COMPUTERSHARE LIMITED. — Annual Report 2015

Aug 11, 2015

==> picture [283 x 57] intentionally omitted <==

COMPUTERSHARE LIMITED (ASX:CPU)

FINANCIAL RESULTS FOR THE FULL YEAR ENDED 30 JUNE 2015

12 August 2015

NOTE: All figures (including comparatives) are presented in US Dollars (unless otherwise stated).

The non-IFRS financial information contained within this document has not been reviewed or audited in accordance with Australian Auditing Standards.

Copies of the FY15 Results Presentation are available for download at: http://www.computershare.com/au/about/ir/financials/Pages/results.aspx

MARKET ANNOUNCEMENT

Melbourne, 12 August 2015 – C o mputersha r e Limited ( A SX:CPU) to d ay reported Statutory B a sic Earning s per Share ( E PS) of 27.61 cents for the twelve months ende d 30 June 2015, a decre a se of 38.9% on FY14.

Manageme n t Earnings p er Share w e re 59.82 ce n ts in FY15, a decrease o f 0.7% ove r the prior c o rrespondin g period (pcp). On a con s tant curren c y basis Ma n agement Earnings per Share were 6 1.39 cents, 1.9% highe r than FY14.

A final divi d end of AU 1 6 cents per share, 25 % franked, h a s been declared, an increase of AU 1 cent fro m the final di v idend in FY14.

Headline Statutory Results (see Appendix 4E) for FY15 were as follows:

Headline S tatutory R	esults (see Ap	pendix 4E) for	FY1 5	were as follow	s:
		FY 15		FY14	FY1 5 versus
					FY14
Earnings pe r Share (post	NCI)	27.61 c ents		45.20 cen ts	Down 38.9%
Total Reven ues & other i ncome		$1,984 .0m		$2,048.6m	Down 3.2%
Total Expen ses		$1,738 .5m		$1,721.9m	Up 1 .0%
Statutory N et Profit (post	NCI)	$153.6 m		$251.4m	Down 38.9%

Headline Management Results for FY15 were as follows:

Headline M anagemen t	Results f or F	Y1	5 we re as f	ollo	w s:
	FY15		F Y14		FY15 versus		FY1 5 at FY14	FY15 at
					FY14		ex change	FY14
							rates	exchange
								rates
								versus
								FY14
Managemen t Earnings	59.82 cen ts		60.2 4 cents	Do wn 0.7%			61.3 9 cents	U p 1.9%
per Share (p ost NCI)
Total Opera ting	$1,976.1 m		$2,0 22.6m	Do wn 2.3%			$2,0 51.8m	U p 1.4%
Revenues
OperatingC osts	$1,419.7 m		$1,4 80.9m	Do wn 4.1%			$1,4 80.3m	D 0 own .04%
Managemen t Earnings	$554.1m		$540 .6m	Up	2.5%		$56 9.1m	U p 5.3%
before Inter est, Tax,
Depreciation and
Amortisation (EBITDA)
EBITDA ma rgin	28.0%		26.7 %	Up	130bps		27.7 %	U p 100bps
Managemen t Net Profit	$332.7m		$335 .0m	Do wn 0.7%			$34 1.4m	U p 1.9%
(post NCI)
Cash Flowf rom	$372.1m		$409 .3m	Do wn 9.1%
Operations
Free CashF low	$343.7m		$392 .8m	Do wn 12.5%
Days Sales Outstanding	48 days		45d ays	Up	3 days
Capital Expe nditure	$38.6m		$19 .8m	Up	94.9%
Net Debt to EBITDA ratio	2.10 time s		2.13 times	Do wn 0.03 tim es
Final Divide nd	AU 16 ce nts		AU1 5 cents	Up	1 cent
Final Divide nd franking	25%		20%	Up	from 20%
amount

