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ABN 63 003 326 243
2002 annual report
contents
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chairman’s letter
results at a glance
introduction
international territories and product timeline
achievements - fy2002
views from the team
new retail products group
acquisition of PartsImager business
microcat online
infomedia systems
outlook - fy2003
fy2002 audited accounts
directors’ report
statement of financial performance
statement of financial position
statement of cash flows
notes to financial statements
directors’ declaration
audit report
additional information
personal notes page
corporate directory
© 2002 Infomedia Ltd. All rights reserved worldwide. This document
may not be reproduced in whole or in part without the express written
permission of Infomedia Ltd.
chairman’s letter
26th September 2002
Dear Shareholder,
It is with pride that I present to you the 2002 Annual Report for Infomedia Ltd.
In preparing this document, management has strived to provide a record of your Company's performance during the 2002 financial year,
an insight into the work of the Company and an outlook for the year ahead. Throughout the following pages, I trust you will gain a better
understanding of your Company - Infomedia Ltd.
For the sixth consecutive year, your Company has achieved growth in both its revenue and bottom-line. Company revenue increased
$8,342,000 over the course of FY2002 to $44,465,000 and net profit after tax increased to $13,409,000. Our core business of electronic
parts catalogues (EPC), increased by 29% from 30,201 subscriptions to 38,830 during the course of the year. The main contributors to
the subscription growth were the successful launch of Microcat® for Hyundai and Land Rover.
A fully franked final dividend of one and one half cent (1.5¢) was paid to shareholders of record at 4th September 2002. This combined
with the earlier interim dividend declared in February brings the total franked dividend for the year to two and three-quarter cents (2.75¢)
per share, a growth of 10% over FY2001. In the audited accounts section, you may review in greater detail the financial performance of
your Company.
I view the hallmark of this past financial year as 'building business certainty'. The 'raw material' of an electronic parts catalogue business
is data licensed from original equipment manufacturers (i.e. vehicle makers, whitegoods makers, and others). The more numerous, diverse
and enduring the data licenses the more certain the business opportunity.
I am happy to confirm that, during or shortly after the end of the financial year, the Company had acquired or renewed ten data licenses,
the majority of which are for a period of five years. These are summarised in the 'Achievements FY2002' section of this report. However,
while data is critical to production, so is personnel and plant. In these areas too, I believe the Company has invested wisely, providing staff
and management with educational opportunities and supportive infrastructure to leverage productivity through the use of professional
systems and tools.
During the course of the year, our personnel worked diligently in the business. The Electronic Catalogue Division produced 172 editions
of our EPC products, as well as continuing to improve products and processes. Our Data Management Division continued to work for its
Australia-based automotive and lubricant clients to supply their data management and publications services. The Business Systems Division
serviced its customers with a new release update, while furthering the development of its new convergent dealer management system
(DMS) product for domestic and international release.
In late August 2002 the Company purchased the PartsImager® EPC business and assets of American global services company Electronic
Data Systems Inc. (EDS) which will expand Infomedia's presence and scope for its EPC business globally, and in particular North America.
The acquisition boosts our subscriptions by more than 4,000 units and our vehicle brands in the Americas now include most of those
manufactured by Daihatsu, Ford, General Motors, Hyundai, and Toyota.
As part of the arrangement, the EDS Automotive Retail Group took on the role of exclusive distributor for at least three years for both
Microcat and PartsImager product lines in North, Central and South America. I believe the professional sales and client-facing skills of
EDS combined with our ability to be fast, flexible and nimble in producing industry-leading EPC solutions will expand customer
participation with our products.
In the coming year we will have keen attention on building custom in the Americas and Europe, through our distribution partners, with
our existing clients and potential new customers. If you wish to find more information on your Company’s products, historical financial
information or media releases you may do so at the Internet web-site www.infomedia.com.au.
On behalf of the Board of Directors, management and staff, I commend this Annual Report to you.
Respectfully Yours,
Richard David Graham
Chairman and CEO
www.infomedia.com.au
1
results at a glance
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Company revenue increased by 23.1% to $44.5 million. Net profit after tax
increased 4.6% over the previous financial year to $13.4 million.
SIXTH CONSECUTIVE
YEAR OF SOUND
FINANCIAL GROWTH
Six new or renewed long term data licenses were signed for Microcat and
Partfinder®. These relate to international and domestic markets. Since 30th June
2002 a further four data licenses have been renewed.
SIX NEW AND
RENEWED
DATA LICENSES
Infomedia EPC subscriptions grew by 28.6% from 30,201 at the beginning of
the year, to 38,830 at the close of the year.
STRONG
SUBSCRIPTION
GROWTH
Toyota Motor Europe became the first automaker to sign a data license with
Infomedia to provide both its traditional Microcat disc based product and the
Internet based Microcat FRESH.
FIRST AUTOMAKER
FOR INTERNET
PRODUCTS
The Application Hosting Centre was commissioned during the year to facilitate
the cost effective delivery of the Company’s online product offerings.
APPLICATION
HOSTING
CENTRE
After the year end, the Company acquired the EPC business of EDS Automotive
Retail Group, bringing to the Company new automotive brands, thousands of
subscriptions and a top notch Pan-American distribution arrangement.
GROWTH IN THE
AMERICAS
The distribution of Microcat and Partfinder has increased from around 100
countries at the beginning of the year, to 144 countries by the end of the year.
MICROCAT AND
PARTFINDER IN OVER
100 COUNTRIES
The 40th year for the Datateck Lubrication & Tune-Up Guide proved to be an
encouraging one, with the largest sales since publication began in 1962.
LUBE & TUNE
GUIDE
RECORD YEAR
Infomedia acquired the ‘do it yourself ’ EZIMERCHANT electronic catalogue
product line from Australian software development company Australian Windows
Publishing Pty. Ltd. (AWP) to establish format diversification in its product
revenue stream.
RETAIL
PRODUCTS GROUP
ESTABLISHED
www.infomedia.com.au
3
introduction
"As the Company's market
acceptance around the
world expands, so too
does its team of
youthful management
and specialists."
4
www.infomedia.com.au
This Annual Report stands as a record of your Company’s achievements during the 2002 financial year. This
year’s report is intended to leave you well informed on the progress of Infomedia during its second year in the
public arena.
The sentiment for FY2002 is best expressed by the words ‘building business certainty’.
The financial year was one where we worked simultaneously on three commercial fronts. The first was
the competitive activity of securing data licence assets for incorporation in our products. The second was the
regular production and delivery of our products. The third was enhancing our current products and developing
new products or derivatives for future growth.
We were successful with achievements on all three fronts.
We established or renewed 10 data licenses during or shortly after the close of FY2002. Most were for a
5 year term.
We manufactured all of our divisions’ products to their schedules, and increased sales for all released
products over the previous year.
In all our divisions, we made market-requested enhancements to our products and each division also
progressed on new development projects for future release.
We welcome you to this FY2002 Annual Report. This year we intend that in addition to giving you the
key financial information you require about your Company, this year’s report also presents an opportunity to
meet some of the people behind the scenes. People who help to make Infomedia the company that it is and
who help turn our corporate goals into successful results. We trust you will find it informative.
WELCOME
TO THE 2002
ANNUAL REPORT
OF
INFOMEDIA LTD
www.infomedia.com.au
5
international territories and
product timeline
"Published in 24
languages, used in 144
countries, Microcat
is the most
international EPC
in the world."
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www.infomedia.com.au
microcat
speaks the
customers’
language
Chinese
Czech
Danish
Dutch
English
Finnish
Flemish
French
German
Greek
Hungarian
Indonesian
Italian
Japanese
Korean
Norwegian
Polish
Portuguese
Russian
Spanish
Swedish
Thai
Turkish
Vietnamese
Dialects
Canadian French
Traditional Chinese
Mexican Spanish
www.infomedia.com.au
7
achievements - fy2002
"In 144 countries
around the world,
'hello' starts with a
handshake and a
copy of Microcat."
8
www.infomedia.com.au
electronic catalogues division (ECD)
ECD continued to develop EPC technology and product features that made a tangible difference to thousands
of automotive dealers worldwide.
In all, Infomedia announced six new or renewed data licence agreements in FY2002. Below are the
highlights from these announcements.
Daihatsu Market Expansion – July 2001 – New – 3 Years
Infomedia has supplied a Daihatsu version of Microcat since 1996. During this time, the markets supported
by Microcat have steadily increased from Australia to almost global coverage. We view the addition of the South
American, Central American and Caribbean Daihatsu markets as recognition by Daihatsu of the success their
dealers have enjoyed using Microcat. The dealers in these regions appreciate Microcat due to the localisation of
the vehicle information, local language support and after-sales backup.
Mitsubishi Australia - November 2001 – Renewal – 3 Years
Infomedia continued its proud association with Mitsubishi Australia when it renewed its original data licence
agreement for three years. Infomedia has been supplying its Partfinder EPC to Mitsubishi dealers in Australia
since 1998. During that time dealers have reported enjoying the productivity benefits that come with using an
Infomedia EPC system.
Toyota Europe – December 2001 – New – 5 Years
Toyota Europe signed a five-year data licence with Infomedia. Under the terms of this agreement, Infomedia
has the opportunity to supply Microcat to more than 3,000 Toyota dealers within Europe.
Toyota Europe is a tier one automaker with a strong reputation for quality products and after sales service.
Management believes to be chosen as the EPC technology provider, in what was an internationally competitive
contest, is further evidence that Infomedia and Microcat are recognised for EPC leadership and valued
customer service.
This new agreement with Toyota Europe is anticipated to take the relationship with Infomedia beyond
the traditional DVD-ROM based delivery system to Internet deliverable products including Microcat FRESH.
Microcat FRESH will enable Toyota Europe dealers to establish a closer business relationship with their parts
trade customers and expand genuine parts sales.
Ford Australia – December 2001 – Renewal – 3 Years
Ford Australia, Infomedia’s original Microcat data licensor in 1991, renewed its data licence for an additional
three years. Infomedia has been supplying Microcat to Australian Ford dealers on CD-ROM since its inception.
Over the years, Ford Australia and its dealers have seen Infomedia make continuous improvements to the
Microcat system. The current version of Microcat is the third generation released in Australia since 1991, with
each new release bringing additional functionality and advanced technology.
The continued improvement of Microcat during the next three years, as well as the scheduled release of
Microcat FRESH in FY2003, will ensure that Australian Ford dealers receive further productivity gains from
Microcat products and services, just as they have for more than a decade.
Toyota USA & Mexico – February 2002 – New – 5 Years
Toyota USA (Toyota) granted Infomedia a non-exclusive data licence for the United States and an exclusive
data licence for the newly opened Mexico market.
This enables the 1,200 Toyota dealers in the United States to subscribe, if they choose, to Microcat on
DVD-ROM or via the Internet. While there are existing competitive products in this market, the Company
believes Microcat will offer a clear and distinctive choice to the Toyota dealers and that many will prefer
Microcat to the alternatives.
www.infomedia.com.au
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achievements - fy2002
Mexico was a new market for
Toyota when operations officially
in April 2002. Toyota
opened
management
that
operations got off to a good start for
quick and accurate parts interpretation,
so Microcat was chosen for the
Mexican dealer network.
it critical
felt
Toyota dealers in Mexico are
already using Microcat and the United
States version is due for release in the
second quarter of FY2003.
Hyundai North America –
January 2002 – New – 3 Years
Infomedia is the second EPC supplier
authorised by Hyundai to develop EPC
products for its American dealers.
Hyundai dealers in the United States
began subscribing to Microcat on
in June 2002. The
DVD-ROM
agreement allows Infomedia access to
the American market and follows on
from the agreement signed last year
with Hyundai corporate management
in Korea. Since signing that agreement
in May 2001, Microcat acceptance
amongst Hyundai dealers has increased
significantly, with thousands of new
subscriptions worldwide.
Infomedia management believes
that Hyundai Motor America’s 500
plus dealers will prefer the clear and
distinctive alternative that Microcat
offers. The release of the Microcat
system for Hyundai was the fourth
Microcat product in the USA for
Infomedia.
Multi-franchise dealers who
already use Microcat to perform parts
interpretation for other vehicle brands
are also likely to prefer this new release.
10
www.infomedia.com.au
Ford Europe, North America, Asia / Pacific, Australia / New Zealand – July 2002 – Renewal – 5 Years
The renewal of the data licence between Ford Europe and Infomedia continues the long business relationship
between the two companies. Infomedia began supplying Microcat to Ford Europe in 1997 during which time
it has become an invaluable business tool for over 18,000 users on a daily basis.
The commercial environment for the automotive industry in Europe has changed significantly over the
past five years. Three major changes which have occurred include:
computer sophistication in the dealerships
pervasiveness of the Internet
removal of Block Exemption by the European Union for the automotive industry.
The European Union Block Exemption is a body of legislation that affects the organisation,
representation and delivery of automotive products and services throughout the European Union. Removing
Block Exemption is expected to materially change the consumer face of the automotive industry in Europe by
requiring automakers, amongst other things, to provide non-dealers with the same vehicle documentation
previously reserved only for their dealership franchisees.
During the seven months of discussion and analysis leading up to the renewal of the data licence
agreement with Ford, it was not possible to predict or model with certainty how removal of Block Exemption
would reshape the role of workshop documentation and automotive productivity tools like Microcat. Removal
of Block Exemption may cause a material growth in demand for such tools. As such, both parties wanted to
maintain flexibility in order to respond to whatever opportunities needed to be addressed in the future.
Taking this into consideration, an arrangement was created to renew the agreement for the term of five
years. The first two years of the agreement are exclusive and the latter three years of the agreement provide for
the possibility of developing an exciting competitive market to service a much larger and diverse audience than
exists today.
