Managing Director and Chief Investment Officer
Contango Asset Management Limited
MANAGING DIRECTOR’S REPORT FOR THE YEAR ENDED 30 JUNE 2017 | 5
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 6 | MANAGING DIRECTOR’S REPORT FOR THE YEAR ENDED 30 JUNE 2017
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998
FINANCIAL REPORT
FOR THE PERIOD ENDED 30 JUNE 2017
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES
(FORMERLY TYRIAN DIAGNOSTICS LIMITED)
ACN: 080 277 998
FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2017 | 7
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 CORPORATE GOVERNANCE
STATEMENT
The Board and management of Contango Asset
Management Limited are committed to conducting the
Group’s business in an ethical manner and in accordance
with the highest standards of corporate governance. The
Company has adopted and has substantially complied
with the ASX Corporate Governance Principles and
Recommendations (Third Edition) (Recommendations)
to the extent appropriate to the size and nature of the
Group’s operations.
The Company has prepared a statement which sets
out the corporate governance practices that were in
operationthroughoutthefinancialyearfortheCompany,
identifiesanyRecommendationsthathavenotbeen
followed and provides reasons for not following such
Recommendations (Corporate Governance Statement).
The Corporate Governance Statement is accurate and up
to date as at 28 September 2017 and has been approved
by the Board.
In accordance with ASX Listing Rules 4.10.3 and 4.7.4, the
Corporate Governance Statement is available for review
on the Company’s website (www.contango.com.au) and
will be lodged together with an Appendix 4G at the same
time that this Annual Report is lodged with ASX.
The Appendix 4G will identify each Recommendation
that needs to be reported against by the Company and
will provide shareholders with information as to where
relevant governance disclosures can be found.
The Company’s corporate governance policies and
charters are all available on the Company’s website
(www.contango.com.au).
8 | CORPORATE GOVERNANCE STATEMENT FOR THE YEAR ENDED 30 JUNE 2017
DIRECTORS'
REPORT
Your Directors present their report, together with the
financialstatements,oftheconsolidatedentity(referred
to hereafter as the Group) consisting of Contango Asset
Management Limited (the 'Company' or 'Parent Entity')
and the entities it controlled at the end of, or during, the
financialyearended30June2017.
1. GENERAL INFORMATION
DIRECTORS
ThenamesoftheDirectorsinofficeatanytimeduring,
or since the end of, the year are:
Roger Amos – Non-executive Chairman
George Boubouras – Executive Director
(Appointed 25 August 2016)
Charles Aitken – Non-executive Director
(Appointed 25 August 2016)
Martin Switzer – Non-executive Director
(Appointed 25 August 2016)
Patricia Toh – Non-executive Director
(Appointed 11 October 2016)
Merilyn Sleigh – Non-executive Director
(Resigned 25 August 2016)
Simon O'Loughlin – Non-executive Director
(Resigned 25 August 2016)
Directorshavebeeninofficesincethestartof
thefinancialyeartothedateofthisreportunless
otherwise stated.
DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017 | 9
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 DIRECTORS'
REPORT
INFORMATION ON DIRECTORS
Theskills,experienceandexpertiseofeachpersonwhoisaDirectoroftheCompanyattheendofthefinancialyearis
provided below, together with details of the Company Secretary as at year end.
Name
Position
Roger Amos
Non-Executive Chairman
Name
Position
George Boubouras
Executive Director
Qualifications
FCA, FAICD
Qualifications
B.Ec (Hons)
Roger was appointed to the Board in June 2007
and became Chairman six months later. Roger is an
independent director of REA Group Limited, Enero Group
Limited and 3P Learning Limited. He was a director until
May 2012 of Austar United Communications Limited. He
was Chairman of Opera Foundation Australia from 2009
to 2014. Roger previously had a long and distinguished
careerwiththeinternationalaccountingfirmKPMG,
retiring in June 2006 after 25 years as a partner.
Special responsibilities: Chairman
Other current directorships: Roger is a Governor of the
Cerebral Palsy Alliance Research Foundation
Georgehasover25yearsexperienceinfinancialservices
and has held senior leadership positions, as the chief
investmentofficer,atvariousglobalanddomesticfirms.
George holds a Bachelor of Economics (Honours) and has
undertaken further study at Harvard, MIT Sloan School
of Management, the University of New South Wales and
holds the Stockbrokers Association of Australia RG 146
accreditation.
George has experience managing investments across
various asset classes and investment teams and has
workedatvariousfirmsincluding:EquityTrusteesLtd,
asChiefInvestmentOfficer;UBSWealthManagement,
asChiefInvestmentOfficer;MacquarieGroup,asan
Investment Strategist; and HSBC Asset Management,
as Head of Asset Allocation, Fixed Income and
Equity Research.
Special responsibilities: Managing Director and Chief
InvestmentOfficer
Other current directorships: Contango Income
Generator Limited
10 | DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998
Name
Position
Charles Aitken
Non-Executive Director
Name
Position
Martin Switzer
Non-Executive Director
Qualifications
B Bus
MrAitkenisChiefExecutiveOfficerandChiefInvestment
OfficerofAitkenInvestmentManagementPtyLtd.He
has more than 23 years of equity and futures market
experience. He is an expert contributor to the Switzer
SuperReport,andpreviouslytoAlanKohler’sEureka
Report. He appears frequently on Australian and global
financialmediaasanexpertonAustralianequitiesand
global macroeconomic strategy.
MrSwitzeristheChiefOperatingOfficerofSwitzer
FinancialGroup,acontentandfinancialservices
business. He is currently a host on the Sky News Business
Channel from time to time. Martin is also a consultant
with the Australian Defence Force Financial Services
Consumer Centre and travels around Australia providing
financialinformationandeducationtoADFmembersand
their families.
Mr Aitken has previously been a Director and head
of Sydney Sales Trading for Citigroup, Executive
Director and Partner of Southern Cross Equities and
Executive Director and Board member of ASX listed Bell
Financial Group.
Special Responsibilities: Chair of Remuneration and
Nominations Committee
Other current directorships: None
Special responsibilities: Chair of Audit Committee (from
25 August 2016)
Other current directorships: Martin is currently a
director of Contango Global Growth Ltd, Switzer Asset
Management, Switzer Home Loans, is on the board of
fashion media business RUSSH and has been a director
of the Entrepreneurs Organisation and an ambassador
for the Fight Duchenne Foundation.
DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017 | 11
Name
Position
Patricia Toh
Non-Executive Director
Name
Position
Merilyn Sleigh
Non-Executive Director
(resigned 25 August 2016)
Qualifications
B.Com, LLB
Qualifications
FAICD PhD Dip Corp Man
Ms Toh has had 15 years of investment banking and
private equity experience. Ms Toh has previously held
positions with Goldman Sachs, Macquarie Capital and
GEMS Private Equity. Most recently Ms Toh was the
Group Head of Strategy at Consolidated Press Holdings.
Through this role, she was involved in CPH’s portfolio
company Boards, general oversight of assets under
management, assessing investment opportunities, and
establishingtheHongKongoffice.
Special responsibilities: None
Other current directorships: None
Merilyn Sleigh was appointed to the Board in November
2008, and was chair of the Audit Committee and a
member of the Remuneration Committee. Merilyn initially
hadasuccessfulcareerasascientificresearcherand
research manager with CSIRO. Since that time, she
has gained extensive experience in all aspects of the
development of a successful biotechnology company.
She was previously Research Director for Peptech Ltd
and from 2001 to 2007 was CEO and managing director of
EvoGenix Ltd. EvoGenix, initially a venture capital-backed
start up company, listed on the ASX in 2005 and in 2007
was sold to a larger company to form Arana Therapeutics.
Merilyn acts as an adviser on science commercialisation
with the Garvan Institute for Medical Research in
Sydney is also a member of the governing Council of the
University of Technology Sydney.
Special responsibilities: Chair of the Audit Committee
(until 25 August 2016)
Other current directorships: Current non-executive
directorships are held with Clover Corporation Ltd,
the Rural Industries Research and Development
Council, Intersect Australia Limited and Relationships
Australia (NSW).
12 | DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017
Name
Position
Simon O'Loughlin
Non-Executive Director
(resigned 25 August 2016)
Mr O'Loughlin is the founder of O'Loughlins Lawyers, an
Adelaidebased,specialistcommerciallawfirm.Hehas
extensive experience in the corporate and commercial
lawfieldswhilepractisinginSydneyandAdelaide,and
alsoholdsaccountingqualifications.Hehasextensive
experience and involvement with companies in the
small industrial and resource sectors. He has also been
involved in the listing and back-door listing of numerous
companies on the ASX. He is a former Chairman of the
Taxation Institute of Australia (SA Division) and Save the
Children Fund (SA Division).
Special responsibilities: None
Other current directorships: Current non-executive
directorships are held with Lawson Gold Ltd, WCP
Resources Limited, Xref Limited, Chesser Resources
Limited, Petratherm Limited and Oklo Resources Limited.
DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017 | 13
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 COMPANY SECRETARY
ThefollowingpeopleheldthepositionofCompanySecretaryduringthefinancialyear:
Name
HariMorfis(appointed24
November 2016)
Name
Andrew Blunden (resigned 24
November 2016)
Hari is a legal, risk and governance professional with over
15years’experiencepredominantlyinfinancialservices.
She has extensive corporate and commercial experience
having commenced her career as a corporate lawyer at
Herbert Smith Freehills. She spent 11 years at UBS in
senior legal, risk and compliance roles most recently as
Head of Compliance for the UBS Wealth Management
Australia business. She is director of Melbourne Women
in Film Festival Limited and Company Secretary of
ASX Listed entities Contango Global Growth Limited,
Contango Income Generator Limited and Contango
MicroCap Limited.
Andrew is a Fellow of the Institute of Chartered
Accountants in Australia. He has over 25 years'
experienceasChiefFinancialOfficer,CompanySecretary
and Director with both publicly listed and privately owned
organisations. He has held executive positions with such
companies as Sonic Healthcare Ltd, Computershare Ltd,
LAN Systems Pty Ltd, Serco Australia Ltd and iasset.com
PtyLtd.Heisthefoundingdirectorofthenot-for-profit
business association, Pittwater Business Limited and,
through his company, Part Time Professionals Pty
Ltd, assists companies source contracted company
secretarial and CFO services throughout Australia.
14 | DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017
1.1 PRINCIPAL ACTIVITIES
During the year the principal activities of the Company
consisted of:
(a)
(b)
in respect of the period from 1 July 2016 to 28
September 2016: development and licensing of
diagnostic intellectual property assets; and
in respect of the period on and from 29
September 2016: the funds management
business conducted by a wholly owned subsidiary
of the Company, Contango Funds Management
Limited (ACN 085 487 421). Contango Funds
Management Limited is holder of Australian
Financial Services Licence 237119 for the
provision of funds management services to
wholesale clients and is the responsible entity
for the registered wholesale clients and is the
responsible entity for the registered wholesale
Contango Managed Investment Scheme
ARSN 099 665 264.
Therewerenoothersignificantchangesinthenatureof
theGroup'sprincipalactivitiesduringthefinancialyear.
towards the development of new funds, marketing, and
compliance costs.
The Group has established medium to long-term
share incentive schemes for eligible employees in
order to motivate and reward a high performing team
of professionals.
2. OPERATIONAL AND FINANCIAL REVIEW
OPERATING RESULTS
The consolidated loss of the Group amounted to $
(14,148,000) after providing for income tax (2016: loss
of $300,000). Basic earnings per share was a loss of
43.0 cents (2016: 9.0 cents). The major reason for the
loss was due to the non- cash impairment of goodwill
and intangible assets ($10.3m) after application of
accounting standards in light of a reduced level of funds
under management post balance date and, after taking
intoaccountneartermnegativecashflowmovements
necessarily incurred when entering a business
development growth phase.
Operational highlights in the year ended 30 June 2017
included:
1.2 BUSINESS MODEL, STRATEGY AND OUTLOOK
• During the year, the company acquired the Contango
Business model
The Group is a wholesale and listed investment company
(LIC) fund manager and manages large cap, mid cap,
small cap, micro-cap and income focused mandates.
It also manages three LIC mandates for Contango
MicroCap Limited (CTN), Contango Income Generator
Limited (CIE) and Contango Global Growth Limited (CQG).
Strategy
The Contango Group's strategy post completion of the
funds management business acquisition is to grow
its funds under management through new wholesale
mandates and new LICs growing existing LIC strategies,
operating exchange traded products using existing
strategies and wholesale client schemes and focusing
on delivering consistent returns for the Contango Group
client base and shareholders.
The growth strategy will also include development of a
suite of products through its associate entity Switzer
Asset Management Limited, leveraging off the self-
directed, SMSF, super and ageing sectors.
An important component of the Group's ability to
implement its future strategies with success relates to
marketing for LIC mandates and retaining and attracting
keypersonnel.Overthecurrentfinancialyear,theBoard
intends to allocate a portion of available working capital
funds management business and commenced
operations as a fund manager from 29th
September, 2016
• Changed its name from Tyrian Diagnostics Limited
to Contango Asset Management Limited and
consolidated every 300 shares existing at 1st July,
2016 into 1 share
• Raised $17.2m in share capital net of transaction costs
pursuant to the Prospectus dated 18th August 2016
and replacement prospectus dated 31 August 2016
• re-listed on the ASX as a result of the change in the
nature of the company’s activities
•
•
In February 2017, the Group’s associate entity Switzer
Asset Management Ltd (SAM) successfully launched
an exchange traded managed fund, the Switzer
Dividend Growth Fund, with strong growth in funds
under management to 30 June 2017 of $64m
In June 2017, a subsidiary of the Company was
appointed fund manager to the listed investment
company Contango Global Growth Limited which
raised $100m in an initial public offering
• The Group built and strengthened its portfolio
management capability and obtained long term
employee contracts for key members of its
investment team
DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017 | 15
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 3. FINANCIAL REVIEW
4.3 DIVIDENDS PAID OR RECOMMENDED
The net assets of the Group have increased by $3,270,000
from $259,000 at 30 June 2016 to $3,529,000 at 30 June
2017. This increase is largely due to the following factors:
No dividends were paid or provided for during the
financialyearandnodividendisrecommendedinrespect
of the year (2016 - $nil).
