ANNUAL
REPORT
2021
For personal use only
Chairman and Managing Director’s Letter
2
Directors’ Report
4
Auditor’s Independence Declaration
16
Financial Statements
17
Consolidated Statement of Profit and Loss
and Other Comprehensive Income
18
Consolidated Statement of Financial Position
19
Consolidated Statement of Changes in Equity
20
Consolidated Statement of Cash Flows
21
Notes to the Financial Statements
22
Directors’ Declaration
53
Independent Auditor’s Report
54
Shareholder Information
58
Corporate Directory
60
Award Winning
Flexible Workspace
Providers
CONTENTS
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
1
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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CHAIRMAN AND
MANAGING DIRECTOR’S
LETTER
For the 2021 Financial Year
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Chairman and Managing Director's Review
We remain confident of a steady increase in occupancy during
the second half of the 2022 financial year. We are anticipating
a gradual increase in occupancy in line with industry studies
that draw attention to modified work environments and flexible
employment attitudes. The service offering from Victory
Offices will become a more attractive and efficient model
as businesses decide their future workplace options and
structure.
We are committed to the challenge of navigating through the
remainder of the 2022 financial year with a view to returning to
profitability in the 2023 financial year.
Hon Steve Bracks AC
Chairman
30 September 2021
Dan Baxter
Managing Director / CEO
30 September 2021
Dear Shareholders,
Victory Offices has been encouraged by the progress with
getting our Australian economy up and running again in the
coming weeks. The green shoots of growth and opportunity
are being witnessed and I am looking forward to the second
half of FY 22 being a significant improvement on what we have
all experienced across the economy these past 18 months.
It is no surprise that the 2021 financial year has been a
challenging one for the Company. Victory Offices has been
impacted significantly by the restrictions imposed as a result
of the COVID-19 pandemic and the continued government
lockdowns to our businesses. Due primarily to the impact of
COVID-19, the Company recorded an underlying loss after tax
of $36.8 million for the 2021 financial year.
Victory Offices has witnessed a similar impact to what is being
seen across the economy. Across the organisation, the Victory
team has been innovative and worked diligently to respond to
these external market conditions. Victory Offices employees,
regardless of position from top to bottom, have worked for
reduced pay (with most on reduced hours). We are extremely
grateful for their continued support of the business during this
period.
We have continued to ensure a strong focus on capital
management and in June 2021 shareholders approved a
placement for the issue of $15 million of securities to CEO
and Managing Director to strengthen the balance sheet and
to fund working capital requirements as we navigate through
continued lockdown restrictions.
We continue to believe that flexible workspaces are
strategically important to the way the world does business in
the future. This view is supported by international studies. The
recovery in the flexible workspace is expected to take longer
than initially anticipated, in parallel with overall economic
recovery in the Australian economy. We remain cautiously
optimistic the rollout of the vaccine will aid business and
consumer confidence to return to the office in the shorter term.
We are continuing to focus on seeking ways to strengthen
the balance sheet and ensure the long-term viability of the
business as we navigate the continuing impacts of COVID-19
enforced restrictions.
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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DIRECTORS’
REPORT
For the Year Ended 30 June 2021
4
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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DIRECTORS' REPORT
PRINCIPAL ACTIVITIES
The principal activity of the consolidated entity is providing
flexible office solutions. Its associated revenue is driven from
providing comprehensive serviced office packages and other
services to its clients.
DIVIDENDS
There were no dividends paid, recommended or declared
during the current or previous financial year.
REVIEW OF OPERATIONS
The loss for the consolidated entity after providing for income
tax amounted to $36,570,956 (30 June 2020: $8,069,375).
Revenue from suite services was $14.7 million in the 2021
financial year (2020: $42.3 million). The impact COVID-19 had
on revenues was significant throughout the 2021 financial year.
Underlying net loss before tax for the 2021 financial year was
$33.8 million (2020: $0.6 million profit).
The directors present their report, together with the financial
statements, on the consolidated entity (referred to hereafter as
the ‘consolidated entity’) consisting of Victory Offices Limited
(referred to hereafter as the ‘company’ or ‘parent entity’) and
the entities it controlled at the end of, or during, the year
ended 30 June 2021.
DIRECTORS
The following persons were directors of Victory Offices Limited
during the whole of the financial year and up to the date of this
report, unless otherwise stated:
Hon Steve Bracks AC (Non-Executive Chairman)
Mr Dan Baxter (Managing Director and
Co-Chief Executive Officer)
Mr Alan Jones (Non-Executive Director)
Mr Ted Chwasta (Non-Executive Director)
Ms Manisha Angirish (Executive Director and Co-Chief
Executive Officer) - appointed 11 February 2021
Mr Shane Tanner (Non-Executive Director) -
resigned 11 February 2021
30 JUNE
2021
30 JUNE
2020
CHANGE
CHANGE
$
$
$
%
Loss before income tax benefit
(43,511,339)
(11,573,961)
(31,937,378)
276%
Impairment of receivables
2,733,554
3,899,687
(1,166,133)
(30%)
Impairment of assets
10,895,842
8,525,253
2,370,589
28%
Reversal of impairment of assets
(966,445)
-
(966,445)
-
Jobkeeper subsidy
(1,632,800)
(667,500)
(965,300)
145%
Rent concession income
(1,313,971)
(756,834)
(557,137)
74%
Underlying net loss before tax
(33,795,159)
(573,355)
(33,221,804)
5794%
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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DIRECTORS' REPORT
Underlying net loss before tax for the 2021 financial year was
$33.8 million (2020: underlying net loss before tax of $0.6
million). Underlying net loss before tax excludes the impact of
the impairment of receivables, impairment of assets, reversal
of impairment of assets as well as adjusting for Jobkeeper
subsidies and rent concession income. A provision of $10.9
million for impairment of assets has been identified for the
portfolio after performing value-in-use calculations. The
impairment provision is non-cash and will result in a reduced
depreciation charge going forward. The impairment provision
was required, due to the application of AASB 136 Impairment
in respect of impairments and impairment testing, as disclosed
in note 13 to the consolidated financial statements.
The economic and trading conditions associated with the
impact of COVID-19 pandemic have had a significant, adverse
effect on the consolidated entity’s revenues and results from
operations. The combination of reduced rent rates and in
particular occupancy rates, which have fallen from pre-COVID
levels of in a range of 67% to 98% to a range of 6 to 80% in
2021, have resulted in the significant reduction in revenues
and an increase in the underlying net loss before tax during
the years ended 30 June 2020 and 2021.
With the commencement of the national vaccination
programme in Australia, it is anticipated, based on public
announcements made by the Australian Federal Government,
that the necessity to implement government led lockdowns
will diminish in the 2022 financial year and beyond. This
reduced reliance on lockdowns as a means to control the
spread of COVID-19 is expected to positively impact both
rent and occupancy rates in the upcoming financial years and
accordingly revenues and operating performance.
All locations are providing a positive value-in-use. However,
six of the locations have a value-in-use not in excess of the
carrying value of the cash generating unit due to, in part, the
current and forecast short-term trading conditions, which has
resulted in an impairment of $10.9 million recognised in the
statement of profit or loss and other comprehensive income
for the year ended 30 June 2021. Furthermore, a reversal of
prior impairments of assets of $1.0 million was recognised for
locations where there was an improvement in the value-in-use
above the carrying value, to the extent to which the locations
had been previously impaired, as of 30 June 2020. The
reversal is non-cash and reflects increased actual occupancy
rates and forecasts.
Cash balances at 30 June 2021 were $14,513,012, following the
$15,000,000 share placement in June 2021 made by an entity
associated with Mr Dan Baxter, Co- Chief Executive Officer and
Managing Director, subsequent to its approval by shareholders
at a General Meeting held on 1 June 2021.
The 2022 financial year is expected to be challenging. The
current lockdown restrictions in New South Wales and Victoria
are having an adverse effect on short-term suite service
revenue. The Board remains cautiously optimistic that, while
the recovery in the flexible workspace service offering sector
is taking longer than initially expected, the currently anticipated
rollout timetable of the COVID-19 vaccine will aid business and
consumer confidence, which in turn is expected to facilitate a
greater level of workers returning to the office.
SIGNIFICANT CHANGES IN THE STATE OF
AFFAIRS
The impact of the COVID-19 pandemic and the associated
lockdowns remains ongoing and other than as disclosed in
this report, it is not practicable to estimate and quantify the
potential impact as it is dependent on many factors outside
of the control of the consolidated entity including the timing
of the return to office legislation and numbers and any further
restrictions.
There were no other significant changes in the state of affairs
of the consolidated entity during the financial year.
MATTERS SUBSEQUENT TO THE END OF
THE FINANCIAL YEAR
In July 2021, the leases of three offices held by the
consolidated entity were terminated and as a result, all rights
were relinquished over the respective sites. Any outstanding
obligations, including make good provisions, will be settled
partially through the bank guarantees in place at 30 June
2021. As a result of the aforementioned, a further impairment
charge has been recognised at 30 June 2021, as disclosed in
note 13 to the consolidated financial statements.
The impact of the Coronavirus (COVID-19) pandemic is
ongoing and while it has not been financially positive for the
consolidated entity up to 30 June 2021, it is not practicable,
except where otherwise disclosed, to accurately estimate the
potential impact, positive or negative, after the reporting date.
The ongoing utilisation of lockdowns, social distancing
requirements, quarantine, travel restrictions and other
measures by the respective Australian State and Federal
Governments to manage the spread of COVID-19 has and will
continue to directly, in the short term, limit the consolidated
entity’s ability to increase occupancy rates and revenues
significantly and on a stable basis.
The consolidated entity cannot estimate the nature and extent
of the impact of COVID-19, as the situation is often rapidly
developing and is dependent on many factors including the
aforementioned measures, vaccination rates, any economic
stimulus that may be provided and customer behaviour
patterns, which may change as a result of the impact of the
aforementioned measures over a prolonged period of time.
No other matter or circumstance has arisen since 30 June
2021 that has significantly affected, or may significantly affect
the consolidated entity’s operations, the results of those
operations, or the consolidated entity’s state of affairs in future
financial years.
LIKELY DEVELOPMENTS AND
EXPECTED RESULTS OF OPERATIONS
The consolidated entity intends to continue its programme
of offering serviced offices, coworking, hot desks and virtual
offices and facilities for businesses to contract to use on
flexible licence arrangements.
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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DIRECTORS' REPORT
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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DIRECTORS' REPORT
INFORMATION ON DIRECTORS
Dan Baxter
Managing Director/
Chief Executive Officer
Experience and expertise: Dan is the
founder of Victory Offices with more
than 20 years of senior management
experience under his belt. Under his
leadership, the company has emerged
as a prominent player in the flexible
workspace market. Dan’s creative
thinking, vision and passion has led to
success of Victory Offices. As the Victory
Group Holdings Executive Director,
Dan has also successfully led Victory
Aluminium to be one of the largest
exporters of aluminium from Australia.
Dan is a current member of AICD, with
academic qualifications in Engineering
and Business Management.
Other current directorships: None
Former directorships (last 3 years):
None
Interests in shares: 115,348,752
Hon Steve Bracks AC
Non-Executive Chairman
Experience and expertise: The Hon
Steve Bracks AC was Premier of Victoria
for eight years. He now advises several
leading Australian finance and service
sector corporations. Mr Bracks also
holds a major honorary position as an
Honorary Chair of the Union Education
Foundation. He is Chairman of the
superannuation fund Cbus; the Chair
of the MCG Trust, Chair of Maurice
Blackburn and a Director of Bank or
Sydney and Victory Offices. In January
2021 he was appointed to the position of
Chancellor of Victoria University
Other current directorships: None
Former directorships (last 3 years):
None
Interests in shares: None
Alan Jones
Non-Executive Director
Experience and expertise: With
over 35 years’ experience in various
management roles within the private and
public sector, Alan’s successful career
reflects a strong understanding of capital
equipment and facilities management
and experience in high performing team
environments. Alan is currently the
Managing Director of AML Advisory, a
Melbourne based advisory established
in 2003, delivering capital equipment
project support and commercial services.
Alan has also held senior roles on
committees and boards with not for profit
organisations. Alan’s commercial career
follows an extensive career serving
within the Australian Defence Force
specialising in operational and strategic
logistical support. He holds graduate and
postgraduate qualifications in logistics,
asset management, administration and
strategic studies.
Other current directorships: None
Former directorships (last 3 years):
None
Special responsibilities:
Chairman of the Human Resources &
Remuneration Committee
Member of the Audit Committee.
Interests in shares:
100,000
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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DIRECTORS' REPORT
Ted Chwasta
Non-Executive Director
Experience and expertise: Ted is a
career retailer with over 37 years’
experience with some of Australia’s
largest public and private companies,
including The Brash Group and The
Good Guys. Ted previously served as
the State Chairman for The Good Guys
Victoria and has held positions in various
National Advertising Committees.
Other current directorships: None
Former directorships (last 3 years):
None
Special responsibilities:
Member of the Audit Committee
Member of the Human Resources &
Remuneration Committee
Interests in shares: 133,334
Ms Manisha Angirish
Executive Director and Co-Chief
Executive Officer (appointed 11
February 2021)
Experience and expertise: Manisha’s
passion and dedication to the success
of the company, the industry, and the
Members is unparalleled. An inspiring
Co-founder and Co-Ceo, Manisha’s
13 years of experience in senior
management team has ensured the
success of the company as it continues
to experience exponential growth.
Overseeing the operational controls,
procedures and systems, Manisha’s
hands-on approach ensures that every
detail across all Victory Offices locations
remains consistent with the 6-star
brand. Her strong leadership, effective
management and inspiring vision
continues to ensure that Victory Offices
remains the industry leaders.
Manisha holds a Master’s degree in
chemistry, and her continual love of
learning has inspired her to expand
her knowledge through foundational
accounting, legal and now forensic
psychology. Ms Angirish is Mr Dan
Baxter’s spouse.
Other current directorships: None
Former directorships (last 3 years):
None
Interests in shares: None
COMPANY SECRETARY
Mr Mark Licciardo
Company Secretary
Mr. Licciardo holds a Bachelor of Business
Degree (Accounting) and a Graduate
Diploma in Company Secretarial Practice.
He is also a Fellow of the Australian
Institute of Company Directors, the
Governance Institute of Australia and the
Institute of Company Secretaries and
Administrators.
Mr Licciardio was appointed on
3 September 2021.
Ms Claire Newstead-Sinclair
Claire is an experienced finance and
company secretarial professional with
over 18 years’ experience in senior
financial roles within public and private
entities across biotechnology, insurance
and public practice sectors, including
over nine years ASX-Listed experience
as Senior Finance Director and Company
Secretary at Cogstate Ltd (ASX: CGS).
Prior to her time at Cogstate, Claire
worked for a subsidiary of Wesfarmers
Group and began her finance career with
seven years at Pitcher Partners.
