AND APPENDIX 4E
For the financial year ended 31 December 2022
ABN 75 622 581 935
OUR ASPIRATION
To turn the future of mining into reality as
the most sought-after company in our field.
CONTENTS
APPENDIX 4E .........................................................4
SUSTAINABILITY ................................................54
WE ARE DRA GLOBAL .......................................... 7
CORPORATE GOVERNANCE ...........................63
YEAR AT A GLANCE ........................................... 16
FINANCIAL REVIEW ........................................... 67
CHAIR’S REVIEW ............................................... 18
DIRECTORS’ REPORT ........................................80
CEO’S REPORT ....................................................20
REMUNERATION REPORT ................................88
OPERATIONAL REVIEW ..................................... 25
FINANCIAL STATEMENTS ............................... 110
LEADERSHIP ........................................................42
ADDITIONAL INFORMATION .......................... 179
PEOPLE AND CULTURE .....................................46
ABOUT THIS REPORT
This Annual Report is a summary of DRA’s operations and financial results for the financial year ended
31 December 2022. All references to ‘DRA’, ‘the Company’, ‘the Group’, ‘we’, ‘us’ and ‘our’ refers to DRA Global
Limited (ACN 622 581 935) and the entities it controls, unless stated otherwise.
References in this report to a ‘year’ are to the financial year ended 31 December 2022 unless stated otherwise. All
dollar figures are in Australian dollars unless stated otherwise.
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DRA Global Annual Report 2022 ACN 622 581 935
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3
COMMENTARY
The consolidated statement of profit and loss, consolidated statement of comprehensive income, consolidated
statement of financial position, consolidated statement of cash flows and consolidated statement of changes in
equity, together with notes to each of these statements, are contained within the audited financial statements of
DRA’s FY2022 Annual Report.
Refer to the commentary on the results for the financial year contained in the operational and financial reviews of
DRA’s FY2022 Annual Report.
The financial report for the financial year ended 31 December 2022 has been audited by BDO Audit (WA) Pty Ltd,
which has issued an unmodified audit opinion in respect of the consolidated financial statements.
2023 ANNUAL GENERAL MEETING
DRA’s Annual General Meeting is scheduled for 9 May 2023 (subject to change) at a time and place (in
Johannesburg) to be announced.
APPENDIX 4E
DRA Global Limited | ACN 622 581 935
DETAILS OF REPORTING PERIOD
Reporting period
For the year ended 31 December 2022
Previous reporting period
For the year ended 31 December 2021
RESULTS FOR ANNOUNCEMENT TO THE MARKET
Revenues from ordinary activities
Loss from ordinary activities after tax attributable to the owners of DRA Global
Loss for the year attributable to the owners of DRA Global
down
down
down
%
24.6%
143.7%
143.7%
$’000
894,732
21,872
21,872
to
to
to
DIVIDENDS AND DIVIDEND REINVESTMENT PLANS
It is not proposed to pay any dividends for the reporting period. 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
Reporting period
Cents
Previous period
Cents
317.30
318.51
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.
DETAILS OF ASSOCIATES AND JOINT VENTURE ENTITIES
Finetech Minerals Pty Ltd
LSL Consulting Pty Ltd
Tekpro Projects Pty Ltd
Nokeng Joint venture (unincorporated)
31-Dec-22
31-Dec-21
25%
25.5%
25.5%
50%
25%
25.5%
25.5%
50%
The Group’s aggregate share of associates and joint venture entities’ profits/(losses) are not material for the
reporting period.
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DRA Global Annual Report 2022 ACN 622 581 935
Appendix 4E
5
I’ve had many professional highlights since
starting at DRA. The standout would be
successful project delivery when working
on a mineral sands project in West Africa;
DRA’s first mineral sands project and the
first project in that country. There is no
scope too big for DRA and our expert team
can successfully deliver any project, no
matter the location or commodity.
Zoleka Malotana
Branding, Marketing and Communications
Business Partner // Minopex and SENET
Johannesburg // South Africa
WE ARE DRA GLOBAL
ABOUT US
DRA is a global multi-disciplinary engineering, project
delivery and operations management group focused
on the mining, minerals and metals industry.
As a dual-listed ASX and JSE company with
headquarters in Perth, Australia, we have deep
subject matter expertise in mining, minerals and
metals processing and related non-process
infrastructure including sustainability, water and
energy solutions for the mining sector.
We deliver advisory, engineering and project delivery
services throughout the capital project lifecycle
from concept through to operational readiness and
commissioning as well as ongoing operations and
maintenance services.
OUR TRACK RECORD
Almost four decades, specialising in the
mining, minerals and metals industry
4
14 offices on five continents
4,000 people worldwide
8,000
projects, studies and managed
services solutions, underpinned
by effective and reliable delivery
CREATING REAL VALUE
We are driven by our purpose to create real value
by fulfilling the aspirations of our people, clients,
shareholders, and communities. In other words,
we exist to deliver long-term value to all our
stakeholders.
ROADMAP TO 2025
Our purpose is underpinned by our strategy to deliver
sustainable long-term growth of our business so that
it consistently improves in value over time. Take a
look at our Roadmap to 2025 on page 13.
OUR VALUES
Our people are the cornerstone of our business.
While our strategy outlines what we do to achieve
our purpose, our people are guided by values of
safety, integrity, excellence, trust and courage each
and every day. We proudly feature our people
throughout this report.
SAFETY
INTEGRITY
EXCELLENCE
TRUST
COURAGE
PEOPLE
We are DRA Global About us
7
OUR WORK
We operate across two distinct, but interconnected
divisions – Projects and Operations – within two
regional operating segments:
• Australia, Asia-Pacific, North and South America
(APAC/AMER); and
• Europe, the Middle East and Africa (EMEA).
Our core business focuses on delivering services to a
diverse client base, from junior miners to global tier
one, multi-commodity clients in the mining, minerals
and metals sector.
PROJECTS DIVISION
DRA Projects services the mining, minerals and
metals industry from mine-to-port across the
APAC/AMER and EMEA regions, specifically for the
engineering design, procurement, project and
construction management of mine assets.
Our 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,
our people add value across the entire lifecycle of a
capital project.
Our design capabilities and excellent project
management skills ensure the successful
implementation of projects across multiple countries,
commodities and processing technologies.
OPERATIONS DIVISION
As companies look for innovative ways to reduce
operating and maintenance costs and improve
productivity, DRA Operations offer a unique business
model for mineral processing throughout the world.
DRA is a leader in this sector, adding value to mining
operations by meeting the unique needs of its
clients. From coal, chromite, and ferrous metals, to
diamonds, gold, and platinum group metals, 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.
OUR SERVICES
Our business model covers the full project lifecycle,
offering optimal solutions that are tailored to meet
clients’ needs and solutions to the mining, minerals
and metals industry.
ORIGINATE – PROJECT DEVELOPMENT
• Front-end solutions
• Mineral economics evaluation and advisory
• Concept development
• Preliminary economic assessments
• Study development
• Feasibility studies
• Economic and project evaluation
• Estimating and planning
• Project risk assessment
• Sustainability solutions
DELIVER – PROJECT DELIVERY AND EXECUTION
• Front-end engineering design
• Engineering design
• Procurement
• Detailed design
• Project management
• Construction management
• Commissioning
• Commercial contract management
• Capital portfolio delivery
• Sustainable project solutions
OPTIMISE – OPERATIONS AND MAINTENANCE
• Plant operations and maintenance
• Maintenance and operations advisory
• Operational assessment
• Management and data systems
• Asset integrity management
• Brownfield improvements and plant modifications
• Sustaining capital
• Process optimisation
• Sustainability solutions
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DRA Global Annual Report 2022 ACN 622 581 935
Establishing the operations and
maintenance (O&M) business in APAC
has been one of my highlights at DRA.
We started with smaller projects such
as the Dargues Gold Processing Plant
for Diversified Minerals but have since
established long-term contracts.
We’re now fully mobilised for the
Carmichael Coal Project contract,
which sets a strong foundation for the
DRA Group to expand its O&M capability.
Michael Carretta
Senior Vice President, Delivery // APAC
Brisbane // Australia
ALTHOUGH OUR ROOTS ARE IN AFRICA, WE HAVE EMERGED AS A GLOBAL PLAYER COVERING ALL
MAJOR MINING JURISDICTIONS AND ALL SIGNIFICANT COMMODITIES. WE NOW OPERATE ACROSS FIVE
CONTINENTS AND UNDERTAKE PROJECTS THROUGHOUT THE WORLD.
CAPABILITIES
• Minerals and metals
processing
• Mining
• Non-process
infrastructure
• Construction
management
• Electrical, control
and instrumentation
• Water
• Energy
• Engineering
• Advisory
• Operations and
maintenance
COMMODITIES
• Precious metals
• Base metals
• Rare earths
• Bulk commodities
• Precious stones
• Thermal and
metallurgical coal
• Battery minerals
• Nuclear fuels
• Industrial minerals
• Mineral sands
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DRA Global Annual Report 2022 ACN 622 581 935
We are DRA Global Our work
11
OUR STRATEGY
The Roadmap to 2025 is DRA’s global strategic
direction and key priorities that will help us reach our
full potential as a company.
Our aspiration - to turn the future of mining into
reality as the most sought-after company in our
field - will drive us towards where we want to be by
the end of 2025.
Underpinned by our values, our aspiration will guide
the way we work together to achieve our purpose of
creating real value.
OUR PEOPLE
We foster a supportive and inspiring work culture
where our people can thrive and grow while doing
meaningful work that helps them fulfil their career
goals.
OUR CLIENTS
As a trusted partner, we create more value for our
clients than our competitors through a differentiated
approach that helps to shape the future of the
mining industry and grow our brand in the market.
OUR SHAREHOLDERS
We strive to deliver long-term success of our
business so it consistently improves in value over
time by applying sound principles of governance
and risk management to support quality of earnings
in a sustainable way.
OUR COMMUNITIES
We strive to deliver the resource commodities
that economies need, while sourcing, extracting,
and processing in a way that leaves a positive,
sustainable impact in our communities through
innovative engineering.
OUR ASPIRATION IS TO TURN THE FUTURE
OF MINING INTO REALITY AS THE MOST
SOUGHT-AFTER COMPANY IN OUR FIELD
We are DRA Global Our strategy
We are DRA Global Our strategy
13
13
DRA has been very supportive of my career
and professional development. Since I
started two years ago, I’ve earned my
professional engineering designation, had
the opportunity to expand my skills and
participate on different committees, and
proudly attended various conferences as the
vice chair of Women in Mining Canada with
the full support of DRA.
Mélanie LaRoche-Boisvert
Mining Engineer // AMER
Montreal // Canada
OUR STRATEGIC PILLARS
Our five strategic pillars – Client, Portfolio
Performance, Talent, Innovation and Sustainable
DRA - will allow us to succeed in a highly competitive
market. We will continue to adapt our pillars to
ensure that we remain at the forefront of a rapidly
changing industry.
We leverage our strategic pillars to drive an
aligned and digitally enabled workplace that builds
innovation and sustainability into everything that we
do.
STRATEGIC GROWTH INITIATIVES
The global mining industry is dynamic with complex
challenges that require innovative solutions. As
a leading service provider, we need to constantly
adapt to better serve our clients and meet the
demands of this changing landscape.
We will grow our current business in our core
markets, expand our services and offerings and seed
options for the future.
OUR STRATEGIC PILLARS
ROADMAP TO 2025
Working across three horizons
CLIENT
PORTFOLIO
PERFORMANCE
TALENT
INNOVATION
SUSTAINABLE
DRA
Our Client pillar focuses on deepening our
relationships and driving continuous improvement in
our client experience. We have proudly built strong
and enduring relationships with our clients across the
globe, and we will continue to support, advise and
work together with them to develop opportunities,
solve their most pressing challenges and adapt our
service offerings to meet their needs.
Our Portfolio Performance pillar ensures we continue
to successfully deliver projects and operations by
driving a culture of continuous improvement in
everything that we do. We believe in engineering
excellence through the application of reliable, and
scalable project delivery processes and systems
to help us achieve strong financial results in a safe
workplace.
Our Talent pillar aims to cultivate a high trust culture
that will help us attract, engage and retain people
who will contribute to our high-performing teams.
Our people are creative thinkers who are committed
to finding solutions for our clients. We will continue
to drive authentic, collaborative and responsible
leadership which will help us become a magnet for
talent by embracing innovative future ways of work.
Our Innovation pillar will see us leverage our
pioneering thinking and technical expertise to build
competitive differentiation that makes us unique
in the industry. We will continue to drive thought-
leadership from our centres of excellence around the
globe and create experts as a differentiator across
our value chain.
With the world changing at an unprecedented
rate, our challenge is taking considered action to
design the systems, processes and strategies that
best support our aspiration, while having a positive
impact on our stakeholders.
Our Sustainable DRA pillar focuses on redesigning
our ESG strategy and action plan to help us make
progress in the implementation of our strategic
intent. We aim to consider the principles of ESG
in our decision-making while leveraging our
strong technical capabilities to assist clients with
sustainability solutions.
NEW SERVICES AND OFFERINGS
Strategic initiatives
• Advisory
• Sustainability solutions
• Underground mining
• Energy transition metals
• Hydrometallurgy
• Front-end solutions and mineral
economics evaluation capability
SEED OPTIONS FOR THE FUTURE
• Digital solutions
• Clean energy solutions
• Novel technologies
• New regions
• New business models
HORIZON
3
LONGER TERM
HORIZON
2
NEAR TERM
DEFEND AND GROW
CURRENT BUSINESSES
HORIZON
Strategic pillars
1
CURRENT
• Client
• Portfolio performance
• Talent
• Innovation
• Sustainable DRA
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DRA Global Annual Report 2022 ACN 622 581 935
We are DRA Global Our strategy
We are DRA Global Our strategy
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15
YEAR AT A GLANCE
$895 million
Revenue
$24.3 million
Underlying EBITDA
895
938
1,186
24.3
79.7
75.9
$(21.4) million
NPAT
(44.0) cents
Basic loss per share
(21.4)
(44.0)
53.5
25.6
87.1
27.9
$858 million
Backlog
$59.1 million
Net cash
858
790
1,084
FY2022
FY2021
FY2020
$4.3 billion
Total pipeline
FY2022 KEY GROUP OUTCOMES
Improved safety performance with TRIFR of 0.52,
a reduction of 33 percent on the prior year
Strong operational performance from core businesses
in EMEA and AMER, in line with expectations
Delivered profitable second half EBIT and restructured
APAC for profitability and growth
Completed the sale of the G&S Engineering business and
commercially resolved legacy loss-making APAC contracts
Progress made on resolving pre-IPO
litigation matters
Secured $638 million in new contracts
and extensions with major awards
Finalised our Roadmap to 2025, detailing our
global strategic direction and key priorities
Reshaped our operating model and corporate structure, and
appointment of refreshed Global Leadership Team
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DRA Global Annual Report 2022 ACN 622 581 935
We are DRA Global FY2022 Key Group outcomes
17
CHAIR’S
REVIEW
“THE GLOBAL MINING INDUSTRY IS DYNAMIC, WITH COMPLEX CHALLENGES THAT REQUIRE INNOVATIVE SOLUTIONS. PROUDLY, DRA
IS A LEADING SERVICE PROVIDER TO THE INDUSTRY WITH A TRACK RECORD SPANNING ALMOST FOUR DECADES. WHILE IT HAS BEEN
A DIFFICULT YEAR, THE BOARD IS CONFIDENT THAT THE BUSINESS IS WELL-POSITIONED TO TAKE ON THE NEXT PHASE OF GROWTH,
UNDERPINNED BY ITS ROBUST ROADMAP TO 2025, WHICH WILL DIFFERENTIATE IT IN THE MARKET AND MAKE IT THE PROVIDER OF
CHOICE.”
I’m pleased to present DRA Global’s Annual Report for
the year ended 31 December 2022 (FY2022).
profit of $7.0 million, and ended the financial year with
a net cash balance of $59.1 million.
Throughout the year, we have worked hard to
strengthen our business and turned our attention to
sustainable long-term growth through the Roadmap
to 2025 - DRA’s global strategic direction. We also
resolved a number of litigation disputes, refocused
on our core strengths of engineering, project delivery
and operations and maintenance, and continued to
deliver exceptional results for our clients around the
world.
While the global economy re-emerged from the
COVID-19 pandemic, the impacts of the war in
Ukraine, geo-political tensions between China and
the US, rapidly rising worldwide inflation followed by
rising universal interest rates have been deeply felt
by all of us. Scarce skills, increasingly complex ore
bodies, challenging project economics and finding
sustainable low-carbon solutions are a few of the
challenges facing the industry.
Despite this, we closed the year having successfully
navigated our business through these industry
challenges, as well as significant internal change
in our business, which can only be attributed to the
extraordinary efforts and resilience of our people.
The Board would like to express its gratitude to our
people for their ongoing dedication, demonstrating
courage and supporting each other, and continuing
to strive for excellence for our clients.
YEAR IN REVIEW
It has been a defining year for the Group, with our
financial performance reflecting the challenges
that were faced during the first half of the year,
particularly in the APAC business.
The Group performed well in the second half of the
year to deliver a modest full year Underlying EBIT
We resolved a number of legacy loss-making fixed-
price construction contracts that were entered
into by the G&S Engineering business in prior
years, which contributed to the Group’s first-half
losses and impacted overall earnings. Following
the announcement to divest the G&S Engineering
business in July, the Group undertook a review and
restructure of the APAC business which has put
the region in a much-improved financial position
heading into FY2023.
In September, we successfully completed the
divestment of the G&S Engineering business to KAEFER
Integrated Services. We believe this partnership is
more strategically aligned for the long-term and
allows DRA to refocus on what it does best. I’d like to
thank our G&S Engineering colleagues for their service
since joining the Group in FY2018.
As reported in our half year results, the Australian
Takeovers Panel matters were concluded, and two
major pre-IPO related disputes have been resolved.
We also continue to make progress towards resolving
other disputes.
We continued our focus and commitment to
responsible business practice to ensure the success
and stability of our organisation, create a culture of
trust and promote investor confidence.
RESHAPING THE WAY WE OPERATE
Towards the middle of the year, we made some
changes to the way we operate following an
operating model review. Working to a new and
fit-for-purpose operating model has allowed us to
appropriately empower our business units to enable
them to operate responsibly within the Group’s
governance, risk and compliance frameworks. In
addition, the new model has delivered clarity of
accountability to support improved performance and
collaboration, and provide the platform to optimise
overhead cost structures.
We also reshaped our corporate structure and
introduced a smaller Group Executive Committee
to help streamline decision-making across the
Company and to support our business units better.
Several new senior appointments were made during
this period, including James Smith as Chief Executive
Officer, Michael Sucher as Chief Financial Officer, and
Bronwyn Baker taking on the new and broader role of
Chief Corporate Services Officer.
In addition, I would like to thank Non-Executive
Director Kathleen Bozanic for her contribution to the
Board following her resignation at the end of the year.
LOOKING AHEAD TO 2023
Throughout 2022, we have demonstrated solid
operational performance across our core business
units, and I’m proud of the work our teams have
accomplished for our clients. We have also
secured $638 million in new contract awards and
extensions across multiple commodities and regions,
highlighting the strength of our client relationships
and reputation for high-quality service delivery.
The global mining industry is dynamic, with complex
challenges that require innovative solutions. Proudly,
DRA is a leading service provider to the industry with a
track record spanning almost four decades. This has
put us in a good position to take on the next phase of
growth, underpinned by our robust Roadmap to 2025,
which will differentiate us in the market and make us
the provider of choice.
Our Roadmap to 2025 provides us with a clear
pathway to achieve our aspirations and reach our
full potential as a Company, including creating value
for our shareholders, and improving investor appetite
and the liquidity of our shares. While we will seek
to capture further growth, we are cognisant about
delivering on quality of earnings and stable cashflow.
Taking into consideration our current financial
position, there were no dividends paid, recommended
or declared during the reporting period.
Despite a challenging year, we have a promising
outlook ahead of us under the leadership of the
Executive Committee and Global Leadership Team.
I’m particularly confident that we have strong
alignment between the Board and leadership teams
where we collectively have a shared vision for the
future.
THANKS
I would like to take this opportunity to thank my
fellow Board members for their invaluable guidance
and support throughout the year. On behalf of the
Board, I would also like to thank James, the Executive
Committee, the Global Leadership Team and all our
people across the globe for your exceptional work
and ongoing dedication to DRA.
Also I would like to thank our clients for trusting
us to be your global partner. We look forward to a
successful relationship in FY2023 and beyond.
Lastly, on behalf of the Board, I would like to thank our
shareholders for your patience over the past year.
I look forward to seeing you at our Annual General
Meeting in May.
Peter Mansell
Chair
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Chair's review Our strategy
Chair's review
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CEO’S
REPORT
“FY2022 WAS A CHALLENGING YEAR FOR THE GROUP, AND WE’VE TAKEN CRITICAL STEPS TO RESET AND STRENGTHEN THE BUSINESS
FOR FUTURE PROFITABILITY AND GROWTH. DESPITE A DISAPPOINTING FINANCIAL RESULT, WE HAVE DEMONSTRATED STRONG
OPERATIONAL PERFORMANCE ACROSS OUR CORE BUSINESSES, WE HAVE A CLEAR STRATEGY AND ROADMAP TO REACH OUR FULL
POTENTIAL, AND WE PROUDLY HAVE AN EXCEPTIONAL TEAM OF 4,000 PEOPLE WITH DEEP EXPERTISE IN THEIR RESPECTIVE FIELDS
WORKING TOGETHER TOWARDS A COMMON AMBITION.”
It’s a privilege to share my first message to
shareholders as Chief Executive Officer (CEO) of DRA
Global. We have a truly unique business within the
global mining, minerals and metals industry, and I’m
excited to be building upon our strong foundation
and track-record, leading DRA into the next chapter
of growth and prosperity.
As the DRA team, we remain committed and
determined to lead the industry as the most sought-
after company in our field, expand the business in
our growth regions and continue to deliver innovative
results and solutions for our clients.
PEOPLE ARE THE CORNERSTONE OF OUR BUSINESS
As we enter the next chapter of our proud 38-year
history, people remain the cornerstone of our
business. Everything we have accomplished, and our
continued success at DRA, is linked to our people’s
expertise, commitment and willingness to explore
innovative solutions for our clients.
With a highly competitive talent market across the
globe, we are focused on remaining an employer
of choice within our sector. We aim to do this by
building the skills of our diverse workforce and
creating a culture that will attract, engage, and
retain the key skills that can contribute to our high-
performing teams.
The fabric of our workplace culture, the DNA of DRA, is
an important part of driving long-term value creation
for all stakeholders. We have worked to create a
supportive and connected culture so that our people
can thrive in the workplace, deliver on our strategy,
live our values, and perform at the peak of their
professions.
At the heart of our business is a strong culture of
health and safety. We appreciate our people’s
commitment to living our safety value and ensuring
everyone gets home safe at the end of each workday.
Acknowledging these commendable efforts, we saw
a strong improvement on our safety performance
in FY2022, recording a LTIFR of 0.13, down 23 percent
from the prior year, and a TRIFR of 0.52, down 33
percent from the prior year.
Looking to the future, we will continue to build on this
strong foundation while exploring innovative ways to
improve the wellbeing of our staff and make DRA an
exceptional place to work.
FINANCIAL RESULTS SIGNIFICANTLY IMPACTED IN THE FIRST
HALF OF THE YEAR
Our performance is reflective of the challenges we
faced principally during the first half of FY2022. Group
revenue for the year was $895 million, down 24.6
percent on FY2021, and our underlying EBIT decreased
by 87.6 percent from $56.4 million to $7.0 million.
Our results were significantly impacted by losses
from legacy fixed-price construction contracts that
were entered into by G&S Engineering in the APAC
region in prior years. These contracts have now been
resolved and finalised.
Considering these financial impacts, we made
several decisions that would help us reset and
strengthen the business to ensure future profitability
and growth. This involved restructuring the
APAC business to refocus on its core strengths
of engineering, project delivery and operations
management and, following a strategic review of the
business, divested the G&S Engineering business to
an owner that is more strategically aligned to provide
the required investment and management focus.
In the second half of the year we saw a significant
improvement in the quality of our earnings, as well
as the restructured APAC business returning to
profitability. Revenue growth for the year was driven
from the AMER and EMEA regions, which performed
in line with expectations. Our near-term focus for the
business will be ensuring we improve our balance
sheet, and enhance the quality of earnings and
cashflow for the Group.
We were also able to successfully resolve two major
legal disputes that arose prior to the IPO and took
steps to simplify the Group’s capital structure so we
can sustainably grow our business while targeting
attractive capital distributions in the future.
FOCUSED ON OUR CLIENTS AND COMMUNITIES WHERE WE
OPERATE
We now have a well-established global footprint
across five continents, supported by a global team
of experienced professionals and specialists with
a strong track-record of 8,000 completed studies,
projects and managed services solutions.
Our operational performance over the past
year reflects a strong demand for our advisory,
engineering, project delivery, and operations and
maintenance services across the mining, minerals
and metals industry. In FY2022, we successfully
delivered 473 projects and studies, and operated 14
processing facilities and two underground mining
sites, across a wide range of commodities which
generated $483 million of revenue from Projects and
$412 million of revenue from Operations, respectively.
We also secured $638 million in new contracts and
extensions, including major awards from Ivanhoe
Mines, Bravus Mining and Resources, Anglo American,
African Rainbow Minerals, ArcelorMittal, Sibanye-
Stillwater, Newmont, Northam Platinum, Groupe
Managem, Adventus Mining Corporation, Antamina,
Ma’aden and Foran Mining Corporation.
Our diversified portfolio positions us well in our
markets and we maintained a strong and healthy
pipeline of work with $4.3 billion of opportunities
in the short and long-term across a range of
commodities, including precious metals, base
metals, battery minerals, rare earths and bulk
commodities.
Our businesses in the EMEA region, including DRA
Projects, SENET and Minopex, have performed
well over the past year and the AMER region,
both South and North America, continue to show
strong growth where we are winning new work and
developing strategic partnerships with our clients. In
a significant win for our APAC business, we secured
our first operations and maintenance services
contract. Progress was made with expanding
and commercialising our underground mining
and advisory offerings by leveraging our existing
skills, capabilities and knowledge, and exploring
opportunities that sustainability, decarbonisation,
and water management provides to us.
We are deeply aware of social, environmental
and economic disparities in the places where we
operate, and we strive to leave a positive legacy
by supporting local employment, enhancing
livelihoods and contributing to the upliftment of local
communities.
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CEO's report Our strategy
CEO's report
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My strength is placing people
in a role or team where they
can significantly contribute to
the organisation and find their
happy place at work. Seeing my
team reach their full potential is
what gets me out of bed in the
morning.
Martin Coetsee
General Manager, Information
and Technology // Global
Perth // Australia
LOOKING AHEAD TO 2023
I’m excited about the year ahead and the
opportunities before us. We are well-positioned to
benefit from a resources sector that must transform
to meet the needs of a changing world. Our deep
expertise in platinum group metals, base metals
and energy transition/battery metals makes us
an obvious choice for all tiers of clients that are
grappling with the need to develop new high-
quality resources while at the same time drive
efficiencies and a sustainability agenda. With a focus
on innovation, collaboration and strategic growth,
I’m confident we can continue to deliver value to
our clients, our people, our communities and our
shareholders.
THANK YOU
I would like to thank our Board of Directors for their
guidance and contribution to DRA over the past year.
It has been a pleasure working alongside each of you
and I’m excited to continue this journey together.
To the DRA team, my sincere appreciation goes
to you for your commitment to our Company, for
adapting to change and new challenges, and
ensuring we continue to bring our best to work each
and every day.
And finally, I’d like to thank our shareholders and
clients for trusting our business and our people. May
we continue to achieve our goals into 2023.
James Smith
Chief Executive Officer
As a leading service provider, we need to constantly
adapt to better serve our clients and meet the
demands of the changing landscape. In FY2023, we
will continue to optimise our businesses and build
strong foundations for growth by investing in our
people and systems, so they are future-focused,
digitally-ready and able to adapt to the demands of
our dynamic environment.
CLEAR PATHWAY TO ACHIEVE OUR ASPIRATION
In FY2022, we finalised our Roadmap to 2025 which
details our global strategic direction and key
priorities across our five pillars. I’m proud of the
progress that we’ve made to date and I’m looking
forward to working with our teams to help us reach
our full potential as a company and redefine the
mining industry of the future.
Our Horizon 2 initiatives have shown some pleasing
progress with growing success being seen in
our underground mining capability, our process
hydrometallurgy focus (largely in the battery and
energy transition metals arena) and our various
advisory services offerings. Our product offerings in
the sustainability and ESG space have also gained
traction and been well-received by our clients.
BUILDING A SUSTAINABLE DRA
There is a growing need for organisations to have
a credible position on sustainability. Recognising
that DRA has an important role to play, we aspire to
create sustainable development that adds real value
for clients but also the communities in which they
operate and society as a whole.
We’re positioning DRA as a leader in sustainability
solutions for the mining, minerals processing and
metals sector, leveraging our existing advisory,
engineering and project delivery capabilities while
also bringing a deep understanding of the need
to design sustainability initiatives around mining
optimisation and process plant efficiency.
This year, we continued to enhance our corporate
ESG strategy that will provide more transparency
around our environmental and social impact. We
also made progress on developing a reporting
framework to enable us to manage sustainability
performance across our businesses and regions, and
initiated a process of updating and refining policies
and procedures to embed ESG and sustainability
considerations in our decision-making.
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OPERATIONAL REVIEW
DRA has an extensive track-record with around 8,000
completed projects, studies and managed services
solutions. Our operational performance over the
past year reflects a strong demand for advisory,
engineering, project delivery and operations services
across the mining, minerals and metals industry.
In FY2022, our key operational activities and results
across the Group were:
• Delivered 473 projects and studies, and operated
14 processing facilities and two underground
mining sites, across a range of commodities.
• Continued to focus on quality client relationships
and delivering great results for our clients
across all regions, particularly for Carmichael
Coal Handing Plant and Coal Preparation Plant,
Zimplats Ngezi 3rd concentrator, Anglo American
Platinum Unki concentrator debottlenecking and
Kamoa-Kakula Phase 2 and 3.
• Secured $638 million in new contracts and
extensions.
• Maintained a strong pipeline of work with
$4.3 billion of opportunities in the near and
long-term across a range of commodities,
including precious metals, base metals, rare
earths and bulk commodities.
• Continued strong project and operational
performance in the EMEA region, which includes
DRA Projects, Minopex and SENET.
• Strengthened our geographical footprint and
client relationships in North and South America,
resulting in new and significant contract awards.
• Simplified the APAC business structure which
included the sale of the G&S Engineering business
in September 2022, restructured the region to
allow for better collaboration between the Perth
and Brisbane offices, and commercially resolved
legacy loss-making contracts.
• Progressively expanded our services and
capabilities in hydrometallurgy, as well as
offerings in underground mining, advisory and
sustainability solutions in line with our Roadmap
to 2025.
GROUP SECURES $638 MILLION IN NEW
CONTRACTS AND EXTENSIONS
We remained focused on developing quality client
relationships and seeking new opportunities, which
saw us secure $638 million in new contracts and
extensions across the Group by year end.
Our global operations continue to diversify across
several commodities and geographies, with
major awards from Ivanhoe Mines, Bravus Mining
and Resources, Anglo American, African Rainbow
Minerals, ArcelorMittal, Sibanye-Stillwater, Newmont,
Northam Platinum, Groupe Managem, Adventus
Mining Corporation, Antamina, Ma’aden and Foran
Mining Corporation.
In addition, we enter FY2023 with a backlog of $858
million.
INNOVATION ENHANCES EFFECTIVE AND RELIABLE
DELIVERY OF SERVICES
Fundamental to our business success is almost
four decades of deep expertise, effective and
reliable delivery, and the geographic and project
lifecycle coverage of our service offering. This model
requires ever-increasing levels of collaboration
and interconnectedness across the business
to effectively leverage the specialist skills and
knowledge of our people, wherever they are located.
In FY2022, we enhanced our core capabilities with
ongoing improvements and innovation to our
systems and internal business controls. Specifically,
we commenced the rollout of our chosen project
delivery solution and several pilot projects to deliver
on digital, data-driven project solutions for our
clients.
This is a significant milestone in our journey to
transform our project delivery capability, realise
improved productivity, increase factual decision-
making and reduce project risk on behalf of our
clients.
Operational review
25
At DRA in South America, we have the courage
to build our business, win big projects and
studies, explore new initiatives and manage
our risks to make us a better Company. Our
people trust in what we have built and our
journey of growth.
Enrique Valdivia
Senior Vice President / South America // AMER
Lima // Peru
PROJECTS YEAR IN REVIEW
In FY2022, the Group delivered 473 projects, studies
and consulting assignments across a wide range of
commodities, generating $483 million of revenue.
EMEA PROJECTS OVERVIEW
As an established and well-respected business
with strong and diverse capabilities, DRA Projects
remained stable and business activity increased
during FY2022 compared to the prior year. Despite
impacts of deglobalisation, logistical issues and
increasing procurement requirements to meet our
client’s governance needs, we continued to deliver
excellent outcomes and operating results throughout
the year.
In FY2022, many significant milestones were
achieved for our clients. The Ngezi 3rd concentrator
plant in Zimbabwe was completed in 19 months
and three weeks, with the client achieving hot
commissioning a week earlier than planned. Phase
2 of the Kamoa-Kakula Mining Complex in the
Democratic Republic of Congo was commissioned
and completed two months ahead of schedule and
on budget; an important step in establishing one of
the richest copper mining complexes in the world.
