Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

COMPUTERSHARE LIMITED. Interim / Quarterly Report 2018

Feb 13, 2018

64696_rns_2018-02-13_dc0765ab-ea40-4085-92e8-2b2a055b3ade.pdf

Interim / Quarterly Report

Open in viewer

Opens in your device viewer

ASX HALF-YEAR REPORT

Computershare Limited

ABN 71 005 485 825

31 December 2017

Lodged with the ASX under Listing Rule 4.2A

This information should be read in conjunction with the 30 June 2017 Annual Report.

Contents
Results for Announcement to the Market(Appendix 4D item 2) 1
Half-year report(ASX Listing rule 4.2A1) 7
Supplementary Appendix 4D information(Appendix 4D items 3 to 9) 27
Corporate Directory 29

This half-year report covers the consolidated entity consisting of Computershare Limited and its controlled entities. The interim financial report is presented in United States dollars (unless otherwise stated).

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES HALF-YEAR ENDED 31 DECEMBER 2017 (Previous corresponding period half-year ended 31 December 2016)

RESULTS FOR ANNOUNCEMENT TO THE MARKET

$000
Revenuefrom ordinary activities
up
12.4% to
1,122,866
(Appendix 4D item 2.1)
Profit/(loss)after tax attributable to members up 14.0% to
171,237
(Appendix 4D item 2.2)
Net profit/(loss)for the period attributable to members up 14.0% to
171,237
(Appendix 4D item 2.3)
Dividends Amount per Franked amount per
security security
(Appendix 4D item 2.4)
Interim dividend AU 19 cents 0%
Final dividend (prior year) AU 19 cents 0%

Record date for determining entitlements to the interim dividend (Appendix 4D item 2.5) 21 February 2018

Explanation of Revenue (Appendix 4D item 2.6)

Total revenue for the half-year was $1,122.9 million, a 12.4% increase over the corresponding period. The US region was the main driver of the growth with large events and margin income benefiting stakeholder relationship management, class actions and corporate actions. There was also 12% growth in US mortgage servicing driven by our focus on the key priorities and growth opportunities that have continued to build scale within the business.

Register maintenance revenues were slightly down for the half with positive contributions from Switzerland, the UK and India being more than offset by declines in Australia, Canada and the US. In addition to the strong performance of the US region, corporate activity in Hong Kong, Ireland and Canada showed modest improvement in the half-year. India’s mutual fund administration support services (business services) was up, driven by higher levels of assets under management. Plan managers was down for the half as improved transactional activity in Hong Kong and Continental Europe was offset by lower activity in Canada and the US and lower margin income in the UK.

Margin income increased during the period primarily driven by interest rate increases in the US and higher average client balances. The stronger British pound, Australian dollar and Canadian dollar relative to the prior period improved the translated contribution in those regions.

Explanation of Profit/(loss) from ordinary activities after tax (Appendix 4D item 2.6)

Net statutory profit after tax attributable to members was $171.2 million, an increase of 14.0% over the corresponding period. This was supported by higher margin income and an improved operating performance in the US with growth in US mortgage services and solid event activity in class actions, corporate actions and stakeholder relationship management.

  • 1 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES HALF-YEAR ENDED 31 DECEMBER 2017 (Previous corresponding period half-year ended 31 December 2016)

RESULTS FOR ANNOUNCEMENT TO THE MARKET

The Group’s income tax expense for the six months ended 31 December 2017 was significantly lower than the previous corresponding period as it included a one-off $42.4m income tax credit due to the US Tax Cuts and Jobs Act 2017 which became effective on 1 January 2018. The key change impacting the half-year ending 31 December 2017 was the reduction of the federal corporate tax rate from 35% to 28% for Computershare’s financial year ending 30 June 2018 and 21% for years beginning after 30 June 2018, which required a restatement of the US deferred tax balances. The current period’s tax expense also included capital gains tax for the pending disposal of Karvy Computershare Private Limited (Karvy). Excluding the tax impact of one-off items, the Group’s effective tax rate increased in line with higher profits in the US.

Overall, the current period’s net profit after tax showed an improvement over the 31 December 2016 result, despite the non-recurrence of significant items such as the $49.1 million gain on the sale of the Group’s headquarters in Melbourne, Australia and the disposal of the Company’s investment in INVeSHARE recorded in the prior period.

Explanation of Net Profit/(loss) (Appendix 4D item 2.6)

Please refer above.

Explanation of Dividends (Appendix 4D item 2.6)

The Company has announced an interim dividend for the current financial year of AU 19 cents per share. This dividend is unfranked.

  • 2 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES

INTERIM FINANCIAL REPORT FOR THE HALF-YEAR ENDED 31 December 2017

Contents
Directors’ report 4
Auditor’s independence declaration 6
Consolidated statement of profit or loss and other comprehensive income 7
Consolidated statement of financial position 8
Consolidated statement of changes in equity 9
Consolidated cash flow statement 10
Notes to the consolidated financial statements 11
Directors’ declaration 23
Statement to the Board of Directors 24
Independent auditor’s review report to the members 25

This interim financial report does not include all the notes of the type normally included in the annual financial statements. Accordingly, this report is to be read in conjunction with the annual report for the year ended 30 June 2017 and any public announcements made by Computershare Limited during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001 and the Australian Securities Exchange Listing Rules.

  • 3 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES DIRECTORS’ REPORT

The Board of Directors of Computershare Limited (the Company) present their report in respect of the financial half-year ended 31 December 2017.

DIRECTORS

The names of the directors of the Company in office during the whole of the half-year and up to the date of this report, unless otherwise indicated, are:

Non-executive

Simon David Jones (Chairman) Tiffany Lee Fuller Markus Erhard Kerber Penelope Jane Maclagan Christopher John Morris Arthur Leslie Owen Joseph Mark Velli

Executive

Stuart James Irving (President and Chief Executive Officer)

PRINCIPAL ACTIVITIES

The principal activities of the consolidated entity during the course of the half-year were the operation of investor services, plan services, communication services, business services, stakeholder relationship management services and technology services.