==> picture [53 x 19] intentionally omitted <==

==> picture [55 x 19] intentionally omitted <==

==> picture [34 x 19] intentionally omitted <==

==> picture [19 x 26] intentionally omitted <==

==> picture [54 x 26] intentionally omitted <==

==> picture [55 x 26] intentionally omitted <==

==> picture [11 x 26] intentionally omitted <==

2

MARKET ANNOUNCEMENT

Reconciliation of Statutory Results to Management Results

FY15		USD 000’s
Net profit Managem Amortisat Int Acquisitio Ga Ac Ac As Ac Ga Other Vo Pu Ma Ma Total Man Net profit after tax a ent Adjust ion angible asse ns and dis in on dispos quisitions an quisition and set write-do quisition and in on bargai ucher servic t option liab rked to mar jor restructu agement A after tax a s per Statu ments (aft ts amortisat posals al d disposals disposal re wn disposal re n purchase es impairme ility re-meas ket adjustm ring costs djustment s per Man tory Resu er tax) ion accountinga lated restruc lated costs nt urement ents on deriv s agement R lts djustments turing costs atives esults		153,576 58,520 (7,631) (6,583) 6,014 5,241 3,552 (670) 109,536 7,749 2,204 1,226
		179,158
		332,734

Management Adjustments

Manageme n t Results a r e used, alo n g with oth e r measures, to assess o perating bu s iness perfo r mance. Th e Company b e lieves that e xclusion of certain item s permits b e tter analysis of the Com p any’s performance on a comparativ e basis and p rovides a better measure of underl y ing operati n g performa n ce. The items exclude d from the M a nagement R esults in FY15 were as f ollows:

Amortisatio n

• Customer contracts and other intangible a s sets that ar e recognise d on busines s combinati o ns or majo r asset a cquisitions are amortised over th e ir useful li f e in the s t atutory results but ex c luded fro m manag e ment earni n gs. The am o rtisation of these intan g ibles for FY 1 5 was $58. 5 million. A m ortisation o f intangi b les purchas e d outside o f business c ombinations (eg, mortg a ge servicin g rights) is i n cluded as a charge against management ea r nings.

Acquisition s and dispos a ls

• The di s posal of C o nnectNow, p art of the Servicewor k s Group, in June 2015 realised a g ain of $7. 6 million.

• Acquisi t ion accounting adjustments related to Registrar and Transfer Compan y , Shareow n er Services , Specialized Loan Servicing and S G Vestia Sy s tems Inc t o talled $6.6 m illion.

• Acquisi t ion and di s posal restr u cturing co s ts of $6.0 million wer e incurred. These cost s related t o Registr a r and Tra n sfer Comp a ny, Homel o an Manag e ment Limit e d (HML), O lympia Corporate an d Shareh o lder Servic e s assets, S G Vestia Syst e ms Inc, Valiant Trust C o mpany ass e ts and the S ervicework s Group.

• The as s ets of the R u ssian busin e ss were wr i tten down t o fair value less costs of disposal on c lassificatio n as ‘hel d for sale’ re s ulting in a l o ss of $5.2 m illion.

• Acquisi t ion and di s posal relat e d expense s of $3.6 m illion were incurred a ssociated w ith Olympi a Corpor a te and Sha r eholder Ser v ices assets , Registrar a nd Transfer Company, H ML, SG Ve s tia System s Inc, Va l iant Trust C o mpany ass e ts, European Global St o ck Plan Ser v ices, VEM, t h e Russian b usiness an d Helios S witzerland.

• A gain o f $0.7 milli o n was recor d ed related t o the bargain purchase o f Topaz Finance Limite d in the UK.

==> picture [53 x 19] intentionally omitted <==

==> picture [55 x 19] intentionally omitted <==

==> picture [34 x 19] intentionally omitted <==

==> picture [19 x 26] intentionally omitted <==

==> picture [54 x 26] intentionally omitted <==

==> picture [55 x 26] intentionally omitted <==

==> picture [11 x 26] intentionally omitted <==

3

MARKET ANNOUNCEMENT

Other

• An impairment charge of $109.5 million was bo o ked agains t the carryi n g value re l ated to th e vo u cher servic e s business. For further information refer to no t e 11 of th e 4E and th e Company’ s ma r ket announ c ement date d 30 July 2014.

• Th e put option liability re- m easuremen t resulted in an expense of $7.7 mil l ion related t o the Karv y joi n t venture arrangement i n India.

• De r ivatives tha t have not received hedge designat i on are mar k ed to mar k et at the reporting dat e an d taken to p r ofit and los s in the sta t utory result s . The mark e d to mark e t valuation r esulted in a los s of $2.2 mil l ion.

