Annual
Report
2023
Our purpose as a leading
global mining-tech
company is to efficiently
and sustainably unlock the
earth’s value...
We are uniquely positioned
to enable clients to find,
define and mine orebodies
with precision, confidence
and at speed.
IMDEX is a leading
mining-tech
company
We believe mining is essential
to all aspects of modern life.
Our opportunity, indeed our
responsibility, is to change the
global minerals industry forever.
Why We Deliver
A strong core business with a clear
objective to outperform industry growth
Opportunities to strengthen core
business via next generation and new
technologies and solution selling
New business growth via IMDEX Mining
Technologies business and software
offering
A strong financial platform with quality
revenue and a history of increasing
EBITDA margins
Disciplined cost control
Established global presence and customer
network
Market leading technologies with unique
defendable IP
A commitment to targeted R&D to
maintain technical leadership
End-to-end solutions that are applicable
across the mining value chain
The ability to make acquisitions or
collaborate with industry partners to
complement existing product offering
An experienced leadership team and
world-class geoscience capabilities
A low carbon footprint and opportunities
to enhance the sustainability of
operations for customers
About This Report
This Annual Report provides a summary of Imdex Limited’s operations, financial performance
and sustainability initiatives for the 2023 financial year (FY23) from 1 July 2022 to 30 June 2023.
Download a our FY23 Annual Report and past Reports at
www.imdexlimted.com/investors
Our Corporate Governance Statement discloses the extent to which we have complied with
the Australian Securities Exchange Corporate Governance Council’s ‘Corporate Governance
Principles & Recommendations – 4th edition’.
Our Corporate Governance Statement can be found at:
www.imdexlimited.com/about-us/corporate-governance
Unless otherwise stated: references to ‘IMDEX’, the ‘Group’, the ‘Company’, ‘we’, ‘us’ and ‘our’
refer to Imdex Limited and its controlled entities; references to a year are to the financial year
ended 30 June; and references to dollar figures are in AUD currency.
Sustainability
The Sustainability section within this Report outlines the Company’s key ESG focus areas,
material topics and contributions to sustainable development. It covers all IMDEX subsidiaries
excluding Devico. Sustainability content has been prepared with reference to the Global
Reporting Initiative Standards Core option. For more information about the Standards, please
see www.globalreporting.org. The Report also considers relevant Sustainability Accounting
Standards Board (SASB) standards and United Nations Sustainability Goals.
Forward Looking Statements
This report may contain forward looking statements.
Further information can be found on page 202 of this report.
Further Information
Questions or feedback regarding our Company are always welcome.
Please contact Kym Clements - IMDEX Investor Relations at
kym.clements@imdexlimited.com
7
IMDEX Annual Report 2023 Contents
Business Overview
About IMDEX
Financial Highlights
Strategic Highlights
ESG Highlights
Chairman’s Address
Board of Directors
CEO Review of Operations
Executive Leadership Committee
Financial Performance
and Strategy
Financial Summary
Operating
Environment
and Outlook
Core Business Outlook
FY23 Operating Environment
Growth Strategy and
FY24 Focus Areas
FY24 Focus Areas
A Growth Company
Sustainability
Leadership Support
ESG Approach
Focus Areas and UN Sustainability
Development Goals
Material Topics
FY23 Highlights and FY24 Targets
How We Govern ESG Risks
and Opportunities
IMDEX Values
People
Health, Safety & Wellbeing
People & Culture
Diversity & Inclusion
People – Key Data
11
11
18
20
21
22
24
27
33
36
36
41
41
41
42
42
43
45
45
49
50
53
54
57
60
62
62
74
77
80
Innovation
Technology Solutions
Thought Leadership &
External Memberships
Innovation - Key Data
Environment
Climate Resilience
Governance
Risk Management
Strategy
Operational Emissions
Water and Effluents
Land Disturbance and Rehabilitation
Materials & Packaging
Environmental - Key Data
Society
Sustainable Earnings Growth
Local Support & Engagement
Society - Key Data
Governance
Corporate Governance Risk
Human Rights & Modern Slavery
Privacy & Data Security
Governance Key Statistics
GRI Index
Sustainability Accounting
Standards Board Index
Directors' Report
Remuneration
Financial Statements
83
83
86
89
91
91
92
92
93
94
97
98
99
101
103
103
104
107
109
109
112
113
114
116
121
122
126
143
Shareholder Information 196
196
Corporate Information
Share Price Performance
Top 20 Largest Shareholders
Key Announcements
Annual General Meeting
Corporate Calendar
Share Registry Enquiries
Company History
Forward Looking Statements
197
197
199
200
200
200
201
202
I
W
E
V
R
E
V
O
S
S
E
N
S
U
B
I
10
IMDEX Annual Report 2023
BUSINESS OVERVIEW
About IMDEX
IMDEX is a leading global mining-tech company that enables drilling contractors and
resource companies to find, mine and define orebodies with precision, confidence and at
speed.
Our product offering includes a broad range of drilling optimisation products, rock knowledge sensors and
real-time data and analytics. This offering is commodity agnostic and can be applied across the mining value
chain. In February 2023 we extended our product offering with the acquisition of Devico and in May 2023 a 40%
investment in Krux Analytics.
We partner with drilling contractors and resource companies to provide integrated solutions that unlock real value
and provide timely critical insights.
Our Customer Value Proposition
The key to delivering value to our customers is to provide high
quality data in real-time, facilitating improved decision-making
opportunities and safer operating environments.
Timely
Information
for Critical
Decision
Making
Quality Data
Representivity
Time Saving
Industry leading sensors
QA/QC at point of data
collection
Digital workflows to reduce
risk of human error
AI and machine learning to
remove human subjectivity
Cost effective methods
allowing data to be collected
for every metre drilled
Repeatable sensor-based
data (Internet of Geoscience)
Actionable information in
real-time
Driller operable
instrumentation
Autonomous operations
More efficient digital
workflows
11
IMDEX Annual Report 2023 Our Integrated Solutions
Our solutions fit within the following three broad
The Devico and Krux products complement each of
categories - Drilling Optimisation Products, Rock
our three categories. The combined offering provides
Knowledge Sensors and Real-time Data & Analytics.
customers greater choice and the ability to match the
Increasingly our focus is on providing solutions that
right sensors to the right geological program.
integrate the categories to provide greater value to
customers.
Drilling Optimisation
Products
Rock Knowledge
Sensors
Real-Time Data &
Analytics
A suite of product that
enhance drilling productivity
while improving safety and the
impact on the environment:
• Drilling fluids
•
•
Solids removal units
Rig alignment technologies
• Directional drilling
technologies
Best-in-class sensors that
originate critical data on
the four elements of rock
knowledge - location, grade,
mineralogy and texture:
• Down hole survey sensors,
including Devico Reference
Gyro
• Core orientation sensors
• Gamma logging sensors
•
Structural orientation
sensors
A secure cloud platform and
market leading geoscience
analytical software to enrich
data and enable real-time
decisions to be made further
upstream:
• Devico survey data
management system
(DeviCloud)
•
Krux drilling analytics
software
• Cloud-based data collection
and validation platform
•
Advanced reporting
software
• Geoscience analytics
software
•
Interpretive mineralogy
software
•
3D visualisation software
12
IMDEX Annual Report 2023 Rock Knowledge & Quality Data
Rock knowledge is an understanding of location, texture, grade and
mineralogy.
It answers questions relating to where to drill next and how
processing can be optimised.
We enable the timely delivery
of quality data, giving clarity
on the nature of the rock to
allow real-time decisions to be
made, rather than having to
wait weeks or months.
The Four Components of Rock Knowledge
LOCATION
IMDEX HUB-IQTM connected survey tools
mean geologists can see where their holes are
anywhere and anytime, rather than relying on
paper based flows.
TEXTURE
IMDEX’s Structural-IQTM solution
combines multiple sensors to allow
geologists to see the position of
their structures in 3D as they log
in the core farm. This replaces
workflow where data gathering and
interpretation were separated by
weeks or months.
MINERALS
IMDEX’s aiSIRIS™ software provides
a real-time mineralogy solution to
IMDEX’s rock knowledge offering.
It replaces a workflow reliant on
laboratory and expert interpretation
that is asynchronous to data
collection.
GRADE
IMDEX’s In-field GeoAnalysisTM solution enables
geoscientists to obtain quality assay data at the rig or
core farm rather than waiting for laboratory results.
13
IMDEX Annual Report 2023 14
IMDEX Annual Report 2023 Supply Chain
At IMDEX we manage a complex global supply chain for our product range. We
purchase raw materials and components and deliver finished products and business
support through supply chains in Asia-Pacific, North America, South America,
Europe and Africa.
Our supply chain covers the following critical areas to ensure continued success:
•
Suppliers of raw materials and technical componentry
for drilling optimisation products and rock knowledge sensors
• Manufacturing of drilling optimisation products
and rock knowledge sensors
•
Fast turnaround prototyping for engineering and R&D
• Distribution and logistics ensuring rapid response to the
changing needs of our clients
• Global service centres to support clients.
Including purchases for manufactured products that may be used in country or shipped overseas.
Approximately 70% of our purchases were with local suppliers (suppliers that operate within the same
country IMDEX operates within).
Our Supplier Code of Conduct sets out our minimum expectations of suppliers, their subsidiaries and
subcontractors. SMETA1 audits are conducted on new suppliers for higher risk industries and locations.
During FY23 supply chain pressures continued to ease. We have a resilient supply chain with multiple
supply contingencies.
Increased inventory volumes during FY22 were largely released by the close of FY23. We continue to be
watchful on supply chains and remain well-positioned to serve our customers.
Our Supplier Code of Conduct available on our website at:
www.imdexlimited.com/media/home/IMDEX-Supplier-Code-of-Conduct_November2021.pdf
1 SMETA is the world-leading audit. It helps companies understand standards of labour, health and safety, environmental
performance, and ethics within your own operations or at a supplier site.
15
IMDEX Annual Report 2023 Our Established Global Business
Our global presence is unrivalled. This presence provides a compelling opportunity
to embed real value for customers and maximise revenue and earnings for IMDEX.
During FY23 we supported customers in more than 100 countries. We have 22
IMDEX facilities, together with warehouses and calibration centres in key mining
regions of the world. Our Head Office is located in Balcatta, Western Australia.
The integration of Devico provides an additional 4 facilities, including a world-class R&D and
manufacturing facility in Trondheim, Norway. This facility and its team of engineers, complement our
existing capabilities in California and Australia.
Devico significantly strengthens our core business and global presence, particularly in Europe.
Kittilä, Finland
Trandheim - Norway
Åre, Sweden
East Sussex - UK
Rastede - Germany
Vancouver - Canada
Elko - USA
Timmins - Canada
Salt Lake City - USA
San Luis Obispo - USA
Phoenix - USA
Amsterdam - Netherlands
Sofia, Bulgaria
Torreón - Mexico
Coahuila - Mexico
Columbia
Accra - Ghana
Manilla - Phillipines
Hong Kong
Quito - Ecuador
Lima - Peru
Mendoza - Argentina
Santiago - Chile
Parauapebas - Brazil
Jakarta - Indonesia
Belo Horizonte - Brazil
Itajai - Brazil
Johannesburg
South Africa
Kalgoorlie - WA
PERTH - WA
Townsville - QLD
Brisbane - QLD
Auckland -
New Zealand
16
IMDEX Annual Report 2023 Our Customers and Industry Partners
Our long-standing customer base includes large drilling contractors
and tier-1 resource companies within the global minerals industry.
We are creating a collaborative ecosystem, where we partner
with all customers to optimise orebodies and support resource
stewardship.
Operating in all
key mining
regions
of the world
Sales in
100+
COUNTRIES
Our truly global footprint limits
geographic risk and provides greater
diversity and industry insights
Shaun Southwell, Chief Operating Officer
17
IMDEX Annual Report 2023 Financial Highlights
(Compared to FY22 at 30 June)
Up 20%
GROUP REVENUE
Revenue on a constant currency basis up 16%
Softer exploration activity in 2H23
(FY23 $411.4m v FY22 $341.8m)
Up 17%
EBITDA NORMALISED1
Up 9% on a constant currency3 basis
Impacted by softer exploration activity
in 2H23 and IMDEX product mix
(FY23 $122.6m v FY22 $104.9m)
30%
EBITDA MARGIN NORMALISED1
Normalised annualised EBITDA margin
maintained at 30%
(FY23 29.8% v FY22 30.7%)
Up 13%
NPAT NORMALISED1
Effective Tax Rate of 31%
(FY23 $52.9m v FY22 $47.0m)
$65M
NET DEBT2
Including Devico, Krux and Datarock investments
Strong working capital discipline
(FY23 $64.9m debt v FY22 $24.2m cash)
3.6 CPS
FULL YEAR DIVIDEND
Final 2.1 cps and interim 1.5 cps
30% NPAT payout ratio
(FY23 3.6 cps v FY22 3.4 cps)
1 Normalised to exclude exceptional legal fees ($11.1m), Devico acquisition and integration costs ($10.6m) and residual cost associated
with the settlement with the prior owners of the Flexidrill Technologies ($0.4m and FY22 adjusted for a $2.9m impairment loss net of
related fair value adjustment).
2 Cash less external borrowings (FY23: $123,0m, FY22$12.2m) (excluding lease liabilities)
3 Constant currency is calculated by converting prior year numbers to reflect the current years exchange rate
18
IMDEX Annual Report 2023
Key Metrics
$m (unless indicated otherwise)
FY23
Group
FY22
Group
VAR %
Group
Revenue
EBITDA
EBITDA Normalised1
EBITDA Margin % Normalised1
NPBT
NPAT
EPS Normalised1 (cents)
Pre-Tax Operating Cash Flow
Pre-Tax Operating Cash Flow Per Share (cents)
Net Assets (30 June)
Net Cash (Debt) (30 June)2
Full Year Fully Franked Dividend (cents)
Full Time Employees (30 June)
411.4
341.8
100.5
102.0
122.6
104.9
29.8%
30.7%
54.6
35.0
12.0
105.0
23.9
62.6
44.7
11.8
69.8
17.6
556.2
297.2
20.3
(1.4)
16.9
(2.9)
(12.7)
(21.7)
1.7
50.4
35.8
87.1
(64.9)
24.2
(368.2)
3.6
8513
3.4
622
5.9
36.8
1 Normalised to exclude exceptional legal fees ($11.1m), Devico acquisition and integration costs ($10.6m) and residual cost
associated with the settlement with the prior owners of the Flexidrill Technologies ($0.4m and FY22 adjusted for a $2.9m
impairment loss net of related fair value adjustment)..
2 Cash less external borrowings (FY23: $123,0m, FY22$12.2m) (excluding lease liabilities)
3 Includes 187 Devico employees
19
IMDEX Annual Report 2023 Strategic Highlights
Core Growth
Technology Leadership
• Commercial launch of aiSwyft™
New Growth
Extension into Mining
Production
(digital)
•
11 installed BHS™ sites and 5 new
• Commercial launch of OMNIx™ 38 &
trial sites
42 GYRO™ (navigational)
•
2 paid commercial prototype
BLASTDOG™ units in operation,
with a further unit deployed in
August
•
4 installed BOLT™ sites and 2 trials
underway
• Commercial launch of LOGRx™
(structural)
• Addition of DeviGyro and DeviDrill
Selling Solutions
• Growth in solution selling projects in
North America, Africa and
Asia Pacific
•
Top 250 customers with >3 products
46%,up from 44%
•
IMDEX HUB-IQ™ customer adoption
growth +10%
Complementary Acquisitions
• Devico acquisition
40% investment in Krux Analytics
Increased investment in
Datarock to 49.1%
•
•
20
IMDEX Annual Report 2023 ESG Highlights
People
Society
• HSE engagement metric up 42%
•
Procurement Policy to enhance
support for local suppliers
•
Partnered with Canadian Diamond Drillers
Association on mental health programs
•
•
LTIFR of 0.42 improved 45%
TRIFR of 0.83 improved 65%
• Closed gender pay gap on a like-for-like basis
•
Establish global Diversity, Equity & Inclusion
Council
• Completed Better Together inclusion training
globally
Innovation
Governance
•
Embedded sustainability considerations in
• Audit, Risk and Compliance Committee
product stage gate development process
•
Published 9 thought leadership articles
Environment
•
Established Environmental Policy
• Measured baseline Scope 1 & 2
GHG emissions excluding Devico
• Commenced EMS Certification
•
ESG Committee established under ARCC
• Modern slavery awareness training
• New Sustainability Committee
reporting directly to Board in FY24
• Welcomed Microsoft executive
Uwa Airhiavbereas, Non-Executive Director
21
IMDEX Annual Report 2023
Chairman’s Address
Dear fellow shareholders,
The acquisition was very well received by capital
On behalf of the IMDEX Board of
markets and IMDEX has established strong relationship
with its two global banks, which provide further
Directors, I am pleased to present the
optionality for the future.
Company’s Annual Report for the 2023
financial year (FY23).
There were three significant themes throughout
fiscal 2023. Firstly, the uncertainty and general
flattening within exploration markets, particularly
during the second half. Secondly, IMDEX’s ability
to remain focused on its core business while
successfully completing the Devico acquisition.
During FY23 the Board was pleased to pay an interim
fully franked dividend of 1.5 cents and declare a fully
franked final dividend of 2.1 cents per share. This
brings the full year dividend total to 3.6 cents per
share. Importantly, dividends paid and declared are
in line with the Company’s historical 30% normalised
NPAT payout ratio.
Finally, the Company’s excellent safety performance.
IMDEX delivered a record revenue result of $411.4m,
Strategy
which included four months of Devico performance,
During FY23 a key area of focus for the Board was
and represented a 20% increase on FY22. Normalised
execution of IMDEX’s strategy and achievement
EBITDA was $122.6m, a 17% uplift on the previous
of performance metrics. Pleasingly, the Company
year.
Safety & Wellbeing
delivered strong underlying performance,
notwithstanding the softer market in 2H23, while
executing its growth strategy.
IMDEX continued to deliver with the release of next
As a Board, we were delighted with the Company’s
generation core technologies, additional commercial
continual improvement in safety ownership and
engagement. It was evident in the performance
metrics that IMDEX is maturing its safety culture,
which is supported throughout the organisation, not
just by a select number of champions.
prototype contracts with its IMT portfolio and
strategic investments, including Devico and Krux.
While Devico was in many respects a bolt on
acquisition, it was a significant undertaking expanding
IMDEX’s geographic footprint and technology offering.
The Company’s Lost Time Injury Frequency rate
It required considerable commitment from the Board
improved from 0.77 to 0.42 and its Total Recordable
and a considerable number of the IMDEX team within a
Injury Frequency rate improved from 2.32 to 0.83.
compressed timeframe.
Disciplined Capital
Management
The Devico transaction provided an opportunity for
the Company to utilise its balance sheet strength by
adopting a level of gearing. This gearing is well within
its ability to serve at a ratio of less than 1 times
EBITDA. Further, IMDEX is amortising this debt in a
relatively accelerated manner.
In addition to building out IMDEX’s business model,
European presence, and R&D capabilities, Devico brings
a talented team that shares a strong vision for the
industry and a culture aligned to our own.
Devico complements IMDEX’s rock knowledge sensor
offering, extends its geographic footprint in Europe
and consolidates the Company’s market leadership
position. Its directional core drilling business,
combined with IMDEX’s global network, also offers
excellent growth opportunities.
22
IMDEX Annual Report 2023 Finally, from an R&D perspective, there is tremendous
synergies apparent through the firms coming together.
In addition to the growth opportunities, it was really
pleasing to witness the level of professional respect
IMDEX and Devico have for one another. There is a
A Talented and Collaborative
Team
As Chair of IMDEX, I am delighted with the continued
achievement and maturity of the Company.
real willingness to learn and grow together and we fully
On behalf of the Board of Directors, I thank Paul
expect the cultural fit will provide further integration
House, our Executive Leadership Committee, and our
benefits.
ESG
The Board’s commitment to elevating ESG is
highlighted by the decision to formalise a standalone
Sustainability Committee with its own charter and
responsibilities. To date the ESG team has done a
great job internally. The new Committee will now take
global teams. Each of you has demonstrated your
high-level of expertise and professionalism through a
challenging and transformative year.
Similarly, I would like to extend my thanks to each
member of the Board and welcome Uwa, who
joined in January 2023. Uwa is making a significant
contribution and complements the Board’s
strong skillset. His knowledge and insights of the
digital landscape and organisational readiness is
ongoing ownership of our reporting and sustainability
outstanding.
initiatives.
IMDEX has a responsibility to continuously improve
internally. As a mining-tech company, with a
significant global footprint and customer network, it
has an excellent opportunity to contribute to a more
sustainable mining industry. The Board fully supports
these objectives.
Finally, I acknowledge and thank our shareholders for
your ongoing support. IMDEX is a growth company
with a clear strategy to strengthen its core and
pursue new business growth via its IMT portfolio
and software offering. The Board is confident the
Company is in a strong position to continue to deliver
long-term returns for shareholders.
Anthony Wooles
Anthony Wooles
IMDEX Chairman
I am delighted with the
continued achievement
and maturity of the
Company.
23
IMDEX Annual Report 2023
Board of Directors
Our Board has extensive professional expertise, business experience and knowledge
of the mineral exploration, mining, and technology industries. It also has considerable
experience within capital and financial markets and digital transformation. Members of
the Board are well respected in these arenas and play an active role in our Company’s
strategic planning.
During FY23 Kevin Dundo retired from the Board
Key priorities for the Board during FY23 included:
following our Annual General Meeting in October
2022. Kevin was appointed to IMDEX’s Board as a
Non-Executive Director on 14 January 2004. Over his
18 years of service, he has provided valuable guidance
and advice to the Company.
In December 2022 Uwa Airhiavbere was appointed
Non-Executive Director. Based in Seattle, Uwa is a
senior Microsoft executive with extensive business,
•
Enhancing safety performance
• Underlying business performance and growth
• Disciplined cost management
• Ongoing strategy development
•
Execution of our strategy and achieving
performance milestones
digital and resource sector experience.
• Governance and enhancing ESG disclosure
Uwa has demonstrated global leadership in digital
transformation, Industry 4.0, energy transition and
finance, together with broad international experience
gained from living and working in Africa, Italy and the
United States.
Uwa has deep insights and perspective on the
energy, resources and technology sectors globally
and can provide contemporary advice to help guide
our continued growth as we support the energy
transition.
During FY24 the Board will focus on:
•
IMDEX's safety culture and building on the quality
engagement in FY23
• Disciplined integration of Devico to realise
sustainable growth from FY25
• Maintaining an efficient business model for
IMDEX's next level of growth
• Capital management
• Monitoring global market conditions
24
IMDEX Annual Report 2023 I would like to extend my thanks to each
member of the Board and welcome Uwa,
who joined in December 2022.
Anthony Wooles, Chairman
Mr Anthony Wooles
Ms Trace Arlaud
Mr Ivan Gustavino
Mr Uwa Airhiavbere
Ms Sally-Anne Layman
Non-Executive
Non-Executive
Non-Executive
Non-Executive
Non-Executive
Chairman
Appointed
July 2016
Director
Appointed
Februrary 2021
Expertise:
Expertise:
Director
Appointed
July 2015
Expertise:
Director
Director
Appointed
Appointed
December 2022
February 2017
Expertise:
Expertise:
Financial and capital
Mining engineering,
Strategic growth and
Digital
Exploration, mining
markets and strategic
geology and
transactions within
transformation,
and finance
marketing
geophysics
the technology
Digital 4.0 and the
sector
resources sector
25
IMDEX Annual Report 2023 26
IMDEX Annual Report 2023 CEO
Review of Operations
Dear Shareholders,
The 2023 year marks my sixth at IMDEX,
and my third with the privilege of being
its CEO. Each year has proven to be
of our core business, and continue to invest in our
growth business units, demonstrates the underlying
quality of the IMDEX business.
During the year we generated revenue of $411.4m,
which included four months of Devico sales. Our
larger than the one that went before it, in
normalised EBITDA of $122.6m, was up 17%. On a
so many ways, and this year has been no
exception.
Once again, we have made great strides in both the
quality of our core business, and the advancement of
our growth strategy, with the acquisition of Devico
and the investment in Krux Analytics in April of 2023.
I continue to be humbled by the talent and energy of
our global team. More than ever, I am excited by the
outlook for both our company and the industry we
serve.
FY23 Financial Highlights
We achieved record full year results in terms of
revenue and operating EBITDA. The strength of our
core business during the first half was outstanding.
Most pleasing was the performance of the business
in the second half as it responded to significant
market challenges.
Exploration activity in the latter half of the year was
impacted by a rising cost environment, as resource
companies sought to curtail inflationary cost
pressures, demand greater productivity, and shift
their exploration spend to alternative jurisdictions.
This was most evident in Canada and Australia.
It is a feature of our business model and our global
presence that we were able to respond to these
pressures and shifting spending patterns, while
maintaining a relentless focus on our core business.
Our ability to largely maintain the operating margin
constant currency basis, revenue and earnings grew
16% and 9% respectively.
One of our performance objectives is to
outperform industry growth rates in all market
conditions. Pleasingly, our 5-year revenue CAGR
of 13% continues to demonstrate this ability. Our
benchmark is the S&P exploration expenditure for
nonferrous metals, which had a comparable CAGR of
9% over the period and is forecast to contract
by 20% for calendar 2023.
We maintained our disciplined capital management
policy. The Devico transaction provided an
opportunity to further strengthen our core business,
while putting our balance sheet to work through
a debt facility. Our leverage ratio remains well
within the limit that we have the capacity to serve
and positions us to deliver long-term value to
shareholders.
Fiscal 2023 proved
once again to be a
year of progress and
we continued to make
significant strides as a
mining-tech company
with a clear growth
strategy.
27
IMDEX Annual Report 2023 Strategic Highlights
Our growth strategy, as defined three years
ago, set clear objectives regarding the role of
technology leadership (through both R&D and
In addition, the Devico business has a worldclass
R&D and manufacturing facility in Norway, together
with a team of engineers that complements our
existing capabilities in California and Australia.
Together, our pipeline of technologies has never been
acquisition), solution selling to deliver more value to
existing customers, and our extension into mining
stronger.
production. Clear objectives were established
to invest in horizon 1 products, being the next
Solution Selling
generation of current core IMDEX technologies,
Optimising the technology solutions to unlock value
which serves to protect and strengthen our core
at any customersite remains at the early stages of
business in the short term. Concurrently, we invest
its full potential. During FY23, 46% of our top 250
in horizon 2 and 3 projects, which aim to deliver
customers used more than three IMDEX products, up
returns to shareholders over the longer term. FY23
from 44% in the prior year. We have a clear pathway
saw great progress across all of these fronts.
to grow this to five or more products overtime,
Technology Leadership
Notable achievements within our technology pillar
included the commercial launch of:
•
aiSwyft™ (digital solutions)
• OMNIx™ 38 & 42 GYRO™ (navigational
solutions); and
•
LOGRx ™ (structural solutions).
The acquisition of the Devico group bought with it
a clear portfolio of leading products, and a great
team with capabilities to complement IMDEX. First
and foremost, Devico’s DeviDrill provides clear
technology and market leadership in the directional
core drilling business globally. This technology
complements our drilling optimisation portfolio and
supports a fast-growing market. Today we estimate
that less than 4% of all drilling using premium
directional drilling solutions, and we anticipate this
metric to grow significantly over time.
The Devico acquisition also enhanced our
Rock Knowledge sensor portfolio, with the
DeviGyro complementing our survey tool
technology stack. Our combined technology
offering provides customers greater choice
and the ability to match the right sensors to
the right geological program.
28
optimised for each site.
Acquisitions – Devico
The investment in the Devico group, its people,
its products, and network around the world,
substantially enhance our core product offering
and market footprint. While I have already made
reference to the many benefits of the acquisition, I
would like to make special mention of our respective
leadership teams who have worked tirelessly to bring
this combination together.
Finally, our thanks go to our Board, who’s members
were equally tireless and committed to supporting
the IMDEX XCo in undertaking this opportunity.
Significant recognition must go to Devico founder
Viktor Tokle, Managing Director Erlend Olsø, and
their Devico Group leadership around the world.
This transaction could only have been possible with
a shared strategic view about the possibilities in our
industry, and the team culture required for former
competitors to come together as one. Thank you!
The investment in the Devico
group, its people, its products,
and network around the world,
substantially enhance our core
product offering and market
footprint.
IMDEX Annual Report 2023 Acquisitions – Krux Analytics
Expansion into Mining Production
In addition to Devico, our 40% interest in Krux
Our investment in IMDEX Mining Technologies
represents a significant investment in our core
leverages our core capabilities across all three IMDEX
digital business.
Krux is a fast-growing best-in-class drilling analytics
business. Its next generation software solution
perfectly bridges the expectations of resource
companies and drilling companies both. In time,
the Krux software will displace our IMDEX Mobile
product and provide a clear pathway for our current
customers to a best-in-class solution in the future.
Krux’s strong market position in North America,
combined with our strength in Asia Pacific and
Africa, presents a great platform for this to be a
truly global solution.
product categories, being drilling optimisation,
rock knowledge sensors, and data & analytics. In
FY23 we made progress in each. We continue to
conduct demonstrations and trials with a growing
list of interested customers with whom we are
working towards full commercialisation. While still
at the early stages of this initiative, we remain both
committed and excited by the prospects.
To conclude this Strategic Highlights section, I would
like to reiterate these achievements would not be
possible if we didn’t have a multi-disciplined and
highly collaborative team with broad geographic
reach, together with broad domain and geoscience
expertise. I am most proud of our team and the
discipline that it takes to approach these growth
opportunities on one hand and maintain a best-in-
class core business on the other.
29
IMDEX Annual Report 2023 ESG Highlights
Industry Outlook
The importance we place on ESG is recognised by the
establishment of our Sustainability Committee. This
Committee will report directly to the Board as part of
our growing commitment to this area.
It is pleasing to note that we achieved the majority of
FY23 represented a significant year for the recognition
of the mining industry’s role in the broader societal goals
of decarbonisation and the drive towards net zero. The
realisation of mining’s importance will be followed with
an expectation that the mining industry will step up to
our ESG targets set for FY23 within our five focus areas
meet this need.
– People, Innovation, the Environment, Society, and
Governance.
Further details can be found in the Sustainability section
of this Report on pages 45 – 61. I would, however, like
to highlight our excellent safety performance. For the
second time in two years our safety engagement was
up (42% on FY22) and our TRIFR of 0.83 was down
(64% improvement on FY22). Again, my thanks to
every member of our global team for looking out for and
valuing each other.
30
The demand for critical metals, in particular, to bridge a
very clear gap between demand and supply will become
acute. The pathway to achieving this requires both an
increase in drilling and the adoption of new technologies
to improve productivity.
Increasingly, orebody knowledge is being recognised
as vital for faster and more efficient mining outcomes.
Orebody knowledge is at the heart of what we deliver.
Our drilling optimisation products ensure greater
productivity while improving safety and the impact on
the environment. Our rock knowledge sensors originate
critical data on the four elements of rock knowledge –
location, grade, mineralogy, and texture. And finally, our
data and analytics software enrich this data and enable
fast, real-time decisions to be made further upstream in
the mining value chain.
In the short term, the rising cost environment within the
industry is creating downward pressure on immediate
demand for drilling activity. It is expected in turn, to
accelerate the demand for new technologies. Looking
further ahead, the medium to long term outlook
fundamentals remains exceedingly positive.
I am constantly
humbled by the
willingness of each
one of you to assist the
other when needed.
It makes for me a
wonderful place to
work.
IMDEX Annual Report 2023 Key Focus Areas for FY24
In December 2022, we were pleased to welcome Uwa
Airhiavbere to the Board. Uwa brings significant
Our strategy remains unchanged. To that end our
experience through his roles at Microsoft and prior,
first priority remains our people and ensuring we
together with fantastic insights into transforming
have the right people in the right roles with the right
traditional businesses for digital readiness.
culture and capabilities to execute our strategy.
For our XCo it has been a significant year of growth
Secondly, maintaining a relentless focus on the
and challenge. The journey of successes and
efficiency of our core business, including the
experiences I could not be prouder to share with the
integration of the Devico into our global network.
group. I am constantly humbled by the willingness of
Finally, continuing our methodical execution of
trials within our IMT portfolio of services as we use
each one of you to assist the other when needed. It
makes for me a wonderful place to work.
our core capabilities to build a new business unit
To all of our team globally, I thank you for your
downstream into the mining production value chain.
individual and collective contributions to our company.
You are forever curious. You go above and beyond for
customers. You thrive together and are indeed global
game changers.
My thanks
I have recognised the Board for going above and
beyond in supporting the Devico transaction.
Throughout FY23, a year coloured by significant
investment and marketplace uncertainty, each
members’ energy in seeking to understand and
support our strategy has been exemplary.
Paul House
IMDEX Chief Executive Officer
Paul House
31
IMDEX Annual Report 2023
32
IMDEX Annual Report 2023 Executive Leadership
Committee
Mr Paul House
CHIEF EXECUTIVE OFFICER
Mr Paul Evans
CHIEF FINANCIAL OFFICER
Time with IMDEX
Time with IMDEX
Joined as Chief Executive of
Commenced as Chief Financial
REFLEX in 2017. Transitioned
Officer and Company Secretary in
to Chief Operating Officer in
2006.
Mr Shaun Southwell
CHIEF OPERATING OFFICER
Time with IMDEX
Joined IMDEX in 2018 as Vice
President Asia Pacific and
Global Supply Chain Manager,
transitioned to Chief Operating
2019 and commenced as Chief
Executive Officer in 2020.
Experience
>35 years within the mining
Officer in 2020.
Experience
services, media, manufacturing,
Experience
>30 years within the resources
and telecommunications sectors.
and technologies sectors. Lived
and worked in a wide range of
international markets including the
USA, Australia, Africa, India, the
Middle East, and Southeast Asia.
14 years with SGS, the world’s
leading inspection and testing
firm, with a dominant presence in
the resources geochemistry assay
and metallurgy sectors.
Expertise
Management, strategy, operations,
corporate finance and governance.
Professional Qualifications
Bachelor of Commerce from the
University of Western Australia.
Memberships and Associations
Fellow of the Australian Institute
of Management and Graduate
Member of Australian Institute of
Company Directors.
Expertise
Finance, governance and
management.
>25 years with Gearhart United – a
subsidiary of SGS and a leading
designer and manufacturer of
oilfield equipment in Australia.
Professional Qualifications
Expertise
Chartered Accountant Australia
General management and all
and New Zealand.
aspects of supply chain including
Memberships and Associations
Fellow of Chartered Accountants
Australia and New Zealand and
manufacturing, service, fleet
management and logistics. The
drilling industry and equipment.
Graduate Member of Australian
Professional Qualifications
Institute of Company Directors.
Leading Organisational Impact
- Melbourne Business School
Executive Program.
33
IMDEX Annual Report 2023 Dr Michelle Carey
Dr Dave Lawie
CHIEF OF STRATEGY
CHIEF GEOSCIENTIST
Mr John Hickey
CHIEF TECHNOLOGY OFFICER
Time with IMDEX
Time with IMDEX
Time with IMDEX
Joined following IMDEX’s
Joined as Chief Geoscientist
Joined in 2022 as Chief Technology
acquisition of ioGlobal in 2012.
following IMDEX’s acquisition
Appointed to General Manager of
of ioGlobal in 2012. Appointed
IMDEX Product Development in
Chief Geoscientist and Chief
2019. Transitioned to Chief Product
Technologist - Mining Solutions in
and Marketing Officer in 2020.
2015.
Experience
Experience
Officer.
Experience
>30 years in oil and gas
formation evaluation, drilling tool
development and operations with
companies including Teleco Oilfield
>25 years in the mining industry.
Global positions in exploration
Services, Baker Hughes and APS
>10 years as a geoscientist in
geochemistry and R&D with
technical and management roles
Pasminco and Anglo American
for tier one mining companies.
before cofounding ioGlobal in
>15 years focusing on mining
2004.
Technology.
Expertise
Engineering, R&D, business
development and field operations
technology development.
Expertise
Innovation and product
development within the mining
industry.
Professional Qualifications
PhD in Geochemistry from Monash
University.
Expertise
globally.
Geochemistry, geometallurgy,
innovation, analytics and
cloud-based data management
and analysis.
Professional Qualifications
Bachelor of Science in Petroleum
Engineering from Penn State
and Master of Science in
Professional Qualifications
Environmental Management from
PhD in Geosciences and Analytics
University of Houston – Clear Lake.
from the University of New
Memberships and Associations
England.
Member of Austmine Board.
Member of the Insead Alumni
Association. Member of Datarock
Pty Ltd Board.
Memberships and Associations
Member of AusIMM, member
of Advisory Board UWA Data
Institute and member of Centre
for Exploration Targeting (CET-
UWA) Technical Working Group.
34
IMDEX Annual Report 2023
Kiah Grafton
CHIEF OF PEOPLE
Time with IMDEX
Joined as Human Resources
Manager Asia Pacific in 2017.
Michael Tomasz
Wayne Panther
CHIEF LEGAL OFFICER
CHIEF INFORMATION OFFICER
Time with IMDEX
Time with IMDEX
Joined in 2021 as General Counsel
Joined in 2023 as Chief
and Company Secretary.
Information Officer.
Transitioned to Global Head of
Experience
Experience
Human Resources then Executive
International experience gained
International experience with
General Manager of Human
across a wide range of markets,
Chevron and Microsoft.
Expertise
IT strategy, development
and delivery, operations and
innovation.
Professional Qualifications
Bachelor of Commerce and
Bachelor of Arts from the
University of Auckland.
Memberships and Associations
Graduate Member of Australian
Institute of Company Directors
Resources.
Experience
>18 years as a human resources
generalist. Broad industry
experience including resources,
including North America, Asia
Pacific, Middle East, Japan, and
Europe. Worked for tier one mining
company and one of world’s largest
oilfield services companies.
banking, hospitality and not-for-
Expertise
profit sectors for national and
Corporate and commercial law.
global organisations.
Expertise
Strategy, talent acquisition,
industrial relations and
organisational development.
Professional Qualifications
Bachelor of Business, Human
Resources Management &
Management, Edith Cowan
University.
Memberships and Associations
Graduate Member of Australian
Institute of Company Directors
Corporate governance and dispute
resolution. Building collaborative
partnerships within the resources
sector.
Professional Qualifications
Admitted as a barrister and
solicitor in the Supreme Court of
New South Wales; admitted as
a Solicitor in England & Wales.
Master of Business Administration
from Curtin University, Bachelor
of Laws from Murdoch University,
Bachelor of Science (Geology) from
University of Western Australia.
and Graduate Member of Chief
Memberships and Associations
Executive Women (CEW) Leaders
AMPLA (Australian Mining and
Program.
Petroleum Lawyers Association)
and ACC Australia (Association of
Corporate Counsel).
