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COMPUTERSHARE LIMITED. Annual Report 2020

Aug 10, 2020

64696_rns_2020-08-10_431e2e9f-c77b-44c7-908a-c84a5b5b0caa.pdf

Annual Report

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ASX PRELIMINARY FINAL REPORT

Computershare Limited

ABN 71 005 485 825

30 JUNE 2020

Lodged with the ASX under Listing Rule 4.3A

Contents

Results for announcement to the market 2
Appendix 4E item 2
Preliminary consolidated statement of comprehensive income 4
Appendix 4E item 3
Preliminary consolidated statement of financial position 5
Appendix 4E item 4
Preliminary consolidated statement of changes in equity 6
Appendix 4E item 6
Preliminary consolidated statement of cash flows 7
Appendix 4E item 5
Supplementary Appendix 4E information
8
Appendix 4E item 6 to 13

This report covers the consolidated entity consisting of Computershare Limited and its controlled entities. The financial statements are presented in United States dollars (unless otherwise stated).

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES YEAR ENDED 30 JUNE 2020 (Previous corresponding period year ended 30 June 2019) RESULTS FOR ANNOUNCEMENT TO THE MARKET

$000
Revenuefrom continuing operations down 2.9% to 2,277,281
(Appendix 4E item 2.1)
Profit/(loss)after tax attributable to members down 44.0% to 232,657
(Appendix 4E item 2.2)
Net profit/(loss)for the period attributable to members down 44.0% to 232,657
(Appendix 4E item 2.3)
Dividends Amount per security Franked amount per security
(Appendix 4E item 2.4)
Final dividend AU 23 cents AU 6.9 cents
Interim dividend AU 23 cents AU 6.9 cents

Record date for determining entitlements to the final dividend (Appendix 4E item 2.5) 19 August 2020

Explanation of revenue (Appendix 4E item 2.6)

Total revenue from continuing operations for the year ended 30 June 2020 was $2,277.3 million, a decrease of 2.9% over the corresponding period. Margin income declined $47.1 million as a result of global interest rate cuts throughout the year driven by the COVID-19 pandemic and the UKAR fixed fee reduced by $42.3 million. Excluding these two items, revenues increased $20.6 million over the prior year.

Excluding margin income, Issuer Services revenues decreased primarily due to lower shareholder activity in the USA, whilst transactional activity for Stakeholder Relationship Management was also lower relative to FY19. This has been partly offset by an increase in corporate actions activity in Hong Kong and Australia.

Employee Share Plans revenues marginally increased reflecting annualised contribution from Equatex partly offset by lower transactional activity given the volatility in equity market conditions in the second half of the year. Voucher Services revenues also declined due to reduced parent numbers, reflecting the ongoing run-off of this business line.

Mortgage Services revenues increased due to continued growth in the servicing portfolio, higher co-issue and ancillary fees in the US, in addition to an annualised contribution from the LenderLive acquisition. This is partly offset by the reduction in the UKAR fixed fee and book run-off in the UK.

Excluding the revenue contribution from Karvy in FY19, Business Services revenue was modestly down against the prior comparative period. This was driven by lower Class Actions volumes partly offset by increased activity in the Bankruptcy business in the second half and underlying growth in Corporate Trust.

A weaker British pound, Australian dollar and Canadian dollar relative to the prior period reduced the translated revenue contribution from those regions.

Explanation of profit/(loss) from ordinary activities after tax (Appendix 4E item 2.6)

Net statutory profit after tax attributable to members was $232.7 million, a decrease of 44% over the corresponding period. Excluding the gain on disposal of Karvy of $106.5 million recorded in the prior year, statutory profit after tax decreased $79.7 million, 26% down over the corresponding period. A decline in margin income due to lower global interest rates together with the reduction in the UKAR fixed fee has been partly negated by growth in US Mortgage Services, Corporate Actions and Bankruptcy.

  • 2 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES YEAR ENDED 30 JUNE 2020 (Previous corresponding period year ended 30 June 2019) RESULTS FOR ANNOUNCEMENT TO THE MARKET

Costs were up primarily due to higher amortisation from a larger owned MSR portfolio in US Mortgage Services. FY20 includes annualised costs for LenderLive and Equatex. This has been offset by the disposal of Karvy, lower temporary staff and travel costs together with the first year benefits from the cost out program in the UK mortgage services business.

The Group’s effective tax rate was higher than the prior period due to favourable one-off events in the year ended 30 June 2019 and the current period’s profit mix with more profits recorded in countries with higher tax rates.

The impact of AASB 16 adjustments on statutory net profit after tax was immaterial.

Explanation of net profit/(loss) (Appendix 4E item 2.6)

Please refer above.

Explanation of dividends (Appendix 4E item 2.6)

The following dividends have been paid, declared or recommended since the end of the preceding financial year:

Ordinary shares

A final dividend in respect of the year ended 30 June 2019 was declared on 14 August 2019 and paid on 16 September 2019. This was an ordinary dividend of AU 23 cents per share, franked to 30%, amounting to AUD 124,864,490 ($83,864,241).

An interim dividend was declared on 12 February 2020 and paid on 19 March 2020. This was an ordinary dividend of AU 23 cents per share, franked to 30%, amounting to AUD 124,380,452 ($83,539,141).

A final dividend in respect of the year ended 30 June 2020 was declared by the directors of the Company on 11 August 2020, to be paid on 14 September 2020. This is an ordinary dividend of AU 23 cents per share, franked to 30%. As the dividend was not declared until 11 August 2020, a provision was not recognised as at 30 June 2020.

  • 3 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES PRELIMINARY CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2020

FOR THE YEAR ENDED 30 JUNE 2020
Note
Revenue from continuing operations
Sales revenue
Dividends received
Interest received
Total revenue from continuing operations
Other income
Expenses
Direct services
Technology costs
Corporate services
Finance costs
Total expenses
Share of net profit/(loss) of associates and joint ventures accounted for
using the equity method
10
Profit before related income tax expense
Income tax expense/(credit)
5
Profit for the year
Other comprehensive income that may be reclassified to profit or
loss
Cash flow hedges
Exchange differences on translation of foreign operations
Income tax relating to components of other comprehensive income
Total other comprehensive income for the year, net of tax
Total comprehensive income for the year
Profit for the year attributable to:
Members of Computershare Limited
Non-controlling interests
Total comprehensive income for the year attributable to:
Members of Computershare Limited
Non-controlling interests
Basic earnings per share (cents per share)
3
Diluted earnings per share (cents per share)
3
2020
2019
$000
$000
2,271,512
2,341,247
2,142
1,333
3,627
3,423
2,277,281
2,346,003
3,905
123,025
1,540,471
1,544,961
313,731
294,445
36,535
33,575
66,325
66,689
1,957,062
1,939,670
239
(1,006)
324,363
528,352
91,632
109,397
232,731
418,955
12,023
7,967
(21,185)
6,793
116
711
(9,046)
15,471
223,685
434,426
232,657
415,732
74
3,223
232,731
418,955
224,246
431,716
(561)
2,710
223,685
434,426
42.97 cents
76.57 cents
42.97 cents
76.42 cents

The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.

