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COMPUTERSHARE LIMITED. — Annual Report 2024
Aug 12, 2024
64696_rns_2024-08-12_c562449b-4aba-4dc0-a880-250a1f367881.pdf
Annual Report
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ASX PRELIMINARY FINAL REPORT
Computershare Limited
ABN 71 005 485 825
30 June 2024
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 | 5 |
| Appendix 4E item 3 | |
| Preliminary consolidated statement of financial position | 7 |
| Appendix 4E item 4 | |
| Preliminary consolidated statement of changes in equity | 8 |
| Appendix 4E item 6 | |
| Preliminary consolidated statement of cash flows | 9 |
| Appendix 4E item 5 | |
| Supplementary Appendix 4E information |
10 |
| 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 2024 (Previous corresponding period year ended 30 June 2023)
RESULTS FOR ANNOUNCEMENT TO THE MARKET
| $000 | ||||
|---|---|---|---|---|
| Revenuefrom ordinary activities | up | 3.0% | to | 3,297,821 |
| (Appendix 4E item 2.1) | ||||
| Profit/(loss)after tax from continuing operations attributable to | up | 2.0% | to | 492,864 |
| members | ||||
| Profit/(loss)after tax from discontinued operations attributable to | ||||
| members | down |
263.9% | to | (140,240) |
| Profit/(loss)after tax attributable to members | down | 20.7% | to | 352,624 |
| (Appendix 4E item 2.2) | ||||
| Net profit/(loss)for the period attributable to members | down | 20.7% | to | 352,624 |
| (Appendix 4E item 2.3) | ||||
| Dividends | Amount per security Franked | amount | per security | |
| (Appendix 4E item 2.4) | ||||
| Final dividend | AU 42 cents | AU 0 cents | ||
| Interim dividend | AU 40 cents | AU 8 cents |
Record date for determining entitlements to the final dividend (Appendix 4E item 2.5) 21 August 2024
Explanation of revenue (Appendix 4E item 2.6)
Total revenue for the year, including discontinued operations, increased by 3.0% from the corresponding period to $3,297.8 million (2023: $3,200.8 million). The discontinued operation relates to the US Mortgage Services business (US MS), which was sold in May 2024.
The revenue increase of $97.0 million was underpinned by client fee growth of $176.0 million, whilst margin income improved by $61.2 million due to higher interest rates in the first half. Offsetting this was the impact of two disposals. The first of these was the sale of the Kurtzman Carson Consultants (KCC) business in May 2023 which generated $70.1 million in total revenue in the prior period but nothing in the current year. The second of these was the sale of US MS in May 2024 where revenue was lower by $70.1 million relative to the prior year, driven by lower transaction volumes and only ten months of ownership in the year.
Key revenue movements by business line, excluding margin income, were as follows:
-
Issuer Services revenues increased $68.8 million driven by growth in all product lines: Registry Maintenance, Corporate Actions, Stakeholder Relationship Management and Governance Services.
-
Global Corporate Trust revenues fell $12.8 million largely due to the cessation of document custody activities on behalf of Ginnie Mae.
-
Employee Share Plans increased by $86.9 million due to higher trading activity and client wins driving higher client paid fees.
-
Mortgage Services revenues in the US decreased by $70.1 million due to the disposal of the business on 1 May 2024. In the UK, revenues were higher by $6.0 million primarily due to favourable foreign exchange movements. Underlying revenue was flat when compared to the prior period.
-
The decline in Business Services reflects the disposal of KCC, which was sold in May 2023. However, this is somewhat offset by Transitional Services Agreement (TSA) revenue received as part of the disposal agreement, which was recorded in the Technology and Operations segment. The TSA ceased in May 2024. KCC contributed $70.1 million of revenue excluding margin income in the prior comparative period.
Margin income was up $61.2 million on average client balances of $29.2 billion, including discontinued operations. This was primarily driven by a higher interest rate environment across all jurisdictions. Excluding discontinued operations, margin income was up $57.9 million on average balances of $27.7 billion. Average balances were down
- 2 -
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES YEAR ENDED 30 JUNE 2024 (Previous corresponding period year ended 30 June 2023)
RESULTS FOR ANNOUNCEMENT TO THE MARKET
$4.8 billion due to the sale of KCC, and due to softer market activity related to a decline in new bond issuance due to interest rate volatility and cyclically low asset origination, and a run-off of Special Purpose Acquisition Company balances along with marginally lower Corporate Action balances.
A weaker Australian dollar (AUD) and Canadian dollar (CAD) relative to the corresponding period decreased the translated USD revenue contribution from those regions, whilst a stronger British pound relative to the prior period increased the translated USD revenue contribution from those regions. The FX movements of major currencies (GBP, CAD and AUD) led to a net favourable revenue change of $25.1 million.
Explanation of profit/(loss) from ordinary activities after tax (Appendix 4E item 2.6)
Net statutory profit after tax attributable to members decreased by $92.1 million over the corresponding period to $352.6 million, a decrease of 20.7%.
Net statutory profit after tax from continuing operations attributable to members was $492.9 million, an increase of 2.0% over the corresponding period. Net statutory loss after tax from discontinued operations attributable to members was $140.2 million, a decrease of 264%, reflecting the loss on sale of US MS recorded in the current reporting period.
A breakdown of continuing and discontinued results is below:
==> picture [480 x 199] intentionally omitted <==
----- Start of picture text -----
USD M’s FY24 FY23 Movement
Cont. Disc. Total Cont. Disc. Total Cont. Disc. Total
Total
revenue 2,972.8 325.0 3,297.8 2,808.9 391.9 3,200.8 163.9 (66.9) 97.0
Other
income 5.7 6.9 12.6 9.8 11.9 21.7 (4.1) (5.0) (9.1)
Total
expenses (2,284.5) (530.3) (2,814.8) (2,147.2) (457.9) (2,605.1) (137.3) (72.3) (209.6)
Profit from
associates
and JVs 0.4 - 0.4 0.3 - 0.3 0.1 - 0.1
Profit
before tax 694.4 (198.3) 496.1 671.8 (54.1) 617.7 22.7 (144.3) (121.6)
Tax expense (201.2) 58.1 (143.2) (188.5) 15.5 (173.0) (12.8) 42.6 29.8
Profit after
tax 493.2 (140.2) 352.9 483.3 (38.6) 444.7 9.9 (101.7) (91.8)
----- End of picture text -----
Revenue, including discontinued operations, was higher than the corresponding period, primarily due to growth in Employee Share Plans and Issuer Services fee revenues, in addition to higher margin income. The Group also benefitted from higher interest income on its own cash balances due to rising interest rates.
