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CVC LIMITED — Earnings Release 2024
Aug 21, 2024
64728_rns_2024-08-21_3458a473-afe2-486e-befb-73e2a2455bf2.pdf
Earnings Release
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RESULTS ANNOUNCEMENT FOR THE YEAR ENDED 30 JUNE 2024
GROUP SUMMARY
CVC Limited (the Company) recorded a net loss after tax to shareholders of $2.5 million for the year ended 30 June 2024 (2023: profit of $13.4 million).
A summary table of the result is provided below:
| Underlying Results | |||
|---|---|---|---|
| FY24 | FY23 | Change (%) | |
| Total income | $23.6 m | $100.2 m | (76.4%) |
| Underlying NPAT | ($4.7 m) | $13.9 m | NM1 |
| NPAT to shareholders | ($2.5 m) | $13.4 m | NM1 |
| Ordinary dividends | 5.0 cps | 9.0 cps | (44.4%) |
| Net assets to shareholders | $173.5 m | $181.3 m | (4.3%) |
| Net assets per share | $1.49 | $1.55 | (3.9%) |
| Cash position | $14.0 m | $51.2 m | (72.7%) |
1 Not Meaningful
Net assets to shareholders as at 30 June 2024 were $173.5m representing $1.49 per share (FY23: $1.55 per share). The Board has been consistent in communicating that the statutory assets of the business do not align with current ‘as is’ independent values of property inventory due to the nature of accounting standards, whereby those assets are recorded at the lower of cost and net realisable value. The Board is of the view that the impact of current valuations which would be over and above the carrying value of these assets is in the order of $1.13 per share on a post-tax basis.
CAPITAL MANAGEMENT
Given the nature of the assets held in the CVC investment portfolio, some of which require continued funding due to ongoing settlement payment profiles, capital management remained a high propriety of the management team and Board.
During the year, CVC successfully refinanced a loan provided to the Marsden Park project as a result of Mirvac’s withdrawal from the project after it was announced by NSW government that it would not be rezoned for residential use. The $30m first mortgage loan was refinanced by NAB with a term of two years. This should provide sufficient runway to achieve planning approval and add considerable value to the property.
The CVC note remains an important component of CVC’s balance sheet. Throughout the year the note remained within its covenants and provided attractive risk adjusted returns to investors. Subsequent to the year end, CVC issued an additional 150,000 new notes and successfully raised approximately $15m through a wholesale offer. The new notes issued formed a single series with the existing CVC note (which trade on ASX under the code “CVCHA”). The note remained well within its covenants after the additional note issue.
1
As part of the capital management focus, the business made the decision to divest its interest in its Mernda residential project, the residual land surrounding the Harpley Town Centre, as well as the remaining land in the Caboolture development.
Further capital was injected into investments in the property portfolio during the year. Major capital investments included $16.2m toward the Lake Orr mixed use project, $5.9m toward the Clyde North industrial project and $5.2m toward the Officer South industrial project.
The balance sheet is well positioned to benefit from upcoming cash inflows from scheduled property settlements. Additionally, CVC has the flexibility to generate cash from our underlying assets through new financing arrangements, particularly as asset values rise with planning approvals, through potential joint ventures, and/or the divestment of assets when opportunities arise at favorable prices.
DIVIDEND POLICY
Total fully franked dividends for the current financial year amounted to 5 cents per share. The Board remains committed to paying dividends in line with the performance of the company and its underlying profitability.
As the operations of CVC are transactional in nature, it is not possible to provide a forecast for results and dividends for FY25.
The Board of CVC will continuously evaluate the merit of share buybacks as part of its wider capital management program. The business has several funding commitments over the coming 12 months and that will play a considerable part in the Boards strategy in this regard.
SEGMENT REVIEW
A summary of the operating results for the financial year is provided below:
| 2024 | 2023 | |
|---|---|---|
| $ | $ | |
| Property Investments | 6,741,094 | 24,732,753 |
| Non-property Investments | (2,861,967) | 5,829,788 |
| Notes interest | (2,822,991) | (4,426,163) |
| Unallocated overhead expenses | (7,534,661) | (6,839,695) |
| Tax effect | 1,796,654 | (5,413,243) |
| Total Comprehensive Income | (4,681,871) | 13,883,440 |
| Less: non-controlling interest | 2,165,561 | (465,764) |
| Total Comprehensive Income | ||
| attributable to Shareholders | (2,516,310) | 13,417,676 |
Property Investments
Contribution Summary
Due to the nature of CVC’s investment portfolio, where a large component of assets are classified as inventory, accounting profits are generally only recognised after these assets are divested. This is due to accounting standards requiring assets to be recorded at the lower of cost and net realisable value. As has been previously advised, independent valuations of CVC’s major investments indicate that there is a material difference between carrying values and the value of the asset from a market perspective.
2
FY24 was a year where there was limited divestments within the property portfolio of CVC. Instead management and the Board supported the ongoing progression of the investments through planning or development. As a result, profit for the year was negatively impacted as compared to the previous year.
Settlement of the Donnybrook residential land continued during the year with $33.8m in settlements received by the project joint venture entity, which contributed $4.6m in profit to CVC. There remains a further $34.8 in residential sales which will flow in FY25. The remaining asset of the project is a 75Ha zoned industrial land parcel. Further detailed planning and infrastructure approvals are forecast to occur in H1 FY25. This will allow the commencement of development to subdivide the land.
Progress on other property projects
As has been the consistent narrative of the Board of CVC, substantial progress continues with regard to planning processes each year. It is generally acknowledged in the property industry that the current planning environment is very challenging and that nearly all planning processes are taking longer than historical timeframes. CVC remains well placed with its strategic property assets and the weight of state and local council support for the projects it is progressing. While the Board is frustrated with the delays that have affected each of our major projects, it is buoyed by the value these approvals will bring and what each will contribute to the long-term success of the CVC business.
The Liverpool, New South Wales project remains in a Gateway Determination process and extensive communication between the proponent land owner group, the NSW Department of Planning and Liverpool City Council continues. Most recently, in May 2024, an updated planning proposal was submitted to Liverpool City Council. This was as a result of modifications made to the original proposal submitted, where the changes were made on account of ongoing engagement with local and state authorities. The most recent submitted proposal still sought an FSR of 4:1 and would yield in excess of 5,000 apartments on the land which CVC has invested in. The business remains positive with regard to the planning progress being made and is hopeful that the rezoning will be on public exhibition in H1 FY25.
Significant work has been undertaken relating to the Marsden Park North, New South Wales rezoning process. The property is part of a wider precinct which has been part of a Precinct Acceleration Protocol (PAP) process since 2013, where the property was identified as potential future residential lands. In H1 FY24, the NSW Department of Planning announced that it would not support the rezoning of the land to allow residential development. Since that time, considerable work and communication has been shared between the landowner group and the department about other uses. Management and the Board remain optimistic that a clear process to progress the land for other uses will be laid out and on public exhibition in H1 FY25.
The Kirra Beach, Queensland development has advanced considerably with construction over 90% at the end of FY24. The project has achieved much stronger presales than anticipated and settlements are forecast to occur in H1 FY25 which will generate strong profits.
During the year, CVC and its Joint Venture progressed the planning on the Burleigh Waters, Queensland project further de-risking its delivery with approval of the bulk earthworks and reconfiguration of the lot now achieved, which was of significant value. Earthworks to create development lots to be sold have commenced, with one development lot already sold with settlement scheduled in FY25. Further sales activity within the project is anticipated in FY25.
3
New Property Investments
The business committed to partner with Wilmac Property Group in the purchase of a zoned industrial parcel of land in Clyde North, Victoria. CVC is a 40% equity holder in the property. A planning permit to subdivide the land was achieved in the year adding substantial value to the property. Commencement of development works are forecast for H2 FY25.
During the year, CVC made an investment into a land project comprising two land parcels located in Officer South, Victoria. The land, which totalled approximately 23Ha, is currently in a rezoning process where the designated use under the exhibited structure plan allows for industrial development. A formal Panel process has been completed and the rezoning process is anticipated to conclude within approximately 12 months. Settlement of the parcels of land is not forecast until H2 FY28, allowing the business to explore the multiple options at its disposal to optimise value over this time.
The business conducted diligence on a number of other transactions which have the prospect of closing in FY25 on the basis that they meet the investment criteria of the business, however any investment will be balanced against the primary focus of the board which is to ensure sufficient capital to advance its existing portfolio of investments.
Non-Property Investments
Non property investment continues to become a lesser proportion of the business, representing a total of $34.2 million in value as at the end of the year. This segment generated a total pre-tax loss of $2.9 million (FY23: profit $5.8 million).
GENERAL SUMMARY OF THE YEAR AND FY25 OUTLOOK
The performance of the business, as measured by the FY24 result, points to a business that has not delivered. However, it is important to note that accounting standards mean that some of the reward for effort invested by the business in relation to its property holdings is not yet reflected in the accounts of CVC. It is the role of management and the Board to continue to add value to CVC’s investment portfolio in the knowledge that it will eventually be reflected in the value of the CVC business.
Internally, CVC sees a time of general weakness in the broader Australian economy. Thus the investment rationale of the business is as important as it has ever been - that is to make investments where there is a strong degree of capital protection.
Property will provide opportunity, the role of management is to identify areas that represent the greatest opportunity, as it is clear the performance of property will be dependant on the macro and micro economic factors affecting each segment individually.
Construction timeframes and costs still represent a challenge for many parts of the property market. Fortunately most of CVC’s investment portfolio is not exposed to these issues at this time. A large degree of our investments have delayed settlement terms, and will benefit considerably in value uplift when planning outcomes are achieved.
FY25 will be another year where effort and energy is expended to conclude planning processes. There is reason to be optimistic about what can be achieved in this regard, but as always, planning approvals are not perfectly forecastable, thus there is not certainty around when our major projects will be rezoned.
The Board and management of CVC Limited continues to simplify the business model and its investment portfolio, while also focusing on optimising long term value for CVC shareholders.
4
RISK ASSOCIATED WITH CVC’S BUSINESS
Some of the key risks relating to CVC are set out below. It is not, however, possible to describe all the risks to which CVC may become subject and which may impact adversely on CVC's prospects and performance.
Property investment risk
The performance of CVC’s property investments is influenced by the realisable value of CVC’s property and property-related assets and the security supporting loans. The realisable value can be affected by general market conditions as well as project specific outcomes.
Key management and investment personnel
Key management and investment personnel are responsible for sourcing opportunities and recommending and managing the investments of CVC. There is a risk that the financial performance of the company could be impacted if key staff members or directors resign or retire their employment at CVC and are not promptly replaced by suitably qualified and experienced personnel.
Investment liquidity risk
CVC’s Portfolio includes investments in assets that are typically subject to low levels of liquidity. If an investment cannot be realised quickly enough (or at all) or at an earlier time than intended then CVC may suffer significant losses.
Investment concentration risk
CVC’s investment strategy includes making significant investments and undertaking active management roles in property projects. As CVC reduces its holding of legacy, non-property assets, investment concentration risk continues to increase. CVC’s Portfolio may consist of a small number of investments that may subject the company to investment concentration risk.
Project approval risk
The success of certain property projects is dependent on the ability of CVC or the developer to obtain rezoning and / or development approvals from government bodies. This process involves obtaining approvals outside of the control of CVC. There is a risk that approvals will not be able to be achieved as forecast, or at all. This may impact the value of the project in an unfavourable manner.
Development risk
The proceeds generated from a property project is closely tied to the approval and development process. Unanticipated factors can influence the realisable value of a property. These can include, but are not limited to the following potential conditions:
-
(i) Changes in the conditions of planning approval of a particular project or property;
-
(ii) Development cost increases;
-
(iii) Project timetables being delayed; and
-
(iv) Economic factors impacting the project (such as interest rate rises increasing the cost to finance development).
Cyber risk
CVC does have cyber risks that we cannot eliminate entirely but our risks are relatively small and we perform regular systems reviews to ensure sensitive information is properly stored or destroyed.
Craig Treasure Executive Chairman 22 August 2024
Mark Avery Managing Director 22 August 2024
5
Appendix 4E
Preliminary Final Report Results for announcement to the market
| CVC Limited | ||
|---|---|---|
| ABN 34 002 700 361 |
Financial Year ended (‘Reporting Period’) 30 June 2024 |
Previous Financial Year ended (‘Corresponding period’) 30 June 2023 |
| 34 002 700 361 | 30 June 2024 | 30 June 2023 |
Results
| 30 June 2024 | 30 June 2023 | ||||
|---|---|---|---|---|---|
| $ | $ | ||||
| Income from ordinary activities | down | 76% | to | 23,611,932 | 100,228,773 |
| (Loss)/profit after tax attributable to members | NM1 | to | (2,516,310) | 13,417,676 | |
| Net (loss)/profit for the period attributable to members | NM1 | to | (2,516,310) | 13,417,676 |
1 Not Meaningful
Dividends (distributions)
As previously announced, the Board has resolved that a final dividend for the year ended 30 June 2024 will not be paid, having regard to future cashflow commitments of the business.
Net tangible asset per security
| et tangible asset per security | ||
|---|---|---|
| Year ended 30 June 2024 |
Year ended 30 June 2023 |
|
| Net tangible assets per ordinary security Note: Net tangible assets include “right-of-use assets” |
$1.49 | $1.55 |
The preliminary final report is based on accounts that have been audited.
Commentary
Brief explanation of any of the figures reported above:
Please refer to the attached commentary for a detailed review.
6
CVC LIMITED
AND ITS CONTROLLED ENTITIES
FINANCIAL REPORT
For the year ended 30 June 2024
The financial report was authorised for issue by the Directors on 22 August 2024. The company has the power to amend and reissue the financial report.
ACN 002 700 361
1
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
DIRECTORS' REPORT
The Directors present the Financial Report of CVC Limited (the “Company”) and its controlled entities (“CVC”), for the year ended 30 June 2024 together with the Auditors’ Report thereon.
DIRECTORS
The Directors in office during the whole of the financial year and up to the date of this report, unless otherwise stated, are:
Mark Anthony Avery
Name: Mark Anthony Avery Title: Managing Director, Member of Audit Committee, Chief Executive Officer, Company Secretary Qualifications: B.Com.Pl.Ds. (UOM) Experience and expertise: Mr Avery began his professional career at Macquarie Group in 2002 in the property
Mr Avery began his professional career at Macquarie Group in 2002 in the property finance and residential development divisions. Mr Avery also worked for private and listed property development and investment groups. Mr Avery commenced at CVC in 2010, and has been responsible for all of the group’s real estate investment activities. He is also a director of Eildon Capital Limited and Eildon Funds Management Limited.
Non-Executive Director of Eildon Capital Group (Since April 2022) Managing Director of Eildon Capital Group (From November 2015 to April 2022)
Listed company directorships: (held within the last three years) Interests as at the date of this report: - Ordinary shares: - Performance rights:
9,500 1,700,000
Craig Granville Treasure
Name: Title: Qualifications: Experience and expertise:
Executive Chairman
BASc (Surveying) (QUT), FDIA
Mr Treasure has more than 30 years’ experience in property development, specifically in the residential land and housing sectors along the eastern seaboard of Australia. As a licensed surveyor and licenced property developer, Mr Treasure has previously held a number of senior executive roles and directorships within the property industry. His experience is both as a business proprietor and at an executive level with publicly listed entities.
Director and Non-Executive Chairman of TasFoods Limited (From June 2020 to May 2022).
Listed company directorships: (held within the last three years) May 2022). Interests as at the date of this report: - Ordinary shares: 68,000 - Loan notes: 4,000 - Performance rights: 1,300,000
Name: Title: Qualifications: Experience and expertise:
Listed company directorships: (held within the last three years)
Ian Houston Campbell
Non-Executive Director, Chairman of Audit Committee FCA, MAICD
Mr Campbell is currently a Non-Executive Director and Chairman of Kip McGrath Education Centres Limited (ASX: KME) and Redox Limited (ASX: RDX). Mr Campbell’s previous Non-Executive Director roles include Gloria Jeans Coffees International Pty Limited, Young Achievement Australia Limited and Green’s Foods Holdings Pty Limited. Mr Campbell brings to CVC 30 years of experience as a former partner with Ernst and Young and predecessor firms, principally working with entrepreneurial companies in preparing them for growth, sale and the capital markets.
Non-Executive Director and Chairman of Kip McGrath Education Centres Limited (Since August 2019). Non-Executive Director and Chairman of Redox Limited (since 2009)
Interests as at the date of this report:
- Ordinary shares:
50,000
2
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
DIRECTORS’ REPORT (CONTINUED)
DIRECTORS (CONTINUED)
John Scott Leaver
Name: Title: Qualifications: Experience and expertise: Listed company directorships: None (held within the last three years) Interests as at the date of this report: - Ordinary shares: 40,703,337 - Loan notes: 38,340
Executive Director B.Ec. (Uni. Of Sydney) Mr Leaver was originally a founder of CVC in 1984. None
COMPANY SECRETARY
In addition to being a Director of the Company, Mark Avery is also a company secretary of the Company.
KEY MANAGEMENT PERSONNEL
Key management personnel during the financial year are the directors.
MEETINGS OF DIRECTORS
The number of meetings of CVC’s board of directors and of each board committee held during the year ended 30 June 2024, and the numbers of meetings attended by each director were:
| Full | board | Audit Committee Meetings | Audit Committee Meetings | |
|---|---|---|---|---|
| No of meetings | No of meetings | No of meetings | No of meetings | |
| attended | eligible to attend | attended | eligible to attend | |
| Mark Anthony Avery | 6 | 6 | 2 | 2 |
| Ian Houston Campbell | 6 | 6 | 2 | 2 |
| Craig Granville Treasure | 6 | 6 | 2 | 2 |
| John Scott Leaver | 6 | 6 | 2 | 2 |
PRINCIPAL ACTIVITIES
The principal activities of entities within CVC during the year were:
-
property finance and development;
-
the provision of investment and development capital; and
-
investment in other non-property opportunities.
DIVIDENDS
A final fully franked dividend in respect of the year ended 30 June 2023 of 5 cents per share amounting to $5,841,210 was paid on 18 August 2023.
CONSOLIDATED RESULTS
The financial performance for the 2024 financial year is as follows:
-
Net loss after tax of $2.5 million (2023: net profit of $13.4 million) to shareholders;
-
Net loss after tax of $4.7 million (2023: net profit of $13.9 million);
-
Earnings per share loss of 2 cents (2023: profit of 11.49 cents); and
-
Decrease in Net Assets per share of 6 cents (2023: increase of 2 cents), following dividends per share totalling 5 cents (2023: 9 cents) paid during the year.
The consolidated result for the year attributable to the members of the Company is calculated as follows:
2024 2023 $ $ Net (loss)/profit after income tax (4,681,871) 13,883,440 Net (loss)/profit attributable to non-controlling interests (2,165,561) 465,764 ──────── ──────── Net (loss)/profit after income tax attributable to members of parent entity (2,516,310) 13,417,676 ═════════ ═════════
3
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
DIRECTORS' REPORT (CONTINUED)
REVIEW OF OPERATIONS
Financial Performance
For the year of FY24 CVC Limited recorded an after-tax loss attributable to shareholders of $2.5m (FY23: profit of $13.4m). During the year the company paid 5 cents per share in fully franked dividends (FY23: 9 cents per share)
A breakdown of the operating segments for the year are as follows:
| 2024 | 2023 | |
|---|---|---|
| $ | $ | |
| Property Investments | 6,741,094 | 24,732,753 |
| Non-property Investments | (2,861,967) | 5,829,788 |
| Notes Interest | (2,822,991) | (4,426,163) |
| Unallocated overhead expenses | (7,534,661) | (6,839,695) |
| Tax Effect | 1,796,654 | (5,413,243) |
| ─────── | ─────── | |
| Total Comprehensive (Loss)/Income | (4,681,871) | 13,883,440 |
| Less: non-controlling interest | (2,165,561) | 465,764 |
| ─────── | ─────── | |
| Total Comprehensive (Loss)/Income | ||
| attributable to Shareholders | (2,516,310) | 13,417,676 |
════════ |
════════ |
Net assets to shareholders as at 30 June 2024 were $173.5m representing $1.49 per share (FY23: $1.55 per share). The Board has been consistent in communicating that the statutory assets of the business do not align with current ‘as is’ independent values of property inventory due to the nature of accounting standards, whereby those assets are recorded at the lower of cost and net realisable value. The Board is of the view that the impact of current valuations which would be over and above the carrying value of these assets is in the order of $1.13 per share on a post-tax basis.
Capital Management
Given the nature of the assets held in the CVC investment portfolio, some of which require continued funding due to ongoing settlement payment profiles, capital management remained a high propriety of the management team and Board.
During the year, CVC successfully refinanced a loan provided to the Marsden Park project as a result of Mirvac’s withdrawal from the project after it was announced by NSW government that it would not be rezoned for residential use. The $30m first mortgage loan was refinanced by NAB with a term of two years. This should provide sufficient runway to achieve planning approval and add considerable value to the property.
The CVC note remains an important component of CVC’s balance sheet. Throughout the year the note remained within its covenants and provided attractive risk adjusted returns to investors. Subsequent to the year end, CVC issued an additional 150,000 new notes and successfully raised approximately $15m through a wholesale offer. The new notes issued formed a single series with the existing CVC note (which trade on ASX under the code “CVCHA”). The note remained well within its covenants after the additional note issue.
As part of the capital management focus, the business made the decision to divest its interest in its Mernda residential project, the residual land surrounding the Harpley Town Centre, as well as the remaining land in the Caboolture development.
Further capital was injected into investments in the property portfolio during the year. Major capital investments included $16.2m toward the Lake Orr mixed use project, $5.9m toward the Clyde North industrial project and $5.2m toward the Officer South industrial project.
The balance sheet is well positioned to benefit from upcoming cash inflows from scheduled property settlements. Additionally, CVC has the flexibility to generate cash from our underlying assets through new financing arrangements, particularly as asset values rise with planning approvals, through potential joint ventures, and/or the divestment of assets when opportunities arise at favorable prices.
4
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
DIRECTORS' REPORT (CONTINUED)
REVIEW OF OPERATIONS (CONTINUED)
Property Investments
Contribution Summary
Due to the nature of CVC’s investment portfolio, where a large component of assets are classified as inventory, accounting profits are generally only recognised after these assets are divested. This is due to accounting standards requiring assets to be recorded at the lower of cost and net realisable value. As has been previously advised, independent valuations of CVC’s major investments indicate that there is a material difference between carrying values and the value of the asset from a market perspective.
FY24 was a year where there was limited divestments within the property portfolio of CVC. Instead management and the Board supported the ongoing progression of the investments through planning or development. As a result, profit for the year was negatively impacted as compared to the previous year.
Settlement of the Donnybrook residential land continued during the year with $33.8m in settlements received by the project joint venture entity, which contributed $4.6m in profit to CVC. There remains a further $34.8 in residential sales which will flow in FY25. The remaining asset of the project is a 75Ha zoned industrial land parcel. Further detailed planning and infrastructure approvals are forecast to occur in H1 FY25. This will allow the commencement of development to subdivide the land.
Progress on other property projects
As has been the consistent narrative of the Board of CVC, substantial progress continues with regard to planning processes each year. It is generally acknowledged in the property industry that the current planning environment is very challenging and that nearly all planning processes are taking longer than historical timeframes. CVC remains well placed with its strategic property assets and the weight of state and local council support for the projects it is progressing. While the Board is frustrated with the delays that have affected each of our major projects, it is buoyed by the value these approvals will bring and what each will contribute to the long-term success of the CVC business.
The Liverpool, New South Wales project remains in a Gateway Determination process and extensive communication between the proponent land owner group, the NSW Department of Planning and Liverpool City Council continues. Most recently, in May 2024, an updated planning proposal was submitted to Liverpool City Council. This was as a result of modifications made to the original proposal submitted, where the changes were made on account of ongoing engagement with local and state authorities. The most recent submitted proposal still sought an FSR of 4:1 and would yield in excess of 5,000 apartments on the land which CVC has invested in. The business remains positive with regard to the planning progress being made and is hopeful that the rezoning will be on public exhibition in H1 FY25.
Significant work has been undertaken relating to the Marsden Park North, New South Wales rezoning process. The property is part of a wider precinct which has been part of a Precinct Acceleration Protocol (PAP) process since 2013, where the property was identified as potential future residential lands. In H1 FY24, the NSW Department of Planning announced that it would not support the rezoning of the land to allow residential development. Since that time, considerable work and communication has been shared between the landowner group and the department about other uses. Management and the Board remain optimistic that a clear process to progress the land for other uses will be laid out and on public exhibition in H1 FY25.
The Kirra Beach, Queensland development has advanced considerably with construction over 90% at the end of FY24. The project has achieved much stronger presales than anticipated and settlements are forecast to occur in H1 FY25 which will generate strong profits.
During the year CVC and its Joint Venture progressed the planning on the Burleigh Waters, Queensland project further derisking its delivery with approval of the bulk earthworks and reconfiguration of the lot now achieved, which was of significant value. Earthworks to create development lots to be sold have commenced, with one development lot already sold with settlement scheduled in FY25. Further sales activity within the project is anticipated in FY25.
5
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
DIRECTORS' REPORT (CONTINUED)
REVIEW OF OPERATIONS (CONTINUED)
Property Investments (continued)
New Property Investments
The business committed to partner with Wilmac Property Group in the purchase of a zoned industrial parcel of land in Clyde North, Victoria. CVC is a 40% equity holder in the property. A planning permit to subdivide the land was achieved in the year adding substantial value to the property. Commencement of development works are forecast for H2 FY25.
During the year, CVC made an investment into a land project comprising two land parcels located in Officer South, Victoria. The land, which totalled approximately 23Ha, is currently in a rezoning process where the designated use under the exhibited structure plan allows for industrial development. A formal Panel process has been completed and the rezoning process is anticipated to conclude within approximately 12 months. Settlement of the parcels of land is not forecast until H2 FY28, allowing the business to explore the multiple options at its disposal to optimise value over this time.
The business conducted diligence on a number of other transactions which have the prospect of closing in FY25 on the basis that they meet the investment criteria of the business, however any investment will be balanced against the primary focus of the board which is to ensure sufficient capital to advance its existing portfolio of investments.
Non-Property Investments
Non property investment continues to become a lesser proportion of the business, representing a total of $34.2 million in value as at the end of the year. This segment generated a total pre-tax loss of $2.9 million (FY23: profit $5.8 million).
General Summary of the Year and FY25 Outlook
The performance of the business, as measured by the FY24 result, points to a business that has not delivered. However, it is important to note that accounting standards mean that some of the reward for effort invested by the business in relation to its property holdings is not yet reflected in the accounts of CVC. It is the role of management and the Board to continue to add value to CVC’s investment portfolio in the knowledge that it will eventually be reflected in the value of the CVC business.