DRA Projects also completed work for the Kamoa-
Kakula Phase 2 concentrator plant, Assmang Black
Rock Mine Operations, Subika SLS Stage 4 execution
works, FUCHS grease plant infrastructure, Akyem
Mine MWTP project and Unki PGM concentrator
debottlenecking to schedule.
Further, DRA Projects completed studies in chrome,
coal, copper, diamonds, gold, lithium, manganese,
marine, nickel, platinum group metals and uranium
across multiple countries. The pipeline remains
strong, with 58 percent of the studies undertaken
now in feasibility phase. Demand for studies in
battery metals continued to increase, with contract
awards in lithium, nickel, copper and manganese.
In addition, DRA Projects secured several significant
projects, including the Liberia Phase 2 construction
management and project controls services contract
for ArcelorMittal, the Platreef Phase 1 plant and
infrastructure for Ivanplats Mines and Kamoa-Kakula
Phase 2 and Phase 3 ongoing services for Ivanhoe
Mines.
SENET continued to build its presence in a range of
commodities, particularly precious metals and base
metals, and capitalised on its solvent extraction
capability resulting in new awards across most of the
major rare earths projects in Australia.
In addition, SENET strengthened its hydrometallurgy
capability with the aim of becoming the leader for
energy transition metals projects, specifically in the
solvent extraction market.
In FY2022, work was undertaken on the Dubbo Project
for Australian Strategic Minerals, where SENET was
involved in the definitive feasibility study and the key
technology supplier for the SX portion of the plant.
SENET also undertook work for the definitive feasibility
study for the Queensland Pacific Minerals’ Townsville
Project and completed the definitive feasibility study
for Cora Gold’s Sanankoro Gold Project. They also
completed Stage 3 of the Ar Rjum Gold Project for
Ma’aden in Saudi Arabia and supported Ma’aden’s
Independent Peer Review phase.
Signifcant award wins for SENET for the year
included the self-perform structural, mechanical,
platework and piping portion of work for the Moyeath
Concentrator Project in Saudi Arabia.
In FY2021, SENET was awarded the EPCM contract for
the design and execution of this project, which has
since transitioned into the construction phase.
KEY EMEA STUDIES ACTIVITY
PANI GOLD PROJECT
DRA Projects was appointed the principle consultant
by PT Merdeka Copper Gold Tbk (MDKA) to conduct a
feasibility study for the Pani Gold Project in Gorontalo,
Indonesia. The project has the potential to produce
250,000 ounces of gold per year for 15 years, with the
possibility of growth through further exploration.
The scope of work includes the provision of
bulk power supply, including 150kV switchyard
and 11kV supply for the process plant (power/
communication), distribution to and between the
various facilities, and water supply (sourced by
others) to and from facilities, including overall water
balance.
The study also involved trade-off studies to convey
the crushed ore from the run-of-mine tip crushing
circuit to the process plant and prove conveyor
design.
TUJUH BUKIT (TB) COPPER PROJECT
DRA Projects was appointed as the principal
consultant by Merdeka Mining Services to develop
the pre-feasibility study for the Merdeka TB Copper
Project in East Java, Indonesia, after successfully
completing the Government of Indonesia feasibility
study in January 2022.
The project is a new underground mine, which
replaces the existing open pit oxide operations and
comprises an initial 4 million tonnes per annum
sub-level cave mine and process plant, ramping up
to 24 million tonnes per annum once development is
completed to the extraction level of the block cave.
The scope of work includes the underground
infrastructure, process plant, site-wide surface
infrastructure, services, onshore port infrastructure,
and overall coordination and integration of
work being completed by others, including the
geotechnical investigation, mine design, tailings
storage facility and port (offshore).
WOLFSBERG LITHIUM PROJECT
In October 2021, DRA Projects was chosen as the
lead consultant by European Lithium to carry out the
bankable feasibility study for the Wolfsberg Lithium
Project in Carinthia Province, Austria. During FY2022,
the project made significant progress.
The project includes an underground mine,
producing at 780,000 tonnes per annum run-of-
mine, a spodumene producing concentrator at
the mine and a remote hydrometallurgical plant
producing at 8,800 tonnes per annum lithium
hydroxide.
The scope of work includes the design of the
processing facilities, the associated infrastructure,
the capital and operational estimating for these
facilities, the integrated financial assessment, and
the report compilation.
DRA Projects provided coordination and integration
services relating to other specialist consultants, such
as mine design, backfill design, geotechnical studies,
marketing and environmental inputs.
KEY EMEA PROJECT ACTIVITY
KAMOA-KAKULA PROJECT
DRA Projects has been the EPCM contractor for
the Kamoa-Kakula copper mine projects in the
Democratic Republic of the Congo since FY2017 with
a variety of involvement on various aspects of the
project. Kamoa-Kakula is the world’s fastest growing
and highest-grade major copper mining complex.
Following the successful completion of Phase 1, DRA
Projects was awarded Phase 2 of the Kamoa-Kakula
complex including mining infrastructure, Phase 2
concentrator, infrastructure for both phases, as
well as two backfill plants, all at different phases
of completion. Once fully complete, Phases 1 and 2
combined are forecast to produce approximately
400,000 tonnes of copper per year.
In parallel to the various elements of Phase 2, DRA
Projects was also awarded the Phase 3 concentrator,
debottlenecking of Phase 1 and 2 concentrators,
mining infrastructure and bulk surface infrastructure.
With Phase 3 complete the complex would be
capable of treating 11,400,000 tonnes per annum of
copper ore.
The DRA team across all phases of the project
consists of roughly 160 individuals with approximately
400,000 person-hours dedicated to this project
during FY2022. We anticipate maintaining our
partnership with the Kamoa-Kakula project in FY2024
and beyond.
DER BROCHEN SOUTH SHAFT PROJECT
In October 2021, DRA Projects was awarded the EPCM
contract for the Der Brochen South Shaft Project by
Rustenburg Platinum Limited, a subsidiary of Anglo
American Platinum. This came after the successful
completion of the feasibility study in FY2020 and the
interim phase in FY2021.
The scope of work includes establishing a 200,000
tonnes per month mine with all relevant surface
and underground infrastructure as a replacement
shaft for the existing Mototolo Lebowa Shaft, which is
nearing end of life.
The first contract for bulk earthworks occurred
in October 2021, with start of construction in
February 2022. DRA Projects will continue to be
involved in the EPCM until FY2025.
KROPZ ELANDSFONTEIN PHOSPHATES PLANT
After being awarded the contract in FY2020, DRA
Projects successfully completed the EPCM services
for the Elandsfontein Project during the year.
Situated on the west coast of South Africa’s Western
Cape province, Elandsfontein hosts South Africa’s
second-largest phosphate deposit.
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27
The processing facility has a production capacity
of 1,000,000 tonnes per annum and the plant was
modified to cater for a direct float, followed by
reverse flotation.
LIBERIA PROJECT
DRA Projects was awarded the construction
supervision and project control elements of
the project as part of a collaboration with the
ArcelorMittal owners’ team.
Nearly 100 people are allocated to this project which
continues to grow as the project ramps up. The
project consists of the concentrator near Yekepa,
243km of rail and upgrade of the port of Buchanan.
It is forecast that the plant will be commissioned by
end FY2025.
MOYEATH COPPER-ZINC CONCENTRATOR
PROJECT
SENET was awarded the EPCM contract for the design
and execution of the Moyeath copper-zinc project
located in Saudi Arabia by Al Masane Al Kobra
Mining Co (AMAK) in FY2021. Moyeath is the third
major orebody (together with Saadah and Al Houra)
discovered in the immediate vicinity to AMAK’s
underground mines.
The project is currently in the construction phase,
with civil works in progress. The engineering
design and drawing is nearing completion. SENET
is executing the structural, mechanical, platework
and piping works as a self-build, using the client’s
procured tools and materials, and employing local
labour. First erection of structural steelwork started
in early FY2023.
NGEZI 3RD CONCENTRATOR
Located 150km south-west of Harare, mining
the Great Dyke of Zimbabwe, this is the third
concentrator that DRA Projects has developed for
Zimplats at their Ngezi mine. The first plant was
completed in FY2009, and the second plant in FY2013.
The plant was commissioned and handed over for
full operation per the agreed schedule in September
2022, within 20 months of the contract being signed.
The plant achieved design throughput and has been
producing platinum concentrate at target grade
since start-up.
PLATREEF PHASE 1
DRA Projects was awarded the EPCM services by
Ivanhoe Mines for the Phase 1 concentrator with a
770,000 tonnes per annum capacity in addition to
limited mining scope. Our specialist team is also
responsible for the conveyor systems and associated
infrastructure.
Construction of the Phase 1 concentrator has
commenced and is expected to be commissioned in
quarter one of FY2024, with Phase 2 and 3 planned as
per the mine tonnage profile build up.
TWO RIVERS CONCENTRATOR
Having completed the UG2 concentrator in FY2007
as well as having first established mining access in
FY2022, DRA Projects continued its strong history at
Two Rivers. In FY2022, DRA Projects was awarded the
EPCM services for the Merensky concentrator which
will run in parallel with the existing UG2 concentrator.
Construction is well underway, and commissioning is
scheduled for FY2024.
ZONDEREINDE PROJECT
DRA Projects was appointed by Northam Platinum
as the main EPCM for the Western Extension of the
Zondereinde complex, which includes a new shaft
and all associated infrastructure to support the next
30 years of mining.
The new shaft has been raise bored to surface and
the surface infrastructure including a new winder
house are well underway and expected to hoist first
ore to surface by early FY2029.
APAC/AMER PROJECTS OVERVIEW
During FY2022, we experienced growth in the APAC/
AMER region, covering multiple commodities and
strengthening our client relationships. In particular,
our businesses in North and South America
performed well as they progressed from offering
mostly project development studies to a full range of
project engineering services.
In FY2022, DRA Projects in the AMER region completed
several studies and projects in the areas of coarse
particle flotation, tailings co-mingling and sensor-
based pre-concentration. Additionally, the AMER
business made progress with their advisory services
by successfully completing several projects that
provide innovative solutions to reduce their clients
carbon footprint and water consumption.
DRA Projects in the AMER region capitalised on the
progress made in prior years, leading to more than
$89 million in new projects and building a strong
foundation for battery element and critical metals
projects with new and ongoing work in copper,
lithium, graphite and platinum. South America
expanded their service offering to key clients,
including the Las Bambas project for MMG and
the Collahuasi project for Cia Minera Dona Ines de
Collahuasi.
Major AMER project wins included a significant
contract award for Foran Mining Corporation’s
Mcllvenna Bay project in Saskatchewan, Canada,
for detailed engineering and procurement services
which will be the world’s first carbon-neutral copper
development; Nemaska Lithium’s Whabouchi
concentrator FEL 2 and FEL 3 project; Albemarle
Kings Mountain Lithium concentrator feasibility
study project; Elko Mining Group’s Mineral Park
concentrator restart basic engineering project
which is well positioned to transition to EPCM; and
Dundee Precious Metals’ Loma Larga copper project
feasibility update in Ecuador.
Throughout FY2022, the AMER business continued to
work on the Pueblo Viejo project and the Quellaveco
Mine project.
The APAC business successfully completed
the Carmichael Coal Handling (CHP) and Coal
Preparation Plant (CPP) project for Bravus Mining
and Resources and commenced work on rare earth
projects in Western Australia with Lynas and Hastings
Technology Metals. Significant engineering work was
undertaken for Pilbara Minerals on the Pilgangoora
Lithium project in Western Australia.
Both the APAC and AMER businesses continued to
enhance relationships with key clients, including
Waterton Global, Kinross, Barrick Gold, MMG, Freeport
McMoran, Arcelor Mittal, Anglo American, Nemsaka
Lithium, Curimining, Foran Mining and Antamina
(BHP, Glencore, Teck Resources and Mitsubishi
Corporation) to name a few.
KEY APAC/AMER STUDIES ACTIVITY
EL DOMO CURIPAMBA PROJECT
DRA Projects in AMER was engaged to conduct a
feasibility study for the El Domo Curipamba Project
in Ecuador in March 2020. DRA’s efforts in value
engineering and advanced process options has
led to a successful feasibility and economic model,
which subsequently led to the construction decision.
DRA has been executing the engineering
procurement contract since February 2022. The
design is 50 percent complete and work has begun
for a potential project entity set-up in Ecuador to
execute a construction management contract.
Commercial production for Curipamba is scheduled
for early FY2025, with site-based works starting in
April 2024.
PILGANGOORA LITHIUM–TANTALUM
CONCENTRATOR PROJECT
In FY2022, DRA Projects in APAC was awarded an
engineering services contract for Pilbara Minerals’
Pilgangoora Lithium–Tantalum concentrator project,
which provides for the recovery of spodumene, as
well as tantalite minerals from ore.
DRA has delivered the full suite of engineering
services, from concept study through to detailed
engineering execution. The expansion services are
expected to continue until the end of FY2023.
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29
KINGS MOUNTAIN LITHIUM PROJECT
KEY APAC/AMER PROJECT ACTIVITY
In FY2022, DRA Projects in AMER was engaged by
Albemarle Corporation to undertake a feasibility
study for the development of its Kings Mountain
concentrator project. Kings Mountain is a strategic
critical minerals projects in North Carolina, supported
by a US$150 million grant from the Department of
Energy to accelerate its development.
DRA was engaged based on our lithium process
plant experience, competence and out-of-the-box
thinking for innovative engineering solutions.
The study is due for completion in March 2023.
DRA is currently in discussions with Albemarle to
advance into basic engineering and execution plan
development of the project which is expected to start
in April 2023.
WHABOUCHI CONCENTRATOR PROJECT
In April 2021, DRA Projects in AMER was engaged to
conduct a pre-feasibility and feasibility study for
the continuation of Nemaska Lithium’s Whabouchi
Concentrator Project; a long-life, high-tonnage
hard-rock lithium mining operation in Canada.
Construction completion and commissioning of the
project is scheduled for FY2024, and DRA is currently
in final negotiations for the FEL 4 engineering and
procurement contract, which includes the set-up of
an integrated owner–EPCM team to be co-located in
DRA’s Montreal office.
TAILINGS AND WASTE CO-DISPOSAL
In FY2022, DRA Projects in AMER was awarded the
completion of a pre-feasibility study for tailings and
waste disposal for one of the largest copper mines in
Peru. The scope includes tailings dewatering, waste
and dewatered tailings mixing, mixing transportation
and spreading. The study will be completed in 2023.
CARMICHAEL CHP AND CPP PROJECTS
In FY2022, DRA Projects in APAC successfully
completed the Carmichael CHP and CPP projects
for Bravus Mining and Resources, culminating in
the development of a world-class coal facility in
Queensland.
The CHP and CPP plants at Carmichael work together
to prepare and process the coal to meet market
specifications. The CPP is designed to process
coal using recycled water and density separation
processes so the product that goes into market is
more energy efficient and environmentally friendly.
The project is a result of ongoing collaboration
between DRA and Bravus, from early contractor
services through engineering, procurement and
construction. DRA recently received a letter of
intent for the next phase of expansion, as well as an
optimisation project for the existing plant.
LOMA LARGA COPPER PROJECT
DRA Projects in AMER was engaged to develop the
new feasibility of the Loma Larga concentrator
portion of the project in FY2022. DRA was previously
engaged in FY2017 as the full feasibility engineer
by INV Metals, the previous owner, and as such
came into the project as the incumbent with strong
Ecuadorian contractor and supply chain experience.
DRA is presently in discussions with Dundee Precious
Metals for the next stage EP portion of the contract
and to assist in field-based engineering support and
commissioning assistance.
MINERAL PARK CONCENTRATOR RESTART
PROJECT
In FY2022, DRA Projects in AMER was engaged by
Elko Mining Group, a subsidiary of a large private
equity group based in Canada. The mandate of
the project was to complete a basic engineering
program, plan for restart implementation execution
of a 55,000 tonnes per day copper/molybdenum
concentrator, engage contractors early for
construction optimisation and produce a final
budget for construction decision.
DRA Projects in AMER is presently in discussions
with Elko Mining Group to initiate EPCM services in
April 2023.
MCILVENNA BAY COPPER PROJECT
In FY2022, DRA Projects in AMER was engaged
by Foran Mining Corporation to execute detail
engineering and procurement services for the
McIlvenna Bay Project; Canada’s first carbon-neutral
copper development project.
This project is supported by large mine financiers,
including Sprott Mine Financing and the Ontario
Teacher’s Pension Fund.
YANGIBANA RARE EARTHS PROJECT
DRA Projects in APAC has been engaged by Hastings
Technology Metals since FY2018 on the Yangibana
Project, a significant rare earths project containing
substantial neodymium and praseodymium
resources in Western Australia.
Following the completion of the advanced front-end
engineering design (FEED), DRA continues to support
Hastings with the project through the Yangibana
mine and hydrometallurgy plant in Onslow. EPCM
services commenced in January 2022 and include
project management, project controls, engineering
and design, and procurement.
COARSE PARTICLE FLOTATION
During FY2022, DRA Projects in AMER undertook detail
engineering and initiated field engineering services
for a project implementation in Peru. This project
is a continuation of the feasibility study completed
on a previous phase. To be completed in FY2024,
the project will be one of the largest coarse particle
flotation plants in the world.
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31
The opportunity to work on
diverse and interesting projects
motivates me to come into work
each day. No two days are the
same, and there’s always a
different challenge or problem to
solve. Working on the Yangibana
Rare Earths Project for Hastings
Technology Metals Limited will
no doubt be a standout for
me in 2023.
Erica Cawdry
Lead Electrical Engineer // APAC
Perth // Australia
OPERATIONS YEAR IN REVIEW
In FY2022, the Group operated 14 processing facilities
across a range of commodities, including coal,
platinum, gold, iron ore, phosphate and diamonds,
generating $412 million of revenue. A first for the
Group, we began operating an electric power
generation plant during the year. The underground
mining operations division continued to show strong
performance at its two existing sites in South Africa.
EMEA OPERATIONS OVERVIEW
In the EMEA region, Minopex has a leading track-
record of delivering excellence as specialists in the
field of outsourced operations and maintenance
(O&M) for mineral processing plants with a stable
portfolio of contracts.
In FY2022, Minopex saw further growth in the eastern-
limb platinum sector, where it was awarded the
first phase plant refurbishment and operations and
maintenance contract at Bokoni Platinum mines.
The Phola coal plant celebrated some significant
operational and maintenance milestones during
the year. Despite the continuous power issues in
South Africa, the Limpopo Iron Ore, South African Ore
Beneficiation and Baobab plants continued to show
solid operational performance throughout the year.
The Copperbelt remains a key focus area for growth
with further extensions of existing services for
personnel deployed to the Democractic Republic of
the Congo in FY2022.
Minopex’s underground mechanised mining
contractor, UMM Contracting Services, continued
to deliver operational and safety performance at
Gold Fields’ South Deep mine as well as Phalaborwa
Mining Company’s copper mine in Limpopo.
In FY2022, UMM Contracting Services secured mining
planning and design consulting services for the
Platreef Project for Ivanhoe Mines, Jwaneng Mine
for Debswana, Joint-Shaft Project for Ekapa Mining,
Letseng Diamonds Mine for Gem Diamonds, and
Tongo Diamond Project for Sierra Diamonds and
Newfield Resources. In addition, UMM Contracting
Services was awarded a contract to supplement
the owners team personnel for the Mogalakwena
Underground project.
Minopex’s laboratory services, QLS, is establishing
a new laboratory in the Northern Cape, a rapidly
growing mining region in South Africa. As at
December 2022, the laboratory is still being
established and is intended to service the growing
copper and lithium processing markets in the region.
In FY2022, QLS focused on developing methods
for analysing lithium-containing materials which
is expected to increase the number of samples
processed at the laboratory in future. Further, QLS
has seen an increase for water sample processing
services at its existing Rustenburg facilities from
mines and municipalities in the area.
The number of samples processed at Kropz
Elandsfontein grew during the year and an annual
renewal was secured in September 2022.
QLS’s facilities in Rustenburg saw an increase in
throughput when it secured three additional project
contracts for exploration samples from Sibanye
Stillwater - K4 Diamond Drilling project, Kwezi
Exploration project and K5 Exploration project.
KEY EMEA PLANT OPERATIONS ACTIVITY
AD DUWAYHI GOLD CARBON-IN-LEACH
PROCESSING PLANT
Minopex secured a 12-month extension of the O&M
contract for Ad Duwayhi gold CIL processing plant in
FY2022 and is engaged in advanced discussions to
extend the contract.
The operation, which is owned by Ma’aden Gold
and Base Metals, is located in Saudi Arabia and
consists of a conventional gold extraction process
plant with crushing and milling facilities, and gravity
concentration, as well as smelting facilities to
produce gold on site.
While the initial contract was secured in FY2015,
Minopex has been involved in the project
commissioning and other technical support services
since FY2012.
Operational review Operations year in review
33
I’ve always been motivated by results.
Working for a global engineering,
project delivery and operations
management group has allowed me
to deliver outcomes and achieve a
great sense of accomplishment. Above
all, coming to a work environment
that prioritises my safety, health and
wellbeing gives me peace of mind.
Jeanette Mokganyetji Molepo
Instrument Mechanician // Minopex
Johannesburg // South Africa
BOKONI UG2 PROJECT
MANSOURAH-MASSARAH (M&M) POWER PLANT
In FY2022, Minopex secured contracts for the Bokoni
UG2 platinum concentrator plant refurbishment and
O&M for African Rainbow Minerals (ARM).
The platinum mining complex is located in the
Limpopo Province of South Africa. Bokoni Platinum
Mine was shut down in FY2017 and put under care
and maintenance until being acquired by ARM in
FY2021.
Work will be carried out in three phases, being an
initial plant detailed assessment contract which is
currently secured by Minopex, plant refurbishment
following the initial assessment and outsourced
operations and maintenance of the plant. ARM
intends to reach the third stage of the plan and full
operations by the end of FY2023.
ARM engaged Minopex to carry out a review of the
plant and determine the extent of refurbishments
needed, with the aim of entering into an outsourced
O&M agreement for the plant.
KROONDAL K2 PROCESS PLANT
Minopex secured a 36-month extension for its O&M
contract with Sibanye-Stillwater for the K2 Kroondal
platinum concentrator project. Kroondal is a shallow
underground platinum group metals mine and
concentrator located in the Northwest Province of
South Africa.
The underground platinum group metals mine
has two concentrators, K1 and K2. DRA built both
concentrators and Minopex has operated and
maintained these since the initial commissioning
period in FY1999.
In FY2022, Minopex secured a three-year O&M
contract for the M&M hybrid photovoltaic-low fuel oil
electric generation plant; the newest, biggest gold
project to be developed by Ma’aden. The processing
plant will treat up to 6,000,000 tonnes of run-of-mine
ore and produce up to 250,000 ounces of gold per
year.
The plant consists of a large 6-megawatt
photovoltaic array and six 9-megawatt Wärtsilä
internal combustion engine generators with a
combined capacity of 54 megawatt at peak
performance. The plant is designed to run on low
fuel oil and Arabian Light crude oil. Combined with
solar power, it helps reduce the reliance on fossil
fuels and demonstrates the mine’s commitment to
sustainability.
The contract is Minopex’s first foray into operating
a power plant facility and signifies a further
strengthening of its relationship with Ma’aden.
MANSOURAH-MASSARAH (M&M) PLANT
COMMISSIONING SUPPORT SERVICES
Minopex secured not only the operation of the power
plant in FY2022, but also a contract to assist Ma’aden
with the commissioning services at the M&M
processing plant complex.
The complex consists of a carbon-in-leach, flotation
and pressure oxidation circuit to treat refractory
gold ore and has a capacity of 6,000,000 tonnes per
annum run-of-mine throughput and is designed to
produce up to 250,000 ounces of gold per year at full
ramp up.
PHOLA COAL HANDLING AND PREPARATION
PLANT (CHPP)
Minopex was awarded a five-year contract renewal
for the Phola CHPP in FY2022. The renewal marks the
third consecutive operational period that Minopex
has managed this asset since it was completed by
DRA in FY2010. Phola Coal, a joint venture between
Thungela and Seriti, is a 16,000,000 tonnes per annum
coal processing plant.
Operational review Operations year in review
35
KEY EMEA MINING OPERATIONS ACTIVITY
APAC/AMER OPERATIONS OVERVIEW
GOLD FIELDS SOUTH DEEP PROJECT
UMM Contracting Services provides primary tunnel
support services in the South Deep production
sections.
The South Deep project achieved excellent results in
terms of safety and production during FY2022. The
site ended the year with 17 months of continuous lost
time injury free time. The production closed at 108
percent for the year, achieving higher than expected
production in terms of the bolts installed and passed.
PHALABORWA MINING COMPANY COPPER MINE
UMM Contracting Services is contracted to undertake
underground development, construction and long-
hole mining at the Phalaborwa Mining Company’s
(PMC) copper mine in South Africa. At the end of
FY2022, the project performance at PMC was at
88 per cent.
DRA APAC continued its relationship with Bravus
Mining and Resources by securing a multi-year O&M
contract for the coal handling and preparation plant
(CHPP) after successfully completing the Carmichael
project. This O&M contract for CHPP is a first for DRA
in the APAC region.
KEY APAC/AMER OPERATIONS ACTIVITY
CARMICHAEL CHPP FACILITY
DRA APAC was awarded a three-year contract, with
one-year options, with Bravus Mining and Resources
for the O&M services of the Carmichael CHPP facility.
Located in central Queensland, Australia, the open
cut mine produces 10,000,000 tonnes per annum.
Under the contract, DRA is supplying the people
and equipment to operate and optimise the plant,
including the CHPP. DRA is also supplying people
and equipment to provide stockpile management
and reclaiming services at the train load-out
facility to meet the train loading schedule, and
providing maintenance planning, scheduling, and all
maintenance requirements.
Having entered the mining
industry earlier this year, the
experience has been interesting
and complex but very rewarding
so far. I’ve been lucky enough to
go to site and see projects on
paper and spreadsheets being
executed into large working
components.
Carmia Venter
Quantity Surveyor // SENET
Johannesburg // South Africa
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DRA Global Annual Report 2022 ACN 622 581 935
MINOPEX TECHNICAL ADVISORY YEAR IN
REVIEW
DRA is developing and growing its advisory
practice and offerings through Minopex Technical
Advisory (MTA), which will advise in both the Project
and Operation divisions by leveraging existing
skills, capabilities, and knowledge from our core
businesses.
Merging deep technical expertise in mining
projects and operations with traditional consulting
techniques, MTA refined their capabilities during
FY2022 to focus on our core strengths and create
a solid base to grow our offerings and draw on
expertise within the Group.
The Advisory product offering includes:
• Sustainability solutions;
• Expert advisory;
• Capital excellence;
• Operational readiness;
• Optimisation and digital;
• Asset care; and
• Supply chain.
Recognising strong local and international client
relationships, MTA grew their capability and capacity
throughout the year which will help secure new
business and establish a stable pipeline of work in
FY2023. MTA also continued to focus on developing
strategic internal and external partnerships.
MTA further refined and developed the MinoCore
platform; a tool which is fundamental to the way
we undertake specific workflows and focuses on
leveraging almost four decades of expertise within
the Group. MTA rolled out operational readiness
and optimisation initiatives through the MinoCore
platform. Future opportunities to expand this tool
within the MTA offering will make us more efficient
and competitive in the market.
KEY MTA ACTIVITY
HEAP LEACH SOLVENT EXTRACTION AND
ELECTROWINNING RESTART PROJECT
MTA was engaged by Mineral Park, an opportunity
developed through our AMER business, to develop
a detailed Operational Readiness Plan (ORP) that
integrated with the definitive feasibility study and
early-stage engineering.
Operational readiness was prioritised with a focus
on managing change, health, safety, security, and
environmental concerns. Additionally, processing
and laboratory requirements, metallurgical
accounting, human resource management, training
and development, engineering and design, asset
maintenance and management, procurement and
inventory management, commissioning and ramp-
up, and information and communication technology
and systems for the project were all addressed.
To fast-track the restart of a brownfield
hydrometallurgical project, which had been on care
and maintenance for seven years ahead of the
planned Phase 2 copper-molybdenum concentrator
recommissioning, the ORP identified the key risks in
the project and outlined mitigating actions to aid in
the smooth transition from a care and maintenance
phase to steady state operations.
MTA is currently in discussions with Elko Mining Group
to execute similar ORP services for the concentrator
restart, and has been working with the AMER Projects
team to define operational readiness budgets as
part of the project capital expenditure development.
MTA is well positioned to execute the ORP, and in the
event of a successful EPCM decision on the project,
MTA will advance in assisting AMER Operations to
execute a potential O&M contract with Mineral Park.
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DRA Global Annual Report 2022 ACN 622 581 935
Leading the establishment of our advisory
service has offered me the opportunity to
design and implement a differentiating
capability in the DRA Group, while still
equipping the team of technical professionals
with the softer skills required to consult
effectively to our clients.
Matt van Wyk
Managing Director // Minopex Technical Advisory
Johannesburg // South Africa
INTEGRATED REMOTE OPERATIONS CENTRE
(IROC)
OUTLOOK
MTA’s Optimisation and Digital teams worked
hand-in-hand with Black Rock Mining to upgrade
its Central Control Room to an iROC to support their
value chain digitisation journey.
iROC creates an environment for integrated systems,
information sources and management entities to
provide a holistic in-time view across the value chain
as well as situational awareness. MTA was involved
in the consulting and commissioning of the content
as well as the design of the large video wall display
located above the operator control stations.
A team of global experts led by DRA conducted an
evaluation of the iROC and its integration into the
client’s operations, levering their multi-disciplinary
expertise. MTA also provided commissioning support,
a review of best practices and factory acceptance
testing.
ASSET MANAGEMENT AND MAINTENANCE (AMM)
AND SUPPLY CHAIN SERVICES
Initially engaged with ArcelorMittal through an
existing relationship within the Group, MTA provided
operational readiness services which expanded to
the provision of AMM expertise and services during
FY2022.
The scope of work included the development
of an asset management policy and strategy,
a comprehensive analysis of asset criticality,
asset care and maintenance plan, and a work
management procedure with accompanying
process flows.
In addition, the supply chain services team was
engaged with a range of activities such as obtaining
functional location structure, assisting with the
determination of maintenance levels, identification of
consumables and reagents, running and evaluating
request for quotation processes, inclusive of third-
party logistics, as well as order handling for all spares
and consumables.
DRA has a favourable outlook having secured $638
million in new contract awards and extensions
across multiple commodities and regions during
FY2022 to support an improved backlog of $858
million at the beginning of FY2023.
Our robust pipeline of $4.3 billion of near and long-
term opportunities at various stages of development
is diversified between our Projects and Operations
divisions across the regions and across a range
of commodities, including precious metals, base
metals, battery minerals, rare earths and bulk
commodities.
The global shift towards energy transition is driving
an increased demand in minerals and metals that
are required in battery technologies and renewable
infrastructure. We are well-positioned for this
growth given our strong capabilities in platinum
group metals (PGM), cooper, nickle, colbalt, lithium,
graphite, maganese and the rare earths.
EMEA
Our businesses in the EMEA region are focused on
developing strategic relationships in our established
base of African mining clients, and establishing
an increased presence in Central, West and East
African regions through localised business models.
The Middle East and North Africa are also key growth
region for EMEA.
The PGM sector continues to drive growth for DRA
Projects in South Africa and Zimbabwe. The demands
for base metals are expected to rise globally due
to the increasing use in renewable energy and
electrification projects. We continue to be involved
in flagship base metals projects, including Kamoa-
Kakula Copper in the Democratic Republic of the
Congo and Kabanga Nickel in Tanzania.
DRA Projects continues to see high demand in bulk
commodities, such as iron ore and manganese in
the Northern Cape and West African regions. While
the coal sector is seeing a resurgence, we are not
currently involved in any large scale coal projects in
Africa.
SENET will continue to focus on its core strengths in
copper and gold, and its niche hydrometallurgical
capability of solvent extraction and electrowinning.
The primary focus will be in the copper belt region of
the DRC and Zambia, and the West and North African
gold regions. Some of SENET’s unique capabilities in
battery minerals and rare earths are increasingly
being sought after in the APAC and AMER regions.
DRA Projects and SENET have strong pipelines of
lithium, graphite, manganese and cobalt studies
and projects for clients that are looking to build
battery-grade facilities. Having completed a number
of studies for many of the key lithium developers
worldwide, including two significant lithium projects
in Europe, we have the right capabilities and are well
placed to continue to service these clients.
Our Minopex business is in a favourable position to
leverage the strong DRA Projects pipeline across
EMEA, and convert these into outsourced O&M
opportunities. Minopex has also broadened their
target market into underground mechanised mining
(a substantially larger market than outsourced
plant operations), mine power plant O&M solutions,
engineering solutions and laboratories.
Key capabilities that differentiate us in the market
include transition to underground mining, battery-
grade minerals processing, energy and power
management solutions, hydrometallurgical process
capability, and energy-efficient solutions for
tailings dewatering and water optimisation. These
solutions aim to support environmental, social and
governance targets for existing and new clients.
APAC
The divestment of the G&S Engineering business, and
restructuring and simplifying the APAC business, has
reset and shifted the focus back to delivering on our
core strengths of engineering, project delivery and
operations business. The outlook is stable, positive
and profitable, backed by improved business
performance in the second half of FY2022.
Our engineering and project delivery teams are
experiencing a strong demand in both Western
Australia for gold, lithium, rare earths and base
metals, as well as the eastern states of Australia and
the wider regional markets, such as Indonesia. We
have started to grow our O&M presence in Australia
with our first successful project underway.
AMER
The North American team has seen steady growth
in studies and near-term projects across a range of
commodities. We are anticipating an increase in the
proportion of detailed engineering and full delivery
projects in the coming years.