  • 4 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES PRELIMINARY CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2020

AS AT 30 JUNE 2020
Note
CURRENT ASSETS
Cash and cash equivalents
Bank deposits
Other financial assets
Receivables
Loan servicing advances
Financial assets at fair value through profit or loss
Inventories
Current tax assets
Prepayments
Other current assets
Total current assets
NON-CURRENT ASSETS
Receivables
Investments accounted for using the equity method
10
Financial assets at fair value through profit or loss
Property, plant and equipment
Right-of-use assets
1
Deferred tax assets
Intangibles
Other non-current assets
Total non-current assets
Total assets
CURRENT LIABILITIES
Payables
Borrowings
Lease liabilities
1
Current tax liabilities
Financial liabilities at fair value through profit or loss
Provisions
Deferred consideration
Mortgage servicing related liabilities
Other liabilities
1
Total current liabilities
NON-CURRENT LIABILITIES
Payables
Borrowings
Lease liabilities
1
Financial liabilities at fair value through profit or loss
Deferred tax liabilities
Provisions
Deferred consideration
Mortgage servicing related liabilities
Other liabilities
1
Total non-current liabilities
Total liabilities
Net assets
EQUITY
Contributed equity
8
Reserves
Retained earnings
14
Total parent entity interest
Non-controlling interests
Total equity
2020
2019
$000
$000
597,313
561,346
-
6,335
59,943
67,096
422,519
483,301
267,016
281,458
21,925
24,247
5,113
4,654
17,979
26,950
36,757
42,171
3,426
3,510
1,431,991
1,501,068
2,184
2,639
10,670
11,126
39,713
102,400
110,094
136,612
180,032
-
161,153
139,179
3,052,826
2,782,680
1,088
9,251
3,557,760
3,183,887
4,989,751
4,684,955
500,702
489,915
287,410
72,594
43,159
1,931
73,170
35,330
3,456
3,265
64,898
45,170
8,045
15,487
43,766
35,024
-
2,345
1,024,606
701,061
1,052
6,632
1,742,410
1,955,980
158,910
5,804
-
744
227,342
217,589
25,188
22,902
9,536
16,310
210,388
178,596
-
5,266
2,374,826
2,409,823
3,399,432
3,110,884
1,590,319
1,574,071
-
-
(172,496)
(134,551)
1,761,188
1,706,427
1,588,692
1,571,876
1,627
2,195
1,590,319
1,574,071

The above consolidated statement of financial position should be read in conjunction with the accompanying notes.

  • 5 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES PRELIMINARY CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2020

Attributable to members of Computershare Limited

Note
Total equity at 1 July 2019
Change in accounting policy
1
Restated total equity at the
beginning of the financial year
Profit for the year
Cash flow hedges
Exchange differences on translation
of foreign operations
Income tax (expense)/credits
Total comprehensive income for
the year
Transactions with owners in
their capacity as owners:
Dividends provided for or paid
Share buy-back
8
Cash purchase of shares on market
Share based remuneration
Balance at 30 June 2020

Contributed
Equity
Reserves
Retained
Earnings
Total
Non-
controlling
Interests
Total
Equity
$000
$000
$000
$000
$000
$000
-
(134,551)
1,706,427
1,571,876
2,195
1,574,071
-
-
(10,493)
(10,493)
-
(10,493)
-
(134,551)
1,695,934
1,561,383
2,195
1,563,578
-
-
232,657
232,657
74
232,731
-
12,023
-
12,023
-
12,023
-
(20,550)
-
(20,550)
(635)
(21,185)
-
116
-
116
-
116
-
(8,411)
232,657
224,246
(561)
223,685
-
-
(167,403)
(167,403)
(7)
(167,410)
-
(22,098)
-
(22,098)
-
(22,098)
-
(25,797)
-
(25,797)
-
(25,797)
-
18,361
-
18,361
-
18,361
-
(172,496)
1,761,188
1,588,692
1,627
1,590,319
Total equity at 1 July 2018
Change in accounting policy
Restated total equity at the
beginning of the financial year
Profit for the year
Cash flow hedges
Exchange differences on translation
of foreign operations
Income tax (expense)/credits
Total comprehensive income for
the year
Transactions with owners in
their capacity as owners:
Dividends provided for or paid
Disposal of non-controlling interest
Cash purchase of shares on market
Share based remuneration
Balance at 30 June 2019
Attributable to members of Computershare Limited
Contributed
Equity
Reserves
Retained
Earnings
Total
Non-
controlling
Interests
Total
Equity
$000
$000
$000
$000
$000
$000
-
(148,098)
1,455,187
1,307,089
26,308
1,333,397
-
(263)
(876)
(1,139)
-
(1,139)
-
(148,361)
1,454,311
1,305,950
26,308
1,332,258
-
-
415,732
415,732
3,223
418,955
-
7,967
-
7,967
-
7,967
-
7,306
-
7,306
(513)
6,793
-
711
-
711
-
711
-
15,984
415,732
431,716
2,710
434,426
-
-
(163,616)
(163,616)
(8,110)
(171,726)
-
-
-
-
(18,713)
(18,713)
-
(21,671)
-
(21,671)
-
(21,671)
-
19,497
-
19,497
-
19,497
-
(134,551)
1,706,427
1,571,876
2,195
1,574,071

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

  • 6 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES PRELIMINARY CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2020

Note
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers
Payments to suppliers and employees
Loan servicing advances (net)
Dividends received from associates, joint ventures and equity securities
Interest paid and other finance costs
Interest received
Income taxes paid
Net operating cash flows
6(a)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for purchase of controlled entities and businesses (net of cash
acquired)
Payments for intangible assets including MSRs
Proceeds from sale of property, plant and equipment
Proceeds from/(payments for) investments
Payments for property, plant and equipment
Proceeds from sale of subsidiaries and businesses (net of cash disposed)
Net investing cash flows
CASH FLOWS FROM FINANCING ACTIVITIES
Payment for purchase of ordinary shares - share based awards
Proceeds from borrowings
Repayment of borrowings
Loan servicing borrowings (net)
Dividends paid - ordinary shares (net of dividend reinvestment plan)
Purchase of ordinary shares - dividend reinvestment plan
Dividends paid to non-controlling interests in controlled entities
Payments for on-market share buy-back
Lease principal payments
Net financing cash flows
Net increase/(decrease) in cash and cash equivalents held
Cash and cash equivalents at the beginning of the financial year
Exchange rate variations on foreign cash balances
Cash and cash equivalents at the end of the year
2020
2019
$000
$000
2,449,925
2,373,626
(1,761,805)
(1,788,401)
14,442
(124,769)
2,496
1,470
(56,577)
(73,089)
3,627
3,423
(43,303)
(105,502)
608,805
286,758
(159,075)
(445,201)
(187,540)
(101,822)
-
2,837
6,795
(18,779)
(24,043)
(55,626)
-
75,727
(363,863)
(542,864)
(25,797)
(21,671)
786,985
2,175,760
(680,747)
(1,792,144)
(43,736)
103,047
(159,210)
(155,468)
(8,193)
(8,148)
(7)
(8,110)
(22,098)
-
(44,094)
(4,021)
(196,897)
289,245
48,045
33,139
561,346
534,669
(12,078)
(6,462)
597,313
561,346

The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.