Ms Newstead-Sinclair was appointed on
24 November 2020 and resigned on
3 September 2021
Mr Geoff Hollis
Mr Hollis previously spent 8 years with
a fast growing ASX listed provider of
residential accommodation for over 50’s.
He is experienced in capital and debt
raisings along with ongoing investor
relations function in addition to other CFO
and Company Secretarial experience
required for an ASX listed entity on
a growth journey. Mr Hollis is also a
member of the Corporate Governance
Institute and Chartered Accountants
Australia and New Zealand.
Mr Hollis resigned on 24 November
2020.
‘Other current directorships’ quoted above are current directorships for listed
entities only and excludes directorships of all other types of entities, unless
otherwise stated.
‘Former directorships (last 3 years)’ quoted above are directorships held in the last
3 years for listed entities only and excludes directorships of all other types of
entities, unless otherwise stated.
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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DIRECTORS' REPORT
MEETINGS OF DIRECTORS
The number of meetings of the company’s Board of Directors (‘the Board’) and of each Board committee held during the year
ended 30 June 2021, and the number of meetings attended by each director were:
FULL BOARD
HR & REMUNERATION
COMMITTEE
AUDIT COMMITTEE
ATTENDED
HELD
ATTENDED
HELD
HELD
ATTENDED
Hon Steve Bracks AC
9
9
-
-
-
-
Mr Dan Baxter
9
9
-
-
-
-
Mr Alan Jones
9
7
1
1
3
3
Mr Ted Chwasta
9
9
1
1
3
3
Ms Manisha Angirish *
5
5
-
-
-
-
Mr Shane Tanner *
4
4
1
1
2
2
Held: represents the number of meetings held during the time the director held office or was a member of the relevant committee.
*
Ms Angirish was appointed on 11 February 2021 and Mr Tanner resigned on 11 February 2021
REMUNERATION REPORT (AUDITED)
The remuneration report details the key management
personnel remuneration arrangements for the consolidated
entity, in accordance with the requirements of the Corporations
Act 2001 and its Regulations.
Key management personnel are those persons having
authority and responsibility for planning, directing and
controlling the activities of the entity, directly or indirectly,
including all directors.
The remuneration report is set out under the following main
headings:
•
Principles used to determine the nature and amount of
remuneration
•
Details of remuneration
•
Service agreements
•
Share-based compensation
•
Additional information
•
Additional disclosures relating to key management
personnel
PRINCIPLES USED TO DETERMINE
THE NATURE AND AMOUNT OF
REMUNERATION
Principles used to determine the nature and amount of
remuneration
The objective of the consolidated entity’s executive reward
framework is to ensure reward for performance is competitive
and appropriate for the results delivered. The framework aligns
executive reward with the achievement of strategic objectives
and the creation of value for shareholders, and it is considered
to conform to the market best practice for the delivery of
reward. The Board of Directors (‘the Board’) ensures that
executive reward satisfies the following key criteria for good
reward governance practices:
•
competitiveness and reasonableness
•
acceptability to shareholders
•
performance linkage / alignment of executive
compensation
•
transparency
The Human Resources and Remuneration Committee is
responsible for determining and reviewing remuneration
arrangements for its directors and executives. The
performance of the consolidated entity depends on the quality
of its directors and executives. The remuneration philosophy
is to attract, motivate and retain high performance and high
quality personnel.
The Human Resources and Remuneration Committee has
structured an executive remuneration framework that is market
competitive and complementary to the reward strategy of the
consolidated entity.
10
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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DIRECTORS' REPORT
The reward framework is designed to align executive reward
to shareholders’ interests. The Board have considered that it
should seek to enhance shareholders’ interests by:
•
having economic profit as a core component of plan
design
•
focusing on sustained growth in shareholder wealth,
consisting of dividends and growth in share price, and
delivering constant or increasing return on assets as well
as focusing the executive on key non-financial drivers of
value
•
attracting and retaining high calibre executives
Additionally, the reward framework should seek to enhance
executives’ interests by:
•
rewarding capability and experience
•
reflecting competitive reward for contribution to growth in
shareholder wealth
•
providing a clear structure for earning rewards
In accordance with best practice corporate governance, the
structure of non-executive director and executive director
remuneration is separate.
NON-EXECUTIVE DIRECTORS
REMUNERATION
Fees and payments to non-executive directors reflect the
demands and responsibilities of their role. Non-executive
directors’ fees and payments are reviewed annually by
the Human Resources and Remuneration Committee. The
Human Resources and Remuneration Committee may, from
time to time, receive advice from independent remuneration
consultants to ensure non-executive directors’ fees and
payments are appropriate and in line with the market. The
chairman’s fees are determined independently to the fees
of other non-executive directors based on comparative
roles in the external market. The chairman is not present
at any discussions relating to the determination of his own
remuneration. Non-executive directors do not receive share
options or other incentives.
Under the Constitution, subject to the ASX Listing Rules, the
Directors as a whole (other than Executive Directors) may be
paid or remunerated for their services a total amount or value
not exceeding $400,000 per annum or such other maximum
fixed by the Company in a general meeting. Non-Executive
Directors may not be paid a commission on or a percentage
of profits or operating revenue. All Director’s fees include
superannuation at statutory amounts (currently 9.5%).
EXECUTIVE REMUNERATION
The consolidated entity aims to reward executives based
on their position and responsibility, with a level and mix of
remuneration which has both fixed and variable components.
Fixed remuneration, consisting of base salary, superannuation
and non-monetary benefits, are reviewed annually by the
Human Resources and Remuneration Committee based
on individual and business unit performance, the overall
performance of the consolidated entity and comparable
market remunerations.
CONSOLIDATED ENTITY PERFORMANCE
AND LINK TO REMUNERATION
Whilst there are incentives in place for wider employees,
remuneration for executives is not currently linked to the
performance of the consolidated entity. The Human Resources
and Remuneration Committee has commenced a review of
industry standards and the potential to implement an incentive
plan consistent with practices amongst other ASX companies
of a similar size.
VOTING AND COMMENTS MADE AT THE
COMPANY’S 23 NOVEMBER 2020 ANNUAL
GENERAL MEETING (‘AGM’)
At the 23 November 2020 AGM, 99.29% of the votes received
supported the adoption of the remuneration report for the
year ended 30 June 2020. The company did not receive
any specific feedback at the AGM regarding its remuneration
practices.
DETAILS OF REMUNERATION
AMOUNTS OF REMUNERATION
Details of the remuneration of key management personnel of
the consolidated entity are set out in the following tables.
The key management personnel of the consolidated entity
consisted of the following directors of Victory Offices Limited:
•
Hon Steve Bracks AC (Non-Executive Chairman)
•
Mr Dan Baxter (Managing Director and Co-Chief Executive
Officer)
•
Mr Alan Jones (Non-Executive Director)
•
Mr Ted Chwasta (Non-Executive Director)
•
Ms Manisha Angirish (Executive Director and Co-Chief
Executive Officer) - appointed 11 February 2021
•
Mr Shane Tanner (Non-Executive Director) - resigned 11
February 2021
And the following persons:
•
Mr Stephan Scheffer (Interim Chief Financial Officer) -
appointed 3 September 2021 ***
•
Ms Claire Newstead-Sinclair (Chief Financial Officer) -
appointed 24 November 2020, resigned 3 September
2021
•
Mr Geoff Hollis (Chief Financial Officer) - resigned
24 November 2020
•
Mr George Paolucci (Chief Information Officer)
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DIRECTORS' REPORT
DETAILS OF REMUNERATION (CONTINUED)
AMOUNTS OF REMUNERATION (CONTINUED)
SHORT-TERM BENEFITS
POST-
EMPLOYMENT
BENEFITS
LONG-
TERM
BENEFITS
SHARE-
BASED
PAYMENTS
30 JUNE 2021
CASH
SALARY
AND FEES
$
ANNUAL
LEAVE
$
NON-
MONETARY
$
SUPER-
ANNUATION
$
LONG
SERVICE
LEAVE
$
EQUITY
SETTLED
$
TOTAL
$
Non-Executive Directors:
Hon Steve Bracks AC
45,662
-
-
4,338
-
-
50,000
Mr Alan Jones
41,096
-
-
3,904
-
-
45,000
Mr Ted Chwasta
41,096
-
-
3,904
-
-
45,000
Mr Shane Tanner
25,196
-
-
2,394
-
-
27,590
Executive Director:
Mr Dan Baxter
329,885
1,812
-
24,999
26,234
-
382,930
Ms Manisha Angirish
219,984
38,723
-
24,577
5,095
-
288,379
Other Key Management Personnel:
Mr Geoff Hollis*
84,207
8,419
-
8,799
(1,369)
-
100,056
Ms Claire Newstead-Sinclair**
68,000
-
-
-
-
-
68,000
Mr George Paolucci
103,542
598
-
9,893
2,920
-
116,953
958,668
49,552
-
82,808
32,880
-
1,123,908
*
Mr Geoff Hollis resigned on 24 November 2020.
**
Ms Claire Newstead-Sinclair was appointed on 24 November 2020 and resigned on 3 September 2021. Her appointment was through an agreement with
Leydin Freyer Corp Pty Ltd. Ms Newstead-Sinclair was employed and remunerated by Leydin Freyer Corp Pty Ltd. The Company incurred $29,000 in costs
by Leydin Freyer Corp Pty Ltd in respect of Ms Newstead-Sinclair’s role as Chief Financial Officer.
*** Mr Stephan Scheffer was appointed Interim Chief Financial Officer on 3 September 2021 and received no remuneration from the consolidated entity for the
year ended 30 June 2021.
SHORT-TERM BENEFITS
POST-
EMPLOYMENT
BENEFITS
LONG-
TERM
BENEFITS
SHARE-
BASED
PAYMENTS
30 JUNE 2020
CASH
SALARY
AND FEES
$
ANNUAL
LEAVE
$
NON-
MONETARY
$
SUPER-
ANNUATION
$
LONG
SERVICE
LEAVE
$
EQUITY
SETTLED
$
TOTAL
$
Non-Executive Directors:
S Bracks
45,662
-
-
4,338
-
-
50,000
A Jones
35,388
-
-
3,362
-
-
38,750
T Chwasta
35,388
-
-
3,362
-
-
38,750
S Tanner
41,096
-
-
3,904
-
-
45,000
Executive Director:
D Baxter
438,492
18,556
-
24,782
37,673
-
519,613
Other Key Management Personnel:
M Angirish
271,158
11,645
-
25,760
8,587
-
317,150
G Hollis
222,347
(1,450)
-
21,107
1,369
-
243,372
G Paolucci
144,716
(1,289)
-
13,748
5,220
-
162,395
1,234,247
27,572
-
100,363
52,849
-
1,415,031
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DIRECTORS' REPORT
DETAILS OF REMUNERATION (CONTINUED)
AMOUNTS OF REMUNERATION (CONTINUED)
The proportion of remuneration linked to performance and the fixed proportion are as follows:
FIXED REMUNERATION
AT RISK - STI
AT RISK - LTI
NAME
30 JUNE 2021
30 JUNE 2020
30 JUNE 2021
30 JUNE 2020
30 JUNE 2021
30 JUNE 2020
Non-Executive Directors:
Hon Steve Bracks AC
100%
100%
-
-
-
-
Mr Alan Jones
100%
100%
-
-
-
-
Mr Ted Chwasta
100%
100%
-
-
-
-
Mr Shane Tanner - resigned
11 February 2021
100%
100%
-
-
-
-
Executive Directors:
Mr Dan Baxter
100%
100%
-
-
-
-
Ms Manisha Angirish -
appointed 11 February 2021
100%
100%
-
-
-
-
Other Key Management Personnel:
Mr George Paolucci
100%
100%
-
-
-
-
Ms Claire Newstead-Sinclair
100%
-
-
-
-
-
Mr Geoff Hollis - resigned
24 November 2020
100%
100%
-
-
-
-
SERVICE AGREEMENTS
Remuneration and other terms of employment for key management personnel are formalised in service agreements. Details of
these agreements are as follows:
MANAGING DIRECTOR AND CO-CHIEF EXECUTIVE OFFICERS
The Company has entered into employment agreements with Mr Dan Baxter, Managing Director and Co-Chief Executive Officer,
and Ms Manisha Angirish, Co-Chief Executive Officer (Co-CEO), to govern their employment with the Company. Their employment
agreements do not have a fixed term. Either Victory Offices or the respective Co-CEOs may terminate the employment
agreements by giving three months’ notice or, in the case of Victory Offices, by making a payment in lieu of notice. The Company
may terminate either of the Co-CEOs’ employment without payment in lieu of notice in circumstances involving serious or wilful
misconduct and they are entitled to 4 weeks of annual leave per annum.
OTHER MEMBERS OF SENIOR MANAGEMENT
Each other member of Victory Offices senior management is employed under individual employment agreements. These
agreements establish total compensation including a base salary, superannuation contribution and incentive arrangements
(where applicable), variable notice and termination provisions, confidentiality provisions and leave entitlements, as a minimum, as
per the National Employment Standards.
SHARE-BASED COMPENSATION
ISSUE OF SHARES
There were no shares issued to directors and other key management personnel as part of compensation during the year ended
30 June 2021.
OPTIONS
There were no options over ordinary shares issued to directors and other key management personnel as part of compensation
that were outstanding as at 30 June 2021.
There were no options over ordinary shares granted to or vested by directors and other key management personnel as part of
compensation during the year ended 30 June 2021.
13
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
DIRECTORS' REPORT
ADDITIONAL INFORMATION
The earnings of the consolidated entity for the four years to 30 June 2021 are summarised below:
2021
$
2020
$
2019
$
2018
$
Suite services revenue
14,714,246
42,309,916
46,985,383
29,402,818
EBITDA
(10,161,428)
14,837,822
33,641,546
21,429,159
EBIT
(32,609,305)
(2,690,660)
20,737,056
13,531,688
Profit/(loss) after income tax
(36,570,956)
(8,069,375)
9,596,498
5,742,519
ADDITIONAL DISCLOSURES RELATING TO KEY MANAGEMENT PERSONNEL
SHAREHOLDING
The number of shares in the company held during the financial year by each director and other members of key management
personnel of the consolidated entity, including their personally related parties, is set out below:
BALANCE AT
THE START OF
THE YEAR
RECEIVED
AS PART OF
REMUNERATION
ADDITIONS
DISPOSALS/
OTHER
BALANCE AT
THE END OF
THE YEAR
Ordinary shares
Mr Dan Baxter
25,967,042
-
89,381,710
-
115,348,752
Mr Alan Jones
50,000
-
50,000
-
100,000
Mr Ted Chwasta
-
-
133,334
-
133,334
Mr Shane Tanner *
-
-
200,000
(200,000)
-
Mr George Paolucci
29,500
-
2,100
-
31,600
26,046,542
-
89,767,144
(200,000)
115,613,686
*
Balance of disposals/other represents Mr Tanner’s holding at the date of resignation.
