Tempo Australia Limited
ABN 51 000 689 725
Consolidated Financial Statements
For the Year Ended 31 December 2020
TABLE OF CONTENTS
FOR THE YEAR ENDED 31 December 2020
DIRECTORS’ REPORT ........................................................................................................................................... 1
REMUNERATION REPORT – AUDITED................................................................................................................. 7
AUDITOR’S INDEPENDENCE DECLARATION ...................................................................................................... 13
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME ........................... 14
CONSOLIDATED STATEMENT OF FINANCIAL POSITION ................................................................................... 15
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY .................................................................................... 16
CONSOLIDATED STATEMENT OF CASH FLOWS ................................................................................................ 17
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ............................................................................... 18
DIRECTORS’ DECLARATION ............................................................................................................................... 49
INDEPENDENT AUDITOR’S REPORT .................................................................................................................. 50
CORPORATE DIRECTORY ................................................................................................................................... 56
Corporate Governance Statement
The Board is committed to achieving and demonstrating the highest standards of corporate governance. The Board continues to
refine and improve the governance framework and practices in place to ensure they meet the interests of shareholders. Tempo
complies with the Australian Securities Exchange (ASX) Corporate Governance Council’s Corporate Governance Principles and
Recommendations (the Principles).
DIRECTORS’ REPORT
DIRECTORS’ REPORT
The Directors present this report together with
the financial report of the consolidated entity
consisting of Tempo Australia Limited (Tempo)
and the entities it controls, for the financial year
ended 31 December 2020 and the auditor’s
report thereon.
DIRECTORS
The following persons were directors of Tempo
during the financial year and up to the date of
this report, unless otherwise stated:
Guido Belgiorno-Nettis
William Howard
Charles Rottier
Christopher Cook (Appointed on 19 March 2021)
David Iverach (Resigned on 4 March 2021)
PRINCIPAL ACTIVITIES
During the financial year the continuing activities
of the consolidated entity consisted of:
• Asset management and maintenance,
• Construction across
the
infrastructure,
resources, power,
telecommunications,
and
renewable
commercial sectors. As evidenced by the
results there has been limited opportunity in
the past year.
industrial
energy,
REVIEW OF OPERATIONS & RESULTS
The net profit after tax for this year was $229K,
an increase from the loss ($19,964K) last year.
Full year revenue in FY2020 was $30,124K down
from $52,944K last year, which was result of the
COVID-19 pandemic and
completion of
construction projects.
The group had a Net Assets value of $9,569K at
the year end, with a cash balance of $6,637K.
The cash receipts for the year are inclusive of
$2,299K from the Job Keeper program, $200K
1
from Cash Boost and $158K Payroll tax refund
from Victoria and Queensland.
The Strategy for Tempo Asset Management
Services (TAMS) is to remain focused on long
term electrical maintenance contracts while
expanding into facilities management services.
The expansion of services will initially be through
existing customers where TAMS can use its
customer knowledge and experience to provide
a broader service offerings. The current
customer base
is predominately blue chip
Corporates and Government Agencies. Tempo
has a number of opportunities in the TAMS
pipeline, but nothing to advise the market on at
the current time. It is a difficult market in
maintenance which is still seeing the effects of
in
the Pandemic on our clients resulting
uncertain client investment time frames.
Tempo remains interested in Engineering and
Construction opportunities, which are filtered
using Tempo’s Risk Appetite Matrix before
progressing with a bid. The construction and
engineering market continues to be extremely
difficult. Tempo continues to look at expanding
our activities in renewable energy, and as
outlined previously, is focussed on opportunities
in
The
available technologies in the renewable sector
are quite diverse and progress slow due to the
impacts of the Pandemic. The development
horizon for the application of new technology in
renewable energy opportunities is expected to
extend into next financial year.
technology based
infrastructure.
Since Year End Tempo finalised its construction
activities
from 2020 and now has no
Construction Bonds outstanding.
FUTURE DEVELOPMENTS AND EVENTS
AFTER THE REPORT PERIOD
The Board of Tempo has and will continue to
address the potential effect of the Corona Virus
INSURANCE OF
INDEMNIFICATION AND
DIRECTORS, OFFICERS AND AUDITORS
For the year ended 31 December 2020, Tempo
continued to indemnify Directors and Officers of
Tempo against all liabilities to persons (other
than Tempo or related body corporate) which
arise out of the performance of their normal
duties as Directors or Executive Officers unless
the liability relates to conduct involving lack of
good faith.
liability
Tempo also continues to indemnify the Directors
and Executive Officers against all costs and
expenses incurred in defending an action that
falls within the scope of the indemnity. The
Directors’ and Officers’
insurance
provides cover against costs and expenses
involved in defending legal actions and any
resulting payments arising from a liability to
persons (other than Tempo) incurred in their
position as a Director or Executive Officer unless
the conduct involves a wilful breach of duty or an
improper use of inside information or position to
gain advantage.
The insurance policy does not allow specific
disclosure of the nature of the liabilities insured
against or the premium paid under the policy.
PROCEEDINGS ON BEHALF OF THE
CONSOLIDATED ENTITY
No person has applied for the leave of Court to
bring proceedings on behalf of the consolidated
entity.
DIRECTORS’ REPORT
on the business. Tempo will continue to receive
Job Keeper through to March 2021. The reduced
in FY20
impact of Corona virus
revenue
continues to effect Company performance.
We have implemented a program of ongoing
WHS initiatives, procedures and protocols to
maximise the safety of our staff, customers, and
members of the public. Our current success in
this area has reduced our LTIFR from over 8 to nil
over the past year.
We are in regular contact with our key clients to
see if there are any additional services we can
deliver given that our people are already at their
sites.
The Board and Management review business
levels consistently and will continue to address
costs and reductions in working capital where
possible.
We continue to fulfill our continuous disclosure
obligation and provide updates if and when
necessary.
ENVIRONMENTAL
PERFORMANCE
During 2020
accreditations for:
REGULATION
AND
the Group maintained
its
1. Quality management system to
ISO
9001;
2. Environment management system to
ISO 14001:2015; and
3. Occupational
health
certification to ISO AS/NZS4801:2001.
and
safety
DIVIDENDS PAID, RECOMMENDED AND
DECLARED
No dividends were paid, declared, or
recommended since the start of the financial
year.
2
DIRECTORS’ REPORT
INFORMATION ON DIRECTORS AND COMPANY SECRETARY
The directors of Tempo during the financial year and up to the date of this report are provided below,
together with Company Secretary.
MR GUIDO BELGIORNO-NETTIS AM – NON-EXECUTIVE CHAIRPERSON
BE MBA, FIEAust
Appointment:
Experience
and
Expertise:
Appointed as Non-Executive Chairman 11 July 2019
Appointed as Executive Chairman 29 April 2019
Appointed as Non-Executive Director 22 December 2016
Guido is Managing Director of the private company, Transfield Holdings Pty Ltd, which
changed business focus in 2001 from Engineering and Construction to private equity.
Leading up to this change, Guido held a number of key positions within the Transfield
Group, including Managing Director, CEO Transfield Engineering and Construction, and
Project Development Director. In 2015 he founded Angophora Capital Pty Ltd.
Guido is Chairperson of the Australian Chamber Orchestra, and a Member of the
Australian School of Business Advisory Council. He was named a Member of the Order
of Australia in 2007 for service to the construction industry and the arts. He holds a
Bachelor of Engineering from UNSW and an MBA from AGSM and is a Fellow of
Engineers Australia.
Guido is currently a member of the Group’s Nominations and Remuneration
Committee; the HSE Committee and the Audit & Compliance Committee. During his
appointment as a Non-Executive Director, but prior to his appointment as Non-
Executive Chairperson, Guido was the Chairperson of the Group’s Risk, HSE and
Commercial Committee and a member of the Nominations and Remuneration
Committee and the Audit & Compliance Committee.
Directorships:
Current directorships in other listed companies: None
Directorships in listed companies in the last three years: None
MR WILLIAM HOWARD – EXECUTIVE DIRECTOR, CFO AND COMPANY SECRETARY
BFinAdmin
Appointment:
Experience
and
Expertise:
Appointed as Executive Director 15 August 2019
William brings significant experience to these roles having recently served for three
years as the CFO of a Financial Services company in Western Sydney where he,
realigned financial systems, operations and reporting. William also managed the due
diligence processes for interested parties on potential acquisitions.
Prior to this, William had performed the role of General Manager Finance to a mining
services business in the Hunter Valley, whilst managing and operating his own
labour hire company. The preceding decade saw William as Regional Operations
Manager at AJ Lucas and previous to that with Lahey Constructions Pty Ltd as General
Manager Finance.
William holds a Bachelor of Financial Administration and is a qualified Accountant.
Directorships:
Current directorships in other listed companies: None
Directorships in listed companies in the last three years: None
3
DIRECTORS’ REPORT
MR CHARLES ROTTIER – NON-EXECUTIVE DIRECTOR
BE (Hons), GAICD and FIEAust
Appointment:
Experience
and
Expertise:
Appointed as Non-Executive Director 18 March 2020
Charles is an experienced executive and director with significant experience in
engineering, construction and maintenance services companies.
Charles has experience working in Australia, New Zealand, Papua New Guinea,
Singapore, Thailand, Malaysia, China and the United Kingdom. Management
responsibilities include full P&L responsibility for Australian and International business
units, managing due diligence and integration of acquisitions and establishing new
business opportunities for both stand-alone businesses and significant joint ventures.
Until recently he was Chairman of LogiCamms. He is currently Chair of the Future Fuels
CRC and has previously held the roles of CEO of Austin Engineering Limited and EGM
Engineering and Construction at Transfield Services. Charles is the current Chairperson
of the Group’s HSE Committee.
Directorships:
Current directorships in other listed companies: None
Directorships in listed companies in the last three years: Chairman of LogiCamms from
July 2019 to February 2020, Director of LogiCamms September 2017 to June 2019
MR CHRISTOPHER COOK – NON-EXECUTIVE DIRECTOR
BSc (Hons), MBA
Appointment:
Experience
and
Expertise:
Appointed as Non-Executive Director on 19 March 2021
Appointed as Alternate Non-Executive Director to David Iverach and Guido Belgiorno-
Nettis on 26 November 2020
Chris is currently the Chief Executive Officer for Angophora Capital and serves as an
investment advisor to Transfield Holdings. Chris has been involved in a number of
water, telecommunication and renewable projects in Australia, Europe, USA and the
Middle East. Chris served on the Advisory Board of Novatec Solar GmbH and remains
on the Operations Committee for the Sydney Harbour Tunnel and Investment
Committee for Transfield Holdings.
Directorships:
Current directorships in other listed companies: None
Directorships in listed companies in the last three years: None
DR DAVID IVERACH – NON-EXECUTIVE DIRECTOR
BE (Hons), Grad Dip Fuel Technology, PhD
Resignation:
Experience
and
Expertise:
Resigned as Non-Executive Director 4 March 2021
David has over 45 years’ experience at the executive level in the public and private
sectors and has served on several boards.
David’s time at Transfield included a broad range of strategic and operational positions.
He played a leading role in the formation of several Transfield businesses and projects,
including the formation of Transfield Services as a standalone business unit and the
entry of Transfield into the renewable energy sector. Roles included Commercial
4
DIRECTORS’ REPORT
Director of Transfield Construction, CEO Energy, CEO Investments and Project Director
in the development phase of several large-scale infrastructure projects.
Prior to joining Transfield in 1990, David was Director General of Transport in the NSW
Government with oversight of rail, roads, ports, grain handling and public transport.
David is the current Chairperson of the Group’s Nominations and Remuneration
Committee and a member of the Audit & Compliance Committee.
Directorships:
Current directorships in other listed companies: None
Directorships in listed companies in the last three years: None
COMPANY SECRETARY
MR WILLIAM HOWARD – COMPANY SECRETARY
BFinAdmin
Appointment:
Experience
and
Expertise:
Appointed as Executive Director 15 August 2020 and Company Secretary 15 July 2020
William brings significant experience to both these roles having served for the past
three years as the CFO of a Financial Services company in Western Sydney where he,
realigned financial systems, operations and reporting. William also managed the due
diligence processes for interested parties on potential acquisitions.
Prior to this, William had performed the role of General Manager Finance to a mining
services business in the Hunter Valley, whilst managing and operating his own
labour hire company. The preceding decade saw William as Regional Operations
Manager at AJ Lucas and previous to that with Lahey Constructions Pty Ltd as General
Manager Finance.
William holds a Bachelor of Financial Administration and is a qualified Accountant.
