infomedia.com.au 1
2024
Annual Report
2024
Annual Report
ABOUT INFOMEDIA LTD
Infomedia is a leading global provider of SaaS and DaaS solutions that empower the data-driven automotive ecosystem. Infomedia’s
solutions help OEMs, NSCs, dealerships and 3rd party partners manage the vehicle and customer lifecycle.
They are used by over 250,000 industry professionals, across 50 OEM brands in over 195 countries to create a convenient customer
journey, drive dealer efficiencies and grow sales.
The company was founded in 1987 and is headquartered in Sydney, Australia. As a team and a business, we are governed by our
core values:
•
Accelerating performance – we are action orientated and always accountable to our customers
•
Driving innovation & service – our technology leadership and data analytics insights empower our customers to meet their key
objectives
•
Navigating global & steering local – our customers benefit from a unified approach with local execution
•
Having fun in the fast lane – we aim to balance hard work with a fun and vibrant workplace, both virtually and in the office.
For more than 25 years, Infomedia has led data-driven innovation in aftersales technology. Our goal from the beginning has been to
support the key objectives of global OEMs and dealers to increase profits in parts and service aftersales, while enhancing customer
engagement and brand retention.
The powerful combination of our innovative SaaS and DaaS solutions, strong global relationships with OEMs and dealers,
along with decades-long experience in aftersales, is difficult to replicate.
GOVERNANCE REPORTING AND POLICY DISCLOSURE
Infomedia’s Financial Report for the 2024 financial year and previous years, including half-year reports, can be accessed and viewed
on our website at https://www.infomedia.com.au/investors/annual-and-half-year-reports. Additional reporting, including
Infomedia’s Corporate Governance Statement, Code of Conduct and key governance policies can be a viewed on Infomedia’s website
at:
https://www.infomedia.com.au/investors/governance
ELECTRONIC & DIGITAL COMMUNICATIONS
Infomedia is a technology solutions provider with a commitment to sustainability and the environment. We encourage all
stakeholders to download an electronic version of our publications instead of requesting printed copies.
Reports are available at https://www.infomedia.com.au/investors/annual-and-half-year-reports/. If you have received a printed
hard copy of Infomedia’s 2024 Annual Report, please contact Link Market Services at www.linkmarketservices.com.au and elect to
receive all future communications in electronic form. Thank you!
2024
Annual Report
infomedia.com.au 1
2024
Annual Report
A letter from the Chairman
2
A message from the CEO
6
Infomedia Ltd Board of Directors
10
Directors’ Report
12
Remuneration Report
18
Auditor’s Independence Declaration
36
FY24 Financial Report
37
Directors’ Declaration
79
Independent Auditor’s Report to Infomedia Shareholders
80
Shareholder Information
84
Corporate Directory
86
Glossary
86
Contents
Table of Contents
2 infomedia.com.au
2024
Annual Report
Dear fellow shareholders,
I am pleased to present my
final letter as part of our FY24
Annual Report to you as Chair
of Infomedia.
Infomedia’s results for FY24
demonstrate the ongoing
successful execution during the Strengthen Phase of our
Transformation Strategy. I would like to highlight the strong
CAGR on Underlying Cash EBITDA of 15% for the past three
years. This demonstrates the exceptional capability of the team
and the capacity of the business to deliver profitable growth
and value for our shareholders.
Key achievements in FY24
The past financial year was characterised by a number of major
achievements demonstrating the hard work and achievements
of the team.
• Continued growth across all products and regions
• Further product portfolio diversification enabled continued
double-digit growth in Infodrive
• Successful renewals of major contracts including price
increases
• Product portfolio enhancements to improve scalability
• Further expanded our footprint in Mexico, Canada,
Malaysia and Japan
• Expanded our Chinese OEM contracts from two to four brand
partners (Chery, MG, LDV and GWM Haval)
• First light commercial vehicle category contract signed with
Isuzu and Hino expanding offerings into a new segment
FY24 financial performance
The financial year has delivered strong growth with total
revenue2 increasing by 8% to $140.8 million.
The company is well-placed to benefit from the automotive
macro-economic environment. We see clear opportunities for
growth in the digitisation at the dealership and OEM level and
are focused on working closely with our customers to address
and anticipate their needs.
The capability of the management team and broader business
to execute and deliver value to our customers is shown in our
growth in Exit Annual Recurring Revenue3 of 9% to $144.1 million.
We have delivered growth across all of our profit measures.
Underlying cash EBITDA1 increased by 17% to $33.0 million, and
we delivered a one percentage point increase in Underlying cash
EBITDA margin4 to 23%. Reported net profit after tax (NPAT)
was $12.7 million up 32%.
For FY24 we introduced a new measure, Net profit after tax
adjusted (NPATA1) which increased 26% to $20.9 million. This
measures the performance of the Group by excluding impacts
of acquisition costs, purchase price accounting and earnouts to
reflect the underlying financial performance.
Earnings per share increased 33% to 3.38 cents per share and
the company announced its final dividend of 2.0 cents per share
taking the total dividend for FY24 to 4.2 cents per share,
up 5% on FY23.
Infomedia continues to generate strong cash flow from
operations with Underlying free cash flow1 of $27.2 million.
Additionally, we retain a strong balance sheet, with $70 million
cash on hand at 30 June 2024 and no debt and continue to
prudently assess our capital allocations.
1. Infomedia uses certain non-IFRS measures that are useful in understanding the company’s operating performance. These are consistent with the internal measures
disclosed in Infomedia’s Operating Segment Note (Note 1 to the Annual Report) and are directly reconciled to the Company’s statutory reported IFRS financial
information within the Operating Segment Note.
2. Unless otherwise denoted all comparatives are against FY23.
3. In constant currency
4. Underlying cash EBITDA % to revenue
A Letter from the Chairman
infomedia.com.au 3
Infomedia’s results for FY24
demonstrate the ongoing
successful execution during
the Strengthen Phase of our
Transformation Strategy
4 infomedia.com.au
2024
Annual Report
Outlook
In FY24, Infomedia executed on the Strengthen Phase of
the Transformation Strategy. This focus will continue as we
strengthen our revenue while driving efficiency, operational
excellence and ongoing global expansion.
Infomedia expects to deliver total revenue in the range of
$144 million to $154 million in FY25.
The Company expects to deliver stable margins as we invest in
the strengthen phase. Additionally, the above guidance assumes
no adverse movement in exchange rate and is subject to the
macro-economic environment remaining unchanged.
Board Renewal
In July, I announced that I would retire as Chairman at the
conclusion of Infomedia’s 2024 Annual General Meeting
scheduled for 19 November 2024. As part of this transition, I am
pleased that we also announced Jon Brett joining the Board as
Chairman-elect. Jon brings extensive board and management
experience, with a strong background in finance, technology and
corporate advisory.
It has been an honour to serve on the Board over the past nine
years and as Chairman over the past eight years. I stepped
into this role during a transformational period for Infomedia
and have seen the company achieve nine consecutive years
of revenue growth, further expand its products, enter new
regions and overseen the establishment of a strong and
renewed Board and Executive Leadership Team. I am pleased
with the progress the company has made under Jens and the
leadership team and leave the Company in highly capable hands
at both a board and management level.
Acknowledgements
The Infomedia Board continues to be confident in the outlook
for the Company.
I would like to thank the executive leadership team for
delivering a strong set of results. These results reflect the
ongoing focus on delivering quality products for Infomedia’s
customers and continuing to create shareholder value.
I would also like to acknowledge the dedication and hard work
of our employees around the world, without which, the results
in FY24 would not have been possible.
The Board also expresses its appreciation to our shareholders
for your support over the past year.
Bart Vogel
Chairman
A Letter from the Chairman
infomedia.com.au 5
These results reflect the
ongoing focus on delivering
quality products for
Infomedia’s customers...
6 infomedia.com.au
2024
Annual Report
Dear Shareholders
I am pleased to present our
FY24 Annual Report. This year
we have once more delivered a
solid set of results while at the
same time creating value for
our shareholders.
I would firstly like to acknowledge the hard work and dedication
from our Executive Leadership Team and all our employees and
thank them for their support as we continue to execute on our
transformation strategy.
FY24 Highlights1
Over the year, we have demonstrated consistent and pleasing
results. We have delivered an 8% increase in total revenue1 and
strong and profitable growth across all products and regions,
underpinned by 99% recurring revenue.
We increased growth in our mature products with Superservice
up 13% and Microcat up 5%. Further investment in our product
portfolio has enabled continued double-digit growth in
Infodrive. We will continue to strengthen this solution group
in FY25 in preparation for global scaling.
Additionally, we continued to strengthen and grow the sales
pipeline, generating revenue uplift through contract renewals.
Infomedia’s long-term aim is to scale our eco-system and
accelerate growth in annual recurring revenue (ARR)2 with a
controlled increase in our annual recurring costs (ARC)2.
To further strengthen our global footprint we are working
with clients to achieve improved long-term contract value
aligned with the company’s superior solutions. We expect some
customer churn from SimplePart impacting the first half of
FY25. During FY24, a number of major contracts were renewed
with price increases that will come into effect in the second half
of FY25.
As at 30 June 2024, both exit ARR and ARC increased 9% in
constant currency demonstrating execution on our strategy.
Our Reported Net Profit After Tax increased 32% to $12.7 million
and our earnings per share increased 33% to 3.38 cents.
We are in a strong financial position with $70 million of cash
on hand and no debt. We continue to prudently assess capital
allocation between organic investment, strategic growth
opportunities including M&A, and to ensure sustainable returns
to shareholders.
In summary, the company is in a very good shape and the
strategy is delivering results.
Key Achievements in the first part
of the Strengthen Phase
To reiterate where we are on our transformation journey, we
moved from the Change Phase in FY23 and have delivered the
first part of our Strengthen Phase in FY24.
As part of this phase, we have streamlined our systems and
processes over the year including working to enable a future
joint data landing approach to reduce data handling and
improve efficiencies.
Importantly, we strengthened our cyber security measures,
including cyber detection and penetration testing, and we
received ISO 27001 certification3 to ISO27001:2022 standards.
On our regional progress, Infomedia has strengthened its
footprint in the Americas with increased penetration into
Mexico and Canada with additional language capabilities.
In APAC, Infomedia has secured new contracts in Malaysia
and with Chinese OEMs expanding the brand partners to now
include Chery, MG, LDV and GWM Haval.
We also recently signed on light commercial vehicle customers
opening a new segment providing further growth opportunities.
1. Unless otherwise denoted all comparatives are against FY23.
2. In constant currency
3. ISO certification relates to all Infomedia products but excludes SimplePart product
A Message from the CEO
infomedia.com.au 7
...we strengthened our
cyber security measures,
including cyber detection and
penetration testing...
8 infomedia.com.au
2024
Annual Report
Update on People
In the past two years we have established a new Executive
Leadership Team with five internal promotions and two new
appointments. During the year we promoted a Chief Operating
Officer (COO) and appointed a Chief People and Culture Officer
(CPCO). In EMEA we have commenced strengthening the
region and are working on appointing a new head of region in
continental Europe. This will provide further opportunity to
increase our presence and footprint in the region.
We have a strong and dynamic leadership team underpinned
by exceptional domain knowledge with the right diversity of
background and experience.
I am very pleased with the progress we have made across the
business, and I could not have done it without the team we
have in place.
Thank you
Infomedia continues to strengthen the business and build
a track record of profitable growth. We remain focused on
the four pillars of our long-term strategy, people, product,
processes and performance. On people, I want to personally
say a big thank you to the entire Infomedia team for their
dedication and commitment over the past year.
I also want to thank our shareholders and the Board for your
trust and support and acknowledge the contribution of our
Chairman Bart Vogel over the past eight years.
Finally, I would like to express my appreciation to our valued
customers for their continuing support and business.
I am looking forward to the coming year.
Jens Monsees
CEO and Managing Director
A Message from the CEO
We remain focused on the four
pillars of our long-term strategy,
people, product, processes
and performance.
infomedia.com.au 9
2024
Annual Report
10 infomedia.com.au
Board of Directors
Bart Vogel BCom (Hons), FCA, FAICD
Independent Non-Executive Chairman
Mr Vogel was appointed to the Infomedia Board of Directors
on 31 August 2015 and was appointed Chairman on 1 October
2016. He serves on the Remuneration, People & Culture
Committee and the Technology & Innovation Committee.
He has extensive commercial experience from a range of
sectors including telecommunications, information technology
and business services. His executive career included CEO roles
with Asurion Australia, Lucent Technologies (Australia and Asia
Pacific) and Computer Power Group. Mr Vogel has more than
20 years’ experience in the management consulting industry
as a partner with Deloitte, Kearney and Bain & Company.
Mr Vogel also serves as Chairman of BAI Communications Group
and is a Non-Executive Director of Macquarie Technology Group
Limited (ASX: MAQ).
Jens Monsees
Chief Executive Officer (CEO) & Managing Director
Mr Monsees commenced as CEO & Managing Director on the
Board of Infomedia on 23 May 2022. He serves as a member of
the Technology & Innovation Committee.
Mr Monsees has over 20 years of experience in automotive
and technology sectors, having successfully led and
participated in global automotive sector transformation and
digitisation strategies as Chief Digital Officer with the BMW
Group and Automotive Industry Leader at Google. Mr Monsees
most recent role prior to Infomedia was CEO & MD of WPP
AUNZ, where he led a transformation that significantly
improved profitability.
Kim Anderson BA, PGDip LISc., MAICD
Independent Non-Executive Director
Ms Anderson was appointed to the Infomedia Board of
Directors on 15 June 2020. She currently serves as Chair of the
Remuneration, People & Culture Committee and as a member of
the Nominations Committee.
Ms Anderson has more than 30 years of experience as a CEO
and senior executive in a range of media companies including
Southern Star Entertainment, PBL and Ninemsn and Reading
Room Inc (bookstr.com) of which she was CEO and Founder.
Ms Anderson holds a Bachelor of Arts from the University of
Sydney and a Graduate Diploma in Library Information Science
from UTS.
Ms Anderson is currently a Non-Executive Director of CAR
Group Limited (ASX: CAR), SiteMinder Ltd (ASX: SDR) and the
Sax Institute, a national leader in promoting the use of research
evidence in health policy. She is a former Fellow of the University
of Sydney Senate.
Edwina Gilbert BA LLB, GAICD
Independent Non-Executive Director
Ms Gilbert was appointed to the Infomedia Board of Directors
on 1 March 2023. She serves as a member of the Audit & Risk
Committee, the Remuneration People & Culture Committee and
the Nominations Committee.
Ms Gilbert holds a Bachelor of Laws (LLB) and a Bachelor of Arts
from University of Sydney. She is a Graduate of the Australian
Institute of Company Directors (GAICD), having completed the
Company Director’s Course in 2020.
Ms Gilbert was previously Executive Chair of Phil Gilbert Motor
Group. She is a current Non-Executive Director and Chair of the
Risk Committee of ASX listed CAR Group Limited (ASX: CAR) and
a Non-Executive Director of Aspen Group Limited (ASX:APZ).
2024
Annual Report
infomedia.com.au 11
Board of Directors
Lisa Harker BCom, MICAA
Ms Harker was appointed to the Infomedia Board of Directors
on 6 February 2023. She holds a commerce degree from the
University of Melbourne and is a member of the Institute of
Chartered Accountants of Australia.
Ms Harker has extensive accounting and audit experience
having spent 22 years as a partner of PricewaterhouseCoopers
working across a number of industries including automotive and
technology. She is an expert in audit and international financial
reporting standards and has worked with listed companies,
large privately-owned businesses and not-for-profit entities.
She has advised Boards, audit committees and management
teams on a variety of complex areas including acquisitions and
takeovers, large capital expenditure projects, divestments,
debt raisings, initial public offerings, remuneration and the
optimisation of internal controls.
Jim Hassell
Independent Non-Executive Director
Mr Hassell was appointed to the Infomedia Board of Directors
on 10 May 2021. He serves as Chair of the Technology &
Innovation Committee and is a member of the Audit & Risk
Committee.
Mr Hassell is highly experienced in the Information Technology
and Telecoms industries, having worked in these sectors both
domestically and internationally for over 30 years. He has
held positions as Group CEO of BAI Communications, VP and
Managing Director of Sun Microsystems as well as various senior
executive positions with NBN Co, Broadcast Australia and IBM.
Jon Brett B Com BAcc, MCom, CA(SA)
Independent Non-Executive Director and Chairman-elect
Mr Brett was appointed to the Infomedia Board of Directors
on 11 July 2024. He has been selected to succeed Mr Vogel
as Chairman of the Infomedia Board of Directors following the
conclusion of the Company’s Annual General Meeting on
19 November 2024. Mr Brett is a member of all Board Committees.
Mr Brett has extensive board and management experience with
a background in finance, technology and corporate advisory.
He previously worked as an executive director of Investec
Wentworth Private Equity Limited, and as an executive of
Investec Bank (Australia) Limited.
Mr Brett is also a non-executive director of Corporate Travel
Management (ASX: CTD) and Raiz Invest (ASX: RZI). His former
directorships include Deputy President of the NRMA and Vocus
Group Limited from its listing on ASX.
12 infomedia.com.au
2024
Annual Report
Directors’ Report
Other statutory matters
32
Directors
32
Directorships of other listed companies
33
Meetings of directors
33
Company secretary
33
Significant changes in affairs
33
Dividends
33
Matters subsequent to the end of the financial year
34
Indemnity and insurance of officers
34
Environmental regulation
34
Corporate governance
34
Movements in equity incentives and shares issued on
exercise of equity incentives during the period
34
Movements in equity incentives and shares issued on
exercise of equity incentives after 30 June 2024
34
Equity incentives on issue
35
Auditor
35
Non-audit services
35
Rounding of amounts
36
Auditor's Independence Declaration
Your directors present their report, together with the consolidated financial statements of Infomedia Ltd (the ‘Company’) and its
subsidiaries (together referred to as ‘Infomedia’ or the ‘Group’) for the financial year ended 30 June 2024 (FY24), along with the
independent auditor’s report.
The Directors’ Report including the Remuneration Report and the Annual Financial Report are structured to facilitate greater
understanding of Infomedia’s overall performance in FY24.
The flow of information in the Directors’ Report is outlined in the table above. An index to the financial report is set out on page 37.
Information is only being included in the 2024 Annual Report to the extent it has been considered material and relevant to the understanding of the financial performance
and financial position of the Group.
A disclosure is considered material and relevant if, for example:
•
the dollar amount is significant in size (quantitative factor);
•
the dollar amount is significant by nature (qualitative factor);
•
the Group’s results cannot be understood without the specific disclosure (qualitative factor);
•
it is critical to allow a user to understand the impact of significant changes in the group’s business during the period such as business acquisitions (qualitative factor);
•
it relates to an aspect of the Group’s operations that is important to its future performance.
All references to dollars are in Australian dollars (AUD) unless stated otherwise.
Operating and financial review
13
Company overview
13
Principal activities
13
Financial overview
13
Operational overview
15
Business objectives and strategies
15
Outlook
15
Risks
Audited Remuneration Report and
Financial Statements
20
Remuneration Report – Audited
36
Auditor’s Independence Declaration
37
Financial Statements – Audited
80
Independent Auditor’s Report
infomedia.com.au 13
2024
Annual Report
Directors’ Report
Company overview
Infomedia’s global leading ecosystem of SaaS and DaaS solutions empower automakers, NSCs, dealer networks and third parties to
manage the vehicle and customer lifecycle. Infomedia’s data-driven solutions are used by over 250,000 industry professionals, across
50 automaker brands and in more than 195 countries to create a convenient customer journey, drive dealer efficiencies and grow
sales. Infomedia has led innovation in retail automotive technology for more than 28 years and continues to expand its reach within
the three regions in which it operates.
The Company is headquartered in Sydney (NSW, Australia) with regional offices in Melbourne (VIC, Australia), Cambridge (ENG, United
Kingdom), Cologne (Germany), and Atlanta (GA, USA) serving the Company’s automotive manufacturing, dealership, and third-party
partner customers globally.
Principal activities
During FY24, the principal activities of Infomedia Ltd consisted of:
• the development and supply of SaaS offerings, including electronic parts catalogues, service quoting software systems and
e-commerce solutions for the parts and service sectors of the global automotive industry; and
• the information management, provision of DaaS and analytics to assist automakers and dealers optimise operations, grow sales and
improve customer retention.
Financial Overview
Infomedia’s result for FY24 demonstrates the successful execution of our Transformation Strategy. Revenue for FY24 was $140.8
million, an 8% increase on the prior year1, with recurring revenue of 99%. The business continues to see strong demand across our
diversified and global product suite and is well positioned for long-term success.
Exit Annual Recurring Revenue (ARR)2 and Annual Recurring Costs (ARC)2 on a constant currency basis, increased 9% to $144.1 million
and $109.9 million, respectively.
Underlying cash EBITDA3 was $33.0 million, up 17% on FY23 and underlying cash EBITDA margin4 improved by one percentage
point, due to continuous growth in revenue and cost discipline. This demonstrates the ability to strengthen margin with an ongoing
commitment to grow profitably.
Net profit after tax (NPAT) was $12.7 million, up 32%, on FY23 and earnings per share increased 33% to 3.38 cents. Infomedia
introduced a new measure, net profit after tax adjusted (NPATA3) to assess the performance of the Group by excluding impacts of
acquisition costs, purchase price accounting and earnouts to reflect the underlying financial performance of the Group. FY24 NPATA3
was $20.9 million an increase of 26% on FY23.
Underlying free cash flow of $27.2 million declined by $1.7 million, impacted by an increase of $3.5 million in income tax payments
relative to FY23. The group has a solid balance sheet with $70 million of cash on hand and no debt. We continue to prudently assess
capital allocation between organic investment, strategic growth opportunities including M&A, and to ensure sustainable returns
to shareholders.
A fully franked dividend of 2.0 cents per share was declared for the second half of FY24. The dividend record date is 2 September
2024 and the payment date is 18 September 2024.
Operational Overview
As we continue to increase our global footprint across regions, we are building critical mass to further establish our position as a
market leader in the data-driven automotive ecosystem and better serve our growing global customer base.
The Company is executing on its strategy with the Strengthen Phase on track and progressing across the following three core elements.
Revenue Growth
The business has delivered continued growth across all products and all regions. We increased growth in the mature products with
Superservice up 13% and Microcat up 5%.
Notes:
1. Unless otherwise denoted all comparatives are against FY23.
2. Exit Annual Recurring Revenue / Costs is the Company’s monthly recurring revenue / costs as at June 2024, annualised and presented in constant currency.
3. Infomedia uses certain non-IFRS measures that are useful in understanding the company’s operating performance. These are consistent with the internal measures
disclosed in Infomedia’s Operating Segment Note (Note 1 to the Annual Report) and are directly reconciled to the company’s statutory reported IFRS financial
information within the Operating Segment Note.
4. Underlying cash EBITDA % to revenue
14 infomedia.com.au
2024
Annual Report
Additionally, we continued to strengthen and grow the sales pipeline, generating revenue uplift through contract renewals. A key
focus has been on revenue quality. This includes building the recurring revenue base and working with clients to achieve improved
long-term contract value aligned with the Company’s superior solutions. We expect some customer churn from SimplePart impacting
the first half of FY25. However, a number of major contracts were renewed with price increases that will come into effect in the
second half of FY25.
Further investment in our product portfolio has enabled continued double-digit growth in Infodrive. We will continue to strengthen
Infodrive in FY25 in preparation for global scaling.
Operational Excellence
We continued to deliver on our product enhancements across our solutions suite and expanding our innovation pipeline during FY24.
We are working to enable a future joint data landing approach to reduce data handling and improve efficiencies.
In conjunction with streamlining systems and processes we have delivered an additional one percentage point underlying cash
EBITDA3 margin improvement.
During the year, we have implemented a Trust Management Center to improve our cyber security risk profile and we received
updated ISO 270011 certification to the ISO27001:2022 standard.
Global Expansion
Infomedia has expanded its regional presence further. We have strengthened our footprint in the Americas with increased
penetration into Mexico and Canada along with additional language capabilities.
In APAC, Infomedia has secured new contracts in Malaysia and with Chinese OEMs who now include Chery, MG, LDV and GWM Haval as
brand partners.
We also recently signed on light commercial vehicle customers opening a new segment providing further growth opportunities.
In EMEA we have commenced strengthening the region and are working on appointing a new head of region in continental Europe.
This will provide further opportunity to increase our presence and footprint in the region.
FY24 Highlights
FY24
$’000
FY23
$’000
Movement
Revenue
140,832
129,905
8.4%
Capitalised development costs
(19,446)
(20,103)
(3.3%)
Underlying Cash EBITDA
2
33,000
28,163
17.2%
NPATA
2
20,857
16,583
25.8%
NPAT
12,683
9,582
32.4%
Earnings per share (cents)
3.38
2.55
32.5%
Earnings per share adjusted
4 (cents)
5.56
4.42
25.8%
Final dividend (cents)
2.0
1.8
11.1%
Total annual dividend per share (cents)
4.2
4.0
5.0%
Notes:
1. ISO certification relates to all Infomedia products but excludes SimplePart product.
2. Infomedia uses certain non-IFRS measures that are useful in understanding the company’s operating performance. These are consistent with the internal measures
disclosed in Infomedia’s Operating Segment Note (Note 1 to the Annual Report) and are directly reconciled to the company’s statutory reported IFRS financial
information within the Operating Segment Note.
