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About this report and our FY24 annual
reporting suite
Our FY24 Annual Report (this report) has integrated key
sustainability updates in anticipation of the new Australian
Sustainability Reporting Standards (AASB S1 General
Requirements for Disclosure of Sustainability-related Financial
Information and AASB S2 Climate-related Disclosures),
effective from 1 January 2025.
For more sustainability information, please go
to tpgtelecom.com.au/sustainability.
Our Corporate Governance Statement and Tax Transparency
Report are available at tpgtelecom.com.au/investor-relations.
Lodged with the Australian Securities Exchange (“ASX”) under
Listing Rule 4.3A.
The ASX Appendix 4E and full-year financial results of TPG
Telecom Limited (ABN 76 096 304 620) and its controlled
entities for the year ended 31 December 2024.
About
1
Chairman's letter
2
CEO and Managing Director's letter
3
Directors’ report
6
Operating and financial review
6
Business strategy
6
Financial performance
8
Summary of financial position
9
Strategic risk management
15
Sustainability Report
18
Board of Directors
23
Remuneration report
42
Auditor’s independence declaration
76
Financial report
77
Directors’ declaration
140
Independent auditor’s report
141
ASX additional information
146
Glossary
149
Forward-looking statements
Forward-looking statements, opinions and estimates provided in this report are based on assumptions and contingencies, which are
subject to change without notice, as are statements about market and industry trends, which are based on interpretations of current market
conditions. Forward-looking statements, including projections, guidance on future earnings and estimates, are provided as a general guide
only and should not be relied upon as an indication or guarantee of future performance.
Investors should form their own views as to these matters and any assumptions on which any forward-looking statements, estimates or
opinions are based. Except as required by applicable laws or regulations, TPG Telecom does not undertake to publicly update or revise any
forward-looking statements to reflect any change in expectations, contingencies or assumptions, whether as a result of new information or
future events. To the maximum extent permitted by law, none of TPG Telecom, its directors, employees or agents, nor any other person
accepts any liability, including, without limitation, any liability arising out of fault or negligence, for any loss arising from the use of the
information contained in this report.
Acknowledgement of Country
We acknowledge the Traditional Custodians of Country
throughout Australia and the lands on which we and our
communities live, work and connect. We pay our respects
to their Elders, past and present.
‘Listening to Land - Connecting to Country’ by Riki Salam
(Mualgal, Kaurareg, Kuku Yalanji), We Are 27 Creative.
Contents
TPG Telecom provides telecommunications services to
consumer, business, enterprise, government and wholesale
customers in Australia.
Home to some of Australia’s most-loved brands including Vodafone, TPG, iiNet, AAPT, Internode, Lebara and
felix. We own and operate nationwide mobile and fixed networks that are connecting Australia for the better.
~7.6m
fixed and mobile services in
operation to customers
1.0m+
square kilometres mobile
network coverage
~7,700
mobile sites including
regional network sharing
~3,300
employees
Our purpose and values
TPG Telecom’s purpose is to build meaningful relationships and support
vibrant, connected communities.
Our values guide the company culture, what we prioritise, and the
experiences we create for customers and communities:
About
Page 1 | TPG Telecom Annual Report 2024
Dear Shareholders
It is a pleasure to present TPG Telecom Limited’s
Annual Report for 2024.
TPG Telecom’s infrastructure and family of brands
continue to play a vital role in the Australian
community and economy. Our lives are becoming
ever more reliant on connectivity – for which speed,
reliability, security and great value are all essential.
Customers are demanding higher quality services
while facing ongoing cost of living challenges.
I am proud that millions of Australians continue to
recognise the value and quality of TPG Telecom’s
range of mobile and fixed services to help them
stay connected, productive and entertained.
TPG Telecom is positioned to grow strongly in the
mobile market in the coming years, bolstered by
our 5G rollout and the doubling of our national
coverage via our new regional network sharing
arrangement with Optus. We are also now
Australia’s largest provider of Fixed Wireless
home internet services, complementing our
position as a major operator in the NBN market.
Strategic milestones
In 2024, we delivered several significant milestones
as we work towards our strategic ambition to be
Australia’s best telco for customers, shareholders,
our people and the community.
In September 2024, we received regulatory
approval for the regional Multi-Operator Core
Network (MOCN) partnership with Optus. This
innovative infrastructure sharing arrangement
brings choice to customers accessing services in
regional and rural areas. Since we went live in late
January 2025, the customer response has been
very positive.
In October 2024, we announced the sale, for an
enterprise value of $5.25 billion, of our fibre
network infrastructure assets and Enterprise,
Government and Wholesale (EGW) fixed business
to Vocus Group. The transaction is subject to
regulatory approval and other conditions precedent.
This transaction will be transformative for TPG
Telecom, enabling us to lock in attractive long-term
economics for fibre infrastructure access, avoid the
future capital expenditure we would face under
alternative arrangements, and further simplify and
streamline the way we do business. Proceeds from
the transaction will also create an opportunity for us
to optimise our capital structure.
Infrastructure partnerships of this kind make TPG
Telecom leaner and more agile so we can prioritise
investment in the areas that can have the biggest
impact on our customers, such as our metropolitan
mobile network, brands and customer-facing
technology systems.
Board changes
The Board was pleased to welcome Paula Dwyer
as an independent non-executive director and chair
of the Audit and Risk Committee in October.
Ms Dwyer will stand for election at the Annual
General Meeting in May 2025. Her appointment
followed Arlene Tansey’s retirement from the Board.
We thank Ms Tansey for her four years of service.
Dividends
The Board has declared a final dividend of
9.0 cents per share for 2024, taking total dividends
for the Year to 18.0 cents per share, the same as
2023. The final dividend is unfranked, reflecting the
full utilisation of our franking credit balance against
the 2024 interim dividend.
Looking ahead
On behalf of the Board, I would like to recognise
our people for their commitment and shared
success in 2024 and thank our customers and
shareholders for their ongoing support. We enter
2025 with a stronger, more competitive position to
provide our customers with the choice and value
they deserve. We look forward to continuing
our progress in the year ahead.
Canning Fok
Chairman
Chairman’s Letter
Page 2 | TPG Telecom Annual Report 2024
Dear Shareholders
In 2024, TPG Telecom delivered a strong financial
result while achieving significant milestones in the
delivery of our strategy to simplify and streamline
our business and create greater value for
customers and investors. We delivered another
year of growth in Service Revenue and expansion
in gross margin. We grew EBITDA in line with our
guidance to the market. We delivered a material
increase in cash flow, improved return on capital,
and stable dividends.
We activated our landmark regional network
sharing agreement with Optus in January 2025.
This innovative infrastructure partnership doubles
our mobile network coverage to more than 1 million
square kilometres and 98.4% of the Australian
population, making our services more attractive to
customers who live in or visit regional and rural
Australia. We have had a very strong customer
response in the first month since launch.
We accelerated progress with our multi-year
program to simplify the plans and products we
provide to customers, digitalise our customers’
experience and modernise our IT systems.
We have already reduced our total number of
plans materially, while new apps and digital tools
coming to market in 2025 will make life easier
and faster for customers.
Another important milestone was the completion
of the strategic review of our fibre infrastructure
network assets. In October 2024, we announced
our intention to sell these assets, plus our
Enterprise, Government and Wholesale (EGW)
Fixed operations, to Vocus Group for an enterprise
value of $5.25 billion1.
We will receive significant value for the assets we
are selling, while gaining access to a larger fibre
network under a partnership model on terms that
are both financially and strategically attractive.
The fees we pay under this arrangement won’t
increase as we add customers or data volume
to the network – supporting expansion in our
operating margins as we grow revenue. We will
also avoid significant future investment that would
otherwise have been required to replenish expiring
network access arrangements with other carriers
in the coming years.
We are making good progress with separation
planning. The transaction is expected to close
in the second half of 2025, subject to regulatory
approval and other conditions precedent.
2024 results
Slower market growth and intense competition
resulted in overall Service Revenue growth in 2024
of 1.5% to $4,702 million. However, we delivered
another year of strong growth in Mobile Service
Revenue, which was up 5.4% to $2,272 million.
This growth, combined with direct cost efficiencies,
enabled an increase of 3.5% in gross margin to
$3,213 million. Flattening of indirect cost growth
translated to a 3.4% increase in EBITDA, excluding
material one-offs2, to $1,988 million. This was in
line with our guidance for the year.
Operating Free Cash Flow was up more than
three times to $672 million3, reflecting lower capital
expenditure as our network investment has passed
its peak, and improved working capital. Return on
Invested Capital4 improved 40 basis points to
6.1%, reflecting profit growth and lower capital
expenditure. Earnings per share was 10.7 cents,
up 1.9%4,5. Dividends per share were constant
at 18.0 cents.
CEO & Managing
Director’s Letter
Page 3 | TPG Telecom Annual Report 2024
Note: refer to Glossary on page 149 for definitions of key terms.
1 Proposed sale to Vocus Group remains subject to regulatory approval and other conditions precedent; expected to complete in second
half of 2025.
2 Material one-offs for FY24 include non-cash impairment of regional mobile network assets of $250 million, transaction and separation
costs of $20 million and restructuring redundancy costs of $6 million, recorded in operating expense.
3 Excludes any material one-off impacts.
4 FY23 restated to no longer treat $38 million of transformation costs (pre-tax) as material one-offs. Prior to this adjustment, FY23 ROIC
was reported at 6.1% and EPS was 11.9 cents.
5 EPS (LTIP basis) is statutory NPAT adjusted by adding back customer base amortisation and material one-offs (subject to the discretion of
the Board), divided by weighted number of shares on issue.
“We activated our landmark
regional network sharing
agreement with Optus in
January 2025.”
Strategy reset
Our ambition to be Australia’s best telco for
customers, shareholders, our people and the
community is unchanged – but in 2024 we
refreshed our strategy. Details of the new strategic
framework are set out on pages 6 and 7.
The refreshed strategy has four guiding principles:
• Run our networks smarter
• Invigorate our brands and services
• Make it easier for our customers, and
• Become faster, simpler and stronger.
Running networks smarter
Our objective is to invest in core network assets
where building scale creates value for customers
and shareholders. Where we don’t believe we can
invest efficiently, we are creating strategic
partnerships to extend our reach.
That’s why we have invested significantly in TPG
Telecom’s core mobile network infrastructure in
metropolitan areas, converting approximately 72%
of our sites to next generation 5G technology as at
February 2025, with the remainder planned to be
largely completed over 2025 to 2027.
At the same time, the regional mobile network
sharing arrangement with Optus and the fibre
network access we will get under our proposed
transaction with Vocus give TPG Telecom access
to larger networks with an attractive and predictable
cost profile, while enabling us to avoid material
future capital expenditure.
The 5G rollout and regional sharing arrangement
achieve another important objective: to close the
gap in mobile coverage. This not only improves
our offering to our own retail customers, but also
makes us a more attractive partner for mobile
virtual network operator (MVNO) providers, such
as Lyca Mobile, which joined us during 2024.
Invigorating brands and services
We are making our brands stronger and more
distinctive than ever. This involves investing in and
differentiating those that are core to our growth and
exiting those that are not. We are streamlining our
portfolio to integrate the Internode, Westnet and
Adam brands into our other offerings – and
becoming more targeted in positioning our core
retained brands to different customer segments.
Vodafone is taking its place as a truly competitive
full-service national provider of Mobile and Fixed
services for all Australians. TPG and iiNet are fast
evolving as digital-first brands, offering excellent
value across Fixed and Prepaid Mobile plans.
The felix brand continues to grow share as a
simple, mobile-only digital player. Lebara and
Kogan.com continue to offer simple, great value
Prepaid deals.
Looking further ahead, we will continue to refine
and enhance our brands, and we are confident
that we can deliver further growth across product
segments, aided by the significant increase in the
size of our mobile network, our market leading
position in Fixed Wireless home internet and our
strong national footprint as an NBN provider.
Making it easier for customers
We are excited that customers are starting to see
the benefits of our efforts to simplify the plans and
products we provide to customers, digitalise our
customers’ experience and modernise our IT
systems. To date this has meant a 69% reduction
in the combined number of front and back-book
plans we offer from 3,732 to begin with to 1,145
at the end of 2024, towards our end-state target
of approximately 100. We have also achieved
a strong increase in digital sales, and a 15%
reduction in IT applications to 568 at the end of
2024, towards our end-state target of fewer
than 250.
We will continue to streamline our products, plans
and IT applications in 2025 and deliver a simpler,
faster and more intuitive experience for customers.
New apps and online tools will make it even easier
for customers to interact with us.
CEO & Managing Director’s Letter continued
Page 4 | TPG Telecom Annual Report 2024
Becoming faster, simpler and stronger
We are focused on simplifying our operations to
reduce our cost base, while increasing capital
efficiency and financial flexibility.
The proposed sale of the fibre infrastructure and
EGW Fixed assets will streamline TPG, enabling
us to transfer out of the business operating costs
of an estimated $210 million and annual capital
expenditure of an estimated $150 million, on a
2023 pro forma basis. We expect to be able to
reduce both capital expenditure and operating
costs further through incremental efficiencies after
we complete the transaction and recent network
and IT investments.
We are targeting total capital expenditure excluding
spectrum payments of $550 million to $650 million
from 2027 (compared with $1,014 million in 2024
and a forecast of $900 million for 2025). We are
also targeting an incremental $100 million1
reduction in operating costs post the completion of
the sale of the fibre and EGW Fixed assets.
Operating cost trends are already improving.
Excluding material one-offs, the increase in
operating costs reduced to 1.0% in the second half
of 2024. We expect the increase in 2025 to be no
higher than the rate of inflation.
The proceeds we are due to receive from the
sale of the fibre and EGW Fixed assets create
significant capital management optionality1.
Our Board continues to assess the use of these
proceeds to optimise TPG’s capital structure.
2025 outlook
The year ahead will be important to our growth
journey as we deliver the benefits of increased
coverage through the regional network sharing
arrangement, roll out improvements in customer
systems, and manage a smooth separation of
fibre and EGW Fixed assets.
Assuming no material change in operating
conditions, we expect EBITDA for 2025 to be
between $1,950 million and $2,025 million,
from $1,988 million in 2024. We are also guiding
for cash capital expenditure excluding spectrum
payments of approximately $900 million. Guidance
is for the entire TPG Telecom business, including
assets proposed to be sold to Vocus2 and is
excluding any material one-offs3.
We are also expecting a further strong
improvement in Operating Free Cash Flow as a
result of lower capital expenditure and improved
working capital movements, while spectrum
payments will also be lower than for 2024.
Our outlook beyond 2025 is bright. We now have
the right position to grow our share of industry
revenue, while continuing our cost leadership
position and increasingly efficient approach to
capital allocation.
I have great confidence looking ahead that we
can deliver the growth in operating earnings,
free cash flow and Return on Invested Capital
to support long-term shareholder value creation.
I am proud of the way our people continue to
connect with our customers by delivering great
value services at the same time as our business
navigates this period of transformation. We have
the right team to deliver for customers and
shareholders over the years to come.
On behalf of the TPG Telecom’s management,
I would like to thank our people for our shared
success in 2024. We also thank our customers
and shareholders for your ongoing support of TPG
Telecom. We look forward to keeping you updated
as we continue our progress throughout the year.
Iñaki Berroeta
Chief Executive Office
and Managing Director
CEO & Managing Director’s Letter continued
Page 5 | TPG Telecom Annual Report 2024
1 $100m cost reduction is the gross efficiency prior to the impact of inflation and is expected to be delivered over two to four years post the
completion of the sale of the fibre and EGW Fixed assets; excludes material one-offs (including but not limited to transition and separation
costs relating to the fibre/EGW Fixed transaction).
2 Proposed sale to Vocus Group remains subject to regulatory approval and other conditions precedent; expected to complete in second
half of 2025.
3 Separation costs of $80 million to $120 million related to the proposed sale of fixed network infrastructure assets and EGW Fixed
operations to Vocus Group will be included within material one-offs in FY25.
Our strategic ambition
TPG Telecom ended 2024 and enters 2025 with a refreshed strategy to support our ambition to be Australia’s
best telco for our customers, our shareholders, our people and our communities.
Our strategy focuses our efforts on becoming Australia’s most nimble, simple and efficient integrated telco, and
is guided by four principles: run networks smarter, invigorate brands and services, make it easy for
customers and become faster, simpler and stronger.
Directors’ report | Operating and financial review
Page 6 | TPG Telecom Annual Report 2024
Growing Mobile
market share
• Deliver revenue share growth
• Increase in-brand convergence
(multi-product purchasing)
• Enhance consideration of our brands
among customers
• Activate regional network sharing
• Complete rollout of 5G to >80% of
metro areas
• Pursue further efficiencies in eJV
with Optus (mobile tower sharing)
• Complete separation of fibre assets
and embed benefits
FY24 key
achievements
Growing EBITDA
margin
Principles
FY25 focus
areas
Long-term
value creation
Shareholder
value aspirations
Run networks smarter
• 5G rollout in metro areas 72%
complete by mid-February 2025
• Regional network sharing doubles
mobile coverage
• Enhanced fibre network cost and
capital efficiency through Vocus deal
• Invest in core assets where scale
creates value
• Extend reach through strategic
infrastructure partnerships
• Close gap in mobile coverage
• Complete 5G rollout
• Explore further opportunities from
partnerships
• Drive on-net utilisation via MVNO
and FWA
Invigorate brands
and services
• Distinctive positioning of Vodafone,
TPG and felix
• Streamlining of Westnet, Adam and
Internode brands
• Investment and growth in digital-only
mobile brands
• Differentiate core brands and exit
non-core brands
• Increase mid-tier and digital
brand presence
• Grow revenue share across products
• Invest in targeted growth in key
locations
• Refine and enhance brand
propositions
• Revitalise business mobile offering
Low opex to
revenue ratio
Objectives
OO
Shareholder value
We are confident that our strategy will create value for our shareholders as we grow our share of
industry revenue while materially reducing current levels of capital expenditure and driving efficiencies
in our operating costs.
We are committed to delivering growing EBITDA margins, Operating Free Cash Flow, Return on
Invested Capital and earnings per share, as well as attractive dividends.
Page 7 | TPG Telecom Annual Report 2024
Make it easy
for customers
• Total plans in market reduced by
69% to 1,145 to date
• Digital share of sales up strongly
• IT applications reduced by 15% to
568 to date
• Simplify plans and products
• Increase digitalisation of
customer journeys
• Modernise IT systems
• Simplify and reduce plans by a
further c. 750
• Launch new Vodafone app,
digital features
• Rationalise IT applications by a
further c. 100
• Total number of plans reduced to
c. 100
• Digital sales at least as strong as
industry benchmarks
• Lean IT architecture with c. 250
applications and single
customer stack
Become faster, simpler
and stronger
• Hold recurring operating costs flat in
real terms
• Reduce cash capex (ex spectrum) to
$900m in FY25
• Optimise capital structure post Vocus
proceeds
• Targeting additional c. $100m
incremental annual opex efficiencies
post Vocus transaction1
• Reduce annual non-spectrum capex
to $550-650m from FY27
• Optimised capital structure
• Simplify operations and reduce cost
• Increase capital efficiency
• Increase financial flexibility
• Agreed sale of fibre and EGW
Fixed assets
• Capital management optionality
• Second-half opex increase
reduced to 1.0%
Attractive dividends
Annual growth in
OFCF, ROIC and EPS
Note: refer to Glossary on page 149 for definitions of key terms.
1. See footnote 1 on page 5.
Key financial metrics
The following section provides an overview of key financial metrics and operating performance. Readers of this
report seeking to obtain a better understanding of the performance of the Group should read this section in
conjunction with the consolidated financial statements and refer to the FY24 Investor Presentation available on
the ASX and on the Company’s website at tpgtelecom.com.au/investor-relations.
Financial performance
Service Revenue
Group Service Revenue was $4,702 million, an
increase of $70 million or 1.5% (FY23:
$4,632 million). This moderate increase was driven
by continued strong growth in Mobile, which more
than offset a decline in Fixed.
Group Mobile Service Revenue was $2,272 million,
an increase of $117 million or 5.4% (FY23:
$2,155 million). This was driven by higher average
revenue per user (ARPU) in Postpaid and Prepaid
following the ongoing rationalisation of legacy plans
and refreshed pricing for in-market plans over FY23
and FY24. In addition, growth in subscriber
numbers continued in Prepaid across the TPG,
iiNet, felix, Lebara and Kogan.com brands, with
particular strength in digital-only channels.
Group Fixed Service Revenue was $2,304 million,
a decrease of $62 million or 2.6% (FY23:
$2,366 million). Despite continued strong growth in
the higher margin on-net Fixed Wireless product
category, there was lower revenue from Consumer
NBN products due to lower subscriber numbers. In
Enterprise, Government and Wholesale (EGW),
lower revenue was driven by non-core legacy
technology products and the Vision Network
wholesale residential broadband access business.
Service Revenue bridge ($m)
4,632
113
(38)
(4)
(1)
4,702
FY23
Consumer
Mobile
Consumer
Fixed
Consumer
other
EGW
FY24
EBITDA
Earnings before interest, tax, depreciation and
amortisation (EBITDA) was $1,712 million, a
decrease of $163 million or 8.7% (FY23:
$1,875 million). This reflected material one-offs,
primarily the $250 million non-cash impairment
charge announced in April 2024 for
decommissioning assets ahead of the regional
mobile network sharing arrangement with Optus.
EBITDA on a guidance basis, excluding material
one-offs, was $1,988 million, an increase of
$65 million or 3.4% (FY23: $1,923 million). This
was in line with TPG Telecom’s guidance to the
market. It primarily reflected Service Revenue
growth, lower direct costs and a reduction in growth
in indirect operating costs.
EBITDA bridge, guidance basis ($m)
1,923
70
47
(43)
(24)
1,988
FY23
Service
revenue
Direct cost
Opex
Other
margin
FY24
Cost of telecommunication services (direct costs)
was $1,533 million, a decrease of $47 million or
3.0% (FY23: $1,580 million). This decrease
primarily reflected lower NBN input costs in line with
a lower average NBN subscriber base, along with
productivity efficiencies.
Net margin from the sale of mobile handsets and
other hardware was $32 million, an increase of
$15 million or 88.2% (FY23: $17 million). This was
driven by higher fixed device margin and lower bad
debt costs for mobile handset sales.
Directors’ report | Operating and financial review continued
Page 8 | TPG Telecom Annual Report 2024
Note: refer to Glossary on page 149 for definitions of key terms.
Indirect operating costs, excluding material one-
offs, were $1,225 million, an increase of $43 million
or 3.6% (FY23: $1,182 million). The rate of year-on-
year increase in operating costs was lower in the
second half, to 1.0% from 6.6% in the first half,
primarily reflecting reductions in employment and
marketing costs. Within operating costs (excluding
material one-offs):
• Employee benefits expense was $427 million, a
decrease of $1 million, primarily reflecting the
outsourcing of the Manila shared service
operations (now within other operating expense)
following its sale to a third-party provider.
Excluding the impact of the cost transfer,
employee costs increases $39 million, almost all
of which was in the first half, reflecting the
increase in headcount in FY23.
• Technology expense was $391 million, down
$5 million or 1.3% from the prior year (FY23:
$396 million), reflecting business simplification,
lower network rental and third-party exchange
access costs.
• Other operating expense was $407 million, an
increase of $49 million or 13.7% (FY23:
$358 million), primarily reflecting the transfer of
the Manila shared service operations.
Material one-offs in FY24 were as follows:
• $250 million non-cash impairment charge, related
to the decommissioning of sites impacted by the
implementation of the MOCN regional network
sharing arrangement with Optus.
• $20 million transaction and separation costs,
related to the proposed sale of fibre network
infrastructure assets and Fixed EGW business to
Vocus Group, and MOCN implementation.
• $6 million of restructuring redundancy costs
related to simplifying and streamlining TPG
Telecom’s operating model.
NPAT
Net profit after tax (NPAT) was $(107) million, a
decrease of $156 million (FY23: $49 million),
primarily reflecting the one-off impact of the
impairment charge related to the decommissioning
of sites arising from the implementation of the
MOCN regional network sharing arrangement.
Excluding the impairment and other material one-
offs, NPAT was $87 million, an increase of
$4 million or 4.8% (FY23: $83 million)1.
Other drivers of NPAT were:
• Depreciation and amortisation expense was
$1,485 million, an increase of $13 million or 0.9%
(FY23: $1,472 million), primarily reflecting the
slowing investment cycle for 5G network
upgrades and IT modernisation initiatives.
• Net financing costs were $378 million, an
increase of $37 million or 10.9% (FY23:
$341 million), primarily reflecting higher market
interest rates on bank debt and higher average
levels of debt following the unwinding of the
legacy off balance sheet handset receivables
financing program.
• There was a $44 million income tax benefit, an
improvement of $57 million (FY23: $13 million
expense) reflecting the Group’s loss before tax for
the period driven by the impairment, multiplied by
the applicable corporate tax rate of 30% (see
note 7(b) on page 92).
Earnings per share
Earnings per share (EPS) was (5.8) cents, a
decrease of 8.4 cents (FY23: 2.6 cents), primarily
reflecting the impact of the impairment charge as
mentioned above.
EPS for Long Term Incentive Plan (LTIP) purposes,
which adds back material one-offs and customer
base amortisation expense, was 10.7 cents, an
increase of 0.2 cents or 1.9% (FY23: 10.5 cents)1.
Return on Invested Capital
Return on Invested Capital was 6.1%, an increase
of 40 basis points (FY23: 5.7%)1, primarily
reflecting higher operating profit excluding material
one-offs, relative to a modest increase in average
capital invested as capital investment slowed.
Directors’ report | Operating and financial review continued
Page 9 | TPG Telecom Annual Report 2024
Note: refer to Glossary on page 149 for definitions of key terms.
1 FY23 restated to no longer treat $38 million of transformation costs (pre-tax) as material one-offs.
Operating Free Cash Flow
Operating Free Cash Flow (OFCF) was
$650 million, an increase of $483 million (FY23:
$167 million). This reflected higher operating
earnings, lower capital expenditure and reduced
negative working capital movement. Excluding
material one-offs, OFCF was $672 million, an
increase of $474 million (FY23: $198 million)1.
Cash capital expenditure excluding spectrum
payments was $1,014 million, a decrease of
$112 million or 9.9% (FY23: $1,126 million). This
reduction reflected the peak in the prior year of
investment to deliver the 5G mobile network,
including the change-out of legacy Huawei
equipment, and to modernise IT systems to enable
product and plan simplification for customers. The
5G rollout was approximately two thirds completed
at the end of FY24, with upgrades having occurred
at 3,771 of TPG’s 5,784 mobile network sites.
Excluding sites being decommissioned as a result
of the regional network sharing arrangement with
Optus, the rollout was approximately 72% complete
as at mid February 2025.
Working capital movement was $(39) million, a
positive change of $331 million or 89.5%
(FY23: $(370) million). This was due to a reduced
impact from the unwind of legacy off balance
sheet handset receivables financing arrangements,
as well as lower additions to receivables from new
sales of handsets under monthly payment plans,
reflecting lower mobile handset sales overall.
Dividend2
The TPG Telecom Board has declared a final
dividend of 9.0 cents per share to be paid on 4 April
2025. The final dividend will be unfranked as the
Company utilised all remaining available franking
credits against the 2024 interim dividend.
Total dividends declared for 2024 were 18.0 cents
per share unchanged from 2023.
TPG Telecom’s dividend policy is to pay a dividend
of at least 50% of Adjusted NPAT3, which was
$562 million, an increase of $16 million or 2.9%
(FY23: $546 million).
Dividends paid in FY24 were $334 million
(FY23: $335 million).
Financial position
Net assets were $11,173 million, a decrease of
$444 million (FY23: $11,617 million). This primarily
reflected a reduction in right-of-use assets due to
the decommissioning of parts of TPG’s regional
mobile network to enable the regional network
sharing arrangement with Optus, along with
spectrum amortisation and slowing growth in
additions to property plant and equipment in line
with lower capital expenditure.
Net borrowings (borrowings less cash) were
$4,057 million at 31 December 2024, an increase of
$97 million (31 December 2023: $3,960 million).
The increase in borrowings largely reflected the
cessation over FY22 to FY24 of the legacy off
balance sheet handset receivables financing
program.
TPG’s net debt (excluding leases) to EBITDA was
2.32 times, providing material headroom relative to
bank covenant limits of 3.75 times4.
Directors’ report | Operating and financial review continued
Page 10 | TPG Telecom Annual Report 2024
Note: refer to Glossary on page 149 for definitions of key terms.
1 For OFCF, material one-offs in FY24 comprised cash impacts arising from transaction and separation costs and redundancy restructuring
costs. In FY23, material one-offs comprised cash impacts from transaction costs.
2 Further information regarding dividends is set out in Note 22 and Note 31 of this report.
3 Defined as statutory NPAT adding back material one-offs, customer base amortisation expense, spectrum amortisation expense and non-
cash tax expense.
4 Bank covenant leverage is calculated on a pre-AASB16 basis, with lease liabilities excluded from debt and lease expense treated as an
operating expense within EBITDA.
Consolidated Income Statement overview
Below is a condensed version of the cash flow statement, to be read with commentary in the key financial
metrics section.
2024
2023
$m
$m
Revenue
Service Revenue
4,702
4,632
Handset and hardware revenue
818
901
Total revenue
5,520
5,533
Other income
12
36
Cost of telecommunication services
(1,533)
(1,580)
Cost of handsets and hardware sold
(786)
(884)
Technology expense
(391)
(405)
Employee benefits expense
(439)
(428)
Other operating expense
(421)
(380)
Impairments and other charges
(250)
(17)
EBITDA
1,712
1,875
Depreciation and amortisation
(1,485)
(1,472)
Operating profit
227
403
Net financing costs
(378)
(341)
(Loss)/profit before tax
(151)
62
Income tax benefit/(expense)
44
(13)
(Loss)/profit after tax
(107)
49
Attributable to:
Owners of the Company
(107)
49
Non-controlling interest
—
—
Earnings per share (cents)
(5.8)
2.6
Directors’ report | Operating and financial review continued
Page 11 | TPG Telecom Annual Report 2024
Consolidated Balance Sheet overview
Below is a condensed version of the Group’s balance sheet as at 31 December 2024, to be read with
commentary in the key financial metrics section.
2024
2023
$m
$m
Cash and cash equivalents
42
116
Trade and other receivables
972
968
Inventories
82
117
Other current assets
65
83
Total current assets
1,161
1,284
Property, plant and equipment
3,865
3,795
Right-of-use assets
1,469
1,709
Spectrum licences
1,586
1,737
Other intangible assets
10,337
10,484
Deferred tax assets
218
171
Trade and other receivables
447
469
Other non-current assets
11
19
Total non-current assets
17,933
18,384
Trade and other payables
1,031
1,174
Contract liabilities
315
294
Lease liabilities
136
122
Other current liabilities
124
132
Total current liabilities
1,606
1,722
Borrowings
4,099
4,076
Lease liabilities
2,069
2,112
Other non-current liabilities
147
141
Total non-current liabilities
6,315
6,329
Net assets
11,173
11,617
Contributed equity
18,399
18,399
Reserves and accumulated losses
(7,226)
(6,782)
Total equity
11,173
11,617
Consolidated Cash Flow Statement overview
Below is a condensed version of the cash flow statement, to be read with commentary in the key financial
metrics section.
2024
2023
$m
$m
Cash flow from operating activities
1,926
1,522
Capital expenditure
(1,014)
(1,126)
Mobile spectrum payments
(156)
(28)
Receipts from the sale of a subsidiary
5
—
Interest received
3
4
Net cash flow before financing activities
764
372
Net drawdown of borrowings
20
400
Principal elements of lease repayments
(136)
(108)
Finance costs paid
(376)
(319)
Payments for Shares acquired by TPG Telecom Employee Incentive Plan Trust
(12)
(8)
Dividends paid
(334)
(335)
Net cash flow
(74)
2
Directors’ report | Operating and financial review continued
Page 12 | TPG Telecom Annual Report 2024
Business segment and product highlights
Consumer segment1
Service Revenue was $3,770 million, an increase of
$71 million or 1.9% (FY23: $3,699 million).
This comprised:
• Mobile Service Revenue of $2,084 million, an
increase of $113 million or 5.7% (FY23:
$1,971 million), reflecting growth in ARPU2 in both
Prepaid and Postpaid following plan refreshes and
increased subscriber numbers3 in Prepaid, with
particular strength in digital brands felix and
Kogan and growth in TPG, iiNet and Lebara.
• Fixed Service Revenue of $1,680 million, a
decrease of $38 million or 2.2% (FY23:
$1,718 million). There was continued strong
growth in subscribers and ARPU in Fixed Wireless
services, but this only partially offset the impact of
lower NBN subscriber numbers amid ongoing
intense competition from both telco and non-telco
service providers.
Consumer cost of telecommunication services
(direct costs) was $1,397 million, a decrease of
$91 million or 6.1% (FY23: $1,488 million). This
decrease reflected improvements in product mix
across Mobile and Fixed (including the increase in
Fixed Wireless, reduction in NBN subscribers and
lower wholesale costs in Vision Network) together
with lower regulatory costs followings the non-
renewal past FY23 of 900 MHz spectrum licences.
Handset and hardware margin was $26 million, an
increase of $16 million (FY23: $10 million), reflecting
higher fixed device margins and lower bad debt
provisioning in mobile handset monthly payment
plans following improved credit performance.
Consumer gross margin was $2,399 million, an
increase of $178 million or 8.0% (FY23:
$2,221 million)4 as direct cost efficiencies and
improved hardware margin augmented Service
Revenue growth.
Consumer gross margin bridge ($m)
2,221
113
(38)
16
91
(4)
2,399
FY23
Mobile service
revenue
Fixed service
revenue
Handset and
hardware
margin
Telco costs
Other
FY24
Enterprise, Government and Wholesale segment
Service Revenue was $1,001 million, a decrease
of $41 million or 3.9% (FY23:$1,041 million).
This comprised:
• Mobile Service Revenue of $308 million, an
increase of $23 million or 8.1% (FY23:
$285 million), primarily reflecting the new MVNO
contract with Lyca Mobile.
• Fixed Service Revenue of $693 million, a
decrease of $63 million or 8.3% (FY23:
$756 million), primarily reflecting non-core legacy
technology products and lower wholesale prices
introduced in the Vision Network wholesale
residential fixed access business to increase
product competitiveness.
EGW cost of telecommunication services (direct
costs) was $203 million, an increase of $5 million
2.5% (FY23: $198 million), primarily reflecting higher
NBN wholesale costs in the Fixed business.
Enterprise, Government & Wholesale (EGW) gross
margin was $810 million, a decrease of $54 million
or 6.3% (FY23: $864 million)2 as growth in Mobile
revenue was insufficient to offset a decline in
Fixed revenue.
EGW gross margin bridge ($m)
864
23
(63)
(5)
(8)
810
FY23
Mobile
service
revenue
Fixed
service
revenue
Telco costs
Other
FY24
Directors’ report | Operating and financial review continued
Page 13 | TPG Telecom Annual Report 2024
Note: refer to Glossary on page 149 for definitions of key terms.
1 Service Revenue and gross margin include data SIMs but exclude MVNOs. Gross margin excludes hardware margin.
2 Total ARPU includes data SIMs and excludes MVNOs. Postpaid and Prepaid ARPU excludes data SIMs and MVNOs.
3 Mobile subscribers for FY23 and FY24 have been restated to reflect the removal of approximately 41,000 inactive customers.
4 FY23 gross margin restated to reflect the transfer of Bizphone commercial customers previously reported within Consumer to EGW.
Mobile subscriber numbers1 and ARPU2
Mobile subscribers as at 31 December 2024 were
5.51 million, up 99,000 or 1.8% (FY23: 5.42 million).
Postpaid Mobile subscribers were 2.85 million, a
decrease of 96,000 or 3.3% (FY23: 2.94 million),
reflecting aggressive handset discounting by
competitors to drive customer acquisition and
retention, lower levels of inbound migration, reduced
international student numbers, and TPG’s closure of
its 3G network prior to other operators.
Prepaid Mobile subscribers were 2.28 million, up
92,000 or 4.2% (FY23: 2.18 million), reflecting
strong growth in felix and Kogan and growth in the
TPG, Lebara and iiNet brands.
Data SIM subscribers were 280,000, a decrease of
3,000 or 1.1% (FY23: 283,000).
MVNO subscribers were 113,000, up 106,000
(FY23: 7,000), reflecting the commencement of the
Lyca Mobile contract.
Mobile subscribers by brand (000's)
3,206
3,111
916
865
842
963
444
462
7
113
Vodafone - Postpaid
Vodafone - Prepaid
Kogan, Lebara, felix
TPG, iiNet
MVNOs
DEC-23
DEC-24
ARPU was $35.02 per month, an increase of $1.24
or 3.6% (FY23: $33.78), reflecting moderate price
refreshes throughout 2023 and 2024. Postpaid
ARPU was $48.46 per month, an increase of $2.28
or 4.9% (FY23: $46.18). Prepaid ARPU was
$20.07 per month, an increase of $1.15 or 6.1%
(FY23: $18.92).
Mobile ARPU by subscriber type ($)
33.78
35.02
46.18
48.46
18.92
20.07
15.50
15.27
Overall Mobile
Postpaid
Prepaid
Data Sims
FY23
FY24
Total fixed subscribers and AMPU3
Fixed subscribers as at 31 December 2024 were
2.08 million, down 51,000 or 2.4% (FY23:
2.13 million), reflecting intense competition in the
NBN market.
NBN subscribers were 1.68 million, a decrease of
84,000 or 4.8% (FY23: 1.77 million), reflecting
aggressive pricing from new entrants and more
customers moving from NBN to Fixed Wireless
services.
Fixed Wireless subscribers were 268,000, an
increase of 41,000 or 18.1% (FY23: 227,000),
reflecting strong customer uptake.
Vision Network subscribers (TPG group only) were
108,000, a decrease of 6,000 or 5.3% (FY23:
114,000).
Overall Fixed subscribers (000’s)
1,768
1,684
227
268
114
108
18
16
NBN
Fixed wireless
Vision Network
Other
DEC-23
DEC-24
Average Margin Per User (AMPU) across all Fixed
technologies was $27.08 per month, an increase of
$1.21 or 4.7% (FY23: $25.87), reflecting the growth
in the higher margin Fixed Wireless business.
Fixed broadband AMPU by technology type ($)
25.87
27.08
21.69
21.71
49.89
52.25
Overall Fixed
AMPU
NBN
AMPU
On-net AMPU
(Fixed Wireless and Vision)
FY23
FY24
Directors’ report | Operating and financial review continued
Page 14 | TPG Telecom Annual Report 2024
Note: refer to Glossary on page 149 for definitions of key terms.
1 Mobile subscribers for FY23 and FY24 have been restated to reflect the removal of approximately 41,000 inactive customers.
2 Total ARPU includes data SIMs and excludes MVNOs. Postpaid and Prepaid ARPU excludes data SIMs and MVNOs.
3 Includes all Consumer and small office/home office NBN, Fixed Wireless, Vision Network and other broadband products, but excludes
fixed voice products and EGW Fixed Data and Internet products; AMPU excludes Vision Network intersegment costs, which are
eliminated at the Group level. On-net AMPU includes Fixed Wireless and Vision Network broadband products.
Risk Management Approach
We are exposed to various uncertainties that could affect the success of our business, requiring us to maintain
a robust risk management framework to manage risks and adapt to challenges.
The Audit & Risk Committee (ARC), established by the Board, provides oversight on the effectiveness of TPG
Telecom’s risk management and reporting systems. Executive leadership and the risk and oversight functions
support the implementation of the risk management framework.
We aim to ensure that risk management is an integral part of doing business, underpinned by a strong risk
culture and informed decision-making. Our risk management framework and governance structure are outlined
in our Corporate Governance Statement, which is available on our website www.tpgtelecom.com.au.
Material Risks
We regularly review and assess the Group’s exposure to strategic, financial, operational and compliance risks.
These risks can arise from internal or external factors, including risks inherent to our business as well as
industry factors, such as competition, technological change and regulation.
The table below outlines the most material risks which have the potential to negatively impact our business
strategy, growth and profitability. The Group continues to invest in management of such risks through oversight
structures, capital deployed, and progressing various mitigating strategies.
Resilient Network and Technology
Our ability to provide quality products
and services is dependent on the
reliability and performance of our
network and systems. Potential
disruptions could significantly damage
customer trust, adversely impact
financial performance, and attract
regulatory scrutiny.
Sustainability pillar:
Digital Economy; Environmental
Responsibility
• Networks designed with physical and logical separation, supported by
preventive and recovery mechanisms including redundancy, diversification,
proactive monitoring and threat detection capabilities.
• Ongoing investment in technology, people and partners to ensure that
critical operations and processes are prepared to withstand business
disruption.
• Policies, procedures and governance process for change management,
problem management and incident management.
• Business continuity and disaster recovery programs to anticipate, respond
to and recover from disruptions, supported by multi-tier and multi-
disciplinary approach to enable flexibility and adaptability.
• Emergency and crisis management teams consisting of senior and
executive management to provide operational and strategic leadership,
with incident and recovery management teams to provide technical
expertise.
Market Competition
Market factors including rapid
technological innovation, evolving
digital experience expectations, and
new competitor entrants could
adversely impact our market share,
growth and returns.
Sustainability pillar:
Customer Wellbeing
• Business simplification programs to simplify our brands, rationalise our
plans and products, providing a clear customer focus.
• Improving customer experience and digital journeys, through innovation
and enhancement in digital interfaces and customer care.
• Modernising IT platforms and building robust and resilient systems, with a
cloud-first approach and dedicated IT stacks for Consumer and EGW.
• Focus on simplified and great value plans, monetising increasing demand
and consumption following 5G investment cycle.
• Mobile network growth with ongoing investment and rollout of 5G.
• Network expansion through regional network sharing arrangement with
Optus and implementation of a Multi-Operator Core Network (MOCN).
• Completion of sale of fibre network assets and fixed EGW business
to Vocus.
MATERIAL RISK
MANAGEMENT APPROACH
Directors’ report | Operating and financial review continued
Page 15 | TPG Telecom Annual Report 2024
Macroeconomic Factors
Adverse changes in economic and
market conditions, including rising
interest rates and inflation, reduced
consumer spending, or reduced drivers
of population growth such as
international migration, could negatively
impact financial performance and lead
to cash flow constraints.