In addition, Ford Europe became the second European supplier to add Infomedia’s Internet products to
its agreement. Microcat FRESH includes the additional benefit to Ford of providing scope for their dealers to
work with the independent motor trade.
Ford North America, Ford Asia/Pacific and Ford Australia/New Zealand also renewed their individual
data licenses with Infomedia for a concurrent five-year term.
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●
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●
●
●
●
achievements - fy2002
"Information and
mechanical skills
form a partnership
to service vehicles
right the first time."
12
www.infomedia.com.au
data management division (DMD)
The Data Management Division continues to hold its place as one of the premier automotive data suppliers in
Australia. It provides services to many automotive importers, suppliers and all of the local automotive
manufacturers (Ford, GM-Holden, Mitsubishi and Toyota) as well as providing researched data and technical
expertise to the Electronic Catalogues and Business Systems Divisions of the Company. DMD’s services
include: technical illustration; parts and service data creation, maintenance and evaluation; lubricant
specification services; and general automotive knowledge.
In addition to the services offered to both internal and external customers, DMD also produced a
number of publications during the year. These include Company owned publications and those created
under licence on behalf of customers. A sampling of the publications that have been
produced are noted below.
Holden Service and Maintenance Information CD-ROM
Replacing the large volumes of printed publications that were
previously released to the independent motor trade, the Holden Service
and Maintenance Information CD-ROM was released in March 2002.
It covers the VT/VX Commodore models and their derivatives. Produced
in conjunction with Holden and available for sale through the Holden
authorised retail dealer network, the DMD team converted the format
from paper to electronic medium, and added an intelligent linking system.
This allows the customer to have rapid access to the appropriate sections of
the information within the system.
Holden Light Commercial and Recreational Vehicle (LCRV)
Service Information Package
The Holden LCRV Service Information Package is similar in content
to the Holden Service and Maintenance Information CD, but it is
designed for the authorised Holden dealer, rather than the independent
motor trade. This means that warranty information, service bulletins and
other authorised dealer information are included in the package, as well as
the warranty repair information. The Frontera, Jackaroo and Rodeo range
of vehicles are also included in the Service Information Package, circulated
by Holden to their entire authorised dealer network on a quarterly basis.
Datateck Lubrication & Tune-Up Guide
2002 is a landmark year for the industry standard Lubrication & Tune-Up
Guide (LTG) being the 40th year of publication. This year’s Guide took on a
new look with the inclusion of a new section covering the fitting of timing belts
for the complete model range. This year the Guide also contains popular Internet
updates. These were introduced last year to allow LTG users to keep up-to-date information on new model
releases. The feedback received from the users has been positive and it is believed to be a beneficial addition to
the Guide. The introduction of advertising to the LTG also proved popular last year, with most of the original
advertisers listing again in the 2002 edition, along with new customers.
Daihatsu YRV Crash List
Produced in conjunction with Daihatsu Australia, the Crash List is a publication that assists dealers in quickly
selecting the appropriate parts when working with panel repair shops. The Crash List aids in the analysis of
collision repair requirements such as panel damage, trim, bumper or head/tail light selection.
www.infomedia.com.au
13
achievements - fy2002
"When vision and tools converge,
the future doesn't just arrive, it becomes."
14
www.infomedia.com.au
business systems division (BSD)
In late 2000 Infomedia acquired a mature and robust dealer management system (DMS) for the purpose of
giving the Company a developmental head start to create what it envisioned as the next generation in DMS.
The first half of this creative vision was based on the concept of converging many of the different
dealership process, control and enquiry applications into a single user interface. The second half of the vision
was to deliver the new DMS as an online information utility rather than as the traditionally deployed
mainframe system. With this vision, the original DMS and a team of talented and committed developers and
engineers, the division commenced a three-year development initiative that would be performed in parallel
with support and maintenance of the original customers. AutoLedgers® was conceived.
The new development activity was designed to be modular in construction so that elements of the
ultimate product would be delivered progressively. Throughout FY2002, the first four key elements of the new
system began to take shape:
AutoTerm®
AutoOffice™ - office productivity suite
AutoShop™ - service workshop scheduler
AutoVision® - customer management and prospecting
- smart terminal emulation
In July and August 2002, the first two elements, AutoTerm and AutoOffice, had a controlled and limited
release in order to field trial their application and integration with the new and more expansive DMS code. At
the time of preparing this Annual Report, the user response from these trials has been very encouraging,
validating that both the concept and implementation are on-track.
Also in July and August the Company commenced a limited number of new dealer field trials for
Infomedia’s new timeshare (ASP) facilities and low-cost virtual private network, which in time will replace its
older fixed-line network that criss-crosses the country. Here again, the initial responses are very positive and
management expects to open this timeshare opportunity to more automotive dealerships and accelerate its
rollout during the second half of FY 2003.
Product development and component releases will continue throughout FY2003. Co-operative
development and technology sharing between the Company’s three divisions and retail products group will pay
creative dividends that will be clearly demonstrable when the whole AutoLedgers vision becomes evident.
Dealers are already expressing enthusiasm for AutoLedgers timeshare (ASP) because it saves the dealership
from high start-up capital expenditures and ongoing maintenance, allowing them to pay just one low-cost fee
per user to have Infomedia deliver a complete DMS utility to their door. Infomedia takes care of the central
processing equipment, security, maintenance and system personnel issues, from its Application Hosting Centre.
AutoOffice, is an office productivity suite specially designed for dealership staff to easily search, create
and share information utilising a windows visual metaphor. The suite includes Infomedia’s AutoTerm smart
terminal emulator, word processor, electronic spreadsheet, email, web browser, task manager, calculator,
reporting wizard, Microcat FRESH (optional) and more. It is built with easy navigational features to move
around the main business applications. For example, it can build an electronic spreadsheet based on data
extracted directly from the DMS database.
www.infomedia.com.au
15
views from the team
"Behind every great company,
there is a great team."
16
www.infomedia.com.au
peter adams
chief financial officer
“It is refreshing to see that passion and innovation can sit
comfortably with strong corporate governance. At least,
that’s how I see it.
“Infomedia is not a bureaucracy or a place
where there is a lot of politics. I believe everyone
here is geared to achieving the corporate goals so
there is little waste. We continuously review our
processes and refine them for the benefit of the
company and the individual.
of
and
“I’ve been with Infomedia for almost two
years and in this time we’ve built a strong and
enthusiastic Finance team to attend to the
variety
treasury
financial
responsibilities faced by a new and expanding
public company. I’m committed to managing
corporate growth and believe the Company
has an excellent recurring revenue business
model. I see continuous product development
and appropriate acquisitions as fuelling the
Company’s growth, market position and business
certainty.
in
“Having previously worked
larger
corporate accounting environments, I find the
inclusive and proactive attitudes at Infomedia a
refreshing change. Infomedia differentiates itself from
other corporations in its ability to respond quickly to
decision-making processes. The corporate structure is very
transparent and administratively very efficient. At Infomedia,
people feel good about themselves and their abilities, and have
fun at the same time as producing professional and competent
results.
“I believe that my time at Infomedia has facilitated my own personal
growth. I have particularly developed new skills in the areas of shareholder
communication and market analysis. I’ve observed that this kind of growth is typical of the Infomedia personal
development experience. Communicating what Infomedia is about to shareholders is important to me. I want
them to have a clear understanding of our strengths and direction so they can choose to invest or not from a
sound and informed foundation.
“In the next five years, my personal view is that Infomedia will continue to grow because it has the right
business formula and the right people. We are successful in part because we do things transparently and there
is a lot of respect amongst the staff and between departments. I believe we all recognise that in order for our
customers to admire and respect our work and people, we must do so first.”
www.infomedia.com.au
17
views from the team
ian davison
production manager
electronic catalogues division
“I’m responsible for the management of 12 production staff who handle all the graphical elements of Microcat,
the monthly Microcat production processes and who make sure all deadlines are met for all products.
“Mutual respect amongst colleagues goes a long way when you work under the intensity of 15 publication
deadlines each month. We have a goal to get the products out on time each month, and if any barriers show
up we break them down to achieve this.
“I feel very proud to be part of the team here at Infomedia. I also feel very proud to be an important part
of the chain in creating these amazing innovative products. We are an international company and people use
Infomedia’s products in every corner of the world. They are used in our
hometown of Narrabeen, on the other side of the world in
Marrakech, and most places in between.
“I’m very sure that what makes Infomedia
attractive to customers is its innovation and
commitment in creating products which are
much better than its competitors. Our
dedication to excellence doesn’t hurt
either.
“If it was just the products
that were improving each year I’d
be concerned that the business
might outgrow us as individuals
but, through the Company’s
annual education scholarship
support, all of us are able to
grow our skills as the
business grows. It’s just a
magical thing really – I’ve
never worked anywhere
like this before. It’s easy to
grow with the Company
and the responsibility that
comes with it.”
18
www.infomedia.com.au
jenni gardiner
assistant project manager,
electronic catalogues division
“Working with a product as good as Microcat brings
a considerable sense of achievement. After the
recent hailstorms in Sydney, a local dealer whose
area was particularly hard hit called me
afterwards to say that ‘Without Microcat I
would have been lost handling so much
business’ and that Microcat put him in
front of all his competition.
“I’ve been with Infomedia for more
than five years and I love handling the
numerous details my role as Assistant
Project Manager requires. I see my future
with Infomedia as a long and stimulating
one. I believe that the Company
to be creative,
encourages people
innovative
their
boundaries.
expand
and
to
“I’m sure it’s the Company’s attitude
towards its staff that gives it the edge. The
philosophy does not limit someone purely on
previous academic achievement, but also takes
into account what skills people can bring to the
Company or their willingness to learn more.
Genuine passion for our products and loyalty to
our goals are important qualities.
“I feel my passion for what I do gives our clients
satisfaction too. I received an email the other day that says
it all. One of our European automaker representatives asked if
something could go into the next product release. After checking
with the development and production teams, I said ‘Yes, we can do that’.
The client emailed back and said, ‘that’s what I love about you guys, you always
come back with the right answer’.
“Our team here at Infomedia is very customer focused, and we will do whatever we can to ensure
customer satisfaction. To put it in my words, I believe that Infomedia’s success can be put down to innovation,
inspiration and passion. It’s the ethos of the Company… inspiring you to be as great as you can be.”
www.infomedia.com.au
19
views from the team
chris huxley
quality assurance manager
electronic catalogues division
“I’m ultimately responsible for approving the
quality of the products. I love to improve
whatever I do, whether it be at work or in
my other favourite pursuits of surfing and
bike-riding. I guess you’d say I have a
desire for excellence – that is something
essential in any Quality Assurance
person. I like getting into the detail,
and I like the fact that QA work is
challenging to make sure that it’s right
every time.
“I’m
an
automotive
parts
interpreter by original training. I’m
not a ‘car fanatic’ but I am interested in
the way they are put together and how
they work – in other words, the detail.
I first crossed paths with Infomedia
many years ago when I was a parts
interpreter at a Ford dealership that used
Microcat. I was obsessed by it and wanted
to work with the people who designed it.
“The challenge and indeed the satisfaction
for the QA team is getting it right within tight
time constraints so that manufacturing doesn’t
have to be rescheduled. Achieving this requires real
teamwork that might involve development and
production staff, as well as QA personnel. It’s the team of
people in the organisation that makes it a great place to work.
They are inspirational, talented, hardworking, creative and
experienced people… this is a recipe for drawing each of us beyond what
we think are our limits.
“Infomedia continues to improve its products and the processes that go into making them. Each monthly
release brings greater maturity and experience to the QA team and with that comes wisdom and strength that
makes the next release better and more intuitive.
“I guess I’d say that quality improvement doesn’t stop at our products either, because I think that
management allows you to express yourself and encourages you to excel. Management is interested in you
becoming a better person and your contributions are valued no matter how small or great.
“I’d say that in five years time Infomedia could achieve anything. I expect that in five years, most
automotive manufacturers will be using Microcat worldwide, and it will have found its way into a variety of
new markets.”
20
www.infomedia.com.au
andrew pattinson
vice-ceo
“I think I have one of the longest associations with Infomedia, having joined the Company in 1988. I started
with the Company when it was distributing third party software, and I’ve held many positions in the opera-
tions side of the business. I have just recently returned to Sydney from my role as General Manager of the
Data Management Division in Melbourne where I guided the division through the sensitive post-acquisition
transition period.
“I believe that the values and personal qualities of the staff in the formative stages of the Infomedia
business were fundamental to the success achieved in more recent times. A combination of inspiration, co-
operation, determination and large amounts of personal exertion laid the platform for business growth. These
qualities are still what drive the business today, even though it is on a much larger scale.
“All staff are encouraged to see themselves as owners in the business. Whilst we work hard to encourage
personal development and growth amongst the staff, the end goal is to be a profitable, well run business – that’s
in everyone’s interest. I think we have a great balance between succesful commercial operations and personal
well-being – that makes Infomedia a business that makes money. We will continue to grow…
it’s a very positive story.
“I would describe Infomedia as a company being ‘built to last’. For me,
that term isn’t an advertisers’ sales pitch for tools or machinery, but rather
it is a core business value that Infomedia’s staff see consistently
demonstrated through the Company’s policies and practices. As a
member of the management team, I can confirm that we have a
clear vision of where we are going, backed up by a strong team
of committed men and women in all our divisions to get us
there.
“I’m confident the future holds a greater range of
possibilities for the Company. There are still many IT
opportunities in the automotive industry that are yet to
be covered. Additionally, there are other market sectors
where there is plenty of potential growth for
Infomedia’s products and services. Today, when you
see our revenue dissections, they are heavily weighted
towards electronic catalogues. I believe these will be
more balanced in the future.