3. Underlying cash EBITDA % to revenue
4. EPS adjusted introduced in FY24 performance measure. Refer to Note 2 to the Annual Report.
Revenue Details
By geographical location (local currency)
FY24
’000
FY23
’000
Movement
Worldwide revenue (AUD)
140,832
129,905
8.4%
Asia Pacific (AUD)
47,996
42,142
13.9%
EMEA (EUR)
26,309
25,491
3.2%
Americas (USD)
32,460
32,269
0.6%
Directors’ Report
infomedia.com.au 15
2024
Annual Report
Business objectives and strategies
Infomedia’s core parts and service, e-commerce, data analytics and business insights products support both the manufacturer and
dealer enabling their key objectives to sell more automaker branded parts and retain customers to their brands through competitive
pricing and service. As a result of declining new car sales in recent years, auto manufacturers and dealers are increasingly focused
on the most profitable segments of the value chain, growing genuine parts and service aftersales and retaining customers to their
brands from one purchase to the next.
Infomedia’s software is developed to specific requirements with original manufacturer genuine parts and service data that is
accurately priced and specific to each vehicle identification number (VIN). The Company’s software solutions are available in
40 languages and more than 195 countries and sold direct to the manufacturer, the national sales company and the dealer.
Outlook
Infomedia’s FY25 total revenue guidance is $144 million to $154 million.
Risks
Infomedia is subject to risks that may have material adverse effect on operating and financial performance. The Group adopts a risk
management process, which is an integral part of the Group’s corporate governance structure and applies risk mitigation strategies
where feasible. Despite best efforts, some risks remain outside Infomedia’s control. Infomedia has identified the following key risks
which are relevant to the business:
Risk
Description
Risk management strategies
Loss of key licence
agreements
• Continued access to Original
Equipment Manufacturer (‘OEM’)
parts information is integral to
several of the Group’s product lines
• Management of key account relationships
• Continued investment to sustain market leading products
• Customer centric design to identify and adapt
solutions to meet evolving customer requirements
Loss of key
customers
• The Company’s concentration focus on
automotive verticals leads to a degree
of revenue concentration
• Global account management strategy
• Continuing focus on diversifying Infomedia’s customer
base to reduce concentration
• Participation in industry forums and other marketing
opportunities to ensure prominent industry positioning
• Adding value to the customer solutions in order to
remain as a technology of choice
Competitive risk
• Risk from existing and new market entrants
• Focus on client satisfaction via continuous improvements
in delivery of high-speed, high uptime solutions with
evolving feature sets and intrinsic value propositions
• Leveraging accrued experience and capability in the
sector with a global reputation as a leading solutions
provider in the parts and service space
• Regional leaders charged with maintaining key
relationships with OEM clientele and maintaining
detailed account management plans
Product
obsolescence
or substitution
• Products do not keep pace with
developments in market needs or
technological advancements
• Competitors or OEMs may develop
superior products
• Close monitoring of market developments and direction
and OEM strategies
• Continued investment in research and development to
sustain market leading position
• Continuous upgrading of product platforms to meet
technological advancements
• Parts catalogues for hybrids and EVs
Directors’ Report
16 infomedia.com.au
2024
Annual Report
Directors’ Report
Risk
Description
Risk management strategies
Product outages
caused by software
or hardware errors
• Customer dissatisfaction with the Company’s
software products which fail to facilitate
their critical business operations
• Customers cancel subscriptions or switch to
competitive solutions
• Real time monitoring of the Company’s software
products and online hosting environments to identify
and correct errors quickly
• Robust product design and quality assurance testing
Intellectual
property risk
• Protecting integrity of Infomedia’s
data assets
• Network and product security measures
• Monitoring to identify and limit unauthorised access
• Legal restraints
Cyber risk, privacy
& data sovereignty
• Risk of targeted cyber-attack against
Company assets
• Unauthorised access to or loss of customer
data including personally identifiable data
• Increasingly onerous regulatory
environments governing use and cross
border transfer of data
• Information security management system certification to
ISO27001:2022 standards
• Dedicated internal resources to monitor and address
cyber and information risks as and when they arise
• Measures and tools to detect and prevent unauthorised
access to Company IT assets
• Redundancy measures allowing compromised
environments to be seamlessly severed and replaced
• Architecture of hosting environments to support
regulatory requirements relevant to customers
• Internal compliance program including training for all
employees on relevant data security and privacy laws
Environmental
Regulation / Low
Carbon Economy
• Increasing pace of regulatory intervention
and government incentives to curb
greenhouse emissions, and specifically,
banning the sale of new internal combustion
engines in a number of economies
• Automakers voluntarily ceasing
production of internal combustion
engines in the future
• Increased consumer adoption of electric
vehicles
• Reduced value proposition for Infomedia’s
traditional product offerings owing to the
reduced mechanical complexity of
electric vehicles
• Ongoing focus on revenue opportunities from internal
combustion engines and emerging growth of hybrids
and EV’s, which will remain operational and will require
servicing
• Continued focus on strategic data opportunities
within the automotive sector to capitalise on
Connected Car technology and to diversify the
Company’s revenue base in the short to medium term
People risk
• Loss of key executives
• Loss of key customer relationships
• Loss of key technical skills
• High market demand for software
development and technical personnel
• Multiple touch points with key customers as part of
relationship management
• Appropriate incentives and career development
opportunities for key executives and senior management
• Identification and development of high potential employees
• Creation of a stimulating and rewarding work
environment for employees
Disputes and
Litigation
• Litigation and disputes arising in the
ordinary course of business resulting in
economic and internal resource allocation
cost and damage to key relationships with
customers, suppliers or other stakeholders
• Engagement of appropriately skilled executives to
identify and mitigate legal and commercial risk
• Maintenance of an appropriate insurance program
infomedia.com.au 17
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Annual Report
Directors’ Report
Risk
Description
Risk management strategies
Foreign
exchange risk
• A significant proportion of Infomedia’s
revenue is derived in foreign currencies
(primarily Euros and USD). Adverse
exchange rates movements may have an
adverse impact on Infomedia’s future
reported financial performance
• Managing net holdings of, and exposure to, currencies
other than the main operating currency (the
Australian dollar). This involves monitoring both revenues
and expenses being transacted in each currency
General market and
macroeconomic risk
• Market conditions may affect the value of
Infomedia’s quoted securities, regardless
of its operating performance
• Macroeconomic conditions may impact
operating performance of our customers
or the company, resulting in a decline in
financial performance
• No Company specific mitigations are available for a
general market downturn led by macro-economic
circumstances
Contractual Risk
• Infomedia’s business depends on
entering into and complying with legally
binding obligations and allocating and
managing contractual risks
• Infomedia may enter into agreements
which are not legally enforceable or create
exposures which cannot be fully mitigated
• Infomedia may be subject to customer
claims or disputes if Infomedia breaches
contractual terms
• Professional indemnity insurance with appropriate limits
reflecting risk profile
• In-house Legal team to review and negotiate contracts
prior to signing
• Delegations of authority specifying which individuals are
authorised to sign contracts
Adverse changes to,
or interpretations
of, taxation laws
• Future changes in taxation laws in
jurisdictions in which Infomedia operates,
including changes in interpretation or
application of the law by the courts or
taxation authorities, may impact the
future tax liabilities of Infomedia
• Utilising external advisory services to review tax risks
and advise on tax related issues
• Improvements in internal capacity and capability to
assess and respond to taxation matters.
18 infomedia.com.au
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Annual Report
Dear Shareholders,
On behalf of the Infomedia Board, I am pleased to present the Remuneration Report for FY24. This
report details the governance, framework and outcomes of the Company’s remuneration practices
for the Directors and Senior Executives who were Key Management Personnel (KMP) for Infomedia
during the year.
The Board believes the remuneration framework, which it continues to develop and refine, provides a structure to retain
and attract the right people whilst generating and improving sustainable shareholder returns.
Company Performance
Building on the appointment of a new Executive Leadership Team (ELT) in FY23, the Company has continued to strengthen the
Executive Leadership Team to enhance our talent and leadership capabilities, and to facilitate growth and operational effectiveness.
This included the appointment of a Chief People & Culture Officer and an internal promotion to the role of Chief Operating Officer.
These changes are already contributing to strong performance outcomes, as reflected in this Annual Report and are helping to build
upon our people and culture initiatives.
The Company’s culture continues to evolve with an increasing global view. The Board was delighted to see employee engagement
being measured globally and the ELT’s continued focus on collectively creating a strong Company culture. Additionally, this year we are
proud to be recognised and accredited as a Family Friendly Workplace.
Remuneration Outcomes
I am also delighted to report that the FY24 remuneration outcomes align with the strategic objectives and performance outcomes
of the Company for the fiscal year. Below is a summary of Fixed Remuneration, Short-Term Incentive (STI) and Long-Term Incentive
(LTI) outcomes:
FY24 STI
• Financial – The Company delivered a strong result for shareholders, exceeding target Revenue and Cash EBITDA, resulting in a 62%
achievement against the 60% weighting allocated to the financial objectives.
• Strategic – The strategic objectives outlined in Table 7 of this report were set to align with the Strengthen Phase of the Company’s
strategy, resulting in an overall score of 20% achievement.
• Organisational Culture – An increase in both global employee engagement and Customer NPS were above target, which lead to 24%
achievement of the 20% weighting allocated
• A total outcome of 106% was achieved compared to the FY23 STI outcome of 95%
FY22 – 24 LTI
• Financial (100% of Plan) – The team achieved 47.5% vesting of share appreciation rights (SARS) following partial attainment of
three-year revenue growth targets. EPS growth targets were not met resulting in nil vesting of performance rights.
Non-Executive Director Fees
A review of Non-executive Directors fees was also conducted in FY24, taking into consideration the market benchmarking for
positions at relevant ASX listed organisations of comparable size and complexity. As part of this review, it was determined that an
increase of 3% to the Chair fee, base director fees, Chair of Committee fees and Member of Committee fees was required to fairly
compensate Non-Executive Directors for their services.
Addressing feedback from shareholders
The Company received a ‘first strike’ against its FY2023 Remuneration Report at the 2023 AGM. We understand the concerns raised
by shareholders in relation to the Company’s variable remuneration program and we believe that the forward looking remuneration
program adequately addresses these.
Directors’ Report
infomedia.com.au 19
2024
Annual Report
As stated at the 2023 AGM, the Board took a deliberate decision to issue a retention-based equity component to the renewed
executive leadership team. The majority of the team were internally promoted, demonstrating the effectiveness of the Company’s
succession planning. The team did not previously have meaningful equity participation, and therefore, the retention element was
useful to more quickly align the interests of the team with shareholders.
We also wish to re-affirm that the Board does not intend to issue any further retention-based element in the ELT LTI program in FY25.
We appreciate the feedback of our shareholders as we continually refine our remuneration program to ensure the remuneration
practices remain appropriate for the business, aligned to shareholder interests and consistent with contemporary practices. We
have responded to your feedback on selecting the most appropriate and robust measures with which to measure performance
and providing sufficient transparency in the calculation of outcomes to ensure the right outcomes are rewarded. We have also
made a number of changes in our approach to the FY25 variable remuneration incentives, in addition to undertaking remuneration
benchmarking with a third-party provider.
Enhancements to Remuneration Structure and Disclosures
LTI
In FY25 we will introduce a second performance measure to our LTI. We will include adjusted EPS, calculated using Net Profit After
Tax Adjusted (NPATA) which is a consistent measure by which company performance can be reflected by excluding impacts of
acquisition costs, purchase price accounting and earnouts (refer to Note 1 (Segment Note) and Note 3 (Earnings per Share) of the
Annual Report for further detail).
STI
As previously outlined, we believe it is important for our Executive Leadership Team to create long-term sustainable growth. In FY25,
we will for the first time include a deferred equity component in the STI, which would further align Key Management Personnel (KMPs)
with shareholders and market best practices.
In addition we will include stretch targets to incentivise the Executive Leadership Team to out-perform.
The changes we are introducing in FY25 underscore our commitment to addressing shareholder concerns. Details of the changes will
be outlined in more detail in our Notice of Meeting, prior to our AGM.
We will continue to engage with relevant stakeholders in relation to remuneration at Infomedia. The Remuneration, People and
Culture Committee will continue to evaluate the effectiveness of the Executive KMP remuneration framework. Our aim is to engage,
motivate, and retain Executives in a competitive talent landscape while ensuring alignment with shareholder interests. We appreciate
your feedback and look forward to engaging in discussions with you throughout the year ahead.
Yours sincerely,
Kim Anderson
Chair of the Remuneration, People & Culture Committee
Directors’ Report
20 infomedia.com.au
2024
Annual Report
Directors’ Report
Remuneration Report – Audited
The Directors present the Remuneration Report (‘Report’) of Infomedia Ltd (the ‘Company’) for the financial year ended
30 June 2024 (‘FY24’), which is structured as follows:
1. Key management personnel (‘KMP’)
KMP are those persons having authority and responsibility for planning, directing and controlling the activities of the Company.
This Report outlines the Company’s remuneration philosophy, framework and FY24 outcomes for all KMP, comprising
Non-Executive Directors and the Executive KMP being the Chief Executive Officer and Managing Director (‘CEO & MD’) and the
Chief Financial Officer (‘CFO’).
Table 1: KMP
Section
Details
1
Key management personnel (‘KMP’)
2
Remuneration governance
3
Executive KMP
4
Non-Executive Directors
5
Additional information
Name
Role
Appointed
Resigned
Note
Executive KMP
Jens Monsees
Chief Executive Officer & Managing Director
23-May-22
Chantell Revie
Chief Financial Officer
1-Jul-23
1
Gareth Turner
Chief Financial Officer
16-Aug-21
30-Jun-23
2
Non-Executive Directors
Bart Vogel
Non-Executive Director
31-Aug-15
Kim Anderson
Non-Executive Director
15-Jun-20
Jim Hassell
Non-Executive Director
10-May-21
Lisa Harker
Non-Executive Director
6-Feb-23
Edwina Gilbert
Non-Executive Director
1-Mar-23
Jon Brett
Non-Executive Director
11-Jul-24
3
Notes to Table 1
(1) Ms Chantell Revie was appointed as the Company’s Chief Financial Officer effective 1 July 2023 and qualified as an executive KMP from 1 July 2023.
(2) Mr Gareth Turner moved into the Chief Commercial Officer role effective 1 July 2023 and was no longer deemed to be a KMP. No comparatives have been disclosed in the
remuneration report.
(3) Mr Jon Brett was appointed as a non-executive independent director on 11 July 2024 and his remuneration will be included in the Company’s FY25 remuneration report.
infomedia.com.au 21
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Directors’ Report
Remuneration Report – Audited
2. Remuneration governance
This Report has been prepared in accordance with the requirements of the Corporations Act 2001 and Accounting Standard AASB
124 Related Party Disclosures. The term ‘remuneration’ as used in this Report has the same meaning as ‘compensation’ as defined in
AASB 124.
Report preparation
The Remuneration, People & Culture Committee (‘RPC Committee’) of the Board presents this Report on
behalf of the Company.
Committee members
The RPC Committee comprised the following Non-Executive Directors during the period:
• Kim Anderson (Committee Chair)
• Bart Vogel
• Edwina Gilbert
Committee
responsibilities
The RPC Committee is responsible for reviewing and determining remuneration arrangements for the
Non-Executive Directors and the Executive leadership team. The Committee is also charged with
responsibility to assist and advise the Board to fulfil its duties on matters relating to:
• the composition and quantum of remuneration, bonuses, incentives and remuneration issues
relating to Executive KMP and other senior management personnel;
• policies relating to remuneration, incentives and superannuation for all employees;
• remuneration of Non-Executive Directors; and
• other matters as required.
The Committee operates in accordance with its charter, a copy of which is available on the
Company’s website at:
https://www.infomedia.com.au/investors/corporate-governance/remuneration-committee-charter/
a. External remuneration advisory services
The RPC Committee received no remuneration recommendations in the period.
b. Prior year Remuneration Report – AGM outcome
At the AGM for the financial year ended 30 June 2023 (FY23) 31.82% of the votes cast were against the FY23 Remuneration Report
(a first ‘strike’). The Infomedia Board is committed to listening to any concerns raised by shareholders and other stakeholders relating
to the remuneration framework or remuneration outcomes and address these concerns where appropriate.
The table below summarises the key concerns and issues raised during the engagements with investors and proxy advisors with
regards to FY23.
Concern
Response
Hurdle for 50% equity
based solely on tenure
In FY23 we established a new executive team via internal promotion. These executives did not all
previously participate in the LTI scheme. During this period of change, the tenure incentive was
implemented to stabilise the ELT and enable strategy implementation and retention of
corporate knowledge.
The Board has spent considerable time during the year assessing the most appropriate and
relevant performance measures to align with shareholder outcomes going forward.
Lack of transparency and
perceived stretch targets
within long term incentives
(LTI)
The FY24 LTI was set to incentivise the ELT to focus on profitably growing the core business and
therefore it excluded the financial impact of acquisitions. The LTI performance measures,
thresholds and vesting schedule are set out in Table 8 of this report. In the board’s view,
by excluding acquisitions, the LTI sufficiently stretched the ELT.
For the FY25 LTI, the financial statements will disclose the calculation of the adjusted EPS
performance measure reconciled to the statutory result. An example of this can be found in the
FY24 financial statements at note 1 Operating Segments (NPATA) and note 2 Earnings per Share
(Adjusted EPS).
No deferral component of
short term incentives (STI)
The KMP remuneration framework has been reviewed to include an equity deferral component,
going forward, to better align with market practice and shareholder interest.
Lack of transparency of STI
metrics and achievement
The remuneration report provides additional transparency on the STI measures and outcomes for
the KMP, considering the commercial sensitivity of some goals.
22 infomedia.com.au
2024
Annual Report
3. Executive KMP
a. Remuneration philosophy and structure
The Company’s remuneration framework aligns Executive reward with the achievement of strategic objectives and shareholder
returns. The performance of the Company relies upon the quality of its Directors and Executives to lead the organisation.
The Company must attract, motivate and retain skilled Directors and Executives to deliver on key strategic goals.
Compensation must be competitive, appropriate for the results delivered, and aligned with shareholder outcomes.
The Company’s core values, key strategies and purpose are key considerations when designing and implementing the Executive
remuneration framework.
During the reporting period the Company applied the following philosophy when setting its remuneration framework:
Table 2: Executive KMP remuneration structure
PURPOSE
TO BE A LEADER IN CUSTOMER AND VEHICLE LIFECYCLE EMPOWERING A DATA DRIVEN ECOSYSTEM
Driven by strategic themes
Enabled by
Underpinned by our Remuneration Principles
Delivered via our Remuneration Framework
Global Expansion
Opportunities
Operational
Excellence
Class Leading
Solutions
Innovation
Our People
Rich Data Assets
Ensure remuneration is market competitive to attract and retain strong talent
Remuneration objectives that are aligned with the interests of our shareholders,
customers and employees globally
Pursuit of value-adding objectives which directly contribute to purpose, strategy
and long-term sustainability
Remuneration Component
Alignment to Performance
Alignment to principles and strategy
Fixed Remuneration
Comprised of base salary
and superannuation.
Set at market competitive levels relative
to the necessary skills, experience and
talent required to execute the role.
Securing strong talent forms the
foundation for realising strong
operational and strategic performance.
STI
Annual incentive opportunity
paid in cash.
STIs reward in-year performance and
are directly linked to goals and objectives
which are both financial and non-financial
in scope. STI goals are set and monitored
by the Board and the Remuneration,
People & Culture Committee.
STI goals are aligned to strategic and
business growth outcomes which
deliver value adding outcomes for
our shareholders, our people and
our customers.
LTI
Granted in the form of Restricted Stock
Units and Performance Rights with a
three year vesting period in FY24.
LTIs reward long term performance
over a three year performance period.
Performance is linked to delivery of
revenue growth targets and earnings
per share targets.
A three year performance period
encourages executives to deliver
long-term sustainable returns, directly
aligned to shareholder value creation.
Market competitive
Stakeholder aligned
Linked to strategy
Directors’ Report
Remuneration Report – Audited
infomedia.com.au 23
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Annual Report
Notes to Table 2
(1) The remuneration mix is indicative of the overall philosophy and varies slightly between remuneration elements for the Executive KMP. The remuneration mix applies in
respect of maximum potential remuneration or the ‘total remuneration package’. Refer to Table 3 below.
b. Employment terms
Table 3: Executive KMP employment terms
Terms
Note
CEO & MD
Jens Monsees
CFO
Chantell Revie
Commencement Date
1
23-May-22
1-Jul-23
$
%
$
%
One-off sign-on bonus
2
$450,000
Fixed remuneration
Base salary
3
$608,601
$350,000
Superannuation contribution
4
$27,399
$27,399
Total Fixed remuneration
$636,000
31.3%
$377,399
53.1%
Maximum at-risk potential remuneration
Short Term Incentive (STI) Opportunity
5
$698,328
34.3%
$183,000
25.8%
Long Term Incentive (LTI) Opportunity
6
$699,600
34.4%
$150,000
21.1%
Total at-risk potential remuneration
$1,397,928
68.7%
$333,000
46.9%
Total Remuneration
(excluding one-off sign-on bonus)
$2,033,928
100.0%
$710,399
100.0%
Termination Clauses
Executive KMP have no special termination payment conditions.
All agreements provide for dismissal due to gross misconduct.
The termination period by either party is six months for the CEO
and MD and three months for the CFO.
Other Benefits
Other benefits offered to Executive KMP include reasonable telephone
expenses, reimbursement for up to $5,000 for professional membership
and development fees and for the CEO and MD, $20,000 for personal health
and life insurance.
Notes to Table 3
(1) Executive contracts are ongoing with no specified end dates.
(2) The CEO & MD was provided with a sign-on bonus to attract and retain a candidate of his calibre. The bonus was contractually structured in the form of equity
interests divided into 3 tranches of equal value vesting on the first 3 anniversaries of the commencement date and expiring on 31 December 2025. The bonus
structure achieves the purpose of attraction whilst the deferred equity component ensures greater alignment with shareholder interests.
(3) The CFO received an increase from $320,000 to $350,000 on 1st March 2024 to reflect the additional responsibilities of taking on the global Information Systems team.
(4) Superannuation contributions are paid in line with legislative requirements. Superannuation contribution amounts reflect the reported financial year superannuation
guarantee contribution rate.
(5) STI opportunity represents the maximum potential STI remuneration that could be earned by each KMP in a financial year based on defined goals and stretch targets
set for the financial year.
(6) LTI opportunity value is used to calculate the number of LTIs that may be granted to each KMP in the form of Share Appreciation Rights (SARs), Performance Rights
(PRs) or Restricted Stock Units (RSUs).
The LTI value reported is based on criteria and fair value determined under AASB 2 Share Based Payments and could differ from the contract value above. The actual
LTI value that each KMP may receive is dependent on the specified conditions of each LTI class being met and the market price of the Company’s shares on any
exercise date.
Directors’ Report
Remuneration Report – Audited
24 infomedia.com.au
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Annual Report
Directors’ Report
Remuneration Report – Audited
c. Company 5-year performance
Table 4: Key financial performance indicators
Note
2024
2023
2022
2021
2020
Revenue ($’000)
140,832
129,905
120,139
97,446
94,618
Net Profit After Tax (‘NPAT’) ($’000)
12,683
9,582
8,233
15,969
18,556
Underlying Cash EBITDA ($’000)
1
33,000
28,163
24,740
19,677
22,324
Earnings per share (cents)
3.38
2.55
2.19
4.26
5.69
Dividends per share (cents)
2
4.20
4.00
5.60
4.45
4.30
30 June share price ($)
1.68
1.60
1.67
1.54
1.72
Notes to Table 4
(1) Underlying Cash Earnings before Interest, Taxation, Depreciation and Amortisation (‘Underlying Cash EBITDA’)
The Company has adopted Underlying Cash EBITDA as a key performance measure and the STI gateway for Executive KMP as it is representative of the underlying
business performance. Underlying Cash EBITDA recognises the cash impact of capitalised development costs as well as the uniqueness of non-trading items. Underlying
Cash EBITDA is reconciled to the company’s statutory reported IFRS NPAT below.
(2) Total financial year dividend inclusive of a final dividend declared in the August following June year-end.