Sustainability pillar:
Responsible Business Practices;
Environmental responsibility
• Policies, procedures and controls to monitor and manage financial risk
exposures, with Executive and Board oversight.
• Capital management programs focused on sustaining investment, strong
balance sheet and shareholder dividends, guided by a disciplined capital
allocation framework.
• Portfolio management strategies to optimise asset sharing, utilisation and
financing structures, as well as to pursue strategic partnerships.
• Ongoing monitoring of economic and market conditions through business
strategy and performance review processes.
• Maintenance of diverse product and brand portfolio to service different
customer segments and needs.
• Cost and cash flow management to deliver flatter expenditure.
Cyber Security and Data Privacy
Cyber-attacks may result in the loss of
Critical National Infrastructure (CNI),
000 services or services critical to
consumers, government and or
businesses. Significant data breaches
may also cause reputational damage,
regulatory scrutiny, and financial loss.
Sustainability pillar:
Customer wellbeing
• Strategic technology security roadmaps with continued investment in
systems, processes and people to deliver uplift in security capabilities.
• ISO 27001 Information Security Management Systems (ISMS) certification,
supported by ongoing review, and improvement of systems.
• Cyber Centre Of Excellence (CCOE) working with Nokia, Ericsson, UNSW
and TCS, to research nation state exploits of our CNI and customer modem
devices.
• Incident response plans and playbooks, tested and coordinated with our
major partners such as Optus and Tech Mahindra.
• Technical risk assessments and governance processes to identify and
manage risks from change programs and third parties.
• Privacy management framework including established policies and
procedures, supported by ongoing training and continuous improvement.
Legal and Regulatory
Complex and evolving legal and
regulatory environment could impact
business strategy, elevate compliance
risks, and increase cost of operations.
Sustainability pillar:
Responsible Business Practices;
Customer wellbeing
• Dedicated legal, regulatory and compliance experts to support business
transactions, business operations and compliance risk management.
• Compliance management framework including policies, procedures and
systems, supported by ongoing training programs.
• Proactive monitoring of regulatory changes and industry developments.
• Strategic compliance roadmap to deliver continuous improvement and uplift
of compliance management and control capabilities.
• Ongoing investment in systems, people and capabilities to deliver
continuous improvement in compliance processes and controls.
• Ongoing engagement with industry, regulatory and government bodies.
People and Culture
Ability to attract, develop and retain a
diverse and engaged workforce with
the right skills and capabilities is
fundamental to delivering on our
business strategy and objectives.
Sustainability pillar:
Inclusion & Belonging
• Embedding a performance culture and creating an environment where
employees share a sense of purpose and perform at their best to deliver
the company’s strategy and objectives.
• ‘Living our Spirit’ cultural programs to embed our purpose and values and
‘Leading with Spirit’ development program for the leadership community.
• Continued investment in leadership framework and capabilities
development, including women in leadership programs.
• Talent strategy and pipeline to identify, develop and retain talent, supported
by success planning and management processes.
• Inclusion and belonging strategy to promote diversity, create an
environment of equality, and build an inclusive business.
• Training and learning programs to support continued upskilling and
development of workforce capabilities.
• Ongoing monitoring of the competitive landscape, industry and market to
ensure continuity of leadership and retention of high performing talent.
MATERIAL RISK
MANAGEMENT APPROACH
Directors’ report | Operating and financial review continued
Page 16 | TPG Telecom Annual Report 2024
Health, safety, and wellbeing
Effective management and reduction of
physical and psychosocial risk
exposures in our operations is critical to
maintaining a healthy and safe work
environment for our people.
Sustainability pillar:
Responsible Business Practices;
Environmental responsibility
• ISO 45001 accredited occupational health and safety (OH&S) management
system to manage risks and continually improve performance.
• Work health and safety framework and governance processes supported
by policies, standards and performance indicators.
• Hazard management and control processes, with workplace health and
safety incident reporting and management.
• Safety training programs for employees and contractors to develop and
maintain capabilities, raise awareness and embed a positive culture.
• Wellbeing strategy and programs to promote a holistic and proactive
approach to employee wellbeing, facilitated by workplace policies, tools
and resources.
Environmental Social Governance
(ESG) factors
Purpose and values drive the way we
conduct our business and the impact
we have on our people, customers and
communities. It is integral that we act
responsibly and sustainably to ensure
positive impacts for stakeholders and
long-term value for shareholders.
Sustainability pillar:
Environmental responsibility;
Responsible Business Practices
• Sustainability strategy to guide management focus and approach across
key areas of sustainability, supported by ongoing stakeholder engagement.
• Governance framework and processes to monitor risks, opportunities,
performance and strategy execution, with Executive and Board oversight.
• Risk management framework and processes including policies, procedures
and systems, supported by ongoing training programs.
• Code of Conduct and compliance training for all people.
Refer to the Sustainability Report section of the annual report and for further
information.
MATERIAL RISK
MANAGEMENT APPROACH
Directors’ report | Operating and financial review continued
Page 17 | TPG Telecom Annual Report 2024
Climate-related disclosures
The following section provides an overview of our
approach to identifying and managing climate-
related risks and opportunities, informed by the
Australian Sustainability Reporting Standard AASB
S2 Climate-related Disclosures (AASB S2).
This section should be read in conjunction with
the General sustainability disclosures section
(pages 25 to 30), the 2024 Sustainability Data
Pack on the Investor Relations section of the
TPG Telecom website, and the Sustainability
section of our website.
In 2025, we intend to undertake a review of
our sustainability strategy. This will include an
assessment of existing commitments to determine
if they continue to align with our evolving goals
and stakeholder expectations.
Governance
TPG Telecom has a comprehensive corporate
governance framework designed to establish and
oversee the Company’s strategic direction. Through
this governance structure we have established
processes to understand the business implications
of climate change and develop our response to
climate-related risks.
Board
The Company’s highest level of oversight for
sustainability, including climate risk, sits with the
Board, as detailed within the TPG Telecom
Board Charter.
To assist with the execution and delivery of these
responsibilities, the Board has delegated roles and
responsibilities to its Audit & Risk Committee (ARC)
and Remuneration and Governance Committee
(RGC). Further information on the Committees of
the Board can be found in the respective committee
charters and our Corporate Governance Statement.
Sustainability-related updates, including climate
risk, are provided to the ARC via quarterly
enterprise risk updates and six-monthly
sustainability strategy updates.
To support TPG Telecom’s climate commitments,
the Board introduced an ESG performance
measure in the Long Term Incentive Plan (LTIP)
for executives, covering the periods 2023 to 2025
and 2024 to 2026, which is linked to TPG
Telecom’s achievement of its 2025 renewable
electricity target. The ‘ESG – Renewable Electricity
Target’ accounts for 10% of the LTIP and maximum
performance is reached if 100% of all operations
are powered by renewable energy by the end of
the performance period.
The Board Skills Matrix, recommended by the
RGC and approved by the Board in 2024, includes
‘Sustainability, environment and social awareness’,
represented by experience in managing or
overseeing sustainability, environmental and social
risks and issues and impacts, including climate
issues, on customers, stakeholders and the
broader community. This is detailed within the
Corporate Governance Statement.
Significant climate-related targets and
commitments are presented to the Board for
approval. These have included the climate risk
roadmap, the emissions reduction targets and
the renewable electricity target.
Management
The Executive Leadership Team (ELT) is made
up of the CEO and executive direct reports of
the CEO and meets regularly to monitor business
performance, as well as to develop and execute
strategy. This includes aspects of the sustainability
strategy, including climate-related risks and
opportunities.
The Head of Sustainability and the Group
Executive Legal & External Affairs are responsible
for the execution of the sustainability strategy and
report regularly to the ELT on sustainability matters,
including climate risk.
The primary forum for management of the
TPG Telecom sustainability strategy is the
Sustainability Council, which consists of senior
leaders across the business and meets quarterly.
Additional working groups exist to focus on
managing specific initiatives that support the
broader sustainability strategy priorities.
Strategy
TPG Telecom recognises that climate risk may
impact all areas of the organisation and is a key
component of our sustainability strategy.
Climate-related risks and opportunities
As a large, national telecommunications company,
we have exposure to a range of climate-related
physical and transition risks. Some risks, like floods
and fires, are common occurrences in Australia.
We have robust processes and controls in place to
manage those events should they occur. However,
we recognise that other impacts may emerge or
increase in significance over time.
An assessment was undertaken in 2022 to identify
climate-related risks and opportunities with the
potential to impact our business in the future and
resulted in three key risks being prioritised for
further analysis via a qualitative climate scenario
analysis. These are outlined in the table below,
detailing the potential impacts on our business
and approximate timeframes for when impacts
may emerge.
Sustainability report | Climate-related disclosures
Page 18 | TPG Telecom Annual Report 2024
Prioritised climate-related risks for TPG Telecom
RISK DESCRIPTION
POTENTIAL IMPACTS
Physical | Acute
Increased severity and
frequency of extreme
weather events such as
heatwaves, bushfires,
floods and storms. This may
cause unplanned network
service disruptions, damage
to critical infrastructure and
disruptions to supply chain.
• Productivity losses, including those of impacted customers, due to unplanned network service
disruptions arising from extreme weather events.
• Loss of telecommunications during a disaster, impeding emergency response measures
(including potential reputational implications).
• Business interruption due to a failure to appropriately adapt to and plan for new conditions.
• Equipment overheating during power failures leading to technological malfunctions and
downtime.
• Increased cost of moderating temperatures in data centres, retail stores and offices particularly
during extreme heat events.
• Reduced safety, wellbeing and productivity of employees and / or contractors that may be
exposed to extreme heat if cooling requirements cannot be met.
Emergence Time Frame Short (next 5 years)
Transition | Technology
Transition to a low-carbon
economy requiring
renewable energy
commitments. This may
result in higher energy
prices or limited supply of
LGCs and renewable
PPAs.1
• Increased demand (or limited supply) for LGCs and renewable PPAs, increasing the cost to
achieve 100 per cent renewable energy.
• Increased costs from 5G network energy demand.
• Reputational damage from inability to meet publicly disclosed renewable energy targets, due to
cost or availability constraints.
Emergence Time Frame Short (next 5 years)
Transition | Reputation
Evolving stakeholder
expectations in relation to
climate action, due to
perceived impacts of
climate change. This may
lead to brand and reputation
risk related to financial
market and consumer
expectations, including a
focus on greenwashing.
• Increased stakeholder scrutiny due to insufficient progress on sustainability commitments or
targets, leading to reputational damage or loss of investors / investment.
• Insufficient level of ambition regarding climate strategy, leading to poor public perception,
resulting in loss of customers, investors and employees.
• Disclosure of inaccurate or misleading climate statements and metrics leading to customer,
investor or regulatory action.
• Misalignment between climate-related risks and internal policies and procedures, causing a
dislocated risk management approach and resource and/or expenditure inefficiencies.
Emergence Time Frame Medium (5 to 15 years)
Climate scenario analysis
The scenario analysis undertaken in 2022 enabled
us to understand how differing climate trends might
affect the impact and likelihood of our key climate
risks and opportunities in the short (0-5 years),
medium (5-15 years) and long term (15+ years).
Informed by AASB S2, we utilised the following
three scenarios:
• No Climate Action – a high emission scenario,
global temperature rise exceeds 4°C
• Current Targets & Pledges – a moderate
emission scenario, global temperature rise held
below 2°C
• Aggressive Mitigation – a low emission scenario,
global temperature rise held below 1.5°C
Further detail on the scenario characteristics are
provided in the table below.
Sustainability report | Climate-related disclosures continued
Page 19 | TPG Telecom Annual Report 2024
1 LGCs: Large-scale Generation Certificates. PPAs: Power Purchase Agreements
Summary of scenarios used in qualitative climate scenario analysis
High Emission
Scenario
“No Climate Action”
>4°C Scenario1
SSP5-8.52
2030 and 20503
Baseline of how
global emissions
would evolve if
governments and
markets make no
changes to their
existing policies and
investments in low
carbon technologies
In this scenario, transition
risks are low while physical
risks are high, arising from
barriers to mitigation efforts.
Globally, multiple climate-
related hazards are projected
to increase, including:
• Flood and extreme
precipitation
• Extreme heat and
bushfires
• Sea level rise
• Water stress
Physical risks dominate
• Emission reduction policies are limited to
the current policies, and global
coordination on tackling climate change is
lacking.
• Continued use of fossil fuels, and energy
intensive activities and lifestyles.
• Momentum in clean energy is insufficient
to offset the effects of an expanding
global economy and growing population.
• Effects of climate change require
significant investments in adaptation
measures to protect assets, infrastructure
and communities.
Moderate Emission
Scenario
“Current Targets &
Pledges”
>2°C Scenario
SSP2-4.5
2030 and 2050
Emissions are
curbed based on
existing policies
and announced
commitments,
including Nationally
Determined
Contributions, but fall
short of meeting the
Paris Agreement
targets
In this scenario, there are
intermediate challenges to
adaptation and mitigation
leading to higher transition
risks compared to the high
emission scenario, including:
• Carbon pricing policies
• Energy policies
• Litigation risks
Note that in this scenario,
projected changes in multiple
climate-related hazards are
possible, but the magnitudes
vary compared to the high
emission scenario.
Insufficient decarbonisation
• Emissions are curbed based on existing
policies and announced national
commitments to reduce emissions but fall
short of meeting the Paris Agreement.
• Slow implementation of policies due to
political, institutional and societal barriers.
• The transition to a low carbon economy is
disorderly, uncoordinated and delayed.
Transition happens faster in certain
regions compared to others leading to
differences in regional policies and
implications on cost of doing business
and global trade (e.g., carbon border tax).
Low Emission
Scenario
“Aggressive
Mitigation”
1.5°C Scenario
Physical: SSP1-2.6
Transition: SSP1-1.94
2030 and 2050
Aggressive emission
reduction scenario
to meet the Paris
Agreement, marked by
global collaboration by
governments, society
and industry to lead
steep decarbonisation
This scenario has the highest
transition risks associated
with ambitious mitigation
efforts, including:
• Carbon pricing
• Increase regulations and
policies
• Reputation risks and
opportunities
• Product, market, energy,
resource efficiencies
Although global warming
levels are lower than the
other scenarios, physical
impacts can still occur.
Transition risks and opportunities
dominate
• Globally coordinated effort to reduce
emissions and avert the worst effects of
climate change in line with the Paris
Agreement.
• Accelerated transition to renewables and
electrification, and aggressive regulations
limiting the extraction and use of fossil
fuels in all major economies.
• Assumes the world achieves Sustainable
Development Goals by 2030.
SCENARIO AMBITION
OVERVIEW
SCENARIO ATTRIBUTES
KEY OUTCOMES
1.
Global warming level by 2100
2.
Associated IPCC AR6 Scenario
3.
Time horizons assessed
4.
SSP1-1.9 was selected as the low emissions scenario to assess transition risks and opportunities as it represents a far more ambitious pathway with
greater technology, policy and consumer action compared to SSP1-2.6
Sustainability report | Climate-related disclosures continued
Page 20 | TPG Telecom Annual Report 2024
Scenario analysis key findings – physical risk
The analysis focused on the physical risk
statement:
“increased severity and frequency of extreme
weather events due to climate change”
It found that our organisation has exposure to
multiple physical hazards including extreme heat,
bushfire weather conditions, extreme rainfall and
severe weather (including storms, wind gusts and
tropical cyclones). However, the severity of the risk
to our business varies across Australia and
between the three different scenarios.
The magnitude and frequency of projected
increases of extreme heat events and bushfires are
larger for a higher emissions scenario compared to
a lower emissions scenario, particularly over longer
timeframes. For extreme rain, flooding, storm and
wind gusts and tropical cyclones, the projected
outcomes vary regionally and projected changes
do not always align to a high or low emissions
scenario.
Scenario analysis key findings – transition risk
The analysis also examined the following transition
risk statements:
“transition to a low-carbon economy requiring
renewable energy commitments” and
“evolving stakeholders’ expectations in relation to
climate action due to perceived impacts of climate
change”
While impacts may vary under multiple scenarios
and time horizons, the analysis showed that
transition risks associated with electricity costs and
brand and reputation are projected to increase.
Electricity costs: Electricity accounts for
approximately 2 per cent of our total operating
costs. In Australia, the electricity system is
undergoing a transition to renewable sources and
short-term electricity prices are likely to remain
high, though they may decrease in the future
through technology development and innovation.
In addition:
• a low emissions scenario may result in higher
carbon prices and enhanced GHG emissions
reduction regulation.
• significant price volatility and capacity constraints
may arise in the electricity market, depending on
the scenario.
• public GHG emissions reduction strategies may
include reputational risk and brand damage if
sufficient renewable energy supply is not
available.
Brand and reputation: Sustained interest exists
from stakeholders (consumers, shareholders, other
financial market participants and employees) in
business commitments to sustainability and the
management of climate-related risks. In addition:
• customer, financial market and employee
preferences for companies with market-leading
emission reduction targets may increase under
a low emissions scenario.
• increased requirements for climate-related
financial risk reporting are likely to continue.
Risk management
TPG Telecom’s risk management framework
outlines our approach to managing risks, including
climate-related risks. Refer to the Material Risks
section (page 15) of this report for more
information.
Our risk governance structure and risk
management framework are also outlined in our
Corporate Governance Statement.
Identifying climate risks
Climate is classified as an ‘enterprise risk’ and is
monitored and managed by relevant risk owners
throughout the business.
Each business unit is accountable for identifying,
monitoring, and managing specific business risks
and action plans, including those related to
climate risk.
Climate risk identification is supported by the
Sustainability and Enterprise Risk teams through
ongoing review and periodic scenario analysis.
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Page 21 | TPG Telecom Annual Report 2024
Managing climate risks
The Enterprise Risk team is responsible for
driving the successful implementation of the risk
management framework as overseen by the ELT
and the ARC.
In line with our risk management procedure, all
risks, including climate-related risks, are assessed
based on their likelihood and impact on our
business and given a corresponding risk rating.
Risk treatment plans are devised based on the
risk rating which signifies the materiality to the
organisation from a financial, operational,
compliance and reputational lens.
Our management of key climate risks is
demonstrated by the management approach
outlined in the Material Risks section (page 15).
We will continue to monitor changes to our climate-
related risks and impacts and adjust our approach
accordingly to enable its effectiveness over time.
Metrics and targets
Our 2024 commitments:
• Executing our climate risk roadmap to support
compliance with mandatory sustainability
reporting requirements.
• Developing a strategy and implementation plan to
support achievement of science-based emissions
reduction targets.
• Powering our Australian operations with 100 per
cent renewable electricity by 2025 (this target will
be reviewed during 2025).
• Continuing to expand felix as a carbon neutral
brand and product targeting 2 million trees
planted.
• Working with our suppliers to reduce packaging
and increase packaging resource recoverability
across our products and networks.
Climate risk roadmap
In 2024, progress against our multi-year climate
risk roadmap included:
• Implementing a sustainability data management
platform to improve the controls over energy and
emissions reporting.
• Risk and Sustainability teams continuing to
work with relevant business units to improve
and embed the management of climate risk.
• The Resilience team conducting a controls-
effectiveness assessment of the increasing
climate-related threats to TPG Telecom’s
critical infrastructure.
• Engaging the Australian Accounting Standards
Board (AASB) to deliver a climate risk briefing to
our Board, focused on the upcoming disclosure
requirements and their impact on TPG Telecom.
• Providing climate risk training to key employees
and awareness through regular risk reviews.
• Undertaking a gap analysis of required
disclosures against AASB S2 to enable
compliance in 2025.
Emissions reduction targets
TPG Telecom’s emissions reduction targets,
covering the full TPG Telecom Group, were
validated by the Science Based Target initiative
(SBTi) in October 2023. The targets are absolute
reductions, rather than intensity reductions or
achieved through the purchase of carbon offsets.
The SBTi classified our targets as aligned with
the ‘1.5°C trajectory’. This is the trajectory to limit
global temperature increases to 1.5 degrees
Celsius, required to avoid the worst effects of
climate change.
Overall net-zero target:
• committed to reaching net-zero GHG emissions
across our value chain by 2050.
Near-term targets:
• committed to reducing absolute scope 1 and 2
greenhouse gas (GHG) emissions by 95 per cent
by 2030, from a 2021 base year.
• committed to reducing absolute scope 3 GHG
emissions (from purchased goods and services,
fuel- and energy-related activities, upstream
leased assets, and use of sold products) by
30 per cent by 2030, from a 2021 base year.
Long-term targets:
• committed to maintaining at least 95 per cent
absolute scope 1 and 2 GHG emissions
reductions from 2030 through 2050, from a
2021 base year.
• committed to reducing absolute scope 3 GHG
emissions (from purchased goods and services,
fuel- and energy-related activities, upstream
leased assets, and use of sold products) by
90 per cent by 2050, from a 2021 base year.
Sustainability report | Climate-related disclosures continued
Page 22 | TPG Telecom Annual Report 2024
We expect to achieve our scope 1 and 2 emissions
reduction targets by powering our Australian
operations with 100 per cent renewable
electricity, as electricity consumption accounts
for approximately 99 per cent of our scope 1
and 2 emissions.
Comprising approximately 84 per cent of our
carbon footprint, scope 3 emissions are the
most significant part of our emissions profile
and approximately 96 per cent are concentrated
in two areas:
• Emissions from our suppliers in the manufacture
and delivery of goods and services we procure.
These include the building and maintaining of our
mobile and fixed networks, as well as devices we
sell to our customers.
• Emissions from our customers using the products
and services we provide.
To reduce these emissions, we aim to leverage our
supplier relationships and work with them to set
and achieve their own emissions reduction targets.
In 2024, we received 67 responses from a survey
sent to our top 150 suppliers which showed that:
• 60 per cent report on energy and emissions, with
an additional 10 per cent expected within the next
two years.
• 42 per cent have a renewable energy target, with
an additional 15 per cent expected within the next
two years.
• 51 per cent have emissions reduction targets (43
per cent are aligned to SBTi), with an additional
31 per cent expected within the next two years.
We will use these results to guide our engagement
efforts with key suppliers.
The below table shows the progress made against
the emissions reduction targets, to date.
Energy (TJ) and GHG emissions (ktCO2-e)
Metric
2021
(Base Year)
20231
2024
Energy consumed
1,237
1,323
1,331
Scope 1 emissions
4.8
2.7
2.7
Scope 2 emissions
(market-based)
224.4
223.3
226.6
Scope 1 and 2
emissions (market-
based)
229.2
226.1
229.3
Scope 3 emissions
1,327.9
1,242.4
1,237.3
Energy reductions occurred in the fixed network
and retail footprint due to site consolidation,
decommissioning of legacy equipment and a
reduction in retail locations. Mobile network
energy consumption increased as customers
used more data, particularly on the 5G network.
This increase was mitigated somewhat by the
energy savings achieved from the 3G shutdown
and decommissioning of legacy equipment. As a
result, energy consumption for TPG Telecom
increased by less than 1 per cent, year on year.
The associated scope 1 and 2 emissions
increased accordingly.
Scope 3 emissions decreased by 0.4 per cent,
driven by shifts in spending and emission factors.
Further information on the calculation
methodologies and metric definitions can be
found in the 2024 Sustainability Data Pack.
Renewable electricity target
Our renewable energy procurement strategy is
focused on long-term power purchase agreements
(PPAs) and Large-scale Generation Certificates
(LGCs), aligned with our Energy Management
Policy and dependent on availability and cost
considerations. We will also continue to
investigate increasing our on-site solar
capacity where feasible.
In 2024, TPG Telecom entered into two renewable
PPAs which, alongside top-up LGCs, supporting
the achievement of powering our operations with
50 per cent renewable electricity from 1 January
2025. The PPAs will provide renewable electricity
to roughly 1,400 sites across Queensland, NSW/
ACT and South Australia.
However, due to the ongoing volatility in the energy
market and the high cost of renewable energy, we
have begun a re-assessment of our 100 per cent
renewables commitment. We will continue to
actively engage the renewables market during
2025 to determine if there are solutions that
balance the benefits of renewable energy against
the impacts those high costs have on our business
and our customers. We will keep our stakeholders
informed of our progress during 2025.
Sustainability report | Climate-related disclosures continued
Page 23 | TPG Telecom Annual Report 2024
1 Prior year figures have been revised due to availability of actual data and updated estimation methodologies. The impact of these
changes is immaterial to the overall results.
Australian electricity consumption (GWh)1
Category
2023
2024
Total electricity consumed
355
359
Renewable electricity2
Renewable Energy Target (RET)
64
63
Jurisdictional RET
15
16
Total renewable electricity
80
79
% Renewable electricity - Australia
22 %
22 %
From 2023 to 2024, the proportion of renewable
electricity consumption for our Australian
operations was stable at 22 per cent.
felix mobile – a carbon neutral brand
felix mobile continues to operate on 100 per cent
renewable electricity and remains certified carbon
neutral by the Australian Government's Climate
Active initiative. It also continues to partner with
One Tree Planted, where one new tree is planted
for every month each felix customer maintains an
active subscription.
In 2024, felix achieved its goal of donating 2 million
trees since its launch in 2020. As a result, the
brand has extended its target to donating a further
3 million trees by the end of 2026.
felix also serves as an innovation hub for
TPG Telecom, with its sustainability initiatives
providing opportunities for the broader business
to understand how it can adopt them at scale.
Visit the felix website to learn more.
Product stewardship
We aim to be responsible for the products and
services we sell by minimising the environmental
impact throughout their lifecycle and we continue to
monitor and report our operational waste footprint
within the 2024 Sustainability Data Pack.
Regional network sharing agreement
Signed in 2024, our regional Multi-Operator Core
Network (MOCN) agreement will more than double
our mobile network coverage, while significantly
reducing our environmental footprint through the
decommissioning of around 700 sites. Utilising
shared network equipment enables significant
resource and energy efficiencies.
Packaging recoverability and waste reduction
TPG Telecom remains a member of the Australian
Packaging Covenant Organisation, a not-for-profit
organisation working with businesses and
government to co-regulate the environmental
impact of packaging in Australian communities.
The majority of our packaging waste comes from
materials for packaging SIMs, accessories,
devices, and logistics transportation related to
the products we sell to our customers. We remain
committed to collaborating with our suppliers to
improve packaging recoverability, as well as on
waste and e-waste reduction. This has been
communicated to suppliers through our net-zero
survey and our Supplier Code of Conduct,
refreshed in 2024.
We continue to make progress regarding the
increased use of EcoSIMs3 and eSIMs4 across
our brands and customer segments. In 2024,
approximately 76 per cent of SIMs sold were
either EcoSIM or eSIM and we aim to continue
to increase this percentage in the future.
e-waste5 collection and recycling
We continue to work with MobileMuster, the product
stewardship program funded by the Australian
mobile telecommunications industry, to increase
the collection and recycling of end user e-waste.
e-waste collection via MobileMuster (kg)
Provider
2023
2024
TPG Telecom – all brands
7,581
12,184
Source: MobileMuster
In 2024, the collection of fixed device e-waste at
our logistics facilities resumed, after a pause in
2023 due to an inventory management system
transition as part of a broader logistics
consolidation. This accounted, in part, for the
increase in e-waste collection totals from the
prior year.
Additional e-waste efforts in 2024 included
receiving over 32,000 device trade-ins from
customers and the refurbishment of over 85,000
modems intended for use by our customers.
Sustainability report | Climate-related disclosures continued
Page 24 | TPG Telecom Annual Report 2024
1 Not including operations in the Philippines and Guam, which account for approximately 0.1 per cent of our total electricity consumption.
2 Reported based on the methodologies and guidance set out within the most recently published Corporate Emissions Reduction
Transparency (CERT) report Guidelines.
3 EcoSIMs are made from 100 per cent recycled plastic, with a sleeve made from 100 per cent recycled cardboard
4 eSIMs do not have a physical component, resulting in less plastic waste from manufacturing and packaging and reduced energy and
emissions related to transport and manufacturing requirements
5 e-waste encompasses electronic products thrown away due to being broken, superseded by newer versions or reached the end of their
useful life
General sustainability disclosures
The following section provides an overview of
progress against our sustainability strategy and
2024 sustainability commitments. It includes:
1.
Customer Wellbeing
2.
Inclusion & Belonging
3.
Digital Economy
4.
Responsible Business Practices
To simplify this report, the Environmental
Responsibility pillar has been incorporated into the
preceding Climate-related disclosures section.
1. Customer Wellbeing
Taking care of our customers as they use our
products and services
We have processes and policies in place to protect
customers, including protecting their personal
information and privacy, helping them avoid scams,
keeping them connected to our networks, and
providing a flexible approach to support individual
needs and circumstances.
Our 2024 commitments:
• Increasing awareness among our customers of
ways to avoid falling victim to scams and theft
and continuing to improve ways of blocking.
• Effectively managing our internal framework for
ongoing compliance with the Reducing Scam
Calls and Scam SMS Industry Code.
• Offering services and support to help and
educate families and children to stay safer
online as they use our products and services.
• Managing our customer vulnerability framework
and enhancing our services and support for
customers experiencing vulnerability.
Technology security
Our multi-year program to address security risks
in our business involves reducing vulnerabilities,
expanding security capabilities, upgrading
platforms, and decommissioning legacy systems.
Alongside a range of internal training and capability
uplifts, in 2024 we launched the TPG Telecom
Cyber Centre of Excellence – a new cyber defence
lab to strengthen our cyber resilience by finding,
fixing and pre-empting potential security exploits
and weaknesses in telco equipment and critical
national infrastructure.
In 2024, the team developed a proof-of-concept AI
tool that, in lab conditions, detected over 95 per
cent of SMS scam messages. AI used in this
manner is critical to developing tools that can
detect and respond to the scams as they evolve.
Scams and fraud
To drive ongoing compliance with scam industry
codes, we utilise a range of tools and technologies
to reduce the volume of scam messages and calls.
In 2024, we implemented a new spam filter that
uses machine learning detection algorithms that
adapt to current network conditions and subscriber
behaviour to detect and block attempted illicit
activity. This is in addition to the Spamshield
platform that we use to stop fraudulent SMS
from reaching our customers.
Additionally, we:
• implemented SMS volumes limits; and
• controls to limit fraudulent use of numbers
allocated to TPG Telecom.
In 2024, our ongoing efforts resulted in the blocking
of 46 million scam calls and 109 million scam SMS.
Online safety
Several new Online Safety Act Codes and
Standards were registered in 2023 and in
response, we updated information on our brand
websites to support our customers with clear,
actionable guidance to manage their online safety.
Internally, we introduced enhanced resources and
training materials for staff, equipping them with the
tools and knowledge to effectively communicate
online safety information to customers.
Sustainability report | General sustainability disclosures
Page 25 | TPG Telecom Annual Report 2024
Customer experience
In 2024 we continued our multi-year program to
simplify our brands, rationalise our products and
build modern, robust, resilient IT systems. This
company-wide transformation is designed to
position TPG Telecom as Australia's most
competitive, nimble and customer-focused telco.
We continued to streamline our products, services
and platforms to further strengthen our ability to
deliver simple, great value services that match our
customers' changing needs and make it easier for
them to access and use our services.This included:
rationalising 2,546 back-book plans, retiring legacy
IT applications and upgrading four core IT
applications, while migrating approximately
1 million services across brands and products.
Customer satisfaction
TPG and Vodafone continue to report complaint
numbers below the industry average, while iiNet
remains slightly above.
Quarterly TIO complaints1
Brand
MAR 24
JUN 24
SEP 24
DEC 242
Vodafone*
2.8
2.4
2.4
N/A
iiNet
3.8
3.3
3.4
N/A
TPG
2.9
2.3
2.4
N/A
Industry average
3.3
2.7
2.7
N/A
*Comprises Vodafone, Lebara, felix and Kogan
In 2024, aspects of our customer simplification
program and 3G shutdown may have contributed
to the increase in customer complaint volumes,
compared with the same period in the prior year,
as part of our transformation to make for a better
experience for our customers. Efforts to simplify
and improve our customers’ experience included:
• Enhanced use of speech analytics capabilities,
with a focus on ethical selling and accurate
resolutions.
• Improved TOBi Speech Bot journeys for both a
better self-service experience and an improved
ability for customers to reach the right team the
first time, reducing the need for a voice transfer.
• Increased efforts to reduce repeat interactions,
focused on achieving reductions in repeat calls
from customers within a seven-day period.
• Improved issue resolution through a proactive
case management approach.
• Created an onshore centre of excellence for all
escalated complaints.
Customers experiencing vulnerability
During 2024, changes in consumer protection
regulations began taking effect, with more expected
in 2025 and beyond.
As a result, we created the new role of Head of
Customer Wellbeing to support customers across
a range of needs, including accessibility and
inclusion, customers in crisis, financial assistance
and sales.
Other 2024 initiatives supporting vulnerable
customers include:
• Domestic and family violence (DFV) –
partnered with Telco Together to drive an
awareness campaign on technology-facilitated
abuse. Information, resources and training were
provided to our employees and published
externally during the 16 Days of Activism Against
Gender-based Violence. Our CEO and Managing
Director, Iñaki Berroeta, also participated in an
industry CEO roundtable event with the eSafety
Commissioner and other senior Australian telco
leaders to discuss the industry’s progress and
identify opportunities to address the growing
misuse of technology as an abusive tool in DFV
cases. In addition, our second DFV Action Plan,
aligned to the Tailor level of Telco Together’s DFV
Action Framework, is currently underway.
• Accessibility – continued to enhance our
approach to accessibility across our digital
environment by further embedding accessibility
requirements within design and development
phases to mitigate the risk of accessibility
issues in new customer journeys. To improve
accessibility of existing digital experiences, we
implemented enhanced monitoring and reporting
systems that provide better visibility into problem
areas requiring remediation. We also considered
accessibility improvements to our physical
footprint, explored enhancements to our brand
icons and SIM packaging, and worked with
Knowable Me to better understand accessibility
issues in our Vodafone retail stores. The results
will be incorporated into designs for new and
refurbished stores, beginning in 2025.
Additionally, we collaborated with Guide Dogs
Australia and University of NSW to advance
research into future innovations.
Sustainability report | General sustainability disclosures continued
Page 26 | TPG Telecom Annual Report 2024
1 Complaints handled by the Telecommunications Industry Ombudsman (TIO) per 10,000 services in operation.
2 December quarter data was unavailable due to a change in regulatory reporting. If this data becomes available, it will be reflected in
future reporting.
2. Inclusion and belonging
Creating an inclusive business where all of our
people, customers and communities belong.
Our 2024 commitments:
• Increase female representation across our
workforce in Australia through:
◦Achieving 45 per cent female representation in
strategic leadership1 by the end of 2026;
◦Achieving 35 per cent female representation
across our workforce by the end of 2024; and
◦Achieving 20 per cent female representation in
science, technology, engineering and
mathematics (STEM) functions by the end
of 2024.
• Progress TPG Telecom's long-term commitment
to reconciliation, by developing and commencing
delivery of our Innovate Reconciliation Action
Plan (RAP).
• Increase year-on-year percentage of people
identifying as of a diverse population (Aboriginal
and Torres Strait Islander, LGBTQI+, or having
a disability).
Gender representation
We are proud to have achieved our 2024 workforce
and STEM functions targets, while remaining
focused on our strategic leadership target.
Employee gender representation
(women as a per cent of total)
Cohort
2023
2024
Target (year)
Strategic leadership
35.7
32.8
45 (2026)
Workforce
34.9
35.5
35 (2024)
STEM functions
19.5
20.4
20 (2024)
Based on Australian employee headcount at 31 Dec 2024.
We utilised a range of initiatives in 2024 to support
the attraction, development and retention of
female talent across all levels of the
organisation.These included:
• Delivered two new female talent development
programs, Xplore and Women in Leadership,
which focused on accelerating development of
junior to mid-level female leaders.
• Continued Accelerate Her, a program designed to
attract, strengthen and retain our pipeline of
women in technology, through networking
opportunities, panel discussions, career and
development planning and coaching.
• Achieved 50 per cent female representation in
our Catalyst leadership development program,
designed to help leaders become more
connected, more customer-focused and more
performance-driven.
• Improved job advertisement wording and
selection criteria for retail store recruitment
to support an uplift in the number of
women applying.
• Continued to offer flexible work which benefits all
employees, but especially women and those with
caring responsibilities.
Progress against our strategic leadership target
has been slow, as the cohort has fluctuated in
response to changing business needs. In 2024,
7 per cent of strategic leadership roles became
redundant and voluntary attrition was low, limiting
the number of new appointments.
Gender equality
As an organisation, we measure gender pay equity
and report on gender pay to the Workplace Gender
Equality Agency (WGEA), which conducts an
analysis on both the average and median gender
pay gap.
Our own analysis on gender pay equity found that,
on average, women are remunerated slightly
higher than men for equivalent roles. However,
we recognise that using the WGEA measurement,
a gender pay gap appears to exist.
Employee gender pay comparison
Metric
2024
Gender pay equity2
-0.1%
Average gender pay gap (WGEA)3
15.4%
Median gender pay gap (WGEA)4
21.6%
Our analysis revealed the most significant
contributing factor to what WGEA defines as the
gender pay gap is unequal gender representation,
particularly at more senior levels. We remain
committed to internal gender equality initiatives
and achieving our gender representation targets
to help close this gap and we will work assiduously
to improve the opportunities for women to take on
more senior roles based on merit.
Sustainability report | General sustainability disclosures continued
Page 27 | TPG Telecom Annual Report 2024
1 Comprised of the top three tiers of leadership below CEO.
2 Assesses equal pay for equal work by comparing the average position in salary range for men compared to women for all roles in our
Australian workforce (excluding the Executive Leadership Team and casual employees) as at 31 December.
3 Compares the average remuneration of women to the average remuneration of men for all roles in our Australian workforce. Data from
31 March 2024 WGEA reporting.
4 Compares the median remuneration of women to the median remuneration of men for all roles in our Australian workforce. Data from
31 March 2024 WGEA reporting.
Reconciliation and First Nations inclusion
In March 2024 we launched our Innovate RAP,
which acts as the roadmap outlining the tangible
actions we will take to meet our reconciliation
commitments.
2024 notable achievements included:
• Establishing our external First Nations Advisory
Circle.
• Launching TPG Telecom’s Aboriginal and Torres
Strait Islander Engagement Principles.
• Designing TPG Telecom’s Aboriginal and Torres
Strait Islander Procurement Strategy.
• Partnering with First Nations owned and operated
business, Evolve Communities, to launch our
new 7 Steps to Practical Reconciliation learning
module.
• Celebrating First Nations culture and history
through our Meaningful Acknowledgement of
Country Campaign and National Reconciliation
Week event.
For more information about these and other
Reconciliation actions, please refer to our Annual
RAP Report, located on the Reconciliation section
of our website, available from April 2025.
Diverse and inclusive workplace
We track and monitor workforce diversity
demographics and employees’ experiences
through our Spirit Survey, to identify trends and
opportunities to improve inclusion at TPG Telecom.
Our diverse workforce1
Diversity area
Declared identity
First Nations
0.5%
LGBTQI+
6.0%
Disability
7.7%
Overseas heritage
50.8%
Parents and carers
23.5%
In 2024, we supported our diverse and inclusive
workplace through:
• Governance – launched our new Respect in our
Workplace policy and updated our Code of
Conduct, with a greater focus on inappropriate
behaviours such as sexual harassment and
racism.
• People with disability – maintained our
Australian Disability Network membership and
utilised its disability inclusion resources, as part
of International Day for People with Disability.
• LGBTQI+ inclusivity – awarded Silver Status at
the 2024 AWEI Awards, run by our partner Pride
in Diversity, which drives best practice LGBTQI+
inclusion in Australia.
• Race, Ethnicity and Cultural Heritage –
continued to raise awareness around key
cultural days of significance celebrated by
our employees, including Chinese New Year,
Ramadan, Hanukkah and Diwali.
• Parents and carers – continued offering
22 weeks paid parental leave to primary
and secondary carers. The first full year of
the updated policy resulted in a 55 per cent
increase in men who accessed paid parental
leave, compared to 2023.
3. Digital Economy
Helping to create a vibrant digital future which
benefits everybody
Our 2024 commitments:
• Enabling 5G network connectivity for our
customers with the rollout of our 5G network:
maintaining 98 per cent population 5G network
coverage in 12 of Australia's largest cities
and regions.
• Working collaboratively with partners to support
innovation in the infrastructure for, and
application of, 5G-enabled technologies.
• Helping to accelerate the uptake of narrowband
internet-of-things (NB-IoT) and 5G-enabled
technologies.
• Donating $1 million annually to projects that
create opportunities to improve health, education
and wellbeing of Australian communities in need.
• Increasing opportunities for our employees to
use their role-specific skills on interventions that
improve wellbeing and/or support the creation
of vibrant connected communities.
Growing our 5G network
Our 5G rollout remains on track, as we activated an
additional 708 5G-enabled sites, bringing the total
to 3,771 5G-enabled sites across our network by
the end of the year.
5G rollout progress
Mobile network
2023
2024
5G-enabled sites (cumulative)
3,063 3,771
We maintained over 98 per cent 5G population
coverage in Australia’s top 12 most populated cities
and towns and saw 5G traffic growing by more than
102 per cent in the past 12 months, with over four
million 5G-capable handsets in use on our network.
Sustainability report | General sustainability disclosures continued
Page 28 | TPG Telecom Annual Report 2024
1 Data from May 2024 Spirit Survey, from an 88% response rate.
Looking ahead, we intend to accelerate the
availability of our 5G services to customers across
Australia through the regional Multi-Operator Core
Network (MOCN) agreement (see below). We
expect that the number of 5G sites in the MOCN
zone will increase to 1,500 by 2028 and 2,444 by
the end of 2030.
Network innovations and partnerships
In 2024, key initiatives included:
• Regional network sharing: An agreement with
Optus to create a regional MOCN to extend TPG
Telecom’s 4G and 5G mobile network to reach
98.4 per cent of the Australian population. The
rollout, undertaken in early 2025, increased our
regional mobile sites by more than three times,
more than doubling the geographic coverage of
our mobile network to approximately 1 million
square kilometres.
• 5G Network Sensing Lab: A partnership with
University of Technology Sydney to develop a
prototype that uses 5G infrastructure to create
flood sensing technology, showing in real-time
how rainfall and potential flooding might affect
communities and critical infrastructure.