  • The investor services operations comprise the provision of registry maintenance and related services.

  • The plan services operations comprise the provision of administration and related services for employee share and option plans.

  • The communication services operations comprise document composition and printing, intelligent mailing, inbound process automation, scanning and electronic delivery.

  • The business services operations comprise the provision of bankruptcy, class action and utilities administration services, voucher services, corporate trust services and mortgage servicing activities.

  • The stakeholder relationship management services group provides investor analysis, investor communication and management information services to companies, including their employees, shareholders and other security industry participants.

  • Technology services includes the provision of software, specialising in share registry and financial services.

Computershare has a range of regulated businesses around the world, including transfer agencies, licensed dealers, corporate trusts and mortgage servicers.

REVIEW OF OPERATIONS

The Group recorded a profit before tax of $189.6 million for the half-year ended 31 December 2017 (2016: $182.5 million). Total revenue increased to $1,122.9 million (2016: $999.1 million) and operating cash flows increased by $20.4 million to $205.4 million (2016: $185.0 million). Excluding loan servicing advances, operating cash flows increased by $26.0 million (2016: increased $14.8 million).

Improved operating performance was led by growth in the US stakeholder relationship management, corporate actions and mortgage services businesses as well as the global class actions business. The Group also continued to make good progress during the period on its operational and process efficiency programs. Margin income increased during the period primarily driven by interest rate increases in the US and higher average client balances. The stronger British pound, Australian dollar and Canadian dollar relative to the prior period improved the translated contribution in those regions.

  • 4 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES DIRECTORS’ REPORT

Statutory basic earnings per share increased by 14.4% to 31.43 cents. Apart from improved operating performance, this was impacted by significantly lower income tax expense for the six months ended 31 December 2017. Tax expense included a one-off $42.4m income tax credit due to a restatement of the deferred tax balances under the US Tax Cuts and Jobs Act 2017, which became effective on 1 January 2018.

Overall, the current period’s earnings per share showed an improvement over the 31 December 2016 result, despite the non-recurrence of significant items such as the $49.1 million gain on the sale of the Group’s headquarters in Melbourne and the disposal of the investment in INVeSHARE recorded in the prior period.

CONSOLIDATED PROFIT

The profit of the consolidated entity for the half-year was $171.2 million (2016: $150.2 million) after deducting income tax and non-controlling interests.

DIVIDENDS

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

Ordinary shares

  • A final dividend in respect of the year ended 30 June 2017 was declared on 16 August 2017 and paid on 18 September 2017. This was an unfranked ordinary dividend of AU 19 cents per share, amounting to AUD 103,727,282 ($80,641,919).

  • An interim ordinary dividend declared by the directors of the Company in respect of the current financial year, to be paid on 16 March 2018. This is an unfranked ordinary dividend of AU 19 cents per share, amounting to AUD 103,161,615 based on shares on issue as at 14 February 2018. The dividend was not declared until 14 February 2018 and accordingly no provision has been recognised at 31 December 2017.

ROUNDING OF AMOUNTS

The Group is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, issued by the Australian Securities and Investments Commission. In accordance with that legislative instrument, amounts in the interim financial report and the Directors’ Report have been rounded to the nearest thousand dollars unless specifically stated to be otherwise.

AUDITOR’S INDEPENDENCE DECLARATION

A copy of the auditor’s signed independence declaration as required under section 307C of the Corporations Act 2001 is provided immediately after this report.

Signed in accordance with a resolution of the Directors.

==> picture [155 x 100] intentionally omitted <==

SD Jones Chairman

==> picture [112 x 67] intentionally omitted <==

SJ Irving Chief Executive Officer

14 February 2018

  • 5 -

==> picture [77 x 59] intentionally omitted <==

Auditor’s Independence Declaration

As lead auditor for the review of Computershare Limited for the half-year ended 31 December 2017, I declare that to the best of my knowledge and belief, there have been:

  • (a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the review; and

  • (b) no contraventions of any applicable code of professional conduct in relation to the review.

This declaration is in respect of Computershare Limited and the entities it controlled during the period.

==> picture [150 x 65] intentionally omitted <==

Anton Linschoten Partner PricewaterhouseCoopers

Melbourne 14 February 2018

PricewaterhouseCoopers, ABN 52 780 433 757

2 Riverside Quay, SOUTHBANK VIC 3006, GPO Box 1331, MELBOURNE VIC 3001

T: 61 3 8603 1000, F: 61 3 8603 1999, www.pwc.com.au

Liability limited by a scheme approved under Professional Standards Legislation.

  • 6 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

For the half-year ended 31 December 2017

COMPREHENSIVE INCOME
For the half-year ended 31 December 2017
Half-year
Note 2017
2016
$000 $000
Revenue from continuing operations






Sales revenue 1,119,295 996,598
Other revenue 3,571 2,526
Total revenue from continuing operations 1,122,866 999,124
Other income 7,187 58,274
Expenses



Direct services 757,164 690,314
Technology costs 141,947 147,489
Corporate services 13,493 11,138
Finance costs **28,650 ** 26,392
Total expenses 941,254
875,333

Share of net profit/(loss) of associates and joint ventures accounted for
using the equity method 775 446
Profit before related income tax expense
189,574


182,511
Income taxexpense/(credit) 4 14,074 29,511
Profit for the half-year **175,500 ** 153,000
Other comprehensive income that may be reclassified to profit or
loss
Available-for-sale financial assets 618 6
Cash flow hedges (16) (543)
Exchange differences on translation of foreign operations 13,626 (28,690)
Income tax relatingto components of other comprehensive income **1,529 ** (3,270)
Total other comprehensive income for the half-year, net of tax **15,757 ** (32,497)
Total comprehensive income for the half-year **191,257 ** 120,503

Profit for the half-year attributable to:




Members of Computershare Limited 171,237 150,153
Non-controllinginterests **4,263 ** 2,847
175,500 153,000
Total comprehensive income for the half-year attributable to:



Members of Computershare Limited 186,625 117,611
Non-controllinginterests **4,632 ** 2,892
**191,257 ** 120,503
Basic earnings per share (cents per share) 2
31.43 cents


27.48 cents
Diluted earnings per share (cents per share) 2 31.38 cents 27.46 cents

The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.