“As the decade unfolds, I’m certain I’ll be right
here with a stronger and more broadly successful
Infomedia. I’m looking forward, as I know the rest of
the team is, to supporting Infomedia to be all it can
be. I’m committed to the long-term future of
Infomedia; treating customers and staff with respect
and building all of our relationships with integrity.”
www.infomedia.com.au
21
views from the team
hieu vu van
senior programmer
business systems division
“It is refreshing and energising for me working for Infomedia. There is a sense of continous growth within
Infomedia and I’ve enjoyed the challenges I have faced. In the last 18 months since the acquisition, I’ve learnt
new ways to see things and to solve problems. It has been very rewarding to bring two decades of IT industry
experience to the new AutoLedgers DMS development. There’s a genuine enthusiasm for the direction the
Company is heading amongst my colleagues, here in Perth.
“I think one of the key strengths of the Company is its ethical business dealings which, combined with
youthful enthusiasm, place Infomedia in a unique position in the industry. It’s an organisation with integrity
and that’s the way my colleagues and I program too – with integrity. After so many years of programming, I
know that the customers can tell the difference between something that is just patched together quickly and
something that is inventive, well-considered and programmed with integrity. Obviously that is our goal.
“The vision and commitment of Richard Graham has been
particularly evident with the integration of the Business Systems
Division within Infomedia. That vision, commitment and
belief in our abilities brings out the best in us
programmers.
“You don’t have to be a business guru to see
that staff participation and commitment to the
business are also reasons behind Infomedia’s
growth. Our environment is one that
encourages personal growth at all levels.
The Company cares about its people and
for
offers many
employees to grow and reach their full
potential.
opportunities
and
guide
“The confident youthfulness of the
Company enables it to see the future
opportunities
us
developers to rendezvous our results
with that future. I believe that
management’s willingness to invest
for the future, the corporate vision,
ethical practices and valuing staff
commitment to the organisation,
place Infomedia in an enviable
position for the future.
“For me, the future for Infomedia
also holds in store the nurturing of new
leadership and creative talent. This is an
exciting possibility and I am keen to be a
part of it.”
22
www.infomedia.com.au
michael roach
general manager
data management division
“I have seen the printing and catalogue industries
develop, from the perspective of Datateck, for more
than two decades. However, I’m the first to admit
that the speed of change has been most evident in
the past two years since the Company became
part of Infomedia and more recently since my
promotion to divisional General Manager.
“The division has changed from a
single point of management to a more
structured operation with a youthful and
enthusiastic team. Many of us at DMD
come directly from the automotive and
printing industries. I’d say we are the most
diverse division of the Company.
“Infomedia has breathed enthusiasm
and potential into the business here. The
culture that Infomedia promotes gives you
a feeling of something you really want to
get involved in. The greater diversity of
developmental work, as well as new DMD
commercial contracts, adds to the feeling that
things are on the move.
“The working
environment
also
leadership,
individualism
encourages
personal development. For me, harmony and
teamwork are key motivators in the new division and
I’m not alone in this opinion.
and
“You don’t have to pretend. There’s no façade. It’s
just a great place to work. I believe in the strategy of selecting
staff on the basis of their leadership abilities, their talent, their
respect for others and their honesty. It has brought together a group
of highly committed people, people who are working towards the same goal
and who enjoy what they are doing.
“For me, a large aspect of Infomedia’s culture is the human element. It’s important to what we are
about and it shows in our products and services and how our customers perceive them. It not only makes
us feel good, it also makes sales.
“I’d say that in the next five years Infomedia will be the global leader in its fields. I admit that this
is a pretty broad statement, but Infomedia is already a world leader in electronic parts cataloguing and
that this is just the tip of the iceberg. Other companies are watching Infomedia as it shapes up to be a key
player worldwide. I think it will be a company admired by its competitors and a lot of people would like
to be a part of it”.
www.infomedia.com.au
23
new retail products group
24
www.infomedia.com.au
In early 1998, Australian Windows Publishing Pty Ltd (AWP) saw the
potential growth in online transactions would create a huge demand
for a simple and inexpensive e-commerce tool to enable thousands of
small businesses to become online merchandise traders. AWP foresaw
that only larger organisations would be able to afford the services of
professional web developers, and that smaller businesses and sole
proprietors would be better served by a simple ‘do it yourself ’ (DIY)
website tool -- an ‘online business in a box’ solution. They developed
a range of such products under the EZI brand name.
Currently, the majority of EZI customers are Australia-based,
however, due to two international distributor relationships effectively
established in 2002, we expect this balance to shift in favour of
international customers during the next 24 months.
Infomedia acquired the business of AWP in July 2002. This
acquisition has provided Infomedia with a foundation of reputable
DIY electronic catalogue and e-commerce software products, which
are applicable to small-to-medium-enterprises (SME) as well as the
existing Infomedia automotive customer base. With this foundation,
the Company starts its new Retail Products Group (RPG). In addition
to the suite of products, the acquisition expands Infomedia’s
e-commerce software development expertise. It also assures the
Infomedia Retail Product Group starts its existence with Australia’s
leading SME e-commerce packages; consumer experience;
distribution networks; blue chip alliances; and support systems.
The RPG suite of products offers both continuity and diversity
to Infomedia’s existing products. The retail ‘shrink wrap’ product
range opens a new and ubiquitous customer channel, while the nature
of the flagship product, ezimerchant professional yields an ongoing
subscription, upgrade and transaction revenue path, which is
compatible with Infomedia’s recurring revenue model.
www.deanwoods.com.au ©2002 Dean Woods Direct Pty Limited
www.crocodilehunter.com.au
©2002 Australia Zoo Pty Limited
ezimerchant professional helps small-to-medium-enterprises
to easily create e-commerce enabled web-sites. Above are two
fine examples.
"In a future world that will
require millions of electronic
catalogues, you either leverage
DIY or you miss the main game."
www.infomedia.com.au
25
acquisition of PartsImager business
"Lasting growth comes
from co-operatively
engaging with the world,
not conquering it."
26
www.infomedia.com.au
Infomedia announced on 29 August 2002 that it had acquired the PartsImager EPC business and assets of
American global services company Electronic Data Systems Inc. (EDS).
The EDS developed PartsImager services the needs of thousands of end-users at dealerships
predominantly in North America representing many major automotive brands.
The purchase will expand Infomedia’s presence and scope for its EPC business globally, and in particular
North America. The acquisition is consistent with Infomedia’s core strategy of specialising in providing
information technology solutions for automotive dealerships around the world.
As part of the arrangement, the EDS Automotive Retail Group (ARG) will take on the role of exclusive
distributor for at least three years for both Microcat and PartsImager product lines in the Americas. ARG will
be responsible for sales, marketing, delivery/installation, customer support, training and administration services
for both Microcat and PartsImager EPCs. ARG is based in Troy, Michigan and specialises in the provision of
IT solutions and services to all levels of the global automotive industry.
Microcat and PartsImager have already proved to be valuable business tools for car and truck dealers
around the world. The professional sales and client-facing skills of EDS combined with Infomedia’s ability to
be fast, flexible and nimble in designing and producing industry-leading software solutions will certainly deliver
new value to clients in these markets.
As a distribution partner EDS brings great skill, experience and resources to support Infomedia’s
objectives for managed growth in the Americas and high customer satisfaction.
Infomedia and its existing distributors will service the PartsImager customers in all the regions outside of
the Americas.
The business relationship between EDS and Infomedia is a good fit for both sides. The automotive retail
experience of EDS in sales, marketing and client support combined with Infomedia’s high quality product
development and user-friendly designs, makes this is a best-in-breed arrangement.
Concurrent with the acquisition, the Company entered into a data licence agreement with General
Motors Corporation SPO (USA) that includes vehicle brands such as Buick, Cadillac, Chevrolet, GMC Trucks,
Oldsmobile, Pontiac and Saturn.
microcat online
28
www.infomedia.com.au
During the 2002 financial year, the first data licenses to include Infomedia’s breakthrough Internet
implementations were signed. Microcat FRESH is intended to be released to some European Ford and Toyota
customers during the 2003 financial year.
Microcat FRESH is an EPC that delivers data and graphics to users via a standard dial-up Internet
connection. This allows dealers to offer key customers the ability to purchase parts from the dealer over the
Internet 24 hours a day, seven days a week.
Microcat FRESH has a smart design that allows any dealer to have a powerful Internet based, e-business
solution for trade customers. With the benefits of accurate data and up-to-date pricing, Microcat FRESH
allows the trade customer to order directly from their nominated dealer without having to wait on the
telephone to check parts applicability, availability and price - in other words, FRESH facilitates ‘self-service’
parts ordering. Dealership parts salespeople will be able to better serve their customers by reviewing the orders
for completeness rather than having to do time-consuming telephone order taking. This will result in an
enhanced customer experience, higher productivity for dealership personnel and better cost to sales ratios.
Today’s business environment is all about increasing sales by increasing customer satisfaction and
delivering value for money services. Microcat FRESH is one of the tools that will deliver benefits to modern
customer focused dealerships.
The parts data, VIN data, illustrations and prices are updated regularly as automakers’ data changes are
recorded. For the automakers, this allows the flexibility to update parts and service data as required rather than
in single monthly ‘batches’. For the dealer it means they always have access to the most up-to-date data.
Microcat FRESH is designed specifically for trade users to make real time savings.
"Successful innovation
is about knowing
what to keep,
what to throw away
and what to invent."
www.infomedia.com.au
29
infomedia systems
30
www.infomedia.com.au
Infomedia management has supported a high level of information technology infrastructure for its enterprise
and commercial computing requirements. Good personnel skills and smart thinking are leveraged by the power
of computing, software and telecommunications systems.
The Corporate Systems Group is responsible for the
architecture, implementation, maintenance and security of
four distinct systems. These are:
the internal enterprise network
the development and production
network
the commercial systems network
the telecommunications network
(voice, data, video, security).
Each aspect of this infrastructure is
intended to provide the optimal:
personnel productivity leverage,
where and when it is needed
cost of ownership to productivity
performance
systems health, surety, and up-
time performance
internal and external transparency
of time and distance.
As a result of the year 2000 acquisitions, all
three divisions of the Company moved closer toward
transparent integration. Systems architecture and
bandwidth supply arrangements were updated to improve
certainty of infrastructure performance and costs for the next
four to eight years.
Guy Bryant
Director of Technical
Operations
Central to the Infomedia systems infrastructure plan was the
commissioning of the Application Hosting Centre (AHC) in early 2002. The primary purpose of this centre is
to provide hosting requirements for Infomedia’s Internet-delivered products as well as the AutoLedgers
timeshare (ASP) dealer management system. When the Company acquired the business of Australian Windows
Publishing Pty Ltd in July it anticipated cost savings by being able to easily move the EZIMERCHANT Global
Transaction Server (GTS) facilities to the AHC too. This move would reduce the costs and increase the security
over the previous GTS hosting arrangements.
Another facet of the plan was the successful implementation of a new company-wide telephone system.
Along with the benefit of having a consistent and more professional level of service for customers contacting
the Company, there have been cost savings resulting from the integration of voice and data systems. The
architecture allows the routing of Infomedia’s internal phone calls over the Company’s secure Internet
infrastructure, which has led to reduced costs for both local and interstate telephone calls.
Good project planning and extra effort by the systems team made down-time for staff and customers
inconsequential and ensured that service levels were maintained throughout the implementation.
"Telecommunications is the highway of the future
- Microcat and AutoLedgers are our vehicles."
www.infomedia.com.au
31
●
●
●
●
●
●
●
●
●
●
●
●
●
●
●
●
outlook - fy2003
The 2003 financial year outlook is healthy with continuing revenue growth and an optimising cost base. The
primary activities for realising this year’s growth involves building on the FY2002 subscriber numbers.
The Company will continue to expand the subscriber base by:
increasing the penetration rate of products in the existing user base
launching versions of Microcat in respect of data licenses entered into during the FY2002
● negotiating and completing more automaker data licence agreements
commercially launching Microcat FRESH
negotiating and completing agreements to expand existing data licenses into new markets.
The Company expects that continued revenue growth would initially come from its European
operations, and later in the year North American operations would begin to make a strong impact with growth
coming from General Motors, Hyundai, Land Rover and Toyota.
In particular, FY2003 will be a year to focus on building our market share in the Americas. With the
newly formed EDS Automotive Retail Group distributor relationship there will be good opportunities to
extend the business with our existing clients in the region, being Daihatsu, Ford, Hyundai Land Rover and
Toyota.
Infomedia will also be looking to expand business opportunities with our newly acquired customers from
General Motors and Lexus through the PartsImager EPC acquisition. We will leverage the industry contacts
available through this new relationship to expand our product user base.
There will be activities to realise further opportunities in the European Union for our EPC products. As
with the situation in the Americas, we will pursue opportunities with existing as well as new clients.
Infomedia may also continue to make selective acquisitions in order to build on the Company’s product,
intellectual property, market share and personnel asset bases. The type of business targeted for acquisition will
generally have the following benefits:
access to additional data licence agreements
intellectual property to enhance or expand the existing product range
access to markets currently not available to Infomedia
additional EPC, Service Information Package or DMS product subscriber agreements.
32
www.infomedia.com.au
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●
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fy2002 audited accounts
www.infomedia.com.au
33
directors’ report
Back left to right:
Barry Ford
Myer Herszberg
Fran Hernon
Front left to right:
Richard Graham
Andrew Pattinson
34
www.infomedia.com.au
your fy2002 directors
Your Directors submit their report for the year ended 30 June 2002. The names and details of the Directors of
the Company in office during the financial year and until the date of this report are:
Richard David Graham, Chairman and CEO - Richard Graham has held senior management positions in the
American and Australian computer industry since 1977. Mr Graham has been Managing Director of
Infomedia since 1988. He commenced his technology career at ComputerLand Corp (USA) and
ComputerLand Australia Pty Ltd, where he held the positions of Marketing Director and General Manager
respectively. In 1982 he founded Wiser-Microsoft, Microsoft’s first full service distributor in Australia.