4.4 FUTURE DEVELOPMENTS AND RESULTS
The Group intends to continue to consolidate and grow its
position in the funds management sector and expected
resultsofoperationsinfuturefinancialyearsarelikely,in
theshortterm,toreflecttheGroup’slifecyclestatusas
it funds the growth phase of its operations. There are no
other likely developments which have not been included
in this report.
4.5 ENVIRONMENTAL ISSUES
The Group's operations are not regulated by any
significantenvironmentalregulationsunderalawofthe
Commonwealth or of a state or territory of Australia.
•
Issue of share capital raising $17.2m used for the
purchase of the Contango funds management
business
• RenovationandremodellingtheMelbourneofficeof
theacquiredbusinessandopeningofaSydneyoffice
• Costs incurred in re-listing and building investment
team capacity
•
Incurring a goodwill impairment based on up front
business development expenditure
4. OTHER ITEMS
4.1 SIGNIFICANT CHANGES IN STATE OF AFFAIRS
Other than stated above in Operating Results there were
noothersignificantchangesinstateofaffairsofthe
Groupduringthefinancialyear.
4.2 EVENTS AFTER THE REPORTING DATE
On 21 August 2017, the Group announced a share
placement of 5,555,556 shares at $0.90 each to
cornerstone, institutional and other sophisticated
investors, raising $5 million gross in additional capital.
The funds will be used to develop further the Group’s
suite of products, build internal business development
capability and repay debt.
Subsequent to balance date, the Group experienced
netoutflowsoffundsundermanagementrelatingtoits
institutional business as detailed in the Company’s ASX
announcement dated 25th September, 2017.
No other matters or circumstances have arisen since the
endofthefinancialyearwhichsignificantlyaffectedor
couldsignificantlyaffecttheoperationsoftheGroup,the
results of those operations or the state of affairs of the
Groupinfuturefinancialyears.
16 | DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017
5. MEETINGS OF DIRECTORS
The number of meetings of the Company's Board of Directors ('the Board') held during the year ended 30 June 2017, and
the number of meetings attended by each director are:
DIRECTORS' MEETINGS
AUDIT AND RISK COMMITEE
REMUNERATION AND
NOMINATIONS COMMITTEE
Attended
Held
Attended
Held
Attended
Held
Roger Amos
George Boubouras
Charles Aitken
Martin Switzer
Patricia Toh
Merilyn Sleigh
Simon O'Loughlin
11
10
10
10
7
3
2
13
10
10
10
7
3
3
4
-
3
3
-
1
-
4
-
3
3
-
1
-
1
1
1
1
-
-
-
1
1
1
1
-
-
-
Held:representsthenumberofmeetingsheldduringthetimetheDirectorheldofficeandwhichtheDirectorwas
eligible to attend.
6. INDEMNIFICATION AND INSURANCE OF OFFICERS AND AUDITORS
Duringthefinancialyear,thecompanypaidapremiuminrespectofacontractinsuringthedirectorsofthecompany,
thecompanysecretariesandallexecutiveofficersofthecompanyandofanyrelatedbodycorporateagainstaliability
incurredassuchadirector,secretaryorexecutiveofficertotheextentpermittedbytheCorporationsAct2001.
The directors have not included details of the nature of the liabilities covered or the amount of the premium paid in
respectofthedirectors’andofficers’liabilityandlegalexpensesinsurancecontractsassuchdisclosureisprohibited
under the terms of the contract.
Thecompanyhasnototherwise,duringorsincetheendofthefinancialyear,excepttotheextentpermittedbylaw,
indemnifiedoragreedtoindemnifyanofficerorauditorofthecompanyorofanyrelatedbodycorporateagainsta
liabilityincurredassuchanofficerorauditor.
7. PROCEEDINGS ON BEHALF OF 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 of those proceedings.
DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017 | 17
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 8. NON-AUDIT SERVICES
Details of the amounts paid or payable to the auditor for
non-assuranceservicesprovidedduringthefinancial
yearbytheauditorareoutlinedinNote31tothefinancial
statements.
The Board of Directors, in accordance with advice from
theauditcommittee,issatisfiedthattheprovisionof
non-audit services during the year is compatible with
the general standard of independence for auditors
imposed by the Corporations Act 2001. The directors are
satisfiedthattheservicesdisclosedinNote31didnot
compromise the external auditor's independence for the
following reasons:
• all non-audit services are reviewed and approved to
ensure they do not adversely affect the integrity and
objectivity of the auditor; and
• the nature of the services provided do not
compromise the general principles relating to auditor
independence in accordance with APES 110: Code
of Ethics for Professional Accountants set by the
Accounting Professional and Ethical Standards Board,
including reviewing or auditing the auditor's own work,
acting in a management or decision-making capacity
for the Company, acting as advocate for the Company
or jointly sharing economic risks and rewards.
9. AUDITOR'S INDEPENDENCE DECLARATION
The auditor's independence declaration in accordance
with section 307C the Corporations Act 2001 for the year
ended 30 June 2017 has been received and can be found
onpage23ofthefinancialreport.
10. ROUNDING OF AMOUNTS
The Company has applied the relief available to it under
ASIC Corporations (Rounding in Financial/Directors’
Reports) Instrument 2016/191. Accordingly, amounts in
thefinancialstatementshavebeenroundedofftothe
nearest thousand dollars (unless otherwise stated).
18 | DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2017
SERVICE AGREEMENTS
On appointment to the Board, all non-executive directors
enter into a service agreement with the Company in the
form of a letter of appointment. The letter summarises
the Board policies and terms, including remuneration,
relevanttotheofficeofdirector.
The remuneration and other terms of employment for the
Managing Director are set out in an employment contract
as summarised below.
The employment contract includes an annual salary
package of $395,000 inclusive of superannuation
and subject to annual reviews, and is for an unlimited
duration. The agreement for the Managing Director
may be terminated by giving six months’ notice (except
in cases of termination for cause where termination
is immediate).
In cases of resignation, no separation payment is made
to the Managing Director except for amounts due and
payable up to the date of ceasing employment, including
accrued leave entitlements.
REMUNERATION
REPORT (AUDITED)
The Remuneration Report for the year ended 30 June
2017 outlines the Director and Executive remuneration
arrangements of Contango Asset Management
Limited and Controlled Entities in accordance with
the requirements of the Corporations Act 2001 and
its regulations. For the purposes of this Report, key
managementpersonnel(KMP)oftheGrouparedefined
as those persons having authority and responsibility for
planning, directing and controlling the major activities of
the Group, directly or indirectly, including any Director of
the parent company.
REMUNERATION POLICY
The Remuneration and Nomination Committee of the
Board of Directors is established to assist the Board to
ensure that the Company:
• has a board of directors with the appropriate
skills and experience to undertaken it’s duties and
responsibilities; and
• adopts appropriate remuneration policies and
procedures which are designed to meet the needs of
the Company and to enhance individual and corporate
performance.
The Board’s policy for determining the nature and amount
ofremunerationforKMPoftheGroupisbasedon
the following:
• The remuneration policy has been developed by the
Remuneration Committee and approved by the Board,
after having sought advice from external advisors in
relation to market trends for non-executive director
remuneration.
• All key management personnel receive a base salary
(which is based on factors such as length of service
andexperience),superannuation,fringebenefits,and
performance incentives.
•
Incentives paid in the form of options or rights are
intended to align the interests of Directors and
company with those of the shareholders.
• The Remuneration Committee reviews key
management personnel packages annually by
reference to the Group’s performance, executive
performance and comparable information from
industry sectors.
REMUNERATION REPORT (AUDITED) FOR THE YEAR ENDED 30 JUNE 2017 | 19
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 REMUNERATION DETAILS FOR THE YEAR ENDED 30 JUNE 2017 (CONTINUED)
Thefollowingtableofbenefitsandpaymentdetails,inrespecttothefinancialyear,thecomponentsofremuneration
for each member of the key management personnel of the Group.
TABLE OF BENEFITS AND PAYMENTS
LONG-TERM POST EMPLOYMENT EMPLOYEE BENEFITS
2017 DIRECTORS
CASH
SALARY &
FEES
$
BONUS
$
NON
MONETARY
$
SUPERANNUATION
$
LONG
SERVICE
LEAVE
SHARE
BASED
PAYMENTS
$
TOTAL
$
Roger Amos
82,500
George Boubouras
375,384
Charles Aitken
Martin Switzer
Patricia Toh
Merilyn Sleigh
Simon O'Loughlin
37,500
37,500
5,265
5,000
5,000
Total
548,149
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
7,125
-
-
89,625
19,616
3,498
758,478
1,156,976
3,563
3,563
500
-
-
-
-
-
-
-
126,791
126,791
-
-
-
167,854
167,854
5,765
5,000
5,000
34,367
3,498
1,012,060
1,598,074
LONG-TERM POST EMPLOYMENT EMPLOYEE BENEFITS
2016 DIRECTORS
Roger Amos
Simon O'Loughlin
Merilyn Sleigh
Caroline Popper
Total
CASH
SALARY &
FEES
$
45,000
10,000
30,000
20,000
105,000
BONUS
$
NON
MONETARY
$
SUPERANNUATION
$
LONG
SERVICE
LEAVE
SHARE
BASED
PAYMENTS
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
TOTAL
$
45,000
10,000
30,000
20,000
105,000
-
-
-
-
-
20 | REMUNERATION REPORT (AUDITED) FOR THE YEAR ENDED 30 JUNE 2017
SECURITIES RECEIVED THAT ARE NOT PERFORMANCE RELATED
No members of key management personnel are entitled to receive securities which are not performance-based as part
of their remuneration package.
DESCRIPTION OF SHARES ISSUED AS REMUNERATION
Details of the shares issued as remuneration to those key management personnel and executives during the year:
SHARE-BASED PAYMENTS
DIRECTORS
Roger Amos
George Boubouras
Charles Aitken
Martin Switzer
Patricia Toh
Merilyn Sleigh
Simon O'Loughlin
$
NUMBER OF
SHARES
-
758,478
126,791
126,791
-
-
-
-
2,425,938
211,319
211,319
-
-
-
Shares issued to George Boubouras under the Employee Share Incentive Plan and Employee Share Loan Plan are
detailed at page 22 and valued using the methodology set out at Note 21.
All options were issued by Contango Asset Management Limited and Controlled Entities and entitle the holder to
ordinary shares in Contango Asset Management Limited and Controlled Entities for each option exercised.
There have not been any alterations to the terms or conditions of any share based payment arrangements since grant date.
KEY MANAGEMENT PERSONNEL OPTIONS AND RIGHTS HOLDINGS
30 JUNE 2017
DIRECTORS
BALANCE AT
BEGINNING
OF YEAR
GRANTED AS
REMUNERATION
EXERCISED
OTHER
CHANGES
BALANCE AT THE
END OF YEAR
VESTED
DURING THE
YEAR
VESTED AND
EXERCISABLE
Roger Amos
George Boubouras
Charles Aitken
Martin Switzer
Patricia Toh
Merilyn Sleigh
Simon O'Loughlin
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
REMUNERATION REPORT (AUDITED) FOR THE YEAR ENDED 30 JUNE 2017 | 21
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 30 JUNE 2016
DIRECTORS
Roger Amos
Simon O'Loughlin
Merilyn Sleigh
BALANCE AT
BEGINNING
OF YEAR
-
-
-
GRANTED AS
REMUNERATION
EXERCISED
OTHER
CHANGES
BALANCE AT THE
END OF YEAR
VESTED
DURING THE
YEAR
VESTED AND
EXERCISABLE
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
KEY MANAGEMENT PERSONNEL SHAREHOLDINGS
The number of ordinary shares in Contango Asset Management Limited and Controlled Entities held by each key
managementpersonoftheGroupduringthefinancialyearisasfollows:
BALANCE AT
BEGINNING OF YEAR
GRANTED AS
REMUNERATION
EXERCISED
OTHER CHANGES
BALANCE AT THE
END OF YEAR
30 JUNE 2017
DIRECTORS
Roger Amos
George Boubouras1
Charles Aitken2
Martin Switzer2
Patricia Toh
Merilyn Sleigh3
Simon O'Loughlin3
27,227
-
-
-
-
-
2,000
-
3,592,417
211,319
211,319
-
-
-
-
-
-
-
-
-
-
-
80,000
333,333
-
607,150
100,000
-
-
107,227
3,925,750
211,319
818,469
100,000
2,000
-
1,120,483
5,164,765
Total
29,227
4,015,055
1 2,425,938 shares were issued during the year under the ESIP and ESLP share plan to Mr. George Boubouras with an additional
1,166,479 shares issued by the company to Mr George Boubouras for nil consideration.
2 211,319 shares were issued to Mr Charles Aitken and Mr Martin Switzer during the year for nil consideration by the company
3 Balance at the end of the year is at date of resignation
End of Audited Remuneration Report
OPTIONS
The number of options on issue at year end are 345,000. Details of the options are set out at Note 21.
This director's report, incorporating the remuneration report, is signed in accordance with a resolution of the
Board of Directors.
Director:
Roger Amos
Chairman
Dated this 29th day of September 2017
22 | REMUNERATION REPORT (AUDITED) FOR THE YEAR ENDED 30 JUNE 2017
AUDITOR’S INDEPENDENCE
DECLARATION
CONTANGO ASSET MANAGEMENT LIMITED
ACN 080 277 998
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Contango Asset Management Limited for the year ended 30
June 2017, I declare that, to the best of my knowledge and belief, there have been no contraventions of:
(a)
the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit;
and
(b)
any applicable code of professional conduct in relation to the audit.
This declaration is in relation to Contango Asset Management Limited and the entities it controlled during the
period.
