Seafarms Group Limited
ABN 50 009 317 846
Annual Report
for the year ended 30 June 2023
Seafarms Group Limited
ABN 50 009 317 846
Final Report - 30 June 2023
Lodged with the ASX under Listing Rule 4.3A.
This information should be read in conjunction with the
Financial Report
Contents
Results for Announcement to the Market
Consolidated financial statements
Page
2
23
Seafarms Group Limited
Appendix 4E
Final Report
Year ended 30 June 2023
Name of entity
Seafarms Group Limited
ABN or equivalent company
reference
ABN 50 009 317 846
Results for announcement to the market
Seafarms Group Limited
Appendix 4E
30 June 2023
12 months ended
30 June 2023
(Previous corresponding period: 12
months ended 30 June 2022)
$
Revenue from ordinary activities
Earnings before interest and taxation (EBIT)
Net loss after tax (from ordinary activities) for the period
attributable to members
Up
Up
Up
33.0%
81.5%
82.2%
to
to
to
25,918,210
(15,558,265)
(15,355,902)
Distributions
Interim dividend (per share)
Final dividend (per share)
Franking
Amount per
security
Franked
amount per
security
-
-
-
-
-
-
30 June 2023
Cents
30 June 2022
Cents
Net tangible asset backing (per share)
0.70
1.02
2
Seafarms Group Limited
Appendix 4E
30 June 2023
(continued)
Explanation of results
For commentary on the results please refer to the announcement relating to the release of Seafarms Group
Limited results in conjunction with the accompanying financial statements, which forms part of the Appendix 4E.
Audit
The report is based on accounts that have been audited.
Harley Ronald Whitcombe
Company Secretary
Perth
30 August 2023
3
Seafarms Group Limited
ABN 50 009 317 846
Annual Report - 30 June 2023
Corporate directory
Directors' report
Remuneration Report
Auditor's Independence Declaration
Corporate governance statement
Financial statements
Directors' declaration
Independent auditor's report to the members
Shareholder information
5
6
11
21
22
23
69
70
75
4
Directors
Seafarms Group Limited
Corporate directory
Ian Norman Trahar, B.Ec, MBA
Non-executive Chairman (Director since 13 November
2001)
Harley Ronald Whitcombe, B.Bus, CPA
Executive Director (since 20 May 2022)
Rodney John Dyer B.E, (Mech)
Executive Director (since 20 May 2022)
Secretary
Harley Ronald Whitcombe B.Bus, CPA
Principal registered office in Australia
Share registry
Auditor
Bankers
Stock exchange listing
Website
Level 6, 66 Smith Street
Darwin, NT 0800
Telephone No: (08) 9216 5200
Computershare Investor Services Pty Limited
GPO Box D182
Perth, WA 6000
Telephone No: (08) 9323 2000
Facsimile No: (08) 9323 2033
Pitcher Partners
Chartered Accountants
Level 38, 345 Queen Street
Brisbane QLD 4000
HSBC Bank Australia Limited
190 St Georges Terrace
Perth WA 6000
Commonwealth Bank of Australia
Level 21, 180 Ann Street
Brisbane QLD 4000
Australia and New Zealand Banking Group Limited
77 St Georges Terrace
Perth WA 6000
Seafarms Group Limited shares are listed on the
Australian Securities Exchange. Home Exchange -
Perth.
ASX Code - SFG
www.seafarms.com.au
5
Seafarms Group Limited
Directors' report
30 June 2023
Directors' report
Directors
The following persons held office as Directors of Seafarms Group Limited during the financial period:
Ian Norman Trahar
Harley Ronald Whitcombe
Hisami Sakai (resigned 12 April 2023)
Rodney John Dyer
Terutaka Kuraishi (resigned 12 April 2023)
Principal activities
The Group is developing the world-class Project Sea Dragon project and operating a black tiger and banana
prawn aquaculture business located in North Queensland.
Company financial performance
The overall financial performance over the 2023 financial year continues to reflect the investment being made by
the Group in pursuing its expansion in aquaculture operations.
Review of operations
The year has seen a thorough assessment of Project Sea Dragon (PSD) with the results providing pleasing
outcomes. However,
the positive work on the assessment was overlaid by the unwanted distraction of a
construction dispute leading to the PSD Board placing PSD into a voluntary administration process that was then
followed by the construction contractor, Canstruct litigating in the Federal Court.
At the Queensland operations the Group experienced a good first half performance led by the Banana prawn
crop. However the full year was negatively impacted by below average performance at Farm 3 due to extended
wet weather in the area and the unusually high volumes of wild catch which depressed market prices. Global
inflationary pressures increased our costs and further impacted the Company’s financial result.
The Group has reported a loss for the year after taxation of $15,355,902 (2022: loss $86,272,763 (restated)).
A summary of consolidated revenues and results for the year by significant industry segments is set out below:
Segment revenues
2022
$
(Restated)
2023
$
Segment results
2023
$
2022
$
(Restated)
Aquaculture
Group administration and corporate costs
Total segment revenue/result
25,917,825
385
25,918,210
19,459,914
17,659
19,477,573
(9,043,427)
(6,312,475)
(15,355,902)
(71,928,960)
(14,343,803)
(86,272,763)
Comments on the operations and the results of those operations are set out below:
Queensland Operations
The Queensland operations are undertaken at three sites: Flying Fish Point (commercial hatchery), Cardwell
(Farms 1 & 2 and Processing Plant) and Ingham (Farm 3).
Production: In 2023, the Group produced a total of 1,260 metric tonnes (tonnes) of prawns (compared to 864
tonnes in 2022). This included 367 tonnes of Black Tiger prawns from Farm 3 and 893 tonnes of Banana
prawns from Farms 1 and 2. The increase in production was mainly due to a focus on Banana prawns to
manage risk and boost volumes, along with improvements to water systems in Farms 1 & 2.
6
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Review of operations (continued)
Queensland Operations (continued)
Market conditions: The prawn market in Australia during the 2022/2023 financial year was challenging. The
combination of higher aquaculture prawn production and a strong wild catch year in the northern prawn fishery
led to decreased prices. This was happening alongside rising costs for inputs like feed, power, and labor.
Banana prawns: In the 2022 full year report we noted that “for the 2023 financial year at these farms the Group
has switched to banana prawns which have historically not been affected by the PIR A/B bacterial issues”.
Pleasingly there were no disease events at Farms 1 and 2 and farm performance resulted in a positive outcome
for the first half of the year. With the water systems progressively improved to provide for a lower risk facility the
company will re-introduce the generally higher margin Black Tiger Prawns to parts of these farms in FY2024.
Black Tiger prawns: Black Tiger prawn production was limited to Farm 3 that produced 367 tonnes from 33 Ha of
ponds. Sizes were large, averaging over 50 grams to align with the requirement to send 70 tonnes to Europe to
which is a key part of developing the export market for Project Sea Dragon.
New Grading Machine: The installation of a new grading machine at the Cardwell processing plant was
successful and it significantly improved the throughput of the more tightly specified export product.
Farm 3 performance: Farm 3 had lower-than-usual performance due to extended wet weather reducing water
salinity, which increased operating costs. Additionally, high volumes of wild-caught prawns depressed market
prices while inflation raised input costs, impacting Farm 3 negatively.
It is important to note that Farm 3's yield and biomass performance aligned with the Project Sea Dragon project
assumptions.
Breeding program: The Group stocked all Queensland ponds with healthy prawn larvae from domesticated
broodstock, eliminating the need for wild-caught broodstock.
Several ponds in Farm 3 were stocked with animals produced from a cross of the Project Sea Dragon SPF
generation 4, and the Queensland generation 6 broodstock. While the sample size is too small to be statistically
significant it was encouraging to observe that production from these ponds outperformed the remainder of the
ponds across most metrics. The Group draws comfort from these results that the Exmouth facility will improve
performance of grow out over time, as well as obviating the need to source broodstock from the wild after we
generate sufficient genetic diversity.
Wild caught broodstock has been the source of significant disease outbreaks at several competitors farms over
the year.
Occupational, Health, Safety & Environment:
Seafarms programs of Occupational Health and Safety management at its operations resulted in two Lost Time
Injuries for the year and a Total Reportable Injury Frequency Rate (TRIFR) of 14.7 injuries per million man hours.
The Group continues to implement its program of reducing risk to improve OH&S performance noting that one
lost time incident will result in a 5.2 to 7.0 increase to the LTIFR dependent upon the work hours performed. We
continue to work to improve our performance.
Environmental performance proceeded at the Queensland operations without issue during the year.
Market development
The Group continues to build a high quality, premium branded offer both domestically and for export.
The Domestic market growth has been driven by the development of the fresh prawn category, demonstrated by
Banana production which grew from 144 tonnes in FY 2022 to 893 tonnes in FY 2023 and with over 60% of the
crop sold fresh.
Over the year production capacity was leveraged at key times to match events such as Australia Day which
delivered strong fresh prawn sales and increased Christmas volumes driven by the availability of larger sized
prawns.
Overall, the month of December delivered a fresh volume increase of 60% vs last financial year.
7
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Review of operations (continued)
Market development (continued)
The company built further on the Crystal Bay Prawns® brand best-in-class credentials, with the introduction of
the new “Go-to Freshness” communication message, strengthening the brand’s quality sentiments at
point-of-purchase.
Raw Crystal Bay Prawns® were introduced and allowed for a balance of production and profitability.
The development of export markets for Project Sea Dragon was supported with the production of 70 tonnes of
Black Tiger Prawns to European export specifications.
Project Sea Dragon
Project Sea Dragon completed its review and continues to fund and maintain all its licences and obligations to
ensure approvals, real estate and key personnel are in place to develop the project. The construction and
development of the Exmouth facility continued and FSC 2/3 were successfully put into operation providing a high
quality broodstock maturation facility. FSC 1 and the old facilities continue to operate well and produce high
quality broodstock that show good results.
The Company previously announced that it successfully produced the fourth generation (G4) of Black Tiger
Prawns that continue to test negative to specific pathogens. In the absence of facilities at the Project Sea Dragon
Bynoe site, some generation 4 stock was transferred to the Company’s Queensland hatchery to improve the
diversity of genetics of the domesticated broodstock for existing operations with the encouraging results shown in
internal analysis and the in pond performance described in the Queensland Operations section above.
More generally, on 14 June 2023 Seafarms provided the CEO Project Sea Dragon Shareholder update that
described the outcomes of the Company’s re-assessment of Project Sea Dragon at that time. In it we advised
that we have carefully considered the key risks of the March 2022 Project Review, particularly regarding the use
of 10ha ponds and that we have re-evaluated all aspects of the Project.
We also advised that our CEO travelled extensively through Central America (Colombia, Ecuador, Honduras, and
Mexico) accompanied by an international expert. The visits included inspections of very successful 10ha and
larger pond operations; as well as discussions with producers, processors, and equipment suppliers to gather
valuable information on operations and yields. The conclusion of this research clearly supported the feasibility of
10ha ponds in Australia as part of Project Sea Dragon. It was also pleasing to verify that there is over 15,000 Ha
of large ponds mostly larger than 10 Ha operating at similar or higher intensities than we have incorporated in our
plans.
Throughout the process, we engaged both international and local professionals, ensuring a thorough examination
of each step. We also confirmed customer commitment and negotiated improved pricing.
The updated business case incorporates the findings from the re-assessment including updated production and
marketing assumptions, the knowledge and insights gained from our research, consultations, and on-site visits.
In the 14 June 2023 update we advised that we intended to re-engage with potential funders and we are pleased
to advise that the first of those meetings occurred on 21 June 2023. Arrangements for meetings with other
funders are well advanced.
The litigation arising from the construction dispute was heard in the Federal Court at Brisbane on 14 and 15 of
August 2023 with judgement reserved. We continue to progress with potential funding options and pending the
receipt of judgement, a final investment decision.
Material Business Risks
The Company has in place a risk register and management processes to identify risks and mitigation actions for
those risks. There is management oversight to ensure risk mitigations actions are in place and being undertaken.
With mitigation in place those risks are reduced to an acceptable level. The material business risk of the
Company are as follows:
8
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Review of operations (continued)
Material Business Risks (continued)
The Company has in place a risk register and management processes to identify risks and mitigation actions for
those risks. There is management oversight to ensure risk mitigations actions are in place and being undertaken.
With mitigation in place those risks are reduced to an acceptable level. The material business risk of the
Company are as follows:
Health & safety: The Group faces specific risks from operating on construction sites and in an agricultural
environment in Northern Australia. The Group has comprehensive processes and procedures for identifying and
managing risks and processes for ensuring procedures are complied with.
Project financing: Seafarms has stated that it will not commence the development of Project Sea Dragon unless
full funding for the project has been secured. Securing this financing is uncertain. To mitigate the risk the
Company has addressed previous concerns with the project and reworked the initial scope of the Project.
Seafarms has commenced re-engaging with potential funders are reported above.
Animal health: Seafarms has faced a number of animal health issues over many years particularly in relation to
Black Tiger prawns on specific farms. Risk mitigation includes continuous health screening and bacterial
monitoring through the production process, stocking of banana prawns on certain sites and stocking in lower risk
periods of the year.
Market risk: The supply of prawns is competitive with a number of competing species, formats and origins. Higher
than average supply can depress prices across the industry. To mitigate this risk the Company focuses on high
value niche areas of fresh product (never frozen) and large tiger prawns which are largely sold through retail
channels.
Significant changes in the state of affairs
The significant changes to the state of affairs of the Company are set out in the Review of Operations above.
Matters subsequent to the end of the financial year
No matter or circumstance has arisen since 30 June 2023 that has significantly affected the Group's operations,
results or state of affairs, or may do so in future years.
Likely developments and expected results of operations
There has been no change in the strategic direction of the company, which is to develop Project Sea Dragon as a
scalable integrated prawn aquaculture project.
Information on directors
Ian Norman Trahar, B.Ec, MBA. Non-executive Chairman
Experience and expertise
Mr Trahar has a resource and finance background. He is a director and significant shareholder of Avatar Finance
Pty Ltd, an unlisted private company. Ian is a member of the Australian Institute of Company Directors.
Other current directorships
None.
Former directorships in last 3 years
None.
Special responsibilities
Chair of the board.
Chair of the audit committee.
Chair of remuneration committee.
Interests in shares and options as at date of this report
1,411,603,263 shares in Seafarms Group Limited.
411,599,998 options in Seafarms Group Limited.
9
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Information on directors (continued)
Harley Ronald Whitcombe, B.Bus, CPA Executive Director. (since 13 November 2001)
Experience and expertise
Mr Whitcombe has had many years’ commercial and finance experience, providing company secretarial services
to publicly listed companies.
Other current directorships
None.
Former directorships in last 3 years
None.
Special responsibilities
Company Secretary of Seafarms Group Limited.
Interests in shares and options as at date of this report
19,680,984 ordinary shares in Seafarms Group Limited.
403,635 options in Seafarms Group Limited.
Rodney John Dyer B.E. (Mech) Executive Director. (since 20 May 2022)
Experience and expertise
Mr Dyer has extensive experience with Project Sea Dragon both in design and in the financial aspects of the
project.
Other current directorships
None.
Former directorships in last 3 years
None.
Special responsibilities
Managing director
Interests in shares and options
None
Hisami Sakai Non-executive Director (since 7 August 2018, Resigned 12 April 2023)
Experience and expertise
Mr Sakai has had nearly 40 years' commercial experience with Nippon Suisan Kaisha Limited (Nissui), one of the
biggest global seafood companies in Japan. He is currently Managing Executive Officer of Nissui. His
responsibilities include being in charge of European business, Business Supervisor in Oceania and Asia and in
charge of International Sales and Business Development Department.
Other current directorships
None.
Former directorships in last 3 years
None.
Special responsibilities
None
Interests in shares and options
None
10
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Information on directors (continued)
Terutaka Kuraishi MBA Alternate Director for Hisami Sakai (since 20 May 2022), Resigned 12 April 2023)
Experience and expertise
Mr Kuraishi has extensive commercial experience and is currently the Commissioned Deputy International
Business Operating Officer and Commissioned General Manager of Business Supervisor in Oceania at Nissui.
Other current directorships
None.
Former directorships in last 3 years
None.
Interests in shares and options
None
Company secretary
The Company secretary is Mr Harley Ronald Whitcombe B.Bus, CPA. Mr Whitcombe was re-appointed to the
position of Company secretary on 20 May 2022, having previously held the position from 13 November 2001 to
29 October 2021.
Meetings of directors
The numbers of meetings of the Company's board of Directors and of each board committee held during the 12
months ended 30 June 2023, and the numbers of meetings attended by each Director were:
Ian Norman Trahar
Rodney John Dyer
Harley Ronald Whitcombe
Hisami Sakai
Terutaka Kuraishi
Full meetings
of directors
Meetings of committees
Audit
Nomination &
Remuneration
A
15
15
15
10
11
B
15
15
15
11
11
A
3
3
3
-
-
B
3
3
3
-
-
A
1
1
1
-
-
B
1
1
1
-
-
A = Number of meetings attended.
B = Number of meetings held during the time the Director held office, was invited to attend or was a member of
the committee during the 12 months
Remuneration report
The Directors are pleased to present your Company's 2023 remuneration report which sets out remuneration
information for Seafarms Group Limited's non-executive Directors, executive Directors and other key
management personnel.
