Thorney Opportunities Ltd
ABN 41 080 167 264
Appendix 4E and
2020 Annual Report
THORNEY OPPORTUNITIES LTD
ABN 41 080 167 264
APPENDIX 4E (Listing Rule 4.3A)
Preliminary final report for the year ended 30 June 2020
RESULTS FOR ANNOUNCEMENT TO THE MARKET
(All comparisons to year ended 30 June 2019)
Loss from ordinary activities
Loss before tax for the year
Loss after tax for the year
$’000s
(46,952)
(49,744)
(34,917)
Dividend information
2020 Final dividend cents per share
2020 Interim dividend cents per share
2019 Final dividend cents per share
2020 Final dividend dates
Ex-dividend date
Record date
Payment date
Movement
$’000
Up/
Down
Movement
%
(68,066)
(64,754)
(46,963)
Cents
per
share
1.27
0.73
1.14
Down
Down
Down
>(100%)
>(100%)
>(100%)
Franked
amount
per share
1.27
0.73
1.14
Taxing rate
for
franking
30.0%
27.5%
27.5%
8 September 2020
9 September 2020
30 September 2020
Dividend Reinvestment Plan
The Dividend Reinvestment Plan (DRP) will not operate in respect of the 2020 Final dividend.
Net tangible asset backing (after tax) per
share
30 June 2020
61.0 cents
30 June 2019
80.1 cents
Movement
Down 24%
This information should be read in conjunction with the 2020 Annual Report of Thorney
Opportunities Ltd and any public announcements made in the period by Thorney Opportunities Ltd
in accordance with the continuous disclosure requirements of the Corporations Act 2001 and Listing
Rules.
This report is based on the financial statements of Thorney Opportunities Ltd which have been
audited by Ernst and Young.
Company particulars
Thorney Opportunities Ltd is a disclosing entity under the Corporations Act 2001 and currently considered an
investment entity pursuant to ASX Listing Rules. The Company is primarily an investor in listed equities on the
Australian securities market.
ASX Code: TOP
Security: Thorney Opportunities Ltd fully paid ordinary shares
Directors: Alex Waislitz, Chairman
Ashok Jacob
Henry D. Lanzer AM
Dr Gary H. Weiss AM
Secretary: Craig Smith
Country of incorporation: Australia
Registered office: Level 39, 55 Collins Street
Melbourne Vic 3000
Contact details: Level 39, 55 Collins Street
Melbourne Vic 3000
T: + 613 9921 7116
F: + 613 9921 7100
E: craig.smith@thorney.com.au
W: www.thorneyopportunities.com.au
Investment Manager: Thorney Management Services Pty Ltd
Level 39, 55 Collins Street
Melbourne Vic 3000
AFSL: 444369
Auditor: Ernst & Young, Melbourne
8 Exhibition Street
Melbourne Vic 3000
Solicitors: Arnold Bloch Leibler
333 Collins Street
Melbourne Vic 3000
Share Registry: Boardroom Pty Limited
Level 12, 225 George Street
Sydney NSW 2000
T: + 612 9290 9600
F: + 612 9279 0664
W: www.boardroomlimited.com.au
For all shareholder related enquiries please contact the share registry.
Annual
General
Meeting
(AGM):
When: Wednesday 18 November 2020¹
Where:
TOP is planning to hold a Virtual 2020 Annual General Meeting¹
¹ The Company will advise full meeting details to all shareholders around mid-
October 2020.
Thorney Opportunities Ltd 2020 Annual Report
Page | 2
Contents
CHAIRMAN’S LETTER ......................................................................................................................................................... 4
DIRECTORS’ REPORT ......................................................................................................................................................... 6
1. DIRECTORS ..................................................................................................................................................................... 6
COMPANY SECRETARY ....................................................................................................................................................... 7
2.
3.
PRINCIPAL ACTIVITIES ........................................................................................................................................................ 8
RESULT .......................................................................................................................................................................... 8
4.
5. DIVIDENDS ...................................................................................................................................................................... 8
REVIEW OF OPERATIONS .................................................................................................................................................... 8
6.
7.
FINANCIAL POSITION ......................................................................................................................................................... 9
PROSPECTS ..................................................................................................................................................................... 9
8.
9. MATERIAL BUSINESS RISKS ................................................................................................................................................. 9
EVENTS SUBSEQUENT TO BALANCE DATE ........................................................................................................................... 9
10.
2020 REMUNERATION REPORT (AUDITED) ..................................................................................................................... 10
11.
KMP RELEVANT INTERESTS .......................................................................................................................................... 13
12.
BOARD AND COMMITTEE MEETINGS .............................................................................................................................. 13
13.
ENVIRONMENTAL REGULATION ..................................................................................................................................... 13
14.
INDEMNIFICATION AND INSURANCE OF OFFICERS AND AUDITOR ........................................................................................... 14
15.
AUDITOR’S INDEPENDENCE DECLARATION ....................................................................................................................... 14
16.
NON-AUDIT SERVICES ................................................................................................................................................. 14
17.
AUDITOR’S INDEPENDENCE DECLARATION ..................................................................................................................... 15
CORPORATE GOVERNANCE STATEMENT ......................................................................................................................... 16
PRINCIPLE 1: LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT: ...................................................................................... 16
PRINCIPLE 2: STRUCTURE THE BOARD TO BE EFFECTIVE AND ADD VALUE: ............................................................................................ 17
PRINCIPLE 3: INSTIL A CULTURE OF ACTING LAWFULLY, ETHICALLY AND RESPONSIBLY: ........................................................................... 19
PRINCIPLE 4: SAFEGUARD THE INTEGRITY OF CORPORATE REPORTS: .................................................................................................. 19
PRINCIPLE 5: MAKE TIMELY AND BALANCED DISCLOSURE: ............................................................................................................... 20
PRINCIPLE 6: RESPECT THE RIGHTS OF SECURITY HOLDERS: .............................................................................................................. 20
PRINCIPLE 7: RECOGNISE AND MANAGE RISK: ............................................................................................................................... 21
PRINCIPLE 8: REMUNERATE FAIRLY AND RESPONSIBLY: ................................................................................................................... 21
STATEMENT OF COMPREHENSIVE INCOME ..................................................................................................................... 23
STATEMENT OF FINANCIAL POSITION ............................................................................................................................. 24
STATEMENT OF CHANGES IN EQUITY .............................................................................................................................. 25
STATEMENT OF CASH FLOWS ......................................................................................................................................... 26
NOTES TO THE FINANCIAL STATEMENTS ......................................................................................................................... 27
DIRECTORS’ DECLARATION ............................................................................................................................................. 45
INDEPENDENT AUDIT REPORT ........................................................................................................................................ 46
SHAREHOLDER INFORMATION ........................................................................................................................................ 51
Thorney Opportunities Ltd 2020 Annual Report
Page | 3
Chairman’s letter
Chairman’s letter
Dear fellow shareholder,
From its very beginnings, your company TOP’s investment strategy has been to identify companies which are
fundamentally mis-priced or undervalued. If required, we work with company leadership and act as a
constructive change agent to help unlock greater value over time. Our focus has always been to deliver above
average returns to TOP shareholders over the medium to long term.
After almost 30 years of active investing over many investment cycles I am convinced that, provided you buy
well, the adage “time in the market always beats timing the market” is more relevant than ever.
So, while I am disappointed with the performance of TOP during FY2020, I retain a high level of conviction in
TOP’s current portfolio composition and remain optimistic that the market will come to acknowledge TOP’s full
intrinsic value over time.
One example of how this will occur can be seen in the positive market reaction to the recent excellent annual
results reported by one of TOP’s largest holdings Money 3 (MNY) – itself a turnaround story. MNY’s share price
rose strongly in the days after it reported.
Another of TOP’s key holdings is also a Thorney-led turnaround. Service Stream (SSM), reported yet another
strong result and dividend and we believe the company will continue to perform.
During the second half of FY2020, one of TOP’s investee companies OneVue (OVH) received a scheme of
arrangement proposal under which it would be acquired by Iress. We believe that the scheme undervalues OVH
and we await with interest the independent expert’s report. We have continued to accumulate additional shares
in the company resulting in TOP and its associated companies now holding more than 18% of OVH.
With bushfires, floods and the COVID-19 pandemic creating an uncertain outlook on advertising revenues, the
TOP Board has taken a prudent approach to valuing its holding in Australian Community Media, writing down its
book value by 15%. As with all TOP’s investee companies, we are working closely with ACM management to
best position this private company for the future.
The above examples help demonstrate why I remain optimistic that the inherent quality and value of our
forensically selected portfolio will see TOP’s performance rebound in the future.
It is partly for this reason that Directors have confidence in declaring a record Final dividend of 1.27 cents per
share fully franked. Total dividends for the 2020 financial year of 2.00 cents per share fully franked represent
an increase of 11.1% over 2019.
The Board remains committed to continuing to increase dividends when possible in the future.
Chairman’s letter continued
Thorney intends to defer receipt of its dividend from TOP until early calendar 2021 so as to provide TOP with
additional financial flexibility in the months ahead. This is consistent with the approach we announced at the
time of the FY2020 interim result.
As at June 30, TOP’s share price was trading at a discount of some 27% to its NTA. The Board has continued to
take advantage of this discount by buying back TOP shares. While the discount remains at these levels, the
buyback, which is effectively buying assets for around 75 cents in the dollar, is value accretive for all TOP
shareholders. Nevertheless, my focus remains on reducing and eliminating this discount over time.
In September, following completion of the 2020 financial reporting season, I will host a virtual investor forum to
provide highlights from TOP’s portfolio companies and some market commentary.
All Chairman’s Updates can be found on TOP’s website thorneyopportunities.com.au/chairmans-updates.
Virtual forums can be found here: thorneyopportunities.com.au/videos.
As the largest shareholder in TOP, my interests are wholly aligned with yours. You can be assured that I and the
entire TOP team will be working very hard to see TOP succeed in this current year.
On behalf of my fellow Board members and investment team, I want to thank you for your continued support
and interest in TOP and I look forward to a successful year ahead.
Alex Waislitz
Chairman
25 August 2020
Thorney Opportunities Ltd 2020 Annual Report
Page | 5
Directors’ report
Directors’ report
The directors present their report, together with the financial statements of Thorney Opportunities Ltd (TOP or
Company), for the year ended 30 June 2020 and the auditor’s report thereon.
1.
Directors
The directors of TOP in office during the financial year and at the date of this report are as follows:
Name:
Alex Waislitz
Henry D. Lanzer AM
Ashok Jacob
Dr Gary H. Weiss AM
Period of Directorship:
Director since 21 November 2013
Director since 21 November 2013
Director since 21 November 2013
Director since 21 November 2013
Information on directors
Alex Waislitz BEc, LLB, Non-executive Chairman
Alex Waislitz was appointed Chairman of the Company on 21 November 2013.
Mr Waislitz is Chairman of Thorney Technologies Ltd and is the founder and Chairman of the private Thorney
Investment Group, one of Australia’s most successful private investment groups. He has extensive business and
capital markets experience and has been a member of several public company boards.
Mr Waislitz is the current Vice President of the Collingwood Football Club Limited where he has been a director
since 1998.
He served on the boards of Zoos Victoria Foundation Board and the Victorian State Government Zoological Parks
and Gardens between 2010 and 2012. He joined the International Advisory Board of Maccabi World Union in
2012 and is a former member of the International Advisory Board for the MBA program at Ben Gurion University
School of Management.
Mr Waislitz has established registered charities; the Waislitz Foundation and the Waislitz Family Foundation.
These charities focus on community projects, education, health, indigenous programs and the arts.
Mr Waislitz is a graduate of Monash University in Law and Commerce and a Graduate of the Harvard Business
School OPM Program.
Henry D. Lanzer AM B.Com., LLB (Melb), Non-executive Director
Henry D. Lanzer AM was appointed a director of the Company on 21 November 2013 and he is Chairman of the
TOP Audit and Risk Committee.