The remaining key management personnel do not hold any shares in the Company.
This concludes the remuneration report, which has been audited.
SHARES UNDER OPTION
There were no unissued ordinary shares of Victory Offices Limited under option outstanding at the date of this report.
SHARES ISSUED ON THE EXERCISE OF OPTIONS
There were no ordinary shares of Victory Offices Limited issued on the exercise of options during the year ended 30 June 2021
and up to the date of this report.
ROUNDING OF AMOUNTS
The consolidated entity is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and
Investments Commission, relating to ‘rounding-off’. Amounts in this report have been rounded off in accordance with that
Corporations Instrument to the nearest dollar.
14
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
DIRECTORS' REPORT
INDEMNITY AND INSURANCE OF
OFFICERS
The Company has entered into a deed of access, insurance
and indemnity (Deed) with each Director. Under the
Constitution, to the extent permitted by law and subject to the
Corporations Act, the Company indemnifies current and past
directors and secretaries of the Company against a liability
incurred in their position (or as a director or secretary of a
subsidiary of the Company where the Company requested the
person to accept that appointment) and reasonable legal costs
in defending an action for liability incurred against them in that
capacity. The Constitution provides that the Company may
enter into a deed to give effect to these rights.
The Deed provides that, to the extent permitted by the
Corporations Act, the Company indemnifies the Director
against liabilities, costs and expenses (including legal costs
incurred in defending proceedings brought against the
Director) incurred in the Director’s capacity as a director of the
Company or its subsidiaries.
In addition, the Deed requires the Company to take out and
maintain (and pay the premium of) Directors’ and Officers’
insurance during Director’s period of office and for a period
of seven years after a Director ceases to hold office (Access
Period). During the Access Period, the Director also has rights
to access papers, documents and other information relating
to the affairs of the Company for specified purposes during
the period the Director is an officer of the Company and for a
period of seven years after the Director ceases to hold office.
During the financial year the Company has paid insurance
premiums in respect of Directors’ and officers’ liability and
legal expenses insurance contracts, for current and former
Directors, secretaries and officers of the Company and its
controlled entities. The insurance policies prohibit disclosure of
the nature of the liability insured against and the amount of the
premiums.
INDEMNITY AND INSURANCE OF
AUDITOR
The company has not, during or since the end of the financial
year, indemnified or agreed to indemnify the auditor of the
company or any related entity against a liability incurred by the
auditor.
During the financial year, the company has not paid a premium
in respect of a contract to insure the auditor of the company or
any related entity.
PROCEEDINGS ON BEHALF OF THE
COMPANY
No person has applied to the Court under section 237 of the
Corporations Act 2001 for leave to bring proceedings on
behalf of the company, or to intervene in any proceedings
to which the company is a party for the purpose of taking
responsibility on behalf of the company for all or part of those
proceedings.
NON-AUDIT SERVICES
Details of the amounts paid or payable to the auditor for non-
audit services provided during the financial year by the auditor
are outlined in note 31 to the financial statements.
The directors are satisfied that the provision of non-audit
services during the financial year, by the auditor (or by another
person or firm on the auditor’s behalf), is compatible with the
general standard of independence for auditors imposed by the
Corporations Act 2001.
The directors are of the opinion that the services as disclosed
in note 31 to the financial statements do not compromise
the external auditor’s independence requirements of the
Corporations Act 2001 for the following reasons:
•
all non-audit services have been reviewed and approved
to ensure that they do not impact the integrity 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 issued by
the Accounting Professional and Ethical Standards Board,
including reviewing or auditing the auditor’s own work,
acting in a management or decision-making capacity for
the Company, acting as advocate for the Company or
jointly sharing economic risks and rewards.
OFFICERS OF THE COMPANY WHO
ARE FORMER PARTNERS OF RSM
AUSTRALIA PARTNERS
There are no officers of the company who are former partners
of RSM Australia Partners.
AUDITOR’S INDEPENDENCE
DECLARATION
A copy of the auditor’s independence declaration as required
under section 307C of the Corporations Act 2001 is set out
immediately after this directors’ report.
AUDITOR
RSM Australia Partners continues in office in accordance with
section 327 of the Corporations Act 2001.
This report is made in accordance with a resolution of
directors, pursuant to section 306(3)(a) of the Corporations Act
2001.
On behalf of the directors
Hon Steve Bracks AC
Dan Baxter
Chairman
Managing Director/
Co-Chief Executive Officer
30 September 2021
15
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
AUDITOR’S
INDEPENDENCE
DECLARATION
RSM Australia Partners
Level 21, 55 Collins Street Melbourne VIC 3000
PO Box 248 Collins Street West VIC 8007
T +61 (0) 3 9286 8000
F +61 (0) 3 9286 8199
www.rsm.com.au
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Victory Offices Limited for the year ended 30 June 2021, I
declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii)
any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA PARTNERS
R B MIANO
Partner
Dated: 30 September 2021
Melbourne, Victoria
THE POWER OF BEING UNDERSTOOD
AUDIT |TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name usedby the members of the RSM network. Each member of the
RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
16
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
FINANCIAL
STATEMENTS
For the Year Ended 30 June 2021
17
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
CONSOLIDATED STATEMENT OF PROFIT AND LOSS AND OTHER
COMPREHENSIVE INCOME
For the year ended 30 June 2021
CONSOLIDATED
NOTE
2021
$
2020
$
Suite services revenue
5
14,714,246
42,309,916
Other income
6
2,969,388
1,433,221
Interest revenue calculated using the effective interest method
18,269
21,005
Expenses
Depreciation
13
(22,447,877)
(17,528,483)
Finance costs
7
(10,902,034)
(8,904,306)
Employee benefits expense
(6,216,346)
(7,554,493)
Other administration expenses
(4,436,702)
(4,661,705)
Occupancy costs
(4,547,332)
(4,264,176)
Impairment of receivables
10
(2,733,554)
(3,899,687)
Impairment of assets
13
(10,895,842)
(8,525,253)
Reversal of impairment of assets
13
966,445
-
Loss before income tax benefit
(43,511,339)
(11,573,961)
Income tax benefit
8
6,940,383
3,504,586
Loss after income tax benefit for the year
26
(36,570,956)
(8,069,375)
Other comprehensive income for the year, net of tax
-
-
Total comprehensive loss for the year
(36,570,956)
(8,069,375)
CENTS
CENTS
Basic earnings (loss) per share
38
(46.3)
(19.7)
Diluted earnings (loss) per share
38
(46.3)
(19.7)
These financial statements should be read in conjunction with the accompanying notes.
18
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
These financial statements should be read in conjunction with the accompanying notes.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June 2021
CONSOLIDATED
NOTE
2021
$
2020
$
Current assets
Cash and cash equivalents
9
15,116,337
670,702
Trade and other receivables
10
3,505,125
4,618,626
Other financial assets
11
940,988
2,041,864
Total current assets
19,562,450
7,331,192
Non-current assets
Other financial assets
12
31,423,810
28,904,258
Property, plant and equipment
13
173,636,273
180,639,619
Deferred tax
14
17,244,213
11,320,992
Total non-current assets
222,304,296 220,864,869
Total assets
241,866,746 228,196,061
Liabilities
Current liabilities
Trade and other payables
15
6,125,317
4,392,682
Borrowings
16
603,325
-
Lease liabilities
24
20,124,572
12,371,506
Income tax
17
1,581,353
2,598,515
Provisions
18
469,007
323,527
Other liabilities
19
3,159,936
3,207,404
Total current liabilities
32,063,510
22,893,634
Non-Current Liabilities
Trade and other payables
20
8,008,374
13,160,127
Borrowings
21
2,697,371
2,566,085
Lease liabilities
24
162,507,244
150,257,095
Provisions
22
2,548,712
2,402,984
Other liabilities
23
240,678
302,257
Total non-current liabilities
176,002,379 168,688,548
Total liabilities
208,065,889
191,582,182
Net assets
33,800,857
36,613,879
Equity
Issued capital
25
61,922,519
28,164,585
Retained profits/(accumulated losses)
26
(28,121,662)
8,449,294
Total equity
33,800,857
36,613,879
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Financial Statements
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2021
CONSOLIDATED
ISSUED
CAPITAL
$
RETAINED
PROFITS
$
TOTAL
EQUITY
$
Balance at 1 July 2019
28,164,585
16,518,669
44,683,254
Loss after income tax benefit for the year
-
(8,069,375)
(8,069,375)
Other comprehensive income for the year, net of tax
-
-
-
Total comprehensive loss for the year
-
(8,069,375)
(8,069,375)
Balance at 30 June 2020
28,164,585
8,449,294
36,613,879
CONSOLIDATED
ISSUED
CAPITAL
$
RETAINED
PROFITS/
(ACCUMULATED
LOSSES)
$
TOTAL
EQUITY
$
Balance at 1 July 2020
28,164,585
8,449,294
36,613,879
Loss after income tax benefit for the year
-
(36,570,956)
(36,570,956)
Other comprehensive income for the year, net of tax
-
-
-
Total comprehensive loss for the year
-
(36,570,956)
(36,570,956)
Transactions with owners in their capacity as owners:
Contributions of equity, net of transaction costs (note 25)
33,757,934
-
33,757,934
Balance at 30 June 2021
61,922,519
(28,121,662)
33,800,857
These financial statements should be read in conjunction with the accompanying notes.
20
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
These financial statements should be read in conjunction with the accompanying notes.
CONSOLIDATED STATEMENT OF CASH FLOWS
For the year ended 30 June 2021
CONSOLIDATED
NOTE
2021
$
2020
$
Cash flows from operating activities
Receipts from customers (inclusive of GST)
15,656,042
39,916,774
Payments to suppliers and employees (inclusive of GST)
(15,121,053)
(18,670,332)
534,989
21,246,442
Interest received
18,629
21,005
Jobkeeper subsidy
1,848,800
667,500
Interest and other finance costs paid
(10,770,748)
(7,024,533)
Net cash from/(used in) operating activities
37
(8,368,330)
14,910,414
Cash flows from investing activities
Payments for property, plant and equipment
(2,241,416)
(17,173,607)
Payments for bank guarantees
(1,418,675)
(18,094,037)
Proceeds from release of term deposits
-
18,079,314
Net cash used in investing activities
(3,660,091)
(17,188,330)
Cash flows from financing activities
Receipt of funds from related parties
-
5,036,317
Proceeds from share issues
30,337,400
-
Share issue transaction costs
25
(672,079)
-
Repayment of related party borrowings
-
(450,694)
Repayment of lease liabilities
(3,794,590)
(4,835,810)
Net cash from/(used in) financing activities
25,870,731
(250,187)
Net increase/(decrease) in cash and cash equivalents
13,842,310
(2,528,103)
Cash and cash equivalents at the beginning of the financial year
670,702
3,198,805
Cash and cash equivalents at the end of the financial year
9
14,513,012
670,702
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Financial Statements
NOTES TO THE FINANCIAL
STATEMENTS
For the year ended 30 June 2021
NOTE 1. GENERAL INFORMATION
The financial statements cover Victory Offices Limited as a
consolidated entity consisting of Victory Offices Limited and
the entities it controlled at the end of, or during, the year.
The financial statements are presented in Australian dollars,
which is Victory Offices Limited’s functional and presentation
currency.
Victory Offices Limited is a listed public company limited by
shares, incorporated and domiciled in Australia. Its registered
office and principal place of business is:
Level 2, Victory Tower
416-420 Collins Street
Melbourne VIC 3000
A description of the nature of the consolidated entity’s
operations and its principal activities are included in the
directors’ report, which is not part of the financial statements.
The financial statements were authorised for issue, in
accordance with a resolution of directors, on 30 September
2021. The directors have the power to amend and reissue the
financial statements.
NOTE 2. SIGNIFICANT ACCOUNTING
POLICIES
The principal accounting policies adopted in the preparation
of the financial statements are set out either in the respective
notes or below. These policies have been consistently applied
to all the years presented, unless otherwise stated.
NEW OR AMENDED ACCOUNTING
STANDARDS AND INTERPRETATIONS
ADOPTED
The consolidated entity has adopted all of the new or
amended Accounting Standards and Interpretations issued by
the Australian Accounting Standards Board (‘AASB’) that are
mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations
that are not yet mandatory have not been early adopted.
The adoption of these Accounting Standards and
Interpretations did not have any significant impact on the
financial performance or position of the consolidated entity.
The following Accounting Standards and Interpretations are
most relevant to the consolidated entity:
Conceptual Framework for Financial Reporting
(Conceptual Framework)
The consolidated entity has adopted the revised Conceptual
Framework from 1 January 2020. The Conceptual Framework
contains new definition and recognition criteria as well as new
guidance on measurement that affects several Accounting
Standards, but it has not had a material impact on the
consolidated entity’s financial statements.
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, as
appropriate for for-profit oriented entities. These financial
statements also comply with International Financial Reporting
Standards as issued by the International Accounting Standards
Board (‘IASB’).
Historical cost convention
The financial statements have been prepared under the
historical cost convention, except for, where applicable,
the revaluation of financial assets and liabilities at fair value
through profit or loss, financial assets at fair value through
other comprehensive income, investment properties, certain
classes of property, plant and equipment and derivative financial
instruments.
Critical accounting estimates
The preparation of the financial statements requires the
use of certain critical accounting estimates. It also requires
management to exercise its judgement in the process of
applying the consolidated entity’s accounting policies. The
areas involving a higher degree of judgement or complexity, or
areas where assumptions and estimates are significant to the
financial statements, are disclosed in note 3.
Going Concern
The financial statements have been prepared on the going
concern basis, which contemplates continuity of normal
business activities and the realisation of assets and discharge of
liabilities in the normal course of business.
As disclosed in the financial statements, the consolidated entity
incurred a loss of $36,570,956 and had net cash outflows from
operating activities of $8,368,330 for the year ended 30 June
2021. As at that date the consolidated entity had net current
liabilities of $ 12,501,060.
These factors indicate a material uncertainty which may cast
significant doubt as to whether the consolidated entity will
continue as a going concern and therefore whether it will realise
its assets and extinguish its liabilities in the normal course of
business and at the amounts stated in the financial report.
The Directors remain confident that the consolidated entity will
be able to continue as a going concern. This assumes that the
consolidated entity will be able to meet its debts as and when
they fall due for a period of 12 months from the date of signing
the financial statements. In reaching this position, the following
factors have been considered:
•
the consolidated entity has received a letter of support
from companies controlled by Mr D Baxter, Managing
Director, stating that it will provide a Support to enable the
consolidated entity to meet its debts as and when they fall
due;
•
announcements by both the Commonwealth and State
governments have indicated that once 80% Covid-19
vaccinations levels are achieved, lockdowns will not be
utilised to manage COVID outbreaks. Current government
forecasts indicate this threshold should be met by
November 2021 which is expected to have a positive
impact on return to offices
•
the consolidated entity has external related party debt, but
no repayments are due within 12 months from the date of
signing the Annual report;
•
the consolidated entity has delayed any planned capital
expenditure until economic and trading conditions show
an appropriate level of improvement and is also looking
at alternative ways of funding capital expenditure going
forward;
22
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Financial Statements
•
Management has identified operating expenditures
where further decreases can be achieved if the COVID-19
pandemic continues to impact Victory through prolonged
lockdowns including staffing costs, lease repayments and
various general and administrative expenses; and
•
The Company has demonstrated the ability to raise capital
if required from existing shareholders. -
Accordingly, the Directors believe that the consolidated
entity will be able to continue as a going concern and that
it is appropriate to adopt the going concern basis in the
preparation of the financial report.