Total expenses, including discontinued operations, were up $209.6 million, principally due to the loss on disposal of US MS, the re-measurement of contingent consideration receivable related to the KCC disposal, and an increased spend on cost-out and transformation programmes. A programme was launched in FY24 to drive efficiencies and optimisation of corporate overhead costs, as well as further digitisation of operating processes in Issuer Services. Underlying operating expenses were marginally up driven by general inflation whilst borrowing costs were higher due to higher interest rates. Amortisation expense was lower due to ceased amortisation of Mortgage Servicing Rights (MSRs) from October 2023 as the US MS sale agreement was signed and the assets were accordingly moved to held for sale. The comparative period included an asset impairment charge for UK Mortgage Services and Voucher Services as well as costs associated with the now disposed business, KCC.
The Group’s effective tax rate, including discontinued operations, is 28.9% and is somewhat higher than the 28.0% from the comparative period. The current reporting year includes $9.2 million of Canadian withholding tax on internal dividends which was not creditable, compared to the prior period of $7.6 million.
- 3 -
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES YEAR ENDED 30 JUNE 2024 (Previous corresponding period year ended 30 June 2023)
RESULTS FOR ANNOUNCEMENT TO THE MARKET
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, determined or recommended since the end of the preceding financial year:
Ordinary shares
A final dividend in respect of the year ended 30 June 2023 was determined on 15 August 2023 by the directors of the Company and paid on 18 September 2023. This was an ordinary unfranked dividend of AU 40 cents per share, amounting to AUD 241,415,412 ($155,484,803)
An interim dividend was determined by the directors of the Company in respect of the current financial year and paid on 20 March 2024. This was an ordinary dividend of AU 40 cents per share, franked to 20%, amounting to AUD 238,527,391 ($156,515,197)
A final dividend in respect of the year ended 30 June 2024 was determined by the directors of the Company to be paid on 16 September 2024. This is an ordinary unfranked dividend of AU 42 cents per share, amounting to AUD 247,475,684, based on shares on issue as at 13 August 2024. The dividend was not determined to be paid until 13 August 2024 and accordingly no provision has been recognised as at 30 June 2024.
- 4 -
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES PRELIMINARY CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2024
| FOR THE YEAR ENDED 30 JUNE 2024 | |
|---|---|
Note |
2024 2023 |
| $000 $000 |
|
| Revenue from continuing operations | |
| Sales revenue | 2,917,833 2,778,059 |
| Interest received | 53,485 29,346 |
| Dividends received | 1,493 1,491 |
| Total revenue from continuing operations | 2,972,811 2,808,896 |
| Other income | 5,693 9,782 |
| Expenses from continuing operations | |
| Direct services | 1,715,118 1,621,952 |
| Technology costs | 367,600 366,664 |
| Corporate services | 67,113 56,216 |
| Finance costs | 134,659 102,377 |
| Total expenses from continuing operations | 2,284,490 2,147,209 |
| Share of net profit/(loss) of associates and joint ventures accounted | |
| for using the equity method 11 |
431 295 |
| Profit before related income tax expense from continuing operations |
694,445 671,764 |
| Income tax expense/(credit) | 201,275 188,511 |
| Profit after income tax expense from continuing operations | 493,170 483,253 |
| Loss after income tax benefit from discontinued operations 8 |
(140,240) (38,535) |
| Profit after tax for the year from continuing and discontinued operations |
352,930 444,718 |
| Other comprehensive income | |
| Items that may be reclassified to profit or loss | |
| Cash flow hedges and cost of hedging | (7,608) (239,526) (9,203) (35,921) (1,946) 73,852 (5,685) - 1,124 - |
| Exchange differences on translation of foreign operations | |
| Income tax relating to these items Items that will not be reclassified to profit or loss Defined benefit plan gain/(loss) Income tax relating to this item 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 |
|
| (23,318) (201,595) |
|
| 329,612 243,123 |
|
| 352,624 444,744 306 (26) |
|
| 352,930 444,718 |
|
| 329,528 243,511 84 (388) |
|
| Total comprehensive income for the year attributable to: | |
| Members of Computershare Limited | |
| Non-controlling interests | |
| 329,612 243,123 |
- 5 -
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES PRELIMINARY CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2024
| Total comprehensive income for the year attributable to: | |
|---|---|
| Continuing operations Discontinued operations |
469,852 281,658 |
| (140,240) (38,535) |
|
| 329,612 243,123 |
|
| Earnings per share for profit from continuing operations attributable to the members of Computershare Limited: Basic earnings per share (cents per share) 3 Diluted earnings per share (cents per share) 3 Earnings per share for profit from discontinued operations attributable to the members of Computershare Limited: Basic earnings per share (cents per share) 3 Diluted earnings per share (cents per share) 3 Earnings per share for profit attributable to the members of Computershare Limited: Basic earnings per share (cents per share) 3 Diluted earnings per share (cents per share) 3 |
82.33 cents 80.05 cents 82.15 cents 79.87 cents (23.43 cents) (6.38 cents) (23.37 cents) (6.37 cents) 58.90 cents 73.67 cents 58.78 cents 73.50 cents |
Prior year comparatives have been restated due to discontinued operations, refer to Note 8 for details.