Table 5: Reconciliation of Underlying Cash EBITDA to NPAT
2024
2023
2022
2021
2020
$’000
$’000
$’000
$’000
$’000
Underlying Cash EBITDA
33,000
28,163
24,740
19,677
22,324
AASB16 non-cash adjustments
2,630
2,401
2,940
1,970
2,069
Capitalised development costs
19,446
20,103
22,286
24,965
21,910
Underlying EBITDA
55,076
50,667
49,966
46,612
46,303
Depreciation and amortisation expense
(26,272)
(26,441)
(25,932)
(20,753)
(18,415)
Net finance income/(expense)
1,975
1,016
(133)
306
(733)
Share-based payment expenses
(469)
(1,116)
(1,229)
1,068
(1,044)
Non-recurring other costs
(143)
(37)
-
-
-
System transformation costs
(316)
-
-
-
-
Business restructuring costs
(2,473)
(469)
-
-
-
Impairment expense
-
(484)
(87)
(4,245)
-
Non-operating other income
-
-
-
783
521
Derecognition of Nidasu contingent consideration
-
-
-
2,425
-
Foreign currency gains/(losses)
420
(752)
731
(126)
919
Net Profit Before Tax Adjusted (NPBTA)
27,798
22,384
23,316
26,070
27,551
Income tax expense before adjustments
(6,941)
(5,801)
(3,373)
(5,960)
(7,195)
Net Profit After Tax Adjusted (NPATA)
20,857
16,583
19,943
20,110
20,356
Amortisation of acquired and other intangibles
(4,379)
(5,002)
(5,725)
(2,194)
(2,443)
Earnout - Nidasu
-
93
(2,006)
(581)
-
Earnout - SimplePart
(6,122)
(2,709)
(7,010)
(2,164)
-
Acquisition expenses
(324)
(1,829)
(899)
(697)
(128)
Income tax expense on adjustments
2,651
2,446
3,930
1,493
772
Acquisition expenses (Tax effected)
(8,174)
(7,001)
(11,710)
(4,143)
(1,799)
Reported NPAT
12,683
9,582
8,233
15,967
18,557
infomedia.com.au 25
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Directors’ Report
Remuneration Report – Audited
d. Short term incentives (STIs)
Table 6: Key features of FY24 STI plan
Feature
Approach
Description
Eligible Executive KMPs participate in the annual STI plan with an earning opportunity that is ‘at risk’
subject to specific pre-determined Group measures being met. All performance measures chosen to
support the delivery of our strategy and create sustainable value for all stakeholders.
Performance period
Aligned with the financial year, 1 July 2023 to 30 June 2024.
STI Opportunity
The STI opportunity varies in accordance with role size, complexity and direct accountability. Market
benchmarking references are also taken into consideration. The STI Target opportunity represents
expected performance for the Group. The maximum (capped) opportunity represents outstanding levels
of performance. Executive KMP capped levels, referenced as a percentage of Fixed Remuneration (FR) are:
Role
Target STI as % of FR
Maximum STI as % of FR
CEO
90%
110%
CFO
40%
48%
Delivery of award
The STI award is delivered 100% in cash.
Performance
measures and
weightings
The STI plan incorporates both financial and non-financial performance measures. The performance
measures and their relative weightings are:
Category
Measures
Weighting
Financial
Group Exit Annual Recurring
Revenue (ARR)
20%
Group Revenue
20%
Group Underlying Cash EBITDA
20%
Non-Financial
Strategic initiatives
20%
Organisational culture goals
20%
Performance
thresholds and
maximum
A minimum performance threshold must be achieved in the performance period prior to any award vesting.
The threshold and maximum performance for FY24 have been set as follows:
Measure
Threshold
Maximum
Group Exit ARR
7% growth
22% growth
Group Revenue
5% growth
19% growth
Group Underlying Cash EBITDA
2% growth
7% growth
Selection of
Performance
Measures
Financial Measures:
Group Exit ARR
Company’s exit monthly recurring revenue annualised in constant currency.
Group Revenue
Reflects ordinary revenue in accordance with IFRS
Group Underlying Cash
EBITDA
A non-IFRS measure disclosed in Infomedia’s Operating Segment Note
(note 1 to the Annual Financial Report).
Non-Financial Measures:
These recognise the importance of key strategic priorities and employee engagement in achieving
business transformation. The Board decides on pre-determined strategic performance objective targets
at the beginning of the performance period, which are linked to longer-term strategy and value creation
for shareholders. The strategic objective outcomes are provided within Table 7 STI outcomes.
Link of
performance
and reward
For each measure, there is a minimum threshold of performance required which needs to be met before
any pay-out is awarded for that portion of the STI.
An incremental scale applies in accordance with achievement of financial measures, with the intention to
motivate and fairly reward exceptional performance outcomes. The achievement of performance
measures is assessed through a rating scale:
Measure
Threshold Achievement Payout
Maximum Achievement Payout
Financial Measures
80%
130%
Strategic Objectives
80%
100%
Organisational Culture Goals
80%
120%
Cessation of
employment
If an Executive KMP ceases employment with the Company prior to any awards being paid, unless the Board
determines otherwise, in accordance with the plan rules the Executive KMP will forfeit any awards to be
paid for the performance period.
26 infomedia.com.au
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Annual Report
Directors’ Report
Remuneration Report – Audited
Performance outcomes against STI Measures for FY24
The Board’s assessment of the Executive KMP’s performance in the 2024 financial year is outlined below.
Table 7: STI outcomes
Measure
Weighting
Payout
Outcome
Financial
$m
Group Exit ARR
20%
16.9%
144.1
Group Revenue
20%
20.4%
140.8
Group Underlying Cash EBITDA
20%
25.0%
33.0
Personal
Process:
Achieve a shortening of delivery time to drive faster revenue
realisation. Successfully complete the upgrade of workflow planning
enterprise system to the cloud for greater transparency on R&D operations
10%
10.0%
Achieved
Product:
Expansion of ecosystem by delivering an increase of 5% in global DMS
integrations in FY24.
Update ISO:27001:2022 obtained from previous 2013 standard.
10%
10.0%
Achieved
Organisational Culture
People:
Improve employee engagement scores
10%
12.0%
Overachieved
Performance:
Achieve 10% increase in NPS score
Achieve Global Expansion with more than 5 contracts signed with new
customers, new products or in new countries during FY24
10%
12.0%
Overachieved
TOTAL
100%
106.3%
infomedia.com.au 27
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Annual Report
Directors’ Report
Remuneration Report – Audited
e. Long term incentives (LTIs)
Table 8: Key features of FY24 LTI plan
Feature
Approach
Description
Eligible Executive KMPs participate in the LTI plan, with an opportunity that is ‘at risk’ subject to specific
pre-determined Group performance measures being met over a three-year period. The plan is designed to align
Executive KMP’s interests with those of shareholders.
Opportunity
The LTI opportunity reflects accountabilities and influence over the Company’s long-term performance within
each role. Market benchmarks are also referenced in determining the LTI opportunity. The maximum face value
of LTI that is granted, is referenced as a percentage of Fixed Remuneration (FR) is:
Role
LTI as percentage of FR
CEO
110%
CFO
40%
Performance &
vesting period
Performance is measured over three financial years. Any performance rights that do not vest following testing
will lapse.
Delivery
In FY24 the Board decided to simplify the FY24-26 LTI plan to have only two equity vehicles. Fifty percent of
the opportunity in FY24 were granted as performance rights (PRs), with vesting subject to financial metrics
being met as well as an ongoing service condition. The remaining opportunity was granted as restricted stock
units (RSUs) which are linked to an ongoing service condition.
Allocation
approach
The number of rights granted are calculated using the following ‘Award Allocation Valuation’ formula:
LTI Award Opportunity
= Number of LTI to be issued
Reference Price
The number of LTI issued were evenly apportioned between PRs and RSUs. The “Reference Price” used to
determine the allocation was $1.55 and was determined using the Company’s 21-day trading VWAP to 30 June 2023.
The fair value per right was calculated as $1.335 (Fair Valuation). This was based on a grant date of
13 December 2023.
The difference between the ‘Award Allocation Valuation’ and the ‘Fair Valuation’ is due to the timing differences
arising from the shareholder approval process to allocate the equity instruments to the Managing Director.
The difference is reflected in the accounting value attributed to the instruments in the Company’s accounts
and does not equate to any more or less equity incentives being granted than those approved by shareholders
as set out in the Company’s Notice of Annual General Meeting. This approach is consistent with the Company’s
practice in prior years and is consistent with market practice.
Performance
Measures,
Thresholds
and Vesting
Schedule
The performance measures are as follows:
Performance Rights
Rights will vest subject to the attainment of compound annual growth (‘CAGR’) on earnings per share (EPS) and
continual employment. The Company has selected EPS CAGR given its direct link with shareholder returns.
The 2023 EPS has been adjusted to exclude various non-cash and non-recurring items for the purposes of
determining LTI outcomes.
CAGR above FY23 Adjusted EPS of 4.03 cps
% of Rights that vest
Below 5% CAGR
0%
Threshold: At 5% CAGR
25%
Between 5% and 10% CAGR
Straight line vesting between 25% and 100%
Maximum: At or above 10% CAGR
100%
Restricted Stock Units
Do not carry specific performance conditions but are subject to continuing employment.
Selection of
Performance
Measures
EPS was used as a basis for company performance, excluding acquisitions. The selection of this measure was
to focus the ELT on extracting more from the core operations and organic growth was the focus. This was
determined to be a good driver of that outcome.
28 infomedia.com.au
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Annual Report
Directors’ Report
Remuneration Report – Audited
Table 8: Key features of FY24 LTI plan (continued)
Table 9: Movement in LTI holdings
Feature
Approach
Governance
Mechanisms
Share Trading Policy:
The Company maintains a formal Securities Trading Policy regarding the trading of Infomedia shares by employees.
The policy prohibits trading based on insider information and limits the ability of ‘Restricted Persons’ to trade in
the Company’s shares to several short trading windows following the release of half year and full year financial
results and following the Annual General Meeting. The policy also prohibits short term or speculative trading.
Prohibition against hedging:
Additionally, the Company’s Equity Plan Rules and Equity Bonus Plan Rules prohibit Plan participants from entering
hedging arrangements to limit the risk of their variable LTI component.
Minimum
Shareholding
Requirement
Senior management are encouraged to hold shares in the Company, however there is no requirement on
Executive KMP to hold a minimum quantity of the Company’s shares at any time.
Malus
Provisions
The LTI scheme is subject to appropriate malus provisions entitling the Board, at its discretion, to pursue remedies
where the participant has engaged in (among other things) fraud, dishonesty or gross misconduct. Remedies
include the ability to suspend, reduce or extinguish outstanding entitlements in appropriate circumstances.
Dividend and
Voting Rights
No dividends or voting rights are attached to the LTI interests unless they are converted into fully paid
ordinary shares.
Disposal
Restrictions
Shares received from the conversion of equity instruments are not subject to any disposal restrictions but are
governed by the Company’s Securities Trading Policy and the law.
Ability to
cash settle
The Board retains a discretion as to how vested and exercised LTI entitlements may be settled, including by the
payment of cash instead of issuing shares. The Board notes that all Australian based employees, including the KMP,
have their LTI’s settled in the form of shares.
Changes during the year
FY24
FY23
Jens Monsees
Chantell Revie
Total
Jens Monsees
SARs
Opening Balance
1,081,967
-
1,081,967
-
Granted
-
-
-
1,081,967
Closing Balance
1,081,967
-
1,081,967
1,081,967
Maximum fair value at grant date
-
-
-
497,705
PRs
Opening Balance
295,699
44,803
340,502
-
Granted
225,677
48,387
274,064
295,699
Closing Balance
521,376
93,190
614,566
295,699
Maximum fair value at grant date
301,279
64,597
365,876
385,887
RSUs
Opening Balance
208,913
44,803
253,716
314,466
Granted - sign on bonus
-
-
-
(1,096)
Granted
225,677
48,387
274,064
-
Vested and exercised
(104,457)
-
(104,457)
(104,457)
Closing Balance
330,133
93,190
423,323
208,913
Maximum fair value at grant date
301,279
64,597
365,876
-
Shares provided on exercise
Details of ordinary Shares in the Company provided as a result of the exercise of options by each member of the Executive
KMP are set out next page.
infomedia.com.au 29
2024
Annual Report
Directors’ Report
Remuneration Report – Audited
Name
LTI exercised
Date of Exercise
Number of shares
issued on exercise
Value at exercise date1
Jens Monsees
RSUs
3-Jun-24
104,457
169,742
Notes to Table 10
(1) Value at exercise date has been determined based on the market price of the Company’s shares on exercise date.
Share-based compensation disclosures – equity granted, vested, exercised and lapsed/forfeited
Table below details a full list of options and performance rights granted to executive KMP during FY24 and prior years.
Table 11: Equity movements
Name
Type of
Equity
Number
Granted
Equity Fair
Value at
Grant Date
Exercise
Price
Grant Date
Vesting
Date
Number
Vested
%
Value
Vested and
Exercised
30 June 2024
Unexercisable
30 June
2024
Jens
Monsees
RSUs
104,457
1.14
1.63
23/05/2022
23/05/2024
104,457
100%
169,742
104,457
-
SARs
1,081,967
0.46
-
21/03/2023
30/06/2025
-
-
-
-
1,081,967
PRs
295,699
1.31
-
21/03/2023
30/06/2025
-
-
-
-
295,699
RSUs
104,457
1.08
-
23/05/2022
23/05/2025
-
-
-
-
104,457
PRs
225,677
1.34
-
13/12/2023
30/06/2026
-
-
-
-
22 5,677
RSUs
225,677
1.34
-
13/12/2023
30/06/2026
-
-
-
-
225,677
Chantell
Revie
PRs
44,803
1.31
-
21/03/2023
30/06/2025
-
-
-
-
44,803
RSUs
44,803
1.31
-
21/03/2023
30/06/2025
-
-
-
-
44,803
PRs
48,387
1.34
-
13/12/2023
30/06/2026
-
-
-
-
48,387
RSUs
48,387
1.34
-
13/12/2023
30/06/2026
-
-
-
-
48,387
f. Remuneration outcomes – statutory basis
The table below has been prepared in accordance with the requirements of the Corporations Act 2001 and relevant Australian
Accounting Standards. The figures provided under the share-based payments columns are based on accounting values and do not
reflect actual cash amounts received by members of the Executive KMP.
Table 12: Total Executive KMP remuneration – statutory basis
Short-term benefits
Post
employment
benefits
Long term
benefit
Share based
payments
Name
Year
Salary
and Fees1
Annual
Leave2
STIs3
Other cash
benefits4
Superan-
nuation5
Long
Service Leave6
PRs7
RSUs8
Total
Executive Director
Jens Monsees
FY24
608,601
1,122
608,589
21,896
27,399
670
29,680
190,934
1,488,891
FY23
574,708
9,449
515,160
19,880
25,292
217
70,746
211,476
1,426,928
Chief Financial Officer
Chantell Revie
FY24
330,000
11,669
159,484
1,221
27,399
4,226
10,813
41,161
585,973
Total KMP
FY24
938,601
12,791
768,073
23,117
54,798
4,896
40,493
232,095
2,074,864
Table 10: Shares provided on exercise
Notes to Table 12
(1) Cash salary includes amounts paid in cash plus any salary sacrifice items.
(2) Annual leave accruals are determined in accordance with Accounting Standard, AASB 119 Employee Benefits.
(3) Short term incentives accrued for in respect of the current financial year.
(4) Other short term cash benefits comprise:
Jens Monsees – Death and Disablement Insurance.
Chantell Revie – Professional body fees and reimbursement of reasonable phone expenses
(5) Superannuation contributions are paid in line with legislative requirements and contractual arrangements.
(6) Long service leave accruals are determined in accordance with Accounting Standard, AASB 119 Employee Benefits.
(7) PRs were granted to Executive KMP as reflected in Table 9.
In FY24 the remuneration value of PRs issued to executive KMP in FY23 is reported at 0% of fair value at grant date due to the expected probability of the PRs vesting.
FY24 PRs issued are reported at 100% of fair value at grant date due to the expected probability of the PRs vesting.
(8) RSUs were granted to Executive KMP as reflected in Table 9.
30 infomedia.com.au
2024
Annual Report
g. Remuneration outcomes – actual received basis
The table below provides actual amounts received by the Executive KMP for FY24. This table is an additional disclosure to those
required under the Australian Accounting Standards and the Corporations Act 2001. It has been provided to assist shareholders in
understanding realised outcomes.
Table 13: Total Executive KMP remuneration - actual pre-tax remuneration received
Directors’ Report
Remuneration Report – Audited
Name
Year
Fixed
Remuneration
Other1
Short Term
Incentives2
Restricted stock
units (RSUs)3
Total
Executive Director
Jens Monsees
FY24
636,000
19,181
515,160
169,742
1,340,083
FY23
600,000
15,620
-
167,131
782,751
Chief Financial Officer
Chantell Revie
FY24
357,399
1,221
63,525
-
422,145
Notes to Table 13
(1) Other benefits paid are expense reimbursements in respect of health insurance, professional body fees and reasonable mobile phone reimbursement costs.
(2) Short term incentives paid in respect of the prior financial year.
(3) RSUs exercised are reported at market value on exercise date for remuneration purposes. Refer to Table 9 for further detail.
4. Non-Executive Directors
a. Board and committee structure
As at the date of this Report, the Company’s Board and Committees are structured as follows.
Directors
Board
Audit and Risk
Committee
Remuneration,
People and Culture
Committee
Technology and
Innovation
Committee
Nominations
Committee
Non-Executive
Bart Vogel
Chair
ü
ü
Chair
Kim Anderson
ü
Chair
ü
Jim Hassell
ü
ü
Chair
ü
Lisa Harker
ü
Chair
ü
Edwina Gilbert
ü
ü
ü
ü
Jon Brett
ü
ü
ü
ü
ü
Executive
Jens Monsees
ü
ü
b. Remuneration structure and governance principles
Remuneration
structure
Non-Executive Directors are remunerated in the form of Board fees, Committee chair fees and
superannuation paid in line with legislative requirements.
Fees are fixed in accordance with formal agreements held between the Non-Executive Directors and the
Company (subject to periodic increases) and are paid from an aggregate fee pool limit of $850,000, as last
approved by shareholders in 2019. Fees are fixed and are not variable with performance metrics to account
for independence and governance considerations.
Directors may also be reimbursed for travel and other expenses incurred in attending to the affairs of the Company.
Minimum
shareholding
requirement
The Company does not impose any requirement on Non-Executive Directors to hold a minimum quantity of its
shares. However, the Company does have an expectation that Non-Executive Directors hold a minimum share
balance, equivalent to their annual director fees, within three years of commencing on the Board.
For further detail see Table 16 for further detail.
infomedia.com.au 31
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Annual Report
Directors’ Report
Remuneration Report – Audited
c. Non-Executive Director fees and remuneration
Table 14: Non-Executive Director Fees
Table 15: Non-Executive Director remuneration
FY24 ($)
FY23 ($)
Board/Committee
Role
Fee earning
roles
Including
superannuation
at 11%
Fee earning
roles
Including
superannuation
at 10.5%
Board
Chair
1
225,000
1
218,400
Non-executive
Directors
4
102,500
4
99,247
Audit and Risk Committee
Chair
1
16,500
1
16,000
Remuneration, People and Culture Committee
Chair
1
16,500
1
16,000
Technology and Innovation Committee
Chair
1
16,500
1
16,000
Total Non-Executive Director Fees
684,500
663,388
FY24
FY23
Short term
employment
benefits
Post-employ
ment benefits
Short term
employment
benefits
Post-employment
benefits
Directors
Appointed
Director fees
Superannuation
Total
Director fees
Superannuation
Total
Bart Vogel
31-Aug-15
201,712
22,188
223,900
197,647
20,753
218,400
Kim Anderson
15-Jun-20
106,644
11,731
118,374
104,296
10,951
115,247
Jim Hassell
10-May-21
106,644
11,731
118,374
104,296
10,951
115,247
Lisa Harker
6-Feb-23
106,644
11,731
118,374
39,431
4,140
43,571
Edwina Gilbert
1-Mar-23
91,854
10,104
101,958
29,939
3,144
33,083
Total Remuneration
613,498
67,485
680,980
475,609
49,939
525,548
Amounts in the above table may differ from those in Table 14 above due to remuneration increases effective 1 September 2023.
5. Additional information
a. Transactions with KMP
Transactions entered with any KMP of the Group, including their personally related parties, are on normal commercial terms. No loans
were made available to KMP during FY24 and there were no outstanding loans to KMP at the beginning or end of FY24.
b. KMP Shareholdings
Table 16: KMP shareholding interest movements in accordance with section 205G of the Corporations Act 2001
Name1
Balance at
30 June 2023
Exercise of LTIs
Purchased
on-market
Balance at
30 June 2024
Balance at date
ceasing to be KMP
Executive KMP
Jens Monsees
227,203
104,457
90,912
422,572
-
Gareth Turner
34,130
-
-
34,130
Chantell Revie
13,652
-
-
13,652
-
Non-Executive Directors
Bart Vogel
570,000
-
-
570,000
-
Kim Anderson
50,000
-
-
50,000
-
Jim Hassell
89,996
-
-
89,996
-
Lisa Harker
25,000
-
-
25,000
-
Edwina Gilbert
6,000
-
25,000
31,000
-
Notes to Table 12
(1) This table includes shares held directly and indirectly by the KMP or the KMP’s related parties including domestic partner, dependents and entities controlled, jointly
controlled or significantly influenced by the KMP.
This concludes the Remuneration Report, which has been audited.
32 infomedia.com.au
2024
Annual Report
Directors’ Report
Directors
The following persons were Directors of Infomedia Ltd during the whole of the financial year and up to the date of this report, unless
otherwise stated:
Name
Role
Bart Vogel
Chairman & Independent Non-Executive Director
Jens Monsees
Chief Executive Officer & Managing Director
Kim Anderson
Independent Non-Executive Director
Jim Hassell
Independent Non-Executive Director
Lisa Harker
Independent Non-Executive Director
Edwina Gilbert
Jon Brett
Independent Non-Executive Director
Independent Non-Executive Director and Chairman-elect (commenced 11 July 2024)
Directorships of other listed companies
Directorships of other listed companies held by the Directors in the three years preceding the end of the financial year are set out in
the following table.
Name
Company
Period of directorship
Bart Vogel
Macquarie Technology Group Limited
InvoCare Limited
Since 2014
From 2017 to 2023
Jens Monsees
WPP AUNZ
From 2019 to 2021
Kim Anderson
CAR Group Limited
Marley Spoon
WPP AUNZ Limited
InvoCare Limited
SiteMinder Limited
Since 2010
From 2018 to 2022
From 2010 to 2021
From 2021 to 2023
Since 2022
Jim Hassell
-
-
Lisa Harker
-
-
Edwina Gilbert
CAR Group Limited
Aspen Group Limited
Since 2016
Since 2023
Jon Brett
Corporate Travel Management Limited
Mobilicom Limited
Raiz Invest Limited
Since 2020
From 2018 to 2023
Since 2023
infomedia.com.au 33
2024
Annual Report
Directors’ Report
Meetings of directors
The table below sets out the number of meetings of the Company’s Board of Directors (the ‘Board’) and each Board committee3 held
during the year ended 30 June 2024, and the number of meetings attended by each director:
Board
Audit & Risk
Committee
Remuneration,
People & Culture
Committee
Technology &
Innovation
Committee
Nominations
Committee
E
1
A
2
E
A
E
A
E
A
E
4
A
Bart Vogel
14
14
-
-
2
2
3
3
-
-
Jens Monsees
14
14
-
-
-
-
3
3
-
-
Kim Anderson
14
14
-
-
2
2
-
-
-
-
Jim Hassell
14
14
4
3
-
-
3
3
-
-
Lisa Harker
14
14
4
4
-
-
-
-
-
-
Edwina Gilbert
14
14
4
4
2
2
-
-
-
-
Table Notes:
1. ‘E’: represents the number of meetings which the relevant Director was eligible to attend because they held office or were a member of the relevant committee at the
time each meeting was held.
2. ‘A’: represents the number of meetings attended by the Director.
3. Refer to section 4(a) of the Remuneration Report on page 30 for details about committee compositions.
4. Please note that the Nominations Committee did not meet during the period as Board succession including selection of the Chairman-elect was considered by the Board
of Directors.
5. Mr Jon Brett was appointed as a non-executive independent director on 11 July 2024.
Company secretary
Daniel Wall BBA, LLB, GAICD
Mr Wall is the Chief Operating Officer and Company Secretary of Infomedia. He is a lawyer admitted to practice in the Supreme Court
of New South Wales and the High Court of Australia. Prior to joining Infomedia he gained experience across a range of areas including
commercial litigation, finance and corporate insolvency and restructuring. He also holds a certificate in Governance Practice from the
Governance Institute of Australia and is a Graduate of the Australian Institute of Company Directors.
Joanne Hawkins BCom LLB, GAICD, FGIA
Joanne Hawkins is a joint Company Secretary of Infomedia. Joanne Hawkins is an experienced company secretary having previously
acted as company secretary for other ASX Listed organisations including Perpetual Limited and Pendal Group Limited.
Significant changes in the affairs
There were no significant changes in the state of affairs of the Group during the financial year.
Dividends
Details of dividends paid or declared by the Company during the financial year ended 30 June 2024 are set out in Note 3 Dividends of
the FY24 Financial Report.
Matters subsequent to the end of the financial year
On 26 August 2024 the Board declared a final dividend of 2.0 cents per share, franked to 100%. The record date for determining
dividend entitlements is 2 September 2024 and the dividend will be paid on 18 September 2024.
No other matter or circumstance has arisen since 30 June 2024 that has significantly affected, or may significantly affect the Group’s
operations, the results of those operations, or the Group’s state of affairs in future financial years.
34 infomedia.com.au
2024
Annual Report
Indemnity and insurance of officers
To the extent permitted by law, the Company has indemnified the Directors and executives of the Company for liability, damages and
expenses incurred, in their capacity as a Director or an executive, for which they may be held personally liable, except where there is
a lack of good faith.
During the financial year, the Company paid a premium in respect of a contract to insure the Directors and executives of the Company
against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the nature
of the liability and the amount of the premium.
Environmental regulation
The Group is not subject to any significant environmental regulation under Australian Commonwealth or State law.
