Professional Documents
Culture Documents
2012
A Year of Growth
ASX: LCM
LogiCamms listed on the Australian Securities Exchange in December 2007 with 190 sta across two oces, and a strong track record in providing electrical engineering, instrumentation and control systems tomining, infrastructure and manufacturingsectors. Following a period of strategic growth and development, LogiCamms today has a workforce of 490 people across eight oces. The Company provides multidiscipline engineering, project delivery and asset management services to diverse markets from mining and hydrocarbons to infrastructure and industries including phosphates and sugar.
$123.1m
Record Revenue
15.9c
Record NPAT
8.5c
$11.3m
Record EBITDA
$10.7m
15.6%
Top customers FY12 Rio Tinto | BHP Billiton | Origin Energy | Santos | Incitec Pivot | Thiess Degremont
LogiCamms Annual Review 2012
1 2 4
10 12
Performance Highlights
FY12 Highlights Delivering on our Strategy
HIGhLIGhTS
Protability
The Company has built a strong platform for growth which is now delivering. Earnings before interest tax depreciation and amortisation (EBITDA) was $11.3 million, representing 9.2 per cent margin on revenue. Net prot after tax (NPAT) was $10.7 million up by 133 per cent on last nancial year. This was ahead of the guidance provided to the market in May 2012.
Positioning
LogiCamms is optimally positioned to achieve continued growth and capture market opportunities. The Companys strategic focus, services and industry diversity, and quality of its customer base will underpin continued growth.
150
Revenue ($m)
12 10 8 6
EBITDA ($m)
7.0
12 10 8
3.6 0.3
NPAT ($m)
120
32%
42.1 27.3 20.7 10.6
CAGR
67.0 42.5
21%
3.9 3.2 3.4 2.6 1.2 4.5 4.3
CAGR
30%
3.1 0.4 4.2 2.5 1.6 3.0 2.1 0.8
CAGR
6.0
90
6 4 2 0
4.7
60
55.3
56.1
4 2 0
30
23.9
28.7
FY08
FY09
FY10
FY11
FY12
FY08
FY09
FY10
FY11
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FY08
FY09
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FY11
FY12
1H
2H
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2H
1H
2H
Our Business
LogiCamms is an agile and scalable service provider. Our business model targets diversity in industries, capabilities and project types which optimally positions the Company for future growth.
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PROCESS
PROJECT PHASES
SERVICES
STAFF 490
Workforce numbers
FY08 FY09
190
200
320
FY10
410
FY11
490
FY12
ADVANTAG ES PROJECT D
BHP B IRON ILLITO ORE N BMA FMG
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PROJECT TYPES
MARKETS
CUSTOMERS
Hydrocarbons
Chairmans Report
I am delighted to report that 2012 has been a year in which LogiCamms continued to deliver on its strategy and achieved outstanding businessperformance.
Results
With a substantial increase in NPAT to $10.7 million for the periodending 30June 2012, LogiCamms is well positioned forcontinued growth, protabilityand returns. This result represents EPSof 15.9 cents per share and can be attributed to the Companys outstanding operational performance and strengthened risk management framework, but also featured research and development taxcredits. The Board has declared a full year fully franked dividend of8.5cents per share including nal dividend of 5.0 cents per share, and up from 4.5 cents for the previous 12months. The record date for the nal dividend was12 September 2012 andthe payment date is26September 2012. The Companys balance sheet remains strong and we are in a solid position to fund growth in the future. With a net cash position of $16.4 million as at 30June 2012, LogiCamms has signicant funding capacity topursue organic and inorganic investment aligned with the Companys strategic objectives. Furthermore the Company recently increased its overall bondingcapacity to $22.0 million inanticipation of anincreaseinproject activity.
Capital management
As part of an ongoing capital management program, the Board announced a share buy-back of up to $2.0 million in issued capital over the 12 months commencing from 21 February 2012. The extent and timing of shares to be purchased under the announced buy-back will depend on market conditions. Asat30July 2012, the Company has repurchased 262,000 shares.
20 15 10 5 0
20
15.9
15 10
12.6
11.7 7.6
8.5
5 0
5.5
6.25 4.5
FY09
FY10
FY11
FY12
FY09
FY10
FY11
FY12
EPS
DPS
ChAirMANs Report
engineering capabilities across diverse industry sectors. I am condent that we will continue to build a strong position to capitalise on future opportunities and that earnings growth will continue. Looking ahead we remain attentive to volatility in the global economic environment as well as uncertainty around our regulatory and political landscape. While these uncertainties canimpact our customers commitment to advance investment, particularly into new (greeneld) assets, the Companys strategy responds well to these challenges. Our controlled exposure to multiple industries, long term relationships, and value-add services such as asset management which can
embed the Companys presence at existing (browneld) sites, will underpin continued business performance. I would like to thank Steve and the Executive Management team for a successful year and for their ongoing commitment to the Company. I also congratulate all LogiCamms personnel for their hard work, dedication and outstanding performance.
Outlook
The Board and I remain condent of LogiCamms future growth prospects. The Company oers a compelling value proposition for customers, enabling the scalable application of multidiscipline
Financial performance
LogiCamms has achieved an increase in revenue of 26 per cent to $123.1 million. An outstanding operating result was achieved with the business delivering an EBITDA of $11.3 million, which represents 9.2per cent margin on revenue, and is ahead of the guidance released inMay 2012.
People
Our people remain at the core of our success. As part of the implementation of our People and Culture strategy, the Company invested in various internal programs, systems, and a robust on-boarding process to position our business as a long term employer of choice. Key initiatives included our Futurist Group program, as well as the expansion of our national Graduate Program which currently supports 30young engineers. We continued detailed assessments ofoperational eciencies to ensure the right people are applied to the right projects, and that access to ongoing opportunities, professional development, and challenges remains available. During the year our dedicated recruitment team worked with the business to successfully attract the specialised skills, industry experience and relationships needed to support the Companys strategic direction. This included making key leadership appointments for our operations in Western Australia and South Australia, which introduced a high level of industry experience and commercial acumen to lead those businesses forward. In line with a repositioning of our business and a commitment to our people, LogiCamms improved and expanded its operating footprint. Our Perth oce has commenced relocating to a new and larger space in the CBD, and in Adelaide we recently relocated to an enhanced oce space also in the CBD. We also expanded our footprint in Whyalla, Mackay, andBrisbane.
Engineering
The Company executed a range of engineering projects during the year, of which the majority was with respect to existing (browneld) assets or under long term services agreements. This was a key reection of our pursuit of repeat business and ofbuilding long term customer relationships. Our delivery of the process control system at the Victorian Desalination Plant, the largest engineering contract in hand, reached a milestone during the second half of the nancial year as the project moved into the site commissioning phase, being delivered on a cost reimbursable basis. Over 105,000 man hours have been achieved on this project without incident. During the year we expanded the breadth and depth of our engineering services. LogiCamms foundation capabilities were strengthened, and our people continued to develop market leading automation solutions for operating assets. Theongoing development of additional engineering disciplinesaccelerated, and LogiCamms now deliver a large number of multidiscipline engineering solutions across our project portfolio.
Project Delivery
LogiCamms continued to safely and successfully deliver its existing project portfolio. The Company was awarded design contracts worth $8.3 million to upgrade electrical infrastructure at two Rio Tinto port facilities in Western Australia. The Company was also awarded an $8.5 million contract to upgrade the control system for the Coal Handling Preparation Plant at Stanwell Corporations Meandu mine inQueensland. Both of these projects were secured and commenced during the second half of the nancial year.
This customer-sponsored international expansion spanned several geographic locations including South America, South East Asia, Europe and SouthAfrica.
Organisational development
LogiCamms achieved a number of developmental milestones during the year. Following a period of investment into our internal systems and processes, particularly around risk management, quality management and project delivery, the Company is well positioned to realise key operational eciencies. LogiCamms will develop and build on these business improvement initiatives in line with the requirements of our customers and projects.
Asset Management
Our asset management business continues to gain signicant traction and provide pull through opportunities. In February 2012 we were awarded an $8.0 million contract to provide maintenance system support for the Chevron-operated Gorgon Liqueed Natural Gas (LNG) project. LogiCamms was also engaged to provide various operational readiness and operational excellence services for customers such as BMA, Wesfarmers Curragh, Oil Search, Newcrest and ConocoPhillips.
MDs Report
Competency Training
The Competency Training business continued to perform strongly and has expanded its oering to capture longer term market opportunities. With the ongoing skills shortage, thegroups core business of high-end technical training for operations was extended. This included the provision of t-for-purpose competency training strategies, tactics and delivery for our customers all of which are key enablers of successful start-up and operational programs. Anarea of growth for the training group has been within the emerging gas to LNG sectors, which isexpectedtocontinue.
International projects
During the year work volumes on international projects lifted. Most opportunities were derived from existing customer relationships and thework is largely being executed fromour Australian oces.
LogiCamms Executive Management team, from left: Steve Banning, Flora Furness, Karsten Guster, Matthew Adamo.
Project Snapshot
Through strengthening relationships and a solid track record, our customers are increasingly engaging ourservices for projects indiverse locations.
1
Identify
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Select
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Dene
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Execute
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Operate
Australia
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EPC project delivery for a new process facility, as well as ongoing process control system support services, at BHP Billitons Olympic Damoperation. Control system design including procurement for the Mondarra gas storage facility upgrade forAPAGroup. Operational readiness services for ConocoPhillips at the Bayu Undan oshore gas facility and Darwin LNG. Asset management solutions for the maintenance system of the Chevron-operated Gorgon LNGproject. Electrical and control system designfor an electrical infrastructure upgrade attwo RioTintoportfacilities. EPCM portfolio of projects at Incitec Pivots Phosphate Hillfacility. Feasibility study for Carbon Energys Undergound Coal Gasication eld and downstream Synthetic Natural Gas production plant nearDalby, Queensland. Ongoing engineering services for Santos and Origin Energy for various capital projects. Control system for the Coal Handling Preparation Plant at Stanwell Corporations Meandu mine in south eastQueensland.
3 4
4 5
International
2
Early stage design of a beneciation plant at Kazax Minerals proposed iron ore mine inKazakhstan. Control system design and commissioning for mobile machines and stockyard management systems at Assmangs Khumani ironore mine inSouth Africa. Competency assurance and training solutions for Oil Search in Papua New Guinea. Bankable feasibility study for proposed iron ore mine in Brazil. Multidiscipline engineering services for the expansion program at Newcrests Lihir Island operation, Papua New Guinea.
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ProJects
Our Values
Teamwork
CAN Do AppRoAch
Integrity
commitment to people
Strategy
Our Purpose
To be a market leader delivering outstanding customer solutions. To achieve value for our customers, growth in protability for our company, and opportunity and rewards for our sta and shareholders.
10
Roadmap
Markets
Current
20% 30%
Future
30%
30%
FY12
FY13+
50%
Hydrocarbons Mining & Minerals Infrastructure & Industries
40%
Hydrocarbons Mining & Minerals Infrastructure & Industries
and existing relationships to access new opportunities Enhanced direct relationships withtier one customers Bolstered positioning in growthsectors Increased market penetration in asset management service
Long term customer relationships Enhanced earnings in line with Continued value add to customers Balanced portfolio of contracts,
customers and services strategic expansion focus through asset management solutions embedded
anddevelopment of people National workshare solutions implemented National systems and processes implemented Implementation of leadership initiatives such as the Futurist program
Risk Management
Strategy and risk management Best in class framework for business Operational eciencies realised
systems and project delivery
StrAteGy
11 11
Our Board and Management group brings together breadth and depth of leadership experience, commercial acumen and industry knowledge.
Peter Watson
Non-Executive Chairman
Steve Banning
Managing Director
Peter Wall
Non-Executive Director
Highly seasoned executive with a successful track record in resources andenergy sectors.
Former CEO at Transeld Services (ASX:TSE) Chairman, Regional Rail Link Victoria andAssetCo, and Director of Save theChildren
Former CEO at Epic Energy, owned by Hastings Diversied Utilities Fund (ASX:HDF)
Giles Everist
Non-Executive Director
Damian Young
Non-Executive Director
Paul Bowker
Company Secretary
Chartered Accountant and senior nance and management professional with extensive commercial expertise.
