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APA GROUP — Interim / Quarterly Report 2012
Feb 21, 2012
64398_rns_2012-02-21_22086b8d-cede-4f39-800a-dcd896fcc2ff.pdf
Interim / Quarterly Report
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ASX RELEASE
22 February 2012
The Manager
ASX Market Announcements Australian Securities Exchange 4[th] Floor, 20 Bridge Street Sydney NSW 2000
Electronic Lodgement
Dear Sir or Madam
Company Announcement
I attach the following announcement for release to the market:
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Australian Pipeline Trust Appendix 4D
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Australian Pipeline Trust Interim Financial Report
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APT Investment Trust Interim Financial Report
Yours sincerely
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Mark Knapman Company Secretary
Australian Pipeline Trust
Results For Announcement To The Market For the Half Year Ended 31 December 2011 Appendix 4D
| Appendix 4D | ||||
|---|---|---|---|---|
| Percentage | Amount | |||
| Change | ||||
| % | $’000 | |||
| Statutory Results | ||||
| Revenue including significant items | down | 4.4 | to | 530,452 |
| EBITDA including significant items | up | 5.7 | to | 278,893 |
| EBIT including significant items | up | 1.7 | to | 222,628 |
| Operating profit after tax and minorities including | down | 5.9 | to | 66,017 |
| significant items | ||||
| Operating cash flow including significant items | down | 7.5 | to | 157,107 |
| Operating cash flow per security including significant items | down | 6.3c | to | 24.7c |
| Earnings per security including significant items | down | 2.4c | to | 10.4c |
| EBIT = Earnings before interest and tax | ||||
| EBITDA = EBIT before depreciation and amortisation |
Australian Pipeline Trust
Results For Announcement To The Market For the Half Year Ended 31 December 2011 Appendix 4D
Dividends (Distributions)
| Distributions paid and proposed in relation to the half year ended 31 December 2011 – Australian Pipeline Trust: Distributions paid in relation to the half year ended 31 December 2011 Interim distributions proposeda - profit distribution - capital distribution Total distributions proposed - APT Distributions paid and proposed in relation to the half year ended 31 December 2011 – APT Investment Trust: Distributions paid in relation to the half year ended 31 December 2011 Interim distributions proposeda - profit distribution - capital distribution Total distributions proposed - APTIT Total APA Group distributions in relation to the half year ended 31 December 2011 a The interim distributions have not been recorded in the financial report as required by AASB 137 “Provisions, Contingent Liabilities and Contingent Assets”. Record date for determining entitlements to the unrecognised interim distribution in respect of the year ended 30 June 2012 • interim distribution |
Amount per security Franked Amount per security - - |
Amount per security Franked Amount per security - - |
|---|---|---|
| 4.54¢ - 6.52¢ - |
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| 11.06¢ - |
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| - - |
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| 3.88¢ - 2.06¢ - |
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| 5.94¢ - |
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| 17.00¢ | ||
| 30 December 2011 |
Distribution information is presented on an accounting classification basis. The APA Group Annual Tax Statement and Annual Tax Return Guide (released in September) provide the classification of distribution components for the purposes of preparation of securityholder income tax returns.
Brief Explanation of Revenue, Net Profit/(Loss) and Dividends (Distributions)
Refer Directors’ Report. The Directors have proposed an interim distribution of 11.06 cents per unit, unfranked, to be paid on 15 March 2012.
Australian Pipeline Trust
Results For Announcement To The Market For the Half Year Ended 31 December 2011
Appendix 4D
The Directors also note that APT Investment Trust has proposed an interim distribution of 5.94 cents per unit (refer above), also to be paid on 15 March 2012.
Total distribution for the APA Group stapled security for the December 2011 half year is 17.0 cents per stapled security.
Reporting Period
Current Reporting Period: Half year ended 31 December 2011 Previous Corresponding Period: Half year ended 31 December 2010
Distribution Reinvestment Plan
The dividend or distribution plans shown below are in operation.
The distribution reinvestment plan that is in operation is the Australian Pipeline Trust Distribution Reinvestment Plan. The plan became effective on 15 August 2003.
The last date(s) for receipt of election notices for the dividend or 30 December 2011 distribution reinvestment plans
Details of Businesses Over Which Control Has Been Gained or Lost
During the half year APA divested its gas distribution network in South East Queensland (Allgas) into the APA minority owned unlisted investment vehicle GDI (EII) Pty Ltd. APA established GDI in December 2011. APA retains a 20.0% interest in GDI and remains operator of the assets. The net proceeds received from the new equity partners, Marubeni Corporation and RREEF totalled $478.4 million after transaction costs.
Net Tangible Assets Per Security
Net tangible assets per security
| 2011 | 2010 |
|---|---|
| $ | $ |
| 1.64 | 1.34 |
Australian Pipeline Trust
Results For Announcement To The Market For the Half Year Ended 31 December 2011 Appendix 4D
Compliance Statement
Information on Audit or Review
(a) The half year report is based on accounts to which one of the following applies.
The accounts have been audited. The accounts have been subject to review. The accounts are in the process of The accounts have not yet being audited or subject to review. been audited or reviewed.
(b) Description of likely dispute or qualification if the accounts have not yet been audited or subject to review or are in the process of being audited or subjected to review.
- N/A -
(c) Description of dispute or qualification if the accounts have been audited or subjected to review.
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N/A -
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(d) The entity has a formally constituted audit committee.
Sign here: 22 February 2012 Chairman Date Print name: Leonard Bleasel AM
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Australian Pipeline Trust ARSN 091 678 778
Interim Financial Report For the Half Year ended 31 December 2011
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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2011
The directors of Australian Pipeline Limited (“Responsible Entity”) submit their interim financial report of Australian Pipeline Trust (“APT”) and its controlled entities (together “APA” or “Consolidated Entity”) for the half year ended 31 December 2011 (“current period”). This report refers to the consolidated results of APT and APT Investment Trust (“APTIT”).
Directors
The names of the directors of the Responsible Entity during and since the current period are:
Leonard Bleasel AM Chairman Steven Crane John Fletcher Russell Higgins AO Patricia McKenzie Muri Muhammad Robert Wright Michael McCormack Managing Director
George Ratilal served as alternate director for Muri Muhammad during the current period.
Company Secretary
Mark Knapman
Principal activities
The principal activities of APA during the course of the current period were the ownership and operation of energy infrastructure assets and businesses, including:
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Energy infrastructure, primarily gas transmission businesses located across Australia, and the Emu Downs wind farm in Western Australia;
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Energy investments in listed and unlisted entities; and
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Asset management and operations services for the majority of APA’s energy investments and for third parties.
Significant changes in state of affairs
The following significant changes in the state of affairs of APA occurred during the current period.
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In December 2011 APA divested its Queensland Gas Network business (Allgas) into the newly established joint venture, GDI (EII) Pty Limited (“GDI”). APA retains a 20% equity interest in GDI with the remaining interest held by Marubeni Corporation and RREEF, each holding a 40% interest. APA remains as asset manager and operator of the network under a long term agreement. The net proceeds of the transaction totalled $478 million.
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On 14 December 2011, APA announced an off-market takeover offer for Hastings Diversified Utilities Fund (“HDF”) through APT Pipelines Limited for all the HDF securities which APA does not already own. APA currently owns 20.7% per cent of HDF securities. HDF is an investment vehicle whose assets include Epic Energy’s three natural gas transmission pipeline systems, and is managed by Hastings Funds Management Limited. APA lodged its Bidder’s Statement on 15 December 2011, and dispatched this document together with a First Supplementary Bidder’s Statement on 3 January 2012. APA lodged a Second Supplementary Bidder’s Statement in
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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2011
response to HDF’s Target’s Statement on 31 January 2012. The offer is open until 31 March 2012, unless extended or withdrawn.
Distributions
On 22 February 2012, the directors declared an interim distribution for APA for the current period of 17.0 cents per security, an increase of 3.0%, or 0.5 cents on the previous corresponding period (pcp). This includes an APT distribution of 11.06 cents per security comprising a 4.54 cent unfranked profit distribution and a 6.52 cent capital distribution, and an APTIT distribution of 5.94 cents per security comprising a 3.88 cent unfranked profit distribution and a 2.06 cent capital distribution. The directors have again determined to offer investors the chance to participate in the Distribution Reinvestment Plan in respect of this distribution. The interim distribution is payable on 15 March 2012.
Financial and operational review
The following table provides a summary of key financial data for the current period:
| Half year ended | 31 Dec 2011 | 31 Dec 2010 | Changes | Changes |
|---|---|---|---|---|
| $000 | $000 | $000 | % | |
| Total revenue excluding pass-through(1) | 399,579 | 369,809 | 29,770 | 8.1 |
| Total revenue | 530,452 | 554,708 | (24,256) | (4.4) |
| EBITDA Depreciation and amortisation expense |
278,892 (56,265) |
263,870 (44,880) |
15,022 (11,385) |
5.7 (25.4) |
| EBIT Net interest expense |
222,627 (131,701) |
218,990 (124,543) |
3,637 (7,158) |
1.7 (5.7) |
| Pre-tax profit Income tax expense Minorities |
90,926 (24,906) (3) |
94,447 (24,192) (77) |
(3,521) (714) 74 |
(3.7) (3.0) 96.1 |
| Profit after income tax and minorities, including significant items |
66,017 | 70,178 | (4,161) | (5.9) |
| Significant items after income tax(2) | (10,435) | 6,887 | (17,322) | |
| Profit after income tax and minorities, before significant items |
76,452 | 63,291 | 13,161 | 20.8 |
| Operating cash flow(3) Operating cash flow per security (cents) Earnings per security (cents) Distribution per security (cents) Distribution payout ratio(4) Net Tangible Asset per security Weighted average number of securities (000) |
157,107 24.7 10.4 17.0 69.2% $1.64 637,151 |
169,811 31.0 12.8 16.5 53.6% $1.34 547,768 |
(12,704) (6.3) (2.4) 0.5 $0.30 |
(7.5) (20.3) (18.8) 3.0 22.4 |
(1) Pass-through revenue is revenue on which no margin is earned. Pass-through revenue arises in the asset management operations in respect of costs incurred in, and passed on to Envestra in respect of, the operation of the Envestra assets.
(2) Significant items: 2011 - Profit on the sale of APA Gas Network business (Allgas) less transaction costs; 2010 - APA’s equity accounted share of the Investment Allowance Concession benefit recognised on the commencement of generation of the North Brown Hill Wind Farm.
(3) Operating cash flow = net cash from operations after interest and tax payments, adjusted for significant items.
(4) Distribution payout ratio = total distribution payments as a percentage of operating cash flow.
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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2011
APA reported an interim operating profit after tax, significant items and minorities of $66.0 million, a decrease of 5.9% compared with $70.2 million reported in the pcp. The decrease is due to the significant item of approximately $10.4 million resulting from transaction costs incurred on the divestment of the APA Gas Networks business of $22.5 million offsetting a gain on sale of $12.1 million. The sale of the Queensland Gas Network business (Allgas) into a minority-owned joint venture, GDI (EII) Pty Limited has been classified as a significant item in the current period. The size and nature of this transaction are such that separate disclosure of the transaction is considered relevant in explaining the financial performance of APA.
Profit excluding the significant item was up 20.8% at $76.5 million (pcp: $63.3 million) with growth in business earnings offset by higher depreciation and borrowing costs.