Non-executive director remuneration policy
The shareholders of Seafarms Group Limited on 24 February 2012 approved, for the purposes of the ASX Listing
Rules and the Group’s Constitution, the maximum aggregate directors’ fees to $400,000, with such fees to be
allocated to the directors as the board of directors may determine.
The Remuneration Committee determines the remuneration of all non-executive directors, none of whom have
service contracts with the company.
11
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Remuneration report (continued)
Executive remuneration policy and framework
The objective of the Group’s executive reward framework is to ensure reward for performance is competitive and
appropriate for the results delivered. The framework aligns executive reward with achievement of strategic
objectives and the creation of value for shareholders, and conforms with market practice for delivery of reward.
The board ensures that executive reward satisfies the following key criteria for good reward governance
practices:
•
•
•
•
•
competitive and reasonable, enabling the company to attract and retain key talent;
performance linkage / alignment of executive compensation;
acceptable to shareholders.
transparent; and
aligned to the company’s strategic and business objectives and the creation of shareholder value;
The executive remuneration and reward framework has several components:
•
•
•
base pay and benefits, including superannuation;
short-term performance incentives; and
long-term incentives through participation in the "Seafarms Group's Employee Incentive Plan" as
approved by the shareholders at the AGMs held on 1 February 2016 and 25 November 2016.
The combination of these comprises an executive's total remuneration.
The board has established a remuneration committee which makes recommendations to the board on
remuneration and incentive policies and practices and specific recommendations on remuneration packages and
other terms of employment for executive directors, other senior executives and non executive directors. The
Corporate Governance Statement provides further information on the role of this committee.
The Group's remuneration strategy considers the following in setting executive remuneration to align with
shareholders interests:
•
•
•
rewards capability and experience;
provides recognition for contribution;
attracts and retains high calibre executives.
(a) Elements of remuneration
Base pay and benefits
Executives receive their base pay and benefits structured as a total employment cost (TEC) package which may
be delivered as a combination of cash and prescribed non-financial benefits at the executives' discretion.
There are guaranteed base pay increases included in all of the executives' contracts.
Executives are offered a competitive base pay that comprises the fixed component of pay and rewards. Base pay
for executives is reviewed annually to ensure the executive's pay is competitive with the market. An executive's
pay is also reviewed on promotion.
Short-term incentives
If the Group achieves a pre-determined KPI set by the remuneration committee, a short-term incentive (STI) pool
is available to executives and other eligible participants. Using a KPI ensures variable reward is only available
when value has been created for shareholders and when profit is consistent with the business plan. The
distribution of the STI pool is at the discretion of the Executive Chairman.
For FY23 the remuneration committee elected not to incorporate STIs into the remuneration arrangements for
any executives.
12
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Remuneration report (continued)
(a) Elements of remuneration (continued)
Long-term incentives
Long-term incentives may be provided to directors and staff via the Seafarms Group Employee Incentive Plan as
approved by shareholders at the AGMs held on 1 February 2016, 25 November 2016 and 15 December 2020.
The Seafarms Group Employee Incentive Plan is designed to provide long-term incentives ("LTI") for directors
and staff to deliver long-term shareholder returns. Under the plan, participants may be granted unlisted Share
Options and/or Performance Rights which only vest if certain performance conditions are met and the directors
and staff are still employed by the Group at the end of the vesting period. Participation in the plan is at the
board's discretion and no individual has a contractual right to participate in the plan or to receive any guaranteed
benefits.
For FY23 the remuneration committee elected not to incorporate LTIs into the remuneration arrangements for
any executives.
(b) Details of remuneration
Amounts of remuneration
Details of the remuneration of the directors, the key management personnel of the Group (as defined in AASB
124 Related Party Disclosures) of Seafarms Group Limited and the Group are set out in the following tables.
The key management personnel of Seafarms Group Limited includes the directors as listed below:
Ian Trahar (Non-executive Chairman)
•
• Harley Ronald Whitcombe (Executive Director and Company Secretary)
• Rodney Dyer (Executive Director and Chief Executive Officer)
• Hisami Sakai (Non-executive Director) (Director resigned on 12 April 2023)
Terutaka Kuraishi (Alternative Director) (Director resigned on 12 April 2023)
•
In addition to the directors the following executives that report directly to the Board are key management
personnel:
•
Ian Leijer (Chief Financial Officer, Seafarms Group Limited, commenced 22 May 2022)
The following table shows details of
the remuneration expense recognised for the Group's directors and
executive key management personnel for the current and previous financial year measured in accordance with
the requirements of the accounting standards.
13
Remuneration report (continued)
(b) Details of remuneration (continued)
Year ended 30 June 2023
Name
Directors
Non-executive
H Sakai
I Trahar
Sub-total non-executive directors
Executive
H Whitcombe
R Dyer
Sub-total executive directors
Alternative Directors
N Sato
T Kuraishi
Sub-total alternative directors
Other key management personnel
I Leijer
Total key management personnel compensation (Group)
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Short-term employee benefits
Post-em
ployment
benefits
Long-
term
benefits
Cash
salary and
fees
$
Cash
bonus
$
Non-
monetary
benefits
$
Super-
annuation
$
Long
service
leave
$
Termi-
nation
benefits
$
Share-based
payments
Performance
rights /
Share
options
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,775
5,775
25,292
25,292
50,584
-
-
-
-
1,008
1,008
995
2,500
3,495
-
-
-
25,292
81,651
1,667
6,170
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
24,816
24,816
276,656
783,772
1,060,428
-
-
-
494,485
1,579,729
14
Total
$
-
31,599
31,599
302,943
811,564
1,114,507
-
-
-
521,444
1,667,550
Remuneration report (continued)
(b) Details of remuneration (continued)
Year ended 30 June 2022
Name
Non-executive Directors
P Favretto
H Sakai
I Trahar
Sub-total non-executive directors
Executive Directors
H Whitcombe
R Dyer
I Brannan
C Mitchell
M McMahon
Sub-total executive directors
Alternative Directors
N Sato
T Kuraishi
Sub-total alternative directors
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Short-term employee benefits
Post-em
ployment
benefits
Cash
salary and
fees
Cash
bonus
Non-
monetary
benefits*
Super-
annuation
Long-
term
benefits
Long
service
leave
$
$
$
$
$
Share-based
payments
Performance
rights /
Share
options
$
Termi-
nation
benefits
$
(restated^)
Total
$
(restated^)
32,083
-
135,680
167,763
305,389
281,716
457,243
291,437
649,673
1,985,458
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
7,936
-
7,936
-
-
-
3,208
-
13,568
16,776
20,554
20,581
27,437
19,854
40,199
128,625
-
-
-
-
-
4,408
4,408
500
1,250
-
-
-
1,750
-
-
-
-
-
-
-
-
-
-
-
35,291
-
153,656
188,947
45,135
-
1,109,891
73,600
1,891,682
3,120,308
-
-
844,586
-
1,970,702
2,815,288
371,578
303,547
2,439,157
392,827
4,552,256
8,059,365
-
-
-
-
-
-
-
-
-
-
-
3,120,308
-
-
2,815,288
385,063
52,115
8,685,490
Other key management personnel (Group)
D Donovan
I Leijer
Total key management personnel compensation (Group)
*This relates to a benefit for motor vehicles.
^Refer section (f) below for details of the restatement of comparative termination benefits and the total remuneration as a result of
the correction of a prior period error.
352,100
46,620
2,551,941
27,499
4,662
177,562
-
-
7,936
-
-
-
5,464
833
12,455
15
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Remuneration report (continued)
Details in relation to the KMP long term incentives are set out in note 35 to the financial statements.
(c) Service agreements
Remuneration has been determined after the Remuneration Committee, for executive directors, and the Board,
for group executives, has investigated current market terms and conditions.
The Remuneration Committee will continue to revise the remuneration practices and develop policy for future
appointments and determine performance-based salary increases and bonuses, bearing in mind the size of the
Group and the need to ensure quality staff are employed and retained.
I Trahar, Chairman:
Term of agreement - no fixed term;
Base salary which includes superannuation is reviewed annually (minimum increase of CPI);
•
•
• Group may terminate employment on giving twelve months notice and in the event of early termination at
the option of the employer, by payment of a termination benefit equal to 100% of base salary for the
unexpired period of notice. The employee may terminate on giving three months notice.
Eligible to participate in the "Seafarms Group Employee Incentive Plan" as approved by the
shareholders at the AGMs held on 1 February 2016 and 25 November 2016.
•
H Whitcombe, Director and Company Secretary:
Term of agreement - no fixed term;
Base salary which includes superannuation is reviewed annually (minimum increase of CPI);
•
•
• Group may terminate employment on giving three months notice and in the event of early termination at
the option of the employer, by payment of a termination benefit equal to 100% of base salary for the
unexpired period of notice. The employee may terminate on giving three months notice.
Eligible to participate in the "Seafarms Group Employee Incentive Plan" as approved by the
shareholders at the AGMs held on 1 February 2016 and 25 November 2016.
•
R Dyer, Chief Executive Officer, Seafarms Group Limited
•
•
•
•
Term of agreement - no fixed term;
Base salary which includes superannuation is reviewed annually (any adjustment will be at the
Company's discretion);
Employer or employee may terminate employment on giving three months notice;
Eligible to participate in the "Seafarms Group Employee Incentive Plan" as approved by the
shareholders at the AGMs held on 1 February 2016 and 25 November 2016.
I Leijer, Chief Financial Officer, Seafarms Group Limited
•
•
•
•
Term of agreement - no fixed term;
Base salary which includes superannuation is reviewed annually (any adjustment will be at the
Company's discretion);
Employer or employee may terminate employment on giving three months notice;
Eligible to participate in the "Seafarms Group Employee Incentive Plan" as approved by the
shareholders at the AGMs held on 1 February 2016 and 25 November 2016.
16
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Remuneration report (continued)
(d) Additional statutory information
(i) Remuneration breakdown
The following table shows the relative proportions of remuneration that are linked to performance and those that
are fixed, based on the amounts disclosed as statutory remuneration expense on page above:
Name
Fixed remuneration
At risk - STI
At risk - LTI
2023
%
2022
%
2023
%
2022
%
2023
%
2022
%
Directors of Seafarms Group
Limited
I Trahar
H Whitcombe
R Dyer
Other key management
I Leijer
(ii) Share-based compensation
100%
100%
100%
100%
100%
100%
100%
100%
-%
-%
-%
-%
-%
-%
-%
-%
-%
-%
-%
-%
-%
-%
-%
-%
There were no shares provided on the exercise of options during the year ended 30 June 2023.
The table below sets out summary information about the Group's earnings and movements in shareholder wealth
for the last five financial periods:
Year ended
Year ended
Year ended
30 June 2023 30 June 2022 30 June 2021 30 June 2020 30 June 2019
Year ended
Year ended
Revenue
Net (loss) before tax
Net (loss) after tax
.
Share price at start of year
Share price at end of year
Dividend
Basic (loss) per share
Diluted (loss) per share
.
$
25,918,210
(15,355,902)
(15,355,902)
(restated)
$
19,477,573
(86,272,763)
(86,272,763)
$
20,826,823
(25,755,545)
(25,755,545)
$
28,382,012
(25,542,665)
(25,542,665)
$
23,394,803
(30,944,301)
(30,944,301)
1c
0.4c
-
(0.32)c
(0.32)c
6c
1c
-
(1.88)c
(1.88)c
5c
6c
-
(1.06)c
(1.06)c
9c
5c
-
(1.24)c
(1.24)c
8c
9c
-
(1.82)c
(1.82)c
At the 2020 Annual General Meeting, held on 15 December 2020 shareholders approved the “Seafarms Group
Employee Incentive Plan” under which the Board may grant equity securities (including performance rights and
options) to eligible participants under the plan, which may, subject to the discretion of the Board, include
executive directors or key management personnel.
(iii) Voting and comments made at the company's Annual General Meeting
Seafarms Group Limited received more than 97.96% of “yes” votes on its remuneration report for the 2023
financial period. The company did not receive any specific feedback at the AGM or throughout the period on its
remuneration practices.
17
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Remuneration report (continued)
(e) Equity instrument disclosures relating to key management personnel
(i) Share holdings
The numbers of shares in the Company held during the financial period by each Director of Seafarms Group
Limited and other key management personnel of the Group, including their personally related parties, are set out
below.
2023
Name
Balance at the
start of the
period
Purchase of
shares during the
year
Balance at
end of the
period
Directors of Seafarms Group Limited
Ordinary shares
I N Trahar
H R Whitcombe
R Dyer
Hisami Sakai (resigned 12 April 2023)
Terutaka Kuraishi (resigned 12 April 2023)
Other key management personnel of the Group
Ordinary shares
I Leijer
1,366,148,718
19,680,984
-
-
-
45,454,545 1,411,603,263
19,680,984
-
-
-
-
-
-
-
14,561,503
-
14,561,503
2022
Name
Balance at the
start of the
period
Purchase of
shares during the
year*
Balance at
end of the
period ^
Directors of Seafarms Group Limited
Ordinary shares
I N Trahar
H R Whitcombe (appointed 20 May 2022)
R Dyer (appointed 20 May 2022)
C D Mitchell (Resigned 30 November 2021)
P J Favretto (Resigned 28 January 2022)
I Brannan (Resigned 20 May 2022)
M McMahon (Resigned 6 May 2022)
Hisami Sakai
Terutaka Kuraishi
Other key management personnel of the Group
Ordinary shares
D Donovan (Resigned 1 July 2022)
I Leijer (commenced 22 May 2022)
675,871,221
18,298,258
-
11,327,268
37,916,666
-
-
-
-
690,277,497 1,366,148,718
19,680,984
-
1,382,726
-
-
2,545,454
9,090,909
36,363,636
-
-
11,327,268 ^
40,462,120 ^
9,090,909 ^
36,363,636 ^
-
-
- ^
14,561,503
-
-
-
14,561,503
*Shares purchased during the year to June 2022 was incorrectly stated in last year's annual report based on the submission
731 made to the ASX under Appendix 3Y Change in Directors Interests.
^Balance at date of resignation for those KMP who resigned during the year.
18
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Remuneration report (continued)
(e) Equity instrument disclosures relating to key management personnel (continued)
(ii) Option holdings
2023
Name
Directors of Seafarms Group Limited
I N Trahar
H R Whitcombe
2022
Name
Directors of Seafarms Group Limited I
N Trahar
H R Whitcombe (appointed 20 May 2022)
Loans to key management personnel
Balance at
start of the
period
Purchase of
options during the
year
Balance at
end of the
period
384,327,272
403,635
Balance at
start of the
period
384,327,272
-
27,272,726
-
411,599,998
403,635
Balance upon
appointment
Balance at
end of the
period
-
403,635
384,327,272
403,635
There are no loans made to directors of Seafarms Group Limited and other key management personnel.
(f) Correction of prior period error
During the year, the Group identified that termination benefits as reported in the Remuneration Report for the
comparative year ended 30 June 2022 were understated by $848,164. Refer to Note 2 of the financial report for
further details. The remuneration tables in section (b) have been restated for the correction of this error.
End of Remuneration Report
Shares under option
(a) Unissued ordinary shares
Unissued ordinary shares of Seafarms Group Limited under option at the date of this report are as follows:
Number under option
Class of shares
30,000,000 (*)
1,447,581,216 (*)
Ordinary
Ordinary
(*) Refer to note 25(d) for further details.
Exercise price of
option
Expiry date
0.0970
0.0975
12 December 2023
13 August 2024
The holders of these options do not have the right, by virtue of the option, to participate in any share issue or
interest issue of the company or of any other body corporate or registered scheme. There were no options issued
during the current year or up until the date of this report.
(b) Shares issued on the exercise options
There were no shares of Seafarms Group Limited issued during the year ended 30 June 2023 or up until the date
of this report on the exercise of options granted.
19
Seafarms Group Limited
Directors' report
30 June 2023
(continued)
Insurance of officers
During the financial year, the Group paid a premium in respect of a contract insuring the directors of
the company (as named above), the company secretary, Mr H R Whitcombe, and all executive officers
of the company and of any related body corporate against a liability incurred as such a director,
secretary or executive officer to the extent permitted by the Corporations Act 2001. The contract of
insurance prohibits disclosure of the nature of the liability and the amount of the premium.
The Group has not otherwise, during or since the financial year, except to the extent permitted by law,
indemnified or agreed to indemnify an officer or auditor of the company or of any related body corporate against a
liability incurred as such an officer or auditor.
Non-audit services
The Company may decide to employ the auditor on assignments additional to their statutory audit duties where
the auditor's expertise and experience with the Company and/or the Group are important.
Details of amounts paid or payable to the auditor for non-audit services provided during the year are outlined at
note 28 to the financial statements.
Dividends - Seafarms Group Limited
The Directors of Seafarms Group Limited do not recommend the payment of a dividend for the year ending
30 June 2023 (2022: Nil).
Auditor's independence declaration
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is
set out on page 21.
Auditor
Pitcher Partners continues in office in accordance with section 327 of the Corporations Act 2001.
Rounding of amounts
The Company is of a kind referred to in ASIC Legislative Instrument 2016/191, relating to the 'rounding off' of
amounts in the directors' report. Amounts in the directors' report have been rounded off in accordance with the
instrument to the nearest dollar.
