Seafarms Group Limited
ABN 50 009 317 846
Annual Report - 30 June 2024
Seafarms Group Limited
Contents
30 June 2024
1
Corporate directory
2
Directors' report
3
Auditor's independence declaration
15
Consolidated statement of profit or loss and other comprehensive income
16
Consolidated statement of financial position
17
Consolidated statement of changes in equity
18
Consolidated statement of cash flows
19
Notes to the consolidated financial statements
20
Consolidated entity disclosure statement
51
Directors' declaration
52
Independent auditor's report to the members of Seafarms Group Limited
53
Shareholder information
58
General information
The financial statements cover Seafarms Group Limited as a Group consisting of Seafarms Group Limited (referred to hereafter
as the 'Company' or 'Parent Entity' or ‘SFG’) and the entities it controlled (referred to hereafter as the ‘Group’) the end of, or
during, the year. The financial statements are presented in Australian dollars, which is Seafarms Group Limited's functional and
presentation currency.
Seafarms Group Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered
office and principal place of business are:
Registered office
Principal place of business
Unit 5
54394 Bruce Highway
3 Swan Crescent
Cardwell
Winnellie
Queensland 4849
NT 0820
A description of the nature of the Group's operations and its principal activities are included in the directors' report, which is
not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of directors, on 29 August 2024. The
directors have the power to amend and reissue the financial statements.
Seafarms Group Limited
Corporate directory
30 June 2024
2
Directors
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)
Non-executive Director (since 25 March 2024); Executive Director (20 May 2022 - 25
March 2024)
Company secretary
Harley Ronald Whitcombe, B.Bus, CPA
Principal registered office
Unit 5, 3 Swan Crescent
Winnellie
Darwin, NT 0820
Telephone No: (08) 9216 5280
Share register
Computershare Investor Services Pty Limited
GPO Box D182
Perth, WA 6000
Telephone No: (08) 9323 2000
Facsimile No: (08 9323 2033
Auditor
Pitcher Partners
Level 38, 345 Queen Street
Brisbane QLD 4000
Bankers
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
Stock exchange listing
Seafarms Group Limited shares are listed on the Australian Securities Exchange. Home
Exchange - Perth.
(ASX code: SFG)
Website
www.seafarms.com.au
Seafarms Group Limited
Directors' report
30 June 2024
3
The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as
the 'Group') consisting of Seafarms Group Limited (referred to hereafter as the ' Company ' or 'Parent Entity') and the entities
it controlled at the end of, or during, the year ended 30 June 2024.
Directors
The following persons were directors of Seafarms Group Limited during the whole of the financial year and up to the date of
this report, unless otherwise stated:
Ian Norman Trahar
Harley Ronald Whitcombe
Rodney John Dyer
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.
Group financial performance
The overall financial performance over the 2024 financial year continues to reflect the investment being made by the Group in
pursuing its expansion in aquaculture operations.
Review of operations
The past year has witnessed continued assessment and development of Project Sea Dragon, with several positive
developments bringing this project closer to fruition. Despite progress in the breeding program, a construction dispute with
Canstruct has marred these achievements.
Queensland Operations
The Group’s Queensland operations are conducted at three sites:
· Flying Fish Point: Commercial hatchery
· Cardwell: Farms 1 & 2 and Processing Plant
· Ingham: Farm 3
During the first half of the year, the Queensland operations performed well, particularly due to the Banana prawn crop, which
now exclusively serves the “Fresh” option in Australia during spring, summer, and peak Christmas markets. However, the full-
year performance was impacted by climatic conditions affecting Black Tiger prawn production at Farm 3.
Global inflationary pressures significantly increased input costs with limited opportunity to pass on these cost increases to the
market. Domestic cost of living pressures resulted in a shift away from higher priced protein products like prawns to other
lower priced options.
Production: In 2024, the Group produced a total of 1,118 metric tonnes (tonnes) of prawns, compared to 1,260 tonnes in 2023.
This included 422 tonnes of Black Tiger prawns from Farms 1 and 3, and 696 tonnes of Banana prawns from Farms 1 and 2. The
lower production in 2024 was in response to anticipated weaker market conditions.
Banana prawns: Banana prawn stocking was reduced in FY2024 due to subdued retail conditions and high industry frozen stock
levels. Despite this, key performance indicators such as survival and yield per hectare improved compared to the previous year.
Black Tiger prawns: Black Tiger prawn production primarily occurred at Farm 3, with a small stocking on Farm 1. Overall, there
was an increase in Black Tiger production from the prior year. This strategic increase specifically targeted the continued growth
and development of international markets for Project Sea Dragon. Export sales increased significantly compared to the previous
year, driven by growing demand for the product in European markets, with France being a major buyer. Spain and the United
Kingdom also showed significant growth opportunities. Additionally, extensive market potential exists in Asia, which will be
targeted once additional volumes are available.
Our investment in developing the international market is fundamental to the success of Project Sea Dragon.
Domestic Market conditions: The Australian prawn market faced challenges during the 2023/2024 financial year. Solid
aquaculture production volumes from Australian producers combined with subdued retail demand for premium cooked
Seafarms Group Limited
Directors' report
30 June 2024
4
prawns put pressure on margins.
Market Development: The Group continues to build a high-quality, premium branded offering both domestically and
internationally. The company further enhanced the Crystal Bay Prawns® brand’s best-in-class credentials through the ongoing
“Go-to Freshness” marketing campaign. Our domestic market strategy, focused on developing the fresh prawn category, has
demonstrated success during July-December FY2024, with fresh BAN sales being 15% higher compared to last year.
Additionally, the black tiger fresh season extended this year, allowing Black Tiger prawn production capacity to be leveraged
during Easter and in May and June.
Sale of Farm 1 and Farm 2: During the year, the Group negotiated the sale of Farms 1 and 2, with settlement scheduled for
April 2025. Operations will continue until that time. The sale will release capital, enabling the Group to further invest in Project
Sea Dragon. Meanwhile, the Group maintains its Crystal Bay Prawns® banana broodstock and is exploring different operating
models to extend this product beyond the current crop, which has primarily been stocked for Christmas sales.
Breeding Program
The investment in the domestication and breeding program continued. Similar to the prior year, all black tigers stocked were
PLs from domesticated broodstock. Additionally, PLs from 8th and 9th generation broodstock were supplied to third parties,
yielding encouraging results. This lays the foundation for a separate business stream, supplying PLs with improved genetics to
various other Australian farms.
Project Sea Dragon
In February 2024, Justice Derrington ordered the Deed of Company Arrangement (DOCA) to be set aside and placed Project
Sea Dragon Pty Limited (PSD) into liquidation. Recognizing the likelihood of an appeal, Justice Derrington stayed his orders. The
appeal was heard on August 12 and 13, 2024, and a judgment is pending.
Despite this legal uncertainty, the Group continues to operate PSD as usual, maintaining licenses and approvals. Discussions
with prospective investors proceed with the expectation that Project Sea Dragon’s legal position will be resolved in the 2025
financial year.
The loss for the Group after providing for income tax amounted to $19,312,062 (30 June 2023: $15,355,902).
Material Business Risks
The Group 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 mitigation 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 Group 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.
Canstruct dispute: The ongoing legal action brought by Canstruct continues to add uncertainty to Project Sea
Dragon. Seafarms continues to actively work to resolving this uncertainty including defending its position in Court.
Project financing: The Group 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. A new CEO has been engaged with significant seafood
experience to actively seek project finance and the Group continues to engage with potential funders.
Animal health: The Group 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 Group focuses on high value niche areas of fresh product
(never frozen) and large tiger prawns which are largely sold through retail channels.
Inflationary cost pressures: The Group faces increasing unit costs in each of its key inputs of feed, electricity and labour
Seafarms Group Limited
Directors' report
30 June 2024
5
costs. To mitigate these increases Seafarms continues to pursue efficiency gain and where possible pass on cost increases to
its customers. Its ability to pass on input cost rises is a function of market conditions.
Significant changes in the state of affairs
There were no significant changes in the state of affairs of the Group during the financial year.
Matters subsequent to the end of the financial year
Subsequent to end of the financial year, assets from farm 1 and farm 2 in Cardwell was sold to Mainstream Aquaculture
Property Pty Ltd, a revolving credit facility was setup with Avatar Finance and Unlisted Options expired un-exercised. Refer
note 36 for details.
Likely developments and expected results of operations
There has been no change in the strategic direction of the Group, which is to develop Project Sea Dragon as a scalable
integrated prawn aquaculture project.
Environmental regulation
The Group has various licenses and approvals issued by the Northern Territory and the State of Queensland for its aquaculture
operations and the Group operates within the conditions set out in those licenses and approvals
Information on directors
Name:
Ian Norman Trahar
Title:
Non-executive Chairman
Qualifications:
MBA
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 (last 3 years):
None
Special responsibilities:
Chair of the board.
Chair of remuneration committee.
Interests in shares:
1,417,864,377
Interests in options:
411,599,998 (Expired 13 August 2024)
Name:
Harley Ronald Whitcombe
Title:
Executive Director
Qualifications:
B. Bus CPA
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 (last 3 years):
None
Special responsibilities:
Company Secretary of Seafarms Group Limited
Interests in shares:
19,680,984
Interests in options:
403,635 (Expired 13 August 2024)
Name:
Rodney John Dyer
Title:
Director
Qualifications:
B.E. (Mech)
Experience and expertise:
Mr Dyer has extensive experience with the directorship of a number of significant
unlisted infrastructure enterprises, business review of projects, project directorships of
major projects, and Project Sea Dragon both in design and in the financial aspects of the
project.
Other current directorships:
None
Former directorships (last 3 years):
None
Special responsibilities:
Chair of the audit committee.
Interests in shares:
Nil
Interests in options:
Nil
Seafarms Group Limited
Directors' report
30 June 2024
6
'Former directorships (last 3 years)' quoted above are directorships held in the last 3 years for listed entities only and excludes
directorships of all other types of entities, unless otherwise stated.
Company secretary
The Company secretary is Mr Harley Ronald Whitcombe B.Bus, CPA.
Meetings of directors
The number of meetings of the Group 's Board of Directors ('the Board') held during the year ended 30 June 2024, and the
number of meetings attended by each director were:
Full Board
Nomination and
Remuneration Committee
Audit and Risk Committee
Attended
Held
Attended
Held
Attended
Held
Ian Norman Trahar
14
14
2
2
2
2
Rodney John Dyer
14
14
2
2
2
2
Harley Ronald Whitcombe
14
14
2
2
2
2
Held: represents the number of meetings held during the time the director held office or was a member of the relevant
committee.
Remuneration report (audited)
The Directors are pleased to present your Group 's 2024 remuneration report which sets out remuneration information for
Seafarms Group Limited's non-executive Directors, executive Directors and other key management personnel.
