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COMPUTERSHARE LIMITED. Interim / Quarterly Report 2021

Feb 8, 2021

64696_rns_2021-02-08_75971ced-2b9a-4402-89a1-1d3e7af0f23a.pdf

Interim / Quarterly Report

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ASX HALF-YEAR REPORT

Computershare Limited

ABN 71 005 485 825

31 December 2020

Lodged with the ASX under Listing Rule 4.2A

This information should be read in conjunction with the 30 June 2020 Annual Report.

Contents
Results for Announcement to the Market(Appendix 4D item 2) 2
Half-year report(ASX Listing rule 4.2A1) 9
Supplementary Appendix 4D information(Appendix 4D items 3 to 8) 29
Corporate Directory 31

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 2020 (Previous corresponding period half-year ended 31 December 2019)

RESULTS FOR ANNOUNCEMENT TO THE MARKET

$000
Revenuefrom ordinary activities down -2.6% to 1,092,353
(Appendix 4D item 2.1)
Profit/(loss)after tax attributable to members down -41.8% to 72,552
(Appendix 4D item 2.2)
Net profit/(loss)for the period attributable to members down -41.8% to 72,552
(Appendix 4D item 2.3)
Dividends Amount per security Franked amount per security
(Appendix 4D item 2.4)
Interim dividend AU 23 cents AU 23 cents
Final dividend (prior year) AU 23 cents AU 6.9 cents

Record date for determining entitlements to the interim dividend (Appendix 4D item 2.5) 17 February 2021

Explanation of Revenue (Appendix 4D item 2.6)

Total revenue for the half-year decreased to $1,092.4 million (2019: $1,121.3 million). Underlying operating revenues increased $55.0 million over the corresponding period due mainly to strong activity in Issuer Services and bankruptcy however, as expected this was offset by a decline in margin income of $60.5 million reflecting a further six-month impact of the global interest rate cuts in early 2020, as governments around the world responded to the global pandemic, while the UKAR fixed fee reduced by $23.4 million.

Key variances excluding margin income are as follows:

  • Issuer Services sales revenues increased, reflecting greater transactional activity for corporate actions, stakeholder relationship management and registry maintenance. In addition, 1H21 includes a full sixmonth contribution from our governance services acquisitions.

  • Increased activity in bankruptcy helped drive higher Business Services revenues. Corporate trust revenue grew marginally however this has been offset by a decline in the number of case wins in class actions.

  • Mortgage Services revenues decreased due to a reduction in the UKAR fixed fee and lower project activity in the UK whilst in the US, revenues were negatively impacted by the nationwide foreclosure moratorium.

  • Employee Share Plans revenues decreased reflecting lower transactional volumes which was in part offset by higher core client fees.

A stronger British pound and Australian dollar relative to the prior period increased the equivalent USD revenue contribution from 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 $72.6 million, a decrease of 41.8% over the corresponding period. Growth in corporate actions, stakeholder relationship management and bankruptcy was negated by the decline in margin income due to lower global interest rates and the reduction in the UKAR fixed fee.

  • 2 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES HALF-YEAR ENDED 31 DECEMBER 2020 (Previous corresponding period half-year ended 31 December 2019)

RESULTS FOR ANNOUNCEMENT TO THE MARKET

Overall costs were higher, principally due to an increase in acquisition integration expenses largely associated with Equatex and the UK mortgage services restructuring programme. In US mortgage services, increased amortisation expense reflected a change in the amortisation period for interest rate sensitive MSRs from 9 to 8 years together with the effects of owning a larger MSR portfolio. Other direct costs increased as a result of higher cost of sales in line with revenue and a significant doubtful receivable in class actions. In addition, 1H21 includes a full six-month of expenses from our governance services acquisitions. This has been offset by lower computer and travel costs and ongoing benefits from the cost-out programme in UK mortgage services.

The Group’s effective tax rate was lower than the prior period primarily due to lower US Base Erosion and Antiabuse Tax (BEAT) recognised in 1H21 and profit mix with proportionately more profits arising in countries with lower tax rates.

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 23 cents per share. This dividend is franked to 100%.

  • 3 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES

INTERIM FINANCIAL REPORT FOR THE HALF-YEAR ENDED 31 December 2020

Contents
Directors’ report 5
Auditor’s independence declaration 8
Consolidated statement of profit or loss and other comprehensive income 9
Consolidated statement of financial position 10
Consolidated statement of changes in equity 11
Consolidated cash flow statement 12
Notes to the consolidated financial statements 13
Directors’ declaration 25
Statement to the Board of Directors 26
Independent auditor’s review report to the members 27

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 2020 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.

  • 4 -

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 2020.