This report is made in accordance with a resolution of Directors, pursuant to section 298(2) of the Corporations
Act 2001.
Harley Ronald Whitcombe
Company Secretary
Perth
30 August 2023
20
The Directors
Seafarms Group Limited
Level 10, 490 Upper Edward Street
SPRING HILL QLD 4004
Auditor’s Independence Declaration
In relation to the independent audit for the year ended 30 June 2023, to the best of my knowledge and
belief there have been:
(i)
(ii)
No contraventions of the auditor independence requirements of the Corporations Act 2001;
and
No contraventions of APES 110 Code of Ethics for Professional Accountants (including
Independence Standards).
This declaration is in respect of Seafarms Group Limited and the entities it controlled during the year.
PITCHER PARTNERS
DAN COLWELL
Partner
Brisbane, Queensland
30 August 2023
Brisbane Sydney Newcastle Melbourne Adelaide Perth
Pitcher Partners is an association of independent firms.
An Independent Queensland Partnership ABN 84 797 724 539. Liability limited by a scheme approved under Professional Standards Legislation.
Pitcher Partners is a member of the global network of Baker Tilly International Limited, the members of which are separate and independent legal entities.
pitcher.com.au
NIGEL FISCHER
MARK NICHOLSON
PETER CAMENZULI
JASON EVANS
KYLIE LAMPRECHT
NORMAN THURECHT
BRETT HEADRICK
WARWICK FACE
COLE WILKINSON
SIMON CHUN
JEREMY JONES
TOM SPLATT
JAMES FIELD
DANIEL COLWELL
ROBYN COOPER
FELICITY CRIMSTON
CHERYL MASON
KIERAN WALLIS
MURRAY GRAHAM
ANDREW ROBIN
KAREN LEVINE
EDWARD FLETCHER
ROBERT HUGHES
Seafarms Group Limited
Corporate governance statement
30 June 2023
Corporate governance statement
A description of the Group’s current corporate governance practices is set out in the Group’s current Corporate
Governance Statement and the corporate governance policies adopted by the Board which can be viewed on the
Company’s website: (http://seafarmsgroup.com.au/corporate-governance/).
Seafarms Group Limited (Company) and its controlled entities (together, the Group) are committed to achieving
and demonstrating the highest standards of corporate governance. The Group has reviewed its corporate
governance practices against the ASX Corporate Governance Principles and Recommendations (4th Edition) as
published by ASX Corporate Governance Council.
The Group’s Corporate Governance Statement for the year ended 30 June 2023 was approved by the Board on
30 August 2023.
22
Seafarms Group Limited ABN 50 009 317 846
Financial Report - 30 June 2023
Consolidated financial statements
Consolidated statement of comprehensive income
Consolidated statement of financial position
Consolidated statement of changes in equity
Consolidated statement of cash flows
Notes to the financial statements
Directors' declaration
Independent auditor's report to the members
24
25
26
28
29
69
70
These consolidated financial statements are the consolidated financial statements of the consolidated entity
consisting of Seafarms Group Limited and its subsidiaries. The consolidated financial statements are presented
in the Australian currency.
Registered postal address is:
PO Box 7312
Cloisters Square WA 6850
Seafarms Group Limited is a Company limited by shares, incorporated and domiciled in Australia. Its registered
office and principal place of business is:
Seafarms Group Limited
Level 6, 66 Smith Street
Darwin, NT 0800
A description of the nature of the consolidated entity's operations and its principal activities is included in the
directors' report on page 6, which is not part of these consolidated financial statements.
The consolidated financial statements were authorised for issue by the Directors on 30 August 2023.
For queries in relation to our reporting please call 08 9216 5200 or e-mail questions@seafarms.com.au.
All press releases, financial reports and other information are available at our Shareholders' Centre on our
website: www.seafarms.com.au.
23
Seafarms Group Limited
Consolidated statement of comprehensive income
For the year ended 30 June 2023
Notes
2023
$
2022
(*Restated)
$
6
7
8
14
16
9
20
9
9, 17, 18
10
9
25,918,210
19,477,573
-
(202,363)
(600,065)
1,617,854
(12,027,265)
(3,538,977)
(12,505,056)
-
(2,062,361)
(2,100,509)
3,538,183
(13,393,553)
(15,355,902)
587,139
(2,372,741)
(3,121,031)
230,326
(6,798,310)
(2,724,240)
(16,675,215)
(5,000,000)
(3,964,347)
(18,443,140)
(34,339,531)
(13,129,246)
(86,272,763)
11
-
(15,355,902)
-
(86,272,763)
Revenue and other income
Other (losses)/gains
Finance costs
Change in finished goods inventory
Change in biological assets
Feed and consumables
Energy costs
Employee benefits expense
Expected loss on non-current loan
Depreciation and amortisation expense
Impairment losses
Construction (costs)/reversal
Other expenses
Loss before income tax
Income tax benefit
Loss for the year
Other comprehensive loss for the year net of tax
-
-
Total comprehensive loss for the year is attributable to:
Owners of Seafarms Group Limited
(15,355,902)
(86,272,763)
Cents
Cents
(*Restated)
Loss per share from continuing operations attributable to the
ordinary equity holders of the Company:
Basic loss per share
Diluted loss per share
34
34
(0.32)
(0.32)
(1.88)
(1.88)
*The comparative financial information has been restated as a result of the correction of errors (refer note 2 for
details)
The above consolidated statement of comprehensive income should be read in conjunction with the
accompanying notes.
24
Seafarms Group Limited
Consolidated statement of financial position
As at 30 June 2023
Notes
2023
$
2022
(*Restated)
$
12
13
14
15
16
17
18
20
21
22
23
24
22
23
24
8,453,527
5,468,207
7,680,854
1,460,119
4,072,025
27,134,732
36,195,529
1,367,472
8,206,053
1,319,245
2,454,171
49,542,470
17,682,481
381,690
331,999
18,396,170
16,940,032
94,700
-
17,034,732
45,530,902
66,577,202
4,695,821
3,005,826
1,000,000
1,121,223
9,822,870
1,142,892
83,631
366,264
1,592,787
3,919,126
1,902,251
8,740,403
1,349,694
15,911,474
1,034,272
124,591
35,718
1,194,581
11,415,657
17,106,055
34,115,245
49,471,147
25
26(a)
300,316,736
14,832,725
(281,034,216)
34,115,245
300,316,736
14,832,725
(265,678,314)
49,471,147
ASSETS
Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Other current assets
Biological assets
Total current assets
Non-current assets
Property, plant and equipment
Right-of-use assets
Other financial assets
Total non-current assets
Total assets
LIABILITIES
Current liabilities
Trade and other payables
Lease liabilities
Provisions
Employee benefit obligations
Total current liabilities
Non-current liabilities
Lease liabilities
Provisions
Employee benefit obligations
Total non-current liabilities
Total liabilities
Net assets
EQUITY
Contributed equity
Other reserves
Retained earnings
Total equity
*The comparative financial information has been restated as a result of the correction of prior period errors (refer
note 2 for details)
The above consolidated statement of financial position should be read in conjunction with the accompanying
notes.
25
Seafarms Group Limited
Consolidated statement of changes in equity
For the year ended 30 June 2023
Issued
capital
$
Reserves
$
Accumulated
losses
$
Total
equity
$
Notes
Balance at 1 July 2021
Loss for the year (restated*)
Total comprehensive loss for the year
172,421,944
-
-
12,017,437 (179,405,551)
(86,272,763)
(86,272,763)
-
-
5,033,830
(86,272,763)
(86,272,763)
Transactions with owners in their capacity
as owners:
Contributions of equity, net of transaction
costs and tax
Employee share scheme
25
26
127,894,792
-
127,894,792
-
2,815,288
2,815,288
- 127,894,792
-
2,815,288
- 130,710,080
Balance at 30 June 2022 (restated*)
300,316,736
14,832,725 (265,678,314)
49,471,147
* The comparative financial information has been restated as a result of the correction of prior period errors (refer
note 2 for details).
The above consolidated statement of changes in equity should be read in conjunction with the accompanying
notes.
26
Seafarms Group Limited
Consolidated statement of changes in equity
For the year ended 30 June 2023
(continued)
Issued
capital
$
Reserves
$
Accumulated
losses
$
Total
equity
$
Notes
Balance at 1 July 2022 (restated*)
Loss for the year
Total comprehensive loss for the year
300,316,736
-
-
14,832,725 (265,678,314)
(15,355,902)
(15,355,902)
-
-
49,471,147
(15,355,902)
(15,355,902)
Transactions with owners in their capacity
as owners:
-
-
-
-
Balance at 30 June 2023
300,316,736
14,832,725 (281,034,216)
34,115,245
* The comparative financial information has been restated as a result of the correction of prior period errors (refer
note 2 for details).
The above consolidated statement of changes in equity should be read in conjunction with the accompanying
notes.
27
Cash flows from operating activities
Receipts from customers (inclusive of goods and services tax)
Payments to suppliers and employees (inclusive of goods and services
tax)
Payment to administrator for DOCA
Payments to suppliers for PSD Pre-Development expenses
Interest received
Interest paid
Net cash outflow from operating activities
Cash flows from investing activities
Purchase of property, plant and equipment
Purchase of property, plant and equipment related with PSD
Proceeds from sale of property, plant and equipment
Payments for deposits
Net cash outflow from investing activities
Cash flows from financing activities
Proceeds from issue of shares
Proceeds from borrowings
Payments of loans from third parties
Lease payments
Repayment of borrowings
Net cash (outflow)/inflow from financing activities
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents at end of period
Seafarms Group Limited
Consolidated statement of cash flows
For the year ended 30 June 2023
Notes
2023
$
2022
$
25,523,543
22,765,061
(45,251,068)
(3,500,000)
-
(23,227,525)
48,440
(250,803)
(23,429,888)
(41,761,246)
-
(28,329,458)
(47,325,643)
6,530
(1,103,896)
(48,423,009)
(2,463,985)
-
-
(331,999)
(2,795,984)
(625,568)
(12,028,622)
784
-
(12,653,406)
-
-
-
(1,516,130)
-
(1,516,130)
105,962,429
743,589
(5,000,000)
(3,884,234)
(1,046,952)
96,774,832
(27,742,002)
36,195,529
8,453,527
35,698,417
497,112
36,195,529
33
17
22
12
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
28
Seafarms Group Limited
Notes to the financial statements
30 June 2023
Contents of the notes to the financial statements
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
Summary of significant accounting policies
Correction of prior period errors
Critical accounting estimates and judgements
Financial risk management
Segment information
Revenue
Other (losses)/gains
Finance costs
Expenses
PSD Construction costs
Income tax expense
Current assets - Cash and cash equivalents
Current assets - Trade and other receivables
Current assets - Inventories
Current assets - Other current assets
Current assets - Biological assets
Non-current assets - Property, plant and equipment
Non-current assets - Right-of-use assets
Non-current assets - Deferred tax assets
Other non-current assets
Current liabilities - Trade and other payables
Liabilities - Borrowings
Provisions
Employee benefit obligations
Issued capital
Reserves
Key management personnel disclosures
Remuneration of auditors
Commitments
Related party transactions
Subsidiaries
Events occurring after the reporting period
Reconciliation of loss for the year to net cash flows from operating activities
Earnings per share
Share-based payments
Contingent liabilities
Parent entity financial information
Page
30
39
39
42
45
46
46
47
47
48
49
50
50
51
51
51
53
56
57
57
58
58
59
61
61
62
63
63
63
63
64
64
65
65
66
67
68
29
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
1 Summary of significant accounting policies
(a) Statement of compliance
These financial statements are general purpose financial statements which have been prepared in accordance
with the Corporations Act 2001, Accounting Standards and other authoritative pronouncements issued by the
Australian Accounting Standards Board (AASB), and comply with the other requirements of the law.
Compliance with Australian Accounting Standards ensures that the financial statements and notes of the Group
comply with International Financial Reporting Standards ('IFRS') as issued by the International Accounting
Standards Board (IASB). Consequently, this financial report has been prepared in accordance with and complies
with IFRS as issued by the IASB.
(b) Basis of preparation
for the
The consolidated financial statements have been prepared on the basis of historical cost, except
revaluation of biological assets. Cost is based on the fair value of the consideration given in exchange for assets.
All amounts are presented in Australian dollars, unless otherwise noted.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date, regardless of whether that price is directly observable or
estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes
into account the characteristics of the asset or liability if market participants would take those characteristics into
the measurement date. Fair value for measurement and/or
account when pricing the asset or liability at
disclosure purposes in these consolidated financial statements is determined on such a basis, except
for
leasing
share-based payment
transactions that are within the scope of AASB 16 Leases, and measurements that have some similarities to fair
value but are not fair value, such as net realisable value in AASB 102 Inventories.
transactions that are within the scope of AASB 2 Share-based Payment,
In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based
on the degree to which the inputs to the fair value measurements are observable and the significance of the
inputs to the fair value measurement in its entirety.
(a)
(b)
(c)
quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1)
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 2), and
inputs for the asset or liability that are not based on observable market data (unobservable inputs) (level
3).
The principal accounting policies are set out below.
Application of new and revised accounting standards
The Group has adopted all of the new and revised Standards and Interpretations issued by the Australian
Accounting Standards Board (the AASB) that are relevant to their operations and effective for the current
financial year.
New and revised standards and amendments thereof and interpretations effective for the current year that are
relevant to the Group include:
Impact of changes to Australian Accounting Standards and Interpretations
(i) Other new accounting standards
The following new or amended standards did not have a significant impact on the Group’s consolidated financial
statements:
•
AASB 2020-3 Amendments to Australian Accounting Standards -Annual Improvements 2018-2020 and
Other Amendments
30
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
1 Summary of significant accounting policies (continued)
Impact of changes to Australian Accounting Standards and Interpretations (continued)
(ii) Application of new and revised accounting standards
At the date of the authorisation of the financial statements, the Group has not applied the following new and
revised Australian Accounting Standards, Interpretations and amendments that have been issued but are not yet
effective:
•
•
•
•
AASB 2020-1 Amendments to Australian Accounting Standards - Classification of Liabilities as Current
or Non-Current and AASB 2020-6 Amendments to Australian Accounting Standards - Classification of
Liabilities as Current or Non-Current - Deferral of Effective Date;
AASB 2021-2 Amendments to Australian Accounting Standards - Disclosure of Accounting Policies and
Definition of Accounting Estimates;
AASB 2021-5 Amendments to Australian Accounting Standards - Deferred Tax related to Assets and
Liabilities arising from a Single Transaction; and
AASB 2022-1 Amendments to Australian Accounting Standards - Initial Application of AASB 17 and
AASB 9 - Comparative Information.
(c) Going concern
These financial statements have been prepared on a going concern basis of accounting, which contemplates the
continuity of normal business activity, realisation of assets and settlement of liabilities in the normal course of
business.
For the year ended 30 June 2023, the Group incurred an operating cash outflow of $23,429,888 (2022:
$48,423,009) and a net loss for the year of $15,355,902 (2022: loss of $86,272,763 (restated)). As at 30 June
2023, the Group had net current assets of $17,311,862 (2022 $33,630,996), including $8,453,527 cash and cash
equivalents.
Given the ongoing use of cash resources to develop and secure financing for Project Sea Dragon the group
continues to have an operating cash out flow. Accordingly, the ability of the Company and the Group to continue
as a going concern is dependent on its ability to raise further finance, reduce discretionary cash expenditure and
mitigate operating risks. In particular it depends on the Group's ability to undertake one or more of the following:
(i)
(ii)
(iii)
(iv)
(v)
(vi)
(vii)
raise project finance (equity and/or debt) for Project Sea Dragon Pty Ltd;
successfully defend the legal case brought by Canstruct to overturn the Deed of Company Arrangement;
continue improving the profitability and cashflow from the Queensland operations to generate cash to
fund corporate activities;
obtain working capital financing for Seafarms Queensland in FY2024 to manage the working capital
cycle;
reduce discretionary cash outflow including expenditure on Project Sea Dragon and corporate activities;
raise equity capital;
generate finance through asset sales.
There are uncertainties in achieving these and as a result,
the Directors have concluded that a material
uncertainty exists that may cast doubt on the Group’s ability to continue as a going concern and its ability to
realise its assets and discharge its liabilities in the ordinary course of business and at the amounts stated in the
financial statements.
However in light of the cash available at 30 June 2023, the forecast cash flow and potential funding and expense
reduction alternatives the Directors are of the opinion that the Company and the Group will continue to operate as
a going concern and therefore the accounts have been prepared on a going concern basis. No adjustments have
been made to the financial statements relating to the recoverability and classification of assets carrying amounts
or the amounts and classification that might be necessary should the Company and the Group not continue as a
going concern.
31
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
1 Summary of significant accounting policies (continued)
Should the Group be unable to continue operating as a going concern, it may be required to realise its assets and
extinguish its liabilities other than in the ordinary course of business, and at amounts that differ from those stated
in the financial statements.
(d) Basis of consolidation
(i) Subsidiaries
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Seafarms Group
Limited ('Company' or 'Parent entity') as at 30 June 2023 and the results of all subsidiaries for the year then
ended. Seafarms Group Limited and its subsidiaries together are referred to in this financial report as the Group
or the consolidated entity.