Company Secretary and General Counsel with commercial, regulatory and compliance background in the UK and Australia.
Karsten Guster
Strategy & Developments Director
International experience in resources and energy sectors. Responsible for strategy, industry groups, business development, asset management, mergersandacquisitions.
Matthew Adamo
Chief Financial Ocer
Flora Furness
People & Culture Director
Chartered Accountant, corporate nance and risk management practitioner. Extensive business, commercial and nancialmanagement experience gainedin Australia and overseas.
Organisational development specialist witha long career in strategic human resources and advisory roles.
Former executive at ConocoPhillips and global service provider AMEC Minproc China and South America experience
More detailed information on the Board is available in the LogiCamms 2012 Financial Report.
12
Financial Report
2012
Contents
1 23 24 25 26 27 55 56 58 59 Directors Report Consolidated Statement of Financial Position Consolidated Statement of Comprehensive Income Consolidated Statement of Changes in Equity Consolidated Statement of Cash Flows Notes to the Financial Statements Directors Declaration Independent Auditors Report Lead Auditors Independence Declaration ASX Information
Directors Report
Your directors present their report on LogiCamms Limited (the Company) and its controlled entities (the Group) for the nancial year ended 30 June 2012. The names of directors in oce at any time during or since the end of the year were:
Name Position Year of initial Appointment Year last re-elected
Peter Watson Steve Banning Giles Everist Peter Wall Damian Young David Humann Gary McGrechan Dr Chris Greig
Non-executive Chairman Managing Director Non-executive Director Non-executive Director Non-executive Director Non-executive Director Non-executive Director Non-executive Director
2009
Directors have been in oce since the start of the nancial year to the date of this report unless otherwise stated. The names of the Company Secretaries in oce at any time during or since the end of the year were: yy Mr Paul Bowker (Appointed 18 July 2011) yy Mr Ian Hobson (Resigned 18 July 2011)
Principal activities
The Group is a provider of multidiscipline engineering, project management and asset management services to the mining and mineral, hydrocarbon, infrastructure and specialist industries. These services are provided across Australia through State oce locations in Brisbane, Perth, Adelaide and Melbourne, as well asthrough regional oces in Gladstone, Mackay, Whyalla and Newcastle, and overseas locations.
Operating results
The consolidated prot of the Group after providing for income tax amounted to $10.7 million. A summary of the Groups operating results for the year ending 30 June 2012 is below:
In thousands 2012 $ 2011 $
Revenue Profit before tax Income tax benefit/(expense) Profit for the year attributable to equity holders in the Company Basic earnings per share (cents per share) Diluted earnings per share (cents per share)
Directors Report
For the year ended 30 June 2012 Dividends paid or recommended
Dividends paid or declared by the Company to members since the end of the previous nancial year were:
Cents per share Total amount $000 Franked/ unfranked Date of payment
Declared and paid during the year 2012 Final ordinary for the year ended 30 June 2011 Interim ordinary for the year ended 30 June 2012 1.25 3.50 840 2,367 Franked Franked 14 September 2011 22 March 2012
Franked dividends declared and paid during the year were franked at the rate of 30 per cent.
Financial position
The net assets, including goodwill of $36.2 million, of the Group have increased to $68.6 million at 30 June 2012 from $62.1 million at30 June 2011. This increase is primarily the net result of the prot after tax of $10.7 million for the 2012 nancial year, dividends declared and paid during the year and shares bought back.
Future developments
The Group will continue to pursue a strategy of expansion through organic growth and acquisitions that meet the Groups strategicobjectives.
Information on Directors
Mr Peter Watson
Independent Non-Executive Director and Chairman Appointed2 June 2011
Mr Giles Everist
Independent Non-Executive Director Appointed 5 April 2011
Experience
Peter Watson has 25 years of international experience in the engineering, construction and services industries. Asformer Chief Executive Ocer of Global Services Group, Transeld Services (ASX:TSE) from 1999 to 2009, Peter stewarded the company through its listing in 2001 and led its transformation from a local operator to a global business. Prior to his tenure as Chief Executive, Peter undertook a variety of project and management roles with Transeld Services and TranseldConstruction. Peter is Chairman of the Nomination and Remuneration Committee, a member of the Audit and Risk Committee andamember of the Projects Committee. Peter served as Executive Chairman from 30 June 2011 until the appointment of Steve Banning as Managing Director on 10November 2011, after which Peter resumed his role as Non-Executive Chairman.
Experience
Giles Everist is a Chartered Accountant and a member of the Institute of Chartered Accountants (England and Wales). Giles joined the Group in 2011 bringing over 20 years experience. He has held senior executive roles with Coopers and Lybrand, Rio Tinto, Fluor Australia, and more recently Monadelphous Group where he was Chief Financial Ocer from 2003 to 2009, during which the company experienced signicant growth anddevelopment. Since that tenure Giles has joined a number of Boards in the public, private and not for prot sectors including as Chairman of Decmil Group Limited, SurtonTechnologies and Perth Home Care Services. Giles is a member of the Nomination & Remuneration Committee and Chair of the Audit and Risk Committee.
Directors Report
For the year ended 30 June 2012 Information on Directors (continued)
Mr Peter Wall
Independent Non-Executive Director Appointed 8 October 2007
Mr Steve Banning
Managing Director Appointed 10 November 2011
Experience
Peter has held a number of senior management positions and directorships with various companies in South Australia, predominantly with S. Smith & Son (The Yalumba Wine Company) for over 35 years. Peter is a member of the Nomination & Remuneration Committee and a member of the Audit and Risk Committee.
Experience
Steve Banning has extensive experience across the resources and energy industry, most recently as Chief Executive Ocer of Epic Energy from 2007 until 2011. In his role as CEO of Epic Energy, Steve led the business through a period of signicant growth, particularly in the hydrocarbons sector. Prior to his role as CEO of Epic Energy, Steve held roles as General Manager Commercial of Epic Energy and Group Manager of Duke Energy. Steve has a Bachelor of Science (Honours).
Mr Damian Young
Independent Non-Executive Director Appointed 11 February 2009
Experience
Damian is a Chemical Engineer and has spent most of his working life in operational and management positions in the Oil & Gas industry. Damian holds Chemical Engineering and Commerce degrees and is a Fellow of the Institute of EngineersAustralia. Damian is a member of the Nomination & Remuneration Committee and Chairman of the Projects Committee.
Mr David Humann
Independent Non-Executive Director Appointed 26 October 2007, Resigned 10 November 2011
Experience
David Humann is a Chartered Accountant and Certied Practicing Accountant with 46 years international experience, predominantly with the accounting rm PriceWaterhouseCoopers. David was amember of the Nomination & Remuneration Committee and the Audit andRiskCommittee.
Mr Garry McGrechan
Independent Non-Executive Director Appointed 8 October 2007, Resigned 10 November 2011
Experience
Garry has over 25 years experience in the mining and materials handling industry working with blue chip clients throughout this time.
Directors Report
For the year ended 30 June 2012 Directors meetings
The number of directors meetings (including meetings of committees of directors) and number of meetings attended by each of the directors of the Company during the nancial year are:
Board Meetings Director Audit & Risk Committee Meetings Nomination and Remuneration Committee Meetings Project Committee(i) Meetings
Peter Watson David Humann Giles Everist Peter Wall Steve Banning(v) Chris Greig
(iv) (ii)
11 4 11 11 8 4 11
(iii)
11 4 11 11 8 4 11 4
4 1 4 4 3
4 1 4 4 3
2 1 2 2 2 2
2 1 2 2 2 2
3 3 3
3 3 3
B Number of meetings held during the time the director held office during the year (i) The Projects Committee was established in April 2012 (ii) David Humann resigned effective 10 November 2011 (iii) Gary McGrechan resigned effective 10 November 2011 (iv) Chris Greig resigned effective 17 August 2011 (v) Steve Banning was appointed effective 10 November 2011
Board of directors
Role of the board
The Board of Directors of the Company is responsible for the overall corporate governance of the Company and has adopted as aguiding principle that it act honestly, diligently and fairly in accordance with the law and in the interests of the Shareholders with aview to building sustainable value for them, the Companys employees and other stakeholders in the Company. The Board endorses the ASX Principles of Good Corporate Governance and Best Practice Recommendations (ASX Recommendations), and has adopted corporate governance charters and policies reecting those recommendations to the extent appropriate having regard to the size and circumstances of the Company. The Company is committed to ensuring that its corporate governance systems maintain the Companys focus on transparency, responsibility and accountability. The Board has delegated responsibility for operation and administration of the Company to the Managing Director and executivemanagement. To assist in the execution of its responsibilities the Board has established an Audit and Risk Committee, a Nomination and Remuneration Committee and a Projects Committee. These committees have charters and operating procedures, which are reviewed on a regular basis. Copies of the Companys corporate governance policies are available on the Companys website at www.logicamms.com.au.
Board charter
The Board has adopted a Board Charter. Under the Board Charter, the Boards role and responsibilities are consistent with those set out in the ASX Principles and include: i. setting the strategic direction of the Company, establishing goals to ensure that these strategic objectives are met and monitoring the performance of management against these goals and objectives; ii. ensuring there are adequate resources available to meet the Companys objectives; iii. appointing the Managing Director, evaluating the performance and determining the remuneration of senior executives, and ensuring that appropriate policies and procedures are in place for recruitment, training, remuneration and succession planning; iv. evaluating the performance of the Board and its Directors on an annual basis; v. determining remuneration levels of Directors; vi. approving and monitoring nancial reporting and capital management; vii. approving and monitoring the progress of business objectives; viii. ensuring that any necessary statutory licences are held and compliance measures are maintained to ensure compliance with the law and licence(s); ix. ensuring that adequate risk management procedures exist and are being used; x. ensuring that the Company has appropriate corporate governance structures in place, including standards of ethical behaviour and a culture of corporate and social responsibility; xi. ensuring that the Board is, and remains, appropriately skilled to meet the changing needs of the Company; xii. ensuring procedures are in place for ensuring the Companys compliance with the law; and xiii. nancial and audit responsibilities, including the appointment of an external auditor and reviewing the nancial statements, accounting policies and management processes. The Managing Director is responsible to the Board for the day-to-day management of the Group.
Director independence
Currently four of the ve Directors satisfy the criteria for independence as outlined in the ASX Recommendations. The Board considers that the Chairman, Mr Peter Watson, is an independent director of the Company even though he served asExecutive Chairman for just over four months in 2011 while the Board searched for a new Managing Director of the Company. MrWatson performed this executive role temporarily for a relatively short period of time while the Company undertook the search process. Mr Watson was originally appointed as a non-executive director and the Board does not consider that Mr Watson was in anexecutive role for a suciently long period of time so as to prevent the exercise of impartial judgement by him since returning tohis position as a non-executive director of the Company.
Chairperson
The Board has appointed an independent Chairperson, Mr Peter Watson. Peter was appointed as an independent Non-Executive Director responsible for the leadership and conduct of the Board. Peter acted in the role of Executive Chairman from 30 June 2011 to10 November 2011 as an interim measure until the Company appointed Mr Steve Banning as the new Managing Director.
Directors Report
For the year ended 30 June 2012 Board of directors (continued)
Composition of the board
The Board of the Company currently comprises four Non-Executive Directors and one Executive Director as follows: Non-Executive Directors Peter Watson Giles Everist Peter Wall Damian Young Executive Directors Steve Banning Peter Watson refer comments above under the section Director independence. As a team, the Board brings together a broad range of qualications and a diversity of experience to provide strategic guidance for, and eective oversight of, management. The Constitution requires a minimum number of three Directors. The maximum number of Directors is xed by the Board but may not be more than 10, unless the members of the Company in general meeting resolve otherwise. The relevant provisions in the Constitution and the Corporations Act determine the terms and conditions relating to the appointment and termination of Directors. All Non-Executive Directors, other than the Managing Director, are subject to re-election by rotation every three years.