Mr Lanzer is Managing Partner of Arnold Bloch Leibler - a leading Australian commercial law firm - and has over
30 years’ experience in providing legal and strategic advice to some of Australia’s leading companies.
Mr Lanzer is also a director of Premier Investments Limited, a director of Just Group Limited and previously a
director of the TarraWarra Museum of Art. He is a Life Governor of the Mount Scopus College Council. In June
2015 Mr Lanzer was appointed as a Member of the Order of Australia.
Thorney Opportunities Ltd 2020 Annual Report
Page | 6
Directors’ report continued
1.
Directors continued
Information on directors continued
Ashok Jacob BSc, MBA, Non-executive Director
Ashok Jacob was appointed a director of the Company on 21 November 2013.
Mr Jacob is the current Chairman and Chief Investment Officer of Ellerston Capital Limited. Mr Jacob is a current
director of MRF Limited and has been the Chair of the Australia-India Council since April 2015.
Mr Jacob’s previous directorships include Consolidated Press Holdings Limited, Crown Ltd, Publishing and
Broadcasting Ltd, Visy Australia Advisory Board, Challenger Financial Group Ltd, Fleetwood Holdings Ltd, Ecorp
Ltd, CPH Investment Group Ltd, Folkestone Ltd and SnackFoods Ltd.
He holds a Master of Business Administration from the Wharton School, University of Pennsylvania and a
Bachelor of Science from the University of Bangalore.
Dr Gary H. Weiss AM LLB(Hons), LLM (with dist.), J.S.D., Non-executive Director, Lead independent Director
Dr Gary H. Weiss AM was appointed a director of the Company on 21 November 2013.
Dr Weiss has considerable expertise in financial services businesses and extensive international business
experience.
He holds several directorships including as director of Ariadne Australia Limited (since November 1989) and as
Chairman of Ardent Leisure Group Limited and Estia Health Limited.
Other current directorships include The Straits Trading Company Limited and Hearts & Minds Investments
Limited. Dr Weiss is also a Commissioner of the Australian Rugby League Commission. In June 2019 Dr Weiss
was appointed as a Member of the Order of Australia.
Dr Weiss’ previous directorships include Guinness Peat Group plc, Premier Investments Limited, Pro-Pac
Packaging Limited, Tag Pacific Limited, Westfield Group, Coats plc (Chairman), ClearView Wealth Limited
(Chairman), Mercantile Investment Company Limited, Tower Australia Limited, Australian Wealth Management
Limited, Tyndall Australia Limited (Deputy Chairman), Joe White Maltings Limited (Chairman), CIC Limited,
Whitlam Turnbull & Co Limited and Industrial Equity Limited.
2.
Company Secretary
Craig Smith B.Bus (Acct), GIA(Cert), Secretary
Craig Smith CPA, ACIS was appointed secretary of the Company on 21 November 2013.
Mr Smith has been the Chief Financial Officer of the private Thorney Investment Group since 2008, was
appointed company secretary of Thorney Technologies Ltd in 2016 and is a director and company secretary of
Anaeco Limited.
Prior to joining Thorney, Mr Smith held CFO / Company Secretarial roles with ASX listed companies Baxter Group
Limited and Tolhurst Noall Limited.
Thorney Opportunities Ltd 2020 Annual Report
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Directors’ report continued
3.
Principal activities
Thorney Opportunities Ltd is an investment company listed on the Australian Securities Exchange (ASX: TOP).
Its principal activity is making investments in listed and unlisted securities.
There have been no changes in the nature of these activities during the 2020 financial year.
4.
Result
The Company’s net loss before tax for the 2020 financial year was $49,744,148 (2019: $15,009,872 profit) and
the net loss after tax was $34,917,472 (2019: $12,045,578 profit).
Net tangible assets after tax were 61.0 cents per share (2019: 80.1 cents per share).
5.
Dividends
TOP directors declared a 2020 Interim fully franked dividend of 0.73 cents per share for the period, which was
paid on 31 March 2020.
On 25 August 2020 the Board declared a final fully franked dividend of 1.27 cents per share (2019 Final dividend:
1.14 cents per share). The tax rate for imputation purposes will be at 30%, which is the maximum allowable
under Australian taxation law (i.e. 100% fully franked). The Dividend Reinvestment Plan (DRP) will not operate
in respect of the 2020 Final dividend.
The Final dividend will be paid to shareholders on 30 September 2020. The total dividend of approximately
$2,540,910 has not been recorded as a liability in the financial accounts. The dividends will be paid to all
shareholders who are duly recorded on the register of members as at 5pm on Wednesday, 9 September 2020.
The fully franked 2019 Final dividend of 1.14 cents per share was paid on 30 September 2019 and the fully
franked 2020 Interim dividend of 0.73 cents per share was paid on 31 March 2020.
6.
Review of operations
Over the course of the financial year ended 30 June 2020, the Company’s net tangible assets decreased by
$40,923,773 to $122,093,889 (2019: $163,017,662). The decrease principally reflects mark to market reductions
in the market value of the Company’s portfolio for the twelve-month period.
TOP’s five largest portfolio holdings (MNY, SSM, AMA, PAL, and DCG) represent 60% of TOP’s listed portfolio and
all closed at a weaker share price. Further, TOP’s write down of its unlisted investment in Australia Community
Media Group, predominately due to the impact of the January 2020 bushfires and Covid-19 pandemic, also
contributed to an overall unrealised loss position for period ending 30 June 2020.
Cash and short-term deposits as at 30 June 2020 was $6,561,555 (2019: $3,774,665). The $2,786,890 increase
in cash reflects an increase in operating cash flows of $8.4 million which was driven primarily by increase
in proceeds from sale of trading investments. This movement was offset by payments made in relation to the
Share buy-back totalling $2.2 million. The prior year cash balance was also impacted by a significant
transaction, relating to TOP’s investment of $7.5 million for 25% ownership in the Australian Community Me-
dia Group.
On 5 December 2019 the Company announced its intention to conduct an On-Market Share buy-back from the
period 19 December 2019 to 18 December 2020 unless the maximum number of shares are bought back prior
to this date or TOP decides to cease the buy-back.
Thorney Opportunities Ltd 2020 Annual Report
Page | 8
Directors’ report continued
6.
Review of operations continued
During 2020 TOP became a substantial shareholder of PRT, COG and TNY and ceased its holding in ZEN. During
the year, TOP lodged notices with the ASX of increases of its voting percentage in OVH, DCG, MRM, ISU, TNY and
MRG, and decreased its investment in MNY, lodging substantial holder notices during the period as required.
In June and July 2020 TOP held a Thorney Virtual Investment Forum (jointly with Thorney Technologies Ltd). In
the July 2020 Thorney Virtual Investment Forum, key personnel from OVH and PAL participated in the online
forum. The forums have been recorded and are available on the TOP website.
7.
Financial position
The Company’s net tangible assets can be summarised as follows:
Net tangible asset backing per share
Net tangible assets
Shares on issue
Net tangible assets after tax per share
8.
Prospects
2020
$122,093,889
200,071,679
61.0 cents
2019
$163,017,662
203,619,230
80.1 cents
The Company remains committed to maintaining its disciplined approach to investing.
The Board is optimistic that, in this challenging economic environment, opportunities which may be attractive
to the Company will continue to emerge over the coming period.
9.
Material business risks
The Company’s risk management and compliance framework operated effectively throughout the financial year
ensuring that the two main areas of risk that have been identified (investment risk and operational risk) were
appropriately monitored and managed.
With an investment mandate with exposures to small to medium size capitalisation companies, TOP will always
bear market risk as it invests its capital in assets that are not risk free.
10.
Events subsequent to balance date
There were no events subsequent to balance date.
Thorney Opportunities Ltd 2020 Annual Report
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Directors’ report continued
11.
2020 Remuneration report (Audited)
This report outlines the Key Management Personnel remuneration arrangements of the Company in accordance
with the requirements of the Corporations Act 2001 and its Regulations.
For the purposes of the report, Key Management Personnel are defined as those persons and corporate entities
having authority and responsibility for planning, directing and controlling activities of the Company.
For Thorney Opportunities Ltd the Key Management Personnel are the Non-executive Directors and the
Investment Manager.
(a) Remuneration of Directors
The Non-executive Directors are remunerated by the Company. It is the policy of the Board to remunerate
Directors at market rates commensurate with the responsibilities undertaken by Non-executive Directors. The
remuneration of the Non-executive Directors is not linked to the performance of the Company.
Non-executive Directors’ fees
The Non-executive Directors’ base remuneration is reviewed annually. There was no change in remuneration
during the period and annual fees paid to each Director have remained unchanged since their appointment. The
amount of base remuneration is not dependent on the satisfaction of a performance condition, or on the
performance of the Company, the Company’s share price, or dividends paid by the Company.
Non-executive Chairman’s fees
For his role as Chairman and director of TOP, the Non-executive Chairman, Alex Waislitz, receives zero directors’
fees and zero retirement benefits.
Retirement benefits for Directors
The Company does not provide retirement benefits (other than superannuation) to the Non-executive Directors.
The Investment Manager does not provide retirement benefits (other than superannuation) to the Non-
executive Chairman.
Other benefits (including termination) and incentives
The Company does not pay other benefits and incentives to the Non-executive Directors. The Company and the
Investment Manager do not pay other benefits and incentives to the Non-executive Chairman.
(b) Remuneration of the Investment Manager
The Investment Manager (Thorney Management Services Pty Ltd) is a corporate entity controlled by Mr Waislitz
that has specified authority and responsibility in regard to the management of the Company’s investment
portfolio and is remunerated by the Company in accordance with the Investment Management Agreement (IMA)
between the Company and the Investment Manager.
•
In respect of the year ended 30 June 2020, the Investment Manager was entitled to:
•
a Base Fee of $2,205,416 (GST exclusive), being a Base Fee equal to 0.75% per half year of the gross asset
value of the Company, payable half-yearly in arrears, calculated as at the last business day of the relevant
half-year; and
a Performance Fee of $0. The fee is the greater of zero and the amount calculated as 20% of the Increase
Amount. The Increase Amount is the adjusted Net Asset Value for the current period less the Net Asset
Value from the previous period and less a hurdle, equivalent to the value of any Base Fee paid or accrued.
Performance fee entitlements are calculated on an annual basis, commencing on 1 July of each financial
year. If there is no Increase Amount for a financial year, the shortfall is not carried forward and not
deducted from any increase in future financial year(s) for the purposes of calculating future Performance
Fees.
Thorney Opportunities Ltd 2020 Annual Report
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Directors’ report continued
11.
2020 Remuneration report (Audited) continued
(c) Details of Remuneration
Key Management Personnel (KMP) received the following remuneration amounts:
2020
Short term benefits
Fees
$
Other
$
Alex Waislitz
Ashok Jacob
Henry Lanzer¹
Dr Gary Weiss
Total KMP remuneration
0
50,000
54,750
50,000
154,750
2019
Short term benefits
Fees
$
Other
$
Alex Waislitz
Ashok Jacob
Henry Lanzer¹
Dr Gary Weiss
Total KMP remuneration
0
50,000
54,750
50,000
154,750
¹ Mr Lanzer’s fees are paid or payable to Arnold Bloch Leibler and exclude GST
Post-employment
benefits
Superannuation
$
0
4,750
0
4,750
9,500
Post-employment
benefits
Superannuation
$
0
4,750
0
4,750
9,500
0
0
0
0
0
0
0
0
0
0
Total
$
0
54,750
54,750
54,750
164,250
Total
$
0
54,750
54,750
54,750
164,250
There were no short-term cash profit sharing and other bonuses, non-monetary benefits, other post-
employment benefits, termination benefits or share based payments to Key Management Personnel for the
current or the prior year. Arnold Bloch Leibler is a legal firm of which Henry Lanzer is the managing partner.
(d) Service Arrangements
The following service arrangements have been agreed between the Company and the Non-executive Directors
with respect to remuneration and other terms of employment.