The above preliminary consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
- 6 -
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES PRELIMINARY CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2024
| Note | 2024 | 2023 |
|---|---|---|
| $000 | $000 | |
| CURRENT ASSETS | ||
| Cash and cash equivalents | 1,193,939 | 1,141,695 |
Other financial assets |
108,622 | 98,973 |
| Receivables | 573,569 | 519,415 |
| Loan servicing advances | - | 318,727 |
Financial assets at fair value through profit or loss |
60 | 10,226 |
Inventories |
5,523 | 6,310 |
| Current tax assets | 40,297 | 9,303 |
| Prepayments | 62,680 | 59,332 |
Other current assets |
2,514 | 9,464 |
| Total current assets | 1,987,204 | 2,173,445 |
| NON-CURRENT ASSETS | ||
| Receivables | 67,677 | 93,296 |
| Investments accounted for using the equity method 11 |
8,539 | 8,344 |
Financial assets at fair value through profit or loss |
32,911 | 54,115 |
Property, plant and equipment |
147,106 | 140,266 |
Right-of-use assets |
107,366 | 145,699 |
Deferred tax assets |
220,423 | 238,575 |
| Intangibles | 2,546,935 | 3,291,996 |
Other non-current assets |
458 | 649 |
| Total non-current assets | 3,131,415 | 3,972,940 |
| Total assets | 5,118,619 | 6,146,385 |
| CURRENT LIABILITIES | ||
| Payables | 570,760 | 544,242 |
Borrowings |
- | 593,864 |
Lease liabilities |
29,043 | 35,934 |
| Current tax liabilities | 23,086 | 37,025 |
| Financial liabilities at fair value through profit or loss | 346 | 6,558 |
Provisions |
50,078 | 43,616 |
| Deferred consideration | 2,043 | 1,084 |
| Mortgage servicing related liabilities | - | 30,042 |
| Total current liabilities | 675,356 | 1,292,365 |
| NON-CURRENT LIABILITIES | ||
| Payables | 21,823 | 19,130 |
Borrowings |
1,655,294 | 1,764,003 |
Lease liabilities |
101,415 | 140,213 |
| Financial liabilities at fair value through profit or loss | 471,773 | 469,748 |
Deferred tax liabilities |
214,452 | 227,469 |
| Provisions | 29,903 | 23,377 |
| Mortgage servicing related liabilities | - | 69,098 |
| Total non-current liabilities | 2,494,660 | 2,713,038 |
| Total liabilities | 3,170,016 | 4,005,403 |
| Net assets | 1,948,603 | 2,140,982 |
| EQUITY | ||
Contributed equity 9 |
308,167 | 519,299 |
Reserves |
(379,290) | (357,335) |
| Retained earnings 15 |
2,018,600 |
1,977,976 |
| Total parent entity interest | 1,947,477 | 2,139,940 |
Non-controlling interests |
1,126 | 1,042 |
| Total equity | 1,948,603 | 2,140,982 |
The above preliminary consolidated statement of financial position should be read in conjunction with the accompanying notes.
-7-
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES PRELIMINARY CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2024
Attributable to members of Computershare
| COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES PRELIMINARY CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2024 Attributable to members of Computershare |
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES PRELIMINARY CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2024 Attributable to members of Computershare |
|---|---|
Contributed Reserves Retained Total Non- controlling Total |
|
| Note Equity Earnings Interests Equity |
|
| $000 $000 $000 $000 $000 $000 |
|
| Total equity at 1 July 2023 | 519,299 (357,335) 1,977,976 2,139,940 1,042 2,140,982 |
| Profit for the year | - - 352,624 352,624 306 352,930 |
| Cash flow hedges and cost of hedging |
- (7,608) - (7,608) - (7,608) |
| Exchange differences on translation of foreign operations |
- (8,981) - (8,981) (222) (9,203) |
| Defined benefit plan gain/(loss) | - (5,685) - (5,685) - (5,685) |
| Income tax(expense)/credits | - (822) - (822) - (822) |
| Total comprehensive income for theyear |
- (23,096) 352,624 329,528 84 329,612 |
| Transactions with owners in their capacity as owners: |
|
| Dividends provided for or paid | - - (312,000) (312,000) - (312,000) |
| Cash purchase of shares on market |
- (28,852) - (28,852) - (28,852) |
| Share buy-back 9 |
(211,132) - - (211,132) - (211,132) |
| Share basedremuneration | - 29,993 - 29,993 - 29,993 |
| Balance at 30 June 2024 | 308,167 (379,290) 2,018,600 1,947,477 1,126 1,948,603 |
| Attributable to members of Computershare | |
| Non- | |
| Contributed Retained controlling Total |
|
| Equity Reserves Earnings Total Interests Equity |
|
| $000 $000 $000 $000 $000 $000 |
|
| Total equity at 1 July 2022 | 519,299 (138,090) 1,776,767 2,157,976 1,430 2,159,406 |
| Profit for the year | - - 444,744 444,744 (26) 444,718 |
| Cash flow hedges and cost of hedging |
- (239,526) - (239,526) - (239,526) |
| Exchange differences on translation of foreign operations |
- (35,559) - (35,559) (362) (35,921) |
| Income tax(expense)/credits | - 73,852 - 73,852 - 73,852 |
| Total comprehensive income for theyear |
- (201,233) 444,744 243,511 (388) 243,123 |
| Transactions with owners in their capacity as owners: |
|
| Dividends provided for or paid | - - (243,535) (243,535) - (243,535) |
Cash purchase of shares on market |
- (49,433) - (49,433) - (49,433) |
| Share based remuneration | - 31,421 - 31,421 - 31,421 |
| Balance at 30 June 2023 | 519,299 (357,335) 1,977,976 2,139,940 1,042 2,140,982 |
The above preliminary consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
- 8 -
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES PRELIMINARY CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2024
| PRELIMINARY CONSOLIDATED STATEMENT OF CASH FOR THE YEAR ENDED 30 JUNE 2024 |
FLOWS |
|---|---|
| Note | 2024 2023 |
| $000 $000 |
|
| CASH FLOWS FROM OPERATING ACTIVITIES | |
| Receipts from customers | 3,199,161 3,177,472 |
| Payments to suppliers and employees | (2,178,232) (2,263,313) |
| Loan servicing advances (net) | (2,179) (22,611) |
| Dividends received from associates, joint ventures and equity securities |
1,767 4,770 |
| Interest paid and other finance costs | (168,869) (143,654) |
| Interest received | 53,485 29,346 |
| Income taxespaid | (176,169) (181,012) |
| Net operating cash flows 6 |
728,964 600,998 |
| CASH FLOWS FROM INVESTING ACTIVITIES | |
| Payments for purchase of controlled entities and businesses (net of cash acquired) 7 |
(37,135) (9,628) |
| Proceeds from sale of controlled entities (net of cash disposed) 8(e) |
581,043 42,344 |
| Proceeds from sale of associate | 1,788 - |
| Proceeds from/(payments for) intangible assets including MSRs | (76,024) (70,708) |
| Proceeds from/(payments for) investments | 5,180 4,221 |
| Payments for property, plant and equipment | (42,808) (41,891) |
| Net investing cash flows | 432,044 (75,662) |
| CASH FLOWS FROM FINANCING ACTIVITIES | |
| Payment for purchase of ordinary shares – share-based awards | (28,852) (49,497) |
| Proceeds from borrowings | 637,205 714,134 |
| Repayment of borrowings | (1,157,679) (783,012) |
| Loan servicing borrowings (net) | 4,092 (5,062) |
| Dividends paid - ordinary shares (net of dividend reinvestment plan) | (273,643) (213,809) |
| Purchase of ordinary shares - dividend reinvestment plan | (38,357) (29,727) |
| Share buy-back 9 |
(211,132) - |
| Leaseprincipalpayments | (36,998) (43,699) |
| Net financing cash flows | (1,105,364) (410,672) |
| Net increase/(decrease) in cash and cash equivalents held1 | 55,644 114,664 |
| Cash and cash equivalents at the beginning of the financial year | 1,141,695 1,030,765 |