The Director’s believe that continued financial support from the
co-founders underlines their belief in and commitment to the
business as the Board navigates this difficult period on behalf
of all shareholders.
The financial report does not include any adjustments relating
to the amounts or classification of recorded assets or liabilities
that might be necessary if the consolidated entity does not
continue as a going concern.
PARENT ENTITY INFORMATION
In accordance with the Corporations Act 2001, these financial
statements present the results of the consolidated entity only.
Supplementary information about the parent entity is disclosed
in note 34.
PRINCIPLES OF CONSOLIDATION
The consolidated financial statements incorporate the assets
and liabilities of all subsidiaries of Victory Offices Limited
(‘company’ or ‘parent entity’) as at 30 June 2021 and the results
of all subsidiaries for the year then ended. Victory Offices
Limited and its subsidiaries together are referred to in these
financial statements as the ‘consolidated entity’.
Subsidiaries are all those entities over which the consolidated
entity has control. The consolidated entity controls an entity
when the consolidated entity 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. Subsidiaries are fully consolidated from
the date on which control is transferred to the consolidated
entity. They are de-consolidated from the date that control
ceases.
Intercompany transactions, balances and unrealised gains on
transactions between entities in the consolidated entity are
eliminated. Unrealised losses are also eliminated unless the
transaction provides evidence of the impairment of the asset
transferred. Accounting policies of subsidiaries have been
changed where necessary to ensure consistency with the
policies adopted by the consolidated entity.
The acquisition of subsidiaries is accounted for using the
acquisition method of accounting. A change in ownership
interest, without the loss of control, is accounted for as
an equity transaction, where the difference between the
consideration transferred and the book value of the share of
the non-controlling interest acquired is recognised directly in
equity attributable to the parent.
Where the consolidated entity loses control over a subsidiary,
it derecognises the assets including goodwill, liabilities and
non-controlling interest in the subsidiary together with any
cumulative translation differences recognised in equity.
The consolidated entity recognises the fair value of the
consideration received and the fair value of any investment
retained together with any gain or loss in profit or loss.
INCOME TAX
The income tax expense or benefit for the period is the
tax payable on that period’s taxable income based on the
applicable income tax rate for each jurisdiction, adjusted by
the changes in deferred tax assets and liabilities attributable to
temporary differences, unused tax losses and the adjustment
recognised for prior periods, where applicable.
Deferred tax assets and liabilities are recognised for temporary
differences at the tax rates expected to be applied when the
assets are recovered or liabilities are settled, based on those
tax rates that are enacted or substantively enacted, except for:
•
When the deferred income tax asset or liability arises from
the initial recognition of goodwill or an asset or liability in a
transaction that is not a business combination and that, at
the time of the transaction, affects neither the accounting
nor taxable profits; or
•
When the taxable temporary difference is associated
with interests in subsidiaries, associates or joint ventures,
and the timing of the reversal can be controlled and it is
probable that the temporary difference will not reverse in
the foreseeable future.
Deferred tax assets are recognised for deductible temporary
differences and unused tax losses only if it is probable that
future taxable amounts will be available to utilise those
temporary differences and losses.
The carrying amount of recognised and unrecognised
deferred tax assets are reviewed at each reporting date.
Deferred tax assets recognised are reduced to the extent
that it is no longer probable that future taxable profits will be
available for the carrying amount to be recovered. Previously
unrecognised deferred tax assets are recognised to the extent
that it is probable that there are future taxable profits available
to recover the asset.
Deferred tax assets and liabilities are offset only where there is
a legally enforceable right to offset current tax assets against
current tax liabilities and deferred tax assets against deferred
tax liabilities; and they relate to the same taxable authority
on either the same taxable entity or different taxable entities
which intend to settle simultaneously.
CURRENT AND NON-CURRENT
CLASSIFICATION
Assets and liabilities are presented in the statement of financial
position based on current and non-current classification.
An asset is classified as current when: it is either expected
to be realised or intended to be sold or consumed in the
consolidated entity’s normal operating cycle; it is held primarily
for the purpose of trading; it is expected to be realised within
12 months after the reporting period; or the asset is cash
or cash equivalent unless restricted from being exchanged
or used to settle a liability for at least 12 months after the
reporting period. All other assets are classified as non-current.
A liability is classified as current when: it is either expected to
be settled in the consolidated entity’s normal operating cycle;
it is held primarily for the purpose of trading; it is due to be
settled within 12 months after the reporting period; or there is
no unconditional right to defer the settlement of the liability for
at least 12 months after the reporting period. All other liabilities
are classified as non-current.
Deferred tax assets and liabilities are always classified as non-
current.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
23
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Financial Statements
INVESTMENTS AND OTHER FINANCIAL
ASSETS
Investments and other financial assets are initially measured
at fair value. Transaction costs are included as part of the initial
measurement, except for financial assets at fair value through
profit or loss. Such assets are subsequently measured at either
amortised cost or fair value depending on their classification.
Classification is determined based on both the business model
within which such assets are held and the contractual cash
flow characteristics of the financial asset unless an accounting
mismatch is being avoided.
Financial assets are derecognised when the rights to receive
cash flows have expired or have been transferred and the
consolidated entity has transferred substantially all the risks
and rewards of ownership. When there is no reasonable
expectation of recovering part or all of a financial asset, it’s
carrying value is written off.
Financial assets at amortised cost
A financial asset is measured at amortised cost only if both of
the following conditions are met: (i) it is held within a business
model whose objective is to hold assets in order to collect
contractual cash flows; and (ii) the contractual terms of the
financial asset represent contractual cash flows that are solely
payments of principal and interest.
Impairment of financial assets
The consolidated entity recognises a loss allowance for
expected credit losses on financial assets which are either
measured at amortised cost or fair value through other
comprehensive income. The measurement of the loss
allowance depends upon the consolidated entity’s assessment
at the end of each reporting period as to whether the financial
instrument’s credit risk has increased significantly since initial
recognition, based on reasonable and supportable information
that is available, without undue cost or effort to obtain.
Where there has not been a significant increase in exposure
to credit risk since initial recognition, a 12-month expected
credit loss allowance is estimated. This represents a portion of
the asset’s lifetime expected credit losses that is attributable
to a default event that is possible within the next 12 months.
Where a financial asset has become credit impaired or where
it is determined that credit risk has increased significantly,
the loss allowance is based on the asset’s lifetime expected
credit losses. The amount of expected credit loss recognised
is measured on the basis of the probability weighted present
value of anticipated cash shortfalls over the life of the
instrument discounted at the original effective interest rate.
For financial assets mandatorily measured at fair value through
other comprehensive income, the loss allowance is recognised
in other comprehensive income with a corresponding expense
through profit or loss. In all other cases, the loss allowance
reduces the asset’s carrying value with a corresponding
expense through profit or loss.
IMPAIRMENT OF NON-FINANCIAL ASSETS
Non-financial assets are reviewed for impairment whenever
events or changes in circumstances indicate that the carrying
amount may not be recoverable. An impairment loss is
recognised for the amount by which the asset’s carrying
amount exceeds its recoverable amount.
Recoverable amount is the higher of an asset’s fair value less
costs of disposal and value-in-use. The value-in-use is the
present value of the estimated future cash flows relating to
the asset using a pre-tax discount rate specific to the asset or
cash-generating unit to which the asset belongs. Assets that
do not have independent cash flows are grouped together to
form a cash-generating unit.
FINANCE COSTS
Finance costs attributable to qualifying assets are capitalised
as part of the asset. All other finance costs are expensed in the
period in which they are incurred.
GOODS AND SERVICES TAX (‘GST’) AND
OTHER SIMILAR TAXES
Revenues, expenses and assets are recognised net of the
amount of associated GST, unless the GST incurred is not
recoverable from the tax authority. In this case it is recognised
as part of the cost of the 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 tax authority is included
in other receivables or other payables in the statement of
financial position.
Cash flows are presented on a gross basis. The GST
components of cash flows arising from investing or financing
activities which are recoverable from, or payable to the tax
authority, are presented as operating cash flows.
Commitments and contingencies are disclosed net of the
amount of GST recoverable from, or payable to, the tax
authority.
NEW ACCOUNTING STANDARDS AND
INTERPRETATIONS NOT YET MANDATORY
OR EARLY ADOPTED
Australian Accounting Standards and Interpretations that have
recently been issued or amended but are not yet mandatory,
have not been early adopted by the consolidated entity
for the annual reporting period ended 30 June 2021. The
consolidated entity has not yet assessed the impact of these
new or amended Accounting Standards and Interpretations.
NOTE 3. CRITICAL ACCOUNTING
JUDGEMENTS, ESTIMATES AND
ASSUMPTIONS
The preparation of the financial statements requires
management to make judgements, estimates and assumptions
that affect the reported amounts in the financial statements.
Management continually evaluates its judgements and
estimates in relation to assets, liabilities, contingent liabilities,
revenue and expenses. Management bases its judgements,
estimates and assumptions on historical experience and
on other various factors, including expectations of future
events, management believes to be reasonable under the
circumstances. The resulting accounting judgements and
estimates will seldom equal the related actual results. The
judgements, estimates and assumptions that have a significant
risk of causing a material adjustment to the carrying amounts
of assets and liabilities (refer to the respective notes) within the
next financial year are discussed following.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
24
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Financial Statements
CORONAVIRUS (COVID-19) PANDEMIC
Judgement has been exercised in considering the impacts
that the Coronavirus (COVID-19) pandemic has had, or may
have, on the consolidated entity based on known information.
This consideration extends to the nature of the products
and services offered, customers, supply chain, staffing and
geographic regions in which the consolidated entity operates.
Other than as addressed in specific notes, there does not
currently appear to be either any significant impact upon
the financial statements or any significant uncertainties
with respect to events or conditions which may impact the
consolidated entity unfavourably as at the reporting date
or subsequently as a result of the Coronavirus (COVID-19)
pandemic.
ALLOWANCE FOR EXPECTED CREDIT
LOSSES
The allowance for expected credit losses assessment requires
a degree of estimation and judgement. It is based on the
lifetime expected credit loss, grouped based on days overdue,
and makes assumptions to allocate an overall expected credit
loss rate for each group. These assumptions include recent
sales experience and historical collection rates.
ESTIMATION OF USEFUL LIVES OF ASSETS
The consolidated entity determines the estimated useful
lives and related depreciation and amortisation charges for
its property, plant and equipment and finite life intangible
assets. The useful lives could change significantly as a result
of technical innovations or some other event. The depreciation
and amortisation charge will increase where the useful lives
are less than previously estimated lives, or technically obsolete
or non-strategic assets that have been abandoned or sold will
be written off or written down.
IMPAIRMENT OF NON-FINANCIAL ASSETS
OTHER THAN GOODWILL AND OTHER
INDEFINITE LIFE INTANGIBLE ASSETS
The consolidated entity assesses impairment of non-financial
assets other than goodwill and other indefinite life intangible
assets at each reporting date by evaluating conditions
specific to the consolidated entity and to the particular
asset that may lead to impairment. If an impairment trigger
exists, the recoverable amount of the asset is determined.
This involves fair value less costs of disposal or value-in-use
calculations, which incorporate a number of key estimates and
assumptions.
INCOME TAX
The consolidated entity is subject to income taxes in the
jurisdictions in which it operates. Significant judgement is
required in determining the provision for income tax. There
are many transactions and calculations undertaken during
the ordinary course of business for which the ultimate tax
determination is uncertain. The consolidated entity recognises
liabilities for anticipated tax audit issues based on the
consolidated entity’s current understanding of the tax law.
Where the final tax outcome of these matters is different
from the carrying amounts, such differences will impact the
current and deferred tax provisions in the period in which such
determination is made.
LEASE TERM
The lease term is a significant component in the measurement
of both the right-of-use asset and lease liability. Judgement is
exercised in determining whether there is reasonable certainty
that an option to extend the lease or purchase the underlying
asset will be exercised, or an option to terminate the lease will
not be exercised, when ascertaining the periods to be included
in the lease term. In determining the lease term, all facts and
circumstances that create an economical incentive to exercise
an extension option, or not to exercise a termination option,
are considered at the lease commencement date. Factors
considered may include the importance of the asset to the
consolidated entity’s operations; comparison of terms and
conditions to prevailing market rates; incurrence of significant
penalties; existence of significant leasehold improvements;
and the costs and disruption to replace the asset. The
consolidated entity reassesses whether it is reasonably certain
to exercise an extension option, or not exercise a termination
option, if there is a significant event or significant change in
circumstances.
INCREMENTAL BORROWING RATE
Where the interest rate implicit in a lease cannot be readily
determined, an incremental borrowing rate is estimated to
discount future lease payments to measure the present value
of the lease liability at the lease commencement date. Such
a rate is based on what the consolidated entity estimates it
would have to pay a third party to borrow the funds necessary
to obtain an asset of a similar value to the right-of-use asset,
with similar terms, security and economic environment.
EMPLOYEE BENEFITS PROVISION
As discussed in note 2, the liability for employee benefits
expected to be settled more than 12 months from the reporting
date are recognised and measured at the present value of
the estimated future cash flows to be made in respect of all
employees at the reporting date. In determining the present
value of the liability, estimates of attrition rates and pay
increases through promotion and inflation have been taken
into account.
LEASE MAKE GOOD PROVISION
A provision has been made for the present value of
anticipated costs for future restoration of leased premises.
The provision includes future cost estimates associated with
closure of the premises. The calculation of this provision
requires assumptions such as application of closure dates
and cost estimates. The provision recognised for each site
is periodically reviewed and updated based on the facts and
circumstances available at the time. Changes to the estimated
future costs for sites are recognised in the statement of
financial position by adjusting the asset and the provision.
Reductions in the provision that exceed the carrying amount of
the asset will be recognised in profit or loss.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
25
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Financial Statements
NOTE 4. OPERATING SEGMENTS
IDENTIFICATION OF REPORTABLE OPERATING SEGMENTS
The consolidated entity is organised into one operating segment providing comprehensive office serviced packages and
other services to customers in Australia. One operating segment is consistent with the internal reports that are reviewed
and used by the Board of Directors (who are identified as the Chief Operating Decision Makers (‘CODM’)) in assessing
performance and in determining the allocation of resources.