Ashok Jacob
• Commenced 21 November 2013
• No term has been set unless the Director is not re-elected by shareholders of the Company
• Base annual fee of $50,000 plus superannuation
Henry Lanzer
• Commenced 21 November 2013
• No term has been set unless the Director is not re-elected by shareholders of the Company
• Base annual fee of $54,750 (GST exclusive)
Dr Gary Weiss
• Commenced 21 November 2013
• No term has been set unless the Director is not re-elected by shareholders of the Company
• Base annual fee of $50,000 plus superannuation
Thorney Opportunities Ltd 2020 Annual Report
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Directors’ report continued
11.
2020 Remuneration report (Audited) continued
(e) Employment agreement
The Non-executive Chairman has an employment agreement with Tiga Trading Pty Ltd, a related body corporate
of the Investment Manager, not the Company.
• Commenced as Director on 21 November 2013
• No term of agreement has been set unless the Director is not re-elected by shareholders of the Company
• No base salary or other compensation was received from the Company
• The Director is employed under an employment agreement with Tiga Trading Pty Ltd which will continue
indefinitely until terminated
(f) History of TOP performance
The table below summarises TOP’s key financial performance indicators over the last five financial years.
As at 30 June
2020
2019
2018
2017
2016
Earnings after tax
(PAT)
$
(34,917,472)
12,045,578)
11,109,436)
20,189,353)
15,759,953)
EPS
Share price
NTA (after tax)
(cents per share)
(17.24)
5.92)
5.94)
11.91)
9.33)
(cents per share)
47.0
67.0
69.0
69.5
58.0
(cents per share)
61.0
80.1
75.7
71.6
60.8
Earnings are for continuing operations only.
History of TOP Performance Last 5 Years
NTA
cps
100
90
80
70
60
50
40
2016
2017
2018
2019
70.0
60.0
50.0
40.0
30.0
20.0
10.0
0.0
PAT
$M
2020
NTA
Cumulative PAT since Thorney began as Investment Manager ($M)
Thorney Management Services Pty Ltd (Investment Manager) assumed investment management responsibilities
from 21 November 2013 pursuant to an Investment Management Agreement approved by shareholders at the
2013 Annual General Meeting.
Thorney Opportunities Ltd 2020 Annual Report
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Directors’ report continued
12.
KMP relevant interests
The number of TOP ordinary shares held by KMP in the Company is as follows:
Directors
Alex Waislitz¹
Ashok Jacob
Henry Lanzer
Dr Gary Weiss
Other key management personnel
Thorney Management Services Pty Ltd
(TMS)¹
Balance
30 June
2018
Additions/
(Disposals)
Balance
30 June
2019
Additions/
(Disposals)
Balance
30 June
2020
56,979,159
1,061,846
125,700
9,971
3,180,893 60,160,052
1,061,846
125,700
9,971
-
-
-
- 60,160,052
1,061,846
-
125,700
-
9,971
-
56,979,159
3,180,893 60,160,052
- 60,160,052
¹ Pursuant to the Corporations Act 2001, Alex Waislitz and TMS have a deemed relevant interest in the ordinary shares in
the Company held by Thorney Holdings Proprietary Limited and Tiga Trading Pty Ltd.
There have been no changes in Directors’ relevant interests in shares since the end of the financial year. All
Directors have duly notified the Australian Securities Exchange in accordance with the Corporations Act 2001 of
changes in their relevant interests during the year.
13.
Board and committee meetings
The number of Board meetings, including meetings of Board Committees, held during the year ended 30 June
2020 and the number of those meetings attended by each Director is set out below:
Board
Meetings
Audit & Risk
Committee
No. of
meetings
held while
a Director
6
6
6
6
No. of
meetings
attended
6
6
6
5
No. of
meetings
held while
a Director
4¹
4¹
4¹
4¹
No. of
meetings
attended
3
2
4
3
Alex Waislitz
Ashok Jacob
Henry Lanzer
Gary Weiss
¹ Whilst Mr Jacob and Dr Weiss are not formal members of the Audit and Risk Committee they are invited to
attend each meeting. Mr Jacob and Dr Weiss attended committee meetings during the year.
14.
Environmental regulation
The operations of TOP are not subject to any particular or significant environmental regulations under a
Commonwealth, State or Territory law.
Thorney Opportunities Ltd 2020 Annual Report
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Directors’ report continued
15.
Indemnification and insurance of officers and auditor
TOP has paid insurance premiums in respect of directors’ and officers’ liability for current and former directors
and officers of the Company.
The insurance policies prohibit disclosure of the nature of the liabilities insured against and the amount of the
premiums.
To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young, as part of the
terms of its audit engagement agreement against claims by third parties arising from any non-audit services (for
an unspecified amount). No payment has been made to indemnify Ernst & Young during or since the financial
year.
16.
Auditor’s independence declaration
The Auditor’s independence declaration, as required under section 307C of the Corporations Act 2001, is set
out on page 15.
17.
Non-audit services
Details of the amounts paid or payable to Ernst & Young for audit services provided during the year are set out
in Note 15 to the financial statements on page 41 of this report.
There were no non-audit services performed by the Company’s auditor, Ernst & Young, during the 2020 financial
year.
This report is made in accordance with a resolution of the Board of Directors.
On behalf of the Board
Alex Waislitz
Chairman
Melbourne, 25 August 2020
Thorney Opportunities Ltd 2020 Annual Report
Page | 14
Ernst & Young
8 Exhibition Street
Melbourne VIC 3000 Australia
GPO Box 67 Melbourne VIC 3001
Tel: +61 3 9288 8000
Fax: +61 3 8650 7777
ey.com/au
Auditor’s Independence Declaration to the Directors of Thorney
Opportunities Ltd
As lead auditor for the audit of the financial report of Thorney Opportunities Ltd for the financial year ended
30 June 2020, I declare to the best of my knowledge and belief, there have been:
(a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation
to the audit; and
(b) no contraventions of any applicable code of professional conduct in relation to the audit.
Ernst & Young
Tony Morse
Partner
25 August 2020
Thorney Opportunities Ltd 2020 Annual Report
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Page | 15
Corporate governance statement
Corporate governance statement
2020 Corporate governance statement
Thorney Opportunities Ltd (Thorney Opportunities, TOP or Company) is committed to developing and
maintaining an effective system of corporate governance which is commensurate with the size and nature of
the Company, its Board and the scope of its operations.
In the following statements we detail how the Company adheres to the 8 core principles and where there is non-
adherence we disclose why it is necessary to take a different approach.
Principle 1: Lay solid foundations for management and oversight:
The primary role of the Board is to ensure the long-term prosperity of Thorney Opportunities.
The Board is responsible for a broad range of matters and will act in the best interests of the Company to ensure
that the business of the Company is properly managed. The Company has no employees and its day-to-day
functions and investment activities are managed by Thorney Management Services Pty Ltd (Investment
Manager) pursuant to an Investment Management Agreement (IMA) approved by shareholders. The Investment
Manager performs the tasks that would ordinarily be performed by senior executives.
The Board has adopted a Board Charter which stipulates the respective roles and responsibilities of the board
and matters expressly reserved to the Board and which operational activities and what levels of authority have
been delegated to the Investment Manager.
The Board may delegate any of these matters to individual Directors, Board Committees or the Investment
Manager but any such delegation shall be in accordance with the law and the Company’s Constitution.
The Board meets at least quarterly. At these meetings senior managers of the Investment Manager are available
to report on the Company’s operations.
Before being invited to join the Board and standing for election by shareholders, all non-executive Directors have
appropriate background checks. All details of directors’ qualifications, skills and experience, independence
including other material directorships currently held and any related party disclosures are included in the
meeting materials presented to shareholders.
Service arrangements have been agreed between the Company and the Directors personally with respect to
their individual remuneration and other terms of employment. Each Director has entered into an agreement
regarding insurance, access to records and disclosure of any trading in TOP securities as required under ASX
Listing Rules, confidentiality and the Company’s Trading Policy.
The Company Secretary has a direct reporting line to each Director of the Company in regard to all matters to
do with the proper functioning of the Board and the Committees.
Diversity The Company has not promulgated a Diversity Policy nor has it set any measurable objectives for
gender diversity in compliance with ASX Recommendation 1.5. As the Company has no employees the Board
has determined that a Diversity Policy and the setting of measurable objectives to achieve gender diversity are
not warranted at this time. However, the composition of the Board is periodically reviewed.
The Board undertakes a formal annual performance self-assessment of the Board, the Audit and Risk Committee
and the Investment Manager.
Thorney Opportunities Ltd 2020 Annual Report
Page | 16
Corporate governance statement continued
Principle 1: Lay solid foundations for management and oversight continued:
An evaluation of board performance was undertaken during the financial year ended 30 June 2020 with no
material changes proposed to the Board processes or individual director contributions.
The Board annually reviews the performance of the Investment Manager based on total returns to shareholders
and with reference to peer LIC performance and benchmark ASX indices.
The independent directors meet at least once a year to review and evaluate the performance of the Investment
Manager.
A satisfactory evaluation of the Investment Manager’s performance for the financial year ended 30 June 2020
was undertaken by the independent directors.
The Investment Manager has an established induction process for all its employees with responsibilities under
the IMA. As part of this induction process, new senior executives will receive briefings on the business of the
Company and the Investment Manager and their policies and procedures. These briefings will focus on the key
operational, regulatory, risk and compliance issues that are of relevance to the Company and the Investment
Manager.
Principle 2: Structure the board to be effective and add value:
Nomination and appointment of new Directors
ASX Recommendation 2.1 states that a board should establish a nomination committee and disclose a charter.
Given the size and nature of the Company, the Board has determined that a Nomination Committee is not
warranted.
The Board considers the issues that would otherwise be considered by a Nominations Committee.
Board skills matrix
The TOP Board must comprise directors with an appropriate range of skills, experience and expertise.
All directors
All directors
Board skills and experience:
Executive
leadership
Financial
markets
acumen
Governance
Public policy
and
Regulation
Shareholder
engagement
Strategy
All directors
All directors
All directors
All directors
The Board skills matrix sets out the key skills and experience of the Directors
and the extent to which they are represented on the current Board and its
Committees.
In addition to the skills and experience outlined in this table the Board considers
that each Director has the appropriate attributes such as
•
•
•
•
•
honesty and integrity;
an understanding of shareholder value;
has sufficient time to undertake the role appropriately;
an enquiring mind; and
a demonstrated commitment to appropriate standards of governance.
Background information on Directors in office at the date of this Annual Report is set out in the Directors’ Report.
The Company’s Constitution provides that there must be a minimum of 3 and a maximum of 10 directors.
Having regard to the size and the nature of its business, the Company has determined that a 4 member board is
appropriate and sufficient to enable it to effectively discharge its responsibilities to the Company.
Thorney Opportunities Ltd 2020 Annual Report
Page | 17
Corporate governance statement continued
Principle 2: Structure the board to add value continued:
Majority of independent directors
The Board currently comprises 2 independent, non-executive directors (Ashok Jacob and Dr Gary Weiss) and 2
non-independent non-executive directors (Alex Waislitz and Henry Lanzer). The Board regularly assesses the
independence of each non-executive director.
Director
Alex Waislitz
Henry Lanzer
Ashok Jacob
Dr Gary Weiss
Position
Chairman
Director
Director
Director1
Classification
Non-independent
Non-independent
Independent
Independent
Appointment
21 November 2013
21 November 2013
21 November 2013
21 November 2013
Last election
24 November 2017
21 November 2018
20 November 2019
20 November 2019
Thorney Opportunities notes that the current Board does not comply with ASX Recommendation 2.4 with
respect to a majority of independent directors. The Board considers that all Directors of TOP bring significant
expertise and investment experience to the Company and that the current structure is appropriate for the
Company at this time.
Directors are elected by shareholders and in accordance with the provisions of the Constitution, no director
holds office for a period longer than 3 years without standing for re-election by the shareholders.