The remuneration report details the key management personnel remuneration arrangements for the Group, in accordance
with the requirements of the Corporations Act 2001 and its Regulations.
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the
activities of the entity, directly or indirectly, including all directors.
The remuneration report is set out under the following main headings:
●
Principles used to determine the nature and amount of remuneration
●
Details of remuneration
●
Service agreements
●
Share-based compensation
●
Additional information
Principles used to determine the nature and amount of remuneration
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.
Seafarms Group Limited
Directors' report
30 June 2024
7
Executive remuneration policy
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 the achievement of strategic objectives and the creation
of value for shareholders, and it is considered to conform to the market best practice for the delivery of reward. The Board of
Directors ('the Board') ensures that executive reward satisfies the following key criteria for good reward governance practices:
●
competitiveness and reasonableness enabling the Group to attract and retain key talent
●
acceptability to shareholders
●
performance linkage / alignment of executive compensation
●
transparency
●
aligned to the Group ’s strategic and business objectives and the creation of shareholder value.
The Nomination and Remuneration Committee is responsible for determining and reviewing remuneration arrangements for
its directors and executives. The performance of the Group depends on the quality of its directors and executives. The
remuneration philosophy is to attract, motivate and retain high performance and high quality personnel.
The reward framework is designed to align executive reward to shareholders' interests. The Board have considered that it
should seek to enhance shareholders' interests by:
●
having economic profit as a core component of plan design
●
focusing on sustained growth in shareholder wealth, consisting of dividends and growth in share price, and delivering
constant or increasing return on assets as well as focusing the executive on key non-financial drivers of value
●
attracting and retaining high calibre executives
Additionally, the reward framework should seek to enhance executives' interests by:
●
rewarding capability and experience
●
reflecting competitive reward for contribution to growth in shareholder wealth
●
providing a clear structure for earning rewards
In accordance with best practice corporate governance, the structure of non-executive director and executive director
remuneration is separate.
Non-executive directors remuneration
Fees and payments to non-executive directors reflect the demands and responsibilities of their role. Non-executive directors'
fees and payments are reviewed annually by the Nomination and Remuneration Committee. The Nomination and
Remuneration Committee may, from time to time, receive advice from independent remuneration consultants to ensure non-
executive directors' fees and payments are appropriate and in line with the market. The chairman's fees are determined
independently to the fees of other non-executive directors based on comparative roles in the external market. The chairman
is not present at any discussions relating to the determination of his own remuneration. Non-executive directors do not receive
share options or other incentives.
Executive remuneration
The Group aims to reward executives based on their position and responsibility, with a level and mix of remuneration which
has both fixed and variable components.
The executive remuneration and reward framework has several components:
●
base pay and non-monetary benefits including superannuation
●
short-term performance incentives
●
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, 25 November 2016 and December 2020.
The combination of these comprises the executive's total remuneration.
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.
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.
Seafarms Group Limited
Directors' report
30 June 2024
8
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 FY24 the remuneration committee elected not to incorporate STIs into the remuneration arrangements for any executives.
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 FY24 the remuneration committee elected not to incorporate LTIs into the remuneration arrangements for any executives.
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 the Group consisted of the following directors of Seafarms Group Limited:
●
Ian Trahar (Non-executive Chairman)
●
Harley Ronald Whitcombe (Executive Director and Company Secretary)
●
Rodney John Dyer (Non-executive director) (CEO and executive director (to 25 March 2024); Non-executive Director (from
25 March 2024)
In addition to the directors the following executives that report directly to the Board are key management personnel:
●
Peter Guy Derrick-Fraser (Chief Executive Officer, Seafarms Group Limited, commenced 25 March 2024)
●
Ian Dudley Leijer (Chief Financial Officer, Seafarms Group Limited)
Changes since the end of the reporting period:
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.
Seafarms Group Limited
Directors' report
30 June 2024
9
Short-term benefits
Post-
employment
benefits
Long-term
benefits
Share-based
payments
Cash salary
Cash
Non-
Super-
Long service
Equity-
and fees
bonus
monetary
annuation
leave
settled
Total
2024
$
$
$
$
$
$
$
Non-Executive Directors:
I Trahar
55,231
-
-
6,023
-
-
61,254
Executive Directors:
H Whitcombe
297,893
-
-
27,399
(500)
-
324,792
R Dyer 1
614,879
-
-
23,027
(1,078)
-
636,828
Other Key Management
Personnel:
P Derrick-Fraser 2
371,966
-
-
13,699
-
-
385,665
I Leijer
481,567
-
-
27,399
(841)
-
508,125
1,821,536
-
-
97,547
(2,419)
-
1,916,664
1 Mr. Dyer served as Chief Executive Officer for the Group from 1 July 2023 until resignation on 24 March 2024. Subsequently
Mr. Dyer is serving as a non-executive director of the Group.
2 Mr. Derrick-Fraser was appointed PSD Commercial Director on 5 February 2024 and until his appointment to Chief Executive
Officer on 25 March 2024.
Short-term benefits
Post-
employment
benefits
Long-term
benefits
Share-based
payments
Cash salary
Cash
Non-
Super-
Long service
Equity-
and fees
bonus
monetary
annuation
leave
settled
Total
2023
$
$
$
$
$
$
$
Non-Executive Directors:
H Sakai (Resigned 12 April
2023)
-
-
-
-
-
-
-
I Trahar
24,816
-
-
5,775
1,008
-
31,599
Executive Directors:
H Whitcombe
276,656
-
-
25,292
995
-
302,943
R Dyer
783,772
-
-
25,292
2,500
-
811,564
Alternate Directors:
N Sato (Resigned 12 April
2023)
-
-
-
-
-
-
-
T Kuraishi (Resigned 12 April
2023)
-
-
-
-
-
-
-
Other Key Management
Personnel:
I Leijer
494,485
-
-
25,292
1,667
-
521,444
1,579,729
-
-
81,651
6,170
-
1,667,550
Seafarms Group Limited
Directors' report
30 June 2024
10
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.
Name:
I Trahar
Title:
Chairman
Term of agreement:
No fixed term
Details:
Base fee which includes superannuation is reviewed annually.
Group may terminate appointment on giving twelve months' notice and in the event of
early termination at the option of the Group, by payment of a termination benefit equal
to 100% of base salary for the unexpired period of notice. The director may terminate
on giving three months' notice.
Name:
H Whitcombe
Title:
Director and Company Secretary
Term of agreement:
No fixed term
Details:
Base salary which includes superannuation is reviewed annually.
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, 25 November 2016 and
December 2020.
Name:
R Dyer
Title:
Director
Term of agreement:
No fixed term
Details:
Base Fee which includes superannuation is reviewed annually.
The position of non-executive director is held in accordance with the Company's
Constitution and Corporations Act 2001 (Cth). The director may terminate with
immediate effect.
Eligible to participate in the "Seafarms Group Employee Incentive Plan" as approved by
the shareholders at the AGMs held on 1 February 2016, 25 November 2016 and
December 2020.
Seafarms Group Limited
Directors' report
30 June 2024
11
Name:
P Derrick-Fraser
Title:
Chief Executive Officer
Term of agreement:
No Fixed Term
Details:
Base salary which includes superannuation is reviewed annually.
Group may terminate employment on giving six 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 six 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, 25 November 2016 and
December 2020.
Name:
I Leijer
Title:
Chief Financial Officer
Term of agreement:
No fixed term
Details:
Base salary which includes superannuation is reviewed annually.
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, 25 November 2016 and
December 2020.
Key management personnel have no entitlement to termination payments in the event of removal for misconduct.
Share-based compensation
Issue of shares
There were no shares issued to directors and other key management personnel as part of compensation during the year ended
30 June 2024.
Options
There were no options over ordinary shares issued to directors and other key management personnel as part of compensation
that were outstanding as at 30 June 2024.
There were no options over ordinary shares granted to or vested by directors and other key management personnel as part of
compensation during the year ended 30 June 2024.
Seafarms Group Limited
Directors' report
30 June 2024
12
Additional 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
2024
2023
2024
2023
2024
2023
%
%
%
%
%
%
Directors of Seafarms Group
Limited
I Trahar
100.00%
100.00%
-
-
-
-
H Whitcombe
100.00%
100.00%
-
-
-
-
R Dyer
100.00%
100.00%
-
-
-
-
Other Key Management
personnel
P Derrick-Fraser
100.00%
100.00%
-
-
-
-
I Leijer
100.00%
100.00%
-
-
-
-
(ii) Share-based compensation
There were no shares provided on the exercise of options during the year ended 30 June 2024.
The earnings of the Group for the five years to 30 June 2024 are summarised below:
2024
2023
2022
2021
2020
$
$
$
$
$
Revenue and other income
25,508,062
25,966,649
19,477,573
20,826,823
28,382,012
Loss after income tax
(19,312,062)
(15,355,902)
(86,272,763)
(25,755,545)
(25,542,665)
The factors that are considered to affect total shareholders return ('TSR') are summarised below:
2024
2023
2022
2021
2020
Share price at financial year end (Cents)
0.30
0.40
1.00
6.00
5.00
Basic loss per share (cents per share)
(0.40)
(0.32)
(1.88)
(1.06)
(1.24)
Diluted loss per share (cents per share)
(0.40)
(0.32)
(1.88)
(1.06)
(1.24)
(iii) Voting and comments made at the company's Annual General Meeting
59.39% of the votes cast on a poll at the Annual General Meeting (AGM) voted for the resolution to adopt the remuneration
report and 40.61% voted against. The Group did not receive any specific feedback at the AGM on the remuneration
report. Total votes represent 7.6% of ordinary shares on issue. While votes against adopting the report exceeded 25% of the
votes cast the Directors do not propose to take any action on the basis that the total votes represent only a small proportion
of total ordinary shares on issue and no comments were made at the AGM on the remuneration report.
(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.
Seafarms Group Limited
Directors' report
30 June 2024
13
2024
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 Trahar
1,411,603,263
6,261,114
1,417,864,377
H Whitcombe
19,680,984
-
19,680,984
R Dyer
-
-
-
Other key management personnel of the Group
-
-
-
Ordinary shares
-
-
-
P Derrick-Fraser
-
-
-
I Leijer
14,561,503
-
14,561,503
(ii) Option holdings
2024
Name
Balance at the start
of the period
Purchase of options
during the year
Balance at end of the
period
Directors of Seafarms Group Limited
I Trahar
411,599,998
-
411,599,998
H Whitcombe
403,635
-
403,635
R Dyer
-
-
-
Other key management personnel of the Group
-
-
-
-
-
-
P Derrick-Fraser
-
-
-
I Leijer
-
-
-
Note: All options expired on 13 August 2024 un-exercised.
Loans to/from directors and executives
There are no loans made to directors of Seafarms Group Limited and other key management personnel.
On 18 April 2024, the Group entered into a Revolving Credit Agreement with Avatar Finance Pty Ltd. The total amount available
under this facility was $ 3,000,000 with an interest rate equal to the Reserve Bank rate, The facility was repayable on 1
September 2024.