Revenue (excluding pass-through) increased by $29.8 million to $399.6 million, an increase of 8.1% on the pcp, while earnings before interest, tax, depreciation and amortisation (“EBITDA”) increased by $15.0 million to $278.9 million, an increase of 5.7%.
The main factors driving the increase in EBITDA are the additional earnings from new expansions and acquired businesses including the Emu Downs wind farm business in Western Australia, additional capacity sales following the Young Wagga looping project and ownership of the Amadeus Gas Pipeline (previously leased by APA).
Operating cash flow decreased by $12.7 million to $157.1 million (pcp: $169.8 million). This is due to the receipt of a contracted monthly payment, of in excess of $25 million, on the first business day in January rather than its due date of 31 December 2011. This payment timing, together with the increase in issued securities, has reduced the operating cash flow per security for the current period, which is down by 6.3 cents to 24.7 cents per security.
APA’s interim distribution is 17.0 cents per security, an increase of 3.0%, or 0.5 cents on the pcp. The distribution payout ratio for the current period was 69.2%, demonstrating APA’s continuing ability to fully fund its distributions out of operating cash flows.
Capital management
APA issued 5,218,596 securities under its Distribution Reinvestment Plan on 15 September 2011, at $3.88 per security, raising $20.3 million.
As at 31 December 2011, there were 639,334,625 APA securities on issue (30 June 2011: 634,116,029).
APA continues to use the Distribution Reinvestment Plan in providing equity to support its ongoing strong organic growth and investment projects.
During and since the current period APA completed the following debt refinancing programs:-
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On 30 June 2011, APA successfully refinanced $165 million of bilateral debt facilities which were due to mature in July 2011. APA replaced these three bilateral bank facilities with three new facilities, each providing a commitment of $75 million with a term of just over three years, maturing in mid July 2014, thus increasing these facilities by $60 million;
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On 23 August 2011, APA entered into a new $75 million bilateral bank facility for a term of three years, maturing in August 2014;
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On 12 October 2011, APA entered into a $150 million bilateral bank facility for a term of five years, maturing in October 2016;
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On 3 November 2011, APA announced the completion of a $1.45 billion syndicated bank facility, with equally-sized two, three and four year tranches, to refinance syndicated facilities due to mature in June 2012 and July 2013. As at 31 December 2011, APA had repaid all but $230 million of current borrowings outstanding under those facilities and retained cash sufficient to repay those loans when due on 9 January 2012;
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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2011
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On 9 January 2012, current borrowings of $230.0 million representing the final tranche of the 2007 syndicated facility were repaid; and
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On 24 January 2012, APA issued JPY 10 billion (A$126 million) six-year five-month fixed-rate Medium Term Notes utilising documentation in place under its established European MTN program.
The new facilities will be used for general corporate purposes.
At 31 December 2011, APA’s debt portfolio has a broad spread of maturities extending out to 2022, with an average maturity of 4.5 years. APA’s gearing[1] of 63.4% at 31 December 2011 was down from 66.2% at 30 June 2011, due to the reduction in net debt following receipt of funds from the sale of APA’s Queensland Gas Network business.
At 31 December 2011, APA had $835 million in cash and committed undrawn facilities available to meet the continued capital growth needs of the business.
APA has a prudent treasury policy which requires conservative levels of hedging of interest rate exposures to minimise the potential impacts from adverse movements in rates. All interest rates and foreign currency exposures on US Private Placement Notes and Japanese Medium Term Notes have been hedged. APA also enters into interest rate hedges for a proportion of the interest rate exposure on its other floating rate borrowings. At 31 December 2011, 70.0% of interest obligations were either hedged or issued at fixed interest rates for varying periods extending out more than 10 years.
A level of interest rate protection is also provided through Consumer Price Index (“CPI”) indexing in most revenue contracts and the regulatory revenue setting process operating on a number of APA’s assets.
Borrowings and finance costs
As at 31 December 2011, APA had borrowings of $3,119.5 million ($3,245.0 million at 30 June 2011), principally from syndicated bank facilities, bilateral bank facilities, US Private Placement notes and Australian Medium Term Notes.
The decrease in borrowings since 30 June 2011 was primarily due to the pay down of debt following receipt of funds from the sale of APA’s Queensland Gas Network business.
Net underlying finance costs increased by $7.2 million, or 5.7%, to $131.7 million (pcp: $124.5 million) primarily as a result of increased borrowing margins and the amortisation of borrowing costs related to debt facilities. The average interest rate (including credit margins) applying to drawn debt was 7.34% for the current period.
APA’s interest cover ratio for the current period increased to 2.19 times from 2.06 times in the pcp, remaining well in excess of its debt covenant default ratio of 1.1 times, and distribution lock up ratio of 1.3 times.
Credit ratings
APT Pipelines Limited, the borrowing entity of APA, maintained its two investment grade credit ratings:
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BBB long term corporate credit rating (outlook Stable) assigned by Standard & Poor’s in June 2009, and
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Baa2 long term corporate credit rating (outlook Stable) assigned by Moody’s Investors Service in April 2010.
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1 Gearing ratio determined in accordance with covenants in all debt facilities as net debt to net debt plus book equity.
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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2011
Income tax
The effective income tax rate before significant items is 24.6 %, consistent with 25.1% in the pcp.
Capital expenditure
Capital expenditure for the current period totalled $124 million, of which $115 million was in respect of growth projects, including pipeline capacity expansion in Queensland, New South Wales and Victoria, and the expansion of the Mondarra Gas Storage Facility in Western Australia.
Growth capital expenditure was generally either fully underwritten through long-term gas transportation arrangements or has had regulatory approval through the relevant Access Arrangement.
During the period, APA increased its interest in Hastings Diversified Utilities Fund to 20.7% for $11.7 million and increased its interest in Envestra to 33.6%[2] for $14.1 million.
2 APA’s interest in Envestra was subsequently diluted to 32.7% following equity raised in Envestra’s Share Purchase Plan offer.
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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2011
Business segment performance
APA’s operations and financial result in the current period reflects growth across all business segments.
Statutory reported revenue and EBITDA performance of APA’s business segments is tabled below.
| Half year ended | 31 Dec 2011 | 31 Dec 2010 | Changes | Changes |
|---|---|---|---|---|
| $000 | $000 | $000 | % | |
| Revenue Energy Infrastructure Queensland New South Wales Victoria South Australia Western Australia Northern Territory |
86,165 71,902 84,320 1,036 85,907 10,765 |
83,270 64,318 78,578 1,013 70,619 6,780 |
2,895 7,584 5,742 23 15,288 3,985 |
3.5 11.8 7.3 2.3 21.6 58.8 |
| Energy Infrastructure total Asset Management Energy Investments |
340,095 34,145 22,893 |
304,578 32,102 16,241 |
35,517 2,043 6,652 |
11.7 6.4 41.0 |
| Total segment revenue | 397,133 | 352,921 | 44,212 | 12.5 |
| Share of EII2 investment allowance benefit(1) Pass-through revenue Unallocated revenue |
- 130,873 2,446 |
9,839 184,899 7,049 |
(9,839) (54,026) (4,603) |
(29.2) (65.3) |
| Total revenue | 530,452 | 554,708 | (24,256) | (4.4) |
| EBITDA Energy Infrastructure Queensland New South Wales Victoria South Australia Western Australia Northern Territory |
61,006 60,168 66,083 691 60,341 4,189 |
54,859 52,921 61,139 816 47,223 1,362 |
6,147 7,247 4,944 (125) 13,118 2,827 |
11.2 13.7 8.1 (15.3) 27.8 207.6 |
| Energy Infrastructure total Asset Management Energy Investments |
252,478 13,951 22,898 |
218,320 19,471 16,241 |
34,158 (5,520) 6,657 |
15.6 (28.3) 41.0 |
| Total segment EBITDA | 289,327 | 254,032 | 35,295 | 13.9 |
| Profit on sale, less transaction costs(2) Share of EII2 investment allowance benefit(1) |
(10,435) - |
- 9,839 |
(10,435) (9,839) |
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| Total EBITDA | 278,892 | 263,871 | 15,021 | 5.7 |
(1) APA’s equity accounted share of the Investment Allowance Concession benefit recognised on the commencement of generation of the North Brown Hill Wind Farm in 2010.
(2) Profit on the sale of APA Gas Network business (Allgas) less transaction costs.
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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2011
Energy Infrastructure
The Energy Infrastructure segment contributed 86% of revenue and 87% of EBITDA. Revenue (excluding pass-through revenue) was $340.1 million, an increase of 11.7% on the pcp of $304.6 million. EBITDA increased by 15.6% to $252.5 million on the pcp of $218.3 million.
The following key factors contributed to this result:
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Western Australia experienced the greatest increase, primarily as a result of the inclusion of the first six month contribution of the Emu Downs wind farm business;
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New South Wales increase in revenue and EBITDA is mainly due to the first full six months contribution from the additional capacity sales following completion of the Young Wagga looping project;
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Victorian revenue and EBITDA increase reflects the annual increase in tariffs, offset by lower gas volumes through the Victorian Transmission System due to milder weather;
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Queensland EBITDA increase includes partial recovery of flood repair costs; and
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Northern Territory reflects the first six months ownership and operation of the Amadeus Gas Pipeline (previously leased by APA).
APA continues to focus on the operation, development and enhancement of its gas transmission and distribution assets across mainland Australia.
Queensland
- Roma Brisbane Pipeline APA progressed the $50 million expansion of the pipeline which will increase capacity by approximately 10%. The project includes additional compression, pipeline pressure upgrades and augmentation of the pipeline in the Brisbane metropolitan area, and is scheduled to be completed in the second half of the 2012 calendar year. The additional capacity has been substantially contracted under long term transportation agreements with an energy retailer and a major industrial gas user.
The project to repair damage to the pipeline easement caused by the 2011 floods neared completion, with final work delayed due to wet weather. During the current period APA recovered some of the repair cost from its insurance provider.
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APA Gas Network, Queensland In December 2011 APA divested its Queensland Gas Network business into the newly established joint venture GDI (EII) Pty Limited. Refer to page 9 for additional information on the transaction.
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Carpentaria Gas Pipeline and Diamantina Power Station In October 2011 APA announced that it will jointly develop the Diamantina Power Station at Mount Isa with AGL Energy. The 242 MW gas fired power station will be supplied with gas via the Carpentaria Gas Pipeline. The power station is underpinned by 17-year energy supply agreements with Mount Isa Mines Limited, a wholly owned subsidiary of Xstrata, and Ergon Energy, the State owned regional electricity supplier. Under the arrangements, AGL has contracted transportation capacity in the Carpentaria Gas Pipeline for an initial ten year period.
The power station is being constructed under a turn-key contract with CTEC Pty Limited and is expected to be fully operational in early 2014, with the first 121 MW unit available in late 2013 and the second unit available in early 2014.
Once project financing is in place and construction of the power station is completed, APA’s investment in the power station of approximately $100 million is expected to be funded from existing unutilised facilities.
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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2011
New South Wales
- Moomba Sydney Pipeline
Work continued on the $100 million five-year capacity expansion program of the Moomba Sydney Pipeline. Capital expenditure for current period was $10 million, bringing the total spent thus far to $66 million.
Victoria and South Australia
- Victorian Transmission System Total gas volume transported through the Victorian Transmission System was lower in the current period at 125.1 PJ, down 6.1% on the pcp (133.2 PJ) due to milder weather. Peak day of 1,151 TJ was also down 3.1% on the pcp (1,188 TJ).