35
IMDEX Annual Report 2023 E
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FINANCIAL PERFORMANCE
Financial Summary
5 YEAR REVENUE
CAGR
13%*
$411.4m
20.6
2H23 REVENUE UPLIFT
ON 2H22 EXCL. DEVICO
11%
$212.6m
20.6
243.7
237.7
264.4
341.8
390.8
167.8
174
198.8
192.0
$m
FY19 FY20 FY21 FY22 FY23
$m
1H22 2H22
1H23 2H23
IMDEX Revenue
4 months Devico Revenue
IMDEX Revenue
4 months Devico Revenue
• Devico contributed $20.6m revenue,
despite planned transition of sensor
sales to IMDEX rental model
• IMDEX and Devico impacted by
softer exploration activity in 2H23 -
notably in Canada and Australia
INCREASING
REVENUE
FROM
SENSORS &
SOFTWARE
56%
40%
• Increasing revenue from sensors
and software
30%
• Higher margins and quality
recurring revenue
44%
60%
8%
• Restated sales grew from 39% in
FY22** (Excl. Devico FY23 42%)
FY17
FY23
Sales
Rentals & SaaS
IMDEX HUB-IQTM
Connected Sensors &
Software at 30 June 2023
* S&P CY22 5-calendar year CAGR 9%
** Revenue represents 40% Sales (incl. of sale of fluids, sensors and equipment) and 60% Rental & SaaS (incl. of rental of sensors and
equipment and subscription fees for software) rather than Drilling Optimisation and Rock Knowledge. Comparative disclosures for 1H23 is
40% / 60% and for FY22 is 39% / 61%. respectively.
^ FY23 Sales v Rental & SAAS mix is as a % of consolidated revenue. If restated with IMDEX only revenues this mix would be 42% Sales and
58% Rental & SaaS.
36
* Footnote?
^ Footnote?
** IMDEX uses S&P Market Intelligence global exploration expenditure for nonferrous metals as an industry benchmark for growth
IMDEX Annual Report 2023
5 YEAR EBITDA
CAGR
24%1
$122.6m1
8.5
2H23 EBITDA DOWN ON
2H22 EXCL. DEVICO
3%
$59.8m1
8.5
52.3
54.4
75.5
104.9
114.11
51.5
53.4
62.8
51.31
$m
FY19 FY20 FY21 FY22 FY23
$m
1H22 2H22
1H23 2H23
IMDEX EBITDA
4 months Devico EBITDA
IMDEX EBITDA
4 months Devico EBITDA
• Strong trend of EBITDA growth
• Devico contributed $8.5m EBITDA, which
was impacted in the short-term by increased
investment in directional core drilling to support
future growth
• IMDEX and Devico earnings impacted
by slower exploration activity in 2H23
which impacted sensors in Canada and
Australia
EBITDA
MARGIN %
FY23 EBITDA margin %
impacted by:
• Change in product mix –
higher % of Sales v Sensors
& SaaS
• Increased investment to
support core and new
business growth including IMT
and Digital 2.0
21.5
22.9
28.8
30.7
29.81
$m
FY19 FY20 FY21 FY22 FY23
1 Normalised to exclude exceptional legal fees ($11.1m), Devico acquisition and integration costs ($10.6m) and residual cost associated
with the settlement with the prior owners of the Flexidrill Technologies ($0.4m and FY22 adjusted for a $2.9m impairment loss net
of related fair value adjustment).
37
IMDEX Annual Report 2023 38
IMDEX Annual Report 2023 Strong Cash Generation
EBITDA to cash flow from operations
120
100
80
60
40
20
$m
100.5
(7.2)
(22.5)
11.7
82.5
• 82% EBITDA to operating
cashflow conversion
• ~$8m additional FY22
inventory build largely
released
Reported
EBITDA
Working
Capital
Tax
Other 1
Cashflow
From
Operations
1 Other includes non-cash items
including provisions, share of
associates and FX movements.
Summary of Financial Highlights
Revenue from continuing operation (excluding interest income)
EBITDA (Reported)
Individually Significant Items1
EBITDA (Normalised)
EBITDA Margin (Normalised)
Net Profit before tax (Reported)
Income tax expense (Reported)
Net profit after tax (Reported)
EPS (Reported)
EPS Normalised
Net Cash provided by operating activities
Cash on hand
Net assets
Total borrowings
Net Tangible Assets per Share
FY23
$'000
FY22
$'000
411,398
341,843
100,514
101,987
22,064
2,871
122,578
104,858
29.8%
30.7%
54,597
62,566
(19,602)
(17,855)
34,995
44,711
7.95
12.01
11.28
11.85
82,506
56,306
58,128
36,368
556,208
297,226
123,048
12,166
26.78
50.30
1
Individually Significant Items include $11.1m exceptional legal fees, $10.6m Devico acquisition and integration costs and $0.4m
residual cost associated with the settlement with the prior owners of the Flexidrill Technologies (FY22 adjusted for a $2.9m
impairment loss net of related fair value adjustment).
39
IMDEX Annual Report 2023
K
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Core Business Outlook
FY24 Near Term
•
Rock Knowledge Sensors on hire up 5% from
30 June 23
•
Solution selling opportunities in North America
and Africa
• Demand expected to remain steady in FY24
•
•
S&P forecast a contraction of 20% during CY23
Exploration activity tempered as resource
companies respond to the high-cost environment
• Mid and major resource companies remain well
funded, capital raisings have improved for juniors
•
X
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IMDEX Annual Report 2023
OPERATING ENVIRONMENT AND OUTLOOK
FY23 Operating Environment
S&P forecasted a 15% to 20%
contraction in exploration
spend for CY23.
Exploration budgets remained strong
and supported strong activity during
1H23 in most IMDEX regions.
A strong post-Christmas start-up in
January.
Historically we see exploration drilling
activity rise from March to June,
however, activity remained steady from
March through to May 2023.
During 2H23 exploration activity was
principally tempered by:
Resource companies responding to a rising
cost environment, with cost-out initiatives and
retendering drilling contracts
Juniors preserving funds in an environment
defined by rising costs and lower capital raisings
The regions most impacted were Canada and
Australia, in particular juniors and gold explorers
Activity in South America, Africa, Europe and
SE Asia remained strong
In 2H23 capital raisings started to gradually
improve for juniors.
X
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FY25+ Medium to Longer Term
•
•
•
•
•
•
Revenue synergies from integration of Devico products
Increased revenue from sensors and software
Increased adoption of new business model offering
Increased exploration spend in CY24 as forecast by S&P
The need to replace diminishing reserves
Substantial demand for critical metals
• Deeper more complex ore bodies requiring larger drilling programs
• Demand for innovative solutions and directional drilling to improve
drilling productivity
41
IMDEX Annual Report 2023
GROWTH STRATEGY AND FY24 FOCUS AREAS
FY24 Focus Areas
Protecting and
Developing Our People
Investing in Digital 2.0
• Customer experience
• Capability development
•
Systems that optimise cost base and build
Safety culture
Employee engagement
scale
•
•
•
Investing in our Core
Business Growth
Investing in our New
Business Growth
• Devico integration
• Additional installed sites and units on rent
• Disciplined product development
within IMT portfolio
•
Scaling software
• Collaboration with Krux and Datarock
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IMDEX Annual Report 2023
GROWTH STRATEGY AND FY24 FOCUS AREAS
A Growth Company
Core
Business
New
Business
Extension into Mining
Production
•
Leveraging capabilities in this
adjacent market where it is the
same orebody and the same
customer
• Mining production is a substantially
larger market that is less subject to
cyclical impacts
Technology Leadership
•
Targeted R&D to win global market
share
•
Targeted R&D to increase size of
addressable market globally
Integrated Selling Solutions
•
Focusing on optimised solutions in
real time rather than products for
orebodies
• Maximising customer value and
revenue for IMDEX
Complementary Acquisitions
•
Building on components of orebody
knowledge
•
Focusing on emerging or established
technologies and software that
complement existing revenue
43
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IMDEX Annual Report 2023 SUSTAINABILITY
Leadership
Support
Dear Shareholders,
On behalf of our Board and as Chair of IMDEX’s
Sustainability Committee, I am pleased to support
the Company’s commitment to enhancing its ESG
disclosure and its sustainability role within the
global minerals industry.
Approach to ESG at IMDEX
IMDEX’s approach to ESG remains through two lenses, inside and
outside of the Company.
While we have made excellent progress, there is a real opportunity
internally to further strengthen our governance. The Devico
transaction heightened our focus on processes to achieve best
practice across our combined businesses. Of course, best practice
changes all the time, so we remain committed to continual
improvement in this area.
With a larger and increasingly diverse team, we also remain
committed to ensuring our policies support and encourage our
people to grow. This is critical for our Company, particularly with
the geographic footprint we have.
Finally, while we do not have large carbon emissions or a material
direct impact on the environment, we are seeking to improve
internally. In FY23 we commenced measuring our scope 1 and 2
greenhouse gas emissions, which sets an important baseline for the
future.
Externally, we have a significant opportunity to help our customers
become more sustainable and reduce their environmental
footprint. More broadly, we have a responsibility to leverage our
core capabilities to support the net zero and biodiversity goals that
have been set globally.
45
IMDEX Annual Report 2023 IMDEX’s Opportunity
and Responsibility as a
mining-tech Company
As a leading mining-tech company, we
have a tremendous opportunity to support
the mining industry’s sustainability
aspirations. We also have a responsibility
to leverage our geoscience capabilities,
technologies, and analytical software to
do this.
There is an increasing amount of data
originated by IMDEX’s sensors, or
third-party tools, that can help mining
companies gain a better understanding of
their orebodies – from exploration through
to mining. These critical insights enable
companies to drill more accurately, drill
less and extract resources more efficiently.
The sustainability benefits are wide-
reaching. Decreased carbon and physical
site footprints, greater safety, enhanced
stewardship of our precious natural
resources and timeliness bringing them to
production.
Pleasingly, the mining-industry is now
being accepted as an integral part of our
modern world and the decarbonisation
pathway. The amount of new energy
metals needed to achieve net zero by 2050
is astronomical. For greater context, we
need to mine more copper than has been
mined to-date. There are many more
examples such as this one.
Because of this supply and demand
imbalance, it is incumbent our industry
to mine in the most efficient way and to
make the most of the natural resources
that we have stewardship of. It is
incumbent on IMDEX to support these
objectives.
46
IMDEX Annual Report 2023 Notable ESG Achievements
Our Sustainability Committee
Our progress throughout the year can be attributed
We have always considered ESG as very important.
to the strength of our ESG Committee, which has
Due to the progress made and the increasing
enjoyed excellent engagement from all parts of our
importance we place on sustainability, it was the
business. It operates as part of our business, rather
appropriate time to establish a Sustainability
than a siloed function. In additional to meeting all of
Committee. This Committee has the authority to
our ESG targets set for FY23, notable achievements
review, on behalf of our Board, all matters arising in
include:
relation to the environmental, social and governance
•
100% of employees successfully completed
aspects of IMDEX.
our compliance training. This training is now
The objectives of the Committee will be to assist the
included as part of the employee short-term
Board in:
incentive payment gateway, highlighting the
importance our Board and Executive Committee
place on it.
•
The introduction and engagement with
our Better Together training. This initiative
encourages employees to speak out if they feel
marginalised or not included in anyway. While
•
Fulfilling its responsibilities across environmental
management, social performance, community
engagement and ethical business practices;
• Monitoring climate related risks and
opportunities;
• Overseeing progress towards sustainability
the number of reports increased, it reflects that
commitments;
employees feel safe enough to raise concerns
and in-turn, these concerns can be addressed.
• Determining the ESG related objectives for the
Company to be measured against; and
•
Establishing a solid foundation to monitor and
• Having reference to IMDEX’s Diversity Policy.
enhance our ESG reporting in the future. During
the year we undertook several workshops to
develop our ESG strategy. We also transitioned
to a sub-committee of our Audit Risk and
My Thanks
Compliance Committee. Commencing in FY24
I would like to call out the really good work the
we established a standalone Sustainability
Committee has done. It is fantastic to see the buy
Committee reporting directly to the Board.
in within all our functions. It is really important in
elevating ESG to the right level in the organisation
and achieving our goals. My sincere thanks to the
whole Committee and I look forward to further
progress in FY24.
Sally-Anne Layman
Sally-Anne Layman
IMDEX Non-Executive Director
47
IMDEX Annual Report 2023 48
IMDEX Annual Report 2023 ESG Approach
Our opportunity and our responsibility are to drive positive change within the global
minerals industry and contribute to a net zero future.
Concurrently, we are committed to enhancing
During FY23 we updated our Sustainability Policy
disclosure and accessibility of information relating
to reflect our ESG focus areas. The purpose of this
to our impacts on the economy, environment and
Policy is to outline the commitment our Company
society that indicate our contribution to sustainable
has to practices, standards and technologies that
development.
To achieve these objectives, we consider ESG through
two distinct lenses:
•
Inside our business and the practices that we can
control to ensure we are setting the right targets
support sustainable development. Upholding our
Sustainability Policy is the responsibility of everyone
engaged at IMDEX and applies to all directors,
officers, contractors, and employees. Our Chief
Executive Officer is accountable to the Board for the
oversight of all sustainability matters in accordance
and continuously improving for our people and
with this Policy.
our planet; and
• Outside IMDEX and how we can leverage our
research and development capabilities to
enhance the sustainability of our customers'
operations and the communities in which they
operate.
Sustainability Policy information can be found on our website at:
www.imdexlimited.com/about-us/corporate-governance
49
IMDEX Annual Report 2023 Focus Areas and UN
Sustainability Development
Goals
People
Ensuring a safe
and inclusive global
workplace
Promoting diversity in the
workplace and an inclusive
culture across IMDEX.
Innovation
Driving the
sustainability of
the global minerals
industry
Developing products and
technologies that provide
additional value to customers'
operations and ensure secure
quality data.
Collaborating with associations
and research partners to
enhance the safety and
efficiency of mining processes.
Our current goals are to:
Our current goals are to:
• Develop products and
technologies that limit
energy consumption
and carbon emissions by
optimising drilling processes
across the mining value chain
• Develop products and
technologies to optimise
Drill & Blast processes, which
lower energy consumption
and dust emissions while
enhancing safety
• Deliver equipment to
reduce water consumption,
contamination, safety
hazards and the
environmental impact on
site.
•
•
Ensure a safe and inclusive
global workplace
Provide a working
environment that is safe and
supports total wellbeing
• Achieve zero harm through
the systematic management
of risk
• Continually improve our
ratings for Lost Time Injuries,
Total Recordable Injuries and
Safety Engagement Activities
year-on-year
•
Support our Diversity Council
to implement our Diversity
and Inclusion strategy
• Maintain equal pay through
our remuneration review
process
•
Educate our workforce to
increase psychological safety
and encourage diversity of
thought.
50
IMDEX Annual Report 2023 Environment
Contributing to a low
emissions future
Society
Supporting economic
development and our
local communities
Governance
Upholding ethical and
sustainable business
practices
Implementing internal practices
to ensure we are setting the right
targets and are continuously
improving for our people and our
planet.
Maximising value and providing
sustainable earnings growth while
supporting the communities in
which we operate.
Increasing the accessibility
of information regarding the
Company’s ESG related risks and
opportunities for all stakeholders.
Conducting business in a manner
that is ethical, values-driven and
in compliance with the laws in all
countries of operation.
Ensuring activities and the
organisations IMDEX works
with are ethical and do not harm
people or the environment.
Our current goals are to:
Our current goals are to:
Our current goals are to:
• Operate responsibly by
limiting our impact on the
environment
•
•
•
•
•
•
Reduce energy consumption
and our scope 1 and 2
greenhouse gas emissions
Reduce water usage and
effluents
Reduce waste generation and
ensure appropriate disposal
Promote sustainable
practices and education at
our IMDEX facilities
Promote sustainable end-of-
life product recycling
Provide recyclable and
degradable packaging options
to reduce the use of plastics.
• Grow our core business by
enhancing our technical
leadership and embedding
value for customers
• Achieve further extension
within the larger adjacent
mining production market,
which is less cyclical
• Consistently outperform
market growth for the global
minerals industry
•
•
Enhance the accessibility of
information relating to ESG
related risk and opportunities
Enhance support for our
global communities.
• Uphold our Code of Conduct
and Supplier Code of
Conduct
• Maintain our strong
governance systems to avoid
bribery and corruption in the
first instance
• Manage performance for
complete and consistent
compliance with applicable
laws and regulations
•
Effectively identify
opportunities and manage
risks to our global business
including privacy and data
security.
51
IMDEX Annual Report 2023 52
IMDEX Annual Report 2023 Material Topics
Material topics are the significant environmental, social and governance topics that currently impact our business,
may impact our business in the foreseeable future, and most influence our stakeholders’ perceptions of our
performance. These topics form the basis of this report. The key impact areas are indicated in the table below.
In FY21 we conducted a materiality assessment with the support of Morrow Sodali, a leading provider of strategic
advice and shareholder services. Our ESG Committee reviews all material topics annually.
Material Topics
Customers
Employees
Investors
and Financial
Institutions
Suppliers and
Distributors
Government
Industry
Partners &
Associations
Community
PEOPLE
Health, Safety &
Wellbeing
Diversity & Inclusion
People & Culture
INNOVATION
Technology Solutions
Thought Leadership
& Associations
ENVIRONMENT
Climate Resilience
Operational
Emissions
Water & Effluents
Land Disturbance &
Rehabilitation
SOCIETY
Sustainable Earnings
Growth
Local Support &
Engagement
GOVERNANCE
Corporate
Governance & Risk
Human Rights &
Modern Slavery
Privacy & Data
Security
Material ESG Topics
53
IMDEX Annual Report 2023
FY23 Highlights and FY24
Targets
Our ESG targets are set annually by the ESG Committee and are approved by Executive
Leadership Committee and Board.
PEOPLE
Material
Topics
Health, Safety & Wellbeing
Diversity & Inclusion
People &Culture
INNOVATION
Material
Topics
Technology Solutions
Thought Leadership &
Associations
ENVIRONMENT
Material
Topics
Climate Resilience
Operational Emissions
Water & Effluents
Land Disturbance &
Rehabilitation
54
FY23 Key
Targets
FY23
Performance
FY24
Key Targets
•
•
•
Refresh Sustainability Policy
•
Maintain the volume and quality
ESG Committee to become
sub-committee of Audit, Risk
and Compliance Committee
Implement modern slavery
awareness training for supply
chain team
of HSE engagement. - >90% HSE
Training compliance
TRIFR - 1.94
LTIFR - 1.29
Deliver on Diversity, Equity and
Inclusion Strategy
Scope and define an ESG awareness
module for all employees
•
•
•
•
FY23 Key
Targets
FY23
Performance
FY24
Key Targets
•
•
Formalise sustainability
considerations in stage gate
development process
Present or publish at least 3
thought leadership articles
on ESG benefits of IMDEX
solutions
•
Reduce the weight and length of rock
knowledge sensor running gear
•
Present or publish at least 5 thought
leadership articles on sustainability
benefits of IMDEX solutions.
FY23
Key Targets
FY23
Performance
FY24
Key Targets
•
•
•
Develop an Environmental
Policy
Measure baseline GHG
emissions and establish a
reduction program
Establish initiatives to aid the
use of renewable energy at
IMDEX facilities
•
Commence EMS Certification
•
Review packaging to increase
percentage of recyclable to
reusable packaging
•
95% recyclable packaging for
drilling optimisation fluids
•
95% reusable packaging for rock
knowledge sensors
IMDEX Annual Report 2023
SOCIETY
Material
Topics
Sustainable Earnings Growth
Local Support & Engagement
GOVERNANCE
Material
Topics
Corporate Governance & Risk
Human Rights & Modern
Slavery
Privacy & Data Security
FY23
Key Targets
FY23
Performance
FY24
Key Targets
•
•
•
•
Meet internal earnings growth
targets
Implement Procurement
Policy to enhance support for
local suppliers
Implement a Community
Engagement Policy to
formalise local support
Progress a Global Volunteering
Program
In Progress
•
•
•
Meet internal earnings growth targets
Outperform industry growth
Implement Community Engagement
Policy to enhance local support
•
Finalise an approach for
implementation of a global
volunteering program
FY23
Key Targets
FY23
Performance
FY24
Key Targets
•
•
•
Refresh Sustainability Policy
•
Expansion of modern slavery training
ESG Committee to become
sub-committee of Audit, Risk
and Compliance Committee
Implement modern slavery
awareness training for supply
chain team
to broader stakeholder group
•
Introduction of gratuities reporting
modules across whole business
•
Completion of roll-out of updated
third party due diligence system
across whole business
•
Questionnaires on Modern Slavery to
top 40 suppliers
55
IMDEX Annual Report 2023
56
IMDEX Annual Report 2023 How We Govern ESG Risks
and Opportunities
Our Board of Directors has ultimate responsibility for IMDEX’s Sustainability Policy,
performance and management of sustainability risks and opportunities.
During FY23 our ESG Committee become a
Towards the end of FY23 a Sustainability Committee
sub-committee of the Audit, Risk & Compliance
reporting directly to the Board was established for
Committee (ARCC) who oversee policies,
commencement in FY24.
management systems, performance, reporting and
compliance related to health, safety, environment and
community.
The ESG Committee spans multiple functions and
serves as a forum for information sharing and idea
generation with a specific focus on activities related
to enhancing disclosure, stakeholder engagement
and embedding sustainability throughout our global
business.
Commencing in FY24 a separate Sustainability
Committee will assist the Board in:
•
Fulfilling its responsibilities across environmental
management, social performance, community
engagement and ethical business practices
• Monitoring climate related risks and
opportunities
• Overseeing progress towards sustainability
commitments
• Determining the ESG related objectives for
the Company to be measured against having
reference to the “Diversity Policy”
57
IMDEX Annual Report 2023 Stakeholders
We are committed to providing our stakeholders with transparent and timely engagement to enhance and support
their experience with our products and business globally. The table on page 59 outlines how we engage and collaborate
with our key stakeholder groups.
KEY STAKEHOLDERS
GOVERNMENT & REGULATORS
SUPPLIERS
INDUSTRY PARTNERS
DISTRUBUTORS
CUSTOMERS
EMPLOYEES
COMMUNITY
SHAREHOLDERS
BOARD OF DIRECTORS
BOARD COMMITTEES
ESG
COMMITTEE *
AUDIT, RISK &
COMPLIANCE
COMMITTEE
RENUMERATION
& NOMINATION
COMMITTEE
POLICIES &
PROCEDURES
CORPORATE CULTURE
& VALUES
RISK
MANAGEMENT
& INTERNAL
CONTROL
SYSTEMS
CHIEF EXECUTIVE OFFICER
IMDEX MANAGEMENT & EMPLOYEES
In FY24 the ESG Committee will become the Sustainability Committee reporting directly to the Board
58
IMDEX Annual Report 2023 How We Engage With Stakeholders
At IMDEX, we are committed to providing all our stakeholder groups with transparent and genuine engagement to
enhance and support their experience with our products and business globally.
The table below outlines how we engage and collaborate with our key stakeholder groups and the steps we take to
ensure we are listening to and meeting their needs.
ENVIRONMENT HOW WE ENGAGE
WHAT WE DO
Customers
Employees
Regular communication with
regional sales and customer
facing employees to ensure we
understand and are meeting their
needs
Comprehensive employee
performance review and feedback
process, with opportunity to
define goals and development
opportunities
Informal engagement
opportunities through employee
groups and committees
• Customer surveys and feedback opportunities
• Site visits and product training with IMDEX experts
• Discuss and collaborate on product improvements and changes
• Develop and enhance products based on customers' changing needs
• Cascade of Objectives and Key Results down through Annual performance
reviews and OKR setting process
• Quarterly employee recognition awards for exceptional performance
• Newly implemented employee-nominated value based awards
• Quarterly CEO/COO staff briefings to all regions
• Quarterly strategy updates from executive team to all regions recognising
championing of IMDEX values
• Biennial employee engagement survey
• Employee-led Diversity & Inclusion Council
• Employee reference groups coordinated and run by IMDEX employees
Investors
and Finance
Providers
Regular engagement with key
stakeholders in investment
community
Suppliers and
Distributors
Commitment to informing
investors and finance providers
on company changes and
developments on regular basis
Regular engagement with
suppliers and distributors globally,
through face-to-face meetings
and electronic communication as
required
• Full year and half year results briefings
• Investor roadshows
• Annual General Meetings
• Investor briefings
• Launch of Sustainability Reporting in 2021
• Technical symposium for investors
• Legal, risk and regulatory teams provide ongoing review of global supply
and distribution laws and regulations.
• Continuous monitoring of Anti-bribery and Corruption laws globally
Government
– local, state,
national, global
Sustained engagement with
all levels of government and
regulators as required in all
regions that we operate
• Regular and ongoing government engagement
• Submission to relevant local, state, national and global consultation
processes
Industry
partners
Regular engagement with industry
partners, research bodies, non-
government organisations
• Partnerships with a range of industry committees and research bodies
committed to developing and enhancing mining technology and practices
globally
Joint
Development
Partners
Community
Collaboration with customers
and industry partners to identify
joint development opportunities,
with the goal of enhancing and
improving the global mining
industry through efficiency and
sustainability
Regular engagement with local
communities to ensure they are
informed of who IMDEX is and the
opportunities we may represent
to them
Stakeholder Engagement
• Representation on industry boards, research bodies and at industry events
as thought-leaders, speakers and experts
• Identify and deliver trials with resource companies, to test, define and
improve IMDEX products and technology
• Local social media content for each region
• Commitment to local employment opportunities
• Partnerships with local Universities to offer internships and employment to
emerging talent
• Monitoring of local political and socio-economic issues
• Community partnerships to support relevant local organisations
59
IMDEX Annual Report 2023 IMDEX Values
Forever
curious.
We go
beyond.
We believe in shaping the
future of mining through the
We are passionate about creating
positive customer experiences
relentless pursuit of technologies
that deliver successful outcomes
and services that question
the status quo, address our
for our customers now and into the
future. We achieve this by working
customers’ challenges and set
in partnership with our customers,
new benchmarks for what can be
achieved in our industry.
actively listening to their needs
and delivering genuine value
through efficient solutions.
We listen to our people and customers
to develop new technologies.
We step up and challenge the status
quo.
We give our people the space to be
curious and create.
We are informed by industry trends to
be open to new ideas.
60
We optimise our customers’ experience.
We place our customers’ needs first and
foremost, delivering on our promises.
We encourage customer ownership and
involvement.
We create value for our customers
through collaboration and innovation.
IMDEX Annual Report 2023 Together
we thrive.
We’re
global game
changers.
We are a global team of diverse
Our rich global experience
and talented people, who
and diverse thinking drives all
empower each other to be our best
development within IMDEX.
selves. We harness our strengths
It enables us to solve unique
by combining our knowledge
problems for global customers
across boundaries in a positive
reducing environmental and social
and accountable workplace.
impacts to shape a better global
We hold each other accountable and take
ownership for our actions.
We advocate for the safety and wellbeing
of our people in everything we do.
We recognise and acknowledge each
other’s successes.
We back each other as a united team, by
sharing learnings and expertise between
departments and across borders.
industry.
We reduce the environmental
impact of our activities to shape a
better global industry.
We embrace flexible thinking for the
benefit of our people, customers and
the societies in which we operate.
We serve our customers globally by
leveraging our diverse teams and
enabling inclusive decision making.
We connect our expertise to customers
to add values.
61
IMDEX Annual Report 2023 PEOPLE
Health, Safety & Wellbeing
Occupational health and safety management system
We have established and independently certified Operational Excellence Management
System (OEMS). The scope of our OEMS includes our operations, activities, products,
and services within the resources industry
The IMDEX OEMS represents our commitment to
The IMDEX HSE Policy is endorsed by our CEO and is
excellence in all aspects of our business operations.
consistent with the nature, scope, and risk profile of
All our leaders are accountable for ensuring that we
our organisation. The HSE policy is the foundation
are improving our processes, systems, and products.
on which our HSE systems, objectives and targets are
Our objective is to provide a safe system of work for
established. Its continual review ensures it remains
our people and to meet the evolving needs of our
relevant and capable of supporting successful HSE
customers and stakeholders.
outcomes in line with legislative, regulatory and other
E
L
P
O
E
P
As with all successful management systems, our
applicable requirements.
OEMS is the result of a collaborative effort from our
We are committed to meeting the legislative and
dedicated team. It is designed to foster a culture
regulatory requirements, codes of practice, and
of continuous improvement, where each worker
industry best practice of the regions in which we
is empowered to contribute to the success of our
operate. IMDEX maintains multiple subscriptions
business.
globally that monitor legislative change, to keep us
The OEMS is aligned with our IMDEX vision, values,
well informed.
policies and internationally recognised standards
Where changes to legislative, regulatory and other
including:
ISO 9001 - Quality management systems
requirements arise, they are communicated to
stakeholders. Internal policies, standards, procedures,
and checklists are revised to meet the requirements
ISO 45001 - Occupational health and safety
of the change.
management systems
ISO 14001 - Environmental management systems
ISO 27001 - Information security, cybersecurity,
and privacy protection.
IMDEX has engaged a Global HSE Manager and
regional HSE advisors, tasked with responsibility
of maintaining, monitoring, measuring, evaluating,
reporting, coaching and facilitating improvement of
the OEMS. They support operations managers, in
consultation with workers, to establish safe systems
of work, including ongoing hazard identification risk
assessment and control activities to ensure the
organisational risks remain at ALARP.
•
•
•
•
62
IMDEX Annual Report 2023 Hazard identification, risk assessment and incident investigation
IMDEX identifies and manages
HSE hazards and organisational
risks associated with its
activities to eliminate or
minimise the likelihood and
consequence of incidents in
accordance with the principals
of ISO 31000.
Hazards and risks are actively and systematically identified and
controlled to ALARP through risk workshops and the application of
the hierarchy of controls.
Processes are established to identify work-related hazards and
assess risks on a routine and non-routine basis. The hierarchy
of controls is applied in order to eliminate hazards and minimize
risks. Routine risk management methodologies include preliminary
hazard analysis (PHA), detailed hazard analysis (DHA) and HSE
risk workshops. Non-routine management methodologies include
safety observations, JHAs and Take 5s.
HSE engagement represents the level of participation and
commitment employees have in meeting our HSE vision, policies
and objectives. It is the active participation of all employees
in identifying hazards and mitigating risks before they result in
incident or injury. Importantly, HSE engagement establishes a
culture where health and safety risks are identified and resolved.
HSE engagement develops a state of awareness where people
are encouraged to think about what could go wrong and how to
prevent adverse impacts before they occur.
Examples include:
•
•
Leadership safety walks
Risk assessments
• HSE observations
•
Ergonomics assessments
• Workplace inspections.
Hazard identification and risk management procedures, including
reviews of critical controls, are subject to scheduled routine audits
to verify compliance and effectiveness and to support continual
improvement.
63
IMDEX Annual Report 2023 As a certified system, our IMDEX OEMS is subject to the following routine internal and third-party
auditing to ensure effective implementation, ongoing compliance, suitability and continual safety
improvement.
• Our IMDEX risk management standard provides a uniform and systematic process for the
conduct of effective risk management that identifies, assesses, and then adopts control
strategies to reduce risk to as low as reasonably practicable while enabling the enterprise to
take advantage of potential opportunities. This standard complements and links directly to the
operational and enterprise risk tools, which provide the mechanism for the ongoing recording,
management and communication of risk issues/events at all levels and across all parts of the
organisation.
•
IMDEX has developed a range of training content, covering hazard, risk, and incident
management, available to all employees online in IMDEX Academy. All hazards and incidents are
reported and managed in the online IMDEX Quality Alert system, by assigning to the responsible
leader and tagging in subject matter experts as ‘watchers’. The overarching system is monitored
and managed by Quality Engineers and regional HSE Coordinators.
• Our Leaders perform physical and virtual ‘Manager Safety Walkthroughs’ of the work
environment, engaging with team members and promoting safe work practices. Managers
lead, own, and regularly review the risk assessments and registers that relate to their teams.
Learnings gained from these events are discussed in team meetings, communicated to the
group via Safety Alerts and form part of regular management review.
•
The identification and control of workplace hazards during both routine and non-routine tasks
is achieved using a variety of online and app based ‘tools’, from simple Take5s and Safety
Observations to more detailed workplace inspections and job safety analysis (JSA).
•
The IMDEX HSE Policy and ‘ImSafe 10 Safety Principles’ promotes workers’ rights and obligation
to stop work if they feel unsafe, or observe and unsafe act, which is backed by the IMDEX ‘Speak
Up’ Policy which protects them against reprisal.
•
IMDEX adopted the ICAM methodology to investigate serious incidents, identify causal factors
and implement improvement opportunities.
64
IMDEX Annual Report 2023 Occupational health services
At IMDEX we aim to promote a healthy lifestyle
and provide the necessary medical treatment
and support for employees returning to work in
the event of work-related and non-work-related
injuries.
A risk-based approach is used to assess employees' fitness
for work. This includes undergoing a medical assessment
for safety-critical positions or as a pre-employment or pre-
transfer requirement. Confidentiality of medical records
is maintained in accordance with our 27001 Information
security certification.
It is imperative our employees present to work in a fit and
healthy state to perform their required duties and have
established the fatigue management and drug and alcohol
policy to communicate this expectation and support a safe
work environment.
In the interest of preparedness and employee wellbeing, we
made provisions for timely medical services for all employees
who sustain a work-related injury, illness, or other adverse
health effects. Arrangements are established and maintained
for injury management and rehabilitation of workers following
a work-related injury, illness, or other adverse health effects.
Provisions are made for worker access to first aid facilities,
defibs, adequate medical services, relevant health monitoring
programs and Employee Assistance Programs (EAP).
Our EAP allows employees to feel comfortable knowing that
they and their immediate family members can confidentially
discuss any work or personal issues that are an inevitable
part of life. Additionally, they have access to the LifeWorks
Wellbeing Platform, providing resources to encourage both
physical and mental health.
We maintain worker health and wellbeing training through
IMDEX Academy and have established an internal wellbeing
Peer Supporter group that are trained on how to support
workers in need.
Preventative and corrective measures are implemented to
manage risks associated with fitness for work, including
alcohol and drug use, fatigue, wellbeing, and medical
conditions.
65
IMDEX Annual Report 2023 Worker participation, consultation and communication on
occupational health and safety
We promote effective, transparent and open communication, consultation and
participation with stakeholders across our Company.
Our strong corporate culture is a product of active employee engagement and respect amongst our workforce.
Our IMDEX HSE Engagement program aims to engage employee participation in improving our safety
performance. The early identification and resolution of HSE issues, allows us to apply risk control measures to
identified hazards and apply improvement initiatives to enhance organisational safety and employee health and
wellbeing.
With a focus on continually building the teams psychological safety, the communication and consultation vehicles
employed:
• Meetings - Toolbox meetings, HSE meetings, Operational meetings,
Stop work meetings, Townhalls (quarterly downloads)
•
•
•
Informal communications
Intranet
Safety notice boards and posters
Multiple mechanisms exist to resolve conflicts where they arise, through consultation and participation with
stakeholders and their intermediaries, including Speeki, an easy-to-use app for workers to report or raise
concerns on misconduct, fraud, dishonesty, unethical or unacceptable behaviour, corruption.
66
IMDEX Annual Report 2023 67
IMDEX Annual Report 2023 Worker training on occupational health and safety
Establishing a strong safety culture is critical for safe operations and the success of
our Company. A key part of establishing and maintaining a strong safety culture is
investing in worker training and competence.
Everyone at IMDEX is trained with the required skills and knowledge to competently perform their tasks in a safe,
healthy and environmentally sustainable manner.
IMDEX Academy
Operations Managers and HSE Representatives identify training needs in consultation with workers for all job
families at IMDEX. They consult with subject matter experts and review industry best practices to understand
the inherent requirements of each role and the associated work-related hazards, hazardous activities, or
hazardous situations.
From the TNA process, the IMDEX Academy team has developed a suite of compulsory HSE training courses for
each job family. The courses are assigned to all workers in the job family to complete as part of their onboarding
process within 30 days of commencement with IMDEX.
To determine whether the individual has obtained the required knowledge as per the learning outcomes, for most
courses, the individual is required to complete a short assessment at the conclusion of the course before being
provided with a certification indicating course completion. The certification is valid for a set period. Following
that time, employees are then then required to regain their certification by re-completing the course.
The courses are available via the online IMDEX Academy Learning Platform and are available in all languages
spoken at IMDEX. The courses are provided free of charge and workers are expected to complete the courses
during paid working hours.
Should they wish to extend their learning, workers have access to all HSE courses on the IMDEX Academy
Platform, regardless of whether the course is assigned to them as compulsory.
Site Inductions
As part of their onboarding, all workers commencing with IMDEX are provided a facility induction by a HSE
Representative or their manager. The induction is site specific and highlights any particular risks and control
measures. The induction also includes where to access HSE information, evacuation measures and arrangements
for first aid in the case of an incident.
68
IMDEX Annual Report 2023 69
IMDEX Annual Report 2023 Promotion of worker health
Everyone at IMDEX has access to our EAP, provided by Lifeworks. This support
is available for the duration of their employment and up to 3 months following
employment.
Our EAP includes professional counselling and support services (via online web chat, phone call and face-to-
face) for employees or their immediate family to confidentially discuss any work or personal issues. Employees
can access the online LifeWorks Total Wellbeing Platform, which features articles and resources related to all
aspects of wellbeing, a fitness training program with customised workouts and a fitness tracker and personal self-
assessments for individuals to check-in on their physical, financial, social and emotional wellbeing. The platform
also offers discounts for some healthcare-related services including gyms, health insurance and medical clinics.
All services accessed by employees (or their family members) remains confidential between Telus Health and the
employee only.
Health insurance is provided in the USA, South Africa, Chile, Brazil, Argentina, Peru and Mexico. We do not provide
health insurance coverage in other countries we operate because either:
•
•
IMDEX is not the employer of workers in these regions
The employees already have access to high-quality and accessible health services provided by the government
(e.g., UK, Australia, Canada, NZ and Germany).
We ensure that any employee personal health-related information, which must be recorded is maintained on the
confidential Human Resources Information System (HRIS). Record of participation in voluntary health promotion
services and programs is deleted upon program/service completion.
70
IMDEX Annual Report 2023 Prevention and mitigation of occupational health and safety
impacts directly linked by business relationships
We have established, documented and maintained the stage gate process that
considers compliance, safety and environmental impacts of IMDEX products through
their lifecycle.
The planning, design, manufacture, commercialisation and production of products, considers known and projected
quality, health, safety, environmental, social, security and compliance aspects and risks and considers provisions
for maintenance, modification and disposal.
Opportunities for improvement are communicated and shared across business units and geographic locations.
Verification and validation reviews are conducted and documented to confirm that:
•
•
•
•
•
Product is in accordance with specifications
Product integrity measures are in place
Risk management recommendations have been addressed and required actions taken
Training of workers has been accomplished and documented
Regulatory, customer, and/or other requirements are met.
Provisions are made for:
•
Safety in design including considerations of the physical, biomechanical, cognitive, and psychosocial
characteristics of the work and the needs and capabilities of workers
•
Functional safety assessments
• Compliance legislative and regulatory requirements in the design and manufacture of goods
•
•
•
•
Supply of SDS for drilling optimisation products
Safe work guidance to customers both documented and in the form of site support
Established product training modules that include safe storage, handling and use
Incident investigations and root cause analysis.
Workers covered by an occupational health and safety
management system
Our IMDEX Safety System is applicable to all employees within all regions, including contractors where we have
prevailing influence (workers who are not employees but whose work and/or workplace is controlled by the
organisation), with exception of the new acquisition Devico. We are currently working through the integration
process.