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) Abigail Pip Cleland Tiffany Lee Fuller Lisa Mary Gay Christopher John Morris Paul Joseph Reynolds 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 Issuer Services, Employee Share Plans & Voucher Services, Communication Services, Mortgage Services & Property Rental Services, Business Services and Technology Services.

  • The Issuer Services operations comprise the provision of register maintenance, corporate actions, stakeholder relationship management, corporate governance and related services.

  • The Employee Share Plans & Voucher Services operations comprise the provision of administration and related services for employee share and option plans, together with Childcare Voucher administration.

  • The Mortgage Services & Property Rental Services operations comprise mortgage servicing and related activities, together with tenancy bond protection services.

  • 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 actions and corporate trust administration services.

  • 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 $104.3 million for the half-year ended 31 December 2020 (2019: $185.7 million). Total revenue decreased to $1,092.4 million (2019: $1,121.3 million) and expenses were up by $69.4 million.

Margin income decreased $60.5m during the half-year, reflecting a further six-month impact from the global interest rate cuts as governments around the world responded to the global pandemic. This accounts for 74% of the decline in statutory profit before tax.

Issuer Services revenues increased over the prior corresponding period driven by greater transactional activity for Hong Kong, Australia and UK Corporate Actions and a large mutual funds proxy solicitation event in US

  • 5 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES DIRECTORS’ REPORT

stakeholder relationship management. Cost of sales is up in line with revenue growth. 1H21 also reflects contributions from the recent governance services acquisitions.

Bankruptcy maintained its strong momentum from the second half of FY20, however this was partly offset by delays in class actions case wins and a significant doubtful receivable.

US mortgage services revenues were impacted by the nationwide foreclosure moratorium, while costs increased following a change in the amortisation period for interest rate-sensitive MSRs from 9 to 8 years. This has been partly offset by higher servicing volumes. In UK mortgage services, the expected reduction in the UKAR fixed fee and property rationalisation costs were partly offset by reduced operating costs following the end of the asset migration program and continued progress in our wider cost-out programme.

Plan managers saw lower transactional revenues and increased Equatex acquisition integration costs, partly offset by increased client fees.

The Group has also benefitted from lower travel costs over the corresponding period.

Operating cash flows decreased by $175.4 million to $54.7 million (2019: $230.1 million). Excluding loan servicing advances, operating cash flows decreased by $126.2 million (2019: increased $73.7 million), largely due to lower 1H21 profit before tax and higher tax payments.

CONSOLIDATED PROFIT

The profit of the consolidated entity for the half-year was $72.6 million (2019: $124.7 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 2020 was declared on 11 August 2020 and paid on 14 September 2020. This was an ordinary dividend of AU 23 cents per share, franked to 30%, amounting to AUD 124,378,861 ($89,024,650).

  • An interim dividend declared by the directors of the Company in respect of the current financial year, to be paid on 18 March 2021. This is an ordinary dividend of AU 23 cents per share, franked to 100%, amounting to AUD 124,402,306 based on shares on issue as at 9 February 2021. The dividend was not declared until 9 February 2021 and accordingly no provision has been recognised at 31 December 2020.

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.

  • 6 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES DIRECTORS’ REPORT

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.

SD Jones Chairman

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

SJ Irving
Chief Executive Officer
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9 February 2021

  • 7 -

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Auditor’s Independence Declaration

As lead auditor for the review of Computershare Limited for the half-year ended 31 December 2020, 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 [114 x 34] intentionally omitted <==

Marcus Laithwaite Partner PricewaterhouseCoopers

Melbourne 9 February 2021

==> picture [468 x 13] intentionally omitted <==

  • 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.

PricewaterhouseCoopers, ABN 52 780 433 757

‐ 8 ‐

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

For the half-year ended 31 December 2020

Note
Revenue from continuing operations
Sales revenue
Interest received
Dividends received
Total revenue from continuing operations
Other income
Expenses
Direct services
Technology costs
Corporate services
Finance costs
Total expenses
Share of net profit/(loss) of associates and joint ventures accounted
for using the equity method
Profit before related income tax expense
Income tax expense/(credit)
4
Profit for the half year
Other comprehensive income that may be reclassified to
profit or loss
Cash flow hedges
Exchange differences on translation of foreign operations
Income tax relating to components of other comprehensive income
Total other comprehensive income for the half year, net of tax
Total comprehensive income for the half year
Profit for the half year attributable to:
Members of Computershare Limited
Non-controlling interests
Total comprehensive income for the half year attributable to:
Members of Computershare Limited
Non-controlling interests
Basic earnings per share (cents per share)
2
Diluted earnings per share (cents per share)
2
Half-year
2020
2019
$000
$000
1,091,646
1,118,607
342
2,086
365
557
1,092,353
1,121,250
21,298
4,541
818,051
731,621
145,103
155,218
18,897
17,244
27,630
36,190
1,009,681
940,273
364
173
104,334
185,691
31,844
60,960
72,490
124,731
(3,546)
(36)
53,875
(11,410)
5,920
424
56,249
(11,022)
128,739
113,709
72,552
124,668
(62)
63
72,490
124,731
128,294
113,640
445
69
128,739
113,709
13.41 cents
23.00 cents
13.41 cents
23.00 cents