Our South American offices in Lima and Santiago
continue to grow rapidly, with good access to
clients and future skills. The focus is predominantly
on studies and brownfields projects for the major
mining companies. This field of work is likely to be
less affected by the political uncertainty that has
prevailed in the region of late.
FY2023 AND BEYOND
Attracting, retaining and developing our people
by enhancing the skills of our diverse workforce
and creating a positive and inclusive culture will
contribute to building our high-performing teams.
In an environment of increased competition for
skilled talent in an active market, being known as an
employer of choice continues to be a high priority.
The immediate future for our key commodity
markets appears buoyant, however continued higher
than normal inflationary pressures are expected
in the near term. We anticipate challenges in
navigating macroeconomic headwinds globally, as
central banks are expected to increase interest rates,
thereby potentially increasing country recession
risks. This may have flow-on effects on the financing
of future major projects and our pipeline.
While we will seek to further capture growth
opportunities in our core EPCM and O&M businesses,
we are cognisant of improving our quality of earnings
and enhancing cashflow generation, together with
re-establishing the strength of the balance sheet.
There is strong alignment between the Board and
leadership teams, with a shared vision for achieving
our full potential as a company and fulfilling our
aspiration. Not only does this alignment and vision
set a strong foundation to successfully deliver our
Roadmap to 2025, but it also enhances our focus
on innovation, collaboration and strategic growth.
Long term, this will ensure that we continue to deliver
value to our clients, our people, our communities and
our shareholders.
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DRA Global Annual Report 2022 ACN 622 581 935
Operational review Outlook
41
LEADERSHIP
BOARD OF DIRECTORS
PETER MANSELL
LES GUTHRIE
PAUL LOMBARD
JOHNNY VELLOZA
Chair and Independent Non-Executive Director
Independent Non-Executive Director
Independent Non-Executive Director
Independent Non-Executive Director
Appointed 16 September 2019
Appointed 2 January 2020
Appointed 1 May 2021
Appointed 1 January 2022
Peter Mansell has more than 20 years’ experience
as a director of listed and unlisted Australian and
foreign companies, including ASX 100 companies,
which he brings to his role as Chair of DRA Global.
For more than 35 years, Peter practised law in
South Africa and Australia. He also has significant
experience in managing large organisations,
covering 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 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.
OTHER CURRENT LISTED DIRECTORSHIPS:
• Chair of Ora Banda Mining (ASX).
FORMER LISTED DIRECTORSHIPS:
Les is an engineer with more than 45 years’
experience in project delivery and has held senior
project management and corporate executive roles
for major engineering and resources companies
in the UK, Australia, North America and Asia. His
significant experience and knowledge are important
contributions to the DRA Board.
Additionally, Les is a director of ASX-listed resources
companies Neometals and Australian Mines. He is
also the 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.
Les is a member of the Australian Institute of
Company Directors. He holds a Bachelor of Science
(Engineering and Marketing) from the University of
the West of Scotland.
OTHER CURRENT LISTED DIRECTORSHIPS:
• Non-Executive Director of Neometals Limited
(ASX).
• Chair of Energy Resources of Australia (ASX).
• Non-Executive Director of Australian Mines Limited
SPECIAL RESPONSIBILITIES:
(ASX).
• Chair of the Nomination and Governance
FORMER LISTED DIRECTORSHIPS:
Committee.
• Member of the People, Culture and
Remuneration Committee.
• None.
SPECIAL RESPONSIBILITIES:
• Chair of the People, Culture and
Remuneration Committee.
• Member of the Major Project
Approvals Committee.
• Member of the Sustainability,
Health, Safety, Environment
and Community
Committee.
Paul brings 37 years’ experience in the fields of
infrastructure engineering, project financing and
planning, management consulting and restructuring
of entities to the DRA Board.
Paul has extensive experience working throughout
Africa as project leader or planning expert for
transportation sector projects, funded by multi-
lateral entities, governments and regional economic
organisations, and as an engineering executive in
Africa, the Middle East and Asia.
During his 30-year tenure at Aurecon, Paul served on
the Executive Committee as the Managing Director
(Africa and Middle East) and subsequently as
Managing Director (Asia and Middle East).
Paul is a Professional Engineer and member of the
South African Institution of Civil Engineering. He
attended Purdue University in the USA as a Fulbright
scholar where he was awarded a PhD and obtained
a Master of Science Civil Engineering, both in Urban
and Transportation Engineering. He also holds a
Bachelor of Engineering (Civil) (Cum Laude) from the
University of Pretoria.
OTHER CURRENT LISTED DIRECTORSHIPS:
• None.
FORMER LISTED DIRECTORSHIPS:
• None.
SPECIAL RESPONSIBILITIES:
• Chair of the Sustainability,
Health, Safety, Environment
and Community Committee.
• Member of the Audit and
Risk Committee.
• Member of the Major
Project Approvals
Committee.
Johnny brings 30 years’ experience as a mining
engineer to the DRA Board, with strong credentials
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.
Johnny has held senior operational and
management roles in global resources companies.
He 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.
Johnny is currently the CEO of Kobaloni Energy and a
Non-Executive Director of AIM-listed Zanaga Iron Ore
and South Africa’s National Sea Rescue Institute.
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.
OTHER CURRENT LISTED DIRECTORSHIPS:
• Zanaga Iron Ore Company Limited (AIM).
FORMER LISTED DIRECTORSHIPS:
• Gem Diamonds Limited (LSE).
SPECIAL RESPONSIBILITIES:
• Chair of the Major Project Approval
Committee.
• Member of the People, Culture and
Remuneration Committee.
• Member of the Sustainability,
Health, Safety, Environment,
Community Committee.
• Member of the Nomination
and Governance
Committee.
42
43
43
EXECUTIVE COMMITTEE
JAMES SMITH
Chief Executive Officer
MICHAEL SUCHER
Chief Financial Officer
ALISTAIR HODGKINSON
Chief Operating Officer
BRONWYN BAKER
Chief Corporate Services Officer
James Smith joined DRA in 2018 and was appointed
Chief Executive Officer in October 2022.
Michael Sucher joined DRA in 2021 and was
appointed Chief Financial Officer in September 2022.
Alistair Hodgkinson joined DRA in 2007 and was
appointed Chief Operating Officer in 2021.
Bronwyn Baker joined DRA in 2021 and was appointed
Chief Corporate Services Officer in September 2022.
James is a highly qualified executive with more than
25 years’ experience in the mining, industrial and
financial sectors. Originally a process engineer in the
mining industry, James has held various consulting,
investment advisory and operational leadership
positions.
He has extensive experience in strategy development
and execution, operational excellence, mergers and
acquisitions and organisational leadership within the
mining and industrial sectors.
Michael has more than 30 years’ experience in the
accounting and resources sectors, and possesses
extensive skills and experience in financial
accounting, reporting, governance and business
process improvement.
He held senior leadership roles in the corporate and
divisional finance teams at major mining companies
in Australia and North America.
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.
Bronwyn has more than 20 years’ experience in
senior roles in the mining industry and leading
diverse business services teams, with expertise
in human resources, organisation development,
business strategy, and culture transformation.
She is passionate about using science-based
approaches to create a work environment where
employees and teams can grow and thrive.
44
45
PEOPLE AND CULTURE
ATTRACTING AND RETAINING THE
INDUSTRY’S TOP TALENT
To be the most sought-after company in our field, we
aim to attract the right people who contribute to our
high performing teams.
The talent market is active and increasingly
competitive. In FY2022, we continued to work on our
attraction and retention strategies through strategic
workforce planning, career paths, talent acquisition,
internal talent management and employee value
proposition.
At a business unit level, we partnered with
universities and professional associations to build
awareness of the DRA brand and attract students for
our comprehensive graduate programs. In FY2022,
we saw 41 new graduates join the Group and 18
existing graduates were promoted internally.
Retention is equally critical to the success of our
business. We continually review our strategies
to retain employees and build skills for the future
through succession and development planning.
Our people, more than 4,000 globally, are the
cornerstone of our business.
We aim to be a magnet for the industry’s top talent
by embracing innovative ways of working that
provides autonomy to employees as well as a range
of experiences and career opportunities that fosters
learning, growth and engagement globally.
We provide a supportive and connected work culture
so our people enjoy coming to work and know they
are doing meaningful work while progressing their
career goals.
The Group’s key people-based initiatives and
performance in FY2022 were:
• Completed an Operating Model Review to
facilitate better performance and reduce
complexity in the business.
• Reshaped our corporate structure and introduced
a refreshed Global Leadership Team to help
streamline decision-making across the Company
and better support our business units.
• Sought feedback for the FY2022 Employee
Engagement Survey, which saw a response rate
of 75 percent and engagement score of 77, both
above the benchmark and an increase from the
prior year.
• Launched REACH, a learning management system,
to deliver customised training to our people.
• 22 percent female workplace representation by
end FY2022, an increase of four percent since the
prior year.
• 22,737 e-training courses (including LinkedIn
Learning courses) completed.
• 155 senior leaders undertook professional
development courses to build their leadership
capabilities, including the CONNECT program.
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DRA Global Annual Report 2022 ACN 622 581 935
It’s well recognised that people are the
heart of the business. It can be seen
throughout the business; our people are
high performers, they are motivated and
stimulated, they are given ownership
and autonomy, and they are happy to be
part of DRA.
Morne Kruger
Project Manager, Projects // EMEA
Johannesburg // South Africa
DRA’s policy on flexible working
arrangements has enabled me
to work with project teams across
different time zones, including South
Africa, America and Australia, while
still planning my day to incorporate
the needs of my family.
Alwyn Scholtz
Study Manager, Engineering // APAC
Perth // Australia
In November 2022, we initiated the FY2022 Employee
Engagement Survey, which saw a good response
rate of 75 percent and engagement score of 77
which were both above the industry benchmark and
an improvement on the results from the year prior.
There were positive shifts in all the engagement
drivers that were included in the FY2021 survey and
a notable improvement in the belief that action
would be taken as a result of the feedback received
from employees. There were also positive shifts in
the areas of collaboration and career path which
were the FY2021 focus areas. The survey results will
be cascaded throughout the business, and areas
of focus and action plans will be developed and
implemented in FY2023.
EMPOWERING LEADERS OF TODAY AND
TOMORROW
Empowering our leaders of today and tomorrow
through access to professional development and
learning opportunities is important in our business.
In FY2022, we launched a learning management
system called REACH to deliver customised, online
training courses to our people. The system boasts a
catalogue of more than 120 e-learning courses that
can accessed at any time, from any device.
We also offer our people free access to LinkedIn
Learning, an online development platform that
offers over 13,000 courses from industry leaders and
experts.
More than 22,737 e-training courses including
LinkedIn Learning courses, were successfully
completed by year end.
CREATING MEANINGFUL EMPLOYEE
EXPERIENCES
In FY2021, we asked our people to provide their
insights about working at DRA via a global Employee
Engagement Survey. The intention of the survey
was to understand and identify areas where we can
improve to ultimately help shape a better workplace
experience.
Overall, the results indicated that employees felt a
strong sense of camaraderie and purpose, and the
work they do at DRA is meaningful. They also showed
a need for more conversations about their career
and clarity about role progression and development.
In response to the survey, our senior leaders
partnered with the people and culture teams to
develop and implement action plans that focused on
magnifying the positive feedback received around
collaboration, and addressing the opportunities
around career discussions and wellbeing. The
following key outcomes included:
• To better support our business units and enhance
internal collaboration, we reshaped our corporate
structure and introduced a refreshed Global
Leadership Team to help streamline decision-
making across the Company.
• To provide our leaders with the right tools and
resources to have meaningful conversations with
their teams and facilitate better engagement,
DRA partnered with the NeuroLeadership Institute
to deliver CONNECT: The Neuroscience of Quality
Conversations. In FY2022, more than 80 people
participated in the program to help build their
leadership capabilities. We also enhanced our
approach to supporting our people to fulfil their
career aspirations through the development of a
Career Path Framework which will be implemented
in FY2023. The new framework will give our people
more insight into career opportunities and provide
clarity around role progression at DRA.
• We encourage our teams to work together at the
various DRA offices to promote and develop a
culture of collaboration, innovation and growth.
We recognise the importance of achieving a
healthy work and life balance, which is why we
are also committed to providing flexible working
options, including at senior levels.
People and culture
49
REMUNERATION AND REWARD
OUR PEOPLE AND CULTURE POLICIES
We offer competitive remuneration and invest in
development programs to help build capability and
drive long-term company performance.
We have a comprehensive set of policies and
frameworks that support our purpose, values and
expected behaviours.
Our Code of Conduct outlines how we carry out
business and behave in an ethical manner. It also
defines the standard of behaviours expected from
all our directors, senior leaders, employees and
contractors.
Our Diversity and Inclusion standard and policy
confirms our commitment to equal opportunity
and building an inclusive culture that supports and
celebrates all our people. This is supported by an
e-learning course to help educate our people about
the expected standard of behaviour.
Our Speak Up standard and policy outlines how to
report any suspected unacceptable conduct and
provides protection for those who make a report. DRA
will not tolerate any retaliation against those who
speak up.
Our standards and policies are available at
www.draglobal.com/about/corporate-governance
DRA is big enough to attract exciting
projects and people, but feels small
enough that you’re not just another
number. As a global company, there are
many rewarding career opportunities for
people who put their hand up and want
to stretch themselves professionally.
Lauren Rovelli
Senior Manager, Development
and Engagement // APAC
Brisbane // Australia
Recognising the buoyant and competitive job
market this year, we undertook market analysis and
salary reviews to ensure we reward our people with
the right remuneration and are positioned well to
attract top talent across our various operations and
jurisdictions.
A focus on retention also saw our long-term
incentive plans undergo a redesign to increase their
attractiveness to key employees.
PROMOTING INCLUSION AND
DIVERSITY
At DRA, we value inclusion and diversity, equal
opportunity, collaboration, sharing knowledge
and supporting each other in the workplace and
community.
Our commitment includes providing a workplace free
of discrimination and unfair bias, where everyone
has an opportunity and where each person is valued,
respected and supported for their different attributes,
skills and experience.
Our values and behaviours underpin how we expect
our people to act and treat everyone.
At the end of FY2022, our workforce consisted of
78 percent male and 22 percent female with 23
percent of new hires at DRA filled by women. Our
representation of women in leadership roles at year
end was 20 percent of our Global Leadership Team,
and 19 percent of our Extended Leadership Team,
being female.
In South Africa, we confirmed our continued
commitment to inclusivity and empowerment of
designated groups by proudly maintaining our Level
4 B-BBEE scorecard rating for DRA and Level 2 B-BBEE
scorecard rating for Minopex.
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DRA EMEA PROJECTS STAR AWARDS
RECOGNISE AND REWARD OUR HIGH-
PERFORMING TEAMS
At the end of each year, our DRA EMEA Projects
team gathers for the annual STAR Awards. A highly
anticipated event in the calendar, Chief Operating
Officer Project Alistair Hodgkinson said the awards
aimed to recognise and reward our high-performing
teams who exemplify the DRA values of safety,
integrity, trust, excellence and courage.
“It’s our chance to thank the people who have been
with us for 5, 10, 15 and 25 years, some who have
helped us build the company from the ground up, as
well as celebrate those people who live and breathe
our values, and have demonstrated excellence
during the year,” he said.
ADDRESSING THE TALENT GAP IN
CANADA
GRADUATES KICK-START THEIR
CAREER
Like many companies, we have had to face the
challenges of a buoyant job market and increased
competition to attract and retain employees in
FY2022. The issue around scarcity of talent, combined
with an aging workforce and cognitive dissonance
between society in general and what the mining
industry does, has become increasingly prevalent in
Canada.
To engage with a wider audience and attract the
next generation of engineers, our teams in Canada
used every opportunity to network with future talent.
DRA was a gold sponsor of the Best Practice event
at the 2022 Canadian Mining Games. The games
provide an opportunity for students to showcase
their mining knowledge, problem-solving and
adaptive capabilities through a variety of challenges,
and for sponsors to create and develop individual
events and interact directly with students during
competitions. Our event challenged competing
teams to find a solution to a technical problem
which balanced operational, economic, social and
environmental best practices.
We also exhibited at the McGill Tech Fair, a career fair
for engineering and technology students, in February
2022 and the CIM Capital Projects Symposium, a
conference focused on project execution, project
development, financing methods, contracting
models and execution methods, in March 2022.
Achieving our aspiration and shaping the future of
mining starts with our people; from leveraging the
skills of our experienced knowledgeable experts
to meet our current needs, to mentoring the next
generation of top talent to meet our future needs.
The DRA Group has a number of opportunities
that provide recent graduates with opportunities
to develop professional skills, undertake tailored
learning and development activities, and receive
mentoring from senior staff across multiple sites and
commodities in the mining and minerals resources
sector.
Just ask Graduate Metallurgist Denise Pillay,
who graduated from the DRA Minopex Graduate
Programme in FY2022.
“I was attracted to the DRA Minopex Graduate
Exchange Programme because of the vast
mentorship opportunities. As a graduate fresh out
of university and new to the industry, I felt it was
important to join a program that invested in my
professional growth through hands-on experience
and mentorship,” said Denise.
“I’ve learnt valuable insights from Leanie Naude.
Not only is Leanie an outstanding leader, she is a
female role model to many in our organisation who
motivates employees to unlock their full potential
while cementing the power of a values-based
culture.”
DRA Projects EMEA also has a two-year Graduate
Programme where graduates rotate through
different disciplines that are aligned with the
Engineering Council of South Africa.
More information is available at
www.draglobal.com/careers/graduate
Our people at the FY2022 DRA EMEA Projects Star
Awards
CEO James Smith with Minopex’s FY2022 graduate
engineers who successfully completed the
programme.
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People and culture
53
SUSTAINABILITY
At DRA, we help our clients work towards world-
class sustainable mines of the future that minimise
their physical and environmental footprint while
simultaneously delivering value to their shareholders,
employees, people, and the local communities they
operate in.
To achieve this, we consider the impacts across
the entire mining value chain and strive to find
sustainable solutions that balance the economic,
environmental and social factors.
Along with our clients, we operate in a critical part of
the mining value chain and recognise the essential
role we play in transitioning to a low-carbon and
resource-efficient future for all. We see data and
digitalisation as pivotal tools to model, monitor and
manage this transition. With almost four decades of
real-world engineering and operational data at our
disposal, we are excited about the opportunities that
stem from adding a sustainability lens to this data.
HELPING OUR CLIENTS ACHIEVE THEIR
SUSTAINABILITY GOALS
During FY2022, we continued to develop innovative
mining and process solutions for our clients from
concept to execution, with sustainability objectives
as an essential driver of crucial technical decisions.
To help clients operationalise sustainability as part
of daily business, we established a Sustainability
Solutions Practice through Minopex Technical
Advisory. Our team assists clients to develop
enterprise-wide programs to meet net zero and
other ESG and sustainability targets.
BUILDING A SUSTAINABLE DRA
Sustainable DRA is one of the strategic pillars in our
Roadmap to 2025. Read more about our pillars on
page 14.
Sustainability features prominently in our client-
facing projects, operations and advisory work,
and we continued to enhance our corporate
sustainability performance and refine our
sustainability strategy throughout the year.
We are developing a framework to collect data that
will enable us to monitor and manage sustainability
performance across our business units. This
framework is an essential step towards reporting
against the Global Reporting Initiative Standards in
the future. In addition, we are updating and refining
our policies and procedures to embed ESG and
sustainability considerations in our decision-making,
which we expect to complete in FY2023.
FUTURE OF MINING
At DRA, our advantage is that we bring deep mining,
minerals processing and operations expertise,
coupled with advisory capabilities, to develop and
deliver project solutions to help achieve client
sustainability objectives. We leverage the expertise
within our team to highlight considerations for
mining companies and their value chains to
navigate the future with confidence.
We feature thought-leadership from DRA senior
leaders and experts through our Future of Mining
series at www.draglobal.com/future-realities
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DRA Global Annual Report 2022 ACN 622 581 935
The idea of being able to
contribute every day to the health
and wellbeing of the DRA team is
my motivation. It’s about making
a difference where I can and
motivating others to do the same.
Simon Dent
Senior Health Safety
and Environment Manager // APAC
Perth // Western Australia
HEALTH, SAFETY AND WELLBEING
DRA conducts business in a responsible way to
protect the health, safety and wellbeing of our
people, contractors and communities.
Our most important commitment is that everyone
goes home safe at the end of each workday. To
achieve our commitment, we recognise the
importance and impacts of having a robust
culture of safety, continually improving our safety
performance and actively caring for our people in
everything we do.
The Group’s health and safety performance, and key
wellbeing initiatives, for FY2022 were:
• Recorded improved lost time injury frequency rate
(LTIFR) and total recordable incident frequency
rate (TRIFR) result from the prior year.
• Focused on active leadership participation and
rolled out several awareness programs.
• 0.13 LTIFR, down 23 percent from FY2021, and 0.52
TRIFR, down 33 percent from FY2021.
• Reported person-hours on 29 projects by year end
with 28 being LTI-free, and 58 maintenance and
operation sites with 52 being LTI-free.
• 12 mental health first aiders in Australia.
• 38 wellbeing events held.
• Maintained ISO 45000 accreditation.
• Progressed with ISOMETRIX implementation.
SAFETY PERFORMANCE
Person-hours, LTIFR and TRIFR
s
n
o
i
l
l
i
M
d
e
k
r
o
w
s
r
u
o
h
-
n
o
s
r
e
P
30
25
20
15
10
5
0
1.2
1.0
0.8
0.6
0.4
0.2
0.0
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
Person-hours
LTIFR
TRIFR
I
R
F
R
T
d
n
a
R
F
T
L
I
TAKING CARE OF OUR WELLBEING AND
MENTAL HEALTH
Wellbeing and mental health continued to be a key
global focus, particularly as we navigated through
operational changes and uncertainly brought by
COVID-19.
At DRA, our people, their families and dependants
have access to the free and confidential Employee
Assistance Program. We continued to make
significant progress with our regional health and
wellbeing strategies.
We have 12 mental health champions in APAC who
undertook accredited mental health first aid training
during the year. Their role is to increase mental
health awareness and education among employees
and help mitigate any psychosocial risks in the
workplace.
In FY2022, we supported mental health and wellbeing
initiatives across our offices and sites that were
focused on promoting healthy lifestyle choices,
building resilience, creating a supportive culture and
giving back to the community.
CREATING A CULTURE OF SAFETY
In FY2022, we continually looked for ways to
improve the way we operate, reduce risk to frontline
employees and increase leadership visibility. As a
result, we improved our safety performance and
recorded a better LTIFR and TRIFR results from the
prior year.
We recorded a 0.13 LTIFR, down 23 percent from
FY2021, and 0.52 TRIFR, down 33 percent from FY2021.
Additionally, we reported person-hours on 29
projects by year end with 28 being LTI-free, and 58
maintenance and operation sites with 52 being LTI-
free.
A contributing factor of our success is working closely
with contractors and business partners to ensure
alignment of our safety culture and expectations. In
FY2022, we ran monthly awareness campaigns with
specific safety topics to promote our safety culture,
and to encourage our people to report unsafe
behaviours and conditions, participate in developing
controls and following them, to take precautionary
measures to ensure they are not putting themselves
at-risk. This approach of engagement and coaching
ensures we reach frontline workers and those people
who are most at-risk. Our leaders and employees
also received ongoing safety training and education
of expected behaviours throughout to reduce
potential harm.
In addition to robust employee education, we
continued to enhance and reinforce visible
leadership and leader engagement to prevent risk
events. This approach ensures that health and safety
accountability is placed at all levels across the
Group, and ensures we develop a sense of belonging
that underpins our safety culture.
We have clear mandatory minimum performance
standards and frameworks to identify, assess and
manage safety risks and their potential impacts, and
monitor the health of our workforce. Our Health
and Safety Policy is available at
www.draglobal.com/about/sustainability
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Sustainability Health, safety and wellbeing
57
LET’S TALK – ENCOURAGING OUR PEOPLE TO SPEAK UP ABOUT SAFETY
In a considered effort to improve workplace safety,
and ensure our employees are contributing to the
creation of a safe, positive and healthy workplace,
Minopex launched an internal campaign called Let’s
Talk in FY2022.
The employee-driven campaign aimed to embed
behaviours aligned with our purpose and values and
encourage employees to speak up about safety,
wellbeing, mental health and any other health-
related issues in the workplace across work sites
and head office using diverse communication and
engagement strategies.
The comprehensive campaign included regular
employee events to discuss safety, storytelling
and communications, videos and visual cues
including t-shirts, posters and banners. To further
demonstrate the importance of this initiative, we
placed suggestion boxes in all the common areas to
seek feedback about how we can improve and acted
on those suggestions.
The Let’s Talk campaign has been well-received by
all our teams, and everyone is taking accountability
to make Minopex a safer workplace.
The Minopex team engaging with the Let’s Talk safety
campaign.
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DRA Global Annual Report 2022 ACN 622 581 935
DRA’s strong focus on safety aligns with
my values. As we get older, the value we
place on our families grows exponentially.
Knowing that I work for a company that
genuinely cares for its employees’ health
and preservation, especially in a risk-laden
industry, provides me and my loved ones
with comfort and surety.
Bradley Pather
Civil and Structural Engineer // SENET
Johannesburg // South Africa
MORE THAN SHELTER, IT’S A SENSE OF
BELONGING
It’s estimated that 3,500 babies survive
abandonment each year in South Africa and that for
every baby found alive, it is estimated that two will
die.
The Maletsatsi Foundation aims to address this
statistic by providing a temporary and safe ‘stop
over’ home for babies and children in need until they
can be reunited with their family or transitioned into
a permanent family.
The foundation’s undertakings are centred around
re-creating an environment that is nurturing,
connected, supported and encouraged - where
a baby’s future can be positively impacted and
inspired by the surroundings.
This philosophy is aligned with our core values at
DRA, which is why we donated ZAR 100,000 towards
shelter for these vulnerable beneficiaries.
CREATING A SAFE ENVIRONMENT AT
LYDENBURG PRIMARY SCHOOL
In partnership with our valued client Northam
- Booysendal, DRA donated ZAR 378,692 for the
safe removal of asbestos from classrooms at the
Lydenburg Primary School in Mpumalanga.
After asbestos was discovered in the 30-year-
old building, the Lydenburg Primary School was
required to dismantle the classrooms and remove
the asbestos. We were more than willing to aid after
Northam - Booysendal received a request from the
school to assist with this work.
Northam - Booysendal, along with partners, will
rebuild four new classrooms for Lydenburg Primary
School and its 800-plus primary school students.
COMMUNITY
DRA is deeply aware of social, environmental and
economic disparities across the world and in the
places where we operate. We endeavour to leave
a positive legacy by supporting local people,
enhancing livelihoods and contributing to the
upliftment of communities.
Some of the community initiatives that we proudly
funded or were involved with across the Group in
FY2022 were:
• Together with Foran Mining Company, we set up
an indigenous student scholarship program at
academic institutions in Saskatchewan, Canada,
to support training and development of the
country’s first nations people.
• Together with other organisations, we collectively
raised just under $3 million for Youth Focus
allowing them to continue to provide vital mental
health and suicide prevention services for youth
across Western Australia.
• Donated funds to the Gift of the Givers for flood
and drought relief efforts in Kwa-Zulu Natal and
the Eastern Cape as well as disaster management
efforts in Jagersfontein, South Africa.
• Supported the Bangwanate Disabled Project by
funding the construction of a new sports field and
fencing in South Africa.
• Donated uniforms to three schools in Phalaborwa,
Limpopo.
• Upgraded the local community clinic in Witbank,
Mpumalanga.
• Adopted Mabande Comprehensive School in
Phola, Mpumalanga, for a math and science
project for the next three years, in collaboration
with Phola Coal.
• Handed over a newly constructed community
creche in the Phalaborwa area, Limpopo, to help
improve the wellbeing of children and young
people.
• Donated food parcels to the JD Caring Centre in
Pofadder, Northern Cape.
• Donated furniture to a police station in Ogies,
Mpumalanga.
• Held a charity golf day with proceeds going to St
Giles Association in Gauteng, Johannesburg.
• Teams collected and donated around 200 tinned
cans of food and food parcels to various causes
for Mandela Day.
SUPPORTING INCLUSION THROUGH THE CHAELI
CAMPAIGN
MINOPEX INVESTS IN EARLY CHILDHOOD
DEVELOPMENT
For the past seven years, DRA has proudly supported
The Chaeli Campaign; a social justice foundation
that aims to champion a more ability-focused and
inclusive world.
The campaign started in 2004 when a group of life-
long friends between the ages of six and 12 started
a project to raise money with their friend, Chaeli
Mycroft, to purchase her first motorised wheelchair.
Through their can-do spirit, Chaeli, her three friends
and sister managed to achieve their goal of raising
ZAR 20,000 in just seven weeks. Not only did this open
a new realm of independence and possibilities for
Chaeli, the five founders found their purpose and The
Chaeli Campaign was established.
In FY2022, we proudly donated ZAR 250,000 to
support the Inclusive Education Programme with
a focus on early childhood development. The
campaign partners with more than 40 pre-schools
to provide skills development for pre-schoolers, their
parents and teachers. Inclusion, ability and possibility
are key themes for creating a supportive, accepting,
creative learning environment for children of all
abilities.
Minopex has always understood that quality early
childhood development provides life-long benefits
to children, and society, long after they have left
pre-school. This is why Minopex has dedicated its
resources towards a number of community social
initiatives to tackle early childhood development
related challenges in the locations where we operate.
In April 2022, Minopex handed over a newly
constructed creche in the Phalaborwa area, Limpopo,
to the community. The new creche aims to improve
the wellbeing of disadvantaged children and change
the future for young South Africans.
As part of our Back-to-School Programme, Minopex
also donated 210 packs of stationery and school
uniforms to two local schools in Phalaborwa in
FY2022.
Student Jordan with DRA Draftsperson Avril Jason.
DRA Project Engineer, Mark Burton, and Managing
Director DRA Water, Scott Alexander, with students
Tyler and Jordan.
Minopex handed over a newly constructed creche in
the Phalaborwa area, Limpopo, to the community.
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Sustainability Community
61
CORPORATE GOVERNANCE STATEMENT
DRA is listed on both the ASX and JSE. DRA’s primary
listing is on the ASX, and accordingly, DRA is required
to publicly report its application of the ASX Corporate
Governance Council’s Corporate Governance
Principles and Recommendations.
For FY2022, we have reviewed our corporate
governance practices against the Corporate
Governance Principles and Recommendations
(Fourth Edition). DRA’s Corporate Governance
Statement reflects its corporate governance
practices for the financial year ended 31 December
2022 and was approved by the Board on 27 February
2023. During the year, unless otherwise disclosed,
DRA has applied all the principles and met the
recommendations.
The FY2022 Corporate Governance Statement has
been lodged with the ASX and is available at
www.draglobal.com/about/corporate-governance/
CORPORATE GOVERNANCE
DRA’s corporate governance structure and processes
support the delivery of our strategic direction, and
are critical to fulfilling our stakeholders’ expectations,
achieving sustainable long-term success for our
business, and promoting investor confidence.
The Board, Executive Committee and senior
leaders have an ongoing commitment to applying
the principles of corporate governance and
demonstrating integrity and ethics in the Company’s
activities.
CORPORATE GOVERNANCE STRUCTURE
DRA’s corporate governance structure consists of a
Board of Directors whose role is to provide strategic
guidance to and oversight of the Company, support
the business to generate value for shareholders, and
promote a culture which supports its core values.
As outlined in the Board Charter, the Board also
has responsibilities to the Company’s employees,
customers, and suppliers, and to the welfare of the
communities in which we operate.
The Board has five sub-committees to assist with
discharging its responsibilities:
• Audit and Risk Committee;
• Major Project Approvals Committee;
• Nomination and Governance Committee;
• People, Culture and Remuneration Committee;
and
• Sustainability, Health, Safety, Environment and
Community Committee.
Overview of DRA’s Governance Framework
SHAREHOLDERS
REGULATORS
BUSINESS PARTNERS
SHAREHOLDERS
EMPLOYEES
COMMUNITY
BOARD
AUDIT AND RISK
COMMITTEE
PEOPLE, CULTURE
AND REMUNERATION
COMMITTEE
NOMINATION
AND GOVERNANCE
COMMITTEE
SUSTAINABILITY,
HEALTH, SAFETY,
ENVIRONMENT
AND COMMUNITY
COMMITTEE
MAJOR
PROJECT
APPROVALS
COMMITTEE
EXTERNAL
AUDIT
INTERNAL
AUDIT
DELEGATION OF AUTHORITY
CHIEF EXECUTIVE OFFICER
EXECUTIVE AND MANAGEMENT
CULTURE AND VALUES
STRATEGY
RISK MANAGEMENT
POLICIES &
STANDARDS
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DRA Global Annual Report 2022 ACN 622 581 935
Corporate governance Corporate Governance Statement
Corporate governance
63
63
STRONG FOUNDATIONS OF
GOVERNANCE
DRA seeks to adopt leading practices and
contemporary governance standards which we
apply in a manner that is consistent with our
culture and values. This is underpinned by our four
governance foundations of integrity, transparency,
stewardship and accountability.
OPERATING WITH INTEGRITY
DRA’s Code of Conduct defines the standards
of behaviour that we expect from our Directors,
management and people, based on our values.
It embodies our commitment to good corporate
governance and responsible business practice.
We are committed to working in compliance with
relevant laws and regulations in all jurisdictions of
operation, and we expect all parties to uphold these
standards.