APA continued work on capital projects which provide both additional capacity and security of supply for the Victorian Gas Transmission System. These projects include installation of additional compression at Euroa and construction of the Western Outer Ring Main expansion at Sunbury, with funding included in the system’s regulatory arrangements.
Western Australia
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Goldfields Gas Pipeline
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In December 2011 and January 2012, APA announced two new capacity expansions on the pipeline totalling 44TJ/day, an increase of 28% of the pipeline’s capacity. These expansions are underpinned by a new 20-year gas transportation agreement with Rio Tinto and a new 15-year gas transportation agreement with the Mount Newman Joint Venture (85% BHP Billiton).
The expansion work will primarily involve the upgrade of compression at two existing compressor stations (Yarraloola and Paraburdoo) and the construction of two new compressor stations (Turee Creek and Newman inlet), for a total capital cost of approximately $150 million. APA is managing the construction project on behalf of the Goldfields Gas Transmission Joint Venture through which APA owns 88.2% of the Goldfields Gas Pipeline. The additional capacity will be available in 2014.
On 5 August 2010 the Economic Regulation Authority of Western Australia (ERA) released its further final decision, and installed its own access arrangement. APA has since pursued the merits review process under the regulatory framework. Refer to ‘Regulatory matters’ on page 10 of this report for additional information.
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Mondarra Gas Storage Facility
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APA is expanding its Mondarra Gas Storage Facility following execution of a foundation contract for storage capacity with Verve Energy in May 2011. Construction work on the surface facilities, which includes pipeline interconnects and treatment plants commenced during the current period.
Completion of the expanded capacity is scheduled for 2013. The facility will continue to operate its existing contracted storage services during the expansion period.
The expansion will provide APA’s customers with supply options and flexibility to better manage their gas supply and demand portfolios.
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Emu Downs wind farm
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In June 2011, APA acquired the Emu Downs wind farm and development site in Western Australia. The 80 MW wind farm has been in operation since 2006 and is located 200 km north of Perth, 10 kilometres from APA’s existing Parmelia Gas Pipeline. The total output of the 80 MW wind farm - both the electricity and Renewable Energy Certificates (RECs) – is contracted for the remaining operating life of this asset of approximately 19 years.
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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2011
The first six months of financial and operational performance of the wind farm under APA’s ownership has been in line with acquisition metrics.
Northern Territory
- Amadeus Gas Pipeline
APA acquired the Amadeus Gas Pipeline and associated infrastructure for $63 million in June 2011. The acquisition is supported by a new long term gas transportation agreement between APA and Power and Water Corporation, the Northern Territory’s government-owned electricity provider.
On 20 July 2011, the Australian Energy Regulator released its final decision on APA’s access arrangement proposal for the Amadeus Gas Pipeline. Further information is found on page 10 under ‘Regulatory matters’.
Asset Management
APA provides asset management and operational services to the majority of its energy investments and a number of third parties. Its main customers are Envestra, Ethane Pipeline Income Fund, SEA Gas Pipeline, Energy Infrastructure Investments and the recently established unlisted joint venture GDI. Asset management services are provided to these customers under long term contracts.
Revenue (excluding pass-through revenue) increased by $2.0 million to $34.1 million. However EBITDA decreased by $5.5 million to $14.0 million as a result of a lower level of customer contributions received relative to the pcp.
Energy Investments
APA has an interest in a number of energy investments across Australia, including Envestra Limited, SEA Gas Pipeline, Energy Infrastructure Investments, Ethane Pipeline Income Fund, EII2 (investment in the North Brown Hill wind farm), GDI and Hastings Diversified Utilities Fund (HDF). APA holds a number of roles in respect of the majority of these investments, in addition to its ownership interest.
All investments are equity accounted, with the exception of APA’s interests in Ethane Pipeline Income Fund and Hastings Diversified Utilities Fund.
EBITDA increased by 41.0% to $22.9 million, up from $16.2 million in the pcp, mainly due to an increase in Envestra’s profitability.
APA participated in Envestra’s Distribution Reinvestment Plan in October 2011, with the total value of distributions reinvested of $14.1 million, but did not participate in Envestra’s Share Purchase Plan offer in November 2011. Consequently, as at 31 December 2011, APA’s interest in Envestra is 32.7%.
Sale of APA Gas Network business and establishment of GDI
On 14 December 2011, APA announced the sale of its Queensland Gas Network business (Allgas) into a minority-owned joint venture, GDI (EII) Pty Limited. APA retains a 20% equity interest in GDI, with equity partners Marubeni Corporation and RREEF each holding a 40% interest. APA also remains as asset manager and operator of the network under a 10-year asset management agreement, with two 5-year extension options. Financial close occurred on 16 December 2011.
The net enterprise value (after transaction costs) of the new joint venture is $526 million, with equity contributions totalling $247 million and a new three and five-year, non-recourse project debt facility of $310 million.
The net funds released from the sale of $478 million have been used to repay current APA debt and provide further headroom to support APA’s growth strategy. APA recorded a $12.1 million profit on sale before transaction costs. After taking transaction costs of $22.5 million (including stamp duty) into account, APA reported a loss of $10.4 million in respect of the transaction.
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Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2011
Regulatory matters
Key regulatory matters addressed during the current period included:
Goldfields Gas Pipeline access arrangement
On 5 August 2010 the Economic Regulation Authority of Western Australia (ERA) released its further final decision and installed its own access arrangement. APA, on behalf of the Goldfields Gas Pipeline owners, pursued a merits review of the ERA’s decision. While the process is ongoing, it has achieved favourable outcomes on some of the matters pursued, including coverage tests for expansion of pipeline capacity and cost allocation methodology.
Roma Brisbane Pipeline access arrangement
On 12 October 2011, APA submitted a revised access arrangement proposal for the Roma to Brisbane Pipeline to the Australian Energy Regulator (AER). The AER is currently assessing the proposal and its draft decision is expected during April 2012.
Amadeus Gas Pipeline access arrangement
At the conclusion of the access arrangement review process the AER approved and published its own access arrangement and access arrangement information for the Amadeus Gas Pipeline on 27 July 2011. The gas transportation agreement between APA and Power and Water Corporation is not impacted by this access arrangement.
Allgas access arrangement
APA successfully pursued a merits review of the AER’s decision on debt risk premium allowed as part of the rate of return applicable in the July 2011 access arrangement decision.
Proposed changes to the National Gas Rules
In October 2011 the AER proposed amendments to the National Gas Rules that would change the process and methodology to determine the allowed rate of return. APA, together with other industry participants, is vigorously opposing the proposed amendments.
Environmental reporting
In October 2011, APA complied with Australia’s National Greenhouse and Energy Reporting obligations for the 2011 financial year.
APA’s performance on two key measures is set out in the following table:
| Financial year | 2011 | 2010 | Change | Change |
|---|---|---|---|---|
| Scope 1 CO2 emissions (tonnes) Energyconsumption(GJ) |
297,099 3,361,679 |
305,076 3,248,069 |
(7,977) 113,610 |
(2.6)% 3.5 % |
Impact of carbon policy
The impact of the recently legislated Federal carbon policy, Clean Energy Future, will depend on the final form of its draft regulations. However, APA expects its carbon costs exposure will be immaterial. APA expects to recover all carbon related costs from its regulated assets under the access arrangement review process. For non-regulated assets, APA has implemented changes to its contracts with carbon pass-through clauses included in all new contracts.
10
Australian Pipeline Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2011
Auditor’s independence declaration
A copy of the Auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is included on page 32.
Rounding of amounts
APA is an entity of the kind referred to in ASIC Class Order 98/0100, dated 10 July 1998, and in accordance with that Class Order amounts in the directors’ report and the financial report are rounded to the nearest thousand dollars, unless otherwise indicated.
Signed in accordance with a resolution of the directors of the Responsible Entity made pursuant to section 306(3) of the Corporations Act 2001.
On behalf of the directors
==> picture [187 x 51] intentionally omitted <==
==> picture [181 x 68] intentionally omitted <==
Leonard Bleasel AM Chairman
Robert Wright Director
SYDNEY, 22 February 2012
11
Australian Pipeline Trust
Condensed Consolidated Statement of Comprehensive Income
For the half year ended 31 December 2011
| 31 Dec | 31 Dec | ||
|---|---|---|---|
| 2011 | 2010 | ||
| Note | $000 | $000 | |
| Continuing operations | |||
| Revenue | 3 | 514,112 | 535,382 |
| Share of net profits of associates and jointly controlled entities | |||
| accounted for using the equity method | 3 | 16,340 | 19,326 |
| 530,452 | 554,708 | ||
| Asset operation and management expensesa | (63,416) | (44,022) | |
| Depreciation and amortisation expense | 4 | (56,265) | (44,880) |
| Other operating costs - pass-through | 4 | (130,873) | (184,899) |
| Finance costs | 4 | (134,147) | (131,592) |
| Employee benefit expense | (48,707) | (47,098) | |
| Other expenses | (6,118) | (7,770) | |
| Profit before tax | 90,926 | 94,447 | |
| Income tax expense | (24,906) | (24,192) | |
| Profit for theperiod | 66,020 | 70,255 | |
| Other comprehensive income, net of income tax | |||
| Gain on available-for-sale investments taken to equity | 52,115 | 39,682 | |
| Transfer of (gain)/loss on cash flow hedges to profit or loss | (35,969) | 156,274 | |
| Gain/(loss) on cash flow hedges taken to equity | 2,066 | (170,716) | |
| Gain/(loss) on associate hedges taken to equity | (9,570) | 4,464 | |
| Actuarial (loss)/gain on defined benefit plan | (17,409) | 4,474 | |
| Income tax relating to components of other comprehensive income | 2,686 | (9,271) | |
| Other comprehensive income for the period (net of tax) | (6,081) | 24,907 | |
| Total comprehensive income for theperiod | 59,939 | 95,162 | |
| Profit attributable to: | |||
| Equityholders of the parent | 41,220 | 49,549 | |
| Minority interest - APT Investment Trust equityholders | 24,797 | 20,629 | |
| APA stapled securityholders | 66,017 | 70,178 | |
| Minority interest - other | 3 | 77 | |
| 66,020 | 70,255 | ||
| Total comprehensive income attributable to: | |||
| Equityholders of the parent | 34,956 | 74,358 | |
| Minority interest - APT Investment Trust equityholders | 24,980 | 20,727 | |
| APA stapled securityholders | 59,936 | 95,085 | |
| Minority interest - other | 3 | 77 | |
| 59,939 | 95,162 | ||
| Earnings per security | |||
| Basic and diluted(centsper security) | 10 | 10.4 | 12.8 |
| Diluted earnings per security is exactly the same as basic earnings per security. |
(a) Revenue of $29.8 million (2010: $28.5 million), expenses of $10.5 million (2010: $10.7 million), profit before income tax of $13.4 million (2010: $11.7 million), profit after income tax of $9.5 million (2010: $8.2 million) are attributable to the Allgas business which was divested into the APA minority owned unlisted investment vehicle GDI (EII) Pty Ltd in December 2011. Within Asset operation and management expenses a significant item of $10.4 million results from transaction costs incurred on the divestment of the APA Gas Networks business of $22.5 million offsetting a gain on sale of $12.1 million.