  • 7 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES CONSOLIDATED STATEMENT OF FINANCIAL POSITION As at 31 December 2017

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 31 December 2017
31 December
30 June
Note 2017
2017
$000
$000
CURRENT ASSETS
Cash and cash equivalents 519,243
489,917
Bank deposits 6,721
6,505
Receivables 385,378
422,805
Loan servicing advances 211,624
217,752
Available-for-sale financial assets 1,524
1,583
Other financial assets 23,884
19,396
Inventories 4,193
3,748
Current tax assets 5,417
4,026
Derivative financial instruments 1,225
470
Other current assets 36,773
28,417
Assets classified asheldforsale
7
65,733
57,082
Total current assets 1,261,715
1,251,701

NON-CURRENT ASSETS
Receivables 93
49
Investments accounted for using the equity method 12,080
11,021
Available-for-sale financial assets 43,040
34,391
Property, plant and equipment 109,312
109,897

Deferred tax assets
145,646
178,675
Derivative financial instruments 13,935
19,440
Intangibles 2,375,712
2,341,856
Total non-current assets 2,699,818
2,695,329
Total assets 3,961,533
3,947,030

CURRENT LIABILITIES
Payables 411,643
433,973
Interest bearing liabilities 433,289
117,228

Current tax liabilities
32,308
44,816
Provisions 45,080
46,616
Derivative financial instruments 8,009
3,653
Deferred consideration 26,072
21,914
Mortgage servicing related liabilities 24,759
25,323

Liabilities directly associated with assets classified as held for sale
7
58,341
57,413
Other liabilities 1,874
2,205
Total current liabilities 1,041,375
753,141

NON-CURRENT LIABILITIES
Payables 4,086
4,300

Interest bearing liabilities
1,201,427
1,455,837
Deferred tax liabilities 193,234
258,251
Provisions 26,051
26,635
Deferred consideration 43,071
48,953
Derivative financial instruments 2,599
3,374
Mortgage servicing related liabilities 145,378
157,347
Other liabilities 2,818
2,164
**Total non-current liabilities ** 1,618,664
1,956,861
Total liabilities 2,660,039
2,710,002
Net assets 1,301,494
1,237,028
EQUITY
Contributed equity
8
-
-

Reserves
(129,248)
(98,487)
Retained earnings 1,406,202
1,315,607
Total parent entity interest 1,276,954
1,217,120

Non-controllinginterests
24,540
19,908
Total equity 1,301,494
1,237,028

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

  • 8 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the half-year ended 31 December 2017

Attributable to members Attributable to members of Computershare Limited of Computershare Limited
Non-
Contributed Retained controlling
Total
Note Equity
Reserves
Earnings Total Interests
Equity
$000 $000 $000 $000 $000
$000
Total equity at 1 July 2017 -
(98,487)
1,315,607 1,217,120 19,908
1,237,028
Profit for the half-year - - 171,237 171,237 4,263
175,500
Available-for-sale financial assets -
618
- 618 -
618
Cash flow hedges -
(16)
- (16) -
(16)
Exchange differences on translation
of foreign operations -
13,257
- 13,257 369
13,626
Income tax(expense)/credits -
1,529
- 1,529 -
1,529
Total comprehensive income
for the half-year -
15,388
171,237 186,625 4,632
191,257
Transactions with owners in
their capacity as owners:
Dividends provided for or paid -
-
(80,642) (80,642) -
(80,642)
Share buy-back 8 -
(38,615)
- (38,615) -
(38,615)
Cash purchase of shares on market -
(17,678)
- (17,678) -
(17,678)
Share basedremuneration -
10,144
- 10,144 -
10,144
Balance at 31 December 2017 -
(129,248)
**1,406,202 ** **1,276,954 ** 24,540 **1,301,494 **
Attributable to members of Computershare Limited
Contributed
Equity
Reserves Retained
Earnings
Total
Non-
controlling
Interests
$000 $000 $000
$000
$000
Total equity at 1 July 2016 - (95,872) 1,188,890
1,093,018
13,515
Profit for the half-year - - 150,153
150,153
2,847
Available-for-sale financial assets - 6 -
6
-
Cash flow hedges - (543) -
(543)
-
Exchange differences on translation
of foreign operations
- (28,735) -
(28,735)
45
Income tax(expense)/credits - (3,270) -
(3,270)
-
Total comprehensive income
for the half-year
- (32,542) 150,153
117,611
2,892
Transactions with owners in
their capacity as owners:
Dividends provided for or paid - - (70,037)
(70,037)
-
Share buy-back - (3,468) -
(3,468)
-
Cash purchase of shares on market - (13,788) -
(13,788)
-
Share basedremuneration - 9,538 -
9,538
-
Balance at 31 December 2016 - (136,132) 1,269,006
1,132,874
16,407

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

  • 9 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES CONSOLIDATED CASH FLOW STATEMENT For the half-year ended 31 December 2017

CONSOLIDATED CASH FLOW STATEMENT
For the half-year ended 31 December 2017
Note Half-year
2017
2016
$000
$000
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers 1,214,371
1,059,119
Payments to suppliers and employees (941,268)
(828,913)
Loan servicing advances (net) 6,128
11,665
Dividends received from associates, joint ventures and equity securities 2,262
1,224
Interest paid and other finance costs (26,929)
(27,532)
Interest received 1,309
1,443
Income taxes paid (50,458)
(32,026)
Net operating cash flows 6(a) 205,415
184,980
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for purchase of controlled entities and businesses (net of cash
acquired) and intangible assets including MSRs
(82,060)
(70,278)
Proceeds from sale of property, plant and equipment -
62,227
Proceeds from disposal of associates and joint ventures -
23,769
Proceeds from/(payments for) investments (5,187)
5,562
Payments for property, plant and equipment (17,010)
(13,466)
Net investing cash flows (104,257)
7,814