Sydney, NSW
29September 2017
A G Smith
Director
AUDITOR’S INDEPENDENCE DECLARATION FOR THE YEAR ENDED 30 JUNE 2017 | 23
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 FINANCIAL REPORT
FOR THE YEAR ENDED 30 JUNE 2017
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2017
NOTES
2017
000'S
$
2016
000'S
$
Revenue
Other revenue
Total revenue
Employeebenefitsexpense
Operations expense
Professional services expense
Corporate and administrative expenses
Share of loss of Associate
Earnings before depreciation and amortisation, impairment loss,
finance costs and income tax
Depreciation and amortisation
Impairment loss
Profit / (loss) before finance costs and income tax
Finance costs
Profit / (loss) before income tax
Income tax credit
Net profit / (loss) for the year
Other comprehensive income / (loss), net of income tax
Other comprehensive income
Total comprehensive income / (loss) for the year
Net profit / (loss) attributable to:
Members of the parent entity
Total comprehensive income / (loss) attributable to:
Members of the parent entity
2
2
3(A)
8
3(B)
11
4
3,759
389
4,148
(3,096)
(590)
(514)
(3,570)
(25)
(3,647)
(431)
(10,311)
(14,389)
(48)
(14,437)
289
(14,148)
-
(14,148)
(14,148)
(14,148)
Earnings per share attributable to the ordinary equity holders of
the Company:
Basic earnings per share (cents)
Diluted earnings per share (cents)
20
20
(43.0)
(43.0)
-
21
21
-
-
(4)
(317)
-
(300)
-
-
(300)
-
(300)
-
(300)
-
(300)
(300)
(300)
(9.0)
(9.0)
24 | FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2017
CONSOLIDATED STATEMENT OF FINANCIAL
POSITION AS AT 30 JUNE 2017
NOTES
2017
000'S
$
2016
000'S
$
ASSETS
Current assets
Cash and cash equivalents
Trade and other receivables
Other assets
Total current assets
Non-current assets
Investment accounted for using the equity method
Otherfinancialassets
Property, plant and equipment
Intangible assets
Total non-current assets
TOTAL ASSETS
LIABILITIES
Current liabilities
Trade and other payables
Borrowings
Provisions
Total current liabilities
Non-current liabilities
Deferred tax liability
Total non-current liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
5
6
7
8
9
10
11
12
13
14
15
16
17
18
819
1,348
187
2,354
347
504
220
2,882
3,953
6,307
823
750
341
1,914
864
864
2,778
3,529
297
7
10
314
-
-
-
-
-
314
55
-
-
55
-
-
55
259
140,777
123,626
267
-
(137,515)
(123,367)
3,529
259
FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2017 | 25
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2017
2016
ISSUED
CAPITAL
000'S
$
SHARE OPTION
RESERVE
000'S
$
ACCUMULATED
LOSSES
000'S
$
TOTAL
000'S
$
Balance at 1 July 2015
123,626
3,799
(126,866)
Loss attributable to members of the parent entity
Total comprehensive income for the period
Transactions with owners in their capacity
as owners
Transfers to retained earnings from reserves
-
-
-
-
-
(300)
(300)
(3,799)
3,799
Balance at 30 June 2016
123,626
-
(123,367)
559
(300)
(300)
-
259
2017
ISSUED
CAPITAL
000'S
$
SHARE OPTION
RESERVE
000'S
$
ACCUMULATED
LOSSES
000'S
$
TOTAL
000'S
$
Balance at 1 July 2016
123,626
Loss attributable to members of the parent entity
Total comprehensive income for the period
Transactions with owners in their capacity
as owners
Share based payment transactions
Issue of options
Issue of shares, net of transaction costs
Balance at 30 June 2017
-
-
-
-
17,151
140,777
-
-
-
214
53
-
267
(123,367)
(14,148)
(14,148)
-
-
-
(137,515)
259
(14,148)
(14,148)
214
53
17,151
3,529
26 | FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2017
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2017
CASH FLOWS FROM OPERATING ACTIVITIES:
Receipts from customers
Payments to suppliers and employees
Interestandcostsoffinancepaid
Interest received
Income tax refund
NOTES
2017
000'S
$
2016
000'S
$
3,870
(5,986)
(43)
18
35
11
(308)
-
10
-
Net cash provided by/(used in) operating activities
32
(2,106)
(287)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property, plant and equipment
Acquisitions of subsidiary, net of cash acquired
Purchase of investments
Payment for transaction costs to acquire businesses
Net cash used by investing activities
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from borrowings
Proceeds from issue of new shares
Transaction costs relating to issue of new shares
Loans from related parties
Netcashprovidedbyfinancingactivities
Net increase/(decrease) in cash and cash equivalents held
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of financial year
5
(233)
(10,273)
(75)
(366)
(10,947)
750
14,244
(1,260)
(159)
13,575
522
297
819
-
-
-
-
-
-
-
-
-
-
(287)
584
297
FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2017 | 27
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2017
TABLE OF CONTENTS
NOTE 1:
STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
NOTE 2:
REVENUE
NOTE 3A:
CORPORATE & ADMINISTRATIVE EXPENSES
NOTE 3B:
DEPRECIATION AND AMORTISATION
NOTE 4:
INCOME TAX EXPENSE
NOTE 5:
CASH AND CASH EQUIVALENTS
NOTE 6:
TRADE AND OTHER RECEIVABLES
NOTE 7:
NOTE 8:
NOTE 9:
OTHER ASSETS
INVESTMENT ACCOUNTED FOR USING THE EQUITY METHOD
OTHER FINANCIAL ASSETS
NOTE 10:
PROPERTY, PLANT AND EQUIPMENT
NOTE 11:
INTANGIBLE ASSETS
NOTE 12:
TRADE AND OTHER PAYABLES
NOTE 13:
BORROWINGS
NOTE 14:
PROVISIONS
NOTE 15:
DEFERRED TAX LIABILITY
NOTE 16:
ISSUED CAPITAL
NOTE 17:
RESERVES
NOTE 18:
ACCUMULATED LOSSES
NOTE 19:
DIVIDENDS
NOTE 20:
EARNINGS PER SHARE
NOTE 21:
SHARE-BASED PAYMENTS
NOTE 22:
FINANCIALRISKMANAGEMENT
NOTE 23:
PARENT ENTITY
NOTE 24:
INTERESTS IN SUBSIDIARIES
NOTE 25:
BUSINESS COMBINATION
NOTE 26:
RELATED PARTIES
NOTE 27:
KEYMANAGEMENTPERSONNELDISCLOSURES
NOTE 28:
CONTINGENT LIABILITIES
NOTE 29:
CAPITAL AND LEASING COMMITMENTS
NOTE 30:
SEGMENT INFORMATION
NOTE 31:
AUDITORS' REMUNERATION
NOTE 32:
CASH FLOW INFORMATION
NOTE 33:
EVENTS OCCURRING AFTER THE REPORTING DATE
NOTE 34:
COMPANY DETAILS
Theaccompanyingnotesformpartofthesefinancialstatements.
28 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
29
38
38
38
39
40
40
41
41
43
43
44
46
47
47
48
48
49
49
49
49
50
53
57
58
58
60
61
61
61
62
62
63
64
64
GENERAL INFORMATION
A. GOING CONCERN
Theconsolidatedfinancialstatementsandnotes
represent those of Contango Asset Management Limited
as a Group consisting of Contango Asset Management
Limited and the entities it controlled at the end of, or
during,theyear.Thefinancialstatementsarepresentedin
Australian dollars, which is Contango Asset Management
Limited's functional and presentation currency.
Contango Asset Management is a listed public company
limited by shares, incorporated and domiciled in Australia.
The company changed its name from Tyrian Diagnostics
Limited to Contango Asset Management Limited
(formerly Tyrian Diagnostics Limited) on 29 August 2016.
Thefinancialstatementswereauthorisedforissue,
in accordance with a resolution of Directors, on 29
September 2017.
BASIS OF PREPARATION
Thesegeneralpurposefinancialstatementshavebeen
prepared in accordance with the Corporations Act 2001,
Australian Accounting Standards and Interpretations
of the Australian Accounting Standards Board and
International Financial Reporting Standards as issued by
the International Accounting Standards Board. The Group
isafor-profitentityforfinancialreportingpurposes
under Australian Accounting Standards. Material
accounting policies adopted in the preparation of these
financialstatementsarepresentedbelowandhavebeen
consistently applied unless stated otherwise.
Exceptforcashflowinformation,thefinancialstatements
have been prepared on an accruals basis and are based
onhistoricalcosts,modified,whereapplicable,bythe
measurement at fair value of selected non-current assets,
financialassetsandfinancialliabilities.
NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING
POLICIES
Thefollowingisasummaryofsignificantaccounting
policies adopted by the Group in the preparation of
thefinancialreport.Theaccountingpolicieshavebeen
consistently applied, unless otherwise stated.
During the year ended 30 June 2017 the Group incurred
a loss of $14,148,000 (2016: 300,000). Included in the
year ended 30 June 2017 was one-off costs of $986,000
associated with the business combination and a charge
toProfitandLossof$10,311,000forimpairmentof
intangible assets. The Group also expensed $1,196,000
in share and option based payments. The revenue for the
year ended 30 June 2017 included only revenue from the
entities acquired as part of the business combination
from 29 September 2016 to 30 June 2017.
On 21st August 2017, the Company announced and
finalisedtheplacementof5,555,556sharesat$0.90
each to cornerstone institutional and other sophisticated
investors, raising $5,000,000 in additional capital, of
which $750,000 was used to repay the borrowings at 30
June 2017 (Note 13).
Having regard to the capital raised in the share
placementandcombinedwithforecastedcash-flow
from operations, the directors believe that the Group has
sufficientcashreservestocontinuethegrowthstrategy
commenced in September 2016 for the foreseeable
future, and for at least twelve months from the date of
thisreport.Thefinancialstatementshavethereforebeen
prepared on a going concern basis.
B. PRINCIPLES OF CONSOLIDATION
Theconsolidatedfinancialstatementsincorporateallof
the assets, liabilities and results of the parent Contango
Asset Management Limited and all of the subsidiaries
(including any structured entities). Subsidiaries are
entities the parent controls. The parent controls an entity
when it is exposed to, or has rights to, variable returns
from its involvement with the entity and has the ability to
affect those returns through its power over the entity. A
list of the subsidiaries is provided in Note 24.
The assets, liabilities and results of all subsidiaries are fully
consolidatedintothefinancialstatementsoftheGroup
from the date on which control is obtained by the Group. The
consolidation of a subsidiary is discontinued from the date
that control ceases. Intercompany transactions, balances
and unrealised gains or losses on transactions between
group entities are fully eliminated on consolidation.
Accounting policies of subsidiaries have been changed and
adjustments made where necessary to ensure uniformity of
the accounting policies adopted by the Group.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 29
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 C. BUSINESS COMBINATIONS
Business combinations occur where an acquirer obtains
control over one or more businesses.
A business combination is accounted for by applying the
acquisition method, unless it is a combination involving
entities or businesses under common control. The
business combination will be accounted for from the
date that control is obtained, whereby the fair value of
theidentifiableassetsacquiredandliabilities(including
contingent liabilities) assumed is recognised (subject to
certain limited exemptions).
When measuring the consideration transferred in the
business combination, any asset or liability resulting
from a contingent consideration arrangement is also
included. Subsequent to initial recognition, contingent
considerationclassifiedasequityisnotremeasured
and its subsequent settlement is accounted for within
equity.Contingentconsiderationclassifiedasanasset
or liability is remeasured in each reporting period to
fairvalue,recognisinganychangetofairvalueinprofit
orloss,unlessthechangeinvaluecanbeidentifiedas
existing at acquisition date.
All transaction costs incurred in relation to business
combinations, other than those associated with the issue
ofafinancialinstrument,arerecognisedasexpensesin
profitorlosswhenincurred.
The acquisition of a business may result in the
recognition of goodwill or a gain from a bargain purchase.
Goodwill
Goodwill is carried at cost less accumulated impairment
losses. Goodwill is calculated as the excess of the sum of:
i.
the consideration transferred;
ii. any non-controlling interest (determined under either
the full goodwill or proportionate interest method);
and
iii. the acquisition date fair value of any previously held
equity interest; over the acquisition date fair value of
netidentifiableassetsacquired.
The acquisition date fair value of the consideration
transferred for a business combination plus the
acquisition date fair value of any previously held equity
interest shall form the cost of the investment in the
separatefinancialstatements.
Fair value measurements in any pre-existing equity
holdingsarerecognisedinprofitorlossintheperiod
in which they arise. Where changes in the value of such
equity holdings had previously been recognised in other
comprehensive income, such amounts are recycled to
profitorloss.
Goodwill on acquisition of subsidiaries is included in
intangible assets. Goodwill on acquisition of associates is
included in investments in associates.
Goodwill is tested for impairment annually and is
allocated to the Group's cash-generating units or groups
of cash-generating units, representing the lowest level
at which goodwill is monitored and not larger than an
operating segment. Gains and losses on the disposal of
an entity include the carrying amount of goodwill related
to the entity disposed of.
Changes in the ownership interests in a subsidiary
that do not result in a loss of control are accounted for
as equity transactions and do not affect the carrying
amounts of goodwill.
D. TAX CONSOLIDATION
Contango Asset Management Limited and its wholly
owned subsidiaries are consolidated for tax purposes.
E. INCOME TAX
The income tax expense (income) for the year comprises
current income tax expense (income) and deferred tax
expense (income).
Currentincometaxexpensechargedtoprofitorloss
is the tax payable on taxable income for the current
period. Current tax liabilities (assets) are measured at
the amounts expected to be paid to (recovered from) the
relevant taxation authority using tax rates (and tax laws)
that have been enacted or substantively enacted by the
end of the reporting period.
Deferredincometaxexpensereflectsmovementsin
deferred tax asset and deferred tax liability balances
during the year as well as unused tax losses.
Current and deferred income tax expense (income) is
chargedorcreditedoutsideprofitorlosswhenthetax
relatestoitemsthatarerecognisedoutsideprofitor
loss or arising from a business combination. Except
for business combinations, no deferred income tax is
recognised from the initial recognition of an asset or
liability, where there is no effect on accounting or taxable
profitorloss.
30 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
Deferred tax assets and liabilities are calculated at
the tax rates that are expected to apply to the period
when the asset is realised or the liability is settled and
theirmeasurementalsoreflectsthemannerinwhich
management expects to recover or settle the carrying
amount of the related asset or liability.
Deferred tax assets relating to temporary differences and
unused tax losses are recognised only to the extent that
itisprobablethatfuturetaxableprofitwillbeavailable
againstwhichthebenefitsofthedeferredtaxassetcan
be utilised.
