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CVC LIMITED — Interim / Quarterly Report 2006
Feb 23, 2006
64728_rns_2006-02-23_ba928642-52d3-4a07-b256-f304268a53e9.pdf
Interim / Quarterly Report
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Commentary on Results & Dividend Announcement
Half Year Result
The Directors of CVC Limited ("CVC") wish to report a net profit after tax of \$3 M (2.3 cents per share) for the 6 months to 31 December 2005.
Whilst, the profit is a decrease from that realised in the six months to 31 December 2004, the prior year profit was almost entirely attributable to the sale of the Chevron Renaissance Shopping Centre. Importantly the current period profit announced today does not include any sizeable capital realisations, and is instead almost entirely attributable to earnings of a recurrent nature. The development of recurring income streams has been a key focus of CVC over the past two years.
Clearly the half year result does not include the recently announced profit of in excess of \$16.5 M from the sale of CVC's shares in Stargames Limited. The sale was completed since the end of the half-year and will instead form part of the full year result.
Reported net assets have continued to increase and as at 31 December 2005 amounted to \$1.30 per share. Following recent changes to accounting standards, reported net assets now reflect the market values of listed shares, net of a provision for applicable income tax. However they continue to ignore uplifts in the value of unlisted investments and property interests. In particular, there is no uplift in value reflected for our joint venture land holding at Fern Bay or for any of our unlisted investments.
Developments
The Directors are pleased to report the following progress and developments in the key business segments:
Listed Investments:
CVC's long term investment in Stargames Limited was realised in January 2006 for a profit in excess of \$16.5 M. CVC is justifiably proud of this result. CVC is delighted to have been a shareholder from the original acquisition of the Stargames business in 1999 through to its sale to Shuffle Master Inc in 2006, and is grateful to the Board and management of Stargames for their dedication during that period. CVC's confidence in the Stargames business was further demonstrated in May and June 2005 with the investment of an additional \$5 M, and we are delighted to report that this was vindicated with the sale profit increasing by \$2.4 M as a result
The core portfolio of Sunland, Pro-Pac and Greens Foods have all performed in line with expectations during the half year and continue to form a base for dividend income and longer term capital growth. CVC has also added to the portfolio during the six months with substantial holdings being acquired in Cellnet Limited and SMC Gold.
Private Equity:
Investments in Probiotec and Ron Finemore Transport continued to progress during the six month period. Probiotec is finalising its preparations for an expected initial public offering prior to June. Ron Finemore Transport is continuing to build its customer base and further drive efficiencies through its fleet, though high fuel prices continue to hamper profitability.
During the period CVC acquired a minority stake in Sunleisure, which has acquired a number of properties and management letting rights and is 49% owned by Sunland.
With a strong ungeared balance sheet CVC is well positioned for further private equity opportunities and continues to review a substantial number of opportunities on an annual basis.
| CVC Limited | Level 42, AAP Centre | 1 T 02 9087 8000 |
|---|---|---|
| ABN 34 002 700 361 259 George Street | F02 9087 8088 | |
| AFSL 239665 | i Sydney NSW 2000 | www.cvcltd.com.au |

Property:
Sales activity commenced at Fern Bay during the half year and as at the date of this report approximately 48 lots have sold for a total of $$12.5$ M - an encouraging result for a new development in a flat property market. Substantial effort has been put into progressing approvals for a master plan which if approved will result in a total of approximately 950 residential lots. We are hopeful of a resolution of the master plan application prior to June.
The Belrose Bulky Goods Property advanced its development application during the period. We are optimistic regarding the prospects for a determination of the approval prior to June and the potential to incorporate the site as the initial asset of a CVC Property Fund.
Funds Management:
Funds management activity during the period concentrated on the acquisition of a responsible entity, Taragon Management Limited, and on a capital raising for CVC Sustainable Investments.
During the period, CVC acquired Taragon Management Limited, the responsible entity for the ASX listed Taragon Property Fund. Concurrently, CVC also acquired a 19.5% stake in the fund. CVC is excited about the prospects for building the fund into a sizeable listed property fund and at the same time become a future source of significant profitability for CVC through funds management, property development and capital appreciation.
CVC Sustainable Investments raised a further \$3.4 M of investment capital. Whilst the capital raising was modest, it confirmed CVC's view that there is strong demand for an investment product of this type. CVC will continue with its efforts to develop CVC Sustainable Investments into a meaningful investment fund in the environmental industry.
