ANNUAL REPORT
2022
Powering the Communications,
Energy & Utilities Industries’
Next Digitally-Enabled Experiences
CONTENTS
Consolidated Statement of Comprehensive Income
Chairperson and Chief Executive Officer Joint Report
Environmental, Social and Governance (ESG) Report
Auditor’s Independence Declaration
4
8
16 Board of Directors and Company Secretary
18 Directors’ Report
23 Remuneration Report
43
44 Financial Report
45
46 Consolidated Statement of Financial Position
47 Consolidated Statement of Changes in Equity
48
49 Notes to the Financial Statements
101 Directors’ Declaration
102
106
108 Corporate Directory
Consolidated Statement of Cash Flows
Australian Securities Exchange (ASX)
Independent Auditor’s Report
REGIONS AND NUMBER OF STAFF
CANADA
54
USA
160
Carlsbad
MEXICO
1
New York
Bethlehem
Hazleton
Columbia
Atlanta
Houston
BRAZIL
7
Buenos Aires
ARGENTINA
34
Hansen Technologies Ltd Annual Report 2022 TURNING TODAY’S ENERGY AND COMMUNICATIONS
COMPANIES INTO TOMORROW’S NEXT DIGITALLY
DRIVEN EXPERIENCE COMPANIES.
UK &
IRELAND
171
NORDICS
252
EUROPE
113
Carlsbad
New York
Bethlehem
Hazleton
Columbia
Atlanta
Houston
INDIA
361
CHINA
27
VIETNAM
169
JAPAN
1
INDONESIA
4
Buenos Aires
SOUTH
AFRICA
15
AUSTRALIA
179
NEW
ZEALAND
42
1
Hansen Technologies Ltd Annual Report 2022 ENERGY & UTILITIES
A$143.1m
Revenue
HansenSuite
Within the Energy & Utilities sector,
the focus of our customers varies
across the world.
In the North American region, our reputation as
a strategic leader for customers in the emerging
high-value community solar space continues
to build. The investment by public and private
companies is unprecedented as the demand for,
and focus on, renewables to both curb rising living
costs and help address climate change challenges
continues at pace. In Europe, our investment in
Meter & Energy and Trade and Insight modules
continues to be well received. In the past year, many
multi-geography customers have undertaken initial
projects with us in one market, and quickly signed
on for further projects across multiple markets
and multiple modules of our Hansen Suite for
Energy & Utilities as the energy customers navigate
the implications of the deregulated and highly
competitive energy environment.
2
Hansen Technologies Ltd Annual Report 2022 COMMUNICATIONS, TECHNOLOGY & MEDIA
A$147.4m
Revenue
HansenSuite
Our tightness with our customers has
enabled us to align closely with our
Communications & Media customers
around the focus in their worlds on
5G, IoT and Cloud transformations.
This has resulted in strong momentum in the
upgrades of many clients to the latest version
of our Communications & Media modules,
including many who have chosen to embrace
our SaaS and cloud-native versions. These
customers are quickly realising benefits that are
helping take them to the next level in terms of their
seamless service delivery and speed to market.
3
Hansen Technologies Ltd Annual Report 2022 CHAIRPERSON AND CHIEF EXECUTIVE OFFICER JOINT REPORT
We are pleased to present the Annual Report for
Hansen Technologies Limited for financial year
ended 30 June 2022 (FY22).
During these uncertain times where we have navigated global
challenges never experienced before, Hansen is incredibly
proud to deliver its results for FY22.
These solid underlying results, and our overall strong financial
position, are a direct result of our people and their passion and
commitment. Without them and their deep knowledge of the
customers we serve, alongside our modular suite of products
and solutions, we would not be able to consistently deliver value
to them and to you, our shareholders. It is this combination that
continues to power our ability to help our customers create and
deliver new and engaging customer and service experiences
across the Communications, Media & Energy sectors, and in
turn create strong and ongoing shareholder value.
Last year, as we marked the Company’s 50th anniversary,
we reiterated our continued confidence in our business strategy
and our people in helping create success for our customers
and shareholders.
We are delighted to share that in this last 12-month period
we closed our largest ever new customer win with Exelon
Corporation, the largest utility company in North America.
This new significant win, among a range of other new wins
and organic growth successes related to 5G, IoT, Cloud
transformation and the emerging energy industry, has helped
Hansen forge ahead into new and expanding growth markets.
To support this growth, we have increased our talent pool
in our development and delivery areas of excellence across
Argentina, Vietnam and India. This has been achieved despite
the challenges the industry has faced with the shortage of
talented resources.
As Hansen progresses into its future, we continue to invest in
advancing our products and solutions. This last year was our
most significant year in terms of investing in our suite of products
and solutions, as we supported many of our customers with
their digital transformations. Hansen’s approach of consistently
putting our customers at the centre of our thinking enables
us to anticipate and power their journeys into the future.
As we closed the year, we are working towards achieving status
of Carbon Neutral Certified for our operations in Australia by
Climate Active. This focus on supporting a world where we lessen
our negative impacts on the environment and focus on what
positive impacts we can make is a journey that we will share
more on in the coming 12 months.
Our Strategy
At Hansen, our vision and promise to our customers is simple
– it’s about helping our customers traverse the challenges and
opportunities of today’s markets. We take on the complex and
deliver software solutions that solve business-critical problems,
supporting our customers for growth. We do this by partnering
closely with them to understand their businesses and the
expectations of their customers to help compete beyond
the delivery of basic energy and communications services.
David Trude
Chairman
Andrew Hansen
CEO
“ THIS LAST YEAR WAS OUR MOST
SIGNIFICANT YEAR IN TERMS OF
INVESTING IN OUR SUITE OF PRODUCTS
AND SOLUTIONS, AS WE SUPPORTED
MANY OF OUR CUSTOMERS WITH
THEIR DIGITAL TRANSFORMATIONS.”
33.8%
Underlying EBITDA Margin
63.5%
Free Cash Flow as a %
of Underlying EBITDA
4
Hansen Technologies Ltd Annual Report 2022 How we deliver this is through a combination of three
key focuses:
• we continue to leverage our global experience and expertise;
• we continue to invest in and evolve our offerings to ensure
our customers’ technical journeys are on point, and cost-
effective; and
• we continue to explore how we can enter new markets
and new market segments, diversify our customer base
and potentially expand into new industry verticals.
Our emphasis on strong execution against this strategy has
resulted in another very positive year for Hansen.
Our financial strength continues to be bolstered by our
customer-first focus and our strong recurring revenue model.
This, coupled with the positive momentum across our business,
only helps reinforce the confidence we have in Hansen and our
future outlook.
Year in Review
The ongoing strength of our performance comes in part from
the highly predictable revenues that afford strong business
resilience. Yet we don’t take these for granted.
While it is challenging for customers to shift and change what
many consider to be mission-critical infrastructure, it is a reality
we don’t dismiss lightly.
This is where the value of our people and their technology
and sector knowledge shines through, along with our
commitment to continually invest in our Hansen Suite for
Energy & Communications. Our aim is to have long-term
partnerships with all our customers, and we are delighted
that many of these are now in the multi-decade era.
This tightness with our customers has enabled us to align
closely with our Communications and Media customers around
the focus in their worlds on 5G, IoT and Cloud transformations.
This has resulted in strong momentum in the upgrades of many
clients to the latest version of our Communications and Media
modules, including many who have chosen to embrace our SaaS
and Cloud-native versions. These customers are quickly realising
benefits that are helping take them to the next level in terms of
their seamless service delivery and speed to market.
Within the Energy & Utilities sector, the focus of our customers
varies across the world. In the North American region, our
reputation as a strategic leader for customers in the emerging
high-value community solar space continues to build. The
investment by public and private companies is unprecedented
as the demand for, and focus on, renewables to both curb rising
living costs and to help address climate change challenges
continues at pace. As even more political and consumer
pressure is applied to this sustainability space, Hansen is
well placed to play a central role and bring these benefits
back to shareholders.
In Europe, our investment in Meter & Energy and Trade and
Insight modules continues to be well received. In the past year,
many multi-geography customers have undertaken initial projects
with us in one market, and quickly signed on for further projects
across multiple markets and multiple modules of our Hansen
Suite for Energy & Utilities as the energy customers navigate
the implications of the deregulated and highly competitive
energy environment.
Customer-Centric Lens to Solutions, Development
and Investment Cements Long-Term Relationships
In the past year, the focus on the customer and their worlds
continued to be central to the priorities of the evolving solutions
and our investments.
Increased competition for our customers from traditional and
non-traditional arenas, coupled with the headwinds from political,
environmental and consumer landscapes, is challenging them
to closely assess their infrastructure environments and their
business-critical solutions. Time to market with data, insights and
new offerings remains a key competitive lever for all customers,
regardless of their sector, and the end experience of consumers
(frictionless, fast, unexpected in offerings) is paramount to their
ability to compete and retain customers (or win new customers).
5
Hansen Technologies Ltd Annual Report 2022 CHAIRPERSON AND CHIEF EXECUTIVE OFFICER JOINT REPORT CONTINUED
To date, none of the opportunities we assessed have met our
expectations. That said, we have a rich pipeline that we continue
to explore as we seek to build the Hansen family.
Strong, Profitable and Cash-Generative Year
We are pleased to once again see solid underlying organic
growth in the business. When the Telefonica licence revenue
for FY21 is adjusted, we have grown from an FY21 base revenue
of $286.7 million to $296.5 million in FY22.
Financials
The Group’s financial performance this year has been solid
across all financial metrics. Excluding the recognition of a one-off
$21m Telefonica licence fee in FY21, the FY22 result is particularly
pleasing and highlights solid organic growth.
A$ Million
Operating revenue
Underlying EBITDA(1),(2),(4)
Underlying NPAT(4)
Underlying NPATA(1) (3) (4)
Basic EPS based on
underlying NPATA (EPSa)
(cents)(1)
FY22
FY21
Variance
(%)
296.5
100.3
42.2
58.2
307.7
120.2
56.8
73.1
(4%)
(17%)
(26%)
(20%)
29.0
36.7
(21%)
(1) The Directors believe the information additional to IFRS measures
included in the report is relevant and useful in measuring the financial
performance of the Group. These include: EBITDA, NPATA and EPSa.
(2) EBITDA is a non-IFRS term, defined as earnings before interest, tax,
depreciation and amortisation and excluding net foreign exchange gains
(losses).
(3) NPATA is a non-IFRS term, defined as net profit after tax, excluding tax-
effected amortisation of acquired intangibles.
(4) Underlying EBITDA, underlying NPAT and underlying NPATA exclude
separately disclosed items, which represent one-off costs and income
during the period. Further details of the separately disclosed items are
outlined in Note 4 to the Financial Report.
The underlying EBITDA margin was 33.8%, slightly down on the
previous year (excluding Telefonica). In light of the challenges
presented by a global talent shortage and inflationary pressures,
the underlying EBITDA margin for the full year is a particularly
robust result.
This solid financial performance is further underpinned by the
Group’s ability to generate cash flow from operations, which was
$91.2 million and free cash flow of $63.7 million after adjusting
for the repayment of lease liabilities. Hansen’s ability to generate
cash in the current environment further underscores the strength
it has, enabling it to invest in its products and fund acquisitions.
In the past 10-plus years, we have consistently delivered EBITDA
margins greater than 25%. And this year, we are proud to report
this is no exception.
“ AS EVEN MORE POLITICAL AND
CONSUMER PRESSURE IS APPLIED TO
THIS SUSTAINABILITY SPACE, HANSEN
IS WELL PLACED TO PLAY A CENTRAL
ROLE AND BRING THESE BENEFITS
BACK TO SHAREHOLDERS.”
We have continued in our conversion to cloud-native technologies
and SaaS-based structures to meet the growing demands of our
customers. We have also invested significantly in ensuring our
modules at least meet, if not exceed, the expectations around
being standards-based. This is of particular importance in the
Communications and Media sector.
Today all modules within our Communications & Media offering
have cloud-native and SaaS options, and we are well-progressed
in our plans to deliver the same for our modules in the Hansen
Suite for Energy and Utilities. This provides our current and future
customers with more flexibility as they navigate their own paths
for their future-state needs and infrastructure requirements.
This focus is proving itself as the right one for Hansen and
its shareholders. The predictability of revenue continues as
we demonstrate our value as a long-term partner to our
customers – yet this is just a component of our overall story.
This focus has resulted in marquee customer wins and success
as we both demonstrated and helped our customers upgrade
and embark on significant customer transformation journeys
resulting in an expansion of the Hansen Suite modules to
power their core business.
Customers share with us time and time again that they come
to us (and remain with us) because of the confidence they
have in our solutions, and the trust they place in our people
to partner with them on often complex and challenging
transformation initiatives.
Exploration into New Verticals and Growth
Arenas Continues
The Company is well positioned to make acquisitions, should
the right opportunities be presented. Over the past year, the
pipeline of opportunities has continued to be robust, yet the
Company continues to be very selective around targets that
have the potential to continue our history of delivering value-
accretive growth through acquisition.
In the FY22 year, we explored a number of opportunities and
also expanded our investigation into parallel yet complementary
verticals where our current expertise and modules might fit and
where technology products could benefit our customers in new
and different ways.
6
Hansen Technologies Ltd Annual Report 2022 1 4 %
C A G R :
5 - y e a r
120.2**
85.7
100.3
Outlook
Operating Revenue ($m)
5 - y e a r
1 1 %
C A G R :
301.4
307.7**
296.5
230.8
231.3
174.7
350
300
250
200
150
100
50
0
2017
2018
2019
2020
2021
2022
Underlying EBITDA* ($m)
140
120
100
80
60
40
20
0
66.7
63.1
51.0
2017
2018
2019
2020
2021
2022
* EBITDA is a non-IFRS term that relates to earnings before interest, tax,
depreciation and amortisation and excluding net foreign exchange gains
(losses). AASB 16 Leases (AASB 16) has been applied to FY17 to FY19
to reflect an estimated impact of the adoption of this standard. AASB 16
has been adopted by the Group in FY20. Non-recurring items have been
excluded from each year, where applicable.
** FY21 operating revenue and FY21 underlying EBITDA include the impact
to revenue and reported EBITDA of a one-off licence revenue of $21m.
Investing in our Future: Building out the Best People
and Culture Environment
As Hansen has over 1,500 staff working in over 20 countries
globally, there is no doubt that the enforced lockdowns and
different ways of working have brought a myriad of challenges
to the employment market. At Hansen, we value our people and
work with them to understand what they need to do to deliver
great outcomes and have rewarding careers with us. These last
12 months have seen us evolve and change a number of our
policies to help provide an environment where our people feel
connected and engaged and have choice and flexibility as to
where they work.
We have purposefully not mandated a return to office; rather we
have embraced the hybrid way of working as the Hansen Way
Forward. We will continue to offer our people connection hubs
(increasingly newer and evolved offices in more locations) to
come together and work, collaborate and engage. Yet we firmly
believe that by taking a more flexible approach we will retain
more of our people and open up the opportunities to attract the
best talent to our growing business from wherever they chose
to live and work from.
As we navigate these early days of the new ways of working,
we are trialling a range of new initiatives, designed to enhance
communication, collaboration and engagement. We are
embracing all of our communications channels to bring
our people closer together and continue that strong sense
of family that has long made Hansen the company it is today.
One initiative to highlight is our 50 Acts of Impact, conceived to
both mark our 50th year of business and to help bring our people
together and give back in local ways to causes and initiatives that
matter to them. This has been positively received with individuals,
teams and the entire Company getting behind different Acts. We
are proud to share that we are well on the way to achieving our
50 Acts by the end of the calendar year.
These changes we are making are all part of our long-term
strategy to continue to be a positive destination for our people.
Like with our customers, we aim to partner with our people for
the long term. We are looking forward to enabling more people
to experience this aspect of Hansen as we continue to expand.
Hansen is confident in our ability to continue to grow and evolve
both our product and solution offerings and our customer portfolio.
We have a strong talent pool that is a good balance of very senior
and experienced professionals, and younger yet highly passionate
and talented emerging leaders and professionals.
The sectors we currently serve – the Energy & Utilities and the
Communications & Media sectors – are two sectors whose
essential nature of services helps make them, and us, somewhat
recession-proof. Rather it is the pressures they face from
emerging competitors, on the political and consumer fronts and
the ongoing health and conflict challenges, that necessitate that
they must continue to transform at pace.Our tight integration
with their business-critical technologies, coupled with our deep
vertical and technology expertise, ensures we are well placed
to continue strongly in these sectors.
While there continue to be ongoing challenges with global
inflation, wage pressure and talent acquisition, Hansen has a
strong track record of both tightly managing a global cost base
and retaining talent. We are well placed for the coming years.
As we continue to explore new growth opportunities, we have
great confidence in the ability of our solutions to bring value
to other sectors and for us to simultaneously gain value from
the solutions that complementary sectors draw on and bring
these back to our customers. This is a space we will continue
to actively explore through the FY23 year.
To close, our strong balance sheet, our ability to continue
to generate cash, and our steadfast focus on creating and
delivering evolved solutions are enabling us to do all we want to
do. Importantly, it is culminating in us continuing to deliver value
– value to our people, our customers and our shareholders.
We are immensely proud of our continued ability to strongly
navigate the headwinds that the past two years have
presented and we look forward to sharing further updates
on our momentum in the coming months.
7
Hansen Technologies Ltd Annual Report 2022 ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) REPORT
“ DURING FY22, HANSEN STARTED ON
OUR JOURNEY TO BECOME CARBON
NEUTRAL INITIALLY FOCUSING ON OUR
AUSTRALIAN OPERATIONS WHERE
THE COMPANY IS HEADQUARTERED.”
8
Hansen Technologies Ltd Annual Report 2022 Hansen is a global business that aims to
always operate sustainably, make wise business
decisions that help support our planet’s future,
and support our communities and our people
to thrive.
CEO Message
Since our beginnings more than 50 years ago, Hansen has
focused on long-term sustainability and success. We are
a global provider of software and services to the energy,
water and communications industries. With our award-winning
software suite, we help more than 600 customers in over
80 countries to create and deliver new products and services,
engage with customers, and control and manage critical
revenue management and customer support processes.
While Hansen’s operations do not have a material impact
on the environment, we acknowledge the science of climate
change and are committed to operating in the most
sustainable manner possible.
For us, sustainability spans not just our environmental footprint
and impact, but also how we operate to support and grow
our people, our customers and our communities to help deliver
more sustainable futures across all key facets. And all of this
is underpinned by strong governance.
In this, our inaugural report, we have focused on our customers,
partners, people and communities and the environment.
Governance we have outlined independently on our website.
I am proud to share a range of positive initiatives that we already
have underway that are impacting our people, customers and
communities. These include expanded flexibility opportunities
for our talent pool, to our Acts of Impact program and our
commitment to hire people wherever they are in the world,
reducing the reliance on being solely in major cities.
During FY22, Hansen started on our journey to become carbon
neutral initially focusing on our Australian operations, where
the Company is headquartered. Shortly following the close
of the fiscal year, the company announced its investment
in a renewable energy project in India, and the Australian
operation was certified as carbon neutral by the Climate
Active Organisation.
We intend to continue to seek continuous improvement,
year on year, in the scope of our reporting.
I am delighted to share this inaugural report to our stakeholders,
and we invite you to join us on our journey.
Formalising the Framework for our Sustainability
Journey
The industries we support and the geographies where our people
are located have meant that as a Company, we have always
been focused on the broadest definition of sustainability.
As this report is our inaugural formal report, it is a baseline that
will help formulate the initial stages of our journey into a more
structured and measurable framework that will include setting
targets and reporting outcomes.
In developing this report, we have applied a combination
of the Sustainability Accounting Standards Board (SASB)
framework for the Software & IT Services industry under the
standards for the Technology & Communications sector,
and the Global Reporting Institute’s Universal Sustainability
Reporting Standards (GRI Standards) to analyse Hansen’s
current position. The SASB framework is an industry-specific
framework and was predominantly applied to assess
environmental and social factors in this report.
This year Hansen has collected and analysed information
for our headquarters in Australia. What we have learned is
that Hansen’s main carbon-emitting activities relate to our
corporate offices and travel between our offices and those
of our customers.
We expect, as our processes become more established,
to commence reporting on a more global and detailed basis.
Our intentions for next year’s report include:
• extending the collection of information across more of our
global operations;
• reviewing all our material sustainability risk areas; and
• commencing a review process of the targets in these areas.
In terms of our initial initiatives to reduce our social and
environmental impacts, we are focusing on:
• Ensuring the workspaces we choose to offer for our people
should they elect to work from an office:
– are energy efficient within the building and facilities;
– provide for waste minimisation through recycling
(and e-recycling), waste separation and paperless-first
policies where practical;
– are located close to central public transport options, bicycle,
running and walking paths; and
– offer quality end-of-trip facilities to encourage less carbon-
intensive travel to and from offices.
• Embracing technology-first inter-office and client connection
and collaboration:
– making access to a range of positive and easy-to-use
technology a natural part of our hybrid way of working
to help minimise unnecessary travel; and
– where travel is undertaken, we will always assess the carbon
emissions programs of the transportation companies that
are options for us.
• Enhancing our procurement processes to consider climate
impacts in purchasing.
Our Environment: Reducing our Impacts and
Supporting Future Positive Impacts
Long before Hansen took steps to formally map out a framework
and metrics for sustainability and an overall approach to ESG,
the Company and its people had been operating with an
environmental conscience.
To help offset carbon emissions produced by the Company,
Andrew Hansen has been personally planting around 2,000
trees on his land each year. Our offices have always been
selected in locations that are close to public transport hubs.
9
Hansen Technologies Ltd Annual Report 2022 ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) REPORT CONTINUED
An Early Look at our Environmental Initiatives
Hansen’s Hybrid way of Working: Embracing
Technology First
As the world began to emerge from lockdowns and mandates
for people to work from home, Hansen made a conscious
decision not to mandate that its people return to offices for
the vast majority of its roles.
This decision came through a combination of understanding
how our people wanted to work into the future, to maintain the
lifestyle, balance and wellbeing that not commuting and being
in big offices provided them, coupled with considerations around
the environmental impact benefits by not demanding our people
transport themselves into offices.
This reduction of travel to the office extends to a much-reduced
expectation of our people to travel between our offices and to
our customers. As a Company, we have continued to embrace
a technology-first approach to meetings and connections –
leveraging the advancements made in video technology to
communicate and collaborate.
Where we are having people travel, more conscious decisions
around the choice of transport providers, accommodation
and the like are being made.
Evolving our Office Offerings
Over the past 12 months it became apparent that the office
spaces that we had to accommodate our full complement of
people would not be required. We have undertaken an audit to
understand what flexibility we have with current leases and where
we can move to smaller and more environmentally advanced
spaces with conscious considerations to proximity to transport
options, walking and cycling pathways and advanced facilities
for people.
In Australia we have opened a small central office and are in the
process of assessing the needs across our Australian operation.
Similar work is in train in other locations around the world.
As we assess these offices, we are looking at the lighting,
the heating and cooling options, and what we can do to reduce
our overall impacts with recycling, energy choices of building
provider, encouraging our people to print as a last resort,
and much more. We aim to align with local and international
certifications for environmental and healthy buildings.
Assessing our Suppliers
A number of our customers still require access to datacentres.
As we either move to third parties or review our own, we
are looking at how we can support a greener approach
to datacentre decisions. For example, selecting the most
energy-efficient datacentres, constantly reviewing emerging
and new technologies, and helping our customers be more
considerate in their business decisions.
And by nature of the sectors we support and being in the industry
of software development, we are always looking ahead at how
our work can support a more sustainable operation and future
for our customers and their customers.
Taking Steps to Becoming Carbon Neutral
At Hansen, we are committed to operating into the longer term
globally as a carbon neutral business. We recognise with the
complexity of our many operations that this is not an overnight
initiative, and that there are many facets to influencing our
carbon emissions and how to offset those where we can’t
eliminate them fully.
With this in mind, we are exploring a phased approach,
which commenced in FY22, with the initial focus on our
Australian operation.
FY21 Australia Carbon Emissions
5,564.42 tCO2-e
Total
Energy Consumption
19% 18%
Renewables
Conventional
(AU only, FY21)
As we are a growing business, this may mean that over time
our net carbon emissions don’t reduce significantly, but our
FTE emissions do. For transparency we will provide both
metrics in future reporting.
When the FY22 closed, Hansen was in the process of finalising
its carbon neutral status for Australia as disclosed above with
Climate Active certification. To complete this, the Company
needed to invest in a project that would offset its emissions.
As this report went to print, we can confirm we have received
this certification for Australia with details of our investments
outlined below.
As we move forward, we will expand the program to both
continue to reduce our emissions and build on investments.
10
Hansen Technologies Ltd Annual Report 2022 Carbon Offset Program: Project One – Wind and Hydro
in India
As Hansen set about exploring options to invest in projects to
offset our carbon emissions, the company had some key criteria:
• We wanted to focus our efforts in countries where our people
live and work from.
• We wanted to invest in projects or initiatives that would
help our people and customers be able to consume more
environmentally friendly energy in the future.
For our initial offset projects, Hansen has selected two projects in
India where around one quarter of our people live and work from.
One is a wind power project in Andhra Pradesh and the other is a
hydroelectric project in the Kinnaur District in Himachal Pradesh.
Both these projects support local communities reduce
their reliance on fossil-fuels and help provide new forms
of employment and the wider economic benefits that result.
Next Steps
While many of these initiatives are in play, formalising this into
a framework with plans and metrics is the next step.
We will continue to explore how we can leverage the data we
have to offer our customers opportunities to further improve our
software and solutions that in turn help their customers reduce
their impact on the environment.
Our Customers, Partners, People and
Communities (Social)
Our Customers
Through the nature of our software and the solutions we develop,
we help our customers operate more efficiently and in turn to
effectively lessen their demand on global resources. We support
them and their journeys in a range of ways from the expert
counsel and skills of our people to the thought leadership
and next-gen thinking as together we all plan into the future.
11
Hansen Technologies Ltd Annual Report 2022 ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) REPORT CONTINUED
“ AVERAGE 10+ YEARS CUSTOMER
RELATIONSHIPS; LESS THAN 2%
CUSTOMER CHURN”
We take pride in our long-term relationships, many of which
multi-decade and on average at least 10 years. In the past
year we have experienced less than 2% customer loss.
Data Privacy and Security
We believe using data responsibly is in everyone’s interest
including our customers, our advisers, our suppliers, our
partners and our people. Our software development practices
demand that we embed the highest possible security protection
mechanisms in our software, and we have a rigorous testing
process to ensure that our security measures are upheld and
provide the right protection for our customers and their data
into the longer term.
With this laser focus on security and data privacy, our customers
trust us to use their data with care and respect.
Supporting our development process is a robust range of
policies that our people comply with, including the Hansen
Privacy Policy, Security Policy and Record Retention Policy.
Anyone with access to Hansen systems is required to undertake
privacy training, to understand what personal data is and
what we can all do to help protect it, and is required to pass
an assessment on completion of training as a condition of
accessing our systems. Our people are required to complete
this annually.
We did not have any notifications to the regulators of privacy
incidents during FY22.
Our People
Talent Attraction
Our talent attraction strategy varies from region to region with
one important common thread – we focus on hiring the best
person for the position and the business regardless of whether
it is a graduate job or an experienced hire. The introduction of
our permanent hybrid way of working means that we are no
longer restricted to cities and countries, and we openly welcome
our people regardless of their proximity to our office hubs to
ensure our people and our clients get to benefit from the best
possible talent.
We are also conscious of our responsibility in helping build the
next generation of technology and business leaders. We are
proud to share that in the past fiscal year we have welcomed
to the Hansen family 60 graduates. They are all on a structured
program of development and will help us build our capability
while providing valuable experiences to fresh graduates in
countries including India and Vietnam.
Employee Engagement and Culture
We are an organisation that believes that continually seeking
to understand our employees’ needs is vital to mutual success
– particularly in the wake of COVID-19 and navigating the
next normal. We embrace a range of tools to listen and seek
input, including our annual engagement survey and various
pulse-check surveys, which we run throughout the year. We
were pleased to see that our last survey represented a very
strong employee voice, with an 82% response rate. Despite
the challenges of COVID-19 and other political and economic
uncertainties, 70% of our people indicated positive engagement,
83% indicated positive inclusivity sentiment and 80% indicated
positive sentiment around wellbeing.
“ 70% OF OUR PEOPLE INDICATED
POSITIVE ENGAGEMENT, 83% INDICATED
POSITIVE INCLUSIVITY SENTIMENT AND
80% INDICATED POSITIVE SENTIMENT
AROUND WELLBEING. ”
We work hard to bring our people together across our markets
and cultures. A core element of this is through storytelling using
our internal engagement platforms and external social media.
Our people share on their career journeys, how they have
overcome challenges and embraced opportunities, we showcase
hobbies, pastimes, and family life and help create greater
understanding and inclusion by sharing cultural moments.
We host around eight CEO townhalls each year hosted by
Andrew Hansen. These are an opportunity for our CEO and key
leaders to keep connected with our people and ensure regular
strategic business updates, and celebrations are appropriately
shared, along with a live Q&A and a fireside chat on pertinent
strategic focuses. For the majority of the FY22 year, these were
conducted virtually, alternating the time zones so that people
could join at least two of every three in their business day, and
we recorded them for those who couldn’t make the live sessions.
Where travel had been possible, our CEO conducted these from
an onsite office and broadcasted simultaneously.
Globally and locally, we celebrate key cultural events on the
calendar. These have continued to run virtually where people
have been restricted from gathering in person. And following
the return to the potential for them to be in person, we always
offer the option of virtual and in-person to people to help
continue to build the connection and inclusion regardless
of location or working preference.