CASH FLOWS FROM FINANCING ACTIVITIES
Payments for purchase of ordinary shares - share based awards (17,678)
(13,788)
Proceeds from borrowings 6(b) 130,820
367,044
Repayment of borrowings 6(b) (27,000)
(360,750)
Loan servicing borrowings (net) 6(b) (42,104)
(8,993)
Dividends paid - ordinary shares (net of dividend reinvestment plan) (74,590)
(63,765)
Purchase of ordinary shares - dividend reinvestment plan (6,052)
(6,272)
Payments for on-market share buy-back (38,615)
(3,468)
Repayment of financeleases 6(b) (2,786)
(25,686)
Net financing cash flows (78,005)
(115,678)

Net increase/(decrease) in cash and cash equivalents held 23,153
77,116
Cash and cash equivalents at the beginning of the financial year 510,683
526,575
Exchangeratevariations on foreigncashbalances 11,393
(24,261)
Cash and cash equivalents at the end of the half-year* 545,229
579,430

*Cash and cash equivalents at 31 December 2017 includes $26.0 million cash (30 June 2017: $20.8 million) presented in the assets classified as held for sale line item in the consolidated statement of financial position.

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

  • 10 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2017

1. BASIS OF PREPARATION

The interim financial report for the half-year reporting period ended 31 December 2017 includes the condensed financial statements for the consolidated entity consisting of Computershare Limited and its controlled entities, referred to collectively as the “consolidated entity”, “the Group” or “Computershare”.

The interim financial report is a general purpose financial report prepared in accordance with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Act 2001. The interim financial report also complies with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB), including IAS 34 Interim Financial Reporting.

The interim financial report does not include all the notes of the type normally included in annual financial statements. Accordingly, this report is to be read in conjunction with the annual report for the year ended 30 June 2017 and any public announcements made by Computershare Limited during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001 and the Australian Securities Exchange listing rules.

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

The accounting policies adopted are consistent with those of the previous financial year and the corresponding interim reporting period.

2. EARNINGS PER SHARE

Half-year ended 31 December 2017 Basic EPS
Diluted EPS
Management Management
Basic EPS Diluted EPS
Earnings per share (cents per share) 31.43 cents 31.38 cents 30.62 cents 30.57 cents

Reconciliation of earnings
$000
$000
$000 $000
Profit for the half-year 175,500 175,500 175,500 175,500
Non-controlling interest (profit)/loss (4,263) (4,263) (4,263) (4,263)
Add back management adjustment items (see
below) - - (4,443) (4,443)
Net profit attributable to the members of
Computershare Limited 171,237
171,237
166,794 166,794

Weighted average number of ordinary shares
used as denominator in calculating earnings 544,778,652 545,684,531 544,778,652 545,684,531
per share
  • 11 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the half-year ended 31 December 2017

Half-year ended 31 December 2016 Basic EPS Diluted EPS Management Management Management
Basic EPS Diluted EPS
Earnings per share (cents per share) 27.48 cents 27.46 cents 25.74 cents 25.71 cents
Reconciliation of earnings $000 $000 $000 $000
Profit for the half-year 153,000 153,000 153,000 153,000
Non-controlling interest (profit)/loss (2,847) (2,847) (2,847) (2,847)
Add back management adjustment items (see
below) - -
(9,541)
(9,541)
Net profit attributable to the members of
ComputershareLimited 150,153 150,153 140,612 140,612
Weighted average number of ordinary shares
used as denominator in calculating earnings 546,335,793 546,843,418 546,335,793 546,843,418
per share
Reconciliation of weighted average number of shares used as the
denominator:
2017 2016
Number Number
Weighted average number of ordinary shares used as the denominator in
calculating basic earnings per share 544,778,652 546,335,793
Adjustments for calculation of diluted earnings per share:
Performance rights **905,879 ** 507,625
Weighted average number of ordinary shares and potential ordinary shares used as
the denominator in calculating diluted earnings per share 545,684,531 546,843,418

For the half-year ended 31 December 2017 management adjustment items include the following:

Gross
Tax effect
Net of tax
$000
$000
$000
Amortisation
Amortisation of intangible assets (25,747)
7,660
(18,087)
Acquisitions and disposals
Tax on pending disposal of Karvy -
(5,527)
(5,527)
Acquisition accounting adjustments (4,721)
-
(4,721)
Acquisition and disposal related expenses (2,059)
49
(2,010)
Other
Restatement of deferred tax balances due to US tax reform -
42,403
42,403
Major restructuring costs (8,811)
3,069
(5,742)
Voucher Services impairment (3,544)
-
(3,544)
Marked to market adjustments - derivatives 1,974
(596)
1,378
Put option liabilityre-measurement 293
-
293
Total management adjustment items (42,615)
47,058
4,443
  • 12 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the half-year ended 31 December 2017

Management Adjustment Items

Management adjustment items net of tax for the half-year ended 31 December 2017 were as follows:

Amortisation

  • Customer contracts and 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 half-year ended 31 December 2017 was $18.1 million. Amortisation of intangibles purchased outside of business combinations (e.g. mortgage servicing rights) is included as a charge against management earnings.

Acquisitions and disposals

  • Tax expense of $5.5 million was booked when the agreement to sell the Group’s investment in the Indian venture Karvy was signed in August 2017. The associated accounting gain on disposal will only be recognised once the disposal is completed pending the required regulatory approvals.

  • An expense of $4.7 million was recognised for re-measurement of contingent consideration payable to the sellers of RicePoint Administration Inc.

  • Disposal related expenses of $1.9 million were incurred in relation to Karvy. Acquisition related expenses of $0.1m were incurred associated with recent acquisitions.

Other

  • A restatement of deferred tax balances due to the US tax reform resulted in a tax benefit of $42.4 million (refer to note 4).