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

  • 9 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES CONSOLIDATED STATEMENT OF FINANCIAL POSITION As at 31 December 2020

Note
CURRENT ASSETS
Cash and cash equivalents
Other financial assets
Receivables
Loan servicing advances
Financial assets at fair value through profit or loss
Inventories
Current tax assets
Prepayments
Other current assets
Total current assets
NON-CURRENT ASSETS
Receivables
Investments accounted for using the equity method
Financial assets at fair value through profit or loss
Property, plant and equipment
Right-of-use assets
Deferred tax assets
Intangibles
Other non-current assets
Total non-current assets
Total assets
CURRENT LIABILITIES
Payables
Borrowings
Lease liabilities
Current tax liabilities
Financial liabilities at fair value through profit or loss
Provisions
Deferred consideration
Mortgage servicing related liabilities
Total current liabilities
NON-CURRENT LIABILITIES
Payables
Borrowings
Lease liabilities
Deferred tax liabilities
Provisions
Deferred consideration
Mortgage servicing related liabilities
Total non-current liabilities
Total liabilities
Net assets
EQUITY
Contributed equity
8
Reserves
Retained earnings
Total parent entity interest
Non-controlling interests
Total equity
31 December
30 June

2020
2020
$000
$000
592,411
597,313
60,300
59,943
401,286
426,465
336,426
267,016
22,970
17,979
4,991
5,113
18,914
17,979
48,268
36,757
5,547
3,426
1,491,113
1,431,991
25
2,184
12,113
10,670
36,761
39,713
109,152
110,094
228,554
180,032
167,532
161,153
3,107,416
3,052,826
2,013
1,088
3,663,566
3,557,760
5,154,679
4,989,751
477,834
494,737
119,023
287,410
46,695
43,159
27,776
73,170
26,083
3,456
85,058
70,863
9,096
8,045
45,717
43,766
837,282
1,024,606
3,978
1,052
2,034,986
1,742,410
214,758
158,910
231,689
227,342
24,536
25,188
10,021
9,536
169,752
210,388
2,689,720
2,374,826
3,527,002
3,399,432
1,627,677
1,590,319

-
-
(119,107)
(172,496)
1,744,716
1,761,188
1,625,609
1,588,692
2,068
1,627
1,627,677
1,590,319

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

  • 10 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the half-year ended 31 December 2020

Attributable to members of Computershare

Non-
Contributed Retained controlling
Note Equity Reserves Earnings Total Interests Total Equity
$000 $000 $000 $000 $000 $000
Total equity at 1 July 2020 - (172,496) 1,761,188 1,588,692 1,627 1,590,319
Profit for the half-year - - 72,552 72,552 (62) 72,490
Cash flow hedges - (3,546) - (3,546) - (3,546)
Exchange differences on translation
of foreign operations - 53,368 - 53,368 507 53,875
Income tax (expense)/credits - 5,920 - 5,920 - 5,920
Total comprehensive income
for the half-year - 55,742 72,552 128,294 445 128,739
Transactions with owners in
their capacity as owners:
Dividends provided for or paid 5 - - (89,024) (89,024) (4) (89,028)
Cash purchase of shares on market - (14,022) - (14,022) - (14,022)
Share based remuneration - 11,669 - 11,669 - 11,669
Balance at 31 December 2020 - (119,107) 1,744,716 1,625,609 2,068 1,627,677

Attributable to members of Computershare

Attributable to members of Computershare
Total equity at 1 July 2019
Change in accounting policy
Restated total equity at the
beginning of the financial year
Profit for the half-year
Cash flow hedges
Exchange differences on translation
of foreign operations
Income tax (expense)/credits
Total comprehensive income
for the half-year
Transactions with owners in
their capacity as owners:
Dividends provided for or paid
Share buy-back
Cash purchase of shares on market
Share based remuneration
Balance at 31 December 2019
Contributed
Equity
Reserves
Retained
Earnings
Total
Non-
controlling
Interests Total Equity
$000
$000
$000
$000
$000
$000
-
(134,551)
1,706,427
1,571,876
2,195
1,574,071
-
-
(10,391)
(10,391)
-
(10,391)
-
(134,551)
1,696,036
1,561,485
2,195
1,563,680
-
-
124,668
124,668
63
124,731
-
(36)
-
(36)
-
(36)
-
(11,416)
-
(11,416)
6
(11,410)
-
424
-
424
-
424
-
(11,028)
124,668
113,640
69
113,709
-
-
(85,387)
(85,387)
(7)
(85,394)
-
(22,499)
-
(22,499)
-
(22,499)
-
(19,844)
-
(19,844)
-
(19,844)
-
12,657
-
12,657
-
12,657
-
(175,265)
1,735,317
1,560,052
2,257
1,562,309

