ANNUAL
REPORTABN 95 000 969 362
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Dicker Data is the largest locally
owned and operated ICT distributor in
Australia and New Zealand.
Dicker Data’s mission is to inspire, educate and enable ICT resellers
to achieve their full potential through the delivery of unparalleled
service, technology and logistics.
Table of
Contents
2023 Highlights
CEO Commentary
Who We Are
Board of Directors & Executive Management
2023 in Review
Industry Recognition
2024 Outlook
Environmental, Social & Governance
Directors’ Report
Information on Directors
Remuneration Report
Statement of Profit or Loss and Other Comprehensive Income
Statement of Financial Position
Statement of Changes in Equity
Statement of Cash Flows
Notes To The Financial Statements
Restatement of Financial Statements
Directors’ Declaration
Auditor’s Declaration of Independence
Independent Auditor’s Report
Shareholder Information
Corporate Directory
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2023 Highlights
$3.3b
Total Gross Revenue
$150.7m
EBITDA*
Up +5.6% YOY
Up +16.1% YOY
$823.2m
Recurring Gross Revenue
$82.1m
Net Profit After Tax
Up +10.7% YOY
Up +12.5% YOY
45.59c
Earnings Paid Per Share
Up +9.1% YOY
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Dicker Data is an
Australian owned and
Operated, ASX listed
distributor of computer
hardware, software and
related products with over
45 years of experience.
Incorporated in 1978, Dicker Data’s
mission is to inspire, educate and
enable ICT resellers to achieve their
full potential through the delivery of
unparalleled service, technology and
logistics. Dicker Data is Australia’s
largest locally owned and operated
ICT distributor. Serving in excess of
12,000 registered reseller partners
annually, Dicker Data finished the
FY23 year with gross revenue of
$3.3b. Since listing on the ASX
in January 2011, Dicker Data has
delivered consistently profitable
results for shareholders whilst
maintaining a 100% dividend policy.
10,000+
ACTIVE AU PARTNERS
2,300+
ACTIVE NZ PARTNERS
Hardware Distributor of the Year
11TH CONSECUTIVE YEAR
Diversity and Inclusion Champion
2021, 2022 & 2023
Large Distributor of the Year
Channel Champion - Sustainability
Channel Choice Distributor of the Year
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CEO
Commentary
The last few years have been somewhat difficult. Last
year, another one. However, we still increased gross
sales by over 5% and profits by 12.5%.
Our NZ operation continues to improve and our
security business has great growth potential.
All in all, a very satisfying result, especially
when compared to our direct competitors,
and the more general market.
Things are starting to look up on the
general front and 2024 looks promising.
David Dicker
CEO AND CHAIRMAN
Results Summary
Key Financial Data
Gross Revenue‡
Total revenue from ordinary activities
Gross Profit
Earnings before interest, tax, depreciation [EBITDA]*
Net operating profit before tax*
Net statutory profit before tax
Net profit after tax [NPAT]
Earnings per share (cents)
Dividends paid
Dividends per share (cents)
2023
$’000
2022
$’000
3,278,063
3,104,408
2,267,711
315,539
150,731
117,325
116,412
82,145
2,213,157
283,660
129,849
106,977
104,853
73,047
45.59
41.80
58,553
32.50
94,311
54.00
* Add back one-off costs of $0.9m (2022: $2.1m)
Gross
Revenue‡
($m)
$2,484.5
$2,000.1
$3,104.4
$3,278.1
Gross
Profit
($m)
$230.3
$191.4
$315.5
$283.7
FY20
FY21
FY22
FY23
EBITDA
($m)
$91.4
$150.7+
$129.8^
$118.7*
FY20
FY20
FY21
FY21
FY22
FY22
FY23
FY23
Net Profit before Tax
($m)
$106.1*
$107.0^
$117.3†
$81.9
FY20
FY21
FY22
FY23
FY20
FY21
FY22
FY23
* FY21 – Operating Profit before tax excludes one off acquisition transaction costs of $1.0m.
^ FY22 – Operating Profit before tax excludes one off acquisition and restructure costs of $2.1m.
† FY23 – Operating Profit before tax excludes one off acquisition and restructure costs of $0.9m
‡ Gross revenue is non-IFRS financial information and does not represent revenue in accordance with Australian Accounting Standards. This represents
gross proceeds from sale of goods and services, both as agent and principal and other revenue. Refer to Operating and Financial Review for reconciliation of
statutory to underlying results
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Who We Are
We are the catalyst for new technology adoption, operating at
the centre of the digital transformation of Australia and New
Zealand for over 45 years. Our mission is to inspire, educate
and enable our network of over 12,300 technology partners to
achieve their full potential through the unparalleled delivery of
technology, services, marketplaces and logistics.
Dicker Data Services
team members at our
Kurnell headquarters
We represent a large number of the world’s
leading vendors who trust us to grow
their partner base across a range
of highly diversified technologies
each year. Our team of technical
and sales professionals help
our partners to maximise
the synergies of our highly
diversified vendor portfolio
by leveraging technology
alliances and through helping
our partners to create new
business opportunities with
their end-customers.
Over
12,300
active partners in
Australia &
New Zealand
We are the largest technology distributor in
the corporate and commercial markets
in both Australia and New Zealand.
We are Dicker Data.
Widely recognised as one of
the most profitable technology
distributors in the world, Dicker
Data’s success has been
built on delivering consistent,
predictable and sustainable
growth for our shareholders,
all whilst delivering the highest
level of technical and sales
support for our partners. Despite
our size and scale, we operate
differently to our competition,
which enables us to adapt faster,
create bespoke solutions tailored to
the needs of the ANZ market and operate
at the cutting-edge of the technology sector. Our
investment into hiring and retaining the best people in
their respective fields has continued to pay dividends
and has embedded our role in the success of the
thousands of technology partners we service each year.
Dicker Data is a vital link in the technology value and
supply chain. We support our partners by scoping,
designing, configuring, delivering and deploying
solutions that span the entire technology ecosystem.
Listed on the Australian Securities
Exchange since 2011 (ASX: DDR),
Dicker Data has been a consistently
strong performer, cementing our place as
a true Australian success story. Renowned
for our customer centric culture, flexibility, agility
and foresight to help our technology partners prepare
and successfully capitalise on emerging market
trends, our relevance, importance and significance in
the technology industry continues to grow each year.
Our performance-based culture and management
incentives are highly aligned to the interests of our
shareholders and have underpinned our consistent
growth and success in the Australian and New Zealand
markets.
Over
6,300
partners purchased
from our marketplace
Australia & New Zealand
founded
1978
7
2000
2011
2014
2015
2019
2020
2021
2022
2023
Annual revenue
exceeded
$100m
Listed on the ASX
(ASX: DDR)
Acquired
Express Data
Holdings
Annual revenue
exceeded $1b
and CloudPortal
Launched
Awarded Cisco
Global Distributor
of the Year
Annual
revenue
exceeded $2b
Relocated to new
facility in Kurnell
and acquired
Exeed Group
Launched DAS
and annual
revenue
exceeded $3b
Completed
warehouse
extension to
Kurnell HQ
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Board of Directors
& Executive Management
The following persons were Directors of Dicker
Data Limited during the financial year end and up
to the date of this report. Directors were in office
for this entire period unless otherwise stated.
BOARD OF DIRECTORS
EXECUTIVE MANAGEMENT
David Dicker
Chairman and
Chief Executive Officer
• Founded Dicker Data
• Has been Director of
the Company since
inception in 1978
• Focuses on
business strategy
and decision making
Fiona
Brown
Non-Executive Director
Kim
Stewart-Smith
Non-Executive Director
Leanne
Ralph
Non-Executive Director
• Founded Dicker Data
• Has been Director of the
Company since 1983
• Focuses on business
strategy and decision
making
• Joined the Board 29
March 2021
• Joined the Board 13
December 2019
• Experienced governance
• Experienced governance
professional
• Extensive Executive
experience
• Skilled business, finance
and tax advisor
professional
• Ex-CFO in the importing,
wholesaling & retail sector
• Extensive ASX-related
experience
Ian Welch
Executive Director,
Chief Information Officer
and Director of Operations
• Joined Dicker Data in March
2013 as General Manager IT
• Was appointed Executive
Director in August 2015
• Responsible for all IT systems
and business technologies, as
well as operational processes,
warehousing and logistics
Vladimir
Mitnovetski
Executive Director and
Chief Operating Officer
Mary
Stojcevski
Executive Director and
Chief Financial Officer
• Joined Dicker Data as Category
• Joined Dicker Data as Financial
Manager in 2010
• Appointed to the Board as
Executive Director in 2014
• Brings over 20 years’ of
distribution industry experience
having previously worked for Tech
Pacific and Ingram Micro
Controller in 1999
• Responsibilities include all
the financial management,
administration and compliance
functions of the Company
• Has been an Executive Director of
the Company since August 2010
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2023
in Review
In 2023, the IT sector in
both Australia and New
Zealand continued to be a
dynamic and innovative force.
Despite the year being marred by ongoing economic
uncertainty, intensified competition, and deferred demand,
our people demonstrated remarkable resilience, delivering
year on year growth in revenue and profit yet again. They
adapted to our partners’ needs, enhanced the value we
provide, and maximised every opportunity to the benefit of
our entire ecosystem.
We forged new partnerships with key technology vendors,
including AJAX, Cloudflare, Eaton, NetApp, Netgear,
Riverbed and WatchGuard, among others. We also expanded
our Australian distribution agreement with Juniper into
New Zealand, laying the groundwork to become one of the
country’s largest networking distributors. These additions
align with our strategy to offer a diversified portfolio of
technologies from the world’s leading brands to enable our
partners to design and deploy comprehensive, best-practice
solutions to meet their end-customers’ needs.
The supply chain disruptions experienced over several
previous years eased in 2023, and access to stock has
largely returned to normal. However, increased competitive
pressures and ongoing macroeconomic uncertainty have
created a more price-conscious market. To maintain margin
quality in the FY23 period, the Company adopted a selective
approach to the available opportunities, forgoing particular
deals to ensure overall results align with shareholder
expectations.
As forecasted in our FY22 Annual Report, demand for
devices softened in 2023. However, PC refresh cycles have
not yet returned to pre-pandemic levels. The advent of
Artificial Intelligence (AI), particularly Generative AI, and the
potential for PCs to natively run the burgeoning technology,
have contributed to the delay in refresh cycles. Major
manufacturers have announced plans to launch versions of
the “AI PC”, which is expected to materialise in the second
half of 2024 and trigger larger PC refresh projects.
The Company saw a 20% increase in active partners in
Australia in 2023, reaching over 10,000 active partners in the
period. In New Zealand, there was also significant growth in
active partners of over 15% in 2023 to 2,300, coupled with
an increase in partners purchasing from our marketplace.
However, the YoY number of active partners on our
Services
$12m
+4.0% YOY
Industry Recognition
Hardware Distributor
of the Year
11TH CONSECUTIVE YEAR
-
Diversity & Inclusion
Champion Company
3RD CONSECUTIVE YEAR
National Exhibition
of the Year - TechX
-
NSW Exhibition
of the Year - TechX
Distributor Innovation
Creativity Award - NZ
-
HIGHLY COMMENDED
Diversity & Inclusion
Champion - Company
Channel Champion
Sustainability
-
Channel Choice
Distributor of the Year
-
Large Distributor
of the Year
Distributor of
the Year - NZ
Distributor of
the Year - NZ
Aruba Instant On
Distributor of the
Year - AU
Distributor of
the Year - AU
Best in Marketing
Campaigns
Distributor of
the Year - AU
Growth Distributor
of the Year - AU
Distributor of
the Year - ANZ
7TH CONSECUTIVE YEAR
Distributor of
the Year - NZ
3RD CONSECUTIVE YEAR
Partner Growth
& Reactivation
Distributor of the Year
ISG New Zealand
Technical Excellence
Partner of the Year
Distributor of
the Year - ANZ
Distributor of
the Year - AU
Hardware
and
Virtual
Services
$2,357m
+3.5% YOY
Gross Sales
$3,270m
Software
$900m
+10.6% YOY
marketplace in Australia was relatively flat, attributable to
market consolidation and increased competitive pressures
in the SMB segment. Overall, these trends highlight the
growing demand for the Company, the importance of our
team’s adaptability and the value our locally-based teams
bring via their continued engagement with the Company’s
partners.
The Company’s access and surveillance (DAS) division
achieved strong results in FY23, reaching several milestones
and expanding its portfolio of brands. The division
completed a branch network overhaul in FY23, covering 10
sites across the country, including the launch of four new
locations and six renovations. The division also integrated
into the Kurnell distribution centre, saving on costs by
closing the Seven Hills warehouse. Revenue for the DAS
business was $153.3m, which includes $6.7m contribution
from New Zealand with the Connect Security Products Ltd
(CSP) acquisition. In addition to the brands acquired in NZ,
the division added six new brands to its offering, including,
I-Pro, Ajax and Halo, whilst in the IT segment added Eaton,
Watchguard and leading enterprise storage vendor, NetApp.
The division has now successfully completed integrating
all previous access and surveillance acquisitions and has
created a foundation for accelerated
growth in FY24 and beyond,
marked notably by the addition
of Hikvision, the world’s
second-largest surveillance
vendor by market share, in
February 2024.
19.9%
of revenue was
generated from
New Zealand
marketplace
11.7%
of revenue
was generated
from Australian
marketplace
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12
2024 Outlook
Artificial Intelligence (AI)
2024 is set to be a
year of accelerated
transformation for the
Australian and New
Zealand technology
sectors.
The landscape in which we operate continues to evolve at an
unprecedented pace, driven on one side by the innovations that
improve the way we live, work and connect with those around us.
On the other, an insatiable appetite for growth, improved
efficiency and increased productivity from individuals, businesses,
communities and governments as they look to technology to
further extend their competitive advantage and elevate their
customer experiences.
The Company expects overall economic conditions to improve in
the second half of FY24, which will deliver growth across a number
of technology categories. Our keys to success in 2024 revolve
around six key pillars: Artificial Intelligence (AI), Cybersecurity,
Data and Analytics, Collaboration, Digital Transformation and
Diversification.
USER FOCUSED
Generative AI
Capable of generating text,
images and other media using
generative models. Easily
accessible via conversational
language by any user anywhere
with an internet connection, and
eventually locally on their devices.
Microsoft Copilot
Chat GPT
Siri
ORGANISATION
FOCUSED
Embedded AI
AI technology that’s built into
products to provide common
model management, data
collection and preprocessing to
enable real-time decision making
by AI to deliver better outcomes.
Cybersecurity
Wireless Networking
Security Cameras
Microsoft Azure
AI PC
FOUNDATIONAL
Full Stack AI
Integrated, interconnected
components in a cohesive
platform to collect, analyse and
supply business data. Includes
guardrails, easy to use interfaces
and ensures security, privacy and
governance
NVIDIA
Microsoft Azure
ChatGPT revolutionized the AI landscape when it
launched on 30 November 2022, attracting over 100
million unique users in just two months. OpenAI, the
creator of ChatGPT, made AI simple and user-friendly
for the public, creating a widespread awareness of
the technology’s potential. Soon after, Microsoft and
other major vendors distributed by the Company
announced their plans to commercialise AI solutions.
Microsoft unveiled its first major commercial AI
product, Microsoft 365 Copilot in January 2024,
which aims to eliminate the drudgery of work.
The launch was met with glowing feedback from
customers worldwide, however, AI also has created
new challenges and opportunities for the IT channel.
Technology partners are now building AI readiness
capability to ensure their end-customers are prepared
for AI adoption and to help them avoid potential
risks. This is an area the Company is working with its
partners in to drive the safe and ethical uptake of AI
in ANZ.
However, there is more to AI than Microsoft Copilot
and ChatGPT, which are examples of Generative
AI. Whilst Generative AI is expected to have the
most impact on technology users worldwide,
Dicker Data also sees two other key areas of AI that
offer additional strong potential for the Company:
Embedded AI, which targets organisational needs,
and Full Stack AI, which provides the foundational
needs to build customised AI solutions that include
easy to use interfaces and ensures security, privacy
and governance.
The wave of impact of user-focused AI, or Generative
AI, has commenced with products and solutions in
this segment now readily available. Interest from
the Company’s technology partner community has
been significant, although layered with caution. The
materiality of the impact of Generative AI on the
Company is expected to build through-out 2024
as the technology becomes mainstream and the
challenges and risks experienced by early adopters
are overcome.
The Company is optimistic on the uptake of
Embedded AI solutions and expects these will have
a positive impact on technology buying cycles in
FY24. Whilst this category is not new, there will be
new innovations and technology solutions brought to
market in FY24 that will make the power of AI a reality
for IT professionals. Areas such as cybersecurity,
networking and PCs stand to benefit the most.
One major innovation expected to materialise in the
Company’s FY24 period is the world’s first AI PCs,
boasting the ability to run AI solutions natively. The
release of the AI PC is expected to positively impact
PC refresh cycles as businesses move to capitalise
on the potential of AI. IDC is predicting that AI PCs will
represent 22% of all device sales in FY24 and 42% in
FY25. New AI PCs are expected to become a must-
have item for businesses looking to unleash the full
potential of AI with their people.
Lastly, Foundational, or Full Stack AI, is expected
to grow in ANZ in 2024. The Company’s recent
appointment as the only end-to-end distributor for all
NVIDIA products in ANZ will underpin our success
in delivering Foundational AI solutions. Coupled
with the Company’s strength in Microsoft Azure, all
of the required elements to assist businesses and
governments to build Full Stack AI solutions are in
place. Full Stack AI is also the most technical and
complex component of the Company’s AI landscape
view, further creating a need and demand for the
Company’s technical experts. 2024 is already showing
early signs of a talent shortage of AI professionals,
meaning businesses will look externally for support
from their technology partner businesses, who we
expect will look to their distributors as they scale
Foundational AI solutions.
In summary, Artificial Intelligence is expected to
have one of the most profound impacts yet on the
way people live and work, and the way in which
businesses operate. The Company is at the centre of
the AI revolution and has every technology required to
help businesses across ANZ realise the full potential
of AI. The impact of AI on technology procurement is
expected to be widespread, although it will take time
to accelerate. Dicker Data’s top priority is working with
its partners on the safe and ethical adoption of AI
solutions across ANZ throughout 2024 and beyond.
“In no more than 3
years, anything that
is not connected to
AI will be considered
broken or invisible”
Sam Schillace, Deputy CTO,
Microsoft
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14
Cybersecurity
Collaboration
Cybersecurity will continue to be an area of focus
and growth for the Company in 2024. The cyber
threat landscape is continually evolving and the
Company’s role in helping businesses, communities
and governments across Australia and New Zealand
understand, assess and protect against attacks is
growing. Hackers are becoming more sophisticated
and are leveraging new technology to find new ways to
exploit systems and gain unauthorised access to data.
“The IT Professional has to
be right every time, the hacker
only has to be right once.”
Andrew S. Grove, Co-Founder and former CEO,
Intel Corporation.
To help our partner address the growing threats the
Company has onboarded new cybersecurity vendors
and increased our investment in building technical
and sales excellence around the technologies. The
Company’s technical presales people have since
been recognised as the best in ANZ by our vendors.
The Company has also shared a three-tier modelon
Data and Analytics
approaching cybersecurity to assist partners in
determining the best way forward for their business,
with the Company having an active role to play in each
tier:
1. Turnkey: Low barrier to entry, low investment,
reliance on vendor tools and solutions.
2. Hybrid: Partner takes on internal investments with
hybrid services. Hiring support resources internally
for basic enquiries and escalates to distributor or
vendor for more complex issues.
3. DIY: Partners become self-sufficient, all resources
and security services are in-house, reliant on
distribution for new solutions, technical assistance
and ongoing upskilling and procurement.
Just as hackers are leveraging new technologies,
such as AI, to increase their effectiveness, so are the
Company’s cybersecurity vendors. Cybersecurity
solutions with embedded AI detect attacks faster,
reduce human intervention and adapt to the evolving
cyber threat landscape. By increasing the resiliency
of organisations, the technology is also reducing
cybersecurity professional burnout. Demand for
advanced, AI-driven solutions is expected to continue
growing in FY24.
As businesses become more digitised and reliant
on technology, their people, processes, customers
and transactions all generate more data that must
be appropriately managed and secured, creating
a significant opportunity for the Company and its
technology partner community. Data is regularly the
target of hackers and any loss of data, or degradation in
data integrity and quality, can have significant negative
impacts on a business. Increasingly, the Company’s
technology partner community are the go-to experts
for Australian and New Zealand businesses and
governments who are seeking best practice solutions to
safeguard one of their most important assets, data.
Warehouse Expansion
The recently completed warehouse expansion
and configuration centre upgrade at our Kurnell
headquarters will provide the platform for the Company
to significantly scale its DAS business into the IT
market. The convergence of IT and security is expected
to deliver double digit growth for DAS in FY24. The
warehouse expansion will also enable the Company
to expand its third-party logistics (3PL) offering and
onboard new customers. The expansion also provides
capacity for the Company to expand the number of
consumer brands it represents, with a strong focus on
the brands that require full value-added distribution,
rather than simple fulfilment.
The Company has seen a tremendous uptake of
digital collaboration solutions following the pandemic.
However, it is estimated by IT channel research firm
Canalys that there are millions more meeting rooms
globally that are still yet to be enabled. The Company
has invested in forming partnerships with every major
technology provider in the Professional AV segment
to create a compelling ecosystem of solutions to help
businesses across ANZ digitise their meeting spaces.
The Company is now the largest Australian distributor
for Professional AV solutions, having overtaken other
distributors that traditionally operated in the meeting
room market only. The convergence of IT with this
market is more prevalent than ever, with technology
partners now accounting for the majority of the
Company’s sales in this segment.
The introduction of AI powered meetings, particularly
with Microsoft Teams, is expected to drive further
growth in the Company’s Professional AV business in
2024. With new capabilities, such as live translating
meetings into different languages concurrently, or
the inclusion of a new AI-assistant that transcribes
meetings and notifies users of when they were
mentioned and what their actions from the meeting are,
will make the digitisation of traditional meeting spaces
more imperative than ever.
Digital Transformation
A common theme for many years, the digital
transformation of businesses, communities and
governments has been a key underlying factor of
success. The uptake of new technology is now
widely regarded as an imperative and the question
among leaders is not if, but when, they will adopt
new technology, such as AI. To date, the digital
transformation many have undergone has delivered
strong competitive advantages and has enabled
businesses to grow in the face of uncertain economic
conditions.
The next wave of digital transformation, largely expected
to be powered by AI, will enable everyone to become
more efficient and more productive. Many will undertake
AI-powered digital transformation to not only accelerate
the impact of their workforces, but also to make their
operating environments more accessible and inclusive,
lowering the barriers to workforce participation. Digital
transformation within the datacentre is also expected
to also continue in FY24, as organisations pursue
efficiencies in their systems and focus on making their
operations more sustainable.
Diversification
The diversification of the Company’s technology
portfolio has enabled it to navigate periods of
uncertainty and continues to prove successful. It has
enabled the Company to be well-positioned for the
shifts in technology spend and to be a more reliable
and capable distribution partner. We operate at the
centre of Australia and New Zealand’s continued digital
transformation and our strategy of offering a highly
diversified technology portfolio from the world’s leading
technology vendors will continue in 2024.
Our diversification strategy enables the Company to
invest into new technologies, solutions and business
practices early, all whilst maintaining the nimble and
agile culture we’re renowned for. In turn, this has
seen the Company engaging more deeply with its
technology partner community and helping its vendors
to accelerate their success. In 2024, the Company’s
advanced relationships with all technology vendors that
underpin success in Artificial Intelligence will be key,
particularly Microsoft and NVIDIA.
15
16
Environmental, Social
& Governance
Our commitment to
Environmental, Social and
Governance (ESG) principles
is not just a responsibility,
but a key driver of our
long-term success.
Our ESG strategy is deeply integrated into our business model
and corporate culture, guiding our actions and decisions.
We are dedicated to minimising our environmental footprint,
fostering a safe, diverse and inclusive workplace, and
maintaining the highest standards of corporate governance.
The Australian Information Industry Association’s 2023 Tech
and Sustainability report* underscores the pivotal role of
technology in achieving emissions targets and sustainable
outcomes. This further highlights the opportunity for the
Company and its ecosystem to help ANZ businesses to deliver
on their sustainability ambitions, using technologies that are
represented by the Company. The Company is also committed
to helping its partners further their impact through the use of
new, advanced technologies, such as Artificial Intelligence.
* AIIA - Tech and Sustainability White Paper 2023.
Our key areas of impact in our
FY23 reporting period were:
Our People
High-performing, empowered people from diverse backgrounds who thrive
in our inclusive environment build their own, and our Company’s, success.
Our Operations
Taking positive steps to reduce our environmental impact and
increase our environmental awareness with every decision we make.
Our Wider Impact
Enabling our staff and leveraging our success to
increase the positive impact we’re collectively making.
Governance
Dicker Data lodges a separate Corporate Governance Statement. To view the latest
version of this document, please visit the Investor Centre on our website:
https://www.dickerdata.com.au/investors/policies/CGS
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18
Our People
Dicker Data continues to
build its workforce following
the guiding principles of
embracing and celebrating
diversity and inclusion.
We empower our people to do their best work and
provide them with a unique platform to build their
own success, in turn driving the success of our
business. Turnover amongst Executive and Senior
Management remained at 0% in FY23, further
extending the years of consistency and continuity
that have underpinned the Company’s success.
Staff, vendors
and partners
celebrating a
successful
quarter.
2023
Dicker
Data Staff
Christmas
Party
Caring for our People
We believe that the health and well-being of
our people are integral to our success. Our
commitment to fostering a healthy, safe and
supportive work environment is reflected in the
range of services we offer to promote healthier
lifestyles. These include daily lunches, an onsite
gym at our Kurnell headquarters, biweekly yoga
and Pilates sessions available onsite and via
broadcast links, and fortnightly lunch and learn
sessions with external experts on important topics
such as managing personal finances.
We also provide access to an Employee
Assistance Program (EAP) that offers our people
three company-funded confidential sessions
with a counsellor to assist with any mental health
concerns. We began offering our staff 10 days
of funded leave for domestic and family violence
(DFV) well ahead of the government mandate
which came into effect on 1 February 2023.
We also provide a support toolkit developed in
conjunction with Banksia Women and Challenge
DV to help employees manage their unique
situations. In addition, we offer 10 days of paid
DFV leave for perpetrators of domestic and family
violence who can demonstrate they are actively
seeking rehabilitation.