  • 7 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

1. STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

This preliminary final report has been prepared in accordance with ASX Listing Rule 4.3A and the disclosure requirements of ASX Appendix 4E.

This report is to be read in conjunction with any public announcements made by Computershare Limited during the reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001 and Australian Securities Exchange Listing Rules.

The financial report, comprising the financial statements and notes of Computershare Limited and its controlled entities is prepared in accordance with Australian Accounting Standards. The financial report also complies with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

Where necessary, comparative figures have been adjusted to comply with the changes in presentation in the current period.

The principal accounting policies adopted in the preparation of the financial statements are consistent with those of the previous financial year with the exception of those discussed below.

(a) AASB 16 Leases

This note explains the impact of the adoption of AASB 16 Leases on the Group’s financial statements and discloses the new accounting policies that have been applied from 1 July 2019.

a) The Group’s leasing activities

The Group leases various properties, computer equipment, motor vehicles and other items of plant and equipment. Leases vary in contract term, with renewal at the option of the Group. The Group’s leases mainly relate to property.

b) How leases are accounted for under AASB 16

Until 30 June 2019, leases of property, plant and equipment were classified as either finance or operating leases. Payments made under operating leases (net of any incentives) were charged to profit or loss on a straight-line basis over the period of the lease.

From 1 July 2019, leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for use by the Group. Each lease payment is allocated between the liability and interest expense. Interest expense is recognised on the lease liability using the effective interest method. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis.

Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments:

  • fixed payments, less any lease incentives receivable

  • variable lease payments that depend on an index or rate

  • any amounts expected to be payable under residual value guarantees

  • the exercise price of a purchase option if the lessee is reasonably certain to exercise that option, and

  • payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.

Lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the lessee’s incremental borrowing rate is used, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions.

  • 8 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

Right-of-use assets are measured at cost comprising the following:

  • the amount of the initial measurement of lease liability

  • any lease payments made at or before the commencement date less any lease incentives received

  • any initial direct costs, and

  • restoration costs.

Payments associated with short-term leases and leases of low-value assets are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less. Lowvalue assets largely comprise IT equipment and small items of office furniture.

Extension and termination options are included in a number of leases across the Group. In determining the lease term, management considers all the facts and circumstances that create an economic incentive to exercise an extension option, or not to exercise a termination option. Extension options (or periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not terminated).

c) Adjustments recognised on adoption of AASB 16

On adoption of AASB 16, the Group recognised lease liabilities in relation to leases which had previously been classified as operating leases under the principles of AASB 117 Leases. These liabilities were measured at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate as of 1 July 2019.

Computershare has calculated incremental borrowing rates based on the risk-free rate relevant to the country and currency of the lease, considering the nature of the assets to which leases apply and matched to the lease term, plus an applicable margin based on country-specific credit rating assumptions.

The associated right-of-use assets were determined as follows:

  • Some of the Group’s largest property leases were measured on a retrospective basis as if the new standard had always been applied.

  • All other right-of use assets were measured at the amount equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments and lease inducements relating to that lease recognised as at 30 June 2019.

Where the Group calculated right-of-use assets on a retrospective basis, lease inducements were included in the calculation as if AASB 16 had always applied. As a result, the carrying value of associated lease inducements was reclassified to retained earnings on transition.

Identifying a lease within an arrangement requires exercise of judgement. An arrangement contains a lease where there is an identified asset and the customer has the right to obtain substantially all of the economic benefits from use of the asset and the right to direct the use of the asset.

When analysing global technology contracts, the Group considered office equipment, servers and other hardware, co-hosting sites, cables and routers included in network contracts and software. No leases have been identified for recognition other than server co-hosting sites, which have been included in the lease assets and liabilities recognised at 1 July 2019.

For leases previously classified as finance leases, the Group recognised the carrying amount of the lease asset and lease liability immediately before transition as the carrying amount of the right-of-use asset and the lease liability at the date of initial application.

In applying AASB 16 for the first time, the Group has applied the following practical expedients permitted by the standard:

  • use of a single discount rate to a portfolio of leases with reasonably similar characteristics

  • 9 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

  • use of hindsight in determining the lease term where the contract contains options to extend or terminate the lease

  • accounting for operating leases with a remaining lease term of less than 12 months as at 1 July 2019 as short-term leases

  • exclusion of initial direct costs for the measurement of the right-of-use asset at the date of initial application.

d) Deferred tax on right-of-use assets and lease liabilities

Deferred tax is recognised in respect of temporary differences between the tax bases of right-of-use assets and lease liabilities and their carrying amounts in the consolidated financial statements. The Group considers the right-of-use asset and lease liability separately when calculating temporary differences and as a result deferred tax assets and liabilities are recognised at their gross amounts.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority.

For temporary differences on leases with retrospective asset calculations, the difference between the lower lease asset and the higher lease liability recognised on 1 July 2019 was booked to retained earnings.

e) Impact on the financial statements

The Group has adopted AASB 16 using the modified retrospective approach on transition and accordingly has not restated comparative information. The reclassification and adjustments arising from the new leasing standard are therefore recognised in the opening balance sheet on 1 July 2019.

The following table shows the adjustments recognised in the opening balance sheet on 1 July 2019 for each individual line item:

individual line item:
Balance sheet (extract)
Current assets
Prepayments
Non-current assets
Property, plant and equipment
Right-of-use assets
Deferred tax assets
Impact of changes on total assets
Current liabilities
Payables
Lease liabilities
Other liabilities
Non-current liabilities
Lease liabilities
Deferred tax liabilities
Other liabilities
Impact of changes on total liabilities
Impact of changes on net assets
Retained earnings
Impact of changes on total equity
30 June 2019
AASB 16 impact
1 July 2019
Restated
$000
$000
$000
42,171
(1,067)
41,104
136,612
(6,413)
130,199
-
207,717
207,717
139,179
40,640
179,819
240,877
489,915
(1,437)
488,478
1,931
41,249
43,180
2,345
(2,345)
-
5,804
182,252
188,056
217,589
36,917
254,506
5,266
(5,266)
-
251,370
(10,493)
1,706,427
(10,493)
1,695,934
(10,493)

Under the previous accounting standard, operating lease expenses were included within management EBITDA. Under AASB 16, lease expenses are recognised in the income statement as depreciation of right-of-use assets and interest expense arising from lease liabilities.

  • 10 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

Compared to the previous accounting standard, the Group’s income statement and management EBITDA for the year ended 30 June 2020 were impacted as follows:

year ended 30 June 2020 were impacted as follows:
$000
Management EBITDA 47,931
Depreciation and amortisation (41,927)
Finance costs (6,945)
Profit before tax (941)
Income tax 228
Profit for theyear (713)

Net operating cash flows increased under AASB 16 as the element of cash paid under lease arrangements attributable to the repayment of principal (previously included in the operating cash flows) is included in financing cash flows.