12
Hansen Technologies Ltd Annual Report 2022 Hansen Gender Ratio
31% 69%
Female
Male
Diversity
As a business in the high-tech space, we are very pleased to say
that our gender ratio is 31% per cent female and 69% per cent
male. We have worked very hard to bring this up from a 25:75
ratio and it is a continued focus for us, despite the shortage of
female IT talent across the industry.
Across our business, we have Hansen employees in more than
20 countries, fluent in more than 60 languages. It is this level of
diversity that we believe is a competitive advantage and an asset
to our customers. It means we have local people supporting local
customers, our people translate effortlessly across cultures and
geographies, and our people can connect, collaborate and grow
from continually engaging with global colleagues and experts.
Learning and Development
Providing our people not only with career paths, but also
development opportunities is critical to ensuring that not
only are they aligned with the business, but that they remain
motivated and driven towards innovation.
This starts with our comprehensive onboarding program, where
we allow all our new family members time to immerse into our
business, ‘meet’ our key leaders and get to know the Company
and its vision and values along with our products and solutions.
For all people we have our annual mandatory trainings and
refreshers to ensure everyone remains compliant around data,
security, privacy and our Company values. And we have been
systematically working with our people managers to ensure
our people have individual goals and plans, which identify key
learning goals to ensure they keep developing professionally
and personally.
In addition to our custom-developed trainings, which are
often product or technology-specific, such as our digital
certifications and badges, all our employees have access
to an online learning portal with more than 13,000 courses
ranging from IT and technology courses to professional
skills and other interest topics. Through FY22, our people
undertook and completed more than 8,500 courses across
all our learning platforms and opportunities. We firmly believe
that learning people are growing people, and that is key to
our continued success.
Retention and Embracing New Ways of Working
As the world has changed over the last two years, we have
pivoted our talent model, putting the employee at the centre
of how we operate, and how and where they would like to work
– individualising the work experience.
This year, we announced that we will not be mandating a
‘back-to-office’ policy, but instead inviting our people to attend
their local offices (or connection hubs) as and when they feel
comfortable. To support this, we have a calendar of events
taking place in offices to encourage team connections and
we are committed to opening offices in more centralised
locations, closer to commuting hubs, with breakout spaces
to facilitate easier collaboration.
We continue to celebrate globally the milestone anniversaries
of our people – in FY22 we had six anniversaries of more than
30 years of service, and many more spanning five, 10, 15, 20
and 25 years.
13
Hansen Technologies Ltd Annual Report 2022 ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) REPORT CONTINUED
Our people are encouraged to continually recognise their
colleagues for initiatives or efforts aligned to our values, and
monthly winners are celebrated globally.
In supporting our people to live and work from anywhere, often
where technology jobs are usually not available, we are helping
expand opportunities into new regions and do our small part to
support local economies.
We are continuing to assess and evolve our benefits and
employee value proposition (EVP), to align and reconfigure our
support system around wellness and mental health, ensuring that
we provide all the support we can to allow people to bring their
best selves to work – and live their best lives.
Responsible Business
As a business we are proud to be guided by our Hansen values.
These values are the foundation of how we behave and interact
with our colleagues, our customers, suppliers, shareholders and
other stakeholders. Together our values reflect the priorities of the
business and provide guidance in our decision-making.
We have a Code of Conduct that all our people commit to
on joining and a range of other interacting policies. Together
these align with our values to ensure that we observe the
highest standards of fair dealing, honesty and integrity in
our business activities.
Additionally, we have in place a Modern Slavery Policy to ensure
that we, together with our employees and suppliers, respect
and promote human rights and contribute towards eradicating
modern slavery.
We are committed to the continued evolution of this policy
and the underlying systems and controls to ensure that modern
slavery practices are not taking place anywhere in our operations
and supply chains. In FY23 we are looking to include our partners
within the scope of our modern slavery program, alongside
our current considerations of our people and suppliers.
Beyond our values and policies, Hansen is committed to
continually exploring how we can evolve the operation of our
business, from embracing a more paperless environment,
where we source our energy, and what further benefits cloud and
technology can help us deliver. This translates into not just what
we invest in R&D for our customers and future software solutions,
but also into how we can better operate overall as a business
across all metrics that make up ESG and overall sustainability.
Positively Impacting our Communities
As a Company of individuals, many of us are already actively
giving back through volunteering and other forms of giving on
a personal level. As a Company we have supported Médecins
sans Frontières (Doctors without Borders) for some years.
As we marked our 50 years of business, we conceived what we
have called our 50 Acts of Impact. This initiative recognises the
global diversity of our people, the communities we live in, and
the different needs and impacts we can help impact. Acts of
Impact was purposefully designed to welcome and encourage
our people to make a meaningful, long-lasting and purposeful
impact in our local communities and, where practical, to the
global society. This is running through the 2022 calendar year.
14
Hansen Technologies Ltd Annual Report 2022 “ ACTS OF IMPACT WAS PURPOSEFULLY DESIGNED
TO WELCOME AND ENCOURAGE OUR PEOPLE
TO MAKE A MEANINGFUL, LONG-LASTING
AND PURPOSEFUL IMPACT IN OUR LOCAL
COMMUNITIES AND, WHERE PRACTICAL,
TO THE GLOBAL SOCIETY.”
To date we have had individuals and teams across the globe
contribute Acts of Impact – many inspired by family members’
circumstances or causes they believe strongly in. These range
from fundraising for paediatric cancer research, running a half
marathon for pancreatic cancer, and raising funds for vulnerable
children in India and for the Ukraine.
We’ve had people cycling around Spain raising money
for medically related charities, the Great Hansen Haircut,
a book drive to get books into remote and poor schools and
communities in Vietnam, a science day to inspire the next
generation of scientists and STEM leaders, collections of
blankets and jackets for the homeless, clean-up days in
parks and reserves, donations of blood to supplement low
blood banks… the list goes on, and with many more still
to come.
The initiative will culminate with all our Acts being put in a virtual
hat, and one Act being drawn out. The people behind this Act
get to select a charity or cause where a corporate donation
will be made. We anticipate this will take place in late 2022.
15
Hansen Technologies Ltd Annual Report 2022
BOARD OF DIRECTORS AND COMPANY SECRETARY
The qualifications, experience and special responsibilities of each person who has been a Director of Hansen Technologies Limited
at any time during or since the end of the financial year are provided below, together with details of the Company Secretary as at the
year end.
Mr David Trude
Non-Executive Director
Chairman since 2011
Director since 2011
Age 74
Mr Andrew Hansen
Managing Director
and CEO
Managing Director
since 2000
Age 62
Mr Bruce Adams
Non-Executive Director
Mr David Osborne
Non-Executive Director
Director since 2000
Director since 2006
Member of the Remuneration
Committee
Member of the Audit
and Risk Committee
Age 62
Age 73
David has extensive
experience in a variety of
financial services roles within
the banking and securities
industries. He holds a
degree in commerce from
the University of Queensland
and is a member of many
professional associations
including the Stockbrokers and
Financial Advisers Association
of Australia and the Australian
Institute of Company Directors.
David is also a Non-Executive
Director of Cboe Australia Pty
Ltd and Non-Executive Director
of ASX listed Acorn Capital
Investment Fund Limited and
MSL Solutions Ltd.
Andrew has over 40 years’
experience in the IT industry,
joining Hansen in 1990. Prior
to Hansen, he held senior
management positions with
Amfac-Chemdata, a software
provider in the health industry.
Andrew led Hansen from its
listing on the ASX in 2000
to today being a global
business with a strong
history of decades of strong
profitability and growth.
Andrew is responsible for
implementing the Group’s
strategic direction and
overseeing the everyday
affairs of the Hansen Group.
Bruce has over 30 years’
experience as a commercial
and corporate lawyer. He
has practised extensively
in the areas of information
technology law, contract law
and mergers and acquisitions
and has considerable
experience advising listed
public companies.
Bruce has held positions
as partner of two Australian
law firms and general
counsel of an Australian
owned international group
of companies. He holds
degrees in Law and
Economics from Monash
University and is a Fellow
of the Governance Institute
of Australia and a graduate
of the Australian Institute of
Company Directors.
David is a Fellow of the
Institute of Chartered
Accountants, and a Fellow
of the Australian Institute of
Company Directors, with
over 50 years of financial
management, taxation and
accounting experience in
public practice.
David’s experience includes
having been the Audit
Partner of his accounting
practice and a registered
company auditor for over
25 years. He also has
experience in the various
aspects of risk management.
David has a long-standing
association with Hansen,
having been a Board
member for some years prior
to the Company’s listing
on the ASX in June 2000.
16
Hansen Technologies Ltd Annual Report 2022 Mr Don Rankin
Non-Executive Director
Director since 2019
Chair of the Audit and
Risk Committee
Member of the Remuneration
Committee
Mr David Howell
Non-Executive Director
Chair of the Remuneration
Committee
Member of the Audit and
Risk Committee
Ms Lisa Pendlebury
Ms Julia Chand
Non-Executive Director
Member of the Audit and
Risk Committee
General Counsel and
Company Secretary
Company Secretary
since 2014
Member of the Remuneration
Committee
Age 52
Director since 2018
Director since 2022
Julia joined Hansen
Technologies in 2007 and
plays a strategic role as
General Counsel as well
as Company Secretary.
Julia has significant
legal experience in IT,
financial services and retail
organisations. As Company
Secretary she is responsible
for the Company’s corporate
and ASX obligations.
Age 70
Age 64
Age 52
David is a highly
accomplished executive
having worked across
a number of industries
including financial services,
retail, technology and social
media. David has had roles
as Chairman, Managing
Director, Non-Executive
Director and board adviser
across large corporates,
SMEs and early stage
businesses, including
private equity.
David is also a Non-
Executive Director of
The Pistol (a digital
marketing agency).
Don joined the Hansen
Technologies Board in 2019.
He was one of the founding
partners of Pitcher Partners
and National Chairman of the
Pitcher Partners Association
for 11 years.
With over 30 years’
experience advising private
and family businesses across
a broad range of industries,
he specialises particularly
in assisting clients in the
management, growth and
evolution of their business.
Don sits on a number
of family board advisory
committees. For many years
Don was on the board of
the Victorian Chamber of
Commerce and Industry
and was its President for
three years.
Don has a long involvement
with Cottage by the Sea in
Queenscliff, a charity for
disadvantaged children,
and is its current President.
Lisa is a highly experienced
executive who has worked
in the pharmaceutical,
consumer products and
finance industries for more
than 20 years. For the last
12 years she has worked
in the pharmaceutical
industry at Mayne Pharma,
and has been an executive
on the senior leadership
team. Lisa has extensive
experience in business
development, mergers and
acquisitions, corporate
strategy, investor relations,
financial reporting, corporate
governance, remuneration
and sustainability.
Lisa holds a Bachelor of
Commerce and Bachelor
of Science degree from the
University of Melbourne.
She has a CPA and holds
a Graduate Diploma from
the Securities Institute of
Australia. She is Treasurer
of EDFA, a not-for-profit
organisation.
Unless stated, no Directors of Hansen Technologies Limited held any other directorships of listed companies at any time during the three years prior to 30 June 2022.
17
Hansen Technologies Ltd Annual Report 2022 DIRECTORS’ REPORT
The Directors present their report together with the Financial Report of the consolidated entity (‘the Group’), being
Hansen Technologies Limited (“the Company”) and the entities it controlled for the financial year ended 30 June 2022,
and Auditor’s Report thereon. This Financial Report has been prepared in accordance with Australian Accounting Standards.
Principal activities
The principal activities of the Group during the financial year were the development, integration and support of billing systems
software for the Energy and Communications sectors. Other activities undertaken by the Group include IT outsourcing services
and the development of other specific software applications.
OPERATING AND FINANCIAL REVIEW
Review of operations
The Group’s operating performance for the fiscal year compared to last year is as follows:
Operating revenue
Underlying EBITDA(1)
Underlying NPAT(2)
Underlying NPATA(1)
Basic earnings per share (EPS) (cents)
Basic EPS based on underlying NPATA (EPSa) (cents)(1)
2022
A$ Million
2021
A$ Million
Variance
%
296.5
100.3
42.2
58.2
20.9
29.0
307.7
120.2
56.8
73.1
28.8
36.7
(4%)
(17%)
(26%)
(20%)
(27%)
(21%)
(1) The Directors believe the information additional to IFRS measures included in the report is relevant and useful in measuring the financial performance of the Group.
These include: EBITDA, NPATA and EPSa. These measures have been defined in the Chairperson and Chief Executive Officer’s Joint Report on page 6.
(2) Underlying net profit after tax attributable to members excludes separately disclosed items and acquired amortisation (net of tax). Further details of the
separately disclosed items are outlined in Note 4 to the Financial Report.
In 2022 the business delivered another set of impressive results following on from the successful 2021 year. Further details on the
Group’s results are outlined in the Chairperson and Chief Executive Officer’s Joint Report on page 4.
The Group’s revenue for the financial year was $296.5 million which was a decline versus 2021. However, excluding the impact of the
Telefonica one‑off licence revenue recognised in FY21, the organic growth rate for the business was 3.4%.
There were several notable new logo wins in the year, with the largest deal in Hansen’s history closed in the financial year.
The Group has generated operating cash flows of $91.2 million, which has been used to retire net external debt of $34.0 million,
fund our ongoing product development program of $15.6 million and pay dividends of $22.4 million (net of dividend reinvestments).
With the Group’s cash generation capabilities, Hansen remains well placed to continue to acquire mature, predictable businesses
in the energy and communications sectors.
The continued challenges of COVID‑19 were managed with care throughout the business and the introduction of flexible working
arrangements were well received by Hansen employees. The Board and Management continue to place great emphasis on the
health and safety of all employees.
Billing segment
The Billing segment represents a major part of the Group’s business operations, delivering $289.0 million of revenue in 2022
(2021: $299.6 million), which translates into a 3.5% decline. Segment profit before tax was $53.6 million in 2022 (2021: $74.5 million),
representing a 28.1% decrease.
Other activities
Segment revenues from other activities was $7.6 million in 2022 (2021: $8.1 million), representing a 6.2% decrease for the year.
This 6.2% decrease in revenues resulted from an expected reduction in business activity associated with the Customer Care call centre.
Segment profit before tax was $1.7 million for 2022 (2021: $0.9 million), representing an 88.9% increase for the year.
Significant changes in the state of affairs
There have been no significant changes in the Group’s state of affairs during the financial year.
18
Hansen Technologies Ltd Annual Report 2022 Subsequent events
No matters have arisen between the end of the financial year and the date of this report that have significantly affected or may
significantly affect the operations of the Group, the results of those operations or the state of affairs of the Group in future years.
Opportunities and business risks
The business remains committed to increasing shareholder value while managing the risk profile of the Group.
The Energy and Communications markets continue to evolve and with this change comes complexity and opportunity.
The Communications vertical is experiencing rapid progress in the roll‑out and adoption of 5G technology. Energy continues
to develop new offerings and the continued roll‑out of green energy initiatives. Both verticals continue to develop enhanced
digital platforms to deliver a satisfactory customer experience.
To ensure we deliver on our strategic objectives, the Group continues to operate an Enterprise Risk Management Framework
that actively identifies, controls, plans and mitigates a wide array of risks across functions and geographies and seeks to unlock
opportunities to gain a competitive advantage.
Risks identified include, but are not limited to, the following:
• Security or data incidents: As a technology‑focused business, managing security and protecting customer data are essential.
To manage the risk of damaging security incidents, we have appropriate data management, security and compliance policies,
procedures and practices in place.
• Loss of customers: While loss of customers due to market competition is a risk to the business, we manage this risk by ensuring
we are focused on meeting our customers’ expectations for system performance and service delivery and by diversifying our
customer base across industry sectors around the world.
• Decline in international market conditions: As a business with international operations, we have exposure to currency fluctuations,
which we monitor and manage.
• Investment opportunities: The Group has an active M&A program. Potential investments may carry execution and integration
risks, and this is managed via maintaining a highly experienced M&A team with a proven track record of business integration
and value generation.
• Employee recruitment and retention: Our people are critical to the Group’s ongoing success. We manage risks to our employee base
by focusing on our employee value proposition, offering competitive remuneration and benefits packages tailored to the market in
which personnel are based.
We manage risks by regularly monitoring our market and global conditions to ensure our control environment and risk treatment plans
respond to the risks faced by the business.
Outlook and likely developments for FY23
After the continued success of 2022, the Group continues to focus on the strategic pillars that drive shareholder value. These include
our global diversification and acquisition strategy and our ongoing investment in product roadmap. We are also expanding our talent
pool to deliver on existing and new client requirements.
The Board remains confident that the Hansen approach and strategy align with the long‑term goals of both the Company
and shareholders.
As always, shareholders are kept abreast of any changes to our strategy or financial outlook as each year progresses.
Environmental regulations and climate change
The Group’s operations are not subject to any significant environmental Commonwealth or state regulations or laws. The Group is
aware of the general risks associated with climate change and continues to be committed to operating sustainably. However, the
Group’s operations are not significantly impacted by any environmental factors. In FY22, the Group worked towards achieving the
status of Carbon Neutral Certified for the operations in Australia by Climate Active.
Corporate governance statement
Hansen and the Board are committed to achieving and demonstrating the highest standards of corporate governance.
Hansen has reviewed its corporate governance practices against the Corporate Governance Principles and Recommendations
(4th edition) published by the ASX Corporate Governance Council.
A description of the Group’s current corporate governance practices is set out in the Group’s corporate governance statement,
which can be viewed at https://hansencx.com/about/investor‑relations.
1919
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 DIRECTORS’ REPORT CONTINUED
Dividends paid and declared
A final dividend of 5 cents per share has been declared, partially franked to 1.5 cents per share, comprising of a regular
dividend of 5 cents per share. The final dividend was announced to the market on 24 August 2022, with payment to be made
on 21 September 2022.
The amount declared has not been recognised as a liability in the accounts of the Company as at 30 June 2022.
Dividends paid during the year, excluding dividends reinvested as part of the Company’s Dividend Reinvestment Plan (DRP):
• 7 cents per share partially franked to 3.5 cents interim dividend paid on 21 March 2022, totalling $13,358,530; and
• 5 cents per share partially franked to 2.7 cents final dividend paid on 21 September 2021, totalling $9,081,474.
This is consistent with the Board’s capital management policy that balances growth through acquisitions against the payment of dividends.
Performance rights
Performance rights over shares may be issued to Key Management Personnel (KMP) as an incentive for motivating and rewarding
performance as well as encouraging longevity of employment. The issuing of performance rights is intended to enhance the alignment
of KMP with the primary shareholder objective of increasing shareholder value.
Performance rights over unissued ordinary shares granted by the Company during the financial year to the KMP as part of their
remuneration for the year ended 30 June 2022 are as follows:
Grant Date
Executives
A Hansen
C Hunter
D Meade
G Taylor
Total
Number of Rights
Granted on 15 Sep 2021(1)
74,523
17,768
17,524
18,921
128,736
(1) The number of rights granted that will vest is conditional on achievement of annual financial and non‑financial measures under the LTI Plan. The above KMP
will be awarded a combined total of additional 64,368 rights if they overachieve the performance measures. Refer to the Remuneration Report for further details.
There were no rights granted to the KMP over unissued ordinary shares since the end of the financial year as part of their remuneration.
All grants of rights are subject to the achievement of performance measurements.
On 29 July 2022, Cameron Hunter (Chief Operating Officer), an Executive KMP, was made redundant. In relation to his rights that have
yet to vest, the Board of Directors has exercised its discretionary power under the Employee Performance Rights Plan and allowed
these rights to be retained, and to vest on his termination date.
Further details regarding rights granted as remuneration are provided in the Remuneration Report.
Shares and performance rights
Unissued ordinary shares of the Company under performance rights at the date of this report are as follows:
Instrument
Plan
Rights
Rights
Rights
Rights
Rights
STI
LTI
STI
LTI
LTI
Grant Date
2 Sep 2019
2 Sep 2019
1 Jul 2020
1 Jul 2020
15 Sep 2021
Vesting Date
30 Jun 2022(1)
30 Jun 2022(2)
30 Jun 2023(3)
30 Jun 2023(3)
30 Jun 2024(3)
Number of Rights
at 30 June 2022
78,384
646,600
594,707
212,622
330,473
(1) STI performance rights granted on 2 September 2019 vested on 30 June 2022. The rights were subsequently exercised on 19 August 2022.
(2) Performance rights in relation to the EPSa CAGR and TSR measures for the FY20 LTI plan exceeded the required performance measurement hurdles and
market conditions respectively and vested on an accelerated basis paying 150% of the entitlement on rights linked to the EPSa CAGR measure, and 137%
of the entitlement on rights linked to the TSR measure as on 30 June 2022. The rights were subsequently exercised on 19 August 2022.
(3) All performance rights will vest on the vesting date as indicated in the above table, subject to achievement of specific measurement criteria, except for
the performance rights issued to the terminated Executive KMP, of which the Board of Directors has exercised its discretionary power under the Employee
Performance Rights Plan and allowed these rights to be retained and to vest on 29 July 2022, the effective termination date. These rights were subsequently
exercised on 19 August 2022.
2020
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 Performance rights holders do not have any right, by virtue of the performance right held, to participate in any share issue
of the Company. Performance rights will not give any right to participate in dividends or any voting rights until shares are issued
upon the exercise of vested performance rights.
Shares issued on exercise of performance rights
The following ordinary shares of the Company were issued during or since the end of the financial year as a result of the exercise
of options and performance rights:
Date Issued
27 Aug 2021
19 Aug 2022
Total
Number of Ordinary Shares
Issued on Exercise of
Performance Rights
673,268
789,117
1,462,385
Indemnification and insurance of Directors, officers and auditors
Indemnification
The Company has agreed to indemnify all of the current and former Directors and Officers of the Company and its controlled entities
against all liabilities to another person (other than the Company or a related body corporate) that may arise from their position as
Directors and officers of the Company and its controlled entities, except where the liability arises out of conduct involving a lack of
good faith. The agreement stipulates that the Company will meet the full amount of any such liabilities, including costs and expenses.
The Group has not entered into any agreement to indemnify its auditors against any claims that might be made by third parties arising
from their report on the annual Financial Report.
Insurance
Since the end of the previous financial year, the Company has paid insurance premiums in respect of Directors’ and Officers’ liability
and legal expenses and insurance policies for current and former Directors and Officers, including executive officers of the Company
and Directors, executive officers and secretaries of its controlled entities. The Directors have not included details of the nature of the
liabilities covered or the amount of the premium paid in respect of the Directors’ and Officers’ liability and legal expenses insurance
contracts as such disclosures are prohibited under the terms of the contract.
No insurance premium is paid in relation to the auditors.
Rounding of amounts
In accordance with ASIC Corporations (Rounding in Financial/ Directors’ Reports) Instrument 2016/191, the amounts in the Financial
Report have been rounded to the nearest one thousand dollars, or in certain cases to the nearest dollar (where indicated).
Directors’ meetings
The number of meetings of the Board of Directors and of each Board Committee held during the financial year and the numbers
of meetings attended by each Director were:
Director
Mr David Trude
Mr Bruce Adams
Mr Andrew Hansen
Mr Don Rankin
Mr David Osborne
Ms Jennifer Douglas(1)
Ms Lisa Pendlebury(2)
Mr David Howell
Board Meetings
Audit and Risk
Committee Meetings
Remuneration
Committee Meetings
Independent Board
Committee(3)
Eligible
Attended
Eligible
Attended
Eligible
Attended
Eligible
Attended
12
12
12
12
12
8
4
12
11
12
12
12
12
7
4
12
–
–
–
7
7
6
1
7
–
–
–
7
7
5
1
7
–
3
–
3
–
1
2
3
–
3
–
3
–
1
2
3
10
–
–
10
–
10
10
10
–
–
9
–
9
9
(1) Jennifer Douglas resigned on 28 February 2022.
(2) Lisa Pendlebury was appointed as a Non‑Executive Director on 1 March 2022.
(3) Following the withdrawal of a non‑binding conditional proposal from BGH Capital Pty Ltd to acquire 100% of the outstanding shares in Hansen by way
of a Scheme of Arrangement on 6 September 2021, the Independent Board Committee was dissolved.
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Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 DIRECTORS’ REPORT CONTINUED
Directors’ interests in shares
Directors’ relevant interests in shares of the Company or options/rights over shares in the Company as at the date of this report are
detailed below:
Directors’ Relevant Interests In:
Mr David Trude
Mr Bruce Adams(1)
Mr Andrew Hansen(1)
Mr Don Rankin
Mr David Osborne(1)
Ms Lisa Pendlebury
Mr David Howell
Ordinary Shares
of the Company
Rights Over
Shares
in the Company
109,388
34,891,417
35,277,917
25,000
35,125,448
7,419
33,290
–
–
459,868
–
–
–
–
(1) Each of Mr Bruce Adams, Mr Andrew Hansen and Mr David Osborne has a joint interest in a single parcel of 34,739,113 shares as at the date of this report.
Proceedings on behalf of the Company
No person applied for leave of Court to bring proceedings on behalf of the Company or any of its subsidiaries.
Directors’ interests in contracts
Directors’ interests in contracts with the Company are limited to the provision of leased premises on arm’s length terms and are
disclosed in Note 25 to the financial statements.
Auditor’s Independence Declaration
A copy of the Auditor’s Independence Declaration as required under section 307C of the Corporations Act 2001 in relation to the audit
for the financial year is provided with this report.
Non‑audit services
Non‑audit services were provided by the auditors of the Group during the year, namely RSM Australia Partners, network firms of RSM
and other non‑related audit firms as detailed below. The Directors are satisfied that the provision of the non‑audit services during the
year by the auditors is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001.
The nature and scope of each type of non‑audit service provided means that auditor independence was not compromised.
Amounts paid and payable to RSM Australia member firms for non‑audit services:
–
taxation services
– compliance services
Sub-total
Amounts paid and payable to network firms of RSM Australia Partners for non‑audit services:
–
taxation services
– compliance services
Sub-total
Amounts paid and payable to non‑related auditors of Group entities for non‑audit services:
–
taxation services
– compliance services
Sub-total
Total auditor’s remuneration for non-audit services
Auditor’s remuneration is disclosed in Note 26 of the Financial Report.
2022
$
–
3,567
3,567
65,444
54,776
120,220
9,095
28,475
37,570
161,357
2021
$
–
3,609
3,609
135,468
78,817
214,285
2,116
–
2,116
220,010
2222
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 REMUNERATION REPORT
Dear Shareholder,
On behalf of the Board of Directors, I am pleased to present the Remuneration Report of the Group, consisting of Hansen
Technologies Limited (“the Company”) and its controlled entities for the 2022 financial year.
The 2022 financial year has been another particularly strong performance for Hansen. With ongoing global uncertainty,
the Hansen team continued to support our customers, win new business and manage costs accordingly.
While globally, organisations are experiencing challenges with talent acquisition and retention, it is with great pride that I can confirm our
global management team has remained unchanged throughout the year. This is a reflection of both the culture and progressive nature
of Hansen, as well as the Executive Remuneration Framework, which incentivises and recognises the efforts of our staff.
For the 2022 financial year, I am pleased to advise that all financial targets for the KMP were met. With regards to non‑financial targets,
the KMP achieved between 83% and 100% of the objectives. As a result, Short‑Term Incentive (STI) cash‑component payments were
awarded to our KMP against financial and non‑financial KPIs set for the year.
As we have concluded the 2022 financial year, the LTI program implemented on 2 September 2019 completed its measurement period
of three years. I am pleased to report that with the exceptional EPSa CAGR growth of 19.3% and an outperformance for the ranked TSR
criteria, both LTI hurdles have been achieved over the measurement period. These measures have qualified for acceleration and will
be paid out at 143.50% of the entitlement (refer to Performance outcomes outlined on page 32). The achievement of these long‑term
measurement targets has resulted in significant shareholder value.
The Board has made the decision in FY23 to continue the STI and LTI schemes without change. The 2023 LTI scheme has two
measurement metrics measured over a three‑year period, revenue CAGR growth of 12.5% and relative Total Shareholder Return
(ranked TSR). Further information about this incentive scheme is referenced on page 36 of this report.
The Board remains committed to the ongoing review of the Group’s remuneration framework to ensure it achieves its objectives
of incentivising and rewarding performance that optimises business and shareholder value and ensuring the Company is well placed
to attract, retain and motivate a talented executive team.
Yours sincerely,
David Howell
Chair of the Remuneration Committee
23
Hansen Technologies Ltd Annual Report 2022 REMUNERATION REPORT CONTINUED
OUR DETAILED REMUNERATION REPORT (AUDITED)
The Remuneration Report for the year ended 30 June 2022 outlines key aspects of our Remuneration Framework and has been
prepared and audited in accordance with the Corporations Act 2001.
Our Remuneration Report contains the following sections:
1. Persons to whom this report applies
2. Our remuneration framework
3. How reward is linked to performance
4. Remuneration details: Executive KMP
5. FY23 Incentive Plan
6. Contractual arrangements with Executive KMP
7. Remuneration details: Non‑Executive KMP
8. Share‑based remuneration disclosures
9. Other transactions with KMP
10. Employee Share Trust
1. Persons to whom this report applies
The remuneration disclosures in the report cover the following persons who were classified as the Key Management Personnel (KMP)
of the Group during the 2022 financial year. KMP are those persons who, directly or indirectly, have authority and responsibility for
planning, directing and controlling the major activities of the Group:
Executives(1)
Andrew Hansen
Cameron Hunter
Darren Meade
Graeme Taylor
Non-Executive Directors
David Trude
Jennifer Douglas
Lisa Pendlebury
David Howell
Don Rankin
Bruce Adams
David Osborne
Managing Director and Chief Executive Officer (CEO)
Chief Operating Officer(2)
Group Head of Delivery
Chief Financial Officer
Chairperson and Independent Non‑Executive Director
Independent Non‑Executive Director (Resigned on 28 February 2022)
Independent Non‑Executive Director (Appointed on 1 March 2022)
Independent Non‑Executive Director
Independent Non‑Executive Director
Non‑Executive Director
Non‑Executive Director
(1) These executives of the Group were classified as KMP during the 2022 financial year and unless stated otherwise, were KMP for the entire year.