• Smart meter rollout: Secured a 10-year deal to
manage one million NB-IoT digital smart meters
for South East Water in Victoria. The project will
replace mechanical water meters, enabling
customers to track and manage their water
consumption daily.
For more detail on our network innovations and
partnerships, visit the Media Releases section of
our website.
TPG Telecom Foundation
TPG Telecom allocated $1.5 million to the
Foundation in 2024. These funds are used by the
Foundation for donations to charitable projects,
with a focus on funding scalable technology
solutions. A small proportion of this funding is also
directed to employee matched giving and disaster
response funding, as well as associated program
and management costs1.
2024 TPG Telecom Foundation contributions
Contribution type
Amount (AUD)
Cash donations – Foundation
partners
1,319,155
Cash donations – other (matched
giving, disaster response, etc.)
53,595
Management costs
125,726
Total
1,498,476
In 2024, the Foundation:
• Provided approximately $1.3 million in grants
and donations to: ACON, Guide Dogs, Starlight
Children's Foundation, Cerebral Palsy Alliance,
headspace, Missing School and InfoXchange.
• Donated, via employee matched giving, to
Cerebral Palsy Alliance for STEPtember, as
well as to Variety Bash and Cancer Council.
• Collaborated with four Australian charities to
donate 500 of our used and refurbished laptops
to vulnerable communities experiencing digital
exclusion.
• Donated more than 400 phones to the Australian
charity DV Safe Phone to help domestic and
family violence survivors connect safely.
Employee volunteering
In 2024, the Foundation organised 21 volunteering
events for employees totalling over 1,300 hours of
volunteering time donated to nine different
charitable organisations.
In addition, over 300 hours of Skilled Volunteering
was donated in 2024 to three charities (Black Dog
Institute, Dylan Alcott Foundation, Guide Dogs).
Further detail on progress made by charity partners
as a result of Foundation funding and employee
volunteering can be found in our standalone
Foundation report, located on the Foundation
section of our website, available from April 2025.
Sustainability report | General sustainability disclosures continued
Page 29 | TPG Telecom Annual Report 2024
1 Due to timing and duration of projects and grant cycles, grant and donation amounts may vary year-on-year. However, any unspent funds
from one year are accrued for use in the next.
4. Responsible business practices
Our responsible business practices reinforce
and complement our sustainability strategy,
concentrating on issues that significantly impact
our stakeholders. Selected highlights are noted
below, with further detail available on the
Sustainability section on our website.
Human rights and modern slavery
In 2024, the Executive Leadership Team and Board
endorsed our three-year modern slavery roadmap,
which sets out our plan to continue strengthening
how the organisation identifies and manages
modern slavery risks. Among the 2024
achievements was the launch of a new third-party
assurance platform, which automates due
diligence processes and enhances overall risk
management practices.
A detailed progress update will be shared in our
2024 Modern Slavery Statement, scheduled for
publication in June 2025. For more information on
current and past actions, refer to our previous
Modern Slavery Statements, located on the
Investor Relations section on our website.
Environmental management
In 2024, we did not record any significant
environmental incidents for our operations, as
tracked through our Health, Safety, Environment
management system. Our fibre operations
department also maintained its certification to
ISO 14001:2015 International Standard for
Environmental Management Systems.
Workplace health and safety (WHS)
TPG Telecom achieved ISO 45001:2018
Occupational health and safety management
systems certification for the entire organisation
in 2024, expanding on the existing certification
of its fibre engineering services.
WHS metrics
Indicator
2023
2024
TRIFR
1.86
3.87
LTIFR
1.44
3.29
Fatalities
0
0
In 2024, our total recorded injury frequency rate
(TRIFR) and lost time injury frequency rate (LTIFR)
increased from the prior year. We had zero
fatalities across the TPG Telecom Group.
An increase in TRIFR reflects the maturing of our
WHS Management System, with an increased
awareness on the importance of reporting WHS
incidents. The majority of lost time injuries are
sprains and strains from our field-based teams
and retail store activities. In response, we will be
launching a refreshed WHS induction in 2025
that includes an updated manual handling
training module.
Career growth and development
We are committed to supporting our employees
to develop their skills by providing a range of
professional development opportunities.
Average annual employee training hours
Category
2023
2024
Office (Corporate)
11.0
6.6
Contact centres
39.0
11.0
Retail
32.0
25.6
The decrease in training hours is largely due to
fewer new hires in 2024, compared to 2023. New
hires undertake robust induction programs,
including a wide range of training courses, while
existing employees undertake streamlined annual
compliance refreshers.
For more information, visit the Careers section of
our website.
Culture and values
Our Spirit Survey is conducted semi-annually
and measures:
• Values Alignment Index – the extent to which our
employees consider our values are being lived
throughout TPG Telecom; and
• Engagement score – employee connection to
TPG Telecom, their intent to stay, motivation
toward discretionary effort and employee
advocacy.
Spirit Survey results1
Survey aspect
May
Oct
May
Sep
2023
2023
2024
2024
Engagement score
70%
72%
74%
71%
Values Alignment Index
74%
73%
76%
73%
In 2024, our Spirit Survey results indicate strong
commitment and passion for our customers,
alignment with our goals, and a respectful
workplace. However, the ongoing evolution of
our business has introduced ambiguity, causing a
decrease in the Engagement score and Values
Alignment Index in the September 2024 results.
To address this, we will focus on the change
experience, simplification, prioritisation, and
enabling our people to be well-informed and
prepared for the future.
We remain resolute in our commitment to building
a great culture, knowing it will enable us to achieve
our longer-term goal of being Australia's best telco,
one that values meaningful connection with our
people, customers and community.
Sustainability report | General sustainability disclosures continued
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1 Following the change in operations in Manila, figures have been updated to include the Australian workforce only.
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Details of Directors of the Company who held office at any time during or since the end of the financial year are
set out below:
Current
The following are the Directors who held office at 31 December 2024.
Fok Kin Ning, Canning
Chairman
Fok Kin Ning, Canning has been a Director and Chairman
of TPG Telecom since 2001 and March 2021 respectively.
He is Deputy Chairman and an Executive Director of CK
Hutchison Holdings Limited.
He was a Director of Cheung Kong (Holdings) Limited
and Hutchison Whampoa Limited from 1985 and 1984
respectively until September 2024, both of which were
formerly listed on The Stock Exchange of Hong Kong
Limited and became wholly owned subsidiaries of CK
Hutchison Holdings Limited in 2015.
Mr Fok is also Chairman and a Non-Executive Director
of Hutchison Telecommunications Hong Kong Holdings
Limited, Chairman and an Executive Director of HK
Electric Investments Manager Limited as the Trustee-
Manager of HK Electric Investments and HK Electric
Investments Limited, Deputy Chairman and an Executive
Director of CK Infrastructure Holdings Limited and Deputy
President Commissioner of PT Indosat Tbk. He is also
Executive Chairman of CK Hutchison Group Telecom
Holdings Limited.
Mr Fok was previously Chairman and a Director of
Hutchison Telecommunications (Australia) Limited,
Chairman and a Non-Executive Director of Hutchison
Port Holdings Management Pte. Limited as the
Trustee-Manager of Hutchison Port Holdings Trust,
and Chairman and an Executive Director of Power
Assets Holdings Limited.
The aforementioned companies are either subsidiaries or
associated companies of CK Hutchison Holdings Limited
of which Mr Fok has oversight as Director of CK
Hutchison Holdings Limited.
He holds a Bachelor of Arts degree and a Diploma in
Financial Management, and is a Fellow of Chartered
Accountants Australia and New Zealand.
Mr Fok’s appointment to the Board commenced on
27 August 2001.
Directorship of other ASX listed companies in the
past three years:
Hutchison Telecommunications (Australia) Limited –
1999 to December 2023.
Special Responsibilities: Chairman of the Board.
Iñaki Berroeta
Chief Executive Officer and Managing Director
Iñaki Berroeta is the CEO and Managing Director of
TPG Telecom and was CEO of Vodafone Hutchison
Australia from 2014 to 2020. A 30-year veteran of the
telecommunications industry, Mr Berroeta previously
served as CEO of both Vodafone Romania and Vodafone
Malta, and held various operational roles at Vodafone
Spain, Global Star USA, AirTouch International Inc.
(USA) and Airtile Moviles (Spain).
Mr Berroeta holds a Master of Science in
Telecommunications from Bilbao Superior School
of Telecommunications Engineering, Spain, and a Master
of Business Administration from Henley Management
College, UK.
Mr Berroeta’s appointment to the Board commenced on
29 June 2020.
Special Responsibilities: Chief Executive Officer and
Managing Director.
Directors’ report | Board of Directors
Page 34 | TPG Telecom Annual Report 2024
Paula Dwyer
Independent Non-Executive Director
Paula Dwyer has served as an independent non-
executive Chairman and Director for over 25 years.
She is presently a director of Allianz Australia (Chairman),
Elenium (Chairman), Lion Group, Dexus and AMCIL. In
the broader community she is a member of the Committee
of the Melbourne Cricket Club.
Previously she has served as an independent director
of companies including ANZ Banking Group, Tabcorp
Limited (Chairman), Healthscope Limited (Chairman),
Leighton Holdings (now Cimic) and Suncorp Group.
Ms Dwyer’s executive career spanned chartered
accounting, corporate finance and corporate advisory at
Price Waterhouse and Ord Minnett (now J. P. Morgan).
She has a strong record of achievement across a wide
variety of sectors including regulated industries in financial
services (banking, insurance and investment), gambling
entertainment, healthcare, energy and utilities; non-
regulated industries in fast moving consumer goods,
engineering and construction, property and retailing;
and for-purpose organisations in sport, medical research
and commercialisation, and education.
Ms Dwyer holds a Bachelor degree in Commerce
(University of Melbourne), is a Fellow of the Institute of
Chartered Accountants Australia & New Zealand, a Fellow
of the Australian Institute of Company Directors and a
Senior Fellow of FINSIA.
Ms Dwyer’s appointment to the Board commenced on
21 October 2024.
Directorship of other ASX listed companies in the
past three years:
Dexus Funds Management Limited (February 2023 –
current) and AMCIL Limited (June 2023 – current).
Special Responsibilities: Chairman of the Audit & Risk
Committee (ARC) and member of the Remuneration and
Governance Committee (RGC) and member of the
Nomination Committee (NC).
Pierre Klotz
Non-Executive Director
Pierre Klotz is the Vodafone Group Corporate Finance
Director. He joined Vodafone in July 2011 and is
responsible for the Vodafone Group’s Mergers &
Acquisitions and Treasury related activities.
Previously, Mr Klotz held a number of senior executive
positions at UBS Investment Bank and at HSBC
Investment Bank.
Mr Klotz holds a Master of Science in Business
Administration from Gothenburg School of Economics
and Commercial Law.
Mr Klotz’s appointment to the Board commenced on
12 May 2020.
Directorship of other ASX listed companies in the
past three years:
Nil.
Special Responsibilities: Member of the ARC.
Directors’ report | Board of Directors continued
Page 35 | TPG Telecom Annual Report 2024
Robert Millner AO
Non-Executive Director
Robert Millner served as a Non-Executive Director of TPG
Corporation from 2000 until the merger with the Company
in 2020, and was the Chairman of TPG Corporation from
2000 until 2008.
Mr Millner brings to the Board broad corporate,
investment, portfolio and asset management experience
gained across diverse sectors including
telecommunications, mining, manufacturing, health,
finance, energy industrial and property investment in
Australia and overseas.
Mr Millner has over 30 years’ experience as a Company
Director with an extensive understanding of governance
and compliance, reporting, media and investor relations.
Mr Millner holds directorships of the following listed
companies: Apex Healthcare Berhad (Malaysia),
Brickworks Limited, BKI Investment Company Limited,
Aeris Resources Limited, New Hope Corporation Limited,
Washington H. Soul Pattinson and Company Limited and
Tuas Limited. He was also a former director of Australian
Pharmaceutical Industries Limited.
Mr Millner is an Officer of the Order of Australia (AO).
Mr Millner is a Fellow of the Australian Institute of
Company Directors.
Mr Millner’s appointment to the Board commenced on
13 July 2020.
Directorship of other ASX listed companies in the
past three years:
Brickworks Limited – 1997 to current, Washington H. Soul
Pattinson and Co. Ltd – 1984 to current, Aeris Resources
Limited – July 2022 to current, New Hope Corporation Ltd
– 1995 to current, BKI Investment Company Ltd – 2003 to
current, Milton Corporation Limited – 1998 to October
2021, Tuas Limited – 2020 to current, Australian
Pharmaceutical Industries Ltd – 2000 to July 2020.
Antony Moffatt
Non-Executive Director
Antony (Tony) Moffatt is a lawyer with over 30 years’
experience, practising in corporate, commercial and
telecommunications law.
After five years as a senior lawyer in an international
law firm in Singapore, Mr Moffatt became General
Counsel and Company Secretary for a start-up
telecommunications business which was acquired by
SP Telemedia Limited in 2005. He was then appointed
General Counsel for the company formerly named
TPG Telecom Limited (ASX:TPM) in 2008 until its merger
with VHA in 2020. In August 2020, Mr Moffatt became
Company Secretary for the merged group. In addition,
Mr Moffatt was Company Secretary for a large privately
owned Australian winery from 2004 to 2008 and was from
time to time a director on a variety of TPG Telecom
Limited (TPM) subsidiaries and Comms Alliance.
Mr Moffatt was formerly a member of the key
management personnel of TPM and played a significant
role in its development, including the many corporate
and large commercial transactions undertaken by that
company. He is currently the Company Secretary for
Tuas Limited.
Mr Moffatt holds a Bachelor of Arts and Laws from the
University of New South Wales.
Mr Moffatt’s appointment to the Board commenced on
26 March 2021.
Directorship of other ASX listed companies in the
past three years:
Nil.
Directors’ report | Board of Directors continued
Page 36 | TPG Telecom Annual Report 2024
Dr Helen Nugent AC
Independent Non-Executive Director
Dr Helen Nugent is Chairman of Ausgrid, the Order of
Australia Association Foundation, a Non-Executive
Director of IAG, and a member of the Global Advisory
Board for UST.
She has been a company director for over 30 years, and
has over 40 years’ experience in the financial services
sector. This includes having been Chairman of Veda
Group, Funds SA, and Swiss Re (Australia); and a Non-
Executive Director of Macquarie Group, Director of
Strategy at Westpac Banking Corporation, and a Partner
at McKinsey & Company.
She has also been Chairman of National Disability
Insurance Agency and Australian Rail Track Corporation
and a Non-Executive Director of Origin Energy.
Dr Nugent has given back to the community in education
and the arts, having been Chancellor of Bond University;
President of Cranbrook School; Chairman of the National
Opera Review; Chairman of the Major Performing Arts
Inquiry; Chairman of the National Portrait Gallery of
Australia; and Deputy Chairman of Opera Australia.
Dr Nugent is a Companion of the Order of Australia (AC)
and is a recipient of a Centenary Medal, as well as
holding an Honorary Doctorate in Business from the
University of Queensland and an Honorary Doctorate from
Bond University. She is a Fellow of the Australian Institute
of Company Directors.
Dr Nugent holds a Bachelor of Arts (Hons) and Doctorate
of Philosophy from the University of Queensland; and a
MBA (Distinction) from the Harvard Business School.
Dr Nugent’s appointment to the Board commenced on 13
July 2020.
Directorship of other ASX listed companies in the
past three years:
Insurance Australia Group (IAG) Limited – December
2016 to current.
Special Responsibilities: Senior Independent Director,
Chairman of the RGC, Chairman of the NC and member
of the ARC.
Frank Sixt
Non-Executive Director
Frank John Sixt has been a Director of TPG Telecom
since 2001. He has been a Director and Chairman since
1998 and December 2023, and an Alternate Director to
a Director since 2008 of Hutchison Telecommunications
(Australia) Limited. Mr Sixt is an Executive Director, Group
Co-Managing Director and Group Finance Director of CK
Hutchison Holdings Limited.
Since 1991, Mr Sixt has been a Director of Cheung Kong
(Holdings) Limited and Hutchison Whampoa Limited, both
of which were formerly listed on The Stock Exchange of
Hong Kong Limited and became wholly owned
subsidiaries of CK Hutchison Holdings Limited in 2015.
He is also Chairman and a Non-Executive Director of
TOM Group Limited, an Executive Director of CK
Infrastructure Holdings Limited, and a Director of Cenovus
Energy Inc. and an Alternate Director to a Director of HK
Electric Investments Manager Limited as the Trustee-
Manager of HK Electric Investments and HK Electric
Investments Limited.
The aforementioned companies are either subsidiaries or
associated companies of CK Hutchison Holdings Limited
of which Mr Sixt has oversight as Director of CK
Hutchison Holdings Limited.
He has over four decades of legal, global finance and risk
management experience, and possesses deep expertise
in overseeing financial reporting system, risk management
and internal control systems as well as sustainability
issues and related risks.
Mr Sixt holds a Master’s degree in Arts and a Bachelor’s
degree in Civil Law, and is a Member of the Bar and of the
Law Society of the Provinces of Québec and Ontario,
Canada.
Mr Sixt’s appointment to the Board commenced on 7 May
2001.
Directorship of other ASX listed companies in the
past three years:
Hutchison Telecommunications (Australia) Limited – 1998
to current.
Special Responsibilities: Member of the RGC and
member of the NC.
Directors’ report | Board of Directors continued
Page 37 | TPG Telecom Annual Report 2024
Jack Teoh
Non-Executive Director
Jack Teoh is a businessman involved in a range of private
companies, with particular experience in finance and
technology. Mr Teoh is a former director of Tuas Limited,
has been a director of Vita Life Sciences Limited since
September 2022 and is also a director of Total Forms Pty
Ltd, a private software business.
Mr Teoh holds a Bachelor of Commerce from the
University of New South Wales.
Mr Teoh’s appointment to the Board commenced on 26
March 2021.
Directorship of other listed companies in the past
three years:
Tuas Limited – July 2020 to July 2022, Vita Life Sciences
Limited – September 2022 to current.
Serpil Timuray
Non-Executive Director
Serpil Timuray is CEO Vodafone Investments at Vodafone
Group plc and a member of the Vodafone Executive
Committee. Ms Timuray oversees Vodafone’s interest in
the joint venture companies of VodafoneZiggo in
Netherlands, VodafoneIdea in India and TPG Telecom.
She is the Chairperson of Vodafone Turkey and Vice-
Chairperson of VodafoneZiggo Netherlands.
Prior to her current role, Ms Timuray was the CEO of
Europe Cluster for Vodafone. Formerly she was the Group
Chief Commercial Operations and Strategy Officer and
before that the Regional CEO for AMAP (Africa, Middle
East, Asia, Pacific) where she served as a Board member
of the listed companies of Vodacom Group, Safaricom
and Vodafone Qatar.
Ms Timuray joined Vodafone in 2009 as the CEO of
Turkey. Prior to joining Vodafone, Ms Timuray was the
CEO of Danone Turkey from 2002 to 2008. Ms Timuray
began her career at Procter & Gamble in 1991, where she
held several marketing roles and was subsequently
appointed to the Executive Committee in Turkey.
Ms Timuray was appointed as an Independent Non-
Executive Director to British American Tobacco Plc in
December 2023. She has been an Independent Non-
Executive Director of Danone Group Plc during April
2015-April 2023 and Chair of the Corporate Social
Responsibility Committee.
Ms Timuray holds a degree in business administration
from Bogazici University in Istanbul.
Ms Timuray’s appointment to the Board commenced on
29 March 2023.
Former Directors
Arlene Tansey
Former Independent Non-Executive Director
Ms Tansey was appointed to the Board from 13 July 2020
and was the Chairman of the ARC and a member of the
RGC and NC until her retirement on 21 October 2024.
Company Secretary
Trent Czinner was appointed Company Secretary of the
Company on 26 March 2021. Mr Czinner holds a Bachelor
of Law and Administration from the University of
Newcastle, was admitted as a Solicitor in New South
Wales in 1995 and has a Master of Business
Administration from the Australian Graduate School of
Management. Mr Czinner is also a Certified member of
the Governance Institute of Australia.
Directors’ report | Board of Directors continued
Page 38 | TPG Telecom Annual Report 2024
Directors’ shareholdings
The relevant interest of each director in the shares and options over such instruments issued by the companies within the
Group and other related bodies corporate, as notified by the Directors to the Australian Securities Exchange in accordance
with section 205G of the Corporations Act 2001, at the date of this report is disclosed in the Remuneration Report.
Directors’ meetings
The number of Board and Committee meetings held during the financial year and the number of meetings attended by each
of the Directors as a member of the Board or relevant Committee were as follows:
DIRECTORS
BOARD MEETINGS
AUDIT &
RISK COMMITTEE
MEETINGS
REMUNERATION AND
GOVERNANCE
COMMITTEE MEETING
NOMINATION
COMMITTEE MEETING
A
B
A
B
A
B
A
B
Canning Fok
12
12
-
-
-
-
-
-
Iñaki Berroeta
12
12
-
-
-
-
-
-
Paula Dwyer1
1
1
1
1
2
2
2
2
Pierre Klotz
12
12
4
4
-
-
-
-
Robert Millner
12
12
-
-
-
-
-
-
Antony Moffatt
12
12
-
-
-
-
-
-
Helen Nugent
12
12
4
4
4
4
2
2
Frank Sixt
12
11
-
-
4
2
2
2
Arlene Tansey2
11
11
3
3
2
2
-
-
Jack Teoh
12
11
-
-
-
-
-
-
Serpil Timuray
12
12
-
-
-
-
-
-
NOTE:
A: Number of meetings held while a member.
B: Number of meetings attended.
Directors’ report | Board of Directors continued
Page 39 | TPG Telecom Annual Report 2024
1 Appointed to the Board on 21 October 2024.
2 Retired from the Board on 21 October 2024.
Principal activities
The principal activity of the Group is the provision of
telecommunications services to consumers,
business, enterprise, government and wholesale
customers in Australia. There was no significant
change in the nature of this activity during the
financial year.
Significant changes in the state of affairs
In the opinion of the Directors, aside from matters
disclosed in the Operating and Financial Review
(‘OFR’) section of the Annual Report and the
Financial Report, there have been no significant
changes to the state of affairs of the Company
during the financial year.
Review of operations
The OFR on pages 6 to 30 provides details relating
to the Group’s operations and results for the
financial year.
Likely developments
The OFR provides details relating to the Company’s
business strategies and prospects for future
financial years. This information in the OFR is
provided to assist with informed decision making of
shareholders.
Events subsequent to reporting date
Other than the matters described elsewhere, the
Directors are not aware of any matter or
circumstance that has arisen after the reporting date
that, in their opinion, has significantly affected, or
may significantly affect:
(i)
the operations of the Company and of the Group
in future financial years, or
(ii) the results of those operations in future financial
years, or
(iii) the state of affairs of the Company and of the
Group in future financial years.
Corporate Governance
The Board of Directors and management of TPG
Telecom recognise the importance of, and are
committed to, achieving high corporate governance
standards. Our key Corporate Governance materials
including policies, code of conduct and Board and
Board Committee Charters, can be found in the
Corporate Governance section of our website within
the Investor Relations section. In accordance with
the 4th edition of the ASX Corporate Governance
Council’s Principles and Recommendations, the
Company’s Corporate Governance Statement, as
approved by the Board, is published and available
on the TPG Telecom website at tpgtelecom.com.au/
investor-relations.
Legal and compliance
Environmental and sustainability
TPG Telecom seeks to comply with all laws and
regulations relevant to its operations.
This includes obligations under the National
Greenhouse and Energy Reporting Act 2007, which
requires the Company to report its Australian
greenhouse gas emissions, energy consumption
and energy production on an annual basis to the
Clean Energy Regulator.
During the financial year, there have been no claims
against TPG Telecom in respect of a breach of
environmental regulation.
For more information on environmental
performance, including environmental regulation,
see the Sustainability Report on page 18.
More information on TPG Telecom’s approach to
Sustainability is available online at
tpgtelecom.com.au/sustainability.
Proceedings on behalf of the Company
TPG Telecom is not aware of any proceedings that
have been brought or intervened in on behalf of the
Company with leave of the Court under section 237
of the Corporations Act 2001.
Directors’ report | Other information
Page 40 | TPG Telecom Annual Report 2024
Employees and Work Health and Safety (WHS)
TPG Telecom manages varied levels of inherent risk
within its work health and safety management
systems. These risks are both direct and indirect in
nature including from mobile and fixed network
deployment, inappropriate behaviour from the public
towards our retail employees, employee wellbeing
and associated risks within the Company’s facilities,
products and services. The Company adopts a risk-
based approach to how it actively monitors and
manages its obligations and is aware that any failure
to manage these risks could cause harm to its
people, partners or members of the public. The
Company will continue to evolve its approach to
WHS in 2025 as it further embeds a consistent
approach to systems, monitoring and compliance.
Indemnification and insurance of officers
and directors
Indemnification
TPG Telecom has agreed to indemnify all directors
of the Company, on a full indemnity basis and to the
full extent permitted by law, against all losses or
liabilities (including all reasonable legal costs,
charges and expenses) incurred by the director as a
director or officer of the Company or a related body
corporate of the Company.
Insurance policies
The Company maintains directors’ and officers’
liability insurance for the benefit of persons defined
in the policy, which includes current and former
directors and officers, including senior executives of
the Company and directors, senior executives and
secretaries of its controlled entities to the extent
permitted by the Corporations Act 2001. The terms
of the insurance contract prohibit disclosure of the
premiums payable and other terms of the policies.
Auditor indemnity
The Company has agreed to reimburse its auditors,
PricewaterhouseCoopers (‘PwC’), for any liability
(including reasonable legal costs) incurred by PwC
in connection with any claim by a third party arising
from the Company’s breach of the audit agreement
between the Company and PwC. The
reimbursement obligation is subject to restrictions
contained in the Corporations Act 2001. No payment
has been made to indemnify the auditors during or
since the end of the financial year.
Non-audit services
During the financial year, PwC, the Company’s
auditor, has been engaged to perform assurance
services in addition to their statutory audit services.
Details of the amounts paid to PwC for audit and
assurance services provided during the year are set
out in Note 30 of the financial statements.
The Board of Directors, in accordance with advice
provided by the Audit & Risk Committee, is satisfied
that the provision of the assurance services is
compatible with the general standard of
independence for auditors imposed by the
Corporations Act 2001. The Directors are satisfied
that the provision of assurance services by the
auditor did not compromise the auditor
independence requirements of the Corporations Act
2001 for the following reasons:
• all assurance services have been reviewed by the
Audit & Risk Committee to ensure they do not
impact the impartiality and objectivity of the
auditor, and
• none of the services undermine the general
principles relating to auditor independence as set
out in APES 110 Code of Ethics for Professional
Accountants.
Auditor’s independence declaration
A copy of the auditor’s independence declaration, as
required under section 307C of the Corporations Act
2001, is set out on page 76.
Rounding of amounts
The Company is of a kind referred to in the ASIC
Corporations (Rounding in Financial/Directors’
Reports) Instrument 2016/191 dated 24 March 2016
and, in accordance with that instrument, all financial
information presented in the consolidated financial
statements and Directors’ Report has been rounded
to the nearest million dollars, unless otherwise
indicated.
Directors’ report | Other information continued
Page 41 | TPG Telecom Annual Report 2024
Remuneration Report
The Board of TPG Telecom is pleased to present its
2024 Remuneration Report.
TPG Telecom is on a journey to become Australia’s
best telco for customers, employees, and
shareholders. While that journey remains a work-in-
progress, significant progress is being made.
Our approach to fixed remuneration, short-term
incentive (STI), and long-term incentive (LTI)
reflects that strategy, with a disproportionate
emphasis being placed on aligning the interests of
employees and shareholders, while recognising the
importance of customers.
Fixed Remuneration
Fixed remuneration provides executives with a
market-competitive cash payment, consisting of a
base amount and superannuation, benchmarked
against companies of relatively comparable size
and complexity. For 2024, based on 2023 data, the
benchmark used was ASX 21-60 and ASX 31-70.
That resulted in the three ongoing KMP (including
the CEO) receiving a base pay increase of 3%
(less than the rate of inflation). For 2025, based on
2024 data, the benchmark used was ASX 31-70.
From 1 March 2025, the base pay for the CEO will
increase by 2.5% (less than the rate of inflation),
while two Other Executive KMP will receive
increases of 2.5% and 3.5% respectively.
STI
The metrics which determine TPG Telecom’s STI
reflect the drivers of the Company’s performance.
Any payment must meet an initial financial, risk and
individual behaviour gateway, before a payout is
determined based on both a balanced Company
scorecard (80%) and an individual’s scorecard
(20%). The Company’s scorecard comprises
financial metrics representing 60% (Total Service
Revenue 20%, Operating Free Cash Flow 15%,
and EBITDA 25%), along with 10% each for a
customer NPS measure, and 10% for an employee
culture measure. This approach highlights the
importance of shareholders, customers and
employees in determining STI.
Based on these metrics, for FY24, the achievement
at maximum for the Company’s balanced scorecard
was 74.38%. When combined with the individual
scorecard, the CEO’s payout as a percent of
maximum was 78.03%. 50% of the CEO’s
individual scorecard was based on the
transformative delivery of the regional network
sharing arrangement, providing significant benefits
for customers and shareholders alike.
While 50% of the STI payment to the CEO and
Other KMP is paid in cash, further alignment with
shareholders is created by the other 50% being
made in Deferred Share Rights (DSRs), paid in
equal tranches over one and two years. Approval
for the CEO’s DSRs will be sought at the 2025
AGM.
In 2025, the same set of metrics, as for 2024, will
be used in the Company balanced scorecard, with
the STI percentage opportunity for the CEO and all
but one KMP remaining consistent between 2024
and 2025. The Board will retain discretion to alter
the STI as it deems appropriate as a result of
potential changes in the business from the fibre
network infrastructure assets transaction.
LTI
Feedback from shareholders in 2023 resulted in the
two LTI financial hurdles being changed to Return
on Invested Capital (ROIC) and Earnings per Share
(EPS). Particularly in a capital intensive business
such as telecommunications, these two metrics are
key drivers of returns to shareholders. These two
measures were used in 2024 and will be used
again in 2025, with the specific challenge in each
hurdle being adjusted each year. As requested by
shareholders and proxy advisors, additional
disclosure has been provided.
For the 2025 LTI Plan, the ESG hurdle, weighted at
10% in the 2024 LTI Plan has been removed and
the weightings of the EPS and ROIC hurdles have
increased to 50% each. Management remain
committed to renewables and ESG hurdles related
to renewables remain in the 2023 and 2024 LTI
Plans, covering the period to 31 December 2026.
The Board will retain discretion to alter the 2023,
2024 and 2025 LTI Plans as it deems appropriate
as a result of potential changes in the business
from the fibre network infrastructure assets
transaction.
At the 2024 AGM, shareholders approved the
allocation of $3,090,000 in Performance Rights to
the CEO, representing 150% of his base salary,
vesting after three years and subject to
performance hurdles. At the 2025 AGM, approval
from shareholders will be sought for an allocation of
$3,167,250 representing 150% of the CEO’s 2025
base salary, vesting after three years subject to the
achievement of the hurdles as above.
Directors’ report | Remuneration Report
Page 42 | TPG Telecom Annual Report 2024
Performance and Retention Rights Plan
In 2024, as foreshadowed and made clear in the
2023 Remuneration Report, a one-off performance
rights retention plan was implemented for the CEO
and ongoing Executive KMP. This decision was
taken by the TPG Telecom Board given the
significant changes occurring in senior executive
roles in other telecommunications companies.
While the Board recognised the potential adverse
reaction of proxy advisors to any form of retention
scheme, the Board was strongly of the view that
retaining the executive team was in shareholders’
interests. A grant of Performance and Retention
Rights for the CEO valued at $2,060,000 was
approved by shareholders at the 2024 AGM.
Vesting of Earlier LTI Plans
As indicated in the 2024 Remuneration Report,
the hurdles for the 2021 LTI Plan were not met
and the shares allocated under that plan lapsed
in March 2024.
25.25% of the shares allocated under the 2022
LTI Plan will vest in March 2025. The relative
TSR hurdle, representing 50% of the hurdle, was
not met. 50.5% of the Operating Free Cash Flow
Hurdle was met. The metrics for both are outlined
in the body of this Remuneration Report, in keeping
with the undertaking previously given by the Board
to shareholders.
Governance
A change in the membership of the Remuneration
and Governance Committee (RGC) occurred
after Ms Paula Dwyer joined the board as an
Independent Director following the retirement
of Ms Arlene Tansey.
The RGC is comprised of a majority of independent
directors and is chaired by Dr Helen Nugent AC,
who is the Senior Independent Director.
An increase in the base Board fee for the two
independent directors was approved by the Board
in 2023, as was an increase in the fee for the
Chairman and members of the Audit and Risk
Committee, and the Senior Independent Director.
No changes are proposed for 2025.
The independence of the RGC is rigorously
maintained and conflicts of interest are assiduously
managed.
Table of Contents
1
2024 Remuneration Report
44
2
Key Management Personnel (KMP)
44
3
Remuneration Approach
45
4
Fixed Remuneration
46
5
Short Term Incentive
47
6
2024 Long Term Incentive Plan
56
7
2024 Performance Rights Retention
Plan
59
8
2022 Long Term Incentive Plan
60
9
Total Remuneration Outcomes 2024
61
10
Minimum Shareholding Requirements
63
11
Looking forward to 2025
63
12
Remuneration Governance
64
13
Appendices (Statutory Tables)
68
Directors’ report | Remuneration Report continued
Page 43 | TPG Telecom Annual Report 2024
1. 2024 Remuneration Report
This report covers the period 1 January 2024 to 31 December 2024 (FY24) and shows how TPG Telecom
Limited’s (‘TPG Telecom’, ‘the Company’) remuneration approach supports short and longer-term alignment
with the performance of the Company for the benefit of shareholders.
2. Key Management Personnel (KMP)
KMP have the authority and responsibility for planning, directing and controlling the activities of TPG Telecom,
directly or indirectly; the organisation’s operating activities; and its financial performance. This includes Non-
Executive Directors. However, while Non-Executive Directors are classified as KMP, they are not Executives.
For 2024 the CEO, Executive and Non-Executive KMP were as follows:
2.1.1 CEO and Other Executive KMP
EXECUTIVE KMP
ROLE
TERM AS KMP1
Iñaki Berroeta
Chief Executive Officer and Managing Director
Full year
John Boniciolli
Group Chief Financial Officer
Full year
Kieren Cooney
Group Executive Consumer
Full year
Jonathan Rutherford
Group Executive Enterprise, Government and
Wholesale
Full year
Vanessa Hicks
Group Executive Customer and People Experience
Commenced 28 March 2024
Ana Belea2
Group Executive Customer Operations and Shared
Services
Ceased 28 March 2024
1.
If an Executive KMP did not serve as KMP for the full year, remuneration information disclosed in this report is from the date they
commenced as KMP in FY24 or to the date they ceased as KMP in FY24.
2.
Ana Belea, formerly known as Ana Bordeianu.
2.1.2 Non-Executive KMP
NON-EXECUTIVE KMP
ROLE
TERM AS KMP1
Canning Fok
Non-Executive Director and Chairman
Full year
Pierre Klotz
Non-Executive Director
Full year
Robert Millner
Non-Executive Director
Full year
Antony Moffatt
Non-Executive Director
Full year
Helen Nugent
Independent Non-Executive Director &
Senior Independent Director
Full year
Frank Sixt
Non-Executive Director
Full year
Jack Teoh
Non-Executive Director
Full year
Serpil Timuray
Non-Executive Director
Full year
Paula Dwyer
Independent Non-Executive Director
Commenced 21 October 2024
Arlene Tansey
Independent Non-Executive Director
Ceased 21 October 2024
1.
If a Non-Executive KMP did not serve as KMP for the full year, remuneration information disclosed in this report is from the date they
commenced as KMP in FY24 or to the date they ceased as KMP in FY24.
Directors’ report | Remuneration Report continued
Page 44 | TPG Telecom Annual Report 2024
3. Remuneration Approach
TPG Telecom’s Remuneration Framework is designed to support the Company’s overall purpose, strategic
ambition and its remuneration principles. The Remuneration Approach aligns with the Company’s guiding
principles, purpose and values. They are governed by the Board, independent from management, to ensure
that the design and implementation of the framework strikes an appropriate balance between the interests of
Executives and shareholders.
3.1 Remuneration Framework
Directors’ report | Remuneration Report continued
Page 45 | TPG Telecom Annual Report 2024
3.2 2024 Remuneration Structure
The remuneration structure has three components, namely Fixed Remuneration, Short-Term Incentives and
Long-Term Incentives, along with a minimum shareholding requirement. The structure is designed with
consideration for each individual remuneration component, as well as the total remuneration opportunity and
mix for Executives.
3.2.1 Remuneration Structure
COMPONENT
DESCRIPTION
Fixed remuneration
Provides competitive remuneration in recognition of an Executive’s skills, experience
and accountability to deliver value to customers and shareholders. Fixed remuneration
is benchmarked to the median of the relevant ASX peer group, which is reviewed
annually.
Short Term Incentive (STI)
Rewards the delivery of key strategic objectives in line with the annual strategy of TPG
Telecom, delivering returns today with a view to the achievement of longer-term goals.
Provides an annual assessment of Group financial, non-financial and individual
performance. Delivered equally in cash and Deferred Share Rights (DSRs) which are
deferred equally over one and two years.
Long Term Incentive (LTI)
Rewards the delivery of longer-term strategic objectives in line with creating
sustainable shareholder value to provide alignment between Executive reward and
shareholders’ interests. Assessed over a three-year period based on key drivers of
returns to shareholders. Granted as share performance rights which are subject to
hurdles.
Further information on the total remuneration approach, as well as each remuneration component, is provided
in Sections 4, 5 and 6 of this report.
4. Fixed Remuneration
Fixed Remuneration is set at levels that are competitive to market to attract, motivate and retain individuals.
It comprises base salary and superannuation.
In setting Fixed Remuneration for 2024, comprehensive analysis was undertaken in 2023, using data from
2023, across the ASX 21-60 and ASX 31-70 peer groups. Peer groups were selected after careful consideration
of the Company’s position within the ASX at that time. Exclusions to the peer set were made for significant
outliers, where relevant data was not available or where the ownership structure or the nature of the operation
were not comparable to that of TPG Telecom.
In addition to benchmarking, the Remuneration and Governance Committee (RGC) recommendations to the
Board considered role size, complexity, internal relativities, inflation and movement in market position, as well
as comparable telecommunications companies.
The table below sets out the annual remuneration for Executive KMP who held this role at the end of the
financial year.
4.1.1 Annual Fixed Remuneration
EXECUTIVE KMP
ROLE
BASE SALARY1
SUPERANNUATION2
Iñaki Berroeta
Chief Executive Officer and Managing Director
$
2,060,000 $
29,932
John Boniciolli
Group Chief Financial Officer
$
870,000 $
29,932
Kieren Cooney
Group Executive Consumer
$
973,350 $
29,932
Vanessa Hicks3
Group Executive Customer and People Experience
$
810,000 $
29,932
Jonathan Rutherford
Group Executive Enterprise, Government and Wholesale
$
808,962 $
29,932
1.
Represents the annual base salary effective 1 March 2024, which is the effective date of any increase in base salary where applicable.
2.
Superannuation is based on the statutory maximum superannuation contribution base. Actual superannuation paid is as indicated in
Table 4.1.2.
3.
Vanessa Hicks commenced her role as KMP on 28 March 2024 which is the effective date for this salary. The table above represents
fixed remuneration for a full year in this role.
Directors’ report | Remuneration Report continued
Page 46 | TPG Telecom Annual Report 2024
The table below sets out the CEO’s and Other Executive KMPs’ actual Fixed Remuneration received for 2024,
for those who held the role as at 31 December 2024.
4.1.2 Actual Fixed Remuneration
EXECUTIVE KMP
ROLE
TERM AS KMP
ACTUAL FIXED
REMUNERATION
(INCLUDING
SUPERANNUATION)1,2,3
Iñaki Berroeta
Chief Executive Officer and Managing Director
Full year
$
2,078,666
John Boniciolli
Group Chief Financial Officer
Full year
$
898,666
Kieren Cooney
Group Executive Consumer
Full Year
$
997,291
Vanessa Hicks4,5
Group Executive Customer and People Experience
Commenced
28 March 2024
$
630,992
Jonathan Rutherford
Group Executive Enterprise, Government and
Wholesale
Full year
$
833,700
1.
For the relevant term as Executive KMP as per the dates detailed in Table 2.1.1.
2.
Superannuation has been calculated based on the statutory maximum superannuation contribution base.
3.
Increases to base salary are effective 1 March each year. Where there has been an increase to base salary, the actual fixed
remuneration represents 2 months on the prior base salary and 10 months on the new base salary.
4.
Increase to base salary was effective 28 March 2024 upon commencement as KMP.
5.
Includes an additional $500 superannuation payment related to TPG Telecom’s Super Bump program where all female employees with
over 12 months tenure are provided an additional $500 superannuation payment annually.
5. Short Term Incentive
The Short-Term Incentive (STI) plan is designed to reward Executives for their contribution to the achievement
of TPG Telecom’s annual performance targets, creating value for today and into the future. To ensure alignment
between Executive performance and shareholder value, the STI plan is designed:
• with an STI opportunity set competitively to market, comprised of equal components of cash and deferred
equity, with the latter being paid over two years. Deferred equity reinforces alignment with shareholders;
• to be paid only after gateway requirements are met based on the Company’s financial performance and risk
management, as well as individual behaviour;
• for the majority of the award to be measured on achievement of TPG Telecom’s balanced scorecard targets,
which are based on the key drivers of the Company’s operating performance; and
• with conditions regarding cessation of employment that align with shareholders' interests.
5.1 STI Opportunity
For 2024, the target and maximum STI opportunities for Executive KMP was as follows:
5.1.1 2024 Target and Maximum STI opportunity
KMP
OPPORTUNITY AT TARGET ACHIEVEMENT
OPPORTUNITY AT MAXIMUM ACHIEVEMENT
CEO
110% of Base Salary
165% of Base Salary
Other Executive KMP
75% of Base Salary
112.5% of Base Salary
The STI opportunity was established by comparing incentive remuneration to a peer group made up of relevant
ASX 21-60 and 31-70 companies, using data from 2023. The peer companies were selected after careful
consideration of the Company’s position within the ASX at that time. Exclusions to the peer set were made for
significant outliers, where relevant data was not available or where the ownership structure or the nature of the
operation were not comparable to that of TPG Telecom.