Where temporary differences exist in relation to
investments in subsidiaries, branches, associates,
and joint ventures, deferred tax assets and liabilities
are not recognised where the timing of the reversal
of the temporary difference can be controlled and
it is not probable that the reversal will occur in the
foreseeable future.
Current tax assets and liabilities are offset where
a legally enforceable right of set-off exists and it is
intended that net settlement or simultaneous realisation
and settlement of the respective asset and liability will
occur. Deferred tax assets and liabilities are offset where:
i. a legally enforceable right of set-off exists; and
ii. the deferred tax assets and liabilities relate to
income taxes levied by the same taxation authority
on either the same taxable entity or different taxable
entities where it is intended that net settlement
or simultaneous realisation and settlement of the
respective asset and liability will occur in future
periodsinwhichsignificantamountsofdeferred
tax assets or liabilities are expected to be recovered
or settled.
F. PROPERTY, PLANT AND EQUIPMENT
All classes of property, plant and equipment are
stated at cost less accumulated depreciation and any
accumulated impairment losses. In the event the carrying
amount of property, plant and equipment is greater than
the estimated recoverable amount, the carrying amount
is written down immediately to the estimated recoverable
amountandimpairmentlossesarerecognisedinprofitor
loss. A formal assessment of recoverable amount is made
when impairment indicators are present.
G. DEPRECIATION
Thedepreciableamountsallfixedassetsarecalculated
using the diminishing balance method over their
estimated useful lives commencing from the time the
asset is held ready for use.
The estimated useful life for plant and equipment for the
period is 3 years (2016: 3 years).
H. FINANCIAL INSTRUMENTS
Initial recognition and measurement:
Financialassetsandfinancialliabilitiesarerecognised
when the entity becomes a party to the contractual
provisionstotheinstrument.Forfinancialassets,thisis
equivalent to the date that the entity commits itself to
either the purchase or sale of the asset (i.e. trade date
accounting is adopted).
Financial instruments are initially measured at fair value
plus transaction costs, except where the instrument is
classified“atfairvaluethroughprofitorloss”,inwhich
casetransactioncostsareexpensedtoprofitorloss
immediately.
Classification and subsequent measurement:
Financial instruments are subsequently measured at fair
value, amortised cost using the effective interest method,
or cost.
Amortised cost is calculated as the amount at which the
financialassetorfinancialliabilityismeasuredatinitial
recognition less principal repayments and any reduction
for impairment, and adjusted for any cumulative
amortisation of the difference between that initial
amount and the maturity amount calculated using the
effective interest method.
The effective interest method is used to allocate interest
income or interest expense over the relevant period and is
equivalent to the rate that discounts estimated future cash
payments or receipts (including fees, transaction costs and
other premiums or discounts) over the expected life (or when
this cannot be reliably predicted, the contractual term) of
thefinancialinstrumenttothenetcarryingamountofthe
financialassetorfinancialliability.Revisionstoexpected
futurenetcashflowswillnecessitateanadjustmenttothe
carrying amount with a consequential recognition of an
incomeorexpenseiteminprofitorloss.
Non-derivativefinancialliabilitiesotherthanfinancial
guarantees are subsequently measured at amortised
cost.Gainsorlossesarerecognisedinprofitorloss
throughtheamortisationprocessandwhenthefinancial
liability is derecognised.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 31
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 Afinancialasset(oragroupoffinancialassets)is
deemed to be impaired if, and only if, there is objective
evidence of impairment as a result of one or more events
(a “loss event”) having occurred, which has an impact on
theestimatedfuturecashflowsofthefinancialasset(s).
Inthecaseoffinancialassetscarriedatamortisedcost,
loss events may include: indications that the debtors or
agroupofdebtorsareexperiencingsignificantfinancial
difficulty,defaultordelinquencyininterestorprincipal
payments; indications that they will enter bankruptcy or
otherfinancialreorganisation;andchangesinarrearsor
economic conditions that correlate with defaults.
Forfinancialassetscarriedatamortisedcost(including
loans and receivables), a separate allowance account is
usedtoreducethecarryingamountoffinancialassets
impaired by credit losses. After having taken all possible
measures of recovery, if management establishes
that the carrying amount cannot be recovered by
any means, at that point the written-off amounts are
charged to the allowance account or the carrying
amountofimpairedfinancialassetsisreduceddirectly
if no impairment amount was previously recognised in
the allowance account.
Whenthetermsoffinancialassetsthatwouldotherwise
have been past due or impaired have been renegotiated,
theGrouprecognisestheimpairmentforsuchfinancial
assets by taking into account the original terms as if the
terms have not been renegotiated so that the loss events
that have occurred are duly considered.
Derecognition:
Financial assets are derecognised when the contractual
rightstoreceiptofcashflowsexpireortheassetis
transferred to another party whereby the entity no
longerhasanysignificantcontinuinginvolvementinthe
risksandbenefitsassociatedwiththeasset.Financial
liabilities are derecognised when the related obligations
are discharged, cancelled or have expired. The difference
betweenthecarryingamountofthefinancialliability
extinguished or transferred to another party and the fair
value of consideration paid, including the transfer of non-
cashassetsorliabilitiesassumed,isrecognisedinprofit
or loss.
I. CASH AND CASH EQUIVALENTS
Cash and cash equivalents include cash on hand and at
banks, and short term deposits with an original maturity of
threemonthsorlessheldatcallwithfinancialinstitutions.
J. TRADE AND OTHER RECEIVABLES
Trade receivables, which generally have 30 day terms,
are recognised initially at fair value, less an allowance
for impairment.
Collectability of trade receivables is reviewed on an
ongoing basis. Debts that are known to be uncollectible
arewrittenoffwhenidentified.Anallowancefordoubtful
debts is raised when there is objective evidence that the
Group will not be able to collect the debt.
Objectiveevidenceofimpairmentincludesfinancial
difficultiesofthedebtor,defaultpaymentsordebtsmore
than90daysoverdue.Onconfirmationthatthetrade
receivable will not be collectable an estimated loss of the
gross carrying value of the asset is written off against the
associated provision.
K. INVESTMENT IN JOINT VENTURES
An associate is an entity over which the Group has
significantinfluence.Significantinfluenceisthepowerto
participateinthefinancialandoperatingpolicydecisions
of the investee, but is not control or joint control over
those policies.
A joint venture is a type of joint arrangement whereby the
parties that have joint control of the arrangement have
rights to the net assets of the joint venture. Joint control
is the contractually agreed sharing of control of an
arrangement, which exists only when decisions about the
relevant activities require the unanimous consent of the
parties sharing control.
Theconsiderationsmadeindeterminingsignificant
influenceorjointcontrolaresimilartothosenecessary
to determine control over subsidiaries. The Group’s
investments in its joint venture are accounted for using
the equity method.
Under the equity method, the investment in a joint
venture is initially recognised at cost. The carrying
amount of the investment is adjusted to recognise
changes in the Group’s share of net assets of the joint
venture since the acquisition date. Goodwill relating to
the joint venture is included in the carrying amount of the
investment and is not tested for impairment separately.
ThestatementofprofitorlossreflectstheGroup’s
share of the results of operations of the joint venture.
Any change in other comprehensive income (“OCI”) of
those investees is presented as part of the Group’s other
comprehensive income. Unrealised gains and losses
resulting from transactions between the Group and joint
venture are eliminated to the extent of the interest in the
joint venture.
32 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
Thefinancialstatementsoftheassociateorjointventure
are prepared for the same reporting period as the Group.
When necessary, adjustments are made to bring the
accounting policies in line with those of the Group.
After application of the equity method, the Group
determines whether it is necessary to recognise an
impairment loss on its investment in its joint venture. At
each reporting date, the Group determines whether there is
objective evidence that the investment in the joint venture
is impaired. If there is such evidence, the Group calculates
the amount of impairment as the difference between the
recoverable amount of joint venture and its carrying value,
andthenrecognisesthelossinprofitorloss.
L. IMPAIRMENT OF ASSETS
Goodwillandotherassetsthathaveanindefinite
useful life are not amortised but are tested annually for
impairment in accordance with AASB 136 'Impairment of
Assets'. The depreciable amount of intangible assets with
afinitelifeisamortisedoveritsusefullife.Assetssubject
to annual depreciation or amortisation are reviewed for
impairment whenever events or circumstances arise
that indicate that the carrying amount of the asset may
be impaired.
An impairment loss is recognised where the carrying
amount of the asset exceeds its recoverable amount. The
recoverableamountofanassetisdefinedasthehigher
of its fair value less costs to sell and value in use.
For the purposes of impairment, assets are grouped
at the lowest level for which there are separately
identifiablecashflows(cashgeneratingunits).
M. REVENUE RECOGNITION
Revenue is recognised and measured at the fair value of
the consideration received or receivable to the extent it
isprobablethattheeconomicbenefitswillflowtothe
Group and the revenue can be reliably measured.
Thefollowingspecificrecognitioncriteriamustalsobe
met before revenue is recognised:
i. Rendering of services
Management fee revenue is recognised upon delivery
of the service to the customer.
ii. Interest revenue
Interest revenue is recognised when it becomes
receivable on a proportional basis taking into account
theinterestratesapplicabletothefinancialassets.
All revenue is stated net of the amount of goods and
services tax (GST).
N. GOODS AND SERVICES TAX (GST)
Revenue, expenses and assets are recognised net of the
amount of goods and services tax (GST), except where
the amount of GST incurred is not recoverable from the
AustralianTaxationOffice(ATO).Inthesecircumstances
the GST is recognised as part of the acquisition of the
asset or as part of an item of expense.
Receivablesandpayablesinthestatementoffinancial
position are shown inclusive of GST.
Cashflowsarepresentedintheconsolidatedstatement
ofcashflowsonagrossbasis,exceptfortheGST
componentofinvestingandfinancingactivities,which
aredisclosedasoperatingcashflows.
O. EMPLOYEE BENEFITS
Employeebenefitobligationsarepresentedascurrent
liabilitiesinthestatementoffinancialpositionifthe
entity does not have an unconditional right to defer
settlement for at least twelve months after the reporting
date, regardless of when the actual settlement is
expected to occur.
i. Short-term employee benefit obligations
Liabilities arising in respect of wages and salaries,
annualleave,andanyotheremployeebenefits
expected to be settled within twelve months of
the reporting date are measured at the amounts
based on remuneration rates which are expected
to be paid when the liability is settled. The expected
costofshort-termemployeebenefitsintheform
of compensated absences such as annual leave is
recognisedintheprovisionforemployeebenefits.All
othershort-termemployeebenefitobligationsare
presented as provisions.
ii. Long-term employee benefit obligations
Theprovisionforemployeebenefitsinrespectof
long service leave and annual leave which, are not
expected to be settled within twelve months of the
reporting date, are measured at the present value
oftheestimatedfuturecashoutflowtobemadein
respect of services provided by employees up to the
reporting date.
iii. Bonus plan
The consolidated entity recognises a provision when
a bonus is payable in accordance with the employee’s
contract of employment, and the amount can be
reliably measured.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 33
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 P. TRADE AND OTHER PAYABLES
T. SHARE BASED PAYMENTS
Trade payables and other payables represent liabilities
for goods and services provided to the Group prior to
the end of the period that are unpaid and arise when
the Group becomes obliged to make future payments in
respect of the purchase of these goods and services. The
amounts are unsecured and are usually paid within 7– 60
days of recognition.
Q. PROVISIONS
Provisions are recognised when the consolidated entity
has a legal or constructive obligation, as a result of
pastevents,forwhichitisprobablethatanoutflowof
economicbenefitswillresultandthatoutflowcanbe
reliably measured.
R. BORROWINGS
All loans and borrowings are initially recognised at the
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 effective interest
method.Borrowingsareclassifiedascurrentliabilities
unless the Group has an unconditional right to defer
settlement of the liability for at least 12 months after the
statementoffinancialpositiondate.
S. LEASES
The determination of whether an arrangement is
or contains a lease is based on the substance of an
arrangement and requires an assessment of whether the
fulfilmentofthearrangementisdependentontheuseof
aspecificassetorassetsandthearrangementconveysa
right to use the asset.
Finance leases, which transfer to the Group substantially
alltherisksandbenefitsincidentaltoownershipofthe
leased item, are capitalised at the inception of the lease
at the fair value of the leased property or, if lower, at the
present value of the minimum lease payments. Lease
paymentsareapportionedbetweenfinancechargesand
reduction of the lease liability so as to achieve a constant
rate of interest on the remaining balance of the liability.
Financechargesarerecognisedasanexpenseinprofitor
loss.Therewerenofinanceleasesduringtheyear.
Operating lease payments are recognised as an expense
inprofitandlossonastraight-linebasisoverthelease
term.Leaseincentivesarerecognisedinprofitorlossas
an integral part of the total lease expense.
Theconsolidatedentityprovidesbenefitstoits
employees in the form of share-based payments, whereby
employees render services in exchange for shares or
rights over shares (equity-settled transactions). The cost
of these equity-settled transactions with employees is
measured by reference to the fair value of the equity
instrument at the date at which they are granted. The fair
value of the equity to which employees become entitled
is measured at grant date and recognised as an expense
over the vesting period, with a corresponding increase to
an equity account. The fair value of shares is measured
at the market bid price at grant date. The fair value of
shares issued where the shares are treated as an option
is determined using the Black Scholes valuation model. In
respect of share-based payments that are dependent on
the satisfaction of performance conditions, the number of
shares expected to vest is reviewed and adjusted at each
reporting date
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
conditionsarefulfilled(thevestingperiod),endingon
the date on which the relevant employees become fully
entitled to the award (the vesting date). The amount
recognised for services received as consideration for
theseequityinstrumentsgrantedisadjustedtoreflect
the best estimate of the number of equity instruments
that eventually vest.
U. SHARE CAPITAL
Ordinarysharesareclassifiedasequity.Incremental
costs directly attributable to the issue of new shares or
options are shown in equity as a deduction, net of tax,
from the proceeds.
V. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
The directors evaluate estimates and judgements
incorporatedintothefinancialstatementsbased
on historical knowledge and best available current
information. Estimates assume a reasonable expectation
of future events and are based on current trends and
economic data, obtained both externally and within
the Group:
34 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
i.
Income tax
Incometaxbenefitsarebasedontheassumptionthatno
adverse change will occur in the income tax legislation
andtheanticipationthatthegroupwillderivesufficient
futureassessableincometoenablethebenefittobe
realised and comply with the conditions of deductibility
imposed by the law.
ii. Impairment of goodwill
Goodwill is allocated to cash generating units (CGU's)
according to applicable business operations. The
recoverable amount of a CGU is based on value in
use calculations.
iii. Customer relationships
The key changes that may affect the Group on initial
applicationincludecertainsimplificationstothe
classificationoffinancialassets,simplificationsto
the accounting of embedded derivatives, upfront
accounting for expected credit loss, and the irrevocable
election to recognise gains and losses on investments
in equity instruments that are not held for trading in
other comprehensive income. AASB 9 also introduces
a new model for hedge accounting that will allow
greaterflexibilityintheabilitytohedgerisk,particularly
withrespecttohedgesofnon-financialitems.Should
the entity elect to change its hedge policies in line
with the new hedge accounting requirements of the
Standard, the application of such accounting would be
largely prospective.
The useful life of customer relationships is estimated by
management to be the expected period from which the
Groupisexpectedtoderivebenefitsfromthisasset.
The directors anticipate that the adoption of AASB
9willnothaveasignificantimpactontheGroup’s
financialinstruments.
W. COMPARATIVE FIGURES
When necessary, comparative information has been
reclassifiedandrepositionedforconsistencywithcurrent
year disclosures.
X. ROUNDING OF AMOUNTS
Theamountsintheconsolidatedfinancialstatements
and directors’ report have been rounded to the nearest
$1,000 (where rounding is applicable) where noted ($’000)
under the option available to the Company under ASIC
Corporations (Rounding in Financial/Directors’ Reports)
Instrument 2016/191. The Company is an entity to which
this legislative instrument applies.
Y. ACCOUNTING STANDARDS ISSUED BUT NOT YET
EFFECTIVE AT 30 JUNE 2017
Accounting Standards issued by the AASB that are
not yet mandatorily applicable to the Group, together
with an assessment of the potential impact of such
pronouncements on the Group when adopted in future
periods, are discussed below:
AASB 9: Financial Instruments and associated Amending
Standards (applicable to annual reporting periods
beginning on or after 1 January 2018).
The Standard will be applicable retrospectively (subject
to the provisions on hedge accounting outlined below) and
includesrevisedrequirementsfortheclassificationand
measurementoffinancialinstruments,revisedrecognition
andderecognitionrequirementsforfinancialinstruments
andsimplifiedrequirementsforhedgeaccounting.
AASB 15: Revenue from Contracts with Customers
(applicable to annual reporting periods beginning on
or after 1 January 2018, as deferred by AASB 2015-8:
Amendments to Australian Accounting Standards –
Effective Date of AASB 15).
When effective, this Standard will replace the current
accounting requirements applicable to revenue with
a single, principles-based model. Except for a limited
number of exceptions, including leases, the new revenue
model in AASB 15 will apply to all contracts with
customers as well as non-monetary exchanges between
entities in the same line of business to facilitate sales to
customers and potential customers.
The core principle of the Standard is that an entity will
recognise revenue to depict the transfer of promised goods
orservicestocustomersinanamountthatreflectsthe
consideration to which the entity expects to be entitled in
exchange for the goods or services. To achieve this objective,
AASB15providesthefollowingfive-stepprocess:
•
•
identify the contract(s) with a customer;
identify the performance obligations in the contract(s);
• determine the transaction price;
• allocate the transaction price to the performance
obligations in the contract(s); and
• recognise revenue when (or as) the performance
obligationsaresatisfied.Thetransitionalprovisionsof
this Standard permit an entity to either:
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 35
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 The transitional provisions of this Standard permit an
entity to either:
• restate the contracts that existed in each prior period
presented per AASB 108: Accounting Policies, Changes
in Accounting Estimates and Errors (subject to certain
practical expedients in AASB 15);
• or recognise the cumulative effect of retrospective
application to incomplete contracts on the date of
initial application. There are also enhanced disclosure
requirements regarding revenue.
There are also enhanced disclosure requirements.
Although the directors anticipate that the adoption of
AASB15mayhaveanimpactontheGroup’sfinancial
statements, it is impracticable at this stage to provide a
reasonable estimate of such impact.
AASB 16: Leases (applicable to annual reporting periods
beginning on or after 1 January 2019).
When effective, this Standard will replace the current
accounting requirements applicable to leases in
AASB 117: Leases and related Interpretations. AASB
16 introduces a single lessee accounting model that
eliminatestherequirementforleasestobeclassifiedas
operatingorfinanceleases.
The main changes introduced by the new Standard include:
• recognition of a right-to-use asset and liability
for all leases (excluding short-term leases with
less than 12 months of tenure and leases relating
to low-value assets);
• depreciation of right-to-use assets in line with
AASB 116: Property, Plant and Equipmentinprofit
or loss and unwinding of the liability in principal and
interest components;
• variable lease payments that depend on an index
or a rate are included in the initial measurement
of the lease liability using the index or rate at the
commencement date;
• by applying a practical expedient, a lessee is permitted
to elect not to separate non-lease components and
instead account for all components as a lease; and
• additional disclosure requirements.
The transitional provisions of AASB 16 allow a lessee to either
retrospectively apply the Standard to comparatives in line
with AASB 108: Accounting Policies, Changes in Accounting
Estimates and Errors or recognise the cumulative effect of
retrospective application as an adjustment to opening equity
on the date of initial application.
Although the directors anticipate that the adoption of
AASB16willimpacttheGroup'sfinancialstatements,
it is impracticable at this stage to provide a reasonable
estimate of such impact.
AASB 2014-10: Amendments to Australian Accounting
Standards – Sale or Contribution of Assets between an
Investor and its Associate or Joint Venture (applicable to
annual reporting periods beginning on or after 1 January
2018).
This Standard amends AASB 10: Consolidated Financial
Statements with regards to a parent losing control over a
subsidiarythatisnota“business”asdefinedinAASB3to
an associate or joint venture, and requires that:
• a gain or loss (including any amounts in other
comprehensive income (OCI)) be recognised only to
the extent of the unrelated investor’s interest in that
associate or joint venture;
• the remaining gain or loss be eliminated against the
carrying amount of the investment in that associate or
joint venture; and
• any gain or loss from remeasuring the remaining
investment in the former subsidiary at fair value also
be recognised only to the extent of the unrelated
investor’s interest in the associate or joint venture. The
remaining gain or loss should be eliminated against
the carrying amount of the remaining investment.
The application of AASB 2014-10 will result in a change
in accounting policies for transactions of loss of control
over subsidiaries (involving an associate or joint venture)
that are businesses per AASB 3 for which gains or losses
were previously recognised only to the extent of the
unrelated investor’s interest.
The transitional provisions require that the Standard
should be applied prospectively to sales or contributions
of subsidiaries to associates or joint ventures occurring
on or after 1 January 2018. Although the directors
anticipate that the adoption of AASB 2014-10 may
haveanimpactontheGroup’sfinancialstatements,it
is impracticable at this stage to provide a reasonable
estimate of such impact.
AASB 2014-1: Amendments to Australian Accounting
Standards (Part E) (applicable to annual reporting periods
beginning on or after 1 January 2018).
Part E of this Standard defers the application date of
AASB 9: Financial Instruments (December 2010) to annual
reporting periods beginning on or after 1 January 2018.
This part also makes consequential amendments to
36 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
This standard amends AASB 140: Investment Property to
clarify that a change in use of a property is evidenced only
by acts indicating actual change in use and not merely
due to change in management intentions.
This standard also amends AASB 128: Investments in
Associates and Joint Ventures to provide that the election
to measure investment in an associate or joint venture
that is held through venture capital organisations or a
mutual fund, unit trust and similar entities including
investment linked insurance funds at fair value through
profitorloss,shouldbemadeatthetimeofinitial
recognition of the investment in associate or joint
venture. Similarly, the election by an entity that is not an
investment entity to retain fair value measurements used
by its investment entity associate or joint venture for its
subsidiaries, has to be made at the later of:
• the date of initial recognition of the associate or
joint venture;
• date when the investment entity associate or joint
venture becomes a parent; and
• date when the associate or joint venture becomes an
investment entity.
The above amendments are required to be retrospectively
applied in accordance with AASB 108: Accounting Policies,
Changes in Accounting Estimates and Errors. This standard
isnotexpectedtoimpacttheGroup’sfinancialstatements.
hedge accounting disclosures set out in AASB 7: Financial
Instruments: Disclosures, and to AASB 132: Financial
Instruments: Presentation to permit irrevocable designation
of “own use contracts” as measured at fair value through
profitorlossifthedesignationeliminatesorsignificantly
reduces an accounting mismatch. This standard is not
expectedtoimpacttheGroup'sfinancialstatements.
AASB 2016-1: Amendments to Australian Accounting
Standards – Recognition of Deferred Tax Assets for
Unrealised Losses (applicable for reporting periods
beginning on or after 1 January 2017).
Thisstandardclarifiesthatdeferredtaxassetrecognition
on unrealised losses arising from assets measured at fair
valueinthefinancialstatementsshouldcarriedoutafter
taking into account any restrictions imposed under tax
lawsonthesourceoftaxableprofitsagainstwhichthe
deductible temporary differences can be offset. Further
thefuturetaxableprofitsshouldnotincludeanyamounts
that are reversal of the deductible temporary differences.
AASB 2016-1 is not expected to impact the Group’s
financialstatementssincethedirectorsbelievethat
the Group’s accounting policy for deferred tax asset in
relation to assets measured at fair value is already in
compliance with the standard.
AASB 2016-5: Amendments to Australian Accounting
Standards – Classification and Measurement of Share-
based Payment Transactions (applicable from 1st
January 2018).
This standard provides guidance on treatment of vesting
conditions in a cash-settled share based payment
arrangement that are similar to what has been prescribed
for equity settled share based payment arrangements.
Italsoclarifiesthat,subjecttocertainexceptions,share
based payment transactions with net-settlement feature on
accountofwithholdingtaxobligationsshouldbeclassified
in entirety as equity settled share based payment.
Since the Group does not have a policy of cash-settled
share based awards or net-settlement features in equity
settled plans, this standard is not expected to impact the
Group’sfinancialstatements.
AASB 2017-1: Amendments to Australian Accounting
Standards – Transfers of Investment Property, Annual
Improvements 2014-2016 Cycle and Other Amendments
(applicable to annual reporting periods beginning on or
after 1 January 2018) For NFPs the date of applicability of
this standard is 1 January 2019.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 37
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 NOTE 2: REVENUE
Revenue
Management Fees
Other income
Interest received
Services Charges
Royalty income
Gain on investments
Total Other Income
2017
000'S
$
2016
000'S
$
3,759
18
358
12
1
389
NOTES
2017
000'S
$
2016
000'S
$
NOTE 3:
A. CORPORATE & ADMINISTRATIVE EXPENSES
Advertising
Accounting, audit, acquisition and relisting costs
Other
Insurance
IT expenses
Office&communicationcosts
Travel & accommodation
Share based payments
Total corporate & administrative expenses
B. DEPRECIATION AND AMORTISATION
Depreciation – property, plant and equipment
Amortisation – customer relationships
Total corporate & administrative expenses
214
1,353
191
97
80
54
385
1,196
3,570
20
411
431
10
11
38 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
-
10
-
11
-
21
317
-
-
-
-
-
-
-
317
-
-
-
NOTE 4: INCOME TAX EXPENSE
A. THE MAJOR COMPONENTS OF TAX EXPENSE COMPRISE:
Current Tax
Derecognition of Deferred Tax liabilities
B. NUMERICAL RECONCILIATION OF INCOME TAX EXPENSE TO PRIMA
FACIE TAX PAYABLE:
Loss before income tax expense
Primafacieincometaxbenefitatthestatutoryrateof27.5%
Effect of amounts which are non-deductible/assessable in calculating taxable income
Impairment of Goodwill
Impairment of Customer Lists
Share based Payments
Employee equity based incentive plans
Capital raising costs
Derecognition of Deferred Tax Loss on Customer Relationships
Tax losses not recognised as Deferred Tax assets
Income(expense)/benefitreportedintheConsolidatedStatementofOther
Comprehensive Income
2017
000'S
$
2016
000'S
$
-
289
(14,437)
3,970
(2,684)
(151)
(314)
(59)
85
289
(847)
289
-
-
(300)
90
-
-
-
-
-
-
(90)
-
C. DEFERRED TAX LIABILITY
The amount of Deferred Tax Liability recognised in the Consolidated Statement of Financial Position relates to the
recognition of Customer Relationships acquired of $2,882,000 net of amortisation and write downs.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 39
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998
D. TAX LOSSES
Unused tax losses for which no deferred tax asset has been recognised:
Potentialtaxbenefit27.5%
469
33,207
2017
000'S
$
2016
000'S
$
All unused tax losses disclosed above were incurred by Australian entities.
A tax asset will not be recognised until it becomes probable that the tax consolidated
groupwillobtainthebenefitoftheselosses,because:
i.
itderivesfutureassessableincomeofanatureandofanamountsufficient
toenablethebenefitfromthedeductionforthelossestoberealised,or
ii.
the losses are transferred to an eligible entity, and
iii. the tax consolidated group continues to comply with the conditions for
deductibility imposed by tax legislation, and there are no tax legislation
changes that adversely affect the ability of the consolidated tax entity to
realisethebenefitfromthedeductionsforthelosses.
NOTE 5: CASH AND CASH EQUIVALENTS
Bank balances
Short-term deposits
NOTE 6: TRADE AND OTHER RECEIVABLES
CURRENT
Trade receivables
Sundry debtors
GST receivable
Total current trade and other receivables
The ageing of trade receivables as at 30 June 2017 is less than 30 days. There are no
trade receivables which are past due and impaired as at 30 June 2017.