The above condensed consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
12
Australian Pipeline Trust Condensed Consolidated Statement of Financial Position
As at 31 December 2011
| 31 Dec | 30 Jun | |
|---|---|---|
| 2011 | 2011 | |
| $000 | $000 | |
| Current assets | ||
| Cash and cash equivalents | 364,975 | 95,368 |
| Trade and other receivables | 169,279 | 145,698 |
| Other financial assets | 119 | - |
| Inventories | 10,871 | 11,076 |
| Other | 2,428 | 3,357 |
| Total current assets | 547,672 | 255,499 |
| Non-current assets | ||
| Receivables | 24,086 | 25,860 |
| Other financial assets | 257,052 | 182,282 |
| Investments accounted for using the equity method | 522,293 | 479,409 |
| Property, plant and equipment | 3,332,666 | 3,768,342 |
| Goodwill | 411,081 | 515,344 |
| Other intangible assets | 189,557 | 192,903 |
| Other | 8,895 | 7,966 |
| Total non-current assets | 4,745,630 | 5,172,106 |
| Total assets | 5,293,302 | 5,427,605 |
| Current liabilities | ||
| Trade and other payables | 132,457 | 135,651 |
| Borrowings | 230,000 | 900,000 |
| Other financial liabilities | 46,281 | 44,986 |
| Provisions | 54,369 | 54,731 |
| Other | 348 | 2,347 |
| Total current liabilities | 463,455 | 1,137,715 |
| Non-current liabilities | ||
| Borrowings | 2,572,663 | 1,990,446 |
| Other financial liabilities | 259,592 | 263,786 |
| Deferred tax liabilities | 299,650 | 336,171 |
| Provisions | 45,783 | 30,840 |
| Other | 3,939 | 802 |
| Total non-current liabilities | 3,181,627 | 2,622,045 |
| Total liabilities | 3,645,082 | 3,759,760 |
| Net assets | 1,648,220 | 1,667,845 |
The above condensed consolidated statement of financial position should be read in conjunction with the accompanying notes.
13
Australian Pipeline Trust Condensed Consolidated Statement of Financial Position
As at 31 December 2011
| 31 Dec | 30 Jun | ||
|---|---|---|---|
| 2011 | 2011 | ||
| Note | $000 | $000 | |
| Equity | |||
| Australian Pipeline Trust equity: | |||
| Issued capital | 8 | 1,161,353 | 1,192,779 |
| Reserves | 9 | 60,821 | 54,899 |
| Retained earnings | 29,034 | 19,054 | |
| Equity attributable to securityholders of the parent | 1,251,208 | 1,266,732 | |
| Minority interests: | |||
| APT Investment Trust: | |||
| Issued capital | 8 | 371,402 | 382,001 |
| Reserves | 9 | 717 | 534 |
| Retained earnings | 24,797 | 18,295 | |
| Equity attributable to securityholders of APT Investment Trust | 396,916 | 400,830 | |
| Other minority interest | 96 | 283 | |
| Total minority interests | 397,012 | 401,113 | |
| Total equity | 1,648,220 | 1,667,845 |
The above condensed consolidated statement of financial position should be read in conjunction with the accompanying notes.
14
Australian Pipeline Trust Condensed Consolidated Statement of Changes in Equity
For the half year ended 31 December 2011
| Consolidated | |||
|---|---|---|---|
| Australian Pipeline Trust | APT Investment Trust | Total Other minority interest |
|
| Available- for-sale Attributable Asset Investment to owner Issued Revaluation Revaluation Hedging Retained of the Capital Reserve Reserve Reserve earnings parent $000 $000 $000 $000 $000 $000 |
Available- for-sale Investment APT Issued Revaluation Retained Investment Capital Reserve earnings Trust $000 $000 $000 $000 |
Other Issued Retained Minority Capital Other earnings Interest $000 $000 $000 $000 $000 |
|
| Balance at 1 July 2010 Profit for the period Other comprehensive income |
984,936 8,669 (3,032) 54,318 9,364 1,054,255 - - - - 49,549 49,549 - - 28,662 (6,985) 3,132 24,809 |
320,931 (101) 19,928 340,758 - - 20,629 20,629 - 98 - 98 |
4 1 127 132 1,395,145 - - 77 77 70,255 - - - - 24,907 |
| Total comprehensive income for the period Payment of distributions Issued under distribution reinvestment plan Issue cost of securities Capital return to shareholders |
- - 28,662 (6,985) 52,681 74,358 - - - - (9,364) (9,364) 26,133 - - - - 26,133 (99) - - - - (99) (46,552) - - - - (46,552) |
- 98 20,629 20,727 - - (19,928) (19,928) 8,446 2 - 8,446 (33) - - (33) (16,350) - - (16,350) |
- - 77 77 95,162 - - (138) (138) (29,430) - - - - 34,579 - - - - (132) - - - - (62,902) |
| Balance at 31 December 2010 | 964,418 8,669 25,630 47,333 52,681 1,098,731 |
312,994 (3) 20,629 333,620 |
4 1 66 71 1,432,422 |
| Balance at 1 July 2011 Profit for the period Other comprehensive income |
1,192,779 8,669 18,227 28,003 19,054 1,266,732 - - - - 41,220 41,220 - - 36,353 (30,431) (12,186) (6,264) |
382,001 534 18,295 400,830 - - 24,797 24,797 - 183 - 183 |
4 1 278 283 1,667,845 - - 3 3 66,020 - - - - (6,081) |
| Total comprehensive income for the period Payment of distributions Issued under Distribution Reinvestment plan Issue cost of securities Capital return to shareholders |
- - 36,353 (30,431) 29,034 34,956 - - - - (19,054) (19,054) 15,381 - - - - 15,381 (46) - - - - (46) (46,761) - - - - (46,761) |
- 183 24,797 24,980 - - (18,295) (18,295) 4,866 - - 4,866 (16) - - (16) (15,449) - - (15,449) |
- - 3 3 59,939 - - (190) (190) (37,539) - - - - 20,247 - - - - (62) - - - - (62,210) |
| Balance at 31 December 2011 | 1,161,353 8,669 54,580 (2,428) 29,034 1,251,208 |
371,402 717 24,797 396,916 |
4 1 91 96 1,648,220 |
The above condensed consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
15
Australian Pipeline Trust Condensed Consolidated Statement of Cash Flows
For the half year ended 31 December 2011
| 31 Dec | 31 Dec | |
|---|---|---|
| 2011 | 2010 | |
| $000 | $000 | |
| Cash flows from operating activities | ||
| Receipts from customers | 550,715 | 593,963 |
| Payments to suppliers and employees | (301,540) | (347,154) |
| Dividends received | 22,588 | 22,407 |
| Proceeds from repayment of finance leases | 1,464 | 2,643 |
| Interest received | 2,871 | 3,576 |
| Interest and other costs of finance paid | (118,991) | (105,624) |
| Net cash provided by operating activities | 157,107 | 169,811 |
| Cash flows from investing activities | ||
| Payments for property, plant and equipment | (93,138) | (106,094) |
| Proceeds from sale of property, plant and equipment | 360 | 100 |
| Payments for available-for-sale investments | (11,669) | (22,446) |
| Payments for equity accounted investments | (14,052) | (59,274) |
| Payments for controlled entities | (5,679) | (3,827) |
| Proceeds from sale of businesses | 478,276 | 3,411 |
| Net cash provided by/(used in)by investing activities | 354,098 | (188,130) |
| Cash flows from financing activities | ||
| Proceeds from borrowings | 1,309,873 | 511,600 |
| Repayments of borrowings | (1,460,500) | (454,970) |
| Proceeds from issue of securities | 20,247 | 34,578 |
| Payment of debt issue costs | (11,408) | (2,396) |
| Payments of security issue costs | (61) | (132) |
| Distributions paid to: | ||
| Securityholders of APT | (65,815) | (55,916) |
| Securityholders of minority interests - APTIT | (33,744) | (36,278) |
| Other minority interest | (190) | (138) |
| Net cash used in financing activities | (241,598) | (3,652) |
| Net increase in cash and cash equivalents | 269,607 | (21,971) |
| Cash and cash equivalents at beginning of financial period | 95,368 | 80,940 |
| Cash and cash equivalents at end of financialperiod | 364,975 | 58,969 |
The above condensed consolidated statement of cash flows should be read in conjunction with the accompanying notes.
16
Australian Pipeline Trust Notes to the condensed consolidated financial statements
For the half year ended 31 December 2011
1. Significant accounting policies
Reporting Entities
In accordance with Interpretation 1002 "Post-Date-of-Transaction Stapling Arrangements", APT and APTIT are required to identify one of them as the acquirer and the parent under the stapling arrangements. APT is the acquirer and the parent. Accordingly for accounting purposes the interests of APTIT securityholders are treated as minority interests in APA.
Statement of compliance
The half year financial report is a general purpose financial report prepared in accordance with the Corporations Act 2001 and AASB 134 'Interim Financial Reporting'. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 ‘Interim Financial Reporting’. The half year financial report does not include notes of the type normally included in an annual financial report and should be read in conjunction with the most recent annual financial report.
Basis of preparation
The condensed consolidated financial statements have been prepared on the basis of historical cost, except for the revaluation of certain non-current assets and financial instruments. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented in Australian dollars, unless otherwise noted.
The consolidated entity is an entity of the kind referred to in ASIC Class Order 98/0100, dated 10 July 1998 and in accordance with that Class Order amounts in the Directors' report and the half year financial report are rounded to the nearest thousand dollars ($000) unless otherwise indicated.
The accounting policies and methods of computation adopted in the preparation of the half year financial report are consistent with those adopted and disclosed in the entity’s 2011 annual financial report for the financial year ended 30 June 2011, except for the impact of the Standards and Interpretations described below. These accounting policies are consistent with Australian Accounting Standards and with International Financial Reporting Standards.
Working capital position
The working capital position as at 31 December 2011 for the Consolidated Entity is a surplus of current assets over current liabilities. As at June 2011, there was a surplus of current liabilities over current assets of $888.6 million primarily as a result of syndicated facilities of $900 million due to mature on 8 June 2012. On 3 November 2011, APA announced the completion of a $1.45 billion 2, 3 and 4 year syndicated debt facility to refinance that debt and another syndicated facility which was otherwise due to mature in July 2013. As at 31 December 211, APA had repaid $670 million of that facility and retained cash sufficient to make the final repayment of $230 million on 9 January 2012.
The Directors continually monitor the Group's working capital position, including forecast working capital requirements and have ensured that there are appropriate refinancing strategies and adequate committed funding facilities in place to accommodate debt repayments as and when they fall due.
17
Australian Pipeline Trust Notes to the condensed consolidated financial statements
For the half year ended 31 December 2011
1. Significant accounting policies
Adoption of new and revised Accounting Standards
In the current year, the consolidated entity has adopted all of the new and revised Standards and Interpretations issued by the AASB that are relevant to its operations and effective for the current reporting periods.
New and revised Standards and amendments thereof and Interpretations effective for the current reporting period that are relevant for the consolidated entity include:
-
Amendments to AASB 7, 101, 134 as a consequence of "AASB 2010-4. Further Amendments to Australian Accounting Standards arising from the Annual Improvements Projects".
-
Amendments to "Interpretation 14 AASB 119 - The limit on a Defined Benefit Asset, Minimum Funding Requirements and their interaction" as a consequence of "AASB 2009-14. Further Amendments to Australian Interpretation - Prepayments of a Minimum Funding Requirement".
-
AASB 2010-5 introduces amendments into Accounting standards that are equivalent to those made by the IASB under its program of annual improvements to its standards.
-
AASB 2010-6 introduces amendments into AASB 7 "Financial Instruments: Disclosures' resulting from the IASB's comprehensive review of off balance sheet activities.