Directorships:
Current directorships in other listed companies: None
Directorships in listed companies in the last three years: None
MEETINGS OF DIRECTORS
The number of meetings of the Board of Directors and of each Board committee held during the financial
year and the numbers of meetings attended by each director were:
5
HeldAttendedHeldAttendedHeldAttendedHeldAttendedGuido Belgiorno-Nettis1111221133William Howard1111221133David Iverach1111221133Charles Rottier199000055Christopher Cook²11000000Nomination and Remuneration CommitteeRisk, HSE and Commercial Committee1. Charles Rottier was appointed as Non-Executive Director on 18 March 2020Directors’ MeetingsAudit and Compliance Committee2. Christopher Cook was appointed as Alternate Non-Executive Director for David Iverach and Guido Belgiorno-Nettis on 26 November 2020 and appointed as Non-Executive Director on 19 March 2021
DIRECTORS’ REPORT
DIRECTORS’ INTERESTS IN SHARES AND RIGHTS OVER SHARES
Current directors’ relevant interests in shares of Tempo or options over shares in Tempo at the date of this
report are detailed below.
AUDITORS’ INDEPENDENCE DECLARATION
A copy of the auditors’ independence declaration in relation to the audit for the financial year is provided
within this financial report on page 12.
NON-AUDIT SERVICES
Fees paid to PKF (NS) Audit & Assurance Ltd Partnership for tax and consulting services to the Group totalled
$61,150.
SHARE OPTIONS
Unissued shares
As at the date of this report, there were no unissued ordinary shares under options.
Shares issued as a result of the exercise of options
During the financial year no options were exercised.
6
Guido Belgiorno-NettisWilliam HowardCharles RottierChristopher Cook 462,791 - 160,000 - - 2,800,000 83,322,371 3,324,246 Rights over ordinary sharesOrdinary Shares
REMUNERATION REPORT |AUDITED
REMUNERATION REPORT – AUDITED
REMUNERATION POLICIES
The Board policy for determining the nature and
amount of remuneration of Directors and
Executives is agreed by the Board of Directors as
a whole. The Board structures remuneration so
that it rewards those who perform and is
strongly aligned with Tempo’s strategic direction
and the creation of value to shareholders. The
performance of Tempo depends on the quality of
its employees. To grow, Tempo must attract,
motivate, and retain skilled employees, which
includes the Directors and Executives. To this
end, Tempo utilises the principles of providing
competitive rewards to attract and retain high
calibre executives.
the
and
remuneration
executives, the Board takes into consideration
the performance of the Group, operation,
function, and geographic regions as well as that
of the individual. The Board obtains professional
advice where necessary to ensure that Tempo
attracts and retains talented and motivated
Directors and Employees who can enhance
Tempo’s
their
contributions and leadership.
In determining
employees
performance
levels of
through
and
variable
For Executives, Tempo provides a remuneration
package that incorporates both fixed cash-based
remuneration
remuneration
consisting of short and long-term incentive
opportunities, that may include, performance-
based cash remuneration and share-based
remuneration. Directors received fixed fees for
their services. The contracts for service between
Tempo and Directors and Executives are on a
continuing basis, the terms of which are not
expected to change in the immediate future
aside from normal negotiations on contracts as
they approach their conclusion and the normal
annual review processes.
No remuneration consultants were engaged
during the year.
7
Short-Term Incentive Plan (STIP)
For second tier Key Management Personnel
(KMP), a Short-Term Incentive Plan (STIP) has
been developed which enables eligible members
to a cash bonus, based on annual performance
of Tempo against a range of metrics and at the
discretion of the Board. These targets include
performance against financial metrics such as
profitability, cash flow, overhead costs, and
targets, such as
order
strategic positioning, investor engagement and
management team development; operational
metrics such as audit performance, system
development and reporting; Risk and HSE
targets.
leadership
intake;
Long-Term Incentive Plan (LTIP)
A Long-Term Incentive Plan (LTIP) has also been
developed which will grant eligible employees to
performance rights in Tempo. Any issue (at the
discretion of the Board) under the LTIP would
likely be subject to vesting over the following
three years subject to performance of the Total
Shareholder Returns (TSR) of Tempo versus the
ASX300 over the vesting. The TSR is chosen to
embed shareholder interests directly into the
remuneration structure. Nil rights were vested
during the year 2020. There were 12M
performance rights cancelled and additional
5.9M performance rights granted to senior
executives in 2020 due to the dilutionary impact
of the rights issue completed by Tempo in
December 2019.
Non-Executive Director Remuneration
Non-executive Directors receive fees and may
also receive a share-based remuneration. Tempo
determines
for
the maximum
remuneration, including thresholds for share-
based remuneration, for Directors by resolution.
ASX listing rules require the aggregate Non-
be
executive
determined periodically by a general meeting.
remuneration
Director’s
amount
REMUNERATION REPORT |AUDITED
Voting and comments made at Tempo’s 22 May
2020 Annual General Meeting (‘AGM’)
At the last AGM held on 22 May 2020, 99.7% of
the votes received supported the adoption of the
remuneration report for the year ended 31
December 2019. Tempo did not receive any
specific feedback at the AGM regarding its
remuneration practices.
DIRECTORS’ COMPENSATION
The directors during the year ended 31 December 2020 were:
Guido Belgiorno-Nettis
Executive Chairman
-
-
-
Appointed as Non-Executive Chairman 11 July 2019
Appointed as Executive Chairman 29 April 2019
Appointed as Non-Executive Director 22 December 2016
William Howard
Executive Director
-
-
Appointed as Executive Director 15 August 2019
Appointed as Chief Financial Officer and Company Secretary 15 July 2019
David Iverach
Non-Executive Director
Charles Rottier
Non-Executive Director
-
Appointed as Non-Executive Director 18 March 2020
-
Appointed as Non-Executive Director 10 December 2018
Christopher Cook
Alternate Non-Executive Director for David Iverach and Guido Belgiorno-Nettis
-
Appointed as Alternate Non-Executive Director for David Iverach and Guido
Belgiorno-Nettis 26 November 2020
- David Iverach resigned as Non-Executive Director 4 March 2021
-
Chris Cook appointed as Non-Executive Director on 19 March 2021
EXECUTIVES’ COMPENSATION
Other key management personnel during the year ended 31 December 2020 were:
Paul Dalgleish
Chief Executive Officer
-
Appointed as Chief Executive Officer 15 July 2019
John Cuffe
Executive General Manager TAMS
-
Appointed as Executive General Manager TAMS 15 April 2020
8
REMUNERATION REPORT |AUDITED
DIRECTORS AND KMP REMUNERATION FOR THE YEARS ENDED 31 DECEMBER 2020 AND 31
DECEMBER 2019
9
Post-employmentTermination paymentsTotal remunerationPerformance relatedSalary & FeesNon monetary benefitsSuper- annuationLong service leaveAnnual leaveShare OptionsPerformance Rights(%)202047,667-------47,6670%201916,601-------16,6010%2020340,000-26,030-22,813-7,699-396,5422%2019127,916-10,396-10,401-3,586-152,3002%202038,768-3,683-----42,4510%201914,846-1,410-----16,2560%202042,215-------42,2150%2019---------2020---------2019---------2020360,0005,65822,273-18,148-(415,769)-(9,691)4290%2019168,000-10,501-12,693-483,478-674,67172%2020206,346-16,67515,849---238,8700%2019---------2020---------2019303,026-16,493---(25,147)26,320320,692-8%2020---------2019171,318-12,970-----184,2880%2020---------20193,848-325-----4,1730%20201,034,9965,65868,661-56,810-(408,070)-758,0542019805,554-52,097-23,094-461,91726,3201,368,981John Cuffe ⁷Ian Lynass⁸Scott Macdonald⁹7. John Cuffe was appointed as Executive General Manager TAMS on 15 April 2020Christopher Cook⁵5. Christopher Cook was appointed as Alternate Non-Executive Director for David Iverach and Guido Belgiorno-Nettis on 26 November 2020 and appointed as Non-Executive Director on 19 March 20212. William Howard was appointed as Chief Financial Officer and Company Secretory on 15 July 2019, as Executive Director on 15 August 20193. David Iverach retired as Alternate Non-Executive Director to Guido Belgiorno-Nettis on 21 March 2018, was appointed Non-Executive Director on 10 December 2018 and resigned as Non-Executive Director on 4 March 2021.Ian Widdicombe¹⁰1. Guido Belgiorno-Nettis was appointed as Non-Executive Director on 22 December 2016, Executive Chairmann on 29 April 2019 and Non-Executive Chairman on 11 July 2019TOTAL DIRECTORS AND KMPLong-term benefitsShare-based paymentsPaul Dalgleish⁶David Iverach3Charles Rottier⁴Guido Belgiorno-Nettis1William Howard2Short-term benefitsPlease note that the comparatives have been restated for the classification of annual leave as a long-term benefit in line with accounting policy4. Charles Rottier was appointed as Non-Executive Director on 18 March 20206. Paul Dalgleish was appointed as Chief Executive Officer on 15 July 20198. Ian Lynass resigned as Managing Director on 29 April 2019 and resigned as Non-Executive Director on 16 August 20199. Scott Macdonald resigned as Chief Financial Officer and Company Secretary on 17 April 201910. Ian Widdicombe resigned on 03 April 2019
REMUNERATION REPORT |AUDITED
SHAREHOLDING OF KMP
Shares held in Tempo.
RIGHTS HOLDING OF KMP
The number of rights over ordinary shares in the parent entity held during the financial year by each
Director and other members of key management personnel of the consolidated entity, including their
personally related parties is set out below.
10
Balance 1 January 2020Balance at appointment as KMPIssued on exercise of performance rightsNet change other #Balance 31 December 2020Guido Belgiorno-Nettis183,322,371---83,322,371William Howard2324,246--3,000,0003,324,246David Iverach36,845,216---6,845,216Charles Rottier4---100,000100,000Christopher Cook⁵462,791---462,791Paul Dalgleish⁶---17,100,00017,100,000John Cuffe ⁷-----TOTAL 90,954,624--20,200,000111,154,6245. Christopher Cook was appointed as Alternate Non-Executive Director for David Iverach and Guido Belgiorno-Nettis on 26 November 2020 and appointed as Non-Executive Director on 19 March 20216. Paul Dalgleish was appointed as Chief Executive Officer on 15 July 20197. John Cuffe was appointed as Executive General Manager TAMS on 15 April 20203. David Iverach retired as Alternate Non-Executive Director to Guido Belgiorno-Nettis on 21 March 2018, was appointed Non-Executive Director on 10 December 2018 and resigned as Non-Executive Director on 4 March 2021.# These movements represent on-market purchase of shares during the year by the respective KMPs.Includes shares held directly, indirectly and beneficially by KMP.1. Guido Belgiorno-Nettis was appointed as Non-Executive Director on 22 December 2016, Executive Chairmann on 29 April 2019 and Non-Executive Chairman on 11 July 20192. William Howard was appointed as Chief Financial Officer and Company Secretory on 15 July 2019, as Executive Director on 15 August 20194. Charles Rottier was appointed as Non-Executive Director on 18 March 2020Balance at the start of the year ᵅGranted as remuneration ᵇRights cancelled ᶜRights forfeitedBalance at the end of the yearVested at end of yearVested and exercisable at end of yearVested and exercisable at end of yearWilliam Howard2,000,000800,000--2,800,000---Paul Dalgleish24,000,0005,100,000(12,000,000)-17,100,000---TOTAL26,000,0005,900,000(12,000,000)-19,900,000---a. The performance rights were granted at employment commencement and accordingly ongoing performance conditions were set as this was issued as a sign on bonus. The performance rights granted are subject to continued employment over five years of service.c. Perfomance rights cancelled and replaced with Loan funded sharesb. Additional performance rights granted to senior executives in 2020 due to the dilutionary impact of the rights issue completed in December 2019
REMUNERATION REPORT |AUDITED
PERFORMANCE RIGHTS AWARDED, VESTED AND LAPSED DURING THE YEAR
The table below discloses the number of performance rights granted, vested, or lapsed during the year.
ADDITIONAL INFORMATION
The earnings of the consolidated entity for the five years to 31 December 2020 are summarised below:
DIRECTOR AND KMP AGREEMENTS
Tempo currently has service agreements with its Executive and Non-executive Directors. The agreements
detailing the formal terms and conditions of the appointment, expected time commitment, procedure
regarding conflicts of interest, performance appraisal, remuneration, superannuation, and insurance
arrangements. Tempo Constitution governs the election and appointment of directors, rotation of elected
directors, casual vacancies, and eligibility for election. The terms and entitlements of Non-executive
Directors are governed by normal employment law.