ACCOUNTING POLICY FOR OPERATING SEGMENTS
Operating segments are presented using the ‘management approach’, where the information presented is on the same basis
as the internal reports provided to the Chief Operating Decision Makers (‘CODM’). The CODM is responsible for the allocation
of resources to operating segments and assessing their performance.
NOTE 5. SUITE SERVICES REVENUE
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Suite services
14,714,246
42,309,916
DISAGGREGATION OF REVENUE
The disaggregation of revenue from contracts with customers is as follows:
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Timing of revenue recognition
Services transferred
at a point in time
1,705,868
3,554,407
Services transferred
over time
13,008,378
38,755,509
14,714,246
42,309,916
ACCOUNTING POLICY FOR REVENUE RECOGNITION
The consolidated entity recognises revenue as follows:
Revenue from contracts with customers
Revenue is recognised at an amount that reflects the consideration to which the consolidated entity is expected to be
entitled in exchange for transferring goods or services to a customer. For each contract with a customer, the consolidated
entity: identifies the contract with a customer; identifies the performance obligations in the contract; determines the
transaction price which takes into account estimates of variable consideration and the time value of money; allocates the
transaction price to the separate performance obligations on the basis of the relative stand-alone selling price of each
distinct good or service to be delivered; and recognises revenue when or as each performance obligation is satisfied in a
manner that depicts the transfer to the customer of the goods or services promised.
Variable consideration within the transaction price, if any, reflects concessions provided to the customer such as
discounts, rebates and refunds, any potential bonuses receivable from the customer and any other contingent events.
Such estimates are determined using either the ‘expected value’ or ‘most likely amount’ method. The measurement
of variable consideration is subject to a constraining principle whereby revenue will only be recognised to the extent
that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur. The
measurement constraint continues until the uncertainty associated with the variable consideration is subsequently
resolved. Amounts received that are subject to the constraining principle are recognised as a refund liability.
Revenue in relation to the rendering of suite services is recognised on a straight line basis over the term of the lease
agreement.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
26
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Financial Statements
NOTE 6. OTHER INCOME
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Jobkeeper subsidy
1,632,800
667,500
Rent concession income
1,313,971
756,834
Other revenue
22,617
8,887
Other income
2,969,388
1,433,221
JOBKEEPER SUBSIDY
Jobkeeper subsidy revenue is recognised when it is received.
RENT CONCESSION INCOME
Rent concession income is recorded pursuant to ‘AASB 2020-4 Covid-19-Related Rent Concessions’, which has been early
adopted. The practical expedient in paragraph 46A has been applied to each relevant lease where a rental concession was
agreed prior to 30 June 2021.
OTHER REVENUE
Other revenue is recognised when it is received or when the right relevant performance obligations have been met.
INTEREST INCOME
Interest income is recognised as interest accrues using the effective interest method. This is a method of calculating the
amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate,
which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the
net carrying amount of the financial asset.
NOTE 7. FINANCE COSTS
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Interest and finance charges paid
164,511
187,465
Unwinding of lease liability interest
10,606,237
8,674,515
Interest on related party loan
131,286
42,326
10,902,034
8,904,306
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
27
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Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 8. INCOME TAX BENEFIT
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Income tax benefit
Current tax
(1,017,171)
2,217,367
Adjustment recognised for prior periods
-
224,170
Deferred tax
(5,923,212)
(5,946,123)
Aggregate income tax benefit
(6,940,383)
(3,504,586)
Numerical reconciliation of income tax benefit and tax at the statutory rate
Loss before income tax benefit
(43,511,339)
(11,573,961)
Tax at the statutory tax rate of 30%
(13,053,402)
(3,472,188)
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Non-deductible expenses
8,319,107
1,860
Deferred tax adjustments
(1,188,917)
(258,428)
Under provision
(1,017,171)
-
(6,940,383)
(3,728,756)
Adjustment recognised for prior periods
-
224,170
Income tax benefit
(6,940,383)
(3,504,586)
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Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 9. CURRENT ASSETS - CASH AND CASH EQUIVALENTS
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Cash on hand
8,040
8,879
Cash at bank
15,108,297
654,487
Cash on deposit
-
7,336
15,116,337
670,702
Reconciliation to cash and cash equivalents at the end of the financial year
The above figures are reconciled to cash and cash equivalents at the end of the financial
year as shown in the statement of cash flows as follows:
Balances as above
15,116,337
670,702
Bank overdraft (note 16)
(603,325)
-
Balance as per statement of cash flows
14,513,012
670,702
ACCOUNTING POLICY FOR CASH AND CASH EQUIVALENTS
Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly
liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash
and which are subject to an insignificant risk of changes in value. For the statement of cash flows presentation purposes,
cash and cash equivalents also includes bank overdrafts, which are shown within borrowings in current liabilities on the
statement of financial position.
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Financial Statements
NOTE 10. CURRENT ASSETS - TRADE AND OTHER RECEIVABLES
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Trade receivables
782,229
6,933,556
Less: Allowance for expected credit losses
(265,981)
(3,899,687)
516,248
3,033,869
Sundry debtors and prepayments
2,988,877
1,584,757
3,505,125
4,618,626
Allowance for expected credit losses
The consolidated entity has recognised a loss of $2,733,554 (30 June 2020: 3,899,687) in profit or loss in respect of the
expected credit losses for the period ended 30 June 2021.
The ageing of the receivables and allowance for expected credit losses provided for above are as follows:
CONSOLIDATED
EXPECTED CREDIT
LOSS RATE
CARRYING AMOUNT
EXPECTED ALLOWANCE
FOR CREDIT LOSSES
%
30 JUNE 2021
$
30 JUNE 2021
$
Current 0-30 days
2%
23,525
451
30-60 days
2%
67,633
1,295
60-120 days
39%
45,780
11,445
120+ days
39%
645,291
252,790
782,229
265,981
CONSOLIDATED
EXPECTED CREDIT
LOSS RATE
CARRYING AMOUNT
EXPECTED ALLOWANCE
FOR CREDIT LOSSES
%
30 JUNE 2020
$
30 JUNE 2020
$
Current
11%
148,450
16,101
30-90 days
35%
197,718
68,535
90+ days
58%
6,587,388
3,815,051
6,933,556
3,899,687
ACCOUNTING POLICY FOR TRADE AND OTHER RECEIVABLES
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective
interest method, less any allowance for expected credit losses. Trade receivables are generally due for settlement within
30 days.
The consolidated entity has applied the simplified approach to measuring expected credit losses, which uses a lifetime
expected loss allowance. To measure the expected credit losses, trade receivables have been grouped based on days
overdue.
Other receivables are recognised at amortised cost, less any allowance for expected credit losses.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
30
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Financial Statements
NOTE 11. CURRENT ASSETS - OTHER FINANCIAL ASSETS
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Term deposits
940,988
2,041,864
ACCOUNTING POLICY FOR OTHER FINANCIAL ASSETS
Other financial assets are initially measured at fair value. Transaction costs are included as part of the initial measurement,
except for financial assets at fair value through profit or loss. Such assets are subsequently measured at either amortised
cost or fair value depending on their classification. Classification is determined based on both the business model within
which such assets are held and the contractual cash flow characteristics of the financial asset unless, an accounting
mismatch is being avoided.
Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the
consolidated entity has transferred substantially all the risks and rewards of ownership. When there is no reasonable
expectation of recovering part or all of a financial asset, it’s carrying value is written off.
NOTE 12. NON-CURRENT ASSETS - OTHER FINANCIAL ASSETS
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Term deposits - restricted cash to support bank guarantees
30,167,857
28,904,258
Term deposits
1,255,953
-
31,423,810
28,904,258
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
31
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Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 13. NON-CURRENT ASSETS - PROPERTY, PLANT AND EQUIPMENT
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Leasehold improvements - at cost
41,294,847
41,265,629
Less: Accumulated depreciation
(9,644,817)
(5,943,190)
Less: Impairment
(3,206,530)
(1,591,906)
28,443,500
33,730,533
Office furniture - at cost
7,755,925
7,301,328
Less: Accumulated depreciation
(1,944,989)
(1,188,551)
Less: Impairment
(573,877)
(275,490)
5,237,059
5,837,287
Computer equipment - at cost
2,574,156
2,551,342
Less: Accumulated depreciation
(1,249,182)
(782,330)
Less: Impairment
(145,845)
(79,726)
1,179,129
1,689,286
Office equipment - at cost
11,035,781
10,991,908
Less: Accumulated depreciation
(3,651,877)
(2,349,051)
Less: Impairment
(764,199)
(389,515)
6,619,705
8,253,342
Computer software - at cost
202,722
202,722
Less: Accumulated depreciation
(141,061)
(96,502)
Less: Impairment
(7,742)
(4,787)
53,919
101,433
Artwork - at cost
413,578
405,451
Less: Accumulated depreciation
(15,090)
(10,506)
Less: Impairment
(38,385)
(17,799)
360,103
377,146
Right-of-use asset - at cost
192,272,629
167,505,608
Less: Accumulated depreciation
(46,811,699)
(30,688,986)
Less: Impairment
(13,718,072)
(6,166,030)
131,742,858 130,650,592
173,636,273
180,639,619
32
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Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
RECONCILIATIONS
Reconciliations of the written down values at the beginning and end of the current financial year are set out below:
CONSOLIDATED
LEASEHOLD
IMPROVE-
MENTS
$
OFFICE
FURNITURE
$
COMPUTER
EQUIPMENT
$
OFFICE
EQUIPMENT
$
COMPUTER
SOFTWARE
$
ARTWORK
$
RIGHT-OF-
USE ASSET
$
TOTAL
Balance at
1 July 2019
23,805,456
6,028,543
1,779,113
9,426,905
87,986
319,105
98,005,084
139,452,192
Additions
14,934,793
776,500
398,800
475,599
60,873
80,037
50,805,744
67,532,346
Disposals
(274,715)
(3,530)
(4,141)
(8,798)
-
-
-
(291,184)
Impairment of
assets
(1,591,906)
(275,490)
(79,726)
(389,515)
(4,787)
(17,799)
(6,166,030)
(8,525,253)
Depreciation
(3,143,094)
(688,736)
(404,761)
(1,250,849)
(42,639)
(4,197)
(11,994,206)
(17,528,482)
Balance at
30 June 2020
33,730,534
5,837,287
1,689,285
8,253,342
101,433
377,146
130,650,592
180,639,619
CONSOLIDATED
LEASEHOLD
IMPROVE-
MENTS
$
OFFICE
FURNITURE
$
COMPUTER
EQUIPMENT
$
OFFICE
EQUIPMENT
$
COMPUTER
SOFTWARE
$
ARTWORK
$
RIGHT-OF-
USE ASSET
$
TOTAL
Balance at
1 July 2020
33,730,534
5,837,287
1,689,285
8,253,342
101,433
377,146
130,650,592
180,639,619
Additions
1,766,776
458,026
23,134
43,873
-
8,126
24,815,298
27,115,233
Disposals
(1,737,557)
(3,429)
(319)
-
-
-
-
(1,741,305)
Reversal of
impairment
180,463
31,229
9,038
44,156
543
2,018
698,998
966,445
Impairment of
assets
(1,795,088)
(329,616)
(75,157)
(418,840)
(3,498)
(22,603)
(8,251,040)
(10,895,842)
Depreciation
expense
(3,701,628)
(756,438)
(466,852)
(1,302,826)
(44,559)
(4,584)
(16,170,990)
(22,447,877)
Balance at
30 June 2021
28,443,500
5,237,059
1,179,129
6,619,705
53,919
360,103
131,742,858 173,636,273
IMPAIRMENT OF ASSETS
The total written down value of right-of-use assets (pre-impairment) is $139.2 million. The total written down value for all other
plant and equipment (pre-impairment) is $44.2 million.
Cash-generating-units have been identified for the purposes of impairment testing representing the location of a lease or a
combination of leases (if at the same address).
Value-in-use calculations have been used as the basis for the assessment of impairment. Value-in-use calculations are based
on a discounted cashflow analysis of expected cash inflows and cash outflows over the remaining expected use of the cash-
generating-units (remaining lease terms with an assessment as to the likelihood of exercising an option if applicable). No terminal
values have been used.
The key assumptions used in the value-in-use calculations are:
•
reduction in in rental revenue rates in FY2022 and FY2023 of 10% and 5%, respectively;
•
revenue based on average FY2021 occupancy levels for the first half of FY2022 for certain locations;
•
rental revenue growth of 8% per annum from 2024 onwards;
•
gradual increase in occupancy in FY22 and FY23 to between 20%-90% (depending on location), below pre-COVID levels;
•
1.5% growth in lease costs in 2022 and 3% per annum thereafter; and
•
pre-tax discount rates between 4.6% and 6.8% depending on location.
33
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
The recognition of an impairment loss of $10.9 million (2020:
$8.6 million) for cash-generating-units whose short-term cash
flows have been impacted by the COVID-19 pandemic.
As a result of the termination of the three leases subsequent
to 30 June 2021, detailed in note 36, an additional impairment
loss of $1.3 million has been incurred and included in the
aforementioned $10.9 million total impairment losses. The
additional impairment comprises of $1.0 million in respect of
leasehold improvements and $0.3 million in respect of right of
use assets.
An impairment loss of $10.9 million (in relation to plant and
equipment including right-of-use assets) has been recognised
in profit or loss during the period. The impairment loss
recognised relates to:
•
four cash-generating-units being four leased offices based
in Victoria;
•
one cash-generating unit being one leased office based in
Canberra;
•
one cash-generating unit being one leased office based in
Queensland; and
•
one cash-generating unit being one leased office based in
New South Wales.
SENSITIVITIES
Based on the assumptions above the total value-in-use
calculations has a positive (net) amount of $62.7 million. The
key inputs in the value-in-use models is the mix of rent rates
and occupancy level. The sensitivity of the results to different
assumptions have been presented below.
Revenue +10%
If revenues year-on-year were 10% higher (whether due
to occupancy or price increases) the total value-in-use
calculations has a positive (net) amount of $66.3 million.
Impairment in this scenario would be $8.9 million and confined
to the seven locations above.
Revenue -10%
If revenues year-on-year were 10% lower (whether due
to occupancy or price decreases) the total value-in-use
calculations has a positive (net) amount of $59.8 million.
Impairment in this scenario would be $11.4 million. Impairment
would be confined to the seven locations above.
Revenue -20%
If revenues year-on-year were 20% lower (whether due
to occupancy or price decreases) the total value-in use
calculations has a positive (net) amount of $56.5 million.
Impairment in this scenario would be $12.2 million. Impairment
would be confined to the seven locations above.
REVERSAL OF IMPAIRMENT
An impairment reversal of $1.0 million (in relation to right-of-use
assets) has been recognised in profit or loss during the period.