In 2023, we introduced several new initiatives
to further support our people. The Dicker Data
Mentor Connect program was launched to
facilitate traditional mentoring, reverse mentoring,
and cross-departmental connections. This
program encourages the sharing of knowledge and
ideas, fostering a culture of continuous learning
and innovation.
We also added a Menopause support education
pack to our Management Toolkit to help managers
support staff experiencing menopause. This is
part of our efforts to destigmatise this stage of life
and address potential
barriers to workforce
participation.
57%
female representation on
our Board of Directors
and 48% in Senior
Management
In line with
our culture of
collaborative, future-
focused leadership and
open communication,
we deployed the
Performance module of our
centralised People and Culture
Management system, ELMO,
in FY23. The module provides
managers and staff with a
consultative process to follow that encourages and
enables constructive dialogue. The ELMO platform
was also used to deploy a benefits suite for staff
in FY23, offering a wide range of discounts to help
with the cost of living.
To combat employee burnout rates and address
leave liability, we partnered with HelloWorld Travel
and Flight Centre to provide onsite and online
leisure travel consultations as an employee benefit
in FY23. We also expanded our corporate wellness
initiatives to include free onsite naturopath
consultations.
Our People and Culture team launched the
Power of Praise initiative in FY23, encouraging all
staff to regularly recognise each other’s efforts,
highlighting the significant impact of regular
praise on cooperation, loyalty, and performance. In
conjunction, the team started Good News posts on
our corporate intranet, where employees can share
personal or work-related good news. Lastly, Box Fit
classes were added in FY23, which have been well-
received, with a high level of staff uptake.
Staff
volunteering
their time to
prepare
meals
19
20
Staff hosting
vendors and
partners at
a concert in
Sydney.
Our People
Workforce Representation
Dicker Data continues to be one of the best
performing Companies in the ASX300 with 57%
female representation on our Board, which was
stable year on year. Senior management gender
diversity also remained the same year on year, with
48% female representation in this group across
ANZ.
In the Company’s FY22 Annual Report, overall
gender diversity had taken a backward step
as a result of acquisitions of companies with
predominantly male staff. The Company is pleased
to report that it has made some progress towards
re-establishing gender parity within its business. In
FY23, female representation in our ANZ workforce
increased by 2% to 42% of the overall business.
Dicker Data is committed to continuing this positive
trajectory and to using its strength in diversity and
inclusion to help its ecosystem of partners and
vendors to improve.
The Company’s longest serving employee brings
46 years of experience, joining the Company as part
of an earlier acquisition in 2022. The number of
staff with tenures over 15 years grew to 56 in FY23,
and the number of staff with over 20 years tenure
grew to 20. These outstanding statistics further
highlight the Company’s unique ability to retain high
performing people, in turn providing our technology
partners and vendors with an unmatched level of
continuity.
somewhat insulates the Company from talent
shortages, as we look to promote internally as
often as possible. Our longstanding commitment
to developing our people also plays a key role in the
growing number of staff with exceptionally long
tenures. Building on the foundation laid in 2022 with
the launch of the ELMO Learning platform, we have
introduced several new initiatives in 2023 to further
support our team’s growth.
We conducted three Leadership Workshops across
2023, aimed at fostering self-awareness and
enhancing human-centric leadership capabilities.
The workshop included modules on feedback
giving and performance management. We also
focused on Managing Staff Performance, Conduct,
Conflict & Personal Circumstances, equipping our
team with the necessary tools to navigate complex
professional situations.
For those new to leadership roles, or for those
seeking to refresh their knowledge, we introduced
the Leadership Foundations program. This
initiative, along with our ongoing sponsorship of
courses from nationally accredited and recognised
providers, underscores our dedication to the
professional growth of our team. Uptake of the
Leadership Foundations program was strong in
FY23 as the Company promoted more internal staff
into newly created or vacated management roles.
The Company will continue with these programs in
FY24 and is looking to expand the training offered
into areas such as mental health as well.
People Engagement
Data Bites
Each year, the Company provides an opportunity for
staff to provide feedback across a number of areas
via an anonymous staff survey. Pleasingly, 87% of
staff across ANZ indicated that people treat one
another with respect at Dicker Data, in line with the
result from the FY22 survey. Employee engagement
improved slightly year on year, reaching a new high
of 81%.
We remain steadfast in our commitment to being
receptive to our team’s voices, adapting our
strategies to accommodate their requirements, and
cultivating a positive work atmosphere.
People Development
Providing continuous learning and development
opportunities for our people is a key strategy in
retaining and upskilling our staff. This approach
Launched in 2022, the Company’s lunch and
learn sessions, named Data Bites, continued in
the FY23 period. With sessions run twice per
month on average, the Company sourced expert
external speakers to help staff upskill in areas
related to their personal and professional lives.
Topics ranged from tips on buying a first home
and managing cost of living pressures, to mental
health and wellbeing, superannuation, economic
updates, wildlife conservation and more. In addition,
individual consultation sessions were offered for
staff to provide personalised insights into wellbeing,
private health insurance and banking. The sessions
were well attended throughout the year and the
individual consultations also had strong uptake. The
Data Bites initiative will continue in the Company’s
FY24 period, with topics to be sourced from staff
feedback and aligned to helping our people thrive.
21
Staff
celebrating
at the 2023
Christmas
Party
Staff
enjoying
mini-golf at
our Kurnell
headquarters
Staff
completing
vendor
training in
Kurnell.
86%
of our staff are proud
to tell people that I
work at Dicker Data
& feel employees
treat each other with
respect
Our Award Winners
Laura McKenzie
Rising Star Distributor
ARN WIICTA
Marilyn Li
Aruba Instant On FY23
Marketing Champion
Darko Raic
Aruba Instant On FY23
Training Champion
Mark Simpson
Aruba Instant On FY23
Business Excellence
Tillie Riley
HP Marketing Excellence
Shelly Sharma
Veeam Distribution
Excellence & ARN Shining
Star Distributor
Tina Kuleski
APC Distributor Sales
Champion of the Year
Chris Georgio
Check Point – Most Valuable
Player
22
Our Operations
As our operations expand
in both size and scope, we
maintain a keen awareness
of the environmental
implications of our
business activities.
recycled shipping materials. The Company is also
working with its partner community on e-waste
initiatives to create a means for decommissioned
technology to avoid landfill, which may potentially
also reward the partner financially in the process.
The Company complies with the Australian National
Television and Computer Recycling Scheme
(NTCRS), and is a member of an approved
coregulatory e-waste provider. The
Company is actively working to
We actively bring a
sustainability perspective
into our decision-making
processes, striving to
embed sustainability as a
fundamental principle within
our operational framework.
Our commitment to reducing
the environmental impact of our
operations continued in FY23. This is
of particular importance as the number
of shipments dispatched from our warehouses
across Australia and New Zealand, and those we
direct ship from our vendors, is growing each year.
As a member of the Australian Packaging Covenant
Organisation (APCO), we are actively contributing
to the development of a circular economy for
packaging in Australia. In FY23, further reduced
our reliance on new boxes for outbound shipments,
building on the progress made in FY22. We are
committed to assisting the APCO in achieving
its 2025 goal of ensuring 100% of packaging is
reusable, recyclable, or compostable, and we
are committed to recycling all eligible waste
materials handled by our business. In line with this
commitment, we have significantly reduced the
number of single-use plastics and increased our
use of recycled materials in our shipments.
The Company continued with its waste initiatives
in the FY23 period. E-waste programs ensured
decommissioned or damaged technology avoided
landfill and the Company continued with its efforts
to separate bio waste generated at its Kurnell
headquarters, also to ensure that it avoids landfill.
Recycled cardboard has continued to be used in
place of traditional petrochemical void fill, and the
Company is reusing intact, discarded packaging
materials to reduce our reliance on purchased
70%
increase in warehouse
floorspace.
+ increased capacity for
thousands of pallets
divert hazardous materials from
landfill and assist in the recovery
of reuseable materials in a safe
way.
The Company’s custom
designed Kurnell headquarters
was extended in FY23 with
warehouse capacity expanded
to over 39,000m2, representing
a 70% increase in warehouse
floorspace and an increase of
thousands of pallet spaces. The
expansion was needed to facilitate the
Company’s continued growth and will enable
the Company to capitalise on commercial
opportunities that were previously limited due to
capacity constraints. Furthermore, the warehouse
expansion enables the Company to expand its
vendor portfolio and continue to capitalise on the
digital transformation requirements of Australian
businesses.
To counter the expected increase in power
consumption generated by the recent warehouse
expansion, a further 912 additional solar panels
were installed as part of the build, representing an
increase of over 130%.
Greenhouse Gas Emissions
The Company has commenced tracking its
greenhouse gas emissions, aligning its reporting to
the Greenhouse Gas Protocol, beginning with five
key areas. They are:
z Scope One Emissions
z Scope Two Emissions
z Scope Three Emissions
} Category 1: Purchased goods and services
} Category 6: Business travel
} Category 7: Employee commuting
The Company expects to report on these for the FY24
period and will share the results with shareholders in the
corresponding Annual Report at the conclusion of the FY24
period.
Workplace Safety
Workplace safety continues to be a high priority for the
Company. In 2023, we observed an increase in reported
incidents compared to previous years, with 10 injuries or
illnesses, 3 hazards, 22 near misses, and 26 instances
of damage or loss. However, it’s important to note that
the rise in reported incidents is a result of our enhanced
reporting culture rather than a decrease in safety.
In terms of injuries or illnesses, we saw a 50% decrease in Lost
Time Injuries (LTI) from 2 in 2022 to 1 in 2023, and no change in
Medical Treatment Injuries (MTI) year on year, with 2 reported MTIs in
2022 and 2023. The Lost Time Injury Frequency Rate (LTIFR) decreased
from 2.2 in 2022 to 0.8 in 2023, and the Medically Treated Injury
Frequency Rate (MTIFR) decreased from 2.2 in 2022 to 1.7 in 2023.
912
additional solar panels
were installed (+130%)
The Company is committed to further
enhancing its safety culture and ensuring
safety reporting practices are adhered
to diligently across the organisation. To
improve warehouse safety, our team
has implemented daily Toolbox Talks
and Safety Walkarounds. Both of
these have been received well by the
warehouse teams and are playing a
key role in furthering our warehouse
safety.
On track for 2025
goal to ensure
100%
of packaging is
reusable, recyclable, or
compostable,
Third-Party
Logistics
delivering a
partner project
23
24
Our Wider Impact
As our commercial achievements continue to grow, so does
our commitment to using our resources and influence to
make a positive difference.
As our commercial achievements continue to grow,
so does our commitment to using our resources
and influence to make a positive difference.
We believe that our corporate responsibility
extends beyond our core operations and includes
supporting various causes that align with our values
and vision. We continued to work with our chosen
social pillar partners in 2023, enabling them to
increase their impact using the resources made
available by the Company.
Microsoft and Dicker Data
In March 2023, Dicker Data was selected as
Microsoft’s go-to-market distributor for the Non-
Profit sector in Australia and New Zealand. The
announcement unlocked material incremental
support from Microsoft to enable Dicker Data, and
its partner community, to assist Non-Profits in
leveraging the technology giant’s solutions. Since
launching, Dicker Data has worked with several
technology partners to deliver impactful solutions
to a range of Non-Profits in both Australia and New
Zealand. With dedicated people focused on further
growing this opportunity, the Company believes
it can help its partners to extend the benefits of
Microsoft technology to more Non-Profits in FY24,
in turn accelerating their impact.
Foundation for National
Parks and Wildlife
Launched in December 2020, Dicker Data’s
partnership with FNPW enables the Company’s
reseller partners to donate towards protecting
the environment for the future and enabling land
acquisition to grow the footprint of our National
Parks. This partnership continued in FY23, with the
Company passing partner contributions onto the
foundation monthly. The Company matches the
donations made by our partners.
National Parks and
Wildlife Services
In May 2023 the Company
invited the National Parks
and Wildlife Services to
tour our Kurnell facility and
experience the conservation
works completed by the
Company firsthand. Following
the tour, representatives from the
National Parks and Wildlife Services
proceeded to run a Data Bites session
for staff explaining the challenges
facing the local environment surrounding
our Kurnell facility. Staff were provided with a
detailed overview of the local flora and fauna, as
well as with tips on how they can help to improve
and preserve the surrounding local area. The
session concluded with an engaging Q&A where
staff were provided with the opportunity to engage
with the National Parks and Wildlife Services team
on topics close to their heart.
Modern Slavery
In 2023, we conducted a thorough examination of
our supply chain through a Modern Slavery audit
and action plan. The outcomes of our Modern
Slavery audits have consistently inspired us. We
are dedicated to persistently scrutinizing our supply
chain to guarantee adherence to Modern Slavery
practices and expectations. This commitment
strengthens the trust of our investors and
stakeholders in our ethical conduct.
Our Technology
The technology we distribute has consistently
been at the innovation vanguard, and we’re pleased
to observe the surge of sustainability-focused
innovation from our vendors. As sustainability
factors increasingly influence technology buying
decisions, we’re proud to offer our IT partners and
their clients innovative solutions that address these
needs. From laptops with components made from
recycled ocean plastic to refurbished technology
that extends the lifespan of physical components,
Dicker Data is dedicated to offering our partner
network more sustainable technology choices.
As a distributor, our long-standing role is to assist
our partners in designing solutions that address
their end-customers’ challenges. We’re working
towards aiding our partners in making eco-
friendly choices by clearly displaying products
that meet globally recognized standards,
such as EPEAT and Energy Star, on our
website and quotes. We continually
emphasise the significant impact of
today’s technology choices on the
environment when the technology
reaches its end of life. We’re
collaborating with our vendors
to broaden access to Total Cost
of Ownership (TCO) calculators,
enabling our partners to
understand the full impact
of their choices before they
purchase. We’re also working
with our partner ecosystem to
demonstrate the commercial
viability of sustainable technology.
The transparency of our vendor
community on sustainability is
improving, allowing us to provide our partners
with more insights and enabling them to make
more informed technology decisions. Some
vendors now provide pre-purchase environmental
impact reports on the technology procured from
Dicker Data, with some also offering end-of-life
reporting to demonstrate a particular technology’s
environmental impact over its lifespan. These
reports also detail how the technology will be
recycled to minimize its end-of-use impact on
the planet, or they provide information on how
the technology can be repurposed. We remain
committed to sharing sustainability information on
the products we distribute with our partners and are
working to enhance the visibility and accessibility
of sustainable solutions through various partner
interaction channels.
Dicker Data remains at the heart of Australia’s
digital transformation. With sustainability rapidly
becoming a key requirement of the next digital
transformation wave, the Company is well-
positioned to support and enable its partner
community to capitalize on the business
opportunities this transition is creating. We’re
also proactively offering information sessions on
sustainable technology for our partners. These
sessions assist our partners in understanding how
to monetize sustainable solutions, how to position
them competitively, and use sustainability as a
differentiator.
Dicker Data continued its partnership with the Ocean
Impact Organisation in FY23. The Company was a
headline sponsor and contributor to their Pitchfest event
held at the Australian Maritime Museum in Sydney in
October. As the sponsor of the Ocean Monitoring Spotlight
Award again in 2023, the Company’s involvement supported
startups in the ocean health segment and has assisted the
winner of the category, OnDeck Fisheries AI, accelerate their next
round of growth. The Ocean Monitoring Spotlight Award aligns closely
to the Company, with entrants using technology to improve global ocean health.
In June 2023 Ocean Impact Organisation Co-Founder, Tim Silverwood, visited the Company’s
Kurnell headquarters to provide a Data Bites, or lunch and learn, session to staff on the state
of our oceans. Tim provided tips for the team to consider next time they’re visiting the ocean,
from cleaning to preserving the spaces we all enjoy. The session was well-attended and staff
feedback on the presentation and learnings was positive. Time was also spent showing staff
the impact the Company’s investment has made over the past three years of partnership with
Ocean Impact Organisation.
25
26
Directors’
Report
The Directors’ present their report, together with the financial
statements, on the consolidated entity (referred to hereafter
as the ‘consolidated entity’) consisting of Dicker Data Limited
(referred to hereafter as the ‘Company’ or ‘parent entity’) and
the entities it controlled at the end of, or during, the year ended
31 December 2023.
The following persons were
Directors of Dicker Data Limited
during the financial year end up to
the date of this report. Directors
were in office for this entire period
unless otherwise stated.
Directors
• David J Dicker
• Fiona T Brown
• Mary Stojcevski
• Vladimir Mitnovetski
• Ian Welch
• Leanne Ralph
• Kim Stewart-Smith
Principal Activities
The principal activities of the consolidated entity during the year were wholesale distribution of IT hardware,
software, cloud, access control, surveillance and emerging technologies. There were no significant changes in
the nature of the activities carried out during the year.
Dividends
Dividends paid during the financial year were as follows:
Record
Date
Payment
Date
Dividend
/Share
(in Cents)
Amount
(in 000’s)
Type
FY
Amount
Franked
14-Feb-23
01-Mar-23
15-May-23
01-Jun-23
17-Aug-23
01-Sep-23
16-Nov-23
01-Dec-23
Total
2.50
10.00
10.00
10.00
32.50
4,502
Final
2022
18,010
Interim
2023
18,017
Interim
2023
18,024
Interim
2023
100%
100%
100%
100%
58,553
The total dividends declared and paid during the financial year were 32.5 cents per share or a total of $58.5m,
fully franked (2022: 54.0 cents per share, $94.3m), representing a decrease of 39.8%.
Our dividend policy provides for fully franked dividends to be paid on a quarterly basis, with the intent to
pay out 100% of the underlying after-tax profits from operations after taking into account projected capital
expenditure and cash requirements. The Dividend Reinvestment Plan (DRP) introduced in March 2014 has
been retained for the 2023 year. Of the $58.5m dividends paid, $56.7m were paid as cash dividends and $1.8m
participated in the DRP.
A final dividend for FY23 of 15.00 cents per share was declared on 9 February 2024 with a record date of 15
February 2024 and a payment date of 1 March 2024. With the three interim dividends paid during FY23, this
will bring total dividends paid for the FY23 year to 45.00 cents per share. The FY23 dividend paid represents an
increase of 8.4% up from 41.50 cents paid for FY22.
Type
FY
Payment
Date
Dividend
/Share
(in Cents)
Interim
2023
01-Jun-23
Interim
2023
01-Sep-23
Interim
2023
01-Dec-23
Final
2023
01-Mar-24
TOTAL
2023
10.00
10.00
10.00
15.00
45.00
Payment
Date
01-Jun-22
01-Sep-22
01-Dec-22
01-Mar-23
FY
2022
2022
2022
2022
2022
Dividend
/Share
(in Cents)
13.00
13.00
13.00
2.50
41.50
27
28
Operating and Financial Review
A snapshot of the operations of the consolidated entity for the full year and the results of those operations are
as follows:
Note
Dec-23
$’000
Restated
Dec-22
$’000
Increase $
$’000
Increase
%
Statutory revenue
Gross profit
2,267,711
2,213,157
54,553
2.5%
315,539
283,660
31,879
11.2%
Net operating profit before tax*
117,325
106,977
10,348
9.7%
Net statutory profit before tax
116,412
104,853
11,559
11.0%
Net profit after tax
82,145
73,047
9,098
12.5%
Gross revenue
1
3,278,063
3,104,408
173,654
5.6%
*add back one off costs of $0.9m (2022: $2.1m)
Gross Revenue Non-IFRS
Statutory revenue
Non-IFRS adjustment
Gross sales and other revenue
Other income
Gross sales
Note
Dec-23
$’000
Dec-22
$’000
1
1
2,267,711
2,213,157
1,010,352
891,251
3,278,063
3,104,408
8,327
742
3,269,736
3,103,666
Note 1 – Gross sales is non-IFRS financial information and does not represent revenue in accordance with
Australian Accounting Standards. This represents gross proceeds from sale of goods and services, both as
agent and principal and other revenue. Refer to table above for reconciliation of statutory to underlying results.
Changes in presentation of revenue are detailed in Note 2 to the Financial Statements. The above results
are based on restated FY22 results and therefore revenue and gross margin outcomes vary to the prior year
report.
Revenue
Change in presentation – revenue recognition for contracts with customers
The Company is a value-added distributor of IT hardware, software, cloud, access control, surveillance
and emerging technology solutions for the corporate and commercial market. With changes to our vendor
software programs over time the Company undertook a detailed review of new and updated software
agreements. The Company considered revenue recognition in respect of revenue from different contracts with
our customers to reassess if the Company is acting as principal or agent in the resale of software licensing,
warranty and maintenance products. It was concluded that the Company does not control the service before
it is transferred to the customer, and therefore it has been determined that the Company is acting as an agent
in respect of the sales. The Company has revised its accounting policy for the recognition of sales of virtual
services and software to account for this revenue as agent and therefore recognises revenue as the agency
fee made up of standard commission and other incentives driven by volume and other metrics. The prior
period has been restated and detailed explanation of changes to revenue recognition is provided at Note 2 in
the financial statements. The statutory revenue for the consolidated entity for the 12 months to 31 December
2023 was $2,267.7m (Dec22: $2,213.2m) up by $54.5m, or 2.5%.
Whilst there is a change in presentation of statutory revenue, the underlying gross sales as reported in previous
years for the consolidated entity for the 12 months to 31 December 2023 were $3,269.7m (Dec22: $3,103.7m),
up by $166.0m (+5.4%). Gross sales represent the gross proceeds from sale of goods and services, both as
agent and principal. Underlying sales growth on the prior year of 5.4%, is partly attributed to a full 12 month’s
contribution from the Hills acquisition, which was completed on 1 May 2022, with the balance attributable
to organic growth from existing and new vendors. Having only eight months contribution in the comparative
period the Hills acquisition, together with the CSP acquisition in NZ which was completed 28 February 2023,
contributed incremental $70.5m, which includes the addition of new vendors in the DAS business unit, with a
full year contribution in FY23 of $153.3m (2022: $82.8m).
At a country level, in Australia sales grew by $166.0m (+6.5%) and and in New Zealand whilst sales were flat
driven by decline in consumer sales with slow down in PC demand, gross margins significantly improved as
did profitability. At a sector level, we experienced growth across all product segments, with hardware and
virtual services gross sales at $2,357.1m (+$79.1m, +3.5%), software sales at $900.3m (+$86.5m, +10.6%) and
representing 27.5% of our underlying gross sales, with our services revenue increasing to $12.3m (+$0.5m,
+4.0%). We continue to see strong growth in both subscription and recurring revenue software businesses
(+10.7%), reflecting the ongoing trend toward recurring revenue models by vendors, as well as Dicker Data’s
increased market share.
Gross Profit
Gross profit for the reporting period was up 11.2% at $315.5m (2022: $283.7m). Gross profit margins as
measured against net revenue improved in the current year at 13.9% (2022: 12.8%), with improvement in
gross margins in our New Zealand business. In addition to improvement in margins in New Zealand, margin
improvement also attributable to increase in breadth of higher margin vendors with Australian gross profit
margin finishing at 14.6% (2022: 13.7%) and New Zealand improving to 10.6% (2022: 8.8%).
Expenses
Operating Expenses
Operating expenses (excluding one-off costs) were $172.1m for the reporting period (2022: $154.0m), up by
11.8%, also increasing as a proportion to revenue at 7.6% (2022: 7.0%), as the company continues to invest in
servicing the customer and vendor relationships it has added as a result of the acquisition of the Exeed, Hills
and CSP businesses.
The increase in expenses is attributed primarily to an increase in salary related expenses. Salary costs were
$141.9m (2022: $130.6m) an increase of $11.3m (2022: +8.7%), and increasing as a proportion of revenue
to 6.3% (2022: 5.9%). The increase in salary and headcount is attributed mainly to the full year impact of
addition of staff with the acquisition of the Hills business. Employee costs also grew with the increase in the
superannuation guarantee rates. In addition the Company continues to maintain strong performance based
remuneration packages, the increase in salary costs is also driven by the increase in revenue and operating
profit growth experienced. Headcount across the group finished at 899 (2022: 859), an increase of 4.6%.
Other operating expenses, excluding one-off costs increased by $6.8m to $30.2m (2022: $23.4m), increasing
as a proportion of sales to 1.3% (2022: 1.1%), mainly driven by increase in provision for doubtful debts, as well
as increases in travel and full year of branch costs for the DAS business.
Depreciation, Amortisation and Interest
Depreciation and amortisation for the reporting period was $13.9m (2022: $12.3m), an increase of $1.7m,
predominantly relating to increase in depreciation for right of use assets. Depreciation on the Right of Use
Assets (ROUA) for capitalised leases amounted to $4.2m (2022: $3.1m). Included in this number is also $4.7m
(2022: $4.5m) for amortisation of identifiable intangibles, of which $2.1m related to New Zealand and $2.6m to
Australia.
Finance costs in the reporting period were $20.4m, up by $9.3m from the prior year (2022: $11.1m),
attributed to the full year effect of incremental interest rate rises significantly increasing the Company’s cost of
debt.
Net Profit
Operating profit before tax finalised at $117.3m (2022: $107.0m) up by 9.7%, after adding back one off costs of
$0.9m (2022: $2.1m) related to cost restructure initiatives associated with the recent acquisitions continuing
29
30
from the prior year. Statutory profit before tax finalised at $116.4m (2022: $104.9m) up by $11.5m or 11.0%.
Net profit after tax increased to $82.1m (2022: $73.0m), up by $9.1m increasing 12.5%. Weighted average
earnings per share increased to 45.59 cents per share (2022: 41.80 cents), up by 9.1%.
Statement of Financial Position
Total assets as at 31 December 2023 were $927.0m (2022: $1,002.9m) with cash finalising at $11.6m, down by
$0.7m (2022: $12.3m)
The statement of financial position reflects a significant improvement in working capital efficiency as supply
chains normalised in 2023. Inventory and debtors days have lowered by 20.2% and 12.3% respectively, with
these improvements offset by reduced payables days as the company has taken advantage of some vendor
early payment discount options.
Total investment in net working capital was $384.5m up by $25.4m from previous year (2022: $359.1m). Trade
and other receivables were down from the previous year to $485.7m (2022: $525.6m), a decrease of $39.9m.
