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COMPUTERSHARE LIMITED. Interim / Quarterly Report 2003

Mar 5, 2003

64696_rns_2003-03-05_4d48cad8-5193-47fd-b616-2394abcf3819.pdf

Interim / Quarterly Report

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Appendix 4B

Rules 4.1, 4.3

Half yearly/preliminary final report

Introduced 30/6/2002.

Name of entity

COMPUTERSHARE LIMITED
ABN or equivalent company
reference
Half yearly
(iick)
Preliminary
final (tick)
Half year/financial year ended ('current period')
71 005 485 825 31 DECEMBER 2002
For announcement to the market
Extracts from this report for announcement to the market (see note 1).
\$A'000
Revenues from ordinary activities (item 1.1) Down 12% 348,695
to
Profit (loss) from ordinary activities after tax
attributable to members (item 1.22)
Down 84% 3,902
to
Profit (loss) from extraordinary items after tax
attributable to members (item $2.5(d)$ )
gain (loss)
оf
Net profit (loss) for the period attributable to members
(item I.11)
Down 84% 3,902
to
Dividends (distributions) Amount per security Franked amount per
security
Final dividend (Preliminary final report only - item
15.4)
Interim dividend (Half yearly report only - item 15.6)
N/A
$2\frac{1}{2}$ cents
N/A
$2\frac{1}{2}$ cents
Previous corresponding period (Preliminary final report
$-$ item 15.5; half yearly report - item 15.7)
N/a
$\frac{1}{2}$ cent
$\overline{N/A}$
$\frac{1}{2}$ cent
+ Record date for determining entitlements to the
dividend.
(in the case of a trust, distribution) (see item $15.2$ )
14 MARCH 2003
Brief explanation of any of the figures reported above (see Note 1) and short details of any bonus or cash
issue or other item(s) of importance not previously released to the market:
Normalised net profit (loss) for the period attributable to members is
Normalised net profit (loss) for the prior period attributable to members:
Normalised net profit (loss) for the prior period is the same as disclosed at item 1.11.
The calculation of Normalised net profit (loss) for the current period is shown at item 10.
down
65%
8,511
tο
24,474*

If this is a half yearly report it is to be read in conjunction with the most recent annual financial report.

+ See chapter 19 for defined terms.

Current period -
\$A'000
Previous corresponding
period - \$A'000
1.1 Revenues from ordinary activities (see items 1.23
$-I.25$
348,695 396,476
1.2 Expenses from ordinary activities (see items 1.26 (331,046) (350,202)
1.3
1.4
& 1.27)
Borrowing costs
Share of net profits (losses) of associates and joint
(3,785) (6,878)
venture entities (see item 16.7) 13,864 39,396
1.5 Profit (loss) from ordinary activities before tax
1.6 Income tax on ordinary activities (see note 4) (9,047) (15,211)
1.7 Profit (loss) from ordinary activities after tax 4,817 24,185
$1.8$ Profit (loss) from extraordinary items after tax
(see item $2.5$ )
1.9 Net profit (loss) 4,817 24,185
1.10 Net profit (loss) attributable to outside $+$ equity
interests
915 (289)
1.11 Net profit (loss) for the period attributable to
members
3,902 24,474
Non-owner transaction changes in equity
1.12
1.13
1.14
Increase (decrease) in revaluation reserves
Net exchange differences recognised in equity
Other revenue, expense and initial adjustments
recognised directly in equity (attach details)
676 (5,960)
1.15 Initial
adjustments from UIG
transitional
provisions
1.16 Total transactions and adjustments recognised
directly in equity (items 1.12 to 1.15)
676 (5,960)
1.17 Total changes in equity not resulting from
transactions with owners as owners
4,578 18,514

Condensed consolidated statement of financial performance

Earnings per security (EPS) Current period Previous corresponding
Period
Basic EPS
1.18
$(0.0)$ cents 4.3 cents
Diluted EPS $0.6$ cents 4.4 cents
Normalised basic EPS
1.19
$0.8$ cents 4.3 cents
Normalised diluted EPS 1.4 cents 4.4 cents

+ See chapter 19 for defined terms.

Notes to the condensed consolidated statement of financial performance

Profit (loss) from ordinary activities attributable to members

Current period
-
Previous
\$A'000 corresponding period -
\$A'000
1.20 Profit (loss) from ordinary activities after tax
(item I.7)
4,817 24,185
1.21 Less (plus) outside $+$ equity interests 915 (289)
1.22 Profit (loss) from ordinary activities after 3,902 24,474
tax, attributable to members

Revenue and expenses from ordinary activities

(see note $15$ )

Current
\$A'000
period Previous
corresponding period -
\$A'000
1.23 Revenue from sales or services 342,462 390,631
1.24 Interest revenue
1,757 2,476
1.25 Other relevant revenue 4,476 3,369
Total Revenue 348,695 396,476
1.26 Details of relevant expenses
Direct Services 268,496 292,514*
Technology Services 52,670 51,087*
Corporate Services 9,880 $6,601*$
Total Expenses (excluding borrowing costs) 331,046 350,202
*Depreciation and amortisation expense for
prior period has been reclassified to Direct
Services, Technology Services and Corporate
Services.
1.27 and amortisation
Depreciation
excluding
amortisation of intangibles (see item 2.3) 15,076 11,538
Capitalised outlays
1.28 Interest costs capitalised in asset values
1.29 Outlays capitalised in intangibles (unless
arising from an $^+$ acquisition of a business)

Consolidated retained profits

Current period -
\$A'000
Previous corresponding
period - \$A'000
1.30 Retained profits (accumulated losses) at the
beginning of the financial period
133,781 83,993
Net profit (loss) attributable to members ( item
LH)
3,902 24,474

+ See chapter 19 for defined terms.