Internally, CVC sees a time of general weakness in the broader Australian economy. Thus the investment rationale of the business is as important as it has ever been - that is to make investments where there is a strong degree of capital protection.
Property will provide opportunity, the role of management is to identify areas that represent the greatest opportunity, as it is clear the performance of property will be dependant on the macro and micro economic factors affecting each segment individually.
Construction timeframes and costs still represent a challenge for many parts of the property market. Fortunately most of CVC’s investment portfolio is not exposed to these issues at this time. A large degree of our investments have delayed settlement terms, and will benefit considerably in value uplift when planning outcomes are achieved.
FY25 will be another year where effort and energy is expended to conclude planning processes. There is reason to be optimistic about what can be achieved in this regard, but as always, planning approvals are not perfectly forecastable, thus there is not certainty around when our major projects will be rezoned.
The Board and management of CVC Limited continues to simplify the business model and its investment portfolio, while also focusing on optimising long term value for CVC shareholders.
6
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
DIRECTORS' REPORT (CONTINUED)
REVIEW OF OPERATIONS (CONTINUED)
Risk associated with CVC’s business
Some of the key risks relating to CVC are set out below. It is not, however, possible to describe all the risks to which CVC may become subject and which may impact adversely on CVC's prospects and performance.
Property investment risk
The performance of CVC’s property investments is influenced by the realisable value of CVC’s property and property-related assets and the security supporting loans. The realisable value can be affected by general market conditions as well as project specific outcomes.
Key management and investment personnel
Key management and investment personnel are responsible for sourcing opportunities and recommending and managing the investments of CVC. There is a risk that the financial performance of the company could be impacted if key staff members or directors resign or retire their employment at CVC and are not promptly replaced by suitably qualified and experienced personnel.
Investment liquidity risk
CVC’s Portfolio includes investments in assets that are typically subject to low levels of liquidity. If an investment cannot be realised quickly enough (or at all) or at an earlier time than intended then CVC may suffer significant losses.
Investment concentration risk
CVC’s investment strategy includes making significant investments and undertaking active management roles in property projects. As CVC reduces its holding of legacy, non-property assets, investment concentration risk continues to increase. CVC’s Portfolio may consist of a small number of investments that may subject the company to investment concentration risk.
Project approval risk
The success of certain property projects is dependent on the ability of CVC or the developer to obtain rezoning and / or development approvals from government bodies. This process involves obtaining approvals outside of the control of CVC. There is a risk that approvals will not be able to be achieved as forecast, or at all. This may impact the value of the project in an unfavourable manner.
Development risk
The proceeds generated from a property project is closely tied to the approval and development process. Unanticipated factors can influence the realisable value of a property. These can include, but are not limited to the following potential conditions:
(i) Changes in the conditions of planning approval of a particular project or property;
(ii) Development cost increases;
(iii) Project timetables being delayed; and
(iv) Economic factors impacting the project (such as interest rate rises increasing the cost to finance development).
Cyber risk
CVC does have cyber risks that we cannot eliminate entirely but our risks are relatively small and we perform regular systems reviews to ensure sensitive information is properly stored or destroyed.
STATE OF AFFAIRS
Other than as set out above, there were no other significant changes in the state of affairs of the Company that occurred during the year not otherwise disclosed in this report or the financial statements.
7
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
DIRECTORS' REPORT (CONTINUED)
EVENTS SUBSEQUENT TO BALANCE DATE
Subsequent to the year end, CVC has successfully raised approximately $15m by issuing redeemable, unsecured, noconvertible notes. The new notes issued formed a single series with the existing CVC Note 2 (which trade on ASX under the code “CVCHA”).
CVC sold the land development site in Werribee, Victoria, realising a profit of $0.5 million in July 2024.
Other then as set out above, there are no matters or circumstances that have arisen since the end of the financial year which significantly affected or may significantly affect the operations of CVC, the results of those operations or the state of affairs of CVC in future financial years.
LIKELY DEVELOPMENTS
As explained in previous reports, the total level of profit for any period, notwithstanding the recurrent earnings, is largely determined by the timing of the realisation of investments that result in capital gains, changing market values as well as costs incurred to achieve a realisation event. The Company believes the strong financial position and continual evaluation of investment opportunities by its management team will enable the identification and execution of suitable investment opportunities during the course of the coming year.
ENVIRONMENTAL REGULATION
CVC has policies and procedures to identify and appropriately address environmental obligations that might arise in respect of CVC’s operations that are subject to significant environmental laws and regulation. The Directors have determined that CVC has complied with those obligations during the financial year and that there has not been any material breach.
REMUNERATION REPORT (AUDITED)
This report outlines the remuneration arrangements in place for key management personnel of the Company and its 100% owned entities in accordance with the requirements of the Corporations Act 2001 and its regulations. This information has been audited as required by s. 308(3C) of the Corporations Act 2001 . The remuneration report details the remuneration arrangements for key management personnel who are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of CVC.
Remuneration philosophy
The performance of CVC depends upon its ability to attract and retain quality people. CVC is committed to developing a remuneration philosophy of paying sufficient competitive ‘base’ rewards to attract and retain high calibre management personnel and providing the opportunity to receive superior remuneration tied directly to the creation of value for shareholders.
Remuneration structure
In accordance with best practice corporate governance, the structure of Non-Executive Director and remuneration for all other key management personnel is separate and distinct.
Non-Executive Director’s remuneration is solely in the form of base salary plus superannuation contributions and has been set by shareholders at a maximum aggregate amount of $400,000, to be allocated amongst the Directors as they see fit. It has been set to balance the need to attract and retain Directors of the highest calibre at a cost that is acceptable to shareholders.
Other key management personnel remuneration consists of: base salary, fees, superannuation contributions, short term discretionary performance bonuses and participation in the CVC Executive Long Term Incentive Plan.
The Company does not have a remuneration committee. The remuneration of the Managing Director is determined following discussion with the remaining Directors. The remuneration of key management personnel other than the Managing Director are determined following discussion with the Board of CVC.
Short term discretionary performance bonuses permit CVC to reward individuals for superior personal performance or contribution towards components of CVC’s performance for which they have direct responsibility and are determined at the end of the financial year.
The objectives of the CVC Executive Long Term Incentive Plan are to directly align the opportunity to achieve superior employment rewards with the wealth generated for shareholders whilst providing a mechanism to retain key employees over the longer term. Refer to page 12 for details of performance rights issued.
8
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
DIRECTORS' REPORT (CONTINUED)
REMUNERATION REPORT (AUDITED) (CONTINUED)
Executive contractual arrangements
It is CVC’s policy that service contracts for key management personnel are unlimited in term but capable of termination as per the relevant period of notice and that CVC retains the right to terminate the contract immediately, by making payment that is commensurate with pay in lieu of notice.
The service contract outlines the components of remuneration paid to the key management personnel but does not prescribe how remuneration levels are modified year to year. Remuneration levels are reviewed each year to take into account any change in the scope of the role performed by the key management personnel and any changes to the principles of the remuneration policy.
The key employment terms of Messrs Avery and Treasure as at the date of this report are as follows:
- Base salary per annum:
| ase salary per annum: | |
|---|---|
| Mark Anthony Avery | $500,000 |
| Craig Granville Treasure | $420,000 |
-
Termination of employment by providing six months’ notice, unless it is due to serious misconduct, which requires no notice;
-
Any unvested short term incentives are forfeited; and
-
Six months restriction from solicitation of staff and clients.
Given Mr Leaver is a major shareholder and founder of CVC, the key employment terms of his contract as at the date of this report are as follows:
-
Base salary per annum: $225,000
-
Termination of employment with reasonable notice, unless it is due to serious misconduct, which requires no notice.
9
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
DIRECTORS' REPORT (CONTINUED)
REMUNERATION REPORT (AUDITED) (CONTINUED)
Individual remuneration disclosures
The following table provides details of the remuneration expense of the Company and its 100% owned entities recognised for the group’s key management personnel for the current and previous financial year measured in accordance with the requirements of the accounting standard.
| Post – | Share- | |||||||
|---|---|---|---|---|---|---|---|---|
| Base | employ’t | based | ||||||
| Salary | STI Bonus | benefits | payment | Termination | Base % | |||
| Fees | (a) | Super’n | (c) | benefit | Total | (b) | ||
| $ | $ | $ | $ | $ | $ | $ | ||
| MA Avery | 2024 | 465,000 | 330,000 | 27,500 | 264,834 | - | 1,087,334 | 45% |
| Managing Director | 2023 | 440,000 | 440,000 | 27,500 | 96,794 | - | 1,004,294 | 47% |
| CG Treasure | 2024 | 384,615 | 100,000 | 27,500 | 202,520 | - | 714,635 | 58% |
| Executive Chairman | 2023 | 400,000 | 200,000 | 27,500 | 74,019 | - | 701,519 | 61% |
| IH Campbell | 2024 | 95,000 | - | 10,450 | - | - | 105,450 | 100% |
| Non-Executive Director | 2023 | 88,225 | - | 9,264 | - | - | 97,489 | 100% |
| JS Leaver | 2024 | 215,000 | - | 23,650 | - | - | 238,650 | 100% |
| Head of Strategic Operations | 2023 | 207,763 | - | 21,815 | - | - | 229,578 | 100% |
| JA Hunter (d) | 2024 | - | - | - | - | - | - | - |
| Company Secretary | 2023 | 212,500 | - | 13,750 | 14,234 | 1,274,737 | 1,515,221 | 99% |
| ────── | ────── | ────── | ────── | ────── | ────── | |||
| 2024 | 1,159,615 | 430,000 | 89,100 | 467,354 | - | 2,146,069 | ||
| 2023 | 1,348,488 | 640,000 | 99,829 | 185,047 | 1,274,737 | 3,548,101 | ||
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════════ |
════════ |
════════ |
════════ |
Notes:
(a) The Short Term Incentive Bonus represents discretionary cash bonuses as determined by the Directors of CVC, based on their performance during the year. There are no predetermined key performance measures set in order to assess and calculate the entitlement to the bonus amount paid. Instead the bonus payments determined by the Directors are a subjective assessment of the respective contributions to the performance of CVC and execution of its strategy for the financial year. Bonuses for the 2024 financial year were paid on 12 July 2024.
(b) Base % reflects the amount of base level remuneration that is not dependent on individual or CVC performance.
(c) Share-based payment is in relation to performance rights issued. Refer note 34.
(d) Mr John Hunter resigned as company secretary from 30 September 2022 and ceased to be considered as a key management personnel from this date. The amount paid in 2023 includes payment to Mr Hunter in relation to his departure, as per approved in the Annual General Meeting on 29 November 2022. This payment encompasses $326,660 untaken annual leave and long service leave entitlement, $98,077 severance pay and an estimated future performance payment of $850,000 if he had continued in employment with CVC.
10
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
DIRECTORS' REPORT (CONTINUED)
REMUNERATION REPORT (AUDITED) (CONTINUED)
Additional disclosures relating to key management personnel
(i) Shareholding in the Company
The relevant interest of each key management personnel held in the Company as at 30 June 2024 is as follows:
Ordinary shares:
| Opening | Disposal | Closing | |
|---|---|---|---|
| MA Avery | 9,500 | - | 9,500 |
| CG Treasure | 68,000 | - | 68,000 |
| IH Campbell | 50,000 | - | 50,000 |
| JS Leaver | 40,703,337 | - | 40,703,337 |
The shares held by key management personnel have the same contractual right as ordinary shareholders.
Loan notes:
| an notes: | |||
|---|---|---|---|
| Opening | Disposal | Closing | |
| MA Avery | - | - | - |
| CG Treasure | 4,000 | - | 4,000 |
| IH Campbell | - | - | - |
| JS Leaver | 40,000 | (1,660) | 38,340 |
(ii) Shareholding in the subsidiaries
Key management personnel and their related entities hold interests in the following CVC subsidiaries. Movement of interests held during the year are disclosed below:
| Opening Ownership | Closing Ownership | ||
|---|---|---|---|
| Interest | Interest | ||
| 1 Jul 2023 | Purchases | 30 Jun 2024 | |
| Norwell Valley Collective Pty Ltd | |||
| Mr C.G. Treasure | 10% | - | 10% |
| West Melb Land Holdings Pty Ltd | |||
| Mr M.A. Avery | 6.5% | - | 6.5% |
| Mr C.G. Treasure | 6.5% | - | 6.5% |
11
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
DIRECTORS' REPORT (CONTINUED)
REMUNERATION REPORT (AUDITED) (CONTINUED)
Additional disclosures relating to key management personnel (Continued)
(iii) Performance rights
On 10 December 2021, CVC issued employees performance rights under the CVC Employee Incentive Plan. The Employee Incentive Plan was approved by shareholders at the 2021 Annual General Meeting, and is designed to provide long-term incentives for senior managers and above to deliver long-term shareholder returns. Under the plan, participants are granted rights that deliver ordinary shares to employees (at no cost) which only vest if Total Shareholder Return (TSR) hurdles are met. Participation in the plan is at the board’s discretion and no individual has a contractual right to participate in the plan or to receive any guaranteed benefits.
Performance rights carry no dividend or voting rights or rights to participate in any other share issue of CVC or any other entity. When exercisable, each performance right is entitled to receive one ordinary share.
TSR is the compound annual rate measured between the grant date and the vesting date which is calculated based on a combination of share price growth and dividends to shareholders. The total number of rights that vest, if any, depends on the TSR hurdle achieved and will be determined by the directors of CVC with reference to the below table.
| Return (p.a.) | Vesting Amount |
|---|---|
| < 12.5% | nil |
| 12.5% - 15% | 25% |
| 15% - 17.5% | 50% |
| 17.5% - 20% | 75% |
| >20% | 100% |
The following table illustrates movements in the number of performance rights on issue during the year.
Year ended 30 June 2024
| Balance at | Granted | Balance at | Fair value | |||
|---|---|---|---|---|---|---|
| Vesting | Exercise | start of the | during the | end of the | per right at | |
| Grant Date | Date | Price | year | year | year | grant date |
| 10 Dec 2021 | 09 Dec 2025 | - | 3,500,000 | - | 3,500,000 | $1.91 |
The table below provides a reconciliation of performance rights held by the Key Management personnel.
Year ended 30 June 2024
| Balance at | Granted | Balance at | Fair value | ||||
|---|---|---|---|---|---|---|---|
| Vesting | Exercise | start of the | during the | end of the | per right at | ||
| Grant Date | Date | Price | year | year | year | grant date | |
| MA Avery | 10 Dec 2021 | 09 Dec 2025 | - | 1,700,000 | - | 1,700,000 | $1.91 |
| CG Treasure | 10 Dec 2021 | 09 Dec 2025 | - | 1,300,000 | - | 1,300,000 | $1.91 |
12
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
DIRECTORS' REPORT (CONTINUED)
REMUNERATION REPORT (AUDITED) (CONTINUED)
Additional disclosures relating to key management personnel (Continued)
(iv) Other Transactions with key management personnel
Key management personnel hold co-investments in the projects of CVC and have contractual rights to receive distributions and capital returns received by CVC from the following project.
Marsden Park Development Trust: the landowner of the property project in Marsden Park North, New South Wales
The following table shows the entitlement movement during the year.
| Opening | Closing | ||
|---|---|---|---|
| ownership interest | Other changes | ownership interest | |
| 1 Jul 23 | during the year | 30 Jun 24 | |
| Marsden Park Development Trust | |||
| Mr M.A. Avery | 0.5% | - | 0.5% |
At the end of the reporting period $60,616 were recognised in trade and other payables in the statement of financial position in relation to the co-investment in Marsden Park Development Trust property project.
Consequences of performance on shareholder wealth
In considering CVC’s performance and benefits for shareholder wealth, the Directors have regard to the following indicators in respect of the current financial year and previous financial years.
| 2024 | 2023 | 2022 | 2021 | 2020 | |
|---|---|---|---|---|---|
| $ | $ | $ | $ | $ | |
| Net (loss)/profit attributable to | |||||
| members of the parent entity | (2,516,310) | 13,417,676 | 6,105,923 | 19,489,949 | (2,074,480) |
| Other comprehensive loss attributable | |||||
| to members of the parent entity | - | - | - | - | - |
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──────── |
──────── |
──────── |
|
| Total comprehensive (loss)/income | |||||
| attributable to members of the parent | |||||
| entity | (2,516,360) | 13,417,676 | 6,105,923 | 19,489,949 | (2,074,480) |
──────── |
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──────── |
──────── |
──────── |
|
| Dividends paid | 5,841,210 | 10,514,169 | 10,514,169 | 3,504,722 | 9,413,760 |
| Shares bought back on market | - | - | - | 864,524 | 671,904 |
| Share price at year end | 1.69 | 2.37 | 2.45 | 1.97 | 1.41 |
| Change in share price | (0.68) | (0.08) | 0.48 | 0.56 | (1.18) |
| Net assets per share | 1.49 | 1.55 | 1.53 | 1.56 | 1.43 |
| Change in net assets per share | (0.06) | 0.02 | (0.03) | 0.13 | (0.10) |
This concludes the remuneration report, which has been audited.
13
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
DIRECTORS’ REPORT (CONTINUED)
SHARE OPTIONS
There were no options issued by the Company during the year or to the date of this report. CVC has outstanding performance rights to key management personnel. Refer page 12.
INDEMNIFICATION AND INSURANCE OF OFFICERS AND AUDITORS
a) Indemnification
During and since the end of the financial period CVC has provided an indemnity and entered into an agreement to indemnify Directors and Company Secretaries for liabilities that may arise from their position, except where the liability arises out of conduct involving a lack of good faith.
b) Insurance Premiums
CVC has not, during the year or since the end of the financial year, paid or agreed to pay a premium for insuring any person who is or has been an auditor of the Company or a related body corporate for the costs or expenses of defending legal proceedings.
The Company has paid insurance premiums in respect of Directors’ and Officers’ liability and legal expense insurance for Directors and Officers of the Company.
In accordance with s. 300(9) of the Corporations Act 2001 further details have not been disclosed due to confidentiality provisions contained in the insurance contract.
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the company, or to intervene in any proceedings to which the company is a party for the purpose of taking responsibility on behalf of the company for all or part of those proceedings.
ROUNDING OF AMOUNTS
CVC is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and Investments Commission, relating to “rounding-off”. Amounts in this report have been rounded off in accordance with that Corporations Instrument to the nearest dollar unless otherwise stated.
AUDITOR INDEPENDENCE AND NON-AUDIT SERVICES
CVC appointed Pitcher Partners Sydney as the auditors for the 2024 financial year. Details of the amounts paid or payable to the auditor for audit services provided during the financial year are disclosed in note 26. No fees were paid to the auditor in respect of non-audit services during the year.
AUDITOR’S INDEPENDENCE DECLARATION TO THE DIRECTORS OF CVC LIMITED
A copy of the Independence Declaration given to the Directors by the lead auditor for the audit undertaken by Pitcher Partners Sydney is included on page 15.
This Directors’ Report is signed in accordance with a resolution of the Board of Directors.
Dated at Sydney 22 August 2024.
==> picture [59 x 31] intentionally omitted <==
MARK AVERY Director
==> picture [64 x 35] intentionally omitted <==
CRAIG TREASURE Director
14
Pitcher Partners Sydney ABN 17 795 780 962
==> picture [128 x 43] intentionally omitted <==
Level 16, Tower 2 Darling Park 201 Sussex Street Sydney NSW 2000
Postal address GPO Box 1615 Sydney NSW 2001 +61 2 9221 2099 [email protected] pitcher.com.au
Auditor’s independence declaration
To the Directors of CVC Limited
In relation to the independent audit for the year ended 30 June 2024, to the best of my knowledge and belief there have been:
-
i. No contraventions of the auditor independence requirements of the Corporations Act 2001 and
-
ii. No contraventions of APES 110 Code of Ethics for Professional Accountants (including Independence Standards) .
This declaration is in respect of CVC Limited and the entities it controlled during the year.
==> picture [75 x 43] intentionally omitted <==
John Gavljak
Partner
Pitcher Partners
Sydney
22 August 2024
Adelaide | Brisbane | Melbourne | Newcastle | Perth | Sydney
==> picture [79 x 26] intentionally omitted <==
15
Pitcher Partners is an association of independent firms. Pitcher Partners Sydney ABN 17 795 780 962. Liability limited by a scheme approved under Professional Standards Legislation. Pitcher Partners is a member of the global network of Baker Tilly International Limited, the members of which are separate and independent legal entities.
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2024
| Notes | 2024 | 2023 | |
|---|---|---|---|
| $ | $ | ||
| INCOME FROM CONTINUING OPERATIONS | |||
| Development sales and fees | 4 | 7,117,200 | 69,684,135 |
| Change in fair value of investment property | 17 | - | 1,578,224 |
| Interest and fee income | 4 | 7,551,138 | 9,447,821 |
| Share of net profits of associates accounted for using the equity | |||
| method | 16 | 6,436,988 | 8,445,577 |
| Gain on investment at fair value through profit or loss | - | 3,116,675 | |
| Other income | 4 | 2,506,606 | 7,956,341 |
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||
| Total income | 23,611,932 | 100,228,773 | |
───────── |
───────── |
||
| EXPENSES | |||
| Property development cost | 5 | 4,488,175 | 61,024,237 |
| Employee and director costs | 5 | 4,408,966 | 5,271,382 |
| Finance costs | 5 | 8,819,678 | 7,535,809 |
| Impairment loss | 5 | 3,000,339 | 3,632,815 |
| Change in fair value of investment property | 17 | 634,938 | - |
| Loss on investment at fair value through profit or loss | 5,047,294 | - | |
| Management and consultancy fees | 794,902 | 771,530 | |
| Other expenses | 5 | 2,896,165 | 2,696,317 |
───────── |
───────── |
||
| Total expenses | 30,090,457 | 80,932,090 | |
───────── |
───────── |
||
| (Loss)/profit before related income tax expense | (6,478,525) | 19,296,683 | |
| Income tax (benefit)/expense | 6 | (1,796,654) | 5,413,243 |
───────── |
───────── |
||
| Net (loss)/profit for the year | (4,681,871) | 13,883,440 | |
═════════ |
═════════ |
||
| Other comprehensive income | - | - | |
───────── |
───────── |
||
| Total comprehensive (loss)/income for the year | (4,681,871) | 13,883,440 | |
═════════ |
═════════ |
||
| Net (loss)/profit for the year attributable to | |||
| Shareholders | (2,516,310) | 13,417,676 | |
| Non-controlling interest | (2,165,561) | 465,764 | |
───────── |
───────── |
||
| (4,681,871) | 13,883,440 | ||
═════════ |
═════════ |
||
| Total comprehensive (loss)/income for the year attributable to | |||
| Shareholders | (2,516,310) | 13,417,676 | |
| Non-controlling interest | (2,165,561) | 465,764 | |
───────── |
───────── |
||
| (4,681,871) | 13,883,440 | ||
═════════ |
═════════ |
||
| Basic earnings per share | 7 | (0.0215) | 0.1149 |
═════════ |
═════════ |
||
| Diluted earnings per share | 7 | (0.0215) | 0.1137 |
═════════ |
═════════ |
The above consolidated statement of profit or loss and other comprehensive income is to be read in conjunction with the accompanying notes.
16
CVC LIMITED
(AND ITS CONTROLLED ENTITIES) CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2024
| Notes | 2024 | 2023 | |
|---|---|---|---|
| $ | $ | ||
| CURRENT ASSETS | |||
| Cash and cash equivalents | 25 | 14,045,785 | 51,175,273 |
| Financial assets at amortised cost | 9 | 41,753,258 | 42,540,711 |
| Financial assets at fair value through profit or loss | 13 | - | 217,422 |
| Inventories | 14 | 6,844,420 | 4,720,802 |
| Other assets | 15 | 505,749 | 2,507,407 |
───────── |
───────── |
||
| 63,149,212 | 101,161,615 | ||
| Assets classified as held for sale | 10 | 14,249,649 | - |
───────── |
───────── |
||
| Total current assets | 77,398,861 | 101,161,615 | |
───────── |
───────── |
||
| NON-CURRENT ASSETS | |||
| Contract asset | 11 | 3,804,400 | 2,514,995 |
| Financial assets at amortised cost | 9 | 25,234,302 | 37,467,551 |
| Financial assets at fair value through profit or loss | 13 | 25,513,403 | 30,504,918 |
| Inventories | 14 | 73,907,693 | 13,441,003 |
| Investments accounted for using the equity method | 16 | 19,920,433 | 33,447,592 |
| Property, plant and equipment | 56,002 | 86,236 | |
| Right-of-use assets | 12 | 917,950 | 1,375,037 |
| Investment properties | 17 | 38,400,000 | 4,000,000 |
| Other assets | 15 | 66,632,052 | 57,007,010 |
| Deferred tax assets | 6 | 5,046,880 | 2,054,655 |
───────── |
───────── |
||
| Total non-current assets | 259,433,115 | 181,898,997 | |
───────── |
───────── |
||
| TOTAL ASSETS | 336,831,976 | 283,060,612 | |
───────── |
───────── |
||
| CURRENT LIABILITIES | |||
| Trade and other payables | 19 | 2,944,121 | 4,932,472 |
| Interest bearing loans and borrowings | 21 | 47,910,000 | 1,073,558 |
| Other liabilities | 22 | 73,019 | 145,088 |
| Lease liabilities | 12 | 476,282 | 471,483 |
| Provisions | 20 | 625,453 | 637,653 |
| Current tax liabilities | 1,739,840 | 5,264,880 | |
───────── |
───────── |
||
| Total current liabilities | 53,768,715 | 12,525,134 | |
───────── |
───────── |
||
| NON-CURRENT LIABILITIES | |||
| Interest bearing loans and borrowings | 21 | 99,619,257 | 86,728,446 |
| Lease liabilities | 12 | 485,195 | 961,479 |
| Deferred tax liabilities | 6 | 2,545,747 | 3,339,603 |
───────── |
───────── |
||
| Total non-current liabilities | 102,650,199 | 91,029,528 | |
───────── |
───────── |
||
| TOTAL LIABILITIES | 156,418,914 | 103,554,662 | |
───────── |
───────── |
||
| NET ASSETS | 180,413,062 | 179,505,950 | |
═════════ |
═════════ |
||
| EQUITY | |||
| Contributed equity | 23 | 97,231,880 | 97,231,880 |
| Retained earnings | 75,698,079 | 84,055,599 | |
| Other reserves | 24 | 598,229 | 52,668 |
───────── |
───────── |
||
| Total parent entity interest | 173,528,188 | 181,340,147 | |
| Non-controlling interest | 6,884,874 | (1,834,197) | |
───────── |
───────── |
||
| TOTAL EQUITY | 180,413,062 | 179,505,950 | |
═════════ |
═════════ |
The above consolidated statement of financial position is to be read in conjunction with the accompanying notes.
