draglobal.com
ANNUAL REPORT
AND APPENDIX 4E
2021
For the financial year ended 31 December
ABN 75 622 581 935
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DRA Global Annual Report 2021 ACN 622 581 935
CONTENTS
APPENDIX 4E ............................................4
FINANCIAL OVERVIEW .........................59
WHO IS
DRA GLOBAL? ............................................7
Our why .....................................................................................9
Our strategy .......................................................................... 11
Services ................................................................................... 12
Year at a glance ............................................................... 13
Chairman’s message ...................................................14
Managing Director and CEO’s report .................16
How DRA creates value ...............................................23
What we do .........................................................................25
Where we work ..................................................................26
Sustainability ......................................................................33
Corporate governance ................................................41
LEADERSHIP ...........................................43
Board of Directors ...........................................................43
Key management personnel ..................................46
OPERATIONAL OVERVIEW ..................49
Financial performance ................................................59
Risk management ..........................................................65
DIRECTORS’ REPORT ..........................69
REMUNERATION REPORT ....................79
FINANCIAL STATEMENTS ...................99
Consolidated statement of profit or loss .......99
Consolidated statement of other
comprehensive income ........................................... 100
Consolidated statement
of financial position .......................................................101
Consolidated statement
of changes in equity ................................................... 102
Consolidated statement of cash flows ......... 103
Notes to the consolidated financial
statements ........................................................................ 105
Directors’ declaration .................................................. 161
Auditors independence declaration .............. 162
Independence auditor’s report to the
members of DRA Global Limited ........................ 163
OTHER ......................................................170
ASX Additional Information .................................... 170
Glossary ............................................................................... 174
Disclaimer .......................................................................... 175
Corporate Directory .....................................................177
Please note: All references to $ are in Australian dollars unless otherwise specified
DRA Global Annual Report 2021 ACN 622 581 935
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213456789
Appendix 4E
APPENDIX 4E
DRA Global Limited
ACN 622 581 935
DETAILS OF REPORTING PERIOD
Reporting period
Previous reporting period
For the year ended 31 December 2021
For the year ended 31 December 2020
RESULTS FOR ANNOUNCEMENT TO THE MARKET
Revenues from ordinary activities
Profit from ordinary activities after tax attributable to the owners of DRA Global
Profit for the year attributable to the owners of DRA Global
DIVIDENDS AND DIVIDEND REINVESTMENT PLANS
It is not proposed to pay any dividends for the reporting period.
%
26.4%
116.0%
116.0%
up
up
up
$’000
1,186,370
50,000
50,000
to
to
to
There were no dividends paid, recommended or declared during the reporting period.
There was no dividend reinvestment plan in operation during the reporting period.
NET TANGIBLE ASSETS
Net tangible assets per ordinary security
The net tangible assets exclude right-of-use assets and lease liabilities.
DETAILS OF CHANGES IN CONTROLLED ENTITIES
There were no changes in controlled entities during the reporting period.
Reporting period
Cents
Previous period
Cents
318.51
230.76
4
DRA Global Annual Report 2021 ACN 622 581 935
DETAILS OF ASSOCIATES AND JOINT VENTURE ENTITIES
Finetech Minerals Pty Ltd
LSL Consulting Pty Ltd
Tekpro Projects Pty Ltd
Nokeng Joint Venture (Unincorporated)
Yaramoko Joint Venture (Unincorporated)
Appendix 4E
31-Dec-21
31-Dec-20
25%
25.5%
25.5%
50%
50%
25%
25%
25%
50%
50%
The Group’s aggregate share of associates and joint venture entities’ profits/(losses) are not material for the
reporting period.
COMMENTARY
The consolidated statement of profit and loss, consolidated statement of comprehensive income, consolidated
statement of financial position, consolidated statement of cash flows and condensed statement of changes in
equity, together with notes to each of these statements, are contained within the audited Financial Statements
sectionS of DRA’s 2021 Annual Report.
Refer to the commentary on the results for the financial year contained in the Operational and Financial Overviews
sections of DRA’s 2021 Annual Report.
The financial report for the financial year ended 31 December 2021 has been audited by BDO Audit (WA) Pty Ltd,
which has issued an unmodified audit opinion in respect of the consolidated financial statements.
2022 ANNUAL GENERAL MEETING
The Annual General Meeting of DRA Global Limited is scheduled to be held on 17 May 2022 at a time and places (in
both Perth and Johannesburg) to be announced.
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213456789 Who is DRA Global?
WHO IS
DRA
GLOBAL?
Headquartered in Perth, Western Australia, with 19
offices globally, DRA Global is a multi-disciplinary
engineering, design, construction delivery, project
management, advisory and managed services Group
focused on the mining, minerals and metals sector.
DRA has an extensive global track record, spanning
37 years, five continents and more than 7,500 studies,
projects and managed services solutions across a
wide range of commodities.
At DRA we believe in challenging the status quo,
thinking differently, exploring possibilities, developing
our talent and doing things better every day that shape
the future of sustainable mining. DRA has delivered
world-class projects and provided managed services
for clients in some of the world’s most challenging
environments. Collaboration, innovation and ongoing
improvement are embedded in everything we do.
DRA Global Annual Report 2021 ACN 622 581 935
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213456789 OUR WHY
At DRA our purpose is to create real value by fulfilling
the aspirations of our people, clients, shareholders,
and communities. In other words, DRA exists to deliver
long-term value to all stakeholders in the mining,
minerals, and metals sector we operate in.
To create value, we must first truly understand the
aspirations of our people, our clients, and the broader
stakeholder communities amongst whom we operate.
This means consciously gearing our entire business
and mindset towards value creation, understanding
all people in our ecosystem, and always operating in
accordance with our values.
VALUES
SAFETY We care for each other.
We put safety and wellbeing first.
INTEGRITY We do what we say, we do what is
right for the right reasons.
EXCELLENCE We continuously strive to be better.
TRUST
We build long-term relationships by
delivering on our promises to our
people, our clients, our shareholders,
and our communities.
COURAGE
We have the conviction to step
outside our comfort zone and make a
difference.
PEOPLE We hold our people as the
cornerstone of our business.
Who is DRA Global? Our why
OUR TRACK RECORD
Almost four decades specialising in the
mining, minerals and metals sector.
Creating value all the way through the
mining value chain, from advice through
to operations.
Designed and delivered processing plants
for 85% of the world’s platinum mines.
World leading expertise in mine
process engineering, underground mining
and materials handling, and non-process
mine infrastructure.
Over 7,500 projects, studies, and
operations successfully completed
around the world.
OUR BRANDS
DRA Global encompasses a number of brands serving specific segments of the value chain or specific
geographies, bringing specialist service offerings to clients as follows:
A
Global Group Company
Minopex - our Operations and
Managed Services business
operating in the EMEA region
and also our
specialist
Advisory business. Minopex
will scale its unique service
offerings to the APAC/AMER
regions
SENET – an engineering and
projects delivery business
focused predominantly
in
West Africa but also targeting
in
certain client segments
EMEA and in the Americas
G&S
Engineering Services
(G&S) – a maintenance and
shut down services business
focused on the east coast of
Australia
DRA – our global company,
encompassing all of our
businesses, with primary
operations
on
engineering, advisory, and
project delivery in the EMEA
and APAC/AMER regions
focused
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213456789 Who is DRA Global? Our strategy
OUR STRATEGY
Our purpose of creating value by fulfilling the
aspirations of our people, clients, shareholders, and
communities remains central to our strategy.
2021 was a significant year for DRA.
From this solid foundation as a global publicly listed
business with operations on five continents, we see
new and exciting emerging trends that will guide our
direction over the next chapter of DRA.
for
landscape
resources organisations
The
is
shifting faster than ever before. Driven by an ever-
increasing demand for commodities critical for global
decarbonisation and coupled with public intensity on
responsible mining operations and work practices,
there is a need for a new brand of innovation in
the mining sector. This sector has always had a
focus on productivity and efficiency improvement
driven through technological adoption. However,
problems of talent attraction, diversity, environmental
performance, and cultural innovation remain front and
centre for most mining owners. Many contradictory
problems remain in the mining industry that are
nonlinear in nature – the way, as an industry, we have
tackled these problems in the past is not likely to be
sufficient in an ever-changing industry landscape.
Against this backdrop, DRA believes there is a need
for innovation in the industry where the status quo is
challenged, and where new unconventional solutions
are devised to nonlinear problems. Creating value
right across the value chain, from deep learning,
digitisation and artificial intelligence in operations
and maintenance and bringing these insights in to
better and more sustainable mine planning, design
and delivery is where DRA can add value.
The combination of our deep expertise in underground
mining, minerals processing, renewable water, energy
infrastructure, and materials handling brings a potent
mix of skills to DRA’s aspiration of going beyond net
zero mining, into the regenerative, restorative and
circularity approaches to mining.
We built on our international base,
with growth in our APAC/AMER region.
We deepened our Advisory offering
and expanded our underground
mining capability to clients in the
Americas. We continued to respond to
significant market opportunity in our
traditional EMEA region.
We improved our systems and
processes for connecting our
capabilities and expertise across
our footprints and deepened our
engagement with key clients.
In addition, we listed our shares
for public trading in Australia and
South Africa on the Australian
Securities Exchange (ASX) and the
Johannesburg Stock Exchange (JSE),
respectively. This gives DRA a strong
platform for its next chapter of
growth and global client offerings.
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213456789 Who is DRA Global? Services
SERVICES
ORIGINATE - PROJECT DEVELOPMENT
• Engineering, advisory and sustainability consulting specialists in the mining sector
• Proven record of advancing conceptual, pre-feasibility, feasibility, and bankable feasibility studies through to
successful project implementation
• Experienced consultants that act as an extension of the client team, providing insights, guidance and expertise
DELIVER - PROJECT DELIVERY AND EXECUTION
• Value added through bespoke engineering solutions, design capabilities and project management skills
• Extensive expertise in engineering, procurement, and construction management (EPCM), engineering,
procurement and construction (EPC), and hybrid models allow for consistent delivery for our clients
• Proven track record in the ability to deliver on our clients most sophisticated and innovative mining needs to
achieve unmatched performance outcomes
OPTIMISE - ADVISORY AND MANAGED SERVICES
• Insight, analysis, strategy, and advanced technology to reduce operating and maintenance costs
• Mine optimsation through data analysis, data science, and the digital mine environment
• Decarbonisation analysis and sustainability management upgrades that achieve the next generation of
decarbonised and regenerative mines
• Helping clients make the best operational decisions within specific time and capital constraints
• Expert outsourced operations and maintenance solutions
MARKETS
Minerals and metals processing
Energy
Mining
Water
Non-process Infrastructure
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DRA Global Annual Report 2021 ACN 622 581 935
Who is DRA Global? Year at a glance
YEAR AT A GLANCE
2021 HIGHLIGHTS
Successfully implemented COVID-19
prevention and protection efforts across
our global operations to keep our people
safe and to ensure continuity of our services
across sites and offices.
• SENET secured additional work from Barrick Gold for
the expansion of its Pueblo Viejo gold mine in the
Dominican Republic, in Saudi Arabia for Ma’aden
(Saudi Arabian Mining Co) at Ar Rjum, and an
EPCM contract from Al Masane Al Kobra Mining Co
for design and execution of the Moyeath Cu-Zn
Flotation Plant Project.
Completed an IPO and listed on the ASX and
JSE on 9 July 2021. Delivered on prospectus
forecast profit guidance.
Outstanding operating results in the EMEA
region
• Allied Gold Corp awarded DRA the Sadiola Definitive
Feasibility Study, with DRA subsidiary SENET to
deliver the EPCM project in Mali.
• Minopex secured
operations contract from Palabora Copper
South Africa.
its first underground mining
in
• The Phola Coal Processing Plant 50/50
joint
venture between Anglo American Coal and Sereti
Resources awarded Minopex the operations and
maintenance (O&M) contract for its new flotation
plant.
• DRA secured the Two Rivers Platinum Merensky
Concentrator
Rainbow
Minerals (ARM) and both the Ngezi 3rd Stream
Implementation and the Bimha Mine Upgrade for
Zimplats in Zimbabwe.
for African
Project
• DRA successfully completed the Unki Platinum Mine
Concentrator Debottlenecking Project for Anglo
American Platinum and the Chrome Recovery
Project for Modikwa Mine during the period.
• The Phase 1 Mining, Concentrator and Infrastructure
of the iconic Kamoa-Kakula Project for Ivanhoe
Mines has been handed over ahead of schedule
and the DRA work on Phase 2 continued to exceed
schedule and client expectations in the DRC.
Increased presence and operations in South
America
• Expanded operations and headcount in Peru
• Opened office in Chile.
• Awarded the detailed engineering for the Las
Truchas Modernisation Project for Arcelor Mittal.
Delivered revenue growth in Australia with
profitability impacted by construction
performance challenges and COVID-19
restrictions
• Awarded the Mt Keith Nickel debottlenecking
detailed design project for BHP.
• Secured additional work from key clients including
Glencore, BHP and Anglo American.
• Decision taken to re-focus on core offerings in the
region, with loss-making G&S West construction
the year and
services discontinued during
outstanding contracts to be completed in the first
half of FY2022.
Specialist advisory offering launched
• Developed digital and sustainable mine offerings.
• Ongoing strategic
to build out a
initiative
differentiated global advisory offering.
DRA Global Annual Report 2021 ACN 622 581 935
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213456789 Peter Mansell
CHAIRMAN’S
MESSAGE
Dear Shareholders
I am pleased to report that DRA continued
to perform strongly in FY2021, illustrating
the Company’s resilience and resolve during
continued economic uncertainty and challenges.
A notable achievement in FY2021 was DRA becoming
a publicly listed company on both the Australian
Securities and Johannesburg Stock Exchanges. This
is a milestone that honours the commitment made
to shareholders in 2016. Significantly, it provides
DRA a platform for further international growth and
diversification. The Board is extremely proud, of and
grateful to, the entire DRA team which was involved
in this complex exercise. Thank you all for everything
that you did.
One of the key components of the Initial Public
Offering (IPO) process was the exit of Stockdale Street
as a shareholder. Stockdale Street, a private equity
investor, acquired a significant minority holding in
DRA in 2016. DRA’s listing was a natural exit point for
Stockdale. A process to buy back Stockdale’s shares
commenced in January 2021 and completed in April
2021, with a portion of the consideration contingent on
subsequent share price performance up to December
2023.
As COVID-19 persisted in 2021, DRA, like many other
companies, has been significantly hampered by the
uncertainties around government border restrictions
and closures. They have come at a cost to business,
and, in the case of DRA, evidenced by the challenges
faced by the Company’s Australian operations. We
hope that in the year ahead there is a more stable
environment for business to operate, particularly
in Australia. What must be said however, is that the
Board is extremely proud of how the Company has
dealt with these disruptions, often at short notice, and
the consequential uncertainties. DRA people showed
their resilience in working flexibly and connecting
via technology. Throughout the year, DRA continued
to adopt a wide range of prevention and protection
efforts across sites and offices, including successful
vaccination drives.
Who is DRA Global? Chairman’s Message
long-term value. We are confident that, at the right
time, the full potential of DRA will be reflected in its
share price.
On behalf of the Board, I would like to thank Andrew
Naudé, his executive team and all our people for their
commitment, flexibility, hard work and dedication this
year. I would also like to thank all Board members for
their important work and support during this period
of great – and fast – change for DRA. To our clients,
shareholders, and suppliers, we thank you for your
continuing support.
We really hope that we, as a Board will be able to pay
a long overdue visit to the DRA operations and teams
in person during FY2022.
Peter Mansell
Chairman
Financially, the Group performed very well. Meeting
the uncertainty head-on, we delivered on the
commitments made at
IPO and posted record
revenues of $1.2B. EBITA for the period exceeding the
forecast put forward in July and earnings per share
increased significantly compared to FY2020. DRA
maintains a strong balance sheet and pipeline of
opportunities as we look to the future.
As we look to the year ahead, we face it with both
consideration and confidence. Consideration of
the expected cessation of the US Energy Operations
business, the continuing global impact of COVID-19,
as well as the other uncertainties in the countries and
regions where DRA operates. But we are confident
because of the calibre of our workforce and their
ability to make a significant contribution to meeting
the increased demand globally for resources.
is acutely aware of the growing need for
DRA
organisations
to have a credible position on
sustainability. We are building a sustainable company.
in the DRA maturity
journey are the
Important
appointments of two independent Non-Executive
Directors, Paul Lombard and Johnny Velloza. Paul and
Johnny were appointed in May 2021 and January 2022
respectively. Both members bring unique skill sets
to the Board that will be valuable as the Company
executes its strategic objectives. We welcome them
both.
A challenge that we continue to confront is the
ongoing litigation that DRA is involved in. That has had
an impact on investor appetite and the liquidity of our
shares. Having regard to the stage of the Company’s
development, that has not been detrimental to the
Company. The Board is confident that, in due course,
the issues will be satisfactorily resolved. The DRA
focus continues to be on delivering its strategy and
DRA Global Annual Report 2021 ACN 622 581 935
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213456789 Andrew Naudé
MANAGING
DIRECTOR AND
CEO’S REPORT
Dear Shareholders
In a year of continued global change and uncertainty,
I am proud to be able to say that DRA achieved what
we set out to do. By completing the listing of the
Company on both the ASX and JSE, we also delivered
on a commitment made five years ago. In doing so we
have created a sustainable platform for future growth
and a vehicle to better advance our purpose, which is
to continue to deliver real value for our people, clients
and stakeholders.
Over the past few years, DRA has grown in scale
and maturity. We now operate a substantially
larger and more diverse global enterprise than
a few short years ago and we compete in a truly
global and complex marketplace.
the world grapples with
As
the challenge of
decarbonisation, we recognise that a transformed
and sustainable mining, minerals and metals sector
will be central to the success of these efforts. At the
same time ore bodies are increasingly deeper and
more complex, and digital technologies are driving the
commoditisation of engineering services. We wish to
position DRA as a value-add partner to the industry as
it navigates these changes and challenges. In FY2021
we confirmed a future focus on advisory services
including digital transformation, sustainability and
underground mining services. During FY2021, we
have gone to market with our advisory and digital
offering and have enjoyed early successes. We have
also grown our underground mining capability in
consulting, project delivery and operations.
The events of the last 12 months have strengthened
our resolve and confidence in the direction we have
chosen for DRA. We are confident that delivery against
our strategy will ensure that we are positioned for
success for many years to come.
FY2021 REVIEW
Our financial results for FY2021 are testament to the
resilience of our people and our business model. We
generated $1.2B in revenue for the year, the highest
in DRA’s 37 year history. Revenue growth was driven
by the APAC/AMER region, aligned to DRA’s regional
growth strategy. We delivered on the commitments
made at IPO with underlying EBITA exceeding forecast,
notwithstanding the challenges experienced by certain
parts of the Group. Our strategy of diversification
across service offerings and jurisdictions meant that,
as a Group, we were able to post a great set of results
in trying circumstances. The work that we have done
over the past 24 months to improve and standardise
systems and processes for key business functions has
facilitated greater visibility and enabled enhanced
interconnectedness and collaboration, critical to this
success. I am proud of our performance in FY2021 and
grateful to every one of our people who all played a
role. DRA maintains a robust financial position with
more than $171M in cash and a net asset value per
share of 537 cents at 31 December 2021, up more than
30% compared to 31 December 2020.
A FOCUS ON OUR CLIENTS
In FY2021, we energised our focus and approach to
client relationships. We dealt with COVID-19-related
challenges including continued lockdowns in the
Americas, recurring infection rate spikes in South
Africa and labour shortages in Australia due to border
restrictions and closures, but our people rose to the
task and shared some great successes together with
our clients.
Major projects DRA worked on during the year
included the Kamoa-Kakula Copper Project in the
Democratic Republic of Congo which is positioned
to become one the world’s largest copper producers,
the Carmichael Coal Handling and Preparation Plant
project in Australia, the Booysendal Platinum Mine
Expansion Project in South Africa, the Tri-K Gold Project
in Guinea and the Quellaveco Copper Project in Peru.
Outsourced operations and maintenance services
were delivered without the material interruptions
caused by COVID-19 in FY2020 and consistent with our
future focus on underground mining. A large portion
of project-related revenue in EMEA for the period is
attributable to mining projects and we secured our
first underground mining operations contract for
Palabora Copper in South Africa. We also enjoyed
new wins across all regions, replenishing our order
book.
Who is DRA Global? Managing Director and CEO’s report
SAFETY REMAINS OUR HIGHEST
PRIORITY
The health, safety and wellbeing of our people,
communities and contractors remains our highest
priority, and we are continually looking for ways to
improve our safety performance.
DRA’s Total Recordable Injury Frequency Rate (TRIFR)
for FY2021 went to 0.779 from 0.718 in FY2020, while
our Lost Time Injury Frequency Rate (LTIFR) improved
substantially to 0.173 from 0.249 in the previous year.
to
is key
leadership
Visible
improving safety
performance. During FY2021, DRA stopped work for
a “Line in the Sand” CEO-led safety movement, and
rolled out personal safety pocketbooks to our people.
As well as focusing on our peoples’ physical wellbeing,
we also put a spotlight on mental health. We provided
support through our Employee Assistance Program
(EAP), launching a new partnership with a provider in
Australia, and developed a global network of mental
health first aiders.
OUR PEOPLE
focus
Our
improved
this past year was on
communication and collaboration and we stayed
connected by embracing technology and building
relationships across the Group. We networked our
skills and capabilities across regions to help us win
new work and grow together.
A goal for the Company is to continue to move away
from businesses operating in silos as we transform
into an integrated, single DRA. This is evidenced by
executive team appointments in FY2021 and will
continue to be a focus in FY2022.
Providing development and training opportunities to
our high-performing and skilled workforce remains a
commitment of ours.
In FY2021:
• 21 graduate engineers joined DRA, with 12 promoted
to Assistant Engineers within the year.
• 145 formal training courses were completed.
• 112 leaders enrolled in leadership development
courses with a focus on leading through transition
and change.
• Over 10,000 courses were undertaken via eLearning
solutions.
DRA Global Annual Report 2021 ACN 622 581 935
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213456789 Who is DRA Global? Managing Director and CEO’s report
I would like to acknowledge and thank our people for
their hard work, commitment, passion, and resilience
in another tough year. Everyone adapted well to
continued working from home, hybrid working models,
and returning to the office. All of this in the face of
health and wellbeing concerns, isolation, and in some
instances political unrest. COVID-19 continues to be
a challenge we must face, but I am proud of how
we worked together and the demonstration of our
company values.
OUR STRATEGY
Our traditional capabilities in predominantly minerals
processing and non-process mine
infrastructure
continued to grow in 2021.
In our next chapter DRA will take a leadership position
in the future of mining. Our strategy reshapes our
business to avail of three strategic global initiatives
underpinned by five strategic pillars. The strategic
initiatives are:
INITIATIVE 1:
• Global Advisory and Digital offering: DRA has deep
expertise in the planning and feasibility of mining
assets and operations. Our capabilities range from
decarbonisation studies, program management,
operational readiness, and operational excellence.
This is coupled with technical expertise in the
digitisation of mining and associated supply chain.
INITIATIVE 2:
• Underground mining: With a continuing trajectory
of more mines moving to underground in the
decades ahead, DRA has deep expertise in the
mine planning, feasibility, engineering design and
delivery of underground mines.
INITIATIVE 3:
• Sustainability:
of mining
Decarbonisation
operations and assets is an area of significant
growth through sophisticated simulation and
marginal abatement modelling, as well as the
implementation of the proposed
engineering
pathways.
We have identified five strategic pillars to enable and
support our growth initiatives.
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DRA Global Annual Report 2021 ACN 622 581 935
INNOVATIONTALENTCLIENT OBSESSIONPORTFOLIO PERFORMANCESHAPING A SUSTAINABLE DRA Who is DRA Global? Managing Director and CEO’s report
PILLAR 1: TALENT
YEAR IN REVIEW
Attracting the best talent in the industry is a critical
factor to organisational success. Retaining talent, in a
highly competitive marketplace, is now the challenge
to all organisations. Our Talent Pillar focuses on a set
of initiatives to invest in the ongoing development
and skill building of our technical experts through our
DRA Academy. The objective of the DRA Academy is
to place our technical employees, over time, at the
pinnacle of their career.
PILLAR 2: INNOVATION
Innovation in DRA is a team sport. It is a way of doing, as
well as a way of thinking. We bring together technical
experts from different disciplines and have them
tackle our clients most challenging problems. We use
design thinking techniques, design-led innovation
and human centred design as our process for
innovating and creating the extraordinary solutions
that challenge the status quo.
PILLAR 3: CLIENT OBSESSION
Knowing our clients’ problems and challenges better
than any other organisation is the foundation of our
Client Obsession Pillar. Our client teams go deeper into
the challenges and opportunities of our clients. We
build long-lasting and valued relationships where our
clients can trust our advice and rely on our solutions.
PILLAR 4: PORTFOLIO PERFORMANCE
Adopting a mindset of continuous improvement
in every part of our operation and project delivery
underpins our Portfolio Performance Pillar. Intentionally
designing out waste from our operations at the same
time as building reliable systems and processes for
effective project delivery, ensures that our promises
are kept to our clients.
PILLAR 5: SHAPING A SUSTAINABLE DRA
We know that for the mining industry to proactively
contribute to a net zero future, DRA will have to be at
the forefront of the advice, engineering and delivery
of the next generation of mines. To do that we must
change ourselves. In our Shaping a Sustainable DRA
Pillar, we are creating a pathway towards a net zero
DRA. It integrates ESG as a leadership doctrine in our
business, shaping the decisions we make in a way
that balances people, profit and planet.
We enjoyed solid performance in our EMEA Projects
business and excellent performance
in our
maintenance and operations business, Minopex. In
line with our strategy, we expanded our operations
business from metallurgical plant operations to
mechanised mining and built out our advisory
capabilities, taking great strides with digital mining
solutions. We have also supported our clients with
their transition into more sustainable operations,
decarbonisation, and water sustainability.
AMER continues to represent a growth area for us and
in FY2021 we were able to build on the groundwork
achieved the previous year. We responded to the
significant growth being realised in critical metals
such as copper by reaching our commitments for
a robust design and advisory offering capability.
Peru, in particular, had a great year in FY2021 and we
gained traction there. Notwithstanding the expected
cessation of the Energy Operations business in North
America, the outlook for growth in the Americas is
positive with many of our advisory studies now moving
to the next phase of project design and execution.
In APAC we centred our efforts on acquiring talent,
building our subject matter expertise, formalising our
processes and systems, improving project delivery,
and linking our technical capabilities with our team in
EMEA. This consolidation both stabilises our capability
and sets us up for growth in FY2022.
As DRA moved from a company with a collection of
global offices to a global company, corporate shared
services played a pivotal role in creating one DRA.
Over the last two years, but particularly in FY2021, we
committed to operational excellence and continuous
improvement. We built a solid team to support
improved organisational connections and facilitate
greater collaboration. Through the valuable corporate
shared services functions of IT, HR, Finance, Marketing
and Communications, and Corporate Development
we have been able to standardise processes and
operating models, create transparency, and improve
governance.
Leveraging skillsets effectively, fostering an innovation
culture, sustainability, client centricity, and end-to-
end value for clients are areas of strategic focus in
FY2022.
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213456789 Who is DRA Global? Managing Director and CEO’s report
OUTLOOK
A number of major global trends are influencing
the resources industry and how we approach our
strategy and everyday work-life. These include
the increasing demand for commodities critical for
decarbonisation, new technology needed to support
this transition, digitalisation, and the longer-term
impact of COVID-19.
We have a robust pipeline which places DRA in a
strong position to address these trends in FY2022.
We will continue to help our clients operate more
sustainably
sophisticated engineering
through
analysis, simulation and operations.
In FY2022, we expect to provide the following:
FOR OUR PEOPLE
• Security of a performance-based culture guided
by DRA values
• Clearly defined career pathways with clear
for progression, promotion and
requirements
succession
• A
learning
framework
that builds
technical
excellence
FOR OUR CLIENTS
• Partnerships for the long term
• A differentiated client experience with innovation
and co-creation of solutions at its core
• Global thought leadership with local delivery
• A laser focus on Environmental, Social, Governance
(ESG and sustainability.
To conclude, I would like to thank the Board, our clients,
and shareholders for their ongoing support. Thank
you again to our people for their contribution, without
whom none of our achievements this year would be
possible.
Andrew Naudé
Chief Executive Officer and Managing Director
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213456789 Who is DRA Global? How DRA creates value
HOW DRA CREATES VALUE
Creating sustained value for our people, clients,
shareholders, and the communities we serve
drives DRA’s business.
long-term,
For value to be sustained over the
organisations must constantly bring new
ideas
and solutions to clients. They must be scanning the
horizon for emerging technologies, whilst at the same
time, building inspiring careers for their people and
doing this all in a way that protects the environment
and enriches the communities that we operate in. It
is a complex interconnected mix that is challenging
organisations everywhere.
We recognise the critical role we have in helping
guide our clients to extract the critical resources
needed to sustain economies and decarbonise
global infrastructure, but to do so in a way that is also
sustainable.
To create this value, DRA chooses to operate across
our clients’ value chain from early stage advisory
and feasibility, to detailed engineering, business
cases, program management and delivery, as well as
operation, optimisation and renewal.
DRA is an environment where our technical experts,
from economics to engineering, from digital and data
analytics to process engineering, from marketing
innovation to operations and maintenance,
and
can all build a career working at the peak of their
profession on some of the world’s most interesting
and challenging resources projects. The work that our
people do will shape the future of mining.
This work environment and business model is founded
on almost 40 years of proven expertise and delivery
knowledge unique to the mining, minerals and metals
sector.
Our Innovation and Engineering Futures teams are
constantly scanning the horizon, using discovery-led
and experimentation-based techniques, to envisage
what the mine environment will have to be in 2030 and
2050 to meet our collective obligations. Our teams
bring this foresight knowledge to our clients today,
assisting them in setting a roadmap that creates
sustained future value.
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213456789 Extracting and
processing the
minerals that produce
the smart energy
grids of tomorrow
Who is DRA Global? What we do
WHAT WE DO
DRA operates two distinct but interconnected operating divisions, namely Projects and Operations.
DRA’s core business focuses on delivering these services to a diverse client base from junior miners to global tier 1
multi-commodity clients exclusively in the mining, minerals and metals sector.
The Operations and Projects Divisions operate across two main regions, EMEA and APAC/AMER.
PROJECTS DIVISION
OPERATIONS DIVISION
DRA Projects provide mine-to-port operational
services across the APAC/AMER region and EMEA
region specifically for the design, management
delivery and construction management of mine
assets.
DRA’s team of talented professionals draw
on comprehensive knowledge and extensive
experience to deliver fit-for-purpose engineering
solutions. From scoping and pre-feasibility, to
final handover, in addition to interim or ongoing
operations and management, our team of
professionals adds value across the entire
lifecycle of a project.
Our design capabilities and excellent project
management skills ensure
the successful
implementation of projects across multiple
countries, commodities and sectors.
look for
As companies
innovative ways to
reduce operating and maintenance costs and
improve productivity, contract operations and
maintenance offers a unique business model
for mineral processing throughout the world.
DRA is a leader in this sector adding value to
mining operations across the globe by meeting
the unique needs of
its clients. From coal,
chromite, and ferrous metals, to diamonds,
gold, and platinum, we offer a wide range of
services designed to make mineral processing
requirements more
cost effective while
maintaining product quality, plant integrity and
worker safety.
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213456789 Who is DRA Global? Where we work
WHERE WE WORK
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DRA Global Annual Report 2021 ACN 622 581 935
We further expanded our footprint through the establishment of an office in Botswana and Chile. DRA provides
services to clients from 19 strategically positioned offices across the globe, offering a unique set of global and local
market perspectives.
Who is DRA Global? Where we work
EMEA
APAC
AMER
Brisbane
Perth
Adelaide
Mackay
Beijing
Toronto
Montreal
Pittsburgh
Lima
Santiago
Johannesburg
Cape Town
Harare
Windhoek
Maputo
Riyadh
Accra
Moscow
Gaborone
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213456789 Who is DRA Global? Where we work
EMEA REGION OUTLOOK
The outlook for the EMEA region remains positive on the
back of key strategic studies and ongoing projects for
key strategic clients and is expected to complement
DRA’s continued global expansion.
Pandemic
recovery is continuing to keep metals prices elevated
into FY2022 and companies will continue focusing
on improvements in sustainability, decarbonisation
efforts and safety.
For FY2022, the EMEA Projects Business is developing
important studies and
numerous strategically
projects covering copper, manganese, platinum
group metals, gold, lithium, nickel, zinc and rare earths
in geographies that include South Africa, Zimbabwe,
Mali, Ghana, DRC, Tanzania, Saudi Arabia, Austria, and
Russia.
Our presence in the Middle East was bolstered with
the securing of additional work in FY2021, building on
the success of the Operations Division who have been
active in the region over the past five years.
Access to, and retention of, skilled labour remains a
key challenge to DRA and the industry as a whole. The
EMEA region is actively managing this through hiring,
re-calibration of remuneration, training and skills
development.
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DRA Global Annual Report 2021 ACN 622 581 935
Who is DRA Global? Where we work
DRA Global Annual Report 2021 ACN 622 581 935
29
213456789 and gold are experiencing strong prices. Currently,
we are seeing major investment directed to existing
brownfield expansions with greenfield investments
mostly contained to studies. Brownfield projects in
South America are incorporating innovative new
process technologies where DRA has been able to
differentiate itself as a leader.
The Lima and Santiago offices will also continue
to play a key role providing world class technical
services on Latin American greenfield projects that
are being managed and executed by our Toronto and
Montreal offices.
Who is DRA Global? Where we work
APAC/AMER REGION OUTLOOK
The outlook for Australia’s mineral exports remains
strong as the world economy rebounds from the
impact of the COVID-19 pandemic and shortages
persist. High prices, good volume growth and a
weak Australian dollar are driving a surge in export
earnings. Some decline in prices is likely in FY2022,
as supply rises and demand moderates. Commodity
prices in some of the historically strong commodities
such as coal and iron ore, are set to fall once demand
growth slows and global supply rises. However, the
demand and subsequent price increases in those
commodities that support the electric vehicle market
are set to remain at high levels. Commodity demand
should thus show significant growth over the outlook
period.
Over the past 12 months, DRA has positioned itself
as a leader and preferred supplier for emerging and
high demand commodities such as nickel, lithium
and rare earths in APAC. DRA is well positioned in the
lithium and nickel markets across Australia having
delivered two of the most recent lithium projects to
be commissioned and continuing to provide EPCM
services to key lithium clients.
The prices for the majority of the key commodities
across Australia in which DRA provides services are
expected to at least remain at FY2021 levels through
the FY2022/23 forecast period. However, restrictions
on movement in and out of Western Australia, due
to COVID-19 are expected to continue to hamper
availability for domestic and international labour
resources which will continue to put inflationary
pressures on remuneration.
The North American market outlook is positive with
key commodity prices maintaining strong positions.
For 2022, the North America Projects Division is
developing five strategically important projects that
cover gold, copper, molybdenum, iron ore, zinc and
lithium in locations including Ontario and Quebec
in Canada, Arizona in the USA, and Mexico. Access
to and retention of skilled labour remains a key
challenge and DRA is actively managing this through
hiring, re-calibration of remuneration, training and
skills development, and strategic partnerships where
practical.
In Chile and Peru, the countries where DRA has a
presence to service South America, political instability
continues to negatively affect investor risk sentiment.
These challenges are occurring while the main
commodities in Chile and Peru such as copper, zinc
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DRA Global Annual Report 2021 ACN 622 581 935
Who is DRA Global? Where we work
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31
213456789 SUSTAINABILITY
in
Everyday our engineers advise, design, and deliver
the mining,
better sustainable performance
From extracting
minerals and metals sector.
and moving ore in the safest and most efficient
way possible, to processing ore sustainably, and
transforming mine energy and water systems to be
renewable, our people are constantly bringing new
ideas and innovations that are symbiotic with the
environment.
We recognise the position of responsibility we have.
We know that we sit at the intersection of the natural
environment and critical supply chains that support
economies and society. We know our expertise in the
commodities essential for decarbonisation of power
grids and transport sectors will be critical to the
renewable future we must all achieve.
Yet despite all of the work our people do to
reduce carbon footprints and deliver essential
commodities, we still strive for a better
sustainability performance.
WHAT IS DRA’S APPROACH TO
SUSTAINABILITY?
To reach higher and be bolder. To keep pushing until
the entire industry is sustainable, and then push a little
more. To be at the forefront for this mission. We know
we can do better, and our new strategy and strategic
position will be the guiding direction we adopt.
Who is DRA Global? Sustainability
PEOPLE AND CULTURE
We employ over
4,500
employees
who are focused on delivering for our clients and
operating safely. We aim to be a magnet for talent
and to be the place where our people can fulfil their
career aspirations.
In FY2021 our priorities were to:
• Focus on employee engagement and wellbeing
• Drive a performance driven culture
• Develop and retain top talent
• Build and promote a diverse and inclusive
workforce
PEOPLE INITIATIVES AND
ACHIEVEMENTS IN 2021
DIVERSITY AND INCLUSION
We launched a Diversity and Inclusion Standard as
part of our commitment to build an inclusive culture
that supports and celebrates all the voices of our
people. During this rollout, we achieved the following:
• Development of an e-learning module
create awareness and support employees
understanding what makes an
diverse workplace
to
in
inclusive and
• Provided increased opportunity for women by
significantly exceeding our FY2021 balanced
scorecard target of 18% of targeted vacancies filled
by female candidates - achieved 33.5% across the
Group
• Ensured continued inclusivity and empowerment of
designated groups in our South African workplace
and community through the achievement and
retaining of existing B-BBEE scorecard rating.
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213456789 Who is DRA Global? Sustainability
TALENT AND DEVELOPMENT
• Succession plans were developed in each business
for all critical and leadership roles ensuring an
adequate pipeline
• Differential
retention plans were created
to
increase retention and ensure development of top
talent and critical skills
• Bespoke personal and career development plans
were put in place for talent pool and critical skill
employees
EMPLOYEE EXPERIENCE
A new HR management platform is being deployed
across DRA.
This will bring powerful analytics,
reporting and a digital user experience to our
employees. Learning and development will be driven
and supported through the platform, which will drive
innovating learning journeys for our people.
REMUNERATION AND REWARD
• Competitive remuneration was ensured through
routine market analysis and salary reviews so that
we are able to attract and retain top talent across
our operations and jurisdictions
• Increased employee equity scheme participation to
drive long-term, sustained company performance
and retention of talent
ENGAGEMENT AND WELLBEING
• We launched the first Group-wide engagement
survey. This survey provided us with meaningful
data that shapes our people journey
• People and Culture champions completed the
Mental Health First Aider course, enabling them
to understand how to address key mental health
issues in the workplace
GOVERNANCE
• Developed Global People and Culture Standards,
ensuring consistency in our people practices
• Ensured due diligence of People and Culture
through operational excellence
COVID-19 RESPONSE
In FY2021, we continued to navigate the challenges
and uncertainty of COVID-19. Throughout the difficult
times, DRA remained focused on protecting the
health, wellbeing and safety of our people whilst
continuing to deliver for our clients. We prioritised the
safety and wellbeing of our people through ongoing
awareness and protocol communications and the
Employee Assistance Program (EAP), led by our Safety
and People and Culture teams.