Corporate1
CVC bought back 4.7 M shares at a cost of \$1.25 per share during the period.
Commentary on Future Expectations
CVC is in an excellent position for the future:
- following the sale of its shareholding in Stargames Limited, CVC will hold approximately \$50 M in cash which places it in excellent position for potential investment opportunities:
- the current listed investments continue to perform and, there is great potential for long term growth in the value of both our listed and unlisted portfolio's;
- the Fern Bay and Belrose developments provide a strong base for future profitability;
- CVC continues to build its funds management business and launch new investment products: and
- at the date of this report it is anticipated that CVC's profit after tax for the year ending 30 June 2006 will approach \$25 M.
Dividend
In recognition of the continuing development and success of CVC, CVC is delighted to today announce a record interim dividend of 3 cents per share, a 50% increase on the 2005 interim dividend. The dividend will be paid on 17 March 2006 to all shareholders registered at 10 March 2006.
ADH Beard Director 24 February 2006
| CVC Limited | Level 42, AAP Centre | 1 T 02 9087 8000 |
|---|---|---|
| ABN 34 002 700 361 259 George Street | F02 9087 8088 | |
| AFSL 239665 | I Sydney NSW 2000 | www.cvcitd.com.au |
Appendix 4D
Half Yearly Report Results for announcement to the market
| CVC Limited | ||||
|---|---|---|---|---|
| ABN | Half Year ended ('Reporting Period') |
Previous Half Year ended ('Corresponding period') |
||
| 34 002 700 361 | 31 December 2005 | 31 December 2004 | ||
| Results | ||||
| Revenue | Down | 52% | to | \$6,821,958 |
| Profit after tax attributable to shareholders | Down | 79% | to | \$3,037,902 |
Dividends (distributions)
Net profit attributable to shareholders
| Amount per security | Franked amount per security |
|
|---|---|---|
| Interim dividend | 3.0 c | 3.0 c |
| Prior year interim dividend | 2.0 c | 2.0 e |
Down
Information on dividends:
A final dividend of 3 cents per share in respect of the financial year ended 30 June 2005 was declared on 24 August 2005 and paid on 30 September 2005.
An interim dividend of 3 cents per share in respect of the financial year ended 30 June 2006 was declared on 24 February 2006 to be paid on 17 March 2005. Shareholders can elect to receive the dividend as new shares in the Company in accordance with the rules of the CVC Limited Dividend Reinvestment Plan.
Record date for determining entitlements to the dividend
10 March 2006
79% to
\$3,037,902
Last date for receipt of election notices for participation in the CVC Limited Dividend Reinvestment Plan
10 March 2006
Commentary
Brief explanation of any of the figures reported above:
Please refer to the attached commentary for a detailed review.
CVC LIMITED AND ITS CONTROLLED ENTITIES
HALF YEAR FINANCIAL REPORT
For the half-year ended 31 December 2005
ACN 002 700 361
COMPANY PARTICULARS
CVC LIMITED
ACN 002 700 361
DIRECTORS
Vanda R Gould John S Leaver John D Read Alexander D H Beard John T Riedl
SECRETARIES
Alexander D H Beard Michael I Bower
MANAGEMENT TEAM
Alexander D H Beard Michael J Bower Gaibrielle L S Cleary William J Highland Christian T Jensen Elliott G Kaplan Geoffrey P Leaver Andrew B Post
PRINCIPAL AND REGISTERED OFFICE
Level 42, AAP Centre, 259 George Street SYDNEY, NSW 2000, AUSTRALIA Telephone: $(02)$ 9087 8000 Facsimile: (02) 9087 8088
SHARE REGISTRY
Gould Ralph Services Pty Limited Share Registry Division Level 42, AAP Centre, 259 George Street SYDNEY, NSW 2000, AUSTRALIA Telephone: $(02)$ 9032 3000 (02) 9032 3088 Facsimile:
AUDITORS
HLB Mann Judd (NSW Partnership) Chartered Accountants Level 19, 207 Kent Street SYDNEY, NSW 2000, AUSTRALIA
BANKERS
Westpac Banking Corporation Limited Suncorp-Metway Limited
HOME STOCK EXCHANGE Sydney
CVC LIMITED & CONTROLLED ENTITIES DIRECTORS' REPORT
The Directors present their report together with the consolidated financial report for CVC Limited and its controlled entities ("CVC") for the half-year ended 31st December 2005 and the auditors' review thereon.