17
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2024
| Notes | Contributed | Retained | Other | Owners of the | Non-controlling | |||
|---|---|---|---|---|---|---|---|---|
| equity | earnings | reserves | Other equity | parent | interest | Total | ||
| $ | $ | $ | $ | $ | $ | $ | ||
| At 1 July 2023 | 97,231,880 | 84,055,599 | 52,668 | - | 181,340,147 | (1,834,197) | 179,505,950 | |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ||
| Profit for the year | - | (2,516,310) | (2,516,310) | (2,165,561) | (4,681,871) | |||
| Other comprehensive income | - | - | - | - | - | - | - | |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ||
| Total comprehensive income for the year | - | (2,516,310) | - | - | (2,516,310) | (2,165,561) | (4,681,871) | |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ||
| Transactions with shareholders: | ||||||||
| Change in non-controlling ownership interests | 24 | - | - | 314 | - | 314 | 14,036,065 | 14,036,379 |
| Return of capital | - | - | - | - | - | (1,908,032) | (1,908,032) | |
| Dividends paid | 8 | - | (5,841,210) | - | - | (5,841,210) | (1,243,401) | (7,084,611) |
| Share based payment | 24 | - | - | 545,247 | - | 545,247 | 545,247 | |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ||
| At 30 June 2024 | 97,231,880 | 75,698,079 | 598,229 | - | 173,528,188 | 6,884,874 | 180,413,062 | |
════════ |
════════ |
════════ |
════════ |
════════ |
════════ |
════════ |
||
| At 1 July 2022 | 97,231,880 | 79,270,687 | 98,993 | 1,881,405 | 178,482,965 | (2,359,711) | 176,123,254 | |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ||
| Profit for the year | - | 13,417,676 | - | - | 13,417,676 | 465,764 | 13,883,440 | |
| Other comprehensive income | - | - | - | - | - | - | - | |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ||
| Total comprehensive income for the year | - | 13,417,676 | - | - | 13,417,676 | 465,764 | 13,883,440 | |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ||
| Transactions with shareholders: | ||||||||
| Change in non-controlling ownership interests | 24 | - | - | (245,606) | - | (245,606) | 182,075 | (63,531) |
| Return of capital | - | - | - | - | - | (2,418) | (2,418) | |
| Dividends paid | 8 | - | (10,514,169) | - | - | (10,514,169) | (119,907) | (10,634,076) |
| Share based payment | 24 | - | - | 199,281 | - | 199,281 | - | 199,281 |
| Transfer from/(to) equity | - | 1,881,405 | - | (1,881,405) | - | - | - | |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | ||
| At 30 June 2023 | 97,231,880 | 84,055,599 | 52,668 | - | 181,340,147 | (1,834,197) | 179,505,950 | |
════════ |
════════ |
════════ |
════════ |
════════ |
════════ |
════════ |
The above consolidated statement of changes in equity is to be read in conjunction with the accompanying notes.
18
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2024
| Notes | |||
|---|---|---|---|
| 2024 | 2023 | ||
| $ | $ | ||
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Cash receipts in the course of operations | 2,848,002 | 1,427,172 | |
| Cash payments in the course of operations | (8,034,321) | (7,793,438) | |
| Cash proceeds from land held for resale | 6,950,000 | 5,050,000 | |
| Cash payment for land held for resale | (52,073,042) | (1,848,751) | |
| Proceeds on disposal of equity investments | 5,148,877 | 42,517,715 | |
| Payments for equity investments | (10,751,273) | (16,224,494) | |
| Payment on construction contract | (3,812,402) | (43,030,084) | |
| Proceeds from construction contract | 1,985,224 | 64,905,093 | |
| Payment for other assets | (17,902,435) | (40,850,296) | |
| Loans provided | (5,325,565) | (15,488,860) | |
| Loans repaid | 8,071,514 | 38,233,954 | |
| Dividends received | 843,866 | 3,435,665 | |
| Interest received | 2,572,220 | 7,709,087 | |
| Interest paid | (10,376,550) | (4,219,408) | |
| Income taxes paid | (5,514,470) | (6,808,884) | |
| ─────── | ─────── | ||
| Net cash (used in)/provided by operating activities | 25 | (85,370,355) | 27,014,471 |
| ─────── | ─────── | ||
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Payments for investment properties | (374,938) | (21,776) | |
| Proceeds on disposal of investment property | 3,740,000 | - | |
| Payments for property, plant and equipment | (12,106) | (7,614) | |
| Proceeds on sale of subsidiaries | 2 | - | 5,100,000 |
| Payments for acquisition of subsidiaries, net of cash | 2 | (4,421,340) | - |
| Cash held by subsidiaries deconsolidated | - | (6,499,980) | |
| ─────── | ─────── | ||
| Net cash used in investing activities | (1,068,384) | (1,429,370) | |
| ─────── | ─────── | ||
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Repayment of borrowings | (15,023,910) | (5,225,181) | |
| Proceeds from borrowings | 74,168,876 | 36,099,335 | |
| Principal elements of lease payments | (471,485) | (467,270) | |
| Convertible loan note redeemed | - | (50,192,788) | |
| Proceeds from loan note issued | - | 31,141,000 | |
| Loan note issued transaction costs | - | (1,345,040) | |
| Dividends paid | (7,079,625) | (10,676,264) | |
| Transactions with non-controlling interests | (2,284,605) | (152,870) | |
| ─────── | ─────── | ||
| Net cash provided by/(used in) financing activities | 49,309,251 | (819,078) | |
| ─────── | ─────── | ||
| Net (decrease)/increase in cash and cash equivalents | (37,129,488) | 24,766,023 | |
| Cash and cash equivalents at the beginning of the financial year | 51,175,273 | 26,409,250 | |
| ─────── | ─────── | ||
| CASH AND CASH EQUIVALENTS AT THE END OF THE FINANCIAL | |||
| YEAR | 25 | 14,045,785 | 51,175,273 |
═════════ |
═════════ |
The above consolidated statement of cash flows is to be read in conjunction with the accompanying notes.
19
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024
| Note | Contents |
|---|---|
| 1. | Statement of Accounting Policies |
| 2. | Controlled Entities |
| 3. | Parent Company Information |
| 4. | Income |
| 5. | Expenses |
| 6. | Income Tax |
| 7. | Earnings Per Share |
| 8. | Dividends |
| 9. | Financial Assets at Amortised Cost |
| 10. | Assets Classified as Held for Sale |
| 11. | Contract Assets |
| 12. | Leases |
| 13. | Financial Assets at Fair Value Through Profit or Loss |
| 14. | Inventories |
| 15. | Other Assets |
| 16. | Investments Accounted for Using the Equity Method |
| 17. | Investment Properties |
| 18. | Intangible Assets |
| 19. | Trade and Other Payables |
| 20. | Provisions |
| 21. | Interest Bearing Loans and Borrowings |
| 22. | Other Liabilities |
| 23. | Contributed Equity |
| 24. | Other Reserves |
| 25. | Notes to Statement of Cash Flows |
| 26. | Auditors’ Remuneration |
| 27. | Commitments and Contingencies |
| 28. | Segment Information |
| 29. | Related Party Information |
| 30. | Financial Risk Management |
| 31. | Fair Value Measurements |
| 32. | Events Subsequent to Year End |
| 33. | Critical Accounting Estimates and Judgements |
| 34. | Share – Based Payments |
20
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 1: STATEMENT OF ACCOUNTING POLICIES
CVC Limited is a company limited by shares, incorporated and domiciled in Australia.
This note provides a list of material accounting policies adopted in the preparation of the financial report. These accounting policies have been consistently applied by each entity in CVC and, are consistent with those of the previous year.
1.1 Basis of Preparation
The financial report covers CVC Limited (the “Company”) and its controlled entities (“CVC”).
This financial report is a general-purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001 and Australian Accounting Standards (including Australian Accounting Interpretations). CVC is a forprofit entity for the purpose of preparing this financial report.
Compliance with International Financial Reporting Standards
The financial report complies with International Financial Reporting Standards (IFRS).
Functional currency and presentation currency
The financial statements are presented in the Australian currency.
Historical cost convention
The financial report has been prepared on a historical cost basis, except for financial assets at fair value through profit or loss and investment properties which have been measured at fair value.
Rounding of amounts
CVC is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and Investments Commission, relating to “rounding-off”. Amounts in this report have been rounded off in accordance with that Corporations Instrument to the nearest dollar unless otherwise stated.
New and amended standards adopted
CVC has adopted all of the applicable new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (‘AASB’) that are mandatory for the current reporting period, including AASB 2021-2 Amendments to Australian Accounting Standards – Disclosure of Accounting Policies Definition of Accounting Estimates . Adoption of the applicable new or amended standards did not have a material impact on CVC.
Certain new accounting standards and interpretations have been published that are not mandatory for 30 June 2024 reporting periods and have not been early adopted by CVC. These standards are not expected to have a material impact on CVC in the current or future reporting periods.
1.2 Current and non-current classification
CVC presents assets and liabilities in the Statement of Financial Position as current or non-current.
-
Current assets include assets held primarily for trading purposes, cash and cash equivalents, and assets expected to be realised in, or intended for sale or use in, the course of CVC’s operating cycle and within one year from the reporting date. All other assets are classified as non-current.
-
Current liabilities include liabilities held primarily for trading purposes, liabilities expected to be settled in the course of CVC’s operating cycle and those liabilities due within one year from the reporting date. All other liabilities are classified as non-current liabilities.
21
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 1: STATEMENT OF ACCOUNTING POLICIES (CONTINUED)
1.3 Critical accounting estimates and judgements
The preparation of financial statements in conformity with Australian Accounting Standards requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying CVC’s accounting policies.
The financial statement areas that involve the use of key estimates and judgements that have a significant risk of causing a material adjustment to the carrying amount of certain assets and liabilities are:
-
Assessment of recoverable amount of investments accounted for using the equity method (refer note 33.1);
-
Assessment of recoverable amount of financial assets at amortised cost (refer note 9);
-
Valuation of inventories (refer note 14);
-
Valuation of investment properties (refer note 17);
-
Fair value of certain financial assets at fair value through profit or loss (refer note 13 and note 33.2);
-
Recoverable value of other assets (refer note 15);
-
Recoverability of current and deferred tax assets and measurement of current and deferred tax liabilities, and the likelihood of generating sufficient future taxable profits to recover such tax balances (refer note 6); and
-
Fair value of performance rights (refer note 34).
1.4 Principles of Consolidation and equity accounting
Subsidiaries
Subsidiaries are all entities over which CVC has control. CVC controls an entity where CVC is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to CVC. They are deconsolidated from the date that control ceases.
In preparing the consolidated financial statements, all intercompany balances and transactions, income and expenses and profits and losses resulting from intra-group transactions have been eliminated in full and the reporting period and accounting policies of subsidiaries are consistent with those of the parent entity.
Non-controlling interests not held by CVC are allocated their share of net profit after tax in the statement of profit or loss and are presented within equity in the consolidated statement of financial position, separately from parent shareholders’ equity.
Associates
Associates are those entities, other than partnerships, over which CVC exercises significant influence but not control. In the consolidated financial statements investments in associates are accounted for using equity accounting principles. Under the equity method, the share of the profits or losses of the associate is recognised in profit or loss and the share of the movements in equity is recognised in other comprehensive income. Investments in associates are carried in the statement of financial position at cost plus post acquisition changes in the consolidated entity’s share of net assets of the associate. Goodwill relating to the associate is included in the carrying amount of the investment and is neither amortised nor individually tested for impairment. Dividends received or receivable from associates reduce the carrying amount of the investment. Investments in associates are carried at the lower of the equity accounted amount and recoverable amount. CVC’s equity accounted share of the associates’ net profit or loss is recognised in the consolidated statement of profit or loss from the date significant influence commences until the date significant influence ceases.
Where an equity accounted investment is disposed of and (or) significant influence is lost, any remaining investment is measured at fair value at the disposal date, and is accounted for as a financial asset in accordance with AASB 9 Financial instruments . The difference between the previous carrying amount and fair value of the remaining investment is recognised in profit or loss as a gain or loss on disposal.
Joint ventures
CVC’s interests in joint venture partnerships are accounted for using equity accounting principles. Investments in joint venture partnerships are carried at the lower of the equity accounted amount and recoverable amount. CVC’s equity accounted share of the joint venture partnerships’ net profit or loss is recognised in the consolidated statement of profit or loss from the date joint control commences to the date joint control ceases. CVC’s share of other movements in reserves is recognised directly in other comprehensive income.
22
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 1: STATEMENT OF ACCOUNTING POLICIES (CONTINUED)
1.5 Impairment
Goodwill and intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment or more frequently if events or changes in circumstances indicate that they might be impaired. Other assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. Recoverable amount is the higher of an asset’s fair value less costs of disposal and value-in-use. The value-in-use is the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to form a cash-generating unit. Non-financial assets other than goodwill that suffered impairment are tested for possible reversal of the impairment whenever events or changes in circumstances indicate that the impairment may have reversed.
1.6 Income Tax and Other Taxes
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities on the current period’s taxable income at the tax rates enacted by the reporting date. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred income tax is provided on all temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred income tax assets are recognised for all deductible temporary differences, carry-forward amounts of unused tax credits and unused tax losses, to the extent that it is probable that taxable profits will be available against which deductible temporary differences and the carry-forward amount of unused tax credits can be utilised. Unrecognised deferred income tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation authority.
Income taxes relating to items recognised directly in equity are recognised in equity and not in profit.
Tax consolidation legislation
The 100% owned subsidiaries of the Company formed a tax consolidation group on at 30 June 2003. The entities in the consolidated group continue to account for their own current and deferred tax amounts. CVC has applied the “stand-alone taxpayer” approach in determining the appropriate amount of current taxes and deferred taxes to be allocated to members of the tax consolidated group. The Company recognises the current tax liabilities (or assets) from controlled entities in the tax consolidated group. To the extent that it is probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised the Company recognises the deferred tax assets from unused tax losses and unused tax credits assumed from controlled entities in the tax consolidated group.
Members of the tax consolidated group have entered into a tax funding agreement. Under the funding agreement the allocation of tax within the group is calculated as if each entity was an individual entity for tax purposes. Unless agreed between the members, the funding agreement requires payment as a result of the transfer of tax amounts.
23
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 1: STATEMENT OF ACCOUNTING POLICIES (CONTINUED)
1.7 Business Combination
The acquisition method of accounting is used to account for all business combinations.
The excess of the:
-
consideration transferred,
-
amount of any non-controlling interest in the acquired entity, and
-
acquisition-date fair value of any previous equity interest in the acquired entity
over the fair value of the net identifiable assets acquired is recorded as goodwill. If those amounts are less than the fair value of the net identifiable assets of the business acquired, the difference is recognised directly in profit or loss as a bargain purchase.
For business combinations which involve an equity interest previously held by CVC which qualified as an associate or a jointly controlled entity, it is similarly treated as if it were disposed of and reacquired at fair value on the acquisition date. Accordingly, it is remeasured to its acquisition date fair value, and any resulting gain or loss compared to its carrying amount at acquisition date is recognised in the statement of profit or loss.
1.8 Cash and Cash Equivalents
Cash includes cash on hand and short-term deposits with an original maturity of three months or less.
1.9 Trade and Other Payables
Trade and other payables are carried at amortised cost and represent liabilities for goods and services provided to CVC prior to the end of the financial year that are unpaid and arise when CVC becomes obliged to make future payments in respect of the purchase of these goods and services. Trade payables are non-interest bearing and are normally settled on average between 30 – 45 day terms.
1.10 Trade and Other Receivables
Trade and other receivables are stated at their amortised cost less any allowance for expected credit losses. Individual debts that are known to be uncollectible are written off when identified. CVC applies the simplified approach to measuring expected credit losses using a lifetime expected credit loss provision for trade and other receivables. The measurement of expected loss is based on CVC’s historical credit losses experienced and then adjusted for current and forward-looking information affecting CVC’s customers.
1.11 Contract Assets and Contract Liabilities
A contract asset is the entity’s right to consideration in exchange for goods or services that the entity has transferred to the customer. A contract asset becomes a receivable when the entity’s right to consideration is unconditional, which is the case when only the passage of time is required before payment of the consideration is due. A contract liability is an entity’s obligation to transfer goods or services to a customer for which the entity has received consideration (or an amount of consideration is due) from the customer. Individual contract assets that are known to be uncollectible are written off when identified. CVC applies the simplified approach to measuring expected credit losses using a lifetime expected credit loss provision for contract assets. The measurement of expected loss is based on CVC’s historical credit losses experienced and then adjusted for current and forward-looking information affecting CVC’s customers.
24
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 1: STATEMENT OF ACCOUNTING POLICIES (CONTINUED)
1.12 Inventories
CVC develops residential and commercial properties for sale which are classified as inventories. Development projects are valued at the lower of cost and net realisable value (NRV). Cost includes costs of acquisition, development and all other costs directly related to specific projects. NRV is the estimated selling price in the ordinary course of business less estimated costs to complete and sell the development.
1.13 Investment properties
Investment properties are initially measured at cost, including transaction costs. Investment properties are subsequently measured at fair value, which reflect market conditions at the reporting date. Gains or losses arising from changes in the fair value of investment properties are recognised in the statement of profit or loss in the year in which they arise.
1.14 Other non-current assets
Other non-current assets include call options and put and call option at contracted cost to purchase property, non-refundable call option fees paid, security deposit and associated due diligence costs paid in relation to land subject to rezoning and further development. Other non-current assets are recorded at cost and tested for impairment at each reporting date, with recoverable amounts being estimated when events or changes in circumstances indicate that they might be impaired. Impairment losses on other non-current assets are taken to the statement of profit or loss.
1.15 Financial Assets
(a) Classification
Financial assets in the scope of AASB 9 Financial Instruments are classified in the following measurement categories:
-
those to be measured subsequently at fair value (either through other comprehensive income (OCI), or through profit or loss); and
-
those to be measured at amortised cost.
The classification depends on the entity’s business model for managing the financial assets and the contractual terms of the cash flows.
For assets measured at fair value, gains and losses will be recorded in statement of profit or loss and other comprehensive income.
Debt investments are reclassified when and only when its business model for managing those assets changes.
25
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 1: STATEMENT OF ACCOUNTING POLICIES (CONTINUED)
1.15 Financial Assets (continued)
(b) Measurement
Initial measurement
At initial recognition, a financial asset is measured at its fair value plus, in the case of a financial asset not at fair value through profit or loss (FVPL), transaction costs that are directly attributable to the acquisition of the financial asset.
Subsequent measurement
Financial assets at amortised cost
Financial assets at amortised cost are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest. Interest income from these financial assets is included in finance income using the effective interest rate method. Any gain or loss arising on derecognition is recognised directly in the statement of profit or loss. Impairment losses are presented as a separate line item in the statement of profit or loss.
Financial assets at fair value through profit or loss (FVPL)
Equity investments that have not been elected to present as financial assets at fair value through other comprehensive income are measured at FVPL. Changes in the fair value of financial assets at FVPL are recognised in the statement of profit or loss as applicable.
(c) Impairment
The expected credit losses associated with debt instruments carried at amortised cost is assessed on a forward looking basis. The expected credit loss is determined based on changes in the financial asset’s underlying credit risk and includes forwardlooking information. Where there has been a significant increase in credit risk since initial recognition, the expected credit loss is determined with reference to the probability of default. CVC applies its judgement in determining whether there has been a significant increase in credit risk since initial recognition based on qualitative, quantitative, and reasonable and supportable information that includes forward-looking information.
Expected credit loss is generally determined based on the contractual maturity of the financial asset and an assessment of the underlying security provided by the counterparty. The expected credit loss is measured as the product of probability of default, loss given default and exposure at default, with increases and decreases in the measured expected credit loss from the date of origination being recognised in the statement of profit or loss as either an impairment loss or gain.
Outcomes within the next financial period that are different from assumptions and estimates could result in changes to the timing and amount of expected credit losses to be recognised.
The loss allowances for expected credit loss are presented in the statement of financial position as a deduction to the gross carrying amount.
1.16 Intangible Assets
Goodwill
Goodwill on acquisition of businesses is included in intangible assets. Goodwill is considered to have an indefinite life and represents the excess of the purchase consideration over the fair value of identifiable net assets acquired at the time of acquisition of a business or shares in a controlled entity. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is not amortised but is tested annually for impairment or more frequently if events or changes in circumstances indicate that they might be impaired. Impairment losses on goodwill are taken to the statement of profit or loss and are not subsequently reversed.
1.17 Non-current assets (or disposal groups) held for sale
Non-current assets (or disposal groups) are classified as held for sale if their carrying amounts will be recovered through a sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at the lower of their carrying amount and fair value less costs to sell.
26
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 1: STATEMENT OF ACCOUNTING POLICIES (CONTINUED)
1.18 Interest-Bearing Loans and Borrowings
All loans and borrowings are initially recognised at the fair value of the consideration received less directly attributable transaction costs. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest method. Borrowing costs consist of interest and other costs relating to the financing of the acquisition of investment properties, and are expensed in the period they occur.
The fair value of the liability portion of a convertible note is determined using a market interest rate for an equivalent nonconvertible note. This amount is recorded as a liability on an amortised cost basis until extinguished on conversion or maturity of the notes. The remainder of the proceeds is allocated to the conversion option. This is recognised and included in shareholders’ equity, net of income tax effects. The carrying amount of the conversion option is not remeasured in subsequent periods. Interest on convertible notes and non-convertible notes are expensed in profit or loss.
1.19 Other Liabilities
Other liabilities relate to non-controlling interests in contributory investment trusts that CVC has assessed that it controls and the units issued by these funds meet the definition of a liability in accordance with AASB 132 Financial Instruments: Presentation rather than classified as equity.
1.20 Revenue
Revenue from contract with customers
Contract Revenue
CVC develops commercial properties. There is ordinarily one performance obligation, being the delivery of a completed building to a customer, including design, construction and leasing (if applicable) of the building. The performance obligation is satisfied, and revenue including costs and margin is recognised, over time with progress determined in line with the building’s percentage of completion. The percentage of completion is determined by costs incurred to date as a percentage of total expected costs. This method best represents the passing of control of the building to the customer as it is being built. Estimates of costs and project completion and associated revenue are revised if circumstances change, with any resulting increases or decreases reflected in the statement of profit or loss. The revenue is only recognised to the extent it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur when the uncertainty is subsequently resolved.
Sale of land
CVC develops and sells commercial land. Revenue is recognised when control of the property has transferred to the customer. The revenue is measured at the transaction price agreed under the contract. The properties have generally no alternative use for CVC due to contractual restrictions. However, an enforceable right to payment does not arise until legal title has passed to the customer. Therefore, revenue is recognised at a point in time when the legal title has passed to the customer. The consideration is due when legal title has been transferred.
Management Fee Income
Management fee income are provided to customers as a series of distinct goods or services that are substantially the same and transferred over time, either separately or in combination as an integrated offering, and are treated as a single performance obligation.
Financing components
CVC does not expect to have any contracts where the period between the transfer of promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, CVC does not adjust any of the transaction prices for the time value of money.
27
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 1: STATEMENT OF ACCOUNTING POLICIES (CONTINUED)
1.20 Revenue (continued)
Other income
Rental income
Rental revenue from operating leases is recognised on a straight line basis over the term of the lease.
Interest income
Revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset.
Dividends
Revenue from dividends and other distributions from controlled entities are recognised by the parent entity when they are declared by the controlled entities.
Revenue from dividends from investments other than associates is recognised when right to receive is established. Dividends received out of pre-acquisition reserves are recognised in revenue and the investment is also assessed for impairment.
1.21 Employee Entitlements
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be wholly settled within 12 months of the reporting date are recognised in other payables in respect of employees’ services up to the reporting date. They are measured at the amounts expected to be paid when the liabilities are settled including “on-costs”.
Long service leave
The liability for long service leave is recognised in the provision for employee benefits and measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date.
Share-based payments
CVC provides benefits to employees in the form of share-based payments, whereby employees render services in exchange for rights over shares (equity-settled transactions).
The cost of these equity-settled transactions with employees is measured by reference to the fair value of the equity instruments at the date at which they are granted, and amortised over the vesting period of the plan. The number of rights expected to vest is reviewed and adjusted at each reporting date such that the amount recognised for services received as consideration for the equity instruments granted shall be based on the number of equity instruments that eventually vest.
1.22 Earnings Per Share
Basic earnings per share is calculated as net profit/(loss) attributable to members of the parent, adjusted to exclude any costs of servicing equity (other than dividends) and preference share dividends, divided by the weighted average number of ordinary shares, adjusted for any bonus element.
1.23 Segment Reporting
A business segment is a distinguishable component of the entity that is engaged in providing differentiated products or services. Operating segments are presented using the ‘management approach’, where the information presented is on the same basis as the internal reports provided to the Chief Operating Decision Makers (‘CODM’). The CODM is responsible for the allocation of resources to operating segments and assessing their performance.
1.24 Foreign Currency Translation
Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at financial year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.
Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss.
28
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 2: CONTROLLED ENTITIES
2.1 Composition of Consolidated Group
The consolidated financial statements include the following controlled entities. The financial years of all controlled entities are the same as that of the parent entity. Companies incorporated in Australia:
| e same as that of the parent entity. ompanies incorporated in Australia: |
||||
|---|---|---|---|---|
| Interest Held by Consolidated | Interest held by non- | |||
| Entity | controlling | interests | ||
| 2024 | 2023 | 2024 | 2023 | |
| % | % | % | % | |
| CVC Limited | ||||
| Directly Controlled Entities: | ||||
| 79 Logan Road Pty Ltd (a) | 52.5 | n/a | 47.5 | n/a |
| 79 Logan Road Trust (a) | 52.5 | n/a | 47.5 | n/a |
| Albemarle Altfi Investments Unit Trust | 100 | 100 | - | - |
| Biggee Pty Limited | 60 | 60 | 40 | 40 |
| Biomedical Systems Pty Limited | 100 | 100 | - | - |
| CVC Caboolture Unit Trust | 60 | 60 | 40 | 40 |
| CVC Investment Co Pty Limited | 100 | - | - | - |
| CVC Investment Managers Pty Limited | 100 | 100 | - | - |
| CVC Managers Pty Limited | 100 | 100 | - | - |
| CVC Mezzanine Finance Pty Limited | 100 | 100 | - | - |
| CVC (Newcastle) Pty Limited | 100 | 100 | - | - |
| CVC Property Investments Pty Limited | 100 | 100 | - | - |
| CVC Renewables Pty Limited | 100 | 94 | - | 6 |
| EFM Harpley Property Trust | 100 | 100 | - | - |
| Eildon Debt Fund (b) | ||||
| - V Class | - | 100 | - | - |
| - AU Class | 100 | - | - | - |
| Eildon Property Investment (E) Fund (b) | ||||
| - B Class | 96 | 96 | 4 | 4 |
| Harpley Developments Pty Limited | 100 | 100 | - | - |
| JAK Mickleham Road Pty Limited | - | 100 | - | - |
| LAC JV Pty Limited | 66.7 | 66.7 | 33.3 | 33.3 |
| LAC JV Unit Trust | 66.7 | 66.7 | 33.3 | 33.3 |
| LAC JV No. 2 Pty Limited | - | 50 | - | 50 |
| LAC JV No. 2 Unit Trust | - | 50 | - | 50 |
| MAC 1 MP Pty Ltd | 66 | 66 | 34 | 34 |
| Marsden Park Development Trust | 66 | 66 | 34 | 34 |
| Norwell Valley Collective Pty Ltd | 60 | 60 | 40 | 40 |
| Officer Land Co Pty Ltd | 70 | - | 30 | - |
| Safari Capital Pty Limited | - | 100 | - | - |
| Stinoc Pty Limited | 99 | 99 | 1 | 1 |
| West Melb Land Holdings Pty Ltd | 80.5 | 80.5 | 19.5 | 19.5 |
| Controlled Entity owned by West Melb Land Holdings Pty Ltd: | ||||
| Truganina Land Co Pty Ltd | 70 | 70 | 30 | 30 |
(a) On 4 July 2023, CVC acquired additional 17.5% of the entities which resulted in CVC’s holding increasing to 52.5%. As such, the entities became subsidiaries of CVC after the transaction. Refer note 2.3.