2. MATERIAL FACTORS AFFECTING THE ECONOMIC ENTITY FOR THE CURRENT PERIOD

Refer to the Market Announcement and Management Presentation dated 11 August 2020 for discussion of the nature and amount of material items affecting revenue, expenses, assets, liabilities, equity or cash flows, where their disclosure is relevant in explaining the financial performance or position of the entity for the period.

3. EARNINGS PER SHARE (Appendix 4E item 14.1)

Year ended 30 June 2020
Earnings per share (cents per share)
Reconciliation of earnings
Profit for the year
Non-controlling interest (profit)/loss
Add back management adjustment items (see
below)
Net profit attributable to the members of
Computershare Limited
Weighted average number of ordinary shares
used as denominator in calculating earnings per
share
Year ended 30 June 2019
Earnings per share (cents per share)
Reconciliation of earnings
Profit for the year
Non-controlling interest (profit)/loss
Less management adjustment items (see below)
Net profit attributable to the members of
Computershare Limited
Weighted average number of ordinary shares
used as denominator in calculating earnings per
share
Basic EPS
Diluted EPS
Management
Basic EPS
Management
Diluted EPS
42.97 cents
42.97 cents
56.12 cents
56.12 cents
$000
$000
$000
$000
232,731
232,731
232,731
232,731
(74)
(74)
(74)
(74)
-
-
71,185
71,185
232,657
232,657
303,842
303,842
541,420,844
541,420,844
541,420,844
541,420,844
Basic EPS
Diluted EPS
Management
Basic EPS
Management
Diluted EPS
76.57 cents
76.42 cents
70.24 cents
70.10 cents
$000
$000
$000
$000
418,955
418,955
418,955
418,955
(3,223)
(3,223)
(3,223)
(3,223)
-
-
(34,368)
(34,368)
415,732
415,732
381,364
381,364
542,955,868
543,996,500
542,955,868
543,996,500
  • 11 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

Reconciliation of weighted average number of shares used as the denominator:

SUPPLEMENTARY APPENDIX 4E INFORMATION
Reconciliation of weighted average number of shares used as the denominator:
Weighted average number of ordinary shares used as the denominator in calculating
basic earnings per share
Adjustments for calculation of diluted earnings per share:
Performance rights
Weighted average number of ordinary shares and potential ordinary shares used as
the denominator in calculating diluted earnings per share
2020
2019
Number
Number
541,420,844
542,955,868
-
1,040,632
541,420,844
543,996,500

The weighted average number of potential dilutive ordinary shares excludes 1,730,608 performance rights (2019: 744,431) as they are not dilutive for the year ended 30 June 2020. These performance rights could potentially dilute basic earnings per share in the future.

No employee performance rights have been issued since year end.

For the year ended 30 June 2020 management adjustment items include the following:

Amortisation
Amortisation of intangible assets
Acquisitions and disposals
Acquisition related expenses
Benefit of tax losses not previously recognised on Equatex acquisition
One-off tax expense on Equatex IP restructure
Acquisition accounting adjustments
Other
Major restructuring costs
Marked to market adjustments – derivatives
Total management adjustment items
Gross Tax effect
Net of tax
$000
$000
$000
(57,856)
15,259
(42,597)
(21,011)
5,355
(15,656)
-
7,666
7,666
-
1,054
1,054
1,410
(371)
1,039
(25,972)
6,033
(19,939)
(3,932)
1,180
(2,752)
(107,361)
36,176
(71,185)

Management Adjustment Items

Management adjustment items net of tax for the year ended 30 June 2020 were as follows:

Amortisation

  • Customer relationships and most of other intangible assets that are recognised on business combinations or major asset acquisitions are amortised over their useful life in the statutory results but excluded from management earnings. The amortisation of these intangibles in the year ended 30 June 2020 was $42.6 million. Amortisation of mortgage servicing rights, certain acquired software as well as intangibles purchased outside of business combinations is included as a charge against management earnings.

Acquisitions and disposals

  • Acquisition related expenses of $14.6 million were incurred related to the integration of Equatex and $1.1 million related to the acquisition of Corporate Creations.

  • A deferred tax asset of $7.7 million was recognised for tax losses not previously recognised on the Equatex acquisition.

  • A true-up of the one-off tax expense recognised as a result of the Equatex IP restructure in the prior financial year resulted in a tax benefit of $1.1 million.

  • A gain of $1.0 million resulted from an adjustment to prior period acquisition accounting.

  • 12 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

Other

  • Costs of $19.9 million were incurred in respect of major restructuring programmes spanning several years and comprising specified significant cost-out initiatives and related workforce reductions. In the current reporting period, these costs related mainly to UK Mortgage Services, Global Issuer Services and Shared Services.

  • Derivatives that have not received hedge designation are marked to market at the reporting date and taken to profit and loss in the statutory results. The marked to market valuation resulted in a loss of $2.8 million.

For the year ended 30 June 2019 management adjustment items were as follows:

Amortisation
Amortisation of intangible assets
Acquisitions and disposals
Gain on disposal of Karvy
Acquisition related expenses
One-off tax expense on Equatex IP restructure
Acquisition accounting adjustments
Other
Major restructuring costs
Impairment charge - investments in associates
Restatement of deferred tax balances due to significant US tax law changes
Marked to market adjustments – derivatives
Put option liability re-measurement
True-up of US tax reform impact on foreign subsidiary profits
Total management adjustment items
Gross
Tax effect
Net of tax
$000
$000
$000



(55,808)
15,734
(40,074)
106,456
(14)
106,442
(17,170)
3,595
(13,575)
-
(5,801)
(5,801)
(702)
(11)
(713)
(19,891)
5,100
(14,791)
(13,953)
442
(13,511)
-
12,819
12,819
4,363
(1,310)
3,053
1,672 -
1,672
-
(1,153)
(1,153)
4,967
29,401
34,368
  • 13 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

4. SEGMENT INFORMATION (Appendix 4E item 14.4)

As previously announced, effective 1 July 2019, Computershare has changed its management structure and reporting from a regional to a global business model aligned to its product offering. This is intended to intensify customer focus, identify opportunities for new business and operating efficiencies and enhance the development of new products. Consequently, the change to the organisational structure has resulted in a change to the composition of operating segments.

In accordance with AASB 8 Operating Segments, the Group has identified its operating segments to be the following six global business lines:

  • a) Issuer Services

  • b) Mortgage Services & Property Rental Services

  • c) Employee Share Plans & Voucher Services

  • d) Business Services

  • e) Communication Services & Utilities

  • f) Technology Services

Issuer Services comprise register maintenance, corporate actions, stakeholder relationship management, corporate governance and related services. Mortgage Services & Property Rental Services comprise mortgage servicing and related activities, together with tenancy bond protection services in the UK. Employee Share Plans & Voucher Services comprise the provision of administration and related services for employee share and option plans, together with Childcare Voucher administration in the UK. Business Services comprise the provision of bankruptcy, class actions and corporate trust administration services. Communication Services and Utilities operations comprise document composition and printing, intelligent mailing, inbound process automation, scanning and electronic delivery. Technology Services comprise the provision of software specialising in share registry and financial services.