The adoption of these amendments has not resulted in any changes to the consolidated entity's accounting policies and has no effect on the amounts reported for the current or prior periods. The new and revised Standards and Interpretations has not had a material impact and not resulted in changes to the consolidated entity's presentation of, or disclosure in, its half year financial statements.
Critical accounting judgements and key sources of estimation uncertainty
In the application of the consolidated entity's accounting policies, managements is required to make judgements, estimates and assumptions about the carrying value of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
Impairment of assets
Determining whether property, plant and equipment, identifiable intangible assets, equity accounted investments and goodwill is impaired requires an estimation of the value-in-use of the cash-generating units. The value-in-use calculation requires the Consolidated Entity to estimate the future cash flows expected to arise from cash-generating units and suitable discount rates in order to calculate the present value of cash-generating units.
Estimates and assumptions used are reviewed on an ongoing basis.
Determining whether available-for-sale investments are impaired requires an assessment as to whether declines in value are significant or prolonged. Management has taken into account a number of qualitative and quantitative factors in making this assessment. An assessment that the decline in value represented an impairment would result in the transfer of the decrement from reserves to the income statement.
Useful lives of non-current assets
The Consolidated Entity reviews the estimated useful lives of property, plant and equipment at the end of each annual reporting period. Any reassessment of useful lives in a particular year will affect the depreciation or amortisation expense.
Comparative figures
Where necessary to facilitate comparison, comparative figures have been adjusted to conform with changes in presentation in the current period.
18
Australian Pipeline Trust
Notes to the condensed consolidated financial statements (continued)
For the half year ended 31 December 2011
2. Segment information
AASB 8 requires operating segments to be identified on the basis of internal reports about components of the consolidated entity that are regularly reviewed by the chief operating decision maker in order to allocate resources to the segment and assess its performance.
The Consolidated Entity operates in one geographical segment, being Australia.
(a) Description of reportable segments
The Consolidated Entity comprises the following reportable segments:
-
Energy infrastructure;
-
asset management; and
-
energy investments.
19
Australian Pipeline Trust
Notes to the condensed consolidated financial statements (continued) For the half year ended 31 December 2011
2. Segment information
Information regarding these segments is included below. The following is an analysis of the Group's revenues by reportable operating segment for periods under review:
(b) Reportable segments
| (b) Reportable segments | ||||
|---|---|---|---|---|
| Energy | Asset | Energy | ||
| Infrastructure (a) | management | investments | Consolidated | |
| Halfyear ended 31 December 2011 | $000 | $000 | $000 | $000 |
| Segment revenue(b) | ||||
| External sales revenue | 338,649 | 34,145 | 100 | 372,894 |
| Equity accounted net profits | - | - | 16,340 | 16,340 |
| Pass-through revenue | 2,400 | 128,473 | - | 130,873 |
| Finance lease and investment interest income | 1,446 | - | 882 | 2,328 |
| Distributions - other entities | - | - | 5,571 | 5,571 |
| Total segment revenue | 342,495 | 162,618 | 22,893 | 528,006 |
| Other interest income | 2,446 | |||
| Consolidated revenue | 530,452 | |||
| Segment result | ||||
| Earnings before interest, tax, depreciation and | ||||
| amortisation ("EBITDA") | 240,597 | 13,951 | 5,676 | 260,224 |
| Share of net profits of associates and jointly controlled | ||||
| entities accounted for using the equity method | - | - | 16,340 | 16,340 |
| Finance lease and investment interest income | 1,446 | - | 882 | 2,328 |
| Total EBITDA | 242,043 | 13,951 | 22,898 | 278,892 |
| Depreciation and amortisation | (53,933) | (2,332) | - | (56,265) |
| Earnings before interest and tax ("EBIT") | 188,110 | 11,619 | 22,898 | 222,627 |
| Net finance costs(c) | (131,701) | |||
| Profit before tax | 90,926 | |||
| Income tax expense | (24,906) | |||
| Profit for theperiod | 66,020 | |||
| The following is an analysis of the Group's assets by reportable operating segment | ||||
| Segment assets as at 31 December 2011 | ||||
| Segment assets | 3,881,059 | 262,990 | 261,866 | 4,405,915 |
| Carrying value of investments accounted for using the | ||||
| equity method | - | - | 522,293 | 522,293 |
| Unallocated assets(d) | 365,094 | |||
| Total assets as 31 December 2011 | 5,293,302 |
(a) Revenue of $29.8 million (2010: $28.5 million), expenses of $10.5 million (2010: $10.7 million), profit before income tax of $13.4 million (2010: $11.7 million), profit after income tax of $9.5 million (2010: $8.2 million) are attributable to the Allgas business which was divested into the APA minority owned unlisted investment vehicle GDI (EII) Pty Ltd in December 2011. Within Asset operation and management expenses a significant item of $10.4 million results from transaction costs incurred on the divestment of the APA Gas Networks business of $22.5 million offsetting a gain on sale of $12.1 million.
(b) The revenue reported above represents revenue generated from external customers, any intersegment sales were immaterial.
(c) Excluding finance lease income and any gains or losses on revaluation of derivatives which have been included as part of EBIT for segment reporting purposes.
(d) Unallocated assets consist of cash and cash equivalents, current tax assets, fair value of interest rate swaps and foreign exchange contracts.
20
Australian Pipeline Trust
Notes to the condensed consolidated financial statements (continued)
For the half year ended 31 December 2011
2. Segment information
| Energy | Asset | Energy | ||
|---|---|---|---|---|
| Infrastructure | management | investments | Consolidated | |
| Halfyear ended 31 December 2010 | $000 | $000 | $000 | $000 |
| Segment revenue(a) | ||||
| External sales revenue | 303,411 | 32,102 | 174 | 335,687 |
| Equity accounted net profits | - | - | 19,326 | 19,326 |
| Pass-through revenue | 87,206 | 97,693 | - | 184,899 |
| Finance lease and investment interest income | 1,167 | - | 744 | 1,911 |
| Distributions - other entities | - | - | 5,836 | 5,836 |
| Total segment revenue | 391,784 | 129,795 | 26,080 | 547,659 |
| Other interest income | 7,049 | |||
| Consolidated revenue | 554,708 | |||
| Segment result | ||||
| Earnings before interest, tax, depreciation and | ||||
| amortisation ("EBITDA") | 217,152 | 19,471 | 6,010 | 242,633 |
| Share of net profits of associates and jointly controlled | ||||
| entities accounted for using the equity method | - | - | 19,326 | 19,326 |
| Finance lease and investment interest income | 1,167 | - | 744 | 1,911 |
| Total EBITDA | 218,319 | 19,471 | 26,080 | 263,870 |
| Depreciation and amortisation | (42,594) | (2,286) | - | (44,880) |
| Earnings before interest and tax ("EBIT") | 175,725 | 17,185 | 26,080 | 218,990 |
| Net finance costs(b) | (124,543) | |||
| Profit before tax | 94,447 | |||
| Income tax expense | (24,192) | |||
| Profit for theyear | 70,255 | |||
| The following is an analysis of the Group's assets by reportable | operating segment | |||
| Segment assets as at 30 June 2011 | ||||
| Segment assets | 4,430,652 | 235,219 | 186,957 | 4,852,828 |
| Carrying value of investments accounted for using the | ||||
| equity method | - | - | 479,409 | 479,409 |
| Unallocated assets(c) | 95,368 | |||
| Total assets as at 30 June 2011 | 5,427,605 |
(a) The revenue reported above represents revenue generated from external customers, any intersegment sales were immaterial.
(b) Excluding finance lease income and any gains or losses on revaluation of derivatives which have been included as part of EBIT for segment reporting purposes.
(c) Unallocated assets consist of cash and cash equivalents, current tax assets, fair value of interest rate swaps and foreign exchange contracts.
21
Australian Pipeline Trust Notes to the condensed consolidated financial statements (continued) For the half year ended 31 December 2011
3. Revenue
An analysis of the Consolidated Entity's revenue for the year is as follows:
| An analysis of the Consolidated Entity's revenue for the year is as follows: | ||
|---|---|---|
| Continuing operations | ||
| 31 Dec | 31 Dec | |
| 2011 | 2010 | |
| $000 | $000 | |
| Operating revenue | ||
| Energy infrastructure revenue: | ||
| ●Energy infrastructure revenue | 338,384 | 303,151 |
| ●pass-through revenue | 2,400 | 87,206 |
| 340,784 | 390,357 | |
| Asset management revenue: | ||
| ●asset management revenue | 34,145 | 32,102 |
| ●pass-through revenue | 128,473 | 97,693 |
| 162,618 | 129,795 | |
| Energy investments | 100 | 174 |
| 503,502 | 520,326 | |
| Share of net profits of associates and jointly controlled entities accounted for using | ||
| the equity method | 16,340 | 19,326 |
| Finance income | ||
| Interest | 2,446 | 7,049 |
| Redeemable ordinary shares (EII) interest income | 882 | 744 |
| Finance lease income | 1,446 | 1,167 |
| 4,774 | 8,960 | |
| Dividends | ||
| Other entities | 5,571 | 5,836 |
| 5,571 | 5,836 | |
| Other income | ||
| Rental income | 265 | 260 |
| 265 | 260 | |
| 530,452 | 554,708 |
22
Australian Pipeline Trust Notes to the condensed consolidated financial statements (continued) For the half year ended 31 December 2011
4. Expenses
Profit before tax includes the following expenses:
| Profit before tax includes the following expenses: | ||
|---|---|---|
| 31 Dec | 31 Dec | |
| 2011 | 2010 | |
| $000 | $000 | |
| Depreciation and amortisation expense | ||
| Depreciation of non-current assets | 53,437 | 42,030 |
| Amortisation of non-current assets | 2,828 | 2,850 |
| 56,265 | 44,880 | |
| Other operating costs - pass-through | ||
| Operating lease rental expenses | - | 9,626 |
| Gas pipeline costs | 2,400 | 77,580 |
| 2,400 | 87,206 | |
| Management, operating and maintenance costs | 128,473 | 97,693 |
| 130,873 | 184,899 | |
| Finance costs | ||
| Interest on bank overdrafts and borrowings | 118,852 | 120,466 |
| Amortisation of deferred borrowing costs | 13,161 | 5,939 |
| Finance lease charges | - | 32 |
| Other finance costs | 5,257 | 6,870 |
| 137,270 | 133,307 | |
| Less: amounts included in the cost of qualifying assets | (3,719) | (3,101) |
| 133,551 | 130,206 | |
| Loss/(gain) on fair value of other derivatives | 263 | 287 |
| Unwinding of discount on non-current provisions | 333 | 1,099 |
| 134,147 | 131,592 |
5. Significant items
Individually significant revenue/(expenses) included in profit after related income tax expense are as follows:
| Individually significant revenue/(expenses) included in profit after related income | tax expense are as follows: | |
|---|---|---|
| 31 Dec | 31 Dec | |
| 2011 | 2010 | |
| $000 | $000 | |
| Significant items | ||
| Profit on sale of Allgas Distribution Network before transaction costs | 12,085 | - |
| Less: Transactions costs | (22,520) | - |
| Loss on sale of Allgas Distribution Network after transaction costs | (10,435) | - |
| Equity accounted share of EII2 investment allowance benefit | - | 9,839 |
| (Loss)/profit from significant items before related income tax | (10,435) | 9,839 |
| Income tax related to significant items above | - | (2,952) |
| Loss/profit from significant items after related income tax | (10,435) | 6,887 |
23
Australian Pipeline Trust Notes to the condensed consolidated financial statements (continued) For the half year ended 31 December 2011
6. Distributions
| Recognised amounts | 31 Dec | 11 | 31 Dec 10 | |
|---|---|---|---|---|
| 2011 | 2011 | 2010 | 2010 | |
| cents per | Total | cents per | Total | |
| security | $000 | security | $000 | |
| Final distribution paid on 15 September 2011 | ||||
| (2010: 15 September 2010) | ||||
| Profit distribution - APT(a) | 3.4 | 19,054 | 1.7 | 9,364 |
| Profit distribution - APTIT(a) | 3.4 | 18,295 | 3.7 | 19,928 |
| Capital distribution - APT | 8.4 | 46,761 | 8.6 | 46,552 |
| Capital distribution - APTIT | 2.7 | 15,449 | 3.0 | 16,350 |
| ~~5~~ | 17.9 | 99,559 | 17.0 | 92,194 |
| Unrecognised amounts | ||||
| Interim distribution payable on 15 March 2012 | ||||
| (2010: 17 March 2011) | ||||
| Profit distribution - APT(a) | 4.54 | 29,034 | 9.55 | 52,681 |
| Profit distribution - APTIT(a) | 3.88 | 24,797 | 3.74 | 20,629 |
| Capital distribution - APT | 6.52 | 41,655 | 2.46 | 13,592 |
| Capital distribution - APTIT | 2.06 | 13,201 | 0.75 | 4,127 |
| 17.00 | 108,687 | 16.5 | 91,029 |
(a) Profit distributions were unfranked (2010: unfranked).
