2016
Nearmap
Limited
Annual
Report
ABN 37 083 702 907
© Nearmap Ltd 2016
Image (above and cover): Sydney Opera House, Sydney, New South Wales, Australia – May 2016
Scan the code to see this location change over time.
Chairman’s Letter
CEO’s Report
Directors’ Report
Auditor’s Declaration
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Shareholder Information
Corporate Information
6
9
26
48
54
55
56
57
58
88
89
91
93
Image (opposite page and cover): Sydney Opera House, Sydney, New South Wales, Australia – May 2016
2016 Annual Report
2016 Annual Report
5
5
Contents Dear Shareholders
Dear Shareholders
Dear Shareholders
It is a pleasure to present the Nearmap 2016 Annual Report, my fi rst as Chairman.
It is a pleasure to present the Nearmap 2016 Annual Report, my fi rst as Chairman.
It is a pleasure to present the Nearmap 2016 Annual Report, my fi rst as Chairman.
The 2016 fi nancial year has positioned Nearmap for further growth, with achievement on our
three key priorities – accelerated growth in the Australian business, foundations for success
in the United States and enhanced technology leadership.
The 2016 fi nancial year has positioned Nearmap for further growth, with achievement on our
three key priorities – accelerated growth in the Australian business, foundations for success
in the United States and enhanced technology leadership.
The 2016 fi nancial year has positioned Nearmap for further growth, with achievement on our
three key priorities – accelerated growth in the Australian business, foundations for success
in the United States and enhanced technology leadership.
The Australian business demonstrated accelerated growth in fi nancial year 2016 with revenue
The Australian business demonstrated accelerated growth in fi nancial year 2016 with revenue
of $29.7M up 26% and gross profi t of $26.9M up 30% from the prior year. The investment in the
of $29.7M up 26% and gross profi t of $26.9M up 30% from the prior year. The investment in the
Australian business, through enhanced sales and marketing capability and an experienced local
Australian business, through enhanced sales and marketing capability and an experienced local
management team, is driving this growth. We are selling our solutions into a growing Australian
management team, is driving this growth. We are selling our solutions into a growing Australian
market so that in addition to high customer retention rates, we continue to see increased value
market so that in addition to high customer retention rates, we continue to see increased value
of our product to existing customers plus strong growth in new customers.
of our product to existing customers plus strong growth in new customers.
The Australian business demonstrated accelerated growth in fi nancial year 2016 with revenue
of $29.7M up 26% and gross profi t of $26.9M up 30% from the prior year. The investment in the
Australian business, through enhanced sales and marketing capability and an experienced local
management team, is driving this growth. We are selling our solutions into a growing Australian
market so that in addition to high customer retention rates, we continue to see increased value
of our product to existing customers plus strong growth in new customers.
Our international expansion into the United States has made signifi cant progress. Following from our
fi rst commercial sales in the latter half of fi nancial year 2015, the US business generated revenue of
$1M in fi nancial year 2016. A dedicated leadership team encompassing our sales, marketing and fi eld
operations functions is in place and we have built the foundations for strong growth in fi nancial year 2017.
Our international expansion into the United States has made signifi cant progress. Following from our
fi rst commercial sales in the latter half of fi nancial year 2015, the US business generated revenue of
$1M in fi nancial year 2016. A dedicated leadership team encompassing our sales, marketing and fi eld
operations functions is in place and we have built the foundations for strong growth in fi nancial year 2017.
Our international expansion into the United States has made signifi cant progress. Following from our
fi rst commercial sales in the latter half of fi nancial year 2015, the US business generated revenue of
$1M in fi nancial year 2016. A dedicated leadership team encompassing our sales, marketing and fi eld
operations functions is in place and we have built the foundations for strong growth in fi nancial year 2017.
We also enhanced our technology leadership through continued investment in new technology
and product development. While others in the industry just deliver camera systems, or do surveys,
or produce image processing software or deliver maps as a one-off, Nearmap provides solutions
which encompass that whole value chain. In addition, during fi nancial year 2016 we have signifi cantly
enhanced the value of our product with a high effi ciency capture system and enhanced processing
software that delivers richer 3D data to our customers.
We also enhanced our technology leadership through continued investment in new technology
We also enhanced our technology leadership through continued investment in new technology
and product development. While others in the industry just deliver camera systems, or do surveys,
and product development. While others in the industry just deliver camera systems, or do surveys,
or produce image processing software or deliver maps as a one-off, Nearmap provides solutions
or produce image processing software or deliver maps as a one-off, Nearmap provides solutions
which encompass that whole value chain. In addition, during fi nancial year 2016 we have signifi cantly
which encompass that whole value chain. In addition, during fi nancial year 2016 we have signifi cantly
enhanced the value of our product with a high effi ciency capture system and enhanced processing
enhanced the value of our product with a high effi ciency capture system and enhanced processing
software that delivers richer 3D data to our customers.
software that delivers richer 3D data to our customers.
Mr Peter James
Non-Executive Chairman
Mr Peter James
Mr Peter James
Non-Executive Chairman
Non-Executive Chairman
Our balance sheet remains strong with no debt and a healthy cash balance of $12.2M as at year end.
Our growth in Australia and effective management of our balance sheet has allowed us to fund the
US expansion internally.
Our balance sheet remains strong with no debt and a healthy cash balance of $12.2M as at year end.
Our growth in Australia and effective management of our balance sheet has allowed us to fund the
US expansion internally.
Our balance sheet remains strong with no debt and a healthy cash balance of $12.2M as at year end.
Our growth in Australia and effective management of our balance sheet has allowed us to fund the
US expansion internally.
Details on our performance for the year, including the CEO’s Report and full set of fi nancial results,
can be found in the sections following and I encourage you to read them.
Details on our performance for the year, including the CEO’s Report and full set of fi nancial results,
can be found in the sections following and I encourage you to read them.
Details on our performance for the year, including the CEO’s Report and full set of fi nancial results,
can be found in the sections following and I encourage you to read them.
In conclusion, I would like to thank our CEO, Rob Newman, together with his executive team of
Gerhard Beukes, Paul Lapstun, Leah Rankin, John Biviano and Patrick Quigley for their hard work
and achievements to date. We enter the new fi nancial year confi dent that Nearmap is well positioned
for continued growth.
In conclusion, I would like to thank our CEO, Rob Newman, together with his executive team of
In conclusion, I would like to thank our CEO, Rob Newman, together with his executive team of
Gerhard Beukes, Paul Lapstun, Leah Rankin, John Biviano and Patrick Quigley for their hard work
Gerhard Beukes, Paul Lapstun, Leah Rankin, John Biviano and Patrick Quigley for their hard work
and achievements to date. We enter the new fi nancial year confi dent that Nearmap is well positioned
and achievements to date. We enter the new fi nancial year confi dent that Nearmap is well positioned
for continued growth.
for continued growth.
I would also like to thank my fellow Directors and our staff for their contributions and commitment
I would also like to thank my fellow Directors and our staff for their contributions and commitment
I would also like to thank my fellow Directors and our staff for their contributions and commitment
to Nearmap. In particular, I would like to thank Ross Norgard, from whom I took over as Chair
to Nearmap. In particular, I would like to thank Ross Norgard, from whom I took over as Chair
to Nearmap. In particular, I would like to thank Ross Norgard, from whom I took over as Chair
in March 2016 and who remains on the Board with his many years of experience in building the
in March 2016 and who remains on the Board with his many years of experience in building the
in March 2016 and who remains on the Board with his many years of experience in building the
Nearmap business. I would like to welcome Ian Morris to the Board who joined in January 2016.
Nearmap business. I would like to welcome Ian Morris to the Board who joined in January 2016.
Nearmap business. I would like to welcome Ian Morris to the Board who joined in January 2016.
Ian brings considerable U.S. and subscription business experience to the team.
Ian brings considerable U.S. and subscription business experience to the team.
Ian brings considerable U.S. and subscription business experience to the team.
I look forward to an exciting year ahead.
I look forward to an exciting year ahead.
I look forward to an exciting year ahead.
Peter James
Chairman
Peter James
Peter James
Chairman
Chairman
Sydney
Sydney
Sydney
10 October 2016
10 October 2016
10 October 2016
6
6
6
Chairman’s Letter
Chairman's Letter
Chairman's Letter
Chairman's Letter
Image: Adventuredome Theme Park, Las Vegas,
Nevada, United States – February 2016
Image: Adventuredome Theme Park, Las Vegas,
Image: Adventuredome Theme Park, Las Vegas,
Nevada, United States – February 2016
Nevada, United States – February 2016
6
Chairman’s LetterChairman’s LetterChairman’s Letter Adventuredome Theme Park, Las Vegas, Nevada, United States – February 2016 Perth Stadium, Western Australia, Australia – July 2016
Scan the code to see this location change over time.
I am pleased to report that Nearmap
delivered on its three key priorities
for the 2016 fi nancial year. We have
delivered accelerated growth in Australia,
built the foundations for success in
the US and enhanced our technology
leadership. This has positioned Nearmap
for continued growth as a disruptor
in the global location content market.
I am pleased to report that Nearmap
I am pleased to report that Nearmap
I am pleased to report that Nearmap
delivered on its three key priorities
delivered on its three key priorities
delivered on its three key priorities
for the 2016 fi nancial year. We have
for the 2016 fi nancial year. We have
for the 2016 fi nancial year. We have
delivered accelerated growth in Australia,
delivered accelerated growth in Australia,
delivered accelerated growth in Australia,
built the foundations for success in
built the foundations for success in
built the foundations for success in
the US and enhanced our technology
the US and enhanced our technology
the US and enhanced our technology
leadership. This has positioned Nearmap
leadership. This has positioned Nearmap
leadership. This has positioned Nearmap
for continued growth as a disruptor
for continued growth as a disruptor
for continued growth as a disruptor
in the global location content market.
in the global location content market.
in the global location content market.
Dr Rob Newman
Managing Director & CEO
Dr Rob Newman
Managing Director & CEO
Dr Rob Newman
Dr Rob Newman
Managing Director & CEO
Managing Director & CEO
The Australian operations
demonstrate the value and
success of our business model.
We have seen accelerated growth
in our Australian business. On all
important metrics, such as revenue,
annualised contract value (ACV),
customer retention and customer
numbers, that growth has been
experienced across the entire
Australian business. We have
seen the increased value of our
product result in growth not just
in new customers, but also from
increasing business with our
existing customers, and not
isolated to a particular type
of customer or sector.
The Australian operations
The Australian operations
The Australian operations
demonstrate the value and
demonstrate the value and
demonstrate the value and
success of our business model.
success of our business model.
success of our business model.
We have seen accelerated growth
We have seen accelerated growth
We have seen accelerated growth
in our Australian business. On all
in our Australian business. On all
in our Australian business. On all
important metrics, such as revenue,
important metrics, such as revenue,
important metrics, such as revenue,
annualised contract value (ACV),
annualised contract value (ACV),
annualised contract value (ACV),
customer retention and customer
customer retention and customer
customer retention and customer
numbers, that growth has been
numbers, that growth has been
numbers, that growth has been
experienced across the entire
experienced across the entire
experienced across the entire
Australian business. We have
Australian business. We have
Australian business. We have
seen the increased value of our
seen the increased value of our
seen the increased value of our
product result in growth not just
product result in growth not just
product result in growth not just
in new customers, but also from
in new customers, but also from
in new customers, but also from
increasing business with our
increasing business with our
increasing business with our
existing customers, and not
existing customers, and not
existing customers, and not
isolated to a particular type
isolated to a particular type
isolated to a particular type
of customer or sector.
of customer or sector.
of customer or sector.
The fi rst stage of entry into the US
market demonstrated the scope
and potential. We have had early
wins in this market, including from
encumbent providers. We have
also focussed on building the
foundations to better address the
market needs. This included putting
local leadership in place, rebuilding
our go-to-market strategy and
broadening the capability of the
product we deliver in that market.
I am pleased to report that we
delivered on all of this before the
end of fi nancial year 2016. This has
set up Nearmap for stronger growth
in the US market.
The fi rst stage of entry into the US
The fi rst stage of entry into the US
The fi rst stage of entry into the US
market demonstrated the scope
market demonstrated the scope
market demonstrated the scope
and potential. We have had early
and potential. We have had early
and potential. We have had early
wins in this market, including from
wins in this market, including from
wins in this market, including from
encumbent providers. We have
encumbent providers. We have
encumbent providers. We have
also focussed on building the
also focussed on building the
also focussed on building the
foundations to better address the
foundations to better address the
foundations to better address the
market needs. This included putting
market needs. This included putting
market needs. This included putting
local leadership in place, rebuilding
local leadership in place, rebuilding
local leadership in place, rebuilding
our go-to-market strategy and
our go-to-market strategy and
our go-to-market strategy and
broadening the capability of the
broadening the capability of the
broadening the capability of the
product we deliver in that market.
product we deliver in that market.
product we deliver in that market.
I am pleased to report that we
I am pleased to report that we
I am pleased to report that we
delivered on all of this before the
delivered on all of this before the
delivered on all of this before the
end of fi nancial year 2016. This has
end of fi nancial year 2016. This has
end of fi nancial year 2016. This has
set up Nearmap for stronger growth
set up Nearmap for stronger growth
set up Nearmap for stronger growth
in the US market.
in the US market.
in the US market.
Nearmap has also delivered on
our third key priority; we have
enhanced our technology and
product leadership. Nearmap is
unique in bringing together the
complete value chain of capturing
and delivering location content.
This has enabled our disruptive
business model, instant access via
subscription to up to date aerial
imagery. In fi nancial year 2016 we
have signifi cantly enhanced the
value of our product with a high
effi ciency capture system and
improved processing software
that delivers richer data, such
as 3D to our customers.
Nearmap has also delivered on
Nearmap has also delivered on
Nearmap has also delivered on
our third key priority; we have
our third key priority; we have
our third key priority; we have
enhanced our technology and
enhanced our technology and
enhanced our technology and
product leadership. Nearmap is
product leadership. Nearmap is
product leadership. Nearmap is
unique in bringing together the
unique in bringing together the
unique in bringing together the
complete value chain of capturing
complete value chain of capturing
complete value chain of capturing
and delivering location content.
and delivering location content.
and delivering location content.
This has enabled our disruptive
This has enabled our disruptive
This has enabled our disruptive
business model, instant access via
business model, instant access via
business model, instant access via
subscription to up to date aerial
subscription to up to date aerial
subscription to up to date aerial
imagery. In fi nancial year 2016 we
imagery. In fi nancial year 2016 we
imagery. In fi nancial year 2016 we
have signifi cantly enhanced the
have signifi cantly enhanced the
have signifi cantly enhanced the
value of our product with a high
value of our product with a high
value of our product with a high
effi ciency capture system and
effi ciency capture system and
effi ciency capture system and
improved processing software
improved processing software
improved processing software
that delivers richer data, such
that delivers richer data, such
that delivers richer data, such
as 3D to our customers.
as 3D to our customers.
as 3D to our customers.
Image: Perth Stadium, Western Australia, Australia – July 2016
Image: Perth Stadium, Western Australia, Australia – July 2016
Image: Perth Stadium, Western Australia, Australia – July 2016
Image: Perth Stadium, Western Australia, Australia – July 2016
CEO’s Report
CEO’s Report
CEO’s Report
9
CEO’s Report
CEO’s Report
9
9
9
9
CEO’s ReportCEO’s ReportCEO’s ReportCEO’s Report Delivering these three priorities
does not occur without an
underlying effective business
organisation. The Nearmap team
is the foundation upon which we
can achieve our goals. We now
have over 120 employees in two
countries who are working tirelessly
to position us for continued growth.
I would like to take this opportunity
to thank them for their efforts
during the year.
I would also like to thank my
Executive team for the leadership
and direction which they have
provided. Since I commenced in the
role as Managing Director & CEO,
we have strengthened the executive
team with key hires and promotions.
It is a team that can scale with the
growth of Nearmap.
Supporting all of this is a keen focus
across the company on building
shareholder value. Nearmap has
a strong balance sheet, a track
record of growth and demonstrated
the operational leverage of our
business model. We invest in
initiatives that deliver top line
growth, that enhance our industry
leading position while being
disciplined in cost management.
Image: City Beach, Western Australia, Australia – July 2016
10
CEO’s Report
CEO’s Report
A Focus on Execution CEO’s Report
11
Scan the code to see this location change over time.
City Beach, Western Australia, Australia – July 2016 – Grew our Australian ACV (Annualised
Contract Value) portfolio 38%
to $34.4M through a combination
of adding new customers and strong
upsells to existing customers.
– Added over 1,300 additional business
customers, taking the total to 6,800
with over 50,000 active users of the
Nearmap offering.
– Maintained our high customer
retention rate through our unique
offering and keen focus on
understanding how our customers
use our product.
– Continued to diversify our
customer base across a broad
range of industries, customer sizes
and a wide variety of use cases.
– Based on understanding who uses
our product and how it is used,
we have identifi ed the addressable
market for our current product is at
least $250M per year in Australia.
– The portfolio lifetime value of the
Australian customer base is $338M.
Image: Iluka, Western Australia, Australia – July 2016
12
CEO’s Report
CEO’s Report
Delivering Accelerated Growth in Australia Scan the code to see this location change over time.
Iluka, Western Australia, Australia – July 2016 – Built an experienced local leadership
team with skills in sales, marketing
and geospatial technology.
– Rebuilt the marketing strategy with
focussed, content-driven outbound
campaigns.
– Captured fi rst oblique imagery and
3D data, an important requirement
for the US market.
– Achieved an ACV portfolio of
US$1.5M through a combination
of renewals, upsells and adding new
customers including key customer
wins from competitors.
– Won new business as well as key
customer wins from competitors.
– Built partnerships to enhance our
customer reach with OmniEarth,
Folsom Labs and RoofSnap.
Image: Mile High Stadium, Denver,
Colorado, United States – June 2016
14
CEO’s Report
CEO’s Report
Building the Foundations in the US Scan the code to see this location change over time.
Mile High Stadium, Denver, Colorado, United States – June 2016 – Delivered industry leading 3D
data which will open new uses
of Nearmap’s location content.
– First commercial captures with
HyperCamera2, which allow scaling
for high effi ciency operation and large
area captures.
– Proprietary processing software
which delivers new content within
days of capture was enhanced
to allow extraction of 3D data.
– Built our internal systems to allow
Nearmap to scale rapidly and globally.
– Unique business model: instant access
via subscription to full content library.
– Our location content library has
grown to over 800 Terabytes.
Image: Gold Coast, Queensland, Australia – August 2016
16
CEO’s Report
CEO’s Report
Enhancing our Technology Leadership Gold Coast, Queensland, Australia – August 2016 – Experienced team of over 120
in Australia and the US with strong
experience in subscription and
cloud based businesses.
– Enhanced Board depth with the
appointment of Peter James as
Chairman and Ian Morris as US based
Non-Executive Director.
– Considerably strengthened executive
team with key hires and promotions
to provide stronger customer focus.
– Established Nearmap core values
and our company culture. We place
the success of our people, our
customers and our product at the
core of our business.
Above: 2016 Nearmap Australia Team and 2016 Nearmap United States Team.
Image right: Niagara Falls, New York, United States – April 2016.
18
CEO’s Report
CEO’s Report
18
World Class Team Committed to Success Scan the code to see this location change over time.
Niagara Falls, New York, United States – April 2016. The fi nancial year 2016 has been
a transformational year for Nearmap.
We have demonstrated the success
of our business model and shown
that we are a growth company with
a long runway. We are already the
leader in the Australian market
and now a disruptor in the US
market. We have built our team
to allow us to scale and continued
our investment in technology
to extend our lead. In addition,
we have started to build our fi rst
strategic partnerships which will
broaden our customer reach and
add value to location content that
we provide.
As we look forward we see the
continued growth of Nearmap.
Our business model and leadership
in Australia is well established.
We understand how our product
is used and the value it provides
and we see that we are early in
the penetraton of our addressable
market. A similar opportunity exists
in the US. The market dynamics
are different in the US, but we are
a disruptor and based on our early
successes we plan to drive strong
growth in the US.
Looking to the long term we
see the value of Nearmap’s
offering increasing as we serve
a number of rapidly emerging
industries. Automation of tasks
like driving, quoting, planning
and auditing will rely on the
accurate, up to date location
data that Nearmap provides.