The facility arrangements were provided on commercial terms and conditions.
Avatar Finance Pty Ltd is an entity controlled by a director, Mr Trahar.
This concludes the remuneration report, which has been audited.
Shares under option
There were no unissued ordinary shares of Seafarms Group Limited under option outstanding at the date of this report.
Shares issued on the exercise of options
There were no ordinary shares of Seafarms Group Limited issued on the exercise of options during the year ended 30 June
2024 and up to the date of this report.
Seafarms Group Limited
Directors' report
30 June 2024
14
Indemnity and insurance of officers
The Group has indemnified the directors and executives of the Group for costs incurred, in their capacity as a director or
executive, for which they may be held personally liable, except where there is a lack of good faith.
This includes insurance required to provide sufficient coverage in each state as per applicable regional regulations.
During the financial year, the Group paid a premium in respect of a contract to insure the directors and executives of the
Group against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure
of the nature of the liability and the amount of the premium.
Indemnity and insurance of auditor
The Group has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the Group
or any related entity against a liability incurred by the auditor.
During the financial year, the Group has not paid a premium in respect of a contract to insure the auditor of the Group or
any related entity.
Non-audit services
The Group 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 30 to
the financial statements.
Dividends - Seafarms Group Limited
The Directors of Seafarms Group Limited do does not recommend the payment of a dividend for the year ending 30 June 2024
(2023: 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
immediately after this directors' report.
Auditor
Pitcher Partners continues in office in accordance with section 327 of the Corporations Act 2001.
Rounding of amounts
The Group 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)(a) of the Corporations Act 2001.
On behalf of the directors
Harley Ronald Whitcombe
Company Secretary
29 August 2024
Brisbane
Level 38, 345 Queen Street
Brisbane, QLD 4000
Postal address
GPO Box 1144
Brisbane, QLD 4001
+61 7 3222 8444
pitcher.com.au
Adelaide | Brisbane | Melbourne | Newcastle | Perth | Sydney
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
Ventura Caso
Tracey Norris
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.
Auditor’s Independence Declaration
In relation to the independent audit for the year ended 30 June 2024, to the best of my knowledge and belief
there have been:
(i)
No contraventions of the auditor independence requirements of the Corporations Act 2001; and
(ii)
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
DANIEL COLWELL
Partner
Brisbane, Queensland
29 August 2024
Seafarms Group Limited
Consolidated statement of profit or loss and other comprehensive income
For the year ended 30 June 2024
Note
2024
2023
$
$
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
16
Revenue and other income
5
25,508,062
25,966,649
Expenses
Finance costs
6
(329,080)
(250,802)
Change in finished goods inventory
(2,271,191)
(600,065)
Changes in biological assets
(2,542,319)
1,617,854
Feed and consumables
(8,641,746)
(12,027,265)
Energy costs
(3,178,536)
(3,538,977)
Employee benefits expense
(12,932,895)
(12,505,056)
Depreciation and amortisation expense
7
(2,310,190)
(2,062,361)
Impairment of assets
(2,099,359)
(2,100,509)
Construction (costs)/reversal
8
(189,925)
3,538,183
Other Expenses
9
(10,324,883)
(13,393,553)
Loss before income tax expense
(19,312,062)
(15,355,902)
Income tax expense
10
-
-
Loss after income tax expense for the year
(19,312,062)
(15,355,902)
Other comprehensive income for the year, net of tax
-
-
Total comprehensive loss for the year
(19,312,062)
(15,355,902)
Cents
Cents
Basic earnings per share
38
(0.40)
(0.32)
Diluted earnings per share
38
(0.40)
(0.32)
Seafarms Group Limited
Consolidated statement of financial position
As at 30 June 2024
Note
2024
2023
$
$
The above consolidated statement of financial position should be read in conjunction with the accompanying notes
17
Assets
Current assets
Cash and cash equivalents
11
1,225,696
8,453,527
Trade and other receivables
12
5,845,577
5,468,207
Inventories
13
4,874,357
7,680,854
Biological assets
14
1,529,706
4,072,025
Other current assets
15
1,470,248
1,460,119
14,945,584
27,134,732
Assets of disposal groups classified as held for sale
16
5,118,002
-
Total current assets
20,063,586
27,134,732
Non-current assets
Property, plant and equipment
17
11,053,873
17,682,481
Right-of-use assets
18
615,574
381,690
Other financial assets
19
331,999
331,999
Total non-current assets
12,001,446
18,396,170
Total assets
32,065,032
45,530,902
Liabilities
Current liabilities
Trade and other payables
21
5,136,789
4,695,821
Borrowings
22
5,709,279
-
Lease liabilities
23
3,024,949
3,005,826
Employee benefits
24
1,337,398
1,121,223
Provisions
25
600,000
1,000,000
Total current liabilities
15,808,415
9,822,870
Non-current liabilities
Lease liabilities
23
1,174,052
1,142,892
Employee benefits
24
216,310
366,264
Provisions
25
63,072
83,631
Total non-current liabilities
1,453,434
1,592,787
Total liabilities
17,261,849
11,415,657
Net assets
14,803,183
34,115,245
Equity
Issued capital
26
300,316,736
300,316,736
Reserves
27
14,832,725
14,832,725
Accumulated losses
(300,346,278) (281,034,216)
Total equity
14,803,183
34,115,245
Seafarms Group Limited
Consolidated statement of changes in equity
For the year ended 30 June 2024
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes
18
Issued
Accumulated
capital
Reserves
losses
Total equity
$
$
$
$
Balance at 1 July 2022
300,316,736
14,832,725
(265,678,314)
49,471,147
Loss after income tax expense for the year
-
-
(15,355,902)
(15,355,902)
Other comprehensive income for the year, net of tax
-
-
-
-
Total comprehensive loss for the year
-
-
(15,355,902)
(15,355,902)
Balance at 30 June 2023
300,316,736
14,832,725
(281,034,216)
34,115,245
Issued
Accumulated
capital
Reserves
losses
Total equity
$
$
$
$
Balance at 1 July 2023
300,316,736
14,832,725
(281,034,216)
34,115,245
Loss after income tax expense for the year
-
-
(19,312,062)
(19,312,062)
Other comprehensive income for the year, net of tax
-
-
-
-
Total comprehensive loss for the year
-
-
(19,312,062)
(19,312,062)
Balance at 30 June 2024
300,316,736
14,832,725
(300,346,278)
14,803,183
Seafarms Group Limited
Consolidated statement of cash flows
For the year ended 30 June 2024
Note
2024
2023
$
$
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes
19
Cash flows from operating activities
Receipts from customers
24,897,014
25,523,543
Payments to suppliers
(34,408,130)
(45,251,068)
Payment to administrator for DOCA
-
(3,500,000)
(9,511,116)
(23,227,525)
Interest received
32,120
48,440
Interest and other finance costs paid
(329,080)
(250,803)
Net cash used in operating activities
37
(9,808,076)
(23,429,888)
Cash flows from investing activities
Payments for property, plant and equipment
(574,941)
(2,463,985)
Payments for security deposits
-
(331,999)
Proceeds from sale of assets
4,545
-
Net cash used in investing activities
(570,396)
(2,795,984)
Cash flows from financing activities
Increase in borrowings
5,709,279
-
Repayment of lease liabilities
(2,558,638)
(1,516,130)
Net cash from/(used in) financing activities
37
3,150,641
(1,516,130)
Net decrease in cash and cash equivalents
(7,227,831)
(27,742,002)
Cash and cash equivalents at the beginning of the financial year
8,453,527
36,195,529
Cash and cash equivalents at the end of the financial year
11
1,225,696
8,453,527
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
20
Note 1. Basis of preparation
21
Note 2. Critical accounting judgements, estimates and assumptions
22
Note 3. Financial risk management
23
Note 4. Operating segments
25
Note 5. Revenue and other income
26
Note 6. Finance Costs
27
Note 7. Depreciation and amortisation
27
Note 8. PSD Construction costs
27
Note 9. Other Expenses
28
Note 10. Income tax expense
29
Note 11. Cash and cash equivalents
29
Note 12. Trade and other receivables
29
Note 13. Inventories
30
Note 14. Biological assets
31
Note 15. Other current assets
32
Note 16. Assets of disposal groups classified as held for sale
33
Note 17. Property, plant and equipment
33
Note 18. Right-of-use assets
36
Note 19. Other financial assets
38
Note 20. Deferred tax
39
Note 21. Trade and other payables
40
Note 22. Borrowings
40
Note 23. Lease liabilities
40
Note 24. Employee benefits
42
Note 25. Provisions
42
Note 26. Issued capital
43
Note 27. Reserves
44
Note 28. Dividends
44
Note 29. Key management personnel disclosures
45
Note 30. Remuneration of auditors
45
Note 31. Canstruct Legal Claim
45
Note 32. Contingent liabilities
46
Note 33. Related party transactions
46
Note 34. Parent entity information
47
Note 35. Interests in subsidiaries
48
Note 36. Events after the reporting period
48
Note 37. Reconciliation of loss after income tax to net cash used in operating activities
49
Note 38. Earnings per share
49
Note 39. Share-based payments
50
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
21
Note 1. Basis of preparation
These general purpose consolidated financial statements of Seafarms Group Limited (‘Company’ or ‘Parent Entity’) and its
controlled entities (‘Group’) have been prepared in accordance with the Corporations Act 2001, Australian Accounting
Standards, and other authoritative pronouncements issued by the Australian Accounting Standards Board (AASB).
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.
The consolidated financial statements have been prepared on the basis of historical cost, except for the 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, being the Group’s functional and presentation currency, unless otherwise noted.
Seafarms Group Limited is a company, incorporated and domiciled in Australia. The Group is a for profit entity for the purpose
of preparation of these financial statements.
Fair value measurement
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 account when pricing the
asset or liability at the measurement date.
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.
These levels are classified as follows:
(a) Quote prices (unadjusted) in active markets for identical assets or liabilities (level 1);
(b) 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
(c) Inputs for the asset or liability that are not based on observable market data (unobservable inputs) (level 3).
The only assets or liabilities measured at fair value on a recurring basis by the Group are biological asset (note 14). These fair
value measurements fall within level 3 of the fair value hierarchy outlined above.
The carrying value of all of the Group’s financial assets and financial liabilities approximate their fair value.
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 2024, the Group incurred a net cash outflow from operating activities of $9,808,076 (2023:
$23,429,888) and a net loss for the year of $19,312,062 (2023: loss of $15,355,902). As at 30 June 2024, the Group had net
current assets of $4,255,171 (2023 $17,311,862), including $1,225,696 (2023 : $8,453,527) cash and cash equivalents.