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

  • 11 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES CONSOLIDATED CASH FLOW STATEMENT For the half-year ended 31 December 2020

Note
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers
Payments to suppliers and employees
Loan servicing advances (net)
Dividends received from associates, joint ventures and equity securities
Interest paid and other finance costs
Interest received
Income taxes paid
Net operating cash flows
6
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for purchase of controlled entities and businesses (net of cash
acquired)
Proceeds from/(payments for) intangible assets including MSRs
Proceeds from/(payments for) investments
Payments for property, plant and equipment
Net investing cash flows
CASH FLOWS FROM FINANCING ACTIVITIES
Payment for purchase of ordinary shares - share based awards
Proceeds from borrowings
Repayment of borrowings
Loan servicing borrowings (net)
Dividends paid - ordinary shares (net of dividend reinvestment plan)
Purchase of ordinary shares - dividend reinvestment plan
Dividends paid to non-controlling interests in controlled entities
Payments for on-market share buy-back
Lease principal payments
Net financing cash flows
Net increase/(decrease) in cash and cash equivalents held
Cash and cash equivalents at the beginning of the financial year
Exchange rate variations on foreign cash balances
Cash and cash equivalents at the end of the half-year
Half-year
2020
2019
$000
$000
1,160,636
1,197,917
(921,715)
(885,714)
(69,410)
(20,249)
508
622
(39,053)
(36,010)
342
2,086
(76,612)
(28,570)
54,696
230,082
(7,549)
(6,763)
(66,777)
(139,314)
13,629
4,636
(8,018)
(14,042)
(68,715)
(155,483)
(14,022)
(19,844)
131,260
192,424
(94,990)
(113,612)
66,729
(21,285)
(87,666)
(78,295)
(1,358)
(7,092)
(4)
(7)
-
(22,499)
(24,397)
(22,007)
(24,448)
(92,217)
(38,467)
(17,618)
597,313
561,346
33,565
4,771
592,411
548,499

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

  • 12 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2020

1. BASIS OF PREPARATION

The interim financial report for the half-year reporting period ended 31 December 2020 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 2020 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 with the exception of the below:

Amortisation of mortgage servicing rights

As a result of the decrease of US interest rates during 2020, the Group reviewed the useful life estimate of all mortgage servicing rights and concluded that the useful life of the interest-sensitive part of the total portfolio should be reduced to 8 years. This change was applied prospectively from 1 July 2020. Accordingly, from this date amortisation of servicing rights is calculated based on estimated useful lives of between 8 and 9 years.

2. EARNINGS PER SHARE

Half-year ended 31 December 2020
Earnings per share (cents per share)
Reconciliation of earnings
Profit for the year
Non-controlling interest (profit)/loss
Add back management adjustment items (see
below)
Net profit attributable to the members of
Computershare Limited
Weighted average number of ordinary shares
used as denominator in calculating earnings per
share
Basic EPS
Diluted EPS
Management
Basic EPS
Management
Diluted EPS
13.41 cents
13.41 cents
21.79 cents
21.79 cents
$000
$000
$000
$000
72,490
72,490
72,490
72,490
62
62
62
62
-
-
45,309
45,309
72,552
72,552
117,861
117,861
540,879,593
540,909,805
540,879,593
540,909,805
  • 13 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2020

Half-year ended 31 December 2019
Earnings per share (cents per share)
Reconciliation of earnings
Profit for the half-year
Non-controlling interest (profit)/loss
Add back management adjustment items (see
below)
Net profit attributable to the members of
Computershare Limited
Weighted average number of ordinary shares
used as denominator in calculating earnings per
share
Basic EPS
Diluted EPS
Management
Basic EPS
Management
Diluted EPS
23.00 cents
23.00 cents
28.96 cents
28.96 cents
$000
$000
$000
$000
124,731
124,731
124,731
124,731
(63)
(63)
(63)
(63)
-
-
32,305
32,305
124,668
124,668
156,973
156,973
541,956,213
542,075,111
541,956,213
542,075,111

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

Weighted average number of ordinary shares used as the denominator in calculating
basic earnings per share
Adjustments for calculation of diluted earnings per share:
Share appreciation rights
Performance rights
Weighted average number of ordinary shares and potential ordinary shares used as the
denominator in calculating diluted earnings per share
2020
2019
Number
Number
540,879,593
541,956,213
994
-
29,218
118,898