Chairman and independence
Thorney Opportunities notes that ASX Recommendation 2.3 (modified recommendation for externally managed
listed entities) and ASX Recommendation 2.5 states that the chair of the Company and Investment Manager
should be independent and, in particular, should not be the same person as the CEO of the entity.
The Board takes the view that it is in the best interests of shareholders that Mr Waislitz be the Chairman of
Thorney Opportunities and we make the following observations:
• Mr Waislitz, as the long-term chairman and CEO of the private Thorney Investment Group, has a
•
demonstrated track record of successful investment performance over 2 decades.
In November 2013, shareholders voted in favour of all Thorney Investment Group proposals, including the
appointment of Mr Waislitz as a director, on the expectation he be appointed Chairman of the Company.
There are well-credentialed independent directors serving on the Board.
•
• Delegation of certain responsibilities to Board committees.
•
The appointment of Dr Gary Weiss as Lead independent director.
The Company has a program for inducting new directors and each director individually reviews their training and
professional development needs to maintain the skills and knowledge required to effectively perform their role.
Each director may obtain independent professional advice at the expense of the Company on matters arising in
the course of their Board duties. The payment for the cost of the advice by the Company is subject to the
approval of the Chairman, which will not be unreasonably withheld.
1 Lead Independent Director
Thorney Opportunities Ltd 2020 Annual Report
Page | 18
Corporate governance statement continued
Principle 3: Instil a culture of acting lawfully, ethically and responsibly:
Code of Conduct and Conflicts of Interest
The Company has established a Code of Conduct that provides guidance to Directors and employees of the
Investment Manager. Under these principles Directors will:
•
•
•
•
•
conduct business lawfully
conduct business in good faith and in a manner that will maintain confidence in the Company’s integrity;
perform their duties to high standards of honest, ethical and law-abiding behaviour;
treat others with dignity and respect; and
not engage in conduct likely to adversely affect the reputation of Thorney Opportunities.
The Code of Conduct also sets out details of how conflicts of interest should be avoided. Directors must disclose
to the Company any material personal interest they or their associates may have in a matter that relates to the
affairs of the Company, and inform the Board, via the Company Secretary, of any changes. Where conflicts of
interest arise, the Code sets out appropriate arrangements that must be followed.
A copy of the Code of Conduct is available on the Company’s website.
Whistleblower Policy
The Company has established a Whistleblower Policy allowing stakeholders to confidentially submit for
investigation any serious complaint against the Company or its representatives and provides protections for
employees who do so. The Board will be informed of any material concern raised under the Policy or that calls
into question the culture of the Company.
A copy of the Whistleblower Policy is available on the Company’s website.
Principle 4: Safeguard the integrity of corporate reports:
Audit Committee
Thorney Opportunities has established an Audit and Risk Committee and adopted an Audit and Risk Committee
Charter. Henry Lanzer (Committee Chairman) and Alex Waislitz have been formally appointed to the Committee
but all directors are invited and encouraged to attend each meeting. The Company notes that its Committee
composition and Charter do not conform to ASX Recommendation 4.1, however the Board believes that given
the size and nature of the Company and the Board, the committee structure is sufficiently appropriate to
independently verify and safeguard the integrity of the financial reporting.
A table of attendance at committee meetings by directors is included in the directors’ report.
Assurance
Thorney Opportunities does not employ its own CEO or CFO. However, for the purposes of section 295A of the
Corporations Act and ASX Recommendation 4.2, the Chairman and Company Secretary provide the required
assurances and declarations each half-year.
The Thorney Opportunities Board has received assurance from the Chairman and Company Secretary that, in
their opinion:
•
•
•
the financial records of the Company have been properly maintained;
the financial statements comply with the appropriate accounting standards and give a true and fair view of
the financial position and performance of the Company; and
the opinion has been formed on the basis of a sound system of risk management and internal control which
is operating effectively.
Thorney Opportunities Ltd 2020 Annual Report
Page | 19
Corporate governance statement continued
Principle 4: Safeguard the integrity of corporate reports continued:
External Auditor
The Audit and Risk Committee Charter includes information on the procedures for selection, appointment and
removal of the external auditor of the Company and for the rotation of the external audit engagement partner.
In 2013 shareholders appointed Ernst & Young as the company’s auditor. In 2018 the audit engagement partner
of Ernst & Young was rotated as required under the rotation policy
TOP ensures that the external auditor attends the AGM and is available to answer questions relevant to the
audit from shareholders.
Principle 5: Make timely and balanced disclosure:
Thorney Opportunities has adopted a Disclosure Policy which has procedures designed to ensure compliance
with ASX Listing Rules and Corporations Act disclosure requirements and to ensure accountability of Directors
and senior management of the Investment Manager for that compliance.
The policy, which is available on the Company’s website, has procedures designed to ensure that material
information is communicated to the Chairman and Company Secretary and for the assessment of information
for the disclosure of material information to the market.
The Board acknowledges the importance of promoting timely and balanced disclosure of all material matters
concerning Thorney Opportunities and believes it is fully compliant with Principle 5 and its recommendations.
Principle 6: Respect the rights of security holders:
Thorney Opportunities has a Communications Policy which seeks to promote effective communication with our
shareholders. The Company communicates in several ways including via its Annual Report and Half-yearly
accounts, monthly net tangible asset backing announcements, regular shareholder updates from the Chairman
and other ASX announcements regarding material investments and other developments.
Thorney Opportunities Ltd maintains a website at: www.thorneyopportunities.com.au.
Annual General Meeting
The Company’s AGM will be held in November 2020 at a time, date and venue to be announced.
The Chairman of the meeting will ensure that shareholders are given the opportunity to participate at the AGM.
The Company encourages shareholders to contact the Share Registry and opt in to receive and send all
communications to and from the Company electronically.
Thorney Opportunities Ltd 2020 Annual Report
Page | 20
Corporate governance statement continued
Principle 7: Recognise and manage risk:
The Board, through the Audit and Risk Committee, is responsible for setting policies for oversight of risk and
identification and management of material business risks. Thorney Opportunities has an approved Audit and
Risk Committee Charter (see Principle 4 above) and in conjunction with the Investment Manager has adopted a
Risk Management Policy.
The Investment Manager has implemented a risk management and compliance framework which enables the
identification of risks, the execution of appropriate responses, the monitoring of risks and the controls applied
to mitigate risks.
The main areas of risk that have been identified are market risk and operational risk. As a listed investment
company Thorney Opportunities will always bear market risk as it invests its capital in assets that are not risk
free. Operational risks can include legal, regulatory, disaster recovery, systems, process and human resource,
environmental and social risks. Our risk management framework has been designed to monitor, review and
continually improve risk management throughout the Company.
For the year ended 30 June 2020 the Audit and Risk Committee reviewed the Company’s risk management
framework and the Board was satisfied that it continues to be sound.
The Board believes that commensurate with the size and nature of the business that an internal audit function
is not warranted at this time. The Company utilises highly effective internal control processes and systems,
developed over 2 decades by the Investment Manager to manage the multifaceted investment activities of the
private Thorney Group. The Investment Manager employs staff and consultants who are responsible for
evaluating and continually improving the effectiveness of the risk management and internal control systems.
These systems are subject to an annual external audit.
The Company does have a material exposure to the Australian stock market. A large fall or correction to the
overall market is likely to adversely affect the Company’s NTA. The Investment Manager seeks to reduce this
risk through careful stock selection, diversification and management of the relative weightings of individual
securities.
Principle 8: Remunerate fairly and responsibly:
Remuneration Committee
ASX Recommendation 8.1 states that a board should establish a remuneration committee. Given the size and
nature of the Company and the fact the company does not employ executives, the Board has determined that a
Remuneration Committee is not warranted, nor does it have a Remuneration Policy to disclose.
Non-executive Directors
Non-executive Directors are remunerated by a fixed director’s fee including superannuation or as a fixed
consulting fee plus GST, as permitted by the Company’s Constitution.
The maximum remuneration of Non-executive Directors is determined by Shareholders at a General Meeting in
accordance with the Constitution, the Corporations Act and the ASX Listing Rules, as applicable. At present the
maximum aggregate remuneration of Non-executive Directors is $400,000 per annum. The apportionment of
non-executive Director Remuneration within that maximum will be made by the Board having regard to the
inputs and value to the Company of the respective contributions by each Non-executive Director. The Board
may award additional remuneration to Non-executive Directors called upon to perform extra duties or services
on behalf of the Company.
Thorney Opportunities Ltd 2020 Annual Report
Page | 21
Corporate governance statement continued
Principle 8: Remunerate fairly and responsibly continued:
Non-executive Chairman
The Non-executive Chairman is employed by the private Thorney Investment Group and does not receive any
salary, benefits or incentives for his role as a Director of the Company.
The amount of remuneration for all directors, including all monetary and non-monetary components, are
detailed in the directors’ report under Remuneration Report (audited).
Investment Manager
The Investment Manager has specified authority and responsibility in regard to management of the Company’s
investment portfolio. The Investment Manager is entitled to a base fee and a performance fee in accordance
with the IMA.
Persons involved in investment management are employees of the private Thorney Investment Group and are
not remunerated by the Company.
Further details on the management fees paid to the Investment Manager are included in the financial
statements.
Thorney Opportunities Ltd 2020 Annual Report
Page | 22
Statement of comprehensive income
For the year ended 30 June 2020
Statement of comprehensive income
Income
Net changes in fair value of trading investments
Interest income
Dividend income
Other income
Total investment (loss)/income
Expenses
Management fees
Performance fees
Directors' fees
Finance costs
Fund administration and operational costs
Legal and professional fees
Other administrative expenses
Total expenses
(Loss)/profit before income tax
Income tax benefit/(expense)
Note
2020
$
2019
$
3
3
3
3
3
(50,690,301)
195,345)
3,369,179)
173,711)
16,663,182)
214,688)
4,206,591)
29,074)
(46,952,066)
21,113,535)
(2,260,552)
-)
(169,725)
(557)
(110,525)
(189,225)
(61,498)
(2,471,979)
(3,106,092)
(169,725)
(335)
(111,603)
(193,434)
(50,495)
(2,792,082)
(6,103,663)
(49,744,148)
14,826,676)
4
15,009,872)
(2,964,294)
Total comprehensive (loss)/profit for the year
(34,917,472)
12,045,578)
Basic and diluted (loss)/earnings per share
13
(17.24)
5.92)
The statement of comprehensive income should be read in conjunction with the notes to the financial
statements.
2020
Cents
2019
Cents
Thorney Opportunities Ltd 2020 Annual Report
Page | 23
Statement of financial position
As at 30 June 2020
Statement of financial position
ASSETS
Currents assets
Cash and short-term deposits
Financial assets
Receivables
Prepayments
Total current assets
Non-current assets
Financial assets
Deferred tax assets
Total non-current assets
TOTAL ASSETS
LIABILITIES
Current liabilities
Payables
Total current liabilities
Non-current liabilities
Deferred tax liabilities
Total non-current liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserve
Accumulated losses
TOTAL EQUITY
Note
2020
$
2019
$
6
8
9
8
4
6,561,555)
107,538,844)
106,540)
13,017)
3,774,665)
167,991,392)
1,114)
11,807)
114,219,956)
171,778,978)
6,375,000)
3,306,556)
7,500,000)
-)
9,681,556)
7,500,000)
123,901,512)
179,278,978)
10
1,807,623)
4,741,196)
1,807,623)
4,741,196)
4
11
12
-)
-)
11,520,120)
11,520,120)
1,807,623)
16,261,316)
122,093,889)
163,017,662)
103,369,689)
108,890,443)
(90,166,243)
105,585,376)
88,486,055)
(31,053,769)
122,093,889)
163,017,662)
The statement of financial position should be read in conjunction with the notes to the financial statements.