Conict of interest
In accordance with the Corporations Act and the Constitution, Directors must keep the Board advised, on an ongoing basis, of any interest that could potentially conict with those of the Company. Where the Board believes a signicant conict exists, the Director concerned will not receive the relevant papers and will not be present at the Board meeting whilst the matter is being considered.
Risk management
Oversight of the risk management system
The Group has a number of internal risk oversight and management policies and internal compliance and control systems, including the Companys Risk Management Policy. The Risk Management Policy sets out the processes to understand and manage the uncertainties facing the Company in order to mitigate and limit loss and to also enable potential gains from opportunities created through an evaluation and management of risk considerations. To achieve these objectives, LogiCamms is committed toimplementing and embedding the following within the Company: yy An eective Risk Management Framework consistent with ISO 31000:2009 for identifying, assessing and managing risks, in line with our risk appetite, in order to support the achievement of our business objectives. yy Compliance with applicable laws, regulations and governance standards in areas in which we operate. yy A standard approach to the management of risk and to the acceptable levels of risk throughout the business. yy Processes and systems to empower our sta to proactively identify and address risk issues and events. yy Identication, management and reporting on key business risks across the organisation. yy Providing risk management information and training programs. yy Developing measures to assess the eectiveness of risk management practices, monitoring performance and take steps to continuously improve. The Managing Director and the Chief Financial Ocer have stated to the Board in writing that for the year ended 30 June 2012: i. the Groups nancial report is complete and presents a true and fair view, in all material respects, of the Groups nancial condition and operational results and are in accordance with the relevant accounting standards; ii. the statement at (i) is founded on a sound system of risk management and internal compliance and control which implements the policies adopted by the Board; and iii. the Groups risk management and internal compliance is operating eciently and eectively in all material respects.
Ethical standards
All directors, managers and employees are expected to act with the utmost integrity and objectivity, striving at all times to enhance the reputation and performance of the Group. Every employee has a nominated supervisor to whom they may refer any issues arising from their employment.
Code of conduct
The Group has established a Code of Conduct which aims to develop a consistent understanding of, and approach to, the desired standards of conduct and behaviour of the Directors, ocers, employees and consultants in carrying out their roles for the Group. In summary, the Code requires that at all times all Group personnel act with the utmost integrity, objectivity and in compliance with the letter and spirit of the law and Group policies. The Directors are satised that the Group has complied with its policies.
Directors Report
For the year ended 30 June 2012 Risk management (continued)
Trading in Company securities by directors and employees
The Company has adopted a Share Trading Policy in order to ensure that the Company maintains investor condence in the integrity of the Companys internal controls and procedures and to provide guidance on avoiding any breach of the insider trading laws. Under the policy, employees, including all Executive and Non-Executive Directors, are prohibited from trading in the Companys securities, except during a trading window as notied by the Company Secretary following the public release by the Company toASXof: i. preliminary full year results; ii. the annual report; iii. half year results; and iv. any prospectus. Furthermore, an employee or Director who is in possession of price sensitive information, which is not generally available to the market, must not deal in the Companys securities at any time, even during a trading window. The Share Trading Policy provides that if a Director wishes to buy or sell Company securities, they are required to notify the Managing Director of their intention. In addition, any changes in a Directors direct or indirect interest in Company securities must beimmediately reported to the Company Secretary so that appropriate disclosure can be submitted to ASX within 5 business days.
Diversity
The Board is committed to putting in a policy in relation to diversity on the Board and in the Groups senior executive and other positions ensuring appropriate gender, age, ethnic and cultural diversity. Due to historical factors, such as the size of the Company, scale of operations and availability of resources, a diversity policy has not previously been in place. However, it is intended that adiversity policy will be adopted that includes: yy a process to achieve the appropriate mix of skills and diversity in the Company; yy measurable objectives in relation to diversity; and yy appropriate representation of women employees in the Company, in senior executive positions and on the Board.
10 LogiCamms Financial Report 2012
Contents
The report includes: yy an overview of the Companys approach to executive reward; yy the governance of remuneration arrangements; yy the components of executive remuneration; yy the remuneration outcomes for the 2012 nancial year and the links between remuneration and company performance; yy an overview of executive service agreements; yy remuneration for the 2012 nancial year; and yy Non-Executive Director remuneration.
11
Directors Report
For the year ended 30 June 2012 Remuneration report - audited (continued)
2012 Key Management Remuneration Framework
During the year ended 30 June 2012 the Company rened its Key Management Remuneration Framework. This followed acomprehensive internal and external assessment in 2011 of our remuneration practices, including the commissioning of a review ofour remuneration framework by external advisors. The primary objective of LogiCamms management remuneration strategy is creating a framework that supports sustainable growth over the long term, recognising that this is in the interest of all stakeholders. This framework seeks to reward, retain, and motivate senior executives in a manner aligned with shareholders. LogiCamms 2012 nancial year saw earnings improvements in the business compared to the 2011 nancial year. For the 2012 nancial year, Earnings Per Share (EPS) was 15.9 and Total Shareholder Return (TSR) was 16.75. Under the Key Management Remuneration Framework the STI and LTI outcomes for 2012 were as follows:
Incentive Remuneration Outcomes
STI payout for KMP was 100% of the target opportunity due to the achievement of Company and individual performance measures. The STI payout will be in the form of cash being payable in September2012. For 2012 there were 4 participants in the LTI, being those current KMPs listed below. They have been awarded the Performance Rights and Share Appreciation Rights set out in the table on page 1819.
This Report specically sets out remuneration information for the key people who can directly inuence the long term strategic direction of the Company and had the authority for planning, directing and controlling the aairs of the Group during the nancial year ended 30 June 2012. They include the Managing Director and other key executives (collectively, KMP) and Non Executive Directors, of the Company as set out below.
Name Title
Non-Executive Directors Peter Watson Giles Everist Peter Wall Damian Young KMP Steve Banning Matthew Adamo Karsten Guster Flora Furness Managing Director Chief Financial Officer Strategy & Developments Director People & Culture Director Chairman Director Director Director
Components of Remuneration
Remuneration and other terms of employment for the Managing Director and other KMP are formalised in Executive Service Agreements and incentive plans. The total remuneration packages for these KMP contain: yy A xed component Base salary including superannuation. This is expressed as a specic amount that the executive may take in aform agreed with the Company and is determined based on market reference, the scope and nature of the individuals role, their performance and experience. yy At risk components The Board considers that the nancial and operational performance and prospects of the Company are strongly linked to creating shareholder wealth. Accordingly, the Board has put in place at-risk components to remuneration based on success in delivering on pre-dened targets. At-risk components are in the form of: yy Short Term Incentive (STI) payable in cash. Outcomes are based on LogiCamms nancial and operational performance over the nancial period, in addition to individual performance measures; and yy Long Term Incentives (LTI) includes the issue of Performance Rights and Share Appreciation Rights that are subject to the satisfaction of performance hurdles. These LTI instruments are issued for the purposes of aligning their interests with those ofshareholders by rewarding long term sustainable shareholder value creation. LTI outcomes are based on TSR and EPS growth targets.
12
Fixed Remuneration
The xed remuneration component of sta salaries includes a base salary and superannuation. Fixed remuneration may be allocated at the executives discretion to cash, superannuation (subject to legislative minimum), motor vehicles and certain other benets. The xed remuneration component is determined based on the scope and nature of the individuals role, their performance and experience. In nancial year 2012, LogiCamms engaged external consultants to enable the Company to assess the market competitiveness of remuneration within the business, including the xed remuneration levels. LogiCamms sets the xed remuneration based on the assessment of market data of external consultants as well as through the Companys internal metrics and data. KMPs may choose to receive remuneration by way of salary sacrice, such as motor vehicles and superannuation.
13
Directors Report
For the year ended 30 June 2012 Remuneration report - audited (continued)
The vesting criteria with respect to the 2012 LTI are included in the table below.
Vesting Criteria Detail
Performance Period
The performance period with respect to the 2012 LTI awards is 2 years, from 1 July 2011 to 30 June 2013. Vesting of the LTI will then be subject to an additional 1 year service requirement. As such no vesting of the FY12 grants will occur until 30 June 2014. The 2 year performance period is a transitionary arrangement, given that Financial Year 2012 is the first year of the scheme. It is anticipated that subsequent awards under the LTI Plan will include a 3year performance condition.
For those Performance Rights and SARs subject to Relative TSR performance vesting will occur based on the percentile ranking of the Companys Total Shareholder Return against all companies included in the S&P Small Ordinaries Index for the relevant performance period as follows: yy Below 50th percentile, no vesting yy Between 50th and 75th percentile, pro rata vesting between 50 100% yy Equal or greater than 75th percentile, 100% vesting
For those Performance Rights and SARs subject to Absolute EPS performance vesting will occur based on the EPS compound annual growth rate achieved over the performance period. The Absolute EPS target of 10% compound growth per annum, off a base of 8.5 cps, must be achieved for vesting to occur. If EPS growth is below 10% per annum then no vesting will occur. No retesting will be permitted for either Relative TSR or Absolute EPS.
Retesting
If a change of control of the Company occurs all Performance Rights will be subject to accelerated vesting on a pro rata basis with respect to the time elapsed since issue. On cessation of employment unvested Performance Rights will lapse unless the Board allows them to vest in circumstances of total and permanent disability, death or other circumstances determined by the Board. Total Shareholder Return (TSR) TSR measures the performance of an ordinary LogiCamms Limited share (including any cash dividends and other shareholder benets paid during the period) relative to the other companies in the S&P Small Ordinaries Index over the performance period. The Board believes that TSR is an appropriate performance hurdle because it is aligned with long term value creation for shareholders. The TSR measures the return received by shareholders from holding shares in the Company over the performance period. Achievement of theRelative TSR target will reward senior executives when the Company outperforms comparable companies. Earnings Per Share (EPS) EPS measures the prot attributable to shareholders per issued share. Compound annual growth in Absolute EPS growth equal to orgreater than 10% over the performance period is required for the relevant threshold under the LTI to be met. Absolute EPS growth is a forward looking performance measure that drives continued and sustainable growth. Other terms The LTI dollar value determined for each executive is calculated based on a percentage of the executives annual xed remuneration and for the KMP ranges from 40% to 50%. This level of LTI is in line with current market practice. The number of Performance Rights and SARs awarded to each executive is calculated by dividing the LTI dollar value by the estimated fair value of the Performance Right or SARs, as the case may be. The Company engaged PriceWaterhouseCoopers to determine a fair value for the Performance Rights and SARs in relation to the 2012 awards. Performance Right and SARs granted under the LTI Plans carry no voting or dividend entitlements. Currently, based on the number ofPerformance Rights and SARs issued and held pursuant to the STI and LTI Plans and having regard to the share price as at 30 June 2012 should all of these securities convert to shares this would represent 1.0% of the Companys issued share capital.
14
Managing Director Chief Financial Officer Strategy & Developments Director People & Culture Director
The outcome of the STI and LTI awards for the KMP for 2012 were as follows:
Awards under the 2012 Incentive Plans and the Links to Company Performance
The 2012 nancial year for LogiCamms saw nancial performance improve signicantly on the 2011 nancial year. The budgets that were set by the Board for the 2012 nancial year were exceeded in aggregate for the business. As a result of the nancial performance of the Company and the achievement of targets set by the Board, the incentive plans were paid out at target levels to the KMPs. As 2012 is the rst year that the STI and LTI incentive plans have been put in place, there is no historical comparison data on the payout levels against previous years.
Name
STI Award
Managing Director Chief Financial Officer Strategy & Developments Director People & Culture Director
Steve Bannings STI Award is pro rata based on commencement under the plan on 1 November 2011.
(ii) Flora Furness STI Award is pro rata based on commencement under the plan on 1 January 2012.
Managing Director Chief Financial Officer Strategy & Developments Director People & Culture Director
No amount is payable by KMP for the award of the Performance Rights or SARs.
15
Directors Report
For the year ended 30 June 2012 Remuneration report - audited (continued)
Consequences of performance on shareholder wealth
In considering the Groups performance and benets for shareholder wealth, the Nominations and Remuneration Committee have had regard to a number of factors including prot (as determined under Australian Accounting Standards), dividends, return on equity and the performance of the share price. In considering the Groups performance and benets for shareholder wealth, the Remuneration Committee has regard to the following indices in respect of the current nancial year and the previous four nancial years.