1.32 Net transfers from (to) reserves (details if
material)
-
1.33 Net effect of changes in accounting policies $\overline{\phantom{0}}$
1.34 Dividends and other equity distributions paid
or payable
(4,159) (3,579)
1.35 Retained profits (accumulated losses) at end
of financial period
133,524 104,888

Intangible and extraordinary items

Consolidated - current period
Before tax
\$A'000
(a)
Related tax
\$A'000
(b)
Related
outside
+equity
interests
\$A'000
Amount (after
${ax}$
attributable to
members
\$A'000
(d)
2.1 Amortisation of goodwill 16,183 2,719 (c)
289
13,175
$2.2^{\circ}$ Amortisation of other
intangibles
282 85 197
2.3 Total amortisation of
intangibles
16,465 2,804 289 13,372
2.4 Extraordinary
items
(details)
2.5 Total extraordinary items

Comparison of half year profits

(Preliminary final report only)

  • $3.1$ Consolidated profit (loss) from ordinary activities after tax attributable to members reported for the $1st$ half year (item 1.22 in the half yearly report)
  • $3.2$ Consolidated profit (loss) from ordinary activities after tax attributable to members for the 2nd half year
Current year - \$A'000 Previous year - \$A'000
Not applicable Not applicable
Not applicable Not applicable

+ See chapter 19 for defined terms.

Condensed consolidated statement of
financial position
оfі
end
At
current period
\$A'000
As shown in last
annual report
\$A'000
As in last half
yearly report
\$A'000
Current assets
4.1 Cash 86,807 74,327 92,682
4.2 Receivables 143,025 150,210 157,693
4.3 Investments 39,889 41,526 103
4.4 Inventories 3,771 3,355 3,772
4.5 Tax assets 2,370 1,731
4.6 Other (provide details if material) 9,279 11,092 13,470
4.7 Total current assets 285,141 282,241 267,720
Non-current assets
4.8 Receivables 1,321 595 1,319
4.9 Investments (equity accounted) 10,434
4.10 Other investments 7,678 7,543 8,150
4.11 Inventories
4.12 Exploration and evaluation expenditure
capitalised (see para .71 of AASB
1022)
4.13 $\int$ mining
Development
properties
entities)
4.14 Other property, plant and equipment
(net)
146,672 146,958 135,367
4.15 Intangibles (net) 2,917 3,114 2,407
4.16 Tax assets 41,118 39,804 27,096
4.17 Other Intangibles Goodwill 464,589 479,461 489,267
4.18 Total non-current assets 674,729 677,475 663,606
4.19 Total assets 959,870 959,716 931,326
Current liabilities
4.20 Payables 119,166 130,353 113,092
4.21 Interest bearing liabilities 5,348 5,975 1,380
4.22 Tax liabilities 3,704 7,382 20,036
4.23 Provisions exc. tax liabilities 20,091 32,182 20,871
4.24 Other (provide details if material) 49. 566 10,353
4.25 Total current liabilities 148,358 176,458 165,732
Non-current liabilities
4.26 Payables
4.27 Interest bearing liabilities 155,418 102,824 109,772
4.28
4.29
Tax liabilities
Provisions exc. tax liabilities
20,704 17,206 8,976
4,645 4,685 5,333
4.30 Other (provide details if material) 2,964 2,795 1,032

+ See chapter 19 for defined terms.

4.31 Total non-current liabilities
Condensed consolidated statement of financial position continued
183,731 127,510 125,113
4.32 Total liabilities 332,089 303,968 290,845
4.33 Net assets 627,781 655,748 640,481
Equity
4.34 Capital/contributed equity 479,131 508,898 508,601
4.35 Reserves 7,090 6,414 24,818
4.36 Retained profits (accumulated losses) 133,524 133,781 104,888
4.37
4.38
Equity attributable to members of the
parent entity
Outside + equity interests in controlled
619,745 649,093 638,307
entities 8,036 6,655 2,174
4.39 Total equity 627,781 655,748 640,481
4.40 Preference capital included as part of
4.37
147,195 147,205 147,301

Notes to the condensed consolidated statement of financial position

Exploration and evaluation expenditure capitalised
(To be completed only by entities with mining interests if amounts are material. Include all expenditure incurred.)

Current period \$A'000 Previous
corresponding period -
\$A'000
5.1 Opening balance
5.2 Expenditure incurred during current period
5.3 Expenditure written off during current period
5.4 Acquisitions, disposals, revaluation
increments, etc.
5.5 Expenditure transferred to Development
Properties
5.6 Closing balance as shown in the
consolidated balance sheet (item 4.12)

Development properties
(To be completed only by entities with mining interests if amounts are material)

Current period \$A'000 Previous
corresponding
period - \$A'000
6.I Opening balance - -

г

+ See chapter 19 for defined terms.

  • 6.2 Expenditure incurred during current period
  • 6.3 Expenditure transferred from exploration and evaluation
  • 6.4 Expenditure written off during current period
  • 6.5 Acquisitions, disposals, revaluation increments, etc.
  • 6.6 Expenditure transferred to mine properties
  • $6.7$ Closing balance as shown in the consolidated balance sheet (item $4.13$ )

Condensed consolidated statement of cash flows

Current period
\$A'000
Previous
corresponding period
$-$ \$A'000
Cash flows related to operating activities
7.1 Receipts from customers 352,940 408,612
7.2 Payments to suppliers and employees (300, 362) (322, 667)
7.3 Dividends received from associates
7.4 Other dividends received 5 266
7.5 Interest and other items of similar nature
received
1,391 1,951
7.6 Interest and other costs of finance paid (3,774) (6,695)
7.7 Income taxes paid (13, 194) (26,582)
7.8 Other (provide details if material) - Net
Australian GST
(3,953) (3,242)
7.9 Net operating cash flows 33,053 51,643
Cash flows related to investing activities
7.10 Payment for purchases of property, plant and
equipment
(11, 494) (28, 477)
7.11 Proceeds from sale of property, plant and
equipment
49 91
7.12 Payment for purchases of equity investments (10, 705) (25)
7.13 Proceeds from sale of equity investments 276
7.14 Loans to other entities (1,953)
7.15 Loans repaid by other entities 25
7.16 Other (provide details if material)
Security deposit on premises 1,200
Payment for intangible assets on acquisition
of Business/controlled entities
(1,942) (25, 655)
7.17 Net investing cash flows (23, 816) (54, 794)
Cash flows related to financing activities

+ See chapter 19 for defined terms.