Dr Rob Newman
Managing Director & CEO
10 October 2016
Image: Huntington Beach, California, United States – June 2016
20
CEO’s Report
CEO’s Report
In Summary Scan the code to see this location change over time.
Huntington Beach, California, United States – June 2016 Scan the code to see this location change over time.
Residential Development, Azusa, California, United States – July 2014 Residential Development, Azusa, California, United States – September 2014 Residential Development, Azusa, California, United States – May 2015 Residential Development, Azusa, California, United States – June 2016 Directors’ Report
Your Directors submit their report
on the consolidated entity consisting
of Nearmap Ltd and the entities it
controlled at the end of, or during,
the year ended 30 June 2016.
Directors
The names and details of the
Company’s Directors in offi ce
during the fi nancial year and until
the date of this report are as follows.
Directors were in offi ce for this
entire year unless otherwise stated.
Names, qualifi cations,
experience, directorships
and special responsibilities
Dr Rob Newman
B.Eng(1st Hons), Ph.D.
Managing Director & CEO
Mr Peter James BA, FAICD
Non-Executive Chairman
(appointed 18 December 2015)
Peter has enjoyed a successful
business career with a focus on
building emerging technology, media
and telecommunications companies.
Peter is a member of the Australian
Computer Society, a Fellow of the
Australian Institute of Company
Directors and holds a Bachelor
of Arts, Computer Science and
Business Administration degree
from the University of Canberra.
Previously amongst other roles,
Peter was a long term director
of iiNet where he chaired iiNet’s
Strategy and Innovation Committee
and was actively involved in the
$1.5bn sale to TPG.
Current ASX listed company directorships
Nearmap Ltd (since December 2015) –
Chairman
Macquarie Telecom Ltd (ASX:MAQ) –
Chairman
Droneshield Limited (ASX:DRO) – Chairman
Former ASX listed company directorships
in the last 3 years:
iiNet (ASX: IIN – de-listed 2015)
Special duties:
Member of the Nomination
and Remuneration Committee
Chair of the Audit and
Risk Management Committee
Rob was appointed as CEO
of Nearmap on October 2015,
after having been a Non-Executive
Director of Nearmap (formerly
ipernica) for almost 5 years.
He has established a unique track
record as a successful Australian
high technology entrepreneur in
both Australia and Silicon Valley.
He has twice founded and built
businesses based on Australian
technology, both times successfully
entering overseas markets.
These businesses combined
have established market values
of over $200M.
Rob is a trained engineer but has
spent his career in marketing,
business development and general
management in Information
Technology focusing on
communications. Rob also spent
ten years of his career as a venture
capitalist co-founding Stone Ridge
Ventures, and was previously an
investment director for Foundation
Capital. As a venture capitalist,
Rob has extensive experience
in identifying and helping grow
companies with signifi cant
commercial potential, especially
those addressing overseas markets.
In the 1980's, Rob was the
inventor and co-founder of
QPSX Communications Pty Ltd.
After founding the company, Rob
provided the technical leadership
and product strategy. Rob was
instrumental in establishing
QPSX as a worldwide standard for
Metropolitan Area Networks and the
company successfully sold products
to Telecommunication Carriers in
Australia, Europe, Asia and the US.
26
Directors’ Report
Directors’ Report
26
Directors’ Report
Dr Newman has been recognised
with a number of awards including
the Bicentennial BHP Pursuit of
Excellence Award (Youth Category)
and Western Australian Young
Achiever of the Year 1987.
Current ASX listed company directorships
Nearmap Ltd (since February 2011)
Pointerra Limited (ASX: 3DP) – Chairman
Former ASX listed company
directorships in the last 3 years
None
Special duties
None
Ross is also founding Chairman of
Brockman Resources Ltd, now Non-
Executive Director of ASX and Hong
Kong listed Brockman Mining Ltd.
Current ASX listed company directorships
Nearmap Ltd (since 1987)
Brockman Mining Ltd (ASX:BCK)
Former ASX listed company
directorships in the last 3 years
Ammtec Ltd (ASX:AEC) (acquired by
Australian Laboratory Services Pty Ltd)
Special duties
Member of the Nomination
and Remuneration Committee
Member of the Audit and
Risk Management Committee
Mr Ross Norgard FCA
Non-Executive Director
In 1987, Ross became the founding
Chairman of Nearmap Ltd.
Ross Norgard is a Fellow of the
Institute of Chartered Accountants
and former managing partner of Arthur
Andersen and KMG Hungerfords and
its successor fi rms in Perth, Western
Australia. For over 30 years he has
worked extensively in the fi elds of
raising venture capital and the fi nancial
reorganisation of businesses. He has
held numerous positions on industry
committees including past Chairman
of the Western Australian Professional
Standards Committee of the Institute
of Chartered Accountants, a former
member of the National Disciplinary
Committee, former Chairman of the
Friends of the Duke of Edinburgh's
Award Scheme and a former member
of the University of WA's Graduate
School of management (MBA
Program). Mr. Norgard was appointed
Western Australia’s Honorary Consul-
General to Finland.
Mr Ian Morris MBA
Non-Executive Director
(appointed 28 January 2016)
Ian has enjoyed a successful
business career in the US technology
sector. He brings this extensive
and complementary experience
to Nearmap at a time when the
Company is accelerating its growth
in the US.
Mr Morris served as the President and
CEO of Market Leader for more than a
decade, establishing the company as
the leading provider of "software-as-
a-service" solutions to the real estate
industry. Under his leadership, Market
Leader was ranked the 4th fastest
growing technology company in North
America, leading to a successful IPO
in 2004 and the sale of the company
to Trulia in 2013 for US$380 million.
From top to bottom:
Mr Peter James Non-Executive Chairman
Dr Rob Newman Managing Director & CEO
Mr Ross Norgard Non-Executive Director
From top to bottom:
Mr Peter James Non-Executive Chairman
Dr Rob Newman Managing Director & CEO
Mr Ross Norgard Non-Executive Director
Directors’ Report
Directors’ Report
27
27
Directors’ Report
Before joining Market Leader, Ian
spent 7 years at Microsoft where he
led a number of the company’s early
online marketing efforts and later
served as the General Manager of
Microsoft HomeAdvisor.
Ian is a graduate of Bryant University,
holds an MBA from Harvard Business
School and serves as a strategic
advisor and Board member with
a number of leading technology
companies.
Current ASX listed company directorships
Nearmap Ltd (since January 2016)
Former ASX listed company
directorships in the last 3 years
None
Special duties
Member of the Nomination
and Remuneration Committee
Mr Cliff Rosenberg
B.Bus.Sci., M.Sc. Management
Non-Executive Director
Cliff Rosenberg is the Managing
Director for LinkedIn South East Asia,
Australia and New Zealand. LinkedIn
is the world’s largest professional
network with over 430 million
members around the globe, of which
over 8 million are in Australia.
In this role, Cliff’s focus is driving
awareness and uptake of LinkedIn’s
products, including talents solutions,
marketing solutions and sales
solutions. Since January 2010,
Cliff has set up offi ces in Sydney,
Melbourne and Perth, growing the
local team to more than 250 staff,
including sales, marketing and public
relations personnel.
Cliff has a distinguished 20-year
career in the digital space, both as
an entrepreneur and executive. He
was formerly the Managing Director
of Yahoo! Australia and New Zealand
where he was responsible for all
aspects of the local operation for
more than three years. He was a
Non-Executive Director of Australia’s
leading online restaurant booking
platform, dimmi.com.au, which was
sold to Tripadvisor in early 2015.
Prior to joining Yahoo!, Cliff was the
Founder and Managing Director of
iTouch Australia and New Zealand,
a leading wireless application service
provider. He grew the Australian offi ce
to one of the largest mobile content
and application providers in Australia
with key partnerships with companies
such as Ninemsn, Yahoo!, Telstra and
Vodafone. Previously, Cliff was head
of corporate strategy for Vodafone
Australasia and also served as an
international management consultant
with Gemini Consulting and Bain
Consulting. He earned a Master of
Science degree in Management as
well as Bachelor’s degree of Business
Science in Economics and Marketing.
Current ASX listed company directorships
Nearmap Ltd (since July 2012)
Pureprofi le Ltd (ASX:PPL)
Afterpay Ltd (ASX:AFY)
Former ASX listed company
directorships in the last 3 years
None
Special duties
Chair of the Nomination and
Remuneration Committee
Member of the Audit and
Risk Management Committee
From top to bottom:
Mr Ian Morris Non-Executive Director
Mr Cliff Rosenberg Non-Executive Director
From top to bottom:
Mr Ian Morris Non-Executive Director
Mr Cliff Rosenberg Non-Executive Director
28
Directors’ Report
Directors’ Report
28
From top to bottom:
Mr Ian Morris Non-Executive Director
Mr Cliff Rosenberg Non-Executive Director
Directors’ Report
Directors interests in the shares and options of the Company
As at the date of this report, the interests of the Directors in the shares and options of Nearmap Ltd were:
P James
R Norgard
R Newman
C Rosenberg
I Morris
Ordinary shares
190,000
50,076,295
5,000,000
2,901,000
-
Options over ordinary shares
2,500,000
-
3,000,000
1,500,000
1,500,000
Corporate structure
Nearmap Ltd is a company limited
by shares incorporated and domiciled
in Australia.
Nature of operations
and principal activities
The principal activity of the
consolidated entity during the course
of the fi nancial year was online aerial
photomapping via its 100% owned
subsidiaries Nearmap Australia
Pty Ltd and Nearmap US Inc.
Business model
Nearmap is an innovative online
PhotoMap content provider that
creates high quality current and
changing maps. The Company
generates revenues through
licensing its content to a broad range
of customers such as government
agencies, the commercial sector
and small to medium enterprises.
Nearmap’s breakthrough technology
has been designed to fully automate
the process of creating a high
defi nition PhotoMap of large areas
such as cities quickly and in a cost
effective fashion. The technology
enables PhotoMaps to be updated
more frequently than other providers,
which can be months, if not years out
of date.
Nearmap’s strategy is to effectively
monetise all of its content by providing
convenient access to the content
via desktop and mobile platforms,
and through subscription models
and value add products supported
by e-commerce facilities.
The pivotal features underpinning the
success of the Nearmap business
model are:
– the frequency with which this
data is updated;
– the clarity (resolution) of the
PhotoMaps; and
– the availability of previous surveys on
the same platform, allowing users to
track changes at locations over time.
Nearmap’s balance sheet remains
strong with no debt and a strong
cash balance. During the year ended
30 June 2016, Nearmap invested in
sales and marketing in the Australian
business, the US expansion, and the
HyperCamera2 system. Our cash
balance remains strong at $12.2m
at 30 June 2016.
Cash receipts from customers for
the year were $37.3m compared
to $26.9m for the previous year,
an increase of $10.4m (39%).
Dividends
No dividends have been paid or
proposed in respect of the current
year (2015: nil).
Consolidated result
The consolidated entity’s result after
provision for income tax was a loss
of $7.1m (2015: loss of $0.8m).
Review and results of operations
For the year ended 30 June 2016,
Nearmap reported total revenue of
$31.3m, up 20% on corresponding
prior year revenue of $26.1m,
underpinned by continued customer
retention and growth in the customer
base.
Environmental regulation
and performance
The current activities of Nearmap
are not subject to any signifi cant
environmental regulation. However,
the Board believes that Nearmap has
adequate systems in place to manage
its environmental obligations and is
not aware of any breach of those
environmental requirements as they
apply to Nearmap.
Directors’ Report
Directors’ Report
29
29
Directors’ Report
Signifi cant changes
in the state of affairs
a) In August 2015, two US patents
for next-generation aerial camera
systems were granted, with
several more US patents pending.
Progress continues to be made
on the HyperCamera2 aerial
camera system, which is designed
to capture multi-directional
oblique views at very high capture
effi ciencies.
b) On 15 October 2015, Dr Rob
Newman was appointed Managing
Director and Chief Executive
Offi cer of Nearmap while Mr
Gerhard Beukes was promoted
to Chief Operating Offi cer.
Mr Beukes continues in his role
of Chief Financial Offi cer.
c) On 18 December 2015, the
Company appointed Mr Peter
James as Deputy Chair and Non-
Executive Director of the Company.
Peter is an independent director
under the Company’s defi nition of
independence and is a member of
the Nomination and Remuneration
Committee and the Audit and Risk
Management Committee.
d) On 7 December 2015, Nearmap
announced the signing of a
major contract with an existing
customer, which increased its
annual contract value to $1.47m.
This contract demonstrated
Nearmap’s successful business
model of working in partnership
with customers to grow wider and
deeper adoption of Nearmap’s
product, adding more value to its
customers’ business.
Prospects for future years
The Directors believe that the
business strategies put in place will
ensure that the Group continues on
its growth trajectory in the foreseeable
future. Nearmap is primed to continue
generating value to its shareholders in
future years, subject to a stable macro-
economic environment. The Group will
continue to seek new opportunities
to build scale and to broaden its
customer base.
The Group faces a number of risks,
including availability and cost of funds,
which may impact on its ability to
achieve its revenue targets.
Indemnifi cation and
insurance of Directors
During the fi nancial year, the Group
paid a premium to insure the Directors
and offi cers of the Group. The
liabilities insured are legal costs that
may be incurred in defending civil
or criminal proceedings that may be
brought against the offi cers in their
capacity as offi cers of entities in the
Group, and any other payments arising
from liabilities incurred by the offi cers
in connection with such proceedings.
This does not include such liabilities
that arise from conduct involving a
wilful breach of duty by the offi cers
or the improper use by the offi cers
of their position or of information to
gain advantage for themselves or
someone else or to cause detriment
to the Company. It is not possible
to apportion the premium between
amounts relating to the insurance
against legal costs and those relating
to other liabilities.
e) On 28 January 2016, Nearmap
appointed Mr Ian Morris as a Non-
Executive Director of the Company.
Ian is an independent director
under the Company’s defi nition of
independence and is a member of
the Nomination and Remuneration
Committee.
f) On 18 March 2016, Nearmap
appointed Mr Peter James as the
new Chair of the Company. The
previous Chair, Mr Ross Norgard,
remains on the Board as a Non-
Executive Director.
g) On 31 May 2016, Nearmap
announced that it had signed
a signifi cant new one year
subscription contract with an
existing customer, one of Australia’s
largest digital infrastructure
companies. The new contract has
an annual value of $1.1m and is the
second in excess of $1m executed
by Nearmap in FY16.
h) On 23 June 2016, Nearmap
announced a new strategic
partnership with OmniEarth,
the US based leader in the Earth
observation and geoanalysis
industry, for nationwide high-
resolution aerial imagery.
Signifi cant events
subsequent to balance date
There were no matters or
circumstances specifi c to the Group
that have arisen since 30 June 2016
that have signifi cantly affected or may
signifi cantly affect:
– the Group’s operations in future
fi nancial years; or
– the results of those operations
in future fi nancial years; or
– the Group’s state of affairs
in future fi nancial years.
30
Directors’ Report
Directors’ Report
30
Directors’ Report
Share options
As at 30 June 2016 there were 37,445,000 unissued ordinary shares under options. Refer to note 6 of the fi nancial
statements for further details of the employee options outstanding.
Directors’ meetings
The number of meetings of Directors (including meetings of committees of Directors) held during the fi nancial year and the
number of meetings attended by each Director was as follows:
Full Board
Meetings
B
4
8
7
7
4
1
A
4
8
8
8
4
1
Audit and Risk
Committee Meetings
B
1
2
1
2
-
-
A
1
2
1
2
-
-
Nomination and
Remuneration
Committee Meetings
B
2
2
-
2
2
-
A
2
2
-
2
2
-
P James1
R Norgard
R Newman2
C Rosenberg
I Morris3
S Crowther4
1 Appointed as Director 18 December 2015.
2 Mr. Newman stepped down from the Audit and Risk Committee and the Nomination and Remuneration Committee upon his appointment into
an executive role on 15 October 2015.
3 Appointed as Director 28 January 2016.
4 Ceased as Director 15 October 2015.
A Number of meetings held during the time the Director held offi ce and the Director was eligible to attend.
B Number of meetings attended.
Rounding of amounts
The Group is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191
and in accordance with that instrument, amounts in the consolidated fi nancial report and Directors’ Report have been
rounded off to the nearest thousand dollars, unless otherwise stated.
Directors’ Report
Directors’ Report
31
31
Directors’ Report
Remuneration Report (Audited)
This report outlines the remuneration
arrangements in place for Directors
and key management personnel of
Nearmap Ltd (the Company) and the
consolidated entity (the Group).
The Remuneration Report is set out
under the following main headings:
A. Principles used to determine the
nature and amount of remuneration;
B. Details of remuneration;
C. Employment contracts;
D. Share based compensation;
E. Transactions of key management
personnel;
F. Additional information; and
G. Shares under option.
The information provided in this
Remuneration Report has been audited
as required by section 308(3C) of the
Corporations Act 2001.
A. Principles used to
determine the nature and
amount of remuneration
Remuneration philosophy
The performance of the Company
depends upon the quality of its
Directors and executives. To prosper,
the Company must attract, motivate
and retain highly skilled Directors and
executives.
To this end, the Company embodies
the following principles in its
remuneration framework:
– Provide competitive rewards to
attract high calibre executives;
– Link executive rewards to
shareholder value; and
– Establish appropriate, demanding
performance hurdles in relation to
variable executive remuneration.
Nomination and
Remuneration Committee
The Nomination and Remuneration
Committee of the Board of Directors
of the Company is responsible
for determining and reviewing
compensation arrangements for the
Directors, the Managing Director (MD)
and the senior management team and
ensuring that the Board continues
to operate within the established
guidelines, including when necessary,
selecting candidates for the position
of Director.
The Nomination and Remuneration
Committee assesses the
appropriateness of the nature and
amount of remuneration of Directors
and key management personnel on a
periodic basis by reference to relevant
employment market conditions with
the overall objective of ensuring
maximum stakeholder benefi t from
the retention of a high quality Board
and executive team.
The amount of aggregate
remuneration sought to be approved
by shareholders and the manner
in which it is apportioned amongst
Directors is reviewed annually.
i) Services from remuneration
consultants
The Board periodically reviews the
level of fees paid to Non-Executive
Directors, including seeking external
advice. A review was undertaken
during FY15 with the assistance of
PwC. No change was made to fees,
as the current level of fees is deemed
appropriate.
Remuneration structure
In accordance with best practice
corporate governance, the structure
of Non-Executive Director and key
management personnel remuneration
is separate and distinct.
Non-Executive Director remuneration
Objective The Board seeks to set
aggregate remuneration at a level
which provides the Company with the
ability to attract and retain Directors
of the highest calibre, whilst incurring
a cost which is acceptable to
shareholders.
Structure The Constitution and
the ASX Listing Rules specify that
the aggregate remuneration of
Non-Executive Directors shall be
determined from time to time by a
general meeting. An amount not
exceeding the amount determined is
then divided between the Directors as
agreed. The latest determination was
at the Annual General Meeting (AGM)
held on 30 November 2015 when
shareholders approved an aggregate
remuneration of $500,000 per year.
32
Directors’ Report
Directors’ Report
32
Directors’ Report
Remuneration Report (Audited)
A. Principles used to
determine the nature and
amount of remuneration
(cont.)
Remuneration structure (cont.)
Voting and comments made
at the Company’s 2015 Annual
General Meeting
The Company received 16.69% “no”
votes on its Remuneration Report for
the 2015 fi nancial year. The Company
did not receive any specifi c feedback
at the AGM or throughout the year on
its remuneration practices.
Each Director receives a fee for
being a Director of the Company.
A further fee is paid where additional
time commitment is required like that
being required by the Chairman of
the Company.
Key management personnel and
Executive Director remuneration
Objective The Company aims to
reward executives with a level and
mix of remuneration commensurate
with their position and responsibilities
within the Company and so as to:
– reward executives and individual
performance against key
performance indicators;
– align the interests of executives
with those of shareholders;
– link reward with the strategic goals
and performance of the Group; and
– ensure total remuneration is
competitive by market standards.