71
IMDEX Annual Report 2023 72
IMDEX Annual Report 2023 Flexible, Anywhere Work
In September 2022, we launched ‘IMDEX Flex’, our
Global Flexible Working Policy and Global Flexible
Working Procedure. IMDEX Flex is a cooperative
arrangement between leaders and their team
members that focuses on the ‘what’ and ‘how’ of
what our employees do, not the ‘where’. By enabling
flexibility, we aim to create a work environment that
ensures our people feel engaged and can perform at
their best, whilst supporting individual wellbeing.
We have seen excellent uptake of IMDEX Flex in all of
our regions. Examples include a nine-day fortnight
schedule, job sharing and varied times of works.
Formalising our commitment to flexible working
has contributed to a stronger Employee Value
Proposition and maintains our position as a preferred
employer. Customer centricity remains our key
priority, and teams have successfully adopted IMDEX
Flex arrangements whilst continuing to ‘Go beyond’
for our customers, ensuring quality outcomes.
IMDEX Wellness Programs
and Initiatives
To support our employees and their psychosocial
wellbeing, IMDEX offers a variety of initiatives via the
Caring for our Community Program.
We are proud to have an active group of 22 Peer
Supporters globally. The Peer Supporter program
has been running successfully for over two years and
aligns with our IMDEX Value - Together we Thrive.
During FY23, Peer Supporters hosted an awareness
session on our Employee Assistance and Wellbeing
Programs provided by Telus Health. All employees and
their families have access to counselling and coaching
services, with 24/7 access.
During October, we recognised World Mental
Health Month. Several activities were held to raise
awareness regarding mental health and promote
positive wellbeing. All regions tuned in to virtual
sessions delivered by mental health experts on the
topic of ‘Prioritisation and How We Can Deal with
Stress and Anxiety in Our Work’.
At our Head Office, we blended our own healthy fruit
smoothies using Blender Bikes. This fruit smoothie
theme was also celebrated in Africa. Other activities
included yoga classes, in-chair massages at work, and
team lunches to connect socially with colleagues.
Blender Bike as part of World Mental Health Week
Women in Mining and Resources Summit
73
IMDEX Annual Report 2023 People & Culture
During FY23, our global workforce increased by 229 to
851 fulltime employees.
This 36.8% uplift was largely due to the integration of 187 Devico
employees. The balance was engaged to support strategic growth
areas including the IMDEX Mining Technology business unit and
software.
The average workforce turnover of 14.6% reduced from 16% in FY22.
For our newly acquired businesses, we have provided a structured
on-boarding plan, which enabled the retention of talent. The labour
market remained tight; however, we have a strong Employee Value
Proposition and recruitment initiatives to attract and retain talent.
Devico team members
FY23 interns and graduates
74
A Great Place to
Work
We utilise Gallup’s Employee
Engagement Survey to measure
employee engagement at IMDEX
every second year. Following our
most recent survey in November
2021, managers were provided
with their team-level engagement
results to conduct action-planning
workshops and initiate constructive
conversations around employee
engagement with their team. The
workshops enabled managers and
teams to better understand why
certain themes prevailed in their
team results, identify team strengths
and areas of focus to ultimately
determine a local team-level action
plan to drive engagement.
Our focus for FY23 was embedding
the local team-level action plans. To
ensure that employee engagement
stayed at the forefront of mind
and to hold managers and teams
accountable for driving engagement
at a local level, all employees were
required to conduct engagement
pulse check-ins with their leader. This
activity encouraged employees to
reflect and provide feedback on their
own level of engagement and consider
how to boost engagement and better
their employee experience.
We look forward to conducting the
third Gallup Employee Engagement
survey in February.
IMDEX Annual Report 2023 Grow Capabilities of our people
Kickstart a Career @ IMDEX
As the competition for talent grows, we continually identify
innovative ways to source talent. This year, we launched
the Kickstart a Career at IMDEX program which creates
opportunities for new to industry talent through traineeships
and internships.
Partnering with EDGE Employment solutions and
Programmed, we have created opportunities for trainees
from diverse backgrounds to gain their qualifications whilst
being supported with ob-the-job technical learning. Our first
two trainees completed their onsite training and are now
permanent members of our manufacturing team in Balcatta.
A further two trainees have commenced their Traineeships in
Balcatta and Hope Valley.
The IMDEX Internship Program saw 15 interns employed in
Data Science, Human Resources, Engineering, Operations,
Quality and Software Development. Interns work on a specific
project and are fully supervised and supported by leaders. At
the conclusion of the program, the interns presented their
business benefitting projects to an audience of 50 IMDEX
personnel.
Lastly, we expanded our presence at student career fairs,
running booths at both the Curtin University Career Fair, The
Big Meet in Perth, and the Cal Poly Career Fair in California,
to promote our Kickstart a Career opportunities to university
students.
Attracting future leaders
At IMDEX, we recognise that students will be our future
industry leaders and that community engagement is
important. We want to support activities that encourage
students to be problem solvers and challenge the status quo.
But moreover, we want them to see that they can have a
future in STEM and the resources industry.
IMDEX was proud to be an industry sponsor for two events
targeting primary and high school students in FY23. Through
the ‘Game Changers Awards’ competition, students
determine innovative solutions to the world’s challenges,
addressing the United Nation Sustainable Development
Goals. IMDEX hosted an exhibition stall at the Game
Changers Awards Project Showcase event, with interactive
activities sharing with students some of the different ways
Curtin University Career Fair
Game Changer Awards - supporting STEM
Chief Executive Women Dinner
we prioritise sustainability and utilise STEM skills in our
WA Business News RISE Awards
workplace.
75
IMDEX Annual Report 2023 We also ran a workshop at ‘Get Into Resources’, a
demonstrate core behaviours aligned to our IMDEX
student expo showcasing the mining and resources
Values. This award has been well supported and
industry to Year 10 students in Perth, Western
celebrates employees who champion our values in
Australia. This was an opportunity to spark curiosity
the way they work. In FY23, we had over 400 High5
about our industry and demonstrate some of
Award nominations from across the globe. For over
the different ways students can be a part of it.
85% of nominations, managers of the nominated
Our workshop: “Robotics in Action – the IMDEX
individual opted to elevate the acknowledgement by
BLASTDOG” displayed the BLASTDOG™ technology
providing their employee with a tangible reward of a
on site and the students got to try the hands-on
gift card.
operational simulator. Throughout the 3 days, over
200 students attended our workshop facilitated by
our Field Operations team.
Recognising and rewarding our people
In FY23, both the High5 Award Program and
Impact Award Program were utilised by our
employees, striving towards a culture where we
recognise, acknowledge, and celebrate each other’s
contributions and achievements wherever possible.
Our IMDEX High5 Award Program enables employees
to spontaneously acknowledge peers who
Our IMDEX Impact Award Program recognises
employees who demonstrate extraordinary
achievements within our business. In FY23 the
XCo Selection Panel were delighted to review
nominations highlighting successes of employees
and teams in a variety of roles across all corners
of the globe in contributing to achieving IMDEX’s
business goals. From 18 nominations globally, 13
nominations were selected as successful, comprising
6 team nominations (26 employees) and 7 individual
nominations. These employees were tangibly
rewarded for their positive impact in our business.
IMDEX Paint and Sip evening to raise awareness for mental health
26th World Mining Congress - Brisbane, Australia
76
IMDEX Annual Report 2023 Diversity & Inclusion
This year, the Board approved our first Diversity, Equity and Inclusion (DEI) strategy. As
part of this strategy, we kicked off our first global initiative, the Better Together inclusion
training workshops.
The workshop is designed to raise awareness and
We also formed IMDEX’s first Diversity, Equity &
encourage the calling out of non-inclusive behaviours.
Inclusion Council made up of global representatives
The workshop focuses on creating a more inclusive
volunteering their time to create positive change in
culture, addressing biases, and ensuring ‘speaking
the DEI space. Since the inaugural meeting of the
up’ is part of our culture with informal and formal
Council, IMDEX hosted an event for International
mechanisms in place.
Women’s Day celebrating the women across our
business who shared their thoughtful insights around
gender diversity and equity. IMDEX employees
also shared via the DEI survey that raising cultural
awareness in an important topic and therefore we
held an inaugural event to celebrate IMDEX’s Cultural
Diversity with guests sharing their own cultural
experiences in a fun and interactive session.
In addition to these workshops, IMDEX launched the
iAuditor Psychosocial Assessment and Improvement
Form that provides an additional platform to call
out behaviours that are not aligned to our IMDEX
values. This allows employees to identify potential
issues relating to the psychosocial safety of those
within the workplace and provides an opportunity
for employees to suggest any improvements.
Psychosocial safety includes anything that could
cause psychological harm to another, including
affecting one’s mental health such as burnout, job
demands, and team interactions.
To date, 426 employees across APAC, NAM and
EMEA have completed the Better Together inclusion
workshops, with very positive feedback from
employees. Workshops will continue to be delivered
in all regions.
Mining and Technology Interms
IMDEX Germany joined Charta der Vielfalt e.V. an initiative designed to
promote the recognition, appreciation and integration of diversity into
Germany's business culture
77
IMDEX Annual Report 2023
78
IMDEX Annual Report 2023 Refreshing our Employer Value
Proposition
Workplace Gender Equality
Act
An attractive and innovative Employer Brand and
In accordance with the requirements of the
Employer Value Proposition (EVP) will enable IMDEX
Workplace Gender Equality Act 2012 (Act), on
to attract and retain top talent in the competitive
Wednesday, 14 June 2023, IMDEX Limited lodged
job market. With the new values and corporate
its annual public report with the Workplace Gender
brand now embedded in the business, cultural and
Equality Agency (Agency).
employee surveys undertaken, IMDEX has identified
the need to articulate the EVP and develop a global
employer brand that unifies business strategy,
culture, purpose, and values. This will support in
positioning IMDEX in the market as an employer for
prospective candidates.
During FY23, we embarked on a project to refresh
our current Employer Brand and EVP. Global regional
representatives provided input into an updated EVP
that would differentiate IMDEX in the talent market.
Transforming Learning
Culture
IMDEX continues to invest in learning to support
capability growth, retain talent and to strengthen
the EVP. The IMDEX Learning Strategy was endorsed
by the Executive team in FY23 and will deliver
contemporary, high-impact, high-value learning
solutions that enable our most critical teams to
access learning in the ‘flow of work’.
Transforming the learning model was evidenced by
the outcomes achieved on BLASTDOG™. Building
capability of the Field Operators to operate the
equipment was instrumental to the success of
BLASTDOG™ during customer trials. Overhauling
traditional methods of training delivery, the IMDEX
L&D team leveraged cutting edge technology, via
the Hindsite video learning platform to deploy
micro-learning to the field. Additionally, a learning
simulation tool was developed to enable new
Operators to safely and efficiently build capability to
operate BLASTDOG™ prior to mobilisation to site.
IMDEX has been
recognised for the
following awards:
•
Inclusion on the Charter of Diversity
in Germany in recognition of its
commitment to DEI in Europe
•
Excellence Awardee in the 2023
Australian HR Awards for being an
Employer of Choice.
•
Finalist for the Employer of the Year at
the Western Australian Business News
RISE Business Awards.
79
IMDEX Annual Report 2023
People – Key Data
IMDEX Injuries Frequency Rates (LTIFR & TRIFR)
LTIFR
TRIFR
Number of staff by gender
Male
Female
Total
Employment contract (number of staff by employment type and by gender)
Permanent – Male
Permanent – Female
Permanent Total
Temporary – Male
Termporary – Female
Temporary total
Non-guaranteed - Male
Non-guaranteed - Female
Non-guaranteed total
Full time - Male
Full time - Female
Full time total
Part-time – Male
Part-time – Female
Part-time Total
Number of staff by employment category
Support – Male
Support – Female
Supervisory/Professional - Male
Supervisory/Professional - Female
Management / Senior Professional - Male
Management / Senior Professional - Female
Senior Management - Male
Senior Management - Female
Executive - Male
Executive - Female
Total
Board Members - Male
Board Members - Female
1 851 full time equivalents
80
2023
2022
0.42
0.83
0.77
2.32
2023
2022
678
187
8651
666
184
850
12
3
15
7
1
8
665
167
832
13
20
33
258
59
230
72
150
54
29
5
15
3
480
151
631
468
147
615
12
4
16
3
1
4
473
132
605
7
19
26
110
49
215
55
120
39
23
4
13
3
875
631
3
2
IMDEX Annual Report 2023 Employment region (number of staff by country)
Asia Pacific
Africa and Middle East
Europe
South America
North America
Total
Staff age distribution (%)
<30 (years)
30 - 50 (years)
50+ (years)
2023
2022
341
61
119
170
174
865
312
55
35
99
130
631
10%
64%
24%
9%
68%
23%
2023
2022
2023
2022
Employee turnover (number)
Involuntary - Male
Involuntary - Female
Involuntary - Unknown
Voluntary - Male
Voluntary - Female
Voluntary - Unknown
Total - Male
Total - Female
Total - Unknown
Total
25
6
1
54
21
0
79
27
1
107
24
7
0
60
21
0
84
28
0
112
Employee turnover by age group
(Moving annual total)
<30
30 - 50
50+
Training
14
69
24
20
61
26
Total hours training
13,376.50
14,910.00
Average per person training hours
18.62
23.3
Employee turnover (rate)
Male employees
Female employees
Percentage of employees receiving regular
performance and career development reviews, by
gender (%)
14.30%
17.20%
16.40%
16.90%
Male
Female
100
100
98.16
97.06
Turnover by region (moving annual total)
Asia Pacific
Africa
Europe
South America
North America and Canada
Total
57
4
4
22
20
107
44
7
3
24
29
107
Percentage of employees receiving regular
performance and career development reviews, by
employee category (%)
Support
Supervisory/Professional
Management / Senior Professional
Senior Management
Executive
100
100
100
100
100
98.55
98.44
92
98.01
93.75
Returning from parental leave (percentage)
Australia
100%
100%
81
IMDEX Annual Report 2023 I
N
O
T
A
V
O
N
N
I
82
TOTAL R&D SPEND ($m)
$32.5m
$29.4m
$22.6m
$18.2m
$16.5m
6.8%
7.6%
8.5%
8.6%
7.9%
$m
FY19
FY20
FY21
FY22
FY23
Horizon 1 – Next generation core technologies impacting revenues in current year
Horizon 2 – New core technologies impacting revenues in 2 – 3 years
Horizon 3 – Transformative technologies impacting revenues in 3 – 5 years
Expensed R&D and capitalised software development costs as a % of revenue
Concept
Concept proposal, technology
options, draft business case
and proof of concept for high
risk items.
Project Planning
Requirements, plan, budget,
architecture and initial
assessment of safety, FTO and
compliance.
IMDEX Annual Report 2023
INNOVATION
Technology Solutions
Ongoing investment in research and development is a critical part of our DNA at IMDEX. We consistently
invest in our three broad product categories, Drilling Optimisation, Rock Knowledge Sensors and Real-Time
Data & Analytics, to maintain our technology leadership and to continue to deliver value to our customers. This
investment is allocated across three horizons to ensure we are continuously improving our core product offering,
developing new products for existing and adjacent markets and developing engineering technologies to enhance
the global minerals industry.
Our development stage gate process is highly disciplined. For projects to move through the stages to become
IMDEX products, they must meet technology, operational and financial hurdles. Concurrently, all projects are
methodically assessed for their sustainability impact on both our business and our customers' businesses.
During FY23, 27.4m was expensed on product development and $5.1m was capitalised in relation to software.
The total R&D spend represents 7.9% of total revenue. This overall investment remains well within industry
benchmarks and is conservative as a growth company.
EXPENSED V CAPITALISED R&D ($m)
($m)
FY23
FY22
R&D Expensed
27.4
26.2
• IMDEX is a growth business committed to R&D in all market
conditions
• All R&D spend is expensed except spend associated with
R&D Capitalised (software)
5.1
3.3
software development which is capitalised
Total
32.5
29.5
• Investment in Horizon 2 increased during FY23 as
BLASTDOG™ moved from Horizon 3
• Investment in Horizion 1 increased during FY22 and FY23
due to commercialisation of next generation core products
in FY24
Disciplined Stage Gate Development Process
Engineering Prototype
Detailed design, build of functional
prototypes, field testing, software build,
build out, IP position, standards and safety
compliance.
Pilot Production
Minor product changes,
pilot production, full
marketing product
launch.
End of Life
Commercial Prototype
Commercial ready (MVP or Beta) version
of product, testing over full range of use
cases, testing and validation of value
proposition and go to market model.
Production
Full production and
support and product
improvement cycle.
83
IMDEX Annual Report 2023 Expominas, Ecuador
84
IMDEX Annual Report 2023 Michelle Carey presenting Ongoing Commitment to GCA & STEM
Promotion Award
Expomin, Santiago Chile
IMDEX Open Day
Datarock team at PDAC
IMDEX Open Day
Dr Michelle Carey at IMARC
Mongolia Mining Presentation
Paul House with The Hon. Bill Johnston WA Minister for Mines and
Petroleum
85
IMDEX Annual Report 2023 Thought Leadership &
External Memberships
Our Company regularly contributes to industry events and publications.
We also collaborate with governments, industry associations, universities and research centres to optimise the global minerals
industry. During FY23 we were a proud partner and participant in the following organisations and projects:
American Exploration and Mining
Association (AEMA)
AEMA is a 125-year-old, 1,800+ member,
national association representing the
minerals industry. AEMA is the recognized
national voice for exploration, the junior
mining sector, maintaining access to public
lands, and represents the entire mining life
cycle, from exploration through production
to reclamation and closure.
Association for Mineral Exploration (AME)
AME promotes a healthy environment
and business climate for the minerals
exploration industry through leadership,
advocacy and partnerships. AME members
work with governments and other user
groups to ensure that low-impact mineral
exploration activities may occur in a variety
of landscapes while respecting the physical
environment.
AMIRA
An independent global not for profit
organisation representing members from
the resources industry seeking to enhance,
sustain and deliver transformational
research and development, innovation, and
implementation to the benefit of society.
Arizona Mining Industry Gets Our Support
(AMIGOS)
AMIGOS is an important collection
of companies spanning the northern
hemisphere; from New Jersey and South
Carolina, up to our Canadian neighbours
in British Columbia, and across the United
States to California and Texas. For almost
forty years, AMIGOS has worked to provide
a better business environment for mining.
AROSE
Australian Remote Operations for Space
and Earth is a not-for-profit, industry-led
organisation with a vision for Australia to
be the trusted leader in Remote Operations
science, technology and service, on Earth
and in Space
Association of Applied Geochemists (AAG)
AAG is an international geoscience
organisation of professionals in industry,
academia and government with a principal
focus on mineral exploration and the
associated fields of environment and
analysis. AAG promotes the advancement
of knowledge through its international
journal (GEEA), newsletter (‘Explore’),
regular symposia and sponsorship of
students.
Australian Drilling Industry Association
(ADIA)
The ADIA provides training, resources,
conferences and seminars, industry news
and advocacy for members.
AusIMM
AusIMM is the peak body for people
working in the resources sector. It shapes
careers, showcases leadership, creates
communities and upholds standards.
Austmine
A leading not-for-profit industry
association for the Australian Mining
Equipment, Technology and Services
(METS) sector. Austmine drives the success
of members by providing opportunities to
build relationships, understand industry
needs, boost industry profiles and access
domestic and international supply chains
Bradshaw Research Institute for Minerals
and Mining (BRIMM)
BRIMM creates multidisciplinary teams of
leading researchers to work with industry
to find solutions to the biggest challenges
facing the mining industry and trains
the next generation of multidisciplinary
professionals
British Columbia University – Mineral
Deposit Research Unity (MDRU)
MDRU is dependent on our members and
designed to solve mineral exploration-
related challenges while training the next
generation of industry professionals. Learn
more about the benefits of membership.
Canadian Diamond Drilling Association
(CDDA)
The CDDA deals with governmental
departments and agencies to keep
members abreast of the latest regulatory
changes affecting the industry and
promotes the well-being of the mineral
industry in Canada.
Centre of Exploration Targeting at the
University of Western Australia
Where the pressing problems of the mineral
exploration industry can be addressed by
teams of researchers using their collective
expertise to develop innovative research
solutions.
Chamber of Minerals and Energy of
Western Australia
As the leading advocate for the Western
Australian resources sector, CME’s strategic
priorities of Contribution, Capability and
Competitiveness provide the mandate
to lead proactive and focused advocacy
for the resource sector and share stories
of capability, competitiveness and
contribution with conviction.
Copper for Tomorrow CRC
CRC Copper for Tomorrow CRC will
accelerate the efforts of the Australian
copper industry to position and incentivise
the industry to double copper production
by 2050 and make ESG a key value driver.
CSIRO
The Commonwealth Scientific and
Industrial Research Organisation is an
Australian Government agency responsible
for scientific research and works with
leading organisations around the world.
Curtin University
An Australian public research university
based in Bentley, Perth, Western Australia.
Energy Club WA
The Energy Club of WA is an industry
network and educational resource for the
energy sector in Western Australia.
86
IMDEX Annual Report 2023 Geohug
Geohug is an initiative to connect, share
ideas, information & knowledge with the
wider geoscience community. We do this
through webinars, networking & friendly
conversation.
The Geological Association of Canada
(GAC®)
GAC® is a national multi-disciplinary
geoscience organisation with
representatives in all Canadian Territories
and Provinces as well as the United States,
Europe and other parts of the world. The
GAC® makes significant contributions to
the promotion and development of the
geological sciences in Canada through
publications, awards, conferences,
meetings and exhibitions.
Global Mining Guidelines Group
The Global Mining Guidelines Group (GMG)
facilitates and drives the application,
utilisation and development of global
mining standards and guidelines as positive
tools for the Global Mining Industry.
Geological Society of Nevada (GSN)
GSN is a non-profit scientific society
whose principal mission is to promote the
advancement of the geological sciences,
especially as they relate to Nevada. The
Society encourages the dissemination of
scientific and practical knowledge through
semiformal presentations, field trips and
symposia as well as by publishing the
literature resulting from these activities.
The Society has developed a secondary
mission, through the GSN Foundation, of
funding a number of earth science related
charitable programs, including grants for
K-12 field trips, university scholarships and
grants for geological mapping.
Manitoba Prospectors and Developers
Association (MPDA)
MPDA acts as an advocacy group for the
concerns and interests of members and
informs the public of the value of mining in
Manitoba.
MinEx CRC
The world’s largest mineral exploration
collaboration bringing together Industry,
Government and Research Organisations.
METS Ignited
An industry-led, government-funded
Industry, growth centre for the mining
equipment, technology, and services
(METS) sector.
Natural Resources Canada (NRCan) NRCan
is committed to improving the quality of
life of Canadians by ensuring the country’s
abundant natural resources are developed
sustainably, competitively and inclusively.
NWT and Nunavut Chamber of Mines
The Chamber advises governments,
regulatory agencies, investors, Aboriginal
groups, the media, schools and universities
and the public on industry positions
and initiatives. The Chamber’s primary
objective is to encourage, assist and
stimulate the prosperous, orderly and
environmentally responsible development
and growth of mining and mineral
exploration in the NWT and Nunavut.
PNG Chamber of Mines and Petroleum
A non-profit, peak industry association
that represents the interests of the mining
and petroleum industry and associated
industries in PNG.
Prospectors Developers Association of
Canada (PDAC)
The PDAC is the leading voice of the
mineral exploration and development
community, an industry that supports
719,000 people in direct and indirect
employment and contributes $106 billion
to Canada’s GDP every year. Representing
over 4400 members around the world,
PDAC’s work centers on supporting a
competitive, responsible, and sustainable
mineral sector.
Quebec Mineral Exploration Association
(EMQ)
EMQ promotes sustainable and responsible
exploration of Quebec’s mineral resources
and the vital contribution of mining to the
economy.
Society of Economic Geologists (SEG)
SEG is an international organisation of
individual members with interests in the
field of economic geology. The Society’s
membership includes representatives
from industry, academia, and government
institutions.
Sociedad Geológica de Chile (SGCh)
SGCh is a private non-profit corporation
aimed at increasing the knowledge,
dissemination and teaching of Geology in
Chile.
Society of Mining Engineers (SME)
SME brings together the mining and
mineral industry’s brightest and most
dedicated professionals. Over 13,000 global
members advance their careers with the
world-class technical resources, educational
programs, networking opportunities and
professional development tools from
SME. Members are focused on sharing
best practices for safety, environmental
stewardship.
University of Western Australia Data
Institute
Providing leadership for industry
transformation in our digitised world
through innovative, discipline relevant and
responsible data science.
Western Australian Mining Club (WAMC)
The WAMC was formed by a group
of dedicated Perth based industry
professionals who recognised the value of
meeting regularly to network and discuss
industry issues.
Yukon Chamber of Mines
The Yukon Chamber of Mines partners
with government, community and first
nation representatives to help facilitate an
environment of responsible development.
Examples of thought leadership articles can be found at
www.imdexlimited.com/news
87
IMDEX Annual Report 2023 88
IMDEX Annual Report 2023 Innovation – Key Data
FY23 INCIDENTS OF NON-COMPLIANCE CONCERNING THE HEALTH AND SAFETY IMPACTS OF PRODUCTS AND
SERVICES
Incidents of non-compliance with regulations resulting in a fine or penalty
Incidents of non-compliance with regulations resulting in a warning
Incidents of non-compliance with voluntary codes
None advised
None advised
None advised
IMDEX BLASTDOG™ demonstration with The Hon Madeleine King MP Minister for Resources and Minister for Northern Australia
89
IMDEX Annual Report 2023 T
N
E
M
N
O
R
V
N
E
I
90
IMDEX Annual Report 2023 ENVIRONMENT
Climate
Resilience
Our ESG Committee is committed to enhancing
climate risk disclosure in line with the Task Force
for Climate-related Financial Disclosures (TCFD)
framework.
IMDEX climate-related risks and
opportunities
• Demand for products and services driven by customers
experiencing water shortages
• Demand for products and services driven by customers
experiencing challenging climate-related drilling conditions
(heat, flood, seasonal shift, bushfire)
• Demand for products and services driven by customers
exposed to energy use or greenhouse gas emission
policy / regulation
• Demand for products and services driven by customers
exposed to water use policy / regulation
• Demand for products and services by the coal mining sector
• Demand for products and services by other mining sectors
(especially those supplying raw materials to new energy
systems)
•
The impact of climate policies on IMDEX’s internal cost
structure, especially distribution and supply chains.
91
IMDEX Annual Report 2023 Governance
The Board has established formal
committees which are responsible for
assisting IMDEX to address climate
business drivers (CBDs).
Risk
Management
We use a risk management system based
on ISO 31000 and industry best practices
In FY23, we established a formal ESG sub-
for assessing, analysing and prioritising
committee of the ARCC. This sub-committee met
regularly throughout the year and was chaired by
ARCC committee member, Sally-Anne Layman.
The sub-committee also had broad representation
across a variety of functions within the business.
The sub-committee had primary responsibility for
assisting IMDEX in fulfilling its responsibilities across
environmental management, social performance,
community engagement and ethical business
practices.
A standalone Sustainability Committee has
been established to commence in FY24. This
Committee has its own charter and responsibilities,
including the oversight of climate-related risks and
opportunities. The Committee will be chaired by
Sally-Anne Layman and will meet at least four times
during the year.
IMDEX does not have a specific role for managing
CBDs, however, all employees involved in product
evaluation and design should manage CBDs.
Management monitors CBDs via the ESG
subcommittee, the annual risk review and feedback
from the product design process.
risk.
Our ARCC provides oversight for organisational
risk management and the Executive Leadership
Committee provides oversight of risk management
at the enterprise level. We have embedded risk
management in our management systems – ISO 9001,
and ISO 18001 and ISO 27001.
Our IMDEX risk framework includes regular activities
to identify, assess, monitor and review risk. All new
products and projects follow a risk assessment
process adjusted to suit the activity. Climate and
environmental risks are considered and included on
a case-by-case basis, particularly for projects and
new products. Risks are escalated where appropriate
and, if deemed significant at enterprise level, trigger
a review of the Enterprise Risk Register. We are in
the process of incorporating climate-related and
environmental risks into our current risk management
system.
Risk treatment strategies are considered for all risks.
The risks and risk treatment strategies are regularly
reviewed, with higher-rated risks reviewed more
frequently and at a higher level of management.
We use our risk assessment process to identify
materiality. Risks rated moderate, high or above may
be considered material risks.
The Enterprise Risk Register has considered relevant
environmental and sustainability risk factors.
Operations-level environmental risks are managed
through our health, safety and environmental risk
processes.
92
IMDEX Annual Report 2023 Strategy
We manage our business over multiple planning horizons. In the short term, we continue
to examine and implement changes in our global operations to improve our sustainability
footprint.
Over the medium term, we anticipate enhanced climate policy will drive new opportunities for our products, as our
key customers identify solutions that can facilitate precision mining and efficient exploration and production drilling.
Over the longer term, we anticipate a climate driven change in our customer base, as the minerals industry adapts to
enhanced climate policy.
We have the potential to generate long term material benefits, by assisting customers improve energy usage and
natural resources efficiency and promote ESG progress.
Our business strategy and financial planning is dictated by customer demand. We match our product road map
to customers' needs, which includes products to improve energy use efficiency. Many products within our existing
portfolio and development pipeline improve energy use.
We believe our business strategy is resilient to climate related business drivers and can adjust as necessary. Our
broad geographical footprint spreads physical and transitional climate-related risks and should allow us to shift our
operational focus and mitigate medium term impacts. As a leading mining-tech company, we are well placed to assist
customers address climate-related business drivers and expect to benefit as customers seek new solutions.
We believe climate policy is unlikely to have a material impact on our upstream supply chains, access to capital and
ESG / compliance costs. We acknowledge physical climate change could impact our customers, through site access
and water availability.
We believe we can use the following strategies to maintain or improve profitability through the period of changing
climate change policies:
•
Introducing new products
• Helping customers promote their energy and water use credentials
• Climate focussed marketing
•
Promoting IMDEX’s ESG performance.
We believe we can mitigate the potential impacts of climate-related business drivers by monitoring regulations,
working closely with customers, contingency planning and assessing industry trends (e.g. working with industry
bodies).
Metrics & Targets
Our Scope 1 and 2 greenhouse gas emissions, excluding Devico, are set out on page 94 and include fuel associated
with company vehicles, diesel to run equipment and purchased electricity.
During FY23 we measured these emissions with a view to implementing reporting metrics and a reduction program.
93
IMDEX Annual Report 2023 Operational Emissions
Due to the nature of our business and product offering, we have low greenhouse gas
emissions.
UPSTREAM
OPERATIONAL CONTROL
DOWNSTREAM
SCOPE 3 (INDIRECT)
SCOPE 2 (INDIRECT)
SCOPE 1 (DIRECT)
SCOPE 3 (INDIRECT)
Production and transport
of raw materials and
technical componentry for
instrumentation
Production and transport
of diesel
Employee transport
Purchased electricity
for company leased or
Company vehicles fuel
owned facilities
Outsourced product
transport
Purchased heating
Diesel use – equipment
Business travel
Combustion of other
Transport of waste and
liquid fuels (e.g. forklifts)
waste management
Electricity transmission
Land use change
Material scope 1 and scope 2 emissions
94
IMDEX Annual Report 2023
During FY23 we commissioned Kewan Bond Pty Ltd (KBPL) to calculate our Scope 1
and Scope 2 greenhouse gas (GHG) emissions associated with our global operations
(excluding Devico). Emissions for the 2023 financial year were calculated in accordance
with globally standardised GHG Protocol.
Raw data on fuel and energy consumption (e.g. litres of diesel and kWh of electricity) were provided by each of
our regions. Supplier invoices were used to verify the raw data provided. Calculations of energy and emissions
were made by applying relevant energy and emission factors.
The calculated GHG emissions include emissions of carbon dioxide (CO2), methane (CH4) and nitrous oxide
(N2O). Total emissions are reported in units of carbon dioxide equivalents, which consider the ‘global warming
potential’ of each gas.
The energy and emissions associated with each of our regions for FY23 are presented in the tables and charts
below on page 101. The data is intended to align with the following Global Reporting Index (GRI) standards:
GRI STANDARD 302 - ENERGY:
GRI STANDARD 305 - EMISSIONS:
302-1
Energy consumption within the organisation
305-1
Direct (Scope 1) GHG emissions
302-3
Energy intensity
305-2
Energy indirect (Scope 2) GHG emissions
GRI Standard 302-2 relates to Scope 3 emissions, which
have not been calculated for this period.
305-4
GHG emissions intensity
95
IMDEX Annual Report 2023 FY23 IMDEX GHG
Emissions by Region
FY23 IMDEX GHG
Emissions by Source
SAM 4%
MEA 14%
)
e
-
2
O
C
t
(
i
s
n
o
s
s
m
E
i
APAC 30%
NAM 49%
NAM- CAN 3%
1,200
1,000
800
600
400
200
0
APAC
NAM-CAM
NAM
SAM
MEA
Grid Electricity
Natural Gas
Diesel
LPG
Biofuel
Petrol/Gasoline
Acetylene Gas
The calculation of energy intensity and emissions intensity (in accordance with GRI Standards 302-3 and
305-4) was based on the production and/or headcount data. In the absence of production data for some
regions, energy and emissions intensity was based on headcount.
The following opportunities exist for improving the calculation and reporting of energy
and GHG emissions:
1. Verification of raw data against fuel/electricity supplier invoices or delivery records.
Verification against invoices was conducted for Canada and Chile (Sth America) only.
2. Production data to be provided to enable calculation of energy and emissions intensity.
3. Extend the scope of the GHG assessment to include some key Scope 3 emissions, such as:
•
Purchased goods and services
• Upstream transport and distribution
• Waste generation
•
•
Business travel
Employee commuting
• Downstream transport and distribution
•
Processing and use of sold products
96
IMDEX Annual Report 2023
Water and Effluents
The development and manufacture of our drilling optimisation products and rock
knowledge sensors does not require material quantities of water. Similarly, there is no
requirement for disposal of wastewater.
Our drilling fluids are shipped to customers in either powder or liquid form. The largest percentage of products are
in a powder form, which are dissolved into drilling water at the customers'’ site. The remainder of the drilling fluids
are liquid, which are manufactured in a high concentration and added to the drilling water to achieve desirable
concentration levels.
To limit environmental impact for customers, we provide a range of solids removal units. We have procedures and
oil separation systems in place to ensure responsible disposal of wastewater generated from cleaning equipment.
97
IMDEX Annual Report 2023 Land Disturbance and
Rehabilitation
We have minimal direct impact on the environment. Our range of solutions are designed to enhance efficiency
and productivity, while supporting the sustainability of our customers' operations and meeting the drive towards
decarbonisation. Key sustainability benefits are set in the table below.
DRILLING
OPTIMISATION
PRODUCTS
DRILLING
REAL- TIME DATA
OPTIMISATION
AND ANALYTICS
PRODUCTS
DRILLING
REAL- TIME DATA
ROCK KNOWLEDGE
OPTIMISATION
AND ANALYTICS
SENSORS
PRODUCTS
REAL- TIME DATA
ROCK KNOWLEDGE
AND ANALYTICS
SENSORS
ROCK KNOWLEDGE
SENSORS
Drilling
Optimisation
Fluids
SRUs and
Fluid Testing
Technologies
Rig
Alignment
Drilling
Productivity
Technologies
Downhole
Survey
Sensors
Core Farm
Sensors
Driller
Operable
Geophysics
Multi-
Sensors
Cloud-based
data
collection
and
validation
services
Advanced
reporting
software
Analytical
and
Interpretive
software for
geological
data
Enhanced
Safety
Reduced Water
Use
Enhanced
Operational
Efficiency and
Productivity
Biodegradable
or Reusable
Packaging
Options
Materials can
be recycled
Downstream
optimisation
98
IMDEX Annual Report 2023 Materials & Packaging
Our principal materials for our drilling optimisation products include:
•
•
Potassium Chloride
Bentonite
• Acrylamide copolymers (commonly referred to as PHPA)
• Modified cellulose (commonly referred to as PAC)
•
Vegetable oil
These products are available in recyclable cardboard and plastic pails (recycling code 2). Our fluid products are
principally made from natural products and less than 5% contain hydrocarbons.
During FY23 IMDEX withdrew all fluid products with a dangerous good (DG) classification, except one product
that is supplier to select customers in Australia only.
All recyclable components of our rock knowledge sensors, including steel and batteries, are reused. Our rock
knowledge sensors are distributed to clients in reusable Pelican cases.
99
IMDEX Annual Report 2023 100
IMDEX Annual Report 2023 Environmental – Key Data
IMDEX is not aware of any non-compliance with environmental laws in any of the jurisdictions in which we
operate within the last 2 years.
NON-COMPLIANCE WITH ENVIRONMENTAL LAWS
NUMBER / VALUE
Significant fines and non-monetary sanctions for non-compliance with
environmental laws and/or regulations
Non-monetary sanctions
Cases brought through dispute resolution mechanisms
Zero
Zero
Zero
WATER AND EFFLUENTS
IMPACT
Water discharge by quality and destination
IMDEX does not discharge wastewater from any of
its operations
Water bodies affected by water discharges and/or runoff
No or immeasurable impact
Significant spills
Zero
FY2022 ENERGY AND GHG EMISSIONS INVENTORY
Units
APAC
NAM-CAN
NAM
SAM
MEA
TOTAL
ENERGY
Grid Electricity
Natural Gas
Diesel
Petrol/Gasoline
LPG
Acetylene Gas
Biofuel
TOTAL
EMISSIONS
Scope 1
Natural Gas
Diesel
Petrol/Gasoline
LPG
Acetylene Gas
Biofuel
Scope 2
Grid Electricity
TOTAL
GJ
GJ
GJ
GJ
GJ
GJ
GJ
GJ
1,935
-
3,851
36
352
1.10
-
203
564
-
316
-
-
71
64
885
13,594
160
-
-
-
6,174
1,154
14,703
-e
-e
-e
t CO2
t CO2
t CO2
-e
t CO2
t CO2--e
-e
t CO2
t CO2
t CO2
-e
-e
-
271
2.45
21.32
0.057
-
327
622
28
-
22
-
-
5
44
957
0.01
-
-
-
0.52
55
5.38
1,007
411
-
-
-
86
-
-
497
-
-
-
5.20
-
-
74
80
1,645
-
1,158
1,405
-
-
-
4,258
1,449
18,603
1,917
438
1
71
4,207
26,736
81
95
-
-
-
113.29
290
72
1,310
119
27
0
5
521
2,053
101
IMDEX Annual Report 2023
I
Y
T
E
C
O
S
102
IMDEX Annual Report 2023 SOCIETY
Sustainable Earnings
Growth
Growth Strategy
We have a clear and consistent growth strategy.
Key components include:
To deliver this growth strategy we invest in:
•
Technology leadership, solution
•
Targeted R&D to maintain technology leadership and win
selling and disciplined acquisitions
market share
•
Leveraging our core capabilities
•
Leveraging our core capabilities within the mining
within the mining production
production market
market, and our recently
acquired directional core drilling
technologies into the IMDEX
network, providing greater
exposure to less cyclical sectors
of the mining value chain
• Developing and marketing integrated solutions for orebodies
to optimise value for customers and revenue for IMDEX
• Acquiring technologies and software, to build on geoscience
analytics, AI and computer visualisation capabilities that
deliver answer products for customers.