Our COVID-19 protection and prevention efforts in
FY2021 included:
• Vaccination drives in both our Minopex and SENET
businesses
• Check-in stations and temperature checks in the
APAC offices
• Increased hygiene and cleaning practices at all
operational sites and corporate offices
• Flexible working arrangements where possible for
our people
We strive to provide a supportive and connected work
environment, which allows employees to thrive while
doing meaningful work. To continue to build this, our
focus for FY2022 is to:
• Create a culture in which employees can grow and
thrive with a focus on collaboration and careers
• Develop and retain talented employees through
leadership development
• Continuing to build and promote a diverse and
inclusive workforce through a focus on retention
HEALTH, SAFETY AND WELLBEING FOCUS
We recognise that our safety culture and safety
performance impact every DRA employee. It has an
effect on physical and mental health, wellbeing and
productivity. That’s why safety remains DRA’s number
one priority and our ultimate commitment.
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DRA Global Annual Report 2021 ACN 622 581 935
FY2021 safety statistics:
In FY2022, we will focus on four key areas:
Who is DRA Global? Sustainability
• Partnering with contractors who share our safety
vision and values
• Training and leadership programs
• Embedding our safety culture in all stages of the
employment lifecycle, including at the onboarding
stage
• Raising the profile of safety
in DRA through
accountable leadership.
0.173 LTIFR
0.779 TRIFR
FY2020
FY2021
8%
30%
93%
LTI FREE
PROJECTS
FY2020
FY2021
88%
LTI AND
RECORDABLE
INJURY FREE
PROJECTS
FY2021
FY2021
11 MENTAL HEALTH FIRST AIDERS IN THE BUSINESS
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213456789 Who is DRA Global? Sustainability
DRA IN THE COMMUNITY
its
takes
responsibilities and obligations
DRA
very seriously when it comes to supporting the
communities
Throughout
in which we operate.
FY2021 we have been involved in over 20 community
initiatives ranging from:
• Donating computers and IT equipment to advance
computer skills
resource-constrained
the
Lebowakgomo and Ba-Phalaborwa communities.
• Helping 160 families in need through the donation
in
of food hampers.
• Providing shelter and care
for abandoned,
neglected, and abused children through DRA’s
support of the Maletsatsi Foundation.
• Growing access
for
marginalised children in and around Cape Town
through support for the Chaeli Campaign.
to a quality education
• Supporting five Black-owned companies develop
and grow through supplier development initiatives.
• Awarding six engineering scholarships to deserving
students in Ghana and donating a further 40
bursaries to students through The African Academy.
• Partnering with RACQ QC Rescue to help provide
rapid response critical care and aeromedical
retrieval services to all residents, workers, and
visitors in central Queensland.
• Challenging DRA people to give 67 minutes toward
learning and developing on LinkedIn Learning
during the month of July for Mandela Day. 12,720
minutes of learning was completed, and a donation
was made to the Nelson Mandela Children’s Fund.
• Partnering with the Department of Correctional
Services to build a garden for parolees rehabilitation.
• Sponsor for, and participant in, the Youth Focus
Ride for Youth to raise awareness of mental health
and provision of early intervention and prevention
services for young people across Western Australia.
• Donation to the Future Force Foundation providing
financial support for athletes as well as junior
pathway programs including girls and boys’ rugby
state teams in Western Australia.
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DRA Global Annual Report 2021 ACN 622 581 935
EMPLOYING A DOCTOR FOR THE
TRI-K GOLD PROJECT
To support our community stakeholders in Guinea,
SENET employed a medical doctor to work and train
at the site clinic at the Tri-K Gold Project. The doctor
is being trained in clinical best practice and clinic
management by SENET’s expatriate clinical team. He
is being equipped to provide higher care in his local
Loila community by introducing him to a range of
international medications and treatment protocols
for diseases ranging from COVID-19 and malaria to
other chronic illnesses.
SENET has partnered on Managem’s Tri-K Gold Project
since the Definitive Feasibility Study stage of the
new carbon-in-leach processing plant and on-site
infrastructure project. The business was awarded
the EPC contract for the project in FY2019 and since
then it has collaborated with Managem and the Loila
community in transferring valuable knowledge to its
local employees.
Who is DRA Global? Sustainability
DESIGNING THE TSHAMAHANSI
COMMUNITY SPORTS FIELD
Sometimes the best assets we can provide to the
communities in which we operate are our skills and
time.
In FY2021 DRA supported the Tshamahansi community
in Mokopane (Limpopo Province, South Africa) situated
near the Ivanplats Platreef Project. DRA donated funds
and consulting, engineering, design and draughting
professional services for a new multi-discipline sports
field for the Bangwanate Disabled Project after it was
irreparably damaged by rainwater. This project has
benefited adults and children with disabilities in the
underprivileged community.
The beneficiaries of the project will not only have
access to and use of the sports field but are expected
to benefit financially by hiring out the facility to the
community for training and sporting events.
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213456789 Who is DRA Global? Sustainability
REMOTE COMMISSIONING
The commissioning phase of a project often places
strain on project teams as many systems need
attention at the same time. Commissioning is that
critical phase where equipment is put into operation
and where actual operating performance is validated.
This high stress period has been exacerbated by
COVID-19 where travel constraints and access
restrictions can put project delivery milestones under
pressure. At the same time the need for multiple
specialist employees to travel to site, often multiple
times, has an impact on the overall carbon footprint
of the project’s delivery.
Our electrical and controls teams have taken on
this challenge, using sophisticated technology to
simultaneously reduce the travel related carbon
footprint whilst
the commissioning
performance and project delivery outcomes.
improving
Our teams have innovated by deploying software
used in other industries into the mining commissioning
environment. Software used in emergency dispatch
control rooms, as well as dedicated UHF base stations
on site, has enabled remote sites that are often not
connected to telecommunications networks to be
connected in real time to control rooms that are
offsite, many hundreds of kilometres away.
Our team has successfully completed its first trial
enabling full commissioning to continue despite
members of the control team being in quarantine
due to COVID-19. Some personnel were 1,400km from
site, but the teams on the ground were unaware the
control team where not present in the site control
room. Using
to overcome barriers
presented by COVID-19, whilst reducing costs and
travel related carbon emissions, is just one example
of how our team improve environmental outcomes
whilst improving economic and workforce outcomes.
technology
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DRA’S WORK WITH THE AFRICAN
ACADEMY
Since FY2019, DRA has financially supported The
African Academy to help train and develop drafting
and design professionals. Investing in people means
investing in the future and although DRA has offered
engineering bursaries
in the past, drafting skills
remained a gap in the industry. Through a partnership
with The African Academy, DRA aims to fill this void of
talent of the industry.
Who is DRA Global? Sustainability
Established in 1994, The African Academy addresses
the critical need for well-trained and skilled draught
persons, and
reducing
unemployment in South Africa. Today, The African
Academy is recognised as one of Africa’s leading
draughting education and training institutions.
to contribute
towards
In FY2021 we donated 40 bursaries to students
through The African Academy, split 50/50 between
female and male recipients.
GOING FURTHER
As we move into FY2022, our strategic pillar “Shaping a Sustainable DRA” sets new goals and milestones for DRA. We
know we must advise our clients on the sustainable mine of the future but we also know we must shape our own
business. We must now follow our own advice on DRA becoming operationally net zero. Our strategic pillar sets in
place our commitments for:
• A new global ESG Council, to guide our operations and report our carbon performance based on the GRI
framework
• Embedding ESG plans into our key projects
• Realigning our corporate social activities to be human centred and discovery-led. We will experiment whilst
capturing data, constantly testing ourselves to create better shared value for people and planet
• Our Engineering Futures team will continue to be at the forefront of investigations to develop cutting edge
solutions that improve the sustainability, safety and performance of mining
• Our sustainability offering will help our clients understand the actions they need to take to decarbonise their
operations, bringing state of the art ideas and innovations, and then work with our clients to implement these
plans
DELIVERING ON THESE COMMITMENTS WILL POSITION DRA TO STRIVE TOWARDS BEING
OPERATIONALLY NET ZERO BY 2030.
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213456789 Who is DRA Global? Corporate Governance
CORPORATE
GOVERNANCE
DRA and its Board of Directors are committed to
achieving and demonstrating high standards of
corporate governance that are effective for the DRA
Group and fulfil stakeholder expectations. DRA has
adopted in full the Corporate Governance Principles
and Recommendations (Fourth Edition) published
by the ASX Corporate Governance Council. DRA has
reviewed its corporate governance practices against
the Fourth Edition for the financial year ended 31
December 2021.
DRA’s FY2021 Corporate Governance Statement
reflects its corporate governance practices for the
financial year ended 31 December 2021 and was
approved by the Board on 24 February 2022. DRA’s
FY2021 Corporate Governance Statement has been
lodged with the ASX and is available on DRA’s website
at
https://www.draglobal.com/about/corporate-
governance/
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213456789 Leadership Board of Directors
LEADERSHIP
BOARD OF DIRECTORS
PETER MANSELL
Independent Non-Executive
Director and Chairman
ANDREW NAUDÉ
Managing Director and
Chief Executive Officer
Peter Mansell was appointed as Chairman of DRA in
September 2019.
Andrew Naudé was appointed as Managing Director
and CEO in July 2019.
Peter practised law in South Africa and Australia for
over 35 years, including at Australian law firm Freehills,
the predecessor firm to Herbert Smith Freehills where
he served as Managing Partner and its National
Chairman.
Peter has significant experience in managing large
organisations and over 20 years of experience as a
director of listed and unlisted, Australian and foreign
companies, including ASX 100 companies. Peter’s
experience covers a broad range of industries and
sectors including mining, media, agribusiness, energy,
engineering services, oil and gas, and technology
across Australia, Europe, Africa and North America.
is the chairperson of ASX
Peter
listed Energy
Resources of Australia and Ora Banda Mining, and
was chairperson of the WA Electricity Networks
Corporation (known as Western Power) and Zinifex. He
has also been a director of Aurecon Group, Nyrstar NV
and OZ Minerals. Peter is currently a director of Cancer
Research Fund (trustee of the Cancer Research Trust)
and Foodbank of WA Inc.
Peter is a Fellow of the Australian Institute of Company
Directors and has served as its WA President. He holds
a Bachelor of Commerce, Bachelor of Laws, and a
Higher Diploma in Tax Law from the University of
Witwatersand.
is a corporate
finance and strategy
Andrew
professional who worked in financial services and
corporate finance throughout a range of industries
for over 20 years before joining DRA as a strategy and
growth advisor in 2013, being appointed to the Board
in 2016. With a decade of his experience at executive
and director level Andrew assumed responsibility
for development and oversight of DRA’s strategy,
including mergers and acquisitions, and leading the
growth of its international business. He served as
interim CEO during 2016 and as CFO and Strategy
Director before becoming Managing Director and
CEO.
In his time at DRA, Andrew has been involved in every
aspect of DRA’s extensive operations and has led
multidisciplinary, multinational and cross-regional
teams.
Andrew is a member of Chartered Accountants
ANZ, a graduate member of the Australian Institute
of Company Directors, and an alumnus of Harvard
Business School, where he completed the Advanced
Management Program. He holds of a Bachelor
of Commerce and a postgraduate Bachelor of
Commerce Honours from the University of Natal.
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213456789 Leadership Board of Directors
KATHLEEN BOZANIC
Independent
Non-Executive Director
LEE (LES) GUTHRIE
Independent
Non-Executive Director
Kathleen Bozanic was appointed as a Non-Executive
Director of DRA in January 2020.
Les Guthrie was appointed as a Non-Executive
Director of DRA in January 2020.
Kathleen is an accountant and finance professional
with over 25 years of experience as a registered
company auditor, partner of a Big-4 professional
services firm, finance general manager and chief
financial officer.
Kathleen has extensive experience with listed and
unlisted companies in the resources, engineering and
contracting sector, including with BGC Contracting,
Atlas Iron and Mt Gibson Iron. In these roles she has
held responsibilities for compliance, risk and financial
management, as well as significant involvement
in business planning and strategy and managing
commercial transactions.
Kathleen is a director of ASX listed companies IGO and
Great Southern Mining. She is also a director of Rugby
WA and its Future Force Foundation, and until recently
was a director of the WA Department of Health’s Child
and Adolescent Health Service.
Kathleen is a member of Chartered Accountants
ANZ and is a graduate member of the Australian
Institute of Company Directors. She holds a Bachelor
of Commerce from the University of Western Australia.
Les is an engineer with over 45 years of experience
in the project delivery space having held project
management and senior corporate executive roles
across the UK, Australia, North America and Asia
for major engineering and resources companies,
including Rio Tinto, BHP, Fluor and Aker Kvaerner.
Les is a director of ASX listed resources companies
Neometals and Australian Mines. He is also Principal
and Managing Director of Bedford Road Associates,
an independent consultancy providing advice and
support for the development and delivery of major
capital expenditure projects. Bedford Road Associates
has advised Rio Tinto in Mongolia, Hyundai Engineering
and Samsung Engineering in South Korea, Otakaro
and CERA in New Zealand, and Melbourne Water and
NBN Co in Australia.
is a member of the Australian
Les
Institute of
Company Directors, and was also one of the founding
contributors to the John Grill Centre for Project
Leadership at The University of Sydney where he
presented a management course in Strategic Design
Thinking. He holds a Bachelor of Science (Engineering
and Marketing) from the University of West of Scotland.
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Leadership Board of Directors
PAULUS (PAUL) LOMBARD
Independent
Non-Executive Director
JONATHAN (JOHNNY) VELLOZA
Independent
Non-Executive Director
Paul Lombard was appointed as a Non-Executive
Director of DRA in May 2021.
Johnny Velloza was appointed as a Non-Executive
Director of DRA in January 2022.
Paul is a registered professional engineer with 35
years of experience in the fields of transportation
infrastructure engineering, project financing and
planning, management consulting and restructuring.
Paul has significant experience working throughout
Africa and Europe as a project leader or planning
expert for transportation sector projects, including
many funded by global development and non-
government organisations such as the World Bank,
the African Development Bank, USAID and the UN
Capital Development Fund. He worked for Aurecon
for almost 30 years, including serving on its Executive
Committee and as the Managing Director (Africa and
Middle East) and subsequently Managing Director
(Asia and Middle East) had responsibility for leading
project and corporate teams, and the strategic and
financial performance of those businesses.
Paul is a member of the South African Institution
of Civil Engineering. He attended Purdue University
where was awarded a PhD, and as a Fulbright scholar
obtained a Master of Science Civil Engineering in
Urban and Transportation Engineering. He also holds
a Bachelor of Engineering (Civil) (Cum Laude) from
the University of Pretoria.
Johnny is a mining engineer with 30 years of mining
experience in open pit and underground operations
throughout Africa, Chile and Australia and across
a range of commodities including iron ore, copper,
cobalt, gold and diamonds. He has held senior
operational and management
in global
resources companies, including De Beers, AngloGold
Ashanti, BHP Billiton and Gem Diamonds. During his
career Johnny has worked across the full mining
value chain including exploration, feasibility studies,
developing and commissioning new mines and
managing mining operations, and obtained capital
markets and capital raising experience.
roles
He was Chief Operating Officer and Deputy CEO of
Gem Diamonds before being appointed as a Non-
Executive Director. Johnny is currently CEO of cobalt
refining process developer Kobaloni Energy and a
Non-Executive Director of AIM listed Zanaga Iron Ore.
Johnny holds a Higher Diploma (Mining Engineering)
from the Technikon Witswatersrand, a Bachelor of
Technology (Mining Engineering) from the University
of Johannesburg and a Bachelor of Commerce from
the University of South Africa.
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213456789 Leadership Key Management Personnel
KEY MANAGEMENT PERSONNEL
ADAM BUCKLER
Chief Financial Officer
ALISTAIR HODGKINSON
Chief Operating Officer
Adam Buckler joined DRA in 2020 as Chief Financial
Officer. Adam is a highly regarded finance executive
with extensive mining services, petroleum, and
engineering (EPCM) industry experience gained over
20 years, including in multinational companies Worley
and Orica. Adam has successfully managed regional
finance teams across multiple jurisdictions including
Australia, New Zealand, PNG, Asia, China and India.
Adam is responsible for all finance, treasury, IT, risk
and compliance functions at a Group level.
is a member of Chartered Accountants
Adam
ANZ, and is currently enrolled in the Executive MBA
program at Columbia University. He holds a Bachelor
of Engineering (Mining Engineering) and a Master
of Accounting (Professional Accounting) from the
University of New South Wales.
Alistair Hodgkinson joined DRA in 2007, and was
promoted to Executive Vice President (Europe, Middle
East and Africa) in 2018 before being appointed as
Chief Operating Officer in 2021, responsible for project
delivery and safety. Alistair has a wealth of experience
in engineering and project delivery for large scale
mining and minerals processing for greenfields and
brownfields resources projects throughout Africa
and the Middle East. His experience extends across
a range of commodities, including platinum group
metals, gold, base metals and iron ore.
Alistair is registered as a professional engineer with
the Engineering Council of South Africa. He holds a
Bachelor of Science (Mechanical Engineering) from
the University of the Witwatersrand and a Master of
Business Administration from the University of Cape
Town.
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DRA Global Annual Report 2021 ACN 622 581 935
213456789 OPERATIONAL
OVERVIEW
DRA Global partners with global mineral resource
owners to create value throughout the project
lifecycle.
DRA has its corporate head office in Perth, Western
Australia, which is also the Group’s regional head office
for the region. The Group operates from 19 office locations
worldwide, the largest of which is ¬¬¬EMEA region and is
a centre for engineering excellence for the Group.
DRA is focussed on the global mining, minerals and
metals sector and derives revenue from services provided
throughout the project lifecycle from concept through to
decommissioning. Services are delivered primarily in the
areas of minerals processing, mining (underground mine
design and engineering) and non-process infrastructure
including water and energy solutions. Services include
advisory (including digital and sustainability), design,
engineering, project and construction management,
and managed services (operations and management)
which are categorised into two broad service offerings,
Projects (capital expenditure) and Operations (operating
expenditure).
A breakdown of Group revenue by region, service offering,
client and commodity is shown in the charts below:
Operational Overview
Revenue by commodity
Balance
Thermal Coal
Precious Metals
Base Metals
Bulk Commodities
Industrial Minerals
Precious Stones
Various
7%
7%
22%
9%
10%
18%
12%
15%
Revenue by client
6%
5%
5%
4%
4%
3%
3%
2%
2%
2%
64%
Breakdown of FY2021 revenue
by service offering
48%
52%
Projects
Operations
Breakdown of FY2021 revenue
by segment
49%
51%
EMEA
APAC/AMER
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213456789 Operational Overview
REVIEW OF OPERATIONS
PROJECTS
The overall operating results of the Group for FY2021
are a testament to our robust operating model and
the excellence and resilience of our people. With
disruptions and uncertainty related to the ongoing
pandemic an operational reality, DRA remained
in hand and
focussed on the delivery of work
continued to win work with existing and new clients
across all regions and service offerings. This was not
always easy but the diversified nature of DRA’s global
operations enabled the Group to deliver against
its commitments, notwithstanding operational
challenges in certain areas of the business.
In FY2021 DRA delivered projects on 5 continents
across 16 countries (33 if studies are included)
and worked across a wide range of commodities,
including platinum, gold, copper, nickel, iron ore,
lithium, graphite, diamonds, coal, rare earths and
mineral sands. DRA generated more than [$600M] in
revenue from projects in FY2021.
As the pandemic continued during FY2021 different
parts of the business were impacted. Notwithstanding,
DRA remained focused on delivery against the order
book and securing new opportunities. More than
$600M of new projects work was secured in FY2021.
DRA grew revenue across both operating regions
and each of its service offerings in FY2021. Despite
continued high levels of infections in the region, DRA’s
legacy operations in EMEA experienced far fewer
COVID-19 related disruptions than FY2020 and posted
strong operating results for the year, confirming DRA’s
commanding market position in the region and our
ability to deliver results in challenging circumstances.
Aligned with DRA’s strategy of international expansion,
DRA’s APAC/AMER region recorded a significant
increase
in FY2021, demonstrating
increasing traction in the region. However, profitability
was impacted by various factors including reduced
productivity on fixed price construction projects in
the region, specifically in Western Australia, impacted
by the effect of COVID-19 related disruptions, border
restrictions and labour shortages.
revenue
in
is the
Fundamental to DRA’s business success
geographic and project lifecycle coverage of our service
offering. The model necessitates ever-increasing
levels of collaboration and interconnectedness across
the business to effectively leverage the specialist
expertise of our people, wherever they are located. Our
commitment to enhancing these core capabilities is
evident from the ongoing improvements in systems
and tools across the business and the expansion of
our Corporate Shared Services model during FY2021.
These enhancements support standardisation and
efficiencies across the business for key functions,
including Design, Project Management, Business
Development and Commercial, People, Finance,
Legal, Information Technology, and Marketing and
Communications.
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DRA Global Annual Report 2021 ACN 622 581 935
Operational Overview
EUROPE, MIDDLE EAST AND AFRICA (EMEA)
Operating in a challenging environment, with most staff still working remotely for much of the year, the EMEA
projects business delivered a number of positive project outcomes and a strong set of operating results.
DRA completed phase 1 and continued into phase 2 at the Kamoa-Kakula copper mine for Kamoa SA, expected to
be one of the world’s largest copper producers once all phases are complete. DRA undertook a range of projects
for Anglo American at the Mogalakwena and Modikwa mines in South Africa, and at the Unki mine in Zimbabwe.
Work commenced on an expansion project for Assmang at the Khumani mine where DRA has been engaged since
FY2020 and recommenced on a 1mtpa magnetite beneficiation plant for Limpopo Iron Ore in South Africa.
Building on an impressive track record in platinum, in FY2021 DRA was engaged by Zimplats to provide EPCM services
for the Ngezi 3rd Stream Project and the Mupfuti Mine Replacement Project, and the EPCM role on the Two Rivers
Platinum Mine Merensky Concentrator Project for African Rainbow Minerals and Impala Platinum. DRA was also
awarded the FEED at Royal Bafokeng’s Maseve mine and undertook underground mining projects at Assmang’s
Gloria and Black Rock mines and Northam’s Booysendal central mine.
DRA-SENET, successfully handed over the Tri-K project (Guinea) to Managem and was engaged to update the BFS
for Managem’s Tizert project in Morocco. DRA-SENET also secured and commenced work on the Moyeath Cu-Zn
Concentrator Project in Saudi Arabia, expanding the Group’s track-record in the Middle East.
DRA Water delivered several projects including brine treatment, water quality improvement and sludge handling
solutions for mining clients.
PROJECT ACTIVITY
KAMOA-KAKULA
Since FY2017 DRA has been the EPCM contractor for the
Kamoa-Kakula Projects. Following successful completion of
the Phase 1 Project, Kamoa has awarded work to DRA on the
Phase 2 and Phase 3 Projects.
TRI-K PROJECT
In FY2019 DRA-SENET was awarded the EPC contract for the
Tri-K Gold Project situated in Guinea, following the positive
completion of the Definitive Feasibility Study (DFS). In FY2021
DRA-SENET delivered an impressive project and concluded
the successful handover of the Tri-K Gold Plant to its owner,
Managem.
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213456789 Operational Overview
AR RJUM PROJECT
MOYEATH CU-ZN CONCENTRATOR PROJECT
the Stage 3 Bankable
Ma’aden awarded DRA
Feasibility Study for the Ar Rjum Gold Project in Saudi
Arabia, in September 2021. The Ar Rjum Gold Project
is a new mine development comprising three open
pit mining operations with associated waste dumps
and ore stockpile, a 6Mtpa processing plant, tailings
management
infrastructure
facilities, supporting
including water supply, power supply, maintenance
facilities, offices and a village.
Al Masane Al Kobra awarded DRA-SENET with the
Moyeath Cu-Zn Concentrator Project in Saudi Arabia
in FY2021. This is a conventional 400ktpa copper/
zinc flotation plant. DRA-SENET is responsible for
the Feasibility Study, engineering services, detailed
design, procurement, construction management and
commissioning for the project.
AUSTRALIA, ASIA PACIFIC AND AMERICAS (APAC/AMER)
DRA continued to gain traction in the growth region of
APAC/AMER in FY2021, increasing revenue contribution
to the Group. DRA expanded its South American
capability in Peru and through the establishment
of an office in Chile. Unfortunately, profitability was
impacted in the region by reduced productivity on fixed
price projects, and COVID-19 related border closures,
labour shortages and disruptions specifically
in
Western Australia affecting returns. Notwithstanding,
revenue growth and new work secured during the
year confirmed demand for DRA’s service offering in
the region.
DRA continued to enhance its relationships with a
number of major clients in the region including BHP,
Newcrest, Anglo American, Barrick Gold, Arcelor Mittal
and Antamina (BHP, Glencore, Teck Resources and
Mitsubishi Corporation).
Work continued on Anglo American’s Pueblo Viejo
project in the Dominican Republic, the Barrick and
Newmont Quellaveco joint venture copper mine in
Peru, and at Antamina where DRA has been engaged
on various projects since 2020. DRA completed the
Beyondie Potash project for Kalium Lakes and the
Carmichael Coal Handling Plant for Bravus, where
DRA has been further engaged to deliver the Coal
Preparation Plant project which is expected to be
completed in FY2022. DRA commenced work for the
Nickel West Mt Keith Expansion project for BHP in
Australia, the Lihir gold project for Newcrest in Papua
New Guinea, the Las Bambas project for MMG in Peru,
and the Las Truchas iron ore project for Arcelor Mittal
in Mexico. DRA also completed preparatory work
for the Yangibana rare earths project for Hastings
Technology Metals, expected to commence in FY2022.
PROJECT ACTIVITY
CARMICHAEL PROJECT
Work for Bravus on the Carmichael Project progressed
successfully in FY2021. Late in the year DRA completed
Stage 1 construction for the Coal Handling Plant Project on
site, resulting in the first coal pour. The Carmichael Project
involved DRA delivering a full-scope project handling the
design, engineering, procurement, and construction. The
related Coal Processing Plant Project which was awarded to
DRA is due for completion in 2022.
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DRA Global Annual Report 2021 ACN 622 581 935
Operational Overview
MT KEITH EXPANSION PROJECT
In FY2021, DRA was awarded the engineering and design
contract with BHP for Nickel West’s Mt Keith Expansion project.
The contract is for the provision of detailed engineering and
design services to support the expansion of the crushing
and grinding circuit at the Mt Keith Operation, including
new stockpile feed conveyors, coarse ore stockpile, reclaim
conveyor, 16 MW SAG Mill grinding circuit and an 11kV
substation.
BEYONDIE PROJECT
DRA was awarded the EPC contract by Kalium Lakes in
FY2020 to complete the detailed engineering, procurement
and construction (undertaken by G&S) of the 90ktpa process
plant at the Beyondie Sulphate of Potash (SOP) project in
Western Australia’s Pilbara region. Practical completion was
achieved for the wet plant, material handling facility and
compaction plant in FY2021.
QUELLAVECO PROJECT
DRA have been the partner on Anglo American’s Quellaveco
Coarse Particle Flotation (CPF) Project in Moquegua, Peru,
since FY2019. The CPF project scope was conducted in two
sequential phases. Phase 1 included a gap analysis and
Phase 2 involved the development of the process plant
design at a Feasibility Study level. DRA is also contracted
to provide further detailed engineering and procurement
services.
LAS TRUCHAS REVAMP PROJECT
DRA was awarded the engineering and procurement
contract with Arcelor Mittal at the Las Truchas mine in Mexico
in FY2021. DRA worked with the client from initial concept
in FY2012 to completing the Definitive Feasibility Study and
Revamp project. The project involves building a new iron
ore concentrator and transferring the ore feed to the new
facility. DRA will assist with the commissioning of the new
concentrator and start-up.
PUEBLO VIEJO PROJECT
DRA-SENET together with the Toronto office, are providing
engineering and procurement services for the expansion of
the Pueblo Viejo Dominicana Corporation (PV) process plant,
as well as supporting construction and commissioning.
The PVDC mine is owned by Barrick and Newmont and is
located in the central part of the Dominican Republic on the
Caribbean Island of Hispaniola in the province of Sanchez
Ramirez.
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213456789 Operational Overview
OPERATIONS
In FY2021 DRA operated processing facilities on
3 continents across a range of commodities,
including platinum, gold, copper, phosphates, iron
ore, diamonds, and coal. In addition, DRA delivered
maintenance and brownfields optimisation services
and assisted clients with operational readiness,
commissioning, and rapid project ramp-up. DRA’s
Operations business employs more than 3,000 people
and generated more than $570M of revenue in FY2021.
DRA’s depth of experience in operating processing
facilities is one of the things that sets DRA apart from
its competitors. The insight gained from on the ground
experience allows DRA to design better, more operable
plants ultimately improving productivity and safety in
operation. With a vision to capitalise on this unique
opportunity, DRA’s Projects and Operations businesses
in the EMEA region have embarked on a graduate
exchange program with a view to developing young
talent that could offer multiple skillsets to the business
in the future.
As part of the exchange program, Operations’
graduates transferred to Projects to gain exposure to
the process design team’s work. Their learnings will
complement their operations know-how and give
them the opportunity to seek new experiences in the
mineral processing field. Similarly, Projects’ graduates
transferred to Operations’ sites
learning about
the operational and maintenance aspects which
underpin, and should inform, the design of processing
plants. The experience and knowledge they gain will
assist them on their journey to register as professional
engineers. The program offers hands-on experience,
specialised training and access to specialists in
thoughout the project and operations lifecycle and its
objective is to equip the next generation leaders.
ADVISORY
Driven by Operations, DRA consolidated and brought
to market its Advisory offering. Combining deep
technical expertise with
traditional consulting
advisory skills, digital and data analytics and relevant
sustainability expertise, DRA’s Advisory offering
delivers robust, practical solutions to clients. DRA
intends to invest in, and build on, this platform going
forward, recognising the need to transform along
with the industry and continue DRA’s long history as
a trusted advisor to our mining, minerals and metals
clients. In FY2021 DRA’s advisory services included:
• Front-end solutions
• Capital project excellence
• Operational readiness
• Plant and mining operations optimisation
• Digital transformation
CASE STUDY: LETSENG DIAMOND MINE, PROCESSING PLANT
SIMULATION MODEL
The Advisory team was engaged to design and build
a simulation model of the Letseng Diamond mine’s
processing plant. The simulation model analyses the
processing operations to identify bottlenecks and
opportunities to optimise throughput. It enables a
realistic assessment of the production performance
that could be expected if an appropriate solution
were implemented.
Simulations of this nature provide an efficient way
to iterate innovative approaches to creating value
for clients. The combination of technology, advisory
capabilities, and deep technical expertise empower
DRA to develop an optimal solution based on the data.
The data also empowers clients to make informed
decisions. The true value, however, comes from the
ability to turn advice into results, by combining data-
driven solutions with on-the-ground capabilities and
accountability for delivering the optimal outcome for
our clients.
DRA Global designed and built the 350 tonnes per
hour dense-media separation plant at the Letseng
Diamond mine, the highest diamond mine and plant
in the world at its commissioning in 2004.
Minopex has managed, operated and maintained the
processing facility since it became operational.
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DRA Global Annual Report 2021 ACN 622 581 935
Operational Overview
EUROPE, MIDDLE EAST AND AFRICA (EMEA)
In the EMEA region, DRA is a leading specialist in the
field of outsourced Operations and Maintenance
(O&M) for mineral processing plants. DRA’s Operations
offering, Minopex, employs over 2,000 people across
seven countries in the EMEA region. In FY2021 Minopex
celebrated 25 years as a leader in outsourced
operations and maintenance across EMEA.
With high COVID-19 infection rates in many of the
jurisdictions in which we operate facilities, it was
necessary to work very closely with our clients and our
people to design and implement protocols to protect
our people, manage the impacts of infections and
promote continuity of operations. Minopex was very
effective at managing and mitigating the impacts of
COVID-19 in the EMEA region during FY2021 with limited
disruption to operations, a testament to the quality
and commitment of our people and leadership.
OPERATIONS ACTIVITY
In FY2021 Minopex secured a renewal of the Phola O&M
contract, commenced operations at the Elandsfontein
phosphate mine, and commenced ramp up at the
Limpopo Iron Ore magnetite beneficiation plant in
preparation for O&M to commence in 2022.
In addition, DRA expanded its operations offering in
the region to include underground mining services,
including mechanized mining through the acquisition
of a majority interest in UMM Contracting Services.
This capability diversifies and strengthens DRA’s
offering in the region and provides clients with
access to specialist skills and experience in “caving”
mining methods including block, panel, sublevel, or
derivatives thereof. DRA subsequently secured its first
major underground mining operations contract.
KROONDAL PROJECT
Minopex has been operating and maintaining the K1 and
K2 plants at Kroondal for the last 20 years since they were
commissioned. Kroondal is a shallow underground platinum
group metals mine with two concentrators in the North-west
Province of South Africa.
AD’DUWAYHI PROJECT
Minopex was awarded the Operation and Maintenance
contract for the Ad Duwayhi Processing Plant in 2015. The Ad
Duwayhi Gold Mine is located in Saudi Arabia. A key focus
of this operation is localisation and development of the
local workforce. The plant is continuously optimized and is
currently processing 20% above design throughput.
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213456789 Operational Overview
AUSTRALIA, ASIA PACIFIC AND AMERICAS (APAC/AMER)
DRA employs over
Operations.
1,000 people
in APAC/AMER
O&M business to drive better quality of earnings and
improved margins in the region.
In APAC, through subsidiary G&S Engineering Services
(G&S), DRA provides maintenance and shut-down
services. G&S is regionally based in central Queensland,
enabling the ability to service a niche market in
the Australian mining industry. In 2021, DRA further
established its Operations and Maintenance (O&M)
division within the region aimed at providing O&M
services to the Australian market,
leveraging the
skills of Minopex and resources of G&S. In FY2021 G&S
completed major shut down maintenance at sites
including Dawson mine, Coppabella mine, Saraji mine
and Hay Point.
In FY2021, G&S also provided brownfields capital
maintenance and construction services. In line with the
industry practice, much of this work was contracted on a
fixed price basis. Some of these contracts were negatively
affected by disruptions, labour shortages and logistics
challenges including as a result of border closures
and other restrictions related to COVID-19, negatively
affecting their profitability and the profitability of the
region. In FY2021 the decision was taken to discontinue
this type of work going forward. While this decision will
initially impact the region’s revenue contribution to the
Group, DRA prefers to re-focus on core capabilities, and
take advantage of growing traction in the Projects and
In AMER, DRA Energy Operations operated and
maintained 18 refined coal pollution control facilities,
across seven American states, providing daily plant
operations and maintenance services. Managing a
challenging COVID-19 environment effectively, the
Energy Operations business performed well in 2021.
However, the economic operation of the refined coal
facilities is dependent on a tax credit scheme (IRC
Section 45) that allows the operators of those facilities
(utilities) to claim a tax credit. The tax credit expired
on 31 December 2021 and the owners of the facilities
decided to close all facilities by the end of January 2022.
This outcome was anticipated by DRA and taken into
account in the FY2021 forecast and forward planning.
The tax credit scheme has previously been extended
and the facility owners have been engaged with
lobbyists and regulators in the US on further extension of
the scheme. Specifically, it is possible that an extension
will be included in the Democrats’ revised Build Back
Better Bill now anticipated to be put to the Senate in
April 2022. Further revenue contribution from DRA Energy
Operations is not anticipated.
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213456789 Financial Overview Financial performance
FINANCIAL OVERVIEW
FINANCIAL PERFORMANCE
A) REVENUE & EARNINGS
1500
1000
500
0
957M
406
550
FY2018
FY18
Revenue ($M)
1,033M
563
470
FY2019
FY19
938M
510
428
FY2020
FY20
Projects
Operations
1,186M
570
616
FY2021
FY21
DRA generates most of its revenue by providing consulting services that includes the assessment of mineral
projects through to the completion of feasibility studies, engineering design and construction of mining, mineral
and metals processing assets, procurement and construction management of mining projects and operation and
maintenance services of these assets.
Group revenue for DRA in FY2021 was $1.186M, an increase of 26.4% compared to FY2020 and a historic high for DRA.
The revenue achieved was in line with DRA’s IPO prospectus.
In FY2020, DRA’s EMEA Operations business was negatively impacted by COVID-19 related lock-downs, restricting
access to some sites and several projects were also deferred or cancelled. DRA reacted swiftly to mitigate risks to
our people and clients as well as to focus on business continuity and resilience.
In FY2021 DRA was again impacted by challenges associated with COVID-19, specifically in APAC. While expected
revenue growth was realised, APAC/AMER profitability was impacted by reduced productivity on fixed price projects,
and COVID-19 related border closures, labour shortages and disruptions specifically in Western Australia.
DRA’s revenue is well diversified geographically and across service offerings, commodities and clients. With offices
and presence around the world, DRA was able to provide local experience to its clients whilst leveraging its global
pool of experts to best service clients. This diversification strategy enabled DRA to absorb the under-performance
by certain parts of the businesses affected by COVID-19, while still delivering improved group results and great
outcomes for our clients.
DRA Global Annual Report 2021 ACN 622 581 935
59
213456789 Financial Overview Financial performance
Underlying EBITA ($M)
Underlying NPAT ($M)
FY20
Margin 6.3%
58.9
FY20
FY2020
Margin 3.9%
36.5
FY21
Margin 5.2%
62.1
FY21
FY2021
Margin 3.7%
44.3
50.0
55.0
60.0
65.0
0.0
20.0
40.0
60.0
Reconciliation of statutory to underlying results
Profit after income tax for the year (NPAT)
Adjusting for:
Income tax expense
Net finance income
Earnings before interest and tax (EBIT)
Adjusting for:
Amortisation expense
Earnings before interest, tax and amortisation (EBITA)
Depreciation expense
Earnings before interests, taxes, depreciation and amortisation (EBITDA)
FY2021
$M
53.4
23.5
(11.4)
65.5
5.7
71.2
17.6
88.8
FY2020
$M
25.6
16.5
(3.1)
39.0
9.0
48.0
16.9
64.9
Statutory results
Adjustments:
IPO readiness programs (non-recurring)
IPO costs (non-recurring)
Fair value gain on UPRs
Impairment of goodwill
Job Keeper income
Legal costs and provision
Underlying results
Statutory margin as a % of total revenue
Underlying margin as a % of total
revenue
EBITDA
EBITA
NPAT
FY2021
FY2020
FY2021
FY2020
FY2021
FY2020
$M
88.8
-
1.9
(13.0)
-
-
2.0
79.7
8.0%
6.7%
$M
64.9
3.3
-
-
5.7
(2.8)
4.7
75.8
7.0%
8.1%
$M
71.2
-
1.9
(13.0)
-
-
2.0
62.1
6.0%
5.2%
$M
48.0
3.3
-
-
5.7
(2.8)
4.7
58.9
5.1%
6.3%
$M
53.4
-
1.9
(13.0)
-
-
2.0
44.3
4.5%
3.7%
$M
25.6
3.3
-
-
5.7
(2.8)
4.7
36.5
2.7%
3.9%
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DRA Global Annual Report 2021 ACN 622 581 935
Financial Overview Financial performance
In arriving at the underlying EBITDA, EBIT and NPAT, certain adjustments are made to the statutory results so as to
reflect the underlying performance of DRA:
• IPO readiness programs – DRA incurred $3.3M of consulting and professional fees to review, improve and
standardise existing processes across the business to prepare DRA for an IPO. These expenses are not recurring.