Directors
The Directors of the Company throughout and since the end of the half-year are:
Vanda Russell Gould (Chairman) John Scott Leaver (Non Executive Director) John Douglas Read (Non Executive Director) Alexander Damien Harry Beard (Non Executive Director and Company Secretary) John Thomas Riedl (Non Executive Director)
Operating Results
The net profit for the six months ended 31s December 2005 attributable to shareholders of CVC amounted to \$3,037,902.
Review of Operations
As always the results of CVC are significantly impacted by the timing of major investment realisations. In mitigation, the Board has continued the strategy of creating more recurrent income whilst remaining cognisant of the need to continue the development and attraction of investees so as to provide regular realisation opportunities. However, in pursuing this strategy the Board remains steadfastly committed to developing longer term value for shareholders rather than on timing realisations for accounting outcomes.
Accordingly, whilst at first glance the results for the half year have been quiet in terms of the reported profit, a closer review will highlight the progress made. The reported profit of over \$3 million for a half year period is almost entirely due to recurrent income. In addition, the half-year saw significant progress in value generation and towards realisation opportunities for a number of investees including Stargames Limited, the Fern Bay property and Probiotec Limited, amongst others. The realisation of CVC's holding in Stargames Limited alone, completed since the end of the half-year, will result in a profit on sale of over \$16 million in the second half of the current financial year.
A more detailed review of operations and developments is included in the commentary that accompanies the ASX release of these results.
Auditor's Independence Declaration
A copy of the Independence Declaration given to the Directors by the lead auditor for the review undertaken by HLB Mann Judd (NSW Partnership) is included on page 22.
Dividends
Dividends of \$3,823,435 were paid during the period. Since the end of the period, the directors have determined to pay a 3 cents per share interim dividend payable on 17th March 2006.
Signed and Sydney this 24th day of February 2006 in accordance with a resolution of Directors.
ALEXANDER D. H. BEARD Director
IOHN D. READ Director
CVC LIMITED & CONTROLLED ENTITIES INCOME STATEMENT FOR THE HALF YEAR ENDED 31 DECEMBER 2005
| Notes | Consolidated | ||
|---|---|---|---|
| 31 Dec 2005 | 31 Dec 2004 | ||
| \$ | \$ | ||
| Revenue | |||
| Dividends received | 2,619,012 | 743,266 | |
| Interest income | 2,470,883 | 774,276 | |
| Net gain on sales of equity investments | 135,427 | 1,135,129 | |
| Reductions in impairment losses | 682,438 | ||
| Sales of goods | 11,109,120 | ||
| Sales of services | 493,537 | 244,842 | |
| Other revenue | 420,661 | 84,451 | |
| Total revenue | 6,821,958 | 14,091,084 | |
| Equity accounted (losses)/ profits | |||
| Share of net (losses)/ profits of associates | 8 | (540, 329) | 3,090,695 |
| Share of net profits of joint ventures | 8 | 36,019 | 14,853,386 |
| Net equity accounted (losses)/ profits | (504,310) | 17,944,081 | |
| Expenses | |||
| Audit fees | 16,000 | 31,506 | |
| Amortisation of intangible assets | 58,500 | 29,250 | |
| Borrowing costs | 70,766 | ||
| Cost of goods sold | 6,350,287 | ||
| Depreciation expense | 23,358 | 79,903 | |
| Directors fees | 25,000 | 25,000 | |
| Distribution, consumables & royalty costs | 490,889 | ||
| Employee costs (excluding equity based remuneration) | 556,736 | 1,902,078 | |
| Equity based remuneration | 56,223 | 17,744 | |
| Impairment losses | 440,262 | 772,566 | |
| Legal and associated costs | 632,245 | 112,781 | |
| Management & consultancy fees Operating lease expense |
592,849 175,146 |
1,105,575 353,153 |
|
| Other expenses | 424,073 | 932,833 | |
| Total expenses | 3,071,158 | 12,203,565 | |
| Profit before income tax | 3,246,490 | 19,831,600 | |
| Income tax expense | 3 | 208,586 | 4,977,415 |