A key objective is outperforming industry growth. Internally we use S&P Global Market Intelligence as
benchmark, which forecast global exploration activity to contract 20% during calendar 2023.
Approach to Taxation
As part of our annual planning process, we review our tax strategy and our compliance and work program
to ensure it supports the objectives of the Group. An update on this is provided to the ARCC bi-annually
as part of the governance framework.
Revenue
Growth
by
region
% of Group
Revenue
46%
Americas
12%
7%
Organic Growth
4 Months Devico
29%
Asia Pacific
16%
3%
Growth
2023
19%
19%
25%
Europe/Africa
17%
8%
25%
20%
Total Group
14%
6%
20%
103
IMDEX Annual Report 2023 Local Support &
Engagement
At IMDEX our vision is to shape a better global industry
and have a positive contribution for the benefit of our
people, customers, and the societies in which we operate.
During FY23 we established a Community Engagement Policy to promote
an environment that supports community engagement activities to
enable our employees to contribute to their local communities.
Our approach to community engagement is multi-faceted and includes:
• Opportunities for our employees to connect with their communities
to have a societal impact
•
Recognition as a valued corporate partner in the communities in
which we work
• A strong commitment to educating future generations in our
community.
We will have a strategic approach to the corporate partnerships that
we develop to align with our corporate objectives and to benefit the
communities which we operate. Our approach to philanthropy will be
formed based on partnerships with Not-for-Profit organisations that
are aligned to our organisational values and reviewed annually by an
established working group.
Global
Volunteering
Program
We support many charity
events and community
organisation in our
regions of operation.
Formalising our approach
to volunteering forms
part of our ESG strategy
and will be considered
by the Sustainability
Committee during FY24.
IMDEX Africa and Middle East Team site visit, learning more about the customers we support in that region.
104
IMDEX Annual Report 2023 Supporting Girls Programming Network, encouraging students to explore programming
Supporting Dress for Success, an international charity empowering
women to achieve economic independence
MACA Cancer 200 Ride
Employees supporting local football team in Queensland, Australia
Replace with IMDEX Marketing Team volunteering at FareShare to
help people in need in Brisbane, Australia
105
IMDEX Annual Report 2023 106
IMDEX Annual Report 2023 Society – Key Data
ECONOMIC VALUE
Direct economic value generated
ECONOMIC VALUE DISTRIBUTED
Operating costs
Employee benefit expense
Costs of providing capital
Cost for direct taxes to governments
Economic value retained
FY23 FINANCIAL ASSISTANCE RECEIVED BY IMDEX FROM ANY GOVERNMENT
$M
411.4
204.9
104.0
20.9
19.6
62.0
Nil.
PROCUREMENT
Percentage of procurement budget used for significant locations (where IMDEX has an established
facility) of operation that is spent on suppliers local to that operation
~70%
107
IMDEX Annual Report 2023 E
C
N
A
N
R
E
V
O
G
108
IMDEX Annual Report 2023 GOVERNANCE
Corporate Governance Risk
Our Corporate Governance Statement sets out the key features of our governance
framework and discloses the extent to which we have followed the ASX Corporate
Governance Council’s Corporate Governance Principles and Recommendation (ASX
Recommendations).
We regularly review our corporate governance practices and policies against the requirements of both the
Corporations Act 2001 (Cth) (Corporations Act) and the Listing Rules of the Australian Securities Exchange
(ASX), and current best practice. Our Corporate Governance Statement is accurate and current as at the date of
our Annual Report and has been approved by our Board.
Our Corporate Governance Statement can be found on our website at:
https://www.imdexlimited.com/media/home/Corporate-Governance-Statement-August-2022.pdf
IMDEX Code of Conduct
Supplier Code of Conduct
Our IMDEX Code of Conduct (the Code) provides a
We are committed to transparent, safe, and ethical
framework for our decisions and actions and outlines
procurement practices. Our aim is to partner with
the standard of conduct expected of everyone who
likeminded suppliers to help us deliver leading
works for or on behalf of the Company. All employees
solutions that enhance our customers' operations.
are expected to be familiar with and understand
Our Supplier Code of Conduct clearly sets out
the Code. In FY23 our compulsory Code of Conduct
our minimum expectations of suppliers, their
training was required to be completed by all
subsidiaries, and subcontractors. The Supplier Code
employees across the business
of Conduct aligns with our Corporate Governance
Polices, company values and internal expected
behaviours.
Our IMDEX Code of Conduct and Supplier Code of Conduct can be found on our website at:
www.imdexlimited.com/about-us/corporate-governance
109
IMDEX Annual Report 2023 Anti-Bribery and
Anti-Corruption
At IMDEX we avoid activities and organisations that
are unethical or harm people and the environment.
We are committed to:
Speak-Up Policy
Our Speak-Up Policy supports our Code of Conduct
and is designed to ensure that we maintain the
highest standards of corporate governance and
ethical conduct across all our operations; and our
Company is a safe, respectful, and inclusive place to
•
Zero-tolerance for bribery and other forms of
work.
corruption;
• Honest and ethical business practices; and
All employees are encouraged to ask questions,
query, and report actual or suspected violations of
• Compliance with the laws of the countries where
our Code of Conduct or other IMDEX Polices without
we operate.
fear of retribution.
Our Anti-Bribery and Anti-Corruption Policy sets
Several methods are provided for making
out requirements for business conduct and provides
confidential reports. In the first instance employees
information on how to recognise and respond to
are encouraged to report any matters of concern
bribery and corruption. The Policy applies to all
directly to their manager or supervisor. Alternatively,
directors, officers, employees and third parties
they can make a report via phone, email, mail or
acting directly or indirectly on behalf of IMDEX. Our
anonymously through our reporting platform,
Anti-Bribery and Anti-Corruption Policy and third-
Speeki®. Speeki® is multilingual and can be accessed
party due diligence procedure include record keeping,
anytime from any mobile or device using either the
approval processes and relevant behaviours. Our
mobile app or the web portal.
General Counsel has overall responsible for our Anti-
Bribery and Anti-Corruption program.
We are committed to ensuring that: all matters
that are reported will be treated respectfully and
In FY23 our compulsory anti-bribery and
confidentially; any investigations will be conducted
anticorruption training was required to be completed
in a timely manner and will be fair and independent
by all employees across the business.
FY23 SPEAK-UP REPORTS BY CATEGORY
Other
1
Harrassment
1
Employment
Matter
3
4
Health
Safety
Workplace
from any persons to whom the disclosure relates; and
no one will suffer any detriment as a result of making
a report.
During FY23, 9 reports were received, either directly
to HR representatives or via Speeki®. The majority
of reports related to standard HR or workplace
complaints, which were able to be resolved by the
HR team in the normal course of business. Each
complaint is subject to an initial review and assigned
to key individuals, then further investigation is
conducted as required.
Our Anti-Bribery and Anti-Corruption Policy and Speak-Up Policy can be found on our website at:
https://www.imdexlimited.com/media/home/Anti-Bribery-and-Anti-Corruption-Policy-December-2022-Website.pdf
Our Speak Up Policy can be found at:
https://www.imdexlimited.com/media/home/GRCG-014-Speak-Up-Policy-July-2023-English.pdf
110
IMDEX Annual Report 2023 Conflicts of Interest
use of enterprise risk software to more users and
more processes to enable a more controlled risk
Certification IMDEX has a Managing Conflicts
ecosystem. Our dedicated Risk & Compliance Team
of Interest Procedure which applies to all IMDEX
is positioned to support further embedding of sound
employees, contractors and consultants. The purpose
risk practice as we integrate the Devico businesses
of this procedure is to:
that are now part of the IMDEX group.
• Assist Employees to identify actual, potential
or perceived conflicts of interest (together
Conflicts);
Internal Audit
• Guide Employees on their obligations; and
IMDEX works closely with our external provider, PwC,
•
Set out the process for disclosing and managing
Conflicts.
To safeguard the ongoing ethical and compliant
operation of our global business, all employees
are required to complete a Conflicts of Interest
Certification annually. This involves employees
completing a Conflict of Interest declaration and
updating this declaration if their circumstances
change. This process ensures that any Conflicts are
identified, disclosed and managed appropriately.
Risk Management
This year’s focus was on strengthening our risk
management capabilities and embedding stronger
risk governance processes. This began with
strengthening and streamlining of our risk framework
and acting on advice received from external risk
experts. We have expanded our use of third party
due diligence screening platform to improve the risk
insights we have on our customers, suppliers and
business partners.
We continue to dedicate effort to risk management
in new product introduction and management of
strategic business risks. This ensures that we provide
the most risk support in areas that are directly linked
to organisational strategy and revenue. This has also
provided opportunity to look further over the horizon
to conduct its schedule of internal audits across
the financial year. Throughout FY23, our internal
audit program continued to mature as the Risk and
Compliance function drove targeted engagement
across components of IMDEX’s global business, such
as supply chain and workforce planning and retention.
The revised management of the internal audit team
ensure a more comprehensive review of the selected
focus areas.
Regulatory Compliance
The Risk & Compliance Team has focused regulatory
compliance effort on the fundamental elements
of the IMDEX business model: global product
compliance, international trade, and operational
compliance. In anticipation of business growth, we
have invested effort in optimising our regulatory
compliance frameworks and enabling stakeholders
to engage more effectively with their compliance
obligations.
The expanded use of third party due diligence
software has provided better visibility of our
sanctions compliance position and created
opportunities for more regular discussion of
compliance issues within the business. We will be
providing further compliance training and support in
FY24 to ensure that business units can identify and
to identify new and emerging risks.
comply with their obligations.
As the IMDEX business grows and matures, we have
invested in providing risk training and support to
empower stakeholders throughout the business
to take ownership of risk. We have expanded our
111
IMDEX Annual Report 2023
Human Rights & Modern
Slavery
Modern Slavery
We were pleased to upgrade our Modern Slavery statement throughout the year to continue our focus on this
important compliance area. To support our aims, we implemented modern slavery awareness training for our global
procurement and supply chain teams to strengthen their skills in identifying and mitigating potential modern slavery
risks. We have also expanded our third party due diligence capabilities to provide greater insight into potential
supplier risk factors including modern slavery, human rights and the worst forms of child labour.
Our 2022 Modern Slavery can be found at:
https://www.imdexlimited.com/media/home/IMDEX-Modern-Slavery-Statement-FY22.pdf
112
IMDEX Annual Report 2023 Privacy & Data Security
Data Security
During FY23 we continued our focus on cyber
security. Notable achievements during the period
included:
ISO/IEC 27001:2013
Certification
IMDEX was recertified for ISO/IEC 27001:2013
through SGS, a globally renowned inspection,
•
Significant progress incorporating Devico into
verification, testing and certification company.
IMDEX’s computing environment;
ISO/IEC 27001:2013 is an international information
•
Implementing IMDEX’s cyber security controls
security standard. Our certification demonstrates
within Devico; and
• A cyber security assessment of Krux’s product.
Key focus areas in FY23 include:
• Growing ISO/IEC 27001 certification audit to
incorporate aiSIRIS which emerged from the
IMDEX acquisition of AusSpec; and
• Deploying the Cloud Access Security Broker
that we operate an Information Security
Management System compliant with mandatory
requirements, have systematic processes for
managing information security risks, and have
implemented controls mandated by the standard.
Our certification comprises a comprehensive range of
activities including:
•
•
Software development processes;
The product development life cycle for real-time
across key services.
subsurface intelligent solutions;
• Manufacturing and deployment of products and
technologies;
• Customer support processes; and
•
Information technology systems that support
these activities and digital functions.
This investment provides additional assurance to our
customers regarding the end-to-end security of the
information they provide, such as when ordering and
despatching via our Global Digital Rentals platform,
transferring critical data with our award-winning
cloud solution IMDEX HUB-IQ™ and support data
collection via our 24/7 Customer Care portal.
113
IMDEX Annual Report 2023 Governance Key Statistics
ANTI-CORRUPTION
Total number of operations assessed for risks related to corruption
Percentage of operations assessed for risk related to corruption
Significant risks related to corruption identified through the risk assessment
Total number and nature of confirmed incidents of corruption
Total number of confirmed incidents in which employees were dismissed or disciplined for corruption
Total number of confirmed incidents when contracts with business partners were terminated or not
renewed due to violations related to corruption
Public legal cases regarding corruption brought against the organisation or its employees during the
reporting period and the outcomes of such cases
100%
Zero
Zero
Zero
Zero
Zero
Zero
FY23 TOTAL NUMBER AND PERCENTAGE OF GOVERNANCE BODY MEMBERS THAT IMDEX’S ANTICORRUPTION POLICIES
AND PROCEDURES HAVE BEEN COMMUNICATED TO
Africa & Europe
Americas
100%
100%
Asia Pacific
100%
Total
100%
FY23 TOTAL NUMBER AND PERCENTAGE OF EMPLOYEES THAT IMDEX’S ANTI-CORRUPTION POLICIES AND
PROCEDURES HAVE BEEN COMMUNICATED TO, BROKEN DOWN BY EMPLOYEE CATEGORY AND REGION
Africa & Europe
Americas
100%
Asia Pacific
100%
Total
100%
Senior Management
Supervisory Professional
Support
100%
100%
100%
FY23 TOTAL AND PERCENTAGE OF EMPLOYEES THAT HAVE RECEIVED TRAINING ON ANTICORRUPTION
Africa & Europe
Americas
100%
Asia Pacific
100%
Total
100%
Senior Management
Supervisory Professional
Support
100%
100%
100%
100%
Executive
100%
100%
Executive
100%
114
IMDEX Annual Report 2023 OPERATIONS AND SUPPLIERS CONSIDERED TO HAVE SIGNIFICANT RISK FOR INCIDENTS OF CHILD LABOUR
Type of operation
Countries or geographic areas
None that IMDEX is aware of
None that IMDEX is aware of
OPERATIONS AND SUPPLIERS CONSIDERED TO HAVE SIGNIFICANT RISK FOR INCIDENTS OF YOUNG WORKERS
EXPOSED TO HAZARDOUS LABOUR
Type of operation
Countries or geographic areas
None that IMDEX is aware of
None that IMDEX is aware of
OPERATIONS AND SUPPLIERS CONSIDERED TO HAVE SIGNIFICANT RISK FOR INCIDENTS OF FORCED OR COMPULSORY
LABOUR
Type of operation
Countries or geographic areas
None that IMDEX is aware of
None that IMDEX is aware of
VIOLATIONS INVOLVING RIGHTS OF INDIGENOUS PEOPLES
FY23 total number of identified incidents of violations involving the rights
of indigenous peoples
IMDEX has not been advised of any
violations
INCIDENTS OF DISCRIMINATION AND CORRECTIVE ACTIONS TAKEN
FY23 total number of incidents of discrimination and corrective actions
None that IMDEX is aware of
FY23 TOTAL NUMBER OF SUBSTANTIATED COMPLAINTS RECEIVED CONCERNING BREACHES OF CUSTOMER PRIVACY
Complaints received from outside parties and substantiated by the
organisation
IMDEX has not been advised of any
complaints
Complaints from regulatory bodies
IMDEX has not been advised of any
complaints
CUSTOMER DATA
FY23 Total number of identified leaks, thefts or losses of customer data
IMDEX has not been advised of any
leaks, thefts or losses
115
IMDEX Annual Report 2023 GRI Index
GRI STANDARD
DISCLOSURE
LOCATION
GRI 2:
General Disclosures 2021
2-1 Organisational details
About This Report, Page 6 and
About IMDEX, Pages 11 - 21
2-2 Entities included in the organisation’s sustainability
reporting
About This Report, Page 6
2-3 Reporting period, frequency and contact point
About This Report, Page 6
2-4 Restatements of information
Not Applicable
2-5 External assurance
Not Provided for FY23
2-6 Activities, value chain and other business
relationships
2-7 Employees
About IMDEX, Pages 11 - 21
Thought Leadership,
Pages 86- 87
People, Pages 74 - 81
2-8 Workers who are not employees
People, Pages 80 - 81
2-9 Governance structure and composition
How We Govern ESG Risks and
Opportunities, Page 58
Board of Directors,
Pages 24 and 25
2-10 Nomination and selection of the highest
governance body
Governance, Pages 109 - 115
2-11 Chair of the highest governance body
Governance, Pages 109 - 115
2-12 Role of the highest governance body in overseeing
the management of impacts
Governance, Pages 109 - 115
2-13 Delegation of responsibility for managing impacts
Governanc,e Pages 109 - 115
2-14 Role of the highest governance body in
sustainability reporting
How We Govern ESG Risks and
Opportunitie,s Page 57
2-15 Conflicts of interest
Governance, Pages 109 - 115
2-16 Communication of critical concerns
Governance, Pages 109 - 115
2-17 Collective knowledge of the highest governance
body
FY23 Corporate Governance
Statement, page 109
2-18 Evaluation of the performance of the highest
governance body
FY23 Corporate Governance
Statement, Page 109
2-19 Remuneration policies
2-20 Process to determine remuneration
Remuneration Report,
Pages 126 - 140
Renumeration Report,
Pages 126 - 140
2-21 Annual total compensation ratio
Not collated for FY23
2-22 Statement on sustainable development strategy Sustainability, Pages 45 - 51
116
IMDEX Annual Report 2023 GRI STANDARD
DISCLOSURE
LOCATION
2-23 Policy commitments
Throughout FY23 Annual Report
and Corporate Governance
section of website
2-24 Embedding policy commitments
Governance, Pages 109 - 115
2-25 Processes to remediate negative impacts
Governance, Pages 109 - 115
2-26 Mechanisms for seeking advice and raising
concerns
Governance, Pages 109 - 115
2-27 Compliance with laws and regulations
Governance, Pages 109 - 115
2-28 Membership associations
Innovation, Pages 86 - 87
2-29 Approach to stakeholder engagement
How We Govern ESG Risks and
Opportunities, Pages 57 -59
GRI 3:
Material Topics 2021
3-1 Process to determine material topics
Material Topics, Page 53
3-2 List of material topics
Material Topics, Page 53
3-3 Management of material topics
How We Govern ESG Risks and
Opportunities, Page 57
GRI 201:
Economic Performance 2016
201-1 Direct economic value generated and
distributed
Society, Page 107
201-2 Financial implications and other risks and
opportunities due to climate change
Environment, Pages 91 - 93
201-3 Defined benefit plan obligations and other
retirement plans
Not collated for FY23
201-4 Financial assistance received from government
Society, Page 107
117
IMDEX Annual Report 2023 GRI STANDARD
DISCLOSURE
LOCATION
GRI 204:
Procurement Practices 2016
204-1 Proportion of spending on local suppliers
Society, Page 107
GRI 205:
Anti-corruption 2016
205-1 Operations assessed for risks related to
corruption
Governance, Pages 109 - 115
GRI 302:
Energy 2016
GRI 303:
Water and Effluents 2018
205-2 Communication and training about anti-
corruption policies and procedures
Governance, Pages 109 - 115
205-3 Confirmed incidents of corruption and actions
taken
Governance, Pages 109 - 115
302-1 Energy consumption within the organisation
Environment, Page 101
302-2 Energy consumption outside of the
organisation
Data not collated for FY23
302-3 Energy intensity
Environment, Page 101
302-4 Reduction of energy consumption
Data not collated for FY23
302-5 Reductions in energy requirements of products
and services
Data not collected for FY23
303-1 Interactions with water as a shared resource
Data not collated for FY23
303-2 Management of water discharge-related
impacts
Environment, Pages 97 and 101
303-3 Water withdrawal
Environment, Pages 97 and 101
303-4 Water discharge
Environment, Pages 97 and 101
303-5 Water consumption
Environment, Pages 97 and 101
GRI 305:
Emissions 2016
305-1 Direct (Scope 1) GHG emissions
Environment, Page 94
305-2 Energy indirect (Scope 2) GHG emissions
Environment, Page 94
305-3 Other indirect (Scope 3) GHG emissions
Environment, Page 94
305-4 GHG emissions intensity
Environment,
Pages 94 - 96 and 101
305-5 Reduction of GHG emissions
Environment, Pages 93 and 51
305-6 Emissions of ozone-depleting substances
(ODS)
Data not collated for FY23
305-7 Nitrogen oxides (NOx), sulfur oxides (SOx), and
other significant air emissions
Data not collated for FY23
118
IMDEX Annual Report 2023 GRI STANDARD
DISCLOSURE
LOCATION
GRI 306:
Waste 2020
306-1 Waste generation and significant waste-
related impacts
Data not collated for FY23
306-2 Management of significant waste-related
impacts
Data not collated for FY23
306-3 Waste generated
Data not collated for FY23
306-4 Waste diverted from disposal
Data not collated for FY23
306-5 Waste directed to disposal
Data not collated for FY23
GRI 308: Supplier
Environmental Assessment
308-1 New suppliers that were screened using
environmental criteria
About IMDEX, Page 15
2016
GRI 401:
Employment 2016
308-2 Negative environmental impacts in the supply
chain and actions taken
Data not collated for FY23
401-1 New employee hires and employee turnover
People, Pages 76 - 81
401-2 Benefits provided to full-time employees
that are not provided to temporary or part-time
employees
People, Pages 76 - 81
401-3 Parental leave
People, Pages 76 - 81
GRI 403: Occupational
Health and Safety 2018
403-1 Occupational health and safety management
system
People,
Pages 62 - 73 and 80 - 81
403-2 Hazard identification, risk assessment, and
incident investigation
People,
Pages 62 - 73 and 80 - 81
403-3 Occupational health services
People,
Pages 62 - 73 and 80 - 81
403-4 Worker participation, consultation, and
communication on occupational health and safety
People,
Pages 62 - 73 and 80 - 81
403-5 Worker training on occupational health and
safety
People,
Pages 62 - 73 and 80 - 81
403-6 Promotion of worker health
People,
Pages 62 - 73 and 80 -81
403-7 Prevention and mitigation of occupational
health and safety impacts directly linked by business
relationships
People,
Pages 62 - 73 and 80 - 81
403-8 Workers covered by an occupational health
and safety management system
People,
Pages 62 - 73 and 80 -81
403-9 Work-related injuries
403-10 Work-related ill health
People,
Pages 62 - 73 and 80 - 81
People,
Pages 62 - 73 and 80 -81
119
IMDEX Annual Report 2023 GRI STANDARD
DISCLOSURE
LOCATION
GRI 404:
404-1 Average hours of training per year per
Training and Education 2016
employee
People, Page 81
404-2 Programs for upgrading employee skills and
transition assistance programs
People, Pages 74 - 79
404-3 Percentage of employees receiving regular
performance and career development reviews
People, Page 81
GRI 405: Diversity and
Equal Opportunity 2016
405-1 Diversity of governance bodies and employees
People, Pages 80 - 81
405-2 Ratio of basic salary and remuneration of
women to men
GRI 406:
406-1 Incidents of discrimination and corrective
Non-discrimination 2016
actions taken
GRI 408: Child Labor 2016
408-1 Operations and suppliers at significant risk for
incidents of child labor
GRI 409: Forced or
409-1 Operations and suppliers at significant risk for
Compulsory Labor 2016
incidents of forced or compulsory labor
GRI 411: Rights of
411-1 Incidents of violations involving rights of
Indigenous Peoples 2016
indigenous peoples
People, Pages 80 - 81
Governance, Page 115
Governance, Pages 114 - 115
Governance, Page 112
Governance, Page 115
GRI 413: Local Communities
413-1 Operations with local community engagement,
2016
impact assessments, and development programs
Data not collated for FY23
413-2 Operations with significant actual and
potential negative impacts on local communities
Data not collated for FY23
GRI 416: Customer Health
416-1 Assessment of the health and safety impacts
and Safety 2016
of product and service categories
Innovation, Pages 82 - 83
416-2 Incidents of non-compliance concerning the
health and safety impacts of products and services
Innovation, Page 89
GRI 418: Customer Privacy
418-1 Substantiated complaints concerning breaches
2016
of customer privacy and losses of customer data
Innovation, Page 89
120
IMDEX Annual Report 2023 Sustainability Accounting
Standards Board Index
SECTION REFERENCE
OR RESPONSE
REFERENCE
(PAGE)
SASB - EXTRACTIVES AND MINERAL PROCESSING INDUSTRY - METALS AND MINING SUB-INDUSTRY
ENVIRONMENT
GHG Emissions reduction
Scope 1 emissions; strategy to minimise Scope
1 emissions, targets and analysis
Environment
91 - 101
Air Quality
Emissions of (1) CO, (2) Nox (excluding N2O),
(3) SOx, (4) particulate matter, (5) mercury, (6)
lead and (7) volatile organic compounds
Data not collated for FY23
Energy Management
Energy consumed; percentage from grid
electricity; percentage from renewable sources
Environment
91 - 101
Waste and hazardous
material management
Water and wastewater
management
EMPLOYEES
Health and safety
GOVERNANCE
Business ethics
Total weight of tailings waste, percentage
recycled, weight of mineral waste and
percentage recycled, and number of tailings
improvements
Total fresh water withdrawn, consumed,
and number of incidents of non-compliance
associated with water quality permits,
standards and regulation
(1) MSHA all-incidence rate, (2) fatality rate,
(3) near-miss frequency rate (NMFR) and (4)
average hours of health, safety and emergency
response training for (a) full time employees,
and (b) contract employees
Policies to prevent bribery and corruption,
production in countries with the 20 lowest
rankings in Transparency International’s
Corruption Perception Index (CPI), number of
active projects and backlog in countries with
the 20 lowest CPI rankings.
Environment
91 - 101
Environment
91 - 101
People
62 - 81
Governance
109 - 115
SASB - INFRASTRUCTURE INDUSTRY - ENGINEERING AND CONSTRUCTION SERVICES SUB-INDUSTRY
ENVIRONMENT
Environmental impacts of
project development
Incidents of non-compliance with
environmental permits, standards and
regulations, discussion of processes
Environment
101
CUSTOMER
Product quality and safety
Amount of defect- and safety-related rework
costs, total amount of monetary losses as a
result of legal proceedings associated with
defect- and safety-related incidents
Governance
115
121
IMDEX Annual Report 2023 IMDEX LIMITED
and its controlled entities
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023
Directors’ Report
The Directors of IMDEX Limited (“IMDEX” or “the Company”) present their report together with the annual Financial Report of the
Company and its Subsidiaries (“the Group”) for the financial year ended 30 June 2023.
In order to comply with the provisions of the Corporations Act 2001, the Directors report as follows:
Directors
The names and particulars of the Directors of the Company during or since the end of the financial year are:
Name
Role
Particulars
Mr. A. Wooles
Independent,
Non-Executive
Chairman
Mr. I. Gustavino
Independent,
Non-Executive
Director
Ms. S. Layman
Independent,
Non-Executive
Director
Ms. T. Arlaud
Independent,
Non-Executive
Director
Corporate Advisor and Executive
Director and Chairman since 1 July 2016
Chair of the Remuneration and Nomination Committee
Member of the Audit, Risk and Compliance Committee
Has held executive and advisory roles in diverse industries including mining, oil
and gas, power generation, manufacturing, telecommunications, food and
beverages and retail
Non-Executive Director of High Peak Royalties Limited (ASX: HPR) (2012 – current)
Corporate Advisor
Director since 3 July 2015
Member of the Remuneration and Nomination Committee
Prior to his role as a corporate advisor, Mr. Gustavino was a co-founding
shareholder and Director of Surpac Software, now Dassault Systèmes GEOVIA Inc.
Non-Executive Chairman of CV Check Limited (ASX: CV1) (2018 – current)
Engineer and Certified Practising Accountant
Director since 6 February 2017
Chair of the Audit, Risk and Compliance Committee
Member of the Australian Institute of Company Directors and CPA Australia
Extensive experience within the mining sector and financial markets with
significant international and cross commodity experience. Previously Division
Director – Metals & Energy Capital Division at Macquarie Bank Limited
Non-Executive Director of Pilbara Minerals Ltd (ASX: PLS) (2018 – current), Beach
Energy Limited (ASX: BPT) (2019 – current) and Newcrest Mining Ltd (ASX: NCM)
(2020 – current)
Corporate Advisor
Director since 10 February 2021
Since 2019, Ms Arlaud has been Chief Executive Officer – Mining Specialist at IMB,
Inc, Frisco in Colorado, USA. Prior to this role she was Regional Director Mining for
the US and Western Canada/Mass Mining Lead (Globally)
Non-Executive Director of Global Atomic Corporation (TSX: GLO) (2020 – current) ,
Seabridge Gold (TSX: SEA, NYSE:SA) (2021 – current) and IGO Limited (ASX: IGO)
(2022 – current).
Mr. U. Airhiavbere
(appointed 19
December 2022)
Independent,
Non-Executive
Director
MBA, MA, BA with Hon
Director since 19 December 2022
Currently the Chief Commercial Officer, Worldwide Energy and Mining, for
Microsoft Corporation, where he leads Microsoft’s end-to-end commercial
strategy in the energy and mining industries. Prior to this role, he spent nine years
with GE Oil & Gas in the roles of Senior Manager-Business Development, Business
Unit Director and Director of Commercial Operations.
122
Classification | Public
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023
Name
Role
Particulars
Mr. K. Dundo
(retired 6 October
2022)
Independent,
Non-Executive
Director
Lawyer
Director since 14 January 2004 and retired 6 October 2022
Member of the Remuneration and Nomination Committee and the Audit, Risk and
Compliance Committee
Non-Executive Director of Red 5 Limited (ASX: RED) (2010 – current) and Avenira
Limited (ASX: AEV) (2019 – current)
Directors’ Meetings
The following table sets out the number of Directors’ meetings (including meetings of committees of Directors) held during the
financial year and the number of meetings attended by each Director (while they were a Director or committee member).
Board of Directors
Audit, Risk and Compliance
Committee
Remuneration and
Nomination Committee
(Number)
(Number)
(Number)
Held
Attended
Held
Attended
Held
Attended
14
14
14
14
6
3
14
14
14
14
6
3
6
2
6
N/A
4
N/A
6
2
6
N/A
4
N/A
3
3
N/A
2
N/A
1
3
3
N/A
2
N/A
1
Mr. A. Wooles
Mr. I. Gustavino
Ms. S. Layman
Ms. T. Arlaud
Mr. U. Airhiavbere
Mr. K. Dundo (retired 6
October 2022)
Company Secretary
Mr. M. Tomasz
Mr. Tomasz joined IMDEX in May 2021 and was appointed as Company Secretary effective from 24 May 2021. He is admitted as a
barrister and solicitor in the Supreme Court of New South Wales and admitted as a Solicitor in England & Wales. He has experience
in both corporate and commercial law gained from a variety of multinational resource and industrial conglomerate companies.
Operations Review
Principal Activities
IMDEX is a leading global mining-tech company that enables resource companies and drilling contractors to safely find, define and
mine orebodies with precision, confidence and at speed.
The Company’s product offering includes an integrated range of drilling optimisation products, cloud-connected rock knowledge
sensors, and data and analytical software.
IMDEX’s acquisition of Devico AS ("Devico”) in February 2023 provided clear technology and market leadership in the directional
core drilling business globally. The acquisition also brought sensing technologies that complement the Company’s rock knowledge
sensors.
Classification | Public
123
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023
This combined product offering is commodity agnostic and can be applied across the mining value chain. During FY23 IMDEX
supported clients in more than 100 countries.
The Company partners with drilling contractors and resource companies to provide integrated solutions that unlock real value and
provide critical insights.
IMDEX has facilities in all key mining regions of the world. Its head office is in Balcatta, Western Australia. The Devico transaction
provided additional facilities, including a world-class R&D hub in Trondheim, Norway and greater presence in Europe.
Review of Operations
A review of the operations of the consolidated entity during the financial year and of the results of those operations is contained in
the Annual Report.
Dividends
The following dividends have been paid by the Company or declared by the Directors since the commencement of the financial
year ended 30 June 2023:
(i)
(ii)
FY22 fully-franked final dividend of 1.9 cents (2021: 1.4 cents) per share paid on 11 October 2022;
FY23 fully-franked interim dividend of 1.5 cents (2022: 1.5 cents) per share paid on 20 March 2023; and
(iii)
FY23 fully-franked final dividend of 2.1 cents (2022: 1.9 cents) per share to be paid on 12 October 2023.
Changes in State of Affairs
Except for the acquisition of Devico (refer to Note 5.2), there were no significant changes in the state of affairs of the Group.
Subsequent Events
There have been no matters or circumstances that have arisen since the end of the financial year that have significantly affected, or
may significantly affect, the operations of the Group, the result of these operations, or the state of affairs of the Group in future
financial years.
Environmental Regulations
The only entity in the Group that is subject to environmental regulations is Samchem Drilling Fluids and Chemicals (Pty) Ltd. They
are required to comply with the South African National Water Act, Act No 36 of 1998 which requires the management of effluent
discharge. This is controlled through an effluent system.
During the current period, IMDEX have not had any reports of environmental regulatory non-compliance globally.
More specific details about IMDEX’s sustainability initiatives and performance, including safety, health and environment, can be
found on IMDEX’s website www.imdexlimited.com/investors/esg.
Non-audit services
Details of amounts paid or payable to the auditor for non-audit services provided during the year are outlined in note 5.8 to the
financial statements. The Directors are satisfied that the provision of non-audit services, during the year, by the auditor (or by
another person or firm on the auditor’s behalf) is compatible with the general standard of independence for auditors imposed by
the Corporations Act 2001.
The Directors are of the opinion that the fees paid for services provided as disclosed in note 5.8 to the financial statements do not
compromise the external auditor’s independence, based on advice received from the Audit, Risk and Compliance Committee, for
the following reasons:
124
Classification | Public
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023
All non-audit services have been reviewed and approved to ensure that they do not impact the integrity and objectivity of
the auditor, and
None of the services undermine the general principles relating to auditor independence as set out in Code of Conduct APES
110 Code of Ethics for Professional Accountants (including Independence Standards) issued by the Accounting Professional
& Ethical Standards Board, including reviewing or auditing the auditor’s own work, acting in a management or decision-
making capacity for the Company, acting as an advocate for the Company or jointly sharing economic risks and rewards.
Auditor’s Independence Declaration
The auditor’s independence declaration is included in the Annual Report immediately prior to the Auditor’s Report.
Indemnification of Officers and Auditors
During the financial year, the Company paid a premium in respect of a contract insuring the Directors of the Company, the
Company Secretary, and all Executive Officers of the Company and of any related body corporate against a liability incurred as such
by a Director, Secretary or Executive Officer to the extent permitted by the Corporations Act 2001. The contract of insurance
prohibits disclosure of the nature of the liability and the amount of the premium.
The Company has not otherwise, during or since the end of the financial year, except to the extent permitted by law, indemnified
or agreed to indemnify an officer or auditor of the Company or of any related body corporate against a liability incurred as such an
officer or auditor.
Rounding Off of Amounts
The amounts contained in the financial report have been rounded to the nearest $1,000 (where rounding is applicable) where
noted ($’000) under the option available to the Company under ASIC Corporations (Rounding in Financial/Directors’ Reports)
Instrument 2016/191. The Company is an entity to which this legislative instrument applies.
ASX Governance Principles and ASX Recommendations
The Australian Securities Exchange Corporate Governance Council sets out best practice recommendations, including corporate
governance practices and suggested disclosures (ASX Recommendations). ASX Listing Rule 4.10.3 requires companies to disclose
the extent to which they have complied with the ASX Recommendations and to give reasons for not following them.
Unless otherwise indicated, the ASX Recommendations including corporate governance practices and suggested disclosures have
been adopted by IMDEX for the full year ended 30 June 2023. In addition, the Company has a Corporate Governance section on its
website: www.imdexlimited.com (under the “Investors” heading) which includes the relevant documentation suggested by the ASX
Recommendations.
The IMDEX Group’s Corporate Governance Statement (Statement) for the financial year ended 30 June 2023 is dated as at 30 June
2023 and was approved by the Board of IMDEX (Board) on 26 August 2023. The extent to which IMDEX has complied with the ASX
Recommendations during the year ended 30 June 2023, and the main corporate governance practices in place can be viewed in the
Corporate Governance section on the Company website.
Classification | Public
125
IMDEX Annual Report 2023
REMUNERATION
IIMMDDEEXX LLIIMMIITTEEDD
Remuneration Report
aanndd iittss ccoonnttrroolllleedd eennttiittiieess
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023
Remuneration Report (Audited)
This Remuneration Report for the year ended 30 June 2023 outlines the remuneration arrangements of the Company in
accordance with the requirements of the Corporations Act 2001 (the Act) and its regulations. This information has been
audited as required by section 308(3C) of the Act.
The report is presented under the following sections:
Introduction
1.
2. FY23 highlights and FY24 outlook
3. Remuneration Governance
4. Executive Remuneration Arrangements
A. Remuneration principles and strategy
B. Approach to setting remuneration and details of incentive plans
C. Executive contracts
5. Executive Remuneration Outcomes for FY23
6. Non-Executive Director Remuneration
7. Additional Disclosures Relating to Options and Shares
8. Other Transactions
1.
Introduction
The Remuneration Report details the remuneration arrangements for Key Management Personnel (KMP) who are
defined as those persons having authority and responsibility for planning, directing and controlling the major activities
of the Company, directly or indirectly, including any Director (whether executive or otherwise) of the Company.
The table below details the KMP of the Company during FY23. Each was a KMP for the entire period unless otherwise
stated. For the purposes of this report, the term “Executive” includes the Senior Executives of the Company.
Non-Executive Directors
Mr A. Wooles
Mr K. Dundo
Mr I. Gustavino
Ms S. Layman
Ms T. Arlaud
Mr U. Airhiavbere
Senior Executives
Mr P. House
Mr P. Evans
Mr S. Southwell
Ms M. Carey
Mr M. Tomasz
Non-Executive Chair
Non-Executive Director (ceased 6 October 2022)
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director (appointed 19 December 2022)
Chief Executive Officer
Chief Financial Officer
Chief Operating Officer
Chief of Product Management and Marketing
General Counsel and Company Secretary
126
Classification | Public
Page 1 of 68
IMDEX Annual Report 2023
REMUNERATION
IIMMDDEEXX LLIIMMIITTEEDD
aanndd iittss ccoonnttrroolllleedd eennttiittiieess
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023
2. FY23 highlights and FY24 outlook
FY23
Executive
fixed
remunera
tion
increases
10%
average
increase
An executive remuneration review was conducted whereby each incumbent’s remuneration was assessed
against relevant external market comparators, together with individual performance, role complexity and
internal relativity.
As a result, the CEO’s base salary increased 7% from $750,000 to $800,000 per annum during FY23. Other
Senior Executives received annual base salary increases ranging from 2% to 17%.
See Section 5 Statutory Remuneration for Executive KMP for more details.
FY23
Short-
term
incentive
(“STI”)
outcomes
56%
of
maximum
Underlying core business performance and achievement of Corporate objectives relating to STIs have been
strong throughout FY23 including EBITDA exceeding budget, Group Lost Time Injury Frequency Rate (LTIFR)
beating expectations, and mandatory Compliance and Safety training fully completed.
EBITDA: Consistent with prior years, budgeted EBITDA has been adjusted for significant unbudgeted items.