In FY2022, we continued to strengthen our
commitment to honest and ethical behaviour by
communicating our expectations to our people and
business partners. As part of our communications,
we also encouraged our people to have the courage
to speak up about unacceptable behaviours or
conduct that do not align with our values.
DRA’s Speak Up Policy and Standard outlines how
to raise concerns about unacceptable conduct and
how matters will be managed. The Board, Executive
Committee and senior leaders are committed to
ensuring that individuals can report matters of
suspected unacceptable conduct without fear of
reprisal or detrimental treatment, and that all reports
made under the standard are treated seriously and
confidentially.
MAINTAINING TRANSPARENCY
We endeavour to be transparent about our structure,
operations and performance to all our stakeholders.
Policies and standards that support our commitment
to transparency include Fair Competition, Market
Disclosure and Communication, Securities Trading,
Conflicts of Interest and the Code of Conduct.
RESPONSIBLE STEWARDSHIP
Fundamental to our purpose is the recognition that
DRA is managed for the benefit of its shareholders,
and considering the interests of other stakeholders.
Our strategy provides direction on how we attain
shareholder value over time. External and internal
audits are conducted to provide independent
assurance on the control and performance of DRA.
TAKING ACCOUNTABILITY
Enabling the right people to make effective and
efficient decisions is a cornerstone of good corporate
governance. In FY2022, we commenced a review of
our decision-making processes, including our risk
appetite and Delegation of Authority Framework.
Our Code of Conduct also outlines our expected
standard of accountability and appropriate actions
that may take place when the right processes or
standards have not been followed.
Our charters and policies are available at
www.draglobal.com/about/corporate-governance/
Corporate governance Corporate Governance Statement
Corporate governance
65
65
The level of determination and
passion everyone puts into their
work makes us grow beyond
what we thought was capable
and prepares us for any
challenges we face. It drives me
to be a better employee.
Adelaide De Wet
Executive Assistant // EMEA
Johannesburg // South Africa
Our people are DRA. Despite the
challenges we’ve faced this year,
collectively we have remained focused
on the positives and have never lost
sight of the common goals we all want
to achieve.
Micheal Tassone
Head of Tax - APAC and AMER // Global
Perth // Australia
FINANCIAL REVIEW
FINANCIAL PERFORMANCE
A) REVENUE AND EARNINGS
Revenue ($ million)
956
406
550
1,033
563
470
938
510
428
1,186
570
616
895
412
483
FY2018
FY2019
FY2020
FY2021
FY2022
Projects
Operations
FY2022 revenue by
commodity
FY2022 revenue by
operating segment
Precious m etals 32%
Base metals 24%
Thermal coal 13%
Metallurgical coal 11 %
Bulk commodities 7%
Precious stones 4%
Battery minerals 3%
Rare earths 2%
Other 2%
35%
EMEA
APAC/AMER
65%
Financial review Financial performance
Financial review Financial performance
67
67
REVENUE
DRA generates its revenue through the provision
of consulting services, including 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. We also generate
revenue through the provision of operation and
maintenance services of mining related operations.
Group revenue in FY2022 was $895 million, a
decrease of 24.6 percent compared to FY2021.
Operations revenue in FY2021 included a number
of large fixed-price construction contracts in APAC.
During H1 FY2022, the Group incurred significant
losses associated with such contracts as it
progressed completing works and commercial
resolutions. The Group made the decision to pause
any further pursuit of these types of contracts, with
the combined result being a year-on-year reduction
in Operations revenue in FY2022. In addition, FY2021
Operations revenue included the full year activity of
G&S Engineering business as compared to FY2022
when it was successfully sold in September 2022,
as well as revenue from the US Energy Operations
business which ceased activity in January 2022.
Projects revenue was also lower partly due to certain
large-scale EPC contracts being completed during
the year as compared to a full year of revenue in
FY2021.
Our revenue continues to be well diversified
geographically and across service offerings,
commodities and clients. With offices and presence
around the globe, we were able to provide local
experience to our clients while leveraging our
teams of professionals to best service clients. This
diversification strategy has enabled the Group to
absorb the underperforming parts of the business
and stands it in good stead for steady growth in
future years.
RECONCILIATION OF STATUTORY TO UNDERLYING RESULTS
Profit after income tax for the year (NPAT)
Adjusting for:
Income tax expense
Net finance expense/(income)
Earnings before interest and tax (EBIT)
Adjusting for:
Amortisation expense
Earnings before interest, tax and amortisation (EBITA)
Depreciation expense
Earnings before interest, tax, depreciation and amortisation (EBITDA)
FY2022
$M
(21.4)
FY2021
$M
53.5
20.3
2.6
1.5
4.9
6.4
12.4
18.8
23.5
(11.5)
65.5
5.7
71.2
17.6
88.8
Statutory results
Adjustments:
IPO costs (non-recurring)
Fair value gain on UPRs
Impairment of goodwill and intangibles
G&S loss on sale (non-recurring)
Legal costs related to pre-IPO disputes
Dispute settlements
Underlying results
Statutory margin as a % of total revenue
Underlying margin as a % of total revenue
EBITDA
FY2022
$M
18.8
FY2021
$M
88.8
EBIT
FY2022
$M
1.5
FY2021
$M
65.5
NPAT
FY2022
$M
(21.4)
FY2021
$M
53.5
-
(17.9)
23.0
2.7
2.3
(4.6)
24.3
2.1%
2.7%
1.9
(13.0)
-
-
2.0
-
79.7
7.5%
6.7%
-
(17.9)
23.0
2.7
2.3
(4.6)
7.0
0.2%
0.8%
1.9
(13.0)
-
2.0
-
56.4
5.5%
4.8%
-
(17.9)
20.6
2.5
1.7
(1.2)
(15.7)
(2.4%)
(1.8%)
1.9
(13.0)
-
-
2.0
-
44.4
4.5%
3.7%
Underlying EBITDA
$ million
Underlying EBIT
$ million
Underlying NPAT
$ million
FY2022
24.3
Margin
2.7%
FY2022
7.0
Margin
0.8%
FY2022
(15.7)
Margin
(1.8)%
FY2021
79.7
Margin
6.7%
FY2021
56.4
Margin
4.8%
FY2021
44.4
Margin
3.7%
EARNINGS
Statutory EBIT decreased to $1.5 million from $65.5
million in the prior year. Statutory NPAT was a loss of
$21.4 million as compared to a profit of $53.5 million
in the prior year. In discussing the operating results of
the Group, the focus is on underlying profit measures
such as Underlying EBITDA, Underlying EBIT and
Underlying NPAT.
In arriving at Underlying EBITDA, EBIT, and NPAT,
certain adjustments were made to the statutory
results to better reflect the underlying performance
of DRA:
• IPO costs – These were costs paid to advisors
specifically for the IPO in FY2021.
• Fair value gains on Upside Participation Rights
(UPRs) – The fair value gain on UPRs is primarily
driven by the movement of DRA’s share price
which impacts the value of the UPRs issued in the
prior financial year and is not representative of
DRA’s underlying financial performance.
• Impairment of goodwill and other intangibles –
This includes a non-cash impairment of goodwill
of $15.7 million in relation to the APAC Cash
Generating Unit (CGU), as well as non-cash
impairments of other intangible assets of $7.3
million in relation to the APAC CGU and EMEA CGU.
The impairments relating to the APAC CGU of
$18.9 million relate to the divestment of the G&S
Engineering business.
• G&S loss on sale - The pre-tax loss on the sale of
the G&S Engineering business, which completed in
September 2022, was $2.7 million.
• Legal costs related to pre-IPO disputes and
dispute settlements – DRA incurs or provides for
legal expenses on and settles claims relating to
pre-IPO disputes for certain onerous contracts.
Within the EMEA business, there were two notable
settlements of pre-IPO disputes, Liqhobong and
Fraser Alexander, which had a net positive impact
on EBIT of $2.3 million and increased interest
expense by $3.0 million during H1 FY2022.
• The tax effect of all pre-tax adjustments was a tax
benefit of $2.7 million.
Underlying EBIT for the current year includes a $(49.8)
million loss associated with the G&S Engineering
business in APAC.
The majority of the operating losses occurred
in the first half of the year and related to legacy
fixed-price construction contracts which were
entered into during prior years. The contracts were
terminated during the year and contract claims
were commercially resolved. The first half losses
also included a $9.0 million adjustment to the
recoverability of a material contract asset position
on a previously completed construction contract
following conclusion of commercial settlement
negotiations.
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69
APAC/AMER
Revenue contribution from APAC/AMER reduced
by 45.4 percent to $316 million, as compared to
FY2021. Prior year Operations revenue included the
full year activity of G&S Engineering business, which
included large fixed-price constructions contracts,
as compared to FY2022 when it was successfully sold
in September 2022, as well as revenue from the US
Energy Operations business which ceased activity
in January 2022. Projects revenue was also lower
partly due to certain large-scale EPC contracts being
completed during the year as compared to a full
year of revenue in FY2021.
Following the exit of these non-core operations,
and an organisational restructure of the APAC
business, growing DRA’s presence and market share
in the APAC/AMER region continues to be an area
of strategic focus for the Company. Underlying
EBIT loss for APAC/AMER of $35 million was affected
by the unfavourable impacts from loss-making
legacy fixed-price construction contracts and
an adjustment to the recoverability of a material
contract asset position on a previously completed
construction contract following conclusion of
commercial settlement negotiations in APAC which
significantly impacted the first half of the year. The
APAC/AMER region showed a return to profitability
in the second half of the year. Performance in AMER,
both North and South America, excluding the US
Energy Operations results of the prior year, saw
revenue grow by 43 percent with notable increases
in the number of projects and the level of activity on
existing projects.
There was some continuation of fixed-price
construction contract losses in the second half
of the year prior to the successful sale of the G&S
Engineering business in September 2022, which
followed a decision earlier in the year to divest the
non-core maintenance and construction business,
which entered into the loss-making fixed-price
construction contracts.
The corresponding prior year Underlying EBIT
included the benefit of $10.6 million profit from the US
Energy Operations business which ceased in January
2022 following termination of a US tax credit scheme
on 31 December 2021.
In FY2021, DRA’s Underlying EBIT was impacted by the
continuing challenges associated with COVID-19.
APAC profitability was specifically affected by
productivity on fixed-price construction projects,
COVID-19 related border closures, labour shortages,
and disruptions specifically in Western Australia.
These impacts continued to affect profitability of the
Group early in FY2022.
Underlying NPAT was a loss of $15.7 million and
includes underlying net interest expense of $2.7
million and underlying income tax expense of $20.3
million. Underlying income tax expense includes
$18.4 million for the derecognition of historical tax
losses in the current year based on an assessment of
recoverability for accounting purposes.
EMEA REGION
EMEA revenue slightly reduced by 4.7 percent to
$579 million, as compared to FY2021. This was mainly
driven by a decrease in water treatment project
activity and fewer EPC projects in FY2022. Growth
continued in the region’s Operations division while
the remaining Projects division remained steady
year-on-year. In FY2022, we successfully closed out
of a number of major projects.
Underlying EBIT for the region of $62 million was
down 25.8 percent compared to FY2021 partly driven
by the reduction in revenue and associated margin
from water projects, an increase in wages and salary
costs, and a reversal of doubtful debt provisions that
occurred in the prior year.
B) WORK-IN-HAND
66%
14%
34%
Projects
Operations
EMEA
APAC/AMER
86%
C) FINANCIAL POSITION
Cash
Debt*
Net cash
Net working capital**
Net assets
Number of shares *** (M)
Net asset per share ($/share)
As at 31 December 2022, work-in-hand, which
represents secured work not yet performed in
relation to the next and subsequent financial years,
was a healthy $858 million.
Work-in-hand comprised of less EPC and fixed-price
construction work (high revenue, low margin) and
more high margin core EPCM and O&M work, which
is consistent with the intention to focus on improving
the quality of earnings.
The Group continues to have a robust diversified
pipeline of opportunities at various stages of
development across a range of commodities and
regions.
FY2022
$M
FY2021
$M
Variance
$M
Variance
%
142.2
(83.1)
59.1
58.6
253.4
171.0
(109.7)
61.3
29.3
266.1
(28.8)
26.6
(2.2)
29.3
(12.7)
FY2022
FY2021
Variance
54.4
4.66
49.5
5.38
4.9
(0.72)
(17)
(24)
(4)
100
(5)
Variance
%
10
(13)
* Includes interest-bearing borrowings, other financial liabilities and lease liabilities.
** Includes trade and other receivables, contract assets, inventories, trade and other payables and contract liabilities.
*** Excludes any issued shares classified as Settlement Shares.
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71
NET CASH
NET ASSETS
OPERATING ACTIVITIES
FINANCING ACTIVITIES
Cash outflows from financing activities of $1.8 million
mainly relates to final payment of amounts owed to
Stockdale as part of the share buy-back transaction
($16.3 million) and payment of lease liabilities
($6.8 million) during the year, offset by the net
drawdown of working capital facilities ($13.3 million)
and the receipt of from the sale of the Settlement
Shares ($7.9 million).
Cash outflows from operating activities for FY2022
was $36.2 million (FY2021: $12.7 million inflow). The
reduction is mainly due to significant cash losses
which were incurred on loss-making legacy fixed-
price construction contracts in the G&S Engineering
business in APAC. Income taxes paid by the Group in
FY2022 ($22.1 million) were in line with the prior year.
INVESTING ACTIVITIES
Cash inflows from investing activities of $6.6 million
mainly relates to repayment of loan receivables
of $9.5 million and net proceeds received from the
sale of the G&S Engineering business ($2.0 million),
partially offset by net payments for property, plant
and equipment ($5.7 million) which was 55 percent
lower than the prior year.
Cash for the Group reduced by $28.8 million
compared to FY2021, mainly due to cash outflows
from operating activities associated with completing
loss-making fixed-price construction contracts,
final payment of amounts owed as part of the
Stockdale share buy-back transaction, repayment
of lease liabilities resolving pre-IPO litigation matters,
and capital expenditure on property, plant and
equipment.
This was partly offset by a net drawdown on
the Group’s working capital facilities to support
operating activities, receipts from external loans and
proceeds from the sale of the Settlement Shares. The
Group’s working capital facilities were fully drawn at
31 December 2022.
Net assets decreased mainly due to the sale and
associated impairment of the G&S Engineering
business as well as the finalisation of loss-making
legacy fixed-price construction contracts.
The net assets per share of the Group decreased as
a result of the sale of the already issued Settlement
Shares and are therefore no longer classified
as treasury shares of the Company. The net
current asset position of the Group has improved
significantly year-on-year from $87 million to
$154 million.
D) CASH FLOWS
171.0
FY2022 cash movements
$ million
6.6
2.6
142.2
(36.2)
(1.8)
FY2021
Operating
activities
Investing
activities
Financing
activities
Effect of
exchange rate
FY2022
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73
RISK MANAGEMENT
Delivering DRA’s strategy and sustainable long-term
value to our shareholders requires comprehensive
risk management practices.
Recognising that we operate across multiple
geographical locations, and we are exposed to
global and local risk factors that may impact the
delivery of our strategy, strong practices enable the
Board and management to make strategic decisions
about where to take risks to realise opportunities
while enhancing and preserving value.
Our Risk Management Framework, which is
aligned to International Standard ISO 31000 for
risk management, provides a whole of business
approach and sets out the process for the
identifying, evaluating, monitoring, reviewing and
reporting of risk to help us achieve our plans and
objectives.
We have three risk environments - strategic,
operational and project - with functional support in
place to set direction and guide management of risk
and opportunity.
Risks are managed in the context of the risk appetite,
as approved by the Board, that provides guidance
on risk tolerability across the Group. The Audit and
Risk Committee assists the Board with oversight of
the Group’s risk management practices and material
risks.
Group risk support framework
STRATEGIC RISK
Strategic risk refers to
events that will affect the
achievement of DRA’s
strategy and business
objectives. This includes
both negative and positive
impacts.
Group
Risk Support
PROJECT RISK
Project risk is anything that
might have an impact
on DRA’s ability to get
the project or operation
completed in line with the
contract.
OPERATIONAL RISK
Operational risk refers to the effective
management of DRA business units
internal process, people and systems
and the achievement of the business unit
goal.
EMERGING RISKS
STRATEGIC RISKS
Our strategic risks are reviewed each year in line with
the dynamic industry and economic environments in
which we operate.
In FY2022, we identified 11 strategic risks that could
influence the sustainability of our business. These
risks with an outline of our response are set out in
no particular order and are not an exhaustive list of
risks that may impact DRA, however are currently
considered to be the most significant.
The global economy continues to experience
periods of uncertainty driven by various factors,
including re-emerging from the COVID-19 pandemic,
geopolitical tensions, climate change, increasing ESG
expectations, evolving mining services, rising interest
rates, supply chain disruption, rapidly rising inflation
and variability of commodity prices.
This complex landscape highlights the importance of
a whole of business approach to risk management
to proactively analyse the impact of these factors on
our strategic and operational objectives, so we can
react and respond effectively.
Risk and context
Our response
Attract, develop and retain talent
It’s vital to have the right
people to deliver safe and
predictable performance.
Attracting, retaining and
developing employees
continues to be a high
priority for DRA, but has been
increasingly difficult in FY2022
as a result of increased
competition for skilled talent
in an active market.
We recognise that having resource capacity and capability is core to our
business. Our priorities include:
• having a well-defined employee value proposition to attract and engage top
talent;
• mapping competencies to enable access to people with the right expertise;
• a graduate program that focuses on training and development of our
employees;
• implementing reward, remuneration and recruitment strategies that
positions the Group relative to the market;
• targeted retention strategies for critical roles and key talent; and
• leadership and mentoring programs to strengthen our capability.
Material litigation
DRA continues to face
increasing competition in a
number of its markets, which
may impact client contracting
terms, margins and the
consequence of increased
risk.
We are aware that sometimes
a commercial dispute
could occur which cannot
be resolved and results in
litigation.
We strive to resolve any dispute with minimal impact. This involves:
• actively engaging in stakeholder and client dialogue;
• contract reviews and oversight to ensure we agree to acceptable contract
terms;
• a focus on early intervention related to contract issues or potential disputes;
and
• internal and external legal support with advice on commercial negotiation,
as well as relevant laws and regulations.
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Financial review Risk management
75
Risk and context
Our response
Harm to our people
Risk and context
Our response
Geopolitical and sovereign country
A safe and healthy work
environment is fundamental
to living our values.
We are committed to protecting the health, safety and wellbeing of our staff,
contractors and other relevant stakeholders at all times. We support this
through:
The nature of our work means
some of our people work on
mines and construction sites
where they are at higher risk
of experiencing incidents,
including life-changing
events which have the
potential to cause physical or
psychological harm.
• comprehensive health and safety policies, standards and systems designed
to prevent and mitigate potential exposure to health, safety and security
risks;
• investigating actual and potential significant events that could have led to
injury or harm;
• regularly reviewing and auditing our health and safety systems and
processes;
• being prepared with emergency, incident and crisis management plans; and
• providing regular hazard awareness, sharing of lessons learned and training.
Access to capital
An inability to access capital
could adversely impact the
Group’s ability to meet its
growth ambitions and meet
other funding requirements,
as and when required.
Our approach to managing access to capital is addressed through active
treasury management, including:
• a comprehensive Treasury Framework;
• maintaining policies which define appropriate financial controls and
governance;
• undertaking a disciplined capital allocation process; and
• targeting and maintaining an appropriately balanced debt and equity
capital structure, including having access to various potential sources of
funding.
Safe, reliable and efficient operations
A failure to deliver safe,
reliable and efficient
operations could prevent
us from delivering on our
strategic objectives and
impact shareholder value.
DRA builds resilience and
predictability into our business
by keeping our people
safe and healthy, applying
our operating and project
management processes and
providing quality services to
our clients.
We continuously improve our project and operational management so we can
deliver stable and predictable performance. To do this we:
• embed and continuously verify and improve our safety and risk
management systems across our business;
• review and improve the effectiveness of our project and operational
management by implementing fit-for-purpose and consistent practices,
standards and controls;
• have established contract oversight and management to support good
commercial outcomes; and
• conduct assurance and review activities to identify improvement
opportunities.
DRA operates across multiple
geographical locations. Some
of the jurisdictions within
which DRA operates are
subject to sovereign, human
rights and security risks.
Changes in government,
regulation and tax in overseas
jurisdictions has the potential
to impact our performance
and financial returns.
We ensure our people have a comprehensive understanding of the overseas
jurisdiction before entering it through:
• our Code of Conduct and Compliance Management Framework which
encompasses antibribery and corruption, human rights, sanctions, business
partner due diligence, entity governance as well as detailed specific
requirements and approvals for entry into a country or jurisdiction;
• regularly monitoring our tax risks and engaging specialist independent
advice and assurance; and
• monitoring current and potential geographies’ political, economic and social
conditions on an ongoing basis.
Drive growth and commercialise opportunities
With demand for certain
commodities set to increase
and sustainability becoming
a bigger focus, DRA is
purposeful in preparing for
future markets and growth
opportunities.
Cyber
The growing volume and
complexity of cybercrime is
increasing.
DRA could experience
business interruptions to
critical IT services or other
breaches of its information
systems that could lead to
loss of intellectual property.
Shareholder engagement
Shareholder
misunderstanding can
be disruptive. Effective
shareholder engagement
can enhance the long-term
performance of DRA.
Continuing to assess strategic options to capture optimum long-term
shareholder value remains in focus for DRA. We are:
• continuing our efforts in winning and maintaining quality contracts to enable
organic growth;
• monitoring the mining services market and new technologies;
• assessing opportunities for commodity diversification; and
• continuing to build client and stakeholder relationships.
Our cyber-security program improves the handling of cyber-security risks,
which includes:
• continuing to invest in systems, tools and infrastructure to protect our assets;
• having layered security techniques, including endpoint and perimeter
protection;
• ongoing security education and awareness campaigns;
• penetration testing and supporting independent assurance of our control
framework; and
• business resilience plans for cyber-related scenarios.
We aim to foster a good relationship with our shareholders. Strategies include:
• regular market updates;
• informative half-year and annual reporting;
• encouraging attendance and participation at our Annual General Meetings;
• investor and shareholder engagement plans; and
• policies and standards on market disclosure and communication.
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Financial review Risk management
77
Risk and context
Our response
Workplace culture
As a multinational company,
fostering behaviours that are
aligned to DRA’s values can be
challenging.
Over time, this may constrain
performance, create value
erosion and reputational
damage.
Social license to operate
A failure to meet evolving
societal expectations for ESG
performance could damage
our reputation and negatively
impact our licence to operate.
This could limit our ability to
access capital, retain and
attract employees and grow
our business in existing and
new jurisdictions.
By fostering an understanding of our global footprint and the evolving needs
of our people, business and broader stakeholders, we are able to identify
strategies that are conducive to the culture we aspire towards. To do this we:
• actively assess our culture through annual employee surveys which act as a
‘check-up’ and allows us to track the DNA of DRA;
• continue to communicate and educate our people about the DRA values and
Code of Conduct to create awareness of the expected behaviours;
• renewed our leadership program to strengthen alignment to our preferred
culture and behaviours; and
• embedded an inclusive and diverse workplace strategy that incorporates our
Inclusion and Diversity Policy and Standard, which sets out our commitments
and approach.
We strive to balance economic outcomes with social and environmental
outcomes, both now and into the future. In our decision-making, we look to
minimise ESG impacts, respect human rights and create enduring social,
environmental and economic value for all our stakeholders through:
• working to build strong, positive and meaningful relationships with local
communities;
• reporting on our risks, opportunities, regulatory obligations, commitments
and areas where we are working;
• contributing to pragmatic ESG strategies and plans in partnership with our
clients;
• looking for opportunities to transition to a low-carbon and resource-efficient
future and make a difference to the communities we work in; and
• evaluate opportunities of circular business models to minimise waste,
carbon emissions and other pollutants.
At DRA, I feel motivated to succeed. Being
a hard worker and perseverance will help
me achieve greater professional success,
and it’s what keeps me going. I absolutely
enjoy the friendly working environment
and motivating my teammates to ensure
we are moving forward in the right
direction.
Thabang Masingi
Plant Operator // Minopex
Johannesburg // South Africa
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DIRECTORS’ REPORT
The Directors present their report, together with the financial statements, on the consolidated entity (referred to
as the ‘Group’) consisting of DRA Global Limited and the entities it controlled at the end of, or during, the financial
year ended 31 December 2022.
DIRECTORS
The following persons were Directors of DRA during FY2022 and up to the date of this report, unless stated
otherwise.
• Peter Mansell, Chair and Independent Non-Executive Director.
• Lee (Les) Guthrie, Independent Non-Executive Director.
• Paulus (Paul) Lombard, Independent Non-Executive Director.
• Jonathan (Johnny) Velloza, Independent Non-Executive Director.
• Kathleen Bozanic, Independent Non-Executive Director (resigned 31 December 2022).
• Andrew Naudé, Director (resigned 31 October 2022).
Particulars of their qualifications, experience, special responsibilities and any directorships of other listed
companies held within the last three years are set out in this Annual Report under the Leadership heading on
pages 42 to 43 and form part of this Directors’ Report, other than for Directors who resigned during FY2022
whose details are as follows.
KATHLEEN BOZANIC
Independent Non-Executive Director
Appointed 2 January 2020 (resigned 31 December 2022)
Kathleen Bozanic is an accountant and finance professional with more than 25 years’ experience in the
resources, engineering and contracting sectors as a registered company auditor, partner of a Big-4 professional
services firm, finance general manager and chief financial officer. In these roles, she was responsible for
compliance, risk and financial management, and was significantly involved in business planning and strategy,
and managing commercial transactions.
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.
OTHER CURRENT LISTED DIRECTORSHIPS:
• None.
FORMER LISTED DIRECTORSHIPS:
• Non-Executive Director of IGO Limited (ASX).
• Non-Executive Director of Great Southern Mining Limited (ASX).
• Non-Executive Director of DRA Global (ASX/JSE).
SPECIAL RESPONSIBILITIES:
• Chair of the Audit and Risk Committee.
• Member of the Nomination and Governance Committee.
• Member of the People, Culture and Remuneration Committee.
ANDREW NAUDÉ
Director
Appointed 31 October 2017 (resigned 31 October 2022)
Andrew Naudé joined DRA in 2013 and was appointed to the Board in 2017. Andrew is a corporate finance and
strategy professional who has worked in financial services and corporate finance covering a broad range
of industries for more than 20 years. He served as DRA’s interim CEO during 2016, CFO from 2016 to 2019, and
Managing Director and CEO from 2019 to 2022.
OTHER CURRENT LISTED DIRECTORSHIPS:
• None.
FORMER LISTED DIRECTORSHIPS:
• Director of DRA Global Limited (ASX/JSE).
SPECIAL RESPONSIBILITIES:
• Chief Executive Officer of DRA (until 2022).
DIRECTORS’ INTERESTS IN THE SHARES AND OPTIONS OF THE COMPANY
The interests of the Directors in the shares and options of DRA at the date of this Report are as follows:
Director
Peter Mansell
Les Guthrie
Paul Lombard
Johnny Velloza
COMPANY SECRETARY
BEN SECRETT
Appointed 1 January 2021
Ordinary
shares
Options
71,777
16,912
9,364
4,211
8,421
4,211
4,211
4,210
Ben Secrett has more than 15 years’ experience as a legal, corporate advisory and governance professional for
Australian and foreign listed entities, having worked for top tier law firms, the ASX and entities in the resources
and technology sectors. He 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 an international 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 ESG, water and energy
solutions for the mining industry.
DRA delivers advisory, engineering and project delivery services throughout the capital project lifecycle from
concept through to operational readiness and commissioning as well as ongoing operations and maintenance
services. DRA has an extensive global track record spanning more almost four decades and more than 8,000
studies and projects as well as operations and maintenance solutions across a wide range of commodities.
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Directors' Report
81
OPERATING AND FINANCIAL REVIEW
MEETINGS OF DIRECTORS
Information on the operations and financial position of the Group and its business strategies and prospects is set
out in the operational review on pages 25 to 41 and financial review on pages 67 to 73, and forms part of
this Directors’ Report.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
Sale of G&S Engineering business
During the reporting period the Group conducted a review of its business portfolio and divested its non-core G&S
Engineering business to KAEFER Integrated Solutions. The G&S Engineering business had incurred the majority of
fixed-price construction contract losses of the APAC/AMER region for the reporting period.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS OF OPERATIONS
The Group plans to continue providing diversified advisory, engineering, project delivery and operations and
maintenance services globally. Further information is set out in the operational review on pages 25 to 41
and forms part of this Directors’ Report.
DIVIDENDS
No dividends have been declared for the financial year ended 31 December 2022, nor for the previous
corresponding period being the financial year ended 31 December 2021.
The number of meetings of the Company’s Board of Directors held during the year ended 31 December 2022, and
the number of meetings attended by each Director are as follows:
Independent
Directors
Committee
Audit
and Risk
Committee
Board
People,
Culture and
Remuneration
Committee
Sustainability,
Health, Safety,
Environment
and
Community
Committee
Nomination
and
Governance
Committee
Major Project
Approvals
Committee
M
A
M
Peter
Mansell
Les
Guthrie
iNED
40
39
iNED
40
38
Paul
Lombard
iNED
40
36
Johnny
Velloza
iNED
40
34
Kathleen
Bozanic
iNED
40
36
Andrew
Naudé
Exec
36
32
6
6
6
6
6
0
A
6
5
5
6
6
1
M
0
0
5
5
5
0
A
4
4
4
5
4
4
M
4
4
0
4
3
0
A
4
4
4
4
3
3
M
0
4
4
4
0
0
A
4
4
4
4
4
3
M
2
0
0
1
2
0
A
2
2
2
1
2
2
M
0
1
1
1
0
0
A
1
1
1
1
0
0
M - The number of meetings held during the period the Director was a member of the Board and/or Committee.
A - The number of meetings attended by the Director during the period the Director was a member of the Board and/or Committee.
Member
Chair
ENVIRONMENTAL REGULATION
The Group is subject to environmental regulation in respect of its Projects and Operations business activities in
different countries. 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.
MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR
On 23 February 2023, the Company was notified that Andrew Naudé (previous CEO) filed an Originating
Application in the Federal Court of Australia against the Company, its Directors, some members of management
and other respondents. DRA is taking legal advice in relation to defending the claims. No other matters or
circumstances have arisen that have significantly affected or may significantly affect the operations of DRA, the
results of those operations, or the state of affairs of DRA in subsequent years that is not otherwise disclosed in this
report.
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SHARES UNDER OPTION
INDEMNITY AND INSURANCE OF OFFICERS
The number of unissued ordinary shares of DRA Global Limited under option at the date of this report are detailed
below:
Grant date
14 May 2020*
29 June 2021*
31 December 2020*
1 December 2021
30 January 2023*
Expiry date
30 March 2024
31 March 2026
31 March 2025
30 June 2025
30 January 2025
Exercise
price
$0.00
$0.00
$0.00
$0.00
$0.00
Number
210,206
900,939
1,065,456
150,000
25,264
2,351,865
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 up to 30 percent 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. There are no vesting conditions attached to these
options as the options are issued in lieu of a cash remuneration entitlement. The issue of these options requires
shareholder approval which was obtained in FY2022 for the issue of options in respect of the period from FY2019
to FY2022. If shareholder approval is not given for future options, a lump sum cash payment is made instead. The
total accumulated value of options that may be issued as at 31 December 2021 was $60,000.
In accordance with DRA’s 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 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’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.
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.
NON-AUDIT SERVICES
Details of options granted to Directors and KMP are disclosed in the Remuneration Report on pages 88 to 108.
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 KMP and therefore not disclosed in the Remuneration Report.
Name of officer
Pierre Julien - EVP AMER
Grant date
14 May 2020
31 December 2020
29 June 2021
SHARES ISSUED ON THE EXERCISE OF OPTIONS
Exercise
price
$0.00
$0.00
$0.00
Number
11,618
79,732
23,585
There were 244,254 ordinary shares of DRA issued on the exercise of options during the year ended 31 December
2022 and up to the date of this Directors’ Report.
Details of the amounts paid or payable to the auditor for non-audit services provided during the reporting period
by the auditor are outlined in note 37 to the financial statements.
The Directors are satisfied that the provision of non-audit services during the financial year
ended 31 December 2022 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.
Based on advice received from the Audit and Risk Committee, the Directors are of the opinion that the services
as disclosed in note 37 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 172.
REMUNERATION REPORT (AUDITED)
The audited Remuneration Report is set out on pages 88 to 108 and forms part of this Directors’ Report.
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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 ‘000), or in certain cases, the nearest
dollar.
SIGNING
This report is made in accordance with a resolution of the Board of Directors.
Peter Mansell
Chair
28 February 2023
Just knowing that what I do makes
a difference to the organisation, and
is valued by my colleagues and our
clients, brings a lot of meaning and
satisfaction to my career at DRA. I’m
excited for the future and to be part
of an innovative organisation that is
always willing and ready to adapt to
ensure we stay the ahead of the rest.
Leanie Naude
Technical Manager // Minopex
Johannesburg // South Africa
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despite some positive achievements across non-financial areas. Further, James Smith and Michael Sucher
elected to forgo any STI award for the period of the year that they were not KMP.
• Adjusted long term incentive (LTI) incentive opportunity for KMP to improve alignment with market and
shareholder expectations, which included reducing the maximum opportunity to 73 percent of TFR for the CEO
(vs 115 percent in FY2021), and between 68 and 72 percent of TFR for other KMP (vs 90 percent in FY2021).
• Incorporated relative Total Shareholder Return (TSR) performance hurdles in the FY2022 LTI awards (in addition
to Absolute TSR and Earning Per Share (EPS) to improve the alignment of LTI design with market peers and
ensure a balanced and representative assessment of business value in a fluctuating and cyclical market.