540,909,805
542,075,111

For the half-year ended 31 December 2020 management adjustment items include the following:

Amortisation
Amortisation of intangible assets
Acquisitions and disposals
Acquisition related expenses
Gain on disposal
Other
Major restructuring costs
Marked to market adjustments - derivatives
Total management adjustment items
Gross
Tax effect
Net of tax
$000
$000
$000
(28,659)
7,251
(21,408)
(17,130)
3,477
(13,653)
10,991
(2,088)
8,903
(24,197)
4,919
(19,278)
181
(54)
127
(58,814)
13,505
(45,309)
  • 14 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2020

Management Adjustment Items

Management adjustment items net of tax for the half-year ended 31 December 2020 were as follows:

Amortisation

  • Customer relationships and most of other intangible assets that are recognised on business combinations or major asset acquisitions are amortised over their useful life in the statutory results but excluded from management earnings. The amortisation of these intangibles in the half-year ended 31 December 2020 was $21.4 million. Amortisation of mortgage servicing rights, certain acquired software as well as intangibles purchased outside of business combinations is included as a charge against management earnings.

Acquisitions and disposals

  • Acquisition related expenses of $12.5 million were incurred for the ongoing integration of Equatex and $1.2 million were for restructuring costs associated with recent acquisitions.

  • Disposal of the Group's shareholding in Euroclear Holding SA/NV resulted in a gain of $8.9 million.

Other

  • Costs of $19.3 million were incurred in the current reporting period in respect of major restructuring programmes spanning several years. These comprised specified significant cost-out initiatives, related workforce reductions and property rationalisations. In the current reporting period, these costs related mainly to UK mortgage services.

  • Derivatives that have not received hedge designation are marked to market at the reporting date and taken to profit and loss in the statutory results. The marked to market valuation resulted in a gain of $0.1 million.

For the half-year ended 31 December 2019 management adjustment items included the following:

Amortisation
Amortisation of intangible assets
Acquisitions and disposals
Acquisition related expenses
One-off tax expense on Equatex IP restructure
Acquisition accounting adjustments
Other
Major restructuring costs
Marked to market adjustments – derivatives
Total management adjustment items
Gross
Tax effect
Net of tax
$000
$000
$000
(28,500)
7,653
(20,847)
(10,014)
1,943
(8,071)
-
1,073
1,073
1,442
(381)
1,061
(8,454)
1,855
(6,599)
1,540
(462)
1,078
(43,986)
11,681
(32,305)
  • 15 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2020

3. SEGMENT INFORMATION

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

  • a) Issuer Services

  • b) Mortgage Services & Property Rental Services

  • c) Employee Share Plans & Voucher Services

  • d) Business Services

  • e) Communication Services & Utilities

  • f) Technology Services

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

There is a corporate function which includes entities whose main purpose is to hold intercompany investments and conduct financing activities. It is not considered an operating segment and includes activities that are not allocated to other operating segments. Lease-related depreciation and interest expense under AASB 16 are reported in the corporate function. The corporate function recharges these costs to the operating segments as an above EBITDA rental expense to ensure business performance measures include property costs.

The operating segments presented reflect the manner in which the Group is internally managed and the financial information reported to the chief operating decision maker (CEO). The Group has determined the operating segments based on the reports reviewed by the CEO that are used to make strategic decisions and assess performance. The key segment performance measure is based on earnings before interest and tax (management adjusted EBIT).

The Group’s key segment performance measure has changed during the reporting period from earnings before interest, tax, amortisation and depreciation (management adjusted EBITDA) to management adjusted EBIT. The Group has determined that management adjusted EBIT provides a better measure of performance, as there are significant levels of depreciation and amortisation in certain business lines included in management earnings.

Comparative segment information has been restated to reflect the new key segment performance measure. Consequently, the segment information disclosed is not entirely comparable to the information disclosed in the prior reporting period.

  • 16 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2020

OPERATING SEGMENTS

31 December 2020
Total segment revenue
and other income
Intersegment revenue
External revenue and
other income
Revenue by
geography:
Asia
Australia & New Zealand
Canada
Continental Europe
UCIA
United States
Management adjusted
EBITDA
Management adjusted
depreciation and
amortisation
Management
adjusted EBIT
31 December 2019
Total segment revenue
and other income
Intersegment revenue
External revenue and
other income
Revenue by
geography:
Asia
Australia & New Zealand
Canada
Continental Europe
UCIA
United States
Management adjusted
EBITDA
Management adjusted
depreciation and
amortisation
Management
adjusted EBIT
Issuer
Services
Employee
Share
Plans &
Voucher
Services
Communic
ation
Services &
Utilities
Mortgage
Services &
Property
Rental
Services
Business
Services
Technology
Services
Total
$000
$000
$000
$000
$000
$000
$000
477,220
144,232
157,734
297,760
115,074
111,560
1,303,580
(12,252)
(1,245)
(76,334)
-
(647)
(111,526)
(202,004)