Adjustments relate to the unbudgeted acquisition impacts during the year (Devico and Krux) and excess legal
fees.
Board discretion: Whilst the adjusted EBITDA result exceeded budget, the self- funding nature of the STI plan
limited incentive outcomes for senior management (including Executives) up to 32% of their maximum STI.
Upon its review of the overall FY23 performance the Board considered the impact of the Devico acquisition
requiring senior management to rapidly change tact partway through the year and divert resources to execute
on the Company’s most substantial transaction to date. Based on the calculated STI award values for senior
management, the Board determined these outcomes to be incongruent with the activities and outcomes
realised from the transaction. As such, the Board exercised its discretion for Executives and Senior
Management to receive up to a maximum of 56% of their STI opportunity, 50% of which will be awarded in
performance rights subject to a 12-month deferral period requiring continued employment. The remaining
50% will be awarded as cash.
See Section 5 Executive Remuneration Outcomes for FY23 for more details.
FY23
Long-term
incentive
(“LTI”)
outcomes
65%
of
maximum
The 2019 LTI (FY20) three-year performance period ended on 30 June 2022. As a result of performance testing
undertaken in September 2022, the Board approved vesting of this award at 65% based on a combined
percentile rank of the Company’s TSR and EPS performance relative to the peer companies.
Regarding the 2020 LTI (FY21) award the final outcomes will be confirmed in September 2023 and results
disclosed in the FY24 Remuneration Report.
See Section 5 Executive Remuneration Outcomes for FY23 for more details.
FY23 Non-
Executive
Directors
(NEDs)
remunera
tion
increases
FY23
Executive
Remunera
tion
Framewor
k and
FY24
outlook
During FY23 the Board reviewed the NED fee structure (including policy base and committee fees) considering
relevant benchmarking data and responsibilities of individual members.
As a result, effective 1 October 2022, policy base fees increased by $20,000 for both the Chairman (9% increase
vs. FY22) and Board members (18% increase vs. FY22). Committee fees have been increased by $5,000 for the
Chair (20% increase vs. FY22) and committee members now receive $10,000 (previously no committee
member fee).
9-20%
increase
Note there has been no increase to the aggregate NED fee pool of $950,000 (as approved by shareholders at
the 2021 AGM).
See Section 6 for disclosures regarding our NEDs.
As part of the annual review, the Board in conjunction with external advisors Willis Towers Watson (WTW),
considered the current Executive Remuneration Framework (including the STI/LTI) to ensure design principles
and outcomes continue to align with requirements of the business whilst remaining market competitive for an
ASX200 company.
The outcome of the review includes greater disclosure for the treatment of individually significant items when
calculating STI and LTI outcomes (see section 4 of this remuneration report). Other opportunities for change will
be considered over the coming year including the STI funding and gateway approach and minimum
shareholding guidelines.
The Board welcomes ongoing shareholder feedback to ensure IMDEX’s remuneration remains appropriate.
Classification | Public
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3.
Remuneration Governance
Remuneration and Nomination Committee
The Remuneration and Nomination Committee (the Committee) comprises three independent NEDs.
The Committee has delegated decision making authority for some matters related to the remuneration arrangements
for NEDs and Executives and is required to make recommendations to the Board on other matters.
Specifically, the Board approves the remuneration arrangements of the Chief Executive Officer (CEO) and other
Executives, and all awards made under the short-term incentive (STI) and long-term incentive (LTI) plans, following
recommendations from the Committee. The Board also sets the aggregate remuneration of NEDs, which is then subject
to shareholder approval, and NED fee levels. The Committee approves the level of the STI pool, having regard to the
recommendations made by the CEO.
The Committee meets regularly through the year. The CEO attends certain Committee meetings by invitation, where
management input is required and is not present during any discussions related to his own remuneration
arrangements.
Further information on the Committee’s role, responsibilities and membership can be seen at www.imdexlimited.com
Stakeholder consultation
As part of the Board’s commitment to good governance, the Committee considers the views of shareholders and other
key stakeholders when setting the remuneration framework and / or determining remuneration outcomes for the KMP.
Each year the Committee proactively undertakes consultation with institutional shareholders and proxy advisors on
remuneration and governance matters. Feedback from stakeholders is considered and used as a key input into
decision-making by the Board / Committee for continuous improvement ensuring the appropriateness of KMP
remuneration arrangements. The Board / Committee considers the stakeholder consultation approach provides a
robust mechanism to inform decisions and outcomes that are in the interests of the Company and its shareholders.
Use of remuneration consultants
To ensure the Committee is fully informed when making remuneration decisions, it seeks external remuneration
advice. Remuneration consultants are engaged by, and report directly to the Committee. In selecting remuneration
consultants, the Committee considers potential conflicts of interest and requires independence from the Company’s
KMP and other Executives as part of their terms of engagement.
During the financial year, the Committee engaged The Reward Practice Pty Ltd as remuneration consultants to provide
remuneration services in respect to external benchmarking for NED fees with a total fee of $6,500 for these services.
During the period no remuneration recommendations, as defined by the Corporations Act, were provided by The
Reward Practice Pty Ltd.
Remuneration report approval at 2021 AGM
The FY22 Remuneration Report received strong shareholder support at the 2022 AGM with a vote of 99.54% in favour.
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DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023
44..
Executive Remuneration Arrangements
4A: Remuneration principles and strategy
IMDEX’s Executive remuneration strategy is designed to attract, motivate and retain high performing individuals and
align the interests of Executives and shareholders.
The following diagram illustrates how the Company’s remuneration strategy aligns with the strategic direction and links
remuneration outcomes to performance.
Providing leading mining solutions to enhance the productivity and efficiency of our client’s operation across the mining value
chain.
Business Objective
Align the interests of Executives with our shareholders
Attract, motivate and retain high performing individuals
How our Remuneration Strategy links to our Business Objective
The Remuneration Framework incorporates “at-risk”
components, including both short and longer term
elements, delivered in cash and equity; and
Performance is assessed against financial and non-
financial measures, which are linked to IMDEX’s increased
growth and profitability and hence, shareholder value.
The remuneration offering is competitive for companies
of a similar size and complexity; and
Longer-term elements encourage retention.
Remuneration Component
Vehicle
Purpose
Link to Performance
Base Salary
Comprises cash base salary
only.
Superannuation/Pension Compulsory superannuation/
STI
LTI
pension contributions plus
other cash and non-cash
benefits.
Half the award is paid in cash
and half is granted as
deferred performance rights.
Awards are made in the form
of performance rights.
To provide a competitive
base salary set with reference
to the role, location and
experience.
Statutory requirement and
benefits commensurate with
role, location and experience.
Focusses the efforts and
rewards Executives for their
contribution to achieving
outcomes that are a priority
for the Company in the
financial year. The deferred
component aligns with
prevelant Australian market
practice and encourages
executive share ownership.
Rewards Executives for their
contribution to the creation
of shareholder value over the
longer term.
Company and individuial
performance considered during
the annual remuneration review.
Benefits are considered during the
annual remuneration review.
EBITDA is the key financial metric.
Also linked to other internal
measures including safety,
customer service, implementation
of key growth initiatives, risk
management, IMDEX values and
people and capability. Mandatory
Compliance and Safety training
completion is also required.
Vesting of awards is dependent on
Total Shareholder Return (TSR)
performance relative to a peer
group of companies, Absolute
Earnings Per Share (EPS) and the
achievement of long-term
strategic milestones.
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IMDEX Annual Report 2023IIMMDDEEXX LLIIMMIITTEEDD aanndd iittss ccoonnttrroolllleedd eennttiittiieess DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023 Page 5 of 68 Classification | Public 4B: Approach to setting remuneration and details of incentive plans In FY23, the Executive remuneration framework consisted of base salary and short and long-term incentives as outlined below. Overall remuneration level and mix How is overall remuneration and mix determined? Remuneration levels are considered annually through a review that considers comparative market data, the performance of the Company and individual, and the broader economic environment. The Company aims to reward Executives with a level and mix (proportion of base salary and other benefits, short term incentives and long-term incentives) of remuneration appropriate to their position, responsibilities, and performance within the Company and that which is aligned with targeted market comparators. Comparative companies are based on the following: Industry peers with similar market capitalisation; Mining, Equipment, Technology and Services companies with comparable market capitalisation; and Other industry companies with which IMDEX competes for talent. The Company’s policy is to position Executives base salary around the 62.5 percentile of its targeted market comparators. The chart below summarises the CEO other Executives’ remuneration mix based on maximum opportunity for Fixed Remuneration (base salary plus superannuation), STI and LTI. The mix is considered appropriate for IMDEX based on market relativity and alignment to the Company’s short term and long-term strategic imperatives. Base salary and other benefits How is base salary and other benefits reviewed and approved? Base salary and other benefits are reviewed annually from benchmarked remuneration data, and any changes for Executives are subject to approval from the Board considering recommendations from the Remuneration and Nomination Committee. IIMMDDEEXX LLIIMMIITTEEDD
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DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023
Short Term Incentives
What is the STI plan? The Company operates an annual STI program that is available to Executives subject to the
attainment of clearly defined Company and individual financial and non-financial measures.
What are the
performance criteria
and how do they
align with business
performance?
Actual STI payments awarded to each Executive depend on the extent to which
performance criteria set at the beginning of the financial year are met. Half the STI award is
paid in cash and half is delivered as deferred performance rights (Rights) which may vest
after 12 months subject to continued employment.
The performance criteria consist of several Key Performance Indicators (KPIs) covering
financial and non-financial, corporate, and business unit measures of performance which
are focussed on key performance drivers for the business. Within each KPI, stretch
objectives are set.
Executives will only be eligible for a payment to the extent that the overarching EBITDA
Gate is met or exceeded and 100% of mandatory compliance and safety training is achieved.
EBITDA is considered a key measure against which Management and the Board assess the
short-term financial performance of the Company.
Targets are set based on budget, adequacy of challenge and business objectives. Targets
reflect business expectations at that time and may vary from prior year performance
depending on economic and market conditions. The targets and outcomes may be adjusted
(up or down) to exclude the impacts of uncontrollable items such as fair value gains on
deferred consideration and gains on sale of investment.
The performance criteria and weightings are summarised as follows:
Performance
Criteria
Corporate
Safety
Weighting
Detail of Measures
50%
20%
Based on Group EBITDA outcomes* versus target
Based on Group LTIFR versus target
Based on key measures identified annually for the
executive and assessed against expectations for the role.
A combination of scores assessed for executives based on
individual goals relating to:
Individual
Performance
30%
Customer Focus and Technical Leadership
Operational Excellence & Quality
Risk, Compliance & Safety
People & Capability
IMDEX Values
Strategic Initiatives
As part of the assessment, the participant will be
considered against the IMDEX values as part of
determining final outcomes.
*To provide an accurate representation of the company’s ongoing operational performance and to
ensure employee rewards align with sustainable short-term value creation, any unbudgeted non-
recurring or non-operational events or transactions that are not expected to occur regularly or are
unrelated to the underlying operating activities of the company (i.e. "One-off" or “Individually
Significant Items”) such as, gains or losses from business and asset acquisitions, and significant litigation
settlements may be excluded from the EBITDA calculation.
What is the value of
the STI award
opportunity?
The CEO has a maximum STI opportunity of 50% of base salary. Other Executives have a
maximum STI opportunity of up to 35% of base salary if the EBITDA Gate is exceeded and all
the stretch targets are met.
How are STI payouts
determined?
On an annual basis, after consideration of performance against KPIs (including satisfying the
EBITDA Gate and 100% completion of the mandatory Compliance and Safety training), the
Board in line with their responsibilities, determine the amount (if any) of the STI to be paid
to each Executive, seeking recommendations from the CEO as appropriate. The use of the
EBITDA Gate ensures that the STI payouts are affordable to the business and are capped at
the sum of the individual’s maximum opportunity.
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If an Executive ceases employment before the end of the financial year, generally no STI is
awarded for that year subject to overarching Board discretion.
Where a participant ceases employment prior to the deferred portion of their STI award
vesting due to resignation or for cause, the Rights will be forfeited. Where a participant
ceases employment due to a qualifying reason (death, total and permanent disability,
retirement, or redundancy), then vesting will be determined based on the amount of
performance period remaining and subject to Board discretion.
What happens to STI
awards on cessation
of employment?
What happens to STI
awards on cessation
of employment?
(continued)
Long Term Incentive
What is the LTI
plan?
Under the LTI plan, annual grants of performance rights (Rights) are made to Executives to align
remuneration with creation of shareholder value over the long-term.
How much can
Executives
earn?
The number of Rights granted is calculated on a Face Value basis. The CEO has a maximum LTI
opportunity of 100% of base salary. Other Executives have a maximum LTI opportunity of 70% of
base salary.
How is
performance
measured?
Executives are not eligible to receive dividends, or dividend equivalent payments on unvested
Rights.
Awards are subject to three measures, weighted as follows:
1) Relative TSR
2) Absolute EPS
3) Strategic Milestones
Weighting
50%
20%
30%
Purpose
To recognise the creation
of shareholder
value relative to
market peers
To recognise
profitable growth
over the long term
To recognise the
achievement of strategic
milestones over the long-
term
The calculation of each performance measure is outlined below:
1) Relative TSR
IMDEX’s TSR is measured relative to a comparator group of ASX-listed companies comprising the
ASX300 Resources Index. These companies were chosen as they are of similar size and reflect the
Company’s competitors for capital. The TSR for IMDEX and comparator companies is measured
over three financial years (e.g., 1 July 2022 to 30 June 2025 for the FY23 LTI grant).
Relative TSR measures the percentage change in a company’s share price, plus the value of
dividends received during the period, assuming that all those dividends are reinvested into new
shares.
The proportion of Rights that may vest based on relative TSR performance is determined based on
a ranking approach. The TSR for IMDEX and each company in the comparator group is measured
and the companies are ranked by their TSR performance with vesting based on the following
schedule:
TSR percentile ranking of IMDEX
TSR Portion of LTI that vests
(50%)
Below the 50th percentile
At the 50th percentile
Between the 50th percentile and 75th
percentile
At or above the 75th percentile
Nil vesting
50%
Pro-rata
100%
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DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023
Note: Notwithstanding the percentile ranking, no vesting will occur for the relative TSR portion
where IMDEX’s TSR for the Performance Period is negative.
How is
performance
measured?
(continued)
2) Absolute EPS
EPS growth targets are set by the Board at the time of the LTI grant. EPS compound annual growth
rate (CAGR) performance determines the proportion of rights that may vest relative to absolute
EPS as follows:
EPS CAGR
Below 10%
10%
Between 10% and 15%
At or above 15%
3) Strategic Milestones
EPS Portion of LTI that
vests (20%)
Nil vesting
50%
Pro-rata
100%
Strategic milestones and associated measures relating to IMDEX’s long-term objectives are set by
the Board at the time of the LTI grant. Each strategic milestone is assessed over the three-year
performance period with annual progress reviews undertaken between management and the
Board. Due to the sensitive nature of the initiatives related to the strategic milestones, outcomes
will be provided in the remuneration report following the conclusion of the performance period.
The performance measures are tested at the end of the three-year performance period to
determine the number of Rights that vest. There is no opportunity for re-testing. Rights will lapse
if the performance measures are not met at the end of the performance period.
Where a participant ceases employment prior to their award vesting due to resignation or
termination for cause, all Rights will be forfeited. Where a participant ceases employment due to a
qualifying reason (death, total and permanent disability, retirement, or redundancy), then vesting
will be determined based on the amount of performance period remaining and subject to Board
discretion.
In these circumstances, vesting will be determined at the discretion of the Board.
When is
performance
measured?
What happens
on cessation of
employment?
What happens
if there is a
change in
control?
4C: Executive contracts
Remuneration arrangements for KMP are formalised in employment agreements. The following outlines the details of
contracts with KMP.
CEO – Mr Paul House
Mr. House is employed under an ongoing contract, which can be terminated with notice by either side.
Under the terms of the present contract:
Mr House receives a base salary of $800,000 per annum.
A maximum STI opportunity of 50% of base salary.
Eligibility to participate in the IMDEX LTI plan on terms determined by the Board. Maximum opportunity
is 100% of base salary.
Termination provisions
Termination provisions specify that the CEO or the Company may terminate the agreement without cause by giving 6
months written notice. In addition to payment for accrued but untaken annual and long service leave, an additional
payment of 4 months’ base salary is payable on termination by the Company where termination is affected without
cause on 6 months’ notice, inclusive of any redundancy payment payable to the CEO. The Company may otherwise
terminate the contract on 3 months’ notice (due to illness or incapacity), 1 months’ notice (for misconduct) or no notice
Classification | Public
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(if engaged in criminal activity which brings the Company into disrepute). IMDEX can make a payment in lieu of notice
for all or some of the applicable notice period.
All other Executives are employed on individual open-ended employment contracts that set out the terms of their
employment. The termination provisions for other Executives are as follows:
Reason
Notice period
Payment in lieu of
notice
Treatment of STI on
termination
Treatment of LTI on
termination
Resignation
Up to 6 months
Up to 6 months
Unvested awards forfeited. Unvested awards forfeited.
Termination for cause
None
None
Unvested awards forfeited. Unvested awards forfeited.
Termination in cases of
death, disablement,
redundancy, without cause
Up to 6 months
Up to 12 months
Unvested awards
forfeited subject to
Board discretion
Vesting will be determined
based on the amount of
performance period remaining
and the Executive’s
performance, subject to Board
discretion.
5.
Executive Remuneration Outcomes for FY23
Company performance
A summary of IMDEX’s business performance as measured by a range of financial and other indicators, including disclosure
required by the Corporations Act 2001, is outlined in the table below.
Measure
Revenue ($’000)
EBITDA ($’000)
Normalised EBITDA ($’000)
Net profit before tax ($’000)
Net profit after tax ($’000)
Share price at start of year (cents)
Share price at end of year (cents)
Interim dividend (cents) – fully franked
Final dividend (cents) – fully franked
Special dividend (cents) – fully franked
Basic earnings per share (cents)
Normalised basic earnings per share (cents)
Diluted earnings / (loss) per share (cents)
FY23
411,398
100,514
122,5781
54,597
34,995
184.5
189.5
1.5
2.1
-
7.95
12.011
7.55
FY22
341,843
101,987
104,8582
62,566
44,711
204.0
184.5
1.5
1.9
-
11.28
11.852
10.80
FY21
FY20
FY19
264,375
237,691
243,655
78,418
75,5012
44,531
31,667
111.0
204.0
1.0
1.4
0.4
8.01
7.272
7.80
58,072
54,4472
29,142
21,758
131.0
111.0
1.0
0.7
2.0
5.64
4.702
5.46
52,336
52,336
37,452
27,608
123.5
131.0
0.8
1.4
-
7.37
7.37
7.01
1 FY23 stated before $11.1m exceptional litigation costs relating to costs incurred in respect of international IP infringement matters, $10.6m Devico transaction and integration costs and $0.4m
impairment loss on COREVIBE.
2 FY22 stated before a net expense of $2.9m impairment loss, being an impairment loss on COREVIBE IP, inventory and associated fixed assets of $14.1m offset by the related $11.2m estimated
deferred consideration no longer payable; FY21: $2.9m gain on deferred consideration fair value adjustment for Flexidrill and AusSpec); FY20 $3.6m gain on VES sale.
Company performance and its link to short-term incentives
An STI payment will only be made to the extent that the overarching EBITDA Gate is met or exceeded and 100% of
mandatory compliance and safety training is completed by the Executive.
IMDEX’s actual EBITDA performance to budget
target over the three financial years from 1 July
2020 to 30 June 2023:
Financial year
EBITDA vs Gate
Mandatory Compliance and Safety training
completion:
FY23
FY22
FY21
134
Exceeded
Exceeded
Exceeded
Classification | Public
Compliance and safety training
programs 100% completed by all
Executives.
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DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023
Performance in FY23
The table below sets out the STI measures for FY23 and performance outcomes against those measures.
Funding Gateway: Under the STI, payments for Executives and senior management are 100% profit funded once the
adjusted EBITDA target has been achieved. For FY23, whilst the EBITDA Gateway was exceeded, a partial funding
resulted for Executive and senior management awards. In accordance with the STI plan rules, the Board in its absolute
discretion determines the amount (if any) of the STI to be paid based on organisational performance, business
affordability, whilst limiting outcomes for each individual to their maximum % opportunity. In consideration of these
factors including the impact of the Devico transaction, the Board exercised its discretion to award a maximum of up to
56% of the STI opportunity for Executives and senior management.
Objective
Weighting
Performance Achieved/Comments
% Achieved
FY23 EBITDA of $122.6m (normalised) is a material improvement
on the FY22 results reflecting growth in the core business and new
business initiatives whilst completing 2 strategic business
investments (Devico and Krux).
Corporate
50%
Consistent with prior years, budgeted EBITDA has been adjusted for
significant unbudgeted items. Adjustments relate to unbudgeted
impacts of the acquisitions (Devico and Krux) and the excess legal
fees.
50%
All Executives completed 100% of mandatory compliance and
safety training.
This has resulted in this portion of the STI being awarded in full.
Safety
20%
Actual LTIFR of 0.83 was significantly ahead of the FY23 target
<2.98 resulting in this portion of the STI being awarded in full.
20%
Individual objectives for the year related to achieving key results
across four strategic pillars: Investing in Culture & Safety, Core
Business, Critical Business Systems, and Transformation.
Individual
30%
Based on individual performance throughout the year, Executives
met or exceeded expectations achieving 100% to 120% of
outcomes.
30 – 36%
The Board assessed the CEO’s individual performance as meeting
all expectations at 100%.
The following table outlines the STI outcomes for Executives, including the proportion of maximum STI that was earned
and forfeited in relation to FY23.
Corporate
Outcome
Safety
Outcome
Individual
Outcomes
Executive
Mr P. House
Mr P. Evans
Mr S. Southwell
Ms M. Carey
Mr M. Tomasz
(%)
100
100
100
100
100
(%)
100
100
100
100
100
(%)
100
100
100
120
100
Overall
Outcomes
(% of base
salary)
25.0
STI
Awarded1
Percentage of
maximum STI
($)
200,000
Awarded
50%
Forfeited
50%
17.5
17.5
19.6
17.5
84,000
96,250
94,080
78,750
50%
50%
56%
50%
50%
50%
44%
50%
1.
FY23 STI will be paid in September 2023, after the end of the performance period and following the audited financial results.
Mandatory Deferral of STI for the Executives
To promote increased shareholding in the Company, and in line with approved FY22 changes to the executive
remuneration framework, 50% of the FY23 STI award will be awarded as deferred Rights to IMDEX Limited shares. The Rights
will be deferred for twelve months, vesting in July 2024 and are subject to continued service.
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IMDEX Annual Report 2023IIMMDDEEXX LLIIMMIITTEEDD aanndd iittss ccoonnttrroolllleedd eennttiittiieess DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023 Page 11 of 68 Classification | Public Company performance and its link to long-term incentives LTI vesting for grants made prior to FY22 is driven by the Company’s TSR and EPS performance relative to the companies within the ASX 300 Resources Index peer group. The chart below shows the performance of Imdex as measured by the Company's three-year relative TSR and EPS compared to the peer group for each of the LTI grants vesting over the past five years. Note the 2020 LTI performance outcomes will be finalised in September 2023 and therefore results will be published in the 2024 Remuneration Report. The following table provides a summary of the Company’s performance and vesting outcomes for each of the LTI grants. 2019 LTI1 2018 LTI 2017 LTI 2016 LTI Grant Date Jul-19 Jul-18 Jul-17 Jul-16 Expiry Date Jun-22 Jun-21 Jul-20 Jul-19 IMDEX 3-year TSR 142% 62% 66% 382% IMDEX 3-year EPS Growth 53% 40% 395% 132% Combined Percentile Rank 68th 69th 81st 76th Vesting Percentage 65% 65% 85% 76% 1. 2019 (FY20) LTI outcome has been updated to reflect final performance testing undertaken in September 2022. 9298737799827252896600548276816699682015 LTI2016 LTI2017 LTI2018 LTI2019 LTILTI AwardIMD vs Peers TSRIMD vs Peers EPSCombined PercentileRank75thpercentile ranking50thpercentile ranking e
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aa
IMDEX Annual Report 2023
IIMMDDEEXX LLIIMMIITTEEDD
aanndd iittss ccoonnttrroolllleedd eennttiittiieess
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023
6.
Non-Executive Director Remuneration
Remuneration policy
The Board seeks to set aggregate remuneration at a level that provides the Company with the ability to attract and
retain directors of the highest calibre, whilst incurring a cost that is acceptable to shareholders.
The amount of aggregate remuneration sought to be approved by shareholders and the fee structure is reviewed
annually against fees paid to Non-Executive Directors of comparable ASX listed companies with similar market
capitalisation of the Company, as well as similar sized industry comparators. The Board considers advice from external
consultants when undertaking the annual review process.
The Company’s constitution and the ASX listing rules specify that the NED fee pool shall be determined from time to
time by a general meeting. The latest determination was at the 2021 AGM when shareholders approved an aggregate
fee pool of $950,000 per annum.
Structure
The remuneration of NEDs consists of Director Fees and Committee Fees. The payment of additional fees for serving as
a Chair on a committee recognises the additional time commitment required by NEDs who serve on sub-committees.
To ensure independence, NEDs do not participate in any incentive schemes.
The table below summarises the NED fee policy for FY23c:
Director Fees
Board Chair
Non-Executive Directors
Committee Fees
Committee Chair
Committee Member
$240,000
$130,000
$30,000
$10,000
The remuneration of NEDs for FY23 and FY22 is detailed below.
Non-Executive
Director
Mr. A. Wooles
Ms. S. Layman
Mr. K. Dundo1
Mr. I. Gustavino
Ms T. Arlaud
Mr U Airhiavbere2
Totals
Year
FY23
FY22
FY23
FY22
FY23
FY22
FY23
FY22
FY23
FY22
FY23
FY22
FY23
FY22
Short-term benefits
Post-employment
benefits
Director Fees Committee Fees
Superannuation
234,615
220,000
125,000
110,000
26,754
100,000
119,299
100,000
125,000
110,000
70,000
-
700,668
640,000
28,654
25,000
28,750
25,000
287
-
7,263
-
5,615
-
3,864
-
74,433
50,000
-
-
-
-
2,839
10,000
5,939
10,000
-
-
-
-
8,778
20,000
1.
2.
Mr K. Dundo retired from the Board effective 6 October 2022.
Mr U Airhiavbere appointed to the NED effective 19 December 2022.
Total
263,269
245,000
153,750
135,000
29,880
110,000
132,501
110,000
130,615
110,000
73,864
-
783,879
710,000
138
Classification | Public
Page 13 of 68
IMDEX Annual Report 2023
IIMMDDEEXX LLIIMMIITTEEDD
aanndd iittss ccoonnttrroolllleedd eennttiittiieess
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023
7.
Additional Disclosures Relating to Options and Shares
Performance Rights awarded, vested and lapsed during the year
The following table sets out the Rights held by Executives, including the movements in Rights held during FY23.
Executive
Mr P. House
Mr P. Evans
Mr S. Southwell
Ms M. Carey
Mr M. Tomasz
Balance at
start of period
1 July 2022
1,109,682
452,786
357,570
455,392
168,453
Granted as
remuneration
Performance
Rights exercised
Performance
Rights lapsed/
forfeited
511,658
216,671
242,099
213,989
199,481
(126,190)
(88,252)
(32,246)
(84,574)
(66,613)
(46,587)
(23,134)
(44,645)
Balance1 at
end of period
30 June 2023
1,428,537
534,618
544,289
540,162
367,934
Totals
2,543,883
1,383,898
(331,262)
(180,979)
3,415,540
1.
Includes Performance Rights held directly, indirectly and beneficially by Executives.
KMP Shareholdings
The table below details the number of shares held in IMDEX and the movement during FY23.
Class of
shares
Balance at
start of period
1 July 2022
Shares
allocated
under
remuneration
framework1
Non-Executive Directors
Mr A. Wooles
Ms S. Layman
Mr K. Dundo 3
Mr I. Gustavino
Ms T. Arlaud
Mr. U. Airhiavbere
Senior Executives
Mr P. House
Mr P. Evans
Mr S. Southwell
Ms M. Carey
Mr M. Tomasz
Totals
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
250,000
70,000
204,546
-
-
-
266,419
689,189
36,795
270,743
-
-
-
-
-
-
-
126,190
88,252
32,246
84,574
-
Net change
Other
Balance 1at
end of period
30 June 2022
1,363,636
1,613,636
87,083
-
22,728
-
-
521,794
(85,833)
14,000
6,769
-
157,083
204,546
22,728
-
-
914,403
691,608
83,041
362,086
-
Number of
Performance
Rights2 not
vested at year-
end
-
-
-
-
-
-
1,428,537
534,618
544,289
540,162
367,934
1,787,692
331,262
1,930,177
4,049,131
3,415,540
1.
2.
3.
All shares were issued for nil consideration.
Includes Ordinary Shares and Performance Rights held directly, indirectly and beneficially by KMP.
Mr K. Dundo retired from the Board effective 6 October 2022. Closing balance is at this date.
Classification | Public
Page 14 of 68
139
IMDEX Annual Report 2023
IIMMDDEEXX LLIIMMIITTEEDD
aanndd iittss ccoonnttrroolllleedd eennttiittiieess
DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2023
8.
Other Transactions
There are no other transactions and balances with key management personnel and their related parties.
End of Remuneration Report.
Signed in accordance with a resolution of the Directors made pursuant to S.298(2) of the Corporations Act 2001.
On behalf of the Directors
Mr. Anthony Wooles
Chairman
PERTH, Western Australia, 26 August 2023
140
Classification | Public
Page 15 of 68
IMDEX Annual Report 2023
IIMMDDEEXX LLIIMMIITTEEDD
aanndd iittss ccoonnttrroolllleedd eennttiittiieess
DIRECTORS’ DECLARATION
The Directors declare that:
(a)
(b)
in the Directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when
they become due and payable;
in the Directors’ opinion, the attached financial statements and notes thereto are in accordance with the Corporations Act
2001, including compliance with accounting standards and giving a true and fair view of the financial position and performance
of the Group;
(c)
in the Directors’ opinion, the financial statements and notes thereto are in accordance with International Financial Reporting
Standards issued by the International Accounting Standards Board, as stated in note 1.1 to the financial statements; and
(d) the Directors have been given the declarations required by s.295A of the Corporations Act 2001.
At the date of this declaration, the company is within the class of companies affected by ASIC Corporations (Wholly owned Companies)
Instrument 2016/785. The nature of the deed of cross guarantee is such that each company which is party to the deed guarantees to
each creditor payment in full of any debt in accordance with the deed of cross guarantee.
In the directors’ opinion, there are reasonable grounds to believe that the Company and the companies to which ASIC Corporations
(Wholly owned Companies) Instrument 2016/785 applies, as detailed in note 5.3 to the financial statements will, as a group, be able
to meet any liabilities to which they are, or may become, subject because of the deed of cross guarantee.
Signed in accordance with a resolution of the Directors made pursuant to s.295(5) of the Corporations Act 2001.
Dated at PERTH, Western Australia, 26 August 2023
Mr. Anthony Wooles
Classification | Public
Page 16 of 68
141
IMDEX Annual Report 2023
142
IMDEX Annual Report 2023 Contents
Contents
Financial Statements
Financial Statements
144
83
Consolidated Statement of Profit or Loss
and Other Comprehensive Income
Consolidated Statement of Profit or Loss
and Other Comprehensive Income
Consolidated Statement of
Financial Position
Consolidated Statement of
Financial Position
Consolidated Statement of
Changes in Equity
Consolidated Statement of
Changes in Equity
Consolidated Statement of Cash Flows
Consolidated Statement of Cash Flows
144
84
145
85
146
86
147
87
Notes to the
Financial Statements
Notes to the
Financial Statements
About this Report
About this Report
1.1 Basis of Presentation
1.1 Basis of Presentation
1.2 Basis of Consolidation
1.2 Basis of Consolidation
1.3 Changes to Accounting Policies
1.3 Changes to Accounting Policies
1.4 Critical Accounting Judgements and
1.4 Critical Accounting Judgements and
Key Sources of Estimation Uncertainty
Key Sources of Estimation Uncertainty
148
148
88
88
Operating Performance
Operating Performance
2.1 Earnings per Share
2.1 Earnings per Share
2.2 Segment Information
2.2 Segment Information
2.3 Revenue and Expenses
2.3 Revenue and Expenses
2.4 Dividends
2.4 Dividends
2.5 Other Income
2.5 Other Income
2.6 Impairment Loss Net of Related
2.6 Net impairment loss
Fair Value Adjustment
2.7 Significant Items
Debt & Capital
3.1 Cash
Debt & Capital
3.2 Borrowings
3.1 Cash and cash equivalents
3.3 Issued Capital
3.2 Borrowings
3.4 Financial Risk Management
3.3 Issued Capital
3.5 Commitments For Expenditure
3.4 Financial Risk Management
150
90
96
156
3.5 Commitments for Expenditure
Other Assets & Liabilities
97
4.1 Trade and Other Receivables
Other Assets & Liabilities
4.2 Inventories
4.1 Trade and Other Receivables
4.3 Property, Plant & Equipment
4.2 Inventories
4.4 Leases
4.3 Property, Plant & Equipment
4.5 Intangible Assets
4.4 Leases
4.6 Trade & Other Payables
4.5 Intangible Assets
4.7 Provisions
4.6 Trade & Other Payables
4.8 Deferred Consideration
4.7 Provisions
4.9 Investment in an associate
4.8 Deferred Consideration
4.9 Investment in Associates
4.10 Assets Classified as Held For Sale
Other
5.1 Taxation
162
106
5.2 Acquisition of Assets/Subsidiaries
Other
5.3 Parent Entity & Subsidiary Information
5.1 Taxation
5.4 Reserves
5.2 Acquisition of Assets/Subsidiaries
174
5.5 Contingent Assets & Liabilities
5.3 Parent Entity & Subsidiary Information
5.6 Key Management Personnel Compensation
5.4 Reserves
5.7 Related Party Transactions
5.5 Contingent Assets & Liabilities
5.8 Auditor Remuneration
5.6 Key Management Personnel Compensation
5.9 Subsequent Events
5.7 Related Party Transactions
5.8 Auditor Remuneration
Auditor’s Independence Declaration
5.9 Subsequent Events
Auditor Report
127
128
Auditor’s Independence Declaration
Additional Securities Exchange Information 132
Auditor Report
188
189
Shareholder
Information
Additional Securities Exchange Information 194
Shareholder Information 196
136
143
IMDEX Annual Report 2023
IMDEX LIMITED
FINANCIAL STATEMENTS
and its controlled entities
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE
Consolidated Statement of Profit or Loss and Other Comprehensive Income
INCOME
for the Year Ended 30 June 2023
FOR THE YEAR ENDED 30 JUNE 2023
Continuing operations
Revenue from sale of goods, rentals and software
Other income
Raw materials and consumables used
Employee benefits expense
Depreciation and amortisation expense
Finance income
Finance costs
Impairment loss net of related fair value adjustment
Other expenses
Share of loss of associates
Profit before tax from continuing operations
Income tax expense
Profit for the period from continuing operations
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Exchange differences arising on the translation of foreign operations
Other comprehensive income for the year, net of income tax
Total comprehensive income for the year
Profit attributable to owners of the parent
Year Ended
30 June 2023
$’000
Year Ended
30 June 2022
$’000
Notes
2.3
2.5
2.3
2.3
2.3
2.7
2.3
4.9
5.1
411,398
-
(129,336)
(103,981)
(41,188)
996
(5,725)
(372)
(75,523)
(1,672)
54,597
(19,602)
34,995
341,843
526
(104,543)
(83,777)
(36,209)
186
(3,398)
(2,871)
(48,516)
(675)
62,566
(17,855)
44,711
4,715
4,715
39,710
3,813
3,813
48,524
34,995
44,711
Total comprehensive income attributable to owners of the parent
39,710
48,524
Earnings per share
Basic profit per share (cents)
Diluted profit per share (cents)
2.1
2.1
7.95
7.55
11.28
10.80
The Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.
144
Classification | Public
Page 18 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Consolidated Statement of Financial Position as at 30 June 2023
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2023
Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Current tax assets
Assets classified as held for sale
Other
Total current assets
Non-current assets
Property, plant and equipment
Right-of-use assets
Intangible assets
Investment in associates
Deferred tax assets
Other
Total non-current assets
Total assets
Current liabilities
Trade and other payables
Lease liabilities
Deferred consideration
Current tax liabilities
Borrowings
Provisions
Total current liabilities
Non-current liabilities
Lease liabilities
Borrowings
Provisions
Deferred tax liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Retained earnings
Total equity
Notes
3.1
4.1
4.2
5.1
4.10
4.3
4.4
4.5
4.9
5.1
4.6
4.4
4.8
5.1
3.2
4.7
4.4
3.2
4.7
5.1
3.3
5.4
30 June 2023
$’000
30 June 2022
$’000
58,128
90,072
68,627
7,126
7,351
11,346
242,650
58,185
32,120
420,868
13,871
33,815
4,635
563,494
806,144
46,319
5,789
-
4,474
28,000
7,973
92,555
32,511
95,048
293
29,529
157,381
249,936
556,208
401,164
20,680
134,364
556,208
36,368
73,349
57,061
1,939
-
7,201
175,918
55,538
28,189
97,793
5,031
27,590
3,551
217,692
393,610
34,696
4,301
2,936
5,565
-
6,067
53,565
30,350
12,166
303
-
42,819
96,384
297,226
169,078
13,635
114,513
297,226
The Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
Classification | Public
145
Page 19 of 68
IMDEX Annual Report 2023
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T
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2023
Consolidated Statement of Cash Flows
for the Financial Year Ended 30 June 2023
Year Ended
30 June 2023
$’000
Year Ended
30 June 2022
$’000
Notes
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Income tax paid
Interest received
Net cash generated from operating activities
Cash flows from investing activities
Payment for property, plant and equipment
Payment for intangible assets
Payment for deferred consideration
Payment for acquisitions (net of cash acquired)
Payment for the investment in associates
Net cash used in investing activities
Cash flows from financing activities
Repayment of borrowings
Proceeds from borrowings, net of costs
Interest and other costs of finance paid
Proceeds from issue of ordinary shares, net of costs
Dividends paid
Cash paid due to settlement of performance rights
Repayment of lease liabilities
Net cash provided by/(used) in financing activities
3.1
4.8
5.2
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
Effects of foreign exchange rate changes
Cash and cash equivalents at the end of the financial year
3.1
437,064
(333,015)
(22,539)
996
82,506
(20,942)
(6,213)
(3,308)
(305,295)
(10,367)
(346,125)
(15,910)
117,079
(3,202)
215,824
(15,144)
(3,511)
(9,275)
285,861
22,242
36,368
(482)
58,128
351,748
(282,124)
(13,504)
186
56,306
(32,951)
(4,715)
(1,000)
(8,667)
(5,706)
(53,039)
-
-
(585)
-
(13,083)
(4,214)
(7,425)
(25,307)
(22,040)
58,477
(69)
36,368
The Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.