• Applied a 10 percent reduction in Non-Executive Director (NED) fees, effective from 1 November 2022 in
response to the specific shareholder concerns.
• Applied a staged increase in the opportunity for settlement of NED fees through equity from 20 percent to 30
percent, effective from 1 November 2022 to further align NED remuneration with shareholder experience.
Further details regarding our response to the “No vote” are provided within this report.
Given the critical need to motivate and retain KMP in order to progress our strategic objectives and deliver the
best outcomes for shareholders, we believe the remuneration structure and quantum for the current KMP are fair
and competitive in the global market, and reflective of our organisation and industry.
We’re committed to transparency and creating an ongoing dialogue with shareholders about remuneration. To
this end, we have made changes to the FY2022 Remuneration Report to improve the quality of KMP remuneration
disclosure.
THANKS
I would like to recognise the exceptional leadership and continued efforts of our people throughout the year
which has enabled us to deliver for our clients.
Thank you to our shareholders for your continued support. As always, we welcome your feedback and comments
on any aspect of the Remuneration Report.
Sincerely
Les Guthrie
Chair – People, Culture and Remuneration Committee
REMUNERATION REPORT
LETTER FROM THE CHAIR OF THE PEOPLE, CULTURE AND REMUNERATION
COMMITTEE
Dear shareholders
I am pleased to present DRA Global’s Remuneration Report (Report) for the financial year ending 31 December
2022.
PERFORMANCE SUMMARY
In FY2022, we focused on strengthening the business and delivering outcomes in line with our global strategic
direction, DRA’s Roadmap to 2025.
On a global scale, competition for skilled talent in an active market and wage inflation were some of the biggest
challenges facing our industry throughout the year. To address these trends, we continued to prioritise the health
and wellbeing of our people, while also focusing on professional development opportunities.
Each year, the Board sets the balanced scorecard KPIs and targets, taking into consideration the budget,
company strategy and expectations, appropriate benchmarks and economic conditions. Overall business
performance is then measured against the balanced scorecard. The overall balanced scorecard result was 74
percent which was primarily driven by our challenging EBIT performance for the year. Pleasingly the second-half
financial returns exceeded the target set in the scorecard, and stronger results were achieved across the safety,
operational excellence, talent and client focus areas.
A more detailed disclosure of the FY2022 Group outcomes against set strategic areas is included in this Report.
KMP REMUNERATION CHANGES/OUTCOMES
During the year, there were changes to the Key Management Personnel (KMP) with the appointments of
James Smith and Michael Sucher to the roles of Chief Executive Officer (CEO) and Chief Financial Officer (CFO)
respectively, following the resignations of former CEO Andrew Naudé and former CFO Adam Buckler.
The FY2021 Remuneration Report was not adopted at our last Annual General Meeting (AGM), with 59.02 percent
of the votes cast being against. During the year, we took deliberate actions in response to shareholder concerns
about KMP remuneration that were raised at the 2022 AGM.
The following outlines a series of remuneration changes and outcomes applied during the year.
• Improved the robustness of remuneration benchmarking methodology, including a review and enhancement
of the peer companies used for KMP remuneration benchmarking so DRA’s KMP remuneration practice is
compared against companies that are closely aligned with our operations and size to ensure a fair outcome.
• Reviewed and moderated executive total fixed remuneration (TFR) levels, including the appointment of James
Smith and Michael Sucher to the role of CEO and CFO, respectively, at a significantly lower TFR level than
their predecessors (i.e. 40 percent lower than the former CEO and 22 percent lower than the former CFO). No
change in TFR was made for Alistair Hodgkinson, Chief Operating Officer (COO), during the year.
• No short term incentive (STI) payment was made to Executive KMP for FY2022 in recognition of the Group’s
financial performance. Recognising that it was a challenging year where key financial performance hurdles
at a Group level were not met, the Board determined that no STI award payment would be awarded to KMP
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INTRODUCTION
This Remuneration Report has been prepared in accordance with section 300A of the Corporations Act 2001
(Cth) (Act) and accounting standards. The Report outlines the remuneration approach and arrangements
for Key Management Personnel (KMP) of DRA Global Limited (DRA or the Group) for the financial year ended
31 December 2022.
This Report contains the following main sections:
1. Who is covered by this Remuneration Report.
2. Response to “No vote”.
3 Remuneration governance.
4. Remuneration philosophy.
5. Executive KMP remuneration arrangements.
6 Non-Executive Directors’ remuneration.
7. FY2022 Remuneration outcomes and links to performance.
8. Executive KMP employment contracts.
9. Details of remuneration.
10 Additional remuneration disclosure.
1. WHO IS COVERED BY THIS REMUNERATION REPORT
For the purpose of this Report, KMP are defined as those persons who have authority and responsibility for
planning, directing and controlling the Group’s activities, including Executive KMP and Non-Executive Directors of
DRA.
The table below shows the KMP of the Group at any time during the financial year ended 31 December 2022 and,
unless otherwise stated, were KMP for the entire period.
Name
Position
Non-Executive Director (NED)
Peter Mansell
Non-Executive Chair
Kathleen Bozanic
NED (until 31 December 2022)
Lee (Les) Guthrie
Paulus (Paul) Lombard
Jonathan (Johnny) Velloza
NED
NED
NED
Executive KMP
Andrew Naudé (1)
James Smith
Michael Sucher
Director (until 31 October 2022)
Managing Director (MD) (until 25 October 2022)
Chief Executive Officer (until 25 October 2022)
Interim Chief Executive Officer (appointed 11 March 2022)
Chief Executive Officer (appointed 13 October 2022)
Acting Chief Financial Officer (appointed 21 March 2022)
Chief Financial Officer (appointed 1 September 2022)
Alistair Hodgkinson
Chief Operating Officer
Adam Buckler
Chief Financial Officer (until 10 May 2022)
1. Andrew Naudé ceased to exercise executive authority from 19 March 2022 when he was placed on ‘gardening leave’ pursuant to
clause 23.6 of his employment contract.
2. RESPONSE TO “NO VOTE”
The Act 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 AGM 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.
At the AGM held on 17 May 2022, 59.02 percent of shareholders voted against adoption of the FY2021
Remuneration Report. As the percentage of the “no vote” exceeded 25 percent, the Group incurred a ‘first strike’
pursuant to section 250R of the Act.
The Company has considered the feedback raised in the 2022 AGM in relation to the Remuneration Report and
sought to address the concerns regarding remuneration arrangements by taking actions including reviewing
KMP remuneration, obtaining further market insights from external remuneration consultants, and considering all
business outcomes in determining remuneration outcomes for FY2022. Full details of the changes implemented
as a consequence of the 2022 AGM vote are outlined in this Report.
The table below provides further information on key remuneration matters raised by shareholders and the
Group’s response.
Issue
Company response
NED remuneration
is perceived high
considering share price
performance over the
year
There are no performance
criteria for NED equity
Executive KMP
remuneration is high
During the year DRA reviewed the remuneration of NEDs and relevant benchmarking methodology
and applied the following changes:
• reviewed and revised the comparator group companies for the purpose of benchmarking to
ensure those selected are closely aligned with DRA’s current operations and size so that a more
appropriate and valid comparison with the market can be conducted. The criteria used to select
the peers during the review include the nature of business (industrials, engineering and project
delivery), company size (comparable revenue, market capitalisation), complexity (operations
across multiple jurisdictions).
• reduced NED remuneration by 10 percent effective 1 November 2022 and until at least 31 December
2023, at which time annual remuneration will be reviewed again, and increased the opportunity for
settlement of remuneration through equity from 20 percent to 30 percent. The changes help further
align NED remuneration with long-term shareholder outcomes and also maintain the ongoing
appropriateness against market and internal policy (i.e., target between the 50th percentile (P50)
and 75th percentile (P75) for KMP remuneration) to ensure attraction and retention of people.
NED equity is delivered in lieu of the cash fee and not in addition to the cash fee. The purpose of NED
equity is to promote shareholding among NEDs and align the financial interest of NEDs with that of
DRA shareholders over the long term. To increase this alignment, the Board approved the NEDs to
sacrifice 30 percent (vs. 20 percent in FY2021) of their fees in equity effective 1 November 2022. The
increase will be aligned with shareholder approvals regarding the number of options that can be
granted to Directors.
• NED equity grants are made without performance conditions (i.e., zero exercise priced options
which are subject to a service only requirement) to ensure NED independence in Board decision
making.
Following the review of executive KMP remuneration against the market, based on revised peer
companies, the Board:
• appointed James Smith and Michael Sucher to the CEO and CFO roles respectively at a significantly
lower remuneration level than their predecessors (i.e. 40 percent lower than former CEO, Andrew
Naudé, 22 percent lower than the former CFO, Adam Buckler). No remuneration increase was
offered to Alistair Hodgkinson (the COO) during the year.
• reduced the LTI maximum opportunity to 73 percent of TFR for the CEO (vs 115 percent in FY2021),
and between 68 and 72 percent of TFR for other Executive KMP (vs. 90 percent in FY2021).
• The Board considered that Executive KMP remuneration (post review) is aligned appropriately to
comparable companies in the market.
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Issue
Company response
4. REMUNERATION PHILOSOPHY
The alignment between
KMP reward and Group
performance is perceived
to be low
While there has been no specific shareholder concern over STI and LTI plans, the Board reviewed STI
and LTI plan designs to ensure they are affordable, robust and consistent with good governance and
remuneration practices. The following changes/decisions were made during the year:
• the Board incorporated two additional relative Total Shareholder Return (TSR) performance hurdles
in the FY2022 LTI awards (in addition to the existing Absolute TSR and EPS hurdles) to improve the
alignment of design with market and robustness of LTI assessment.
• the Board recognised the alignment of KMP remuneration with performance may not have been
clearly demonstrated in the FY2021 Remuneration Report and has made efforts to further improve
the quality and disclosure in the FY2022 Remuneration Report.
• the Board is contemplating changes in the FY2023 STI plan in terms of performance weightings and
incentive opportunity. These changes will be disclosed in the FY2023 Report.
In the event that shareholders return a “no vote” on the Remuneration Report at the 2023 AGM, this will result in
“no votes” being cast at two consecutive AGMs, and will require shareholders to vote at the 2023 AGM regarding
whether the Directors (excluding any Managing Director) need to stand for re-election at a general meeting to
be held within 90 days of the second “no vote” being cast. This vote to ‘spill’ the Board of Directors is passed if 50
percent or more of eligible votes cast vote in favour of the resolution. While the votes of KMP and their associates
are excluded from voting on the non-binding advisory vote and any ‘spill’ vote, in the event the ‘spill’ vote is
passed they are not excluded from voting on resolutions to remove a director at the subsequent general meeting
of shareholders.
3. REMUNERATION GOVERNANCE
The Company’s remuneration philosophy is to retain, develop and attract talented people with appropriate
remuneration packages that are aligned to the DRA purpose and strategy.
The DRA KMP remuneration arrangements are guided by the following principles:
• Total remuneration quantum should be market competitive - target the middle to upper quartile of the
markets that DRA operates in;
• There should be a mix of cash and equity awards so that over time executives and employees are aligned with
the long-term strategy and growth in shareholder value;
• Remuneration outcomes should reflect good corporate governance aligned to the Group’s values and risk
appetite; and
• Executives should be rewarded fairly in alignment with performance against agreed short and long-term
objectives.
5. EXECUTIVE KMP REMUNERATION ARRANGEMENTS
Executive remuneration is comprised of both fixed and at-risk remuneration components. The at-risk
remuneration component is delivered through the STI and LTI plans. The purpose of each remuneration
component, how each component is delivered and how each component links to performance is summarised
below.
KMP remuneration decision making is guided by DRA’s remuneration governance framework as follows.
Remuneration component
Purpose
Delivered through
Link to performance
The Board:
• considers the recommendations and considerations of the People, Culture and Remuneration
Committee.
Board
• approves the remuneration arrangements of Executive KMP including fixed and at-risk elements
(STI and LTI plans).
• proposes the aggregate remuneration of NEDs for shareholder approval and sets remuneration for
individual NEDs.
People, Culture and
Remuneration Committee
(PCR Committee)
The PCR Committee assists the Board to fulfil its responsibilities in relation to people, culture and
remuneration matters, including:
• the establishment of remuneration strategies and practices that reward performance aligned with
the Company’s strategic objectives and long-term stakeholder interests.
• having oversight of KMP remuneration arrangements.
• meeting regularly throughout the year, with external consultants and senior management
attending PCR Committee meetings by invitation where their input is required.
Executive KMPs are not present during any PCR Committee discussions about their own remuneration
arrangements.
To ensure the PCR Committee is fully informed when making remuneration decisions, it may
seek external, independent remuneration advice on remuneration related issues. Remuneration
consultants may be engaged either directly by the PCR Committee or senior management.
External Remuneration
Consultants
During FY2022, the PCR Committee engaged consultants, including The Reward Practice Pty Ltd, Old
Mutual Limited and Aon Hewitt to provide remuneration services in respect to Australia and South
African benchmarking data and market insights for KMP remuneration.
No remuneration recommendations as defined in section 9B of the Act were provided by the
consultants during the period.
Total fixed remuneration
Recognise responsibilities
and proficiency of the
employee.
Base salary, superannuation and
fixed benefits. Fixed remuneration
is benchmarked against the 50th
percentile of the market, with total
remuneration including at-risk
components benchmarked between
the 50th and 75th percentile.
STI plan
LTI plan
Reward for the
achievement of annual
objectives and sustained
business value.
Annual cash award unless Board
discretion is applied (i.e. grant of share
options).
Reward for long-term
shareholder value creation
and encourage ownership
behaviours.
Annual zero exercise price options
(ZEPOs) awarded under the Company’s
Incentive Option Plan.
Reviewed annually considering
the sustained performance
of the individual and the
Company.
STI awards are based on
performance against set KPIs
that are critical to the success
of DRA.
Vesting is dependent on the
Group’s performance of TSR
and EPS growth, typically
measured over a three-year
period.
The following diagram sets out the mix of fixed and at-risk remuneration for Executive KMP at maximum
opportunity level for FY2022.
FY2022 Remuneration Mix (at maximum opportunity)
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What is the incentive
opportunity?
CEO
Other executives
Target opportunity
Maximum opportunity*
50% of TFR
45% of TFR
80% of TFR
70% of TFR
How is performance
assessed?
TOTAL FIXED REMUNERATION
Executive KMP TFR comprises base salary, superannuation and fixed benefits. It is designed to recognise the
responsibilities and proficiency of the executive employee.
TFR is reviewed by the Committee at least annually against external benchmarks. The Company benchmarks
fixed remuneration against the median of relevant markets for talent (in consideration of factors such as industry
sectors, span of operations, revenue and market capitalisation).
STI PLAN
The following table details the STI arrangements for KMP and executive employees.
An annual at-risk cash award designed to motivate and reward executive employees to achieve
annual objectives and create sustained business performance.
What is the purpose?
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 during the financial year.
Who is eligible?
Executive employees engaged on a permanent or fixed/maximum term contract basis who have
been employed for the full performance period, with a pro-rata award permitted at the Board’s
discretion for service of six or more months during the performance period.
How is it paid?
Award is delivered in cash unless Board discretion is applied (i.e. grant of share options).
STI incentive opportunity expressed as a percentage of TFR as below:
* Represents the award payable where stretch targets are achieved on every KPI.
What is the performance
period?
The DRA financial year is from 1 January to 31 December.
STI performance is measured against a balanced scorecard comprising a diverse range of financial
and non-financial measures. Each year, the Board sets the KPIs and targets, taking into consideration
the budget, company strategy and expectations, appropriate benchmarks, and economic conditions.
How is performance
assessed?
During FY2022, the KPIs are in relation to:
• Safety (15 percent)
• Operational excellence (20 percent)
• Talent (15 percent)
• Clients (10 percent)
• Shareholder value (40 percent)
What STI award is
determined?
In addition to the above the Board also considers individual performance (i.e. specific individual goal
achievements and demonstration of Company values) in the STI assessment.
For each KPI, the performance targets are set at various levels resulting in different levels of STI
outcomes as below:
STI outcomes (as a percentage of weighted score in relation to the KPI)
Threshold
Target
Stretch
80%
100%
120%
What is the gateway?
achieved;
In order for an employee to qualify for an at-risk STI award the following gateways must be satisfied:
• Group level: minimum levels of EBIT, balanced scorecard and safety performance must be
Cessation of employment
• Individual level: a participant‘s performance must meet expectations during the performance
assessment in relation to demonstration of leadership skills, etc.
The Board considers the recommendation of the PCR Committee to determine the at-risk STI award (if
any) to be paid to executive employees in any year. No STI award is payable in the event an executive
employee 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 PCR Committee regarding their own
remuneration.
LTI PLAN
The following table outlines the FY2022 LTI arrangements in detail.
What is the purpose?
The plan is designed to reward executives for the creation of long-term shareholder value, support
retention and attraction, and encourage ownership behaviours.
How is it paid?
LTI award is delivered in zero exercise price options (ZEPOs) which will vest after the set performance
period. Vested options must be exercised within two years of vesting.
LTI incentive opportunity/value is set as a percentage of TFR as below:
What is the LTI opportunity?
CEO
Other executive employees
Maximum opportunity*
73% of TFR
68-72% of TFR
* Represents the value of the options awarded which could vest if stretch targets are achieved for
set performance measures.
What is the performance
period?
Three years typically. For FY2022 awards, the performance period is from 1 October 2022 to 31 March
2025. The reduced performance time frame for the FY2022 plan is due to the management restructure
and plan redesign that occurred during the year. It is expected that the LTI award for FY2023 will have
a three year performance period.
For each KPI, the performance targets are set at various levels resulting in different levels of STI
outcomes as below:
Measure
Compound Annual Growth Rate (CAGR) in EPS
Absolute TSR
Relative TSR (DRA CAGR vs. a ranked peer group of ASX-listed companies
agreed by the Board at the commencement of the performance period)
Relative TSR (DRA CAGR vs. the FTSE/JSE Mid-Cap index)
Weighting
50%
30%
10%
10%
Target performance against these measures is set by the Board each year at the time of the grant.
Where threshold performance is not achieved at the end of the vesting period, no awards shall vest
and awarded ZEPOs will expire. Pro-rata vesting of an award will occur if only one performance criteria
is achieved.
EPS
Threshold: CAGR is 2% or above
Target: CAGR is 4% or above
Stretch: CAGR is 6% or greater
Absolute TSR
Threshold: CAGR is 5% or above
Target: CAGR is 10% or above
Stretch: CAGR is 15% or greater
How the LTI vesting is
determined?
Relative TSR against a peer group of ASX-listed companies
Threshold: 40th percentile of peer group
Target: 50th percentile of peer group
Stretch: 75th percentile of peer group
Relative TSR against the FTSE/JSE Mid-Cap index
Threshold: 99% of the index
Target: 100% of the index
Stretch: 2% premium over the index
25%
50%
100%
25%
50%
100%
25%
50%
100%
25%
50%
100%
Cessation of employment
No ZEPOs awarded under the LTI shall vest in the event that an executive employee ceases to be
employed by the Company before the vesting date, subject to Board discretion.
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6. NON-EXECUTIVE DIRECTORS’ REMUNERATION
Remuneration of NEDs reflects the demands and responsibilities of their role. NED remuneration is reviewed
regularly by the Board to ensure it is appropriate and consistent with market expectations in order to attract
and retain NEDs with the required skills and experience to execute board and governance responsibilities. As
approved by shareholders at the 20 May 2021 AGM, the maximum aggregate fee DRA can pay NEDs is $900,000
per annum.
In response to shareholder concern over the quantum of remuneration, the PCR Committee reviewed the
NED fee levels and structure in FY2022 against market practice of relevant companies. The Board considered
recommendations from the PCR Committee and approved a 10 percent reduction in fees for the Chair and other
Directors, effective from 1 November 2022 until 31 December 2023, at which time annual remuneration will be
reviewed again.
The following table sets out annual fees (excluding superannuation or payments in lieu of receiving
superannuation in jurisdictions where superannuation is not required to be paid) for NEDs for FY2022.
NED Fee
Base fee
Chair
FY2022*
$216,000
FY2021
$240,000
Other Directors
FY2022*
$108,000
FY2021
$120,000
Committee fee
Nil - included in base fee
Nil - included in base fee
*Effective 1 November 2022.
To promote share ownership by NEDs, subject to shareholder approval each year the Board may approve
NEDs to receive a portion of their annual remuneration (excluding superannuation and any payment made in
lieu of receiving superannuation in jurisdictions where superannuation is not required) in ZEPOs. If shareholder
approval is not given, then the NEDs will be paid cash for the full amount of their annual remuneration. There is no
performance condition applied to the ZEPOs issued to NEDs.
For the period up to 31 October 2022, NEDs received 20 percent of their annual fees in ZEPOs. Following the FY2022
NED fee review, for the purpose of improving the remuneration alignment with shareholder interest, the equity
portion is being increased to 30 percent over two stages. Effective 1 November 2022, the equity portion increased
to 20.34 percent aligned with the current shareholder approved options cap and will be further increased to 30
percent effective 1 January 2023 until 31 December 2023, subject to DRA obtaining shareholder approval to issue
ZEPOs to NEDs in lieu of cash payment as part of their annual remuneration. If shareholder approval is not given
then the NEDs will be paid cash for the full amount of their annual remuneration.
7. FY2022 REMUNERATION OUTCOMES AND LINKS TO PERFORMANCE
COMPANY PERFORMANCE
The following table summarises key measures of Group performance for FY2022 and the previous four financial
years.
Sales revenue
EBIT
Profit after tax
Share price range ($)
FY2022
$’000
894,732
1,482
(21,435)
FY2021
$’000
FY2020
$’000
FY2019
$’000
1,186,370
938,249
1,033,219
65,555
53,454
39,014
25,619
59,004
36,009
FY2018
$’000
956,655
(39,168)
(42,129)
1.88-3.40
3.20-4.69
-
-
-
The factors that are considered to affect shareholder value are summarised below:
Share price at financial year end ($)
Total dividends declared (cents per share)
Basic earnings per share (cents per share)
Diluted earnings per share (cents per share)
FY2022
FY2021
FY2020
FY2019
FY2018
2.00
-
(43.96)
(43.96)
3.35
-
87.10
58.81
-
-
27.90
27.79
-
-
43.78
43.78
-
2.88
(57.22)
(57.22)
FIXED REMUNERATION OUTCOMES FOR FY2022
The following sets out FY2022 TFR compared to FY2021.
• Regarding new KMP appointments during FY2022, TFR was set at a lower level compared to their predecessors.
• No increase was made to the TFR of the COO.
FY2022 Executive KMP fixed remuneration outcomes:
Andrew Naudé, MD and CEO (resigned as CEO 25 October 2022)
Adam Buckler, CFO (resigned 10 May 2022)
James Smith, CEO
Michael Sucher, CFO
Alistair Hodgkinson, COO
1. Effective 1 January 2022
2. Effective 1 January 2022
3. Effective 11 March 2022
4. Effective 21 March 2022
FY2022 TFR
A$810,000 (1)
A$535,579 (2)
A$482,245 (3)
(ZAR 5,500,000)
A$415,292 (4)
A$441,072
(ZAR 5,000,004)
FY2021 TFR
A$783,937
A$524,141
-
-
A$443,103 (5)
(ZAR 5,000,004)
5. Contracted in ZAR, AUD conversion difference explained by exchange rate variation
STI OUTCOMES FOR FY2022
The Group did not achieve the EBIT or Scorecard gateway hurdles set for the financial year. As a result, the Board
determined no payments to be made under the STI Plan for the year. The Group’s scorecard performance and STI
outcomes against various measures are detailed on the following page.
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FY2022 BALANCED SCORECARD
LTI OUTCOMES FOR FY2022
Why
Safety
Maintain a
safe work
environment
Operational
Excellence
Operational
excellence
and delivery
Talent
Create a
culture
in which
employees
can grow and
thrive
Develop and
retain top
talent
Clients
Client
satisfaction
and preferred
choice for
customers
Secure and
predictable
sales pipeline
Shareholder
Value
Deliver on
financial
commitments
and total
shareholder
return
Deliver H2
FY2022
profitability
Effective cash
management
Total
Target
Weighting
Goal
Performance Measure
15%
5%
5%
5%
20%
10%
10%
15%
10%
5%
10%
5%
5%
40%
25%
10%
5%
100%
Lost Time Injury Frequency
Rate (LTIFR)
Total Recordable Injury
Frequency Rate (TRIFR)
Severity Rate (days lost
per 200,000 hours)
Achievement against
internal agreed project
targets regarding project
scope, managing client's
budget, schedule and zero
environmental impact
Achievement against
internal agreed
operational KPIs regarding
ramp-ups, throughput,
recoveries, utilisation and
operational expenditure
Detailed action plans
developed to address
priority areas from the
FY2021 engagement
survey results with such
plans implemented and
outcomes communicated
to employees
Number of DRA leaders
and key employees who
attend optional leadership
skills building sessions
Industry
benchmarks in
workforce safety
Deliver our promises
against customer
objectives
Create a culture
and work
environment in
which employees
can grow and
thrive by listening
and responding to
employee feedback
Develop DRA
leaders and
provide a shared
language so that
they can create a
work culture and
environment that
attracts and retains
top talent
Net promoter score
(NPS)
Secured revenue
backlog for the
following year
Significant and strategic
client satisfaction
improvement using the
NPS score based on
survey results
Backlog revenue secured
as a percentage of the
FY2023 budget (as at 31
December 2022)
Deliver financial
returns (EBIT)
Performance against
targets ($M)
Deliver H2 FY2022
financial returns
(Underlying EBIT)
Performance against
targets ($M) (Underlying
EBIT)
Achievement of
target DSO
Achievement of budget
DSO
Weighted
score
12%
Threshold
Target
Stretch
During the year, the one-off share option offer granted to James Smith (CEO), Alistair Hodgkinson (COO) and
other employees on 14 May 2020 vested on 30 June 2022. These one-off equity awards were offered at the time of
grant for retention purposes and vested based on service only. No further grants of such nature have been made
to Executive KMP since FY2020.
20.4%
Alistair Hodgkinson
One-off Share Option Plan
Executive KMP
Award
James Smith
One-off Share Option Plan
Number
of Options
Granted
Exercise
price $
Number
of Options
Vested
Number
of Options
Forfeited %
70,000
70,000
0
0
100%
100%
0
0
8.
EXECUTIVE KMP EMPLOYMENT CONTRACTS
Remuneration and other terms of employment for Executive KMP are formalised in employment contracts. The
employment contracts specify the components of remuneration, benefits and notice periods. Participation in STI
and LTI plans are subject to the Board’s discretion.
The following outlines the details of contracts with Executive KMP.
Executive KMP
Position
Terms of Agreement
Key details of the employment contracts with current KMP:
James Smith
Michael Sucher
Alistair Hodgkinson
CEO
CFO
COO
No fixed term
No fixed term
No fixed term
Key details of the employment contracts of the former KMP:
TFR
A$
Notice period*
$482,245
$415,292
$441,072
6 months
6 months
6 months
Andrew Naudé
(Until 25 October 2022)
Managing Director and
CEO
No fixed term
$810,000
Resignation -12 months
Termination without
cause - the period from
when notice is given
until 1 June 2023 and
thereafter 12 months’
notice
Adam Buckler
(Until 10 May 2022)
CFO
No fixed term
$535,579
3 months
* Notice by either the Company or themselves.
Executive KMP have no entitlement to termination payments in the event of removal for misconduct.
Should any Executive KMP not provide sufficient notice, they will forfeit the monetary equivalent (calculated based
on fixed remuneration) of any shortfall in the notice period.
13.5%
11%
17.1%
74%
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9. DETAILS OF REMUNERATION
Details of the statutory remuneration of KMP of the Group are set out in the following tables
FY2022 fixed remuneration
FY2022 variable remuneration
Cash
salary
and fees
$
Super-
annuation
$
Non-
monetary
benefits
$
Non-Executive Directors:
Peter Mansell
Kathleen Bozanic (1)
Les Guthrie (2)
Paul Lombard (3)
Johnny Velloza (3)
Executive KMP:
James Smith (4)
Michael Sucher (5)
Alistair Hodgkinson
Andrew Naudé (6)
Adam Buckler (7)
188,000
117,312
125,694
103,869
103,632
397,945
306,000
441,072
655,360
184,455
2,623,339
18,960
11,961
12,799
-
-
-
18,538
-
24,430
11,537
98,225
Annual
and long
service
leave
$
-
-
-
-
-
3,709
17,314
34,594
84,946
14,189
-
-
-
-
-
-
3,528
7,384
962
1,604
13,478
154,752
Termination
benefits
$
Cash
bonus
$
Equity
settled
$
Total
remuneration
opportunity
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
48,000
24,001
24,001
24,001
23,999
171,179
48,766
132,692
(497,033)
254,960
153,274
162,494
127,870
127,631
572,833
394,146
615,742
268,665
(261,602)
(233,688)
(261,602)(8)
(234,082)(9)
(283,505)
2,394,110
1.
2.
In addition to NED fees, received a payment of $23,314 for undertaking the Acting Chief Financial Officer role for the period from
3 March 2022 to 16 March 2022.
In addition to NED fees, received a payment of $31,696 for undertaking the Interim Chief Executive Officer role for the period from
28 February 2022 to 10 March 2022.
3. NED fee includes minor payroll correction relating to FY2021.
4. James Smith was appointed Interim CEO on 11 March 2022. Remuneration is shown from this date.
5. Michael Sucher was appointed Acting CFO on 21 March 2022. Remuneration is shown from this date.
6. Andrew Naudé resigned as Managing Director on 28 October 2022 and as CEO on 25 October 2022. Equity settled remuneration was
forfeited in FY2022 as a result of resignation.
7. Adam Buckler resigned as CFO on 10 May 2022. Equity settled remuneration was forfeited in FY2022 as a result of resignation. In
addition, the FY2021 accrued cash bonus was not paid in FY2022 as a result of resignation.
8. Negative value for total Cash Bonus as no STI was awarded for FY2022 and the FY2021 accrued cash bonus for Adam Buckler was not
paid in FY2022 as a result of resignation.
9. Negative value for total equity settled as remuneration was forfeited in FY2022 due the resignation of Andrew Naudé and Adam
Buckler.
FY2021 fixed remuneration
FY2021 variable remuneration
Cash
salary
and fees
$
Super-
annuation
$
Non-
monetary
benefits
$
Non-Executive Directors:
Peter Mansell
Kathleen Bozanic
Les Guthrie
Paul Lombard
Johnny Velloza
Kenneth Thomas(1)
Executive KMP:
James Smith
Michael Sucher
Alistair Hodgkinson
Andrew Naudé
Adam Buckler
Greg McRostie(2)
192,000
96,000
96,000
70,080
-
25,877
-
-
405,341
761,306
501,510
184,802
2,332,916
18,720
9,360
9,360
-
-
-
-
-
-
22,631
22,631
10,847
93,549
-
-
-
-
-
-
-
-
-
-
-
-
-
Annual
and long
service
leave
$
-
-
-
-
-
-
-
-
13,687
63,926
19,823
-
97,436
Termination
benefits
$
Cash
bonus
$
Equity
settled
$
Total
remuneration
opportunity
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
48,000
24,000
24,000
16,000
-
(22,000)
-
-
194,371
412,500
261,602
273,510
347,109
168,549
154,888
(140,000)
(56,118)
258,720
129,360
129,360
86,080
-
3,877
-
-
886,909
1,607,472
974,115
154,419
154,888
728,473
823,050
4,230,312
1. Resigned on 11 January 2021. Equity settled remuneration was paid out as cash salary.
2. Resigned as a Director and KMP on 4 May 2021. Equity settled remuneration and cash bonus were reversed in FY2021.
The proportions of remuneration which are fixed and linked to performance are as follows.
Non-Executive Directors:
Peter Mansell
Kathleen Bozanic
Les Guthrie
Paul Lombard
Johnny Velloza
Executive KMP:
James Smith
Michael Sucher
Alistair Hodgkinson
Andrew Naudé
Adam Buckler
Fixed remuneration
At risk – STI
At risk - LTI
FY2022
FY2021
FY2022
FY2021
FY2022
FY2021
100%
100%
100%
100%
100%
70%
88%
78%
100%
100%
100%
100%
100%
100%
100%
-
-
47%
53%
56%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
22%
26%
27%
-
-
-
-
-
30%
12%
22%
-
-
-
-
-
-
-
-
-
31%
21%
17%
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The following tables show how much each Executive KMP’s at-risk STI cash bonus was awarded and how much
was forfeited in FY2022 and FY2021.
10. ADDITIONAL REMUNERATION DISCLOSURE
FY2022 award accrued in FY2022
James Smith
Michael Sucher
Alistair Hodgkinson
FY2021 award accrued in FY2021
Alistair Hodgkinson
Andrew Naudé
Adam Buckler
Total
opportunity*
$
Awarded*
%
308,750
227,785
308,750
302,355
626,400
366,242
-
-
-
64.2
68.8
71.4
Awarded
Forfeited
Forfeited
$
-
-
-
194,371
430,650
261,602
%
$
100%
100%
100%
35.8
31.2
28.6
308,750
227,785
308,750
107,984
195,750
104,640
REMUNERATION REALISED FOR THE YEAR ENDED 31 DECEMBER 2022
The amounts disclosed in the following table reflect the actual benefits realised by each KMP during the reporting
period. The remuneration values disclosed below have been determined as follows.
FIXED REMUNERATION
Fixed remuneration includes base salary 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 Total Opportunity dollar value is determined based on maximum at-risk STI opportunity calculated as a percentage of fixed
remuneration pro-rated for the period served as a KMP in the financial year. The Awarded Percentage reflects percentage of total
opportunity and not the actual at-risk STI opportunity. Refer to “STI Plan” section for an understanding of the maximum at-risk STI
opportunities.