The following summarises the key provisions of service agreements with executives:
Name:
Title:
Agreement commenced:
Remuneration revised: 01 May 2020
Details:
Guido Belgiorno-Nettis
Non-Executive Director
22 December 2016
$85,000 adjusted to $64,000 [Covid Adjustment] per annum inclusive of
superannuation (if applicable)
Name:
Title:
Agreement Commenced:
Remuneration revised: 01 May 2020
Agreement ended: 4 March 2021
Details:
David Iverach
Non-Executive Director
10 December 2018
$65,000 adjusted to $52,000 [Covid adjustment] per annum inclusive of
superannuation (if applicable)
11
Financial year grantedNumber of Rights GrantedGrant dateFair value per right at award date ($)Vesting dateExpiry dateNo. vested during yearNo. forfeited during yearValue of rights vested during the year ($)William Howard2020800,0005/02/20 0.02 14/07/24---Paul Dalgleish20205,100,0005/02/20 0.01 14/07/24---20202019201820172016$'000$'000$'000$'000$'000Revenue and other income (excluding interest income)30,42853,21741,69118,11481,142EBITDA776(2,683)(5,400)(1,794)6,393EBIT229(14,645)(6,039)(2,397)6,201Profit/(Loss) after income tax229(19,964)(5,648)(1,047)5,455Share price at financial year end ($)0.0610.0490.1450.2400.230Total dividends declared (cents per share)-----Basic earning/(loss) per share (cents per share)0.065(8.020)(2.344)(0.435)2.713The factors that are considered to affect total shareholders return ('TSR') are summarised below
REMUNERATION REPORT |AUDITED
Name:
Title:
Agreement commenced:
Terms of agreement:
Details:
William Howard
Executive Director
15 July 2019
Permanent full time
Base salary of $295,000 per annum plus superannuation. Six months
termination notice by either party, STI up to 40% and performance rights
subject to the satisfaction of specified milestones and performance
criteria (both individual and company).
Name:
Title:
Agreement commenced:
Details:
Name:
Title:
Agreement commenced:
Details:
Charles Rottier
Non-Executive Director
18 March 2020
$65,000 adjusted to $52,000 [Covid adjustment] per annum inclusive of
superannuation (if applicable)
Christopher James Cook
Non-Executive Director
19 March 2021
$65,000 adjusted to $52,000 [Covid adjustment] per annum inclusive of
superannuation (if applicable)
Tempo has non-fixed term employment contracts with its Executives. The contracts detail the formal terms
and conditions of the employment.
Name:
Title:
Agreement commenced:
Terms of agreement:
Details:
Name:
Title:
Agreement commenced:
Terms of agreement:
Details:
Paul Dalgleish
Chief Executive Officer
15 July 2019
Permanent full time
Base salary of $360,000 per annum plus superannuation. Six months
termination notice by either party, performance rights subject to the
satisfaction of specified milestones and performance criteria of Tempo.
John Cuffe
Executive General Manager TAMS
15 April 2020
Permanent full time
Base salary of $290,000 per annum plus superannuation. Six months
termination notice for the first twelve-month period, reducing to three
months after the initial twelve-month term.
Signed in accordance with a Resolution of the Directors.
William Howard
Executive Director, Chief Financial Officer and Company Secretary
Date: 31 March 2021
12
AUDITOR’S INDEPENDENCE DECLARATION
AUDITOR’S INDEPENDENCE DECLARATION
13
TEMPO AUSTRALIA LTD AND CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2020
14
Note2020$'0002019$'000Revenue430,12452,944Other income4304273Revenue and other income30,42853,217Employee and director benefits expense610,42319,487Administration costs1,0261,332Occupancy costs320408Depreciation and amortisation 12, 131,1601,399Other expenses573394Project material costs5,01310,611Equipment and other subcontractor costs11,52122,634Listing and other statutory charges9794Interest and finance charges164198Other professional expenses355940Impairment expense12, 13, 144710,365Total expenses30,19967,862Profit/(Loss) before income tax expense229(14,645)Income tax (credit) / expense7-(5,319)Profit/(Loss) attributable to the members of the parent229(19,964)Other comprehensive income--Total comprehensive Profit/(Loss)229(19,964)Net Profit/(Loss) attributable to members of the parent entity229(19,964)Profit/(Loss) per shareBasic Profit/(Loss) – cents per share210.06(8.02)Diluted Profit/(Loss) – cents per share210.06(8.02)The accompanying notes from part of these financial statements.Consolidated entity
TEMPO AUSTRALIA LTD AND CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2020
15
Note2020$'0002019$'000CURRENT ASSETSCash and cash equivalents86,6377,340Trade and other receivables92,75410,439Contract assets102,1631,016Inventories11166505Other assets424461Total current assets12,14419,761NON-CURRENT ASSETSPlant and equipment122,4593,338Other assets (non current)804-Total non-current assets3,2633,338Total assets15,40723,099CURRENT LIABILITIESTrade and other payables162,53310,443Interest bearing loans and borrowings ©171,0341,285Provisions 18942805Total current liabilities4,50912,533NON-CURRENT LIABILITIESInterest bearing loans and borrowings (nc)171,2501,948Provisions (nc) 1879118Total non-current liabilities1,3292,066Total liabilities5,83814,599Net assets 9,5698,500EQUITYContributed equity 1984,84284,056Share option reserve191,6342,042Accumulated losses(76,907)(77,598)Total equity9,5698,500The accompanying notes from part of these financial statements.Consolidated entity
TEMPO AUSTRALIA LTD AND CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2020
16
Contributed equityAccumulated lossesShare Option ReserveTotal equityNote$'000$'000$'000$'000At 1 January 201980,341(57,636)1,58024,285Loss for the year-(19,962)-(19,962)Other comprehensive income----Total comprehensive loss -(19,962)-(19,962)Share issues3,915--3,915Share based payments--495495Reversal of unvested options--(33)(33)Cost of share raising(200)--(200)At 31 December 201984,056(77,598)2,0428,500At 1 January 202084,056(77,598)2,0428,500Profit for the year-229-229Other comprehensive income----Total comprehensive profit -229-229Share issues804--804Share based payments--5454Transfer on the cancellation of performance rights-462(462)-Cost of share raising(18)--(18)At 31 December 202084,842(76,907)1,6349,569The accompanying notes from part of these financial statements.
TEMPO AUSTRALIA LTD AND CONTROLLED ENTITIES
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2020
17
Note2020$'0002019$'000CASH FLOW FROM OPERATING ACTIVITIESReceipts from customers35,33051,652Payments to suppliers and employees(34,517)(50,441)Interest and finance charges paid(213)(198)Interest received4945Net cash generated by operating activities206491,058CASH FLOW FROM INVESTING ACTIVITIESProceeds from sale of property, plant and equipment43812Payments for property plant and equipment(103)(353)Net cash generated by /(used in) investing activities335(341)CASH FLOW FROM FINANCING ACTIVITIES(Raising costs)/proceeds from issue of equity instruments19(41)3,715Proceeds from borrowings17-16,415Repayment of borrowings17(1,646)(18,273)Net cash (used in) / generated by financing activities(1,687)1,857Net increase (decrease) in cash and cash equivalents(703)2,574Cash and cash equivalents at beginning of year7,3404,766Total cash and cash equivalents at the end of the year6,6377,340The accompanying notes from part of these financial statements.Consolidated entity
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
1
Corporate information
2.2 Change in accounting policy
The consolidated financial statements of Tempo
Australia Limited (Tempo) and
its subsidiaries
(collectively, the Group) were authorised for issue in
accordance with a resolution of the director’s 31
March 2021. Tempo is a for profit company limited
by shares, incorporated in Australia whose shares
are publicly traded on the Australian Stock
Exchange. Tempo’s registered office is c/o Company
Matters Pty Limited, Level 12, 680 George Street,
Sydney NSW 2000
The consolidated financial statements are present-
ed in Australian dollars which is the parent entity’s
functional and presentation currency.
The nature of the operations and principal activities
of the consolidated entity are described in the
Directors’ Report.
Rounding
The amounts contained in the financial report have
been rounded to the nearest $1,000 (where
rounding is applicable) where noted ($’000) under
the option available to Tempo under ASIC
Corporations
in Financial/Directors’
Reports) Instrument 2016/191. Tempo is an entity
to which this legislative instrument applies.
(Rounding
2
Significant accounting policies
Basis of preparation
The consolidated financial statements are general-
purpose financial statements, which have been
prepared in accordance with the requirements of
the Corporations Act 2001, Australian Accounting
authoritative
Standards,
pronouncements of the Australian Accounting
Standards Board (AASB).
other
and
New and amended accounting standards and
interpretations
amended
The consolidated entity has adopted all of the new
and
Accounting
or
Interpretations issued by the Australian Accounting
Standards Board ('AASB') that are mandatory for the
current reporting period.
Standards
Any new or amended Accounting Standards or
Interpretations that are not yet mandatory have not
been early adopted.
following Accounting
The
Interpretations are most
consolidated entity:
Standards
to
relevant
and
the
Conceptual Framework for Financial Reporting
(Conceptual Framework)
The consolidated entity has adopted the revised
Conceptual Framework from 1 January 2020. The
Conceptual Framework contains new definition and
recognition criteria as well as new guidance on
measurement that affects several Accounting
Standards, but it has not had a material impact on
the consolidated entity's financial statements.
New Accounting Standards and Interpretations not
yet mandatory or early adopted
Standards
Accounting
and
Australian
Interpretations that have recently been issued or
amended but are not yet mandatory, have not been
early adopted by the consolidated entity for the
annual reporting period ended 31 December 2020.
Management do not expect material impact to arise
for the consolidated entity from the future
application of these new or amended Accounting
Standards and Interpretations.
Basis of consolidation
The consolidated financial statements include the
financial position and performance of controlled
18
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
entities from the date on which control is obtained
until the date that control is lost.
liabilities, equity,
Intragroup assets,
income,
expenses and cashflows relating to transactions
between entities in the consolidated entity have
been eliminated in full for the purpose of these
financial statements.
Appropriate adjustments have been made to a
controlled entity’s financial position, performance,
and cash flows where the accounting policies used
by that entity were different from those adopted by
the consolidated entity. All controlled entities have
a 30 June financial year end.
A list of controlled entities is contained in Note 24 to
the financial statements.
Subsidiaries
Subsidiaries are all entities over which the parent
has control. Control is established when the parent
is exposed to or has rights to variable returns from
its involvement with the entity and has the ability to
affect those returns through its power to direct the
relevant activities of the entity.
Summary of significant accounting policies
a.
Current versus non-current classifications
The Group presents assets and liabilities in the
financial position based on a
statement of
current/non-current classification. An asset
is
current when it is:
• Expected to be realised or intended to be sold
or consumed in the normal operating cycle.
• Held primarily for the purpose of trading.
• Expected to be realised within twelve months
after the reporting period.
or
• Cash or cash equivalent unless restricted from
being exchanged or used to settle a liability for
at least twelve months after the reporting
period.
All other assets are classified as non-current.
19
A liability is current when:
•
•
•
It is expected to be settled in the normal
operating cycle.
It is held primarily for the purpose of trading.
It is due to be settled within twelve months
after the reporting period.
or
• There is no unconditional right to defer the
settlement of the liability for at least twelve
months after the reporting period.
The Group classifies all other liabilities as non-
current.
Deferred tax assets and liabilities are classified as
non-current assets and liabilities.
b.
Revenue from contracts with customers
from contracts with customers
Revenue
is
recognised when goods and services are transferred
to the customer at an amount that reflects the
consideration to which the Group expects to be
entitled in exchange for those goods and services.
The Group has generally concluded that it is the
principal in its revenue arrangements because it
typically controls the goods and services before
transferring them to the customer.
Maintenance and construction electrical services
The Group provides maintenance and construction
electrical services. The Group assesses each
contract to identify the performance obligations
and transaction price within the contract. The total
is allocated to performance
transaction price
obligations based on relative standalone selling
prices.
the
those
contracts where
customer
For
simultaneously receives and consumes the goods
and service provided by the Group; the Group’s
performance creates or enhances an asset that the
is created or
customer controls as the asset
enhanced; or work is performed on assets that have
no alternative use to the Group and the Group has
a right to payment for performance to date,
revenue is recognised over time. Where the criteria
to recognise revenue over time is not satisfied the
group recognises revenue at a point in time.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
If the consideration in the contract includes a
variable amount, typically for cost plus contracts or
contracts with a schedule of rates, the Group
estimates the amount of the consideration to which
it is entitled in exchange for transferring the goods
and services to the customer. The variable
consideration is estimated at contract inception and
constrained until
is highly probable that a
significant reversal of the cumulative revenue
recognised will not occur when the associated
uncertainty with the variable consideration
is
subsequently
resolved. Certain contracts are
subject to claims which are enforceable under the
contract. If the claim does not result in any
additional goods or services, the transaction price is
updated, and the claim accounted for as variable
consideration.
it
Where appropriate, the Group applies the variable
consideration allocation exception to allocate
variable consideration to distinct services in a
contract where the contract includes a series of
distinct services that form a single performance
obligation.