The company also continued to improve its inventory efficiency, with inventories finishing at $218.9m (2022:
$261.7m), down by $42.8m. Inventory days decreased to 27.0 days (2022: 33.8 days). Trade and other payables
finalised at $320.0m (2022: $428.1m), down by $108.1m
Property, plant and equipment increased to $96.7m during the period (2022: $87.6m) an increase of $9.1m as
the company completed works on the expansion of the distribution centre.
Total liabilities as at 31 December 2023 were $671.7m, significantly down from the prior period (2022:
$772.7m). Current borrowings comprising the drawn amount on the receivables purchase facility with Westpac
was at $197.0m as at 31 December 2023, $12.0m higher than the prior year (2022: $185.0m). A $50.0m
acquisition facility remains for the Exeed acquisition maturing in August 2024. The balance of drawn debt of
$53.9m relates to a Bank of New Zealand (BNZ) cash advance facility used to fund the NZ operations. Overall
borrowings are $300.9m, up $9.2m (2022: $291.7m), representing an improvement to the debt to equity ratio of
1.18 (2022: 1.27)
Equity has increased to $255.3m during the year (2022: $230.1m).
Equity Movement
Equity 31 Dec 2022
Comprehensive Income for FY23
Share Issue – DRP
Dividends Paid
Equity 31 Dec 2023
$'000
230,145
81,923
1,821
(58,553)
255,336
Significant changes in the state of affairs
Acquisition of Connect Security Products Ltd in NZ
On 9th February 2023 the Company entered into a binding Sale and Purchase Agreement (SPA) to acquire the
business of Connect Security Products Limited (CSP), New Zealand’s leading distributor of access control,
surveillance and fire products. The acquisition completed on 28 February 2023 and the purchase price
was NZD$5.0m comprising of $3.5m for goodwill with the balance for net business assets of $1.5m being
predominantly for inventory.
CSP represents a highly strategic acquisition and a valuable addition to our DAS platform as it will accelerate
the launch of the DAS business in the New Zealand market with key brands Bosch, Sony, Assa Abloy, HID,
Motorola and more. The combination of Dicker Data and CSP is expected to deliver compelling growth
opportunities for both businesses through the combined Trans-Tasman network and expanded capabilities.
Similar to DAS in Australia, CSP operates in parallel to Dicker Data’s existing New Zealand operation and
leverages shared services such as finance, warehousing, logistics and marketing, with the product and sales
functions operating independently.
Dicker Data is constantly examining adjacent sectors to identify the next opportunity for growth and market
share. This addition to Dicker Data’s portfolio is in line with the Company’s commitment to offer its partners
access to a complete security solution from a range of market leading vendors. Convergence of physical
and digital security is a natural progression to protecting the entire business value chain to ensure a stronger
security posture.
Westpac Receivables Facility
In June 2023 the limit on the Westpac Receivables Facility was increased from $220m to $270m, an increase
of $50m. This increase in limit will help support the ongoing growth and working capital requirements of the
business. The Receivables Facility is to be renewed in May 2024.
There were no other significant changes in the state of affairs of the consolidated entity during the FY23 year.
Matters subsequent to the end of the financial year
Extension of Westpac Receivables Facility
The Westpac Receivables Facility matures in May 2024 and a credit approved term sheet has been received
to roll this facility for a further 3 years with increased limit of $320m, up from $270m previously approved.
The renewal of the facility is on same terms and pricing as existing facility. The Company is in the process of
having documentation prepared to formally extend this facility.
Extension of Bank of New Zealand Facility
The Bank of New Zealand facility in NZ is also maturing in May 2024. The Company has received a credit
approved facility amendment letter to increase this facility to $88.9m, comprising of cash advance facility for
$68m, up from $58m previously approved, with the balance being available for stand by letter of credit facility
to support supplier trade credit arrangements. The extension of the facility is to May 2025.
There were no other significant matters subsequent to the end of the financial year.
Likely developments and expected results of operations
2024 is set to be a year of accelerated transformation for the Australian and New Zealand technology sectors.
The landscape in which we operate continues to evolve at an unprecedented pace, driven on one side by the
innovations that improve the way we live, work and connect with those around us. On the other, an insatiable
appetite for growth, improved efficiency and increased productivity from individuals, businesses, communities
and governments as they look to technology to further extend their competitive advantage and elevate their
customer experiences.
The Company expects overall economic conditions to improve in the second half of FY24, which will deliver
growth across a number of technology categories. Our keys to success in 2024 revolve around six key
pillars: Artificial Intelligence (AI), Cybersecurity, Data and Analytics, Collaboration, Digital Transformation and
Diversification.
Artificial Intelligence (AI)
ChatGPT revolutionized the AI landscape when it launched on 30 November 2022, attracting over 100 million
unique users in just two months. OpenAI, the creator of ChatGPT, made AI simple and user-friendly for the
public, creating a widespread awareness of the technology’s potential. Soon after, Microsoft and other major
vendors distributed by the Company announced their plans to commercialise AI solutions. Microsoft unveiled
its first major commercial AI product, Microsoft 365 Copilot in January 2024. The launch was met with
glowing feedback from customers worldwide, however, AI also has created new challenges and opportunities
for the IT channel. Technology partners are now building AI readiness capability to ensure their end-customers
are prepared for AI adoption and to help them avoid potential risks. This is an area the Company is working
with its partners in to drive the safe and ethical uptake of AI in ANZ.
However, there is more to AI than Microsoft Copilot and ChatGPT, which are examples of Generative AI.
Whilst Generative AI is expected to have the most impact on technology users worldwide, Dicker Data also
sees two other key areas of AI that offer additional strong potential for the Company: Embedded AI, which
targets organisational needs, and Full Stack AI, which provides the foundational needs to build customised AI
solutions that include easy to use interfaces and ensures security, privacy and governance.
The wave of impact of user-focused AI, or Generative AI, has commenced with products and solutions in
this segment now readily available. Interest from the Company’s technology partner community has been
significant, although layered with caution. The materiality of the impact of Generative AI on the Company is
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expected to build through-out 2024 as the technology becomes mainstream and the challenges and risks
experienced by early adopters are overcome.
The Company is optimistic on the uptake of Embedded AI solutions and expects these will have a positive
impact on technology buying cycles in FY24. Whilst this category is not new, there will be new innovations and
technology solutions brought to market in FY24 that will make the power of AI a reality for IT professionals.
Areas such as cybersecurity, networking and PCs stand to benefit the most.
One major innovation expected to materialise in the Company’s FY24 period is the world’s first AI PCs,
boasting the ability to run AI solutions natively. The release of the AI PCs is expected to positively impact
PC refresh cycles as businesses move to capitalise on the potential of AI. IDC is predicting that AI PCs will
represent 22% of all device sales in FY24 and 42% in FY25. New AI PCs are expected to become a must-have
item for businesses looking to unleash the full potential of AI with their people.
Lastly, Foundational, or Full Stack AI, is expected to grow in ANZ in 2024. The Company’s recent appointment
as the only end-to-end distributor for all NVIDIA products in ANZ will underpin our success in delivering
Foundational AI solutions. Coupled with the Company’s strength in Microsoft Azure, all of the required
elements to assist businesses and governments to build Full Stack AI solutions are in place. Full Stack AI is
also the most technical and complex component of the Company’s AI landscape view, further creating a need
and demand for the Company’s technical experts. 2024 is already showing early signs of a talent shortage of
AI professionals, meaning businesses will look externally for support from their technology partner businesses,
who we expect will look to their distributors as they scale Foundational AI solutions.
In summary, Artificial Intelligence is expected to have one of the most profound impacts yet on the way people
live and work, and the way in which businesses operate. The Company is at the centre of the AI revolution and
has every technology required to help businesses across ANZ realise the full potential of AI. The impact of AI
on technology procurement is expected to be widespread, although it will take time to accelerate. Dicker Data’s
top priority is working with its partners on the safe and ethical adoption of AI solutions across ANZ throughout
2024 and beyond.
Cybersecurity
Cybersecurity will continue to be an area of focus and growth for the Company in 2024. The cyber
threat landscape is continually evolving and the Company’s role in helping businesses, communities and
governments across Australia and New Zealand understand, assess and protect against attacks is growing.
Hackers are becoming more sophisticated and are leveraging new technology to find new ways to exploit
systems and gain unauthorised access to data.
To help our partner address the growing threats the Company has onboarded new cybersecurity vendors and
increased our investment in building technical and sales excellence around the technologies. The Company’s
technical presales people have since been recognised as the best in ANZ by our vendors. The Company has
also shared a three-tier model on approaching cybersecurity to assist partners in determining the best way
forward for their business, with the Company having an active role to play in each tier:
1. Turnkey: Low barrier to entry, low investment, reliance on vendor tools and solutions.
2. Hybrid: Partner takes on internal investments with hybrid services. Hiring support resources internally for
basic enquiries and escalates to distributor or vendor for more complex issues.
3. DIY: Partners become self-sufficient, all resources and security services are in-house, reliant on
distribution for new solutions, technical assistance and ongoing upskilling and procurement.
Just as hackers are leveraging new technologies, such as AI, to increase their effectiveness, so are the
Company’s cybersecurity vendors. Cybersecurity solutions with embedded AI detect attacks faster, reduce
human intervention and adapt to the evolving cyber threat landscape. By increasing the resiliency of
organisations, the technology is also reducing cybersecurity professional burnout. Demand for advanced, AI-
driven solutions is expected to continue growing in FY24.
Data and Analytics
As businesses become more digitised and reliant on technology, their people, processes, customers and
transactions all generate more data that must be appropriately managed and secured, creating a significant
opportunity for the Company and its technology partner community. Data is regularly the target of hackers
and any loss of data, or degradation in data integrity and quality, can have significant negative impacts on a
business. Increasingly, the Company’s technology partner community are the go-to experts for Australian and
New Zealand businesses and governments who are seeking best practice solutions to safeguard one of their
most important assets, data.
Collaboration
The Company has seen a tremendous uptake of digital collaboration solutions following the pandemic.
However, it is estimated by IT channel research firm Canalys that there are millions more meeting rooms
globally that are still yet to be enabled. The Company has invested in forming partnerships with every major
technology provider in the Professional AV segment to create a compelling ecosystem of solutions to help
businesses across ANZ digitise their meeting spaces. The Company is now the largest Australian distributor
for Professional AV solutions, having overtaken other distributors that traditionally operated in the meeting
room market only. The convergence of IT with this market is more prevalent than ever, with technology
partners now accounting for the majority of the Company’s sales in this segment.
The introduction of AI powered meetings, particularly with Microsoft Teams, is expected to drive further
growth in the Company’s Professional AV business in 2024. With new capabilities, such as live translating
meetings into different languages concurrently, or the inclusion of a new AI-assistant that transcribes
meetings and notifies users of when they were mentioned and what their actions from the meeting are, will
make the digitisation of traditional meeting spaces more imperative than ever.
Digital Transformation
A common theme for many years, the digital transformation of businesses, communities and governments
has been a key underlying factor of success. The uptake of new technology is now widely regarded as an
imperative and the question among leaders is not if, but when, they will adopt new technology, such as AI. To
date, the digital transformation many have undergone has delivered strong competitive advantages and has
enabled businesses to grow in the face of uncertain economic conditions.
The next wave of digital transformation, largely expected to be powered by AI, will enable everyone to become
more efficient and more productive. Many will undertake AI-powered digital transformation to not only
accelerate the impact of their workforces, but also to make their operating environments more accessible and
inclusive, lowering the barriers to workforce participation. Digital transformation within the datacentre is also
expected to also continue in FY24, as organisations pursue efficiencies in their systems and focus on making
their operations more sustainable.
Diversification
The diversification of the Company’s technology portfolio has enabled it to navigate periods of uncertainty and
continues to prove successful. It has enabled the Company to be well-positioned for the shifts in technology
spend and to be a more reliable and capable distribution partner. We operate at the centre of Australia and
New Zealand’s continued digital transformation and our strategy of offering a highly diversified technology
portfolio from the world’s leading technology vendors will continue in 2024.
Our diversification strategy enables the Company to invest into new technologies, solutions and business
practices early, all whilst maintaining the nimble and agile culture we’re renowned for. In turn, this has seen the
Company engaging more deeply with its technology partner community and helping its vendors to accelerate
their success. In 2024, the Company’s advanced relationships with all technology vendors that underpin
success in Artificial Intelligence will be key, particularly Microsoft and NVIDIA.
Warehouse Expansion
The recently completed warehouse expansion and configuration centre upgrade at our Kurnell headquarters
will provide the platform for the Company to significantly scale its DAS business into the IT market. The
convergence of IT and security is expected to deliver double digit growth for DAS in FY24. The warehouse
expansion will also enable the Company to expand its third-party logistics (3PL) offering and onboard new
customers. The expansion also provides capacity for the Company to expand the number of consumer brands
it represents, with a strong focus on the brands that require full value-added distribution, rather than simple
fulfilment.
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Material Business Risks
Risks
Key Drivers
Mitigations
Risks
Key Drivers
Mitigations
Supply chain and transportation disruption
Dicker Data operates within and relies on
a global supply chain, which requires the
ability to access, and transport products to
our customers. Intrinsic dependencies on
suppliers or regions can result in the risk
of disruption to our supply chain, including
shortages or delays associated with
geopolitical uncertainty, extreme weather, or
pandemic induced slowdowns.
• Evolving global and
geopolitical risk
landscape.
• Freight and
transportation
dependencies.
• Points of sensitivity in
the supply chain.
• Component/raw material
shortages
• Ability to flex working capital
holdings where shortages
are foreseen.
• Robust contractual
agreements and protections.
• Ongoing program to ensure
diversification of suppliers
across multiple regions.
Macroeconomic and competitor landscape
The external risk environment continues
to be influenced by uncertainties in the
macroeconomic and geopolitical landscape,
including international disputes and trade
tensions, and broader environmental threats
including extreme weather events and
continued pandemic induced slowdowns.
Dicker Data’s competitive markets can
also be impacted by local forces such as
a slowing economy, disruptive product
innovation, increased competitor activity,
new entrants, and changes in customer
strategies and preferences.
IT resilience and cybersecurity
Dicker Data recognises the importance
of protecting its systems, applications
and data, and maximising its ability to
recover rapidly in the event of a disruption.
In particular, cybersecurity risks continue
to pose an increased threat to all
organisations, including risks associated
with major ‘denial of service’ type attacks,
ransomware, malware and other malicious
hacking activities, all of which can lead to a
significant disruption to operations.
• Competitor activity.
• Movement in economic
conditions.
• Regular oversight and
monitoring across our
markets.
• Evolving geopolitical risk
• Adapting processes and
landscape.
• Environmental factors
including extreme
weather and pandemics.
business continuity discipline
to respond to changing
conditions.
• Scenario modelling to enable
changes to spending and
investment approaches
in response to changes in
economic and business
conditions.
• Increasing complexity
and transformation of
the IT environment.
• Dynamic cybersecurity
• Proactive IT environment
testing, monitoring, and
maintenance.
• Clearly defined strategy, and
risk landscape.
control environment.
• Technology changes
including additional
adoption of cloud and AI
technology.
• Governance and oversight
mechanisms and Audit
and Risk Management
Committee risk updates.
• Data security and awareness
programs for all Dicker Data
employees.
• Investment in best practice
tools and processes to
provide multi-layer protection
against unauthorised access.
Refinance risk
Dicker Data currently has in place a working
capital facility with Westpac Banking
Corporation in Australia and Bank of
New Zealand (BNZ) in New Zealand and
both facilities are to be renewed in May
2024. Whilst the Board is confident on
the Company’s ability to refinance these
facilities there is no guarantee that in the
future Dicker Data will be able to extend,
renew or refinance its existing bank facilities
at the required time, or access additional
debt facilities if desired. Any new debt may
also be available on terms that are less
favourable to Dicker Data. If Dicker Data is
unable to access adequate debt financing
when desired, or debt that is provided on
commercially less favourable terms, this may
affect its financing costs, or its ability to fund
its operations, meet its growth aspirations
or respond to competitive pressures. This
in turn may affect Dicker Data’s financial
performance.
People and talent
Dicker Data requires highly skilled talent
to continue to ensure we have the right
expertise to continue to drive growth in
the business. Retention and recruiting are
expected to remain challenging due to low
unemployment rates, as a result we need to
actively manage key talent risks within the
business.
• Tightening of monetary
policy resulting in higher
interest rates.
• Dicker Data has the ability
to reassess its current 100%
dividend payout policy.
• Strengthening of banking
• Ability to raise more capital
risk profiles.
through a share issue.
• Maintaining strong
relationships with our
bankers.
• The Company has received
credit approved term sheets
to renew each of these
facilities on same terms and
pricing, whilst increasing
facility limits.
• Competitive talent
• Employer of choice by
market where demand is
exceeding supply.
• Increasing expectations
from the workforce in the
current labour market.
• Evolution of flexibility in
role design in the post-
COVID-19 environment.
continuing to build strong
organisation culture and
leadership.
• Succession planning process
for key roles
• Remuneration structure
reviews and benchmarking.
• Attraction and retention
strategies with broad
employee value proposition.
Legal and compliance risk
Dicker Data must comply with a broad range
of laws and regulations, as well as its legally
binding contracts and agreements, whilst
also ensuring that any breaches (potential or
actual) are identified and handled in a timely
and proactive manner. The ever expanding
complexity of regulatory and contractual
obligations is also growing as the Dicker Data
business evolves.
• Growing span and
complexity of Dicker
Data’s regulatory
landscape.
• Increasing regulatory
requirements across a
range of areas (e.g. ESG).
• Large volume of
contracts and
agreements across the
business.
• Dedicated in-house HSE,
procurement and legal
personnel.
• Mandatory policies,
procedures, training and
education provided covering
• Key regulatory and
compliance areas.
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36
Risks
Key Drivers
Mitigations
Environmental, social, and corporate governance (ESG)
Dicker Data’s operations must continue
to progress our journey to reducing our
impact on the environment and respond
to legislative requirements in this area.
We also recognise the reputational risk
associated with any failure against ESG
reporting or disclosure obligations.
• Source of growing
• ESG governance framework in
stakeholder
expectations.
place.
• Developing integrated reports and
• Depth and complexity of
ESG targets.
the supply chain.
• Increasing regulatory
• Dedicated team committed to
advancing our ESG credentials.
landscape surrounding
ESG.
• Member of APCO.
• Regular review and oversight
of ESG initiatives and risks by
leadership team.
Wellbeing, health and safety
The health and safety of the Dicker
Data team and customers is a central
focus, and remains fundamental to the
daily and weekly routines of our teams.
Dicker Data is committed to creating a
safe working environment where people
are protected from both physical and
psychological harm.
• Inherent safety risks
arising in the normal
course of business.
• Diverse network of
physical infrastructure
and equipment across
sites.
Technological disruption and transformation
• Dedicated safety team, including
supporting systems and controls.
• Safety monitoring, inspection and
training programs.
• Investment in programs and
resources that support our
employees.
• Structured incident and injury
management processes.
• Increasing speed and
volume of technological
disruption.
• Changing consumer
• Technology strategy and roadmap.
• Working with our partners on the
safe and ethical adoption of AI
solutions.
behaviours and
expectations.
• Impact of legacy
infrastructure and
environments.
• Ensuring our teams have the
right resources and training to
adapt quickly to the changing
environment.
Dicker Data must keep pace with
technological advancements that
disrupt our operational and competitive
landscape. Evolving technologies,
including advanced robotics and
artificial intelligence (AI), have the
potential to impact Dicker Data and its
broader markets, together with rapid
developments in data science, machine
learning and predictive modelling.
Foreign Exchange
Dicker Data undertakes certain
transactions denominated in foreign
currency and is exposed to foreign
currency risk through foreign exchange
rate fluctuations.. Foreign exchange
risk arises from future commercial
transactions and recognised financial
assets and financial liabilities
denominated in a currency that is not
the entity’s functional currency.
Information on Directors
David Dicker
Chief Executive Officer (CEO) and Chairman
David is the co-founder of the company and has been a director of the company since its
inception. David’s role as CEO requires focus on Dicker Data’s business strategy and decision
making and under David’s strategic guidance the company has enjoyed material growth,
establishing Dicker Data as one of the leading Australia-based distributors of IT products.
Interest in Equities as at Report Date:
8,651,041 Ordinary shares in Dicker Data Limited
48,000,000 Ordinary shares held by Rodin Ventures Limited
Interest in Contracts:
Nil
Special Responsibilities:
Chairman and responsible for the overall business management and
strategy as Chief Executive Officer.
Other Current Listed Company Directorships:
None
Other Current Listed Company Directorships held in Previous 3 Years:
None
Fiona Brown
Non-Executive Director
Fiona Brown is the co-founder of Dicker Data and currently serves as Non-Executive Director of the
company. Fiona has been involved with the business since it started in 1978 and has been a director of
the company since 1983. As a Non-Executive Director, Fiona brings her knowledge and experience in the
IT distribution industry for over 40 years, of which the first 26 years was in the role of General Manager of
the business.
• Increasing purchases
• In order to protect against
from vendors that trade
with us in a foreign
currency
exchange rate movements, Dicker
Data has entered into forward
foreign exchange contracts.
Interest in Equities as at Report Date:
25,741,673 Ordinary shares in Dicker Data Limited
21,800,000 Ordinary shares held by BTR No 2 Pty Ltd
5,117,172 Ordinary shares held by Fi Brown Trust No 1
2,988,598 Ordinary shares held by BTR Investments No 1 Pty Ltd
• Instability in global
financial markets.
• Management has a risk
management policy to hedge
between 30% and 80% of
anticipated foreign currency
transactions for the subsequent
4 months, with occasionally
requiring a hedge for up to 12
months on specific transactions.
Environmental regulation
The consolidated entity is subject to the requirements of the Australian National Television and Computer
Recycling Scheme (NTCRS), and the Company is a member of an approved co-regulatory e-waste provider.
There have been no instances of non-compliance throughout the year.
106,128 Ordinary shares held by South Coast Developments Pty Ltd as trustee for the Brown Family
Superfund
23,539 Ordinary shares held by related parties
Interest in Contracts:
Nil
Special Responsibilities:
Member of the Audit and Risk Management Committee
Member of the People & Culture Committee
Other Current Listed Company Directorships:
None
Other Current Listed Company Directorships held in Previous 3 Years:
None
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38
Vladimir Mitnovetski
Executive Director and Chief Operating Officer
Vlad joined the company in 2010 in his role as Category Manager. In this role he was
responsible for the establishment and growth of key volume vendors and was instrumental
in the introduction of new vendors to Dicker Data’s portfolio. Vlad is a business technology
professional with over 20 years of distribution industry experience. Vlad started his career at
Tech Pacific and then Ingram Micro where he worked in various roles before progressing to
business unit manager roles in enterprise and personal systems, working closely with many
leading vendors. Vlad holds a Bachelor of Business degree from University of Technology and
a master’s degree in advanced marketing and management from the University of New South
Wales. Vlad was appointed to the position of Chief Operating Officer on 8th September 2014.
Interest in Equities as at Report Date:
829,992 Ordinary shares in Dicker Data Limited
53,184 Ordinary shares held by Mitnovetski Pty Ltd as Trustee for Mitnovetski Superannuation Fund
20,627 Ordinary shares held by his wife
Interest in Contracts:
Nil
Special Responsibilities:
Responsible for the sales, vendor alliances and operations of the consolidated entity.
Other Current Listed Company Directorships:
None
Other Current Listed Company Directorships held in Previous 3 Years:
None
Mary Stojcevski
Executive Director and Chief Financial Officer
Mary joined Dicker Data as Financial Controller in 1999. Her responsibilities include all of the
financial management, administration and compliance functions of the company. Prior to
joining Dicker Data Mary had over 15 years’ experience in accounting and taxation. Mary holds
a Bachelor of Commerce Degree with a major in Accounting from the University of New South
Wales. Mary is also an Executive Director of the company and has been a director since 31
August 2010.
Interest in Equities as at Report Date:
69,335 Ordinary shares in Dicker Data Limited
248,666 Ordinary shares held by Stojen Pty Ltd as trustee for Stojinvest Superannuation Fund
Interest in Contracts:
Nil
Special Responsibilities:
Responsible for the overall financial management and compliance functions of the consolidated entity.
Other Current Listed Company Directorships:
None
Other Current Listed Company Directorships held in Previous 3 Years:
None
Ian Welch
Executive Director, Chief Information Officer and Director of Operations
Ian joined Dicker Data in March 2013 as General Manager – IT before he was appointed
Chief Information Officer on 6th August 2015. Prior to officially joining Dicker Data Ian spent
more than 15 years consulting to Dicker Data in various roles. During this period Ian had been
instrumental in establishing and maintaining the IT Systems for Dicker Data and as a result
has a deep understanding of the business and all related processes. Ian started his career as
an IT Professional working as consultant to businesses in various sectors. A large proportion
of these were in the logistics space which have allowed Ian to develop a fundamental
understanding of such operations. Ian is also an Executive Director of the company and was
appointed 6th August 2015.
Interest in Equities as at Report Date:
78,000 Ordinary shares in Dicker Data Limited
Interest in Contracts:
Nil
Special Responsibilities:
Responsible for IT operations, systems and processes
Other Current Listed Company Directorships:
None
Other Current Listed Company Directorships held in Previous 3 Years:
None
Leanne Ralph
Non-Executive Director
Leanne was appointed as an independent non-executive director on 13 December 2019. Prior
to her appointment Leanne was the founder and director of Boardworx Australia Pty Ltd, a
provider of outsourced company secretarial services, growing the business for its sale in 2017.