(b) Units issued in the fund meet the definition of a liability under AASB 132 Financial Instruments: Presentation rather than equity. As such, the units in the funds not eliminated on consolidation are recognised as “Other Liabilities” in the statement of financial position.
29
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 2: CONTROLLED ENTITIES (CONTINUED)
2.2 Deconsolidation of Subsidiaries
Year ended 30 June 2023
EFM Harpley Town Centre Property Trust
During the 2023 financial year, CVC sold 52.4% of its holding in EFM Harpley Town Centre Property Trust for $5.1m, resulting in a $857,701 gain on sale taken to profit or loss. Subsequent to the sale, the trust has been accounted as associate investment using the equity method. The investment was reclassified to Assets Classified as Held for Sale on 30 June 2024. Refer Note 10.
2.3 Business Combination
79 Logan Road Trust
On 4 July 2023, CVC acquired 17.5% of 79 Logan Trust for a consideration of $4,644,692. Immediately prior to that date the Company had an existing holding of 35% of the equity on issue with a carrying amount of $8,471,784.
A summary of the acquisition is as follows:
| $ | |
|---|---|
| Purchase consideration: | |
| Cash paid | 4,644,692 |
| Carrying amount prior to acquisition | 8,471,784 |
| ──────── | |
| Total purchase consideration | 13,116,476 |
| ════════ | |
| Fair value of Assets and Liabilities of 79 Logan Road Trust at Acquisition: | |
| Cash assets | 223,352 |
| Trade and other receivables (a) | 125,873 |
| Investment property | 38,400,000 |
| Trade and other payables | (224,538) |
| Interest bearing loan | (11,320,000) |
| ──────── | |
| Net identifiable assets acquired | 27,204,687 |
| Less: non-controlling interest (b) | (14,410,004) |
| Add: goodwill (c) | 321,793 |
| ──────── | |
| Net assets acquired | 13,116,476 |
| ════════ | |
| Cash outflow | |
| Cash consideration | 4,644,692 |
| Less: balances acquired | |
| Cash | (223,352) |
| ──────── | |
| Net outflow of cash – investing activities | 4,421,340 |
| ════════ |
(a) The fair value of acquired trade and other receivables is the gross contractual amount.
(b) CVC has recognised the non-controlling interest at the non-controlling interest’s proportionate share of the net identifiable assets.
(c) The goodwill is attributable to the value of business in 79 Logan Trust. It will not be deductible for tax purpose. The goodwill has been fully impaired during the year. Refer note 18.
For the period from acquisition to 30 June 2024, the acquired business contributed revenues of $1.4m and net profit of $71k. If the acquisition had occurred on 1 July 2023, the contributed revenues and net profit would not have been materially different to the actual amounts contributed.
30
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 2: CONTROLLED ENTITIES (CONTINUED)
2.4 Interest in material subsidiaries
(a) Significant restrictions
CVC has constitutional restrictions on its ability to access or use the assets of CVC Caboolture Unit Trust, Eildon Debt Fund, Eildon Property Investment (E) Fund, LAC JV Unit Trust and Marsden Park Development Trust, which arise from the operation of the various Trust Deeds of the entities. CVC has an interest in the equity of these entities, but does not have a right to their assets or liabilities.
The carrying amount of the non-controlling interests of the various entities included within the consolidated financial statements to which these restrictions apply is a net asset of $6,884,874 (2023: liability of $1,834,197).
(b) Information on subsidiaries:
Set out below are those entities that have non-controlling interests that are material to CVC.
Marsden Park Development Trust: a property development in Riverstone, New South Wales. CVC Caboolture Unit Trust: a property development in Caboolture, Queensland. Biggee Pty Ltd: a property development in Vasity Lakes, Queensland Truganina Land Co Pty Ltd: a property development in Truganina, Victoria. 79 Logan Road Trust a commercial property in Woolloongabba, Queensland with a long term lease to an ASX listed entity, with residential development approval.
Norwell Valley Collective Pty Ltd: a property development project in Norwell, Queensland.
31
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 2: CONTROLLED ENTITIES (CONTINUED)
2.4 Interest in material subsidiaries (Continued)
(b) Information on subsidiaries (continued):
Set out below is summarised financial information for each subsidiary that has non-controlling interests that are material to CVC. The amounts disclosed for each subsidiary are before inter-company eliminations.
| Marsden Park | Marsden Park | CVC Caboolture Unit | CVC Caboolture Unit | Biggee | Pty Ltd | |
|---|---|---|---|---|---|---|
| Development Trust | Trust | |||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| $ | $ | $ | $ | $ | $ | |
| Summarised statement of financial position | ||||||
| Current assets | 5,733,819 | 31,542 | 459,964 | 6,214,140 | 4,600,336 | 6,838,898 |
| Current liabilities | 270,438 | 7,892 | 495,146 | 4,657,207 | 26,675,918 | 104,557 |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── |
|
| Current net assets | 5,463,381 | 23,650 | (35,182) | 1,556,933 | (22,075,582) | 6,734,341 |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── |
|
| Non-current assets | 21,378,384 | 13,441,003 | - | 4,000,000 | 54,728,252 | 4,259,282 |
| Non-current liabilities | 32,528,111 | 17,503,221 | - | 4,213,058 | 36,817,429 | 11,956,918 |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── |
|
| Non-current net assets | (11,149,727) | (4,062,218) | - | (213,058) | 17,910,823 | (7,697,636) |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── |
|
| Net assets | (5,686,346) | (4,038,568) | (35,182) | 1,343,875 | (4,164,759) | (963,295) |
| Accumulated NCI | (2,331,509) | (1,773,328) | (14,073) | 537,550 | (1,665,904) | (385,318) |
| Summarised statement of comprehensive income | ||||||
| Revenue | 32,092 | 479,011 | 5,757,316 | 66,578,492 | 47,018 | - |
| (Loss)/profit for the period | (1,647,778) | (867,000) | 1,729,471 | 4,784,656 | (3,201,464) | (963,295) |
| Other comprehensive income | - | - | - | - | - | - |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Total comprehensive income | (1,647,778) | (867,000) | 1,729,471 | 4,784,656 | (3,201,464) | (963,295) |
| (Loss)/profit allocated to NCI | (565,682) | (299,191) | 691,789 | 1,913,862 | (1,280,586) | (385,318) |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Dividends paid to NCI | - | - | (1,243,401) | 118,071 | - | - |
| Summarised statement of cash flows | ||||||
| Cash flows (used in)/from | ||||||
| operating activities | (8,109,179) | (313,580) | 5,760,437 | 25,499,947 | (46,571,620) | (10,499,965) |
| Cash flows from/(used in) | ||||||
| financing activities | 13,346,520 | 320,738 | (8,604,491) | (22,661,431) | 46,884,381 | 10,579,949 |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Net increase/(decrease) cash | ||||||
| and cash equivalents | 5,237,341 | 7,158 | (2,844,054) | 2,838,516 | 312,761 | 79,984 |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── |
32
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 2: CONTROLLED ENTITIES (CONTINUED)
2.4 Interest in material subsidiaries (Continued)
(b) Information on subsidiaries (continued):
| Truganina Land | Co Pty Ltd | 79 Logan Road | Trust (a) | Norwell Valley | Collective P/L | |
|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| $ | $ | $ | $ | $ | $ | |
| Summarised statement of financial position | ||||||
| Current assets | 269 | 107,906 | 392,620 | - | 99,339 | 58,940 |
| Current liabilities | - | - | 210,535 | - | 100,976 | 92,596 |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Current net assets | 269 | 107,906 | 182,085 | - | (1,637) | (33,656) |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Non-current assets | 13,513,064 | 7,117,411 | 38,400,000 | - | 4,130,927 | 2,514,996 |
| Non-current liabilities | 14,511,171 | 7,314,601 | 15,240,000 | - | 6,896,048 | 3,968,909 |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Non-current net assets | (998,107) | (197,190) | 23,160,000 | - | (2,765,121) | (1,453,913) |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Net assets | (997,838) | (89,284) | 23,342,085 | - | (2,766,758) | (1,487,569) |
| Accumulated NCI | (435,556) | (38,973) | 12,565,428 | - | (1,106,703) | (595,068) |
| Summarised statement of comprehensive income | ||||||
| Revenue | - | - | 1,397,419 | - | - | - |
| (Loss)/profit for the period | (908,554) | (89,286) | 71,273 | - | (1,279,189) | (1,487,669) |
| Other comprehensive income | - | - | - | - | - | - |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Total comprehensive income | (908,554) | (89,286) | 71,273 | - | (1,279,189) | (1,487,669) |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Profit allocated to NCI | (396,584) | (38,973) | 24,015 | - | (511,676) | (595,068) |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Dividends paid to NCI | - | - | - | - | - | - |
| Summarised statement of cash flows | ||||||
| Cash flows (used in) /from | ||||||
| operating activities | (5,898,678) | (7,187,619) | 4,953,632 | - | (1,873,005) | (3,152,421) |
| Cash flows from/(used in) | ||||||
| financing activities | 5,898,945 | 7,187,619 | (4,914,013) | - | 1,903,917 | 3,152,421 |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Net increase cash and cash | ||||||
| equivalents | 267 | - | 39,619 | - | 30,912 | - |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── |
(a) On 4 July 2023, CVC acquired additional 17.5% of the trust which resulted in CVC’s holding increasing to 52.5%. As such, the trust became a subsidiary of CVC after the transaction. Refer note 2.3
33
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 2: CONTROLLED ENTITIES (CONTINUED)
2.5 Transactions with non-controlling interests
There were no material transactions with non-controlling interest for the year ended 30 June 2024 and the year ended 30 June 2023.
NOTE 3: PARENT COMPANY INFORMATION
3.1 Summary financial information
The individual financial statements for the parent company, CVC Limited, show the following aggregate amounts:
| 2024 | 2023 | |
|---|---|---|
| $ | $ | |
| Current assets | 40,935,869 | 80,039,165 |
───────── |
───────── |
|
| TOTAL ASSETS | 264,505,341 | 229,449,402 |
═════════ |
═════════ |
|
| Current liabilities | 8,317,529 | 5,880,912 |
───────── |
───────── |
|
| TOTAL LIABILITIES | 124,430,052 | 112,828,174 |
═════════ |
═════════ |
|
| EQUITY | ||
| Contributed equity | 97,231,880 | 97,231,880 |
| Retained earnings | 41,453,476 | 18,544,662 |
| Other reserve | 1,389,933 | 844,686 |
───────── |
───────── |
|
| TOTAL EQUITY | 140,075,289 | 116,621,228 |
═════════ |
═════════ |
|
| Net profit | 28,750,019 | 26,414,086 |
───────── |
───────── |
|
| Total comprehensive income for the year | 28,750,019 | 26,414,086 |
═════════ |
═════════ |
The financial information for the Company has been prepared on the same basis as the consolidated financial statements with the exception of investments in associates and controlled entities which are accounted for as “fair value through profit or loss” investments.
34
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 3: PARENT COMPANY INFORMATION (CONTINUED)
| 2024 | 2023 | ||
|---|---|---|---|
| $ | $ | ||
| **3.2 ** | Commitments and Contingent liabilities | ||
| Amounts available to be called by investees for partially paid shares and units | |||
| Related entities | 766,667 | 7,500,000 | |
═════════ |
═════════ |
||
| Amounts available to be drawn by borrowers under existing loan facility agreements | |||
| Related entities | 102,740 | 3,020,000 | |
| Unrelated entities | 694,274 | 1,942,454 | |
───────── |
───────── |
||
| 797,014 | 4,962,454 | ||
═════════ |
═════════ |
3.3 Financial Guarantees
The Directors are of the opinion that provisions are not required in respect of these matters, as it is not probable that a future sacrifice of economic benefits will be required or the amount is not capable of reliable measurement.
| Guarantees (a) | 30,000,000 | - | |
|---|---|---|---|
═════════ |
═════════ |
||
| (a) | The Company provides guarantee in respect of a bank | loan of a subsidiary, secured by registered | mortgage over the |
| property of the subsidiary. | |||
| NOTE 4: INCOME |
|||
| Development sales and fees: | |||
| Contract revenue | 167,200 | 64,634,135 | |
| Sale of land | 6,950,000 | 5,050,000 | |
───────── |
───────── |
||
| 7,117,200 | 69,684,135 | ||
═════════ |
═════════ |
||
| Interest and fee income: | |||
| Interest income | 7,486,577 | 9,350,086 | |
| Facility fee income | 64,561 | 97,735 | |
───────── |
───────── |
||
| 7,551,138 | 9,447,821 | ||
═════════ |
═════════ |
||
| Other income: | |||
| Profit from equity investments: | |||
| Dividends | 41,043 | 1,754,667 | |
| Gain on deconsolidation (note 2.2) | - | 857,701 | |
| Gain on disposal of held-for sale | - | 1,871,845 | |
| Recovery of financial assets at amortised cost: | |||
| Impairment recovery | - | 2,311,553 | |
| Loan forgiveness | 72,069 | - | |
| Others | |||
| Management fee income | 688,394 | 684,000 | |
| Rental income | 1,605,386 | 309,288 | |
| All other income | 99,714 | 167,287 | |
───────── |
───────── |
||
| 2,506,606 | 7,956,341 | ||
═════════ |
═════════ |
35
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 4: INCOME (CONTINUED)
Disaggregation of revenue from contracts with customers
| Development | Facility fee | Management | Other contract | |
|---|---|---|---|---|
| sales and fees | income | fee income | revenue (a) | |
| $'000's | $'000's | $'000's | $'000's | |
| Timing of revenue recognition | ||||
| Year Ended 30 June 2024 | ||||
| At a point in time | 6,950 | - | - | - |
| Over time | 167 | 65 | 688 | 10 |
───────── |
───────── |
───────── |
───────── |
|
| Revenue from contracts with customers | 7,117 | 65 | 688 | 10 |
───────── |
───────── |
───────── |
───────── |
|
| Year Ended 30 June 2023 | ||||
| At a point in time | 5,050 | - | - | 25 |
| Over time | 64,634 | 98 | 684 | 11 |
───────── |
───────── |
───────── |
───────── |
|
| Revenue from contracts with customers | 69,684 | 98 | 684 | 36 |
───────── |
───────── |
───────── |
───────── |
(a) Other contract revenue were included in All other income.
NOTE 5: EXPENSES
| NOTE 5: EXPENSES | 2024 | 2023 |
| $ | $ | |
| Property development costs: | ||
| Contract cost | - | 57,379,325 |
| Cost of land sold | 4,488,175 | 3,644,912 |
───────── |
───────── |
|
| 4,488,175 | 61,024,237 | |
───────── |
───────── |
|
| Employee and director costs: | ||
| Superannuation | 232,453 | 232,720 |
| Share-based payments | 545,247 | 199,281 |
| Non-executive director fees | 105,450 | 97,489 |
| Termination payment | - | 1,274,737 |
| Other employee costs | 3,525,816 | 3,467,155 |
───────── |
───────── |
|
| 4,408,966 | 5,271,382 | |
───────── |
───────── |
|
| Finance costs: | ||
| Interest and finance charges paid/payable for financial liabilities at amortised cost | 8,757,189 | 6,439,606 |
| Finance cost for non-controlling interest in trust classified as liabilities | - | 10,464 |
| Amortisation of prepaid finance cost (a) | - | 1,041,837 |
| Lease liabilities | 62,489 | 43,902 |
───────── |
───────── |
|
| 8,819,678 | 7,535,809 | |
───────── |
───────── |
(a) The finance cost is in relation to the guarantee provided by a third party to the vendor of the property in Moorebank, New South Wales, being purchased by LAC JV Unit Trust. The guarantee is being amortised over the term that the facility is being provided and it has been fully amortised during the 2023 financial year.
Impairment loss:
| Impairment of financial assets at amortised cost | 2,656,593 | 1,728,926 |
|---|---|---|
| Impairment of investments in associates | - | 1,400,403 |
| Impairment of other assets | 21,953 | 503,486 |
| Impairment of goodwill | 321,793 | - |
───────── |
───────── |
|
| 3,000,339 | 3,632,815 | |
───────── |
───────── |
|
| Other expenses: | ||
| Depreciation and amortisation | 1,212,159 | 770,697 |
| All other overhead expenses | 1,684,006 | 1,925,620 |
───────── |
───────── |
|
| 2,896,165 | 2,696,317 | |
───────── |
───────── |
36
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
| 2024 | 2023 | |
|---|---|---|
| $ | $ | |
| NOTE 6: INCOME TAX |
||
| 6.1 Income Tax Expense | ||
| Accounting (loss)/profit before income tax | (6,478,525) | 19,296,683 |
───────── |
───────── |
|
| Income tax (benefit)/expense at the statutory income tax rate of 30% | (1,943,558) | 5,789,005 |
| Increase in income tax expense due to: | ||
| Sundry items | 80,343 | 172,202 |
| Goodwill impairment | 96,538 | - |
| Trust losses not deductible | 745,764 | 1,306,782 |
| Deferred tax balance not recognised | 384,664 | - |
| Decrease in income tax expense due to: | ||
| Dividends received | - | (103,348) |
| Trust profit not assessable | (819,133) | (1,435,558) |
| Deferred tax balance not previously recognised | (290,320) | (289,740) |
───────── |
───────── |
|
| (1,745,702) | 5,439,343 | |
| Adjustments in respect of current income tax of previous years | (50,952) | (26,100) |
───────── |
───────── |
|
| Income tax (benefit)/expense | (1,796,654) | 5,413,243 |
| ════════ | ════════ | |
| The major components of income tax expense are: | ||
| Current income tax charge | 1,967,046 | 5,748,367 |
| Deferred income tax | (3,712,748) | (309,024) |
| Adjustments in respect of current income tax of previous years | (50,952) | (26,100) |
───────── |
───────── |
|
| Income tax (benefit)/expense reported in the statement of profit or loss | (1,796,654) | 5,413,243 |
| ════════ | ════════ |
6.2 Deferred Tax Assets
Deferred income tax at 30 June related to the following deferred tax assets:
| Included in Income | Included in Equity | Total | |
|---|---|---|---|
| $ | $ | $ | |
| Year ended 30 June 2024 | |||
| Provisions and accrued expenses | 544,194 | - | 544,194 |
| Financial assets | 2,015,453 | - | 2,015,453 |
| Equity accounted income | 42,587 | - | 42,587 |
| Other | 57,034 | 143 | 57,177 |
| Tax losses | 3,788,789 | - | 3,788,789 |
| Deferred tax assets not recognised | (1,401,320) | - | (1,401,320) |
| ──────── | ──────── | ──────── | |
| 5,046,737 | 143 | 5,046,880 | |
═════════ |
═════════ |
═════════ |
37
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 6: INCOME TAX (CONTINUED)
| Included in Income | Included in Equity | Total | |
|---|---|---|---|
| $ | $ | $ | |
| .2 Deferred Tax Assets (Continued) | |||
| Year ended 30 June 2023 | |||
| Provisions and accrued expenses | 280,438 | - | 280,438 |
| Financial assets | 1,011,027 | - | 1,011,027 |
| Equity accounted income | 1,001 | - | 1,001 |
| Other | 314,256 | 389 | 314,645 |
| Tax losses | 1,071,341 | - | 1,071,341 |
| Deferred tax assets not recognised | (623,797) | - | (623,797) |
| ──────── | ──────── | ──────── | |
| 2,054,266 | 389 | 2,054,655 | |
═════════ |
═════════ |
═════════ |
|
| .3 Deferred Tax Liabilities | |||
| Deferred income tax at 30 June related to the following deferred tax liabilities: | |||
| Year ended 30 June 2024 | |||
| Financial assets | 680,990 | - | 680,990 |
| Equity accounted income | 1,792,697 | - | 1,792,697 |
| Other | 72,060 | - | 72,060 |
| ──────── | ──────── | ──────── | |
| 2,545,747 | - | 2,545,747 | |
═════════ |
═════════ |
═════════ |
|
| Year ended 30 June 2023 | |||
| Financial assets | 1,292,194 | - | 1,292,194 |
| Equity accounted income | 1,962,945 | - | 1,962,945 |
| Other | 84,464 | - | 84,464 |
| ──────── | ──────── | ──────── | |
| 3,339,603 | - | 3,339,603 | |
═════════ |
═════════ |
═════════ |
6.2 Deferred Tax Assets (Continued)
6.3 Deferred Tax Liabilities
Deferred income tax at 30 June related to the following deferred tax liabilities:
Deferred income tax assets are offset against deferred income tax liabilities to the extent that it is probable that the timing of the utilisation of the temporary differences will occur in the same accounting period, a legally enforceable right exists to set off tax assets and liabilities and that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
CVC estimates future taxable profits based on forecasts. Future taxable profits are influenced by a variety of general economic and business conditions, which are outside the control of CVC. A change in any of these assumptions could have an impact on the future profitability of CVC and may affect the recovery of deferred tax assets. The recoverability of deferred tax assets including those arising from tax losses has been determined with reference to these forecasts.
38
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED) NOTE 7: EARNINGS PER SHARE
| NOTE 7: EARNINGS PER SHARE |
||
|---|---|---|
| 2024 | 2023 | |
| $ | $ | |
| Basic earnings per share | (0.0215) | 0.1149 |
| ════════ | ════════ | |
| Diluted earnings per share | (0.0215) | 0.1137 |
| ════════ | ════════ | |
| Reconciliation of earnings used in calculation of earnings per share: | ||
| (Loss)/profit after income tax | (4,681,871) | 13,883,440 |
| Less: non-controlling interest | (2,165,561) | 465,764 |
| ──────── | ──────── | |
| Net (loss)/profit attributable to members of the parent entity | (2,516,310) | 13,417,676 |
| ════════ | ════════ | |
| Weighted average number of shares | ||
| Number | of Shares | |
| Weighted average number of shares used in calculating basic earnings per share | 116,824,094 | 116,824,094 |
| Adjustment for calculation of diluted earnings per share (a) | - | 1,139,544 |
| ──────── | ──────── | |
| Weighted average number of shares and potential ordinary shares used in | ||
| calculating earnings per share | 116,824,094 | 117,963,638 |
| ════════ | ════════ |
- (a) The adjustment to weighted number of average shares for 2023 financial year relates to performance rights issued. The convertible notes have been fully redeemed on 22 June 2023 and they were not considered to be dilutive for the purpose of calculating diluted average number of shares as at 30 June 2023. The performance rights are currently not considered to be dilutive for the purpose of calculating diluted average number of shares as the potential issue of such shares would increase earnings per share.
NOTE 8: DIVIDENDS
Dividends proposed or paid and not provided for in previous years by the Company are:
Declared during the financial year and included within the statement of changes in equity:
| Cents | Total | Date of | Tax rate for | Percentage | ||
|---|---|---|---|---|---|---|
| Per Share | $ | Payment | Franking Credit | Franked | ||
| Year | ended 30 June 2024 | |||||
| 2023 | Final dividend on ordinary shares | 5.00 | 5,841,210 | 18 August 2023 | 30% | 100% |
| Year | ended 30 June 2023 | |||||
| 2023 | Interim dividend on ordinary shares | 4.00 | 4,672,964 | 20 February 2023 | 30% |
100% |
| 2022 | Final dividend on ordinary shares | 5.00 | 5,841,205 | 18 February 2022 | 30% |
100% |
Declared after the end of the financial period and not included in the statement of financial position: No final dividend in respect of the year ended 30 June 2024 will be paid.
| The Company | The Company | |
|---|---|---|
| 2024 | 2023 | |
| $ | $ | |
| vidend franking account | ||
| Franking credits available to shareholders for subsequent financial years | 16,641,998 | 10,823,941 |
════════ |
════════ |
Dividend franking account
The franking account is stated on a tax paid basis. The balance comprises the franking account at year-end adjusted for:
-
(a) franking credits that will arise from the payment of the amount of the provision for income tax
-
(b) franking debits that will arise from the refund of overpaid tax instalments paid
-
(c) franking debits that will arise from the payment of dividends recognised as a liability at year-end
-
(d) franking credits that will arise from the receipt of dividends recognised as receivables at the reporting date
-
(e) franking credits that the entity may be prevented from distributing in subsequent years.
The ability to utilise the franking credits is dependent upon there being sufficient available profits to declare dividends.
39
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 9: FINANCIAL ASSETS AT AMORTISED COST
| TE 9: FINANCIAL ASSETS AT AMORTISED COST |
||
|---|---|---|
| 2024 | 2023 | |
| $ | $ | |
| Current | ||
| Trade receivables | 213,316 | 1,887,124 |
| Other receivables | 5,722,954 | 10,013,182 |
| Loans to associated entities | 3,373,046 | - |
| Loans to other entities | 32,443,942 | 30,868,066 |
| Expected credit loss for loans to other entities | - | (227,661) |
| ─────── | ─────── | |
| 41,753,258 | 42,540,711 | |
════════ |
════════ |
|
| Non-current | ||
| Loans to associated entities | 17,398,675 | 29,661,533 |
| Expected credit loss for loans to associated entities | (180,072) | (180,072) |
| Loans to other entities | 8,015,699 | 7,986,090 |
| ─────── | ─────── | |
| 25,234,302 | 37,467,551 | |
════════ |
════════ |
9.1 Loans to various entities
Loans to various entities include Loans to associated entities and Loans to other entities. In the event that a counterparty defaults on a loan, CVC may take possession of security provided. During the year, CVC has not repossessed any assets that have been provided as security.
To assess whether there is a significant increase in credit risk CVC compares the risk of a default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition. It considers available reasonable and supportive forwardlooking information. These include if a counterparty does not pay a scheduled payment of principal and interest, requests a variation to the repayment terms, or management consider that there has been an adverse change in the underlying value of assets securing the loan.