Structure Remuneration typically
consists of the following key elements:
Variable Remuneration —
Short Term Incentive (STI)
Objective The objective of the STI
program is to link the achievement of
the Company’s operational targets
with the remuneration received by
the employees charged with meeting
those targets. The total potential STI
where available is set at a level so
as to provide suffi cient incentive to
employees to achieve the operational
targets and such that the cost to
the Company is reasonable in the
circumstances.
Structure Actual STI payments
granted to each employee depend on
the extent to which specifi c operating
targets set are met. The operational
targets consist of a number of Key
Performance Indicators (KPIs)
covering both fi nancial and non-
fi nancial measures of performance.
Typically included are measures
such as contribution to net profi t
after tax, customer management
and leadership/team contribution.
– Fixed Remuneration
– Variable Remuneration
– Short Term Incentive (STI); and
– Long Term Incentive (LTI).
The proportion of fi xed remuneration
and variable remuneration (potential
short term and long term incentives) is
established for each key management
personnel by the Nomination and
Remuneration Committee.
Fixed Remuneration
Objective The level of fi xed
remuneration is set so as to provide
a base level of remuneration which
is both appropriate to the position
and is competitive in the market.
Fixed remuneration is reviewed
annually by the Nomination and
Remuneration Committee and the
process consists of a review of
individual performance, relevant
comparative remuneration in the
market and internal and, where
appropriate, external advice on
policies and practices.
The Board determined that no
increase would be made to the
fi xed remuneration for the Managing
Director and all other key management
Personnel in the 2016 fi nancial year as
the current level of remuneration was
considered appropriate.
Structure Senior executives are given
the opportunity to receive their fi xed
(primary) remuneration in a variety
of forms including cash and fringe
benefi ts such as motor vehicles and
expense payment plans. It is intended
that the manner of payment chosen
will be optimal for the recipient without
creating undue cost for the Company.
Directors’ Report
Directors’ Report
33
33
Directors’ Report
Remuneration Report (Audited)
A. Principles used to
determine the nature and
amount of remuneration
(cont.)
Remuneration structure (cont.)
On an annual basis, after
consideration of performance against
KPIs, an overall performance rating
for the Group and each individual’s
performance is made and is taken
into account when determining the
amount, if any, of the short term
incentive pool to be allocated to each
employee. The aggregate of annual
STI payments available for employees
across the Group is subject to the
approval of the Nomination and
Remuneration Committee. Payments
made are usually delivered as a cash
bonus. However, STI payments are
subject to discretion by the Board
based on performance at the end
of the year.
Variable Remuneration –
Long Term Incentive (LTI)
Objective The objective of the
LTI plan is to reward employees in
a manner which aligns this element
of remuneration with the creation
of shareholder wealth.
Australian employees
Options are granted with a strike price
of at least 143% of the share price
prevailing at the time of the grant.
Executives are therefore required to
achieve a fi xed increase in share price
of more than 43% before any value
attracts to the individual.
The options have a 4 year term
with the following service condition
structures:
– service vesting condition of 1 year
for 50% of each tranche granted
and 2 years for the second 50%
tranche, or;
– service vesting condition of 1 year
for 33% of each tranche granted,
2 years for 33% of the next tranche
and 3 years for the remaining 34%.
There are no performance related
vesting conditions. The Board believes
that this is a challenging fi xed target in
share price over the option term and is
therefore an appropriate mechanism to
align company performance with that
of the individual.
An employee loan scheme
arrangement exists should an
employee elect to apply for a loan on
exercise of options, which may be
granted subject to Nomination and
Remuneration Committee discretion.
Structure LTI grants to employees
are delivered in the form of options
and the amount is determined by
the Nomination and Remuneration
Committee having regard to:
– the seniority of the relevant
Eligible Person and the position
the Eligible Person occupies within
the Company;
– the length of service of the
Eligible Person with the Group;
– the record of employment of the
Eligible Person with the Group;
– the potential contribution of the
Eligible Person to the growth of
the Group;
– the extent (if any) of the existing
participation of the Eligible Person
(or any Permitted Nominee in
relation to that Eligible Person)
in the Plan; and
– any other matters which the
Board considers relevant.
United States employees
Options are granted with a strike price
of the share price prevailing at the time
of the grant.
.
The options have a 5 year term and
a service vesting condition of 1 year
for 25% of each tranche granted and
then in equal tranches at 3 monthly
intervals to 4 years for the remaining
75%. There are no performance
related vesting conditions. The
Board believes that this structure
is necessary to attract and retain
high calibre executives to deliver
the Group’s strategy in the United
States market. The Board ensures the
alignment of company performance
with that of the individual through the
STI program as documented above.
34
Directors’ Report
Directors’ Report
34
Directors’ Report
Remuneration Report (Audited)
A. Principles used to determine the nature and amount of remuneration (cont.)
Remuneration structure (cont.)
Group performance
The overall level of executive reward takes into account the nature of the technology commercialisation business and realistic
timeframes for generating profi ts. In particular, executive rewards recognise the commercialisation of the Nearmap business
and future shareholder wealth contained therein and progress in unlocking the value created to date. Executive performance
of the Group has been reviewed over the past 5 years taking into account future shareholder wealth and profi t performance.
In considering the Group’s performance and benefi ts for shareholder wealth, the Nomination and Remuneration Committee
has given regard to the following indices in respect of the current fi nancial year over the last 5 fi nancial years.
Revenue
EBITDA (earnings before interest,
tax, depreciation and amortisation)1
Change in share price
2016
$’000
$31,289
$632
($0.18)
2015
$’000
$26,124
$944
$0.16
2014
$’000
$20,069
$3,384
$0.17
2013
$’000
$12,766
$752
$0.22
2012
$’000
$6,106
($5,941)
($0.03)
1 EBITDA also excludes R&D tax rebates, foreign currency differences and impairment adjustments.
The graph below shows Nearmap’s closing share price since 1 July 2012 and the relative performance against the ASX
All Ordinaries.
NEA
AORD
0.9
0.8
0.7
0.6
0.5
0.4
0.3
0.2
0.1
0
70,000
60,000
50,000
40,000
30,000
20,000
10,000
0
30/06/2012
31/12/2012
30/06/2013
31/12/2013
30/06/2014
31/12/2014
30/06/2015
31/12/2015
30/06/2016
Directors’ Report
Directors’ Report
35
35
Directors’ Report
Remuneration Report (Audited)
B. Details of remuneration
Directors
The following persons were Directors of the Company during the fi nancial year:
P James
R Norgard
S Crowther
R Newman
C Rosenberg
I Morris
Non-Executive Chairman (appointed as Deputy Chairman on 18 December 2015,
appointed Chairman on 18 March 2016)
Non-Executive Director (resigned as Non-Executive Chairman on 18 March 2016)
Chief Executive Offi cer (ceased 15 October 2015)
Chief Executive Offi cer (appointed as Chief Executive Offi cer on 15 October 2015,
previously Non-Executive Director)
Non-Executive Director
Non-Executive Director (appointed 28 January 2016)
Other key management personnel
The following persons also had authority and responsibility for planning, directing and controlling the activities of the Group,
directly or indirectly, during the fi nancial year:
G Beukes
P Lapstun
P Peterson
L Rankin
J Biviano
P Quigley
Chief Financial Offi cer and Chief Operating Offi cer
Chief Technology Offi cer
Senior Vice President of Product and Engineering (resigned 29 December 2015)
Vice President of Product and Engineering (promoted to VP of Product and Engineering
on 1 January 2016)
Senior Vice President and General Manager Australia (became a key management
personnel on 1 July 2015)
Senior Vice President and General Manager North America (appointed on 31 January 2016)
36
Directors’ Report
Directors’ Report
36
Directors’ Report
Remuneration Report (Audited)
B. Details of remuneration (cont.)
Details of the remuneration of the Directors and the key management personnel (as defi ned in AASB 124 Related
Party Disclosures):
Short-term
Long-term
Non-Executive Directors
P James3
R Norgard4
R Norgard
C Rosenberg
C Rosenberg
I Morris5
Salary
& Fees8
44,140
64,057
91,324
63,926
51,750
31,963
Non
Monetary2
-
-
-
-
-
-
Cash
Bonus
-
-
-
-
-
-
2016
2016
2015
2016
2015
2016
Subtotal Non-Executive Directors
Long
Service
Leave
-
-
-
-
-
-
Post
employment
benefi ts
4,193
8,025
8,676
6,074
4,916
3,037
Share-
based
Payment
options1
85,918
-
-
60,699
3,858
59,072
Percentage
performance
related
-
-
-
-
-
-
Total
134,251
72,082
100,000
130,699
60,524
94,072
Executive Directors
R Newman6
R Newman
Former Executive Directors
S Crowther7
S Crowther
2016
2015
204,086
143,074
-
-
-
-
-
-
21,329
13,592
205,689
3,858
431,104
160,524
2016
2015
356,971
56,668
42,896
-
184,080
-
133
-
19,308
-
121,399
3,858
724,787
60,526
2016
2015
485,642
435,718
116,034
63,787
-
140,000
-
15,064
6,841
21,162
-
608,517
727,303 1,403,034
25%
-
-
10%
1 AASB 2 accounting value determined at grant date, recognised over related vesting periods, plus any incremental benefi t to key management
personnel as the result of the grant of a limited recourse loan per the employee loan scheme as disclosed in note 6(i) per the fi nancial statements.
2 Non-monetary benefi ts include the cost to the Company of providing vehicle, living away from home benefi ts and accommodation.
3 Mr James was appointed as Non-Executive Deputy Chairman on 18 December 2015, and was subsequently appointed as Non-Executive
Chairman on 18 March 2016.
4 Mr Norgard resigned as Non-Executive Chairman on 18 March 2016.
5 Mr Morris was appointed as Non-Executive Director on 28 January 2016.
6 Mr Newman was appointed as Chief Executive Offi cer on 15 October 2015. Prior to that appointment, he was a Non-Executive Director
of the Company.
7 Mr Crowther ceased employment on 15 October 2015.
8 Includes annual leave.
Directors’ Report
Directors’ Report
37
37
Directors’ Report
Remuneration Report (Audited)
B. Details of remuneration (cont.)
Other key management personnel (Group)
G Beukes3
G Beukes
P Lapstun
P Lapstun
L Rankin4
L Rankin
J Biviano
J Biviano
P Quigley5
2016
2015
2016
2015
2016
2015
2016
2015
2016
Salary
& Fees7
281,767
241,263
280,210
247,552
193,479
113,653
325,889
102,471
137,737
Sub-total other key management personnel
Non
Monetary2
-
-
-
-
-
-
-
-
-
Short-term
Long-term
Long
Service
Leave
7,437
2,975
3,046
1,281
129
42
170
38
-
Post
employment
benefi ts
19,308
22,267
19,308
22,425
18,335
12,667
19,308
7,290
14,405
Share-
based
Payment
options1
351,184
562,380
351,507
417,346
44,370
11,725
269,913
88,768
87,778
Percentage
performance
related
15%
11%
19%
13%
23%
13%
18%
38%
25%
Total
772,196
928,885
804,071
788,604
332,963
158,087
746,246
321,875
321,862
Cash
Bonus
112,500
100,000
150,000
100,000
76,650
20,000
130,966
123,308
81,942
2016 1,219,082
704,939
2015
-
-
552,058
343,308
10,782
4,336
90,664 1,104,752
64,649 1,080,219
2,977,113
2,197,451
Former key management personnel (Group)
P Peterson6
P Peterson
2016
2015
187,098
254,218
Total Directors and key management personnel
2016 2,452,879
2015 1,594,617
-
-
-
100,000
-
1,553
9,654
22,583
76,647
365,440
273,399
743,794
-
13%
158,930
63,787
736,138
583,308
10,915
20,953
147,796 1,508,487
5,014,920
121,986 2,180,678 4,565,329
1 AASB 2 accounting value determined at grant date, recognised over related vesting periods, plus any incremental benefi t to key management
personnel as the result of the grant of a limited recourse loan per the employee loan scheme as disclosed in note 6(i) per the fi nancial statements.
2 Non-monetary benefi ts include the cost to the Company of providing vehicle, living away from home benefi ts and accommodation.
3 Mr Beukes was appointed as Chief Operating Offi cer on 15 October 2015. He remains the Chief Financial Offi cer of the Company.
4 Ms Rankin was promoted to VP of Engineering and Product on 1 January 2016.
5 Mr Quigley joined the Company as Senior Vice President and General Manager North America on 31 January 2016.
6 Mr Peterson resigned on 29 December 2015.
7 Includes annual leave.
38
Directors’ Report
Directors’ Report
38
Directors’ Report
Remuneration Report (Audited)
B. Details of remuneration (cont.)
Name
Non-Executive Directors
P James
R Norgard
C Rosenberg
I Morris
Former Executive Director
S Crowther
Executive Director
R Newman
Other key management personnel
G Beukes
P Lapstun
L Rankin
J Biviano
P Quigley
Former other key management personnel
P Peterson
Salaries and benefi ts
2016
Fixed remuneration
LTI1
2016
At risk – STI
2016
36%
100%
54%
37%
100%
58%
40%
38%
64%
46%
47%
72%
64%
-
46%
63%
-
17%
45%
44%
13%
36%
27%
28%
-
-
-
-
-
25%
15%
19%
23%
18%
25%
-
1 LTI awards have service related vesting conditions. See Section A for further details on the remuneration structure of Directors and key
management personnel.
Directors’ Report
Directors’ Report
39
39
Directors’ Report
Remuneration Report (Audited)
C. Employment contracts
All executive employees and key management personnel are employed under contract. All executives have ongoing
contracts and as such only have commencement dates and no expiry dates. Details of key management personnel and
executives contracts as at 30 June are:
Name
R Newman
G Beukes
P Lapstun
L Rankin
J Biviano
P Quigley
Notice period for termination at will
6 months
4 months
4 months
4 months
3 months
No notice period
Notice period for termination at cause
6 months
4 months
4 months
4 months
3 months
No notice period
– On resignation any unvested options are forfeited. Limited recourse loans (LRLs) are only granted to key management
personnel in respect of vested options, therefore the loans are not subject to cancellation on resignation.
– The Company may terminate an employment agreement by providing the respective written notice period or provide
payment in lieu of the notice period (based on the fi xed component of remuneration). On such termination by the
Company, any LTI options that have vested, or will vest during the notice period will be required to be exercised within
180 days from termination date (unless agreed otherwise by the Company) or their options expiry date if earlier.
LTI options that have not yet vested will be forfeited.
– The Company may terminate an employment contract at any time without notice if serious misconduct has occurred.
Where termination with cause occurs, the employee is only entitled to that portion of remuneration which is fi xed, and
only up to the date of termination. On termination with cause any unvested options will immediately be forfeited.
– If an employee ceases to be employed by the Company (including by way of resignation, retirement, dismissal, etc) and
has an outstanding LRL, the employee may elect to have the Company sell the loan shares and apply the net proceeds
of the sale in repayment of the loan or repay the outstanding amount on the loan. This determination must generally be
made within 1 month of the date of ceased employment.
– There are no formal contracts between the Company and Non-Executive Directors in relation to remuneration other than
the letter of appointment that stipulates the remuneration as at the commencement date.
40
Directors’ Report
Directors’ Report
40
Directors’ Report
Remuneration Report (Audited)
D. Share based compensation
Options
A share option incentive scheme has been established whereby Directors and certain employees of the Group may be
issued with options over the ordinary shares of the Company. The options, which are usually issued for nil consideration
at an exercise price calculated with reference to prevailing market prices and a 43% premium thereon are issued in
accordance with performance guidelines established by the Directors of the Company. The options are issued for terms
of up to 4 years and are exercisable on various dates (usually in 2 or 3 equal annual tranches when vested) within 4 years
from the issue date.
The options only vest under certain conditions, principally centred on the employee still being employed, or the Director
still engaged, at the time of vesting (that is, once the service has been satisfi ed). The options cannot be transferred without
the approval of the Company’s Board and are not quoted on the ASX. As a result plan participants may not enter into any
transaction designed to remove the “at risk” aspect of an option before it is exercised.
Options were issued to Directors and key management personnel during the year ended 30 June 2016, refer to the table
below and note 6 per the fi nancial statements for details.
Limited recourse loans (LRL)
Nearmap’s Employee Share Option Plan includes an Employee Loan Scheme that permits Nearmap to grant fi nancial
assistance to employees by way of LRLs to enable them to exercise options and acquire shares. Interest on the loans is
payable by key management personnel at loan maturity and accrues daily. During the year the shareholders resolved to
allow the Company to determine the rate of interest applicable to LRLs (currently the cash rate set by the Reserve Bank of
Australia). Previously this was set at a statutory interest rate. Loans are repayable three years after the issue date subject to
the total share value being greater that the loan’s principal plus accrued interest. The date of alteration was 30 November
2015, and the market price of the underlying equity on that date was $0.37. There were no other changes to the terms of the
grant prior to and after the modifi cation.
Employee
Surname
Beukes
Lapstun
Lapstun
Beukes
Beukes
Beukes
Beukes
Beukes
Employee
First Name
Gerhard
Paul
Paul
Gerhard
Gerhard
Gerhard
Gerhard
Gerhard
No. of
Options
1,000,000
2,500,000
2,500,000
750,000
750,000
750,000
750,000
1,000,000
Grant
Date
9 Dec 2013
8 Mar 2014
8 Mar 2015
19 Dec 2013
19 Dec 2013
4 Apr 2014
4 Apr 2015
9 Dec 2013
Maturation
Date
7 Dec 2013
8 Mar 2017
17 Apr 2015
27 Mar 2015
27 Mar 2015
17 Apr 2015
17 Apr 2015
7 Dec 2013
Exercise
Price Pre
Modifi cation
0.0896
0.1787
0.1776
0.4955
0.5153
0.6310
0.6273
0.0896
Exercise
Price Post
Modifi cation
0.0862
0.1705
0.1637
0.4764
0.4803
0.6004
0.5767
0.0862
Pre
Modifi cation
Fair Value
0.0344
0.0407
0.0720
0.0259
0.0259
0.0331
0.0666
0.0338
Post
Modifi cation
Fair Value
0.0349
0.0421
0.0746
0.0278
0.0278
0.0367
0.0708
0.0343
Directors’ Report
Directors’ Report
41
41
Directors’ Report
Directors’ Report
Remuneration Report (Audited)
Directors’ Report
Remuneration Report (Audited)
Remuneration Report (Audited)
D. Share based compensation (cont.)
D. Share based compensation (cont.)
Compensation options
D. Share based compensation (cont.)
Each option entitles the holder to subscribe for one fully paid ordinary share in the entity at an exercise price determined
Compensation options
Compensation options
at a 43% premium to the market price of the shares on the date of grant. When an individual is granted a LRL to exercise
Each option entitles the holder to subscribe for one fully paid ordinary share in the entity at an exercise price determined
Each option entitles the holder to subscribe for one fully paid ordinary share in the entity at an exercise price determined
their option, the effect is to extend the life of the original option. The exercise price includes interest accrued.
at a 43% premium to the market price of the shares on the date of grant. When an individual is granted a LRL to exercise
at a 43% premium to the market price of the shares on the date of grant. When an individual is granted a LRL to exercise
their option, the effect is to extend the life of the original option. The exercise price includes interest accrued.
their option, the effect is to extend the life of the original option. The exercise price includes interest accrued.