Leanne is a highly experienced governance professional with over 15 years in this field, having
held the role of Company Secretary for a number of ASX-listed entities across a diverse range
of industries and clients based in the US, Singapore, Germany and New Zealand. She currently
holds the role of Company Secretary for various listed entities and has significant experience in
capital raisings, corporate transactions and IPOs. Leanne’s prior executive positions focussed
on accounting and finance for almost 20 years, as CFO of International Brand Management
Pty Ltd, a business of importing, wholesaling and retailing luxury fashion brands, and
Principal Client Advisor with Altus Financial, providing management accountant and company
secretarial services to clients. Leanne holds a Bachelor of Business with majors in Accounting
and Finance, is a Graduate Member of the Australian Institute of Company Directors and a
Fellow of the Governance Institute of Australia
Interest in Equities as at Report Date:
3,507 Ordinary shares in Dicker Data Limited
Interest in Contracts:
Nil
Special Responsibilities:
Chair of the People & Culture Committee
Member of the Audit & Risk Management Committee
Other Current Listed Company Directorships:
None
Other Current Listed Company Directorships held in Previous 3 Years:
None
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Director Meetings
The number of meetings of the company’s board of directors and of each board committee held during the
year and the number of meetings attended by each director were:
Board
Audit &
Risk Committee
Nomination &
Remuneration
Committee
Meetings
eligible to
attend
Meetings
attended
Meetings
eligible to
attend
Meetings
attended
Meetings
eligible to
attend
Meetings
attended
Mr David Dicker
Ms Fiona Brown
Mr Vladimir Mitnovetski
Ms Mary Stojcevski
Mr Ian Welch
Ms Leanne Ralph
Ms Kim Stewart-Smith
12
12
12
12
12
12
12
11
12
12
12
12
11
12
-
3
-
-
-
3
3
-
3
-
-
-
3
3
-
2
-
-
-
2
2
-
2
-
-
-
2
2
Kim Stewart-Smith
Non-Executive Director
Kim was appointed as an independent non-executive director on 18 March 2021. Kim is an
experienced ASX independent Non-Executive Director and is also currently an independent
Non-Executive Director and ARC Chair for AMA Group (ASX : AMA) and WTFN Entertainment
& Media. Kim is also the Founder and Managing Director of Stewart & Smith Advisory, a
business advisory, corporate services and chartered accounting firm. Prior to this, Kim has
had significant experience in senior roles in commercial and professional services. Kim was
a Partner at Ernst & Young, Oceania responsible for the Outsourced Finance & Accounting
services for 3 years. Kim holds a Senior Executive MBA from Melbourne Business School
and studied Strategy in Europe at WHU – Otto Beisheim School of Management, Strategic
Innovation at Berkeley Haas School of Business at University of California, a Bachelor of
Business with majors in Accounting and Finance, a Master of Applied Finance (M&A), is
a Fellow of the Governance Institute of Australia, a member of the Australian Institute of
Company Directors and holds a Public Practice Certificate from the Institute of Chartered
Accountants Australia and New Zealand.
Interest in Equities as at Report Date:
4,941 Ordinary shares held by Stewart & Smith Pty Ltd as Trustee for Stewart-Smith
Superannuation Fund
Interest in Contracts:
Nil
Special Responsibilities:
Chair of the Audit and Risk Management Committee
Member of the People & Culture Committee
Other Current Listed Company Directorships:
Non-Executive Director and Chair of Audit and Risk Committee at AMA Group Ltd
Other Current Listed Company Directorships held in Previous 3 Years:
None
Erin McMullen
Company Secretary
Erin McMullen was appointed to the position of Company Secretary on 6th November 2018.
Erin has over 11 years’ experience in Company secretarial roles for various publicly listed and
unlisted entities. Prior to this Erin worked in Executive Support and Managerial roles across a
number of sectors.
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42
Remuneration Report
Introduction from the Chair of the People & Culture Committee
Dear Shareholders,
On behalf of Dicker Data’s People & Culture Committee, I am pleased to present our Remuneration Report for
the year ended 31 December 2023.
The intention of this report is to describe the linkage between our strategy, remuneration principles and
remuneration framework and how these have been driving the significant shareholder returns Dicker Data has
achieved.
In a highly competitive industry that does not provide for the development or maintenance of any economic
moats, annual profit growth and, as a consequence, our dividends, is the primary driver of value. The primary
driver of market value is also the primary determinant of executive remuneration. Incentives make up almost
90% of executive remuneration. The determinants of incentive payments are based on minimum net profit
margin of 2.5% as measured against gross revenue. This ensures alignment with shareholder interests, it
varies executive pay levels with profit levels and the company’s capacity to pay. It is also transparent, audited,
simple to understand, and straightforward to administer.
The short-term profit focus (fed primarily by winning new business) feeds into long term wealth, since new
business turns into annual recurring revenue, contributing to profits in future years.
This is evident from the table below.
Dicker Data Growth
10yr
5yr
1yr
Gross Revenue
624.24%
119.01%
5.35%
Net Operating Profit Before Tax
784.77%
151.76%
9.67%
EPS
526.24%
125.47%
9.07%
Dividends per Share
364.29%
80.56%
(39.81%)
TSR
3,470.72%
462.33%
22.31%
FY23 Outcomes
FY23 saw companies classified as technology stocks outperform all other sectors. This has been the
market’s response to seeing an end to increases in the cost of capital, and so in the way it values technology
companies. Against this, Dicker Data provided products and services to the SME sector, which was still
suffering from high interest rates and a subdued real economy. Despite the market conditions for the SME
sector, our revenues, net profit after tax (NPAT) and earnings per share (EPS) all increased, and whilst dividend
paid in the calendar year was lower due to higher interim dividends the prior year, total dividends for the FY23
year increased by 8.4%. Overall, the more optimistic outlook and Dicker Data’s sound fundamentals have been
recognised by the market. Our share price increased by 17.4% over the year. We remain capital light, focussed
on business-to-business sales rather than to end consumers, have a loyal and sticky customer base, tried and
tested customer solutions, and have a small share of a very large and fragmented small medium enterprise
market for technology equipment and support.
Our strategy reflects our shareholder base, who are primarily retail shareholders and not Institutional
investors. Consistent years of high profit and relatively generous dividend payouts have allowed us to reward
shareholders. While dividends per share are down from FY22 at 32.5 cents, they remain consistent with the
5-year average, and above the 10-year average of 25.4 cents. As mentioned dividends paid were lower in the
year due to higher interim dividends being paid the prior year but the Company maintained its 100% dividend
policy and dividends in respect of the FY23 year increased by 8.4% with a final dividend of 15 cents per share
to be paid 1 March 2024.
Incentives and realisable remuneration (base pay plus incentives) were again highly correlated with profit
and dividends realised by shareholders, consistent with prior years. Our executive pay alignment with our
fundamental driver of value is a key advantage of the Dicker Data framework. As FY23 Net Operating Profit
Before Tax has not just been sustained from the prior year but has grown, so has the pay of the executive
KMPs whose incentives are expressed as a direct percentage of this profit. However, it would be disingenuous
to suggest that all of the Executive pay growth is due to profit growth. It also reflects a slightly higher share of
profit. We increased the contracted profit share of CFO Mary Stojcevski and CIO Ian Welch from 1.5% to 2.0%
from 1st October 2023. The increase narrowed the gap to the COO’s 4.0% share, recognised the extent that our
performance would not be possible without these three critical people operating as a close-knit team to drive
our performance, and addressed a misalignment with remuneration of other, non-KMP, executives at Dicker
Data.
Response to First Strike
At our AGM held in May 2023, 73.62% of the votes received supported the remuneration report for the financial
year ended 31 December 2022. Votes cast against the FY22 Remuneration Report were 26.38%, which has
resulted in ‘strike’ against the FY22 remuneration report. Following a spill resolution at the 2022 AGM that did
not pass based on a second strike for the FY21 Remuneration Report, the cycle renewed, so that last year’s
vote resulted in a ‘first strike’ under the Corporations Act 2001 (cth).
Proxy advisors and shareholder feedback indicated concern with the uncapped nature of the profit share plan,
the absence of a long-term incentive plan and the lack of equity payments and/or deferral on the profit share
plan. This feedback probably does not reflect the views of most shareholders, given the majority support for
our remuneration, but is probably a fair reflection of the minority that voted against the remuneration report.
We do not agree with placing a cap on how much incentive an executive can earn providing it can be funded
and is proportional to profit, as this would be a misalignment with the interests of shareholders, and act as a
disincentive for better performance. It would be akin to saying to our team to stop making profit when they
reach a prescribed level and that we as directors would be happy with this. To do so would be artificially
capping the dividends that our shareholders could receive. Directors, and we believe our shareholders, would
not be happy with this. Tolerance of modest performance is not part of our culture. We have risk bounds,
including gearing and working capital. We share risk with executives, whose pay varies with profit. Within these
risk bounds we want maximum performance.
If executives did not own substantial Dicker Data stock we would consider deferral of the annual incentive in
stock. But given that they already hold stock that greatly exceeds normative standards within the ASX 200 this
is not necessary.
We believe this combination of annual cash that varies in direct proportion to profit and high stock ownership
is ideal for our company. It recognises our value is not a function of an economic moat, with executives
benefiting from the legacy of others. Rather, our value lies in achieving high performance every year.
The remuneration report vote outcome was disappointing. It reflected the views of shareholders who held
10.3% of our shares, so that the strike was, in effect, an outcome of votes from 2.7% of shares held. Even if
shares held by related parties are excluded, the proportion of shares voting against was just 7.4%. The votes
were from mainly institutional shareholders, the majority of whom receive proxy advice derived in most cases
from a standardised set of guidelines applicable to all issuers irrespective of the nature and type of company,
and its business strategy. The board seriously considered their feedback, and considered whether it was a
valid reflection of most shareholders views, rather than just 7.4% of shares held. However, there is insufficient
evidence either way that this was a valid reflection of shareholder views more broadly. We also considered
the extent that the framework is in the best interests of our shareholders. On balance, we decided that it was,
purely because it has been successful in attracting and retaining the best executives in the industry, based
43
44
upon the level of sustained performance delivered over the tenure of their employment to date.
Rationally, the only responsible recommendation that the independent directors can make to the full board is
that no changes be made to the remuneration framework because:
• no changes to a structure that reflects the need for greater profit every year
• it operates within the risk parameter confines set by the board, and shared by management
• management have attained, and are required to maintain, a high level of stock ownership
• it continues to work well
FY23 Remuneration
We completed a NED fee review in 2022 which determined that our NED fees were below market.
Almost 95% of shareholders voted for an increase in the NED fee pool from $270,000 to $750,000. This
allowed for NED fees to be increased in FY23. The increased fees are tabled in the remuneration report and are
reflective of the market median for listed companies of Dicker Data’s size.
As noted, Mary Stojcevski and Ian Welch both had their profit share percentage increase from 1.5% to 2.0%
from October 2023. There was no change to their base pay. The increase in profit share percentage was
made to address a misalignment with remuneration of other, non-KMP, executives at Dicker Data and reduce
the gap to the COO share. It is also worth noting that the CEO David Dicker does not receive any executive
remuneration so that overall executive compensation needs to be viewed in the context of all roles and
responsibilities.
Concluding Comments
Dicker Data’s remuneration is directly linked to performance. It is the most transparent and simple executive
remuneration structure among listed peers. Our policy whereby almost all executive remuneration is tied to our
profitability sets us apart from competitors, and ensures we attract, retain and focus the industry’s best talent
on the key driver of shareholder returns and sustainable value. Moreover, unlike peers, it has a symmetry in
that it can decline as easily as it can increase.
Dicker Data remains focused on delivering growth. We believe that our remuneration structure combined
with executives who have significant “skin in the game” positions us well to continue providing our
shareholders with strong returns, ensures executive pay varies with performance, and exposes and aligns
executives personal asset holdings with the long term interests of shareholders. The fact that all executive
KMP (excluding the founder, David Dicker), purchased more shares in FY23, stresses the confidence of our
executive team in our strategy and value.
We remain open to remuneration frameworks that are simpler, transparent and aligned. To that end we
will continue to have ongoing dialogue with proxy advisers, our shareholders and our staff to ensure our
framework continues to deliver on that promise.
Leanne Ralph
Chair of the People & Culture Committee
27 February 2024
Remuneration Report (Audited)
All information in this remuneration report has been audited as required by section 308(3C) of the Corporations
Act 2001 (cth). The remuneration report is set out under the following main headings:
a. Consideration of FY22 strike feedback
b. Key management personnel
c. Principles used to determine the nature and amount of remuneration
d. Details of remuneration
e. Service agreements
f.
g. Additional disclosures relating to key management personnel
Share-based compensation
Consideration of FY22 Strike Feedback
(a)
At our 2022 AGM held in May 2023, 73.62% of the votes received supported the remuneration report for the
financial year ended 31 December 2022. Votes cast against the FY22 Remuneration Report were 26.38%,
which has resulted in ‘strike’ against the remuneration report for FY22. Following a spill resolution at the 2022
AGM that did not pass based on second strike for the FY21 Remuneration Report, this has now resulted in a
‘first strike’ under the Corporations Act 2001 (cth) for the FY22 year.
The following table summarises the issues raised by our shareholders and their proxy advisors in connection
with the FY22 Remuneration Report resolution. Our assessment and consideration of these concerns are also
in the table below.
Issue raised
Consideration by Company
No proportion of
executive remuneration
is deferred/delivered in
equity
If executives did not own Dicker Data shares, or were not actively acquiring
our shares to meet ownership expectations, the absence of equity as part of
remuneration would be a valid concern. However, Dicker Data executives already
have accumulated our shares with after tax proceeds from their incentive
payments. Their personal exposure to total shareholder returns, and hence
alignment with shareholder interests, is significant. Their “skin in the game” is
considerably higher than executives in peer companies.
In FY23 all executives excluding the CEO/founder have purchased shares. This
shows the executives have confidence in our Company’s underlying value and or
business strategy.
The following table breaks down the current shareholding levels as a proportion
of base pay for each executive:
Name
Vladimir Mitnovetski
Mary Stojcevski
Ian Welch
Shareholding ($)
as at
31 December 2023
Shareholding
as a multiple
of Base Pay
$10,809,484
$3,803,292
$932,880
18.02
15.21
3.73
There is an argument that remuneration deferral with equity would assist in
executive retention. In considering this we note that each member of the Dicker
Data executive team has been at the company for over 9 years, exceeding the
current average ASX 300 company executive tenure by about 4 years. This
suggests that the current policy has been effective at retention of talented
executives that deliver performance.
Therefore deferral would serve no further purpose given their levels of ownership
and exposure, while detracting from the simplicity and attractiveness of our
incentive plans for talented executives who get results.
In FY22 a formal mandatory shareholding requirement was introduced for
executives to have shareholdings equal to 300% of base pay to ensure all current
and future executives achieve and maintain significant shareholdings. Although
our executives have binding employment agreements currently in force, they
have nevertheless fully endorsed this change. All have voluntarily agreed with this
requirement. These requirements are matched only by very few of the larger ASX
300 companies.
45
46
Issue raised
Consideration by Company
(b) Key management personnel
No LTI plan
Executives are entitled
to a percentage
of net operating
income before tax
without a limit on
outperformance
Only one performance
measure
We have deliberately configured our business to be agile, with limited long term risk
exposure. That is, we are asset light. Most capital deployment is in inventory, which
we turn over quickly to further reduce capital risk from obsolescence and write
downs. This permits us to focus primarily on sales and service, agilely responding
to our customers’ needs. Unlike competitors, we do not want to be weighed down
by legacy systems in a fast moving world of technology. Vendors that we stock
invest the capital, so we do not have to. The spread of vendors and their products
permits us to always have solutions for our customers, providing we are agile
enough to identify new technology opportunities to configure to their needs.
This pressure to respond in the short term is the reason we have maintained
consistently high levels of profit growth since we have listed. Our incentive plan is
essential to this strategy, while executive share ownership has ensured good levels
of alignment.
The executive team has low levels of base pay in comparison to market practice.
A larger proportion of executives’ realised remuneration is at risk relative to market
practice. In the event that the gateway (a net profit margin of 2.5%) is not achieved
no profit share incentive will be earned.
Based on the feedback, it appeared that the uncapped profit share was an issue for
some proxy advisors and investors because it can result in very high remuneration
relative to similarly sized companies. This appeared to outweigh, for the few that
noted it, the very low remuneration relative to others that could equally result if
performance was poor. It also appeared to ignore performance relative to other
companies. Dicker Data values remuneration and performance symmetry. It does
not subscribe to the view that executive pay can go up but not down. Hence our
philosophy more equitably shares the risk between executives and shareholders.
In FY23 our net profit before tax increased by 11.1% and executive pay increased
accordingly.
To cap the executive pay upside, we would have to increase the floor on the
executive pay downside. We do not want to condemn shareholders with mediocrity
by in effect saying to executives we do not want them to outperform. We do.
Introducing a cap on outperformance of executives would be demotivating, reduce
executive retention, require Dicker Data to raise base pay and undermine the model
that has increased shareholder wealth so significantly since listing as a public
company.
Some proxy advisors and investors were concerned that there was a singular
focus on one measure. To some investors this would increase risk that other
important aspects would be disregarded, resulting in loss of value. We have
considered this within the context of the nature of the company and executive
shareholdings. We are reasonably satisfied from this review that the primary
driver of value is profit. Since 2019, the net operating profit before tax has grown
at an average rate of 17% and earnings per share and as such shareholders
worth has increased at an average rate of 8.4% per annum over this period.
While there are other important performance factors, they are primarily
hygiene measures. That is, they are necessary as leading indicators of ongoing
organisational health. While they are not primary value drivers, failure to attend to
these can be risky, and consequently impact share price and dividends. Hence as
a Board we do set standards for our executives, and measure and monitor these.
Rather than signalling any of these out, assigning a weight, and varying pay
according to a formula, we believe the impact of these is best managed through
requiring high levels of executive share ownership. This has now been formalised
with the Mandatory Shareholding Requirement (MSR).
Key management personnel (KMP) covered in this report are detailed below:
Name
Position Held
David Dicker
Chief Executive Officer
Vladimir Mitnovetski
Chief Operating Officer
Mary Stojcevski
Chief Financial Officer
e
v
i
t
u
c
e
x
E
s
r
o
t
c
e
r
i
D
Tenure
Full Year
Full Year
Full Year
Ian Welch
Chief Information Officer and Director of Operations Full Year
-
n
o
N
e
v
i
t
u
c
e
x
E
s Fiona Brown
r
o
t
c
e
r
i
D
Leanne Ralph
Kim Stewart-Smith
Non-Executive Director
Independent Non-Executive Director
Independent Non-Executive Director
Full Year
Full Year
Full Year
(c) Principles used to determine the nature and amount of remuneration
In determining the remuneration packages of its executives, the board adopts principles that ensures the level
and composition of remuneration aligns with the interests of shareholders and allows us to retain our high
performing talent.
These key principles are:
• A focus on the performance of the business – executives are paid on the performance of the
business;
• A minimum performance threshold has to be met before any performance awards are paid. This
ensures the variable reward is only available when value has been created for shareholders and when
profit is in line with the approved budget;
• The remuneration framework is simple, clear and transparent;
• Competitive remuneration packages to ensure the retention of highly skilled long-serving personnel.
Executive remuneration and other terms of employment are reviewed annually by the board having regard to
performance against goals set at the start of the year and relevant comparative information. Remuneration
arrangements are specified in each executive’s employment agreement. Any changes to remuneration can
only be legally amended with the consent of the executives.
Remuneration is intended to attract and retain executives capable of managing the company’s operations,
achieving the company’s strategic objectives, and increasing shareholder wealth.
Executives Remuneration Framework
The executive pay and reward framework includes the following components:
• Base pay and benefits
• Performance-related cash incentives
• Other statutory-based remuneration components such as superannuation.
The combination of these comprises executives’ remuneration.
47
48
Base pay
Base pay is structured as a total employment cost package which may be delivered as a combination of
cash and prescribed non-financial benefits at the executive’s discretion. There are no guaranteed base pay
increases included in any senior executives’ contracts.
The following table summarises the executives base pay in FY23 as well as FY22:
Name
FY23
Base Pay
FY22
Base Pay
fees reflect the market median identified in the 2022 review.
Leanne Ralph was appointed to the board as a non-executive independent director in December 2019.
Kim Stewart- Smith was appointed to the board as a non-executive independent director in March 2021.
Fiona Brown is also non-executive director, but is also a major shareholder, and therefore not considered
independent.
The following table summarises the total non-executive director fees, inclusive of statutory superannuation
payments:
David Dicker
-
-
Vladimir Mitnovetski*
$600,000
$600,000
Mary Stojcevski
Ian Welch
$250,000
$250,000
$250,000
$250,000
* The remuneration payable to Mr Mitnovetski will be a performance-based salary of the higher amount of
either: (i) $50,000 per month; or (ii) 4% of net operating profit before tax in the quarter. Profit incentive is
subject to the company achieving a net profit margin of 2.5% as measured against gross revenue, in a calendar
quarter.
Performance-related incentives
Performance-related cash incentive entitlements are contingent on net operating profit before tax, but only if
a minimum margin gateway has been achieved. Non-financial objectives are also assessed in rating executive
performance in meeting the company’s business objectives.
Using profit ensures variable reward is only available when value has been created for shareholders. Incentives
vary with the company’s capacity to pay incentives.
The executives’ cash incentive entitlements are assessed and paid either monthly or quarterly based on the
actual performance against the relevant monthly profit with reconciliation at the end of the financial year
against the audited full-year actual profit. The performance-related award is un-capped after the threshold
performance metric has been achieved. The chairman and CEO is responsible for assessing whether an
individual’s targets have been met.
The performance-related cash incentives align with Dicker Data’s strategy by:
• Focussing executives on the key value driver for share price and dividends.
• Varying remuneration directly with the performance of the company and its capacity to pay.
• Establishing a performance gateway requiring a minimum margin to be achieved before any payment is
made.
• Lowering risk through having relatively low fixed remuneration cost.
• Providing for zero incentives in the event of poor performance.
• Being simple to understand, monitor and audit.
• Providing remuneration that is highly competitive, but only for executives who perform.
• Aligning executive prosperity with shareholders via a high shareholding requirement.
Non-executive directors
Fees and payments to non-executive directors reflect the demands which are made on, and the responsibilities
of, the directors. The Board determines remuneration of non-executive directors within the maximum amount
approved by the shareholders from time to time.
We completed a non-executive director (NED) fee review in 2022 which determined that our NED fees were
below market. At the FY23 AGM 94.56% of shareholder’s approved the total maximum for non-executive
director fees to be increased to $750,000 per annum, up from $250,000 pa previously.
The increase of the NED fee pool allowed NED fees to increase from 1st June 2023 as per table below. The
Name
FY23
Director
Fees
FY22
Director
Fees
Non-Executive Director Fees
$130,000
$60,000
Committee Chair Fees
$30,000
$5,000
Committee Member Fees
$10,000
$5,000
(d) Details of remuneration
Relationship between remuneration and company performance
The overall level of executive reward takes into account the performance over the financial year with greater
emphasis given to improving performance over the prior year.
During the tenure of the current executive team, financial performance has improved significantly.
In FY22, Dicker Data’s TSR was impacted by the re-rating of technology stock fundamentals. The correction
has run its course and the decline has slowed, with TSR better reflecting Dicker Data’s financial performance
and high dividends.
The following graph summarises net operating profit before tax and TSR over the past eleven years:
x
a
t
e
r
o
f
e
b
t
fi
o
r
p
g
n
i
t
a
r
e
p
o
t
e
N
$140m
$120m
$100m
$80m
$60m
$40m
$20m
$0m
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
Net operating profit before tax
TSR (since 1 Jan 2013)
4500%
4000%
3500%
3000%
2500%
2000%
1500%
1000%
500%
0%
R
S
T
49
50
The executive team increased the net operating profit on average over the last 5 years by 21.1%. As a large
proportion of the executive’s remuneration package is based on net operating profit outcomes the executive
remuneration also increased. Earnings per share and as such shareholder wealth has increased at an average
rate of 20.0% per annum over this 5-year period. For the financial year, earnings per share increased by 9.1%
over FY22.
The following table summarises FY23 performance outcomes for the executive team:
*Net Profit
Before Tax
Margin
Threshold
*Net Profit
Before Tax
Margin
Achieved
Name
Net Profit
Before Tax
Profit Share %
Profit
Share $
Vladimir Mitnovetski
4.0%
$4,657,349
Mary Stojcevski
2.5%
3.4%
$116.4m
Ian Welch
Up to Sep23 – 1.5%
From Oct23 – 2.0%
$1,910,173
Up to Sep23 – 1.5%
From Oct23 – 2.0%
$1,910,173
*Target and achieved net profit margin is based on net profit before tax as a percentage of gross revenue
As the net profit before tax margin percentage performance gateway was achieved for FY23, each executive
received their incentive based on net profit before tax. The net profit margin target and achievement is
calculated based on gross revenue. From 1 October 2023 the board agreed to increase the profit share
percentage for Mary Stojcevski and Ian Welch from 1.5% to 2.0%. The increase was granted to reduce the gap
with the COO share and address a misalignment with remuneration of other, non-KMP, executives at Dicker
Data with higher fixed remuneration.
The following graph compares each executive’s performance to company outcomes over the last five years.
This graph displays how the performance of the current executive team has driven growth over the past five
years and how the executives have been paid for their performance.
600%
500%
400%
R
S
T
300%
200%
100%
0%
$6,000,000
$5,000,000
$4,000,000
$3,000,000
$2,000,000
$1,000,000
$0
)
$
(
e
r
a
h
S
t
fi
o
r
P
2019
2020
2021
2022
2023
TSR (since 1 Jan 2019)
Vladimir Mitnovetski
Mary Stojcevski
Ian Welch
Total Remuneration
Compensation paid to Key Management personnel is set out below. Key Management personnel include all
Directors of the Company and Executives who, in the opinion of the Board and CEO, have authority and
responsibility for planning, directing and controlling the activities of the group directly or indirectly.
Short Term
Short
Term
Long
Term
Share Based
Payments
Cash
Salary
& Fees
$
FY
Incentive
Cash
Bonus
Super
Non-Cash
Annual
Leave
Long
Service
Shares Options
Total
$
$
FBT
Reportable
$
Leave
$
Leave
$
$
$
$
Proportion of
remuneration
that is
performance
based
%
% of value of
remuneration
that consists
of share Based
Payments
%
Executive Directors
David Dicker
Chief Executive Officer
Vladimir Mitnovetski
Chief Operating Officer
Dec-23
Dec-22
Dec-23
Dec-22
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,657,349 458,008 11,741 177,636 10,002
4,191,992 398,239
Mary Stojcevski
Chief Financial Officer
Ian Welch
Chief Information Officer
Dec-23 250,000 1,910,173 205,216
Dec-22 250,000 1,572,000 173,090
Dec-23 250,000 1,910,173 205,216
Dec-22 250,000 1,572,000 173,090
Non-Executive Directors
Fiona Brown
Leanne Ralph
Kim Stewart-Smith
Dec-23 101,474
Dec-22
54,422
Dec-23 113,871
Dec-22
58,957
Dec-23 113,871
Dec-22
58,957
-
-
-
-
-
-
11,026
5,578
12,379
6,043
12,379
6,043
-
-
-
-
-
-
-
-
-
-
-
36,740 16,221
8,198
4,166
421
7,051
10,363
4,166
11,284
6,120
-
-
-
-
-
-
-
-
-
-
-
-
TOTAL
Dec-23 829,216 8,477,695 904,224 11,741 196,197 18,334
Dec-22 672,336 7,335,992 762,083
-
48,445 29,391
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,314,736
100.00%
4,643,191
100.00%
2,377,753
87.97%
2,002,562
85.96%
2,379,918
87.89%
2,012,494
85.53%
112,500
60,000
126,250
65,000
126,250
65,000
10,437,407
8,848,247
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Notes:
(1) Superannuation is uncapped and paid at 9.5% under the Executive Services Agreement. The FY22
Remuneration Report incorrectly showed superannuation calculated at 10.5%. The figures for FY22 have
been restated in this table to reflect superannuation calculated at 9.5%. Note 25 for FY22 has been restated to
reflect the update in this table.