Subsidiaries are all entities (including special purpose entities) over which the Group has the power to govern the
financial and operating policies, generally accompanying a shareholding of more than one-half of the voting
rights. The existence and effect of potential voting rights that are currently exercisable or convertible are
considered when assessing whether the Group controls another entity.
Subsidiaries are fully consolidated from the date on which control
de-consolidated from the date that control ceases.
is transferred to the Group. They are
The acquisition method of accounting is used to account for business combinations by the Group.
Inter-company transactions, balances and unrealised gains on transactions between group companies are
eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of
the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure
consistency with the policies adopted by the Group.
When the Group loses control of a subsidiary, a gain or loss is recognised in profit or loss and is calculated as the
difference between (i) the aggregate of the fair value of the consideration received and the fair value of any
retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the
subsidiary and any non-controlling interests. All amounts previously recognised in other comprehensive income
in relation to that subsidiary are accounted for as if the Group had directly disposed of the related assets or
liabilities of the subsidiary (i.e. reclassified to profit or loss or transferred to another category of equity as
specified/permitted by applicable AASBs).
(e) Foreign currency translation
(i) Functional and presentation currency
Items included in the consolidated financial statements are measured using the currency of the primary economic
environment in which the entity operates ('the functional currency'). The consolidated financial statements are
presented in Australian dollar ($), which is Seafarms Group Limited's functional and presentation currency.
(ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of
the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from
the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates
are generally recognised in profit or loss.
(f) Revenue recognition
The Group sells fresh and frozen prawns to customers. A sale is recognised when control of the product has
transferred, being when the product is delivered to the customer and there is no unfulfilled obligation that could
affect the customer’s acceptance of the products. Delivery occurs when the product has been shipped to the
location specified by the customer and the customer accepts the product. Following delivery the customer has full
discretion over the manner of distribution and price to sell the goods and bear the risk in relation to the goods.
No element of financing is present in the pricing arrangement. Settlement terms range from cash-on-delivery to
credit terms from 7 to 30 days. Terms reflect negotiations with customers, policies, procedures and controls as it
relates to the customer credit risk.
32
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
1 Summary of significant accounting policies (continued)
A receivable is recognised by the Company when the goods are delivered to the customer as this represents the
point in time at which the right to consideration becomes unconditional, as only the passage of time is required
before payment is due.
The Group provides rebate and early payment discounts to customers that they would not receive without
purchasing the specified volume of product or making early payment. The provision of discounts to the customers
varies the consideration receivable from the customers and consequently the revenue recognised. The Group
determines the most likely amount receivable from the customer by using accumulated historical experience of
volume purchased and payment history.
(g) Income tax
The income tax expense or benefit for the period is the tax payable or recoverable on the current period’s taxable
income based on the income tax rate that has been enacted or substantially enacted by the balance sheet date
adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax
losses.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the
tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However,
the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a
transaction other than a business combination that at the time of the transaction affects neither accounting nor
taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or
substantively enacted by the balance sheet date and are expected to apply when the related deferred income tax
asset is realised or the deferred income tax liability is settled.
Deferred tax assets are recognised only if it is probable that future taxable amounts will be available to utilise
those temporary differences and losses.
Deferred tax liabilities and assets are not recognised for temporary differences between the carrying amount and
tax bases of investments in foreign operations where the Company is able to control the timing of the reversal of
the temporary differences and it is probable that the differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset where there is a legally enforceable right to offset current tax assets
and liabilities and where the deferred tax balances relate to the same taxation authority. Current tax assets and
tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a
net basis, or to realise the asset and settle the liability simultaneously.
(i) Tax consolidation legislation
Seafarms Group Limited and its wholly-owned Australian controlled entities have implemented the tax
consolidation legislation.
The head entity, Seafarms Group Limited, 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 stand alone taxpayer in its own right.
In addition to its own current and deferred tax amounts, Seafarms Group Limited 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.
The entities have also entered into a tax funding agreement under which the wholly-owned entities fully
compensate Seafarms Group Limited for any current tax payable assumed and are compensated by Seafarms
Group Limited for any current tax receivable and deferred tax assets relating to unused tax losses or unused tax
credits that are transferred to Seafarms Group Limited under the tax consolidation legislation. The funding
amounts are determined by reference to the amounts recognised in the wholly-owned entities' consolidated
financial statements.
The amounts receivable/payable under the tax funding agreement are due upon receipt of the funding advice
from the head entity, which is issued as soon as practicable after the end of each financial period. The head
entity may also require payment of interim funding amounts to assist with its obligations to pay tax instalments.
33
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
1 Summary of significant accounting policies (continued)
(i) Tax consolidation legislation (continued)
Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as
amounts receivable from or payable to other entities in the Group.
Any difference between the amounts assumed and amounts receivable or payable under the tax funding
agreement are recognised as a contribution to (or distribution from) wholly owned tax consolidated entities.
(h) Leases
The Group lease various property, equipment and motor vehicles. Rental contract are typically made for fixed
term periods of 2 to 30 years but may have extension options which remain unexercised. Lease terms are
negotiated on an individual basis and contain a wide range of different
terms and conditions. The lease
agreements do not impose any covenants, but leased assets may not be used as security for borrowing
purposes.
Right-of-use assets are measured at cost comprising the following:
•
•
•
•
the amount of the initial measurement at commencement date at present value using the interest rate
implicit in the lease where available or where this rate cannot be determined readily, the incremental
borrowing rate;
any lease payments made at or before the commencement date less any lease incentives received;
any initial direct costs; and
restoration costs.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include
the net present value of the following lease payments:
•
•
•
fixed payments (including in-substance fixed payments), less any lease incentives receivable; and
variable lease payments that depend on an index or rate, initially measured using the index or rate as at
the commencement date;
the exercise price of a purchase option if the lease is reasonably certain to exercise the option.
The lease payments are discounted using the interest implicit in the lease. If the rate can not be determined, the
lessee's incremental borrowing rate is used, being the rate the lessee would have to pay to borrow the funds
necessary to obtain an asset of similar value in similar economic environment with similar terms and conditions.
Lease are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is
available for use by the Group. Each lease payment is allocated between the liability and finance cost. The
finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest
on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the shorter of
the asset's useful life and the lease term on a straight line basis.
(i) Cash and cash equivalents
For the purpose of presentation in the consolidated statement of cash flows, cash and cash equivalents includes
cash on hand, deposits held at call with financial
institutions, other short-term, highly liquid investments with
original maturities of three months or less that are readily convertible to known amounts of cash and which are
subject to an insignificant risk of changes in value.
(j) Trade receivables
Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course
of business. They are generally due for settlement within 30 days and are therefore all classified as current.
Trade receivables are recognised initially at the amount of consideration that is unconditional unless they contain
significant financing components, when they are recognised at fair value. The Group holds the trade receivables
with the objective of collecting the contractual cash flows and therefore measures them subsequently at
amortised cost using the effective interest method.
34
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
1 Summary of significant accounting policies (continued)
Trade receivables represent receivables in respect of which the Group’s right to consideration is unconditional
subject only to the passage of time. Trade receivables are non-derivative financial assets accounted for in
accordance with the Group’s accounting policy for non-derivative financial assets.
Trade and other receivables are measured at amortised cost. A gain or loss on trade and other financial assets
that is subsequently measured at amortised cost is recognised in profit or loss when the asset is derecognised or
impaired. Interest income from these financial assets is included in finance income using the effective interest
rate method.
The credit period for the majority of trade receivables ranges from current to 90 days with the average being 30
days. In determining the recoverability of a trade receivable, the Group used the expected credit loss model as
per AASB 9.
The Group applies the simplified approach to measuring expected credit losses which uses a lifetime expected
loss allowance for all trade receivables and contract assets. To measure the expected credit losses, trade
receivables and contract assets have been grouped based on shared credit risk characteristics and the days past
due. The contract assets relate to unbilled work in progress and have substantially the same risk characteristics
as the trade receivables for the same types of contracts. The Group has therefore concluded that the expected
loss rates for trade receivables are a reasonable approximation of the loss rates for the contract assets.
The expected loss rates are based on the payment profiles of sales over a period of 36 months before 30 June
2023 or 30 June 2022 respectively and the corresponding historical credit losses experienced within this period.
The historical loss rates are adjusted to reflect current and forward looking information on macroeconomic factors
affecting the ability of the customers to settle the receivables.
(k)
Inventories
Agricultural produce harvested from the Group's biological assets is measured at its fair value less costs to sell at
the point of harvest. Such measurement is the cost at that date when applying AASB 102 Inventories.
Inventory is stated at the lower of cost and net realisable value. Costs are assigned to individual
items of
inventory on basis of weighted average costs. Costs of purchased inventory are determined after deducting
rebates and discounts. Net realisable value is the estimated selling price in the ordinary course of business less
the estimated costs of completion and the estimated costs necessary to make the sale.
(l) Biological assets
Prawn livestock is carried at fair value. Fair value is the amount which could be expected to be received from the
sale of the livestock in an orderly transaction between market participants.
In the absence of an active and liquid market fair value is determined in accordance with a Directors’ valuation
using the present value of expected net cash flows from the prawn livestock discounted at a current
market-determined rate. The expected net cash flows take into account a number of assumptions including the
survival rate, harvest average body weight, average market price, discount rate and average production cost per
kilogram. The net cash flows include harvesting costs and freight costs to market.
The change in estimated fair value of prawn livestock is recognised in the profit or loss in the reporting period and
is classified separately.
The prawn livestock with a weight of less than 1 gram (including all hatchery stock), is carried at historic cost as
an estimate of fair value given that little or no biological transformation has taken place. Cost includes all of the
costs associated with the production of the livestock.
Domesticated broodstock is carried at replacement cost. Replacement cost is the expected cost to replace the
number of broodstock required to produce sufficient post larvae to meet stocking requirements.
(m) Investments and other financial assets
(i) Classification
The Group classifies its financial assets in the following measurement categories:
35
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
1 Summary of significant accounting policies (continued)
(i) Classification (continued)
•
•
those to be measured subsequently at fair value (either through OCI or through profit or loss), and
those to be measured at amortised cost.
The classification depends on the entity’s business model for managing the financial assets and the contractual
terms of the cash flows.
For assets measured at fair value, gains and losses will either be recorded in profit or loss or OCI.
(ii) Recognition and derecognition
Regular way purchases and sales of financial assets are recognised on trade date, being the date on which the
Group commits to purchase or sell the asset. Financial assets are derecognised when the rights to receive cash
flows from the financial assets have expired or have been transferred and the Group has transferred substantially
all the risks and rewards of ownership.
(iii) Measurement
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset
not at fair value through profit or loss (FVPL), transaction costs that are directly attributable to the acquisition of
the financial asset. Transaction costs of financial assets carried at FVPL are expensed in profit or loss.
(iv) Impairment
The Group assesses on a forward-looking basis the expected credit losses associated with its other financial
instruments carried at amortised cost. The impairment methodology applied depends on whether there has been
a significant increase in credit risk.
(n) Property, plant and equipment
Property, plant and equipment
Historical cost includes expenditure that is directly attributable to the acquisition of the items.
is stated at historical cost
less accumulated depreciation and impairment.
Subsequent costs are included in the asset's carrying amount or recognised as a separate asset, as appropriate,
only when it is probable that future economic benefits associated with the item will flow to the Group and the cost
of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset
is derecognised when replaced. All other repairs and maintenance are charged to profit or loss during the
reporting period in which they are incurred.
Land is not depreciated. Depreciation on other assets is calculated using the straight line method to allocate their
cost, net of their residual values, over their estimated useful lives, as follows:
Freehold buildings
Ponds
Plant and equipment
Leasehold improvements
Vehicles
Furniture, fittings and equipment
-
-
-
-
-
-
.
The assets' residual values and useful
reporting period.
10 - 50 years
10 - 50 years
2 - 15 years
Length of lease
3 - 5 years
5 years
lives are reviewed, and adjusted if appropriate, at the end of each
An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount
is greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included
in the income statement.
The Group further considers the funding required to bring the assets to an economically viable state.
36
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
1 Summary of significant accounting policies (continued)
(o) Impairment of non-financial assets
Assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount
may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount
exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs of
disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for
which there are separately identifiable cash inflows which are largely independent of the cash inflows from other
assets or groups of assets (cash-generating units). Non-financial assets other than goodwill that suffered an
impairment are reviewed for possible reversal of the impairment at the end of each reporting period.
(p) Trade and other payables
Trade and other payables represent the liabilities for goods and services received by the Group that remain
unpaid at the end of the reporting period. The balance is recognised as a current liability with the amounts
normally paid within 45 days of recognition of the liability.
Due to the short-term nature of trade and other payables, their carrying amount approximates to fair value.
(q) Borrowings
Borrowings are measured at amortised cost. Any difference between the proceeds (net of transaction costs) and
the redemption amount is recognised in the profit or loss over the period of the borrowings using the effective
interest method. Fees paid on the establishment of loan facilities, which are not an incremental cost relating to
the actual draw down of the facility, are taken into account in the fair value of the borrowing on day 1 and are
taken into account when applying the effective interest rate method.
The initial fair value of the liability portion of a convertible bond is determined using a market interest rate for an
is recorded as a liability on an amortised cost basis until
equivalent non-convertible bond. This amount
extinguished on conversion or maturity of
the proceeds is allocated to the
conversion option. This is recognised and included in Shareholders' equity, net of income tax effects.
the bonds. The remainder of
Borrowings are removed from the consolidated statement of financial position when the obligation specified in the
contract is discharged, cancelled or expired. The difference between the carrying amount of a financial liability
that has been extinguished or transferred to another party and the consideration paid, including any non-cash
assets transferred or liabilities assumed, is recognised in profit or loss as other income or finance costs.
Where the terms of a financial liability are renegotiated and the entity issues equity instruments to a creditor to
extinguish all or part of the liability (debt for equity swap), a gain or loss is recognised in profit or loss, which is
measured as the difference between the carrying amount of the financial liability and the fair value of the equity
instruments issued.
(r) Borrowing costs
Borrowing costs are expensed in the period in which they are incurred.
(s) Provisions
Provisions are measured at the present value of management's best estimate of the expenditure required to
settle the present obligation at the end of the reporting period. The discount rate used to determine the present
value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific
to the liability. The increase in the provision due to the passage of time is recognised as interest expense.
(t) Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred
is not recoverable from the taxation authority. In this case it is recognised as part of the cost of acquisition of the
asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of
GST recoverable from, or payable to, the taxation authority is included with other receivables or payables in the
consolidated statement of financial position.
37
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
1 Summary of significant accounting policies (continued)
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or
financing activities which are recoverable from, or payable to the taxation authority, are presented as operating
cash flows.
(u) Rounding of amounts
The Company is of a kind referred to in ASIC Legislative Instrument 2016/191, relating to the 'rounding off' of
amounts in the consolidated financial statements. Amounts in the consolidated financial statements have been
rounded off in accordance with the instrument to the nearest dollar.
(v) Parent entity financial information
The financial information for the Parent entity, Seafarms Group Limited, disclosed in note 37 has been prepared
on the same basis as the consolidated financial statements, except as set out below.
Investments in subsidiaries
(i)
Investments in subsidiaries are accounted for at cost less impairment in the consolidated financial statements of
Seafarms Group Limited. Dividends received from subsidiaries are recognised in the Parent entity's profit or loss
when its right to receive the dividend is established.
(ii) Financial guarantees
Where the Parent entity has provided financial guarantees in relation to loans and payables of subsidiaries for no
compensation, the fair values of these guarantees are accounted for as contributions and recognised as part of
the cost of the investment.
(w) Employee benefits
(i) Short-term obligations
Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave that
are expected to be settled wholly within 12 months after the end of the period in which the employees render the
related service are recognised in respect of employees’ services up to the end of the reporting period and are
measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as
current employee benefit obligations in the consolidated statement of financial position.
(ii) Other long-term employee benefit obligations
The liability for long service leave and annual leave which is not expected to be settled within 12 months after the
end of the period in which the employees render the related service is recognised in the provision for employee
benefits and measured as the present value of expected future payments to be made in respect of services
provided by employees up to the end of the reporting period using the projected unit credit method. Consideration
is given to expected future wage and salary levels, experience of employee departures and periods of service.
Expected future payments are discounted using market yields at the end of the reporting period on national
corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash
outflows.
(iii) Post-employment obligations
The Group pays contributions to publicly or privately administered defined contribution superannuation plans on a
mandatory, contractual or voluntary basis. The Group has no further payment obligations once the contributions
have been paid. The contributions are recognised as employee benefit expense when they are due. Prepaid
contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is
available.
(iv) Share-based payments
The fair value of options granted to employees is recognised as an employee benefit expense with a
corresponding increase in equity. The fair value is measured at grant date and recognised on a straight line basis
over the period during which the employees become unconditionally entitled to the options.
38
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
1 Summary of significant accounting policies (continued)
(x) Contributed equity
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction,
net of tax, from the proceeds.
(y) Comparatives
Where necessary, comparative information has been reclassified and repositioned for consistency with current
year disclosures.
2 Correction of prior period errors
During the year, the Group identified that employee benefits expenses of $838,164 were not accrued as at 30
June 2022. The comparative Consolidated Statement of Comprehensive Income and Consolidated Statement of
Financial Position have therefore been amended for the correction of this prior period error.