(2) Cameron Hunter, the Chief Operating Officer, was made redundant with effect from 29 July 2022.
At the most recent Annual General Meeting (AGM), a resolution to adopt the prior year Remuneration Report was put to the vote and
at least 75% of ‘yes’ votes were cast for adoption of that report.
The FY21 Remuneration Report received strong shareholder support at the 2021 AGM with a vote of 94% in favour. A resolution
covering the issue of rights under the LTI to the CEO also received strong support with 92% of votes in favour.
2424
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 2. Our remuneration framework
People are at the heart of the Group’s success, enabling us to deliver on our vision and long‑term goals. Our remuneration framework
focuses on providing competitive fixed pay and variable pay that reward achievement of the Group’s annual objectives and long‑term
growth in shareholder value.
Remuneration outcomes are aligned with both individual and Group performance, ensuring that employees are rewarded for overall
Group achievement as well as their individual contribution to the Group’s success. This aligns remuneration to both individual
performance and value creation for shareholders.
(a) Remuneration governance
The Board annually reviews the Group’s remuneration principles, practices, strategy and approach to ensure they support the Group’s
long‑term business strategy and are appropriate for a listed company of our size and nature.
The Board has delegated to the Remuneration Committee the responsibility for reviewing and making recommendations to the
Board regarding compensation arrangements for the Directors, Executive KMP and the balance of the CEO’s direct reports. As at
30 June 2022, the Remuneration Committee was made up of four Non‑Executive Directors: David Howell (Chair of the Remuneration
Committee), Bruce Adams, Don Rankin and Lisa Pendlebury, the majority of whom are independent.
The CEO and other Directors attend meetings as required at the invitation of the Committee Chair.
The Remuneration Committee assesses the appropriateness of both the nature and amount of remuneration paid to the Executive
and Non‑Executive KMP on an annual basis by reference to market conditions and current remuneration practices, with the overall
objective of ensuring maximum Company performance and shareholder benefit from the retention of a quality Board and Executive
team. The Committee also engages professional support as required to ensure remuneration practices remain in step with the market
as well as the size and nature of the business.
(i) Executive KMP remuneration review process
CEO
Remuneration Committee
Board
• Reviews the Remuneration
Committee’s recommendations.
• Approves current year STI
and LTI Plans.
• Approves the remuneration
structure for future measurement
periods, including STI and
LTI targets.
• Assesses each Senior
Executive’s current year
performance based on actual
outcomes relative to agreed
targets, general performance
and market conditions.
• Provides appropriate
recommendations to the
Remuneration Committee
on incentive payments for
the current year.
• Provides appropriate
recommendations to the
Remuneration Committee of the
amount of fixed remuneration,
appropriate STI targets and
LTI payments for future
measurement periods.
• Reviews the CEO’s
recommendations with respect
to the Senior Executive team
and provides appropriate
recommendations to the Board.
• Assesses CEO’s current year
performance and remuneration
outcomes against agreed targets,
formulating a recommendation
to the Board.
• Provides appropriate
recommendations to the
Board of the amount of the
CEO’s fixed remuneration and
appropriate STI and LTI targets
for the future measurement
period, considering general
performance, market conditions
and other external factors.
2525
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 REMUNERATION REPORT CONTINUED
(ii) Non‑Executive Directors’ remuneration review process
Non‑Executive Directors’ remuneration is governed by resolutions passed at a General Meeting of the shareholders. During the AGM
held on 25 November 2021, shareholders approved an increase to the Non‑Executive Directors’ maximum remuneration payable from
$630,000 to $750,000.
Non‑Executive Directors are excluded from participation in the Company’s equity incentive plans.
(iii) Remuneration strategy, structure and market practice
To support the review of the 2022 remuneration framework, the Remuneration Committee has considered inputs from the CEO and the
human resources department in relation to the remuneration strategy, structure and market practice. The Committee will supplement
this internal advice with external specialist advice from time to time. No remuneration recommendations, as defined by the Corporations
Act 2001, were provided during the year.
(b) Remuneration structure (FY22 Plan)
OBJECTIVE
COMPONENT AND FORM
ASSESSMENT
Attract and retain employees
with the skills and experience
associated with the role.
Total Fixed
Remuneration (TFR)
Cash +
non-cash
benefits
Fixed
Market data,
individual experience
and performance
Incentivise and reward
achievement of annual
performance objectives
and business outcomes.
Short-Term
Incentive
Cash
Align motivations with
shareholder interests and
creation of long-term value.
Long-Term
Incentive
Performance
rights to shares
(3 years)
Variable
(at-risk)
Annual performance
based on financial and
non-financial targets
Continuous
employment, relative
Total Shareholder
Returns and revenue
targets
(i) Total Fixed Remuneration (TFR)
TFR typically includes base salary and superannuation contributions and may include, at the discretion of the Board, other
benefits such as a motor vehicle (aggregated with associated fringe benefits tax to represent the total employment cost to the Group).
TFR is determined with reference to available market data, the scope of an individual’s role and the qualifications and experience of
the individual, as well as geographic location. TFR is reviewed annually to account for market movements and individual performance
outcomes. See page 39 for a summary of Executive KMP contracts.
2626
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 (ii) FY22 Short‑Term Incentive (STI) plan
Objective
How is it paid?
How much can
executives earn?
To incentivise and align rewards attainable by Executive KMP with the achievement of specific
annual objectives of the Group and the creation of shareholder value.
Annual cash entitlement on achievement of specific annual financial and non‑financial KPIs.
Target benefit is set at 40% of TFR for the CEO and 25% of TFR for other Executive KMP.
These are subject to the following minimum and target performance thresholds:
Financial KPIs
(70% total STI)
150%
125%
100%
75%
50%
25%
0%
% STI Awarded
(financial component)
(97% to 103% achievement)
100% of financial
STI awarded
(93% to 97% achievement)
0% to 100% of financial
STI awarded on linear bases
(0% to 93% achievement)
No award
(103% to a maximum
110% achievement)
100% to 150% of
financial STI awarded
on linear bases
< 80%
85%
90%
95%
100%
105%
110%
115%
>120%
Financial KPI Achievement
How is performance
measured?
Non-financial KPIs
(30% total STI)
Non‑financial KPIs are assessed and awarded up to a maximum of 100% based
on specific outcomes.
Performance measures (KPIs) selected reflect financial, strategic and operational objectives relevant to
the level and function of the role that are central to achievement of delivering the best possible outcome
over the next 12 months given the current economic environment. Financial measures selected are
measures against which management and the Board assess the short‑term financial performance of the
Group. Strategic and operational objectives are assigned to each individual to drive specific outcomes
considered to be of strategic importance to the Group within that individual’s level of responsibility. These
objectives are determined by the CEO and the Board in accordance with the process set out on page 25.
The weightings for each performance measure that comprise the total STI opportunity are set out below:
The selection of non-financial
KPIs varies depending on each
KMP’s roles and responsibilities
within the Group. These may
include achievement of specific
strategic projects that drive the
best possible outcome over the
next 12 months. Each KMP may
have a number of separate non-
financial KPIs. Achievement of
each individual’s non-financial
KPIs is determined by reference
to an assigned performance
rating determined by the CEO
and the Board at the end of the
financial year in accordance
with the process described
on page 25.
30%
70%
Financial KPIs
(budgeted revenues and EBITDA)
Non-financial KPIs
Achievement of financial KPIs
is determined by reference to
the Group’s audited accounts
for the measurement period.
No payment is made in
respect of financial KPIs to
any KMP if the target amount
is not met for the Group
(set at 93% of budgeted
revenue and EBITDA).
The Board retains final discretion over incentive payments to ensure outcomes appropriately reflect
performance and achieve objectives of the executive incentive scheme.
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Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 REMUNERATION REPORT CONTINUED
What happens if
an executive leaves?
If an eligible executive ceases employment with the Group during the performance period other than by
way of dismissal or resignation (e.g., death, total and permanent disablement, redundancy, retrenchment
or retirement with prior written consent of the Board), then the cash entitlements will be awarded on a
pro‑rata basis according to the eligible period of time served up until the termination date.
Where termination occurs by way of dismissal or resignation prior to the end of the measurement period,
the cash component may be paid on a pro‑rata basis.
If termination of employment occurs for serious misconduct, all vested and unvested rights will be forfeited
and will lapse.
Changes from the FY21
Enhanced STI Plan
The Board has discontinued the Enhanced STI Plan and has reverted to a remuneration structure
to reward the Executive KMP through the STI and LTI plans.
For the STI plan, all incentives will be paid in cash upon achievement of specific annual and
non‑financial KPIs.
KPIs are structured in a way such that the Group will be in the best position for the next financial year,
while being mindful of the longer term to ensure the business is optimally placed for future years.
(iii) FY22 Long‑Term Incentive (LTI) Plan
Objective
To align the rewards attainable by Executive KMP with the achievement of particular long‑term objectives
of the Group and achievement of increasing shareholder value. Eligibility to participate in the LTI scheme
is determined by the Board and is targeted at Senior Executives whose roles contribute significantly to the
performance of the Group.
How is it paid?
LTIs are awarded as performance rights on achievement of certain thresholds reflective of shareholder
value delivered.
Each performance right entitles the eligible executive to be issued with a share.
How much can
executives earn?
Performance rights are subject to the service and performance conditions. The target LTI benefit
is set as follows:
• CEO LTI: 50% of TFR delivered as performance rights subject to vesting conditions; and
• KMP LTI: 25% of TFR delivered as performance rights subject to vesting conditions.
The number of performance rights issued is based on each executive’s target LTI benefit divided
by the market value of the rights. The market value of rights granted is based on the volume‑weighted
average price of the Company’s shares during the five‑day period before grant date.
LTI benefits of up to 150% of target LTI are payable where performance criteria are exceeded.
2828
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 How is performance
measured?
Vesting of the LTI awards is subject to the following criteria:
1. Three years of continuous employment with the Group from 1 July 2021 to 30 June 2024.
2. Achievement of the thresholds over the same three‑year period as set out below:
Relative Total Shareholder
Return (rTSR)
50%
The percentage change in a
company’s share price, plus the
effect of any dividends paid, over
the measurement period, relative
on a ranked percentile basis to
a comparative group (S&P/ASX
Small Ordinaries Index).
Relative TSR is a measure
widely understood and accepted
by shareholders, as it directly
measures shareholder
value creation.
50%
Revenue
Relative Total Shareholder
Return (rTSR)
Revenue
Based on the achievement of
a compounded annual growth
rate of 12.5% of revenue over
the measurement period.
Revenue growth is
selected as it is considered
a relevant indicator linking
financial performance with
shareholder value.
The proportion of rights that may vest based on relative TSR performance is determined based on the
following vesting schedule:
Relative TSR Performance
Percentage of Performance Rights That Will Vest
< 50th percentile
None
Between 50th to 75th percentile
100% to 150% on a linear basis
> 75th percentile
150%
The proportion of rights that may vest based on revenue CAGR is determined based on the following
vesting schedule:
Percentage Achievement
Against 12.5% Revenue CAGR
Percentage of Performance Rights That Will Vest
< 93%
> 93% < 97%
> 97% < 103%
>103% <110%
None
0% to 100% on a linear basis
100%
100% to 150% on a linear basis
The Board has discretion to change the amount awarded if the Board considers the outcome to be
misaligned given the circumstances that prevailed over the relevant measurement period and the
experience of shareholders.
Performance rights will be forfeited if performance and market conditions are not met.
What happens if an
executive leaves?
If an eligible executive ceases employment with the Group during the performance period other than by
way of dismissal or resignation (e.g., death, total and permanent disablement, redundancy, retrenchment
or retirement with prior written consent of the Board), then the unvested performance rights will vest on a
pro‑rata basis according to the eligible period of time served up until the termination date.
Where termination occurs by way of dismissal or resignation prior to the vesting of the performance rights,
unvested rights may vest on a pro‑rata basis according to the eligible period of time served up until the
termination date at the Board’s discretion.
If termination of employment occurs for serious misconduct, all vested and unvested rights will be forfeited
and will lapse.
Changes from FY21
Enhanced STI Plan
The Board has discontinued the enhanced STI Plan and has reverted to a remuneration structure
to reward the Executive KMP through STI and LTI plans.
For the LTI Plan, all incentives will be paid through equity in the form of performance rights, which will
vest and will convert to shares on achievement of thresholds reflective of shareholder value delivered.
Previously, one of the financial measurement criteria was EPSa growth. The FY22 LTI scheme removes
this measurement and introduces a new revenue measurement criteria based on a revenue CAGR
of 12.5% metric over the measurement period.
2929
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 REMUNERATION REPORT CONTINUED
3. How reward is linked to performance
(a) Performance against STI outcomes
A summary of key measurement criteria of the Group’s financial performance for the financial years ended over the last six financial
years is below.
Operating Revenue ($m)
Reported EBITDA* ($m)
350
300
250
200
150
100
50
0
5-year CAGR: 11%
301.4
307.7**
296.5
230.8
231.3
174.7
2017
2018
2019
2020
2021
2022
140
120
100
80
60
40
20
0
5-year CAGR: 17%
116.6**
97.6
81.4
59.3
54.6
45.1
2017
2018
2019
2020
2021
2022
* Reported EBITDA is a non‑IFRS term that relates to earnings before interest, tax, depreciation and amortisation.
** FY21 operating revenue and FY21 reported EBITDA include the impact to revenue and reported EBITDA of a one‑off licence revenue amount of $21m.
For FY22, budget targets were established for Group Revenue and EBITDA and the STI financial payment gate was set with respect
to these targets. During the year, both Group Revenue and EBITDA achieved 97% of the budget thresholds. Under the STI plan,
an STI award of 100% of these financial targets was met. For the non‑financial goals, between 83.3% and 100% of targets were
achieved this year (refer to the table below). Refer to the operational and financial review section of the Directors’ Report for further
information about the Group’s FY22 performance.
Total
Opportunity
$
371,423
110,696
109,177
117,881
FY22
Awarded
70%
Financial
100.0%
100.0%
100.0%
100.0%
Awarded
30%
KPIs
83.3%
100.0%
87.5%
97.0%
Total
Opportunity
$
1,128,997
276,742
278,092
300,262
FY21
Awarded
70%
Financial(1)
150.0%
150.0%
150.0%
150.0%
Awarded
30%
KPIs(1)
100.0%
100.0%
100.0%
100.0%
Andrew Hansen
Cameron Hunter
Darren Meade
Graeme Taylor
(1) For FY21, a portion of the incentives will be awarded as equity to all KMP, subject to a two‑year deferral period during which recipients must remain employed
by the Company, except for the performance rights discussed in Section 8(b)(iii).
3030
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 (b) Performance against equity outcomes
All existing incentive plans include equity outcomes that will continue to be measured and reported in the Group’s future
Remuneration Reports.
The following table sets out the different incentive plans with equity outcomes in FY22 and future financial years and their specific
grant details and performance measures:
Grant Date
Plan
Security
Performance Measure/s
Sect.
3 Ref.
(b)(i)
Status
EPSa, rTSR, 3‑yr cont.
employment
2 Jul 2018
FY19
Right
2 Sep 2019
FY20
Right
2 Sep 2019
FY20
Right
1 Jul 2020
FY21
Right
15 Sep 2021
FY22
Right
(1) Applies to all KMP, except for the CEO.
Key:
Measurement Period
2‑yr cont. employment after
achieving FY20 STI measures(1)
(b)(ii)
EPSa, rTSR, 3‑yr cont.
employment
(b)(i)
2‑year cont. employment after
achieving FY21 STI measures
(b)(ii)
(b)(iv)
Group Revenue, rTSR, 3‑yr cont.
employment
(b)(ii)
(b)(iv)
2019
and prior
2020
2021
2022
2023
2024
150% of EPSa‑linked rights and 150% of the rTSR‑linked rights vested on 27 August 2021.
100% of the STI measure‑linked rights vested on 30 June 2022.
150% of EPSa‑linked rights and 137% of the rTSR‑linked rights vested on 30 June 2022.
Yet to vest.
(i) Performance against LTI plan measures (FY19 to FY20 LTI plans)
A summary of key measurement criteria of the Group’s performance relevant for assessing shareholder value creation over the last four
financial years is shown below:
Adjusted EPS (EPSa) (cents)
Dividends Paid* (cents per share)
40
35
30
25
20
15
10
5
0
36.7
29.0
23.9
17.1
2019
2020
2021
2022
14
12
10
8
6
4
2
0
12.0
12.0
7.0
6.0
FY19
FY20
FY21
FY22
*
Amount of dividends paid represents the return on shareholder value. However, the amount of dividends paid is not in itself a performance measure included
in the FY19 to FY20 plans, but is included as part of the calculation of relative TSR.
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Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 REMUNERATION REPORT CONTINUED
The chart below highlights the share price performance of Hansen relative to the S&P/ASX Small Ordinaries Index for the previous
four years:
250%
200%
150%
100%
50%
0%
July 2018
July 2019
July 2020
July 2021
July 2022
HSN.AX
S&P/ASX Small Ords
Performance outcomes against FY19 LTI plan measures
Performance rights under the FY19 LTI plan exceeded the required performance measurement hurdles in relation to the EPSa CAGR
measure and exceeded the market conditions in relation to the TSR measure. The FY19 LTI plan vested on an accelerated basis paying
150% of the entitlement on 27 August 2021.
Performance outcomes against FY20 LTI plan measures
Performance rights granted under the FY20 LTI plan exceeded the required performance measures in relation to the EPSa CAGR
measure and exceeded the market conditions in relation to the TSR measure. The FY20 LTI plan vested on an accelerated basis paying
150% of EPSA‑linked rights and 137% of TSR‑linked rights on 30 June 2022. The performance rights were subsequently exercised on
19 August 2022.
The below table sets out the LTI performance targets and outcomes under the FY20 LTI plan framework:
Measure
Minimum Target Maximum Target
Actual Outcome
Relative TSR
50th percentile
75th percentile
EPSa CAGR
6% CAGR
10% CAGR
68.7%
19.3%
Total rights
(ii) Performance against FY20 and FY21 STI plan measures
Performance outcomes against FY20 Deferred STI plan measures
Outstanding
Rights at
1 July 2021
Additional
Rights That
Vested
Vested Rights
at Reporting
Date
91,426
91,427
182,853
33,828
45,714
79,542
125,254
137,141
262,395
The STI financial payment gate, which was set with respect to Group Revenue and EBITDA, coupled with the non‑financial KPIs in the
financial year ended 30 June 2020 have been achieved at 100%. The awarding of performance rights was subject to a two‑year deferral
period with continuous employment of all Executive KMP, except for the CEO. The FY20 STI plan vested at 100% of the entitlement on
30 June 2022. The performance rights were subsequently exercised on 19 August 2022.
Performance outcomes against FY21 enhanced STI plan measures
The STI financial payment gate, which was set with respect to Group Revenue and EBITDA, coupled with the non‑financial KPIs in
the financial year ended 30 June 2021 have been achieved at 135%. The enhanced STI plan is based on achievement of specific
annual financial and non‑financial KPIs and is subject to a two‑year deferral period with continuous employment of all Executive
KMP. Assessment and vesting (where conditions are satisfied) will occur after completion of FY23, except for the performance rights
discussed on Section 8(b)(iii).
(iii) Performance against FY22 LTI plan measures
Performance rights granted in FY22 have performance conditions attached that will be measured over three years. Assessment
and vesting (where conditions are attached) will occur after the completion of FY24, except for the performance rights discussed
on Section 8(b)(iii).
3232
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022
(iv) Performance rights granted in FY22
The table below sets out the value of LTI performance rights granted in FY22 LTI plan and the enhanced STI plan in FY21.
Deferred STI
Andrew Hansen
Cameron Hunter
Darren Meade
Graeme Taylor
LTI
Andrew Hansen
Cameron Hunter
Darren Meade
Graeme Taylor
FY22
FY21
Value Granted* $
–
–
–
–
371,870
88,662
87,445
94,416
426,379
94,130
94,589
90,650
–
–
–
–
* Represents the value of performance rights at grant date, calculated in accordance with AASB 2 Share‑Based Payment. The fair value of the rights has been
determined by an independent external valuation expert in accordance with Australian Accounting Standards. The fair value of the STI rights was based fully
on the Black Scholes option pricing model (BSOPM), while the fair value of the LTI rights was based on the Monte Carlo simulation option pricing model for the
TSR component and BSOPM for the Group Revenue component. Note 17(d) to the Group’s financial statements outlines the valuation methodology and key
inputs and assumptions to the valuation in greater detail.
(c) Total remuneration mix
The following diagrams set out the proportional mix of remuneration for the CEO and KMP at both the target amount and the actual
remuneration achieved for FY22:
TARGET(1)
ACTUAL(1)
29%
28%
CEO
KMP
Total Fixed Remuneration
Short-Term Incentive
71%
72%
20%
20%
Total Fixed Remuneration
Short-Term Incentive
80%
80%
(1) Target and actual remuneration mix is calculated based on the combination of each CEO and KMP’s Total Fixed Remuneration for FY22 and the value of STIs
awarded in relation to actual performance outcomes for FY22 in cash.
3333
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 REMUNERATION REPORT CONTINUED
4. Remuneration details: Executive KMP
(a) Statutory remuneration details
Details of Executive KMP remuneration for the 2022 and 2021 financial years are set out in the table below:
Fixed Remuneration
Variable Remuneration
Total
Executive
KMP
Andrew
Hansen
Cameron
Hunter
Darren
Meade
Graeme
Taylor
Total
STI(1)(2)
Awarded
$
LTI(2)
Fair Value
$
Total
$
Perform-
ance
Related
%
Total
$
Annual
& Long
Service
Leave
$
44,962
15,653
Cash
Salary
$
895,630
860,925
427,863
404,324
421,847
396,370
457,272
403,823
Year
2022
2021
2022
2021
2022
2021
2022
2021
Non-
monetary
Benefits
$
30,722
30,370
14,444
15,785
–
–
–
–
Super
$
27,500
25,000
27,500
25,000
27,500
25,000
27,500
25,000
998,814
544,722
386,998
1,930,534
931,948
693,291
546,663
2,171,902
(20,351)
449,456
205,023
135,119
789,598
24,242
15,464
8,108
4,445
469,351
190,339
115,359
775,049
464,811
157,305
75,831
697,947
429,478
191,268
115,839
736,585
489,217
166,867
76,211
732,295
37,139
465,962
200,178
111,903
778,043
2022 2,202,612
110,000
2021 2,065,442
100,000
45,166
46,155
44,520 2,402,298 1,073,917
674,159 4,150,374
85,142 2,296,739 1,275,076
889,764 4,461,579
48%
57%
43%
39%
33%
42%
33%
40%
42%
49%
(1) Represents STI awarded and accrued in relation to actual performance during the 2022 and 2021 financial years. This includes performance rights granted
as remuneration that are valued at grant date in accordance with AASB 2 Share‑based Payment and are amortised over the vesting period.
(2) Performance rights granted as remuneration are valued at grant date in accordance with AASB 2 Share‑based Payment and are amortised over the
vesting period.
3434
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 (b) Performance rights awarded, vested and lapsed during the year
Performance rights issued under the Group’s FY22 LTI plan during the year are subject to the service and performance criteria
as described on pages 28 to 29.
The following table sets out details of performance rights granted to executives:
Overachieve-
ment of
Performance
Measure
Vested
and
Exercised
Closing
Balance at
30 June 2022
Name and Grant Date
Plan
Type
Andrew Hansen
15 Sep 2021*
1 Jul 2020
2 Sep 2019
2 Jul 2018
Sub‑total
Cameron Hunter
15 Sep 2021
1 Jul 2020
2 Sep 2019
2 Sep 2019
2 Jul 2018
Sub‑total
Darren Meade
15 Sep 2021
1 Jul 2020
2 Sep 2019
2 Sep 2019
2 Jul 2018
Sub‑total
Graeme Taylor
15 Sep 2021
1 Jul 2020
2 Sep 2019
2 Sep 2019
2 Jul 2018
Sub-total
Sub-total
Sub-total
Grand Total
FY22
FY21
FY20
FY19
FY22
FY21
FY20
FY20
FY19
FY22
FY21
FY20
FY20
FY19
FY22
FY21
FY20
FY20
FY19
LTI
STI(1)
LTI(3)
LTI(4)
LTI
STI(1)
STI(2)
LTI(3)
LTI(4)
LTI
STI(1)
STI(2)
LTI(3)
LTI(4)
LTI
STI(1)
STI(2)
LTI(3)
LTI(4)
STI(1)(2)
LTI(3)(4)
Opening
Balance
Granted
–
74,523
157,918
119,969
148,459
426,346
–
55,271
52,187
74,230
–
–
–
74,523
181,688
–
17,768
34,863
9,270
21,188
32,775
98,096
–
–
–
–
17,768
–
17,524
35,033
9,315
21,291
32,935
98,574
–
–
–
–
17,524
–
18,921
33,574
8,927
20,405
31,563
94,469
288,900
428,585
717,485
–
–
–
–
18,921
–
128,736
128,736
–
12,202
–
9,217
16,388
37,807
–
12,262
–
9,262
16,468
37,992
–
11,751
–
8,876
15,782
36,409
91,486
202,410
293,896
–
–
–
(222,689)
(222,689)
–
–
–
–
(49,163)
(49,163)
–
–
–
–
(49,403)
(49,403)
–
–
–
–
(47,345)
(47,345)
–
(368,600)
(368,600)
74,523
213,189
172,156
–
459,868
17,768
47,065
9,270
30,405
–
104,508(5)
17,524
47,295
9,315
30,553
–
104,687
18,921
45,325
8,927
29,281
–
102,454
380,386
391,131
771,517
*
The Board has resolved to issue 74,523 rights to Andrew Hansen, the Chief Executive Officer and an additional 37,262 rights on overachievement of targets,
as part of the 2021 LTI plan issued in FY22. The issuance of these rights was approved by shareholders at the Company’s Annual General Meeting on
25 November 2021. Any differences in the fair value of the performance rights between the original grant date by the Board and the date of shareholder
approval is not material to the remuneration awarded.
(1) STI performance rights granted on 1 July 2020 represent 56% and 50% of the total Short‑Term Incentives awarded to the CEO and the rest of the KMP,
respectively, on achievement of specific annual financial and non‑financial KPIs. The performance rights have exceeded the required specific annual financial
and non‑financial KPIs and will vest on an accelerated basis, subject to a two‑year deferral period paying 135% of the entitlement on 30 June 2023.
(2) STI performance rights granted on 2 September 2019 represent 25% of the total short‑term incentives awarded to all of the KMP, except for the CEO,
on achievement of specific annual financial and non‑financial KPIs. The performance rights met the required specific annual and non‑financial KPIs and
two‑year deferral period and vested at 100% on 30 June 2022. The rights have been subsequently exercised on 19 August 2022.
(3) Performance rights in relation to the EPSa CAGR and TSR measures for the FY20 LTI plan exceeded the required performance measurement hurdles and
market conditions, respectively, and vested on an accelerated basis paying 150% of the entitlement on rights linked to EPSa CAGR measure and 137%
of the entitlement on rights linked to TSR measure on 30 June 2022. The rights have been subsequently exercised on 19 August 2022.
(4) Performance rights in relation to the EPSa CAGR and TSR measures for the FY19 LTI plan exceeded the required performance measurement hurdles and
market conditions, respectively and vested on an accelerated basis paying 150% of the entitlement on 27 August 2021.
(5) Cameron Hunter (Chief Operating Officer), an Executive KMP, was made redundant with effect from 29 July 2022. In relation to his rights that have yet to
vest, the Board of Directors exercised its discretionary power under the Employee Rights Plan and has allowed these rights to be retained, and to vest. Refer to
Section 8(b)(iii) for further details.
3535
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 REMUNERATION REPORT CONTINUED
The terms and conditions of each grant of rights affecting the remuneration in the current or future reporting period are as follows.
Grant Date
2 Sep 2019
2 Sep 2019
1 Jul 2020
Vesting Date
30 Jun 2022
30 Jun 2022
30 Jun 2023
15 Sep 2021
30 Jun 2024
Value Per Right
at Grant Date
Performance
Achieved
$3.11
$2.83
$2.70
$4.99
100.0%
143.5%
135.0%
–
Type
STI(1)
LTI(2)
STI(3)
LTI
% Vested
100.0%
143.5%
–
–
Number of Rights
on 30 June 2022
27,512
262,395
352,874
128,736
(1) STI performance rights granted on 2 September 2019 vested on 30 June 2022. The rights were subsequently exercised on 19 August 2022.
(2) Performance rights in relation to the EPSa CAGR and TSR measures for the FY20 LTI plan exceeded the required performance measurement hurdles and
market conditions, respectively, and vested on an accelerated basis paying 150% of the entitlement on rights linked to EPSa CAGR measure and 137%
of the entitlement on rights linked to TSR measure on 30 June 2022. The rights were subsequently exercised on 19 August 2022.
(3) STI performance rights granted on 1 July 2020 have exceeded the required specific annual financial and non‑financial KPIs and will vest on an accelerated
basis paying 135% of the entitlement on 30 June 2023.