The impairment reversal recognised relates to one cash-
generating-unit being a leased office based in Sydney
The recognition of an impairment reversal of the cash-
generating-unit is mainly due to the reassessment on short-
term cash flows of the COVID-19 pandemic, thereby reducing
the indication that an impairment loss that was recognized
in prior priors exists. The key change in assumptions for the
impairment reversal relate increase in the assumed occupancy
rates for 2021 and 2022.
ACCOUNTING POLICY FOR PROPERTY,
PLANT AND EQUIPMENT
Plant and equipment is stated at historical cost less
accumulated depreciation and impairment. Historical cost
includes expenditure that is directly attributable to the
acquisition of the items.
Depreciation is calculated on a straight-line basis to write off
the net cost of each item of property, plant and equipment
(excluding land) over their expected useful lives as follows:
Office furniture
10 years
Office equipment
5 years
Computer equipment
4 - 5 years
Computer software
4 years
Leasehold improvements
Life of lease
Artwork
100 years
Right-of-use assets
Life of lease
The residual values, useful lives and depreciation methods are
reviewed, and adjusted if appropriate, at each reporting date.
Leasehold improvements are depreciated over the unexpired
period of the lease or the estimated useful life of the assets,
whichever is shorter.
An item of property, plant and equipment is derecognised
upon disposal or when there is no future economic benefit to
the consolidated entity. Gains and losses between the carrying
amount and the disposal proceeds are taken to profit or loss.
RIGHT-OF-USE ASSETS
A right-of-use asset is recognised at the commencement date
of a lease. The right-of-use asset is measured at cost, which
comprises the initial amount of the lease liability, adjusted
for, as applicable, any lease payments made at or before the
commencement date net of any lease incentives received,
any initial direct costs incurred, and, except where included
in the cost of inventories, an estimate of costs expected to be
incurred for dismantling and removing the underlying asset,
and restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis
over the unexpired period of the lease or the estimated
useful life of the asset, whichever is the shorter. Where the
consolidated entity expects to obtain ownership of the leased
asset at the end of the lease term, the depreciation is over
its estimated useful life. Right-of use assets are subject to
impairment or adjusted for any remeasurement of lease
liabilities.
The consolidated entity has elected not to recognise a right-
of-use asset and corresponding lease liability for short-term
leases with terms of 12 months or less and leases of low-value
assets. Lease payments on these assets are expensed to profit
or loss as incurred.
34
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 14. NON-CURRENT ASSETS - DEFERRED TAX
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Deferred tax asset
16,456,734
11,320,992
Recognised deferred tax asset
Employee benefits provision
198,536
132,451
Make good provision
706,780
685,503
Lease liabilities
52,600,568
47,578,365
Impairment of assets
5,536,458
2,557,583
Allowance for expected credit losses
79,849
1,169,906
Black hole expenditure
122,582
241,821
Other sundry differences in tax recognition
1,627,600
357
Capital raising costs
10,440
-
60,882,813
52,365,986
Recognised deferred tax liabilities
Right of use assets
(43,638,600)
(41,044,987)
17,244,213
11,320,999
NOTE 15. CURRENT LIABILITIES - TRADE AND OTHER PAYABLES
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Trade payables
4,716,948
3,295,857
GST and PAYG withholding payable
1,253,703
779,909
Accrued expenses and other payables
154,666
316,916
6,125,317
4,392,682
Refer to note 28 for further information on financial instruments.
ACCOUNTING POLICY FOR TRADE AND OTHER PAYABLES
These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of the
financial year and which are unpaid. Due to their short-term nature they are measured at amortised cost and are not
discounted. The amounts are unsecured and are usually paid within 30 days of recognition.
35
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
NOTE 16. CURRENT LIABILITIES - BORROWINGS
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Bank overdraft
603,325
-
Refer to note 28 for further information on financial instruments.
NOTE 17. CURRENT LIABILITIES - INCOME TAX
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Provision for income tax
1,581,353
2,598,515
NOTE 18. CURRENT LIABILITIES - PROVISIONS
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Annual leave
469,007
323,527
ACCOUNTING POLICY FOR EMPLOYEE BENEFITS
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to
be settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the
liabilities are settled.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
36
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
NOTE 19. CURRENT LIABILITIES - OTHER LIABILITIES
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Client deposits
2,891,427
3,092,015
Contractual liabilities
268,509
115,389
3,159,936
3,207,404
ACCOUNTING POLICY FOR OTHER LIABILITIES
Client deposits
Deposits received are security bonds payable at the commencement of the lease to insure against any potential damage
to properties. Bonds are repayable upon final inspection of the premise at the end of the lease term.
Contractual liabilities
Income received in advance is recognised as revenue over the life of the lease as services are rendered in accordance
with the terms of the lease agreement.
NOTE 20. NON-CURRENT LIABILITIES - TRADE AND OTHER PAYABLES
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Amounts due to related parties
8,008,374
11,109,376
Related party income tax payable
-
2,050,751
8,008,374
13,160,127
Refer to note 28 for further information on financial instruments.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
37
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 21. NON-CURRENT LIABILITIES - BORROWINGS
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Loan payable to related party
2,697,371
2,566,085
Refer to note 28 for further information on financial instruments.
TOTAL SECURED LIABILITIES
The total secured liabilities (current and non-current) are as follows:
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Bank overdraft
603,325
-
Loan payable to related party
2,697,371
2,566,085
3,300,696
2,566,085
ACCOUNTING POLICY FOR BORROWINGS
Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs. They
are subsequently measured at amortised cost using the effective interest method.
Non-current borrowings are unsecured loans and have been provided to a director related entity and subsidiaries on an
arm’s length basis. The loan has a coupon of 5% p.a. accruing monthly and capitalising until repayment commence.
Borrowings are classified as current liabilities unless the consolidated entity has an unconditional right to defer settlement
of the liability for at least 12 months after balance date.
•
Borrowing costs are recognised as expenses in the period in which they are incurred. Borrowing costs include:
•
interest on bank overdrafts and short-term and long-term borrowings;
•
finance lease charges.
38
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 22. NON-CURRENT LIABILITIES - PROVISIONS
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Long service leave
192,778
117,975
Provision for make good on leased premises
2,355,934
2,285,009
2,548,712
2,402,984
ACCOUNTING POLICY FOR PROVISIONS
The provision for make good on leased premises represents the present value of the estimated costs to make good the
premises leased by the consolidated entity at the end of the respective lease terms.
Provisions are recognised when the consolidated entity has a present (legal or constructive) obligation as a result of a
past event, it is probable the consolidated entity will be required to settle the obligation, and a reliable estimate can be
made of the amount of the obligation. The amount recognised as a provision is the best estimate of the consideration
required to settle the present obligation at the reporting date, taking into account the risks and uncertainties surrounding
the obligation. If the time value of money is material, provisions are discounted using a current pre-tax rate specific to the
liability. The increase in the provision resulting from the passage of time is recognised as a finance cost.
ACCOUNTING POLICY FOR OTHER LONG-TERM EMPLOYEE BENEFITS
The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date are
measured at the present value of expected future payments to be made in respect of services provided by employees
up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and
salary levels, experience of employee departures and periods of service. Expected future payments are discounted using
market yields at the reporting date on high quality corporate bonds with terms to maturity and currency that match, as
closely as possible, the estimated future cash outflows.
NOTE 23. NON-CURRENT LIABILITIES - OTHER LIABILITIES
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Client deposits
240,678
302,257
39
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 24. LEASE LIABILITIES
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
As a lessee
Right-of-use assets
131,485,977 130,650,592
Information about leases for which the consolidated entity is a lessee is presented below:
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Right-of-use assets
Balance at beginning of the period
130,650,592
98,005,084
Additions
23,540,142
45,604,781
Lease modifications and discount rate adjustments
1,275,156
5,200,963
Depreciation charge for the period
(16,170,990)
(11,994,206)
Impairment
(8,251,040)
(6,166,030)
Reversal of impairment
698,998
-
Balance at end of the period
131,742,858 130,650,592
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Lease liabilities
Maturity analysis - contractual undiscounted cash flows
Less than one year
32,118,453
21,898,862
One to five years
72,181,897
107,352,607
More than five years
145,425,110
98,326,080
Total undiscounted lease liabilities
249,725,460
227,577,549
40
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Lease liabilities included in the statement of financial position
Current
20,124,572
12,371,506
Non-current
162,507,244
150,257,095
182,631,816
162,628,601
Amounts recognised in profit or loss
Interest on lease liabilities
10,606,237
8,674,515
Amounts recognised in the statement of cashflows
Total cash outflow for leases
(14,023,423)
(11,632,760)
The expected future cash outflows to which the consolidated entity is committed to relating
to the leases not yet commenced, that are not reflected in the measurement of the lease
liability are as follows:
Less than one year
5,175,473
8,127,968
One to five years
22,564,276
53,371,890
More than five years
50,966,647
87,177,382
Total expected future cash outflows
78,706,396
148,677,240
ACCOUNTING POLICY FOR LEASE LIABILITIES
Leased offices
The consolidated entity has numerous commercial office leases include leases of shared office spaces.
The non-cancellable period of the leases varies between 1 and 11 years and the consolidated entity has an option to
extend the leases up to an additional term of the lease and in many cases it is up to the discretion of the lessor. The lease
payments are adjusted every year, based on either a fixed annual rate increase or a change in the consumer price index
in the preceding year. If the consolidated entity exercises the renewal option, then the lease payments in the renewal
period will reflect the then market rate or an equivalent index dependent on the terms of the lease agreement.
At inception of a contract, the consolidated entity assesses whether a 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. To assess whether a contract conveys the right to control the use of an identified asset, the
consolidated entity assess whether:
•
the contract involves the use of an identified asset - this may be specified explicitly or implicitly, and should be
physically distinct or represent substantially all of the capacity of a physically distinct asset. If the supplier has a
substantive substitution right, then the asset is not identified;
•
the consolidated entity has the right to obtain substantially all of the economic benefits from use of the asset
throughout the period of use;
•
the consolidated entity has the right to direct the use of the asset. The consolidated entity has this right when it has
the decision-making rights that are most relevant to changing how and for what purpose the asset is used. In rare
cases where the decision about how and for what purpose the asset is used is predetermined, the consolidated
entity has the right to direct the use of the asset if either:
–
the consolidated entity has the right to operate the asset; or
–
the consolidated entity designed the asset in a way that predetermines how and for what purpose it will be used.
At inception or on reassessment of a contract that contains a lease component, the consolidated entity allocate the
consideration in the contract to each lease component on the basis of their relative stand-alone prices. However, for
the lease of land and buildings in which it is a lessee, the consolidated entity has elected not to separate non-lease
components and account for the lease and non-lease components as a single lease component.
41
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
ACCOUNTING POLICY FOR LEASE LIABILITIES
As a lessee
The consolidated entity recognise a right-of-use asset and a lease liability at the lease commencement date. The right-
of-use asset is initially measured at cost, which compromises the initial amount of the lease liability adjusted for any lease
payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to
dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any
lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the
earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-
of-use assets are determined on the same basis as those property and equipment. In addition, the right-of-use asset is
periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement
date, discounted using the interest rate implicit in the lease or, if that rate cannot be easily determined, the consolidated
entity incremental borrowing rate. Generally, the consolidated entity use its incremental borrowing rate as the discount
rate.
Lease payments included in the measurement of the lease liability compromise the following:
•
fixed payments, including in-substance fixed payments;
•
variable lease payments that depend on an index or a rate, initially measured using the index or a rate as at the
commencement date;
•
amounts expected to be payable under a residual value guarantee; and
•
the exercise price under a purchase option that the consolidated entity is reasonably certain to exercise, lease
payments in an optional renewal period if the consolidated entity is reasonably to exercise an extension option, and
penalties for early termination of a lease unless the consolidated is reasonably certain to terminate early.
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a
change in future lease payments arising from a change in an index or rate, if there is a change in the consolidated entity
estimate of the amount expected to be payable under a residual value guarantee, or if the consolidated entity changes its
assessment of whether it will exercise a purchase, extension or termination option.
Short-term leases and leases of low-value assets
The consolidated entity has elected not to recognise right-of-use assets and lease liabilities for short-term leases of
machinery that has a lease term of 12 months or less and leases of low-value assets, including IT equipment. The
consolidated entity recognise the lease payments associated with these leases as an expense on a straight-line basis
over the lease term.
42
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 25. EQUITY - ISSUED CAPITAL
CONSOLIDATED
30 JUNE
2021
SHARES
30 JUNE
2020
SHARES
30 JUNE
2021
$
30 JUNE
2020
$
Ordinary shares - fully paid
157,848,016
40,900,000
61,922,519
28,164,585
MOVEMENTS IN ORDINARY SHARE CAPITAL
DETAILS
DATE
SHARES
ISSUE PRICE
$
Balance
1 July 2020
40,900,000
28,164,585
Entitlement offer
13 July 2020
40,900,000
$0.375
15,337,500
Loan conversion
23 June 2021
16,301,342
$0.251
4,092,615
Share placement to related party -
Victory Group Holdings Pty Ltd
30 June 2021
59,746,674
$0.251
15,000,000
Capital raising costs
(672,181)
Balance
30 June 2021
157,848,016
61,922,519
ORDINARY SHARES
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown
in equity as a deduction, net of tax, from the proceeds.
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the company in proportion
to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the company does
not have a limited amount of authorised capital.
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share
shall have one vote.
DIVIDENDS
Provision is made for the amount of any dividend declared on or before the end of the financial year but not distributed at
balance date.
CAPITAL RISK MANAGEMENT
The consolidated entity’s objectives when managing capital is to safeguard its ability to continue as a going concern, so that it
can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce
the cost of capital.
Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt. Net debt is calculated as
total borrowings less cash and cash equivalents.
In order to maintain or adjust the capital structure, the consolidated entity may adjust the amount of dividends paid to
shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
The capital risk management policy remains unchanged from the 30 June 2020 Annual Report.
ACCOUNTING POLICY FOR ISSUED CAPITAL
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from
the proceeds.
43
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
NOTE 26. EQUITY - RETAINED PROFITS/(ACCUMULATED LOSSES)
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Retained profits at the beginning of the financial year
8,449,294
16,518,669
Loss after income tax benefit for the year
(36,570,956)
(8,069,375)
Retained profits/(accumulated losses) at the end of the financial year
(28,121,662)
8,449,294
NOTE 27. EQUITY - DIVIDENDS
There were no dividends paid, recommended or declared during the current or previous financial year.
NOTE 28. FINANCIAL INSTRUMENTS
FINANCIAL RISK MANAGEMENT OBJECTIVES
The consolidated entity’s activities expose it to a variety of financial risks: market risk (including price risk and interest rate
risk), credit risk and liquidity risk. The consolidated entity’s overall risk management program focuses on the unpredictability of
financial markets and seeks to minimise
potential adverse effects on the financial performance of the consolidated entity. The consolidated entity uses different
methods to measure different types of risk to which it is exposed. These methods include sensitivity analysis in the case of
interest rate and price risks and ageing analysis for credit risk.