30 June 2022
$
(Previously
reported)
Increase
(decrease)
30 June 2022
$
(Restated)
Statement of comprehensive income (extract)
space
Employee benefits expense
Loss for the year
(15,837,051)
(85,434,599)
(838,164)
(838,164)
(16,675,215)
(86,272,763)
Earnings per share (cents)
(1.87)
(0.01)
(1.88)
Statement of financial position (extract)
Statement of financial position (extract)
LIABILITIES
Current liabilities
Trade and other payables
Total current liabilities
space
Total liabilities
space
Net Assets
space
EQUITY
Retained earnings
Total equity
3,080,962
15,073,310
838,164
838,164
3,919,126
15,911,474
16,267,891
838,164
17,106,055
50,309,311
(838,164)
49,471,147
(264,840,150)
50,309,311
(838,164)
(838,164)
(265,678,314)
49,471,147
3 Critical accounting estimates and judgements
Estimates and judgements are continually evaluated. They are based on historical experience and other factors,
including expectations of future events that may have a financial impact on the entity and that are believed to be
reasonable under the circumstances.
(a) Critical accounting estimates
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by
definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of
causing a material adjustment to the carrying amounts of assets and liabilities within the next financial period are
discussed below.
39
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
3 Critical accounting estimates and judgements (continued)
(i) Biological assets
As referred to in the accounting policy above the fair value of biological assets is estimated using a cash flow
model which incorporates a number of assumptions. Management is required to exercise significant judgement in
estimating the underlying cash flows where those assumptions are not based on observable market data (‘Level
3’ inputs) (refer note 16). The most significant assumptions requiring management judgement are in respect of
the survival rate, harvest average body weight, average market price, discount rate and average production cost
per kilogram until harvest-ready.
(ii) Estimated impairment of other non-current assets
Determining whether the other non-current assets are impaired requires an estimation of fair value less cost of
disposal on a cash generating unit basis (refer note 17). The fair value less cost of disposal calculation requires
the directors to estimate the fair value less costs of disposal of the assets in an arms length transaction between
willing and knowledgeable parties. If the estimated fair value less cost of disposal is lower than the carrying value
of the asset an impairment loss may arise.
(iii) Make good provision
The make good provision (note 23) relies on an estimate of the cost of rehabilitating the Project Sea Dragon
sites. The Group uses judgment in (i) assessing the extent of work required to be agreed with relevant
stakeholders; (ii) developing a detailed scope of work to be undertaken to achieve the agreed work; and (iii)
estimating the costs of performing that work. In estimating the cost of undertaking the work the Group will take
into consideration quoted costs for undertaking similar work.
(iv) Useful lives of property, plant & equipment
The determination of the useful lives of items of property plant & equipment, refer note 1(n), is subjective and
requires the Group to exercise judgment. The Group takes into consideration the operating environment, the
maintenance program for those assets, past operating experience and the useful lives used for income tax
purposes.
(v) Expected credit losses on trade & other receivables
The determination of the expected credit loss on trade and other receivable relies on the Group to exercise
judgment. In respect of trade receivables the Group takes out debtors insurance and has assessed the residual
risk of credit loss not covered by insurance to be negligible. In respect of other receivables, where the amount to
be received is subject to certain conditions the Group assesses the likelihood of those conditions being met.
Where those conditions are unlikely to be met the Group will create a provision for expected loss. Refer notes
4(b), 13 and 20 for details of trade and other receivables.
(b) Critical judgements in applying the entity's accounting policies
Measurement of right-of-use asset and lease liability - Legune Station
The Group and the Legune station investor entered into a series of agreements in relation to the Legune land
lease arrangement. The Group considered these agreements as linked to ensure the substance of the
arrangement is considered and accounted for as one transaction.
The estimation, at the inception of the lease, of the items outlined below require significant management
judgement:
•
•
The likelihood that the purchase option will be exercised;
The likelihood of extending the lease contract beyond the period of the first and second break clauses at
30 years and 60 years or exercising the ability to terminate the lease before financial close has been
reached on Project Sea Dragon respectively;
40
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
3 Critical accounting estimates and judgements (continued)
•
•
The depreciation period / method; and
The incremental borrowing rate and the impact of this rate on the discounted amount of the lease liability
as well as the right to use asset.
Due to the significant review of Project Sea Dragon the management reassessed the lease term for the Legune
Station lease at 30 June 2022. At that time termination of the lease was possible from December 2023, provided
written notice of intention to terminate was provided to the landlord at least 6 months prior to the anniversary date
of the lease (which falls in December). Management assessed that it was no longer reasonably certain to
continue the lease for its originally assessed lease term of 30 years and consequently reassessed the lease term
to approximately 18 months from June 2022.
As publicly stated, Project Sea Dragon will not proceed until adequate project financing has been obtained.
However the Company continues to meet its obligations under the Legune Station lease. As at 30 June 2023, the
Group had not elected to exercise its termination right under the lease and consequently, at balance date the
earliest possible termination date was December 2024. Accordingly, the lease term has been reassessed to
approximately 18 months from 30 June 2023. The attaching right of use asset was fully impaired given the
funding has not yet been obtained.
Unlisted options
In determining the fair value of share based payments granted during the 2022 financial year, key estimates
requiring management judgement are the volatility and expected life input assumed within the option pricing
the Company to determine an appropriate level of volatility
model. The Group uses historical volatility of
expected, commensurate with the expected option life. Refer note 35 for more information.
Project Sea Dragon capitalisation policy
The Group incurred costs associated with Project Sea Dragon (Project). The Group has identified the phases the
Project may go through in determining whether costs associated with the Project are eligible for capitalisation.
These phases include the pre-development, development, and operating phase. The Group uses the following
approach in determining Project costs eligible for capitalisation:
Identify the total expenditure being incurred at the various stages of the Project.
•
• Determine the nature of the underlying expenditure. Only directly attributable costs relating to the Project
are eligible for capitalisation.
• Development costs are distinguished from pre-development costs. Only costs incurred during the
•
development stage of the Project are eligible for capitalisation. Pre-development costs are expensed.
Based on the extent of expected future economic benefits that will
development costs that are considered recoverable are capitalised.
flow to the Group, only the
Impairment PSD
The Group has considered whether the Project work-in-progress assets would be impaired as required by AASB
136 Impairment of Assets in light of the Project currently being incomplete and construction at Legune and Bynoe
Harbour is on hold. The Group has determined that in light of these factors and that future funding for the project
is uncertain that the assets should be fully impaired. Refer to note 17 for further information.
Expected loss on loan receivable
The loan receivable from AAM Licensees Pty Ltd forms part of the series of arrangements in relation to Legune,
as at 30 June 2023 and 30 June 2022, repayment of the loan is dependent on a number of factors one of which
being the financial close of Stage 1 of PSD of 1,120 ha by December 2023. The Company considers it unlikely
that this milestone will be achieved and therefore has recognised an expected loss on this loan in the profit and
loss.
41
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
3 Critical accounting estimates and judgements (continued)
Canstruct Legal Claim
The Group’s wholly owned subsidiary, Project Sea Dragon Pty Limited (PSD), entered into a Deed of Company
Agreement (DOCA) with Shaun McKinnon, Andrew Fielding (as the deed Administrators) and Seafarms Group
Limited as the Proponent. The DOCA was executed on 23 March 2023 and a Deed of Rectification was executed
shortly after on the 24 March 2023. Under the terms of the DOCA, SFG paid an amount to the Administrator
(DOCA Funds) to settle payments to creditors of PSD and reimburse SFG for certain post administration
payments made on behalf of PSD. Before the Administrator was able to disburse the DOCA Funds Canstruct
(who is a creditor to PSD) sought to have the DOCA terminated and was granted an injunction by the court
preventing the Administrator disbursing those funds until the case was determined. At the date of these accounts
that case has yet to be determined and notwithstanding that decision each party has a right of appeal. The final
determination of the case could take many months.
The Company has taken the view, that it will win the case and has prepared the accounts on that basis If the
Company loses the case then PSD will go into liquidation and the DOCA Funds returned to SFG. This would lead
to an increase in the net assets of the Group as certain amounts payable including amounts payable to Canstruct
will be extinguished. However it would also create considerable uncertainty regarding the Group’s ability to
continue the development Project Sea Dragon.
4 Financial risk management
The Group's activities may expose it to a variety of financial risks: market risk (including currency risk, interest
rate risk and price risk), credit risk and liquidity risk. The Group's overall risk management program focuses on
the unpredictability of
financial markets and seeks to minimise potential adverse effects on the financial
performance of the Group. The Group does not use derivative financial instruments such as foreign exchange
contracts and interest rate swaps to hedge certain risk exposures, as management considers this unnecessary
given the nature and size of the Group's operations.
2023
$
2022
$
8,453,527
5,468,207
331,999
14,253,733
36,195,529
1,367,472
-
37,563,001
2023
$
2022
$
(Restated)
4,695,821
4,148,718
8,844,539
3,919,126
2,936,523
6,855,649
Financial assets
Financial assets at amortised cost
Cash and cash equivalents
Trade and other receivables
Other financial assets
Financial liabilities
Financial liabilities at amortised cost
Trade and other payables
Lease liabilities
42
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
4 Financial risk management (continued)
(a) Market risk
(i) Price risk
Exposure
Management has assessed the sensitivity of the profit or loss to price changes as being immaterial.
(ii) Cash flow and fair value interest rate risk
Sensitivity
Management has assessed that the sensitivity of the profit or loss to higher/lower interest rates applied to cash
and cash equivalents as being immaterial.
As at the end of the reporting period, the Group had the following variable rate deposits:
30 June 2023
30 June 2022
Weighted
average
interest rate
%
.09%
.01%
-%
Weighted
average
interest rate
%
.04%
.01%
-%
Balance
$
412,898
8,040,000
629
8,453,527
Balance
$
412,897
35,780,882
1,750
36,195,529
Deposits at call
Bank accounts
Cash on hand
Net exposure to cash flow interest rate risk
(b) Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss
to the Group. The Group has adopted a policy of only dealing with creditworthy counterparties and obtaining
sufficient collateral where appropriate, a means of mitigating the risk of financial loss from defaults. The Group's
exposure and the credit ratings of its counterparties are continuously monitored and the aggregate value of
transactions concluded are spread amongst approved counterparties. Credit exposure is controlled by
counterparty limits that are reviewed and approved by the audit committee annually. The Group measures credit
risk on a fair value basis.
The Group does not have any significant credit risk exposure to any single counterparty or any group of
counterparties having similar characteristics. The credit risk on liquid funds is limited because the counterparties
are banks with high credit ratings assigned by international credit rating agencies.
The carrying amount of financial assets recorded in the financial statements, net of any allowances for losses or
credit enhancement, represents the Group’s maximum exposure to credit risk without taking account of the value
of any collateral obtained.
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to
external credit ratings (if available) or to historical information about counterparty default rates:
(i) Risk management
Wholesale customers of prawns and related products are subject to trade credit insurance. Credit limits are set
by the insurer and are not exceeded. There have been no bad debts or claims on the insurance policy during the
year.
The Group has Trade Credit Insurance in place until 31 May 2024, which has insured indemnity of 90% with a
maximum insured amount of $1.54 million.
43
4 Financial risk management (continued)
Trade receivables
Counterparties without external credit rating *
Group 1
Group 2
Group 3
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
2023
$
2022
$
-
1,373,693
-
1,373,693
-
994,855
-
994,855
* Group 1 - new customers (less than 6 months)
Group 2 - existing customers (more than 6 months) with no defaults in the past
Group 3 - existing customers (more than 6 months) with some defaults in the past. All defaults were fully recovered.
(c) Liquidity risk
The Group manages liquidity risk by maintaining reserves, banking facilities and reserve borrowing facilities by
monitoring forecasts and actual cash flows and matching the maturity profiles of financial assets and liabilities.
(i) Financing arrangements
The Group does not have access to undrawn borrowing facilities at the end of the reporting period (2022: $Nil).
(ii) Maturities of financial liabilities
The tables below analyse the Group’s financial liabilities into relevant maturity groupings based on the remaining
period at
the reporting date to the contractual maturity date. The amounts disclosed in the table are the
contractual undiscounted cash flows.
Contractual maturities
of financial liabilities
At 30 June 2023
Non-derivatives
Less than
6 months
$
6 - 12
months
$
Between 1
and 2
years
$
Between 2
and 5 years
$
Over 5
years
$
Trade and other payables
Lease liabilities
Total non-derivatives
4,695,821
1,982,259
6,678,080
-
1,310,038
1,310,038
-
889,433
889,433
-
304,100
304,100
At 30 June 2022
(Restated)
Non-derivatives
Trade and other payables
Lease liabilities
Total non-derivatives
3,919,126
854,993
4,774,119
-
1,234,919
1,234,919
-
983,838
983,838
-
48,723
48,723
Total
contrac-
tual
cash
flows
$
Carrying
amount
(assets)/
liabilities
$
4,695,821
4,485,830
9,181,651
4,695,821
4,148,718
8,844,539
3,919,126
3,122,473
7,041,599
3,919,126
2,936,523
6,855,649
-
-
-
-
-
-
44
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
5 Segment information
(a) Description of segments
Business Segments
Aquaculture
Development of a large scale land-based aquaculture project in Northern Australia by Project Sea Dragon Pty
Ltd, and prawn aquaculture operations in North Queensland, acquired 6 January 2014 and 31 October 2014.
Other
Other represents the corporate assets and costs of
employed in the Aquaculture segment.
(b) Segments
the Group, including the cash balances not currently
The segment information for the reportable segments for the year ended 30 June 2023 is as follows:
Year ended 30 June 2023
Aquaculture
Other
Consolidated
Segment revenue
Sales to external customers
Other income
Total segment revenue
Consolidated revenue
Impairment Losses
Segment Loss
space
Segment Assets
space
Segment Liabilities
space
Segment Net Assets
$
$
$
25,862,497
55,328
25,917,825
-
385
385
25,862,497
55,713
25,918,210
(2,100,509)
-
(2,100,509)
(9,043,427)
(6,312,475)
(15,355,902)
34,413,765
11,117,137
45,530,902
(9,501,310)
(1,914,347)
(11,415,657)
24,912,455
9,202,790
34,115,245
Year ended 30 June 2022
Aquaculture
Other
Consolidated
Segment revenue
Sales to external customers
Other income
Total segment revenue
Consolidated revenue
Impairment Losses
Segment Loss (restated)
space
Segment Assets
space
Segment Liabilities
space
Segment Net Assets
$
$
$
19,301,445
158,469
19,459,914
-
17,659
17,659
19,301,445
176,128
19,477,573
(18,443,140
-
(18,443,140)
(71,928,960)
(14,343,803)
(86,272,763)
31,432,560
35,144,642
66,577,202
(15,241,465)
(1,864,590)
(17,106,055)
16,191,095
33,280,052
49,471,147
45
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
5 Segment information (continued)
(b) Segments (continued)
Segment profit represents the profit earned by each segment. This is the measure reported to the chief operating
decision maker for the purposes of resource allocation and assessment of segment performance.
For the year ending 30 June 2023, aquaculture segment sales to customers included $17,613,603 (2022:
$11,478,883) to a national retailer.
Segment revenues, liabilities, expenses, and assets are those that are directly attributable to a segment and the
relevant portion that can be allocated to the segment on a reasonable basis. Segment assets include all assets
used by a segment and consist primarily of receivables, inventories, biological assets, property, plant and
equipment and goodwill and other intangible assets. Segment liabilities include primarily of payables, lease
liabilities, employee benefit obligations and related provisions. While most of these assets and liabilities can be
directly attributed to individual segments, the carrying amounts of certain assets and liabilities used jointly by
segments are allocated based on reasonable estimates of usage. Segment assets do not include income taxes.
(c) Other profit and loss disclosures
Depreciation and amortisation
Aquaculture
6 Revenue and other income
From continuing operations
Revenue from Contracts with Customers
Sales Fresh
Sales Frozen
Other sales revenue
Other income
Other income
2023
$
2022
$
(2,062,361)
(3,964,347)
2023
$
2022
$
14,546,320
11,315,404
773
25,862,497
8,549,594
10,749,827
2,024
19,301,445
55,713
25,918,210
176,128
19,477,573
The Group derives all revenue from the transfer of goods and services at a point in time.