5. FY23 Incentive Plan
(a) Short‑Term Incentive Plan
Objective
How is it paid?
How much can
executives earn?
To incentivise and align rewards attainable by Executive KMP with the achievement of specific
annual objectives of the Group and the creation of shareholder value.
Annual cash entitlement on achievement of specific annual financial and non‑financial KPIs.
Target benefit is set at 40% of TFR for the CEO and 25% of TFR for other Executive KMP.
These are subject to the following minimum and target performance thresholds:
% STI Awarded
(financial component)
(97% to 103% achievement)
100% of financial
STI awarded
(93% to 97% achievement)
0% to 100% of financial
STI awarded on linear bases
(0% to 93% achievement)
No award
(103% to a maximum
110% achievement)
100% to 150% of
financial STI awarded
on linear bases
Financial KPIs
(70% total STI)
150%
125%
100%
75%
50%
25%
0%
< 80%
85%
90%
95%
100%
105%
110%
115%
>120%
Financial KPI Achievement
Non-financial KPIs
(30% total STI)
Non‑financial KPIs are assessed and awarded up to a maximum of 100% based
on specific outcomes.
3636
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 How is performance
measured?
Performance measures (KPIs) selected reflect financial, strategic and operational objectives relevant to the
level and function of the role that are central to achievement of delivering the best possible outcome over
the next 12 months given the current economic environment. Financial measures selected are measures
against which management and the Board assess the short‑term financial performance of the Group.
Strategic and operational objectives are assigned to each individual to drive specific outcomes considered
to be of strategic importance to the Group within that individual’s level of responsibility. These objectives
are determined by the CEO and the Board in accordance with the process set out on page 25.
The weightings for each performance measure that comprise the total STI opportunity are set out below:
The selection of non-financial
KPIs varies depending on each
KMP’s roles and responsibilities
within the Group. These may
include achievement of specific
strategic projects that drive the
best possible outcome over the
next 12 months. Each KMP may
have a number of separate non-
financial KPIs. Achievement of
each individual’s non-financial
KPIs is determined by reference
to an assigned performance
rating determined by the CEO
and the Board at the end of the
financial year in accordance
with the process described
on page 25.
30%
70%
Financial KPIs
(budgeted revenues and EBITDA)
Non-financial KPIs
Achievement of financial KPIs
is determined by reference to
the Group’s audited accounts
for the measurement period.
No payment is made in
respect of financial KPIs to
any KMP if the target amount
is not met for the Group
(set at 93% of budgeted
revenue and EBITDA).
What happens if an
executive leaves?
The Board retains final discretion over incentive payments to ensure outcomes appropriately reflect
performance and achieve objectives of the executive incentive scheme.
If an eligible executive ceases employment with the Group during the performance period other than
by way of dismissal or resignation (e.g., death, total and permanent disablement, redundancy,
retrenchment or retirement with prior written consent of the Board), then the cash entitlements will be
awarded on a pro‑rata basis according to the eligible period of time served up until the termination date.
Where termination occurs by way of dismissal or resignation prior to the end of the measurement period,
the cash component may be paid on a pro‑rata basis.
If termination of employment occurs for serious misconduct, all vested and unvested rights will be forfeited
and will lapse.
Changes from the
FY22 STI plan
There have been no changes from the FY22 STI plan.
(b) Long‑Term Incentive Plan
Objective
To align the rewards attainable by Executive KMP with the achievement of particular long‑term objectives
of the Group and achievement of increasing shareholder value. Eligibility to participate in the LTI scheme
is determined by the Board and is targeted at Senior Executives whose role contributes significantly to
the performance of the Group.
How is it paid?
LTIs are awarded as performance rights on achievement of certain thresholds reflective of shareholder
value delivered.
Each performance right entitles the eligible executive to be issued with a share.
How much can
executives earn?
Performance rights are subject to the service and performance conditions. The target LTI benefit
is set as follows:
• CEO LTI: 50% of TFR delivered as performance rights subject to vesting conditions; and
• KMP LTI: 25% of TFR delivered as performance rights subject to vesting conditions.
The number of performance rights issued is based on each Executive’s target LTI benefit divided by the
market value of the rights. The market value of rights granted is based on the volume‑weighted average
price of the Company’s shares during the five‑day period before grant date.
LTI benefits of up to 150% of target LTI are payable where performance criteria are exceeded.
3737
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 REMUNERATION REPORT CONTINUED
How is performance
measured?
Vesting of the LTI awards is subject to the following criteria:
1. Three years of continuous employment with the Group from 1 July 2022 to 30 June 2025.
2. Achievement of the thresholds over the same three‑year period as set out below:
Relative Total Shareholder
Return (rTSR)
50%
The percentage change in a
company’s share price, plus the
effect of any dividends paid, over
the measurement period, relative
on a ranked percentile basis to
a comparative group (S&P/ASX
Small Ordinaries Index).
Relative TSR is a measure
widely understood and accepted
by shareholders, as it directly
measures shareholder
value creation.
50%
Revenue
Relative Total Shareholder
Return (rTSR)
Revenue
Based on the achievement of
a compounded annual growth
rate of 12.5% of revenue over
the measurement period.
Revenue growth is
selected as it is considered
a relevant indicator linking
financial performance with
shareholder value.
The proportion of rights that may vest based on relative TSR performance is determined based on the
following vesting schedule:
Relative TSR Performance
Percentage of Performance Rights That Will Vest
< 50th percentile
None
Between 50th to 75th percentile
100% to 150% on a linear basis
> 75th percentile
150%
The proportion of rights that may vest based on revenue CAGR is determined based on the following
vesting schedule:
Percentage Achievement
Against 12.5% Revenue CAGR
Percentage of Performance Rights That Will Vest
< 93%
> 93% < 97%
> 97% < 103%
>103% <110%
None
0% to 100% on a linear basis
100%
100% to 150% on a linear basis
The Board has discretion to change the amount awarded if the Board considers the outcome to be
misaligned given the circumstances that prevailed over the relevant measurement period and the
experience of shareholders.
Performance rights will be forfeited if performance and market conditions are not met.
What happens if an
executive leaves?
If an eligible executive ceases employment with the Group during the performance period other than by
way of dismissal or resignation (e.g., death, total and permanent disablement, redundancy, retrenchment
or retirement with prior written consent of the Board), then the unvested performance rights will vest on a
pro‑rata basis according to the eligible period of time served up until the termination date.
Where termination occurs by way of dismissal or resignation prior to the vesting of the performance rights,
unvested rights may vest on a pro‑rata basis according to the eligible period of time served up until the
termination date at the Board’s discretion.
If termination of employment occurs for serious misconduct, all vested and unvested rights will be forfeited
and will lapse.
Changes from the
FY22 LTI Plan
There have been no changes from the FY22 LTI Plan.
3838
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 6. Contractual arrangements with Executive KMP
Remuneration and other conditions of employment are set out in each executive’s employment contract. The key elements
of these employment contracts are summarised below:
Component
Approach for CEO
Total fixed remuneration
Contract duration
Notice by individual/company
Termination of employment
(without cause)
$928,557
Ongoing
6 months
Approach for Other Executive KMP
Range between $436,000 and $472,000
Ongoing
1 month
The Board has discretion to allow some or all STI entitlements to be paid out on a pro‑rata basis
aligned to time, where termination occurs by way of resignation or dismissal (e.g., death, total
and permanent disablement, redundancy, retrenchment or retirement with prior written consent
of the Board).
In other forms of without cause terminations, the STI will be reduced proportionately to
reflect the portion of the measurement period, but there is no other impact to the executive’s
entitlement.
The Board has discretion to allow unvested LTIs to vest on a pro‑rata basis aligned to time.
Where this discretion is not exercised, such unvested rights will lapse.
Termination of employment
(with cause)
STI is forfeited.
All unvested LTIs are forfeited.
All vested but unexercised LTIs are forfeited.
7. Remuneration details: Non-Executive KMP
Non‑Executive Directors enter into service agreements through a letter of appointment. Non‑Executive Director fees are determined
with reference to market levels and the need to attract high‑quality Directors.
Non‑Executive Directors do not receive any variable or performance‑based remuneration.
The Non‑Executive Director fee pool currently has a maximum value of $750,000 per annum, as approved by shareholders at the
2021 AGM and received strong support with a vote of 99.7% in favour.
The annual fees provided to Non‑Executive Directors, inclusive of superannuation, are shown below:
Board fees
Chairman
Other Non‑Executive Directors
Committee fees
Audit and Risk Committee – chair
Audit and Risk Committee – member
Remuneration Committee – chair
Remuneration Committee – member
2022
($)
2021
($)
149,800
84,800
140,000
80,000
9,000
5,000
9,000
5,000
9,000
5,000
9,000
5,000
3939
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 REMUNERATION REPORT CONTINUED
Non-Executive Director
David Trude
Bruce Adams
Jennifer Douglas(1)
Lisa Pendlebury(2)
Don Rankin
David Osborne
David Howell
Total
Salary and Fees
($)
Year
Super ($)
Non-monetary
Benefits ($)
Fixed Remuneration
2022
2021
2022
2021
2022
2021
2022
2022
2021
2022
2021
2022
2021
2022
2021
149,818
122,526
88,454
73,364
71,091
77,930
25,697
103,454
83,866
88,454
73,364
117,091
81,583
644,059
512,633
14,982
11,640
8,845
6,969
7,109
7,403
2,570
10,345
8,437
8,845
6,969
11,709
7,750
64,405
49,168
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Total ($)
164,800
134,166
97,299
80,333
78,200
85,333
28,267
113,799
92,303
97,299
80,333
128,800
89,333
708,464
561,801
(1) Jennifer Douglas resigned on 28 February 2022.
(2) Lisa Pendlebury was appointed as a Non‑Executive Director with effect from 1 March 2022.
8. Share-based remuneration disclosures
(a) Shareholdings of KMP
The number of shares in the Company held by each Non‑Executive Director and Executive KMP during the year, including their related
parties, is summarised below:
Received During
the Year on
Exercise of
Performance
Rights
Balance
30 June 2021
Non-Executive Directors
David Trude
Bruce Adams(1)
Jennifer Douglas(2)
Lisa Pendlebury(3)
Don Rankin
David Osborne(1)
David Howell
Executive KMP
Andrew Hansen(1)
Cameron Hunter
Darren Meade
Graeme Taylor
Joint interest(1)
Total
107,056
34,891,417
16,000
–
25,000
35,125,448
33,290
35,055,228
1,223,059
198,147
188,699
(69,478,226)
37,385,118
–
–
–
–
–
–
–
222,689
49,163
49,403
47,345
–
Other
Changes
During the
Year
2,332
–
(16,000)
7,419
–
–
–
–
2,191
(97,357)
8,170
Balance
30 June 2022
109,388
34,891,417
–
7,419
25,000
35,125,448
33,290
35,277,917
1,274,413
150,193
244,214
–
(69,478,226)
368,600
(93,245)
37,660,473
(1) Each of Bruce Adams, David Osborne and Andrew Hansen has a joint interest in a single parcel of 34,739,113 shares as at the date of this report.
(2) Jennifer Douglas resigned on 28 February 2022.
(3) Lisa Pendlebury was appointed as a Non‑Executive Director with effect from 1 March 2022.
4040
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 (b) Shares issued on exercise of performance rights
On 24 June 2022, the Group established the Hansen Technologies Limited Employee Share Plan Trust (Trust) to hold shares for
satisfaction of rights under existing and future equity awards plans. The establishment of the Trust impacts FY20 LTI and STI equity
awards plans onwards. Refer to Section 10 for further details.
(i) FY19 LTI plan
During the financial year, the FY19 LTI Plan vested. The performance rights were exercised on 27 August 2021. A total of 368,600 shares
were issued to the Executive KMP on that date. Refer to Section 3(b)(i) Performance outcomes against FY19 LTI plan measures.
The share price as at the exercise date, 27 August 2021, was $6.21 per share.
The below table sets out the value of performance rights under the FY19 (2018) LTI plan that were exercised.
Andrew Hansen
Cameron Hunter
Darren Meade
Graeme Taylor
Number of
Shares Issued
Value
Exercised*
$
222,689
1,382,899
49,163
49,403
47,345
305,302
306,793
294,012
* Represents the intrinsic value of performance rights that were exercised during the financial year 2022, which is the value of shares at the date of the exercise.
(ii) FY20 LTI and STI plans
On 30 June 2022, the FY20 plan vested. The performance rights were subsequently exercised on 19 August 2022. A total of 289,907
shares were issued to the Executive KMP on that date. Refer to Section 3(b)(i) Performance outcomes against FY20 LTI plan measures,
and Section 3(b)(ii) Performance outcomes against FY20 STI plan measures.
The share price as at the exercise date, 19 August 2022, was $5.84 per share.
The below table sets out the value of performance rights under the FY20 LTI and STI plans that were exercised.
STI
Cameron Hunter
Darren Meade
Graeme Taylor
LTI
Andrew Hansen
Cameron Hunter
Darren Meade
Graeme Taylor
Number of
Shares Issued
Value
Exercised*
$
9,270
9,315
8,927
54,137
54,400
52,134
172,156
1,005,391
30,405
30,553
29,281
177,565
178,430
171,001
* Represents the intrinsic value of performance rights that were exercised during the financial year 2022 up to the date of the Remuneration Report, which is the
value of shares at the date of the exercise.
(iii) Performance rights exercised under the discretion of the Board of Directors
On 29 July 2022, Cameron Hunter (Chief Operating Officer), an Executive KMP, was made redundant. In relation to his rights that have
yet to vest, the Board of Directors has exercised its discretionary power under the Employee Rights Plan and allowed these rights to
be retained, and to vest. These rights were exercised on 19 August 2022 and the below table sets out the value of these rights:
FY21 Enhanced STI Plan
FY22 LTI Plan
Number of
Shares Issued
47,065
17,768
Value
Exercised*
$
274,860
103,765
* Represents the intrinsic value of performance rights that were exercised during the financial year 2022 up to the date of the Remuneration Report, which is the
value of shares at the date of the exercise.
4141
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 REMUNERATION REPORT CONTINUED
9. Other transactions with KMP
Rental agreements with the CEO and other KMP
The Group leases its Melbourne head office and its York Street (South Melbourne) office from entities in which the CEO is a Director.
The terms and conditions of the lease and other property arrangements are no more favourable than those available, or which might
reasonably be expected to be available, from others on an arm’s length basis. In addition, the Group rents an apartment in New York
City, USA, on an as‑required basis at a rate favourable to the Group. The apartment is owned by the CEO.
The total lease and rental payments during the 2022 financial year related to these arrangements were $1,727,990.
Bruce Adams and David Osborne have a joint indirect interest in the entity that is a lessor to the Melbourne and South Melbourne
arrangements as described above.
The properties leased in South Melbourne and the Group’s Melbourne head office have been sold to non‑related parties on
17 June 2022 and on 29 July 2022, respectively. From these dates onwards, transactions relating to these leased properties
have ceased to be related party transactions of the Group.
The terms and conditions of the lease arrangements remain unchanged during the financial year.
10. Employee Share Trust
Hansen Technologies Limited Employee Share Plan Trust (the Trust) was established on 24 June 2022 as a sole purpose trust for
the purpose of holding shares for the satisfaction of rights under existing and future equity awards plans. The Trust provides Hansen
with greater flexibility to accommodate the incentive arrangements of Hansen both now and into the future as the Group continues to
expand its operations. The Trust will help manage the capital requirements, in that the Trust can use the contributions made by Hansen
either to acquire shares in Hansen on market, or alternatively to subscribe for new shares in Hansen. In addition, the Trust provides an
arm’s length vehicle through which shares in Hansen can be acquired and held in Hansen on behalf of employees and allows Hansen
to satisfy corporations law requirements relating to companies dealing in their own shares, as well as assisting with management of
insider trading restrictions. Pacific Custodians Pty Limited, an independent third party, is the Trustee of the Trust, and will operate
the Trust in accordance with Hansen Technologies Limited Employee Share Plan Trust Deed.
Signed in accordance with a resolution of the Directors.
David Trude
Director
Melbourne
24 August 2022
Andrew Hansen
Director
4242
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 AUDITOR’S INDEPENDENCE DECLARATION
RSM Australia Partners
Level 21, 55 Collins Street Melbourne VIC 3000
PO Box 248 Collins Street West VIC 8007
T +61 (0) 3 9286 8000
F +61 (0) 3 9286 8199
www.rsm.com.au
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Hansen Technologies Limited and its controlled entities for
the year ended 30 June 2022, I declare that, to the best of my knowledge and belief, there have been no
contraventions of:
(i)
(ii)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA PARTNERS
M PARAMESWARAN
Partner
24 August 2022
Melbourne, Victoria
THE POWER OF BEING UNDERSTOOD
AUDIT | TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network
is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
33
43
Hansen Technologies Ltd Annual Report 2022 FINANCIAL REPORT
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Section A: Basis of Preparation
1. Basis of preparation
Section B: Performance
2.
Segment information
3. Revenue and other income
4.
5.
6.
7.
Separately disclosed items
Profit from continuing operations
Income tax
Earnings per share
Section C: Working Capital and Operating Assets
8. Cash and cash equivalents
9. Receivables
10. Other assets
11. Plant, equipment and leasehold improvements
12.
Intangible assets
13. Leases
14. Payables
15. Other operating provisions
Section D: People
16. Employee benefits
17. Share‑based payments
45
46
47
48
49
49
49
51
51
55
58
59
60
63
64
64
65
66
67
68
71
75
76
77
77
79
Section E: Capital and Financial Risk Management
18. Financial risk management
19. Borrowings
20. Contributed capital
21. Dividends
22. Reserves and retained earnings
23. Commitments and contingencies
Section F: Group Structure
24. Parent entity information
Section G: Other disclosures
25. Related party disclosures
26. Auditor’s remuneration
27. Deed of cross guarantee
28. New and amended accounting standards
and interpretations
29. Subsequent events
Directors’ Declaration
Independent Auditor’s Report
Australian Securities Exchange (ASX)
83
83
87
89
90
91
91
92
92
94
94
96
97
99
100
101
102
106
44
Hansen Technologies Ltd Annual Report 2022
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2022
Operating revenue
Other income
Total revenue and other income
Employee benefit expenses
Depreciation expense
Amortisation expense
Property and operating rental expenses
Contractor and consultant expenses
Software licence expenses
Hardware and software expenses
Travel expenses
Communication expenses
Professional expenses
Finance costs on borrowings
Finance costs on lease liabilities
Foreign exchange losses
Other expenses
Total expenses
Profit before income tax expense
Income tax expense
Net profit after income tax expense
Other comprehensive income/(expense)
Items that may be reclassified subsequently to profit and loss
Net gain on hedges of net investments
Exchange differences on translation of foreign entities, net of tax
Other comprehensive income/(expense) for the year, net of tax
Total comprehensive income for the year
Basic earnings (cents) per share attributable to ordinary
equity holders of the Company
Diluted earnings (cents) per share attributable to ordinary
equity holders of the Company
Note
3
3
5
5
5
5
5
5
5
6(a)
22(a)
22(a)
7
7
2022
$’000
296,545
848
297,393
(154,923)
(9,973)
(32,144)
(3,635)
(5,707)
(2,168)
(19,663)
(1,086)
(1,888)
(4,954)
(3,641)
(854)
(2,358)
(3,359)
2021
$’000
307,730
2,552
310,282
(149,046)
(9,834)
(31,053)
(3,657)
(6,364)
(2,573)
(16,964)
(343)
(2,246)
(5,378)
(4,647)
(911)
(2,731)
(4,403)
(246,353)
(240,150)
51,040
(9,100)
41,940
70,132
(12,797)
57,335
26
2,405
2,431
44,371
428
(4,720)
(4,292)
53,043
20.9
28.8
20.6
28.5
The consolidated statement of comprehensive income is to be read in conjunction with the notes to the financial statements set out on
pages 49 to 100.
45
Hansen Technologies Ltd Annual Report 2022 CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2022
Current assets
Cash and cash equivalents
Receivables
Accrued revenue
Current tax receivable
Other current assets
Total current assets
Non-current assets
Plant, equipment and leasehold improvements
Intangible assets
Right‑of‑use assets
Deferred tax assets
Other non‑current assets
Total non‑current assets
Total assets
Current liabilities
Payables
Borrowings
Lease liabilities
Current tax payable
Provisions
Unearned revenue
Total current liabilities
Non-current liabilities
Deferred tax liabilities
Borrowings
Lease liabilities
Provisions
Unearned revenue
Total non‑current liabilities
Total liabilities
Net assets
Equity
Share capital
Foreign currency translation reserve
Share‑based payments reserve
Retained earnings
Total equity
Note
8
9
3(a)(ii)
10
11
12
13(a)
6(b)
10
14
19
13(b)
15, 16
3(a)(ii)
6(b)
19
13(b)
15, 16
3(a)(ii)
20
22(a)
22(b)
22(c)
2022
$’000
2021
$’000
59,631
56,010
21,657
2,924
9,048
149,270
14,444
344,475
12,968
7,781
1,889
381,557
530,827
23,989
–
5,662
–
14,990
36,821
81,462
35,588
87,912
8,213
514
4,030
136,257
217,719
313,108
146,857
7,536
10,629
148,086
313,108
52,138
77,413
24,303
–
11,932
165,786
12,590
356,153
16,157
9,404
1,091
395,395
561,181
37,224
117,507
5,552
10,983
16,352
35,108
222,726
38,038
–
11,322
523
53
49,936
272,662
288,519
145,224
5,105
7,971
130,219
288,519
The consolidated statement of financial position is to be read in conjunction with the notes to the financial statements set out on pages
49 to 100.
46
Hansen Technologies Ltd Annual Report 2022 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2022
Balance as at 1 July 2021
Net profit after income tax expense
for the year
Net gain on hedges of net investments
Exchange differences on translation
of foreign entities, net of tax
Total comprehensive income for the year
Transactions with owners in their
capacity as owners:
Share‑based payment expense –
performance rights
Tax associated with employee
share‑based plans
Equity issued under dividend
reinvestment plan
Dividends declared
Total transactions with owners
in their capacity as owners
Balance as at 30 June 2022
Balance as at 1 July 2020
Net profit after income tax expense
for the year
Net gain on hedges of net investments
Exchange differences on translation
of foreign entities, net of tax
Total comprehensive income for the year
Transactions with owners in their
capacity as owners:
Employee share options exercised
Share‑based payment expense –
performance rights
Equity issued under dividend
reinvestment plan
Dividends declared
Total transactions with owners
in their capacity as owners
Balance as at 30 June 2021
Contributed
Equity
$’000
145,224
Reserves
$’000
13,076
–
–
–
–
–
–
1,633
–
1,633
146,857
Contributed
Equity
$’000
140,952
–
–
–
–
–
26
2,405
2,431
2,437
221
–
–
2,658
18,165
Reserves
$’000
14,801
–
428
(4,720)
(4,292)
2,363
–
–
2,567
1,909
–
4,272
145,224
–
–
2,567
13,076
Note
22(c)
22(a)
22(a)
17(e)
6(b)(iv)
20(b)
22(c)
20, 22
Note
22(c)
22(a)
22(a)
20(b)
17(e)
20(b)
22(c)
20, 22
Retained
Earnings
$’000
130,219
41,940
–
–
41,940
–
–
(24,073)
(24,073)
148,086
Retained
Earnings
$’000
96,741
57,335
–
–
57,335
–
–
–
(23,857)
(23,857)
130,219
Total Equity
$’000
288,519
41,940
26
2,405
44,371
2,437
221
1,633
(24,073)
(19,782)
313,108
Total Equity
$’000
252,494
57,335
428
(4,720)
53,043
2,363
2,567
1,909
(23,857)
(17,018)
288,519
The consolidated statement of changes in equity is to be read in conjunction with the notes to the financial statements set out on pages
49 to 100.
47
Hansen Technologies Ltd Annual Report 2022 CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2022
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Interest received
Finance costs on borrowings
Finance costs on lease liabilities
Income tax paid
Net cash provided by operating activities
Cash flows from investing activities
Payments for plant, equipment and leasehold improvements
Proceeds from disposal of non‑financial assets
Payments for capitalised software development costs
Net cash used in investing activities
Cash flows from financing activities
Proceeds from options exercised
Repayment of borrowings
Repayment of lease liabilities
Dividends paid, net of dividend re‑investment
Net cash used in financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Effects of exchange rate changes on cash and cash equivalents
Cash and cash equivalents at end of the year
Note
2022
$’000
2021
$’000
353,917
(235,627)
63
(2,049)
(854)
(24,219)
91,231
(6,015)
105
(15,604)
(21,514)
–
(33,974)
(5,996)
(22,440)
(62,410)
7,307
52,138
186
59,631
292,438
(182,914)
19
(3,081)
(911)
(12,342)
93,209
(4,927)
–
(12,079)
(17,006)
2,363
(41,673)
(6,130)
(21,948)
(67,388)
8,815
44,492
(1,169)
52,138
3
5
5, 13(b)
8(a)
11
12
20(b)
19(b)
13(d)
21
8
The consolidated statement of cash flows is to be read in conjunction with the notes to the financial statements set out on pages
49 to 100.
48
Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS
30 JUNE 2022
SECTION A: BASIS OF PREPARATION
This section describes the basis in which the Group’s financial statements are prepared. Specific accounting policies are described
in the note to which they relate. The accounting policies have been consistently applied, unless otherwise stated.
1. Basis of preparation
(a) Basis of preparation of the Financial Report
This Financial Report is a general purpose Financial Report that has been prepared in accordance with Australian Accounting
Standards, Interpretations and other applicable authoritative pronouncements of the Australian Accounting Standards Board
and the Corporations Act 2001.
The Financial Report covers the Group, being Hansen Technologies Limited (“the Company”) and its controlled entities as a
consolidated entity. The Company is a company limited by shares, incorporated and domiciled in Australia. The address of the
Company’s registered office and principal place of business is 2 Frederick St, Doncaster, Victoria 3108 Australia. The Company
is a for‑profit entity for the purposes of preparing the Group’s financial statements.
This Financial Report was authorised for issue by the Directors on 24 August 2022.
The Group’s consolidated financial statements have been presented in a streamlined manner to simplify the information disclosed
and to make it more relevant for users. Similar notes have been grouped into sections with relevant accounting policies, judgements
and estimate disclosures incorporated within the notes to which they relate.
Compliance with IFRS
The Group’s consolidated financial statements comply with the International Financial Reporting Standards (IFRS) as issued by the
International Accounting Standards Board (IASB).
Historical cost convention
The Financial Report has been prepared under the historical cost convention, as modified by revaluations to fair value for certain
classes of assets and liabilities as described in the accounting policies.
Significant accounting estimates and judgements
The preparation of the Financial Report requires the use of certain estimates and judgements in applying the Group’s accounting
policies. The Group makes certain estimates and assumptions concerning the future, which, by definition, will seldom represent
actual results. Estimates and assumptions based on future events have a significant inherent risk and where future events are not
as anticipated, there could be a material impact on the carrying amounts of the assets and liabilities discussed in each of the
affected notes.
Those estimates and judgements significant to the Financial Report are disclosed in the following notes:
Significant Accounting Estimate and Judgement
Provision for expected credit losses of trade receivables
Capitalisation of research and development costs
Impairment of goodwill
Impairment of non‑financial assets other than goodwill
Determining the lease term of contracts with renewal and termination options – Group as a lessee
Estimating the incremental borrowing rate
Share‑based payments
Note Page Reference
9
12
12
12
13
13
17
66
70
71
71
75
75
82
49
Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
(b) Principles of consolidation
The consolidated financial statements are those of the consolidated Group, comprising the financial statements of the parent Company,
and of all entities that the parent controls. The Group controls an entity when it is exposed, or has rights to variable returns from its
involvement with the entity and has the ability to affect those returns through its power over the entity.
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.
All inter‑company balances and transactions, including any unrealised profits or losses, have been eliminated on consolidation.
Subsidiaries are consolidated from the date that control is established.
(c) Comparatives
Where necessary, comparative information has been reclassified and repositioned for consistency with current year disclosures.
(d) Rounding amounts
The parent Company and the consolidated Group have applied the relief available under ASIC Corporations (Rounding in
Financial/Directors’ Reports) Instrument 2016/191 and, accordingly, the amounts in the consolidated financial statements and
in the Directors’ Report have been rounded to the nearest thousand dollars, or in certain cases to the nearest dollar.
(e) Going concern
The Financial Report has been prepared on a going concern basis.
5050
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 SECTION B: PERFORMANCE
This section explains the operating results of the Group for the year and provides insights into the Group’s results, including results
by operating segment, separately disclosed items during the year that affected the Group’s results, components of income and
expenses, income tax and earnings per share.
2. Segment information
(a) Description of segments
Management has determined the Group’s operating segments based on the reports reviewed by the CEO (the Chief Operating
Decision Maker).
The operating segments are identified based on the types of services provided to the Group’s customers and the type of customer
the services are provided to. Discrete financial information about each of these operating businesses is reported to the executive
management team on at least a monthly basis.
Where operating segments meet the aggregation criteria, these are aggregated into reported segments. Operating segments are
aggregated based on similar products and services provided to the same type of customers using the same distribution method.
Segment profits, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a
reasonable basis. Inter‑segment pricing is determined on an arm’s length basis and is eliminated on consolidation. There are no
significant transactions between segments.
The Group has identified only one reportable segment as described in the table below. No operating segments have been aggregated
to form the below reportable operating segment. The ‘other’ category includes business units that do not qualify as an operating
segment, as well as the operating segments that do not meet the disclosure requirements of a reportable segment, including
IT Outsourcing and Customer Care services.