  • Costs of $5.7 million were incurred in relation to the major operations rationalisation underway in Louisville, USA and the Global Technology Centre in Edinburgh, UK.

  • As the remaining cash flows of Computershare’s Voucher Services business continue to be realised, an impairment charge of $3.5 million was booked against goodwill related to this business. It is expected that the remaining goodwill of $12.1 million associated with Voucher Services will be written off over the coming periods.

  • Derivatives that have not received hedge designation are marked to market at the reporting date and taken to profit and loss in the statutory results. The marked to market valuation resulted in a gain of $1.4 million.

  • The put option liability re-measurement resulted in a gain of $0.3 million related to the Karvy joint venture arrangement in India.

  • 13 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the half-year ended 31 December 2017

For the half-year ended 31 December 2016 management adjustment items include the following:

Gross
Tax effect
Net of tax
$000
$000
$000
Amortisation
Amortisation of intangible assets (33,091)
11,723
(21,368)
Acquisitions and disposals
Gain on disposals 52,893
(3,837)
49,056
Acquisition accounting adjustments 1,333
(263)
1,070
Acquisition related restructuring costs (243)
78
(165)
Acquisition related expenses (163)
58
(105)
Other
Major restructuring costs (15,894)
6,601
(9,293)
Voucher Services impairment (8,073)
-
(8,073)
Marked to market adjustments - derivatives (948)
283
(665)
Put option liabilityre-measurement (916)
-
(916)
Total management adjustment items (5,102)
14,643
9,541

3. SEGMENT INFORMATION

The operating segments presented reflect the manner in which the Group has been internally managed and the financial information reported to the chief operating decision maker (CEO) in the current financial year. 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.

There are seven operating segments. Six of them are geographic: Asia, Australia and New Zealand, Canada, Continental Europe, UCIA (United Kingdom, Channel Islands, Ireland & Africa) and the United States of America. In addition, the Technology and Other segment comprises the provision of software specialising in share registry and financial services. It is also a research and development function, for which discrete financial information is reviewed by the CEO.

In each of the six geographic segments the consolidated entity offers a combination of its core products and services: investor services, business services, plan services, communication services and stakeholder relationship management services. Investor services comprise the provision of registry maintenance and related services. Business services comprise the provision of bankruptcy, class action and utilities administration services, voucher services, corporate trust services and mortgage servicing activities. Plan services comprise the provision of administration and related services for employee share and option plans. Communication services comprise laser imaging, intelligent mailing, inbound process automation, scanning and electronic delivery. Stakeholder relationship management services comprise the provision of investor analysis, investor communication and management information services to companies, including their employees, shareholders and other security industry participants.

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

  • 14 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the half-year ended 31 December 2017

OPERATING SEGMENTS

Asia
Australia
& New
Zealand
Canada
Continental
Europe
Technology
& Other
UCIA
United
States
Total
$000
$000
$000
$000
$000
$000
$000
$000
December 2017
Total segment
revenue and other
income
78,742
131,581
85,779
39,975
137,955
227,576
557,428
1,259,036
External revenue and
other income
76,242
131,124
84,444
39,903
9,260
226,596
555,862
1,123,431
Intersegment revenue 2,500
457
1,335
72
128,695
980
1,566
135,605
Management adjusted
EBITDA
28,774
21,482
38,528
1,568
9,181
45,719
147,716
292,968
December 2016
Total segment revenue
and other income
69,376
135,920
82,084
34,152
116,962
222,522
454,310
1,115,326
External revenue and
other income
67,347
135,355
81,216
33,952
7,690
220,574
452,444
998,578
Intersegment revenue 2,029
565
868
200
109,272
1,948
1,866
116,748
Management adjusted
EBITDA
24,614
25,576
36,659
2,131
13,251
43,541
92,749
238,521

Segment revenue

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

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

Half-year
2017
2016
$000
$000
Total operating segment revenue and other income 1,259,036
1,115,326
Intersegment eliminations (135,605)
(116,748)
Corporaterevenue and other income (565)
546
Total revenue from continuing operations 1,122,866
999,124
  • 15 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2017

Management adjusted EBITDA

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

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

Half-year
2017
2016
$000
$000
Management adjusted EBITDA - operating segments 292,968
238,521
Management adjustedEBITDA -corporate 418
2,749
Management adjusted EBITDA 293,386
241,270
Management adjustment items (before related income tax expense):
Amortisation of intangible assets (25,747)
(33,091)
Acquisition accounting adjustments (4,721)
1,333
Acquisition and disposal related expenses (2,059)
(163)
Gain on disposals -
52,893
Acquisition related restructuring costs -
(243)
Major restructuring costs (8,811)
(15,894)
Voucher Services impairment (3,544)
(8,073)
Marked to market adjustments - derivatives 1,974
(948)
Put option liabilityre-measurement 293
(916)
Total management adjustment items (note 2) (42,615)
(5,102)
Finance costs (28,650)
(26,392)
Otheramortisationand depreciation (32,547)
(27,265)
Profit before income tax from continuing operations 189,574
182,511

4. INCOME TAX EXPENSE

4. INCOME TAX EXPENSE
Half-year
2017
2016
$000
$000

Profit before income tax expense 189,574
182,511
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% 56,872
54,753
Tax effect of permanent differences:
Restatement of deferred tax balances due to US tax reform (42,403)
-
Tax on pending disposal of Karvy 6,098
-
Prior year tax (over)/under provided (1,176)
511
Variation in tax rates of foreign controlled entities (1,132)
(3,111)
Voucher Services goodwill impairment 673
1,594
Disposal of Australian head office premises and redemption of investment in INVeSHARE -
(13,812)
Net otherdeductible (4,858)
(10,424)
Income tax expense 14,074
29,511
  • 16 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2017

US tax reform

Pursuant to the Tax Cuts and Jobs Act of 2017, the US federal corporate income tax rate was reduced from 35% to 28% for the year ending 30 June 2018 and 21% for the subsequent years. Consequently, deferred tax asset and liability balances as at 31 December 2017 were restated using the new rates, giving rise to a tax benefit of $42.4 million.