Thorney Opportunities Ltd 2020 Annual Report
Page | 24
Statement of changes in equity
For the year ended 30 June 2020
Statement of changes in
equity
Balance at 1 July 2019
Issued
capital
$
Reserves
$
Accumulated
losses
$
Total
equity
$
105,585,376)
88,486,055)
(31,053,769)
163,017,662)
-)
-)
-)
-)
-)
(34,917,472)
(34,917,472)
(34,917,472)
(34,917,472)
24,195,002)
(24,195,002)
-)
Loss for the year
Total comprehensive loss for the year
Transfer to Profits reserve
Transactions with shareholders:
Dividends paid
Share Buy-back
Cost of Share Buy-back
-)
(2,212,014)
(3,673)
(3,790,614)
-)
-)
-)
-)
-)
-)
(3,790,614)
(2,212,014)
(3,673)
(6,006,301)
Total transactions with shareholders
(2,215,687)
(3,790,614)
Balance at 30 June 2020
103,369,689)
108,890,443)
(90,166,243)
122,093,889)
For the year ended 30 June 2019
Balance at 1 July 2018
Profit for the year
Total comprehensive income for the year
Transfer to Profits reserve
Transactions with shareholders:
Dividends paid
Total transactions with shareholders
Balance at 30 June 2019
Issued
capital
$
105,585,376)
Reserves
$
56,649,833)
Accumulated
losses
$
(8,086,664)
Total
equity
$
154,148,545)
-)
-)
-)
-)
-)
12,045,578)
12,045,578)
12,045,578)
12,045,578)
35,012,683)
(35,012,683)
-)
-)
-)
105,585,376)
(3,176,461)
(3,176,461)
88,486,055)
-)
-)
(31,053,769)
(3,176,461)
(3,176,461)
163,017,662)
The statement of changes in equity should be read in conjunction with the notes to the financial statements.
Thorney Opportunities Ltd 2020 Annual Report
Page | 25
Statement of cash flows
For the year ended 30 June 2020
Statement of cash flows Statement of cash flows
Cash flows from operating activities:
Interest received
Dividends received
Proceeds from sale of trading investments
Payments for trading investments
Payments to suppliers and employees
Finance costs paid
Other
2020
$
2019
$
195,345)
3,266,724)
55,214,986)
(44,327,739)
(6,139,308)
(557)
173,711)
214,688)
4,259,240)
45,012,782)
(43,981,080)
(5,687,616)
(335)
29,074)
Net cash provided by/ (used in) operating activities
6(a)
8,383,162)
(153,247)
Cash flows from investing activities:
Payments for long-term investments
Net cash used in investing activity
Cash flows from financing activities:
Payment for Share Buy-Back costs
Payment for Share Buy-back
Dividends paid
Net cash used in financing activities
Net (decrease)/increase in cash held
Cash at the beginning of the year
Cash at the end of the year
-)
-)
(7,500,000)
(7,500,000)
(3,673)
(2,212,014)
(3,380,585)
-)
-)
(3,161,599)
(5,596,272)
(3,161,599)
2,786,890)
3,774,665)
(10,814,846)
14,589,511)
6
6,561,555)
3,774,665)
The statement of cash flows should be read in conjunction with the notes to the financial statements.
Thorney Opportunities Ltd 2020 Annual Report
Page | 26
Notes to the financial statements
Notes to the financial statements
1.
Corporate information
The financial statements of Thorney Opportunities Ltd and its subsidiary (collectively TOP or the Company) for
the year ended 30 June 2020 were authorised for issue in accordance with a resolution of the directors on 25
August 2020.
Thorney Opportunities Ltd is a Company limited by shares, incorporated and domiciled in Australia.
The nature of the operations and principal activities of the Company are described in the directors' report.
The Company’s investment activities are managed by Thorney Management Services Pty Ltd (Investment
Manager) pursuant to an Investment Management Agreement approved by shareholders.
2.1
Summary of accounting policies
(a)
Basis of preparation
The financial statements are general purpose financial statements that have been prepared in accordance with
the requirements of the Corporations Act 2001, Australian Accounting Standards and other authoritative
pronouncements of the Accounting Standards Board. The financial statements are presented in Australian
Dollars and the Company is a for-profit entity for the purpose of preparing financial statements.
The annual report has also been prepared on a historical cost basis, except for financial assets and financial
liabilities held at fair value through profit or loss, that have been measured at fair value.
Statement of compliance
The financial statements have been prepared in accordance with the Australian Accounting Standards as issued
by the Australian Accounting Standards Board and International Financial Reporting Standards as issued by the
International Accounting Standards Board.
Changes in Accounting Standards
The Company has adopted a number of new and amended Australian Accounting Standards and AASB
interpretations for the reporting period, including the following list:
AASB 16 Leases
This Standard sets out the principles for the recognition, measurement, presentation and disclosure of leases.
The objective is to ensure that lessees and lessors provide relevant information in a manner that faithfully
represents those transactions. This information gives a basis for users of financial statements to assess the effect
that leases have on the financial position, financial performance and cash flows of an entity. An entity shall
consider the terms and conditions of contracts and all relevant facts and circumstances when applying this
Standard. An entity shall apply this Standard consistently to contracts with similar characteristics and in similar
circumstances.
An entity shall apply this Standard to all leases, including leases of right-of-use assets in a sublease, except where
dictated by another standard.
This standard applies from 1 July 2019 has not had an impact on the Company as the Company currently does
not have lease arrangements where the Company acts as lessee.
Thorney Opportunities Ltd 2020 Annual Report
Page | 27
Notes to the financial statements continued
2.1
Summary of accounting policies continued
Standards issued that might have an impact but not yet effective
The Company has not applied any Australian Accounting Standards or AASB Interpretations that have been
issued as at balance date but are not yet effective for the year ended 30 June 2020.
AASB 2020-4 Amendments to Australian Accounting Standards – Covid-19-Related Rent Concessions. This
Standard amends AASB 16 Leases (February 2016) as a consequence of the issuance of International Financial
Reporting Standard Covid-19-Related Rent Concessions (Amendment to IFRS 16) by the International Accounting
Standards Board in May 2020. This Standard applies to annual periods beginning on or after 1 June 2020. This
Standard may be applied to annual periods beginning before 1 June 2020. This is not expected to impact the
Company as the Company currently does not have lease arrangements where the Company acts as lessee.
AASB 2020-1 Amendments to Australian Accounting Standards – Classification of Liabilities as Current or Non-
current. This Standard amends AASB 101 Presentation of Financial Statements (July 2015) as a consequence of
the issuance of International Financial Reporting Standard Classification of Liabilities as Current or Non-current
(Amendments to IAS 1) by the International Accounting Standards Board (IASB) in January 2020. This Standard
applies to annual reporting periods beginning on or after 1 January 2022. Implementation of this standard is
not expected to have a significant impact on the Company and its financial reporting disclosures.
AASB 2020-3 Amendments to Australian Accounting Standards – Annual Improvements 2018–2020 and Other
Amendments. This Standard amends: (a) AASB 1 First-time Adoption of Australian Accounting Standards (July
2015); (b) AASB 3 Business Combinations (August 2015); (c) AASB 9 Financial Instruments (December 2014); (d)
AASB 116 Property, Plant and Equipment (August 2015); (e) AASB 137 Provisions, Contingent Liabilities and
Contingent Assets (August 2015); and (f) AASB 141 Agriculture (August 2015); as a consequence of the issuance
by the International Accounting Standards Board in May 2020 of the following International Financial Reporting
Standards: (g) Annual Improvements to IFRS Standards 2018–2020; (h) Reference to the Conceptual Framework
(Amendments to IFRS 3); (i) Property, Plant and Equipment: Proceeds before Intended Use (Amendments to IAS
16); and (j) Onerous Contracts—Cost of Fulfilling a Contract (Amendments to IAS 37). This Standard applies to
annual periods beginning on or after 1 January 2022. The amendments to individual Standards may be applied
early, separately from the amendments to the other Standards. These amendments are not expected to have a
significant impact on the Company.
(b) Basis of consolidation
The Company meets the definition of an Investment Entity under AASB 10 Consolidated Financial Statements,
as it meets the following criteria:
•
•
•
the Company obtains funds from shareholders for the purpose of providing them with investment
management services;
the Company’s business purpose, which it communicated directly to shareholders, is investing solely for
returns from capital appreciation and investment income; and
the performance of investments made by the Company are measured and evaluated on a fair value
basis.
The Company meets all the typical requirements of an investment entity.
The Company has determined that for any entities it controls or has significant influence over, that do not
provide investment related services to the Company, consolidated financial statements are not required. The
Company’s investments in these entities are measured at fair value through profit and loss in accordance with
AASB 9.
Thorney Opportunities Ltd 2020 Annual Report
Page | 28
Notes to the financial statements continued
2.2
Accounting judgements and estimates
The preparation of the Company’s financial statements requires management to make judgements, estimates
and assumptions that affect the amounts recognised in the financial statements. However, uncertainty about
these assumptions and estimates could result in outcomes that could require a material adjustment to the
carrying amount of the asset or liability affected in the future.
The significant accounting policies have been consistently applied in the current financial year and the
comparative period, unless otherwise stated. Where necessary comparative information has been re-presented
to be consistent with current period disclosures.
Fair value of financial instruments
When the fair values of financial assets and financial liabilities recorded in the statement of financial position
cannot be measured based on quoted prices in active markets, their fair value is measured using valuation
techniques. The inputs to these models are taken from observable markets where possible, but where this is
not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of
inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect
the reported fair value of financial instruments. Further information is provided in note 7.
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. Further details are provided in note 4.
Thorney Opportunities Ltd 2020 Annual Report
Page | 29
Notes to the financial statements continued
2.3
Summary of significant accounting policies
The principal accounting policies applied in the preparation of these financial statements are set out below.
a)
Financial instruments
(i) Classification
The Company classifies its financial assets and financial liabilities into the categories below in accordance with
AASB 9.
Financial assets and liabilities at fair value through profit or loss
The Company has two discrete portfolios of securities, the long-term portfolio and the trading portfolio.
The long-term portfolio relates to holdings of securities which the Directors intend to retain on a long term basis,
principally for the purpose of generating capital appreciation. The long-term portfolio is recognised as a non-
current asset in the statement of financial position.
The trading portfolio comprises securities acquired principally for the purpose of generating a profit from short-
term fluctuation in price. The trading portfolio is recognised as a current asset in the statement of financial
position. All derivatives are classified as held for trading.
Other financial liabilities
This category includes all financial liabilities, other than those classified as at fair value through profit or loss.
Other financial liabilities are measured at their nominal amounts. Amounts are generally settled within 30 days
of being recognised as other financial liabilities. Given the short-term nature of other financial liabilities, the
nominal amount approximates fair value.
(ii) Recognition
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or
equity instrument of another entity.
Purchases or sales of financial assets that require delivery of assets within the time frame generally established
by regulation or convention in the marketplace are recognised on the trade date, i.e. the date that the Company
commits to purchase or sell the asset.
The Company includes in this category equity instruments. Equity instruments include investments in
subsidiaries and associates. The following is noted:
•
•
Investment in subsidiaries: in accordance with the exemption under AASB 10, investments in subsidiaries
are not consolidated, unless the subsidiary does not meet this exemption because it performs services
that relate to the
investment activity of the Company. Otherwise the Company measures
unconsolidated subsidiaries at fair value through profit and loss.
Investment in associates: in accordance with the exemption in AASB 128 Investment in Associates and
Joint Ventures, the Company does not account for its investments in associates using the equity method.
Instead the Company measures its investments in associates through fair value through profit and loss.
Thorney Opportunities Ltd 2020 Annual Report
Page | 30
Notes to the financial statements continued
2.3
Summary of significant accounting policies continued
a)
Financial instruments continued
iii) De-recognition
A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is
derecognised where:
i. The rights to receive cash flows from the asset have expired; or
ii. The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation
to pay the received cash flows in full without material delay to a third party under a ‘pass-through’
arrangement; and
iii. Either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the
Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has
transferred control of the asset.
The Company derecognises a financial liability when the obligation under the liability is discharged, cancelled or
expires.