The target and maximum STI opportunity were set with reference to the median target remuneration of this
peer group. Where STI maximum information was unavailable, the maximum was set with reference to the 75th
percentile of remuneration for the peer group.
Directors’ report | Remuneration Report continued
Page 47 | TPG Telecom Annual Report 2024
To achieve a payment at the STI maximum, performance needs to have met or exceeded a set of performance
measures on the balanced scorecard. Each performance measure is assessed against threshold, target and
maximum performance, with a pro rata being applied for achievement falling between each level.
• Threshold – represents the minimum level of performance which will result in the payment of any STI in
relation to the performance measure.
• Target – represents performance which meets the target for the performance measure based on the annual
target set by the Board.
• Maximum – represents performance which exceeds the target and delivers superior outcomes.
The application of the three levels of performance is shown below.
The size of the STI pool is determined based on the specific outcomes of the STI scorecard measures, capped
by the maximum available to an individual Executive KMP.
5.2 STI Deferred Share Rights and Conditions
STI is awarded in cash and Deferred Share Rights (DSRs), which are rights over TPG Telecom ordinary
shares.
The cash component of 50% of the overall award is paid to Executives following the end of the one-year
performance period. This cash payment is in recognition of the Executive’s contribution to the annual
performance of TPG Telecom.
The remaining 50% is awarded as DSRs and is restricted in equal amounts over one-year and two-year
periods. The number of DSRs awarded is based on the face value of the volume weighted average share price
(VWAP) of TPG Telecom’s ordinary shares over the five working days following the announcement of the
annual results. As these DSRs are restricted over one-year and two-year periods, the outcome for Executives
aligns with that of the Company’s shareholders.
DSRs are granted at no cost to the Executive KMP and no dividend is payable on any unexercised DSRs.
Shares are typically purchased on market, with this being the case in 2024. Exercise of DSRs is automatic on
vesting and there is no exercise price.
The STI plan is also aligned with shareholders’ interests in the event that an Executive KMP ceases
employment with TPG Telecom. Upon leaving, the STI is treated in the following way:
• STI will be forfeited if an Executive KMP resigns before the payment date, subject to the special
circumstances outlined below.
• Unvested DSRs will also be forfeited if the Executive KMP resigns before the vesting date, subject to the
special circumstances outlined below.
• In special circumstances, (including redundancy, retirement, death or total and permanent disability or as
otherwise agreed), the below treatment may apply:
Directors’ report | Remuneration Report continued
Page 48 | TPG Telecom Annual Report 2024
–
In limited circumstances, cash STI may be awarded pro rata on termination. Where business
performance is yet to be determined for the period, outcomes will reflect at target performance.
Where business performance has been determined, this result will be used along with an assessment
of individual performance.
–
Unvested DSRs that have been allocated may be retained on cessation of employment, subject to the
existing terms and conditions of the award. This process will only apply if the Executive KMP is
employed at the date DSRs are allocated by the Board.
In circumstances where there may be a change of control, DSRs will be subject to the existing terms and
conditions of the award and the exercise of Board discretion.
To further align the STI plan with shareholders, DSRs are subject to a hedging condition, meaning that
Executives cannot enter into any arrangement that limits the economic risk of unvested DSRs. The STI plan is
also subject to a malus condition. In cases where an Executive KMP acts fraudulently or dishonestly or is in
breach of their obligations to TPG Telecom, any eligibility for STI or unvested DSRs will lapse.
5.3 Awarding STI
In determining STI outcomes, subject to the exercise of the Board’s discretion, TPG Telecom considers a
number of factors including:
• Gateway Assessment;
• Company Performance Assessment against the balanced scorecard and targets; and
• Individual Performance Assessment
Gateway Assessment
An initial gateway assessment occurs to determine whether STI awards should be payable to the Executive
KMP. The purpose of this gateway assessment is to determine, as a group and then as an individual, whether
the overall financial performance of TPG Telecom has been met; that the Executives have appropriately
managed risk; and that their individual behaviour has been considered.
5.3.1 Gateway Assessment Description
ASSESSMENT LEVEL
GATEWAY
DESCRIPTION
Assessed at a group
level
Financial
Sets minimum financial performance aligned with shareholder interests. It is
assessed by the RGC and the Board at year end. The assessment considers
whether performance falls significantly below the threshold level for the key
financial STI measures in the balanced scorecard. In 2024 they were Service
Revenue, EBITDA and OFCF.
Risk
Defines appropriate management of financial, operational and reputational risks
in the generation of returns. It is assessed by the Board, following input from
the RGC, at the end of the financial year. The assessment considers key risks
such as environmental incidents, network incidents affecting services, anti-
competitive conduct or fraud. Reputational risks, data security, cost
management and significant declines in employee engagement are also
considered.
Assessed at an
individual level
Behaviours
Assesses alignment of demonstrated behaviours with the organisation’s
purpose and culture. This is assessed by the Board at the end of the financial
year, with input where applicable from the CEO, subject to managing conflicts
of interest. The assessment includes potential code of conduct and contract
breaches.
Balanced Scorecard and Targets
A balanced scorecard is set each year, with consideration given to the key drivers of TPG Telecom’s annual
operating performance. These metrics are common in the telecommunications industry. The 2024 scorecard
measures, which support TPG Telecom’s strategic priorities, are key drivers of short-term performance and are
linked to shareholder value as outlined in Table 5.3.2.
Directors’ report | Remuneration Report continued
Page 49 | TPG Telecom Annual Report 2024
5.3.2 STI Measure Alignment to Shareholder Value and Company Strategy
PERFORMANCE
MEASURE
ALIGNMENT TO SHAREHOLDER VALUE AND COMPANY STRATEGY
Total Service
Revenue
Drives TPG Telecom’s strategic focus on growing scale, market share and the value of customer
relationships. Reflects changes in both subscriber numbers and pricing.
Operating Free
Cash Flow (OFCF)
Drives TPG Telecom’s strategic focus on capital efficiency and is a proxy for recurring cash
generated and which is available to shareholders prior to the impact of bank borrowings. Excludes
payments for spectrum, which tend to be large, uneven, and non-recurring year to year.
EBITDA
Recognises the principal metric of recurring ongoing operating profit across the telecommunications
sector in Australia, capturing benefits of operating cost outcomes as well as gross margin growth.
Excludes the accounting impact of depreciation and amortisation, which can fluctuate year to year
subject to the stage of the investment cycle and material one-off costs.
Customer Net
Promoter Score
(NPS)
Aligns to TPG Telecom’s business strategy by measuring the nature of the customer experience,
with a view to minimising churn and accelerating revenue growth.
Employee
Experience –
Values Alignment
Index
Supports TPG Telecom’s strategic goal of driving a high performing, values-based culture. The
Values Alignment Index measures the extent to which the four values, outlined in Section 3.1, are
demonstrated in the everyday experience of employees as well as the consistency of the culture
across the organisation. This is a tailored index, measured by an employee survey.
Setting Performance Targets
Targets for the STI plan are set considering TPG Telecom’s strategy and prior year performance. Table 5.4.3
outlines the 2024 target relative to the 2023 outcome.
Individual performance assessment
The individual component represents 20% of the total STI payment at target. The RGC, with input from the
CEO, reviews and assesses each Executive KMP’s performance relative to their individual goals. For the CEO,
the assessment is completed by the RGC and the Board. Information on the CEO’s and Executive KMP’s
individual performance assessment is outlined in Section 5.5.
5.4 2024 STI Assessment, Achievement and Outcomes
The Board reviewed and assessed the extent to which the Group’s financial and risk gateways as outlined in
Table 5.4.1 had been achieved. The Board also assessed the individual behavioural gateway for the CEO and
Other Executive KMP and concluded that all had met the behavioural gateway for the STI plan.
5.4.1 2024 STI Gateway Assessment
ASSESSMENT
LEVEL
GATEWAY
ASSESSMENT
GATEWAY OUTCOME
Assessed at a
group level
Financial
Minimum financial performance has been met and TPG
Telecom paid dividends to shareholders at 9 cents per
share in April and October 2024. A final dividend of 9
cents was declared for FY24.
Achieved
Risk
Appropriate risk management processes and controls
have been put in place to manage risk within the
business. Incidents have been appropriately managed to
limit impacts on the business and customers.
Achieved
Assessed at an
individual level
Behaviours
Behavioural standards were met.
Achieved
STI outcomes were calculated based on the achievement against TPG Telecom’s 2024 STI balanced scorecard
targets. A description of the business performance measures, targets, and an assessment of the achievement
against these targets is detailed in Table 5.4.2.
Directors’ report | Remuneration Report continued
Page 50 | TPG Telecom Annual Report 2024
5.4.2 2024 STI Balanced Scorecard Assessment
TOTAL SERVICE REVENUE (20%)
Measures recurring revenue generated from the provision of telecommunications services excluding handset, accessory,
and other hardware revenue.
The Total Service Revenue outcome for 2024 was $4,701.7 million resulting in an STI payment outcome between
threshold and target. The result delivered growth of 1.5% compared to the prior year, predominantly from strong growth in
mobile of 5.4% resulting from ARPU improvement due to plan refreshes and subscriber growth in Prepaid, partially offset
by a reduction in fixed products revenue.
OPERATING FREE CASH FLOW (OFCF) (15%)
Measures cash flow from operations less non-spectrum related capex, finance lease repayments and finance lease
interest (within cash flow from financing activities). It does not include payments for spectrum, bank interest costs,
dividends or any loan payments/drawdowns. For FY24, as disclosed throughout the year, OFCF includes transformation
costs but excludes material one-offs arising from transactions, restructuring, mergers and acquisitions, disposals,
impairments and any such items as approved by the Board1.
On this basis, the OFCF outcome for 2024 was $671.9 million, resulting in an STI payment outcome at maximum. This
outperformance was driven by better working capital management through an improvement in handset debtors and lower
capital expenditure.
1.
$22.1 million material one-offs are excluded from OFCF, consistent with the $25.9 million excluded from EBITDA, adjusted for $3.8
million of working capital. The MOCN impairment has no cash impact.
EBITDA (25%)
Measures earnings after operating costs and before charges for depreciation and amortisation, interest, and tax. As
noted in the FY23 Remuneration Report and guidance throughout the year, it includes transformation costs (which were
excluded from the EBITDA definition in 2023) but excludes material one-offs arising from transaction, restructuring,
mergers and acquisitions, disposals, impairments and any such items as approved by the Board.
The EBITDA outcome, which is calculated as Statutory EBITDA excluding material one-offs of $275.7 million was
$1,987.7 million, resulting in a payment outcome between target and maximum.1
The STI result of $1,987.7 million delivered growth of 3.4% compared to the prior year on a comparable basis. This was
driven by a 3.5% increase in Gross Margin predominantly from Mobile products, which achieved increased Service
Revenue of 5.4%. The increase in Gross Margin was partially offset by a 3.7% increase in opex.
1.
Material one-offs excluded from EBITDA were a $249.8 million impairment and other charges for mobile network assets arising from
the MOCN transaction as a result of which assets no longer required will be decommissioned. There was a further $25.9 million of
exclusions, including $6.2 million of restructuring redundancy costs, and $19.7 million of transaction costs relating to the proposed
sale of fibre network infrastructure assets and Fixed EGW business and Optus MOCN commercial agreements and the separation
costs associated with the fibre network infrastructure assets transaction. This is in line with disclosures in the FY23 Annual Report
and guidance throughout the year.
Directors’ report | Remuneration Report continued
Page 51 | TPG Telecom Annual Report 2024
CUSTOMER NPS (10%)
Measures the NPS for each brand, calculated using the average of the scores across each month of the year. Threshold
was set based on the FY23 results. The 2024 outcome for each brand was above maximum performance, which
indicates strong management of the customer base despite ongoing cost of living pressures, which are impacting
customer sentiment. Plan changes implemented for all brands in the first half of 2024 dampened NPS results in that
period. However, all brands recovered quickly to achieve strong results in the second half. The NPS outcome by brand is
shown below.
Vodafone (5%)
TPG (2.5%)
iiNet (2.5%)
EMPLOYEE EXPERIENCE - VALUES ALIGNMENT INDEX (10%)
The index score is based on 16 values-based questions contained within the TPG Telecom culture survey. There are four
questions for each of TPG Telecom’s values: Stand Together, Own It, Simple’s Better and Boldly Go. The questions
evaluate the extent to which each value is demonstrated in the everyday experience of employees, and measures
themes including accountability, respect at work, collaboration, communication, simplicity, innovation, career opportunities
and TPG Telecom’s strategy.
The result for 2024 was 73, which equates to an outcome at threshold. This was a positive result given the ambiguity that
existed for employees following organisational changes to reduce employment cost in the third quarter, combined with the
media speculation about the sale of the fibre infrastructure assets and Enterprise, Government and Wholesale Fixed
business prior to its announcement in October 2024.
Based on the 2024 STI balanced scorecard assessment, the overall Company performance outcome is
summarised in Table 5.4.3 as a percentage of both target and maximum.
Directors’ report | Remuneration Report continued
Page 52 | TPG Telecom Annual Report 2024
5.4.3 2024 STI Payment Outcome Percentages Against Target and Maximum
PERFORMANCE
MEASURES
WEIGHTING
FY23
OUTCOME1
THRESHOLD
TARGET
MAXIMUM
ACTUAL
PAYOUT
VS
TARGET
PAYOUT
VS
MAXIMUM
WEIGHTED
%
PAYOUT
Total Service
Revenue
20%
$4,632m
$4,300.2m
$4,778m
$5,255.8m $4,701.7m
92.02%
61.34%
18.40%
Operating
Free Cash
Flow
15%
$197.6m2
$427.8m
$534.8m
$641.8m
$671.9m
150.00%
100.00%
22.50%
EBITDA
25%
$1,923m3
$1,923m
$1,974m
$2,025m
$1,987.7m
113.43%
75.62%
28.36%
Customer
NPS
measure
5%
Vodafone
13
15
17
19
21
150.00%
100.00%
7.50%
2.5%
TPG
10
10
12
14
15
150.00%
100.00%
3.75%
2.5%
iiNet
12
12
13
14
17
150.00%
100.00%
3.75%
Employee
culture
measure
10%
73 4
73
74
75
73
50.00%
33.33%
5.00%
Total achievement out of Company performance at target (80%)
89.26%
Total achievement out of Company performance at maximum (120%)
74.38%
1.
2023 outcomes are detailed on a comparable basis to the calculation of the 2024 target. The footnotes below detail where the 2023
STI outcome reported in the 2023 Remuneration Report differs.
2.
The 2023 outcome of $197.6m has been calculated on the same basis as the target and outcome for 2024 to exclude the negative
impact of transaction costs ($31m). Without this change, the 2023 outcome was $166.5m.
3.
The EBITDA outcome for the 2023 STI Plan was $1,929.9m as it excluded transformation costs of $38.3m but included transaction
costs of $31m. If this number is adjusted on the same basis as for 2024, the 2023 outcome would be $1,923m (the difference between
$38m and $31m).
4.
The Employee culture measure outcome for the 2023 STI Plan was 77, based on both the Australian workforce and workforce in the
Philippines. Following the change in operations in Manila, the 2024 target was set based on the Australian workforce only which in
2023 was 73.
2024 CEO Individual STI Outcome
The final 20% of the STI measure is based on an individual performance assessment against measures aligned
to TPG Telecom’s strategic objectives.
In addition to the Company’s STI scorecard performance and the STI gateway assessment, the CEO’s
performance was assessed against individual specific objectives approved by the Board as outlined in Table
5.5.1. The objectives reflected the guiding principles outlined earlier in Section 3.1 and the strategic priorities of
the Company. Given the significant strategic importance of the MOCN regional network sharing arrangement,
expansion to accelerate mobile subscriber growth through an increased addressable market, the performance
objective related to network sharing was weighted at 50%, with all other performance objectives evenly
weighted across the remaining 50%.
The RGC and Board assessed the CEO’s performance, which was supported by a stewardship report. The
outcome of this assessment is outlined in Table 5.5.2 and the CEO’s total STI outcome, based on both
Company performance and individual achievement, is outlined in Table 5.5.3. The value of the deferred
component of the award will be subject to movements in the share price at vesting.
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Page 53 | TPG Telecom Annual Report 2024
5.5 2024 Individual Executive Assessment
5.5.1 2024 CEO STI Performance Objectives
PERFORMANCE
OBJECTIVES
INDIVIDUAL
PERFORMANCE
MEASURE
THRESHOLD
TARGET
MAXIMUM
Successful execution
of infrastructure/
network sharing
strategies
TPG gains regulatory
approval for the
regional network
expansion
No achievement below
Target
TPG gains regulatory
approval and
announces the
regional network
expansion
That the regional
network expansion
implementation has
commenced
Deliver simplification
program to reduce
complexity and
enhance customer
experience
Measured by the
reduction of Consumer
‘front book’ products.
54% reduction (2,000
plans) in the number
of products in the
‘back book’ for
Consumer1
67% reduction (2,500
plans) in the number
of products in the
‘back book’ for
Consumer
81% reduction (3,000
plans) in the number
of products in the
‘back book’ for
Consumer
Measured by the
decommissioning
EGW legacy products
and platforms
Decommissioning six
EGW legacy products
and platforms
Decommissioning
seven EGW legacy
products and
platforms
Decommissioning
eight EGW legacy
products and
platforms
Enhance network
experience
Measured by the
delivery of additional
5G sites
Deliver 600 additional
5G sites
Deliver 650 additional
5G sites
Deliver 700 additional
5G sites
Successful execution
and delivery of growth
initiatives for
Consumer Mobile
Postpaid and Fibre
Connect customer
base
Measured by the
achievement of
Consumer mobile
postpaid margin
Achieve Consumer
mobile postpaid
margin of $1,380.3m
Achieve Consumer
mobile postpaid
margin of $1,427.8m
Achieve Consumer
mobile postpaid
margin of $1,475.3m
Measured by growth in
the Fibre Connect
customer base
Achieve growth in
Fibre Connect base to
58.3k customers
Achieve growth in
Fibre Connect base to
66k customers
Achieve growth in
Fibre Connect base to
77.2k customers
5.5.2 2024 CEO STI Performance Assessment
2024 CEO STI PERFORMANCE ASSESSMENT
ACHIEVEMENT AGAINST MEASURES
BOARD ASSESSMENT
ON ACHIEVEMENT
Successful execution of infrastructure/
network sharing strategies
The implementation of regional network
expansion received approval and commenced.
It was launched commercially in January 2025,
doubling TPG Telecom's mobile network
At Maximum
Deliver simplification program to reduce
complexity and enhance customer experience.
Measured by the reduction of Consumer ‘front
book’ products and decommissioning EGW
legacy products and platforms
69% reduction (2,546) in ‘back book’ products
for Consumer
Between Target and
Maximum
15 EGW legacy products and platforms
decommissioned
At Maximum
Enhance network experience. Measured by the
delivery of additional 5G sites
Delivered 704 5G sites in 2024, TPG Telecom
has a total of 3,767 5G sites
At Maximum
Successful execution and delivery of growth
initiatives for Consumer Postpaid mobile and
Fibre Connect customer base. Measured by
achievement of Consumer product margin and
growth in the Fibre Connect customer base.
Consumer mobile postpaid product margin was
$1,392.3m
Between Threshold
and Target
Growth in Fibre Connect customer base to
104,459 customers
At Maximum
The assessment of the CEO’s performance resulted in an outcome of 92.63% of maximum for the individual
component.
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Page 54 | TPG Telecom Annual Report 2024
5.5.3 CEO 2024 STI Outcomes
EXECUTIVE KMP
2024 STI CASH
ACTUAL
2024 STI DEFERRED
ACTUAL1
TOTAL 2024 STI
ACTUAL
PERCENTAGE
OF MAXIMUM
Iñaki Berroeta
$1,326,177
$1,326,177
$2,652,353
78.03%
1.
Deferred equity vests in two equal tranches over one and two years.
2024 Other Executive KMP STI Outcomes
The final 20% for the Other Executive KMP STI outcome is based on an individual performance assessment.
The RGC, following input from the CEO, reviewed and assessed each Executive KMP’s performance relative to
their individual goals, along with a review of key performance measures. This review is supported with a
performance report for each Executive outlining their individual goals and key performance measures, which
are set based on TPG Telecom’s strategy. The assessment of Other Executive KMP STI outcomes for 2024
took into account the additional workload required of Executives due to the number of transactions undertaken
during the year.
The total STI allocated for each eligible Other Executive KMP in 2024, based on both Company performance
and individual achievement is outlined in Table 5.5.4. The value of the deferred component of the award will be
subject to movements in the share price at vesting. It is due to vest equally over two years.
5.5.4 2024 Other Executive KMP STI Outcomes
EXECUTIVE KMP
2024 STI CASH
ACTUAL
2024 STI DEFERRED
ACTUAL1
TOTAL 2024 STI
ACTUAL
PERCENTAGE OF
MAXIMUM
John Boniciolli
$356,461
$356,461
$712,922
72.84%
Kieren Cooney
$380,556
$380,556
$761,112
69.51%
Vanessa Hicks2
$347,065
$347,065
$694,130
76.17%
Jonathan Rutherford
$331,452
$331,452
$662,904
72.84%
1.
Deferred equity vests in two equal tranches over one and two years.
2.
Vanessa Hicks commenced her role as KMP on 28 March 2024. The 2024 total STI above represents STI for the full year.
Directors’ report | Remuneration Report continued
Page 55 | TPG Telecom Annual Report 2024
6. 2024 Long Term Incentive Plan
The structure and details of TPG Telecom’s Long-Term Incentive (LTI) plan are critical to creating alignment
between Executives and the performance of the business over the longer term. TPG Telecom’s LTI plan has
evolved since the merger in 2020. The history of the LTI plans and rationale for adjustments over this time was
outlined in detail in TPG Telecom’s 2023 Remuneration Report.
For the 2024 LTI Plan, the hurdles remained as ROIC, EPS and ESG. No changes were made to the LTI
opportunity available to Executive KMP or the CEO, which are outlined in Tables 6.1.1 and 6.2.1, and Section
6.4. Consistent with prior years, the 2024 LTI targets were set at the commencement of the LTI plan, which are
outlined in Table 6.2.1.
6.1 2024 LTI Performance Hurdles
The 2024 LTI Plan hurdles, weightings, definitions and alignment to shareholder value and the longer-term
strategy, of TPG Telecom are outlined in the table below.
6.1.1 2024 LTI Plan hurdles, weightings, definitions and alignment to shareholder value
2024 PERFORMANCE
HURDLES AND WEIGHTINGS
DEFINITION OF HURDLE, ALIGNMENT TO SHAREHOLDER VALUE AND COMPANY
STRATEGY
Return on Invested Capital1
(ROIC)
45%
ROIC is a core metric of return for all capital deployed by TPG Telecom, noting the recent
period of elevated investment to facilitate programs for 5G and IT transformation, as well
as spectrum agreements, to encourage higher returns on capital.
ROIC measures net operating profit after tax (NOPAT) adjusted to remove customer base
amortisation and material one-offs (subject to the discretion of the Board), divided by
average invested capital excluding goodwill, brand and customer base intangibles.
Earnings Per Share1
(EPS)
45%
The EPS measure is aimed at aligning Executive incentives with growth in the value
flowing directly to equity holders.
EPS measures statutory net profit after tax (NPAT), adjusted by adding back customer
base amortisation and material one-offs (subject to the discretion of the Board), divided
by the weighted average number of shares on issue over the year.
ESG
Renewable Electricity
10%
The ESG performance condition is aligned with TPG Telecom’s renewable energy target,
which sets a goal to power all operations with 100% renewable electricity.
1.
ROIC and EPS targets exclude the impact of intangibles recognised as a result of business combinations. This treatment is consistent
with market practice.
6.2 2024 LTI Plan Hurdles and Vesting Schedules
The 2024 LTI Plan has a performance period of three years, commencing 1 January 2024 and concluding 31
December 2026. The achievement against the performance hurdles is assessed after the conclusion of the
performance period.
The assessment of achievement against the 2024 LTI Plan targets for all measures will be reported in the 2026
Annual Report. The Board has discretion to make downward or upward adjustments for one-off or other items
as it deems appropriate, while taking into consideration the benefits or otherwise for shareholders. The 2024
LTI Plan targets have been set based on the performance forecasts for the current business. The Board will
retain discretion to alter the LTI including as a result of potential changes in the business from the fibre network
infrastructure assets transaction or other material one-off events.
The targets that have been disclosed aim to strike an appropriate balance between giving shareholders insight
that the targets are appropriate to drive performance, while avoiding providing specific disclosure over a
forward period. They are consistent with the targets outlined in the 2024 Notice of Meeting for the grant of the
2024 LTI performance rights to the CEO.
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Page 56 | TPG Telecom Annual Report 2024
6.2.1 2024 LTI Vesting Schedule and Targets
LTI
MEASURE
TARGETS
MEETS
THRESHOLD
BETWEEN
THRESHOLD
AND MAXIMUM
MEETS OR
EXCEEDS
MAXIMUM
ROIC
ROIC is measured against targets set by the Board
to achieve growth over a three-year period (2024 to
2026).
Performance at target is set to exceed the 2023
post-tax weighted average cost of capital (WACC)
and the 2023 base year ROIC, which was 6.1%1.
Performance at maximum would reflect a further
significant improvement. ROIC is measured at the
end of the performance period.
50% of rights
granted vest
Straight-line pro
rata vesting
between 50.1%
and 100%
100% of rights
granted vest
EPS
EPS is measured against targets set by the Board to
achieve significantly improved performance over a
three-year period (2024 to 2026). The baseline EPS
result in 2023 was 11.9 cents2. At threshold, target
and maximum levels, the hurdle for the 2024 LTI
Plan is equal to the 2023 LTI Plan. As such,
achievement at maximum in 2026 would reflect
double digit average compound annual growth
against the 2023 base year. EPS is measured at the
end of the performance period.
50% of rights
granted vest
Straight-line pro
rata vesting
between 50.1%
and 100%
100% of rights
granted vest
ESG
All operations powered by renewable electricity by
the end of the performance period. Threshold
performance is reached if 90%-99.9% of all
operations are powered by renewable electricity by
the end of the performance period. Maximum
performance is reached if 100% of all operations are
powered by renewable energy by the end of the
performance period.
75% of rights
granted vest
Not applicable
100% of rights
granted vest
1.
FY23 ROIC of 6.1% reflected the exclusion of transformation costs of $26m (tax effected) from NOPAT. The definition of ROIC has
subsequently been updated to include these costs within NOPAT, while continuing to exclude other material one-offs. On this basis,
FY23 ROIC was 5.7%. LTI targets have not changed. Adjustment for material one-offs in the testing year for the LTI plan is at Board
discretion, which if exercised would be disclosed.
2.
FY23 EPS of 11.9 cents for FY23 reflected the exclusion of transformation costs of $26m (tax affected). The definition of EPS has
subsequently been updated to include these costs within NPAT, while continuing to exclude other material one-offs. On this basis,
FY23 EPS was 10.5 cents. LTI targets have not changed. Adjustment for material one-offs in the testing year for the LTI plan is at
Board discretion, which if exercised would be disclosed.
6.3 2024 LTI Performance Rights and Conditions
LTI is granted as performance rights that entitle participants to a fully paid ordinary share in TPG Telecom,
subject to meeting performance hurdles as defined. Performance rights are granted at no cost to the
participant.
The number of performance rights issued is calculated based on the face value of the volume weighted
average share price (VWAP) of TPG Telecom's ordinary shares over the five working days following the
announcement of the annual results.
In 2024, the five working days following the announcement of the annual results was 27 February 2024 to 4
March 2024. The VWAP for the 2024 LTI grant of performance rights was approved by the Board at $4.71 per
performance right. The calculation used to determine the number of performance rights at grant for each
Executive KMP was to divide their maximum LTI dollar value by the Board-approved VWAP share price. In the
case of the CEO, shareholder approval was sought and obtained at the May 2024 Annual General Meeting.
Shares are typically purchased on market, which was the case in 2024. The quantity of shares purchased on
market reflects the likely vesting patterns of prior share grants.
Directors’ report | Remuneration Report continued
Page 57 | TPG Telecom Annual Report 2024
Exercise of performance rights is automatic if the hurdles are met and the shares vest. There is no exercise
price. No dividend is payable on unexercised rights.
The LTI plan is also aligned with shareholders’ interests in the event that an Executive KMP ceases
employment with TPG Telecom. Upon cessation, performance rights will generally be forfeited if an Executive
KMP resigns before the vesting date. In special circumstances (including redundancy, retirement, death or total
and permanent disability or as otherwise agreed), any unvested rights may be retained on cessation of
employment, subject to the existing terms and conditions of the award (including performance hurdles) and
Board discretion.
In circumstances where there is a change of control, performance rights will be subject to the existing terms
and conditions of the award and the exercise of Board discretion.
To further align the LTI plan with the interests of shareholders, the plan is subject to a hedging condition,
meaning that Executives cannot enter into any arrangements that limit the economic risk of unvested
performance rights.
The LTI plan is also subject to a malus condition. In cases where an Executive KMP acts fraudulently or
dishonestly or is in breach of their obligations to TPG Telecom, any unvested rights will lapse.
6.4 2024 LTI Opportunity
For 2024, the maximum LTI opportunity for Executive KMP was as follows:
6.4.1 2024 Maximum LTI Opportunity
KMP
OPPORTUNITY AT MAXIMUM ACHIEVEMENT
CEO
150% of Base Salary
Other Executive KMP
100% Base Salary
The LTI opportunity is set with reference to a peer group of relevant ASX peers based on the Company’s
market capitalisation. For 2024, based on analysis undertaken in 2023, this was the ASX 21-60 and ASX 31-70,
using data from 2023. Peer groups were selected after careful consideration of the Company’s position within
the ASX at that time. Exclusions to the peer set were made for significant outliers, where relevant data was not
available or where the ownership structure or the nature of the operation were not comparable to that of TPG
Telecom.
The target and maximum LTI opportunity were set with reference to the median target for overall remuneration
of this peer group, after considering the level of fixed remuneration and STI, as well as the appropriate balance
between STI and LTI. Where LTI maximum information was unavailable, this was set with reference to the 75th
percentile of remuneration of this peer group, considering the balance of the fixed, short-term and long-term
components of the total remuneration package.
To achieve a payment at the LTI maximum after a three-year period, performance needs to have met or
exceeded the maximum set for the LTI performance measure. Each performance measure is assessed against
threshold and maximum performance with a pro rata outcome applied if achievement falls between threshold
and maximum. ROIC, EPS and renewable electricity will be measured at the end of the performance period.
Table 6.2.1 above outlines the specific payout schedule for each of the 2024 LTI Plan measures.
Table 6.4.2 details the number of performance rights granted to each Executive KMP under the 2024 LTI Plan
and the share price at the time of grant for those Executive KMP. Shareholder approval was obtained for the
grant of the CEO’s performance rights at the Annual General Meeting on 3 May 2024, even though this was not
required as the shares were acquired on market. Performance rights are subject to performance hurdles and
have no value unless those hurdles are met.
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Page 58 | TPG Telecom Annual Report 2024
6.4.2 2024 LTI Plan Executive KMP LTI Grants
EXECUTIVE KMP1
POTENTIAL
MAXIMUM as a % of
BASE SALARY
POTENTIAL
MAXIMUM
2024
VWAP USED FOR
GRANT
NUMBER OF 2024 LTI
PERFORMANCE RIGHTS
GRANTED
Iñaki Berroeta
150% $
3,090,000 $
4.71
656,050
John Boniciolli
100% $
870,000 $
4.71
184,713
Kieren Cooney
100% $
973,350 $
4.71
206,656
Vanessa Hicks
100% $
810,000 $
4.71
171,974
Jonathan Rutherford
100% $
808,962 $
4.71
171,754
7. 2024 Performance Rights Retention Plan
As foreshadowed and made clear in the 2023 Remuneration Report, a one-off Performance Rights Retention
Plan (PRRP) was implemented in 2024 to retain high-performing Executives, to ensure stability in leadership
and alignment on improving value for shareholders.
While the Company’s existing executive remuneration structure aligns with market benchmarks, the continuity
of leadership and retention of a high-performing team was considered critical in what continued to be a highly
competitive landscape for executive leadership and talent as witnessed by the number of telecommunications
CEO and Executive changes since the retention proposal was announced, including at Optus and NBN.
Furthermore, the number of highly skilled telecommunications executives in the Australian market is limited
and telecommunications executives are highly sought after.
These factors, combined with the need to retain top talent to ensure sustained success and shareholder value
creation, prompted careful consideration by Directors of a special incentive, which was detailed in the 2023
Remuneration Report. The incentive was implemented on a one-off basis and as per the commitment. Directors
recognise the concerns raised, prior to the May 2024 AGM where the Scheme was implemented. However,
notwithstanding this, shareholders approved the performance rights granted to the CEO at the 2024 AGM.
The plan details, offered to eligible Executives in 2024, are as follows:
• The performance period of the plan is over three years, commencing 1 January 2024 and concluding
31 December 2026.
• Plan performance is measured against two equally weighted tranches: a relative TSR condition and a service
condition, requiring the Executive to be employed and not under notice at vesting.
• Eligible Executive KMP have an opportunity equivalent of 100% of their base salary, as at 1 March 2024,
which was converted to performance rights by using the VWAP from the five working days following the
announcement of the annual results, as outlined in Table 7.1.2 below.
• Approval was sought from shareholders for rights proposed to be granted to the CEO, even though those
shares were to be acquired on market. This approval was granted at the 2024 AGM.
Directors’ report | Remuneration Report continued
Page 59 | TPG Telecom Annual Report 2024
The vesting schedule for these hurdles is outlined in Table 7.1.1 below.
7.1.1 2024 Performance Retention Rights Plan Measures and Targets
PERFORMANCE
MEASURE AND
WEIGHTING
TARGET & VESTING SCHEDULE
Relative Total
Shareholder Return
(TSR)
50%
TPG Telecom’s TSR relative to a peer group of ASX 100 listed organisations (which excludes the
Energy, Financial, Materials and Real Estate sectors) as at 31 December 2026, must be between
the 50.1 and 75th percentile for rights granted under this tranche.
Achievement between the 50.1 percentile and 75th percentile results in a straight-line pro rata
vesting. Achievement equal to or above the 75th percentile results in 100% of the rights granted
under this tranche vesting.
Rights under this condition will generally be forfeited if the Executive is not employed or is under
notice of termination at the time of vesting.
Retention
50%
An Executive must be employed and not under notice of termination at the time of vesting.
100% of rights granted under this tranche will vest if the Executive meets this condition.
Individuals grants to each eligible KMP are outlined in Table 7.1.2 below.
7.1.2 2024 Performance Retention Rights Grants to Eligible KMP
EXECUTIVE KMP1
POTENTIAL
MAXIMUM AS A % of
BASE SALARY
POTENTIAL
MAXIMUM
2024
VWAP USED FOR
GRANT
NUMBER OF 2024 PERFORMANCE
& RETENTION RIGHTS GRANTED
Iñaki Berroeta
100 % $
2,060,000 $
4.71
437,367
John Boniciolli
100% $
870,000 $
4.71
184,713
Kieren Cooney
100% $
973,350 $
4.71
206,656
Vanessa Hicks
100% $
810,000 $
4.71
171,974
Jonathan Rutherford
100% $
808,962 $
4.71
171,754
More information about the plan performance and assessment of the award will be included in the Company’s
2026 Remuneration Report.
8. 2022 Long Term Incentive Plan
This section of the report outlines the outcome of the 2022 LTI Plan, following the end of the performance
period. This is consistent with the commitment made in the 2022 Remuneration Report to describe targets and
the outcome after the end of the performance period.
8.1 2022 LTI Plan Outcome
The 2022 LTI Plan performance period was from 1 January 2022 to 31 December 2024. The 2022 LTI Plan is
the second of the two plans that had equally weighted hurdles; TSR and OFCF.
TSR was assessed at the end of 2024 against a peer group of ASX 100 listed organisations set at the
commencement of the LTI plan (which excludes the Energy, Financial, Materials, and Real Estate sectors).
A decline in TPG Telecom’s share price over the course of 2024 resulted in the TSR outcome being below
threshold. External input and certification was obtained on the TSR outcome.
8.1.1 Relative TSR Outcome
MEASURE &
WEIGHTING
VESTING SCHEDULE
TARGET
OUTCOME1
% TO VEST
Relative TSR
(50%)
50% of rights vest at the 50.1st
percentile, up to 100% at the 75th
percentile.
75th percentile
20th percentile
0%
1.
Outcome has been externally certified.
Directors’ report | Remuneration Report continued
Page 60 | TPG Telecom Annual Report 2024
OFCF measures cash flow from operations less non-spectrum related capex, finance lease repayments and
finance lease interest (within cash flow from financing activities). For the purposes of the LTI, it also excludes
the impact of underlying developments which were not contemplated when the target was set based on the
2021 long range plan. The Board has assessed the impact of transformation and transaction costs, 5G RAN
acceleration as a substitute for spectrum acquisition and changes in costs resulting from the sale of TPG
Telecom’s passive mobile tower and rooftop mast portfolio in 2022, noting that the gain from the sale of those
assets is not included in OFCF.
8.1.2 OFCF Outcome
MEASURE &
WEIGHTING
VESTING SCHEDULE
CUMULATIVE
TARGET
OUTCOME
% TO
VEST
YEAR 1
YEAR 2
YEAR 3
TOTAL
OFCF (50%)
50% of rights vest when 80% of
the Cumulative OFCF is
achieved, up to 100% when
110% is achieved.
$1,158m
$92m
$166.5m1
$672m2
$930.5m
50.50%
1.
Consistent with the outcome disclosed in the 2023 Annual Report for the 2021 LTI Plan.
2.
Includes the negative working capital impact of the legacy handset receivables financing activities. This is calculated on a consistent
basis with the target and outcomes for Year 1 and Year 2.
Based on the achievement against the 2022 LTI hurdles outlined in Tables 8.1.1 and 8.1.2, 25.25% of the
performance rights granted in respect of the 2022 LTI Plan will vest in March 2025.
8.2 2021 LTI Outcome
As outlined in the 2023 Remuneration Report, there was no vesting under the 2021 LTI Plan. The performance
rights granted under that plan to Executive KMP lapsed in March 2024.
9. Total Remuneration Outcomes 2024
9.1 2024 Total Remuneration Allocated
Table 9.1.1 below details actual total remuneration allocated to Executive KMP (both in cash and the face value
of equity) for 2024, for those that held the role as at 31 December 2024. The 2024 LTI and the 2024 PRRP
allocation will only have value if the specified hurdles are met after the three year performance period.
9.1.1 2024 Total Remuneration Allocated
EXECUTIVE KMP
2024 FIXED
REMUNERATION
2024 STI
ACTUAL1
2024 LTI GRANT
ALLOCATED
VALUE2
2024 PRRP GRANT
ALLOCATED
VALUE3
2024 ACTUAL TOTAL
REMUNERATION
ALLOCATED
Iñaki Berroeta
$
2,078,666 $
2,652,353 $
3,090,000 $
2,060,000 $
9,881,019
John Boniciolli
$
898,666 $
712,922 $
870,000 $
870,000 $
3,351,588
Kieren Cooney
$
997,291 $
761,112 $
973,350 $
973,350 $
3,705,103
Vanessa Hicks4
$
630,992 $
694,130 $
810,000 $
810,000 $
2,945,122
Jonathan Rutherford
$
833,700 $
662,904 $
808,962 $
808,962 $
3,114,528
1.
50% paid as cash and 50% granted as deferred share rights, vesting equally over two years.
2.
Includes the grant value of the 2024 LTI Plan.
3.
Includes the grant value of the one-off 2024 Performance Rights Retention Plan (PRRP).
4.
Vanessa Hicks was appointed as a KMP on 28 March 2024. 2024 STI Actual, 2024 LTI and 2024 PRRP values each reflect the full
year, but not Fixed Remuneration, which only reflects the period she has been KMP.
9.2 2024 Total Remuneration Received
Table 9.2.1 below details total actual remuneration received by each Executive KMP in 2024, for those who
held the role as at 31 December 2024. The table comprises cash payments made and the value of any short-
term equity from previously awarded STI plans that vested in 2024.
Directors’ report | Remuneration Report continued
Page 61 | TPG Telecom Annual Report 2024
9.2.1 2024 Actual Cash Received
EXECUTIVE KMP
2024 FIXED
REMUNERATION
2024 STI CASH1
STI VESTED2,3
LTI VESTED4
2024 TOTAL CASH
RECEIVED
Iñaki Berroeta
$
2,078,666
$1,326,177
$
717,476 $
0 $
4,122,319
John Boniciolli
$
898,666
$356,461
$
— $
0 $
1,255,127
Kieren Cooney
$
997,291
$380,556
$
204,581 $
0 $
1,582,428
Vanessa Hicks
$
630,992
$347,065
$
119,551 $
0 $
1,097,608
Jonathan Rutherford $
833,700
$331,452
$
125,967 $
0 $
1,291,119
1.
2024 STI Plan cash payment that will be made in 2025.
2.
Includes Tranche 2 of the 2021 STI DSRs and Tranche 1 of the 2022 STI DSRs.
3.
Value is calculated at the time of grant, using the VWAP from the five days after TPG Telecom’s annual results are released. For
Tranche 2 of the 2021 DSRs, this was $5.70, and for Tranche 1 of the 2022 DSRs, this was $4.99. The closing share price on the
vesting date was $4.48.
4.
As reported in the 2023 Remuneration Report, no performance rights with respect to the 2021 LTI Plan vested. These were due to
vest in March 2024.
9.3 Alignment with Shareholder Interests
The alignment of the Company’s performance for FY24 with remuneration outcomes for Executive KMP is
outlined in Table 9.3.1.