The table below represents the reconciliation of the expected credit loss allowance on loan assets to which the impairment requirements under AASB 9 are applied.
| requirements under AASB 9 are applied. | ||
|---|---|---|
| Movements in the provision for impairment loss were as follows: | ||
| Carrying amount at the beginning of the year | 407,733 | 2,564,287 |
| Expected credit loss allowance recognised during the year | - | 187,032 |
| Unused amount reversed | - | (2,311,553) |
| Loans written off during the year as uncollectable | (227,661) | (32,033) |
| ─────── | ─────── | |
| Carrying amount at the end of the year | 180,072 | 407,733 |
════════ |
════════ |
9.2 Fair value
Due to the short-term nature of the current financial assets at amortised cost, their carrying amount is considered to be the same as their fair value. For the majority of the non-current financial assets at amortised cost, the fair values are also not significantly different from their carrying amounts as interests charged are at market rates.
Further details on credit risk relating to financial assets at amortised cost is set out in note 30.3.
40
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 10: ASSETS CLASSIFIED AS HELD FOR SALE
| 2024 | 2023 | |
|---|---|---|
| $ | $ | |
| Non-Current asset held for sale | ||
| Shares in unlisted corporation | 14,249,649 | - |
═════════ |
═════════ |
During the year, CVC decided to sell its holding in EFM Harpley Town Centre Property Trust. As such, the investment was reclassified from Investments in associates (refer note 16) to non-current asset held for sale. The asset is presented within total assets of the Property Investment segment (refer note 28).
NOTE 11: CONTRACT ASSETS
| Non-Current contract asset | 3,804,400 | 2,514,995 |
|---|---|---|
═════════ |
═════════ |
Contract Assets consists of costs directly related to fulfilling the performance obligations of a contract and anticipated contracts, including professional fees associated with establishing the structure and formulating the contractual agreements. The costs incurred and expected to be incurred have significant financial benefit compared to the current industry standard of similar projects. In addition, CVC expects that the costs are recoverable from the proceeds it will be entitled to under the contract. The contract costs are being amortised over the period from the signing date of the contract until the performance obligation of the contract is satisfied. Amortisation of $254,793 (2023: $181,537) has been charged during the year. Other costs associated with preliminary investigation and tender process of the contract have been expensed.
41
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 June 2024 (CONTINUED)
NOTE 12: LEASES
CVC leases various offices and equipment. Rental contracts are typically made for fixed periods of 5 years to 6 years, without any extension options.
Contracts may contain both lease and non-lease components. CVC allocates the consideration in the contract to the lease and non-lease components based on their relative stand-alone prices.
Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose any covenants other than the security interests in the leased assets that are held by the lessor and bank guarantees provided by CVC (refer note 27.1). Leased assets may not be used as security for borrowing purposes.
| 2024 | 2023 | |
|---|---|---|
| $ | $ | |
| Right-of-use assets | ||
| Office leases | 905,984 | 1,358,976 |
| Equipment | 11,966 | 16,061 |
| ──────── | ──────── | |
| 917,950 | 1,375,037 | |
═════════ |
═════════ |
|
| Lease liabilities | ||
| Current | 476,282 | 471,483 |
| Non-current | 485,195 | 961,479 |
| ──────── | ──────── | |
| 961,477 | 1,432,962 | |
═════════ |
═════════ |
|
| dditions to the right-of-use assets during the year ended 30 June 2024 was Nil (2023: Nil) and the total cash outflow for | ||
| ases was $ 533,973 (2023: $511,172). | ||
| Depreciation charge of right-of-use assets | ||
| Office leases | 452,992 | 452,992 |
| Equipment | 4,095 | 4,095 |
| ──────── | ──────── | |
| 457,087 | 457,087 | |
═════════ |
═════════ |
Additions to the right-of-use assets during the year ended 30 June 2024 was Nil (2023: Nil) and the total cash outflow for leases was $ 533,973 (2023: $511,172).
NOTE 13: FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS
| Current | ||
|---|---|---|
| Investments in unlisted entities | - | 217,422 |
═════════ |
═════════ |
|
| Non-current | ||
| Investments in listed entities | 12,667,569 | 15,726,204 |
| Investments in unlisted entities | 12,845,834 | 14,778,714 |
| ──────── | ──────── | |
| 25,513,403 | 30,504,918 | |
═════════ |
═════════ |
13.1 Investments in listed entities
The carrying value of investments classified as “Investments in listed entities” has been determined by using the fair value approach. The “last-price” was determined to be an appropriate indication for the fair value of the investments. Refer note 33.2.
13.2 Investments in unlisted entities
The carrying value of investments classified as “Investments in unlisted entities” has been determined by using appropriate valuation methods, including reported or latest available price received from the underlying investment entities and net asset backing using the most recent reports provided by the relevant entities. Refer note 31 for further information on fair value measurement.
42
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
| 2024 | 2023 | ||
|---|---|---|---|
| $ | $ | ||
| NOTE 14: | INVENTORIES | ||
| Current | |||
| Land development sites held for resale | 6,844,420 | 4,720,802 | |
═════════ |
═════════ |
||
| Non-current | |||
| Land development sites held for resale | 73,907,693 | 13,441,003 | |
═════════ |
═════════ |
Inventories recognised as an expense for the year ended 30 June 2024 totalled $4,488,175 (2023: $3,644,912). This expense has been included in the statement of profit or loss.
There was no write-downs of inventories during the year (2023: nil).
CVC develops residential and commercial properties for the purpose of sale rather than being held as an investment property. Development projects are valued at the lower of cost and net realisable value (“NRV”). Cost includes costs of acquisition, development and all other costs directly related to specific projects. NRV is the estimated selling price in the ordinary course of business less estimated costs to complete and sell the development.
The projects represent developments at Marsden Park, New South Wales, Burleigh Waters, Queensland and Werribee, Victoria. The recoverability of the carrying value has been assessed as followed:
(a) Marsden Park, New South Wales
An independent valuation was completed in April 2024. The valuation is based on the current land use entitlements (zoning) and utilising a direct comparison basis method. The valuation is significantly greater than the current carrying value of the site.
(b) Burleigh Waters, Queensland
CVC exercised the option and acquired the development site in Burleigh Waters, Queensland during the year. The development approval for subdivision was achieved in FY23. An independent valuation was completed in July 2023 which indicates that the end value of the property is greater than the expected development cost of the site, including the current carrying value and the anticipated construction cost.
- (c) Werribee, Victoria
The site was sold in July 2024. The sale price was significantly higher than the carrying value of the site as at 30 June 2024.
CVC, based on the valuation assessments above, is of the opinion that the NRV of the above land development sites exceeds the current carrying value.
43
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
| 2024 | 2023 | ||
|---|---|---|---|
| $ | $ | ||
| NOTE 15: | OTHER ASSETS | ||
| Current | |||
| Prepayments | 118,838 | 93,870 | |
| Other current assets | 386,911 | 2,413,537 | |
| ──────── | ──────── | ||
| 505,749 | 2,507,407 | ||
| ──────── | ──────── | ||
| Non-current | |||
| Other non-current assets | 66,632,052 | 57,007,010 | |
| ──────── | ──────── |
Other non-current assets
Other non-current assets include call options and put and call options to acquire real properties. The carrying value reflects capitalised non-refundable call option fees paid, security deposits and associated due diligence costs paid. The carrying value of capitalised option costs is assessed for impairment annually. An impairment of $21,953 (2023: $503,486) had been charged against a call option during the year.
Other non-current assets include the following projects:
- (a) Moorebank, New South Wales
CVC has exercised its call option and a put and call option has been entered on 27 June 2023 in relation to the land in Moorebank, New South Wales. An Independent valuation was completed by on 13 August 2024 for the underlining land. The valuation is based on the current land use entitlements (zoning) and utilising a direct comparison basis method. The valuation is significantly greater than the expected cost of the underlining site including the current carrying value of the option and the balance of the purchase price.
(b) Burleigh Waters, Queensland
During the year, CVC has exercised one of the options and acquired a development site in Burleigh Waters, Queensland. The cost of the relevant option has been reclassified to Inventories upon settlement. Refer note 14.
- (c) Officer South, Victoria
During the year, CVC has entered into contracts to acquire two parcels of land in Officer South Employment Precinct in Victoria. CVC is of the opinion that the fair value of the properties is greater than the expected cost of the underlining sites including the current carrying value and the balance of the purchase price.
| NOTE 16: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD |
NOTE 16: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD |
|
|---|---|---|
| Non-current | ||
| Equity accounted interests in joint ventures | 5,900,000 | 193,470 |
| Equity accounted shares in other associated companies | 14,020,433 | 33,254,122 |
| ──────── | ──────── | |
| 19,920,433 | 33,447,592 | |
═════════ |
═════════ |
|
| Management have reviewed the recoverable amount of investments to determine whether an impairment is required. The | ||
| amount of any impairment has been determined after consideration of the recoverable amount of the investments, being a | ||
| recent share price where an active market exists, or alternative valuation methodologies from a review of the operations and | ||
| assets of the company where an active market does not exist. Management assesses the results to determine the most | ||
| appropriate valuation. Refer to note 33.1. | ||
| Reconciliation | ||
| Balance at the beginning of the year | 33,447,592 | 38,905,039 |
| New interests acquired | 13,510,000 | 5,928,956 |
| Share of profits | 6,436,988 | 8,445,577 |
| Return of capital | - | (4,481,656) |
| Dividend paid and other distributions | (9,965,552) | (4,152,634) |
| Impairment of investment | - | (1,400,403) |
| Recognition of associate investments upon loss of control (a) | - | 6,500,000 |
| Transfer to Held for Sale (a) | (14,249,649) | - |
| Reclassification of investment (b) | (8,471,784) | - |
| Disposal of interests | (787,162) | (16,297,287) |
| ──────── | ──────── | |
| Balance at the end of the year | 19,920,433 | 33,447,592 |
═════════ |
═════════ |
- (a) EFM Harpley Town Centre Property Trust became an associate of CVC during the 2023 financial year. Refer note 2.2. It was reclassified to Assets Classified as Held for Sale on 30 June 2024. Refer note 10.
(b) On 4 July 2023, CVC acquired additional 17.5% of 79 Logan Road Trust which resulted in CVC’s holding increasing to 52.5%. As such, the trust became a subsidiary of CVC after the transaction. Refer note 2.3.
44
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 16: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)
16.1 Details of interests in investments accounted for using the equity method are as follows:
| Ownership | Ownership | Investment Information | |
|---|---|---|---|
| Interest | |||
| Consolidated | |||
| 2024 | 2023 | ||
| % | % | ||
| Associated entities in Australia | |||
| 79 Logan Road Pty Ltd (a) | n/a | 35.0 | Trustee of 79 Logan Road Trust |
| 79 Logan Road Trust (a) | n/a | 35.0 | A commercial property in Woolloongabba, Queensland |
| with a long term lease to an ASX listed entity, with | |||
| residential development approval. | |||
| BioPower Systems Pty Limited | 25.1 | 25.1 | Non-operating company |
| Cravenda Pty Ltd (b) | - | 50.0 | Trustee of Cravenda Unit Trust |
| Cravenda Unit Trust (b) | - | 50.0 | A residential property development in Mernda, Victoria |
| A wholesale unit trust that invests in listed and unlisted | |||
| CVC Emerging Companies Fund | 22.3 | 22.3 | growth or expansion stage companies |
| CVC Emerging Companies IM Pty Ltd (b) | 50.0 | 50.0 | Manager of CVC Emerging Companies Fund |
| A residential property development in Donnybrook, | |||
| Donnybrook JV Pty Ltd | 49.0 | 49.0 | Victoria |
| EFM Harpley Town Centre Property Trust (c) | n/a | 47.6 | A commercial property development in Werribee, Victoria |
| A residential property development in Menangle, New | |||
| LC Menangle Unit Trust (b) | 50.0 | 50.0 | South Wales |
| A mixed-used property development in South Morang, | |||
| PVAC Developments Pty Ltd | 40.0 | 40.0 | Victoria |
| A residential property development in Mornington, | |||
| Tango Development No.6 Pty Ltd | 42.5 | 42.5 | Victoria |
| A residential property development in Turrella, New | |||
| Turrella Property Pty Ltd (b) | 50.0 | 50.0 | South Wales |
| Turrella Property Unit Trust (b) | 50.0 | 50.0 | Trustee of Turrella Property Unit Trust |
| Joint Ventures in Australia | |||
| Drey Pty Ltd (b) | 50.0 | 50.0 | A residential property development in Kirra Beach, |
| Queensland | |||
| JAK Mickleham Road Pty Ltd and North | - | 50.0 | A residential property development in Craigieburn West, |
| Victorian Buddhist Association Inc Joint | Victoria | ||
| Venture (b) | |||
| Wilmac-CVC Clyde North Pty Limited | 40 | - | The Joint Venture Manager of CVC Investment Co Pty Ltd & Wilmac Clyde North Fund Joint Venture |
| CVC Investment Co Pty Ltd & Wilmac Clyde | 40 | - | A residential property development in Clyde North, |
| North Fund Joint Venture | Victoria |
-
(a) On 4 July 2023, CVC acquired additional 17.5% of the entities which resulted in CVC’s holding increasing to 52.5%. As such, the entities became subsidiaries of CVC after the transaction. Refer note 2.3
-
(b) Cravenda Pty Ltd, Cravenda Unit Trust, CVC Emerging Companies IM Pty Ltd, LC Menangle Unit Trust, Drey Pty Ltd, Turrella Property Pty Ltd, Turrella Property Unit Trust and JAK Mickleham Road Pty Ltd and North Victorian Buddhist Association Inc Joint Venture are not considered to be controlled entities of CVC as CVC does not have the power to direct the relevant activities of the investee, in order to affect its returns from each entity.
-
(c) EFM Harpley Town Centre Property Trust became an associate of CVC during the 2023 financial year. Refer note 2.2. It was reclassified to Assets Classified as Held for Sale on 30 June 2024. Refer note 10.
45
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 16: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)
16.2 Summarised financial information for investments accounted for using the equity method
The table below provides summarised financial information for those investments accounted for using the equity method that are material to CVC. The information disclosed reflects the amounts presented in the financial statements of the relevant investments accounted for using the equity method and not CVC’s share of those amounts. They have been amended to reflect adjustments made by the entity when using the equity method, including fair value adjustments and modifications for differences in accounting policy.
| CVC Investment Co Pty Ltd & Wilmac | Clyde North Fund | |
|---|---|---|
| Joint Venture | Joint Venture | |
| 2024 | 2023 | |
| $ | $ | |
| Summarised statement of financial position | ||
| Cash and cash equivalents | 178,530 | - |
| Other assets | 9,170 | - |
| ──────── | ──────── | |
| Current assets | 187,700 | - |
| Non-current assets | 22,562,300 | - |
| ──────── | ──────── | |
| Other current liabilities | - | - |
| ──────── | ──────── | |
| Current liabilities | - | - |
| ──────── | ──────── | |
| Financial liabilities (excluding trade payables) | 8,000,000 | - |
| ──────── | ──────── | |
| Non-current liabilities | 8,000,000 | - |
| ──────── | ──────── | |
| Net assets | 14,750,000 | - |
| ──────── | ──────── | |
| Reconciliation to carrying amounts: | ||
| Opening net assets 1 July | - | - |
| Capital contribution | 14,750,000 | - |
| Profit for the period | - | - |
| ──────── | ──────── | |
| Closing net assets | 14,750,000 | - |
| ──────── | ──────── | |
| Group's share - percentage | 40% | |
| Group's share - dollars | 5,900,000 | - |
| Adjusted to market value | - | - |
| ──────── | ──────── | |
| Carrying amount | 5,900,000 | - |
| ──────── | ──────── | |
| Summarised statement of comprehensive income | ||
| Revenue | - | - |
| Depreciation and amortisation | - | - |
| Interest expense | - | - |
| Loss for the period | - | - |
| ──────── | ──────── | |
| Total comprehensive income | - | - |
| ──────── | ──────── | |
| Dividends received | - | - |
| ──────── | ──────── |
46
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 16: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)
16.2 Summarised financial information for investments accounted for using the equity method (Continued)
| Associates | Donnybrook JV Pty Limited | Donnybrook JV Pty Limited | Eildon Capital | Group (a) | 79 Logan Road Trust (b) | 79 Logan Road Trust (b) |
|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| $ | $ | $ | $ | $ | $ | |
| Summarised statement of financial | position | |||||
| Current assets | 4,148,298 | 7,311,401 | - | - | - | 155,873 |
| Non-current assets | 73,126,848 | 35,100,907 | - | - | - | 38,400,000 |
| ───── | ───── | ───── | ───── | ───── | ───── | |
| Current liabilities | 1,826,173 | 5,587,928 | - | - | - | 54,538 |
| Non-current liabilities | 73,547,965 | 28,124,376 | - | - | - | 11,490,000 |
| ───── | ───── | ───── | ───── | ───── | ───── | |
| Net assets | 1,901,008 | 8,700,004 | - | - | - | 27,011,335 |
| ───── | ───── | ───── | ───── | ───── | ───── | |
| Group's share - percentage | 49% | 49% | - | - | n/a | 35% |
| Group's share - dollars | 931,494 | 4,263,002 | - | - | - | 9,453,967 |
| Impairment | - | - | - | - | - | (982,183) |
| Goodwill | 4,298,745 | 4,298,745 | - | - | - | - |
| ───── | ───── | ───── | ───── | ───── | ───── | |
| Carrying amount | 5,230,239 | 8,561,747 | - | - | - | 8,471,784 |
| ───── | ───── | ───── | ───── | ───── | ───── | |
| Summarised statement of comprehensive income | ||||||
| Revenue | 38,248,904 | 29,106,012 | - | 7,465,016 | - | 1,356,718 |
| Profit for the period | 13,848,824 | 15,852,814 | - | 2,659,285 | - | 492,912 |
| ───── | ───── | ───── | ───── | ───── | ───── | |
| Total comprehensive income | 13,848,824 | 15,852,814 | - | 2,659,285 | - | 492,912 |
| ───── | ───── | ───── | ───── | ───── | ───── | |
| Dividends received and other | ||||||
| distributions | 9,360,960 | 3,015,118 | - | 773,035 | - | 172,519 |
| ───── | ───── | ───── | ───── | ───── | ───── |
(a) CVC has sold all its holding in Eildon Capital Group on 24 April 2023. The amounts disclosed for 2023 relate to the period from 1 July 2022 to 24 April 2023.
(b) On 4 July 2023, CVC acquired additional 17.5% of the trust which resulted in CVC’s holding increasing to 52.5%. As such, the trust became a subsidiary of CVC after the transaction. Refer note 2.3.
47
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 16: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)
16.2 Summarised financial information for investments accounted for using the equity method (Continued)
| Associates | EFM Harpley Town Centre Property Trust (a) | EFM Harpley Town Centre Property Trust (a) | CVC Emerging Companies Fund | |
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| $ | $ | $ | $ | |
| Summarised statement of financial | position | |||
| Current assets | - | 1,151,048 | 37,474,719 | 39,887,002 |
| Non-current assets | - | 19,316,195 | - | - |
| ───── | ───── | ───── | ───── | |
| Current liabilities | - | 5,197,680 | 4,058,760 | 5,631,809 |
| Non-current liabilities | - | - | - | - |
| ───── | ───── | ───── | ───── | |
| Net assets | - | 15,269,563 | 33,415,959 | 34,255,193 |
| ───── | ───── | ───── | ───── | |
| Group's share - percentage | - | 52.4% | 22.3% | 22.3% |
| Group's share - dollars | - | 8,001,251 | 7,451,759 | 7,638,908 |
| Impairment | - | (657,047) | - | - |
| Goodwill | - | 2,369 | 2,980 | |
| ───── | ───── | ───── | ───── | |
| Carrying amount | - | 7,344,204 | 7,454,128 | 7,641,888 |
| ───── | ───── | ───── | ───── | |
| Summarised statement of comprehensive income | ||||
| Revenue | 16,480 | - | 2,058,373 | 1,055,615 |
| (Loss)/profit for the period | (1,722) | (327,171) | 1,869,204 | (1,249,752) |
| ───── | ───── | ───── | ───── | |
| Total comprehensive income | (1,722) | (327,171) | 1,869,204 | (1,249,752) |
| ───── | ───── | ───── | ───── | |
| Dividends received and other | ||||
| distributions | - | - | 604,592 | 191,962 |
| ───── | ───── | ───── | ───── |
(a) EFM Harpley Town Centre Property Trust became an associate of CVC during the 2023 financial year. Refer note 2.2. It was reclassified to Assets Classified as Held for Sale on 30 June 2024. Refer note 10.
Impairment
The carrying value of investments in associates and joint ventures has been reviewed for impairment. No impairment (2023: $1,400,403) has been charged against the investments during the year. The current carrying value being a reasonable indication of the value of each entity based on an assessment of each entities net asset backing.
48
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 16: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD (CONTINUED)
16.3 Individually immaterial investments accounted for using the equity method
In addition to the interests in investments accounted for using the equity method disclosed above, CVC also has interests in a number of individually immaterial investments that are accounted for using the equity method.
| 2024 | 2023 | |
|---|---|---|
| $ | $ | |
| Aggregate carrying amount of individually immaterial | ||
| investments accounted for using the equity method | 1,336,066 | 1,427,969 |
| Aggregate amounts of CVC’s share of: | ||
| Loss for the period | (8,313) | (18,150) |
| ──────── | ──────── | |
| Total comprehensive income | (8,313) | (18,150) |
═════════ |
═════════ |
|
| NOTE 17: INVESTMENT PROPERTIES |
||
| Non-current | ||
| Leased properties | 38,400,000 | 4,000,000 |
═════════ |
═════════ |
|
| Reconciliation: | ||
| Investment properties at the beginning of the year | 4,000,000 | 2,400,000 |
| Additions – capital expenditure | 374,938 | 21,776 |
| Additions – acquisition of subsidiary (note 2.3) | 38,400,000 | - |
| Fair value adjustment | (634,938) | 1,578,224 |
| Sale of investment property | (3,740,000) | - |
| ──────── | ──────── | |
| Carrying amount at the end of the year | 38,400,000 | 4,000,000 |
═════════ |
═════════ |
|
| Amounts recognised in comprehensive income | ||
| Rental income | 1,605,386 | 309,288 |
| Outgoing recovery | 82,014 | 55,585 |
| Direct operating expenses from property that generated rental | ||
| income | 103,234 | 79,935 |
Investment properties are carried at fair value. Information about the valuation of investment properties is provided in note 31.
Lessor commitments
Investment properties are leased to tenants under operating leases with rental payments payable monthly. The remaining lease terms are on average 2.41 years (2023: 4.34 years), excluding options for lease extensions upon completion of the lease term.
The future minimum lease receivable under non-cancellable leases are as follows:
| Less than one year | 1,359,315 | 214,259 |
|---|---|---|
| Between one and two years | 1,346,950 | 220,687 |
| Between two and three years | 569,250 | 227,308 |
| Between three and four years | - | 234,127 |
| Between four and five years | - | 76,512 |
| ──────── | ──────── | |
| 3,275,515 | 972,893 | |
| ──────── | ──────── |
49
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 18: INTANGIBLE ASSETS
| OTE 18: INTANGIBLE ASSETS |
||
|---|---|---|
| 2024 | 2023 | |
| $ | $ | |
| Goodwill | - | - |
═════════ |
═════════ |
|
| Reconciliations: | ||
| Carrying amount at the beginning of the year | - | - |
| Acquisition of business | 321,793 | |
| Impairment of goodwill | (321,793) | - |
| ──────── | ──────── | |
| Carrying amount at the end of the year | - | - |
═════════ |
═════════ |
The goodwill is attributable to the acquisition of the business in 79 Logan Road Trust. It has been fully impaired during the period. Refer note 2.3.
Goodwill is not deductible for tax purpose.
| NOTE 19: | TRADE AND OTHER PAYABLES | ||
|---|---|---|---|
| Current | |||
| Trade payables | 333,440 | 598,968 | |
| Sundry creditors and accruals | 2,610,681 | 4,333,504 | |
| ──────── | ──────── | ||
| 2,944,121 | 4,932,472 | ||
═════════ |
═════════ |
||
| NOTE 20: | PROVISIONS | ||
| Current | |||
| Employee | entitlements | 625,453 | 637,653 |
═════════ |
═════════ |
50
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
| 2024 | 2023 | |
|---|---|---|
| $ | $ | |
| NOTE 21: INTEREST BEARING LOANS AND BORROWINGS |
||
| Current | ||
| Secured loan (note 21.1) | 47,910,000 | 1,073,558 |
═════════ |
═════════ |
|
| Non-current | ||
| Secured loans (note 21.1) | 30,000,000 | 15,216,347 |
| Unsecured loan from associated entity (note 21.2) | 39,277,773 | 41,628,555 |
| Loan notes – unsecured (note 21.3) | 30,341,484 | 29,883,544 |
| ──────── | ──────── | |
| 99,619,257 | 86,728,446 | |
═════════ |
═════════ |
|
| 21.1 Secured Loans |
||
| The secured loans are generally for periods up to 10 years. The loans attract interest rates ranging from 6.4% to 11% (2023: 5.3 | ||
| 6.2%) per annum. The loans are secured by a first ranking charge over the applicable assets. | ||
| Facility Amount | ||
| Bank loans | 71,910,000 | 1,073,558 |
| Non-bank loans | 6,000,000 | 15,216,347 |
| ──────── | ──────── | |
| 77,910,000 | 16,289,905 | |
═════════ |
═════════ |
|
| Security held | ||
| Inventories | 78,107,693 | 14,452,015 |
| Investment properties | 38,400,000 | 4,000,000 |
| Financial assets | 6,760,000 | - |
| ──────── | ──────── | |
| 123,267,693 | 18,452,015 | |
═════════ |
═════════ |
The secured loans are generally for periods up to 10 years. The loans attract interest rates ranging from 6.4% to 11% (2023: 5.3% to 6.2%) per annum. The loans are secured by a first ranking charge over the applicable assets.
21.2 Unsecured loans from associated entity
The unsecured loans are for periods up to 3 years with interest rate ranging from 4.35% to 15% (2023: from 4.35% to 15%) per annum. Refer note 29.4.
21.3 Loan notes – unsecured
The Company issued 311,410 loan notes with a face value of $100 per note on 21 April 2023. The loan notes are redeemable, unsecured, non-convertible notes and interest-bearing at a variable rate of 4.75% margin over the 90 day Bank Bill Swap Rate, paid quarterly in arrears and have a maturity date of 31 March 2026.
The Loan notes are presented in the Statement of Financial Position as follows:
| Face value of notes issued at the end of the year | 31,141,000 | 31,141,000 |
|---|---|---|
| Transaction cost | (1,345,040) | (1,345,040) |
| Amortisation of transaction costs | 545,524 | 87,584 |
| ──────── | ──────── | |
| Non-current liability | 30,341,484 | 29,883,544 |
═════════ |
═════════ |
|
| Accrued interest expense (a) | 23,574 | 7,633 |
═════════ |
═════════ |
(a) Interest accrued as at 30 June 2024 were included in trade and other payables.