Classification | Public
Page 21 of 68
147
IMDEX Annual Report 2023
IMDEX LIMITED
NOTES TO THE FINANCIAL STATEMENTS
and its controlled entities
The results of subsidiaries acquired or disposed of during the year
are included in the consolidated income statement from the
effective date of acquisition or up to the effective date of disposal,
as appropriate.
Where necessary, adjustments are made to the financial
statements of subsidiaries to bring their accounting policies into
line with those used by other members of the Group.
All intra-group transactions, balances, income and expenses are
eliminated in full on consolidation.
A change in the ownership interest of a subsidiary that does not
result in a loss of control, is accounted for as an equity transaction.
If the Group loses control over a subsidiary, it:
derecognises the assets
liabilities of the subsidiary;
(including goodwill) and
derecognises the carrying amount of any non-controlling
interest;
recognises the fair value of the consideration received;
recognises the fair value of any investment retained;
recognises any surplus or deficit in profit or loss, and;
reclassifies to profit or loss or transfers directly to
retained earnings, as appropriate, the parent’s share of
components
other
comprehensive income.
recognised
previously
in
Certain prior year disclosures have been reclassified
for
These
consistency with the current year presentation.
reclassifications are not material to the current period financial
report.
About this Report
ABOUT THIS REPORT
IMDEX Limited (the “Company”) is a listed public company,
incorporated in Western Australia and along with its subsidiaries
(collectively the “Group”) operates in Asia-Pacific, Africa / Europe
and the Americas. For the purposes of preparing the consolidated
financial statements, the Company is a for-profit entity.
1.1
Basis of Presentation
The Financial Report has been prepared on the going concern basis
and on the basis of historical cost. Cost is based on the fair values
of the consideration given in exchange for assets. All amounts are
presented in Australian dollars, unless otherwise noted and
accounting policies have been applied consistently in all periods
presented.
The amounts contained in the financial report have been rounded
to the nearest $1,000 (where rounding is applicable) where noted
($’000) under the option available to the Company under ASIC
Corporations
Reports)
Instrument 2016/191. The Company is an entity to which this
legislative instrument applies.
Financial/Directors’
(Rounding
in
The Financial Report:
in accordance with Australian
has been prepared
Accounting Standards (AASBs),
including Australian
Accounting Interpretations adopted by the Australian
Accounting Standards Board, and the Corporations Act
2001. The Financial Report of the Group also complies
with International Financial Reporting Standards (IFRSs)
and Interpretations as issued by the International
Accounting Standards Board (IASB);
presents reclassified comparative information where
appropriate to enhance comparability with the current
period presentation.
adopts all new and amended Accounting Standards and
Interpretations issued by the AASB that are relevant to
the operations of the Group and effective for reporting
periods beginning on or after 1 July 2022. Refer to note
1.3 for further details;
does not early adopt any Accounting Standards and
Interpretations that have been issued or amended but
are not yet effective, unless otherwise disclosed. Refer
to note 1.3 for further details; and
The financial statements were authorised for issue by the Directors
on 26 August 2023.
1.2
Basis of Consolidation
The consolidated financial statements incorporate the financial
statements of the Company and entities controlled by the
Company (its subsidiaries). Control is achieved when the Company
has power over an entity and is exposed to, or has rights over, the
variable returns of the entity, as well as the ability to use this
power to affect the variable returns of the entity.
148
Classification | Public
Page 22 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
ABOUT THIS REPORT
About this Report
1.3
Changes to Accounting Policies
The Group has adopted all new and amended Australian
Accounting Standards and Interpretations which were required to
be applied from 1 July 2022.
Amendments to existing standards effective and adopted from
1 July 2022 but not relevant or significant to the Group:
AASB2020-3
AASB2021-7
AASB2023-2
Amendments
to Australian Accounting
Standards – Annual Improvements 2018-2020
and other Amendments
Amendments to Australian Effective Date of
Amendments to AASB 10 and AASB 128 and
Editorial Corrections (insofar as the Standard
relates to editorial corrections that are
effective for the current year)
to Australian Accounting
Amendments
Standards – International Tax Reform – Pillar
Two Model Rules.
The Company have applied
the above
exemption issued on 27 June 2023, which
provides temporary relief from the recognition
of deferred taxes arising from the Pillar Two
reforms in preparation of the financial report.
New standards and amendments to standards that have been
issued but not yet effective or early adopted by the Group:
Amendments to AASB 101
Classification of Liabilities as
Current or Non-current
Amendments to AASB 108 Disclosure of Accounting Policies
and Definition of Accounting
Estimates
1.4
Critical Accounting Judgements and Key Sources
of Estimation Uncertainty
In the application of the Group’s accounting policies,
management is required to make judgements, estimates and
assumptions about carrying values of assets and liabilities
that are not readily apparent from other sources. The
estimates and associated assumptions are based on historical
experience and other relevant factors. Actual results may
differ from these estimates. The estimates and underlying
assumptions are reviewed on an ongoing basis. Significant
judgements, estimates and assumptions made by
management in the preparation of these financial statements
are outlined in the following notes:
2.3 – Revenue recognition – estimating variable
consideration for volume rebates
4.1 – Recoverability of receivables
4.3 – Recoverability of non-current assets
4.4 – Leases
4.5 – Intangible assets
4.7 – Provisions
4.8 – Deferred consideration
4.9 – Investments in associates
4.10 – Assets classified as held for sale
5.1 – Taxation
5.2 – Acquisition of subsidiaries/assets
5.4 – Share-based payments
Classification | Public
149
Page 23 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OPERATING PERFORMANCE
Operating Performance
2.1
Earnings per share
Profit attributable to equity holders of the Company in the calculation of
basic and diluted earnings per share
Weighted average number of ordinary shares for the purposes of basic
earnings per share
Weighted average number of ordinary shares used in the calculation of
diluted earnings per share
From continuing operations
Basic earnings per share
Including individually significant items
Excluding individually significant items (Note 2.6)
Diluted earnings per share
2023
$’000
2022
$’000
34,995
44,711
Number of Shares
440,417,327
396,452,400
482,234,081
413,861,320
7.95
12.01
7.55
11.28
11.85
10.80
2.2
Segment information
The primary means by which the Board views the
business and makes key decisions
is based on
geographical lines.
An operating segment is a component of the Group that
engages in business activities from which it may earn
incur expenses (including revenues and
revenues and
expenses relating to transactions with other components of
the Group), whose operating results are regularly reviewed
by the Group’s Chief Operating Decision Maker (CODM) to
make decisions about resources to be allocated to the
segment and assess its performance and for which discrete
financial information is available. Management will also
consider other factors in determining operating segments
such as the existence of a regional general manager and the
level of segment information presented to the Board of
Directors.
Information reported to the CODM for the purposes of
resource allocation and assessment of segment performance
focuses on the regions serviced. The Directors of the
Company have chosen to organise the Group around
different geographical markets serviced by the entity’s
products and services.
No operating segments have been aggregated in arriving at
the reportable segments of the Group. All segments are in the
business of the manufacture and sale/rental of products and
software
following
the mining sector along
geographical lines:
the
to
AM – Americas
APAC – Asia Pacific
AE – Africa / Europe
The operating segment results include the results of the
Devico Group following completion of the acquisition on 28
February 2023.
Segment results, assets and liabilities include items directly
attributable to a segment as well as those that can be
allocated on a reasonable basis. Unallocated items mainly
comprise deferred tax assets, treasury cash, net financing
costs for the Group and the corporate portion of head office
costs. Segment capital expenditure is the total cost incurred
during the period to acquire segment assets that are
expected to be used for more than one period.
The following is an analysis of the revenue and results for the
year, analysed by reportable segment.
150
Classification | Public
Page 24 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Operating Performance
OPERATING PERFORMANCE
2.2
Segment information (continued)
Segment results
Depreciation and amortisation expenses
(21,632)
(10,339)
2023
Revenue from sale of goods, rentals and
software
Results before individually significant items
Earnings before individually significant items,
interest, income tax, depreciation and
amortisation
Finance income
Finance costs
Profit before tax
Income tax expense
Profit after tax
Individually significant items (Note 2.6)
Gross individually significant items
Tax on individually significant items
Net individually significant items
Profit after tax after individually significant
items
2022
Revenue from sale of goods, rentals and
software
Results before individually significant items
Earnings before individually significant items,
interest, income tax, depreciation and
amortisation
Depreciation and amortisation expenses
Finance income
Finance costs
Profit before tax
Income tax expense
Profit after tax
Individually significant items (Note 2.6)
Gross individually significant items
Tax on individually significant items
Net individually significant items
Profit after tax after individually significant
items
AM –
Americas
APAC –
AsiaPac
AE – Africa /
Europe
Segment
Total
IMDEX
Product(i)
Un-
allocated(iii)
Total
Central
administr
ation
costs(ii)
$’000
$’000
$’000
190,431
119,129
101,838
411,398
-
-
-
411,398
76,546
44,956
-
(484)
-
(846)
51,993
(8,167)
-
(275)
173,495
(39,677)
(9,568)
(1,672)
122,578
(40,138)
-
(1,605)
(869)
-
-
(181)
-
(76)
-
(41,188)
996
(4,044)
996
(5,725)
54,430
33,771
43,551
131,752
(40,546)
(9,825)
(4,720)
76,661
-
-
-
-
-
-
(23,756)
(23,756)
54,430
33,771
43,551
131,752
(40,546)
(9,825)
(28,476)
52,905
-
-
-
-
-
-
-
-
-
-
-
-
160,404
99,649
81,790
341,843
-
-
-
-
-
-
-
-
(22,064)
(22,064)
4,154
4,154
(17,910)
(17,910)
34,995
-
341,843
66,833
(18,186)
-
39,179
(9,263)
-
(541)
(780)
40,488
(7,665)
-
(302)
146,500
(32,591)
(8,376)
(675)
104,858
(35,114)
(821)
(274)
-
(36,209)
-
(1,623)
-
-
-
(147)
186
(1,628)
(2,117)
186
(3,398)
65,437
48,106
29,136
32,521
109,763
(33,412)
(8,797)
-
-
-
-
-
-
(18,457)
(18,457)
48,106
29,136
32,521
109,763
(33,412)
(8,797)
(20,574)
46,980
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(2,871)
(2,871)
602
602
(2,269)
(2,269)
44,711
(i)
(ii)
(iii)
Since the last annual report, IMDEX has redefined IMDEX Technology to IMDEX Product which includes Intellectual Property. IMDEX
Product includes Research and Development, Software Development, Product Management and Intellectual Property activities. Prior
period figures have been restated. Included in IMDEX Product is R&D spend (excluding capitalised development costs) of $27.4 million
(FY22: $26.2 million).
Central administration costs comprise the corporate portion of head office costs. Head office costs attributable to operations are allocated
to reportable segments in proportion to the revenues earned from those segments.
Unallocated items include the share of loss of an associate, Individually Significant Items (ISI), finance income and finance costs associated
with the Group treasury function. Interest on lease liabilities is considered directly attributable to the segments and has been included in
their segment results.
Classification | Public
Page 25 of 68
151
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OPERATING PERFORMANCE
Operating Performance
2.2
Segment information (continued)
Segment assets and liabilities
AM – Americas
APAC – AsiaPac
AE – Africa / Europe
Total of all segments
Unallocated
Consolidated
Assets
Liabilities
2023
$’000
2022
$’000
2023
$’000
2022
$’000
365,351
164,249
155,383
684,983
121,161
806,144
152,244
119,301
75,553
347,098
46,512
393,610
29,141
46,717
17,027
92,885
157,051
249,936
21,508
44,235
9,974
75,717
20,667
96,384
For the purposes of monitoring segment performance and allocating resources between segments:
All assets are allocated to reportable segments other than tax assets, investment in associate, assets classified as held for
sale and treasury cash.
All liabilities are allocated to reportable segments other than tax liabilities, the external loan and the deferred
consideration.
Other segment information
2023
Acquisition of segment net assets
2022
Acquisition of segment net assets
AM –
Americas
$’000
223,557
APAC –
AsiaPac
$’000
AE – Africa /
Europe
Unallocated
Total
$’000
$’000
$’000
59,820
73,646
(21,284)
335,739
7,594
4,787
3,861
5,706
21,948
152
Classification | Public
Page 26 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Operating Performance
OPERATING PERFORMANCE
2.3
Revenue and expenses
Revenue
Sale of goods (i)
Rentals and software (ii)
Note
2023
$’000
166,229
245,169
411,398
2022
$’000
133,860
207,983
341,843
(i)
(ii)
The Group typically satisfies the obligation associated with the sale of drilling fluids and equipment at a point in time upon shipment or
delivery when control is transferred to customers.
The Group typically satisfies the obligation to provide rental products and services and software subscriptions over time.
Revenue from contracts with customers is recognised at an amount that reflects the consideration to which the Group expects to be
entitled in exchange for those goods or services. Revenue is recognised net of allowances for returns and customer claims and any
taxes collected from customers, which are subsequently remitted to government authorities. Contract assets and contract liabilities
are not material to the Group’s financial position.
Determining whether products and services and software subscriptions are considered distinct performance obligations that should
be accounted for separately versus together require significant judgement. The Group provides products and services to its
customers based on contracts that may contain several elements but for the vast majority of contracts, these elements represent
only one single performance obligation for which revenue is recognised. Software revenue is presented together with rental revenue,
given the high level of integration between our sensors and software technologies (in particular IMDEX HUB-IQ).
The Group may be entitled to variable consideration in several forms which are determined through its agreements with customers.
The Group can offer prompt payment discounts, sales rebates or other incentive payments to customers. Sales rebates and other
incentive payments are typically awarded upon achievement of certain performance metrics, including volume. The Group utilises
forecasted sales data and rebate percentages specific to each customer agreement and updates its judgement of the amount to
which the customer is entitled each period, to determine the variable consideration to be received.
Expense analysis by nature:
Employee benefits expense
Salaries and wages (i)
Defined contribution superannuation/pension costs
Share based payments (i)
Depreciation and amortisation expense
Depreciation of property, plant and equipment
Depreciation of right-of-use assets
Amortisation of intangible assets
Finance costs
Interest on lease liabilities
Accretion of interest on deferred consideration
Amortisation of borrowing costs
Interest and other financing costs
Note
4.3
4.4
4.5
4.4
4.8
2023
$’000
(89,671)
(6,140)
(8,170)
(103,981)
(26,453)
(7,157)
(7,578)
(41,188)
(1,681)
-
(359)
(3,685)
(5,725)
2022
$’000
(74,197)
(4,766)
(4,814)
(83,777)
(25,170)
(6,178)
(4,861)
(36,209)
(1,770)
(719)
(82)
(827)
(3,398)
Classification | Public
153
Page 27 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OPERATING PERFORMANCE
Operating Performance
2.3
Revenue and expenses (continued)
Other expenses
Consulting, audit and legal expenses (i) (ii) (iii)
Facilities and utilities expenses
Travel and accommodation (i)
Slow-moving and obsolete stock
Allowance for expected credit losses
Software and network infrastructure (i)
Materials associated with developing technologies
Other expenses (i)
Note
2023
$’000
4.1
(34,854)
(4,471)
(10,747)
(189)
(1,658)
(5,971)
(3,747)
(13,886)
(75,523)
2022
$’000
(16,191)
(3,948)
(5,710)
(1,182)
(917)
(4,069)
(6,269)
(10,230)
(48,516)
(i)
(ii)
(iii)
The current period expenses include costs associated with the Devico acquisition and integration activity, impacting expenses presented
above (salaries and wages: $0.5 million, shared based payments: $1.0 million, consulting expenses: $7.0 million consulting, travel and
accommodation: $0.7 million, software and network infrastructure: $0.3 million and others expenses: $1.1 million). Refer to Note 2.6
Individually Significant Items for further disclosures.
The current period legal expenses include exceptional litigation costs of $11.1 million (refer to Note 2.6 Individually Significant Items).
Includes legal, audit, taxation, share registry, corporate secretarial fees and consulting services.
Defined contribution plans
Contributions to defined contribution superannuation/pension plans are expensed when incurred.
2.4
Dividends
The following dividends have been paid by the Company or declared by the Directors since the commencement of the financial
year ended 30 June 2023:
(i)
(ii)
(iii)
FY22 fully-franked final dividend of 1.9 cents (2021: 1.4 cents) per share paid on 11 October 2022;
FY23 fully-franked interim dividend of 1.5 cents (2022: 1.5 cents) per share paid on 20 March 2023; and
FY23 fully-franked final dividend of 2.1 cents (2022: 1.9 cents) per share to be paid on 12 October 2023.
The franking account balance is $35.8 million (2022: $40.9 million).
2.5
Other income
Other income
Other income
Note
2023
$’000
2022
$’000
-
-
526
526
During the prior period, the Group received $0.7 million of COVID-19 related overseas government grants, of which $0.5 million has
been recorded in other income and $0.2 million has been offset against employee benefits expense since they were direct
reimbursement for these expenses.
154
Classification | Public
Page 28 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OPERATING PERFORMANCE
Operating Performance
2.6
Individually significant items (ISIs)
Profit after tax includes the following expenses whose disclosure is relevant in explaining the financial performance of the Group:
2023
Exceptional legal costs
Devico transaction and integration costs
Flexidrill settlement – residual cost (Note 2.7)
Total individually significant items
Gross
$’000
Tax
$’000
Net
$’000
11,100
10,592
372
22,064
(3,330)
(824)
-
(4,154)
7,770
9,768
372
17,910
Exceptional litigation costs of $11.1 million have been incurred in FY23, relating to costs incurred in respect of international IP
infringement matters.
Devico transaction and integration costs include M&A, due diligence and integration activities, as well as associated KMP
retention costs.
2022
Gross
$’000
Tax
$’000
Net
$’000
Impairment loss net of related fair value adjustment (Note 2.7)
Total individually significant items
2,871
2,871
(602)
(602)
2,269
2,269
2.7
Impairment loss net of related fair value adjustment
Impairment loss net of related fair value adjustment
Impairment of inventory
Impairment of property, plant and equipment
Impairment of intangible assets
Fair value gain/(loss) on deferred consideration
Note
4.2
4.3
4.5
4.8
2023
$’000
2022
$’000
-
-
-
(372)
(372)
(1,581)
(425)
(12,113)
11,248
(2,871)
During the current period, the Group finalised a Deed of Termination and Settlement with the prior owners of the Flexidrill
technologies, with final settlement of $1.8 million paid in August 2022. This has resulted in a net $0.4 million expense during the
period (refer to Note 4.8).
During the prior period, an impairment loss net of related fair value adjustment of $2.9 million pre-tax ($2.3 million post tax) has
been recognised in relation to COREVIBE tangible and intangible assets, acquired in the acquisition of Flexidrill (completed January
2020). This follows completion of COREVIBE laboratory and field trials throughout the period, through which the technology achieved
some benefits, however failed to meet the IMDEX hurdle rates to be a product within our portfolio. As such, the Group has taken
the decision to cease further development of the COREVIBE technology.
Classification | Public
155
Page 29 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Debit & Capital
DEBT & CAPITAL
3.1
Cash and cash equivalents
Reconciliation of cash and cash equivalents
For the purposes of the Statement of Cash Flows, cash includes cash at bank, cash on hand, deposits at call and cash held in mutual
funds.
Cash at bank earns interest at floating rates based on daily bank deposit rates. Cash held in mutual funds represent cash
investments which generate returns higher than cash at bank and can be accessed immediately if required.
Cash at the end of the year as shown in the Statement of Cash Flows is reconciled to the related items in the balance sheet as
follows:
Cash at bank and on hand
Reconciliation from the profit for the year to net cash generated from operating activities
Profit for the year
Adjustments for non-cash items
Depreciation and amortisation of non-current assets
Interest paid disclosed as financing activities
Allowance for expected credit losses
Share options and performance rights expensed
Share of loss of an associate
Impairment loss net of related fair value adjustment
Interest on lease liabilities
Accretion of interest on deferred considerations
Amortisation of borrowing costs
Other
Changes in assets and liabilities during the financial year
(Increase) / decrease in assets:
Current receivables
Current inventories
Other current assets
Other non-current assets
Increase / (decrease) in liabilities:
Current payables
Provision for employee entitlements
Current and deferred tax liability
Net cash generated from operating activities
2023
$’000
2022
$’000
58,128
36,368
34,995
44,711
41,188
3,685
1,658
8,170
1,672
372
1,681
-
359
512
(9,288)
(653)
(4,233)
(1,084)
5,638
771
(2,937)
82,506
36,209
827
917
4,814
675
2,871
1,770
719
82
(180)
(19,471)
(18,396)
(2,052)
157
(2,148)
450
4,351
56,306
156
Classification | Public
Page 30 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
DEBT & CAPITAL
Debit & Capital
3.2
Borrowings
Current borrowings - secured
JP Morgan Australia
Non-current borrowings - secured
Commonwealth Bank of Australia
JP Morgan Australia
Total
2023
$’000
28,000
28,000
12,542
82,506
95,048
123,048
2022
$’000
-
-
12,166
-
12,166
12,166
30 June
2022
Acquisi
tion
Drawn
Repaid
$’000
$’000
$’000
$’000
Foreign
Exchange
Movement
$’000
Capitalised
Borrowing
Costs
$’000
Amortisation
Borrowing
Costs
$’000
30 June
2023
$’000
-
-
443
(100)
33
12,542
Total
borrowings
Commonwealth
Bank of
Australia Facility
JP Morgan
Australia Facility
Nordea Bank
Total
12,166
-
-
-
-
120,000
(7,000)
8,814
-
(8,910)
12,166
8,814
120,000
(15,910)
All loans and borrowings are initially recognised at the fair
value of the consideration received less directly attributable
fees, premiums paid and transaction costs. After initial
recognition,
loans and borrowings are
subsequently measured at amortised cost using the effective
interest method.
interest-bearing
Borrowings are classified as current liabilities unless the
Group has an unconditional right to defer settlement of the
liability for at least twelve months after the reporting date.
The key terms of the Commonwealth Bank Facility are as
follows:
Term: Multicurrency, Multi Option Revolving Facility has no
repayment requirements other than at expiry. The facility is
due to expire on 1 July 2024.
Maximum Facility: $30 million.
Drawn Balance at 30 June 2023: borrowings $12.5 million,
bank guarantees $1.2 million, credit cards $0.1 million.
Undrawn Balance at 30 June 2023: $16.2 million.
Effective Interest Rate: 6.47%.
-
96
539
(2,820)
326
110,506
-
-
-
(2,920)
359
123,048
The key terms of the JP Morgan Australia A$84 million
Amortising Term Loan facility are as follows:
Term: Amortising Term Loan with repayment instalments of
$7 million per calendar quarter. The facility is due to expire
on 19 January 2026.
Effective Interest Rate: 5.63%.
The key terms of the JP Morgan Australia A$36 million
Revolving Working Capital facility are as follows:
Term: Multi-currency Revolving Working Capital facility. The
facility is due to expire on 19 January 2027.
Maximum Facility: $36 million
Drawn Balance at 30 June 2023: $36 million.
Undrawn Balance at 30 June 2023: nil.
Effective Interest Rate: 5.63%.
The facilities are secured against the assets of key entities
across the IMDEX group, located across Australia, New
Zealand, Europe and the Americas, and subject to typical
financial covenants.
Classification | Public
157
Page 31 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
DEBT & CAPITAL
Debit & Capital
3.3
Issued capital
Issued and Paid-Up Capital - Fully paid ordinary shares
Balance at beginning of the financial year
Shares issued relating to the MinePortal acquisition
Shares issued in the equity raising related to the acquisition
of Devico AS
Shares issued as partial consideration for the acquisition of
Devico AS
2023
2022
Notes
Number
$'000
Number
$'000
396,452,400
1,578,117
(ii)
3,272
169,078 396,452,400
169,078
(iii) 101,943,277
215,824
(iii)
5,480,847
12,990
-
-
-
-
-
-
Closing balance at end of the financial year
(i) 505,454,641
401,164 396,452,400
169,078
(i)
(ii)
(iii)
Fully paid ordinary shares carry one vote per share and
carry the right to dividends.
During the period, the Company issued 1.6 million
ordinary shares in connection with the acquisition of
MinePortal. Refer to note 5.2.
During the period, the Company issued 101.9 million
ordinary shares in the equity raising in connection with
the acquisition of Devico AS and issued 5.5m ordinary
shares as part of the acquisition consideration. Refer to
note 5.2.
from the proceeds.
Incremental costs directly attributable to the issue of new
shares or options are shown in equity as a deduction, net of
tax,
Incremental costs directly
attributable to the issue of new shares or options for the
acquisition of a business are not included in the cost of the
acquisition as part of the purchase consideration.
Where any Group company purchases the Company’s
equity instruments, for example as the result of a share buy-
back or a share-based payment plan, the consideration
paid, including any directly attributable incremental costs
(net of income taxes) is deducted from equity attributable
to the owners of the Company as treasury shares until the
shares are cancelled or reissued.
Where such ordinary shares are subsequently reissued, any
consideration received, net of any directly attributable
incremental transaction costs and the related income tax
effects, is included in equity attributable to the owners of
the Company.
3.4
Financial risk management
Categories of financial instruments
Financial assets carried at amortised cost
Cash and cash equivalents
Trade and other receivables
Financial liabilities carried at amortised cost
Trade and other payables
Lease liabilities
Borrowings
Financial risk management objectives
2023
$’000
58,128
94,707
152,835
46,319
38,300
123,048
207,667
2022
$’000
36,368
76,900
113,268
34,696
34,651
12,166
81,513
The Group is exposed to financial risks through the normal course of its business operations. The key financial risks impacting the
Group relate to its financial instruments as per those disclosed in the statement of financial position. Specifically, those key risks are
considered to be foreign currency risk and interest rate risk. The Group monitors its exposure to these risks on a regular basis and
may enter into derivative financial instruments to manage these risks where appropriate. There are no derivative financial
instruments in operation at the reporting date.
158
Classification | Public
Page 32 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
DEBT & CAPITAL
Debit & Capital
3.4
Financial risk management (continued)
Foreign currency risk management
Exposure
The functional currency of the Company is Australian dollars.
Certain financial instruments of the Group are exposed to
movements in various currencies. The Group undertakes
certain transactions denominated in foreign currencies,
hence exposures to foreign exchange rate fluctuations arise.
Exchange rate exposures are managed with the use of
natural hedges where possible and with the use of financial
instruments where benefit outweighs cost within approved
policy parameters. During the current and prior year no
instruments were used to manage foreign
derivative
exchange risk.
The carrying amount in Australian dollars of the Group’s
monetary assets and liabilities denominated in currencies
other than Australian dollars at the reporting date are as per
the table below. Non-Australian dollar liabilities include trade
creditors and borrowings recorded in Australian as well as
non-Australian entities. Non-Australian dollar assets
include cash on hand and debtors recorded in Australian as
well as non-Australian entities. Any fluctuation in exchange
rates relative to the Australian dollar will cause the below
assets and liabilities to change in value.
Liabilities
Assets
2023
$'000
2022
$'000
2023
$'000
2022
$'000
16,958
17,943
863
680
2,089
667
1,172
47
620
1,175
791
1,476
530
-
50
1,011
63,255
10,066
5,259
13,234
8,017
6,894
2,237
8,785
44,212
5,793
5,569
12,386
4,615
-
2,535
2,960
United States Dollars
Euro
South African Rand
Canadian Dollars
Chilean Pesos
Norwegian Krone
Argentine Pesos
Other
Sensitivity
The Group is mainly exposed to United States Dollars, Euro and Canadian Dollars, Chilean Pesos and Norweigian Krone. The
following table details the Group’s sensitivity to a 10% (2022: 10%) increase or decrease in the Australian Dollar against the
relevant foreign currencies.
United States Dollar Impact
2023
$'000
2022
$'000
Canadian Dollar Impact
2022
2023
$'000
$'000
10% increase
10% decrease
10% increase
10% decrease
10% increase
10% decrease
4,630
(4,630)
2,627
(2,627)
Euro Impact
2023
$'000
2022
$'000
920
(920)
462
(462)
Norwegian Krone Impact
2023
$'000
572
(572)
2022
$'000
-
-
Classification | Public
1,091
(1,091)
1,114
(1,114)
Chilean Pesos Impact
2022
$'000
2023
$'000
735
(735)
409
(409)
159
Page 33 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
DEBT & CAPITAL
Debit & Capital
3.4
Financial risk management (continued)
Sensitivity (continued)
The following table details the Group’s sensitivity to a 100% (2022: 100%) increase or decrease in the Australian Dollar against
Argentine Pesos which is experiencing hyperinflation.
100% increase
100% decrease
Argentine Pesos Impact
2023
$'000
2,189
(2,189)
2022
$'000
2,485
(2,485)
Profit / (loss) impacts are mainly attributable to exposure on cash, borrowings, trade receivables and payables at the reporting
date denominated in the applicable foreign currency.
Interest rate risk management
The Group’s cash flow is exposed to interest rate risk as entities in the Group borrow, lend and deposit funds at floating rates of
interest. The following table details the Group’s pre-tax loss sensitivity to a 1% increase and decrease in variable interest rates:
Increased interest rate
Decreased interest rate
Credit risk management
The Group’s maximum exposure to credit risk is the carrying
amount of those assets as indicated in the statement of financial
position. Credit risk on financial instruments refers to the
potential financial loss to the Group that may result from
counterparties failing to meet their contractual obligations. The
Group manages its counterparty risk by limiting its transactions
to counterparties of sound credit worthiness. The Group faced
no significant credit exposures at the balance date.
Liquidity risk management
Ultimate responsibility for liquidity risk management rests with
the Board of Directors, who monitors short, medium and long
term liquidity requirements through the use of financial models.
The treasury function reports regularly to key management
Consolidated Impact
2023
$ '000
(1,613)
1,613
2022
$ '000
(468)
468
facilities and
personnel and the Board on matters affecting liquidity risk. The
Group manages liquidity risk by maintaining adequate reserves,
banking
facilities by
continuously monitoring forecast and actual cash flows and
matching the maturity profiles of financial assets and liabilities.
At 30 June 2023 the Company/Group has undrawn facilities of
$16.2 million.
reserve borrowing
Maturity of financial liabilities
The following tables detail the Company’s and the Group’s
remaining contractual maturity for its non–derivative financial
liabilities. The tables have been drawn up based on the
undiscounted cash flows of financial liabilities based on the
earliest date on which the Group may be required to pay. The
table includes both interest and principal cash flows.
2023
Trade and other payables
Lease liabilities
Borrowings
2022
Trade and other payables
Lease liabilities
Borrowings
160
Effective
interest rate
0-3
months
3 months to
1 year
1-5 years
5+ years
Total
%
$’000
$’000
$’000
$’000
$’000
-
4.6%
5.8%
-
4.4%
4.3%
46,319
2,177
7,000
55,496
34,696
1,717
-
36,413
-
6,530
21,000
27,530
-
5,153
-
5,153
-
24,393
95,048
119,441
-
24,361
12,166
36,527
Classification | Public
-
21,388
-
21,388
-
18,010
-
18,010
46,319
54,488
123,048
223,855
34,696
49,241
12,166
96,103
Page 34 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
DEBT & CAPITAL
Debit & Capital
3.4
Financial risk management (continued)
Maturity of financial assets
The following tables detail the Company’s and the Group’s remaining contractual maturity for its financial assets. The tables have
been drawn up based on the undiscounted cash flows of financial assets including interest that will be earned on those assets
except where the Company/Group anticipates that the cash flow will occur in a different period.
Effective interest rate
0-3 months
3 months
to 1 year
1-5 years
5+ years
Total
%
$’000
$’000
$’000
$’000
$’000
2023
Trade and other
receivables
Cash
2022
Trade and other
receivables
Cash
1.6%
-
0.4%
90,072
58,128
148,200
73,349
36,368
109,717
-
-
-
-
-
-
4,635
-
4,635
3,551
-
3,551
-
-
-
-
-
-
94,707
58,128
152,835
76,900
36,368
113,268
Non- derivative financial instruments
3.5
Commitments for expenditure
Recognition and measurement
Capital expenditure commitments
At 30 June 2023 the Group had $4.2 million capital
commitments (2021: $2.5 million).
Financial instruments are initially measured at cost on trade
date, which includes transaction costs, when the related
contractual rights or obligations exist. Subsequent to initial
recognition these instruments are measured as set out below.
The classification depends on the nature and purpose of the
financial assets and is determined at the time of initial
recognition. All regular purchases or sales of financial assets
are recognised and derecognised on a trade date basis, where
the purchase or sale of an investment is under a contract
whose terms require delivery of the investment within the
timeframe established by the market concerned.
Fair value of financial Instruments
The Directors consider that the carrying amount of financial
assets and liabilities recorded in the financial statements
represents or approximate their respective fair values.
Classification | Public
161
Page 35 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Other Assets & Liabilities
OTHER ASSETS & LIABILITIES
4.1
Trade and other receivables
Current
Trade receivables
Less allowance for expected credit losses
Other receivables and accrued income
Notes
2023
$’000
2022
$’000
(i)
(iii)
(ii)
92,374
(6,670)
85,704
4,368
90,072
76,242
(3,951)
72,291
1,058
73,349
(i) The average credit period on sales of goods is approximately 60 days. Trade receivables are interest free unless outside of terms at which point
interest may be charged.
(ii) The net carrying amount of trade and other receivables approximates their fair values.
(iii) Movement in the loss allowance
Balance at the beginning of the year
Acquisition of subsidiaries
Written off during the year
Allowance for expected credit losses
Balance at the end of the year
5.2
2.3
3,951
1,422
(361)
1,658
6,670
3,505
-
(471)
917
3,951
The Expected Credit Loss (ECL) calculation for trade receivables considers both quantitative information from historic losses as well
as qualitative information on different debtor profiles. The provision rates are based on days past due for groupings of various
customer segments that have similar loss patterns. The assessment of the correlation between historical loss rates, forecast economic
conditions and ECLs is a significant estimate. The Group’s historical credit loss experience and forecast of economic conditions may
also not be representative of customer’s actual default in the future. The concentration of credit risk is limited due to the customer
base being large and unrelated. Accordingly, the Directors believe that there is no further credit provision required in excess of the
loss allowance above.
Ageing of past due but not provided for ECL debtors
0 - 30 days past due
31 - 60 days past due
61 + days past due
The Group does not hold any collateral over these balances.
4.2
Inventories
Current
Raw materials
Work in progress
Finished goods
8,419
4,105
7,800
20,324
2023
$’000
4,170
1,072
63,385
68,627
9,087
4,666
4,003
17,756
2022
$’000
5,516
1,336
50,209
57,061
Inventories are valued at the lower of cost or net realisable value. Costs, including an appropriate portion of fixed and variable
overhead expenses, are assigned to inventory on hand by the method most appropriate to each particular class of inventory, with
the majority being valued on a first in first out basis. Net realisable value represents the estimated selling price less all estimated
costs of completion and costs necessary to make the sale.
Inventory includes a provision for slow moving and obsolete stock of $3.9 million (2022: $3.2 million). In the prior period, a
provision for impairment of $1.6 million was recognised in relation to COREVIBE inventory. Refer to Note 2.7 for further details.
The Company has refined the definition of raw materials in the current period and restated the prior year balance resulting in a
reclassification of $4.1 million from finished goods to raw materials for the prior period.
162
Classification | Public
Page 36 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Other Assets & Liabilities
OTHER ASSETS & LIABILITIES
4.3
Property, plant and equipment
Plant and
Equipment at
cost
$’000
Leasehold
Improvements
at cost
$’000
Capital Works in
Progress at cost
TOTAL
$’000
$’000
Notes
2023
Cost
Accumulated depreciation and impairment loss
Total carrying value
Movement
Carrying amount at the beginning of the year
Additions/transfers within property, plant and
equipment (i)
Acquisition of subsidiaries
Depreciation expense
Foreign currency exchange differences
Carrying amount at the end of the year
2022
Cost
Accumulated depreciation and impairment loss
Total carrying value
Movement
Carrying amount at the beginning of the year
Additions/transfers within property, plant and
equipment (i)
Transfer from inventory
Transfer within property, plant and equipment
Depreciation expense
Impairment expense
Foreign currency exchange differences
Carrying amount at the end of the year
5.2
2.3
2.3
2.7
149,064
(95,123)
53,941
49,877
21,294
8,417
(25,454)
(193)
53,941
128,641
(78,764)
49,877
41,796
31,732
1,388
(1,524)
(24,274)
(425)
1,184
49,877
8,862
(6,763)
2,099
2,531
588
-
(999)
(21)
2,099
8,241
(5,710)
2,531
1,477
415
-
1,524
(896)
-
11
2,531
2,145
-
2,145
3,130
(940)
-
-
(45)
2,145
3,130
-
3,130
2,348
804
-
-
-
-
(22)
3,130
160,071
(101,886)
58,185
55,538
20,942
8,417
(26,453)
(259)
58,185
140,012
(84,474)
55,538
45,621
32,951
1,388
-
(25,170)
(425)
1,173
55,538
(i)
Includes external purchase and direct cost associated with internally manufactured plant and equipment.
Property, plant and equipment
Depreciation
Plant and equipment and leasehold improvements are stated at
cost less accumulated depreciation and impairment. Cost
includes expenditure that
is directly attributable to the
acquisition of the item. In the event that settlement of all or part
of the purchase consideration is deferred, cost is determined by
discounting the amounts payable in the future to their present
value as at the date of acquisition.
The gain or loss arising on disposal or retirement of an item of
property, plant and equipment is determined as the difference
between the sales proceeds and the carrying amount of the
asset and is recognised in profit or loss.
Depreciation is calculated on a straight-line basis in order to
write off the net cost of each asset over its expected useful life
to its estimated residual value. Leasehold improvements are
depreciated over the estimated useful life, using the straight-line
method. The estimated useful lives and depreciation method are
reviewed at the end of each annual reporting period, with the
effect of any changes recognised on a prospective basis. The
annual depreciation rate for plant and equipment is 20% to 33%
and the annual depreciation rate for leasehold improvement is
10% to 33%. Depreciation of capital works in progress, on the
same basis as other property, plant and equipment assets,
commences when the assets are ready for their intended use.
Capital works in progress
Impairment
Capital works in progress in the course of construction for
production or supply purposes, or for purposes not yet
determined, are carried at cost, less any recognised impairment
loss. Cost includes professional fees and, for qualifying assets,
borrowing costs capitalised in accordance with the Group’s
accounting policy.
During the prior period, an impairment expense of $0.4 million
was made in relation to COREVIBE Property, plant and
equipment. Refer to Note 2.7 for further details.