(2) 100% of short-term incentive incentive cash bonus has vested.
(e) Service agreements
Terms of employment for the executive directors and other key management personnel are by way of
Consultancy Agreement or an Executive Service Agreement (ESA). The contract details the base salary and
performance-related incentives.
Consultancy Agreement for David Dicker
The company has engaged Rodin FZC (a company incorporated in Dubai) to provide the services of David
Dicker to act as the Chief Executive Officer and Executive Director of the company on an as-needed basis. The
Consultancy Agreement is dated 26 October 2010. The engagement is for an indefinite term. Either party may
terminate the agreement on the provision of 6 months’ notice. No fee is payable by the company to Rodin FZC
for the provision of the services. The agreement contains a number of post-termination restraints.
Deed of Adherence for David Dicker
The company and David Dicker have entered into a Deed of Adherence whereby Mr Dicker has agreed to
adhere and comply with all covenants and obligations of Rodin FZC (a company incorporated in Dubai) set
out in the Consultancy Agreement (between the company and Rodin FZC) to the maximum allowable extent
permitted by law as if Mr Dicker was named as Rodin FZC therein. The Deed is dated 26 October 2010.
51
52
Executive Service Agreement for Vladimir Mitnovetski
The company has appointed Vladimir Mitnovetski as Chief Operating Officer and Director of the Board of
the company by way of an Executive Service Agreement (ESA). The ESA is dated 1 September 2014. The
appointment of Mr Mitnovetski is for an unspecified time. Either the company or Mr Mitnovetski may terminate
the ESA with 3 months’ notice. The remuneration payable to Mr Mitnovetski will be a performance-based
salary of the higher amount of either: (i) $50,000 per month; or (ii) 4% of net profit before tax in the quarter.
Profit incentive is subject to the company achieving a net profit margin before tax as measured against
gross revenue, of not being less than 2.5% in a calendar quarter, unless otherwise agreed. Superannuation is
uncapped and payable on total of base and performance payments at 9.5%. The ESA also contains a number
of post-termination restraints.
Executive Service Agreement for Mary Stojcevski
The company has appointed Mary Stojcevski as Chief Financial Officer and Director of the Board of the
company by way of an Executive Service Agreement (ESA). The ESA is dated 25 October 2010. The ESA
confirms Ms Stojcevski’s continuous service with the company commenced from 31 August 2010. The
appointment of Ms Stojcevski is for an unspecified time. Either the company or Ms Stojcevski may terminate
the ESA with 3 months’ notice. The remuneration payable to Ms Stojcevski comprises of a base remuneration
of $250,000 per annum. Ms Stojcevski is also entitled to a performance incentive equal to 2% of the
company’s net profit before tax. The performance incentive was increased effective 1st October 2023, up from
1.5%. The performance incentive is subject to net profit margin before tax as measured against gross revenue,
of not being less than 2.5%, unless otherwise agreed. Superannuation is uncapped and payable at 9.5% on
total of base and performance payments. The ESA also contains a number of post-termination restraints.
Executive Service Agreement for Ian Welch
The company has appointed Ian Welch as Chief Information Officer and Director of the Board of the company
by way of an Executive Service Agreement (ESA). The ESA is dated 1 September 2015. The ESA confirms
Mr Welch’s continuous service with the company for all purposes commenced from 30 March 2013. The
appointment of Mr Welch is for an unspecified time. Either the company or Mr Welch may terminate the ESA
with 3 months’ notice. The remuneration payable to Mr Welch comprises a base remuneration of $250,000 per
annum. Mr Welch is also entitled to a performance incentive equal to 2% of the company’s net profit before
tax. The performance incentive was increased effective 1st October 2023, up from 1.5%. This is subject to net
profit margin before tax as measured against gross revenue, of not being less than 2.5%, unless otherwise
agreed. Superannuation is uncapped and payable at 9.5% on total of base and performance payments. The
ESA also contains a number of post-termination restraints.
Mandatory Shareholding Requirement
The company has a policy that requires executive KMP and NEDs to have a minimum shareholding.
Executive KMP are required to hold shareholdings equal to 300% of base salary. This is expected to be met
within 3 years of appointment or 3 years of the implementation of the policy. All executives comply with the
policy.
NEDs are required to hold shareholdings equal to 100% of annual base fees. This is expected to be met within
3 years of appointment or 3 years of the implementation of the policy. This policy was implemented with
effective date of 25 February 2022.
(f) Share-based compensation
No shares, rights, or options were granted to directors or key management personnel during the year ended 31
December 2023, no rights or options vested or lapsed during the year, and no rights or options were exercised
during the year by directors.
(g) Additional disclosures relating to key management personnel shareholding
The number of shares in the company held during the financial year by each director and other members of
key management personnel of the consolidated entity, including their related parties, is set out on next page.
December 2023
Balance at the
start of the year
Additions
Disposals
Balance at the
end of the year
Ordinary Shares
David Dicker
Fiona Brown
Vladimir Mitnovetski
Mary Stojcevski
Ian Welch
Leanne Ralph
Kim Stewart-Smith
58,010,000
55,753,261
836,723
307,501
68,000
10,271
4,941
-
(1,358,959)
23,849
67,080
10,500
10,000
121
-
-
-
-
-
(6,885)
-
56,651,041
55,777,110
903,803
318,001
78,000
3,507
4,941
114,990,697
111,550
(1,365,844)
113,736,403
December 2022
Balance at the
start of the year
Additions
Disposals
Balance at the
end of the year
Ordinary Shares
David Dicker
Fiona Brown
Vladimir Mitnovetski
Mary Stojcevski
Ian Welch
Leanne Ralph
Kim Stewart-Smith
58,010,000
55,722,836
774,004
266,264
64,528
7,210
1,500
-
30,425
62,719
41,237
3,472
3,061
3,441
114,846,342
144,355
-
-
-
-
-
-
-
-
58,010,000
55,753,261
836,723
307,501
68,000
10,271
4,941
114,990,697
This concludes the remuneration report which has been audited.
Transactions with Related Parties
There were a number of related party transactions during the year with the entity Rodin Cars Ltd, a New
Zealand based entity owned by David Dicker. The transactions included sales of goods and services which are
billed at arm’s length to Rodin Cars Ltd both in Australia and New Zealand. Total amount billed to Rodin Cars
Ltd for FY23 was $206,682.
Dicker Data Financial Services Pty Ltd has also provided finance to David Dicker at arm’s length commercial
rates. The amount payable as at 31 December 2023 was $45,559.39 which was fully repaid on 24th January
2024. The principal amount financed was $524,968.91.
In addition to these transactions there were also payments made on behalf of shareholders David Dicker
and Rodin Ventures Ltd throughout the year that were subsequently reimbursed, or funds were deposited in
advance to cover these expenses. As at 31 December 2023 there were no amounts owing to or from David
Dicker or Rodin Ventures Ltd.
There was also a related party transaction during the year with shareholder and director Fiona Brown who
provided the Company with a short-term loan of $20m which was repaid in full. Interest charged was at
commercial market rates and total interest paid to Fiona was $368,213.92.
53
54
Auditor’s Independence Declaration
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001
(cth) is set out on page 103.
Auditor
Accounting firm Ernst & Young were appointed auditors for the FY23 year in accordance with section 327 of
the Corporations Act 2001 (cth).
This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the
Corporations Act 2001 (cth).
On behalf of the directors
David Dicker
CEO AND CHAIRMAN
27 FEBRUARY 2024
Share Options
There were no outstanding options at the end of this financial year.
Indemnification and Insurance of Directors and Officers
The company has indemnified the directors and executives of the company for costs incurred, in their capacity
as a director or executive, for which they may be held personally liable, except where there is a lack of good
faith.
During the financial year, the company paid a premium in respect of a contract to insure the directors and
executives of the company against a liability to the extent permitted by the Corporations Act 2001 (cth). The
contract of insurance prohibits disclosure of the nature of liability and the amount of the premium.
Indemnity and Insurance of Auditor
To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young Australia, as
part of the terms of its audit engagement agreement against claims by third parties arising from the audit (for
an unspecified amount).
No payment has been made to indemnify Ernst & Young Australia during or since the financial year.
Proceedings on behalf of the company
No person has applied to the Court under section 237 of the Corporations Act 2001 (cth) for leave to bring
proceedings on behalf of the company, or to intervene in any proceedings to which the company is a party for
the purpose of taking responsibility on behalf of the company for all or part of those proceedings.
Non-Audit Services
Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year
by the auditor are outlined in note 26 to the financial statements. For the current year there were no non-audit
services provided by the auditor.
For the comparable year the Directors are satisfied that the provision of non-audit services during the financial
year, by the auditor (or by another person or firm on the auditor’s behalf), is compatible with the general
standard of independence for auditors imposed by the Corporations Act 2001 (cth).
The directors are of the opinion that the services as disclosed in note 26 to the financial statements do not
compromise the external auditor’s independence requirements of the Corporations Act 2001 (cth) for the
following reasons:
• all non-audit services have been reviewed and approved to ensure that they do not impact the integrity and
objectivity of the auditor; and
• none of the services undermine the general principles relating to auditor independence as set out in
APES 110 Code of Ethics for Professional Accountants issued 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.
Officers of the Company who are former audit partners of Ernst &
Young
There are no officers of the company who are former audit partners of Ernst & Young.
Rounding of Amounts
The company is of a kind referred to in ASIC Corporations (Rounding in Financial / Directors’ Report)
Instrument 2016/191, issued by the Australian Securities and Investments Commission, relating to ‘rounding-
off’. Amounts in this report have been rounded off in accordance with that Class Order to the nearest thousand
dollars, or in certain cases, the nearest dollar.
55
56
Statement of Profit or Loss and Other
Comprehensive Income
For the year ended 31 December 2023
Statement of Financial Position
As at 31 December 2023
Revenue
Sales revenue
Other revenue:
Interest received
Recoveries
Other revenue
Expenses
Cost of goods sold
Employee benefits expense
Depreciation and amortisation
Finance costs
Other expenses
Profit before income tax expense
Income tax expense
Profit after income tax expense for the year
Profit attributable to members of the Company
Other comprehensive income, net of tax
Items that may be reclassified subsequently to profit or loss
Foreign currency translation
Total comprehensive income for the year
Total comprehensive income attributable to members of the Company
Weighted Earnings per share
Basic earnings per share
Diluted earnings per share
Consolidated
Note
31-Dec-23
$’000
Restated
31-Dec-22
$’000
2,259,384
2,212,415
995
257
7,075
553
137
52
2,267,711
2,213,157
(1,943,845)
(1,928,755)
(141,892)
(130,578)
(13,974)
(20,427)
(31,161)
(12,295)
(11,129)
(25,547)
(2,151,299)
(2,108,304)
116,412
(34,267)
82,145
82,145
104,853
(31,806)
73,047
73,047
(222)
81,923
81,923
Cents
45.59
45.59
(103)
72,944
72,944
Cents
41.80
41.80
5
6
6
6
7
33
33
The statement of profit or loss and other comprehensive income is to be read in conjunction with the attached notes.
Assets
Current Assets
Cash and cash equivalents
Trade and other receivables
Inventories
Total Current Assets
Non-Current Assets
Right of use asset
Property, plant and equipment
Intangible assets
Deferred tax assets
Total Non-Current Assets
TOTAL ASSETS
Liabilities
Current Liabilities
Trade and other payables
Lease liabilities
Borrowings
Current tax liabilities
Short-term provisions
Total Current Liabilities
Non-Current Liabilities
Lease Liabilities
Deferred tax liabilities
Long-term provisions
Total Non-Current Liabilities
TOTAL LIABILITIES
NET ASSETS
Equity
Equity attributable to Equity Holders
Issued capital
Reserves
Retained profits
TOTAL EQUITY
Consolidated
Note
31-Dec-23
$’000
Restated
31-Dec-22
$’000
11
12
13
16
14
15
9
17
16
18
8
19
16
10
19
20
21
11,607
485,670
218,885
12,263
525,587
261,703
716,162
799,553
17,974
96,693
94,458
1,746
19,748
87,623
95,968
-
210,871
203,339
927,033
1,002,892
320,049
428,177
2,826
2,794
300,863
291,681
1,765
22,042
1,867
21,849
647,545
746,368
15,462
16,401
4,521
4,169
24,152
671,697
255,336
6,074
3,904
26,379
772,747
230,145
214,563
212,742
7
40,766
229
17,174
255,336
230,145
57
58
The statement of financial position is to be read in conjunction with the attached notes
Statement of Changes in Equity
Statement of Cash Flows
For the year ended 31 December 2023
For the year ended 31 December 2023
Issued
Capital
$’000
Retained
Profits
$’000
Reserves
$’000
Total
Equity
$’000
Note
Note
31-Dec-23
$’000
Restated
31-Dec-22
$’000
139,527
38,438
332 178,297
Cash flows from operating activities
Balance at 1 January 2022
Profit after income tax for the year
Other comprehensive income for the year net of tax
Total comprehensive income for the year
Transactions with the owners in their capacity as owners:
-
-
-
73,047
-
73,047
-
(103)
(103)
73,047
(103)
72,944
Share issue (DRP)
Share issue (Capital Raise)
Dividends paid
20
20
22
2,987
70,228
-
-
-
-
2,987
70,228
-
(94,311)
- (94,311)
Receipts from customers and agency partners (includes GST)
3,643,979
3,358,731
Payments to suppliers, agency vendors and employees (includes GST)
(3,517,858)
(3,305,436)
Interest received
5
995
553
Interest and other finance costs paid
Income tax paid
(19,338)
(10,272)
(37,657)
(42,438)
Net cash from operating activities
31
70,121
1,138
Cash flows from investing activities
Balance at 31 December 2022
212,742
17,174
229 230,145
Payments for property, plant and equipment
(14,155)
(11,125)
Issued
Capital
$’000
Retained
Profits
$’000
Reserves
$’000
Total
Equity
$’000
Note
Proceeds from sale of property plant and equipment
Payments for intangibles
123
-
373
(285)
Payment for purchase of business, net of cash acquired
(4,777)
(21,267)
Net cash used in investing activities
(18,809)
(32,304)
Balance at 1 January 2023
Profit after income tax for the year
Other comprehensive income for the year net of tax
Total comprehensive income for the year
212,742
17,174
229 230,145
Cash flows from financing activities
-
-
-
82,145
-
82,145
-
(222)
(222)
Proceeds from share issue
Drawdown of borrowings
82,145
(222)
81,923
Principal paid on lease liabilities
Share issue (DRP)
Dividends paid
20
22
1,821
-
-
1,821
Interest paid on lease liabilities
-
(58,553)
- (58,553)
Payment of dividends
Balance at 31 December 2023
214,563
40,766
7 255,336
The statement of changes to equity is to be read in conjunction with the attached notes
Net cash from financing activities
Net cash flows
Cash and cash equivalents at the beginning of the period
-
70,228
9,182
61,512
(3,329)
(3,543)
(1,089)
(857)
(56,732)
(91,324)
(51,968)
36,016
(656)
12,263
4,850
7,413
Cash and cash equivalents at the end of period
11
11,607
12,263
The statement of cash flows is to be read in conjunction with the attached notes.
59
60
Notes To The Financial Statements
For the year ended 31 December 2023
1. Material Accounting Policies
The principal accounting policies adopted in the preparation of the financial statements are set out below
and in the following notes. These policies have been consistently applied to all the years presented, unless
otherwise stated.
New, revised or amending Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new, revised or amending Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board (‘AASB’) that are mandatory for the
current reporting period.
Any other new, revised or amending Accounting Standards or Interpretations that are not yet mandatory have
not been early adopted. The adoption of these Accounting Standards and Interpretations did not have any
significant impact on the financial performance or position of the consolidated entity.
New Accounting Standards and Interpretations not yet Mandatory or early Adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not
yet mandatory, summarised below, have not been early adopted by the consolidated entity for the annual
reporting period ended 31 December 2023, unless otherwise stated. The consolidated entity has not yet
performed an assessment of the impact of these new or amended Accounting Standards and Interpretations.
Standards in issue but not yet effective - New or revised
When effective
AASB 2020-1 Amendment to Australian Accounting Standards -
Classification of Liabilities as Current or Non-current and AASB 2020-6
Amendments to Australian Accounting standards - Classification of
Liabilities as Current or Non-current - Deferral of Effective Date
Effective for annual reporting
periods beginning on or after
1 January 2024
AASB 2022-5 Amendments to Australian Accounting Standards - Lease
Liability in a Sale and Leaseback
Effective for annual reporting
periods beginning on or after
1 January 2024
AASB 2023-1 Amendments to Australian Accounting Standards -
Amendments to AASB 107 and AASB 7 - Disclosure of Supplier Finance
Arrangements
Effective for annual reporting
periods beginning on or after
1 January 2024
AASB 2023-3 Amendments to Australian Accounting Standards -
Disclosure of Non-current Liabilities with Covenants Tier 2
Effective for annual reporting
periods beginning on or after
1 January 2024
AASB 2014-10 Amendments to Australian Accounting Standards - Sale
or Contribution of Assets between an Investor and its Associate or Joint
Venture
Effective for annual reporting
periods beginning on or after
1 January 2024
Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting
Standards and Interpretations issued by the Australian Accounting Standards Board (‘AASB’) and the
Corporations Act 2001 (cth) as appropriate for for-profit oriented entities. These financial statements also
comply with International Financial Reporting Standards as issued by the International Accounting Standards
Board (‘IASB’).
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where applicable,
the revaluation of available-for-sale financial assets, financial assets and liabilities at fair value through profit or
loss, certain classes of property, plant and equipment and derivative financial instruments.
Critical accounting estimates
The preparation of the financial statements requires the use of certain critical accounting estimates. It also
requires management to exercise its judgement in the process of applying the consolidated entity’s accounting
policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and
estimates are significant to the financial statements, are disclosed in note 3.
Parent entity information
In accordance with the Corporations Act 2001 (cth), these financial statements present the results of the
consolidated entity only. Supplementary information about the parent entity is disclosed in note 28.
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Dicker Data
Limited (‘company’ or ‘parent entity’) as at 31 December 2023 and the results of all subsidiaries for the year
then ended. Dicker Data Limited and its subsidiaries together are referred to in these financial statements as
the ‘consolidated entity’.
Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity
controls an entity when the consolidated entity is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those returns through its power to direct the
activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the
consolidated entity. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the
consolidated entity are eliminated. Unrealised losses are also eliminated unless the transaction provides
evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed
where necessary to ensure consistency with the policies adopted by the consolidated entity.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in
ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference
between the consideration transferred and the book value of the share of the non-controlling interest acquired
is recognised directly in equity attributable to the parent.
Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit
or loss and other comprehensive income, statement of financial position and statement of changes in equity
of the consolidated entity. Losses incurred by the consolidated entity are attributed to the non-controlling
interest in full, even if that results in a deficit balance.
Where the consolidated entity loses control over a subsidiary, it derecognises the assets including goodwill,
liabilities and non-controlling interest in the subsidiary together with any cumulative translation differences
recognised in equity. The consolidated entity recognises the fair value of the consideration received and the
fair value of any investment retained together with any gain or loss in profit or loss.
Foreign Currency Translation
The financial statements are presented in Australian dollars, which is Dicker Data Limited’s functional and
presentation currency.
Foreign Currency Transactions
Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at
the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such
transactions and from the translation at financial year-end exchange rates of monetary assets and liabilities
denominated in foreign currencies are recognised in profit or loss.
Foreign Operations
The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates
at the reporting date. The revenues and expenses of foreign operations are translated into Australian dollars
using the average exchange rates, which approximate the rate at the date of the transaction, for the period.
61
62
All resulting foreign exchange differences are recognised in other comprehensive income through the foreign
currency reserve in equity.
The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is
disposed of.
Current and Non-Current Classification
Assets and liabilities are presented in the statement of financial position based on current and non-current
classification.
An asset is current when: it is expected to be realised or intended to be sold or consumed in normal operating
cycle; it is held primarily for the purpose of trading; it is expected to be realised within twelve months after the
reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to
settle a liability for at least twelve months after the reporting period. All other assets are classified as non-
current.
A liability is current when: it is expected to be settled in normal operating cycle; it is held primarily for the
purpose of trading; it is due to be settled within twelve months after the reporting period; or there is no
unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.
All other liabilities are classified as non-current.
Deferred tax assets and liabilities are always classified as non-current.
Goods and Services Tax (‘GST’) and Other Similar Taxes
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred
is not recoverable from, or payable to, the tax authority. In this case it is recognised as part of the cost of the
acquisition of the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of
GST recoverable from, or payable to, the tax authority is included in other receivables or other payables in the
statement of financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or
financing activities which are recoverable from, or payable to the tax authority, are presented as operating cash
flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the
tax authority.
Business combinations
The acquisition method of accounting is used to account for business combinations regardless of whether
equity instruments or other assets are acquired.
The consideration transferred is the sum of the acquisition-date fair values of the assets transferred, equity
instruments issued or liabilities incurred by the acquirer to former owners of the acquiree and the amount of
any non-controlling interest in the acquiree. For each business combination, the non-controlling interest in the
acquiree is measured at either fair value or at the proportionate share of the acquiree’s identifiable net assets.
All acquisition costs are expensed as incurred to profit or loss.
On the acquisition of a business, the consolidated entity assesses the financial assets acquired and liabilities
assumed for appropriate classification and designation in accordance with the contractual terms, economic
conditions, the consolidated entity’s operating or accounting policies and other pertinent conditions in
existence at the acquisition-date.
Where the business combination is achieved in stages, the consolidated entity remeasures its previously held
equity interest in the acquiree at the acquisition-date fair value and the difference between the fair value and
the previous carrying amount is recognised in profit or loss.
Contingent consideration to be transferred by the acquirer is recognised at the acquisition-date fair
value. Subsequent changes in the fair value of contingent consideration classified as an asset or liability
is recognised in profit or loss. Contingent consideration classified as equity is not remeasured and its
subsequent settlement is accounted for within equity.
The difference between the acquisition-date fair value of assets acquired, liabilities assumed and any non-
controlling interest in the acquiree and the fair value of the consideration transferred and the fair value of any
pre-existing investment in the acquiree is recognised as goodwill. If the consideration transferred and the pre-
existing fair value is less than the fair value of the identifiable net assets acquired, being a bargain purchase to
the acquirer, the difference is recognised as a gain directly in profit or loss by the acquirer on the acquisition-
date, but only after a reassessment of the identification and measurement of the net assets acquired, the
non-controlling interest in the acquiree, if any, the consideration transferred and the acquirer’s previously held
equity interest in the acquirer.
Business combinations are initially accounted for on a provisional basis. The acquirer retrospectively
adjusts the provisional amounts recognised and also recognises additional assets or liabilities during the
measurement period, based on new information obtained about the facts and circumstances that existed at
the acquisition-date. The measurement period ends on either the earlier of (i) 12 months from the date of the
acquisition or (ii) when the acquirer receives all the information possible to determine fair value.
Rounding of Amounts
The company is of a kind referred to in ASIC Corporations (Rounding in Financial / Directors’ Reports)
Instrument 2016/191, issued by the Australian Securities and Investments Commission, relating to ‘rounding-
off’. Amounts in this report have been rounded off in accordance with that Class Order to the nearest thousand
dollars, or in certain cases, the nearest dollar.
2. Changes in Accounting Policies
Revenue Recognition
The Company is a value-added distributor of IT hardware, software, cloud, access control, surveillance
and emerging technology solutions for the corporate and commercial market. With changes to our vendor
software programs over time the Company undertook a detailed review of new and updated software
agreements. The Company considered revenue recognition in respect of revenue from different contracts with
our customers to reassess if the Company is acting as principal or agent in the resale of software licensing
and warranty and maintenance products. It was concluded that the Company does not control the service
before it is transferred to the customer, and therefore it has been determined that the Company is acting as
an agent in respect of the sales. The Company has revised its accounting policy for the recognition of sales
of virtual services and software to account for this revenue as agent and therefore recognises revenue as the
agency fee made up of standard commission and other incentives driven by volume and other metrics. The
prior period has been restated and detailed explanation of changes to revenue recognition is provided at Note
5 in the financial statements. This change has impacted the Income Statement, Note 4 and Note 5.
63
64
Restatement of Financial Statements
Effects of restated Income Statement
Revenue
Sales revenue
Other revenue:
Interest received
Recoveries
Other revenue
Expenses
Changes in inventories
Cost of goods sold
Employee benefits expense
Depreciation and amortisation
Finance costs
Other expenses
Profit before income tax expense
Income tax expense
Profit after income tax expense for the year
Profit attributable to members of the company
Other comprehensive income, net of tax
Foreign currency translation
Total comprehensive income for the year
Total comprehensive income attributable
to members of the Company
Reported
31-Dec-22
$’000
Restatement
$’000
Restated
31-Dec-22
$’000
3,103,666
(891,251)
2,212,415
553
137
52
-
-
-
553
137
52
3,104,408
(891,251)
2,213,157
60,428
(60,428)
-
(2,880,434)
951,679
(1,928,755)
(130,578)
(12,295)
(11,129)
(25,547)
-
-
-
-
(130,578)
(12,295)
(11,129)
(25,547)
(2,999,555)
891,251
(2,108,304)
104,853
(31,806)
73,047
73,047
(103)
72,944
72,944
-
-
-
-
-
-
104,853
(31,806)
73,047
73,047
(103)
72,944
72,944
3. Critical Accounting Judgements, Estimates and Assumptions
The preparation of the financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts in the financial statements. Management continually evaluates
its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses.