(iv) Initial measurement
Both the long-term and trading portfolios are classified at initial recognition as financial assets at fair value
through profit or loss. All transaction costs for such instruments are recognised directly in profit or loss.
Financial assets at fair value through profit or loss are carried in the statement of financial position at fair value
with net changes in fair value presented in the statement of profit or loss.
Dividend income earned on investments held at fair value through profit or loss is recognised in the statement
of comprehensive income.
Loans and receivables and financial liabilities (other than those classified as at fair value through profit or loss)
are measured initially at their fair value plus any directly attributable incremental costs of acquisition or issue.
For financial assets and liabilities where the fair value at initial recognition does not equal the transaction price,
the Company recognises the difference in the statement of comprehensive income, unless specified otherwise.
(v) Subsequent measurement
After initial measurement, the Company remeasures financial instruments which are classified as at fair value
through profit or loss at fair value (see note 7). Subsequent changes in the fair value of those financial
instruments are recorded in ‘Change in fair value of financial assets and liabilities at fair value through profit or
loss’. Interest earned is recorded in ‘Interest revenue’ according to the terms of the contract. Dividend revenue
is recorded in ‘Dividend revenue’.
Thorney Opportunities Ltd 2020 Annual Report
Page | 31
Notes to the financial statements continued
2.3
Summary of significant accounting policies continued
b)
Fair value measurement
The Company measures financial assets and liabilities at fair value through profit or loss, such as equity securities
and debt instruments, at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date.
Fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability
takes place either:
•
•
In the principal market for the asset or liability, or
In the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market must be accessible to by the Company.
The fair value of an asset or a liability is measured using the assumptions that market participants would use
when pricing the asset or liability, assuming that market participants act in their economic best interest.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data
are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of
unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised
within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair
value measurement as a whole:
Level 1
Level 2
Level 3
Quoted (unadjusted) market prices in active markets for identical assets or liabilities
Valuation techniques for which the lowest level input that is significant to the fair value
measurement is directly or indirectly observable
Valuation techniques for which the lowest level input that is significant to the fair value
measurement is unobservable
Functional and presentation currency
c)
The Company’s functional and presentation currency is the Australian Dollar, which is the currency of the
primary economic environment in which it operates. The Company’s performance is evaluated and its liquidity
is managed in Australian Dollars. Therefore, the Australian Dollar is considered as the currency that most
faithfully represents the economic effects of the underlying transactions, events and conditions.
Interest revenue and expense
d)
Interest earned on financial assets classified as ‘at fair value through the profit or loss’ is recorded in ‘Interest
revenue’ according to the terms of the contract.
Dividend revenue
e)
Dividend revenue is recognised when the Company’s right to receive the payment is established. Dividend
revenue is presented gross of any non-recoverable withholding taxes, which are disclosed separately as tax
expense in the Statement of comprehensive income.
Thorney Opportunities Ltd 2020 Annual Report
Page | 32
Notes to the financial statements continued
2.3
Summary of significant accounting policies continued
Fees, commissions and other expenses
f)
Except where included in the effective interest calculation (for financial instruments carried at amortised cost),
fees and commissions are recognised on an accrual basis. Legal and audit fees are included within ‘Legal and
professional fees’, and are recorded on an accrual basis.
Cash and cash equivalents
g)
Cash and cash equivalents in the statement of financial position comprise cash on hand, demand deposits, short
term deposits in banks with original maturities of three months or less and short-term, highly liquid investments
that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes
in value.
For the purpose of the statement of cash flows, cash and cash equivalents is presented as defined above, net of
outstanding bank overdrafts.
h)
Taxes
Current income tax
Current income tax assets and liabilities for the current period are measured at the amount expected to be
recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are
those that are enacted or substantively enacted, at the reporting date where the Company 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 returns with respect to situations
in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
Deferred tax
Deferred tax is provided using the liability 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:
i. 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
ii. 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 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.
Thorney Opportunities Ltd 2020 Annual Report
Page | 33
Notes to the financial statements continued
2.3
Summary of significant accounting policies continued
Profits reserve
i)
The profits reserve is made up of amounts transferred from current and retained earnings that are preserved
for future dividend payments.
Due to and due from brokers
j)
Amounts due to brokers (refer to Note 10) are payables for securities purchased (in a regular way transaction)
that have been contracted for but not yet delivered on the reporting date. Refer to the accounting policy for
‘other financial liabilities’ for recognition and measurement of these amounts.
Amounts due from brokers include margin accounts and receivables for securities sold (in a regular way
transaction) that have been contracted for but not yet delivered on the reporting date. Refer to accounting
policy for ‘loans and receivables’ for recognition and measurement of these amounts.
Goods and services tax (GST)
k)
Revenue, expenses and assets are recognised net of the amount of GST except:
i. When the GST incurred on a purchase of goods and services is not recoverable from the taxation
authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of
the expense item as applicable; and
ii. Receivables and payables are stated with the amount of GST included.
Reduced input tax credits (RITC) recoverable by the Company from the ATO are recognised as a receivable in the
Statement of financial position.
Cash flows are included in the statement of cash flows on a gross basis and the GST component of cash flows
arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority,
is classified as part of operating cash flows.
3.
Total investment income
The major components of investment income in the Statement of comprehensive income are:
2020
$
2019
$
20,265,025)
21,216,453)
Net realised gains of trading investments1
Gain/loss that had been unrealised in prior period for trading
investments which were realised in the reporting period2
(8,844,363)
Unrealised loss for change in fair value of trading investments
5,242,520)
(16,663,182)
Net changes in fair value of trading investments
214,688)
Interest income
Dividend income
4,206,591)
Other income
29,074)
21,113,535
Total investment (loss)/gain
1 Net realised gains of trading investments is the difference between the selling price and the cost of the investments sold
during the reporting period.
2 Gain/loss that had been unrealised in prior period for trading investments which were realised in the reporting period,
represents the 30 June 2019 unrealised fair value adjustments of investments sold in the reporting period.
(18,093,306)
(53,813,448)
(50,690,301)
195,345)
3,369,179)
173,711)
(46,952,066)
Thorney Opportunities Ltd 2020 Annual Report
Page | 34
Notes to the financial statements continued
4.
Income tax
The income tax expense attributable to the year differs from the prima facie amount payable on the profit before
tax. The difference is reconciled as follows:
Current tax
Current income tax charge / (benefit)
Deferred tax
Origination and reversal of temporary differences
Income tax (benefit)/ expense recognised in the
Statement of profit or loss
Imputation credits converted to losses
Imputation credits on dividends received
Profit before income tax (benefit)/ expense
Prima facie tax expense on profit from ordinary activities
before income tax expense at 30% (2019: 27.5%)
Deferred income tax expense
-
-
Non-deductible expenses
Prior period adjustment
Adjustment for change in corporate tax rate
Other
Income tax benefit/ (expense) recognised in the
Statement of profit or loss
Deferred tax
Trading stock
Long term financial assets
Business establishment costs
Other
Losses available for offsetting against future taxable income
Net deferred tax asset/ (liabilities)
2020
$
2019
$
761,829)
1,676,601)
(15,588,505)
1,287,693)
(14,826,676)
2,964,294)
(49,744,148)
15,009,872)
14,923,244)
(4,127,715)
1,361,005)
(408,302)
(74)
4,065)
(1,055,811)
2,549)
1,700,134)
(467,536)
313)
(69,490)
-)
-)
14,826,676)
(2,964,294)
(7,550,212)
-)
57,737)
16,480)
10,782,551)
3,306,556)
(21,230,783)
-)
78,176)
15,630)
9,616,857)
(11,520,120)
At 30 June 2020, the Company has estimated gross revenue tax losses of $35,941,837 (2019: $34,970,389) that
are available to offset against future taxable revenue profits, subject to continuing to meet relevant statutory
tests and have been recognised as a deferred tax asset.
In assessing the probability of the future realisation of carry forward tax losses and the extent to which a deferred
tax asset for carry forward losses is to be recognised, the Company has considered market conditions existing at
30 June 2020 and has considered future economic uncertainties in the Company’s forecast.
At 30 June 2020 the Company exceeded the ATO Base Rate Entity (BRE) Aggregate turnover threshold of $50
million, therefore Company must apply a 30% tax rate in the current financial year (2019: 27.5%).
At 30 June 2020, the Company has estimated unused gross capital tax losses of $30,714,821 (2019: $30,714,821)
for which no deferred tax asset has been recognised.
Thorney Opportunities Ltd 2020 Annual Report
Page | 35
Notes to the financial statements continued
5.
Dividends
(a) Final Dividend FY 2020 not recognised at year end
Since the end of the year, the Directors have declared a Final
dividend of 1.27 cents per share (fully franked) which has not been
recognised as a liability at the end of the financial year (2019: 1.14
cents per share).
(b) Dividend franking account
Balance at 1 July
Franking credits received on dividends from investments
Franked dividends paid during the period
Balance at 30 June
Subsequent to reporting period, the franking account will reduce by
the dividend proposed above
2020
$
2019
$
2,540,910)
2,321,259)
1,640,333)
1,361,005)
(1,494,526)
1,506,812)
1,088,962)
417,850)
1,145,063)
1,700,134)
(1,204,864)
1,640,333)
880,478)
759,855)
The Company’s ability to pay franked dividends is fully dependent upon the receipt of franked dividends from
investments as while the Company continues to utilise its available tax losses, it will not pay tax.
6.
Cash and short-term deposits
Cash at bank
Total cash and short-term deposits
2020
$
6,561,555)
6,561,555)
2019
$
3,774,665)
3,774,665)
Cash at banks earns interest at floating rates based on daily bank deposit rates. Short-term deposits are made
for varying periods of between 1 day and 90 days, depending on the immediate cash requirements of the
Company, and earn interest at the respective short-term deposit rates. The carrying value of Cash and short-
term deposits approximates fair value.
a) Reconciliation of net profit after tax to net cash provided by operating activities:
2020
$
2019
$
(Loss)/ profit for the year
(34,917,472)
12,045,578)
Adjustments for non-cash items:
Unrealised component of change in fair value of investments
Net gain on disposal of investments
Changes in Assets & Liabilities:
(Increase)/decrease in receivables
(Increase)/decrease in financial assets
Increase in other assets
(Decrease)/increase in creditors & accrued expenses
Decrease in other financial liabilities
Increase in deferred tax liabilities
Net cash provided by /(used in) operating activities
71,906,754)
-)
3,601,843)
-)
(105,426)
(10,315,605)
(1,210)
(3,343,602)
(13,601)
(14,826,676)
8,383,162)
53,077)
(19,180,366)
(2,824)
418,108)
(52,957)
2,964,294)
(153,247)
Thorney Opportunities Ltd 2020 Annual Report
Page | 36
Notes to the financial statements continued
7.
Fair value measurement
To reflect the source of valuation inputs used when determining the fair value of its financial assets and financial
liabilities, the Company uses the fair value hierarchy prescribed in AASB 13 Fair Value Measurement:
Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities. The fair value of these
investments is based on the last sale price for the security as quoted on the relevant exchange;
Level 2: valuation techniques using market observable inputs, either directly or indirectly. The fair value of
assets and liabilities with short-term maturities are valued at the amount at which the asset or
liability could be exchanged in a current transaction between willing parties; and
Level 3: valuation techniques using non-market observable data with the fair value for investments based on
inputs determined by Directors’ valuation.
The fair value measurement hierarchy of the Company’s financial assets and financial liabilities is as follows:
Listed equities
-
Long-term financial assets
Assets measured at fair value
Level 1:
Level 2:
Level 3:
Total financial assets
Total current
Total non-current
Liabilities measured at fair value
-
Level 1:
-
Level 2:
Level 3:
-
Total financial liabilities
Key inputs and sensitivities
2020
$
2019
$
107,538,844)
-)
6,375,000)
113,913,844)
107,538,844)
6,375,000)
167,991,392)
-)
7,500,000)
175,491,392)
167,991,392)
7,500,000)
-)
-)
-)
-)
-)
-)
-)
-)
The long-term financial asset represents the 25% ownership interest in 20 Cashews Pty Ltd (20C) which holds
an underlying investment in the Australian Community Media Group (ACM) (incorporated in Australia). The
fair value of TOP’s investment in 20C is represented by the relative fair values of ACM (71%), shares in Prime
Media Group Limited (20%) and realestateview.com.au investment (9%).