The cash bonus represents the sum of FY2021 STI payment settled in FY2022.
VESTED EQUITY SETTLED OPTIONS/ZEPOS
The following table shows an analysis of FY2021 STI accrued in FY2021 and paid in FY2022.
The value of vested options was determined based on the closing price at vesting date multiplied by the
numbers of options.
Alistair Hodgkinson
Andrew Naudé
Adam Buckler*
194,371
430,650
261,602
* Amount paid was $0 and effectively forfeited as a result of resignation prior to the payment date.
Awarded
$
Cash paid
%
Variance
$
-
-
-
261,602
194,371
430,650
Peter Mansell
Kathleen Bozanic(1)
Les Guthrie(2)
Paul Lombard(3)
Johnny Velloza(3)
James Smith(4)
Michael Sucher(5)
Alistair Hodgkinson
Andrew Naudé(6)
Adam Buckler(7)
Fixed
remuneration
$
206,960
129,273
138,493
103,869
103,632
397,945
328,066
448,456
680,752
197,596
Cash bonus
$
Termination
benefits
$
Vested equity
settled
options
$
Realised
remuneration
received
$
-
-
-
-
-
183,472
-
194,371
430,650
-
-
-
-
-
-
-
-
-
-
-
-
48,000
24,001
24,001
24,001
23,999
135,450
-
135,450
-
-
414,902
254,960
153,274
162,494
127,870
127,631
716,867
328,066
778,277
1,111,402
197,596
3,958,437
2,735,042
808,493
1.
2.
In addition to NED fees, received a payment of $23,314 for undertaking the Acting Chief Financial Officer role for the period from 3
March 2022 to 16 March 2022.
In addition to NED fees, received a payment of $31,696 for undertaking the Interim Chief Executive Officer role for the period from 28
February 2022 to 10 March 2022.
3. NED fee includes minor payroll correction relating to FY2021.
4. James Smith was appointed Interim CEO on 11 March 2022. Remuneration realised is shown from this date.
5. Michael Sucher was appointed Acting CFO on 21 March 2022. Remuneration realised is shown from this date.
6. Andrew Naudé resigned as Managing Director on 28 October 2022 and as CEO on 25 October 2022. Remuneration realised is shown to
this date.
7. Adam Buckler resigned as CFO on 10 May 2022. Remuneration realised is shown to this date.
The amounts disclosed above are not the same as remuneration expensed in relation to each KMP in accordance
with Australian Accounting Standards (see Section 9).
SHARE-BASED PAYMENTS
ISSUE OF SHARES
There were no shares issued to KMP as part of compensation during the year ended 31 December 2022.
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SHARE OPTIONS/ZEPOS
The number of share options held by KMP, including the movements in share options held during FY2022 is as
follows.
Balance
at the
start of
the year
Granted
as part of
remuneration(1)
Fair value
of granted
options
as part of
remuneration
$
Exercised
price
Paid per
option
$0.00
Value of
options
at
exercise
$
Vested
balance
at end of
the year
Unvested
balance
at the
end of the
year
Forfeited
Non-Executive Directors:
Peter Mansell
Kathleen Bozanic
Les Guthrie
Paul Lombard
Johnny Velloza
Executive KMP:
James Smith
Michael Sucher
Alistair
Hodgkinson
Andrew Naudé
Adam Buckler
20,283
8,491
8,491
943
-
220,487
-
242,505
415,790
203,605
16,842
8,421
8,421
8,421
4,211
145,229
124,482
124,482
-
-
48,000 (2)
24,001 (2)
24,001 (2)
24,001 (2)
23,999 (2)
227,573 (3)
195,063 (3)
195,063 (3)
-
-
37,125
16,192
16,192
9,364
4,211
72,765
31,736
31,736
18,353
8,254
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
70,000
-
295,716
124,482
70,000
296,987
(415,790)
(203,605)
-
-
-
-
1,120,595
440,509
761,701
83,084
162,844
(619,395)
140,000
717,185
1. 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.
2. Options were granted under the NED Share Option during the year as part of remuneration. Does not include options for the period 1
July 2022 to 31 December 2022, which will be issued in January 2023.
3. Options were granted under the FY2022 LTI Share Option plans during the year as part of remuneration.
Plan / Offer
Tranche
Number
Granted
Grant
date
Vesting
date Expiry date
Exercise
price
Value
per
option
at grant
date
Perform-
ance
achieved
%
Vested
Non-Executive Directors:
Peter Mansell
NED Share Option
Plan (a)
NED Share Option
Plan (b)
NED Share Option
Plan (c)
Kathleen
Bozanic
NED Share Option
Plan (a)
NED Share Option
Plan (b)
NED Share Option
Plan (c)
Les Guthrie
NED Share Option
Plan (a)
NED Share Option
Plan (b)
NED Share Option
Plan (c)
1
1
1
1
1
1
1
1
1
20,283 28-Sep-21
28-Sep-21
30-Jun-23 $0
$4.24
N/A
100
8,421 30-May-22
30-May-22 30-May-24 $0
$2.85
N/A
100
8,421 29-Jul-22
29-Jul-22
28-Jul-24
$0
$2.85
N/A
100
8,491 28-Sep-21
28-Sep-21
30-Jun-23 $0
$4.24
N/A
100
4,210 30-May-22
30-May-22 30-May-24 $0
$2.85
N/A
100
4,211 29-Jul-22
29-Jul-22
28-Jul-24
$0
$2.85
N/A
100
8,491 28-Sep-21
28-Sep-21
30-Jun-23 $0
$4.24
N/A
100
4,210 30-May-22
30-May-22 30-May-24 $0
$2.85
N/A
100
4,211 29-Jul-22
29-Jul-22
28-Jul-24
$0
$2.85
N/A
100
Plan / Offer
Tranche
Number
Granted
Grant
date
Vesting
date Expiry date
Exercise
price
Value
per
option
at grant
date
Perform-
ance
achieved
%
Vested
Paul
Lombard
NED Share Option
Plan (a)
NED Share Option
Plan (b)
NED Share Option
Plan (c)
Johnny
Velloza
NED Share Option
Plan (c)
Executive KMP:
James
Smith
One-off Share
Option Plan (d)
1
1
1
1
1
FY2020 LTI/Share
Option Plan (e)
ATSR
Tranche 1
FY2020 LTI/Share
Option Plan (e)
EPS
Tranche 2
FY2021 LTI/Share
Option Plan (f)
ATSR
Tranche 1
FY2021 LTI/Share
Option Plan (f)
EPS
Tranche 2
FY2022 LTI Share
Option Plan (g)
ATSR
Tranche 1
FY2022 LTI Share
Option Plan (g)
RTSR ASX
Tranche 2
FY2022 LTI Share
Option Plan (g)
RTSR JSE
Tranche 3
FY2022 LTI Share
Option Plan (g)
EPS
Tranche 4
Michael
Sucher
FY2022 LTI Share
Option Plan (g)
ATSR
Tranche 1
FY2022 LTI Share
Option Plan (g)
RTSR ASX
Tranche 2
FY2022 LTI Share
Option Plan (g)
RTSR JSE
Tranche 3
FY2022 LTI Share
Option Plan (g)
EPS
Tranche 4
943 28-Sep-21
28-Sep-21
30-Jun-23 $0
$4.24
N/A
100
4,210 30-May-22
30-May-22 30-May-24 $0
$2.85
N/A
100
4,211 29-Jul-22
29-Jul-22
28-Jul-24
$0
$2.85
N/A
100
4,211 29-Jul-22
29-Jul-22
28-Jul-24
$0
$2.85
N/A
100
70,000
14-May-20
30-Jun-22
30-Jun-24 $0
$4.00
N/A
100
39,866 31-Dec-20
31-Mar-23
31-Mar-25
$0
$1.66
TBD
39,866 31-Dec-20
31-Mar-23
31-Mar-25
$0
$3.97
TBD
35,378 29-Jun-21
31-Mar-24
1-Mar-26
$0
$1.98
TBD
35,378 29-Jun-21
31-Mar-24
31-Mar-26 $0
$3.90
TBD
43,569
14,523
14,523
72,614
37,345
12,448
12,448
62,241
16-Dec-22
31-Mar-25
31-Mar-27
$0
$1.07
TBD
16-Dec-22
31-Mar-25
31-Mar-27
$0
$1.27
TBD
16-Dec-22
31-Mar-25
31-Mar-27
$0
$1.19
TBD
16-Dec-22
31-Mar-25
31-Mar-27
$0
$2.00
TBD
16-Dec-22
31-Mar-25
31-Mar-27
$0
$1.07
TBD
16-Dec-22
31-Mar-25
31-Mar-27
$0
$1.27
TBD
16-Dec-22
31-Mar-25
31-Mar-27
$0
$1.19
TBD
16-Dec-22
31-Mar-25
31-Mar-27
$0
$2.00
TBD
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
104
DRA Global Annual Report 2022 ACN 622 581 935
Remuneration Report
105
Plan / Offer
Tranche
Number
Granted
Grant
date
Vesting
date Expiry date
Exercise
price
Value
per
option
at grant
date
Perform-
ance
achieved
%
Vested
Alistair
Hodgkinson
One-off Share
Option Plan (d)
1
70,000
14-May-20
30-Jun-22
30-Jun-24 $0
$4.00
N/A
100
FY2020 LTI/Share
Option Plan (e)
ATSR
Tranche 1
FY2020 LTI/Share
Option Plan (e)
EPS
Tranche 2
FY2021 LTI/Share
Option Plan (f)
ATSR
Tranche 1
FY2021 LTI/Share
Option Plan (f)
EPS
Tranche 2
FY2022 LTI Share
Option Plan (g)
ATSR
Tranche 1
FY2022 LTI Share
Option Plan (g)
RTSR ASX
Tranche 2
FY2022 LTI Share
Option Plan (g)
RTSR JSE
Tranche 3
FY2022 LTI Share
Option Plan (g)
EPS
Tranche 4
39,866 31-Dec-20
31-Mar-23
31-Mar-25
$0
$1.66
TBD
39,866 31-Dec-20
31-Mar-23
31-Mar-25
$0
$3.97
TBD
46,387 29-Jun-21
31-Mar-24
1-Mar-26
$0
$1.98
TBD
46,386 29-Jun-21
31-Mar-24
31-Mar-26 $0
$3.90
TBD
37,345
12,448
12,448
62,241
16-Dec-22
31-Mar-25
31-Mar-27
$0
$1.07
TBD
16-Dec-22
31-Mar-25
31-Mar-27
$0
$1.27
TBD
16-Dec-22
31-Mar-25
31-Mar-27
$0
$1.19
TBD
16-Dec-22
31-Mar-25
31-Mar-27
$0
$2.00
TBD
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
TBD To be determined, N/A - Not applicable
a. Certain NEDs were entitled to sacrifice cash payment of 20 percent 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 DRA’s incentive option plan 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.
b. NEDs have elected to sacrifice cash payment of 20 percent 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, with
Shareholder approval obtained on 17 May 2022, receive that part of their remuneration through the issue of options under DRA’s
incentive option plan in respect of the period from 1 July 2021 to 31 December 2021. There are no vesting conditions attached to these
options as the options are issued in lieu of a cash remuneration entitlement.
c. NEDs have elected to sacrifice cash payment of 20 percent 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, with
Shareholder approval obtained on 17 May 2022, receive that part of their remuneration through the issue of options under DRA’s
incentive option plan in respect of the period from 1 January 2022 to 30 June 2022. There are no vesting conditions attached to these
options as the options are issued in lieu of a cash remuneration entitlement.
d. The Company granted a one-off share option offer to James Smith, Alistair Hodgkinson and other employees on 14 May 2020. The
options vested on 30 June 2022 and were 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.
e. FY2020 LTI/Share Option Plan - Performance Period: 1 April 2020 to 31 March 2023, three years. A straight-line vesting schedule will be
used to determine vesting outcomes between threshold, target and stretch targets. No ZEPOs awarded in the event that an executive
employee ceases to be employed by the Company before the vesting date, subject to Board discretion.
Performance Measure
aTSR (CAGR) Tranche 1
EPS Growth Tranche 2
Total
Weighting
Threshold
KPI
Options to
Vest %
Target
KPI
Options to
Vest %
50%
50%
100%
2%
2%
12.5
12.5
25
4%
4%
25
25
50
Stretch
KPI
8%
8%
Options to
Vest %
50
50
100
f. FY2021 LTI/Share Option Plan - Performance Period: 1 April 2021 to 31 March 2024, three years. A straight-line vesting schedule will be
used to determine vesting outcomes between threshold, target and stretch targets. No ZEPOs awarded in the event that an executive
employee ceases to be employed by the Company before the vesting date, subject to Board discretion.
Performance Measure
aTSR (CAGR) Tranche 1
EPS Growth Tranche 2
Total
Weighting
Threshold
KPI
Options to
Vest %
50%
50%
100%
2%
2%
12.5
12.5
25
Target
KPI
4%
4%
Options to
Vest %
25
25
50
Stretch
KPI
8%
8%
Options to
Vest %
50
50
100
g. FY2022 LTI/Share Option Plan - Performance Period: 1 October 2022 to 31 March 2025, two and half years. A straight-line vesting
schedule will be used to determine vesting outcomes between threshold, target and stretch targets. No ZEPOs awarded in the event
that an executive employee ceases to be employed by the Company before the vesting date, subject to Board discretion.
Performance Measure
aTSR (CAGR) Tranche 1
rTSR to ASX Peer Group
(CAGR) Tranche 2
rTSR to All Share JSE Mid
Cap Index (CAGR)
Tranche 3
EPS Growth Tranche 4
Total
SHAREHOLDINGS
Weighting
Threshold
KPI
Options to
Vest %
5%
40th
percentile
of the peer
group
TSR equal
to (CAGR)
to 99% of
the index
2%
30%
10%
10%
50%
100%
7.5
2.5
2.5
12.5
25
Target
KPI
10%
50th
percentile
of the peer
group
TSR equal
to (CAGR)
to index
growth
4%
Options to
Vest %
15
5
5
25
50
Stretch
KPI
15%
75th
percentile
of the peer
group
2% TSR
premium
(CAGR)
over-index
6%
Options to
Vest %
30
10
10
50
100
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.
Ordinary shares
Non-Executive Directors:
Peter Mansell
Kathleen Bozanic
Les Guthrie
Paul Lombard
Johnny Velloza
Executive KMP:
James Smith
Michael Sucher
Alistair Hodgkinson
Andrew Naudé
Adam Buckler
Balance at
the start of
the year
Additions
Disposals
Other
changes
during
year
Balance at
the end of
34,652
12,658
-
-
-
799,990
-
953,478
1,217,096
-
37,125
16,912
16,912
9,364
4,211
-
-
-
-
-
-
-
-
-
-
(236,406)
-
(285,973)
-
-
-
-
-
-
-
-
71,777
29,570
16,912
9,364
4,211
563,584
-
667,505
(1,004,069)
3,313,491(1)
3,526,518(2)
-
-
-
3,017,874
84,524
(1,526,448)
3,313,491
4,889,441
1. Comprised of a) 617,952 shares acquired from Inyaninga Investments Pty Ltd as part of a restructure of Andrew Naude’s holdings, and
b) received as a result of a distribution of DRA shares from VMF Investments Limited to beneficiaries of the VMF Investment Trust.
2. Andrew Naudé resigned as a Director on 31 October 2022 and as CEO on 25 October 2022, balance is at this date.
OTHER TRANSACTIONS WITH KMP
During the financial year, Quality Labs Pty Ltd, a subsidiary of DRA transacted with TN Ceramics (Pty) Ltd for the
provision of locally sourced ceramic consumable goods. Total value transacted was $106,298. TN Ceramics
(Pty) Ltd is controlled by a family trust where James Smith (CEO) is a trustee and beneficiary of the trust. The
transaction is based on normal arms-length commercial terms and conditions.
106
DRA Global Annual Report 2022 ACN 622 581 935
Remuneration Report
107
LOANS TO KMP AND THEIR RELATED PARTIES
Loans were advanced to certain employees including two Executive KMP during FY2022 to facilitate employees
meeting their income tax obligations when the One-Off Share Options vested during the year.
The terms and conditions of the loans are:
• The loan incurs an annual interest rate of 6.5 percent;
• Loan and interest repayments are deducted equally over ten months via payroll deductions which started in
October 2022; and
• Should the employee’s employment terminate for any reason prior to the loan being repaid, the Company
shall be entitled to set-off and/or to deduct any amount due by the employee to the Company in respect of
the loan from any amount payable to the employee by the Company.
FY2022
FY2021
Balance at
the start of the
year $
Interest paid
and payable
for the year $
Balance at
the end of the
year $
Highest
indebtedness
during the
year $
-
-
1,784
-
87,256
-
125,320
-
There are no other transactions and balances with KMP and their related parties.
This concludes the remuneration report, which has been audited.
DRA is a unique place to work and
the people are a pleasure to work
and have fun with – they are like
family to me. We’ve overcome
the challenges of remote working
together which has contributed to
our growth and maturity. I’m proud
to work at DRA.
Candelaria Cabanillas
Metallurgist – Origination // AMER
Montreal // Canada
108
DRA Global Annual Report 2022 ACN 622 581 935
3
894,732
1,186,370
Exchange differences on translation of foreign operations
Items that may be reclassified subsequently to profit or loss:
CONSOLIDATED STATEMENT OF OTHER
COMPREHENSIVE INCOME
For the year ended 31 December 2022
(Loss)/profit after income tax expense for the year
Other comprehensive (loss)/income
Reclassification of exchange differences to profit or loss on closure of foreign operations
Other comprehensive income/(loss) for the year, net of tax
Total comprehensive (loss)/income for the year
Total comprehensive income/(loss) for the year is attributable to:
Non-controlling interest
Owners of DRA Global Limited
2022
$’000
(21,435)
2021
$’000
53,454
1,601
-
(1,161)
5
1,601
(1,156)
(19,834)
52,298
437
(20,271)
3,468
48,830
(19,834)
52,298
The above consolidated statement of other comprehensive income should be read in conjunction with the accompanying notes.
FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
For the year ended 31 December 2022
Continuing operations
Revenue
Cost of sales
Gross profit
Other income - net
Other gains – net
Fair value gain on Upside Participation Rights (UPRs)
Initial public offering (IPO) transaction costs
General and administrative expenses
Share of net profit/(loss)of associates accounted for using the equity method
Impairment loss
Operating profit
Net finance (expense)/income
(Loss)/profit before income tax expense
Income tax expense
(Loss)/profit after income tax expense for the year
(Loss)/profit for the year is attributable to:
Non-controlling interest
Owners of DRA Global Limited
Basic (loss)/earnings per share
Diluted (loss)/earnings per share
Note
2022
$’000
2021
$’000
(745,275)
149,457
(980,304)
206,066
5,976
1,954
17,865
-
8,264
5,150
13,000
(1,892)
(150,929)
(165,439)
155
(22,996)
1,482
406
-
65,555
(2,666)
11,399
(1,184)
76,954
(20,251)
(23,500)
(21,435)
53,454
437
(21,872)
3,454
50,000
(21,435)
53,454
Cents
(43.96)
(43.96)
Cents
87.10
58.81
4
5
22
33
7
8
9
10
10
The above consolidated statement of profit or loss should be read in conjunction with the accompanying notes.
110
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements
111
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
As at 31 December 2022
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 at amortised cost
Current income tax assets
Total current assets
Non-current assets
Trade and other receivables
Investments accounted for using the equity method
Other financial assets 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
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
2022
$’000
2021
$’000
For the year ended 31 December 2022
142,192
151,112
23,081
3,501
3,119
32,745
9,282
171,024
128,839
62,076
2,923
3,202
17,791
7,716
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
365,032
393,571
Transactions with owners in their capacity as owners:
Put option (note 22)
Issue of ordinary shares (note 23)
Share issue transaction costs (note 23)
Share buy-back (note 23)
Share-based payments (note 36)
Dividend paid by subsidiaries to minority interests
Balance at 31 December 2021
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
-
(1,170)
50,000
-
3,454
14
53,454
(1,156)
(1,170)
50,000
3,468
52,298
18,890
-
-
(114,904)
3,344
-
-
-
-
-
-
-
-
-
-
-
-
(417)
9,201
160,780
(87,840)
183,935
Issued
capital
$’000
Reserves
$’000
Retained
profits
$’000
Non-
controlling
interests
$’000
18,890
500
(2,267)
(114,904)
3,344
(417)
266,076
Total
equity
$’000
-
-
-
-
500
(2,267)
-
-
-
Balance at 1 January 2022
160,780
(87,840)
183,935
9,201
266,076
Profit/(loss) 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:
Sale of settlement shares (note 23)
Share-based payments (note 36)
Acquisition of minority interests
Dividend paid by subsidiaries to minority interests
Other
Balance at 31 December 2022
-
-
-
7,852
-
-
-
-
-
1,601
(21,872)
-
1,601
(21,872)
-
(88)
-
-
51
-
-
-
-
-
168,632
(86,276)
162,063
437
-
437
-
-
(355)
(336)
-
8,947
(21,435)
1,601
(19,834)
7,852
(88)
(355)
(336)
51
253,366
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
11
12
3
13
14
12
33
14
15
16
17
9
18
3
19
16
20
21
22
19
16
9
20
23
24
-
2,321
-
13,822
22,098
84,393
56,133
178,767
2,808
2,379
26,705
19,933
29,035
112,250
53,599
246,709
543,799
640,280
86,226
32,868
1,618
3,590
4,072
33,218
45,306
3,635
141,180
23,392
2,289
6,496
5,135
37,648
50,443
39,613
210,533
306,196
52,079
22,179
4,933
709
79,900
35,051
26,218
4,342
2,397
68,008
290,433
374,204
253,366
266,076
168,632
(86,276)
162,063
244,419
8,947
160,780
(87,840)
183,935
256,875
9,201
253,366
266,076
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
112
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements
113
CONSOLIDATED STATEMENT OF CASH FLOWS
For the year ended 31 December 2022
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Finance income received
Finance cost paid
Income tax paid
Net cash (used in)/from operating activities
35
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
Proceeds from other financial assets
Dividends received from associates
Acquisition of non-controlling interests
Payment of contingent consideration in relation to acquisition
Proceeds from sale of G&S Engineering assets and liabilities (net of transaction costs)
Net cash from/(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
Sale of settlement shares
Payments for share buy-backs
Net cash (used in) financing activities
Net (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
2022
$’000
2021
$’000
923,375
1,117,251
(937,459)
(1,078,895)
(14,084)
2,787
(2,774)
(22,116)
(36,187)
(5,704)
523
(1,034)
13,021
213
(288)
(2,134)
1,980
6,577
19,615
(6,268)
(6,777)
-
-
7,852
(16,266)
(1,844)
(31,454)
171,024
2,622
38,356
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
Cash and cash equivalents at the end of the financial year
11
142,192
171,024
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS
Note 1. Basis of preparation ........................................................................................................................................................................................ 116
Note 2. Operating segments ......................................................................................................................................................................................117
Note 3. Revenue ................................................................................................................................................................................................................. 120
Note 4. Other income - net ....................................................................................................................................................................................... 124
Note 5. Other gains - net ............................................................................................................................................................................................ 124
Note 6. Expenses ............................................................................................................................................................................................................... 126
Note 7. Impairment loss ............................................................................................................................................................................................... 126
Note 8. Net finance (expense)/income ........................................................................................................................................................... 126
Note 9. Income tax ...........................................................................................................................................................................................................127
Note 10. Earnings per share ....................................................................................................................................................................................... 130
Note 11. Cash and cash equivalents .................................................................................................................................................................... 132
Note 12. Trade and other receivables ................................................................................................................................................................. 132
Note 13. Financial assets measured at fair value through profit or loss .................................................................................... 133
Note 14. Other financial assets at amortised cost .................................................................................................................................... 133
Note 15. Property, plant and equipment ........................................................................................................................................................... 134
Note 16. Leases ................................................................................................................................................................................................................... 136
Note 17. Intangibles ..........................................................................................................................................................................................................137
Note 18. Trade and other payables ....................................................................................................................................................................... 141
Note 19. Interest-bearing borrowings ................................................................................................................................................................. 141
Note 20. Employee benefits ...................................................................................................................................................................................... 143
Note 21. Provisions ............................................................................................................................................................................................................ 143
Note 22. Other financial liabilities..........................................................................................................................................................................145
Note 23. Issued capital .................................................................................................................................................................................................146
Note 24. Reserves ............................................................................................................................................................................................................. 147
Note 25. Dividends ...........................................................................................................................................................................................................149
Note 26. Financial instruments ...............................................................................................................................................................................149
Note 27. Fair value measurement of financial assets and liabilities ...........................................................................................154
Note 28. Contingent liabilities ..................................................................................................................................................................................155
Note 29. Commitments ................................................................................................................................................................................................155
Note 30. Related party transactions ...................................................................................................................................................................156
Note 31. Parent entity information......................................................................................................................................................................... 157
Note 32. Interests in subsidiaries ...........................................................................................................................................................................158
Note 33. Interests in associates..............................................................................................................................................................................159
Note 34. Interests in joint operations ..................................................................................................................................................................160
Note 35. Cash flow information ..............................................................................................................................................................................160
Note 36. Share-based payments .......................................................................................................................................................................... 161
Note 37. Remuneration of auditors ......................................................................................................................................................................166
Note 38. New standards and interpretations ...............................................................................................................................................166
Note 39. Other significant accounting policies ........................................................................................................................................... 167
Note 40. Events after reporting period .............................................................................................................................................................. 170
114
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
115
NOTE 1. BASIS OF PREPARATION
INTRODUCTION
DRA Global Limited (DRA or the Company) is a for-profit company limited by shares incorporated and domiciled
in Australia with a primary listing on the Australian Securities Exchange (ASX) and a secondary listing on the
Johannesburg Stock Exchange (JSE). The address of the Company’s registered office is 256 Adelaide Terrace,
Perth WA 6000, Australia.
The consolidated financial statements of the Company comprise the Company and its controlled entities (the
Group) for the year ended 31 December 2022, was approved and authorised for issue by the Board of Directors on
28 February 2023. The Directors have the power to amend and reissue the financial statements.
DRA is an international multi-disciplinary engineering, project management and operations management group
predominantly focused on the mining, minerals and metals industry. DRA has expertise in mining, minerals and
metals processing and related non-process infrastructure, including ESG, water and energy solutions for the
mining industry. DRA delivers advisory, engineering and project delivery services throughout the capital project
lifecycle from concept though to operational readiness and commissioning as well as ongoing operations and
maintenance services.
BASIS OF PREPARATION
The consolidated financial statements are general purpose financial statements which:
• have been prepared in accordance with the requirements of the Corporations Act 2001, Australian Accounting
Standards and other authoritative pronouncements of the Australian Accounting Standards Board (AASB) and
International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board
(IASB);
• have been prepared on a historical cost basis, except for defined benefit plans, certain financial assets and
liabilities (including derivative instruments) and certain property, plant and equipment which are required to
be measured at fair value;
• is presented in Australian dollars with all values rounded to the nearest thousand dollars ($’000 or $K) unless
otherwise stated, in accordance with ASIC Corporations (Rounding in Financial/Directors’ Report) Instrument
2016/191;
• presents reclassified comparative information where required for consistency with the current year’s
presentation;
• adopts all new and amended Accounting Standards and Interpretations issued by the AASB that are relevant
to the Group and effective for reporting periods beginning on or before 1 January 2022; and
• does not early adopt Accounting Standards and Interpretations that have been issued or amended but are
not yet effective.
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 32.
The financial statements of subsidiaries are prepared for the same reporting period as the parent entity, using
consistent accounting policies. Adjustments are made to bring into line any dissimilar accounting policies that
may exist.
Changes in the Group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity
transactions.
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.
SIGNIFICANT ACCOUNTING POLICIES
Significant accounting policies are included in the respective notes or note 39.
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 comprises the Executive Committee.
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 customers for the Group’s services and similar expected growth
rates and regulatory environment.
116
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Financial statements Notes to the consolidated financial statements
117
Note 2. Operating Segments (continued)
Note 2. Operating Segments (continued)
The Group has the following reportable segments:
• Europe, the Middle East and Africa (EMEA) - this part of the business provides project and/or operation services
in the mining industries throughout EMEA;
• Australia, Asia Pacific and Americas (APAC/AMER) - this part of the business provides project and/or operation
services in the mining industries in the Asia Pacific, North and South America; and
• 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
2022
Revenue
Segment revenue
Inter-segment revenue
Total revenue
EBIT
Net finance income/(expense)
Profit/(loss) before income tax expense
Income tax expense
Loss after income tax expense
Material items include:
Share of net profit of associates
Share-based payment expense/(reversal)
Fair value gain on UPRs
Depreciation expense
Amortisation expense
Impairment of goodwill
Impairment of intangibles
EMEA
$’000
592,045
(13,274)
578,771
59,928
980
60,908
155
-
-
(3,496)
(4,398)
-
(4,093)
APAC/
AMER
$’000
316,727
(766)
315,961
(56,579)
(846)
(57,425)
-
-
-
(2,295)
(467)
(15,705)
(3,198)
Group and
unallocated
items
$’000
10,769
(10,769)
-
(1,867)
(2,800)
(4,667)
-
88
17,865
(171)
(61)
-
-
Total
$’000
919,541
(24,809)
894,732
1,482
(2,666)
(1,184)
(20,251)
(21,435)
155
88
17,865
(5,962)
(4,926)
(15,705)
(7,291)
2022
Assets
Segment assets
Total assets
Segment assets include:
Investments in associates
Acquisition of non-current assets
Liabilities
Segment liabilities
Total liabilities
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
Fair value gain on UPRs
Depreciation expense
Amortisation expense
Assets
Segment assets
Total assets
Segment assets include:
Investments in associates
Acquisition of non-current assets
Liabilities
Segment liabilities
Total liabilities
GEOGRAPHICAL INFORMATION
Non-Current Assets by Location
South Africa
Australia
Mozambique
Canada
Mauritius
Others
Group and
unallocated
items
$’000
27,508
(27,508)
1,231,477
(45,107)
-
1,186,370
EMEA
$’000
APAC/
AMER
$’000
Group and
unallocated
items
$’000
406,290
117,170
20,339
2,321
6,852
-
2,583
-
172
71,998
180,769
37,666
EMEA
$’000
623,493
(16,148)
607,345
80,622
10,298
90,920
406
-
-
(7,930)
(4,480)
APAC/
AMER
$’000
580,476
(1,451)
579,025
(12,132)
(1,326)
(13,458)
-
-
-
(8,531)
(133)
(2,935)
2,427
(508)
-
(3,344)
13,000
(1,119)
(1,064)
437,803
169,903
32,574
2,379
5,965
-
7,823
-
278
109,276
172,884
92,044
Total
$’000
543,799
543,799
2,321
9,607
290,433
290,433
Total
$’000
65,555
11,399
76,954
(23,500)
53,454
406
(3,344)
13,000
(17,580)
(5,677)
640,280
640,280
2,379
14,066
374,204
374,204
2022
$’000
2021
$’000
96,330
63,466
4,848
4,041
2,108
7,974
178,767
141,631
56,142
4,877
3,364
1,981
38,714
246,709
118
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
119
NOTE 3. REVENUE
Disaggregation of revenue by major service lines and geographical regions:
2022
Revenue recognised over time:
Projects
Operations
2021
Revenue recognised over time:
Projects
Operations
Total revenue by geographical location is as follows:
APAC/AMER
Australia
Canada
United States
Others
Inter-segment revenue
EMEA
South Africa
Lesotho
Democratic Republic of Congo
Saudi Arabia
Mozambique
Others
Inter-segment revenue
EMEA
$’000
APAC/
AMER
$’000
Total
$’000
243,378
335,393
578,771
309,658
297,687
607,345
239,161
76,800
315,961
482,539
412,193
894,732
306,599
272,426
579,025
616,257
570,113
1,186,370
2022
$’000
2021
$’000
242,578
491,899
44,784
6,355
23,011
(767)
315,961
38,290
49,663
624
(1,451)
579,025
489,137
511,563
34,629
21,369
19,066
10,952
16,892
(13,274)
578,771
29,901
19,324
19,690
20,421
22,594
(16,148)
607,345
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
Note 3. Revenue (continued)
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.
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 invoice 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.
120
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
121
Note 3. Revenue (continued)
Note 3. Revenue (continued)
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 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.
ASSESSMENT OF COLLECTABILITY OF CONSIDERATION FROM CUSTOMERS
In evaluating whether collectability of an amount of consideration is probable, the Group considers 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.
ASSETS AND LIABILITIES RELATED TO CONTRACTS WITH CLIENTS
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.
The Group has recognised the following assets and liabilities related to contracts with
clients:
Current assets
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.
Contract assets - projects
Contract assets - operations
Expected credit loss allowance
Current liabilities
Contract liabilities - Projects
Contract liabilities - Operations
Note
2022
$’000
2021
$’000
26
14,576
9,110
(605)
23,081
32,212
656
32,868
32,491
30,611
(1,026)
62,076
23,037
355
23,392
In FY2021, the Group recognised a contract asset of $17,583K in relation to an unapproved claim with a customer
based on its best estimates as at 31 December 2021. In June 2022, the Group concluded and agreed a formal
settlement with the customer. As a result of the formal settlement, a reduction of revenue and contract asset of
$9,013K was recognised during the financial year.
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 customer ahead of scheduled transfer of goods and
services to the client.