Barry Raymond Ford, Non-Executive Director (Chairman of Audit and Corporate Governance Committee)
Barry Ford was appointed to the Infomedia Board of Directors on 19 June 2000. Mr Ford was Director of
Finance and Chief Financial Officer of Goodman Fielder Ltd from 1997 to 1999 and has sat on a number of
boards, including the Island Food Company and Yallourn Energy where he was Chairman of the Audit
Committee. Mr Ford held various financial management positions at General Motors Corporation between
1964 and 1989 including Director, Overseas Financial Planning & Analysis at GM Corp USA from 1984 to
1986 and Director of Finance and Strategic Planning at General Motors-Holden from 1987 to 1989.
Andrew Pattinson, Executive Director and Vice-CEO - Andrew Pattinson was appointed to the Board of
Directors on 31 October 2001. He has played a leading role in Infomedia for over 14 years, with 6 of these as
Director of Production and Operations in Sydney and more recently 2 years as General Manager of the Data
Management Division in Melbourne. He moved back to Sydney in January 2002 to take on the role of
Infomedia’s Vice-CEO.
Fran Mary Hernon, Non-Executive Director (Chairman of Remuneration Committee) - Fran Hernon was
appointed to the Infomedia Board of Directors on 19 June 2000. Ms Hernon has a background in media,
publishing, marketing and technology. She has senior editorial experience at News Ltd and was Editor of New
Woman at Murdoch Magazines, General Manager of Harrison Communications and Director of Publicity at
Channel 10. Since joining NRMA in 1993 as Managing Editor of The Open Road magazine she has held
several senior positions including Manager, Business Communications and most recently, Senior Account
Manager, Shared Services, Group IT&T for the Insurance Australia Group.
Myer Herszberg, Non-Executive Director - Myer Herszberg has been a Director of Infomedia since 1992. Mr
Herszberg has extensive consumer electronics experience and was active in bringing home computers to
Australia in the early 1980s. As founder and proprietor of Melbourne’s Denman Audio chain 25 years ago, he
has also brought many leading edge electronic products to Australia.
Directors were in office from the beginning of the financial year until the date of this report, unless otherwise
stated. Ian Michael Joicey was an Executive Director until his retirement on 31 October 2001.
www.infomedia.com.au
35
directors’ report
INTERESTS IN THE SHARES AND OPTIONS OF THE COMPANY AND RELATED BODIES CORPORATE
As at the date of this report, the interests of the Directors in the shares and options of the Company were:
Wiser Laboratory Pty Limited
Rentamobile Pty Limited
Yarragene Pty Limited
Andrew Pattinson
Wiser Centre Pty Limited
Richard Graham
Myer Herszberg
Barry Ford
Fran Hernon
INFOMEDIA LTD
ORDINARY SHARES
FULLY PAID
100,277,501
28,577,154
45,844,445
4,407,716
1,000,000
926,559
-
116,666
5,000
OPTIONS OVER
ORDINARY SHARES
-
-
-
648,000
-
450,000
450,000
133,334
200,000
Richard Graham is the sole Director and beneficial shareholder of Wiser Laboratory Pty Limited. Richard Graham is a Director of Wiser
Centre Pty Limited, trustee for the Wiser Centre Pty Ltd Superannuation Fund (formerly Sidford Superannuation Fund). Myer Herszberg
is a Director and major shareholder of both Rentamobile Pty Limited and Yarragene Pty Limited.
PRINCIPAL ACTIVITIES
Infomedia Ltd is a Company limited by shares that is incorporated and domiciled in Australia.
The principal activities during the year of entities within the consolidated entity were:
developer and supplier of electronic parts catalogues for the automotive industry globally;
information management, analysis and creation for the domestic automotive and oil industries; and
the provision of dealer management systems for the automotive industry.
There have been no significant changes in the nature of those activities during the year.
EMPLOYEES
The consolidated entity employed 135 (2001: 121) full time employees as at 30 June 2002.
DIVIDENDS
Dividends paid or declared during the year:
Interim dividend – 1.25 cents per share – fully franked
Final dividend – 1.5 cents per share – fully franked
$'000
4,036
4,864
REVIEW AND RESULTS OF OPERATIONS
The consolidated entity experienced improvement in sales and profits over the prior year. Revenue from ordinary activities increased by
23% and profit from ordinary activities after income tax expense increased by 5%.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
There has been no significant change in the state of affairs of the Company since the last Directors’ Report.
SIGNIFICANT EVENTS AFTER THE BALANCE DATE
There has been no matter or circumstance that has arisen since the end of the financial year that has significantly affected the operations
of the Company, the results of those operations, or the state of affairs of the Company other than the matters disclosed in Note 35: Events
Subsequent To Balance Date.
36
www.infomedia.com.au
●
●
●
●
●
●
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
The Directors foresee that the 2003 financial year will be a period of managed growth of its traditional business and maximizing the
integration success of its acquisitions made. The most significant area for change will be in:
continued expansion of subscription revenues for Infomedia’s products;
continued development of Infomedia’s software including delivery via the Internet; and
organisation of an enhanced product range arising from the acquisition of new businesses.
It is anticipated that the 2003 financial year would show continued improvement in profits.
ENVIRONMENTAL REGULATION AND PERFORMANCE
The consolidated entity is not subject to any particular or significant environmental regulation under a law of the Commonwealth of
Australia or of a State or Territory.
SHARE OPTIONS
Unissued shares
Andrew Pattinson received 66,000 options on 9 July 2001 pursuant to the Employee Option Plan. No other options were granted to
Directors during the financial year ended 30 June 2002.
At the date of this report, there were 10,359,584 unissued ordinary shares under options (3,840,584 at balance date). Refer to notes 26
and 31 for further details.
Selective Share Plan
At the date of this report, 8,400,805 shares have been offered to selected persons pursuant to the Selective Share Plan. There are no
remaining shares to be offered under the plan. The consideration for each share offered was nil. Refer to note 26 for further details.
All Selective Share Plan shares allotted during the financial year ended 30 June 2002 were made in accordance with the plan and pursuant
to the Initial Public Offering (IPO) document dated 14 July 2000.
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
During the year the Company paid a premium in relation to insuring Directors and other officers against liability incurred in their capacity
as a Director or officer of the Company.
The insurance contract specifically prohibits the disclosure of the nature of the policy and amount of premium paid.
www.infomedia.com.au
37
●
●
●
●
●
●
directors’ report
DIRECTORS’ AND OTHER OFFICERS’ EMOLUMENTS
The Remuneration Committee of the Board of Directors is responsible for determining and reviewing compensation arrangements for the
Directors and the executive team. The Remuneration Committee assesses the appropriateness of the nature and amount of emoluments of
such officers on a periodic basis by reference to relevant employment market conditions with the overall objective of ensuring maximum
stakeholder benefit from the retention of a high quality board and executive team. To assist in achieving these objectives, the Remuneration
Committee links the nature and amount of Executive Directors’ and officers’ emoluments to the Company’s financial and operational
performance.
Details of the nature and amount of each element of the emoluments of each Director of the Company and the consolidated entity:
EMOLUMENTS OF DIRECTORS OF INFOMEDIA LTD
ANNUAL EMOLUMENTS
LONG-TERM EMOLUMENTS
Base Fees
Other (a)
Superannuation
Selective Share Plan (pursuant to IPO)
Richard Graham
Andrew Pattinson
Myer Herszberg
Barry Ford
Fran Hernon
Ian Joicey
$
192,653
138,510
40,000
40,000
40,000
17,355
$
10,091
-
-
-
-
-
$
15,412
11,039
3,200
3,200
3,200
1,340
No.
308,853
62,406
-
-
-
123,541
Cost to
Company
$
-
-
-
-
-
-
Market
Value $
(b)
562,112
113,421
-
-
-
224,845
EMOLUMENTS OF EXECUTIVES OF INFOMEDIA LTD
ANNUAL EMOLUMENTS
LONG-TERM EMOLUMENTS
Base Fees
Other
(a)
Super-
annuation
Redundancy
Payments
Selective Share Plan (pursuant to IPO)
and Employee Share Plan
Options
granted (c)
Michael Connor
Nick Georges
Gary Martin
Guy Bryant
Peter Adams
$
151,654
115,796
111,511
105,989
105,448
$
-
-
7,709
8,925
7,603
$
10,728
9,193
8,820
8,400
8,965
$
35,373
-
-
-
-
No.
636
279,391
742,671
-
1,423
Cost to
Company
$
-
-
-
-
-
Market
Value $
(b)
1,000
507,902
824,785
-
2,000
No.
-
66,000
66,000
-
-
$
-
7,170
7,170
-
-
(a) The category ‘Other’ includes the value of any non-cash benefits provided.
(b) The value attributed to the Selective Share Plan and Employee Share Plan is calculated as the total number of shares allotted multiplied
by the weighted average market price of the five trading days on the Australian Stock Exchange preceding first date of offer.
(c) Options granted as part of remuneration have been valued using an option pricing model which takes into account factors such as the
exercise price, the current level of volatility of the underlying share price and the time to maturity of the option. There was no cost to
the Company in issuing the options.
38
www.infomedia.com.au
DIRECTORS’ MEETINGS
The number of meetings of Directors (and meetings of committees of Directors) held during the year and the number of meetings attended
by each Director was as follows:
Number of meetings held:
Number of meetings attended:
Richard Graham
Ian Joicey
Andrew Pattinson
Myer Herszberg
Barry Ford
Fran Hernon
Directors' Meetings
11
MEETINGS OF COMMITTEES
Audit & Corporate Governance
3
Remuneration
2
10
2
8
11
11
10
-
-
-
3
3
3
-
-
-
2
-
2
ROUNDING
The amounts contained in this report and in the financial report have been rounded to the nearest $1,000 (where rounding is applicable)
under the option available to the Company under ASIC Class Order 98/0100. The Company is an entity to which the Class Order applies.
CORPORATE GOVERNANCE
In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of Infomedia Ltd support and
have adhered to the principles of corporate governance. As at the date of this report, the Company had an Audit & Corporate Governance
Committee and a Remuneration Committee of the Board of Directors. The members of the Audit & Corporate Governance Committees
are Barry Ford, Fran Hernon and Myer Herszberg. The members of the Remuneration Committee are Fran Hernon and Myer Herszberg.
Signed in accordance with a resolution of the Directors.
Richard David Graham
Chairman
Sydney, 26 August 2002
www.infomedia.com.au
39
statement of financial performance
YEAR ENDED 30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
2002
$’000
2001
$’000
2002
$’000
2001
$’000
44,465
36,123
42,395
31,555
(23,859)
(11)
(16,747)
(84)
(22,206)
(11)
(13,209)
(18)
(1,218)
19,377
(5,968)
-
(1,218)
-
19,292
(6,467)
18,960
(5,661)
18,328
(6,049)
13,409
12,825
13,299
12,279
-
-
-
-
13,409
12,825
13,299
12,279
4.15
4.13
2.75
4.06
3.98
2.50
2(i)
2(ii)
2(iii)
2(iv)
Revenue from ordinary activities
Expenses from ordinary activities excluding
Supreme Court Litigation and borrowing costs
Borrowing costs expense
Costs incurred in defending and disposing of
Supreme Court Litigation
Profit from ordinary activities before
income tax expense
Income tax expense relating to ordinary activities
Profit from ordinary activities after
income tax expense
Total revenues, expenses and valuation adjustments
attributable to Infomedia Ltd and recognised
directly in equity
Total changes in equity other than those resulting from
transactions with owners as owners
3
5
23
23
4
Basic earnings per share (cents per share)
Diluted earnings per share (cents per share)
Franked dividends per share (cents per share)
40
www.infomedia.com.au
statement of financial position
AT 30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
CURRENT ASSETS
Cash
Receivables
Inventories
Other
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Receivables – wholly owned group
Investments
Property, plant and equipment
Intangible assets
Deferred research & development costs
Deferred tax assets
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Payables
Interest-bearing liabilities
Provisions excluding tax liabilities
Provision for income tax
Deferred revenue
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Interest-bearing liabilities
Provisions excluding tax liabilities
Deferred tax liabilities
TOTAL NON-CURRENT LIABILITIES
2002
$’000
18,785
5,481
61
228
24,555
-
-
6,890
5,573
2,503
603
15,569
2001
$’000
16,852
7,798
185
695
25,530
-
-
2,789
6,270
1,778
337
11,174
2002
$’000
18,196
4,871
44
212
23,323
5,965
-
4,248
2,182
2,503
473
15,371
2001
$’000
15,951
6,432
20
125
22,528
5,144
-
2,281
2,442
1,778
235
11,880
40,124
36,704
38,694
34,408
1,845
58
5,902
1,026
605
9,436
14
201
782
997
1,991
101
5,732
1,395
1,112
10,331
85
147
925
1,157
1,611
58
5,612
1,104
406
8,791
14
103
782
899
1,658
101
5,426
1,082
351
8,618
85
131
935
1,151
6
7
8
9
10
12
13
14
15
16
17
18
19
20
21
TOTAL LIABILITIES
10,433
11,488
9,690
9,769
NET ASSETS
EQUITY
Contributed equity
Retained profits
TOTAL EQUITY
29,691
25,216
29,004
24,639
22
5
17,474
12,217
17,474
7,742
17,474
11,530
17,474
7,165
29,691
25,216
29,004
24,639
www.infomedia.com.au
41
statement of cash flows
YEAR ENDED 30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers
Payments to suppliers and employees
Interest received
Borrowing costs
Income tax paid
NET CASH FLOWS FROM
OPERATING ACTIVITIES
24 (a)
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of property, plant and equipment
Proceeds from sale of property, plant and equipment
Purchase of business
Payment of option to acquire a business
NET CASH FLOWS FROM/(USED IN)
INVESTING ACTIVITIES
35
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of ordinary shares
Proceeds from exercise of options from related parties 31
Repayment of borrowings
Dividends paid on ordinary shares
Finance lease principal
NET CASH FLOWS FROM/(USED IN)
FINANCING ACTIVITIES
2002
$’000
2001
$’000
2002
$’000
2001
$’000
46,823
(25,066)
575
(11)
(6,737)
31,526
(18,229)
912
(85)
(5,951)
44,232
(24,766)
689
(11)
(6,016)
27,694
(15,176)
922
(18)
(5,696)
15,584
8,173
14,128
7,726
(4,617)
15
-
(60)
(1,092)
-
(2,170)
-
(2,849)
15
-
(60)
(666)
-
(2,170)
-
(4,662)
(3,262)
(2,894)
(2,836)
-
-
-
(8,874)
(115)
19,000
67
(5,000)
(3,193)
(176)
-
-
-
(8,874)
(115)
19,000
67
(5,000)
(3,193)
(176)
(8,989)
10,698
(8,989)
10,698
NET INCREASE IN CASH HELD
1,933
15,609
2,245
15,588
Add opening cash brought forward
CLOSING CASH CARRIED FORWARD
24 (b)
16,852
18,785
1,243
16,852
15,951
18,196
363
15,951
42
www.infomedia.com.au
notes to financial statements
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) Basis of accounting
The financial statements have been prepared in accordance with the historical cost convention.