The fair value of Prime Media Group Limited and realestateview.com.au are based on observable market
inputs. The fair value of ACM is determined by a discounted cash flow model (DCF) of the ACM operating
business at 30 June 2020.
The DCF valuation includes inputs to the valuation that are considered Level 3 of the fair value hierarchy as the
DCF valuation requires assumptions to be made to determine certain inputs that are not based on observable
market data.
At reporting date, the key unobservable inputs used by the Company within its DCF valuation in determining
the fair value of the ACM business, together with a quantitative sensitivity analysis as at 30 June 2020 is
summarised below:
Thorney Opportunities Ltd 2020 Annual Report
Page | 37
Notes to the financial statements continued
7.
Fair value measurement continued
Key inputs and sensitivities continued
Unobservable
inputs
EBITDA margin
Long-term
growth rate
Weighted
average cost of
capital
(WACC)
Sale of surplus
real estate
Description
The EBITDA margin represents the ACM's earnings before
interest, tax, depreciation, and amortisation as a percentage of
the ACM's total revenue.
A long-term growth rate of 0% is used to extrapolate the cash
flows of the business beyond the five-year forecast period.
The WACC (post-tax) of 13.3% is used to convert the forecast
cash flow into present value terms. The WACC takes into
account both the cost of debt and equity. Business-specific
risk are incorporated by applying beta factors evaluated based
on publicly available market data.
The cash inflows from non-core property sales are based on
management’s best estimate of potential sales outcomes (e.g.
indicative sales price of properties on active sales campaign).
Sensitivity of the input to the
fair value calculation
1% increase)
1% decrease)
$3.9 million)
($3.9 million)
1% increase)
$1.1 million)
1% decrease)
($0.9 million)
1% increase)
1% decrease)
($1.6 million)
$1.9 million)
10% increase)
10% decrease)
$0.8 million)
($0.8 million)
The fair value of the Company’s long-term term financial asset at 30 June 2019 was based on the investment
made into 20C which was applied in the acquisition of ACM group at 30 June 2019.
Level 3 transfers
For assets and liabilities that are recognised at fair value on a recurring basis, the Company determines whether
transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest
level input that is significant to the fair value measurement as a whole) at the end of each reporting period.
Reconciliation of recurring fair value measurements categorised within Level 3 is as follows:
Financial assets: Level 3
Balance at 1 July 2019
Unrealised loss recognised in statement of comprehensive
income
Balance at 30 June 2020
Balance at 1 July 2018
Transfer to Level 1 upon exercise of options
Long-term financial assets
Balance at 30 June 2019
Financial)
assets)
7,500,000)
(1,125,000)
Listed)
options)
-)
-)
Total)
7,500,000)
(1,125,000)
6,375,000)
-)
6,375,000)
-)
-)
7,500,000)
7,500,000)
838,559)
(838,559)
-)
-)
838,559)
(838,559)
7,500,000)
7,500,000)
Thorney Opportunities Ltd 2020 Annual Report
Page | 38
Notes to the financial statements continued
8.
Financial assets
Financial assets at fair value through profit or loss
Listed equities¹ and listed options and unlisted equities²
Total financial assets
Total current
Total non-current
2020
$
2019
$
113,913,844)
175,491,392)
107,538,844)
6,375,000)
167,991,392)
7,500,000)
¹ Measured at fair value using quoted market prices which are deemed a Level 1 input under the fair value
hierarchy as prescribed in AASB 13 and disclosed in note 2.3 (b).
² Measured at fair value using Directors’ valuations which are deemed a Level 3 input under the fair value
hierarchy as prescribed in AASB 13.
9.
Receivables
Dividend clearing
Sundry debtor
GST
Total receivables
2020
$
102,455)
2,500)
1,585)
106,540)
2019
$
-)
205)
909)
1,114)
Dividend clearing represents interim dividend of 0.2 cents per share payable from ANG. In the current financial
year payment of the dividend was deferred until 30 September 2020. The carrying value of receivables
approximates fair value.
10.
Payables
Management fee payable
Performance fee payable
Dividend payable
Outstanding settlements
Sundry creditors and accruals
Total payables
2020
$
952,493)
-)
455,525)
291,847)
107,758)
1,807,623)
2019
$
1,363,145)
3,106,092)
-)
118,807)
153,152)
4,741,196)
Dividend payable represents the deferred payment of dividend to Thorney Holdings Pty Ltd, which is non-
interest bearing and unsecured. Outstanding settlements include amounts due to brokers for settlement of
security purchases and are settled within 2 days of the transaction. Sundry creditors are generally paid in
accordance with the terms negotiated with each individual creditor. The Management Fee and Performance
Fee are paid within 60 days of receiving an invoice from the Investment Manager.
The carrying value of payables approximates fair value.
Thorney Opportunities Ltd 2020 Annual Report
Page | 39
Notes to the financial statements continued
11.
Issued capital
2020
Number of
shares
2019
Number of
shares
2020
$
2019
$
203,619,230)
203,619,230)
(a) Ordinary shares
Balance at 1 July
Ordinary shares issued:
Share buy-back1
Costs of buy-back
Total issued and authorised capital
1 On 5 December 2019 the Company announced its intention to conduct an On-Market Share buy-back from the period 19
December 2019 to 18 December 2020 unless the maximum number of shares are bought back prior to this date or TOP
decides to cease the buy-back. At 30 June 2020 3,547,551 shares had been bought back, with 16,814,372 shares remaining
to be purchased.
(3,547,551)
-)
200,071,679)
(2,212,014)
(3,673)
103,369,689)
-)
-)
105,585,376)
-)
-)
203,619,230)
105,585,376)
105,585,376)
(b) Terms and conditions:
(i) Ordinary shares
Ordinary shares entitle the holder to receive dividends as declared and the proceeds on winding up the
Company in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle
their holder to one vote, either in person, or by proxy, at a meeting of the Company.
12.
Reserve
Profits reserve
Movement in profits reserve:
Balance at 1 July
Transfers from retained earnings
Dividends paid
Balance at 30 June
2020
$
2019
$
108,890,443)
88,486,055)
88,486,055)
24,195,002)
(3,790,614)
108,890,443)
56,649,833)
35,012,683)
(3,176,461)
88,486,055)
The profits reserve details an amount preserved for future dividend payments.
Thorney Opportunities Ltd 2020 Annual Report
Page | 40
Notes to the financial statements continued
13.
Earnings per share
Basic and diluted (loss)/earnings per share (cents)
(17.24)
5.92)
2020
2019
(Loss)/earnings used in calculating basic and diluted earnings per
share ($)
Weighted average number of ordinary shares used in calculating
basic and diluted earnings per share
14.
Financial reporting by segments
(34,917,472)
12,045,578)
2020
Number
of Shares
2019
Number
of shares
202,489,035)
203,619,230)
The Company is managed as a whole and is considered to have a single operating segment. There is no further
division of the Company or internal segment reporting used by the Directors when making strategic, investment
or resource allocation decisions.
The Company’s assets are located entirely in Australia or are listed on the Australian Securities Exchange.
15.
Auditor’s remuneration
Remuneration of the auditor for:
Audit and review of financial reports
2020
$
2019
$
69,410)
62,920)
Thorney Opportunities Ltd 2020 Annual Report
Page | 41
Notes to the financial statements continued
16.
Financial risk management
The Company’s objective in managing risk is the creation and protection of shareholder value. Risk is inherent
in the Company’s activities but it is managed through a process of ongoing identification, measurement and
monitoring, subject to risk limits and other controls. The process of risk management is critical to the Company’s
continuing profitability. The Company is exposed to credit risk, liquidity risk and market risk (which includes
interest rate risk and equity price risk) arising from the financial instruments it holds.
Credit risk
Credit risk is the risk that the counterparty to a financial instrument will cause a financial loss for the Company
by failing to discharge an obligation.
The Company is exposed to the risk of credit-related losses that can occur as a result of a counterparty or issuer
being unable or unwilling to honour its contractual obligations. These credit exposures exist within financing
relationships, derivatives and other transactions.
It is the Company’s policy to enter into financial instruments with reputable counterparties. The Investment
Manager closely monitors the creditworthiness of the Company’s counterparties (e.g. brokers, custodian, banks
etc.) by reviewing their credit ratings, financial statements and press releases on a regular basis.
Liquidity risk
Liquidity risk is defined as the risk that the Company will encounter difficulty in meeting obligations associated
with financial liabilities. Liquidity risk arises because of the possibility that the Company could be required to
pay its liabilities earlier than expected.
The Company invests primarily in marketable securities and other financial instruments, which under normal
market conditions are readily convertible to cash. This is except for the investment in unlisted investments,
which represent 6% (2019: 4%) of total investments.
In addition, the Company has no borrowings and has a daily policy to monitor and maintain sufficient cash and
cash equivalents to meet normal operating requirements.
Market risk
Market risk is the risk that the fair value or future cash flows of financial instruments will fluctuate due to changes
in market variables such as interest rates and equity prices. As the Company is a listed investment company with
a flexible investment mandate, the Company will always be subject to market risks as the prices of its investment
fluctuates with the market.
The Company’s listed and unlisted equity securities are susceptible to market price risk arising from uncertainties
about future values of the investments. The Company manages the equity price risk through adherence to its
investment policy and objectives.
At the reporting date, the exposure to listed and unlisted equity securities at fair value was $113,913,844 (2019:
$175,491,392). A decrease of 10% in share value of securities held could have an impact of approximately
$11,391,384 (2019: $17,549,139) on the income or equity attributable to the Company, depending on whether
the decline is significant or prolonged. An increase in 10% in share value of securities held would have a similar
favourable impact on income and equity.
Thorney Opportunities Ltd 2020 Annual Report
Page | 42
Notes to the financial statements continued
16.
Financial risk management continued
Interest risk
Interest rate risk arises from the possibility that changes in interest rates will affect future cash flows. The
Company is not materially exposed to interest rate risk as the majority of its cash is in short-term deposits with
fixed interest rates. The Company’s exposure to interest rate relates primarily to cash at bank and borrowings
with Prime Broker. Interest rate sensitivities have not been performed as the Company’s exposure to interest
rate risk is not significant.
17.
Related party transactions
The following table provides the total amount of transactions which have been entered into with related parties
during the year ended 30 June 2020:
Services from and reimbursements to related parties¹
Entities with significant influence over the Company:
Thorney Management Services Pty Ltd
TIGA Trading Pty Ltd
Arnold Bloch Leibler
¹ All related party transaction amounts are shown exclusive of GST
2020
$
2019
$
2,205,416)
52,000)
60,639)
5,442,021)
52,000)
59,848)
The Company has entered into an investment management agreement with Thorney Management Services Pty
Ltd (TMS) for a period of 10 years and expiring 21 November 2023.
Under this agreement TMS is entitled to a base fee and a performance fee. For the year ending 30 June 2020 a
base fee of $2,205,416 (2019: $2,411,687) and a performance fee of $0 (2019: $3,030,334) was paid or payable
to TMS. The Company must pay TMS within 60 days of receiving an invoice.
TIGA Trading Pty Ltd, a related entity of TMS, employs personnel to provide company secretarial and financial
accounts preparation services to Thorney Opportunities Ltd. These services are provided on commercial terms
and total $52,000 for the 2020 financial year (2019: $52,000).
TMS, TIGA Trading Pty Ltd, Thorney Holdings Pty Ltd and Thorney Investment Group Australia Pty Ltd are related
bodies corporate controlled by Alex Waislitz by virtue of 608(1) of the Corporations Act (2001).