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
2022
$’000
23,392
-
2021
$’000
53,718
17,782
122
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
123
REMAINING PERFORMANCE OBLIGATIONS (WORK IN HAND)
G&S ENGINEERING BUSINESS ASSETS AND LIABILITIES DISPOSAL
Contracts which have remaining performance obligations as at 31 December 2022 are set out below:
Loss on disposal of assets and liabilities in relation to the G&S Engineering business:
Note 3. Revenue (continued)
Note 5. Other gains/(losses) - net (continued)
Project revenue
Operations revenue
2022
$’000
291,817
565,996
857,813
2021
$’000
302,077
487,938
790,015
Contracts in different operating segments have different lengths. Revenue is typically earned over these varying timeframes. The
average duration of contracts is given below:
Projects revenue
1 - 3 years
Operations revenue
1 - 5 years
NOTE 4. OTHER INCOME - NET
Fair value (loss)/gain on other financial assets measured at fair value through profit or loss (i)
Government grants (ii)
Jobkeeper payments
Other
Other income - net
2022
$’000
(2,094)
7,519
-
551
5,976
2021
$’000
1,843
6,233
39
149
8,264
i.
Included in the balance is the fair value revaluation of listed shares. Refer to note 13.
ii. 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 - NET
Profit on disposal of property, plant and equipment
Foreign exchange gain
Profit on foreign currency contracts
(Loss)/profit on disposal of other financial assets
(Loss) on disposal of G&S Engineering assets and liabilities
Other gains - net
SALE OF G&S ENGINEERING BUSINESS
2022
$’000
133
4,582
158
(202)
(2,717)
1,954
2021
$’000
763
2,690
1,187
510
-
5,150
On 11 May 2022, DRA announced that it was undertaking a review of its business portfolio to optimise shareholder
value.
Management identified that the business of G&S Engineering Services Pty Ltd (G&S Engineering), a wholly owned
subsidiary of DRA, did not fit into the current strategy for the Group. The G&S Engineering business incurred the
majority of the fixed-price construction contract losses of the APAC/AMER region for the period. A subsidiary
of DRA entered into an agreement to dispose certain assets, liabilities and contracts of the G&S Engineering
business. The sale of G&S Engineering was completed on 10 September 2022. The G&S Engineering business is
included in the Group’s APAC/AMER operating segment.
Proceeds (net of costs to sell)
Assets Disposed
Property, plant and equipment (including right-of-use assets)
Goodwill and intangible assets (net of impairment)
Inventories
Prepaid expenses
Liabilities Disposed
Lease liabilities
Employee benefits
Loss on disposal of G&S Engineering assets and liabilities
IMPAIRMENT OF ASSETS
2022
$’000
1,980
7,360
899
323
105
8,687
(1,855)
(2,135)
(3,990)
(2,717)
Immediately before the classification of G&S Engineering assets and liabilities as a disposal group held for sale,
the recoverable amount was estimated for the identified disposal assets. An impairment loss of $18,903K is
recognised for the period to reduce the carrying amount of intangible assets that form part of the disposal group
to their fair value less costs to sell.
Reclassification from goodwill and intangibles at net book value
Impairment loss
Intangible assets included in the disposal group
Goodwill
$’000
15,705
(15,705)
-
Customer
relationships
$’000
4,097
(3,198)
899
Total
$’000
19,802
(18,903)
899
PROFIT CONTRIBUTION FROM G&S ENGINEERING BUSINESS
The G&S Engineering business did not qualify as a discontinued operation under AASB 5 Non-current Assets Held
for Sale and Discontinued Operations as the G&S Engineering business on its own did not represent a separate
major line of business or geographic area of DRA and therefore the results of G&S Engineering were included in
continuing operations.
An analysis of the G&S Engineering business’ contribution to DRA’s results is as follows:
Revenue
Cost of sales
General and administrative expenses
Other (loss)/gain
Finance income
Finance expense
Loss for the year before tax
2022
$’000
62,878
(88,743)
(22,306)
(1,578)
29
(2,105)
(51,825)
2021
$’000
233,957
(223,864)
(32,119)
662
7
(2,123)
(23,480)
124
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
125
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
Expected credit loss on loan receivable measured at amortised cost
Share-based payments (expense)/reversal
Depreciation expense of right-of-use assets
Depreciation expense of property, plant and equipment
Amortisation expense of intangible assets
NOTE 7. IMPAIRMENT LOSS
Impairment of goodwill (i)
Impairment of intangibles (ii)
Note
26
36
16
15
17
2022
$’000
2021
$’000
(437,544)
(578,009)
(1,009)
(2,697)
88
(6,390)
(5,962)
(4,926)
3,902
(1,586)
(3,344)
(9,748)
(7,832)
(5,677)
2022
$’000
(15,705)
(7,291)
(22,996)
2021
$’000
-
-
-
i.
ii.
Impairment of goodwill relates to the G&S Engineering business goodwill. Refer to note 5 for information on the G&S Engineering
assets and liabilities disposal.
Impairment of intangibles includes G&S Engineering customer relationships intangible. Refer to note 5 for information on the G&S
Engineering assets and liabilities disposal. Also included in the balance is the impairment of other customer relationships intangibles.
Refer to note 17 for information.
NOTE 8. NET FINANCE (EXPENSE)/INCOME
Finance income
Interest income on cash deposits
Interest income on other financial assets (i)
Finance expense
Interest expense on interest-bearing borrowings, lease liabilities and other financial liabilities
Net finance (expense)/income
2022
$’000
1,664
4,803
6,467
2021
$’000
2,106
12,756
14,862
(9,133)
(3,463)
(2,666)
11,399
i.
Included in finance income was interest income recognised during FY2022 of $3,111K (FY2021: $10,591K). The interest income related
to a loan receivable owing from a customer who was placed into business rescue in FY2019. Prior to FY2021, the loan receivable was
not recognised as it did not meet the accounting recognition criteria. Similarly, interest income accrued on the loan receivable since
FY2019 was not recognised until the loan receivable met the recognition criteria in FY2021. Refer to note 14 for further information.
NOTE 9. 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
(Loss)/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 losses not recognised
Non-deductible expenses
Non-assessable income
Adjustments for current and deferred taxes of prior periods
Foreign withholding tax written off
Other items
Income tax expense
B) DEFERRED TAX BALANCES
Deferred tax assets
Deferred tax liabilities
Net deferred tax assets
2022
$’000
20,798
(726)
5,462
(3,673)
(1,610)
20,251
2021
$’000
12,559
354
1,542
8,308
737
23,500
(1,184)
76,954
(355)
23,086
(486)
18,423
4,062
(5,359)
(2,336)
5,462
840
20,251
2022
$’000
56,133
(4,933)
51,200
(3,224)
341
4,699
(4,717)
1,091
1,542
682
23,500
2021
$’000
53,599
(4,342)
49,257
Type of temporary difference:
Tax losses
Employee benefits
Allowance for expected credit losses
Contracts in progress
Lease liabilities
Property, plant and equipment and right-of-use assets
Provisions
Other items
Net
deferred
tax
2022
$’000
Net
deferred
tax
2021
$’000
(Charged)/
credited to
profit
or loss
2022
$’000
(Charged)/
credited to
profit
or loss
2021
$’000
28,431
9,064
4,261
3,096
884
98
7,148
(1,782)
51,200
23,397
11,906
1,219
387
3,102
(6,478)
19,690
(3,966)
49,257
5,034
(2,842)
3,042
2,709
(2,218)
6,576
(12,542)
5,524
5,283
(1,747)
(1,944)
(4,597)
(2,898)
1,065
91
(1,389)
2,374
(9,045)
126
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
127
Note 9. Income Tax (continued)
Note 9. Income Tax (continued)
Movements:
Opening balance
Credited/(charged) to profit or loss
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
2022
$’000
49,257
5,283
(3,340)
51,200
2021
$’000
53,416
(9,045)
4,886
49,257
2022
$’000
61,412
18,423
2021
$’000
14,698
4,005
The unused tax losses were incurred by subsidiaries that are not likely to generate sufficient taxable income in the
foreseeable future.
RECOGNITION AND MEASUREMENT
Income tax expense for the period comprises current and deferred tax.
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 to 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.
CURRENT TAX ASSETS AND LIABILITIES
SIGNIFICANT JUDGMENTS AND ESTIMATES
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/(loss) 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 which, at
the time of the transaction, affects neither accounting profit/(loss) 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.
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 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 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.
128
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
129
NOTE 10. EARNINGS PER SHARE
(I) EARNINGS PER SHARE
(Loss)/profit after income tax
Non-controlling interest
(Loss)/profit after income tax attributable to the owners of DRA Global Limited
Fair value adjustment on UPRs
(Loss)/profit after income tax attributable to the owners of DRA Global Limited used in
calculating diluted earnings per share
Basic (loss)/earnings per share
Diluted (loss)/earnings per share
ACCOUNTING POLICY FOR EARNINGS PER SHARE
BASIC EPS
Note
22
2022
$’000
(21,435)
(437)
(21,872)
(17,865)
2021
$’000
53,454
(3,454)
50,000
(13,000)
(39,737)
37,000
Cents
(43.96)
(43.96)
Cents
87.10
58.81
Note 10. 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 1/2021 ‘Headline Earnings’ issued
by the South African Institute of Chartered Accountants.
(Loss)/profit after income tax attributable to the owners of DRA Global Limited
Add back items required by Circular 1/2021:
Profit on disposal of property, plant and equipment
Impairment of loan receivable and other financial assets measured at amortised cost
Impairment of goodwill
Impairment of intangibles
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 (loss)/earnings per share
Diluted headline (loss)/earnings per share
Note
7
7
2022
$’000
(21,872)
-
(133)
-
15,705
7,291
(1)
(2,106)
(1,116)
(17,865)
(18,981)
2022
Cents
(2.24)
(2.24)
2021
$’000
50,000
-
(763)
1,361
-
-
5
(159)
50,444
(13,000)
37,444
2021
Cents
87.87
59.51
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.
(IV) WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES
Weighted average number of ordinary shares used in calculating basic earnings per share
Adjustments for calculation of diluted earnings per share:
Options over ordinary shares (i)
UPRs (i)
Weighted average number of ordinary shares used in calculating diluted earnings per share
Number
Number
49,755,281
57,407,625
-
-
2,728,655
2,782,519
49,755,281
62,918,799
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 revaluation of UPRs) and headline earnings per share.
i. As the Group incurred a loss for the period ended 31 December 2022, the effect of options and UPRs on issue are considered to be
antidilutive and thus not considered in determining diluted earnings per share.
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.
(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 a more 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:
(Loss)/profit after income tax attributable to the owners of DRA Global Limited
Fair value adjustment on UPRs
(Loss)/profit after income tax excluding revaluation of UPRs
Basic earnings per share (excluding revaluation of UPRs)
2022
$’000
(21,872)
(17,865)
(39,737)
2021
$’000
50,000
(13,000)
37,000
Cents
(79.87)
Cents
64.45
130
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
131
NOTE 11. CASH AND CASH EQUIVALENTS
Cash
RESTRICTED CASH
2022
$’000
2021
$’000
142,192
171,024
The cash balance above includes issued cash-backed bank guarantees to the value of $9,661K (FY2021: $8,650K).
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 12. 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
2022
$’000
2021
$’000
129,904
(12,282)
117,622
11,047
3,042
13,745
5,656
118,033
(10,852)
107,181
12,016
1,935
4,899
2,808
151,112
128,839
-
2,808
151,112
131,647
Certain receivables relating to legal claims have not been recognised in the statement of financial position
where there is a low probability that the claims will result in an inflow of economic benefits to the Group. The
Directors are of the opinion that the disclosure of any further information on this matter would be prejudicial to
the interests of the Group.
RECOGNITION AND MEASUREMENT
Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course
of 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 26 for further information on credit risk.
NOTE 13. FINANCIAL ASSETS MEASURED AT FAIR VALUE
THROUGH PROFIT OR LOSS
Derivative financial instruments - foreign exchange currency (FEC) contracts
Listed shares
Shares in non-listed entities
2022
$’000
158
2,164
797
3,119
2021
$’000
-
2,536
666
3,202
Refer to note 27 for further information on fair value measurement of financial assets and liabilities.
NOTE 14. OTHER FINANCIAL ASSETS AT AMORTISED
COST
Current assets
Loan receivable - at amortised cost (i) (iii) (iv)
Loans to employees - at amortised cost (ii)
Other loans
Non-current assets
Loan receivable - at amortised cost (i) (iii) (iv)
Loans to employees - at amortised cost (ii)
2022
$’000
2021
$’000
31,969
16,474
701
75
32,745
-
-
-
32,745
-
1,317
17,791
24,978
1,727
26,705
44,496
i.
Included in the loan receivables was a loan receivable of $4K (FY2021: $752K) which accrues interest at a rate of 15 percent 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 percent per annum. In FY2021, the repayment date of
the loans were extended to two years from the original repayment deadline of 60 days after listing, being July 2023.
iii. $15,217K (FY2021: $15,730K) of this balance represents an unsecured loan that no longer bears interest. The loan is repayable no later
than six years after the anniversary of the loan, being December 2023.
iv. Included in the current loan receivables was an amount totalling $16,640K (FY2021: 26,071K) owing from a customer. The customer had
a contract with DRA where DRA terminated the contract in FY2020 as a result of non-payment. The customer was placed into business
rescue in FY2020. 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 customer secured funding and re-entered into a new contract with DRA. A new loan agreement
for the amount previously owing to DRA was also entered into as a part of the new contract with DRA. Consequently, the previous loan
receivable and capitalised interest have been recognised. The loan receivable bears interest of 12 percent to 15 percent per annum
and is repayable in December 2023.
SIGNIFICANT JUDGMENTS AND ESTIMATES
The Group has assessed the associated credit losses associated with the above financial assets on a forward
looking basis in accordance with the accounting policy disclosed in Note 39. This requires significant judgement
in forming an estimate of the probability of default based up information available to the Group. Whilst a
deterioration in credit risk in certain financial assets was noted, management determined the financial impact as
not material to the Group at 31 December 2022
132
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
133
Note 15. Property, plant and equipment (continued)
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 39 for impairment of non-financial assets policy.
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
Leasehold improvements
Site establishment
20 - 40 years
Not depreciated
4 - 10 years
4 - 5 years
3 - 6 years
4 - 10 years
Varies depending on life of mine or contract
NOTE 15. 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
Balance at
31 December 2021
Cost
Accumulated depreciation
Balance at
31 December 2022
Cost
Accumulated depreciation
RECONCILIATIONS
3,895
(801)
3,094
4,046
(1,032)
3,014
5,409
(1,483)
3,926
3,941
(1,337)
2,604
27,119
(20,394)
6,725
18,880
(12,713)
6,167
6,302
(5,868)
434
1,631
(1,135)
496
13,019
(11,641)
1,378
7,380
(6,120)
1,260
28,033
(23,657)
4,376
1,044
(763)
281
Total
$’000
83,777
(63,844)
19,933
36,922
(23,100)
13,822
Reconciliations of the net book values at the beginning and end of the current and prior financial year are set out
below:
Leasehold
improve-
ments
$’000
Plant and
equipment
$’000
Furniture
and
fixtures
$’000
Motor
vehicles
$’000
Site
establish-
ment
$’000
1,542
2,198
441
(35)
178
-
(429)
(975)
5,289
3,562
(2,410)
37
-
(349)
(1,753)
Total
$’000
17,889
12,708
(3,797)
984
(19)
-
(7,832)
Buildings
$’000
2,501
215
-
582
-
(23)
(181)
3,094
-
(74)
186
-
-
(192)
-
Balance at 1 January 2021
Additions
Disposals
Exchange differences
Transfers to right-of-use
assets
Transfers in/(out)
Depreciation expense
Balance at
31 December 2021
Additions
Disposals
Exchange differences
Transfers to right-of-use
assets
Transfers in/(out) (i)
Depreciation expense
Transfer in/(out) between
categories
Balance at
31 December 2022
1,288
3,571
(623)
36
(19)
234
(561)
3,926
87
(615)
12
-
(229)
(577)
-
5,071
4,803
(719)
110
-
763
(3,303)
6,725
4,333
(578)
18
-
(4,508)
(4,046)
4,223
6,167
116
(10)
41
-
(196)
(1,059)
434
287
(12)
(11)
-
(29)
(173)
-
496
3,014
2,604
1,378
4,376
19,933
722
(18)
61
(28)
(22)
(833)
-
274
-
(5)
-
-
(141)
(4,223)
5,703
(1,297)
261
(28)
(4,788)
(5,962)
-
1,260
281
13,822
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.
i.
Includes assets relating to the G&S Engineering business and forms part of the disposal group of assets and liabilities for the G&S
Engineering sale transaction. Refer to note 5 for further information on the sale transaction.
SIGNIFICANT JUDGMENTS AND ESTIMATES
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.
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.
134
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
135
NOTE 16. LEASES
AMOUNTS RECOGNISED IN THE STATEMENT OF FINANCIAL POSITION
Right-of-use assets
Buildings
Vehicles
Lease liabilities
Current
Non-current
Additions to right-of-use assets during the year was $3,232K (FY2021: $1,804K).
AMOUNTS RECOGNISED IN THE STATEMENT OF PROFIT OR LOSS
Depreciation expense
Buildings
Vehicles
Interest expense (included in net finance income/(costs)
Expense relating to short-term, low-value and variable lease rentals (included in cost of sales, general
and administrative expenses)
2022
$’000
22,070
28
22,098
2022
$’000
3,590
22,179
25,769
2022
$’000
(6,067)
(323)
(6,390)
2022
$’000
(1,508)
(1,702)
2021
$’000
26,491
2,544
29,035
2021
$’000
6,496
26,218
32,714
2021
$’000
(8,803)
(945)
(9,748)
2021
$’000
(2,653)
(2,463)
The total cash outflow for leases was $9,987K (FY2021: $14,295K). The total cash outflow includes principal
payments, interest and payment relating to short-term, low-value and variable lease rentals.
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 to produce a constant periodic rate of interest on
the remaining balance of the liability for each period.
Note 16. Leases (continued)
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 payments 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 which 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 (FY2021: 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.
NOTE 17. INTANGIBLES
Balance at 31 December 2021
Cost
Accumulated amortisation and impairment
Balance at 31 December 2022
Cost
Accumulated amortisation and impairment
Goodwill
$’000
Brand
names
$’000
Computer
software
$’000
120,242
(22,452)
97,790
112,360
(30,621)
81,739
7,285
(5,239)
2,046
7,317
(6,182)
1,135
10,321
(8,656)
1,665
10,832
(9,354)
1,478
Client
relation-
ships
$’000
39,973
(29,224)
10,749
17,325
(17,284)
41
Total
$’000
177,821
(65,571)
112,250
147,834
(63,441)
84,393
136
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
137
Note 17. Intangibles (continued)
Note 17. Intangibles (continued)
1,358
1,202
(1,119)
(30)
(1,375)
(5,677)
112,250
1,035
(41)
(30)
(4,093)
(19,802)
(4,926)
84,393
RECONCILIATIONS
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 2021
Additions
Additions through business combinations
Reclassified to software as prepayment (i)
Disposals
Exchange differences
Amortisation expense
Goodwill
$’000
98,097
-
1,202
-
-
(1,509)
Brand
names
$’000
3,424
-
-
-
-
38
Computer
software
$’000
Client
relation-
ships
$’000
Total
$’000
13,811
117,891
2,559
1,358
-
(1,119)
(30)
15
-
-
-
-
81
-
(1,416)
(1,118)
(3,143)
Balance at 31 December 2021
97,790
2,046
Additions
Disposals
Exchange differences
Impairment loss
Transfers in/(out) (ii)
Amortisation expense
Balance at 31 December 2022
-
-
(346)
-
(15,705)
-
81,739
-
-
118
-
-
(1,029)
1,135
1,665
1,035
(39)
(436)
-
-
(747)
1,478
10,749
-
(2)
634
(4,093)
(4,097)
(3,150)
41
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 and $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.
ii. Transferred goodwill and intangible assets relate to the G&S Engineering business and form part of the disposal group of assets and
liabilities for the G&S Engineering sale transaction. Refer to note 5 for further information on the sale transaction.
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 business 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 recognised 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 CUSTOMER RELATIONSHIPS
Separately acquired brand names and customer relationships are shown at historical cost. Brand names and
customer 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.
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 relationships
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 one to three 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 where a termination consideration is payable to the Group, management will
apply a residual value to the intangible asset.
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Financial statements Notes to the consolidated financial statements
139
Note 17. Intangibles (continued)
KEY ASSUMPTIONS USED FOR VALUE-IN-USE CALCULATIONS
Significant judgements and estimates on key assumptions used for value-in-use (VIU) calculations for
impairment testing are as follows:
IMPAIRMENT TESTING
Goodwill and other assets are allocated to the Group’s CGUs for the purpose of impairment testing. DRA monitors
goodwill on a CGU level and the allocation is presented below:
Goodwill is attributed to:
AMER CGU
APAC CGU
EMEA CGU
2022
$’000
-
26,257
55,482
81,739
2021
$’000
-
41,962
55,828
97,790
CGUs to which goodwill has been allocated are tested for impairment annually, or more frequently when
there is an indication that the CGU may be impaired. Where the carrying value of the asset or CGU exceeds its
recoverable amount, the carrying amount of the asset or CGU is reduced to its recoverable amount through the
recognition of an impairment loss.
The Group’s impairment testing is performed at the CGU level. Evidence of impairment was observed in relation
to the customer relationships intangibles that were acquired during the acquisition of SENET and Prentec. As
a result, an impairment loss of $4,093K was recognised. No other evidence of impairment was observed at
reporting date.
As part of the G&S Engineering business sale transaction, an impairment loss was recognised following an
impairment assessment performed on the goodwill and intangible assets associated with the G&S Engineering
business. Refer to note 5 details for futher infomation on the sale transaction.
The recoverable amounts of CGUs have been determined based on VIU calculations. These calculations require
the use of assumptions. The following key inputs and assumptions have been adopted:
Inputs
Assumptions
Cash flow projections
In assessing VIU, the estimated future cash flows are based on the Group’s most recent Board approved
business plan covering a period of two years. These projections, which include projected revenues,
gross margins and expenses have been determined based on past performance and management
expectations for the future. Expected market conditions in which each CGU operates have been
considered in the projections.
Long-term growth rates
Long-term growth rates are based on past experience, expectations of external market operating
conditions and other assumptions which take into account the specific nature of each CGU. The applied
long-term growth rates to the cash flow projections are in the range of 2.5% to 4.5% (FY2021: 3% to 7.8%).
Discount rates
Estimated future cash flows are discounted to their present value using discount rates that reflect the
Group’s weighted average cost of capital, adjusted for risks specific to the asset or CGU. The applied
pre-tax discount rates to the cash flow projections are in the range of 13.1% to 20.2% (FY2021: 19% to 23%).
SENSITIVITY TO CHANGES IN ASSUMPTIONS
NOTE 18. TRADE AND OTHER PAYABLES
Trade payables
Accrued expenses and contract costs
Other payroll accruals
Retention creditor
VAT/GST payable
Other payables
2022
$’000
37,132
18,109
23,842
202
4,428
2,513
86,226
2021
$’000
71,190
26,093
20,767
2,123
4,851
16,156
141,180
Trade and other payables are initially measured at fair value, and are subsequently measured at amortised cost,
using the effective interest rate method.
NOTE 19. INTEREST-BEARING BORROWINGS
Current liabilities
Bank loans (ii)
Loan from non-controlling interests (i)
Other borrowings
Non-current liabilities
Loan from non-controlling interests (i)
Bank loan (ii)
Other borrowings
2022
$’000
2021
$’000
616
347
655
1,618
317
51,762
-
52,079
53,697
-
1,146
1,143
2,289
-
34,894
157
35,051
37,340
i. The loan incurs interest at the prime lending rate in South Africa of 7 percent per annum and is repayable on demand.
ii. The Group has drawn down $51,762K on 31 December 2022 (FY2021: $34,555K) from the Revolving Credit Facility and General Banking
Facility (Facilities) provided by Rand Merchant Bank on 31 August 2021. The Facility has a three-year term with a variable interest rate
(that is reset every three months) plus a fixed margin. The Facilities are secured by a first ranking security over the receivables, cash
and insurance proceeds of the 12 entities controlled by the Group acting as guarantors to the Facilities.
The Facilities are 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 two times.
– Equity value of DRAGH Group is not less than ZAR 2 billion.
– Interest cover ratio is not less than four times.
Sensitivity analysis has been performed to examine the effect of a change in key assumptions. No modelled
change in a key assumption used in the determination of the recoverable value of these CGUs would result in a
material impairment to the Group.
DRAGH has complied with the financial covenants of its borrowing facilities during FY2022.
Refer to note 26 for further information on interest rate and liquidity risks.
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Financial statements Notes to the consolidated financial statements
141
Movements in interest-bearing borrowings
Opening balance
Proceeds from borrowings
Repayment of borrowings (inclusive of interest)
Interest capitalised
Exchange differences
Closing balance
FINANCING ARRANGEMENTS
Significant borrowing facilities at the reporting date:
Total facilities
Derivative Products Trading Facility
Vehicle and Asset Finance
Revolving Credit Facility
General Banking Facility
Used at the reporting date
Derivative Products Trading Facility
Vehicle and Asset Finance
Revolving Credit Facility
General Banking Facility
Unused at the reporting date
Derivative Products Trading Facility
Vehicle and Asset Finance
Revolving Credit Facility
General Banking Facility
Note 19. Interest-bearing borrowings (continued)
2022
$’000
37,340
19,615
(6,725)
4,098
(631)
53,697
2022
$’000
4,400
4,451
34,508
17,254
60,613
294
214
34,508
17,254
52,270
4,106
4,237
-
-
8,343
2021
$’000
1,182
41,467
(5,163)
443
(589)
37,340
2021
$’000
27,864
10,044
34,555
17,277
89,740
-
41
34,555
-
34,596
27,864
10,003
-
17,277
55,144
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 prepayment for liquidity services and amortised over the period of the facility to
which it relates.
NOTE 20. EMPLOYEE BENEFITS
Current liabilities
Employee benefits
Non-current liabilities
Employee benefits
RECOGNITION AND MEASUREMENT
CURRENT EMPLOYEE BENEFITS
2022
$’000
2021
$’000
33,218
37,648
709
33,927
2,397
40,045
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 21. PROVISIONS
Loss making contracts
Warranty provision
Other
2022
$’000
43,448
-
1,858
45,306
2021
$’000
44,194
3,230
3,019
50,443
MOVEMENTS IN PROVISIONS
Movements in each provision during the current and prior financial year are set out below:
142
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
2022
Opening balance
Additional provisions recognised
Amounts released
Amounts utilised
Exchange differences
Closing balance
Loss
making
contracts
$'000
Warranty
provision
$’000
44,194
19,483
(9,433)
(10,763)
(33)
43,448
3,230
33
(3,352)
-
89
-
Other
$’000
3,019
2,224
(2,181)
(1,304)
100
1,858
Total
$’000
50,443
21,740
(14,966)
(12,067)
156
45,306
143
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)
44,194
1,964
2,923
(1,444)
(188)
(25)
3,230
Note 21. Provisions (continued)
Other
$’000
766
2,245
(60)
(20)
88
Total
$’000
49,600
5,960
(4,339)
(225)
(553)
NOTE 22. OTHER FINANCIAL LIABILITIES
Current liabilities
Deferred cash consideration (i)
UPRs (ii)
3,019
50,443
Derivative financial instruments - foreign exchange currency (FEC) contracts
Contingent consideration (iii)
2022
$’000
-
3,635
-
-
3,635
2021
$’000
15,242
21,500
153
2,718
39,613
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 customers 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 28 for further information on contingent liabilities.
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.
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.
i. Deferred cash consideration in relation to the Stockdale share buy-back transaction in FY2021 was fully paid during the financial year.
Refer to note 23 for further information of the transaction.
ii. The UPRs have been revalued as at 31 December 2022 with a $17,865K gain. 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.
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
At initial recognition
At 31 December
2022
$3.95
$3.10
$6.50
2.75
40%
0.11%
25,000,000
$1.380
$34,500,000
$2.00
$3.10
$6.50
1.00
50%
3.33%
25,000,000
$0.145
$3,635,000
iii. During the year, the contingent consideration in relation to the Group’s acquisition of the 60 percent interest in UMM Contracting Pty
Ltd in FY2020 was fully paid.
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 or 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.
144
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Financial statements Notes to the consolidated financial statements
145
NOTE 23. ISSUED CAPITAL
Ordinary shares - fully paid
Settlement Shares (i)
i. Settlement Shares
2022
Shares
2021
Shares
2022
$’000
2021
$’000
54,410,498
54,165,974
168,632
160,780
-
(4,648,606)
-
-
54,410,498
49,517,368
168,632
160,780
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 shareholders from all obligations under the loan accounting 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 4,648,606 shares,
comprising 8.6 percent 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.
During the financial year, the Settlement Shares were sold to a third party buyer. Refer to the disclosure below for movement in
treasury shares during the financial year.
MOVEMENT IN ORDINARY SHARES:
As at 1 January 2021
Buy-back of shares - Stockdale
New shares issued
Share issue transaction costs
On market share buy-back
As at 31 December 2021
New shares issued (i)
Settlement Shares (ii)
As at 31 December 2022
Shares
84,101,195
(30,000,000)
126,582
$’000
162,547
-
500
-
(2,267)
(61,803)
-
54,165,974
160,780
244,524
-
54,410,498
-
7,852
168,632
i. During the year 244,524 ordinary shares were issued as a result of options being exercised for $nil consideration.
ii. On 15 December 2022, the Company sold 4,648,606 Settlement Shares at a price of ZAR 20 per share. The sale of the Settlement
Shares resulted in a cash inflow of $7,852K to the Group, which will be used to fund working capital and broader business optimisation
purposes.
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.
Note 23. Issued capital (continued)
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 sufficient liquidity (i.e., cash and borrowings) that will enable DRA to support
growth and increase return on capital employed. 20 percent is the target level of gearing (excluding lease
liabilities).
The gearing ratio at the reporting date was as follows:
Total borrowings (excluding lease liabilities)
Total equity
Gearing ratio
2022
$’000
53,697
2021
$’000
37,340
253,366
266,076
21.2%
14.0%
The gearing ratio increased from 14.0 percent to 21.2 percent as a result of an additional loan drawn down to
meet working capital requirements in APAC and settlement of pre-IPO litigation claims in EMEA. Refer to note 19
for further information.
The Group is expected to reduce its gearing in FY2023 to below 20 per cent. Debt repayments will be serviced
from free cash generated by its operating entities.
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 loan from the Group is accounted as
a share-based payment and no loan receivable, 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 24. RESERVES
Foreign currency reserve
Other reserve - Broad-Based Black Economic Empowerment Structure
Share-based payment reserve
Share buy-back reserve
2022
$’000
18,070
3,265
7,293
2021
$’000
16,469
3,214
7,381
(114,904)
(86,276)
(114,904)
(87,840)
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.
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.
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Financial statements Notes to the consolidated financial statements
147
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 in South Africa.
NOTE 25. DIVIDENDS
There were no dividends paid, recommended or declared during the current or previous financial year.
Note 24. Reserves (continued)
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.
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
Share-
based
payment
reserve
$’000
Put option
reserve
$’000
Share
buy-back
reserve
$’000
3,214
4,037
(18,890)
-
-
-
-
-
-
-
3,344
-
-
3,214
7,381
-
-
51
3,265
-
(88)
-
7,293
-
-
-
18,890
-
-
-
-
-
-
Total
$’000
6,000
(1,175)
5
3,344
18,890
-
-
-
-
-
(114,904)
(114,904)
(114,904)
(87,840)
-
-
-
1,601
(88)
51
(114,904)
(86,276)
Balance at 1 January 2021
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
Share buy-back
Balance at 31 December 2021
Exchange differences on translation of
foreign operations
Share-based payment expense/(reversal)
Other
Balance at 31 December 2022
Foreign
currency
reserve
$’000
17,639
(1,175)
5
-
-
-
16,469
1,601
-
-
18,070
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 owners of the Company as a share buy-back reserve.
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
2022
$’000
-
3,821
2021
$’000
-
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.
NOTE 26. 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.
148
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
149
Note 26. Financial instruments (continued)
Note 26. Financial instruments (continued)
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 cooperation with the Group’s business 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:
The sensitivity of profit or loss to changes in 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
2022
$’000
13
668
58
761
1,427
51
375
2021
$’000
5,212
743
540
612
(21)
(106)
(80)
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 are 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:
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
132
6,681
577
7,606
14,267
514
3,749
6,152
Bank loans*
Net exposure to cash flow interest rate risk
2022
2021
Weighted
average
interest
rate
%
7.41
Weighted
average
interest
rate
%
6.18
Balance
$’000
51,762
51,762
Balance
$’000
34,894
34,894
-
-
-
3,096
-
-
-
-
* The interest rate on bank loans is based on a variable interest rate (reset every 3 months) plus a fixed margin.
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
Interest rates - increased by 25 basis points
Profit/(loss)
before tax
2022
$’000
Profit/(loss)
before tax
2021
$’000
(118)
(87)
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:
-
-
-
5,516
-
-
-
-
2022
Net
financial
assets/
(liabilities)
FEC
contracts
(notional
amounts)
2021
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.