464,968
142,987
81,400
297,760
114,427
34 1,101,576
57,127
19,609
-
-
-
-
76,736

63,283
6,522
41,075
-
-
24
110,904
34,990
8,755
3,815
-
34,214
10
81,784
21,878
6,026
14,407
-
-
-
42,311
49,322
76,049
3,303
82,558
4,244
-
215,476
238,368
26,026
18,800
215,202
75,969
-
574,365
464,968
142,987
81,400
297,760
114,427
34 1,101,576
127,911
23,942
10,940
53,617
29,538
15,094
261,042
(1,720)
(2,775)
(2,335)
(48,314)
(907)
(9,493)
(65,544)
126,191
21,167
8,605
5,303
28,631
5,601
195,498
436,416
149,685
156,354
343,870
121,444
119,427
1,327,196
(12,073)
(905)
(73,228)
-
(615)
(118,997)
(205,818)
424,343
148,780
83,126
343,870
120,829
430
1,121,378
36,867
15,543
-
-
-
-
52,410

54,455
7,998
42,936
-
-
409
105,798
36,706
10,116
3,284
-
41,976
8
92,090
16,085
4,985
15,608
-
-
-
36,678
47,918
82,543
2,830
116,571
7,921
13
257,796
232,312
27,595
18,468
227,299
70,932
-
576,606
424,343
148,780
83,126
343,870
120,829
430
1,121,378
129,080
31,828
13,951
82,105
41,662
12,112
310,738
(1,335)
(2,627)
(1,769)
(35,266)
(461)
(9,616)
(51,074)
127,745
29,201
12,182
46,839
41,201
2,496
259,664
  • 17 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2020

Segment revenue

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

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

Total operating segment revenue and other income
Intersegment eliminations
Corporate revenue and other income
Total revenue from continuing operations
Half-year
2020
2019
$000
$000
1,303,580
1,327,196
(202,004)
(205,818)
(9,223)
(128)
1,092,353
1,121,250

Management adjusted EBIT

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

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

Management adjusted EBIT - operating segments
Management adjusted EBIT - corporate
Management adjusted EBIT
Management adjustment items (before related income tax expense):
Amortisation of intangible assets
Major restructuring costs
Acquisition related expenses
Gain on disposal
Marked to market adjustments - derivatives
Acquisition accounting adjustments
Total management adjustment items (note 2)
Finance costs
Profit before income tax from continuing operations
Half-year
2020
2019
$000
$000
195,498
259,664
(4,720)
6,203
190,778
265,867
(28,659)
(28,500)
(24,197)
(8,454)
(17,130)
(10,014)
10,991
-
181
1,540
-
1,442
(58,814)
(43,986)
(27,630)
(36,190)
104,334
185,691
  • 18 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2020

4. INCOME TAX EXPENSE

Profit before income tax expense
The tax expense for the financial year differs from the amount calculated on the profit.
The differences are reconciled as follows:
Prima facie income tax expense thereon at 30%
Variation in tax rates of foreign controlled entities
Tax effect of permanent differences:
Effect of changes in tax rates and laws
Prior year tax (over)/under provided
Prior year tax true-up on Equatex IP restructure
Net other
Income tax expense
Half year
2020
2019
$000
$000
104,334
185,691

31,300
55,707
(2,351)
4,523
2,058
-
(1,219)
164
-
(1,073)
2,056
1,639
31,844
60,960

Australian thin capitalisation

The ATO has previously challenged the inclusion of the Australian Group’s intangible assets in the thin capitalisation calculation used to determine the amount of tax-deductible interest expense. The matter has now been resolved and Computershare has been advised that no further action will be taken on the matter. Accordingly, the Group has concluded that there is no longer a contingent liability related to this matter at 31 December 2020 (30 June 2020: contingent liability $20.4 million).

5. DIVIDENDS

Half year
2020 2019
$000 $000
Ordinary shares
Dividends provided for or paid during the half-year 89,024 85,387

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 interim dividend of AU 23 cents per fully paid ordinary share, franked to 100%. As the dividend was not declared until 9 February 2021, a provision has not been recognised as at 31 December 2020.