2012 2011 2010 2009 2008
Profit attributable to owners of the Company (000s) Dividends paid (000s) Change in share price Return on equity
(A) The share price movement is from 30 June to 30 June the following year, except for 2008 in which the starting share price is on the date of ASX listing of the Company, being 4 December 2007.
Prot is considered as one of the nancial performance targets in setting the STI. Prot amounts for 2008 to 2012 have been calculated in accordance with Australian Accounting Standards (AASBs). The overall level of Key Management Personnel compensation takes into account these and other factors in assessing the performance of the Group and KMP over a number of years. When comparing nancial year 2012 to nancial year 2011, which are the most relevant years to the current set of KMP and given the current incentive scheme commenced in nancial year 2012, the Groups prot from ordinary activities after tax has grown by 131%. During the same period, total KMP compensation has decreased by 14%.
16
LogiCamms may terminate Mr Bannings employment without notice in the case of misconduct and in certain other circumstances. In this event, Mr Banning will not be entitled to any payment or award under the Companys incentive plans, but will be entitled to payment in lieu of accrued but untaken annual leave.
17
18
Details of the nature and amount of each major element of remuneration of each Key Management Personnel are:
Short-term PostOther employment long term (A) Share-based payments
Directors Report
in AUD
Superannuation benefits $
Directors 41,284 3,716 1,749 8,630 619 269,944 24,268 4,899 105,547 1,749 20,539 1,691 112,200 1,749 28,749 235 410 551 41,479 3,733 8,932 1,749 43,033 3,716 9,732 41,284 3,716 235 45,235 56,481 54,144 28,749 112,435 22,230 404,768 9,249 45,551 1,749 43,033 3,716 46,749 18,750 18,750 1,749 76,749 76,749 0.5% 17.2% 16.5% 0.2% 0.1% 1.2%
Non-executive directors
2012
75,000
Giles Everist
2011
18,750
2012
41,284
Peter Wall
2011
41,284
2012
41,284
Damian Young
2011
41,479
2012
27,000
2011
112,200
2012
18,790
2011
269,944
2012
6,881
2011
41,284
Executive Directors
Peter Watson (Executive Chairman 1 July to 10 November 2011) 47,000 1,749 189,749
2012
188,000
30,676
220,425 47,000
13.9%
2011
47,000
2012 444,954
341,649
88,000
1,749
431,398
27,257 40,046
7,615 8,083
488,466
45,194(B) 410
511,464 981,959
26.0%
8.8% 0.0%
2011
2012
2011
444,954
Short-term
Share-based payments
in AUD
Superannuation benefits $
Executives
Matthew Adamo, ChiefFinancial Officer (appointed 14 February 2011) 1,749 1,749 365,981 25,000 6,516 220,645 618,142 478,072 27,572 8,398 108,109 622,151 110,280 9,925 2,003 60,000 182,208 22.4% 423,490 27,641 7,490 117,160 575,781 23.2%
2012
314,741
107,000
2011
110,280
2012
364,323
112,000
2011
365,981
Flora Furness, People &Culture Director (appointed 1 November 2011) 1,749 1,749 20,988 2,124,747 1,936,710 135,404 29,315 594,013 124,143 30,332 221,633 443,854 25,000 7,814 135,066 14,517 2,464 221,633 (24,470) 250,770 246,239 17,414 4,365 9,963 277,981 349,210 727,438 296,364 2,797,219 542,188 3,237,630
2012
193,490
51,000
21.9% 3.8%
2011
2012
133,317
2011
415,854
28,000
2012
1,745,759
358,000
Remuneration
2011
1,908,710
28,000
(B) Fair value estimated at balance date and will be determined once approved by shareholders.
19
Directors Report
For the year ended 30 June 2012 Remuneration report - audited (continued)
Equity instruments
KMP disclosed below were issued options, Performance Rights or SARs as detailed below that impact on compensation in the 2012 orsubsequent reporting periods. The service or performance criteria used to determine the number of options, Performance Rights or SARs issued are set out earlier inthis report in the discussion of the Companys LTI Plan. No terms of equity-settled share-based payment transactions have been altered or modied by the issuing entity since the date ofgrant. All options, Performance Rights and SARs were provided at no cost to the recipients. All options, Performance Rights and SARs expire on the earlier of their expiry date or termination of the individuals employment.
Instrument
Number
Grant Date
Options Performance Rights Performance Rights SARs Performance Rights Performance Rights SARs
100,000 200,000 249,014 825,065 140,000 152,228 504,379 51,667 145,443 481,901 54,877 181,826
30-Nov-10 10-Nov-11 20-Feb-12 20-Feb-12 31-Aug-10 20-Feb-12 20-Feb-12 30-Jun-11 20-Feb-12 20-Feb-12 20-Feb-12 20-Feb-12
$0.229 $0.810 $0.595 $0.165 $0.890 $0.595 $0.165 $1.120 $0.595 $0.165 $0.595 $0.165
2012, 2013, 2014 2014, 2015, 2016 2014 2014 2013 2014 2014 2013 2014 2014 2014 2014
Matthew Adamo
Flora Furness
110,000 Performance Rights of Paul Harrison with a value of $97,900 lapsed upon resignation on 1 November 2011. 100,000 options ofChris Greig with a value of $8,529 lapsed unexercised on 30 April 2011.
Likely developments
The Group will continue to pursue a strategy of expansion through organic growth of our existing oering and client base and acquisitions that t our strategic needs.
20 LogiCamms Financial Report 2012
Directors interests
The relevant interest of each Director in the shares, options and Performance Rights issued by the Company at the date of this report is as follows:
Director Ordinary shares Options over ordinary shares Performance Rights Share Appreciation Rights
Mr Peter Watson Mr Giles Everist Mr Peter Wall Mr Damian Young Mr Steve Banning
100,000
200,000 249,014
825,065
Options and Performance Rights granted to directors and ocers of the Company
During or since the end of the nancial year, the Company granted options and rights over unissued ordinary shares in the Company to the Key Management Personnel as set out below:
Director or Key Management Options Performance Rights Share Appreciation Rights
Peter Watson Steve Banning Matthew Adamo Karsten Guster Flora Furness
Options and Performance Rights over unissued ordinary shares in the Company granted in the previous nancial year were detailed in the previous Annual Report. The Performance Rights and Share Appreciation Rights require certain hurdles to be met and for the holder to remain employed by the Company prior to vesting.
$0.85 $1.20
All options expire on the earlier of their expiry date or termination of the employees employment. In addition, the ability to exercise the options is conditional on the price of the shares on the ASX. These options do not entitle the holder to participate in any share issue of the Company or any other body corporate.
Directors Report
For the year ended 30 June 2012 Non-audit services
During the year KPMG, the Groups auditor, has performed certain other services in addition to their statutory duties. The board has considered the non-audit services provided during the year by the auditor and in accordance with written advice provided by resolution of the audit committee, is satised that the provision of those non-audit services during the year by the auditor is compatible with, and did not compromise, the auditor independence requirements of the Corporations Act 2001 for the followingreasons: yy all non-audit services were subject to the corporate governance procedures adopted by the Company and have been reviewed bythe Audit and Risk Committee to ensure they do not impact the integrity and objectivity of the auditor; and yy the non-audit services provided do not undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants, as they did not involve reviewing or auditing the auditors own work, acting in amanagement or decision making capacity for the Company, acting as an advocate for the Company or jointly sharing risks andrewards. Details of the amounts paid to the auditor of the Group, KPMG, and its related practices for audit and non-audit services provided during the year are set out below. In addition, amounts paid to other auditors for the statutory audit have been disclosed:
Consolidated 2012 $ Consolidated 2011 $
Audit services: Auditors of the Group: Audit and review of financial reports (KPMG Australia) Services other than statutory audit: Other assurance services Taxation compliance services (KPMG Australia) 144,660 144,660 162,075 162,075 183,000 169,500
Rounding o
The Company is of a kind referred to in ASIC Class Order 98/100 dated 10 July 1998 and in accordance with that Class Order, amounts in the nancial report and directors report have been rounded o to the nearest thousand dollars, unless otherwise stated.
Peter Watson Chairman Dated at Brisbane, Queensland this 27th day of August, 2012.
22
Assets Cash and cash equivalents Trade and other receivables Inventories Current tax asset Total current assets Investments in equity accounted investees Property, plant and equipment Deferred tax assets Intangible assets Total non-current assets Total assets Liabilities Trade and other payables Loans and borrowings Employee benefits Current tax payable Provisions Deferred income Total current liabilities Loans and borrowings Employee benefits Total non-current liabilities Total liabilities Net assets Equity Share capital Retained earnings Total equity attributable to owners of the Company The notes on pages 27 to 54 are an integral part of these consolidated nancial statements. 51,152 17,494 68,646 52,513 9,637 62,150 20 21 19 20 21 17 22 23 11,550 31 4,614 802 140 733 17,870 1,251 1,251 19,121 68,646 5,963 33 3,335 165 2,040 11,536 31 1,338 1,369 12,905 62,150 15 16 17 18 12a 13 14 17 16,430 29,770 46,200 91 3,552 1,751 36,173 41,567 87,767 13,527 21,878 134 25 35,564 79 1,693 1,798 35,921 39,491 75,055
23
Revenue Cost of sales Gross profit Other income Business development expenses Administrative expenses Results from operating activities Finance income Finance expenses Net finance income/(expense) Share of loss of equity accounted investees Profit before income tax Income tax benefit/(expense) Profit for the year Other comprehensive income for the year, net of income tax Total comprehensive income for the period attributable to the Owners of the company Earnings per share: Basic earnings per share (cents per share AUD) Diluted earnings per share (cents per share AUD) The notes on pages 27 to 54 are an integral part of these consolidated nancial statements.
97,813 (64,729) 33,084 65 (3,703) (25,129) 4,317 189 (51) 138 (64) 4,391 239 4,630 4,630
10 15
11
24 24
15.9 15.7
7.6 7.5
24
In thousands of AUD
Note
Share Capital
Retained earnings
Total
Total Equity
Balance at 1 July 2011 Total comprehensive income Profit Other comprehensive income Total comprehensive income Transactions with owners, recorded directly in equity Issue of ordinary shares Shares bought back Treasury shares Dividends paid Share-based payments Balance at 30 June 2012 25 25
52,513
Balance at 1 July 2010 Total comprehensive income Profit Other comprehensive income Total comprehensive income Transactions with owners, recorded directly in equity Issue of ordinary shares Exercise of options Equity raising transaction costs, net of tax Dividends paid Share-based payments Balance at 30 June 2011
44,135
201
(201)
The notes on pages 27 to 54 are an integral part of these consolidated nancial statements.
25
Cash flows from operating activities Receipts from customers Payments to suppliers and employees 114,255 (104,983) 9,272 Interest paid Income taxes refunded/(paid) Net cash inflow from operating activities Cash flows from investing activities Interest received Proceeds from sale of property, plant and equipment Acquisition of a business Acquisition of property, plant and equipment Acquisition of intangible assets Net cash outflow from investing activities Cash flows from financing activities Proceeds from issue of share capital Acquisition of treasury shares Acquisition of shares bought back Proceeds from borrowings Payment of capital raising transaction costs Repayment of borrowings Dividends paid to the shareholders of the Company Dividends paid to minority interest Net cash inflow from financing activities Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at beginning of financial year Cash and cash equivalents at end of financial year The notes on pages 27 to 54 are an integral part of these consolidated nancial statements. 12a 25 (1,275) (186) (33) (3,208) (4,702) 2,903 13,527 16,430 8,657 630 (399) (648) (4,066) (201) 3,973 6,912 6,615 13,527 7 16 18 420 28 (528) (2,148) (2,228) 189 (848) (9) (668) 12b (10) 571 9,833 100,355 (96,157) 4,198 (51) (540) 3,607
26
a. Basis of consolidation
i. Business combinations Business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which control is transferred to the Group. Control is the power to govern the nancial and operating policies of an entity so as to obtain benets from its activities. In assessing control, the Group takes into consideration potential voting Rights that currently are exercisable. Acquisitions on or after 1 July 2009 For acquisitions, the Group measures goodwill at the acquisition date as: yy the fair value of the consideration transferred; plus yy the recognised amount of any non-controlling interests in the acquiree; plus if the business combination is achieved in stages, the fair value of the existing equity interest in the acquiree; less yy the net recognised amount (generally fair value) of the identiable assets acquired and liabilities assumed. When the excess is negative, a bargain purchase gain is recognised immediately in prot or loss. The consideration transferred does not include amounts related to the settlement of pre-existing relationships. Such amounts are generally recognised in prot or loss. Costs related to the acquisition, other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a business combination are expensed asincurred. Any contingent consideration payable is recognised at fair value at the acquisition date. If the contingent consideration is classied as equity, it is not re-measured and settlement is accounted for within equity. Otherwise, subsequent changes to the fair value of the contingent consideration are recognised in prot or loss.
b. Basis of measurement
The consolidated nancial statements have been prepared on the historical cost basis, except for specic assets and liabilities to be measured at fair values which are discussed further in Note 4.