Exercise Price
per share
Exercise Price
(options)/
Exercise Price
per share
Value per
Current
per share
(options)/
Option/
price
(options)/
Value per
Current
Value per
Current
Share at
per share
Option/
price
price
Option/
Grant Date1
(loans)2
Share at
per share
per share
Share at
$
$
(loans)2
Grant Date1
(loans)2
Grant Date1
Vesting
Date
$
$
$
$
Value of
exercised
Value of
during the
exercised
period3
during the
$
period3
$
Value of
exercised
Expiry
during the
Date
Expiry
period3
$
Date
Vesting
Date
Vesting
Date
Expiry
Date
Cancelled
or expired
Cancelled
during the
or expired
during the
period Grant Date
Cancelled
or expired
during the
Granted
during the
Granted
Granted
period
during the
during the
period
period
Vested
during the
Vested
Vested
period
during the
during the
period
period
Exercised
Unvested
at balance during the
Exercised
Unvested
Exercised
Unvested
period
date
at balance during the
at balance during the
period
date
period
date
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Number
Number
Number
period Grant Date
period Grant Date
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
0.1125
0.1125
0.1125
0.1135
0.1135
0.1135
Mar 16
Mar 16
Mar 16
Nov 15
Nov 15
Nov 15
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
0.1125
0.1125
0.1125
0.1125
0.1125
0.1125
0.1135
0.1135
0.1135
0.1135
0.1135
0.1135
Mar 16
Mar 16
Mar 16
Mar 16
Mar 16
Mar 16
Nov 15
Nov 15
Nov 15
Nov 15
Nov 15
Nov 15
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
833,333
833,333
833,333
833,333
833,334
833,333
833,333
833,334
833,334
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
30 June 2016
Directors
30 June 2016
30 June 2016
P James
Directors
Directors
- Options
P James
P James
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
R Newman
R Newman
- Options
R Newman
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
C Rosenberg
C Rosenberg
- Options
C Rosenberg
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
I Morris
I Morris
- Options
I Morris
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
Former Director
Former Director
S Crowther
S Crowther
Former Director
-
2,500,000
- Options
2,500,000
- Options
S Crowther
-
2,500,000
- Options
2,500,000
- Options
-
- Options
2,500,000
1,000,000
- Options
-
1,000,000
- Options
-
2,500,000
- Options
1,000,000
- Options
-
1,000,000
- Options
1,000,000
- Options
-
- LRL4
-
- LRL4
5,000,000
-
1,000,000
- Options
-
-
- LRL
5,000,000
-
- LRL
- LRL4
5,000,000
-
- LRL
5,000,000
-
1 AASB 2 accounting value determined at grant date as disclosed in note 6(i) per the fi nancial statements.
1 AASB 2 accounting value determined at grant date as disclosed in note 6(i) per the fi nancial statements.
2 Current price of LRLs determined based on the loan principal plus accrued interest divided by the number of shares exercised.
2 Current price of LRLs determined based on the loan principal plus accrued interest divided by the number of shares exercised.
1 AASB 2 accounting value determined at grant date as disclosed in note 6(i) per the fi nancial statements.
3 Value determined based on the share price at exercise date less exercise price.
3 Value determined based on the share price at exercise date less exercise price.
2 Current price of LRLs determined based on the loan principal plus accrued interest divided by the number of shares exercised.
4 Mr Crowther repaid his loans prior to the interest rate change.
4 Mr Crowther repaid his loans prior to the interest rate change.
3 Value determined based on the share price at exercise date less exercise price.
4 Mr Crowther repaid his loans prior to the interest rate change.
2,500,000
2,500,000
2,500,000
2,500,000
2,500,000
1,000,000
1,000,000
2,500,000
1,000,000
1,000,000
1,000,000
5,000,000
5,000,000
1,000,000
5,000,000
5,000,000
5,000,000
5,000,000
-
-
-
-
-
-
-
-
-
-
-
5,000,000
-
-
5,000,000
-
-
-
0.2943
0.2943
0.2943
0.2160
0.2943
0.2160
0.2160
0.0775
0.2160
0.0805
0.0775
0.0805
Nov 13
Nov 13
Nov 13
Nov 14
Nov 13
Nov 14
Nov 14
Dec 14
Nov 14
Nov 13
Dec 14
Nov 13
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
0.2943
0.2943
0.2160
0.2160
0.0775
0.0805
Nov 13
Nov 13
Nov 14
Nov 14
Dec 14
Nov 13
Nov 15
Nov 15
Nov 15
Nov 15
Nov 15
Nov 15
Mar 16
Mar 16
Mar 16
Mar 16
Mar 16
Mar 16
0.1547
0.1547
0.1547
0.1547
0.1547
0.1547
0.1135
0.1135
0.1135
0.1135
0.1135
0.1135
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Nov 15
Nov 15
Nov 15
Mar 16
Mar 16
Mar 16
0.1547
0.1547
0.1547
0.1135
0.1135
0.1135
100%
100%
100%
100%
100%
100%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0.55
0.55
0.55
0.56
0.56
0.56
0.56
0.56
0.56
0.40
0.40
0.40
0.55
0.55
0.55
0.55
0.55
0.55
Mar 17
Mar 18
Mar 19
Mar 17
Mar 18
Mar 17
Mar 19
Mar 18
Mar 19
Mar 20
Mar 20
Mar 20
Mar 20
Mar 20
Mar 20
Mar 20
Mar 20
Mar 20
0.56
0.56
0.56
0.56
0.56
0.56
Nov 16
Nov 17
Nov 18
Nov 16
Nov 17
Nov 16
Nov 18
Nov 17
Nov 18
Nov 19
Nov 19
Nov 19
Nov 19
Nov 19
Nov 19
Nov 19
Nov 19
Nov 19
0.56
0.56
0.56
0.56
0.56
0.56
Nov 16
Nov 17
Nov 18
Nov 16
Nov 17
Nov 16
Nov 18
Nov 17
Nov 18
Nov 19
Nov 19
Nov 19
Nov 19
Nov 19
Nov 19
Nov 19
Nov 19
Nov 19
Mar 17
Mar 18
Mar 19
0.40
0.40
0.40
0.40
0.40
0.40
Mar 20
Mar 20
Mar 20
Mar 17
Mar 18
Mar 17
Mar 19
Mar 18
Mar 19
Mar 20
Mar 20
Mar 20
Mar 20
Mar 20
Mar 20
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0.76
0.76
1.08
1.08
0.0792
0.0838
Nov 15
Nov 16
Nov 16
Nov 17
Nov 13
Nov 14
0.76
0.76
0.76
1.08
0.76
1.08
1.08
0.0792
1.08
0.0838
0.0792
0.0838
Nov 17
Nov 17
Nov 18
Nov 18
Dec 17
Nov 16
Nov 15
Nov 16
Nov 15
Nov 16
Nov 16
Nov 17
Nov 16
Nov 13
Nov 17
Nov 14
Nov 13
Nov 14
-
-
-
-
396,179
419,021
Nov 17
Nov 17
Nov 17
Nov 18
Nov 17
Nov 18
Nov 18
Dec 17
Nov 18
Nov 16
Dec 17
Nov 16
-
-
-
-
-
-
-
396,179
-
419,021
396,179
419,021
42
42
42
Directors’ Report
Directors’ Report
Directors’ Report
Directors’ Report
42
Directors’ Report
Directors’ Report
Remuneration Report (Audited)
Directors’ Report
Remuneration Report (Audited)
Remuneration Report (Audited)
D. Share based compensation (cont.)
Compensation options (cont.)
D. Share based compensation (cont.)
D. Share based compensation (cont.)
Compensation options (cont.)
Compensation options (cont.)
Exercise Price
per share
(options)/
Exercise Price
Exercise Price
Value per
Current
per share
per share
Option/
price
(options)/
(options)/
Share at
per share
Current
Value per
Value per
Current
Grant Date1
(loans)2
price
Option/
Option/
price
$
$
per share
Share at
Share at
per share
(loans)2
Grant Date1
Vesting
(loans)2
Grant Date1
Date
$
$
$
$
0.2943
0.2943
0.2943
0.76
0.2943
0.2160
0.2943
0.76
0.2943
0.2160
0.2160
1.08
0.2160
0.1157
0.2160
1.08
0.2160
0.1157
0.1157
0.56
0.1157
0.1157
0.1157
0.56
0.1157
-
0.1157
0.56
0.1157
0.0425
-
0.0805
-
0.0425
0.4197
0.0425
0.0425
0.0425
0.4197
0.0419
0.0425
0.5359
0.0419
0.0419
0.0419
0.5359
0.0419
-
0.0419
0.0761
-
-
0.76
0.76
0.76
1.08
0.76
1.08
1.08
0.56
1.08
0.56
0.56
0.56
0.56
0.0805
0.56
0.4197
0.0805
0.4197
0.4197
0.5359
0.4197
0.5359
0.5359
0.0761
0.5359
0.0761
Nov 15
Nov 16
Nov 16
Nov 17
Nov 16
Nov 17
Nov 18
Dec 13
Dec 13
Jun 14
Apr 14
Apr 15
Dec 14
0.76
0.76
1.08
1.08
0.56
0.56
0.56
0.1611
0.1526
Nov 15
Nov 16
Nov 16
Nov 17
Nov 16
Nov 17
Nov 18
Mar 14
Mar 15
0.76
0.76
0.76
1.08
0.76
1.08
1.08
0.56
1.08
0.56
0.56
0.56
0.56
0.1611
0.56
0.1526
0.1611
0.1526
Cancelled
or expired
during the
Cancelled
or expired
during the
period Grant Date
Cancelled
or expired
during the
Granted
during the
period
Granted
Granted
during the
during the
period
period
Vested
during the
period
Vested
Vested
during the
during the
period
period
Unvested
Exercised
at balance during the
period
date
Exercised
Unvested
Exercised
Unvested
at balance during the
at balance during the
period
date
period
date
Number
Number
Number
period Grant Date
period Grant Date
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Nov 13
Nov 13
Nov 14
Nov 14
Nov 15
Nov 15
Nov 15
Dec 13
Apr 15
Apr 15
Apr 15
Apr 15
Mar 15
Nov 13
Nov 13
Nov 13
Nov 14
Nov 13
Nov 14
Nov 14
Nov 15
Nov 14
Nov 15
Nov 15
Nov 15
Nov 15
Dec 13
Nov 15
Apr 15
Dec 13
Apr 15
Apr 15
Apr 15
Apr 15
Apr 15
Apr 15
Mar 15
Apr 15
Mar 15
-
-
-
-
-
-
-
-
-
-
100%
-
-
100%
100%
100%
100%
100%
100%
-
100%
100%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,250,000
-
-
-
-
-
-
-
-
-
-
-
-
-
100%
-
-
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
-
100%
100%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,250,000
-
1,250,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,250,000
1,250,000
1,250,000
1,250,000
500,000
1,250,000
1,250,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
1,000,000
500,000
500,000
750,000
1,000,000
1,000,000
750,000
750,000
750,000
750,000
750,000
750,000
750,000
750,000
750,000
750,000
1,000,000
750,000
1,000,000
1,000,000
30 June 2016
Other key management personnel
30 June 2016
30 June 2016
G Beukes
Other key management personnel
Other key management personnel
- Options
G Beukes
G Beukes
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- LRL
- Options
- Options
- LRL
- LRL
- LRL
- LRL
- LRL
- LRL
- LRL
- LRL
- LRL
- LRL
- LRL
- LRL
- LRL
- LRL
- LRL
- LRL
- LRL
P Lapstun
P Lapstun
- Options
- Options
P Lapstun
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- Options
- LRL
- LRL
- Options
- LRL
- LRL
- LRL
- LRL
L Rankin
L Rankin
0.1608
-
- Options
- Options
L Rankin
0.1608
-
- Options
- Options
- Options
0.1608
-
- Options
0.1157
-
- Options
- Options
0.1608
-
- Options
0.1157
-
- Options
- Options
0.1157
-
- Options
0.1157
-
- Options
- Options
-
0.1157
- Options
0.1532
-
- Options
- Options
-
0.1157
- Options
0.1532
-
- Options
- Options
0.1532
-
- Options
0.1532
-
- Options
0.1532
-
- Options
1 AASB 2 accounting value determined at grant date as disclosed in note 6(i) per the fi nancial statements.
- Options
0.1532
-
1 AASB 2 accounting value determined at grant date as disclosed in note 6(i) per the fi nancial statements.
2 Current price of LRLs determined based on the loan principal plus accrued interest divided by the number of shares exercised.
2 Current price of LRLs determined based on the loan principal plus accrued interest divided by the number of shares exercised.
3 Value determined based on the share price at exercise date less exercise price.
1 AASB 2 accounting value determined at grant date as disclosed in note 6(i) per the fi nancial statements.
3 Value determined based on the share price at exercise date less exercise price.
2 Current price of LRLs determined based on the loan principal plus accrued interest divided by the number of shares exercised.
3 Value determined based on the share price at exercise date less exercise price.
-
-
-
100%
-
100%
-
100%
-
100%
100%
100%
-
100%
100%
100%
-
100%
100%
100%
-
100%
100%
100%
-
100%
100%
-
(2,500,000)
-
100%
-
-
-
-
-
0.2943
0.2943
0.2943
0.2943
0.2943
0.2160
0.2160
0.2943
0.2160
0.2160
0.2160
0.1157
0.1157
0.2160
0.1157
0.1157
0.1157
0.1157
0.1157
0.1157
-
-
0.1157
0.0070
0.0070
-
0.0070
-
-
-
-
-
-
-
-
-
-
-
-
-
(2,500,000)
-
-
(2,500,000)
-
1,250,000
1,250,000
1,250,000
1,250,000
1,250,000
500,000
500,000
1,250,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
2,500,000
2,500,000
500,000
2,500,000
2,500,000
2,500,000
2,500,000
1,250,000
-
1,250,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
150,000
150,000
150,000
150,000
150,000
83,333
83,333
150,000
83,333
83,333
83,333
83,334
83,334
83,333
333,333
333,333
83,334
333,333
333,333
333,333
333,333
333,333
333,333
333,333
-
-
-
-
-
-
-
-
-
-
-
100%
100%
-
100%
100%
100%
100%
100%
100%
-
-
100%
-
-
-
-
1,250,000
-
-
-
-
-
-
-
-
-
-
-
-
-
100%
100%
-
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Nov 13
Nov 13
Nov 13
Nov 14
Nov 13
Nov 14
Nov 14
Nov 15
Nov 14
Nov 15
Nov 15
Nov 15
Nov 15
Mar 14
Nov 15
Mar 15
Mar 14
Mar 15
Dec 14
Dec 14
Dec 14
Nov 15
Dec 14
Nov 15
Nov 15
Nov 15
Nov 15
May 16
Nov 15
May 16
May 16
May 16
May 16
May 16
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Nov 13
Nov 13
Nov 14
Nov 14
Nov 15
Nov 15
Nov 15
Mar 14
Mar 15
Dec 14
Dec 14
Nov 15
Nov 15
Nov 15
May 16
May 16
May 16
0.1608
0.1608
0.1157
0.1157
0.1157
0.1532
0.1532
0.1532
100%
100%
100%
100%
100%
100%
100%
100%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Value of
exercised
during the
Value of
period3
exercised
$
during the
period3
$
Value of
Expiry
exercised
Date
during the
period3
Expiry
$
Date
Vesting
Date
Vesting
Date
Expiry
Date
Nov 15
Nov 16
Nov 15
Nov 16
Nov 16
Nov 17
Nov 16
Nov 16
Nov 17
Nov 17
Nov 16
Nov 18
Nov 17
Dec 13
Nov 18
Dec 13
Dec 13
Jun 14
Dec 13
Apr 14
Jun 14
Apr 15
Apr 14
Dec 14
Apr 15
Dec 14
Nov 17
Nov 17
Nov 18
Nov 18
Nov 19
Nov 19
Nov 19
Dec 16
Apr 18
Apr 18
Apr 18
Apr 18
Dec 18
Nov 17
Nov 17
Nov 18
Nov 18
Nov 19
Nov 19
Nov 19
Mar 17
Mar 18
Nov 15
Nov 16
Nov 15
Nov 16
Nov 16
Nov 17
Nov 16
Nov 16
Nov 17
Nov 17
Nov 16
Nov 18
Nov 17
Mar 14
Nov 18
Mar 15
Mar 14
Mar 15
Nov 17
Nov 17
Nov 17
Nov 18
Nov 17
Nov 18
Nov 18
Nov 19
Nov 18
Nov 19
Nov 19
Nov 19
Nov 19
Dec 16
Nov 19
Apr 18
Dec 16
Apr 18
Apr 18
Apr 18
Apr 18
Apr 18
Apr 18
Dec 18
Apr 18
Dec 18
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
416,231
-
Nov 17
Nov 17
Nov 17
Nov 18
Nov 17
Nov 18
Nov 18
Nov 19
Nov 18
Nov 19
Nov 19
Nov 19
Nov 19
Mar 17
Nov 19
Mar 18
Mar 17
Mar 18
-
-
-
-
-
-
-
-
-
-
-
-
-
416,231
-
-
416,231
-
0.85
0.85
0.56
0.56
0.56
0.68
0.68
0.68
Dec 16
Dec 17
Nov 16
Nov 17
Nov 18
May 17
May 18
May 19
0.85
0.85
0.85
0.56
0.85
0.56
0.56
0.56
0.56
0.68
0.56
0.68
0.68
0.68
0.68
0.68
Dec 18
Dec 18
Nov 19
Nov 19
Nov 19
May 20
May 20
May 20
Dec 16
Dec 17
Dec 16
Nov 16
Dec 17
Nov 17
Nov 16
Nov 18
Nov 17
May 17
Nov 18
May 18
May 17
May 19
May 18
May 19
Dec 18
Dec 18
Dec 18
Nov 19
Dec 18
Nov 19
Nov 19
Nov 19
Nov 19
May 20
Nov 19
May 20
May 20
May 20
May 20
May 20
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Directors’ Report
Directors’ Report
Directors’ Report
Directors’ Report
43
43
43
43
Directors’ Report
Remuneration Report (Audited)
Directors’ Report
Directors’ Report
Remuneration Report (Audited)
Remuneration Report (Audited)
D. Share based compensation (cont.)
Compensation options (cont.)
D. Share based compensation (cont.)
D. Share based compensation (cont.)
Compensation options (cont.)
Compensation options (cont.)
date
Number
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
period Grant Date
Cancelled
or expired
during the
0.79
0.79
0.79
0.56
0.56
0.56
100%
100%
100%
100%
100%
100%
0.1453
0.1453
0.1453
0.1157
0.1157
0.1157
Mar 15
Mar 15
Mar 15
Nov 15
Nov 15
Nov 15
Exercised
Unvested
at balance during the
period
Cancelled
or expired
during the
Cancelled
or expired
during the
period Grant Date
Exercise Price
per share
(options)/
Exercise Price
Value per
Current
Exercise Price
per share
price
Option/
per share
(options)/
per share
Share at
(options)/
Current
Value per
(loans)2
Grant Date1
Current
Value per
price
Option/
$
$
Option/
price
per share
Share at
Share at
per share
(loans)2
Grant Date1
(loans)2
Grant Date1
$
$
$
$
0.79
0.1453
0.79
0.1453
0.79
0.1453
0.79
0.1453
0.56
0.1157
0.79
0.1453
0.56
0.1157
0.79
0.1453
0.56
0.1157
0.1157
0.56
0.1157
0.56
0.56
0.1157
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.1480
0.39
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.1480
0.39
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.1480
0.39
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.1480
0.39
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.1480
0.39
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.39
0.1480
0.1480
0.39
0.1480
0.39
0.1480
0.39
date
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Number
Number
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
1,000,000
500,000
1,000,000
1,000,000
500,000
1,000,000
500,000
500,000
500,000
500,000
500,000
500,000
500,000
375,000
93,750
375,000
93,750
375,000
93,750
93,750
93,750
93,750
375,000
93,750
93,750
93,750
375,000
93,750
93,750
93,750
375,000
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
93,750
Vested
during the
period
Vested
Vested
during the
during the
period
period
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
period Grant Date
Mar 15
Mar 15
Mar 15
Mar 15
Nov 15
Mar 15
Nov 15
Mar 15
Nov 15
Nov 15
Nov 15
Nov 15
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Unvested
Exercised
at balance during the
period
date
Exercised
Unvested
at balance during the
period
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Granted
during the
period
30 June 2016
Granted
Granted
Other key management personnel
during the
during the
period
30 June 2016
J Biviano
period
30 June 2016
Other key management personnel
-
- Options
Other key management personnel
J Biviano
-
- Options
J Biviano
-
- Options
-
- Options
-
- Options
-
- Options
100%
- Options
-
- Options
-
- Options
100%
- Options
-
- Options
100%
- Options
100%
- Options
100%
- Options
100%
- Options
100%
- Options
100%
- Options
P Quigley
100%
- Options
100%
- Options
P Quigley
100%
- Options
P Quigley
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
- Options
- Options
100%
100%
- Options
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
- Options
100%
- Options
- Options
100%
- Options
100%
- Options
- Options
- Options
100%
100%
- Options
Former other key management personnel
Former other key management personnel
- Options
100%
P Peterson
P Peterson
1,250,000
- Options
0.2943
100%
-
1,250,000
- Options
Former other key management personnel
1,250,000
- Options
0.2943
100%
-
1,250,000
- Options
P Peterson
500,000
- Options
0.2160
100%
-
500,000
- Options
0.2943
100%
-
1,250,000
- Options
500,000
- Options
0.2160
100%
-
500,000
- Options
0.2943
100%
- Options
1,250,000
-
- Options
0.2160
100%
500,000
-
1 AASB 2 accounting value determined at grant date as disclosed in note 6(i) per the fi nancial statements.
1 AASB 2 accounting value determined at grant date as disclosed in note 6(i) per the fi nancial statements.
- Options
0.2160
100%
500,000
-
2 Current price of LRLs determined based on the loan principal plus accrued interest divided by the number of shares exercised.