Corporate governance
Infomedia strives to achieve compliance with the governance recommendations set out in the Fourth Edition of the Corporate
Governance Principles and Recommendations, published by the ASX Corporate Governance Council (the ASX Principles). The
Company addresses the ASX Principles in a manner consistent with its relative size and resourcing capabilities. Infomedia’s latest
Corporate Governance Statement was lodged with the ASX on the same date as this report and is available on the Company’s
website, http://www.infomedia.com.au/governance
Movements in equity incentives and shares issued on exercise of equity
incentives during the period
The following instrument movements were recorded during the FY24 financial period:
Instrument
Instruments Vested
Instruments Exercised
New Shares Issued
on Exercise
Performance Rights
Nil
Nil
Nil
Share Appreciation Rights
Nil
Nil
Nil
Equity Bonus Plan Performance Rights
364,470
364,470
Nil
Restricted Stock Units
198,545
198,545
Nil
Instrument
Instruments Vested
Instruments Exercised
New Shares Issued
on Exercise
Performance Rights
Nil
Nil
Nil
Share Appreciation Rights
Nil
Nil
Nil
Equity Bonus Plan Performance Rights
Nil
Nil
Nil
Restricted Stock Units
71,684
Nil
Nil
Instrument
Instruments on Issue
Performance Rights
1,963,480
Share Appreciation Rights
2,605,143
Equity Bonus Plan Performance Rights
Nil
Restricted Stock Units
1,756,483
Movements in equity incentives and shares issued on exercise of equity
incentives after 30 June 2024
The following instrument movements have been recorded between 30 June 2024 and the date of this report:
Equity Incentives on issue
At the date of this report the following equity incentives remain on issue:
Further information about the equity incentives are set out in Note 19 Share-based remuneration of the FY24 Financial Report.
Directors’ Report
infomedia.com.au 35
2024
Annual Report
Auditor
Deloitte Touche Tohmatsu continues in office in accordance with section 327 of the Corporations Act 2001.
Non-audit services
Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year by the auditor are
outlined in Note 23 Remuneration of auditors of the FY24 Financial Report.
The Directors are satisfied that the provision of non-audit services during the financial year, by the auditor (or by another person
or firm on the auditor’s behalf), is compatible with the general standard of independence for auditors imposed by the Corporations
Act 2001.
The Directors are of the opinion that the services as disclosed in Note 23 of the FY24 Financial Report do not compromise the
external auditor’s independence requirements of the Corporations Act 2001 for the following reasons:
• all non-audit services have been reviewed and approved to ensure that they do not impact the integrity and objectivity of the
auditor; and
• none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for
Professional Accountants issued by the Accounting Professional and Ethical Standards Board, including reviewing or auditing the
auditor’s own work, acting in a management or decision-making capacity for the Company, acting as advocate for the Company or
jointly sharing economic risks and rewards.
Auditor’s independence declaration
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately
after this Directors’ Report.
Rounding of amounts
The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, issued
by the Australian Securities and Investments Commission, relating to ‘rounding-off ’. Amounts in this report have been rounded off in
accordance with that Corporations Instrument to the nearest thousand dollars, or in certain cases, the nearest dollar.
This report is made in accordance with a resolution of Directors, pursuant to section 298(2)(a) of the Corporations Act 2001.
On behalf of the Directors
Bart Vogel
Chairman
26 August 2024
Directors’ Report
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36 infomedia.com.au
infomedia.com.au 37
2024
Annual Report
Table of Contents:
Page
Financial statements
38
Consolidated statement of profit or loss and other comprehensive income
39
Consolidated statement of financial position
40
Consolidated statement of changes in equity
41
Consolidated statement of cash flows
Page
Notes
42
Note 1. Operating segments
45
Note 2. Earnings per Share
46
Note 3. Equity – dividends
47
Note 4. Revenue and expenses
49
Note 5. Income tax
52
Note 6. Non-current assets – intangibles
55
Note 7. Current assets – trade and other receivables
56
Note 8. Other assets
56
Note 9. Contract assets
57
Note 10. Leases
59
Note 11. Provisions
60
Note 12. Contract liabilities
60
Note 13. Employee benefits
61
Note 14. Equity – issued share capital
62
Note 15. Financial instruments
65
Note 16. Contingencies and commitments
65
Note 17. Events after the reporting period
65
Note 18. Interests in subsidiaries
66
Note 19. Share-based remuneration
72
Note 20. Cash flow information
73
Note 21. Key management personnel disclosures
73
Note 22. Parent entity information
74
Note 23. Remuneration of auditors
75
Note 24. Basis of preparation and other accounting policies
FY24 Financial Report
38 infomedia.com.au
2024
Annual Report
Infomedia Ltd
Consolidated statement of profit or loss and other comprehensive income
For the year ended 30 June 2024
Note
2024
$'000
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
Revenue
4
140,832
129,905
Other income
340
351
Expenses
Employee benefits expenses
4
(60,724)
(52,717)
IT operating expenses
(14,291)
(11,219)
Integration, installation and training expenses
(7,166)
(6,761)
Royalty expenses
(6,463)
(6,078)
Facilities expenses
(791)
(1,403)
Compliance and insurance expenses
(2,498)
(1,865)
Marketing, travel and other expenses
(4,010)
(5,613)
Depreciation and amortisation expenses
1
(30,651)
(31,443)
Impairment expense
6
-
(484)
Net finance income
4
1,975
1,016
Net foreign currency translation gains/(losses)
420
(752)
Total expenses
(124,199)
(117,319)
Profit before income tax expense
16,973
12,937
Income tax expense
5
(4,290)
(3,355)
Profit after income tax expense for the year attributable to the owners of
Infomedia Ltd
12,683
9,582
Other comprehensive (loss)/income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation
(532)
2,339
Other comprehensive (loss)/income for the year, net of tax
(532)
2,339
Total comprehensive income for the year attributable to the owners of
Infomedia Ltd
12,151
11,921
Cents
Cents
Basic earnings per share
2
3.38
2.55
Diluted earnings per share
2
3.37
2.54
2023
$'000
FY24 Financial Report
infomedia.com.au 39
2024
Annual Report
Note
2024
$'000
The above consolidated statement of financial position should be read in conjunction with the accompanying notes
70,443
64,859
7
18,784
16,195
9
647
675
8
2,490
2,326
93,315
84,498
9
123
572
2,022
1,447
10
7,862
11,947
6
71,415
79,285
5
7,014
4,795
8
316
3,112
88,752
101,158
182,067
185,656
8,379
6,874
12
5,172
5,587
10
2,428
2,467
5
2,342
1,792
11
27
28
13
11,940
8,085
30,288
24,833
12
7
37
5
9,055
10,784
11
1,383
1,344
10
5,946
9,731
13
621
473
17,012
22,369
47,300
47,202
134,767
138,454
14
105,196
105,196
14
(1,907)
(1,208)
5,080
5,612
1,464
1,521
24,934
27,333
Infomedia Ltd
Consolidated statement of financial position
As at 30 June 2024
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Contract assets
Other assets
Income tax receivable
Total current assets
Non-current assets
Contract assets
Property, plant and equipment
Right-of-use assets
Intangibles
Deferred tax
Other assets
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Contract liabilities
Lease liabilities
Provision for income tax
Provisions
Employee benefits
Total current liabilities
Non-current liabilities
Contract liabilities
Deferred tax
Provisions
Lease liabilities
Employee benefits
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued share capital
Treasury shares held in trust
Foreign currency reserve
Share-based payments reserve
Retained profits
Total equity
134,767
138,454
951
443
5
2023
$'000
FY24 Financial Report
40 infomedia.com.au
2024
Annual Report
Infomedia Ltd
Consolidated statement of changes in equity
For the year ended 30 June 2024
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes
Share
Treasury
shares held
Foreign
currency
Share-based
payments
Retained
Total equity
capital
in trust
reserve
reserve
profits
Consolidated
$'000
$'000
$'000
$'000
$'000
$'000
Balance at 1 July 2022
105,196
(249)
3,273
1,203
37,136
146,559
Profit after income tax expense
for the year
-
-
-
-
9,582
9,582
Other comprehensive income for
the year, net of tax
-
-
2,339
-
-
2,339
Total comprehensive income for
the year
-
-
2,339
-
9,582
11,921
Transactions with owners in
their capacity as owners:
Share-based payments
-
577
-
336
157
1,070
Tax impact on share-based
payments (note 5)
-
-
-
(18)
-
(18)
Purchase of treasury shares
(note 14)
-
(1,536)
-
-
-
(1,536)
Dividends paid (note 3)
-
-
-
-
(19,542)
(19,542)
Balance at 30 June 2023
105,196
(1,208)
5,612
1,521
27,333
138,454
Share
Treasury
shares held
Foreign
currency
Share-based
payments
Retained
Total equity
capital
in trust
reserve
reserve
profits
Consolidated
$'000
$'000
$'000
$'000
$'000
$'000
Balance at 1 July 2023
105,196
(1,208)
5,612
1,521
27,333
138,454
Profit after income tax expense
for the year
-
-
-
-
12,683
12,683
Other comprehensive loss for
the year, net of tax
-
-
(532)
-
-
(532)
Total comprehensive
(loss)/income for the year
-
-
(532)
-
12,683
12,151
Transactions with owners in
their capacity as owners:
Share-based payments
-
801
-
(375)
(51)
375
Tax impact on share-based
payments (note 5)
-
-
-
318
-
318
Purchase of treasury shares
(note 14)
-
(1,500)
-
-
-
(1,500)
Dividends paid (note 3)
-
-
-
-
(15,031)
(15,031)
Balance at 30 June 2024
105,196
(1,907)
5,080
1,464
24,934
134,767
FY24 Financial Report
infomedia.com.au 41
2024
Annual Report
Infomedia Ltd
Consolidated statement of cash flows
For the year ended 30 June 2024
Note
2024
$'000
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes
Cash flows from operating activities
Receipts from customers
143,317
134,076
Payments to suppliers and employees
(92,858)
(92,428)
50,459
41,648
Interest received
4
4,232
1,335
Interest and other finance costs paid
4
(2,257)
(319)
Income taxes paid
(7,374)
(3,674)
Net cash from operating activities
20
45,060
38,990
Cash flows from investing activities
Payments for property, plant and equipment
(1,379)
(325)
Payments for development costs capitalised
4,6
(19,446)
(20,103)
Net cash used in investing activities
(20,825)
(20,428)
Cash flows from financing activities
Payments for purchase of treasury shares
14
(1,500)
(1,536)
Dividends paid
3
(15,031)
(19,542)
Repayment of lease liabilities, excluding the financing component
10,20
(2,226)
(2,134)
Net cash used in financing activities
(18,757)
(23,212)
Net increase/(decrease) in cash and cash equivalents
5,478
(4,650)
Cash and cash equivalents at the beginning of the financial year
64,859
69,045
Effects of exchange rate changes on balances of cash held in foreign currencies
106
464
Cash and cash equivalents at the end of the financial year
70,443
64,859
2023
$'000
FY24 Financial Report
42 infomedia.com.au
2024
Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 1. Operating segments
Identification of reportable segments
The Group is organised into three reportable segments:
●
Asia Pacific;
●
Europe, Middle East and Africa ('EMEA'); and
●
Americas, representing the combined North, Central and South America.
These reportable segments are based on the internal reports that are reviewed and used by the Board of Directors (who are
identified as the Chief Operating Decision Makers ('CODM')) in assessing performance and in determining the allocation of
resources. There is no aggregation of reportable segments.
The reportable segments are identified by management based on the region in which products are sold or managed from.
Discrete financial information about each of these operating segments is reported to the Board of Directors regularly.
The CODM reviews underlying cash earnings before interest, tax, depreciation and amortisation ('Underlying Cash EBITDA').
The accounting policies adopted for internal reporting to the CODM are consistent with those adopted in the financial
statements.
Major customers
There is no significant reliance on any single customer.
Presentation of reportable segment information
The key internal measure of each operating segment's profit or loss reported regularly to the CODM is Underlying Cash
EBITDA. This measure reflects the ongoing or underlying activities of each segment of the Group and excludes income and
expenditure that may arise on an infrequent basis or due to activities that are not core to that of the Group. Only costs that
are controlled by each segment in relation to its operating activities and generation of revenue for the Group are included in
its Underlying Cash EBITDA.
The Group changed its presentation of non-operating expenses to split out acquisition related expenses from organic Group
operations. Net profit after tax adjusted (NPATA) is used to assess the performance of the Group by excluding impacts of
acquisition costs, purchase price accounting and earn-outs, to reflect the underlying financial performance of the Group. This
change aligns with changes in internal management reporting. NPATA has been reconciled to NPAT including presentation
to prior period comparatives. There is no impact on revenue or net profit after tax reported for the Group as a result of
this change.
Reported net profit after tax ('reported NPAT') is adjusted for the following non-underlying items to determine Underlying Cash
EBITDA:
●
Earnout expenses (adjusted from employee benefits expenses)
●
Share-based payment expenses (adjusted from employee benefits expenses)
●
Capitalised development costs (adjusted from employee benefits expenses)
●
Business restructuring costs (adjusted from employee benefits expenses)
●
AASB 16 non-cash adjustments (adjusted from facilities expenses)
●
Impairment expense
●
Business systems upgrade (adjusted from IT operating expenses)
●
Acquisition expenses and other costs (adjusted from marketing, travel and other expenses)
●
Unrealised foreign exchange gains/losses
●
Net finance expense/income
●
Income tax benefit/expense
●
Amortisation of acquired and other intangibles (adjusted from depreciation and amortisation expenses)
A reconciliation of Underlying Cash EBITDA to reported NPAT is disclosed in the operating segment information presented
below.
FY24 Financial Report
infomedia.com.au 43
2024
Annual Report
Asia Pacific
EMEA
Americas
Corporate
Total
$'000
$'000
$'000
$'000
$'000
47,996
43,376
49,460
-
140,832
-
-
318
22
340
47,996
43,376
49,778
22
141,172
(6,497)
(5,250)
(9,734)
(1,528)
(23,009)
-
-
-
(31,492)
(31,492)
-
-
-
(3,860)
(3,860)
-
-
-
(12,745)
(12,745)
(6,497)
(5,250)
(9,734)
(49,625)
(71,106)
(45)
(91)
(277)
(13,562)
(13,975)
(5,027)
(150)
(1,972)
(17)
(7,166)
(445)
(1,651)
(4,282)
(85)
(6,463)
(440)
(613)
(56)
(2,312)
(3,421)
(180)
(186)
(230)
(1,902)
(2,498)
(438)
(396)
(666)
(2,043)
(3,543)
(13,072)
(8,337)
(17,217)
(69,546)
(108,172)
34,924
35,039
32,561
(69,524)
33,000
33,000
19,446
2,630
55,076
(26,272)
1,975
(469)
(143)
(316)
(2,473)
420
27,798
(6,941)
20,857
(4,379)
(6,122)
(324)
2,651
(8,174)
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 1. Operating segments (continued)
Consolidated - 2024
Revenue
Other operating income
Sales, marketing and support
Product development and management
Data management
Administration
Underlying employee benefits expenses
(note 4)
IT operating expenses
Integration, installation and training expenses
Royalty expenses
Facilities expenses
Compliance and insurance expenses
Marketing, travel and other expenses
Underlying operating expenses excluding
non-cash items
Underlying Cash EBITDA
Underlying Cash EBITDA (TO DELETE)
Capitalised development costs
AASB16 non-cash adjustments
Underlying EBITDA
Depreciation and amortisation expense
Net finance income
Share-based payment expenses
Other costs
System upgrade costs
Business restructuring costs
Net foreign currency translation gains
Net Profit Before Tax Adjusted (NPBTA)
Income tax expense before adjustments
Net Profit After Tax Adjusted (NPATA)
Amortisation of acquired and other intangibles
Earnout - SimplePart
Acquisition expenses
Non-operating income tax effected
Acquisition expenses (tax effected)
Reported NPAT
12,683
Australia and the United States of America are the only individual countries from which the Group derives material revenues.
In the current year, the Group derived revenue of $36.459 million from Australia (2023: $31.359 million) and $36.588 million
from the United States of America (2023: $36.505 million). Of the Group's non-current assets, $70.217 million (2023: $73.623
million) are located in Australia and $16.502 million (2023: $25.620 million) are located in the United States of America.
FY24 Financial Report
44 infomedia.com.au
2024
Annual Report
Asia Pacific
EMEA
Americas
Corporate
Total
$'000
$'000
$'000
$'000
$'000
42,142
39,689
48,074
-
129,905
-
-
351
-
351
42,142
39,689
48,415
130,256
(5,949)
(4,738)
(9,333)
(1,799)
(21,819)
-
-
-
(30,943)
(30,943)
-
-
-
(3,810)
(3,810)
-
-
-
(12,047)
(12,047)
(5,949)
(4,738)
(9,333)
(48,599)
(68,619)
(41)
(117)
(334)
(10,727)
(11,219)
(4,206)
(80)
(2,475)
(410)
(1,497)
(4,171)
(327)
(362)
(257)
(2,858)
(165)
(170)
(216)
(1,314)
(336)
(322)
(711)
(2,378)
-
(6,761)
-
(6,078)
(3,804)
(1,865)
(3,747)
(11,434)
(7,286)
(17,497)
(65,876)
(102,093)
30,708
32,403
30,928
(65,876)
28,163
28,163
20,103
2,401
50,667
(26,441)
1,016
(1,116)
(37)
(469)
(484)
(752)
22,384
(5,801)
16,583
(5,002)
93
(2,709)
(1,829)
2,446
(7,001)
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 1. Operating segments (continued)
Consolidated - 2023
Revenue
Other operating income
Sales, marketing and support
Product development and management
Data management
Administration
Underlying employee benefits expenses
(note 4)
IT operating expenses
Integration, installation and training expenses
Royalty expenses
Facilities expenses
Compliance and insurance expenses
Marketing, travel and other expenses
Underlying operating expenses excluding
non-cash items
Underlying Cash EBITDA
Underlying Cash EBITDA (TO DELETE)
Capitalised development costs
AASB16 non-cash adjustments
Underlying EBITDA
Depreciation and amortisation expense
Net finance income
Share-based payment expenses
Other costs
Business restructuring costs
Impairment expense
Net foreign currency translation losses
Net Profit Before Tax Adjusted (NPBTA)
Income tax expense before adjustments
Net Profit After Tax Adjusted (NPATA)
Amortisation of acquired and other intangibles
Earnout - Nidasu
Earnout - SimplePart
Acquisition expenses
Non-operating income tax effected
Acquisition expenses (tax effected)
Reported NPAT
9,582
Certain comparatives have been reclassified to align with current year presentation.
FY24 Financial Report
infomedia.com.au 45
2024
Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 2. Earnings per share
2024
$'000
Profit after income tax attributable to the owners of Infomedia Ltd
12,683
9,582
Cents
Cents
Basic earnings per share
3.38
2.55
Diluted earnings per share
3.37
2.54
Number
Number
Weighted average number of ordinary shares used in calculating basic earnings per share:
Weighted average number of ordinary shares issued
375,787,000
375,783,622
Weighted average number of treasury shares held in trust
(776,483)
(367,252)
375,010,517
375,416,370
Number
Number
Weighted average number of ordinary shares used in calculating diluted earnings per share:
Weighted average number of ordinary shares used in calculating basic earnings per share
375,010,517
375,416,370
Adjustments for calculation of diluted earnings per share:
Equity based incentives (a)
1,444,382
1,906,094
376,454,899
377,322,464
The weighted average number of ordinary shares or dilutive potential ordinary shares is calculated by taking into account the
period from the issue date of the shares to the reporting date unless otherwise stated as below.
(a)
Infomedia operates equity based incentive plans which are conditional upon continuous employment at Infomedia.
Additional details about the equity based incentives are set out in note 19.
(b)
Additional details about long-term incentives issued to Executive KMP are set out in the Company's remuneration report.
Adjusted earnings per share*
2024
$'000
Profit after income tax attributable to the owners of Infomedia Ltd
12,683
9,582
Add: Acquisition expenses (tax effected)
8,174
7,001
Net Profit After Tax Adjusted (NPATA)
20,857
16,583
Number
Number
Weighted average number of ordinary shares used in calculating basic adjusted earnings per
share
375,010,517
375,416,370
Weighted average number of ordinary shares used in calculating diluted adjusted earnings
per share
376,454,899
377,322,464
2023
$'000
2023
$'000
FY24 Financial Report
46 infomedia.com.au
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Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 2. Earnings per share (continued)
2024
2023
Cents
Cents
Basic adjusted earnings per share
5.56
4.42
Diluted adjusted earnings per share
5.54
4.39
*
The Directors believe the presentation of “adjusted earnings per share” provides a useful measure to assess the
performance of the Group by excluding impacts of acquisition purchase price accounting to arrive at an adjusted profit
measure (NPATA, refer note 1 further details) which reflects the underlying financial performance of the Group. The
adjustments disclosed are tax effected and align with note 1 Operating Segment.
Accounting policy for earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Infomedia by the weighted average
number of ordinary shares outstanding during the financial year, adjusted for any bonus elements in ordinary shares issued
during the financial year and excluding treasury shares.
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the
after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted
average number of shares assumed to have been issued at no consideration received in relation to dilutive potential ordinary
shares.
Note 3. Equity - dividends
Dividends paid during the financial year were as follows:
2024
$'000
Final dividend for the year ended 30 June 2023 of 1.80 cents 100% franked (2022: 3.00 cents
14% franked) per ordinary share
6,764
11,274
Interim dividend for the year ended 30 June 2024 of 2.20 cents 100% franked (2023: 2.20
cents 36% franked) per ordinary share
8,267
8,268
15,031
19,542
2024
$'000
Franking credits available for subsequent financial years based on a tax rate of 30%
5,276
4,894
The franking credit balance includes:
●
franking credits that will arise from the payment of the amount of the provision for income tax at the reporting date;
●
any franking debits that will arise from the payment of dividends recognised as a liability at the reporting date; and
●
franking credits that will arise from the receipt of dividends recognised as receivables at the reporting date.
Accounting policy for dividends
Dividends are recognised when declared during the financial year.
On 26 August 204, the directors declared a final dividend of 2.0 cents per share to be paid on 15 September 2024, franked
to 100%. As this occurred after the reporting date, the dividends declared have not been recognised in these financial
statements and will be recognised in future financial statements. The total estimated dividend to be paid is $7.476 million
Franking credits
2023
$'000
2023
$'000
FY24 Financial Report
infomedia.com.au 47
2024
Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 4. Revenue and expenses
2024
$'000
Revenue disaggregated by nature
Subscription and related revenue
139,258
128,074
Other ancillary service revenue
1,574
1,831
140,832
129,905
Disaggregation of subscription revenue
Microcat
59,106
56,206
Superservice
30,513
26,941
InfoDrive
30,638
26,967
SimplePart
19,001
17,960
139,258
128,074
2024
$'000
Employee benefits expenses
Sales, marketing and support
(23,009)
(21,819)
Product development and management
(31,492)
(30,943)
Data management
(3,860)
(3,810)
Administration
(12,745)
(12,047)
Underlying employee benefits expenses
(71,106)
(68,619)
Share-based payment expenses
(469)
(1,116)
Earnout - Nidasu
-
93
Earnout - SimplePart
(6,122)
(2,709)
Capitalised development costs
19,446
20,103
Business restructuring costs
(2,473)
(469)
Total employee benefits expenses
(60,724)
(52,717)
Net finance income
Finance income
4,232
1,335
Interest expense and lease liabilities finance charges
(2,257)
(319)
1,975
1,016
Accounting policies
Revenue recognition
The Group derives the majority of its revenue from recurring ‘software as a service’ subscriptions, where customers are
licensed to access and use software and associated support services.
The Group generates the following revenue streams:
Subscription and related revenue:
●
subscriptions to the Group’s software products including development services to tailor off-the-shelf software solutions
for specific use or functionality requirements or integration with customers’ systems; and
●
agency services for advertising support provided to customers.
2023
$'000
2023
$'000
FY24 Financial Report
48 infomedia.com.au
2024
Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 4. Revenue and expenses (continued)
Other ancillary service revenue:
●
ancillary services in the form of software installation and training.
Each of the above services delivered to customers are considered separate performance obligations even though, in practice,
they may be governed by a single legal contract with the customer.
Revenue recognition for each of the above revenue streams are as follows:
Subscription and related revenue:
●
Subscription revenue:
˃ Customers are typically invoiced monthly, quarterly or yearly based on the terms in the contract with customers, and
consideration is payable when invoiced. The consideration received for quarterly or yearly invoices is recognised as
contract liabilities.
˃ Revenue is then recognised ratably over the life of the subscription agreement beginning when the customer first has
access to the software.
˃ Revenue is calculated based on the number of subscriptions used and fee per subscription, or as a negotiated
package for large customers.
●
Software development services:
˃ The software development services are typically invoiced as defined in the contract with the customers. Revenue is
recognised over time as services are delivered.
˃ Revenue is calculated based on time and/or external supplier costs.
●
Agency services:
˃ Revenue is generated when Infomedia acts as an agent and arranges search engine marketing provided by suppliers
to customers, and in return obtains a fee based on a set percentage.
˃ The revenue is variable and is not subject to material constraints hence it is recognised at the time the expense is
incurred with the supplier as this is when the service is provided to the customer and the performance obligation is
satisfied.