27
c. Financial instruments
i. Non-derivative nancial instruments Non-derivative nancial instruments comprise investments in equity securities, trade and other receivables, cash and cash equivalents, and trade and other payables. Non-derivative nancial instruments are recognised initially at fair value plus, for instruments not at fair value through prot or loss, any directly attributable transaction costs. Subsequent to initial recognition non-derivative nancial instruments are measured as described below. A nancial instrument is recognised if the Group becomes a party to the contractual provisions of the instrument. Financial assets are derecognised if the Groups contractual Rights to the cash ows from the nancial assets expire or if the Group transfers the nancial asset to another party without retaining control or substantially all risks and rewards of the asset. Regular way purchases and sales of nancial assets are accounted for at trade date, i.e., the date that the Group commits itself to purchase or sell the asset. Financial liabilities are derecognised if the Groups obligations specied in the contract expire or are discharged or cancelled. Cash and cash equivalents comprise cash balances and term deposits. Accounting for nance income and expense is discussed in Note 3(n). Other Other non-derivative nancial instruments are measured at amortised cost using the eective interest method, less any impairment losses. ii. Share capital Ordinary shares Ordinary shares are classied as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are recognised as a deduction from equity, net of any tax eects. Dividends Dividends are recognised as a liability in the period in which they are declared. Treasury shares Where share capital recognised as equity is repurchased, the amount of consideration paid, which includes directly attributable costs, net of any tax eects, is recognised as a deduction from equity.
b. Foreign currency
i. Foreign currency transactions Transactions in foreign currencies are translated to the respective functional currencies of Group entities at exchange rates at the dates of the transactions.
28
Cost includes expenditure that is directly attributable to the acquisition of the asset. Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment. Borrowing costs related to the acquisition or construction of qualifying assets are recognised in prot or loss as incurred. When parts of an item of property, plant and equipment have dierent useful lives, they are accounted for as separate items (major components) of property, plant and equipment. Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment and are recognised net within other income inprot or loss. ii. Subsequent costs The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount of the item if it is probable that the future economic benets embodied within the part will ow to the Group and its cost can be measured reliably. The carrying amount of the replaced part is derecognised. The costs of the day-to-day servicing of property, plant and equipment are recognised in prot or loss as incurred. iii.Depreciation Depreciation is recognised in prot or loss on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Group will obtain ownership bythe end of the lease term. Land is not depreciated. The estimated useful lives for the current and comparative periods are as follows: yy plant and equipment yy building t out costs yy motor vehicles 3 10 years 4 7 years 4 5 years
resources to complete development and to use or sell the asset. The expenditure capitalised includes the cost of materials, direct labour and overhead costs that are directly attributable to preparing the asset for its intended use. Other development expenditure is recognised in prot or loss as incurred. Capitalised development expenditure is measured at cost less accumulated amortisation and accumulated impairment losses. iii. Subsequent expenditure Subsequent expenditure is capitalised only when it increases the future economic benets embodied in the specic asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognised in prot or loss as incurred. iv.Amortisation Amortisation is recognised in prot or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use.
f. Leased assets
Leases in terms of which the Group assumes substantially all the risks and rewards of ownership are classied as nance leases. Upon initial recognition the leased asset is measured at an amount equal to the lower of its fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset. Other leases are operating leases and the leased assets are not recognised on the Groups balance sheet.
g.Inventories
Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on the rst-in rst-out principle, and includes expenditure incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.
Depreciation methods, useful lives and residual values are reviewed at each reporting date.
e. Intangible assets
i.Goodwill Goodwill arises on the acquisition of subsidiaries, associates and jointly controlled entities. Goodwill represents the excess of the cost of the acquisition over the Groups interest in the net fair value of the identiable assets, liabilities and contingent liabilities of the acquiree. Subsequent measurement Goodwill is measured at cost less accumulated impairment losses. In respect of equity accounted investees, the carrying amount of goodwill is included in the carrying amount of theinvestment. ii. Course development Course development expenditure is capitalised only if development costs can be measured reliably, and course is technically and commercially feasible, future economic benets are probable, and the Group intends to and has sucient
29
j. Employee benets
i. Long-term employee benets The Groups net obligation in respect of long-term employee benets is the amount of future benet that employees have earned in return for their service in the current and prior periods plus related on costs; that benet is discounted to determine its present value, and the fair value of any related assets is deducted. The discount rate is the yield at the reporting date on AA credit-rated or government bonds that have maturity dates approximating the terms of the Groups obligations. ii. Short-term benets Liabilities for employee benets for wages, salaries, annual leave, long service leave and sick leave represent present obligations resulting from employees services provided to reporting date and are calculated at undiscounted amounts based on remuneration wage and salary rates that the Group expects to pay as at reporting date including related on-costs, such as workers compensation insurance and payroll tax. Non-accumulating non-monetary benets, such as medical care, housing, cars and free or subsidised goods and services, are expensed based on the net marginal cost to the Group as the benets are taken by the employees. A liability is recognised for the amount expected to be paid under short-term cash bonus or prot-sharing plans if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably. iii. Share-based payment transactions The grant date fair value of options, performance Rights or share appreciation Rights granted to employees is recognised as an employee expense over the contractual life of the option or right that the employees become unconditionally entitled to. The corresponding movement in equity is recognised when the instrument is exercised. The amount recognised as an expense is adjusted to reect the actual number of share options that vest, except for those that fail to vest due to market conditions not being met. When the Company grants options over or Rights to its shares to employees of subsidiaries, the fair value at grant date is recognised as an increase in the investments in subsidiaries, with a corresponding increase in equity over the vesting periodof the grant.
30
k.Provisions
A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outow of economic benets will be required to settle the obligation. Provisions are determined by discounting the expected future cash ows at a pre-tax rate that reects current market assessments of the time value of money and the risks specic to the liability. i.Warranties A provision for warranties is recognised when the underlying products or services are sold. The provision is based on historical warranty data and a weighting of all possible outcomes against their associated probabilities.
Before a provision is established, the Group recognises any impairment loss on the assets associated with that contract (seeNote 3(i)(i)).
m. Lease payments
Payments made under operating leases are recognised in prot or loss on a straight-line basis over the term of the lease. Lease incentives received are recognised as an integral part of the total lease expense, over the term of the lease. Minimum lease payments made under nance leases are apportioned between the nance expense and the reduction of the outstanding liability. The nance expense is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability.
l.Revenue
i. Revenue from projects Contract revenue includes the initial amount agreed in the contract plus any variations in contract work, claims and incentive payments to the extent that it is probable that they will result in revenue and can be measured reliably. As soon as the outcome of a contract can be estimated reliably, contract revenue and expenses are recognised in prot or loss in proportion to the stage of completion of the contract. The stage of completion is assessed by reference to costs incurred to date as a percentage of total estimated cost for each contract. When the outcome of a contract cannot be estimated reliably, contract revenue is recognised only to the extent of contract costs incurred that are likely to be recoverable. An expected loss on a contract is recognised immediately in protor loss. ii. Revenue from services Revenue from services rendered is recognised in prot or loss in proportion to the stage of completion of the transaction at the reporting date. The stage of completion is assessed by reference to internal surveys of work performed. Revenue from training courses is recognised when the course is completed. iii. Goods sold Revenue from the sale of goods is measured at the fair value of the consideration received or receivable, net of returns, trade discounts and volume rebates. Revenue is recognised when the signicant risks and rewards of ownership have been transferred to the buyer, recovery of the consideration is probable, the associated costs and possible return of goods can be estimated reliably, there is no continuing management involvement with the goods and the amount of revenue can bemeasured reliably. iv. Onerous Contracts A provision for onerous contracts is recognised when the expected benets to be derived by the Group from a contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing the contract.
o. Income tax
Income tax expense comprises current and deferred tax. Current and deferred tax is recognised in prot or loss except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity or in other comprehensive income. Current tax is the expected tax payable or receivable on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years. Deferred tax is recognised in respect of temporary dierences between the carrying amounts of assets and liabilities for nancial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for: yy Temporary dierences on the initial recognition of assets or liabilities in a transaction that is not a business combination and that aects neither accounting nor taxable prot. yy Temporary dierences relating to investments in subsidiaries and jointly controlled entities to the extent that it is probable that they will not reverse in the foreseeablefuture. yy Taxable temporary dierences arising on the initial recognition of goodwill. Deferred tax is measured at the tax rates that are expected to be applied to the temporary dierences when they reverse, using tax rates enacted or substantively enacted by the reporting date.
31
r. Segment reporting
An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Groups other components. The Groups operating results as a whole are regularly reviewed by the Groups Managing Director to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete nancial information is available.
32
b. Intangible assets
The fair value of intangible assets recognised as a result of a business combination represents the excess of the purchase consideration over the fair value of tangible assets acquired atthe time of acquisition.
Credit risk
Credit risk is the risk of nancial loss to the Group if a customer or counterparty to a nancial instrument fails to meet its contractual obligations, and arises principally from the Groups receivables from customers as well as nancial guarantees granted to customers. The Group is also exposed to credit risk from its nancing activities including deposits with nancialinstitutions. Credit risks related to trade receivables Credit risk related to trade receivables is inuenced mainly by the individual characteristics of each customer. The demographics of the Groups customer base, including the default risk of the industry in which customers operate, has lessof an inuence on credit risk. New customers are typically analysed individually for creditworthiness before credit terms are allowed. The Groups review can include external ratings if necessary. For large contracts, credit worthiness is assessed as part of the process of submitting the bid and negotiating terms and conditions. Outside special terms required for large contracts, purchase limits are established for each customer, which represents the maximum open amount without requiring approval. Customers that fail to meet the Groups benchmark creditworthiness may transact with the Group only on a prepayment basis. Most of the Groups customers have either been transacting with the Group for over two years, are Government bodies, or large contracting companies. Outstanding customer receivables are regularly monitored and any credit concerns are highlighted to senior management. Large progress claims on construction contracts are monitored against the agreed contract conditions and the Group may consider ceasing work, in extreme cases, until any delayed payments are resolved. Goods are sold subject to retention of title clauses, so that in the event of non-payment the Group may have a secured claim. The Group does not require collateral in respect of trade and other receivables. The Group has established an allowance for impairment that represents their estimate of incurred losses in respect of trade and other receivables. Credit risks related to nancial instruments and cash deposits Credit risk from balances with banks and nancial institutions is managed by the Groups Finance team. Investments of surplus funds are made with the Groups bankers, National Australia Bank, and the ANZ Bank.
c.Inventories
The fair value of inventories acquired in a business combination is determined based on its estimated selling price in the ordinary course of business less the estimated costs of completion and sale, and a reasonable prot margin based onthe eort required to complete and sell the inventories.
33
Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will aect the Groups income or the value of its holdings of nancial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return. The Group assesses its market risk as low as it is not currently exposed to changes in foreign exchange rates or equity prices and only has limited exposure to changes in interest rates.