2017
000'S
$
2016
000'S
$
819
-
819
2017
000'S
$
2016
000'S
$
1,257
45
46
1,348
77
220
297
-
-
7
7
40 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 7: OTHER ASSETS
CURRENT
Prepayments
Accrued income
2017
000'S
$
2016
000'S
$
110
77
187
10
-
10
PRINCIPAL PLACE
OF BUSINESS
/ COUNTRY OF
INCORPORATION
PERCENTAGE
INTEREST (%)
2017
PERCENTAGE
INTEREST (%)
2016
NOTE 8: INVESTMENT ACCOUNTED FOR USING THE
EQUITY METHOD
Joint Venture:
Switzer Asset Management Limited
Australia
46.25
TheGrouphasa46.25%interestinSwitzerAsset
Management Limited (ACN: 123 611 978). The Group’s interest
in Switzer Asset Management Limited is accounted for using
theequitymethodintheconsolidatedfinancialstatements.
SUMMARISED STATEMENT OF FINANCIAL POSITION OF SWITZER ASSET
MANAGEMENT LIMITED:
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Equity
Group's share of equity
2017
000'S
$
2016
000'S
$
623
30
(79)
(319)
255
118
-
-
-
-
-
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 41
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998
SUMMARISED STATEMENT OF COMPREHENSIVE INCOME OF SWITZER
ASSET MANAGEMENT LIMITED:
Revenue
Administration expenses
Profit/(loss) before tax
Income tax expense
Profit/(loss) for the period (continuing operations)
Total comprehensive income for the period (continuing operations)
Group's share of profit/(loss) for the period
2017
000'S
$
2016
000'S
$
446
(522)
(76)
22
(54)
(54)
(25)
-
-
-
-
-
-
-
The associate entity had no contingent liabilities or capital commitments as at 30 June 2017.
TheGroupiscommittedtomakeafinalinstalmenttocompletetheacquisitionofSwitzerAssetManagementLimited.
Duringtheyearaninstalmentfor$53,000wasmadeinFebruary2017withthefinalinstalmentdueinJanuary2018for
$53,000.
The loss of $(54,000) in Switzer Asset Management Limited contained one off costs of $118,000 (2016: $nil) associated
with the development of the exchange traded product (“ETP”).
At 30 June 2017, the Group reduced the value of its investment in Switzer Asset Management Limited by its share of the
joint venture’s loss of $25,787. This reduced the value of the investment to $347,000.
Opening balance at 1st July 2016
Amounts acquired as part of business combination
Amounts invested during the year
Share of losses during the year
Closing balance at 30th June 2017
000'S
$
-
372
-
(25)
347
The Group performs its annual impairment test at year end of its interest in Switzer Asset Management Limited
and when circumstances indicate the carrying value may be impaired. The Group’s impairment test for its interest
inthejointventureassumesthatsaleswillincreaseby85%inthe2018yearasaresultofanincreaseinfunds
undermanagementandcostswillreduceby25%asaresultoftheone-offcostsbeingincurredinthe2017forthe
development of the ETP.
42 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 9: OTHER FINANCIAL ASSETS
NON-CURRENT
Otherfinancialasset1
Loan to Switzer Asset Management Limited (Note 26)
2017
000'S
$
2016
000'S
$
345
159
504
1Otherfinancialassetsareinterestbearingdepositssupportingbankguaranteesforoperatingleasesandarerefundedupon
termination of the lease contract
NOTE 10: PROPERTY, PLANT AND EQUIPMENT
Furniture, fixtures and fittings
At cost
Accumulated depreciation
Totalfurniture,fixturesandfittings
Computer equipment
At cost
Accumulated depreciation
Total computer equipment
Total property, plant and equipment
2017
000'S
$
2016
000'S
$
187
(9)
178
46
(4)
42
220
-
-
-
-
-
-
-
-
-
-
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 43
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 MOVEMENTS IN CARRYING AMOUNTS OF PROPERTY, PLANT AND EQUIPMENT
Movement in the carrying amounts for each class of property, plant and equipment between the beginning and the end
ofthecurrentfinancialyear:
2016
Opening balance at 1 July 2015
Additions
Disposals – written down value
Depreciation expense
Closing balance at 30 June 2016
2017
Opening balance at 1 July 2016
Additions
Disposals – written down value
Depreciation expense
Closing balance at 30 June 2017
NOTE 11: INTANGIBLE ASSETS
Goodwill
Accumulated impairment loss
Customer Relationships
Accumulated amortisation
Accumulated impairment loss
Total Intangibles
FURNITURE,
FIXTURES AND
FITTINGS
000'S
$
COMPUTER
EQUIPMENT
000'S
$
TOTAL
000'S
$
-
-
-
-
-
-
208
(19)
(11)
178
25
25
NOTES
-
-
-
-
-
-
66
(15)
(9)
42
2017
000'S
$
2016
000'S
$
9,760
(9,760)
-
3,844
(411)
(551)
2,882
2,882
-
-
-
-
-
-
274
(34)
(20)
220
-
-
-
-
-
-
-
-
44 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
A. MOVEMENTS IN CARRYING AMOUNTS OF INTANGIBLE ASSETS
GOODWILL
000’S
$
CUSTOMER
RELATIONSHIPS
000’S
$
TOTAL
000’S
$
-
9,760
-
(9,760)
-
-
3,844
(411)
(551)
2,882
-
13,604
(411)
(10,311)
2,882
Opening value at 1 July 2016
Additions through business combinations
Amortisation charge
Impairment loss
Closing value at 30 June 2017
B. IMPAIRMENT TESTING
The Group performs its annual impairment test at 30 June 2017 and when circumstances indicate the carrying value may
be impaired. The Group’s impairment test for goodwill and customer relationships is based on value-in-use calculations.
Keyassumptionsusedin“valueinuse”calculationsandsensitivitytochangesinassumptionsaresetoutbelow.The
calculation of value in use for the Group is most sensitive to the following assumptions:
• Value of funds under management
• Management fee rates
• Employment costs
• Growthrateestimatesareusedtoextrapolatecashflowsbeyondtheforecastperiod
Value of funds under management – The value of funds under management is the key determinant in the level of
revenue received as management fees for the management of those funds. The value of funds under management is
forecast to increase over the forecast period.
Management fee rates – The level of management fee rates for the forecast period has been estimated to be
consistent with historical and industry norms.
Employmentcosts–AsignificantcosttotheGroupisemploymentcosts.Overtheforecastperiodemploymentcosts
are estimated to increase as stated below.
Discountrates-DiscountratesrepresentthecurrentmarketassessmentoftherisksspecifictotheGroupandthe
time value of money.
TheGroupusedthecash-generatingunit’svalue-in-usetodeterminetherecoverableamount.Theprojectedcashflow
has been done using the following key assumptions:
Revenue increase
Employment cost increase
Other costs increase
YEAR 1
YEAR 2
YEAR 3
YEAR 4
YEAR 5
10%
0%
5%
20%
0%
5%
11%
5%
5%
9%
5%
5%
9%
5%
5%
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 45
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 Apre-taxdiscountrateof15%wasappliedinthevalueinusecalculation.Cashflowsbeyondthefive-yearperiodhave
beenextrapolatedusinga2.5%growthrate.Asaresultoftheanalysis,theGroupidentifiedanimpairmentforthe
Group’s goodwill of $9,760,000.
Customer relationships represents the value of relationships with customers existing at the date of acquisition of the
Contango business – refer note 25. The value at acquisition date was determined using the net present value of the
expectedEBITDAmargin(20%)fromestimatedfuturerevenuesadjustedforanappropriateattritionrate.Thediscount
factorsusedrangedfrom8.5%to11.5%aftertax.
The intangible asset is amortised over its expected useful life ranging from 7 to 12 years. Since acquisition date there
have been some customers move their funds away from the Group, and as a result an impairment adjustment of
$551,000hasbeenrecordedinprofitandloss.
The sensitivity within the valuation depends primarily on the expected revenues achieved over time. In the event that
revenue varies the following impairments to the carrying value of customer relationships would need to be considered.
Change in Revenues
2%
5%
10%
Impairment expense that would be recognised
$57,600
$144,100
$288,200
NOTE 12: TRADE AND OTHER PAYABLES
CURRENT
GST payable
Accrued expenses
Trade payables
Interest payable on short term loan
Other payable
Total Trade and Other Payables
RefertoNote22forfurtherinformationonfinancialriskmanagement.
2017
000'S
$
2016
000'S
$
49
360
355
10
49
823
-
13
42
-
-
55
46 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 13: BORROWINGS
CURRENT
Other unsecured loans
Total current borrowings
Summary of borrowing arrangements
2017
000'S
$
2016
000'S
$
750
750
BorrowingsconsistofanunsecuredloanrepayableinJuly2017ataninterestrateof5.25%.Subsequenttoyearend,theloan
repayable date was extended to December 2017 and the loan was repaid on 5 September 2017.
NOTE 14: PROVISIONS
CURRENT
Annual Leave
Long Service Leave
MOVEMENT IN CARRYING AMOUNTS
Opening balance at 1 July 2015
Additional provisions
Provisions used
Closing balance at 30 June 2016
Additional provisions
Provisions used
Closing balance at 30 June 2017
2017
000'S
$
2016
000'S
$
204
137
341
EMPLOYEE
BENEFITS
000'S
$
-
-
-
-
-
-
-
-
-
341
-
341
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 47
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998
NOTE 15: DEFERRED TAX LIABILITY
Deferred tax liability on customer relationships consists of:
Acquired during the year (Note 25)
Reduction through impairment and amortisation (Note 11)
Closing balance at the end of the reporting period
NOTE 16: ISSUED CAPITAL
42,265,500 (2016: 1,022,027,092) Ordinary Shares
Total
MOVEMENTS IN ORDINARY SHARES CAPITAL
Opening Balance - 1 July 2016
Details
2017
000'S
$
2016
000'S
$
1,153
(289)
864
-
-
-
2017
000'S
$
2016
000'S
$
140,777
140,777
123,626
123,626
NUMBER OF
SHARES
000'S
$
000'S
$
1,022,027,092
123,626
Effect of Share consolidation 300 for 1, (25 August 2016)
(1,018,619,891)
Capital raising net of transaction costs (26 September 2016)
Issue of shares
Employee share incentive plan
Employee loan share plan
At the end of the reporting period
EMPLOYEE SHARE PLANS:
28,643,300
2,506,094
2,003,301
5,705,604
-
15,648
1,503
-
-
42,265,500
140,777
The shares issued under the Employee Share Incentive Plan and Employee Loan Share Plan have been treated as
options under Australian Accounting Standards. The fair value of the equity to which employees become entitled
is measured at grant date and recognised as an expense over the vesting period, with a corresponding increase to
the reserve account, refer to the Consolidated Statement of Changes in Equity. The fair value of any shares issued
are measured at the market bid price at grant date. In respect of share-based payments that are dependent on the
satisfaction of performance conditions, the number of shares expected to vest is reviewed and adjusted at each
reporting date. The amount recognised for services received as consideration for these equity instruments granted is
adjustedtoreflectthebestestimateofthenumberofequityinstrumentsthateventuallyvest.
48 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 17: RESERVES
Share option reserve
Opening Balance
Recognition of share-based payments
Issue of share options
Total reserves
2017
000'S
$
2016
000'S
$
-
214
53
267
267
-
-
-
-
Theshareoptionreserveisusedtorecognisethevalueofequitybenefitsprovidedtoemployeesanddirectorsaspart
of their remuneration, and other parties as part of their compensation for services.
NOTE 18: ACCUMULATED LOSSES
Opening balance
Net loss attributable to the shareholders
Accumulated losses at end of the year
NOTE 19: DIVIDENDS
2017
000'S
$
2016
000'S
$
(123,367)
(14,148)
(137,515)
(123,067)
(300)
(123,367)
Nodividendhasbeendeclaredorpaidinrespecttothefinancialyearended30June2017(2016:$nil).
NOTE 20: EARNINGS PER SHARE
BasicEPSiscalculatedbydividingtheprofitorlossfortheperiodattributabletoordinaryequityholdersofthe
Company by the weighted average number of ordinary shares outstanding during the period.
DilutedEPSiscalculatedbydividingtheprofitorlossattributabletoordinaryequityholdersoftheCompanybythe
weighted average number of ordinary shares outstanding during the period plus the weighted average number of
ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares.
Basic earnings (loss) per share
Total loss per share attributable to the ordinary equity holders of the company
Dilutive earnings (loss) per share
Total loss per share attributable to the ordinary equity holders of the company
(43.0)
(43.0)
(9.0)
(9.0)
2017
CENTS
2016
CENTS
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 49
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 ThefollowingtablereflectstheincomeandsharedatausedinthebasicanddilutedEPScomputations:
2017
000'S
$
2016
000'S
$
(A) RECONCILIATION OF EARNINGS TO PROFIT OR LOSS FROM
CONTINUING OPERATIONS
Basic earnings per share
Loss attributable to the ordinary equity holders of the company used in calculating
basic loss per share
(14,148)
(300)
Diluted earnings per share
Loss attributable to the ordinary equity holders of the company used in calculating
diluted loss per share
(14,148)
(300)
(B) EARNINGS USED TO CALCULATE OVERALL EARNINGS PER SHARE
Earnings used to calculate overall earnings per share
(14,148)
(300)
2017
NO.
2016
NO.
(C) WEIGHTED AVERAGE NUMBER OF SHARES USED AS THE
DENOMINATOR IN CALCULATION OF EARNINGS PER SHARE
Weighted average number of ordinary shares used in calculating basic earnings per share
32,896,924
1,022,027,092
Options have not been included in the calculation of diluted earnings per share because they are considered to be
antidilutive for the year ended 30 June 2017. These options could potentially dilute basic earnings per share in future
periods. Shares issued under the ESIP and ELSP have been included in the calculation of ordinary and diluted earnings
per share.
NOTE 21: SHARE-BASED PAYMENTS
In September 2016, 1,906,094 shares were issued to Directors (George Boubouras, Charles Aitken, Martin Switzer), Paul
Rickard and associates (but not related parties) of Martin Switzer. The shares were valued at $0.60 per share, being the
offer price under the prospectus issued during the year, resulting in an expense of $1,144,000 being recorded during
the period.