For other contracts where the Group has a right to
consideration
in an amount that corresponds
directly with the value to the customer of the
Group’s performance completed to date, the Group
utilised the practical expedient to recognise
revenue in the amounts to which the Group has a
right to invoice.
In all other cases, in recognising revenue over time,
the group applies an input method to measure the
Group’s
the
performance obligation by comparing costs
incurred to date, mainly labour and consumables, to
the total expected costs.
satisfying
progress
towards
Project fulfilment costs
Contract fulfilment costs are expensed as incurred
except where they generate or enhance resources
of the Group that will be used to satisfy future
performance obligations in which case, they are
capitalised and amortised over the course of the
contract.
20
Contract assets
A contract asset is the right to consideration in
exchange for goods or services transferred to the
customer. If the Group transfers goods or services
to a customer before
the customer pays
consideration or before payment is due, a contract
asset is recognised for the earned consideration. If
the Group’s right to an amount of consideration is
unconditional (other than the passage of time), the
contract asset is classified as a receivable.
of
significant
disclosures
The
accounting
judgements, estimates and assumptions relating to
from contracts with customers are
revenue
provided in Note 3.
c.
Government grants
Government grants are recognised where there is
reasonable assurance that the grant will be
received, and all attached conditions will be
complied with. When the grant relates to an
expense item, it is recognised as income on a
systematic basis over the periods that the related
costs, for which it is intended to compensate, are
expensed. When the grant relates to an asset, it is
recognised as income in equal amounts over the
expected useful life of the related asset.
When the Group receives grants of non-monetary
assets, the asset and the grant are recorded at
nominal amounts and released to profit or loss over
the expected useful life of the asset, based on the
pattern of consumption of the benefits of the
underlying asset by equal annual instalments.
During the year, the Group was entitled to receive
the Job Keeper payments, which had been
recognised as compensation to the employee
expenses.
d.
Income tax
income tax assets and
Current income tax
Current
liabilities are
measured at the amount expected to be recovered
from or paid to the taxation authorities. The tax
rates and tax laws used to compute the amount are
those that are enacted or substantively enacted at
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
the reporting date in the countries where the Group
operates and generates taxable income.
Current income tax relating to items recognised
directly in equity is recognised in equity and not in
the statement of profit or
loss. Management
periodically evaluates positions taken in the tax
in which
returns with respect to situations
applicable
to
interpretation and establishes provisions where
appropriate.
regulations are
subject
tax
Deferred tax
Deferred tax is provided using the full liability
balance sheet method on temporary differences
between the tax bases of assets and liabilities and
their carrying amounts for financial reporting
purposes at the reporting date.
Deferred tax liabilities are recognised for all taxable
temporary differences, except:
• When the deferred tax liability arises from the
initial recognition of goodwill or an asset or
liability in a transaction that is not a business
combination and, at the time of the transaction,
affects neither the accounting profit nor taxable
profit or loss.
In respect of taxable temporary differences
associated with investments in subsidiaries,
associates, and interests in joint arrangements,
when the timing of the reversal of the
temporary differences can be controlled and it
is probable that the temporary differences will
not reverse in the foreseeable future.
•
Deferred tax assets are recognised for all deductible
temporary differences, the carry forward of unused
tax credits and any unused tax losses. Deferred tax
assets are recognised to the extent that it is
probable that taxable profit will be available against
which the deductible temporary differences, and
the carry forward of unused tax credits and unused
tax losses can be utilised, except:
• When the deferred tax asset relating to the
deductible temporary difference arises from the
initial recognition of an asset or liability in a
transaction that is not a business combination
21
•
and, at the time of the transaction, affects
neither the accounting profit nor taxable profit
or loss.
In respect of deductible temporary differences
associated with investments in subsidiaries,
associates and interests in joint arrangements,
deferred tax assets are recognised only to the
extent that it is probable that the temporary
differences will reverse in the foreseeable
future and taxable profit will be available
against which the temporary differences can be
utilised.
The carrying amount of deferred tax assets is
reviewed at each reporting date and reduced to the
extent that it is no longer probable that sufficient
taxable profit will be available to allow all or part of
the deferred tax asset to be utilised. Unrecognised
deferred tax assets are re-assessed at each
reporting date and are recognised to the extent that
it has become probable that future taxable profits
will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at
the tax rates that are expected to apply in the year
when the asset is realised or the liability is settled,
based on tax rates (and tax laws) that have been
enacted or substantively enacted at the reporting
date.
Deferred tax relating to items recognised outside
profit or loss is recognised outside profit or loss.
Deferred tax items are recognised in correlation to
the underlying transaction either in OCI or directly
in equity.
Tax benefits acquired as part of a business
combination, but not satisfying the criteria for
separate recognition at that date, are recognised
subsequently if new information about facts and
circumstances change. The adjustment is either
treated as a reduction in goodwill (as long as it does
not exceed goodwill) if it reflects new information
obtained about facts and circumstances that exist at
the acquisition date that, if known, would have
affected the amount recognised at that date were
recognised during the measurement period or
recognised in profit or loss.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
The Group offsets deferred tax assets and deferred
tax liabilities if and only if it has a legally enforceable
right to set off current tax assets and current tax
liabilities and the deferred tax assets and deferred
tax liabilities relate to income taxes levied by the
same taxation authority on either the same taxable
entity or different taxable entities which intend
either to settle current tax liabilities and assets on a
net basis, or to realise the assets and settle the
liabilities simultaneously, in each future period in
which significant amounts of deferred tax liabilities
or assets are expected to be settled or recovered.
Tax consolidated group
Tempo and its wholly owned Australian resident
subsidiaries formed a tax consolidated group with
effect from 1 July 2005.
In addition to its own current and deferred tax
amounts, Tempo also recognises the current tax
liabilities (or assets) and deferred tax liabilities (or
assets) arising from unused tax losses and unused
tax credits assumed from controlled entities in the
tax consolidated group.
e.
Property, plant and equipment
Property, plant and equipment is carried at cost less
accumulated depreciation and any accumulated
impairment. In the event the carrying amount of
plant and equipment is greater than the estimated
recoverable amount, the carrying amount is written
down immediately to the estimated recoverable
amount and impairment losses are recognised
either in profit or loss or as a revaluation decrease if
the impairment losses relate to a re-valued asset. A
formal assessment of the recoverable amount is
made when impairment indicators are present.
The carrying amount of plant and equipment is
reviewed annually by the directors to ensure it is not
in excess of the recoverable amount from these
assets. The recoverable amount is assessed on the
basis of the expected net cash flows that will be
received
the asset’s employment and
subsequent disposal. The expected net cash flows
have been discounted to their present values in
determining recoverable amounts.
from
22
included
Subsequent costs are
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 consolidated entity and the cost of the item
can be measured reliably. All other repairs and
maintenance are recognised as an expense in the
statement of comprehensive income during the
financial period in which they are incurred.
Depreciation is provided on a straight-line basis and
diminishing-value basis over the asset’s useful life to
the consolidated entity commencing from the time
the asset
is held ready for use. Leasehold
improvements are depreciated over the shorter of
the unexpired period of the lease and the estimated
useful lives of the improvements.
The useful lives used are listed as below:
f.
Right of use assets
recognised at
right-of-use asset
A
the
is
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 consolidated entity 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
Asset ClassUseful liveFurniture and fixtures5 – 10 yearsComputer equipment4 yearsPlant & Equipment4 yearsMotor Vehicles6 yearsRight of Use1 – 3 years
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
to impairment or adjusted for any remeasurement
of lease liabilities.
The consolidated entity 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.
g.
Intangible assets
Intangible assets acquired separately are measured
on initial recognition at cost. The cost of intangible
assets acquired in a business combination is their
fair value at the date of acquisition. Following initial
recognition, intangible assets are carried at cost less
any accumulated amortisation and accumulated
impairment losses. Refer to Note 13 for further
details.
The useful lives of intangible assets are assessed as
either finite or indefinite.
life and assessed
Intangible assets with finite lives are amortised over
for
the useful economic
impairment whenever there is an indication that the
intangible asset may be impaired. The amortisation
period and the amortisation method for an
intangible asset with a finite useful life are reviewed
at least at the end of each reporting period. Changes
in the expected useful life or the expected pattern
of consumption of future economic benefits
embodied in the asset are considered to modify the
amortisation period or method, as appropriate, and
are treated as changes in accounting estimates. The
amortisation expense on intangible assets with
finite lives is recognised in the statement of profit or
loss in the depreciation and amortisation expense
category.
Intangible assets with indefinite useful lives are not
amortised but are tested for impairment annually at
the cash-generating unit level. The assessment of
indefinite life is reviewed annually to determine
whether the
life continues to be
supportable. If not, the change in useful life from
indefinite to finite is made on a prospective basis.
indefinite
An intangible asset is derecognised upon disposal
(i.e., at the date the recipient obtains control) or
where no future economic benefits are expected
from its use or disposal. Any gain or loss arising upon
derecognition of the asset (calculated as the
difference between the net disposal proceeds and
the carrying amount of the asset) is included in the
statement of profit and loss.
Intangible assets have been recognised relating to
the acquisition of customer contracts through
business combinations. These assets have been
measured at their fair value at the date of
acquisition and are amortised using the straight-line
method over periods of between 2.5 and 3 years.
h.
Goodwill
is carried at cost
Goodwill
less accumulated
impairment losses. Goodwill is calculated as the
excess of the sum of:
• The consideration transferred and any non-
controlling interest; and
• The acquisition date fair value of any previously
held equity interest over the acquisition date
fair value of net identifiable assets acquired in a
business combination.
i.
Financial instruments
Financial instruments are recognised initially on the
date
the
that the Group becomes party
contractual provisions of the instrument.
to
On initial recognition, all financial instruments are
measured at fair value plus transaction costs.
Financial assets
All recognised financial assets are subsequently
measured in their entirety at either amortised cost
or fair value, depending on the classification of the
financial assets.
Classification
On initial recognition, financial assets are measured
at amortised cost.
23
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
Financial assets are not reclassified subsequent to
their initial recognition unless the Group changes its
business model for managing financial assets.
The Group uses the presumption that an asset
which is more than 30 days past due has seen a
significant increase in credit risk.
Amortised cost
Assets measured at amortised cost are financial
assets where:
•
•
the business model is to hold assets to collect
contractual cash flows; and
the contractual terms give rise on specified
dates to cash flows are solely payments of
principal and interest on the principal amount
outstanding.
The Group's financial assets measured at amortised
cost comprise trade and other receivables and cash
and cash equivalents in the consolidated statement
of financial position.
Subsequent to initial recognition, these assets are
carried at amortised cost using the effective interest
rate method less provision for impairment.
Interest income, foreign exchange gains or losses
and impairment are recognised in profit or loss.
Gain or loss on derecognition is recognised in profit
or loss.
Impairment of financial assets and contract assets
Impairment of financial assets is recognised on an
expected credit loss (ECL) basis for the following
assets:
•
and
•
financial assets measured at amortised cost;
contract assets.
reasonable and
When determining whether the credit risk of a
financial assets has increased significant since initial
recognition and when estimating ECL,
the
Group considers
supportable
information that is relevant and available without
undue cost or effort. This includes both quantitative
and
analysis
based on the Group's historical experience and
informed credit assessment and including forward
looking information.
information
qualitative
and
The Group uses the presumption that a financial
asset is in default when:
•
•
the other party is unlikely to pay its credit
obligations to the Group
in full, without
recourse to actions such as realising security (if
any is held); or
the financial assets are more than 90 days past
due.
Credit losses are measured as the present value of
the difference between the cash flows due to the
Group in accordance with the contract and the cash
flows expected to be received. This is applied using
a probability weighted approach.
Trade receivables and contract assets
Impairment of trade receivables and contract
assets have been determined using the simplified
approach in AASB 9 which uses an estimation of
losses. The Group has
lifetime expected credit
determined the probability of non-payment of the
receivable and contract asset and multiplied this by
the amount of the expected loss arising from
default.
The amount of the impairment is recorded in a
separate allowance account with the loss being
recognised in other expense. Once the receivable is
determined to be uncollectable then the gross
the
carrying amount
associated allowance.
is written off against
Where the Group renegotiates the terms of trade
receivables due from certain customers, the new
expected cash flows are discounted at the original
effective interest rate and any resulting difference
to the carrying value is recognised in profit or loss.
Other financial assets measured at amortised cost
Impairment of other financial assets measured at
amortised cost are determined using the expected
credit loss model in AASB 9. On initial recognition of
the asset, an estimate of the expected credit losses
for the next 12 months is recognised. Where the
24
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
asset has experienced significant increase in credit
risk then the lifetime losses are estimated and
recognised.
its recoverable amount, the asset
exceeds
is
considered impaired and is written down to its
recoverable amount.