| Exchange rate variations on foreign cash balances | (3,400) (3,734) |
| Cash and cash equivalents at the end of the year | 1,193,939 1,141,695 |
1 Refer to note 8(e) which disaggregates cash balances attributable to the discontinued operation.
The above preliminary consolidated statement of cash flows should be read in conjunction with the accompanying notes.
- 9 -
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION
1. STATEMENT OF MATERIAL 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 preliminary 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.
2. MATERIAL FACTORS AFFECTING THE ECONOMIC ENTITY FOR THE CURRENT PERIOD
Refer to the Market Announcement and Management Presentation dated 13 August 2024 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)
| 2024 | 2023 | ||
|---|---|---|---|
| $000 | $000 | ||
| Earnings per share (cents per share) from continuing operations | |||
| Basic EPS | 82.33 cents | 80.05 cents | |
| Diluted EPS | 82.15 cents | 79.87 cents | |
| 2024 | 2023 | ||
| $000 | $000 | ||
| Earnings per share (cents per share) from discontinued operations | |||
| Basic EPS | (23.43 cents) | (6.38 cents) | |
| Diluted EPS | (23.37 cents) | (6.37 cents) |
-10-
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION
| Year ended 30 June 2024 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 2023 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 |
Basic EPS Diluted EPS Management Basic EPS Management Diluted EPS 58.90 cents 58.78 cents 118.33 cents 118.07 cents $000 $000 $000 $000 352,930 352,930 352,930 352,930 (306) (306) (306) (306) - - 355,740 355,740 |
Basic EPS Diluted EPS Management Basic EPS Management Diluted EPS 58.90 cents 58.78 cents 118.33 cents 118.07 cents $000 $000 $000 $000 352,930 352,930 352,930 352,930 (306) (306) (306) (306) - - 355,740 355,740 |
|---|---|---|
| 352,624 352,624 708,364 708,364 |
||
| 598,649,609 599,928,830 598,649,609 599,928,830 Basic EPS Diluted EPS Management Basic EPS Management Diluted EPS 73.67 cents 73.50 cents 108.01 cents 107.76 cents $000 $000 $000 $000 444,718 444,718 444,718 444,718 26 26 26 26 - - 207,320 207,320 |
||
444,744 444,744 652,064 652,064 |
||
| 603,729,336 605,099,739 603,729,33 |
6 605,099,739 |
|
| Reconciliation of weighted average number of shares used as the denominator: | ||
| 2024 2023 |
||
| Number Number |
||
| Weighted average number of ordinary shares used as the denominator | ||
| in calculating basic earnings per share 598,649,609 603,729,336 |
||
| Adjustments for calculation of diluted earnings per share: | ||
| Share appreciation rights - 549,955 |
||
| Performance rights 1,279,221 820,448 |
||
| Weighted average number of ordinary shares and potential ordinary shares | ||
| used as the denominator in calculating diluted earnings per share 599,928,830 605,099,739 |
| Reconciliation of weighted average number of shares used as the denominator: | ||
|---|---|---|
| 2024 | 2023 | |
| Number | Number | |
| Weighted average number of ordinary shares used as the denominator | ||
| in calculating basic earnings per share | 598,649,609 | 603,729,336 |
| Adjustments for calculation of diluted earnings per share: | ||
| Share appreciation rights | - | 549,955 |
| Performance rights | 1,279,221 | 820,448 |
| Weighted average number of ordinary shares and potential ordinary shares | ||
| used as the denominator in calculating diluted earnings per share | 599,928,830 | 605,099,739 |
-11-
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION
For the year ended 30 June 2024 management adjustment items include the following:
| Amortisation Amortisation of intangible assets Acquisitions and disposals Loss on sale of US MS Acquisition related integration expenses Contingent consideration remeasurement Acquisition and disposal related expenses Other Major restructuring costs Marked to market adjustments - derivatives Total management adjustment items |
Gross Tax effect Net of tax $000 $000 $000 (94,593) 24,133 (70,460) (184,605) 55,196 (129,409) (114,259) 29,041 (85,218) (28,000) 7,497 (20,503) (4,598) 1,225 (3,373) (64,034) 16,979 (47,055) 391 (113) 278 |
|---|---|
| (489,698) 133,958 (355,740) |
Management Adjustment Items
Management adjustment items net of tax for the year ended 30 June 2024 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 2024 was $70.5 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
-
Disposal of the US MS business resulted in a management adjusted net loss of $129.4 million*. Refer to note 8 for more information on the discontinued operation.
-
Acquisition-related integration expenses were associated mainly with the integration of the Corporate Trust business ($57.4 million) and the ongoing integration of Equatex including a rollout of the previously acquired software ($26.2 million).