Management bases its judgements, estimates and assumptions on historical experience and on other
various factors, including expectations of future events, management believes to be reasonable under the
circumstances. The resulting accounting judgements and estimates will seldom equal the related actual
results. The judgements, estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next
financial year are discussed below:
Income tax
The consolidated entity is subject to income taxes in the jurisdictions in which it operates. Significant
judgement is required in determining the provision for income tax. There are many transactions and
calculations undertaken during the ordinary course of business for which the ultimate tax determination
is uncertain. The consolidated entity recognises liabilities for anticipated tax audit issues based on the
consolidated entity’s current understanding of the tax law. Where the final tax outcome of these matters is
different from the carrying amounts, such differences will impact the current and deferred tax provisions in the
period in which such determination is made.
Recovery of deferred tax assets
Deferred tax assets are recognised for tax deductible differences only if the consolidated entity considers it
probable that future taxable amounts will be available to utilise those temporary differences and losses. Refer
Note 7 for further information.
Impairment of receivables
A degree of estimation and judgement is required to provide for the impairment of receivables. The expected
loss rates are based on the Group’s movement of balances from one ageing category to the next to indicate
increase in collection time which is an indicator of the probability of default. The value of debtors insurance
is then applied to these balances to indicate the exposure at default. These loss rates are then applied to the
individual ageing categories to calculate an expected credit loss. The entity has used their ability to apply the
effects of debtor’s insurance as a suitable collateral to reduce the exposure of default.
Impairment of inventory
The provision for impairment of inventories assessment requires a degree of estimation and judgement. The
level of the provision is assessed by taking into account the recent sales experience, the ageing of inventories
and other factors that affect inventory obsolescence.
Estimation of useful life of assets
The consolidated entity determines the estimated useful lives and related depreciation and amortisation
charges for its property, plant and equipment and finite life intangible assets. The useful lives could change
significantly as a result of technical innovations or some other event. The depreciation and amortisation
charge will increase where the useful lives are less than previously estimated lives, or technically obsolete or
non-strategic assets that have been abandoned or sold will be written off or written down.
Goodwill and other intangibles
Goodwill and other intangible assets that have an indefinite useful life are not subject to amortisation and are
tested annually for impairment, or more frequently if events or changes in circumstances indicate that they
might be impaired. An impairment loss is recognised for the amount by which the asset’s carrying amount
exceeds its recoverable amount.
Right of use assets
When the group revises its estimate of the term of any lease (because, for example, it re-assesses the
probability of a lessee extension or termination option being exercised), it adjusts the carrying amount of the
lease liability to reflect the payments to make over the revised term, which are discounted using a revised
discount rate which require a degree of judgement.
65
66
4. Operating Segments
Operating segments are presented using the ‘management approach’, where the information presented is on
the same basis as the internal reports provided to the Chief Operating Decision Makers (‘CODM’). The CODM is
responsible for the allocation of resources to operating segments and assessing their performance.
Identification of Reportable Operating Segments
The consolidated entity is organised into two operating segments: Australian and New Zealand operations.
These operating segments are based on the internal reports that are reviewed and used by the Board of
Directors (who are identified as the Chief Operating Decision Makers (‘CODM’)) in assessing performance and
in determining the allocation of resources. Operating segments have been aggregated where they are below
the quantitative thresholds and where the aggregation criteria has been met per AASB8 Operating Segments.
The CODM reviews EBITDA (earnings before interest, tax, depreciation and amortisation). Reportable revenue
is for only the one product range being sale of IT goods and services, and agency commissions earned.
The accounting policies adopted for internal reporting to the CODM are consistent with those adopted in the
financial statements. Included in each of the operating segments is the respective revenue from the Exeed
Australia and Exeed New Zealand businesses. The information reported to the CODM is on at least a monthly
basis.
Intersegment Transactions
During the year there was no dividend paid from Dicker Data NZ Ltd to Express Data Holdings Pty Ltd (2022:
$Nil). There were some immaterial inventory purchasing transactions during the period. All intersegment
transactions are at market rates and have been eliminated on consolidation.
Intersegment Receivables, Payables and Loans
Intersegment loans are initially recognised at the consideration received. Intersegment loans receivable and
loans payable that earn or incur non-market interest are not adjusted to fair value based on market interest
rates. Intersegment loans are eliminated on consolidation.
Operating Segment Information
Consolidated - December 2023
$’000
$’000
$’000
Australia
New Zealand
TOTAL
Revenue*
Sale of goods
Other revenue:
Interest received
Recoveries
Other revenue
Total Revenue
1,867,404
391,980
2,259,384
594
257
401
-
995
257
5,576
1,499
7,075
1,873,831
393,880
2,267,711
EBITDA
135,229
14,589
149,818
Depreciation & amortisation
(9,063)
(4,911)
(13,974)
Interest received
Finance costs
Profit before income tax
Income tax expense
594
401
995
(15,829)
(4,598)
(20,427)
110,931
5,481
116,412
(32,632)
(1,635)
(34,267)
Profit after income tax expense
78,299
3,846
82,145
Segment current assets
596,995
119,167
716,162
Segment non current assets
144,487
66,384
210,871
Segment Assets
741,482
185,551
927,033
Segment current liabilities
546,960
100,585
647,545
Segment non current liabilities
4,953
19,199
24,152
Segment Liabilities
551,913
119,784
671,697
67
68
Restated Operating Segment for December 2022
Restated
Australia
New Zealand
TOTAL
Consolidated - December 2022
$’000
$’000
$’000
Revenue*
Sale of goods
Other revenue:
Interest received
Recoveries
Other revenue
Total Revenue
1,803,812
408,603
2,212,415
338
137
599
215
-
(547)
553
137
52
1,804,886
408,271
2,213,157
EBITDA
118,088
9,636
127,724
Depreciation & amortisation
(7,862)
(4,433)
(12,295)
Interest received
Finance costs
Profit before income tax
Income tax expense
Profit after income tax expense
338
215
553
(8,307)
(2,822)
(11,129)
102,257
(31,188)
71,069
2,596
(618)
1,978
104,853
(31,806)
73,047
Segment current assets
674,276
125,277
799,553
Segment non current assets
138,160
65,179
203,339
Segment Assets
812,436
190,457
1,002,892
Segment current liabilities
638,088
108,280
746,368
Segment non current liabilities
5,365
21,014
26,379
Segment Liabilities
643,453
129,294
772,747
*Revenue by product type and geographic location is disclosed at Note 5
5. Revenue
Sales from contracts with customers
The Company sells hardware (including access control and surveillance), software (including software
licensing), warranties, logistics and configuration services. Revenue is recognised at an amount that reflects
the consideration to which the Company is expected to be entitled in exchange for transferring goods or
services to a customer. For contracts with customers the Company identifies the contract with the customer,
the performance obligation in the contract and recognises revenue when or as each performance obligation
is satisfied when there is a transfer to the customer of the goods or services promised. Payment terms with
customers are generally 30 days from end of month. The types of revenue the Company earns is detailed as
follows:
Hardware sales: The performance promise that is the responsibility of the company is to procure and supply
IT hardware and related products and revenue is recognised at the point of sale. The performance obligation
that is created is to deliver these goods and services hence the entity has determined point of sale as the most
relevant way to recognise revenue per performance obligation. The company bears the inventory and credit
risk and has pricing control for the products and services supplied. Amounts disclosed as revenue are net of
sales returns and any customer rebates. Returns and customer rebates represent a variable consideration but
do not represent a judgement by management. There is no constraint on the amount of revenue recognised.
Virtual services: Virtual services refers to warranty and maintenance contracts that are sold on behalf of our
suppliers. The Company’s performance obligation is to arrange for the provision of the specified service by the
manufacturer and then in turn it is the manufacturer who performs the warranty and maintenance services.
Once the sale has been made the Company has no further obligation to the customer in terms of the service
or maintenance and revenue is recognised on a net basis as it is considered the Company is acting as agent.
Software sales: The Company sells software licences and upon review of new and changing supplier
agreements it has been determined that for all license reseller contracts we act as agent. Our performance
obligation is to arrange for the licences to be provided by the software supplier. Change in revenue recognition
from principal to agent means the software supplier is our customer rather than the software reseller partner.
Our software revenue will no longer be based on the gross amount invoiced to our reseller partner. Incentives
from vendors previously recognised as a reduction in cost of sales will be recognised as revenue being an
agency fee which is made up of standard commission and other incentives driven by volume and other
metrics.
Services: The Company provides third party logistics and configuration services as value added services to
our customers. The revenue earned for these services is based on fixed fee income or time and materials
basis. Revenue is recognised at a point in time or when the service is complete.
Partner Services: The Company acts as an agent and earns commission in respect of telecommunications
complex data sales and as such the revenue is recognised on a net basis.
Disaggregation of revenue
The group has disaggregated the revenue from customer contracts into various categories in the following
table which is intended to:
• depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by
economic data; and
enable users to understand the relationship with revenue segment information provided in Note 4.
•
69
70
Year Ended 31 December 2023
Product Type
Description
Revenue
recognition
(PIT/OT)
Agent/
Principal
AU
Consolidated
$’000
NZ
Infrastructure
Hardware products
Point in time
Principal
1,778,875
371,771
2,150,646
Virtual Services
Sales of 3rd party
warranties and services
Software
Perpetual and subscription
licensing including cloud
products
Point in time
Agent
17,483
1,507
18,990
Point in time
Agent
58,838
18,601
77,439
Dicker Data
Services
3rd party logistics and
configuration services
Point in time
Principal
Partner Services
Agent commission
Point in time
Agent
5,886
6,322
101
-
5,987
6,322
1,867,404
391,980
2,259,384
Year Ended 31 December 2022 - Restated
Product Type
Description
Revenue
recognition
(PIT/OT)
Agent/
Principal
AU
Consolidated
$’000
NZ
Infrastructure
Hardware products
Point in time
Principal
1,728,077
390,947
2,119,024
Virtual Services
Sales of 3rd party
warranties and services
Software
Perpetual and subscription
licensing including cloud
products
Point in time
Agent
13,132
1,343
14,475
Point in time
Agent
50,878
16,204
67,082
Dicker Data
Services
3rd party logistics and
configuration services
Point in time
Principal
Partner Services
Agent commission
Point in time
Agent
5,289
6,436
109
-
5,398
6,436
1,803,812
408,603
2,212,415
Other Revenue
Interest
Interest revenue is recognised as interest accrues using the effective interest method. This is a method of
calculating the amortised cost of a financial asset and allocating the interest income over the relevant period
using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through
the expected life of the financial asset to the net carrying amount of the financial asset.
Other Revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
Consolidated
31-Dec-23
$’000
Restated
31-Dec-22
$’000
2,259,384
2,212,415
995
257
7,075
553
137
52
2,267,711
2,213,157
Sales from contracts with customers:
Sale of goods and services
Other revenue:
Interest
Recoveries
Other revenue
Total Revenue
6. Expenses
Cost of Sales
Cost of goods sold are represented net of supplier rebates and settlement discounts. Supplier rebates can
be paid monthly, quarterly or half yearly. At the end of the financial year an estimate of rebates due, relating
to the financial year is accounted for based on best available information at the time of the rebate being
paid. Estimate of rebates is based on information provided by our suppliers on our tracking to targets and on
management’s judgement based on historical achievements.
Depreciation and amortisation
Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and
equipment (excluding land) or over their expected useful lives. Amortisation of intangibles is calculated on a
straight-line basis over their expected useful lives, as either determined by management or by an independent
valuation.
Finance costs
Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance costs are
expensed in the period in which they are incurred, including:
•
•
•
•
interest on any bank overdraft
interest on short-term and long-term borrowings
interest on finance leases
interest on ROUA
Defined contribution superannuation expense
Contributions to defined contribution superannuation plans are expensed in the period in which they are
incurred.
Rental related expenses
For the current financial year operating leases have been capitalised with recognition of a right-of-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). Amortisation of right-of-use assets is in line with AASB 16 and represents unwinding of the
liability in principal on straight-line basis and interest component is expensed.
71
72
Depreciation
Building
Plant and equipment
Total depreciation
Amortisation
Right of use asset
Customer contracts, brands, non-compete
Software
Total amortisation
Total deprecation and amortisation
Finance costs
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
2,476
2,549
5,025
4,196
4,472
281
8,949
13,974
2,139
2,593
4,732
3,103
4,451
9
7,563
12,295
Interest and finance charges paid / payable
20,427
11,129
Superannuation expense
Defined contribution superannuation expense
10,705
9,578
7. Income Tax
The income tax expense or benefit for the period is the tax payable on that period’s taxable income based on
the applicable income tax rate for each jurisdiction, adjusted by changes in deferred tax assets and liabilities
attributable to temporary differences, unused tax losses and the adjustment recognised for prior periods,
where applicable. The Company has been approved for a substituted accounting period for the lodgement of
its tax returns based on the calendar year January to December in both Australia and New Zealand.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to
apply when the assets are recovered, or liabilities are settled, based on those tax rates that are enacted or
substantively enacted, except for:
• When the deferred income tax asset or liability arises from the initial recognition of goodwill or
an asset or liability in a transaction that is not a business combination and that, at the time of the
transaction, affects neither the accounting nor taxable profits; (except for the transaction that,
on initial recognition, give rise to equal taxable and deductible temporary differences such as
recognition of an ROU Asset and a lease liability); or
When the taxable temporary difference is associated with interests in subsidiaries, associates or
joint ventures, and the timing of the reversal can be controlled and it is probable that the temporary
difference will not reverse in the foreseeable future.
•
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is
probable that future taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of recognised and unrecognised deferred tax assets are reviewed each reporting date.
Deferred tax assets recognised are reduced to the extent that it is no longer probable that future taxable profits
will be available for the carrying amount to be recovered. Previously unrecognised deferred tax assets are
recognised to the extent that it is probable that there are future taxable profits available to recover the asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax
assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to
the same taxable authority on either the same taxable entity or different taxable entity’s which intend to settle
simultaneously.
Dicker Data Limited (the ‘head entity’) and its wholly owned Australian subsidiaries have formed an income
tax consolidated group from 01 April 2014, under the tax consolidation regime. Dicker Data NZ Limited also
formed a tax consolidated group in New Zealand effective from the FY22 year, incorporating New Zealand
wholly owned subsidiaries post the acquisition of Exeed Ltd and incorporation of Dicker Data NZ Financial
Services Ltd. The head entity and each subsidiary in the tax consolidated group continue to account for
their own current and deferred tax amounts. The tax consolidated group has applied the ‘separate taxpayer
within group’ approach in determining the appropriate amount of taxes to allocate to members of the tax
consolidated group. In addition to its own current and deferred tax amounts, the head entity also recognises
the current tax liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused
tax credits assumed from each subsidiary in the tax consolidated group. Assets or liabilities arising under tax
funding agreements with the tax consolidated entities are recognised as amounts receivable from or payable
to other entities in the tax consolidated group. The tax funding arrangement ensures that the intercompany
charge equals the current tax liability or benefit of each tax consolidated group member, resulting in neither a
contribution by the head entity to the subsidiaries nor a distribution by the subsidiaries to the head entity.
Income Tax Critical Judgements
The consolidated entity is subject to income taxes in the jurisdictions in which it operates. Significant
judgement is required in determining the provision for income tax. There are many transactions and
calculations undertaken during the ordinary course of business for which the ultimate tax determination
is uncertain. The consolidated entity recognises liabilities for anticipated tax audit issues based on the
consolidated entity’s current understanding of the tax law. Where the final tax outcome of these matters is
different from the carrying amounts, such differences will impact the current and deferred tax provisions in the
period in which such determination is made.
(A) The components of tax expense comprise:
Current tax
Over/(Under) provision in respect of prior years
Deferred tax benefit
Over/(Under) provision in respect of prior years
Deferred tax included in income tax expense comprises:
(Increase)/Decrease in deferred tax assets
Increase/(Decrease) in deferred tax liabilities
Deferred tax included in statement of changes in equity
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
38,860
(1,289)
37,571
(3,671)
367
(3,304)
34,267
(2,873)
(1,003)
205
33,527
3
33,530
(1,283)
(441)
(1,724)
31,806
(1,441)
40
118
(3,671)
(1,283)
73
74
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
(B)
The prima facie tax payable on profit before income tax is
reconciled to the income tax as follows:
Prima facie tax payable on profit before income tax at 30%
34,768
31,440
Add tax effect of:
Under provision for income tax in prior year
Non-deductible expenses
Less tax effect of:
Differences in overseas tax rates
Income tax expense attributable to entity
(922)
538
103
475
34,384
32,018
(117)
34,267
(212)
31,806
The applicable weighted average effective tax rates are as follows:
29.4%
30.0%
8. Current Tax
Current tax liability
9. Deferred Tax Asset
Deferred tax asset comprises temporary differences attributable to:
Amounts recognised in profit or loss:
Provision for receivables impairment
Provision for employee entitlements
Accrued expenses
Inventory
Capitalised expenditure
Property plant and equipment
Capitalised right-of-use assets
Prepayments
Accrued income
Intangible assets
Amounts recognised in equity:
Share issue costs
Deferred tax asset
Movements in deferred tax asset
Opening Balance
Credited / (charged) to profit or loss
Credited / (charged) to equity
Closing Balance
1,765
1,867
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
616
5,553
562
1,492
67
(1,835)
(53)
(30)
(1,460)
(3,544)
378
1,746
-
1,951
(205)
1,746
-
-
-
-
-
-
-
-
-
-
-
-
6,341
(6,223)
(118)
-
Reclassification of comparatives
During the year, the Group reassessed the presentation of deferred tax assets and deferred tax liabilities and
concluded that where they arise in the same tax jurisdiction and are levied by the same taxation authority,
they should be offset on the balance sheet and presented on a net basis. As such, these balances have been
reclassified and presented on a net basis and the prior year has been restated accordingly. The impact to the
Balance Sheet at 31 December 2022 is a reduction of Deferred Tax Assets of $6,937,613 with a corresponding
decrease in Deferred Tax Liabilities.
10. Deferred Tax Liabilities
The balance comprises temporary differences attributable to:
Amounts recognised in profit or loss:
Provision for receivables impairment
Provision for employee entitlements
Accrued expenses
Inventory
Capitalised right-of-use assets
Prepayments
Accrued income
Intangible assets
Capitalised expenditure
Property plant and equipment
Amounts recognised in equity:
Share issue costs
Deferred tax liability
Movements in Deferred Tax Liability
Opening Balance
Credited / (charged) to profit or loss
Credited / (charged) to equity
Closing Balance
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
(32)
(264)
(84)
(656)
(240)
-
-
5,797
-
-
-
4,521
6,074
(1,553)
-
4,521
(196)
(5,490)
(632)
(1,402)
(179)
28
2,268
10,661
(526)
1,779
(237)
6,074
13,698
(7,506)
(118)
6,074
Reclassification of comparatives
During the year, the Group reassessed the presentation of deferred tax assets and deferred tax liabilities and
concluded that where they arise in the same tax jurisdiction and are levied by the same taxation authority,
they should be offset on the balance sheet and presented on a net basis. As such, these balances have been
have been reclassified and presented on a net basis and the prior year has been restated accordingly. The
impact to the Balance Sheet at 31 December 2022 is a reduction of Deferred Tax Assets of $6,937,613 with a
corresponding decrease in Deferred Tax Liabilities.
75
76
11. Cash and Cash Equivalents
Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-
term, highly liquid investments with original maturities of three months or less that are readily convertible to
known amounts of cash and which are subject to an insignificant risk of changes in value.
13. Inventories
Finished goods are stated at the lower of cost or net realisable value. Costs are assigned to individual items
of inventory on the basis of weighted average costs. Costs of purchased inventory are determined after
deducting rebates and discounts received or receivable.
Cash at bank
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
11,607
12,263
12. Trade and Other Receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the
effective interest method, less any provision for impairment. Trade receivables are generally due for settlement
within 30 days from end of month.
Other receivables are recognised at amortised cost, less any provision for impairment. Other receivables
mainly includes vendor rebates receivable and are due to be paid within 3 months.
Trade receivables
Less: Provision for impairment of receivables
Other receivables
Consolidated
31-Dec-23
$’000
Restated
31-Dec-22
$’000
485,103
521,976
(2,169)
(673)
482,934
521,303
2,736
4,282
485,670
525,585
Restatement of Comparatives
Management regularly review key contract terms and the presentation of assets and liabilities on the balance
sheet. As part of this process, it was identified that amounts due from suppliers was historically recorded as
“Other Receivables”. However, the contractual arrangements in place results in these amount being offset from
existing payables to that supplier rather than being received in cash. As such, these receivables have been
reclassified to Trade Payables and the prior year has been restated accordingly. The impact to the Balance
Sheet at 31 December 2022 is a reduction of Other Receivables of $56,193,000 with a corresponding reduction
in Trade Payables.
Impairment of receivables
The expected loss rates are based on the Group’s movement of balances from one ageing category to the next
to indicate increase in collection time which is an indicator of the probability of default. The value of debtors
insurance is then applied to these balances to indicate the exposure at default. These loss rates are then
applied to the individual ageing categories to calculate an expected credit loss.
The entity has used their ability to apply the effects of debtor’s insurance as a suitable collateral to reduce the
exposure of default.
The consolidated entity has recognised an increase in the expense in the profit and loss of $1,496k to $2,169k
(2022: $673k) in respect of impairment of receivables for the year ended 31 December 2023.
Stock in transit is stated at the lower of cost and net realisable value. Cost comprises purchase and delivery
costs, net of rebates and discounts received or receivable.
Net realisable value is the estimated selling price (plus any applicable supplier claims as per revenue
recognition policy) in the ordinary course of business less the estimated costs of completion and the
estimated costs necessary to make the sale.
During the year $1,927.8k (2022: $1,914.1k) was recognised as an expense for inventories carried at net
realisable value. This is recognised in cost of sales.
Impairment of Inventories
The provision for impairment of inventories assessment requires a degree of estimation and judgement. The
level of the provision is assessed by taking into account the recent sales experience, the ageing of inventories
and other factors that affect inventory obsolescence.
Finished goods
Less: Provision for impairment
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
223,570
264,621
(4,685)
(2,918)
218,885
261,703
14. Property, Plant and Equipment
Land and buildings are carried at cost less subsequent depreciation for buildings and accumulated impairment
for land and buildings. Each class of plant and equipment and property improvements is carried at cost less,
where applicable, any accumulated depreciation and impairment losses.
Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and
equipment (excluding land) over their expected useful lives as follows:
Buildings
Property improvements
Leasehold improvements
Plant and equipment
Plant and equipment under lease
Motor vehicles
-
-
-
-
-
-
40 Years
10 - 20 Years
10 - 20 Years
2 - 10 Years
2 - 10 Years
8 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each
reporting date. Leasehold improvements and plant and equipment under lease are depreciated over the
unexpired period of the lease or the estimated useful life of the assets, whichever is shorter.
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic
benefit to the consolidated entity. Gains and losses between the carrying amount and the disposal proceeds
are taken to profit or loss. Any revaluation surplus reserve relating to the item disposed of is transferred directly
to retained profits.
Estimation of Useful Lives of Assets
The consolidated entity determines the estimated useful lives and related depreciation and amortisation
charges for its property, plant and equipment and finite life intangible assets. The useful lives could change
significantly as a result of technical innovations or some other event. The depreciation and amortisation
charge will increase where the useful lives are less than previously estimated lives, or technically obsolete or
non-strategic assets that have been abandoned or sold will be written off or written down.
77
78
Freehold land
Building - at cost
Less accumulated depreciation
Total land and buildings
Fitout & leasehold improvements - at cost
Less accumulated depreciation
Plant and equipment - at cost
Less accumulated depreciation
Motor vehicles
Less accumulated depreciation
Total plant and equipment
Total property, plant and equipment
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
18,435
18,435
68,243
(4,142)
64,101
82,536
11,028
(3,212)
7,816
14,968
(8,696)
6,272
335
(266)
69
14,157
96,693
59,123
(2,748)
56,375
74,810
7,661
(449)
7,212
12,157
(6,612)
5,545
312
(256)
56
12,813
87,623
Reconciliations of the written down values at the beginning and end of the current and previous financial year
are set out below:
Freehold
land
$’000
Buildings
$’000
Fitout
Costs
$’000
Plant and
equipment
$’000
Motor
vehicles
$’000
Total
$’000
Balance at 1 January 2022
18,435
54,532
4,219
Additions
Depreciation expense
Disposals
Effect of movements in exchange rate
-
-
-
-
3,211
3,737
5,095
4,071
6
82,287
106
11,125
(1,368)
(771)
(2,577)
(16)
(4,732)
-
-
(6)
33
(1,027)
(40)
(1,073)
(17)
-
16
Balance at 31 December 2022
18,435
56,375
7,212
5,545
56
87,623
Additions
Depreciation expense
Disposals
Effect of movements in exchange rate
-
-
-
-
9,121
1,694
3,402
82
14,299
(1,395)
(1,081)
(2,529)
(20)
(5,025)
-
-
-
(9)
(104)
(49)
(153)
(42)
-
(51)
Balance at 31 December 2023
18,435
64,101
7,816
6,272
69
96,693
15. Intangibles
Intangible assets acquired as part of a business combination, other than goodwill, are initially measured at
their fair value at the date of the acquisition. Intangible assets acquired separately are initially recognised
at cost. Indefinite life intangible assets are not amortised and are subsequently measured at cost less any
impairment. Finite life intangible assets are measured at cost less amortisation and any impairment. The gains
or losses recognised in profit or loss arising from the de-recognition of intangible assets are measured as
the difference between net disposal proceeds and the carrying amount of the intangible asset. The method
and useful lives of finite life intangible assets are reviewed annually. Changes in the expected pattern of
consumption or useful life are accounted for prospectively by changing the amortisation method or period.
Goodwill
Goodwill arises on the acquisition of a business. Goodwill is not amortised. Instead, goodwill is tested annually
for impairment, or more frequently if events or changes in circumstances indicate that it might be impaired
and is carried at cost less accumulated impairment losses. Impairment losses on goodwill are taken to profit
or loss and are not subsequently reversed.
Customer Contracts
Customer contracts acquired in a business combination are amortised on a straight-line basis over the period
of their expected benefit, being their finite life which varies between 18 months and 15 years.
Brand
On the basis of Exeed’s reputation and position as second largest distributor, underlying business,
relationships, capability and experience in the New Zealand market a value has been attributed to the Exeed
brand. This was based on an independent purchase price valuation. The valuation of the Exeed brand was
based using the income approach. The value of the brand is amortised on a straight-line basis over the period
of the expected benefit, being the finite life of 10 years.