The interim distribution in respect of the financial year ending 30 June 2012 has not been recognised in the half year as the distribution was not declared, determined or publicly recommended prior to 31 December 2011.
7. Notes to the cash flow statement
Reconciliation of cash and cash equivalents
For the purposes of the cash flow statement, cash and cash equivalents includes cash on hand and in banks and investments in money market instruments, net of outstanding bank overdrafts. Cash and cash equivalents at the end of the financial year as shown in the cash flow statement is reconciled to the related items in the balance sheet as follows:
| 31 Dec | 30 Jun | |
|---|---|---|
| 2011 | 2011 | |
| $000 | $000 | |
| Cash at bank and on hand(a) | 48,439 | 90,706 |
| Short-term deposits | 316,536 | 4,662 |
| 364,975 | 95,368 |
Restricted cash
(a) As at 31 December 2011, Australian Pipeline Limited held $5.0 million (2010: $5.0 million) on deposit to meet its financial requirements as the holder of an Australian Financial Services Licence.
24
Australian Pipeline Trust
Notes to the condensed consolidated financial statements (continued) For the half year ended 31 December 2011
8. Issued capital
| 31 Dec | 30 Jun | |
|---|---|---|
| 2011 | 2011 | |
| $000 | $000 | |
| APT Securities, fully paid(a) | 1,161,353 | 1,192,779 |
| 2011 | 2011 | |
| No. of | ||
| securities | ||
| 000 | $000 | |
| Movements | ||
| Balance at 1 July 2011 | 634,116 | 1,192,779 |
| Issue of securities under Distribution Reinvestment Plan | 5,219 | 15,381 |
| Issue cost of securities | - | (46) |
| Capital return to shareholders | - | (46,761) |
| Balance at 31 December 2011 | 639,335 | 1,161,353 |
| (a) Fully paid securities carry one vote per security and carry the right to distributions. | ||
| 31 Dec | 30 Jun | |
| 2011 | 2011 | |
| $000 | $000 | |
| APT Investment Trust Securities, fully paid(a) | 371,402 | 382,001 |
| 2011 | 2011 | |
| No. of | ||
| securities | ||
| 000 | $000 | |
| Movements | ||
| Balance at 1 July 2011 | 634,116 | 382,001 |
| Issue of securities under Distribution Reinvestment Plan | 5,219 | 4,866 |
| Issue cost of securities | - | (16) |
| Capital return to shareholders | - | (15,449) |
| Balance at 31 December 2011 | 639,335 | 371,402 |
(a) Fully paid securities carry one vote per security and carry the right to distributions.
25
Australian Pipeline Trust
Notes to the condensed consolidated financial statements (continued) For the half year ended 31 December 2011
8. Issued capital
| 31 Dec | 30 Jun | |
|---|---|---|
| 2010 | 2010 | |
| $000 | $000 | |
| APT Securities, fully paid~~(a)~~ | 964,418 | 984,936 |
| 2010 | 2010 | |
| No. of | ||
| securities | ||
| 000 | $000 | |
| Movements | ||
| Balance at 1 July 2010 | 542,319 | 984,936 |
| Issue of securities under Distribution Reinvestment Plan | 9,370 | 26,133 |
| Issue cost of securities | - | (99) |
| Capital return to shareholders | (46,552) | |
| Balance at 31 December 2010 | 551,689 | 964,418 |
| (a) Fully paid securities carry one vote per security and carry the right to distributions. | ||
| 31 Dec | 30 Jun | |
| 2010 | 2010 | |
| $000 | $000 | |
| APT Investment Trust Securities, fully paid~~(a)~~ | 312,994 | 320,931 |
| 2010 | 2010 | |
| No. of | ||
| securities | ||
| 000 | $000 | |
| Movements | ||
| Balance at 1 July 2010 | 542,319 | 320,931 |
| Issue of securities under Distribution Reinvestment Plan | 9,370 | 8,446 |
| Issue cost of securities | - | (33) |
| Capital return to securityholders | - | (16,350) |
| Balance at 31 December 2010 | 551,689 | 312,994 |
(a) Fully paid securities carry one vote per security and carry the right to distributions.
26
Australian Pipeline Trust
Notes to the condensed consolidated financial statements (continued) For the half year ended 31 December 2011
9. Reserves
Australian Pipeline Trust Reserves
| Australian Pipeline Trust Reserves | ||
|---|---|---|
| 31 Dec | 30 Jun | |
| 2011 | 2011 | |
| $000 | $000 | |
| Hedging | (2,428) | 28,003 |
| Asset revaluation | 8,669 | 8,669 |
| Available-for-sale investment revaluation | 54,580 | 18,227 |
| 60,821 | 54,899 | |
| Hedging reserve | ||
| Balance at beginning of financial year | 28,003 | 54,318 |
| Gain/(loss) recognised: | ||
| Interest rate swaps/currency swaps | 2,066 | (228,392) |
| Deferred tax related to gains/losses recognised | (620) | 68,517 |
| Transferred to profit or loss: | ||
| Interest rate swaps/currency swaps | (35,969) | 192,900 |
| Deferred tax related to amounts transferred to profit or loss | 10,791 | (57,870) |
| Share of hedge reserve of associate | (9,570) | (2,100) |
| Deferred tax related to share of hedge reserve | 2,871 | 630 |
| Balance at end of financialyear | (2,428) | 28,003 |
The hedging reserve represents hedging gains and losses recognised on the effective portion of cash flow hedges. The cumulative deferred gain or loss on the hedge is recognised in profit or loss when the hedged transaction impacts profit or loss, or is included as a basis adjustment to the non-financial hedge item, consistent with the applicable accounting policy.
Asset revaluation reserve
| Asset revaluation reserve | ||
|---|---|---|
| Balance at beginningof financialyear | 8,669 | 8,669 |
| Balance at end of financialyear | 8,669 | 8,669 |
The asset revaluation reserve arose on the revaluation of the existing interest in a pipeline as a result of a business combination. Where revalued pipelines are sold, that portion of the asset revaluation reserve which relates to that asset and is effectively realised, is transferred directly to retained earnings. The reserve can be used to pay distributions only in limited circumstances.
| limited circumstances. | ||
|---|---|---|
| Available-for-sale investment revaluation reserve | ||
| Balance at beginning of financial year | 18,227 | (3,032) |
| Revaluation gain recognised | 51,932 | 29,008 |
| Deferred tax related togains/losses recognised | (15,579) | (7,749) |
| Balance at end of financialyear | 54,580 | 18,227 |
The available-for-sale investment revaluation reserve arises on the revaluation of available-for-sale financial assets. Where a revalued financial asset is sold, that portion of the reserve which relates to that financial asset and is effectively realised, is recognised in profit or loss. Where a revalued financial asset is impaired, that portion of the reserve which relates to that financial asset is recognised in profit or loss.
APT Investment Trust Reserves
| Available-for-sale investment revaluation reserve: | ||
|---|---|---|
| Balance at beginning of financial year | 534 | (101) |
| Revaluationgain recognised | 183 | 635 |
| Balance at end of financialyear | 717 | 534 |
27
Australian Pipeline Trust
Notes to the condensed consolidated financial statements (continued)
For the half year ended 31 December 2011
| 10. Earnings per security | ||
|---|---|---|
| 31 Dec | 31 Dec | |
| 2011 | 2010 | |
| Basic and diluted earningsper security (cents) | 10.4 | 12.8 |
The earnings and weighted average number of ordinary securities used in the calculation of basic and diluted earnings per security are as follows:
| Net profit attributable to securityholders for calculating basic and diluted | ||
|---|---|---|
| earningsper security ($000) | 66,017 | 70,178 |
| No. of securities | ||
| Adjusted weighted average number of ordinary securities used in the | ||
| calculation of basic and diluted earningsper security (000) | 637,151 | 547,768 |
28
Australian Pipeline Trust Notes to the condensed consolidated financial statements (continued) For the half year ended 31 December 2011
11. Disposal of business
During the half year APA divested its gas distribution network in South East Queensland (Allgas) into the APA minority owned unlisted investment vehicle GDI (EII) Pty Ltd. APA established GDI in December 2011. APA retains 20.0% interest in the vehicle and remains operator of the assets. The net proceeds received from the new equity partners, Marubeni Corporation and RREEF totalled $478.4 million after transaction costs.
| 16 December 11 | |
|---|---|
| $000 | |
| Net assets disposed | |
| Current assets | |
| Trade and other receivables | 12,738 |
| Other | 168 |
| Non-current assets | |
| Property, plant and equipment | 471,006 |
| Goodwill | 104,263 |
| Intangibles | 633 |
| Total assets | 588,808 |
| Current liabilities | |
| Trade and other payables | (1,214) |
| Other | (1,086) |
| Non-current liabilities | |
| Deferred tax liabilities | (58,742) |
| Total liabilities | (61,042) |
| Net assets | 527,766 |
| Profit on sale of Allgas Distribution Network before transaction costs | 12,085 |
| Transactions costs | (22,520) |
| Loss on disposal(after transaction costs) | (10,435) |
| Less: Redeemable preference shares acquired |
(10,400) |
| Fair value of equity accounted interest retained | (39,020) |
| Payables - sale of business | 10,441 |
| Net cash inflow on disposal of Allgas | 478,352 |
29
Australian Pipeline Trust Notes to the condensed consolidated financial statements (continued) For the half year ended 31 December 2011
12. Contingencies
| 31 Dec | 30 Jun | |
|---|---|---|
| 2011 | 2011 | |
| $000 | $000 | |
| Contingent liabilities | ||
| Bank guarantees | 35,324 | 8,051 |
| 35,324 | 8,051 | |
| Contingent assets | - | - |
13. Events occurring after reporting date
On 9 January 2012, current borrowings of $230.0 million representing the final tranche of the 2007 syndicated facility were repaid.
On 24 January 2012, APA issued JPY 10 billion (A$126 million) six-year five-month fixed-rate Medium Term Notes utilising documentation in place under its established European MTN program.