4,396,107shareswerealsoissuedtoPacificPointPartnersLimitedinsatisfactionofapre-acquisitionloan
of$2,600,000 and interest of $37,664. The shares were valued at $0.60 per share, being the offer price under the
prospectus issued during the year. These shares were included in the total shares issued under the prospectus of
28,643,300 shares.
InSeptember2016,345,000shareoptionsweregrantedtoPacificPointPartnersLimitedinpartialconsideration
of providing a loan to assist in the acquisition of Contango. The Options have an exercise price of $0.60 each and are
exercisableatanytimeaftertheoneyearanniversaryofthedateofgrantuntilthefifthyearanniversaryofthedateofgrant.
50 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
The fair value at grant date is estimated using a Black-Scholes pricing model, taking into account the terms and
conditions upon which the options were granted. The fair value of options was estimated on the date of grant using the
following assumptions:
Exercise price
Dividendyield(%)
ExpectedVolatility(%)
Riskfreeinterestrate(%)
Fair value per option
$0.60
0.00
25.00
1.70
$0.1527
For the year ended 30 June 2017, the Group has recognised $52,681 of share-based payment expense in regards to the
optionsgrantedtoPacificPointPartnersLimitedintheprofitorloss.
GRANT DATE
EXPIRY DATE
EXERCISE
PRICE
START OF THE
YEAR
GRANTED
DURING THE
YEAR
FORFEITED
DURING THE
YEAR
BALANCE AT
THE END OF
THE YEAR
VESTED AND
EXERCISABLE
AT THE END OF
THE YEAR
26/09/2016
26/09/2021
$0.60
-
345,000
-
345,000
-
Also in September 2016, 2,003,301 shares were issued under the Employee Share Incentive Plan (ESIP) and 5,705,604
Shares were issued under the Employee Loan Share Plan (ELSP) (Collectively known as the Share Plans) to certain
employees of the Group. As the ELSP and ESIP have similar features to an option, the appropriate approach is to value
the plans using an option pricing model.
The key details of the Share Plans are as follows:
• Only certain employees of the Group are eligible to participant in the Share Plans, which is for fully paid ordinary
shares in the capital of the Company. The Company loans the employee an amount equal to the acquisition price of
the shares at zero interest.
• The loan amount for shares acquired under the ESIP and is repayable in instalments during the three years after the
acquisition of shares.
• The loan amount for shares acquired under the Share Plans is repayable within 30 days after the 7th anniversary of
the date of acquisition of shares.
• 1/3ofthesharesarelockeduntilthefifthanniversaryofthedateofacquisitionoftheshares.Afurther1/3ofthe
sharesarelockeduntilthesixthanniversaryofthedateofacquisitionoftheshares.Thefinal1/3oftheSharesare
locked until the seventh anniversary of the date of acquisition of the shares.
•
If an employee who is a participant ceases to be an employee during the relevant loan period or prior to the
fifthanniversaryofthedateofacquisitionduetodismissaltheshareswillbecome'LeaverShares'andmaybe
purchased by the Company or employee pursuant to the put/call option arrangements. Further details on the ESIP
and ELSP can be found in the announcements made to the Australian Securities Exchange on 28 September 2016.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 51
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 The fair value at grant date is estimated using a Black-Scholes pricing model, taking into account the terms and
conditions upon which the options were granted:
The fair value of shares issued under the ELSP are as follows:
Exercise Price
Dividendyield(%)
Expectedvolatility(%)
Risk-freeinterestrate(%)
Life
Calculated fair value per share: between
The fair value of shares issued under the ESIP was estimated using the following assumptions:
Exercise price
Dividendyield(%)
Expectedvolatility(%)
Risk-freeinterestrate(%)
Life
Calculated fair value per share
$0.60
0.00
25.00
1.70
6.0, 6.5 and 7.0 years
$0.17 and $0.18
nil
0.00
25.00
1.70
6.0, 6.5 and 7.0 years
$0.60
EstimatedlikelihoodofemployeesremaininganemployeeoverthetermoftheSharePlansis75%.Thelikelihoodof
employees remaining an employee is assessed annually.
GRANT DATE
EXPIRY DATE
EXERCISE
PRICE
START OF
THE YEAR
GRANTED
DURING
THE YEAR
FORFEITED
DURING
THE YEAR
BALANCE AT
THE END OF
THE YEAR
VESTED AND
EXERCISABLE
AT THE END OF
THE YEAR
25/09/2016
25/09/2023
$0.60
-
5,705,604
25/09/2016
25/09/2023
$nil
-
2,003,301
-
-
5,705,604
2,003,301
-
-
EMPLOYEE
SHARE PLAN
Employee
Loan Share
Plan
Employee
Share
Incentive Plan
For the year ended 30 June 2017, the Group has recognised $214,168 of share-based payment expense in regards to
sharesissuedundertheSharePlansinprofitorloss.
52 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
A summary of the movements of all Group options issued is as follows:
Options outstanding as at 1 July 2015
Granted
Forfeited
Exercised
Expired
Options outstanding as at 30 June 2016
Granted
Forfeited
Exercised
Expired
Options outstanding as at 30 June 2017
Options exercisable as at 30 June 2017
Options exercisable as at 30 June 2016
NOTE 22: FINANCIAL RISK MANAGEMENT
NUMBER
WEIGHTED
AVERAGE
EXERCISE PRICE
-
-
-
-
-
-
-
-
-
-
8,053,905
$0.45
-
-
-
-
-
-
8,053,905
$0.45
-
-
-
-
TheGroup'sactivitiesexposeittoavarietyoffinancialrisks:marketrisk(includinginterestrateriskandpricerisk),
credit risk and liquidity risk. The Group uses different methods to measure different types of risk to which it is exposed.
These methods include sensitivity analysis in the case of foreign exchange risk and aging analysis for credit risk.
Risk management is carried out by the Board of Directors.
MARKET RISK
Foreign currency risk
TheGroupwasnotsubjecttoanymaterialforeignexchangeriskinthe2017and2016financialyears.
Price risk
TheGroupwasnotsubjecttoanymaterialpriceriskinthe2017and2016financialyears,includingequitiessecurities
price risk and commodities price risk.
Interest rate risk
The Group's main interest rate risk arises from cash and cash equivalents, the majority of which is held in various at-
calldepositsatvariableratesandvariousshort-termdepositswithinterestratesfixedforthetermsofthedeposits.
During 2016 and 2017, the Group's cash on hand at variable rate was denominated in Australian dollars. As at the
reporting date, the Group had the following variable rate cash on hand:
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 53
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 2017
2016
WEIGHTED
AVERAGE
INTEREST RATE
%
1.31
WEIGHTED
AVERAGE
INTEREST RATE
%
1.85
BALANCE
000'S
$
819
819
BALANCE
000'S
$
297
297
Cash at bank
Net exposure to cash flow interest rate risk
Sensitivity
The following table illustrates sensitivities to the Group’s exposures to changes in interest rates, exchange rates and
commodityandequityprices.Thetableindicatestheimpactofhowprofitandequityvaluesreportedattheendofthe
reporting period would have been affected by changes in the relevant risk variable that management considers to be
reasonably possible.
These sensitivities assume that the movement in a particular variable is independent of other variables.
Year ended 30 June 2017
+/-1.00%ininterestrates
Year ended 30 June 2016
+/-1.00%ininterestrates
CREDIT RISK
PROFIT
000'S
$
EQUITY
000'S
$
8
4
8
4
TheGroupwasnotsubjecttoanymaterialcreditriskinthe2017and2016financialyears.
LIQUIDITY RISK
Prudentliquidityriskmanagementimpliesmaintainingsufficientcashandtheavailabilityoffundingthroughan
adequate amount of committed credit facilities. The Group manages liquidity risk by continuously monitoring forecast
andactualcashflowsandmatchingthematurityprofilesoffinancialassetsandliabilities.Duetothesimplenatureof
theunderlyingbusinesses,andconsistentlynegativecashflowsfromoperations,theGroupaimstosimplifyfundingby
minimising credit lines and investing surplus funds in very liquid deposits at call or short term deposits.
Financial liability and financial asset maturity analysis
ThetablesbelowanalysetheGroup'sfinancialliabilitiesintorelevantmaturitygroupingsbasedontheremaining
periodbetweenthereportingdateandthecontractualmaturitydate.Cashflowsrealisedfromfinancialassetsreflect
management's expectations as to the timing of realisation. Actual timing may therefore differ from that disclosed. The
amountsdisclosedinthetablearethecontractualundiscountedcashflows.
54 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
WITHIN 1 YEAR
000'S
$
1 TO 5 YEARS
000'S
$
OVER 5 YEARS
000'S
$
TOTAL
000'S
$
Group- 2016
Financial liabilities due for payment
Trade & other payables (Note 12)
Total expected outflows
Financial assets- cash flows realisable
Cash and cash equivalents
Total anticipated inflow on financial instruments
Net inflow on financial instruments
Group- 2017
Financial liabilities due for payment
Trade payables (Note 12)
Borrowings
Total expected outflows
Financialassets-cashflowsrealisable
Cash and cash equivalents
Trade & other receivables
Otherfinancialassets
Other
Total anticipated inflow on financial instruments
Net inflow on financial instruments
(55)
(55)
297
297
242
(823)
(750)
(1,573)
819
1,348
-
-
2,167
594
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
345
159
504
504
(55)
(55)
297
297
242
(823)
(750)
(1,573)
819
1,348
345
159
2,671
1,098
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 55
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998
FAIR VALUE
Fair value estimation
Thefairvaluesoffinancialassetsandfinancialliabilitiesarepresentedinthefollowingtableandcanbecomparedto
theircarryingvaluesaspresentedintheconsolidatedstatementoffinancialposition.Fairvaluesarethoseamounts
at which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm’s length
transaction.
Fair values derived may be based on information that is estimated or subject to judgment, where changes in
assumptions may have a material impact on the amounts estimated. Areas of judgment and the assumptions have
been detailed below. Where possible, valuation information used to calculate fair value is extracted from the market,
with more reliable information available from markets that are actively traded. In this regard, fair values for listed
securities are obtained from quoted market bid prices. Where securities are unlisted and no market quotes are
available,fairvalueisobtainedusingdiscountedcashflowanalysisandothervaluationtechniquescommonlyusedby
market participants.
Thenetfairvalueofcashandcashequivalentsandnon-interestbearingmonetaryfinancialassetsandfinancial
liabilities of the Group approximates their carrying amounts.
The carrying value less impairment provision of trade receivables and payables are assumed to approximate their fair
values due to their short-term nature.
2017
2016
NET CARRYING
VALUE
000'S
$
NET FAIR
VALUE
000'S
$
NET CARRYING
VALUE
000'S
$
NET FAIR
VALUE
000'S
$
819
1,348
504
2,671
823
750
1,573
819
1,348
504
2,671
823
750
1,573
297
7
-
304
55
-
55
297
-
-
297
55
-
55
Finanacial assets
Cash and cash equivalents
Trade and other receivables
Otherfinancialassets
Totalfinancialassets
Financial liabilities
Trade and other payables
Borrowings
Totalfinancialliabilities
CAPITAL RISK MANAGEMENT
The Group's objectives when managing capital are to safeguard the ability to continue as a going concern, so that it can
providereturnsforshareholdersandbenefitsforotherstakeholdersandtomaintainanoptimalcapitalstructureto
reducethecostofcapital.AstheGroupincursnetcashoutflowsfromoperationsandhaslargeaccumulatedlosses,
the primary method used to adjust its capital structure is the issue of new shares. The Group has determined that
where possible it will issue ordinary shares, rather than issue hybrid forms of securities, so as to avoid any restrictions
on its use of capital or commit to interest repayments.
56 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 23: PARENT ENTITY
Set out below is the supplementary information about the parent entity.
Statement of Financial Position
Current assets
Non-current assets
Total Assets
Current liabilities
Non-current liabilities
Total Liabilities
Issued capital
Accumulated losses
Share option reserve
Total Equity
Statement of Profit or Loss and Other Comprehensive Income
Totalprofitorlossfortheyear
Total other comprehensive income
Total comprehensive income
CONTINGENT LIABILITIES
The parent entity has no contingent liabilities as at 30 June 2017.
CONTRACTUAL COMMITMENTS
The parent entity did not have any commitments as at 30 June 2017.
2017
000'S
$
2016
000'S
$
66
2,882
2,948
774
864
1,638
140,777
(139,734)
267
1,310
(16,367)
-
(16,367)
314
-
314
55
-
55
123,626
(123,367)
-
259
(300)
-
(300)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 57
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 NOTE 24: INTERESTS IN SUBSIDIARIES
COMPOSITION OF THE GROUP
The subsidiaries listed below have share capital consisting solely of ordinary shares which are held directly by the
Group. The proportion of ownership interests held equals the voting rights held by the Group. Each subsidiary’s
principal place of business is also its country of incorporation.
Subsidiaries:
CAM SPV Pty Ltd
2735 CSM Holdings Pty Ltd
Contango Funds Management Limited
Contango International Limited
Contango Group Services Pty Ltd
PRINCIPAL PLACE
OF BUSINESS
/ COUNTRY OF
INCORPORATION
PERCENTAGE
OWNED
(%)
2017
PERCENTAGE
OWNED
(%)
2016
Australia
Australia
Australia
Australia
Australia
100
100
100
100
100
-
-
-
-
-
Subsidiaryfinancialstatementsusedinthepreparationoftheseconsolidatedfinancialstatementshavealsobeen
preparedasatthesamereportingdateastheGroup’sfinancialstatements.
NOTE 25: BUSINESS COMBINATION
ACQUISITION OF CAM SPV PTY LTD AND ITS SUBSIDIARIES:
On29September2016,theGroupacquired100%ofthesharecapitalofCAMSPVPtyLtd(ACN:612978800)andits
subsidiary,2375CSMHoldingsPtyLtd(ACN:085657147)(CSM).CSMowns100%ofthesharecapitalofContango
Funds Management Limited (ACN: 085 487 421) (CFML) and Contango Group Services Pty Ltd (ACN: 085 586 590) (CGS).
CSM, CFML and CGS are collectively referred to as 'Contango'.