Other ancillary service revenue:
●
Ancillary services:
˃ The ancillary services are software installation and training and are invoiced as defined in the contract with the
customers.
˃ Revenue is recognised either at a point in time or over time depending on how the terms of the service arrangements
are satisfied.
Finance costs
Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance costs are expensed in the
period in which they are incurred.
FY24 Financial Report
infomedia.com.au 49
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Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 5. Income tax
2024
$'000
Income tax expense
Current tax
8,228
6,122
Deferred tax - current year
(3,947)
(3,392)
Prior year unders - current and deferred tax
9
625
Aggregate income tax expense
4,290
3,355
Deferred tax included in income tax expense comprises:
Increase in deferred tax assets
(2,219)
(2,271)
Decrease in deferred tax liabilities
(1,728)
(1,121)
Deferred tax - current year
(3,947)
(3,392)
Numerical reconciliation of income tax expense and tax at the statutory rate
Profit before income tax expense
16,973
12,937
Tax at the statutory tax rate of 30%
5,092
3,881
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Research and development deduction
(1,435)
(1,923)
Effects of foreign tax rates difference
692
594
Non-deductible expenses
(68)
178
4,281
2,730
Prior year unders - current and deferred tax
9
625
Income tax expense
4,290
3,355
Amounts (credited)/charged directly to equity
Deferred tax assets
-
18
Income tax expense
(318)
-
(318)
18
2023
$'000
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50 infomedia.com.au
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Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 5. Income tax (continued)
2024
$'000
Deferred tax asset
Deferred tax asset comprises temporary differences attributable to:
Provisions
3,338
3,360
Share-based payments
132
145
Foreign currency exchange differences
338
680
Property, plant and equipment
23
1
Accruals and earnout
5,797
3,818
Intangible assets
1,883
1,252
Offset against deferred tax liabilities
(4,497)
(4,461)
Deferred tax asset
7,014
4,795
Movements:
Opening balance
4,795
2,524
Credited to profit or loss
2,219
2,271
Charged to equity
-
(18)
Exchange differences
36
78
Reversal of offset against deferred tax liabilities
4,461
4,401
Offset against deferred tax liabilities
(4,497)
(4,461)
Closing balance
7,014
4,795
2024
$'000
Deferred tax liability
Deferred tax liability comprises temporary differences attributable to:
Capitalised development costs
12,609
14,082
Property, plant and equipment
233
184
Prepayments
166
142
Exchange differences
293
176
Intangible assets
162
208
Share-based payments trust contributions
42
43
Other
47
410
Offset against deferred tax assets
(4,497)
(4,461)
Deferred tax liability
9,055
10,784
Movements:
Opening balance
10,784
11,905
Credited to profit or loss
(1,728)
(1,121)
Exchange differences
35
60
Reversal of offset against deferred tax assets
4,461
4,401
Offset against deferred tax assets
(4,497)
(4,461)
Closing balance
9,055
10,784
2023
$'000
2023
$'000
FY24 Financial Report
infomedia.com.au 51
2024
Annual Report
2024
$'000
2,342
1,792
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 5. Income tax (continued)
Provision for income tax
Provision for income tax
Income tax receivable
Income tax receivable
Critical accounting judgements, estimates and assumptions
The Group is subject to income taxes in the jurisdictions in which it operates. Significant judgement is required in determining
the provision for income tax. There are many transactions and calculations undertaken during the ordinary course of business
for which the ultimate tax determination is uncertain, for example, research and development claims. The Group recognises
liabilities for anticipated tax based on the Group's current understanding of the relevant tax regulations. Where the final tax
outcome of these matters is different from the carrying amounts, such differences will impact the current and deferred tax
provisions in the period in which such determination is made.
The Company has made claims under the research and development tax incentive provided by the Australian Government
(R&D incentive). The R&D incentive is claimed by way of self-assessment by the Company.
Accounting policy for income tax
The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable
income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary
differences, unused tax losses and the adjustment recognised for prior periods, where applicable. Deferred tax assets and
liabilities are recognised for temporary differences at the tax rates expected to be applied when the assets are recovered or
liabilities are settled, based on those tax rates that are enacted or substantively enacted.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future
taxable amounts will be available to utilise those temporary differences and losses. The carrying amount of recognised and
unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax assets recognised are reduced to the
extent that it is no longer probable that future taxable profits will be available for the carrying amount to be recovered.
Previously unrecognised deferred tax assets are recognised to the extent that it is probable that there are future taxable profits
available to recover the asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against
current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on
either the same taxable entity or different taxable entities which intend to settle simultaneously.
951
443
2023
$'000
FY24 Financial Report
52 infomedia.com.au
2024
Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 6. Non-current assets - intangibles
2024
$'000
Goodwill
20,971
20,965
Capitalised development costs
191,987
172,550
Less: Accumulated amortisation and impairment
(147,078)
(124,077)
44,909
48,473
Software systems
22,711
22,676
Less: Accumulated amortisation
(19,176)
(15,316)
3,535
7,360
Customer relationships
5,549
5,568
Less: Accumulated amortisation
(3,709)
(3,241)
1,840
2,327
Brand names
160
160
71,415
79,285
Reconciliation
Reconciliation of the written down values at the beginning and end of the current and previous financial year is set out below:
Capitalised
development
Software
Customer
Brand
Goodwill
costs
systems relationships
names
Total
Consolidated
$'000
$'000
$'000
$'000
$'000
$'000
Balance at 1 July 2022
20,700
51,198
11,350
2,741
779
86,768
Additions
-
20,103
-
-
-
20,103
Amortisation expense
-
(22,891)
(4,370)
(484)
(148)
(27,893)
Impairment expense
-
(8)
-
-
(476)
(484)
Exchange differences
265
71
380
70
5
791
Balance at 30 June 2023
20,965
48,473
7,360
2,327
160
79,285
Additions
-
19,446
-
-
-
19,446
Amortisation expense
-
(23,009)
(3,888)
(491)
-
(27,388)
Exchange differences
6
(1)
63
4
-
72
Balance at 30 June 2024
20,971
44,909
3,535
1,840
160
71,415
Impairment testing
The Group performs impairment testing for:
●
Goodwill and indefinite life intangible assets on an annual basis regardless of whether there are any indicators of
impairment; and
●
Other intangibles where there are indicators of impairment.
The Group considers the relationship between its market capitalisation and its book value, among other factors, when
reviewing for indicators of impairment.
2023
$'000
FY24 Financial Report
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Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 6. Non-current assets - intangibles (continued)
Goodwill and indefinite life intangible assets
Goodwill and indefinite life intangible assets acquired through business combinations have been allocated to a cash-
generating unit (CGU) for annual impairment testing as follows:
APAC
Americas
EMEA
Total
2024
$'000
$'000
$'000
$'000
Goodwill
4,517
10,617
5,837
20,971
Indefinite life intangibles
-
160
-
160
APAC
Americas
EMEA
Total
2023
$'000
$'000
$'000
$'000
Goodwill
4,517
10,611
5,837
20,965
Indefinite life intangibles
-
160
-
160
Impairment assessment
To conduct impairment testing, the Group compares the carrying value with the recoverable amount of each CGU. The
recoverable amount is the higher of value in use or fair value less costs of disposal. An income approach (discounted cash
flow methodology) is used to determine the recoverable amount of each CGU.
The key assumptions1 used in the impairment assessment were as follows:
●
APAC: revenue growth rates applied up to 9%; terminal growth rate of 2.5% and post-tax weighted average cost of
capital of 10.5%.
Americas: revenue growth rates applied up to 10%; terminal growth rate of 2.5% and post-tax weighted average cost of
capital of 10.5%.
●
EMEA: revenue growth rates applied up to 9%; terminal growth rate of 2.5% and post-tax weighted average cost of
capital of 10.5%.
The Group calculates the recoverable amount of each CGU through the preparation of a fair value less cost of disposal
impairment valuation model. At the end of the current and prior year, the recoverable amount exceeded the carrying value for
each CGU and no impairment has been recognised.
No reasonable change in key assumptions would result in the recoverable amount being less than the carrying amount for
any CGU.
1 Key assumptions are those to which the recoverable amount is most sensitive. The approach taken in determining the
values assigned to each key assumption was to consider past experience, external sources of information and external
advice where relevant.
Critical accounting judgements, estimates and assumptions – research and development
Research and development expenses incurred relate to works provided by third parties and internal salaries and on-costs of
employees. Research costs are expensed in the period in which they are incurred. Development costs are capitalised when
it is probable that the project will be a success considering its commercial and technical feasibility, and the costs can be
measured reliably.
The key judgements relate to:
●
determining the portion of the internal salary and on-costs that are directly attributable to development of the Group’s
product suite and software; and
●
identifying and assessing the technical feasibility of completing the intangible asset and generating future economic
benefits.
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54 infomedia.com.au
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Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 6. Non-current assets - intangibles (continued)
An impairment loss is recognised if the carrying amount of the development asset exceeds its recoverable amount.
The Group determines the estimated useful lives for the capitalised development costs. The useful lives could change
significantly as a result of technical innovations or some other event. The amortisation charge will increase where the useful
lives are less than previously estimated lives, or technically obsolete or items no longer in use will be written off or written
down.
Accounting policy for intangible assets
Goodwill
Goodwill arises on the acquisition of a business. Goodwill is not amortised. Instead, goodwill is tested annually for impairment,
or more frequently if events or changes in circumstances indicate that it might be impaired and is carried at cost less
accumulated impairment losses. Impairment losses on goodwill are taken to profit or loss and are not subsequently reversed
if the related asset subsequently increases in value.
Capitalised development costs
Research costs are expensed in the period in which they are incurred. Capitalised development costs represent the up-front
costs of developing new products or enhancing existing products to meet customer needs. Development costs are capitalised
when it is probable that the project will be a success considering its commercial and technical feasibility; the Group is able to
use or sell the asset; the Group has sufficient resources and intent to complete the development; and its costs can be
measured reliably.
Capitalised development costs are amortised on a straight-line basis over the period of their expected benefit, being their
estimated finite useful life of four to five years.
Software systems
Software systems acquired in a business combination are amortised on a straight-line basis over the period of their expected
benefit, being their estimated finite useful life of four to five years.
Customer relationships
Customer relationships acquired in a business combination are amortised on a straight-line basis over the period of their
expected benefit, being their estimated finite useful life of three to nine years.
Brand names
Brand names acquired in a business combination are capitalised as an asset. The brand is recognised as having an infinite
useful life when there is no foreseeable limit to the period over which the brand is expected to generate cash flows. Brand
names are carried at cost less accumulated impairment.
Accounting policy for impairment of non-financial assets
Goodwill and other intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually
for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other non-
financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount
may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its
recoverable amount.
Recoverable amount is the higher of (a) an asset's fair value less costs of disposal; and (b) value-in-use. Assets that do not
have independent cash flows are grouped together to form a CGU.
FY24 Financial Report
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Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 7. Current assets - trade and other receivables
2024
$'000
Trade receivables
18,760
15,919
Less: Allowance for expected credit losses
(656)
(477)
18,104
15,442
Other receivables
680
753
18,784
16,195
Allowance for expected credit losses
Carrying amount
Allowance for expected
credit losses
2024
2023
2024
2023
Aging profile
$'000
$'000
$'000
$'000
Current
12,012
10,899
149
80
0 to 30 days
3,487
2,576
49
46
30 to 60 days
1,300
1,078
34
37
Over 60 days
1,961
1,366
424
314
18,760
15,919
656
477
2024
$'000
Movements in the allowance for expected credit losses
Opening balance
477
394
Additional provisions recognised
418
149
Amounts written off as uncollectable
(239)
(66)
Closing balance
656
477
Accounting policy for trade and other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective
interest method, which is inclusive of any allowance for expected credit losses. Trade receivables are generally due for
settlement within 30 to 60 days.
The Group adopts a lifetime expected loss approach to estimate credit losses. To measure the expected credit losses, trade
receivables have been grouped based on days outstanding.
Critical accounting judgements, estimates and assumptions
The allowance for expected credit losses requires a degree of estimation and judgement. The allowance for expected credit
losses is calculated by applying expected credit loss rates to each aged receivables category incorporating manual
adjustments where necessary. The expected credit loss rates are determined with reference to recent sales experience,
historical collection rates and forward looking information available at the time of preparation. Actual credit losses in future
years may be higher or lower than the provided allowance.
2023
$'000
2023
$'000
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56 infomedia.com.au
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Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 8. Other assets
2024
$'000
Current
Prepayments and deferred expenses
2,490
2,326
Non-current
Net earnout in escrow
-
2,765
Prepayments and deferred expenses
316
347
316
3,112
Prepayments represent payments made for goods or services yet to be delivered.
Deferred expenses represent costs that have been invoiced but are expected to be incurred in future periods.
Net earnout in escrow represents an amount held in trust for the purchase of SimplePart LLC expected to be released in future
periods. The current portion of the earnout is netted off against the current portion of the SimplePart earnout accrual (note
13).
Note 9. Contract assets
2024
$'000
Current
647
675
Non-current
123
572
770
1,247
Reconciliation
A reconciliation of the contract asset values at the beginning and end of the current and
previous financial year is set out below:
Opening balance
1,247
1,410
Accrued revenue recognised
2,057
971
Subsequently invoiced and transferred to trade receivables
(2,517)
(1,247)
Exchange differences
(17)
113
Closing balance
770
1,247
Accounting policy for contract assets
Contract assets are recognised over the period in which performance obligations are completed and represent the Group's
right to consideration for the services provided to date but not yet invoiced.
2023
$'000
2023
$'000
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infomedia.com.au 57
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Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 10. Leases
10(a). Right-of-use assets
2024
$'000
Right-of-use assets
12,948
14,734
Less: Accumulated depreciation
(5,086)
(2,787)
7,862
11,947
The Group leases buildings for its offices under agreements of between 1 to 7 years with, in some cases, options to extend.
The leases have various escalation clauses. On renewal, the terms of the leases are renegotiated.
Reconciliation
A reconciliation of the written down values at the beginning and end of the current and previous financial year are set out
below:
2024
$'000
Opening balance
11,947
6,382
Additions
-
7,917
Lease modifications
(1,609)
-
Increase in leasehold improvements
-
161
Depreciation
(2,487)
(2,660)
Exchange differences
11
147
Closing balance
7,862
11,947
Accounting policy for right-of-use assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which
comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the
commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the
cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and
restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life
of the asset, whichever is the shorter. Where the Group expects to obtain ownership of the leased asset at the end of the
lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for any
remeasurement of lease liabilities.
The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms
of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as
incurred.
2023
$'000
2023
$'000
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58 infomedia.com.au
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Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 10. Leases (continued)
10(b). Lease liabilities
2024
$'000
Current
2,428
2,467
Non-current
5,946
9,731
8,374
12,198
Reconciliation
A reconciliation of lease liabilities at the beginning and end of the current and previous financial year is set out below:
2024
$'000
Opening balance
12,198
6,254
Additions
-
7,917
Lease modifications
(1,762)
-
Lease payments (AASB 16 rent adjustment)
(2,633)
(2,402)
Interest charges
407
268
Exchange differences
164
161
Closing balance
8,374
12,198
Future lease payments relating to lease liabilities are disclosed in note 15.
Critical accounting judgements, estimates and assumptions - Lease term
The lease term is a significant component in the measurement of both the right-of-use asset and lease liability. Judgement is
exercised in determining whether there is reasonable certainty that an option to extend the lease or purchase the underlying
asset will be exercised, or an option to terminate the lease will not be exercised, when ascertaining the periods to be included
in the lease term. In determining the lease term, all facts and circumstances that create an economical incentive to exercise
an extension option, or not to exercise a termination option, are considered at the lease commencement date. Factors
considered may include the importance of the asset to the Group's operations; comparison of terms and conditions to
prevailing market rates; incurrence of significant penalties; existence of significant leasehold improvements; and the costs and
disruption to replace the asset. The Group reassesses whether it is reasonably certain to exercise an extension option, or not
exercise a termination option, if there is a significant event or significant change in circumstances.
Critical accounting judgements, estimates and assumptions - Incremental borrowing rate
Where the interest rate implicit in a lease cannot be readily determined, an incremental borrowing rate is estimated to discount
future lease payments to measure the present value of the lease liability at the lease commencement date. Such a rate is
based on what the Group estimates it would have to pay a third party to borrow the funds necessary to obtain an asset of a
similar value to the right-of-use asset, with similar terms, security and economic environment.
Accounting policy for lease liabilities
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present
value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or,
if that rate cannot be readily determined, the Group's incremental borrowing rate. Lease payments comprise of fixed payments
less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid
under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to
occur, and any anticipated termination penalties.
2023
$'000
2023
$'000
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FY24 Financial Report
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Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 10. Leases (continued)
The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred.
Variable lease payments include rent concessions in the form of rent forgiveness.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if
there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee;
lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is
made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written
down.
Note 11. Provisions
2024
$'000
Lease make good
Current
27
28
Non-current
1,383
1,344
1,410
1,372
The provision represents the present value of the estimated costs to make good the premises leased by the Group at the end
of the respective lease terms.
Reconciliation
A reconciliation of the lease make good provision at the beginning and end of the current and previous financial year is set
out below:
2024
$'000
Opening balance
1,372
1,520
Additions
-
161
Payments
-
(229)
Releases
-
(155)
Interest charges
39
43
Exchange differences
(1)
32
Closing balance
1,410
1,372
Accounting policy for provisions
Provisions are recorded for estimated make-good expenses for the Group’s leased properties. The provision is an estimate
of costs for property remediation that is expected to be required in the future.
Note 12. Contract liabilities
2024
$'000
Current
5,172
5,587
Non-current
7
37
5,179
5,624
2023
$'000
2023
$'000
2023
$'000
FY24 Financial Report
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60 infomedia.com.au
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Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 12. Contract liabilities (continued)
Reconciliation
A reconciliation of the contract liabilities values at the beginning and end of the current and previous financial year is set out
below:
2024
$'000
Opening balance
5,624
2,651
Billings in advance
11,002
13,090
Transfer to revenue - included in the opening balance
(5,587)
(2,651)
Transfer to revenue - performance obligations satisfied in the current financial period
(5,813)
(7,521)
Exchange differences
(47)
55
Closing balance
5,179
5,624
Accounting policy for contract liabilities
Contract liabilities represent the Group's obligation to transfer services to a customer and are recognised when a
customer
pays consideration, or when the Group recognises a receivable to reflect its unconditional right to consideration (whichever is
earlier) before the Group has transferred the services to the customer.
Note 13. Employee benefits
2024
$'000
Current
Employee benefits payable
4,588
4,144
SimplePart earnout accrual
3,291
-
Annual leave and long service leave provision
4,020
3,913
Cash settled long-term incentive
41
28
11,940
8,085
Non-current
Long service leave provision
544
447
Cash settled long-term incentive
77
26
621
473
Accounting policy for employee benefits
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be
settled
wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities are settled.
Other long-term employee benefits
The liability for long service leave not expected to be settled within 12 months of the reporting date is measured at the present
value of expected future payments to be made in respect of services provided by employees up to the reporting date.
2023
$'000
2023
$'000
FY24 Financial Report
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Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 13. Employee benefits (continued)
Consideration is given to expected future wage and salary levels, experience of employee departures and periods of service.
Expected future payments are discounted using market yields at the reporting date on high quality corporate bonds with terms
to maturity and currency that match, as closely as possible, the estimated future cash outflows.
Earnout accrual
Arrangements for contingent payments to selling shareholders in a business combination are recognised as remuneration for
post-combination services where the employment of the selling shareholder is a condition precedent for the earn-out to be
earned. A liability is raised on a monthly basis for the expected contingent payments that will occur at the end of an earnout
period. They are accrued equally over the term, if the payments are forfeited on termination of employment of the selling
shareholders, the liability is released to the profit and loss.
Liabilities for remuneration benefits expected to be settled wholly within 12 months of the reporting date are measured at the
amounts expected to be paid when the liabilities are settled. Liabilities for remuneration benefits not expected to be settled
within 12 months of the reporting date are measured at the present value of expected future payments to be made in respect
of services provided by employees up to the reporting date.
Note 14. Equity - issued share capital
2024
2023
2024
Shares
Shares
$'000
Ordinary shares - fully paid
375,787,000
375,787,000
105,196
105,196
Treasury shares held in trust - fully paid
(1,161,638)
(839,040)
(1,907)
(1,208)
374,625,362
374,947,960
103,289
103,988
Movements in ordinary share capital
Details
Date
Shares
Issue price
$'000
Balance
1 July 2022
375,762,341
105,196
Issue of shares - performance rights
19 August 2022
24,659
$0.00
-
Balance
30 June 2023
375,787,000
105,196
Balance
30 June 2024
375,787,000
105,196
Movements in treasury shares held in trust
Details
Shares
Price
$'000
Balance 1 July 2022
200,000
249
Purchase of treasury shares during the year
1,109,197
$1.39
1,536
Issue/distribution of treasury shares during the year
(470,157)
$1.23
(577)
Balance 30 June 2023
839,040
1,208
Purchase of treasury shares during the year
885,613
$1.69
1,500
Issue/distribution of treasury shares during the year
(563,015)
$1.42
(801)
Balance 30 June 2024
1,161,638
1,907
2023
$'000
FY24 Financial Report
62 infomedia.com.au
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Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 14. Equity - issued share capital (continued)
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in proportion
to the number of shares held, taking into account amounts paid on those shares. The fully paid ordinary shares have no par
value and the Company does not have a limited amount of authorised capital. Each member represented at a general meeting,
whether in person or by proxy, shall have one vote on a show of hands. Each share carries one vote upon a poll.
Treasury shares held in trust
Treasury shares are ordinary shares of the Company purchased on market by the trustee of the Infomedia Employee Share
Scheme Trust. The treasury shares are held on trust for the purpose of meeting future obligations in connection with the
Company's long term employee incentive scheme. Trust shares are allocated or transferred to recipients upon vesting and
exercise of long-term incentives. Further details about the Company's long term incentives are set out in note 19 to these
financial statements.
Capital risk management
The Group’s objectives when managing capital are to safeguard its ability to continue as a going concern, so that it can
continue its listing on the Australian Securities Exchange, provide returns for shareholders and benefits for other stakeholders.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return
capital to shareholders, issue new shares and take on borrowings.
The capital risk management policy remains unchanged from the 2023 Annual Report.
Accounting policy for issued capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax,
from the proceeds.
Note 15. Financial instruments
Financial risk management objectives
The Group’s activities expose it to a variety of financial risks: market risk (including foreign currency risk and interest rate risk),
credit risk and liquidity risk.
Risk management is carried out by senior finance executives ('finance') under policies approved by the Board of Directors
('the Board'). These policies include the identification and analysis of both the risk exposure of the Group as well as the
appropriate procedures, controls and risk limits. Finance identifies, evaluates and hedges financial risks where appropriate.
Finance reports to the Board on a regular basis.
The Group uses various methods to measure different risk types, including sensitivity analysis for foreign currency risk and
aging analysis for credit risk.
Market risk
Foreign currency risk
The Group operates and trades in three major economic currency regions (Asia Pacific; Europe, Middle East and Africa; and
Americas, including North America and Latin and South Americas); and as a result, exposures to exchange rate fluctuations
arise. These exposures mainly arise from the subscriptions for the Group’s products and to a lesser extent the associated
costs relating to these products. As the Group’s product offerings are typically made on a recurring monthly subscription basis,
there is a relatively high degree of reliability in estimating a proportion of future net cash flow exposures.
FY24 Financial Report
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Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 15. Financial instruments (continued)
In addition to the transactional sale of products, the Group’s investment in both its European and United States subsidiaries,
the Group’s statement of financial position can be affected by movements in both the Euro ('EUR') and United States dollar
('USD') against the Australian dollar ('AUD'), with a corresponding impact to the foreign currency reserve in equity.
The carrying value of material foreign currency denominated cash and cash equivalents are as follows:
2024
$'000
United States Dollars (USD)
22,340
10,548
European Union Euros (EUR)
3,091
2,063
British Pounds (GBP)
516
462
25,947
13,073
The Group had cash denominated in foreign currencies of $25.947 million as at 30 June 2024 (2023: $13.073 million). Based
on this exposure, had the Australian dollar weakened or strengthened by 10% against these foreign currencies with all other
variables held constant, the impact to the Group's profit after tax for the year would have been as follows:
2024
$'000
Australian dollar weakened by 10%
1,320
541
Australian dollar strengthened by 10%
(1,320)
(541)
The percentage change is the expected overall volatility of the significant currencies, based on management's assessment of
reasonable possible fluctuations. The actual net foreign exchange gain for the year ended 30 June 2024 was $0.420 million
(2023: loss of $0.752 million).
Interest rate risk
The Group is not exposed to significant interest rate risk.
The Group had the following cash and cash equivalents and associated weighted average variable interest rates at the
reporting date:
2024
2023
Weighted
average
interest rate
Balance
Weighted
average
interest rate
Balance
Consolidated
%
$'000
%
$'000
Cash at bank
0.16%
16,849
0.17%
12,650
Cash on deposit
4.99%
53,594
3.32%
52,209
70,443
64,859
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group.
The maximum exposure to credit risk at the reporting date to recognised financial assets is the carrying amount, net of any
provisions for impairment of those assets, as disclosed in the statement of financial position and notes to the financial
statements.