79
80
Non-compete
Non-compete agreement in the sale and purchase agreement for the acquisition of the Exeed business
included a three year restraint period in respective of some of the sellers. Value has been attributed as an
identifiable intangible to the non-compete clause due to the restricted sellers having many years of industry
experience and with the proceeds from the sale of the equity interest in the Exeed Group may have provided
the ability for the restricted sellers to set up a competing business.
Software
Cost associated with software and website development are deferred and amortised on a straight-line basis
over the period of their expected benefit, being their finite life of 4 years.
Impairment of Intangibles
Goodwill and other intangible assets that have an indefinite useful life are not subject to amortisation and are
tested annually for impairment, or more frequently if events or changes in circumstances indicate that they
might be impaired. An impairment loss is recognised for the amount by which the asset’s carrying amount
exceeds its recoverable amount.
Recoverable amount is the higher of an asset’s fair value less costs of disposal and value-in-use. The value-in-
use is the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate
specific to the asset or cash-generating unit to which the asset belongs. Assets that do not have independent
cash flows are grouped together to form a cash-generating unit.
Goodwill
Customer contracts
Less: Accumulated amortisation
Brand
Less: Accumulated amortisation
Non-compete
Less: Accumulated amortisation
Software - at cost
Less: Accumulated amortisation
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
62,037
58,795
51,256
51,256
(20,819)
(16,904)
2,323
(548)
1,006
(797)
350
(350)
2,323
(323)
1,006
(469)
309
(25)
Goodwill
$’000
Customer
Contracts
$’000
Brands
$’000
Non
Compete
$’000
Software
$’000
Total
$’000
Balance at 31 December 2021
57,250
38,278
2,227
866
Additions through business combinations
1,567
Additions
Amortisation expense
Disposal
-
-
-
Effect of movements in exchange rate
(22)
(24)
Balance at 31 December 2022
58,795
34,352
2,000
-
-
-
-
-
-
9
-
98,630
1,567
285
285
(3,902)
(223)
(326)
(9)
(4,460)
-
-
(4)
-
-
-
-
-
(4)
536
-
-
-
-
-
(54)
285
95,968
-
-
3,254
-
(3,919)
(225)
(328)
(281)
(4,753)
-
4
-
-
-
1
-
(4)
-
(11)
Additions through business combinations
3,254
Additions
Amortisation expense
Disposal
-
-
-
Effect of movements in exchange rate
(12)
Balance at 31 December 2023
62,037
30,437
1,775
209
-
94,458
Goodwill and other Indefinite Life Intangible Assets Estimates
The recoverable amounts of cash-generating units have been determined based on value-in-use calculations.
These calculations require the use of assumptions, including estimated discount rates based on the current
cost of capital and growth rates of the estimated future cash flows.
The recoverable amount of the consolidated entity’s goodwill has been determined by a value-in-use
calculation using a discounted cash flow model, based on a 1 year EBITDA projection period approved by
management and extrapolated for a further 4 years using a steady rate, together with a terminal value.
Management considers the cash generating units (CGU) of the group to be Australia and New Zealand.
Goodwill has been allocated $23.7m and $29.8m, respectively. Included in the value of goodwill for each of
the cash generating units is the goodwill acquired in the Express Data acquisition from 2014, the Exeed Group
acquisition in 2021 and Hills Security and IT Business from 2022. For FY23 goodwill also includes goodwill
acquired with acquisition of Connect Security Products Ltd in NZ. As a result the assumptions used in the
discounted cash flow model for each cash generating unit have been updated based on the assessment of
each cash generating unit in its own right.
The following key assumptions were used in the discounted cash flow model for each cash generating unit:
a. Discount Rate: 12.03% (2022: 11.31%) for Australian CGU and 11.18% (2022: 17.65%) for New Zealand
Total intangible assets
94,458
95,968
CGU post-tax discount rate; and
b. Growth Rate: 4.5% (2022: 2.5%) for the Australian CGU and 10.26% (2022: 12.5%) for the New
Zealand CGU.
c. Forecasted Cashflows: The forecasted cashflows are based on historical experience.
The discount rate reflects management’s estimate of the time value of money and the consolidated entity’s
weighted average cost of capital, the risk-free rate and the volatility of the share price relative to market
movements. Management believes the projected EBITDA growth rate is reasonable based on forecasted
organic and general market growth and the strategic decisions made in respect of the CGU.
Based on the above, the recoverable amount of each cash generating unit exceeded the carrying amount and
therefore no impairment of goodwill.
81
82
Sensitivity Analysis
As disclosed in note 3, the directors have made judgements and estimates in respect of impairment testing of
goodwill. Management believes that any reasonable changes in the key assumptions on which the recoverable
amount of division goodwill is based would not cause the cash-generating unit’s carrying amount to exceed its
recoverable amount. The sensitivities are as follows: a) EBITDA would need to decrease by more than 50.1%
to trigger impairment for the Australian CGU, and 7.4% for the New Zealand CGU, with all other assumptions
remaining constant; b) The discount rate would be required to increase to 35.5% to trigger impairment for the
Australian CGU, and 13.5% for the New Zealand CGU, with all other assumptions remaining constant.
16. Leases
All leases are accounted for by recognising a right-of-use asset and a lease liability except for:
• Leases of low value assets; and
•
Leases with a duration of 12 months or less
Lease Liabilities are measured at the present value of the contractual payments due to the lessor over the
lease term, with the discount rate determined by reference to the rate inherent in the lease unless (as is
typically the case) this is not readily determinable, in which case the group’s incremental borrowing rate on
commencement of the lease is used. Key judgements used in the calculation of the lease liability include
interest rate estimate 2.9%. Variable lease payments are only included in the measurement of the lease liability
if they depend on an index or rate. In such cases the initial measurement of the lease liability assumes the
variable element will remain unchanged throughout the lease term.
On initial recognition the carrying value of the lease liability includes:
• amounts expected to be payable under any residual value guarantee;
•
the exercise price of any purchase option granted in favour of the group if it is reasonably certain to
assess that option; and
• any penalties payable for terminating the lease, if the term of the lease has been estimated on the
basis of the termination option being exercised.
Right of use assets are initially measured at the amount of the lease liability, reduced for any lease incentives
received, and increased for:
•
•
•
lease payments made at or before the commencement of the lease;
initial direct costs incurred; and
the amount of any provision recognised where the group is contractually required to dismantle,
remove or restore leased assets.
Subsequent to initial measurement lease liabilities increase as a result of interest charged at a constant rate
on the balance outstanding and are reduced for lease payments made. Right-of-use assets are amortised on
a straight-line basis over the remaining term of the lease or over the remaining economic life of the asset if,
rarely, this is judged to be shorter than the lease term.
When the group revises its estimate of the term of any lease (because, for example, it re-assesses the
probability of a lessee extension or termination option being exercised), it adjusts the carrying amount of the
lease liability to reflect the payments to make over the revised term, which are discounted using a revised
discount rate. The carrying value of the lease liabilities is similarly revised when the variable element of future
lease payments dependent on a rate or index is revised, except the discount rate remains unchanged. In
both cases an equivalent adjustment is made to the carrying value of the right-of-use asset, with the revised
carrying amount being amortised over the remaining revised lease term. If the carrying amount of the right-of-
use asset is adjusted to zero, any further reduction is recognised in profit and loss.
Nature of leasing activities
The Company leases 18 properties in Australia and New Zealand for which the lease contracts provide for
payments to increase each year by inflation or to be reset periodically to market rental rates.
Lease Commitments
The determination of whether an arrangement is or contains a lease is based on the substance of the
arrangement and requires an assessment of whether the fulfilment of the arrangement is dependent on the
use of a specific asset or assets and the arrangement conveys a right to use the asset. A distinction is made
between finance leases, which effectively transfer from the lessor to the lessee substantially all the risks and
benefits incidental to ownership of leased assets, and operating leases, under which the lessor effectively
retains substantially all such risks and benefits. Operating lease payments, net of any incentives received from
the lessor, are charged to profit or loss on a straight-line basis over the term of the lease.
Right-of-Use Asset
Opening Balance
Additions through business combinations
Additions
Amortisation
Disposal
Variable lease payment adjustment
Effect of movements in exchange rate
Lease Liabilities
Opening Balance
Additions through business combinations
Additions
Interest expense
Disposal
Variable lease payment adjustment
Lease payments
Foreign exchange movements
Maturity Analysis
Less than 1 year
Between 1 to 5 Years
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
19,748
701
1,816
(4,195)
(12)
-
(84)
2,709
2,235
19,007
(3,103)
(1,466)
5
361
17,974
19,748
19,195
701
1,802
1,090
-
-
3,154
2,235
18,114
857
(1,982)
5
(4,419)
(3,543)
(81)
355
18,288
19,195
2,826
15,462
18,288
2,794
16,401
19,195
The Company had total cash outflows for leases of $4,418,000 in 2023 ($4,400,000 in 2022). The
Company also had non-cash additions to right-of-use assets and lease liabilities of $2,517,025 in 2023
(2022:$21,241,831).
The Company has lease contracts that include extension and termination options. These options are
negotiated by management to provide flexibility in managing the leased-asset portfolio and align with the
Company’s business needs. The extension options are exercisable only by the Company and not by the
lessors. Management exercises significant judgement in determining whether these extension and termination
options are reasonably certain to be exercised and whether they are to be included in the lease liability balance
at 31 December 2023 (see Note 3). The undiscounted potential future payments at current rental rates under
options that are not considered reasonably certain to be exercised is approximately $26.6m, which includes
potential lease payments within the next 5 years of approximately $15.8m.
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84
17. Trade and Other Payables
These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end
of the financial year and which are unpaid. Due to their short-term nature they are measured at amortised cost
and are not discounted. The amounts are unsecured and are usually paid within 30 - 60 days of recognition.
Trade payables
Other payables
Related party payables
Consolidated
31-Dec-23
$’000
Restated
31-Dec-22
$’000
270,040
364,597
50,009
-
46,415
17,165
320,049
428,177
Restatement of Comparatives
Management regularly review key contract terms and the presentation of assets and liabilities on the balance
sheet. As part of this process, it was identified that amounts due from suppliers was historically recorded as
“Other receivables”. However, the contractual arrangements in place results in these amount being offset from
existing payables to that supplier rather than being received in cash. As such, these receivables have been
reclassified to Trade Payables and the prior year has been restated accordingly. The impact to the Balance
Sheet at 31 December 2022 is a reduction of Other Receivables of $56,193,000 with a corresponding reduction
in Trade Payables.
18. Borrowings
Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction
costs. They are subsequently measured at amortised cost using the effective interest method.
Where there is an unconditional right to defer settlement of the liability for at least 12 months after the
reporting date, the loans or borrowings are classified as non-current.
Current
Westpac Receivables Facility
Westpac Cash Advance Facility
BNZ Facility
Total current borrowings
Facility Limits
Westpac Receivables Facility
Westpac Cash Advance Facility
BNZ Cash Advance Facility
Total facility limits
Consolidated
31-Dec-23
$’000
Restated
31-Dec-22
$’000
197,000
185,000
50,000
53,863
60,000
46,681
300,863
291,681
270,000
220,000
50,000
53,863
60,000
46,681
373,863
326,681
Westpac Receivables Facility
The limit on the Westpac Receivables Facility increased from $220m to $270m in June 2023, supported by the
increase in receivables balance. The renewal of the facility and increase in limit ensures the ongoing funding to
continue to support working capital investments and the growth of the business. This facility is secured by a
fixed charge over the Australian receivables and is to be refinanced by May 2024.
Westpac Cash Advance Facility
The cash advance facility was entered into with Westpac in August 2021 to fund the acquisition of the Exeed
group and corresponding transaction costs. The original amount drawn down was $70m, which includes
repayments of $10m per annum over the 3 year life of the facility. Management regularly review key contract
terms and as part of this process identified that a clause in the Westpac Cash Advance Facility Agreement
gave the bank the legal right to recall the drawn down amount at any time. As such, the drawn down amount
of the facility as at 31 December 2022 has been restated as a current liability. On 16th August 2023 a variation
to the Facility Agreement was signed by Dicker Data and Westpac which amended this term and removes
this right. As a result, the facility will be available to Dicker Data for the remainder of the contracted term,
which is to August 2024. The drawn balance as at 31 December 2023 of $50m is considered current. There
is one more repayment of $5m due in March 2024 before the facility maturity date, with the balance of $45m
in August 2024 expected to be repaid with increase in facility limits in the working capital facilities being
refinanced before May 2024.
Bank of New Zealand Facility
In June 2022 Dicker Data NZ Ltd entered into a new cash advance facility with BNZ Bank. This facility replaced
the Exeed Ltd invoice finance and cash advance facilities assumed on the acquisition of Exeed Ltd. This
facility, expiring May 2024 is for a limit of $58m NZD and was fully drawn as at 31 December 2023. The facility
also includes a stand-by letter of credit facility for $21.1m NZD to support supplier trade credit arrangements.
The facility is secured by a General Security Deed over the assets of the New Zealand Group supported by a
guarantee and indemnity from the parent entity. This facility will help support the ongoing growth and working
capital requirements of our growing New Zealand business.
Refinance Risk
Dicker Data currently has in place a working capital facility with the Westpac Banking Corporation in Australia
and Bank of New Zealand (BNZ) in New Zealand and both facilities are to be renewed in May 2024. As at report
date there are credit approved terms sheets to renew both facilities as detailed below:
Extension of Westpac Receivables Facility
The Westpac Receivables Facility matures in May 2024 and a credit approved term sheet has been received to
roll this facility for a further 3 years with increased limit of $320m, up from $270m. The renewal of the facility
is on same terms and pricing as existing facility. The Company is in the process of having documentation
prepared to formally extend this facility.
Extension of Bank of New Zealand Facility
The Bank of New Zealand facility in NZ is also maturing in May 2024. The Company has received a credit
approved facility amendment letter to increase this facility to $88.9m, comprising of cash advance facility for
$68m, up from $58m previously approved, with the balance being available for stand by letter of credit facility
to support supplier trade credit arrangements. The extension of the facility is to May 2025.
The receivables facility is secured by a fixed charge over all of the Australian trade receivables and cash
advance facility is secured by a General Security Agreement over the assets of the Company.
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86
19. Provisions
Provisions are recognised when the consolidated entity has a present (legal or constructive) obligation as
a result of a past event, it is probable the consolidated entity will be required to settle the obligation, and
a reliable estimate can be made of the amount of the obligation. The amount recognised as a provision is
the best estimate of the consideration required to settle the present obligation at the reporting date, taking
into account the risks and uncertainties surrounding the obligation. If the time value of money is material,
provisions are discounted using a current pre-tax rate specific to the liability.
Current
Employee benefits
Non Current
Employee benefits
Lease make-good provision
Movement in Provisions
Current - Employee Benefits
Movements in the provision for employee benefits
Opening Balance
Charges for the year
Non-Current - Employee Benefits
Movements in the provision for employee benefits
Opening Balance
Charges for the year
Non-Current - Lease Makegood
Movements in the provision for makegood
Opening Balance
Charges for the year
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
22,042
22,042
21,849
21,849
2,957
1,212
4,169
2,650
1,254
3,904
21,849
193
22,042
17,050
4,799
21,849
2,650
307
2,957
1,254
(42)
1,212
2,116
533
2,649
-
1,254
1,254
Employee Benefits
Short-Term Employee Benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave
expected to be settled within 12 months of the reporting date are recognised in current liabilities in respect of
employees’ services up to the reporting date and are measured at the amounts expected to be paid when the
liabilities are settled.
Other Long-Term Employee Benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the
reporting date are recognised in non-current liabilities, provided there is an unconditional right to defer
settlement of the liability. The liability is measured as the present value of expected future payments to be
made in respect of services provided by employees up to the reporting date using the projected unit credit
method. Consideration is given to expected future wage and salary levels, experience of employee departures
and periods of service. Expected future payments are discounted using market yields at the reporting date
on national government bonds with terms to maturity and currency that match, as closely as possible, the
estimated future cash outflows.
Amounts not expected to be settled within the next 12 months
The current provision for employee benefits includes all unconditional entitlements where employees have
completed the required period of service and also those where employees are entitled to pro-rata payments
in certain circumstances. The entire amount is presented as current, since the consolidated entity does not
have an unconditional right to defer settlement. However, based on past experience, the consolidated entity
does not expect all employees to take the full amount of accrued leave or require payment within the next 12
months.
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
Employee benefits obligation expected to be settled after 12 months
9,178
9,664
Lease Make Good Provision
A provision has been made for the present value of anticipated costs for future restoration of leased premises.
The provision includes future cost estimates associated with closure of the premises. The calculation of
this provision requires assumptions such as application of closure dates and cost estimates. The provision
recognised for each site is periodically reviewed and updated based on the facts and circumstances available
at the time. Changes to the estimated future costs for sites are recognised in the statement of financial
position by adjusting the asset and the provision. Reductions in the provision that exceed the carrying amount
of the asset will be recognised in profit or loss.
87
88
20. Issued Capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a
deduction, net of tax, from the proceeds.
31-Dec-23
Shares
31-Dec-23
$’000
31-Dec-22
Shares
31-Dec-22
$’000
21. Reserves
Capital Profits Reserve (Pre-CGT)
Foreign currency reserve
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
369
(362)
7
369
(140)
229
Ordinary shares - fully paid
180,289,482
214,563
180,091,527
212,742
Capital Profits Reserve (Pre-CGT)
The capital profits reserve records non-taxable profits on sale of investments.
Date
Issue Price
No. of
Shares
$'000
Foreign Currency Reserve
The reserve is used to recognise exchange differences arising from translation of the financial statements
of foreign operations to Australian dollars. It is also used to recognise gains and losses on hedges of the net
investments in foreign operations.
Movements in ordinary share capital
Details
Opening Balance
Issue of shares DRP
Issue of shares DRP
Issue of shares DRP
Issue of shares - Capital Raising
172,884,664
139,527
01-Jan-22
01-Mar-22
01-Jun-22
01-Sep-22
30-Sep-22
$13.814
69,874
$12.525
$11.520
53,263
58,217
$10.300
4,854,369
965
666
670
48,734
21,494
686
Issue of shares - Share Purchase Plan (SPP)
30-Sep-22
$10.300
2,103,724
Issue of shares DRP
Balance
Issue of shares DRP
Issue of shares DRP
Issue of shares DRP
Issue of shares DRP
Balance
01-Dec-22
31-Dec-22
01-Mar-23
01-Jun-23
01-Sep-23
01-Dec-23
31-Dec-23
$10.190
67,416
180,091,527
212,742
$9.757
$8.624
$8.300
$11.237
12,876
59,796
79,134
46,149
126
515
657
523
180,289,482
214,563
Ordinary Shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the
company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares
have no par value and the company does not have a limited amount of authorised capital. 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.
Share Buy-Back
There is no current on-market share buy-back.
Capital Risk Management
For the purpose of the Group’s capital management, capital includes issued capital and all other equity
reserves attributable to the equity holders. The consolidated entity’s primary objective when managing capital
is to safeguard its ability to continue as a going concern whilst enhancing long-term shareholder value through
funding its business at an optimised weighted average cost of capital. In seeking to optimise its weighted
average cost of capital, the consolidated entity may adjust its capital structure from time to time, including
varying the amount of dividends paid to shareholders, by returning capital to shareholders, by issuing new
shares or taking on or reducing debt. The consolidated entity is subject to certain financing arrangements and
covenants and meeting these is given priority in all capital risk management decisions. There have been no
events of default on the financing arrangements during the financial year.
Movements in reserves
Opening Balance
Foreign currency translation
Closing Balance
22. Dividends
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
229
(222)
7
332
(103)
229
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
Dividends declared or paid during the financial year
58,553
94,311
Type
FY
Final
Interim
Interim
Interim
2022
2023
2023
2023
Payment
Date
Dividend
per share
(in cents)
Amount
(in 000’s)
FY
Payment
Date
Dividend
per share
(in cents)
Amount
(in 000’s)
01-Mar-23
2.50
4,502
2021
1-Mar-22
15.00
25,933
01-Jun-23
10.00
18,010
2022
1-Jun-22
13.00
22,484
01-Sep-23
10.00
18,017
2022
1-Sep-22
13.00
22,491
01-Dec-23
10.00
18,024
2022
1-Dec-22
13.00
23,403
32.50
58,553
54.00
94,311
89
90
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
The tax rate that dividends have been franked is 30% (2022: 30%)
Franking credit balance:
Franking credits available for subsequent financial years
based on a tax rate of 30% (2022: 30%)
17,636
9,451
The above amounts represent the balance of the franking account as at the end of the financial year adjusted
for franking credits arising from:
•
•
•
franking credits from dividends recognised as receivables at year end
franking credits that will arise from payment of the current tax liability
franking debits arising from payment of proposed dividends recognised as a liability
23. Fair Value Disclosures
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure
purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement date; and assumes that the
transaction will take place either: in the principal market; or in the absence of a principal market, in the most
advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset
or liability, assuming they act in their economic best interest. For non-financial assets, the fair value
measurement is based on its highest and best use. Valuation techniques that are appropriate in the
circumstances and for which sufficient data are available to measure fair value, are used, maximising the use
of relevant observable inputs and minimising the use of unobservable inputs.
Assets and liabilities measured at fair value are classified, into three levels, using a fair value hierarchy that
reflects the significance of the inputs used in making the measurements. Classifications are reviewed each
reporting date and transfers between levels are determined based on a reassessment of the lowest level input
that is significant to the fair value measurement.
For recurring and non-recurring fair value measurements, external valuers may be used when internal
expertise is either not available or when the valuation is deemed to be significant. External valuers are selected
based on market knowledge and reputation. Where there is a significant change in fair value of an asset or
liability from one period to another, an analysis is undertaken, which includes a verification of the major inputs
applied in the latest valuation and a comparison, where applicable, with external sources of data.
Fair Value Measurement Hierarchy
The consolidated entity is required to classify all assets and liabilities, measured at fair value, using a three
level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access
at the measurement date;
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability,
either directly or indirectly; and
Level 3: Unobservable inputs for the asset or liability. Considerable judgement is required to determine what is
significant to fair value and therefore which category the asset or liability is placed in can be subjective.
The fair value of assets and liabilities classified as level 3 is determined by the use of valuation models. These
include discounted cash flow analysis or the use of observable inputs that require significant adjustments
based on unobservable inputs.
financial position, including cash, receivables, payables and borrowings. The fair value of these financial assets
and financial liabilities approximates their carrying amount.
The fair value of Borrowings in Note 18, is estimated by discounting the future contractual cash flows at the
current market interest rates for loans with similar risk profiles and has been measured under Level 2 of the
hierarchy. The carrying value of borrowings classified as financial liabilities measured at amortised cost
approximates fair value.
24. Financial Instruments
Derivative Financial Instruments
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are
subsequently remeasured to their fair value at each reporting date. The accounting for subsequent changes in
fair value depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the
item being hedged. Derivatives are classified as current or non-current depending on the expected period of
realisation.
Investments and Other Financial Assets
Investments and other financial assets are initially measured at fair value. Transaction costs are included
as part of the initial measurement, except for financial assets at fair value through profit or loss. They are
subsequently measured at either amortised cost or fair value depending on their classification. Classification
is determined based on the purpose of the acquisition and subsequent reclassification to other categories is
restricted.
Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired
or have been transferred and the consolidated entity has transferred substantially all the risks and rewards of
ownership.
Impairment of Financial Assets
The consolidated entity assesses at the end of each reporting period whether there is any objective evidence
that a financial asset or group of financial assets is impaired. Objective evidence includes significant financial
difficulty of the issuer or obligor; a breach of contract such as default or delinquency in payments; the lender
granting to a borrower concessions due to economic or legal reasons that the lender would not otherwise do; it
becomes probable that the borrower will enter bankruptcy or other financial reorganisation; the disappearance
of an active market for the financial asset; or observable data indicating that there is a measurable decrease in
estimated future cash flows.
The amount of the impairment allowance for financial assets carried at cost is the difference between the
asset’s carrying amount and the present value of estimated future cash flows, discounted at the current
market rate of return for similar financial assets.
Financial Assets and Liabilities
Financial Assets
Cash and cash equivalents
Loans and receivables
Total Financial Assets
Financial Liabilities
Trade and other payables
Borrowings
Lease liabilities
Consolidated
31-Dec-23
$’000
Restated
31-Dec-22
$’000
11,607
12,263
485,670
525,587
497,277
537,850
320,049
300,863
18,288
428,176
291,681
19,195
639,200
739,052
92
The company has a number of financial instruments which are not measured at fair value in the statement of
Total Financial Liabilities
91
Financial Risk Management Policies
The directors’ overall risk management strategy seeks to assist the company in meeting its financial targets,
whilst minimising potential adverse effects on financial performance. The Company has a comprehensive Risk
Management Framework that provides for the key management personnel to manage the different types of
risks to which the company is exposed to. This is further enhanced with the implementation of an Internal Risk
Committee that regularly considers the risks of the business. Financial risk management includes but is not
limited to monitoring levels of exposure to interest rate and credit risk and by being aware of market forecasts
for interest rates. Ageing analyses and monitoring of specific credit allowances are undertaken to manage
credit risk. Liquidity risk is managed through general business budgets and forecasts. The main purpose
of non-derivative financial instruments is to manage foreign currency risk. The company had open forward
contracts as at the end of the financial year to mitigate this risk. The directors and key management personnel
meet on a regular basis to analyse financial risk exposure and to evaluate treasury management strategies in
the context of the most recent economic conditions and forecasts.
Specific Financial Risk Exposures and Management
The main risks the company is exposed to through its financial instruments are:
• credit risk
•
•
•
liquidity risk
interest rate risk
foreign exchange risk
Credit Risk
Exposure to credit risk relating to financial assets arises from the potential non-performance by counterparties
of contract obligations that could lead to a financial loss to the company. Credit risk is reviewed regularly by
the directors and key management personnel. It predominantly arises from exposures to customers.
The Company’s exposure to credit risk is limited due to debtor insurance which is held over its trade
receivables. The insurance policy limits the exposure of the company to 10% of individual customer’s balance
plus the excess as specified in the policy after an aggregate first loss of $200,000. Receivables balances are
monitored on an ongoing basis and as a result the Company’s exposure to bad debts has not been significant.