| Net profit | 6 | 3,037,904 | 14,854,185 |
| Net profit attributable to minority interests | 2 | 605,938 | |
| Net profit attributable to shareholders | 16 | 3,037,902 | 14,248,247 |
| Basic & diluted earnings per share (cents) | 5 | 2.39 | 13.42 |
| Dividends paid during period per share (cents) | $\overline{4}$ | 3.00 | 1.50 |
CVC LIMITED & CONTROLLED ENTITIES BALANCE SHEET AS AT 31 DECEMBER 2005
| Notes | Consolidated | ||
|---|---|---|---|
| 31 Dec 2005 | 30 Jun 2005 | ||
| \$ | \$ | ||
| Current assets | |||
| Cash and cash equivalents | 6 | 20,001,651 | 41,277,130 |
| Loans and other receivables | 7 | 10,502,462 | 17,316,946 |
| Equity investments | 9 | 27,278,810 | 3,471,489 |
| Current tax assets | 72,301 | 1,007 | |
| Other assets | 99,501 | 102,633 | |
| Total current assets | 57,954,725 | 62,169,205 | |
| Non-current assets | |||
| Loans and other receivables | 7 | 11,595,467 | 6,735,142 |
| Investments accounted for using the equity method | 8 | 9,508,779 | 9,454,221 |
| Other equity investments | 9 | 91,436,960 | 85,269,379 |
| Property, plant and equipment | 16,052 | 22,292 | |
| Investment property | 10 | 2,817,883 | |
| Intangibles | 11. | 8,743,414 | 8,611,914 |
| Total non-current assets | 124,118,555 | 110,092,948 | |
| Total assets | 182,073,280 | 172,262,153 | |
| Current liabilities | |||
| Trade and other payables | 12 | 2,832,103 | 921,801 |
| Provisions | 302,111 | 135,789 | |
| Current tax liabilities | 639,219 | ||
| Total current liabilities | 3,134,214 | 1,696,809 | |
| Non-current liabilities | |||
| Interest bearing borrowings | 13 | 2,113,466 | |
| Deferred income tax liabilities | 14 | 15,833,890 | 12,126,828 |
| Total non-current liabilities | 17,947,356 | 12,126,828 | |
| Total liabilities | 21,081,570 | 13,823,637 | |
| Net assets | 160,991,710 | 158,438,516 | |
| Equity | |||
| Contributed equity | 15 | 50,849,787 | 55,729,394 |
| Retained profits | 16 | 81,515,466 | 82,300,999 |
| Other reserves | 17 | 28,626,286 | 20,407,954 |
| Attributable to shareholders | 160,991,539 | 158,438,347 | |
| Minority interests | 171 | 169 | |
| Total equity | 160,991,710 | 158,438,516 |
CVC LIMITED & CONTROLLED ENTITIES STATEMENT OF CASH FLOWS FOR THE HALF YEAR ENDED 31 DECEMBER 2005
| Notes | Consolidated | ||
|---|---|---|---|
| 31 Dec 2005 | 31 Dec 2004 | ||
| S | S | ||
| Cash flows related to operating activities | |||
| Cash receipts in the course of operations | 412,825 | 11,800,744 | |
| Cash payments in the course of operations | (1,493,296) | (16, 289, 283) | |
| Interest received | 1,318,979 | 322,781 | |
| Dividends received | 2,477,235 | 3,202,395 | |
| Interest paid | (57,300) | ||
| Income taxes paid | (710, 513) | (998,743) | |
| Net cash flows from operating activities | 6 | 1,947,930 | (1,962,106) |
| Cash flows from investing activities | |||
| Payments for property, plant and equipment | (1,007) | (366, 553) | |
| Payments for investment property | (2,833,994) | ||
| Proceeds from disposal of property, plant and equipment | 20,455 | ||
| Payments for equity investments | (19,436,045) | (7,352,258) | |
| Payments for controlled entities net of cash acquired | (190,000) | (46,769) | |
| Proceeds on disposal of equity investments | 2,947,546 | 2,714,514 | |
| Payments for other financial assets | (61,306) | ||
| Proceeds on disposal of interests in controlled entities | 1,678,000 | ||
| Loans provided | (2,985,058) | (4,043,911) | |
| Loans repaid | 6,057,191 | 6,542,003 | |
| Net cash flows from investing activities | (16,441,367) | (915, 825) | |
| Cash flows from financing activities | |||
| Proceeds from borrowings | 2,100,000 | ||
| Dividends paid to members of the parent entity | (2,957,018) | (1,660,155) | |
| Payments for share buy-backs | (5,925,024) | (4,014,270) | |
| Issue of shares by subsidiary to outside equity interests | |||
| Net cash flows from financing activities | (6,782,042) | (5,674,425) | |
| Net decrease in cash held | (21, 275, 479) | (8,552,356) | |
| Cash at the beginning of the period | 41,277,130 | 12,269,691 | |