Credit risk of the Group mainly arises from cash and cash equivalents and trade and other receivables.
2023
$'000
2023
$'000
FY24 Financial Report
64 infomedia.com.au
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Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 15. Financial instruments (continued)
The cash and cash equivalents are placed with major banks in those countries where the Group operates and therefore the
credit risk is minimal.
The Group’s trade receivables credit risk is spread broadly across automotive manufacturers, distributors and dealerships.
Receivable balances are continually monitored with the result that the Group's exposure to bad debts is not significant. As the
products typically have a monthly life cycle with relatively low subscription prices, the concentration of credit risk is relatively
low with the exception of automotive manufacturers.
Since the Group trades only with recognised third parties, collateral is not requested nor is it the Group’s policy to securitise
its trade and other receivables. The aging analysis as disclosed in note 7 shows that majority of the Group’s trade receivables
are within the normal credit term and the receivables impairment loss is not material.
The Group has adopted a lifetime expected loss allowance in estimating expected credit losses to trade receivables through
the use of the provisions matrix for credit loss provisioning. These provisions are considered representative across all
customers of the Group based on recent sales experience, historical collection rates and forward-looking information that is
available.
Generally, trade receivables are written off when there is no reasonable expectation of recovery. Indicators of this include the
failure of a debtor to engage in a repayment plan and a failure to make contractual payments for a period greater than 1 year
even with active debt collection activities.
Liquidity risk
Liquidity risk is the risk of not being able to meet payment obligations as and when they are due and payable. The Group’s
exposure to liquidity risk is minimal given the relative strength of the statement of financial position and cash flows from
operations. Given the nature of the Group’s operations and no borrowings, the Group does not have fixed or contractual
payments at the reporting date other than leases and earnout consideration.
The contractual maturity of the Group’s financial liabilities are as stated in the statement of financial position and are less than
60 days.
The Group’s financial instruments exposed to interest rate and liquidity risk are:
●
cash and cash equivalents, minimal exposure to interest rate risk;
●
lease liabilities are interest bearing, there is no exposure to interest rate risk on the basis that the interest rate is fixed
and the remaining contractual maturities of leases including principal and interest payments are:
2024
$'000
Not later than one year
2,428
2,468
Later than one year, but not later than 5 years
5,946
9,581
Later than 5 years
-
149
8,374
12,198
●
trade and other receivables and trade and other payables which are non-interest bearing and with credit terms generally
between 30 to 60 days:
2023
$'000
FY24 Financial Report
infomedia.com.au 65
2024
Annual Report
2024
70,443
64,859
18,784
16,195
89,227
81,054
(8,379)
(6,874)
80,848
74,180
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 15. Financial instruments (continued)
Cash and cash equivalents
Trade and other receivables
Trade and other payables
Surplus cash and receivables
Note 16. Contingencies and commitments
The Group has given guarantees in respect of the performance of contracts entered into in the ordinary course of business.
The amount of these guarantees provided by the Group, for which no amounts are recognised in the consolidated financial
statements as at 30 June 2024 was $2.970 million (2023: $3.496 million).
Note 17. Events after the reporting period
No other matter or circumstance has arisen since 30 June 2024 that has significantly affected, or may significantly affect the
Group's operations, the results of those operations, or the Group's state of affairs in future financial years.
Note 18. Interests in subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance
with the accounting policy described at the end of each relevant notes:
Ownership interest
Principal place of business /
2024
2023
Name
Country of incorporation
%
%
IFM Europe Limited
United Kingdom
100%
100%
IFM Americas Inc.
USA
100%
100%
Nidasu Pty Limited
Australia
100%
100%
SimplePart, LLC
USA
100%
100%
IFM Deutschland GmbH
Germany
100%
100%
Infomedia Ltd is the ultimate parent entity of the Group.
Transactions with related parties
During the year ended 30 June 2024, $91,925 of revenue (2023: $24,978) was earned from related parties. All transactions
were made at arms length on normal commercial terms and conditions and at market rates.
Receivable from and payable to related parties
There were no trade payables to related parties at the current or previous reporting date. As at 30 June 2024, there was $nil
(2023: $1,621) receivable from related parties and no expense was recognised in respect of impaired receivables due from
related parties.
Loans to/from related parties
There were no loans to or from related parties at the current or previous reporting date.
2023
FY24 Financial Report
66 infomedia.com.au
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Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 19. Share-based remuneration
The Group provides eligible employees (including key management personnel but excluding non-executive directors) with
long-term incentives (LTIs) in the form of share-based payments. LTIs are an integral part of the Group's remuneration policy.
The ultimate objective of share-based remuneration is to incentivise and align executives with delivery of long-term
shareholder value.
Performance based LTIs align participants to the longer-term strategies, goals and objectives of the Group, and provide
greater incentive for senior employees to have broader involvement and participation in the Group beyond their immediate
roles.
Retention based LTIs help the Group to attract and retain skilled and experienced senior employees.
Obligations under share-based payment arrangements are settled by either issuing new ordinary shares in the Company or
acquiring ordinary shares of the Company on market. Alternatively, the Board retains discretion to settle LTIs in cash in
appropriate circumstances. LTIs are governed by the terms of the Company’s Long Term Incentive Plan ('the Plan').
Trading in the Company’s shares is governed by the Company’s Securities Trading Policy. The policy restricts employees
from trading in the Company’s shares when they are in a position to be aware, or are aware, of price sensitive information.
Designated employees are restricted from trading shares outside defined trading windows without prior Board approval.
The Remuneration, People and Culture Committee recommends to the Board to approve each employee's participation in the
Plan. All LTIs are issued by the Company.
The following LTIs are currently on issue:
Note
19(a). Performance Rights (PRs)
19(b). Share Appreciation Rights (SARs)
19(c). Equity Bonus Plan Rights (EBPRs) and Restricted Stock Units (RSUs)
19(a). Performance Rights (PRs)
General terms of PRs currently on issue:
●
The Board approves the issue of PRs to eligible employees subject to the Plan rules.
●
PRs are granted for nil consideration and no strike price is payable upon exercise.
●
PR vesting conditions are not market related and are conditional on meeting the performance hurdles described below.
●
PRs automatically lapse if vesting conditions are not met.
●
Eligible employees must remain employed at any relevant vesting and/or exercise date, subject to limited exceptions
contained in the Plan rules.
●
Vested PRs may be exercised up to a specified number of years after the grant date.
●
The Plan provides for Board discretion to adjust the performance measures for non-trading items as well as other items
affecting underlying earnings.
●
The Board determines the number of PRs to vest based on the outcome of the performance hurdles.
●
No dividend or voting rights are attached to PRs until they are exercised and converted into fully paid ordinary shares.
●
Upon exercise, each PR converts into one fully paid ordinary share of the Company.
●
The fair value of the PRs at grant date is estimated by an external party with reference to the share price in accordance
with the applicable accounting standard AASB 2 Share-Based Payments ('AASB 2').
FY24 Financial Report
infomedia.com.au 67
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Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 19. Share-based remuneration (continued)
PRs outstanding at 30 June 2024:
Financial year in which PRs were issued
2024
2023
2022
Grant date
13-Dec-23 21-Mar-23
21-Dec-21
Performance period from
01-Jul-23
01-Jul-22
01-Jul-21
Performance period to
30-Jun-26 30-Jun-25
30-Jun-24
Testing event: release of audited accounts
FY26
FY25
FY24
Expiry date after grant date
7 years
4 years
4 years
Performance measure:
Compound Annual Growth Rate (CAGR) on prior year
adjusted earnings per share (cents per share)
4.03
4.40
4.90
Vesting scale for CAGR:
Threshold CAGR:
5%
10%
10%
Maximum CAGR:
10%
15%
15%
Vesting scale is 0% vesting below threshold CAGR. Once threshold is met, 25% vest, between threshold and maximum
CAGR, vesting is straight-line pro-rated between 25% and 100%. Upon achievement of maximum CAGR, vesting is 100%.
Fair value at grant date valuation assumptions:
Share price
$1.47
$1.43
$1.45
Term
2.7 years
2.4 years
2.7 years
Risk-free interest rate
3.92%
2.83%
0.87%
Dividend yield
3.40%
3.70%
3.40%
Movement in number of issued PRs:
2024
Grant date
Performance
period
Expiry date
Fair value
at grant
date
Balance at
the start of
the year
Granted
Vested and
exercised
Lapsed or
forfeited
Balance at
the end of
the year
15-May-24
30-Jun-26
15-May-29
$1.47
-
16,935
-
-
16,935
13-Dec-23
30-Jun-26
31-Aug-31
$1.34
-
568,193
-
(165,097)
403,096
21-Mar-23
30-Jun-25
20-Mar-27
$1.31
930,107
-
-
(349,910)
580,197
21-Dec-21
30-Jun-24
20-Dec-25
$1.33
371,119
-
-
(371,119)
-
29-Mar-21
30-Jun-23
28-Mar-27
$1.51
132,964
-
-
(132,964)
-
1,434,190
585,128
-
(1,019,090)
1,000,228
2023
Grant date
Performance
period
Expiry date
Fair value
at grant
date
Balance at
the start of
the year
Granted
Vested and
exercised
Lapsed or
forfeited
Balance at
the end of
the year
21-Mar-23
30-Jun-25
20-Mar-27
$1.31
-
974,910
-
(44,803)
930,107
21-Dec-21
30-Jun-24
20-Dec-25
$1.33
540,061
-
-
(168,942)
371,119
29-Mar-21
30-Jun-23
28-Mar-27
$1.51
192,634
-
-
(59,670)
132,964
15-Nov-19
30-Jun-22
14-Nov-25
$2.09
54,993
-
-
(54,993)
-
787,688
974,910
-
(328,408)
1,434,190
2024
$1.59
2.3 years
3.97%
3.40%
5%
10%
4.03
FY26
7 years
15-May-24
01-Jul-23
30-Jun-26
FY24 Financial Report
68 infomedia.com.au
2024
Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 19. Share-based remuneration (continued)
19(b). Share Appreciation Rights (SARs)
General terms of SARs currently issued:
●
The Board approves the issue of SARs to eligible employees subject to the Plan rules.
●
SARs are granted for nil consideration and no strike price is payable upon exercise.
●
SARs are tested over a three-year performance period and vest proportionally based on the relevant vesting and
performance criteria for each grant.
●
SARs automatically lapse if vesting conditions are not met.
●
Eligible employees must remain employed at any relevant vesting date, subject to limited exceptions contained in the
Plan rules.
●
Vested SARs may be exercised up to a specified number of years after the grant date.
●
The Plan provides for Board discretion to adjust the performance measures for non-trading items as well as other items
affecting revenue and underlying earnings.
●
No dividend or voting rights are attached to SARs until they are exercised and converted into fully paid ordinary shares.
●
Upon exercise SAR holders receive fully paid ordinary shares in the Company equivalent to the growth in share price
over the ‘Reference Price’ calculated for each particular grant, multiplied by the number of vested SARs. The share
price must exceed the Reference Price at the time of exercise.
●
The fair value of the SARs at grant date is estimated by an external party with reference to the share price in accordance
with AASB 2.
SARs outstanding at 30 June 2024:
Financial year in which SARs were issued
2024
2023
2022
Grant date
- 21-Mar-23 21-Dec-21
Performance period from
-
01-Jul-22
01-Jul-21
Performance period to
- 30-Jun-25 30-Jun-24
Testing event: release of audited accounts
-
FY25
FY24
Expiry date after grant date
-
4 years
4 years
Performance measure:
Compound Annual Growth Rate (CAGR) Revenue ($'000)
-
120,140
97,446
Vesting scale for CAGR:
Threshold CAGR
-
10%
10%
Maximum CAGR
-
20%
20%
Vesting scale is 0% vesting below threshold CAGR. Once threshold is met, 25% vest, between threshold and maximum
CAGR, vesting is straight-line pro-rated between 25% and 100%. Upon achievement of maximum CAGR, vesting is 100%. If
CAGR is greater than 20%, then outperformance award comprises of additional shares granted at vesting equivalent to 50%
of the shares awarded on exercise of the SARs.
Calculation methodology:
Participating employees benefit from potential growth in the Company's share price between the grant and exercise dates.
Upon exercise the SARs convert to a number of shares determined by the following calculation:
(SAR End Price - Reference Price) X Number of SARs
SAR End Price
= Number of Shares Vested + Outperformance Award (where applicable)
FY24 Financial Report
infomedia.com.au 69
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Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 19. Share-based remuneration (continued)
Financial year in which SARs were issued
2024
2023
2022
Where:
SAR End Price: number of days Volume Weighted Average Price
(VWAP) of the Company's shares up to exercise date
-
5 days
5 days
Reference Price: number of days VWAP calculation on the
Company's share price
- 20 days (a) 20 days (b)
(a) following the 2022 Annual General Meeting
(b) up to and including 30 June 2021
Reference Price
-
$1.1160
$1.4650
Fair value at grant date valuation assumptions:
Reference price
-
$1.1160
$1.4650
Share price
-
$1.43
$1.45
Term
-
3.2 years
3.4 years
Risk-free interest rate
-
2.82%
1.05%
Dividend yield
-
3.70%
3.40%
Volatility
-
38.00%
38.00%
Calculation methodology:
Number of SARs is determined by the following formula:
SAR Award Opportunity ($)
SARs Estimated Value ($)
Where:
SARs estimated value at the grant date is based on the Cox-Ross-Rubinstein binomial lattice valuation model taking into
account the terms and conditions under which the SARs were granted.
Movement in number of issued SARs:
2024
Grant date
Performance
period
Expiry date
Fair value
at grant
date
Balance at
the start of
the year
Granted
Vested and
exercised
Lapsed or
forfeited
Balance at
the end of
the year
21-Mar-23
30-Jun-25
20-Mar-27
$0.46
1,081,967
-
-
-
1,081,967
21-Dec-21
30-Jun-24
20-Dec-25
$0.32
1,449,843
-
-
(809,843)
640,000
29-Mar-21
30-Jun-23
28-Mar-27
$0.40
678,511
-
-
(678,511)
-
3,210,321
-
- (1,488,354)
1,721,967
2023
Grant date
Performance
period
Expiry date
Fair value at
grant date
Balance at
the start of
the year
Granted
Vested and
exercised
Lapsed or
forfeited
Balance at
the end of
the year
21-Mar-23
30-Jun-25
20-Mar-27
$0.46
-
1,081,967
-
-
1,081,967
21-Dec-21
30-Jun-24
20-Dec-25
$0.32
2,109,843
-
-
(660,000)
1,449,843
29-Mar-21
30-Jun-23
28-Mar-27
$0.40
1,313,122
-
-
(634,611)
678,511
15-Nov-19
30-Jun-22
14-Nov-25
$0.65
1,135,575
-
- (1,135,575)
-
4,558,540
1,081,967
-
(2,430,186)
3,210,321
FY24 Financial Report
70 infomedia.com.au
2024
Annual Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 19. Share-based remuneration (continued)
19(c). Equity Bonus Plan Rights (EBPRs) and Restricted Stock Units (RSUs)
General terms of EBPRs and RSUs currently on issue:
●
The Board approves the issue of EBPRs and RSUs to eligible employees subject to the Company's Equity Bonus Plan
Rules.
●
EBPRs and RSUs are granted and exercised for nil consideration.
●
Eligible employees must remain employed by the Company at any exercise date. No other performance hurdles apply.
●
EBPRs and RSUs vest in terms of each offer at specified dates.
●
Unexercised EBPRs and RSUs automatically lapse and are forfeited after the specified expiry dates.
●
Upon vesting and exercise each EBPR or RSU converts into one fully paid ordinary share per EBPR or RSU.
●
The fair value of the EBPRs and RSUs at grant date is valued by the Company with reference to the share price in
accordance with AASB 2.
Movement in number of issued EBPRs:
2024
Grant date
Vesting date Expiry date
Fair value
at grant
date
Balance at
the start of
the year
Granted
Vested and
exercised
Lapsed or
forfeited
Balance at
the end of
the year
14-Oct-21
01-Jul-23
31-Dec-23
$1.56
34,130
-
-
(34,130)
-
20-Dec-21
01-Dec-23
31-Dec-23
$1.37
383,923
-
(364,470)
(19,453)
-
418,053
-
(364,470)
(53,583)
-
2023
Grant date
Vesting date Expiry date
Fair value at
grant date
Balance at
the start of
the year
Granted
Vested and
exercised
Lapsed or
forfeited
Balance at
the end of
the year
18-Mar-22
30-Jun-23
31-Dec-24
$1.40
51,195
-
-
(51,195)
-
18-Mar-22
31-Dec-23
31-Dec-24
$1.38
51,195
-
-
(51,195)
-
14-Oct-21
01-Jul-23
31-Dec-23
$1.56
34,130
-
-
-
34,130
14-Oct-21
31-Dec-22
31-Dec-23
$1.59
204,181
-
(141,041)
(63,140)
-
14-Oct-21
01-Jul-22
31-Dec-23
$1.62
34,130
-
(34,130)
-
-
14-Oct-21
31-Mar-22
31-Dec-23
$1.63
204,181
-
(190,529)
(13,652)
-
20-Dec-21
01-Dec-23
31-Dec-23
$1.37
459,130
-
-
(75,207)
383,923
1,038,142
-
(365,700)
(254,389)
418,053
FY24 Financial Report
infomedia.com.au 71
2024
Annual Report
FY24 Financial Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 19. Share-based remuneration (continued)
Movement in number of issued RSUs:
2024
Grant date
Vesting date Expiry date
Fair value
at grant
date
Balance at
the start of
the year
Granted
Vested and
exercised
Lapsed or
forfeited
Balance at
the end of
the year
15-May-24
31-Aug-26
15-May-29
$1.47
-
16,935
-
-
16,935
15-Jan-24
15-Jan-27
31-Dec-27
$1.31
-
35,386
-
-
35,386
15-Jan-24
15-Jan-26
31-Dec-27
$1.36
-
35,386
-
-
35,386
15-Jan-24
15-Jan-25
31-Dec-27
$1.40
-
35,385
-
-
35,385
13-Dec-23
30-Jun-26
31-Aug-31
$1.34
-
652,064
-
(165,097)
486,967
21-Mar-23
01-Jul-25
20-Mar-27
$1.31
94,086
-
-
(14,934)
79,152
21-Mar-23
01-Jul-24
20-Mar-27
$1.36
94,086
-
-
(14,934)
79,152
21-Mar-23
01-Jul-23
20-Mar-27
$1.42
94,086
-
(94,086)
-
-
21-Mar-23
30-Jun-25
20-Mar-27
$1.31
634,408
-
-
(349,910)
284,498
23-May-22*
23-May-24
N/A
$1.14
104,457
-
(104,457)
-
-
23-May-22*
23-May-25
N/A
$1.08
104,456
-
-
-
104,456
1,125,579
775,156
(198,543)
(544,875)
1,157,317
2023
Grant date
Vesting date Expiry date
Fair value at
grant date
Balance at
the start of
the year
Granted
Vested and
exercised
Lapsed or
forfeited
Balance at
the end of
the year
21-Mar-23
01-Jul-23
20-Mar-27
$1.42
-
109,020
-
(14,934)
94,086
21-Mar-23
01-Jul-24
20-Mar-27
$1.36
-
109,020
-
(14,934)
94,086
21-Mar-23
01-Jul-25
20-Mar-27
$1.31
-
109,020
-
(14,934)
94,086
21-Mar-23
30-Jun-25
20-Mar-27
$1.31
-
679,211
-
(44,803)
634,408
23-May-22*
23-May-23
N/A
$1.19
-
104,457
(104,457)
-
-
23-May-22*
23-May-24
N/A
$1.14
-
104,457
-
-
104,457
23-May-22*
23-May-25
N/A
$1.08
-
104,456
-
-
104,456
-
1,319,641
(104,457)
(89,605)
1,125,579
*
These RSUs, representing the CEO and Managing Director's one-time sign-on bonus, were deemed granted and
reported as unissued EBPRs in the FY22 Remuneration Report subject to Shareholder approval. The RSUs were issued
on 9 March 2023.
Accounting policy for share-based payments
Share-based compensation benefits in the form of conditional rights to acquire shares in the Company are provided to some
senior employees. The cost of share-based transactions is measured at fair value on grant date. Fair value is estimated using
a pricing model that takes into account the exercise price, option term, dilution impact, share price at grant date, price volatility,
dividend yield and the risk free interest rate for the term of the option. The pricing model also includes non-vesting conditions
that do not determine whether the Group receives the services that entitle the employees to receive payment. No other vesting
conditions are taken into account.
The cost of share-based transactions is recognised as an expense with a corresponding increase in equity over the vesting
period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less
amounts already recognised in previous periods. The cumulative charge to profit or loss is calculated based on the grant date
fair value of the LTIs, the best estimate of the number of LTIs that are likely to vest and the expired portion of the vesting
period. The total impact for the period arising from share-based payment transactions is included in note 4.
72 infomedia.com.au
2024
Annual Report
FY24 Financial Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 20. Cash flow information
Reconciliation of profit after income tax to net cash from operating activities
2024
$'000
2023
$'000
Profit after income tax expense for the year
12,683
9,582
Adjustments for:
Depreciation and amortisation
30,651
31,443
Share-based payments
469
1,116
Exchange differences
(420)
968
Impairment of intangible assets
-
484
Change in operating assets and liabilities:
(Increase)/decrease in trade and other receivables
(2,589)
(4,247)
(Increase)/decrease in other assets
2,632
3,756
(Increase)/decrease in contract assets
477
163
(Increase)/decrease in income tax receivable
(508)
(Increase)/decrease in deferred tax assets
(2,219)
(2,271)
Increase/(decrease) in trade and other payables
1,505
1,317
Increase/(decrease) in contract liabilities
(445)
2,973
Increase/(decrease) in provision for income tax
550
987
Increase/(decrease) in employee benefits
4,003
(7,540)
Increase/(decrease) in deferred tax liabilities
(1,729)
(1,121)
Increase/(decrease) other provisions
-
(229)
Net cash from operating activities
45,060
38,990
Non-cash investing and financing activities
2024
$'000
Additions to the right-of-use assets
-
7,917
Issue/distribution of treasury shares
(801)
(577)
(801)
7,340
Changes in liabilities arising from financing activities
Lease
liabilities
Consolidated
$'000
Balance at 1 July 2022
6,254
Net cash used in financing activities
(2,134)
Acquisition of leases
7,917
Exchange differences
161
Balance at 30 June 2023
12,198
Net cash used in financing activities
(2,226)
Lease modifications
(1,762)
Exchange differences
164
Balance at 30 June 2024
8,374
1,609
2023
$'000
infomedia.com.au 73
2024
Annual Report
FY24 Financial Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 21. Key management personnel disclosures
Compensation
The aggregate compensation made to directors and other members of key management personnel of the Group is set out
below:
2024
$
2023
$
Short-term employee benefits
2,356,079
2,131,182
Post-employment benefits
122,282
102,900
Long-term benefits
4,896
416
Share-based payments
272,588
356,710
2,755,845
2,591,208
Note 22. Parent entity information
Statement of profit or loss and other comprehensive income
Parent
2024
2023
$'000
$'000
Profit after income tax
11,262
11,482
Total comprehensive income
11,262
11,482
Statement of financial position
Parent
2024
2023
$'000
$'000
Total current assets
122,034
105,529
Total assets
192,214
180,825
Total current liabilities
50,099
30,797
Total liabilities
68,015
52,749
Net assets
124,199
128,076
Equity
Issued share capital
105,196
105,196
Share-based payments reserve
1,464
1,521
Retained profits
17,539
21,359
Total equity
124,199
128,076
Guarantees entered into by the parent entity in relation to the debts of its subsidiaries
The parent entity guarantees IFM Americas Inc's obligations under the Members Interest Purchase Agreement in
relation to the acquisition of SimplePart.
74 infomedia.com.au
2024
Annual Report
FY24 Financial Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 22. Parent entity information (continued)
Guarantees
Other than the guarantees below, there were no unrecognised contingent liabilities as at 30 June 2024 and 30 June 2023.
The parent entity has provided the following:
●
Bank guarantee to a maximum value of $1.056 million (2023: $1.591 million) relating to lease commitments.
●
Other guarantees of $1.914 million (2023: $1.905) for lease commitments.
Capital commitments - Property, plant and equipment
The parent entity had no capital commitments for property, plant and equipment as at 30 June 2024 and 30 June 2023.
Significant accounting policies
The accounting policies of the parent entity are consistent with those of the Group, as disclosed in note 24 and throughout the
accounts, except for the following:
●
Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.
●
Dividends received from subsidiaries are recognised as other income by the parent entity.
Note 23. Remuneration of auditors
During the financial year the following fees were paid or payable for services provided by Deloitte, the auditor of the Company,
and unrelated firms:
2024
$
2023
$
Deloitte and related network firms
Audit or review of financial reports:
- Group base fee
365,350
313,500
- Group other audit related fees
35,000
111,000
400,350
424,500
Other auditors and their related network firms
Audit or review of financial reports:
- Subsidiaries
31,749
27,937
Other services:
- Tax consulting services
4,668
5,915
36,417
33,852
infomedia.com.au 75
2024
Annual Report
FY24 Financial Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 24. Basis of preparation and other accounting policies
Infomedia Ltd is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office and
principal place of business is:
Level 5, 155 Clarence Street
Sydney NSW 2000
A description of the nature of the Group's operations and its principal activities are included in the directors' report, which is
not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of directors, on 26 August 2024. The
directors have the power to amend and reissue the financial statements.