• IPO costs – These are costs paid to advisors specifically for the IPO and will not be recurring.
• Fair value gain on UPRs – The fair value gain on the UPRs is primarily driven by the movement of DRA’s share price
which impacts the UPRs that were issued during the year. This fair value gain is not considered representative of
DRA’s underlying financial performance in the current year.
• Impairment of goodwill – an impairment loss of $5.7M was recorded in FY2020 in relation to DRA’s Americas
Cash Generating Unit (CGU). The impairment loss did not have a cash flow impact in the prior period and is not
representative of the DRA’s underlying financial performance in the prior year.
• Job Keeper income – DRA’s operations in Australia received Job Keeper payments in FY2020 as part of the
COVID-19 relief package introduced by the Australian Government. These payments subsidised the wages of
certain employees during the period where the affected entities were facing project deferral and reduced work
as a result of COVID-19. FY2021 income is nominal, no adjustment made.
• Legal costs and provision – DRA incurs or provides for legal expenses on claims relating to onerous contracts.
These expenses have been adjusted to provide a better representation of the financial performance of DRA.
DRA’s business model is not capital intensive, our key assets are our people and their skills and deep expertise.
Much of DRA’s depreciation originates in terms of IFRS 16 Leases. We consider these lease costs to be related to
our operations and reflective of performance. Conversely, DRA has completed a number of acquisitions in recent
years, giving rise to intangible assets which are subject to amortisation. We do not consider the amortisation of
acquisition-related intangible assets to be reflective of the performance of the Group. We consider underlying
EBITA the earnings measure most reflective of the Group’s performance, appropriate for comparative purposes.
Underlying EBITA increased by 5% in FY2021 to $62.1M at a margin of 5.2%, exceeding the forecast put forward in
the prospectus, notwithstanding the impact of lower APAC profitability which was more than offset by better than
expected performance elsewhere in the Group. As expected, EBITA margin reduced in FY2021 due to the mix of
projects shifting from EPCM, which typically attracts a higher margin, to EPC which attracts a lower margin from
higher-value contracts.
Underlying NPAT in FY2021 significantly improved by 18% to $44.3M compared to FY2020. Underlying NPAT includes
interest income of $10.5M in respect of amounts outstanding (loans receivable) by a client. The interest income
is related to an active project being delivered by the Group and is considered to be reflective of the underlying
performance of the Group, no adjustment has been made. Approximately $3.5M is related to this financial year.
Refer to note 7 of the financial statements for further information.
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213456789 Financial Overview Financial performance
EMEA
EMEA posted revenue growth of 11% with strong growth in Projects and Operations including increased activity in
water treatment projects, underground mining projects and traction in underground mining operations. FY2021 saw
the close out of a number of major projects including Kamoa-Kakula Phase 1 and the Tri-K Gold Project, the renewal
of a material O&M contract at Phola and the region’s first material underground mining operations contract. The
region delivered exceptional earnings, increasing EBIT by 86% compared to FY2020 and contributing most of the
Group’s earnings. The uptick in earnings performance was driven by the completion and profit recognition in
respect of major EPC and EPCM projects and the recovery of costs and profit associated with the restart of a
project, previously suspended due to financing issues experienced by the client.
APAC/AMER
Revenue contribution from APAC/AMER grew by 44% compared to FY2020 to $579M, demonstrating increasing
traction in the region. Growing DRA’s presence and market share in the region continued to be an area of strategic
focus for the business and the leadership team. DRA seeks to leverage the Group’s impressive track-record and
pool of expertise to be positioned as a credible alternative to incumbent service providers, particularly in Australia
and South America.
EBIT contribution from APAC/AMER was impacted by unfavourable outcomes on some of its fixed price construction
contracts in Western Australia, which was impacted by COVID-19 labour related shortages and border restrictions.
A couple of these contracts were negotiated and entered into in early FY2020 before the COVID-19 pandemic
began. The majority of these contracts have since completed and despite cost and resource challenges, DRA
continues to deliver quality outcomes for its clients. DRA has reviewed its strategy and has discontinued entering
into any fixed price construction business Australia. This will enable the region to re-focus on its core engineering
and project management capabilities. DRA expects to see improvement in the quality of earnings for the region.
B) WORK-IN-HAND
38%
Projects
O&M
$790M
62%
19%
$790M
81%
EMEA
APAC/AMER
DRA’s work-in-hand (which represents secured work not yet performed) as at 31 December 2021 was $790M. Work-
in-hand comprises less EPC and fixed-price construction work (high revenue, low margin) and more core EPCM
and O&M work, consistent with DRA’s intention to focus on improving quality of earnings. The Group has a large
pipeline of opportunities in various stages of development.
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DRA Global Annual Report 2021 ACN 622 581 935
C) FINANCIAL POSITION
Cash
Net working capital *
Net tangible assets**
Debts***
Net assets
Number of shares
Net tangible assets per share ($/share)
Net assets per share ($/share)
Financial Overview Financial performance
FY2021
$M
171.0
35.3
157.5
(76.9)
266.0
#M
49.5
3.18
5.38
FY2020
$M
Variance
$M
Variance
%
204.8
8.8
194.1
(21.0)
308.6
#M
84.1
2.27
3.67
(33.8)
26.5
(36.6)
(55.9)
(42.6)
#M
(34.6)
087
1.71
(17)
301
(19)
(266)
(14)
41
38
46
*include trade and other receivables, contract assets, inventories trade and other payables and contract liabilities.
** The net tangible assets exclude right-of-use assets and lease liabilities.
*** include interest-bearing borrowings and other financial liabilities but excludes lease liabilities.
CASH
Cash remained healthy in the Group. There was a drop in total cash of $33.8M compared to FY2020 mainly due to
the $65M cash paid for the Pre-IPO share buy-back.
NET WORKING CAPITAL
Net working capital fluctuated significantly mainly due to unwinding of contract liabilities as a result of work
performed on major projects for which the Group had received payments in advance.
NET TANGIBLE ASSETS AND NET ASSETS
Net assets in FY2021 decreased by $42.6M to $266.0M compared to FY2020. The majority of the decrease is due
to the cash paid and financial liabilities assumed in relation to completing the Pre-IPO share buy-back. This also
drove the reduction in net tangible assets as compared to FY2020.
Despite the decrease in net assets in FY2021, net tangible assets and net assets on a per share basis have increased
by 25% and 34% respectively as a result of the Group’s on-market share buy-back program that started in the
second half of the financial year.
DEBTS
DRA has drawn down $34.5M of its revolving credit bank facility to fund the Pre-IPO share buy-back. Also as part of
the Pre-IPO share buy-back, 25M UPRs were issued, valued at $21.5M at 31 December 2021, recorded as a financial
liability. The financial liabitliy is settled either via cash or equity when being the UPRs are exercised. In FY2020, a put
option liability was recorded for put option entered into with former shareholders of a subsidiary that the Group
acquired. The put option expired when DRA listed and the financial liability of $18.9M was derecognised.
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Financial Overview Financial performance
D) CASH FLOWS
FY2021 Cash movements ($M)
204.8
12.7
(7.5)
(40.9)
2.0
171.1
250.0
200.0
150.0
100.0
50.0
0.0
FY20
Operating
activities
Investing
activities
Financing
activities
Effect of
Exchange Rate
FY21
Increase
Decrease
Total
OPERATING ACTIVITIES
Cash inflows from operating activities for FY2021 was $12.9M (FY2020: $101.8M). The reduction is primarily due to:
• Unwinding of advanced payments on projects received from clients in relation; and
• Higher tax payments made in the EMEA region after utilisation of tax losses in the prior period.
Given the nature of DRA’s business, especially the project service offering, cash flows from operating activities do
not necessarily align with earnings as a result of receipts of advance payments ahead of performing the work, or
obtaining approval from clients for variations yet to be invoiced and collected.
After adjusting for the effect of the movement in tax paid, net interest income and movement in advance payments,
cash flow from operating activities was $68.8M, (FY2020: $85.5M) representing 77% (FY2020:132%) of EBITDA.
INVESTING ACTIVITIES
Cash outflows from investing activities of $7.5Mmainly relate to replacement costs for property, plant and
equipment and these costs are broadly consistent compared to the prior year.
FINANCING ACTIVITIES
Cash outflows from financing activities of $41.0M mainly relate to cash paid for the Pre-IPO share-buy of $65M
during the year offset by the drawdown of the revolving credit bank facility of $34.5M. The remaining outflow relates
to payments in respect of the IPO costs and lease payments.
64
DRA Global Annual Report 2021 ACN 622 581 935
RISK
MANAGEMENT
DRA operates across multiple geographical locations
and as a result is exposed to both global and local
risks factors which may have an adverse effect on the
achievement of DRA’s strategic objectives. DRA’s risk
management framework provides a systematic and
consistent approach to managing both positive and
negative risks, which aims to maximise DRA’s ability
to achieve and outperform on its business objectives
and to realise sustainable and predictable outcomes.
This includes oversight of key risks by the Audit and
Risk Committee as well as regular monitoring by
management.
Set out below are key risks that have been identified
by DRA. These risks are not set out in any particular
order and is not an exhaustive list of risks that may
impact DRA. Rather, they are the most significant risks
that the Board has identified to consider and monitor.
KEY RISKS
SAFETY:
Safety remains DRA’s core value, our people are
our single most important asset and are critical to
DRA’s ongoing success. The nature of DRA’s work
and presence on mine and project construction sites
involves risk to both property and persons. DRA’s
safety standards are focused on protecting the
health of its workforce. DRA continues to monitor key
safety KPIs, with dedicated safety leads responsible
for implementing safety initiatives in each business
aimed at improving DRA’s safety performance.
Financial Overview Risk management
COVID-19:
The pandemic continues to impact DRA’s people,
clients, supply chains and business performance in
general. The Business Resilience Plan established by
DRA’s COVID-19 Task Force supports business critical
activities, anticipates macro-outcomes, overcomes
short-term uncertainties and positions DRA for future
growth. Although the pandemic had limited direct
financial impact to DRA during the financial year, there
is a risk that further outbreaks in DRA’s key markets
could have a material impact on DRA in the future.
CYCLICAL EARNINGS:
As the majority of the Group’s clients are involved in the
mining and minerals processing industry, cyclical and
volatile commodity prices impact clients’ investment
decisions and can influence demand for the services
offered by DRA. DRA has established a diverse client
base across multiple commodities to limit the impact,
with dedicated business development to secure new
pipeline.
ATTRACTION AND RETENTION OF PERSONNEL:
impact DRA’s
The loss of a number of DRA’s key personnel, as well
as an inability to secure sufficient levels of staffing,
may
financial performance and
growth prospects. DRA talent strategies are aimed
at improving DRA’s attractiveness as a place to work
and that our people receive the necessary support,
including work-life balance improvements, flexible
working arrangements, graduate
recruitment /
learnership programs, free counselling and manager
support sessions.
PRESENCE IN FOREIGN JURISDICTIONS:
in these
jurisdictions
DRA derives a significant portion of its revenue from
contracts related to projects located outside of
Australia, notably within Africa and in South Africa.
Operating
introduces risks
which are not necessarily present in a country like
Australia
including: economic, social or political
instability or change, volatile or illiquid currencies,
changes in tax, exchange control and operational
legislation. DRA continues to proactively monitor
risks in such jurisdictions and develop strategies to
ensure compliance with legislation and mitigate any
potential adverse events.
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213456789 Financial Overview Risk management
RELIANCE ON KEY CLIENTS:
FOREIGN EXCHANGE RATES:
Volatility in exchange rates of DRA’s key contracting
and reporting currencies may impact DRA’s results
and financial position. DRA’s Treasury Framework
establishes clear processes to mitigate the impact of
foreign exchange rate fluctuations.
ACCESS TO LIQUIDITY:
DRA requires access to cash and working capital to
meet its return, capital and cash flow obligations. DRA
has access to various financial facilities to provide
sufficient liquidity headroom that are managed in
accordance with DRA’s Treasury Framework.
CLIMATE CHANGE:
DRA recognises the impact of climate change and
has developed a number of strategies aimed at
driving decarbonization and reducing energy usage.
DRA continues to engage with all stakeholders to
understand their expectations and how the challenges
posed by climate change can be addressed.
DRA understands and seeks to comply with all
relevant legislation, engaging relevant external
regulatory experts as required for assistance.
GOVERNANCE RISKS:
Involve the ethical management of DRA’s business,
both at a Board and an operating level.
DRA has an established governance framework in
place and clear parameters between the Board and
DRA management as to key decisions that can be
undertaken.
DRA currently services a wide number of clients in
different jurisdictions, many of which operate across
jurisdictions and / or represent significant earnings to
DRA. If one or more key clients suffer a business failure,
do not continue to award work to DRA or award less
work to DRA, DRA’s ability to sustain its revenue may be
impacted. DRA’s client centric approach focuses on
retaining key clients through delivery on DRA’s value
proposition and innovation to fulfil clients’ aspirations.
COMMERCIAL CONTRACTING:
DRA is facing increasing competition in a number
of its markets, which may impact client contracting
terms, margins and the acceptance of increased risk.
In certain cases, commercial contracting disputes
arise, which may be costly and time-consuming for
DRA to enforce / protect its contractual rights, with no
guarantee of success. Similarly, there is a risk that clients
could exercise rights to terminate (for convenience
or otherwise) or reduce DRA’s scope of work for any
reason. DRA has experienced business development
personnel who actively engage with clients to ensure
that the client’s objectives are understood and DRA’s
contracts are tailored accordingly. Highly skilled
operational staff are tasked with delivery in terms of
its contracts, with management performing ongoing
quality checks, monitoring and oversight to ensure
that DRA’s project-related risks are understood and
are appropriately managed.
CONTRACTUAL VARIATIONS AND CLAIMS:
The nature of DRA’s contracts is that scope may
vary after the contract is entered into, or DRA may
experience delays which have a cost implication,
often requiring client approval before they are paid,
which may only take place on completion of the
works. This may lead to commercial negotiation or
potential disputes under the contract. Operational
leads are responsible for managing any changes to
DRA’s scope of works or contract, aided by relevant
support staff and business leads as necessary.
CYBER SECURITY:
Significant or extended disruptions to DRA’s business
systems or unauthorised access thereto could
potentially impact DRA ability to continue to operate
sustainably. DRA has established safeguards in place
to manage system access, data storage and data
recovery, which are periodically tested to ensure their
efficacy.
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DRA Global Annual Report 2021 ACN 622 581 935
213456789 Directors' Report
DIRECTORS’ REPORT
The Directors present their report, together with the financial statements, of the consolidated entity (referred to
hereafter as the ‘Group’) consisting of DRA Global Limited (referred to hereafter as ‘DRA’, the ‘Company’ or ‘parent
entity’) and the entities it controlled at the end of, or during, the year ended 31 December 2021 (FY2021).
DIRECTORS
The following persons were Directors of DRA Global Limited during the whole of the financial year and up to the date
of this report, unless otherwise stated:
Name:
Title:
Peter Mansell
Chairperson and Independent Non-Executive Director – appointed 16 September 2019
Qualifications:
Bachelor of Commerce, Bachelor of Laws, Higher Diploma in Tax Law, Fellow AICD
Experience and expertise:
Peter practised law in South Africa and Australia for over 35 years, including at Australian
law firm Freehills, the predecessor firm to Herbert Smith Freehills where he served as
Managing Partner and its National Chairman.
Peter has significant experience in managing large organisations and over 20 years of
experience as a director of listed and unlisted Australian and foreign companies, including
ASX 100 companies. Peter’s experience covers a broad range of industries and sectors
including mining, media, agribusiness, energy, engineering services, oil and gas, and
technology across Australia, Europe, Africa and North America.
Peter is the chairperson of ASX listed Energy Resources of Australia and Ora Banda Mining,
and was chairperson of the WA Electricity Networks Corporation (known as Western Power)
and Zinifex. He has also been a director of Aurecon Group, Nyrstar NV and OZ Minerals. Peter
is currently a director of Cancer Research Fund (trustee of the Cancer Research Trust) and
Foodbank of WA Inc.
Other current directorships:
Chairperson of Ora Banda Mining Limited – appointed 22 June 2018
Chairperson of Energy Resources of Australia Ltd – appointed 26 October 2015
Former listed directorships
(last 3 years):
None
Special responsibilities:
Chairperson
Chairperson of Nomination & Governance Committee
Member of People, Culture & Remuneration Committee
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213456789 Directors' Report
Name:
Title:
Andrew Naudé
Managing Director and Chief Executive Officer – appointed as a Director 31 October 2017
Qualifications:
Bachelor of Commerce (Finance, Honours), Chartered Accountant (ANZ), Graduate AICD
Experience and expertise:
Andrew Naudé was appointed as Managing Director and CEO in July 2019.
Andrew is a corporate finance and strategy professional who worked in financial services and
corporate finance throughout a range of industries for over 20 years before joining DRA as a
strategy and growth advisor in 2013, being appointed to the Board in 2016. With a decade of his
experience at executive and director level Andrew assumed responsibility for development and
oversight of DRA’s strategy, including mergers and acquisitions, and leading the growth of its
international business. He served as interim CEO during 2016 and as CFO and Strategy Director
before becoming Managing Director and CEO.
In his time at DRA, Andrew has been involved in every aspect of DRA’s extensive operations and
has led multidisciplinary, multinational and cross-regional teams.
Andrew is a member of Chartered Accountants ANZ, a graduate member of the Australian
Institute of Company Directors, and an alumnus of Harvard Business School, where he
completed the Advanced Management Program. He holds of a Bachelor of Commerce and a
postgraduate Bachelor of Commerce Honours from the University of Natal.
Other current directorships:
Former listed directorships
(last 3 years):
None
None
Special responsibilities:
Chief Executive Officer – appointed 15 July 2019
Name:
Title:
Kathleen Bozanic
Independent Non-Executive Director – appointed 2 January 2020
Qualifications:
Bachelor of Commerce, Chartered Accountant (ANZ), Graduate AICD
Experience and expertise:
Kathleen is an accountant and finance professional with over 25 years of experience as a
registered company auditor, partner of a Big-4 professional services firm, finance general
manager and chief financial officer.
Kathleen has extensive experience with listed and unlisted companies in the resources,
engineering and contracting sector, including with BGC Contracting, Atlas Iron and Mt Gibson
Iron. In these roles she has held responsibilities for compliance, risk and financial management,
as well as significant involvement in business planning and strategy and managing commercial
transactions.
Kathleen is a director of ASX listed companies IGO and Great Southern Mining. She is also a
director of Rugby WA and its Future Force Foundation, and until recently was a director of the
WA Department of Health’s Child and Adolescent Health Service.
Other current directorships:
Non-Executive Director of IGO Limited – appointed 3 October 2019
Non-Executive Director of Great Southern Mining Limited – appointed 26 April 2018
Former listed directorships
(last 3 years):
None
Special responsibilities:
Chairperson of Audit & Risk Committee
Member of Nomination & Governance Committee
Member of People, Culture and Remuneration Committee
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DRA Global Annual Report 2021 ACN 622 581 935
Directors' Report
Name:
Title:
Lee (Les) Guthrie
Independent Non-Executive Director – appointed 2 January 2020
Qualifications:
Bachelor of Science (Engineering and Marketing)
Experience and expertise:
Les is an engineer with over 45 years of experience in the project delivery space having held
project management and senior corporate executive roles across the UK, Australia, North
America and Asia for major engineering and resources companies, including Rio Tinto, BHP,
Fluor and Aker Kvaerner.
Les is a director of ASX listed resources companies Neometals and Australian Mines. He is also
Principal and Managing Director of Bedford Road Associates, an independent consultancy
providing advice and support for the development and delivery of major capital expenditure
projects. Bedford Road Associates has advised Rio Tinto in Mongolia, Hyundai Engineering and
Samsung Engineering in South Korea, Otakaro and CERA in New Zealand, and Melbourne Water
and NBN Co in Australia.
Les is a member of the Australian Institute of Company Directors, and was also one of the
founding contributors to the John Grill Centre for Project Leadership at The University of Sydney
where he presented a management course in Strategic Design Thinking.
Other current directorships:
Non-Executive Director of Neometals Ltd – appointed 27 September 2018
Non-Executive Director of Australian Mines Limited – appointed 20 November 2019
Former listed directorships
(last 3 years):
None
Special responsibilities:
Chairperson of People, Culture & Remuneration Committee
Member of Major Project Approvals Committee
Member of Sustainability, Health, Safety, Environment & Community Committee
Name:
Title:
Qualifications:
Experience and expertise:
Paulus (Paul) Lombard
Independent Non-Executive Director – appointed 1 May 2021
PhD (Urban and Transportation Engineering), Master of Science Civil Engineering (Urban and
Transportation Engineering), Bachelor of Engineering (Civil)
Paul is a registered professional engineer with 35 years of experience in the fields of
transportation infrastructure engineering, project financing and planning, management
consulting and restructuring.
Paul has significant experience working throughout Africa and Europe as a project leader
or planning expert for transportation sector projects, including many funded by global
development and non-government organisations such as the World Bank, the African
Development Bank, USAID and the UN Capital Development Fund. He worked for Aurecon
for almost 30 years, including serving on its Executive Committee and as the Managing
Director (Africa and Middle East) and subsequently Managing Director (Asia and Middle East)
had responsibility for leading project and corporate teams, and the strategic and financial
performance of those businesses.
Other current directorships:
Former listed directorships
(last 3 years):
None
None
Special responsibilities:
Chairperson of Sustainability, Health, Safety, Environment & Community Committee
Member of Audit & Risk Committee
Member of Major Project Approvals Committee
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213456789 Directors' Report
Name:
Title:
Qualifications:
Experience and expertise:
Jonathan (Johnny) Velloza
Independent Non-Executive Director – appointed 1 January 2022
Higher Diploma (Mining Engineering), Bachelor of Technology (Mining Engineering), Bachelor
of Commerce
Johnny is a mining engineer with 30 years of mining experience in open pit and underground
operations throughout Africa, Chile and Australia and across a range of commodities including
iron ore, copper, cobalt, gold and diamonds. He has held senior operational and management
roles in global resources companies, including De Beers, AngloGold Ashanti, BHP Billiton and
Gem Diamonds. During his career Johnny has worked across the full mining value chain
including exploration, feasibility studies, developing and commissioning new mines, and
managing mining operations, and obtained capital markets and capital raising experience.
He was Chief Operating Officer and Deputy CEO of Gem Diamonds before being appointed as
a Non-Executive Director. Johnny is currently CEO of cobalt refining process developer Kobaloni
Energy and a Non-Executive Director of AIM listed Zanaga Iron Ore.
Other current directorships:
Non-Executive Director of Zanaga Iron Ore Company Limited (listed on AIM) – appointed 6
September 2018
Former listed directorships
(last 3 years):
Non-Executive Director of Gem Diamonds Limited (listed on LSE) – appointed 1 July 2018,
resigned 1 May 2021
Special responsibilities:
Chairperson of Major Project Approvals Committee
Member of Audit & Risk Committee
Member of People, Culture & Remuneration Committee
Member of Sustainability, Health, Safety, Environment & Community Committee
Name:
Title:
Greg McRostie
Executive Director – appointed 1 August 2019, resigned 4 May 2021
Qualifications:
Bachelor of Engineering (Mechanical)
Experience and expertise:
Greg was the Executive Vice President of the Asia Pacific Region. Greg has over 35 years of
experience in the design and construction of mineral processing facilities and associated
infrastructure across a broad range of commodities. He has held positions including design
engineering roles with Lycopodium, Minproc and GHD, and senior project management roles
for Roche Mining. Greg was also previously Managing Director of Abesque Engineering and
Construction and Managing Director of Minnovo (which was acquired by DRA in 2018).
Other current directorships:
Former listed directorships
(last 3 years):
None
None
Special responsibilities:
Member of Sustainability, Health, Safety, Environment & Community Committee
(until 4 May 2021)
Name:
Title:
Leon Uys
Independent Non-Executive Director – appointed 16 July 2018, resigned 4 May 2021
Qualifications:
Professional Engineer (Engineering Council of South Africa), MDP Project Management
Experience and expertise:
Leon joined the Group in 1987 after first gaining 10 years of industry experience, and during his
service was instrumental in the Group’s growth. After 27 years working for the Group he retired
from his position as CEO in 2013. For the past 7 years, Leon has acted in a non-executive role
and has been instrumental in guiding the organisation at Board level by setting the strategic
direction for the global business.
Other current directorships:
Former listed directorships
(last 3 years):
None
None
Special responsibilities:
Chairperson of Major Project Approvals Committee (until 4 May 2021)
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DRA Global Annual Report 2021 ACN 622 581 935
Directors' Report
Name:
Title:
Jean Nel
Non-Executive Director – appointed 18 December 2019, resigned 29 January 2021
Qualifications:
Bachelor of Accounting, Chartered Account (South Africa), Chartered Financial Analyst
Experience and expertise:
Jean was appointed as a nominee director for a former major shareholder in DRA. He has
extensive experience in executive level positions for major companies in the South African
mining industry. Jean currently co-owns and manages a number of investments in South
Africa, Namibia and the United Kingdom and also serves as Non-Executive Director of public
companies.
Other current directorships:
Non-Executive Director of Northam Platinum Ltd
Non-Executive Director of DRD Gold Limited
Non-Executive Director of Tongaat Hulett
Former listed directorships
(last 3 years):
None
Special responsibilities:
Member of Audit & Risk Committee (until 30 January 2021)
Member of People, Culture & Remuneration Committee (until 30 January 2021)
Member of Sustainability, Health, Safety, Environment & Community Committee (until 30
January 2021)
Name:
Title:
Rafael Eliasov
Non-Executive Director – appointed 6 April 2020, resigned 28 January 2021
Qualifications:
Bachelor of Commerce (Finance), Bachelor of Law, Higher Diploma in Tax
Experience and expertise:
Rafael was appointed as a nominee director for a former major shareholder in DRA. He
worked at Investec Equity Partners for nearly 6 years and was recently a director of Cliff Dekker
Hofmeyer. Rafael joined Stockdale Street in 2018.
Other current directorships:
Former listed directorships
(last 3 years):
None
None
Special responsibilities:
Member of Audit & Risk Committee (until 28 January 2021)
Member of Nomination & Governance Committee (until 28 January 2021)
Name:
Title:
Dr Kenneth Thomas
Independent Non-Executive Director – appointed 1 February 2020, resigned 11 January 2021
Qualifications:
Doctorate in Technical Sciences, Bachelor of Science (Honours), Master of Science (Business)
Experience and expertise:
Ken has over 45 years of experience in the mining industry across project development,
construction and operations. Until July 2012 he was Senior Vice President of Projects for Kinross
Gold Corporation and before that a Global Managing Director and director at Hatch, a leading
international engineering and construction firm. Ken also held progressively senior roles at
Barrick Gold Corporation through to Senior Vice President of Technical Services, and served as
Chief Operating Officer for Crystallex International Corporation with operations and projects in
Venezuela and Uruguay. Ken has extensive knowledge of the Americas, gained from operations
management and mine building for Barrick, Crystallex and Hatch.
Other current directorships:
None
Former listed directorships
(last 3 years):
Non-Executive Director of Cardinal Resources Limited (delisted 8 February 2021) – appointed
31 October 2018
Special responsibilities:
Chairperson of Sustainability, Health, Safety, Environment & Community Committee (until 11
January 2021)
Member of Audit & Risk Committee (until 11 January 2021)
Member of Major Project Approvals Committee (until 11 January 2021)
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213456789 Directors' Report
INTERESTS IN THE SHARES AND OPTIONS OF THE COMPANY
The interests of the Directors in the shares and options of DRA Global Limited at the date of this report were as
follows:
Director
Peter Mansell
Andrew Naudé
Kathleen Bozanic
Les Guthrie
Paul Lombard
Johnny Velloza
COMPANY SECRETARY
BEN SECRETT (APPOINTED 1 JANUARY 2021)
Ordinary
shares
34,652
3,526,518
12,658
-
-
-
Options
20,283
415,790
8,491
8,491
943
-
Ben has 15 years experience as a legal, corporate advisory and governance professional for Australian and foreign
listed and unlisted entities. Ben has experience as a corporate lawyer at Ashurst and Gilbert+Tobin law firms,
compliance adviser at ASX, and as company secretary for a number of ASX listed entities in the resources and
technology sectors. Ben holds a Bachelor of Economics from the University of Western Australia, a Juris Doctor law
degree from the University of Notre Dame Australia, and a Graduate Diploma of Applied Corporate Governance
from the Governance Institute of Australia.
PRINCIPAL ACTIVITIES
DRA, listed on the ASX and JSE, is a multi-disciplinary engineering, project management and operations management
group focused on the mining, minerals and metals sector. DRA has expertise in mining, minerals and metals
processing and related non-process infrastructure including water and energy solutions for the mining industry.
DRA delivers advisory, engineering and project delivery services as well as ongoing operations, maintenance and
shutdown services. DRA has an extensive global track record, spanning more than three decades and 7,500 studies
and projects as well as operations and maintenance solutions across a wide range of commodities.
OPERATING AND FINANCIAL REVIEW
Information on the operations and financial position of the Group and its business strategies and prospects is set
out in the review of operations and activities on page 51 - 56 and forms part of this Directors’ report.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
B-BBEE RESTRUCTURE
The Group implemented a restructure of its South African operations to facilitate a broad-based black economic
empowerment B-BBEE ownership transaction whereby private equity funds managed by Ascension Capital
Partners Proprietary Limited (Ascension) acquired an interest in DRA’s major South African operating subsidiaries.
The restructure of the B-BBEE shareholding and introduction of Ascension aligns DRA’s ownership to the criteria
per the South African Mining Charter (Mining Charter 3). It also enables the Group to remain competitive and build
on its long track-record of servicing the South African mining market and ensuring a sustainable platform for
continued operations and growth.
INITIAL PUBLIC OFFERING (IPO)
The Company completed its IPO on 5 July 2021 and on 9 July 2021 its shares commenced official quotation on the
Australian Securities Exchange and the Johannesburg Stock Exchange.
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LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
The Group plans to continue providing diversified engineering and operation and maintenance services globally.
Further information is set out in the review of operations and activities on page 51 – 56.
DISTRIBUTION
No dividends have been declared for the financial year ended 31 December 2021 or for the previous
corresponding period.
2021
$’000
2020
$’000
-
-
MEETINGS OF DIRECTORS
The number of meetings of the Company’s Board of Directors (‘the Board’) held during the year ended
31 December 2021, and the number of meetings attended by each Director were:
Attendees
Board
Audit & Risk
Committee
People,
Culture &
Remuneration
Committee
Sustainability,
Health, Safety,
Environment
& Community
Committee
Nomination &
Governance
Committee
Major Project
Approvals
Committee
Peter
Mansell
Andrew
Naudé
Kathleen
Bozanic
Les
Guthrie
Paulus
Lombard
Greg
McRostie
Leon
Uys
Jean
Nel
Rafael
Eliasov
Kenneth
Thomas
H
9
9
9
9
4
5
6
2
2
-
A
9
9
9
9
4
5
6
-
-
-
H
4
4
4
4
3
1
1
-
-
-
A
4
4
4
4
3
1
1
-
-
-
H
4
4
4
4
3
1
1
-
-
-
A
4
4
4
4
3
1
-
-
-
-
H
4
4
4
4
3
1
1
-
-
-
A
4
4
3
4
3
1
-
-
-
-
H
3
3
3
3
2
1
-
-
-
-
A
3
3
3
3
2
1
1
-
-
-
H
2
2
2
2
-
2
2
-
-
-
A
-
2
2
2
-
2
2
-
-
-
H - The number of meetings held during the period
A - The number of meetings attended by the Director during the period
Member (as at the end of the reporting period)
Chairperson (as at the end of the reporting period)
ENVIRONMENTAL REGULATION
The Group is subject to environmental regulation in respect of its Projects and Operations business activities in
different regions. The Group aims to ensure the appropriate standard of environmental care is achieved, and in
doing so that it is aware of, and is in compliance with, relevant environmental legislation. There were no breaches
of environmental legislation for the year.
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MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR
No other matters or circumstances have arisen that have significantly affected or may significantly affect the
operations of DRA Global Limited, the results of those operations or the state of affairs of DRA Global Limited in
subsequent years that is not otherwise disclosed in this report.
SHARES UNDER OPTION
The number of unissued ordinary shares of DRA Global Limited under option at the date of this report are as follows:
Grant date
14 May 2020*
29 June 2021*
28 September 2021*
31 December 2020*
1 December 2021
Expiry date
30 June 2024
31 March 2026
29 June 2023
31 March 2025
30 June 2025
Exercise
price of
options
$0.00
$0.00
$0.00
$0.00
$0.00
Number
of Share
under
options
455,000
1,428,375
38,208
1,542,841
150,000
3,614,424
The above disclosure on the number of unissued ordinary shares under option does not include options to be
issued to Non-Executive Directors where the number of options to be issued have not yet been determined. The
options issued on the grant dates marked * include options granted as remuneration to the directors and the five
most highly remunerated officers during the year.
The Non-Executive Directors are entitled to sacrifice the value of 20% their annual remuneration (excluding
superannuation and any payment made in lieu of receiving superannuation in jurisdictions where superannuation
is not required to be paid) and receive that part of their remuneration through the issue of options under the DRA
Global Limited Employee Share Scheme. There are no vesting conditions attached to these options as the options
are issues in lieu of cash remuneration entitlement. The issue of these options required shareholder approval. If
shareholder approval is not given, a lump sum cash payment will be paid. The total accumulated value of options
that may be issued as at 31 December 2021 was $60,000.
No person entitled to exercise the options had or has any right by virtue of the option to participate in any share
issue of the Company or of any other entities.
Details of options granted to directors and key management personnel are disclosed on the Remuneration Report
on page 79 - 97. In addition, the following options were granted to officers who are among the five highest
remunerated officers of the Company and the Group, but are not key management personnel and hence not
disclosed in the remuneration report:
Name of officer
Grant date
Pierre Julien - EVP Americas Region
14 May 2020
31 December 2020
29 June 2021
Darren Naylor - EVP APAC Region
31 December 2020
29 June 2021
SHARES ISSUED ON THE EXERCISE OF OPTIONS
Exercise
price of
options
Number
of options
granted
$0.00
$0.00
$0.00
$0.00
$0.00
25,000
79,732
23,585
79,732
70,755
There were no ordinary shares of DRA Global Limited issued on the exercise of options during the year ended
31 December 2021 and up to the date of this report.
INDEMNITY AND INSURANCE OF OFFICERS
In accordance with the constitution, except as may be prohibited by the Corporations Act 2001 every officer of the
Group shall be indemnified out of the property of the Group against any liability incurred by him or her in his or
her capacity as officer of the Group or any related corporation in respect of any act or omission whatsoever and
howsoever occurring or in defending any proceedings, whether civil or criminal. The contracts of insurance contain
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confidentiality provisions that preclude disclosure of the premiums paid, the nature of the liability covered by the
policies, the limit of liability and the name of the insurer.
INDEMNITY AND INSURANCE OF AUDITOR
To the extent permitted by law, the Company has agreed to indemnify its auditor BDO Audit (WA) Pty Ltd, as part
of the terms of its audit engagement agreement against claims by third parties arising from DRA Global Limited’s
breach of their agreement. No payment has been made to indemnify BDO Audit (WA) Pty Ltd during or since the
end of the financial year.
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings
on behalf of the Company, or to intervene in any proceedings to which the Company is a party for the purpose of
taking responsibility on behalf of the Company for all or part of those proceedings.
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 38 to the financial statements.
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.
The Directors are of the opinion that the services as disclosed in note 38 to the financial statements do not
compromise the external auditor’s independence requirements of the Corporations Act 2001 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.
AUDITOR’S INDEPENDENCE DECLARATION
The auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on
page 163.
REMUNERATION REPORT (AUDITED)
The audited remuneration report is set out on pages 79 - 97 and forms part of this Directors’ report.
ROUNDING OF AMOUNTS
The Company is of a kind referred to in Corporations 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 Corporations Instrument to the nearest thousand dollars (K), or in certain cases, the nearest dollar.
This report is made in accordance with a resolution of the Board of Directors.
Peter Mansell
Chairperson
25 February 2022
Andrew Naudé
Chief Executive Officer
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REMUNERATION REPORT
LETTER FROM THE CHAIR OF THE PEOPLE, CULTURE & REMUNERATION COMMITTEE
Dear Shareholders
On behalf of the Board, I am pleased to present DRA’s Remuneration Report for the financial year ended 31 December
2021.
During FY2021 our industry experienced rapid changes and we, much like our clients and competitors, had to
learn and adapt quickly. COVID-19 remained a source of uncertainty in FY2021 and continues to have widespread
impacts, not least by imposing significant strains on the wellbeing of many of our people.
The safety and wellbeing of our people is our top priority. Despite the challenges of COVID-19, our people have
shown resilience and rallied to support each other. We have put a spotlight on mental health and provided support
through our Employee Assistance Program and created a network of Mental Health First Aiders to support all of our
people during these challenging times.
DRA’s safety performance for FY2021 was:
• 0.173 Lost Time Injury Frequency Rate – a 30% improvement from FY2020
• 0.779 Total Recordable Incidents Frequency Rate – an 8% increase from FY2020 and an area of significant focus
going forward as we continue working to embed safety behavioural changes
An emerging industry trend is the war for talent. Border closures and attitude shifts towards permanent flexible
working arrangements have also contributed to retention and attraction challenges. We fully expect attracting
and retaining talent to remain a serious challenge in FY2022 and beyond. As a result, we are seeing skills shortages
and signs of increasing wage inflation across all the geographies in which we operate. We are working hard to
mitigate the talent risk through designing competitive remuneration packages and are putting significant focus
on leadership development and employee engagement.
DRA remains a people business and the capabilities of our people are our greatest asset. More than ever, we are
committed to developing our people and supporting them so they can thrive.
BUSINESS OUTCOMES
FY2021 was a year of intense change, development and achievement for the Group. The period has seen DRA
become a publicly listed company on both the Australian Securities and Johannesburg Stock Exchanges in July
2021. All of our people played an important role in preparing the Company to transition from an unlisted to a listed
company. There was a significant amount of work that went into achieving this goal and I thank our people for their
efforts.
We looked to the future and went to market with our distinct advisory services offering along with growing our
underground mining capability. We have nurtured client relationships and delivered major projects including the
Kamoa-Kakula Copper Project in the Democratic Republic of Congo, the Carmichael Coal Handling and Preparation
Plant Project in Australia, the Tri-K Gold Project in Guinea and the Quellaveco Copper Project in Peru.
We also achieved target earnings in line with guidance disclosed in the prospectus prepared as part of our IPO.