| Cash at the end of the period | 6 | 20,001,651 | 3,717,335 |
CVC LIMITED & CONTROLLED ENTITIES STATEMENT OF CHANGES IN EQUITY FOR THE HALF YEAR ENDED 31 DECEMBER 2005
| Notes | Consolidated | ||
|---|---|---|---|
| 31 Dec 2005 S |
31 Dec 2004 \$ |
||
| Income and expenses recognised directly in equity | |||
| Available for sale investments: | |||
| - Increase in fair values recognised in other reserves - Amounts transferred from other reserves to the income statement on sale |
17 17 |
11,474,262 187,323 |
4,151,657 (13, 455) |
| - Income tax on fair value movements taken to or from other reserves | 17 | (3,498,476) | (1,241,461) |
| Value of equity based remuneration recognised in other reserves | 17 | 55,223 | 17,744 |
| Value of associates equity based remuneration recognised in other reserves | 17 | 30,710 | |
| Net income reflected directly in equity | 8,218,332 | 2,945,195 | |
| Profit for the period | 3,037,904 | 14,854,185 | |
| Total recognised income and expense for the period | 11,256,236 | 17,799,380 | |
| Attributable to: | |||
| Shareholders Minority interests |
11,256,234 2 |
17,193,442 605,938 |
|
| 11,256,236 | 17,799,380 | ||
| Transactions with shareholders in their capacity as shareholders | |||
| Shares issued during the period: | |||
| - through the dividend reinvestment plan | 15 | 782,417 | (6,270) |
| - acquisition of CVC Managers Pty Limited | 15 | 8,500,000 | |
| - under the executive and non-executive long term incentive plan | 15 | 262,000 | 3,220,000 |
| - under the employee share acquisition plan | 15 | 1,000 | |
| Payments for share buy-backs Dividends paid to shareholders |
15 4 |
(5,925,024) (3,823,435) |
(4,008,000) (1,660,155) |
| Total transactions with shareholders in their capacity as shareholders | (8,703,042) | 6,045,575 | |
| Other equity movements Increase in minority interest from sale of part of controlled entity |
2,961,342 | ||
| Net increase in equity for the period | 2,553,194 | 26,806,297 | |
| Equity at the beginning of the period | 158,438,516 | 94,377,369 | |
| Equity at the end of the period | 160,991,710 | 121,183,666 |
NOTE 1: BASIS OF PREPARATION
a) Compliance with Australian equivalents to International Financial Reporting Standards ('AIFRS')
New accounting standards, Australian equivalents to International Financial Reporting Standards ('AIFRS'), apply to the Company for the first time for the current financial year. This half-year financial report complies with Australian Accounting Standards, including AIFRS. Compliance with AIFRS ensures that the half-year financial report, comprising the financial statements and notes thereto, complies with International Financial Reporting Standards ('IFRS').
This is the first half-year financial report prepared based on AIFRS and comparative financial information presented for the half-year ended 31 December 2004 and full-year ended 30 June 2005 have been restated to also be in accordance with AIFRS.
To assist in the understanding of the effects of AIFRS:
- a summary of the significant changes in accounting policies from those applied at 30 June 2005 is included in section d) below : and
- reconciliations of equity, as at 30 June 2004, 31 December 2004 and 30 June 2005, and profits, for the half-year 31 December 2004 and full year 30 June 2005, to the balances reported in the 31 December 2004 half-year report and 30 June 2005 full-year financial report prepared under previous accounting standards are detailed in section f) below.
b) Half-Year Financial Report to be read in conjunction with last Annual Financial Report
The half-year financial report is not required to include all of the notes normally included within the annual financial report and therefore cannot be expected to provide as full an understanding of the financial performance, financial position and financing and investing activities of the consolidated entity as the full financial report. Therefore, the half-year financial report should be read in conjunction with the last annual Financial Report of the Company, as at 30 June 2005.