-
An adjustment to contingent consideration related to the prior period’s sale of KCC resulted in an aftertax loss of $20.5 million.
-
Disposal and acquisition related expenses resulted in a net loss of $3.4 million. This was mainly due to final disposal accounting adjustments associated with the sale of KCC recorded in the current reporting period.
Other
-
Costs of $47.1 million were incurred in respect of major restructuring programmes spanning several years. These include a new business-wide cost-out program, the implementation of new global enterprise resource planning (ERP) and human capital management (HCM) platforms, Issuer Services digitisation, mortgage services cost-out programmes and continued property rationalisation.
-
Revaluation of derivatives that have not received hedge designation or the ineffective portion of derivatives in hedge relationships is taken to profit or loss in the statutory results. The impact in the current reporting period was a loss of $0.3 million.
*Although amortisation of MSRs in the US MS business ceased at the time this business was classified as held for sale in October 2023, for management reporting we have included MSR amortisation up to the 1 May 2024 disposal date as a charge against earnings. This reduced the management adjusted loss on disposal by $50.0 million before tax ($35.2 million after tax) compared to the statutory result.
-12-
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION
For the year ended 30 June 2023 management adjustment items include the following:
| Gross Tax effect Net of tax |
||
|---|---|---|
| $000 $000 $000 |
||
| Amortisation | ||
| Amortisation of intangible assets | (96,205) 25,535 (70,670) |
|
| Acquisitions and disposals | ||
Acquisition related integration expenses |
(106,383) 27,801 (78,582) |
|
Acquisition and disposal related expenses |
(6,679) 1,766 (4,913) |
|
Loss on disposal of KCC |
(13,643) 7,228 (6,415) |
|
Gain on other disposals |
1,742 (253) 1,489 |
|
Contingent consideration remeasurement |
4,074 (1,222) 2,852 |
|
Other |
||
| Major restructuring costs Marked to market adjustments – derivatives Impairment of assets Total management adjustment items |
(39,742) 10,466 (29,276) 1,001 (307) 694 (25,164) 2,665 (22,499) |
|
| (280,999) 73,679 (207,320) |
-13-
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION
4. SEGMENT INFORMATION (Appendix 4E item 14.4)
In accordance with AASB 8 Operating Segments, the Group has identified its operating segments to be the following global business lines:
-
a) Issuer Services
-
b) Global Corporate Trust
-
c) Employee Share Plans & Voucher Services
-
d) Mortgage Services & Property Rental Services
-
e) Communication Services & Utilities
-
f) Business Services
-
g) Technology Services & Operations
Issuer Services comprise register maintenance, corporate actions, stakeholder relationship management and corporate governance and related services. Global Corporate Trust comprises trust and agency services in connection with the administration of debt securities in the US and the legacy corporate trust operations in Canada and the US. 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. Mortgage Services & Property Rental Services comprise mortgage servicing and related activities, together with tenancy deposit protection services in the UK. Communication Services and Utilities operations comprise document composition and printing, intelligent mailing, inbound process automation, scanning and electronic delivery. Business Services comprised the claims administration business, which ceased operating on disposal of the KCC business in the prior period. Technology Services & Operations includes the provision of software specialising in share registry, financial services, operations and shared services functions as well as the provision of the KCC business TSA.
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 management adjusted earnings before interest and tax (management adjusted EBIT).
From 1 July 2023, the following changes were made to the operating segments, which reflect the manner in which the Group is internally managed and the way financial information is reported to the chief operating decision-maker:
-
The legacy Corporate Trust business (previously included within Business Services) has been consolidated into the Global Corporate Trust segment.
-
Operations has been moved from Issuer Services into Technology, and this segment has been renamed to Technology Services & Operations.
-
The provision of the KCC Business TSA has moved into Technology Services & Operations (previously included within Business Services).
-
Intersegment revenue is comprised of activity between operating segments, where the underlying nature of such activity is external revenue. This excludes activity within an operating segment.
The comparative disclosures have been adjusted to align with this new reporting structure.
-14-
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION
OPERATING SEGMENTS
| Issuer | Global | Employee | Mortgage | Communicat | Business | Technology | Total | |
|---|---|---|---|---|---|---|---|---|
| Services | Corporate | Share Plans | Services & |
ion Services | Services |
Services & | ||
| Trust | & Voucher | Property | & Utilities | Operations | ||||
| Services | Rental | |||||||
| Services* | ||||||||
| $000 | $000 | $000 | $000 | $000 | $000 | $000 | $000 | |
| June 2024 | ||||||||
| Total segment revenue | ||||||||
| and other income | 1,211,253 | 936,330 | 458,482 | 499,677 | 340,199 | - | 18,726 | 3,464,667 |
| Intersegment revenue | - | - | - | - | (155,180) | - | - | (155,180) |
| External revenue | ||||||||
| and other income | 1,211,253 | 936,330 | **458,482 ** | 499,677 | 185,019 | - | 18,726 | **3,309,487 ** |
| Revenue by | ||||||||
| geography: | ||||||||
| Asia | 68,118 | - | 46,229 | - | - | - | 9 | 114,356 |
| Australia & New | ||||||||
| Zealand | 115,220 | - | 15,756 | 72,283 | - | 1,886 | 205,145 | |
| Canada | 112,187 | 87,909 | 20,101 | - | 10,671 | - | 799 | 231,667 |
| Continental Europe | 70,077 | - | 796 | - | 26,567 | - | 15 | 97,455 |
| UK, Channel Islands, | ||||||||
| Ireland & Africa | 141,444 | - | 312,681 | 167,800 | 11,246 | - | 5,332 | 638,503 |
| United States | 704,207 | 848,421 | 62,919 | 331,878 | 64,251 | - | 10,685 | 2,022,361 |
| 1,211,253 | 936,330 | 458,482 | 499,678 | 185,018 | - | 18,726 | 3,309,487 | |
| Management | ||||||||
| adjusted EBIT | 447,243 | 479,450 | 183,241 | 53,512 | 22,595 | **- ** | (37,270) | 1,148,771 |
| June 2023 | ||||||||
| Total segment revenue | ||||||||
| and other income | 1,090,368 | 957,851 | 351,740 | 548,832 | 318,954 | 94,907 | 5,353 | 3,368,005 |
| Intersegment revenue | - | - | - | - | (152,096) | - | - | (152,096) |
| External revenue | ||||||||
| and other income | 1,090,368 | 957,851 | 351,740 | 548,832 | 166,858 | 94,907 | 5,353 | 3,215,909 |
| Revenue by | ||||||||
| geography: | ||||||||
| Asia | 75,670 | - | 43,166 | - | - | - | 30 | 118,865 |
| Australia & New | ||||||||
| Zealand | 118,388 | - | 13,061 | - | 73,866 | - | 724 | 206,038 |
| Canada | 104,959 | 84,280 | 17,942 | - | 9,666 | 9,718 | 524 | 227,089 |
| Continental Europe | 58,491 | - | 6,880 | - | 25,181 | - | 7 | 90,559 |
| UK, Channel Islands, | ||||||||
| Ireland & Africa | 132,388 | - | 212,124 | 145,262 | 9,330 | 3,850 | 2,783 | 505,737 |
| United States | 600,474 | 873,571 | 58,567 | 403,569 | 48,815 | 81,340 | 1,286 | 2,067,621 |
| 1,090,368 | 957,851 | 351,740 | 548,832 | 166,858 | 94,907 | 5,353 | 3,215,909 | |
| Management | ||||||||
| adjusted EBIT | 382,702 | 521,894 | 102,506 | 23,924 | 20,394 | 10,709 | (29,600) | 1,032,529 |
*Refer to Note 8 Discontinued Operations
-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. Intersegment revenue is comprised of activity between operating segments, where the underlying nature of such activity is external revenue. This excludes activity within an operating segment. Sales between segments are at normal commercial rates and are eliminated on consolidation.