There is a corporate function which includes entities whose main purpose is to hold intercompany investments and conduct financing activities. It is not considered an operating segment and includes activities that are not allocated to other operating segments.

The operating segments presented reflect the manner in which the Group is internally managed and the financial information reported to the chief operating decision maker (CEO). The Group has determined the operating segments based on the reports reviewed by the CEO that are used to make strategic decisions and assess performance. The key segment performance measure is based on earnings before interest, tax, depreciation and amortisation (management adjusted EBITDA). An additional measure of segment performance is management adjusted EBIT, which reflects management adjusted earnings before interest and tax. Management adjusted EBIT is of particular relevance to Mortgage Services & Property Rental Services as there are significant levels of amortisation included in management earnings for this business line.

Comparative segment information has been restated to reflect the Group’s new operating segments, including revenue by geography. Consequently, the segment information disclosed by geography is not entirely comparable to the information disclosed by geographic segment for the prior year.

  • 14 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

OPERATING SEGMENTS

June 2020
Total segment revenue and
other income
Intersegment revenue
External revenue and other
income
Revenue by geography:
Asia
Australia & New Zealand
Canada
Continental Europe
UCIA
United States
Management Adjusted
EBITDA
Management adjusted
depreciation and amortisation
Management Adjusted
EBIT
June 2019
Total segment revenue and
other income
Intersegment revenue
External revenue and other
income
Revenue by geography:
Asia
Australia & New Zealand
Canada
Continental Europe
UCIA
United States
Management Adjusted
EBITDA
Management adjusted
depreciation and amortisation
Management Adjusted
EBIT
Issuer
Services
Employee
Share
Plans &
Voucher
Services
Communic
ation
Services &
Utilities
Mortgage
Services &
Property
Rental
Services
Business
Services
Technology
Services
Total
$000
$000
$000
$000
$000
$000
$000
918,562
306,346
331,286
665,149
244,863
236,890
2,703,096
(23,813)
(1,742)
(162,465)
-
(1,246)
(236,054)
(425,320)

894,749
304,604
168,821
665,149
243,617
836
2,277,776
79,928
32,612
-
-
-
-
112,540
99,657
12,321
81,838
-
-
858
194,674
74,557
18,752
7,776
-
84,623
33
185,741
44,745
8,830
33,843
-
-
-
87,418
102,625
175,619
6,669
226,413
14,209
(55)
525,480
493,237
56,470
38,695
438,736
144,785
-
1,171,923
894,749
304,604
168,821
665,149
243,617
836
2,277,776
260,481
65,707
30,798
141,202
88,181
19,367
605,736
(1,975)
(3,612)
(3,387)
(70,777)
(885)
(17,646)
(98,282)
258,506
62,095
27,411
70,425
87,296
1,721
507,454
979,705
310,318
352,273
646,101
269,315
238,040
2,795,752
(27,855)
(2,570)
(174,488)
-
(2,625)
(237,122)
(444,660)
951,850
307,748
177,785
646,101
266,690
918
2,351,092
72,977
29,051
-
-
17,003
-
119,031
107,222
14,450
94,554
-
-
871
217,097
80,118
20,522
6,879
-
87,529
36
195,084
52,913
21,025
29,739
-
-
4
103,681
107,271
162,377
6,516
285,354
18,430
7
579,955
531,349
60,323
40,097
360,747
143,728
-
1,136,244
951,850
307,748
177,785
646,101
266,690
918
2,351,092
313,581
80,280
37,915
150,234
92,633
16,425
691,068
(3,008)
(2,503)
(3,282)
(47,717)
(869)
(18,435)
(75,814)
310,573
77,777
34,633
102,517
91,764
(2,010)
615,254
  • 15 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

Segment revenue

The revenue reported to the CEO is measured in a manner consistent with that of the statement of comprehensive income. Sales between segments are included in the total segment revenue, whereas sales within a segment have been eliminated from segment revenue. Sales between segments are at normal commercial rates and are eliminated on consolidation.

Segment revenue reconciles to total revenue from continuing operations as follows:

Total operating segment revenue and other income
Intersegment eliminations
Corporate revenue and other income
Total revenue from continuing operations
2020
2019
$000
$000
2,703,096
2,795,752
(425,320)
(444,660)
(495)
(5,089)
2,277,281
2,346,003

Management adjusted EBITDA and management adjusted EBIT

Management adjusted results are used, along with other measures, to assess operating business performance. The Group believes that exclusion of certain items permits a better analysis of the Group’s performance on a comparative basis and provides a better measure of underlying operating performance.

A reconciliation of management adjusted EBITDA and EBIT to operating profit before income tax is provided as follows:

Management adjusted EBITDA2
Management adjusted depreciation and amortisation3
Management adjusted EBIT
Management adjustment items (before related income tax effect):
Amortisation of intangible assets
Major restructuring costs
Acquisition related expenses
Marked to market adjustments - derivatives
Acquisition accounting adjustments
Total management adjustment items (note 3)
Finance costs3
Profit before income tax from continuing operations
2020
Operating
segments
Corporate1
Total
$000
$000
$000
605,736
40,625
646,361
(98,282)
(50,030)
(148,312)
2020
Operating
segments
Corporate1
Total
$000
$000
$000
605,736
40,625
646,361
(98,282)
(50,030)
(148,312)
507,454
(9,405)



498,049
(57,856)
(25,972)
(21,011)
(3,932)
1,410
(107,361)
(66,325)
324,363

1 In the 2019 reporting period, the corporate function incurred external operating lease expenses, which were booked and then recharged to the operating segments above EBITDA. In the current reporting period, these operating lease expenses in the corporate function have been replaced by lease-related depreciation and interest expenses under AASB 16. The corporate function continues to recharge these below EBITDA costs to the operating segments as an above EBITDA charge to ensure business performance measures include property costs. Hence, corporate EBITDA is inclusive of the intercompany recharge revenue without the offsetting external lease costs.

2 Management adjusted EBITDA in the current reporting period was impacted by adoption of AASB 16, which resulted in an increase of $47.9 million (refer to note 1).

3 Excluding the impact of AASB 16, finance costs were $59.4 million and management adjusted depreciation and amortisation was $106.4 million (refer to note 1).