2 Current price of LRLs determined based on the loan principal plus accrued interest divided by the number of shares exercised.
3 Value determined based on the share price at exercise date less exercise price.
3 Value determined based on the share price at exercise date less exercise price.
1 AASB 2 accounting value determined at grant date as disclosed in note 6(i) per the fi nancial statements.
2 Current price of LRLs determined based on the loan principal plus accrued interest divided by the number of shares exercised.
3 Value determined based on the share price at exercise date less exercise price.
44
44
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
0.1480
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
Feb 16
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
0.39
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Nov 13
Nov 13
Nov 14
Nov 13
Nov 14
Nov 13
Nov 14
Nov 14
Directors’ Report
Directors’ Report
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
0.2943
0.2943
0.2160
0.2160
Nov 13
Nov 13
Nov 14
Nov 14
100%
100%
100%
100%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Vesting
Date
Expiry
Date
Value of
Expiry
exercised
Date
during the
period3
$
-
-
-
-
-
-
Value of
exercised
during the
period3
Value of
$
exercised
during the
period3
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Expiry
Date
Mar 19
Mar 19
Mar 19
Mar 19
Nov 19
Mar 19
Nov 19
Mar 19
Nov 19
Nov 19
Nov 19
Nov 19
Jan 21
Jan 21
Jan 21
Jan 21
Jan 21
Jan 21
Nov 21
Jan 21
Jan 21
Jan 21
Nov 21
Nov 21
Jan 21
Jan 21
Nov 21
Nov 21
Jan 21
Jan 21
Nov 21
Nov 21
Jan 21
Jan 21
Nov 21
Nov 21
Jan 21
Jan 21
Nov 21
Nov 21
Jan 21
Jan 21
Nov 21
Nov 21
Jan 21
Jan 21
Nov 21
Nov 21
Jan 21
Jan 21
Nov 21
Nov 21
Jan 21
Jan 21
Nov 21
Nov 21
Nov 21
Jan 21
Nov 21
Nov 21
Nov 21
Nov 21
Nov 21
Nov 21
Vesting
Date
Vesting
Date
Mar 16
Mar 17
Mar 18
Mar 16
Nov 16
Mar 17
Nov 17
Mar 18
Nov 18
Nov 16
Nov 17
Nov 18
Feb 17
May 17
Aug 17
Feb 17
Nov 17
May 17
Nov 17
Aug 17
Feb 18
Nov 17
Feb 18
Nov 17
May 18
Feb 18
May 18
Feb 18
Aug 18
May 18
Aug 18
May 18
Nov 18
Aug 18
Nov 18
Aug 18
Feb 19
Nov 18
Feb 19
Nov 18
May 19
Feb 19
May 19
Feb 19
Aug 19
May 19
Aug 19
May 19
Nov 19
Aug 19
Nov 19
Aug 19
Feb 20
Nov 19
Feb 20
Nov 19
May 20
Feb 20
Aug 20
Feb 20
Nov 20
May 20
Aug 20
Nov 20
Mar 19
Mar 19
Mar 19
Nov 19
Nov 19
Nov 19
Jan 21
Jan 21
Jan 21
Jan 21
Nov 21
Jan 21
Nov 21
Jan 21
Nov 21
Jan 21
Nov 21
Jan 21
Nov 21
Jan 21
Nov 21
Jan 21
Nov 21
Jan 21
Nov 21
Jan 21
Nov 21
Jan 21
Nov 21
Nov 21
Nov 21
Nov 21
Mar 16
Mar 17
Mar 18
Nov 16
Nov 17
Nov 18
Feb 17
May 17
Aug 17
Nov 17
Nov 17
Feb 18
Feb 18
May 18
May 18
Aug 18
Aug 18
Nov 18
Nov 18
Feb 19
Feb 19
May 19
May 19
Aug 19
Aug 19
Nov 19
Nov 19
Feb 20
Feb 20
May 20
Aug 20
Nov 20
0.76
0.76
1.08
1.08
Nov 15
Nov 16
Nov 16
Nov 17
0.76
0.76
1.08
0.76
1.08
0.76
1.08
1.08
Nov 17
Nov 17
Nov 18
Nov 18
Nov 15
Nov 16
Nov 16
Nov 15
Nov 17
Nov 16
Nov 16
Nov 17
Nov 17
Nov 17
Nov 18
Nov 17
Nov 18
Nov 17
Nov 18
Nov 18
-
-
-
-
-
-
-
-
-
-
-
-
44
Directors’ Report
Directors’ Report
44
Directors’ Report
Remuneration Report (Audited)
D. Share based compensation (cont.)
Modifi cation of terms of share-based payment transactions
A modifi cation of terms of share-based payment transactions occurred when the Board accepted key management
personnel’s loan request to exercise fully vested options under the Employee Loan Scheme through a LRL in lieu of cash
payment of the exercise price. See details below for share-based payment transactions which have been modifi ed in this
way during the reporting period. Refer to Section E “Financial assistance under the employee share option plan” for further
details in respect of the terms of the loans granted to these key management personnel.
E. Transactions of key management personnel
Shares held in the Company
30 June 2016
Directors
P James
R Norgard
R Newman
C Rosenberg
I Morris
Former Directors
S Crowther1
Other key management personnel
G Beukes
P Lapstun
L Rankin
J Biviano
P Quigley
Balance at
1 July 2015
Exercise of
Options
Net Other
Change 30 June 2016
Balance Balance held
nominally
-
50,076,295
4,000,000
2,775,000
-
10,000,000
5,755,000
5,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
190,000
-
1,000,000
126,000
-
190,000
50,076,295
5,000,000
2,901,000
-
190,000
50,036,295
5,000,000
2,901,000
-
-
n/a
n/a
-
(500,000)
-
-
-
5,755,000
4,500,000
-
-
-
3,255,000
4,500,000
-
-
-
1 Mr Crowther ceased his employment on 15 October 2015. At the date of cessation of employment, Mr Crowther held 10,000,000 Nearmap shares.
Directors’ Report
Directors’ Report
45
45
Directors’ Report
Remuneration Report (Audited)
E. Transactions of key management personnel (cont.)
Loan options held in the Company
30 June 2016
Former Directors
S Crowther2
Balance at
1 July 2015
Exercise of
LRL
Net Other
Change1 30 June 2016
Balance Balance held
nominally
10,000,000
(10,000,000)
-
n/a
n/a
Other key management personnel
G Beukes
P Lapstun
5,000,000
5,000,000
-
-
-
(2,500,000)
5,000,000
2,500,000
5,000,000
2,500,000
1 Includes expired options, cancellations and other acquisitions, transfers and disposals.
2 Mr Crowther ceased his employment on 15 October 2015. As at the date of cessation of employment, Mr Crowther held 10,000,000 LRLs
over 10,000,000 Nearmap shares.
Financial assistance under the Employee Share Option Plan
LRLs advanced to key management personnel during the year ended 30 June 2016 amounted to $2,317,500 (30 June
2015: $3,067,500). Interest on the loans during the period has been accrued at rates of between 1.75% and 5.65%.
F. Additional information
The Company has applied fair value measurement provisions of AASB 2 Share-based Payment for all options and
LRLs granted to Directors and employees. The fair value of such grants is being amortised and disclosed as part of
Director and employee remuneration on a straight-line basis over the vesting period. Options granted as part of Director and
employee remuneration have been valued using the Black-Scholes Option Pricing Model, which takes account of factors
including the option exercise price, the current level and volatility of the underlying share price, the risk-free interest rate,
expected dividends on the underlying share, current market price of the underlying share and the expected life of the option.
LRLs have also been valued using the Black-Scholes Option Pricing Model.
Refer to note 6(i) per the fi nancial statements for details of share based payments and all new options granted
to all employees during the year ended 30 June 2016.
46
Directors’ Report
Directors’ Report
46
Directors’ Report
Remuneration Report (Audited)
G. Shares under option
Unissued ordinary shares of the Company under option at the date of this report are as follows:
Date options granted
8 April 2013
12 April 2013
22 July 2013
30 September 2013
21 November 2013
24 February 2014
21 November 2014
8 December 2014
6 March 2015
7 July 2015
30 November 2015
30 November 2015
1 February 2016
1 February 2016
18 March 2016
18 March 2016
20 May 2016
Expiry date
9 April 2017
15 April 2017
25 July 2017
2 October 2017
21 November 2017
24 February 2018
21 November 2018
11 December 2018
6 March 2019
7 July 2015
30 November 2019
30 November 2020
31 January 2021
30 November 2021
18 March 2020
18 March 2020
20 May 2020
Strike price of options
$0.172
$0.179
$0.444
$0.544
$0.761
$0.730
$1.080
$0.850
$0.790
$0.790
$0.560
$0.400
$0.390
$0.390
$0.395
$0.551
$0.680
Number under option
500,000
300,000
200,000
700,000
5,000,000
2,250,000
2,000,000
2,650,000
3,000,000
300,000
12,145,000
400,000
1,500,000
1,500,000
1,500,000
2,500,000
1,000,000
37,445,000
This is the end of the audited Remuneration Report.
Lead Auditor’s Independence Declaration
The Lead Auditor’s Independence Declaration is set out on page 48 and forms part of the Directors’ Report for the fi nancial
year ended 30 June 2016.
Signed in accordance with a resolution of the Directors.
On behalf of the Board
Dr R Newman
Managing Director & CEO
23 August 2016
Directors’ Report
Directors’ Report
47
47
Lead Auditor’s Independence Declarati on under secti on 307C
of the Corporati ons Act 2001
To: the Directors of Nearmap Ltd
I declare that, to the best of my knowledge and belief, in relation to the audit for the fi nancial year ended 30 June 2016
there have been:
i) no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the
audit; and
ii) no contraventions of any applicable code of professional conduct in relation to the audit.
KPMG
Trent Duvall
Partner
Sydney
23 August 2016
KPMG, an Australian partnership and a member fi rm of the KPMG
network of independent member fi rms affi liated with KPMG
International Cooperative (“KPMG International”), a Swiss entity.
Liability limited by a scheme approved
under Profession Standards Legislation.
48
Auditor’s Declaration
Auditor's Declaration
48
Image: Southern California Logistics Airport,
Victorville, California, United States – July 2016
Image: Manly Vale, NSW – October 2014
49
Southern California Logistics Airport, Victorville, California, United States – July 2016 50
Las Vegas, Nevada, United States – May 2016 Scan the code to see this location change over time.
Hope Valley, Western Australia, Australia – May 2016 Consolidated Statement of Comprehensive Income
for the year ended 30 June 2016
Revenue
Other income
Total revenue
Expenses
Employee benefi ts expense
Amortisation and depreciation
Net foreign exchange differences
Other operational expenses
Total expenses
(Loss) / profi t before tax
Income tax expense
Loss after tax
Notes
4
4
6
5
7
Consolidated
2016
$’000
30,882
407
31,289
(20,303)
(5,642)
(90)
(9,947)
(35,982)
(4,693)
(2,442)
(7,135)
2015
$’000
23,702
2,422
26,124
(15,357)
(3,137)
398
(7,401)
(25,497)
627
(1,416)
(789)
Other comprehensive income
Exchange differences on translation of foreign operations
Unrealised loss on cash fl ow hedges
1
(31)
(205)
(57)
Total comprehensive loss attributable to members of the Company
(7,165)
(1,051)
Loss per share attributable to the ordinary equity holders of the Company
Basic loss per share (cents per share)
Diluted loss per share (cents per share)
14
14
(2.01)
(2.01)
(0.24)
(0.24)
The above Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying notes.
54
Financial Report
Financial Report
54
Consolidated Statement of Financial Position
as at 30 June 2016
Current assets
Cash and cash equivalents
Trade receivables
Other current receivables
Total current assets
Non-current assets
Plant and equipment
Intangible assets
Deferred tax assets
Total non-current assets
Total assets
Current liabilities
Trade and other payables
Unearned income
Employee benefi ts
Other current liabilities
Current tax liabilities
Total current liabilities
Non-current liabilities
Deferred tax liabilities
Employee benefi ts
Total non-current liabilities
Total liabilities
Net assets
Equity
Contributed equity
Reserves
Profi ts reserve
Accumulated losses
Total equity
Notes
13
9
12
11
7
4
7
8
Consolidated
2016
$’000
12,189
4,273
1,774
18,236
6,167
17,240
2,624
26,031
2015
$’000
17,169
4,316
3,540
25,025
4,381
11,266
4,697
20,344
44,267
45,369
1,339
18,908
1,731
1,005
123
23,106
2,525
143
2,668
1,620
15,726
1,779
1,069
-
20,194
2,411
184
2,595
25,774
22,789
18,493
22,580
28,779
10,365
7,078
(27,729)
18,493
27,621
8,475
7,078
(20,594)
22,580
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
Financial Report
Financial Report
55
55
Consolidated Statement of Changes in Equity
for the year ended 30 June 2016
Consolidated
At 1 July 2015
Loss for the year
Other comprehensive income:
Changes in fair value of cash fl ow hedges
Exchange differences on translation
of foreign operations
Total comprehensive income for the year
Transactions with owners of the Company:
Loan share options exercised
Share options exercised
Share-based payment transactions
At 30 June 2016
Contributed Accumulated
Losses
$’000
(20,594)
(7,135)
Equity
$’000
27,621
-
Share
Based
Payment
Other
Reserve Reserves
$’000
(262)
-
$’000
8,737
-
Profi ts
Reserve
$’000
7,078
-
-
-
-
-
-
(7,135)
-
-
-
-
-
-
1,139
19
-
28,779
-
-
-
(27,729)
-
-
-
7,078
-
-
1,920
10,657
(31)
1
(30)
-
-
-
(292)
Total
Equity
$’000
22,580
(7,135)
(31)
1
(7,165)
1,139
19
1,920
18,493
Consolidated
At 1 July 2014
Loss for the year
Other comprehensive income:
Changes in fair value of cash fl ow hedges
Exchange differences on translation
of foreign operations
Total comprehensive income for the year
Transactions with owners of the Company:
Share options exercised
Share-based payment transactions
At 30 June 2015
27,113
-
(19,805)
(789)
7,078
-
6,119
-
-
-
20,505
(789)
-
-
-
-
-
(789)
-
-
-
-
-
-
508
-
27,621
-
-
(20,594)
-
-
7,078
-
2,618
8,737
(57)
(57)
(205)
(262)
-
-
(262)
(205)
(1,051)
508
2,618
22,580
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
56
Financial Report
Financial Report
56
Consolidated Statement of Cash Flows
for the year ended 30 June 2016
Cash fl ows from operating activities
Receipts from customers
Payments to suppliers and employees1
Interest received
Other receipts
R&D refund received
Income taxes received / (paid)
Net cash from operating activities
Cash fl ows from investing activities
Purchase of plant and equipment
Payments for development costs
Proceeds from sale of plant and equipment
Net cash used in investing activities
Cash fl ows from fi nancing activities
Proceeds from exercise of share options
Proceeds from exercise of loans share options
Transfers to non cash trust deposits
Net cash from fi nancing activities
Net decrease in cash and cash equivalents
Cash and cash equivalents at beginning of year
Effect of movement in exchange rates on cash held
Cash and cash equivalents at end of year
Notes
13
13
Consolidated
2016
$’000
37,286
(38,703)
454
-
1,828
420
1,285
(3,035)
(4,427)
72
(7,390)
19
1,139
(112)
1,046
(5,059)
17,169
79
12,189
2015
$’000
26,876
(26,947)
545
76
-
(420)
130
(3,164)
(3,935)
11
(7,088)
508
-
-
508
(6,450)
23,347
272
17,169
1 Includes capture costs in Australia and the US of $1,964,000 and $5,350,000 respectively (2015: $2,091,000, $2,932,000).
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.
Financial Report
Financial Report
57
57
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
The notes include information which is required to understand the fi nancial statements and is material and relevant to
the operations, fi nancial position and performance of the Group. The notes are organised into the following sections:
A. Basis of
preparation
B. Key fi nancial
results
1. Reporting entity
4. Segment results
C. Capital
structure & fi nancial
risk management
2. Signifi cant
& revenue
8. Contributed equity
accounting policies
5. Other operational
3. Other confi rmations
expenses
6. Personnel expenses
7. Income tax
9. Financial instruments
– fair value and risk
management
10. Dividends paid
on ordinary shares
D. Investing
activities
11. Intangibles
12. Plant and
equipment
13. Cash fl ow
statement
E. Other
14. Earning per share
15. Expenditure
commitments
16. Parent entity
information
17. Group entities
18. Auditor’s
remuneration
A. Basis of preparation
In this section: This section sets out the basis upon which the Group’s fi nancial statements are prepared as a whole.
Specifi c accounting policies are described in their respective notes to the fi nancial statements. This section also shows
information on new accounting standards, amendments and interpretations, and whether they are effective in 2016 or later
years. We explain how these changes are expected to impact the fi nancial position and performance of the Group.
The Group’s current liabilities exceeded its current assets as at 30 June 2016 by $4,870,000 including a current liability
for unearned income of $18,908,000. Unearned income includes income received in advance which has been deferred
in the statement of fi nancial position until service is performed. The preliminary fi nal report has been prepared on a going
concern basis, based on the Group’s cash fl ows for the current year and estimated profi ts and cash fl ows for future year.
1. Reporting entity
Nearmap Ltd (the ‘Company’)
is a company limited by shares
incorporated in Australia whose
shares are publicly traded on the
Australian Securities Exchange.
The Company’s registered offi ce
is at Level 6, 6–8 Underwood
Street Sydney NSW 2000. These
consolidated fi nancial statements
as at 30 June 2016 comprise the
Company and its subsidiaries
(collectively referred as the ‘Group’
and individually ‘Group entities’).
The Group is a for-profi t entity and the
nature of the operations and principal
activities of the Group are described
in the Directors’ Report. The Group
is primarily involved in the provision of
online PhotoMap content via its 100%
owned subsidiaries Nearmap Australia
Pty Ltd and Nearmap US Inc.
The consolidated fi nancial statements
for the year ended 30 June 2016 were
authorised for issue in accordance
with a resolution of the Directors on
23 August 2016.
2. Signifi cant
accounting policies
Signifi cant accounting policies
have been moved next to the
respective note disclosure. Other
relevant policies are in this section.
58
Financial Report
Financial Report
58
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
b) Changes in accounting
policies and new standards and
interpretations not yet adopted
A number of new standards,
amendments to standards and
interpretations are effective for
annual periods beginning after
1 July 2016, and have not been
applied in preparing these
consolidated fi nancial statements.
None of these are expected to have a
signifi cant effect on the consolidated
fi nancial statements of the Group,
except for AASB 9 Financial
Instruments, AASB15 Revenue
from Contracts with Customers,
and AASB 16 Leases, which
become mandatory for the Group’s
2019, 2019 and 2020 consolidated
fi nancial statements respectively and
could change the classifi cation and
measurement of fi nancial instruments,
revenue recognition and lease
recognition. The Group does not
plan to adopt these standards early
and the extent of the impact has not
been determined.
A. Basis of preparation
2. Signifi cant
accounting policies (cont.)
a) Basis of accounting
The consolidated fi nancial
statements are general purpose
fi nancial statements which have
been prepared in accordance with
Australian Accounting Standards
(AASBs) adopted by the Australian
Accounting Standards Board
(AASB) and the Corporations Act
2001. The consolidated fi nancial
statements also comply with
International Financial Reporting
Standards (IFRS) as issued by the
International Accounting Standards
Board (IASB). The consolidated
fi nancial statements have been
prepared on a historical cost basis,
except for the revaluation of certain
fi nancial instruments. Cost is based
on the fair values of the consideration
given in exchange for assets.