The financial report is a general purpose financial report which has been prepared in accordance with the requirements of the Corporations
Act 2001 which includes applicable Accounting Standards. Other mandatory professional reporting requirements (Urgent Issues Group
Consensus Views) have also been complied with.
(b) Changes in accounting policies
The accounting policies adopted are consistent with those of the previous year except for the accounting policy with respect to earnings
per share.
The consolidated entity has adopted the revised Accounting Standard AASB1027 “Earnings Per Share” (EPS) and has for the first time,
determined basic and diluted earnings per share in accordance with the revised Standard.
Diluted EPS was previously determined by dividing the profit from ordinary activities after tax adjusted for the effect of earnings on
potential ordinary shares, by the weighted average number of ordinary shares (both issued and potentially dilutive) outstanding during the
financial year.
In accordance with AASB1027, diluted EPS is now calculated as net profit attributable to members, adjusted for:
cost of servicing equity (other than dividends);
the after tax effect of dividends and interest associated with potentially dilutive ordinary shares that have been recognised as expenses;
and
other non-discretionary changes in revenue or expenses during the period that would result from the dilution of potential ordinary
shares;
divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.
(c) Principles of consolidation
The consolidated financial statements are those of the economic entity, comprising Infomedia Ltd (the parent entity) and all entities which
Infomedia Ltd controlled from time to time during the year and at balance date.
Information from the financial statements of subsidiaries is included from the date the parent entity obtains control until such time as
control ceases. Where there is loss of control of a subsidiary, the consolidated financial statements include the results for the part of the
reporting period during which the parent company has control.
Subsidiary acquisitions are accounted for using the purchase method of accounting.
The financial statements of subsidiaries are prepared for the same reporting period as the parent entity, using consistent accounting policies.
Adjustments are made to bring into line any dissimilar accounting policies which may exist.
All intercompany balances and transactions, including recognised profits arising from intra-group transactions, have been eliminated in
full. Unrealised losses are eliminated unless costs cannot be recovered.
(d) Foreign currencies
Translation of foreign currency transactions
Transactions in foreign currencies of entities within the consolidated entity are converted to local currency at the rate of exchange ruling
at the date of the transaction.
Amounts payable to and by the entities within the consolidated entity that are outstanding at the balance date and are denominated in
foreign currencies have been converted to local currency using rates of exchange ruling at the end of the financial year.
Except for certain specific hedges and hedges of foreign currency operations, all resulting exchange differences arising on settlement or re-
statement are brought to account in determining the profit or loss for the financial year, and transaction costs, premiums and discounts
on forward currency contracts are deferred and amortised over the life of the contract.
Forward exchange contracts
The consolidated entity enters into forward exchange contracts where it agrees to sell specified amounts of foreign currencies in the future
at a predetermined exchange rate. The objective is to match the contract with anticipated future cash flows from sales and purchases in
foreign currencies, to protect the consolidated entity against the possibility of loss from future exchange rate fluctuations. The forward
exchange contracts are usually for no longer than twelve to twenty-four months. Forward exchange contracts are recognised at the date the
contract is entered. Exchange gains or losses on forward exchange contracts are charged to the profit and loss except those relating to hedges
of specific commitments which are deferred and included in the measurement of the sale or purchase.
www.infomedia.com.au
43
●
●
●
●
●
●
notes to financial statements
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
continued from previous page
(e) Cash and cash equivalents
Cash on hand and in banks and short-term deposits are stated at nominal values.
For the purposes of the Statement of Cash Flows, cash includes cash on hand and in banks, and money market investments readily
convertible to cash within two working days, net of outstanding bank overdrafts.
(f) Trade and other receivables
Trade receivables are recognised and carried at original invoice amount less a provision for any uncollectable debts. An estimate for doubtful
debts is made when collection is no longer probable. Bad debts are written-off as incurred.
Receivables from related parties are recognised and carried at the nominal amount due. Interest is taken up as income on an accrual basis.
(g) Investments
All other non-current investments are carried at the lower of cost and recoverable amount.
(h) Inventories
Manufacturing
Inventories are valued at the lower of cost and net realisable value.
Costs incurred in bringing each product to its present location and condition are accounted for as follows:
Raw materials – purchase cost on a first-in-first-out basis; and
● Work-in-progress – cost of direct labour and materials.
(i) Recoverable amount
Non-current assets are not carried at an amount above their recoverable amount, and when carrying values exceed this recoverable amount
the assets are written down to the recoverable amount.
(j) Property, plant and equipment
Cost and valuation
Property, plant and equipment are carried at cost.
Depreciation
Depreciation is provided on a straight line basis on all property, plant and equipment, other than freehold land.
Major depreciation periods are:
Freehold buildings:
Leasehold improvements:
Plant and equipment:
Plant and equipment under lease:
2002
40 years
5 to 20 years
3 to 15 years
3 years
2001
40 years
6 years
3 to 15 years
3 years
(k) Leases
Leases are classified at their inception as either operating or finance leases based on the economic substance of the agreement so as to reflect
the risks and benefits incidental to ownership.
Operating leases
The minimum lease payments of operating leases, where the lessor effectively retains substantially all of the risks and benefits of ownership
of the leased item, are recognised as an expense on a straight line basis. Contingent rentals are recognised as an expense in the financial
year in which they are incurred.
Finance leases
Leases which effectively transfer substantially all of the risks and benefits incidental to ownership of the leased item to the group are
recognised at the present value of the minimum lease payments and disclosed as property, plant and equipment under lease. A lease liability
of equal value is also recognised.
Capitalised lease assets are depreciated over the estimated useful life of the assets. Minimum lease payments are allocated between interest
expense and reduction of the lease liability with the interest expense calculated using the interest rate implicit in the lease and charged
directly to profit and loss.
The cost of improvements to or on leasehold property is recognised, disclosed as leasehold improvements, and amortised over the unexpired
period of the lease or the estimated useful lives of the improvements, whichever is the shorter.
44
www.infomedia.com.au
●
●
●
(l) Intangibles
Goodwill
Goodwill represents the excess of the purchase consideration over the fair value of identifiable net assets acquired at the time of acquisition
of a business or shares in a controlled entity. Goodwill is amortised by the straight-line method over the period during which benefits are
expected to be received. This is taken as being ten years.
Intellectual property
Intellectual property relates to copyright over a key product and is amortised over its useful life, being ten years.
(m) Trade and other payables
Liabilities for trade creditors and other amounts are carried at cost which is the fair value of the consideration to be paid in the future for
goods and services received, whether or not billed to the consolidated entity.
Payables to related parties are carried at the principal amount. Interest, when charged by the lender, is recognised as an expense on an
accrual basis.
(n) Revenue in advance
Certain contracts allow annual subscriptions to be invoiced in advance. The components of revenue relating to the subscription period
beyond balance date are recorded as a liability.
(o) Loans and borrowings
All loans are measured at the principal amount. Interest is charged as an expense as it accrues. Finance lease liability is determined in
accordance with the requirements of AASB 1008: Leases.
(p) Share capital
Ordinary share capital is recognised at the fair value of the consideration received by the Company. Any transaction costs arising on the
issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received.
(q) Revenue recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the entity and the revenue can be reliably
measured. The following specific recognition criteria must also be met before revenue is recognised:
Subscriptions
Subscription revenue is recognised when title of licence has passed to the buyer with related support revenue being recognised over the
service period. Where title of licence and related support revenue are inseparable then the revenue is recognised over the service period.
Interest
Control of a right to receive consideration for the provision of, or investment in, assets has been attained.
(r) Taxes
Income taxes
Tax-effect accounting is applied using the liability method whereby income tax is regarded as an expense and is calculated on the
accounting profit after allowing for permanent differences. To the extent timing differences occur between the time items are recognised
in the financial statements and when items are taken into account in determining taxable income, the net related taxation benefit or
liability, calculated at current rates, is disclosed as a future income tax benefit or a provision for deferred income tax. The net future income
tax benefit relating to tax losses and timing differences is not carried forward as an asset unless the benefit is virtually certain of being
realised.
Goods and services tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST except:
where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is
recognised as part of the acquisition of the asset or as part of the expense item as applicable; and
receivables and payables are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the
Statement of Financial Position.
Cash flows are included in the Statement of Cash Flows on a gross basis and the GST component of cash flows arising from investing and
financing activities, which is recoverable from, or payable to, the taxation authority are classified as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.
www.infomedia.com.au
45
●
●
●
●
notes to financial statements
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
continued from previous page
(s) Employee entitlements
Provision is made for employee entitlement benefits accumulated as a result of employees rendering services up to the reporting date. These
benefits include wages and salaries, annual leave and long service leave.
Liabilities arising in respect of wages and salaries, annual leave and any other employee entitlements expected to be settled within twelve
months of the reporting date are measured at their nominal amounts. All other employee entitlement liabilities are measured at the present
value of the estimated future cash outflow to be made in respect of services provided by employees up to the reporting date. In determining
the present value of future cash outflows, the interest rates attaching to government guaranteed securities which have terms to maturity
approximating the terms of the related liability are used.
Employee entitlements expenses and revenues arising in respect of the following categories:
wages and salaries, non-monetary benefits, annual leave, long service leave and other leave entitlements; and
other types of employee entitlements
are charged against profits on a net basis in their respective categories.
The value of the employee share scheme described in note 26 is not being charged as an employee entitlement expense.
In respect of the consolidated entity’s accumulated benefits superannuation plans, any contributions made to the superannuation funds by
entities within the consolidated entity are charged against profits when due.
(t) Research and development costs
Research and development costs are expensed as incurred, except where the future benefits are recoverable beyond any reasonable doubt.
When research and development costs are deferred such costs are amortised over future periods on a basis related to expected future
benefits. Unamortised costs are reviewed at each balance date to determine the amount (if any) that is no longer recoverable and any
amount identified is written off.
(u) Earnings per share (EPS)
Basic EPS are determined by dividing the profit from ordinary activities after related income tax expense by the weighted average
number of ordinary shares outstanding during the financial year.
Diluted EPS is calculated as net profit attributable to members, adjusted for:
cost of servicing equity (other than dividends);
the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as expenses;
and
other non-discretionary changes in revenue or expenses during the period that would result from the dilution of potential ordinary
shares;
divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.