  • 16 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

2019

Management adjusted EBITDA
Management adjusted depreciation and amortisation
Management adjusted EBIT
Management adjustment items (before related income tax effect):
Amortisation of intangible assets
Major restructuring costs
Acquisition related expenses
Marked to market adjustments - derivatives
Acquisition accounting adjustments
Gain on disposal of Karvy
Impairment charge - investments in associates
Put option liability re-measurement
Total management adjustment items (note 3)
Finance costs
Profit before income tax from continuing operations
Operating segments
Corporate
Total
$000
$000
$000
691,068
(16,190)
674,878
(75,814)
(8,990)
(84,804)
Operating segments
Corporate
Total
$000
$000
$000
691,068
(16,190)
674,878
(75,814)
(8,990)
(84,804)
615,254
(25,180)
590,074
(55,808)
(19,891)
(17,170)
4,363
(702)
106,456
(13,953)
1,672
4,967
(66,689)
528,352
4,967
(66,689)
528,352

5. RECONCILIATION OF INCOME TAX EXPENSE

Numerical reconciliation of income tax expense to prima facie tax payable

Profit before income tax expense
The tax expense for the financial year differs from the amount calculated on the profit.
The differences are reconciled as follows:
Prima facie income tax expense thereon at 30%
Variation in tax rates of foreign controlled entities
Tax effect of permanent differences:
Benefit of tax losses not previously recognised on Equatex acquisition
Withholding tax not creditable
Prior year tax (over)/under provided
One-off tax expense on Equatex IP restructure
Effect of changes in tax rates and laws
Gain on disposal of Karvy
Impairment of investment in SETL
True-up of US tax reform impact on foreign subsidiary profits
Net other
Income tax expense
2020
2019
$000
$000
324,363
528,352
97,309
158,506
25
(7,554)
(7,666)
-
6,266
-
(2,131)
(4,120)
(1,054)
5,801
(1,213)
(14,284)
-
(32,493)
-
2,339
-
1,153
96
49
91,632
109,397

Australian thin capitalisation

The ATO has previously challenged the inclusion of the Australian Group’s intangible assets in the thin capitalisation calculation used to determine the amount of tax-deductible interest expense. Computershare disagrees with the ATO’s views and intends to vigorously defend its position. This process may take some years to resolve. As the Group does not expect to pay additional tax related to this matter, no provision was recognised as at 30 June 2020. If Computershare is unsuccessful in defending its position, the maximum potential primary tax liability excluding interest is estimated at $20.4 million (2019: $52.1 million).

  • 17 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

6. CASH FLOW INFORMATION

(a) Reconciliation of net profit after tax to cash flows from operating activities

2020 2019
$000 $000
Net profit after income tax 232,731 418,955
Adjustments for non-cash income and expense items:
Depreciation and amortisation 206,168 140,612
Gain on disposal of Karvy - (106,456)
Net (gain)/loss on asset disposals and asset write-downs - 817
Contingent consideration re-measurement - 702
Share of net (profit)/loss of associates and joint ventures accounted for using equity method (239) 1,006
Employee benefits – share based expense 18,833 18,049
Hedge cost of business combination - 7,138
Impairment charge - 13,953
Fair value adjustments 3,932 (6,035)
Changes in assets and liabilities:
(Increase)/decrease in receivables 45,403 (52,636)
(Increase)/decrease in inventories (519) (832)
(Increase)/decrease in loan servicing advances 14,442 (124,769)
(Increase)/decrease in other current assets 33,452 1,899
Increase/(decrease) in payables and provisions 6,273 (29,540)
Increase/(decrease) in tax balances 48,329 3,895
Net cash and cash equivalents from operating activities 608,805 286,758

(b) Reconciliation of liabilities arising from financing activities

Opening balance at 1 July 2019
Change in accounting policy (note 1)
Restated balance at the beginning
of the financial year
Cash flows
Non-cash changes:
Acquisitions of entities and businesses
Additions
Fair value adjustments
Transfers and other
Currency translation difference
Balance at 30 June 2020
Current
borrowings
Non-
current
borrowings
Current
lease
liabilities
Non-
current
lease
liabilities
Cross
currency
swap
Total
$000
$000
$000
$000
$000
$000
72,594
1,955,980
1,931
5,804
2,451
2,038,760
-
-
41,249
182,252
-
223,501
72,594
1,955,980
43,180
188,056
2,451
2,262,261
88,208
(13,797)
(44,094)
-
(11,909)
18,408
-
-
-
2,530
-
2,530
-
-
3,484
13,648
-
17,132
-
50,763
-
-
11,909
62,672
137,715
(241,738)
41,522
(41,522)
-(104,023)
(11,107)
(8,798)
(933)
(3,802)
697
(23,943)
287,410 1,742,410
43,159
158,910
3,148 2,235,037

Interest bearing liabilities

On 12 March 2020, Computershare Limited executed a Bi-Lateral Facility of $100.0 million with Australia and New Zealand Banking Group Limited, maturing in March 2021.

On 30 June 2020, Computershare Limited executed an extension of $450.0 million Syndicated Facility tranche due to mature in April 2021 and the $50.0 million Bi-Lateral Facility tranche due to mature in July 2021. The combined $500.0 million extended Syndicated Facility tranche has a maturity date of 30 June 2024.

  • 18 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

7. BUSINESS COMBINATIONS

  • (a) On 28 February 2020, the Group acquired the assets and liabilities of Corporate Creations International along with 100% of Corporate Creations Intellectual Property LLC, Corporate Creations Management LLC, Corporate Creations Network Inc. [Florida] and its subsidiaries, Management Group Limited and Worldwide Nominee LLC (collectively Corporate Creations), a registered agent business headquartered in Florida, USA. Total consideration was $144.8 million. Corporate Creations provides registered agent and related filing services to over fourteen thousand small, medium and large US Corporations. The acquisition enhances Computershare’s registered agent product suite and capabilities and accelerates Computershare’s growth in the US registered agent market.

This business combination did not materially contribute to the total revenue of the Group. If the acquisition had occurred on 1 July 2019, the total revenue contribution by the acquired entities would have been $33.1 million.

Details of the acquisition are as follows:

Cash consideration
Total consideration paid
Less fair value of identifiable assets acquired
Provisional goodwill on consolidation*
$000
144,817
144,817
(58,377)
86,440

*Identification and valuation of net assets acquired will be completed within the 12-month measurement period in accordance with the Group’s accounting policy.

The recognised goodwill is expected to be deductible for tax purposes.

Assets and liabilities arising from this acquisition are as follows:

Intangible assets
Receivables
Right-of-use assets
Cash and cash equivalents
Deferred tax assets
Property, plant and equipment
Prepayments
Payables
Lease liabilities
Deferred tax liabilities
Net assets
Purchase consideration:
Inflow/(outflow) of cash to acquire the entities, net of cash acquired:
Cash balance acquired
Less cash paid
Net inflow/(outflow) of cash
Fair value
$000
61,850
3,545
2,530
1,422
697
129
13
(8,582)
(2,530)
(697)
58,377
$000
1,422
(144,817)
(143,395)
  • 19 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

8. CONTRIBUTED EQUITY (Appendix 4E item 14.2)

On 14 August 2019, Computershare announced an on-market buy-back of shares with an aggregate value of AUD 200.0 million for capital management purposes, which commenced on 3 September 2019.

From 3 September 2019 until 31 October 2019, the Company purchased and cancelled 2,076,275 ordinary shares at a total cost of AU$32.9 million (US$22.1 million) with an average price of AU$15.85 and a price range from AU$15.42 to AU$16.16.

Since the effect of share buy-backs over the years has reduced contributed equity to nil, a reserve has been created to reflect the excess value of shares bought over the original amount of subscribed capital. There has been no issue of ordinary shares during the year ended 30 June 2020.