Financial liabilities
The Group measures all financial liabilities initially
at fair value less transaction costs, subsequently
financial liabilities are measured at amortised cost
using the effective interest rate method.
The financial liabilities of the Group comprise trade
payables, bank and other loans and lease liabilities.
j.
Inventories
Inventories are valued at the lower of cost and net
realisable value and are comprised entirely of
consumables.
Cost is determined on a FIFO basis of the direct costs
of materials. Inventories determined to be obsolete
or damaged are written down to net realisable
value.
Net realisable value is the estimated selling price in
the ordinary course of business, less estimated costs
of completion and the estimated costs necessary to
make the sale.
k.
Impairments of non-financial assets
Further disclosures relating to impairment of non-
financial assets are also provided in the following
notes:
•
•
Intangible assets - Note 13
Goodwill - Note 14
The Group assesses at each reporting date, whether
there is an indication that an asset may be impaired.
If any indication exists, or when annual impairment
testing for an asset is required, the Group estimates
the asset’s
recoverable amount. An asset’s
recoverable amount is the higher of an asset’s or
CGU’s fair value less costs of disposal and its value-
in-use. The recoverable amount is determined for
an individual asset, unless the asset does not
generate cash inflows that are largely independent
of those from other assets or groups of assets.
When the carrying amount of an asset or CGU
In assessing value-in-use, the estimated future cash
flows are discounted to their present value using a
post-tax discount rate that reflects current market
assessments of the time value of money and the
risks specific to the asset. In determining fair value
less costs of disposal, recent market transactions
are taken into account. If no such transactions can
be identified, an appropriate valuation model is
used. These calculations are corroborated by
valuation multiples, quoted share prices for publicly
traded companies or other available fair value
indicators.
its
The impairment calculation is performed by the
Group using a value-in-use model with discounted
cash flows. The Group bases
impairment
calculation on detailed budgets and forecast
calculations, which are prepared separately for each
of the Group’s CGUs to which the individual assets
forecast
are allocated. These budgets and
calculations generally cover a five-year period. A
long-term growth rate is calculated and applied to
project future cash flows after the fifth year.
Impairment losses of continuing operations are
recognised in the statement of profit or loss in
impairment expense.
losses no
For assets excluding goodwill, an assessment is
made at each reporting date to determine whether
there is an indication that previously recognised
longer exist or have
impairment
decreased. If such indication exists, the Group
estimates the asset’s or CGU’s recoverable amount.
A previously recognised impairment loss is reversed
only if there has been a change in the assumptions
used to determine the asset’s recoverable amount
since the last impairment loss was recognised. The
reversal is limited so that the carrying amount of the
asset does not exceed its recoverable amount, nor
exceed the carrying amount that would have been
determined, net of depreciation, had no
impairment loss been recognised for the asset in
25
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
prior years. Such reversal is recognised in the
statement of profit or loss.
for goodwill by assessing
Goodwill is tested for impairment annually in
December and when circumstances indicate that
the carrying value may be impaired. Impairment is
the
determined
recoverable amount of each CGU (or group of CGUs)
to which the goodwill relates. When the recoverable
amount of the CGU is less than its carrying amount,
an impairment loss is recognised. Impairment losses
relating to goodwill cannot be reversed in future
periods.
Intangible assets with indefinite useful lives are
tested for impairment annually as at 31 December
level, as appropriate, and when
at the CGU
circumstances indicate that the carrying value may
be impaired.
l.
Cash and short-term deposits
Cash and short-term deposits in the statement of
financial position comprise cash at banks and on
hand and short-term deposits with a maturity of
three months or less, which are subject to an
insignificant risk of changes in value.
For the purpose of the consolidated statement of
cash flows, cash and cash equivalents consist of cash
and short-term deposits, as defined above.
Outstanding bank overdrafts are considered as
current liabilities.
m.
Treasury shares
instruments that are reacquired
Own equity
(treasury shares) are recognised at cost and
deducted from equity. No gain or loss is recognised
in profit or loss on the purchase, sale, issue, or
cancellation of the Group’s own equity instruments.
n.
Provisions
contract,
provision to be reimbursed, for example, under an
insurance
is
the
recognised as a separate asset, but only when the
reimbursement is virtually certain. The expense
relating to a provision is presented in the statement
of profit or loss net of any reimbursement.
reimbursement
If the effect of the time value of money is material,
provisions are discounted using a current pre-tax
rate that reflects, when appropriate, the risks
specific to the liability. When discounting is used,
the increase in the provision due to the passage of
time is recognised as a finance cost.
Superannuation, annual
o.
service leave
leave and
long
Superannuation
The Group makes contributions as defined
contributions. There
is no defined benefit
superannuation scheme operated by the Group.
Long service leave and annual leave
The Group does not expect its long service leave or
annual leave benefits to be settled wholly within 12
months of each reporting date. The Group
recognises a liability for long service leave and
annual leave measured as the present value of
expected future payments to be made in respect of
services provided by employees up to the reporting
date using the projected unit credit method.
Consideration is given to expected future wage and
salary levels, experience of employee departures,
and periods of service. Expected future payments
are discounted using market yields at the reporting
date on high quality corporate bonds with terms to
maturity and currencies that match, as closely as
possible, the estimated future cash outflows.
p.
Earnings per share
Provisions are recognised when the Group has a
present obligation (legal or constructive) as a result
of a past event, it is probable that an outflow of
resources embodying economic benefits will be
required to settle the obligation and a reliable
estimate can be made of the amount of the
obligation. When the Group expects some or all of a
Basic earnings per share is calculated by dividing the
profit attributable to owners of Tempo by the
weighted average number of ordinary shares
outstanding during the year.
Diluted earnings per share adjusts the basic
earnings per share to take into account the after-
income tax effect of interest and other financing
26
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
costs associated with dilutive potential ordinary
shares and the weighted average number of
additional ordinary shares that would have been
outstanding assuming the conversion of all dilutive
potential ordinary shares.
q.
Share based payments
of
employees
the Group
Some
receive
remuneration in the form of share-based payments,
whereby
as
consideration for equity instruments (equity-settled
transactions).
employees
services
render
Equity-settled Transactions
cost of equity-settled
The
is
determined by the fair value at the date when the
grant is made using an appropriate valuation model,
further details of which are given in Note 28.
transactions
is recognised
in employee benefits
That cost
expense (Note 6), together with a corresponding
increase in equity (share-based payment reserves),
over the period in which the service and, where
applicable, the performance conditions are fulfilled
(the vesting period). The cumulative expense
recognised for equity-settled transactions at each
reporting date until the vesting date reflects the
extent to which the vesting period has expired and
the Group’s best estimate of the number of equity
instruments that will ultimately vest. The expense
or credit in the statement of profit or loss for a
period represents the movement in cumulative
expense recognised as at the beginning and end of
that period.
Service and non-market performance conditions are
not taken into account when determining the grant
date fair value of awards, but the likelihood of the
conditions being met is assessed as part of the
Group’s best estimate of the number of equity
instruments that will ultimately vest. Market
performance conditions are reflected within the
grant date fair value. Any other conditions attached
to an award, but without an associated service
requirement, are considered to be non-vesting
conditions. Non-vesting conditions are reflected in
the fair value of an award and lead to an immediate
27
expensing of an award unless there are also service
and/or performance conditions.
No expense is recognised for awards that do not
ultimately vest because non-market performance
and/or service conditions have not been met.
Where awards include a market or non-vesting
condition, the transactions are treated as vested
irrespective of whether the market or non-vesting
is satisfied, provided that all other
condition
performance and/or
conditions are
satisfied.
service
When the terms of an equity-settled award are
modified, the minimum expense recognised is the
grant date fair value of the unmodified award,
provided the original vesting terms of the award are
met. An additional expense, measured as at the
date of modification,
for any
modification that increases the total far value of the
share-based payment transaction, or is otherwise
beneficial to the employee. Where an award is
cancelled by the entity or by the counterparty, any
remaining element of the fair value of the award is
expensed immediately through profit or loss.
is recognised
is
The dilutive effect of outstanding options
in the
reflected as additional share dilution
computation of diluted earnings per share (further
details are given in Note 21).
r.
Share Capital
Ordinary shares are classified as equity. Incremental
costs directly attributable to the issue of ordinary
shares and share options which vest immediately
are recognised as a deduction from equity, net of
any tax effects.
s. Segment reporting
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.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
Critical Accounting
3
Judgments
Estimates
and
Estimates and assumptions
The preparation of the Group’s consolidated
financial statements requires management to make
judgements, estimates and assumptions that affect
the reported amounts of revenues, expenses, assets
and liabilities, and the accompanying disclosures,
and
liabilities.
Uncertainty about these assumptions and estimates
could result in outcomes that require a material
adjustment to the carrying amount of assets or
liabilities affected in future periods.
the disclosure of contingent
Judgements
the
Determining
timing of electrical and
telecommunications repairs and maintenance
services
The Group concluded that revenue for electrical and
repairs and maintenance
telecommunications
services is to be recognised over time because the
customer simultaneously receives and consumes
the benefits provided by the Group. The fact that
another entity would not need to re-perform work
that the Group has provided to date demonstrates
that the customer simultaneously receives and
consumes the benefits of the Group’s performance
as it performs.
Determining the timing of construction and
electrical project work
The Group concluded that revenue for electrical
project work and construction work is to be
recognised over time. Factors that were considered
include the act that the Group’s performance does
not create an asset with an alternative use, the
Group is entitled to payment for performance to
date and the customer controls the asset as the
entity creates or enhances it.
The Group determined that the input method based
on costs
incurred to date compared to total
expected costs is a direct relationship between the
Group’s effort (i.e., costs incurred) and the transfer
of services to the customer.
28
The key assumptions concerning the future and
other key sources of estimation uncertainty at the
reporting date, that have a significant risk of causing
a material adjustment to the carrying amounts of
assets and liabilities within the next financial year,
are described below. The Group based
its
assumptions and estimates on parameters available
when the consolidated financial statements were
prepared. Existing circumstances and assumptions
about future developments, however, may change
due to market changes or circumstances arising that
are beyond the control of the Group. Such changes
are reflected in the assumptions when they occur.
Revenue from contracts with customers – Variable
consideration
Certain contracts contain provisions for liquidated
damages which would be considered variable
consideration. The group has applied judgement in
not constraining
this variable
revenue
consideration on the basis that there is no history of
in relation to
significant reversals of revenue
liquidated damages.
for
Provision for expected credit losses of trade
receivables and contract assets
The Group uses a provision matrix to calculate ECLs
for trade receivables and contract assets. The
provision rates are based on days past due for
groupings of various customer segments that have
similar loss patterns (i.e., by geography, product
type, customer type).
The provision matrix is initially based on the Group’s
historical observed default rates and adjusted for
forward-looking information. At every reporting
date, the historical observed default rates are
updated and changes
in the forward-looking
estimates are analysed.
The assessment of the correlation between
historical observed default rates, forecast economic
conditions and ECLs is a significant estimate. The
in
amount of ECLs
circumstances and of forecast economic conditions.
The Group’s historical credit loss experience and
forecast of economic conditions may also not be
is sensitive to changes
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
representative of customer’s actual default in the
future. The information about the ECLs on the
Group’s trade receivables and contract assets is
disclosed in Note 9.
Taxes
Deferred tax assets are recognised for unused tax
losses to the extent that it is probable that taxable
profit will be available against which the losses can
be utilised. Significant management judgement is
required to determine the amount of deferred tax
assets that can be recognised, based upon the likely
timing and the level of future taxable profits,
together with future tax planning strategies.
The Group has $17,069K (2019: $15,070K) of tax
losses carried forward. These losses relate to
subsidiaries that have a history of losses, do not
expire, and may be used to offset taxable income
elsewhere in the Group. The Group had determined
that while its deferred tax assets were recoverable
based on the expectation of future taxable income
but had been reversed in the assets at 30 June 2019
as a matter of prudence. Further details on taxes are
disclosed in Note 7.
Impairment review
Financial assets (including receivables)
A financial asset not carried at fair value through
profit or loss is assessed at each reporting date to
determine whether there is objective evidence that
it is impaired. A financial asset is impaired if
objective evidence indicates that a loss event has
occurred after the initial recognition of the asset,
and that the loss event had a negative effect on the
estimated future cash flows of that asset that can be
estimated reliably.
Objective evidence that financial assets (including
equity securities) are impaired can include default
or delinquency by a debtor, restructuring of an
amount due to the Group on terms that the Group
would not consider otherwise, indications that a
debtor or issuer will enter bankruptcy, or the
disappearance of an active market for a security. In
addition, for an investment in an equity security, a
significant or prolonged decline in its fair value
below its cost is objective evidence of impairment.