Note 7. Acquisitions
On 31 August 2011 the Group acquired 100% of a business called Power Supply Services and Training (PSST). The consideration paid totalled $777,000 of which $528,000 was paid during the current nancial year ($100,000 was settled through a share issue and the remaining $149,000 will be paid in cash during the year ending 30 June 2013). The fair value of identiable net assets acquired totalled $525,000 and acquired goodwill totalled $252,000. The contribution of PSST to the consolidated Group prot for the period was not material. This acquisition is expected to provide the Group with an increased share of the competency training and assurance market through access to the business customer base. The Group also expects to realise certain synergies and reduce coststhrough economies of scale.
Currency risk
The Group is not exposed to a material extent to currency risk on sales and purchases that are denominated in a currency other than the functional currency of the Groups entities being the Australian dollar. The Group does not have any borrowings denominated in a currency other than the Australian dollar.
Capital management
The Boards policy is to maintain a strong capital base so as to maintain investor, creditor and market condence and to sustain future development of the business. The Board of Directors monitors the return on capital, which the Group denes as net operating income divided by total shareholders equity. The Board of Directors also monitors the level of dividends to ordinary shareholders.
34
Note 8. Revenue
In thousands of AUD 2012 2011
Note 9. Expenses
The statement of comprehensive income includes the following specic expenses:
In thousands of AUD 2012 2011
Personnel expenses Contractor expenses Operating leases Contributions to dened contribution superannuation funds
Interest income on bank deposits Finance income Interest expense on financial liabilities Finance expense Net finance income/(expense)
Current tax expense Current year Adjustments for prior year (tax incentives) Deferred tax expense Origination and reversal of temporary differences Total income tax (benefit)/expense 17 47 303 62 (239) 2,016 (1,760) 256 546 (847) (301)
35
Profit for the year Total income tax expense/(benefit) Profit before income tax Income tax using the Companys domestic tax rate of 30% Tax incentives current financial year Tax incentives previous financial year adjustment Non-deductible expenses Other Total income tax expense/(benefit)
The dierence between the actual income tax expense and the income tax expense using the Companys domestic rate of 30% ismainly attributable to research and development tax incentives.
Operating bank accounts Term deposits Cash and cash equivalents in the statement of cash flows
The Groups exposure to interest rate risk and a sensitivity analysis for nancial assets and liabilities are disclosed in Note 27.
Cash flows from operating activities Profit for the year Adjustments for: Depreciation Amortisation of intangible assets Net finance benefit Share of loss of equity accounted investees (Profit)/loss on sale of property, plant and equipment Equity-settled share-based payment transactions Income tax expense/(benefit) Operating profit before changes in working capital andprovisions Change in trade and other receivables Change in inventories Change in trade and other payables Change in deferred income Change in provisions and employee benefits Interest paid Income taxes refunded/(paid) Net cash from operating activities
36 LogiCamms Financial Report 2012
10,689 16 18 10 15 26 11 682 _ (410) 55 174 376 303 11,869 (7,891) 134 5,300 (1,307) 1,167 9,272 (10) 571 9,833
4,630 570 47 (138) 64 596 (239) 5,530 2,843 10 (3,998) (689) 502 4,198 (51) (540) 3,607
Current Trade receivables Provision for impairment of trade receivables Prepayments and sundry debtors Project work in progress 22,986 (412) 527 23,101 6,669 29,770 16,668 (259) 494 16,903 4,975 21,878
At 30 June 2012 trade receivables include retentions of $113,000 relating to contracts in progress (2011: $140,000). The Groups exposure to credit risk and impairment losses related to trade and other receivables (excluding project work in progress) are disclosed in Note 27.
Finished goods
134
Ownership % Current assets Non current assets Total assets Current liabilities Non current liabilities Total liabilities Net assets Groups share of net assets Revenues Expenses Profit/(loss) Groups share of loss
50% 2,140 65 2,205 2,023 2,023 182 91 4,771 (4,881) (110) (55)
50% 1,271 137 1,408 1,250 1,250 158 79 2,656 (2,785) (129) (64)
37
Cost Balance at 1 July 2010 Additions Disposals Balance at 30 June 2011 Balance at 1 July 2011 Additions Acquired through business combination Disposals Balance at 30 June 2012 Depreciation and impairment losses Balance at 1 July 2010 Depreciation for the year Disposals Balance at 30 June 2011 Balance at 1 July 2011 Depreciation for the year Disposals Balance at 30 June 2012 Carrying amounts At 1 July 2010 At 30 June 2011 At 1 July 2011 At 30 June 2012 1,150 1,471 1,471 2,157 171 151 151 1,263 94 71 71 132 1,415 1,693 1,693 3,552 2,602 527 3,129 3,129 586 (885) 2,830 19 20 39 39 74 113 206 23 229 229 22 (154) 97 2,827 570 3,397 3,397 682 (1,039) 3,040 3,752 848 4,600 4,600 855 525 (993) 4,987 190 190 190 1,186 1,376 300 300 300 107 (178) 229 4,242 848 5,090 5,090 2,148 525 (1,171) 6,592
38
Current assets Current financial year Current liabilities Current financial year 802 25
Property, plant and equipment Trade receivables Revenue received in advance Work in progress Employee benefits Other payables Provisions Transaction costs Tax assets/(liabilities)
(1,062) (1,062)
(264) (264)
In thousands of AUD
Plant and equipment Trade receivables Revenue received in advance Work in progress Employee benefits Other payables Provisions Transaction costs
120 120
39
Costs Balance at 1 July 2010 Write off of merger and acquisition costs Balance at 30 June 2011 Balance at 1 July 2011 Acquired through business combination Written off accumulated amortisation Balance at 30 June 2012 Amortisation and impairment losses Balance at 1 July 2010 Amortisation for the year Impairment loss Balance at 30 June 2011 Balance at 1 July 2011 Written off against cost Balance at 30 June 2012 Carrying amounts Balance at 1 July 2010 Balance at 30 June 2011 Balance at 1 July 2011 At 30 June 2012 35,921 35,921 35,921 36,173 38 35,959 35,921 35,921 36,173 81 47 128 128 (128) 81 47 128 128 (128) 35,921 35,921 35,921 252 36,173 119 9 128 128 (128) 36,040 9 36,049 36,049 252 (128) 36,173
40
The Groups exposure to currency and liquidity risk related to trade and other payables is disclosed in Note 27.
Current liabilities Finance lease liabilities Non-current liabilities Finance lease liabilities 31 As at the balance date the Group had no debt facilities and had a bank guarantee facility of $7,000 thousand (utilised $3,031 thousand). This facility was secured by a xed and oating charge over all the Company, its subsidiaries and all assets of the Group. The banks nancial covenants imposed on the Group are as follows and have been met: 1. Ratio of net cash plus debtors less than 90 days divided by total drawn facilities (bank guarantees) to exceed 2.0 times; and 2. Capital adequacy ratio (tangible net assets divided by total tangible assets) to exceed 40 percent. 31 33
Current Liability for long service leave Liability for time off in lieu Liability for annual leave Salaries and wages accrued Total employee benefits current Non-Current Liability for long service leave 1,251 1,338 834 567 3,180 33 4,614 573 331 2,398 33 3,335
Balance at the beginning of the year Provisions made during the year Provisions used during the year Provisions reversed during the year Balance at the end of the year
This provision relates to warranties on projects completed for which the Group retains warranty commitments at the end of the nancial year. The provision is based on estimates made from historical warranty data associated with similar products and services. The Group expects to incur most of the liability over the next year.
41
Revenue in advance
733
2,040
10,689
2012
4,630
2011
Shares on issue at beginning of year Effect of performance Rights exercised (370,833 weighted down) Effect of shares options exercised Effect of ordinary shares issued (114,649 weighted down) Effect of shares bought back (200,000 weighted up) Effect of shares bought back by EST (1,200,000 weighted up)(A) Weighted average number of ordinary shares at end of year
Profit for the year Weighted average number of ordinary shares (diluted)
In thousands of shares
10,689
2012
4,630
2011
Weighted average number of ordinary shares (basic) Effect of performance Rights on issue (993,229 weighted down) Effect of share appreciation Rights on issue (1,993,171 weighted down) Weighted average number of ordinary shares at end of year (diluted) The options (refer Note 26) do not have any dilutive impact on the earnings per share as at 30 June 2012.
(A) During the financial year the Group established an Employee Share Trust (EST). As at the end of the financial year the EST had acquired 1,200,000 ordinary shares on-market in the Company. These shares will be held by the EST to meet future obligations toemployees under the incentive plans upon vesting of granted Performance and Share Appreciation Rights.
42
In thousands of shares
On issue at 1 July Issued for cash Issued in business combinations Bought back Exercise of Performance Rights Exercise of options On issue at 30 June fully paid
(1)
The Company does not have authorised capital or par value in respect of its issued shares. The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company. All shares rank equally with regard to the Companys residual assets. 114,649 shares ($99 thousand) were issued as a result of the acquisition of PSST (2011: nil). Additionally, 370,833 shares were issued as a result of the exercise of Performance Rights arising from the incentive programme granted to Key Management Personnel (2011: 207,500). 200,000 shares ($186 thousand) were bought back under the on-market share buyback programme which commenced 21 February 2012 for a period of up to 12 months. The timing and number of shares to be bought back will depend on market conditions.
(1) As at 30 June 2012, 1,200,000 treasury shares included in the consolidated statements of financial position and changes in equity to the value of $1,275 thousand (2011: nil) relate to shares acquired on-market by the Employee Share Trust.
The Group has also issued share options, Performance Rights and Share Appreciation Rights (refer Note 26).
Dividends
After 30 June 2012 the following dividends were declared by the directors for 2012. The declaration and subsequent payment ofdividends has no income tax consequences.
In thousands of AUD Cents per share Total amount Franked/ unfranked Date of payment
5.00
3,371
Franked
26 September 2012
The nancial eect of this dividend has not been brought to account in the nancial statements for the nancial year ended 30 June 2012 and will be recognised in subsequent nancial reports.
In thousands of AUD 2012 2011
Dividend franking account 30 percent franking credits available to shareholders of the Company for subsequent financial years 3,814 3,098
The above available amounts are based on the balance of the dividend franking account at year-end adjusted for: a. franking credits that will arise from the payment of the current tax liabilities; b. franking debits that will arise from the payment of dividends recognised as a liability at the year end; c. franking credits that will arise from the receipt of dividends recognised as receivables by the tax consolidated group at the year end; and d. franking credits that the entity may be prevented from distributing in subsequent years. The ability to utilise the franking credits is dependent upon there being sucient available prots to declare dividends. The impact onthe dividend franking account of dividends proposed after the balance sheet date but not recognised as a liability is to reduce it by$1,445 thousand (2011: $840 thousand).