From 1 July 2018, a number of factors are relevant including the introduction of new taxes and the reduction or cessation of certain US tax deductions. We continue to examine the implications, which may outweigh the benefits of the lower corporate tax rate, and the options to minimise the impact of the new rules.

Australian thin capitalisation

The Group has renewed an existing bilateral advance pricing arrangement with the Australian Taxation Office (ATO) and Her Majesty’s Revenue and Customs in relation to remuneration to be paid to the Australian Group from its ownership and licensing of certain intangible assets. As part of that process, the ATO undertook collateral review activities and issued a draft position paper challenging the inclusion of these intangible assets in the thin capitalisation calculation used by the Australian Group to determine the amount of tax deductible interest on Australian borrowings between 1 July 2010 and 30 June 2014. Computershare disagrees with the ATO’s views and has responded to the draft position paper during the reporting period. If the ATO maintains its views, Computershare intends to vigorously defend its position. This process may take some years to resolve. As the Group does not expect to pay additional tax related to this matter, no provision was recognised at 31 December 2017. If Computershare is unsuccessful in defending its position, the maximum potential primary tax liability in respect of the period from 1 July 2010 to 31 December 2017 excluding interest is estimated at $48.2 million.

5. DIVIDENDS

5. DIVIDENDS

2017
2016
$000
$000
Ordinary shares

Dividends provided for or paid during the half-year
80,642
70,037



Dividends not recognised at the end of the half-year

Dividends not recognised at the end of the half-year

In addition to the above dividends, since the end of the half-year the directors have declared the payment of an unfranked interim dividend of AU 19 cents per fully paid ordinary share. As the dividend was not declared until 14 February 2018, a provision has not been recognised as at 31 December 2017.

  • 17 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the half-year ended 31 December 2017

6. CASH FLOW INFORMATION

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

(a) Reconciliation of net profit after tax to cash flows from operating activities
Half-year
2017
2016
$000
$000
Net profit after income tax 175,500
153,000
Adjustments for:
Depreciation and amortisation 58,294
60,356
Net (gain)/loss on asset disposals and asset write-downs -
(52,608)
Share of net (profit)/loss of associates and joint ventures accounted for using equity method (775)
(446)
Employee benefits – share based expense 8,822
8,421
Impairment charge - Voucher Services 3,544
8,073
Fair value adjustments (1,931)
1,866
Acquisition accounting adjustments -
(1,333)
Contingent consideration re-measurement 4,721
-
Changes in assets and liabilities:
(Increase)/decrease in receivables 33,312
1,446
(Increase)/decrease in inventories (393)
402
(Increase)/decrease in loan servicing advances 6,128
11,665
(Increase)/decrease in other current assets (7,962)
(8,287)
Increase/(decrease) in payables and provisions (37,461)
4,940
Increase/(decrease)intaxbalances (36,384)
(2,515)
Net cash and cash equivalents from operating activities 205,415
184,980

(b) Reconciliation of liabilities arising from financing activities

Current
borrowings
Non-
current
borrowings
Current
lease
liabilities
Non-
current
lease
liabilities
Cross
currency
swap
Total
$000
$000
$000
$000
$000
$000
Opening balance at 1 July 2017 111,865
1,451,176
5,363
4,661
2,723
1,575,788
Cash flows (31,562)
93,278
(2,747)
(39)
-
58,930
Non-cash changes:
Fair value adjustments (1,032)
(4,117)
-
-
4,625
(524)
Transfers and other 349,258
(349,299)
2,044
(2,044)
-
(41)
Currency translationdifference 58
7,755
42
56
41
7,952
Balance at 31 December 2017 428,587
1,198,793
4,702
2,634
7,389
1,642,105
  • 18 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the half-year ended 31 December 2017

7. ASSETS AND LIABILITIES CLASSIFIED AS HELD FOR SALE

31 December
30 June
2017
2017
$000
$000
Assets classified as held for sale
Cash and cash equivalents 25,986
20,766
Receivables 21,687
19,104
Property, plant and equipment 9,493
8,684
Intangibles 7,908
7,847
Deferred tax assets 417
524
Othercurrent assets 242
157
Total assets held for sale 65,733
57,082

Liabilities directly associated with assets classified as held for sale
Put option liability 46,068
45,684
Payables 9,181
9,915
Current tax liabilities 2,260
1,107
Provisions 832
707
Total liabilities held for sale 58,341
57,413

On 3 August 2017, Computershare agreed to sell its 50% interest in the Indian venture Karvy. Completion is subject to a regulatory approval and is expected to occur by 30 June 2018. Consequently, Karvy continues to be classified as a disposal group held for sale as at 31 December 2017. Karvy’s assets and liabilities are presented separately within current assets and current liabilities in the consolidated statement of financial position.

8. CONTRIBUTED EQUITY

On 16 August 2017, Computershare announced an on-market buy-back of shares with an aggregate value of up to AUD 200.0 million for capital management purposes. The buy-back commenced on 30 August 2017.

From 30 August 2017 until 31 December 2017, the Company purchased and cancelled 3,370,142 ordinary shares at a total cost of AUD 49.7 million ($38.6 million) with an average price of AUD 14.74 and a price range from AUD 13.77 to AUD 16.61.

Since the effect of share buy-backs over the years has reduced contributed equity to nil, a reserve has been created to reflect the excess value of shares bought over the original amount of subscribed capital.

There has been no issue of ordinary shares during the half-year ended 31 December 2017.

Movement in contributed equity
Number of
shares
$000
Balance at 1 July 2017 546,326,010
-
Share buy-back (3,370,142)
(38,615)
Transfer to share buy-back reserve -
38,615
Balance at 31 December 2017 542,955,868
-
  • 19 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2017

9. FAIR VALUE MEASUREMENTS

The fair value of financial assets and liabilities must be estimated for recognition and measurement or for disclosure purposes. The measurement hierarchy used is as follows:

Level 1: The fair value of financial instruments traded in active markets is based on quoted market prices at the end of the reporting period for identical assets and liabilities. The quoted market price used for financial assets held by the Group is the current bid price. These instruments are included in level 1.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entityspecific estimates. The Group uses a variety of methods and makes assumptions that are based on market conditions existing at the end of each reporting period. This includes inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices). If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. Such instruments include derivative financial instruments and the portion of borrowings included in the fair value hedge.