As noted in the subsequent events note (note 36), the sale of Farms 1 and 2 became unconditional during August and on 20th
August as part of the sale transaction the Group received an advance $7,560,000 from Mainstream to be repaid out of the
settlement proceeds of $13,500,000. The balance of the settlement proceeds of $5,960,000 will be received on 30 April 2025.
In addition, the Company has agreed, subject to shareholder approval, the terms of $7,000,000 convertible note facility with
Avatar Finance Pty Ltd which will have an expiry of 30th June 2025. This facility will be put to shareholders for approval at the
Annual General Meeting in November 2025 and will replace the current $7,000,000 revolving credit facility.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 1. Basis of preparation (continued)
22
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. In particular it depends on the Company and Group's ability to undertake one or more
of the following:
●
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;
●
complete and receive contractual cash flows for the sales of farm 1 and 2 as disclosed in note 16 and note 36.
There are uncertainties in achieving these and in achieving planned operating performance over the next 12 months. However,
in light of the cash available at 30 June 2024 and the proceeds to be received from the sale of Farms 1 and 2, 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.
Whilst the directors believe that the above initiatives will generate sufficient funds to enable the Group to continue as a going
concern for a period of at least 12 months from the date of signing the financial report, should these initiatives be unsuccessful,
there exists a material uncertainty that may cast significant doubt on the ability of the Group to continue as a going concern
and therefore, whether it will be able to realise its assets and extinguish its liabilities in the normal course of business, and at
the amounts stated in the financial report.
New or amended Accounting Standards and Interpretations
There are a number of new accounting standards, interpretations and amendments that have been issued but are not yet
effective. The new accounting standards, interpretations and amendments that are relevant to the activities of the Group are
not expected to have a material impact on the financial statements of the Group in the period of initial application. The Group
has not early adopted any standard, interpretation or amendment that has been issued but not yet effective.
The Group has applied all new accounting standards and interpretations with effect from 1 July 2023, however none of the
new standards or interpretations had a material impact on the financial statements of the Group.
Material accounting policy information
Material accounting policy information is disclosed in the notes to the financial statements to which that information relates.
In accordance with the Corporations Act 2001, these financial statements present the results of the Group only. Supplementary
information about the parent entity is disclosed in note 34.
Financial assets at amortised cost
A financial asset is measured at amortised cost only if both of the following conditions are met: (i) it is held within a business
model whose objective is to hold assets in order to collect contractual cash flows; and (ii) the contractual terms of the financial
asset represent contractual cash flows that are solely payments of principal and interest.
Rounding of amounts
The Group 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.
Note 2. Critical accounting judgements, estimates and assumptions
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.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 2. Critical accounting judgements, estimates and assumptions (continued)
23
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 disclosed in the notes to the
financial statement are set out below.
Allowance for expected credit losses on trade & other receivables
Estimates relating to allowance for expected credit losses on trade & other receivables are disclosed at note 12.
Biological assets
Estimates relating to biological assets are disclosed at note 14.
Estimation of useful lives of property, plant & equipment
Estimates relating to estimation of useful lived of property plan & equipment are disclosed at note 17.
Impairment of non-financial assets
Estimates relating to impairment assessment over non-financial are disclosed at note 17.
Measurement of right-of-use asset and lease liability - Legune Station
Estimates relating to measurement of right-of-use asset and lease liability - Legune Station are disclosed at note 23.
Rehabilitation provision
Estimates relating to rehabilitation provision are disclosed at note 25.
Canstruct Legal Claim
Estimates relating to Canstruct legal claim are disclosed in note 31.
Note 3. 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.
Note
2024
2023
Financial assets
$
$
Financial assets at amortised cost
Cash and cash equivalents
11
1,225,696
8,453,527
Trade and other receivables
12
5,845,577
5,468,207
7,071,273
13,921,734
Note
2024
2023
Financial liabilities
$
$
Financial liabilities at amortised cost
Trade and other payables
21
5,136,789
4,695,821
Borrowings
22
5,709,279
-
10,846,068
4,695,821
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 3. Financial risk management (continued)
24
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 the sensitivity of the profit or loss to higher/lower interest rates applied to cash and cash
equivalents and other financial assets, as being immaterial.
As at the end of the reporting period, the Group had the following variable rate deposits:
Interest rate exposure risk
The Group's only material exposure to interest rate risk is on the variable rate borrowings. At 30 June 2024, the Group had
total variable rate borrowings of $4,750,000 (2023: $nil) as set out in note 22.
At 30 June 2024, if interest rates changed by +/- 1% from the year-end rates, with all other variables remaining constant, the
after-tax profit/loss for the year would be $47,500 lower/higher.
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:
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 2025, which has insured indemnity of 90% with a maximum insured
amount of $1.54 million.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 3. Financial risk management (continued)
25
2024
2023
Trade receivables
$
$
Counterparties without external credit rating *
Group 1
-
-
Group 2
1,939,651
1,373,693
Group 3
12,967
-
1,952,618
1,373,693
* 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.
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.
Financing arrangements
The Group does not have access to undrawn borrowing facilities at the end of the reporting period (2023: $Nil).
Maturities of financial and lease 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.
Less than 6
Months
6 - 12 months
Between 1
and 2 years
Between 2
and 5 years
Total
contractual
cash flows
Carrying
amount
liabilities
$
$
$
$
$
$
At 30 June 2024
Trade and other payables
5,136,789
-
-
-
5,136,789
5,136,789
Lease Liabilities
2,011,653
1,400,789
1,097,678
131,292
4,641,412
4,199,001
Borrowings
5,746,463
-
-
-
5,746,463
5,709,279
12,894,905
1,400,789
1,097,678
131,292
15,524,664
15,045,069
At 30 June 2023
Trade and other payables
4,695,821
-
-
-
4,695,821
4,695,821
Lease Liabilities
1,982,259
1,310,038
889,433
304,100
4,485,830
4,148,718
6,678,080
1,310,038
889,433
304,100
9,181,651
8,844,539
Note 4. Operating segments
The Group is organised into a single operating segment "Aquaculture" which is represented by the consolidated financial
statements and related notes of the Group.
Operating segments are presented using the 'management approach', where the information presented is on the same basis
as the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is responsible for the allocation
of resources to operating segments and assessing their performance.
During the year ended 30 June 2024 approximately $18,622,740 (2023: $17,613,603) of the Group's external revenue was
derived from sales to a national retailer.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 4. Operating segments (continued)
26
Revenues from external customers split between domestic $23,656,198 (2023: $25,430,296) and export $1,738,679 (2023:
$773,466) sales. Export sales were made to New Zealand and The Netherlands.
The Group has no non-financial non-current assets located outside of Australia.
Note 5. Revenue and other income
Revenue recognition
The Group recognises revenue as follows:
Revenue from contracts with customers
Revenue is recognised at an amount that reflects the consideration to which the Group is expected to be entitled in exchange
for transferring goods or services to a customer. For each contract with a customer, the Group: identifies the contract with a
customer; identifies the performance obligations in the contract; determines the transaction price which takes into account
estimates of variable consideration and the time value of money; allocates the transaction price to the separate performance
obligations on the basis of the relative stand-alone selling price of each distinct good or service to be delivered; and recognises
revenue when or as each performance obligation is satisfied in a manner that depicts the transfer to the customer of the goods
or services promised.
Variable consideration within the transaction price, if any, reflects concessions provided to the customer such as discounts,
rebates and refunds, any potential bonuses receivable from the customer and any other contingent events. Such estimates are
determined using either the 'expected value' or 'most likely amount' method. The measurement of variable consideration is
subject to a constraining principle whereby revenue will only be recognised to the extent that it is highly probable that a
significant reversal in the amount of cumulative revenue recognised will not occur. The measurement constraint continues
until the uncertainty associated with the variable consideration is subsequently resolved. Amounts received that are subject
to the constraining principle are recognised as a refund liability.
Sale of goods
Revenue from the sale of goods is recognised at the point in time when the customer obtains control of the goods, which is
generally at the time of delivery.
2024
2023
$
$
Revenue from contracts with customers
Sales Fresh
14,613,425
14,546,320
Sales Frozen
10,518,752
11,315,404
Other sales revenue
262,700
773
25,394,877
25,862,497
Other income
Finance income
32,120
48,439
Other income
81,065
55,713
113,185
104,152
Revenue and other income
25,508,062
25,966,649
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
27
Note 6. Finance Costs
2024
2023
$
$
Interest and finance charges
968
8,410
Interest on lease liabilities
328,112
242,392
Finance costs expensed
329,080
250,802
Note 7. Depreciation and amortisation
2024
2023
$
$
Buildings
461,955
338,241
Ponds
395,976
395,987
Plant and equipment
1,198,839
986,792
Leasehold improvements
-
516
Buildings right-of-use assets
154,073
214,533
Plant and equipment right-of-use assets
99,347
126,292
Total Depreciation
2,310,190
2,062,361
Note 8. PSD Construction costs
Critical judgements in applying Group accounting policies - Project Sea Dragon capitalisation policy
The Group incurred costs associated with Project Sea Dragon (PSD). Due to the uncertainties related to the sourcing of funding
to complete the project, the Group has determined that all pre-development costs are currently being expensed and no costs
are capitalised.
PSD 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.
Planned Stage 1a of the PSD includes the Legune Grow-out Facility and 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.
Current ongoing costs associated with PSD relate to the continued development of its breeding program and specific pathogen-
free animals at its Exmouth facility, the retention and maintenance of the core site construction and indigenous relations
personnel, restructuring the construction project to mitigate the escalation of construction costs, maintenance and updates of
capital cost estimates, maintenance of various licenses, leases and statutory obligations, defense of the ongoing Canstruct
litigation and other minor operations costs.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 8. PSD Construction costs (continued)
28
2024
2023
$
$
Mobilisation costs
915
23,198
Construction Consultants & Engineering costs
102,700
34,215
Project Management Costs
57,913
765,373
Temporary camp & accommodation costs
-
79,625
Founder Stock Centre (Exmouth)
29,499
1,049,486
Hatchery Site (Bynoe Harbour)
16,381
107,726
Other indirect construction costs
382,517
525,205
Provision for construction liabilities
-
4,257,310
Reversal of liability exposure
-
(11,380,321)
Rehabilitation provision (reversal)/expense
(400,000)
1,000,000
Total PSD Construction Costs
189,925
(3,538,183)
Note 9. Other Expenses
2024
2023
$
$
Consultants and professional fees
859,031
1,756,896
Legal fees
1,344,301
1,553,533
Insurance
1,789,702
1,592,691
Freight
1,126,190
1,296,290
Research expense
95,343
73,708
Travel expense
539,632
551,297
Logistics
128,978
309,008
Repairs and maintenance
944,941
1,357,218
Loss on disposal of asset
46,489
-
Hire equipment
429,852
549,775
Rent
160,141
109,036
Sales and marketing
511,927
733,850
Other Expenses
2,348,356
2,934,100
Voluntary administration costs
-
576,151
10,324,883
13,393,553
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
29
Note 10. Income tax expense
2024
2023
$
$
Numerical reconciliation of income tax expense to prima facie tax payable
Loss before income tax expense
(19,312,062)
(15,355,902)
Tax at the statutory tax rate of 25%
(4,828,016)
(3,838,976)
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Entertainment expenses
1,247
2,318
(4,826,769)
(3,836,658)
Movement of deferred tax assets not recognised
(980,849)
(3,617,671)
Tax losses not recognised
5,807,618
7,454,329
Income tax expense
-
-
Note 11. 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.