• Co s ts of $1.2 m illion were incurred in relation to the major o p erations rat i onalisation underway i n Lo u isville, USA.

Commentary (based on Management Results)

Computers h are deliver e d Manage m ent EPS of 59.82 cent s in FY15, m odestly do w n 0.7% on FY14. Tota l revenues f e ll 2.3% ve r sus FY14 t o $1,976.1 million, im p acted by the strengthening US dollar. EBITD A margins im p roved 130 b ps on FY14 to 28.0%. M anagemen t EBITDA gr e w 2.5% to $554.1 milli o n, howeve r Manageme n t Net Profit post NCI d e creased marginally, 0.7 % lower at $ 332.7 milli o n. Operatin g costs wer e down 4.1 % on FY14 t o $1,419.7 million, ben e fiting in p a rt from the stronger U S dollar. O n a constan t currency b a sis, total re v enues grew 1.4% and o perating co s ts were flat. Cash flow f r om operati o ns fell 9.1 % to $372.1 m illion.

Register m a intenance r e venues we r e down 2.8 % year on y e ar in actual USD terms. In local currency terms , Hong Kong, Canada, R ussia, Ger m any and In d ia all recorded growth, whilst the US and UCIA both sa w revenue fall versus FY14. Australia n register m aintenance revenues w e re flat. Cor p orate Actio n s’ revenue s fell 6.5% i n USD ter m s. In local c urrency te r ms, Corpor a te Actions’ revenues w ere higher in Australia , Canada an d Germany. In contrast, revenues f e ll year on y e ar in Hong Kong, UCI A and India. The US als o had lower C orporate Ac t ion revenu e , impacted b y the deposit facility maturity at the end of 1H1 4 .

Employee p lans’ reven u es, in USD terms, fell 4.6% on F Y 14. Hong K ong and C a nada achie v ed revenu e growth year on year i n local currency terms, w hilst UCIA, the US an d Australia r ecorded lo w er revenue s versus FY1 4 . Lower m a rgin incom e contributio n and weak e r transactional volume s impacted t h e segment . Stakeholde r relationshi p managem e nt revenue s fell signifi c antly on th e prior corr e sponding p e riod, drive n largely by the sale of t h e Pepper Group in Jun e 2014. Co m munication Services’ re v enues were down 7.7 % on FY14 in USD terms, severely im p acted by cu r rency trans l ation due t o the signific a nt AUD rev e nues in thi s segment. I n local curr e ncy, Communication S e rvices’ Aus t ralian revenue fell whil e Canadian, US and U K revenues were higher t h an last yea r .

The busin e ss services segment e x perienced a 6.4% inc r ease in re v enue in U S D terms y e ar on year . Australian r evenues were materiall y lower tha n FY14 as a result of th e loss of Se r viceworks’ largest clien t due to take o ver. The U C IA region w itnessed a significant in c rease year o n year due t o the HML a cquisition i n November 2 014 and a pick-up in t h e voucher s ervices business in the lead-up to c hanges in t he eligibilit y criteria. Th e Indian mu t ual funds b u siness had a very stro n g second h a lf during F Y 15. In the U S, the clas s actions ad m inistration b usiness gre w substanti a lly, howeve r this was m ore than of f set by wea k er revenue s in the ban k ruptcy administration business. Th e US mortg a ge servicin g business g rew marginally year o n year, despi t e the revenue losses fr o m the sale of Highlands Insurance LLC in Jun e 2014 and t he loss of a material su b servicing c o ntract in 20 1 4.

Overall act u al operating costs were down 4.1% year on yea r , primarily d riven by the benefit of FX translation. Pleasingly, in constant currency ter m s, costs we r e flat on FY14 despite t h e net negative impact of acquisiti o ns and disp o sals and in c reased reg u latory costs in a number of business e s.