Movement in contributed equity

Movement in contributed equity
Balance at 1 July 2019
Share buy-back
Transfer to share buy-back reserve
Balance at 30 June 2020
Number of shares
$000
542,955,868
-
(2,076,275)
(22,098)
-
22,098
540,879,593
-

9. CONTROLLED ENTITIES ACQUIRED OR DISPOSED OF (Appendix 4E item 10)

Acquired Date control gained
VisEq GmbH 7 November 2019
Corporate Creations Intellectual Property LLC (1) 28 February 2020
Corporate Creations Management LLC (1) 28 February 2020
Corporate Creations Network Inc. [Florida] (1) 28 February 2020
Management Group Limited (1) 28 February 2020
Worldwide Nominee LLC (1) 28 February 2020
Corporate Creations Network Inc. [Arkansas] (1) 28 February 2020
Corporate Creations Network Inc. [California] (1) 28 February 2020
Corporate Creations Network Inc. [Hawaii] (1) 28 February 2020
Corporate Creations Network Inc. [Kansas] (1) 28 February 2020
Corporate Creations Network Inc. [Maryland] (1) 28 February 2020
Corporate Creations Network Inc. [Oklahoma] (1) 28 February 2020
Corporate Creations Alabama LLC (1) 28 February 2020
Corporate Creations Alaska Inc. (1) 28 February 2020
Corporate Creations Arizona LLC (1) 28 February 2020
Corporate Creations Arkansas LLC (1) 28 February 2020
Corporate Creations California Inc. (1) 28 February 2020
Corporate Creations Colorado LLC (1) 28 February 2020
Corporate Creations Connecticut LLC (1) 28 February 2020
Corporate Creations Delaware LLC (1) 28 February 2020
Corporate Creations District of Columbia LLC (1) 28 February 2020
Corporate Creations Florida LLC (1) 28 February 2020
Corporate Creations Georgia LLC (1) 28 February 2020
Corporate Creations Hawaii LLC (1) 28 February 2020
Corporate Creations Idaho LLC (1) 28 February 2020
Corporate Creations Illinois LLC (1) 28 February 2020
Corporate Creations Indiana LLC (1) 28 February 2020
Corporate Creations Iowa LLC (1) 28 February 2020
Corporate Creations Kansas LLC (1) 28 February 2020
Corporate Creations Kentucky LLC (1) 28 February 2020
Corporate Creations Louisiana LLC (1) 28 February 2020
Corporate Creations Maine LLC (1) 28 February 2020
  • 20 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

Corporate Creations Maryland LLC (1) 28 February 2020
Corporate Creations Massachusetts Inc. (1) 28 February 2020
Corporate Creations Michigan LLC (1) 28 February 2020
Corporate Creations Minnesota LLC (1) 28 February 2020
Corporate Creations Mississippi LLC (1) 28 February 2020
Corporate Creations Missouri Inc. (1) 28 February 2020
Corporate Creations Montana Inc. (1) 28 February 2020
Corporate Creations Nebraska LLC (1) 28 February 2020
Corporate Creations Nevada LLC (1) 28 February 2020
Corporate Creations New Hampshire LLC (1) 28 February 2020
Corporate Creations New Jersey LLC (1) 28 February 2020
Corporate Creations New Mexico Inc. (1) 28 February 2020
Corporate Creations New York LLC (1) 28 February 2020
Corporate Creations North Carolina LLC (1) 28 February 2020
Corporate Creations North Dakota LLC (1) 28 February 2020
Corporate Creations Ohio LLC (1) 28 February 2020
Corporate Creations Oklahoma LLC (1) 28 February 2020
Corporate Creations Oregon LLC (1) 28 February 2020
Corporate Creations Pennsylvania LLC (1) 28 February 2020
Corporate Creations Puerto Rico Inc. (1) 28 February 2020
Corporate Creations Rhode Island LLC (1) 28 February 2020
Corporate Creations South Carolina LLC (1) 28 February 2020
Corporate Creations South Dakota LLC (1) 28 February 2020
Corporate Creations Tennessee LLC (1) 28 February 2020
Corporate Creations Texas LLC (1) 28 February 2020
Corporate Creations Utah LLC (1) 28 February 2020
Corporate Creations Vermont LLC (1) 28 February 2020
Corporate Creations Virginia LLC (1) 28 February 2020
Corporate Creations Washington LLC (1) 28 February 2020
Corporate Creations West Virginia LLC (1) 28 February 2020
Corporate Creations Wisconsin LLC (1) 28 February 2020
Corporate Creations Wyoming LLC (1) 28 February 2020
United Agent Group Inc. [Alabama] (1) 28 February 2020
United Agent Group Inc. [Alaska] (1) 28 February 2020
United Agent Group Inc. [Arizona] (1) 28 February 2020
United Agent Group Inc. [Arkansas] (1) 28 February 2020
United Agent Group Inc. [California] (1) 28 February 2020
United Agent Group Inc. [Colorado] (1) 28 February 2020
United Agent Group Inc. [Connecticut] (1) 28 February 2020
United Agent Group Inc. [Delaware] (1) 28 February 2020
United Agent Group Inc. [Florida] (1) 28 February 2020
United Agent Group Inc. [Georgia] (1) 28 February 2020
United Agent Group Inc. [Hawaii] (1) 28 February 2020
United Agent Group Inc. [Idaho] (1) 28 February 2020
United Agent Group Inc. [Illinois] (1) 28 February 2020
United Agent Group Inc. [Indiana] (1) 28 February 2020
United Agent Group Inc. [Iowa] (1) 28 February 2020
United Agent Group Inc. [Kansas] (1) 28 February 2020
United Agent Group Inc. [Kentucky] (1) 28 February 2020
United Agent Group Inc. [Louisiana] (1) 28 February 2020
United Agent Group Inc. [Maine] (1) 28 February 2020
United Agent Group Inc. [Maryland] (1) 28 February 2020
United Agent Group Inc. [Massachusetts] (1) 28 February 2020
United Agent Group Inc. [Michigan] (1) 28 February 2020
United Agent Group Inc. [Minnesota] (1) 28 February 2020
United Agent Group Inc. [Mississippi] (1) 28 February 2020
United Agent Group Inc. [Missouri] (1) 28 February 2020
United Agent Group Inc. [Montana] (1) 28 February 2020
United Agent Group Inc. [Nebraska] (1) 28 February 2020
United Agent Group Inc. [Nevada] (1) 28 February 2020
United Agent Group Inc. [New Hampshire] (1) 28 February 2020
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COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