CSMalsoholdsa46.25%non-controllingshareholdinginvestmentinSwitzerAssetManagementLimited(ACN:123
611 978) (SAM). SAM is an Australian fund manager specialising in managed funds for retail investors. The business of
SAM (previously Halidon Asset Management Ltd) was established in 2007. SAM is jointly owned by Switzer Financial
GroupPtyLtd(ACN:112294649)(46.25%)andCSM(46.25%)and7.5%isownedbyanotherparty.
Contango is a boutique wholesale and listed investment company (LIC) fund manager with mandates across the entire
market capitalisation spectrum. CFML is the holder of Australian Financial Services Licence 237119 which licences
CFML to provide funds management services for wholesale and institutional clients. CFML is the responsible entity
of the registered wholesale Contango Managed Investment Scheme (ARSN: 099 665 264). CFML manages large cap,
mid cap, small cap, micro cap and income focused mandates for its institutional clients. It also manages three LIC
mandates.
58 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
ThefairvalueoftheidentifiableassetsandliabilitiesofContangoasatthedateofacquisitionwere:
Assets
Cash and cash equivalents
Trade and other receivables
Plant and equipment
Investment in associate
Other assets
Customer relationships (intangible asset)
Total assets
Liabilities
Trade and other payables
Provisions and deferred revenue
Deferred tax liability on customer relationships (intangible assets)
Total liabilities
Totalidentifiablenetassetsatfairvalue
Goodwill arising on acquisition
Purchase consideration transferred
Analysis of cash flows on acquisition:
Netcashacquiredwiththesubsidiary(includedincashflowsfrominvestingactivities)
Cash paid
Payments to acquire businesses, net of cash acquired
FAIR VALUE
RECOGNISED
ON ACQUISITION
000'S
$
2,675
872
22
372
628
3,844
8,413
753
719
1,153
2,625
5,788
9,760
15,548
2,675
(12,948)
(10,273)
From the date of acquisition, Contango has contributed $4,142,000 of revenue and $11,718,000 to the net loss before
tax from the continuing operations of the Group. If the acquisition had taken place at the beginning of the year, revenue
from continuing operations would have been $5,559,000 and the loss from continuing operations for the period would
have been $11,861,000.
Transaction costs of $986,000 have been expensed and are included in administrative expenses in the statement of
profitorlossandarepartofoperatingcashflowsinthestatementofcashflows.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 59
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998
NOTE 26: RELATED PARTIES
i. Entities exercising control over the Group:
The ultimate parent entity, which exercises control over the Group, is Contango Asset Management Limited which is
incorporatedinAustraliaandowns100%ofallControlledEntities.
ii. Key management personnel
Any person(s) having authority and responsibility for planning, directing and controlling the activities of the entity,
directly or indirectly, including any director (whether executive or otherwise) of that entity are considered key
management personnel.
Fordetailsofremunerationdisclosuresrelatingtokeymanagementpersonnel,refertoNote27:KeyManagement
Personnel Disclosures and the remuneration report in the Directors' Report.
iii. Subsidiaries
Interests in subsidiaries are set out in Note 24.
A. TRANSACTIONS WITH RELATED PARTIES
Other than the loan to associates outlined below and remuneration to key management personnel, the Group had no
related party transactions during the year.
B. LOANS TO/FROM RELATED PARTIES
During the year, the Group provided a zero-interest subordinated loan of $159,469 to its associate Switzer Asset
ManagementLimited(SAM)withnofixedterm.TheloanissubordinatedtoallothercreditorsofSAMandnotrepayable
until 30 June 2027.
Balance of loan at beginning of the year
Loans advanced
Balance at the end of the year
$’000
-
159
159
60 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 27: KEY MANAGEMENT PERSONNEL DISCLOSURES
Keymanagementpersonnelremunerationincludedwithinemployeeexpensesfortheyearisshownbelow:
Short-termemployeebenefits
Post-employmentbenefits
Otherlongtermbenefits
Share based payments
2017
000'S
$
2016
000'S
$
548
34
4
1,012
1,598
NOTE 28: CONTINGENT LIABILITIES
In the opinion of the Directors, the Company did not have any contingencies at 30 June 2017 (30 June 2016:None).
NOTE 29: CAPITAL AND LEASING COMMITMENTS
A. FINANCE LEASES
Therewerenofinanceleasecommitmentsfortheyear(2016:nil).
B. OPERATING LEASES
Non-cancellableoperatingleasescontractedforbutnotrecognisedinthefinancialstatements:
Minimum lease payments under non-cancellable operating leases:
- not later than one year
-betweenoneyearandfiveyears
-laterthanfiveyears
2017
000'S
$
2016
000'S
$
412
653
-
1,065
105
-
-
-
105
-
-
-
-
Operating leases have been taken out for the rental of premises. Lease payments are increased on an annual basis to
reflectmarketrentals.
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 61
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 NOTE 30: SEGMENT INFORMATION
TheGroupoperatessolelyinthebusinessofprovidingfundsmanagementservices.Revenue,profit,netassetsand
otherfinancialinformationreportedtoandmonitoredbytheChiefOperatingDecisionMaker(CODM)forthesingle
identifiedoperatingsegmentaretheamountsreflectedintheStatementofProfit&LossandOtherComprehensive
Income, Statement of Financial Position, Statement of Changes in Equity and Statement of Cash Flows. The CODM has
beenidentifiedastheBoardofdirectors.
NOTE 31: AUDITORS' REMUNERATION
Auditors of the parent entity
Remuneration of the auditor for:
-auditingorreviewingthefinancialstatements
- taxation services
- preparation of Investigating Accountant’s Report and member of Due Diligence
Committee
Auditors of subsidiary entities
Remuneration of the auditor for:
-auditingorreviewingthefinancialstatements
- taxation services
- due diligence services
The auditor of the Company is HLB Mann Judd Assurance (NSW) Pty Ltd.
2017
000'S
$
2016
000'S
$
67,500
5,600
27,500
100,600
147,441
10,300
-
157,741
20,000
3,100
25,000
48,100
-
-
-
-
62 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
2017
000'S
$
2016
000'S
$
NOTE 32: CASH FLOW INFORMATION
A. RECONCILIATION OF RESULT FOR THE YEAR TO CASH FLOWS FROM
OPERATING ACTIVITIES
Reconciliation of net income to net cash provided by operating activities:
Loss for the year
(14,148)
(300)
Cashflowsexcludedfromprofitattributabletooperatingactivities
Non-cashflowsinprofit:
- impairment loss
- depreciation and amortisation
- employee share option expense
- net gain on disposal of property, plant and equipment
- (gain)/loss on revaluation of investment in associate
- unrealised gain on investment
Changes in assets and liabilities, net of the effects of purchase and disposal of
subsidiaries:
- (increase)/decrease in trade and other receivables
- (increase)/decrease in other assets
- increase/(decrease) in trade and other payables
- increase/(decrease) in income taxes payable
- increase/(decrease) in deferred tax liability
- increase/(decrease) in provisions
Cashflowfromoperations
B. LOAN FACILITIES
Amount unutilised
Amount utilised
10,311
431
267
33
22
(45)
(500)
527
1,578
35
(289)
(328)
-
-
-
-
-
(4)
-
17
-
-
-
(2,106)
(287)
-
750
750
-
-
-
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017 | 63
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998
NOTE 33: EVENTS OCCURRING AFTER THE REPORTING DATE
On 21 August 2017, the Group announced a share placement of 5,555,556 shares at $0.90 each to cornerstone,
institutional and other sophisticated investors, raising $5 million gross in additional capital. The funds will be used to
develop further the Group’s suite of products, build internal business development capability and repay debt.
Subsequenttobalancedate,theGroupexperiencednetoutflowsoffundsundermanagementrelatingtoits
institutional business as detailed in the Company’s ASX announcement dated 25th September, 2017.
Noothermattersorcircumstanceshavearisensincetheendofthefinancialyearwhichsignificantlyaffectedorcould
significantlyaffecttheoperationsoftheGroup,theresultsofthoseoperations,orthestateofaffairsoftheGroupin
futurefinancialyears.
NOTE 34: COMPANY DETAILS
Theregisteredofficeofthecompanyandprincipalplaceofbusinessis:
Contango Asset Management Limited
Level 27
35 Collins Street
Melbourne VIC 3000
64 | NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
DIRECTOR’S
DECLARATION
The directors of the Company declare that in their opinion:
1.
thefinancialstatementsandnotesfortheyearended30June2017areinaccordancewiththeCorporations Act
2001 and:
a.
complywithAccountingStandards,which,asstatedinbasisofpreparationNote1tothefinancial
statements, constitutes explicit and unreserved compliance with International Financial Reporting
Standards (IFRS); and
b. giveatrueandfairviewofthefinancialpositionandperformanceoftheconsolidatedgroup;
2.
theChiefExecutiveOfficerandChiefFinanceOfficerhavegiventhedeclarationsrequiredbySection295Aofthe
Corporations Act 2001 that:
a.
thefinancialrecordsoftheCompanyforthefinancialyearhavebeenproperlymaintainedinaccordance
with section 286 of the Corporations Act 2001;
b. thefinancialstatementsandnotesforthefinancialyearcomplywiththeAccountingStandards;and
c. thefinancialstatementsandnotesforthefinancialyeargiveatrueandfairview.
3.
in the directors' opinion, there are reasonable grounds to believe that the Company will be able to pay its debts
as and when they become due and payable.
This declaration is made in accordance with a resolution of the Board of Directors.
Director:
Roger Amos
Chairman
Dated this 29th day of September 2017
DIRECTOR’S DECLARATION FOR THE YEAR ENDED 30 JUNE 2017 | 65
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 INDEPENDENT
AUDITOR'S REPORT
66 | INDEPENDENT AUDITOR'S REPORT FOR THE YEAR ENDED 30 JUNE 2017
INDEPENDENT AUDITOR'S REPORT FOR THE YEAR ENDED 30 JUNE 2017 | 67
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 68 | INDEPENDENT AUDITOR'S REPORT FOR THE YEAR ENDED 30 JUNE 2017
INDEPENDENT AUDITOR'S REPORT FOR THE YEAR ENDED 30 JUNE 2017 | 69
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 70 | INDEPENDENT AUDITOR'S REPORT FOR THE YEAR ENDED 30 JUNE 2017
ADDITIONAL INFORMATION
FOR LISTED COMPANIES
ASX ADDITIONAL INFORMATION
Additional information required by the ASX Listing Rules and not disclosed elsewhere in this report is set out below.
This information is effective as at 31st August 2017.
SUBSTANTIAL SHAREHOLDERS
The number of substantial shareholders and their associates are set out below:
VOTING RIGHTS
Ordinary Shares
On a show of hands, every member present at a meeting in person or by proxy shall have one vote and upon a poll each
share shall have one vote.
Options
No voting rights.
DISTRIBUTION OF EQUITY SECURITY HOLDERS
Analysis of the number of shareholders by size of holding at 31 August 2017 is presented below:
HOLDING
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Total
Number of holders with less than a marketable parcel
of ordinary shares
NUMBER OF
HOLDERS
NUMBER OF
ORDINARY
SHARES
PERCENTAGE
OF SHARES ON
ISSUE
%
680
152
97
250
64
131,345
413,367
783,071
8,852,002
37,641,271
1,243
47,821,056
571
53,705
54.71
12.23
7.80
20.11
5.15
100
ADDITIONAL INFORMATION FOR LISTED COMPANIES FOR THE YEAR ENDED 30 JUNE 2017 | 71
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 TWENTY LARGEST SHAREHOLDERS
The names of the twenty largest shareholders of the Company as at 31 August 2017 are listed below
HOLDER NAME
AET SFS PTY LTD
PACIFIC POINT PARTNERS LIMITED
HENLEY HOLDINGS AUST PTY LTD
WILLIAM LAISTER
CITICORP NOMINEES PTY LIMITED
PACIFIC POINT PARTNERS LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
MR ROBERT DARIUS FRASER
AET SFS PTY LTD
SHAWN REX BURNS
MR VICTOR JOHN PLUMMER
UBS NOMINEES PTY LTD
TC CORPORATE P/L
MRS TRACY FRASER
MR VICTOR JOHN PLUMMER
BISCUIT TIN PTY LTD
WARRIOR 1995 PTY LTD
ALISTAIRMCKINLEYDRUMMOND
MR PETER WILLIAM SWITZER & MRS MAUREEN ELIZABETH SWITZER
& MR MARTIN FRANCIS SWITZER
ROBERT NAIRN PTY LTD
BACKWARDATIONINVESTMENTSPTYLTD
MRS JOANNA IVERS & MR RICHARD IVERS
CAMIPA PTY LTD
Total shares held by the twenty largest shareholders
Total ordinary shares on issue
NUMBER OF
ORDINARY
SHARES
PERCENTAGE OF
SHARES ON ISSUE
%
5,786,851
4,224,393
3,592,417
1,690,550
1,424,844
1,388,889
1,388,889
1,250,000
833,334
739,616
694,444
600,000
600,000
579,444
555,556
528,298
528,296
528,296
523,817
500,000
489,304
464,304
422,637
29,334,179
47,821,056
12.10
8.83
7.51
3.54
2.98
2.90
2.90
2.61
1.74
1.55
1.45
1.25
1.25
1.21
1.16
1.10
1.10
1.10
1.10
1.05
1.02
0.97
0.88
61.30
72 | ADDITIONAL INFORMATION FOR LISTED COMPANIES FOR THE YEAR ENDED 30 JUNE 2017
TWENTY LARGEST OPTION HOLDERS
UNISSUED EQUITY SECURITIES
Options issued -.
SECURITIES EXCHANGE
The Company is listed on the Australian Securities Exchange.
ADDITIONAL INFORMATION FOR LISTED COMPANIES FOR THE YEAR ENDED 30 JUNE 2017 | 73
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998 CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998
CONTANGO ASSET MANAGEMENT LIMITED AND CONTROLLED ENTITIES (FORMERLY TYRIAN DIAGNOSTICS LIMITED) | ACN: 080 277 998
Level 27, 35 Collins Street
Melbourne VIC 3000 Australia
P +61 3 9222 2333
F +61 3 9222 2345
info@contango.com.au
E
W contango.com.au