Risk management is carried out by senior finance executives (‘finance’) under policies approved by the Board of Directors
(‘the Board’). These policies include identification and analysis of the risk exposure of the consolidated entity and appropriate
procedures, controls and risk limits. Finance identifies, evaluates and hedges financial risks within the consolidated entity’s
operating units. Finance reports to the Board on a monthly basis.
MARKET RISK
Foreign currency risk
The consolidated entity’s exposure to currency risk is minimal at this stage of the operations.
Interest rate risk
Interest rate risk is the risk that the value of a financial instrument or cash flows associated with the instrument will fluctuate
due to changes in market interest rates. Interest rate risk arises from fluctuations in interest bearing financial assets and
liabilities that the consolidated entity uses. Interest bearing assets comprise cash and cash equivalents which are considered
to be short-term liquid assets and investment decisions are governed by the monetary policy. Interest bearing liabilities
comprise hire purchase and lease liabilities.
The consolidated entity’s cash and cash equivalents and other financial assets subject to interest rate risk are $32,364,799 as
at 30 June 2021 (2020: $28,911,515). An official increase/decrease in interest rates of 100 basis points (2020: 100) would have
an (adverse)/favourable effect on loss before tax of $32,365 (2020: $28,912) per annum. The percentage change is based on
the expected volatility of interest rates using market data and analysts forecasts.
It is the consolidated entity’s policy to settle trade payables within the credit terms allowed and therefore not incur interest on
overdue balances.
CREDIT RISK
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the
consolidated entity. The consolidated entity has a strict code of credit, including obtaining agency credit information,
confirming references and setting appropriate credit limits. The consolidated entity obtains guarantees where appropriate to
mitigate credit risk. The maximum exposure to credit risk at the reporting date to recognised financial assets is the carrying
amount, net of any provisions for impairment of those assets, as disclosed in the statement of financial position and notes to
the financial statements. The consolidated entity does not hold any collateral.
The consolidated entity does hold a security deposit (refer to note 19) which acts as a form of collateral.
The consolidated entity has adopted a lifetime expected loss allowance in estimating expected credit losses to trade
receivables through the use of a provisions matrix using fixed rates of credit loss provisioning. These provisions are
considered representative across all customers of the consolidated entity based on recent sales experience, historical
collection rates and forward-looking information that is available.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
44
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
LIQUIDITY RISK
Vigilant liquidity risk management requires the consolidated entity to maintain sufficient liquid assets (mainly cash and cash
equivalents) and available borrowing facilities to be able to pay debts as and when they become due and payable.
The consolidated entity manages liquidity risk by maintaining adequate cash reserves and available borrowing facilities by
continuously monitoring actual and forecast cash flows and matching the maturity profiles of financial assets and liabilities.
Remaining contractual maturities
The following tables detail the consolidated entity’s remaining contractual maturity for its financial instrument liabilities. The
tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which
the financial liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as remaining
contractual maturities and therefore these totals may differ from their carrying amount in the statement of financial position
CONSOLIDATED -
30 JUNE 2021
WEIGHTED
AVERAGE
INTEREST
RATE
%
1 YEAR OR
LESS
$
BETWEEN
1 AND 2
YEARS
$
BETWEEN
2 AND 5
YEARS
$
OVER 5
YEARS
$
REMAINING
CONTRACTUAL
MATURITIES
$
Non-derivatives
Non-interest bearing
Trade payables
-
4,718,160
8,008,374
-
-
12,726,534
Client deposits
-
2,891,427
240,678
-
-
3,132,105
Other payables
-
1,406,857
-
-
-
1,406,857
Contractual liabilities
-
268,509
-
-
-
268,509
Interest-bearing - variable
Bank overdraft
-
603,325
-
-
-
603,325
Other loans
5.00%
1,348,686
1,348,685
-
-
2,697,371
Lease liability
6.20%
30,195,282
23,357,197
73,313,481
120,936,329
247,802,289
Total non-derivatives
41,432,246
32,954,934
73,313,481 120,936,329
268,636,9901
CONSOLIDATED -
30 JUNE 2020
WEIGHTED
AVERAGE
INTEREST
RATE
%
1 YEAR OR
LESS
$
BETWEEN
1 AND 2
YEARS
$
BETWEEN
2 AND 5
YEARS
$
OVER 5
YEARS
$
REMAINING
CONTRACTUAL
MATURITIES
$
Non-derivatives
Non-interest bearing
Trade payables
-
4,392,682
2,050,751
11,109,376
-
17,552,809
Other payables
-
3,207,404
302,257
-
-
3,509,661
Interest-bearing - variable
Borrowings
5.00%
-
1,251,065
1,315,020
-
2,566,085
Lease liability
6.30%
21,898,862
20,310,368
87,042,239
98,326,080
227,577,549
Total non-derivatives
29,498,948
23,914,441
99,466,635
98,326,080
251,206,104
The cash flows in the maturity analysis above are not expected to occur significantly earlier than contractually disclosed
above.
FAIR VALUE OF FINANCIAL INSTRUMENTS
Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
45
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 29. FAIR VALUE MEASUREMENT
ACCOUNTING POLICY FOR FAIR VALUE MEASUREMENT
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair value
is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date; and assumes that the transaction will take place either: in the principal market; or in the
absence of a principal market, in the most advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming they
act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and best use.
Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value,
are used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
NOTE 30. KEY MANAGEMENT PERSONNEL DISCLOSURES
COMPENSATION
The aggregate compensation made to directors and other members of key management personnel of the consolidated entity
is set out below:
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Short-term employee benefits
969,220
1,261,709
Post-employment benefits
82,808
100,363
Long-term benefits
32,880
52,849
1,084,908
1,414,921
NOTE 31. REMUNERATION OF AUDITORS
During the financial year the following fees were paid or payable for services provided by , the auditor of the company:
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Audit and assurance services -
Audit and review of financial statements
174,800
165,605
Other assurance services
20,000
-
194,800
165,605
Other services
Taxation advice
-
7,000
194,800
172,605
NOTE 32. CONTINGENCIES AND COMMITMENTS
CAPITAL COMMITMENTS
The consolidated entity had $1,695,000 in commitments for future fit-out expenditure at 30 June 2021 (30 June 2020:
$1,400,625).
46
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 33. RELATED PARTY TRANSACTIONS
PARENT ENTITY
The ultimate parent entity, which exercises control over the group, is Victory Group Holdings Pty Ltd which is incorporated
in Australia and owns 73.3% (30 June 2020: 63.3%) of Victory Offices Limited & Controlled Entities as at 30 June 2021. The
increase during the current period is due to completion of the conversion of borrowings to equity in June 2020.
SUBSIDIARIES
Interests in subsidiaries are set out in note 35.
KEY MANAGEMENT PERSONNEL
Disclosures relating to key management personnel are set out in note 30 and the remuneration report included in the
directors’ report.
TRANSACTIONS WITH RELATED PARTIES
The following transactions occurred with related parties:
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Other transactions:
Loan from key management personnel (Dan Baxter) - interest bearing
131,286
2,566,085
Controlling entity (Victory Group Holdings Pty Ltd)
-
20,000
Controlling entity (Victory Petroleum)
-
2,041,864
Controlling entity (Victory Realty Pty Ltd)
-
450,694
A relative of Dan Baxter and Manisha Angirish is employed by Victory Management Services Pty Ltd. Remuneration is
$126,545 inclusive of salary, annual leave entitlements taken and superannuation payments and terms of this employment are
on a normal arm’s length basis.
LOANS TO/FROM RELATED PARTIES
The following balances are outstanding at the reporting date in relation to loans with related parties:
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Non-current loans receivable:
Loan to Victory Serviced Offices (HK) Ltd
1,059,538
-
Non-current borrowings:
Loan from key management personnel (Dan Baxter) - non-interest bearing
9,067,512
9,067,512
Loan from key management personnel (Dan Baxter) - interest bearing
2,697,371
2,566,085
Loan from controlling entity (Victory Group Holdings Pty Ltd)
-
2,050,751
Loan from other related party (Victory Petroleum Pty Ltd)
-
2,041,864
47
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
LOANS FROM RELATED PARTIES - NON-INTEREST BEARING
Unsecured loans have been provided from the key management personnel related parties, controlling entities and other
related parties on an arm’s length basis. There are no set repayment terms. Loans are unsecured and repayable in cash.
The $2,050,751 loan from Victory Group Holdings relates to tax liabilities when the consolidated entity was part of the Victory
Group Holdings tax consolidated group and along with the loan from Victory Petroleum Pty Ltd loan of $2,041,864 was
converted to shares in June 2021.
The $9,067,512 loan from Dan Baxter relates to funding of bank guarantees prior to the IPO of the consolidated entity in
June 2019 is considered as part of the founder’s contribution to initial capital requirements of the consolidated entity, with no
interest considered.
Loans from related parties - interest bearing
Unsecured loans have been provided to the ultimate parent entity and subsidiaries on an arm’s length basis. The loan has a
coupon of 5% p.a. accruing monthly and capitalising until repayment commence. The loan was provided in March 2020 to
fund capital expenditure commitments.
Leases with related parties
The consolidated entity has four leases with the lessors being related entities of Dan Baxter. The consolidated entity considers
that all leases are on arm’s length terms which reflect customary provisions commonly found in commercial leases of a similar
nature.
Each lease has the following consistent material terms: on termination the lessee is responsible for make good of the
premises; rent is payable in advance by monthly instalments; and the lessee is responsible for maintaining appropriate
insurance coverage.
Other material terms of each lease have been disclosed below:
•
Ground floor, 416-420 Collins Street, Melbourne - The lessor is DB CLS-G1 Pty Ltd, a related entity of Dan Baxter. This
lease commenced on 1 July 2018 with an initial term of ten years plus a five year option.
•
Level 1, 416-420 Collins Street, Melbourne - The lessor is DB CLS-1 Pty Ltd, a related entity of Dan Baxter. This lease
commenced on 4 August 2014 with an initial term of five years plus two, five year options. The first five year option was
exercised on 4 August 2019.
•
Level 2, 416-420 Collins Street, Melbourne - The lessor is DB CLS-2 Pty Ltd, a related entity of Dan Baxter. This lease
commenced on 4 August 2014 with an initial term of five years plus two, five year options. The first five year option was
exercised on 4 August 2019.
•
Level 9, 416-420 Collins Street, Melbourne - The lessor is DB CLS-9 Pty Ltd, a related entity of Dan Baxter. This lease
commenced on 1 July 2018 with an initial term of ten years plus a five year option.
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 34. PARENT ENTITY INFORMATION
Set out below is the supplementary information about the parent entity.
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
PARENT
30 JUNE
2021
$
30 JUNE
2020
$
Profit/(loss) after income tax
-
-
Total comprehensive income/(loss)
-
-
STATEMENT OF FINANCIAL POSITION
PARENT
30 JUNE
2021
$
30 JUNE
2020
$
Total current assets
-
-
Total assets
61,922,619 28,166,097
Total current liabilities
-
-
Total liabilities
1,512
1,512
Total equity
61,922,619 28,164,585
CONTINGENT LIABILITIES
The parent entity had no contingent liabilities as at 30 June 2021 and 30 June 2020.
CAPITAL COMMITMENTS - PROPERTY, PLANT AND EQUIPMENT
The parent entity had no capital commitments for property, plant and equipment as at 30 June 2021 and 30 June 2020.
SIGNIFICANT ACCOUNTING POLICIES
The accounting policies of the parent entity are consistent with those of the consolidated entity, as disclosed in note 2, except
for the following:
•
Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.
49
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 35. INTERESTS IN SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance
with the accounting policy described in note 2:
NAME
PRINCIPAL PLACE
OF BUSINESS /
COUNTRY OF
INCORPORATION
OWNERSHIP INTEREST
30 JUNE
2021
%
30 JUNE
2020
%
Victory Management Services Pty Ltd
Australia
100.00%
100.00%
Victory Equipment & Leasing Pty Ltd
Australia
100.00%
100.00%
Victory Offices (420 Collins) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (35 Collins) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (600 Bourke) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (727 Collins) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (200 George) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (175 Eagle) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (Box Hill) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (Chadstone) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (Barangaroo) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (333 Collins) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (2 Esplanade) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (Dandenong) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (Sunshine) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (420 George) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (St Kilda) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (Projects) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (900 Ann) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (85 Castlereagh) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (100 Mount) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (600 Church) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (73 Northbourne) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (254 George) Pty Ltd
Australia
100.00%
100.00%
Victory Offices (275 George - B) Pty Ltd
Australia
100.00%
100.00%
50
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 36. EVENTS AFTER THE REPORTING PERIOD
In July 2021, the leases of three office held by the consolidated entity were terminated and as a result, all rights were
relinquished over the respective sites. Any outstanding obligations, including make good provisions, will be settled partially
through the bank guarantees in place at 30 June 2021. As a result of the aforementioned, a further impairment charge has
been recognised at 30 June 2021, as disclosed in note 13 to the consolidated financial statements.
The impact of the Coronavirus (COVID-19) pandemic is ongoing and while it has not been financially positive for the
consolidated entity up to 30 June 2021, it is not practicable, except where otherwise disclosed, to accurately estimate the
potential impact, positive or negative, after the reporting date.
The ongoing utilisation of lockdowns, social distancing requirements, quarantine, travel restrictions and other measures by
the respective Australian State and Federal Governments to manage the spread of COVID-19 has and will continue to directly,
in the short term, limit the consolidated entity’s ability to increase occupancy rates and revenues significantly and on a stable
basis.
The consolidated entity cannot estimate the nature and extent of the impact of COVID-19, as the situation is often rapidly
developing and is dependent on many factors including the aforementioned measures, vaccination rates, any economic
stimulus that may be provided and customer behaviour patterns, which may change as a result of the impact of the
aforementioned measures over a prolonged period of time.
No other matter or circumstance has arisen since 30 June 2021 that has significantly affected, or may significantly affect the
consolidated entity’s operations, the results of those operations, or the consolidated entity’s state of affairs in future financial
years.