Our underlying EBITA for FY2021 was $62.1M, a 5.4% increase over FY2020, with basic earnings per share (excluding
revaluation of UPRs) increasing to 64.53 cents per share (cps) up from 27.90 cps.
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KMP REMUNERATION OUTCOMES
Prior to the setting of our remuneration strategies, we engaged remuneration consultants in Australia and South
Africa to benchmark the remuneration of DRA’s Executive Key Management Personnel (KMP) against a peer group
of companies. In FY2020 we introduced a balanced scorecard consistent with market best practice as advised by
our remuneration consultants to measure Group and Executive KMP short-term performance and continued its
use to measure our achievements in FY2021. The scorecard includes financial and non-financial measures that are
weighted to reflect our short term and strategic objectives.
• Short-term incentive plan (STIP)
The twelve-month period to 31 December 2021 has seen positive outcomes which have subsequently resulted in
the Executive KMP at-risk variable STIP outcome of 55% of maximum opportunity awarded to the CEO and 45-50%
of maximum opportunity awarded to other Executive KMP.
• Long-term incentive plan (LTIP)
No Executive KMP at-risk LTIP grants vested during FY2021. The first DRA LTIP award will vest on 31 March 2023 only if
performance criteria are achieved.
• Executive Fixed Remuneration
Benchmarking of CEO and Executive KMP remuneration has been completed against peer companies, with
adjustments made to executive fixed remuneration to ensure the Company is providing market competitive
conditions and retains its Executive KMP. This was achieved using benchmarking data from BDO Reward and PwC
Rem Channel to ensure we have appropriate salaries in both Australia and internationally.
LOOKING FORWARD
CHANGES FROM 1 JANUARY 2022
• Non-Executive Director remuneration
Non-Executive Director (NED) remuneration was set ahead of DRA’s IPO and listing and the Board has agreed
a three year review cycle with a remuneration consultant to be engaged to ensure alignment with the market.
There will be no change in NED remuneration for FY2022.
• Executive Fixed Remuneration
Increases to fixed remuneration of Executive KMP has been approved for FY2022 after the Board considered
the responsibilities of the roles, performance of the individuals and benchmarking against a group of peer
companies. The increases range between 2-4%.
Now that DRA is listed on the ASX, this remuneration report is required to be voted on by shareholders at the annual
general meeting in May 2022. This is a non-binding advisory vote, introduced with the objectives to increase levels
of transparency and accountability on remuneration arrangements, strengthen alignment of remuneration with
performance, and provide for greater shareholder engagement and feedback on remuneration matters. This vote
has no effect to ratify past or approve future remuneration arrangements for KMP but provides a direct means for
shareholders to express their view on DRA’s remuneration practices. The feedback received from this vote will form
one of many considerations when DRA’s KMP remuneration arrangements are next determined.
Thank you to all of our people for their efforts during FY2021 and to Andrew, Adam and Alistair for leading the
Company to achieve great results during a challenging period of significant change both globally and for DRA. On
behalf of the People, Culture and Remuneration Committee, I would like to recognise the exceptional performance
from all of our people as they navigated the challenges and constraints that have been imposed upon us by the
COVID-19 pandemic.
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Thank you to our shareholders for your continued support during the year, we welcome your feedback and
comments on this report.
Yours sincerely
Remuneration Report
Les Guthrie
Chairperson – People, Culture & Remuneration Committee
INTRODUCTION
The Remuneration report details the remuneration arrangements for KMP who are defined as those persons having
authority and responsibility for planning, directing and controlling the major activities of the Company, directly or
indirectly, including any Director (whether executive or otherwise) of the Company.
The KMP of the Company during FY2021 and appointed subsequent to the period end, comprise Directors and
certain members of senior management detailed below. There were a number of changes to the Directors of DRA
during 2021 as a result of the exit of Stockdale Street as a major shareholder and the resignation of their nominee
Directors together with other changes to position the Board for DRA’s transition to a listed company. Each KMP was
a KMP for entire period unless otherwise stated:
Directors
Peter Mansell
Andrew Naudé
Kathleen Bozanic
Lee (Les) Guthrie
Non-Executive Chairman
Managing Director & Chief Executive Officer (CEO)
Non-Executive Director
Non-Executive Director
Paulus (Paul) Lombard
Non-Executive Director (appointed 1 May 2021)
Kenneth Thomas
Rafael Eliasov
Jean Nel
Leon Uys
Non-Executive Director (resigned 11 January 2021)
Non-Executive Director (resigned 28 January 2021)
Non-Executive Director (resigned 29 January 2021)
Non-Executive Director (resigned 4 May 2021)
Jonathan (Johnny) Velloza*
Non-Executive Director (appointed 1 January 2022)
Executive KMP
Adam Buckler
Chief Financial Officer (CFO)
Alistair Hodgkinson
Chief Operating Officer (COO)**
Greg McRostie
Executive Director (resigned as a Director and KMP on 4 May 2021, and as an employee on 11
June 2021)
* Jonathan Velloza did not receive any remuneration during FY2021 and as such his remuneration is not included
in the report but he receives remuneration on the same terms as the other South African resident Non-Executive
Director, Paul Lombard, including receiving a cash payment in lieu of superannuation.
** Alistair Hodgkinson was a member of KMP in FY2020 and FY2021, and during this time was promoted to COO on
1 June 2021.
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1. REMUNERATION GOVERNANCE
1.1. PEOPLE, CULTURE AND REMUNERATION COMMITTEE
The Board has established the People, Culture and Remuneration Committee (the Committee) which in 2022
is comprised of four independent NEDs. The Committee’s role is to assist the Board to fulfil its responsibilities in
respect of a range of people, culture and remuneration matters, including the establishment of remuneration
strategies and practices that attract and retain high quality people, and recognising and rewarding performance
that is aligned with long-term stakeholder interests and oversight of KMP remuneration arrangements.
The Board, after considering recommendations from the Committee, approves the remuneration arrangements of
Executive KMP, and all awards (including those subject to performance conditions and therefore not guaranteed to
be awarded to Executive KMP) made under the at-risk short-term incentive (STI) and long-term incentive (LTI) plans.
The Board also proposes the aggregate remuneration of NEDs for shareholder approval, and sets remuneration for
individual NEDs.
The Committee meets regularly throughout the year, with external consultants and senior management (e.g. the
CEO and Chief People Officer) attending Committee meetings by invitation where their input is required. Executive
KMPs are not present during any Committee discussions about their own remuneration arrangements.
1.2 USE OF REMUNERATION CONSULTANTS
During the financial year ended 31 December 2021, the Committee engaged the following remuneration consultants
to assist it to fulfil its responsibilities and to provide independent advice on remuneration arrangements. Neither
consultant made a recommendation as to KMP remuneration.
• BDO Reward Pty Ltd received $35,420 (2020: $153,500) to review existing Executive KMP remuneration structures
in comparison to a relevant peer and competitor group, and to provide Australian external benchmarking and
market insights for KMP remuneration.
• PwC Rem Channel received $17,261 to provide South African external benchmarking for Executive KMP
remuneration.
An agreed set of protocols exist to ensure that the work and advice of remuneration consultants are free from
any undue influence from Executive KMP. The protocols include Committee approval for the appointment of any
consultant following its assessment of the consultant’s independence and competence, ensuring communications
between the Committee, the HR team and the consultant occur only through designated people, and limiting
distribution of any advice received from a consultant to those members of management who require the advice in
order to effectively undertake their role.
1.3. ADOPTION OF THE REMUNERATION REPORT AT THE ANNUAL GENERAL MEETING (AGM)
The Corporations Act 2001 requires that publicly listed companies include a remuneration report in each annual
directors’ report, which details the company’s remuneration practices and arrangements, and the compensation
paid to KMP during the relevant reporting period. The remuneration report must also be voted on by shareholders
(excluding the votes of any KMP and their associates) at the company’s annual general meeting by way of a
non-binding advisory vote. The objective of these legislative provisions is to increase levels of transparency and
accountability on remuneration arrangements, strengthen alignment of remuneration with performance, and
provide for greater shareholder engagement and feedback on remuneration matters.
The annual vote of shareholders on the remuneration report is advisory and non-binding on a company’s directors.
However, if a company receives a ‘no’ vote on the remuneration report of 25% or more at an annual general
meeting, then the company must include in its next remuneration report an explanation of whether and to what
extent shareholders’ concerns about its remuneration arrangements have been taken into account. If a company
receives ‘no’ votes on the remuneration report of 25% or more at two consecutive AGMs, then the shareholders must
vote at that same AGM whether the directors (excluding the Managing Director) need to stand for re-election at a
general meeting to be held within 90 days. The ‘spill’ vote is only passed if 50% or more of eligible votes cast vote
‘yes’ and, while the votes of KMP and their associates are excluded from the non-binding votes on the remuneration
report, they are not excluded from the ‘spill’ vote.
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The Company was not required under the Corporations Act 2001 to put its FY2020 remuneration report to the
shareholder vote at its FY2021 AGM in May 2021 as it was not a listed company at that time. This FY2021 remuneration
report will be subject to the non-binding advisory vote at the Company’s AGM in May 2022.
2. KMP REMUNERATION
2.1. REMUNERATION PHILOSOPHY AND PRINCIPLES
The Board recognises that the performance of the Company depends on the quality of its employees, including
its KMP. The Company’s remuneration philosophy is to attract, motivate and retain talented and high performing
people with appropriate remuneration packages including fixed and at-risk variable components that are market
and business aligned.
The objectives of the Company’s Executive KMP remuneration structure are to:
• align employee and shareholder interests by linking reward to the Group’s long-term strategy and growth in
shareholder returns;
• attract and retain high calibre people through market competitive remuneration;
• reflect good corporate governance aligned to the Company’s values and risk appetite; and
• ensure fair reward for performance against agreed short and long-term objectives.
The Company benchmarks fixed remuneration against the median of relevant markets for talent (in consideration
of country and industry sectors) and conducts internal parity comparisons. Consistent with market practice, the
Company sets a pay range for each job level comprising a midpoint, minimum and maximum where the midpoint
represents the target total fixed remuneration rate for a fully proficient job incumbent and is set based on DRA’s
desired market position for TFR – the median of the market. Executive KMP can be remunerated within the pay
range applicable to their role depending on factors such as skills and experience, and the Company’s retention
and attraction needs. The setting of TFR above the maximum of relevant pay range may be warranted in certain
circumstances related to labour and skills shortages. While fixed remuneration is benchmarked against the 50th
percentile, total remuneration including at-risk components is benchmarked against the 75th percentile. This
allows DRA to attract and retain high calibre employees by rewarding them for high performance.
2.2. EXECUTIVE KMP REMUNERATION STRUCTURE
Executive KMP remuneration is comprised of both fixed and at-risk variable remuneration components. The at-
risk variable remuneration component is delivered through the STI and the LTI. The purpose of each remuneration
component, how each component is delivered and how each component links to performance is summarised in
the table below:
Remuneration
Component
Purpose
Delivered through
Link to Performance
Fixed
Remuneration
To provide market competitive, cost
effective and fair guaranteed fixed
remuneration, appropriate to the position
and proficiency of the individual to attract,
retain and motivate employees
Base salary,
superannuation/
pension contribution
and other benefits
Fixed remuneration is reviewed annually
to ensure market competitiveness, and
individual performance/proficiency is used
to guide position against benchmarks
STI Plan
LTI Plan
To incentivise for the achievement of
annual objectives and sustained business
value
Annual cash bonus
unless determined
an alternative form
will be awarded
To serve as a retention mechanism and
to reward for long-term performance
and shareholder value creation and to
encourage ownership behaviours
Annual award of
share options under
the Company’s
Incentive Option
Plan
STI payments are awarded based on
Company performance against specific
annual KPIs and targets that are a priority
for a financial year. KPIs have been
developed on the pillars of safety and
operational performance, people and
culture, shareholder value and clients
Vesting is dependent on Company
performance of total shareholder return
(TSR) and earning per share (EPS) growth,
measured over a three year period. This
aligns the interest of employees with long-
term shareholder value creation
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2.2.1. EXECUTIVE KMP REMUNERATION MIX
The proportion of Executive KMP fixed remuneration and at-risk variable remuneration is determined by the
Committee considering the position and responsibilities of each Executive KMP annually, in comparison to a
comparable market group. The comparable market group is selected by an independent external remuneration
consultant and comprises 13 listed mining service providers of a similar size, scope and complexity to the Company
(taking into account total assets, market capitalisation, annual revenue, operational sites, employee numbers and
international operations) and with whom the Company competes for talent.
The remuneration mix for Executive KMP (excluding Non-Executive Directors) is summarised below, based on their
maximum incentive opportunity. The Board considers the remuneration mix appropriate for the Company based
on its short and long-term objectives, as well as peer group benchmarking.
CEO
34%
27%
39%
At risk
Other KMP
38%
27%
35%
0%
10%
20%
30%
40%
50%
60%
At risk
70%
80%
90%
100%
Fixed
STI
LTI
2.2.2. FIXED REMUNERATION
Executive KMP fixed remuneration is reviewed by the Committee at least annually against the comparable
market group and any changes are subject to approval by the Board. The Company aims to position total fixed
remuneration for Executive KMP around the median of the comparable market group, where the Executive KMP
member is assessed by the Board to be fully proficient in their role.
2.2.3. STI PLAN
The STI Plan is an annual at-risk cash award, designed to motivate and reward Executive KMP. The purpose of
the STI Plan is to motivate executives to achieve annual objectives and create sustained business performance.
Remuneration contemplated under the STI Plan is considered payment for performance as any payment made
under the STI Plan is considered at-risk as it is subject to the achievement of specific KPIs by the Company during
the financial year.
Payments made under the STI Plan are triggered by achieving internal EBIT and safety criteria, with performance
measured against a balanced scorecard which reflects Company objectives regarding safety, operational,
people and culture, shareholder value and client performance measures. Each year the Board sets the balanced
scorecard KPIs and targets, considering budget, company strategy and expectations, appropriate benchmarks
and economic conditions. While the majority of the STI is driven by balanced scorecard results there is a component
that is based on individual performance. This component provides an important method for recognising individual
goal achievement and demonstration of company values.
The CEO has a maximum at-risk STI opportunity of 80% of total fixed remuneration, while other Executive KMP have
a maximum at-risk STI opportunity of 70% of total fixed remuneration. The maximum at-risk opportunity represents
the award payable where stretch targets are achieved on every KPI.
The Board considers the recommendation of the Committee to determine the at-risk STI award (if any) to be
paid to Executive KMP in any year. No STI award is payable in the event an Executive KMP member ceases to be
employed by the Group before an STI payment is made, subject to Board discretion. The CEO does not make
recommendations to the Committee regarding his own remuneration.
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The key features of the STI Plan are detailed below.
• Eligibility – employees engaged on a permanent or fixed/maximum term contract basis who have been
employed for the full performance period of 1 January to 31 December, with a pro-rata award permitted at the
Board’s discretion for service of six or more months during the performance period.
• Performance Criteria – the following must be satisfied in order for an employee to qualify for an at-risk STI award:
– Internal trigger targets for EBIT and safety performance must be achieved;
– A participant must be employed at the time of the award; and
– A participant’s performance must ‘meet expectations’ during their performance assessment.
• Opportunity Levels – a participant’s incentive opportunity is determined by their job band as determined by the
Company’s Job Classification Framework and overall performance score.
• Award – the at-risk STI award is paid as cash, represented as a percentage of the participant’s fixed remuneration.
• Approvals – the payment of an at-risk STI award is subject to approvals by the Board or executive management
depending on the participant’s job band.
2.2.4 LTI PLAN
The LTI Plan is an annual at-risk award of share options, designed to align Executive KMP and shareholder interests,
reward Executive KMP for long-term shareholder value creation, act as an employment attraction and retention
mechanism, and encourage ownership behaviours.
Remuneration contemplated under the LTI Plan is considered at-risk payment for results as the share options vest
based on market and non-market performance conditions, measured over a three-year period.
Vesting of share options awarded under the LTI Plan is not guaranteed and is subject to absolute Total Shareholder
Returns (TSR) and average Compound Annual Growth Rate in Earnings per Share (EPS) performance, measured
over a three-year period. Target performance against these measures is set by the Board each year on award of
the options. Where threshold performance is not achieved at the end of the three year vesting period, no options
shall vest and awarded options will expire.
The CEO has a maximum at-risk LTI opportunity of 115% of total fixed remuneration, while other Executive KMP have
a maximum at-risk LTI opportunity of 90% of total fixed remuneration. The maximum at-risk opportunity represents
the value of the options awarded which could vest if stretch targets are achieved for both the TSR and EPS measure.
No options awarded under the LTI shall vest in the event that an Executive KMP member ceases to be employed by
the Company before the vesting date, subject to Board discretion.
• Performance Criteria – the following must be satisfied in order for an at-risk LTI award to vest:
– Average Compound Annual Growth Rate in EPS exceeds CPI over three years by a specified margin;
– Absolute Total Shareholder Return achieves a specified target; and
– A participant continues to be employed by the Group at the time of vesting.
• The two performance criteria are weighted 50% each and pro-rata vesting of an award will occur if only one
performance criteria is achieved.
• Opportunity Levels – a participant’s incentive opportunity is determined by their job band as determined by the
Company’s Job Classification Framework and overall performance score.
• Award – the at-risk LTI award is issued as zero exercise price options, with a value calculated as a percentage of
the participant’s fixed remuneration, which vest after three years subject to achieving the performance criteria
and must be exercised within two years of vesting.
• Approvals – the payment of an at-risk STI award is subject to approvals by the Board or executive management
depending on the participant’s job band.
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3. NON-EXECUTIVE DIRECTORS REMUNERATION
Remuneration of NEDs reflects the demands and responsibilities of their role. NED remuneration is reviewed
every three years by an external independent consultant to ensure it is appropriate and consistent with current
market expectations. The Chairperson’s remuneration is determined independently to that of other NEDs based
on comparative roles in the external market. The Chairperson is not present at any discussions relating to the
determination of their own remuneration. There was no increase in NED remuneration paid to each NED in FY2021
and there will be no increase in FY2022.
The maximum total remuneration payable to NEDs is determined periodically by a general meeting of shareholders.
The most recent determination was at the Company’s Annual General Meeting held on 20 May 2021 at which
shareholders approved an increase in the total remuneration to $900,000. The actual total remuneration currently
paid to NEDs is less than the maximum total remuneration permitted to be paid, and this provides the Company
with flexibility as to the maximum amount it may pay its NEDs considering the individual remuneration paid and
the composition of the Board.
For the period up to 30 June 2021, NEDs elected to receive 20% of their annual remuneration (excluding superannuation
and any payment made in lieu of receiving superannuation in jurisdictions where superannuation is not required
to be paid) in share options. It is proposed, subject to obtaining shareholder approval for the issue of securities
to Directors, to issue NEDs with share options in lieu of cash payment of 20% of the annual remuneration for the
period 1 July 2021 to 31 December 2022. If shareholder approval is not given then the NEDs will be paid cash for the
full amount of their annual remuneration. There is no performance condition applied to the share options issued to
NEDs on the basis that the options are issued, subject to shareholder approval, in lieu of a cash entitlement and to
promote share ownership by NEDs.
4. REMUNERATION OUTCOMES AND LINKS TO PERFORMANCE
4.1 COMPANY PERFORMANCE
DRA had a number of financial and operational achievements during 2021 ranging from launching new service
offerings to successfully completing an initial public offering and listing on stock exchanges in Australia and South
Africa and exceeding IPO prospectus guidance for earnings. Measures of DRA’s financial, operational and strategic
achievements in FY2021 are detailed below and in the Operational and Financial Overviews in the Annual Report.
DRA’s remuneration policies have been designed to be aligned to company performance to ensure ongoing
competitiveness within the market. Fixed remuneration is benchmarked at the 50th percentile keeping our fixed
cost base moderate. Additional at-risk components of remuneration are benchmarked at the 75th percentile but
are paid based on company performance and shareholder wealth. This approach allows DRA to attract, retain and
reward high performing employees including Executive KMP.
The earnings of the Group for the four years (since incorporation) to 31 December 2021 are summarised below:
Sales revenue
EBIT
Profit after tax
Share price range ($)
FY2021
$’000
FY2020
$’000
FY2019
$’000
FY2018
$’000
1,186,370
938,249
1,033,219
956,655
65,555
53,454
$4.69 -
$3.20
39,014
25,619
59,004
36,009
(39,168)
(42,129)
-
-
-
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The factors that are considered to affect shareholder value are summarised below:
Share price at financial year end ($)
Total dividends declared (cents per share)
Basic earnings per share (cents per share)
Diluted earnings per share (cents per share)
FY2021
$’000
FY2020
$’000
FY2019
$’000
3.35
-
87.20
58.87
-
-
27.90
27.79
-
-
43.78
43.78
FY2018
$’000
-
2.88
(57.22)
(57.22)
4.2. FIXED REMUNERATION CHANGES FOR FY2021 AND PROPOSED CHANGE FOR FY2022
Benchmarking of CEO and other Executive KMP salaries was completed against a comparable market group of
companies which resulted in adjustments to Executive KMP fixed remuneration to ensure the Company is providing
market competitive conditions and to ensure the retention of its Executive KMP. The total fixed remuneration of
Executive KMP changed during 2021 as follows.
• Andrew Naudé, Managing Director and CEO – increased from $750,000 for FY2020 to $783,000 for FY2021
• Adam Buckler, Chief Financial Officer – increased from $436,003 for FY2020 to $523,204 for FY2021
• Alistair Hodgkinson, Chief Operating Officer – increased from ZAR3,612,480 in FY2020 to ZAR3,977,340 for FY2021
and then to ZAR5,000,004 on appointment as COO for FY2021
As a result of changes to the Company’s operating model, the role and responsibilities of Mr Hodgkinson were
expanded following his appointment as COO and this remuneration was aligned to appropriate role-specific
market benchmarks.
Looking forward, the Board has considered the responsibilities of the executive roles, performance of the individuals
and relativity with our external market comparators. Increases to Executive KMP fixed remuneration will be in the
range between 2 – 4% in FY2022. The Board is satisfied that CEO remuneration is well within the market average and
not excessive relative to other Executive KMP and members of management. It should be noted that remuneration
benchmarks are country specific and reflect cost of living differentials.
4.3 STI OUTCOMES FOR FY2021
Payments made under the at-risk STI Plan are triggered by achieving two overarching performance hurdles for EBIT
and safety. The Company achieved both hurdles for FY2021.
Overall performance is measured against a balanced scorecard. The balanced scorecard approach is used
as a framework for measuring the Company’s performance against a balanced and diverse range of financial
and non-financial performance measures that reflect the Company’s strategic objectives, and focus employee
performance on both short and long-term success. The performance conditions selected for use in the balanced
scorecard were selected as they are each directly linked to the agreed goals for a performance period determined
to progress execution of the Company’s strategy. The level of performance achieved for each measure is objectively
assessed against data collected by the Company and reviewed by senior management.
The balanced scorecard assesses the Group’s performance, and the extent to which each selected measure was
achieved. For performance against a measure to contribute to an at-risk STI payment, a threshold measure of
performance must be achieved which results in an 80% weighted score for that measure. Where target performance
is achieved the measure receives a 100% weighted score, and where stretch performance is achieved the measure
receives a 120% weighted score. Accordingly, the Group must achieve at least 80% performance against the
scorecard measures to trigger the minimum value of an at-risk STI payment.
If Group performance achieves the threshold weighted score then, subject to individual contribution, performance
against individual deliverables and the leadership skills demonstrated and contribution to leading culture by the
Executive KMP and Board discretion, the Executive KMP member will receive the minimum value of the at-risk STI
payment. An at-risk STI payment is scaled up to its maximum value (80% of total fixed remuneration for the
CEO and 70% for other Executive KMP) if Group performance achieves stretch performance against all scorecard
measures.
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BSC Pillar -
Why?
Weighting
@ target
Goal
Measurement
Safety &
Operational
Performance
30.0%
Weighted
Score
31.0%
Threshold
Target
Stretch
1
2
Maintain a
safe work
environment
Operational
excellence
and delivery
Industry benchmark in
workforce safety – Lost
Time Injury Frequency
Rate (LTIFR) and Total
Recordable Injury
Frequency Rate (TRIFR)
- equal weightings
Deliver our promise
against client project
objectives
Engineering for
safety in design
and innovation
improvements
LTIFR internal targets
TRIFR internal
targets
ISO compliance by
31/12/2021
Achievement
against internal
agreed project
targets regarding
project scope,
managing
client’s budget,
schedule and zero
environmental
impact
Establish and
implement a safety
in design and
innovation process
•
People & Culture
25.0%
21.2%
3
4
5
6
Sustained
employee
engagement
& wellbeing
Drive a
performance
driven culture
Develop and
retain top
talent
Build and
promote a
diverse and
inclusive
workforce
A culture where
employees feel
motivated and their
work is valued.
DRA-wide approach
to performance
management and
people engagement,
connecting our
strategy to the goals
and aspirations of our
people
Building skills for the
future – recruitment
and retention of key
skills and talent
Accelerate the
recruitment,
development and
retention of women
*South Africa specific –
retain B-BBEE status
FY2021 Engagement
Survey results
Performance
reviews completed
Development plans
agreed
Succession plans
developed
% of vacant
qualifying positions
in 2021 filled by
female candidates
Retain B-BBEE status
Shareholder Value
30.0%
29.9%
Deliver on
financial
commitments
& total
shareholder
return
Effective cash
management
7
8
Clients
15.0%
9
10
Preferred
choice for
target clients
Secure and
predictable
sales pipeline
Total
100%
Deliver financial
returns (EBIT)
Internal targets
•
Achieve target days
sales outstanding
(DSO) and liquidity
platform
Conversion of key
client pursuits (blue
chip companies,
multi-asset owners
and other high value
clients)
Secured backlog
and/or qualified near
term pipeline for the
following year
Achievement of
budgeted DSO
% conversion of key
pursuits won
Backlog/qualified
pipeline as a % of
the FY2022 budget
17.4%
6.0%
11.4%
99.5%
•
•
•
•
•
•
•
•
•
•
•
•
•
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STI outcomes for Executive KMP in relation to FY2021 are outlined below:
Performance
STI Awarded
STI Awarded (1)
Target
Achieved
Fixed
Remuneration
Fixed
Remuneration
Percentage
of Max STI
Opportunity
Percentage
of Max STI
Opportunity
Awarded
Forfeited
%
99.5
99.5
99.5
-
%
55
50
45
-
$
430,650
261,602
194,371(2)
-
%
68.75
71.43
64.29
-
%
31.25
28.57
35.71
100.0
Andrew Naudé
Adam Buckler
Alistair Hodgkinson
Greg McRostie (3)
(1) Awards are accrued in FY2021 and will be paid by May 2022, after the end of the financial and performance
period.
(2) ZAR2,250,000
(3) Mr McRostie resigned as a Director and KMP on 4 May 2021 and as an employee on 11 June 2021, and therefore is
not eligible to participate in the FY2021 STI.
4.4 LTI OUTCOMES FOR FY2021
The earliest date that share options issued to date as at-risk LTI awards vest is March 2023, and accordingly no
share options have vested nor been exercised at this time.
5. EXECUTIVE KMP EMPLOYMENT CONTRACTS
Remuneration and other terms of employment for Executive KMP are formalised in employment contracts. The
following outlines the details of contracts with executives:
CEO
The CEO is employed under a contract not for any fixed term and which can be terminated with notice by either the
Company or the CEO. Under the terms of the present contract:
• The CEO receives fixed remuneration of $783,000 per annum.
• The CEO’s target at-risk STI opportunity is 50% of fixed remuneration and maximum at-risk STI opportunity is 80%
of total fixed remuneration.
• The CEO is eligible to participate in the LTI Plan on terms determined by the Board, subject to receiving any
required or appropriate shareholder approval.
OTHER EXECUTIVE KMP
The other Executive KMP are employed under a contract not for any fixed term and which can be terminated with
notice by either the Company or themselves. Under the terms of their present contracts:
• The other Executive KMP fixed remuneration ranges from $405,000 to $523,000 per annum.
• The other Executive KMP’s target at-risk STI opportunity is 45% of fixed remuneration and maximum at-risk STI
opportunity is 70% of total fixed remuneration.
• The other executives are eligible to participate in the LTI Plan on terms determined by the Board, subject to
receiving any required or appropriate shareholder approval.
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TERMINATION PROVISIONS
The CEO and Executive KMP termination provisions are as follows:
Resignation
Termination with cause
Termination without cause
CEO
12 months’ notice
No notice
The period from when notice
is given until 1 June 2023, and
thereafter 12 months' notice
Other Executive KMP
3-6 months’ notice
No notice
3-6 months’ notice
Should executives not provide sufficient notice, they will forfeit the monetary equivalent (calculated based on
fixed remuneration) of any shortfall in the notice period. Executive KMP entitlement to unvested LTI equity awards
lapse in the event that they cease to be employed by the Group. Executive KMP have no entitlement to termination
payments in the event of removal for misconduct.
6. DETAILS OF REMUNERATION
Details of the remuneration of Executive KMP of the Group are set out in the following tables:
FY2021
Fixed remuneration
FY2021
Variable remuneration
Cash
salary
and fees
$
Super-
annuation
$
Non-
monetary
benefits
$
Annual
and long
service
leave
$
Termination
benefits
$
Cash
bonus
(iii)
$
Equity
settled
(iv)
$
Total
Remuneration
Opportunity
$
Non-
Executive
Directors:
Peter
Mansell
Kathleen
Bozanic
Kenneth
Thomas (i)
Leon
Uys
Les
Guthrie
Rafael
Eliasov
Jean
Nel
Paul
Lombard
Executives:
Andrew
Naudé
Adam
Buckler
Alistair
Hodgkinson
Greg
McRostie (ii)
192,000
18,720
96,000
9,360
25,877
-
-
-
96,000
9,360
-
-
70,080
-
-
-
761,306
22,631
501,510
22,631
405,341
-
184,802
10,847
2,332,916
93,549
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
63,926
19,823
13,687
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
48,000
24,000
(22,000)
-
258,720
129,360
3,877
-
24,000
129,360
-
-
-
-
16,000
86,080
412,500
347,109
1,607,472
261,602
168,549
974,115
194,371
273,510
886,909
-
154,888
(140,000)
(56,118)
154,419
97,436
154,888
728,473
823,050
4,230,312
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FY2020
Fixed remuneration
FY2020
Variable remuneration
Cash
salary
and fees
$
Super-
annuation
$
Non-
monetary
benefits
$
Annual
and long
service
leave
$
Termination
benefits
$
Cash
bonus
$
Equity
settled
$
Total
Remuneration
Opportunity
$
Non-
Executive
Directors:
Peter
Mansell
Kathleen
Bozanic
Kenneth
Thomas
Leon
Uys
Les
Guthrie
Rafael
Eliasov
Jean
Nel
Paul
Lombard
Executives:
Andrew
Naudé (v)
Adam
Buckler (v)
Alistair
Hodgkinson
(v)
Greg
McRostie (v)
192,000
18,240
96,000
9,120
88,000
-
-
-
96,000
9,120
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
728,997
21,348
17,460
47,664
415,000
21,348
-
30,326
315,255
-
2,177
24,562
378,997
21,348
-
10,204
2,310,249
100,524
19,637
112,756
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
48,000
258,240
24,000
22,000
-
129,120
110,000
-
24,000
129,120
-
-
17,520
-
-
-
805,650
149,924
1,771,043
218,002
65,139
749,815
384,168
142,561
868,723
320,000
56,118
786,667
1,727,820
531,742
4,802,728
(i) Resigned on 11 January 2021. Equity settled remuneration was paid out as cash salary.
(ii) Resigned as a Director and KMP on 4 May 2021. Equity settled remuneration and cash bonus were reversed in
FY2021.
(iii) Sum of FY2021 STI accrued and the difference between FY2020 STI accrued and paid.
(iv) These include all equity-settled share-based payments (vested or yet to be vested) as per Corporations
Regulation 2M.3.03(1) Item 11. These also include negative amounts for options forfeited during the year. Realised
remuneration which only included vested options have been voluntarily disclosed in section 7 of the
remuneration report. Details on status of share-based payments have also been included in section 8 of the
remuneration report. The vesting of at-risk equity settled awards is subject to achieving EPS and TSR hurdles.
(v) In FY2020, the People, Culture & Remuneration Committee made a change in the presentation of at-risk STI cash
bonus to include the approved accrued bonus for Executive KMP in relation to their performance for FY2020. As a
result of this transition, the FY2020 cash bonus included both the accrued bonus for FY2020 and the bonus paid for
FY2019 which previously were not specifically accrued for these Executive KMP.
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The proportions of remuneration which are fixed and linked to performance are as follows:
Non-Executive Directors:
Peter Mansell
Kathleen Bozanic
Kenneth Thomas
Leon Uys
Les Guthrie
Rafael Eliasov
Jean Nel
Paul Lombard
Executives:
Andrew Naudé
Adam Buckler
Alistair Hodgkinson
Greg McRostie
Fixed remuneration
At risk - STI
At risk - LTI
FY2021
FY2020
FY2021
FY2020
FY2021
FY2020
100%
100%
100%
-
100%
-
-
100%
53%
56%
47%
100%
100%
100%
100%
-
100%
-
-
-
44%
61%
37%
52%
-
-
-
-
-
-
-
-
26%
27%
22%
-
-
-
-
-
-
-
-
-
47%
30%
46%
41%
-
-
-
-
-
-
-
-
21%
17%
31%
-
-
-
-
-
-
-
-
-
9%
9%
17%
7%
The table below shows for each Executive KMP how much of their FY2021 at-risk STI cash bonus was awarded and
how much was forfeited:
FY2021 award accrued in FY2021
Andrew Naudé
Adam Buckler
Alistair Hodgkinson
Greg McRostie
FY2020 award accrued in FY2020
Andrew Naudé
Adam Buckler
Greg McRostie
Alistair Hodgkinson
Total
opportunity*
$
Awarded*
%
Awarded
$
Forfeited
%
Forfeited
$
626,400
366,242
302,355
-
68.8%
71.4%
64.2%
-
430,650
261,602
194,371
-
31.2%
28.6%
35.8%
-
195,750
104,640
107,984
-
Total
opportunity*
$
Awarded*
%
Awarded
$
Forfeited
%
Forfeited
$
626,400
305,202
280,000
224,098
68.8%
71.4%
50.0%
71.4%
430,650
218,002
140,000
160,070
31.2%
28.6%
50.0%
28.6%
195,750
87,200
140,000
64,028
* The dollar value of total opportunity is determined based on maximum at-risk STI opportunity calculated as a
percentage of Fixed Remuneration and the Awarded percentage reflects percentage of Total opportunity, and
not the actual at-risk STI opportunity. Refer to ‘Employment contracts of Executive KMP’ section for an understanding
of the maximum at-risk STI opportunities for these KMP.
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The table below shows analysis of FY2020 STI accrued in FY2020 and paid in FY2021:
Andrew Naudé *
Adam Buckler
Greg McRostie **
Alistair Hodgkinson
Awarded
$
Cash paid
$
Variance
$
430,650
218,002
140,000
160,070
412,500
218,002
18,150
-
-
140,000
160,070
-
* Minor revision to total fixed remuneration used for final payment.
** Amount forfeited as a result of resignation.
7. VOLUNTARY INFORMATION: REMUNERATION RECEIVED FOR THE YEAR ENDED 31 DECEMBER 2021
The amounts disclosed in table below as KMP remuneration for FY2021 reflect the actual benefits received by each
KMP during the reporting period. The remuneration values disclosed below have been determined as follows:
FIXED REMUNERATION
Fixed remuneration includes base salaries received, payments made to superannuation funds, the taxable value
of non-monetary benefits received and any once-off payments such as sign-on bonuses or termination benefits.
Fixed remuneration excludes any accruals of annual or long-service leave.
CASH BONUS
The cash bonus represents the sum of FY2021 STI accrued.
VESTED EQUITY SETTLED OPTIONS
The value of vested options was determined based on the intrinsic value of the options at the date of vesting, being
the difference between the fair value share price divided by the volume weighted average price of shares on that
date and the exercise price payable by the KMP.
Peter Mansell
Kathleen Bozanic
Kenneth Thomas
Leon Uys
Les Guthrie
Rafael Eliasov
Jean Nel
Paul Lombard
Andrew Naudé
Adam Buckler
Alistair Hodgkinson
Greg McRostie
Fixed
remuneration
$
Cash bonus
$
Termination
benefits
$
210,720
105,360
25,877
-
105,360
-
-
70,080
783,937
524,141
405,341
195,649
-
-
-
-
-
-
-
-
430,650
261,602
194,371
-
2,426,465
886,623
-
-
-
-
-
-
-
-
-
-
-
154,888
154,888
Vested
equity
settled
option
$
48,000
24,000
-
-
Realised
remuneration
received
$
258,720
129,360
25,877
-
24,000
129,360
-
-
16,000
-
-
-
-
-
-
86,080
1,214,587
785,743
599,712
350,537
112,000
3,579,976
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8. SHARE-BASED PAYMENTS
8.1 ISSUE OF SHARES
There were no shares issued to KMP as part of compensation during the year ended 31 December 2021.
8.2 SHARE OPTIONS
The number of share options held by KMP, including the movements in share options held during FY2021 is set out
below:
Balance at
the start of
the year
Granted
as part of
remuneration*
Exercised
Forfeited
Vested
balance at
end of the
year
Unvested
balance at
the end of the
year
Non-Executive Directors:
Peter Mansell
Kathleen Bozanic
Kenneth Thomas
Leon Uys
Les Guthrie
Rafael Eliasov
Jean Nel
Paul Lombard
Executives:
Andrew Naudé
Adam Buckler
-
-
-
-
-
-
-
-
-
-
Alistair Hodgkinson
70,000
20,283
8,491
-
-
8,491
-
-
943
415,790
203,605
172,505
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
415,790
203,605
242,505
* These options were granted from various plans during the year as part of remuneration. The fair value of these
options at grant date is calculated in accordance with AASB 2 Share-based payment. The fair value of these
options is allocated as share-based payment expense over the vesting period.
Plan
Grant date
Vesting and
exercise date
Expiry date
Exercise
price
Value per
option at
grant date
Performance
achieved
%
Vested
One-off Share
Option Plan(a)
FY2020 Share
Option Plan
(Tranche 1) (b)
(Tranche 2) (b)
FY2021 Share
Option Plan
(Tranche 1) (c)
(Tranche 2) (c)
NED Share
Option Plan(d)
14 May 2020
30 June 2022
30 June 2024
31 December 2020
31 March 2023
31 March 2025
31 December 2020
31 March 2023
31 March 2025
29 June 2021
31 March 2024
1 March 2026
29 June 2021
31 March 2024
31 March 2026
28 September 2021
28 September 2021
30 June 2023
$0
$0
$0
$0
$0
$0
$4.00
$1.66
$3.97
$1.98
$3.90
$4.24
N/A
TBD
TBD
TBD
TBD
N/A
Nil
Nil
Nil
Nil
Nil
100
TBD- To be determined, N/A - Not applicable.
(a) The Company granted a one-off share option offer to Alistair Hodgkinson and other employees on 14 May 2020.