It is the Company’s policy that all customers who wish to trade on credit terms are subject to credit verification
procedures including an assessment of their credit rating, financial position, past experience and industry
reputation. Credit limits are set for each individual customer in accordance with parameters set by the
directors. These credit limits are regularly monitored. Customers that do not meet the company’s strict credit
policies and criteria may only purchase in cash or using recognised credit cards.
The company has no significant concentration of credit risk with any single counterparty or group of
counterparties. The profile of all counterparties is largely the same being reseller partners and have been
grouped together in assessing expected credit loss. Trade and other receivables that are neither past due or
impaired are considered to be of high credit quality.
Credit Risk Exposures - The maximum exposure to credit risk by class of recognised financial assets at
reporting date, excluding the value of any collateral or other security held, is equivalent to the carrying value
and classification of those financial assets (net of any provisions) as presented in the statement of financial
position.
Liquidity Risk
Liquidity risk arises from the possibility that the company might encounter difficulty in settling its debts or
otherwise meeting its obligations related to financial liabilities. The company manages this risk through the
following mechanisms:
• preparing forward-looking cash flow analyses in relation to its operational, investing and financing
activities;
• monitoring undrawn credit facilities;
• obtaining funding from a variety of sources;
• maintaining a reputable credit profile; and
• managing credit risk related to financial assets.
The tables below reflect an undiscounted contractual maturity analysis for financial liabilities. Financial
guarantee liabilities are treated as payable on demand since the company has no control over the timing of any
potential settlement of the liability.
Cash flows realised from financial instruments reflect management’s expectation as to the timing of
realisation.
Actual timing may therefore differ from that disclosed. The timing of cash flows presented in the table to
settle financial liabilities reflect the earliest contractual settlement dates and do not reflect management’s
expectations that banking facilities will roll forward.
Financial liability maturity analysis
Financial liabilities due for payment
Trade and other payables
Within 6 months
6 months - 1 Year
1 - 2 Years
2 - 5 Years
Consolidated
31-Dec-23
$’000
Restated
31-Dec-22
$’000
320,049
428,177
-
-
-
-
-
-
Total trade and other payables
320,049
428,177
Borrowings
Within 6 Months
6 Months - 1 Year
1 - 2 Years
2 - 5 Years
Total contractual outflows
250,863
286,681
50,000
5,000
-
-
-
-
300,863
291,681
Financial assets pledged as collateral:
Certain financial assets have been pledged as security for the debt and their realisation into cash may be
restricted subject to terms and conditions attached to the relevant debt contracts. Refer to Note 18.
Interest Rate Risk
The company’s main interest rate risk arises from borrowings. All borrowings are at variable interest rates
and expose the company to interest rate risk which will impact future cash flows and interest charges and is
indicated by the following floating interest rate financial liabilities.
Interest Rate Risk
Floating rate instruments
Westpac Receivable Finance Facility
Westpac Cash Advance Facility
BNZ Working Capital Facility
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
197,000
185,000
50,000
53,863
60,000
46,681
300,863
291,681
Due to the current interest rate environment the Company has not entered into any interest rate swap at any
other time during the year. Management will continue to monitor the interest rate environment to determine
whether entering into a new swap agreement will be prudent to do so in the future.
Sensitivity Analysis
The company has performed a sensitivity analysis relating to its exposure to interest rate risk at reporting date.
93
94
If interest rates changed by -/+ 1% from the year end rates with all other variables held constant, post-tax profit
would have been $2.1m lower/higher (2022: $2.0m lower/higher) as a result of higher/lower interest payments.
The company constantly analyses its interest rate exposure. Within this analysis consideration is given to
alternative financing and the mix of fixed and variable interest rates.
Foreign Exchange Risk
The consolidated entity undertakes certain transactions denominated in foreign currency and is exposed to
foreign currency risk through foreign exchange rate fluctuations. Foreign exchange risk arises from future
commercial transactions and recognised financial assets and financial liabilities denominated in a currency
that is not the entity’s functional currency. The risk is measured using sensitivity analysis and cash flow
forecasting.
In order to protect against exchange rate movements, the consolidated entity has entered into forward foreign
exchange contracts. These contracts are hedging highly probable forecasted cash flows for the ensuing
financial year. Management has a risk management policy to hedge between 30% and 80% of anticipated
foreign currency transactions for the subsequent 4 months, with occasionally requiring a hedge for up to 12
months on specific transactions.
The maturity, settlement amounts and the average contractual exchange rates of the consolidated entity’s
outstanding forward foreign exchange contracts at the reporting date was as follows:
Sensitivity Analysis
Equity
Profit or Loss
(Effects in Thousands)
Strengthening
Weakening
Strengthening
Weakening
US$ (5% movement)
NZ$ (5% movement)
-
(3,058)
-
3,058
1,358
55
(1,358)
(55)
25. Key Management Personnel Compensation
Short-term benefits
Long-term benefits
Post employment benefits
Total Compensation
Sell
Australian dollars
Average
exchange rates
Sell
New Zealand dollars
Average
exchange rates
31-Dec-23
$’000
31-Dec-22
$’000
31-Dec-23
$’000
31-Dec-22
$’000
31-Dec-23
$’000
31-Dec-22
$’000
31-Dec-23
$’000
31-Dec-22
$’000
26. Remuneration of Auditors
Buy US dollars
Maturity:
0 - 3 months
50,818
48,150
0.7424
0.7199
3,233
4,078
0.6196
0.5811
3 - 6 months
6 - 9 months
-
400
9 - 12 months
1,000
-
-
-
-
0.6739
0.6544
Buy AU dollars
Maturity:
0 - 3 months
3 - 6 months
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3,357
2,720
0.9255
0.9362
-
-
-
-
The carrying amount of the consolidated entity’s foreign currency denominated financial assets and financial
liabilities at the reporting date was as follows:
Cash at bank
Trade receivables
Trade payables
Net statement of financial position exposure
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
135
18,279
4,006
80,747
(47,137)
(94,225)
(28,274)
(9,472)
Based on the financial instruments held at 31 December 2023, a strengthening/weakening of AU$ against US$
and NZ$ would have resulted in the following changes to the Groups reported profit and loss and/or equity.
Fees to Ernst & Young (Australia)
Fees for the audit and review of the financial reports of the Group and
any controlled entities
Fees for out-of-scope audit work
Total Fees to Ernst & Young
Fees to BDO & Network Firms of auditor
Fees for the audit and review of the financial reports of the Group and
any controlled entities
Fees for indirect tax services
Fees for tax and corporate services
Fees for tax and corporate service to network firms
Total Fees to BDO and network firms of auditor
Consolidated
31-Dec-23
Restated
31-Dec-22
9,514,849
8,056,773
18,334
29,391
904,224
762,083
10,437,407
8,848,247
Consolidated
31-Dec-23
31-Dec-22
525,000
40,560
565,560
-
-
-
-
-
-
-
-
393,000
129,000
398,000
47,000
967,000
95
96
27. Contingent Liabilities
The directors are not aware of any contingent liabilities related to the Consolidated entity as at the report date.
Capital Commitments
Capital expenditure commitments contracted for at reporting date but not recognised as liabilities:
Property, plant and equipment
28. Parent Entity Information
Set out below is the supplementary information about the parent entity:
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
450
9,523
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
29. Business Combinations
Acquisitions
On 9th February 2023 the Company entered into a binding Sale and Purchase Agreement (SPA) to acquire
the business of Connect Security Products Limited (CSP), New Zealand’s leading distributor of access
control, surveillance and fire products. The acquisition completed on 28 February 2023 and the purchase
price was NZD$5.0m comprising of $3.5m for goodwill with balance for net business assets of $1.5m being
predominantly for inventory. The goodwill acquired predominantly relates to supplier relationships plus access
to new customers in the access control and surveillance industry.
CSP represents a highly strategic acquisition and a valuable addition to Dicker Data’s Access and Surveillance
(DAS) platform as it will accelerate the launch of the DAS business in the New Zealand market with key brands
Bosch, Sony, Assa Abloy, HID, Motorola and more. The combination of Dicker Data and CSP is expected to
deliver compelling growth opportunities for both businesses through the combined Trans-Tasman network
and expanded capabilities. Similar to DAS in Australia, CSP operates in parallel to Dicker Data’s existing New
Zealand operation and leverages shared services such as finance, warehousing, logistics and marketing, with
the product and sales functions operating independently.
The full year revenue contribution from the Connect business was $6.6m. Had the business been acquired
for the full reporting period, assuming the average revenue contribution for the 10 months trading, the total
revenue contribution for the reporting period would have been $8.0m. It is impractical to disclose the profit and
loss impact for the reporting period whilst the business was being integrated and restructured as only the key
net assets to run the business were acquired, and historical earnings can’t be relied on.
The accounting for this acquisition is provisional at the date of this report and, in accordance with AASB 3
Business Combinations, will be finalised within 12 months of acquisition date.
Statement of profit or loss and other comprehensive income
Details of the net assets acquired, goodwill and purchase consideration are as follows:
Profit after income tax
Total comprehensive income
Statement of financial position
Total current assets
Total assets
Total current liabilities
Total liabilities
Equity
Issued capital
Reserves
Retained profits
Total Equity
77,036
77,036
70,691
70,691
614,390
774,731
544,603
551,749
691,672
846,246
635,732
643,568
214,563
212,742
369
369
8,049
(10,434)
222,981
202,677
Inventory
Property plant and equipment
Employee provisions
Right of use asset
Lease liability
Net identifiable assets and liabilities
Goodwill
Net Assets Acquired
Purchase Consideration Comprises:
Cash paid
Fair Value Total
$’000
1,440
143
(60)
702
(702)
1,523
3,254
4,777
4,777
Guarantees Entered into by the Parent Entity in Relation to the Debts of its Subsidiaries
The parent entity and some of its subsidiaries are party to a deed of cross guarantee under which each
company guarantees the debts of the others. The parent entity has also provided a parent guarantee in respect
of obligations of Exeed Ltd and Exeed Australia Limited Partnership in favour of Bank of New Zealand. No
deficiencies of assets exist in any of these subsidiaries.
Capital Commitments – Property, Plant and Equipment
The parent entity had the capital commitments for property, plant and equipment as detailed in Note 27.
Material Accounting Policies
The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed in
Note 1 and throughout the notes.
Hills Acquisition
On 2 May 2022 the Company announced the completion of the acquisition of the Hills (ASX: HIL) Security and
IT (SIT) division. The valuation of the fair value of the acquired assets and liabilities at acquisition date was
finalised and completed at 30 June 2023. There has been no change to the provisional amounts presented in
the 2022 annual report.
Business Combinations Critical Judgements
A certain degree of judgement and estimation is required to determine fair value of assets acquired as part of
a business combination. Further judgement is required in assessing whether any premium paid over fair value
of assets relates to any identifiable intangibles and calculation of the goodwill acquired.
97
98
30. Interests in Subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following wholly
owned subsidiaries in accordance with the accounting policy described in note 1:
32. Non-Cash Investing and Financing Activities
Express Data Holdings Pty Ltd
Dicker Data Financial Services Pty Ltd
Dicker Data GP Pty Ltd
Dicker Data New Zealand Ltd
Exeed Ltd
Dicker Data Financial Services NZ Ltd
Principal
place of business
/ country of
incorporation
Australia
Australia
Australia
New Zealand
New Zealand
New Zealand
Ownership
Interest
Ownership
Interest
2023
%
100%
100%
100%
100%
100%
100%
2022
%
100%
100%
100%
100%
100%
100%
31. Reconciliation of Profit After Income Tax to Net Cash
Profit after income tax
Adjustments for:
Depreciation
Amortisation on intangibles
Amortisation on leased assets
(Profit) / Loss on the Disposals of PPE
Changes in Assets & Liabilities:
Decrease (increase) in current inventories
Decrease (increase) in current receivables
Decrease (increase) in deferred tax assets
(Decrease) increase in deferred tax liabilities
(Decrease) increase in payables & Other
(Decrease) increase in provisions
(Decrease) increase in current tax liabilities
Net cash from operating activities
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
82,145
73,047
5,025
4,753
4,195
30
44,258
38,421
(1,746)
(1,541)
(106,988)
1,672
(103)
70,121
4,732
4,460
3,103
256
(39,696)
(68,296)
6,341
(7,624)
30,532
3,632
(9,349)
1,138
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
Shares issued under dividend reinvestments plan (DRP)
1,821
2,987
33. Earnings Per Share
Profit after income tax
Profit after income tax attributable to the owners of Dicker Data Limited
Consolidated
31-Dec-23
$’000
31-Dec-22
$’000
82,145
82,145
73,047
73,047
Weighted average number of shares used as denominator
Number
Number
Weighted average number of ordinary shares used as the
denominator in calculating basic earnings per share
180,175,670 174,762,827
Weighted average number of ordinary shares and options
granted are used as the denominator in calculating diluted
earnings per share
Basic earnings per share (cents)
Diluted earnings per share (cents)
180,175,670 174,762,827
Cents
45.59
45.59
Cents
41.80
41.80
34. Related Party Transactions
Parent entity:
Dicker Data Limited is the parent entity.
Subsidiaries:
Interests in subsidiaries are set out in note 30.
Key Management Personnel:
Disclosures relating to key management personnel are set out in note 25 and the remuneration report in the
directors’ report.
Transactions with related parties:
There were a number of related party transactions during the year with the entity Rodin Cars Ltd, a New
Zealand based entity owned by David Dicker. The transactions included sales of goods and services which are
billed to Rodin Cars Ltd both in Australia and New Zealand. Total amount billed to Rodin Cars Ltd for FY23 was
$206,682.
Dicker Data Financial Services Pty Ltd has also provided finance to David Dicker at arm’s length commercial
rates. The amount payable as at 31 December 2023 was $45,559.39 which was fully repaid on 24th January
2024. The principal amount financed was $524,968.91.
In addition to these transactions there were also payments made on behalf of shareholders David Dicker
and Rodin Ventures Ltd throughout the year that were subsequently reimbursed, or funds were deposited in
99
100
advance to cover these expenses. As at 31 December 2023 there were no amounts owing to or from David
Dicker or Rodin Ventures Ltd.
There was also a related party transaction during the year with shareholder and director Fiona Brown who
provided the Company with a short-term loan of $20m which was repaid in full. Interest charged was at
commercial market rates and total interest paid to Fiona Brown was $368,213.92.
35. Subsequent Events
Extension of Westpac Receivables Facility
The Westpac Receivables Facility matures in May 2024 and a credit approved term sheet has been received
to roll this facility for a further 3 years with increased limit of $320m, up from $270m previously approved.
The renewal of the facility is on same terms and pricing as existing facility. The Company is in the process of
having documentation prepared to formally extend this facility.
Extension of Bank of New Zealand Facility
The Bank of New Zealand facility in NZ is also maturing in May 2024. The Company has received a credit
approved facility amendment letter to increase this facility to $88.9m, comprising of cash advance facility for
$68m, up from $58m previously approved, with the balance being available for stand by letter of credit facility
to support supplier trade credit arrangements. The extension of the facility is to May 2025.
There were no other significant matters subsequent to the end of the financial year.
Directors’ Declaration
In the Directors’ opinion:
•
•
•
•
the attached financial statements and notes thereto comply with the
Corporations Act 2001 (cth), the Australian Accounting Standards, the
Corporations Regulations 2001 and other mandatory professional
reporting requirements;
the attached financial statements and notes thereto comply with
International Financial Reporting Standards as issued by the
International Accounting Standards Board as described in note 1 to the
financial statements;
the attached financial statements and notes thereto give a true and fair
view of the consolidated entity’s financial position as at 31st December
2023 and of its performance for the financial year ended on that date;
there are reasonable grounds to believe that the company will be able to
pay its debts as and when they become due and payable; and
• as at the date of this declaration, there are reasonable grounds to
believe that the Company and the subsidiaries identified in Note 30 will
be able to meet any obligations or liabilities to which they are or may
become subject to, by virtue of the Deed of Cross Guarantee between
the Company and those subsidiaries
The directors have been given the declarations required by section 295A of the
Corporations Act 2001 (cth).
Signed in accordance with a resolution of directors made pursuant to section
295(5)(a) of the Corporations Act 2001 (cth).
On behalf of the directors
David Dicker
CEO AND CHAIRMAN
Sydney, 27 February 2024
101
102
Auditor’s Declaration of Independence
Independent Auditor’s Report
Ernst & Young
200 George Street
Sydney NSW 2000 Australia
GPO Box 2646 Sydney NSW 2001
Tel: +61 2 9248 5555
Fax: +61 2 9248 5959
ey.com/au
Ernst & Young
200 George Street
Sydney NSW 2000 Australia
GPO Box 2646 Sydney NSW 2001
Tel: +61 2 9248 5555
Fax: +61 2 9248 5959
ey.com/au
Auditor’s Independence Declaration to the Directors of Dicker Data Limited
Independent auditor’s report to the members of Dicker Data Limited
As lead auditor for the audit of Dicker Data Limited for the financial year ended 31 December 2023, I
declare to the best of my knowledge and belief, there have been:
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit;
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
c. No non-audit services provided that contravene any applicable code of professional conduct in
relation to the audit.
This declaration is in respect of Dicker Data Limited and the entities it controlled during the financial
year.
Ernst & Young
Graham Leonard
Partner
27 February 2024
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Report on the audit of the financial report
Opinion
We have audited the financial report of Dicker Data Limited (the Company) and its subsidiaries
(collectively the Group), which comprises the consolidated statement of financial position as at 31
December 2023, the consolidated statement of profit or loss and comprehensive income, consolidated
statement of changes in equity and consolidated statement of cash flows for the year then ended,
notes to the financial statements, including material accounting policy information, and the directors’
declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations
Act 2001, including:
a. Giving a true and fair view of the consolidated financial position of the Group as at 31 December
2023 and of its consolidated financial performance for the year ended on that date; and
b. Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the financial
report section of our report. We are independent of the Group in accordance with the auditor
independence requirements of the Corporations Act 2001 and the ethical requirements of the
Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (including Independence Standards) (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with
the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the financial report of the current year. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide
a separate opinion on these matters. For each matter below, our description of how our audit
addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the
financial report section of our report, including in relation to these matters. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of
material misstatement of the financial report. The results of our audit procedures, including the
procedures performed to address the matters below, provide the basis for our audit opinion on the
accompanying financial report.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
103
104
Independent Auditor’s Report
Independent Auditor’s Report
Recognition and presentation of revenue
Why significant
How our audit addressed the key audit matter
As at 31 December 2023, the Group’s
consolidated statement of profit or loss and
other comprehensive income includes $2.3
billion of revenue.
The Group enters into different types of
contracts with customers and recognises
revenue, which is disaggregated into five
product types, as disclosed in Note 4 of the
consolidated financial statements.
AASB 15 Revenue from Contracts with
Customers requires Management to apply
judgement in assessing whether the Group acts
as a principal or agent and the timing of revenue
recognition. The assessment whether the Group
acts as a principal or agent affects whether
revenue is presented on a gross or net basis.
The assessment regarding the timing of revenue
recognition determines whether revenue is
recognised in the appropriate period.
With changes to software and virtual service
vendor programs over time, Management
reassessed whether the Group was acting as
principal or agent in the resale of software and
virtual services.
In the current year the Group revised its
accounting policy for the sales of virtual services
and software and recognises revenue as the
agency fee made up of standard commission and
other incentives driven by volume and other
metrics. This has led to a restatement in the
prior period.
Our audit procedures included the following:
• Applied professional scepticism to assess
the accounting judgments against the
requirements of AASB 15 including an
assessment of the presentation and timing
of revenue recognised in the period.
• Evaluated the Group’s processes and tested
controls relating to the recognition and
measurement of revenue recognised within
the consolidated statement of profit or loss
and other comprehensive income.
• Applied data analysis techniques to analyse
the relationship between revenue, accounts
receivable and cash collections.
• Agreed a sample of cash receipts to bank
and source documentation to confirm that
the receipts correlating to trade receivables
represents cash receipts used to clear trade
receivables from third parties.
• For a sample of revenue transactions, tested
the existence and measurement of the
amounts recorded in the financial report.
• Performed sales cut off procedures by
assessing management’s calculation of
deliveries after year end to confirm that
sales are properly recorded in the correct
period.
• Assessed management’s calculation of the
restatement of the prior period by
understanding the assumptions and
estimates applied and testing the inputs and
mathematical accuracy of the calculations.
• Assessed the adequacy of the related
disclosures in the Notes to the financial
report.
Information other than the financial report and auditor’s report thereon
The directors are responsible for the other information. The other information comprises the
information included in the Group’s 2023 annual report, but does not include the financial report and
our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon, with the exception of the Remuneration Report
and our related assurance opinion.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters relating to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgment and maintain professional scepticism throughout the audit. We also:
►
Identify and assess the risks of material misstatement of the financial report, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
105
106
Independent Auditor’s Report
Independent Auditor’s Report
► Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Group’s internal control.
► Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
► Conclude on the appropriateness of the directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Group’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in
our auditor’s report to the related disclosures in the financial report or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up
to the date of our auditor’s report. However, future events or conditions may cause the Group to
cease to continue as a going concern.
► Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events
in a manner that achieves fair presentation.
► Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the financial report. We are
responsible for the direction, supervision and performance of the Group audit. We remain solely
responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of
the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, actions
taken to eliminate threats or safeguards applied.
From the matters communicated to the directors, we determine those matters that were of most
significance in the audit of the financial report of the current year and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest benefits of such communication.
Report on the audit of the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 44 to 53 of the directors’ report for the
year ended 31 December 2023.
In our opinion, the Remuneration Report of Dicker Data Limited for the year ended 31 December
2023, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our
responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in
accordance with Australian Auditing Standards.
Ernst & Young
Graham Leonard
Partner
Sydney
27 February 2024
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
107
108
Shareholder Information
Twenty Largest Holders of Quoted Equity Securities
Additional information required under ASX Listing Rule 4.10 and not shown elsewhere in this Annual Report is
as follows. This information is current as at 2 February 2024.
Ordinary Share Capital
Analysis of numbers of equity security holders by size of holding:
Size of Holding
100,001 and Over
10,001 to 100,000
5,001 to 10,000
1,001 to 5,000
1 to 1,000
Total
Number of
Shareholders
46
767
1,037
4,466
8,958
15,274
Number of
Shares
142,024,514
16,734,297
7,610,955
10,669,130
3,250,586
180,289,482
% of Issued
Capital
78.78
9.28
4.22
5.92
1.80
100.00
Unquoted Options
The Company had no unquoted options on issue as at 2 February 2024.
Less than marketable parcels of ordinary shares
There were 489 holders of less than a marketable parcel of ordinary shares. The number of shares in
aggregate of these unmarketable parcels is 6,925.
Substantial Holders
The names of the Substantial Shareholders listed in the Company’s Register as at 2 February 2024:
Shareholder
Mr David John Dicker
Ms Fiona Tudor Brown
Number of Ordinary
Fully Paid Shares
% of Issued Capital
56,651,041
55,753,571
31.42%
30.92%
Voting Rights
In accordance with the Constitution each member present at a meeting whether in person, or by proxy, or by
power of attorney, or in a duly authorised representative in the case of a corporate member, shall have one vote
on a show of hands, and one vote for each fully paid ordinary share, on a poll.
On-Market Buy-Backs
There is no current on-market buy-back in relation to the Company’s securities.
Rank Size of Holding
Rodin Ventures Limited
Ms Fiona Tudor Brown
BTR No 2 Pty Ltd
Mr David John Dicker
HSBC Custody Nominees (Australia) Limited
Citicorp Nominees Pty Limited
Fiona Brown
J P Morgan Nominees Australia Pty Limited
BTR Investments No 1 Pty Ltd
National Nominees Limited
1
2
3
4
5
6
7
8
9
10
11
12
Certane CT Pty Ltd
13 Mr Vladimir Mitnovetski
14
15
16
Sandhurst Trustees Ltd
BNPP Noms Pty Ltd Hub24 Custodial Serv Ltd
Certane CT Pty Ltd
17 Mr Hoang Luong Trinh
18
19
BNP Paribas Noms Pty Ltd
Diales Pty Limited
20 Moorgate Investments Pty Ltd
Total
Balance of Register
GRAND TOTAL
Number of
Shares
48,000,000
25,702,069
21,800,000
8,651,041
7,434,978
5,654,680
5,109,572
4,042,001
2,988,598
2,586,237
844,520
829,992
473,202
456,799
446,068
410,000
373,554
300,000
260,128
% of
Issued
Capital
26.62
14.26
12.09
4.80
4.12
3.14
2.83
2.24
1.66
1.43
0.85
0.47
0.46
0.26
0.25
0.25
0.23
0.21
0.17
0.14
137,898,439
42,391,043
76.49
23.51
180,289,482
100.00
Jeremy And Lynette King Superannuation Pty Ltd
1,535,000
109
110
Dicker Data
acknowledges that
Aboriginal and Torres Strait
Islander peoples are the First
Peoples and Traditional
Custodians of Australia.
We thank them for their
custodianship of Country — land,
seas and skies.
We acknowledge the diversity of
First Nations cultures, histories and
peoples, recognise their enduring
connection to our country, and we
pay our deepest respects to Elders
past, present and emerging.
Corporate Directory
Registered Office
238 Captain Cook Drive
Kurnell NSW 2231
Tel:
Web:
1800 688 586
https://www.dickerdata.com.au
https://www.dickerdata.co.nz
ABN
95 000 969 362
Directors
David Dicker
Fiona Brown
Vlad Mitnovetski
Mary Stojcevski
Ian Welch
Kim Stewart-Smith
Leanne Ralph
(Chairman and Chief Executive Officer)
(Non-Executive Director)
(Executive Director and Chief Operating Officer)
(Executive Director and Chief Financial Officer)
(Executive Director, Chief Information Officer and Director of Operations)
(Non-Executive Director)
(Non-Executive Director)
Company Secretary
Erin McMullen
Investor Relations
investors@dickerdata.com.au
Auditor
EY
The EY Centre
Level 34
200 George Street
Sydney NSW 2000
Shareholder Enquiries
Link Market Services
Locked Bag A14
Sydney South NSW 1235
Tel:
Web:
1300 554 474
https://www.linkmarketservices.com.au
Media Enquiries
media.enquiries@dickerdata.com.au
1800 688 586
investors@dickerdata.com.au
www.dickerdata.com.au
Dicker Data Limited
ABN 95 000 969 362
Registered Office:
238 Captain Cook Drive
Kurnell NSW 2231