9.3.1 Five Year Performance History
FINANCIAL
20201
2021
2022
2023
2024
Service Revenue ($m)
3,295
4,372
4,439
4,632
4,702
EBITDA ($m)
1,391
1,727
2,1352
1,9303
1,988
OFCF ($m)
361
596
92
1674
672
NPAT ($m) – statutory basis
734
113
513
49
(107)
ROIC (%)5
—
4.9 %
5.2 %
5.7 %
6.1 %
EPS (cents)6
—
12.0
12.6
10.5
10.7
Dividends Paid ($m)
N/A
288
325
335
334
Share Price7 ($)
7.22
5.89
4.89
5.18
4.49
1.
2020 includes 12 months’ results for Vodafone Hutchison Australia (now TPG Telecom Limited) and six months and 4 days’
contribution from TPG Corporation. Service Revenue and EBITDA are derived from statutory financial statements.
2.
For FY22, EBITDA for remuneration purposes included the $402m gain from the sale of the tower and rooftop assets and excluded
$18m of other one-offs. On the same basis as FY24, FY22 EBITDA was $1,751m ($2,135m minus $402m, plus $18m).
3.
The EBITDA outcome for the 2023 STI Plan was $1,929.9m as it excluded transformation costs of $38.3m but included transaction
costs of $31m. If this number is adjusted on the same basis as for 2024, the result would be an outcome for 2023 of $1,923m (the
difference between $38m and $31m).
4.
The STI outcome for 2023 as per footnote 2 of Table 5.4.3, excludes the negative impact of transaction costs of $31m to be on the
same basis as the STI calculated for 2024. This gives an adjusted 2023 outcome of $197.6m.
5.
ROIC (LTIP basis) numbers are NOPAT including transformation cost divided by the average capital invested. This is the basis on
which LTIP will be calculated going forward.
6.
EPS (LTIP Basis) measures statutory net profit after tax (NPAT), adjusted by adding back customer base amortisation and material
one-offs (subject to the discretion of the Board), divided by the weighted average number of shares on issue over the year.
Transformation costs have been included in NPAT in all applicable years.
7.
Closing share price at 31 December.
Directors’ report | Remuneration Report continued
Page 62 | TPG Telecom Annual Report 2024
10. Minimum Shareholding Requirements
To align Executive interests with shareholders, a minimum shareholding requirement is set for all Executive
KMP as follows:
10.1.1 Executive KMP Minimum Shareholding Requirement
EXECUTIVE KMP
MINIMUM SHAREHOLDING
TIMEFRAME TO ACHIEVE
Commenced as KMP before
1 January 2023
One year’s base salary calculated on
the value of shares held directly or
indirectly by the Executive KMP.
Seven years from commencement
Commenced as KMP after
1 January 2023
Five years from commencement
In 2023, following feedback from proxy advisors, the minimum shareholding policy was updated to exclude
unvested performance and deferred share rights from the minimum shareholding calculation. To mitigate the
impact of this, the timeframe for achieving the minimum shareholding was extended from five to seven years
for selected executives. This was disclosed in the FY23 Annual Report. At 31 December 2024, none of the
Executive KMP had reached the end of the acquisition period to achieve the minimum shareholding.
The RGC monitors compliance with minimum shareholding requirements annually. A share trading policy
ensures Executives adhere to insider trading laws, restricting trades to defined windows. Any breach is taken
seriously and may result in legal action, up to and including termination. Compliance with shareholding
requirements is contingent on adherence to the share trading policy and insider trading provisions of the
Corporations Act 2001.
11. Looking forward to 2025
For 2025, a comprehensive analysis was undertaken across the ASX 31-70 peer group, based on data as at
December 2024.
Considering TPG Telecom’s market capitalisation for the majority of 2024, benchmarks used for 2025
remuneration no longer reference the ASX 21-60 peer group as was done in 2023 for 2024 remuneration.
Limited changes are proposed for fixed remuneration, STI and LTI for Executive KMP in 2025. The effective
date for the fixed remuneration changes will be 1 March 2025, aligned with the rest of the Company. The
effective date for the purpose of calculating STI and LTI is 1 January 2025. The Board will retain discretion to
make changes to the STI and LTI as it deems appropriate, including as a result of potential changes in the
business from the proposed sale of fibre network infrastructure assets and Fixed EGW business.
11.1 2025 Base Salary
Base salaries, which are typically reviewed annually, will increase for the CEO by 2.5% in 2025, which is below
the rate of inflation. Salaries for two Other Executive KMP will increase by 2.5% and 3.5% respectively.
11.2 2025 STI
The percentage of STI opportunity relative to Base Salary has increased for one Executive KMP from 75%
to 100% for the 2025 and 2026 performance years. This temporary increase has been applied taking into
consideration the Executive’s contribution to the management of TPG’s Enterprise, Government and Wholesale
assets, including the contribution to strategic initiatives, continued business operations and retention of
customers and people.
There is no change to the percentage of base salary that constitutes the STI opportunity for the CEO and other
Executive KMP. The STI measures remain consistent with 2024, with the customer measure to remain as NPS.
Alternative measures will continue to be considered.
The Board will retain discretion to alter the STI including as a result of potential changes in the business from
the fibre network infrastructure assets transaction.
Directors’ report | Remuneration Report continued
Page 63 | TPG Telecom Annual Report 2024
11.3 2025 LTI
The percentage of LTI opportunity relative to Base Salary will remain unchanged for the Executive KMP and
CEO.
While TPG Telecom’s renewable electricity commitment remains a priority for the organisation and targets for
2023 and 2024 remain unchanged, the ESG hurdle for this plan has been removed, with the ROIC and EPS
hurdle weightings each being increased from 45% to 50%.
The proposed targets and vesting schedule for the 2025 LTI Plan are outlined in Table 11.3.1. The Board will
retain discretion to alter the LTI including as a result of potential changes in the business from the fibre network
infrastructure assets transaction or other material one-off events.
11.3.1 2025 LTI Plan Measures and Targets
PERFORMANCE
MEASURES AND
WEIGHTINGS
TARGETS
MEETS
THRESHOLD
BETWEEN
THRESHOLD
AND MAXIMUM
MEETS OR
EXCEEDS
MAXIMUM
ROIC
50%
ROIC is measured against targets set by the Board to
achieve growth over a three-year period (2025 to
2027).
Performance at target is set to exceed the 2024 post-
tax weighted average cost of capital (WACC) and the
2024 base year ROIC, which on a comparable basis
was 6.1%1.
Performance at maximum would reflect a further
significant improvement. ROIC is measured at the end
of the performance period.
50% of rights
granted vest
Straight-line
pro rata
vesting
between
50.1% and
100%
100% of
rights
granted
vest
EPS
50%
EPS is measured against targets set by the Board to
achieve significantly improved performance over a
three-year period (2025 to 2027).
The baseline EPS result in 2024 was 10.7 cents1. At
threshold, target and maximum levels, the hurdle for
the 2025 LTI Plan is equal to the 2023 and 2024 LTI
Plans, despite the reduction in the 2024 base year
EPS from 2023 and 2022.
As such, achievement at maximum in 2027 would
reflect double-digit compound annual growth against
the 2024 base year. EPS is measured at the end of
the performance period.
50% of rights
granted vest
Straight-line
pro rata
vesting
between
50.1% and
100%
100% of
rights
granted
vest
1.
For FY24, NOPAT for ROIC and NPAT for EPS were adjusted for material one-offs as follows: transaction costs, separation costs,
redundancy costs and MOCN impairment impacts.
The assessment of achievement against the 2025 LTI Plan targets for all measures will be reported in the 2027
Annual Report. The Board has the discretion to make downward or upward adjustments for one-off or other
items as it deems appropriate, while taking into consideration the benefits or otherwise for shareholders.
Adjustment for any material one-offs in the testing year is at Board discretion, which if exercised would be
disclosed. If the proposed sale of fibre network infrastructure assets and Fixed EGW business proceeds, the
Board will consider adjustments to targets if appropriate.
Directors’ report | Remuneration Report continued
Page 64 | TPG Telecom Annual Report 2024
12. Remuneration Governance
The Board of Directors of TPG Telecom has oversight of TPG Telecom’s remuneration arrangements and is
accountable for remuneration as well as for related policies and processes.
The Remuneration and Governance Committee (RGC) undertakes detailed work on remuneration and provides
advice to the full Board through formal reports and recommendations, minutes and verbal reports provided to
the Board by the Chairman of the RGC.
12.1 Responsibilities of the Board and the RGC
The responsibilities of the Board and the RGC, as defined in the Board and Remuneration and Governance
Committee Charters, are outlined in Table 12.1.1.
12.1.1 Responsibilities of the Board and the RGC
AREA
APPROVED BY BOARD ON
RECOMMENDATION OF RGC
ROLE OF THE RGC
Executive
remuneration
• Remuneration policies
• Remuneration arrangements for CEO and
Executives and the Company Secretary
• Performance and remuneration outcomes for
the CEO and Executives (including annual or
ad-hoc reviews)
• Design and outcomes for all employee
incentive plans involving equity in the
Company
• Assessment of performance against STI
group financial and risk gateways and
individual behavioural gateways
• Gender outcomes to avoid gender or other
bias
• Minimum shareholding policy
In addition to making recommendations to the Board,
the RGC undertakes the following:
• Reviews remuneration policies to ensure they
reflect:
–
ASX position and complexity of roles
–
risks involved
–
time demands and requirements of each
role
–
relevant industry and related benchmarks
–
retention risk given market conditions
• Assesses performance against gateways and STI
performance against metrics
• Exercises delegated discretions under employee
incentive and equity plans
• Monitors the effectiveness of employee incentive
and equity plans
• Ensures practices and procedures comply with
legal and ASX requirements and are in line with
current market practices
• Reviews remuneration reporting to ensure it
complies with legal and governance requirements
• Monitors conformance with minimum shareholding
requirement
Non-Executive
Director
remuneration
• Remuneration policies
• Remuneration fees (subject to the aggregate
cap) as approved by shareholders
• Minimum shareholding policy
• Monitors conformance with minimum shareholding
requirement
Directors’ report | Remuneration Report continued
Page 65 | TPG Telecom Annual Report 2024
12.2 Composition of the RGC
The RGC consists of three Non-Executive Directors, with a majority (two) being independent.
12.2.1 Members of the RGC
NON-EXECUTIVE KMP
ROLE
TERM AS KMP
Dr Helen Nugent AC
Independent Non-Executive Director, Senior Independent Director,
Remuneration & Governance Committee Chairman & Nomination
Committee Chairman
Full year
Frank Sixt
Non-Executive Director
Full year
Paula Dwyer
Independent Non-Executive Director and Audit & Risk Committee
Chairman
Commenced 21
October 2024
Arlene Tansey
Independent Non-Executive Director and Audit & Risk Committee
Chairman
Ceased 21 October
2024
All members of the RGC have experience in both human resources and risk to achieve effective governance of
TPG Telecom’s remuneration system. In addition, all members of the RGC have extensive experience in
remuneration either through their professional background or as members of the committees of other boards,
either in Australia or overseas.
12.3 Remuneration Governance processes
In 2024, the RGC met four times to address remuneration issues. Director’s attendance at the meetings is set
out in the Directors’ Report.
Over that period, the RGC paid sustained attention to the design and operation of remuneration policies and
practices, including benchmarking for KMP roles, at the same time as being acutely aware of the need to
motivate and retain employees in a highly competitive talent market, particularly given executive changes
occurring in the telecommunications sector.
Strong and robust processes exist for making remuneration decisions for senior employees, including
Executive KMP, which also involve assiduous management of conflicts of interest. These processes are
rigorously followed both by the RGC and the Board.
The RGC and the Board also discusses with the CEO the performance of each member of the senior
management team, including Executive KMP.
The RGC and the Board also met without the CEO in attendance to evaluate his performance, with this
conversation supported by a stewardship report.
To assist with determination of the CEO’s remuneration, a range of benchmark data was sought from Aon
Hewitt as an independent third party, in addition to assessing publicly available information, including detailed
analysis of ASX annual reports. This data was considered in detail by the RGC as input to its recommendations
and decision-making and in determining the relevant ASX peer group. However, no recommendation, as
defined by the Corporations Act 2001, was sought from a third party.
12.4 Non-Executive Director Remuneration
Non-Executive Directors are remunerated in ways that support the retention of their independence and their
commitment to performance for shareholders.
As approved by shareholders in 2020, the maximum aggregate fee pool available for Non-Executive Directors
is $2.5 million.
From a review in 2023, for 2024, Non-Executive Director fees were determined with reference to the median of
the relevant ASX peer group of companies. For 2024, this was the ASX 21-60 and ASX 31-70 which was the
same benchmark used for Executive KMP. As disclosed in the 2023 Remuneration Report, the following
changes were made to Non-Executive Director fees in 2024:
• An increase to the base fee for the two Independent Non-Executive Directors from $165,000 to $185,000.
• An increase to the Audit and Risk Committee Chairman fee from $50,000 to $60,000 and Audit and Risk
Committee Non-Executive member fee from $25,000 to $30,000.
• An additional fee payable to the Senior Independent Non-Executive Director of $20,000.
Directors’ report | Remuneration Report continued
Page 66 | TPG Telecom Annual Report 2024
Table 12.4.1 below outlines the fees (inclusive of superannuation) paid to Non-Executive Directors in 2024.
12.4.1 Non-Executive Director Fees for 2024
ROLE
BOARD
AUDIT AND RISK
COMMITTEE
REMUNERATION &
GOVERNANCE
COMMITTEE
NOMINATION COMMITTEE
Chairman
$
450,000 $
60,000 $
50,000
No additional fees are paid
to the Chairman or Members
of the Nomination
Committee
Independent
Non-Executive Director
$
185,000 $
30,000 $
25,000
Non-Independent
Non-Executive Director
$
165,000 $
30,000 $
25,000
Senior Independent
Non-Executive Director
$
20,000
(additional fee)
After a review in 2024, no changes are proposed for Non-Executive Director fees for FY25.
A Non-Executive Director nominated by a shareholder may elect to have their Director’s fee paid to their
nominating shareholder. For Non-Executive Directors in 2024, this included Canning Fok, Frank Sixt, Pierre
Klotz and Serpil Timuray.
12.5 Non-Executive Director Minimum Shareholding Requirement
To align the interests of the Board with that of shareholders, the Board has a minimum shareholding
requirement for Non-Executive Directors as follows:
12.5.1 Non-Executive Director Minimum Shareholding Requirement
NON-EXECUTIVE DIRECTOR
MINIMUM SHAREHOLDING
TIMEFRAME TO ACHIEVE
Non-Executive Directors who directly
receive fees
One year’s base fee calculated on the value of
shares held directly or indirectly by the Non-
Executive Director.
Four years from the date of
appointment.
Non-Executive Directors whose fees
are paid to a nominating shareholder
No minimum shareholding requirement.
No minimum shareholding
requirement.
The shareholding requirement is reviewed annually. At any point in time, the value of a Non-Executive
Director’s minimum holding is calculated as the higher of the purchase price or current market price.
As at 31 December 2024, as a result of an increase to base fees coupled with additional restrictions on trading
throughout 2024 due to the ongoing confidential negotiations with regard to the proposed sale of fibre network
infrastructure assets and Fixed EGW business, one Non Executive Director (Dr Helen Nugent) did not reach
the incremental minimum shareholding as at 31 December 2024. Dr Nugent has indicated her intention to meet
this requirement during the next unrestricted share purchase period for Non-Executive Directors.
This situation has arisen because the Board has adopted a share trading policy to ensure Non-Executive
Directors comply with insider trading laws in their trading of TPG Telecom shares. The policy requires Non-
Executive Directors to only trade within defined windows, document all shareholdings, as well as to provide the
Company with written acknowledgement of any trades. Management monitors trading of all Non-Executive
Directors.
Non-Executive Directors are required to advise the Company Secretary of the purchase price at the time of
purchase.
A breach of policy is regarded seriously by the Board and may constitute a breach of the law, and as such lead
to appropriate action being taken against the Non-Executive Director. The RGC annually monitors conformance
of Non-Executive Directors with this policy. There were no breaches of this policy in 2024.
Directors’ report | Remuneration Report continued
Page 67 | TPG Telecom Annual Report 2024
13. Appendices (Statutory Tables)
13.1 Executive Service Agreements
Table 13.1.1 below sets out the main terms and conditions of the employment contracts of those who were
Executive KMP as at 31 December 2024.
13.1.1 Executive Terms of Service
TERMS OF SERVICE
CEO & MANAGING
DIRECTOR
IÑAKI BERROETA
EXECUTIVE KMP
(EMPLOYED PRIOR TO 1
JANUARY 2022)
EXECUTIVE KMP
(EMPLOYED AFTER 1
JANUARY 2022)
Employee notice period
Twelve months
Six months
Six months
TPG Telecom notice period
Twelve months
Six months
Six months
Term of Agreement
Unlimited term
Unlimited term
Unlimited term
Remuneration Review
Annual
Annual
Annual
Restraint and non-solicitation
period
Twelve months
Six months
Six months
Termination arrangements
Entitled to severance of
six months’ base salary
Entitled to severance of three
months’ base salary or
statutory entitlement
whichever is greater
As per statutory entitlements
Directors’ report | Remuneration Report continued
Page 68 | TPG Telecom Annual Report 2024
13.2 Executive Statutory Remuneration
Details of remuneration for Executives are set out below in accordance with statutory disclosure requirements under the Corporations Act 2001 and the Australian
Accounting Standards. Due to the requirements of the accounting standards, statutory disclosure does not reflect cash received throughout 2024.
13.2.1 Executive Statutory Remuneration
SHORT TERM BENEFITS
POST-
EMPLOYMENT
BENEFITS
OTHER
PAYMENTS
LONG
TERM
BENEFITS
PAYMENTS TO BE SETTLED IN EQUITY
NAME
YEAR
BASE CASH
SALARY
STI CASH1
NON-
MONETARY
BENEFITS2
SUPER-
ANNUATION3
TERMINATION
/ OTHER
LEAVE4
SHORT
TERM
INCENTIVE5
LONG TERM
INCENTIVE6,7
PERFORMANCE
RIGHTS
RETENTION
PLAN8
TOTAL
PERFORMANCE
RELATED
REMUNERATION
Iñaki
Berroeta
2024
$ 2,050,000 $ 1,326,177 $
13,690 $
28,666 $
— $ (210,611) $ 1,171,669 $ 2,331,133 $
402,215 $ 7,112,939
74 %
2023
$ 1,975,000 $ 1,336,830 $
27,622 $
26,346 $
— $ 501,626 $
808,262 $
836,696 $
— $ 5,512,382
54 %
John
Boniciolli9
2024
$
870,000 $ 356,461 $
25,190 $
28,666 $
— $
3,373 $
117,422 $
232,570 $
169,867 $ 1,803,549
49 %
2023
$
118,637 $
— $
1,489 $
6,850 $
115,000 10 $
10,971 $
— $
— $
— $ 252,947
— %
Kieren
Cooney
2024
$
968,625 $ 380,556 $
18,532 $
28,666
$
3,952 $
356,479 $
740,561 $
190,047 $ 2,687,418
62 %
2023
$
937,500 $ 427,128 $
17,498 $
26,346 $
53,438 11 $
14,335 $
243,794 $
263,603 $
— $ 1,983,642
47 %
Directors’ report | Remuneration Report continued
Page 69 | TPG Telecom Annual Report 2024
1 2024 STI cash includes actual STI amounts relating to the 2024 STI Plan performance year to be paid in 2025.
2 Non-monetary benefits are inclusive of any relevant fringe benefits tax and include car parking, medical and health insurance costs, tax support, relocation, entertainment and permanent residency costs.
3 Superannuation is reflective of the amount paid up to the annual statutory cap for Executive KMP who reached this cap within the year.
4 Leave is calculated based on the movement in Annual Leave and Long Service Leave comparing the accrual at the beginning of FY24 to the accrual at the end of FY24 or to the end of the Executive’s term
as KMP within FY24. A negative value is the result of the Executive taking the leave they had accrued during the year in addition to leave from their prior leave balance.
5 For equity settled in STI, 50% of the deferred share rights (DSRs) accrued will vest after one year, with the remainder accrued and vesting after two years, both subject to relevant forfeiture conditions. The
fair value of the rights is determined based on the market price of the Company’s shares at year-end, with an adjustment made to take into account the vesting period and expected dividends during that
period that will not be received by each KMP. The fair value of rights granted in prior years included in these figures is determined based on the market price on the grant date, with an adjustment made to
take into account the vesting period and expected dividends during that period that were not received by the KMP. These figures represent all STI plans currently on foot for the Executive KMP.
6 Performance share rights (PSRs) for the 2023 LTI Plan, subject to meeting hurdles, will vest on 31 March 2026. The total number of PSRs to be allocated was calculated based on the five-day VWAP of
$4.99 over the period of 28 February 2023 to 6 March 2023. The fair value of these rights was determined for the grant date of 11 May using the Black-Scholes model for all hurdles.
7 Performance share rights (PSRs) for the 2024 LTI Plan, subject to meeting hurdles, will vest on 31 March 2027. The total number of PSRs to be allocated was calculated based on the five-day VWAP of
$4.71 over the period of 27 February 2024 to 4 March 2024. The fair value of these rights was determined for the grant date of 13 May using the Binomial tree model for all hurdles.
8 Performance share rights (PSRs) and Retention share rights (RSRs) for the 2024 Performance Rights Retention Plan, subject to meeting hurdles, will vest on 31 March 2027. The total number of rights to be
granted was calculated based on the five-day VWAP of $4.71 over the period of 27 February 2024 to 4 March 2024. For the PSRs the fair value of these rights was determined for the grant date of 13 May
using the Monte-Carlo simulation model for the TSR hurdle. For RSRs the fair value of these rights was determined for the grant date of 13 May using the Binomial tree model for the TSR hurdle.
9 Represents remuneration received during period as KMP, commencing 13 November 2023.
10 Represents an amount paid in 2023, agreed on the Executive’s appointment with the Company related to the forfeiture of incentives from a previous employer. The payments mirror the timing and at target
value of incentive payments from the previous employer.
11 Represents the accrued portion of an amount paid in September 2023. The amount was agreed on at the time of the Executive’s appointment with the Company and is related to the forfeiture of incentives
from a previous employer. The payment mirrors the timing and at target value of incentive payments from the previous employer.
SHORT TERM BENEFITS
POST-
EMPLOYMENT
BENEFITS
OTHER
PAYMENTS
LONG
TERM
BENEFITS
PAYMENTS TO BE SETTLED IN EQUITY
NAME
YEAR
BASE CASH
SALARY
STI CASH1
NON-
MONETARY
BENEFITS2
SUPER-
ANNUATION3
TERMINATION
/ OTHER
LEAVE4
SHORT
TERM
INCENTIVE5
LONG TERM
INCENTIVE6,7
PERFORMANCE
RIGHTS
RETENTION
PLAN8
TOTAL
PERFORMANCE
RELATED
REMUNERATION
Vanessa
Hicks12
2024
$
608,926 $ 347,065 $
13,388 $
22,066 $
— $
(20,297) $
162,961 $
295,050 $
120,559 $ 1,549,718
60 %
2023
$
— $
— $
— $
— $
— $
— $
— $
— $
— $
—
— %
Jonathan
Rutherford
2024
$
805,035 $ 331,452 $
28,712 $
28,666 $
— $
23,738 $
297,190 $
609,091 $
157,950 $ 2,281,834
61 %
2023
$
773,500 $ 354,991 $
46,011 $
26,346 $
— $
8,973 $
187,541 $
274,096 $
— $ 1,671,458
49 %
Subtotal
2024
$ 5,302,586 $ 2,741,711 $
99,512 $
136,730 $
— $ (199,845) $ 2,105,721 $ 4,208,405 $
1,040,638 $ 15,435,458
65 %
2023
$ 3,804,637 $ 2,118,949 $
92,620 $
85,888 $
168,438 $ 535,905 $ 1,239,597 $ 1,374,395 $
— $ 9,420,429
50 %
Former KMP
Ana
Belea13
2024
$
198,314 $
— $
5,581 $
7,100 $
618,325 14 $
7,156 $ 288,784 15 $ 730,026 16 $
— $ 1,855,286
55 %
2023
$
773,375 $ 366,772 $
4,166 $
26,846 17 $
— $
1,125 $
205,414 $
208,427 $
— $ 1,586,125
49 %
Grant
Dempsey18
2024
$
— $
— $
— $
— $
— $
— $
— $
— $
— $
—
— %
2023
$
762,667 $ 377,949 $
4,753 $
26,346 $
176,893 19 $
70,657 $ 129,956 20 $ 1,103,875 21 $
— $ 2,653,096
61 %
Total
2024
$ 5,500,900 $ 2,741,711 $ 105,093 $
143,830 $
618,325 $ (192,689) $ 2,394,505 $ 4,938,431 $
1,040,638 $ 17,290,744
64 %
2023
$ 5,340,679 $ 2,863,670 $ 101,539 $
139,080 $
345,331 $ 607,687 $ 1,574,967 $ 2,686,697 $
— $ 13,659,650
52 %
Directors’ report | Remuneration Report continued
Page 70 | TPG Telecom Annual Report 2024
12 Commenced role as KMP on 28 March 2024, values reflect the KMP period except for the STI cash value which reflects the cash value for the full FY24 performance year.
13 Ceased role as KMP on 28 March 2024.
14 Represents the termination payment made on departure including contractual notice period and contractual severance provisions.
15 Includes deferred equity granted under the 2022 and 2023 STI Plans that remain on foot but under accounting standards needs to be fully recognised in this statutory remuneration report.
16 Includes performance rights granted under the 2022 LTI Plan and 2023 LTI Plan that remain on foot but under accounting standards needs to be fully recognised in this statutory remuneration report. As
outlined in Section 8.1, only 25.25% of the performance rights granted for the 2022 LTI Plan will vest.
17 Superannuation includes an additional $500 superannuation payment related to TPG Telecom’s Super Bump program where all female employees with over 12 months tenure are provided an additional
$500 superannuation annually.
18 Represents remuneration received during period as KMP, ceasing 12 November 2023.
19 Represents the accrued portion of an amount paid in 2023 for period as KMP. The amount was agreed on at the time of the Executive’s appointment with the Company and is related to the forfeiture of
incentives from a previous employer. The payment mirrors the timing and at target value of incentive payments from the previous employer.
20 Includes deferred equity granted under the 2022 STI Plan that remains on foot but which under accounting standards needs to be fully recognised in this statutory remuneration report, consistent with prior
disclosures.
21 Includes performance rights granted under the 2022 LTI Plan and 2023 LTI Plan that remains on foot but which under accounting standards needs to be fully recognised in this statutory remuneration report,
consistent with prior disclosures. As outlined in Section 8.1, only 25.25% of the performance rights granted for the 2022 LTI Plan will vest, which has not been taken account in these numbers.
13.3 Non-Executive Director Statutory Remuneration
Details of remuneration for Non-Executive Directors are set out below in accordance with statutory disclosure
requirements under the Corporations Act 2001 and the Australian Accounting Standards. This statutory
disclosure does not necessarily reflect cash received throughout 2024.
13.3.1 Non-Executive Director Statutory Remuneration
SHORT-TERM BENEFITS
POST-EMPLOYMENT
BENEFITS
NAME
YEAR
CASH SALARY
AND FEES
NON-
MONETARY
BENEFITS
SUPERANNUATION
TERMINATION
BENEFITS
TOTAL
Canning Fok
2024
$
450,000 $
— $
— $
— $
450,000
2023
$
450,000 $
— $
— $
— $
450,000
Paula Dwyer1
2024
$
48,255 $
— $
5,549 $
— $
53,804
2023
$
— $
— $
— $
— $
—
Pierre Klotz
2024
$
195,000 $
— $
— $
— $
195,000
2023
$
190,000 $
— $
— $
— $
190,000
Robert Millner
2024
$
148,315 $
— $
16,685 $
— $
165,000
2023
$
148,985 $
— $
16,015 $
— $
165,000
Antony Moffatt
2024
$
148,315 $
— $
16,685 $
— $
165,000
2023
$
148,985 $
— $
16,015 $
— $
165,000
Dr Helen Nugent AC
2024
$
256,181 $
— $
28,397 $
— $
284,578
2023
$
216,705 $
— $
23,295 $
— $
240,000
Frank Sixt
2024
$
190,000 $
— $
— $
— $
190,000
2023
$
190,000 $
— $
— $
— $
190,000
Jack Teoh
2024
$
148,315 $
— $
16,685 $
— $
165,000
2023
$
148,985 $
— $
16,015 $
— $
165,000
Serpil Timuray2
2024
$
165,000 $
— $
— $
— $
165,000
2023
$
124,637 $
— $
— $
— $
124,637
Diego Massidda3
2024
$
— $
— $
— $
— $
—
2023
$
45,968 $
— $
— $
— $
45,968
Arlene Tansey4
2024
$
210,212 $
— $
6,962 $
— $
217,174
2023
$
222,651 $
— $
17,349 $
— $
240,000
TOTAL
2024
$
1,959,594 $
— $
90,962 $
— $
2,050,556
2023
$
1,886,916 $
— $
88,689 $
— $
1,975,605
1.
Paula Dwyer was appointed a Non-Executive Director on 21 October 2024.
2.
Serpil Timuray was appointed a Non-Executive Director on 29 March 2023.
3.
Diego Massidda ceased his role as a Non-Executive Director on 28 March 2023.
4.
Arlene Tansey ceased her role as a Non-Executive Director on 21 October 2024.
Directors’ report | Remuneration Report continued
Page 71 | TPG Telecom Annual Report 2024
13.4 Equity Movements
Table 13.4.1 provides movements in equity during the financial year for Non-Executive Directors and
Executives who were KMP for all or part of 2024. The numbers in this table reflect equity holdings and
movements only for the period the Non-Executive Director or Executive was KMP.
13.4.1 Equity Movements
NAME
HOLDING AT START OF
TERM AS KMP IN 2024
GRANTED AS
REMUNERATION
PURCHASED/
(SOLD)
BALANCE AT END OF
TERM AS KMP IN 2024
Canning Fok
—
—
—
—
Paula Dwyer1
—
—
—
—
Pierre Klotz
—
—
—
—
Robert Millner
8,673,058
—
—
8,673,058
Antony Moffatt
611,269
—
—
611,269
Dr Helen Nugent AC
28,000
—
—
28,000
Frank Sixt
—
—
—
—
Jack Teoh
133,258
—
—
133,258
Serpil Timuray
—
—
—
—
Arlene Tansey2
25,000
—
—
25,000
Iñaki Berroeta
235,073
134,625
—
369,698
John Boniciolli
—
—
—
—
Kieren Cooney
16,673
38,626
—
55,299
Vanessa Hicks3
—
22,473
(5,500)
16,973
Jonathan Rutherford
6,852
24,269
—
31,121
Ana Belea4
8,830
33,455
—
42,285
1.
Paula Dwyer was appointed as a Non Executive Director on 21 October 2024.
2.
Arlene Tansey ceased her role as a Non Executive Director on 21 October 2024.
3.
Vanessa Hicks commenced her role as a KMP on 28 March 2024
4.
Ana Belea ceased her role as a KMP on 28 March 2024.
Directors’ report | Remuneration Report continued
Page 72 | TPG Telecom Annual Report 2024
13.5 Additional Statutory Information
Terms and conditions of the share-based payment arrangements
Terms and conditions of each grant of Share Rights to the Executive KMP in a current or future reporting period
are as follows:
13.5.1 STI Deferred Share Rights
GRANT DATE
VESTING DATE
EXPIRY DATE
FAIR VALUE PER
SHARE RIGHT AT
GRANT DATE
NUMBER OF
SHARE RIGHTS AT
GRANT DATE
%
VESTED
STI Deferred Share Rights
6 May 2021
31 March 2023
31 March 2024
$4.80
27,354
100 %
3 & 5 May 2022
31 March 2023
31 March 2024
$5.47
113,808
100 %
3 & 5 May 2022
31 March 2024
31 March 2025
$5.26
113,805
100 %
11 May 2023
31 March 2024
31 March 2025
$5.41
147,028
— %
11 May 2023
31 March 2025
31 March 2026
$5.23
147,027
— %
13 May 2024
31 March 2025
31 March 2026
$4.40
288,148
— %
13 May 2024
31 March 2026
31 March 2027
$4.24
288,146
— %
13.5.2 LTI Performance Share Rights
GRANT DATE
VESTING DATE
EXPIRY DATE
HURDLE
FAIR VALUE
PER SHARE
RIGHT AT
GRANT DATE
NUMBER OF
SHARE RIGHTS
AT GRANT DATE
%
VESTED
LTI Performance Share Rights
6 May 2021
31 March 2024
31 March 2025
OFCF
$4.80
381,162
0 %
6 May 2021
31 March 2024
31 March 2025
TSR
$1.26
381,159
0 %
24 September 2021
31 March 2024
31 March 2025
OFCF
$6.54
73,751
0 %
24 September 2021
31 March 2024
31 March 2025
TSR
$2.73
73,750
0 %
3 May 2022
31 March 2025
31 March 2026
OFCF
$5.07
299,720
— %
3 May 2022
31 March 2025
31 March 2026
TSR
$3.02
299,716
— %
5 May 2022
31 March 2025
31 March 2026
OFCF
$5.07
243,421
— %
5 May 2022
31 March 2025
31 March 2026
TSR
$2.98
243,421
— %
11 May 2023
31 March 2026
31 March 2027
ROIC
$5.06
576,777
— %
11 May 2023
31 March 2026
31 March 2027
EPS
$5.06
576,773
— %
11 May 2023
31 March 2026
31 March 2027
ESG
$5.06
128,170
— %
13 May 2024
31 March 2027
31 March 2028
ROIC
$4.08
626,019
— %
13 May 2024
31 March 2027
31 March 2028
EPS
$4.08
626,015
— %
13 May 2024
31 March 2027
31 March 2028
ESG
$4.08
139,113
— %
13.5.3 2024 Performance & Retention Share Rights
GRANT DATE
VESTING DATE
EXPIRY DATE
HURDLE
FAIR VALUE
PER SHARE
RIGHT AT
GRANT DATE
NUMBER OF
SHARE RIGHTS
AT GRANT DATE
%
VESTED
13 May 2024
31 March 2027
31 March 2028
rTSR
$1.88
586,233
— %
13 May 2024
31 March 2027
31 March 2028
Retention
$4.08
586,231
— %
Directors’ report | Remuneration Report continued
Page 73 | TPG Telecom Annual Report 2024
Reconciliation of shares rights and ordinary shares held by KMP
Table 13.5.4 below shows how many share rights were granted, vested and forfeited during the year.
13.5.4 Reconciliation of shares rights and ordinary shares held by KMP under employee share plans
BALANCE AT
START OF
YEAR
GRANTED
DURING
YEAR
NUMBER
OF
RIGHTS
VESTED
VESTED
%
NUMBER OF
RIGHTS
FORFEITED
OR LAPSED
FORFEITED
OR LAPSED
%
BALANCE AT
END OF THE
YEAR
(UNVESTED)
Iñaki
Berroeta
2021 DSR
64,363
0
64,363
100 %
0
— %
0
2022 DSR
140,523
0
70,262
50 %
0
— %
70,261
2023 DSR
0
283,828
0
— %
0
— %
283,828
2021 LTI
408,088
0
0
— %
408,088
100 %
0
2022 LTI
486,842
0
0
— %
0
— %
486,842
2023 LTI
601,202
0
0
— %
0
— %
601,202
2024 LTI
0
656,050
0
— %
0
— %
656,050
2024 PRRP
0
437,367
0
— %
0
— %
437,367
John
Boniciolli
2024 LTI
0
184,713
0
— %
0
— %
184,713
2024 PRRP
0
184,713
0
— %
0
— %
184,713
Kieren
Cooney
2021 DSR
16,672
0
16,672
100 %
0
— %
0
2022 DSR
43,908
0
21,954
50 %
0
— %
21,954
2023 DSR
0
90,685
0
— %
0
— %
90,685
2021 LTI
132,352
0
0
— %
132,352
100 %
0
2022 LTI
157,894
0
0
— %
0
— %
157,894
2023 LTI
189,378
0
0
— %
0
— %
189,378
2024 LTI
0
206,656
0
— %
0
— %
206,656
2024 PRRP
0
206,656
0
— %
0
— %
206,656
Vanessa
Hicks1
2021 DSR
10,437
0
10,437
100 %
0
— %
0
2022 DSR
24,071
0
12,036
50 %
0
— %
12,035
2023 DSR
0
48,542
0
— %
0
— %
48,542
2021 LTI
52,941
0
0
— %
52,941
100 %
0
2022 LTI
64,421
0
0
— %
0
— %
64,421
2023 LTI
73,587
0
0
— %
0
— %
73,587
2024 LTI
0
171,974
0
— %
0
— %
171,974
2024 PRRP
0
171,974
0
— %
0
— %
171,974
Jonathan
Rutherford
2021 DSR
6,852
0
6,852
100 %
0
— %
0
2022 DSR
34,834
0
17,417
50 %
0
— %
17,417
2023 DSR
0
75,369
0
— %
0
— %
75,369
2021 LTI
44,560
0
0
— %
44,560
100 %
0
2022 LTI
125,263
0
0
— %
0
— %
125,263
2023 LTI
157,394
0
0
— %
0
— %
157,394
2024 LTI
0
171,754
0
— %
0
— %
171,754
2024 PRRP
0
171,754
0
— %
0
— %
171,754
Ana
Belea2
2021 DSR
15,829
0
15,829
100 %
0
— %
0
2022 DSR
35,252
0
17,626
50 %
0
— %
17,626
2021 LTI
102,941
0
0
— %
102,941
100 %
0
2022 LTI
125,263
0
0
— %
0
— %
125,263
2023 LTI
157,394
0
0
— %
0
— %
314,788
NAME1
GRANT
TYPE2,3,5
1.
Commenced as a KMP 28 March 2024.
2.
Ceased as a KMP 27 March 2024.
3.
DSRs includes 2021, 2022 and 2023 STI deferred share rights.
4.
LTI includes 2022, 2023 and 2024 performance rights. LTI rights are granted at maximum opportunity for Executive KMP.
5.
PRRP is the 2024 Performance & Retention Rights Plan, granted in May 2024.
Directors’ report | Remuneration Report continued
Page 74 | TPG Telecom Annual Report 2024
13.6 Related Party Transactions
There are no related party transactions in 2024 and no loans were made to any KMP.
This concludes the Remuneration Report, which has been audited as required by section 308(3C) of the
Corporations Act 2001 (Cth).
This Directors’ report is made in accordance with a resolution of the Directors on 28 February 2025.
Fok Kin Ning, Canning
Iñaki Berroeta
Chairman
Chief Executive Officer and Managing Director
28 February 2025
28 February 2025
Directors’ report | Remuneration Report continued
Page 75 | TPG Telecom Annual Report 2024
Auditor’s independence declaration
Page 76 | TPG Telecom Annual Report 2024
About this report
The Financial Report covers the group consisting of
TPG Telecom Limited and its controlled entities.
All amounts are presented in Australian dollars unless
stated otherwise.
TPG Telecom Limited is a company limited by shares,
incorporated and domiciled in Australia. Its registered
office and principal place of business is:
Level 27, Tower Two, International Towers Sydney,
200 Barangaroo Avenue, Barangaroo NSW 2000.
A description of the nature of the Group’s operations
and its principal activities is included in the Directors’
report on pages 6 to 30.
The financial report was authorised for issue by the
Directors on 28 February 2025. The Directors have
the power to amend and reissue the financial report.
Contents
Financial Statements
Consolidated income statement
78
Consolidated statement of comprehensive
income
79
Consolidated statement of financial position
80
Consolidated statement of changes in equity
81
Consolidated statement of cash flows
82
Notes to the Consolidated Financial Statements
Note 1. Reporting entity
83
Note 2. Basis of preparation
83
Note 3. Segment reporting
86
Note 4. Revenue from contracts with customers
88
Note 5. Multi-Operator Core Network ("MOCN")
agreement
90
Note 6. Other profit and loss items
91
Note 7. Income tax
92
Note 8. Earnings per share
96
Note 9. Cash and cash equivalents
96
Note 10. Trade and other receivables
99
Note 11. Inventories
101
Note 12. Derivative financial instruments and
hedge accounting
101
Note 13. Property, plant and equipment
104
Note 14. Right-of-use assets and lease liabilities 106
Note 15. Intangible assets
110
Note 16.Trade and other payables
114
Note 17. Borrowings
116
Note 18. Provisions
116
Note 19. Other liabilities
118
Note 20. Contributed equity
118
Note 21. Reserves
119
Note 22. Dividends
120
Note 23. Interests in other entities
121
Note 24. Related party transactions
123
Note 25. Share-based payments
124
Note 26. Commitments and contingencies
126
Note 27. Parent entity financial information
127
Note 28. Deed of cross guarantee
129
Note 29. Financial risk management
131
Note 30. Auditor's remuneration
137
Note 31. Events occurring after the reporting
period
137
Consolidated Entities Disclosure Statement
138
Directors’ Declaration
140
Independent Auditor’s Report
141
Financial report
Page 77 | TPG Telecom Annual Report 2024
2024
2023
NOTES
$m
$m
Revenue from contracts with customers
4
5,520
5,533
Other income
6
12
36
Cost of provision of telecommunication services
(1,533)
(1,580)
Cost of handsets and hardware sold
(786)
(884)
Technology costs
(391)
(405)
Employee benefits expense
6
(439)
(428)
Other operating expenses
6
(421)
(380)
Impairments and other charges
6
(250)
(17)
Earnings before interest, tax, depreciation and amortisation
1,712
1,875
Depreciation and amortisation expense
6
(1,485)
(1,472)
Results from operating activities
227
403
Finance income
6
3
4
Finance expenses
6
(381)
(345)
Net financing costs
(378)
(341)
(Loss)/profit before income tax
(151)
62
Income tax benefit/(expense)
7
44
(13)
(Loss)/profit after income tax
(107)
49
Attributable to:
Owners of the Company
(107)
49
2024
2023
NOTES
CENTS
PER
SHARE
CENTS
PER
SHARE
Earnings per share for profit attributable to owners of the Company
Basic earnings per share
8
(5.8)
2.6
Diluted earnings per share
8
(5.8)
2.6
The above consolidated income statement should be read in conjunction with the accompanying notes.