All amounts are presented in Australian
dollars, unless otherwise noted.
The Group is of a kind referred to
in ASIC Corporations (Rounding in
fi nancial/Directors’ Reports) Instrument
2016/191 and in accordance with
that instrument, amounts in the
consolidated fi nancial report and
Directors’ Report have been rounded
off to the nearest thousand dollars,
unless otherwise stated.
Certain comparative amounts
have been reclassifi ed to conform
with current year presentation.
c) Basis of consolidation
The fi nancial statements of subsidiaries
are prepared for the same reporting
period as the parent company, using
consistent accounting policies.
In preparing the consolidated
fi nancial statements, all intercompany
balances and transactions, income
and expenses and profi t and losses
resulting from intra-group transactions
have been eliminated.
Subsidiaries are entities controlled
by the Company. The Company
controls an entity when it 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 over the
entity. The fi nancial statements of
subsidiaries are included in the
consolidated fi nancial statements
from the date that control commences
until the date that control ceases.
When the Company ceases to have
control, joint control or signifi cant
infl uence, any retained interest in the
entity is remeasured to its fair value
with the change in carrying amount
recognised in profi t or loss. The fair
value is the initial carrying amount
for the purposes of subsequently
accounting for the retained interest
as an associate, jointly controlled
entity or fi nancial asset. In addition,
any amounts previously recognised
in other comprehensive income in
respect of that entity are accounted
for as if the Company had directly
disposed of the related assets
or liabilities. This may mean that
amounts previously recognised in
other comprehensive income are
reclassifi ed to profi t or loss.
Financial Report
Financial Report
59
59
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
A. Basis of preparation
2. Signifi cant
accounting policies (cont.)
d) Signifi cant accounting
judgements, estimates and
assumptions
The carrying amount of certain assets
and liabilities are often determined
based on estimates and assumptions
of future events. The key judgments
and estimates which are material to
the fi nancial report are found in the
following notes:
– Note 6(i): Share-based payments
– Note 7: Income tax
– Note 11: Intangibles
Non-monetary items measured at
fair value in a foreign currency are
translated using the exchange rates
at the date when the fair value was
determined. Non-monetary items that
are measured in terms of historical
cost in a foreign currency are
translated using the exchange rate as
at the date of the initial transaction.
Foreign currency differences are
generally recognised in profi t or loss.
However, foreign currency differences
arising from the translation of the
following item is recognised in OCI:
– qualifying cash fl ow hedges to the
extent that the hedges are effective.
ii) Foreign operations
The assets and liabilities of foreign
operations are translated into
Australian dollars at the exchange
rates at the reporting date. The income
and expenses of foreign operations
are translated into Australian dollars
at the exchange rates at the dates
of the transactions. Foreign currency
differences are recognised in OCI and
accumulated in the translation reserve.
e) Foreign currencies
i) Foreign currency transactions
Both the functional and presentation
currency of the Company and its
Australian subsidiaries is Australian
dollars (A$). Each entity in the
Group determines its own functional
currency and items included in the
fi nancial statements of each entity
are measured using that functional
currency.
Transactions in foreign currencies
are initially recorded in the functional
currency at the exchange rates ruling at
the date of the transaction. Monetary
assets and liabilities denominated
in foreign currencies are translated
into the functional currency at the
exchange rate at the reporting date.
3. Other confi rmations
Contingent liabilities
As at 30 June 2016, the Directors are
not aware of any contingent liabilities in
relation to the Company or the Group.
Subsequent events
There were no matters or
circumstances specifi c to the
Company or the Group that have
arisen since 30 June 2016 that
have signifi cantly affected or may
signifi cantly affect:
– the Company or Group’s
operations in future years;
– the results of those operations
in future fi nancial years; or
– the Company or Group’s state
of affairs in future fi nancial years.
Related parties
Other than the loans granted under
the employee loan scheme as
disclosed in note 6 per the fi nancial
statements, there have been no sales,
purchases or other transactions with
related parties during the year ended
30 June 2016 (year ended 30 June
2015: nil).
60
Financial Report
Financial Report
60
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
B. Key fi nancial results
In this section: This section explains the results and performance of Nearmap Ltd and provides additional information
about those individual line items in the fi nancial statements that the Directors consider most relevant in the context of the
operations of the entity, including:
a) Accounting policies that are relevant for understanding the items recognised in the fi nancial statements; and
b) Analysis of the Group’s result for the year by reference to key areas, including: segment results and revenue,
operational expenses, personnel costs including share-based payments and income tax.
4. Segment results
and revenue
This note provides results by
operating segment for the year ended
30 June 2016. Operating segments
are reported in a manner that is
consistent with the internal reporting
provided to the Chief Operating
Decision Maker. The Chief Operating
Decision Maker has been identifi ed
as the Nearmap Board who ultimately
makes strategic decisions. This note
also provides additional information on
revenue, including types of revenue
and the respective recognition criteria.
i) Segment reporting
An overview of the new operating
segments is provided below:
Segment
Australia
United States
Corporate
Information
Responsible for all sales and marketing efforts in
Australia.
Responsible for all sales and marketing efforts in the
United States.
Holds all the IP and product “know-how” which allows
Nearmap to deliver its product offering, being online
aerial photomapping. The segment facilitates the day
to day survey operations globally.
Cost of revenue are all the costs
directly attributable to the ongoing
delivery of the subscription product,
including amortisation of capture costs
and technology costs.
Sales and marketing costs include
direct in-country costs.
General and administration costs for
the Corporate segment represent
all operating expenses and product
design and uncapitalised development
expenses.
The assets and liabilities of the Group
are reported and reviewed by the
Chief Operating Decision Maker in
total and not allocated by operating
segment. Therefore, operating
segment assets and liabilities are not
disclosed.
Financial Report
Financial Report
61
61
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
B. Key fi nancial results
4. Segment results and revenue (cont.)
i) Segment reporting (cont.)
Year ended 30 June 2016
Total revenue
Cost of revenue1
Gross Profi t
Sales & marketing
General & administration
Segment contribution
Amortisation & depreciation2
FX Loss
Income tax expense
Loss after tax
Year ended 30 June 2015
Total revenue
Cost of revenue1
Gross Profi t
Sales & marketing
General & administration
Segment contribution
Amortisation & depreciation2
FX Gain
Income tax expense
Loss after tax
Australia
$’000
29,746
(2,828)
26,918
(7,774)
(2,693)
16,451
United States
$’000
1,002
(3,036)
(2,034)
(5,755)
(4,151)
(11,940)
Corporate
$’000
541
-
541
-
(6,660)
(6,119)
Australia
$’000
23,615
(2,891)
20,724
(5,875)
(2,774)
12,075
United States
$’000
11
(1,322)
(1,311)
(1,997)
(3,342)
(6,650)
Corporate
$’000
2,498
-
2,498
-
(5,549)
(3,051)
Total
$’000
31,289
(5,864)
25,425
(13,529)
(13,504)
(1,608)
(2,995)
(90)
(2,442)
(7,135)
Total
$’000
26,124
(4,213)
21,911
(7,872)
(11,665)
2,374
(2,145)
398
(1,416)
(789)
1 Includes amortisation of capitalised capture costs
2 Includes amortisation and depreciation of business combinations and global assets
62
Financial Report
Financial Report
62
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
B. Key fi nancial results
4. Segment results and revenue (cont.)
Accounting policy – revenue recognition and measurement
Revenue is recognised to the extent that it is probable that the economic benefi ts will fl ow to the Group and the revenue can
be reliably measured. The following specifi c revenue recognition criteria must also be met before revenue is recognised:
Subscription revenue
Subscription revenue is recognised over the life of the contract in line with when the signifi cant risks and rewards of
ownership have been transferred to the customer, recovery of the consideration is probable, and the amount of revenue
can be measured reliably. The timing of the transfer of risks and rewards varies depending on the individual terms of the
subscription agreement.
On-demand revenue
On-demand revenue is recognised in accordance with the percentage of completion method. The stage of completion is
measured by reference to percentage area captured to date as a percentage of the total estimated capture area for each contract.
Royalty income
Royalty income is earned through third parties who sell Nearmap imagery on behalf of the Group. It is recognised when
the contract of sale between the parties have been signed.
Grant income
Grant income is the New South Wales payroll grant of $134,000 received from Offi ce of State Revenue. It is recognised
when incremental headcounts are hired for new jobs created.
Interest income
Interest income is recognised as interest accrues using the effective interest method.
Unearned revenue
Prepaid amounts received from customers in advance are deferred to the relevant future subscription agreement periods.
Unearned revenue comprises photo mapping subscription license service fees charged, the revenue for which is primarily
recognised in the profi t or loss over the subscription period. Unearned revenue at 30 June 2016 was $18,908,000
(2015: $15,726,000).
ii) Total revenue
Subscription revenue
On-demand revenue
Royalty income
Grant income
Interest income
R&D tax credit
Total revenue
Consolidated
2016
$’000
30,592
75
81
134
30,882
407
-
407
31,289
2015
$’000
23,432
194
-
76
23,702
594
1,828
2,422
26,124
Financial Report
Financial Report
63
63
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
B. Key fi nancial results
5. Other operational expenses
Servicing and processing costs
Operating lease expenses
Travel and offi ce costs
Audit, consulting and legal fees
Insurance costs
Marketing costs
Subscription costs
All other operating expenses
Consolidated
2016
$’000
1,790
917
1,560
1,652
304
1,532
1,128
1,064
9,947
2015
$’000
1,241
452
1,836
1,896
232
410
655
679
7,401
6. Personnel expenses
Personnel disclosures include information on i) share-based payments, ii) employee benefi ts expense and
iii) key management personnel.
i) Share-based payments
An Employee Share Option Plan has been established whereby Directors and certain employees of the consolidated
entity may be issued with options over the ordinary shares of the Company. The options, which are usually issued for nil
consideration at an exercise price calculated with reference to prevailing market prices, are issued in accordance with terms
established by the Directors of the Company.
The options are generally issued for 4 years and are exercisable on various dates (usually in 2 or 3 equal annual tranches
when vested) within 4 years from the issue date. The options cannot be transferred without the approval of the Company’s
Board and are not quoted on the ASX.
Nearmap’s Employee Share Option Plan also includes an Employee Loan Scheme that permits Nearmap to grant fi nancial
assistance to employees by way of LRLs to enable them to exercise options and acquire shares.
64
Financial Report
Financial Report
64
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
B. Key fi nancial results
6. Personnel expenses (cont.)
i) Share-based payments (cont.)
Key estimates
and judgments
The Group estimates the fair value
of equity-settled transactions (share
options and LRLs at the date at which
they are granted. The fair value is
determined using the Black-Scholes
model and includes assumptions
in the following areas: risk free rate,
volatility and estimated service periods.
The expected life of the options is
based on historical data and not
necessarily indicative of exercise
patters than may occur. The expected
volatility refl ects the assumption that
the historical volatility is indicative
of future trends, which may also not
necessarily be actual outcome. No
other features of options granted were
incorporated into the measurement
of fair value. There are no voting or
dividend rights attached to the options.
Accounting policy -
recognition and measurement
of share-based payments
In valuing equity-settled transactions,
no account is taken of any
performance conditions, other than
conditions linked to the price of the
shares of the Company (‘market
conditions’) if applicable.
The fair value of equity-settled
transactions is recognised, together
with the corresponding increase in
equity, over the period in which the
performance conditions are fulfi lled,
ending on the date on which the
relevant employees become fully
entitled to the award (‘vesting period’).
The cumulative expense recognised
for equity-settled transactions at each
reporting date until vesting date refl ects
(i) the extent to which the vesting
period has expired and (ii) the Group’s
best estimate of the number of equity
instruments that will ultimately vest.
The profi t or loss charge or credit for
a period represents the movement in
cumulative expense recognised at the
beginning and end of that period.
No expense is recognised for awards
that do not ultimately vest, except
for awards where vesting is only
conditional upon a market condition.
A modifi cation of terms of share-based
payment transactions occurs when
the Board accepts a loan request
submitted by an employee of the
Group to exercise fully vested options
under the Employee Loan Scheme
through a LRL in lieu of cash payment
of the exercise price. Since the
terms of an equity-settled award are
modifi ed, as a minimum an expense
is recognised as if the terms had not
been modifi ed. In addition, an expense
is recognised for any modifi cation that
increases the total fair value of the
share-based payment arrangement,
or is otherwise benefi cial to the
employee, as measured at the date
of modifi cation.
If an equity-settled award is cancelled,
it is treated as if it had vested on the
date of cancellation, and any expense
not yet recognised for the award is
recognised immediately. However, if
a new award is substituted for the
cancelled award and designated as
a replacement award on the date that
it is granted, the cancelled and new
award are treated as if they were a
modifi cation of the original award, as
described in the previous paragraph.
The dilutive effect, if any, of
outstanding options is refl ected
as additional share dilution in the
computation of earnings per share.
Financial Report
Financial Report
65
65
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
B. Key fi nancial results
6. Personnel expenses (cont.)
i) Share-based payments (cont.)
Expenses arising from share-based payment transactions during the year was $1,920,000 (2015: $2,618,000).
The following table lists the options and LRLs granted and the inputs to the model used to measure their fair value for the
years ended 30 June 2016 and 30 June 2015 to key management personnel:
Model inputs to share option and LRL grants 30 June 2016 (key management personnel)
Grant date
Expiry date
30 June 2015
21 Nov 2014
21 Nov 2018
1 Dec 2014
1 Dec 2017
10 Mar 2015
10 Mar 2018
27 Mar 2015
27 Mar 2018
17 Apr 2015
17 Apr 2015
30 June 2016
17 Apr 2018
17 Apr 2018
30 Nov 2015
30 Nov 2019
30 Nov 2015
30 Nov 2019
31 Jan 2016
31 Jan 2021
18 Mar 2016
18 Mar 2020
18 Mar 2016
18 Mar 2020
20 May 2016
20 May 2020
Exercise
price2
$
Number of
options /
LRLs granted
Fair value at
grant date
$
Expected
price volatility
%
Risk free
interest rate
%
Expected life
(years)
1.08
0.09
0.18
0.09
0.49
0.63
0.56
0.56
0.39
0.40
0.551
0.68
5,000,000
5,000,000
2,500,000
1,000,000
1,500,000
1,500,000
4,500,000
4,750,000
3,000,000
1,500,000
2,500,000
1,000,000
0.2160
0.5934
0.3792
0.4839
0.2980
0.2628
0.1135
0.1157
0.1486
0.1547
0.1125
0.1532
60
75
75
75
75
75
53
53
53
53
53
58
2.77
2.35
1.96
1.78
1.79
1.79
2.19
2.19
1.89
1.89
2.05
1.73
2.75
3
3
3
3
3
3.5
3.5
3.5
3.5
3.5
3.5
1 These relate to grants of LRLs to key management personnel under the Employee Loan Scheme.
2 The exercise price of LRLs is determined based on the loan principal plus accrued interest divided by the number of shares exercised.
66
Financial Report
Financial Report
66
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
B. Key fi nancial results
6. Personnel expenses (cont.)
i) Share-based payments (cont.)
The following table lists the options and LRLs granted and the inputs to the model used to measure their fair value for the
years ended 30 June 2016 and 30 June 2015 to other executives:
Model inputs to share option and LRL grants 30 June 2016 (Other Executives)
Grant date
Expiry date
30 June 2015
11 Dec 2014
11 Dec 2018
23 Dec 2014
23 Dec 2017
6 Mar 2015
6 Mar 2015
6 Mar 2019
6 Mar 2020
24 Jun 2015
24 Jun 2018
30 June 2016
7 Jul 2015
30 Jun 2019
30 Nov 2015
30 Nov 2019
30 Nov 2015
30 Nov 2020
Exercise
price2
$
Number of
options /
LRLs granted
Fair value at
grant date
$
Expected
price volatility
%
Risk free
interest rate
%
Expected life
(years)
0.85
0.08
0.79
0.56
0.09
0.79
0.56
0.40
4,050,000
400,000
3,000,000
2,710,000
200,000
700,000
3,295,000
400,000
0.1608
0.5734
0.1453
0.2037
0.5435
0.1631
0.1157
0.1553
57
75
56
56
75
54
53
53
2.77
2.25
1.98
1.98
2.06
2.08
2.19
2.19
2.75
3
2.75
2.75
3
3.5
3.5
3.5
1 These relate to grants of LRLs to key management personnel under the Employee Loan Scheme.
2 The exercise price of LRLs is determined based on the loan principal plus accrued interest divided by the number of shares exercised.
The following table lists the roll-forward in number of options for the years ended 30 June 2016 and 30 June 2015 for key
management personnel and other executives combined:
Reconciliation of options issued under Employee Share Option Plan 30 June 2016
30 June 2015
Balance
at 1 July
Granted
Forfeited
Exercised
Balance
30 June
Vested &
exercisable
Total number of options
35,750,000
14,760,000
(1,805,000)
(18,150,000)
30,555,000
1,950,000
Weighted average price $
0.37
0.86
0.6
0.14
0.79
0.32
30 June 2016
Total number of options
30,555,000
21,645,000
(14,005,000)
(750,000)
37,445,000
6,025,000
Weighted average price $
0.79
0.53
0.57
0.14
0.64
0.69
Financial Report
Financial Report
67
67
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
B. Key fi nancial results
6. Personnel expenses (cont.)
i) Share-based payments (cont.)
LRLs advanced to key management personnel
LRLs advanced to key management personnel during the year ended 30 June 2016 amounted to $2,317,000 (30 June
2015: $3,068,000). Loans are interest bearing and interest accrues daily. Interest on the loans during the period has been
accrued at rates of between 1.75% and 5.65%. Loans are repayable three years after the issue date subject to the total
share value being greater than the loan’s principal plus accrued interest. No loans to key management personnel were
repaid during the year.
Details in relation to key management personnel, including remuneration paid, are included in the Remuneration Report
section of the Director’s Report.
LRLs advanced to other executives
LRLs advanced to other executives during the year ended 30 June 2016 amounted to $86,000 (30 June 2015: $45,000).
Loans are interest bearing and interest accrues daily. Interest on the loans during the period has been accrued at rates
of between 1.75% and 5.65%. Loans are repayable four years after the issue date subject to the total share value being
greater than the loan’s principal plus accrued interest. No loans to other executives were repaid during the year.
ii) Employee benefi ts expense
Share based payment expense
Defi ned contribution plan expense
Other employee benefi ts expenses
iii) Key management personnel disclosures
Short-term employee benefi ts
Short-term employee bonus
Long-term employee benefi ts
Post-employment benefi ts
Share-based payments
Consolidated
2015
$’000
2,618
779
11,960
15,357
Consolidated
2015
$’0001
1,658
583
21
122
2,181
4,565
2016
$’000
1,920
1,044
17,339
20,303
2016
$’000
2,612
736
11
148
1,508
5,015
1 Mr J Biviano and Ms L Rankin became key management personnel in the current year. The comparatives have been amended to include their respective
remuneration in the prior year.
68
Financial Report
Financial Report
68
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
B. Key fi nancial results
7. Income tax
Key estimates and judgments
Deferred tax
Pursuant to AASB 112 Income Taxes,
the Company has assessed its best
estimate of the probability that future
taxable profi ts will be available against
which the Group can utilise its unused
tax losses and deductible temporary
differences in future periods.
Accounting policy -
recognition and measurement
of income tax
Research and development
tax incentive
The Group accounts for the benefi t
of refundable research and
development tax incentives as
government grant income, which is
recognised when there is reasonable
assurance that the Group will comply
with the conditions that attach to the
incentive and that it will be received.
The income is recognised in Other
Income on a systematic basis over
the periods in which the Group
recognises the related research and
development expense. The Group
accounts for any non-refundable
research and development tax credits
as an income tax benefi t.