150
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
151
Note 26. Financial instruments (continued)
Note 26. Financial instruments (continued)
CREDIT RISK
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. Credit risk arises from cash, 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
Note
3
12
11
14
13
2022
$’000
23,081
140,065
142,192
32,745
158
2021
$’000
62,076
119,631
171,024
44,496
-
338,241
397,227
On that basis, the expected credit loss allowance as at 31 December 2022 and 31 December 2021 was determined
as follows for both trade receivables and contract assets:
Trade receivable
- Current
- More than 30 days past due
- More than 60 days past due
- More than 90 days past due
Contract assets
Expected credit loss rate
Carrying amount
Allowance for expected
credit losses
2022
%
2021
%
2022
$’000
2021
$’000
2022
$’000
2021
$’000
2.1
1.4
2.4
42.3
2.6
0.9
1.3
2.4
50.8
1.7
75,204
26,203
4,293
24,204
23,686
67,455
22,549
8,806
19,223
63,102
153,590
181,135
1,574
371
104
10,233
605
12,887
578
301
212
9,761
1,026
11,878
Movements in the expected credit loss allowance for contract assets and trade receivables during the current
and prior financial year are set out below:
Opening balance
(Decrease)/increase in expected credit loss recognised in profit or
loss during the year
Receivables written off during the year as uncollectible
Amounts reclassified to loan receivables
Exchange differences
Closing balance
Trade
receivables
2022
$’000
Trade
receivables
2021
$’000
Contract
assets
2022
$’000
Contract
assets
2021
$’000
10,852
1,776
(471)
-
125
12,282
35,095
(4,849)
(79)
(19,529)
214
10,852
1,026
(502)
-
-
81
605
-
1,026
-
-
-
1,026
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 2021
Increase in expected credit loss allowance recognised in profit or loss
Exchange differences
Closing balance as at 31 December 2021
Increase in expected credit loss allowance recognised in profit or loss
Exchange differences
Closing balance as at 31 December 2022
SIGNIFICANT JUDGEMENTS AND ESTIMATES
2022
$’000
18,949
16,311
4,259
39,519
Performing
$’000
Under-
performing
$’000
Non-
performing
$’000
79
486
(32)
533
886
(1)
1,418
-
1,100
-
1,100
-
-
1,100
3,611
-
(97)
3,514
745
(3)
4,256
2021
$’000
42,333
-
4,265
46,598
Total
$’000
3,690
1,586
(129)
5,147
1,631
(4)
6,774
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 customer 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.
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 customers 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 that are under-performing (loans for which a significant
increase in credit risk has occurred 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.
152
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
153
Note 26. Financial instruments (continued)
Note 27. Fair value measurement of financial assets and liabilities (continued)
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.
2022
Trade and other payables (note 18)
Interest-bearing borrowings (note 19)
Lease liabilities (note 16)
Other financial liabilities (note 22)
2021
Trade and other payables
Interest-bearing borrowings
Lease liabilities
Other financial liabilities
Carrying
amount
$’000
86,226
53,697
25,769
3,635
Less
than
1 year
$’000
86,226
5,910
5,161
3,635
169,327
100,932
Between
1 and
5 years
$’000
-
56,119
14,754
-
70,873
Carrying
amount
$’000
Less
than
1 year
$’000
Between
1 and
5 years
$’000
141,180
141,180
37,340
32,714
39,613
250,847
4,517
8,396
39,613
193,706
-
39,332
16,657
-
55,989
Over
5 years
$’000
-
-
12,020
-
12,020
Over
5 years
$’000
-
-
15,649
-
15,649
Remaining
contractual
maturities
$’000
86,226
62,029
31,935
3,635
183,825
Remaining
contractual
maturities
$’000
141,180
43,849
40,702
39,613
265,344
NOTE 27. 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.
2022
Financial assets at fair value through profit or loss
Total assets
Financial liabilities at fair value through profit or loss
Total liabilities
2021
Financial assets at fair value through profit or loss
Total assets
Level 1
$’000
2,322
2,322
-
-
Level 1
$’000
2,536
2,536
Financial liabilities at fair value through profit or loss
Total liabilities
153
153
21,500
21,500
There were no transfers between levels during the year.
Level 2
$’000
Level 3
$’000
-
-
3,635
3,635
797
797
-
-
Level 2
$’000
Level 3
$’000
-
-
666
666
-
-
Total
$’000
3,119
3,119
3,635
3,635
Total
$’000
3,202
3,202
21,653
21,653
NOTE 28. CONTINGENT LIABILITIES
The Group has guarantee facilities of $199,506K (FY2021: $203,572K) available for use.
The Group has issued financial guarantees as security to various landlords and clients for leases and
construction projects to the value of $34,761K (FY2021: $62,222K). Provision for bank guarantees was $14,983K
(FY2021: $14,983K) and form part of the provision for loss making contracts. Refer to note 21 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.
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 21). 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 29. 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 16 for further
information.
154
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
155
Note 30. Related party transactions (continued)
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 32.
ASSOCIATES
Interests in associates are set out in note 33.
JOINT OPERATIONS
Interests in joint operations are set out in note 34.
KEY MANAGEMENT PERSONNEL COMPENSATION
Short-term employee benefits
Long-term benefits
Termination benefits
Share-based payments
Disclosures relating to Key Management Personnel are set out in the Remuneration Report.
LOANS TO RELATED PARTIES
Loans to Key Management Personnel (i)
NOTE 31. PARENT ENTITY INFORMATION
The individual financial statements for the parent entity show the following aggregate amounts:
(Loss)/profit after income tax
Total comprehensive (loss)/income
Total current assets
Total assets (i)
Total current liabilities
Total liabilities
Equity
Issued capital
Reserves
Retained (loss)/earnings
Total equity
Parent
2022
$’000
(223,240)
(223,240)
Parent
2022
$’000
22,468
399,858
20,941
21,128
Parent
2021
$’000
46,986
46,986
Parent
2021
$’000
37,094
708,645
105,820
106,819
500,409
500,409
245
(121,924)
378,730
101
101,316
601,826
2022
$
2021
$
2,473,440
3,094,652
154,752
-
(234,082)
97,436
154,888
823,050
2,394,110
4,170,026
2022
$
87,256
2021
$
-
i. During the year, evidence of impairment was observed on the carrying value of investments in subsidiaries. As a result, an impairment
loss of $316,500k was recognised. No other evidence of impairment was observed.
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 2022
(FY2021: 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.
i.
In October 2022, Minopex Operations Management Pty Ltd, a subsidiary of DRA provided a loan to James Smith (CEO). The loan
amounted to $62,740 with a total interest charge of $1,741 for the loan. The loan is subject to a monthly repayment plan with the last
principal and interest repayment in July 2023.
In October 2022, DRA Group Holdings (Pty) Limited, a subsidiary of DRA provided a loan to Alistair Hodgkinson (COO). The loan
amounted to $62,740 with a total interest charge of $1,741 for the loan. The loan is subject to a monthly repayment plan with the last
principal and interest repayment in July 2023.
TRANSACTIONS WITH RELATED PARTIES
During the financial year, Quality Labs Pty Ltd, a subsidiary of DRA transacted with TN Ceramics (Pty) Ltd for the
provision of locally sourced ceramic consumable goods. Total value transacted was $106,944 TN Ceramics
(Pty) Ltd is controlled by a family trust whereby James Smith (CEO) is a trustee and beneficiary of the trust. The
trasaction is based on normal arm’s-length commercial terms and conditions.
156
DRA Global Annual Report 2022 ACN 622 581 935
Financial statements Notes to the consolidated financial statements
157
NOTE 32. 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
DRA Projects Australia Pty Ltd
DRA Americas Inc. (Canada)
Minopex Lesotho Pty Ltd
DRA Americas Perú S.A.C.
DRA Projects Pty Ltd
DRA Projects SA Pty Ltd
DRA South Africa Projects Pty Ltd
Minerals Operations Executive Pty Ltd
New SENET Pty Ltd
UMM Contracting Services Pty Ltd
Principal place of business/Country of
incorporation
Ownership interest
2022
%
2021
%
Australia
Australia
Australia
Canada
Lesotho
Peru
South Africa
South Africa
South Africa
South Africa
South Africa
South Africa
100
100
100
100
100
100
100
100
100
100
100
60
100
100
100
100
100
100
100
100
100
100
100
60
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.
Note 32. Interest in subsidiaries (continued)
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.
NOTE 33. INTERESTS IN 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
Other comprehensive loss
RECOGNITION AND MEASUREMENT
Ownership interest
2022
%
25.51
25.51
25.00
2022
$’000
2,321
155
(213)
-
(58)
2021
%
25.51
25.51
25.00
2021
$’000
2,379
406
(126)
(55)
225
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.
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Financial statements Notes to the consolidated financial statements
159
NOTE 34. INTERESTS IN JOINT OPERATIONS
Name
Principal place of business/Country of
incorporation
Nokeng Joint Venture (Unincorporated)
South Africa
Ownership interest
2022
%
50
2021
%
50
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.
NOTE 35. CASH FLOW INFORMATION
Reconciliation of profit after income tax to net cash (used)/ from operating activities:
(Loss)/profit after income tax expense for the year
Adjustments for:
Impairment of loans receivable
Impairment of goodwill and other intangible assets
Net loss/(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 expense/(income)
Non-cash foreign exchange (gains)/losses
Employee share-based payment (reversal)/expense
Change in operating assets and liabilities:
(Increase) in trade and other receivables
Decrease/(increase) in contract assets
(Increase)/decrease in inventories
(Decrease)/increase in trade and other payables
Increase/(decrease) in contract liabilities
Increase/(decrease) in provisions
(Increase) in current and deferred tax balances
Net cash (used in)/from operating activities
2022
$’000
(21,435)
2,697
22,996
1,079
(133)
(16,049)
12,353
4,926
2,677
(2,456)
(88)
(24,884)
38,996
(928)
(90,262)
9,476
28,790
(3,942)
(36,187)
2021
$’000
53,454
1,361
-
(510)
(763)
(14,843)
17,580
5,677
(12,864)
(1,900)
3,344
(21,899)
(23,489)
1,175
73,707
(30,326)
(36,314)
(661)
12,729
Note35. Cash flow information (continued)
CHANGES IN LIABILITIES ARISING FROM FINANCING ACTIVITIES
Balance at 1 January 2021
Net cash used in financing activities
Loans received
New leases
Exchange differences
Balance at 31 December 2021
Net cash used in financing activities
Loans received
New leases
Interest incurred
Reclassification
Transfer to held for sale
Exchange differences
Balance at 31 December 2022
Lease
liabilities
$’000
Other
interest
bearing
liabilities
$’000
40,672
(9,262)
-
1,804
(500)
32,714
(6,777)
-
2,331
1,234
(875)
(2,812)
(45)
25,770
1,182
(4,720)
41,467
-
(589)
37,340
(6,268)
19,615
-
4,098
875
(1,351)
(614)
53,695
Total
$’000
41,854
(13,982)
41,467
1,804
(1,089)
70,054
(13,045)
19,615
2,331
5,332
-
(4,163)
(659)
79,465
NOTE 36. SHARE-BASED PAYMENTS
The expense/(reversal) recognised for share-based payments during the year is shown below:
Non-Executive Directors Share Option Plan
One-off Share Option Plan
Employee Share Option Plan
EMPLOYEE INCENTIVE SCHEME
2022
$
144,002
303,948
(535,824)
(87,874)
2021
$
89,999
799,145
2,454,445
3,343,589
The DRA Global Limited Employee Share Scheme titled “Incentive Option Plan” (the Plan) was established by
the Group and approved by shareholders at the FY2019 Annual General Meeting, whereby the Group may, at
the discretion of the People, Culture and 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 and Remuneration
Committee.
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 zero exercise price options (ZEPO) at a fair value of $4 per option were granted. The ZEPOs vested on
30 June 2022 subject to employees remaining at the Company on that date. Vested options remain exercisable
to 30 June 2024.
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Financial statements Notes to the consolidated financial statements
161
A summary of the options granted under the Plan is set up below:
Set out below are summaries of options granted under the plan:
Note 36 Share-based payments (continued)
Note 36 Share-based payments (continued)
Opening balance
Issued during the year
Forfeited during the year
Exercised during the year
Closing balance
Exercise
price of
option
2022
Number of
options
2022
Exercise
price of
option
2021
Number of
options
2021
$0.00
$0.00
$0.00
$0.00
455,000
-
(50,000)
(160,000)
245,000
$0.00
$0.00
$0.00
$0.00
495,000
-
(40,000)
-
455,000
Opening balance
Issued during the year
Forfeited during the year
Closing balance
Exercise
price of
option
2022
$0.00
$0.00
$0.00
Number of
options
2022
2,971,216
929,466
(1,094,821)
2,805,861
Exercise
price of
option
2021
$0.00
$0.00
$0.00
Number of
options
2021
-
3,067,797
(96,581)
-
2,971,216
No options expired during the period covered by the above table. For options exercised during the year, the
weighted average share price was $1.98.
NON-EXECUTIVE DIRECTORS SHARE OPTION PLAN
Non-Executive Directors were entitled to sacrifice options up to a specific limit 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.
For the period up to 31 October 2022, NEDs received 20 percent of their annual fees in ZEPOs. Following the FY2022
NED fee review, for the purpose of improving the remuneration alignment with shareholder interest, the equity
portion is being increased to 30 percent over two stages. Effective 1 November 2022, the equity portion increased
to 20.34 percent aligned with the current shareholder approved options cap and will be futher increased to 30
percent effective 1 January 2023 until 31 December 2023, subject to DRA obtaining shareholder approval at its
2023 AGM to issue ZEPOs to NEDs in lieu of cash payment of part of their annual remuneration. If shareholder
approval is not given, then the NEDs will be paid cash for the full amount of their annual remuneration.
Options entitled to them have been issued during the year for the service they performed from their start date of
appointment to 30 June 2022. Further options entitled to them from 1 July 2022 to 31 December 2022 have been
accrued as equity-settled share-based payment expense as at 31 December 2022. They were subsequently
issued on 30 January 2023. There are no vesting conditions attached.
Opening balance
Issued during the year
Exercised during the year
Closing balance
Grant date
28 September 2021
29 July 2022
30 May 2022
Expiry date
28 September 2023
28 July 2024
30 May 2024
Exercise
price of
option
2022
$0.00
$0.00
$0.00
Exercise
Price
2022
$0.00
$0.00
$0.00
Number of
options
2022
38,208
46,316
(84,524)
-
Number
of Share
options
2022
-
25,265
21,051
Exercise
price of
option
2021
$0.00
$0.00
$0.00
Exercise
Price
2021
$0.00
$0.00
$0.00
Number of
options
2021
-
38,208
-
38,208
Number
of Share
options
2021
38,208
-
-
For options exercised during the year, the weighted average share price was $1.96.
EMPLOYEE SHARE OPTION PLAN
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 conditions 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.
Weighted average remaining contractual life of options outstanding at
the end of the period
3.20 years
3.75 years
Share options outstanding at the end of the year have the following expiry dates and exercise prices:
Grant date
Expiry date
FY2020 Share Option Plan
Tranche 1
Tranche 2
31/12/2020
31/03/2025
31/12/2020
31/03/2025
FY2021 Share Option Plan
Tranche 1
Tranche 2
29/06/2021
31/03/2026
29/06/2021
31/03/2026
Exercise
Price
of option
2022
Number of
options
2022
Exercise
Price
of option
2021
Number of
options
2021
Fair value
on grant
date
$0.00
$0.00
$0.00
$0.00
532,728
532,728
405,469
405,469
$0.00
$0.00
$0.00
$0.00
771,421
771,421
714,187
714,187
$1.66
$3.97
$1.98
$3.90
Minnovo Option Plan
09/09/2021
30/06/2025
$0.00
150,000
$0.00
150,000
$3.60
FY2022 Share Option Plan
Tranche 1
Tranche 2
Tranche 3
Tranche 4
16/12/2022
31/03/2027
16/12/2022
31/03/2027
16/12/2022
31/03/2027
16/12/2022
31/03/2027
FY2021 SHARE OPTION PLAN
$0.00
$0.00
$0.00
$0.00
464,733
278,840
92,947
92,947
$0.00
$0.00
$0.00
$0.00
-
-
-
-
$2.00
$1.07
$1.27
$1.19
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 percent of the grant value) and Earnings Per Share
(EPS or Tranche 2) (50 percent of the grant value) performance hurdles.
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 percent compound average growth rate. If the compound average
growth rate over FY2021 to FY2023 is 8 percent or greater, the grant will become 100 percent performance
qualified. 25 percent or 50 percent will vest if at least 2 percent or 4 percent compound growth over the FY2021 to
FY2023 performance period is achieved respectively.
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 until 31 March 2024 (inclusive) assuming
dividends are reinvested. If the ATSR from the date of listing to 31 March 2024 is 8 percent or greater, the grant will
become 100 percent performance qualified. 25 percent or 50 percent will vest if at least 2 percent or 4 percent of
ATSR is achieved from the date of listing to 31 March 2024 respectively. The expiry date of the options is 31 March
2026.
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Financial statements Notes to the consolidated financial statements
163
Note 36. Share-based payments (continued)
Note 36. Share-based payments (continued)
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
MINNOVO OPTION PLAN
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)
$1.98 (2020: $1.66)
31-Mar-24 (2020: 31-Mar-23)
31-Mar-26 (2020: 31-Mar-25)
40% (2020: 35%)
0.78% (2020: 0.34%)
3% (2020: 3%)
$4.24 (2020: $4.24)
733,055 (2020: 800,843)
$3.90 (2020: $3.97)
31-Mar-24 (2020: 31-Mar-23)
31-Mar-26 (2020: 31-Mar-25)
40% (2020: 35%)
0.78% (2020: 0.34%)
3% (2020: 3%)
$4.24 (2020: $4.24)
In September 2021, Minnovo options were issued to current employees who were previously shareholders of a
subsidiary acquired by DRA. The options were issued to retain and incentivise these key employees to remain with
DRA for at least 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
Exercise
price of
option
2022
$0.00
$0.00
$0.00
Number of
options
2022
150,000
-
-
150,000
Exercise
price of
option
2021
$0.00
$0.00
$0.00
Number of
options
2021
-
150,000
-
150,000
Weighted average remaining contractual life of options outstanding at
the end of the period
2.5 years
3.5 years
FY2022 SHARE OPTION PLAN
During the year ended 31 December 2022, the Company granted 929,466 options to the value of $1,456K to key
employees. The FY2022 Share Option Plan will vest subject to the satisfaction of performance hurdles associated
with following tranches: Earnings Per Share (EPS or Tranche 1) (50 percent of the grant value); Absolute Total
Shareholder Return (ATSR or Tranche 2) (30 percent of the grant value); Relative Total Shareholder Return vs
Peers (RTSR Peers or Tranche 3) (10 percent of the grant value); and, Relative Total Shareholder Return vs Index
(RTSR Index or Tranche 4) (10 percent of the grant value).
EPS performance will be assessed against compound annual growth rate targets set by the Board. The
compound annual growth rate is calculated by comparing the FY2024 actual EPS to the FY2023 budgeted EPS
compounded over a two year period. If the compound annual growth rate is 6 percent or greater, the grant will
become 100 percent performance qualified. 25 percent or 50 percent will vest if at least 2 percent or 4 percent
compound growth is achieved respectively.
ATSR performance is measured based on the volume weighted average share price (VWAP) of the Company
from 1 January 2022 up to and including 30 September 2022 compared to the 10-day VWAP until 31 March
2025 (inclusive) assuming dividends are reinvested. If the ATSR is 15 percent or greater, the grant will become
100 percent performance qualified. 25 percent or 50 percent will vest if at least 5 percent or 10 percent of ATSR is
achieved respectively.
RTSR Peers performance is measured based on the ATSR for the Company compared against a peer group of
ASX-listed companies for the period 1 October 2022 to 31 March 2025 and ranked in order. If DRA is in the 75th
percentile of the peer group, the grant will become 100 percent performance qualified. 25 percent or 50 percent
will vest if DRA is in the 40th or 50th percentile respectively.
RTSR Index performance is measured based on the ATSR for the Company compared against the FTSE/JSE Mid
Cap Index (Index) performance for the period 1 October 2022 to 31 March 2025. If DRA’s ATSR is in excess of 2
percent of the Index, the grant will become 100 percent performance qualified. 25 percent or 50 percent will vest if
the ATSR is equal to 99 percent of the Index or the Index respectively.
The expiry date of the options is 31 March 2027.
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 FY2022 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
EPS Performance
Hurdle
Tranche 2
ATSR Performance
Hurdle
Tranche 3
RTSR Peer
Performance Hurdle
Tranche 4
RTSR Index
Performance Hurdle
16-Dec-22
464,733
2.00
31-Mar-25
31-Mar-27
50%
3.24%
NIL
2.00
16-Dec-22
278,840
1.07
31-Mar-25
31-Mar-27
50%
3.24%
NIL
2.00
16-Dec-22
92,947
1.27
31-Mar-25
31-Mar-27
50%
3.24%
NIL
2.00
16-Dec-22
92,947
1.19
31-Mar-25
31-Mar-27
50%
3.24%
NIL
2.00
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 earnings multiples, expected life of the share
rights, volatility and dividend yield where applicable. The Group has applied the earnings 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
165
NOTE 37. REMUNERATION OF AUDITORS
The following fees were paid or payable for services provided by BDO Audit (WA) Pty Ltd, the group auditor of the
Company and its network firms:
Audit services - BDO Audit (WA) Pty Ltd
Audit or review of the financial statements
Other services - BDO Audit (WA) Pty Ltd
Tax services
IPO related services
Remuneration advisory services
Audit or review of non-financial statements (including internal audit)
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
2022
$
2021
$
760,213
641,433
-
-
-
23,072
23,072
783,285
566,112
511,612
47,200
-
1,124,924
1,766,357
1,071,312
949,852
158,670
10,400
169,070
183,363
148,049
331,412
1,240,382
1,281,264
NOTE 38. 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 2022:
• 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); and
• AASB 2021-3 Amendments to Australian Accounting Standards - COVID-19-Related Rent Concessions beyond
30 June 2021.
The Group has reviewed these amendments and concluded that none have a significant impact on the Group.
Note 38. 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 2023, 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 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
Impact on Group Financial
Report
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)
AASB 2021-6 Amendments to Australian Accounting Standards – Disclosure of Accounting Policies: Tier 2
and Other Australian Accounting Standards (AASB 1049, AASB 1054 and AASB 1060)
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
The impact is only limited to Australian subsidiaries currently preparing statutory accounts under special
purpose framework.
Application of standard
1 January 2023
Several other amendments to standards and interpretations will apply on or after 1 January 2023, and have not
yet been applied, however they are not expected to have a material impact on the Group’s consolidated financial
statements.
NOTE 39. 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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Financial statements Notes to the consolidated financial statements
167
Note 39. Other significant accounting policies (continued)
Note 39. 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); and
• 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 fair value through other comprehensive income (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 FVOCI are classified as financial assets at FVTPL. 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.
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.
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.
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Financial statements Notes to the consolidated financial statements
169
Note 39. Other significant accounting policies (continued)
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 unit. 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.
NOTE 40. EVENTS AFTER REPORTING PERIOD
On 23 February 2023, the Company was notified that Andrew Naudé (previous CEO) filed an Originating
Application in the Federal Court of Australia against the Company, its Directors, some members of management
and other respondents. DRA is taking legal advice in relation to defending the claims. 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.
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 2022 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
Chair
28 February 2023
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AUDIT DECLARATION OF
INDEPENDENCE
INDEPENDENT AUDITOR’S
REPORT
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Independent Auditor's Report
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ADDITIONAL INFORMATION
ASX ADDITIONAL INFORMATION
Additional information required by the Australian Securities Exchange and not shown elsewhere in the FY2022
Annual Report is detailed below. The information was current as at 10 February 2023.
NUMBER AND DISTRIBUTION OF EQUITY SECURITIES
The number of holders, by size of holding, in each class of equity securities is set out below:
# Holders
603
196
48
114
64
1,025
Shares
Total
93,948
523,732
338,550
4,202,157
49,252,111
54,410,498
Upside Participation Rights
ZEPOs Expiring 31/3/2024
ZEPOs Expiring 30/1/2025
# Holders
Total
% # Holders
Total
% # Holders
-
-
-
-
-
-
-
-
2
2
25,000,000
25,000,000
-
-
-
-
100
100
-
-
2
4
-
-
-
18,588
191,618
-
6
210,206
-
-
8.84
91.16
-
100
-
4
1
-
-
Total
-
16,843
8,421
-
-
5
25,264
100
%
0.17
0.96
0.62
7.72
90.52
100
%
-
66.67
33.33
-
-
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Total
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Total
ZEPOs Expiring 31/3/2025
ZEPOs Expiring 30/6/2025
ZEPOs Expiring 31/3/2026
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Total
# Holders
-
8
30
34
-
72
Total
-
34,645
224,646
806,165
-
1,065,456
% # Holders
-
-
3.25
21.08
75.66
-
100
-
-
5
-
5
Total
-
-
-
150,000
-
150,000
% # Holders
-
-
-
-
100
-
100
37
24
18
-
79
Total
-
142,693
187,500
570,746
-
900,939
%
-
15.84
20.81
63.35
-
100
* ZEPO is a zero-exercise price option.
There were 483 holders of less than a marketable parcel of shares (255 shares or fewer) based on the closing
price of shares on the ASX on 10 February 2023.
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179
EQUITY SECURITY HOLDERS
VOTING RIGHTS
The names of the 20 largest holders of quoted equity securities (fully paid ordinary shares) are listed below:
The voting rights attaching to each class of equity securities are detailed below:
Percentage of
Issued Shares
12.18
10.17
• 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; and
Name of Holder
Gency Support Limited
Apex Partners Holdings Pty Ltd
Momentum Securities Nominees (Pty) Ltd
Lion Steps (Pty) Ltd
Anchor High Equity Worldwide Snn Qi
Harrington Investment Holdings Pty Limited
Citicorp Nominees Pty Limited
Kilmarnock Investments Holdings (Pty) Ltd
Woodmead Ashes (Pty) Ltd
Buttonwood Nominees Pty Ltd
Salt Rock Holdings Pty Ltd
Vespera Pty Ltd
Thestfield Pty Ltd
Thimsian Pty Ltd
Nabugraph Pty Ltd
Pro Liberi Investments Pty Ltd
Andrew James Naudé*
Alistair Ruth (Pty) Ltd
Howgold Enterprises (Pty) Ltd
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
GSPC Trading And Refining (Pty) Ltd
Number Held
6,624,654
5,534,821
4,144,313
4,123,340
3,913,618
1,922,859
1,660,053
1,476,616
1,100,110
729,685
639,366
627,879
627,879
627,879
627,879
627,879
617,952
598,666
574,499
563,584
7.62
7.58
7.19
3.53
3.05
2.71
2.02
1.34
1.18
1.15
1.15
1.15
1.15
1.15
1.14
1.10
1.06
1.04
37,363,531
68.66
* The shares held in the name of Andrew James Naudé are in the course of being transferred to Apex Partners Holdings Pty Ltd.
The 25,000,000 Upside Participation Rights (UPR) 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 10 February 2023.
Name of Holder
Apex Partners Holdings Pty Ltd
Gency Support Limited
Leon and Stella Uys (Lion Steps (Pty) Ltd)*
Anchor High Equity Worldwide Snn Qi
VMF Investments Limited**
Shares
Number Held
10,489,863
Percentage
19.28%
6,642,339
4,123,340
3,913,423
3,075,615
12.25%
7.60%
7.22%
5.65%
* Some of these shares are in the course of being transferred to third party buyers.
** These shares were sold in December 2022 to Apex Partners – see ASX announcement dated 12 December 2022. A notice of ceasing to
be a substantial holder has not been lodged with ASX by VMF Investments Limited.
There may be differences between this information and the list of the top 20 largest shareholders due to
differences between registered holder details, the nature of a holder’s relevant interest in voting shares, or
movements of less than 1 percent which do not require disclosure.
• Options – no voting rights.
ON-MARKET SHARE BUY-BACK
DRA is not currently conducting an on-market buy-back of its shares on the ASX or the JSE.
RESTRICTED SECURITIES AND VOLUNTARILY ESCROWED SECURITIES
There are no securities on issue which are restricted securities or securities subject to voluntary escrow.
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 UPRs
proposed to be issued (and now on issue) to BPESAM IV M 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 as follows;
• 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 – no UPRs were converted during the reporting period.
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SUMMARY OF TERMS AND CONDITION OF THE UPRS
Issuer
DRA Global Limited.
Initial Holders
BPESAM IV M Limited and BPESAM IV N Limited.
Initial Grant
25,000,000 UPRs.
The value of each UPR is determined as the 30-day VWAP of Shares minus $3.10.
UPR Value
Conversion to Shares
Cash settlement
option
Commencement Date
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.
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.
DRA may elect to settle the exercise of UPRs by payment of the UPR value using immediately available funds.
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 percent of the UPRs if at any date from the ASX listing the 30-day VWAP
of shares exceeds the Offer Price by 25 percent.
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 percent 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 million.
Liquidity event
Adjustments
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 percent 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.
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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Additional information Glossary
183
GLOSSARY AGM Annual General MeetingAMERAmericasAPACAustralia, Asia Pacific ASXAustralian Securities Exchange B-BBEEBroad-Based Black Economic EmpowermentCCSOChief Corporate Services OfficerCEOChief Executive OfficerCFOChief Financial OfficerCOOChief Operating OfficerDFSDefinitive feasibility studyEBITEarnings before interest and taxesEBITDAEarnings before interest, taxes, depreciation and amortisationEMEAEurope, the Middle East and AfricaEPCEngineering, procurement and constructionEPCMEngineering, procurement, and construction managementEPSEarnings per shareESGEnvironmental, social and governanceFEEDFront-end emgineering designH1First halfH2Second halfHSEHealth, safety and environmentIPOInitial public offeringJSEJohannesburg Stock ExchangeKMPKey Management PersonnelkVKilovoltsLTILong-term incentiveLTIFRLost time injury frequency rateLTIPLong-term incentive planMTPAMillion tonnes per annumNEDNon-Executive DirectorNPATNet profit after taxO&MOperations and maintenancePGMPlatinum group metalsSTIShort-term incentiveTFRTotal Fixed RemunerationTRIFRTotal recordable injury frequency rate TSRTotal shareholder returnUPRUpside Participation Rights DISCLAIMERS
FORWARD-LOOKING STATEMENTS
This report contains certain forward-looking statements (including financial forecasts) with respect to
the financial condition, operations and business of the Company and certain plans and objectives of the
management of DRA. Forward-looking statements can be identified by the use of forward-looking terminology,
including without limitation, the terms “believe”, “estimates”, “anticipates”, “expects, “predicts”, “intends”, “plans”,
“goals”, “targets”, “aims”, “outlook”, “guidance”, “forecasts”, “may”, “will”, “would”, “could” or “should” or, in each
their negative or other variations or comparable terminology. These forward-looking statements include all
matters that are not historical facts.
Such forward-looking statements involve known and unknown risks, uncertainties and other factors which
because of their nature may cause the actual results or performance of the Company to be materially different
from the results or performance expressed or implied by such forward looking statements.
Such forward-looking statements are based on numerous assumptions regarding DRA’s present and future
business strategies and the political and economic environment in which DRA will or may operate in the future,
which may not be reasonable, and are not guarantees or predictions of future performance. No representation is
made that any of these statements or forecasts will come to pass or that any forecast result will be achieved, or
that there is a reasonable basis for any of these statements or forecasts.
Forward-looking statements speak only as at the date of this report and to the full extent permitted by law,
DRA and its respective affiliates and related bodies corporate and each of their respective related parties and
intermediaries disclaim any obligation or undertaking to release any updates or revisions to information to reflect
any change in any of the information contained in this report (including, but not limited to, any assumptions or
expectations set out in the report).
NON-IFRS FINANCIAL INFORMATION
DRA’s results are reported under the Australian Accounting Standards as issued by the Australian Accounting
Standards Board which are compliant with International Financial Reporting Standards (IFRS) as issued by the
International Accounting Standards Board.
DRA discloses certain non-IFRS measures including Earnings Per Share (excluding valuation of UPRs) and
Headline Earnings per Share 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 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.
CORPORATE DIRECTORY
AUDITOR
BDO Audit (WA) Pty Ltd
Level 9, Mia Yellagonga Tower 2, 5 Spring Street,
Perth WA 6000, Australia
PRINCIPAL BANKERS
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 and 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
www.draglobal.com
info@draglobal.com
2023 ANNUAL GENERAL MEETING
DRA Global Limited’s Annual General Meeting is
scheduled for 9 May 2023 at a time and place (in
Johannesburg) to be announced.
DIRECTORS
Peter Mansell
Chair and Independent Non-Executive Director
Lee (Les) Guthrie
Independent Non-Executive Director
Paulus (Paul) Lombard
Independent Non-Executive Director
Jonathan (Johnny) Velloza
Independent Non-Executive Director
CHIEF EXECUTIVE OFFICER
James Smith
CHIEF FINANCIAL OFFICER
Michael Sucher
CHIEF OPERATING OFFICER
Alistair Hodgkinson
CHIEF CORPORATE SERVICES OFFICER
Bronwyn Baker
COMPANY SECRETARY
Ben Secrett
REGISTERED OFFICE AND BUSINESS ADDRESS
Level 8, 256 Adelaide Terrace, Perth WA 6000,
Australia
Telephone: +61 8 6163 5900
POSTAL ADDRESS
PO Box 3130, East Perth WA 6892, Australia
SHARE REGISTER
Computershare Investor Services
Level 11, 172 St Georges Terrace, Perth WA 6000,
Australia
Telephone: 1300 850 505
www.computershare.com/au
and at
Rosebank Towers, 15 Biermann Avenue, Rosebank,
2196, Gauteng, South Africa
Telephone: +27 11 370 5000
www.computershare.com/za
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185
HEAD OFFICE Level 8, 256 Adelaide Terrace / Perth WA 6000 / Australia
POSTAL ADDRESS PO Box 3130 / East Perth WA 6892 / Australia
TELEPHONE +61 (0)8 6163 5900
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