2024
2023
$
$
Current assets
Cash at bank
1,225,696
8,040,630
Cash on deposit
-
412,897
1,225,696
8,453,527
Note 12. Trade and other 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.
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 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. To measure the expected credit losses, trade receivables have been grouped based on shared credit
risk characteristics and the days past due.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 12. Trade and other receivables (continued)
30
The expected loss rates are based on the payment profiles of sales over a period of 36 months before 30 June 2024 or 30 June
2023 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.
Critical accounting estimates - Expected credit losses on trade and 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.
2024
2023
$
$
Current assets
Trade receivables
1,952,618
1,373,693
Less: Allowance for expected credit losses
-
-
1,952,618
1,373,693
Other receivables
3,690,371
3,689,800
Loans to employees
33,664
30,878
3,724,035
3,720,678
GST receivable
168,924
373,836
5,845,577
5,468,207
Other receivables includes $3,500,000 relating to the DOCA which is held in trust by the administrators, Refer to note 31 for
more details.
Trade receivables past due, not impaired
As of 30 June 2024, trade receivables of $294,743 (2023: $374,332) were past due but not impaired.
2024
2023
$
$
0 to 3 months overdue
249,792
276,206
3 to 6 months overdue
44,951
98,126
294,743
374,332
Note 13. 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.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 13. Inventories (continued)
31
2024
2023
$
$
Current assets
Finished goods - at cost
3,231,201
5,502,392
Feed and consumables - at cost
1,643,156
2,178,462
4,874,357
7,680,854
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.
Note 14. 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.
Critical accounting estimates - 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). 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.
Livestock
2024
2023
$
$
Opening Balance
4,072,025
2,454,171
Gain arising from changes in fair value less estimated costs to sell
19,455,207
20,738,586
Transferred to inventories
(21,997,526)
(19,120,732)
Closing Balance
1,529,706
4,072,025
The closing balance of $1,529,706 (2023: $4,072,025) comprises the hatchery live crop of $200,000 (2023: $500,000) measured
at current replacement cost. The residual balance represents live prawns measured at fair value less costs to sell.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 14. Biological assets (continued)
32
Valuation processes
The Group's finance team performs the valuations of the Group ’s biological assets for financial reporting 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.
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 2024, with all other variables held constant, the Group's profit for the
period would change as follows:
• A pricing increase/decrease of 1% would have been a change of $29,631 higher/lower;
• A feed price increase/decrease of 1% would have been a change of $7,313 lower/higher;
• A weight increase/decrease of 1% would have been a change of $23,419 higher/lower.
Risk management strategies for biological assets
The Group is exposed to risks arising from environmental and climatic changes and market prices. These risks are not
specifically quantified but form part of the overall assessment of the appropriate discount rate adopting for valuing the live
crop.
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.
Note 15. Other current assets
2024
2023
$
$
Current assets
Prepayments
1,199,514
1,370,205
Security deposits
270,734
89,914
1,470,248
1,460,119
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
33
Note 16. Assets of disposal groups classified as held for sale
Non-current assets and assets of disposal groups are classified as held for sale if their carrying amount will be recovered
principally through a sale transaction rather than through continued use. They are measured at the lower of their carrying
amount and fair value less costs of disposal. For non-current assets or assets of disposal groups to be classified as held for sale,
they must be available for immediate sale in their present condition and their sale must be highly probable.
An impairment loss is recognised for any initial or subsequent write down of the non-current assets and assets of disposal
groups to fair value less costs of disposal. A gain is recognised for any subsequent increases in fair value less costs of disposal
of a non-current assets and assets of disposal groups, but not in excess of any cumulative impairment loss previously
recognised.
Non-current assets are not depreciated or amortised while they are classified as held for sale. Interest and other expenses
attributable to the liabilities of assets held for sale continue to be recognised.
2024
2023
$
$
Current assets
Property, plant and equipment
5,118,002
-
Assets held for sale
Assets held for sale reflects the carrying values of assets identified in the sale of farm 1 and farm 2 assets to Mainstream
Aquaculture Property Pty Ltd as announced to ASX on 20 June 2024.
The Group announced that it had entered in agreement for the sale of Farm 1 and Farm 2 at Cardwell for $13,500,000 plus GST
subject to a number of conditions. These conditions were satisfied on 16 August 2024 and the sale will settle on 30 April
2025. The purchase price includes the land on which Farms 1 and 2 are located and all the assets associated with those farms
including plant & equipment and leases but excluding the processing building and plant & equipment. Farm 3 and the hatchery
were not part of the transaction.
Note 17. Property, plant and equipment
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost includes
expenditure that is directly attributable to the acquisition of the items.
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
10 - 50 years
Ponds
10 - 50 years
Plant and equipment
2 - 15 years
Leasehold improvements
Length of lease
Vehicles
3 - 5 years
Furniture, fittings and equipment
5 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date.
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic benefit to the
Group. Gains and losses between the carrying amount and the disposal proceeds are taken to income statement.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 17. Property, plant and equipment (continued)
34
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.
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.
Critical accounting estimates - Useful lives
The Group determines the estimated useful lives and related depreciation and amortisation charges for its property, plant and
equipment. The useful lives could change significantly as a result of technical innovations or some other event. The depreciation
and amortisation charge will increase where the useful lives are less than previously estimated lives, or technically obsolete or
non-strategic assets that have been abandoned or sold will be written off or written down.
Freehold
Land
Freehold
buildings
Ponds
Plant and
equipment
Leasehold
Improvement
s
Assets under
construction
Total
$
$
$
$
$
$
$
As at 1 July 2022
Cost
2,010,000
5,000,198
7,919,543
18,628,173
32,997
13,500,829
47,091,740
Impairment
-
-
-
(1,448,480)
(12,984) (13,500,829) (14,962,293)
Subtotal
2,010,000
5,000,198
7,919,543
17,179,693
20,013
-
32,129,447
Accumulated
depreciation
-
(998,020)
(2,910,028) (11,261,870)
(19,497)
-
(15,189,415)
2,010,000
4,002,178
5,009,515
5,917,823
516
-
16,940,032
Year ended 30 June
2023
Opening WDV
2,010,000
4,002,178
5,009,515
5,917,823
516
-
16,940,032
Additions
-
1,237,097
-
1,226,888
-
-
2,463,985
Depreciation charge
-
(338,241)
(395,987)
(986,792)
(516)
-
(1,721,536)
Impairment
-
-
-
-
-
-
-
Closing WDV
2,010,000
4,901,034
4,613,528
6,157,919
-
-
17,682,481
At 30 June 2023
Cost
2,010,000
6,237,295
7,919,543
19,855,061
32,997
13,500,829
49,555,725
Impairment
-
-
-
(1,448,480)
(12,984) (13,500,829) (14,962,293)
Subtotal
2,010,000
6,237,295
7,919,543
18,406,581
20,013
-
34,593,432
Accumulated
depreciation
-
(1,336,261)
(3,306,015) (12,248,662)
(20,013)
-
(16,910,951)
2,010,000
4,901,034
4,613,528
6,157,919
-
-
17,682,481
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 17. Property, plant and equipment (continued)
35
Freehold
Land
Freehold
buildings
Ponds
Plant and
equipment
Leasehold
Improvement
s
Assets under
construction
Total
$
$
$
$
$
$
$
As at 1 July 2023
Cost
2,010,000
6,237,295
7,919,543
19,855,061
32,997
13,500,829
49,555,725
Impairment
-
-
-
(1,448,480)
(12,984) (13,500,829) (14,962,293)
Subtotal
2,010,000
6,237,295
7,919,543
18,406,581
20,013
-
34,593,432
Accumulated
depreciation
-
(1,336,261)
(3,306,015) (12,248,662)
(20,013)
-
(16,910,951)
Net book value
2,010,000
4,901,034
4,613,528
6,157,919
-
-
17,682,481
Year ended 30 June
2024
Opening WDV
2,010,000
4,901,034
4,613,528
6,157,919
-
-
17,682,481
Additions
-
171,583
-
403,359
-
-
574,942
Transfer to assets held
for sale - cost
(900,000)
(579,637)
(4,476,256)
(5,730,205)
-
-
(11,686,098)
Transfer to assets held
for sale - accumulated
depreciation
-
292,544
1,994,002
4,303,807
-
-
6,590,353
Disposal at WDV
-
-
-
(51,035)
-
-
(51,035)
Transfers
-
-
-
-
-
-
-
Depreciation charge
-
(461,955)
(395,976)
(1,198,839)
-
-
(2,056,770)
Closing WDV
1,110,000
4,323,569
1,735,298
3,885,006
-
-
11,053,873
As at 30 June 2024
Cost
1,110,000
5,829,240
3,443,288
14,205,630
32,997
13,500,829
38,121,984
Impairment
-
-
-
(1,448,480)
(12,984) (13,500,829) (14,962,293)
Subtotal
1,110,000
5,829,240
3,443,288
12,757,150
20,013
-
23,159,691
Accumulated
depreciation
-
(1,505,673)
(1,707,989)
(8,872,143)
(20,013)
-
(12,105,818)
Net book value
1,110,000
4,323,567
1,735,299
3,885,007
-
-
11,053,873
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 17. Property, plant and equipment (continued)
36
Impairment testing
Critical accounting estimates - Impairment of non-financial 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. 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.
Queensland aquaculture CGU ('QLDAQ')
As at 30 June 2024 the carrying value of property, plant and equipment for the Queensland Aquaculture cash-generating-unit
("CGU") was $10,307,267 (2023: $16,749,492). No impairment was necessary for QLDAQ in either 2024 or 2023.
Management’s approach and the key assumptions used to determine the CGU’s FVLCOD in FY2024 were as follows:
CGU
Unobservable inputs
2024
2023
Approach in determining key
assumptions
QLDAQ
Cost of disposal
5%
5%
Estimated based on the company's
experience with disposal of assets
and on industry benchmarks
Sales price per hectare
$62,000 to
$91,000
$62,000 to
$91,000
Based on an independent valuation
of the properties.
PSD aquaculture CGU ('PSDAQ')
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.
Note 18. Right-of-use assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which
comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the
commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the
cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and
restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life
of the asset, whichever is the shorter. Where the Group expects to obtain ownership of the leased asset at the end of the lease
term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for any
remeasurement of lease liabilities.