Deferred income tax assets are
recognised for all deductible
temporary differences, carry-forward
of unused tax assets and unused
tax losses, to the extent that it is
probable that taxable profi t will be
available against which the deductible
temporary differences, and the carry-
forward of unused tax assets and
unused tax losses can be utilised:
– except where the deferred income
tax asset relating to the deductible
temporary difference arises from
the initial recognition of an asset or
liability in a transaction that is not
a business combination and, at
the time of the transaction, affects
neither the accounting profi t nor
taxable profi t or loss; and
– in respect of deductible temporary
differences associated with
investments in subsidiaries,
associates and interests in joint
ventures, deferred tax assets are
only recognised to the extent that
it is probable that the temporary
differences will reverse in the
foreseeable future and taxable
profi t will be available against
which the temporary differences
can be utilised.
Income tax
Current tax assets and liabilities for
the current and prior periods are
measured at the amount expected
to be recovered from or paid to the
taxation authorities. The tax rates
and tax laws used to compute the
amount are those that are enacted
or substantively enacted at the
reporting date.
Deferred income tax is provided on
all temporary differences at the
reporting date between the tax
bases of assets and liabilities and
their carrying amounts for fi nancial
reporting purposes.
Deferred income tax liabilities are
recognised for all taxable temporary
differences:
– except where the deferred income
tax liability arises from the initial
recognition of goodwill or of an
asset or liability in a transaction that
is not a business combination and,
at the time of the transaction, affects
neither the accounting profi t nor
taxable profi t or loss; and
– in respect of taxable temporary
differences associated with
investments in subsidiaries,
associates and interests in joint
ventures, except where the timing
of the reversal of the temporary
differences can be controlled and
it is probable that the temporary
differences will not reverse in the
foreseeable future.
Financial Report
Financial Report
69
69
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
B. Key fi nancial results
7. Income tax (cont.)
Accounting policy -
recognition and measurement
of income tax (cont.)
Income tax (cont.)
The carrying amount of deferred
income tax assets is reviewed at each
reporting date and reduced to the
extent that it is no longer probable that
suffi cient taxable profi t will be available
to allow all or part of the deferred
income tax asset to be utilised.
Unrecognised deferred income
tax assets are reassessed at each
reporting date and are recognised to
the extent that it has become probable
that future taxable profi t will allow the
deferred tax asset to be recovered.
Tax consolidation
The Company and its wholly-owned
Australian controlled entities have
implemented the tax consolidation
legislation. The head entity, Nearmap
Ltd, and the controlled entities in the
tax consolidated Group account for
their own current and deferred tax
amounts. These tax amounts are
measured as if each entity in the tax
consolidated Group continues to be
a standalone taxpayer in its own right.
In addition to its own current and
deferred tax amounts, the Company
also recognises the current tax
liabilities (or assets) and the deferred
tax assets arising from unused
tax losses and unused tax credits
assumed from controlled entities
in the tax consolidated Group.
Deferred income tax assets and
liabilities are measured at the tax
rates that are expected to apply to
the year when the asset is realised
or the liability is settled, based on tax
rates (and tax laws) that have been
enacted or substantively enacted at
the reporting date.
Deferred tax assets and deferred
tax liabilities are offset only if a legally
enforceable right exists to set off
current tax assets against current
tax liabilities and the deferred tax
assets and liabilities relate to the
same taxable entity and the same
taxation authority.
Income taxes relating to items
recognised directly in equity are
recognised in equity and not in the
profi t and loss.
70
Financial Report
Financial Report
70
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
B. Key fi nancial results
7. Income tax (cont.)
Income tax expense
Current tax expense
Deferred tax expense
Numerical reconciliation of income tax expense to prima facie tax payable
(Loss) / profi t before income tax
Tax at the Australian tax rate of 30% (2015:30%)
Tax effect of amounts which are not deductible in calculating taxable income:
R&D grant
Effect of higher tax rate in the US
Shared based payments expense
Entertainment expenses
Other non-deductible expenses
Current year losses for which no deferred tax asset is recognised
Over provision in the prior year
Consolidated
2016
$’000
(869)
(1,573)
(2,442)
(4,693)
1,408
266
600
(532)
(79)
31
(4,320)
184
(2,442)
2015
$’000
(194)
(1,222)
(1,416)
627
(188)
955
347
(788)
(5)
(1,737)
-
-
(1,416)
Financial Report
Financial Report
71
71
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
B. Key fi nancial results
7. Income tax (cont.)
Deferred tax balances
2016
R&D credits carry forward
Tax losses
Unearned revenue
Provisions and other accruals
Plant and equipment
Intangible assets
Other
Derivative instruments
Unrealised foreign exchange loss
Net tax assets/(liabilities)
2015
Tax losses
Unearned revenue
Provisions and other accruals
Plant and equipment
Intangible assets
Prepayments
Derivative instruments
Net tax assets/(liabilities)
Recognised
in the
statement of
profi t or loss
$’000
2,102
(1,875)
-
240
(2)
(1,947)
18
-
(109)
(1,573)
Balance
1 July
$’000
-
4,300
39
341
(52)
(2,359)
-
17
-
2,286
Change in
recognised
amount
$’000
(743)
(468)
388
168
836
(838)
22
21
-
(614)
-
4,020
285
(57)
(464)
(2)
-
3,782
4,597
(3,983)
51
(1,888)
-
1
-
(1,222)
(297)
2
5
1,893
(1,895)
1
17
(274)
Balance
30 June
$’000
1,359
1,957
427
749
782
(5,144)
40
38
(109)
99
4,300
39
341
(52)
(2,359)
-
17
2,286
Assets
$’000
-
1,957
427
255
(15)
-
-
-
-
2,624
4,300
39
341
-
-
-
17
4,697
Liabilities
$’000
1,359
--
--
494
797
(5,144)
40
38
(109)
(2,525)
--
--
--
(52)
(2,359)
--
--
(2,411)
72
Financial Report
Financial Report
72
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
C. Capital structure and fi nancial risk management
In this section: This section outlines how Nearmap manages its capital structure and discusses the Group’s exposure
to various fi nancial risks and how the Group manages these risks.
Capital Risk Management
The Group’s objective in managing capital is to safeguard its ability to continue as a going concern, so it can continue
to commercialise intellectual property with the ultimate objective of providing returns to shareholders whilst maintaining
an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure the Company
may issue new shares, sell assets, consider joint ventures and may return capital in some form to shareholders.
8. Contributed equity
Ordinary shares are classifi ed 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. Details in relation to share option movements and the share
incentive scheme are contained in note 6.
2016
2015
Movement in shares on issue
Balance at the beginning of the year
Issue of shares during the year
Issued from exercise of share options
Issued from exercise of loans share options
Repayment of loans
Balance at the end of the year
Number
of shares
355,496,101
-
250,000
500,000
-
356,246,101
$'000
27,621
-
19
-
1,139
28,779
Number
of shares
337,346,101
-
6,050,000
12,100,000
-
355,496,101
$'000
27,113
-
508
-
-
27,621
Terms and conditions of contributed equity
Ordinary shares: Ordinary shares have the right to receive dividends as declared and in the event of winding up of the
Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts
paid up on the shares held.
Financial Report
Financial Report
73
73
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
C. Capital structure and fi nancial risk management
Accounting policy –
derivative fi nancial instruments
and hedge accounting
The Group holds derivative fi nancial
instruments to hedge its foreign
currency risk exposures. These
derivative instruments are designated
as cash fl ow hedging instruments.
The effective portion of changes
in the fair value of the derivative is
recognised in OCI and accumulated
in the hedging reserve. Any ineffective
portion of changes in the fair value
of the derivatives is immediately
recognised in profi t or loss.
The amount accumulated in equity
is retained in OCI and reclassifi ed
to profi t or loss in the same period
or periods during which the hedged
item affects profi t or loss.
9. Financial instruments –
fair value and
risk management
Accounting policy – fi nancial
instruments carried at fair value
The fair value of fi nancial assets and
fi nancial liabilities must be estimated
for recognition and measurement or
for disclosure purposes. The fair value
of these instruments is categorised
into different levels of the fair value
hierarchy based on the inputs used
in the valuation techniques as follows:
Level 1: quoted prices (unadjusted)
in active markets for identical assets
or liabilities that the Group can assess
at the measurement date.
Level 2: inputs other than quoted
prices included within Level 1 that are
observable for the asset or liability,
either directly (as prices) or indirectly
(derived from prices).
Level 3: inputs for the asset or liability
that are not based on observable
market data (unobservable inputs).
The Group recognises transfers
between levels of the fair value
hierarchy as of the end of the
reporting period which the transfer
has occurred.
The Group’s principal fi nancial
instruments comprise cash, short-term
deposits and derivatives. The Group is
primarily exposed to the following risks
arising from fi nancial instruments:
– Market risk, particularly in relation
to foreign currencies (see 9(ii));
– Credit risk (see 9(iii)).
This note provides information about
the Group’s exposure to the above
risks and its objectives, policies
and processes for measuring and
managing those risks.
i) Risk management framework
The Company’s Board of Directors
has overall responsibility for the
establishment and oversight of
the Group’s risk management
framework. The Board of Directors
have established the Audit and
Risk Management Committee
which is responsible for developing
and monitoring the Group’s risk
management policies.
The Group’s risk management
policies are established to identify
and analyse the risks faced by the
Group, to set appropriate risk limits
and controls and to monitor risks and
adherence to limits. Risk management
policies are reviewed regularly
to refl ect changes in the market
and the Group’s activities.
74
Financial Report
Financial Report
74
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
C. Capital structure and fi nancial risk management
9. Financial instruments – fair value and risk management (cont.)
ii) Market risk
Market risk is the risk that changes in market prices – such as foreign exchange rates and interest rates – will affect the
Group’s income or the value of its holdings of fi nancial instruments. The Group uses derivatives to manage market risk related
to foreign currencies. All such transactions are carried out within the guidelines of the Group’s risk management policies.
Currency risk
The Group’s functional currency is the Australian dollar (AUD) and it is exposed to currency risk on payments denominated
in the United States dollar (USD). The Group uses forward exchange contracts to hedge its currency risk, all of which
have a maturity of less than six months from the reporting date. The currency risk relating to payments denominated in USD
have been fully hedged, with the forward exchange contracts maturing on the same dates that the forecast payments are
expected to occur. These contracts are designated as cash fl ow hedges.
In respect of other monetary assets and liabilities denominated in foreign currencies, the Group’s policy is to ensure the net
exposure is kept to an acceptable level by buying or selling foreign currencies at spot rates when necessary.
Exposure to foreign currency risk
The summary quantitative data about the Group’s exposure to foreign currency risk is as follows:
Cash and cash equivalents
Receivables and other assets
Payables and other liabilities
Gross exposure
Consolidated
2016
US$’000
1,960
288
851
3,099
2015
US$’000
2,110
344
980
3,434
The following signifi cant exchange rates applied during the year:
USD
Average rate
Year end spot rate
2016
0.7283
2015
0.8382
2016
0.7426
2015
0.7680
Financial Report
Financial Report
75
75
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
C. Capital structure and fi nancial risk management
9. Financial instruments – fair value and risk management (cont.)
ii) Market risk (cont.)
Sensitivity analysis
A 10 percent strengthening or weakening of the Australian to US dollar exchange rate would have increased / (decreased)
the net assets denominated in foreign currencies by the following amounts:
10%
-10%
Consolidated
2016
$’000
(171)
209
2015
$’000
(174)
213
Interest rate risk
The Group is exposed to changes in interest rates as it relates to the Company’s short-term deposits. The Company
monitors changes in interest rates regularly to ensure the best possible return on deposits. Changes to interest rates in this
context are not considered a signifi cant fi nancial risk.
iii) Credit risk
Credit risk is the risk of fi nancial loss to the Group if a customer or counterparty to a fi nancial instrument fails to meet its
contractual obligations, and arises principally from the Group’s receivables from customers and forward exchange contracts.
The Group trades primarily with recognised, creditworthy third parties.
Trade and other receivables
The Group’s exposure to credit risk is infl uenced mainly by the individual characteristics of each customer. Receivable
balances are monitored on an ongoing basis, with the result that the Group’s exposure to bad debts is not signifi cant.
Ageing profi le of trade receivables
Current
31 to 60 days overdue
Over 61 days overdue
Over 90 days overdue
Impairment loss
Consolidated
2016
$’000
4,119
33
68
225
(172)
4,273
2015
$’000
4,202
91
16
19
(12)
4,316
76
Financial Report
Financial Report
76
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
C. Capital structure and fi nancial risk management
9. Financial instruments – fair value and risk management (cont.)
iii) Credit risk (cont.)
Cash and cash equivalents
The Group held cash and cash equivalents with bank and fi nancial institution counterparties which are rated BBB
or above based on Standards & Poors ratings.
Derivatives
The forward exchange contracts are entered into with bank institutions which are rated BBB or above based on
Standard & Poor ratings and are authorised in accordance with our Foreign Exchange Risk Management Policy.
The carrying amount of the Group’s fi nancial assets represents maximum credit exposure and is as follows:
Cash and cash equivalents
Trade receivables
Prepayments and other receivables
Consolidated
2016
$’000
12,189
4,273
1,774
2015
$’000
17,169
4,316
3,540
Accounting policy – trade and other receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective
interest method, less provision for impairment. Trade receivables are generally due for settlement within 7–60 days.
The Group has no reliance on any major customers.
Debts which are known to be uncollectible are written off by reducing the carrying amount directly. An allowance account
for impairment is used when there is objective evidence that the Group will not be able to collect all amounts due according
to the original terms (such as signifi cant fi nancial diffi culties of the debtor, probability of bankruptcy, etc). The amount of the
impairment loss is recognised in profi t or loss within other expenses.
When a trade receivable for which an impairment allowance has been recognised becomes uncollectible in a subsequent
period, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited
against other expenses in the income statement.
Liquidity Risk
Liquidity risk is the risk that the Group will encounter diffi culty in meeting the obligations associated with its fi nancial
liabilities that are settled by delivering cash or another fi nancial asset. The Group’s objective is to maintain a balance
between continuity of funding and fl exibility through the use of its cash and funding requirements. The Group continually
monitors forecast and actual cash fl ows and the maturity profi les of assets and liabilities to manage its liquidity risk.
Financial Report
Financial Report
77
77
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
C. Capital structure and fi nancial risk management
9. Financial instruments – fair value and risk management (cont.)
iv) Fair values
The fair values of other fi nancial assets and fi nancial liabilities, together with the carrying amounts in the Consolidated
Statement of Financial Position, at 30 June 2016 and 30 June 2015 is detailed below.
Financial liabilities
Forward exchange contracts used for hedging1
2016
$’000
Carrying amount
(126)
$’000
2015
$’000
Fair value Carrying amount
(57)
(126)
$’000
Fair value
(57)
1 The forward exchange contracts are not quoted in active markets as they are not traded on a recognised exchange. Instead, the Group uses valuation techniques
(present value techniques) which use both observable and unobservable market inputs. As these fi nancial instruments use valuation techniques with unobservable
inputs that are not signifi cant to the overall valuation, these instruments are included in Level 2 of the fair value hierarchy. There were no transfers between levels
of the fair value hierarchy during the year-ended 30 June 2016. The Group has not disclosed the fair values for fi nancial instruments such as short-term trade
receivables and payables because their carrying amounts are a reasonable approximation of fair values.
10. Dividends paid on ordinary shares
No dividends were paid or proposed for the year ending 30 June 2016 (2015: nil).
Franking credit balance
The amount of franking credits available for the subsequent fi nancial year are:
Franking account balance as at the beginning of the fi nancial year at 30% (2015: 30%)
Franking credits utilised through the receipt of R&D credits as at the end of the fi nancial year
Consolidated
2016
$’000
-
-
-
-
2015
$’000
-
-
-
-
Provision is made for the amount of any dividend declared, being appropriately authorised and no longer
at the discretion of the entity, on or before the end of the fi nancial year but not distributed at reporting date.
78
Financial Report
Financial Report
78
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
D. Investing activities
In this section: This section outlines Nearmap’s investment in intangible assets and property, plant and equipment as well
as a broader discussion on the entity’s cash fl ows.
11. Intangibles
Key estimates and judgments
Capture costs
Pursuant to AASB 138 Intangible
Assets, the Company has assessed
its best estimate of the probability
that the expected future economic
benefi ts attributable to the Group’s
digital imagery will fl ow to the entity.
As a result, capture costs directly
attributable and necessary to create
and upload digital imagery online have
been recognised as an intangible
asset. Capture costs capitalised are
being amortised over a period
of 5 years. Amortisation of capture
costs has been included within
‘depreciation and amortisation
expenses’ in the Consolidated
Statement of Comprehensive Income.
Impairment of assets
The Group assesses impairment at
each reporting date by evaluation of
conditions specifi c to the Group that
may lead to impairment of assets.
Where an impairment trigger exists,
the recoverable amount of the asset is
determined. Value-in-use calculations
performed in assessing recoverable
amounts incorporate a number of key
estimates, including forecasting of
profi ts, cash fl ows, and discount rates.
Accounting policy -
impairment of assets
The Group assesses at each reporting
period whether there is an indication
that an asset (other than goodwill or
intangibles with indefi nite useful life)
may be impaired. If any such indication
exists, or when annual impairment
testing for an asset is required, the
Group makes an estimate of the
asset’s recoverable amount. An
asset’s recoverable amount is the
higher of its fair value less costs to sell
and its value in use and is determined
for an individual asset, unless the
asset does not generate cash infl ows
that are largely independent of those
from other assets or groups of assets
and the assets value in use cannot be
estimated to be close to its fair value.
In such cases the asset is tested
for impairment as part of the cash
generating unit to which it belongs.
When the carrying amount of an
asset or cash generating unit exceeds
its recoverable amount, the asset or
cash generating unit is considered
impaired and is written down to its
recoverable amount.
In assessing value in use, the
estimated future cash fl ows are
discounted to their present value using
a pre-tax discount rate that refl ects
current market assessments of the
time value of money and the risks
specifi c to the asset.
Impairment losses relating to
continuing operations are recognised
in those expense categories
consistent with the function of the
impaired asset unless the asset is
carried at revalued amount (in which
case the impairment loss is treated as
a revaluation decrease).
An assessment is also made at each
reporting date as to whether there
is any indication that previously
recognised impairment losses
may no longer exist or may have
decreased. If such indication exists,
the recoverable amount is estimated.
A previously recognised impairment
loss is reversed only if there has
been a change in estimate used to
determine the asset’s recoverable
amount since the last impairment loss
was recognised. If that is the case,
the carrying amount of the asset is
increased to its recoverable amount.
That increased amount cannot exceed
the carrying amount that would have
been determined, net of depreciation,
had no impairment loss been
recognised in the asset in prior years.
Such reversal is recognised in profi t
or loss unless the asset is carried
at revalued amount, in which case
the reversal is treated as revaluation
increase. After such a reversal the
depreciation charge is adjusted in
future periods to allocate the asset’s
revised carrying amount, less any
residual value, on a systematic basis
over its remaining useful life.
Financial Report
Financial Report
79
79
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
D. Investing activities
11. Intangibles (cont.)
Accounting policy -
recognition and measurement
of intangibles
Research and development costs
Intangible assets acquired separately
are capitalised at cost and those
arising from a business combination
are capitalised at fair value as at the
date of acquisition. Following initial
recognition, the cost model is applied
to the class of intangible assets.
The amortisation period and method
for intangible assets are reviewed
at least annually to determine if the
useful lives should be changed.
Where there is an expectation that the
period or method does not match the
consumption of the economic benefi ts
embedded within the asset, the useful
life of the asset will be amended to
refl ect this change.
Intangible assets are tested for
impairment where an indicator of
impairment exists, and in the case
of intangibles under development
impairment is tested annually
or at each reporting period where
an indicator exists, at the cash-
generating unit level.
A summary of the amortisation
applied to the Group's intangible
assets is as follows:
Development costs, patents,
capture costs and licences
Useful lives Finite (generally for
a period of 5–20 years).
Amortisation method used Amortised
over the period of expected future
benefi t. The expected useful life is
reviewed annually.
Internally generated or acquired and
internally generated.
Impairment testing Annually as at
30 June for assets not yet available
for use and more frequently when an
indication of impairment exists.