Consolidated income statement
for the year ended 31 December 2024
Page 78 | TPG Telecom Annual Report 2024
2024
2023
NOTES
$m
$m
(Loss)/profit for the year
(107)
49
Other comprehensive income
Items that may subsequently be reclassified to the income statement, net of
tax:
Net (loss)/gain on cash flow hedges taken to equity
21
(3)
3
Other comprehensive (loss) / income for the year, net of tax
(3)
3
Total comprehensive (loss) / income for the year, net of tax
(110)
52
Attributable to:
Owners of the Company
(110)
52
(110)
52
The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
Consolidated statement of comprehensive income
for the year ended 31 December 2024
Page 79 | TPG Telecom Annual Report 2024
2024
2023
NOTES
$m
$m
ASSETS
Current assets
Cash and cash equivalents
9
42
116
Trade and other receivables
10
972
968
Inventories
11
82
117
Derivative financial instruments
12
5
2
Prepayments and other assets
60
81
Total current assets
1,161
1,284
Non-current assets
Trade and other receivables
10
447
469
Property, plant and equipment
13
3,865
3,795
Right-of-use assets
14
1,469
1,709
Intangible assets
15
11,923
12,221
Deferred tax assets
7
218
171
Derivative financial instruments
12
—
3
Prepayments and other assets
11
16
Total non-current assets
17,933
18,384
Total assets
19,094
19,668
LIABILITIES
Current liabilities
Trade and other payables
16
1,031
1,174
Contract liabilities
4
315
294
Lease liabilities
14
136
122
Provisions
18
92
91
Other liabilities
19
32
41
Total current liabilities
1,606
1,722
Non-current liabilities
Contract liabilities
4
17
16
Borrowings
17
4,099
4,076
Lease liabilities
14
2,069
2,112
Provisions
18
101
67
Other liabilities
19
29
58
Total non-current liabilities
6,315
6,329
Total liabilities
7,921
8,051
Net assets
11,173
11,617
EQUITY
Contributed equity
20
18,399
18,399
Reserves
21
(2)
—
Accumulated losses
(7,224)
(6,782)
Equity attributable to owners of the Company
11,173
11,617
Total equity
11,173
11,617
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
Consolidated statement of financial position
as at 31 December 2024
Page 80 | TPG Telecom Annual Report 2024
ATTRIBUTABLE TO OWNERS OF THE COMPANY
CONTRIBUTED
EQUITY
RESERVES
ACCUMULATED
LOSSES
TOTAL EQUITY
NOTES
$m
$m
$m
$m
Balance at 1 January 2024
18,399
—
(6,782)
11,617
(Loss)/profit for the year
—
—
(107)
(107)
Other comprehensive income, net of tax
21
—
(3)
—
(3)
Transfer from other reserves to retained
earnings
—
1
(1)
—
Employee share schemes – value of
employee services
25
—
12
—
12
Acquisition of treasury shares
21
—
(12)
—
(12)
Dividends paid
22
—
—
(334)
(334)
Balance at 31 December 2024
18,399
(2)
(7,224)
11,173
Balance at 1 January 2023
18,399
(3)
(6,496)
11,900
(Loss)/profit for the year
—
—
49
49
Other comprehensive income, net of tax
21
—
3
—
3
Employee share schemes – value of
employee services
25
—
8
—
8
Acquisition of treasury shares
21
(8)
(8)
Dividends paid
22
—
—
(335)
(335)
Balance at 31 December 2023
18,399
—
(6,782)
11,617
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
Consolidated statement of changes in equity
for the year ended 31 December 2024
Page 81 | TPG Telecom Annual Report 2024
2024
2023
NOTES
$m
$m
Cash flows from operating activities
Receipts from customers (inclusive of GST)
6,052
5,725
Payments to suppliers and employees (inclusive of GST)
(4,124)
(4,203)
1,928
1,522
Income taxes paid
(2)
—
Net cash generated from operating activities
9(b)
1,926
1,522
Cash flows from investing activities
Payments for property, plant and equipment
(783)
(862)
Payments for intangible assets
(231)
(264)
Payments for spectrum licenses
(156)
(28)
Receipts from sale of subsidiary
5
—
Interest received
3
4
Net cash outflows from investing activities
(1,162)
(1,150)
Cash flows from financing activities
Proceeds from borrowings
1,170
3,670
Repayment of borrowings
(1,150)
(3,270)
Principal elements of lease payments
(136)
(108)
Payments for shares acquired by the TPG Employee Incentive Plan Trust
(12)
(8)
Finance costs paid
(376)
(319)
Dividends paid
(334)
(335)
Net cash outflows from financing activities
(838)
(370)
Net increase/ (decrease) in cash and cash equivalents
(74)
2
Cash and cash equivalents at 1 January
116
114
Cash and cash equivalents at 31 December
9
42
116
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
Consolidated statement of cash flows
for the year ended 31 December 2024
Page 82 | TPG Telecom Annual Report 2024
Note 1. Reporting entity
TPG Telecom Limited (the ‘Company’) is a company domiciled in Australia. The address of the Company’s
registered office is Level 27, Tower Two, International Towers Sydney, 200 Barangaroo Avenue, Barangaroo
NSW 2000. The consolidated financial statements as at, and for the year ended 31 December 2024 (referred to
throughout this report as ‘2024’), comprise the accounts of the Company and entities controlled by the
Company (its subsidiaries) (together referred to as the ‘Group’). Comparative information is for the year ended
31 December 2023 (referred to throughout this report as “2023”). The Group is a for-profit entity and is primarily
involved in the provision of telecommunications services.
Note 2. Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting
Standards and Interpretations issued by the Australian Accounting Standards Board (AASB) and the
Corporations Act 2001.
The consolidated financial statements of the Group also comply with International Financial Reporting
Standards (IFRS) as issued by the International Accounting Standards Board (IASB).
Disclosures in relation to the parent entity required under paragraph 295(3)(a) of the Corporations Act 2001
have been included in Note 27.
The financial statements are prepared in accordance with the historical cost convention, except for unsold
handset and accessory receivables and derivative financial instruments, which, as noted, are at fair value.
Unless otherwise stated, the accounting policies adopted are consistent with those of the previous year.
Comparative information is reclassified where appropriate to enhance comparability.
(a) Going Concern
The consolidated financial statements have been prepared on a going concern basis, which assumes the
Group will be able to realise its assets and discharge its liabilities in the normal course of business.
At 31 December 2024, the Group had a deficiency of net current assets of $445 million (2023: a deficiency of
$438 million). The Group is satisfied that it will be able to meet all its obligations as and when they fall due,
supported by its history of generating profits, positive operating cash flows, current cash reserves, and
available debt facilities.
(b) Principles of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities
controlled by the Company (its subsidiaries). A list of material controlled entities is set out in Note 23.
Subsidiaries are all entities over which the Company has control. The Company controls an entity when the
Company is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability
to affect those returns through its power to direct the activities of the entity.
The acquisition method of accounting is used to account for business combinations by the Group. Subsidiaries
are fully consolidated from the date on which control is transferred to the Company. They are deconsolidated
from the date that control ceases.
All intercompany transactions, balances and unrealised gains on transactions between companies within the
Group are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an
impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to
ensure consistency with the policies adopted by the Group.
Non-controlling interests in the results and equity of subsidiaries are shown separately in the Consolidated
Income Statement, Consolidated Statement of Comprehensive Income and Consolidated Statement of
Financial Position respectively.
Notes to the consolidated financial statements
Page 83 | TPG Telecom Annual Report 2024
Note 2. Basis of preparation continued
(c) Foreign currency translation
Functional and presentation currency
Items included in the financial statements of each of the Group’s subsidiaries are measured using the currency
of the primary economic environment in which the entity operates (the ‘functional currency’). The consolidated
financial statements are presented in Australian dollars, which is the Company’s functional and presentation
currency.
Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at
the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such
transactions and from the translation at year-end exchange rates of monetary assets and liabilities
denominated in foreign currencies are recognised in the Consolidated Income Statement except when they
relate to financial instruments qualifying for hedges as set out in Note 12.
Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are
translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities
denominated in foreign currencies that are stated at fair value are translated to Australian dollars at foreign
exchange rates ruling at the dates the fair value was determined.
Foreign operations
The assets and liabilities of foreign operations are translated to Australian dollars at exchange rates at the
reporting date. The income and expenses of foreign operations are translated to Australian dollars at exchange
rates at the dates of the transactions. Foreign currency differences are recognised in other comprehensive
income and presented in the foreign currency translation reserve in equity.
(d) Goods and Services Tax ('GST')
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred
is not recoverable from the taxation authority. In this case, it is recognised as part of the cost of acquisition of
the asset or as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of
GST recoverable from, or payable to, the taxation authority is included with other receivables or payables in the
Consolidated Statement of Financial Position.
Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows
arising from investing and financing activities which are recoverable from, or payable to, the ATO are classified
as operating cash flows.
(e) Rounding of amounts
The Company is of a kind referred to in ASIC Legislative Instrument 2016/191, relating to the ‘rounding off’ of
amounts in the directors’ report and financial report. Amounts in the directors’ report and financial report have
been rounded off to the nearest million dollars in accordance with the instrument, unless otherwise indicated.
Notes to the consolidated financial statements continued
Page 84 | TPG Telecom Annual Report 2024
Note 2. Basis of preparation continued
(f) New accounting standards and Interpretations
New and amended standards adopted by the Group
A number of new or amended standards became applicable for the current reporting period but none have had
a material impact on our accounting policies with the exception of:
• Supplier Finance Arrangements (Proposed amendments to AASB 107 and AASB 7)
The amendments introduce new disclosures relating to supplier finance arrangements that assist users of the
financial statements to assess the effects of these arrangements on an entity’s liabilities and cash flows and
on an entity’s exposure to liquidity risk. The amendments apply for annual periods beginning on or after 1
January 2024.
The Group has included disclosures applicable and in accordance with the amendments. See Note 16.(f).
• AASB 2023-2 Amendments to Australian Accounting Standards – International Tax Reform – Pillar Two
Model Rules.
The group is within the scope of the OECD Pillar Two model rules that became effective 1 January 2024, and
applies the AASB 112 exception to recognising and disclosing information about deferred tax assets and
liabilities related to Pillar Two income taxes.
Under the legislation, the group is liable to pay a top-up tax for the difference between its GloBE effective tax
rate in each jurisdiction and the 15% minimum rate, unless the safe harbour provisions apply. The group will
not incur top-up taxes for the year ended 31 December 2024 as the group’s assessment indicates that the
safe harbour provisions apply in each jurisdiction.
New standards and interpretations not yet adopted by the Group
Certain new accounting standards and interpretations have been published that are not mandatory for 31
December 2024 reporting periods and have not been early adopted by the Group. Those which may be
relevant to the Group and its financial impact are set out below.
• AASB 18 Presentation and Disclosure in Financial Statements
AASB18 Presentation and Disclosure in Financial Statements, issued in June 2024, will replace AASB 101
Presentation of financial statements and will be effective for annual reporting periods beginning on or after 1
January 2027. The new standard introduces the following key new requirements
◦Entities are required to classify all income and expenses into five categories in the statement of profit or
loss, namely the operating, investing, financing, discontinued operations and income tax categories.
Entities are also required to present a newly-defined operating profit subtotal. Entities’ net profit will not
change.
◦Management-defined performance measures (MPMs) are disclosed in a single note in the financial
statements.
◦Enhanced guidance is provided on how to group information in the financial statements.
In addition, all entities are required to use the operating profit subtotal as the starting point for the statement of
cash flows when presenting operating cash flows under the indirect method.
The Group is in the process of assessing the impact of the new standard, particularly with respect to the
structure of the Group’s statement of profit or loss, the statement of cash flows and the additional disclosures
required for MPMs.
Notes to the consolidated financial statements continued
Page 85 | TPG Telecom Annual Report 2024
Note 2. Basis of preparation continued
(g) Key accounting estimates and judgements
Summary of key accounting estimates and judgements
The preparation of financial statements requires the use of accounting estimates, which, by definition, will
seldom equal the actual results. The Group also needs to exercise judgement in applying its accounting
policies.
Information about significant areas of estimation uncertainties and critical judgements in applying accounting
policies that have the most significant effect on the amounts recognised in the financial statements is provided
in the following notes:
• Note 5
Impairment and provisions from MOCN agreement
• Note 7
Recognition of deferred tax assets
• Note 10
Loss allowance on trade and other receivables
• Note 14
Lease terms and incremental borrowing rates
• Note 15
Useful lives of intangible assets
• Note 15
Determination of the Group’s cash generating units
• Note 15
Impairment of intangible assets with indefinite lives
Estimates and judgements are continually evaluated. They are based on historical experience and other
factors, including expectations of future events that may have a financial impact on the Group and that are
believed to be reasonable under the circumstances.
Note 3. Segment reporting
(a) Basis for segmentation
TPG has identified its operating segments based on the internal reports that are reviewed and used by the
Group Chief Executive Officer (being the chief operating decision maker) in assessing performance and in
determining the allocation of resources.
The Group has the following two reportable segments which are managed and organised separately because
they require different product and service offerings to address different segments in the market. The
organisational structure for these segments include dedicated sales, marketing and customer care teams that
are supported by the technology and support functions within the Group. The following summary describes the
operations of each reportable segment.
SEGMENT
PRINCIPAL ACTIVITIES
Consumer
Provision of telecommunications services to residential and small office/home office customers.
Enterprise,
Government and
Wholesale
Provision of telecommunications services to corporate, government and wholesale customers.
Mobile small and medium-sized enterprise customers have been categorised in this segment.
The Group Chief Executive Officer primarily uses a measure of segment result to assess the performance of
the operating segments. Consistent with information presented for internal management reporting, the result of
each operating segment is measured based on its EBITDA contribution, which differs from our reported
EBITDA. Information about segment revenue is disclosed in Note 4.
Segment result excludes the effects of significant items of income and expenditure which may have an impact
on the quality of earnings such as restructuring, impairment charges and transformation costs.
Unallocated items include net financing costs, depreciation and amortisation costs, certain head office costs,
other income and other one-off expenses. There were no one-off transactions that met the quantitative
thresholds for reportable segments in 2024 and 2023.
Interest income and finance costs are not allocated to segments, as this type of activity is driven by the central
treasury function, which manages the cash position of the Group.
Notes to the consolidated financial statements continued
Page 86 | TPG Telecom Annual Report 2024
Note 3. Segment reporting continued
(b) Information about reportable segments
CONSUMER
ENTERPRISE,
GOVERNMENT
AND
WHOLESALE
ELIMINATIONS
TOTAL
REPORTABLE
SEGMENTS
$m
$m
$m
$m
For the year ended 31 December 2024
Revenue from contracts with customers3
4,497
1,023
—
5,520
Inter-segment revenue
—
69
(69)
—
Segment revenue
4,497
1,092
(69)
5,520
Other income
—
6
—
6
Cost of provision of telecommunication services3
(1,397)
(203)
69
(1,531)
Cost of handsets and hardware sold
(701)
(85)
—
(786)
Segment gross margin
2,399
810
—
3,209
Segment EBITDA
1,443
534
—
1,977
For the year ended 31 December 2023
Revenue from contracts with customers3
4,506
1,027
—
5,533
Inter-segment revenue
—
108
(108)
—
Segment revenue
4,506
1,135
(108)
5,533
Other income
—
14
—
14
Cost of provision of telecommunication services3
(1,488)
(198)
108
(1,578)
Cost of handsets and hardware sold
(797)
(87)
—
(884)
Segment gross margin
2,221
864
—
3,085
Segment EBITDA1
1,308
595
—
1,903
Reconciliation of segment EBITDA to the Group’s profit before income tax is as follows:
2024
2023
$m
$m
Total segment EBITDA1
1,977
1,903
Other income
6
22
Head office costs
(2)
(2)
Transaction costs (including separation costs)
(19)
(31)
Impairments and other charges2
(250)
(17)
Depreciation and amortisation expense
(1,485)
(1,472)
Net financing costs
(378)
(341)
(Loss)/profit before income tax
(151)
62
1.
$38 million of transformation costs separately presented in FY23 Financial Report have been reclassified within this line. This is to aid
comparability with the FY24 segment EBITDA which includes transformation costs.
2.
Impairments and other charges of $250 million in FY24 relates to the accounting impacts of MOCN, refer to Note 5 for further details.
3.
A reclassification has been made for FY23 segment revenue from contracts with customers and the cost of providing
telecommunication services. This was due to the reclassification of corporate cash flows from Consumer to EGW to align with FY24.
The net amount reclassified from Consumer segment to EGW was $15 million.
Notes to the consolidated financial statements continued
Page 87 | TPG Telecom Annual Report 2024
Note 3. Segment reporting continued
(c) Geographic information
The majority of the Group’s revenues are derived from Australian based entities, and no single customer
generates revenue greater than 10% of the Group’s total revenue. A geographic analysis of the Group’s non-
current assets is set out below:
2024
2023
$m
$m
Australia
17,735
18,144
Other
198
240
17,933
18,384
‘Other’ predominantly relates to submarine cables located in international waters.
Note 4. Revenue from contracts with customers
Revenue is recognised when (or as) the Group satisfies a performance obligation by transferring a promised
good or service to a customer. Revenue is measured based on the consideration specified in a contract with a
customer. Revenue is presented net of GST, rebates and discounts.
Revenue arrangements with multiple deliverables
Goods and services may be sold separately or in bundled packages. For bundled packages (e.g. mobile
devices and monthly service fees), the Group accounts for revenue from individual goods and services. The
consideration for the bundled packages comprises cash flows from the customers (expected to be received)
in relation to goods and services delivered over the contract term. The consideration (transaction price) is
allocated between separate goods and services in a bundle based on their relative stand-alone selling prices.
If an observable price is available, it is used to determine the stand-alone selling price. In the absence of
observable prices, the Group uses various estimation methods, including an adjusted market assessment
and cost plus margin approach, to arrive at a stand-alone selling price. The Group has determined that the
estimated prices are largely aligned to the stand-alone selling prices.
Where a discount is provided to the customer for bundled packages they are recognised in proportion with the
hardware and service equivalent stand-alone prices.
Service revenue - Telecommunication services
The Group sells telecommunication services of the following nature: post-paid and prepaid mobile services,
fixed data, internet and voice services, device replacement services and content services. Telecommunication
services include monthly access charges for voice, messaging and data services, fees for connecting users of
fixed line and other mobile providers to the network and agreements entered into with other
telecommunications networks.
Revenue from telecommunication services is measured based on the consideration specified in a contract with
a customer. The Group recognises service revenue over time in the accounting period in which the services are
rendered, as customers simultaneously receive and consume the benefits from the services provided. Revenue
is recognised based on output measures of the value to the customer of goods or services transferred to date,
such as number of voice minutes, number of texts, amount of data consumed or (for an unlimited service) time
elapsed. Given the evolution of products towards the provision of unlimited services, time elapsed is the
measure that is the most applied.
Set-up revenue for certain products does not satisfy the definition of a performance obligation and is treated
as part of the total contract price and allocated over the identified performance obligations. Certain equipment
used to deliver services are accounted for as either an asset or fulfillment cost if the equipment is not a
promised good or service to be transferred to customers. Revenue from content services is recognised on
a net basis when the Group acts as agent.
Notes to the consolidated financial statements continued
Page 88 | TPG Telecom Annual Report 2024
Note 4. Revenue from contracts with customers continued
Hardware revenue
Revenue from the sale of handsets, modems and accessories is recognised at a point in time when the
handsets, modems and accessories are delivered, the legal title has passed, and the customer has accepted
the goods.
For mobile devices sold in bundled contracts, customers are offered a no lock in (monthly) service plan.
Customers have two options for payment – full or partial payment at the commencement of the contract or
instalments. A receivable is recognised for handset and accessories instalment plans. If a customer cancels
their no lock in service plan, any outstanding hardware balance becomes payable immediately. The Group
has determined no significant financing component exists for bundled contracts with monthly handset and
accessories repayments. Factors such as the hardware device retail price, the significance of financing within
the contract as a whole and the duration of the deferred payment terms have been considered.
The total transaction price for hardware revenue paid through instalments is subject to risks around
collectability, impacts of new plans and industry trends. Accordingly, judgement is used to estimate the impacts
of these risks at the time of sale using a portfolio estimate.
(a) Major product categories
TIMING OF
REVENUE
RECOGNITION
CONSUMER
ENTERPRISE,
GOVERNMENT AND
WHOLESALE
TOTAL
2024
2023
2024
2023
2024
2023
$m
$m
$m
$m
$m
$m
Mobile – Post-paid
Over time
1,543
1,489
188
184
1,731
1,673
Mobile – Prepaid
Over time
541
482
—
—
541
482
Fixed (including data and internet)1
Over time
1,680
1,718
624
648
2,304
2,366
Other service revenue
Over time
6
10
120
101
126
111
Handsets, accessories and other
hardware
Point in time
727
807
91
94
818
901
4,497
4,506
1,023
1,027
5,520
5,533
1 Fixed revenue has been restated for FY23 due to the reclassification of corporate cash flows from Consumer to EGW, refer to Note 3 for
further details.
(b) Assets and liabilities related to contracts with customers
Contract assets (referred to as trade receivables) are amounts due from customers for goods and services
performed in the ordinary course of business. Trade receivables are recognised initially at the amount of
consideration that is unconditional less loss allowance. Refer to Note 10 for further details.
Contract costs are recognised as an asset and expensed over the expected life of a customer contract
consistent with the transfer of the goods and services to which the capitalised costs relate to deliver the
customer contract. Refer to Note 15 for further details.
Contract liabilities relate to unearned revenue. Unearned revenue arises from consideration received from
prepaid services which have not been utilised, or from post-paid services which have not yet been provided.
Contract liabilities relating to prior year released during the year were $278 million (2023: $275 million).
2024
2023
$m
$m
Contract liabilities
332
310
Notes to the consolidated financial statements continued
Page 89 | TPG Telecom Annual Report 2024
Note 5. Multi-Operator Core Network ("MOCN") agreement
In April 2024, the Group signed agreements with Optus Mobile Pty Limited (“Optus”) to create a regional Multi-
Operator Core Network (“MOCN”) to extend the Group’s mobile network coverage. The arrangement will
commence in early 2025 for an initial term of 11 years, comprising of an annual net fee payable by the Group to
Optus for access to the extended network.
The arrangement was cleared by the ACCC in September 2024, and as a result the Group recognised total
non-cash charges of $250 million due to the planned decommissioning or transfer to Optus of 785 existing
mobile network sites in the MOCN area. The non cash charges included the impairment of Right of Use Assets
and Property, Plant and Equipment of $202 million and decommissioning and other provisions of $48 million.
These charges were recognised in the Financial Statements under Impairments and other charges in the
Consolidated Income Statement (refer to Note 6), Right-of-use assets (refer to Note 14), Property, Plant &
Equipment (refer to Note 13) and Provisions (refer to Note 18).
Critical Estimates and Judgements: Impairment & Provisions
Judgement is required to determine the recoverable asset values in relation to the sites in the MOCN area
that will be subject to impairment as a result of the arrangement. Provisions for the costs associated with the
decommissioning of these sites will need to be estimated.
Notes to the consolidated financial statements continued
Page 90 | TPG Telecom Annual Report 2024
Note 6. Other profit and loss items
(a) Other income
2024
2023
$m
$m
Gain on sale of subsidiary
3
—
Other income
9
36
12
36
The gain on sale of subsidiary arose on the 19 February 2024 from the disposal of the Group's investment in
Orchid Cybertech Services Incorporated.
(b) Employee benefits expense
2024
2023
$m
$m
Superannuation expense
48
40
Redundancy costs
9
2
Other employee benefits expense
382
386
439
428
(c) Other operating expenses
2024
2023
$m
$m
Advertising and promotion expenses
126
132
Consulting and outsourced services costs
208
161
Facilities expenses
34
33
Administration and other expenses
53
54
421
380
Increase in Consulting and outsourced services costs in 2024 is due to the outsourcing of the Manila shared
services following the sale of Orchid Cybertech Services Incorporated. This cost replaces costs classified in
2023 under employee benefits expense, technology costs and depreciation and amortisation expense.
(d) Impairments and other charges
2024
2023
$m
$m
Brand impairment charge
—
17
MOCN impairments and other charges
250
—
250
17
Refer to Note 5 for further detail on MOCN impairments and other charges.
(e) Depreciation and amortisation expense
2024
2023
$m
$m
Depreciation of property, plant and equipment
593
570
Depreciation of right-of-use assets
169
195
Amortisation of intangible assets
723
707
1,485
1,472
(f) Net Financing costs
2024
2023
$m
$m
Finance income
Interest income
(3)
(4)
Finance expenses
Amortisation of borrowing costs
6
10
Interest and finance charges for borrowings and lease liabilities
375
335
378
341
Notes to the consolidated financial statements continued
Page 91 | TPG Telecom Annual Report 2024
Note 7. Income tax
The consolidated current tax payable or receivable is based on taxable profit for the year. Taxable profit differs
from profit reported in the Consolidated Income Statement because some items of income or expense are
taxable or deductible in different periods or may never be taxable or deductible. The Group’s liability for current
tax is calculated using Australian tax rates (and laws) that have been enacted or substantively enacted by the
reporting date.
Tax is charged or credited to the Consolidated Income Statement, except when it relates to items charged or
credited directly to equity, in which case the tax is also recognised directly in equity.
For tax purposes, with effect from 13 July 2020, the wholly owned Australian subsidiaries acquired as part of
the merger with TPG Corporation entered the tax consolidated group, of which the Company is the head entity,
in accordance with Australian taxation law. The tax sharing agreement entered into between the entities within
the tax consolidated group provides for the determination of the allocation of the income tax liabilities between
entities should the head entity default in its tax payment obligations or if an entity should leave the tax
consolidated group. The effect of the tax sharing agreement is that the company’s liability for tax payable by the
tax consolidated group is limited to the amount payable to the head entity under the tax funding arrangement.
(a) Income tax expense
2024
2023
NOTES
$m
$m
Current tax
Current tax on profit & loss for the period
3
6
Adjustments for current tax in respect of prior periods
—
(5)
Total current tax expense
3
1
Deferred tax
Decrease in deferred tax assets
7(d)
77
11
(Decrease)/increase in deferred tax liabilities
7(d)
(121)
1
Adjustments for deferred tax in respect of prior periods
(3)
—
Total deferred tax (benefit)/expense
(47)
12
Income tax (benefit)/expense attributable to continuing operations
(44)
13
(b) Numerical reconciliation between tax expense and pre-tax accounting profit
2024
2023
$m
$m
(Loss)/profit before income tax
(151)
62
Income tax (benefit)/expense using the Australian tax rate of 30% (31 December 2023: 30%)
(45)
19
Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Non-deductible expenses
3
1
Under / (over) from prior periods
(3)
(5)
Withholding tax paid on dividend received from subsidiary
2
—
Non-assessable accounting gain on disposal of subsidiary
(1)
—
Tax expense differential between accounting gain and capital gain on tower sale
—
(2)
Income tax (benefit)/expense
(44)
13
Notes to the consolidated financial statements continued
Page 92 | TPG Telecom Annual Report 2024
Note 7. Income tax continued
(c) Tax losses
2024
2023
$m
$m
Unused transferred tax losses for which no deferred tax asset has been recognised
2,275
2,275
Total tax losses for which no deferred tax asset has been recognised
2,275
2,275
Potential tax benefit at 30% (31 December 2023: 30%)
683
683
The transferred losses of $2,275 million arose from the Vodafone and '3’ merger in 2009 and were transferred
to VHA at that time. These transferred losses are subject to an available fraction calculation which determines
the rate at which the transferred losses can be utilised.
(d) Deferred tax assets and liabilities
Deferred tax is the tax expected to be payable or recoverable in the future arising from temporary differences
between the carrying amounts of assets and liabilities in the consolidated financial statements and the
corresponding tax bases used in the computation of taxable profit. It is accounted for using the liability method.
Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets
are recognised to the extent that it is probable that taxable profits will be available against which deductible
temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference
arises from goodwill or from the initial recognition (other than in a business combination) of other assets and
liabilities in a transaction that affects neither the taxable profit nor the accounting profit.
Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries
and associates, and interests in joint ventures, except where the associated entity is able to control the reversal
of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable
future.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it
is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be
recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or
the asset realised, based on tax rates (and laws) that have been enacted or substantively enacted by the
reporting date.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets
and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and
tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a
net basis, or to realise the asset and settle the liability simultaneously.
Notes to the consolidated financial statements continued
Page 93 | TPG Telecom Annual Report 2024
Note 7. Income tax continued
(d) Deferred tax assets and liabilities continued
Critical Estimates and Judgements: Recognition of deferred tax assets
Judgement is required to determine the recognition of deferred tax assets, which is reviewed at the end of
each reporting period. The carrying amount of deferred tax assets is only recognised to the extent that it is
probable that sufficient taxable profit will be available in the future to utilise this benefit. This assessment
requires assumptions about the generation of future taxable profit derived from the Group’s estimates of
future cash flows. Judgements are also required about the application of income tax legislation. These
judgements and assumptions are subject to risk and uncertainty, hence there is a possibility that changes in
circumstances will alter expectations, which may impact the amount of deferred tax assets and deferred tax
liabilities recognised in the Consolidated Statement of Financial Position and the amount of tax losses and
temporary differences not yet recognised.
With regard to tax losses carried forward, the benefit of tax losses will only be obtained if the specific entity
carrying forward the tax losses derives future assessable income of an amount sufficient to enable the
benefit from the deductions for the losses to be realised, and the Company complies with the conditions for
deductibility imposed by tax legislation. At 31 December 2024, $197 million (2023: $254 million) of deferred
tax assets from tax losses have been recognised based on the Group’s assessment of the availability of the
tax losses, and the future rate of utilisation of tax losses based on the Group’s estimates of future cash flows.
Amounts unrecognised as at the reporting date could be subsequently recognised if it becomes probable
that future taxable profit will allow the Group to benefit from these unrecognised tax losses.
2024
2023
$m
$m
Deferred tax assets
The balance comprises temporary differences attributable to:
Employee benefits
22
21
Deferred revenue
11
9
Property, plant and equipment
57
65
Provisions and accruals
75
72
Lease liabilities
638
650
Tax losses
197
254
Copyright
39
41
Other
18
22
Total deferred tax assets
1,057
1,134
Set off tax liabilities pursuant to set-off provisions
(839)
(963)
Net deferred tax assets
218
171
Notes to the consolidated financial statements continued
Page 94 | TPG Telecom Annual Report 2024
Note 7. Income tax continued
(d) Deferred tax assets and liabilities continued
MOVEMENTS
EMPLOYEE
BENEFITS
DEFERRED
REVENUE
PROPERTY,
PLANT AND
EQUIPMENT
PROVISIONS
AND
ACCRUALS
LEASE
LIABILITIES
TAX
LOSSES
COPYRIGHT
OTHER
TOTAL
$m
$m
$m
$m
$m
$m
$m
$m
$m
At 1 January 2024
(charged)/credited
21
9
65
72
650
254
41
22 1,134
- To profit or loss
1
2
(8)
3
(12)
(57)
(2)
(4)
(77)
At 31 December 2024
22
11
57
75
638
197
39
18 1,057
At 1 January 2023
(charged)/credited
18
15
84
70
570
326
43
19 1,145
- To profit or loss
3
(6)
(19)
2
80
(72)
(2)
3
(11)
At 31 December 2023
21
9
65
72
650
254
41
22 1,134
2024
2023
$m
$m
Deferred tax liabilities
The balance comprises temporary differences attributable to:
Right-of-use assets
417
489
Intangible assets
413
464
Other
9
10
Set off tax liabilities pursuant to set-off provisions
(839)
(963)
Net deferred tax liabilities
—
—
RIGHT-OF-USE
ASSETS
INTANGIBLE
ASSETS
OTHER
TOTAL
MOVEMENTS
$m
$m
$m
$m
At 1 January 2024 (charged)/credited
489
464
10
963
- To profit or loss
(72)
(51)
(1)
(124)
At 31 December 2024
417
413
9
839
At 1 January 2023 (charged)/credited
437
516
9
962
- To profit or loss
52
(52)
1
1
At 31 December 2023
489
464
10
963
Notes to the consolidated financial statements continued
Page 95 | TPG Telecom Annual Report 2024
Note 8. Earnings per share
UNITS
2024
2023
Basic earnings per share
cents
(5.8)
2.6
Diluted earnings per share
cents
(5.8)
2.6
(Loss)/profit attributable to the owners of the Company used in calculating
basic and diluted earnings per share
$m
(107)
49
Weighted average number of ordinary shares during the year in calculating
basic earnings per share
number
1,854,631,530 1,856,238,552
Weighted average number of ordinary shares during the year in calculating
diluted earnings per share
number
1,854,631,530 1,857,788,705
The Group presents basic and diluted earnings per share (“EPS”) data for its ordinary shares. Basic EPS is
calculated by dividing the profit or loss attributable to owners of the Company by the weighted average number
of ordinary shares during the period. The weighted average number of ordinary shares is adjusted to exclude
the shares held by the TPG Employee Incentive Plan Trust. Refer to Note 25 for information on equity
instruments issued under the employee share scheme.
Diluted EPS is determined by adjusting the weighted average number of ordinary shares outstanding for the
effects of all dilutive potential ordinary shares. Rights granted to employees under share-based payments
arrangements are considered to be potential ordinary shares and have been included in the determination of
diluted earnings per share.
For the year ended 31 December 2024, the weighted average number of shares used in the basic and diluted
EPS calculations is the same. This is due to the anti-dilutive effect of share rights expected to vest, which have
been excluded from the diluted EPS calculation as the Group incurred a loss.
For the year ended 31 December 2023, the Group recorded a profit. Consequently, the share rights expected to
vest were included in the weighted average number of shares used in the diluted EPS calculation.
Note 9. Cash and cash equivalents
For the purposes of presentation in the Consolidated Statement of Cash Flows, cash and cash equivalents
include cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments
with original maturities of three months or less that are readily convertible to known amounts of cash and which
are subject to an insignificant risk of changes in value, and bank overdrafts that are repayable on demand and
form an integral part of the Group’s cash management.
(a) Restricted cash
At 31 December 2024, $5 million of the cash and cash equivalents balance held by the Group were subject to
restrictions and therefore not available for general use by other entities within the Group (2023: $2 million).
These represent funds collected on behalf of a third party that has purchased various handset receivable
contracts.
(b) Reconciliation of cash flows from operating activities
The presentation of cash flows from operating activities in the Consolidated Statement of Cash Flows has been
prepared based on the direct method, as it provides more relevant information for the users of the financial
report.
Notes to the consolidated financial statements continued
Page 96 | TPG Telecom Annual Report 2024
Note 9. Cash and cash equivalents continued
(b) Reconciliation of cash flows from operating activities continued
The reconciliation of net operating cash flows has been disclosed in the below table.
2024
2023
$m
$m
Cash flows from operating activities
(Loss)/ profit for the year after income tax
(107)
49
Adjustments for:
Depreciation and amortisation expense
1,485
1,472
Impairment charge
202
17
Net financing costs
378
341
Share based payment expense
13
8
Other non-operating (costs)/gain
(1)
7
1,970
1,894
Movements in operating assets and liabilities:
(Increase) in trade and other receivables
(5)
(369)
Decrease in inventories
35
38
Decrease/ (increase) in prepayments and other assets
24
(5)
(Increase)/ decrease in deferred tax assets
(47)
12
(Decrease) in trade and other payables
(100)
(14)
Increase in contract liabilities
22
9
(Decrease) in other liabilities
(10)
(51)
Increase in provisions
37
8
(44)
(372)
Net cash generated from operating activities
1,926
1,522
(c) Non-cash investing and financing activities
2024
2023
$m
$m
Acquisition of right-of-use assets
115
333
(d) Net debt reconciliation
This section sets out an analysis of net debt and the movements in net debt for each of the periods presented.
2024
2023
$m
$m
Cash and cash equivalents
42
116
Borrowings
(4,099)
(4,076)
Lease liabilities
(2,205)
(2,234)
Net debt
(6,262)
(6,194)
Notes to the consolidated financial statements continued
Page 97 | TPG Telecom Annual Report 2024
Note 9. Cash and cash equivalents continued
(d) Net debt reconciliation continued
CASH AND CASH
EQUIVALENTS
LEASE LIABILITIES
BORROWINGS
TOTAL
$m
$m
$m
$m
Net debt at 1 January 2024
116
(2,234)
(4,076)
(6,194)
Cash flows
(74)
263
—
189
Lease acquisitions
—
(115)
—
(115)
Interest unwinding
—
(127)
—
(127)
Lease revaluations and
terminations
—
(8)
—
(8)
Proceeds from borrowings
—
—
(1,170)
(1,170)
Repayment of borrowings
—
—
1,150
1,150
Other
—
16
(3)
13
Net debt at 31 December 2024
42
(2,205)
(4,099)
(6,262)
CASH AND CASH
EQUIVALENTS
LEASE LIABILITIES
BORROWINGS
TOTAL
$m
$m
$m
$m
Net debt at 1 January 2023
114
(1,965)
(3,690)
(5,541)
Cash flows
2
229
—
231
Lease acquisitions
—
(331)
—
(331)
Interest unwinding
—
(121)
—
(121)
Lease revaluations and
terminations
—
(34)
—
(34)
Proceeds from borrowings
—
—
(3,670)
(3,670)
Repayment of borrowings
—
—
3,270
3,270
Other
—
(12)
14
2
Net debt at 31 December 2023
116
(2,234)
(4,076)
(6,194)
(e) Guarantees
2024
2023
$m
$m
Unsecured guarantees
24
51
The Group has provided bankers’ guarantees to support various commercial and regulatory obligations of $24
million (2023: $51 million).
Notes to the consolidated financial statements continued
Page 98 | TPG Telecom Annual Report 2024
Note 10. Trade and other receivables
Trade receivables are amounts due from customers for goods and services provided in the ordinary course of
business. Trade receivables are recognised initially at the amount of consideration that is unconditional less a
loss allowance. Trade receivables are generally due for settlement within 0 to 60 days, except for handset and
accessories receivables which are collected over the term of the contract. The group holds the trade
receivables with the objective of collecting the contractual cash flows and therefore measures them
subsequently at amortised cost using the effective interest method. For handset and accessories receivables
which have not been sold to third parties in accordance with the Group’s arrangements, these are initially
recognised at the amount expected to be recoverable over the term of the contract, subject to collectability
reviews.
Collectability of receivables is reviewed on an ongoing basis. The Group applies the AASB 9 Financial
Instruments (AASB 9) simplified approach to measuring expected credit losses which uses a lifetime expected
loss allowance for all receivables. To measure the expected credit losses, trade receivables have been grouped
based on shared credit risk characteristics and the days past due.
The expected loss rates are based on the payment profiles of sales over relevant historical periods before year
end and the corresponding historical credit losses experienced within this period. The historical loss rates are
adjusted to reflect current and forward looking information on macroeconomic and commercial factors affecting
the ability of customers to settle the receivables.
Trade receivables are written off when there is no reasonable expectation of recovery. Indicators that there is
no reasonable expectation of recovery include inactive accounts, the failure of a debtor to engage in a
repayment plan with the Group and a failure to make contractual payments for a period of greater than 90 to
120 days past due. Impairment losses on trade receivables are presented as impairment of receivables within
other operating expenses in the Consolidated Income Statement. Subsequent recoveries of amounts previously
written off are credited against the same line item.
The Group has entered into arrangements which allows them to sell certain handset and accessories
receivables to a third party.
The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire,
or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to
another party. On derecognition of a financial asset, the difference between the asset’s carrying amount and the
sum of the consideration received and receivable is recognised as handset receivable expense within cost of
handsets sold in the Consolidated Income Statement.
As the relevant criteria in AASB 9 were satisfied, the fair value of the current receivables sold were
derecognised from the financial statements. Unsold handset receivables were not derecognised by the Group if
they were yet to satisfy the qualifying criteria required under the risk transfer arrangement with third parties.
TPG did not carry any of its handset related receivables at fair value as at 31 December 2024 (2023: nil).
Notes to the consolidated financial statements continued
Page 99 | TPG Telecom Annual Report 2024
Note 10. Trade and other receivables continued
2024
2023
$m
$m
Current
Trade receivables
246
265
Less: expected credit loss allowance
(18)
(16)
228
249
Handset and accessories receivables
625
576
Accrued revenue
39
27
Receivables from related parties
1
1
Other receivables
79
115
972
968
Non-current
Handset and accessories receivables
444
465
Other receivables
3
4
447
469
(a) Movement in provision for impairment of trade receivables
2024
2023
$m
$m
Balance at 1 January
(16)
(17)
Provision for impairment recognised during the year
(7)
(7)
Receivables written off during the year
5
8
Balance at 31 December
(18)
(16)
(b) Handset and accessories receivables
2024
2023
$m
$m
Handset and accessories receivables
1,116
1,102
Estimated future adjustments to unbilled revenue1
(47)
(61)
1,069
1,041
Handset receivables sale expense
—
—
1. This includes estimated future adjustments to unbilled revenue and loss allowance.
Critical Estimates and Judgements: Loss allowance on trade and other receivables
Judgement is required to determine the allowance for doubtful debts for the Group’s trade receivables.
During the financial year, the loss assumptions used in determining the provision for trade and other
receivables were reviewed against, and updated to align with, actual debtor collectability using latest
available data.
Notes to the consolidated financial statements continued
Page 100 | TPG Telecom Annual Report 2024
Note 11. Inventories
Finished goods include handsets, modems, other connectivity devices and accessories and are stated at the
lower of cost and net realisable value. The costs of individual items of inventory are determined using the
weighted average cost or standard cost method. The standard costs are regularly reviewed and, if necessary,
revised in the light of current conditions. The same cost formula is applied to all inventories with a similar nature
and use to the Group. Cost comprises the purchase price and any expenditure that is directly attributable to the
acquisition of the inventory after deducting rebates and discounts. Net realisable value is the estimated selling
price in the ordinary course of business less the estimated costs necessary to make the sale.
2024
2023
$m
$m
Finished goods at net realisable value
82
117
Inventories expensed in the Consolidated Income Statement during the year ended 31 December 2024
amounted to $744 million (2023: $843 million). Inventories written down during the year ended 31 December
2024 amounted to $7 million (2023: $10 million).
Note 12. Derivative financial instruments and hedge accounting
Derivative financial instruments are utilised by the Group in the management of its foreign currency and interest
rate risk exposures. The Group’s policy is not to utilise derivative financial instruments for trading or speculative
purposes.