ConnectNo w was sold i n June 2015 following th e completio n of a strate g ic review b y the CEO. P o st balance date the sa l e of the Ru s sian busine s s was comp l eted in July 2015, as w a s the sale o f the Germa n business, VEM, which had been a w aiting final regulatory a pproval. Th e Russian exit was unde rt aken due t o the increasingl y difficult en v ironment fa c ed by forei g n owned companies an d the increa s ed likelihoo d of regulatory c hange that w ould requi r e Russian c o mpanies to use a dome s tic owned r e gistrar. Consistent with past practi c e, the profit s and losses associated w ith these tr a nsactions are reflected i n the Comp a ny’s statutory a c counts but n ot manage m ent earnin g s per share.

==> picture [53 x 19] intentionally omitted <==

==> picture [55 x 19] intentionally omitted <==

==> picture [34 x 19] intentionally omitted <==

==> picture [19 x 26] intentionally omitted <==

==> picture [54 x 26] intentionally omitted <==

==> picture [55 x 26] intentionally omitted <==

==> picture [11 x 26] intentionally omitted <==

4

MARKET ANNOUNCEMENT

Computers h are’s CEO, S tuart Irving said, “FY15 manageme n t EBITDA g r owth of 5.3 % in consta n t currency terms was q uite pleasing. This was d elivered in t he context o f a range o f previously i dentified headwinds including the ongoing c h allenges pr e sented by l o w yields on client balan c es. Strong c ost outcom e s again underpinne d the results with top lin e growth re m aining chal l enging.

Further pro g ress was made on stre n gthening o u r overall as s et portfolio w ith the acq u isitions of b oth HML and Valiant . VEM, Con n ectNow and our Russia n business h a ve all recen t ly been sol d following ongoing reviews. W e are prioriti s ing increas e d investme n ts in innova t ion, produc t and efficie n cy initiative s to best position us for future g r owth despit e continued h eadwinds.

Looking to t he year ahead, we expect underlyin g business performance t o be broadl y similar to F Y15, however, t h e translatio n impact of the stronger USD and th e anticipated lower yield s on client b a lances are again expe c ted to be si g nificant ear n ings head w inds. We ar e also antici p ating some i ncreased c o sts including those associated with investments in p roduct development and efficiency i n itiatives. Taking all factors into account we expect Man a gement EP S for FY16 t o be around 7 .5% lower t han FY15.”

Below is a s ummary of a nnual Statutory and Management E a rnings per S hare perfor m ance and c ash flow from opera t ions since F Y 09:

==> picture [484 x 160] intentionally omitted <==

----- Start of picture text -----

Statutory / Management EPS and Cash flow from operations
70 500
60
400
50
40 300
30 200
20
100
10
0 0
FY09 FY10 FY11 FY12 FY13 FY14 FY15
Statutor y US cents Mana g ement US c e nts Cash flow fr o m operation s
USD M
Cents per share
----- End of picture text -----

Regional Summary

Australia a n d New Zeal a nd

In local cur r ency terms, lower reve n ues versus F Y14 were l a rgely driven by the loss o f a major S erviceworks ’ client, wea k er sales in the comm u nication se r vices busin e ss and so m e client lo s s in emplo y ee plans. A reduction i n Australian interest rat e s and matu r ing hedges also negati v ely impacte d revenue and earnings . Corporate A ctions’ rev e nue grew year on year whilst regi s ter maintenance reven u es were flat. Operatin g costs also f e ll materiall y as the Serviceworks bu s iness was rightsized. N e w Zealand s aw revenue s fall year o n year as cor p orate actio n activity did not match the levels se e n in FY14.

In USD rep o rted terms, revenues i n Australia a n d New Zealand decreased 17.7% o n FY14 to $ 3 09.6 millio n and EBITD A was down 2 6.0% to $51.7 million.

Asia

In local c u rrency ter m s, Hong K ong exper i enced revenue growth in the e m ployee pl a ns, registr y maintenan c e and stak e holder rela t ionship management s egments. Corporate A c tions’ revenue fell wit h weaker IP O activity, es p ecially in the second h a lf. The Indi a n investor services busi n ess experienced growt h in register m aintenanc e revenues h o wever this was more t h an offset b y weaker Corporate Acti o ns’ revenu e year on y e ar. The In d ian mutual funds busi n ess saw significant re v enue gro wt h over th e prior year , underpinne d by increas e d assets under manage m ent due to local equity market stre n gth. In USD rep o rted terms, revenues i n the Asian r e gion increa s ed 11.4% o n pcp to $124.6 million and EBITD A grew 14.9 % to $42.2 m illion.