43
621,999
162,000 options on or after 12 months after issue provided the price of shareson the ASX is above $1.00; 230,000 options on or after 24 months afterissue provided the price of shares on the ASX is above $1.20; 229,999 options on or after 36 months after issue provided the price of shares on theASX is above $1.40 33,333 options on or after 12 months after issue provided the price of shareson the ASX is above $1.30; 33,333 options on or after 24 months afterissue provided the price of shares on the ASX is above $1.60; 33,334 options on or after 36 months after issue provided the price of shares on theASX is above $1.90
3.5 years
100,000
3.5 years
721,999
The number and weighted average exercise prices of share options are as follows:
Weighted average exercise price 2012 Number of options 2012 Weighted average exercise price 2011 Number of options 2011
Outstanding at beginning of year Forfeited during the year Exercised during the year Granted during the year Outstanding at 30 June Exercisable at 30 June
The options outstanding at 30 June 2012 have an exercise price in the range of $0.85 to $1.20 (2011: $0.85 to $1.35) and a weighted average remaining contractual life of 0.9 years (2011: 1.1 years). The fair value of services received in return for share options granted is based on the fair value of share options granted, measured using a binomial lattice model, incorporating the probability of the relative total shareholder return vesting condition being met, withthe following inputs: Fair value of share options and assumptions
621,999 options granted in 2010 financial year 100,000 options granted in 2011 financial year
Fair value at grant date Share price at grant date Exercise price Expected volatility (weighted average) Option life (expected weighted average) Expected dividends Risk-free interest rate (based on Government bonds)
44
Vesting conditions
Performance Rights issued on 31 August 2010 Performance Rights issued on 6 January 2011 Performance Rights issued on 30 June 2011 Performance Rights issued on 10 November 2011 Performance Rights issued on 20 February 2012 Total Performance Rights Share Appreciation Rights issued on 20 February 2012 Total Rights at 30 June 2012
140,000 on or after 31 August 2012 25,000 on 1 July 2011 51,667 on or after 14 February 2013 66,667 on 2 June 2014; 66,667 on or after 2 June 2015; 66,666 on or after 2 June 2016 601,562 on 30 June 2014 1,993,171 on 30 June 2014
2.0 years 1.7 years 4.5 years 2.4 years 2.4 years
The terms of the Performance Rights issued on or before 10 November 2011 require that the recipient must remain in the continuous employment of the Company until the vesting date. These Rights have no exercise price and are to be settled by physical delivery ofshares at a conversion ratio of 1:1. In addition to the tenure condition noted above, the terms of the Performance and Share Appreciation Rights issued on 20 February 2012 have two performance conditions: yy A relative total shareholder return measure over the performance period yy An absolute earnings per share growth target over the performance period The performance measures are mutually exclusive. Performance will be assessed over a period of two years from 1 July 2011 to 30June 2013 with a further condition of an additional service of one year beyond the performance period. The exercise price for thesePerformance Rights is nil, while the eective exercise price of the Share Appreciation Rights is equal to the share price at grant, and the payo is equivalent to dierence between the price at the end of the performance period, and the allocation share price, withthe value settled in shares at the end of the additional 1 year service period. No dividends are received on shares during this additional 1 year service period. During the nancial year the Group established an Employee Share Trust (EST). As at the end of the nancial year the EST had acquired 1,200,000 ordinary shares on-market in the Company. These shares will be held by the EST to meet future obligations toemployees under the incentive plans upon vesting of granted Performance and Share Appreciation Rights. The movement in the share Rights for the year is as follows:
2012 2011
Outstanding at beginning of year Granted during the year Forfeited during the year Exercised during the year Outstanding at 30 June Exercisable at 30 June The Rights outstanding at 30 June 2012 have a weighted average contractual life of 1.9 years.
45
Fair value at grant date Share price at grant date Exercise price Expected volatility (weighted average) Option life (expected weighted average) Expected dividends Risk-free interest rate (based on Government bonds)
(A) The Rights issued on 10 November 2011 or earlier only have a tenure condition therefore the fair value was determined by the share price at the date of grant.
Gift shares granted to employees Share options granted Performance Rights Share appreciation Rights Total expense recognised as employee costs
3 31 295 47 376
47 69 480 596
46
Credit risk
Exposure to credit risk The Groups credit risk arises from cash and cash equivalents, trade and other receivables and the granting of nancial guarantees. Credit risks relating to trade receivables are managed by maintaining strong relationships with high quality clients, ensuring we only trade with creditworthy parties (assessed at the time of contract acceptance), and constantly reviewing the aging. Credit risks related to cash and cash equivalents are managed by the placement of surplus working capital with nancial institutions ofappropriate credit worthiness, currently that being the Groups bankers. The carrying amount of the Groups nancial assets represents the maximum credit exposure. The Groups maximum exposure tocredit risk at the reporting date was:
In thousands of AUD 2012 2011
Trade receivables Sundry debtors and prepayments Project work in progress Cash and cash equivalents
At 30 June 2012, $3,031 thousand of nancial guarantees had been issued to customers (2011: $3,383 thousand). The Group has aguarantee facility of $7,000 thousand with their banker which is reviewed regularly by the Board and senior management in line withreviews of the overall banking facilities. Of the Groups exposure to credit risk for trade receivables at the reporting date, $745 thousand relates to contracts with overseas entities contracted in Australian dollars. The balance relates to contracts within Australia. Details of the Groups most signicant customer receivable balances at 30 June 2012 are shown in the following table. The most signicant single customer at 30 June 2012 is a large multi-national company in the resources and energy sector and contracts with many of the companys trading subsidiaries.
Carrying amount 2012 % of trade receivables 2012 Carrying amount 2011 % of trade receivables 2011
In thousands of AUD
3,705 12,348
16% 54%
1,626 8,096
10% 48%
Credit risk associated with project work in progress is managed by monthly commercial and performance reviews of each major project by senior management to ensure that the carrying value of each projects work in progress is recoverable. All contracts are being billed in accordance with the contractual terms and resultant work in progress balances have been assessed as being fullyrecoverable.
47
Not past due Past due 030 days Past due 31120 days Past due 121 days to one year More than one year Retentions (not past due)
The credit quality of trade receivables is assessed based the quality of the client, the clients history with the Group and the circumstances of the specic contract where relevant. Based on the Groups monitoring of customer credit risk, the Group believes that, except as indicated above, no impairment allowance is necessary in respect of trade receivables not past due and not before past due 121 days. The movement in the allowance for impairment in respect of trade receivables during the year was as follows:
In thousands of AUD 2012 2011
Balance at start of year Impairment losses recognised Amounts written off as non-recoverable Balance at 30 June
The impairment loss at 30 June 2012 relates to specic invoices that the Group considers are unlikely to be recovered as well as an additional provision covering receivables past due 121 days or more. The allowance account in respect of trade receivables is used to record impairment losses unless the Group is satised that no recovery of the amount owing is possible; at that point the amount is considered irrecoverable and is written o against the nancial asset directly.
Liquidity risk
The following are the contractual maturities of the Groups assets and liabilities, including estimated interest payments and excluding the impact of netting agreements:
2012 2011
In thousands of AUD
ContractCarrying ual cash Less than amount flows 1 year 12 years 25 years
ContractCarrying ual cash Less than amount flows 1 year 12 years 25 years
Financial assets Cash and cash equivalents 16,430 46,200 Financial liabilities Finance leases Trade and other payables 31 11,550 11,581 38 11,550 11,588 38 11,550 11,588 64 5,963 6,027 92 5,963 6,055 92 5,963 6,055 16,430 30,182 46,612 16,430 30,182 46,612 13,527 21,878 35,405 13,527 22,137 35,664 13,527 22,137 35,664 Trade and other receivables 29,770
48
In thousands of AUD
2012
2011
Fixed rate instruments Financial liabilities Variable rate instruments Financial assets Financial liabilities 16,430 13,527 31 64
Cash ow sensitivity analysis for variable rate instruments A change of 200 basis points in interest rates would have increased (decreased) equity and prot by the amounts shown below. A sensitivity of 2% (2011: 2%) has been selected as this is considered reasonable. The Directors cannot nor do not seek to predict movements in interest rates. These sensitivities are shown for illustrative purposes only.
In thousands of AUD 2012 2011
Effect on profit increase/(decrease) If interest rates were 2% higher (2011: 2%) If interest rates were 2% lower (2011: 2%) Effect on profit after tax increase/(decrease) If interest rates were 2% higher (2011: 2%) If interest rates were 2% lower (2011: 2%) Effect on shareholders equity increase/(decrease) If interest rates were 2% higher (2011: 2%) If interest rates were 2% lower (2011: 2%) 230 (230) 188 (188) 230 (230) 188 (188) 329 (329) 269 (269)
Fair values versus carrying amounts The fair values and carrying amounts of nancial assets and liabilities shown in the balance sheet were not materially dierent at30June 2012 due to the short term nature of these nancial assets and liabilities. The Group has no nancial instruments carried at fair value and therefore has not disclosed the fair value hierarchy.
49
Less than one year Between one and five years More than five years
The Group leases properties in Brisbane, Perth, Melbourne and Adelaide as well as in several regional locations. The leases typically run for a period of 2 to 10 years, with options to renew. Most leases increase annually to reect market rentals or movement in the consumer price index. During the year ended 30 June 2012 $3,044 thousand (2011 $2,463 thousand) was recognised as an expense inthe income statement in respect of operating leases
Short-term employee benefits Other long term benefits Post-employment benefits Share-based payments Termination benefits
The compensation disclosed above represents an allocation of the Key Management Personnels estimated compensation from the Group in relation to their services rendered to the Company.
Movements in shares
360,833 of ordinary shares were granted to Key Management Personnel during the reporting period upon exercise of rights granted ascompensation in prior periods (2011: 197,500).
50
Exercised
Directors Peter Watson Giles Everist Peter Wall Chris Greig Damian Young Steve Banning Executives Matthew Adamo Rights Karsten Guster Flora Furness Paul Harrison Rights Rights Rights 155,000 262,500 245,000 627,344 656,607 236,703 (103,333) (122,500) (135,000) (110,000)(A)
Expired or forfeited
100,000 100,000
200,000 1,074,079(B)
(100,000)
Vested and exercisable at 30 June 2012
Exercised
Directors David Humann Peter Watson Giles Everist David Humann Peter Wall Chris Greig Damian Young Executives Matthew Adamo Rights Karsten Guster Adam Keats Paul Harrison Rights Options Rights 175,000 155,000 350,000 355,000 (87,500) (110,000) (175,000) 155,000 262,500 245,000 Options Options Options Options Options Options Options 100,000 100,000 100,000 100,000 175,000 100,000 (100,000) (100,000) (100,000) (175,000) 100,000 100,000
51
Purchases
Sales
Directors Peter Watson Giles Everist Peter Wall Damian Young David Humann Garry McGrechan Chris Greig Executives Steve Banning Matthew Adamo Karsten Guster Flora Furness Paul Harrison 59,376 108,500 110,000 28,516 53,000 103,332 122,500 135,000
Received on exercise of options or Rights
Purchases
Sales
Directors Peter Watson Giles Everist Peter Wall Damian Young David Humann Garry McGrechan Chris Greig Executives Matthew Adamo Karsten Guster Paul Harrison Adam Keats
(A) Held at resignation.
250,000
(80,000)
21,000 3,837,033
59,376
87,500 110,000
There is a related party relationship between the parent, LogiCamms Limited, and each of its subsidiaries listed in Note 32.
52
Audit services KPMG Australia: Audit and review of financial reports Other services KPMG Australia: Taxation services Other assurance services 144,660 144,660 162,075 162,075 183,000 169,500
2012
2011
LogiCamms (WA) Pty Ltd LogiCamms Consultants LogiCamms (QLD) Pty Ltd Competency Training Pty Ltd LogiCamms Northern Pty Ltd HSE Holdings Pty Ltd Process Essentials Pty Ltd LogiCamms Projects Pty Ltd LogiCamms (CGH) Pty Ltd LogiCamms (Central) Pty Ltd LogiCamms Shared Services Pty Ltd Camms Profit Impact Pty Ltd Camms Global Technologies Pty Ltd Camms Global Technologies (IP) Pty Ltd
Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia
100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%
100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%
53
Result of the parent entity Profit and comprehensive income for the year Financial position of parent entity at year end Current assets Total assets Current liabilities Total liabilities Net assets Total equity of the parent entity comprising of Share capital Retained earnings Total equity 63,553 15,299 78,852 63,639 6,866 70,505 31,480 86,251 6,147 7,399 78,852 31,571 85,555 13,713 15,050 70,505 11,265 9,890
GST liabilities of other entities within the GST group Tax liabilities of other entities within the tax consolidated group
665 802
460 (25)
54
Directors Declaration
1. In the opinion of the directors of LogiCamms Ltd (the Company): a. the consolidated nancial statements and notes set out on pages 23 to 54, and the Remuneration report in the Directors report, set out on pages 11 to 20, are in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the Groups nancial position as at 30 June 2012 and of its performance for the nancial period ended on that date; and (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; b. the nancial report also complies with International Financial Reporting Standards as disclosed in Note 2(a); c. there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due andpayable. 2. The directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the managing director and chief nancial ocer for the nancial year ended 30 June 2012. Signed in accordance with a resolution of the directors:
Peter Watson Chairman Dated at Brisbane, Queensland, this 27th day of August 2012.