Classification | Public
Page 37 of 68
163
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Other Assets & Liabilities
OTHER ASSETS & LIABILITIES
4.4
Leases
Right of use assets
Notes
2.3
2.3
2023
Cost
Accumulated depreciation
Total carrying value
Movement
Carrying amount at the beginning of the year
Additions
Acquisition of subsidiaries
Disposals
Lease remeasurements
Other
Depreciation
Foreign currency exchange differences
Carrying amount at the end of the year
2022
Cost
Accumulated depreciation
Total carrying value
Movement
Carrying amount at the beginning of the year
Additions
Disposals
Lease remeasurements
Depreciation
Foreign currency exchange differences
Carrying amount at the end of the year
Lease liabilities
Opening
Additions
Acquisition of subsidiaries
Disposal of lease liability
Lease remeasurements
Repayments
Accretion of interest
Net foreign exchange differences
Carrying amount at 30 June
Current
Non-current
Carrying amount at 30 June
Land and
Buildings
$’000
38,525
(12,326)
26,199
24,425
696
7,422
(896)
(816)
(81)
(4,424)
(127)
26,199
34,498
(10,073)
24,425
29,996
8,300
(80)
(9,310)
(4,479)
(2)
24,425
Notes
5.2
2.3
Motor
Vehicles
$’000
Other
TOTAL
$’000
$’000
6,370
(2,975)
3,395
2,998
1,741
15
(26)
61
-
(1,493)
99
3,395
5,062
(2,064)
2,998
1,829
2,394
(81)
35
(1,267)
88
2,998
2023
$’000
34,651
5,669
7,437
(1,073)
(667)
(9,274)
1,681
(124)
38,300
5,789
32,511
38,300
5,238
(2,712)
2,526
766
3,232
-
(1)
88
(318)
(1,240)
(1)
2,526
1,945
(1,179)
766
1,135
72
(8)
-
(432)
(1)
766
50,133
(18,013)
32,120
28,189
5,669
7,437
(923)
(667)
(399)
(7,157)
(29)
32,120
41,505
(13,316)
28,189
32,960
10,766
(169)
(9,275)
(6,178)
85
28,189
2022
$’000
38,873
10,766
-
(154)
(9,275)
(7,425)
1,770
96
34,651
4,301
30,350
34,651
164
Classification | Public
Page 38 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER ASSETS & LIABILITIES
Other Assets & Liabilities
4.4
Leases (continued)
The table below presents the contractual undiscounted cash flows associated with the Group’s lease liabilities, representing
principal and interest. The figures will not necessarily reconcile with the amounts disclosed in the consolidated statement of
financial position.
Due for payment in:
1 year or less
1-2 years
2-3 years
3-4 years
4-5 years
More than 5 years
2023
$’000
8,706
8,112
6,253
5,332
4,697
21,388
54,488
2022
$’000
6,870
6,160
4,654
3,803
9,744
18,010
49,241
recognises a Right-of-Use asset at
The Group
the
commencement date of the lease, initially measured at the
present value of the future lease payments, with the right-of-
use asset adjusted by the amount of any lease payments pre-
commencement date plus any make good obligations. The
Group accounts for the remeasurement of lease liabilities by
making corresponding adjustments to the relevant right-of-
use asset.
The Right-of-Use asset is depreciated over the shorter of the
asset’s useful life and the term of the lease, on a straight-line
basis. The useful life is within the range from 1-20 years.
Lease Liabilities
At the commencement date of a lease, the Group recognises
and measures the lease liability at the present value of lease
payments that are unpaid at that date.
The lease payments include:
Fixed payments, offset by any lease incentives
receivable;
Variable lease payments linked to an index or rate;
Exercise price of a purchase option (where the Group
is reasonably certain to exercise that option); and
Payment of penalties for terminating the lease (where
the life of the lease has assumed termination).
For short-term leases (lease term of 12 months or less) and
leases of low-value assets (which includes tablets and
personal computers, small items of office furniture and
telephones), the Group has opted to recognise a lease
expense on a straight-line basis as permitted by AASB 16. This
expense is presented within ‘other expenses’ in profit or loss
(30 June 2023: $1.7 million, June 2022: $1.4 million).
Key Estimates and Judgements
(a) Control
Judgement is required to assess whether a contract is or
contains a lease at inception by assessing whether the Group
has the right to direct the use of the identified asset and
obtain substantially all the economic benefits of the use of
that asset.
(b) Lease term
Judgement is required when assessing the term of the lease
and whether to include optional extension and termination
periods. Option periods are only included in determining the
lease term at inception when they are reasonably certain to
be exercised. Lease terms are reassessed when a significant
change in circumstances occurs.
The Group included the renewal period as part of the lease
term for the lease of the corporate head office and the lease
of the Western Australian manufacturing and distribution
facility, as both properties were purpose built for the Group
and the extensions of these leases is reasonably certain.
Renewal options for motor vehicles are not included as part
of the lease term because the Group typically leases vehicles
for not more than five years and is not likely to exercise any
renewal options.
(c) Discount rates
Judgement is required to determine the discount rate, where
the discount rate is the Group’s incremental borrowing rate if
the rate implicit in the lease cannot be readily determined.
The incremental borrowing rate is determined with reference
to the Group’s borrowing portfolio at the inception of the
arrangement or the time of the modification. Refer to Note
3.2 Borrowings for the effective interest rate during the year.
Classification | Public
165
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IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Other Assets & Liabilities
OTHER ASSETS & LIABILITIES
4.5
Intangible assets
At cost
Accumulated amortisation
Accumulated impairment losses
Net carrying amount as at 30 June 2023
Movement
As at 30 June 2022
Additions
Acquisition of assets/subsidiary
Amortisation expense
Reclassified as held for sale(iii)
Foreign currency exchange differences
As at 30 June 2023
At cost
Accumulated amortisation
Accumulated impairment losses
Net carrying amount as at 30 June 2022
Movement
As at 30 June 2021
Additions
Acquisition of assets/subsidiary
Amortisation expense
Impairment expense
Foreign currency exchange differences
As at 30 June 2022
Notes
5.2
2.3
4.10
5.2
2.3
2.7
Goodwill
$’000
319,966
-
(24,295)
295,671
62,200
-
232,963
-
-
508
295,671
86,495
-
(24,295)
62,200
62,104
-
-
-
-
96
62,200
Intellectual
property and
other
intangibles(i)
$’000
136,659
(10,508)
(12,113)
114,038
28,546
201
97,200
(5,592)
(6,970)
653
114,038
48,940
(8,281)
(12,113)
28,546
27,442
-
16,242
(3,813)
(12,113)
788
28,546
Software (ii)
TOTAL
$’000
14,968
(3,809)
-
11,159
7,047
6,012
-
(1,986)
-
86
11,159
8,903
(1,856)
-
7,047
3,397
4,715
-
(1,048)
-
(17)
7,047
$’000
471,593
(14,317)
(36,408)
420,868
97,793
6,213
330,163
(7,578)
(6,970)
1,247
420,868
144,338
(10,137)
(36,408)
97,793
92,943
4,715
16,242
(4,861)
(12,113)
867
97,793
(i)
(ii)
(iii)
Includes $17.7m of intangible assets not yet available for use, which were acquired in the MinePortal acquisition.
Of which $2.6 million of software is under development and therefore not yet in use at 30 June 2023 (30 June 2022: $4.7 million).
Intangible assets of $6.97 million in relation to the MAGHAMMER technology have been reclassified to an Asset Held For Sale at 30 June
2023, following the progression of the divestment process during the current period. Refer Note 4.10 for further details.
The assessment of goodwill and its impairment is undertaken at the Operating Segment level (as shown below), except for the Devico
Group which for the purposes of the 30 June 2023 financial statements, has been assessed for impairment separately. We have not
yet allocated the Devico Group goodwill to the Operating Segments for the purpose of impairment testing on the basis that the
accounting is provisional.
Africa / Europe
Asia Pacific
Americas
Devico
166
2023
$’000
8,182
33,658
20,868
232,963
295,671
2022
$’000
8,182
33,658
20,360
-
62,200
Classification | Public
Page 40 of 68
IMDEX Annual Report 2023
Other Assets & Liabilities
167
IMDEX Annual Report 2023IMDEX LIMITED and its controlled entities OTHER ASSETS & LIABILITIES Page 41 of 68 Classification | Public 4.5 Intangible assets (continued) Intellectual property and other intangibles Intellectual property and other intangibles with a finite useful life were acquired in the Devico acquisition (completed February 2023, refer note 5.2), as well as the Flexidrill and AusSpec acquisitions completed in previous periods. These intangible assets are amortised on a straight-line basis over the estimated useful life (up to 15 years). Amortising intangible assets are tested for impairment whenever there is an indication that the asset may be impaired. Intellectual property and other intangibles not yet available for use were acquired in the MinePortal acquisition (completed September 2021). These assets are not amortised until they are capable of operating in the manner intended for use by management. They are tested annually for impairment as well as if there is an indication that the asset may be impaired. No impairment was required during 2023. Software The Group capitalises development expenditure for internally generated software. Development expenditure is capitalised only if it can be measured reliably, the project or process is technically and commercially feasible, future economic benefits are probable and the Group intends to and has sufficient resources to complete development and to use or sell the asset. Otherwise, it is recognised in profit or loss as incurred. Subsequent to initial recognition, development expenditure is measured at cost less accumulated amortisation and any accumulated impairment losses. Software assets with a finite life are amortised on a straight-line basis over their expected useful life to the Group, being up to 5 years. Expenditure on capitalised software is capitalised only when it increases the future economics of the specific asset to which it relates and which the Group controls. All other expenditure is expensed as incurred. SaaS arrangements are service contracts providing the Group with the right to access the cloud provider’s application software over the contract period. Costs incurred to configure or customise, and the ongoing fees to obtain access to the cloud provider's application software, are recognised as operating expenses when the services are received. Significant accounting estimates and assumptions Management reviews the appropriateness of useful lives of assets at least annually, any changes to useful lives may affect prospective amortisation rates and asset carry values. Goodwill Goodwill arising in a business combination is recognised as an asset at the date that control is acquired. Where the fair value of the consideration paid for a business acquisition exceeds the fair value of the identifiable assets acquired and liabilities assumed, the difference is treated as goodwill. Goodwill is not amortised but is tested for impairment at least annually. Impairment testing of assets IMDEX assesses impairment at the Operating Segment level for Goodwill. Goodwill exists in relation to three Segments: Asia Pacific, Africa / Europe and Americas. IMDEX assesses impairment at the Cash Generating Unit (CGU) level for fixed assets and other intangible assets. A CGU is the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. CGUs identified are at a lower level than each Operating Segment (based on regional hubs). The Group has five CGUs: Asia Pacific, Europe, Africa, North America and South America. Following completion of the acquisition of the Devico Group on 28 February 2023, for the purposes of the impairment assessment required to support the 30 June 2023 financial statements, IMDEX has assessed the recoverability of the carrying value of the Devico Group separately. The Group reviews the carrying amounts of its CGU’s at each reporting period, to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, a formal estimate of the asset’s recoverable amount is calculated. Recoverable amount is the higher of Fair Value Less Costs to Sell and Value in Use. In assessing Value in Use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the carrying amount of the CGU exceeds its recoverable amount, the asset or CGU is written down and an impairment loss is recognised in the income statement. Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in prior years. Significant accounting estimates and assumptions The determination of impairment involves the use of judgements and estimates that include, but are not limited to, the cause, timing and measurement of the impairment. Goodwill is tested at least annually and where there is an indicator of impairment through testing of the Operating Segments (groups of CGU’s) to which the goodwill has been allocated. Fixed assets and other intangible assets are grouped into CGUs that have been identified as being the smallest identifiable group of assets that generate cash flows, which are independent of cash flows of other assets or groups of assets. The determination of these CGUs is based on management’s judgement in regard to shared infrastructure, geographical proximity, and similar exposures to market risk and materiality. IMDEX LIMITED
and its controlled entities
Other Assets & Liabilities
OTHER ASSETS & LIABILITIES
4.5
Intangible assets (continued)
Significant accounting estimates and assumptions
(continued)
Determining whether goodwill, intangibles and fixed assets
are impaired requires an estimation of the “Value in Use” of
the Operating Segment or CGU to which these assets are
attributable. The Value in Use calculation requires the entity
to estimate the future cash flows expected to arise from the
Operating Segment or CGU and a suitable discount rate to
calculate present value. A forward-looking estimation of this
nature is inherently uncertain.
Management is required to make significant judgements
concerning the identification of impairment indicators, such
as changes in competitive positions, expectations of growth,
increased cost of capital, and other factors that may indicate
impairment. In addition, management is also required to
make significant estimates regarding future cash flows and
the determination of fair values when assessing the
recoverable amount of assets (or group of assets). Inputs into
these valuations require assumptions and estimates to be
made about forecast earnings before interest and tax and
related future cash flows, growth rates, applicable discount
rates, useful live and residual values.
IMDEX’s forecasted results reflect the activity levels within
the minerals industry. The judgements, estimates and
assumptions used in assessing impairment are management’s
best estimates based on current and forecast market
conditions. Changes in economic and operating conditions
impacting these assumptions could result in changes in the
recognition of impairment charges in future periods.
Management has considered a range of external, internal and
other indicators that may indicate some level of impairment
at the individual asset level. These include evidence of
obsolescence or physical damage of an asset, and evidence
available from internal reporting that indicates that the
economic performance of an asset is, or will be, worse than
expected.
Refer to note 2.7 for details of the impairment loss recognised
during the prior period in relation to intellectual property
acquired in the acquisition of Flexidrill (completed in January
2020), specifically in relation to the COREVIBE Technology.
Value in Use assessments and sensitivities:
Inputs to impairment calculations
For Value in Use calculations, cash flow projections are based
on IMDEX’s corporate plans and business forecasts prepared
by management and approved by the Board for the 2024
financial year.
The key assumptions impacting the discounted cashflow
models used to determine the Value in Use for each CGU
were as follows:
Revenue growth has been based on a range of growth
rates. Initial rates are based on the FY24 Budget approved
by the Board of Directors;
Subsequent growth rates are within the range included in
the Corporate Valuation Model up to the terminal (5
years) period;
Cash flows beyond the five-year period are extrapolated
using an estimated growth rate of 2.5% (FY22: 2.5%),
which
into
is based on Group estimates, taking
consideration historical performance as well as expected
long-term operating conditions to arrive at a terminal
value. Growth rates do not exceed the consensus
forecasts of the long-term average growth rate for the
industry in which the CGU operates.
Capital investment for the 2024 financial year is based on
the forecasted numbers approved by the Board of
Directors. Going forward to terminal date, capital
investment gradually increases each year so that it equals
the replacement cost of assets, excluding growth capital
investment by terminal date;
Tax rates used were the Group’s effective tax rate; and
Post-tax discount rates used were country risk adjusted
and based on data supplied by external sources and
ranged from 11.6% to 21.2% (FY22: 9.8% to 13.2%).
Other assumptions are determined with reference to internal
and external sources of information.
in discount rates or changes
Increases
in other key
assumptions, such as operating conditions or financial
performance, may cause the recoverable amounts to fall
below carrying values. Management have considered various
reasonably possible sensitivities
in Use
assessment, with changes to the following key assumptions:
in the Value
Increase/decrease of 1% to the post-tax discount rate.
Increase/decrease of 1% to the terminal growth rate.
Increase/decrease of 5% in operating margins.
The above sensitivities have been performed in isolation, with
all other assumptions in the Value in Use assessment held
constant. No reasonably possible change made to these key
assumptions has given rise to an impairment. However,
forward looking estimation of this nature is inherently
uncertain and the outcomes of these sensitivities may vary in
the future.
Impairment losses recognised by cash generating unit:
There have been no impairment losses for any CGU in the
current or prior year.
168
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IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER ASSETS & LIABILITIES
Other Assets & Liabilities
4.6
Trade & other payables
Trade payables
Accruals and other payables
Notes
(i)
(ii)
2023
$’000
2022
$’000
20,811
25,508
46,319
16,378
18,318
34,696
(i)
(ii)
Trade payables are interest free for periods ranging from 30 to 180 days. Thereafter interest may be charged at commercial rates. The
carrying amount of trade payables approximates their fair values due to their short-term nature. The consolidated entity has financial
risk management policies in place to endeavour to pay all payables within the credit timeframe.
Accruals and other payables include a $5.0 million accrual for the FY23 STI bonuses (30 June 2022: $6.7 million).
4.7
Provisions
Current provisions
Employee entitlements
Others
Non-current provisions
Employee entitlements
Provisions are recognised when the Group has a present
obligation (legal or constructive), as a result of a past event,
it is probable that the Group will be required to settle the
obligation, and a reliable estimate can be made of the
amount of the obligation.
Significant accounting estimates and assumptions
The amount recognised as a provision is the best estimate of
the consideration required to settle the present obligation at
reporting date, taking into account the risks and
uncertainties surrounding the obligation. Where a provision
is measured using the cash flows estimated to settle the
present obligation, its carrying amount is the present value
of those cash flows.
When some or all of the economic benefits required to settle
a provision are expected to be recovered from a third party,
the receivable is recognised as an asset if it is virtually certain
that recovery will be received and the amount of the
receivable can be measured reliably.
2023
$’000
7,773
200
7,973
2022
$’000
5,867
200
6,067
293
303
Employee entitlements
Provision is made for benefits accruing to employees in
respect of wages and salaries, annual leave, long service
leave, sick leave and related on costs when it is probable that
settlement will be required and they are capable of being
measured reliably.
Provisions made in respect of employee benefits expected to
be settled within the short term, are measured at their
nominal values using the remuneration rate expected to
apply at the time of settlement.
Provisions made in respect of employee benefits which are
not expected to be settled within the short term are
measured as the present value of the estimated future cash
outflows to be made by the Group in respect of services
provided by employees up to reporting date.
Expected future payments are discounted using market yields
at the reporting date on high quality corporate bonds with
terms to maturity and currencies that match, as closely as
possible, the estimated future cash outflows.
Termination benefit
A liability for a termination benefit is recognised at the earlier
of when the entity can no longer withdraw the offer of the
termination benefit and when the entity recognises any
related restructuring costs.
Classification | Public
169
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IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER ASSETS & LIABILITIES
Other Assets & Liabilities
4.8
Deferred consideration
Gross Carrying Amount
Balance at beginning of the financial year
Payment
Interest accretion
Fair value (gain)/loss on deferred consideration
Effect of foreign exchange movements
Balance at end of the financial year
Note
2023
$’000
2022
$’000
2.3
2.7
2,936
(3,308)
-
372
-
-
14,667
(1,000)
719
(11,248)
(202)
2,936
During the current period, the Company made the following payments:
$1.5 million final deferred consideration payment in relation to the acquisition of AusSpec (completed July 2020). This was
paid on 1 July 2022 in cash pursuant to a revised agreement (previously $1.0 million in cash and $0.5 million IMDEX shares),
following achievement of certain new revenue-generating contracts.
$1.8 million settlement payment in relation to Flexidrill. The Group finalised a Deed of Termination and Settlement with
the prior owners of the Flexidrill technologies, with final settlement of $1.8 million paid in August 2022. This has resulted
in a net $0.4 million expense during the period.
170
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IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER ASSETS & LIABILITIES
Other Assets & Liabilities
4.9
Investment in associates
The Group acquired a 40% interest in Krux Analytics Inc (“Krux”) on 24 April 2023 for $6.9 million cash including transaction costs.
Krux, a Canadian-based software company, has developed market leading drilling analytics software, focusing on the collection and
analysis of exploration and production drilling data in real time.
The parties have negotiated an arrangement that is likely to result in IMDEX acquiring the remaining 60% of equity in Krux, or
alternatively, acquiring Krux’s material assets. As part of the Shareholders’ Agreement, Krux shareholders have been granted a Put
Option to require IMDEX to acquire the remaining shares at an agreed market value on 30 April 2026, which is based on a revenue
multiple applied to the prior 12 months revenue, with the amount payable subject to the overall cap. The final purchase will be
funded by cash reserves or the combination of cash reserves and issue of MIDEX’s shares. In the event the Put Option is not exercised,
the parties have agreed a mechanism whereby IMDEX can acquire all of Krux’s assets and liabilities at 60% of the Put Option price at
its discretion. This mechanism creates a forward contract. The term of this mechanism means that the Put Option is likely to be
exercised. As such, no value has been assigned to the asset purchase arrangement. The value of the Put Option is determined by the
potential variances between the amount payable under the contract and the market value of Krux at that time. IMDEX has assessed
that the agreed revenue multiple is a market multiple and accordingly it has attributed no value to the Put Option.
The Group’s interest in Krux is accounted for using the equity method in the consolidated financial statements. The Group’s share of
profit or loss of an associate is shown on the face of the statement of profit or loss. The Group accounts for additional interests in its
investments in associates by recognising the difference between the consideration paid for the additional interest and the fair value
of the additional share of net assets as notional intangible assets.
The following table illustrates the summarised financial information of the Group’s investment in Krux:
Net assets
Group’s share in net assets – 40%
Notional intangible assets
Group’s carrying amount of the investment
Income Statement
Revenue
Net loss for the period
Group’s share of loss for the period
Amortisation of the notional intangible assets
Group’s total share of loss for the period
2023
$’000
855
342
6,272
6,614
529
(731)
(293)
(106)
(399)
After application of the equity method, the Group determines whether it is necessary to recognise an impairment loss on its
investment in its associate. At each reporting date, the Group determines whether there is objective evidence that the investment
in the associate is impaired. There has been no impairment loss in the current year.
The associate had no material contingent liabilities or capital commitments as at 30 June 2023.
Significant accounting estimates and assumptions
The valuation of Krux and Datarock Options involves the use of judgements and estimates that include but are not limited to the
estimation of future amounts payable as part of the acquisitions and future market value of these businesses.
The amount payable is determined based on a revenue multiple applied to the prior 12 months revenue at the time of the acquisition.
Management has assessed that the agreed revenue multiple is a market multiple and accordingly it has attributed no value to the
Options.
Classification | Public
171
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IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER ASSETS & LIABILITIES
Other Assets & Liabilities
4.9
Investment in associates (continued)
The Group acquired a 30% interest in Datarock Holdings Pty Ltd (“Datarock”) on 23 November 2021 for $5.7 million cash. Datarock
is an Australian-based mining technology company servicing the global exploration and mining sector. Datarock’s product suite, both
existing and planned, complements IMDEX’s software offering and strengthens the Group’s cloud-based platform (IMDEX HUB-IQTM)
to deliver real-time rock knowledge answer products.
On 1 November 2022 and 19 May 2023, Datarock exercised first and second equity call options available under the Datarock
Shareholder Agreement and Shareholder Agreement Variation Deed, which resulted in IMDEX acquiring an additional 10.9% and
8.2% in the issued capital of Datarock in exchange for additional investments in Datarock of $2.0 million and $1.5 million respectively,
taking IMDEX’s total ownership interest in Datarock to 49.1%.
IMDEX holds the option to acquire the remaining interest in Datarock over the next three years, subject to Datarock achieving agreed
strategic milestones. Nil value has been assigned to these step-up options as the purchase price is aligned with market value.
The Group’s interest in Datarock is accounted for using the equity method in the consolidated financial statements. The Group’s
share of profit or loss of an associate is shown on the face of the statement of profit or loss. The Group accounts for additional
interests in its investments in associates by recognising the difference between the consideration paid for the additional interest and
the fair value of the additional share of net assets as notional intangible assets.
The following table illustrates the summarised financial information of the Group’s investment in Datarock:
Net liabilities
Group’s share in net liabilities – (2023:49.1% and 2022: 30%)
Notional intangible assets
Group’s carrying amount of the investment
Income Statement
Revenue
Net loss for the period
Group’s share of loss for the period
Amortisation of the notional intangible assets
Group’s total share of loss for the period
2023
$’000
(4,049)
(2,108)
9,365
7,257
4,595
(1,356)
(460)
(813)
(1,273)
2022
$’000
(2,693)
(808)
5,839
5,031
1,802
(1,045)
(313)
(362)
(675)
After application of the equity method, the Group determines whether it is necessary to recognise an impairment loss on its
investment in its associate. At each reporting date, the Group determines whether there is objective evidence that the investment
in the associate is impaired. There has been no impairment loss in the current year.
The financial statements of the associate are prepared for the same reporting period as the Group. The associate had no material
contingent liabilities or capital commitments as at 30 June 2023.
172
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IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Other Assets & Liabilities
OTHER ASSETS & LIABILITIES
4.10
Assets classified as held for sale
The Group has taken the decision to pursue divestment options for the commercialisation of the MAGHAMMER technology. The
Group has appointed an external advisor to assist the divestment process. The divestment is expected to be completed within a 12-
month time frame.
As at 30 June 2023, the MAGHAMMER technology was classified as an asset held for sale. The major classes of assets classified as
held for sale are as follows:
Assets
Intangible assets
Inventory
Total assets classified as held for sale
2023
$’000
6,970
381
7,351
An updated valuation for the MAGHAMMER technology was completed during the period. Management has assessed that the
valuation is materially unchanged as at 30 June 2023 and supports the carrying value of associated intangible assets at 30 June 2023.
5.1
Taxation
Income tax expense recognised in the income statement
Tax expense comprises:
Current tax expense
Deferred tax expense/(benefit) relating to the origination and reversal of
temporary differences
Losses brought to account from prior year
Under/(over) relating to R&D credits
Under/(over) provision in prior year income tax
Total tax expense
Income tax expense recognised in equity
Deferred tax expense/(benefit) relating to the origination and reversal of
temporary differences
Prima facie income tax expense on pre-tax accounting profit from continuing
operations reconciles to income tax expense in the financial statements as follows:
Profit before tax from continuing operations
Income tax expense calculated at 30% (i)
Tax losses not recognised or impaired
Other deferred tax assets brought to account
Derecognition of deferred tax assets
Other non-deductible and non-assessable items
Tax rate differential arising from foreign entities
Losses brought to account from prior year
Under/(over) relating to R&D credits
Under/(over) provision in prior year income tax
At the effective income tax rate of 36% (2022: 29%)
2023
$’000
2022
$’000
24,280
17,145
(2,646)
(56)
(1,365)
(611)
19,602
3,019
(1,287)
(743)
(279)
17,855
(1,354)
(714)
54,597
16,379
-
(56)
63
8,408
(3,216)
-
(1,365)
(611)
19,602
62,566
18,770
545
(883)
-
3,454
(2,605)
(404)
(743)
(279)
17,855
(i)
The tax rate used in the above reconciliation is the corporate tax rate of 30% payable by Australian corporate entities on taxable profits
under Australian law. There has been no change in the corporate tax rate when compared with the previous reporting year.
Classification | Public
173
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IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER
Other
5.1
Taxation (continued)
Recognised Current and Deferred Tax Balances
Current tax assets and liabilities
Current tax receivable
Current tax payable
Deferred tax balances
Deferred tax assets comprise balances that relate to:
Provisions
Inventory
Property, plant and equipment
Leases
Carry forward tax losses
Unrealised FX
Intangible assets
Others
Net deferred tax balances
Deferred tax assets
Deferred tax liabilities
Net deferred tax balances
2023
$’000
2022
$’000
7,126
(4,474)
1,939
(5,565)
6,010
4,359
10,674
1,940
1,474
(1,644)
(28,842)
10,315
4,286
33,815
(29,529)
4,286
2023
$’000
3,289
4,450
10,576
1,960
2,676
(370)
(1,017)
6,026
27,590
27,590
-
27,590
2022
$’000
Unrecognised Deferred Tax Assets
Deferred Tax Assets in respect of unrecognised tax losses
1,255
1,097
Deferred tax liabilities are recognised for taxable temporary
differences associated with investments in subsidiaries,
except where the Company and the Group is able to control
the reversal of the temporary difference and it is probable
that the temporary difference will not reverse in the
foreseeable
from
deductible temporary differences associated with such
investments and interests are only recognised to the extent
that it is probable that there will be sufficient taxable
profits against which to utilise the benefits of the
temporary differences and they are expected to reverse in
the foreseeable future.
future. Deferred tax assets arising
The carrying amount of deferred tax assets is reviewed at the
end of each reporting period and reduced to the extent that
it is no longer probable that sufficient taxable profits will be
available to allow all or part of the asset to be recovered.
Current tax
The tax currently payable is based on taxable profit for the
period. Taxable profit differs from profit as reported in the
income statement because of items of income or expense
that are taxable or deductible in other periods and items that
are never taxable or deductible. The Company and the
Group’s liability for current tax is calculated using tax rates
that have been enacted or substantively enacted by the end
of the reporting period.
Deferred tax
Deferred tax
is recognised on temporary differences
between the carrying amounts of assets and liabilities in the
financial statements and the corresponding tax bases used in
the computation of taxable profit. Deferred tax liabilities are
generally recognised for all taxable temporary differences.
Deferred tax assets are generally recognised for all
deductible temporary differences to the extent that it is
probable that taxable profits will be available against which
those deductible temporary differences can be utilised. Such
deferred tax assets and liabilities are not recognised if the
temporary difference arises from goodwill or from the initial
recognition (other than in a business combination) of other
assets and liabilities in a transaction that affects neither the
taxable profit nor the accounting profit.
174
Classification | Public
Page 48 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Other
OTHER
5.1
Taxation (continued)
Deferred tax assets and liabilities are measured at the tax
rates that are expected to apply in the period in which the
liability is settled or the asset realised, based on tax rates (and
tax laws) that have been enacted or substantively enacted by
the end of the reporting period. The measurement of
tax
deferred
consequences that would follow from the manner in which
the Company and the Group expects, at the end of the
reporting period, to recover or settle the carrying amount of
its assets and liabilities.
liabilities and assets
reflects
the
tax
Deferred tax assets and liabilities are offset when there is a
legally enforceable right to set off current tax assets against
current tax liabilities and when they relate to income taxes
levied by the same taxation authority and the Company and
the Group intends to settle its current tax assets and liabilities
on a net basis.
Current and deferred tax for the period
Current and deferred tax are recognised as an expense or
income in profit or loss, except when they relate to items that
are recognised outside profit or loss (whether in other
comprehensive income or directly in equity), in which case
the tax is also recognised outside profit or loss, or where they
arise from the initial accounting for a business combination.
In the case of a business combination, the tax effect is
included in the accounting for the business combination.
Relevance of tax consolidation to the Group
The Company and its wholly-owned Australian resident
entities are an income tax consolidated group and are taxed
as a single entity. IMDEX Limited is the head company of the
Australian tax consolidated group.
Tax expense/income, deferred tax liabilities and deferred tax
assets arising from temporary differences in the members of
the tax-consolidated group are recognised in the separate
financial statements of the members of the tax-consolidated
group using the ‘separate taxpayer within Group’ approach
by reference to the carrying amounts in the separate financial
statements of each entity and the tax values applying under
tax consolidation.
Current tax liabilities and assets and deferred tax assets
arising from unused tax losses and relevant tax credits of the
members of the tax-consolidated group are recognised by
the Company (as head entity in the tax-consolidated group).
Due to the existence of a tax funding arrangement between
the entities in the tax-consolidated Group, amounts are
recognised as payable to or receivable by the Company and
each member of the Group in relation to tax amounts paid or
payable between the parent entity and the other members of
the tax consolidated Group
in accordance with the
arrangement.
Significant accounting estimates and assumptions
A net deferred tax asset of $33.8 million has been recognised
on the face of the Consolidated Statement of Financial
Position. The largest components of this asset are the future
tax benefits available to the Group in respect of unused tax
intangible assets as a result of the
losses,
identified
the
temporary differences between
acquisition and
recording of expenses for accounting purposes and the
claiming of a deduction for the expense for taxation
purposes. These tax benefits will be realised over the coming
years when future taxable profits are available against which
the unused tax losses can be utilised and as temporary
differences move. This net asset has been raised as it is
considered more likely than not that it will be realised due to
trading and/or sale of assets. In making this assessment of
likelihood, a forward-looking estimation of tax payments and
the likelihood of business success needs to be made. A
forward-looking estimation of this nature is inherently
uncertain.
As part of the process for preparing the Group’s financial
statements, management is required to calculate income tax
accruals. This process involves estimating the current tax
exposures together with assessing temporary differences
resulting from differing treatment of items for tax and
accounting purposes. These differences result in deferred tax
assets and liabilities, which are included in the Consolidated
Statement of Financial Position.
While the Group aims to ensure the accruals for its tax
liabilities are accurate, the process of agreeing tax liabilities
with the relevant tax authorities can take time. Management
estimate is therefore required in determining the provision
for income tax and the recognition of deferred tax assets and
liabilities and therefore the actual tax liabilities could differ
from the amounts accrued.
Classification | Public
175
Page 49 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Other
OTHER
5.2
Acquisition of subsidiaries/assets
Acquisition of Devico AS (Subsidiaries)
On 28 February 2023 (Completion), the Group acquired 100 per cent of the issued share capital of Devico AS (“Devico”), incorporated
and headquartered in Norway. Devico is a global leader in drill site technology, providing Sensor Technologies and Directional Drilling
Technologies, combining hardware, software and services for the mining and civil engineering industries.
Total consideration paid was $335.4 million (which includes the acquisition of Minority Interests in certain Devico subsidiary entities,
acquired shortly following deal Completion). The Group paid $322.4 million in cash and issued IMDEX Limited ordinary shares to the
value of $13.0 million.
The acquisition and associated transaction costs were fully funded by:
Equity raising of $224 million (net of transaction costs $215.8 million);
A new $120 million debt facility with JP Morgan (net of transaction costs $117.1 million); and
The issue of IMDEX shares (Consideration Shares) to Devico Shareholder/Key Management Personnel (KMP), valued at
$13.0 million (5,480,847 shares at a deemed issue price of $2.37 per share).
IMDEX entered into a forward contract prior to Completion, to fix the AUD equivalent purchase price. The loss on the fair value of
the forward contract has been reflected in the goodwill recognised upon acquisition, in the consolidated financial statements.
Subsequent to Completion, IMDEX has acquired the Minority Interests in DHS (Aust) Pty Ltd (49%) for a cash consideration of $3.8
million and Devico Canada Inc. (9.12%) for a cash consideration of $2.5 million. At the date of the report, IMDEX owns 100% of Devico
AS and its subsidiaries (collectively “Devico Group”).
To clearly present the substance of the Devico acquisition, IMDEX has accounted for the acquisition of Devico AS on 28 February 2023
and the subsequent acquisitions of Minority Interests as one transaction - IMDEX acquiring 100% of Devico Group at Completion.
Following Completion, IMDEX also entered into Reinvestment Agreements with the KMP of Devico, under which these KMP have
committed to reinvest their Consideration Shares, and IMDEX has granted an award of performance rights (Management Rights),
equivalent to 50% of the Consideration Shares. Refer to Note 5.4 for details.
Assets acquired and liabilities assumed at Completion (provisional):
Note
$’000
Consideration
Cash
Equity instruments
Total consideration
Fair value of net assets of business acquired
Cash
Trade and other receivables(i)
Inventory
Tax receivables
Other current assets
Property, plant and equipment (“PPE”)
Right-of-use assets
Intangibles
Deferred tax assets
Trade and other payables
Lease liabilities
Borrowings
Deferred tax liability
Provisions
Tax liabilities
Total fair value of net assets of business acquired
Goodwill arising on acquisition
(i)
The fair value of the receivables equals the gross contractual value.
176
322,408
12,990
335,398
17,113
13,666
10,563
979
1,655
8,417
7,437
97,200
2,278
(6,732)
(7,437)
(8,814)
(29,160)
(1,050)
(3,680)
102,435
232,963
4.3
4.4
4.5
3.2
Classification | Public
Page 50 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER
Other
5.2
Acquisition of subsidiaries/assets (continued)
Acquisition of Devico AS (Subsidiaries) (continued)
The net assets of the business acquired were based on a provisional assessment of their fair value, while the Group finalises its review
of the combined product offering and associated inventory and property, plant and equipment balances, tax balances and associated
provisions, as well as the allocation of goodwill to operating segments. These reviews had not been completed by the date the 30
June 2023 financial statements were approved for issue by the Board of Directors.
Goodwill of $233.0 million arose on the acquisition of Devico (including goodwill of $29.2 million associated with recognition of
deferred tax liabilities in relation to identified intangible assets). The goodwill recognised reflects the growth potential and synergies
arising from the acquisition.
Net cash outflow arising on acquisition:
Cash consideration
Less: cash and cash equivalent balances acquired
Net cash outflow
$’000
322,408
(17,113)
305,295
Included in the Group result for current period was a profit after tax of $5.4 million in relation to Devico Group. Revenue for the
current period included $20.6 million in respect of Devico Group.
Acquisition of MinePortal Assets
In the prior period, the Group finalised an Asset Purchase Agreement (“APA”) to acquire the MinePortal software from Californian-
based DataCloud International Inc (“DataCloud”).
The total purchase consideration comprises a combination of cash and equity. The Group has paid $8.0 million in cash in September
2021 and issued 1,578,117 million of IMDEX Limited ordinary shares upon the first anniversary of completion on 17 September
2022. The balance of the transaction is payable by the issue of IMDEX shares over a three-year period, with an option to settle the
payment by equivalent cash value based on the prevailing share price at the date of each anniversary (at IMDEX’s discretion), as set
out below:
The issue of 1,578,117 million of IMDEX Limited ordinary shares upon the second anniversary of completion (“Tranche 2”);
The issue of 2,104,156 million of IMDEX Limited ordinary shares upon the third anniversary of completion (“Tranche 3”).
Tranche 3 is applicable if revenue from the DataCloud assets achieves the target agreed between the parties by the third
anniversary of completion. If this revenue target is not achieved no shares will be issued in Tranche 3.
The Company continues to progress development of the MinePortal solution with the focus on the MinePortal integration with
Blast Dog. During the period, IMDEX has spent $1.4 million on the development of the MinePortal project.
Classification | Public
177
Page 51 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Other
OTHER
5.3
Parent entity & subsidiary information
The ultimate parent entity in the Group is IMDEX Limited, a company incorporated in Western Australia.
The accounting policies of the parent entity, which have been applied in determining the financial information shown below, are the
same as those applied in the consolidated financial statements.
Financial Position
Assets
Current Assets
Non-Current Assets
Total Assets
Liabilities
Current Liabilities
Non-Current Liabilities
Total Liabilities
Net Assets
Equity
Issued Capital
Employee Equity-Settled Benefits Reserve
Foreign Currency Translation Reserve
Accumulated Losses
Total Equity
Financial Performance
Profit for the year
Other comprehensive income, net of income tax
Total comprehensive profit
Retained loss at the beginning of the financial year
Profit for the year
Dividend paid
Retained loss at the end of the financial year
2023
$’000
2022
$’000
25,340
486,902
512,242
38,736
102,546
141,282
370,960
401,163
17,782
(1,695)
(46,290)
370,960
2023
$’000
18,377
-
18,377
(49,523)
18,377
(15,144)
(46,290)
19,863
149,857
169,720
12,486
22,795
35,281
134,439
169,078
16,579
(1,695)
(49,523)
134,439
2022
$’000
28,289
-
28,289
(64,729)
28,289
(13,083)
(49,523)
The profit for the year and associated increase in total assets is primarily due to a new intercompany loan to a group entity, to
support the investment in Devico AS.
Guarantee provided under the deed of cross guarantee
Commitments for the acquisition of property, plant and equipment by
the parent entity
Within one year
30 June 2023
$’000
30 June 2022
$’000
176,273
84,270
-
-
-
-
178
Classification | Public
Page 52 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER
Other
5.3
Parent entity & subsidiary information (continued)
Subsidiaries
Parent Entity
Imdex Limited
Notes
Country of
Incorporation
Ownership Interest
2022
2023
%
%
(i),(ii),(iii)
Australia
(ii)(iv)
(ii),(iii)
(ii),(iii)
(ii),(iii)
(ii),(iii)
(ii),(iii)
(ii),(iii)
(ii)
Controlled Entities
Australian Mud Company Pty Ltd
Samchem Drilling Fluids & Chemicals (Pty) Ltd
Imdex International Pty Ltd
Imdex Africa Pty Ltd
Imdex Technologies Pty Ltd
Imdex Global Operations Pty Ltd
Reflex Instruments Asia Pacific Pty Ltd
Reflex Instrument North America Ltd
Reflex Instrument South America SPA
Reflex Instruments Europe Ltd
AMC Europe GmbH
Flexit Australia Pty Ltd
Imdex South America S.A.