==> picture [53 x 19] intentionally omitted <==

==> picture [55 x 19] intentionally omitted <==

==> picture [34 x 19] intentionally omitted <==

==> picture [19 x 26] intentionally omitted <==

==> picture [54 x 26] intentionally omitted <==

==> picture [55 x 26] intentionally omitted <==

==> picture [11 x 26] intentionally omitted <==

5

MARKET ANNOUNCEMENT

United Kingdom, Channel Islands, I r eland & Afri c a (UCIA)

In local cu r rency terms, revenues w ere positiv e ly impacted due to the HML acquis i tion in Nov e mber 2014 , growth in v oucher ser v ices, the d e posit prote c tion schem e business and commun i cation servi c es. The U K investor se r vices busin e ss revenues fell year on year. The e mployee plan businesse s also exper i enced lowe r revenues, i m pacted by lower margin income, w eaker trans a ctional acti v ity as well a s the recla s sification o f material re v enue and EBITDA to th e Continent a l Europe re g ion. Excluding HML’s contributions, overall UCI A revenues f e ll, and EBI T DA was lower year o n year. Thi s was due to the non- r ecurrence o f significan t corporate action activit y and lower m argins ass o ciated with acquired re v enue durin g the year. S outh Africa n revenues f e ll in FY15 h o wever the I r ish busines s experience d strong rev e nue growth year on ye a r.

In USD rep o rted terms, revenues in the UCIA r e gion grew 10.7% on pcp to $358.6 million alth o ugh EBITD A fell 1.2% t o $119.0 mill i on.

Continental Europe

In local currency, Russia saw significant uplift i n revenue y e ar on year and Italian r evenues al s o increased . Reclassifica t ion of em p loyee plan revenues r elated to C ontinental Europe clie n ts (from S weden, th e Netherland s , Belgium, F inland, Swi t zerland and others) pre v iously reported under t he UCIA re g ion resulte d in a signifi c ant revenu e and earnin g s contribut i on to the r e gion. Offse t ting this up l ift, German revenue fel l versus FY1 4 , significantly impacted by the sale o f the Pepper Group in J u ne 2014. In USD rep o rted terms, revenues i n the region f ell 1.6% on pcp to $11 3 .3 million w hile EBITDA rose 56.3 % to $22.2 million.

United Stat e s

USA reven u es fell 2.2% on FY14 to $870.5 milli o n but EBIT D A increased 2.3% to $213.5 million.

Register m a intenance a nd Corpora t e Actions’ r evenues w e re lower ye a r on year, despite the contributio n from the R e gistrar and T ransfer Co m pany acqui s ition in Ma y 2014. The f all in reven u e was in part due to th e maturity of the large U SD deposit facility in D ecember 2 0 13 but als o as a resul t of weaker shareholde r activity. E m ployee plan s ’ revenue w as also we a ker than FY14 as a res u lt of lower m argin inco m e and larg e projects in FY14 not r e peated in F Y15. Stake h older relati o nship man a gement re v enues wer e lower tha n FY14, impa c ted by the sale of the P epper Grou p in June 2 0 14 and less mutual fun d solicitation jobs. Withi n the business services s e gment, rev e nues were h igher than F Y14 in mor t gage servic i ng, despite the loss of a significant s ubservicing contract and the sale o f Highlands Insurance L LC. The cl a ss action a d ministratio n business al s o experien c ed revenue growth. Re v enues were materially l o wer year o n year in th e bankruptc y administrat i on business as filings continued to d e cline.

Canada

In Canadia n dollars, th e business e xperienced year on year revenue growth acros s the board, assisted b y the acquisition of Olym p ia in Dece m ber 2013, S G Vestia Sy s tems in March 2014 an d the Valiant Trust asset s in May 201 5 .

Corporate A ctions’ revenue were p a rticularly st r ong in FY1 5 , especially the first hal f , while em p loyee plans ’ revenue w a s also highe r . Revenue a nd earnings outcomes w ere adversely impacted by falling m a rgin incom e as a result o f lower Canadian cash rates and lo w er reinvest m ent yields on maturing d eposits. In USD re p orted term s , Canadian revenues f e ll 1.7% ve r sus FY14 t o $186.7 million, howe v er, EBITD A increased 1.2% to $76. 6 million.