7 Other (losses)/gains
Conversion of debt to equity
Other income
2023
$
2022
$
-
-
-
549,311
37,828
587,139
46
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
2023
$
2022
$
(48,440)
(48,440)
(6,530)
(6,530)
8,411
242,392
250,803
300,942
2,078,329
2,379,271
202,363
2,372,741
2023
$
2022
(Restated)
$
338,241
395,987
986,792
516
-
214,533
126,292
2,062,361
1,756,896
1,553,533
1,592,691
1,296,290
73,708
551,297
309,008
1,357,218
-
549,775
109,036
733,850
2,934,100
576,151
13,393,553
214,536
395,976
1,885,098
2,171
725,764
447,279
293,523
3,964,347
3,684,844
1,308,436
1,328,632
849,810
44,390
276,941
181,739
1,128,722
192,250
475,074
90,619
474,774
3,093,015
-
13,129,246
8 Finance costs
Finance income
Interest income
Finance income
Finance costs
Interest and finance charges
Interest on lease liabilities
Finance costs expensed
Net finance costs
9 Expenses
Profit before income tax includes the following specific
expenses:
Depreciation
Property, plant and equipment: Buildings
Property, plant and equipment: Ponds
Property, plant and equipment: Plant and equipment
Property, plant and equipment: Leasehold improvements
Right-use-of-assets: Leasehold land
Right-use-of-assets: Leased buildings
Right-use-of-assets: Leased plant and equipment
Total depreciation
Other expenses
Consultants and professional fees
Legal fees
Insurance
Freight
Research expense
Travel expenses
Logistics
Repairs and maintenance
Loss on disposal of assets
Hire equipment
Rent
Sales and marketing
Other expenses
Voluntary administration costs
47
9 Expenses (continued)
Impairment losses
Impairment of plant and equipment and leasehold improvements
Impairment of right-of use assets
Impairment of project costs
Employee benefits expense
Superannuation
Other employee benefits
Total employee benefits expense
10 PSD Construction costs
(a) PSD Construction costs
Mobilisation costs
Construction Insurance costs
Construction Consultants & Engineering costs
Project Management Costs
Temporary camp & accommodation costs
Quarry
Founder Stock Centre (Exmouth)
Hatchery Site (Bynoe Harbour)
Other indirect construction costs
Provision for construction liabilities
Reversal of liability exposure
Rehabilitation provision
(b) Capitalised costs
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
2023
$
2022
(Restated)
$
-
2,100,509
-
2,100,509
1,461,464
3,480,847
13,500,829
18,443,140
940,482
11,564,574
12,505,056
747,006
15,928,209
16,675,215
Notes
2023
$
2022
$
23,198
-
34,215
765,373
79,625
-
1,049,486
107,726
525,205
4,257,310
(11,380,321)
1,000,000
(3,538,183)
9,434,313
2,179,791
1,005,879
4,911,479
5,312,044
786,151
375,881
329,173
1,274,726
8,730,094
-
-
34,339,531
23
23
2023
$
2022
$
Assets under construction (impaired) (see note 17)
-
12,060,217
Total PSD Construction Costs
(3,538,183)
46,399,748
Project Sea Dragon (PSD or the Project) is a proposed, large-scale, integrated, land-based prawn aquaculture
project being developed in Northern Australia. PSD is designed to be a staged development of up to 10,000
hectares of prawn production ponds, supported by a series of geographically separate facilities across Northern
Australia.
48
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
10 PSD Construction costs (continued)
Planned Stage 1a of the PSD includes the Legune Grow-out Facility would see land-based production ponds at
Legune Station in the Northern Territory as well as the development of the necessary facilities at the other sites
(Exmouth and Bynoe). There has been significant expenditure incurred on the Project and the Board has
considered how to account for the capital expenditures and taking into account the principles established by the
accounting standards and how these might be applied.
Costs that do not meet the capitalisation criteria have been expensed and recognised in the consolidated
statement of comprehensive income.
11 Income tax expense
(a) Numerical reconciliation of income tax expense to prima facie tax payable
Loss from continuing operations before income tax expense
Tax at the Australian tax rate of 25%
Tax effect of amounts which are not deductible (taxable)
in calculating taxable income:
Entertainment
Employee option plan
Debt waiver - employee
SGC - recharged from PSDCE
Other
Movement of deferred tax assets not recognised
Tax losses not recognised
Income tax expense/(benefit)
(b) Franking account
Franking account balance (tax paid basis)
Impact on franking account balance of dividends not recognised
2023
$
2022
(Restated)
$
(15,355,902)
(3,838,976)
(86,272,763)
(21,568,191)
2,318
-
-
-
-
(3,836,658)
(3,617,671)
7,454,329
-
1,385
703,823
126
237
(138,816)
(21,001,436)
16,308,941
4,692,495
-
2023
$
2022
$
-
-
-
-
-
-
49
12 Current assets - Cash and cash equivalents
Cash at bank and in hand
Deposits at call
(a) Risk exposure
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
2023
$
2022
$
8,040,630
412,897
8,453,527
35,782,632
412,897
36,195,529
The Group's exposure to interest rate risk is discussed in note 4.
(b) Cash at bank and on hand
Of the cash at bank and on hand, $630 (2022: $2,250) is non-interest bearing, and $8,040,000 (2022: $82,862) is
in accounts that earn interest.
(c) Deposits at call
Deposits at call are interest bearing.
13 Current assets - Trade and other receivables
Trade receivables
Loss allowance
Other receivables
Loans to employees
Goods and services tax (GST) receivable
2023
$
2022
$
1,373,693
-
1,373,693
3,689,800
30,878
373,836
4,094,514
994,855
-
994,855
3,406
22,570
346,641
372,617
5,468,207
1,367,472
Other receivables includes $3,500,000 relating to the DOCA which is held in trust by the administrators (note
23(a)).
(a) Trade receivables
As of 30 June 2023, trade receivables of $374,332 (2022: $364,237) were past due but not impaired.
Up to 3 months
3 to 6 months
2023
$
2022
$
276,206
98,126
374,332
80,531
283,706
364,237
50
14 Current assets - Inventories
Finished goods
Feed and consumables at cost
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
2023
$
5,502,362
2,178,492
7,680,854
2022
$
6,102,427
2,103,626
8,206,053
Finished goods are harvested prawns from the Group's aquaculture operations in North Queensland.
Feed and consumables relate wholly to the Group's aquaculture operations.
15 Current assets - Other current assets
Prepayments
Deposits paid
16 Current assets - Biological assets
Livestock
Opening Balance
Gain arising from changes in fair value less estimated costs to sell
Transferred to inventories
Closing Balance
2023
$
1,370,205
89,914
1,460,119
2022
$
1,270,531
48,714
1,319,245
2023
$
2022
$
2,454,171
20,738,586
(19,120,732)
4,072,025
2,223,845
11,407,888
(11,177,562)
2,454,171
The balance of $4,072,025 (2022:$2,454,171) comprises the hatchery live crop of $500,000 (2022: $502,457),
carried at current replacement cost, and live prawns of $3,572,025 (2022: $2,042,714) carried at fair value less
estimated costs to sell.
The Group has classified live prawn as level 3 in the fair value hierarchy (refer note 1(b) for explanation of levels),
since one or more of the significant inputs is not based on observable market data.
Valuation processes
the Group’s biological assets for financial reporting
The Group's finance team performs the valuations of
purposes, including level 3 fair values. This team reports directly to the chief financial officer (CFO) and the audit
and risk committee (ARC). Discussions of valuation processes and results are held between the CFO and the
ARC at least once every six months, in line with the Group’s half-yearly reporting requirements.
The main level 3 inputs used by the Group are derived and evaluated as follows:
•
•
•
Survival rate, harvest average body weight and average production cost per kilogram is determined
based on actual rates achieved over the last 6-12 months.
Prawn market prices are based on active liquid market prices achieved over the last 3-6 months.
Discount rate is determined using a capital asset pricing model to calculate a post-tax rate that reflects
current market assessments of the time value of money and the risk specific to the asset.
51
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
16 Current assets - Biological assets (continued)
Changes in level 3 inputs and fair values are analysed at the end of each reporting period during the half-yearly
valuation discussion between the CFO and ARC. As part of this discussion the team presents a report that
explains the reason for the fair value movements.
Sensitivity Analysis - Biological Assets
Based on the market prices and weights used at 30 June 2023, with all other variables held constant, the
consolidated group’s profit for the period would change as follows:
•
•
•
A pricing increase/decrease of 1% would have been a change of $93,690 higher/lower;
A feed price increase/decrease of 1% would have been a change of $20,420 lower/higher;
A weight increase/decrease of 1% would have been a change of $44,218 higher/lower.
Risk management strategies for biological assets
The Group is exposed to risks arising from environmental and climatic changes and market prices.
The Group has strong operating procedures to prevent and mitigate the impact of disease and environmental
risks.
The Group is exposed to some risks arising from fluctuations in the price and demand of prawn. To mitigate
those risks the Group continues to focus on producing a high quality product that is well sought after in the
market. Where appropriate the Group will also enter into supply contracts.
52
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
17 Non-current assets - Property, plant and equipment
At 1 July 2021
Cost or fair value
Accumulated depreciation
Net book amount
Year ended 30 June 2022
Opening net book amount
Additions
Disposals
Depreciation charge
Transfers
Impairment loss
Closing net book amount
At 30 June 2022
Cost or fair value
Accumulated depreciation
Net book amount
Freehold land
$
Freehold
buildings
$
Ponds
$
Plant and
equipment
$
Leasehold
improvements
$
Assets under
construction
$
Total
$
2,010,000
-
2,010,000
5,000,198
(783,483)
4,216,715
7,919,543
(2,514,052)
5,405,491
18,356,096
(9,505,633)
8,850,463
2,010,000
-
-
-
-
-
2,010,000
4,216,715
-
-
(214,537)
-
-
4,002,178
5,405,491
-
-
(395,976)
-
-
5,009,515
8,850,463
625,568
(193,034)
(1,885,099)
(31,595)
(1,448,480)
5,917,823
2,010,000
-
2,010,000
5,000,198
(998,020)
4,002,178
7,919,543
(2,910,028)
5,009,515
17,179,693
(11,261,870)
5,917,823
31,908
(16,238)
15,670
15,670
-
-
(2,170)
-
(12,984)
516
20,013
(19,497)
516
1,440,612
-
1,440,612
34,758,357
(12,819,406)
21,938,951
1,440,612
12,028,622
-
-
31,595
(13,500,829)
-
21,938,951
12,654,190
(193,034)
(2,497,782)
-
(14,962,293)
16,940,032
-
-
-
32,129,447
(15,189,415)
16,940,032
53
17 Non-current assets - Property, plant and equipment (continued)
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
Cost
Impairment
Subtotal
Accumulated depreciation
Net book amount
Year ended 30 June 2023
Opening WDV
Additions
Depreciation charge
Impairment loss
Closing WDV
At 30 June 2023
Cost
Impairment
Subtotal
Accumulated depreciation
Net book amount
Freehold land
$
Freehold
buildings
$
Ponds
$
Plant and
equipment
$
Leasehold
improvements
$
Assets under
construction
$
Total
$
2,010,000
-
2,010,000
-
2,010,000
2,010,000
-
-
-
2,010,000
2,010,000
-
2,010,000
-
2,010,000
5,000,198
-
5,000,198
(998,020)
4,002,178
7,919,543
-
7,919,543
(2,910,028)
5,009,515
18,628,173
(1,448,480)
17,179,693
(11,261,870)
5,917,823
32,997
(12,984)
20,013
(19,497)
516
13,500,829
(13,500,829)
-
-
-
47,091,740
(14,962,293)
32,129,447
(15,189,415)
16,940,032
4,002,178
1,237,097
(338,241)
-
4,901,034
5,009,515
-
(395,987)
-
4,613,528
5,917,823
1,226,888
(986,792)
-
6,157,919
516
-
(516)
-
-
-
-
-
-
-
16,940,032
2,463,985
(1,721,536)
-
4,181,652
6,237,295
-
6,237,295
(1,336,261)
4,901,034
7,919,543
-
7,919,543
(3,306,015)
4,613,528
19,855,061
(1,448,480)
18,406,581
(12,248,662)
6,157,919
32,997
(12,984)
20,013
(20,013)
-
13,500,829
(13,500,829)
-
-
-
49,555,725
(14,962,293)
34,593,432
(16,910,951)
17,682,481
54
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
17 Non-current assets - Property, plant and equipment (continued)
Queensland aquaculture CGU ('QLDAQ')
As at 30 June 2023 the carrying value of property, plant and equipment for the Queensland Aquaculture
cash-generating-unit ("CGU") was $16,749,492 (2022: $16,940,032).
Management’s approach and the key assumptions used to determine the CGU’s FVLCOD in FY2023 were as
follows:
CGU
Unobservable inputs
2023
2022
QLDAQ
Cost of disposal
Sales price per hectare
5%
$62,000 to
$91,000
5%
$59,000 to
$85,000
No impairment was necessary for QLDAQ in either 2023 or 2022.
Approach in determining key
assumptions
Estimated based on the company's
experience with disposal of assets and
on industry benchmarks
Based on an independent valuation of
the properties.
Non-current assets pledged as security
The Group has provided a mortgage over Lot 166 on Crown Plan CWL3563 & Lot 183 on Crown Plan CWL3484
to a third party investor when entering into the Legune lease agreement.
PSD aquaculture CGU ('PSDAQ')
Impairment PSD
The Group has considered whether the PSD Work-in-progress assets would be impaired as required by AASB
136 Impairment of Assets in light of the Project currently being incomplete and construction at Legune and Bynoe
Harbour is on hold. The Group has determined that in light of these factors and that future funding for the project
is uncertain that the assets should be fully impaired.
As a result of this assessment, a total impairment charge of $14,962,293 was recognised as at 30 June 2022. All
subsequent expenditure on Project Sea Dragon has been expensed as incurred.
55
18 Non-current assets - Right-of-use assets
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
At 1 July 2021
Cost or fair value
Accumulated depreciation
Net book amount
Year ended 30 June 2022
Opening net book amount
Additions
Disposals
Depreciation charge
Impairment loss
Remeasurement
Closing net book amount
At 30 June 2022
Cost or fair value
Accumulated depreciation
Net book amount
At 1 July 2022
Cost
Impairment
Subtotal
Accumulated depreciation
Net book value
Year ended 30 June 2023
Opening WDV
Additions
Depreciation charge
Impairment loss
Closing WDV
At 30 June 2023
Cost
Impairment
Subtotal
Accumulated depreciation
Net Book Value
Leasehold
land
$
Leased
buildings
$
Leased plant
and
equipment
$
Total
$
21,624,847
(1,850,243)
19,774,604
1,771,123
(877,528)
893,595
1,265,820
(811,255)
454,565
24,661,790
(3,539,026)
21,122,764
19,774,604
-
-
(725,764)
(2,771,019)
(16,277,821)
-
893,595
267,382
(32,004)
(447,279)
(681,694)
-
-
454,565
-
(38,208)
(293,523)
(28,134)
-
94,700
21,122,764
267,382
(70,212)
(1,466,566)
(3,480,847)
(16,277,821)
94,700
2,576,007
(2,576,007)
-
1,305,714
(1,305,714)
-
1,184,148
(1,089,448)
94,700
5,065,869
(4,971,169)
94,700
Leasehold
land
$
Leased
Buildings
$
Leased Plant
and
equipment
$
Total
$
21,624,847
(19,048,840)
2,576,007
(2,576,007)
-
1,987,408
(681,694)
1,305,714
(1,305,714)
-
1,212,282
(28,134)
1,184,148
(1,089,448)
94,700
24,824,537
(19,758,668)
5,065,869
(4,971,169)
94,700
-
2,100,509
-
(2,100,509)
-
-
487,650
(214,533)
-
273,117
94,700
140,165
(126,292)
-
108,573
94,700
2,728,324
(340,825)
(2,100,509)
381,690
23,725,356
(21,149,349)
2,576,007
(2,576,007)
-
2,475,058
(681,694)
1,793,364
(1,520,247)
273,117
1,352,447
(28,134)
1,324,313
(1,215,740)
108,573
27,552,861
(21,859,177)
5,693,684
(5,311,994)
381,690
Lease - Legune station
As stated in Note 3, a modification of the term of the Legune Station lease was required as a result of a change in
the non-cancellable period of the lease. This resulted in an increase in the lease liabilities by $2,100,510 and an
addition to the right of use assets by the same amount. The right of use asset has been fully impaired given that
project financing for Project Sea Dragon has not yet been obtained.
56
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
18 Non-current assets - Right-of-use assets (continued)
Depreciation methods and useful lives
The leased land is depreciated using the minimum lease term of 18 months.
19 Non-current assets - Deferred tax assets
The balance comprises temporary differences attributable to:
Fair value
Work in progress
Provisions
Accruals
Borrowings
Other deductible expenses
Depreciable assets
Accrued interest
Lease assets and liabilities
Prepayments
Unpaid super
Net deferred tax assets
Deferred tax balances not recognised
Movements:
Total for the year
Amount of deferred tax assets not recognisable
Closing balance at 30 June
2023
$
2022
$
154,868
11,457,572
404,585
622,921
1,250,000
2,327,969
691,445
253,425
965,911
(227,928)
15,166
17,915,934
(17,915,934)
-
502,872
11,457,572
385,488
2,007,290
1,250,000
3,938,295
1,224,759
13,827
737,820
(2,049)
17,731
21,533,605
(21,533,605)
-
3,617,671
(3,617,671)
-
(16,308,941)
16,308,941
-
Unrecognised tax losses
As at balance date, the Group has not recognised the following deferred tax assets in respect of
unused tax losses:
Tax losses (revenue in nature)
41,069,326
33,614,997
20 Other non-current assets
Loan to AAM Licensees Pty Ltd
Expected loss on non-current loan
Secured assets pledged as security
2023
$
2022
$
5,000,000
(5,000,000)
331,999
331,999
5,000,000
(5,000,000)
-
-
The loan to AAM Licensees Pty Ltd was provided on 12 December 2018, interest free.
As disclosed in note 3(b), the receivable forms part of the series of arrangements in relation to Legune, as at 30
June 2023, repayment of the loan is dependent on a number of factors one of which being the financial close of
Stage 1 of PSD of 1120ha by December 2023. The Company considers it unlikely that this milestone will be
achieved and therefore has recognised an expected loss on this loan in the profit and loss.