The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms
of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 18. Right-of-use assets (continued)
37
Leasehold
Land
Leased
buildings
Leased plant
and
equipment
Total
$
$
$
$
As at 1 July 2022
Cost
21,624,847
1,987,408
1,212,282
24,824,537
Impairment and remeasurement
(19,048,840)
(681,694)
(28,134)
(19,758,668)
Subtotal
2,576,007
1,305,714
1,184,148
5,065,869
Accumulated depreciation
(2,576,007)
(1,305,714)
(1,089,448)
(4,971,169)
Net book value
-
-
94,700
94,700
Year ended 30 June 2023
Opening WDV
-
-
94,700
94,700
Additions
2,100,509
487,650
140,165
2,728,324
Depreciation charge
-
(214,533)
(126,292)
(340,825)
Impairment
(2,100,509)
-
-
(2,100,509)
Closing WDV
-
273,117
108,573
381,690
As at 30 June 2023
Cost
23,725,356
2,475,058
1,352,447
27,552,861
Impairment and remeasurement
(21,149,349)
(681,694)
(28,134)
(21,859,177)
Subtotal
2,576,007
1,793,364
1,324,313
5,693,684
Accumulated depreciation
(2,576,007)
(1,520,247)
(1,215,740)
(5,311,994)
Net book value
-
273,117
108,573
381,690
Leasehold
land
Leased
buildings
Leased plant
and
equipment
Total
$
$
$
$
As at 1 July 2023
Cost
23,725,356
2,475,058
1,352,447
27,552,861
Impairment and remeasurement
(21,149,349)
(681,694)
(28,134)
(21,859,177)
Subtotal
2,576,007
1,793,364
1,324,313
5,693,684
Accumulated depreciation
(2,576,007)
(1,520,247)
(1,215,740)
(5,311,994)
Net book value
-
273,117
108,573
381,690
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 18. Right-of-use assets (continued)
38
Year ended 30 June 2024
Opening WDV
-
273,117
108,573
381,690
Additions
2,099,359
124,219
385,343
2,608,921
Transfer to assets held for sale - cost
-
-
(872,886)
(872,886)
Transfer to assets held for sale - accumulated depreciation
-
-
850,628
850,628
Depreciation charge
-
(154,073)
(99,347)
(253,420)
Impairment
(2,099,359)
-
-
(2,099,359)
Closing WDV
-
243,263
372,311
615,574
As at 30 June 2024
Cost
25,824,715
2,599,277
864,904
29,288,896
Impairment and remeasurement
(23,248,708)
(681,694)
(28,134)
(23,958,536)
Subtotal
2,576,007
1,917,583
836,770
5,330,360
Accumulated depreciation
(2,576,007)
(1,674,320)
(464,459)
(4,714,786)
Net book value
-
243,263
372,311
615,574
Lease - Legune station
As stated in note 23, 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 $2,099,359 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.
Note 19. Other financial assets
2024
2023
$
$
Non-current assets
Loan to AAM Licensees Pty Ltd
-
5,000,000
Expected loss on non-current loan
-
(5,000,000)
Secured assets pledged as security
331,999
331,999
331,999
331,999
The loan to AAM Licensees Pty Ltd was provided on 12 December 2018, interest free.
As disclosed in note 23, the receivable forms part of the series of arrangements in relation to Legune, repayment of the loan
was dependent on a number of factors one of which being the financial close of Stage 1 of PSD of 1120ha by December 2023.
The milestone was not met as a result the receivable was derecognised. As this has been full provided for in prior years, there
is no impact of derecognition on the profit and loss.
Cash not available for use
$133,920 (2023: $133,920) is held as security for bank facilities and office lease guarantees.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
39
Note 20. Deferred tax
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the
assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:
●
When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a
transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor
taxable profits; or
●
When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the
timing of the reversal can be controlled and it is probable that the temporary difference will not reverse in the foreseeable
future.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future
taxable amounts will be available to utilise those temporary differences and losses.
2024
2023
$
$
Non-current assets
Deferred tax asset comprises temporary differences attributable to:
Fair value
190,156
154,868
Work in progress
11,457,572
11,457,572
Provisions
1,820,818
404,585
Accruals
-
622,921
Borrowings
-
1,250,000
Other deductible expenses
1,557,298
2,327,969
Depreciable assets
994,662
691,445
Accrued interest
-
253,425
Lease assets and liabilities
911,625
965,911
Prepayments
-
(227,928)
Unpaid super
2,953
15,166
Net deferred tax assets
16,935,084
17,915,934
Deferred tax balances not recognised
(16,935,084)
(17,915,934)
Deferred tax asset
-
-
Movements:
Opening balance
-
-
Total for the year
(980,849)
(3,617,671)
Amount of deferred tax assets not recognised
980,849
3,617,671
Closing balance
-
-
Unrecognised tax losses
As at balance date, the Group has not recognised the following deferred tax assets in respect of unused tax losses:
2024
2023
$
$
Tax losses (revenue in nature)
45,614,624
41,069,326
Tax Losses (capital in nature)
1,043,060
2,195,589
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
40
Note 21. Trade and other payables
2024
2023
$
$
Current liabilities
Trade payables
3,758,888
3,252,700
PAYG Payable
114,426
109,822
Accruals
961,565
1,089,249
Other payables
301,910
244,050
5,136,789
4,695,821
Note 22. Borrowings
2024
2023
$
$
Current liabilities
Unsecured liability
Loan - Avatar Finance Pty Ltd
4,750,000
-
Secured liability
Insurance Premium Funding
959,279
-
5,709,279
-
On 18 April 2024, the Group entered into a Revolving Credit Agreement with Avatar Finance Pty Ltd. The total amount available
under this facility was $3,000,000 with an interest rate equal to the Reserve Bank rate, The facility was repayable on 1st
September 2024.
The facility was extended to $7,000,000 subsequent to 30 June 2024. Refer note 36 for details.
The Group has decided to use Insurance Premium Funding through Arteva Funding for the current year to maximise cash
reserves for operations. Repayments are on a monthly basis with final payment due in January 2025. Normal commercial
insurance funding terms apply to this secured facility.
Note 23. Lease liabilities
Liabilities arising from a lease are initially measured on a present value basis.
The lease payments are discounted using the interest implicit in the lease. If the rate cannot 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.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 23. Lease liabilities (continued)
41
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.
2024
2023
$
$
Current liabilities
Lease liability
3,024,949
3,005,826
Non-current liabilities
Lease liability
1,174,052
1,142,892
4,199,001
4,148,718
Critical accounting estimates - Measurement of right-of-use asset and lease liability - Legune Station
The Group 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 required 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;
●
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 Group
continues to meet its obligations under the Legune Station lease. As at 30 June 2024, 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
2025. Accordingly, the lease term has been reassessed to approximately 18 months from 30 June 2024. The attaching right of
use asset was fully impaired given the funding has not yet been obtained.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
42
Note 24. Employee benefits
2024
2023
$
$
Current liabilities
Annual leave
948,769
810,351
Long service leave
388,629
310,872
1,337,398
1,121,223
Non-current liabilities
Long service leave
216,310
366,264
1,553,708
1,487,487
Note 25. 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.
2024
2023
$
$
Current liabilities
Provision for rehabilitation
600,000
1,000,000
Non-current liabilities
Lease make good
63,072
83,631
663,072
1,083,631
Critical accounting estimates - Rehabilitation provision
The rehabilitation provision 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.
The balance of rehabilitation provisions as at 30 June 2024 of $600,000 (2023: $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 Group no longer
proceeded to develop Project Sea Dragon on those sites.
Critical accounting estimates - Make good provision for leased premises
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.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 25. Provisions (continued)
43
Movements in provisions
Movements in each class of provision during the current financial year, other than employee benefits, are set out below:
Rehabilitation
provision
Make good
provision
Provision for
construction
liabilities
Total
2024
$
$
$
$
Carrying amount at start of year
1,000,000
83,631
-
1,083,631
- provisions no longer required
(400,000)
(20,559)
-
(420,559)
Carrying amount at end of period
600,000
63,072
-
663,072
Rehabilitation
provision
Make good
provision
Provision for
construction
liabilities
Total
2023
$
$
$
$
Carrying amount at start of year
-
134,900
8,730,094
8,864,994
- additional provisions recognised
1,000,000
-
4,257,310
5,257,310
- recognised in current liabilities
-
-
(1,607,083)
(1,607,083)
- provisions no longer required
-
(51,269)
(11,380,321)
(11,431,590)
Carrying amount at end of period
1,000,000
83,631
-
1,083,631
As at 30 June 2022 the Group 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 previously
recognised at 30 June 2022 was to be reversed in the comparative financial year, after consideration of relevant facts and other
information pertaining to this dispute as further detailed in note 31.
Note 26. Issued capital
2024
2023
2024
2023
Shares
Shares
$
$
Ordinary shares - fully paid
4,836,599,179
4,836,599,179
300,316,435
300,316,435
Convertible preference shares -
fully paid
30,150,190
30,150,190
301
301
4,866,749,369
4,866,749,369
300,316,736
300,316,736
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in proportion
to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the Company does
not have a limited amount of authorised capital.
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share
shall have one vote.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 26. Issued capital (continued)
44
Convertible preference shares
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.
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.
Options
Unlisted options
On 12 December 2018, the Company 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. During the current year these unlisted options were not exercised prior to expiry
and therefore lapsed during the year.
On 24 August 2021, the Company issued 1,447,806,216 unlisted options. Of these options, 225,000 were exercised and
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 expired 13 August 2024. The exercise price of the options is $0.0975.
All options expired on 13 August 2024 un-exercised.
Note 27. Reserves
2024
2023
$
$
Financial assets at fair value through other comprehensive income reserve
(24,740)
(24,740)
Share-based payments reserve
13,186,761
13,186,761
Options reserve
1,670,704
1,670,704
14,832,725
14,832,725
Nature and purpose of other reserves
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
• the grant date fair value of options issued to third parties but not exercised.
Option premium
The option premium represents the fair value of 47,734,412 Seafarms Group Limited options issued historically.
Financial assets at fair value through other comprehensive income reserve
Changes in the fair value of financial assets are taken to the financial assets revaluation reserve.
Note 28. Dividends
There were no dividends paid, recommended or declared during the current or previous financial year.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
45
Note 29. Key management personnel disclosures
Compensation
The aggregate compensation made to directors and other members of key management personnel of the Group is set out
below:
2024
2023
$
$
Short-term employee benefits
1,821,536
1,579,729
Post-employment benefits
97,547
81,651
Long-term benefits
(2,419)
6,170
1,916,664
1,667,550
Note 30. Remuneration of auditors
During the financial year the following fees were paid or payable for services provided by Pitcher Partners, the auditor of the
Group :
2024
2023
$
$
Audit services - Pitcher Partners
Audit or review of the financial statements
168,000
180,000
Note 31. 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 the Company for certain post administration payments made on behalf of PSD.