7.18 Proceeds from issues of $+$ securities (shares,
options, etc.)Ordinary
Proceeds from issues of securities (shares,
Options, etc) Preference
1,014 6,696
147,302
7.19 Proceeds from borrowings 179,757 19,000
7.20 Repayment of borrowings (129,086) (138,982)
7.21 Dividends paid (17,993) (2,738)
7.22 Other (provide details if material) – Redemption (30,772)
of ordinary shares
2,920 31,278
7.23 Net financing cash flows
7.24 Net increase (decrease) in cash held 12,157 28,127
7.25 Cash at beginning of period 74,327 65,453
(see Reconciliation of cash)
7.26 Exchange rate adjustments to item 7.25. 323 (898)
7.27 Cash at end of period 86,807 92,682

Non-cash financing and investing activities

Details of financing and investing transactions which have had a material effect on consolidated assets and liabilities but did not involve cash flows are as follows. (If an amount is quantified, show comparative amount.)

None

Reconciliation of cash

Reconciliation of cash at the end of the period (as
shown in the consolidated statement of cash flows) to
the related items in the accounts is as follows.
Current period \$A'000 Previous
corresponding
Period - \$A'000
8.1 Cash on hand and at bank 58,870 57,978
8.2 Deposits at call 27,937 34,704
8.3 Bank overdraft
8.4 Other (provide details)
8.5 Total cash at end of period
(item 7.27)
86,807 92,682

Other notes to the condensed financial statements

Ratios

$9.1$ Consolidated profit (loss) from ordinary activities before tax (item 1.5) as a percentage of revenue (item 1.1)

Current period Previous
corresponding
Period
$4\%$ 10%

+ See chapter 19 for defined terms.

Profit after tax $\wedge^+$ equity interests
9.2
Consolidated net profit (loss) from ordinary
activities after tax attributable to members
( item 1.11 ) as a percentage of equity (similarly
attributable) at the end of the period (item
4.37
1% 4%
-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- ---- ----

+ See chapter 19 for defined terms.

Earnings per security (EPS)

Details of basic and diluted EPS reported separately in accordance with paragraph 9 and 18 of AASB 1027: Earnings Per Share are as follows. $10.$

Calculation of
Basic EPS
Calculation of
Diluted EPS
Calculation of
Normalised Basic
Calculation of
Normalised Diluted
EPS EPS
\$000's \$000's \$000's \$000's
Half year end 31
December 2001
Earnings per share
(cents per share)
4.3 cents 4.4 cents 4.3 cents 4.4 cents
24,185 24,185 24,185 24,185
Net profit
Outside equity interest
289 289 289 289
(profit)/loss
Dividends on reset
preference shares
(813) $\blacksquare$ (813) $\blacksquare$
Net profit 23,661 24,474 23,661 24,474
Weighted average
number of ordinary
shares used as
denominator in
calculating basic
earnings per share
549,819,774 549,819,774
Weighted average
number of ordinary
and potential ordinary
shares used as
denominator in
calculating diluted
earnings per share
557,893,711 557,893,711
table of employee options in note 18.7 and are marked with *. Employee options on issue that are not dilutive and therefore not included in the calculation of diluted EPS are shown in the
Half year end
31December 2002
Earnings per share
(cents per share)
$0.0$ cents $0.6$ cents $0.8$ cents 1.4 cents
Net profit 4,817 4,817 4,817 4,817
Outside equity interest (915) (915) (915) (915)
(profit)/loss
Exclusion of non
recurring transactions
- redundancies and
early lease
terminations
4,609 4,609
Dividends on reset
preference shares
(4, 159) $\overline{\phantom{a}}$ (4, 159) $\overline{\phantom{0}}$

+ See chapter 19 for defined terms.

Net profit (257) 3,902 4,352 8.511
Weighted average
number of ordinary
shares used as
denominator in
calculating basic
earnings per share
546,601,148 546,601,148
Weighted average
number of ordinary
and potential ordinary
shares used as
denominator in
calculating diluted
earnings per share
624,185,057 624,185,057
NTA backing
(see note 7)
Current period Previous corresponding
period
11.1
Net tangible asset backing per + ordinary
security
$(7)$ cents $(6)$ cents

Discontinuing Operations

(Entities must report a description of any significant activities or events relating to discontinuing operations in accordance with paragraph 7.5 (g) of AASB 1029: Interim Financial Reporting, or, the details of discontinuing operations they have disclosed in their accounts in accordance with AASB 1042: Discontinuing Operations (see note 17).)

12.1 Discontinuing Operations
Not applicable.

Control gained over entities having material effect

13.1 Name of entity (or group of Not applicable entities) 13.2 Consolidated profit (loss) from ordinary activities and extraordinary items after tax of the controlled entity (or Not applicable group of entities) since the date in the current period on which control was +acquired 13.3 Date from which such profit has been calculated Not applicable 13.4 Profit (loss) from ordinary activities and extraordinary items after tax of the controlled entity (or group of entities) Not applicable for the whole of the previous corresponding period

+ See chapter 19 for defined terms.

Loss of control of entities having material effect

$14.1$ Name of entity (or group of entities) Not applicable

  • $14.2$ Consolidated profit (loss) from ordinary activities and extraordinary items after tax of the controlled entity (or group of entities) for the current period to the date of loss of control
  • $14.3$ Date to which the profit (loss) in item 14.2 has been calculated
  • 14.4 Consolidated profit (loss) from ordinary activities and extraordinary items after tax of the controlled entity (or group of entities) while controlled during the whole of the previous corresponding period
  • Contribution to consolidated profit (loss) from ordinary $14.5$ activities and extraordinary items from sale of interest leading to loss of control.

Dividends (in the case of a trust, distributions)

  • 15.1 Date the dividend (distribution) is payable
  • $15.2$ +Record date to determine entitlements to the dividend (distribution) (ie, on the basis of proper instruments of transfer received by 5.00 pm if *securities are not *CHESS approved, or security holding balances established by 5.00 pm or such later time permitted by SCH Business Rules if +securities are +CHESS approved)
  • 15.3 If it is a final dividend, has it been declared? (Preliminary final report only)
Amount per security
----------------------------
security at $%$
tax (see note)
foreign source
dividend
(Preliminary final report only)
15.4 Final dividend:
Current year
N/A N/A N/A
15.5 Previous year N/A N/A N/A
(Half yearly and preliminary final reports)
15.6 Interim dividend: Current year $2\frac{1}{2}$ cent $2\frac{1}{2}$ cent
15.7 Previous year $\frac{1}{2}$ cent $\frac{1}{2}$ cent
Total dividend (distribution) per security (interim plus final)
$\sim$ $\sim$ $\sim$ $\sim$ $\sim$ $\sim$ $\sim$ $\sim$

(Preliminary final report only)

Current year Previous year
-------------- ---------------

Amount per

security

Not applicable Not applicable Not applicable

Not applicable

Not applicable

Not applicable

Amount per

security of

Franked

amount per

$+$ See chapter 19 for defined terms.