Basis of preparation
The accounting policies that are material to the Group are set out either in the respective notes or below. The accounting
policies adopted are consistent with those of the previous financial year, unless otherwise stated.
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate
for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as
issued by the International Accounting Standards Board.
The accounting policies adopted in the preparation of the financial statements have been consistently applied to all the years
presented, unless otherwise stated.
The financial statements are presented in Australian dollars, which is Infomedia Ltd's functional and presentation currency.
Impact of the initial application of other new and amended Australian Accounting Standards that are effective and
applicable for the current year
In the current year, the Group has applied all amendments to Australian Accounting Standards and Interpretations issued by
the Board that are effective for an annual period that begins on or after 1 July 2023. Their adoption has not had any material
impact on the disclosures or on the amounts reported in these financial statements.
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where applicable, financial
assets and liabilities at fair value through profit or loss.
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Infomedia as at 30 June 2024
and the results of all subsidiaries for the year then ended.
Subsidiaries are all those entities over which the Group has control. The Group controls an entity when the Group is exposed
to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its
power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to
the Group. They are de-consolidated from the date that control ceases.
Rounding of amounts
The Company is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191,
issued by the Australian Securities and Investments Commission, relating to 'rounding-off'. Amounts in this report have been
rounded off in accordance with that Corporations Instrument to the nearest thousand dollars, or in certain cases, the nearest
dollar.
76 infomedia.com.au
2024
Annual Report
FY24 Financial Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 24. Basis of preparation and other accounting policies (continued)
Cash and cash equivalents
Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly
liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and
which are subject to an insignificant risk of changes in value.
Trade and other payables
Trade and other payables represent liabilities for goods and services provided to the Group prior to the end of the financial
year and which are unpaid. Due to their short-term nature they are measured at amortised cost and are not discounted. The
amounts are unsecured and are usually paid within 30 days of recognition.
Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-current classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the Group's
normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after the
reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for
at least 12 months after the reporting period. All other assets are classified as non-current.
A liability is classified as current when: it is either expected to be settled in the Group's normal operating cycle; it is held
primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no unconditional
right to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities are classified as
non-current.
Deferred tax assets and liabilities are always classified as non-current.
Financial assets at amortised cost
A financial asset is measured at amortised cost only if both of the following conditions are met: (i) it is held within a business
model whose objective is to hold assets in order to collect contractual cash flows; and (ii) the contractual terms of the financial
asset represent contractual cash flows that are solely payments of principal and interest.
Impairment of financial assets
The Group recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised
cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon the Group's
assessment at the end of each reporting period as to whether the financial instrument's credit risk has increased significantly
since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to
obtain.
Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month expected credit
loss allowance is estimated. This represents a portion of the asset's lifetime expected credit losses that is attributable to a
default event that is possible within the next 12 months. Where a financial asset has become credit impaired or where it is
determined that credit risk has increased significantly, the loss allowance is based on the asset's lifetime expected credit
losses. The amount of expected credit loss recognised is measured on the basis of the probability weighted present value of
anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate.
The loss allowance reduces the asset's carrying value with a corresponding expense through profit or loss.
Reserves
Share-based payments reserve
The reserve is used to recognise the value of equity benefits provided to employees as part of their remuneration.
infomedia.com.au 77
2024
Annual Report
FY24 Financial Report
Infomedia Ltd
Notes to the consolidated financial statements
30 June 2024
Note 24. Basis of preparation and other accounting policies (continued)
Foreign currency translation
Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at the dates of the
transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation
at financial year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in
profit or loss.
The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates at the reporting
date. The revenue and expenses of foreign operations are translated into Australian dollars using monthly average exchange
rates, which approximate the rates at the dates of the transactions, for the period. All resulting foreign exchange differences
are recognised in other comprehensive income through the foreign currency reserve in equity.
The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is disposed of.
New Accounting Standards and Interpretations not yet mandatory or early adopted
At the date of authorisation of these financial statements, the Group has not applied the following new and revised Australian
Accounting Standards and Interpretations that have been issued but are not yet effective and may have an impact on the
Group:
AASB 18
Presentation and disclosure of financial statements
AASB 2020-1 Amendments to
Australian Accounting Standards
Classification of Liabilities as Current or Non-Current
AASB 2022-6 Amendments to
Australian Accounting Standards
Non-current Liabilities with Covenants
AASB 2022-5 Amendments to
Australian Accounting Standards
Lease Liability in a Sale and Leaseback
AASB 2023-1 Amendments to
Australian Accounting Standards
Supplier Finance Arrangements
AASB 2023-5 Amendments to
Australian Accounting Standards
Lack of Exchangeability
AASB 2014-10
Sale or contribution of assets between investor and its associate or joint venture
The directors are assessing the impact of the adoption of the Standards listed above and the potential impact on the financial
statements of the Group in future periods.
78 infomedia.com.au
2024
Annual Report
FY24 Financial Report
Infomedia Ltd
Consolidated entity disclosure statement
As at 30 June 2024
Entity name
Entity type
Country of incorporation
% of share
capital
held Tax residency
Infomedia Limited
Public Company
Australia
100% Australia
IFM Europe Limited
Private Company
United Kingdom
100% United Kingdom
IFM Americas Inc.
Incorporated Entity
United States of America
100% United States of America
Nidasu Pty Limited
Private Company
Australia
100% Australia
SimplePart, LLC
Limited Liability Corporation
United States of America
100% United States of America
100% Germany
IFM Deutschland GmbH Company with Limited Liability Germany
Infomedia Ltd
Public Company
Australia
Employee Incentive Trust Trust
Australia
N/A
Australia
Infomedia Ltd is the parent entity of the Group.
There are no partnerships or joint ventures within the consolidated entity. None of the above entities was a trustee of a trust
within the consolidated entity, a partner in a partnership within the consolidated entity, or a participant in a joint venture
within the consolidated entity.
100% Australia
infomedia.com.au 79
2024
Annual Report
Directors’ Declaration
Infomedia Ltd
Directors' declaration
30 June 2024
In the directors' opinion:
a)
there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due
and payable;
b)
the attached financial statements are in compliance with International Financial Reporting Standards as issued by the
International Accounting Standards Board as described in note 24 to the financial statements;
c)
the attached financial statements and notes thereto are in accordance with the Corporations Act 2001, including
compliance with accounting standards and giving a true and fair view of the financial position and performance of the
consolidated entity;
d)
the directors have been given the declarations required by s.295A of the Corporations Act 2001; and
e)
the information disclosed in the consolidated entity disclosure statement is true and correct.
Signed in accordance with a resolution of directors made pursuant to section 295(5) of the Corporations Act 2001.
On behalf of the directors
___________________________
Bart Vogel
Chairman
26 August 2024
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WŚŽŶĞ͗нϲϭϮϵϯϮϮϳϬϬϬ
ǁǁǁ͘ĚĞůŽŝƚƚĞ͘ĐŽŵ͘ĂƵ
Independent Auditor’s Report to the DĞŵďĞƌƐŽĨ/ŶĨŽŵĞĚŝĂ>ƚĚ
ZĞƉŽƌƚŽŶƚŚĞƵĚŝƚŽĨƚŚĞ&ŝŶĂŶĐŝĂůZĞƉŽƌƚ
KƉŝŶŝŽŶ
tĞŚĂǀĞĂƵĚŝƚĞĚƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽĨ/ŶĨŽŵĞĚŝĂ>ƚĚ(the “Company”) and its subsidiaries (the “Group”)ǁŚŝĐŚ
ĐŽŵƉƌŝƐĞƐƚŚĞĐŽŶƐŽůŝĚĂƚĞĚƐƚĂƚĞŵĞŶƚŽĨĨŝŶĂŶĐŝĂůƉŽƐŝƚŝŽŶĂƐĂƚϯϬ:ƵŶĞϮϬϮϰ͕ƚŚĞĐŽŶƐŽůŝĚĂƚĞĚƐƚĂƚĞŵĞŶƚŽĨ
ƉƌŽĨŝƚŽƌůŽƐƐĂŶĚŽƚŚĞƌĐŽŵƉƌĞŚĞŶƐŝǀĞŝŶĐŽŵĞ͕ƚŚĞĐŽŶƐŽůŝĚĂƚĞĚƐƚĂƚĞŵĞŶƚŽĨĐŚĂŶŐĞƐŝŶĞƋƵŝƚLJĂŶĚƚŚĞ
ĐŽŶƐŽůŝĚĂƚĞĚƐƚĂƚĞŵĞŶƚŽĨĐĂƐŚĨůŽǁƐĨŽƌƚŚĞLJĞĂƌƚŚĞŶĞŶĚĞĚ͕ĂŶĚŶŽƚĞƐƚŽƚŚĞĨŝŶĂŶĐŝĂůƐƚĂƚĞŵĞŶƚƐ͕ŝŶĐůƵĚŝŶŐ
ŵĂƚĞƌŝĂůĂĐĐŽƵŶƚŝŶŐƉŽůŝĐLJŝŶĨŽƌŵĂƚŝŽŶand other explanatory information, the directors’ declarationĂŶĚƚŚĞ
ĐŽŶƐŽůŝĚĂƚĞĚĞŶƚŝƚLJĚŝƐĐůŽƐƵƌĞƐƚĂƚĞŵĞŶƚ͘
/ŶŽƵƌŽƉŝŶŝŽŶ͕ƚŚĞĂĐĐŽŵƉĂŶLJŝŶŐĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽĨƚŚĞ'ƌŽƵƉŝƐŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕
ŝŶĐůƵĚŝŶŐ͗
•
'ŝǀŝŶŐ Ă ƚƌƵĞ ĂŶĚ ĨĂŝƌ ǀŝĞǁ ŽĨ ƚŚĞ Group’s ĨŝŶĂŶĐŝĂů ƉŽƐŝƚŝŽŶ ĂƐ Ăƚ ϯϬ :ƵŶĞ ϮϬϮϰ ĂŶĚ ŽĨ ŝƚƐ ĨŝŶĂŶĐŝĂů
ƉĞƌĨŽƌŵĂŶĐĞĨŽƌƚŚĞLJĞĂƌƚŚĞŶĞŶĚĞĚ͖ĂŶĚ
•
ŽŵƉůLJŝŶŐǁŝƚŚƵƐƚƌĂůŝĂŶĐĐŽƵŶƚŝŶŐ^ƚĂŶĚĂƌĚƐĂŶĚƚŚĞŽƌƉŽƌĂƚŝŽŶƐZĞŐƵůĂƚŝŽŶƐϮϬϬϭ͘
ĂƐŝƐĨŽƌKƉŝŶŝŽŶ
tĞĐŽŶĚƵĐƚĞĚŽƵƌĂƵĚŝƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƵƐƚƌĂůŝĂŶƵĚŝƚŝŶŐ^ƚĂŶĚĂƌĚƐ͘KƵƌƌĞƐƉŽŶƐŝďŝůŝƚŝĞƐƵŶĚĞƌƚŚŽƐĞ
ƐƚĂŶĚĂƌĚƐĂƌĞfurther described in the Auditor’s Responsibilities for the Audit of the Financial Report section of
ŽƵƌƌĞƉŽƌƚ͘tĞĂƌĞŝŶĚĞƉĞŶĚĞŶƚŽĨƚŚĞ'ƌŽƵƉŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞĂƵĚŝƚŽƌŝŶĚĞƉĞŶĚĞŶĐĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚĞ
ŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭand the ethical requirements of the Accounting Professional & Ethical Standards Board’s
W ^ϭϭϬŽĚĞŽĨ ƚŚŝĐƐĨŽƌWƌŽĨĞƐƐŝŽŶĂůĐĐŽƵŶƚĂŶƚƐ;ŝŶĐůƵĚŝŶŐ/ŶĚĞƉĞŶĚĞŶĐĞ^ƚĂŶĚĂƌĚƐͿ;ƚŚĞ“ŽĚĞ”ͿƚŚĂƚĂƌĞ
ƌĞůĞǀĂŶƚƚŽŽƵƌĂƵĚŝƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŝŶƵƐƚƌĂůŝĂ͘tĞŚĂǀĞĂůƐŽĨƵůĨŝůůĞĚŽƵƌŽƚŚĞƌĞƚŚŝĐĂůƌĞƐƉŽŶƐŝďŝůŝƚŝĞƐŝŶ
ĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞŽĚĞ͘
tĞĐŽŶĨŝƌŵƚŚĂƚƚŚĞŝŶĚĞƉĞŶĚĞŶĐĞĚĞĐůĂƌĂƚŝŽŶƌĞƋƵŝƌĞĚďLJƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕ǁŚŝĐŚŚĂƐďĞĞŶŐŝǀĞŶƚŽ
the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s
ƌĞƉŽƌƚ͘
tĞďĞůŝĞǀĞƚŚĂƚƚŚĞĂƵĚŝƚĞǀŝĚĞŶĐĞǁĞŚĂǀĞŽďƚĂŝŶĞĚŝƐƐƵĨĨŝĐŝĞŶƚĂŶĚĂƉƉƌŽƉƌŝĂƚĞƚŽƉƌŽǀŝĚĞĂďĂƐŝƐĨŽƌŽƵƌ
ŽƉŝŶŝŽŶ͘
80 infomedia.com.au
<ĞLJƵĚŝƚDĂƚƚĞƌƐ
<ĞLJĂƵĚŝƚŵĂƚƚĞƌƐĂƌĞƚŚŽƐĞŵĂƚƚĞƌƐƚŚĂƚ͕ŝŶŽƵƌƉƌŽĨĞƐƐŝŽŶĂůũƵĚŐĞŵĞŶƚ͕ǁĞƌĞŽĨŵŽƐƚƐŝŐŶŝĨŝĐĂŶĐĞŝŶŽƵƌĂƵĚŝƚ
ŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĨŽƌƚŚĞĐƵƌƌĞŶƚƉĞƌŝŽĚ͘dŚĞƐĞŵĂƚƚĞƌƐǁĞƌĞĂĚĚƌĞƐƐĞĚŝŶƚŚĞĐŽŶƚĞdžƚŽĨŽƵƌĂƵĚŝƚŽĨƚŚĞ
ĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĂƐĂǁŚŽůĞ͕ĂŶĚŝŶĨŽƌŵŝŶŐŽƵƌŽƉŝŶŝŽŶƚŚĞƌĞŽŶ͕ĂŶĚǁĞĚŽŶŽƚƉƌŽǀŝĚĞĂƐĞƉĂƌĂƚĞŽƉŝŶŝŽŶŽŶ
ƚŚĞƐĞŵĂƚƚĞƌƐ͘
<ĞLJƵĚŝƚDĂƚƚĞƌ
,ŽǁƚŚĞƐĐŽƉĞŽĨŽƵƌĂƵĚŝƚƌĞƐƉŽŶĚĞĚƚŽƚŚĞ<ĞLJƵĚŝƚDĂƚƚĞƌ
ĂƉŝƚĂůŝƐĞĚĚĞǀĞůŽƉŵĞŶƚĐŽƐƚƐ
ƐĂƚϯϬ:ƵŶĞϮϬϮϰ, the Group’s carrying
ǀĂůƵĞŽĨƉƌŽĚƵĐƚĂŶĚƐŽĨƚǁĂƌĞ
ĚĞǀĞůŽƉŵĞŶƚĐŽƐƚƐĐĂƉŝƚĂůŝƐĞĚĂƐ
ŝŶƚĂŶŐŝďůĞƐƚŽƚĂůĞĚΨϰϰ͘ϵŵŽĨǁŚŝĐŚ
Ψϭϵ͘ϱŵŝƐĂƚƚƌŝďƵƚĂďůĞƚŽĐĂƉŝƚĂůŝƐĂƚŝŽŶŝŶ
ƚŚĞĐƵƌƌĞŶƚĨŝŶĂŶĐŝĂůLJĞĂƌĂƐĚŝƐĐůŽƐĞĚŝŶ
EŽƚĞϲ͘
:ƵĚŐĞŵĞŶƚŝƐŝŶǀŽůǀĞĚŝŶĚĞƚĞƌŵŝŶŝŶŐ͗
•
tŚĞƚŚĞƌĐŽƐƚƐŝŶĐƵƌƌĞĚƋƵĂůŝĨLJ
ĨŽƌĐĂƉŝƚĂůŝƐĂƚŝŽŶŝŶĂĐĐŽƌĚĂŶĐĞ
ǁŝƚŚ^ϭϯϲ/ŶƚĂŶŐŝďůĞĂƐƐĞƚƐ
;Η^ϭϯϲΗͿ͘
•
dŚĞƋƵĂŶƚƵŵŽĨůĂďŽƵƌĐŽƐƚƐ
ĚŝƌĞĐƚůLJĂƚƚƌŝďƵƚĂďůĞƚŽĚĞǀĞůŽƉ
the Group’s product suite and
ƐŽĨƚǁĂƌĞ͘
KƵƌƉƌŽĐĞĚƵƌĞƐŝŶĐůƵĚĞĚ͕ďƵƚǁĞƌĞŶŽƚůŝŵŝƚĞĚƚŽ͗
•
hŶĚĞƌƐƚĂŶĚŝŶŐƚŚĞƌĞůĞǀĂŶƚĐŽŶƚƌŽůƐŽǀĞƌƚŚĞ
ĐĂƉŝƚĂůŝƐĂƚŝŽŶŽĨƐŽĨƚǁĂƌĞĚĞǀĞůŽƉŵĞŶƚĐŽƐƚƐ͘
•
KŶĂƐĂŵƉůĞďĂƐŝƐ͕ƚĞƐƚŝŶŐĐĂƉŝƚĂůŝƐĞĚƐŽĨƚǁĂƌĞ
ĚĞǀĞůŽƉŵĞŶƚĐŽƐƚƐĚƵƌŝŶŐƚŚĞLJĞĂƌƚŚƌŽƵŐŚƚŚĞ
ĨŽůůŽǁŝŶŐ͗
o
ƐƐĞƐƐŝŶŐŵĂŶĂŐĞŵĞŶt’s movement schedule of
ĐĂƉŝƚĂůŝƐĞĚůĂďŽƵƌďLJĂŐƌĞĞŝŶŐƚŚĞƵŶĚĞƌůLJŝŶŐ
ƐĂůĂƌŝĞƐĂŶĚƌĞůĂƚĞĚĞdžƉĞŶƐĞƐƚŽƚŚĞƌĞƐƉĞĐƚŝǀĞ
ƉĂLJƌŽůůƌĞƉŽƌƚƐ͘
o
hŶĚĞƌƐƚĂŶĚŝŶŐƚŚĞƐŝŐŶŝĨŝĐĂŶƚĚĞǀĞůŽƉŵĞŶƚ
ƉƌŽũĞĐƚƐĂŶĚĂĐƚŝǀŝƚŝĞƐƵŶĚĞƌƚĂŬĞŶĚƵƌŝŶŐƚŚĞLJĞĂƌ͘
o
ŶƋƵŝƌŝŶŐǁŝƚŚƉƌŽũĞĐƚŵĂŶĂŐĞƌƐŝŶǀŽůǀĞĚŝŶ
ƉƌŽĚƵĐƚĚĞǀĞůŽƉŵĞŶƚƚŽƵŶĚĞƌƐƚĂŶĚĂŶĚĂƐƐĞƐƐ
ƚŚĞďĂƐŝƐĂŶĚƌĂƚŝŽŶĂůĞĨŽƌĐĂƉŝƚĂůŝƐŝŶŐĐŽƐƚƐ
ĂƐƐŽĐŝĂƚĞĚǁŝƚŚƚŚĞƉƌŽũĞĐƚƐ͘
o
dĞƐƚŝŶŐŽŶĂƐĂŵƉůĞďĂƐŝƐ͕ĐĂƉŝƚĂůŝƐĞĚůĂďŽƵƌĐŽƐƚƐ
ĚƵƌŝŶŐƚŚĞLJĞĂƌƚŚƌŽƵŐŚƌĞǀŝĞǁŝŶŐƚŝŵĞƐŚĞĞƚƐ͘
o
ƐƐĞƐƐŝŶŐǁŚĞƚŚĞƌƚŚĞĐŽƐƚƐŝŶĐƵƌƌĞĚƋƵĂůŝĨLJĨŽƌ
capitalisation in accordance with the Group’s
ĂĐĐŽƵŶƚŝŶŐƉŽůŝĐLJĂŶĚ^ϭϯϴ/ŶƚĂŶŐŝďůĞƐƐĞƚƐ͘
o
dĞƐƚŝŶŐƚŚĞŵĂƚŚĞŵĂƚŝĐĂůĂĐĐƵƌĂĐLJŽĨ
management’s labour capitalisation schedule͘
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ƐƐĞƐƐŝŶŐƚŚĞĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐŽĨƚŚĞĚŝƐĐůŽƐƵƌĞŝŶEŽƚĞ
ϲƚŽƚŚĞĨŝŶĂŶĐŝĂůƐƚĂƚĞŵĞŶƚƐ͘
KƚŚĞƌ/ŶĨŽƌŵĂƚŝŽŶ
dŚĞĚŝƌĞĐƚŽƌƐĂƌĞƌĞƐƉŽŶƐŝďůĞĨŽƌƚŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶ͘dŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶĐŽŵƉƌŝƐĞƐƚŚĞŝŶĨŽƌŵĂƚŝŽŶ
ŝŶĐůƵĚĞĚŝŶƚŚĞGroup’sĂŶŶƵĂůƌĞƉŽƌƚĨŽƌƚŚĞLJĞĂƌĞŶĚĞĚϯϬ:ƵŶĞϮϬϮϰ͕ďƵƚĚŽĞƐŶŽƚŝŶĐůƵĚĞƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ
and our auditor’s report thereon.