Reportable Segment
Description of Segment
Billing
Sale of billing applications and the provision of consulting services related to billing systems
(b) Segment information
2022
Segment revenue
Total segment revenue
Revenue from external customers
Segment profit
Total segment profit
Segment profit from core operations
Items included within the segment profit:
Depreciation expense
Amortisation expense
Total segment assets
Additions to non‑current assets(1)
Total segment liabilities
Billing
$’000
Other
$’000
Total
$’000
288,955
288,955
53,558
53,558
7,961
31,889
459,032
21,619
214,357
7,590
7,590
1,724
1,724
99
6
8,535
–
2,992
296,545
296,545
55,282
55,282
8,060
31,895
467,567
21,619
217,349
(1) This includes additions to intangible assets and plant, equipment and leasehold improvements, see Notes 11 and 12.
5151
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
2021
Segment revenue
Total segment revenue
Revenue from external customers
Segment profit
Total segment profit
Segment profit from core operations
Items included within the segment profit:
Depreciation expense
Amortisation expense
Total segment assets
Additions to non‑current assets(1)
Total segment liabilities
Billing
$’000
299,642
299,642
74,508
74,508
8,866
30,811
498,311
17,006
264,840
Other
$’000
8,088
8,088
881
881
130
6
10,314
–
4,794
Total
$’000
307,730
307,730
75,389
75,389
8,996
30,817
508,625
17,006
269,634
(1) This includes additions to intangible assets and plant, equipment and leasehold improvements, see Notes 11 and 12.
(i) Reconciliation of segment revenue to the consolidated statement of comprehensive income
Segment revenue
Total operating revenue
Geographical segments
Note
3
2022
$’000
296,545
296,545
2021
$’000
307,730
307,730
In presenting information based on geographical segments, segment revenue is based on the geographical location of customers.
Segment assets are based on the geographical location of the assets.
The Group’s business segments operate geographically as follows:
Geographical Segment
Regions Covered
APAC
Americas
EMEA
Product segments
Australia, New Zealand and Asia
North America, Central America and Latin America
Europe, Middle East and Africa
In presenting information based on product segments, the Group’s business segments provide the following types of products and
services as follows:
Product
Licence, support
and maintenance
Services
Hardware and
software sales
Other
Description of Product
Billing application licence, support and maintenance services delivered as part of a total billing
system solution.
Provision of various professional services in relation to customer billing systems and IT outsourced
services covering facilities management, systems and operations support, network services and
business continuity support.
Provision of other third‑party hardware and software licences to customers of the Group’s billing
system solutions.
Includes reimbursed expenses incurred for servicing the customer contract.
5252
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 (ii) Disaggregation of revenue from contracts with customers by segment
Set out below is the disaggregation of the Group’s revenue from contracts with customers:
2022
Products
Licence, support and maintenance
Services
Hardware and software sales
Other revenue
Billing
$’000
165,591
121,939
784
641
Other
$’000
5,740
1,818
–
32
Total
$’000
171,331
123,757
784
673
Total revenue from contracts with customers
288,955
7,590
296,545
Revenue by market vertical
Energy
Communications
Other
Total revenue from contracts with customers
Revenue by geographic segment
APAC
Americas
EMEA
Total revenue from contracts with customers
Timing of revenue recognition
Goods and services transferred at a point in time
Services transferred over time
Total revenue from contracts with customers
2021
Products
Licence, support and maintenance
Services
Hardware and software sales
Other revenue
Total revenue from contracts with customers
Revenue by market vertical
Energy
Communications
Other
Total revenue from contracts with customers
Revenue by geographic segment
APAC
Americas
EMEA
Total revenue from contracts with customers
Timing of revenue recognition
Goods and services transferred at a point in time
Services transferred over time
Total revenue from contracts with customers
141,542
147,413
–
288,955
49,881
66,300
172,774
288,955
38,051
250,904
288,955
1,579
32
5,979
7,590
6,026
1,564
–
7,590
33
7,557
7,590
143,121
147,445
5,979
296,545
55,907
67,864
172,774
296,545
38,084
258,461
296,545
Billing
$’000
Other
$’000
Total
$’000
177,076
121,361
1,138
67
299,642
141,250
158,392
–
299,642
45,033
75,495
179,114
299,642
67,126
232,516
299,642
6,065
1,856
130
37
8,088
1,773
39
6,276
8,088
6,334
1,754
–
8,088
167
7,921
8,088
183,141
123,217
1,268
104
307,730
143,023
158,431
6,276
307,730
51,367
77,249
179,114
307,730
67,293
240,437
307,730
5353
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
(iii) Reconciliation of segment profit from core operations to the consolidated statement of comprehensive income
Segment profit from core operations
Interest income
Unallocated depreciation and amortisation
Separately disclosed items impacting profit
Other expense
Profit before income tax
Income tax expense
Net profit after income tax expense
Note
3
4
2022
$’000
55,282
63
(2,162)
(306)
(1,837)
51,040
(9,100)
41,940
2021
$’000
75,389
19
(1,074)
(878)
(3,324)
70,132
(12,797)
57,335
All separately disclosed items have not been allocated to the Billing segment as they are not directly attributable to the segment.
(iv) Reconciliation of segment assets to the consolidated statement of financial position
Segment assets
Unallocated assets
– Cash
– Other
Total unallocated assets
Total assets
2022
$’000
2021
$’000
467,567
508,625
59,631
3,629
63,260
530,827
52,138
418
52,556
561,181
Total non‑current assets attributed to individual geographies is detailed as follows. Unallocated assets include deferred tax assets,
which are not allocated to a specific location as they are managed on a group basis:
2022
$’000
57,240
205,758
118,545
14
381,557
2021
$’000
54,338
206,786
133,887
384
395,395
2022
$’000
2021
$’000
217,349
269,634
370
370
3,028
3,028
217,719
272,662
APAC
Americas
EMEA
Unallocated assets
Total non-current assets
(v) Reconciliation of segment liabilities to the consolidated statement of financial position
Segment liabilities
Unallocated liabilities
– Other
Total unallocated liabilities
Total liabilities
5454
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 3. Revenue and other income
Operating revenue
Revenue from contracts with customers
Total operating revenue
Other income
From operating activities
Interest income
Profit from sale of non‑financial assets
Other income
Total other income
Total revenue and other income
Note
2(b)(i)
2(b)(iii)
8(a)
2022
$’000
2021
$’000
296,545
296,545
307,730
307,730
63
55
730
848
19
–
2,533
2,552
297,393
310,282
(a) AASB 15 Revenue from Contracts with Customers
(i) Performance obligations
The transaction price allocated to remaining performance obligations represents contracted revenue that has not yet been recognised.
They include amounts recognised as unearned revenue and amounts that are contracted but not yet billed or performed.
The transaction price allocated to performance obligations that are unsatisfied or partially unsatisfied as at 30 June 2022 is
$103,377,000 (2021: $104,010,000). This amount mostly comprises obligations in our long‑term contracts to provide software
or “software‑as‑a‑service” (SaaS), support and maintenance, and open long‑term professional services contracts as well as licences
contracted but not yet earned as the licence has not yet been deployed. A portion of this amount is expected to be recognised as
revenue beyond the next 12 months following the respective consolidated statement of financial position date. This estimation is
judgemental, as it needs to consider estimates of possible future contract modifications. The amount of transaction price allocated
to the remaining performance obligations, and changes in this amount over time, are impacted by, among others, currency fluctuations
and the remaining contract period of our billing solution agreements (which, in some cases, are contracted until five years after the
consolidated statement of financial position date).
(ii) Contract balances
Asset: Accrued revenue
Liability: Unearned revenue (current)
Liability: Unearned revenue (non‑current)
2022
$’000
21,657
36,821
4,030
2021
$’000
24,303
35,108
53
Accrued revenue mainly relates to software licences deployed on contract inception but which have yet to be billed to the customer.
Revenue recognised in the current financial year that was included in unearned revenue at the beginning of the current financial year
was $31,639,000 (2021: $24,370,000), representing support and maintenance, professional services, software and SaaS delivered
during the financial year.
(b) Government grants
Included in “Other income” during the financial year is $280,000 (2021: $493,000) of government grants received to compensate for
eligible employee expenditure related to research activities performed in Norway and in the United Kingdom. In the previous financial
year, separately, a total amount of $516,000 related to government subsidies was received in Canada. There was no such amount
received in the current financial year. There were no unfulfilled conditions or contingencies attached to these grants.
5555
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
Significant accounting policies
Revenue
The Group derives revenues from customer contracts associated with the provision of billing solutions. A typical contract may
include various deliverables in consideration for fees. Such deliverables in our contracts include, but are not limited to, the provision
of a software licence, support, and maintenance services, as well as professional implementation and customisation services.
The nature of fee structures within the contracts varies by customer. The timing and frequency of invoicing depends on the
terms and conditions of each contract. Invoices are billed to the customer either in advance or in arrears on normal commercial
terms. Where the contract requires invoicing in advance, revenue is initially deferred as unearned revenue until the Group fulfils
its performance obligations. Where the contract requires invoicing in arrears, revenue recognised on fulfilment of a performance
obligation is brought to account as accrued revenue, until the Group’s right to consideration becomes unconditional and the
accrued revenue is then presented as a receivable.
The Group’s accounting policies with respect to each of the individual deliverables in the Group’s customer contracts are outlined
in sub‑sections (i) onwards.
(i) Licence, support and maintenance revenue
The Group’s contracts for billing solutions regularly include software licences associated with the relevant billing solution provided
to the customer. The nature of the licence varies by customer and billing solution. As part of the licence agreement, various support
and maintenance services are available to support the customer’s use of the billing solution. This includes the provision of various
bug fixes, updates and helpdesk support.
Generally, the provision of the software licence is a distinct performance obligation. However, where there are associated
implementation, customisation or other professional services in the contract that significantly modify, customise or are highly
interrelated with the licence, the software licence and implementation services are combined into a single performance obligation.
The determination of whether the licence should be combined with the services is a matter of judgement, depending on the nature
of the implementation of the services provided and the licence specifications in the customer contract.
How the licence performance obligation is fulfilled depends on the nature of the licence and how the Group provides the licence
to the customer, irrespective of whether the licence is provided in perpetuity or for a specified contractual term:
• Where the licence is installed and delivered on customer premises, the customer can derive substantial benefits from the licence
on its own. Therefore, the performance obligation is fulfilled (and revenue recognised) at the point in time the licence goes live,
typically when customer acceptance has been obtained and the licence meets the agreed‑upon specifications.
• Where the licence is hosted by the Group (for example, in some of our SaaS applications), the customer is dependent on
our continual hosting of the licence platform in order to derive and receive substantial benefits from the licence. Therefore, the
performance obligation is fulfilled (and revenue recognised) over time, which is typically evenly over the contracted period
in which access to the licence is made available to the customer.
Licence fees in some pay‑TV and telecommunications contracts are dependent on the subsequent usage of the licence by
the customer, which is determined by customer‑defined metrics such as subscriber counts or end‑user numbers. For these
contracts, the Group uses the sales/usage‑based royalty exception and recognises revenue when the subsequent usage
is known, which is typically at the end of each billing period.
Support and maintenance services are generally considered a distinct single performance obligation, separately identifiable
to the software licence, as all the individual activities that comprise of support and maintenance are highly interrelated with each
other. Revenue related to the provision of support and maintenance is recognised evenly over the contracted term in which the
customer is entitled to receive support and maintenance.
(ii) Services revenue
The Group provides various configuration, implementation, customisation and other professional services that the customer is
contracted to receive. This may be a part of the overall billing solution, or discrete projects separately agreed with the customer.
The various individual activities that form the professional services provided to the customer are highly interrelated with each other
and therefore are treated as a single performance obligation. Revenue from these professional services is recognised over time
by reference to the stage of completion of the contracts.
Stage of completion is measured by reference to labour hours incurred to date as a percentage of total estimated labour hours for
each contract, and by reference to any contracted milestones achieved, such as customer acceptance of the final specification.
As described above in “Licence, support and maintenance revenue,” certain professional services might be combined with the
provision of the software licence depending on the nature of the licence and the professional services provided.
5656
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 (iii) Hardware/software sales revenue
Some of the Group’s subsidiaries on‑sell certain third‑party hardware and software products. Revenue is recognised when
control over the hardware/software has transferred to the customer. Determination of when control has passed depends on
whether the customer has legal title over the products, whether the customer has obtained possession of the products or
whether the Group has present right to payment.
The Group is considered principal in the sales transaction as the Group has procured the products from its various vendors
and the Group bears the risk and responsibility for selling those products to the customer.
(iv) Other revenue
Other revenue consists of reimbursed expenses incurred for servicing the customer contract. Revenue is recognised when
the Group has legal enforceability under the contract to have the relevant expenses reimbursed from the customer.
(v) Financing components
The Group does not have any contracts where the period between the transfer of the promised goods or services to the customer
represents a material financing component. Therefore, the Group does not adjust any of the transaction prices for the time value
of money.
(vi) Presentation and disclosure
In Note 2(b)(ii) of the financial statements, the Group has disaggregated revenue recognised from contracts with customers into
the following categories:
• the types of goods and services we provide our customers in our contracts;
• the primary market vertical that our customers operate in. ‘Energy’ includes our electricity, gas and water customers,
while ‘Communications’ includes our telecommunications and pay‑TV customers; and
• the key geographic regions where our customers are located, which is consistent with the geographic segments identified
for our segment reporting.
We believe these categories best depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by
economic factors.
AASB 15 uses the terms ‘contract asset’ and ‘contract liability’. To maintain consistency in presentation with prior periods, the
Group has retained the use of ‘accrued revenue’ and ‘unearned revenue’, respectively.
In disclosing the amount of the transaction price allocated to unsatisfied or partially satisfied performance obligations, the Group has
elected to use the practical expedient available in AASB 15 and disclose only the amounts allocated to performance obligations for
contracts with original expected duration of more than one year and for contracts where the Group’s right to consideration from a
customer does not correspond directly with the value to the customer of the Group’s performance completed to date.
Interest income
Interest income is recognised when it becomes receivable on a proportional basis, taking into account the interest rates applicable
to the financial assets.
Sales tax (including GST and VAT)
Revenues, expenses and assets are recognised net of the amount of sales tax, except where the amount of sales tax incurred is
not recoverable from the Tax Office. In these circumstances, the sales tax is recognised as part of the acquisition of the asset or as
part of an item of the expense. Receivables and payables in the consolidated statement of financial position are shown inclusive
of sales tax.
The net amount of GST/VAT recoverable from, or payable to, the taxation authority is included as part of receivables or payables in
the statement of financial position. Commitments and contingencies are disclosed net of the amount of GST recoverable from,
or payable to, the taxation authority.
Cash flows are presented in the consolidated statement of cash flows on a gross basis, except for the sales tax component of
investing and financing activities, which are disclosed as operating cash flows.
Government grants
Government grants are recognised at their fair value where there is reasonable assurance that the grant will be received
and all attached conditions will be complied with. Government grants relating to costs are deferred and recognised in the
consolidated statement of comprehensive income over the period necessary to match them with the costs that they are intended
to compensate. Government grants received for which there are no future related costs are recognised in the statement of
comprehensive income immediately.
5757
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
4. Separately disclosed items
The Group has disclosed underlying EBITDA and underlying profit after tax, referring to the Group’s trading results, adjusted for certain
transactions during the year that are not representative of the Group’s regular business activities. The Group considers that these
transactions are of such significance to understanding the ongoing results of the Group that the Group has elected to separately
identify these transactions to determine an ongoing result to enable a “like‑for‑like” comparison. These items are described as
“separately disclosed items” throughout this Financial Report.
Increase to profit before tax
Non‑recurring income
Gain on final settlement of an acquisition
–
1,162
Note
2022
$’000
2021
$’000
Decrease to profit before tax
Non‑recurring expenses
Other one‑off costs
Total separately disclosed items
2(b)(iii)
(306)
(306)
(2,040)
(878)
Non‑recurring income
The Group has not recognised any non‑recurring income for the financial year ended 30 June 2022. In the previous financial year, the
Group recognised a gain on final settlement of the most recent acquisition and was presented within ‘Other income’ in the Group’s
consolidated statement of comprehensive income.
Non‑recurring expenses
For the financial year ended 30 June 2022, the Group recognised professional fees of $306,000 in relation to the non‑binding conditional
proposal from BGH Capital Pty Ltd (BGH Capital) to acquire 100% of the outstanding shares in Hansen by way of a Scheme of
Arrangement. The proposal was withdrawn by BGH Capital on 6 September 2021. These costs have been included within the
‘Professional expenses’ account in the Group’s consolidated statement of comprehensive income.
In the previous financial year, the Group has separately identified expenses recognised in relation to deferred remuneration for
former employees of $2,040,000 of the company acquired in 2019. This cost arose from the negotiated agreements in relation to the
acquisition and is not considered a transaction that is in the normal course of the Group’s business activities. This amount is included
within ‘Employee benefit expenses’ as an amount that is not incurred in the normal course of business activities.
(a) Reconciliation with Group statutory measures
Underlying EBITDA
Less separately disclosed items
EBITDA(1)
Underlying net profit after tax before acquired amortisation, net of tax(2)
Less acquired amortisation, net of tax
Underlying net profit after tax(3)
Less separately disclosed items
Tax effect of separately disclosed items
Net profit after tax
2022
$’000
100,253
(306)
99,947
58,163
(16,010)
42,153
(306)
93
41,940
2021
$’000
120,167
(878)
119,289
73,099
(16,251)
56,848
(878)
1,365
57,335
(1) EBITDA is a non‑IFRS term, defined as earnings before interest, tax, depreciation and amortisation, and excluding net foreign exchange gains (losses).
(2) Underlying net profit after tax, before acquired amortisation, net of tax, or underlying NPATA, excludes separately disclosed items, which represent one‑off costs
incurred during the financial year and acquired amortisation, net of tax.
(3) Underlying net profit after tax or underlying NPAT excludes separately disclosed items, which represent the one‑off costs during the financial year.
5858
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 5. Profit from continuing operations
Profit from continuing operations before income tax has been determined after the following specific significant expenses:
Employee benefit expenses
Wages and salaries
Superannuation costs
Share‑based payments and employee share plan expensed
Total employee benefit expenses
Depreciation expense
Plant, equipment and leasehold improvements
Right‑of‑use assets
Total depreciation of non-current assets
Amortisation of non-current assets
Technology and other intangibles
Software development costs
Total amortisation of non-current assets
Property and operating rental expenses
Other property‑related expenses
Total property and operating rental expenses
Finance costs
Finance costs on borrowings
Prepaid borrowing costs
Net finance costs on borrowings
Finance costs on lease liabilities
Total finance costs
Net foreign exchange losses
Realised foreign exchange losses
Unrealised foreign exchange losses
Total net foreign exchange losses
Note
8(a)
11
13(a)
8(a)
12
12
8(a)
8(a),19(b)
13(c)
8(a)
2022
$’000
2021
$’000
143,129
138,329
9,357
2,437
8,150
2,567
154,923
149,046
3,919
6,054
9,973
20,602
11,542
32,144
3,635
3,635
1,592
2,049
854
4,495
770
1,588
2,358
3,714
6,120
9,834
20,880
10,173
31,053
3,657
3,657
1,566
3,081
911
5,558
1,553
1,178
2,731
5959
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
6. Income tax
(a) Components of income tax expense
Current tax expense
Movement in deferred tax relating to income tax expense
Over provision in prior years
Total income tax expense
The prima facie tax payable on profit before income tax reconciled
to the income tax expense is as follows:
Note
6(b)(iv)
2022
$’000
11,339
(606)
(1,633)
9,100
2021
$’000
17,754
(4,838)
(119)
12,797
Prima facie income tax payable on profit before income tax at 30%
15,312
21,040
Add/(less) tax effect of:
Impact of tax rates on foreign subsidiaries
Research and development allowances
Non‑deductible share‑based payments
Non‑assessable income
Over provision in prior years
Utilisation of prior year tax losses not brought to account
Deferred tax not previously brought to account
Change in tax rate during the financial year
Amortisation of acquired intangibles
Other non‑allowable items
Income tax expense attributable to profit
(b) Deferred tax
Deferred tax asset
Deferred tax liability
Net deferred tax
(i) Deferred tax asset
The deferred tax asset balance comprises the following items:
Difference in depreciation of plant, equipment and leasehold
improvements for accounting and income tax purposes
Other payables
Employee benefits
Temporary difference relating to lease accounting
Accruals and provisions
Deferred tax asset
6060
(3,140)
(3,440)
(431)
(341)
–
(1,633)
(1,379)
–
18
286
408
(83)
494
(763)
(119)
(2,253)
(947)
–
(447)
(685)
9,100
12,797
2022
$’000
7,781
(35,588)
(27,807)
2021
$’000
9,404
(38,038)
(28,634)
2022
$’000
–
1,446
2,417
2,181
1,737
7,781
2021
$’000
(607)
1,274
2,244
4,397
2,096
9,404
Note
6(b)(i)
6(b)(ii)
Note
6(b)
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 (ii) Deferred tax liability
The deferred tax liability balance comprises the following items:
Research and development expenditure capitalised
Difference in depreciation of plant, equipment and leasehold
improvements for accounting and income tax purposes
Difference in amortisation of intangible assets for accounting
and income tax purposes
Share‑based payments
Temporary difference relating to lease accounting
Other income not yet assessable
Other payables
Deferred tax liability
(iii) Reconciliation of net deferred tax balances
Opening balance – net deferred tax liability
Tax income during the financial year
Closing balance – net deferred tax liability
(iv) Movement in deferred tax relating to income tax expense
Deferred tax recognised in income tax expense comprises of:
Note
2022
$’000
(7,724)
(2,221)
(21,772)
(739)
(2,045)
(626)
(461)
2021
$’000
(6,651)
–
(26,016)
–
(4,164)
(1,126)
(81)
6(b)
(35,588)
(38,038)
Note
6(b)(iv)
2022
$’000
(28,634)
827
(27,807)
2021
$’000
(33,472)
4,838
(28,634)
Decrease in deferred tax asset
Decrease in deferred tax liability
Tax income during the financial year
Deferred tax credited directly to share‑based payments reserve
Deferred tax recognised in income tax expense
(v) Deferred tax assets not brought to account (available tax losses)
Note
6(b)(iii)
8(a), 22(b)
6(a)
Gross capital losses
Gross operating losses
Total
2022
$’000
(1,623)
2,450
827
(221)
606
2022
$’000
847
202
1,049
Deferred tax assets have not been recognised in respect of these losses. Realisation of the unrecognised tax losses, temporary
differences and offsets is dependent on the future production of sufficient taxable profits in the relevant jurisdictions as well as
continued compliance with regulatory requirements for availability.
2021
$’000
(567)
5,405
4,838
–
4,838
2021
$’000
847
1,598
2,445
6161
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
Significant accounting policies
Income tax
Current income tax expense is the tax payable on the current period’s taxable income based on the applicable income tax rate
adjusted by changes in deferred tax assets and liabilities. The tax rates and tax laws used to compute the amount are those that
are enacted or substantively enacted at the reporting date.
Deferred tax balances
Deferred tax assets and liabilities are recognised for temporary differences at the applicable tax rates when the assets are
expected to be recovered or liabilities settled. No deferred tax asset or liability is recognised in relation to temporary differences if
they arose in a transaction, other than a business combination, that at the time of the transaction did not affect either accounting
profit or taxable profit or loss.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future
taxable amounts will be available to utilise those temporary differences and losses.
Current and deferred tax balances attributable to amounts recognised directly in equity are also recognised directly in equity.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer
probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised
deferred tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that
future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against
current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.
Tax consolidation
The Group is subject to income taxes in Australia and jurisdictions in which it has foreign operations. In some of these jurisdictions,
namely Australia and the United States, the immediate parent entity and entities it controls have formed local income tax
consolidated groups that are taxed as a single entity in their relevant jurisdiction. The head entity of the Australian tax consolidated
group is Hansen Technologies Limited. Each tax consolidated group has entered a tax funding agreement whereby each entity in
the tax consolidated group recognises the assets, liabilities, expenses and revenues in relation to its own transactions, events and
balances only. This means that:
• the parent entity recognises all current and deferred tax amounts relating to its own transactions, events and balances only;
• the subsidiaries recognise current or deferred tax amounts arising in respect of their own transactions, events and balances; and
• the current tax liabilities and deferred tax assets arising in respect of tax losses are transferred from the subsidiary to the head
entity as inter‑company payables or receivables.
Each tax consolidated group also has a tax sharing agreement in place to limit the liability of subsidiaries in the tax consolidated
group arising under the joint and several liability requirements of the tax consolidation system, in the event of default by the parent
entity to meet its payment obligations. This means that under the tax sharing agreement, the subsidiaries are legally liable to the
income tax payable in proportion to their contribution to the net profit before tax of the tax consolidated group.
6262
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 7. Earnings per share
Reconciliation of earnings used in calculating earnings per share:
Basic earnings – ordinary shares
Diluted earnings – ordinary shares
Weighted average number of ordinary shares used in calculating earnings per share:
Number for basic earnings per share – ordinary shares
Number for diluted earnings per share – ordinary shares
Basic earnings (cents) per share
Diluted earnings (cents) per share
2022
$’000
41,940
41,940
2021
$’000
57,335
57,335
2022
No. of Shares
2021
No. of Shares
200,576,315
198,996,780
203,174,502
201,046,313
2022
Cents Per Share
2021
Cents Per Share
20.9
20.6
28.8
28.5
Classification of securities as potential ordinary shares
As at 30 June 2022 and 30 June 2021, the securities that have been classified as potential ordinary shares and included in diluted
earnings per share are the rights outstanding under the Employee Performance Rights Plan.
Significant accounting policies
Earnings per share (EPS)
Basic EPS is calculated by dividing the profit for the year attributable to ordinary equity holders of the Company by the weighted
average number of ordinary shares outstanding during the year.
Diluted EPS is calculated by dividing the profit attributable to ordinary equity holders of the Company by the weighted average
number of ordinary shares outstanding during the year, plus the weighted average number of ordinary shares that would be issued
on conversion of all the dilutive potential ordinary shares into ordinary shares.
6363
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
SECTION C: WORKING CAPITAL AND OPERATING ASSETS
This section describes the different components of our working capital supporting the operating liquidity of the Group, as well as the
long‑term tangible and intangible assets supporting the Group’s performance.
8. Cash and cash equivalents
Cash at bank and on hand
Total cash and cash equivalents
(a) Reconciliation of the net profit after tax to net cash flows from operating activities
Note
3
5
5, 17(e)
6(b)(iv)
5
9
9
5, 19(b)
Net profit after tax
Add/(less) items classified as investing/financing activities:
Net profit on sale of non‑current assets
Add/(less) non‑cash items:
Depreciation and amortisation
Share‑based payments
Deferred tax income credited directly to share‑based payments reserve
Unrealised foreign exchange losses
Recovery of previously charged expected credit loss
Expected credit loss charged
Amortisation of prepaid borrowing costs
Net cash provided by operating activities before change in assets and liabilities
Changes in assets and liabilities adjusted for effects of purchase
of controlled entities during the year:
Decrease/(increase) in trade receivables
Decrease/(increase) in sundry receivables and other assets
Decrease/(increase) in accrued revenue
(Decrease)/increase in trade payables
(Decrease)/increase in other creditors and accruals
Decrease in bank overdraft
(Decrease)/increase in operating and employee benefits provision
Decrease in deferred taxes
(Decrease)/increase in current tax payable
Increase in unearned revenue
Net cash provided by operating activities
Significant accounting policies
Cash and cash equivalents
2022
$’000
59,631
59,631
2022
$’000
41,940
2021
$’000
52,138
52,138
2021
$’000
57,335
(55)
–
42,117
2,437
221
1,588
(84)
117
1,592
89,873
18,872
4,584
2,646
(2,214)
(12,115)
–
(1,371)
(827)
(13,907)
5,690
91,231
40,887
2,567
–
1,178
(632)
1,671
1,566
104,572
(30,094)
(1,708)
(2,358)
2,805
8,335
(591)
1,150
(4,449)
4,904
10,643
93,209
Cash and cash equivalents include cash on hand and at banks, short‑term deposits with an original maturity of six months or less
held at call with financial institutions and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities on the
consolidated statement of financial position.
6464
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022
9. Receivables
Current
Trade receivables
Less: provision for expected credit losses
Sundry receivables
Total trade and other receivables
2022
$’000
56,534
(921)
55,613
397
56,010
2021
$’000
75,942
(1,457)
74,485
2,928
77,413
As at 30 June 2022, trade receivables of $18,453,000 (2021: $14,473,000) were past due but not impaired. These relate to a number of
unrelated customers for whom there is no recent history of default. The ageing analysis of the trade receivables is as follows:
Trade Receivables Ageing Analysis at 30 June:
Not past due
Past due 1– 30 days
Past due 31– 60 days
Past due more than 61 days
Total
Gross
2022
$’000
37,160
11,748
4,179
3,447
56,534
Provided
2022
$’000
–
–
–
(921)
(921)
Gross
2021
$’000
60,012
5,275
2,524
8,131
75,942
Provided
2021
$’000
–
–
–
(1,457)
(1,457)
The sundry receivables do not contain impaired assets and are not past due. Based on the credit history of these receivables, it is
expected that these amounts will be received when due, and thus no provision for impairment has been recorded. The Group does not
hold any collateral in relation to these receivables.