51
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 21: INTEREST BEARING LOANS AND BORROWINGS (CONTINUED)
21.4 Fair value
The fair values of borrowings are not materially different from their carrying amounts, since the interest payable on those borrowings is either close to current market rates or the borrowings are of a short-term nature.
NOTE 22: OTHER LIABILITIES
| TE 22: OTHER LIABILITIES |
||
|---|---|---|
| 2024 | 2023 | |
| $ | $ | |
| Current | 73,019 | 145,088 |
═════════ |
═════════ |
The above liabilities relate to non-controlling interests in contributory investment trusts that CVC has assessed that they control and that the units issued in these funds meet the definition of a liability under AASB 132 Financial Instruments: Presentation rather than equity.
| NOTE 23: | CONTRIBUTED EQUITY | ||||
|---|---|---|---|---|---|
| The Company | |||||
| 2024 | 2023 | ||||
| Number | $ | Number | $ | ||
| Issued and | paid-up ordinary share capital | ||||
| Balance at the beginning and the end of the year | 116,824,094 | 97,231,880 | 116,824,094 | 97,231,880 | |
═════════ |
═════════ |
═════════ |
═════════ |
On 24 October 2023 CVC received approval from shareholders to undertake an on-market share buy-back scheme for a duration of 12 months and limited to 20,000,000 ordinary shares. At the date of this report no shares had been bought back under this scheme with 20,000,000 available to be bought back.
Capital risk management
CVC’s objectives when managing capital is to safeguard its ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce the cost of capital.
Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt. Net debt is calculated as total borrowings less cash and cash equivalents.
In order to maintain or adjust the capital structure, CVC may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
The capital risk management policy remains unchanged from the prior year Annual Report.
NOTE 24: OTHER RESERVES
| OTE 24: OTHER RESERVES |
||||||
|---|---|---|---|---|---|---|
| Asset Revaluation Reserve | Share-based Payment Reserve | Total | ||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| $ | $ | $ | $ | $ | $ | |
| Balance at the beginning of | ||||||
| the year | (792,018) | (546,412) | 844,686 | 645,405 | 52,668 | 98,993 |
| Change in non-controlling | ||||||
| ownership interests | 314 | (245,606) | - | - | 314 | (245,606) |
| Share based payment | - | - | 545,247 | 199,281 | 545,247 | 199,281 |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Balance at the end of the year | (791,704) | (792,018) | 1,389,933 | 844,686 | 598,229 | 52,668 |
════════ |
════════ |
════════ |
════════ |
════════ |
════════ |
Asset Revaluation Reserve
The asset revaluation reserve includes CVC’s share of the unrealised change in value arising from the acquisition and disposal of a non-controlling interest in a controlled entity by CVC.
Share-based Payment Reserve
Share-based payment reserve is used to recognise the value of equity settled share-based payments.
52
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 25: NOTES TO STATEMENT OF CASH FLOWS
25.1 Reconciliation of Cash and Cash Equivalents
For the purposes of the statement of cash flows, cash includes cash on hand and at bank and short-term deposits at call. Cash as at the end of the financial year as shown in the statement of cash flows is reconciled to the related items in the statement of financial position as follows:
| financial position as follows: | ||
|---|---|---|
| 2024 | 2023 | |
| $ | $ | |
| Cash on deposit | 14,045,785 | 51,175,273 |
═════════ |
═════════ |
|
| 25.2 Reconciliation of profit after Income Tax to Cash provided by Operating Activities |
||
| Net profit | (4,681,871) | 13,883,440 |
| Adjustments for: | ||
| Share of equity accounted profit | (6,436,988) | (8,445,577) |
| Depreciation and amortisation | 1,212,159 | 770,697 |
| Interest amortisation | 2,037,344 | - |
| Performance right | 545,247 | 199,281 |
| Change in fair value of investment properties | 634,938 | (1,578,224) |
| Impairment of other assets | 21,953 | 503,486 |
| Impairment of goodwill | 321,793 | - |
| Impairment expenses on equity investments | - | 1,400,403 |
| Net impairment loss/(recoveries) on financial assets at amortised cost | 2,656,593 | (582,627) |
| Gain on loan forgiveness | (72,069) | - |
| Net loss/(gain) on equity investments | 5,047,294 | (4,988,520) |
| Gain on deconsolidation | - | (857,701) |
| Net foreign currency differences | 20,007 | (71,130) |
| Changes in operating assets and liabilities: | ||
| Trade and other receivables | (4,452,314) | 43,634,240 |
| Inventories | (52,113,868) | 1,796,161 |
| Equity investments | (5,601,487) | 26,293,222 |
| Other assets | (13,373,434) | (44,706,403) |
| Trade and other payables | (3,812,328) | 1,435,772 |
| Provisions | (12,200) | (276,407) |
| Current tax liabilities | (3,525,041) | (3,901) |
| Deferred tax assets and liabilities | (3,786,083) | (1,391,741) |
| ──────── | ──────── | |
| Net cash (used in)/provided by operating activities | (85,370,355) | 27,014,471 |
| ════════ | ════════ |
|
| 25.3 Financing Facilities |
||
| CVC had access to the following specific lines of credit. | ||
| Total facilities available: | ||
| Secured bank loans | 71,910,000 | 1,073,558 |
| Secured non-bank loans | 6,000,000 | 15,216,347 |
| ──────── | ──────── | |
| Total facilities | 77,910,000 | 16,289,905 |
| ════════ | ════════ | |
| Total facilities used (note 21.1): | ||
| Secured bank loans | 71,910,000 | 1,073,558 |
| Secured non-bank loans | 6,000,000 | 15,216,347 |
| ──────── | ──────── | |
| 77,910,000 | 16,289,905 | |
| ════════ | ════════ |
53
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 25: NOTES TO STATEMENT OF CASH FLOWS (CONTINUED)
25.4 Interest Bearing Loans and Borrowings
Change in liabilities arising from financing activities
| Other liabilities (a) | Borrowings | Leases | Total | |
|---|---|---|---|---|
| $ | $ | $ | $ | |
| Year ended 30 June 2024 | ||||
| Liabilities at the beginning of the year | 145,088 | 87,802,004 | 1,432,962 | 89,380,054 |
| Cash flows | - | 53,928,619 | (471,485) | 53,457,134 |
| Acquisition of subsidiary | - | 11,320,000 | - | 11,320,000 |
| Other changes | (72,069) | (5,521,366) | - | (5,593,435) |
| ─────── | ─────── | ─────── | ─────── | |
| Liabilities at the end of the year | 73,019 | 147,529,257 | 961,477 | 148,563,753 |
════════ |
════════ |
════════ |
════════ |
|
| Year ended 30 June 2023 | ||||
| Liabilities at the beginning of the year | 448,502 | 83,862,713 | 1,900,232 | 86,211,447 |
| Cash flows | (322,162) | 10,477,326 | (467,270) | 9,687,894 |
| Deconsolidation of subsidiaries | - | (5,000,000) | - | (5,000,000) |
| Other changes | 18,748 | (1,538,035) | - | (1,519,287) |
| ─────── | ─────── | ─────── | ─────── | |
| Liabilities at the end of the year | 145,088 | 87,802,004 | 1,432,962 | 89,380,054 |
════════ |
════════ |
════════ |
════════ |
(a) Other liabilities relates to non-controlling interests in contributory investment trusts where the units issued in these funds meet the definition of a liability under AASB 132 Financial Instruments: Presentation rather than equity and CVC has assessed that it controls.
NOTE 26: AUDITORS' REMUNERATION
The auditor of the Company is Pitcher Partners Sydney.
Amounts received or due and receivable to the Auditors of the Company:
| 2024 | 2023 | |
|---|---|---|
| $ | $ | |
| Audit or review of the financial report | ||
| Pitcher Partners Sydney | 228,675 | 189,217 |
════════ |
════════ |
|
| Non-audit services | ||
| Other assurance services | ||
| Pitcher Partners Sydney | - | 7,000 |
════════ |
════════ |
54
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 27: COMMITMENTS AND CONTINGENCIES
27.1 Financial Guarantees
Guarantees
The Directors are of the opinion that provisions are not required in respect of these matters, as it is not probable that a future sacrifice of economic benefits will be required or the amount is not capable of reliable measurement.
| 2024 | 2023 | |
|---|---|---|
| $ | $ | |
| Guarantees (a) | - | 610,995 |
| Bank guarantees (b) | 236,699 | 236,699 |
| Bank guarantees (c) | 196,922 | 2,090,069 |
| ═══════ | ═══════ |
(a) Guarantees provided to various banks as securities for loan facilities.
(b) Bank guarantees provided to various landlords.
(c) Bank guarantees and bonds granted for development properties contingent on planning approvals.
27.2 Capital Commitments
Significant capital expenditure contracted for at the end of the reporting period but not recognised as liabilities is as follows:
| Acquisition of land | ||
|---|---|---|
| More than 3 years and less than five years | 48,750,000 | - |
| ═══════ | ═══════ | |
| 3 Loans and other investments |
||
| Amounts available to be drawn by borrowers under existing loan facility agreements | ||
| Unrelated entities | 694,274 | 1,942,454 |
| Related entities | 102,740 | 41,787,381 |
| ─────── | ─────── | |
| 797,014 | 43,729,835 | |
| ═══════ | ═══════ | |
| Amounts available to be called by investees for partially paid shares and units | ||
| Unrelated entities | 1,139,055 | 1,139,055 |
| Related entities | 766,667 | 7,500,000 |
| ─────── | ─────── | |
| Unrelated entities | 1,905,722 | 8,639,055 |
| ═══════ | ═══════ |
27.3 Loans and other investments
55
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 28: SEGMENT INFORMATION
28.1 Business Segments
Information for each business segment is shown in the following tables, in round thousands, as permitted under ASIC class order “ASIC Corporations (Rounding in Financial/Directors Reports) Instrument 2016/191”. These operating segments are based on the internal reports that are reviewed and used by the Board of Directors (who are identified as the Chief Operating Decision Makers ('CODM')) in assessing performance and in determining the allocation of resources.
Composition of each business segment is as follows:
-
Property Investment includes investments in property related ordinary equity, preference equity, joint ventures, options to acquire an interest in direct property subject to planning outcomes and property backed lending comprises loans backed by underlying property assets.
-
Non-Property Investment comprises listed investments, unlisted investments and secured lending opportunities that are non-property related.
CVC operates predominantly in Australia.
28.2 Segments - profit or loss
| Segments - profit or loss | |||
|---|---|---|---|
| Property | Non-Property | Consolidated | |
| Investment | Investment | ||
| $'000's | $'000's | $'000's | |
| Year Ended 30 June 2024 | |||
| Revenue: | |||
| Segment revenue | 20,875 | 1,514 | 22,389 |
──────────── |
──────────── |
──────────── |
|
| Unallocated amounts: | |||
| Interest income | 1,223 | ||
──────────── |
|||
| Consolidated revenue | 23,612 | ||
──────────── |
|||
| Results: | |||
| Total profit for reportable segments | 6,741 | (2,862) | 3,879 |
──────────── |
──────────── |
──────────── |
|
| Unallocated amounts: | |||
| Corporate expenses | (10,358) | ||
| Income tax benefit | 1,797 | ||
──────────── |
|||
| Consolidated loss after tax | (4,682) | ||
──────────── |
|||
| Year Ended 30 June 2023 | |||
| Revenue: | |||
| Segment revenue | 93,020 | 6,017 | 99,037 |
──────────── |
──────────── |
──────────── |
|
| Unallocated amounts: | |||
| Interest income | 1,192 | ||
──────────── |
|||
| Consolidated revenue | 100,229 | ||
──────────── |
|||
| Results: | |||
| Total profit for reportable segments | 24,733 | 5,830 | 30,563 |
──────────── |
──────────── |
──────────── |
|
| Unallocated amounts: | |||
| Corporate expenses | (11,267) | ||
| Income tax expenses | (5,413) | ||
──────────── |
|||
| Consolidated profit after tax | 13,883 | ||
──────────── |
56
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 28: SEGMENT INFORMATION (CONTINUED)
28.3 Segments – balance sheet
| Property | Non-Property | Consolidated | |
|---|---|---|---|
| Investment | Investment | ||
| $'000's | $'000's | $'000's | |
| Year Ended 30 June 2024 | |||
| Assets: | |||
| Segment assets | 276,141 | 34,185 | 310,326 |
──────────── |
──────────── |
──────────── |
|
| Unallocated amounts: | |||
| Cash and cash equivalents | 14,046 | ||
| Other assets | 12,460 | ||
──────────── |
|||
| Total assets | 336,832 | ||
──────────── |
|||
| Liabilities: | |||
| Segment liabilities | 111,271 | - | 111,271 |
──────────── |
──────────── |
──────────── |
|
| Unallocated amounts: | |||
| Other liabilities | 45,148 | ||
──────────── |
|||
| Total liabilities | 156,419 | ||
| ══════════ | |||
| Year Ended 30 June 2023 | |||
| Assets: | |||
| Segment assets | 182,863 | 38,537 | 221,400 |
──────────── |
──────────── |
──────────── |
|
| Unallocated amounts: | |||
| Cash and cash equivalents | 51,175 | ||
| Other assets | 10,486 | ||
──────────── |
|||
| Total assets | 283,061 | ||
──────────── |
|||
| Liabilities: | |||
| Segment liabilities | 60,382 | - | 60,382 |
──────────── |
──────────── |
──────────── |
|
| Unallocated amounts: | |||
| Other liabilities | 43,173 | ||
──────────── |
|||
| Total liabilities | 103,555 | ||
| ══════════ |
57
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED) NOTE 29: RELATED PARTY INFORMATION
Parent entity
CVC Limited is the parent entity.
Subsidiaries
Interest in subsidiaries are set out in note 2.
Associates
Interest in associates are set out in note 16.
29.1 Key management personnel compensation
| 2024 | 2023 | |
|---|---|---|
| $ | $ | |
| Short-term employee benefits | 1,589,615 | 1,988,488 |
| Post-employment benefits | 89,100 | 99,829 |
| Share-based payments | 467,354 | 185,047 |
| Termination benefit | - | 1,274,737 |
| ──────── | ──────── | |
| Total | 2,146,069 | 3,548,101 |
| ════════ | ════════ |
Details of key management personnel remuneration and superannuation are set out in the Remuneration Report section of the Directors’ Report.
29.2 Performance rights
On 10 December 2021, CVC issued employees performance rights under the Employee Incentive Plan (Refer note 34). The table below provides a reconciliation of performance rights held by key management personnel. No performance rights have been issued to other key management personnel.
| Balance at | Granted | Other changes | Balance at | Fair value per | ||||
|---|---|---|---|---|---|---|---|---|
| Vesting | Exercise | start of the | during the | during the | end of the | right at grant | ||
| Grant Date | Date | Price | year | year | year | year | date | |
| Year ended 30 June 2024 | ||||||||
| MA Avery | 10 Dec 2021 | 09 Dec 2025 | - | 1,700,000 | - | - | 1,700,000 | $1.91 |
| CG Treasure | 10 Dec 2021 | 09 Dec 2025 | - | 1,300,000 | - | - | 1,300,000 | $1.91 |
| Year ended 30 June 2023 | ||||||||
| MA Avery | 10 Dec 2021 | 09 Dec 2025 | - | 1,700,000 | - | - | 1,700,000 | $1.91 |
| CG Treasure | 10 Dec 2021 | 09 Dec 2025 | - | 1,300,000 | - | - | 1,300,000 | $1.91 |
| JA Hunter (a) | 10 Dec 2021 | 09 Dec 2025 | - | 500,000 | - | (500,000) | - | $1.91 |
(a) Mr Hunter resigned as company secretary from 30 September 2022 and ceased to be considered as a key management personnel from this date.
58
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 29: RELATED PARTY INFORMATION (CONTINUED)
29.3 Shares held by Key Management Personnel
Key management personnel and their related entities hold interests in the following CVC subsidiaries. Movement of interests held during the year are disclosed below:
| Ownership | Ownership | Ownership | Ownership | ||
|---|---|---|---|---|---|
| Interest | Interest | Interest | |||
| 1 | July 2022 | Purchases | 30 Jun 2023 | Purchases | 30 Jun 2024 |
| Norwell Valley Collective Pty Ltd | |||||
| Mr C.G. Treasure | - | 10% | 10% | - | 10% |
| West Melb Land Holdings Pty Ltd | |||||
| Mr M.A. Avery | - | 6.5% | 6.5% | - | 6.5% |
| Mr C.G. Treasure | - | 6.5% | 6.5% | - | 6.5% |
| 29.4 Loans with Related Parties |
|||||
| Loans from associates | |||||
| 2024 | 2023 | ||||
| $ | $ | ||||
| Beginning of the year | 41,628,555 | 9,561,301 | |||
| Loan advanced received | 4,052,876 | 36,099,335 | |||
| Loan repayments made | (9,785,312) | (425,181) | |||
| Interest charged | 3,381,654 | 700,412 | |||
| Fair value adjustment on initial recognition | - | (4,307,312) | |||
| ──────── | ──────── | ||||
| End of the year | 39,277,773 | 41,628,555 | |||
| ════════ | ════════ | ||||
| Loans to associates | |||||
| Beginning of the year | 29,481,461 | 18,076,983 | |||
| Loans advanced | 3,890,008 | 7,515,250 | |||
| Loan repayment received | (13,228,216) | - | |||
| Interest charged | 2,427,051 | 1,984,362 | |||
| Interest repayment received | (919,475) | (163,159) | |||
| Impairment | (1,059,180) | - | |||
| Impairment recovery | - | 2,068,025 | |||
| ──────── | ──────── | ||||
| End of the year | 20,591,649 | 29,481,461 | |||
| ════════ | ════════ |
The loans to associates are generally for periods up to 10 years. The loans attract interest rates ranging from 0% to 15% (2023:
0% to 20%) per annum. The security held in relation to the various loans, differs for each loan and ranges from:
-
Registered mortgage;
-
General security agreements;
-
Corporate and personal guarantees;
-
Appointment to project control group: and
-
Equity ownership.
59
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 29: RELATED PARTY INFORMATION (CONTINUED)
29.5 Other Transactions
The following represent income and expenditure generated from transactions with related parties with CVC and its controlled entities during the financial year.
(a) Amounts recognised as assets and liabilities
Key management personnel have made co-investments in the projects of CVC and have contractual rights to receive distributions and capital returns received by CVC from the following projects.
Marsden Park Development Trust: the landowner of the property project in Marsden Park North, New South Wales Donnybrook JV Pty Limited: the landowner of the property project in Donnybrook, Victoria
The following table shows the entitlement movement during the year.
| Opening | Other changes | Closing | Closing | ||
|---|---|---|---|---|---|
| ownership | during the | ownership interest | Other changes | ownership interest | |
| interest 1 Jul 22 | year | 30 Jun 23 | during the year | 30 Jun 24 | |
| Marsden Park Development Trust | |||||
| Mr M.A. Avery | 0.5% | - | 0.5% | - | 0.5% |
| Mr J.A. Hunter (a) | 0.5% | (0.5%) | - | - | - |
| Donnybrook JV Pty Limited | |||||
| Mr M.A. Avery (b) | 1.3% | (1.3%) | - | - | - |
| Mr J.A. Hunter (a) | 0.8% | (0.8%) | - | - | - |
| Mr J.S. Leaver (c) | 2.0% | (2.0%) | - | - | - |
(a) During the 2023 financial year, CVC acquired Mr Hunter’s investment in Marsden Park Development Trust and Donnybrook JV Pty Limited for a total consideration of $770,000.
(b) During the 2023 financial year, CVC acquired Mr Avery’s investment in Donnybrook JV Pty Limited for a total consideration of $871,025.
(c) During the 2023 financial year, CVC acquired Mr Leaver’s investment in Donnybrook JV Pty Limited for a total consideration of $1,393,681.
At the end of the reporting period the following aggregate amounts were recognised in relation to the co-investment in Marsden Park project.
| rsden Park project. | ||
|---|---|---|
| 2024 | 2023 | |
| $ | $ | |
| Trade and other payables | 60,616 | 53,114 |
| ════════ | ════════ |
Apart from the details disclosed in this financial report, no other Director or key management personnel has entered into a contract with the Company or CVC since the end of the previous financial year and there were no contracts involving Directors' interests existing at year-end.
60
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 29: RELATED PARTY INFORMATION (CONTINUED)
29.5 Other Transactions (Continued)
- (b) Amounts recognised as revenue or expense
| Amounts recognised as revenue or expense | ||||
|---|---|---|---|---|
| 2024 | 2023 | |||
| Paid | Received | Paid | Received | |
| $ | $ | $ | $ | |
| Amounts recognised as revenue or expense | ||||
| Management and consulting fees | ||||
| Associated entities | - | 640,000 | - | 640,000 |
| Other related entities | - | - | - | - |
| Interest income | ||||
| Associated entities | - | 2,427,051 | - | 1,984,362 |
| Borrowing costs | ||||
| Associated entities | 3,381,654 | - | 863,571 | - |
Management and consulting fees and administration cost were made on normal commercial terms and conditions and at market rates.
| 2024 | 2023 | |||
|---|---|---|---|---|
| Impairment | Impairment | Impairment | Impairment | |
| Recovery | Recovery | |||
| $ | $ | $ | $ | |
| Investment in associated entities | - | - | 1,400,403 | - |
| Loan to associated entities | 1,059,180 | - | - | 2,068,025 |
NOTE 30: FINANCIAL RISK MANAGEMENT
CVC’s activities expose it to a variety of financial risks: market risk (including market price risk, interest rate risk and currency risk), credit risk and liquidity risk. CVC’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the group.
CVC uses different methods to measure different types of risk to which it is exposed. These methods include sensitivity analysis in the case of interest rate, foreign exchange and price risk.
The responsibility for operational risk management resides with the Board of Directors who seeks to manage the exposure of CVC. There have been no significant changes in the types of financial risks, or CVC’s risk management program (including methods used to measure the risks) since the prior year.
CVC holds the following financial instruments:
Financial assets
At amortised cost:
-
Cash and cash equivalents (note 25)
-
Trade and other receivables (note 9)
-
Loans to associated entities (note 9)
-
Loans to other entities (note 9)
At fair value through profit or loss:
-
Investments in listed entities (note 13)
-
Investments in unlisted entities (note 13)
Financial liabilities
At amortised cost:
-
Trade and other payables (note 19)
-
Interest bearing loans and borrowings (note 21)
-
Other liabilities (note 22)
61
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 30: FINANCIAL RISK MANAGEMENT (CONTINUED)
30.1 Interest Rate Risk
CVC’s exposure to interest rate risks of financial assets and liabilities at the reporting date are as follows:
| Fixed Interest | Fixed Interest | ||||||
|---|---|---|---|---|---|---|---|
| Note | Weighted Average | Floating | Non-Interest | Total | |||
| Interest Rate | Interest Rate | 1 Year or Less | 1 to 5 Years | Bearing | |||
| $ | $ | $ | $ | $ | |||
| 2024: | |||||||
| Financial assets | |||||||
| Cash and cash equivalents | 25 | 4.4% | 14,045,283 | - | - | 502 | 14,045,785 |
| Financial assets at amortised cost | 9 | 10.7% | 3,128,800 | 34,529,217 | 20,828,288 | 8,501,255 | 66,987,560 |
════════ |
════════ |
════════ |
════════ |
════════ |
|||
| Financial liabilities | |||||||
| Trade and other payables | 19 | - | - | - | - | 2,944,121 | 2,944,121 |
| Interest bearing loans and borrowings | 21 | 7.1% | 102,251,484 | 6,000,000 | 16,925,356 | 22,352,417 | 147,529,257 |
| Other liabilities | 22 | - | - | - | - | 73,019 | 73,019 |
════════ |
════════ |
════════ |
════════ |
════════ |
|||
| 2023: | |||||||
| Financial assets | |||||||
| Cash and cash equivalents | 25 | 4.4% | 51,174,771 | - | - | 502 | 51,175,273 |
| Financial assets at amortised cost | 9 | 9.3% | - | 30,640,404 | 36,055,141 | 13,312,717 | 80,008,262 |
════════ |
════════ |
════════ |
════════ |
════════ |
|||
| Financial liabilities | |||||||
| Trade and other payables | 19 | - | - | - | - | 4,932,472 | 4,932,472 |
| Interest bearing loans and borrowings | 21 | 4.8% | 30,957,102 | - | 27,168,869 | 29,676,033 | 87,802,004 |
| Other liabilities | 22 | 5% | - | 145,088 | - | - | 145,088 |
════════ |
════════ |
════════ |
════════ |
════════ |
62
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 30: FINANCIAL RISK MANAGEMENT (CONTINUED)
30.1 Interest Rate Risk (Continued)
CVC holds a significant amount of cash balances which are exposed to movements in interest rates.
CVC has made a commercial decision to not hedge against movements in interest rates. CVC business operations includes borrowing funds at low interest rates and lending at higher rates. Although hedging provides a level of certainty from moving interest rates, it reduces the flexibility of being able to repay loans with excess, undeployed funds if the need arises.
Given the short-term funding requirements for investment opportunities, CVC accepts lower rates of interest in exchange for liquidity in relation to cash deposits. CVC typically deposits uncommitted cash with financial institutions with an “investment grade” credit rating of BBB or higher to maintain liquidity for any investment opportunity that arises. Interest bearing loans and receivables are made at fixed or floating rates. CVC is not charged interest on outstanding trade and other payable balances. CVC enters into loans and borrowings when it is considered commercial and necessary to manage cash flows.
Sensitivity
Given market changes, CVC expects the interest rate to decrease during the 2025 financial year by 0.75%. The impact at reporting date if interest rates decrease by 0.75% (2023: increase by 0.5%), whilst all other variables are held constant, is as follows:
Decrease of 75 bp 2024 Net gain 385,845 Equity increase 385,845 Increase of 50 bp 2023 Net loss 118,134 Equity decrease 118,134
30.2 Price Risk
Equity Securities Price Risk
CVC has investments in listed securities which could be adversely affected if general equity market values were to decline. CVC also has investments in unlisted securities however these are less susceptible to movements in value as a result of market sentiment as they are valued based on operational fundamentals. CVC does not hedge its exposure to the risk of a general decline in equity market values, believing that such strategies are not cost-effective.