46
www.infomedia.com.au
●
●
●
●
●
●
●
●
●
●
30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
2002
$’000
2001
$’000
2002
$’000
2001
$’000
2. PROFIT FROM ORDINARY ACTIVITIES
Profit from ordinary activities before income tax
expense includes the following revenues and
expenses whose disclosure is relevant in explaining
the financial performance of the entity:
(i) Revenues from ordinary activities
Sales revenue
Interest revenue
- wholly owned group
- other persons/corporations
Total interest revenue
Foreign currency exchange gain
Profit on sale of non-current assets
Other revenue
Revenues from ordinary activities
(ii) Expenses from ordinary activities excluding
Supreme Court Litigation and borrowing costs
Cost of goods sold
Salaries & wages (including on-costs)
Depreciation of non-current assets
- Buildings
- Plant & equipment
- Plant & equipment under lease
- Leasehold improvements
Total depreciation of non-current assets
Amortisation of non-current assets
- Goodwill
- Intellectual property
- Deferred research and development costs
Total amortisation of non-current assets
Management fee paid to controlled entities
Bad and doubtful debts
Operating lease rental
Foreign currency exchange loss
Other expenses
Expenses from ordinary activities excluding
Supreme Court Litigation and borrowing costs
(iii) Borrowing costs
Interest expense
- other corporations
Finance charges – lease liability
Borrowing costs
(iv) Significant items
Costs incurred in defending and disposing of
Supreme Court Litigation
43,846
34,452
41,662
29,875
-
575
575
-
7
37
44,465
-
912
912
577
-
182
36,123
133
556
689
-
7
37
42,395
35
887
922
577
-
181
31,555
8,935
10,031
7,183
7,150
8,351
8,162
6,137
5,844
39
914
12
90
1,055
497
200
315
1,012
-
146
481
312
1,887
6
696
38
41
781
472
117
122
711
-
86
275
-
561
6
807
12
50
875
59
200
315
574
1,750
136
551
312
1,495
6
593
38
27
664
35
117
122
274
-
36
173
-
81
23,859
16,747
22,206
13,209
-
11
11
66
18
84
-
11
11
34
1,218
-
1,218
-
18
18
-
www.infomedia.com.au
47
notes to financial statements
30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
2002
$’000
2001
$’000
2002
$’000
2001
$’000
2. PROFIT FROM ORDINARY ACTIVITIES
continued from previous page
(v) Research & development costs
(included within item 2(ii) previous page)
Total research & development costs incurred
during the year
Less: research & development costs deferred
Net research and development costs expensed
3. INCOME TAX
The prima facie tax on operating profit differs
from the income tax provided in the financial
statements as follows:
Prima facie tax on operating profit at 30% (2001: 34%)
Tax effect of permanent differences
- Legal expense
- Entertainment
- Depreciation of buildings
- Amortisation of intangible assets
- Additional research and development deduction
- Intellectual property – copyright deduction
(Over)/under provision of previous year
Adjustment to deferred tax balances
Amount attributable to change in income tax rate
Income tax expense attributable to operating profit
4. DIVIDENDS PROPOSED OR PAID
(a) Dividends proposed
Franked - 1.5 cents (2001: 1.5) per share
(b) Dividends paid during the year:
Franked interim - 1.25 cents (2001:1.0) per share
Final 2001 franked dividend – 1.5 cents per share
Total dividends paid during the year
The tax rate at which dividends were franked is
30% (2001: 34%)
The amount of franking credits available for the
subsequent financial year are:
– franking account balance as at the end of the
financial year
– franking credits that will arise from the payment
of income tax payable as at the end of the financial year
– franking debits that will arise from the payment
of dividends as at the end of the financial year
1,975
(1,040)
935
1,900
(1,900)
-
1,975
(1,040)
935
1,900
(1,900)
-
5,813
44
30
2
209
(148)
(24)
42
-
-
5,968
4,864
4,036
4,838
8,874
6,559
19
15
2
200
(162)
(27)
(49)
(12)
(78)
6,467
4,804
3,193
-
3,193
5,688
44
25
2
78
(148)
(24)
(4)
-
-
5,661
4,864
4,036
4,838
8,874
6,232
19
15
2
51
(162)
(27)
24
(12)
(93)
6,049
4,804
3,193
-
3,193
14,620
7,866
2,575
2,100
(4,864)
12,331
(4,804)
5,162
48
www.infomedia.com.au
30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
5. RETAINED PROFITS
Balance at the beginning of the year
Profit from ordinary activities after income tax expense
Total available for appropriation
Dividends provided for or paid: 2001
Dividends provided for or paid: 2002
Balance at the end of the year
6. RECEIVABLES (CURRENT)
Trade debtors
Provision for doubtful debts
Other debtors
Amounts other than trade debts receivable from
related parties: Directors and Director-related
entities
31
(a) Australian dollar equivalent of amounts receivable
in foreign currencies not effectively hedged:
New Zealand dollars
(b) Terms and conditions relating to the above
financial instruments:
(i) Credit sales are on terms up to 30 days.
(ii) Details of the terms and conditions of related
party receivables are set out in Note 31.
7. INVENTORIES (CURRENT)
Raw materials
At cost
Work in progress
At cost
Total inventories at the lower of cost and
net realisable value
2002
$’000
7,742
13,409
21,151
(34)
(8,900)
12,217
5,473
(45)
5,428
53
-
5,481
2001
$’000
2,914
12,825
15,739
(7,997)
-
7,742
7,573
(86)
7,487
194
117
7,798
2002
$’000
7,165
13,299
20,464
(34)
(8,900)
11,530
4,875
(45)
4,830
41
-
4,871
2001
$’000
2,883
12,279
15,162
(7,997)
-
7,165
6,157
(36)
6,121
194
117
6,432
14
14
22
22
14
14
13
13
61
-
61
59
126
185
44
-
44
20
-
20
www.infomedia.com.au
49
notes to financial statements
30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
8. OTHER CURRENT ASSETS
Prepayments
Deposit paid on property
9. RECEIVABLES (NON-CURRENT)
Wholly-owned group
- subsidiary entities
10. INVESTMENTS (NON-CURRENT)
Investments at cost comprise:
Controlled entities – unlisted
Total investments in balance sheet
11. INTERESTS IN SUBSIDIARIES
2002
$’000
2001
$’000
2002
$’000
2001
$’000
228
-
228
-
-
-
149
546
695
-
-
-
212
-
212
125
-
125
5,965
5,144
$7 only
$7 only
$6 only
$6 only
31
11
Name
Infomedia
Investments
Pty Ltd
– ordinary shares
Datateck Publishing
Pty Ltd
– ordinary shares
AutoConsulting
Pty Ltd
– ordinary shares (a)
Country of
incorporation
% of equity interest held by
the
consolidated entity
2002
%
100
Australia
2001
%
100
100
$2 only
$2 only
Australia
100
$4 only
$4only
Australia
100
-
$1 only
$7 only
-
$6 only
(a) On 24 January 2002, Infomedia Ltd acquired
100% of the share capital of a newly registered
Australian “shelf ” company, AutoConsulting
Pty Ltd, for the sum of $1 only.
50
www.infomedia.com.au
30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
2002
$’000
2001
$’000
2002
$’000
2001
$’000
12. PROPERTY, PLANT AND EQUIPMENT
Freehold land and buildings
At cost
Provision for depreciation
Leasehold improvements
At cost
Provision for amortisation
Total land and buildings
Office equipment
At cost
Provision for depreciation
Furniture & fittings
At cost
Provision for depreciation
Plant and equipment
At cost
Provision for depreciation
Plant and equipment under lease
At cost
Provision for amortisation
Total plant and equipment
Total property, plant and equipment
At cost
Provision for depreciation and amortisation
Total written down amount
(a) Assets pledged as security
The Company’s bank holds a mortgage over
freehold land and buildings. Lease liabilities are
secured by a charge over the leased assets.
2,860
(57)
2,803
1,224
(205)
1,019
3,822
3,514
(1,317)
2,197
520
(152)
368
1,298
(802)
496
165
(158)
7
3,068
647
(18)
629
500
(115)
385
1,014
1,807
(632)
1,175
211
(94)
117
1,073
(618)
455
198
(170)
28
1,775
647
(24)
623
972
(150)
822
1,445
3,088
(1,102)
1,986
505
(145)
360
1,247
(797)
450
165
(158)
7
2,803
647
(18)
629
248
(100)
148
777
1,478
(521)
957
201
(91)
110
1,021
(612)
409
198
(170)
28
1,504
9,581
(2,691)
6,890
4,436
(1,647)
2,789
6,624
(2,376)
4,248
3,793
(1,512)
2,281
www.infomedia.com.au
51
notes to financial statements
30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
2002
$’000
2001
$’000
2002
$’000
2001
$’000
12. PROPERTY, PLANT AND EQUIPMENT
continued from previous page
(b) Reconciliation of property, plant and equipment
carrying values
Freehold land and buildings
Carrying amount – opening balance
Additions
Depreciation
Carrying amount – closing balance
Leasehold Improvements
Carrying amount – opening balance
Additions
Depreciation
Carrying amount – closing balance
Office equipment
Carrying amount – opening balance
Additions
Additions through acquisition of business
Transfers in from other categories
Disposals
Depreciation
Carrying amount – closing balance
Furniture & fittings
Carrying amount – opening balance
Additions
Additions through acquisition of business
Depreciation
Carrying amount – closing balance
Plant and equipment
Carrying amount – opening balance
Additions
Depreciation
Carrying amount – closing balance
Plant and equipment under lease
Carrying amount – opening balance
Transfers out to other categories
Depreciation
Carrying amount – closing balance
52
www.infomedia.com.au
629
2,213
(39)
2,803
385
724
(90)
1,019
1,175
1,691
-
9
(7)
(671)
2,197
117
309
-
(58)
368
455
226
(185)
496
28
(9)
(12)
7
635
-
(6)
629
84
342
(41)
385
470
735
355
-
-
(385)
1,175
144
14
8
(49)
117
718
-
(263)
455
66
-
(38)
28
629
-
(6)
623
148
724
(50)
822
957
1,595
-
9
(7)
(568)
1,986
110
306
-
(56)
360
409
226
(185)
450
28
(9)
(12)
7
635
-
(6)
629
78
97
(27)
148
310
566
355
-
-
(274)
957
144
4
8
(46)
110
683
-
(274)
409
66
-
(38)
28
30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
2002
$’000
4,968
(1,078)
3,890
2,000
(317)
1,683
5,573
1,900
1,040
2,940
(437)
2,503
603
603
1,095
750
1,845
2001
$’000
4,968
(581)
4,387
2,000
(117)
1,883
6,270
-
1,900
1,900
(122)
1,778
337
337
1,390
601
1,991
2002
$’000
593
(94)
499
2,000
(317)
1,683
2,182
1,900
1,040
2,940
(437)
2,503
473
473
1,062
549
1,611
2001
$’000
593
(34)
559
2,000
(117)
1,883
2,442
-
1,900
1,900
(122)
1,778
235
235
1,361
297
1,658
13. INTANGIBLE ASSETS
Goodwill – at cost
Accumulated amortisation
Intellectual property – at cost
Accumulated amortisation
14. DEFERRED RESEARCH &
DEVELOPMENT COSTS
Balance at beginning of year
Research & development costs incurred during
the year and deferred
Accumulated amortisation
Balance at end of year
15. DEFERRED TAX ASSETS
Future income tax benefit
16. PAYABLES (CURRENT)
Trade creditors
Other creditors
(a) Terms and conditions relating to the above
financial instruments
(i) Trade and other creditors are normally
settled on 30 day terms.
www.infomedia.com.au
53
notes to financial statements
30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
2002
$’000
2001
$’000
2002
$’000
2001
$’000
17. INTEREST-BEARING LIABILITIES
(CURRENT)
Lease liability
(a) Terms and conditions relating to the above
financial instruments:
(i) Finance leases have an average lease term
of 3 years with the option to purchase the
asset at the completion of the lease term
for the asset’s residual value. The average
discount rate implicit in the leases is 8%
(2001: 8%). Lease liabilities are secured
by a charge over the leased assets.
18. PROVISIONS EXCLUDING TAX
LIABILITIES (CURRENT)
Provision for dividends
Employee entitlements
19. DEFERRED REVENUE (CURRENT)
Revenue in advance
20. INTEREST-BEARING LIABILITIES
(NON-CURRENT)
Lease liability
25
58
58
101
101
58
58
101
101
4
26
25
4,864
1,038
5,902
605
605
14
14
4,804
928
5,732
1,112
1,112
85
85
4,864
748
5,612
406
406
14
14
4,804
622
5,426
351
351
85
85
(a) Terms and conditions relating to the above
financial instruments
(i) Finance leases have an average lease term
of 3 years with the option to purchase
the asset at the completion of the lease
term for the asset’s residual value.
The average discount rate implicit in the
leases is 8% (2001: 8%). Lease liabilities
are secured by a charge over the leased assets.
21. PROVISIONS EXCLUDING TAX
LIABILITIES (NON-CURRENT)
Employee entitlements
26
54
www.infomedia.com.au
201
201
147
147
103
103
131
131
30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
22. CONTRIBUTED EQUITY
Issued and paid up capital
– 323,734,073 shares fully paid
(2001: 320,289,707)
Movement in shares on issue
Beginning of the financial year
Issued during the financial year:
- Initial Public Offering
- Selective Share Plan
- Employee Share Plan
- Options exercised by Directors
End of the financial year
(a) Initial Public Offering
2002
$’000
2001
$’000
2002
$’000
2001
$’000
17,474
17,474
17,474
17,474
17,474
17,474
17,474
17,474
2002
2001
Number
of shares
$’000
Number
of shares
$’000
320,289,707
17,474
296,499,190
480
22(a)
26
26
31
-
3,304,729
139,637
-
323,734,073
-
-
-
-
17,474
19,000,000
4,663,683
60,168
66,666
320,289,707
16,927
-
-
67
17,474
On 16 August 2000, 19,000,000 shares were issued
at $1.00 each pursuant to the Initial Public Offering
document dated 14 July 2000. A total of $2,073,000
in costs associated with the offering was recorded
directly against equity.
(b) Employee Option Plan
A total of 1,336,500 options
were issued to eligible employees during
the year at an average exercise price of $1.58.
23. EARNINGS PER SHARE
The following reflects the income and share data
used in the calculations of basic and diluted
earnings per share:
Earnings used in calculating
basic and diluted earnings per share
Weighted average number of ordinary shares used
in calculating basic earnings per share
Effect of dilutive securities Share options
Employee Share Plan shares
Selective Share Plan shares
Adjusted weighted average number of ordinary
shares used in calculating diluted earnings per share
2002
$’000
2001
$’000
13,409
12,825
Number
of shares
Number
of shares
322,780,335
255,791
56,963
1,329,168
316,247,239
745,938
36,266
5,338,759
324,422,257
322,368,202
www.infomedia.com.au
55
notes to financial statements
30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
2002
$’000
2001
$’000
2002
$’000
2001
$’000
24. STATEMENT OF CASH FLOWS
(a) Reconciliation of profit after tax to the net
cash flow from operating activities
Profit from ordinary activities after
income tax expense
Depreciation of non-current assets
Amortisation of non-current assets
Provision for doubtful debts
Net (profit)/loss on sale of non current assets
Changes in assets and liabilities
Trade receivables and other debtors
Deferred research and development costs
Trade and other creditors
Provision for employee entitlements
Tax provision
Deferred income tax liability
Future income tax benefit
Prepayments
Inventories
Revenue in advance
Net cash flow from operating activities
(b) Reconciliation of cash
Cash balance comprises:
– cash on hand
– cash on deposit
(c) Financing facilities available
There were no financing facilities in
place at balance date.