The options will vest on 30 June 2022 subject to the employees remaining employed by the Company. The
fair value per option at grant date is determined using an internal valuation based on an earnings multiples
method and market conditions at the grant date.
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(b) FY2020 Share Option Plan was granted to certain employees including Executive KMP. The options are subject
to performance hurdles in relation to Absolute Total Shareholders’ Return (ATSR or Tranche 1) (50% of the grant
value) and Earning Per Share (EPS or Tranche 2) (50% of the grant value) over a period of three years in order
to vest. These performance hurdles are mutually exclusive so that if only one of the hurdles is satisfied, vesting
occurs for that performance hurdle. EPS performance will be assessed against compound annual growth rate
targets set by the Board. The target set for FY2020 Employee Share Plan is currently 8% compound average
growth rate. If the compound average growth rate over FY2020 to FY2022 is 8% or greater, the grant will become
100% performance qualified. A minimum of 25% or 50% will vest if at least 2% or 4% compound growth over
FY2020 to FY2022 performance period is achieved respectively. ATSR performance is measured based on 10-
day volume weighted average share price (VWAP) of the Company from date of listing and compared to the
30-day VWAP until 31 March 2023 (inclusive) assuming dividends are reinvested. If the ATSR from the date of
listing to 31 March 2023 is 8% or greater, the grant will become 100% performance qualified. A minimum of 25%
or 50% will vest if at least 2% or 4% of ATSR is achieved from the date of listing to 31 March 2023 respectively.
(c) FY2021 Share Option Plan was granted to certain employees including Executive KMP. The options are subject
to performance hurdles in relation to Absolute Total Shareholders’ Return (ATSR or Tranche 1) (50% of the grant
value) and Earning Per Share (EPS or Tranche 2) (50% of the grant value) over a period of three years in order
to vest. These performance hurdles are mutually exclusive so that if only one of the hurdles is satisfied, vesting
occurs for that performance hurdle. EPS performance will be assessed against compound annual growth rate
targets set by the Board. The target set for FY2021 Employee Share Plan is currently 8% compound average
growth rate. If the compound average growth rate over FY2021 to FY2023 is 8% or greater, the grant will become
100% performance qualified. A minimum of 25% or 50% will vest if at least 2% or 4% compound growth over
FY2021 to FY2023 performance period is achieved respectively. ATSR performance is measured based on 10-
day volume weighted average share price (VWAP) of the Company from date of listing and compared to the
30-day VWAP until 31 March 2024 (inclusive) assuming dividends are reinvested. If the ATSR from the date of
listing to 31 March 2024 is 8% or greater, the grant will become 100% performance qualified. A minimum of 25%
or 50% will vest if at least 2% or 4% of ATSR is achieved from date of listing to 31 March 2024 respectively.
(d) Certain NEDs were entitled to sacrifice the value of 20% of their annual remuneration (excluding superannuation
and any payment made in lieu of receiving superannuation in jurisdictions where superannuation is not
required to be paid) and receive that part of their remuneration through the issue of options under the DRA
Global Limited Employee Share Scheme when the Company listed on the ASX in respect of the period from their
appointment date up to 30 June 2021. There are no vesting conditions attached to these options as the options
are issued in lieu of a cash remuneration entitlement.
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213456789 Remuneration Report
9. SHAREHOLDINGS
The number of ordinary shares in the Company held during the financial year by each Director and other members
of KMP of the Group, including their related parties, is set out below:
Ordinary shares
Peter Mansell
Kathleen Bozanic
Kenneth Thomas(i)
Leon Uys(i)
Les Guthrie
Rafael Eliasov(i)
Jean Nel(i)
Paul Lombard
Andrew Naudé(ii)
Greg McRostie(i)
Adam Buckler
Alistair Hodgkinson(iii)
Balance at
the start of
the year
-
-
-
4,123,340
-
-
-
-
1,358,267
461,640
-
995,958
Additions
Disposals
Other
changes
during
year(i)
Balance at
the end of
the year
34,652
12,658
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(141,171)
-
-
(42,480)
-
-
-
-
-
-
-
-
-
-
-
-
34,652
12,658
-
N/A
-
-
-
-
1,217,096
N/A
-
953,478
6,939,205
47,310
(183,651)
-
2,217,884
(i) Ceased to be KMP during the year.
(ii) Subsequent to the end of the year, an entity associated with Andrew Naudé received 2,695,539 shares as a
result of a distribution of shares in DRA Global Limited from VMF Investments Limited to beneficiaries of the VMF
Investment Trust, a discretionary trust controlled and administered by an independent trustee, Juris Tax Ltd.
VMF Investment Trust is the sole shareholder of VMF Investments Limited. Subsequent to the end of the year,
entities associated with Mr Naudé were party to a restructuring of Mr Naudé’s interests. Mr Naudé and entities
associated with Mr Naudé hold 3,526,518 shares in DRA Global Limited as at the date of this report.
(iii) Includes 285,973 ordinary shares held subject to the terms set out in (11) below.
10. OTHER TRANSACTIONS WITH KMP
Peter Mansell, Andrew Naudé and Kathleen Bozanic are the shareholders and Directors of DRA Global SaleCo Limited
(SaleCo), SaleCo is an entity controlled by the Directors and not controlled by the Company. SaleCo is a special
purpose vehicle that has been established to facilitate the sale of DRA Shares by certain existing shareholders
during the IPO process. During the year, the Company has charged SaleCo a fee of $315,970 for the costs that it
has incurred on behalf of SaleCo as part of sales of DRA Shares from existing shareholders to new investors. The
Directors of SaleCo did not receive any additional remuneration from SaleCo or from the Company in FY2021.
11. LOANS TO KMP AND THEIR RELATED PARTIES
Loans were advanced to certain employees including Executive KMP to enable the purchase of shares in the Group
between 2014 and 2017 (Share Schemes). The Share Schemes gave rise to loan funding from certain subsidiaries of
the Group (Share Schemes Lenders) to participants in the Share Schemes (Share Schemes Loans).
In May 2021, the Company, the Share Schemes Lenders and loan holders executed agreements (Settlement
Agreements) formally recording and confirming agreement reached on 1 August 2018. On that date, the parties to
each Share Scheme Loan acknowledged and agreed to settle all amounts owing under the Loan and release the
relevant shareholder from all obligations under the Loan in consideration for the assignment by that shareholder
of all its rights and benefits to the sale proceeds from the sale or buy back of the Settlement Shares (as defined in
the share scheme sale and loan agreement) to the Lender (or its nominee).
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No Directors or their associates entered into a Settlement Agreement referenced above. VMF Investments Limited
entered into a Settlement Agreement. Family entities associated with Andrew Naudé are beneficiaries of the VMF
Trust, the shareholder of VMF Investments Limited. Andrew Naudé does not exercise control over the VMF Investment
Trust or VMF Investments Limited.
These arrangements apply to Executive KMP as follows:
Alistair Hodgkinson entered into a Settlement Agreement acknowledging and agreeing to settle all amounts owing
under a loan extended to Mr Hodgkinson in respect of his participation in the Share Schemes and release Mr
Hodgkinson from all obligations under the Loan in consideration for the assignment by Mr Hodgkinson of his rights
and benefits to the sale proceeds from the sale or buy back of the “Settlement Shares” (as defined in the Settlement
Agreements) to the Lender (or its nominee).
Balance at
the start of
the year
$
Interest paid
and payable
for the year
$
Settlement
of loan
$
Interest
not
charged
$
Exchange
difference
$
Balance at
the end of
the year
$
Highest
indebtedness
during the year
$
Alistair
Hodgkinson*
2,213,155
-
(2,213,155)
-
-
-
2,213,155
* 285,973 Settlement Shares held subject to the terms of the Settlement Agreement. The rights and benefits
associated with the Settlement Shares are assigned to the lender (or its nominee).
With respect to the Settlement Shares:
• The holder will deliver any proceeds from a dividend or distribution paid in respect of the Settlement Shares, or
from a sale of the Settlement Shares, to the lender (or its nominee);
• The holder will sell the settlement shares to a third party procured by DRA, or to DRA pursuant to a shareholder
approved share buy-back; and
• The holder will not dispose of the shares other than in accordance with the terms of the Settlement Agreement,
and a holding lock has been applied to the shares for this purpose.
There are no other transactions and balances with KMP and their related parties.
THIS CONCLUDES THE REMUNERATION REPORT, WHICH HAS BEEN AUDITED.
DRA Global Annual Report 2021 ACN 622 581 935
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213456789 Financial Statements Consolidated statement of profit or loss
FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
For the year ended 31 December 2021
Continuing operations
Revenue
Cost of sales
Gross profit
Other income
Other gains/(losses) – net
Fair value gain on Upside Participation Rights (UPRs)
Initial public offering (IPO) transaction costs
General and administrative expenses
Note
2021
$’000
2020
$’000
3
1,186,370
938,249
(980,304)
(750,211)
206,066
188,038
4
5
21
8,264
5,150
13,000
(1,892)
5,080
7,546
-
-
(165,439)
(162,017)
Share of net profit of associates accounted for using the equity method
34
406
367
Operating profit
Net finance income
Profit before income tax expense
Income tax expense
Profit after income tax expense for the year
Profit for the year is attributable to:
Non-controlling interest
Owners of DRA Global Limited
Earnings per share for profit attributable to the owners of DRA Global Limited
Basic earnings per share
Diluted earnings per share
65,555
39,014
11,399
3,111
76,954
42,125
(23,500)
(16,506)
53,454
25,619
3,454
50,000
2,474
23,145
53,454
25,619
Cents
Cents
87.20
58.87
27.90
27.79
7
8
9
9
The above consolidated statement of profit or loss should be read in conjunction with the accompanying notes
DRA Global Annual Report 2021 ACN 622 581 935
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213456789 Financial Statements Consolidated statement of other comprehensive income
CONSOLIDATED STATEMENT OF OTHER COMPREHENSIVE INCOME
For the year ended 31 December 2021
Profit after income tax expense for the year
Other comprehensive income/(loss)
2021
$’000
53,454
2020
$’000
25,619
Items that may be reclassified subsequently to profit or loss
Exchange differences on translation of foreign operations
Reclassification of exchange differences to profit or loss on closure of foreign operations
(1,161)
(35,894)
5
3,488
Other comprehensive income/(loss)for the year, net of tax
(1,156)
(32,406)
Total comprehensive income/(loss) for the year
52,298
(6,787)
Total comprehensive income/(loss) for the year is attributable to:
Non-controlling interest
Owners of DRA Global Limited
3,468
48,830
2,511
(9,298)
52,298
(6,787)
The above consolidated statement of other comprehensive income should be read in conjunction with the
accompanying notes.
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DRA Global Annual Report 2021 ACN 622 581 935
Financial Statements Consolidated statement of financial position
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 31 December 2021
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Contract assets
Inventories
Financial assets measured at fair value through profit or loss
Other financial assets measured at amortised cost
Current income tax assets
Assets of disposal groups classified as held for sale
Total current assets
Non-current assets
Trade and other receivables
Investments accounted for using the equity method
Other financial assets measured at amortised cost
Property, plant and equipment
Right-of-use assets
Intangibles
Deferred tax assets
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Contract liabilities
Interest-bearing borrowings
Leases liabilities
Current income tax liabilities
Employee benefits
Provisions
Other financial liabilities
Total current liabilities
Non-current liabilities
Interest-bearing borrowings
Leases liabilities
Deferred tax liabilities
Employee benefits
Other financial liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Retained earnings
Equity attributable to the owners of DRA Global Limited
Non-controlling interests
Total equity
Note
2021
$’000
2020
$’000
10
11
3
12
13
11
34
13
14
15
16
8
17
3
18
15
19
20
21
18
15
8
19
21
22
23
171,024
128,839
62,076
2,923
3,202
17,791
7,716
393,571
-
393,571
2,808
2,379
26,705
19,933
29,035
112,250
53,599
204,809
125,210
38,587
4,099
3,160
3,822
5,505
385,192
59
385,251
-
2,154
12,642
17,889
37,338
117,891
57,031
246,709
244,945
640,280
630,196
141,180
23,392
2,289
6,496
5,135
37,648
50,443
39,613
306,196
35,051
26,218
4,342
2,397
-
68,008
108,515
53,718
932
9,013
7,212
35,887
49,600
18,890
283,767
250
31,659
3,615
1,269
1,004
37,797
374,204
321,564
266,076
308,632
160,780
(87,840)
183,935
256,875
9,201
162,547
6,000
133,935
302,482
6,150
266,076
308,632
The above consolidated statement of financial position should be read in conjunction with the accompanying notes
DRA Global Annual Report 2021 ACN 622 581 935
101
213456789 Financial Statements Consolidated statement of changes in equity
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 31 December 2021
Balance at 1 January 2020
Profit after income tax expense for the year
Other comprehensive income/(loss) for the year, net of
tax
Total comprehensive income/(loss) for the year
Transactions with owners in their capacity as owners:
Share-based payments (note 37)
Business combinations
Put option (note 21)
Issue of ordinary shares (note 22)
Share buy-back (note 22)
Balance at 31 December 2020
Balance at 1 January 2021
Profit after income tax expense for the year
Other comprehensive income/(loss) for the year, net of
tax
Total comprehensive income/(loss) for the year
Transactions with owners in their capacity as owners:
Put option (note 21)
Issue of ordinary shares (note 22)
Share issue transaction costs (note 22)
Share buy-back (note 22)
Share-based payments (note 37)
Dividend paid by subsidiaries to minority interests
Issued
capital
$’000
162,788
Reserves
$’000
Retained
profits
$’000
Non-
controlling
interests
$’000
Total equity
$’000
55,322
110,790
3,173
332,073
-
-
-
-
-
-
3,956
(4,197)
-
23,145
2,474
25,619
(32,443)
-
37
(32,406)
(32,443)
23,145
2,511
(6,787)
2,011
-
(18,890)
-
-
-
-
-
-
-
-
466
-
-
-
2,011
466
(18,890)
3,956
(4,197)
162,547
6,000
133,935
6,150
308,632
Issued
capital
$’000
162,547
Reserves
$’000
Retained
profits
$’000
Non-
controlling
interests
$’000
Total equity
$’000
6,000
133,935
6,150
308,632
-
-
-
-
500
(2,267)
-
-
-
-
50,000
3,454
53,454
(1,170)
-
14
(1,156)
(1,170)
50,000
3,468
52,298
18,890
-
-
(114,904)
3,344
-
-
-
-
-
-
-
-
-
-
-
-
(417)
9,201
18,890
500
(2,267)
(114,904)
3,344
(417)
266,076
Balance at 31 December 2021
160,780
(87,840)
183,935
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes
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DRA Global Annual Report 2021 ACN 622 581 935
Financial Statements Consolidated statement of cash flows
CONSOLIDATED STATEMENT OF CASH FLOWS
For the year ended 31 December 2021
Cash flows from operating activities
Receipts from clients
Payments to suppliers and employees
Finance income received
Finance cost paid
Income tax paid
Net cash from operating activities
36
Cash flows from investing activities
Payments for property, plant and equipment
Proceeds from sale of property, plant and equipment and software
Payments for intellectual property and software development costs
Business combinations, net of cash acquired
Proceeds from sale of other financial assets
Loans to employees
Dividends received from associates
Net cash used in investing activities
Cash flows from financing activities
Proceeds from borrowings
Repayment of principal elements of borrowings
Repayment of principal elements of lease payments
Proceeds from issue of shares
Share issue and IPO transaction payments
Share buy-back
Net cash used in financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
Effects of exchange rate changes on cash and cash equivalents
Note
2021
$’000
2020
$’000
1,117,251
960,583
(1,078,895)
(853,627)
38,356
106,956
1,998
(3,463)
(24,162)
12,729
(12,708)
4,741
(1,358)
-
1,687
-
126
(7,512)
41,467
(4,720)
(9,262)
500
(4,114)
(64,830)
(40,959)
(35,742)
204,809
1,957
3,333
(2,390)
(6,397)
101,502
(8,373)
2,771
(1,868)
(140)
1,010
(1,946)
372
(8,174)
2,579
(2,157)
(8,456)
3,956
-
-
(4,078)
89,250
126,735
(11,176)
Cash and cash equivalents at the end of the financial year
10
171,024
204,809
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes
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213456789 Financial Statements
This page has been left blank intentionally.
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DRA Global Annual Report 2021 ACN 622 581 935
Financial Statements Notes to the consolidated financial statements
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
Note 1. Basis of preparation ............................................................................................................................................................. 106
Note 2. Operating segments ...........................................................................................................................................................107
Note 3. Revenue .........................................................................................................................................................................................110
Note 4. Other income ............................................................................................................................................................................ 113
Note 5. Other gains/(losses) – net............................................................................................................................................... 113
Note 6. Expenses .......................................................................................................................................................................................114
Note 7. Net finance income ...............................................................................................................................................................114
Note 8. Income tax ..................................................................................................................................................................................114
Note 9. Earnings per share.................................................................................................................................................................118
Note 10. Cash and cash equivalents .........................................................................................................................................120
Note 11. Trade and other receivables .........................................................................................................................................120
Note 12. Financial assets at fair value through profit or loss ...................................................................................... 121
Note 13. Other financial assets at amortised costLoans receivable .................................................................... 121
Note 14. Property, plant and equipment ..................................................................................................................................122
Note 15. Leases ..........................................................................................................................................................................................124
Note 16. Intangibles ...............................................................................................................................................................................126
Note 17. Trade and other payables .............................................................................................................................................129
Note 18. Interest-bearing borrowings .......................................................................................................................................130
Note 19. Employee Benefits ................................................................................................................................................................ 131
Note 20. Provisions..................................................................................................................................................................................132
Note 21. Other financial liabilities ..................................................................................................................................................133
Note 22. Issued capital ........................................................................................................................................................................134
Note 23. Reserves ....................................................................................................................................................................................136
Note 24. Dividends ..................................................................................................................................................................................138
Note 25. Financial instruments ......................................................................................................................................................139
Note 26. Fair value measurement of financial assets and liabilities ..................................................................144
Note 27. Contingencies .......................................................................................................................................................................145
Note 28. Commitments .......................................................................................................................................................................145
Note 29. Events after the reporting period ............................................................................................................................145
Note 30. Related party transactions ..........................................................................................................................................145
Note 31. Parent entity information................................................................................................................................................147
Note 32. Business combinations...................................................................................................................................................147
Note 33. Interests in subsidiaries ..................................................................................................................................................148
Note 34. Interests in associates ....................................................................................................................................................149
Note 35. Interests in joint operations .........................................................................................................................................150
Note 36. Cash flow information .....................................................................................................................................................150
Note 37. Share-based payments .................................................................................................................................................151
Note 38. Remuneration of auditors ............................................................................................................................................157
Note 39. New standards and interpretations ......................................................................................................................157
Note 40. Other significant accounting policies ..................................................................................................................158
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213456789 Financial Statements Notes to the consolidated financial statements
NOTE 1. BASIS OF PREPARATION
INTRODUCTION
DRA Global Limited (the Company or DRA) is a company domiciled in Australia. The consolidated financial
statements of the Company comprise the Company and its controlled entities (the Group) and the Group’s interest
in associates and joint arrangements.
DRA Global Limited is a for-profit entity for the purpose of preparing the financial statements. 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. The
consolidated financial statements of the Group also complies with International Financial Reporting Standards
(IFRS) as adopted by the International Accounting Standards Board (IASB).
The financial statements have been prepared under the historical cost convention, except for financial instruments,
property, plant and equipment that have been measured at fair value in initial accounting of a business combination.
The COVID-19 pandemic continues to impact DRA’s people, clients, supply chains and business performance in
general. The Group’s protection and prevention efforts included vaccination drives, increased hygiene and cleaning
practices and flexible working arrangements. DRA remains focused on protecting the health, wellbeing and safety
of our people whilst continuing to deliver for our clients. The pandemic had limited direct financial impact to DRA
during the financial year. The Group experienced reduced net cash flows from operating activities in the current
year due to the structure of certain commercial contracts. However the Group was able to successfully increase
revenue and net profit after tax compared to the prior year, it discontinued loss making construction services, and
agreed to partially defer repayment of amounts owed in relation to the Stockdale share buy-back agreement. The
Group’s cash balance was higher than forecasted in the IPO prospectus at $171,024K and has remaining undrawn
borrowing facilities of $55,144K to support its liquidity position.
The Group considered the impact of COVID-19 on each of its significant accounting judgements and estimates,
with the area of impairment of goodwill, expected credit loss allowances on trade receivables and contract assets,
and provision for loss making contracts being the main areas of estimation uncertainty. No further significant
estimates have been identified as a result of COVID-19, however the pandemic has created a level of heightened
uncertainty on cash flow forecasts applicable in the consideration of asset recoverability and liability recognition
for the Group.
The Group is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and
Investments Commission, relating to ‘rounding-off’. Amounts in these financial statements have been rounded
off in accordance with that Corporations Instrument to the nearest thousand dollars (K), or in certain cases, the
nearest dollar.
BASIS OF CONSOLIDATION
The consolidated financial statements comprise the financial statements of the Group. A list of significant controlled
entities (subsidiaries) at year end is contained in note 33 ‘Interests in subsidiaries’.
The financial statements of subsidiaries are prepared for the same reporting period as the parent entity, using
consistent accounting policies.
Changes in the Group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity
transactions.
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Financial Statements Notes to the consolidated financial statements
Note 1. Basis of Prepartion (continued)
FOREIGN CURRENCY TRANSLATION
The financial statements are presented in Australian dollars, which is DRA Global Limited’s functional and
presentation currency.
Transactions denominated in foreign currencies are initially recorded in the functional currency using the
exchange rate ruling at the date of the underlying transaction. Monetary assets and liabilities denominated in
foreign currencies are translated using the rate of exchange at year end. Exchange gains or losses on retranslation
are included in profit or loss.
The results and financial position of foreign operations that have a functional currency different from the
presentation currency are translated into the presentation currency as follows:
• assets and liabilities for each reporting period presented are translated at the closing rate at the reporting date,
• income and expenses for each statement of profit or loss and statement of comprehensive income are
translated at average exchange rates (unless this is not a reasonable approximation of the cumulative effect
of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates
of the transactions), and
• all resulting exchange differences are recognised in other comprehensive income.
On consolidation, exchange differences arising from the translation of any net investment in foreign entities, and
of borrowings and other financial instruments designated as hedges of such investments, are recognised in other
comprehensive income. When a foreign operation is sold or any borrowings forming part of the net investment
are repaid, the associated exchange differences are reclassified to profit or loss, as part of the gain or loss on sale.
COMPARATIVE FIGURES
Where required by the Australian Accounting Standards, comparative figures have been adjusted to conform to
changes in presentation for the current financial year.
SIGNIFICANT ACCOUNTING POLICIES
Significant accounting policies are included in the respective notes or note 40.
NOTE 2. OPERATING SEGMENTS
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating
Decision Maker (CODM) in DRA.
The CODM assesses the financial performance and position of the Group and makes strategic decisions. The CODM
consists of the Chief Executive Officer, Chief Financial Officer and Chief Operating Officer.
IDENTIFICATION OF REPORTABLE OPERATING SEGMENTS
The CODM has identified its operating segments based on the internal reports that are used in assessing
performance and in determining the allocation of resources. Operating segments are identified based on the
geographical regions of operation.
The Group aggregates two or more operating segments into a single reportable operating segment when the Group
has assessed and determined the aggregated operating segments share similar economic and geographical
characteristics, such as the type of clients for the Group’s services and similar expected growth rates and regulatory
environment.
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213456789 Financial Statements Notes to the consolidated financial statements
Note 2. Operating Segments (continued)
The Group has the following reportable segments:
• Europe, Middle East and Africa (EMEA) - this part of the business provides project and/or operation services in
the mining industries throughout EMEA.
• Asia Pacific and Americas (APAC/AMER) - this part of the business provides project and/or operation services in
the mining and energy industries in the Asia Pacific, North and South Americas.
• Group and unallocated items.
The following activities are not allocated to operating segments as they are not considered part of the core trading
operations of any segment:
– Group finance;
– Information technology;
– Origination;
– Treasury;
– Corporate secretarial; and
– Corporate development.
These amounts are presented in ‘Group and unallocated items’ in the operating segment information below. The
‘Group and unallocated items’ also include intercompany eliminations.
The performance of each segment forms the basis of all reporting to the CODM and the Board. The CODM and the
Board primarily uses Earnings Before Interest and Tax (EBIT) to assess the performance of a segment. It will also
review the assets and working capital of each segment on a regular basis. The accounting policies adopted for
internal reporting to the CODM and the Board are consistent with those adopted in the financial statements.
In reporting the EBIT to the CODM and the Board, results for the normal operations of the segment separately show
reporting of the effect of significant items of income and expenditure which may have an impact on the quality of
earnings such as depreciation, amortisation and impairment losses.
OPERATING SEGMENT INFORMATION
2021
Revenue
Segment revenue
Inter-segment revenue
Total revenue
EBIT
Net finance income/(expense)
Profit/(loss) before income tax expense
Income tax expense
Profit after income tax expense
Material items include:
Share of net profit of associates
Share-based payment expense
Expected credit loss (expense)/reversal on trade receivables and
contract assets
Fair value gain on UPRs
Depreciation expense
Amortisation expense
EMEA
$’000
APAC/
AMER
$’000
Group and
unallocated
items
$’000
Total
$’000
623,493
580,476
27,508
1,231,477
(16,148)
(1,451)
(27,508)
(45,107)
607,345
579,025
-
1,186,370
80,622
10,298
(12,132)
(1,326)
90,920
(13,458)
(2,935)
2,427
(508)
65,555
11,399
76,954
(23,500)
53,454
406
-
-
-
-
406
(3,344)
(3,344)
4,594
(967)
275
3,902
-
(7,930)
(4,480)
-
(8,531)
(133)
13,000
(1,119)
(1,064)
13,000
(17,580)
(5,677)
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Note 2. Operating Segments (continued)
2021
Assets
Segment assets
Total assets
Total assets include:
Investments in associates
Acquisition of non-current assets
Liabilities
Segment liabilities
Total liabilities
2020
Revenue
Segment revenue
Inter-segment revenue
Total revenue
EBIT
Net finance income/(expense)
Profit/(loss) before income tax expense
Income tax expense
Profit after income tax expense
Material items include:
Share of net profit of associates
Share-based payment expense
Expected credit loss (expense)/reversal on trade receivables and
contract assets
Impairment of goodwill
Depreciation expense
Amortisation expense
Assets
Segment assets
Total assets
Total assets include:
Investments in associates
Acquisition of non-current assets
Liabilities
Segment liabilities
Total liabilities
Financial Statements Notes to the consolidated financial statements
EMEA
$’000
APAC/
AMER
$’000
Group and
unallocated
items
$’000
437,803
169,903
32,574
Total
$’000
640,280
640,280
2,379
5,965
-
7,823
-
278
2,379
14,066
109,276
172,884
92,044
EMEA
$’000
APAC/
AMER
$’000
Group and
unallocated
items
$’000
374,204
374,204
Total
$’000
549,323
404,361
(11,561)
(3,874)
21,910
(21,910)
975,594
(37,345)
537,762
400,487
-
938,249
43,834
2,000
45,834
5,101
(1,304)
3,797
(9,921)
2,415
(7,506)
367
-
-
-
(2,774)
(419)
-
(6,772)
(806)
-
(8,472)
(7)
-
(2,011)
819
(5,713)
(1,635)
(8,177)
347,034
146,424
136,738
2,318
1,120
-
5,821
-
2,167
195,506
122,168
3,890
39,014
3,111
42,125
(16,506)
25,619
367
(2,011)
(2,374)
(5,713)
(16,879)
(8,990)
630,196
630,196
2,318
9,108
321,564
321,564
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213456789 Financial Statements Notes to the consolidated financial statements
NOTE 3. REVENUE
Disaggregation of revenue by major service lines and geographical regions:
2021
Revenue recognised over time:
Projects
Operations
2020
Revenue recognised over time:
Projects
Operations
Other
EMEA
$’000
APAC/
AMER
$’000
Total
$’000
309,658
297,687
306,599
272,426
616,257
570,113
607,345
579,025
1,186,370
286,201
249,128
2,433
141,598
258,889
-
427,799
508,017
2,433
537,762
400,487
938,249
RECOGNITION AND MEASUREMENT
The Group provides project and operation services to its clients. Revenue is recognised when control of the goods
or services are transferred to the client at an amount that reflects the consideration to which the Group is expected
to be entitled in exchange for those goods or services. The Group has generally concluded that it is the principal
in its revenue arrangements because it typically controls the goods and services before transferring them to the
client.
PROJECT REVENUE
The Group derives project revenue through provision of consulting services that includes the assessment of
mineral projects through the completion of feasibility studies and design and construction of mineral process
plants. These activities involve extensive engineering expertise in the engineering disciplines of process, electrical
and instrumentation, mechanical, civil, structural and infrastructure as well as the associated disciplines of project
management, materials handling and procurement.
These projects generally contain one performance obligation due to the highly integrated activities, that in
combination, forms the deliverable of the contract for the client. The activities cannot easily be distinguished from
one another. In rare circumstances, some projects will have multiple performance obligations. For these contracts,
the total value of the contract will be allocated to the individual performance obligations based on a standalone
selling price.
Work is typically performed on assets that are controlled by the client or on assets that have no alternative use
to the Group, with the Group having right to payment for performance to date. As performance obligations are
satisfied over time, project revenue is recognised over time using input methods such as labour hours expended
or costs incurred.
OPERATION REVENUE
The Group derives operation revenue from fixed term contracts involving the operation and maintenance of
mineral process plants, which includes associated services relating to metallurgical quality management, control
and analysis as well as process optimisation.
Under these contracts, the services are delivered through the provision of labour and specialist capabilities in
systems integration, recruitment and human resource management, skills development and training, purchasing
and cost control, stores and asset management, health and safety and environmental management. These
services provided are the performance obligation in respect of each contract.
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Note 3. Revenue (continued)
Financial Statements Notes to the consolidated financial statements
The contracts are typically structured at a fixed price per month over the contract period. Additional costs incurred
on behalf of a client on an ad hoc basis are recoverable from the client on a reimbursable basis. These additional
costs are a separate distinct performance obligation per the contract.
Performance obligations are fulfilled over time as the Group largely enhances assets which the client controls.
Operation revenue is recognised when the services are rendered based on the amount of the expected transaction
price allocated to each performance obligation noted above, Typically this is based a schedule of rates or a cost-
plus basis.
Clients are generally invoiced monthly as per the structure of the contract, which are aligned with the stand-alone
selling prices for each performance obligation. Payment is received following invoice on normal commercial terms.
COSTS TO FULFIL A CONTRACT
Costs incurred prior to the commencement of a contract may arise due to mobilisation or site setup costs. Where
these costs are expected to be recovered, they are capitalised and amortised over the course of the contract
consistent with the transfer of service to the client.
VARIABLE CONSIDERATION
It is common for contracts to include performance bonuses or penalties assessed against the timeliness or cost
effectiveness of work completed or other performance related indicators. Where consideration in respect of a
contract is variable, the expected value of revenue is only recognised when any uncertainty associated with the
variable consideration is subsequently resolved.
Variable consideration is typically billed based on the achievability of agreed metrics based on clearly defined
parameters. Once achieved, the Group will bill the client for the agreed amount.
In relation to variable consideration, the expected value of revenue is only recognised when it is highly probable
that a significant reversal will not occur. Expected revenue is recognised consistently in a contract based on the
expected value method or the most likely amount method whichever is more appropriate.
Certain contracts are subject to claims which are enforceable under the contract. If the claim does not result
in any additional goods or services, the transaction price is updated and the claim accounted for as variable
consideration.
WARRANTY AND DEFECT LIABILITY
Generally, contracts include defect and warranty periods following completion of the project. These obligations are
not deemed to be separate performance obligations and are therefore estimated and included in the total costs
of the contracts. Where required, amounts are recognised according to AASB 137 Provisions, Contingent Liabilities
and Contingent Assets.
A provision is made for the difference between the expected cost of fulfilling a contract and the expected unearned
portion of the Group’s transaction price where the forecast costs are greater than the forecast revenue.
FINANCING COMPONENTS
The Group does not expect to have any contracts where the period between the transfer of goods or services to
the client and payment by the client exceeds one year. As a consequence, the Group does not adjust any of the
transaction prices for the time value of money.
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213456789 Financial Statements Notes to the consolidated financial statements
Note 3. Revenue (continued)
CONTRACT MODIFICATION
The accounting for contract modifications is dependent on whether the contract modification is accounted for as
a separate contract or not under the principles set out in AASB 15 Revenue from Contracts with Customers (AASB
15).
The Group accounts for the modification as a separate contract if the scope of contract increases because of the
addition of promised goods and services that are distinct, and the price of the contract increases by an amount of
consideration that reflects the Group’s stand-alone selling prices of the additional promised goods or services, and
any other appropriate adjustments to that price to reflect the circumstances of the particular contract.
Other than the above, all other contract modifications are not accounted for as a separate contract. The effect
of the contract modification has on the transaction price, and on the Group‘s measure of progress towards a
complete satisfaction of the performance obligation, is recognised as an adjustment to revenue on a cumulative
basis at the date of the contract modification.
SIGNIFICANT JUDGEMENTS AND ESTIMATES
EXPECTED COSTS TO COMPLETE
For project revenue recognised using an input method based on costs incurred, management is required to
estimate the expected forecast costs to complete. Fundamental to this calculation, is a reliable estimate of the
total forecast costs to complete the project. The Group estimates its forecast costs to complete based on its budget
derived from the tender process and reassessed at each reporting period end by its project manager based on the
best available information and the current progress of the project.
VARIABLE CONSIDERATION
In determining transaction price (total contract revenue), variable consideration including bonuses, penalties,
claims, and contract variations are only included to the extent it is highly probable that a significant reversal in
revenue will not occur in the future. Each claim or contract variation, until they are approved, are subject to a
level of uncertainty, both in terms of the amounts that the customer will pay and the collection thereof, which
usually depends on the outcome of negotiations between the parties or decisions taken by judicial or arbitration
bodies. The Group considers all the relevant information for each individual claim or contract variation such as the
contract terms, business and negotiating practices of the industry. The Group’s historical experiences with similar
contracts, inputs from external and internal experts and consideration of those factors that affect the variable
consideration that are out of the control of the Group or other supporting evidence.
For the year ended 31 December 2021, the Group has recognised revenue of $14,476K (FY2020: $3,107K) being 1.2%
(FY2020: 0.3%) of total revenue recognised from unapproved claims based on the relative progress of the projects.
ASSESSMENT OF COLLECTABILITY OF CONSIDERATION FROM CUSTOMERS
In evaluating whether collectability of an amount of consideration is probable, the Group considers only the
customer’s ability and intention to pay that amount of consideration when it is due in accordance with AASB 15. If
the collectability of an amount of consideration condition is not probable, the Group shall continue to assess the
contract to determine whether the condition is subsequently met. In FY2021, $17,782K of revenue (FY2020: Nil) was
not previously recognised as revenue as a result of not meeting the above condition has been recognised in the
current year.
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Financial Statements Notes to the consolidated financial statements
Note 3. Revenue (continued)
ASSETS AND LIABILITIES RELATED TO CONTRACTS WITH CLIENTS
The Group has recognised the following assets and liabilities related to contracts with clients:
Current assets
Contract assets - projects
Contract assets - operations
Expected credit loss allowance (note 25)
Current liabilities
Contract liabilities - Projects
Contract liabilities - Operations
2021
$’000
2020
$’000
32,491
30,611
(1,026)
62,076
23,037
355
23,392
25,179
13,408
-
38,587
48,507
5,211
53,718
CONTRACT ASSETS AND LIABILITIES
Contract assets and contract liabilities refer to what is commonly known as ‘unbilled or accrued revenue’ and
‘deferred revenue’ respectively. Contract assets represent the Group’s right to consideration which is conditional
on something other than the passage of time (for example, the Group’s future performance). If the Group’s right
to an amount of consideration is unconditional (other than the passage of time), the contract asset is reclassified
as a receivable.
Contract liabilities arise where payment is received from the client ahead of scheduled transfer of goods and
services transferred to the clients.
Contract assets have increased as the Group has provided services ahead of the agreed payment schedules or is
awaiting for final approval on contract variations on some of its projects.
Contract liabilities have decreased as the Group has completed the work for some of its projects where it has
received advance payments previously.
REVENUE RECOGNISED IN RELATION TO CONTRACT LIABILITIES
Revenue recognised that was included in contract liabilities at the beginning of the year
Revenue recognised from performance obligations satisfied or partially satisfied in previous periods
2021
$’000
53,718
17,782
2020
$’000
45,289
-
REMAINING PERFORMANCE OBLIGATIONS (WORK IN HAND)
Contracts which have remaining performance obligations as at 31 December 2021 are set out below:
Project revenue
Operations revenue
2021
$’000
302,077
487,938
2020
$’000
443,511
640,415
790,015
1,083,926
Contracts in different operating segments have different lengths. Revenue is typically earned over these varying
time frames. The average duration of contracts is given below:
Projects revenue
1 - 3 years
Operations revenue
1 - 5 years
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213456789 Financial Statements Notes to the consolidated financial statements
NOTE 4. OTHER INCOME
Fair value gain/loss on other financial assets measured at fair value through profit or loss
Government grants (i)
Job keeper payments
Other
Other income
2021
$’000
1,843
6,233
39
149
2020
$’000
634
954
2,832
660
8,264
5,080
(i) The Group received Employment Tax Incentive (ETI) grants from the South African government through
employing qualifying individuals involved in mining operations. There are no unfulfilled conditions or other
contingencies attaching to these grants. The ETI received has been spent on training programs to enable these
individuals to acquire relevant skills and experience.
NOTE 5. OTHER GAINS/(LOSSES) – NET
Profit on disposal of property, plant and equipment
Foreign exchange gain
Profit/(loss) of foreign currency contracts
Profit on disposal of other financial assets
Other gains/(losses) - net
2021
$’000
763
2,690
1,187
510
5,150
2020
$’000
1,053
7,421
(1,227)
299
7,546
NOTE 6. EXPENSES
Included in cost of sales and general and administrative expenses are expenses of the following nature:
Employee expenses
Expected credit loss (expense)/reversal on trade receivables and contract assets
Impairment of loan receivable measured at amortised cost
Impairment of goodwill
Share based payments
Depreciation expense of right-of-use assets
Depreciation expense of property, plant and equipment
Amortisation expense of intangible assets
Notes
2021
$’000
2020
$’000
(578,009)
(509,290)
3,902
(1,586)
(2,374)
-
-
(5,713)
(3,344)
(9,748)
(7,832)
(5,677)
(2,011)
(8,978)
(7,901)
(8,990)
25
16
37
15
14
16
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NOTE 7. NET FINANCE INCOME
Finance income
Interest income on cash deposits
Interest income on other financial assets (i)
Finance costs
Financial Statements Notes to the consolidated financial statements
2021
$’000
2020
$’000
2,106
12,756
14,862
3,030
2,471
5,501
Interest expense on interest-bearing borrowings, lease liability and other financial liabilities
(3,463)
(2,390)
Net finance income
11,399
3,111
(i) Included in finance income was an interest income recognised during FY2021 of $10,591K (FY2020: nil). The
interest income related to a loan receivable owing from a client who was placed into business rescue in FY19. The
loan receivable was not recognised previously as it did not meet the recognition criteria under the Accounting
Standards. As a result, interest income accrued on the loan receivable since FY19 was not recognised until the loan
receivable met the recognition criteria in FY2021. Refer to note 13 for further information.