Segment revenue reconciles to total revenue from continuing and discontinued operations as follows:
| 2024 2023 |
|
|---|---|
| $000 $000 |
|
| Total operating segment revenue and other income from continuing and | 3,464,667 3,368,005 (155,180) (152,096) (13,160) (19,834) 1,494 4,770 |
discontinued operations |
|
| Intersegment eliminations | |
Other income |
|
| Corporate revenue | |
| Total revenue from continuing and discontinued operations | 3,297,821 3,200,845 |
| Continuing operations | 2,972,811 2,808,896 |
Discontinued operations |
325,010 391,949 |
Total revenue from continuing and discontinued operations |
3,297,821 3,200,845 |
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 EBIT to operating profit before income tax is provided as follows:
| 2024 2023 |
|
|---|---|
| $000 $000 |
|
| Management adjusted EBIT Management adjustment items (before related income tax effect): Loss on sale of US MS (note 8) Acquisition related integration expenses Amortisation of acquisition related intangible assets Major restructuring costs Contingent consideration remeasurement Acquisition and disposal related expenses Marked to market adjustments - derivatives Impairment of assets Initial loss on disposal of KCC Gain on other disposals Total management adjustment items (note 3) Finance costs Profit before income tax from continuing and discontinued operations |
1,148,771 1,032,529 (184,605) - (114,259) (106,383) (94,593) (96,205) (64,034) (39,742) (28,000) 4,074 (4,598) (6,679) 391 1,001 - (25,164) - (13,643) - 1,742 |
| (489,698) (280,999) (162,976) (133,839) |
|
| 496,097 617,691 |
-16-
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION
| Continuing operations | 694,445 671,764 |
|---|---|
Discontinued operations |
(198,348) (54,073) |
Profit before income tax from continuing and discontinued operations |
496,097 617,691 |
| 5. RECONCILIATION OF INCOME TAX EXPENSE Numerical reconciliation of income tax expense to prima facie tax payable |
|
| 2024 2023 |
|
| $000 $000 |
|
| Profit before income tax from continuing and discontinued operations | 496,097 617,691 |
| 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% | 148,829 185,307 |
| Variation in tax rates of foreign controlled entities | (11,815) (23,808) |
| Tax effect of permanent differences: | |
| Withholding tax not creditable | 9,161 7,617 |
| Effect of changes in tax rates and laws | (4,040) 455 |
| Prior year tax (over)/under provided | 3,264 (1,486) |
| Disposal of US MS | 357 - |
| Non-deductible asset impairments | - 3,440 |
| Disposal of KCC | - (3,328) |
| Capital gain on internal reorganisation | - 2,581 |
| Net other | 1,815 708 |
| Additional taxes and credits: | |
| Foreign tax credit utilisation | (4,817) - |
| US State Franchise tax | 414 1,487 |
| Income tax expense from continuing and discontinued operations | 143,168 172,973 |
| Continuing operations | 201,275 188,511 |
| Discontinued operations | (58,107) (15,538) |
Income tax expense from continuing and discontinued operations |
143,168 172,973 |
-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
| 2024 2023 |
|
|---|---|
| $000 $000 |
|
| Net profit after income tax Adjustments for: Depreciation and amortisation Net (gain)/loss on disposal of US MS Net (gain)/loss from disposal of other controlled entities Net (gain)/loss on asset disposals and revaluation of assets Share of net (profit)/loss of associates and joint ventures accounted for using equity method Amortisation of USD senior note fair value adjustment to interest expense Employee benefits - share based expense Impairment of assets Fair value adjustments Contingent consideration remeasurement Changes in assets and liabilities: (Increase)/decrease in receivables (Increase)/decrease in inventories (Increase)/decrease in loan servicing advances (Increase)/decrease in other current assets Increase/(decrease) in payables and provisions Increase/(decrease) in tax balances Net cash and cash equivalents from operating activities |
352,930 444,718 183,109 280,012 234,609 - 3,939 11,958 - (10,730) (431) (295) (13,461) (14,972) 34,746 32,916 - 25,164 (5,641) (1,001) 28,000 (4,074) (68,629) (74,004) 761 (1,067) (2,179) (22,611) 1,956 (9,550) 12,256 (47,427) (33,001) (8,039) |
| 728,964 600,998 |
(b) Reconciliation of liabilities arising from financing activities
| Opening balance at 1 July 2023 Cash flows Non-cash changes: Acquisitions of businesses Additions Fair value adjustments Transfers and other Disposal of US MS Currency translation difference Balance at 30 June 2024 |
Current borrowings Non-current borrowings Current lease liabilities Non-current lease liabilities Cross currency swap Total $000 $000 $000 $000 $000 $000 593,864 1,764,003 35,934 140,213 (2,516) 2,531,498 (220,000) (296,381) (36,998) - 887 (552,492) - - 2,116 - - 2,116 - - 6,257 21,684 - 27,941 3,518 4,515 - - 1,629 9,662 (191,126) 191,126 25,830 (25,830) - - (190,348) - (4,089) (36,464) - (230,901) 4,092 (7,969) (7) 1,812 - (2,072) |
|---|---|
| - 1,655,294 29,043 101,415 - 1,785,752 |
-18-
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION
7. BUSINESS COMBINATIONS
The Group continues to seek acquisition and other growth opportunities where value can be added and returns enhanced for the shareholders. The following business was acquired by the consolidated entity at the date stated and its operating results have been included in the Group’s results from the acquisition date.