  • 19 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2020

6. CASH FLOW INFORMATION

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

Net profit after income tax
Adjustments for:
Depreciation and amortisation
Net (gain)/loss on disposals and revaluation of assets
Net (gain)/loss on lease modifications and terminations
Share of net (profit)/loss of associates and joint ventures accounted for using equity
method
Employee benefits – share based expense
Fair value adjustments
Changes in assets and liabilities:
(Increase)/decrease in receivables
(Increase)/decrease in inventories
(Increase)/decrease in loan servicing advances
(Increase)/decrease in other current assets
Increase/(decrease) in payables and provisions
Increase/(decrease) in tax balances
Net cash and cash equivalents from operating activities
Half-year
2020
2019
$000
$000
72,490
124,731
115,627
99,253
(17,766)
-
11,101
-

(364)
(173)
11,858
11,608
(181)
(1,540)
47,691
40,059
320
(279)
(69,410)
(20,249)
(12,330)
(5,287)
(59,573)
(50,431)
(44,767)
32,390
54,696
230,082

7. BUSINESS COMBINATIONS

a) On 1 July 2020, Computershare acquired 100% of Verbatim LLC (Verbatim), a global corporate secretarial managed services provider located in the United States. Total consideration was $9.2 million. The acquisition enhances Computershare’s suite of integrated governance solutions.

This business combination did not materially contribute to the total revenue of the Group.

Details of the acquisition are as follows:

$000
Cash consideration 7,985
Contingent consideration 1,250
Total purchase consideration 9,235
Less fair value of identifiable assets acquired (5,235)
Provisional goodwill on consolidation* 4,000
*Identification and valuation of net assets acquired will be completed within the 12-month measurement period in accordance
with the Group’s accounting policy.

The goodwill recognised is not deductible for tax purposes.

  • 20 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2020

Assets and liabilities arising from this acquisition are as follows:

Intangible assets
Receivables
Cash and cash equivalents
Payables
Deferred tax liabilities
Current tax liabilities
Net assets
Purchase consideration:
Inflow/(outflow) of cash to acquire the entities, net of cash acquired:
Cash balance acquired
Less cash paid
Net inflow/(outflow) of cash
Fair value
$000
6,650
2,519
611
(2,840)
(1,623)
(82)
5,235
$000
611
(7,985)
(7,374)

8. CONTRIBUTED EQUITY

There have been no share buy-backs or issue of ordinary shares during the half-year ended 31 December 2020.

Movement in contributed equity
Balance at 1 July 2020
Balance at 31 December 2020
Number of shares
$000
540,879,593
-
540,879,593
-
  • 21 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the half-year ended 31 December 2020

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 financial assets at fair value through profit or loss 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 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 interest in net assets of these entities, which approximate their fair values. As profits are realised and dividends are paid to 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 2020. The comparative figures are also presented below.

  • 22 -

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

For the half-year ended 31 December 2020

As at 31 December 2020
Assets
Financial assets at fair value through profit or loss
Total assets
Liabilities
Financial liabilities at fair value through profit or loss
Deferred consideration
Total liabilities
As at 30 June 2020
Assets
Financial assets at fair value through profit or loss
Total assets
Liabilities
Financial liabilities at fair value through profit or loss
Deferred consideration
Total liabilities
Level 1
Level 2
Level 3
Total
$000
$000
$000
$000
16,984
7,443
35,304
59,731
16,984
7,443
35,304
59,731
-
26,083
-
26,083
-
-
19,117
19,117
-
26,083
19,117
45,200
16,976
2,651
38,065
57,692
16,976
2,651
38,065
57,692
-
3,456
-
3,456
-
-
17,581
17,581
-
3,456
17,581
21,037

The following table presents the changes in level 3 items for the period ended 31 December 2020:

Opening balance at 1 July 2020
Additions
Payments
Gains/ (losses) recognised in the profit or loss
Return of capital
Currency translation difference
Closing balance at 31 December 2020
Financial assets at
fair value through
profit or loss
Deferred
consideration
liability
$000
$000
38,065
(17,581)
-
-
-
175
(993)
-
(1,768)
-
-
(1,711)
35,304
(19,117)

Net fair value of financial assets and liabilities

The carrying amounts of cash and cash equivalents, receivables, loan servicing advances, payables, non-interest bearing liabilities, lease liabilities and loans approximate their fair values for the Group except for the USD Senior Notes of $1,080.2 million (30 June 2020: $1,088.3 million), where the fair value based on level 2 valuation techniques described above was $1,113.7 million as at 31 December 2020 (30 June 2020: $1,113.7 million).

  • 23 -

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

For the half-year ended 31 December 2020

10. CONTINGENT LIABILITIES

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. Based on current knowledge of the Group, an appropriate liability is recognised on the consolidated balance sheet if future cash outflows are considered probable with regard to a legal claim. 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.

Guarantees, indemnities and other contingent liabilities

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

11. COMMITMENTS

As at 30 June 2020, the Group had committed to property leases which had not yet commenced amounting to potential future cash flows of $64.5 million (undiscounted). These leases started in the current reporting period and were recognised as right of use assets and lease liabilities at 31 December 2020.