Before the Administrator was able to disburse the DOCA Funds Canstruct Pty Ltd (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. This case was heard in the Federal Court in August 2023 with a decision made in February 2024 finding
in favour of Canstruct to set aside the DOCA and place PSD into liquidation. Seafarms appealed that decision and the execution
of the court order to place PSD into liquidation was stayed until the appeal could be heard and determined.
That appeal was heard by the Full Court of the Federal Court in August 2024. No time frame has been provided for when a
judgment may be handed down.
The Group has prepared the accounts on that basis that PSD will not go into liquidation and the DOCA funds distributed per
the terms of that DOCA. This is a more conservative accounting approach with DOCA funds being distributed to creditors
including the Company.
In the event the Federal Court gives an order for PSD to be placed into liquidation then the DOCA Funds will be returned to the
Company, and funds to be distributed to creditors would be dependent on the value realised for PSD assets less liquidator fees
with SFG being the largest creditor. It is expected that the value realised by SFG through a liquidation would be greater than
the written down value of assets in PSD as recognised in the Group’s consolidation accounts.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
46
Note 32. Contingent liabilities
Secured liabilities and assets pledged as security
The Group has been required to provide guarantee facilities of $198,079 (2023: $198,079) in respect of office leases and a
guarantee of $133,920 (2023:$133,920) in favour of Great Barrier Reef Marine Parks. The Group maintains term deposits with
the bank to secure these facilities which are classified as other financial assets on the consolidated statement of financial
position.
Note 33. Related party transactions
Parent entity
Seafarms Group Limited is the parent entity.
Subsidiaries
Interests in subsidiaries are set out in note 35.
Key management personnel
Disclosures relating to key management personnel are set out in note 29 and the remuneration report included in the directors'
report.
Loans to/from related parties
The following transactions occurred with related parties:
2024
2023
Loan from Avatar Finance Pty Ltd
$
$
Funds advanced during the year
4,750,000
-
The terms and conditions of repayment of the loan are disclosed in note 22.
The facility from Avatar Finance Pty Ltd prior to the new arrangements was provided on commercial terms and conditions and
at market rates and is to be repaid on 1 September 2024.
The facility at 30 June 2024 carries a variable Interest rate applicable to the Reserve Bank of Australia (RBA) rate and varies
from time to time.
The facility was extended to $7,000,000 subsequent to 30 June 2024. Refer note 36 for details.
Avatar Finance Pty Ltd is an entity controlled by a director, Mr Trahar.
Receivable from and payable to related parties
There were no trade receivables from or trade payables to related parties at the current and previous reporting date.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
47
Note 34. Parent entity information
The financial information for the Parent entity, Seafarms Group Limited, has been prepared on the same basis as the
consolidated financial statements, except as set out below.
(i) Investments in subsidiaries
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.
2024
2023
Statement of comprehensive income
$
$
Loss for the period
(19,312,062)
(18,201,659)
2024
2023
Statement of financial position
$
$
Current assets
5,871,016
10,639,718
Non-current assets
16,923,215
25,389,931
22,794,231
36,029,649
Current liabilities
(7,456,550)
(1,306,162)
Non-current liabilities
(534,498)
(608,242)
(7,991,048)
(1,914,404)
Net Assets
14,803,183
34,115,245
Shareholders' equity
Issued Capital
300,306,107
300,306,107
Reserves
14,857,465
14,857,465
Accumulated losses
(300,360,389) (281,048,327)
Total equity
14,803,183
34,115,245
Guarantees entered into by the parent entity in relation to the debts of its subsidiaries
The Parent entity has guaranteed the obligations of Project Sea Dragon Pty Limited under the agreement for the lease of the
Legune property as well as operational expenses and costs under the Federal Court order dated 9 May 2024.
Contractual commitments for the acquisition of property, plant or equipment
As at 30 June 2024 and 30 June 2023, the Parent entity had no contractual commitments for the acquisition of property, plant
or equipment.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
48
Note 35. Interests in subsidiaries
Ownership interest
Principal place of
business /
2024
2023
Name
Country of
incorporation
%
%
Seafarms Operations Pty Limited (formerly Seafarms Operations
Limited)
Australia
100.00%
100.00%
Seafarm Hinchinbrook Pty Ltd
Australia
100.00%
100.00%
Project Sea Dragon Pty Ltd
Australia
100.00%
100.00%
Marine Harvest Australia Pty Ltd
Australia
100.00%
100.00%
Marine Farms Pty Ltd
Australia
100.00%
100.00%
PSD Construction Employment Pty Ltd
Australia
100.00%
100.00%
Seafarm Queensland Pty Ltd
Australia
100.00%
100.00%
PSD Operations Employment Pty Ltd
Australia
100.00%
100.00%
Project Sea Dragon Finance Pty Ltd
Australia
100.00%
100.00%
PSD Infrastructure Co Pty Ltd
Australia
100.00%
100.00%
Sea Dragon Shrimp Pty Ltd
Australia
100.00%
100.00%
CO2 T'EE Employee Share Plan Pty Ltd
Australia
100.00%
100.00%
Note 36. Events after the reporting period
Sale of Farm 1 and Farm 2
On 20 June 2024, the Group announced that it had entered in agreement for the sale of Farm 1 and Farm 2 at Cardwell for
$13,500,000 plus GST subject to a number of conditions. These conditions were satisfied on 16 August 2024 and the sale will
settle on 30 April 2025. The purchase price includes the land on which Farms 1 and 2 are located and all the assets associated
with those farms including plant & equipment and leases but excluding the processing building and plant & equipment. Farm
3 and the hatchery were not part of the transaction.
The property plant & equipment that is being sold is reflected in current assets as ‘Assets of disposal groups classified as held
for sale’ at note 16.
On settlement a gain of $8,381,998 will be recognised less the transaction costs of the sale, less any completion adjustments
(if any) and plus the value of the lease and right to subdivide the land on which the processing plant site is located. The value
of the processing plant site has yet to be determined and will be based on an assessment of the market value of the right to
use that site for 20 years for a peppercorn rent and the value of the right to subdivide that land and own it as freehold without
further payments other than third party costs to effect the subdivision.
As part of sale transaction Mainstream agreed to provide a loan of $7,560,000 to Seafarm Queensland Pty Limited to be repaid
on settlement of the sale and secured by the assets being sold. The loan funds of $7,560,000 were drawn down by Seafarm
Queensland on 20 August 2024.
Avatar Finance Pty Ltd Facility
On 20 August a variation to the Avatar Revolving Credit Agreement was executed with the facility limit increased to $7,000,000
and the interest rate amended to BBSY 30 days plus 4%. The expiry date extended to 7 days after the Annual General Meeting.
Unlisted Options
The 1,447,581,216 unlisted options at year end expired on 13 August 2024. All options expired on 13 August 2024 un-exercised.
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
49
Note 37. Reconciliation of loss after income tax to net cash used in operating activities
2024
2023
$
$
Loss after income tax expense for the year
(19,312,062)
(15,355,902)
Adjustments for:
Depreciation and amortisation
2,310,190
2,062,361
Impairment of right-of-use assets
2,099,359
2,100,509
Net loss on disposal of non-current assets
46,489
-
Change in operating assets and liabilities:
Increase in trade and other receivables
(377,370)
(4,100,735)
Increase in Other current assets
(10,128)
(140,874)
Decrease/(increase) in biological assets
2,542,319
(1,617,854)
Decrease in inventories
2,806,497
525,199
Increase in trade and other payables
440,968
776,695
Increase/(decrease) in current employee benefits
216,175
(228,471)
Increase/(decrease) in non current employee benefits
(149,954)
330,546
Decrease in other provisions
(400,000)
(7,740,402)
Decrease in non current provisions
(20,559)
(40,960)
Net cash used in operating activities
(9,808,076)
(23,429,888)
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.
Opening
Balance
Cash
Non-cash
Closing
Balance
1 July 2023
movement
movement
30 June 2024
$
$
$
Borrowings (note 22)
-
5,709,279
-
5,709,279
Lease liabilities (note 23)
4,148,718
(2,558,638)
2,608,921
4,199,001
4,148,718
3,150,641
2,608,921
9,908,280
Opening
Balance
Cash
Non-cash
Closing
Balance
1 July 2022
movement
movement
30 June 2023
$
$
$
Lease liabilities (note 23)
2,936,523
(1,516,130)
2,728,325
4,148,718
Note 38. Earnings per share
2024
2023
$
$
Loss per share from continuing operations attributable to the ordinary equity
holders of the Company
(19,312,062)
(15,355,902)
Seafarms Group Limited
Notes to the consolidated financial statements
30 June 2024
Note 38. Earnings per share (continued)
50
Number
Number
Weighted average number of ordinary shares used in calculating basic and
diluted earnings per share
4,836,599,179
4,836,599,179
Cents
Cents
Basic earnings per share
(0.40)
(0.32)
Diluted earnings per share
(0.40)
(0.32)
Note 39. Share-based payments
Share based compensation payments are provided to employees in accordance with the "Seafarms Group Employee Incentive
Plan".
2024
2023
Weighted
average
exercise price
Number of
Shares
Weighted
average
exercise price
Number of
Shares
(cents per
unit)
options
(cents per
unit)
options
Outstanding at beginning of the year
-
-
7.15
100,000,000
Forfeited during the year*
-
-
7.15
(100,000,000)
Outstanding at the end of the year
-
-
-
-
These options were forfeited when the relevant employees ceased being an employee of the Group. 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 1 February 2016, 25 November 2016 and 15 December 2020.
Seafarms Group Limited
Consolidated entity disclosure statement
As at 30 June 2024
51
Seafarms Group Limited is required by Australian Accounting Standards to prepare consolidated financial statements in relation
to the company and its controlled entities (the consolidated entity). In accordance with subsection 295(3A) of the Corporations
Act 2001, this consolidated entity disclosure statement provides information about each entity that was part of the
consolidated entity at the end of the financial year.
Place formed /
Ownership
interest
Entity name
Entity type
Country of
incorporation
%
Tax residency
Seafarms Group Limited
Body Corporate
Australa
-
Australia
Seafarm Operations Pty Ltd
Body Corporate
Australia
100.00%
Australia
Marine Farms Pty Ltd
Body Corporate
Australia
100.00%
Australia
Seafarm Queensland Pty Ltd
Body Corporate
Australia
100.00%
Australia
Seafarm Hinchinbrook Pty Ltd
Body Corporate
Australia
100.00%
Australia
Marine Harvest Australia Pty Ltd
Body Corporate
Australia
100.00%
Australia
Project Sea Dragon Pty Ltd
Body Corporate
Australia
100.00%
Australia
PSD Construction Employment Pty Ltd
Body Corporate
Australia
100.00%
Australia
PSD Operations Employment Pty Ltd
Body Corporate
Australia
100.00%
Australia
Project Sea Dragon Finance Pty Ltd
Body Corporate
Australia
100.00%
Australia
PSD Infrastructure Co Pty Ltd
Body Corporate
Australia
100.00%
Australia
Sea Dragon Shrimp Pty Ltd
Body Corporate
Australia
100.00%
Australia
CO2 T'EE Employee Share Plan Pty Ltd
Body Corporate
Australia
100.00%
Australia
At the end of the financial year, no entity within the consolidated entity was a trustee of a trust within the consolidated entity,
a partner in a partnership within the consolidated entity, or a participant in a joint venture within the consolidated entity.