On 22 February 2012, the Directors declared an interim distribution of 17.0 cents per security ($108.7 million) for the APA Group (comprising a distribution of 11.06 cents per security from APT and a distribution of 5.94 cents per security from APTIT), made up of 8.42 cents per security profit distribution (unfranked) and 8.58 cents per security capital distribution. The distribution will be paid on 15 March 2012.
30
Australian Pipeline Trust Declaration by the Directors of Australian Pipeline Limited
For the half year ended 31 December 2011
The Directors declare that:
-
(a) in the Directors’ opinion, there are reasonable grounds to believe that Australian Pipeline Trust will be able to pay its debts as and when they become due and payable; and
-
(b) in the Directors’ opinion, the attached financial statements and notes thereto are in accordance with the Corporations Act 2001, including compliance with Accounting Standards and give a true and fair view of the financial position and performance of Australian Pipeline Trust and its controlled entities.
Signed in accordance with a resolution of the Directors of the Responsible Entity made pursuant to section 303(5) of the Corporations Act 2001.
On behalf of the Directors
==> picture [210 x 55] intentionally omitted <==
Leonard Bleasel AM
Chairman Robert Wright Director
SYDNEY, 22 February 2012
31
==> picture [129 x 26] intentionally omitted <==
Deloitte Touche Tohmatsu A.B.N. 74 490 121 060
Grosvenor Place 225 George Street Sydney NSW 2000 PO Box N250 Grosvenor Place Sydney NSW 1220 Australia
DX 10307SSE Tel: +61 (0) 2 9322 7000 Fax: +61 (0) 2 9322 7001 www.deloitte.com.au
The Directors Australian Pipeline Limited as responsible entity for Australian Pipeline Trust HSBC Building Level 19, 580 George Street Sydney NSW 2000
22 February 2012
Dear Directors
Auditors Independence Declaration to Australian Pipeline Limited as responsible entity for Australian Pipeline Trust
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Australian Pipeline Limited as responsible entity for Australian Pipeline Trust.
As lead audit partner for the review of the financial statements of Australian Pipeline Trust for the half year ended 31 December 2011, I declare that to the best of my knowledge and belief, there have been no contraventions of:
-
(i) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
-
(ii) any applicable code of professional conduct in relation to the review.
Yours faithfully
==> picture [183 x 24] intentionally omitted <==
DELOITTE TOUCHE TOHMATSU
G Couttas Partner
Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Touche Tohmatsu Limited
32
==> picture [128 x 26] intentionally omitted <==
Deloitte Touche Tohmatsu A.B.N. 74 490 121 060
Grosvenor Place 225 George Street Sydney NSW 2000 PO Box N250 Grosvenor Place Sydney NSW 1220 Australia
DX 10307SSE Tel: +61 (0) 2 9322 7000 Fax: +61 (0) 2 9322 7001 www.deloitte.com.au
Independent Auditor’s Review Report to the Unitholders of Australian Pipeline Trust
We have reviewed the accompanying half-year financial report of Australian Pipeline Trust, which comprises the condensed consolidated statement of financial position as at 31 December 2011, the condensed consolidated statement of comprehensive income, the condensed consolidated statement of changes in equity and the condensed consolidated statement of cash flows for the half-year ended on that date, selected explanatory notes and the directors’ declaration of the consolidated entity comprising the Trust and the entities it controlled at the end of the half-year or from time to time during the half-year as set out on pages 12 to 31.
Directors’ Responsibility for the Half-Year Financial Report
The directors of Australian Pipeline Limited are responsible for the preparation of the halfyear financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity’s financial position as at 31 December 2011 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 . As the auditor of Australian Pipeline Trust, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.
A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Touche Tohmatsu Limited
33
==> picture [129 x 27] intentionally omitted <==
Auditor’s Independence Declaration
In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 . We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of Australian Pipeline Limited as responsible entity for Australian Pipeline Trust, would be in the same terms if given to the directors as at the time of this auditor’s review report.
Conclusion
Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Australian Pipeline Trust is not in accordance with the Corporations Act 2001 , including:
-
(a) giving a true and fair view of the consolidated entity’s financial position as at 31 December 2011 and of its performance for the half-year ended on that date; and
-
(b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .
==> picture [225 x 28] intentionally omitted <==
DELOITTE TOUCHE TOHMATSU
G Couttas Partner Chartered Accountants Sydney, 22 February 2012
34
==> picture [541 x 44] intentionally omitted <==
APT Investment Trust ARSN 115 585 441
Interim Financial Report For the Half Year ended 31 December 2011
==> picture [550 x 76] intentionally omitted <==
APT Investment Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2011
The directors of Australian Pipeline Limited (“Responsible Entity”) submit their interim financial report for APT Investment Trust (“APTIT” or “Trust”) and its controlled entities (together “Consolidated Entity”) for the half year ended 31 December 2011 (“current period”). This report and the financial statements attached refer to the consolidated results of APTIT, one of the two stapled entities of APA Group, with the other stapled entity being Australian Pipeline Trust (together “APA”).
Directors
The names of the directors of the Responsible Entity during and since the current period are:
Leonard Bleasel AM Chairman Steven Crane John Fletcher Russell Higgins AO Patricia McKenzie Muri Muhammad Robert Wright Michael McCormack Managing Director
Company Secretary
Mark Knapman
Principal activities
APTIT operates as an investment and financing entity within the Australian Pipeline Trust stapled group.
Significant changes in state of affairs
In the opinion of the Directors of the Responsible Entity, no significant changes in the state of affairs of APTIT occurred during the year.
Distributions
The Directors have declared an interim distribution of 5.9 cents per security ($37.998 million). The distribution comprises a 3.9 cent profit distribution and a 2.0 cent capital distribution. The distribution will be paid on 15 March 2012.
Financial and operational review
APTIT reported net profit after tax of $24.8 million (2010: $20.6 million) for the half year ended 31 December 2011 on total revenue of $24.8 million (2010: $20.6 million).
1
APT Investment Trust and its Controlled Entities Directors’ Report for the half year ended 31 December 2011
Auditor’s independence declaration
A copy of the Auditor’s independence declaration as required under section 307C of the Corporation Act 2001 is included on page 14.
Rounding of amounts
APTIT is an entity of the kind referred to in ASIC Class Order 98/0100, dated 10 July 1998, and in accordance with that Class Order amounts in the directors’ report and the half year financial report are rounded to the nearest thousand dollars, unless otherwise indicated.
Signed in accordance with a resolution of the directors of the Responsible Entity made pursuant to section 303(5) of the Corporations Act 2001.
On behalf of the directors
==> picture [196 x 56] intentionally omitted <==
==> picture [166 x 63] intentionally omitted <==
Leonard Bleasel AM Chairman
Robert Wright Director
SYDNEY, 22 February 2012
2
APT Investment Trust
Condensed Consolidated Statement of Comprehensive Income
For the half year ended 31 December 2011
| 31 Dec | 31 Dec | ||
|---|---|---|---|
| 2011 | 2010 | ||
| Note | $000 | $000 | |
| Continuing operations | |||
| Revenue | 2 | 24,797 | 20,699 |
| Expenses | 2 | - | (70) |
| Profit before tax | 24,797 | 20,629 | |
| Income tax expense | - | - | |
| Profit for the period | 24,797 | 20,629 | |
| Other comprehensive income | |||
| Gain on available-for-sale investments taken to equity | 183 | 98 | |
| Income tax relating to components of other comprehensive income | - | - | |
| Other comprehensive income for the period (net of tax) | 183 | 98 | |
| Total comprehensive income for the period | 24,980 | 20,727 | |
| Profit attributable to: | |||
| Equity holders of the parent | 24,797 | 20,629 | |
| 24,797 | 20,629 | ||
| Total comprehensive income attributable to: | |||
| Equity holders of the parent | 24,980 | 20,727 | |
| 24,980 | 20,727 | ||
| Earnings per security | |||
| Basic and diluted earnings per security (cents) | 6 | 3.9 | 3.8 |
The above condensed consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
3
APT Investment Trust Condensed Consolidated Statement of Financial Position
As at 31 December 2011
| 31 Dec | 30 Jun | ||
|---|---|---|---|
| 2011 | 2011 | ||
| Note | $000 | $000 | |
| Current assets | |||
| Receivables | 740 | 720 | |
| Non-current assets | |||
| Receivables | 12,162 | 12,448 | |
| Other financial assets | 384,025 | 387,671 | |
| Total non-current assets | 396,187 | 400,119 | |
| Total assets | 396,927 | 400,839 | |
| Current liabilities | |||
| Trade and other payables | 11 | 9 | |
| Total liabilities | 11 | 9 | |
| Net assets | 396,916 | 400,830 | |
| Equity | |||
| Issued capital | 4 | 371,402 | 382,001 |
| Reserves | 5 | 717 | 534 |
| Retained earnings | 24,797 | 18,295 | |
| Total equity | 396,916 | 400,830 |
The above condensed consolidated statement of financial position should be read in conjunction with the accompanying notes.
4
APT Investment Trust
Condensed Consolidated Statement of Changes in Equity
For the half year ended 31 December 2011
| Available | ||||
|---|---|---|---|---|
| Issued | for sale | Retained | ||
| capital | reserves | earnings | Total | |
| $000 | $000 | $000 | $000 | |
| Balance at 1 July 2010 | 320,931 | (101) | 19,928 | 340,758 |
| Profit for the year | - | - | 20,629 | 20,629 |
| Gain on available for sale investment | - | 98 | - | 98 |
| Total comprehensive income for the period | - | 98 | 20,629 | 20,727 |
| Distributions | (16,350) | - | (19,928) | (36,278) |
| Issue of capital(net of issue costs) | 8,413 | - | - | 8,413 |
| Balance at 31 December 2010 | 312,994 | (3) | 20,629 | 333,620 |
| Balance at 1 July 2011 | 382,001 | 534 | 18,295 | 400,830 |
| Profit for the year | - | - | 24,797 | 24,797 |
| Gain on available for sale investment | - | 183 | - | 183 |
| Total comprehensive income for the period | - | 183 | 24,797 | 24,980 |
| Distributions | (15,449) | - | (18,295) | (33,744) |
| Issue of capital(net of issue costs) | 4,850 | - | - | 4,850 |
| Balance at 31 December 2011 | 371,402 | 717 | 24,797 | 396,916 |
The above condensed consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
5
APT Investment Trust
Condensed Consolidated Statement of Cash Flows
For the half year ended 31 December 2011
| 31 Dec | 31 Dec | |
|---|---|---|
| 2011 | 2010 | |
| $000 | $000 | |
| Cash flows from operating activities | ||
| Trust distribution | 16,449 | 16,282 |
| Capital distribution received - related party | - | - |
| Capital distribution received - external | 256 | 247 |
| Dividends received | 68 | 103 |
| Interest received - related parties | 5,307 | 3,974 |
| Finance lease receivable repayments | 584 | 584 |
| Receipts from customers | 76 | 62 |
| Payments to suppliers | - | (1) |
| Interest paid | - | - |
| Net cash provided by operating activities | 22,740 | 21,251 |
| Cash flows from investing activities | ||
| Repayment received from related parties | 6,154 | 6,614 |
| Net cash provided by investing activities | 6,154 | 6,614 |
| Cash flows from financing activities | ||
| Proceeds from issue of securities | 4,850 | 8,413 |
| Distributions to securityholders | (33,744) | (36,278) |
| Net cash (used in) financing activities | (28,894) | (27,865) |
| Net increase in cash and cash equivalents | - | - |
| Cash and cash equivalents at beginning of financial period | - | - |
| Cash and cash equivalents at end of financial period | - | - |
The above condensed consolidated statement of cash flows should be read in conjunction with the accompanying notes.