Dividend

The Company announc e d a final di v idend of AU 16 cents p e r share, 25 % franked, p ayable on 1 5 Septembe r 2015 (divid e nd record d ate of 20 A u gust 2015) . This follow s the interi m dividend o f AU 15 cen t s per share , 20% frank e d, paid in M a rch 2015.

The divide n d reinvest m ent plan ( D RP) pricing period for t he final di v idend will b e from 25 August to 7 September 2015 (inclusive). The C ompany wi l l purchase the relevan t number o f shares un d er the DR P election on market. No discount wi l l apply to t h e DRP pric e . DRP parti c ipation elec t ions receiv e d after 5p m (AEST) on 21 August 2 015 (day a fter dividen d record da t e) will not be effectiv e in respect of this fina l dividend p a yment but will apply t o future div i dend paym e nts unless the Compa n y elects to suspend o r cancel its DRP.

==> picture [53 x 19] intentionally omitted <==

==> picture [55 x 19] intentionally omitted <==

==> picture [34 x 19] intentionally omitted <==

==> picture [19 x 26] intentionally omitted <==

==> picture [54 x 26] intentionally omitted <==

==> picture [55 x 26] intentionally omitted <==

==> picture [11 x 26] intentionally omitted <==

6

MARKET ANNOUNCEMENT

Capital Management

The Comp a ny’s issued capital was unchanged during FY15. There w e re 556,203 , 079 ordina r y shares o n issue as at 3 0 June 2015.

Balance Sheet Overview

Total asset s decreased $6.7 million year on ye a r to $3,801.5 million a s at 30 June 2015 and s hareholders ’ equity fell $89.6 million to $1,17 7 .6 million o ver the sa m e period, impacted by the impair m ent of th e voucher se r vices business.

Net borrow i ngs increas e d to $1,213.8 million (fr o m $1,199. 2 million at 30 June 2014). Gross bor r owings at 30 June 20 1 5 amounte d to $1,769. 1 million (up from $1,65 9 .3 million at 30 June 20 1 4), impacted by increased SLS Advance borrowings. The averag e maturity o f debt faciliti e s was 3.8 y e ars at 30 J u ne 2015.

The debt maturity profile as at 30 June 2015 i s detailed b e low:

Maturity Dates	Maturity Dates	Debt Drawn	Comm De Facil itted bt ities		Loan Servici Debt Fac ng ilities	Bank Fac Debt ility	P Plac Fa rivate ement cility
FY16	Dec-15	141. 0m	1 50.0m		15 0.0m	nil	nil
	Apr-16	25. 9m	50.0m		5 0.0m
FY17	Mar-17	21. 0m	21.0m				21.0m
FY18	Jul-17	445. 0m	4 50.0m			45 0.0m
	Feb-18	40. 0m	40.0m				40.0m
FY19	Jul-18	235. 0m	2 35.0m				235.0m
	Feb-19	70. 0m	70.0m				70.0m
FY20	Jul-19	291. 5m	4 50.0m			45 0.0m
FY22	Feb-22	220. 0m	2 20.0m				220.0m
FY24	Feb-24	220. 0m	2 20.0m				220.0m
Total		$1,709.4m *	$1,90 6.0m		$200 .0m	$900 .0m	$8 06.0m

* Variance fr o m gross debt represents finance leases ($4 0 .4m) and fair value adjustm e nt on USD se n ior notes plus amortised cos t adjustment ($ 1** 9.4m).

The Comp a ny’s Net D e bt to Mana g ement EBI T DA ratio, the key gea r ing metric, fell modestly from 2.1 3 times at 30 June 2014 to 2.10 tim e s at 30 Jun e 2015. After excluding t he non-rec o urse SLS A d vance debt , the ratio falls from 2.10 times to 1. 8 6 times. Th e SLS Advan c e debt is repaid via the collection of outstandin g mortgagor arrears (pri n cipal, inter e st, tax an d insurance funding) an d does not rely on cash flow fro m operations t o be repaid .