The Group designates derivatives as hedging instruments to hedge the variability in cash flow associated with
known or highly probable forecast transactions arising from changes in interest rates.
At inception of the hedge relationship, the Group documents the economic relationship between hedging
instruments and hedged items including whether changes in the cash flows of the hedging instruments are
expected to offset changes in the cash flows of hedged items. The Group documents its risk management
objective and strategy for undertaking its hedge transactions.
Hedge effectiveness is determined at the inception of the hedge relationship, and through periodic prospective
effectiveness assessments to ensure that the economic relationship between the hedged item and hedging
instrument is maintained.
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are
subsequently remeasured to their fair value at the end of each reporting period. The accounting for subsequent
changes in fair value depends on whether the derivative is designated as a hedging instrument, and if so, the
nature of the item being hedged.
The fair values of derivative financial instruments designated in hedge relationships are classified as non-
current assets or liabilities, except for those that mature in less than 12 months from the reporting date, which
are classified as current.
For derivatives that do not qualify for hedge accounting, changes in fair value are recognised in the
Consolidated Income Statement.
Notes to the consolidated financial statements continued
Page 101 | TPG Telecom Annual Report 2024
Note 12. Derivative financial instruments and hedge accounting continued
Cash flow hedges that qualify for hedge accounting
When a derivative is designated as a cash flow hedging instrument, the effective portion of changes in the fair
value of derivatives is recognised in other comprehensive income and accumulated in the hedging reserve. The
effective portion of changes in the fair value of the derivative that is recognised in other comprehensive income
is limited to the cumulative change in fair value of the hedged item, determined on a present value basis, from
inception of the hedge. The gain or loss relating to the ineffective portion is recognised immediately in the
Consolidated Income Statement within other income or other operating expenses. The Group tests cash flow
hedges for effectiveness at each reporting date prospectively.
If the hedge no longer meets the criteria for hedge accounting or the hedging instrument is sold, expires, or is
terminated, then hedge accounting is discontinued prospectively. When hedge accounting for cash flow hedges
is discontinued, the amount that has been accumulated in the hedging reserve remains in equity until it is
reclassified to profit or loss in the same period as the hedged expected future cash flows affect profit or loss.
2024
2023
$m
$m
Current assets
Interest rate swaps
2
2
Non-current assets
Interest rate swaps
—
3
2
5
Interest rate swaps
The Group enters into interest rate swaps for risk management purposes that are designed as cash flow
hedges. The Group’s outstanding interest rate swaps have similar critical terms as the hedged item, such as
reference rate, reset date, payment dates, and notional amount. The group does not hedge 100% of its loans,
therefore the hedged item is identified as a proportion of the outstanding loans up to the notional amount of the
swaps. As all critical terms matched during the year, there is an economic relationship. The interest rate swaps
have floating legs that are indexed to 3-month BBSY rate on the reset date, being the first day of the calculation
period. The Group’s derivative instruments are governed by contracts based on the International Swaps and
Derivatives Association master agreements.
Hedge ineffectiveness for interest rate swaps may occur due to:
• The credit value/debit value adjustment on the interest rate swaps which is not matched by the loan, and
• Difference in critical terms between the interest rate swaps and loans.
Hedge ineffectiveness in relation to the interest rate swaps was negligible for the years ended 31 December
2024 and 2023.
Notes to the consolidated financial statements continued
Page 102 | TPG Telecom Annual Report 2024
Note 12. Derivative financial instruments and hedge accounting continued
Interest rate swaps continued
Other information relating to interest rate swaps designated as cash flow hedges were as follows
INTEREST RATE SWAPS
(CURRENT & NON-CURRENT ASSETS)
2024
2023
$m
$m
Carrying amount
2
5
Notional amount
1,100
2,500
Maturity date
2025
2024-2025
Hedge ratio
1:1
1:1
Change in fair value of outstanding hedging instruments since inception of the
hedge
(3)
3
Change in value of hedged item used to determine hedge ineffectiveness
—
—
Weighted average hedged rate
6 %
4 %
Hedging reserves
The Group’s hedging reserves disclosed in Note 21 relate to the following hedging instrument:
INTEREST RATE
SWAPS
$m
At 1 January 2023
2
Change in fair value of hedging instrument recognised in OCI
3
At 31 December 2023
5
Change in fair value of hedging instrument recognised in OCI
(3)
At 31 December 2024
2
There were no reclassifications from the cash flow hedge reserve to profit or loss during the period.
Notes to the consolidated financial statements continued
Page 103 | TPG Telecom Annual Report 2024
Note 13. Property, plant and equipment
ASSET CLASS
RECOGNITION AND MEASUREMENT
Property, plant and
equipment
Property, plant and equipment (PP&E) are stated at historical cost less accumulated
depreciation and impairment. Historical cost includes expenditure that is directly attributable to
bringing the asset to the location and condition necessary for its intended use. Borrowing costs
that are directly attributable to the acquisition, construction or production of a qualifying asset are
included as part of the cost of that asset.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate
asset, as appropriate, only when it is probable that future economic benefits associated with the
item will flow to the Group and the cost of the item can be measured reliably. All other repairs
and maintenance are charged to the Consolidated Income Statement during the financial period
in which they are incurred.
(a) Depreciation
Depreciation is charged on property, plant and equipment excluding land. Depreciation is calculated on a
straight-line basis to write off the depreciable amount of each item of property, plant and equipment over its
expected useful life to the Group. The assets’ residual values and useful lives are reviewed at each reporting
date and adjusted if appropriate. Assets are depreciated from the date they are brought into commercial
service, or in respect of internally constructed assets from the time the asset is completed and is available for
commercial use. The cost of internally constructed assets includes the cost of materials, direct labour, and the
initial estimate, where relevant, of the costs of dismantling and removing the items and restoring the site on
which they are located.
Where parts of an item of property, plant and equipment have different useful lives, they are accounted for as
separate items of property, plant and equipment. The expected useful lives for PP&E assets are as follows:
Buildings
40 years
Leasehold improvements
3 to 10 years
Network & IT equipment and Infrastructure
2 to 25 years
The depreciable amount of improvements to or on leasehold properties and leased plant and equipment is
amortised over the unexpired period of the lease or the estimated useful life of the leasehold improvement
stated above to the Group, whichever is the shorter.
Depreciation rates and methods are reviewed at least annually and adjusted on a prospective basis as required
by accounting standards.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount
is greater than its estimated recoverable amount. The recoverable amount is the higher of an asset’s fair value
less cost of disposal and value in use.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These are
included in the Consolidated Income Statement.
(b) Impairment of assets
Non-financial assets other than goodwill or intangible assets with indefinite useful lives are tested for
impairment whenever events or changes in circumstances indicate that the carrying amount may not be
recoverable. This includes assets under construction. For the purposes of assessing impairment, assets are
grouped at the lowest levels for which there are separately identifiable cash inflows which are largely
independent of the cash inflows from other assets or groups of assets (cash-generating units). An impairment
loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. An
impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying
amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been
recognised.
Notes to the consolidated financial statements continued
Page 104 | TPG Telecom Annual Report 2024
Note 13. Property, plant and equipment continued
(c) Property, plant and equipment movement schedule
LAND AND
BUILDINGS
LEASEHOLD
IMPROVEMENTS
NETWORK & IT
EQUIPMENT AND
INFRASTRUCTURE
ASSETS UNDER
CONSTRUCTION
TOTAL
$m
$m
$m
$m
$m
At 31 December 2022
Cost
43
85
5,956
881
6,965
Accumulated depreciation
(6)
(69)
(3,258)
(52)
(3,385)
Net book value
37
16
2,698
829
3,580
Year ended 31 December 2023
Opening net book value
37
16
2,698
829
3,580
Additions
—
—
361
981
1,017
Transfers in/(out) of other PPE and
intangibles
—
21
744
(950)
(185)2
Disposal
—
—
(38)1
(9)
(47)
Depreciation
(3)
(9)
(555)
(3)
(570)
Net book value
34
28
2,885
848
3,795
At 31 December 2023
Cost
44
101
5,746
917
6,808
Accumulated depreciation
(10)
(73)
(2,861)
(69)
(3,013)
Net book value
34
28
2,885
848
3,795
Year ended 31 December 2024
Opening net book value
34
28
2,885
848
3,795
Additions
—
2
153
903
920
Transfers in/(out) of other PPE and
intangibles
—
14
743
(970)
(213)4
Disposal
(1)
—
(17)3
2
(16)
Depreciation
(3)
(10)
(576)
(4)
(593)
Impairment
—
—
(28)
—
(28)
Net book value
30
34
3,022
779
3,865
As at 31 December 2024
Cost
42
111
6,306
843
7,302
Accumulated depreciation
(12)
(77)
(3,284)
(64)
(3,437)
Net book value
30
34
3,022
779
3,865
1. The additions of $36 million and disposals of $38 million related to equipment that were accounted for as asset swaps.
2. The transfer balance of $185 million was transferred as additions to intangibles ($177 million cost only), and to right-of-use assets for
leases ($8 million cost only).
3. The additions of $15 million and disposals of $17 million related to equipment that were accounted for as asset swaps.
4. The transfer balance of $213 million (cost only) was transferred as additions to intangibles.
Notes to the consolidated financial statements continued
Page 105 | TPG Telecom Annual Report 2024
Note 14. Right-of-use assets and lease liabilities
At the inception of a contract, the Group assesses whether the contract is, or contains, a lease. A contract is, or
contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in
exchange for consideration.
The Group has leases for various network sites, offices, retail stores and data centres. Rental contracts may
contain both lease and non-lease components. The Group allocates the consideration in the contract to the
lease and non-lease components based on their relative stand-alone prices.
Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.
The lease agreements do not impose any covenants other than the security interests in the leased assets that
are held by the lessor. Leased assets may not be used as security for borrowing purposes.
Critical Estimates and Judgements: Determining lease terms
Judgement is required to determine the lease term for leases that include additional optional extension
periods beyond the initial non-cancellable period. As a lessee, extension periods are included in the lease
term in determining the lease liability if the Group is reasonably certain that the extension option will be
exercised. An assessment of the likelihood of exercising renewal options, based on relevant facts and
circumstances, such as historical lease durations, costs and business disruption required to replace the
leased asset or relocate the site, the existence of termination penalties and the Group’s future plans, is
performed on initial recognition of the lease. The lease term is reassessed if an option is actually exercised
(or not exercised) or the Group becomes obliged to exercise (or not exercise) it. The assessment is only
revised if a significant event or a significant change in circumstances occurs, and that is within the control of
the Group.
For the Group’s network lease portfolio, renewal options are generally included in the lease term, when they
are considered reasonably certain, based on the type and use of the underlying asset, that the lease will be
extended. The length of the initial lease term is also considered, as the likelihood of exercising an option
diminishes the longer the non-cancellable period.
For the Group’s commercial lease portfolio, which includes office buildings, data centres and retail stores,
renewal options are generally not included in the lease term, and is assessed against the Group’s plan for its
corporate and retail footprint.
Payments associated with short-term leases of equipment and vehicles and all leases of low-value assets are
recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease
term of 12 months or less. Low-value assets comprise IT equipment and typically have an underlying value of
less than $10,000.
(a) Initial measurement
Leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased
asset is available for use by the Group.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities
include the net present value of the following lease payments:
• fixed payments (including in-substance fixed payments), less any lease incentives receivable,
• variable lease payment that are based on an index or a rate, initially measured using the index or rate as at
the commencement date,
• amounts expected to be payable by the Group under residual value guarantees,
• the exercise price of a purchase option if the Group is reasonably certain to exercise that option, and
• payments of penalties for terminating the lease, if the lease term reflects the Group exercising that option.
Notes to the consolidated financial statements continued
Page 106 | TPG Telecom Annual Report 2024
Note 14. Right-of-use assets and lease liabilities continued
Lease payments to be made under reasonably certain extension options are also included in the measurement
of the liability.
Right-of-use assets are measured at cost comprising the following:
• the amount of the initial measurement of lease liability,
• any lease payments made at or before the commencement date less any lease incentives received,
• any initial direct costs, and
• restoration costs.
Critical Estimates and Judgements: Determining incremental borrowing rate
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily
determined, which is generally the case for leases in the Group, the lessee’s incremental borrowing rate is
used.
Judgement is required to determine the incremental borrowing rate used to measure the Group’s network
and commercial leases. The Group is of the view that interest rates implicit in the Group’s leases are not
readily determinable.
The incremental borrowing rate represents the rate that the individual lessee would have to pay to borrow
the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic
environment with similar terms, security and conditions. To determine the incremental borrowing rate, the
Group where possible, uses recent third-party financing received by the individual lessee as a starting point,
adjusted to reflect changes in financing conditions since the third party financing was received and
considering elements specific to the lease, e.g. term of lease.
(b) Subsequent measurement
The Group is exposed to potential future increases in variable lease payments based on an index or rate, which
are not included in the lease liability until they take effect. When adjustments to lease payments based on an
index or rate take effect, the lease liability is reassessed and adjusted against the right-of-use asset.
Lease payments are allocated between principal and finance cost. The finance cost is charged to the profit or
loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the
liability for each period.
Right-of-use assets are generally depreciated over the lease term on a straight-line basis. If the Group is
reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the underlying
asset’s useful life.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount
is greater than its estimated recoverable amount. The recoverable amount is the higher of an asset’s fair value
less cost of disposal and value in use.
Notes to the consolidated financial statements continued
Page 107 | TPG Telecom Annual Report 2024
Note 14. Right-of-use assets and lease liabilities continued
(c) Subleases
The Group has entered into lease agreements as an intermediate lessor for various retail stores and offices.
When the Group is an intermediate lessor, it accounts for the head lease and the sublease as two separate
contracts. The sublease is classified as a finance or operating lease by reference to the right-of-use asset
arising from the head lease.
Amounts due from lessees under finance leases are recognised as receivables at the amount of the Group’s
net investment in the leases. The net investment in each sublease is determined by discounting the rental
payments expected to be received from the sublessee over the term of the sublease. The interest income
associated with the discounting of the rental payments is recognised over the term of the sublease.
(d) Sale-and-leaseback
A sale-and-leaseback transaction is one where the Group sells an asset and immediately reacquires the use of
the asset by entering into a lease with the buyer. The accounting treatment depends on whether the transfer of
the asset by the seller-lessee satisfies the requirement of AASB 15 to be accounted for as a sale of the asset:
• if yes, as a seller-lessee, the Group measures the right-of-use asset arising from the leaseback at the
proportion of the previous carrying amount of the asset that relates to the right-of-use retained by the Group
as a seller-lessee. Accordingly, the Group recognises only the amount of any gain or loss that relates to the
rights transferred to the buyer-lessor.
• if not, as a seller-lessee, the Group continues to recognise the transferred assets and recognises a financial
liability equal to the transfer proceeds.
(e) Site Sharing Agreements
The Group has entered into a Site Sharing Agreement for various network sites. The purpose of this agreement
is to share the costs relating to telecommunication equipment on certain network sites. Under this Agreement,
access to network sites is granted to the other party in return for an access fee, which is settled on a net basis
each quarter.
The Group considers the core purpose of the Agreement is for the convenience of each party rather than to
generate lease income. The Group accounts for the subleases arising from the exchange of access fees on a
net basis, as the exchanged right-of-use assets are similar in nature, the timing of cash flows between the
parties mirrors the timing of receipts/payments under the head lease agreements, and the amount of cash flows
is not expected to be materially different between the exchanged right-of-use assets. The Group is in a net
payment position under the Agreement, and as a result the Group recognises a right-of-use asset and lease
liability for the net payment portion in accordance with AASB 16.
Notes to the consolidated financial statements continued
Page 108 | TPG Telecom Annual Report 2024
Note 14. Right-of-use assets and lease liabilities continued
The Consolidated Statement of Financial Position shows the following amounts relating to leases:
2024
2023
$m
$m
Right-of-use assets
Commercial properties
200
207
Network properties
1,269
1,502
1,469
1,709
Lease liabilities
Current
136
122
Non-current
2,069
2,112
2,205
2,234
• Additions to the right-of-use assets during the 2024 financial year were $115 million (2023: $333 million).
• An impairment of $174 million was charged to right-of-use assets of network properties as a result of MOCN
deal. Refer to Note 5 for more details.
The Consolidated Income Statement shows the following amounts relating to leases:
2024
2023
$m
$m
Depreciation of right-of-use assets
Commercial properties
47
65
Network properties
122
130
169
195
Interest expense (included in finance expenses)
127
121
Expense relating to short-term and low-value leases (included in technology costs and other
operating expenses)
28
41
The total cash outflow for leases in 2024 was $291 million (2023: $270 million).
Notes to the consolidated financial statements continued
Page 109 | TPG Telecom Annual Report 2024
Note 15. Intangible assets
ASSET CLASS
RECOGNITION AND MEASUREMENT
Goodwill
Goodwill arising in a business combination is recognised as an asset at the date that control is
acquired (the acquisition date). Goodwill is measured as the excess of the sum of the
consideration transferred, the amount of any non-controlling interest in the acquiree and the fair
value of the acquirer’s previously held equity interest in the acquiree (if any) over the net of the
acquisition date amounts of the identifiable assets acquired and the liabilities assumed. If, after
reassessment, the Group’s interest in the fair value of the acquiree’s identifiable net assets
exceeds the sum of the consideration transferred, the amount of any non-controlling interests in
the acquiree and the fair value of the acquirer’s previously held equity interest in the acquiree (if
any), the excess is recognised immediately in the Consolidated Income Statement as a bargain
purchase gain.
Brand names
On acquisition, brands of the acquiree are valued and brought to account as intangible assets.
The value is calculated using the relief from royalty method. Brand names are classified as either
finite or indefinite life intangible assets depending on the Group’s assessment of the expected
pattern of economic benefits that they will generate for the Group. All current brand names have
an indefinite useful life.
Computer software
Computer software comprises computer software purchased from third parties as well as the cost
of internally developed software. Computer software licences are capitalised on the basis of the
costs incurred to acquire and bring into use the specific software. Costs that are directly
associated with the production of identifiable and unique software products controlled by the
Group and are probable of producing future economic benefits are recognised as intangible
assets. Direct costs include software development employee costs and directly attributable
overheads. Software integral to a related item of hardware equipment is accounted for as
property, plant and equipment.
Costs associated with maintaining computer software programs are recognised as an expense
when they are incurred.
Spectrum licences
Costs associated with acquiring spectrum licences are capitalised. The amortisation of the
spectrum licences commences upon the later of the readiness of the network and the spectrum
licences being allocated.
Contract costs
Under AASB 15 Revenue from Contracts with Customers, incremental costs associated with
acquiring and renewing a contract that are expected to be recovered are required to be initially
recognised as an asset and expensed over the expected life of a customer contract consistent
with the transfer to the customer of the goods and services to which the capitalised costs relate.
Contracts costs associated with acquiring and renewing a service contract are capitalised and
amortised over the life of the contract. Contract costs associated with the sale of handsets are
capitalised and amortised upfront in line with transfer of handsets to the customer.
Acquired customer
base
On acquisition, customer contracts and relationships of the acquiree are valued based on their
expected future economic benefits (using discounted cash flow projections) and brought to
account as intangible assets.
Indefeasible rights of
use capacity ('IRUs')
Indefeasible rights of use (“IRUs”) of acquired network capacity are brought to account as
intangible assets at the present value of the future cash flows payable for the right. IRUs of
acquired subsidiaries are accounted for at their fair value as at the date of acquisition.
(a) Amortisation
The expected useful lives of the intangible assets, other than goodwill and indefinite life brand names, are as
follows:
Spectrum licences
9 to 20 years
Computer software
3 to 8 years
Contract costs
1 to 3 years
Customer base
8 to 15 years
Indefeasible rights of use (IRUs)
8 to 15 years
Notes to the consolidated financial statements continued
Page 110 | TPG Telecom Annual Report 2024
Note 15. Intangible assets continued
Critical Estimates and Judgements: Useful lives of intangible assets
Judgement is required to determine the estimated useful lives of intangible assets for the basis of the
amortisation period over which economic benefit will be derived from the asset. The Group reviews the
useful lives at the end of each reporting period, based on the Group’s expected life of each asset class,
including expected use of specific assets and other relevant factors such as any expected changes in
technology.
(b) Intangibles assets movement schedule
BRAND
NAMES
SPECTRUM
LICENCES
COMPUTER
SOFTWARE
CONTRACT
COSTS
CUSTOMER
BASE
IRUS
GOODWILL
TOTAL
$m
$m
$m
$m
$m
$m
$m
$m
At 1 January 2023
Cost
425
3,153
948
170
1,689
217
8,515 15,117
Accumulated amortisation
(1)
(1,143)
(760)
(96)
(402)
(52)
— (2,454)
Net book value
424
2,010
188
74
1,287
165
8,515 12,663
Year ended 31 December
2023
Opening net book balance
424
2,010
188
74
1,287
165
8,515 12,663
Additions
—
4
—
101
—
—
—
105
Transfers in from PPE
—
(1)
178
—
—
—
—
177
Impairment
(17)
—
—
—
—
—
—
(17)
Amortisation
—
(276)
(148)
(101)
(160)
(22)
—
(707)
Net book value
407
1,737
218
74
1,127
143
8,515 12,221
At 31 December 2023
Cost
424
3,160
774
202
1,689
217
8,515 14,981
Accumulated amortisation
—
(1,423)
(556)
(128)
(562)
(74)
— (2,743)
Impairment
(17)
—
—
—
—
—
—
(17)
Net book value
407
1,737
218
74
1,127
143
8,515 12,221
Year ended 31 December
2024
Opening net book balance
407
1,737
218
74
1,127
143
8,515 12,221
Additions
—
128
—
84
—
—
—
212
Transfers in from PPE
—
—
213
—
—
—
—
213
Amortisation
—
(279)
(169)
(93)
(160)
(22)
—
(723)
Net book value
407
1,586
262
65
967
121
8,515 11,923
As at 31 December 2024
Cost
407
3,280
985
183
1,689
217
8,515 15,276
Accumulated amortisation
—
(1,694)
(723)
(118)
(722)
(96)
— (3,353)
Net book value
407
1,586
262
65
967
121
8,515 11,923
Notes to the consolidated financial statements continued
Page 111 | TPG Telecom Annual Report 2024
Note 15. Intangible assets continued
(c) Impairment of assets (intangible assets with finite useful lives)
Refer to Note 13 for the Group’s non-financial asset impairment policy.
(d) Impairment testing for intangible assets with indefinite useful lives
Indefinite life intangible assets, such as goodwill and brand names, are not subject to amortisation and are
tested annually for impairment, or more frequently if events or changes in circumstances indicate that it might
be impaired. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there
are separately identifiable cash inflows known as cash generating units (“CGUs”).
Critical Estimates and Judgements: Determining the Group’s cash generating units
Judgement is required in determining the Group’s CGUs. The Group is of the view that its
telecommunications network is integrated in nature, and no single component of the network individually
generates cash flows from delivering products and services. For the purposes of goodwill allocation and
impairment testing, the Group is of the view that the manner in which operations are monitored by the Group
best reflects the Group’s CGUs.
During the financial year, there have been no changes to the manner in which the Group’s operations are
monitored. The Group has identified the ‘Consumer’ and ‘Enterprise, Government and Wholesale’ CGU to be
the lowest level at which goodwill is monitored for internal management purposes.
2024
2023
BRAND NAMES
GOODWILL
TOTAL
BRAND NAMES
GOODWILL
TOTAL
$m
$m
$m
$m
$m
$m
Consumer CGU
309
6,386
6,695
309
6,386
6,695
Enterprise, Government
and Wholesale CGU
98
2,129
2,227
98
2,129
2,227
407
8,515
8,922
407
8,515
8,922
A CGU is impaired when the recoverable amount of the CGU is lower than the carrying amount of the CGU.
The recoverable amount is the higher of an asset’s value-in-use and fair value less cost of disposal.
The Group uses the value-in-use method in order to assess the recoverable amount of the CGUs to which the
indefinite life intangible assets have been allocated. If the recoverable amount of the CGU is less than its
carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated
to the CGU and then to the other assets of the CGU pro rata on the basis of the carrying amount of each asset
in the CGU.
An impairment loss recognised for goodwill cannot be subsequently reversed, whereas for identified intangibles
the charge can be reversed where estimates used to determine the recoverable amount have changed.
Notes to the consolidated financial statements continued
Page 112 | TPG Telecom Annual Report 2024
Note 15. Intangible assets continued
Critical Estimates and Judgements: Impairment of goodwill
Goodwill is not subject to amortisation and is assessed for impairment at least on an annual basis, or
whenever an indication of potential impairment arises.
Judgement is required to determine the recoverable amounts of the Group's CGUs, which have been
determined using a value-in-use calculation. The following key assumptions have been used in determining
the recoverable amount of the CGUs with allocated goodwill:
• Cash flow projections - cash flow projections are based on a five-year board approved long range plan.
These include EBITDA related assumptions (such as expected customer subscriber growth rates, average
revenue per user, product and pricing mix changes, direct costs to deliver telecommunication services,
forecast employee headcount and wage inflation, marketing costs and other overheads), and capital
related assumptions (including mobile and fixed networks, IT systems and spectrum). These assumptions
are determined by an extrapolation of historical performance and future company plans.
• Discount rate - a pre-tax discount rate has been used to discount the projected cash flows of the CGUs
and is based on the Group's weighted average cost of capital adjusted to reflect an estimate of specific
risks assumed in the cash flow projections.
• Terminal value growth rate – a long term growth rate is applied to extrapolate a CGU’s cash flows beyond
the five-year forecast period. This growth rate is based on the expected long-term performance for the
market.
31 DECEMBER 2024
31 DECEMBER 2023
CONSUMER
ENTERPRISE,
GOVERNMENT
AND
WHOLESALE
CONSUMER
ENTERPRISE,
GOVERNMENT
AND
WHOLESALE
Discount rate (pre-tax)
9.58%
10.21%
9.03%
9.80%
Terminal growth rate
3.00%
3.00%
3.00%
3.00%
Sensitivity analysis on all of the key assumptions employed in the value-in-use calculations has been
performed. From this, the Group has concluded that a reasonable possible change in the key assumptions
will not cause the carrying amounts of the Consumer and EGW CGUs to exceed the recoverable amounts.
Notes to the consolidated financial statements continued
Page 113 | TPG Telecom Annual Report 2024
Note 16. Trade and other payables
2024
2023
$m
$m
Trade creditors and accruals
949
1,091
Employee benefits related payables
39
44
Other creditors
33
34
Payables to related parties
10
5
1,031
1,174
(a) Trade creditors and accruals
These amounts represent liabilities for goods and services provided to the Group prior to the end of the
financial period and which are unpaid. The amounts are unsecured and are usually paid or payable within 7 to
180 days of recognition. The carrying amounts of trade and other payables are considered to be the same as
their fair values, due to their short-term nature.
(b) Employee benefits - Wages and salaries
Liabilities for wages and salaries, including non-monetary benefits, that are expected to be settled wholly within
12 months after the end of the reporting period in which the employees render the related service are
recognised in other creditors in respect of employees’ services up to the reporting date and are measured at
the amounts expected to be paid when the liabilities are settled. Liabilities for sick leave are recognised when
the leave is taken and measured at the rates paid or payable.
(c) Employee benefits - Superannuation
The Group pays contributions to defined contribution superannuation plans on a mandatory, contractual or
voluntary basis. The Group has no further superannuation payment obligations once the contributions have
been paid. The contributions are recognised as employee benefit expense when they are due. Prepaid
contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments
is available.
(d) Employee benefits - STI and LTI
A liability for employee benefits in the form of a STI plan is recognised in employee benefits related payables
when there is no realistic alternative but to settle the liability and at least one of the following conditions is met:
• there are formal terms in the plan for determining the amount of the benefit;
• the amounts to be paid are determined before the time of completion of the financial statements; or
• past practice gives clear evidence of the amount of the obligation.
Liabilities recognised in trade and other payables for STI plans are expected to be settled within 12 months,
subject to conditions being met, and are measured at the amounts expected to be paid when they are settled.
The Group recognises share based compensation benefits provided within STI and LTI plans to a number of
executives and eligible employees under reserves, refer to note 25 for further details.
(e) Employee benefits - Termination benefits
Termination benefits are payable when employment is terminated by the Group before the normal retirement
date, or when an employee accepts voluntary redundancy in exchange for these benefits. The Group
recognises termination benefits at the earlier of the following dates: (a) when the Group can no longer withdraw
the offer of those benefits; and (b) when the entity recognises costs for a restructuring that is within the scope
of AASB 137 Provisions, Contingent Liabilities and Contingent Assets and involves the payment of termination
benefits.
Notes to the consolidated financial statements continued
Page 114 | TPG Telecom Annual Report 2024
Note 16. Trade and other payables continued
(f) Supplier finance arrangements
The Group participates in a supplier finance arrangement. Under the arrangement, the bank agrees to pay
amounts due to participating suppliers in respect of invoices owed by the Group and the Group repays the bank
at a later date. The principal purpose of this arrangement is to facilitate efficient payment processing.
There are no guarantees or securities provided under the supplier financing arrangement.
The arrangement does not significantly extend payment terms beyond the typical payment cycle with other
suppliers that are not participating. The Group therefore includes the amounts subject to the arrangement
within trade payables because the nature and function of these payables remains the same as those of other
trade payables.
All payables under the arrangement are classified as current as at 31 December 2024.
2024
$m
Carrying amounts of liabilities
Presented within trade and other creditors
78
- of which suppliers have received payment
78
2024
Days after invoice
date
Range of payment due dates
Trade creditors subject to supplier finance arrangement
85-176
Comparable trade creditors that are not part of an arrangement
7-180
*The Group applied transitional relief available under Suppler Finance Arrangements - Amendments to AASB 107 and AASB 7 and has not
provided comparative information in the first year of adoption.
There were no significant non-cash changes in the carrying amount of trade payables subject to supplier
finance arrangements.
Refer to Note 29 for additional information about how these arrangements affect the Group’s liquidity risk.
Notes to the consolidated financial statements continued
Page 115 | TPG Telecom Annual Report 2024
Note 17. Borrowings
Borrowings are initially recognised at fair value net of unamortised transaction costs incurred. Borrowings are
subsequently measured at amortised cost. Any difference between the proceeds and the redemption amount is
recognised in the Consolidated Income Statement over the period of the borrowings using the effective interest
method.
Fees paid on the establishment of loan facilities, which are not incremental costs relating to the drawdown of
the facilities, are recognised as transaction costs of the loan to the extent that it is probable that some or all of
the facility will be drawn down, otherwise they are recognised as prepayments and amortised on a straight-line
basis over the term of the facility.
2024
2023
$m
$m
Non-current
Bank loans (unsecured)
4,110
4,090
Capitalised borrowing costs
(11)
(14)
Net bank loans
4,099
4,076
(a) Available facilities
At 31 December 2024, the Group has total loan facilities of $4,760 million (31 December 2023: $4,960 million).
The total amount of undrawn borrowing facilities at 31 December 2024 was $685 million (31 December 2023:
$905 million) which includes a committed overdraft facility of $35 million (31 December 2023: $35 million).
The Group’s bank loan facilities contain undertakings to comply with financial covenants. These require that the
Group operates within certain financial ratios. The financial covenants that the Group is subject to are Leverage
and Interest Coverage. Additionally, the Group is required to ensure that the Total Assets and EBITDA of the
guarantors meet minimum threshold amounts of Total Assets and consolidated EBITDA of the Group.
There were no breaches of financial covenants during the year ended 31 December 2024.
Note 18. Provisions
Provisions are recognised when the Group has a present legal or constructive obligation as a result of past
events; it is probable that an outflow of resources will be required to settle the obligation; and the amount has
been reliably estimated. Provisions are not recognised for future operating losses. Provisions are measured at
the present value of the Group’s best estimate of the expenditure required to settle the present obligation at the
reporting date.
The discount rate used to determine the present value reflects current market assessments of the time value of
money and the risks specific to the liability.
(a) Onerous contracts
Present obligations arising under onerous contracts are recognised and measured as a provision. An onerous
contract is considered to exist where the Group has a contract under which the unavoidable costs of meeting
the obligations under the contract exceed the economic benefits expected to be received under it.
(b) Make good provisions
A provision has been made for the present value of anticipated future costs of restoration of leased premises.
The provision includes future cost estimates associated with removing any leasehold improvements. The costs
have been capitalised as part of the cost of leasehold improvements and are amortised over the shorter of the
term of the lease or the useful life of the assets.
Notes to the consolidated financial statements continued
Page 116 | TPG Telecom Annual Report 2024
Note 18. Provisions continued
(c) Decommissioning costs
The Group records a provision for decommissioning costs on its network. Decommissioning costs are provided
at the present value of expected costs to settle the obligation using estimated cash flows and are recognised as
part of the cost of that particular asset. The estimated future costs of decommissioning are reviewed annually
and adjusted as appropriate. Changes in the estimated future costs or in the discount rate applied are added to
or deducted from the cost of the asset. For the network sites in the MOCN area, a separate decommissioning
provision of $48m has been recognised. Refer to Note 5 for further detail.
(d) Annual leave employee benefit obligations
Liabilities for annual leave that are expected to be settled wholly within 12 months after the end of the reporting
period in which the employees render the related service are recognised in provision for employee benefits in
respect of employees’ services up to the reporting date and are measured at the amounts expected to be paid
when the liabilities are settled.
(e) Long service leave and other long-term employee benefit obligations
The Group has liabilities for long service leave that are not expected to be settled wholly within 12 months after
the end of the period in which the employees render the related service. The liability for long service leave is
recognised in the provision for employee benefits and measured as the present value of expected future
payments to be made in respect of services provided by employees up to the reporting date. Consideration is
given to expected future wage and salary levels, experience of employee departures and periods of service.
Expected future payments are discounted using market yields at the reporting date on high-quality corporate
bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash
outflows. The obligations are presented as current liabilities in the consolidated statement of financial position if
the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting
period, regardless of when the actual settlement is expected to occur.
2024
2023
$m
$m
Current
Employee benefits
65
62
Decommissioning and make good
11
12
Other provisions
2
17
MOCN decommissioning provision
14
—
92
91
Non-current
Employee benefits
7
6
Decommissioning and make good
60
61
MOCN decommissioning provision
34
—
101
67
Refer to Note 5 for further detail on the MOCN decommissioning provision.
(f) Movement in provisions (excluding employee benefits)
DECOMMISSIONING
AND MAKE GOOD
MOCN
DECOMMISSIONING
PROVISION
OTHER
PROVISIONS
TOTAL
$m
$m
$m
$m
Balance at 1 January 2024
73
—
17
90
Amounts adjusted during the year
7
48
2
57
Amounts utilised during the year
(9)
—
(17)
(26)
Balance at 31 December 2024
71
48
2
121
Notes to the consolidated financial statements continued
Page 117 | TPG Telecom Annual Report 2024
Note 19. Other liabilities
2024
2023
$m
$m
Current
Carrier network payables
28
28
Other contract liabilities
2
5
Other payables
2
8
32
41
Non-current
Carrier network payables
—
28
Other financial liabilities
22
22
Other contract liabilities
7
5
Other payables
—
3
29
58
Other financial liabilities represent amounts arising from sale-and-leaseback transactions.
Note 20. Contributed equity
Where any Group company purchases the Company’s equity instruments, for example as a result of a share-
based payment plan, the consideration paid, including any directly attributable incremental costs (net of income
taxes) is deducted from equity attributable to the Owners of the Company as treasury shares until the shares
are cancelled or reissued. Where such ordinary shares are subsequently reissued, any consideration received,
net of any directly attributable incremental transaction costs and the related income tax effects, is included in
equity attributable to the Owners of the Company.
Shares held by the TPG Employee Incentive Plan Trust are disclosed as treasury shares and deducted in the
reserves.
2024
2023
2024
2023
SHARES
SHARES
$m
$m
Ordinary shares (fully paid)
1,859,341,669
1,859,341,669
18,399
18,399
There were no movements in ordinary shares during the year ended 31 December 2024.
Notes to the consolidated financial statements continued
Page 118 | TPG Telecom Annual Report 2024
Note 21. Reserves
(a) Cash flow hedge reserve
The cash flow hedge reserve comprises the effective portion of the cumulative net change in the fair value of
hedging instruments used in cash flow hedges pending subsequent recognition in profit or loss or directly
included in the initial cost or other carrying amount of a non-financial asset or non-financial liability.
(b) Foreign currency translation reserve
The translation reserve comprises all foreign exchange differences arising from the translation of the financial
statements of foreign operations where their functional currency is different to the presentation currency of the
reporting entity.
(c) Share-based payments reserve
The share-based payments reserve is used to recognise the fair value of all shares and rights both issued and
issued but not exercised under the various employee share plans, as well as purchases of shares by the TPG
Employee Incentive Plan Trust. (Refer to Note 25).
The table below provides the number and amount of treasury shares in the share-based payments reserve:
NUMBER OF SHARES
$m
Opening balance at 1 January 2024
3,626,913
21
Shares acquired by the TPG Employee Incentive Plan Trust
2,583,525
12
Issue of shares under the employee incentive plan
(732,188)
(5)
Balance as at 31 December 2024
5,478,250
28
NUMBER OF SHARES
$m
Opening balance at 1 January 2023
2,395,453
14
Shares acquired by the TPG Employee Incentive Plan Trust
1,565,136
8
Issue of shares under the employee incentive plan
(333,676)
(1)
Balance as at 31 December 2023
3,626,913
21
(d) Common control reserve
The common control reserve comprises differences arising from transfers of assets and liabilities in exchange
of equity interests among entities with shareholders that had jointly controlled the Company during the year.
2024
2023
$m
$m
Cash flow hedge reserve
2
5
Foreign currency translation reserve
—
(1)
Common control reserve
3
3
Share based payments reserve
21
14
Treasury shares reserve
(28)
(21)
(2)
—
Movement in reserves
Balance at 1 January
—
(3)
Change in value of cash flow hedge reserve
(3)
3
Change in value foreign currency translation reserve
1
—
Change in value of common control reserve
—
—
Change in value of share-based payments reserve
7
7
Change in value of treasury-based payments reserve
(7)
(7)
Balance at 31 December
(2)
—
Notes to the consolidated financial statements continued
Page 119 | TPG Telecom Annual Report 2024
Note 22. Dividends
During the year ended 31 December 2024, the following dividends were paid:
• fully franked final FY23 dividend of $167 million (9.0 cents per fully paid share) was paid on 12 April 2024
(2023: $167 million)
• partially (87%) franked interim FY24 dividend of $167 million (9.0 cents per fully paid share) was paid on
11 October 2024 (2023: fully franked $167 million)
Subsequent to year end, on 28 February 2025, the Board of directors have declared an unfranked final FY24
dividend of 9.0 cents per share. As the final dividend was not declared or resolved to be paid by the Board as at
31 December 2024, the dividend has not been provided for in the Consolidated Statement of Financial Position.
The final FY24 dividend has a record date of 7 March 2025 and will be paid on 4 April 2025.
All dividends declared or paid during the year were fully or partially franked at the tax rate of 30%.
The Group does not operate a Dividend Reinvestment Plan.
Dividend franking account
2024
2023
$m
$m
Franking credits available for subsequent reporting periods based on a tax rate of 30% (2023:
30%)
—
133
The above available amounts are based on the balance of the dividend franking account at year-end adjusted
for dividends paid during the year. During the year the franking credits were fully utilised.
Notes to the consolidated financial statements continued
Page 120 | TPG Telecom Annual Report 2024
Note 23. Interests in other entities
(a) Subsidiaries
Investments in subsidiaries are measured at cost in the Company’s financial statements. The following is a list
of all material entities that formed part of the Group as at 31 December 2024. A complete list of controlled
entities can be found in the Consolidated Entity Disclosure Statement.
INTEREST %
NAME OF ENTITY
NOTES
COUNTRY OF
INCORPORATION
2024
%
2023
%
Vodafone Hutchison Spectrum Pty Limited
2
Australia
100
100
H3GA Properties (No. 3) Pty Limited
1
Australia
100
100
Vodafone Foundation Australia Pty Limited
3
Australia
100
100
Vodafone Australia Pty Limited
2
Australia
100
100
Mobile JV Pty Limited
2
Australia
100
100
AAPT Limited
2
Australia
100
100
A.C.N. 139 798 404 Pty Ltd
2
Australia
100
100
Adam Internet Holdings Pty Ltd
2
Australia
100
100
Agile Pty Ltd
2
Australia
100
100
Chariot Pty Ltd
2
Australia
100
100
Chime Communications Pty Ltd
2
Australia
100
100
Vision Network Pty Limited
2
Australia
100
100
iiNet Limited
2
Australia
100
100
Internode Pty Ltd
2
Australia
100
100
Intrapower Pty Limited
2
Australia
100
100
Intrapower Terrestrial Pty Ltd
2
Australia
100
100
PIPE International (Australia) Pty Ltd
2
Australia
100
100
PIPE Networks Pty Limited
2
Australia
100
100
PIPE Transmission Pty Ltd
2
Australia
100
100
PPC 1 (US), Inc.
USA
100
100
PPC 1 Limited
Bermuda
100
100
Soul Communications Pty Ltd
2
Australia
100
100
Soul Pattinson Telecommunications Pty Limited
2
Australia
100
100
TPG Telecom Foundation
Australia
100
100
TPG Corporation Limited
2
Australia
100
100
TPG Finance Pty Limited
2
Australia
100
100
TPG Holdings Pty Limited
2
Australia
100
100
TPG Internet Pty Ltd
2
Australia
100
100
TPG Network Pty Ltd
2
Australia
100
100
TransACT Capital Communications Pty Ltd
2
Australia
100
100
TPG Telecom Employee Share Trust
4
Australia
100
100
TransACT Communications Pty Limited
2
Australia
100
100
Trusted Cloud Pty Limited
2
Australia
100
100
Value Added Network Pty Limited
2
Australia
100
100
1.
This company is exempt from financial reporting requirements and does not form part of the deed of cross guarantee and is
recognised as a small proprietary company.
2.
Pursuant to the ASIC Corporations (Wholly-owned Companies) Instrument 2016/785, these wholly-owned subsidiaries within the
Closed Group are relieved from the Corporations Act 2001 (Cth) requirements to prepare and lodge separate financial reports for the
year ended 31 December 2024 (to the extent they apply).