$15.8$ +Ordinary securities N/A N/A
15.9 Preference + securities N/A N/A

Half yearly report - interim dividend (distribution) on all securities or Preliminary final report - final dividend (distribution) on all securities

Current period \$A'000 Previous corresponding
Period - \$A'000
15.10 + Ordinary securities (each class separately) 2,766
15.11 Preference + securities (each class
separately)
4,159 813
15.12 Other equity instruments (each class
separately)
$\overline{\phantom{a}}$
15.13 Total 4,159 3,579

The $+dividend$ or distribution plans shown below are in operation.

$N/A$

The last date(s) for receipt of election notices for the +dividend or distribution plans

$N/A$

Any other disclosures in relation to dividends (distributions). (For half yearly reports, provide details in accordance with paragraph 7.5(d) of AASB 1029 Interim Financial Reporting)

$N/A$

Details of aggregate share of profits (losses) of associates and joint venture entities

Group's share of associates' and joint venture
entifies':
Current period
\$A'000
Previous
corresponding period
- \$A'000
16.1 Profit (loss) from ordinary activities before tax (461) 0
16.2 Income tax on ordinary activities 138 0
16.3 Profit (loss) from ordinary activities after
tax.
(323) 0
16.4 Extraordinary items net of tax 0 0
16.5 Net profit (loss) (323) 0

+ See chapter 19 for defined terms.

16.6 Adjustments
16.7 Share of net profit (loss) of associates and
joint venture entities

Material interests in entities which are not controlled entities

The economic entity has an interest (that is material to it) in the following entities. (If the interest was acquired or disposed of during either the current or previous corresponding period, indicate date of acquisition ("from dd/mm/yy") or disposal ("to dd/mm/yy").)

Name of entity Percentage of ownership
interest held at end of period or
date of disposal
Contribution to net profit (loss) (item
$1.9$ ) see item 16.7
17.1
Equity accounted
associates and
joint venture
entities
Current
Period
Previous
corresponding
period
Current period
\$A'000
Previous
corresponding
period-
\$A'000
Chelmer Limited* 50% 50%
Deutsche Börse
Computershare
GmbH
49% (238)
Pepper Technologies
AG
49% (85)
*This investment is
now written down to
zero.
17.2
Total
(323)
Other material
17.3
interests
E * Trade Securities
Limited
11.837% 11.837%
17.4
Total

+ See chapter 19 for defined terms.

Issued and quoted securities at end of current period
(Description must include rate of interest and any redemption or conversion rights together with prices and dates)

Category of + securities Total number Number quoted Issue
price per
security
note
(see
14)
(cents)
Amount
paid up
per
security
(see
note $14$
(cents)
18.1 Preference + securities
(description)
1,500,000 1,500,000 \$100.00 \$100.00
18.2 Changes during current period
(a) Increases through issues
(b) Decreases through returns
of capital, buybacks,
redemptions
$\blacksquare$
18.3 + Ordinary securities 540.642,167 540,642,167

+ See chapter 19 for defined terms.

18.4 Changes during current period
(a) Increases through issues
Employee share scheme 5,841 5,841 \$0.000 \$0.000
Employee options 347,000 347,000 \$0.983 \$0.983
Employee options 120,000 120,000 \$0.478 \$0.478
Employee options 145,000 145,000 \$1.758 \$1.758
Employee options 400,000 400,000 \$0.903 \$0.903
Computershare Trustee Allot 200,000 200,000 \$0.000 \$0.000
(b) Decreases through returns
of capital, buybacks
Share buyback 200,000 200,000 2.25 16/09/02
100,000 100,000 2.25 17/09/02
750,000 750,000 2.22 18/09/02
500,000 500,000 2.23 19/09/02
220,000
250,000
220,000
250,000
2.25
2.17
20/09/02
24/09/02
250,000 250,000 2.18 25/09/02
132,357 132,357 2.19 26/09/02
500,000 500,000 2.16 27/09/02
110,000 110,000 2.17 30/09/02
118,000 118,000 2.19 01/10/02
75,000 75,000 2.20 02/10/02
270,000 270,000 2.20 03/10/02
740,000 740,000 2.22 04/10/02
1,020,000 1,020,000 2.30 08/10/02
470,000 470,000 2.26 10/10/02
750,000
350,000
750,000
350,000
2.27
2.25
11/10/02
14/10/02
23,930 23,930 2.23 15/10/02
400,000 400,000 2.31 18/10/02
340,000 340,000 2.27 21/10/02
400,000 400,000 2.19 23/10/02
80,000 80,000 2.20 24/10/02
80,000 80,000 2.17 25/10/02
80,000 80,000 2.17 28/10/02
80,000 80,000 2.18 29/10/02
120,000 120,000 2.22 31/10/02
70,000 70,000 2.22 01/11/02
145,000 145,000 2.21 04/11/02
145,000 145,000 2.22 06/11/02
70,000 70,000 2.24 07/11/02
400,000
400,000
400,000
400,000
1.81
1.84
14/11/02
15/11/02
400,000 400,000 1.82 18/11/02
400,000 400,000 1.80 19/11/02
350,000 350,000 1.78 20/11/02
445,000 445,000 1.79 21/11/02
327,000 327,000 1.83 22/11/02
390,000 390,000 1.84 25/11/02
458,000 458,000 1.81 26/11/02
275,000 275,000 1.81 27/11/02
180,000 180,000 1.85 28/11/02
160,000 160,000 1.84 29/11/02
100,000 100,000 1.84
1.88
02/12/02
03/12/02
15,000
90,000
15,000
90,000
1.94 04/12/02
+ See chapter 19 for defined terms.
Share Buyback 70,000 70,000 1.95 09/12/02
70,000 70,000 1.95 10/12/02
148,000 148,000 1.92 11/12/02
50,000 50,000 1.93 12/12/02
150,000 150,000 1.93 13/12/02
170,000 170,000 1.90 16/12/02
100,000 100,000 1.85 18/12/02
97,000 97,000 1.81 19/12/02
600,000 600,000 1.82 24/12/02
170,000 170,000 1.81 27/12/02
18.5 + Convertible debt securities
(description and conversion
factor)
18.6 Changes during current period
(a) Increases through issues
(b) Decreases through
securities matured, converted
18.7 Options (description and
conversion factor)
Exercise
price
Expiry
date
$(f\,$ any $)$

+ See chapter 19 for defined terms.