Movements in provision for expected credit loss:
Opening balance at 1 July
Expected credit loss charged
Recovery of previously charged expected credit loss
Amounts written off
Others
Closing balance at 30 June
Significant accounting policies
Trade receivables
Note
8(a)
8(a)
2022
$’000
1,457
117
(84)
(616)
47
921
2021
$’000
604
1,671
(632)
(237)
51
1,457
Trade receivables represent amounts owed by our customers and are recognised initially at the amount of consideration where the
right to payment is conditional only on the passage of time. The Group holds the trade receivables with the objective of collecting
contractual cash flows and therefore measures them subsequently at amortised cost using the effective interest method, less a
provision for expected credit loss. Trade receivables are generally due for settlement between 30 and 60 days.
The Group recognises a provision for impairment by calculating lifetime expected credit losses (ECLs). In determining the
appropriate amount of lifetime ECLs, the Group has established a provision matrix that is based on its historical credit loss
experience, adjusted for forward‑looking factors specific to the debtors and the economic environment.
Individual debts that are known to be uncollectible are written off by reducing the carrying amount directly. Expected credit losses
are recognised in the consolidated statement of comprehensive income within “Other expenses” account. When a trade receivable
for which a provision for expected credit loss had been recognised becomes uncollectible in a subsequent period, it is written off
against the allowance account.
6565
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
Critical accounting estimate and judgement
Provision for expected credit losses of trade receivables
The Group uses a provision matrix to calculate ECLs for trade receivables. The provision rates are based on days past due
for groupings of various customer segments that have similar loss patterns (i.e. by geography, product type, customer type
and rating, and coverage by letters of credit and other forms of credit insurance).
The provision matrix is initially based on the Group’s historical observed default rates. The Group will calibrate the matrix
to adjust the historical credit loss experience with forward‑looking information. For instance, if forecast economic conditions
(i.e., gross domestic product) are expected to deteriorate over the next year, which can lead to an increased number of defaults
in the energy sector, the historical default rates are adjusted. At every reporting date, the historical observed default rates are
updated and changes in the forward‑looking estimates are analysed.
The assessment of the correlation between historical observed default rates, forecast economic conditions and ECLs is
a significant estimate. The amount of ECLs is sensitive to changes in circumstances and of forecast economic conditions.
The Group’s historical credit loss experience and forecast of economic conditions may also not be representative of
customer’ actual default in the future.
As with the previous financial year, the Group has considered the impact of the COVID‑19 pandemic on the amount of ECLs
and has determined from its assessment that there has been no significant change to the recovery of the customers’ debts.
10. Other assets
Prepayments – current
Other assets – current
Total other current assets
Prepayments – non‑current
Other assets – non‑current
Total other non-current assets
2022
$’000
7,321
1,727
9,048
1,559
330
1,889
2021
$’000
7,793
4,139
11,932
1,091
–
1,091
6666
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 11. Plant, equipment and leasehold improvements
Cost
At 1 July 2021
Additions
Disposals
Net foreign currency movements arising from foreign operations
At 30 June 2022
Accumulated depreciation and impairment
At 1 July 2021
Depreciation charge
Disposals
Net foreign currency movements arising from foreign operations
At 30 June 2022
Carrying amount at 30 June 2022
Cost
At 1 July 2020
Additions
Disposals
Net foreign currency movements arising from foreign operations
At 30 June 2021
Accumulated depreciation and impairment
At 1 July 2020
Depreciation charge
Disposals
Net foreign currency movements arising from foreign operations
At 30 June 2021
Carrying amount at 30 June 2021
Note
2(b)
5
Note
2(b)
5
Plant and
Equipment
$’000
Leasehold
Improvements
$’000
34,897
5,788
(2,249)
(409)
38,027
(23,238)
(3,649)
2,198
208
(24,481)
13,546
3,875
227
(57)
(20)
4,025
(2,944)
(270)
57
30
(3,127)
898
Plant and
Equipment
$’000
Leasehold
Improvements
$’000
42,461
4,674
(11,735)
(503)
34,897
(32,141)
(3,319)
11,735
487
(23,238)
11,659
4,189
253
(518)
(49)
3,875
(3,095)
(395)
518
28
(2,944)
931
Total
$’000
38,772
6,015
(2,306)
(429)
42,052
(26,182)
(3,919)
2,255
238
(27,608)
14,444
Total
$’000
46,650
4,927
(12,253)
(552)
38,772
(35,236)
(3,714)
12,253
515
(26,182)
12,590
6767
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
Significant accounting policies
Plant, equipment and leasehold improvements
Cost and valuation
All classes of plant, equipment and leasehold improvements are stated at cost less depreciation and any accumulated
impairment losses.
Depreciation
The depreciable amounts of all fixed assets are depreciated on a straight‑line basis over their estimated useful lives commencing
from the time the asset is held ready for use. Leasehold improvements are depreciated over the shorter of either the unexpired
period of the lease or the estimated useful lives of the improvements.
The useful lives for each class of assets are:
Plant and equipment
Leasehold improvements
2022
3 to 15 years
3 to 15 years
2021
3 to 15 years
3 to 15 years
An item of plant, equipment and leasehold improvements initially recognised is derecognised upon disposal. Any gain or loss
arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount
of the asset) is included in profit or loss when the asset is derecognised.
The residual values, useful lives and methods of depreciation of plant, equipment and leasehold improvements are reviewed
at each financial year end and are adjusted prospectively, if appropriate.
12. Intangible assets
Cost
At 1 July 2021
Additions
Net foreign currency movements arising
from foreign operations
At 30 June 2022
Accumulated amortisation and impairment
At 1 July 2021
Amortisation charge
Net foreign currency movements arising
from foreign operations
At 30 June 2022
Carrying amount at 30 June 2022
Technology
and Other
Intangibles at
Cost
$’000
Software
Development
at Cost
$’000
Note
Goodwill
$’000
218,748
188,530
2(b)
–
–
5
2,658
221,406
3,484
192,014
(1,601)
–
10
(82,239)
(20,602)
(1,896)
(1,591)
(104,737)
219,815
87,277
90,058
15,604
2,027
107,689
(57,343)
(11,542)
(1,421)
(70,306)
37,383
Total
$’000
497,336
15,604
8,169
521,109
(141,183)
(32,144)
(3,307)
(176,634)
344,475
6868
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 Technology
and Other
Intangibles at
Cost
$’000
Software
Development
at Cost
$’000
Note
Goodwill
$’000
221,288
188,585
2(b)
–
5
(2,540)
218,748
(1,593)
–
(8)
(1,601)
217,147
–
(55)
188,530
(62,243)
(20,880)
884
(82,239)
106,291
80,420
12,079
(2,441)
90,058
(48,797)
(10,173)
1,627
(57,343)
32,715
Total
$’000
490,293
12,079
(5,036)
497,336
(112,633)
(31,053)
2,503
(141,183)
356,153
Cost
At 1 July 2020
Additions
Net foreign currency movements arising
from foreign operations
At 30 June 2021
Accumulated amortisation and impairment
At 1 July 2020
Amortisation charge
Net foreign currency movements arising
from foreign operations
At 30 June 2021
Carrying amount at 30 June 2021
Significant accounting policies
Goodwill
Goodwill represents the future economic benefits arising from other assets acquired in a business combination that are not
individually identifiable or separately recognised. Goodwill is recognised initially at the excess of: (a) the aggregate of the
consideration transferred, the fair value of the non‑controlling interests and the acquisition date fair value of the acquirers
previously held equity interest; over (b) the net fair value of the identifiable assets acquired and liabilities assumed.
Technology and other intangibles
Other intangibles consist of trademarks, brand names, customer relationships and non‑compete clauses.
Technology and other intangibles are recognised at cost and are amortised over their estimated useful lives, which is generally
the term of the contract for customer contracts and five to 10 years for technology and other intangibles. Technology and other
intangibles are carried at cost less accumulated amortisation and any impairment losses.
Research and development
Expenditure on research activities is recognised as an expense when incurred.
Development costs are capitalised when the entity can demonstrate all of the following: the technical feasibility of completing the
asset so that it will be available for use or sale; the intention to complete the asset and use or sell it; the ability to use or sell the
asset; how the asset will generate probable future economic benefits; the availability of adequate technical, financial and other
resources to complete the development and to use or sell the asset; and the ability to measure reliably the expenditure attributable
to the asset during its development.
Capitalised development expenditure is carried at cost less any accumulated amortisation and any accumulated impairment
losses. Amortisation is calculated using a straight‑line method to allocate the cost of the intangible asset over its estimated
useful life, which is generally five years. Amortisation commences when the intangible asset is available for use.
Other development expenditure is recognised as an expense when incurred.
Impairment of non‑financial assets
Assets with an indefinite useful life are not amortised but are tested at least annually for impairment in accordance with AASB
136 Impairment of Assets. Assets subject to annual depreciation or amortisation are reviewed for impairment whenever events or
circumstances arise that indicate that the carrying amount of the asset may be impaired. An impairment loss is recognised where
the carrying amount of the asset exceeds its recoverable amount. The recoverable amount of an asset is defined as the higher
of its fair value less costs of disposal and value in use.
6969
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
Critical accounting estimate and judgement
Capitalisation of research and development costs
Development costs incurred are assessed for each research and development project and a percentage of the expenditure is
capitalised when technical feasibility studies demonstrate that the project will deliver future economic benefits and those benefits
can be measured reliably.
There has been an investment in research and development expenditure incurred in relation to the various billing software
platforms in the 2022 financial year. Returns are expected to be derived from this investment over the coming year(s).
The assets’ residual values, useful lives and amortisation methods are reviewed and adjusted if appropriate at each financial year
end. The estimation of useful lives of assets has been based on historical experience and expected product lifecycle, which could
change significantly as a result of technological innovation.
(a) Impairment test for goodwill
For impairment testing, the Group views that its past business combinations giving rise to goodwill on acquisition relate to synergistic
opportunities for its billing solutions. Therefore, goodwill is allocated entirely to the Billing CGU, which is also an operating and
reportable segment.
The recoverable amount of the Billing CGU has been determined based on a value‑in‑use calculation using cash flow projections
over a five‑year period. Cash flows beyond the five‑year forecast period are extrapolated using the estimated terminal growth rates.
Key assumptions used for value‑in‑use calculations
The key assumptions for the Billing CGU supporting the disclosed recoverable value are as follows:
• EBITDA for the first year based on financial budgets approved by senior management;
• beyond the first year, profit before tax annual growth rate of 1.5% (2021: 1.5%);
• a post‑tax discount rate of 8.2% (2021: 6.1%); and
• terminal growth rate of 1.5% (2021: 1.5%) at the end of the forecast period.
Both the EBITDA growth rate beyond FY22 and the terminal growth rate ranges are derived from management’s best estimate of
revenue and operating expenditure growth, taking into account changes in the industry, customer market prospects, future product
developments and technological innovation. Profit before income tax expense is then adjusted for amounts related to tax.
The discount rate represents the current market assessment of the risks specific to the CGU, taking into consideration the time value
of money coupled with other risks factors. It is based on the Group’s weighted average cost of capital.
Results of impairment testing and sensitivity to changes in assumptions
The recoverable amount of the CGU remains more than adequately greater than the carrying value of the CGU even after a 2.1%
increase in the post‑tax discount rate when compared to the prior year.
The following table sets out key parameters that need to change for there to be no headroom available when comparing the calculation
of the estimated recoverable amount of the CGU against the carrying value of the CGU at 30 June 2022.
Change Required for Carrying Amount to Equal Recoverable Amount
Discount rate increase
Budgeted EBITDA growth rate decline
2022
4.1%
(24.0%)
7070
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 Critical accounting estimates and judgements
Impairment of goodwill
The Group tests whether goodwill has been impaired on an annual basis. Management judgement is applied to identify the cash
generating units (CGU). The recoverable amount of a CGU is determined based on value‑in‑use calculations, which require the use
of assumptions and discounting of future cash flows. These assumptions are based on best estimates at the time of performing
the valuation. Cash flow projections do not include restructuring activities that the Group is not yet committed to or significant
future investments that will enhance the performance of the assets of the CGU being tested.
Goodwill is monitored by management at the level of operating segments identified in Note 2.
Impairment of non‑financial assets other than goodwill
All assets are assessed for impairment at each reporting date by evaluating whether indicators of impairment exist in relation
to the continued use of the asset by the consolidated entity. Impairment triggers include declining product, technology changes,
adverse changes in the economic or political environment or future product expectations. If an indicator of impairment exists,
the recoverable amount of the asset is determined.
13. Leases
(a) Right‑of‑use assets
Cost
Accumulated depreciation
Net carrying amount at 30 June
2022
$’000
28,494
(15,526)
12,968
$’000
27,220
(11,063)
16,157
Movements in cost and accumulated depreciation during the year are inclusive of any net foreign currency movements arising
from foreign operations.
The Group has identified the following classes of right‑of‑use (“ROU”) assets: properties, vehicles, office and IT equipment.
The largest class of asset recognised is the Group’s property leases, consisting of office buildings, as well as rental apartments
for its employees undertaking short‑term assignments overseas. Leases of properties generally have lease terms between six months
and five years, while leases of office equipment, vehicles and IT equipment generally have terms between one and three years. The
Group usually has rights to renew the lease arrangements that are reasonably certain to be exercised and therefore may have long
effective lease terms. The rental payments associated with each lease varies according to the amount of space rented and the location
of the lease. However, in most cases the amount of rental payments is indexed annually in line with the relevant national consumer
pricing index.
7171
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022
NOTES TO THE FINANCIAL STATEMENTS CONTINUED
Reconciliation of the carrying amounts of ROU assets at the beginning and end of the current financial year by class of asset
is shown below:
Cost
Balance as at 1 July 2021
Additions
Re‑measurement
Disposals
Exchange differences
from foreign operations
Balance as at 30 June 2022
Accumulated depreciation
Balance as at 1 July 2021
Depreciation charge
Disposals
Exchange differences
from foreign operations
Balance as at 30 June 2022
Net book value as at 30 June 2022
Cost
Balance as at 1 July 2020
Additions
Re‑measurement
Make good provision
Disposals
Exchange differences
from foreign operations
Balance as at 30 June 2021
Accumulated depreciation
Balance as at 1 July 2020
Depreciation charge
Disposals
Exchange differences
from foreign operations
Balance as at 30 June 2021
Net book value as at 30 June 2021
Note
13(b)
13(b)
5, 13(c)
Note
13(b)
13(b)
5, 13(c)
ROU
Properties
$’000
ROU Office
Equipment
$’000
ROU
Vehicles
$’000
ROU IT
Equipment
$’000
26,994
2,388
82
(1,601)
462
28,325
(10,958)
(5,995)
1,601
(80)
(15,432)
12,893
138
35
–
(96)
4
81
(64)
(35)
71
–
(28)
53
88
–
–
–
–
88
(41)
(24)
–
(1)
(66)
22
–
–
–
–
–
–
–
–
–
–
–
–
ROU
Properties
$’000
ROU Office
Equipment
$’000
ROU
Vehicles
$’000
ROU IT
Equipment
$’000
26,197
4,968
(2,877)
457
(1,364)
(387)
26,994
(6,338)
(6,056)
1,364
72
(10,958)
16,036
114
28
–
–
(4)
–
138
(38)
(30)
4
–
(64)
74
195
–
(65)
–
(36)
(6)
88
(45)
(32)
36
–
(41)
47
3
–
–
–
(3)
–
–
(1)
(2)
3
–
–
–
Total
$’000
27,220
2,423
82
(1,697)
466
28,494
(11,063)
(6,054)
1,672
(81)
(15,526)
12,968
Total
$’000
26,509
4,996
(2,942)
457
(1,407)
(393)
27,220
(6,422)
(6,120)
1,407
72
(11,063)
16,157
In the financial year ended 30 June 2022, the cost of variable lease payments amounted to $4,000 (2021: $3,000). These variable lease
payments do not depend on an index or a rate. These are included within the “Other expenses” account in the consolidated statement
of comprehensive income.
7272
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 (b) Lease liabilities
Current
Non‑current
Total
2022
$’000
5,662
8,213
13,875
Reconciliation of the carrying amounts of lease liabilities and the movements during the financial year is shown below:
Balance as at 1 July
Additions
Remeasurement
Disposals
Accretion of finance costs
Payments of finance costs
Payments of principal amounts
Exchange differences from foreign operations
Balance as at 30 June
(c) Impact to profit or loss
The following are the amounts recognised in the profit or loss:
Depreciation expense of ROU assets
Finance costs on lease liabilities
Variable lease payments
Income from sub‑leasing of ROU assets
Total amount recognised in profit or loss
Note
13(a)
13(a)
13(c)
Note
13(a)
5, 13(b)
2022
$’000
16,874
2,423
82
(26)
854
(854)
(5,996)
518
13,875
2022
$’000
6,054
854
4
(33)
6,879
2021
$’000
5,552
11,322
16,874
2021
$’000
21,045
4,996
(2,942)
–
911
(911)
(6,130)
(95)
16,874
2021
$’000
6,120
911
3
–
7,034
(d) Impact to cash flows
The Group had total cash outflows for leases of $6,850,000 for the year ended 30 June 2022 (2021: $7,041,000). Out of the $6,850,000
(2021: $7,041,000) cash outflows, $5,996,000 (2021: $6,130,000) relates to cash outflows from investing activities (principal payments),
while the remaining balance relates to cash outflows from operating activities (finance costs on lease liabilities). The Group also had
non‑cash additions of ROU assets of $2,423,000 (2021: $5,453,000) and lease liabilities of $2,423,000 (2021: $4,996,000) during the
financial year.
(e) Future lease payments
Future lease payments in relation to lease liabilities are as follows.
Less than 6 months
6‑12 months
Total current lease payments
Future finance costs on lease liabilities
Current lease liabilities
1‑2 years
2‑3 years
More than 3 years
Total non‑current lease liabilities
Future finance costs on lease liabilities
Non-current lease liabilities
Note
18(b), 23
18(b), 23
18(b), 23
18(b), 23
18(b), 23
2022
$’000
3,308
2,918
6,226
(564)
5,662
3,878
1,875
3,970
9,723
(1,510)
8,213
The weighted average incremental borrowing rate applied to lease liabilities was 4.63% (2021: 2.16%).
2021
$’000
3,233
3,068
6,301
(749)
5,552
5,390
3,225
4,600
13,215
(1,893)
11,322
7373
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
Significant accounting policies
Leases
The determination of whether an arrangement is (or contains) a lease depends on whether the arrangement conveys the right to
control the use of an identified asset for a period of time in exchange for consideration. Control over the use of an identified asset
exists when the arrangement involves the use of an identified asset, when the Group obtains substantially all the economic benefits
from the use of the asset, and when the Group has the right to direct the use of the asset.
The lease term is first determined with reference to the non‑cancellable period of the lease contract, adjusted for any periods
covered by options to extend the lease and/or to early terminate the lease if the Group is reasonably certain to exercise the options.
Judgement is applied by the Group in determining whether the Group is reasonably certain to exercise the options.
Lease liabilities are initially recognised and measured based on the total value of fixed and variable contractual lease payments
over the lease term, including payments to extend or terminate the lease if the Group is reasonably certain to exercise the option
to extend or terminate the lease, respectively. The lease payments are discounted to present value based on the incremental
borrowing rate implicit in the lease.
Lease payments on properties exclude service fees for maintenance, cleaning and other costs as these costs are separated as
non‑lease components. However, the Group has elected not to separate lease and non‑lease components for leases of vehicles,
office and IT equipment.
Leased assets are capitalised at the commencement date of the lease and comprise the initial lease liability amount, initial direct
costs incurred when entering the lease, less any lease incentives received.
Leased assets are depreciated on a straight‑line basis over the earlier of the end of the useful life of the right‑of‑use asset
or the end of the lease term, as follows:
• ROU properties
• ROU office equipment
• ROU vehicles
• ROU IT equipment
Estimated useful lives of right‑of‑use assets are determined on the same basis as those of plant, equipment and leasehold
improvements.
The right‑of‑use asset is also periodically assessed for impairment losses and adjusted for certain remeasurements of the
lease liability.
The Group does not apply the practical expedients for short‑term leases and leases for which the assets are of low value.
Presentation and disclosure
Depreciation on right‑of‑use assets is included as part of “Depreciation expense” account in the consolidated statement
of comprehensive income, and interest expense on lease liabilities is included as part of “Finance costs on lease liabilities”
account in the consolidated statement of comprehensive income.
Right‑of‑use assets are disclosed separately on the consolidated statement of financial position, with Note 13(a) disaggregating
the lease assets by class of asset. Lease liabilities are presented as current and non‑current in the consolidated statement of
financial position depending on the timing of the settlement of contractual cash outflows.
The repayment of the principal portion of lease payments is presented as part of financing activities in the consolidated statement
of cash flows, and the interest portion is presented as part of operating activities.
7474
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 Critical accounting estimate and judgement
Determining the lease term of contracts with renewal and termination options – Group as a lessee
The Group determines the lease term as the non‑cancellable term of the lease together with any periods covered by an
option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease,
if it is reasonably certain not to be exercised.
The Group has several lease contracts that include extension and termination options. The Group applies judgement in evaluating
whether it is reasonably certain whether or not to exercise the option to renew or terminate the lease. That is, it considers all
relevant factors that create an economic incentive for it to exercise either the renewal or termination. After the commencement date,
the Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects
its ability to exercise or not to exercise the option to renew or to terminate (e.g. construction of significant leasehold improvements
or significant customisation to the leased asset).
Estimating the incremental borrowing rate
The Group cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR)
to measure lease liabilities. The IBR is the rate of interest that the Group would have to pay to borrow over a similar term, and
with a similar security, the funds necessary to obtain an asset of a similar value to the right‑of‑use asset in a similar economic
environment. The IBR therefore reflects what the Group ‘would have to pay’, which requires estimation when no observable rates
are available (such as for subsidiaries that do not enter into financing transactions) or when they need to be adjusted to reflect the
terms and conditions of the lease (for example, when leases are not in the subsidiary’s functional currency). The Group estimates
the IBR using observable inputs (such as market interest rates) when available and is required to make certain entity‑specific
estimates (such as the subsidiary’s stand‑alone credit rating).
14. Payables
Trade payables
Accrued payables
Other payables
Total payables
Significant accounting policies
Trade payables
Note
18(b)
2022
$’000
5,385
14,200
4,404
23,989
2021
$’000
7,599
15,847
13,778
37,224
Trade payables are initially recognised at their fair value and subsequently carried at amortised cost and are not discounted.
These amounts represent liabilities for goods and services provided to the Group prior to the end of financial year that are unpaid.
The amounts are unsecured and are paid in accordance with vendor terms, which are usually within 30 to 60 days of recognition.
Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period.
7575
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
15. Other operating provisions
Current
Onerous contract provisions
Other
Total current operating provisions(1)
Non-current
Make good provisions
Total non-current operating provisions(2)
Reconciliation of other operating provisions
Carrying amount at beginning of year
Net provisions/(payments/reversals) made during the year
Carrying amount at end of year
(1)
Included within current provisions in the consolidated statement of financial position.
(2)
Included within non‑current provisions in the consolidated statement of financial position.
Significant accounting policies
Provisions
2022
$’000
943
91
1,034
342
342
2,217
(841)
1,376
2021
$’000
1,652
108
1,760
457
457
1,181
1,036
2,217
Provisions are recognised when the consolidated entity has a legal or constructive obligation, as a result of past events,
for which it is probable that an outflow of economic benefits will result, and that outflow can be reliably measured.
7676
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 SECTION D: PEOPLE
This section provides information about our employee benefit obligations, including annual leave, long service leave and
post-employment benefits. It also includes details about our share plans and the compensation paid to Key Management Personnel.
16. Employee Benefits
Current employee benefits(1)
Non‑current employee benefits(2)
Total employee benefits liability
2022
$’000
13,956
172
14,128
2021
$’000
14,592
66
14,658
(1)
Included within current provisions in the consolidated statement of financial position.
(2)
Included within non‑current provisions in the consolidated statement of financial position.
Employee Benefits Liability
Employee benefits liability represents amounts provided for annual leave and long service leave. The current portion for this provision
includes the total amount accrued for annual leave entitlements and the amounts accrued for long service leave entitlements that have
vested due to employees having completed the required period of service.
Based on past experience, the Group does not expect the full amount of annual leave or long service leave balances classified as
current liabilities to be settled within the next 12 months. These amounts are presented as current liabilities since the Group does
not have an unconditional right to defer the settlement of these amounts in the event employees wish to use their leave entitlement.
The following amounts reflect leave that is not expected to be taken or paid within the next 12 months:
Current leave obligations expected to be settled after 12 months
2022
$’000
1,473
2021
$’000
1,765
In calculating the present value of future cash flows in respect of long service leave, the probability of long service leave being taken
is based on historical data.
(a) Directors’ and executives’ compensation
Short‑term employment benefits
Post‑employment benefits
Share‑based payments
Total
2022
$
3,621,809
174,405
1,062,624
4,858,838
2021
$
3,906,967
167,422
1,210,118
5,284,507
On 29 July 2022, an Executive KMP was made redundant. In relation to the Executive KMP’s rights that have yet to vest, the Board of
Directors has exercised its discretionary power under the Employee Performance Rights Plan and allowed these rights to be retained,
and to vest on his effective termination date.
Detailed remuneration disclosures are provided in the Remuneration Report on pages 23 to 42.
7777
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
Significant accounting policies
Short‑term employee benefit obligations
Liabilities arising in respect of wages and salaries, annual leave, long service leave and any other employee benefits expected to
be settled within 12 months of the reporting date are measured at the amounts based on remuneration rates that are expected to
be paid when the liability is settled. The expected cost of short‑term employee benefits in the form of compensated absences such
as annual leave and long service leave is recognised in the provision for employee benefits. All other short‑term employee benefit
obligations are presented as payables.
Other long‑term employee benefit obligations
The provision for other long‑term employee benefits, including obligations for long service leave and annual leave, which are not
expected to be settled wholly before 12 months after the end of the reporting period are measured at the present value of the
estimated future cash outflow to be made in respect of the services provided by employees up to the reporting date. Expected
further payments incorporate anticipated future wage and salary levels, durations of service and employee turnover, and are
discounted at rates determined by reference to market yields at the end of the reporting period on high‑quality corporate bonds
that have maturity dates that approximate the terms of the obligations. Any re‑measurements for changes in assumptions of
obligations for other long‑term employee benefits are recognised in profit or loss in the periods in which the change occurs.
Other long‑term employee benefit obligations are presented as current liabilities in the consolidated statement of financial position
if the entity does not have an unconditional right to defer settlement for at least 12 months after the reporting date, regardless of
when the actual settlement is expected to occur. All other long‑term employee benefit obligations are presented as non‑current
liabilities in the consolidated statement of financial position.
Retirement benefit obligations
The consolidated entity makes superannuation and pension contributions to the employee’s defined contribution plan of
choice in respect of employee services rendered during the year. These contributions are recognised as an expense in the
same period when the related employee services are received. The Group’s obligation with respect to employee’s defined
contributions entitlements is limited to its obligation for any unpaid superannuation and pension guarantee contributions at the
end of the reporting period. All obligations for unpaid superannuation and pension guarantee contributions are measured at
the (undiscounted) amounts expected to be paid when the obligation is settled and are presented as current liabilities in the
consolidated statement of financial position.
Bonus plan
The consolidated entity recognises a provision when a bonus is payable in accordance with the employee’s contract of
employment or review letter and the amount can be reliably measured.
Termination benefits
The Group recognises an obligation and expense for termination benefits at the earlier of: (a) the date when the Group can no
longer withdraw the offer for termination benefits; and (b) when the Group recognises costs for restructuring and the costs include
termination benefits. In either case, the obligation and expense for termination benefits is measured on the basis of the best
estimate of the number of employees expected to be affected. Termination benefits that are expected to be settled wholly before
12 months after the annual reporting period in which the benefits are recognised are measured at the (undiscounted) amounts
expected to be paid and are presented as current liabilities in the consolidated statement of financial position. All other termination
benefits are accounted for on the same basis as other long‑term employee benefits and are presented as non‑current liabilities in
the consolidated statement of financial position.
7878
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 17. Share-based payments
(a) Employee Share Plan
The Employee Share Plan (ESP) is available to all eligible employees each year to acquire ordinary shares in the Company from future
remuneration (before tax). Shares to be issued or transferred under the ESP will be valued at the volume‑weighted average price of
the Company’s shares traded on the Australian Securities Exchange during the five business days immediately preceding the day the
shares are issued or transferred. Shares issued under the ESP are not allowed to be sold, transferred or otherwise disposed of until the
earlier of the end of an initial three‑year period, or the participant ceasing continuing employment with the Company.
Details of the movement in employee shares under the ESP are as follows:
Number of shares at beginning of year
Number of shares transferred to main share registry and/or disposed of
Number of shares at year end
2022
No. of Shares
2021
No. of Shares
26,800
(26,800)
–
58,860
(32,060)
26,800
There were no shares issued under the ESP for the 2022 and 2021 financial years, nor were there any amounts of consideration
provided by eligible participants at the consolidated statement of financial position date on both years.
The market value of the Company’s ordinary shares closed at $5.20 on 30 June 2022 ($6.21 on 30 June 2021).
The Employee Share Plan is no longer utilised.
(b) Employee Performance Rights Plan
The Employee Performance Rights Plan (the Rights Plan) was approved by shareholders at the Company’s AGM on 23 November 2017
and was re‑adopted at the Company’s AGM on 25 November 2021. Under the Plan, awards are made to eligible executives and other
management personnel who have an impact on the Group’s performance. Plan awards for long‑term incentives (LTI) are granted in the
form of performance rights over shares that vest over a period of three years subject to meeting performance measures and continuous
employment with the Company. Plan awards for deferred short‑term incentives (STI) are deferred for a two‑year period, of which the employee
must remain employed, following the achievement of annual financial and non‑financial performance measures. Each performance right
is to subscribe for one ordinary share upon vesting and, when issued, the shares will rank equally with other shares.