The Group considers evidence of impairment for
receivables at both a specific asset and collective
level. All individually significant receivables are
assessed for specific impairment. All individually
significant receivables found not to be specifically
impaired are then collectively assessed for any
impairment that has been incurred but not yet
identified. Receivables that are not individually
significant are collectively assessed for impairment
by grouping together receivables with similar risk
characteristics.
In assessing collective impairment, the Group uses
historical trends of the probability of default, timing
of recoveries and the amount of loss incurred,
adjusted for management’s
judgement as to
whether current economic and credit conditions are
such that the actual losses are likely to be greater or
less than suggested by historical trends.
An impairment loss in respect of a financial asset
measured at amortised cost is calculated as the
difference between its carrying amount and the
present value of the estimated future cash flows
discounted at the asset’s original effective interest
rate. Losses are recognised as profit or loss and
in an allowance account against
reflected
receivables.
impaired asset
the
continues to be recognised through the unwinding
of the discount. When a subsequent event causes
the amount of impairment loss to decrease, the
decrease in impairment loss is reversed through
profit or loss.
Interest on
Non-financial assets
The carrying amounts of the Group’s non-financial
assets (other than inventories, construction work in
progress and deferred tax assets) are reviewed at
each reporting date to determine whether there is
any indication of impairment. If any such indication
exists, then the asset’s recoverable amount is
estimated.
The recoverable amount of an asset or cash-
generating unit is the greater of its value in use and
29
allocated to the units and then to reduce the
carrying amount of the other assets in the unit
(group of units) on a pro-rata basis.
An impairment loss in respect of goodwill is not
reversed. In respect of other assets, impairment
losses recognised in prior periods are assessed at
each reporting date for any indications that the loss
has decreased or no longer exists. An impairment
loss is reversed if there has been a change in the
estimates used to determine the recoverable
amount. An impairment loss is reversed only to the
extent that the asset’s carrying amount does not
exceed the carrying amount that would have been
determined, net of depreciation or amortisation, if
no impairment loss had been recognised.
Goodwill that forms part of the carrying amount of
an investment in an associate is not recognised
separately, and therefore
for
impairment separately. Instead, the entire amount
of the investment in an associate is tested for
impairment as a single asset when there is objective
evidence that the investment in an associate may be
impaired.
is not tested
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
its fair value less costs to sell. In assessing value in
use, the estimated future cash flows are discounted
to their present value using a post-tax discount rate
that reflects current market assessments of the
time value of money and the risks specific to the
asset.
For the purpose of impairment testing, assets are
grouped together into the smallest group of assets
that generates cash inflows from continuing use
that are largely independent of the cash inflows of
other assets or Groups of assets (“the cash
generating unit” or “CGU”). The Group’s corporate
assets do not generate separate cash inflows. If
there is an indication that a corporate asset may be
impaired,
is
determined for the CGU to which the corporate
asset belongs.
recoverable amount
then
the
its CGU exceeds
An impairment loss is recognised if the carrying
its
amount of an asset or
recoverable amount.
losses are
recognised in profit or loss. Impairment losses
recognised in respect of CGUs are allocated first to
reduce the carrying amount of any goodwill
Impairment
4
Revenue and other income
30
2020$'0002019$'000Revenues from contracts with customers30,12452,944Interest revenue calculated using the effective interest method4945Other income255228Total revenue and other income30,42853,217Consolidated entityRevenue from contracts with customers by type of customer2020$'0002019$'000Government and infrastructure4,0744,304Commercial25,55547,022Education and aged care4951,461Resources-101Other-56Total revenues from contracts with customers30,12452,944Consolidated entity
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
The transaction price allocated to the remaining performance obligations as described in Note 2.4(b)
(unsatisfied or partially unsatisfied as of 31 December) is as follows:
5
Other expenses
6
Employee and director expenses
7
Income tax
The major components of income tax expense for the years ended 31 December 2020 and 2019 are:
31
2020$'0002019$'000Within one year29115,338Total revenue and other income29115,338Consolidated entity2020$'0002019$'000Candidate screening cost285145Movement in allowance for expected credit losses(212)249Total other expenses73394Consolidated entity2020$'0002019$'000Salaries, wages and other expenses11,96917,679Job Keeper(2,513)-Superannuation expenses9131,313Share based payments54495Total employee and director expenses10,42319,487Consolidated entity2020$'0002019$'000Current income tax(25)1,654Deferred income tax2572Derecognition of deferred tax asset(7,045)Income tax expense reported in the income statement-(5,319)Consolidated entity2020$'0002019$'000Contributed EquityConversion of prior year balances to 26% tax rate (2019: 30%)82Blackhole Expense-(2)Capital raising cost amortisation2-Income tax (credit) / expense reported in the equity statement10-Consolidated entity
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
A reconciliation between tax expense and the product of accounting profit before income tax multiplied
by the Group’s application income tax rate is as follows:
Deferred income tax at 31 December relates to the following:
In 2019 the Group had written off a deferred tax asset on carried forward losses and unused tax credits.
32
2020$'0002019$'000Accounting loss before income tax229(14,645)Tax at Australia's statutory income tax rate of 26% (2019: 30%)(59)4,394Tax effect of amounts which are not deductible in calculating taxable income32(3,158)Conversion of prior year balances to 26% tax rate (2019: 30%)(655)490Others2-Adjustments the conversion of prior year balances to 26% tax rate (2019: 30%)655-Income tax benefit at the effective tax rate of 11.8% (2019: 6%)(25)1,726Provision for Current year income tax expense / (benefit)25(1,726)Derecognition of prior year DTA-(5,319)Income tax credit reported in the income statement-(5,319)Consolidated entity01 Revenue2020$'0002019$'000Deferred tax assetsCarried forward tax losses4,4404,521Research and development tax credits2,3412,341Accrued expenses77124Employee benefits263346Trade and other receivables2896Plant and equipment--Equity raising cost debited to equity261Offset of deferred tax liabilities(568)(238)Deferred tax asset not recognised(6,597)(7,252)Adjustments in respect of previous years14-Net deferred tax assets-0Deferred tax liabilitiesInventory-15Prepayment and receivables159Plant and equipment4672Intangibles--Works in progress507143Offset against deferred tax asset(568)(238)Net deferred tax liabilities--Consolidated entity
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
The movement of the current and deferred tax relates to the following:
8
Cash and short-term deposits
9
Trade and other receivables
Trade receivables are non-interest bearing and are generally on terms of 14 to 60 days.
Included within Other receivables are term deposits and rental bonds of $438K (2019: $443K).
Set out below is the movement in the allowance for expected credit losses of trade receivables:
The information about the credit exposures is disclosed in Note 17.
33
Current Income Tax 2020$'000Deferred Income Tax 2020$'000Current Income Tax 2019$'000Deferred Income Tax 2019$'000Opening balance---5,318Income tax credit recognised in profit and loss---(5,318)R&D income recognised as government grant----Charged to equity-10--Charged to reserves----Offset the prior year DTA provision-(10)--Closing balance----Amounts recognised on the consolidated statement of financial positionDeferred tax asset----Closing balance----Consolidated entity2020$'0002019$'000Cash at bank and on hand3,6987,340Short term deposits2,939-Cash and cash equivalents6,6377,340Consolidated entity2020$'0002019$'000CURRENTTrade receivables2,27510,233Allowance for expected credit losses(109)(321)Other receivables588527Total current trade and other receivables2,75410,439Consolidated entity2020$'0002019$'000As at 1 January32163Provision for expected credit losses (Note 17)(212)258As at 31 December109321Consolidated entity
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
10
Contract assets
Set out below is the movement in the allowance for expected credit losses of contract assets:
Contract assets are initially recognised for revenue earned from maintenance and constructions services as
receipt of consideration is conditional on successful completion of performance obligations. Upon
completion of these services and acceptance by the customer, the amounts recognised as contract assets
are reclassified to trade receivables.
In 2020, $Nil (2019 Provision for doubtful debts: $Nil) was recognised as provision for expected credit losses
on contract assets.
No revenue was recognised during the year (2019: $Nil) for performance obligations satisfied in previous
years.
11
Inventories
34
2020$'0002019$'000Contract assets2,1631,016Total contract assets2,1631,016Consolidated entity2020$'0002019$'000As at 1 January-51Provision for expected credit losses (Note 17)--Written off during the period--Reversed during the period-(51)Provision used during the period--As at 31 December--2020$'0002019$'000Consumables166505Total inventories166505
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
12
Plant and Equipment
Reconciliation of the carrying amounts at the beginning and end of the current financial year:
The carrying value of plant and machinery held under finance leases contracts at 31 December 2020 was
$616K (2019: $912K). Additions during the year include Nil (2019: $142K) of plant and equipment and motor
vehicles under finance leases.
35
2020$'0002019$'000Furniture and fixtures - gross carrying value at cost325364Furniture and fixtures - accumulated depreciation(138)(135)Net book value furniture and fixture187229Plant and equipment - gross carrying value at cost1,4211,365Plant and equipment - accumulated depreciation(504)(348)Net book value plant and equipment9171,017Computer equipment – gross carrying value at cost574108Computer equipment – accumulated depreciation(427)-Net book value computer equipment147108Motor vehicles – gross carrying value at cost2,5632,667Motor vehicles – accumulated depreciation(1,366)(889)Net book value motor vehicle1,1971,778Property - gross carrying value Cost414755Property - accumulated depreciation(403)(549)Net book value right of use assets - property11206Total gross carrying value at cost5,2975,259Total accumulated depreciation(2,838)(1,921)Total net book value2,4593,338Consolidated entityFurniture and fixtures$'000Plant and equipment$'000Computer equipment$'000Motor vehicles$'000Building$'000Total$'000Balance at 1 January 20193451,119416432-2,312Additions111113291,7005792,532Adjust on transition to IFRS 16---759176935Disposals(254)(37)(70)(12)-(373)Impairment---(626)(169)(795)Depreciation expense(68)(181)(183)(461)(380)(1,273)Balance at 31 December 20191341,0141921,7922063,338Additions718369490-713Disposals(5)(11)(5)(364)-(385)Impairment--(47)--(47)Depreciation expense(13)(169)(62)(721)(195)(1,160)Balance at 31 December 20201879171471,197112,459
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
Certain leased assets under contracts are pledged as security for the related finance lease liability:
13
Intangible assets
14
Goodwill impairment
During 2019, the Group assessed its goodwill and intangible assets for impairment. The Group considered
the relationship between its market capitalisation and its book value, among other factors when reviewing
for indicators of impairment. Management found that the market capitalisation of the Group was below
the book value of its equity, indicating a potential impairment of goodwill and impairment of the assets.
As part of assessing for impairment, it was determined that the cash generating units (CGUs) of the Group
would be aggregated for the purposes of testing the goodwill of $9,230K due to the interrelated nature of
operating segments.
The recoverable amount of the aggregated CGU was determined based on a value-in-use calculation using
cash flow projections from financial forecasts. This forecast was extrapolated to a five-year forecast based
on the assumptions detailed below.
The post-tax discount rate applied to cash flow projections was 11.50% and cash flows beyond the forecast
period were extrapolated using a 2.4% growth rate that is the same as the long-term average growth rate
for the electrical services industry.
Trading during the six months to 30 June 2019 had been more difficult than had been anticipated. This led
to management reassessing the forecasts used as inputs to the value in use calculations which directly
impacted the results of the assessment.
As a result of the analysis, it was concluded that the carrying value of the CGU exceeded its recoverable
amount, and the goodwill associated with the CGU was subsequently recognised as a pre-tax impairment.
In conjunction with the impairment of the goodwill management also impaired the customer contracts that
had been recognised in conjunction with the goodwill when the assets were originally acquired.
36
Furniture and fixtures$'000Plant and equipment$'000Computer equipment$'000Motor vehicles$'000Building$'000Total$'000Balance at 31 December 2019---1,5834242,007Balance at 31 December 2020---1,123111,134Goodwill$'000Customer Relationships$'000Productivity Tool$'000Total$'000Balance at 1 January 20199,230466-9,696Amortisation-(126)-(126)Impairment(9,230)(340)-(9,570)Balance at 31 December 2019----Amortisation----Impairment----Balance at 31 December 2020----
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
15
Segment reporting
Segment reporting
The Group has identified its operating segment based on internal management reporting that is reviewed
by the Board of Directors (chief operating decision makers)) in assessing performance and determining the
allocation of resources. All segments operate only in one geographical area, being Australia.