3.
This company is a Trustee company for the TPG Telecom Foundation and is required to prepare financial reporting under Australian
Charities and Not-for-profits Commission.
4.
TPG Telecom (TPG) Employee Share Trust was established for the purpose of subscribing for, acquiring and holding shares in TPG
for the benefit of employees, and to ensure TPG does not contravene the Corporations Act 2001 (Cth) Section 259A in relation to the
direct acquisition of the TPG’s own shares. Shares acquired are held by the Trustee on the terms and conditions of the trust deed.
Notes to the consolidated financial statements continued
Page 121 | TPG Telecom Annual Report 2024
Note 23. Interests in other entities continued
(b) Joint ventures
Under AASB 11 Joint Arrangements investments in joint arrangements are classified as either joint operations
or joint ventures. The classification depends on the contractual rights and obligations of each investor, rather
than the legal structure of the joint arrangement.
Joint ventures
Interests in joint ventures are accounted for using the equity method after initially being recognised at cost in
the consolidated statement of financial position.
Equity method
Under the equity method of accounting, investments are initially recognised at cost and adjusted thereafter to
recognise the Group’s share of the post-acquisition profits or losses of the investee in profit or loss, and the
Group’s share of movements in other comprehensive income of the investee in other comprehensive income.
Dividends received or receivable from associates and joint ventures are recognised as a reduction in the
carrying amount of the investment.
When the Group’s share of losses in an equity-accounted investment equals or exceeds its interest in the entity,
including any other unsecured long-term receivables, the Group does not recognise further losses, unless it has
incurred obligations or made payments on behalf of the other entity.
Unrealised gains on transactions between the Group and its associates and joint ventures are eliminated to the
extent of the Group’s interest in these entities. Unrealised losses are also eliminated unless the transaction
provides evidence of an impairment of the asset transferred. Accounting policies of equity accounted investees
have been changed where necessary to ensure consistency with the policies adopted by the Group.
The carrying amount of equity-accounted investments is tested for impairment in accordance with the policy
described in Note 13.
There are no material joint ventures to the Group as at 31 December 2024 and 31 December 2023.
Notes to the consolidated financial statements continued
Page 122 | TPG Telecom Annual Report 2024
Note 24. Related party transactions
(a) Parent entity
TPG Telecom Limited is the head entity of the Group. Further information is detailed in Note 27.
(b) Interests in other entities
Material interests in other entities are set out in Note 23.
(c) Key management personnel
The aggregate compensation made to directors and other members of the key management personnel of the
Group is set out below.
2024
2023
$'000
$'000
Short-term employee benefits
10,307
10,193
Post-employment benefits
235
228
Long-term benefits
(195)
608
Termination, retention and sign-on payments
618
345
Share and cash incentive payments
8,374
4,262
19,339
15,636
(d) Transactions with related parties
2024
2023
$'000
$'000
Purchases of goods and services
Purchase of assets from other related parties
5,146
—
Service expense
45,921
44,658
Roaming expense
12,964
12,027
Provision of services
Service income
960
1,025
Roaming income
1,558
1,819
Other transactions
Office rental
55
3,013
Transactions with related parties include purchase and sale contracts with entities controlled by, or associated
with the Group’s substantial shareholders. All transactions were made at arms-length, on normal commercial
terms and conditions and at market rates.
(e) Outstanding balances arising from sales/purchases of goods and services
The following balances are outstanding at the end of the reporting period in relation to transactions with related
parties:
2024
2023
$'000
$'000
Current receivables
Related parties
981
2,497
981
2,497
Current payables
Related parties
10,544
5,350
10,544
5,350
Notes to the consolidated financial statements continued
Page 123 | TPG Telecom Annual Report 2024
Note 25. Share-based payments
(a) Share-based payments expense
Share-based compensation benefits are provided to Executives and eligible employees via the short-term
incentive (STI) and long-term incentive (LTI) schemes.
The fair value of shares granted to employees for nil consideration is recognised as an expense over the
relevant service period, being the year (or years) to which the STI and LTI relates and the vesting period of the
shares. The fair value is measured at the grant date of the shares and is recognised in equity in the share-
based payment reserve. The number of shares expected to vest is estimated based on non-market and market
performance conditions. The estimates are revised at the end of each reporting period and adjustments are
recognised in profit or loss and the share-based payment reserve.
Where shares are forfeited due to a failure by the employee to satisfy the service conditions, any expenses
previously recognised in relation to such shares are reversed effective from the date of the forfeiture.
Treasury shares are shares in TPG Telecom Limited that are held by the TPG Employee Incentive Plan Trust
for the purpose of issuing shares under the short-term incentive (STI) and long-term incentive (LTI) schemes
provided to Executives and eligible employees. The TPG Employee Incentive Plan Trust was established for
the purposes of acquiring shares under the STI and LTI plans.
Shares issued to employees are recognised on a first-in-first-out basis.
The shares are administered by the TPG Employee Incentive Plan Trust. This trust is consolidated in
accordance with note 2(b). The shares are acquired on market at the Board's discretion and are held as
treasury shares until such time as they are vested. Forfeited shares are reallocated in subsequent grants.
Under the terms of the trust deed, TPG Telecom Limited is required to provide the trust with the necessary
funding for the acquisition of the shares. The number of shares held by the TPG Employee Incentive Plan Trust
on 31 December 2024 is 5,478,250, with an average price of $5.17 per share (31 December 2023: 3,626,913
shares held at an average price of $5.73 per share).
The remuneration report sets out the details relating to the TPG share plans (pages 47 to 61), with details of
the LTI performance share rights (pages 56 to 61) and deferred share rights (pages 47 to 56) issued to, and
forfeited by, the CEO and other key management personnel.
The Group continues to recognise its Share-based payment schemes as an employee benefits expense with a
corresponding increase in reserves. The amount expensed in the year was $12,606,187 (31 December 2023:
$7,946,830).
(b) Performance rights - LTI
Under the LTI scheme, the CEO and Executives are granted a LTI amount in the form of rights to shares of the
Company. The rights are granted in the first year, and subject to the achievement of the LTI scheme
performance conditions, will vest at the end of the three year performance period. They automatically convert
into one ordinary share each on vesting at an exercise price of nil. The Executives do not receive any dividends
and are not entitled to vote in relation to the performance rights during the vesting period. If any executive
ceases to be employed by the Group within this period, the rights will be forfeited, except in special
circumstances (including redundancy, retirement, death or total and permanent disability or as otherwise
agreed by the Board).
Notes to the consolidated financial statements continued
Page 124 | TPG Telecom Annual Report 2024
Note 25. Share-based payments continued
The number of rights granted or outstanding during the year ended 31 December 2024 are set out below.
31 DECEMBER 2024
31 DECEMBER 2023
NUMBER OF RIGHTS
NUMBER OF RIGHTS
At 1 January
4,198,143
2,533,904
Granted during the year
3,391,335
1,664,239
Vested during the year
—
—
Forfeited during the year
(1,160,407)
—
At 31 December1
6,429,071
4,198,143
Weighted average of contractual life of all performance share rights
outstanding
1.50 years
1.25 years
1.
All awards granted during the year have an exercise price of nil
The accounting valuation represents the independent valuation of each tranche of Performance Share Rights
(“PSR”) at their respective grant dates. The valuations for the year ended 31 December 2024 have been
performed by an external independent valuer using Return on invested capital (“ROIC”), Earnings per share
(“EPS”) and Environmental, social and governance (“ESG”). Performance Share Rights with a market vesting
condition (for example, Total Shareholder Return “TSR”) incorporates the likelihood that the vesting condition
will be met. The accounting valuation of Performance Share Rights with a non-market vesting condition (for
example, ROIC) considers the likelihood that the vesting condition will be met.
ROIC, EPS and ESG hurdles – The external independent valuer has utilised the Black-Scholes model to
determine the fair value of PSRs. This pricing model takes into account factors such as the Company’s share
price at the date of grant, the risk-free rate of return, expected dividend yield and time to maturity. The
accounting valuation of rights issued is allocated over the vesting period so as to take into account the
expected level of vesting over the performance period.
The model inputs for performance share rights granted during the years ended 31 December 2024 and 31
December 2023 included:
GRANT DATE
13-MAY-24
11-MAY-23
Share price at Grant Date
$4.55
$5.58
Risk-free rate
3.94 %
3.07 %
Dividend yield
3.80 %
3.40 %
Effective life
2.90
2.90
Exercise price
Nil
Nil
TPG price volatility
28 %
30 %
The expected price volatility is based on the historic volatility of share prices of each company within the peer
group of TPG Telecom.
Consolidated - 2024
GRANT
DATE
PLAN
EXPIRY DATE
HURDLE
FAIR VALUE PER
PERFORMANCE SHARE
RIGHT AT GRANT DATE
SHARE
PRICE
VESTING
DATE
13-May-2024
LTI 2024-2026
31-Mar-2028
ROIC
$4.08
$4.55 31-Mar-2027
13-May-2024
LTI 2024-2026
31-Mar-2028
EPS
$4.08
$4.55 31-Mar-2027
13-May-2024
LTI 2024-2026
31-Mar-2028
ESG
$4.08
$4.55 31-Mar-2027
13-May-2024
Performance Retention
Rights 2024-2026
31-Mar-2028
TSR
$1.88
$4.55 31-Mar-2027
13-May-2024
Performance Retention
Rights 2024-2026
31-Mar-2028
Service
$4.08
$4.55 31-Mar-2027
Notes to the consolidated financial statements continued
Page 125 | TPG Telecom Annual Report 2024
Note 25. Share-based payments continued
Consolidated – 2023
GRANT
DATE
PLAN
EXPIRY DATE
HURDLE
FAIR VALUE PER
PERFORMANCE SHARE
RIGHT AT GRANT DATE
SHARE
PRICE
VESTING
DATE
11-May-2023
LTI 2023-2025
31-Mar-2027
ROIC
$5.06
$5.58 31-Mar-2026
11-May-2023
LTI 2023-2025
31-Mar-2027
EPS
$5.06
$5.58 31-Mar-2026
11-May-2023
LTI 2023-2025
31-Mar-2027
ESG
$5.06
$5.58 31-Mar-2026
(c) Deferred share rights - STI
The Group offers a short-term incentive scheme to Executives who receive 50% of the annual STI achieved in
cash and 50% in the form of rights to deferred shares of TPG Telecom (50% cash and 50% deferred share
rights in 2023). The rights are granted the following year and vest equally in two tranches. The first tranche will
vest in March one year after the end of the financial year and the second tranche will vest in March two years
after the end of the financial year. They automatically convert into one ordinary share each on vesting at an
exercise price of nil. The Executives do not receive any dividends and are not entitled to vote in relation to the
deferred shares during the vesting period. If any Executive or eligible employee ceases to be employed by the
Group within this period, the rights will be forfeited, except in special circumstances (including redundancy,
retirement, death or total and permanent disability or as otherwise agreed by the Board).
The number of rights to be granted is determined based on the current value of the achieved STI divided by the
volume weighted average price of the Group’s ordinary shares over five days following the announcement of
annual results ($4.71 for rights granted on 13 May 2024 and $4.99 for the rights granted in 2023).
2024
2023
NUMBER OF SHARES
NUMBER OF SHARES
As at 1 January
1,194,815
590,983
Granted during the year
1,633,473
915,872
Vested during the year
(732,188)
(306,321)
Forfeited during the year
(32,755)
(5,719)
As at 31 December
2,063,345
1,194,815
Weighted average remaining contractual life of the deferred
shares outstanding at the end of the period
0.58 years
0.59 years
Note 26. Commitments and contingencies
(a) Capital commitments
Significant capital expenditure contracted for at the end of the reporting period but not recognised as liabilities
is as follows:
2024
2023
$m
$m
Property, plant & equipment
365
427
Spectrum acquisition
—
128
365
555
Notes to the consolidated financial statements continued
Page 126 | TPG Telecom Annual Report 2024
Note 27. Parent entity financial information
The Company’s investments in subsidiaries are accounted for at cost. The financial information for the
Company has been prepared on the same basis as the consolidated financial statements.
The parent entity financial information includes certain transactions and balances of other Group entities as
they operate under an agency agreement.
Tax consolidation legislation
TPG Telecom Limited and its wholly-owned subsidiary Australian controlled entities have implemented the tax
consolidation legislation.
The head entity, TPG Telecom Limited, and the controlled entities in the tax consolidated group account for
their own current and deferred tax amounts. These tax amounts are measured as if each entity in the tax
consolidated group continues to be a stand-alone taxpayer in its own right.
In addition to its own current and deferred tax amounts, TPG Telecom Limited also recognises the current tax
liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits
assumed from controlled entities in the tax consolidated group.
The entities have also entered into a tax funding agreement under which the wholly-owned entities fully
compensate TPG Telecom Limited for any current tax payable assumed and are compensated by TPG Telecom
Limited for any current tax receivable and deferred tax assets relating to unused tax losses or unused tax
credits that are transferred to TPG Telecom Limited under the tax consolidation legislation. The funding
amounts are determined by reference to the amounts recognised in the wholly-owned entities' financial
statements.
(a) Summary financial information
2024
2023
$m
$m
Financial position
Assets
Current assets
1,330
1,268
Non-current assets
18,576
20,351
Total assets
19,906
21,619
Liabilities
Current liabilities
1,392
1,498
Non-current liabilities
6,297
7,636
Total liabilities
7,689
9,134
Net assets
12,217
12,485
Equity
Contributed equity
18,399
18,399
Reserves
(4)
(4)
Pre-merger accumulated losses
(7,389)
(7,389)
Post-merger retained earnings
1,211
1,479
Total equity
12,217
12,485
Financial performance
Profit for the year
66
216
Total comprehensive income for the year, net of tax
66
219
Notes to the consolidated financial statements continued
Page 127 | TPG Telecom Annual Report 2024
Note 27. Parent entity financial information continued
(b) Guarantees entered into by the parent entity
2024
2023
$m
$m
Unsecured
19
46
19
46
(c) Contractual commitments
Significant capital expenditure contracted for at the end of the reporting period but not recognised as liabilities
is as follows:
2024
2023
$m
$m
Property, plant & equipment
365
427
365
427
Notes to the consolidated financial statements continued
Page 128 | TPG Telecom Annual Report 2024
Note 28. Deed of cross guarantee
The parties to the deed of cross guarantee are those as disclosed in Note 23. Each entity that is a party to the
deed of cross guarantee has guaranteed the debts of the other parties. By entering into the deed, each of the
wholly-owned entities that would otherwise be subject to the requirement to prepare a financial report and
director’s report have been relieved from that requirement under ASIC Corporations (Wholly-owned
Companies) Instrument 2016/785.
Set out below is the summarised consolidated statement of profit or loss and other comprehensive income for
the entities that are parties to the deed of cross guarantee.
2024
2023
$m
$m
Revenue from contracts with customers
5,520
5,533
Other income
12
36
Cost of provision of telecommunication services
(1,533)
(1,578)
Cost of handsets and hardware sold
(786)
(884)
Technology costs
(391)
(405)
Employee benefits expense
(439)
(381)
Impairments and other charges
(250)
(17)
Other operating expenses
(421)
(434)
Earnings before interest, tax, depreciation and amortisation
1,712
1,870
Depreciation and amortisation expense
(1,474)
(1,457)
Results from operating activities
238
413
Finance income
3
4
Finance expenses
(381)
(345)
Net financing costs
(378)
(341)
(Loss)/profit before income tax
(140)
72
Income tax expense
44
(12)
(Loss)/profit after income tax
(96)
60
Items that may subsequently be reclassified to the income statement, net of tax:
Net gain on cash flow hedges taken to equity
(3)
3
Other comprehensive (loss) / income for the year, net of tax
(3)
3
Total comprehensive (loss) / income for the year, net of tax
(99)
63
Summary of movements in consolidated retained earnings
2024
2023
$m
$m
Accumulated losses at the beginning of the financial year
(6,751)
(6,476)
(Loss)/profit for the year
(96)
60
Transfer from reserves
(1)
—
Dividends paid
(334)
(335)
Accumulated losses at the end of the financial year
(7,182)
(6,751)
Notes to the consolidated financial statements continued
Page 129 | TPG Telecom Annual Report 2024
Note 28. Deed of cross guarantee continued
Set out below is the consolidated statement of financial position for the deed of cross guarantee.
2024
2023
$m
$m
ASSETS
Current assets
Cash and cash equivalents
41
111
Trade and other receivables
767
765
Inventories
82
117
Derivative financial instruments
5
2
Prepayments and other assets
60
81
Total current assets
955
1,076
Non-current assets
Trade and other receivables
447
468
Property, plant and equipment
3,824
3,744
Right-of-use assets
1,469
1,708
Intangible assets
11,764
12,079
Deferred tax assets
218
171
Derivative financial instruments
—
3
Prepayments and other assets
11
16
Total non-current assets
17,733
18,189
Total assets
18,688
19,265
LIABILITIES
Current liabilities
Trade and other payables
582
740
Contract liabilities
315
294
Lease liabilities
136
121
Provisions
92
91
Other liabilities
32
42
Total current liabilities
1,157
1,288
Non-current liabilities
Contract liabilities
17
16
Borrowings
4,099
4,076
Lease liabilities
2,069
2,112
Provisions
101
67
Other liabilities
29
58
Total non-current liabilities
6,315
6,329
Total liabilities
7,472
7,617
Net assets
11,216
11,648
EQUITY
Contributed equity
18,399
18,399
Reserves
(1)
—
Accumulated losses
(7,182)
(6,751)
Total Equity
11,216
11,648
Notes to the consolidated financial statements continued
Page 130 | TPG Telecom Annual Report 2024
Note 29. Financial risk management
The Group’s activities are exposed to a variety of financial risks which include market risk (including interest
rate and foreign currency risks), credit risk and liquidity risk. The Group’s overall risk management seeks to
minimise the potential adverse effects of these risks on the financial performance of the Group.
The Board of directors has overall responsibility for the establishment and oversight of the risk management
framework.
The Group’s exposure to each of the above risks is managed in accordance with the Board approved Treasury
Policy. This note presents information about the Group’s exposure to the above risks and the management
thereof. Further quantitative disclosures are included throughout this financial report.
The Treasury Policy includes the identification, management and reporting of financial risks and associated
controls. The Treasury Policy and systems are reviewed regularly to reflect changes in market conditions and in
the Group’s activities. The Treasury Policy establishes a disciplined and constructive control environment in
which all employees understand their roles and obligations.
The Group’s Audit & Risk Committee oversees how management monitors compliance with the Group’s
Treasury Policy and reviews the adequacy of the risk management framework in relation to the financial risks
faced by the Group.
Where relevant criteria are met, hedge accounting is applied which removes the accounting and economic
mismatch between the hedging instrument and the hedged item. This will effectively result in recognising
interest expense at a fixed interest rate for the hedged floating rate loans.
Refer to Note 12 for the derivative financial instruments held and hedging accounting applied by the Group.
(a) Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates, will
affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk
management is to manage and control market risk exposures within acceptable parameters, while optimising
return.
(i) Interest rate risk
The Group has cash balances placed with reputable banks and financial institutions which generate interest
income for the Group.
The Group’s bank borrowings expose the Group to interest rate risk. As at the end of the reporting period, the
exposure of the Group’s borrowings (excluding leases under AASB 16) to interest rate changes are as follows:
2024
PERCENTAGE OF
TOTAL LOANS
2023
PERCENTAGE OF
TOTAL LOANS
$m
$m
Variable rate borrowings
4,110
100 %
4,090
100 %
Fixed rate borrowings
—
— %
—
— %
4,110
100 %
4,090
100 %
Notes to the consolidated financial statements continued
Page 131 | TPG Telecom Annual Report 2024
Note 29. Financial risk management continued
(a) Market risk continued
(i) Interest rate risk continued
The Group has entered forward-start interest rate swaps that hedge a portion of the Group’s interest expenses
in future periods. Swaps currently in place cover 27% (2023: 61%) of the variable loan principal outstanding as
at 31 December 2024.
The swap contracts require settlement of net interest receivable or payable every three months. The settlement
dates coincide with the dates on which interest is payable on the underlying debt.
As at 31 December 2024, a change in the market interest rate of 50 basis points would have increased
(decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other
variables remain constant.
PROFIT/(LOSS)1
EQUITY1
2024
2023
2024
2023
$m
$m
$m
$m
Interest rates – Increase by 50 basis points
(14)
(14)
(14)
(14)
Interest rates – Decrease by 50 basis points
14
14
14
14
1.
This is a result of the net changes in interest expenses net of income tax expenses.
(ii) Foreign currency risk
The Group is exposed to currency risk on revenues, expenses, receivables and payables that are denominated
in a currency other than its functional currency, the Australian dollar (AUD). The Group is mainly exposed to the
United States Dollar (USD) with minor exposures to other currencies.
The group’s exposure to USD at the end of the year, expressed in Australian dollar, was as follows:
2024
2023
$m
$m
Trade and other receivables
4
8
Trade and other payables
28
28
During the year, the following foreign exchange related amounts were recognised in consolidated income
statement and consolidated statement of comprehensive income:
2024
2023
$m
$m
Profit or loss
Foreign exchange gain
3
3
3
3
Notes to the consolidated financial statements continued
Page 132 | TPG Telecom Annual Report 2024
Note 29. Financial risk management continued
(a) Market risk continued
(ii) Foreign currency risk continued
The following table details the Group’s sensitivity to movements in the Australian dollar against relevant foreign
currencies. The percentages disclosed below represent changes in spot foreign exchange rates (i.e. forward
exchange points and discount factors have been kept constant). The sensitivity analysis includes only
outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a
given percentage change in foreign exchange rates. A positive number indicates an increase in profit and equity
and a negative number indicates a decrease in profit and equity.
PROFIT/(LOSS)1
EQUITY
2024
2023
2024
2023
$m
$m
$m
$m
USD impact
10%
(2)
(2)
(2)
(2)
(10%)
2
2
2
2
1. Profit/(loss): this is mainly as a result of the after-tax changes in the value of forward foreign exchange contracts not designated in a
hedge relationship, foreign currency investments, receivables and payables.
(b) Credit risk
Credit risk is managed on an entity basis. Credit risk arises from cash and cash equivalents, deposits with
banks and financial institutions, as well as credit exposures to related parties. The Group has adopted a policy
of only dealing with creditworthy counterparties as a means of mitigating the risk of financial loss from defaults.
Impairment of financial assets (trade receivables)
The Group applies the AASB 9 simplified approach to measuring expected credit losses which uses a lifetime
expected loss allowance for all receivables. To measure the expected credit losses, trade receivables have
been grouped based on shared credit risk characteristics and the days past due.
CURRENT
1-30 DAYS
PAST DUE
31 TO 60
DAYS PAST
DUE
61 TO 90
DAYS PAST
DUE
MORE THAN 91
DAYS PAST
DUE
TOTAL
At 31 December 2024
Expected loss rate
%
3.9
8.9
22.2
33.3
44.4
Gross trade receivables
$m
180
45
9
3
9
246
Loss allowance
$m
7
4
2
1
4
18
At 31 December 2023
Expected loss rate
%
3.7
6.3
22.2
16.7
23.1
Gross trade receivables
$m
189
48
9
6
13
265
Loss allowance
$m
7
3
2
1
3
16
The table above covers the expected credit loss rate of trade receivables and other debtors. Collectability of
receivables are reviewed on an ongoing basis. The Group applies the AASB 9 simplified approach to
measuring expected credit losses which uses a lifetime expected loss allowance for all receivables. To measure
the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics
and the days past due.
Geographically, the Group is subject to a concentration of credit risk as predominantly all of its revenue is
generated in Australia.
Notes to the consolidated financial statements continued
Page 133 | TPG Telecom Annual Report 2024
Note 29. Financial risk management continued
(c) Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. Prudent
liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of
funding through an adequate amount of committed credit facilities.
The Group manages liquidity risk by continuously monitoring forecast and actual cash flows. Treasury aims at
maintaining flexibility in funding by keeping committed credit lines available with a variety of counterparties.
Surplus funds are generally placed on deposit.
As described in Note 16, the Group also participates in a supplier finance arrangement with a bank for the
principal purpose of facilitating efficient payment processing of supplier invoices. The balances are disclosed as
part of trade and other payables in the financial statements.
Contractual maturities of financial liabilities
The contractual maturities of the Group’s financial liabilities were as follows:
LESS THAN
6 MONTHS
6-12
MONTHS
BETWEEN
1-2 YEARS
BETWEEN
2-5 YEARS
OVER 5
YEARS
TOTAL
CONTRACTUAL
CASH FLOWS
CARRYING
AMOUNT OF
LIABILITIES
FINANCIAL LIABILITIES
$m
$m
$m
$m
$m
$m
$m
At 31 December 2024
Non-derivatives
Trade and other
payables
1,031
—
—
—
—
1,031
1,031
Borrowings
59
169
2,341
1,630
517
4,716
4,099
Lease liabilities
149
130
252
711
2,004
3,246
2,205
1,239
299
2,593
2,341
2,521
8,993
7,335
At 31 December 2023
Non-derivatives
Trade and other
payables
1,174
—
—
—
—
1,174
1,174
Borrowings
58
169
208
3,345
1,079
4,859
4,076
Lease liabilities
125
120
237
704
2,178
3,365
2,234
1,357
289
445
4,049
3,257
9,398
7,484
(d) Fair value measurement
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an
orderly transaction in the principal market at the measurement date under current market conditions. Fair value
is an exit price regardless of whether that price is directly observable or estimated using another valuation
technique.
Specific valuation techniques used to value financial instruments include:
• the use of quoted market prices or dealer quotes for similar instruments;
• the fair value of interest rate swaps is determined using the present value of the estimated cash flows based
on observable yield curves; and
• the fair value of the remaining financial instruments is determined using discounted cash flow analysis.
Notes to the consolidated financial statements continued
Page 134 | TPG Telecom Annual Report 2024
Note 29. Financial risk management continued
(e) Fair value hierarchy
To provide an indication about the reliability of the inputs used in determining fair value, the Group classifies its
financial instruments into the three levels prescribed under the accounting standards.
Level 1: The fair value of financial instruments traded in active markets (such as publicly traded derivative, and
trading and available-for-sale securities) is based on quoted (unadjusted) market prices at the end of
the reporting period. The quoted market price used for financial assets held by the Group is the
current bid price. These instruments are included in Level 1.
Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-the-
counter derivatives) is determined using valuation techniques. These valuation techniques maximise
the use of observable market data where it is available and rely as little as possible on entity specific
estimates. If all significant inputs required to fair value an instrument are observable, the instrument is
included in Level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is
included in Level 3. This is the case for unlisted equity securities.
The following table presents the Group’s financial assets measured and recognised at fair value at 31
December 2024 and 31 December 2023 on a recurring basis:
LEVEL 1
LEVEL 2
LEVEL 3
TOTAL
$m
$m
$m
$m
At 31 December 2024
Financial assets
Interest rate swaps
—
2
—
2
Forward foreign exchange contracts
—
3
—
3
Total financial assets
—
5
—
5
At 31 December 2023
Financial assets
Interest rate swaps
—
5
—
5
Total financial assets
—
5
—
5
There were no financial liabilities measured and recognised at fair value at 31 December 2024 and 31
December 2023.
The Group’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as at the end of
the reporting period. There were no transfers between levels during the period.
The Group did not measure any financial assets or financial liabilities at fair value on a non-recurring basis as
at 31 December 2024 (2023: nil).
Notes to the consolidated financial statements continued
Page 135 | TPG Telecom Annual Report 2024
Note 29. Financial risk management continued
(f) Capital management
The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market
confidence and to sustain the future development of the business. The Board monitors return on capital, which
the Group defines as profit from operating activities divided by total shareholders’ equity. The Board also
determines the level of dividends to be paid to shareholders.
The Board seeks to maintain a balance between the higher returns that might be possible with higher levels of
borrowings, and the advantages and security afforded by a prudent capital structure.
From time to time, the Group may purchase its own shares on market for the purpose of issuing shares under
employee share plans. The Group does not currently have a defined share buy-back plan.
There were no changes to the Group’s capital management during the year.
The Group’s net debt to equity ratio at the reporting date was as follows:
2024
2023
$m
$m
Cash and cash equivalents
42
116
Borrowings (current)
—
—
Borrowings (non-current)
(4,099)
(4,076)
Lease liabilities (current)
(136)
(122)
Lease liabilities (non-current)
(2,069)
(2,112)
Net debt
(6,262)
(6,194)
Total equity
11,173
11,617
Net debt to equity ratio at 31 December
0.56
0.53
Notes to the consolidated financial statements continued
Page 136 | TPG Telecom Annual Report 2024
Note 30. Auditor's remuneration
The Group’s external auditor is PricewaterhouseCoopers (PwC). In addition to the audit and review of the
Group’s financial reports, PwC provides other services throughout the year. This note shows the total fees to
external auditors split between audit, audit related and non-audit services.
2024
2023
$'000
$'000
Audit and other assurance services
Audit and review of statutory financial statements
2,308
2,788
Other assurance services required by legislation
—
420
Other assurance services
337
179
Other statutory assurance services
27
18
2,672
3,405
Non-audit services
—
—
2,672
3,405
In accordance with advice received from the Audit & Risk Committee, the Directors are satisfied that the
provision of assurance services provided by PwC is compatible with the general standard of independence for
auditors imposed by the Corporations Act 2001. The Directors are satisfied because the Audit & Risk
Committee or its delegate, in accordance with pre-approved policies and procedures, has assessed each
service, having regard to auditor independence requirements of applicable laws, rules and regulations, and
concluded that the provision of each service or type of service would not impair the independence of PwC.
Note 31. Events occurring after the reporting period
Other than the below mentioned matters, there have been no other matter or circumstance that has arisen after
the reporting date that has significantly affected, or may significantly affect:
(i)
the operations of the Company and of the Group in future financial years, or
(ii) the results of those operations in future financial years, or
(iii) the state of affairs of the Company and of the Group in future financial years.
Dividends declared
The details of dividends declared after 31 December 2024 are disclosed in Note 22.
Notes to the consolidated financial statements continued
Page 137 | TPG Telecom Annual Report 2024
Basis of preparation
This consolidated entity disclosure statement
(“CEDS”) has been prepared in accordance with
the Corporations Act 2001 and includes information
for each entity that was part of the Group as at
31 December 2024 and has regard to the
Australian Taxation Office’s Practical Compliance
Guidance 2018/9.
Determination of Tax Residency
Section 295 (3A) of the Corporation Act 2001
requires that the tax residency of each entity which
is included in the CEDS be disclosed. The
determination of tax residency is complex and
requires judgement based on the interpretation of
relevant case law and its application to the facts
and circumstances in each case.
In determining residency, the consolidated entity
has applied the following interpretations:
Australian tax residency
The Group has applied the current legislation and
guidance including having regard to the Australian
Taxation Office’s public guidance in Tax Ruling TR
2018/5.
Foreign tax residency
The Group has applied current legislation and
relevant revenue authority guidance in the
determination of foreign tax residency.
Partnerships and Trusts
Australian tax law generally does not contain
corresponding residency tests for partnerships and
trusts and these entities are typically taxed on a
flow-through basis.
Below is the Group consolidated entity disclosure
statement as required by section 295(3A) of the
Corporations Act 2001.
EQUITY HOLDINGS
TAX RESIDENCY
NAME OF ENTITY
TYPE OF ENTITY
COUNTRY OF
INCORPORATION
AUSTRALIAN
OR FOREIGN
FOREIGN
JURISDICTION
TPG Telecom Limited
Body Corporate
Australia
N/A
Australian
N/A
Vodafone Hutchison Spectrum Pty Limited
Body Corporate
Australia
100
Australian
N/A
Vodafone Hutchison Receivables Pty. Ltd.
Body Corporate
Australia
100
Australian
N/A
H3GA Properties (No. 3) Pty Limited
Body Corporate
Australia
100
Australian
N/A
Vodafone Foundation Australia Pty Limited
Body Corporate,
Trustee
Australia
100
Australian
N/A
Vodafone Australia Pty Limited
Body Corporate
Australia
100
Australian
N/A
Vodafone Pty Limited
Body Corporate
Australia
100
Australian
N/A
Vodafone Network Pty Limited
Body Corporate
Australia
100
Australian
N/A
Mobileworld Operating Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Mobileworld Communications Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Mobile JV Pty Limited
Body Corporate
Australia
100
Australian
N/A
AAPT Limited
Body Corporate
Australia
100
Australian
N/A
A.C.N. 088 889 230 Pty Ltd
Body Corporate
Australia
100
Australian
N/A
A.C.N. 139 798 404 Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Adam Internet Holdings Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Adam Internet Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Agile Pty Ltd
Body Corporate
Australia
100
Australian
N/A
AlchemyIT Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Chariot Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Chime Communications Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Connect West Pty Ltd
Body Corporate
Australia
100
Australian
N/A
3.6 GHZ Spectrum Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Destra Communications Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Digiplus Contracts Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Digiplus Holdings Pty Limited
Body Corporate
Australia
100
Australian
N/A
Digiplus Investments Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Digiplus Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Vision Network Pty Limited
Body Corporate
Australia
100
Australian
N/A
iiNet New Zealand AKL Limited2
Body Corporate
New Zealand
100
Australian
N/A
iiNet Labs Pty Ltd
Body Corporate
Australia
100
Australian
N/A
iiNet Limited
Body Corporate
Australia
100
Australian
N/A
% OF
SHARE
CAPITAL
HELD
Consolidated Entities Disclosure Statement
Page 138 | TPG Telecom Annual Report 2024
EQUITY HOLDINGS
TAX RESIDENCY
NAME OF ENTITY
TYPE OF ENTITY
COUNTRY OF
INCORPORATION
AUSTRALIAN
OR FOREIGN
FOREIGN
JURISDICTION
Internode Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Intrapower Pty Limited
Body Corporate
Australia
100
Australian
N/A
Intrapower Terrestrial Pty Ltd
Body Corporate
Australia
100
Australian
N/A
IP Group Pty Ltd
Body Corporate
Australia
100
Australian
N/A
IP Service Xchange Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Kooee Communications Pty Limited
Body Corporate
Australia
100
Australian
N/A
Kooee Mobile Pty Limited
Body Corporate
Australia
100
Australian
N/A
Mercury Connect Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Netspace Online Systems Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Numillar IPS Pty Ltd
Body Corporate
Australia
89
Australian
N/A
PIPE International (Australia) Pty Ltd
Body Corporate
Australia
100
Australian
N/A
PIPE Networks Pty Limited
Body Corporate
Australia
100
Australian
N/A
PIPE Transmission Pty Ltd
Body Corporate
Australia
100
Australian
N/A
PowerTel Limited
Body Corporate
Australia
100
Australian
N/A
PPC 1 (US), Inc.
Body Corporate
USA
100
Australian1
USA1
PPC 1 Limited
Body Corporate
Bermuda
100
Australian
N/A
Request Broadband Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Soul Communications Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Soul Contracts Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Soul Pattinson Telecommunications Pty
Limited
Body Corporate
Australia
100
Australian
N/A
SPT Telecommunications Pty Limited
Body Corporate
Australia
100
Australian
N/A
SPTCom Pty Limited
Body Corporate
Australia
100
Australian
N/A
Telecom Enterprises Australia Pty Limited
Body Corporate
Australia
100
Australian
N/A
Telecom New Zealand Australia Pty Ltd
Body Corporate
Australia
100
Australian
N/A
TPG Corporation Limited
Body Corporate
Australia
100
Australian
N/A
TPG Energy Pty Ltd
Body Corporate
Australia
100
Australian
N/A
TPG Finance Pty Limited
Body Corporate
Australia
100
Australian
N/A
TPG Holdings Pty Limited
Body Corporate
Australia
100
Australian
N/A
TPG Internet Pty Ltd
Body Corporate
Australia
100
Australian
N/A
TPG JV Company Pty Ltd
Body Corporate
Australia
100
Australian
N/A
TPG Network Pty Ltd
Body Corporate
Australia
100
Australian
N/A
TPG Telecom Foundation
Trust
Australia
N/A
N/A
N/A
TPG Telecom Employee Share Trust
Trust
Australia
N/A
N/A
N/A
TransACT Capital Communications Pty
Ltd
Body Corporate
Australia
100
Australian
N/A
TransACT Communications Pty Limited
Body Corporate
Australia
100
Australian
N/A
TransACT Victoria Communications Pty
Ltd
Body Corporate
Australia
100
Australian
N/A
TransACT Victoria Holdings Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Trusted Cloud Pty Limited
Body Corporate
Australia
100
Australian
N/A
Trusted Cloud Solutions Pty Limited
Body Corporate
Australia
100
Australian
N/A
Value Added Network Pty Limited
Body Corporate
Australia
100
Australian
N/A
VtalkVoip Pty Ltd
Body Corporate
Australia
100
Australian
N/A
Westnet Pty Ltd
Body Corporate
Australia
100
Australian
N/A
% OF
SHARE
CAPITAL
HELD
1PPC 1 (US). Inc is incorporated in the state of Delaware in the US. The company has tax obligations in Australia under the
Income Tax Assessment Act 1997 and in the US under the Internal Revenue Code.
2 iiNet AKL Limited is in the process of being removed from the New Zealand Company Register.
Consolidated Entities Disclosure Statement continued
Page 139 | TPG Telecom Annual Report 2024
In the Directors’ opinion:
(a) the financial statements and notes are in accordance with the Corporations Act 2001, including:
(i)
complying with Accounting Standards, the Corporations Regulation 2001 and other mandatory
professional reporting requirements, and
(ii)
giving a true and fair view of the Group’s financial position as at 31 December 2024 and of its
performance for the financial year ended on that date, and
(b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable,
(c) at the date of this declaration, there are reasonable grounds to believe that the members of the extended
closed group identified in Note 23 will be able to meet any obligations or liabilities to which they are, or may
become, subject by virtue of the deed of cross guarantee described in Notes 23 and 28, and
(d) the consolidated entity disclosure statement required by section 295(3A) of the Corporations Act 2001 for
the year ended 31 December 2024 is true and correct.
Note 2 confirms that the financial statements also comply with International Financial Reporting Standards as
issued by the International Accounting Standards Board.
The Directors have been given the declarations by the Chief Executive Officer and the Chief Financial Officer
as required by section 295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the Directors.
Fok Kin Ning, Canning
Iñaki Berroeta
Chairman
Chief Executive Officer and Managing Director
28 February 2025
28 February 2025
Directors’ declaration
Page 140 | TPG Telecom Annual Report 2024
Independent auditor’s report
Page 141 | TPG Telecom Annual Report 2024
Independent auditor’s report continued
Page 142 | TPG Telecom Annual Report 2024
Independent auditor’s report continued
Page 143 | TPG Telecom Annual Report 2024
Independent auditor’s report continued
Page 144 | TPG Telecom Annual Report 2024
Independent auditor’s report continued
Page 145 | TPG Telecom Annual Report 2024
Additional information required by the Australian Securities Exchange Limited Listing Rules and not disclosed
elsewhere in this report is set out below. The shareholding information is current as at 7 February 2025. As at
that date, there were 1,859,341,669 ordinary shares held by 21,450 shareholders.
Substantial shareholders
The number of shares in which the substantial shareholders and their associates have disclosed a Relevant
Interest pursuant to the Corporations Act 2001 Section 671B are listed below.
NAME OF SHAREHOLDER
NUMBER OF ORDINARY SHARES IN WHICH A
RELEVANT INTEREST IS HELD*
ISSUED CAPITAL
CK Hutchison Holdings Limited and its
subsidiaries1
931,530,176
50.10 %
Vodafone Group Plc and its subsidiaries1
931,530,176
50.10 %
Vodafone Hutchison (Australia) Holdings
Limited1
931,530,176
50.10 %
Li Ka-Shing Unity Trustee Company Limited
as trustee of The Li Ka-Shing Unity Trust2
931,530,176
50.10 %
David Teoh and Vicky Teoh and their
associates
264,121,325
14.21 %
Washington H Soul Pattinson and Company
Limited
234,396,121
12.61 %
Brickworks Limited3
234,396,121
12.61 %
* Relevant Interest as defined in the Corporations Act 2001 Sections 608 and 609, and provided in the above-referenced notices.
1. Substantial holding includes 25.05% from a deemed relevant interest arising from a shareholders agreement dated 24 June 2020. For
further details, see Form 604s lodged with the ASX on 13 July 2022 and 15 July 2020.
2. Substantial holding arises from its interests in CK Hutchison Holdings Limited. The interests disclosed for this substantial holder are in
respect of the same shares identified as being interests of CK Hutchison Holdings Limited. For further details see Form 604 lodged with
the ASX on 15 July 2020.
3. Brickworks Limited’s substantial holding in the Company arises by virtue of it holding an interest in Washington H Soul Pattinson and
Company Limited. For further details see Form 604 lodged with the ASX on 17 July 2020.
Voting rights (ordinary shares)
On a show of hands every member present at a meeting in person or by proxy shall have one vote, and upon a
poll each share shall have one vote.
Distribution of equity security holders
An analysis of the number of shareholders by size of holding as at 7 February 2025 is set out below:
NUMBER OF SHARES HELD
NUMBER OF HOLDERS
UNITS
% UNITS
1 - 1,000
10,936
4,342,987
0.23
1,001 - 5,000
7,117
18,140,361
0.98
5,001 - 10,000
1,844
13,423,038
0.72
10,001 - 100,000
1,454
33,641,004
1.81
100,001 Over
99
1,789,794,279
96.26
21,450
1,859,341,669
100.00
The number of shareholders holding less than a marketable parcel of ordinary shares is 2,353 representing
159,560 units.
ASX additional information
Page 146 | TPG Telecom Annual Report 2024
Twenty largest shareholders (as at 7 February 2025)
NAME OF SHAREHOLDER
NUMBER OF ORDINARY
SHARES HELD
% OF CAPITAL HELD
VODAFONE HUTCHISON (AUSTRALIA) HOLDINGS LIMITED
517,345,024
27.82
WASHINGTON H SOUL PATTINSON AND COMPANY LIMITED
237,544,846
12.78
HUTCHISON 3G AUSTRALIA HOLDINGS PTY LIMITED
207,092,576
11.14
VODAFONE INTERNATIONAL OPERATIONS LIMITED
207,092,576
11.14
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
130,174,730
7.00
NETWEALTH INVESTMENTS LIMITED
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