NOTE 8. INCOME TAX
A) INCOME TAX EXPENSE
Income tax expense/(benefit)
Current tax on profits for the year
Adjustments for current tax of prior periods
Foreign withholding tax written off
Deferred tax - Originating and reversing temporary differences
Adjustments for deferred tax of prior periods
Aggregate income tax expense
Numerical reconciliation of income tax expense and tax at the statutory rate
Profit before income tax expense
Tax at the statutory tax rate of 30%
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Difference in overseas tax rates
Tax loss not recognised
Non-deductible expenses
Non-assessable income
Adjustments for current and deferred taxes of prior periods
Foreign withholding tax written off
Tax credits/incentives (including foreign income tax credits)
Other items
Income tax expense
2021
$’000
2020
$’000
12,559
354
1,542
8,308
737
23,500
19,029
352
4,430
(2,927)
(4,378)
16,506
76,954
42,125
23,086
12,638
(3,224)
341
4,699
(4,717)
1,091
1,542
(498)
1,180
835
1,199
3,272
(319)
(4,026)
4,430
(1,308)
(215)
23,500
16,506
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213456789 Financial Statements Notes to the consolidated financial statements
B) DEFERRED TAX BALANCES
Deferred tax assets
Deferred tax liabilities
Net deferred tax assets
Type of temporary difference:
Tax losses
Employee benefits liabilities
Allowance for expected credit losses
Contracts in progress
Lease liabilities
Property, plant and equipment and right-of-use assets
Provisions
Other items
Movements:
Opening balance
Credited/(charged) to profit or loss
Additions through business combinations
Foreign currency exchange adjustment
Closing balance
C) TAX LOSSES
Unused tax losses for which no deferred tax asset has been recognised
Potential tax benefit at statutory tax rate
Note 8. Income Tax (continued)
2021
$’000
53,599
(4,342)
2020
$’000
57,031
(3,615)
49,257
53,416
Net
deferred
tax
2021
$’000
Net
deferred
tax
2020
$’000
(Charged)/
credited to
profit
or loss
2021
$’000
(Charged)/
credited to
profit
or loss
2020
$’000
23,397
11,906
1,219
387
3,102
(6,478)
19,690
(3,966)
22,764
13,314
5,838
437
651
(5,263)
14,971
704
(1,747)
(1,944)
(4,597)
(2,898)
1,065
91
(1,389)
2,374
1,900
2,072
(776)
(1,538)
572
3,160
1,094
821
49,257
53,416
(9,045)
7,305
2021
$’000
2020
$’000
53,416
(9,045)
-
4,886
49,257
50,712
7,305
(54)
(4,547)
53,416
2021
$’000
14,698
4,005
2020
$’000
16,355
4,437
The unused tax losses were incurred by subsidiaries that are not likely to generate taxable income in the
foreseeable future. They can be carried forward indefinitely.
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Financial Statements Notes to the consolidated financial statements
Note 8. Income Tax (continued)
RECOGNITION AND MEASUREMENT
The income tax expense for the period comprises current and deferred tax.
CURRENT TAX ASSETS AND LIABILITIES
Current tax comprises normal income tax on companies. Current tax for current and prior periods is, to the extent
unpaid, recognised as a liability. If the amount already paid in respect of current and prior periods exceeds the
amount due for those periods, the excess is recognised as an asset.
Current tax liabilities/(assets) for the current and prior periods are measured at the amount expected to be paid
to/(recovered from) the tax authorities, using the tax rates and tax laws that have been enacted or substantively
enacted by the reporting date. Management periodically evaluates positions taken in tax returns with respect to
situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate
on the basis of amounts expected to be paid to the tax authorities.
DEFERRED TAX ASSETS AND LIABILITIES
A deferred tax liability is recognised for all taxable temporary differences, except to the extent that the deferred tax
liability arises from the initial recognition of an asset or liability in a transaction which, at the time of the transaction,
affects neither accounting profit nor taxable profit/(loss).
A deferred tax asset is recognised for all deductible temporary differences to the extent that it is probable that
taxable profit will be available against which the deductible temporary difference can be utilised. A deferred tax
asset is not recognised when it arises from the initial recognition of an asset or liability in a transaction at the time
of the transaction, affects neither accounting profit nor taxable profit/(loss).
A deferred tax asset is recognised for the carry forward of unused tax losses to the extent that it is probable that
future taxable profit will be available against which the unused tax losses can be utilised.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the
asset is realised or the liability is settled, based on tax rates and tax laws that have been enacted or substantively
enacted by the end of the reporting period.
Current and deferred taxes are recognised as income or an expense and included in profit or loss for the period,
except to the extent that the tax arises from:
• a transaction or event which is recognised, in the same or a different period, to other comprehensive income, or
• a business combination.
Current and deferred taxes are charged or credited to other comprehensive income if the tax relates to items that
are credited or charged, in the same or a different period, to other comprehensive income.
Current and deferred taxes are charged or credited directly to equity if the tax relates to items that are credited or
charged, in the same or a different period, directly in equity.
TAX CONSOLIDATION LEGISLATION
DRA Global Limited and its wholly-owned Australian controlled entities have implemented the tax consolidation
legislation.
The parent entity, DRA Global Limited, and the controlled entities in the tax consolidated group account for their
own current and deferred tax amounts. These tax amounts are measured as if each entity in the tax consolidated
group continues to be a stand-alone taxpayer in its own right.
In addition to its own current and deferred tax amounts, the 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 controlled
entities in the tax consolidated group.
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213456789 Financial Statements Notes to the consolidated financial statements
Note 8. Income Tax (continued)
SIGNIFICANT JUDGMENTS AND ESTIMATES
Judgement is required in determining the provision for income taxes due to the complexity of legislation. There
are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary
course of business. The Group recognises liabilities for anticipated tax audit issues based on estimates of whether
additional taxes will be due, or when the Group concludes it is not probable that the taxation authority will accept
an uncertain tax treatment. Where the final tax outcome of these matters is different from the amounts that were
initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which
such determination is made.
The Group recognises the net future tax benefit related to deferred income tax assets to the extent that it is probable
that the deductible temporary differences will reverse in the foreseeable future. Assessing the recoverability of
deferred income tax assets requires the Group to make significant estimates related to expectations of future
taxable income. Estimates of future taxable income are based on forecast cash flows from operations and the
application of existing tax laws in each jurisdiction. To the extent that future cash flows and taxable income differ
significantly from estimates, the ability of the Group to realise the net deferred tax assets recorded at the reporting
date could be impacted.
Deferred tax assets that relate to carried-forward tax losses of the Group are recognised on the basis that the
Group will satisfy applicable tax legislation requirements at the time of proposed recoupment of those tax losses.
An assessment will be performed at the time when those tax losses are utilised.
NOTE 9. EARNINGS PER SHARE
(I) EARNINGS PER SHARE
Profit after income tax
Non-controlling interest
Profit after income tax attributable to the owners of DRA Global Limited
Fair value adjustment on UPRs
2021
$’000
53,454
(3,454)
50,000
(13,000)
2020
$’000
25,619
(2,474)
23,145
-
Profit after income tax attributable to the owners of DRA Global Limited used in calculating diluted
earnings per share
37,000
23,145
Basic earnings per share
Diluted earnings per share
Cents
87.20
58.87
Cents
27.90
27.79
(II) BASIC EARNINGS PER SHARE (EXCLUDING REVALUATION OF UPRS)
Included in profit or loss is the revaluation of UPRs which is driven by the Company’s share price and the remaining
life of the UPRs. The Directors are of the opinion that any gain or loss from revaluation of UPRs is not representative
of the underlying operation of the Group. In order to provide an accurate representation of the performance of the
Group, a revised basic earnings per share which excludes the gain or loss from revaluation of UPRs is provided in
the table below:
Profit after income tax attributable to the owners of DRA Global Limited
Fair value adjustment on UPRs
Profit after income tax excluding revaluation of UPRs
Basic earnings per share (excluding revaluation of UPRs)
2021
$’000
50,000
(13,000)
37,000
Cents
64.53
2020
$’000
23,145
-
23,145
Cents
27.90
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DRA Global Annual Report 2021 ACN 622 581 935
Financial Statements Notes to the consolidated financial statements
Note 9. Earnings per share (continued)
(III) HEADLINE EARNINGS PER SHARE
The presentation of headline earnings (and per share measure) is mandated under the Listings Requirements of
the Johannesburg Stock Exchange and is calculated in accordance with Circular 1/2019, ‘Headline Earnings’, issued
by the South African Institute of Chartered Accountants.
Profit after income tax attributable to the owners of DRA Global Limited
Add back items required by Circular 1/2019:
Impairment of goodwill
Profit on disposal of property, plant and equipment
Impairment of loan receivable and other financial assets measured at amortised cost
Foreign translation currency reserve reclassified to profit
Taxation effects on adjustments
Headline earnings from continuing operations
Fair value adjustment of UPRs
Headline earnings from continuing operations used in calculating diluted earnings per share
Basic headline earnings per share
Diluted headline earnings per share
(IV) WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES
2021
$’000
50,000
-
-
(763)
1,361
5
(159)
50,444
(13,000)
37,444
Cents
87.97
59.58
2020
$’000
23,145
-
5,713
(1,053)
366
3,488
(765)
30,894
-
30,894
Cents
37.24
37.10
Number
Number
Weighted average number of ordinary shares used in calculating basic earnings per share
57,340,775
82,961,587
Adjustments for calculation of diluted earnings per share:
Options over ordinary shares
UPRs
2,782,519
313,770
2,728,655
-
Weighted average number of ordinary shares used in calculating diluted earnings per share
62,851,949
83,275,357
The above table is a reconciliation of weighted average number of ordinary shares used as the denominator in
calculating earnings per share, earnings per share (excluding valuation of UPRs) and headline earnings per share.
ACCOUNTING POLICY FOR EARNINGS PER SHARE
BASIC EPS
Basic EPS is calculated by dividing the profit attributable to owners of the Company by the weighted average
number of ordinary shares outstanding during the financial year.
DRA Global Annual Report 2021 ACN 622 581 935
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213456789 Financial Statements Notes to the consolidated financial statements
Note 9. Earnings per share (continued)
DILUTED EPS
Diluted EPS adjusts the figures used in the determination of basic EPS to take into account the weighted average
number of additional ordinary shares that would have been outstanding assuming the conversion of all dilutive
potential ordinary shares.
The adjustment for the calculation of diluted EPS in the table above does not take into account any options accrued
but not yet issued under the Non-Executive Directors Share Option Plan. The potential number of ordinary shares
that could be issued under these arrangements were excluded from the adjustment for the calculation of diluted
EPS in the table above given the number of options over ordinary shares to be issued will only be determined at a
future date based on future valuations which are unable to be reliably estimated at the date of this report.
NOTE 10. CASH AND CASH EQUIVALENTS
Cash
RESTRICTED CASH
2021
$’000
2020
$’000
171,024
204,809
The cash balance above includes issued cash-backed bank guarantees to the value of $8,650K (FY2020: $8,568K).
These cash balances are restricted and not available for general use by the Group.
RECOGNITION AND MEASUREMENT
Cash and cash equivalents comprise cash on hand and demand deposits, and other short-term highly liquid
investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of
changes in value. These are initially and subsequently recorded at fair value.
NOTE 11. TRADE AND OTHER RECEIVABLES
Current assets
Trade receivables
Less: Expected credit loss allowance
Net trade receivables
Prepayments
Withholding taxes
Other receivables
Retention debtors
Non-current assets
Retention debtors
2021
$’000
2020
$’000
118,033
144,742
(10,852)
(35,095)
107,181
109,647
12,016
1,935
4,899
2,808
128,839
5,824
1,404
3,976
4,359
125,210
2,808
-
131,647
125,210
RECOGNITION AND MEASUREMENT
Trade receivables are amounts due from clients for goods sold or services performed in the ordinary course of the
business. If collection of the amounts is expected in one year or less they are classified as current assets, otherwise
they are classified as non-current.
Refer to note 25 for further information on credit risk.
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Financial Statements Notes to the consolidated financial statements
NOTE 12. FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS
Derivative financial instruments - foreign exchange currency (FEC) contracts
Listed shares
Shares in non-listed entities
2021
$’000
-
2,536
666
3,202
2020
$’000
876
1,750
534
3,160
Refer to note 26 for further information on fair value measurement of financial assets and liabilities.
NOTE 13. OTHER FINANCIAL ASSETS AT AMORTISED COST
Current assets
Loan receivable - at amortised cost (i) (iv)
Loans to employees - at amortised cost (ii)
Other loans
Non-current assets
Loan receivable - at amortised cost (iii) (iv)
Loans to employees - at amortised cost (ii)
2021
$’000
2020
$’000
16,474
-
1,317
17,791
24,978
1,727
26,705
44,496
772
2,081
969
3,822
12,642
-
12,642
16,464
(i) Included in the loan receivables was a loan receivable of $752K (FY2020: $772K) which accrues interest at a rate
of 15% per annum secured by assets of the counterparty. The loan has been impaired to the value recoverable
from the security.
(ii) These loans accrue interest at the prime lending rate in South Africa, currently 7% per annum. In FY2021, the
repayment date of the loans were extended to 2 years from the original repayment deadline of 60 days after
listing, being July 2023.
(iii) $15,730K (FY2020: $12,642K) of this balance represents a loan subject to interest at a rate ranging from 15% -
27.78% per annum secured by assets of the counterparty. The loan is repayable no later than 6 years after the
anniversary of the loan, being June 2023.
(iv) Included in the current and non-current loan receivables was an amount totalling $26,071K owing from a client.
The client had a contract with DRA where DRA terminated the contract in FY19 as a result of non-payment.
The client was placed into business rescue in FY19. As a result, the loan receivable and its related capitalised
interest were not recognised previously as it did not meet the recognition criteria. In FY2021, the client secured
funding and re-entered into a new contract with DRA. A new loan agreement for the amount owing to DRA
previously was also entered into as a part of new contract with DRA. Consequently, the previous loan receivable
and capitalised interest have now been recognised. The loan receivable bears interest of 12% to 15% per annum
and is repayable by regular instalments until December 2023.
DRA Global Annual Report 2021 ACN 622 581 935
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213456789 Financial Statements Notes to the consolidated financial statements
NOTE 14. PROPERTY, PLANT AND EQUIPMENT
Buildings
$’000
Leasehold
improve-
ments
$’000
Plant and
equipment
$’000
Furniture
and fixtures
$’000
Motor
vehicles
$’000
Site
establish-
ment
$’000
Total
$’000
2,963
2,762
23,266
6,915
13,446
33,601
82,953
(462)
(1,474)
(18,195)
(5,373)
(11,248)
(28,312)
(65,064)
2,501
1,288
5,071
1,542
2,198
5,289
17,889
3,895
5,409
27,119
6,302
13,019
28,033
83,777
(801)
(1,483)
(20,394)
(5,868)
(11,641)
(23,657)
(63,844)
3,094
3,926
6,725
434
1,378
4,376
19,933
Balance at 31 December
2020
Cost
Accumulated
depreciation
Balance at
31 December 2021
Cost
Accumulated
depreciation
RECONCILIATIONS
Reconciliations of the net book values at the beginning and end of the current and previous financial year are set
out below:
Balance at 1 January 2020
3,361
Buildings
$’000
Leasehold
improve-
ments
$’000
Plant and
equipment
$’000
Furniture
and fixtures
$’000
Motor
vehicles
$’000
Site
establish-
ment
$’000
1,477
192
-
(6)
(53)
-
4,618
3,160
72
(36)
(492)
(52)
3,044
89
-
(6)
(55)
52
(322)
(2,199)
(1,582)
3,267
608
-
(492)
(568)
-
(617)
4,647
4,304
-
(331)
(202)
-
(3,129)
(7,901)
Total
$’000
20,414
8,371
72
(910)
(2,157)
-
5,071
1,542
2,198
5,289
17,889
1,288
3,571
(623)
36
(19)
234
(561)
4,803
(719)
110
-
763
(3,303)
116
(10)
41
-
(196)
(1,059)
3,094
3,926
6,725
434
441
(35)
178
-
(429)
(975)
1,378
3,562
(2,410)
37
-
(349)
(1,753)
12,708
(3,797)
984
(19)
-
(7,832)
4,376
19,933
18
-
(39)
(787)
-
(52)
2,501
215
-
582
-
(23)
(181)
Additions
Additions through
business combinations
Disposals
Exchange differences
Transfers in/(out)
Depreciation expense
Balance at 31 December
2020
Additions
Disposals
Exchange differences
Transfers to right-of-use
assets
Transfers in/(out)
Depreciation expense
Balance at 31 December
2021
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DRA Global Annual Report 2021 ACN 622 581 935
Financial Statements Notes to the consolidated financial statements
Note 14. Property, Plant and Equipment (continued)
RECOGNITION AND MEASUREMENT
The cost of an item of property, plant and equipment is recognised as an asset when:
• it is probable that future economic benefits associated with the item will flow to the Group; and
• the cost of the item can be measured reliably.
Property, plant and equipment is initially measured at cost.
Costs include costs incurred initially to acquire or construct an item of property, plant and equipment and costs
incurred subsequently to add to and replace part of it. If a replacement cost is recognised in the carrying amount
of an item of property, plant and equipment, the carrying amount of the replaced part is derecognised.
The initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located is
also included in the cost of property, plant and equipment, where the entity is obligated to incur such expenditure,
and where the obligation arises as a result of acquiring the asset or using it for purposes other than the production
of inventories.
Major spare parts and stand-by equipment which are expected to be used for more than one period are included
in property, plant and equipment. In addition, spare parts and stand by equipment which can only be used in
connection with an item of property, plant and equipment are accounted for as property, plant and equipment.
Major inspection costs which are a condition of the continuing use of an item of property, plant and equipment and
which meet the recognition criteria above are included as a replacement in the cost of the item of property, plant
and equipment. Any remaining inspection costs from the previous inspection are derecognised.
Property, plant and equipment is carried at cost less accumulated depreciation and any impairment losses. Refer
to note 40 for impairment policy of non-financial assets.
Property, plant and equipment are depreciated on a straight line basis over their expected useful lives to their
estimated residual value. The useful lives of items of property, plant and equipment have been assessed as follows:
Buildings
Land
Furniture and fixtures
Motor vehicles
Plant and equipment
20 - 40 years
Not depreciated
4 - 10 years
4 - 5 years
3 - 6 years
Leasehold improvements
4 - 10 years
Site establishment
Varies depending on life of mine or contract
The residual value, useful life and depreciation method of each asset are reviewed at the end of each reporting
period. If the expectations differ from previous estimates, the change is accounted for as a change in accounting
estimate.
Each part of an item of property, plant and equipment with a cost that is significant in relation to the total cost of
the item is depreciated separately.
The depreciation charge for each period is recognised in profit or loss.
The gain or loss arising from the derecognition of an item of property, plant and equipment is included in profit or
loss when the item is derecognised. The gain or loss arising from the derecognition of an item of property, plant and
equipment is determined as the difference between the net disposal proceeds, if any, and the carrying amount of
the item.
DRA Global Annual Report 2021 ACN 622 581 935
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213456789
Financial Statements Notes to the consolidated financial statements
Note 14. Property, Plant and Equipment (continued)
SIGNIFICANT JUDGMENT AND ESTIMATES
The Group depreciates or amortises its assets over their estimated useful lives. The estimation of the useful lives of
assets is based on historic performance as well as expectations about future use and therefore requires significant
judgement to be applied. The actual lives of these assets can vary depending on a variety of factors, including
technological innovation, product life cycles and maintenance programs.
Significant judgement is applied by management when determining residual values. When determining the
residual value the following factors are taken into account:
• External residual value information (if applicable)
• Internal technical assessments for complex equipment.
NOTE 15. LEASES
AMOUNTS RECOGNISED IN THE STATEMENT OF FINANCIAL POSITION
The statement of financial position shows the following amounts relating to leases:
Right-of-use assets
Buildings
Vehicles
Lease liabilities
Current
Non-current
Additions to the right-of-use assets during the year was $1,804K (FY2020: $27,222K).
AMOUNTS RECOGNISED IN THE STATEMENT OF PROFIT OR LOSS
Depreciation expense
Buildings
Vehicles
Interest expense (included in finance costs)
2021
$’000
26,491
2,544
2020
$’000
34,812
2,526
29,035
37,338
2021
2020
6,496
26,218
32,714
9,013
31,659
40,672
2021
$’000
2020
$’000
(8,803)
(945)
(9,748)
2021
$’000
(2,653)
(8,219)
(759)
(8,978)
2020
$’000
(2,173)
Expense relating to short-term, low-value and variable lease rentals (included in cost of sales, general
and administrative expenses)
(2,463)
(1,610)
The total cash outflow for leases in FY2021 was $14,295K (FY2020: $12,240K). The total cash outflow includes principal
payments, interest expense and expense relating to short-term, low-value and variable lease rentals.
124
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Financial Statements Notes to the consolidated financial statements
Note 15. Leases (continued)
RECOGNITION AND MEASUREMENT
The Group leases buildings and vehicles. Rental agreements are typically for fixed periods but may have extension
options. The lease agreements do not impose any covenants.
Leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is
available for use by the Group. Each lease payment is allocated between the liability and finance cost. The finance
cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the
remaining balance of the liability for each period.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the
net present value of the following lease payments:
• fixed payments (including in-substance fixed payments), less any lease incentives receivable;
• variable lease payment that are based on an index or a rate;
• amounts expected to be payable by the lessee under residual value guarantees;
• the exercise price of a purchase option if the lessee is reasonably certain to exercise that option; and
• payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.
The lease payments are discounted using the interest rate implicit in the lease, if that rate can be determined, or
the Group’s incremental borrowing rate.
Right-of-use assets are measured at cost comprising the following:
• the amount of the initial measurement of lease liability;
• any lease payments made at or before the commencement date less any lease incentives received;
• any initial direct costs; and
• restoration costs.
Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying asset.
If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that the Group
expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the
underlying asset. The depreciation starts at the commencement date of the lease.
The Group applies AASB 136 Impairment of Assets to determine whether a right-of-use asset is impaired. At each
reporting date, the Group assesses whether there is any indication that an asset may be impaired. No impairment
loss of right-to-use assets was recorded during the year (FY2020: nil).
Payments associated with short-term leases and leases of low-value assets are recognised as an expense in profit
or loss. Short-term leases are leases with a lease term of 12 months or less.
DRA Global Annual Report 2021 ACN 622 581 935
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213456789 Financial Statements Notes to the consolidated financial statements
NOTE 16. INTANGIBLES
Balance at 31 December 2020
Cost
Accumulated amortisation and impairment
Balance at 31 December 2021
Cost
Accumulated amortisation and impairment
RECONCILIATIONS
Goodwill
$’000
Brand
names
$’000
Computer
software
$’000
Client
relation-
ships
$’000
Total
$’000
120,549
(22,452)
98,097
120,242
(22,452)
97,790
7,248
(3,824)
3,424
7,285
(5,239)
2,046
9,978
(7,419)
2,559
39,893
177,668
(26,082)
(59,777)
13,811
117,891
10,321
39,973
177,821
(8,656)
(29,224)
(65,571)
1,665
10,749
112,250
Reconciliations of the net book values at the beginning and end of the current and prior financial year are set out
below:
Balance at 1 January 2020
Additions
Additions through business combinations (note 32)
Disposals
Exchange differences
Impairment
Amortisation expense
Client
relation-
ships
$’000
Total
$’000
19,228
138,822
Goodwill
$’000
Brand
names
$’000
Computer
software
$’000
110,281
5,535
-
1,081
-
(7,552)
(5,713)
-
-
-
(307)
-
3,778
1,868
-
(441)
(230)
-
-
-
-
(647)
-
-
(1,804)
(2,416)
(4,770)
Balance at 31 December 2020
98,097
3,424
Additions
Additions through business combinations (note 32)
Reclassified to software as a service prepayment (i)
Disposals
Exchange differences
Amortisation expense
Balance at 31 December 2021
-
1,202
-
-
(1,509)
-
97,790
-
-
-
-
38
(1,416)
2,046
2,559
1,358
-
(1,119)
(30)
15
(1,118)
1,665
13,811
-
-
-
-
81
(3,143)
10,749
1,868
1,081
(441)
(8,736)
(5,713)
(8,990)
117,891
1,358
1,202
(1,119)
(30)
(1,375)
(5,677)
112,250
(i) In April 2021, the IFRS Interpretations Committee (IFRIC) published its final agenda decision on accounting
for configuration and customisation costs in a software as a service (SaaS) arrangement further to AASB 138
Intangible Assets — Configuration or customisation of costs in a cloud computing arrangement. The Group
changed its accounting policy for configuration or customisation costs as a result of this agenda decision
for year ended 31 December 2021. $1,119K of software capitalisation has been identified as SaaS and has been
reclassified to prepayments. These SaaS expenses will be amortised over the duration of the respective contract
periods when the Group obtains access to the software provided by the suppliers. The Group has adopted the
accounting policy retrospectively but has not restated the prior corresponding period as there was no material
impact on prior period results.
126
DRA Global Annual Report 2021 ACN 622 581 935
Financial Statements Notes to the consolidated financial statements
Note 16. Intangibles (continued)
RECOGNITION AND MEASUREMENT
GOODWILL
Business combination principles apply to entities over which the Group obtains control. The Group obtains control
of a subsidiary when it becomes exposed to, or gains rights to, variable returns from its involvement with the
subsidiary and has the ability to affect those returns through its power over the subsidiary.
The Group accounts for business combinations using the acquisition method of accounting. The cost of the
business combination is measured as the aggregate of the fair values of assets given, liabilities incurred or
assumed and equity instruments issued. Costs directly attributable to the business combination are expensed
as incurred, except the costs to issue debt which are amortised as part of the effective interest and costs to issue
equity which are included in equity.
Contingent consideration is included in the cost of the combination at fair value as at the date of acquisition.
Subsequent changes to the assets, liabilities or equity which arise as a result of the contingent consideration are
not affected against goodwill, unless they are valid measurement period adjustments.
The acquiree’s identifiable assets, liabilities and contingent liabilities which meet the recognition conditions of
AASB 3 Business Combinations are recognised at their fair values at acquisition date, except for non-current assets
(or disposal group) that are acquired and classified as held-for-sale in accordance with AASB 5 Non-current
Assets Held-For-Sale and Discontinued Operations, which are recognised at fair value less costs to sell.
Contingent liabilities are only included in the identifiable assets and liabilities of the acquiree where there is a
present obligation at acquisition date.
On acquisition, the Group assesses the classification of the acquiree’s assets and liabilities and reclassifies them
where the classification is inappropriate for Group purposes. This excludes lease agreements and insurance
contracts, whose classification remains as per their inception date.
Non-controlling interest arising from a business combination is measured either at their share of the fair value of
the assets and liabilities of the acquiree or at fair value. The treatment is not an accounting policy choice but is
selected for each individual business combination, and disclosed in the note for business combinations.
In cases where the Group held a non-controlling shareholding in the acquiree prior to obtaining control, that interest
is measured to fair value as at the acquisition date. The measurement to fair value is included in profit or loss for
the year. Where the existing shareholding was classified as an available-for-sale financial asset, the cumulative
fair value adjustments previously recognised to other comprehensive income and accumulated in equity are rec-
ognised in profit or loss as a reclassification adjustment.
Goodwill is determined as the consideration paid plus the fair value of any shareholding held prior to obtaining
control; plus non-controlling interest and less the fair value of the identifiable assets and liabilities of the acquiree.
Goodwill is not amortised but is tested on an annual basis for impairment. If goodwill is assessed to be impaired,
that impairment is not subsequently reversed.
Goodwill is allocated to cash-generating units (CGU) for the purpose of impairment testing. The allocation is made
to those CGU or groups of CGU that are expected to benefit from the business combination in which the goodwill
arose. The units or groups of units are identified at the lowest level at which goodwill is monitored for internal
management purposes, being the different regions.
BRAND NAMES AND CLIENT RELATIONSHIPS
Separately acquired brand names and client relationships are shown at historical cost. Brand names and client
relationships acquired in a business combination are recognised at fair value at the acquisition date. They have a
finite useful life and are subsequently carried at cost less accumulated amortisation and impairment losses.
DRA Global Annual Report 2021 ACN 622 581 935
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213456789 Financial Statements Notes to the consolidated financial statements
Note 16. Intangibles (continued)
Identifiable intangible assets with a finite life are amortised on a straight-line basis over their expected useful life
from when the asset is ready for use. The useful lives are as follows:
Brand names
1 - 5 years
Client relationship
2 - 10 years
COMPUTER SOFTWARE
Computer software is initially measured at cost and amortised on a straight-line basis over the estimated useful
life of each asset. Impairment testing is conducted annually. Computer software is amortised on a straight-line
basis over 1 to 3 years.
SIGNIFICANT JUDGEMENTS AND ESTIMATES
RESIDUAL VALUES
Significant judgement is applied by management when determining the residual values for intangible assets.
In the event of contractual obligations in terms of which a termination consideration is payable to the Group,
management will apply a residual value to the intangible asset.
KEY ASSUMPTIONS USED FOR VALUE-IN-USE CALCULATIONS
Significant judgements and estimates on key assumptions used for value-in-use (VIU) calculations are presented
in impairment testing below.
IMPAIRMENT TESTING
The Group monitors goodwill on a CGU level.
Goodwill is attributed to:
AMER CGU
APAC CGU
EMEA CGU
2021
$’000
2020
$’000
-
41,962
55,828
97,790
-
41,962
56,135
98,097
The recoverable amount of all CGUs is based on VIU calculations, using cash flow projections covering up to a five-
year period based on forecast operating results. Cash flows beyond the five-year period are extrapolated using the
lower of the estimated industry long-term growth rates or earnings multiple approach. The recoverable amount
of each CGU exceeds its carrying amount.
The Group determines the recoverable amount, being the higher of the fair value less cost to sell and the VIU,
of individual CGUs by discounting the expected future cash flows of each CGU. The recoverable amount is then
compared to the carrying value of the CGU and an impairment loss is recognised if required.
In FY2020, an impairment charge of $5,713K was recognised to fully impair the AMER CGU goodwill.
The key assumptions used in the VIU calculations are based on the Group’s approved FY2022 forecast and the
approach to determining the recoverable amount of all CGUs in the current and previous period are:
ASSUMPTIONS
APPROACH USED TO DETERMINING VALUES
Revenue growth rate:
Relevant to the market conditions and business plan
EBIT margin:
Based on past performance and management’s expectations for the future
Long-term growth rate: Typically consistent with the long-term growth rate of the economic environment or
country within which the CGU operates
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Note 16. Intangibles (continued)
Discount rate (Pre-tax): Risk in the industry and country in which each CGU operates.
Financial Statements Notes to the consolidated financial statements
2021
AMER CGU
APAC CGU
EMEA CGU
Revenue growth rate (% annual growth rate) from FY23-FY26 (i)
EBIT margin (%) (i)
Long-term growth rate (%)
Pre-tax discount rate (%)
2020
Revenue growth rate (% annual growth rate) from FY23-FY25 (i)
EBIT margin (%)
Long-term growth rate (%)
Pre-tax discount rate (%)
(iii)
(iii)
(iii)
(iii)
3
5.0-5.4
4
19
4 - 7.8
6.9-8.4
4
23
AMER CGU
APAC CGU
EMEA CGU
(ii)
4
5.1-6.7
4.3-4.4
(ii)
15
4
18
5 - 8
8.6-11.1
4
22
(i) Revenue and EBIT margin forecasts for FY2021 to FY2022 are based on actual forecast derived from work in hand and
tender opportunities.
(ii) Cash flow projection of the AMER CGU covers a two year period.
(iii) The goodwill in the AMER CGU was fully impaired in FY2020.
SENSITIVITY TO CHANGES IN ASSUMPTIONS - APAC CGU
The recoverable amount of the APAC CGU is estimated to exceed its carrying amount at 31 December 2021 by
$39,809K.
If the pre-tax discount rate used in the VIU calculation for the APAC CGU has been 10% higher at 31 December 2021
(19% to 21%), the recoverable value would reduce by $5,629K. The change of 10% in pre-tax discount rate represents
a reasonably possible increase in the discount rate by 2% (i.e. pre-tax discount rate of 19% to 21%).
The recoverable amount of this CGU would equal its carrying amount if the following key assumption was to change:
2021
EBIT margin (%)
APAC CGU
3.1
Other than the above, the Group has considered and assessed reasonably possible changes for other key
assumptions and has not identified any in-stances that could cause the carrying amount of its CGUs to exceed
their recoverable amount.
NOTE 17. TRADE AND OTHER PAYABLES
Trade payables
Accrued expenses and contract costs
Other payroll accruals
Retention creditor
VAT/GST payable
Other payables
2021
$’000
71,190
26,093
20,767
2,123
4,851
16,156
2020
$’000
54,960
23,280
16,849
-
3,407
10,019
141,180
108,515
Trade and other payables are initially measured at fair value, and are subsequently measured at amortised cost,
using the effective interest rate method.
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213456789 Financial Statements Notes to the consolidated financial statements
NOTE 18. INTEREST-BEARING BORROWINGS
Current liabilities
Loan from non-controlling interests (i)
Other borrowings
Non-current liabilities
Bank loan (ii)
Other borrowings
2021
$’000
2020
$’000
1,146
1,143
2,289
34,894
157
35,051
37,340
689
243
932
-
250
250
1,182
(i) The loan incurs interest at the prime lending rate in South Africa of 7% per annum and is repayable on demand.
(ii) The Group has drawn down $34,555K from the Revolving Credit Facility (Facility) provided by Rand Merchant
Bank on 31 August 2021. The loan has a 3 year term with a variable interest rate (that is reset every 3 months)
plus a fixed margin. The Facility is secured by a first ranking security over the receivables, cash and insurance
proceeds of the 14 entities controlled by the Group acting as guarantors to the Facility.
The Facility is taken up at DRA Group Holdings Pty Ltd (DRAGH), a subsidiary of the Group. These financial covenants
are measured on the consolidated results and position of DRAGH which are as follows:
– Leverage ratio is less than 2 times
– Equity value of DRAGH Group is not less than ZAR 2 billion
– Interest cover ratio is not less than 4 times
DRAGH has complied with the financial covenants of its borrowing facilities during FY2021 reporting period.
Refer to note 25 for further information on interest rate and liquidity risks.
Movements in interest-bearing borrowings
Opening balance
Proceeds from borrowings
Business combinations
Repayment of borrowings (inclusive of interest)
Interest capitalised
Exchange differences
Closing balance
2021
$’000
2020
$’000
1,182
41,467
-
(5,163)
443
(589)
37,340
321
2,579
478
(2,186)
29
(39)
1,182
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DRA Global Annual Report 2021 ACN 622 581 935
Financial Statements Notes to the consolidated financial statements
Note 18. Interest-bearing borrowings (continued)
FINANCING ARRANGEMENTS
Significant borrowing facilities at the reporting date:
Total facilities
Derivative Products Trading Facility
Vehicle and Asset Finance
Revolving Credit Facility
Global Banking Facility
Used at the reporting date
Derivative Products Trading Facility
Vehicle and Asset Finance
Revolving Credit Facility
Global Banking Facility
Unused at the reporting date
Derivative Products Trading Facility
Vehicle and Asset Finance
Revolving Credit Facility
Global Banking Facility
2021
$’000
2020
$’000
27,864
10,044
34,555
17,277
23,908
6,669
39,943
13,314
89,740
83,834
-
41
34,555
-
1,470
2,908
-
-
34,596
4,378
27,864
10,003
-
17,277
55,144
22,438
3,761
39,943
13,314
79,456
RECOGNITION AND MEASUREMENT
Borrowings are initially measured at fair value, net of transaction costs incurred. Borrowings are subsequently
measured at amortised cost, using the effective interest rate method. Any difference between the proceeds (net of
transaction costs) and the settlement or redemption value is recognised over the term of the borrowings in terms
of the effective interest rate method. Borrowing costs are recognised as an expense in the period in which they are
incurred unless required to be capitalised.
Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that
it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw down
occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the
fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it
relates.
NOTE 19. EMPLOYEE BENEFITS
Current liabilities
Employee benefits liabilities
Non-current liabilities
Employee benefits liabilities
2021
$’000
2020
$’000
37,648
35,887
2,397
40,045
1,269
37,156
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213456789 Financial Statements Notes to the consolidated financial statements
Note 19. Employee benefits (continued)
RECOGNITION AND MEASUREMENT
CURRENT EMPLOYEE BENEFITS
The employee benefits liabilities for wages and salaries including non-monetary benefits, incentives, annual leave
and long service leave expected to be settled wholly within 12 months of the reporting date are measured at the
amounts expected to be paid when the liabilities are settled.
NON-CURRENT EMPLOYEE BENEFITS
The employee benefits liabilities for long service leave not expected to be settled within 12 months of the reporting
date are measured at 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 high quality corporate bonds with terms to maturity
and currency that match, as closely as possible, the estimated future cash outflows.
NOTE 20. PROVISIONS
Loss making contracts
Warranty provision
Other
2021
$’000
44,194
3,230
3,019
2020
$’000
46,870
1,964
606
50,443
49,600
MOVEMENTS IN PROVISIONS
Movements in each provision during the current and prior financial year are set out below:
2021
Opening balance
Additional provisions recognised
Amounts released
Amounts utilised
Exchange differences
Closing balance
LOSS MAKING CONTRACTS
Loss
making
contracts
$'000
Warranty
provision
$’000
46,870
792
(2,835)
(17)
(616)
1,964
2,923
(1,444)
(188)
(25)
Other
$’000
766
2,245
(60)
(20)
88
44,194
3,230
3,019
The provision for loss making contracts relates to expected unavoidable losses on projects. The calculation of
the provision is based on the additional losses expected to be incurred to complete the contracts per the agreed
scope or the compensation or penalties arising from failure to fulfil the contracts whichever is lower.
Some of these contracts are subject to disputes and claims by the clients and counter-claims by the Group. Should
the Group be successful in recovering amounts, this may result in a reduction in the loss previously recorded. The
status of these contracts and the adequacy of provisions are assessed at each reporting date. Refer to note 27 for
further information on contingencies.
WARRANTY PROVISION
The provision for warranty relates to the estimated liabilities on certain contracts still under warranty or defect
liability period at the reporting date.
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DRA Global Annual Report 2021 ACN 622 581 935
Financial Statements Notes to the consolidated financial statements
Note 20. Provisions (continued)
RECOGNITION AND MEASUREMENT
Provisions are recognised when:
• the Group has a present legal or constructive obligation as a result of a past event;
• it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation;
and
• a reliable estimate can be made of the obligation.
The amount of a provision is the present value of the expenditure expected to be required to settle the obligation.