13,409
1,055
1,012
(41)
(7)
2,357
(1,040)
(146)
164
(369)
(143)
(266)
(18)
124
(507)
15,584
3,896
14,889
18,785
12,825
781
711
86
-
(4,596)
(1,900)
(704)
116
(170)
677
20
(178)
(55)
560
8,173
1,667
15,185
16,852
13,299
875
574
9
(7)
732
(1,040)
(47)
98
22
(153)
(238)
(27)
(24)
55
14,128
3,307
14,889
18,196
12,279
664
274
36
-
(3,372)
(1,900)
(913)
97
(355)
683
37
14
(6)
188
7,726
766
15,185
15,951
56
www.infomedia.com.au
30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
2002
$’000
2001
$’000
2002
$’000
2001
$’000
25. EXPENDITURE COMMITMENTS
(a) Capital expenditure commitments
Estimated capital expenditure contracted for
at balance date but not provided for
– payable not later than one year
– property
(b) Lease expenditure commitments
(i) Operating leases (non-cancellable):
Minimum lease payments
– not later than one year
– later than one year and not later than five years
– later than five years
– aggregate operating lease expenditure
contracted for at balance date
(ii) Finance leases:
– not later than one year
– later than one year and not later than five years
– total minimum lease payments
– future finance charges
– lease liability
– current liability
– non-current liability
– aggregate finance lease expenditure contracted
17
20
for at balance date
(c) Assets which are the subject of finance leases
include computer hardware and equipment.
(d) Operating leases have an average lease term
of two years (2001: three years). Assets which
are the subject of operating leases include office space.
-
-
-
1,585
-
-
531
1,455
213
2,199
60
15
75
(3)
72
58
14
72
188
44
-
232
111
87
198
(12)
186
101
85
186
695
1,449
213
2,357
60
15
75
(3)
72
58
14
72
-
-
135
36
-
171
111
87
198
(12)
186
101
85
186
www.infomedia.com.au
57
notes to financial statements
30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
2002
$’000
2001
$’000
2002
$’000
2001
$’000
26. EMPLOYEE ENTITLEMENTS
AND SUPERANNUATION COMMITMENTS
Employee Entitlements
The aggregate employee entitlement liability
is comprised of:
Provisions (current)
Provisions (non-current)
18
21
1,038
201
1,239
928
147
1,075
748
103
851
622
131
753
Employee Option Plan
The Employee Option Plan entitles the Company to offer ‘eligible employees’ options to subscribe for shares in the Company. Options
will be granted at a nil issue price unless otherwise determined by the Directors of the Company and each Option enables the holder to
subscribe for one Share. The exercise price for the Options granted will be as specified on the option certificate or, if not specified, the
volume weighted average price for Shares of the Company for the five days trading immediately before the day on which the options were
granted. The Options may be exercised in accordance with the date determined by the Company, which must be within three years of the
option being granted. The total number of Options issued at the date of this report is 10,359,584 (2001: 3,792,584). Please refer to note
35 for further details.
Employee Share Plan
The Company provides employees, not including Directors, the opportunity to acquire shares in the Company. The scheme applies to
employees with at least 12 months service and provides that offers be made to at least 75% of the persons employed by the Company for
at least 36 months and not more than twice in each financial year. The offer to each employee cannot exceed a market value of $1,000.
The consideration for each share offered will be nil unless otherwise determined by the Directors. Shares may not be offered to employees
who are ineligible, being employees with legal or beneficial interest in more than 5% of the Company or that they control or may cast
more than 5% of the maximum votes at a general meeting of the Company. The total number of shares issued pursuant to the Employee
Share Plan at the date of this report is 325,085 (2001: 60,168).
Selective Share Plan
Under the Selective Share Plan (SSP) and pursuant to the IPO, the Company will offer shares to selected persons on set offer dates. The
participants are limited to 17 individuals named in the schedule to the SSP. As at the date of this report all shares under the plan have been
issued. The consideration for each share offered will be nil unless otherwise determined by the Directors. The set offer dates are provided
below.
Date
1 September 2000
30 March 2001
3 July 2001
30 March 2002
3 July 2002
Number of shares
3,675,352
988,331
2,316,398
988,331
432,393
Status
Issued during the 2001 financial year
Issued during the 2001 financial year
Issued during the 2002 financial year
Issued during the 2002 financial year
Issued during the 2003 financial year
Superannuation Commitments
Contributions are made by the Company in accordance with the relevant statutory requirements. Contributions by the Company for the
year ended 30 June 2002 were 8% (2001: 8%) of employee’s wages and salaries which are legally enforceable in Australia. The
superannuation plans provide accumulation benefits.
27. CONTINGENT LIABILITIES
(a) Floating Charge
The assets of the Company are used as security for the Company’s liabilities to its bank. The security is in place covering foreign
currency contracts.
(b) Bank Guarantee
A bank guarantee for $10,350 pertaining to leased premises from a non-related party remains on hand at 30 June 2002.
58
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30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
2002
$
2001
$
2002
$
2001
$
28. REMUNERATION OF DIRECTORS
Income paid or payable, or otherwise made
available, in respect of the financial year, to all
Directors of each entity in the consolidated
entity, directly or indirectly, by the entities of
which they are Directors or any related party:
Income paid or payable, or otherwise made
available, in respect of the financial year, to all
Directors of Infomedia Ltd, directly or indirectly,
from the entity or any related party:
The number of Directors of Infomedia Ltd whose
income (including superannuation contributions)
fell within the following bands is:
$10,000 – $19,999
$40,000 – $49,999
$80,000 – $89,999
$90,000 – $99,999
$140,000 – $149,999
$160,000 – $169,999
$210,000 – $219,999
$220,000 – $229,999
In the opinion of the Directors, remuneration paid
to Directors is considered reasonable. Directors’
remuneration is determined on the basis of cost to
the Company. It therefore excludes any offerings
of equity instruments.
516,000
611,432
516,000
611,432
Number
Number
1
3
-
-
1
-
1
-
-
3
1
-
-
1
-
1
www.infomedia.com.au
59
notes to financial statements
30 JUNE 2002
NOTES
CONSOLIDATED
INFOMEDIA LTD
2002
$
2001
$
2002
$
2001
$
29. REMUNERATION OF EXECUTIVES
Remuneration received or due and receivable
by executive officers of the consolidated entity
whose remuneration is $100,000 or more, from
entities in the consolidated entity or a related
party, in connection with the management of
the affairs of the entities in the consolidated
entity whether as an executive or otherwise:
Remuneration received or due and receivable
by executive officers of the Company whose
remuneration is $100,000 or more, from the
Company or any related party, in connection
with the management of the affairs of the
Company whether as an executive or otherwise:
Remuneration of executives includes shares
allotted under the Selective Share Plan and
pursuant to the IPO. The number of executives
of Infomedia Ltd whose income
(including superannuation contributions) fell
within the following bands is:
$110,000 – $119,999
$120,000 – $129,999
$190,000 – $199,999
$240,000 – $249,999
$260,000 – $269,999
$270,000 – $279,999
$390,000 – $399,999
$430,000 – $439,999
$640,000 – $649,999
$680,000 – $689,999
$690,000 – $699,999
$780,000 – $789,999
$890,000 – $899,999
$950,000 – $959,999
$3,080,000 – $3,089,999
30. AUDITORS’ REMUNERATION
Amounts received or due and receivable by
the auditors of Infomedia Ltd for:
– an audit or review of the financial report of
the entity and any other entity in the
consolidated entity
– other services in relation to the entity and
any other entity in the consolidated entity
60
www.infomedia.com.au
3,340,088
6,580,601
3,340,088
6,198,149
Number
Number
Number
Number
-
2
1
1
-
1
-
-
1
-
-
1
-
1
-
$
1
-
-
-
1
-
1
1
-
1
1
-
1
-
1
$
-
2
1
1
-
1
-
-
1
-
-
1
-
1
-
$
-
-
-
-
-
-
1
1
-
1
1
-
1
-
1
$
112,500
105,700
95,500
89,200
118,994
231,494
118,674
224,374
118,994
214,494
118,674
207,874
31. RELATED PARTY DISCLOSURES
Directors
The Directors of Infomedia Ltd during the financial year were:
Richard Graham; Myer Herszberg; Andrew Pattinson (appointed 31 October 2001); Ian Joicey (retired 31 October 2001);
Barry Ford; Fran Hernon.
Wholly-owned group transactions
(a) An unsecured, interest bearing loan of $2,283,970 (2001: $593,697) remains owing from Infomedia Investments Pty Limited. Interest
is charged at the commercial borrowing rate published by Westpac Bank.
(b) An unsecured, interest free loan of $88,933 (2001: $nil) remains owing to Infomedia Investments Pty Limited by Infomedia Ltd. The
loan is repayable in seven days upon demand.
(c) An unsecured, interest free loan of $3,770,506 (2001: $4,550,064) remains owing from Datateck Publishing Pty Limited to Infomedia
Ltd. The loan is repayable in seven days upon demand.
(d) During the year a management fee of $1,750,000 (2001: $nil) was paid to Datateck Publishing Pty Limited by Infomedia Ltd.
(e) On 24 January 2002, Infomedia Ltd acquired all the share capital of AutoConsulting Pty Limited for $1 only.
Director and Director-related entity transactions
(a) Infomedia Ltd rents office space from Wiser Laboratory Pty Limited, a company in which Richard Graham is a Director. The total rent
payments for the year ended 30 June 2002 of $246,833 (2001: $90,000) were on commercial terms.
(b) Infomedia Ltd rents office space from Richard Graham. The total rent payments for the year ended 30 June 2002 of $ 47,495 (2001:
$nil) were on commercial terms.
(c) Infomedia Ltd rents office space to Wiser Laboratory Pty Limited, a company in which Richard Graham is a Director. The total rent
receipts for the year ended 30 June 2002 of $5,971 (2001: $nil) were on commercial terms.
(d) An amount of $116,768 owing at 30 June 2001 by Wiser Laboratory Pty Limited, Yarragene Pty Limited and Rentamobile Pty
Limited, companies associated with Richard Graham and Myer Herszberg, pursuant to an indemnification agreement, was repaid
during the year.
Equity instruments of Directors and Director related entities
(a) Interests in the equity instruments of entities in the consolidated entity held by Directors of the reporting entity and their Director-
related entities at balance date, being the number of instruments held are:
Ordinary
Fully Paid Shares
Infomedia Ltd
Options Over
Ordinary Shares
Remaining Entitlement to
Shares Under Selective Share Plan
2002
2001
2002
2001
2002
2001
100,277,501
100,277,501
-
-
-
-
1,000,000
28,577,154
45,844,445
617,706
-
4,345,946
5,000
116,666
180,784,418
1,000,000
28,577,154
45,844,445
308,853
-
4,283,540
5,000
116,666
180,413,159
-
-
-
450,000
450,000
66,000
200,000
133,334
1,299,334
-
-
-
450,000
450,000
-
200,000
133,334
1,233,334
-
-
-
308,853
-
61,770
-
-
370,623
-
-
-
617,706
-
123,540
-
-
741,246
Wiser Laboratory
Pty Limited
Wiser Centre
Pty Limited
Rentamobile Pty Limited
Yarragene Pty Limited
Richard Graham
Myer Herszberg
Andrew Pattinson
Fran Hernon
Barry Ford
Total
(b) Movements in Directors and Director related entity equity holdings:
(i) Richard Graham acquired 308,853 shares on 3 July 2001 in accordance with the Selective Share Plan (SSP) for no consideration.
(ii) Andrew Pattinson acquired 61,770 shares on 3 July 2001 in accordance with the Selective Share Plan (SSP) for no consideration.
(iii) Andrew Pattinson was granted 66,000 options at a strike price of $1.59 on 9 July 2001 pursuant to the Employee Option Plan.
(iv) Andrew Pattinson acquired 636 shares on 28 September 2001 pursuant to the Employee Share Plan.
www.infomedia.com.au
61
notes to financial statements
30 JUNE 2002
NOTES
CONSOLIDATED 2002
$’000
$’000
$’000
$’000
32. SEGMENT INFORMATION
PRIMARY SEGMENT
Business Segments
REVENUE
Sales revenue
Other revenue
Intersegment revenue
Total segment revenue
Unallocated revenue:
Interest revenue
Total consolidated revenue
RESULTS
Segment result
Unallocated items:
Interest revenue
Costs incurred in defending and disposing of
Supreme Court Litigation
Borrowing costs
Consolidated entity profit from ordinary
activities before income tax expense
Income tax expense
Consolidated entity profit from ordinary activities
after income tax expense
2(i)
34
3
ASSETS
Segment assets
Unallocated assets:
Cash
Total Assets
LIABILITIES
Segment liabilities
Unallocated liabilities:
Provision for dividend
Total Liabilities
Prior year comparatives are not shown because
it is impracticable to do so.
Electronic
Catalogue
Division
38,495
37
184
38,716
Other
Divisions
5,351
7
1,750
7,108
Eliminations
Total
-
-
(1,934)
(1,934)
43,846
44
-
43,890
575
44,465
21,138
(1,107)
-
20,031
575
(1,218)
(11)
19,377
(5,968)
13,409
15,646
5,693
-
21,339
18,785
40,124
3,926
1,643
-
5,569
4,864
10,433
62
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32. SEGMENT INFORMATION
Continued from previous page
SECONDARY SEGMENT
While the products of the consolidated entity are used globally, the Company has only one distinguishable geographical segment,
Australia.
Segment products and locations
The consolidated entity’s operating divisions are organised and managed separately according to the nature of the products and the
services they provide, with each segment offering different products. Infomedia’s core business involves the production of the Microcat
and Partfinder electronic parts catalogues. These systems are specialised business tools designed to make the selection and sale of
replacement parts fast, easy and accurate.