Capital exp e nditure for FY15 was $ 3 8.6 million, 94.9% high e r than FY1 4 . The spend in FY14 wa s abnormall y low.

The Group’ s Days Sales Outstandin g was 48 da y s at 30 Jun e 2015, up 3 days from 3 0 June 201 4 .

Technology Costs

Total tech n ology spen d for FY15 w as $236.1 million, 2.0 % lower th a n FY14. T e chnology c o sts include d $80.4 milli o n (FY14: $74.2 million) in research a nd development expen d iture that w as expensed during th e period. The technology cost to reve n ue ratio for FY15 was 11.9% (FY14 : 11.9%).

Foreign Exchange Impact

Manageme n t EBITDA w ould have been $569 . 1 million, o r 2.7% higher than a c tual FY15 M anagemen t EBITDA, had average e x change rat e s from FY1 4 applied. M a nagement E PS would h a ve been 61.39 cents, o r 2.6% higher than actual FY15 Management EPS, had prior y ear average exchange r a tes applied.

==> picture [53 x 19] intentionally omitted <==

==> picture [55 x 19] intentionally omitted <==

==> picture [34 x 19] intentionally omitted <==

==> picture [19 x 26] intentionally omitted <==

==> picture [54 x 26] intentionally omitted <==

==> picture [55 x 26] intentionally omitted <==

==> picture [11 x 26] intentionally omitted <==

7

MARKET ANNOUNCEMENT

Taxation

The Manag e ment effec t ive tax rate for FY15 w a s 26.1% (F Y 14: 22.4% ) . The rate i n crease wa s driven by a number of factors, inc l uding the i m pact of pr o fit mix on higher EBI T DA year o n year, som e tax refun d benefits in F Y14, changes to thin c a pitalisation r ules resulti n g in some non-deductib l e interest a n d the effec t of higher r o yalties paid to Group from lower tax jurisdiction s .

Outlook for Financial Year 2016

Looking to t he year ahead, the Company expec t s underlying business p e rformance t o be broadly similar to FY15, how e ver, the tra n slation imp a ct of the str o nger USD a nd the anticipated lowe r yields on client balances ar e again exp e cted to be significant earnings head w inds. The b usiness is also anticipating some increased c o sts includin g those ass o ciated with i nvestments in product development and efficien c y initiatives. T aking all fa c tors into ac c ount the Company expects Manage m ent EPS fo r FY16 to be around 7.5% lower than FY15.

This assess m ent of the outlook ass u mes that equity, foreign exchange and interest ra te markets remain at current lev e ls and that c orporate ac t ion activity i s similar to FY15.

Please refer to the 2015 Full Year Results Presentation for detailed financial data and the important notice on slide 65 regarding forward looking statements.

About Computershare Limited (CPU)

Computers h are (ASX: CPU) is a glo b al market l e ader in tran s fer agency a nd share r e gistration, employee equity plan s , proxy soli c itation and s takeholder c ommunications. We als o specialise i n corporate trust, mortgage, b ankruptcy, c lass action a nd utility a d ministratio n , and a ran g e of other d i versified fin a ncial and governance services.

Founded in 1978, Com p utershare is renowned f o r its expertise in high integrity data manageme n t, high volume tra n saction pro c essing and r econciliatio n s, payment s and stakeh o lder engag e ment. Man y of the world’s lea d ing organis a tions use u s to streamli n e and maxi m ise the val u e of relatio n ships with t h eir investors, employees, c r editors and customers.

Computers h are is repre s ented in all major finan c ial markets and has over 15,000 e m ployees worldwide.

For more information, v isit www.com p utershare.co m

For further information:

Mr Darren M urphy Head of Tr e asury and I n vestor Rela t ions Tel: +6 1 3 9415 51 0 2 Mobile: +6 1 418 392 6 8 7

==> picture [53 x 19] intentionally omitted <==

==> picture [55 x 19] intentionally omitted <==

==> picture [34 x 19] intentionally omitted <==

==> picture [19 x 26] intentionally omitted <==

==> picture [54 x 26] intentionally omitted <==

==> picture [55 x 26] intentionally omitted <==

==> picture [11 x 26] intentionally omitted <==

8