6
APT Investment Trust
Notes to the condensed consolidated financial statements
For the half year ended 31 December 2011
1. Significant accounting policies
Statement of compliance
The half year financial report is a general purpose financial report prepared in accordance with the Corporations Act 2001 and AASB 134 'Interim Financial Reporting'. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 ‘Interim Financial Reporting’. The half year financial report does not include notes of the type normally included in an annual financial report and should be read in conjunction with the most recent annual financial report.
Basis of preparation
The condensed consolidated financial statements have been prepared on the basis of historical cost, except for the revaluation of certain non-current assets and financial instruments. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented in Australian dollars, unless otherwise noted.
APTIT is an entity of the kind referred to in ASIC Class Order 98/0100, dated 10 July 1998 and in accordance with that Class Order amounts in the Directors' report and the half year financial report are rounded to the nearest thousand dollars ($000) unless otherwise indicated.
The accounting policies and methods of computation adopted in the preparation of the half year financial report are consistent with those adopted and disclosed in the entity’s 2011 annual financial report for the financial year ended 30 June 2011.
Adoption of new and revised Accounting Standards
In the current year, the consolidated entity has adopted all of the new and revised Standards and Interpretations issued by the AASB that are relevant to its operations and effective for the current reporting periods.
New and revised Standards and amendments thereof and Interpretations effective for the current reporting period that are relevant for the Group include :
Amendments to AASB 7, 101, 134 as a consequence of "AASB 2010-4. Further Amendments to Australian Accounting Standards arising from the Annual Improvements Projects".
AASB 2010-5 introduces amendments into Accounting standards that are equivalent to those made by the IASB under its program of annual improvements to its standards.
AASB 2010-6 introduces amendments into AASB 7 "Financial Instruments: Disclosures' resulting from the IASB's comprehensive review of off balance sheet activities.
The adoption of these amendments has not resulted in any changes to the consolidated entity's accounting policies and has no effect on the amounts reported for the current or prior periods. The new and revised Standards and Interpretations have not had a material impact and not resulted in changes to the consolidated entity's presentation of, or disclosure in, its half year financial statements.
7
APT Investment Trust
Notes to the condensed consolidated financial statements (continued)
For the half year ended 31 December 2011
2. Profit from operations
Profit before income tax includes the following items of income and expense:
| 31 Dec | 31 Dec | |
|---|---|---|
| 2011 | 2010 | |
| $000 | $000 | |
| Revenue | ||
| Distributions | ||
| Trust distribution - related party | 16,449 | 16,282 |
| Other entities | 83 | 58 |
| 16,532 | 16,340 | |
| Finance income | ||
| Interest - related parties | 5,748 | 3,985 |
| Gain on financial asset held at fair value through profit and loss | 2,131 | - |
| Finance lease income - related party | 311 | 323 |
| 8,190 | 4,308 | |
| Other revenue | ||
| Other | 75 | 51 |
| Total revenue | 24,797 | 20,699 |
| Expenses | ||
| Loss on financial asset held at fair value through profit and loss | - | 70 |
| Total expenses | - | 70 |
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APT Investment Trust
Notes to the condensed consolidated financial statements (continued)
For the half year ended 31 December 2011
3. Distributions
| 31 Dec | 31 Dec | |
|---|---|---|
| 2011 | 2010 | |
| $000 | $000 | |
| Recognised amounts: | ||
| Final distribution paid on 15 September 2011 | ||
| (2010: 15 September 2010) | ||
| Profit distribution(a) | 18,295 | 19,928 |
| Capital distribution | 15,449 | 16,350 |
| 33,744 | 36,278 | |
| Unrecognised amounts: | ||
| Interim distribution payable on 15 March 2012 | ||
| (2010: 17 March 2011) | ||
| Profit distribution(a) | 24,797 | 20,629 |
| Capital distribution | 13,201 | 4,127 |
| 37,998 | 24,755 |
(a) Profit distributions unfranked (2010: unfranked).
The interim distribution in respect of the financial year ending 30 June 2012 has not been recognised in the half year as the distribution was not declared, determined or publicly confirmed prior to 31 December 2011.
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APT Investment Trust
Notes to the condensed consolidated financial statements (continued)
For the half year ended 31 December 2011
4. Issued capital
| 31 Dec | 30 Jun | |
|---|---|---|
| 2011 | 2011 | |
| $000 | $000 | |
| Securities, fully paid (a) | 371,402 | 382,001 |
| 2011 | 2011 | |
| No. of units | ||
| 000 | $000 | |
| Movements | ||
| Balance at beginning of financial year | 634,116 | 382,001 |
| Issue of securities under Distribution Reinvestment Plan | 5,219 | 4,866 |
| Issue cost of securities | - | (16) |
| Capital distributions paid | - | (15,449) |
| Balance at end of financialperiod | 639,335 | 371,402 |
(a) Fully paid securities carry one vote per security and carry the right to distributions.
Changes to the then Corporations Law abolished the authorised capital and par value concept in relation to issued capital from 1 July 1998. Therefore, the Trust does not have a limited amount of authorised capital and issued securities do not have a par value.
| 31 Dec | 30 Jun | |
|---|---|---|
| 2010 | 2010 | |
| $000 | $000 | |
| Securities, fully paid (a) | 312,994 | 320,931 |
| 2010 | 2010 | |
| No. of units | ||
| 000 | $000 | |
| Movements | ||
| Balance at beginning of financial year | 542,319 | 320,931 |
| Issue of securities under Distribution Reinvestment Plan | 9,370 | 8,446 |
| Issue cost of securities | - | (33) |
| Capital distributions paid | - | (16,350) |
| Balance at end of financialperiod | 551,689 | 312,994 |
(a) Fully paid securities carry one vote per security and carry the right to distributions.
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APT Investment Trust
Notes to the condensed consolidated financial statements (continued)
For the half year ended 31 December 2011
5. Reserves
| 31 Dec | 30 Jun | |
|---|---|---|
| 2011 | 2011 | |
| $000 | $000 | |
| Available-for-sale investment revaluation reserve | ||
| Balance at beginning of financial year | 534 | (101) |
| Valuation gain recognised | 183 | 635 |
| Balance at end of financialperiod | 717 | 534 |
The available-for-sale investment revaluation reserve arises on the revaluation of available-for-sale financial assets. Where a revalued financial asset is sold, that portion of the reserve which relates to that financial asset is effectively realised and is recognised in profit or loss. Where a revalued financial asset is impaired, that portion of the reserve which relates to that financial asset is recognised in profit or loss.
6. Earnings per security
| 31 Dec | 31 Dec | |
|---|---|---|
| 2011 | 2010 | |
| Basic and diluted earningsper security (cents) | 3.9 | 3.8 |
The earnings and weighted average number of ordinary securities used in the calculation of basic and diluted earnings per security are as follows:
| Net profit attributable to securityholders for calculating basic and diluted earnings per | ||
|---|---|---|
| security ($000) | 24,797 | 20,629 |
| No. of | securities | |
| Weighted average number of ordinarysecurities on issue used in the calculation(000) | 637,151 | 547,768 |
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APT Investment Trust
Notes to the condensed consolidated financial statements (continued)
For the half year ended 31 December 2011
7. Contingent liabilities and contingent assets
At 31 December 2011, there are no material contingent liabilities or contingent assets (2010: $nil).
8. Subsequent events
On 22 February 2012, the Directors declared an interim distribution for the 2012 financial year, of 5.94 cents per security ($38.0 million). The distribution represents a 3.88 cents per security unfranked profit distribution and 2.06 cents per security capital distribution. The distribution will be paid on 15 March 2012.
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APT Investment Trust
Declaration by the Directors of Australian Pipeline Limited
For the half year ended 31 December 2011
The Directors declare that:
-
(a) in the Directors’ opinion, there are reasonable grounds to believe that APT Investment Trust will be able to pay its debts as and when they become due and payable; and
-
(b) in the Directors’ opinion, the attached financial statements and notes thereto are in accordance with the Corporations Act 2001, including compliance with Accounting Standards and give a true and fair view of the financial position and performance of APT Investment Trust and its controlled entities.
Signed in accordance with a resolution of the Directors of the Responsible Entity made pursuant to section 303(5) of the Corporations Act 2001.
On behalf of the Directors
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Leonard Bleasel AM Chairman Robert Wright Director
SYDNEY, 22 February 2012
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Deloitte Touche Tohmatsu A.B.N. 74 490 121 060
==> picture [129 x 26] intentionally omitted <==
Grosvenor Place 225 George Street Sydney NSW 2000 PO Box N250 Grosvenor Place Sydney NSW 1220 Australia
DX 10307SSE Tel: +61 (0) 2 9322 7000 Fax: +61 (0) 2 9322 7001 www.deloitte.com.au
The Directors Australian Pipeline Limited as responsible entity for APT Investment Trust HSBC Building Level 19, 580 George Street Sydney NSW 2000
22 February 2012
Dear Directors
Auditors Independence Declaration to Australian Pipeline Limited as responsible entity for APT Investment Trust
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Australian Pipeline Limited as responsible entity for APT Investment Trust.
As lead audit partner for the review of the financial statements of APT Investment Trust for the half year ended 31 December 2011, I declare that to the best of my knowledge and belief, there have been no contraventions of:
-
(i) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
-
(ii) any applicable code of professional conduct in relation to the review.
Yours faithfully
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DELOITTE TOUCHE TOHMATSU
G Couttas Partner
Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Touche Tohmatsu Limited
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Deloitte Touche Tohmatsu A.B.N. 74 490 121 060
==> picture [129 x 26] intentionally omitted <==
Grosvenor Place 225 George Street Sydney NSW 2000 PO Box N250 Grosvenor Place Sydney NSW 1220 Australia
DX 10307SSE Tel: +61 (0) 2 9322 7000 Fax: +61 (0) 2 9322 7001 www.deloitte.com.au
Independent Auditor’s Review Report to the Unitholders of APT Investment Trust
We have reviewed the accompanying half-year financial report of APT Investment Trust, which comprises the condensed consolidated statement of financial position as at 31 December 2011, the condensed consolidated statement of comprehensive income, the condensed consolidated statement of changes in equity, the condensed consolidated statement of cash flows for the half-year ended on that date, selected explanatory notes and the directors’ declaration of the consolidated entity comprising the Trust and the entities it controlled at the end of the half-year or from time to time during the half-year as set out on pages 3 to 13.
Directors’ Responsibility for the Half-Year Financial Report
The directors of Australian Pipeline Limited are responsible for the preparation of the halfyear financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity’s financial position as at 31 December 2011 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 . As the auditor of APT Investment Trust, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.
A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Touche Tohmatsu Limited
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Auditor’s Independence Declaration
In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 . We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of Australian Pipeline Limited as responsible entity for APT Investment Trust, would be in the same terms if given to the directors as at the time of this auditor’s review report.
Conclusion
Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of APT Investment Trust is not in accordance with the Corporations Act 2001 , including:
-
(a) giving a true and fair view of the consolidated entity’s financial position as at 31 December 2011 and of its performance for the half-year ended on that date; and
-
(b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .
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DELOITTE TOUCHE TOHMATSU
G Couttas Partner Chartered Accountants Sydney, 22 February 2012
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