On 1 December 2023, the Group acquired the UK/European employee share plan business of Solium Capital UK, a member of the Morgan Stanley group, for a cash consideration of $36 million and a contingent consideration of $2.1 million. Where goodwill is marked as provisional, identification and valuation of net assets acquired will be completed within a 12-month measurement period in accordance with the Group’s accounting policy.
Details of the acquisition are as follows:
| Cash consideration Contingent consideration Total purchase consideration Less fair value of identifiable net assets acquired Provisional goodwill on consolidation |
$000 36,037 2,060 38,097 |
|---|---|
| (27,275) | |
| 10,822 |
Assets and liabilities arising from this acquisition are as follows:
| Right-of-use assets Intangible assets Lease Liabilities Provisions Deferred tax liabilities Net assets Purchase consideration: Inflow/(outflow) of cash to acquire the entities, net of cash acquired: Cash consideration Net inflow/(outflow) of cash |
Fair value $000 2,116 36,824 (2,116) (343) (9,206) |
|---|---|
| 27,275 | |
| $000 36,037 |
|
| 36,037 |
BNY Trust Company of Canada
On 26 April 2024, the Group announced the planned acquisition of the BNY Trust Company of Canada, provider of trust and agency services to local issuers, corporations, banks, asset managers and government entities, for cash consideration of $63.7 million.
This acquisition remains subject to customary closing conditions, with completion expected to take place in the second quarter of FY25.
SunDoc Filings
Acquisition accounting for the SunDoc Filings (“SunDoc”) business combination has been finalised in the current reporting period. Intangible assets of $5.4 million were recognised and adjusted out of goodwill in the current reporting period.
-19-
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION
8. DISCONTINUED OPERATIONS
a) Background
On 1 May 2024, the Group disposed of the US MS business, which was based in North America and formed a part of the Mortgage Services & Property Rental Services segment. Under the terms of the sale, Computershare received a base consideration of $689.3 million with an estimated deferred consideration receivable of $17.4 million.
US MS has been reported in the current period as a discontinued operation. The associated assets and liabilities were classified as held for sale at 31 December 2023 in accordance with IFRS 5 — Non-current Assets Held for Sale and Discontinued Operations. Financial information related to the discontinued operation is set out below:
b) Financial performance
| Total revenue Other income Total expenses Profit/(loss) before tax Income tax (expense)/benefit Profit/(loss) after tax Loss on sale of subsidiaries before tax1 Income tax (expense)/benefit Loss on sale of subsidiaries after tax Loss after income tax from discontinued operations |
30 June 30 June 2024 2023 $000 $000 325,010 391,949 6,922 11,909 (295,671) (457,931) |
|---|---|
| 36,261 (54,073) (11,911) 15,538 |
|
| 24,350 (38,535) |
|
| (234,609) - 70,019 - |
|
| (164,590) - |
|
| (140,240) (38,535) |
Loss after income tax from discontinued operations
1The loss on sale includes the amount that was booked as a write-down of the carrying amount ($164.3 million) of this business to the estimated fair value less cost of disposal in December 2023. The total loss on sale is impacted unfavourably by the fact that the amortisation of associated MSRs and fixed assets ceased when this business was classified as held-for-sale in October 2023 due to accounting standard requirements. The MSR amortisation charge that would have otherwise been incurred up to the disposal date amounts to $50.0 million before tax.
c) Details of the sale of the subsidiaries
Details of the disposal are as follows:
| Cash consideration Deferred consideration Total consideration Less: Carrying amount of net assets disposed Transaction and other costs Gain/(loss) on disposal before income tax Income tax (expense)/benefit Gain/(loss) on disposal after income tax |
$000 689,256 17,439 |
|---|---|
| 706,695 | |
| (906,936) (34,368) |
|
| (234,609) | |
| 70,019 (164,590) |
-20-
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION
Deferred consideration of $17.4 million represents the present value of the Group’s estimate of the probabilityweighted discounted cash inflows that will be received. Deferred consideration relates to amounts that are subject to a formal review of completion accounts and post-closing true up processes and are expected to be finalised by December 2024. The estimate of deferred consideration receivable has been recognised as a current asset in the statement of financial position at 30 June 2024.
d) Carrying amount of assets and liabilities as at date of sale
| Assets Cash and cash equivalents Receivables Loan servicing advances Property, plant and equipment Right-of-use assets Intangibles1,2 Financial assets at fair value through profit or loss Other assets Total assets Liabilities Payables Borrowings Lease liabilities Provisions Mortgage servicing related liabilities Total Liabilities Net Assets 1Includes MSRs of $620.7 million |
83,104 24,431 320,590 3,075 36,732 749,312 25,071 1,897 |
|---|---|
| 1,244,212 | |
| 14,250 190,348 40,553 1,406 90,719 |
|
| 337,276 906,936 |
2$108.7 million of goodwill and $55.6 million of other intangibles were impaired in December 2023 and are included in the loss on sale amount in note 8(b).