55
ABCD
Independent Auditors Report Report on the financial report
Independent auditors report to the members of LogiCamms Limited
We have audited the accompanying financial report of LogiCamms Limited (the company), which comprises the consolidated statement of financial position as at 30 June 2012, and consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year ended on that date, notes 1 to 32 comprising a summary of significant accounting policies and other explanatory information and the directors declaration of the Group comprising the company and the entities it controlled at the years end or from time to time during the financial year.
ABCD
Directors responsibility for the financial report Independent auditors report to the members of LogiCamms Limited The directors of the company are responsible for the preparation of the financial report that on the financial report with Australian Accounting Standards and the gives aReport true and fair view in accordance Corporations Act 2001 and for such internal control as directors Limited determine necessary to We have audited the accompanying financial report ofthe LogiCamms (theis company), enable which the preparation of the financialstatement report that is free from material misstatement whether comprises the consolidated of financial position as at 30 June 2012, and due to consolidated fraud or error. In note 2comprehensive (a), the directors alsoconsolidated state, in accordance Australian statement of income, statement with of changes in equity and consolidated statement ofPresentation cash flows forof the year ended on that date, notes 1 to 32 Accounting Standard AASB 101 Financial Statements , that the financial comprising summary of significant accounting policies and other explanatory information and statements of the a Group comply with International Financial Reporting Standards. Auditors responsibility
the directors declaration of the Group comprising the company and the entities it controlled at the years end or from time to time during the financial year.
Directors responsibility foran the financial report Our responsibility is to express opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Standards. These Auditing The directors of the company are responsible for Auditing the preparation of the financial report that gives a true and in accordance with Australian Accounting Standards and the Standards require thatfair weview comply with relevant ethical requirements relating to audit Corporations Act and 2001perform and for such internal the directors determine is necessary engagements and plan the audit to control obtain as reasonable assurance whether the to enable theis preparation the financial report that is free from material misstatement whether financial report free fromof material misstatement.
An audit involvesStandard performing procedures to obtain audit evidence about thethe amounts and Accounting AASB 101 Presentation of Financial Statements , that financial disclosures in the financial report. The procedures selected depend on the auditors judgement, statements of the Group comply with International Financial Reporting Standards. including the assessment of the risks of material misstatement of the financial report, whether due to Auditors fraud or error. In making those risk assessments, the auditor considers internal control responsibility relevant to the entitys preparation of the financial report that gives a true and fair view in order Our responsibility is to express an opinion on the financial report based on our audit. We to design audit procedures that are appropriate in the circumstances, but not for the purpose of conducted our audit in accordance with Australian Auditing Standards. These Auditing expressing an opinion the of the entitys internal control. An Standards requireon that weeffectiveness comply with relevant ethical requirements relating toaudit audit also includes evaluating the appropriateness of accounting policies used and the reasonableness accounting engagements and plan and perform the audit to obtain reasonable assurance whetherof the estimates made by the directors, as well as evaluating the overall presentation of the financial financial report is free from material misstatement. report.
disclosures inprocedures the financial report. The procedures selected depend on the auditors judgement, We performed the to assess whether in all material respects the financial report including the assessment of the risks of material misstatement of the financial report, whether presents fairly, in accordance with the Corporations Act 2001 and Australian Accounting due to fraudand or error. In making those risk assessments, theunderstanding auditor considers control Standards, a true fair view which is consistent with our ofinternal the Groups relevant to the entitys preparation of the financial report that gives a true and fair view in order financial position and of its performance. An audit involves performing procedures to obtain audit evidence about the amounts and
due to fraud or error. In note 2 (a), the directors also state, in accordance with Australian
to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entitys internal and control. An audit also includes We believe that the audit evidence we have obtained is sufficient appropriate to provide a evaluating the appropriateness of accounting policies used and the reasonableness of accounting basis for our audit opinion. estimates made by the directors, as well as evaluating the overall presentation of the financial report. We performed the procedures to assess whether in all material respects the financial report presents fairly, in accordance with the Corporations Act 2001 and Australian Accounting Standards, a true and fair view which is consistent with our understanding of the Groups financial position and of its performance.
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We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
KPMG, an Australian partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (KPMG International), a Swiss entity.
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ABCD
Independence In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001. Auditors opinion In our opinion: (a) the financial report of the Group is in accordance with the Corporations Act 2001, including: (i) (ii) (b) giving a true and fair view of the Groups financial position as at 30 June 2012 and of its performance for the year ended on that date; and complying with Australian Accounting Standards and the Corporations Regulations 2001.
the financial report also complies with International Financial Reporting Standards as disclosed in note 2 (a).
KPMG
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ABCD
Lead Auditors Independence Declaration Report on the financial report
We have audited the accompanying financial report of LogiCamms Limited (the company), which comprises the consolidated statement of financial position as at 30 June 2012, and consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year ended on that date, notes 1 to 32 comprising a summary of significant accounting policies and other explanatory information and the directors declaration of the Group comprising the company and the entities it controlled at the years end or from time to time during the financial year. Directors responsibility for the financial report The directors of the company are responsible for the preparation of the financial report that Lead Auditors Independence Declaration under Section 307C of the gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act Corporations Act 2001 and2001 for such internal control as the directors determine is necessary to enable the preparation of the financial report that is free from material misstatement whether due to To: fraud error. In 2 (a), the directors also state, in accordance with Australian theor directors of note LogiCamms Limited Accounting Standard AASB 101 Presentation of Financial Statements, that the financial I declare that, to the comply best of my knowledge and belief, in relation to the audit for the year ended statements of the Group with International Financial Reporting Standards.
30 June 2012 there have been:
Auditors (i) responsibility no contraventions of the auditor independence requirements as set out in the Corporations Our responsibility is to express an opinion on the financial report based on our audit. We (ii) our no audit contraventions of any with applicable code of professional conduct in relation to the audit. conducted in accordance Australian Auditing Standards. These Auditing Standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and KPMG disclosures in the financial report. The procedures selected depend on the auditors judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to theBoard entitys preparation of the financial report that gives a true and fair view in order Stephen to design audit procedures that are appropriate in the circumstances, but not for the purpose of Partner expressing an opinion on the effectiveness of the entitys internal control. An audit also includes Brisbane evaluating the appropriateness of accounting policies used and the reasonableness of accounting 27 August 2012 estimates made by the directors, as well as evaluating the overall presentation of the financial report. We performed the procedures to assess whether in all material respects the financial report presents fairly, in accordance with the Corporations Act 2001 and Australian Accounting Standards, a true and fair view which is consistent with our understanding of the Groups financial position and of its performance. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Act 2001 in relation to the audit; and
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KPMG, an Australian partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (KPMG International), a Swiss entity.
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ASX Information
Additional information required by the ASX Limited Listing Rules and not disclosed elsewhere in this report is set out below. Theinformation is correct at 5 September 2012.
Shareholdings
Twenty largest shareholders
The number of shares held by substantial shareholders and their associates are set out below:
Shareholder Units % of Units
UBS NOMINEES PTY LTD NATIONAL NOMINEES LIMITED THORNEY HOLDINGS PTY LTD AMW CONSULTANCY SERVICES PTY LTD J P MORGAN NOMINEES AUSTRALIA LIMITED MR ADAM ROBERT KEATS <MCKEAT FAMILY A/C> RBC INVESTOR SERVICES AUSTRALIA NOMINEES PTY LIMITED <BKCUST A/C> MR ADAM ROBERT KEATS + MRS NATASHA ELIZABETH KEATS <KEATS FAMILY SUPER FUND A/C> MR PAUL DAVID WALKER <YAAPAZ ACCOUNT> PACIFIC CUSTODIANS PTY LIMITED <LCM EMPLOYEE SHARE TST A/C> MR ADAM MURRAY HORE + MS MEAGHAN LEE ROWE <HORE/ROWE FAMILY A/C> MR PAUL WALKER + MRS LEANNE WALKER <I LUV FISHING SUPERFUND A/C> MR WAYNE THOMAS KIRBY + MRS CLARE MAREE KIRBY <THE KIRBY FAMILY P/F A/C> MR IAN HAMILTON PATERSON ACN 059 050 574 PTY LTD <CROMBIE TAIT FAMILY A/C> MS CINDY SCHMIDTCHEN MR ADAM ROBERT KEATS + MR STEVEN MICHAEL WILD <M KEATS TESTAMENTARY A/C> MR ADAM ROBERT KEATS + MR STEVEN MICHAEL WILD <BARRY KEATS ESTATE A/C> INVESCO NOMINEE PTY LTD RUMINATOR PTY LTD Totals: Top 20 holders of Ordinary Fully Paid Shares (Total) Total Remaining Holders Balance
7,068,410 4,763,216 4,571,078 3,491,840 2,709,006 2,093,003 2,011,783 1,414,126 1,298,730 1,200,000 1,106,706 828,770 783,450 745,183 661,894 625,257 589,484 544,484 535,000 513,644 37,555,064 29,810,891
10.49 7.07 6.79 5.18 4.02 3.11 2.99 2.10 1.93 1.78 1.64 1.23 1.16 1.11 0.98 0.93 0.88 0.81 0.79 0.76 55.75 44.25
Substantial Shareholders
Shareholder Units % of Units
TIGA Trading Pty Ltd & Related Parties Paradice Investment Management Pty Ltd Mr Adam Robert Keats & Related Parties AMW Consulting Services Pty Ltd
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ASX Information
Range of Shares
Ordinary Fully Paid Shares
Range Total Holders Units % of Issued Capital
1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 - 9,999,999,999 Rounding Total
Unmarketable Parcels
There were 32 holders of unmarketable parcels of less than $500.
Voluntary Escrow
No shares under voluntary escrow.
31 August 2010 30 June 2011 10 November 2011 10 November 2011 10 November 2011 20 February 2012
On or after 31 August 2012 On or after 14 February 2013 On or after 2 June 2014 On or after 2 June 2015 On or after 2 June 2016 On or after 30 June 2014
The Performance Rights are exercisable into shares for nil consideration. The terms of the Performance Rights require that the recipient must remain in the continuous employment of the Company until the vesting date.
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$0.85 $1.20
All options expire on the earlier of their expiry date or termination of the employees employment. In addition, the ability to exercise the options is conditional on the price of the shares on the ASX. These options do not entitle the holder to participate in any share issue of the Company or any other body corporate.
20 February 2012
30 June 2014
1,993,171
The eective exercise price of the share appreciation rights is equal to the share price at the date of grant and the payo is equivalent to the dierence between the price at the end of the performance period and the allocation share price, with the value settled in shares at the end of an additional 1 year period.
Securities Exchange
The Company is listed on the Australian Securities Exchange. The Home exchange is Perth, Western Australia.
Other information
LogiCamms Ltd, incorporated and domiciled in Australia, is a publicly listed company limited by shares.
Buy Back
There is no current on-market buy-back.
Voting rights
Ordinary shares
The voting rights attached to the ordinary shares are governed by the Constitution. On a show of hands every person present who is a member or representative of a member shall have one vote and on a poll, every member present in person or by proxy or by attorney or duly authorised representative shall have one vote for each share held.
Options
There are no voting rights attached to the options.
LogiCamms Limited ASX:LCM ACN 127 897 689 ABN 90 127 897 689 Registered Oce 433 Boundary Street Spring Hill QLD 4000 Tel. + 61 7 3058 7000 Location of Share Registry Computershare Investor Services Limited 45 St Georges Terrace West Perth WA 6000 Tel. + 61 8 9323 2000
State Oces 433 Boundary Street Spring Hill QLD 4000 Tel. + 61 7 3058 7000 251 Adelaide Terrace Perth WA 6000 Tel. +61 8 6331 8888 431-439 King William Street Adelaide SA 5000 Tel. +61 8 8415 5600 484 St Kilda Road Melbourne VIC 3004 Tel. + 61 3 8639 3200
Regional Oces 39-41 Tank Street Gladstone QLD 4680 Tel. +61 7 3058 7000 19B Darling Terrace Whyalla SA 5600 Tel. +61 8 8645 2145 48-50 Smith Street Darwin NT 0801 Tel. +61 8 8943 0625 43 River Street Mackay QLD 4740 Tel. +61 7 4953 3000
www.logicamms.com.au