49,000 49,000 05/02/03
Employee options
Employee options
80,000 80,000 \$0.983
\$1.438
30/06/03
Employee options 288,000 288,000 \$1.368 08/08/03
Employee options 112,000 112,000 \$1.393 13/08/03
Employee options 325,000 325,000 \$1.758 15/10/03
Employee options* 72,000 72,000 \$2.233 31/01/04
Employee options* 773,188 773,188 \$3.083 25/03/04
Employee options* 122,000 122,000 \$3.500 31/05/04
Employee options* 154,000 154,000 \$4.420 31/05/04
Employee options* 200,000 200,000 \$4.500 31/05/04
Employee options* 80,000 80,000 \$6.650 09/11/04
Employee options* 3,678,900 3,678,900 \$6.830 10/01/05
Employee options* 1,010,750 1,010,750 \$7.100 06/03/05
Employee options* 128,250 128,250 \$6.910 08/05/05
Employee options* 30,000 30,000 \$6.910 11/06/05
Employee options* 36,000 36,000 \$7.950 01/06/05
Employee options* 20,000 20,000 \$7.920 01/07/05
Employee options* 284,000 284,000 \$7.850 14/07/05
Employee options* 1,543,000 1,543,000 \$8.000 07/08/05
Employee options* 102,000 102,000 \$7.970 24/08/05
Employee options* 67,000 67,000 \$8.000 14/11/05
Employee options* 68,200 68,200 \$9.186 28/11/05
Employee options
Employee options
42,653
110,000
42,653
110,000
\$5.820
\$7.400
20/01/06
25/01/06
Employee options* 26,000 26,000 \$6.690 26/03/06
Employee options* 467,000 467,000 \$7.350 31/05/06
Employee options* 1,078,500 1,078,500 \$5.950 31/05/06
Employee options* 3,760,000 3,760,000 \$5.950 01/06/06
Employee options* 95,000 95,000 \$5.940 01/06/06
Employee options* 108,000 108,000 \$7.350 01/06/06
Employee options* 58,500 58,500 \$6.150 30/06/06
Employee options* 2,186,600 2,186,600 \$2.770 05/02/07
Employee options* 110,000 110,000 \$2.520 05/02/07
Employee options* 188,000 188,000 \$2.520 09/03/07
Employee options*
Citicorp Strategic Technology
100,000 100,000 \$2.550 26/04/05
Corp. options 12,081,633 12,081,633 \$1.830 28/08/06
* Non dilutive for Diluted EPS
calculation - refer note 10
18.8 Issued during current period
Citicorp Strategic Technology 12,081,633 12,081,633 \$1.830 28/08/06
18.9 Corp. Options
Exercised during current
period
Employee options
Employee options 120,000
347,000
120,000
347,000
\$0.478
\$0.983
17/08/02
05/02/03
Employee options 400,000 400,000 \$0.903 11/02/03
Employee options 145,000 145,000 \$1.758 15/10/03

+ See chapter 19 for defined terms.

18.10 Expired during current period
Cancelled during current
period
Employee options
Employee options
Employee options
Employee options
Employee options
Employee options
Employee options
Employee options
Employee options
Employee options
6,000
191,700
1,500
15,000
60,000
11,000
3,000
1,500
28,000
68,000
6.000
191,700
1,500
15,000
60.000
11,000
3,000
1,500
28,000
68,000
\$4.420
\$6.830
\$7.100
\$7.950
\$7.850
\$8.000
\$9.186
\$5.940
\$5.950
\$2.770
31/05/04
10/01/05
06/03/05
01/06/05
14/07/05
07/08/05
28/11/05
01/06/06
01/06/06
05/02/07
18.11 Debentures (description)
18.12 Changes during current period
(a) Increases through issues
(b) Decreases through
securities matured, converted
18.13 Unsecured notes
(description)
18.14 Changes during current period
(a) Increases through issues
(b) Decreases through
securities matured, converted

Segment reporting

(Information on the business and geographical segments of the entity must be reported for the current period in accordance with AASB 1005: Segment Reporting and for half year reports, AASB 1029: Interim Financial Reporting. Because entities employ different structures a pro forma cannot be provided. Segment information in the layout employed in the entity's $\pm$ accounts should be reported separately and attached to this report.)

Comments by directors

(Comments on the following matters are required by ASX or, in relation to the half yearly report, by AASB 1029: Interim Financial Reporting. The comments do not take the place of the directors' report and statement (as required by the Corporations Act) and may be incorporated into the directors' report and statement. For both half yearly and preliminary final reports, if there are no comments in a section, state NIL. If there is insufficient space to comment, attach notes to this report.)

Basis of financial report preparation

19.1 If this report is a half yearly report, it is a general purpose financial report prepared in accordance with the listing rules and AASB 1029: Interim Financial Reporting. It should be read in conjunction with the last +annual report and any announcements to the market made by the entity during the period. The financial statements in this report are "condensed financial statements" as defined in AASB 1029: Interim Financial Reporting. This report does not include all the notes of the type normally included in an annual financial report. [Delete if preliminary final report.]

+ See chapter 19 for defined terms.

19.2 Material factors affecting the revenues and expenses of the economic entity for the current period. In a half yearly report, provide explanatory comments about any seasonal or irregular factors affecting operations.

Please refer to attached market release.