A relative fair value calculation was used in determining the allocation of goodwill to businesses within the Mortgage Services & Property Rental Services segment during the period, and all goodwill allocated to US MS was disposed ($108.7 million pre-tax).
e) Cash flows from discontinued operations
| Net operating cash flows Net investing cash flows1 Net financing cash flows Total cash generated by the subsidiary |
30 June 30 June 2024 2023 $000 $000 22,011 45,790 504,042 (63,515) 2,322 (8,778) |
|---|---|
| 528,375 (26,503) |
1 FY24 includes a cash inflow of $577.8 million from the sale of the business.
-21-
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION
9. CONTRIBUTED EQUITY (Appendix 4E item 14.2)
Movement in contributed equity
| Number of shares $000 |
|
|---|---|
| Balance at 1 July 2023 | 603,729,336 519,299 |
| Ordinary share buy back (a) | (12,680,016) (211,132) |
| Balance as at 30 June 2024 | 591,049,320 308,167 |
(a) On 15 August 2023 Computershare Limited announced an on-market buy-back of ordinary shares. The onmarket buy-back commenced on 4 September 2023 and is expected to end on 3 September 2024.
The buy-back is for capital management purposes and Computershare reserves the right to vary, suspend or terminate the buy-back at any time. Computershare Limited plans to buy-back its fully paid ordinary shares up to a maximum aggregate value of AUD750 million. (As at 30 June 2024: AUD321 million).
10. CONTROLLED ENTITIES ACQUIRED OR DISPOSED OF (Appendix 4E item 10)
| Disposed | Date control lost |
|---|---|
| US MS business: | |
| Computershare Mortgage Services Inc. | 1 May 2024 |
| Credit Risk Holdings LLC | 1 May 2024 |
| Capital Markets Holdings Inc | 1 May 2024 |
| Capital Markets Cooperative LLC | 1 May 2024 |
| Computershare Asset Management LLC | 1 May 2024 |
| Computershare Property Solutions LLC | 1 May 2024 |
| Computershare Title Services LLC | 1 May 2024 |
| Computershare Valuation Services LLC | 1 May 2024 |
| HELOC Funding II Trust | 1 May 2024 |
| LenderLive Financial Services, LLC | 1 May 2024 |
| LenderLive Network, LLC | 1 May 2024 |
| MSR Robin Advances (Depositor) LLC | 1 May 2024 |
| MSR Robin Advances Issuer Trust | 1 May 2024 |
| SLS Investco LLC | 1 May 2024 |
| SLS SAF Depositor, LLC | 1 May 2024 |
| SLS SAF Issuing Trust | 1 May 2024 |
| SLS Funding III LLC | 1 May 2024 |
| SLS Servicer Advance Revolving Trust 1 | 1 May 2024 |
| Specialized Loan Servicing Holdings LLC | 1 May 2024 |
| Specialized Loan Servicing LLC | 1 May 2024 |
-22-
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION
11. ASSOCIATES AND JOINT VENTURE ENTITIES (Appendix 4E item 11)
| Place of | Principal | Consolidated | Consolidated | |||
|---|---|---|---|---|---|---|
| Name | incorporation | activity | Ownership | interest | carrying | amount |
| June | June | June | June | |||
| 2024 | 2023 | 2024 | 2023 | |||
| % | % | $000 | $000 | |||
| Joint Ventures | ||||||
| Computershare Pan Africa Holdings | Mauritius | Investor Services | ||||
| Ltd | 60 | 60 | - | - | ||
| Associates | ||||||
| Expandi Ltd | United Kingdom | Investor Services | 25 | 25 | 6,567 | 6,757 |
| Reach LawTech Pty Ltd | Australia | Investor Services | 46.5 | 46.5 | - | - |
| The Reach Agency Holdings Pty Ltd | Australia | Investor Services | 46.5 | 46.5 | 1,972 | 1,587 |
| 8,539 | 8,344 |
The share of net profit/loss of associates and joint ventures accounted for using the equity method for the year ended 30 June 2024 is a gain of $0.4 million (2023: $0.3 million gain).
12. OTHER SIGNIFICANT INFORMATION (Appendix 4E item 12)
Refer to the Market Announcement and Management Presentation.
13. ADDITIONAL DIVIDEND INFORMATION (Appendix 4E item 7)
Details of dividends determined to be paid or paid during or subsequent to the year ended 30 June 2024 are as follows:
==> picture [488 x 143] intentionally omitted <==
----- Start of picture text -----
Record date Payment date Type Amount Total Franked Conduit
per dividend amount per Foreign
security security Income
amount per
security
23 August 2023 18 September 2023 Final AU 40 cents 241,415,412 AU 0.0 cents AU 40.0 cents
21 February 2024 20 March 2024 Interim AU 40 cents 238,527,391 AU 8.0 cents AU 32.0 cents
21 August 2024 16 September 2024 Final AU 42 cents 247,475,684 AU 0.0 cents AU 42.0 cents
----- End of picture text -----*
- Based on 589,227,820 shares on issue at 13 August 2024
-23-
COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4E INFORMATION
14. 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 determined on 13 August 2024 in respect of the FY24 financial year. Applications or notices received after 5.00pm (Melbourne time) on 22 August 2024 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 26 August 2024 to 6 September 2024 (inclusive). No discount will apply to the DRP price.
15. 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 attributable to members of Computershare Limited Retained earnings at the end of the financial year |
2024 2023 $000 $000 1,977,976 1,776,767 (312,000) (243,535) 352,624 444,744 |
|---|---|
| 2,018,600 1,977,976 |
16. NTA BACKING (Appendix 4E item 9)
| 2024 | 2023 | |
|---|---|---|
| Net tangible asset backing per ordinary share | (1.40) | (2.30) |
17. COMMENTARY ON RESULTS (Appendix 4E item 14)
Refer to the Market Announcement and Management Presentation.
18. TRENDS IN PERFORMANCE (Appendix 4E item 14.5)
Refer to the Market Announcement and Management Presentation.
19. SIGNIFICANT FEATURES OF OPERATING PERFORMANCE (Appendix 4E item 14.3)
Refer to the Market Announcement and Management Presentation.
20. 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.
21. AUDIT STATUS (Appendix 4E item 15)
This report is based on accounts which are in the process of being audited.
-24-