Where some or all of the expenditure required to settle a provision is expected to be reimbursed by another party,
the reimbursement shall be recognised when it is virtually certain that reimbursement will be received if the entity
settles the obligation. The reimbursement shall be treated as a separate asset. The amount recognised for the
reimbursement shall not exceed the amount of the provision.
If an entity has a contract that is onerous, a provision is recognised when expected benefits to be derived from a
contract of meeting its obligation under the contract are less than the unavoidable costs.
Depending on the circumstances of the onerous contract, the provision is measured at either the present value of
the expected cost of terminating the contract (if permitted) or the expected net cost of completing the contract,
whichever is less.
SIGNIFICANT JUDGEMENTS AND ESTIMATES
In determining the estimate of the provision for loss making contracts, management applies judgements to estimate
the costs to complete the onerous contracts which includes estimation of labour, technical costs, penalties from
the impact of delays and productivity.
NOTE 21. OTHER FINANCIAL LIABILITIES
Current liabilities
Put option liability (i)
Deferred cash consideration (ii)
UPRs (ii)
Derivative financial instruments - foreign exchange currency (FEC) contracts
Contingent consideration
Non-current liabilities
Contingent consideration
2021
$’000
2020
$’000
-
18,890
15,242
21,500
153
2,718
-
-
-
-
39,613
18,890
-
39,613
1,004
19,894
(i) During the year, the put option liability was extinguished when the Company was admitted to the ASX and
JSE.
(ii) These financial liabilities relate to the Stockdale share buy-back transaction. Refer to note 22 for further
information.
The deferred cash consideration accrues interest at 1.41% per annum. On 31 December 2021, the Company agreed
with Stockdale to extend the repayment due date to 31 March 2022.
The UPRs have been revalued as at 31 December 2021 with a $13,000K gain recognised in profit or loss. The fair value
is determined using an option pricing model with reference to the Company’s share price. The model takes into
consideration that the holder of the UPRs have the right to the upside between the strike price ($3.10) and the cap
($6.50), such that the payoff to the holder is capped at $3.40.
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213456789
Financial Statements Notes to the consolidated financial statements
The key inputs used for the valuation of the UPRs are set out below:
Value of the underlying share
Exercise price
Cap
Life of the Rights (years)
Volatility
Risk-free rate
Number of UPRs
Valuation per UPR
Total value of UPRs
Note 21. Other financial liabilities (continued)
At initial recognition
At 31 December 2021
$3.95
$3.10
$6.50
2.75
40%
0.11%
$3.35
$3.10
$6.50
2.00
40%
0.54%
25,000,000
25,000,000
$1.38
$0.86
$34,500,000
$21,500,000
RECOGNITION AND MEASUREMENT
Financial liabilities are measured at amortised cost or fair value through profit or loss (FVTPL). A financial liability
is classified as FVTPL if it is classified as held-for-trading, it is a derivative or it is designated as such on initial
recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest
expense, are recognised in profit or loss. Other financial liabilities are subsequently measured at amortised cost
using the effective interest method. Interest expense and foreign exchange gains and losses are recognised in
profit or loss. Any gain or loss on derecognition is also recognised in profit or loss.
A financial instrument that creates an obligation or potential obligation for an entity to purchase its own equity
instruments for cash or another financial asset also gives rise to a financial liability. The amount of the financial
liability is measured at the present value of the redemption amount with a corresponding adjustment to equity.
SIGNIFICANT JUDGEMENTS AND ESTIMATES
The Group entered into a business acquisition agreement which required additional payments based on meeting
certain earnings targets and net working capital position. The Group estimated these amounts payable based on
its forecasts. It is reasonably possible that these forecasts may change which may then impact management’s
estimations and may then require a material adjustment in the contingent consideration.
NOTE 22. ISSUED CAPITAL
Ordinary shares - fully paid
Settlement shares
2021
Shares
2020
Shares
2021
$’000
2020
$’000
54,165,974
84,101,195
160,780
162,547
(4,715,456)
-
-
-
49,450,518
84,101,195
160,780
162,547
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DRA Global Annual Report 2021 ACN 622 581 935
Note 22. Issued capital (continued)
MOVEMENTS IN ORDINARY SHARES:
As at 1 January 2020
New shares issued
Buy-back of shares
As at 31 December 2020
Buy-back of shares - Stockdale (i)
New shares issued (ii)
Share issue transaction costs
On market share buy-back (iii)
As at 31 December 2021
(i) Buy-back of shares - Stockdale
Financial Statements Notes to the consolidated financial statements
Shares
$’000
84,589,860
162,788
646,464
(1,135,129)
3,956
(4,197)
84,101,195
162,547
(30,000,000)
126,582
-
500
-
(2,267)
(61,803)
-
(29,935,221)
(1,767)
54,165,974
160,780
On 28 January 2021, the Company entered into a Share Buy-back Agreement with Stockdale to buy-back and
cancel 30,000,000 shares in the Company. The share buy-back consideration totalled $80,200K of cash, deferred
cash consideration and the issue of 25,000,000 UPRs which were initially valued at $34,500K.
The deferred cash consideration and the UPRs are recorded as Other financial liabilities. Refer to note 21 for further
information
(ii) New shares issued
These shares were subscribed for as part of the initial public offering when the Company was admitted to the ASX.
(iii) On market share buy-back
On 19 August 2021, the Company announced its intention to undertake an on-market share buy-back of up to 10%
of ordinary shares on issue over a period of 12 months. 61,803 shares have been bought back and cancelled during
FY2021.
The transaction was accounted for in the share buy-back reserve in accordance with the accounting policy
outlined in note 23.
(iv) Settlement shares
Included in the ordinary shares are shares purchased by employees including certain key management personnel
between 2014 and 2017 through loans provided by the Group (Share Schemes). The Share Schemes gave rise to
loan funding from certain subsidiaries of the Group (Share Schemes Lenders) to participants in the Share Schemes
(Share Schemes Loans).
In May 2021, the Company, the Share Schemes Lenders and loan holders executed agreements formally recording
and confirming agreement reached on 1 August 2018. On that date, the parties to each Share Scheme Loan
acknowledged and agreed to settle all amounts owing under the Loan and release the relevant shareholder from
all obligations under the Loan amounted to $32,942K in consideration for the assignment by that shareholder of all
its rights and benefits to the sale proceeds from the sale or buy back of the Settlement Shares (as defined in the
share scheme sale and loan agreement) to the Lender (or its nominee).
By operation of the power of attorney, the restrictions on disposal and escrow arrangements with respect to the
Settlement Shares under the terms and conditions of the Share Schemes and Loan Deed, the Company has a
relevant interest in 4,715,456 shares, comprising 8.7% of the total number of shares on issue.
For accounting purposes, these settlement shares are accounted for like “treasury shares” of the Company under
AASB 132 Financial Instruments: Presentation until the shares are sold to a third party buyer or bought back by the
Company.
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213456789 Financial Statements Notes to the consolidated financial statements
Note 22. Issued capital (continued)
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.
CAPITAL RISK MANAGEMENT
The Group’s objectives when managing capital is to safeguard its ability to continue as a going concern, to provide
returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to
reduce the cost of capital.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to
shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
The Group’s strategy is to maintain a gearing ratio less than 20% of total borrowings (excluding lease liabilities) to
total equity. This target gearing level will enable DRA to support growth (both organic and through acquisitions)
and to increase return on capital employed.
The gearing ratio at the reporting date was as follows:
Total borrowings (excluding lease liabilities)
Total equity
Gearing ratio
2021
$’000
37,340
2020
$’000
1,182
266,076
308,632
14.0%
0.4%
The gearing ratio increased from 0.4% to 14.0% as a result of the new bank loan drawn down and a reduction in
equity as a result of share buy-backs during the year. Refer to note 18 for further information.
RECOGNITION AND MEASUREMENT
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares
or options are shown in equity as a deduction, net of tax, from the proceeds.
Ordinary shares purchased by the employees through a limited recourse loans from the Group is accounted as
a share-based payment and no loan receivables, related interest expense and share capital are recognised. Any
repayments made are treated as the exercise price for the shares and accounted for as equity when received.
NOTE 23. RESERVES
Foreign currency reserve
Other reserve - Broad-Based Black Economic Empowerment Structure
Share-based payment reserve
Put option reserve
Share buy-back reserve
2021
$’000
16,469
3,214
7,381
2020
$’000
17,638
3,214
4,038
-
(18,890)
(114,904)
(87,840)
-
6,000
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Financial Statements Notes to the consolidated financial statements
Note 23. Reserves (continued)
FOREIGN CURRENCY RESERVE
Exchange differences arising on translation of the foreign controlled entities are recognised in other comprehensive
income and accumulated in a separate reserve within equity. The cumulative amount is reclassified to profit or loss
when the net investment is disposed of.
OTHER RESERVE - BROAD-BASED BLACK ECONOMIC EMPOWERMENT STRUCTURE
Share-based payment reserve to account for the liability in terms of Broad-Based Black Economic Empowerment
legislation within South Africa.
SHARE-BASED PAYMENT RESERVE
The reserve recognises the value of equity benefits provided to employees and directors as part of their
remuneration, and other parties as part of their compensation for services.
PUT OPTION RESERVE
The reserve recognises the value of the put option arising from a transaction with the Company’s shareholders.
SHARE BUY-BACK RESERVE
The reserve recognises shares bought back from shareholders.
MOVEMENTS IN RESERVES
Movements in each class of reserve during the current and prior financial year are set out below:
Other
reserve
- Broad
Based
Black
Economic
Empower-
ment
Structure
$’000
Foreign
currency
reserve
$’000
Share-
based
payment
reserve
$’000
Put option
reserve
$’000
Share
buy-back
reserve
$’000
Balance at 1 January 2020
50,082
3,214
2,026
Exchange differences on translation of
foreign operations
Reclassification of exchange differences
to profit or loss on closure of foreign
operations
Share-based payment expense
Put option
(35,931)
3,488
-
-
-
-
-
-
-
-
2,011
-
-
-
-
-
(18,890)
Balance at 31 December 2020
17,639
3,214
4,037
(18,890)
Exchange differences on translation of
foreign operations
(1,175)
Reclassification of exchange differences
to profit or loss on closure of foreign
operations
Share-based payment expense
Put option (note 21)
Share buy-back
5
-
-
-
-
-
-
-
-
-
-
3,344
-
-
Balance at 31 December 2021
16,469
3,214
7,381
-
-
-
18,890
-
-
Total
$’000
55,322
(35,931)
3,488
2,011
(18,890)
6,000
(1,175)
5
3,344
18,890
-
-
-
-
-
-
-
-
-
-
(114,904)
(114,904)
(114,904)
(87,840)
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213456789 Financial Statements Notes to the consolidated financial statements
Note 23. Reserves (continued)
RECOGNITION AND MEASUREMENT
SHARE BUY-BACK
Where the Company acquires its own equity instruments as a result of a share buy-back, the consideration paid,
including any directly attributable incremental costs (net of income taxes) is deducted from equity contributable
to the owner of the Company as a share buy-back reserve.
NOTE 24. DIVIDENDS
There were no dividends paid, recommended or declared during the current or previous financial year.
FRANKING CREDITS
FORMER EXEMPTING ENTITY
On 22 March 2018, DRA Global Limited formed an Australian tax consolidated group (DRA TCG) with DRA Global
Limited as the head company. The franking credit balance of DRA TCG originated as a result of the subsequent
acquisition of two subsidiaries which transferred their franking credit balances to the DRA TCG upon joining. Based
on a series of historical transactions relevant to ownership of the DRA TCG and the two subsidiaries, DRA TCG meets
the definition of a “former exempting entity” pursuant to the Income Tax Assessment Act 1997 (ITAA 1997). Broadly,
a corporate tax entity is an “exempting entity” at a particular time if not less than 95% of membership interests are
owned by a foreign resident or a tax-exempt entity. A corporate tax entity is a “former exempting entity” if it has, at
any time, ceased to be an exempting entity and is not again an exempting entity. As a result of previously meeting
the definition of an “exempting entity” and currently being a “former exempting entity”, the franking credit balance
of DRA TCG of $3,821K has been converted to “exempting credits”.
Australian resident investors of DRA Global Limited are not entitled to a tax offset or credits on dividends franked
with “exempting credits”. Except in limited circumstances, foreign resident investors of DRA Global Limited will not
qualify for withholding tax exemption on dividends franked with “exempting credits”. Only certain non-resident
shareholders may receive a benefit from dividends franked with “exempting credits” by way of exemption from
dividend withholding tax.
Franking and exempting credits available for the subsequent financial year:
Franking credits
Exempting credits
RECOGNITION AND MEASUREMENT
2021
$’000
2020
$’000
-
3,821
-
3,821
Distributions to the Company’s shareholders are recognised as a liability in the Group’s financial statements in the
period in which the distributions are appropriately authorised and no longer at the discretion of the Company, on
or before the end of the reporting period but not distributed at the end of the reporting period.
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Financial Statements Notes to the consolidated financial statements
NOTE 25. FINANCIAL INSTRUMENTS
FINANCIAL RISK MANAGEMENT OBJECTIVES
The Group’s activities expose it to a variety of financial risks: market risk (including foreign currency risk and interest
rate risk), credit risk and liquidity risk. The Group’s overall risk management program focuses on the unpredictability
of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group.
The Group uses different methods to measure different types of risk to which it is exposed. These methods include:
• sensitivity analysis for interest rate and foreign exchange risk;
• ageing analysis for credit risk;
• rolling cash flow forecasts for liquidity risk; and
• beta analysis in respect of investment portfolios for market risk.
The Group’s financial risk management is carried out by a central treasury department under policies approved
by the Board. The central treasury department identifies, evaluates, and hedges financial risks in close co-
operation with the Group’s operating units. The Board is responsible for the governance framework and oversight
of risk management within the Group. The Audit and Risk Committee is responsible for reviewing the governance
framework and risk management within the Group. The day to day responsibility for risk management is carried out
by senior management in the Group.
MARKET RISK
FOREIGN CURRENCY RISK
The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures,
primarily with respect to the US Dollar (USD) and South African Rand (ZAR).
Foreign exchange risk arises from future commercial transactions, recognised assets and liabilities and net
investments in foreign operations by an operating entity that are denominated in currencies other than its own
functional currency (FC). Where possible the Group does not take on foreign exchange risk. The Group manages
its exposure to foreign currency risk by minimising excess foreign currency balances in overseas jurisdictions not
required for working capital, minimising contracting outside of its functional currencies, entering into hedging
arrangement via forward exchange contracts (FEC) and transferring foreign exchange risks to clients where
possible.
The Group’s significant exposure to foreign currency risk at the end of the reporting period, expressed in Australian
dollars (AUD), was as follows:
USD held
in AUD FC
$’000
USD held
in CAD FC
$’000
USD held
in GNF FC
$’000
USD held
in ZAR FC
$’000
ZAR held
in AUD FC
$’000
ZAR held
in CAD FC
$’000
ZAR held
in MZN FC
$’000
ZAR held
in USD FC
$’000
52,117
7,434
5,396
12,954
(214)
(1,064)
(805)
1,320
-
-
-
5,516
-
-
-
-
2021
Net
financial
assets/
(liabilities)
FEC
contracts
(notional
amounts)
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213456789 Financial Statements Notes to the consolidated financial statements
Note 25. Financial instruments (continued)
USD held
in AUD FC
$’000
USD held
in CAD FC
$’000
USD held
in GNF FC
$’000
USD held
in ZAR FC
$’000
ZAR held
in AUD FC
$’000
ZAR held
in CAD FC
$’000
ZAR held
in MZN FC
$’000
ZAR held
in USD FC
$’000
(35,899)
867
10,539
23,951
2,436
(1,486)
(3,391)
96
-
-
-
13,637
-
-
-
-
2020
Net
financial
assets/
(liabilities)
FEC
contracts
(notional
amounts)
As shown in the table above, the Group is primarily exposed to financial assets and liabilities denominated in
USD and ZAR held by entities in the Group that have different functional currencies to these financial assets and
liabilities. The significant exposure arises from changes in USD/AUD, USD/CAD (Canadian dollar), USD/GNF (Guinea
Franc), USD/ZAR, ZAR/AUD, ZAR/CAD and ZAR/MZN (Mozambican metical) exchange rates. The sensitivity of profit
or loss to changes in these exchange rates is shown below:
USD/AUD exchange rate - increase 10%
USD/CAD exchange rate - increase 10%
USD/GNF exchange rate - increase 10%
USD/ZAR exchange rate - increase 10%
ZAR/AUD exchange rate - increase 10%
ZAR/CAD exchange rate - increase 10%
ZAR/MZN exchange rate - increase 10%
Profit/(loss) before tax
2021
$’000
5,212
743
540
612
(21)
(106)
(80)
2020
$’000
(3,590)
86
1,054
1,021
244
(149)
(339)
A 10 percent weakening of the USD/AUD, USD/CAD, USD/GNF, USD/ZAR, ZAR/AUD, ZAR/CAD and ZAR/MZN would have
the equal but opposite effect on the above currencies to the amounts shown above, on the basis of all other
variables held constant.
INTEREST RATE RISK
The Group’s main interest rate risk arises from long-term borrowings with variable rates, which expose the Group
to cash flow interest rate risk.
As at the reporting date, the Group had the following variable rate borrowings outstanding:
Bank loans*
Net exposure to cash flow interest rate risk
Weighted
average
interest
rate
%
6.18%
2021
2020
Weighted
average
interest
rate
%
-
Balance
$’000
34,894
34,894
Balance
$’000
-
-
* The interest rate on the bank loan is based on a variable interest rate (reset every 3 months) plus a fixed margin.
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Note 25. Financial instruments (continued)
Financial Statements Notes to the consolidated financial statements
Profit or loss is sensitive to higher/lower interest expense on bank loans. The sensitivity of profit or loss to changes
in interest rates is shown below:
Interest rates - increased by 25 basis points
CREDIT RISK
Profit/
(loss)
before tax
2021
$’000
Profit/
(loss)
before tax
2020
$’000
(87)
-
Credit risk is the risk of financial loss due to counterparties to financial instruments not meeting their contractual
obligation.
The Group manages and analyses the credit risk for each new client before standard payment and delivery terms
and conditions are offered. During the year, the Group has also increased its monitoring of debtor recovery as there
is an increased probability of clients delaying payment or being unable to pay, due to COVID-19. Credit risk arises
from cash and cash equivalents and deposits with banks and financial institutions, as well as credit exposures to
trade clients, including outstanding receivables and committed transactions. The Group only deposits cash with
major banks with a high quality credit rating.
Financial assets exposed to credit risk at reporting date were as follows:
Contract assets
Trade and other receivables (excluding prepayments)
Cash and cash equivalents
Other financial assets - loans receivable
Other financial assets - FEC contracts
2021
$’000
62,076
119,631
171,024
44,496
-
2020
$’000
38,587
119,386
204,809
16,464
876
397,227
380,122
On that basis, the expected credit loss allowance as at 31 December 2021 and 31 December 2020 was determined
as follows for both trade receivables and contract assets:
Expected credit loss rate
Carrying amount
Expected credit loss
allowance
Trade receivable
- Current
- More than 30 days past due
- More than 60 days past due
2021
%
0.9%
1.3%
2.4%
2020
%
3.0%
1.0%
7.6%
- More than 90 days past due
50.8%
66.7%
Contract assets
1.7%
-
2021
$’000
2020
$’000
2021
$’000
2020
$’000
67,455
22,549
8,806
19,223
118,033
63,102
181,135
66,443
25,689
3,858
48,752
144,742
38,587
183,329
578
301
212
9,761
10,852
1,026
11,878
2,004
259
295
32,537
35,095
-
35,095
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213456789 Financial Statements Notes to the consolidated financial statements
Note 25. Financial instruments (continued)
Movements in the expected credit loss allowance for contract assets and trade receivables during the current and
prior financial year are set out below:
Trade
receivables
2021
%
Trade
receivables
2020
%
Contract
assets
2021
$’000
Contract
assets
2020
$’000
Opening balance
(Decrease)/increase in expected credit loss recognised in profit or loss
during the year
35,095
41,947
(4,849)
2,374
Receivables written off during the year as uncollectible
(79)
(2,182)
-
1,026
-
-
-
-
-
-
-
-
-
-
-
(19,529)
-
214
-
50
(7,094)
10,852
35,095
1,026
Amounts reclassed to loan receivables
Increase through business combinations
Exchange differences
Closing balance
OTHER FINANCIAL ASSETS AT AMORTISED COST
The gross carrying amount of loans receivables at amortised cost and expected credit loss allowance are as
follows:
Gross carrying amount
Performing (stage 1)
Under-performing (stage 2)
Non-performing (stage 3)
Expected credit loss allowance
Opening balance as at 1 January 2020
(Decrease) in the expected credit loss allowance recognised in profit or
loss
Exchange differences
Closing balance as at 31 December 2020
Increase in the expected credit loss allowance recognised in profit or
loss
Exchange differences
Closing balance as at 31 December 2021
SIGNIFICANT JUDGEMENTS AND ESTIMATES
2021
$’000
2020
$’000
42,333
12,642
-
-
4,265
46,598
4,382
17,024
Performing
$’000
Under-
performing
$’000
Non-
performing
$’000
79
-
-
79
1,586
(32)
1,633
-
-
-
-
-
-
-
4,301
(165)
(525)
3,611
-
(97)
3,514
Total
$’000
4,380
(165)
(525)
3,690
1,586
(129)
5,147
The Group applies the AASB 9 Financial Instruments simplified approach to measuring expected credit losses
which uses a lifetime expected credit loss for all trade receivables and contract assets.
In determining the recoverability of trade receivables and contract assets, consideration is given to any change
in the credit quality of these financial assets from the date credit was granted up to the reporting date. The
concentration of credit risk is limited due to the client base being large and geographically diverse. The Group has
assessed expected credit losses, including those counterparties who have been granted credit during the period,
and no further expected credit loss allowance is required.
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Note 25. Financial instruments (continued)
Financial Statements Notes to the consolidated financial statements
The expected loss rates are based on the corresponding historical credit losses experienced within this period. The
historical loss rates are adjusted to reflect current and forward-looking information based on macroeconomic
factors including economic conditions due to COVID-19 affecting the ability of the clients to settle amounts owed
to the Group.
All other financial assets at amortised cost that are considered to be performing (loans whose credit risk is in line
with original expectations), the loss allowance recognised during the period was therefore limited to 12 month
expected credit losses. These instruments are considered to be low risk when they have a low risk of default or the
counterparty has a strong capacity to meet its obligations within the short term.
For those other financial assets at amortised costs in default and under-performing (loans for which a significant
increase in credit risk has occured compared to original expectations) or non-performing (interest and/or principal
repayments are significantly past due or it becomes probable that the customer will default) , a lifetime expected
credit loss was recognised during the period if these assets had not been previously impaired.
LIQUIDITY RISK
Liquidity risk is the risk that an entity in the Group will not be able to meet its obligations as they become due.
The central treasury department manages liquidity risk of the Group. The Group’s liquidity risk is mitigated by
the availability of funds to cover future commitments. Liquidity is reviewed continually by the central treasury
department through daily cash monitoring, review of available credit facilities and rolling cash flow forecasts.
Surplus cash held by the operating entities over and above balances required for working capital management, is
invested in interest bearing current accounts, term deposits and money market deposits. The Group has sufficient
cash funds to meet its identified ongoing operating expenses and commitments.
REMAINING CONTRACTUAL MATURITIES
The table below analyses the Group’s financial liabilities and net-settled non-derivative financial liabilities into
relevant maturity groupings, based on the remaining period from the reporting date to the contractual maturity
date. The amounts disclosed in the table are the contractual undiscounted cash outflows.
2021
Trade and other payables
Interest-bearing borrowings
Lease liabilities
Other financial liabilities
2020
Trade and other payables
Interest-bearing borrowings
Lease liabilities
Other financial liabilities
Carrying
amount
$’000
141,180
37,340
32,714
39,613
Less
than
1 year
$’000
141,180
4,517
8,396
39,613
Between
1 and
5 years
$’000
-
39,332
16,657
-
Over
5 years
$’000
-
-
15,649
-
Remaining
contractual
maturities
$’000
141,180
43,849
40,702
39,613
250,847
193,706
55,989
15,649
265,344
Carrying
amount
$’000
108,515
1,182
40,672
19,894
Less
than
1 year
$’000
108,515
965
11,565
18,890
170,263
139,935
Between
1 and
5 years
$’000
Over
5 years
$’000
Remaining
contractual
maturities
$’000
-
250
20,321
1,004
21,575
-
-
18,894
-
108,515
1,215
50,780
19,894
18,894
180,404
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213456789 Financial Statements Notes to the consolidated financial statements
NOTE 26. FAIR VALUE MEASUREMENT OF FINANCIAL ASSETS AND LIABILITIES
FAIR VALUE HIERARCHY
The following tables detail the Group’s financial 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
Level 3:
Unobservable inputs for the asset or liability
2021
Financial assets at fair value through profit or loss
Total assets
Level 1
$’000
2,536
2,536
Financial liabilities at fair value through profit or loss
Total liabilities
153
153
21,500
21,500
Level 2
$’000
Level 3
$’000
-
-
666
666
-
-
2020
Financial assets at fair value through profit or loss
Total assets
Financial liabilities at fair value through profit or loss
Total liabilities
There were no transfers between levels during the year.
Level 1
$’000
2,626
2,626
-
-
Level 2
$’000
Level 3
$’000
-
-
-
-
534
534
-
-
Level 4
$’000
3,202
3,202
21,653
21,653
Level 4
$’000
3,160
3,160
-
-
NOTE 27. CONTINGENCIES
The Group has guarantee facilities of $203,572K (FY2020: $206,499K) available for utilisation.
The Group has issued financial guarantees as security to various landlords and clients for leases and construction
projects, to the value of $62,222K (FY2020: $82,831K). Provision for bank guarantees was $14,983K (FY2020: $14,983K)
and included in provision for loss making contracts. Refer to note 20 for further information.
The Group occasionally receives legal claims arising from its operations in the ordinary course of business. Group
entities may also have potential financial liabilities that arise from historical commercial contracts. Currently the
Group has a number of claims in progress, however it is not possible to estimate the financial effects of these
claims should they be successful and, at the date of this report, the Directors have assessed the possibility of any
net outflow of resources embodying economic benefits, which have not already been provided in this report, in
relation to these matters to be unlikely. The Directors are of the opinion that the disclosure of any further information
on these matters would be prejudicial to the interests of the Group.
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Financial Statements Notes to the consolidated financial statements
Note 27. Contingencies (continued)
SIGNIFICANT JUDGEMENTS AND ESTIMATES
The Group assessed and applied judgements to determine whether it has a possible or a present obligation and
the likelihood of an outflow of resources being required. A provision is recognised when there is a present obligation
that probably requires an outflow of resources (refer to note 20). Disclosures are made for any possible obligations
or present obligations that may, but probably will not, require an outflow of resources unless the disclosures will
prejudice the position of the Group in a dispute with the other party.
NOTE 28. COMMITMENTS
The Group is a lessee of various office properties as well as motor vehicles under non-cancellable lease agreements.
Leases are accounted for as lease liabilities under AASB 16 Leases. Refer to note 15 for further information.
NOTE 29. EVENTS AFTER THE REPORTING PERIOD
No matter or circumstance has arisen since 31 December 2021 that has significantly affected, or may significantly
affect the Group’s operations, the results of those operations, or the Group’s state of affairs in future financial years.
NOTE 30. RELATED PARTY TRANSACTIONS
PARENT ENTITY
DRA Global Limited is the parent entity. Parent entity information is set out in note 31.
SUBSIDIARIES
Interests in material subsidiaries are set out in note 33.
ASSOCIATES
Interests in associates are set out in note 34.
JOINT OPERATIONS
Interests in joint operations are set out in note 35.
KEY MANAGEMENT PERSONNEL COMPENSATION
Short-term employee benefits
Long-term benefits
Termination benefits
Share-based payments
2021
$
2020
$
3,094,652
4,158,230
97,436
154,888
823,050
112,756
-
531,742
4,170,026
4,802,728
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213456789 Financial Statements Notes to the consolidated financial statements
Note 30. Related party transactions (continued)
LOANS TO RELATED PARTIES
The following balances are outstanding at the reporting date in relation to loans with related parties:
Loans to key management personnel (i)
2021
$
2020
$
-
2,213,155
(i) Alistair Hodgkinson (KMP) and DRA have acknowledged and agreed to settle all amounts owing under a loan
extended to Mr Hodgkinson in respect of his participation in a share ownership scheme previously offered to
senior members of management and release Mr Hodgkinson from all obligations under the Loan in consideration
for the assignment by Mr Hodgkinson of his rights and benefits to the sale proceeds from the sale or buy back of
the “Settlement Shares” (as defined in the share scheme sale and loan agreements) to the Lender (or its
nominee). The arrangement includes 285,973 settlement shares held subject to the following terms:
• The holder will use any proceeds from a dividend or distribution paid in respect of the settlement shares, or from
a sale of the settlement shares, to repay the loan.
• The holder will sell the settlement shares to a third party procured by DRA, or to DRA pursuant to a shareholder
approved share buy-back.
• The holder will not dispose of the shares other than in accordance with the terms of the loan, and a holding lock
has been applied to the shares for this purpose.
NOTE 31. PARENT ENTITY INFORMATION
The individual financial statements for the parent entity show the following aggregate amounts:
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
Profit/(loss) after income tax
Total comprehensive income/(loss)
STATEMENT OF FINANCIAL POSITION
Total current assets
Total assets
Total current liabilities
Total liabilities
Equity
Issued capital
Reserves
Retained profits
Total equity
Parent
2021
$’000
46,986
46,986
2020
$’000
(3,320)
(3,320)
Parent
2021
$’000
37,094
708,645
105,820
106,819
500,409
101
101,316
2020
$’000
25,135
691,137
38,296
38,606
617,079
(18,879)
54,331
601,826
652,531
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Financial Statements Notes to the consolidated financial statements
Note 31. Parent entity information (continued)
GUARANTEES ENTERED INTO BY THE PARENT ENTITY IN RELATION TO THE DEBTS OF ITS SUBSIDIARIES
The parent entity had no guarantees in relation to the debts of its subsidiaries as at 31 December 2021 (FY2020: nil).
CONTINGENT LIABILITIES
DRA Global Limited has provided certain parent company undertakings and indemnities in respect of contract
performance by members of the Group. DRA Global Limited is not party to a Deed of Cross Guarantee but has
provided letters of support to certain entities of the Group.
NOTE 32. BUSINESS COMBINATIONS
ACQUISITION OF UMM CONTRACTING
On 1 September 2020, the Group acquired a 60% interest in UMM Contracting Pty Ltd (UMM) for a net consideration
of $1,448K, comprising cash consideration ($444K) and contingent consideration ($1,004K) payable in FY22. The
Group has the option to acquire a further 20% of UMM’s shares from the sellers expiring a year after the issuing of
UMM’s 31 December 2021 financial statements.
The Group reassessed provisional accounting on UMM and recognised an additional $1,202K in goodwill and
contingent consideration in FY2021.
NOTE 33. INTERESTS IN SUBSIDIARIES
Material subsidiaries of the Group, which are those with the most significant contribution to the Group’s revenue or
profit/(loss) before tax, are as follows:
Name
DRA Pacific Pty Ltd
G&S Engineering Services Pty Ltd
G&S Projects Australia Pty Ltd
DRA Americas Inc. (Canada)
Senet Guinea SARLU
Minopex Lesotho Pty Ltd
Ensermo Ltd
DRA Saudi Arabia LLC
DRA Projects Pty Ltd
DRA Projects SA Pty Ltd
New SENET Pty Ltd
Minerals Operations Executive Pty Ltd
UMM Contracting Services Pty Ltd
DRA Americas Inc. (USA)
Principal place of business/Country of
incorporation
Ownership interest
2021
%
2020
%
Australia
Australia
Australia
Canada
Guinea
Lesotho
Mozambique
Saudi Arabia
South Africa
South Africa
South Africa
South Africa
South Africa
United States
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
60.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
60.00%
100.00%
100.00%
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147
213456789 Financial Statements Notes to the consolidated financial statements
Note 33. Interests in subsidiaries (continued)
RECOGNITION AND MEASUREMENT
Subsidiaries are all entities (including structured or special purpose entities) over which the Group has control. The
Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the
entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries
are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from
the date that control ceases. In determining whether control exists the Group considers all relevant facts and
circumstances, including:
• power of the investee,
• exposure, or rights, to variable returns from its involvement with the investee, and
• the ability to use its power over the investee to affect the amount of the investor’s returns..
The results of subsidiaries (including special purpose entities) are included in the consolidated financial statements
from the effective date of acquisition to the effective date of disposal.
Adjustments are made when necessary to the financial statements of subsidiaries to bring their accounting
policies in line with those of the Group.
Non-controlling interests in the net assets of consolidated subsidiaries are identified and recognised separately
from the Group’s interest therein, and are recognised within equity. The proportion of the loss of subsidiaries
attributable to non-controlling interests are allocated to the non-controlling interest even if this results in a debit
balance being recognised for non-controlling interest.
CHANGES IN OWNERSHIP INTEREST IN SUBSIDIARIES WITHOUT A CHANGE IN CONTROL
Transactions which result in changes in ownership levels, where the Group has control of the subsidiary both before
and after the transaction are regarded as equity transactions and are recognised directly in the statement of
changes in equity.
The difference between the fair value of the consideration paid or received and the movement in non-controlling
interest for such transactions is recognised in equity attributable to the owners of the parent.
Where a subsidiary is disposed of and a non-controlling shareholding is retained, the remaining investment is
measured to fair value, with the adjustment to fair value recognised in profit or loss as part of the gain or loss on
disposal of the controlling interest.
DISPOSAL OF SUBSIDIARIES
When the Group ceases to have control of any retained interest in the entity, it is remeasured to its fair value at
the date when control is lost, with the change in carrying amount recognised in profit or loss. The fair value is the
initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate,
joint venture or financial asset. In addition, any amounts previously recognised in other comprehensive income in
respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This
may mean that amounts previously recognised in other comprehensive income are reclassified to profit or loss.
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Financial Statements Notes to the consolidated financial statements
NOTE 34. INTERESTS IN ASSOCIATES
INDIVIDUALLY IMMATERIAL ASSOCIATES
Name
LSL Consulting (Pty) Ltd
Tekpro Projects (Pty) Ltd
FineTech Minerals (Pty) Ltd
Principal place of business/Country of
incorporation
South Africa
South Africa
South Africa
Aggregate carrying amount of individually immaterial associates
Aggregate amounts of the Group's share of:
Profit from continuing operations
Dividends paid
Cost of initial investment
Other comprehensive loss
RECOGNITION AND MEASUREMENT
Ownership interest
2021
%
25.51%
25.51%
25.00%
2021
$’000
2,379
406
(126)
-
(55)
225
2020
%
25.00%
25.00%
25.00%
2020
$’000
2,154
367
(372)
124
(283)
(164)
An investment in associate is accounted for using the equity method, except when the investment is classified as
held-for-sale in accordance with AASB 5 Non-current Assets Held-For-Sale and Discontinued Operations. Under
the equity method, investments in associates are carried in the consolidated statement of financial position at
cost adjusted for post-acquisition changes in the Group’s share of net assets of the associate, less any impairment
losses.
Any goodwill on acquisition of an associate is included in the carrying amount of the investment, however, a gain
on acquisition is recognised immediately in profit or loss.
Profits or losses on transactions between the Group and an associate are eliminated to the extent of the Group’s
interest therein.
When the Group reduces its level of significant influence or loses significant influence, the Group proportionately
reclassifies the related items which were previously accumulated in equity through other comprehensive income to
profit or loss as a reclassification adjustment. In such cases, if an investment remains, that investment is measured
to fair value, with the fair value adjustment being recognised in profit or loss as part of the gain or loss on disposal.
DRA Global Annual Report 2021 ACN 622 581 935
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213456789 Financial Statements Notes to the consolidated financial statements
NOTE 35. INTERESTS IN JOINT OPERATIONS
Individual immaterial joint operations.
Name
Principal place of business/Country of
incorporation
Nokeng Joint Venture (Unincorporated)
South Africa
Ownership interest
2021
%
2020
%
50.00%
50.00%
RECOGNITION AND MEASUREMENT
Investments in joint arrangements are classified as either joint operations or joint ventures depending on the
contractual rights and obligations of each investor.
Investments in joint operations are proportionately consolidated from the date on which the Group has the power
to exercise joint control, up to the date on which the power to exercise joint control ceases. This excludes where
the investment is classified as held-for-sale in accordance with AASB 5 Non-current Assets Held-For-Sale and
Discontinued Operations.
When the Group loses joint control, the Group proportionately reclassifies the related items which were previously
accumulated in equity through other comprehensive income to profit or loss as a reclassification adjustment. In
such cases, if an investment remains, that investment is measured to fair value, with the fair value adjustment
being recognised in profit or loss as part of the gain or loss on disposal.
The two parties have direct rights to the assets of the joint arrangement and are jointly and severally liable for the
liabilities incurred by the joint arrangement. This entity is therefore classified as a joint operation and the Group
recognises its direct right to the jointly held assets, liabilities, revenues and expenses.
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Financial Statements Notes to the consolidated financial statements
NOTE 36. CASH FLOW INFORMATION
RECONCILIATION OF PROFIT AFTER INCOME TAX TO NET CASH FROM OPERATING ACTIVITIES
Profit after income tax expense for the year
Adjustments for:
Impairment of loan receivable and other financial assets
Impairment of goodwill
Net gain on disposal of other financial assets
Net gain on disposal of property, plant and equipment
Net fair value gain on other financial assets
Depreciation expense
Amortisation expense
Non-cash finance income
Non-cash foreign exchange (gains)/losses
Employee share-based payment expense
Change in operating assets and liabilities:
Decrease/(increase) in trade and other receivables
Increase in contract assets
Decrease in inventories
Increase in trade and other payables
Increase/(decrease) in contract liabilities
Decrease in provisions
Increase in current and deferred tax balances
Net cash from operating activities
CHANGES IN LIABILITIES ARISING FROM FINANCING ACTIVITIES
Balance at 1 January 2020
Net cash used in financing activities
Loans received
New leases
Changes through business combinations
Exchange differences
Balance at 31 December 2020
Net cash used in financing activities
Loans received
New leases
Exchange differences
Balance at 31 December 2021
2021
$’000
53,454
1,361
-
(510)
(763)
(14,843)
17,580
5,677
(12,864)
(1,900)
3,344
2020
$’000
25,619
366
5,713
(299)
(1,053)
(634)
16,879
8,990
(2,167)
(7,247)
2,011
(21,899)
26,063
(23,489)
(16,605)
1,175
73,707
(30,326)
(36,314)
(661)
1,019
31,912
8,429
(7,604)
10,110
12,729
101,502
Lease
liabilities
$’000
Other
interest
bearing
liabilities
$’000
23,108
(8,456)
-
27,222
49
(1,251)
40,672
(9,262)
-
1,804
(500)
321
(2,157)
2,579
-
478
(39)
1,182
(4,720)
41,467
-
(589)
Total
$’000
23,429
(10,613)
2,579
27,222
527
(1,290)
41,854
(13,982)
41,467
1,804
(1,089)
32,714
37,340
70,054
DRA Global Annual Report 2021 ACN 622 581 935
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213456789 Financial Statements Notes to the consolidated financial statements
NOTE 37. SHARE-BASED PAYMENTS
The expense recognised for share-based payments during the year is shown below:
Legacy Long-Term Incentive Plan (Legacy LTIP)
Non-Executive Directors Share Option Plan
One-off Share Option Plan
Employee Share Option Plan
LEGACY LTIP
2021
$
2020
$
-
80,571
89,999
799,145
132,000
596,907
2,454,445
1,201,937
3,343,589
2,011,415
On 1 July 2016, a group of management personnel (Participants) were issued 10,000,000 share appreciation rights
(SARs) of DRA Group Holdings Pty Ltd (DRAGH). The rights to acquire shares at $2.73 (ZAR 30) each were intended
to vest in three equal tranches on the 2nd, 3rd and 4th anniversary of the grant date based on service conditions
only and the options to acquire shares at $2.73 (ZAR 30) would remain exercisable for a period of 5 years thereafter.