$193 -$ A description of each event since the end of the current period which has had a material effect and which is not already reported elsewhere in this Appendix or in attachments, with financial effect quantified (if possible).

Not applicable.

19.4 Franking credits available and prospects for paying fully or partly franked dividends for at least the next year.

The interim ordinary dividend of 2.5 cents per share is to be paid on 28 March 2003 and will be fully franked. After payment of the interim ordinary dividend, the company is expected to have \$75,957,979 of franking credits available for the payment of future franked dividends.

19.5 Unless disclosed below, the accounting policies, estimation methods and measurement bases used in this report are the same as those used in the last annual report. Any changes in accounting policies, estimation methods and measurement bases since the last annual report are disclosed as follows. (Disclose changes and differences in the half yearly report in accordance with AASB 1029: Interim Financial Reporting. Disclose changes in accounting policies in the preliminary final report in accordance with $AASB$ 1001: Accounting Policies-Disclosure).

+ See chapter 19 for defined terms.

The new Australian accounting standard AASB1044 "Provisions, Contingent Liabilities and Contingent Assets" is applicable to the Group for the first time, effective 1 July 2002 which requires that provision is only made for the amount of any dividend declared, determined or publicly recommended by the directors on or before the end of the reporting period but not distributed at balance date.

In previous periods, provision was also made for dividends to be paid out of retained profits at the end of the period where the dividend was proposed, recommended or declared before the completion of the financial report.

Accordingly, no provision has been recognised for the proposed interim dividend of \$13,420k at 31 December 2002. At 30 June 2002, the corresponding provision recognised was \$13,857k. Had this standard been in effect at 30 June 2002, retained earnings would be increased and current liabilities – provisions decreased by the amount of the dividend provision recognised.

19.6 Revisions in estimates of amounts reported in previous interim periods. For half yearly reports the nature and amount of revisions in estimates of amounts reported in previous + annual reports if those revisions have a material effect in this half year.

None

19.7 Changes in contingent liabilities or assets. For half yearly reports, changes in contingent liabilities and contingent assets since the last + annual report.

Reduction in guarantees and indemnities given to the consolidated entity's Australian bankers as security for Computershare Finance Company Pty Ltd's facilites from \$260,500,000 to \$257,000,000.

Reduction in Guarantees given by Computershare Limited as security for bonds in respect of leased premises from \$6,226,458 to \$5,494,100.

Increase in potential withholding and other tax liabilities arising from distribution of all retained distributable earnings of all foreign incorporated subsidiaries from \$7,659,921 to \$8,165,993.

Refer to Note 31 of 2002 Annual Report for further details on contingent liabilities.

Additional disclosure for trusts

$20.1$ Number of units held by the management company or responsible entity or their related parties.

$N/A$

+ See chapter 19 for defined terms.

A statement of the fees and commissions 20.2 payable to the management company or responsible entity.

Identify:

  • initial service charges
  • management fees
  • other fees

Annual meeting

(Preliminary final report only)

The annual meeting will be held as follows:

Place N/A
Date N/A
Time N/A
Approximate date the $\text{``annual report will be}$
available
N/A

Compliance statement

$\mathbbmss{1}$ This report has been prepared in accordance with AASB Standards, other AASB authoritative pronouncements and Urgent Issues Group Consensus Views or other standards acceptable to ASX (see note 12).

Identify other standards used

  • $\overline{2}$ This report, and the "accounts upon which the report is based (if separate), use the same accounting policies.
  • $\overline{3}$ This report does/does not* (delete one) give a true and fair view of the matters disclosed (see note 2).
  • This report is based on +accounts to which one of the following applies. $\overline{4}$ (Tick one)
The $\alpha$ accounts have been $\Box$
audited.
The "accounts have
been
subject to review.
The * accounts are in the
process of being audited or
subject to review.
The "accounts have not yet
been audited or reviewed.

$N/A$

+ See chapter 19 for defined terms.

  • $\overline{5}$ If the audit report or review by the auditor is not attached, details of any qualifications are attached/will follow immediately they are available* (delete one). (Half yearly report only the audit report or review by the auditor must be attached to this report if this report is to satisfy the requirements of the Corporations Act.)
  • 6 The entity has/does not have* (delete one) a formally constituted audit committee.

Sign here:

....................................... (Company Secretary)

Date: ...6 March 2003...................................

Paul Tobin Print name:

Notes

  • $\mathbb{L}$ For announcement to the market. The percentage changes referred to in this section are the percentage changes calculated by comparing the current period's figures with those for the previous corresponding period. Do not show percentage changes if the change is from profit to loss or loss to profit, but still show whether the change was up or down. If changes in accounting policies or procedures have had a material effect on reported figures, do not show either directional or percentage changes in profits. Explain the reason for the omissions in the note at the end of the announcement section. Entities are encouraged to attach notes or fuller explanations of any significant changes to any of the items in page 1. The area at the end of the announcement section can be used to provide a cross reference to any such attachment.
  • True and fair view If this report does not give a true and fair view of a matter (for example, $2.$ because compliance with an Accounting Standard is required) the entity must attach a note providing additional information and explanations to give a true and fair view.

$3.$ Condensed consolidated statement of financial performance

  • Item $1.1$ The definition of "revenue" and an explanation of "ordinary activities" are set out in AASB 1004: Revenue, and AASB 1018: Statement of Financial Performance.
  • Item $1.6$ This item refers to the total tax attributable to the amount shown in item 1.5. Tax includes income tax and capital gains tax (if any) but excludes taxes treated as expenses from ordinary activities (eg. fringe benefits tax).
  • $\overline{4}$ . Income tax If the amount provided for income tax in this report differs (or would differ but for compensatory items) by more than 15% from the amount of income tax prima facie payable on the profit before tax, the entity must explain in a note the major items responsible for the difference and their amounts. The rate of tax applicable to the franking amount per

$+$ See chapter 19 for defined terms.

dividend should be inserted in the heading for the column "Franked amount per security at % $\text{tax}^3$ for items 15.4 to 15.7.

5. Condensed consolidated statement of financial position

Format The format of the consolidated statement of financial position should be followed as closely as possible. However, additional items may be added if greater clarity of exposition will be achieved, provided the disclosure still meets the requirements of AASB 1029: Interim Financial Reporting, and AASB 1040: Statement of Financial Position. Also, banking institutions, trusts and financial institutions may substitute a clear liquidity ranking for the Current/Non-Current classification.