Performance rights issued under the Employee Performance Rights Plan are valued on the same basis as those issued to KMP, which is
described in Note 17(d).
Performance rights issued and outstanding as at 30 June 2022
Grant Date
Vesting Date
Type
2 Jul 2018
27 Aug 2021(1), (2)
2 Sep 2019
30 Jun 2022(3)
2 Sep 2019
30 Jun 2022(4)
1 Jul 2020
30 Jun 2023(5)
1 Jul 2020
30 Jun 2023
15 Sep 2021
30 Jun 2024(6)
15 Sep 2021
30 Jun 2024(7)
Total
LTI
STI
LTI
STI
LTI
LTI
LTI
Fair Value
Per Right
$
No. of
Rights at
01/07/2021
Rights
Granted
Rights Vested,
Forfeited or
Other
No. of
Rights at
30/06/2022
3.01
3.11
2.83
2.70
2.77
4.99
5.29
448,841
78,384
463,588
448,501
239,313
–
–
1,678,627
–
–
–
–
–
235,424
107,556
342,980
(448,841)
–
183,012
146,206
(26,691)
–
(12,507)
–
78,384
646,600
594,707
212,622
235,424
95,049
(158,821)
1,862,786
(1) The vesting date for rights granted on 2 July 2018 is the date on which the Board notifies the executive that the rights have vested, after the outcomes
for the measurement period have been determined and satisfaction of performance conditions have been assessed.
(2) Performance rights granted on 2 July 2018 in relation to EPSa CAGR and TSR measures have exceeded the required measurement hurdles and vested
on an accelerated basis paying 150% of the entitlement on 27 August 2021.
(3) Performance rights granted on 2 September 2019 in relation to STI measures have met the required measurement hurdles and vested at 100% on
30 June 2022.
(4) Performance rights granted on 2 September 2019 in relation to EPSa CAGR and TSR measures have exceeded the required measurement hurdles and
market conditions, respectively, and vested on an accelerated basis paying 150% of the entitlement on rights linked to EPSa CAGR measure and 137%
of the entitlement on rights linked to TSR measure on 30 June 2022.
(5) Majority of the performance rights in relation to the Enhanced STI Plan granted on 1 July 2020 have exceeded the required measurement hurdles,
allowing an accelerated basis paying up to 135% of the entitlement on 30 June 2023.
(6) Performance rights granted on 15 September 2021 with a fair value per right of $4.99 refers to rights linked to Group Revenue and TSR measures.
(7) Performance rights granted on 15 September 2021 with a fair value per right of $5.29 refers to rights linked to non‑market performance conditions
such as Group Revenue and regional revenue, product revenue and product profit margin.
7979
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
All the unvested performance rights will be measured against specific measurement criteria as detailed in the preceding table and
will be awarded in the period following the measurement period. The performance rights relating to an Executive KMP who was made
redundant and was terminated with effect from 29 July 2022 have vested and awarded. The Board of Directors has exercised its
discretionary power under the Employee Performance Rights Plan and allowed these rights to be retained, and to vest on the
Executive KMP’s termination date.
Performance rights issued and outstanding as at 30 June 2021
Grant Date
Vesting Date
Type
2 Jul 2017
31 Aug 2020(1),(2)
2 Jul 2018
27 Aug 2021(1),(3)
2 Sep 2019
30 Jun 2022
2 Sep 2019
30 Jun 2022
1 Jul 2020
30 Jun 2023(4)
1 Jul 2020
30 Jun 2023
Total
LTI
LTI
STI
LTI
STI
LTI
Fair Value
Per Right
$
3.815
3.01
3.11
2.83
2.70
2.77
No. of
Rights at
01/07/2020
Rights
Granted
Rights Vested,
Forfeited or
Other
No. of
Rights at
30/06/2021
345,494
480,079
87,218
489,306
–
–
1,402,097
–
–
–
–
448,501
239,313
687,814
(345,494)
(31,238)
(8,834)
(25,718)
–
–
–
448,841
78,384
463,588
448,501
239,313
(411,284)
1,678,627
(1) The vesting date for rights granted on 2 July 2017 and 2 July 2018 is the date on which the Board notifies the executive that the rights have vested, after the
outcomes for the measurement period have been determined and satisfaction of performance conditions have been assessed.
(2) Performance rights in relation to EPSa CAGR measure exceeded the required performance measurement hurdles and vested on an accelerated basis paying
150% of the entitlement on 31 August 2020. Performance rights associated with the TSR hurdle did not meet the market conditions. A total of 259,122 rights
vested on the vesting date.
(3) Performance rights in relation to EPSa CAGR and TSR measures have exceeded the required measurement hurdles and vested on an accelerated basis
paying 150% of the entitlement on 27 August 2021.
(4) Majority of the performance rights in relation to the Enhanced STI Plan granted on 1 July 2020 have exceeded the required measurement hurdles, allowing an
accelerated basis paying up to 135% of the entitlement on 30 June 2023.
The weighted average contractual life of outstanding performance rights at the end of the financial year is 0.79 year (2021: 1.25 years).
(c) Employee Share Option Plan
The Employee Share Option Plan (the Option Plan) was approved by shareholders at the Company’s AGM on 9 November 2001
and reaffirmed at the AGM on 24 November 2011. Under the Plan, awards are made to eligible executives and other management
personnel who have an impact on the Group’s performance. Plan awards are delivered in the form of options over shares that vest
over a period of three years subject to meeting performance measures and continuous employment with the Company. Each option
is to subscribe for one ordinary share when the option is exercised and, when issued, the shares will rank equally with other shares.
Unless the terms on which an option was offered specified otherwise, an option may be exercised at any time after the vesting date
on satisfaction of the relevant performance criteria.
There were no new options issued under the Option Plan during the 30 June 2022 and 30 June 2021 financial years, as the Option Plan
was replaced with the Rights Plan as described in Note 17(b).
There were no movement of options during the year ended 30 June 2022. All share options have been exercised in the previous
financial year.
Movement of options during the financial year ended 30 June 2021:
Grant Date
Vesting Date
Expiry Date
2 Jul 2015
2 Jul 2018
2 Apr 2021(2)
Total
Weighted average exercise price
Exercise
Price
$
2.67
No. of
Options at
Beg. of Year
885,000
885,000
Options
Exercised,
Lapsed
or Other
(885,000)(1)
(885,000)
$2.67
No. of
Options at
End of Year
–
–
–
(1) 885,000 options were exercised on various dates during the current financial year.
(2) The original expiry date for this tranche of options was 2 July 2020. However, due to the COVID‑19 pandemic impact on financial markets, the Board exercised
its discretion to extend the expiry date for the remaining options to 2 April 2021.
The weighted average share price for share options exercised during the financial year was $nil (2021: $4.84).
8080
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 (d) Fair value of performance rights granted
The fair value of Total Shareholder Return (TSR) performance rights at grant date is independently determined using an adjusted
form of the Black Scholes Model, which includes a Monte Carlo simulation model that takes into account the term of the performance
rights, the impact of dilution (where material), the share price at grant date and expected price volatility of the underlying share,
the expected dividend yield, the risk‑free interest rate for the term of the performance rights and the correlations and volatilities
of the peer group companies.
The fair value of revenue, profit margin, earnings per share (EPS) and short‑term incentive deferred equity (STI) performance rights
at grant date is independently determined using a conventional Black Scholes Model.
Details of the assessed fair value of the performance rights as well as the model inputs for rights granted, during the year ended
30 June 2022 and for the prior year 30 June 2021 are presented below:
Grant date
Expected vesting date
Measurement period
Fair value of performance rights granted – Revenue and profit margin
Fair value of performance rights granted – EPS rights
Fair value of performance rights granted – TSR rights
Fair value of performance rights granted – STI rights
Share price at grant date
Expected price volatility of the Company’s shares
Expected dividend yield
Risk‑free interest rate
2022
15 Sep 2021
30 June 2024
2021
1 July 2020
30 June 2023
1 July 2020 to 30 June 2024
1 July 2020 to 30 June 2023
$5.29
–
$4.69
–
$5.60
30%
2.06%
0.61%
–
$2.70
$2.84
$2.70
$2.90
30%
2.32%
0.26%
The expected price volatility is based on the historic volatility (based on the life of the performance rights), adjusted for any expected
changes to future volatility due to publicly available information.
(e) Expenses arising from share‑based payment transactions
Rights issued under Employee Performance Rights Plan FY19
Rights issued under Employee Performance Rights Plan FY20
Rights issued under Employee Performance Rights Plan FY21
Rights issued under Employee Performance Rights Plan FY22
Note
2022
$
–
1,054,879
764,026
618,300
2021
$
1,301,080
507,720
758,509
–
Total
8(a), 22(b)
2,437,205
2,567,309
8181
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
Significant accounting policies
Share‑based payments
The Group operates equity‑settled share‑based payment employee share, options and rights schemes. The fair value of the
equity to which employees become entitled is measured at grant date and recognised as an expense over the vesting period,
with a corresponding increase to an equity account, ending on the date on which the relevant employees become fully entitled to
the award (the vesting date). The fair value of shares is measured at the market bid price at grant date. In respect of share‑based
payments that are dependent on the satisfaction of performance conditions, the number of options and rights expected to vest
is reviewed and adjusted at each reporting date. The amount recognised for services received as consideration for these equity
instruments granted is adjusted to reflect the best estimate of the number of equity instruments that eventually vest.
Share‑based payments are subject to two different forms of measurement:
• Market‑based
• Non‑market‑based
These measurement criteria are subject to different accounting treatments under AASB 2 Share‑based Payment.
Market‑based measurement
Any awards subject to market conditions will vest irrespective of the condition being met. Where a condition is not met,
the expense associated with the award will continue to be recognised over the vesting period.
Non‑market‑based measurement
For any non‑market‑based awards where the condition is not satisfied, the expense incurred to date is reversed and no further
charge is recognised over the remaining period.
Critical accounting estimate and judgement
Share‑based payments
The fair value of rights is estimated on the grant date using an adjusted form of the Black Scholes Model and Monte Carlo
simulation model. Estimating fair value for share‑based payments requires significant assumptions such as determining the
most appropriate inputs to the valuation model, including the expected life of the share option or performance right, volatility
in the share price and dividend yield.
8282
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 SECTION E: CAPITAL AND FINANCIAL RISK MANAGEMENT
This section explains our policies and procedures applied to manage our financing and capital structure, and the associated risks
that we are exposed to. The Group manages its financial and capital structure to maximise shareholder return, maintain an optimal
cost of capital and provide flexibility for strategic investments.
18. Financial risk management
The Group is exposed to a variety of financial risks, principally related to credit, liquidity, interest rate and foreign currency risk.
The Group’s risk management framework is aligned with best practices and designed to reduce volatility on our financial performance
and to support the delivery of our business objectives. The Board has overall responsibility for identifying and monitoring operational
and financial risks.
(a) Credit risk
Nature of risk
The risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its
contractual obligations. Credit risk arises principally from the Group’s receivables from customers and our
investments in debt securities.
Exposure
to the risk
The Group’s maximum exposure to credit risk at 30 June 2022 and 30 June 2021 is the carrying amount of
financial assets, net of any provisions for impairment and excluding the value of any collateral or other security.
The gross trade receivables balance as at 30 June 2022 was $56,534,000 (2021: $75,942,000). The ageing
analysis of trade and other receivables is provided in Note 9. As the Group undertakes transactions with a large
number of customers and regularly monitors payment in accordance with credit terms, the financial assets that
are past due but not impaired are expected to be received.
The Group’s exposure to credit risk is affected by the regions and industries our customers operate in.
The charts set out below show the concentration of our trade receivables balances by the industry they operate in.
FY22
1%
66%
33%
Energy
Communications
Other
70%
FY21
3%
27%
How is the
risk managed?
Receivables are managed on an ongoing basis. The Group does not have any material credit risk exposure
to any single debtor or group of debtors. Ageing analysis and ongoing collectability reviews are performed
and, where appropriate, an expected credit loss provision is raised. Historically, the Group has not had any
significant write‑offs in our trade receivables.
The Group minimises concentrations of credit risk in relation to trade receivables by undertaking transactions
with a large number of customers. Credit quality of a customer is assessed based on a variety of factors,
including their credit ratings and financial position.
8383
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
(b) Liquidity risk
Nature of risk
The risk that the Group will encounter difficulty in meeting its financial obligations as they fall due.
Exposure
to the risk
The table below categorises the Group’s financial liabilities into their relevant contractual maturities.
Amounts included represent undiscounted cash flows.
Note 19 provides additional details on the Group’s borrowing arrangements.
How is the
risk managed?
The Group’s approach is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities
when they are due, under both normal and stressed conditions, without incurring unacceptable losses or
risking damage to the Group’s reputation.
The Group reviews its minimum levels of cash and cash equivalents on an ongoing basis, and closely
monitors rolling cash flow forecasts based on its view on the nature and timing of expected receipts
and payments. The Group has historically been able to generate and retain strong positive cash flows.
Additionally, a multi‑currency borrowing facility has been arranged with the Group’s financiers to provide
increased capacity for strategic growth objectives.
Contractual maturities of financial liabilities
The table below summarises the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments
as at 30 June 2022 and 2021.
Financial Liabilities
2022
Trade and other payables
Lease liabilities(1)
Secured borrowings(2)
Total
2021
Trade and other payables
Lease liabilities(1)
Secured borrowings(2)
Total
Less Than 6
Months
Note
6-12
Months
1-2
Years
2-3
Years
> 3
Years
Total
Payments
Contractual Cash Flows $’000
14
13(e)
19
14
13(e)
19
23,989
3,308
–
27,297
37,224
3,233
–
40,457
–
2,918
–
2,918
–
3,068
118,762
121,830
–
3,878
88,151
92,029
–
5,390
–
5,390
–
1,875
–
1,875
–
3,225
–
3,225
–
3,970
–
23,989
15,949
88,151
3,970
128,089
–
4,600
–
4,600
37,224
19,516
118,762
175,502
(1) Lease liabilities are recognised and disclosed at present value in accordance with AASB 16 and the Group accounting policy.
(2) As at 4 August 2021, the syndicated multi‑currency borrowing facility was extended to 1 September 2023.
8484
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 (c) Interest rate risk
Nature of risk
Exposure
to the risk
The risk that the fair value or the future cash flows of a financial instrument will fluctuate as a result
of changes in market interest rates.
The Group’s main exposure to interest rate risk arises from its lease liabilities, borrowings and cash and
cash equivalents. No other financial assets or liabilities are expected to be exposed to interest rate risk.
The weighted average variable interest rate across all our borrowings at 30 June 2022 is 2.34%
(2021: 2.20%). If the interest rate were to increase or decrease by 1%, with all other variables held
constant, the impact to pre‑tax profit is $1,233,000 (2021: $1,610,000) and the impact to post‑tax
equity(1) is $886,000 (2021: $1,158,000).
(1) Post‑tax equity is calculated as the net of the blended effective tax rate on pre‑tax profit based on
where the interest‑bearing debt is located (i.e., Australia and Canada) and the prevailing corporate tax
rate in each of those jurisdictions (i.e., 30% and 26.5% respectively).
How is the
risk managed?
The Group ensures it has access to diverse sources of funding, including access to foreign currency debt.
The Group closely monitors its debt ratios to reduce its risk exposure to uncertainty in the global markets if
interest rates will fall or rise. Management is comfortable with the risk associated with using variable interest
rates due to the current level of borrowings.
(d) Foreign currency risk
Nature of risk
Exposure
to the risk
The risk that the fair value or future cash flows of a financial instrument or forecasted transaction will fluctuate
because of changes in foreign exchange rates.
The Group operates internationally and as such has exposure to foreign currency movements.
The Group has expanded its international operations substantially in recent years to the extent that in
excess of 83% (2021: 83%) of its revenue is now earned in foreign currency designated transactions.
The Group has a number of offices located internationally and more than 88% (2021: 88%) of its workforce
is located overseas and paid in foreign currencies.
Changes in foreign currency exchange rates would be limited to the revaluation of foreign currency
denominated borrowings, intercompany financing arrangements denominated in foreign currencies,
and foreign currency bank balances in the Group at market rates at consolidated statement of financial
position date.
The Group’s primary foreign currency exposure relates to the movement in US Dollar (USD), British Pound (GBP),
Canadian Dollar (CAD) and Euro (EUR) exchange rates. At the reporting date, cash and cash equivalents
included $49.0 million (2021: $48.1 million) denominated in foreign currencies.
If the foreign currency exchange rate for our primary foreign currencies (being USD, GBP, CAD and EUR) were
to move by 10%, with all other variables held constant, the impact to our foreign currency translation reserves
(included within ‘Equity’ in the consolidated statement of financial position) on translation of our foreign
currency‑denominated cash and cash equivalents is as follows:
Increase/(decrease) $’000
USD
GBP
CAD
EUR
+10%
‑10%
2022
790
(790)
2021
1,788
(1,788)
2022
553
(553)
2021
438
(438)
2022
619
(619)
2021
255
(255)
2022
2,133
2021
1,317
(2,133)
(1,317)
The Group’s exposure to foreign currency changes for all other currencies and other financial statement
items is not material, as the Group has natural hedging and designated hedging relationships in place
(refer to “How is the risk managed?” for a further explanation).
8585
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
How is the
risk managed?
The Group manages its foreign currency risk by evaluating its exposure to fluctuations on an ongoing basis.
The Group’s overseas subsidiaries transact in different functional currencies. The effects of any exchange
rate movements in respect of the net assets of our foreign subsidiaries are recognised in the foreign currency
translation reserve in equity. Accordingly, the Group has an in‑built natural hedge against major currency
fluctuations and, except for significant sudden change, is protected in part by its corporate structure against
currency movements so that the impact is largely limited to the margin.
In addition, during the financial year, the Group held a foreign currency borrowing as part of the syndicated
multi‑currency borrowing facility agreement as disclosed in Note 19, which has been designated as a hedging
instrument of the net assets of some of the Group’s principal overseas subsidiaries in order to offset our risk
exposure arising from the translation of these subsidiaries into Australian Dollars. There is no impact to the
profit or loss on the translation of the Group’s overseas subsidiaries or foreign currency borrowings to the
Australian dollar.
The Group’s subsidiaries also enter into various financing and transactional arrangements with each other in
accordance with local regulatory requirements. The Group regularly reviews these arrangements to minimise
its exposure on the translation of outstanding foreign currency‑denominated intercompany balances to the
Australian dollar, which impact profit.
Significant accounting policies
Functional and presentation currency
The financial statements of each entity within the consolidated Group are measured using the currency of the primary economic
environment in which that entity operates. The consolidated financial statements of the Group are presented in Australian dollars,
which is the Group’s functional and presentation currency.
Foreign currency transactions and balances
Transactions in foreign currencies of entities within the consolidated Group are translated into its functional currency at the rate
of exchange ruling at the date of the transaction.
Foreign currency monetary items that are outstanding at the reporting date (other than monetary items arising under foreign
currency contracts where the exchange rate for that monetary item is fixed in the contract) are translated using the spot rate
at the end of the financial year.
All resulting exchange differences arising on settlement or re‑statement are recognised in profit or loss and presented in the
consolidated statement of comprehensive income for the financial year.
(e) Fair value measurements
Due to their short‑term nature, the fair value of receivables and payables approximates their carrying amounts as disclosed in the
consolidated statement of financial position and notes to the consolidated financial statements. At 30 June 2022 and 30 June 2021,
there are no assets or liabilities carried at fair value on a recurring basis.
8686
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 19. Borrowings
Current
Secured
Term facility – gross borrowings
Term facility – net prepaid borrowing costs
Total
Non-current
Secured
Term facility – gross borrowings
Term facility – net prepaid borrowing costs
Total
(a) Loan facilities
Loan facility at 1 July
Voluntary cancellation of the facility
Repayments of non‑withdrawable facility
Amount utilised
Unutilised loan facility at 30 June
Note
18(b)
18(b)
2022
$’000
2021
$’000
–
–
–
118,762
(1,255)
117,507
88,151
(239)
87,912
2022
$’000
152,093
–
(28,942)
(88,151)
35,000
–
–
–
2021
$’000
217,000
(40,000)
(24,907)
(118,762)
33,331
At the beginning of the year, the Group had a $152,093,000 syndicated multi‑currency borrowing facility with its external financiers,
which was used to fund an acquisition in June 2019 and is being used to provide additional funding for general corporate and working
capital purposes. The facility is secured by 75% of Group assets. As at 30 June 2022, the remaining unutilised portion of the facility
is $35,000,000.
On 4 August 2021, the syndicated multi‑currency borrowing facility was amended to have a new expiry date of 1 September 2023
(original expiry date was 1 May 2022) and a renegotiated margin pricing grid has delivered a favourable outcome for the Group.
(b) Changes in liabilities arising from financing activities
Note
2022
$’000
2021
$’000
117,507
158,443
(33,974)
(41,673)
–
(400)
1,592
3,187
87,912
(591)
(279)
1,566
41
117,507
Opening balance at 1 July
Cash flows from financing activities
Net repayment of borrowings
Cash flows from non-financing activities
Net (repayment of)/draw‑down of overdraft facility
Prepaid borrowing costs
Non-cash changes
Amortisation of prepaid borrowing costs
5, 8(a)
Effect of foreign exchange
Closing balance at 30 June(1)
(1) Represents the drawn‑down value of the long‑term facility of $123,151,000 (2021: $152,093,000) after prepaid borrowing costs.
8787
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
(c) Hedge of net investments in foreign operations
Included in the “Borrowings” account at the beginning of the financial year is GBP 2,500,000 drawn down as part of the syndicated
multi‑currency facility. Repayments have been made during the year and as at 30 June 2022, the carrying amount of this borrowing
is GBP nil.
This foreign currency‑denominated borrowing has been designated as a hedge of the net investment in the Group’s subsidiaries in
the United Kingdom. The borrowing is being used to hedge the Group’s exposure to GBP foreign exchange risk. Gains or losses on
the retranslation of the borrowing is transferred to other comprehensive income to offset any gains or losses on translation of the net
investment in the subsidiaries.
The Group’s hedging relationship remains unchanged from the prior year for its foreign‑currency denominated borrowing(s).
The effects of the foreign currency related hedging instrument on the Group’s financial position and performance are as follows:
Note
GBP Loan
’000
Carrying amount of the loan – 30 June 2022 (AUD)
Carrying amount of the loan – 30 June 2022 (nominated currency)
Hedge ratio(1)
Change in the carrying amount of loan as a result of foreign
currency movements since 1 July 2021, recognised in OCI ($)
22(a)
Change in the value of the hedged item used to determine
hedge effectiveness ($)
Average hedged rate for the year (local currency:1 AUD)
Total
–
–
1:1
(26)
26
0.531
Total
–
–
(26)
26
–
(1) The draw‑down loan under the syndicated multi‑currency borrowing facility is denominated in the same currency and critical terms as the value of the net
investment in the foreign subsidiaries that is being hedged. Therefore, the hedge ratio this financial year is 1:1 (2021: 1:1).
The impact to the foreign currency translation reserve on translation of the Group’s net investment in foreign subsidiaries that are being
hedged by the Group’s borrowings was an increase of $26,000 (2021: increase of $428,000). The hedging income or loss recognised
in “OCI” (other comprehensive income) before tax is equal to the change in fair value used for measuring effectiveness. There is no
ineffectiveness in the years ended 30 June 2022 and 2021.
Significant accounting policies
Loans and borrowings
Interest‑bearing loans and borrowings are initially recognised as financial liabilities at fair value net of directly attributable
transaction costs. After initial recognition, interest‑bearing loans and borrowings are subsequently measured at amortised cost
using the effective interest rate (EIR) method. Gains and losses are recognised in profit or loss when the liabilities are derecognised
as well as through the EIR amortisation process.
Borrowings are classified as non‑current liabilities except for those that mature in less than 12 months from the reporting date,
which are classified as current liabilities, unless the borrower has the discretion to refinance or rollover the borrowings.
Borrowing costs
Borrowing costs can include interest expense calculated using the effective interest method and finance charges in respect
of finance leases. Borrowing costs are expensed as incurred except for borrowing costs incurred as part of the construction
of a qualifying asset, in which case the costs are capitalised until the asset is ready for its intended use or sale.
8888
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 20. Contributed capital
(a) Issued and paid‑up capital
Ordinary shares, fully paid
Total
(b) Movements in shares on issue
2022
$’000
146,857
146,857
2021
$’000
145,224
145,224
Ordinary Shares
(Excluding
Treasury Shares)
Treasury
Shares
Total Share Capital
No. of Shares
No. of Shares
No. of Shares
Balance at 1 July 2020
Shares issued under the dividend reinvestment plan
Options exercised under the LTI Plan
Performance rights exercised
Balance at 30 June 2021
198,232,076
469,341
885,000
259,122
199,845,539
–
–
–
–
–
198,232,076
469,341
885,000
259,122
Shares issued to satisfy future rights exercises
–
1,171,783
1,171,783
199,845,539
145,224
Shares issued under the dividend reinvestment plan
Performance rights exercised
Balance at 30 June 2022
287,678
673,268
–
–
287,678
673,268
200,806,485
1,171,783
201,978,268
146,857
$’000
140,952
1,909
2,363
–
–
1,633
–
Treasury shares are shares in the Company that are held by Hansen Technologies Limited Employee Share Plan Trust (the Trust)
for the purpose of holding shares for the satisfaction of rights under the existing and future equity awards plan. The Trust was
established on 24 June 2022.
The Trust provides the Group with greater flexibility to accommodate the incentive arrangements of the Group both now and into the
future as the Group continues to expand its operations. The Trust will help manage the capital requirements, in that the Trust can use
the contributions made by Hansen either to acquire shares in Hansen on market, or alternatively to subscribe for new shares in Hansen.
In addition, the Trust provides an arm’s length vehicle through which shares in Hansen can be acquired and held in Hansen on behalf
of employees and allows Hansen to satisfy corporations law requirements relating to companies dealing in their own shares as well
as assisting with management of insider trading restrictions. Pacific Custodians Pty Limited, an independent third party, is the Trustee
of the Trust, and will operate the Trust in accordance with Hansen Technologies Limited Employee Share Plan Trust Deed.
(c) Rights of each type of share
Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to the number of shares held.
At shareholders meetings, each ordinary share is entitled to one vote when a poll is called.
(d) Capital risk management
The Group’s objectives when managing capital are to safeguard their ability to continue as a going concern, so that they can continue
to provide returns for shareholders and benefits for other stakeholders while maintaining an optimal 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, increase debt, sell assets to reduce debt or a combination of these activities.
The capital risk management policy remains unchanged from the 30 June 2021 Financial Report.
8989
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
21. Dividends
A final dividend of 5 cents per share has been declared. This final dividend of 5 cents per share, partially franked to 1.5 cents per share,
was announced to the market on 24 August 2022. The amount declared has not been recognised as a liability in the accounts of
Hansen Technologies Limited as at 30 June 2022.
Dividends paid during the year (net of dividend re-investment)
5 cents per share final dividend paid 21 September 2021 – partially franked(1)
7 cents per share final dividend paid 25 September 2020 – partially franked(2)
7 cents per share interim dividend paid 21 March 2022 – partially franked(3)
5 cents per share interim dividend paid 25 March 2021 – partially franked(4)
Total
Proposed dividend not recognised at the end of the year
Dividends franking account
30% franking credits, on a tax paid basis, are available to shareholders
of Hansen Technologies Ltd for subsequent financial years
2022
$’000
2021
$’000
9,081
–
13,359
22,440
10,099
–
12,974
–
8,974
21,948
9,992
1,283
981
(1) The final dividend paid of 5 cents per share franked to 2.7 cents comprised of a regular dividend of 5 cents per share.
(2) The final dividend paid of 7 cents per share franked to 0.7 cents comprised of a regular dividend of 5 cents per share and a special dividend of 2 cents per share.
(3) The interim dividend of 7 cents per share franked to 3.5 cents comprised of a regular dividend of 5 cents per share and a special dividend of 2 cents per share.
(4) The interim dividend of 5 cents per share franked to 1.1 cents comprised of a regular dividend of 5 cents per share.
The above available amounts are based on the balance of the dividend franking account at year end adjusted for:
• franking credits that will arise from the payment of any current tax liability;
• franking debits that will arise from the payment of any dividends recognised as a liability at year end;
• franking credits that will arise from the receipt of any dividends recognised as receivables at year end; and
• franking credits that the entity may be prevented from distributing in subsequent years.
9090
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 22. Reserves and retained earnings
Foreign currency translation reserve
Share‑based payments reserve
Retained earnings
Note
22(a)
22(b)
22(c)
(a) Foreign currency translation reserve
This reserve is used to record the exchange differences arising on translation of a foreign entity.
Movements in Reserve
Balance at 1 July
Net gain on hedges of a net investment
Exchange differences on translation of foreign operations
Balance at 30 June
Note
19(c)
2022
$’000
7,536
10,629
148,086
2022
$’000
5,105
26
2,405
7,536
2021
$’000
5,105
7,971
130,219
2021
$’000
9,397
428
(4,720)
5,105
(b) Share‑based payments reserve
This reserve is used to record the fair value of options and performance rights issued to employees as part of their remuneration.