(a) Segment performance
37
31-Dec-20Asset maintenance and serviceConstruction & electrical project workCorporate / unallocatedTotal$'000$'000$'000$'000RevenueSales15,96014,164-30,124Other revenue1526146304Total segment revenue16,11214,17014630,428Operating expenses(15,353)(13,365)(110)(28,828)Earnings before interest, tax, depreciation & amortisation (EBITDA)759805361,600Depreciation and amortisation(945)(193)(22)(1,160)Earnings before interest and tax (EBIT)(186)61214440Interest expense(113)(37)(14)(164)Income tax (credit)/expenses----Impairment of assets(33)(14)-(47)Net profit/(loss) for the year(332)561-22931-Dec-19Asset maintenance and serviceConstruction & electrical project workCorporate / unallocatedTotal$'000$'000$'000$'000RevenueSales22,93730,007-52,944Other revenue13110834273Total segment revenue23,06730,1153453,217Operating expenses(24,888)(30,671)(409)(55,968)Earnings before interest, tax, depreciation & amortisation (EBITDA)(1,821)(556)(375)(2,751)Depreciation and amortisation(439)(264)(695)(1,399)Earnings before interest and tax (EBIT)(2,260)(820)(1,070)(4,150)Interest expense(47)(45)(38)(131)Income tax (credit)/expenses--(5,319)(5,319)Impairment of assets(295)(8)(10,061)(10,365)Net profit/(loss) for the year(2,602)(874)(16,488)(19,964)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
(b) Segment asset and liabilities
Major customers
The consolidated entity has a number of customers to which it provides services. The consolidated entity
supplies a single external customer which accounts for 27% of external revenue (2019: 29%). The next most
significant customer accounts for 25% (2019: 25%).
16
Trade and other payables
17
Financial liabilities
17.1 Financial liabilities: Interest-bearing loans and borrowing
Tempo has a $10M Invoice Finance Facility with the National Australia Bank Limited (‘NAB’). This facility
attracts a variable interest rate. At 31 December the effective rate was 5.02%. At 31 December 2020 $10M
was unused (2019: $10M). It is secured by a first ranking general security interest, a security interest
38
31-Dec-20Asset maintenance and serviceConstruction & electrical project workCorporate / unallocatedTotal1. CURRENT ASSETS$'000$'000$'000$'000Total Assets5,0102,4677,93015,407Total Liabilities4,0651,0067675,83831-Dec-19Asset maintenance and serviceConstruction & electrical project workCorporate / unallocatedTotal$'000$'000$'000$'000Total Assets7,1468,8547,09923,099Total Liabilities4,9818,63398514,5992020$'0002019$'000Trade payables1,3945,013Other payables1,1395,430Total trade and other payables2,53310,443Consolidated entityInterest RateMaturity2020$'0002019$'000Current interest-bearing loans and borrowingsObligations under leases (Note 22)4.73%20219441,038Insurance Borrowing3.09%202190247NAB Invoice Finance Facility ($10,000,000 Facility)5.02%On Demand--Total current interest-bearing loans and borrowings1,0341,285Non Current interest-bearing loans and borrowingsObligations under leases (Note 22)4.83%2022-20231,2501,948Total non- current interest-bearing loans and borrowings1,2501,948Total interest-bearing loans and borrowings2,2843,233Consolidated entity
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
registered pursuant to the Invoice Finance Facility Agreement and a Guarantee and Indemnity given by
Tempo.
The Group has an asset finance leasing facility with NAB of $3,450K. On 31 December 2020, the amount of
the facility that was unused was $2,827K. On 31 December 2019, the Group has an asset finance leasing
facility with NAB of $3,450K and the amount of the facility that was unused was $2,538K.
Other leases in relation to plant, vehicles and other equipment amount to $1,577K. At 31 December 2019
the amount relating to other leases was $2,074K.
All finance liabilities are repayable on demand with the exception of leases. Refer to Note 22 for the relevant
maturity profile of these leases.
17.2 Financial liabilities: Bank guarantees and surety bonds
The Group has surety bond facilities of $7,000K (2019: $7,000K). At 31 December 2020 bonds valued at
$1,583K had been issued (2019: $2,002K). The bond premium rate is 1.5% per annum on the face value of
each bond.
As at 31 December 2020 Tempo had bank guarantees issued of $286K (2019: $286K) which were secured
by term deposits. Corresponding term deposits of $286K (2019: $286K) are recorded in other receivables
(refer Note 9).
17.3 Fair values
The carrying value of all current financial assets and liabilities approximates the fair value largely due to the
short-term maturity of these instruments. Lease liabilities are recognised at a discount value implicit in the
leases (refer Note 22).
Set out below is a comparison of the carrying amounts and fair values of the Group’s financial instruments,
other than those with carrying amounts that are reasonable approximations of fair values:
The fair value of obligations under leases is estimated by discounting future cash flows using rates currently
available for debt on similar terms, credit risk and remaining maturities. The valuation requires
management to use unobservable inputs in the model, of which the significant unobservable inputs are
disclosed in the tables below. Management regularly assesses a range of reasonably possible alternatives
for those significant unobservable inputs and determines their impact on the total fair value.
39
Carrying amount$'000Fair value$'000Carrying amount$'000Fair value$'000Non-current interest-bearing loans and borrowings1,2501,2901,9482,053Obligations under finance leases (Note 22)1,2501,2901,9482,05320202019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
Changes in liabilities arising from financing activities
The ‘Other’ column includes is the reclassification of non-current portion of interest-bearing loans and
borrowings (finance leases) to current due to the passage of time.
17.4 Financial instruments risk management objectives and policies
The Group’s principal liabilities comprise loans and borrowings and trade and other payables. The main
purpose of these financial liabilities is to finance the Group’s operations. The Group’s principal financial
assets include trade receivables and cash and short-term deposits that derive directly from its operations.
The Group has determined that there is no material market, credit, liquidity, or interest risk in relation to
the cash or other receivables held in deposits.
The Group is exposed to market risk, credit risk and liquidity risk. Interest rate risks are not considered as
significant. The Group’s senior management oversees the management of these risks under the policies
approved by the Risk, HSE and Commercial Committee and the Board.
Market risk
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because
of changes in market price. Market risk comprises three types of risk, interest rate risk, foreign currency risk
and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market
risk include loans and borrowings, deposits and debt.
The sensitivity analysis in the following sections relate to the position as of 31 December in 2020 and 2019.
Interest Rate Risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. The Group’s long-term debt is secured with fixed interest rates.
All long-term deposits have variable interest rates. As a result, the Board believes there is no material
interest rate risk.
40
1-Jan-20$'000Cash flows$'000New Leases$'000Lease recognise as AASB 16$'000Others$'00031-Dec-20$'000Current interest-bearing loans and borrowings (excluding items listed below)247(417)--26191Current obligations under leases1,038(1,180)128-957943Non-current obligations under leases1,948(49)309-(958)1,250Total liabilities from financing activities3,233(1,646)437-2602,284Consolidated entity1-Jan-19$'000Cash flows$'000New Leases$'000Lease recognise as AASB 16$'000Others$'00031-Dec-19$'000Current interest-bearing loans and borrowings (excluding items listed below)1,149(902)---247Current obligations under leases177(956)3623921,0631,038Non-current obligations under leases843-1,625543(1,063)1,948Total liabilities from financing activities2,169(1,858)1,987935-3,233Consolidated entity
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because
of changes in foreign exchange rates. The Group’s has minimal to this risk profile.
Other price risk
The Group does not have any equity instruments or commodity risk exposure.
Credit risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or
customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities
(primarily trade receivables) and from its financing activities, including deposits with reputable banks and
financial institutions.
Credit quality of a customer is assessed prior to engagement. Outstanding customer receivables are
regularly monitored. At 31 December 2020 the Group had 2 customers (2019: 5) that owed the Group more
than $200K each and accounted for approximately 64% (2019: 84%) of all receivables. There were 1
customer (2019: 5) with balances over $500K accounting for 48% of all receivables (2019: 84%) of the total
receivables balance.
An impairment analysis is performed at each reporting date using a provision matrix to measure expected
credit losses (“ECL”). The provision rates are based on days past due for groupings of various customer
segments with similar loss patterns. The calculation reflects the probability-weighted outcome, the time
value of money and reasonable and supportable information that is available at the reporting date about
past events, current conditions, and forecasts of future economic conditions. Generally, trade receivables
are written-off if past due for more than one year and are not subject to enforcement activity. The
maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets
disclosed in Note 9. The Group does not hold collateral as security. The Group evaluates the concentration
risk with respect to trade receivables as low, as its customers are located within several industries and
operate in largely independent markets.
The customers are grouped into four different categories:
Historically the Group’s ECL has been extremely low. Impairment charges over the 5 years 2015 to 2020
inclusive averages to 1.71% of the total trade receivables per year.
41
2020$'000Risk Assessment2019$'000Listed public companies1,631Very Low1,874Government departments/agencies313Very Low357Not for profit organisations-Very Low98Commercial businesses331Very Low811Total trade receivables2,2753,140Consolidated entity
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
Set out below is the information about the credit risk exposure on the Groups trade receivables and
contract assets using a provision matrix:
Liquidity Risk
The Group monitors its risk of a shortage of funds using by utilising liquidity planning tools across a 15-
month horizon.
The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use
of short-term borrowings and finance leases. The Group assessed the concentration of risk with respect to
refinancing its debt and concluded it to be low. The Group has access to a variety of sources of funding and
the majority of the debt maturing within 12 months can be rolled over with existing lenders.
18
Provisions
Employee benefits
Provision for employee benefits represents amounts accrued for annual leave, rostered days off, staff
retentions and long service leave.
42
Contract assets0-30 Days31-60 Days61-90 Days>91 DaysTotal$'000$'000$'000$'000$'000$'000Expected credit loss rate0.00%0.00%0.00%0.00%60.89%2.46%Total gross carrying amount2,1631,1917321731794,438Expected credit loss----109109Total ECL Provision----109109Consolidated entity31 December 2020Contract assets0-30 Days31-60 Days61-90 Days>91 DaysTotal$'000$'000$'000$'000$'000$'000Expected credit loss rate0.00%0.08%0.49%9.50%17.81%2.85%Total gross carrying amount1,0166,2071,6391,41097711,250Expected credit loss-58134174321Total ECL Provision-5813417432131 December 2019Consolidated entity2020$'0002019$'000Current provisionsEmployee benefits942805Total current provisions942805Non-current provisionsEmployee benefits79118Total Non-current provisions79118Total provisions1,021923Consolidated entity2020$'0002019$'000Carrying amount at the beginning of period923737Additional provision made516786Amounts used(418)(600)Total employee benefits provisions1,021923Consolidated entity
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
19
Contributed equity
19 (a) Ordinary Shares
Fully paid ordinary shares carry one vote per share and carry the right to dividends.
19 (b) Share based payments reserve
The share-based payments reserve is used to recognise the value of equity-settled share-based payments
provided to employees, including key management personnel, as part of their remuneration. Refer to Note
28 for further details of the plan.
19 (c) Capital risk management
For the purpose of the Group’s capital management, capital includes issued capital, and all other equity
reserves attributable to the equity holders of the parent. The primary objective of the Group’s capital
management is to maximise the shareholder value. The Group’s objectives when managing capital is to
safeguard its ability to continue as a going concern, so it can provide returns for shareholders and benefits
for other stakeholders and to maintain an optimum capital structure to reduce the cost of capital. In order
to maintain or adjust the capital structure, the consolidated entity may adjust the dividends paid to
shareholders or issue new shares. The consolidated entity’s capital risk management policy remains
unchanged from the Annual Report for the year ended 31 December 2019.
43
Note2020$'0002019$'000Ordinary shares fully paid19 (a)84,84284,05684,84284,056Consolidated entityMovements in ordinary shares# of shares$'000# of shares$'000Balance as at the beginning of the year342,535,50684,056240,804,58179,491Shares issued – proceeds received20,100,000804101,730,9253,915Costs of share issue-(18)-(200)Release of other contributed equity---850Balance as at the end of the year362,635,50684,842342,535,50684,056Consolidated entity2019Consolidated entity20202020$'0002019$'000Balance as at the beginning of the year2,0421,580Share-based payments54487Reversal of unvested options(462)(25)1,6342,042Balance as at the end of the year
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
20
Cash flow reconciliation
21
Profit / (Loss) per share
Basic profit/(loss) per share is calculated by dividing the profit/loss for the year attributable to ordinary
equity holders of the parent by the weighted average number of the ordinary shares outstanding during
the year.
There were no options outstanding at the end of 2020 (2019: Nil).
The following table reflects the loss and share data used in the basic EPS calculations:
There have been no transactions involving ordinary shares between the reporting date and date of
completion of these financial statements.