Basis of revaluation If there has been a material revaluation of non-current assets (including investments) since the last +annual report, the entity must describe the basis of revaluation adopted. The description must meet the requirements of AASB 1010: Accounting for the Revaluation of Non-Current Assets. If the entity has adopted a procedure of regular revaluation, the basis for which has been disclosed and has not changed, no additional disclosure is required.

    1. Condensed consolidated statement of cash flows For definitions of "cash" and other terms used in this report see AASB 1026: Statement of Cash Flows. Entities should follow the form as closely as possible, but variations are permitted if the directors (in the case of a trust, the management company) believe that this presentation is inappropriate. However, the presentation adopted must meet the requirements of $AASB$ 1026. $\pm$ Mining exploration entities may use the form of cash flow statement in Appendix 5B.
  • $7.$ Net tangible asset backing Net tangible assets are determined by deducting from total tangible assets all claims on those assets ranking ahead of the $+$ ordinary securities (ie, all liabilities, preference shares, outside +equity interests etc). +Mining entities are not required to state a net tangible asset backing per $+$ ordinary security.
  • $\mathbf{R}$ . Gain and loss of control over entities The gain or loss must be disclosed if it has a material effect on the +accounts. Details must include the contribution for each gain or loss that increased or decreased the entity's consolidated profit (loss) from ordinary activities and extraordinary items after tax by more than 5% compared to the previous corresponding period.
    1. Rounding of figures This report anticipates that the information required is given to the nearest \$1,000. If an entity reports exact figures, the \$A'000 headings must be amended. If an entity qualifies under ASIC Class Order 98/0100 dated 10 July 1998, it may report to the nearest million dollars, or to the nearest \$100,000, and the \$A'000 headings must be amended.
  • $10.$ Comparative figures Comparative figures are to be presented in accordance with AASB 1018 or AASB 1029 Interim Financial Reporting as appropriate and are the unadjusted figures from the latest annual or half year report as appropriate. However, if an adjustment has been made in accordance with an accounting standard or other reason or if there is a lack of comparability, a note explaining the position should be attached. For the statement of financial performance, AASB 1029 Interim Financial Reporting requires information on a year to date basis in addition to the current interim period. Normally an Appendix 4B to which AASB 1029 Interim Financial Reporting applies would be for the half year and consequently the information in the current period is also the year to date. If an Appendix 4B Half yearly version is produced for an additional interim period (eg because of a change of reporting

+ See chapter 19 for defined terms.

period), the entity must provide the year to date information and comparatives required by AASB 1029 Interim Financial Reporting. This should be in the form of a multi-column version of the consolidated statement of financial performance as an attachment to the additional Appendix 4B.

  • $11.$ Additional information An entity may disclose additional information about any matter, and must do so if the information is material to an understanding of the reports. The information may be an expansion of the material contained in this report, or contained in a note attached to the report. The requirement under the listing rules for an entity to complete this report does not prevent the entity issuing reports more frequently. Additional material lodged with the $+$ ASIC under the Corporations Act must also be given to ASX. For example, a director's report and declaration, if lodged with the $^{+}$ ASIC, must be given to ASX.
  • $12.$ Accounting Standards ASX will accept, for example, the use of International Accounting Standards for foreign entities. If the standards used do not address a topic, the Australian standard on that topic (if one exists) must be complied with.
  • $13.$ Corporations Act financial statements This report may be able to be used by an entity required to comply with the Corporations Act as part of its half-year financial statements if prepared in accordance with Australian Accounting Standards.
  • $14.$ Issued and quoted securities The issue price and amount paid up is not required in items 18.1 and 18.3 for fully paid securities.
  • 15 Details of expenses AASB 1018 requires disclosure of expenses from ordinary activities according to either their nature or function. For foreign entities, there are similar requirements in other accounting standards accepted by ASX. AASB ED 105 clarifies that the disclosures required by AASB 1018 must be either all according to nature or all according to function. Entities must disclose details of expenses using the layout (by nature or function) employed in their $\pm$ accounts.

The information in lines 1.23 to 1.27 may be provided in an attachment to Appendix 4B.

Relevant Items AASB 1018 requires the separate disclosure of specific revenues and expenses which are not extraordinary but which are of a size, nature or incidence that disclosure is relevant in explaining the financial performance of the reporting entity. The term "relevance" is defined in AASB 1018. There is an equivalent requirement in AASB 1029: Interim Financial Reporting. For foreign entities, there are similar requirements in other accounting standards accepted by ASX.

16 Dollars If reporting is not in A\$, all references to \$A must be changed to the reporting currency. If reporting is not in thousands of dollars, all references to "000" must be changed to the reporting value.

$177$ Discontinuing operations

Half yearly report

All entities must provide the information required in paragraph 12 for half years beginning on or after 1 July 2001.

+ See chapter 19 for defined terms.

Preliminary final report

Entities must either provide a description of any significant activities or events relating to discontinuing operations equivalent to that required by paragraph 7.5 (g) of AASB 1029: Interim Financial Reporting, or, the details of discontinuing operations they are required to disclose in their +accounts in accordance with AASB 1042 Discontinuing Operations.

In any case the information may be provided as an attachment to this Appendix 4B.

18. Format

This form is a Word document but an entity can re-format the document into Excel or similar applications for submission to the Companies Announcements Office in ASX.

+ See chapter 19 for defined terms.