Seafarms Group Limited
Directors' declaration
30 June 2024
52
In the directors' opinion:
●
the attached financial statements and notes comply with the Corporations Act 2001, the Accounting Standards, the
Corporations Regulations 2001 and other mandatory professional reporting requirements;
●
the attached financial statements and notes comply with International Financial Reporting Standards as issued by the
International Accounting Standards Board as described in note 1 to the financial statements;
●
the attached financial statements and notes give a true and fair view of the Group's financial position as at 30 June 2024
and of its performance for the financial year ended on that date;
●
there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and
payable; and
●
the information disclosed in the attached consolidated entity disclosure statement is true and correct.
The directors have been given the declarations required by section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations Act 2001.
On behalf of the directors
Harley Ronald Whitcombe
Company Secretary
29 August 2024
Brisbane
Level 38, 345 Queen Street
Brisbane, QLD 4000
Postal address
GPO Box 1144
Brisbane, QLD 4001
+61 7 3222 8444
pitcher.com.au
Adelaide | Brisbane | Melbourne | Newcastle | Perth | Sydney
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
Ventura Caso
Tracey Norris
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.
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 2024, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement of
changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the
financial statements including material accounting policy information, the consolidated entity disclosure
statement and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act
2001, including:
(a)
giving a true and fair view of the Group’s financial position as at 30 June 2024 and of its financial
performance for the year then ended; and
(b)
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 in the financial report, which indicates that the Group incurred an operating cash
outflow of $9,808,076 and a net loss of $19,312,062 for the year ended 30 June 2024. As at 30 June 2024,
the Group had net current assets of $4,255,171, including cash and cash equivalents of $1,225,696. As
stated in Note 1, these events and conditions, along with other matters as set forth in Note 1, 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.
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.
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
How our audit addressed the key audit matter
Accounting for the Canstruct Legal Claim
Refer to note 31
During the financial year ended 30 June 2024,
federal court proceedings initiated on 4 April 2023
against a wholly owned subsidiary of the Company,
Project Sea Dragon Pty Ltd (“PSD”), remained
ongoing. These proceedings deal with the validity of
the Deed of Company Arrangement (DOCA)
executed by the creditors of PSD during the period
administrators were voluntarily appointed by the
directors of PSD, events which occurred during the
comparative financial year ended 30 June 2023.
A judgement in these proceedings was handed
down in February 2024 and has subsequently been
appealed by the group. The appeal was heard in the
Federal Court in August 2024; however no
judgement has been ruled as at the date of this
report. A stay on the execution of court orders
prescribed in the initial Federal Court judgement
remains in place until such time as the appeal is
finalised.
The financial statements continue to reflect the
accounting prescribed under the disputed DOCA.
Note 31 to the financial statements describes this
accounting, and the financial consequences where
the Group is unsuccessful in its defence of this
claim, which include timely liquidation of PSD.
This has been assessed as a key audit matter due
to the complex nature of the legal proceedings 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 the legal proceedings in the financial
statements.
Our audit procedures included, amongst others:
Obtaining an understanding and evaluating
the design and implementation of controls
related to accounting for the Canstruct legal
claim.
Obtaining correspondence from, and
holding discussions with, the Group’s legal
advisors to assess:
-
The likelihood of the proceedings
against PSD being successful; and
-
The financial reporting consequences if
the proceedings against PSD are
successful;
Agreeing the amounts of liabilities and
assets recognised to the amounts
prescribed in the DOCA;
Assessing the adequacy of financial
statement disclosures; and
Evaluating the potential implications of
proceedings on the Group’s application of
the going concern assumption.
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.
Key Audit Matter
How our audit addressed the key audit matter
Classification of non-current assets held for sale
Refer to note 16
The Group executed legal agreements to
dispose of property, plant and equipment for two
of its three Queensland prawn farms (farms 1
and 2) in June 2024, subject to a number of
conditions precedent which have been satisfied
subsequent to balance date.
Farm 1 and 2 assets (collectively a disposal
group) have been classified as non-current
assets held for sale as at 30 June 2024.
This has been assessed as a key audit matter
due to its material nature and effect on the
presentation of the Group’s financial statements.
Our audit procedures included, amongst others:
Obtaining an understanding and evaluating the
design and implementation of the relevant
controls associated with classification and
measurement of non-current assets held for
sale;
Reading and obtaining an understanding of the
legal agreements giving effect to the sale
transaction;
Confirming that the criteria for classification of
farm 1 and 2 assets as held for sale under
AASB 5 Non-current Assets Held for Sale and
Discontinued Operations were satisfied as at 30
June 2024;
Testing the completeness and accuracy of the
listing of assets identified by management as
belonging to the disposal group;
Assessing whether the disposal group was
correctly measured at the lower of its carrying
amount and fair value less costs to sell as at the
date of classification as held for sale.
Assessing the adequacy of disclosures in the
financial statements.
Valuation of biological assets
Refer to note 14
As at 30 June 2024, the group held $1,529,706
of biological assets. This balance comprises live
prawn crops of $1,329,706 carried at fair value
less estimated costs to sell, and prawn
broodstock of $200,000 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.
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 weight to historical actual
results achieved in previous harvests;
-
Comparison of average production costs
against actual historical costs;
-
Comparison of sales and costs to sell
assumptions against recent historical,
forecast, and actual post balance date sales
prices net of actual and forecast costs to
sell; and
-
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.
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.
Key Audit Matter
How our audit addressed the key audit matter
Valuation of non-current assets – Queensland Aquaculture
Refer to note 17
As at 30 June 2024 the carrying value of property,
plant and equipment for the Queensland
Aquaculture cash-generating unit (CGU) was
$10,307,267. This carrying value excludes those
assets which have been presented as held-for-sale.
Management has identified an indicator of
impairment relating to the Queensland aquaculture
CGU as at 30 June 2024. In response, management
assessed the recoverable amount of the CGU using
the Fair Value Less Cost of Disposal (FVLCD) of the
CGU.
FVLCD was derived from independent valuations of
CGU assets. Significant judgement was applied by
management 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 the key assumption used as the basis for
valuation of all assets integral to
Queensland aquaculture operations.
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 objectivity
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;
Assessing possible movements in the
expert’s valuation between the effective
date of the valuation and the balance date;
Reperforming the impairment calculation;
and
Assessing the adequacy of the disclosures
in the financial statements.
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 2024, 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.
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.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of:
(a) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001; and
(b) the consolidated entity disclosure statement that is true and correct in accordance with the
Corporations Act 2001; and
(c) for such internal control as the directors determine is necessary to enable the preparation of:
(i) the financial report (other than the consolidated entity disclosure statement) that gives a true and fair
view and is free from material misstatement, whether due to fraud or error; and
(ii) the consolidated entity disclosure statement that is true and correct and is free of 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
have 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.
We communicate with the directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats
or safeguards applied.
From the matters communicated with the directors, we determine those matters that were of most significance
in the audit of the financial report of the current period and are therefore the key audit matters. We describe
these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a matter should not be communicated in our report
because the adverse consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included on pages 6 to 13 of the directors’ report for the year
ended 30 June 2024. In our opinion, the Remuneration Report of Seafarms Group Limited, for the year ended
30 June 2024, complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an
opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing
Standards.
PITCHER PARTNERS
DANIEL COLWELL
Partner
Brisbane, Queensland
29 August 2024
Seafarms Group Limited
Shareholder information
30 June 2024
58
The shareholder information set out below was applicable as at 31 July 2024.
Distribution of equitable securities
Analysis of number of equitable security holders by size of holding:
Ordinary shares
Options over ordinary shares
% of total
% of total
Number
shares
Number
shares
of holders
issued
of holders
issued
1 to 1,000
258
-
-
-
1,001 to 5,000
463
0.03
-
-
5,001 to 10,000
736
0.12
-
-
10,001 to 100,000
2,496
2.20
-
-
100,001 and over
1,744
97.65
-
-
5,697
100.00
-
-
Holding less than a marketable parcel
4,685
4.77
-
-
Equity security holders
Twenty largest quoted equity security holders
The names of the twenty largest security holders of quoted equity securities are listed below:
Ordinary shares
% of total
shares
Number held
issued
1 Mutual Trust Pty Ltd
952,347,727
19.69
2 Avatar Industries Pty Ltd (HIN)
636,422,064
13.16
3 Avatar Finance Pty Ltd
312,727,273
6.47
4 Nippon Suisan Kaisha Ltd
283,230,208
5.86
5 Avatar Industries Pty Ltd
245,791,047
5.08
6 Gabor Holdings Pty Ltd (The Tricorp A/C)
197,230,722
4.08
7 UBS Nominees Pty Ltd
162,681,098
3.36
8 Rubino Group Pty Ltd Rubino Group A/C
114,546,091
2.37
9 Perpetual Corporate Trust Limited Pastoral Dev Cattle A/C
90,909,091
1.88
10 Fifty Second Celebration Pty Ltd JC McBain Family A/c
81,048,296
1.68
11 Pinnacle Superannuation P/L PJF S/F A/C
40,462,120
0.84
12 Thirty Fifth Celebration Pty Ltd JC McBain Super Fund A/c
40,000,000
0.83
13 Narrow Lane Pty Ltd Super Fund A/C
33,045,683
0.68
14 Mr Robert Scott Wynd
27,411,036
0.57
15 Ace Property Holdings Pty Ltd
24,600,000
0.51
16 Wilbow Group Pty Ltd Wilbow Group A/C
23,636,364
0.49
17 Permfast Pty Limited Heyworth Super Fund A/C
23,094,553
0.48
18 Mr Xi Yu Zhang
22,798,226
0.47
19 Wilbow Group Pty Ltd
21,718,368
0.45
20 Gabor Holdings Pty Ltd
21,016,472
0.43
3,354,716,439
69.38
Unquoted equity securities
There are no unquoted equity securities.
Seafarms Group Limited
Shareholder information
30 June 2024
59
Substantial holders
Substantial holders in the Company are set out below:
Ordinary shares
% of total
shares
Number held
issued
Gabor Holdings Pty Ltd
1,714,864,377
35.46
Janet Heather Cameron
952,347,727
19.69
Voting rights
The voting rights attached to ordinary shares are set out below:
Ordinary shares
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share
shall have one vote.
There are no other classes of equity securities.