Specific valuation techniques used to value financial instruments are as follows:

  • Quoted market prices or dealer quotes are used for similar instruments.

  • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.

  • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date.

  • The fair value of cross currency swaps is a combination of the fair value of forward foreign exchange contracts determined using forward exchange rates at the balance sheet date (for the final principal exchange) and the use of quoted market prices or dealer quotes for similar instruments (for the basis valuation).

  • The fair value of interest rate swaptions is calculated using the Black-Scholes formula and quoted market prices.

Level 3: Valuation methodology of the asset or liability uses inputs that are not based on observable market data (unobservable inputs). This is the case of investments in unconsolidated structured entities, which are included in the available-for-sale financial assets and deferred consideration arising from business combinations.

The amount of contingent consideration recognised on business combinations is typically referenced to revenue or EBITDA targets. The Group estimates the fair value of the expected future payments based on the terms of each earn-out agreement and management’s knowledge of the business taking into account the likely impact of the current economic environment. Contingent consideration amounts are re-measured every reporting period based on the most recent projections. Gains or losses arising from changes in fair value are recognised in profit or loss in the period in which they arise.

The fair value of the investment in structured entities is determined by reference to the equity interest in net assets of these entities, which approximates their fair values. As profits are realised and dividends are paid to equity investors, the net assets of these entities decrease and so does the fair value of the Group’s investment.

The following tables present the Group’s financial assets and liabilities measured and recognised at fair value at 31 December 2017. The comparative figures are also presented below.

  • 20 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the half-year ended 31 December 2017

As at 31 December 2017 Level 1 Level 2 Level 3 Total
$000 $000 $000 $000
Assets
Derivative financial instruments - 15,160 - 15,160
Available-for-salefinancialassets **2,704 ** - 41,860 44,564
Total assets 2,704 15,160 41,860 59,724
Liabilities
Borrowings - 469,149 - 469,149
Derivative financial instruments - 10,608 - 10,608
Deferred consideration - - 69,143 69,143
Total liabilities - **479,757 ** 69,143 548,900
As at 30 June 2017
Assets
Derivative financial instruments - 19,910 - 19,910
Available-for-salefinancialassets 2,743 - 33,231 35,974
Total assets 2,743 19,910 33,231 55,884
Liabilities
Borrowings - 474,298 - 474,298
Derivative financial instruments - 7,027 - 7,027
Deferred consideration - - 70,867 70,867
Total liabilities - 481,325 70,867 552,192

The following table presents the changes in level 3 items for the periods ended 31 December 2017 and 30 June 2017:

Available-for-sale financial
assets
31
December
2017
30 June
2017
$000
$000
Opening balance at 1 July 33,231
16,317
Additions 10,129
18,561
Payments -
-
Gains/ (losses) recognised in the profit or loss -
(499)
Return of capital (2,265)
(1,148)
Gains/ (losses) recognised in other comprehensive income 635
-
Currency translationdifference 130
-
Closing balance at 31 December 41,860
33,231

Net fair value of financial assets and liabilities

The carrying amounts of cash and cash equivalents, bank deposits, receivables, payables, non-interest bearing liabilities, finance leases and loans approximate their fair values for the Group except for the unhedged portion of USD Senior Notes of $325.0 million (30 June 2017: $325.0 million), where the fair value was $323.6 million as at 31 December 2017 (30 June 2017: $330.6 million).

  • 21 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the half-year ended 31 December 2017

10. CONTINGENT LIABILITIES

(a) Guarantees, indemnities and other contingent liabilities

There have been no material changes to guarantees, indemnities and other contingent liabilities since the last reporting date.

(b) Legal and regulatory matters

Due to the nature of operations, certain commercial claims in the normal course of business have been made against the consolidated entity in various countries. An inherent difficulty in predicting the outcome of such matters exists, but in the opinion of the Group, based on current knowledge and in consultation with legal counsel, we do not expect any material liability to the Group to eventuate. The status of all claims is monitored on an ongoing basis, together with the adequacy of any provisions recorded in the Group’s financial statements. For the Australian thin capitalisation contingent liability refer to note 4.

11. COMMITMENTS

There have been no material changes to commitments since the last reporting date.

12. SIGNIFICANT EVENTS AFTER BALANCE SHEET DATE

No matter or circumstance has arisen since the reporting date which is not otherwise reflected in this report that has significantly affected or may significantly affect the operations of the consolidated entity.

  • 22 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES DIRECTORS’ DECLARATION

Directors’ Declaration

In the directors’ opinion:

(a) the financial statements and notes set out on pages 7 to 22 are in accordance with the Corporations Act 2001, including:

(i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and

(ii) giving a true and fair view of the consolidated entity's financial position as at 31 December 2017 and of its performance for the half-year ended on that date; and

(b) there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable.

Note 1 confirms that the financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board.

This declaration is made in accordance with a resolution of the directors.

==> picture [155 x 99] intentionally omitted <==

SD Jones

==> picture [112 x 67] intentionally omitted <==

SJ Irving

Chairman

Director

Melbourne

14 February 2018

  • 23 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES STATEMENTS OF THE CEO AND CFO

Statement to the Board of Directors of Computershare Limited

The Chief Executive Officer and Chief Financial Officer state that:

  • (a) the financial records of the consolidated entity for the half-year ended 31 December 2017 have been properly maintained in accordance with section 286 of the Corporations Act 2001; and

  • (b) the financial statements, and the notes to the financial statements, of the consolidated entity, for the halfyear ended 31 December 2017:

  • (i) comply with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and

  • (ii) give a true and fair view of the consolidated entity’s financial position as at 31 December 2017 and of their performance for the half-year ended on that date.