44
2020$'0002019$'000Reconciliations of the net loss after tax to the net cash flows from operating activitiesNet Profit/(Loss)229(19,964)Non-operating cash itemsDepreciation1,1601,273Amortisation-125Impairment of intangible and tangible assets-10,365Provisions for expected credit losses120207(Profit)/loss on sale of assets49(5)ESOP,option and performance rights expenses(12)462Gain on settlement of contingent consideration fro KP Electric acqusition--Changes in assets and liabilitiesTrade and other receivables and contract assets4,496(3,320)Inventories339(103)Other assets37(67)Trade and other payables(5,863)6,577Provisions94190Deferred tax assets-5,318Net Operating cash inflows/(outflows)6491,058Consolidated entity2020$'0002019$'000The following reflects the profit/(loss) and share data used in the calculations of basic and diluted profit/(loss) per shareNet profit/(loss) after tax229(19,964)Profit/(loss) used in calculating basic and diluted profit/(loss) per share229(19,964)Weighted average number of ordinary shares used in calculating basic loss per share353,824,547248,940,380Effect of dilutive securitiesShare options--Adjusted weighted average number of ordinary shares used in calculating diluted earnings per share353,824,547248,940,380Consolidated entity
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
22
Lease expenditure commitments
Lease commitments
The Group has leases for various items of plant and machinery. The Group’s obligations under leases are
secured by the lessor’s title to the leased assets. Future minimum lease payments under leases and hire
purchase contracts, together with the present value of the net minimum lease payments are, as follows:
Note 2.2 provides detail of the Group’s adoption of AASB 16: Leases. The Group applied the modified
retrospective approach and as such, comparative disclosure continues to distinguish between operating
and finance leases.
23
Capital Commitments
The entity had no capital commitments as at 31 December 2020 (2019: Nil)
24
Group information
Information about subsidiaries
The consolidated financial statements of the Group include:
45
2020$'0002019$'000Depreciation charge for right-of-use assets: - Motor vehicles651408 - Property195331Additions to right-of-use assets: - Motor vehicles4371,992 - Property--Carrying value of right-of-use assets: - Motor vehicles1,1231,583 - Property11424Interest expense on lease liabilities94147Short-term lease expense through profit or loss--Low value asset lease expense through profit or loss--Total cash outflow for leases1,3591,064Consolidated entityMinimum Payments$'000Present value of Payment$'000Minimum Payments$'000Present value of Payment$'000Within one year1,0279441,1581,038After one year but not more than five years1,2901,250958884More than five years--1,0951,064Total minimum lease payments2,3172,1953,2112,986Less amounts representing finance charges(124)(119)(225)-Present value of minimum lease payments2,1932,0762,9862,98620202019Consolidated entity
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
The immediate and ultimate holding company of the Group is Tempo Australia Ltd which is based and listed
in Australia.
25
Related party disclosures
Note 24 provides information about the Group’s structure, including details of the subsidiaries and the
holding company. The following table provides the total amount of transactions that have been entered
into with related parties for the relevant year.
Each of the above entities is considered to be a related party due to common directorships between them
and the Group. The balances relate to director fee and consultancy service fee. Outstanding balances $6K
for Angophora Capital Pty Ltd and $10K for CLR Consulting Pty Ltd related to director fees at the year-end,
which are unsecured and interest free.
Compensation of key management personnel of the Group
26
Business combinations
There were no business acquisitions in 2020 and 2019.
46
Country of Incorporation20202019Tempo Resources Solutions Pty LtdAustralia100%100%Tempo Engineering Pty LtdAustralia100%100%Cablelogic Pty Ltd Australia100%100%Tempo Construction & Maintenance Pty LtdAustralia100%100%Tempo Personnel Management Pty LtdAustralia100%100%Tempo Global Pty LtdAustralia100%100%KP Electric (Australia) Pty LtdAustralia100%100%Consolidated entityPurchases from related parties2020$'000Purchases from related parties2019$'000Angophora Capital Pty Ltd144 60 D&T Superannuation Pty Ltd-20 Sadsacks Holding Pty Ltd-2 CLR Consulting Pty Ltd42 -Consolidated entity2020$'0002019$'000Short-term employee benefits834 864 Post-employment benefits52 58 Long-term benefits-29 Termination benefits41 26 Share-based payment(408)462 5191,439Consolidated entityTotal benefits
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
27
Parent company information
28
Share based payments
An Employee Share Incentive Right Plan (ESIRP) was established by Tempo and approved by shareholders
at the general meeting held in May 2013 and renewed at the general meeting held on 31 May 2016. Under
the ESIRP Tempo may grant options and/or performance rights over ordinary shares in the parent entity to
certain employees of Tempo. The options and/or performance rights are issued for nil consideration and
are granted in accordance with guidelines established by the ESIRP.
The expense recognised for employee services received during the year was $53K (2019: $495K, $462K had
been backed out to retain earning in 2020).
Movements during the year
The following tables illustrates the number and weighted average exercise prices (WAEP) of, and
movements in, share options and performance rights during the year.
Performance rights granted during the year are valued with reference to the share price at the grant date.
47
2020$'0002019$'000Loss after income tax-16,823Total comprehensive loss-16,823Total current assets7,0757,030Total assets7,9307,100Total current liabilities11,5039,443Total liabilities11,5219,536EquityContributed equity83,39384,602Share based payment reserve1,3761,784Accumulated losses(88,360)(88,822)Total equity(3,591)(2,436)ContingenciesThe parent entity had no contingent liabilities as at 31 December 2020 (2019: Nil).Capital CommitmentsThe parent entity had no contingent liabilities as at 31 December 2020 (2019: Nil).Performance rights# of sharesWAEP# of sharesWAEPOutstanding as 1 January26,000,000-500,000-Granted during the year5,900,000-26,000,000-Exercised during the year----Forfeited during the year--(500,000)-Cancelled Prior year Performance rights(12,000,000)---Outstanding at 31 December19,900,000-26,000,000-Consolidated entity2020Consolidated entity2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2020
29
Auditors remuneration
The auditor of Tempo is PKF (NS) Audit & Assurance Ltd Partnership from 31 December 19, and before that
it was Ernst & Young Australia.
1.
2.
Among $91.8K in 2019, $40K was paid to Ernst & Young Australia for FY2018 additional auditing charges.
PKF (NS) Audit & Assurance Ltd Partnership were paid $61,150 for consulting service provided during the year 2020
(2019: $22,800)
30
Post balance sheet events
There were no post balance date material events.
31.
Contingencies
The consolidated entity has no contingent assets or liabilities as at 31 December 2020 (2019: Nil).
48
2020$2019$Audit or review of the financial reportsErnst & Young Australia -91,800¹PKF (NS) Audit & Assurance Ltd Partnership²76,50050,000Total76,500141,800Consolidated entity
DIRECTORS’ DECLARATION
DIRECTORS’ DECLARATION
FOR THE YEAR ENDED 31 DECEMBER 2020
The Directors declare that the financial statements and notes are in accordance with the Corporations Act
2001 and:
a. Comply with Accounting Standards, the Corporations Regulations 2001 and other mandatory
professional reporting requirements.
b. Give a true and fair view of the financial position of the consolidated entity as at 31 December 2020
and of its performance as represented by the results of their operations and its cash flows, for the year
ended on that date; and
c. Comply with International Financial Reporting Standards as issued by the International Accounting
Standards Board.
In the opinion of the Directors, there are reasonable grounds to believe Tempo will be able to pay its debts
as and when they become due and payable.
The Directors have been given the declarations required by section 295A of the Corporations Act 2001.
This declaration is made in accordance with a Resolution of the Directors.
William Howard
Executive Director, Chief Financial Officer and Company Secretary
Sydney
Date: 31 March 2021
49
ADDITIONAL INFORMATION REQUIRED BY THE ASX
INDEPENDENT AUDITOR’S REPORT
50
ADDITIONAL INFORMATION REQUIRED BY THE ASX
51
ADDITIONAL INFORMATION REQUIRED BY THE ASX
52
ADDITIONAL INFORMATION REQUIRED BY THE ASX
53
ADDITIONAL INFORMATION REQUIRED BY THE ASX
ADDITIONAL INFORMATION REQUIRED BY ASX
CORPORATE GOVERNANCE STATEMENT
The purpose of Tempo is to deliver to clients in the industrial and commercial sectors specialist
multidisciplinary maintenance and construction services, which protect and enhance their investments,
without ever compromising on our values. Whilst doing this the Board is committed to providing a
satisfactory return to its shareholders and fulfilling its corporate governance obligations and responsibilities
in the best interests of Tempo and its shareholders. Good governance enables Tempo to deliver this
purpose whilst meeting the Board’s intent. The governance structures and processes are defined in
Tempo’s Corporate Governance Statement which can be found at https://www.tempoaust.com/corporate.
SHAREHOLDER INFORMATION
The information below is current at 23 March 2021, and includes additional information required by the
Australian Securities Exchange Limited which is not shown elsewhere in this report.
SECURITIES EXCHANGE LISTING
Quotation has been granted for all the ordinary shares of Tempo on all Member Exchanges of the Australian
Securities Exchange Limited
DISTRIBUTION OF SHAREHOLDERS
The number of shareholders, by size of holding, in each class of share is:
VOTING RIGHTS
On show of hands: one vote for each member on poll: one vote for each share held.
SUBSTANTIAL SHAREHOLDERS
The names of substantial shareholders disclosed in substantial holding notices given to Tempo are:
54
Category (Size of holding)Number of ordinary shareholdersNumber of ordinary shares% of issued capital100,001 and Over167350,484,360 96.65 10,001 to 100,00027010,488,711 2.89 5,001 to 10,00095727,420 0.20 1,001 to 5,000248859,823 0.24 1 to 1,00023775,192 0.02 Total1,017362,635,506 100.00 NameNumber of ordinary shares% of issued capitalANGOPHORA CAPITAL PTY LTD 83,322,37122.98ANTHONY BARTON & ASSOCIATES50,398,47713.90BONTEMPO NOMINEES PTY LTD 42,271,63211.66
ADDITIONAL INFORMATION REQUIRED BY THE ASX
TOP 20 SHAREHOLDERS
55
RankNameNumber of ordinary shares% of issued capital1ANGOPHORA CAPITAL PTY LTD 83,322,371 22.98 2ANTHONY BARTON & ASSOCIATES50,398,477 13.90 3BONTEMPO NOMINEES PTY LTD 42,271,632 11.66 4DR PAUL JOSEPH DALGLEISH & ASSOCIATES30,563,364 8.43 5ZERO NOMINEES PTY LTD 20,000,000 5.52 6J P MORGAN NOMINEES AUSTRALIA PTY LIMITED 11,433,024 3.15 7OAKTONE NOMINEES PTY LTD 9,060,034 2.50 8CITICORP NOMINEES PTY LIMITED 5,442,909 1.50 9MR IVAN TANNER & MRS FELICITY TANNER 4,550,000 1.25 10HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 4,258,788 1.17 11KAHLIA NOMINEES PTY LTD 4,000,000 1.10 12GDM SERVICES PTY LTD 4,000,000 1.10 13MISS SILVANA MASALKOVSKI 3,548,086 0.98 14SADSACKS PTY LTD 3,324,246 0.92 15MR PAUL SANTILLO 3,050,000 0.84 16CHEMBANK PTY LIMITED 2,800,000 0.77 17IMPULSE TRADING CO PTY LTD 2,350,000 0.65 18MR ALEXANDER KING 2,332,500 0.64 19VANAVO PTY LIMITED 2,050,000 0.57 20MR ANTONIO SCAFFIDI & MRS MARIA SCAFFIDI 2,030,000 0.56 Total 290,785,431 80.19 Balance of register71,850,075 19.81 Grand total362,635,506100
CORPORATE DIRECTORY
CORPORATE DIRECTORY
DIRECTORS
Guido Belgiorno-Nettis
William Howard
Charles Rottier
Christopher Cook
David Iverach
LEADERSHIP TEAM
Paul Dalgleish
John Cuffe
Non-Executive Chairman
Executive Director, Chief Financial Officer and Company Secretary
Non-Executive Director
Non-Executive Director (Appointed on 19 March 2021)
Non-Executive Director (Resigned on 4 March 2021)
Chief Executive Officer
Executive General Manager TAMS
STOCK EXCHANGE LISTING
Tempo’s shares are quoted on the Australian Stock Exchange under the code TPP.
POSTAL ADDRESS
PO Box 588
West Perth WA 6872
AUSTRALIA
REGISTERED OFFICE
c/o Company Matters Pty Limited
Level 12, 680 George Street
Sydney NSW 2000
AUDITOR
PKF (NS) Audit & Assurance Ltd
Partnership
Level 8, 1 O'Connell St
Sydney NSW, 2000
+61 02 8346 6000
www.pkf.com.au
PRINCIPAL PLACE OF BUSINESS
Level 12, 680 George Street
Sydney NSW 2000
+61 (8) 9460 1500
info@tempoaust.com
www.tempoaust.com
SHARE REGISTRY
Link Market Services
QV1, Level 12
250 St Georges Terrace
Perth WA 6000
+61 1300 554 474
www.linkmarketservices.com.au
56