Included within “other divisions” are the Data Management and Business Systems divisions. Data Management provide a range of
specialised data analysis and research services primarily to the automotive industry. Business Systems specialises in the development of
business management and accounting systems, electronic automotive trading networks and system integration for retail automotive
dealerships.
All products are sourced from Australia.
Segment accounting policies
The consolidated entity generally accounts for intersegment sales and transfers as if the sales or transfers were to third parties at current
market prices.
Segment accounting polices are the same as the consolidated entity’s accounting policies described in Note 1. During the financial year,
there were no changes in segment accounting policies that had a material effect on the segment information.
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notes to financial statements
33. FINANCIAL INSTRUMENTS
(a) Interest rate risk
The consolidated entity’s exposure to interest rate risks and the effective interest rates of financial assets and financial liabilities, both
recognised and unrecognised at the balance date, are as follows:
Financial Instruments
(i) Financial Assets
Cash
Receivables - trade
Total financial assets
(ii) Financial Liabilities
Trade and other creditors
Finance lease liability
Total financial liabilities
Floating interest rate
1 year or less
Fixed interest rate maturing in:
Over 1 to 5 years
More than 5 years
2002
$'000
2001
$'000
2002
$'000
2001
$'000
2002
$'000
2001
$'000
2002
$'000
2001
$'000
18,785
-
18,785
16,852
-
16,852
-
-
-
-
-
-
-
-
-
-
58
58
-
-
-
-
101
101
-
-
-
-
14
14
-
-
-
-
85
85
-
-
-
-
-
-
-
-
-
-
-
-
N/A – not applicable for non-interest bearing financial instruments.
(b) Terms, conditions and accounting policies
The consolidated entity’s policies, including the terms and conditions of each class of financial asset, financial liability and equity
instrument, both recognised and unrecognised at balance date, are as follows:
RECOGNISED FINANCIAL
INSTRUMENTS
BALANCE SHEET
NOTES
ACCOUNTING POLICIES
(i) Financial Assets
Receivables - trade
Unlisted Shares
(ii) Financial Liabilities
Trade and other creditors
6
10,11
16
Trade receivables are carried at nominal amounts due less any provision for doubtful
debts. A provision for doubtful debts is recognised when collection of the full nominal
amount is no longer possible.
Unlisted shares are carried at the lower of cost or recoverable amount. Dividend
income is recognised when dividends are declared by the investee.
Liabilities are recognised for amounts to be paid in the future for goods and services
received, whether or not billed to the Company.
Finance lease liability
17,20
The lease liability is accounted for in accordance with AASB 1008.
(iii) Equity
Ordinary Shares
(iv) Derivatives
Forward Exchange Contracts
22
33(d)
Ordinary share capital is recognised at the fair value of the consideration received by
the Company.
The consolidated entity enters into forward exchange contracts where it agrees to sell
specified amounts of foreign currencies in the future at a predetermined rate. The
objective is to protect the consolidated entity against the possibility of loss from future
exchange rate fluctuations. The forward exchange contracts are charged to the profit
and loss except those relating to hedges of specific commitments which are deferred
and included in the measurement of specific commitments which are deferred and
included in the measurement of the sale or purchase.
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Financial Instruments
(i) Financial Assets
Cash
Receivables - trade
Total financial assets
2002
$'000
-
5,428
5,428
(ii) Financial Liabilities
Trade and other creditors
Finance lease liability
Total financial liabilities
1,845
-
1,845
TERMS AND CONDITIONS
Credit sales are on terms up to 30 days.
The unlisted shares held at balance date are ordinary shares.
Trade liabilities are normally settled in 30 day terms.
As at balance date, the Company had an average finance
lease term of three years. The average discount rate implicit
in the lease is 8%. The security over finance leases is
disclosed in notes 17 and 20.
Details of shares issued at balance date are set out in note
22.
N/A - not applicable for non-interest bearing financial instruments.
Non-interest bearing
Total carrying amount as
per the balance sheet
Weighted average
effective interest rate
2001
$'000
-
7,487
7,487
1,991
-
1,991
2002
$'000
2001
$'000
18,785
5,428
24,213
16,852
7,487
24,339
1,845
72
1,917
1,991
186
2,177
2002
%
3.51
N/A
-
N/A
8.26
-
2001
%
4.56
N/A
-
N/A
8.10
-
(c) Net fair values
The aggregate net fair value of financial assets and financial liabilities, both
recognised and unrecognised, at balance date are not materially different
from their carrying amount in the balance sheet.
(d) Credit risk exposure
The consolidated entity’s maximum exposures to credit risk at balance date
in relation to each class of recognised financial assets, other than derivatives,
is the carrying amount of those assets as indicated in the balance sheet. The
maximum credit risk does not take into account the value of any collateral
or other security held, in the event other entities/parties fail to perform
their obligations under the financial instruments in question.
In relation to derivative financial instruments, whether recognised or
unrecognised, credit risk arises from the potential failure of counterparties
to meet their obligations under the contract or arrangement. The
consolidated entity’s maximum credit risk exposure in relation to these is as
follows:
Forward exchange contracts – the full amount of the currency it will be
required to pay or purchase when settling the forward exchange contract,
should the counterparty not pay the currency it is committed to deliver to
the Company. At balance date the net amount was $775,422.
Concentrations of credit risk
A majority of the consolidated entity’s electronic cataloguing sales are
invoiced directly to vehicle manufacturers or their national distributors.
Consequently, rather than the consolidated entity collecting individual sales
subscriptions from individual subscribers, it receives monthly payments
from a small number of credible companies.
Credit risk in trade receivables is managed in the following ways:
- credit sales are on terms up to 30 days;
- an agent acts on the Company’s behalf in foreign locations; and
- subscribers must sign a standard user agreement, accepting terms and
conditions.
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65
notes to financial statements
30 JUNE 2002
34. COSTS INCURRED IN DEFENDING AND DISPOSING OF SUPREME COURT LITIGATION
On Page 95 of its Prospectus dated 14 July 2000, the Company disclosed the existence of litigation being conducted against it in the
Supreme Court of NSW by Mr. Wayne Sinclair, a former employee of the Company. The Company denied liability, defended
vigorously against Mr. Sinclair’ claim, and commenced cross claims against Mr. Sinclair and others.
The disclosure note in the prospectus went on to say that companies associated with Richard Graham and Myer Herszberg (“the
indemnifying companies”) had indemnified this Company against any payment it made to Mr. Sinclair. Mr. Graham and Mr. Herszberg
were then, and remain, Directors of Infomedia Ltd. The indemnifying companies also agreed to indemnify the Company up to a
maximum of $300,000 for the legal costs of that litigation.
That litigation has now been settled out of court on confidential terms, but without any admissions of liability by or on behalf of the
Company, or any adverse findings against it. Comprehensive mutual releases and discharges have been recorded in a formal deed of
settlement. Legal costs were, in fact, significantly less than $300,000. The Company called on the indemnities and has now received
from the indemnifying companies all monies payable under those indemnities. The Company has no ongoing liability of any kind to
Mr. Sinclair or his estate, and no exposure to legal costs in relation to the former dispute with him.
In a separate action Mr Sinclair’s former partner made a claim against the Company. The Company had no reason to expect that any
person would have any grounds to make any claim against the Company or its officers.
The Company denied liability, defended against the claim, and moved to strike out the claim on a number of grounds well founded in
legal principle. The litigation reached a point where the projection of legal costs to see the litigation to a successful outcome made it
expedient on purely commercial grounds to negotiate a settlement of the claim.
This litigation has also now been settled out of court on confidential terms, without any admissions of liability or any adverse findings
by or on behalf of the Company. Comprehensive mutual releases and discharges have been recorded in a formal deed of settlement, and
the claim was discontinued. The claimant submitted to permanent injunctions. The Company incurred a one off expense of $1.2
million in defending and disposing of this litigation.
35. EVENTS SUBSEQUENT TO BALANCE DATE
Purchase of Business Of Australian Windows Publishing Pty Limited
The Company completed the purchase of the business of Australian Windows Publishing Pty Limited on 1 July 2002. The total
purchase price for the business was $600,000 including the purchase option that was paid in June 2002 of $60,000.
Renewal Of Data Licence Agreement with Ford Europe
The Company renewed its data licence agreement with Ford Europe in July 2002 for a further period of five years.
Employee Option Plan
Pursuant to the Employee Option Plan a total of 6,519,000 options were issued in July 2002 at a weighted average exercise price of
$0.87.
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directors’ declaration
In accordance with a resolution of the Directors of Infomedia Ltd, I state that:
In the opinion of the Directors:
(a) the financial statements and notes of the Company and of the consolidated entity are in accordance
with the Corporations Act 2001, including:
(i) giving a true and fair view of the Company’s and consolidated entity’s financial position as at 30
June 2002 and of their performance for the year ended on that date; and
(ii) complying with Accounting Standards and Corporations Regulations 2001; and
(b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when
they become due and payable.
On behalf of the Board
Richard David Graham
Chairman
Sydney, 26 August 2002
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67
audit report
68
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69
additional information
TOP TWENTY SHAREHOLDERS AS AT 3 SEPTEMBER 2002
NAME
SHARES
% OF ISSUED CAPITAL
RANK
Wiser Laboratory Pty Limited
J P Morgan Nominees Australia Limited
Yarragene Pty Limited
Citicorp Nominees Pty Limited
Rentamobile Pty Limited
Westpac Custodian Nominees Ltd
Commonwealth Custodial Services Limited
MLC Limited
National Nominees Limited
Mr Andrew Pattinson
Mr Ian Joicey
ANZ Nominees Limited
Mr Gary Martin
Cogent Nominees Pty Limited
Colonial Investment Services Limited
HSBC Custody Nominees (Australia) Limited
Wiser Centre Pty Ltd
Mr Richard Graham
Queensland Investment Corporation
Bond Street Custodians Limited
100,277,501
52,837,226
45,844,445
30,696,821
28,577,154
8,877,992
4,887,893
4,614,964
4,449,417
4,407,716
4,010,229
3,060,652
2,051,422
1,866,228
1,510,752
1,001,603
1,000,000
926,559
912,916
908,442
30.92
16.29
14.14
9.47
8.81
2.74
1.51
1.42
1.37
1.36
1.24
0.94
0.63
0.58
0.47
0.31
0.31
0.29
0.28
0.28
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
INFOMEDIA LTD - RANGE OF SHARES AS AT 3 SEPTEMBER 2002
RANGE
HOLDERS
UNITS
% OF ISSUED CAPITAL
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 - Over
Total
263
869
222
249
63
1,666
196,558
2,632,724
1,871,625
7,577,428
312,013,411
324,291,746
0.06
0.81
0.58
2.34
96.21
100.00
70
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"We are part of a much
bigger machine."
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71
personal notes page
72
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73
corporate directory
PHOTOGRAPHIC INDEX
page 4
page 8
Andrew Pattinson, Vice-CEO
L to R : Gary Martin, General Manager, ECD
Sydney City Toyota -
Greg Thompson, General Sales Manager
Sean Parmenter, Group Parts Manager
page 10
David Lonie, Account Manager, ECD
page 12
page 14
page 16
page 17
page 18
page 19
page 20
page 21
page 22
Kate Richards - Lexus Receptionist
Ian Downs - Sydney City Toyota Technician
Sydney City Toyota -
Romit Naidoo, Parts Salesperson
Bernie Parmenter, Parts Sales Representative
Sydney based Staff
Peter Adams, Chief Financial Officer;
Emma Watson, Assistant to GM, ECD
Ian Davison, Production Manager, ECD
Jenni Gardiner, Assistant Project Manager, ECD
Chris Huxley, Quality Assurance Manager, ECD
Andrew Pattinson, Vice-CEO
Hieu Vu Van, Senior Programmer, BSD
Paul Turbett, Senior Programmer, BSD
Jen Nee Smith, Documentation Manager, BSD
Fred Lambert, Expertise Centre Manager, BSD
page 23
Michael Roach, General Manager, DMD
Cailey King, Assistant to GM, DMD
page 24
Kerry Plowright, Business Development
Manager, RPG
Richard Graham, CEO
L to R : David Harrop, Systems Technical Lead
Troy Lucas, Systems Administrator
Guy Bryant, Director of Technical Operations
Company Directors FY 2002
Workshop at Sydney City Toyota
page 26
page 30
page 31
page 34
page 70
INFOMEDIA LTD
Registered Head Office
1300 Pittwater Road
Narrabeen NSW 2101
Telephone: (02) 9913 4500
Facsimile: (02) 9913 4799
Internet: www.infomedia.com.au
DIRECTORS
Mr Richard David Graham, Chairman and CEO
Mr Andrew Pattinson, Executive Director and Vice-CEO
Mr Barry Raymond Ford, Non-executive Director
Ms Fran Mary Hernon, Non-executive Director
Mr Myer Herszberg, Non-executive Director
COMPANY OFFICERS
Mr Nick Georges, Company Secretary
Mr Peter John Adams, Chief Financial Officer
AUDITORS
Ernst & Young
The Ernst & Young Building
321 Kent Street
Sydney NSW 2000
SHARE REGISTRY
Computershare Registry Services Pty Limited
GPO Box 7045
Sydney NSW 1115
LAWYERS
Cowley Hearne
Level 10
60 Miller Street
North Sydney NSW 2060
Microcat, Partfinder, AutoLedgers, PartsImager, Datateck,
Infomedia, SIP, AutoTerm, AutoVision and the ‘parts
rainbow device’ are registered trademarks, and ezimerchant,
ezifoto, eziwebsite, my first store, FRESH, LIVE,
Lubrication & Tune-up Guide, AutoOffice and AutoShop
are all trademarks of Infomedia Ltd for its business
processes, software and documentation products. All other
trademarks are the property of their respective owners.
74
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