KƵƌŽƉŝŶŝŽŶŽŶƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĚŽĞƐŶŽƚĐŽǀĞƌƚŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶĂŶĚǁĞĚŽŶŽƚĞdžƉƌĞƐƐĂŶLJĨŽƌŵŽĨ
ĂƐƐƵƌĂŶĐĞĐŽŶĐůƵƐŝŽŶƚŚĞƌĞŽŶ͘
/ŶĐŽŶŶĞĐƚŝŽŶǁŝƚŚŽƵƌĂƵĚŝƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͕ŽƵƌƌĞƐƉŽŶƐŝďŝůŝƚLJŝƐƚŽƌĞĂĚƚŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶĂŶĚ͕ŝŶ
ĚŽŝŶŐƐŽ͕ĐŽŶƐŝĚĞƌǁŚĞƚŚĞƌƚŚĞŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶŝƐŵĂƚĞƌŝĂůůLJŝŶĐŽŶƐŝƐƚĞŶƚǁŝƚŚƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽƌŽƵƌ
ŬŶŽǁůĞĚŐĞŽďƚĂŝŶĞĚŝŶƚŚĞĂƵĚŝƚ͕ŽƌŽƚŚĞƌǁŝƐĞĂƉƉĞĂƌƐƚŽďĞŵĂƚĞƌŝĂůůLJŵŝƐƐƚĂƚĞĚ͘/Ĩ͕ďĂƐĞĚŽŶƚŚĞǁŽƌŬǁĞŚĂǀĞ
ƉĞƌĨŽƌŵĞĚ͕ǁĞĐŽŶĐůƵĚĞƚŚĂƚƚŚĞƌĞŝƐĂŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚŽĨƚŚŝƐŽƚŚĞƌŝŶĨŽƌŵĂƚŝŽŶ͕ǁĞĂƌĞƌĞƋƵŝƌĞĚƚŽ
ƌĞƉŽƌƚƚŚĂƚĨĂĐƚ͘tĞŚĂǀĞŶŽƚŚŝŶŐƚŽƌĞƉŽƌƚŝŶƚŚŝƐƌĞŐĂƌĚ͘
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ZĞƐƉŽŶƐŝďŝůŝƚŝĞƐŽĨƚŚĞŝƌĞĐƚŽƌƐĨŽƌƚŚĞ&ŝŶĂŶĐŝĂůZĞƉŽƌƚ
dŚĞĚŝƌĞĐƚŽƌƐŽĨƚŚĞŽŵƉĂŶLJĂƌĞƌĞƐƉŽŶƐŝďůĞ͗
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&ŽƌƚŚĞƉƌĞƉĂƌĂƚŝŽŶŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕ŝŶĐůƵĚŝŶŐ
ŐŝǀŝŶŐĂƚƌƵĞĂŶĚĨĂŝƌǀŝĞǁŽĨƚŚĞĨŝŶĂŶĐŝĂůƉŽƐŝƚŝŽŶĂŶĚƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞ'ƌŽƵƉŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚ
ƵƐƚƌĂůŝĂŶĐĐŽƵŶƚŝŶŐ^ƚĂŶĚĂƌĚƐ͖ĂŶĚ
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&ŽƌƐƵĐŚŝŶƚĞƌŶĂůĐŽŶƚƌŽůĂƐƚŚĞĚŝƌĞĐƚŽƌƐĚĞƚĞƌŵŝŶĞŝƐŶĞĐĞƐƐĂƌLJƚŽĞŶĂďůĞƚŚĞƉƌĞƉĂƌĂƚŝŽŶŽĨƚŚĞ
ĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕ŝŶĐůƵĚŝŶŐŐŝǀŝŶŐĂƚƌƵĞĂŶĚĨĂŝƌǀŝĞǁŽĨ
ƚŚĞĨŝŶĂŶĐŝĂůƉŽƐŝƚŝŽŶĂŶĚƉĞƌĨŽƌŵĂŶĐĞŽĨƚŚĞ'ƌŽƵƉ͕ĂŶĚŝƐĨƌĞĞĨƌŽŵŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚ͕ǁŚĞƚŚĞƌ
ĚƵĞƚŽĨƌĂƵĚŽƌĞƌƌŽƌ͘
/ŶƉƌĞƉĂƌŝŶŐƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͕ƚŚĞĚŝƌĞĐƚŽƌƐĂƌĞƌĞƐƉŽŶƐŝďůĞĨŽƌĂƐƐĞƐƐŝŶŐƚŚĞĂďŝůŝƚLJŽĨƚŚĞ'ƌŽƵƉƚŽĐŽŶƚŝŶƵĞ
ĂƐĂŐŽŝŶŐĐŽŶĐĞƌŶ͕ĚŝƐĐůŽƐŝŶŐ͕ĂƐĂƉƉůŝĐĂďůĞ͕ŵĂƚƚĞƌƐƌĞůĂƚĞĚƚŽŐŽŝŶŐĐŽŶĐĞƌŶĂŶĚƵƐŝŶŐƚŚĞŐŽŝŶŐĐŽŶĐĞƌŶďĂƐŝƐ
ŽĨĂĐĐŽƵŶƚŝŶŐƵŶůĞƐƐƚŚĞĚŝƌĞĐƚŽƌƐĞŝƚŚĞƌŝŶƚĞŶĚƚŽůŝƋƵŝĚĂƚĞƚŚĞ'ƌŽƵƉŽƌƚŽĐĞĂƐĞŽƉĞƌĂƚŝŽŶƐ͕ŽƌŚĂƐŶŽƌĞĂůŝƐƚŝĐ
ĂůƚĞƌŶĂƚŝǀĞďƵƚƚŽĚŽƐŽ͘
Auditor’s Responsibilities for the Audit of the Financial Report
KƵƌŽďũĞĐƚŝǀĞƐĂƌĞƚŽŽďƚĂŝŶƌĞĂƐŽŶĂďůĞĂƐƐƵƌĂŶĐĞĂďŽƵƚǁŚĞƚŚĞƌƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĂƐĂǁŚŽůĞŝƐĨƌĞĞĨƌŽŵ
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
ZĞĂƐŽŶĂďůĞĂƐƐƵƌĂŶĐĞŝƐĂŚŝŐŚůĞǀĞůŽĨĂƐƐƵƌĂŶĐĞ͕ďƵƚŝƐŶŽƚĂŐƵĂƌĂŶƚĞĞƚŚĂƚĂŶĂƵĚŝƚĐŽŶĚƵĐƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞ
ǁŝƚŚƚŚĞƵƐƚƌĂůŝĂŶƵĚŝƚŝŶŐ^ƚĂŶĚĂƌĚƐǁŝůůĂůǁĂLJƐĚĞƚĞĐƚĂŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚǁŚĞŶŝƚĞdžŝƐƚƐ͘DŝƐƐƚĂƚĞŵĞŶƚƐ
ĐĂŶĂƌŝƐĞĨƌŽŵĨƌĂƵĚŽƌĞƌƌŽƌĂŶĚĂƌĞĐŽŶƐŝĚĞƌĞĚŵĂƚĞƌŝĂůŝĨ͕ŝŶĚŝǀŝĚƵĂůůLJŽƌŝŶƚŚĞĂŐŐƌĞŐĂƚĞ͕ƚŚĞLJĐŽƵůĚ
ƌĞĂƐŽŶĂďůLJďĞĞdžƉĞĐƚĞĚƚŽŝŶĨůƵĞŶĐĞƚŚĞĞĐŽŶŽŵŝĐĚĞĐŝƐŝŽŶƐŽĨƵƐĞƌƐƚĂŬĞŶŽŶƚŚĞďĂƐŝƐŽĨƚŚŝƐĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͘
ƐƉĂƌƚŽĨĂŶĂƵĚŝƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞƵƐƚƌĂůŝĂŶƵĚŝƚŝŶŐ^ƚĂŶĚĂƌĚƐ͕ǁĞĞdžĞƌĐŝƐĞƉƌŽĨĞƐƐŝŽŶĂůũƵĚŐĞŵĞŶƚ
ĂŶĚŵĂŝŶƚĂŝŶƉƌŽĨĞƐƐŝŽŶĂůƐĐĞƉƚŝĐŝƐŵƚŚƌŽƵŐŚŽƵƚƚŚĞĂƵĚŝƚ͘tĞĂůƐŽ͗
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/ĚĞŶƚŝĨLJĂŶĚĂƐƐĞƐƐƚŚĞƌŝƐŬƐŽĨŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͕ǁŚĞƚŚĞƌĚƵĞƚŽĨƌĂƵĚŽƌ
ĞƌƌŽƌ͕ĚĞƐŝŐŶĂŶĚƉĞƌĨŽƌŵĂƵĚŝƚƉƌŽĐĞĚƵƌĞƐƌĞƐƉŽŶƐŝǀĞƚŽƚŚŽƐĞƌŝƐŬƐ͕ĂŶĚŽďƚĂŝŶĂƵĚŝƚĞǀŝĚĞŶĐĞƚŚĂƚŝƐ
ƐƵĨĨŝĐŝĞŶƚĂŶĚĂƉƉƌŽƉƌŝĂƚĞƚŽƉƌŽǀŝĚĞĂďĂƐŝƐĨŽƌŽƵƌŽƉŝŶŝŽŶ͘dŚĞƌŝƐŬŽĨŶŽƚĚĞƚĞĐƚŝŶŐĂŵĂƚĞƌŝĂů
ŵŝƐƐƚĂƚĞŵĞŶƚƌĞƐƵůƚŝŶŐĨƌŽŵĨƌĂƵĚŝƐŚŝŐŚĞƌƚŚĂŶĨŽƌŽŶĞƌĞƐƵůƚŝŶŐĨƌŽŵĞƌƌŽƌ͕ĂƐĨƌĂƵĚŵĂLJŝŶǀŽůǀĞ
ĐŽůůƵƐŝŽŶ͕ĨŽƌŐĞƌLJ͕ŝŶƚĞŶƚŝŽŶĂůŽŵŝƐƐŝŽŶƐ͕ŵŝƐƌĞƉƌĞƐĞŶƚĂƚŝŽŶƐ͕ŽƌƚŚĞŽǀĞƌƌŝĚĞŽĨŝŶƚĞƌŶĂůĐŽŶƚƌŽů͘
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KďƚĂŝŶĂŶƵŶĚĞƌƐƚĂŶĚŝŶŐŽĨŝŶƚĞƌŶĂůĐŽŶƚƌŽůƌĞůĞǀĂŶƚƚŽƚŚĞĂƵĚŝƚŝŶŽƌĚĞƌƚŽĚĞƐŝŐŶĂƵĚŝƚƉƌŽĐĞĚƵƌĞƐ
ƚŚĂƚĂƌĞĂƉƉƌŽƉƌŝĂƚĞŝŶƚŚĞĐŝƌĐƵŵƐƚĂŶĐĞƐ͕ďƵƚŶŽƚĨŽƌƚŚĞƉƵƌƉŽƐĞŽĨĞdžƉƌĞƐƐŝŶŐĂŶŽƉŝŶŝŽŶŽŶƚŚĞ
ĞĨĨĞĐƚŝǀĞŶĞƐƐŽĨƚŚĞGroup’sŝŶƚĞƌŶĂůĐŽŶƚƌŽů͘
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ǀĂůƵĂƚĞƚŚĞĂƉƉƌŽƉƌŝĂƚĞŶĞƐƐŽĨĂĐĐŽƵŶƚŝŶŐƉŽůŝĐŝĞƐƵƐĞĚĂŶĚƚŚĞƌĞĂƐŽŶĂďůĞŶĞƐƐŽĨĂĐĐŽƵŶƚŝŶŐ
ĞƐƚŝŵĂƚĞƐĂŶĚƌĞůĂƚĞĚĚŝƐĐůŽƐƵƌĞƐŵĂĚĞďLJƚŚĞĚŝƌĞĐƚŽƌƐ͘
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Conclude on the appropriateness of the directors’ use of the going concern basis of aĐĐŽƵŶƚŝŶŐĂŶĚ͕
ďĂƐĞĚŽŶƚŚĞĂƵĚŝƚĞǀŝĚĞŶĐĞŽďƚĂŝŶĞĚ͕ǁŚĞƚŚĞƌĂŵĂƚĞƌŝĂůƵŶĐĞƌƚĂŝŶƚLJĞdžŝƐƚƐƌĞůĂƚĞĚƚŽĞǀĞŶƚƐŽƌ
ĐŽŶĚŝƚŝŽŶƐƚŚĂƚŵĂLJĐĂƐƚƐŝŐŶŝĨŝĐĂŶƚĚŽƵďƚŽŶƚŚĞGroup’sĂďŝůŝƚLJƚŽĐŽŶƚŝŶƵĞĂƐĂŐŽŝŶŐĐŽŶĐĞƌŶ͘/ĨǁĞ
ĐŽŶĐůƵĚĞƚŚĂƚĂŵĂƚĞƌŝĂůƵŶĐĞƌƚĂŝŶƚLJĞdžŝsts, we are required to draw attention in our auditor’s report to
ƚŚĞƌĞůĂƚĞĚĚŝƐĐůŽƐƵƌĞƐŝŶƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽƌ͕ŝĨƐƵĐŚĚŝƐĐůŽƐƵƌĞƐĂƌĞŝŶĂĚĞƋƵĂƚĞ͕ƚŽŵŽĚŝĨLJŽƵƌ
ŽƉŝŶŝŽŶ͘KƵƌĐŽŶĐůƵƐŝŽŶƐĂƌĞďĂƐĞĚŽŶƚŚĞĂƵĚŝƚĞǀŝĚĞŶĐĞŽďƚĂŝŶĞĚƵƉƚŽƚŚĞĚĂƚĞŽĨŽƵƌauditor’s
ƌĞƉŽƌƚ͘,ŽǁĞǀĞƌ͕ĨƵƚƵƌĞĞǀĞŶƚƐŽƌĐŽŶĚŝƚŝŽŶƐŵĂLJĐĂƵƐĞƚŚĞ'ƌŽƵƉƚŽĐĞĂƐĞƚŽĐŽŶƚŝŶƵĞĂƐĂŐŽŝŶŐ
ĐŽŶĐĞƌŶ͘
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ǀĂůƵĂƚĞƚŚĞŽǀĞƌĂůůƉƌĞƐĞŶƚĂƚŝŽŶ͕ƐƚƌƵĐƚƵƌĞĂŶĚĐŽŶƚĞŶƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͕ŝŶĐůƵĚŝŶŐƚŚĞ
ĚŝƐĐůŽƐƵƌĞƐ͕ĂŶĚǁŚĞƚŚĞƌƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚƌĞƉƌĞƐĞŶƚƐƚŚĞƵŶĚĞƌůLJŝŶŐƚƌĂŶƐĂĐƚŝŽŶƐĂŶĚĞǀĞŶƚƐŝŶĂ
ŵĂŶŶĞƌƚŚĂƚĂĐŚŝĞǀĞƐĨĂŝƌƉƌĞƐĞŶƚĂƚŝŽŶ͘
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KďƚĂŝŶƐƵĨĨŝĐŝĞŶƚĂƉƉƌŽƉƌŝĂƚĞĂƵĚŝƚĞǀŝĚĞŶĐĞƌĞŐĂƌĚŝŶŐƚŚĞĨŝŶĂŶĐŝĂůŝŶĨŽƌŵĂƚŝŽŶŽĨƚŚĞĞŶƚŝƚŝĞƐŽƌ
ďƵƐŝŶĞƐƐĂĐƚŝǀŝƚŝĞƐǁŝƚŚŝŶƚŚĞ'ƌŽƵƉƚŽĞdžƉƌĞƐƐĂŶŽƉŝŶŝŽŶŽŶƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚ͘tĞĂƌĞƌĞƐƉŽŶƐŝďůĞ
for the direction, supervision and performance of the Group’s audit. We remain solely responsible for
ŽƵƌĂƵĚŝƚŽƉŝŶŝŽŶ͘
82 infomedia.com.au
tĞĐŽŵŵƵŶŝĐĂƚĞǁŝƚŚƚŚĞĚŝƌĞĐƚŽƌƐƌĞŐĂƌĚŝŶŐ͕ĂŵŽŶŐŽƚŚĞƌŵĂƚƚĞƌƐ͕ƚŚĞƉůĂŶŶĞĚƐĐŽƉĞĂŶĚƚŝŵŝŶŐŽĨƚŚĞĂƵĚŝƚ
ĂŶĚƐŝŐŶŝĨŝĐĂŶƚĂƵĚŝƚĨŝŶĚŝŶŐƐ͕ŝŶĐůƵĚŝŶŐĂŶLJƐŝŐŶŝĨŝĐĂŶƚĚĞĨŝĐŝĞŶĐŝĞƐŝŶŝŶƚĞƌŶĂůĐŽŶƚƌŽůƚŚĂƚǁĞŝĚĞŶƚŝĨLJĚƵƌŝŶŐŽƵƌ
ĂƵĚŝƚ͘
tĞĂůƐŽƉƌŽǀŝĚĞƚŚĞĚŝƌĞĐƚŽƌƐǁŝƚŚĂƐƚĂƚĞŵĞŶƚƚŚĂƚǁĞŚĂǀĞĐŽŵƉůŝĞĚǁŝƚŚƌĞůĞǀĂŶƚĞƚŚŝĐĂůƌĞƋƵŝƌĞŵĞŶƚƐ
ƌĞŐĂƌĚŝŶŐŝŶĚĞƉĞŶĚĞŶĐĞ͕ĂŶĚƚŽĐŽŵŵƵŶŝĐĂƚĞǁŝƚŚƚŚĞŵĂůůƌĞůĂƚŝŽŶƐŚŝƉƐĂŶĚŽƚŚĞƌŵĂƚƚĞƌƐƚŚĂƚŵĂLJ
ƌĞĂƐŽŶĂďůLJďĞƚŚŽƵŐŚƚƚŽďĞĂƌŽŶŽƵƌŝŶĚĞƉĞŶĚĞŶĐĞ͕ĂŶĚǁŚĞƌĞĂƉƉůŝĐĂďůĞ͕ĂĐƚŝŽŶƐƚĂŬĞŶƚŽĞůŝŵŝŶĂƚĞƚŚƌĞĂƚƐŽƌ
ƐĂĨĞŐƵĂƌĚƐĂƉƉůŝĞĚ͘
&ƌŽŵƚŚĞŵĂƚƚĞƌƐĐŽŵŵƵŶŝĐĂƚĞĚǁŝƚŚƚŚĞĚŝƌĞĐƚŽƌƐ͕ǁĞĚĞƚĞƌŵŝŶĞƚŚŽƐĞŵĂƚƚĞƌƐƚŚĂƚǁĞƌĞŽĨŵŽƐƚƐŝŐŶŝĨŝĐĂŶĐĞ
ŝŶƚŚĞĂƵĚŝƚŽĨƚŚĞĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽĨƚŚĞĐƵƌƌĞŶƚƉĞƌŝŽĚĂŶĚĂƌĞƚŚĞƌĞĨŽƌĞƚŚĞŬĞLJĂƵĚŝƚŵĂƚƚĞƌƐ͘tĞĚĞƐĐƌŝďĞ
these matters in our auditor’s report unless law or regulation pƌĞĐůƵĚĞƐƉƵďůŝĐĚŝƐĐůŽƐƵƌĞĂďŽƵƚƚŚĞŵĂƚƚĞƌŽƌ
ǁŚĞŶ͕ŝŶĞdžƚƌĞŵĞůLJƌĂƌĞĐŝƌĐƵŵƐƚĂŶĐĞƐ͕ǁĞĚĞƚĞƌŵŝŶĞƚŚĂƚĂŵĂƚƚĞƌƐŚŽƵůĚŶŽƚďĞĐŽŵŵƵŶŝĐĂƚĞĚŝŶŽƵƌƌĞƉŽƌƚ
ďĞĐĂƵƐĞƚŚĞĂĚǀĞƌƐĞĐŽŶƐĞƋƵĞŶĐĞƐŽĨĚŽŝŶŐƐŽǁŽƵůĚƌĞĂƐŽŶĂďůLJďĞĞdžƉĞĐƚĞĚƚŽŽƵƚǁĞŝŐŚƚŚĞƉƵďůŝĐŝŶƚĞƌĞƐƚ
ďĞŶĞĨŝƚƐŽĨƐƵĐŚĐŽŵŵƵŶŝĐĂƚŝŽŶ͘
ZĞƉŽƌƚŽŶƚŚĞZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚ
KƉŝŶŝŽŶŽŶƚŚĞZĞŵƵŶĞƌĂƚŝŽŶZĞƉŽƌƚ
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infomedia.com.au 83
84 infomedia.com.au
2024
Annual Report
Additional Shareholder Information
Shareholder information as of 16 August 2024
The following information is presented in compliance with ASX Listing Rules 4.10 (as relevant). The information is current as of 16
August 2024.
1. Number of shareholders, distribution of quoted equity securities and unmarketable parcels
2. Top 20 Registered Shareholders
Range
Securities
%
No. of holders
%
100,001 and Over
331,678,335
88.26
84
1.45
10,001 to 100,000
31,070,633
8.27
1,078
18.65
5,001 to 10,000
6,486,698
1.73
823
14.24
1,001 to 5,000
5,687,031
1.51
2,224
38.47
1 to 1,000
864,303
0.23
1,572
27.19
Total
375,787,000
100.00
5,781
100.00
Unmarketable Parcels
21,735
0.01
315
5.45
Rank
Name
16 Aug 2024
%IC
1
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
98,840,419
26.30
2
J P MORGAN NOMINEES AUSTRALIA PTY LtIMITED
90,069,683
23.97
3
CITICORP NOMINEES PTY LIMITED
69,577,313
18.52
4
BNP PARIBAS NOMS PTY LTD
9,819,507
2.61
5
BNP PARIBAS NOMINEES PTY LTD
9,175,503
2.44
6
MIRRABOOKA INVESTMENTS LIMITED
6,468,818
1.72
7
NATIONAL NOMINEES LIMITED
5,613,279
1.49
8
ANACACIA PTY LTD
4,922,969
1.31
9
CITICORP NOMINEES PTY LIMITED
4,008,828
1.07
10
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
3,908,103
1.04
11
MR RICHARD LEON
2,756,302
0.73
12
BNP PARIBAS NOMINEES PTY LTD
2,508,808
0.67
13
UBS NOMINEES PTY LTD
2,407,645
0.64
14
CITICORP NOMINEES PTY LIMITED
2,224,219
0.59
15
MR PETER ALEXANDER BROWN
1,350,000
0.36
16
PACIFIC CUSTODIANS PTY LIMITED
1,161,638
0.31
17
NEWECONOMY COM AU NOMINEES PTY LIMITED
1,150,727
0.31
18
CERTANE CT PTY LTD
825,000
0.22
19
POWERWRAP LIMITED
715,008
0.19
20
PACIFIC CUSTODIANS PTY LIMITED
625,694
0.17
Total
318,129,463
84.66
Balance of register
57,657,537
15.34
Grand total
375,787,000
100.00
infomedia.com.au 85
2024
Annual Report
Additional Shareholder Information
3. Substantial shareholders
The share balances in this table are extracted from substantial shareholder notices received by the Company.
4. Unquoted Equity Securities – Employee Incentive Plans
Rank
Shareholder
Number of
shares
Voting
Power
Date of last notice
1
VIBURNUM FUNDS PTY LTD ACN 126 348 990
29,457,818
7.84%
8 April 2024
2
PERPETUAL LIMITED and its related bodies corporate
25,429,646
6.76%
18 April 2023
3
YARRA CAPITAL MANAGEMENT LIMITED ACN 003 376 252; YARRA
FUNDS MANAGEMENT LIMITED ACN 005 885 567; YARRA CAPITAL
MANAGEMENT HOLDINGS PTY LTD ACN 614 782 795; YARRA
MANAGEMENT NOMINEES PTY LTD ACN 616 681 068; AA AUSTRALIA
FINCO PTY LTD ACN 614 781 172; TA SP AUSTRALIA TOPCO PTY LTD
ACN 612 486 452; TA UNIVERSAL INVESTMENT HOLDINGS LTD;
TYNDALL EQUIITIES AUSTRALIA PTY LTD ACN 149 370 301
22,292,033
5.93%
5 May 2023
4
CELESTE FUNDS MANAGEMENT LIMITED ACN 098 628 605
19,029,583
5.06%
3 March 2023
5
VANGUARD GROUP INC. and its related bodies corporate
18,805,756
5.004%
14 August 2024
TOTAL
115,014,836
30.61%
Class
Number on issue
Number of holders
Unquoted Share Appreciation Rights
2,605,143
8
Unquoted Performance Rights
1,963,480
13
Unquoted Restricted Stock Units (Equity Bonus Plan)
1,756,483
15
5. Escrowed Securities
Nil.
6. Voting and dividend rights
Fully Paid Ordinary Shares: On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon
a poll shall have one vote for each share represented.
Unquoted Share Appreciation Rights, Performance Rights and Restricted Stock Units: No voting rights apply to the holder unless and
until the unquoted securities are converted to Fully Paid Ordinary Shares.
7. Share buy-back
Infomedia Ltd does not have a current on-market buy-back in operation.
8. Shares purchased on-market
During the reporting period 885,613 shares were purchased on-market at an average price of $1.69 per share to satisfy vested and
future vesting share options or performance rights granted in connection with employee incentive schemes.
9. Corporate Governance Statement
Infomedia’s 2024 Corporate Governance Statement may be found by visiting http://www.infomedia.com.au/governance
2024
Annual Report
Additional Information
All statements other than statements of historical fact included within this report, including statements regarding future goals and objectives of Infomedia, are
forward-looking statements. Forward-looking statements can be identified by such words as ’looking forward’, ‘anticipate’, ‘believe’, ‘could’, ‘estimate’, ‘expect’, ‘future’,
‘intend’, ‘may’, ‘opportunity’, ‘plan’, ‘potential’, ‘project’, ‘seek’, ‘will’ and other similar words. Future looking statements involve risks and uncertainties. These statements are
based on an assessment of present economic and operating conditions, and based on assumptions and estimations regarding future conditions, events and actions. Such
statements do not guarantee future performance, involve risk, and uncertainty. Factors such as these are beyond the control of the company, its directors and management
and could cause Infomedia’s actual results to differ materially from the results expressed in these statements. The Company does not give any assurance that the results,
performance or achievements expresses or implied by the forward-looking statements contained in this report will actually occur. Investors are cautioned not to place
reliance on these forward-looking statements. Infomedia will where required by applicable law and stock exchange listing requirements, revise forward-looking statements
or publish prospective financial information in the future. Whilst all care has been exercised in the preparation of these materials they are not warranted as free from error.
Investors should rely on the Company’s published statutory accounts when forming any investment decisions.
Corporate Directory
INFOMEDIA LTD (ASX:IFM)
ABN 63 003 326 243
DIRECTORS
Bart Vogel – Non-Executive Chairman
Jens Monsees – CEO & Managing Director
Kim Anderson
Jim Hassell
Lisa Harker
Edwina Gilbert
Jon Brett
COMPANY SECRETARY
Daniel Wall
Joanne Hawkins
CHIEF FINANCIAL OFFICER
Chantell Revie
REGISTERED OFFICE
Address
5/155 Clarence Street
Sydney NSW 2000
Telephone
+61 2 9454 1434
Website
www.infomedia.com.au
SHARE REGISTRY
Link Market Services
Level 12, 680 George Street,
Sydney, NSW, 2000
Telephone
+61 1300 554 474
Email
registrars@linkmarketservices.com.au
Website
http://www.linkmarketservices.com.au
AUDITORS
Deloitte Touche Tohmatsu
Quay Quarter Tower
50 Bridge Street
Sydney NSW 2000
Glossary
APAC
Sales region covering the area of Asia
Pacific
ARC
Annual recurring cost
ARR
Annual recurring revenue
Cash EBITDA
Cash earnings; identifies the cash impact
of investing in development costs that
are capitalised: a key internal reporting
metric
cps
Cents per share
CRM
Customer Relationship Management
DaaS
Data as a Service
DMS
Dealer Management System
EBITDA
Earnings before interest, tax,
depreciation and amortisation
EMEA
Sales region covering the area of Europe,
Middle East and Africa
EV
Electric Vehicles
FY24
The financial year from 1 July 2023 to
30 June 2024
MPI
Multipoint inspection
NPAT
Net profit after tax
NPATA
Adjusts NPAT per the income statement
for aquisition expenses and purchase
price accounting
NSC
National Sales Company being a country
or regional distributor for an OEM
OE/OEM
Original Equipment Manufacturer
pcp
Prior corresponding period
ROI
Return on investment
SaaS
Software as a Service
Annual General Meeting 2024
The 2024 Annual General Meeting will be held on 19th
November 2024. Further details about the AGM will be
released with the Notice of Meeting.