ATTACHMENT TO APPENDIX 4B - PRELIMINARY FINAL REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2002

SEGMENT INFORMATION

PRIMARY BASIS - Business Segments

December 2002
--------------- -- -- --
Analytics
Services
Corporate
Services
Document
Services
Investor
Services
Plan
Services
Technology
Services
Unallocated Consolidated
Total
Major business segments \$000's \$000's \$000's \$000's \$000's \$000's \$000's \$000's
Revenue
External revenue 7.259 3,737 19.040 268,108 40.648 8,223 1.680 348,695
Intersegment revenue 30 53,982 23,904 3.739 (717) 46,645 (127, 583)
Total segment revenue 7,289 57,719 42,944 271.847 39,931 54,868 (125, 903) 348,695
Segment Result
Profit/(loss) from ordinary activities
before income tax
(1, 157) (6.058) (752) 17.069 5,876 (3,671) 2.557 13,864
Income tax expense (9,047)
Profit from ordinary activities
after income tax
4,817
Depreciation
Amortisation goodwill
Other non-cash expenses
14
473
5
1.269
(1, 323)
1.641
417
498
3.021
13.097
1,388
100
1.455
82
9.795
741
63
(3,010)
$\ddot{}$
12,830
16,183
713
Liabilities
Total segment liabilities 2,399 162,456 29,588 113,192 990 8,963 14,501 332,089
Assets
Total segment assets 24,399 981,081 36,059 760,031 3,018 42,293 (887, 011) 959,870
Carrying value of investments in
associates included in segment
assets
10.434 1.942 12,376
Segment assets acquired during
the reporting period:
Investments 271 $\overline{ }$ 271
Property, plant & equipment 32 1.589 562 4.033 67 5.211 11,494
Total 32 1.589 562 4.304 67 5.211 $_{\star}$ 11.765

ATTACHMENT TO APPENDIX 4B - PRELIMINARY FINAL REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2002

SEGMENT INFORMATION

PRIMARY BASIS - Business Segments
December 2001

Analytics
Services
Corporate
Services
Document
Services
Investor
Services
Plan
Services
Technology
Services
Unallocated Consolidated
Total
Major business segments \$000's \$000's \$000's \$000's \$000's \$000's \$000's \$000's
Revenue
External revenue 5,385 2.524 21.054 314,484 31,466 19.572 1,991 396,476
Intersegment revenue 16 53.911 20.917 2,428 0 39.125 (116.397)
Total segment revenue 5,401 56,435 41,971 316,912 31,466 58,697 (114, 406) 396,476
Segment Result
Profit/(loss) from ordinary activities
before income tax
(884) (7,003) 3.483 31,686 7,433 2.163 2,518 39,396
Income tax expense (15, 211)
Profit from ordinary activities
after income tax
24,185
Depreciation 76 799 1.561 5,262 107 5.891 (3,261) 10.435
Amortisation goodwill 486 420 11.769 1,534 741 14,950
Other non-cash expenses 589 741 1 1,331
Liabilities
Total segment liabilities 2,062 144.566 9.626 94,620 280 8,784 30,907 290,845
Assets
Total segment assets 23,562 631.436 41.943 762,504 62,168 39,817 (630, 104) 931,326
Segment assets acquired during
the reporting period:
Property, plant & equipment 58 10,110 3.302 10,609 $\ddot{\phantom{0}}$ 4,398 28,477
Total 58 10,110 3.302 10,609 $\overline{a}$ 4,398 28,477

ATTACHMENT TO APPENDIX 4B - PRELIMINARY FINAL REPORT FOR THE PERIOD ENDED 31 DECEMBER 2002

SEGMENT INFORMATION

SECONDARY BASIS - Geographic Segments
December 2002

Asia Australia &
New Zealand
Canada South
Africa
United Kingdom
& Ireland
USA Unallocated Consolidated
Total
Major geographic segments \$000's \$000's \$000's \$000's \$000s \$000's \$000's \$000's
Revenue
External revenue 15,882 94,376 65,230 15,549 100,464 55,514 1,680 348,695
Segment Result
Profit/(loss) from ordinary activities
before income tax
3,957 8,503 1,593 (766) 11,008 (12,988) 2.557 13,864
Income tax expense (9,047)
Profit from ordinary activities
after income tax
4,817
Assets
Total segment assets 88,274 991,345 241,970 34,924 203,734 286,634 (887,011) 959,870
Segment assets acquired during
the reporting period:
Investments 87 8 $\overline{\phantom{a}}$ 176 ÷ 271
Property, plant & equipment 246 1,419 906 2,940 2,875 3,108 11,494
Total 333 .427 906 3,116 2,875 3,108 11,765

ATTACHMENT TO APPENDIX 4B - PRELIMINARY FINAL REPORT FOR THE PERIOD ENDED 31 DECEMBER 2002

SEGMENT INFORMATION

SECONDARY BASIS - Geographic Segments December 2001

Asia Australia &
New Zealand
Canada South
Africa
United Kingdom
& Ireland
USA Unallocated Consolidated
Total
Major geographic segments \$000's \$000's \$000's \$000's \$000's \$000's \$000's \$000's
Revenue
External revenue 13,046 105,461 79,170 9,911 112,183 74,714 1,991 396.476
Segment Result
Profit/(loss) from ordinary activities
before income tax
4.756 10,196 8,909 773 15,404 (3,160) 2.518 39,396
Income tax expense (15, 211)
Profit from ordinary activities
after income tax
24.185
Assets
Total segment assets 118,567 815,651 222,320 10,882 185,805 208,205 (630, 104) 931,326
Segment assets acquired during
the reporting period:
Property, plant & equipment 90 6,332 1,391 77 11,649 8,938 28,477
Total 90 6,332 1,391 $\overline{77}$ 11,649 8,938 $\overline{\phantom{a}}$ 28,477

SZ. Js $\infty$

. . . . . . . . . . . . . . . . . . . . Paul Tobin Company Secretary

ATTACHMENT TO APPENDIX 4B - PRELIMINARY FINAL REPORT FOR THE PERIOD ENDED 31 DECEMBER 2002

RECONCILIATION OF TAX EXPENSE

OPERATING PROFIT S000's
The prima facie income tax expense on operating profit
is reconciled to income tax expense in the profit and
loss account as follows:
Operating profit 13,864
Prima facie income tax thereon at 30% 4,159
Tax effect of permanent differences:
Depreciation not deductible 722
Amortisation of goodwill 2,727
Non deductible provisions 63
Research and Development allowance (682)
Effect of different tax rates on overseas income - other (1, 723)
Benefit of tax losses not brought to a/c 4,845
Underprovision/(overprovision) in prior period (985)
Other (392)
8,734
Effect of change in tax rate - other 313
Income tax expense on operating profit 9,047

$\infty$

....................................... Paul Tobin Company Secretary