57
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
20 Other non-current assets (continued)
(a) Cash not available for use
$331,999 (2022: $nil) is held as security for bank facilities and office lease guarantees.
21 Current liabilities - Trade and other payables
Trade payables
Accrued expenses
PAYG payable
Other payables
2023
$
3,252,700
1,089,249
109,822
244,050
4,695,821
2022
$
(Restated)
1,249,236
2,197,734
229,352
242,804
3,919,126
* Trade payables includes $1,900,000 relating to the DOCA which is due to be paid by the administrators on
execution of the DOCA (note 23(a)).
The Group has financial risk management policies in place to ensure that all payables are paid within the credit
time frame.
22 Liabilities - Borrowings
Leases
The group leases various offices, equipment and vehicles. Rental contracts are typically made for fixed periods of
12 months to 5 years.
Extension and termination options, and residual value guarantees are included in a number of property and
equipment leases of the group. The majority of extension and termination options held are exercisable only by
the group and not by the respective lessor.
Some property and equipment lease payments contain variable lease payments that are linked to consumer price
index and are included in the calculations of right-of-use assets and lease liabilities in relation to these leases.
Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.
The lease agreements do not impose any covenants other than the security interests in the leased assets that
are held by the lessor. Leased assets may not be used as security for borrowing purposes.
Contracts may contain both lease and non-lease components. The group allocates the consideration in the
contract to the lease and non-lease components based on their relative stand-alone prices.
Payments associated with short-term leases of equipment and vehicles and all leases of low-value assets are
recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term
of 12 months or less without a purchase option. Low-value assets comprise IT equipment and small items of
office furniture.
See note 1(i) for the other accounting policies relevant to lease accounting.
The table below details changes in the Group's liabilities arising from financing activities, including both cash and
non-cash changes. Liabilities arising from financing activities are those for which cash flows were, or future cash
flows will be, classified in the Group's consolidated statement of cash flows as cash flows from Financing
activities.
58
22 Liabilities - Borrowings (continued)
Current borrowings
Lease liabilities
Total current borrowings
Non-current borrowings
Lease liabilities
Total non-current borrowings
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
Opening
balance
Cash
1 July 2022 movement
$
$
Non-cash
movement
$
Closing
Balance
30 June 2023
$
1,902,251
(1,516,130)
2,619,705
3,005,826
1,902,251
(1,516,130)
2,619,705
3,005,826
1,034,272
1,034,272
108,620
108,620
1,142,892
1,142,892
-
Total Borrowings
2,936,523
(1,516,130)
2,728,325
4,148,718
Opening
balance
Cash
1 July 2021 movement
$
$
Non-cash
movement
$
Closing
Balance
30 June 2022
$
Current borrowings
Bank loans
Loans from related parties
Other loans
Lease liabilities
Total current borrowings
Non-current borrowings
Lease liabilities
Total non-current borrowings
303,363
14,759,571
12,000,000
2,834,462
29,897,396
18,382,047
18,382,047
(303,363)
-
(5,000,000)
(3,884,234)
(9,187,597)
-
(14,759,571)
(7,000,000)
2,952,023
(18,807,548)
-
-
-
1,902,251
1,902,251
-
-
(17,347,775)
(17,347,775)
1,034,272
1,034,272
Total Borrowings
48,279,443
(9,187,597)
(36,155,323)
2,936,523
23 Provisions
Make good provision
Provision for contractual liabilities
Current
$
1,000,000
-
1,000,000
2023
Non-
current
$
Total
$
Current
$
83,631 1,083,631
10,309
- 8,730,094
83,631 1,083,631 8,740,403
-
2022
Non-
current
$
Total
$
124,591
134,900
- 8,730,094
124,591 8,864,994
(a)
Information about individual provisions and significant estimates
Make good provision
The balance of construction liabilities as at 30 June 2023 of $1,000,000 is an estimate of the cost of
rehabilitating Project Sea Dragon project sites. This liability would only become payable in the event that the
Company no longer proceeded to develop Project Sea Dragon on those sites.
59
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
23 Provisions (continued)
Make good provision (continued)
The Group is required to restore the leased premises to their original condition at the end of the respective lease
terms. A provision has been recognised for the present value of the estimated expenditure required to remove
any leasehold improvements. These costs have been capitalised as part of the cost of leasehold improvements
and are amortised over the shorter of the term of the lease and the useful life of the assets.
Provision for construction liabilities
In the prior year the Company provisioned the sum of $8,730,094 for the claims against Project Sea Dragon Pty
Limited (PSD) by Canstruct with respect to construction work for Project Sea Dragon. The directors expressly
noted that the provision was not an acknowledgement of debt. After completion of the 2022 Annual Report the
directors received independent advice that the entire claim by Canstruct could be validly disputed by PSD. The
directors formed the view that the provision in the 2022 Annual Report was incorrect and should have been noted
as a contingent claim.
The Company continues to dispute the claims by Canstruct in their entirety.
On 13 February 2023, PSD was placed into voluntary administration and on 23 March 2023 a Deed of Company
Arrangement (DOCA) was executed. The DOCA has the effect of extinguishing all amounts owing to creditors as
at the date of the appointment of the administrators including the amount claimed by Canstruct (which was
disputed as to the entire amount of the claim). The accounts of PSD and the Group have been prepared on this
basis and a provision for contract liabilities as it relates to the construction contract is no longer required.
Subsequently Canstruct has undertaken legal proceedings seeking to have the DOCA terminated. In the event
Canstruct are successful then PSD would be placed into liquidation which would have the same effect of
extinguishing all amounts currently recognised as payable to creditors of PSD. It would also have the effect of
extinguishing all claims against PSD including the disputed claim by Canstruct.
(b) Movements in provisions
Movements in each class of provision during the financial period, other than employee benefits, are set out
below:
2023
Carrying amount at start of year
- additional provisions recognised
- recognised in current liabilities
- provisions no longer required
Carrying amount at end of period
2022
Carrying amount at start of year
- additional provisions recognised
Carrying amount at end of period
Make good
provision
$
Provision for
construction
liabilities
$
Total
$
134,900
1,000,000
-
(51,269)
1,083,631
8,730,094
4,257,310
(1,607,083)
(11,380,321)
-
8,864,994
5,257,310
(1,607,083)
(11,431,590)
1,083,631
Make good
provision
$
Provision for
construction
liabilities
$
Total
$
134,109
791
134,900
-
8,730,094
8,730,094
134,109
8,730,885
8,864,994
60
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
24 Employee benefit obligations
2023
Non-
current
$
Current
$
Total
$
Current
$
2022
Non-
current
$
Total
$
Leave obligations
1,121,223
366,264 1,487,487 1,349,694
35,718 1,385,412
Leave obligations
The leave obligations cover the Group’s liabilities for long service leave and annual leave which are classified as
either other long-term benefits or short-term benefits, as explained in note 1(w).
25 Issued capital
(a) Share capital
Ordinary shares
Fully paid
space
Convertible preference shares
Notes
2023
Shares
2022
Shares
2023
$
2022
$
4,836,599,179
4,836,599,179
300,316,435
300,316,435
30,150,190
4,866,749,369
30,150,190
4,866,749,369
301
300,316,736
301
300,316,736
(b) Movements in ordinary share capital
Details
Number of shares
$
Opening balance 1 July 2021
Equity raising
Subscriptions
Debt conversion
Exercise of listed options - proceeds received
Less: Transaction costs arising on share issues
Balance 30 June 2022
Opening balance 1 July 2022
Balance 30 June 2023
(c) Convertible preference shares
2,422,641,490
1,954,234,964
45,454,545
413,818,183
449,997
-
4,836,599,179
172,421,643
107,482,943
2,500,000
21,932,364
43,762
(4,064,277)
300,316,435
Number of shares
$
4,836,599,179
4,836,599,179
300,316,435
300,316,435
The convertible preference shares were issued at $0.00001. To convert to fully paid ordinary shares each holder
is required to pay $0.06499. Conversion can occur at any time at the election of the holders. Conversion of
convertible preference shares may only be made in multiples of 1,000 convertible preference shares at a
conversion ratio of 1 convertible preference share to 1 fully paid ordinary share. There is no debt component
linked to the convertible preference shares and no maturity date.
61
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
25 Issued capital (continued)
(c) Convertible preference shares (continued)
The convertible preference shares have limited voting rights as described in ASX Listing Rule 6.3 and are entitled
to the payment of a dividend equal to one hundred thousandth of any dividends declared in respect of ordinary
shares and such dividend will rank in priority over ordinary shares for payment. Dividends on convertible
preference shares will not be cumulative.
(d) Options
Unlisted options
Information relating to the Group's Employee Option Plan and options issued to employees and executives of the
Group,
including details of options issued, exercised and lapsed during the financial period and options
outstanding at the end of the financial period, is set out in note 35.
On 12 December 2018, the Group issued 30,000,000 unlisted share options to AAM Investment Partners as part
of the Legune lease transaction. The options have an exercise period of 5 years from 12 December 2018 to 12
December 2023 at an exercise price of $0.097 per unlisted option. At the 30 June 2023, these unlisted options
remain unexercised.
On 24 August 2021, the Group issued 1,447,806,216 unlisted options. Of these options, 225,000 have been
converted to shares in FY22. The options were issued to equity investors at nil consideration, thus no fair value
has been assessed. The balance of the 1,447,581,216 options expire 13 August 2024. The exercise price of the
options are $0.0975.
Listed options
The Company had no listed options at year end (2022: nil).
26 Reserves
(a) Other reserves
Financial assets revaluation reserve
Share-based payments
Option premium reserve
Movements:
Share-based payments
Opening balance
Employee share plan expense
Balance 30 June
2023
$
2022
$
(24,740)
13,186,760
1,670,705
14,832,725
(24,740)
13,186,760
1,670,705
14,832,725
13,186,760
-
13,186,760
10,371,472
2,815,288
13,186,760
(b) Nature and purpose of other reserves
(I) Share-based payments
The share-based payments reserve is used to recognise:
•
•
•
the grant date fair value of options issued to employees but not exercised
the grant date fair value of shares issued to employees
the issue of shares held by the Seafarms Employee Share Trust to employees
62
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
26 Reserves (continued)
(I) Share-based payments (continued)
•
the grant date fair value of options issued to third parties but not exercised.
(ii) Option premium
The option premium represents the fair value of 47,734,412 Seafarms Group Limited options issued historically.
(iii) Financial assets revaluation reserve
Changes in the fair value of financial assets are taken to the financial assets revaluation reserve.
27 Key management personnel disclosures
(a) Key management personnel compensation
Short-term employee benefits
Post-employment benefits
Long-term benefits
Termination benefits
Share-based payments
28 Remuneration of auditors
2023
$
1,579,729
81,651
6,170
-
-
1,667,550
2022
(Restated)
$
2,559,877
177,562
12,455
3,120,308
2,815,288
8,685,490
During the year the following fees were agreed for services provided by the auditor of the Seafarms Group
Limited:
Audit services
Pitcher Partners
Audit and review of financial reports
space
Deloitte Touche Tohmatsu
Audit and review of financial reports
Total auditors' remuneration
29 Commitments
Capital commitments
2023
$
2022
$
180,000
-
-
180,000
275,000
275,000
The Group has no material capital commitments as at 30 June 2023 (30 June 2022: Nil).
30 Related party transactions
(a) Subsidiaries
Interests in subsidiaries are set out in note 31.
63
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
30 Related party transactions (continued)
(b) Loans to/from related parties
There were no loans to or from related parties in the current year.
During the 2022 financial year, the Group had a $15.2 million a credit facility with Avatar Finance Pty Ltd, a
company owned by Mr Ian Trahar who is a non- executive director of the Group. The amounts repaid and interest
charged are disclosed in the following table:
Loan from Avatar Finance Pty Ltd
Beginning of the year
Debt equity conversion
Gain on equity conversion
Interest charged
Interest paid
End of period
(c) Terms and conditions
2023
$
2022
$
-
-
-
-
-
-
14,759,571
(14,647,273)
(274,402)
248,469
(86,365)
-
The facility from Avatar Finance Pty Ltd prior to the new arrangements was provided on normal commercial terms
and conditions and at market rates and is to be repaid on 15 September 2021. The average interest rate on the
loan during the year was 4.47% (2022: 4.63%).
On 30 November 2020 it was agreed, by Avatar Finance Pty Ltd and Seafarms, that the repayment date of this
facility would be extended from 15 September 2021 to 15 March 2022 and no line fee would be payable after 15
September 2021. However the loan was converted to equity in August 2021.
31 Subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries.
Name of entity
incorporation Class of shares
Equity holding
Country of
2023
%
2022
%
Seafarms Operations Pty Limited (formerly
Seafarms Operations Limited)
Seafarm Hinchinbrook Pty Ltd
Project Sea Dragon Pty Ltd
Marine Harvest Australia Pty Ltd
Marine Farms Pty Ltd
PSD Construction Employment Pty Ltd
Seafarm Queensland Pty Ltd
PSD Operations Employment Pty Ltd
Project Sea Dragon Finance Pty Ltd
PSD Infrastructure Co Pty Ltd
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
32 Events occurring after the reporting period
At the date of this report no other matter or circumstance has occurred subsequent to 30 June 2023 that has
significantly affected, or may significantly affect, the operations of the Group, the results of those operations or
the state of affairs of the Group or economic entity in subsequent financial periods.
64
33 Reconciliation of loss for the year to net cash flows from operating activities
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
2023
$
2022
(Restated)
$
(15,355,902)
2,062,361
2,100,509
-
-
-
-
-
-
-
-
(4,100,735)
(140,874)
525,199
(1,617,854)
776,695
(7,740,402)
(228,471)
330,546
(40,960)
(23,429,888)
(86,272,763)
3,964,347
3,480,847
13,500,829
1,461,464
2,815,288
162,104
192,250
(549,311)
1,684,901
5,000,000
673,110
(257,573)
2,115,810
(230,326)
(4,894,080)
8,730,094
-
-
-
(48,423,009)
2023
Cents
2022
Cents
(Restated)
(0.32)
(0.32)
(1.88)
(1.88)
2023
Cents
2022
Cents
(Restated)
(0.32)
(0.32)
(1.88)
(1.88)
Loss for the year
Depreciation and amortisation
Impairment of right-of-use assets
Impairment of PSD Pre-Development costs
Impairment of plant and equipment and leasehold improvements
Non-cash employee benefits expense
Accrued interest
Net losses on sale of non-current assets
Gain on issue of debt equity
Accrued interest for Legune land
Expected loss on non-current loan
Change in operating assets and liabilities:
(Increase)/decrease in trade debtors and receivables
Increase/(decrease) in other current assets
Increase/(decrease) in inventories
Increase/(decrease) in biological assets
Increase/(decrease) in trade creditors
Increase/(decrease) in provisions
Increase/(decrease) in current employee obligation
Increase/(decrease) in non current employee obligations
Increase/(decrease) in non current provisions
Net cash outflow from operating activities
34 Earnings per share
(a) Basic earnings per share
Basic earnings per share from continuing operations
Total basic earnings per share attributable to the ordinary owners of the
Company
(b) Diluted earnings per share
Diluted earnings per share from continuing operations
Total basic earnings per share attributable to the ordinary owners of the
Company
65
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
34 Earnings per share (continued)
(c) Reconciliation of earnings used in calculating earnings per share
Basic earnings per share
Loss from continuing operations
Diluted earnings per share
Loss from continuing operations
Loss from continuing operations attributable to the ordinary equity holders of the
Company
2023
$
2022
$
(Restated)
(15,355,902)
(15,355,902)
(86,272,763)
(86,272,763)
(15,355,902)
(86,272,763)
(15,355,902)
(86,272,763)
Due to the net loss position of the Group, any conversion to shares would be anti-dilutive.
(d) Weighted average number of shares used as denominator
30 June
2023
Number
30 June
2022
Number
Weighted average number of ordinary and diluted shares used as the
denominator in calculating basic earnings per share
4,836,599,179 4,577,241,006
35 Share-based payments
Share based compensation payments are provided to employees in accordance with the "Seafarms Group
Employee Incentive Plan" as detailed in the remuneration report.
The fair value of the equity instruments granted is adjusted to reflect market Vesting Conditions, but excludes the
impact of any non-market Vesting Conditions. The fair value determined at the grant date of the equity-settled
share based payments is expensed on a straight-line basis over the vesting period, based on the Company’s
estimate of equity instruments that will eventually vest. At the end of each reporting period, the Company revises
its estimate of the number of equity instruments expected to vest. The impact of the revision of the original
estimates, if any, is recognised in profit or loss such that the cumulative expense reflects the revised estimate,
with a corresponding adjustment to the equity-settled employee benefits reserve.
The variables in the valuation model are the share price on the date of the award, the duration of the award, the
risk free interest rate, share price volatility and dividend yield. The inputs used for each of the current schemes is
provided below.