In July 2018, DRAGH was acquired by DRA Global Limited through a Scheme of Arrangement. DRAGH restructured
the SARs arrangement and replaced the remaining SARs with an issue of 5,076,620 ordinary DRAGH shares at a
ratio of approximately 0.6 shares per SAR. The modification has not resulted in an incremental fair value under
AASB 2 Share-Based Payments and consequently the expense for the original grant will continue to be recognised
as if the terms had not been modified. These ordinary DRAGH shares participated in the Scheme of Arrangement
as ordinary shareholders in DRAGH and were replaced by ordinary shares of DRA Global Limited. The Participants
agreed to restrictions on the sale of the shares received pursuant to this restructure, specifically restrictions on
the sale of these shares prior to specific dates replicating the original vesting profile of the SARs - i.e. sale of 1/3rd
restricted until after each of 30 June 2018, 2019, 2020, and further agreed to sell these shares back to the Company
at nominal value if they leave the employment of the Group before these dates.
The SARs fully vested in FY2020.
The following table shows the number of DRA Global Limited’s shares vested and outstanding at the beginning and
end of the reporting period after it replaced DRAGH shares and the SARs:
Opening balance
Vested during the year
Closing balance
EMPLOYEE INCENTIVE SCHEME
2021
Number
-
-
-
2020
Number
1,331,244
(1,331,244)
-
A new DRA Global Limited Employee Share Scheme titled “Incentive Option Plan” (the Plan) was established by
the Group and approved by shareholders at the 2019 Annual General Meeting, whereby the Group may, at the
discretion of the People, Culture & Remuneration Committee, grant options over ordinary shares in the Company
to certain eligible key employees of the Group. The options are issued for nil exercise price and are granted in
accordance with performance guidelines established by the People, Culture & Remuneration Committee.
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DRA Global Annual Report 2021 ACN 622 581 935
Financial Statements Notes to the consolidated financial statements
Note 37. Share-based payments (continued)
ONE-OFF SHARE OPTION PLAN
On 14 May 2020, the Company granted a one-off share option offer to certain key employees who may not have
qualified as participants of the 2016 Legacy LTIP in recognition of their significant contribution to the Group. A total
of 495,000 of these zero exercise price options (ZEPO) at a fair value of $4 per option were granted. The ZEPO
will vest on 30 June 2022 subject to the employees remaining in the Company. Once vested, the options remain
exercisable for a period of two years.
A summary of the options granted under the Plan is set up below:
Opening balance
Issued during the year
Forfeited during the year
Closing balance
Exercise
price of
option
2021
$0.00
$0.00
$0.00
Number of
options
2021
495,000
-
(40,000)
455,000
Exercise
price of
option
2020
$0.00
$0.00
$0.00
Number of
options
2020
-
495,000
-
-
495,000
No options expired during the period covered by the above table.
Share options outstanding at the end of the year have the following expiry dates and exercise prices:
Grant date
14 May 2020
Expiry date
30 June 2024
Exercise
Price
2021
Number
of Share
options
2021
Exercise
Price
2020
Number
of Share
options
2020
$0.00
455,000
$0.00
495,000
Weighted average remaining contractual life of options
outstanding at the end of the period
2.5 years
3.5 years
NON-EXECUTIVE DIRECTORS SHARE OPTION PLAN
Non-Executive Directors were entitled to sacrifice options to the value of 20% of their annual remuneration
(excluding superannuation and any payment made in lieu of receiving superannuation in jurisdictions where
superannuation is not required to be paid) in lieu of cash and received that part of their remuneration through
the issue of options. Options entitled to them have been issued during the year for the service they performed
from their date of appointment to 30 June 2021. Further options entitled to them from 1 July 2021 to 31 December
2021 have been accrued as equity-settled share-based payment expense and will only be issued if shareholder
approval is obtained at the next annual general meeting, or a lump sum cash payment will be paid if shareholder
approval is not given. The likelihood of issuing the options is considered probable at the reporting date. There are
no vesting conditions attached.
Opening balance
Forfeited during the year
Closing balance
Grant date
28 September 2021
Expiry date
30 June 2023
Exercise
price of
option
2021
$0.00
$0.00
Number of
options
2021
-
38,208
38,208
Exercise
Price
2021
Number
of Share
options
2021
Exercise
price of
option
2020
$0.00
$0.00
-
Exercise
Price
2020
Number of
options
2020
-
-
-
Number
of Share
options
2020
38,208
$0.00
Weighted average remaining contractual life of options outstanding at
the end of the period
1.5 years
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213456789 Financial Statements Notes to the consolidated financial statements
EMPLOYEE SHARE OPTION PLAN
Note 37. Share-based payments (continued)
The employee share Option Plan is designed to provide long-term incentives for senior managers and above
(including executive Directors) to deliver long-term shareholder returns. Under the plan, participants are granted
options which only vest if certain performance standards are met. Participation in the plan is at the board’s
discretion and no individual has a contractual right to participate in the plan or to receive any guaranteed benefits.
Set out below are summaries of options granted under the plan:
Opening balance
Issued during the year
Forfeited during the year
Closing balance
Vested and exercisable at 31 December
Number of
options
2021
-
3,067,797
(96,581)
2,971,216
Exercise
price of
option
2021
$0.00
$0.00
$0.00
$0.00
Exercise
price of
option
2020
Number of
options
2020
-
-
-
-
$0.00
$0.00
$0.00
$0.00
Weighted average remaining contractual life of options outstanding at
the end of the period
3.75 years
Grant
Grant date
Expiry date
Exercise
Price
of option
Share
options
31
December
2021
Exercise
Price
of option
Share
options*
31
December
2020
Fair value
FY2020 Share Option
Plan
(Tranche 1)
31/12/2020
31/03/2025
$0.00
771,421
$0.00
(Tranche 2)
31/12/2020
31/03/2025
$0.00
771,421
$0.00
FY202021 Share Option
Plan
(Tranche 1)
29/06/2021
31/03/2026
$0.00
714,187
$0.00
(Tranche 2)
29/06/2021
31/03/2026
Minnovo Option Plan
09/09/2021
30/06/2025
$0.00
$0.00
714,187
150,000
$0.00
$0.00
-
-
-
-
-
$1.66
$3.97
$1.98
$3.90
$3.60
* The options under the FY2020 Share Option Plan were granted in FY2020 but the number of options were not able to
be determined or issued until DRA was listed in July 2021. Refer to the disclosure in the FY2020 Annual Report.
FY2021 SHARE OPTION PLAN
During the year ended 31 December 2021, the Company granted options to the value of $5,935K to key employees
where the number of options to be issued were determined based on the Company’s share price after listing, a
total of 1,466,111 options were issued after the listing. The FY2021 Share Option Plan will vest subject to satisfaction
of Absolute Total Shareholders Return (ATSR or Tranche 1) (50% of the grant value) and Earnings Per Share (EPS or
Tranche 2) (50% of the grant value) performance hurdles. These performance hurdles are mutually exclusive so
that if only one of the hurdles is satisfied, vesting occurs for that performance hurdle.
EPS performance will be assessed against compound annual growth rate targets set by the Board. The target set
for FY2021 Share Option Plan is currently 8% compound average growth rate. If the compound average growth rate
over FY2021 to FY23 is 8% or greater, the grant will become 100% performance qualified. 25% or 50% will vest if at least
2% or 4% compound growth over the FY2021 to FY23 performance period is achieved respectively.
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Note 37. Share-based payments (continued)
Financial Statements Notes to the consolidated financial statements
ATSR performance is measured based on the 10-day volume weighted average share price (VWAP) of the
Company from date of listing and compared to the 30-day VWAP till 31 March 2024 (inclusive) assuming dividends
are reinvested. If the ATSR from the date of listing to 31 March 2024 is 8% or greater, the grant will become 100%
performance qualified. 25% or 50% will vest if at least 2% or 4% of ATSR is achieved from the date of listing to 31
March 2024 respectively. The expiry date of the options is 31 March 2026.
The assessed fair value at grant date for the options issued was independently valued after taking into account the
performance hurdles and other assumptions.
The fair value of the options for the FY2021 and FY20 Share Option Plan is measured using Monte-Carlo simulation
and Binomial models with the following inputs:
Assumptions
Grant Date
Number of option granted*
Fair value per option*
Vesting Date
Expiry Date
Expected Future Volatility
Risk Free Rate
Dividend Yield
Share price at issue date*
Tranche 1
ATSR Performance Hurdle
Tranche 2
EPS Performance Hurdle
29-Jun-21 (2020: 31-Dec-20)
29-Jun-21 (2020: 31-Dec-20)
733,055 (2020: 800,843)
733,055 (2020: 800,843)
$1.98 (2020: $1.66)
$3.90 (2020: $3.97)
31-Mar-24 (2020: 31-Mar-23)
31-Mar-24 (2020: 31-Mar-23)
31-Mar-26 (2020: 31-Mar-25)
31-Mar-26 (2020: 31-Mar-25)
40% (2020: 35%)
0.78% (2020: 0.34%)
3% (2020: 3%)
$4.24 (2020: $4.24)
40% (2020: 35%)
0.78% (2020: 0.34%)
3% (2020: 3%)
$4.24 (2020: $4.24)
* The number of option granted and fair value per option has been determined after the Company was listed in
July 2021. The share price was determined based on 10-day volume weighted average share price of the
Company from the date of listing (9 July 2021).
MINNOVO OPTION PLAN
Minnovo options were issued to current employees who were previously shareholders of a subsidiary acquired by
DRA. The additional options issued to them will retain and incentivise these key employees to remain with DRA for
at least another two years.
A total of 150,000 of the options at a fair value of $3.60 per option were granted. The options will vest at the end of
30 June 2023 subject to the employees remaining in the Company. Once vested, the options remain exercisable
for a period of two years.
Opening balance
Issued during the year
Forfeited during the year
Closing balance
Weighted average remaining contractual life of options outstanding at
the end of the period
Exercise
price of
option
2021
$0.00
$0.00
$0.00
Number of
options
2021
-
150,000
-
150,000
3.5 years
Exercise
price of
option
2020
$0.00
$0.00
$0.00
Number of
options
2020
-
-
-
-
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213456789 Financial Statements Notes to the consolidated financial statements
Note 37. Share-based payments (continued)
RECOGNITION AND MEASUREMENT
The fair value of equity-settled share-based payments granted to employees under the Employee Incentive
Scheme is recognised as an employee benefit expense over the relevant service period, being the vesting period
of the share-based payments, with a corresponding increase in equity. The fair value is measured at the grant
date of the share-based payments including any market performance condition and impact of any non-vesting
conditions. At the end of each period, the Group revises its estimates of the number of options that are expected
to vest based on the non-market vesting and service conditions. It recognises the impact of the revision to original
estimates in profit or loss with a corresponding adjustment to equity.
SIGNIFICANT JUDGEMENTS AND ESTIMATES
VALUATION OF SHARE-BASED PAYMENTS
The Group is required to estimate the fair value of equity-settled share-based payment transactions with
employees at the grant date. Estimating the fair value requires determination of the most appropriate valuation
model which is dependent on the terms and conditions of the grant. This estimate also requires determination
of the most appropriate inputs to the valuation model including the earning multiples, expected life of the share
rights, volatility and dividend yield where applicable. The Group has applied the earning multiples model or Black
Scholes option pricing model and Binomial Model to estimate the fair value of the rights with non-market-based
vesting conditions. A hybrid employee share option pricing model and the Monte Carlo simulation have been
applied to estimate the fair value of rights with market-based vesting conditions.
SHARE-BASED PAYMENT EXPENSE
The recognition of share-based payment expense involves making estimates and assumptions about the
number of equity instruments being vested. The vesting of these equity instruments is subject to achievement
of predetermined market and non-market performance conditions, and service conditions. If the non-market
performance conditions or service conditions are not met during the vesting period then the estimated number of
equity instruments can be revised, reducing the share-based payment expense.
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Financial Statements Notes to the consolidated financial statements
NOTE 38. REMUNERATION OF AUDITORS
The following fees were paid or payable for services provided by BDO Audit (WA) Pty Ltd, the auditor of the Company,
its network firms and other unrelated firms:
Audit services - BDO Audit (WA) Pty Ltd
Audit or review of the financial statements
Other services - BDO Audit (WA) Pty Ltd
Tax services
Corporate advisory services
IPO related services
Remuneration advisory services
Total services - BDO Audit (WA) Pty Ltd
Audit services - BDO network firms
Audit or review of the financial statements
Other services - BDO network firms
Tax services
Corporate advisory services
Total services - BDO network firms
Audit services - other firms (non-BDO)
Audit or review of the financial statements
Other services - other firms (non-BDO)
Tax services
Total services from other firms (non-BDO)
2021
$
2020
$
641,433
901,923
566,112
237,455
-
25,228
511,612
47,200
1,124,924
-
153,900
416,583
1,766,357
1,318,506
949,852
870,798
183,363
148,049
268,070
198,373
331,412
466,443
1,281,264
1,337,241
143,254
135,013
90,085
98,460
233,339
233,473
NOTE 39. NEW STANDARDS AND INTERPRETATIONS
NEW OR AMENDED ACCOUNTING STANDARDS AND INTERPRETATIONS ADOPTED
The Group has applied the following standards and amendments for the first time for the annual reporting period
commencing 1 January 2021:
• AASB 2020-4 Amendments to Australian Accounting Standards – Covid-19-Related Rent Concessions (AASB 16),
and
• AASB 2020-8 Amendments to Australian Accounting Standards – Interest Rate Benchmark Reform – Phase 2
(AASB 4, AASB 7, AASB 9, AASB 16 & AASB 139).
The adoption of these Accounting Standards and Interpretations did not have a material impact on the financial
performance or position of the Group.
DRA Global Annual Report 2021 ACN 622 581 935
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213456789 Financial Statements Notes to the consolidated financial statements
Note 39. New standards and interpretations (continued)
NEW ACCOUNTING STANDARDS AND INTERPRETATIONS ISSUED BUT NOT YET EFFECTIVE
A number of new standards, amendments to standards and interpretations are effective for annual reporting
periods beginning on or after 1 January 2022, and have not been applied in preparing the consolidated financial
statements. The Group’s assessment of the impact of these new standards, amendments to standards and
interpretations is set out below.
Description
AASB 1060 General Purpose Financial Statements – Simplified Disclosures for For-Profit and Not-for-
Profit Tier 2 Entities
Impact on Group Financial
Report
It is not expected that there will be a material impact to the Group as a result of this amendment to the
standard.
Application of standard
1 July 2021
Description
AASB 2020-3 Amendments to Australian Accounting Standards – Annual Improvements 2018–2020 and
Other Amendments (AASB 1, AASB 3, AASB 9, AASB 116, AASB 137 & AASB 141)
Impact on Group Financial
Report
It is not expected that there will be a material impact to the Group as a result of this amendment to the
standard.
Application of standard
1 January 2022
Description
AASB 2020-1 Amendments to Australian Accounting Standards – Classification of Liabilities as Current or
Non-current (AASB 101)
AASB 2020-6 Amendments to Australian Accounting Standards – Classification of Liabilities as Current
or Non-current – Deferral of Effective Date (AASB 101)
Impact on Group Financial
Report
It is not expected that there will be a material impact to the Group as a result of this amendment to the
standard.
Application of standard
1 January 2023
Description
AASB 2021-2 Amendments to Australian Accounting Standards – Disclosure of Accounting Policies and
Definition of Accounting Estimates (AASB 7, AASB 101, AASB 108, AASB 134 & AASB Practice Statement 2)
Impact on Group Financial
Report
It is not expected that there will be a material impact to the Group as a result of this amendment to the
standard.
Application of standard
1 January 2023
Description
AASB 2021-5 Amendments to Australian Accounting Standards – Deferred Tax related to Assets and
Liabilities arising from a Single Transaction (AASB 112)
Impact on Group Financial
Report
It is not expected that there will be a material impact to the Group as a result of this amendment to the
standard.
Application of standard
1 January 2023
Several other amendments to standards and interpretations will apply on or after 1 January 2022, and have not
yet been applied, however they are not expected to have a material impact the Group’s consolidated financial
statements.
NOTE 40. OTHER SIGNIFICANT ACCOUNTING POLICIES
OTHER REVENUE
Other revenue is recognised when it is received or when the right to receive payment is established.
DIVIDENDS
Dividends are recognised, in profit or loss, when the right to receive payment has been established.
INTEREST
Interest is recognised, in profit or loss, using the effective interest rate method unless it is doubtful.
GOVERNMENT GRANTS
Grants from the government are recognised at their fair value where there is a reasonable assurance that the
grant will be received and the Group will comply with all attached conditions.
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DRA Global Annual Report 2021 ACN 622 581 935
Financial Statements Notes to the consolidated financial statements
Note 40. Other significant accounting policies (continued)
CURRENT AND NON-CURRENT CLASSIFICATION
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the
Group’s normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12
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 12 months after the reporting period. All other assets are classified as non-
current.
A liability is classified as current when: it is either expected to be settled in the Group’s normal operating cycle; it is
held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there
is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All
other liabilities are classified as non-current.
Deferred tax assets and liabilities are always classified as non-current.
DERIVATIVE FINANCIAL INSTRUMENTS
Certain derivative instruments do not qualify for hedge accounting. Changes in the fair value of any derivative
instrument that does not qualify for hedge accounting are recognised immediately in profit or loss and are included
in other gains/(losses).
INVESTMENTS AND FINANCIAL ASSETS
RECOGNITION AND DERECOGNITION
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual
provisions of the financial instrument. Financial assets are derecognised when the contractual rights to the cash
flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are
transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled or expires.
CLASSIFICATION AND INITIAL MEASUREMENT OF FINANCIAL ASSETS
Financial assets are classified according to their business model and the characteristics of their contractual cash
flows and are initially measured at fair value adjusted for transaction costs (where applicable).
SUBSEQUENT MEASUREMENT OF FINANCIAL ASSETS
For the purpose of subsequent measurement, financial assets, other than those designated and effective as
hedging instruments, are classified into the following two categories:
• Financial assets at fair value through profit or loss (FVTPL)
• Financial assets at amortised cost
FINANCIAL ASSETS AT FVTPL
Financial assets at FVTPL comprise quoted and unquoted equity instruments which the Group had not irrevocably
elected, at initial recognition or transition, to classify at FVOCI. This category would also include debt instruments
whose cash flow characteristics fail the SPPI (Solely Payments of Principal and Interest) criterion or are not held
within a business model whose objective is either to collect contractual cash flows, or to both collect and sell
contractual cash flows.
Financial assets not measured at amortised cost or at fair value through other comprehensive income are
classified as financial assets at fair value through profit or loss. Typically, such financial assets will be either: (i)
held for trading, where they are acquired for the purpose of selling in the short-term with an intention of making
a profit, or a derivative; or (ii) designated as such upon initial recognition where permitted. Fair value movements
are recognised in profit or loss.
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213456789 Financial Statements Notes to the consolidated financial statements
FINANCIAL ASSETS AT AMORTISED COST
Financial assets with contractual cash
flows
representing SPPI and held within a business model of
‘hold to collect’ contractual cash flows are accounted
for at amortised cost using the effective interest
method. The Group’s trade and most other receivables
fall into this category of financial instruments.
A financial asset is measured at amortised cost
only if both of the following conditions are met: (i) it
is held within a business model whose objective is
to hold assets in order to collect contractual cash
flows; and (ii) the contractual terms of the financial
asset represent contractual cash flows that are solely
payments of principal and interest.
EXPECTED CREDIT LOSSES
The Group assesses on a forward looking basis the
expected credit losses (ECL) associated with its debt
instruments carried at amortised cost and FVTOCI.
The ECL methodology applied depends on whether
there has been a significant increase in credit risk.
The Group makes use of a simplified approach in
accounting for trade and other receivables as well as
contract assets and records the loss allowance at the
amount equal to the ECL losses. In using this practical
expedient, the Group uses its historical experience,
external indicators and forward looking information
to calculate the ECL using a provision matrix. For
other financial assets, the ECL is based on either the
12-month or lifetime ECL. The 12-month ECL is the
portion of lifetime ECLs that results from default events
on a financial instrument that are possible within 12
months after the reporting date. When there has been
a significant increase in credit risk since origination,
the allowance will be based on the lifetime ECL. In
all cases, the Group considers that there has been
a significant increase in credit risk when contractual
payments are more than 30 days past due. The Group
considers a financial asset in default when contractual
payment are 90 days past due. However, in certain
cases, the Group may also consider a financial asset
to be in default when internal or external information
indicates that the Group is unlikely to receive the
outstanding contractual amounts in full before taking
into account any credit enhancements held by the
Group.
IMPAIRMENT OF NON-FINANCIAL ASSETS
The Group assesses, at the end of each reporting
period, whether there is any indication that an asset
may be impaired. If any such indication exists, the
Group estimates the recoverable amount of the asset.
Note 40. Other significant accounting policies (continued)
If there is any indication that an asset may be
impaired, the recoverable amount is estimated for
the individual asset. If it is not possible to estimate
the recoverable amount of the individual asset, the
recoverable amount of the cash-generating unit
(CGU) to which the asset belongs is determined.
The recoverable amount of an asset or a CGU is the
higher of its fair value less costs to sell and its value-
in-use.
If the recoverable amount of an asset is less than its
carrying amount, the carrying amount of the asset is
reduced to its recoverable amount. That reduction is
an impairment loss.
An impairment loss of assets carried at cost less
any accumulated depreciation or amortisation is
recognised immediately in profit or loss. For the
purposes of assessing
impairment, assets are
grouped at the lowest levels for which there are
separately identifiable cash flows (cash-generating
units).
The units or groups of units are identified at the
lowest level at which goodwill is monitored for internal
management purposes, being operating segments.
An impairment loss is recognised for CGUs if the
recoverable amount of the unit is less than the
carrying amount of the units. The impairment loss is
allocated to reduce the carrying amount of the assets
of the unit in the following order:
• first, to reduce the carrying amount of any goodwill
allocated to the CGU; and
• then, to the other assets of the unit, pro rata on the
basis of the carrying amount of each asset in the
unit.
The Group assesses at each reporting date whether
there is any indication that an impairment loss
recognised in prior periods for assets other than
goodwill may no longer exist or may have decreased.
If any such indication exists, the recoverable amounts
of those assets are estimated.
The increased carrying amount of an asset other than
goodwill attributable to a reversal of an impairment
loss does not exceed the carrying amount that would
have been determined had no impairment loss been
recognised for the asset in prior periods.
A reversal of an impairment loss of assets carried at
cost less accumulated depreciation or amortisation
other than goodwill is recognised immediately in
profit or loss.
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Financial Statements Directors’ declaration
DIRECTORS’ DECLARATION
In the directors’ opinion:
• the consolidated financial statements and notes comply with the Corporations Act 2001, the Accounting
Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements;
• the consolidated financial statements and notes comply with International Financial Reporting Standards as
issued by the International Accounting Standards Board as described in note 1 to the financial statements;
• the consolidated financial statements and notes give a true and fair view of the Group’s financial position as at
31 December 2021 and of its performance for the financial year ended on that date; and
• there are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable.
The directors have been given the declarations required by section 295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the board of directors.
On behalf of the directors
Peter Mansell
Chairperson
25 February 2022
Andrew Naudé
Chief Executive Officer
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Auditor’s independence declaration
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Independent Auditor's Report to the members of DRA Global Limited
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF DRA GLOBAL
LIMITED
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Independent Auditor's Report to the members of DRA Global Limited
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213456789 Independent Auditor's Report to the members of DRA Global Limited
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Independent Auditor's Report to the members of DRA Global Limited
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213456789 Other ASX Additional Information
ASX ADDITIONAL INFORMATION
Additional information required by the Australian Securities Exchange and not shown elsewhere in DRA’s 2021
Annual Report is detailed below. The information was current as at 28 January 2022.
DISTRIBUTION OF EQUITY SECURITIES
The number of holders, by size of holding, in each class of equity securities is set out below.
Shares
Upside Participation Rights
ZEPOs* Expiring 28/9/2023
# Holders
Total
% # Holders
Total
% # Holders
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 - and
over
511
218
57
97
73
131,333
565,603
409,034
3,428,725
0.24
1.04
0.76
6.33
49,631,279
91.63
Total
956
54,165,974
100.00
Total
943
%
2.47
16,982
20,283
44.44
53.09
1
2
1
2
2
25,000,000
100.00
25,000,000
100.00
4
38,208
100.00%
ZEPOs* Expiring 31/3/2024
ZEPOs* Expiring 31/3/2025
ZEPOs* Expiring 30/6/2025
# Holders
Total
% # Holders
Total
% # Holders
Total
%
10
36
44
1
91
41,308
281,315
1,075,643
203,420
2.58
17.56
67.16
12.70
1,601,686
100.00
6
6
150,000
100.00
150,000
100.00
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
15
495,000
100.60
100,001 - and
over
Total
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 - and
over
495,000
100.00
ZEPOs* Expiring 31/3/2026
# Holders
Total
%
43
30
28
2
169,816
235,848
737,020
11.58
16.09
50.27
323,427
22.06
Total
103
1,466,111
100.00
* ZEPO is a zero exercise price option.
There were 316 holders of less than a marketable parcel of shares based on the closing price of shares on the ASX
on 28 January 2022.
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EQUITY SECURITY HOLDERS
The names of the twenty largest holders of quoted equity securities (fully paid ordinary shares) are listed below.
Other ASX Additonal Information
Name of Holder
GENCY SUPPORT LIMITED
LION STEPS PTY LTD
ANCHOR HIGH EQUITY WORLDWIDE SNN QI
VMF INVESTMENTS LIMITED
JAMIJEN HOLDINGS PTY LTD
HARRINGTON INVESTMENT HOLDINGS
CS FOURTH NOMINEES PTY LIMITED
KILMARNOCK INVESTMENTS HOLDINGS (PT
HOWGOLD ENTERPRISES PTY LTD
WOODMEAD ASHES (PTY) LTD
ALISTAIR RUTH PTY LTD
LAELA BAYLEY PTY LTD
ANDREW JAMES NAUDE
GSPC TRADING AND REFINING PTY LTD
WRAY CARVELAS
SALT ROCK HOLDINGS
JDAD ASSET HOLIDNGS PTY LTD
NABUGRAPH PTY LTD
PRO LIBERI INVESTMENTS PTY LTD
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
THESTFIELD PTY LTD
Number
Held
6,642,339
4,123,340
3,913,423
3,075,615
2,695,539
1,905,536
1,522,471
1,463,314
1,223,660
1,100,110
884,639
861,142
830,979
799,990
647,528
633,607
622,222
622,222
622,222
622,222
Percentage of
Issued Shares
12.26%
7.61%
7.22%
5.68%
4.98%
3.52%
2.81%
2.70%
2.26%
2.03%
1.63%
1.59%
1.53%
1.48%
1.20%
1.17%
1.15%
1.15%
1.15%
1.15%
34,812,120
64.27%
The 25,000,000 Upside Participation Rights on issue are held by BPESAM IV M Limited (holds 12,500,000) and
BPESAM IV N Limited (holds 12,500,000).
SUBSTANTIAL HOLDERS
The following shareholders have declared a relevant interest in the number of voting shares at the date of giving
a substantial shareholder notice under Part 6C.1 of the Corporations Act 2001 as at 22 January 2022.
DRA Global Limited*
Gency Support Limited
Leon and Stella Uys (Lion Steps Pty Ltd)
Mponjwane Investments Proprietary Limited
VMF Investments Limited
Andrew Naudé
Ordinary Shares
Number Held
Percentage
34,295,426
6,642,339
4,123,340
3,913,423
3,075,615
3,526,518
63.32%
12.26%
7.61%
7.22%
6.99%
6.51%
* DRA Global Limited is not the registered holder of any DRA shares but holds a relevant interest in those shares
subject to voluntary escrow or a share scheme loan holding lock.
There may be differences between this information and the list of the top 20 largest shareholders due to
differences between registered holder details and the nature of a holder’s relevant interest in voting shares.
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213456789 Other ASX Additional Information
VOTING RIGHTS
The voting rights attaching to each class of equity securities are detailed below.
• Fully paid ordinary shares – each holder present at a general meeting (whether in person, online, by proxy or by
representative) is entitled to one vote on a show of hands, or on a poll, one vote for each share subject to any
voting restrictions that may apply.
• Options – no voting rights.
ON-MARKET SHARE BUY-BACK
DRA is currently conducting an on-market buy-back of its shares on both the ASX and the JSE. DRA last bought
back shares on 10 December 2021.
VOLUNTARILY ESCROWED SECURITIES
DRA has 34,078,625 fully paid ordinary shares subject to voluntary escrow. The voluntary escrow period ends
at the close of trading on ASX on the day of announcement of DRA’s full year financial results to the ASX for the
financial year ended 31 December 2021 (being 25 February 2022).
ASX WAIVER CONDITIONS
As part of DRA’s listing on the ASX it obtained a confirmation from the ASX that the terms of the 25,000,000 upside
Participation Rights proposed to be issued (and now on issue) to BPESAM IV Limited and BPESAM IV N Limited by
the Company are appropriate and equitable for the purposes of ASX listing rule 6.1 on the following conditions.
The Company discloses the following in each annual report, annual audited financial accounts and half yearly
report issued by the Company in respect of any period during which any of the UPRs remain on issue or were
converted or cancelled:
• the number of UPRs on issue during the relevant period – there were 25,000,000 UPRs on issue during the reporting
period, and there remains 25,000,000 UPRs on issue as at the date of this report;
• a summary of the terms and conditions of the UPRs, including without limitation the number of ordinary shares
into which they are convertible and the relevant milestones – please see below;
• whether any of the UPRs were converted or cancelled during that period – no UPRs were converted or cancelled
during the reporting period; and
• the number of UPRs converted during the period – zero UPRs were converted during the reporting period.
Summary of Terms and Condition of the UPRs
Issuer
DRA Global Limited.
Initial holders
BPESAM IV Limited and BPESAM IV N Limited.
Initial grant
25,000,000 UPRs.
UPR value
The value of each UPR is determined as the 30-day VWAP of Shares minus $3.10.
The UPR value of each UPR is capped at $3.40, such that the maximum value of all UPRs currently held is
$85,000,000.
Conversion to
Shares
The UPRs convert into the shares based on the UPR value at the time of exercise, divided by the 30-day
VWAP of shares at the time of UPR exercise.
Cash settlement
option
DRA may elect to settle the exercise of UPRs by payment of the UPR value using immediately available
funds.
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Other ASX Additional Information
Commencement
date
Announcement of DRA’s FY2021 full year financial results to the ASX. The holder will be released from these
escrow obligations with respect to 50% of the UPRs if at any date from the ASX listing the 30-day VWAP of
shares exceeds the Offer Price by 25%.
Expiry date
31 December 2023.
Exercise period
The UPRs may only be exercised between the commencement date and the expiry date.
Early exercise
The holders may elect to reduce up to 30% of the UPRs prior to the expiry date if they do not elect to reduce
their UPR holding via the IPO offer.
Automatic exercise
on the expiry date
If the UPRs have a UPR value greater than zero and have not been exercised prior to the expiry date, then
the UPRs are deemed to be exercised on the expiry date and subsequently cancelled.
Expert valuation
If the total value of the shares issued under or sold into the IPO offer or traded from the ASX listing date to
the expiry date is less than $20,000,000, and the UPRs have not been fully exercised before the expiry date,
the UPR value will be determined by an independent expert based on a fair market valuation of a Share
rather than the 30-day VWAP.
Minimum exercise
The minimum number of UPRs that can be exercised at any one time is three (3) million.
Liquidity event
If DRA announces:
•
•
•
receipt of a takeover bid under Chapter 6 of the Corporations Act 2001 to acquire all or a majority of
the shares, and that takeover bid is recommended by the DRA Board of Directors or accepted by the
holders of more than 50% of the shares;
a scheme of arrangement under Part 5.1 of the Corporations Act 2001 to acquire all of the shares; or
a transaction to acquire all (or a majority) of the business assets of DRA,
The UPR holders are entitled to an early exercise of their UPRs for shares (based on the price for shares
implied by the liquidity event described above) so that they may participate in the relevant transaction as
a shareholder.
Adjustments
The ‘strike price’ ($3.10), ‘maximum cap’ ($6.50) or the number of UPRs (25,000,000) (or a combination
thereof) will be subject to adjustment in the following circumstances:
•
•
•
where DRA pays a dividend or capital distribution to the holders of shares;
for bonus issues, share splits and share consolidations; and
for pro-rata entitlement offers.
None of these adjustments increase the maximum value of the UPRs. There are no other adjustments to the
UPR terms and conditions.
Buy back right
DRA may buy back the UPRs at any time for cash consideration by paying the maximum value of the UPRs
to the UPR holders.
Transferability
The UPRs may be transferred to a third party purchaser, provided that DRA has a right of first offer on the
sale of the UPRs to a third party. If DRA exercises that right it must purchase the shares on the same terms
as they were offered to the third party.
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213456789 Other Glossary
GLOSSARY
AGM
Annual general meeting
APAC/AMER
Australia, Asia Pacific and Americas
ASX
Australian Securities Exchange
B-BBEE
Broad-based Black Economic Empowerment
CEO
CFO
COO
DFS
EBIT
EBITA
EBITDA
EMEA
EPC
EPCM
EPS
ESG
HSE
IPO
JSE
KMP
LTI
LTIP
LTIFR
STI
STIP
TRIFR
TSR
VWAP
Chief Executive Officer
Chief Financial Officer
Chief Operating Officer
Definitive Feasibility Study
Earnings before net finance income and income tax expense
Earnings before net finance income, income tax expense and amortisation
Earnings before net finance income, income tax expense, depreciation and amortisation
Europe, the Middle East and Africa
Engineering, procurement and construction
Engineering, procurement, and construction management
Earnings per share
Environmental, Social,and Governance
Health, Safety and Environment
Initial public offering
Johannesburg Stock Exchange
Key management personnel
Long-term incentive
Long-term incentive plan
Lost time injury frequency rate
Short-term incentive
Short-term incentive plan
Total recordable injury frequency rate
Total shareholder return
Volume weighted average price
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Other Disclaimer
DISCLAIMER
NON-IFRS FINANCIAL INFORMATION
DRA’s results are reported under the Australian
Accounting Standards as
issued by Australian
Accounting Standards Board which compliant with
the International Financial Reporting Standards (IFRS)
as issued by the International Accounting Standards
Board. DRA discloses certain non-IFRS measures
including Underlying EBITA, Earnings per share
(excluding valuation of UPRs) and Headline earnings
per shares that are not prepared in accordance
with IFRS. These non-IFRS measures should only be
considered in addition to and not as a substitute for,
other measures of financial performance prepared in
accordance with IFRS.
NOT FINANCIAL PRODUCT ADVICE
This report is for information purposes only and
is not a financial product or investment advice or
recommendation to acquire DRA securities (or any
interest in DRA Global securities) and does not take
into consideration the investment objectives, financial
situation or particular needs of any particular
investor. You should make your own assessment
of an investment in DRA and should not rely on this
report. In all cases, you should conduct your own
research of the Company and analysis of the financial
condition, assets and liabilities, financial position
and performance, profits and losses, prospects and
business affairs of DRA and its business, and the
contents of this report. You should seek legal, financial,
tax and other advice appropriate to your jurisdiction.
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213456789 CORPORATE
DIRECTORY
DIRECTORS
Peter Mansell Independent Non-Executive Director
and Chairman
Andrew Naudé Managing Director and Chief Executive
Officer
Kathleen Bozanic Independent Non-Executive Director
Lee (Les) Guthrie Independent Non-Executive Director
Paulus (Paul) Lombard Independent Non-Executive
Director
Jonathan (Johnny) Velloza
Executive Director
Independent Non-
CHIEF FINANCIAL OFFICER
Adam Buckler
CHIEF OPERATING OFFICER
Alistair Hodgkinson
COMPANY SECRETARY
Ben Secrett
Other Corporate Directory
AUDITOR
BDO Audit (WA) Pty Ltd
Level 9, Mia Yellagonga Tower 2, 5 Spring Street
Perth WA 6000, Australia
PRINCIPAL BANKER
HSBC Bank Australia (HSBC)
Level 1, 188-190 St Georges Terrace, Perth WA 6000,
Australia
Rand Merchant Bank (RMB)
1 Merchant Place, Cnr Fredman Drive & Rivonia Road
Sandton, Johannesburg Gauteng 2196, South Africa
STOCK EXCHANGE LISTINGS
DRA Global Limited fully paid ordinary shares are
listed on the
following exchanges.
• Australian Securities Exchange – ASX Code: DRA
• Johannesburg Stock Exchange – JSE Code: DRA
INCORPORATION
DRA Global Limited is incorporated in Australia as a
public
company limited by shares.
• ACN 622 581 935
• ABN 75 622 581 935
WEBSITE AND EMAIL CONTACT
REGISTERED OFFICE AND BUSINESS ADDRESS
Level 8, 256 Adelaide Terrace, Perth WA 6000, Australia
www.draglobal.com
info@draglobal.com
ANNUAL GENERAL MEETING
The Annual General Meeting of DRA Global Limited
is scheduled to be held on 17 May 2022 at a time
and places (in both Perth and Johannesburg) to be
announced.
Telephone: +61 8 6163 5900
POSTAL ADDRESS
PO Box 3130, East Perth WA 6892, Australia
SHARE REGISTER
Computershare Investor Services Pty Ltd
Level 11, 172 St Georges Terrace, Perth WA 6000,
Australia
Telephone: +61 8 9323 2000
and at
Rosebank Towers, 15 Biermann Avenue, Rosebank,
2196, Gauteng, South Africa
Telephone: +27 11 370 5000
www.computershare.com
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213456789 draglobal.com
APAC OFFICES:
Brisbane, Perth, Adelaide, Mackay, Beijing
Toronto, Montreal, Pittsburgh, Lima, Santiago
AMER OFFICES:
EMEA OFFICES:
Johannesburg, Cape Town, Harare,
Windhoek, Maputo, Riyadh, Accra, Moscow,
Gaborone
HEAD OFFICE
Level 8, 256 Adelaide Terrace
Perth WA 6000 / Australia
Telephone / +61 (0)8 6163 5900
POSTAL ADDRESS
PO Box 3130
East Perth WA 6892 / Australia