Sensitivity
At reporting date, if listed security prices had been 10% higher/(lower) while all other variables were held constant the impact would be:
| Increase of 10% | Decrease of 10% | |
|---|---|---|
| $ | $ | |
| 2024 | ||
| Net profit/(loss) | 886,730 | (886,730) |
| Equity increase/(decrease) | 886,730 | (886,730) |
| 2023 | ||
| Net profit/(loss) | 1,100,834 | (1,100,834) |
| Equity increase/(decrease) | 1,100,834 | (1,100,834) |
63
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 30: FINANCIAL RISK MANAGEMENT (CONTINUED)
30.3 Credit Risk Exposure
Credit risk refers to the loss that CVC would incur if a debtor or counterparty fails to perform under its obligations. CVC is exposed to credit risk from financial assets including cash and cash equivalents held at banks, trade and other receivables and loans to various entities. The carrying amounts of financial assets recognised in the statement of financial position best represent CVC’s maximum exposure to credit risk at reporting date.
CVC does not have any material credit risk exposure to any single counterparty or group of counterparties under financial instruments entered into by CVC. CVC manage the credit risk as follows:
i) Cash deposits:
This is mitigated by the requirement that deposits are only held with institutions with an “investment grade” credit rating of BBB or higher.
ii) Loans made to various entities:
This is mitigated by collateral held with a value in excess of the counterparty’s obligations to CVC, providing a “margin of safety” against loss. Collateral is in the form of guarantees, security deeds and undertakings which can be called upon if the counterparty is in default under the terms of the agreement.
iii) Trade and other receivables:
Trade and other receivables are mainly related to management of development projects. This is mitigated by underlining collateral held with a value in excess of the counterparty’s obligations to CVC, providing a “margin of safety” against loss.
30.4 Liquidity Risk
Liquidity risk is the risk that CVC might be unable to meet its obligations. CVC manages liquidity risk by maintaining sufficient cash balances and holding liquid investments that could be realised to meet commitments. CVC continuously monitors forecast and actual cash flows and matches the maturity profiles of financial assets and liabilities.
The following table details maturity profiles of CVC’s contractual liabilities.
| Less than 6 | 6 months to | 1 to 5 Years | Total | |
|---|---|---|---|---|
| months | 1 Year | |||
| $ | $ | $ | $ | |
| 2024 | ||||
| Trade and other payables | 2,944,121 | - | - | 2,944,121 |
| Interest bearing liabilities | 21,240,000 | 26,670,000 | 99,619,257 | 147,529,257 |
| Other liabilities (a) | 73,019 | - | - | 73,019 |
| Lease liabilities | 281,862 | 278,899 | 587,222 | 1,147,983 |
| 2023 | ||||
| Trade and other payables | 4,932,472 | - | - | 4,932,472 |
| Interest bearing liabilities | 1,073,558 | - | 86,728,446 | 87,802,004 |
| Other liabilities (a) | 145,088 | - | - | 145,088 |
| Lease liabilities | 237,751 | 233,732 | 961,479 | 1,432,962 |
(a) Payments to unitholders of Eildon Debt Fund and Eildon Property Investment (E) Fund are matched with the cashflows of the repayment of specific loans classified as “Financial assets classified at amortised cost”.
64
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 30: FINANCIAL RISK MANAGEMENT (CONTINUED)
30.5 Currency Risk
Currency risk is measured using sensitivity analysis. A portion of CVC investments are in companies listed on foreign exchanges and sales and purchases are made in foreign currencies. CVC is exposed to a decline in the values of those currencies relative to the Australian dollar.
Considering the quantum of the investments in absolute terms as well as relative terms compared to CVC’s total investment portfolio it is not cost-effective to hedge against foreign exchange fluctuations, which means that CVC does not actively manage its currency risk.
At balance date CVC had the following exposure to the United States dollar and New Zealand dollar that is not designated as cashflow hedges:
| 2024 | 2023 | |
|---|---|---|
| $ | $ | |
| Financial assets | ||
| Financial assets at amortised cost | 4,500,099 | 4,166,222 |
| Financial assets at fair value through profit or loss | 831,035 | 1,077,306 |
| ──────── | ──────── | |
| 5,331,134 | 5,243,528 | |
| ════════ | ════════ |
Foreign currency sensitivity
CVC is exposed to the US dollar (USD) and New Zealand dollar (NZD). The following table details CVC’s sensitivity to a 10% change in the Australian dollar against the respective currencies with all other variables held constant as at reporting date for unhedged foreign exchange exposure.
A sensitivity of 10% has been selected as this is considered reasonable given the current level of exchange rates and the volatility observed on a historic basis and market expectations for future movement.
| Net profit/(loss) | Equity increase/(decrease) | Equity increase/(decrease) | ||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| $ | $ | $ | $ | |
| USD | ||||
| Increase in AUD of 10% | (52,884) | (68,556) | (52,884) | (68,556) |
| Decrease in AUD of 10% | 64,636 | 83,791 | 64,636 | 83,791 |
| NZD | ||||
| Increase in AUD of 10% | (286,370) | (242,064) | (286,370) | (242,064) |
| Decrease in AUD of 10% | 350,008 | 295,856 | 350,008 | 295,856 |
65
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 31: FAIR VALUE MEASUREMENTS
Fair value reflects the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Quoted prices or rates are used to determine fair value where an active market exists. If the market for an asset is not active, fair values are estimated using valuation techniques, based on market conditions prevailing at the measurement date. Such techniques include using recent arm’s length market transactions; net asset backing; reference to current market value of another instrument that is substantially the same and discounted cash flow analysis.
The fair value of liquid assets maturing within three months are approximate to their carrying amounts. This assumption is applied to liquid assets and the short-term portion of all other financial assets and financial liabilities. Judgements and estimates were made in determining the fair values of certain financial instruments and non-financial assets that are recognised and measured at fair value in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, CVC has classified its financial instruments and non-financial assets into three levels prescribed under the accounting standards.
Level 1 – the fair value is calculated using quoted prices in active markets.
Level 2 – the fair value is estimated using inputs other than quoted prices included in Level 1 that are observable for the asset, either directly (as prices) or indirectly (derived from prices).
Level 3 – the fair value is estimated using inputs for the asset that are not based on observable market data.
The fair value of the assets and liabilities as well as the methods used to estimate the fair value are summarised in the table below.
| Valuation technique – | Valuation technique – | Total | |
|---|---|---|---|
| market observable inputs | non market | ||
| (Level 2) | observable inputs | ||
| (Level 3) | |||
| $ | $ | $ | |
| Year ended 30 June 2024 | |||
| Financial assets | |||
| “Fair value through profit or loss” | investments | ||
| Investments in listed entities | 12,667,569 | - | 12,667,569 |
| Investments in unlisted entities | - | 12,845,834 | 12,845,834 |
| Non-financial assets | |||
| Investment properties | - | 38,400,000 | 38,400,000 |
| ───────── | ───────── | ───────── | |
| 12,667,569 | 51,245,834 | 63,913,403 | |
| ═════════ | ═════════ | ═════════ | |
| Year ended 30 June 2023 | |||
| Financial assets | |||
| “Fair value through profit or loss” | investments | ||
| Investments in listed entities | 15,726,204 | - | 15,726,204 |
| Investments in unlisted entities | - | 14,996,136 | 14,996,136 |
| Non-financial assets | |||
| Investment properties | - | 4,000,000 | 4,000,000 |
| ───────── | ───────── | ───────── | |
| 15,726,204 | 18,996,136 | 34,722,340 | |
| ═════════ | ═════════ | ═════════ |
66
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 31: FAIR VALUE MEASUREMENTS (CONTINUED)
Reconciliation of Level 3 fair value movements:
| conciliation of Level 3 fair value movements: | ||
|---|---|---|
| 2024 | 2023 | |
| $ | $ | |
| Balance at the beginning of the year | 18,996,136 | 29,373,111 |
| Purchases | 476,292 | 8,158,245 |
| Purchases – acquisition of subsidiary (b) | 38,400,000 | - |
| Sales | (3,740,000) | - |
| Capital return | (70,914) | (19,427,945) |
| (Loss)/gain recognised in profit or loss (a) | (2,815,680) | 892,725 |
| ──────── | ──────── | |
| Balance at the end of the year | 51,245,834 | 18,996,136 |
| ════════ | ════════ | |
| (a) Unrealised (loss)/gain recognised in profit or loss attributable to assets held | ||
| at the end of the reporting period. | (2,396,066) | 944,703 |
| ════════ | ════════ |
- (b) CVC acquired additional 17.5% of 79 Logan Road Trust which resulted in CVC’s holding increasing to 52.5%. As such, the trust became a subsidiary of CVC after the transaction. Refer note 2.3
Level 2 financial assets at fair value through profit or loss are listed investments which CVC has significant holdings. The fair value has been determined using the “last-price”. Refer note 33.2.
The fair value of Level 3 assets has been determined as follows:
- (a) Financial assets at fair value through profit or loss
CVC holds investments in unlisted entities which are not quoted in an active market. Transactions in such investments do not occur on a regular basis. These investments are valued at fair value. The methods that CVC uses to determine the fair value of these investments include:
-
the reported or latest available price received from the underlying investment entities; and
-
net asset backing using the most recent reports provided by the relevant entities.
CVC determined that it is appropriate to use these methods in valuing the investments in unlisted entities. Refer note 13.
-
(b) Investment properties
-
Retail: the property was sold during the year
-
Commercial: the fair value has been determined based on an independent valuation performed by professional qualified valuers in November 2022.
Sensitivity analysis
For the purposes of a sensitivity analysis, CVC considers using significant unobservable inputs on page 68 to determine the fair value of unlisted investments and investment properties as reasonable. At reporting date, the impact on pre-tax profit or loss and equity using the unobservable inputs would be as follows:
| Net profit/(loss) | Equity increase/(decrease) | Equity increase/(decrease) | ||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| $ | $ | $ | $ | |
| Investments in unlisted entities | ||||
| Favourable changes | 1,284,583 | 1,499,614 | 1,284,583 | 1,499,614 |
| Unfavourable changes | (1,284,583) | (1,499,614) | (1,284,583) | (1,499,614) |
| Investment properties | ||||
| Favourable changes | 6,910,486 | 525,000 | 6,910,486 | 525,000 |
| Unfavourable changes | (4,417,135) | (380,000) | (4,417,135) | (380,000) |
67
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED )
NOTE 31: FAIR VALUE MEASUREMENTS (CONTINUED)
Significant unobservable inputs
The following table contains information about the significant unobservable inputs used in Level 3 valuations, and the valuation techniques used to measure fair value. The range of values represent the highest and lowest input used in the valuation techniques. Therefore, the range does not reflect the level of uncertainty regarding a particular input, but rather the different underlying characteristics of the relevant assets.
| Valuation Techniques | Significant Unobservable Inputs |
2024 | Range of Inputs 2023 |
Range of Inputs 2023 |
||
|---|---|---|---|---|---|---|
| Min | Max | Min | Max | |||
| Reported or latest | ||||||
| Investments in | available price; Net asset | Value per security | Down 10% | Up 10% | Down 10% | Up 10% |
| unlisted entities | backing | |||||
| Investment properties | ||||||
| Retail | Capitalisation of income | Capitalisation Rate | - | - | 4.0% | 5.0% |
| Commercial | Capitalisation of income | Capitalisation Rate | 3.0% | 4.0% | - | - |
NOTE 32: EVENTS SUBSEQUENT TO YEAR END
Subsequent to the year end, CVC has successfully raised approximately $15m by issuing redeemable, unsecured, no-convertible notes. The new notes issued formed a single series with the existing CVC Note 2 (which trade on ASX under the code “CVCHA”).
CVC sold the land development site in Werribee, Victoria, realising a profit of $0.5 million in July 2024.
Other then as set out above, there are no matters or circumstances that have arisen since the end of the financial year which significantly affected or may significantly affect the operations of CVC, the results of those operations or the state of affairs of CVC in future financial years.
NOTE 33: CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
CVC makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.
33.1 Carrying value of investments accounted for using the equity method
The carrying value of Donnybrook JV Pty Limited has been calculated as $5,230,239 (2023: $8,561,747) using the equity accounting method. A valuation of the remaining properties of $133 million indicates that CVC’s investment would have a value of approximately $30.5 million, which is significantly higher than the carrying value.
The carrying value of other investments in associates has been calculated using the equity accounting method. The carrying amount of these investments, if applicable, would be impaired to their fair value, determined using the net asset backing methodology based on the most recent reports provided by the entity.
Net asset backing methodology
The net asset backing methodology considers that the net assets of an entity reflects the future value of the business. This is because:
-
the underlying value of the business operations may be focused specifically on increasing the value of its assets base; or
-
- there is insufficient repetitive income or profits to justify the use of different valuation techniques such as discounted cashflows or multiple of earnings.
33.2 Carrying value of investments in listed entities
Significant share holdings are held in Cyclopharm Limited, Heritage Brands Ltd and Tasfoods Limited. The number of shares held is greater than what would reasonably be considered to be liquid as each company does not trade on a daily basis; each trade that is executed is small in size; and the market capitalisation is small. CVC has determined that although an active market may not exist, the active market in small amounts of trading does provide a guide for valuation in that it indicates whether or not the market values the intangible assets of an entity. Additionally, CVC has been able to exit larger shareholdings over a period of time without impacting the prevailing share price, particularly when larger investors are seeking to acquire holdings. These factors have been used in determining the valuation of each entity.
68
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
NOTE 34: SHARE-BASED PAYMENTS
CVC Limited
On 10 December 2021, CVC issued employees performance rights under the CVC Employee Incentive Plan. The Employee Incentive Plan was approved by shareholders at the 2021 Annual General Meeting, and is designed to provide long-term incentives for senior managers and above to deliver long-term shareholder returns. Under the plan, participants are granted rights that deliver ordinary shares to employees (at no cost) which only vest if Total Shareholder Return (TSR) hurdles are met. Participation in the plan is at the board’s discretion and no individual has a contractual right to participate in the plan or to receive any guaranteed benefits.
Performance rights carry no dividend or voting rights or rights to participate in any other share issue of CVC or any other entity. When exercisable, each performance right is entitled to receive one ordinary share.
TSR is the compound annual rate measured between the grant date and the vesting date which is calculated based on a combination of share price growth and dividends to shareholders. The total number of rights that vest, if any, depends on the TSR hurdle achieved and will be determined by the directors of CVC with reference to the below table.
| Return (p.a.) | Vesting Amount |
|---|---|
| < 12.5% | nil |
| 12.5% - 15% | 25% |
| 15% - 17.5% | 50% |
| 17.5% - 20% | 75% |
| >20% | 100% |
The following table illustrates movements in the number of performance rights on issue during the year.
Year ended 30 June 2024
| Year ended 30 June 2024 | ||||||
|---|---|---|---|---|---|---|
| Fair value | ||||||
| Exercise | Balance at start | Granted during | Balance at end of | per right at | ||
| Grant Date | Vesting Date | Price | of the year | the year | the year | grant date |
| Year ended 30 June 2024 | ||||||
| 10 Dec 2021 | 09 Dec 2025 | - | 3,500,000 | - | 3,500,000 | $1.91 |
| Year ended 30 June 2023 | ||||||
| 10 Dec 2021 | 09 Dec 2025 | - | 3,500,000 | - | 3,500,000 | $1.91 |
The fair value of the rights at grant date was based on the following inputs:
-
Share price of $2.30 on grant date;
-
Implied volatility: 34.42%;
-
Risk-free interest rate for the life of the rights: 1.35%; and
-
5 cps dividend paid on half yearly basis.
During the year an expense of $545,247 (2023: $199,281) was recognised in profit or loss in respect of the rights issued under the Employee Incentive Plan.
69
CVC LIMITED (AND ITS CONTROLLED ENTITIES)
CONSOLIDATED ENTITY DISCLOSURE STATEMENT
as at 30 June 2024
In accordance with subsection 295(3A) of the Corporations Act 2001, this consolidated entity disclosure statement provides information about each entity that was part of the consolidated entity at the end of the financial year.
| Entity name | Entity type | Place formed or incorporated |
Percentage of share capital held (if applicable) (a) |
Australian tax resident or foreign tax resident |
|---|---|---|---|---|
| CVC Limited | Body corporate | Australia | N/A | Australian |
| 79 Logan Road Pty Ltd (b) | Body corporate | Australia | 52.5 | Australian |
| 79 Logan Road Trust | Trust | Australia | 52.5 | Australian |
| Albemarle Altfi Investments Unit Trust | Trust | Australia | 100 | Australian |
| Biggee Pty Limited | Body corporate | Australia | 60 | Australian |
| Biomedical Systems Pty Limited | Body corporate | Australia | 100 | Australian |
| CVC Caboolture Unit Trust | Trust | Australia | 60 | Australian |
| CVC Investment Co Pty Limited | Body corporate | Australia | 100 | Australian |
| CVC Investment Managers Pty Limited | Body corporate | Australia | 100 | Australian |
| CVC Managers Pty Limited | Body corporate | Australia | 100 | Australian |
| CVC Mezzanine Finance Pty Limited | Body corporate | Australia | 100 | Australian |
| CVC (Newcastle) Pty Limited | Body corporate | Australia | 100 | Australian |
| CVC Property Investments Pty Limited | Body corporate | Australia | 100 | Australian |
| CVC Renewables Pty Limited | Body corporate | Australia | 94 | Australian |
| EFM Harpley Property Trust | Trust | Australia | 100 | Australian |
| Eildon Debt Fund – AU Class | Trust | Australia | 100 | Australian |
| Eildon Property Investment (E) Fund - B Class | Trust | Australia | 96 | Australian |
| Harpley Developments Pty Limited | Body corporate | Australia | 100 | Australian |
| LAC JV Pty Limited (b) | Body corporate | Australia | 66.7 | Australian |
| LAC JV Unit Trust | Trust | Australia | 66.7 | Australian |
| MAC 1 MP Pty Ltd (b) | Body corporate | Australia | 66 | Australian |
| Marsden Park Development Trust | Trust | Australia | 66 | Australian |
| Norwell Valley Collective Pty Ltd | Body corporate | Australia | 60 | Australian |
| Officer Land Co Pty Ltd | Body corporate | Australia | 70 | Australian |
| Stinoc Pty Limited | Body corporate | Australia | 99 | Australian |
| West Melb Land Holdings Pty Ltd | Body corporate | Australia | 80.5 | Australian |
| Truganina Land Co Pty Ltd | Body corporate | Australia | 56.35 | Australian |
(a) The percentage of share capital disclosed for bodies corporate included in the statement represents the economic interest consolidated in the consolidated financial statements / voting interest controlled by CVC Limited either directly or indirectly.
(b) Trustee of a trust within the consolidated entity.
At the end of the financial year, no entity other than identified above was a trustee of a trust with the consolidated entity, a partner in a partnership within the consolidated entity, or a participant in a joint venture within the consolidated entity.
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CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
DIRECTORS' DECLARATION
For the Year Ended 30 June 2024
In the opinion of the Directors of CVC Limited:
-
(a) The consolidated financial statements and notes are in accordance with the Corporations Act 2001 , including:
-
(i) complying with Accounting Standards and the Corporations Regulations 2001;
-
(ii) as stated in Note 1, the consolidated financial statements also comply with International Financial Reporting Standards; and
-
(iii) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2024 and of its performance for the year ended on that date.
-
(b) the consolidated entity disclosure statement required by subsection 295(3A) of the Corporations Act 2001 is true and correct; and
-
(c) there are reasonable grounds to believe that CVC Limited will be able to pay its debts as and when they become due and payable.
This declaration has been made after receiving the declarations required to be made to the Directors in accordance with s. 295A of the Corporations Act 2001 for the financial period ended 30 June 2024.
Dated at Sydney 22 August 2024.
Signed in accordance with a resolution of the Board of Directors.
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MA Avery Director
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CG TREASURE Director
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Pitcher Partners Sydney ABN 17 795 780 962
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Level 16, Tower 2 Darling Park 201 Sussex Street Sydney NSW 2000
Independent auditor’s report
To the members of CVC Limited
Postal address GPO Box 1615 Sydney NSW 2001
+61 2 9221 2099 [email protected]
pitcher.com.au
Report on the audit of the financial report
Opinion
We have audited the financial report of CVC Limited (“the Company”) and its controlled entities (“the Group”), which comprises the consolidated statement of financial position as at 30 June 2024, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial statements, including material accounting policy information, the consolidated entity disclosure statement and the directors’ declaration.
In our opinion, the accompanying financial report of the Group, is in accordance with the
Corporations Act 2001 , including:
-
a. Giving a true and fair view of the Group’s financial position as at 30 June 2024 and of its financial performance for the year then ended; and
-
b. Complying with Australian Accounting Standards and the Corporations Regulations 2001 .
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the 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 and 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 financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Adelaide | Brisbane | Melbourne | Newcastle | Perth | Sydney
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Pitcher Partners is an association of independent firms. Pitcher Partners Sydney ABN 17 795 780 962. Liability limited by a scheme approved under Professional Standards Legislation. Pitcher Partners is a member of the global network of Baker Tilly International Limited, the members of which are separate and independent legal entities.
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Key Audit Matter
How our audit addressed the key audit matter
Valuation of Financial Assets as Amortised Cost
Refer to note 9 Financial Assets at Amortised Cost
We focused our audit effort on the valuation of the Group’s Financial Assets at Amortised Cost as it is one of the largest asset of the Group and the assessment of recoverability requires significant judgement.
As at 30 June 2024, the Group had Financial Assets at Amortised Cost of $67.0m, including an allowance for expected credit losses of $0.2m.
A significant portion of the balance relates to loans receivable provided to corporate entities associated with property development activities and asset backed finance lending.
The Group applies the Expected Credit Loss (“ECL”) model under AASB 9 Financial Instruments.
The assessment to determine the ECL for
impairment of Financial Assets at Amortised Cost involves significant estimates and judgements made by management. These include an assessment of the credit worthiness of the relevant counterparties, expected future collections, historical impairments, and consideration of the estimated value of any secured assets provided as collateral.
Our procedures included, amongst others:
-
Obtaining an understanding of and evaluating the design and implementation of controls surrounding asset backed finance lending;
-
Obtaining and reviewing loan agreements and other supporting documentation to gain an understanding of the loans provided and any related secured assets provided as collateral, including their fair value;
-
Evaluating compliance of management’s methodology for determining the provision for the allowance for expected credit losses with AASB 9.
-
Testing the model used to calculate the allowance for expected credit losses, including the testing of mathematical accuracy and the completeness and accuracy of critical data as well as reviewing and challenging the assumptions used by management;
-
Reviewing and challenging significant estimates and judgements made by management in determining the recoverability of financial assets; and
-
Assessing the adequacy of disclosures in the financial statements.
Investment in Property Assets – Valuation and Classification
Refer to note 14 Inventories, note 16 Investments accounted for using the Equity Method and note 17 Investment Properties
Our procedures included, amongst others:
We focused our audit effort on the valuation and classification of the Group’s property assets as they are significant assets of the Group, and their valuation
- Obtaining an understanding of and evaluating the design and implementation of controls surrounding the accounting of investments in property assets;
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Pitcher Partners Sydney ABN 17 795 780 962 An association of independent firms
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Key Audit Matter
How our audit addressed the key audit matter
and classification requires significant judgement.
The Group’s investment in property assets include investment properties and inventories, which are held either directly by entities within the Group or indirectly through Group associate investments accounted for using the equity method.
There is significant focus in ensuring that the investments are correctly classified as their classification leads to different accounting outcomes. The classification of investments is important as it determines how revenue and fair value adjustments (realised and unrealised) are reported, be it in profit or loss or through other comprehensive income or in the case of an associate through the equity accounting method.
-
Evaluating the appropriateness of the classification of the Group’s property investments;
-
• Assessing the scope, competence and objectivity of external valuation experts and management’s valuation assessment;
-
• Assessing methodologies used in the valuations of property assets, for consistency with accounting standards, industry practice and the Group’s accounting policies;
-
• Challenging the significant estimates and judgements used in recoverability assessments and valuations; and
-
• Assessing the appropriateness of the related disclosures included in the consolidated financial report.
As at 30 June 2024, the Group had Investment Property of $38.4 million, Inventories of $80.8 million and Investments accounted for using the Equity Method of $19.9 million.
Investment property is held at fair value and inventories are held at the lower of cost and net realisable value.
The valuation of property assets is determined using internal methodologies or through the use of external valuation experts.
The valuation of property assets involves the use of significant estimates and judgements, including both qualitative and quantitative assumptions. These include but are not limited to capitalisation rates, discount rates and forecasted income.
Other information
The directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2024 but does not include the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon.
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Pitcher Partners Sydney ABN 17 795 780 962 An association of independent firms
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In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report, or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Group are responsible for the preparation of:
-
a. The financial report (other than the consolidated entity disclosure statement) that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 ; and
-
b. The consolidated entity disclosure statement that is true and correct in accordance with the Corporations Act 2001 ; and
for such internal control as the directors determine is necessary to enable the preparation of:
-
i. The financial report (other than the consolidated entity disclosure statement) that gives a true and fair view and is free from material misstatement, whether due to fraud or error; and
-
ii. The consolidated entity disclosure statement that is true and correct and is free of misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
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Pitcher Partners Sydney ABN 17 795 780 962 An association of independent firms
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-
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.
-
Evaluate the overall presentation, structure, and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.
-
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the financial report. We are responsible for the direction, supervision, and performance of the Group audit. We remain solely responsible for our audit opinion
We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the financial report of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on the remuneration report
Opinion on the remuneration report
We have audited the Remuneration Report included in pages 8 to 13 of the directors’ report for the year ended 30 June 2024. In our opinion, the Remuneration Report of CVC Limited, for the year ended 30 June 2024 complies with section 300A of the Corporations Act 2001 .
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
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John Gavljak Partner
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Pitcher Partners Sydney
22 August 2024
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Pitcher Partners Sydney ABN 17 795 780 962 An association of independent firms
CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
CORPORATE GOVERNANCE STATEMENT
This Corporate Governance Statement, which has been approved by the Board, describes the corporate governance policies, framework and practices of CVC Limited (ASX: CVC).