AMC Chile S.A.
AMC Reflex Argentina S.A.
AMC Reflex Peru S.A.C.
AMC Drilling Fluids Pvt Limited
Imdex Nominees Pty Ltd
Imdex USA Inc
Imdex Technologies USA LLC
AMC USA LLC
Reflex USA LLC
Imdex DO Brasil Industria e Comercio Ltda
Imdex Global B.V.
AMC Drilling Fluids & Products – Mexico S. de RL de C.V. Mexico
AMCREFLEX CIA LTDA
Flexidrill Limited
Flexidrill Construction Limited
AusSpec International Limited
Devico AS
Devico Finland OY
Devico Bulgaria EOOD
Devico Sweden AB
Devico International Operations AS
Devico Mexico
Devico Canada Inc
TECH Directional Services Inc
SurveyTech Instruments & Service Inc
Devico Australia Pty Ltd
DHS (Aust) Pty Ltd
Devico Asia Company Limited
Devico Chile
STYRDCD SAC
Styr Columbia
Styr Brazil Perfuracoes
DevicoEC. S.A.
(v)
(v)
(v)
(v)
(v)
(v)
(v)
(v)
(v)
(v)
(v)
(v)
(v)
(v)
(v)
(v)
(v)
Australia
South Africa
Australia
Australia
Australia
Australia
Australia
Canada
Chile
United Kingdom
Germany
Australia
Chile
Chile
Argentina
Peru
India
Australia
United States of America
United States of America
United States of America
United States of America
Brazil
Netherlands
Mexico
Ecuador
New Zealand
New Zealand
New Zealand
Norway
Finland
Bulgaria
Sweden
Norway
Mexico
Canada
Canada
Canada
Australia
Australia
China
Chile
Peru
Columbia
Brazil
Ecuador
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
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Classification | Public
179
Page 53 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Other
OTHER
5.3
(i)
(ii)
(iii)
(iv)
(v)
Parent entity & subsidiary information (continued)
IMDEX Limited is the ultimate parent company and is the head entity within the tax consolidated group.
These companies are part of the Australian tax consolidated group.
These wholly-owned subsidiaries entered into a deed of cross guarantee with Imdex Limited pursuant to ASIC Class Order 98/1418 and
are relieved from the requirement to prepare and lodge an audited financial report. Australian Mud Company Pty Ltd became a party to
the deed on 29 Jun 2006, Imdex International Pty Ltd on 20 Oct 2006, Reflex Instruments Asia Pacific Pty Ltd on 14 Sep 2007, Reflex
Technology International Pty Ltd on 28 Apr 2011 (de-registered 19 Sep 2019), Imdex Africa Pty Ltd on 15 June 2023, Imdex Technologies
Pty Ltd on 15 June 2023 and Imdex Global Operations Pty Ltd on 15 June 2023.
This entity was deregistered on 3 November 2022.
These entities were acquired on 28 February 2023.
The consolidated income statement of the entities which are party to the deed of cross guarantee are:
Income Statement
Profit before income tax expense
Income tax (expense)/benefit
Profit for the year
Retained Earnings at the beginning of the financial year
Dividends paid
Net profit
Retained earnings at the end of the financial year
2023
$’000
2022
$’000
(restated)
7,037
2,500
9,537
(32,220)
(15,144)
9,537
(37,827)
22,188
(3,768)
18,420
(37,557)
(13,083)
18,420
(32,220)
180
Classification | Public
Page 54 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
Other
OTHER
5.3
Parent entity & subsidiary information (continued)
The consolidated statement of financial position of the entities which are party to the deed of cross guarantee are:
Balance Sheet
Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Other
Total current assets
Non-current assets
Other financial assets
Property, plant and equipment
Right-of-use assets
Other intangible assets
Deferred tax assets
Investment in an associate
Total non-current assets
Total assets
Current liabilities
Trade and other payables
Lease liabilities
Current borrowings
Provisions
Total current liabilities
Non-current liabilities
Other financial liabilities
Lease liabilities
Borrowings
Provisions
Total non-current liabilities
Total liabilities
Net assets
Equity
Contributed capital
Employee equity-settled benefits reserve
Foreign currency translation reserve
Retained earnings
Total equity
2023
$’000
2022
$’000
(restated)
19,682
33,622
29,490
3,739
86,533
430,224
9,220
13,650
9,885
7,927
7,257
478,163
564,696
25,713
1,743
28,000
5,518
60,974
2,172
17,786
95,048
293
115,299
176,273
388,423
40,1128
17,880
7,242
(37,827)
388,423
20,773
45,618
30,356
3,234
99,981
100,435
10,079
14,475
6,745
8,264
5,031
145,029
245,010
38,212
2,079
-
4,326
44,617
8,676
18,508
12,166
303
39,653
84,270
160,740
169,042
16,676
7,242
(32,220)
160,740
The Company has restated the prior year other financial assets balance resulting in a reduction $8.6 million for the prior period in
relation to the impairment of an investment in a subsidiary.
Classification | Public
181
Page 55 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER
Other
5.4
Reserves
The individual financial statements of each group entity are
presented
in the currency of the primary economic
environment in which the entity operates (its functional
currency). For the purpose of the consolidated financial
statements, the results and financial position of each entity
are expressed in Australian dollars, which is the functional
currency of IMDEX, and the presentation currency for the
consolidated financial statements.
In preparing the financial statements of the individual
entities, transactions in currencies other than the entity’s
functional currency (foreign currencies) are recorded at the
rates of exchange prevailing on the dates of the transactions.
At each balance sheet date, monetary items denominated in
foreign currencies are retranslated at the rates prevailing at
the balance sheet date. Non-monetary items carried at fair
value that are denominated
in foreign currencies are
retranslated at the rates prevailing on the date when the fair
value was determined. Non-monetary
items that are
measured in terms of historical cost in a foreign currency are
not retranslated.
Exchange differences are recognised in profit or loss in the
period in which they arise except for exchange differences
on monetary items receivable from or payable to a foreign
operation for which settlement is neither planned or likely to
occur, which form part of the net investment in a foreign
operation, and which are recognised in the foreign currency
translation reserve and recognised in profit or loss on
disposal of the net investment.
On consolidation, the assets and liabilities of the Group’s
foreign operations are translated into Australian dollars at
exchange rates prevailing on the balance sheet date. Income
and expense items are translated at the average exchange
rates for the period, unless exchange rates fluctuated
significantly during that period, in which case the exchange
rates at the dates of the transactions are used.
Exchange differences arising, if any, are classified as equity
and transferred to the Group’s translation reserve. Such
exchange differences are recognised in profit or loss in the
period in which the foreign operation is disposed.
Goodwill and
fair value adjustments arising on the
acquisition of a foreign entity on or after the date of
transition to A-IFRS are treated as assets and liabilities of the
foreign entity and translated at exchange rates prevailing at
the reporting date. Goodwill arising on acquisitions before
the date of transition to A-IFRS is treated as an Australian
dollar denominated asset.
Equity-settled performance rights with employees and
others providing similar services are measured at the fair
value of the equity instrument at the grant date. Fair value
is measured by the use of the Black-Scholes Model, Binomial
Tree Method or Monte-Carlo Simulation as appropriate. The
expected life used in the model has been adjusted, based
on management’s best estimate, for the effects of non-
restrictions, and behavioural
transferability, exercise
considerations.
The fair value determined at the grant date of the
performance right is expensed over the vesting period, based
on the Group’s estimate of shares that will eventually vest.
At each reporting date, the Group revises its estimate of the
number of performance rights expected to vest. The impact
of the revision of the original estimates, if any, is recognised
in profit or loss over the remaining vesting period, with a
corresponding adjustment to the employee equity-settled
benefits reserve.
Performance Rights Plan
At the Imdex Limited Annual General Meeting on 15 October
2009 the Shareholders approved the formation of a
Performance Rights Plan (PRP or Plan) and subsequently
renewed at the Annual General Meeting on 18 October 2012,
20 November 2015, 4 October 2018 and 7 October 2021. The
Plan allows for the issue of performance rights to employees
from time to time. The quantum of performance rights
granted to employees is at the discretion of the Directors and
is generally based on seniority and level of contribution to the
strategic goals of IMDEX. A performance right is the right to
receive one fully paid
IMDEX ordinary share for nil
consideration should set hurdles be achieved and tenure of
employment be maintained. The hurdles are set by the
Directors when performance rights are issued and are
generally linked to the achievement of financial or other
strategic goals of IMDEX.
182
Classification | Public
Page 56 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER
Other
5.4
Reserves (continued)
Performance rights granted in the current and prior year
FY23 LTI
Award
Nil
FY23 STI
Award
Nil
FY23 Devico
KMP Award
FY22 LTI
Award -
Executives
FY22 LTI
Award -
Employees
FY22 STI CEO
Award
Nil
Nil
Nil
Nil
FY22 STI
Award
Nil
FY21 LTI
Award
Nil
3,826,242
15-Aug-22
1,404,328
01-Jul-22
2,694,166
28-Feb-23
1,464,179
12-Aug-21
1,783,958
16-Aug-21
214,396
25-Jun-21
1,742,657
01-Jul-21
3,640,787
01-Jul-20
01-Jul-22
01-Jul-22
28-Feb-23
01-Jul-21
01-Jul-21
12-Aug-21
01-Jul-21
01-Jul-20
3
2
3
3
3
3
2
3
2
30-Jun-25
Note 1
$1.528
$4,802,944
$1,578,944
1
1-July-24
Note 2
$1.834
$2,575,538
$1,569,853
2
28-Feb-26
Note 3
$2.254
$6,072,649
$675,970
1
30-Jun-24
Note 1
$1.835
$2,120,086
$706,695
1
30-Jun-24
Note 1
$2.185
$3,007,648
$944,552
1.12
11-Aug-24
Note 4
$1.859
$188,562
$62,854
-
1-July-23
Note 2
$1.930
$3,330,420
$1,692,483
-
30-Jun-23
Note 5
$1.047
$3,033,666
$647,942
Item
Exercise price
Number of rights
granted
Grant date
Commencement of
measurement
period
Performance period
(years)
Remaining
performance period
(years)
Vesting date
Vesting conditions
Valuation per right
at grant date
Estimated total cost
Current period cost
Note 1.
3,826,242 performance rights were issued to employees in September 2022 (3,248,137 were issued in 2021) (50% based on Relative TSR, 20% based
on absolute EPS and 30% based on strategic measures). Upon successful achievement of the hurdles, allotment of these performance rights will occur
in September 2025 (once the 2025 financial year independent audit report is signed).
Exercise of the performance rights at the end of the 3-year period will commence when the Company’s performance (as calculated by the Performance
Measures) is at 50% and above. At 50%, the allocation will be 50% of the total entitlement. This entitlement increases on a linear scale and achieves
100% entitlement when the Company’s performance is at the 75th percentile.
The number of Relative TSR Rights and EPS Rights that vest is based on the Relative TSR performance against a peer group consisting of the ASX300
Resources Index and against absolute EPS performance over the 3-year measurement period. The Strategic Rights vest subject to growth in new
businesses from transformational (non-core) revenue linked to the transformational (non-core) component of the research and development budget.
Performance relating to the Strategic Rights is assessed by the Board of Imdex at the end of the performance period.
Note 2.
The Company provides an option for employees to defer a component of their STI award in exchange for the award of additional performance rights
(STI Award). STI Awards for senior management will be deferred automatically (50% of the STI outcome). STI Awards vest over a 12-month period
subject to continued employment with the Company.
Note 3.
The Company has issued management rights to key management personnel of Devico AS. The management rights are subject to the continuous
employment with the Company for three years following completion of the acquisition, as well as achievement of agreed performance milestones
(refer to Note 5.2 Acquisition of Subsidiaries/Assets). The current period cost is included in Devico integration costs (refer to Note 2.6 Individually
Significant Items)
Note 4.
The CEO Rights vest subject to the continued service of the holder over three years from the date of issue of the CEO Rights.
Note 5.
3,640,787 performance rights were issued to employees in July 2020 (50% based on Relative TSR and 50% based on Relative EPS). Upon successful
achievement of the hurdles, allotment of these performance rights will occur in September 2023 once the financial year independent audit report is
signed.
Classification | Public
Page 57 of 68
183
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER
Other
5.4
Reserves (continued)
Outstanding Performance Rights
2023
FY20 LTI
FY20 MD LTI
FY21 LTI
FY22 LTI
FY22 STI CEO
FY23 LTI
FY22 STI
Grant Date
Jul-19
Oct-19
Jul-20
Aug-21
Expiry
Date
Jul-22
Jul-22
Jul-23
Jul-24
Jun-21
Aug-24
Aug-22
Jul-21
Jul-25
Jul-22
FY23 Devico KMP
Feb-23
Feb-26
2022
FY19 LTI
FY19 MD LTI
FY20 LTI
FY20 MD LTI
FY21 LTI
FY22 LTI
Grant Date
Jul-18
Nov-18
Jul-19
Oct-19
Jul-20
Aug-21
Expiry
Date
Jul-21
Jul-21
Jul-22
Jul-22
Jul-23
Jul-24
FY22 STI CEO
Jun-21
Aug-24
Exercise
Price
$
Market
value at
grant date
$
-
-
-
-
-
-
-
-
1.109
1.109
1.047
2.027
1.859
1.528
1.979
2.254
Exercise
Price
$
Market
value at
grant date
$
-
-
-
-
-
-
-
0.947
1.079
1.109
1.109
1.047
2.027
1.859
Opening
balance
2,607,691
127,602
3,153,582
3,037,887
214,396
Opening
balance
2,438,151
364,086
2,900,924
127,602
3,561,042
Estimated Number of Performance Rights
Satisfied by
the
allotment of
shares
Granted
Expired ^
(1,773,545)
(834,146)
(127,602)
Closing
balance
-
-
-
-
-
3,826,242
1,742,657
2,694,166
(120,317)
3,033,265
(92,600)
2,945,287
-
214,396
(148,113)
3,678,129
(17,051)
1,725,606
-
2,694,166
Estimated Number of Performance Rights
Satisfied by
the
allotment of
shares
Granted
Expired ^
(1,627,417)
(810,734)
(236,766)
(127,320)
Closing
balance
-
-
-
-
(293,233)
2,607,691
-
127,602
-
(407,460)
3,153,582
-
-
-
-
-
-
-
3,248,137
214,396
-
-
(210,250)
3,037,887
-
214,396
^ - Performance rights expire either on failure to maintain employment tenure or on failure to satisfy performance hurdles.
Significant accounting estimates and assumptions
Share-based payments recorded for the performance rights are subject to estimation as they are calculated using the Black-Scholes
option pricing, Binomial Tree Method or Monte-Carlo Simulation model, as appropriate, which is based on significant assumptions
such as volatility, dividend yield, expected term and forfeiture rate.
Classification | Public
Page 58 of 68
184
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER
Other
5.5
Contingent assets & liabilities
The Group is party to legal proceedings and claims which
arise in the normal course of business. Any liabilities may be
mitigated by legal defences, insurance, and third-party
indemnities. Unless recognised as a provision (refer Note 4.7),
management do not consider it to be probable that they will
require settlement at the Group’s expense.
Whilst the outcome of these legal proceedings are, by their
nature, uncertain, the Directors do not currently anticipate
that the outcome of the proceedings either individually or in
aggregate will have a material adverse effect on the Group’s
financial position, therefore, an estimate of the financial
effect of this matter has not been provided.
(i)
Contingent liabilities
A contingent liability is a possible obligation that arises from
past events whose existence will be confirmed by the
occurrence or non-occurrence of one or more uncertain
future events beyond the control of the Group or a present
obligation that is not recognised because it is not probable
that an outflow of resources will be required to settle the
obligation. A contingent liability also arises in extremely rare
cases where there is a liability that cannot be recognised
because it cannot be measured reliably.
A Federal Court judgement was delivered on the 12 July 2022
relating to a case whereby the Group was seeking to
invalidate a Globaltech Corporation Pty Ltd patent. The Group
was unsuccessful in its petition to the court, with the patent
being upheld. The initial decision granted costs be payable to
Globaltech Corporation Pty Ltd. The parties failed to agree on
the quantum of costs therefore the claim was subject to a
cost assessment.
In March 2023 the costs were determined by the Registrar of
the Court at $0.8 million, payable to Globaltech Corporation
In a separate Federal Court proceedings
Pty Ltd.
(NSD1089/2016), a matter in which the Group have had a
judgment in their favour where Globaltech Corporation Pty
Ltd has found to be in infringing the Group patent, the costs
have been determined by the Registrar of the Court at $1.7
million payable to IMDEX. These two cost amounts were set
off against each other, with Globaltech and Boart Longyear
making the net payment of $0.9 million to IMDEX in July 2023.
(ii)
Contingent assets
A contingent asset is a possible asset that arises from past
events whose existence will be confirmed by the occurrence
or non occurrence of one or more uncertain future events
beyond the control of the Group. The Group does not
recognise contingent assets but discloses its existence where
inflows of economic benefits are probable, but not virtually
certain.
A subsidiary of the Group (Australian Mud Company Pty Ltd
or “AMC”) is currently a party to litigation in relation to
infringement of patents by a third party. The courts have
found in favour of AMC on the matter, and the company is
awaiting an outcome on the quantum of the financial
settlement.
Whilst the outcome of these legal proceedings are, by their
nature, uncertain, the Directors do not currently anticipate
that the outcome of the proceedings either individually or in
aggregate will have a material adverse effect on the Group’s
financial position, therefore, an estimate of the financial
effect of this matter has not been provided.
Classification | Public
Page 59 of 68
185
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER
Other
5.6
Key management personnel compensation
The aggregate compensation of the Key management personnel of the Group and the Company is set out below:
Short-term employee benefits
Post-employment benefits
Other long-term benefits
Termination benefits
Share-based payments
5.7
Related party transactions
2023
$
3,454,475
137,500
77,146
-
833,649
4,502,770
2022
$
4,106,200
170,899
41,679
281,098
997,611
5,597,487
There are no transactions and balances with key management personnel and their related parties during the current period.
186
Classification | Public
Page 60 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
OTHER
Other
5.8
Auditor’s remuneration
The auditor of IMDEX is Deloitte Touche Tohmatsu.
During the year, the following fees were paid or were payable for services provided by the auditor of the parent entity and its
related practices:
Notes
2023
$
2022
$
Deloitte and related network firms
Audit or review of the financial report
- Group
- Subsidiaries
Other assurance and agreed-upon procedures under other legislation or
contractual arrangements
Other services:
- Tax and corporate compliance services
- Legal services
- Other services
Other auditors and their related network firms
Audit or review of the financial report
- Subsidiaries
Other services:
- Accounting and other services
(i)
562,960
372,100
935,060
432,000
182,500
614,500
14,904
13,800
3,896
3,151
11,000
18,047
968,011
3,140
2,507
47,250
52,897
681,197
176,798
149,759
3,444
3,444
180,242
2,101
2,101
151,860
(i)
Accounting advice services (FY22: Related to Payment Times Reporting services).
5.9
Subsequent events
There have been no matters or circumstances that have arisen since the end of the financial year that have significantly affected, or
may significantly affect, the operations of the Group, the result of these operations, or the state of affairs of the Group in future
financial years.
Classification | Public
Page 61 of 68
187
IMDEX Annual Report 2023
Deloitte Touche Tohmatsu
ABN 74 490 121 060
Tower 2
Brookfield Place
123 St Georges Terrace
Perth WA 6000
GPO Box A46
Perth WA 6837 Australia
Tel: +61 8 9365 7000
Fax: +61 8 9365 7001
www.deloitte.com.au
The Board of Directors
IMDEX Limited
216 Balcatta Road
Balcatta WA 6021
26 August 2023
Dear Directors
AAuuddiittoorr’’ss IInnddeeppeennddeennccee DDeeccllaarraattiioonn ttoo IIMMDDEEXX LLiimmiitteedd
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of
independence to the directors of IMDEX Limited.
As lead audit partner for the audit of the financial report of IMDEX Limited for the year ended 30 June 2023, I declare
that to the best of my knowledge and belief, there have been no contraventions of:
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.
Yours faithfully
DELOITTE TOUCHE TOHMATSU
PPeetteerr RRuupppp
Partner
188
Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Asia Pacific Limited and the Deloitte organisation.
Deloitte Touche Tohmatsu
ABN 74 490 121 060
Tower 2
Brookfield Place
123 St Georges Terrace
Perth WA 6000
GPO Box A46
Perth WA 6837 Australia
Tel: +61 8 9365 7000
Fax: +61 8 9365 7001
www.deloitte.com.au
IInnddeeppeennddeenntt AAuuddiittoorr’’ss RReeppoorrtt
ttoo tthhee MMeemmbbeerrss ooff IIMMDDEEXX LLiimmiitteedd
RReeppoorrtt oonn tthhee AAuuddiitt ooff tthhee FFiinnaanncciiaall RReeppoorrtt
RReeppoorrtt oonn tthhee AAuuddiitt ooff tthhee FFiinnaanncciiaall RReeppoorrtt
Opinion
We have audited the financial report of IMDEX Limited (the “Company”) and its subsidiaries (the “Group”) which
comprises the consolidated statement of financial position as at 30 June 2023, consolidated statement of profit or
loss and other 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:
Giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its financial performance for
the year then ended; and
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 & Ethical Standards Board’s APES 110 Code of Ethics
for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We 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.
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 for 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.
Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Asia Pacific Limited and the Deloitte organisation.
189
KKeeyy AAuuddiitt MMaatttteerr
HHooww tthhee ssccooppee ooff oouurr aauuddiitt rreessppoonnddeedd ttoo tthhee KKeeyy AAuuddiitt MMaatttteerr
DDeevviiccoo BBuussiinneessss CCoommbbiinnaattiioonn
Our audit procedures included the following:
On 19 January 2023, the Group (via its wholly
owned subsidiary) entered
into a binding
agreement to acquire Devico AS (“Devico”) for an
implied enterprise value of $324 million. The
Group acquired 100% of
issued and
outstanding shares in Devico for A$335 million
(Acquisition Consideration).
the
The acquisition is significant to the Group and
accounting for the acquisition was complex due to
the judgement required by the Group to identify
and determine the provisional fair values of the
assets acquired and the
liabilities assumed,
including the allocation of purchase consideration
to goodwill and separately identifiable intangible
assets.
The acquisition also substantially increased audit
effort in the scoping, direction, supervision and
review of overseas component auditors given the
impact of this expansion of the Group’s global
operations.
We read the Share Purchase Agreement to gain an understanding of
the key terms
We assessed the appropriateness of the acquisition accounting
applied in accordance with the requirements of Australian Accounting
Standards
We agreed the total purchase consideration paid to supporting
documentation
We audited opening balances acquired utilising component auditors;
We assessed the reasonableness of the provisional fair values of the
assets acquired and liabilities assumed, with the assistance of our
valuation specialists, including considering whether the valuation
methodologies applied were in accordance with the requirements of
Australian Accounting Standards
We assessed the qualifications, competence and objectivity of the
Group’s external experts involved in the fair value assessment process
We considered the adequacy of the financial report disclosures.
In respect of the increased scope of audit work that was required to be
performed overseas by component auditors:
We determined audit materiality at the Group level and for all
components in scope.
We evaluated the scope of work to be performed at each key location,
including the legacy IMDEX business components and issued referral
instructions to the component auditors.
We performed site visits to Norway and Canada, met with local
management and the component auditors, including both non-
Deloitte component auditors, to gain an understanding of the
component’s operations.
We held regular meetings with all component teams to discuss the
outcome and extent of their procedures in accordance with our
referral instructions.
We reviewed the underlying working papers and documentation of
the component auditors for selected areas of audit focus.
We ensured that the trial balance and related supporting schedules
audited by the component auditors agreed to the Group consolidation
schedule and, where relevant, financial statement notes.
We assessed the accounting policies of the components for
consistency with the Group’s accounting policies and tested the
Group’s accounting for intercompany transactions.
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 2023,, but does not include the financial report and our auditor’s
report thereon.
Our opinion on the financial report does not cover the other information and we do not express any form of assurance
conclusion thereon.
190
IMDEX Annual Report 2023
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 has no realistic
alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian
Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or
error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and
maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design
and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast
significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial report
or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to
cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and
whether the financial report represents the underlying transactions and events in a manner that achieves fair
presentation.
191
IMDEX Annual Report 2023
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the financial report. We are responsible for the direction,
supervision and performance of the Group’s audit. We remain solely responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to
bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with the directors, we determine those matters that were of most significance in the
audit of the financial report of the current period and are therefore the key audit matters. We describe these matters
in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest benefits of such
communication.
RReeppoorrtt oonn tthhee RReemmuunneerraattiioonn RReeppoorrtt
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 1 to 15 of the Directors’ Report for the year ended 30
June 2023..
126 - 140
In our opinion, the Remuneration Report of IMDEX Limited, for the year ended 30 June 2023, complies with section
300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in
accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
DELOITTE TOUCHE TOHMATSU
PPeetteerr RRuupppp
Partner
Chartered Accountants
Perth, 26 August 2023
192
IMDEX Annual Report 2023
193
IMDEX Annual Report 2023 IMDEX LIMITED
and its controlled entities
ADDITIONAL SECURITIES EXCHANGE INFORMATION
Additional Security Exchange Information as at 24 August 2023
AS AT 24 AUGUST 2023
(a) Distribution of Shareholders
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 to 100,000
100,001 and over
Holding less than a marketable parcel
(b) Substantial Shareholders
Ordinary Shareholders
L1 Capital Pty Ltd
FMR LLC
Vanguard Group Holdings
Macquarie Group Limited
BlackRock, Inc.
(c) Twenty Largest Holders of Quoted Equity Securities
Ordinary Shareholders
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
CITICORP NOMINEES PTY LIMITED
NATIONAL NOMINEES LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED-GSI EDA
UBS NOMINEES PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
BNP PARIBAS NOMS PTY LTD
BNP PARIBAS NOMS PTY LTD
MR RICHARD KARL HILL
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
SANDHURST TRUSTEES LTD
NEWECONOMY COM AU NOMINEES PTY LIMITED <900 ACCOUNT>
CITICORP NOMINEES PTY LIMITED
FIRST SAMUEL LTD ACN 086243567
AEW HOLDINGS PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED-GSCO ECA
SANDHURST TRUSTEES LTD
LTMAX AS
Number of Fully Paid
Ordinary Shareholders
Number of
Performance Rights
Holders
1,241
1,546
686
872
107
4,452
277
-
37
29
96
35
197
-
Fully Paid
Number
Percentage
68,624,999
28,719,034
25,548,620
16,493,220
15,860,832
13.5
5.7
5.0
3.3
3.1
Fully Paid
Number
Percentage
136,270,052
80,619,735
78,349,489
36,155,118
33,044,237
30,611,607
9,014,600
8,577,172
6,736,092
5,263,718
4,415,758
4,259,902
3,116,886
2,671,665
2,488,855
1,621,498
1,613,636
1,535,630
1,410,922
1,382,558
26.87
15.90
15.45
7.13
6.52
6.04
1.78
1.69
1.33
1.04
0.87
0.84
0.61
0.53
0.49
0.32
0.32
0.30
0.28
0.27
449,159,130
88.56
194
Classification | Public
Page 67 of 68
IMDEX Annual Report 2023
IMDEX LIMITED
and its controlled entities
ADDITIONAL SECURITIES EXCHANGE INFORMATION
Additional Security Exchange Information as at 24 August 2023
AS AT 24 AUGUST 2023
(d)
Director and Company Secretary Shareholdings
Number of
Shares
1,613,636
22,728
157,083
-
-
-
1,793,447
Number of
Performance
Rights
-
-
-
-
-
367,934
367,934
Name
Mr. A. Wooles
Mr. I. Gustavino
Ms. S. Layman
Mr. U. Airhiavbere
Ms. T. Arlaud
Mr. M Tomasz
(e)
Company Secretary
Mr Michael Tomasz
(f)
Registered Office
216 Balcatta Road
Balcatta
Western Australia
6021
Phone: (08) 9445 4010
(g)
Share Registry
Computershare Investor Services
Level 11
172 St Georges Terrace
Perth
Western Australia
6000
Phone: (08) 9323 2000
Classification | Public
195
Page 68 of 68
IMDEX Annual Report 2023
SHAREHOLDER INFORMATION
Corporate Information
Registered Company Name:
IMDEX Limited
ABN:
Exchange:
ASX Code:
Listing Date:
78 008 947 813
Listed on the Australian Securities Exchange (ASX)
IMD
24 September 1987
Registered Head Office:
216 Balcatta Road, Balcatta, Western Australia 6021
Registered PO Box:
PO BOX 1262, Osborne Park, Western Australia 6916
Telephone:
Email:
Web Address:
+61 (8) 9445 4010
imdex@imdexlimited.com
www.imdexlimited.com
Bank Institutions:
Commonwealth Bank of Australia
Auditors:
Legal Advisors:
Share Registry:
Deloitte Touche Tohmatsu
HopgoodGanim
Computershare
I
N
O
T
A
M
R
O
F
N
I
R
E
D
L
O
H
E
R
A
H
S
196
IMDEX Annual Report 2023
SHAREHOLDER INFORMATION
Share Price Performance
Price for IMD.ASX
July 22
Aug 22
Sept 22
Oct 22
Nov 22
Dec 22
Jan 23
Feb 23
Mar 23
Apr 23
May 23
Jun 23
Jul 23
2.40
2.20
2.00
1.80
1.60
Top 20 Largest Shareholders
as at 30 June 2023
Rank
Name
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
L1 Capital Pty Ltd.
Fidelity Management & Research Company LLC
Vinva Investment Management Limited
The Vanguard Group, Inc.
Yarra Funds Management Limited
Regal Funds Management Pty. Ltd.
Ausbil Investment Management Limited
MFS Investment Management
Tribeca Investment Partners Pty Ltd.
Norges Bank Investment Management (NBIM)
Acadian Asset Management LLC
Macquarie Investment Management Global Ltd.
Apis Capital Advisors LLC
Pie Funds Management Limited
BlackRock Investment Management (Australia) Ltd.
DFA Australia Ltd.
Ellerston Capital Limited
Vanguard Investments Australia Ltd.
Cbus Super
20
FIL Investment Management (Australia) Limited
% ISC
13.7%
5.4%
4.4%
3.5%
2.8%
2.3%
2.2%
2.2%
2.1%
2.1%
2.0%
1.9%
1.8%
1.7%
1.7%
1.7%
1.7%
1.6%
1.4%
1.4%
197
IMDEX Annual Report 2023 198
IMDEX Annual Report 2023 Key Announcements
4/7/2022
FY22 Results Teleconference and Webcast Details
3/8/2022
BLY: BLY's Strategic Partner Successfully Defends Patent
15/8/2022
Preliminary Final Report
15/8/2022
Annual Report to shareholders
15/8/2022
Appendix 4G and Corporate Governance Statement
15/8/2022
IMDEX FY22 Results Announcement
15/8/2022
IMDEX Full Year Results Presentation FY22
15/8/2022
Dividend/Distribution - IMD
15/8/2022
BLAST DOG Contract Announcement
15/8/2022
FY22 Results Teleconference and Webcast Script
19/8/2022
Change of Director's Interest Notice
22/8/2022
Amendment to Change of Director's Interest Notice
23/8/2022
FY22 Teleconference and Webcast Details Sustainability Report
2/9/2022
BLY: Update-Strategic Partner's Optical Device Patent Litigation
5/9/2022
Notice of Annual General Meeting/Proxy Form
5/9/2022
Director Appointment/Resignation
6/9/2022
BLY: Boart Longyear provides Patent Litigation Clarification
12/9/2022
CEO Trading Update
14/9/2022
Investor Webinar Presentation
15/9/2022
FY22 Sustainability Report
15/9/2022
FY22 Sustainability Report Presentation
6/10/2022
2022 AGM Chairman and CEO Presentations
6/10/2022
Results of Meeting
6/10/2022
Final Director's Interest Notice
2/11/2022
Imdex Successfully Defends Patented Technologies
24/11/2022
BLY unsuccessful in Federal Court stay application
28/11/2022
USA IP Agreement with BLY & Globaltech
29/11/2022
BLY: IMDEX, Globaltech & BLY reach agreement on IP in USA
30/11/2022
Macquarie WA Forum Presentation
6/12/2022
BLY: Update on Patent Litigation - Core Orientation Tech
19/12/2022
Director Appointment/Resignation
8/6/2023
IMD Morgan Stanley Presentation
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IMDEX Annual Report 2023 Annual General Meeting
Our Annual General Meeting will be held on 19 October 2023, at 11:00 am (AWST) at IMDEX’s Head Office.
Members of our Board and Executive Leadership Committee will be available to discuss the Company’s performance,
operations, and technologies.
Corporate Calendar
28 August 2023
Release of FY23 Full Year Results
28 August – 1 September 2023
FY23 Full Year Results Road Show
19 October 2023
2 November 2023
19 February 2024
FY23 Annual General Meeting
IMDEX Technology Deep Dive
Release of FY24 Half Year Results
19 - 23 February 2024
FY24 Half Year Results Road Show
30 June 2024
19 August 2024
FY24 Year End
Release of FY24 Full Results
19 - 23 August 2024
FY24 Full Year Results Road Show
Any changes to the Corporate Calendar will be published at
https://www.imdexlimited.com/investors/corporate-calendar
Share Registry Enquiries
Investors seeking information about their shareholdings should contact IMDEX’s share registry:
Computershare Investor Services Pty Limited
Address:
Level 11, 172 St Georges Terrace Perth WA 6000
Postal address: GPO Box D182 Perth WA 6840
Telephone:
1300 558 507 (within Australia) +61 3 9415 4632 (outside Australia)
Facsimile:
+61 3 9473 2500
Email:
web.queries@computershare.com.au
Computershare can assist with queries on share transfers, dividend payments, the dividend reinvestment plan,
notification of tax file numbers and changes of name, address or bank account details.
Further information and downloadable forms can be found at
https://www.imdexlimited.com/investors/shareholder-services
200
IMDEX Annual Report 2023
Company History
December 1980
Australian company Pilbara Gold NL incorporated
July 1985
Pilbara Gold NL changed name to IMDEX Limited
September 1987
IMDEX Limited listed on the ASX
1988
1997
2001
2005
2005
Formation of Australian Mud Company
Acquisition of Surtron Technologies Pty Ltd and Ace Drilling Supplies
Joint venture formed with IMDEX and Rashid Trading Establishment (RTE) in Saudi Arabia July
Sale of IMDEX Minerals August
Acquisition of African based company Samchem
August 2006
Acquisition of Swedish based REFLEX Group of Companies and United Kingdom based company
Chardec
May 2007
Acquisition of Swedish based company Flexit
July 2007
Ace merged with REFLEX. IMDEX finalised the sale of its interest in IMDEX Arabia to RTE Acquisition
of Canadian based Poly-Drill and a 75% interest in Kazakhstan based Suay Energy Services
October 2007
Sale of Surtron Technologies
November 2007
Acquisition of Chilean based company Southernland
January 2008
Acquisition of German based company System Entwicklungs
July 2008
Acquisition of the remaining 25% of Kazakhstan based Suay Energy Services
September 2008
Acquisition of Australian based company Wildcat Chemicals Australia
July 2010
New regional structure implemented and business reporting streamlined into Minerals and Oil & Gas
Divisions
September 2010
Acquisition of Australian based companies Fluidstar and Ecospin March 2011 Acquisition of German
based company Mud-Data
July 2011
Formation of DHS Services joint venture Acquisition of Australian based company Australian Drilling
Specialties Pty Ltd
August 2011
Acquisition of Brazilian based company System Mud Indústria e Comércio Ltda
January 2012
Acquisition of Vaughn Energy Services (VES) by IMDEX’s DHS Services joint venture
November 2012
Acquisition of ioGlobal Pty Ltd, ioAnalytics Pty Ltd and ioGlobal Solutions Inc. (together ioGlobal)
December 2012
DHS Services and Vaughn Energy Services rebranded as VES International
September 2014
Acquisition of 2iC
June 2015
Divestment of Suay Energy Services
2016
Divestment of AMC Oil & Gas
January 2018
Option to acquire Flexidrill Limited and Flexidrill Construction Limited (together Flexidrill)
January 2020
Completed acquisition of Flexidrill
July 2020
Completed acquisition of AusSpec International
September 2021
Completed acquisition of DataCloud International Inc.
November 2021
Investment in Datarock Holdings Pty Ltd
February 2023
Acquisition of Devico
April 2023
40% interest in Krux Analytics
201
IMDEX Annual Report 2023 Forward Looking Statements
This report may contain certain ‘forward-looking statements’ and
projections provided by or on behalf of Imdex limited (IMDEX). Forward
looking statements can generally be identified by the use of forward
looking words such as, ‘expect’, ‘anticipate’, ‘likely’, ‘intend’, ‘should’,
‘could’, ‘may’, ‘predict’, ‘plan’, ‘propose’, ‘will’, ‘believe’, ‘forecast’,
‘estimate’, ‘target’ ‘outlook’, ‘guidance’ and other similar expressions
within the meaning of securities laws of applicable jurisdictions. These
forward looking statements reflect various assumptions made by or
on behalf of IMDEX. You are cautioned not to place undue reliance on
forward looking statements. The statements, opinions and estimates
in this report are based on assumptions and contingencies subject to
change without notice, as are statements about market and industry
trends, projections, guidance, and estimates. The forward looking
statements contained in this report are not guarantees or predictions
of future performance and involve known and unknown risks and
uncertainties and other factors, many of which are beyond the control
of IMDEX, and may involve significant elements of subjective judgement
and assumptions as to future events which may or may not be correct.
The forward looking statements are subject to significant business,
economic and competitive uncertainties and contingencies associated
with the mining-tech industry which may be beyond the control
IMDEX, which could cause actual results or trends to differ materially,
including but not limited to retention of key business relationships,
environmental impacts and claims, operational and executional risks,
research and development and intellectual property risks, an inability
to meet customer demand, price and currency fluctuations, operating
results, legislative, fiscal and regulatory developments, economic
and financial market conditions in various countries, approvals
and cost estimates, environmental risks, ability to meet funding
requirements and share price volatility. Accordingly, there can be
no assurance that such statements and projections will be realised.
IMDEX makes no representations as to the accuracy or completeness
of any such statement of projections or that any forecasts will be
achieved. A number of important factors could cause actual results,
achievements or performance to differ materially from the forward
looking statements, including the risks and uncertainties set out above.
Investors should consider the forward looking statements contained in
this report in light of those matters. the forward looking statements are
based on information available to IMDEX as at the date of this report.
Except as required by law or regulation (including the ASX listing rules),
IMDEX undertakes no obligation to provide any additional or updated
information whether as a result of new information, future events, or
results or otherwise. indications of, and guidance or outlook on, future
earnings or financial position or performance are also forward looking
statements.
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IMDEX Annual Report 2023 203
IMDEX Annual Report 2023 imdex@imdexlimited.com
www.imdexlimited.com
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IMDEX Annual Report 2023