NOTE 37. RECONCILIATION OF LOSS AFTER INCOME TAX TO NET CASH FROM/
(USED IN) OPERATING ACTIVITIES
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Loss after income tax benefit for the year
(36,570,956)
(8,069,375)
Adjustments for:
Depreciation and amortisation
22,447,877
17,528,483
Impairment of non-current assets
10,895,842
8,525,253
Rent concession income
(1,313,971)
(756,834)
Impairment of receivables
2,733,554
3,899,687
Interest
131,286
1,879,773
Reversal of impairment of assets
(966,445)
-
Change in operating assets and liabilities:
Increase in trade and other receivables
(372,434)
(6,660,896)
Decrease in accrued revenue
216,000
-
Decrease in prepayments and other assets
(1,096,216)
203,532
Increase in trade and other payables
2,138,187
1,517,663
Decrease in contract liabilities
(153,121)
(180,970)
Increase in other provisions
220,283
104,728
Increase/(decrease) in other liabilities
262,167
423,956
Increase/(decrease) Tax assets and liabilities
(6,940,383)
(3,504,586)
Net cash from/(used in) operating activities
(8,368,330)
14,910,414
51
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Financial Statements
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
NOTE 37. RECONCILIATION OF LOSS AFTER INCOME TAX TO NET CASH FROM/
(USED IN) OPERATING ACTIVITIES (CONTINUED)
2021
$
Non-cash investing and financing activities:
Acquisition of right-of-use lease assets
24,815,298
Disposal of plant and equipment
184,931
NOTE 38. LOSS PER SHARE
CONSOLIDATED
30 JUNE
2021
$
30 JUNE
2020
$
Loss after income tax
(36,570,956)
(8,069,375)
NUMBER
NUMBER
Weighted average number of ordinary shares used in calculating basic loss per share
78,910,326
40,900,000
Weighted average number of ordinary shares used in calculating diluted loss per share
78,910,326
40,900,000
CENTS
CENTS
Basic loss per share
(46.3)
(19.7)
Diluted loss per share
(46.3)
(19.7)
ACCOUNTING POLICY FOR LOSS PER SHARE
Basic loss per share
Basic loss per share is calculated by dividing the loss attributable to the owners of Victory Offices Limited, excluding any
costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding
during the financial year, adjusted for bonus elements in ordinary shares issued during the financial year.
Diluted loss per share
Diluted loss per share adjusts the figures used in the determination of basic loss per share to take into account the after
income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted
average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary
shares.
52
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
DIRECTORS’
DECLARATION
For the year ended 30 June 2021
In the directors’ opinion:
•
the attached financial statements and notes comply with the Corporations Act 2001, the Accounting
Standards, the Corporations Regulations 2001 and other mandatory professional reporting
requirements;
•
the attached financial statements and notes comply with International Financial Reporting Standards
as issued by the International Accounting Standards Board as described in note 2 to the financial
statements;
•
the attached financial statements and notes give a true and fair view of the consolidated entity’s
financial position as at 30 June 2021 and of its performance for the financial year ended on that date;
and
•
there are reasonable grounds to believe that the company will be able to pay its debts as and when
they become due and payable.
The directors have been given the declarations required by section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations
Act 2001.
On behalf of the directors
Hon Steve Bracks AC
Dan Baxter
Chairman
Managing Director/CEO
30 September 2021
53
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
For personal use only
INDEPENDENT
AUDITOR’S REPORT
For the year ended 30 June 2021
RSM Australia Partners
Level 21, 55 Collins Street Melbourne VIC 3000
PO Box 248 Collins Street West VIC 8007
T +61 (0) 3 9286 8000
F +61 (0) 3 9286 8199
www.rsm.com.au
INDEPENDENT AUDITOR’S REPORT
To the Members of Victory Offices Limited
Opinion
We have audited the financial report of Victory Offices Limited (the Company) and its subsidiaries (the
Consolidated entity), which comprises the consolidated statement of financial position as at 30 June 2021, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes
in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies, and the directors' declaration.
In our opinion the accompanying financial report of the Consolidated entity is in accordance with the Corporations
Act 2001, including:
I.
giving a true and fair view of the Consolidated entity's financial position as at 30 June 2021 and of its
financial performance for the year then ended; and
II.
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of
our report. We are independent of the Consolidated entity in accordance with the auditor independence
requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and
Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to
our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance
with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to
the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 2 in the financial report, which indicates that the Consolidated entity incurred a net loss
of $36,570,956 during the year ended 30 June 2021 and, as of that date, their current liabilities exceeded its total
current assets by $12,501,060. As stated in Note 2, these events or conditions, along with other matters as set
forth in Note 2, indicate that a material uncertainty exists that may cast significant doubt on the Consolidated
entity’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
THE POWER OF BEING UNDERSTOOD
AUDIT |TAX | CONSULTING
RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name usedby the members of the RSM network. Each member of the
RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction.
RSM Australia Partners ABN 36 965 185 036
Liability limited by a scheme approved under Professional Standards Legislation
54
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Independent Auditor's Report
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of
the financial report of the current period. These matters were addressed in the context of our audit of the financial
report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
In addition to the matter described in the Material Uncertainty Related to Going Concern section, we have
determined the matters described below to be the key audit matters to be communicated in our report.
Key Audit Matter
How our audit addressed this matter
Recognition of Revenue
Refer to Note 5 in the financial statements
The Consolidated entity generates income from
providing a range of services with the main revenue
driver being the licencing of serviced and coworking
offices with a typical licence term of 12 to 18 months.
Some of the revenue contracts include rent free
periods.
There is a risk that inappropriate revenue recognition
will lead to a material misstatement of income and
related receivables. The risk is heightened due to the
timing of invoicing and contracts having several
complexities attached to them.
Furthermore, there is a fraud risk as management
has an incentive or is under pressure to engage in
fraudulent financial reporting to meet board and
shareholder expectations.
Our audit procedures in relation to the recognition of
revenue included:
•
Reviewing the Group’s terms and conditions of
sales;
•
Ensuring that revenue has been recognised over
the correct financial period;
•
Performing
substantive
analytical
review
procedures on suite revenue;
•
Assessing the recognition and measurement of
revenue against the requirements of AASB 15
Revenue from Contracts with Customers; and
•
Reviewing any large or unusual transactions near
year-end
to
test
if
cut-off
has
been
applied
appropriately.
Valuation of Lease Liability and Right-of-Use Asset
Refer to Note 24 in the financial statements
Victory Offices Limited currently hold 24 material
leases for each of their leased office spaces across
Australia.
As
a
result,
the
relevant
accounting
standard AASB 16 Leases, has a material impact on
the Consolidated entity.
Whilst the Consolidated entity adopted this standard
early, applying it from the year ended 30 June 2017,
the complexity of the standard, and the extent of
judgements and estimates involved means that the
application of AASB 16, and the valuation of both the
lease liability and right-of-use asset are considered a
significant risk.
The
International
Accounting
Standards
Board
(Board) on 28 May 2020 issued an amendment to
IFRS 16 Leases to make it easier for lessees to
account for COVID-19 related rent concessions such
as rent holidays and temporary rent reductions.
Our audit procedures in relation to the leases included:
•
Reviewing the leasing model used by management
to calculate the right-of-use assets and lease
liabilities, including reviewing the accuracy of key
inputs used in the model, and the operation of the
model;
•
Reviewing any new lease agreements entered into
during the year and ensure that all clauses
including any incentives and make-good provisions
have been correctly captured in the leasing model;
•
Reviewing
all
leasing
disclosures
within
the
financial statements to ensure the completeness
and accuracy and overall compliance with AASB
16; and
•
Reviewing
the
financial
impact
of
rental
concessions Victory obtained in the financial period
to ensure they have been accounted for in line with
AASB 16.
55
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Independent Auditor's Report
Key Audit Matters (continued)
Valuation of Lease Liability and Right-of-Use Asset (continued)
Refer to Note 24 in the financial statements
Management have negotiated rent concessions for
the Group’s leased properties in response to COVID-
19. These rent concessions needed to be assessed to
determine if they are considered to be a lease
modification under AASB 16, as either a change in the
scope of the lease or change in the consideration for
a
lease,
and
ensure
the
rent
concessions
are
appropriately treated in accordance with AASB 16 as
at 30 June 2021.
There is a complex process involved in ensuring that
each lease amendment has been applied correctly by
management as at 30 June 2021.
The
current
economic
environment,
and
the
restrictions imposed (particularly in Victoria) has had
a detrimental effect on Victory’s operations in the latter
part of the financial year. As a result, this has triggered
indicators of impairment in relation to value of the
right- of-use assets for each of the individual leases.
Consequently, management have prepared value-in-
use calculations for each of the leases, representing
the smallest cash generating unit to support the values
held in the statement of financial position as at 30 June
2021.
Our audit procedures in relation to management's
assessment of impairment of the right-of use assets
included:
•
Assessing the valuation methodology used;
•
Challenging
the
reasonableness
of
key
assumptions, including the cash flow projections,
discount rates, and sensitivities used;
•
Checking
the
mathematical
accuracy
of
the
cashflow model, and reconciling input data to
supporting evidence, such as approved budgets
and considering the reasonableness of these
budgets; and
•
Reviewing the accuracy of disclosures of critical
estimates and assumptions in the financial report
in relation to the valuation methodologies.
Other Information
The directors are responsible for the other information. The other information comprises the information included
in the Consolidated entity's annual report for the year ended 30 June 2021 but does not include the financial report
and the auditor's report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial report or our knowledge
obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
56
VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Independent Auditor's Report
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal
control as the directors determine is necessary to enable the preparation of the financial report that gives a true
and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Consolidated entity
to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the directors either intend to liquidate the Consolidated entity or to cease
operations, or have no realistic alternative but to do so.
Auditor's Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and
Assurance Standards Board website at: http://www.auasb.gov.au/auditors_responsibilities/ar2.pdf.
This description forms part of our auditor's report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors' report for the year ended 30 June 2021.
In our opinion, the Remuneration Report of Victory Offices Limited, for the year ended 30 June 2021, complies
with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report
in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
RSM AUSTRALIA PARTNERS
R B MIANO
Partner
Dated: 30 September 2021
Melbourne, Victoria
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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SHAREHOLDER
INFORMATION
The shareholder information set out below was applicable as at 20th September 2021.
1. TOTAL SECURITIES ON ISSUE
ASX CODE
DESCRIPTION
EXPIRY
LISTED
UNLISTED
VOL
Fully paid ordinary shares
-
157,848,016
157,848,016
TOTAL FULLY DILUTED
157,848,016
TOP HOLDERS
SECURITIES
%
Top 20 holders
141,945,979
89.93
Balance Of Register
15,902,037
10.07
Total Issued Capital
157,848,016
100.00
2. DISTRIBUTION OF EQUITY SECURITIES – ORDINARY SHARES
RANGE
SECURITIES
%
NO. OF
HOLDERS
%
100,001 and Over
147,243,640
93.28
53
7.66
10,001 to 100,000
8,995,762
5.70
267
38.58
5,001 to 10,000
988,582
0.63
122
17.63
1,001 to 5,000
597,240
0.38
197
28.47
1 to 1,000
22,792
0.01
53
7.66
Total
157,848,016
100.00
692
100.00
Unmarketable Parcels
253,911
0.16
162
23.41
3. VOTING RIGHTS
Shareholders in Victory Offices Limited have a right to attend and vote at general meetings. At a general meeting, individual
shareholder may vote in person or by proxy. All quoted and unquoted share options, and convertible notes, have no voting rights.
4. SUBSTANTIAL SHAREHOLDERS
Substantial shareholders in the company registered as at 20 September 2021 are set out below:
NAME
20 SEPTEMBER 2021
%IC
VICTORY GROUP HOLDINGS PTY LTD (UGH)
115,281,350
73.0
PUBLIC TRUST CLASS NO 10 NOMINEES LIMITED
8,732,904
5.5
5. SHARE BUY-BACK
There is no current or planned buy-back of the Company’s shares.
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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Shareholder Information
6. STATEMENT IN ACCORDANCE WITH ASX LISTING RULE 4.10.19
The Company confirms that is has used the cash and assets in a form readily convertible to cash at the time of admission in a way
consistent with its business objectives.
7. TWENTY LARGEST SHAREHOLDERS - ORDINARY SHARES
RANK NAME
20 SEPTEMBER 2021
%IC
1
VICTORY GROUP HOLDINGS PTY LTD
89,381,350
56.62
2
VICTORY GROUP HOLDINGS PTY LTD
25,900,000
16.41
3
BNP PARIBAS NOMS(NZ) LTD
8,840,726
5.60
4
SANDHURST TRUSTEES LTD
6,400,000
4.05
5
GRAHAM NEWMAN PTY LTD
4,000,000
2.53
6
BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD
1,333,231
0.84
7
MR HONGZHI WU
770,764
0.49
8
NDPM PTY LTD
730,000
0.46
9
MR GREGORY WAYNE BROWN & MRS STEFANIE BROWN
674,275
0.43
10
AQUATRAIL PTY LTD
500,000
0.32
11
MR TYLER JOHN MCMILLAN
489,500
0.31
12
BNP PARIBAS NOMINEES PTY LTD
471,474
0.30
13
CITICORP NOMINEES PTY LIMITED
464,645
0.29
14
BNP PARIBAS NOMS PTY LTD
383,000
0.24
15
MR MARK BARRINGTON HARRISON
325,000
0.21
16
OFFICIAL INTELLIGENCE PTY LTD
276,000
0.17
17
PMDD SUPER PTY LTD
260,000
0.16
18
MR DAVID LEE
252,940
0.16
19
WOODTOP PTY LTD
250,000
0.16
20
MR RASIKA WIJDEERA
243,074
0.15
Total
141,945,979
89.93
Balance of register
15,902,037
10.07
Grand total
157,848,016
100.00
8. TWENTY LARGEST SHAREHOLDERS - QUOTED SHARE OPTIONS
The Company has no options on issue.
9. HOLDERS OF GREATER THAN 20% UNQUOTED SECURITIES
No equity holders hold greater than 20% or more of the following unquoted equity securities (by class) of the Company.
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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CORPORATE
DIRECTORY
DIRECTORS
Hon Steve Bracks AC (Non-Executive Chairman)
Mr Dan Baxter (Managing Director and Co-Chief Executive Officer)
Mr Alan Jones (Non-Executive Director)
Mr Ted Chwasta (Non-Executive Director)
Ms Manisha Angirish (Executive Director and Co-Chief Executive
Officer) - appointed 11 February 2021
COMPANY SECRETARY
Mr Mark Licciardo (appointed 3 September 2021)
INTERIM CHIEF FINANCIAL OFFICER
Mr Stephan Scheffer (appointed 3 September 2021)
REGISTERED OFFICE
Level 2, Victory Tower
416-420 Collins Street
Melbourne VIC 3000
ACN: 616 150 022
PRINCIPAL PLACE OF BUSINESS
Level 2, Victory Tower
416-420 Collins Street
Melbourne VIC 3000
SHARE REGISTER
Link Market Services Limited
Level 12, 680 George Street
Sydney NSW 2000
www.linkmarketservices.com.au
AUDITOR
RSM Australia Partners
Level 21, 55 Collins Street
Melbourne VIC 3000
LEGAL ADVISORS
Hall & Wilcox
Level 11, 525 Collins Street
Melbourne VIC 3000
BANKERS
National Australia Bank
Ground Level, 330 Collins Street
Melbourne, VIC 3000
STOCK EXCHANGE LISTING
Victory Offices Limited shares are listed on the Australian
Securities Exchange (ASX code: VOL)
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VICTORY OFFICES LIMITED ANNUAL REPORT 2021
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For personal use only
www.victoryoffices.com.au
For personal use only