==> picture [112 x 67] intentionally omitted <==

==> picture [68 x 57] intentionally omitted <==

SJ Irving

MB Davis

Chief Executive Officer

Chief Financial Officer

14 February 2018

  • 24 -

==> picture [77 x 59] intentionally omitted <==

Independent auditor's review report to the members of Computershare Limited

Report on the Half-Year Financial Report

We have reviewed the accompanying half-year financial report of Computershare Limited (the Company), which comprises the consolidated statement of financial position as at 31 December 2017, the consolidated statement of changes in equity, consolidated cash flow statement and consolidated statement of profit or loss and other comprehensive income for the half-year ended on that date, selected explanatory notes and the directors' declaration for Computershare Limited Group (the Group). The Group comprises the Company and the entities it controlled during that half-year.

Directors' responsibility for the half-year financial report

The directors of the Company are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement whether due to fraud or error. In note 1, the directors also state that the consolidated financial statements comply with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board.

Auditor's responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Australian Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including giving a true and fair view of the consolidated entity’s financial position as at 31 December 2017 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 . As the auditor of Computershare Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Independence

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 .

PricewaterhouseCoopers, ABN 52 780 433 757

2 Riverside Quay, SOUTHBANK VIC 3006, GPO Box 1331, MELBOURNE VIC 3001 T: 61 3 8603 1000, F: 61 3 8603 1999, www.pwc.com.au

Liability limited by a scheme approved under Professional Standards Legislation.

  • 25 -

==> picture [77 x 59] intentionally omitted <==

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Computershare Limited:

  1. is not in accordance with the Corporations Act 2001 including:

  2. (a) giving a true and fair view of the consolidated entity’s financial position as at 31 December 2017 and of its performance for the half-year ended on that date;

  3. (b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .

  4. does not comply with IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board as disclosed in note 1.

PricewaterhouseCoopers

==> picture [150 x 65] intentionally omitted <==

Anton Linschoten Partner

Melbourne 14 February 2018

  • 26 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4D INFORMATION

NTA Backing (Appendix 4D item 3)

31 December 31 December
2017 2016
Net tangible asset backing per ordinary share
(2.29)

(2.48)

Controlled entities acquired or disposed of (Appendix 4D item 4)

There were no businesses/entities acquired or disposed of by Computershare during the period.

Additional dividend information (Appendix 4D item 5)

Details of dividends declared or paid during or subsequent to the half-year ended 31 December 2017 are as follows:

Record date Payment date Type Amount per
security
Total
dividend
(AUD)
Franked
amount per
security
Conduit
foreign
income
amount per
security
23 August 2017 18 September 2017 Final AU 19 cents 103,727,282 AU 0.0 cents AU 19.0 cents
21 February2018 16 March 2018 Interim AU 19 cents 103,161,615 AU 0.0 cents AU 19.0 cents

Dividend reinvestment plans (Appendix 4D item 6)

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 interim dividend declared in respect of the current financial year on 14 February 2018. Applications or notices received after 5.00pm (Melbourne time) on 22 February 2018 will not be effective for payment of this interim dividend but will be effective for future dividend payments.

The DRP price for the interim 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 February 2018 to 9 March 2018 (inclusive). No discount will apply to the DRP price.

  • 27 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4D INFORMATION

Associates and joint venture entities (Appendix 4D item 7)

Name
Place of
incorporation
Principal activity
Ownership
interest
Consolidated
carrying amount

Dec
Jun
Dec
Jun
2017
2017
2017
2017
%
%
$000
$000
Joint Ventures



Computershare Pan Africa Holdings Ltd
Mauritius
Investor Services
60
60
-
-
Asset Checker Ltd
United Kingdom
Investor Services
50
50
-
-
VisEq GmbH
Germany
Investor Services
66
66
57
54


Associates



Expandi Ltd
United Kingdom
Investor Services
25
25
6,575
6,136
Milestone Group Pty Ltd
Australia
Technology Services
20
20
4,311
3,759
The Reach Agency Holdings Pty Ltd
Australia
Investor Services
46.5
46.5
1,137
1,072
Mergit s.r.l.
Italy
TechnologyServices
30
30
-
-
12,080
11,021

The share of net profit/(loss) of associates and joint ventures accounted for using the equity method for the half-year ended 31 December 2017 is a profit of $0.8 million (31 December 2016: $0.4 million profit).

Foreign Entities (Appendix 4D item 8)

For foreign entities, International Financial Reporting Standards are used in compiling the half-year consolidated report.

  • 28 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4D INFORMATION

CORPORATE DIRECTORY

DIRECTORS

Simon David Jones (Chairman) Stuart James Irving (President and Chief Executive Officer) Tiffany Lee Fuller Markus Erhard Kerber Penelope Jane Maclagan Christopher John Morris Arthur Leslie Owen Joseph Mark Velli

COMPANY SECRETARY

Dominic Matthew Horsley

REGISTERED OFFICE

Yarra Falls 452 Johnston Street Abbotsford VIC 3067

Telephone +61 3 9415 5000 Facsimile +61 3 9476 2500

STOCK EXCHANGE LISTING

Australian Securities Exchange

SHARE REGISTRY

Computershare Investor Services Pty Limited Yarra Falls 452 Johnston Street Abbotsford VIC 3067

PO BOX 103 Abbotsford VIC 3067

Telephone 1300 307 613 (within Australia) + 61 3 9415 4222 Facsimile + 61 3 9473 2500

INVESTOR RELATIONS

Yarra Falls 452 Johnston Street Abbotsford VIC 3067

Telephone +61 3 9415 5000 Facsimile +61 3 9476 2500

Email

[email protected]

Website

www.computershare.com

SOLICITORS

Minter Ellison Level 23, Rialto Towers 525 Collins Street Melbourne VIC 3000

AUDITORS

PricewaterhouseCoopers 2 Riverside Quay Southbank VIC 3006

  • 29 -