This Corporate Governance Statement is current as at 30 June 2024.
| This Corporate Governance Statement is current | as at 30 June 2024. |
|---|---|
| ASXCGPrinciples | Compliance by Group |
| Principle 1 – Lay solid foundations for management and oversight. A listed entity should establish and disclose the respective roles and responsibilities of board and management and how their performance is monitored and evaluated. |
|
| Recommendation 1.1 A listed entity should disclose the respective roles and responsibilities of its board and management, and those matters expressly reserved to the board and those delegated to management. |
The business of CVC is managed under the direction of the board which is responsible for its corporate governance. The Board comprises Mr Mark Avery, Mr Craig Treasure, Mr Ian Campbell and Mr John Leaver. The Board meets on a regular basis and is required to discuss pertinent business developments, investment decisions and issues, and review the operations and performance of CVC. The Board will seek to ensure that the investment strategy is aligned with the expectations of shareholders and is effectively managed in a manner that is properly focused on its investment strategy as well as conforming to regulatory and ethical requirements. Provision is made at each regular meeting of the Board for the consideration of critical compliance and risk management issues as they arise. The primary objectives of the Board will be to: • Set and review strategic direction; • Approve all material transactions; • Approve and monitor financial policies and financial statements; • Establish, promote and maintain proper processes and controls to maintain the integrity of financial accounting, financial records and reporting; • Develop and implement key corporate policies, procedures and controls as necessary to ensure appropriate standards of accountability, risk management and corporate governance and responsibility; and • Ensure shareholders receive high quality, relevant and accurate information on a timely manner. The Board has delegated responsibility for day-to-day management to the Managing Director. |
| Recommendation 1.2 A listed entity should: (a) undertake appropriate checks before appointing a person, or putting forward to security holders a candidate for election as a director; and (b) provide security holders with all material information in its possession relevant to a decision on whether or not to elect or re- elect a director. |
Prior to appointing a director or putting forward a new candidate for election, screening checks are undertaken as to the person’s experience, education, criminal history and bankruptcy history. When presenting a director for re-election, CVC provides shareholders with details of the director’s skills and experience, independence and current term served by the director in office and whether the Board supports the re- election. |
| Recommendation 1.3 A listed entity should have a written agreement with each director and senior executive setting out the terms of their appointment. |
The Directors have been engaged according to Letters of Appointment. |
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CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
CORPORATE GOVERNANCE STATEMENT
| ASXCGPrinciples | Compliance by Group | |
|---|---|---|
| Recommendation 1.4 The company secretary of a listed entity should be accountable directly to the board, through the chair, on all matters to do with the proper functioning of the board. |
The Company Secretary is accountable to the Board, through the Chairperson, for all governance matters. Each Director has access to the Company Secretary. The appointment and removal of the Company Secretary must be determined by the Board as a whole. |
|
| Recommendation 1.5 A listed entity should: (a) have and disclose a diversity policy; (b) through its board or a committee of the board set measurable objectives for achieving gender diversity in the composition of its board, senior executives and workforce generally; (c) disclose in relation to each reporting period: (i) the measurable objectives set for that period to achieve gender diversity; (ii) the entity’s progress towards achieving those objectives; and (iii)either: (A) the respective proportions of men and women on the board, in senior executive positions and across the whole workforce (including how the entity has defined “senior executive” for these purposes); or (B) if the entity is a “relevant employer” under the Workplace Gender Equality Act, the entity’s most recent “Gender Equality Indicators”, as defined in and published under that Act. |
The Group’s approach to business promotes a culture of equal opportunity and has the core principles of meritocracy based on ability, fairness and equality. CVC does not discriminate on gender, race, religion or cultural grounds. The Board has adopted a diversity policy, however given the size, nature and scale of CVC has not set out measurable objectives to achieve specific diversity targets. Instead, the Board aims to: • promote the principles of merit and fairness when considering Board member appointments; and • recruit from a diverse pool of qualified candidates, seeking a diversity of skills and qualifications. The Board’s composition is reviewed on an annual basis. In the event a vacancy exists, the Board will include diversity in its selection process. The Board intends to set measurable objectives annually for achieving gender diversity, and will each year report the Group’s progress toward achieving them. CVC currently does not have any women appointed in senior management roles, and currently represent 67% of employees of the company. |
|
| Recommendation 1.6 A listed entity should: (a) have and disclose a process for periodically evaluating the performance of the board, its committees and individual directors; and (b) disclose for each reporting period whether a performance evaluation has been undertaken period in accordance with that process during or in respect of that period. |
The Board Charter outlines that: • the Board to review its performance (at least annually) against previously agreed measurable and qualitative indicators; • the Chairperson of the Board to review each Director’s performance; • a nominated Director to review the Chairperson’s performance; and • the Board to undertake a formal annual review of its overall effectiveness. The objective is to review the Board’s performance in terms of CVC’s objectives, results and achievements. The Board ensures each Director has the necessary skills, experience and expertise, and the mix remains appropriate for the Board to function effectively. As a result of these performance reviews, the Board may implement changes to improve the effectiveness of the Board and corporate governance structures. Independent professional advice may be sought as part of this process. The Board did not undertake a formal review of its performance, skills, experience and expertise during the year. |
|
| Recommendation 1.7 A listed entity should: |
Performance reviews for senior executives will take place at least annually. The Board intends to ensure the appropriate disclosures in the |
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CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
CORPORATE GOVERNANCE STATEMENT
| ASXCGPrinciples | Compliance by Group | |
|---|---|---|
| (a) have and disclose a process for periodically evaluating the performance of its senior executives; and (b) disclose, in relation to each reporting period, whether a performance evaluation was undertaken in accordance with that process during or in respect of that period. |
remuneration report are made in relation to each reporting period as to the performance evaluations that were undertaken and the process that was followed. |
|
| Principle 2 – Structure the board to add value The board of a listed entity should be of an appropriate size and collectively have the skills, commitment and knowledge of the entity and the industry in which it operates, to enable it to discharge its duties effectively and to add value. |
||
| Recommendation 2.1 The board of a listed entity should: (a) have a nomination committee which: (i) has at least three members, a majority of whom are independent directors; and (ii) is chaired by an independent director, and disclose: (A) the charter of the committee; (B) the members of the committee; and (C) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a nomination committee, disclose that fact and the processes it employs to address board succession issues and to ensure that the board has the appropriate balance of skills, knowledge, experience, independence and diversity to enable it to discharge its duties and responsibilities effectively. |
Given the size, scale and nature of CVC, there is not a separate nomination committee. The full Board considers the issues that would otherwise be a function of a separate nomination committee. CVC’s policy is that the Board considers an appropriate mix of skills, experience, expertise and diversity (including gender diversity). When evaluating, selecting and appointing Directors, the Board considers: • the candidate’s competencies, qualifications and expertise, addition to diversity of the Board and his/her fit with the current membership of the Board; • the candidate’s knowledge of the industry in which the Group operates; • directorships previously held by the candidate and his/her current commitments to other boards and companies; • existing and previous relationships with the Group and Directors; • the candidate’s independence status, including the term of office currently served by the director; • criminal record and bankruptcy history (for new candidates); • the need for a majority or equal balance on the Board; and • requirements of the_Corporations Act 2001_, ASX Listing Rules, the Constitutions of the Company and the Trust and Board Charter. The Board seeks to ensure that: • its membership represents an appropriate balance between Directors with investment management and real estate industry experience and Directors with an alternative strategic perspective; and • the size of the Board is conducive to effective discussion and efficient decision-making. Under the terms of the Company’s Constitution: • an election of Directors must be held at each Annual General Meeting and at least one Director must retire from office; and • each Director must retire from office at the third Annual General Meeting following his/her last election. Where eligible, a Director may stand for re-election. |
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CVC LIMITED (AND ITS CONTROLLED ENTITIES)
CORPORATE GOVERNANCE STATEMENT
Recommendation 2.2
A listed entity should have and disclose a board skills matrix setting out the mix of skills and diversity that the board currently has or is looking to achieve in its membership.
The board skills matrix for the Board is set out below:
==> picture [506 x 135] intentionally omitted <==
----- Start of picture text -----
Skill, Experience and Expertise
Finance Industry Knowledge
Directors
75% 50% 75% 75% 100% 100% 50% 50% 50% 75% 75%
Legal
Strategy
& Audit
Experience
Audit Committee Risk Management Legal Compliance
Financial Accounting Public Board Experience Regulatory / Public Policy Property Transactions Property Management Statutory Compliance
----- End of picture text -----
| 75 | % 50% 75% 75% 100% 100% 50% 50% 50% 75% 75% |
|---|---|
| ASX CG Principles | Compliance by Group |
| Recommendation 2.3 A listed entity should disclose: (a) the names of the directors considered by the board to be independent directors; (b) if a director has an interest, position, association or relationship of the type described in Box 2.3 but the board is of the opinion that it does not compromise the independence of the director, the nature of the interest, position, association or relationship in question and an explanation of why the board is of that opinion; and (c) the length of service of each director. |
The Board currently comprises one Independent Director, being Ian Campbell who was appointed to the Board on 16 March 2015. Directors must disclose any material personal or family contract or relationship in accordance with the_Corporations Act 2001_. Directors also adhere to constraints on their participation and voting in relation to matters in which they may have an interest in accordance with the Corporations Act _2001_and the Group’s policies. Details of offices held by Directors with other organisations are set out in the Directors' Report. Full details of related party dealings are set out in notes to the accounts as required by law. If a Director’s independence status changes, this will be disclosed and explained to the market in a timely manner. |
| Recommendation 2.4 A majority of the board of a listed entity should be independent directors. |
The composition of the Board is as follows: • Craig Treasure – Executive Chairman; • Ian Campbell – Independent Director; • Mark Avery – Managing Director; and • John Leaver – Executive Director. The Board regularly reviews its composition, and although the Board does not currently comprise a majority of independent directors given the size, scale and nature of the operations of the company the Board believes that the current structure operates effectively and efficiently, allowing for it to collectively exercise its authority without the need for the appointment of additional independent directors. |
| Recommendation 2.5 The chair of the board of a listed entity should be an independent director and, in particular, should not be the same person as the CEO of the entity. |
The Chairperson of the Board is Craig Treasure, who is an Executive Director. Mr Treasure has significant experience chairing boards as well as running businesses consistent with CVC. As such, the Board believes that given the size, scale and nature of the operations of CVC as well as the experience of Mr Treasure that he be appointed as chairman of the company. |
| Recommendation 2.6 A listed entity should have a program for inducting new directors and provide appropriate professional development opportunities for directors to develop and maintain the skills and knowledge needed to perform their role as directors effectively. |
The annual performance assessment provides an opportunity for all directors to identify required training although directors can request professional development opportunities at any time. |
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CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
CORPORATE GOVERNANCE STATEMENT
| ASXCGPrinciples | Compliance by Group |
|---|---|
| Principle 3 – Instil a culture of acting lawfully, ethically and responsibly A listed entity should instil and continually reinforce a culture across the organisation of acting lawfully, ethically and responsibly |
|
| Recommendation 3.1 A listed entity should articulate and disclose its values. |
CVC’s values are: • integrity; • respect; • safe and non-discriminatory work environment; and • acting in a manner consistent with community standards. These values are set out in the Code of Conduct. |
| Recommendation 3.2 A listed entity should: (a) have and disclose a code of conduct for its directors, senior executives and employees; and (b) ensure that the board or a committee of the board is informed of any material breaches of that code. |
The Board has adopted a Code of Conduct which is disclosed on the Group’s website. It requires officers, employees, contractors, representatives, consultants and associates, and other persons that act on behalf of the Group to act honestly, in good faith, and in the best interests of the Group as a whole, whilst in accordance with the letter (and spirit) of the law. |
| Recommendation 3.3 A listed entity should: (a) have and disclose a whistleblower policy; and (b) ensure that the board or a committee of the board is informed of any material incidents reported under that policy. |
The Board has adopted a whistleblower policy which is disclosed on CVC’s website. |
| Recommendation 3.4 A listed entity should: (a) have and disclose an anti-bribery and corruption policy; and (b) ensure that the board or a committee of the board is informed of any material breaches of that policy |
The Board has adopted an anti-bribery and corruption policy which is disclosed on CVC’s website. |
| Principle 4 – Safeguard the integrity of corporate reports A listed entity should have appropriate processes to verify the integrity of its corporate reports. |
|
| Recommendation 4.1 The board of a listed entity should: (a) have an audit committee which: (i) has at least three members, all of whom are non-executive directors and a majority of whom are independent directors; and (ii) is chaired by an independent director, who is not the chair of the board, and disclose: |
The Board has established an Audit and Risk Committee. The Audit and Risk Committee has three members: Mr Ian Campbell (Chairperson), and Mr Craig Treasure and Mr Mark Avery. The Audit and Risk Committee does not have a majority of Non-Executive Independent Directors, although the Chairperson is an independent Director. To ensure that the Audit and Risk Committee operates effectively it has adopted and approved charter and all Directors of CVC are appointed as members. The Audit and Risk Committee has authority (within the scope of its responsibilities) to seek any information it requires from CVC employees or external party. Members may also meet with auditors (internal and/or external) without management present and consult independent experts, where the Audit and Risk Committee considers it necessary to carry out its duties. The purpose of the Audit and Risk Committee is to manage the process of financial reporting and accounting practices of CVC. Its key responsibilities are to: |
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CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
CORPORATE GOVERNANCE STATEMENT
| ASXCGPrinciples | Compliance by Group |
|---|---|
| (A) the charter of the committee; (B) the relevant qualifications and experience of the members of the committee; and (C) in relation to each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have an audit committee, disclose that fact and the processes it employs that independently verify and safeguard the integrity of its corporate reporting, including the processes for the appointment and removal of the external auditor and the rotation of the audit engagement partner. |
• review and recommend the financial statements (including key financial and accounting principles adopted by CVC); • review and monitor risks and the implementation of mitigation measures for those risks as appropriate; • assess the appointment of external auditors and monitor the conduct of audits; • monitor compliance with statutory obligations; • review and monitor the adequacy of management information and internal control systems; and • ensure that any shareholder queries relating to such matters are dealt with expeditiously. Attendance is recorded at Audit and Risk Committee meetings and the experience of the members is provided in the Directors’ Report. |
| Recommendation 4.2 The board of a listed entity should, before it approves the entity’s financial statements for a financial period, receive from its CEO and CFO a declaration that, in their opinion, the financial records of the entity have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the entity and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively. |
Before the Board approves the financial statements, it receives declarations of the CEO and the Financial Controller that, in their opinion, the financial records of CVC have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the company, and that their opinion has been formed on the basis of a sound risk management system and internal controls which are operating effectively. |
| Recommendation 4.3 A listed entity should disclose its process to verify the integrity of any periodic corporate report it releases to the market that is not audited or reviewed by an external auditor. |
CVC will disclose its process to verify the integrity of any periodic corporate report it releases to the market that is not audited or reviewed by an external auditor. |
| Principle 5 – Make timely and balanced disclosure A listed entity should make timely and balanced disclosure of all matters concerning it that a reasonable person would expect to have a material effect on the price or value of its securities. |
|
| Recommendation 5.1 A listed entity should have and disclose a written policy for complying with its continuous disclosure obligations under listing rule 3.1. |
The Board has adopted a Disclosure and Communications Policy which is disclosed on CVC’s website. The Board is committed to: • the promotion of investor confidence by ensuring that trading in CVC’s securities takes place in an efficient, competitive and informed market; • complying with CVC’s disclosure obligations under the ASX Listing Rules and the Corporations Act 2001; and • ensuring the stakeholders have the opportunity to access externally available information issued by CVC. The Company Secretary is responsible for coordinating the disclosure of information to Regulators and securityholders and ensuring that any notifications/reports to the ASX are promptly posted on CVC’s website. |
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CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
CORPORATE GOVERNANCE STATEMENT
| ASXCGPrinciples | Compliance by Group | |
|---|---|---|
| Recommendation 5.2 A listed entity should ensure that its board receives copies of all material market announcements promptly after they have been made. |
CVC ensures that all Directors receive copies of all material market announcements promptly after they have been made. |
|
| Recommendation 5.3 A listed entity that gives a new and substantive investor or analyst presentation should release a copy of the presentation materials on the ASX Market Announcements Platform ahead of the presentation. |
CVC will ensure that if it gives a new and substantive investor or analyst presentation it will release a copy of the presentation materials on the ASX Market Announcements Platform ahead of the presentation. |
|
| Principle 6 – Respect the rights of security holders A listed entity should provide its security holders with appropriate information and facilities to allow them to exercise their rights as security holders effectively |
||
| Recommendation 6.1 A listed entity should provide information about itself and its governance to investors via its website. |
Information about CVC and its corporate governance items are posted on its website at www.cvc.com.au. |
|
| Recommendation 6.2 A listed entity should have an investor relations program to facilitate effective two-way communication with investors. |
The Board has adopted a Disclosure and Communication Policy that describes the Board’s policy for ensuring shareholders and potential investors receive or obtain access to information publicly released. CVC’s primary portals are its website, Annual Report, Annual General Meeting, Half-Yearly Report, and notices to the ASX. The Board, with the assistance of the Company Secretary, oversees and coordinates the distribution of all information by CVC to the ASX, shareholders, the media and the public. All shareholders have the opportunity to attend the Annual General Meeting and ask questions of the Board. |
|
| Recommendation 6.3 A listed entity should disclose how it facilitates and encourages participation at meetings of security holders. |
The Company holds an Annual General Meeting (“AGM”) of shareholders in November each year. The date, time and venue of the AGM are notified to the ASX when the notice of the AGM is circulated to securityholders and lodged with the ASX each year. The Board will choose a date, venue and time considered convenient to the greatest number of its shareholders. A notice of meeting will be accompanied by explanatory notes on the items of business and together they will seek to clearly and accurately explain the nature of the business of the meeting. Shareholders are encouraged to attend the meeting, or if unable to attend, to vote on the motions proposed by appointing a proxy. The proxy form included with the Notice of Meeting will seek to explain clearly how the proxy form is to be completed and submitted. |
|
| Recommendation 6.4 A listed entity should ensure that all substantive resolutions at a meeting of security holders are decided by a poll rather than by a show of hands |
CVC will ensure that all substantive securityholder resolutions are decided by poll. |
|
| Recommendation 6.5 A listed entity should give security holders the option to receive communications from, and send communications to, the entity and its security registry electronically. |
CVC provides its security holders with an electronic communication option. |
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CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
CORPORATE GOVERNANCE STATEMENT
| ASXCGPrinciples | Compliance by Group | |
|---|---|---|
| Principle 7 – Recognise and manage risk A listed entity should establish a sound risk management framework and periodically review the effectiveness of that framework. |
||
| Recommendation 7.1 The board of a listed entity should: (a) have a committee or committees to oversee risk, each of which: (i) has at least three members, all of whom are independent directors; and (ii) is chaired by an independent director, and disclose: (A) the charter of the committee; (B) the members of the committee; (C) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a risk committee or committees that satisfy (a) above, disclose that fact and the processes it employs for overseeing the entity’s risk management framework. |
The Board of CVC, through the Audit and Risk Committee, is responsible for ensuring that: • there are adequate policies for the oversight and management of material business risks; • there are effective systems in place to identify, assess, monitor and manage the risks and to identify material changes to the risk profile; and • arrangements are adequate for monitoring compliance with laws and regulations applicable to CVC. |
|
| Recommendation 7.2 The board or a committee of the board should: (a) review the entity’s risk management framework at least annually to satisfy itself that it continues to be sound and that the entity is operating with due regard to the risk appetite set by the board; and (b) disclose, in relation to each reporting period, whether such a review has taken place. |
The Audit and Risk Committee reviews the Group’s risk management framework at least annually. |
|
| Recommendation 7.3 A listed entity should disclose: (a) if it has an internal audit function, how the function is structured and what role it performs; or (b) if it does not have an internal audit function, that fact and the processes it employs for evaluating and continually improving the effectiveness of its risk management and internal control processes. |
Given the size, scale and nature of CVC, it does not have an internal audit function. The Board is responsible for considering the material business risks of CVC. |
|
| Recommendation 7.4 A listed entity should disclose whether it has any material exposure to environmental or social risks and, if it does, how it manages or intends to manage those risks. |
The Board has adopted a Risk Management Statement which outlines the process for identifying, monitoring and mitigating risks as well as generic sources of risk. This is reviewed on an annual basis. |
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CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
CORPORATE GOVERNANCE STATEMENT
| ASXCGPrinciples | Compliance by Group | |
|---|---|---|
| Principle 8 – Remunerate fairly and responsibly A listed entity should pay director remuneration sufficient to attract and retain high quality directors and design its executive remuneration to attract, retain and motivate high quality senior executives to align their interests with the creation of value for security holders. |
||
| Recommendation 8.1 The board of a listed entity should: (a) have a remuneration committee which: (i) has at least three members, a majority of whom are independent directors; and (ii) is chaired by an independent director, and disclose: (A) the charter of the committee; (B) the members of the committee; and (C) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a remuneration committee, disclose that fact and the processes it employs for setting the level and composition of remuneration for directors and senior executives and ensuring that such remuneration is appropriate and not excessive. |
Given the size, scale and nature of CVC, there is not a separate remuneration committee. The full Board considers the issues that would otherwise be a function of a separate remuneration committee. Remuneration for an Independent Director is set at market rates commensurate with the responsibilities borne by the Director. Independent professional advice may be sought. The Board, excluding the Managing Director, is responsible for determining the remuneration of the Managing Director. The full Board is responsible for determining the remuneration of all employees of CVC. The Board also regularly considers the level and composition of remuneration of CVC’s employees. |
|
| Recommendation 8.2 A listed entity should separately disclose its policies and practices regarding the remuneration of non-executive directors and the remuneration of executive directors and other senior executives. |
Remuneration for the Independent Directors is set at market rates commensurate with the responsibilities borne by an Independent Director. Independent professional advice may be sought. The Board, excluding the Managing Director, is responsible for determining the remuneration of the Managing Director. The full Board is responsible for determining the remuneration of all employees of CVC. Further information is provided in the Remuneration Report set out in the Directors’ Report. |
|
| Recommendation 8.3 A listed entity which has an equity-based remuneration scheme should: (a) have a policy on whether participants are permitted to enter into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme; and (b) disclose that policy or a summary of it. |
CVC adopted an employee incentive plan at its 2022 annual general meeting. The Board has adopted a securities trading policy which restricts all directors, officers and employees of CVC from entering into hedging arrangements. |
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CVC LIMITED
(AND ITS CONTROLLED ENTITIES)
ADDITIONAL INFORMATION
The following information was current as at 9 August 2024.
Distribution schedule
The distribution of shareholders and their shareholdings was as follows:
| Category | Number of ordinary | Number of loan note |
|---|---|---|
| (size of holding) | shareholders | holders |
| 1 - 1,000 | 161 | 270 |
| 1,001 - 5,000 | 176 | 60 |
| 5,001 - 10,000 | 103 | 2 |
| 10,001 - 100,000 | 158 | 5 |
| 100,001 - over | 62 | 1 |
──────── |
──────── |
|
| Total | 660 | 338 |
════════ |
════════ |
|
| Unmarketable parcels | ||
| Minimum | Number of | |
| parcel size | shareholders | |
| Ordinary shares | ||
| Minimum $500.00 parcel at $1.61 per share | 311 | 83 |
| Loan notes | ||
| Minimum $500.00 parcel at $102.5 per note | 5 | - |
On market share buy-back
The Company has a current on market share buy-back which commenced on 24 October 2023.
Substantial holders
The names of the Company’s substantial holders and the number of ordinary shares in which each has a relevant interest as disclosed in substantial holder notices given to the Company are as follows:
| Number of ordinary shares in | |
|---|---|
| Shareholder | which interest held |
| Mr John Scott Leaver (a) | 40,703,337 |
| Southsea (Aust) Pty Limited | 17,610,506 |
| J K M Securities Pty Limited | 12,300,000 |
| Mr Vanda Gould (b) | 11,091,199 |
| Anglo Australian Christian & Charitable Fund | 9,712,816 |
(a) Mr Leaver’s holding includes 3,301,465 shares held by Wenola Pty Limited.
(b) Mr Gould’s holding includes 10,352,306 shares held by Leagou Pty Limited, 162,000 shares held by Russell Gould Pty Ltd and 576,893 shares held by Melbourne Corporation of Australia Pty Ltd.
86
(AND ITS CONTROLLED ENTITIES)
CVC LIMITED
ADDITIONAL INFORMATION (CONTINUED)
20 largest shareholders - ordinary shares and loan notes
As at 9 August 2024, the top 20 shareholders and their shareholdings were as follows:
| Shareholder | Shares held | % of issued |
|---|---|---|
| capital held | ||
| Ordinary Shares | ||
| Mr John Scott Leaver | 37,401,872 | 32.02 |
| Southsea (Aust) Pty Limited | 17,610,506 | 15.07 |
| J K M Securities Pty Limited | 12,300,000 | 10.53 |
| Anglo Australian Christian & Charitable Fund | 9,712,816 | 8.31 |
| Leagou Pty Limited | 8,647,695 | 7.40 |
| Chemical Overseas Limited | 4,861,741 | 4.16 |
| Wenola Pty Limited | 3,301,465 | 2.83 |
| Leagou Pty Limited | 1,704,611 | 1.46 |
| Mr Nigel Cameron Stokes | 1,000,000 | 0.86 |
| Dr Raymond Joseph Healey | 831,928 | 0.71 |
| J P Morgan Nominees Australia Pty Ltd | 794,996 | 0.68 |
| Miss Kate Imogen Leaver | 685,214 | 0.59 |
| Melbourne Corporation Of Australia Pty Ltd | 576,893 | 0.49 |
| Heasman Superannuation Pty Ltd | 505,100 | 0.43 |
| Mr Julian Tertini | 480,000 | 0.41 |
| John Angela Pty Limited | 445,000 | 0.38 |
| Toni May Ralph | 429,817 | 0.37 |
| J A Investments Limited | 420,000 | 0.36 |
| Jasperson Pty Limited | 381,817 | 0.33 |
| Buduva Pty Ltd | 339,214 | 0.29 |
──────── |
────── |
|
| 102,430,685 | 87.68 | |
════════ |
══════ |
|
| Loan note | ||
| BNP Paribas Nominees Pty Ltd Hub24 Custodial Serv Ltd | 117,270 | 25.42 |
| Vision Australia Foundation | 20,934 | 4.54 |
| Charlie MID Pty Ltd | 20,000 | 4.33 |
| Leaver Funds Management Pty Ltd | 18,340 | 3.97 |
| Racing Victoria Limited | 12,500 | 2.71 |
| Netwealth Investments Limited | 10,083 | 2.19 |
| Conder Docklands Pty Ltd | 8,740 | 1.89 |
| Nora Goodridge Investments Pty Ltd | 7,000 | 1.52 |
| Australian Academy Of Science | 5,000 | 1.08 |
| Dalless Investments Pty Ltd | 4,686 | 1.02 |
| Mentany Pty Ltd | 4,300 | 0.93 |
| Jamba Holdings Pty Ltd | 4,000 | 0.87 |
| Mrs Deborah Anne Treasure | 4,000 | 0.87 |
| Petjia Investments Pty Ltd | 4,000 | 0.87 |
| R S Management Pty Limited | 3,734 | 0.81 |
| Dewrang Investments Pty Ltd | 3,000 | 0.65 |
| KSC Investments Pty Ltd | 3,000 | 0.65 |
| Fairfield Lodge Pty Ltd | 2,980 | 0.65 |
| Bagot Family Investments Pty Ltd | 2,980 | 0.65 |
| Driftsome Investments Pty Ltd | 2,915 | 0.63 |
| ──────── | ────── | |
| 259,462 | 56.25 | |
| ════════ | ══════ |
Voting Rights
The Company’s constitution details the voting rights of members and states that every member, present in person or by proxy, shall have one vote for every ordinary share registered in his or her name.
Registered Office
The Company is registered and domiciled in Australia. Its registered office and principal place of business are at Level 40 Governor Philip Tower, 1 Farrer Place, SYDNEY NSW 2000.
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