United Agent Group Inc. [New Jersey] (1) 28 February 2020
United Agent Group Inc. [New Mexico] (1) 28 February 2020
United Agent Group Inc. [New York] (1) 28 February 2020
United Agent Group Inc. [North Carolina] (1) 28 February 2020
United Agent Group Inc. [North Dakota] (1) 28 February 2020
United Agent Group Inc. [Ohio] (1) 28 February 2020
United Agent Group Inc. [Oklahoma] (1) 28 February 2020
United Agent Group Inc. [Oregon] (1) 28 February 2020
United Agent Group Inc. [Pennsylvania] (1) 28 February 2020
United Agent Group Inc. (1) 28 February 2020
United Agent Group Inc. [Rhode Island] (1) 28 February 2020
United Agent Group Inc. [South Carolina] (1) 28 February 2020
United Agent Group Inc. [South Dakota] (1) 28 February 2020
United Agent Group Inc. [Tennessee] (1) 28 February 2020
United Agent Group Inc. [Texas] (1) 28 February 2020
United Agent Group Inc. (1) 28 February 2020
United Agent Group Inc. [Utah] (1) 28 February 2020
United Agent Group Inc. [Vermont] (1) 28 February 2020
United Agent Group Inc. [Virginia] (1) 28 February 2020
United Agent Group Inc. [Washington] (1) 28 February 2020
United Agent Group Inc. [Washington D.C.] (1) 28 February 2020
United Agent Group Inc. [West Virginia] (1) 28 February 2020
United Agent Group Inc. [Wisconsin] (1) 28 February 2020
United Agent Group Inc. [Wyoming] (1) 28 February 2020
United Agent Group Management LLC (1) 28 February 2020
United Agent Group Services Inc. [Arkansas] (1) 28 February 2020
United Agent Group Services Inc. [California] (1) 28 February 2020
United Agent Group Services Inc. [Delaware] (1) 28 February 2020
United Agent Group Services Inc. [Hawaii] (1) 28 February 2020
United Agent Group Services Inc. [Kansas] (1) 28 February 2020
United Agent Group Services Inc. [Maryland] (1) 28 February 2020
United Agent Group Services Inc. [Oklahoma] (1) 28 February 2020

(1) These companies were acquired as part of the Corporate Creations acquisition (note 7).

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COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

10. ASSOCIATES AND JOINT VENTURE ENTITIES (Appendix 4E item 11)

Name Place of incorporation Principal activity Place of incorporation Principal activity Ownership Ownership Consolidated Consolidated
interest carrying amount
June June June June
2020 2019 2020 2019
% % $000 $000
Joint Ventures
Computershare Pan Africa Holdings Ltd Mauritius Investor Services 60 60 - -
Asset Checker Ltd United Kingdom Investor Services 50 50 - -
VisEq GmbH1 Germany Investor Services - 66 - 39
Associates
Expandi Ltd United Kingdom Investor Services 25 25 6,145 6,304
Milestone Group Pty Ltd Australia Technology Services 20 20 3,148 3,611
CVEX Group, Inc United States of America Investor Services 22.2 20 - -
The Reach Agency Holdings Pty Ltd Australia Investor Services 46.5 46.5 1,377 1,172
Mergit s.r.l. Italy Technology Services 30 30 - -
10,670 11,126

1On 7 November 2019, Computershare acquired the remaining 34% interest in VisEq GmbH. From this date, VisEq GmbH became a wholly owned subsidiary of the Group.

The share of net profit/loss of associates and joint ventures accounted for using the equity method for the year ended 30 June 2020 is a $0.2 million gain (2019: $1.0 million loss).

11. OTHER SIGNIFICANT INFORMATION (Appendix 4E item 12)

On 11 March 2020, the World Health Organisation declared the spread of novel coronavirus (COVID-19) a global pandemic. The impact of the pandemic globally on both public health and the economy has been unprecedented and its consequences continue to evolve. The Group is very focused on operational resilience and is doing everything possible to ensure the safety of staff and others as well as preventing any material effect on our services. Computershare has well-developed plans for dealing with incidents, including sickness and pandemics. In response to the crisis work from home measures were deployed for 92% of the workforce, with minimal impact to operations.

For further information on the impact of COVID-19 and Computershare’s response, refer to Management Presentation. The Group did not benefit materially from government grants or subsidies as a result of COVID-19 response measures. Computershare did not carry out any unplanned material workforce reductions nor did it need to raise additional equity as a result of the pandemic.

12. ADDITIONAL DIVIDEND INFORMATION (Appendix 4E item 7)

Details of dividends declared or paid during or subsequent to the year ended 30 June 2020 are as follows:

Record date Payment date Type Amount
per
security
Total dividend Franked
amount per
security
Conduit
Foreign
Income
amount per
security
21 August 2019 16 September 2019 Final AU 23 cents AUD 124,864,490 AU 6.9 cents AU 16.1 cents
19 February 2020 19 March 2020 Interim AU 23 cents AUD 124,380,452 AU 6.9 cents AU 16.1 cents
19 August 2020 14 September 2020 Final AU 23 cents AUD 124,402,306*
AU 6.9 cents
AU 16.1 cents
  • Based on 540,879,593 shares on issue as at 11 August 2020

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COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

13. DIVIDEND REINVESTMENT PLANS (Appendix 4E item 8)

Computershare operates a Dividend Reinvestment Plan (DRP) which provides eligible shareholders with the opportunity to elect to take all or part of dividends in the form of shares in accordance with the DRP plan rules. Shares are provided under the plan free of brokerage and other transaction costs and will rank equally with all other ordinary shares on issue.

The DRP will apply to the final dividend declared on 11 August 2020 in respect of the FY20 financial year. Applications or notices received after 5.00pm (Melbourne time) on 20 August 2020 will not be effective for payment of this final dividend but will be effective for future dividend payments.

The DRP price for the final dividend will be equal to the arithmetic average of the daily volume weighted average market price (rounded to the nearest cent) of all shares sold through a normal trade on the ASX automated trading system during the DRP pricing period for this dividend, being 24 August 2020 to 4 September 2020 (inclusive). No discount will apply to the DRP price.

14. RETAINED EARNINGS (Appendix 4E item 6)

Retained earnings
Retained earnings at the beginning of the financial year
Ordinary dividends provided for or paid
Net profit/(loss) attributable to members of Computershare Limited
Change in accounting standards (note 1)
Retained earnings at the end of the financial year
2020
2019
$000
$000
1,706,427
1,455,187
(167,403)
(163,616)
232,657
415,732
(10,493)
(876)
1,761,188
1,706,427

15. NTA BACKING (Appendix 4E item 9)

2020 2019
Net tangible asset backing per ordinary share (3.00) (2.49)

16. COMMENTARY ON RESULTS (Appendix 4E item 14)

Refer to the Market Announcement and Management Presentation.

17. SIGNIFICANT FEATURES OF OPERATING PERFORMANCE (Appendix 4E item 14.3)

Refer to the Market Announcement and Management Presentation.

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COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION

18. TRENDS IN PERFORMANCE (Appendix 4E item 14.5)

Refer to the Market Announcement and Management Presentation.

19. OTHER FACTORS THAT AFFECTED RESULTS IN THE PERIOD OR WHICH ARE LIKELY TO AFFECT RESULTS IN THE FUTURE (Appendix 4E item 14.6)

Refer to the Market Announcement and Management Presentation.

20. AUDIT STATUS (Appendix 4E item 15)

This report is based on accounts which are in the process of being audited.

  • 25 -