Movements in Reserve
Balance at 1 July
Share‑based payments expensed during the year
Tax associated with the share‑based payments plan
Balance at 30 June
(c) Retained earnings
Movements in Retained Earnings
Balance at 1 July
Dividends declared during the year
Net profit after income tax expense for the year
Balance at 30 June
Note
17(e)
6(b)(iv)
Note
27(c)
2022
$’000
7,971
2,437
221
10,629
2022
$’000
130,219
(24,073)
41,940
148,086
2021
$’000
5,404
2,567
–
7,971
2021
$’000
96,741
(23,857)
57,335
130,219
23. Commitments and contingencies
Commitments on leases
Lease commitments are disclosed in Note 18 and Note 13(e).
Contingent assets and liabilities
At 30 June 2022 and 2021, the Group does not have any contingent assets and liabilities.
9191
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
SECTION F: GROUP STRUCTURE
This section provides information about our structure and how this impacts the Group’s results as a whole, including parent entity
information and any business acquisitions that impacted the Group’s financial position and performance.
24. Parent entity information
Presented below are the summary financial statements of the parent Company, Hansen Technologies Limited:
(a) Summarised statement of financial position
Assets
Current assets
Non‑current assets
Total assets
Liabilities
Current liabilities
Non‑current liabilities
Total liabilities
Net assets
Equity
Share capital
Accumulated profits
Share‑based payments reserve
Foreign currency translation reserve
Total equity
(b) Summarised statement of comprehensive income
Profit after income tax expense
Total comprehensive income for the year
Parent Entity
2022
$’000
2021
$’000
1,905
201,430
203,335
201
24,167
24,368
178,967
230
223,876
224,106
32,876
267
33,143
190,963
146,857
145,224
22,797
10,629
(1,316)
39,109
7,971
(1,341)
178,967
190,963
Parent Entity
2022
$’000
7,761
7,787
2021
$’000
28,254
28,681
Dividends of $8,900,000 (2021: $29,649,000) were paid from Hansen Corporation Pty Limited to Hansen Technologies Limited during
the financial year.
9292
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 (c) Parent entity guarantees
Hansen Technologies Limited, being the parent entity, has entered into a syndicated multi‑currency borrowing facility (refer to Note 19)
of which Hansen Corporation Pty Limited and other subsidiaries of the Company are joint guarantors to that facility agreement. A Deed
of Parent Guarantee and Indemnity also exists between Hansen Technologies Limited and Sigma Systems Canada LP, a wholly‑owned
subsidiary, in favour of a financing company based in Canada for a credit card facility. In addition, there are cross guarantees given by
Hansen Technologies Limited and Hansen Corporation Pty Limited as described in Note 27.
No deficiencies of assets exist in any of these companies.
Significant accounting policies
The financial information for the parent Company has been prepared on the same basis as the Group consolidated financial
statements, except as set out below:
Investments in subsidiaries
Investments in subsidiaries are accounted at cost. Dividends received from subsidiaries are recognised in the parent entity’s
statement of comprehensive income when its right to receive the dividend is established.
Where the parent Company has provided financial guarantees in relation to loans and payables of subsidiaries for no compensation,
the fair value of these guarantees is accounted for as contributions and recognised as part of the cost of the investment.
9393
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
SECTION G: OTHER DISCLOSURES
This section includes other disclosures not included in the other sections, for example the Group’s auditor’s remuneration,
related parties, impact of new accounting standards not yet effective and subsequent events.
25. Related party disclosures
(a) List of controlled entities
The Group’s consolidated financial statements include the financial statements of Hansen Technologies Limited and the controlled
entities below:
Name
Parent entity
Hansen Technologies Limited
Country of
Incorporation
Australia
Subsidiaries of Hansen Technologies Limited
Hansen Corporation Pty Limited
Hansen Corporation Investments Pty Limited
Hansen Holdings (Asia) Pty Limited
Utilisoft Pty Limited
Hansen Technologies (Shanghai) Company Limited
Hansen Technologies Denmark A/S
Hansen Technologies CIS Finland Oy (fka. Enoro CIS Finland Oy)
Hansen Technologies Finland Oy (fka. Enoro Oy)
PEP Finland Oy
Enercube Oy Finland Filial
Hansen Customer Support India Private Limited
Hansen Technologies Netherlands B.V. (fka. Enoro B.V.)
Hansen New Zealand Limited
Hansen Technologies Holdings AS (fka. Enoro Holding AS)
Hansen Technologies Norway AS (fka. Enoro AS)
Hansen Technologies Sweden AB (fka. Enoro AB)
Enoro AG
Hansen Corporation Europe Limited
Hansen Holdings Europe Limited
Hansen Billing Solutions Limited
Hansen Operations, LLC
Hansen Solutions, LLC
Hansen Technologies North America, Inc.
Hansen ICC, LLC
Hansen Banner, LLC
Peace Software Inc.
Hansen Technologies Vietnam LLC
Hansen Technologies Canada, Inc.
Sigma Systems Canada LP
Sigma Canada Holdings Inc.
Sigma Systems GP Inc.
Sigma OSS Systems India Private Limited
Sigma Systems Japan K.K.
Hansen Technologies CDE Limited (fka. Sigma Systems (U.K.) Limited) United Kingdom
United Kingdom
Sigma Systems (Wales) Limited
United States
Sigma Systems Group (USA) Inc.
Hansen Technologies SA(1)
Argentina
Hansen Technologies Limited Employee Share Plan Trust(2)
Australia
Australia
Australia
Australia
Australia
China
Denmark
Finland
Finland
Finland
Finland
India
Netherlands
New Zealand
Norway
Norway
Sweden
Switzerland
United Kingdom
United Kingdom
United Kingdom
United States
United States
United States
United States
United States
United States
Vietnam
Canada
Canada
Canada
Canada
India
Japan
Ordinary Shares
Entity Interest
2022
%
2021
%
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
–
–
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
–
–
(1) During the year, Hansen Technologies Limited gained control over Hansen Technologies SA (HTSA), as defined under AASB 10 Consolidated Financial
Statements. HTSA is a company registered in Argentina on 7 December 2021. Hansen Technologies Limited is currently in the process of registering as
a foreign company in Argentina and transferring the legal ownership of HTSA, thereafter.
(2) On 24 June 2022, Hansen Technologies Limited Employee Share Plan Trust (the Trust) was established as a sole purpose trust for the purpose of holding
shares for the satisfaction of rights under existing and future equity awards plan. The parent entity has control over the Trust, as defined under AASB 10
Consolidated Financial Statements.
9494
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 Significant accounting policies
Foreign subsidiaries
Subsidiaries that have a functional currency different to the presentation currency of the Group are translated as follows:
• assets and liabilities are translated at year‑end exchange rates prevailing at that reporting date;
• income and expenses are translated at actual exchange rates or average exchange rates for the period, where appropriate; and
• all resulting exchange differences arising on translation of foreign operations are transferred directly to the Group’s foreign
currency translation reserve as a separate component of equity in the consolidated statement of financial position. Exchange
differences arising on the reduction of a foreign subsidiary’s equity continues to be recognised in the Group’s foreign currency
translation reserve until such time that the foreign subsidiary is disposed of.
(b) Transactions with Key Management Personnel of the entity or its parent and their personally related entities
The terms and conditions of the transactions with Directors and their Director‑related entities were no more favourable than those
available, or which might reasonably be expected to be available, on similar transactions to non‑Director‑related entities on an arm’s
length basis.
The following table provides the total amount of transactions that were entered into with related parties in respect of leased premises
and revenue contracts for the relevant financial year:
Leased premises
A related party to the Directors(1) – rental payments
A related party, Andrew Hansen – rental payments
2022
$
2021
$
1,637,017
90,973
1,536,126
84,294
1,727,990
1,620,420
(1) Andrew Hansen, Bruce Adams and David Osborne have a joint interest in the Melbourne head office and South Melbourne property, of which the Group pays
monthly rental payments.
The properties leased in South Melbourne and the Group’s Melbourne head office have been sold to non‑related parties on
17 June 2022 and on 29 July 2022, respectively. From these dates onwards, transactions relating to these leased properties have
ceased to be related party transactions of the Group.
9595
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
26. Auditor’s remuneration
The auditor of the Group for the year ended 30 June 2022 is RSM Australia Partners.
(a) Amounts paid and payable to RSM Australia member firms for:
(i) Audit and other assurance services
– an audit and/or review of the Financial Report of the entity
and any other entity in the consolidated entity
(ii) Other non‑audit services
–
taxation services
– compliance services
Sub‑total
Total remuneration of RSM Australia Partners
(b) Amounts paid and payable to related practices of RSM Australia member firms for:
(i) Audit and other assurance services
– an audit and/or review of the Financial Report of the
overseas entities in the consolidated entity
(ii) Other non‑audit services
–
taxation services
– compliance services
Sub‑total
Total remuneration of network firms of the auditor
(c) Amounts paid and payable to non-related auditors for:
(i) Audit and other assurance services
– an audit and/or review of the Financial Report of the entity
and any other entities in the consolidated entity
(ii) Other non‑audit services
–
taxation services
– compliance services
Sub‑total
Total remuneration of non‑related auditors
Total auditor’s remuneration
2022
$
2021
$
332,055
284,694
–
3,567
3,567
–
3,609
3,609
335,622
288,303
564,819
507,826
65,444
54,776
120,220
685,039
135,468
78,817
214,285
722,111
20,453
11,537
9,095
28,475
37,570
58,023
2,116
–
2,116
13,653
1,078,684
1,024,067
9696
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 27. Deed of cross guarantee
Hansen Technologies Limited and Hansen Corporation Pty Limited are parties to a deed of cross guarantee under which each
company guarantees the debts of the other. By entering into the deed, the wholly‑owned entities have been relieved from the
requirement to prepare a Financial Report and Directors’ Report under ASIC Corporations (Wholly‑owned Companies) Instrument
2016/785 issued by the Australian Securities and Investments Commission.
The above companies represent a ‘closed group’ for the purposes of the Class Order, and as there are no other parties to the deed
of cross guarantee that are controlled by Hansen Technologies Limited, they also represent the ‘extended closed group’.
(a) Consolidated statement of comprehensive income
Set out below is a consolidated statement of comprehensive income for the financial year ended 30 June 2022 of the closed group
consisting of Hansen Technologies Limited and Hansen Corporation Pty Limited (‘the Closed Group’).
Revenue
Other income
Total revenue and other income
Employee benefit expenses
Depreciation expense
Amortisation expense
Property and operating rental expenses
Contractor and consultant expenses
Software licence expenses
Hardware and software expenses
Travel expenses
Communication expenses
Professional expenses
Finance costs on borrowings
Finance costs on lease liabilities
Foreign currency gains/(losses)
Other expenses
Total expenses
Profit before income tax expense
Income tax expense
Profit after income tax expense
Other comprehensive income
Items that may be reclassified subsequently to profit and loss
Net gain on hedges of net investments
Other comprehensive income for the year
Note
2022
$’000
49,689
32,693
82,382
2021
$’000
48,068
44,794
92,862
(26,237)
(26,754)
(2,378)
(3,982)
(1,549)
(69)
(1,268)
(6,730)
(382)
(362)
(2,222)
(1,941)
(109)
(498)
(489)
(48,216)
34,166
(2,608)
31,558
(1,861)
(3,976)
(1,473)
–
(1,191)
(5,759)
(71)
(417)
(1,782)
(2,362)
(139)
162
(1,399)
(47,022)
45,840
(4,295)
41,545
26
26
428
428
27(c)
Total comprehensive income for the year
31,584
41,973
9797
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
(b) Consolidated statement of financial position
Set out below is a consolidated statement of financial position as at 30 June 2022 of the Closed Group:
Note
2022
$’000
2021
$’000
Current assets
Cash and cash equivalents
Receivables
Accrued revenue
Current tax asset
Other current assets
Total current assets
Non-current assets
Plant, equipment and leasehold improvements
Intangible assets
Right‑of‑use assets
Other non‑current assets
Deferred tax assets
Total non‑current assets
Total assets
Current liabilities
Payables
Borrowings
Lease liabilities
Current tax payable
Provisions
Unearned income
Total current liabilities
Non-current liabilities
Deferred tax liabilities
Borrowings
Lease liabilities
Other non‑current liabilities
Provisions
Total non‑current liabilities
Total liabilities
Net assets
Equity
Share capital
Foreign currency translation reserve
Share‑based payments and other reserves
Retained earnings
Total equity
9898
10,604
10,121
2,873
1,794
6,221
31,613
6,743
26,589
3,039
213,529
3,997
253,897
285,510
9,351
–
1,027
–
6,867
6,843
24,088
5,687
23,761
2,251
5,080
172
36,951
61,039
224,471
2,779
7,768
2,899
–
2,905
16,351
5,869
25,228
2,967
222,194
4,526
260,784
277,135
7,799
28,833
842
2,269
7,597
7,024
54,364
4,687
–
2,331
3,016
67
10,101
64,465
212,670
146,857
145,224
(2,100)
7,151
72,563
(2,126)
4,494
65,078
224,471
212,670
27(c)
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 (c) Summary of movements in consolidated retained earnings of the Closed Group
Retained earnings at the beginning of the year
Profit for the year
Dividends declared during the year
Retained earnings at the end of the year
Note
27(a)
22(c)
27(b)
2022
$’000
65,078
31,558
(24,073)
72,563
2021
$’000
47,390
41,545
(23,857)
65,078
28. New and amended accounting standards and interpretations
(a) Adoption of amended accounting standards that are first operative at 30 June 2022
The Group has adopted the following new and amended accounting standards and interpretations, applicable and effective for the
financial year beginning 1 July 2021:
• AASB 2020‑8 Amendments to Australian Accounting Standards – Interest Rate Benchmark Reform [Phase 2]
• AASB 2021‑3 Amendments to Australian Accounting Standards – COVID‑19 – Related Rent Concessions beyond 30 June 2021
• IFRS Interpretations Committee (IFRIC) Interpretations and Agenda – Configuration or Customisation Costs in a Cloud
Computing Arrangement
These amendments do not have a significant impact on the Financial Report and therefore the disclosures have not been made.
The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.
Where necessary, comparative information has been reclassified and repositioned for consistency with current year disclosures.
(b) Accounting standards and interpretations issued but not operative at 30 June 2022
The following new and revised accounting standards and interpretations have been issued by the Australian Accounting Standards
Board at the reporting date, which are considered relevant to the Group but are not yet effective. The Directors’ assessment of the
impact of these standards and interpretations is set out below:
(i) Amendments to AASB 101: Classification of Liabilities as Current or Non‑current
These amendments revise AASB 101 to specify the requirements for classifying liabilities as current or non‑current. The amendments
clarify (a) what is meant by a right to defer settlement; (b) that a right to defer must exist at the end of the reporting period; (c) that
classification is unaffected by the likelihood that an entity will exercise its deferral right, and (d) that only if an embedded derivative in
a convertible liability is itself an equity instrument would the terms of a liability not impact its classification.
Group’s assessment performed to date
The amendments are effective for the annual reporting period beginning 1 July 2023 and must be applied retrospectively.
The amendments are not expected to have a material impact to the Group.
(ii) Reference to the Conceptual Framework – Amendments to AASB 3
The AASB has issued amendments to the Conceptual Framework to apply the new definition and recognition criteria to assets
and liabilities, and introduces new concepts regarding the measurement, presentation and disclosure and derecognition of assets
and liabilities.
Group’s assessment performed to date
The amendments are effective for annual reporting period beginning 1 July 2022 and apply prospectively. The amendments
to the Conceptual Framework are not expected to have a significant impact on the Group’s consolidated financial statements.
(iii) Property, plant and equipment: Proceeds before intended use – Amendments to AASB 116
These amendments prohibit entities deducting from the cost of an item of property, plant and equipment, any proceeds from selling
items produced while bringing the asset to the location and condition necessary for it to be capable of operating in the manner
intended by the management. Instead, an entity recognises the proceeds from selling such items, and the costs of producing those
items, in profit or loss.
Group’s assessment performed to date
The amendment is effective for the annual reporting period beginning 1 July 2022 and must be applied retrospectively to items
of property, plant and equipment made available for use on or after the beginning of the earliest period presented when the
entity first applies the amendment.
9999
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTS CONTINUED
The amendments are not expected to have a material impact on the Group.
(iv) Onerous contracts – Costs of fulfilling a contract – Amendments to AASB 137 Provisions, Contingent Liabilities and
Contingent Assets
The amendments specify which costs an entity needs to include when assessing whether a contract is onerous or loss‑making.
The amendments apply a “directly related cost approach”. The costs that relate directly to a contract to provide goods or services
include both incremental costs and allocation of costs directly related to contract activities. General and administrative costs do
not relate directly to a contract and are excluded unless they are explicitly chargeable to the counterparty under contract.
Group’s assessment performed to date
The amendments are effective for annual reporting periods beginning 1 July 2022 with earlier adoption permitted. The Group will apply
these amendments to contracts for which it has not yet fulfilled all of its obligations at the beginning of the annual reporting period in
which it first applies the amendments.
The amendments are not expected to have a material impact on the Group.
(v) AASB 9 Financial Instruments – Fees in the ‘10 per cent’ test for derecognition of financial liabilities
The amendment clarifies the fees that an entity includes when assessing whether the terms of a new or modified financial liability
are substantially different from the terms of the original financial liability. These fees include only those paid or received between the
borrower and the lender, including fees paid or received by either the borrower or lender on the other’s behalf. An entity applies the
amendment to financial liabilities that are modified or exchanged on or after the beginning of the annual reporting period in which
the entity first applies the amendment.
Group’s assessment performed to date
The amendment is effective for annual reporting periods beginning on or after 1 July 2022 with earlier adoption permitted. The Group
will apply the amendments to financial liabilities that are modified or exchanged on or after the beginning of the annual reporting period
in which the entity first applies the amendment. The amendments are not expected to have a material impact on the Group.
(vi) Definition of Accounting Estimates – Amendments to AASB 108 Accounting Policies, Changes in Accounting
Estimates and Errors
The amendments clarify the distinction between changes in accounting estimates and changes in accounting policies and the
correction of errors. Also, they clarify how entities use measurement techniques and inputs to develop accounting estimates.
Group’s assessment performed to date
The amendments are effective for annual reporting periods beginning on or after 1 July 2023 and apply to changes in accounting
policies and changes in accounting estimates that occur on or after the start of that period. The amendments are not expected
to have a material impact on the Group.
(vii) Disclosure of Accounting Policies – Amendments to AASB 101 Presentation of Financial Statements and AASB Practice
Statement 2 Making Materiality Judgements
The amendments aim to help entities provide accounting policy disclosures that are more useful by replacing the requirement for
entities to disclose their “significant” accounting policies with a requirement to disclose their “material” accounting policies and adding
guidance on how entities apply the concept of materiality in making decisions about accounting policy disclosures.
Group’s assessment performed to date
The amendments to AASB 101 are applicable for annual reporting periods beginning on or after 1 July 2023 with earlier application
permitted. Since the amendments to the Practice Statement 2 provide non‑mandatory guidance on the application of the definition of
material to accounting policy information, an effective date for these amendments is not necessary. The Group is currently assessing
the impact of the amendments to determine the impact they will have on the Group’s accounting policy disclosures.
29. Subsequent events
The Directors resolved to pay a final dividend of 5 cents per share (franked to 1.5 cents), comprising a regular dividend of 5 cents
per share to be paid on 21 September 2022 (Note 21).
Apart from the above, there has been no other matter or circumstance that has arisen since 30 June 2022 that has significantly affected
or may significantly affect:
(i)
the operations, in financial years subsequent to 30 June 2022, of the Group; or
(ii) the results of those operations; or
(iii) the state of affairs, in financial years subsequent to 30 June 2022, of the Group.
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Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 DIRECTORS’ DECLARATION
The Directors declare that the financial statements and notes set out on pages 45 to 100, in accordance with the Corporations Act 2001:
• comply with Accounting Standards and the Corporations Regulations 2001, and other mandatory professional reporting requirements;
• as stated in Note 1(a), the consolidated financial statements of the Group also comply with International Financial Reporting
Standards; and
• give a true and fair view of the financial position of the consolidated entity as at 30 June 2022 and of its performance for the year
ended on that date.
In the Directors’ opinion there are reasonable grounds to believe that Hansen Technologies Limited will be able to pay its debts as and
when they become due and payable.
At the date of this declaration, there are reasonable grounds to believe that the members of the extended closed group identified
in Note 27 will be able to meet any obligations or liabilities to which they are, or may become, subject by virtue of the deed of cross
guarantee described in Note 27.
This declaration has been made after receiving the declarations required to be made by the Chief Executive Officer and Chief Financial
Officer to the Directors in accordance with sections 295A of the Corporations Act 2001 for the financial year ended 30 June 2022.
This declaration is made in accordance with a resolution of the Directors.
David Trude
Director
Melbourne
24 August 2022
Andrew Hansen
Director
101
Hansen Technologies Ltd Annual Report 2022 INDEPENDENT AUDITOR’S REPORT
INDEPENDENT AUDITOR’S REPORT
To the Members of Hansen Technologies Limited
Opinion
We have audited the financial report of Hansen Technologies Limited (the Company) and its controlled entities (the
Group), which comprises the consolidated statement of financial position as at 30 June 2022, the consolidated
statement of comprehensive income, the consolidated statement of changes in equity and the consolidated
statement of cash flows for the year then ended, and notes to the financial statements, including a summary of
significant accounting policies, and the directors' declaration.
In our opinion the accompanying financial report of the Group is in accordance with the Corporations Act 2001,
including:
(i) giving a true and fair view of the Group's financial position as at 30 June 2022 and of its
financial performance for the year then ended; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of
our report. We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards
Board's APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to
the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
94
102
Hansen Technologies Ltd Annual Report 2022 Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the financial report of the current period. These matters were addressed in the context of our audit of the financial
report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Key Audit Matter
How our audit addressed this matter
Recognition of Revenue
Refer to Note 3 in the financial statements
Revenue recognition was considered a key audit matter,
as it is complex and involves significant management
judgements.
The Group’s revenue is primarily derived from the
provision of billing solution services to customers,
maintenance and support, and licences. Revenue
determined for some of the service contracts is based on
stage of completion, calculated on the proportion of total
costs incurred at the reporting date compared to
management’s estimation of
contract.
the total costs of
the
Our audit procedures in relation to the recognition of revenue
included:
•
•
•
•
•
•
•
Assessing whether the Group’s revenue recognition
policies were
in compliance with Australian
Accounting Standards;
Evaluating and testing the operating effectiveness
of management’s controls related to revenue
recognition;
Performing substantive analytical procedures over
key revenue streams;
of
sample
transactions,
For
a
substantiating
to
supporting documentation, including contracts with
customers;
revenue
transactions by agreeing
For a sample of revenue transactions that were
recognised on a percentage of completion basis,
our testing included:
–
Agreeing the contract price and variations to
customer contracts;
Assessing management’s estimate of costs to
complete; and
Assessing whether
budgeted margin.
the project was within
–
–
Reviewing sales transactions before and after year-
end to ensure that revenue was recognised in the
correct period; and
Reviewing large or unusual transactions during the
financial year.
95
103
Hansen Technologies Ltd Annual Report 2022 INDEPENDENT AUDITOR’S REPORT CONTINUED
Impairment of Intangible Assets
Refer to Note 12 in the financial statements
The Group has net book value goodwill of $220 million in
respect of acquisitions of subsidiaries as at 30 June
2022. We identified this area as a Key Audit Matter due
to the size of the goodwill balance, and because the
directors’ assessment of the ‘value in use’ of the cash
generating unit (“CGU”) involves significant judgements
about the future underlying cash flows of the business,
discount rates and terminal growth applied.
For the year ended 30 June 2022 management have
performed an impairment assessment over the goodwill
balance by:
•
•
calculating the value in use for the CGU using a
discounted cash flow model. The model used
cash flows (revenues, expenses and capital
expenditure) for the CGU for 5 years, with a
terminal growth rate applied to the 5th year. The
cash flows were then discounted to net present
value using the Company’s weighted average
cost of capital (WACC); and
comparing the resulting value in use of the CGU
to its respective book value.
Management also performed a sensitivity analysis over
the value in use calculations, by varying the WACC and
other assumptions.
Our audit procedures
impairment assessment
Corporate Finance team where required, and included:
in
to management’s
involved the assistance of our
relation
•
•
•
•
Assessing management’s determination that the
goodwill should be allocated to a single CGU based
on the nature of the Group’s business and the
in which results are monitored and
manner
reported;
Assessing the valuation methodology used;
the
reasonableness of
Challenging
key
assumptions, including the cash flow projections,
exchange rates, discount rates, and sensitivities
used; and
Checking the mathematical accuracy of the cash
flow model, and reconciling input data to supporting
evidence, such as approved budgets and
considering the reasonableness of these budgets.
Other Information
The directors are responsible for the other information. The other information comprises the information included
in the Group's annual report for the year ended 30 June 2022 but does not include the financial report and the
auditor's report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal
control as the directors determine is necessary to enable the preparation of the financial report that gives a true
and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.
96
104
Hansen Technologies Ltd Annual Report 2022 Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website at: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf.
This description forms part of our auditor's report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors' report for the year ended 30 June 2022.
In our opinion, the Remuneration Report of Hansen Technologies Limited, for the year ended 30 June 2022,
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
RSM AUSTRALIA PARTNERS
M PARAMESWARAN
Partner
Dated: 24 August 2022
Melbourne, Victoria
97
105
Hansen Technologies Ltd Annual Report 2022 AUSTRALIAN SECURITIES EXCHANGE (ASX)
The shareholder information set out below was applicable as at 12 August 2022, disclosed pursuant to ASX official listing requirements.
Distribution of shares
The following table summarises the distribution of our listed shares as at 12 August 2022:
Range
100,001 and over
10,001 to 100,000
5,000 to 10,000
1,000 to 5,000
1 to 1,000
Total
Number of
Holders
66
1,120
1,101
2,854
2,228
7,369
Number of
Shares Held
158,042,141
27,188,751
8,126,566
7,651,551
969,259
% of Issued
Capital
78.25
13.46
4.02
3.79
0.48
201,978,268
100.00
The number of shareholders holding less than a marketable parcel of ordinary shares is 415 holding 5,199 shares (as at the closing
market price on 12 August 2022).
Twenty largest shareholders
The following table sets out the top 20 holders of our shares:
Range
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
OTHONNA PTY LTD
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
CITICORP NOMINEES PTY LIMITED
BNP PARIBAS NOMS PTY LTD
NATIONAL NOMINEES LIMITED
BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD
MR CAMERON HUNTER
CITICORP NOMINEES PTY LIMITED
PACIFIC CUSTODIANS PTY LIMITED
SANDHURST TRUSTEES LTD
MR JAMES LUCAS & MS LESLEY DORMER
SCOTT WEIR
MRS LILIAN REICHENBERG
BUTTONWOOD NOMINEES PTY LTD
LAYUTI PTY LTD
BROADGATE INVESTMENTS PTY LTD
MR DAVID JOHN OSBORNE & MRS LEONE CATHERINE OSBORNE
PACIFIC CUSTODIANS PTY LIMITED
WILGAMERE INVESTMENTS PTY LTD
Total
Total other investors
Grand total
106
Number of
Shares Held
% of Issued
Capital
41,083,447
34,739,113
31,182,310
13,963,435
10,794,775
8,084,876
1,604,390
1,272,222
1,271,522
1,171,783
1,110,207
800,939
609,470
546,953
422,754
404,305
400,000
386,335
342,130
329,667
150,520,633
51,457,635
201,978,268
20.34
17.20
15.44
6.91
5.34
4.00
0.79
0.63
0.63
0.58
0.55
0.40
0.30
0.27
0.21
0.20
0.20
0.19
0.17
0.16
74.51
25.49
100.00
Hansen Technologies Ltd Annual Report 2022 Substantial shareholdings
The following table shows holdings of substantial voting rights in the Company’s shares as notified to the Company under the
Corporations Act 2001 as at 29 July 2022:
Holder
Mr Andrew Hansen*
Mr David Osborne*
Mr Bruce Adams*
QVG Capital
Long Path Partners
Number of
Shares Held
% of Issued
Capital
35,277,917
35,125,448
34,891,417
9,155,067
8,955,413
17.47%
17.39%
17.27%
4.53%
4.43%
*
Each of these named persons has a joint interest in a single parcel of 34,739,113 shares as at the date of this report.
Voting rights
Refer to Note 20(c) of the financial statements.
Unquoted equity securities
Unquoted equity securities issued pursuant to the Hansen Technologies Limited Employee Performance Rights Plan as at 29 July 2022:
Range
Performance rights
Number of
Employees
Participating
Number of
Securities
32
1,862,786
107107
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022 CORPORATE DIRECTORY
Directors
David Trude, Chairman
Andrew Hansen, Managing Director and CEO
Bruce Adams, Non‑Executive
Lisa Pendlebury, Non‑Executive
Don Rankin, Non‑Executive
David Osborne, Non‑Executive
David Howell, Non‑Executive
Company secretary
Julia Chand
Principal registered office
2 Frederick Street
Doncaster Victoria 3108
T (03) 9840 3000
F (03) 9840 3099
Share registry
Link Market Services Limited
Tower 4, 727 Collins Street
Melbourne Victoria 3008
T 1300 554 474
F (02) 9287 0309 – Proxy forms
F (02) 9287 0303 – General
Stock exchange
The Company is listed on the Australian Stock Exchange
ASX code: HSN
Auditors
RSM Australia Partners
Level 21, 55 Collins Street
Melbourne Victoria 3000
Solicitors
GrilloHiggins
Level 20, 31 Queen Street
Melbourne Victoria 3000
Other information
Hansen Technologies Ltd ABN 90 090 996 455,
incorporated and domiciled in Australia,
is a publicly listed company limited by shares.
108108
Hansen Technologies Ltd Annual Report 2022Hansen Technologies Ltd Annual Report 2022