Scheme
Unlisted options
Risk free
interest rate
0.66% - 1.28%
Share price
volatility
66.3% - 68.1%
Dividend
yield
Value (cents
per share)
-
2.8 - 3.7
66
35 Share-based payments (continued)
Outstanding at beginning of the year
Granted during the year*
Forfeited during the year**
Expired during the year
Outstanding at the end of the year
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
2023
2022
Weighted
average
exercise price
(cents per
unit)
Number of
shares
options
Weighted
average
exercise price
(cents per unit)
Number of
shares options
7.15
-
100,000,000
-
7.15 (100,000,000)
-
-
-
-
35,000,000
9.70
7.15 220,000,000
7.00 (120,000,000)
10.00
(35,000,000)
7.15 100,000,000
*Includes 100,000,000 granted and vested and 120,000,000 granted but not vested.
** These options were forfeited when the relevant employees ceased being an employee of the Company. The
terms and conditions relating to these options are contained in the Seafarms Group Employee Incentive Plan as
approved by shareholders at the AGMs held on 15 December 2020.
The options outstanding at 30 June 2022 had a weighted average exercise price of 7.15 cents per option and
remaining contractual life less than 1 year. The inputs into the Black Scholes model are as follows:
Weighted average share price (cents per share)
Weighted average exercise price (cents per share)
Expected volatility
Expected life (years)
Risk-free interest rate
Expected dividends yield
30 June 2022
5.7
7.2
66.3%
4.99-5
0.66%
0%
For all awards, the volatility assumption is representative of the level of uncertainty expected in the movements of
the Group’s share price over the life of the award. The assessment of the volatility includes the historic volatility of
the market price of the Group’s share and the mean reversion tendency of volatilities. The expected volatility of
each company in the peer group is determined based on the historic volatility of the companies’ share prices. In
making this assumption, eighteen months of historic volatility was used.
36 Contingent liabilities
The Group has possible obligations relating to the suspension and termination of contracts relating to Project Sea
Dragon. Refer to note 23 for further information.
Secured liabilities and assets pledged as security
The Group has a $80,000 (2022: $80,000) facility on its company credit cards and has been required to provide
guarantee facilities of $397,956 (2022: $273,205) in respect of office leases and a guarantee of $267,840 (2022:
$133,920) in favour of Great Barrier Reef Marine Parks. The Group maintains term deposits with the bank to
secure these facilities. Due to a change in bankers, some deposits have been temporarily duplicated in the year
ending June 2023.
67
Seafarms Group Limited
Notes to the financial statements
30 June 2023
(continued)
37 Parent entity financial information
(a) Summary financial information
The individual consolidated financial statements for the Parent entity, Seafarms Group Limited, show the
following aggregate amounts:
Balance sheet
Current assets
Non-current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Shareholders' equity
Issued capital
Reserves
Accumulated losses
Total equity
Loss for the period
Total comprehensive loss
(b) Guarantees of the Parent entity
2023
$
2022
$
(Restated)
10,639,718
25,389,931
36,029,649
35,113,456
19,068,040
54,181,496
(1,306,162)
(608,242)
(1,914,404)
(1,335,197)
(529,395)
(1,864,592)
34,115,245
(34,115,245)
52,316,904
(52,316,904)
300,306,107
14,857,465
(281,048,327)
300,306,107
14,857,465
(262,846,668)
34,115,245
52,316,904
(18,201,659)
(83,136,353)
(18,201,659)
(83,136,353)
The Parent entity has guaranteed the obligations of Project Sea Dragon Pty Limited under the agreement for the
lease of the Legune property.
(c) Contractual commitments for the acquisition of property, plant or equipment
As at 30 June 2023 and 30 June 2022, the Parent entity had no contractual commitments for the acquisition of
property, plant or equipment.
68
Seafarms Group Limited
Directors' declaration
30 June 2023
In the Directors' opinion:
(a)
(b)
(c)
the consolidated financial statements and notes set out on pages 23 to 68 are in accordance with the
Corporations Act 2001, including:
(i)
complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory
professional reporting requirements, and
(ii)
giving a true and fair view of the consolidated entity's financial position as at 30 June 2023 and of
its performance for the financial period ended on that date, and
the financial statements and notes set out on pages 23 to 68 are also in accordance with the international
financial reporting standards issued by the International Accounting Standards Board
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable.
The Directors have been given the declarations by the chief executive officer and chief financial officer required
by section 295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the Directors.
Harley Ronald Whitcombe
Company Secretary
Perth
30 August 2023
69
Independent Auditor’s Report to the Members of Seafarms Group Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Seafarms Group Limited (“the Company”) and its controlled entities
(“the Group”), which comprises the consolidated statement of financial position as at 30 June 2023, the
consolidated statement of comprehensive income, the consolidated statement of changes in equity and the
consolidated statement of cash flows for the year then ended, notes to the financial statements including a
summary of significant accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act
2001, including:
(a)
(b)
giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its financial
performance for the year then ended; and
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section
of our report. We are independent of the Group in accordance with the auditor independence requirements
of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence
Standards) “the Code” that are relevant to our audit of the financial report in Australia. We have also
fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been
given to the directors of the Company, would be in the same terms if given to the directors as at the time of
this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 1(c) in the financial report, which indicates that the Group incurred an operating
cash outflow of $23,429,888 and a net loss of $15,355,902 for the year ended 30 June 2023. As at 30 June
2023, the Group had net current assets of $17,311,862, including cash and cash equivalents of
$8,453,527. As stated in Note 1(c), these events and conditions, along with other matters as set forth in
Note 1(c), indicate that a material uncertainty exists that may cast significant doubt about the Group’s
ability to continue as a going concern. Our opinion is not modified in respect of this matter.
Emphasis of Matter – Restatement of comparatives
We draw attention to Note 2 of the financial report which describes the restatement of comparative figures
due to a prior period error. Our opinion is not modified in respect of this matter.
Brisbane Sydney Newcastle Melbourne Adelaide Perth
Pitcher Partners is an association of independent firms.
An Independent Queensland Partnership ABN 84 797 724 539. Liability limited by a scheme approved under Professional Standards Legislation.
Pitcher Partners is a member of the global network of Baker Tilly International Limited, the members of which are separate and independent legal entities.
pitcher.com.au
NIGEL FISCHER
MARK NICHOLSON
PETER CAMENZULI
JASON EVANS
KYLIE LAMPRECHT
NORMAN THURECHT
BRETT HEADRICK
WARWICK FACE
COLE WILKINSON
SIMON CHUN
JEREMY JONES
TOM SPLATT
JAMES FIELD
DANIEL COLWELL
ROBYN COOPER
FELICITY CRIMSTON
CHERYL MASON
KIERAN WALLIS
MURRAY GRAHAM
ANDREW ROBIN
KAREN LEVINE
EDWARD FLETCHER
ROBERT HUGHES
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the financial report of the current period. These matters were addressed in the context of our audit
of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
Key Audit Matter
Accounting for Project Sea Dragon contractual dispute, voluntary administration, and legal case
Refer to notes 10, 13, 21 and 23
During the 2023 financial year, the following events
occurred with respect to a significant capital project
being undertaken by the Group, known as Project Sea
Dragon (the Project):
• Significant final claims were submitted by the
• Obtaining correspondence from, and holding
discussions with the Group’s legal advisors to
assess:
-
How our audit addressed the key audit matter
Our audit procedures included, amongst others:
The financial reporting consequences if
the legal claim by the Contractor is
successful;
The basis for the Group’s reported
assessment of the probability of the claim
being successful;
-
• Agreeing the amounts of liabilities and assets
recognised to the amounts prescribed in the
DOCA;
• Recalculating amounts recognised in profit
and loss as a result of the accounting for the
DOCA; and
• Assessing the adequacy of financial statement
disclosures.
principal construction contractor (the Contractor)
on the project. The contract was initially terminated
by the Group in the 2022 financial year. A
provision of $8,730,094 was recognised at 30
June 2022 in respect of these claims.
• The amount of the final progress claims was
disputed by the Group, with no amount being paid
towards settlement of those claims.
• During the year an adjudication decision was
handed down under the security of payments
legislation in the Northern Territory, assessing a
liability of $12,769,145 in respect of the claims.
• The Project entity, Project Sea Dragon Pty Ltd
(PSD), was placed into voluntary administration by
its directors following withdrawal of funding
support by its parent entity, Seafarms Group
Limited.
• Creditors of PSD agreed to a Deed of Company
Arrangement (DOCA) which prescribed settlement
terms of creditor claims against PSD, and for
control of PSD to be returned to its Directors.
• The Contractor subsequently sought, and was
granted, an injunction with respect to the execution
of the terms of the DOCA, and has submitted a
claim disputing the validity of the DOCA and the
administration process. The dispute remains
before the courts as at the date of the financial
statements.
• The financial statements of the Group recognise
the liabilities of PSD at 30 June 2023 to the extent
prescribed by the DOCA ($1,900,000 – refer Note
21) and include a receivable for amounts
contributed by Seafarms Group Limited to the
Administrator of PSD as prescribed under the
DOCA ($3,500,000 - refer Note 13).
This has been assessed as a key audit matter due to
the complex nature of these events and their
pervasiveness to the financial statements, as well as
the significant judgements made by management in
applying the requirements of Australian Accounting
Standards to account for the effects of these events in
the financial statements.
Pitcher Partners is an association of independent firms.
An Independent Queensland Partnership ABN 84 797 724 539. Liability limited by a scheme approved under Professional Standards Legislation.
Pitcher Partners is a member of the global network of Baker Tilly International Limited, the members of which are separate and independent legal entities.
2
Key Audit Matter
Valuation of biological assets
Refer to note 3(a)(i) and 16
As at 30 June 2023 the Group held $4,072,025 of
biological assets. This balance comprises live prawn
crops of $3,572,025 carried at fair value less
estimated costs to sell, and prawn broodstock of
$500,000 carried at current replacement cost.
Live prawn crops are valued using a model which
requires management to exercise significant
judgement in respect of:
•
•
•
•
•
Survival rates
Harvest average body weight
Average production cost per kilogram
Sales price per type and category of prawn;
and
Costs to sell
Prawn broodstock is valued using a model which
estimates the costs to replace existing broodstock
(which are internally produced domesticated
animals) with wild caught broodstock, including
trawler and shipping costs.
This was assessed as a key audit matter due to the
significant judgements and assumptions required for
inputs used in the valuation of these assets under a
level 3 fair value methodology.
How our audit addressed the key audit matter
Our audit procedures included, amongst others:
• Obtaining an understanding and evaluating
the design and implementation of the relevant
controls associated with the valuation of
biological assets;
• Assessing and concluding on the
appropriateness of the valuation
methodologies adopted;
• Assessing and challenging the key
assumptions in the valuation models, through:
- Comparison of survival rate and harvest
average body rate to historical actual
results achieved in previous harvests
- Comparison of average production costs
against actual historical costs
- Comparison of sales and cost to sell
assumptions against recent historical,
forecast, and actual post balance date
sales prices net of actual and forecast
costs to sell.
- Examining support for replacement cost
assumptions applied by management;
• Undertaking sensitivity analysis on the
valuation outcome by applying reasonably
possible alternative assumptions; and
• Assessing the adequacy of the disclosures in
the financial statements.
Valuation of non-current assets – Queensland Aquaculture
Refer to Note 17
As at 30 June 2023 the carrying value of property,
plant and equipment for the Queensland Aquaculture
cash-generating unit (CGU) was $16,749,492 as
disclosed in Note 17.
Management has identified an indicator of
impairment relating to the Queensland Aquaculture
CGU as at 30 June 2023. In response, management
assessed the recoverable amount of the CGU using
the Fair Value Less Cost of Disposal (FVLCD) of the
CGU. In order to determine the FVLCD of the CGU,
management obtained independent valuations which
subsequently required the exercise of significant
judgement in respect of:
•
Identification of the assets included within the
scope of the valuations; and
• The estimated fair value per hectare of the land
on which the CGU is operated, which is used
as the basis for valuation of all assets integral
to the aquaculture operation.
The recoverable amount was compared against the
carrying value of the CGU in assessing whether the
CGU assets were impaired.
This was assessed as a key audit matter due to the
significant judgements and assumptions required in
measuring the recoverable amount of the CGU.
Our audit procedures included, amongst others:
• Obtaining an understanding and evaluating
the design and implementation of the relevant
controls associated with assessing non-
current assets for impairment, and the
impairment assessment itself (including the
determination of recoverable amount);
• Evaluating whether management’s
identification of impairment indicators was
adequately supported;
• Assessing whether management’s impairment
assessment was performed in accordance
with the prescribed requirements of AASB 136
Impairment of Assets;
• Obtaining an understanding of the work of the
expert engaged by management to provide
the independent valuations, including:
- Evaluating the independence,
competence, capabilities and objectives of
the expert;
- Evaluating the data (comparable sales
information) relied on by the expert in
deriving the valuations and confirming the
expert’s position was supported by this
data.
- Evaluating and concluding on the
appropriateness of the expert’s work for
the purpose intended by management;
• Reperforming the impairment calculation; and
• Assessing the adequacy of the disclosures in
the financial statements.
Pitcher Partners is an association of independent firms.
An Independent Queensland Partnership ABN 84 797 724 539. Liability limited by a scheme approved under Professional Standards Legislation.
Pitcher Partners is a member of the global network of Baker Tilly International Limited, the members of which are separate and independent legal entities.
3
Other Information
The directors are responsible for the other information. The other information comprises the information
included in the Group’s annual report for the year ended 30 June 2023, but does not include the financial
report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express
any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial report or our
knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true
and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for
such internal control as the directors determine is necessary to enable the preparation of the financial
report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted
in accordance with the Australian Auditing Standards will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgement and maintain professional scepticism throughout the audit. We also:
•
Identify and assess the risks of material misstatement of the financial report, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Group’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
• Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to
the related disclosures in the financial report or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the Group to cease to continue as a going
concern.
• Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events in a
manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the financial report. We are responsible
for the direction, supervision and performance of the Group audit. We remain solely responsible for
our audit opinion.
Pitcher Partners is an association of independent firms.
An Independent Queensland Partnership ABN 84 797 724 539. Liability limited by a scheme approved under Professional Standards Legislation.
Pitcher Partners is a member of the global network of Baker Tilly International Limited, the members of which are separate and independent legal entities.
4
We communicate with the directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the directors, we determine those matters that were of most
significance in the audit of the financial report of the current period and are therefore the key audit matters.
We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about
the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected
to outweigh the public interest benefits of such communication.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included on pages 11 to 19 of the directors’ report for the year
ended 30 June 2023. In our opinion, the Remuneration Report of Seafarms Group Limited for the year
ended 30 June 2023 complies with section 300A of the Corporations Act 2001.
Emphasis of Matter – Restatement of comparatives
We draw attention to Section (f) of the remuneration report which describes the restatement of comparative
figures due to a prior period error. Our opinion is not modified in respect of this matter.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an
opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing
Standards.
PITCHER PARTNERS
DAN COLWELL
Partner
Brisbane, Queensland
30 August 2023
Pitcher Partners is an association of independent firms.
An Independent Queensland Partnership ABN 84 797 724 539. Liability limited by a scheme approved under Professional Standards Legislation.
Pitcher Partners is a member of the global network of Baker Tilly International Limited, the members of which are separate and independent legal entities.
5
The Shareholder information set out below was applicable as at 31 July 2023.
A. Distribution of equity securities
Analysis of the number of equity security holders by size of holding and the total percentage of securities in that
class held by the holders in each category:
Seafarms Group Limited
Shareholder information
Holding
1 - 1000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Ordinary Shares
No. of
Holders
No. of Shares
%
59,543
259
1,522,761
466
6,174,383
767
2,735
117,876,940
1,873 4,710,965,552
6,100 4,836,599,179
-%
0.03%
0.13%
2.44%
97.40%
100.00%
The number of shareholders holding less than a marketable
parcel of shares are
3,863
90,462,190
1.87%
B. Equity security holders
Twenty largest quoted equity security holders
The names of the twenty largest holders of quoted equity securities are listed below:
Name
Mutual Trust Pty Ltd
Avatar Industries Pty Ltd (HIN)
Avatar Finance Pty Ltd
Nippon Suisan Kaisha Ltd
Avatar Industries Pty Ltd
Gabor Holdings Pty Ltd (The Tricorp A/C)
USB Nominees Pty Ltd
Rubi Holdings Pty Ltd
Perpetual Corporate Trust Limited
Fifty Second Celebration Pty Ltd
Pinnacle Superannuation P/L
Thirty Fifth Celebration Pty Ltd
Narrow Lane Pty Ltd
Ace Property Holdings Pty Ltd
Mr Robert Scott Wynd
Wilbow Group Pty Ltd
Mr Xi Yu Zhang
Wilbow Group Pty Ltd
Gabor Holdings Pty Ltd
C. Substantial holders
Substantial holders in the Company are set out below:
Gabor Holdings Pty Ltd
Janet Heather Cameron
75
Ordinary shares
Number held
Percentage of
issued shares
952,347,727
630,160,950
312,727,273
283,230,208
245,791,047
197,230,722
162,681,098
114,546,091
90,909,091
81,048,296
40,462,120
40,000,000
32,045,683
24,600,000
24,411,036
23,636,364
23,094,553
22,798,226
21,718,368
21,016,472
3,344,455,325
19.69
13.03
6.47
5.86
5.08
4.08
3.36
2.37
1.88
1.68
0.84
0.83
0.66
0.51
0.50
0.49
0.48
0.47
0.45
0.43
69.16
Number
held
Percentage
1,411,603,263
952,347,727
29.19%
19.69%