The patents and licences have been
granted or are expected to be granted
for a minimum of 20 years by the
relevant government agency with the
option of renewal without signifi cant
cost at the end of this period provided
that the Group meets certain
predetermined targets. Accordingly,
the patents and licences have been
determined to have fi nite useful lives.
Gains or losses arising from de-
recognition of an intangible asset are
measured as the difference between
the net disposal proceeds and the
carrying amount of the asset and are
recognised in the profi t or loss when
the asset is derecognised.
Research costs and costs that
do not meet the defi nition of
development costs for the purpose
of the standard are expensed as
incurred. An intangible asset arising
from development expenditure on
an internal project is recognised only
when the Group can demonstrate
the technical feasibility of completing
the intangible asset so that it will be
available for use or sale, its intention to
complete and its ability to use or sell
the asset, how the asset will generate
future economic benefi ts, the
availability of resources to complete
the development and the ability to
measure reliably the expenditure
attributable to the intangible asset
during its development. Following the
initial recognition of the development
expenditure, the cost model is
applied requiring the asset to be
carried at cost less any accumulated
amortisation and accumulated
impairment losses. Any expenditure
so capitalised is amortised over the
period of expected benefi t from the
related project.
The carrying value of an intangible
asset arising from development
expenditure is tested for impairment
annually when the asset is not yet
available for use or more frequently
when an indication of impairment rises
during the reporting period.
80
Financial Report
Financial Report
80
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
D. Investing activities
11. Intangibles (cont.)
Goodwill
Goodwill acquired in a business combination is initially measured at cost being the excess of the cost of the business
combination over the Group’s interest in the net fair value of the acquiree’s identifi able assets, liabilities and contingent
liabilities. Goodwill is reviewed for impairment annually or more frequently if events or changes in circumstances indicate
the carrying value may be impaired.
All goodwill acquired through business combinations has been allocated to the nearmap.com cash generating unit.
The recoverable amount of the nearmap.com cash generating unit has been determined based on a value-in-use
calculation using cash fl ow projections based on Board approved budgets and a 4 year forecast period approved
by senior management. No impairment was recognised at 30 June 2016 (2015: nil).
Goodwill
$’000
Development
costs
$’000
Capture
costs
$’000
Reconciliation of carrying amount as at 30 June 2016
Balance at the beginning of the year
Additions
Amortisation
Transfers to Plant and equipment
(at net book value)
135
-
-
-
Closing balance at the end of the year
135
At 30 June 2016
Cost
Accumulated amortisation
Closing net book amount
Reconciliation of carrying amount as at 30 June 2015
Balance at the beginning of the year
Additions
Amortisation
Closing balance at the end of the year
At 30 June 2015
Cost
Accumulated amortisation
Closing net book amount
135
-
135
135
-
-
135
135
-
135
5,358
3,872
(2,825)
(526)
5,879
13,783
(7,904)
5,879
4,166
3,431
(2,239)
5,358
13,480
(8,122)
5,358
5,125
7,135
(1,913)
32
10,379
13,018
(2,639)
10,379
745
5,023
(643)
5,125
5,862
(737)
5,125
Other
$’000
648
555
(363)
7
847
1,408
(561)
847
222
591
(165)
648
853
(205)
648
Total
$’000
11,266
11,562
(5,101)
(487)
17,240
28,344
(11,104)
17,240
5,268
9,045
(3,047)
11,266
20,330
(9,064)
11,266
Financial Report
Financial Report
81
81
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
D. Investing activities
12. Plant and equipment
Accounting policy – plant and equipment
Plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses. Such cost
includes the cost of replacing parts that are eligible for capitalisation when the cost of replacing the parts is incurred.
Depreciation is calculated over the estimated useful life of the assets, between 2 and 10 years, on a straight line basis.
The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each
fi nancial year end.
i) De-recognition and disposal
An item of plant and equipment is derecognised upon disposal or when no future economic benefi ts are expected from
its use or disposal.
Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds
and the carrying amount of the asset) is included in profi t or loss in the year the asset is derecognised.
Reconciliation of carrying amount as at 30 June 2016
Balance at the beginning of the year
Additions
Disposals
Depreciation
Transfers from Intangible assets (at net book value)
Closing balance at the end of the year
At 30 June 2016
Cost
Accumulated depreciation
Closing net book amount
Reconciliation of carrying amount as at 30 June 2015
Balance at the beginning of the year
Additions
Disposals
Depreciation
Closing balance at the end of the year
At 30 June 2015
Cost
Accumulated depreciation
Closing net book amount
Offi ce equipment
& furniture
$’000
519
665
-
(380)
20
824
1,844
(1,020)
824
233
470
(10)
(174)
519
922
(403)
519
Camera
systems
$’000
3,862
2,390
(114)
(1,262)
467
5,343
10,872
(5,529)
5,343
1,169
3,129
-
(436)
3,862
5,101
(1,239)
3,862
Total
$’000
4,381
3,055
(114)
(1,642)
487
6,167
12,716
(6,549)
6,167
1,402
3,599
(10)
(610)
4,381
6,023
(1,642)
4,381
82
Financial Report
Financial Report
82
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
D. Investing activities
13. Cash fl ow statement
Cash and short-term deposits in the Consolidated Statement of Financial Position comprise cash at bank and in hand and
short-term deposits with an original maturity of three months or less. For the purposes of the Statement of Cash Flow, cash
and cash equivalents consist of cash and cash equivalents as defi ned above, net of outstanding bank overdrafts. Cash at
banks and short term deposits earn interest at fl oating rates based on daily bank deposit rates.
The Company had no fi nancing facilities as of 30 June 2016 (2015: nil).
Consolidated
Reconciliation of the net loss to the net cash fl ows from operations
Loss after tax
Adjustment for non-cash items
Amortisation and depreciation
Capitalised amortisation and depreciation
Net unrealised exchange differences
Share based payment expense
Loss on disposal of non-current assets
Changes in assets and liabilities
Payables and other current liabilities
Receivables
Provision for employee benefi ts
Other non-current assets
Income tax
Net cash from operating activities
Reconciliation of cash
Cash equivalents comprises
Cash at bank and on hand
Short term deposits at call
2016
$’000
(7,135)
6,747
(1,105)
10
1,920
42
2,806
1,809
(89)
(6,030)
2,310
1,285
5,319
6,870
12,189
2015
$’000
(789)
3,658
(522)
(480)
2,618
-
2,710
(4,561)
1,023
(5,023)
1,496
130
4,665
12,504
17,169
Financial Report
Financial Report
83
83
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
E. Other
In this section: This section provides information on items which require disclosure to comply with Australian Accounting
Standards and other regulatory pronouncements however are not considered critical in understanding the fi nancial
performance or position of the Group.
14. Earnings per share
Basic earnings per share is calculated as net profi t/loss attributable to shareholders, adjusted to exclude costs of servicing
equity (other than dividends), divided by the weighted average number of ordinary shares, adjusted for any bonus element.
Diluted earnings per share is calculated as net profi t attributable to shareholders, adjusted for:
– costs of servicing equity (other than dividends);
– the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised
as expenses; and
– other non-discretionary changes in revenues or expenses during the period that would result from the dilution of potential
ordinary shares, divided by the weighted average number of ordinary shares and dilutive potential ordinary shares,
adjusted for any bonus element.
Net loss attributable to ordinary equity holders
Net loss used in calculating diluted earnings per share
Weighted average number of ordinary shares on issue
used in the calculation of basic profi t per share
Weighted average number of ordinary shares on issue
used in the calculation of diluted profi t per share
Consolidated
2016
$’000
(7,135)
(7,135)
2015
$’000
(789)
(789)
Number of
shares
Number of
shares
355,572,813
330,667,744
355,572,813
330,667,744
Earnings per share attributable to the ordinary equity shareholders of the Company:
Basic loss per share (cents per share)
Diluted loss per share (cents per share)
(2.01)
(2.01)
(0.24)
(0.24)
The options granted to employees are considered to be ordinary shares and are included in the determination of diluted
earnings per share to the extent to which they are dilutive.
There have been no other conversions to, calls of, or subscriptions for ordinary shares or issues of potential ordinary shares
since the reporting date and before the completion of these fi nancial statements.
84
Financial Report
Financial Report
84
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
E. Other
15. Expenditure commitments
Accounting policy – leases
The determination of whether an arrangement is or contains a lease is based on the substance of the arrangement and
requires an assessment of whether the fulfi lment of the arrangement is dependent on the use of a specifi c asset or assets
and the arrangement conveys a right to use the asset.
Operating lease payments are recognised as an expense in the profi t or loss on a straight line basis over the lease term.
Lease incentives are recognised in the income statement as an integral part of the total lease expense.
Expenditure commitments
There are no capital expenditure commitments or hire purchase commitments contracted at 30 June 2016 (2015: nil).
Operating lease commitments
Minimum lease payments
– Not later than one year
– Later than one year and no later than fi ve years
Aggregate lease expenditure contracted for at reporting date
2016
$’000
1,176
2,076
3,252
2015
$’000
330
67
397
Operating lease commitments relate primarily to commercial offi ce premises and IT related leases. These leases have
varying terms, escalation clauses and renewal rights. On renewal, the terms of the leases are renegotiated.
16. Parent entity information
Financial position information relating to the Company
Current assets
Total assets
Current liabilities
Total liabilities
Net assets
Contributed equity
Reserves
Accumulated losses
Total shareholder equity
Loss and total comprehensive income of the parent entity
2016
$’000
22,240
22,454
(187)
(188)
22,266
28,779
10,533
(17,046)
22,266
(1,914)
2015
$’000
21,057
21,271
(101)
(101)
21,170
27,621
8,680
(15,131)
21,170
(2,844)
Financial Report
Financial Report
85
85
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
E. Other
16. Parent entity information (cont.)
Information relating to the Company
The parent entity has not entered into any guarantees with its subsidiaries.
Details of the contingent liabilities of the Group are contained in note 3. There are no contingent liabilities of the parent entity.
Details of the contractual commitments of the Group are contained in note 15. There are no contractual commitments of the
parent entity.
Wholly owned Group transactions
Loans made by the Company to and from wholly-owned subsidiaries are repayable on demand and unsecured. No interest
is charged on the loans (2015: nil).
Loans to wholly-owned subsidiaries
Beginning of the year
Loans advanced
Loan repayments
End of the year
2016
$’000
8,380
7,583
(534)
15,429
2015
$’000
961
7,770
(351)
8,380
17. Group entities
The consolidated fi nancial statements incorporate the assets, liabilities of the following subsidiaries in accordance with the
accounting policy described in note 2:
Equity holding
Name of entity
QPSX Communications Pty Ltd
Nearmap Australia Pty Ltd
IPR 8 Pty Ltd
Ipernica Ventures Pty Ltd
Ipernica Holdings Pty Ltd
Nearmap USA Pty Ltd
Nearmap Aerospace Inc.
Nearmap US, Inc.
Nearmap Remote Sensing US, Inc.
Country of
incorporation
Australia
Australia
Australia
Australia
Australia
Australia
United States
United States
United States
2016
%
100
100
100
100
100
100
100
100
100
2015
%
100
100
100
100
100
100
100
100
-
86
Financial Report
Financial Report
86
Notes to the Consolidated Financial Statements
for the year ended 30 June 2016
E. Other
18. Auditor remuneration
During the year, the following fees were paid or payable for services provided by the auditor of the Company and its related
practices:
Consolidated
Audit services paid to KPMG
– an audit or review of the fi nancial statements of the entity
Remuneration paid to KPMG for audit services
Non-audit services paid to KPMG
– other assurance matters for the entity and any other entity in the consolidated Group
– taxation advisory for the entity and any other entity in the consolidated Group
– other advisory for the entity and any other entity in the consolidated Group
Remuneration paid to KPMG for non-audit services
2016
$’000
92
92
18
89
54
161
2015
$’000
81
81
-
79
48
127
Financial Report
Financial Report
87
87
Directors’ Declaration
In accordance with a resolution of the Directors of the Company, I state that:
In the opinion of the Directors:
a) the fi nancial statements and notes of the consolidated entity are in accordance with the Corporations Act 2001,
including:
i) giving a true and fair view of the consolidated entity’s fi nancial position as at 30 June 2016 and of its performance
for the year ended on that date; and
ii) complying with Accounting Standards and Corporations Regulations 2001 and other mandatory professional
reporting standards; and
b) the Company has included in the notes to the fi nancial statements an explicit and unreserved statement of compliance
with International Financial Reporting Standards;
c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due
and payable; and
d) the remuneration disclosures set out in the Directors’ Report (as part of audited Remuneration Report) for the year ended
30 June 2016, comply with section 300A of the Corporations Act 2001.
This declaration has been made after receiving the declarations required to be made to the Directors in accordance with
sections 295A of the Corporations Act 2001 for the fi nancial period ending 30 June 2016.
On behalf of the Board
Dr R Newman
Managing Director & CEO
Sydney
23 August 2016
88
Directors’ Declaration
Directors' Declaration
88
Independent Auditor’s Report to the members of Nearmap Ltd
Report on the fi nancial report
We have audited the accompanying fi nancial report of Nearmap Ltd (the Company), which comprises the consolidated
statement of fi nancial position as at 30 June 2016, and consolidated statement of comprehensive income, consolidated
statement of changes in equity and consolidated statement of cash fl ows for the year ended on that date, notes 1 to
18 comprising a summary of signifi cant accounting policies and other explanatory information and the Directors’
declaration of the Group comprising the Company and the entities it controlled at the year’s end or from time to time
during the fi nancial year.
Directors’ responsibility for the fi nancial report
The Directors of the Company are responsible for the preparation of the fi nancial report that gives a true and fair view
in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control
as the Directors determine is necessary to enable the preparation of the fi nancial report that is free from material
misstatement whether due to fraud or error. In note 2(a), the Directors also state, in accordance with Australian
Accounting Standard AASB 101 Presentation of Financial Statements, that the fi nancial statements of the Group
comply with International Financial Reporting Standards.
Auditor’s responsibility
Our responsibility is to express an opinion on the fi nancial report based on our audit. We conducted our audit in
accordance with Australian Auditing Standards. These Auditing Standards require that we comply with relevant ethical
requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the
fi nancial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the fi nancial
report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material
misstatement of the fi nancial report, whether due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the entity’s preparation of the fi nancial report that gives a true and fair view in
order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of accounting estimates made by the Directors, as well as evaluating
the overall presentation of the fi nancial report.
We performed the procedures to assess whether in all material respects the fi nancial report presents fairly, in
accordance with the Corporations Act 2001 and Australian Accounting Standards, a true and fair view which is
consistent with our understanding of the Group’s fi nancial position and of its performance.
We believe that the audit evidence we have obtained is suffi cient and appropriate to provide a basis for our audit
opinion.
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001.
KPMG, an Australian partnership and a member fi rm of the KPMG
network of independent member fi rms affi liated with KPMG
International Cooperative (“KPMG International”), a Swiss entity.
Liability limited by a scheme approved
under Profession Standards Legislation.
Independent Auditor’s Report
Independent Auditor's Report
89
89
Auditor’s opinion
In our opinion:
a) the fi nancial report of the Group is in accordance with the Corporations Act 2001, including:
i) giving a true and fair view of the Group’s fi nancial position as at 30 June 2016 and of its performance
for the year ended on that date; and
ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
b) the fi nancial report also complies with International Financial Reporting Standards as disclosed in note 2(a).
Report on the Remuneration Report
We have audited the Remuneration Report included in pages 32 to 47 of the Directors’ Report for the year
ended 30 June 2016. The Directors of the Company are responsible for the preparation and presentation of
the Remuneration Report in accordance with Section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with auditing
standards.
Auditor’s opinion
In our opinion, the Remuneration Report of Nearmap Ltd for the year ended 30 June 2016, complies with
Section 300A of the Corporations Act 2001.
KPMG
Trent Duvall
Partner
Sydney
23 August 2016
90
Independent Auditor’s Report
Independent Auditor's Report
90
Shareholder Information
Additional information required by the Australian Securities Exchange and not shown elsewhere in this report is as
follows. The information is current as at 8 September 2016.
a) Distribution of ordinary shares
The number of shareholders, by size of holding, are:
Range
1–1,000
1,001–5,000
5,001–10,000
10,001–100,000
100,001 and over
Total
Number of holders Number of shares
387,869
7,470,020
13,053,941
74,623,375
261,010,896
356,546,101
532
2,589
1,599
2,368
322
7,410
The number of shareholders holding less than a marketable parcel of ordinary shares is: 263
121,012
b) Distribution of unquoted options
ESOP options exercisable at a range of prices between $0.39 and $1.08 expiring on various dates between
25 July 2017 and 30 November 2021.
Range
1–1,000
1,001–5,000
5,001–10,000
10,001–100,000
100,001 and over
Total
Number of holders Number of options
-
-
-
695,000
34,975,000
35,670,000
-
-
-
12
32
44
Shareholder Information
Shareholder Information
91
91
Shareholder Information
c) Twenty largest shareholders
The names of the twenty largest registered holders of quoted ordinary shares are:
Name
42,446,172
1 National Nominees Limited
38,155,167
2 Longfellow Nominees Pty Ltd
23,369,666
3
JP Morgan Nominees Australia Limited
11,881,128
4 Longfellow Nominees Pty Ltd
6,165,364
5 RBC Investor Services Australia Nominees Pty Limited
4,505,981
6 Citicorp Nominees Pty Limited
4,351,500
7 BNP Paribas Noms Pty Ltd
3,850,941
8 Mr Jason Mak
3,397,179
9 Mr Graham Griffi ths
3,250,000
10 Oxidex Pty Ltd
3,145,000
11 Venture Skills Pty Ltd
3,062,205
12 ABN Amro Clearing Sydney Nominees Pty Ltd
2,901,000
13 HSBC Custody Nominees (Australia) Limited
2,639,796
14 Mr Paul Arthur Peterson
2,619,995
15 HSBC Custody Nominees (Australia) Limited
2,575,914
16 Australian Executor Trustees Limited
17 Mr Simon Benedict Crowther & Mrs Fiona Kyla Crowther 2,500,000
2,380,019
18 Mrs Alison Farrelly
2,055,664
19 Roan Industries Pty Limited
2,000,098
20 Doctors Own Pty Ltd
167,252,789
Total
Number of shares Percentage of shares
11.90
10.70
6.55
3.33
1.73
1.26
1.22
1.08
0.95
0.91
0.88
0.86
0.81
0.74
0.73
0.72
0.70
0.67
0.58
0.56
46.91
d) Substantial Shareholders
The names of substantial shareholders who have notifi ed the Company in accordance with section 671B of the
Corporations Act 2001 are:
Name
1. Ross Norgard1
1 As provided to the Company on 29 December 2014.
Number of shares Percentage of shares
14.38
50,076,295
e) Voting rights
All ordinary shares carry one vote per share without restriction. No voting rights are attached to options.
f) Securities Exchange Quotation
The Company’s ordinary shares are listed on the Australian Securities Exchange (Code: NEA). The Home Exchange
is Perth.
g) Corporate Governance Statement
The Company’s Corporate Governance Statement for the 2016 fi nancial year can be accessed at:
http://static.nearmap.com/investors/governance/statement/Corporate_Governance_Statement.pdf
92
Shareholder Information
Shareholder Information
92
Corporate Information
Nearmap Ltd
ABN 37 083 702 907
Directors
Peter James (Non-Executive Chairman)
Rob Newman (Managing Director & CEO)
Ross Norgard (Non-Executive Director)
Ian Morris (Non-Executive Director)
Cliff Rosenberg (Non-Executive Director)
Company Secretary
Shannon Coates
Registered Offi ce
Level 6, 6–8 Underwood Street
Sydney NSW 2000
Website
www.nearmap.com
Solicitors
DLA Piper
Bankers
Commonwealth Bank of Australia
Wells Fargo
Share Register
Computershare Registry Services Pty Ltd
Level 11, 172 St Georges’ Terrace
Perth WA 6000
Auditors
KPMG Australia
Tower Three
International Towers Sydney
300 Barangaroo Avenue
Sydney NSW 2000
Corporate Information
Corporate Information
93
93
Space X & Tesla Design Studios, Hawthorne, California, United States – June 2016Space X & Tesla Design Studios, Hawthorne, California, United States – June 2016 Designed by Martin & Vic Printed by Optima Press
nearmap.com