There have been no other 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.

  • 24 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES DIRECTORS’ DECLARATION

Directors’ Declaration

In the directors’ opinion:

(a) the financial statements and notes set out on pages 9 to 24 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 2020 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 [106 x 68] intentionally omitted <==

SD Jones

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

SJ Irving

Chairman

Director

Melbourne

9 February 2021

  • 25 -

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 2020 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 2020:

  • (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 2020 and of their performance for the half-year ended on that date.

==> picture [111 x 67] intentionally omitted <==

SJ Irving

==> picture [124 x 49] intentionally omitted <==

NSR Oldfield

Chief Executive Officer

Chief Financial Officer

  • 9 February 2021

  • 26 -

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

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

Report on the half-year financial report

Conclusion

We have reviewed the half-year financial report of Computershare Limited (the Company) and the entities it controlled during the half-year (together the Group), which comprises the consolidated statement of financial position as at 31 December 2020, 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, significant accounting policies and explanatory notes and the directors' declaration.

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the accompanying half-year financial report of Computershare Limited does not comply with the Corporations Act 2001 including:

  1. giving a true and fair view of the Group's financial position as at 31 December 2020 and of its performance for the half-year ended on that date

  2. complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.

Basis for conclusion

We conducted our review in accordance with ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity (ASRE 2410). Our responsibilities are further described in the Auditor’s responsibilities for the review of the half-year financial report section of our report.

We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the annual financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

Responsibility of the directors 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 gives a true and fair view and 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.

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.

‐ 27 ‐

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

Auditor's responsibility for the review of the half-year financial report

Our responsibility is to express a conclusion on the half-year financial report based on our review. ASRE 2410 requires us to conclude whether 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 Group's financial position as at 31 December 2020 and of 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.

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.

==> picture [157 x 30] intentionally omitted <==

PricewaterhouseCoopers

==> picture [113 x 33] intentionally omitted <==

Marcus Laithwaite Partner

Melbourne 9 February 2021

‐ 28 ‐

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4D INFORMATION

NTA Backing (Appendix 4D item 3)

31 December 31 December
2020 2019
Net tangible asset backing per ordinary share (3.05) (2.70)
Controlled entities acquired or disposed of(Appendix 4D item 4)
Acquired Date control gained
Verbatim LLC. 1 July 2020

Disposed

During the period 57 dormant entities were dissolved, which included 52 Corporate Creations entities acquired as part of the acquisition in February 2020, in order to streamline operations and the legal entity structure.

Additional dividend information (Appendix 4D item 5)

Details of dividends declared or paid during or subsequent to the half-year ended 31 December 2020 are as follows:

Record date Payment date Type Amount per
security


Total dividend
(AUD)


Franked
amount per
security



Conduit foreign
income amount
per security
11 August 2020 14 September 2020 Final AU 23 cents
124,378,861
AU 6.9 cents
AU 16.1 cents
17 February2021 18 March 2021 Interim AU 23 cents
124,402,306
AU 23 cents
AU 0.0 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 9 February 2021. Applications or notices received after 5.00pm (Melbourne time) on 18 February 2021 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 22 February 2021 to 5 March 2021 (inclusive). No discount will apply to the DRP price.

  • 29 -

COMPUTERSHARE LIMITED AND ITS CONTROLLED ENTITIES SUPPLEMENTARY APPENDIX 4D INFORMATION

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

Place of Principal Consolidated carrying Consolidated carrying
Name incorporation activity Ownership interest amount
Dec June Dec June
2020 2020 2020 2020
% % $000 $000
Joint Ventures
Computershare Pan Africa
Holdings Ltd Mauritius Investor Services 60 60 - -
Asset Checker Ltd United Kingdom Investor Services 50 50 - -
Associates
Expandi Ltd United Kingdom Investor Services 25 25 7,168 6,145
Milestone Group Pty Ltd Australia Technology Services 20 20 3,297 3,148
CVEX Group, Inc United States Investor Services 22.2 22.2 - -
The Reach Agency
Holdings Pty Ltd Australia Investor Services 46.5 46.5 1,648 1,377
Mergit s.r.l. Italy Technology Services 30 30 - -
12,113 10,670

The share of net profit/(loss) of associates and joint ventures accounted for using the equity method for the half-year ended 31 December 2020 is a gain of $0.4 million (31 December 2019: $0.2 million gain).

Foreign Entities (Appendix 4D item 8)

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

  • 30 -

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) Abigail Pip Cleland Tiffany Lee Fuller Lisa Mary Gay Christopher John Morris Paul Joseph Reynolds 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 Collins Arch Level 20/447 Collins St Melbourne VIC 3000

AUDITORS

PricewaterhouseCoopers 2 Riverside Quay Southbank VIC 3006

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