During the year, the Company engaged Arnold Bloch Leibler, a legal firm of which Henry Lanzer is the managing
partner, to provide legal advice totalling $5,889 (2019: $5,098).
In accordance with the terms of Mr Lanzer’s appointment, a payment of $54,750 was paid or payable to Arnold
Bloch Leibler as remuneration for his role as a Director of the Company (2019: $54,750).
Since the end of the previous financial year, no Director has received or become entitled to receive a benefit
(other than those detailed above) by reason of a contract made by the Company or a related Company with the
Director or with a firm of which he is a member or with a Company in which he has substantial financial interest.
Thorney Opportunities Ltd 2020 Annual Report
Page | 43
Notes to the financial statements continued
17.
Related party transactions continued
Key Management Personnel received the following remuneration amounts:
Short-term benefits
Post-employment benefits
Total remuneration
18.
Contingent liabilities and commitments
The Company has no contingent liabilities or commitments as at 30 June 2020.
19.
Events subsequent to balance date
There were no events subsequent to balance date.
20.
Parent entity information
2020
$
154,750)
9,500)
164,250)
2019
$
154,750)
9,500)
164,250)
The parent entity information is materially consistent with the financial information as the Company’s
unconsolidated subsidiary has not commenced trading.
21. Group information
The parent entity is Thorney Opportunities Ltd and its unconsolidated subsidiary is detailed in the following
table:
Name of entity
Subsidiary
87 Truca Pty Ltd
Country of
incorporation
Australia
Ownership
2020
100%
2019
100%
Thorney Opportunities Ltd 2020 Annual Report
Page | 44
Directors’ declaration
Directors’ declaration
In accordance with a resolution of directors of Thorney Opportunities Ltd, I state that:
1.
In the opinion of the Directors:
(a) the financial statements and notes of Thorney Opportunities Ltd for the financial year ended 30 June 2020
are in accordance with the Corporations Act 2001, including:
(i)
giving a true and fair view of the entity’s financial position as at 30 June 2020 and of its performance
for the year ended on that date;
(ii)
complying with Accounting Standards and the Corporations Regulations 2001;
(b) the financial statements and notes also comply with International Financial Reporting Standards as
disclosed in Note 2.1; and
(c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable.
2. This declaration has been made after receiving the declarations required to be made to the Directors in
accordance with section 295A of the Corporations Act 2001 for the financial year ended 30 June 2020.
On behalf of the Board,
Alex Waislitz
Chairman
Melbourne, 25 August 2020
Thorney Opportunities Ltd 2020 Annual Report
Page | 45
Ernst & Young
8 Exhibition Street
Melbourne VIC 3000 Australia
GPO Box 67 Melbourne VIC 3001
Tel: +61 3 9288 8000
Fax: +61 3 8650 7777
ey.com/au
Independent Auditor's Report to the Members of Thorney Opportunities Ltd
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Thorney Opportunities Ltd (the Company), which comprises the
statement of financial position as at 30 June 2020, the statement of comprehensive income, statement
of changes in equity and statement of cash flows for the year then ended, notes to the financial
statements, including a summary of significant accounting policies, and the directors' declaration.
In our opinion, the accompanying financial report of the Company is in accordance with the Corporations
Act 2001, including:
(a) giving a true and fair view of the Company's financial position as at 30 June 2020 and of its financial
performance for the year ended on that date; and
(b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial
Report section of our report. We are independent of the Company in accordance with the auditor
independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting
Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants
(including Independence Standards) (the Code) that are relevant to our audit of the financial report in
Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the financial report of the current year. These matters were addressed in the context of our audit
of the financial report as a whole, and in forming our opinion thereon, but we do not provide a separate
opinion on these matters. For each matter below, our description of how our audit addressed the matter
is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the Audit of the
Financial Report section of our report, including in relation to these matters. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of material
misstatement of the financial report. The results of our audit procedures, including the procedures
performed to address the matters below, provide the basis for our audit opinion on the accompanying
financial report.
Thorney Opportunities Ltd 2020 Annual Report
Page | 46
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Fair value measurement and existence of investments
Why significant
How our audit addressed the key audit matter
The Company invests in listed and unlisted
financial assets valued at $113.9 million at
30 June 2020, which represents 91.9% of the total
assets of the Company.
The investment portfolio includes $107.5 million of
listed equities and $6.4 million equity investment
in an unlisted company.
As outlined in Note 7 to the financial report, these
assets are carried at fair value through profit and
loss. Fair value is assessed based on quoted
(unadjusted) prices in active markets at reporting
date for listed equities and through a discounted
cash flow model for the unlisted equity investment.
The assumptions used in the discounted cash flow
model require judgement, based on conditions
existing and emerging at 30 June 2020.
The fair value measurement and existence of
investments is a key audit matter because it
represents a principal element of the Company’s
total assets due to its size and the judgement
involved in measuring the unlisted investment.
Our audit procedures included the following:
► For the listed equity investments:
► Obtained and considered the independent
assurance report that describes the
effectiveness of the operational processes
and controls of the Company’s asset
custodian.
► Agreed the quantity of all listed equity
investments to the custodial statement.
► Agreed the fair value of all equity
investments to market closing prices at
reporting date.
► With the assistance of our valuation and
modeling specialists, for the equity investment
in an unlisted company we:
► Evaluated the reasonableness of key
assumptions applied in the discounted cash
flow model.
► Assessed the key inputs such as discount
rates, forecast cash flows and terminal
growth rate and agreed these inputs to
supporting documents, where applicable.
► Tested the mathematical accuracy of the
discounted cashflow model.
► Benchmarked market multiples to
observable external market data from
comparable entities.
► Assessed the adequacy of the disclosures
included in Note 7 to the financial report.
Thorney Opportunities Ltd 2020 Annual Report
Page | 47
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Investment management and performance fees
Why significant
How our audit addressed the key audit matter
The Company pays its Investment Manager,
Thorney Management Services Pty Ltd (TMS), a
related party, fees as stipulated in the Investment
Management Agreement (IMA). There is a base
management fee of 0.75% of gross assets and a
performance fee of 20% of the increase in net
asset value net of base management fee for the
year. The base management fee is calculated half
yearly while the performance fee is calculated on
an annual basis.
For the year ended 30 June 2020, a base
management fee of $2.3 million and a
performance fee of nil were recognised.
Investment management and performance fees is a
key audit matter because they are of interest to
key stakeholders as they represent significant
expenses that reduce the net tangible assets of the
Company and paid to a related party.
Our audit procedures included the following:
► Determined whether the calculation of the
base management fee and performance fee
expenses were in accordance with the IMA.
► Agreed key inputs used in the base
management fee and performance fee
calculations, including gross assets, in the case
of base management fees, and the net asset
increase, in the case of performance fees, to
the statement of financial position.
► Recalculated the base management fee and
performance fee and compared the
recalculated amounts to the expenses
recognised in the statement of comprehensive
income.
Information Other than the Financial Report and Auditor’s Report Thereon
The directors are responsible for the other information. The other information comprises the information
included in the Company’s Annual Report for the year ended 30 June 2020, but does not include the
financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon, with the exception of the Remuneration Report and
our related assurance opinion.
In connection with our audit of the financial report, our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the financial report or
our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true
and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for
such internal control as the directors determine is necessary to enable the preparation of the financial
report that gives a true and fair view and is free from material misstatement, whether due to fraud or
error.
Thorney Opportunities Ltd 2020 Annual Report
Page | 48
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
In preparing the financial report, the directors are responsible for assessing the Company’s ability to
continue as a going concern, disclosing, as applicable, matters relating to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Company or to cease
operations, or have no realistic alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgement and maintain professional scepticism throughout the audit. We also:
·
·
·
·
·
Identify and assess the risks of material misstatement of the financial report, whether due to fraud
or error, design and perform audit procedures responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as fraud
may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Company’s ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s
report to the related disclosures in the financial report or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Company to cease to
continue as a going concern.
Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events in a
manner that achieves fair presentation.
We communicate with the directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
Thorney Opportunities Ltd 2020 Annual Report
Page | 49
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
We also provide the directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate
threats or safeguards applied.
From the matters communicated to the directors, we determine those matters that were of most
significance in the audit of the financial report of the current year and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should
not be communicated in our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
Report on the Audit of the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 10 to 12 of the directors' report for the year
ended 30 June 2020.
In our opinion, the Remuneration Report of Thorney Opportunities Ltd for the year ended 30 June 2020,
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an
opinion on the Remuneration Report, based on our audit conducted in accordance with Australian
Auditing Standards.
Ernst & Young
Tony Morse
Partner
Melbourne
25 August 2020
Thorney Opportunities Ltd 2020 Annual Report
Page | 50
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
Shareholder information
Shareholder information
As at 22 August 2020
Voting rights
All ordinary shares carry one vote per share without restriction.
Distribution of shareholders
Category
1 – 1,000 shares
1001 – 5,000 shares
5001 – 10,000 shares
10,001 – 100,000 shares
100,001 or more shares
Total number of holders
Number of shareholders holding less than a marketable parcel
20 largest shareholders of ordinary shares
Name
THORNEY HOLDINGS PROPRIETARY LIMITED
RUBI HOLDINGS PTY LTD
TIGA TRADING PTY LTD
ELPHINSTONE HOLDINGS PTY LTD
NCOBF PTY LTD
LANGBURGH PTY LTD
FRANK COSTA SUPERANNUATION PTY LTD
MRS NOLA ISABEL CRIDDLE
TAMIT NOMINEES PTY LTD
AUSTIN SUPERANNUATION PTY LTD
BNP PARIBAS NOMINEES PTY LTD
PICTON COVE PTY LTD
BLACKCAT HOLDINGS PTY LTD
JAIN FAMILY SUPER PTY LTD
DEEMCO PTY LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
DENATA PTY LTD
OBFT PTY LTD
DYNASTY PEAK PTY LTD
BERNE NO 132 NOMINEES PTY LTD
Substantial shareholders
Name
THORNEY HOLDINGS PROPRIETARY LIMITED
RUBI HOLDINGS PTY LTD
Ordinary)
Shareholders)
315)
417)
240)
986)
235)
2,193)
222)
Number)
of)
shares)
52,684,531
21,000,000
6,570,159
5,780,000
2,589,000
2,500,000
2,000,000
1,750,000
1,352,025
1,344,068
1,185,793
1,072,131
1,055,000
1,002,687
956,850
947,823
900,000
829,356
782,705
776,131
Number)
of)
shares)
60,160,052)
21,000,000)
% of
issued
capital
26.33%
10.50%
3.28%
2.89%
1.29%
1.25%
1.00%
0.87%
0.68%
0.67%
0.59%
0.54%
0.53%
0.50%
0.48%
0.47%
0.45%
0.41%
0.39%
0.39%
Voting
Power
%
30.07%
10.50%
Thorney Opportunities Ltd 2020 Annual Report
Page | 51
Shareholder information continued
List of investments
Money3 Corporation Limited
Service Stream Limited
AMA Group Limited
Palla Pharma Limited
Decmil Group Limited
OneVue Holdings Limited
Southern Cross Electrical Engineering Limited
Austin Engineering Limited
MMA Offshore Limited
Mesoblast Limited
Retail Food Group Limited
Cooper Energy Limited
Consolidated Operations Group Limited
Murray River Organics Limited
Ardent Leisure Group
Tinybeans Group Limited
Other listed investments
Total listed investments
Australian Community Media Group
Total unlisted investments
Total investments
Market value)
as at)
30 June 2020)
$)
20,568,790)
12,185,504)
12,007,100)
11,805,710)
7,677,663)
6,998,266)
6,971,198)
6,659,563)
3,896,133)
3,250,000)
2,999,500)
2,871,895)
2,407,419)
2,312,894)
1,190,308)
1,000,263)
2,736,638)
107,538,844)
6,375,000)
6,375,000)
113,913,844)
Thorney Opportunities Ltd 2020 Annual Report
Page | 52
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Thorney Opportunities Ltd 2020 Annual Report
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