It is also recommended that the half-year financial report be considered together with any public announcements made by CVC during the half-year ended 31 December 2005 in accordance with its continuous disclosure obligations.
c) Basis of accounting
The half-year financial report is a general-purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001, applicable Accounting Standards including AASB 134 "Interim Financial Reporting" and other mandatory professional reporting requirements.
The half-year report has been prepared on a historical cost basis, except listed investments which are carried at market value.
For the purpose of preparing the half-year financial report, the half-year has been treated as a discrete reporting period.
d) Changes in accounting policies
Significant changes in accounting policies, compared to those applied at 30 June 2005, are as follows:
(i) Investments
All investments are initially recognised at cost, being the fair value of the consideration given and including acquisition charges associated with the investment.
After initial recognition, investments, which are classified as held for trading and available-for-sale, are measured at fair value. For investments that are actively traded in organised financial markets, fair value is determined by reference to Stock Exchange quoted market bid prices at the close of business on the balance sheet date.
Gains or losses on investments held for trading are recognised in the income statement. Gains or losses on available-for-sale investments are recognised as a separate component of equity until the investment is sold, collected or otherwise disposed of, or until the investment is determined to be impaired, at which time the cumulative gain or loss previously reported in equity is included in the income statement.
(ii) Goodwill
Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is not amortised.
(iii) Investment properties
Investment properties are stated at cost less accumulated depreciation and any impairment in value. Cost is allocated between land and buildings. Land is not depreciated. Buildings are depreciated over 40 years.
NOTE 1: BASIS OF PREPARATION (continued)
d) Changes in accounting policies (continued)
(iv) Income tax
Deferred income tax is provided on all temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax assets, including in respect of unused tax losses, and liabilities are recognised for all taxable temporary differences, except:
- where the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and
- in respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.
The carrying amount of deferred income tax assets is reviewed at each balance sheet 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 ntilised.
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.
Income taxes relating to items recognised directly in equity are recognised in equity and not in the income statement.
(v) Share Based Payments
The Group provides benefits to employees (including directors) of the Group in the form of share-based payment transactions, whereby employees render services in exchange for shares or rights over shares ('equity-settled transactions'). The cost of these equity-settled transactions with employees is measured by reference to the fair value at the date at which they are granted.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which the performance conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award.
(vi) Recoverable amount of assets
At each reporting date, the Group assesses whether there is any indication that an asset may be impaired. Where an indicator of impairment exists, the Group makes a formal estimate of recoverable amount. Where the carrying amount of an asset exceeds its recoverable amount the asset is considered impaired and is written down to its recoverable amount.
Recoverable amount is the greater of fair value less costs to sell and value in use. It is determined for an individual asset, unless the asset's value in use cannot be estimated to be close to its fair value less costs to sell and it does not generate cash inflows that are largely independent of those from other assets or groups of assets, in which case, the recoverable amount is determined for the cash-generating unit to which the asset belongs. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.
(e) AASB 1 Transitional exemptions
As part of the transition from old accounting standards to AIFRS, and in recognition of the difficulty and cost of restating prior years information compared to the benefits to users of the financial reports, accounting standard AASB 1 'First-time Adoption of Australian Equivalents to International Financial Reporting Standards' permits transitional arrangements and exemptions in respect of the extent to which AIFRS must be applied in respect of transactions occurring in earlier years. The Company has applied the following such exemptions:
Business combinations & goodwill amortisation
Business combinations that occurred before 1 July 2004 have not been restated. Accordingly adjustments to the assets and liabilities of combining entities from the adoption of AIFRS have been adjusted directly in opening retained earnings, at 1 July 2004, and have not caused the goodwill arising on these business combinations to be recalculated. Similarly the carrying value of goodwill at 1 July 2004 has not been restated to reverse amortisation of goodwill between the date of the combination and 1 July 2004.
NOTE 1: BASIS OF PREPARATION (continued)
(f) Reconciliations of the effects of the adoption of AIFRS
As this is the first half-year financial report prepared based on AIFRS, reconciliations of equity (equivalent to net assets), as at 30 June 2004, 31 December 2004 and 30 June 2005, and profits, for the half-year 31 December 2004 and full year 30 June 2005, under AIFRS are reconciled to the balances reported under the old accounting standards in the tables below:
Reconciliations of total equity:
| Notes | 30 June 2005 | 31 Dec 2004 ъ |
30 June 2004 | |
|---|---|---|---|---|
| Total equity/net assets as previously reported | 141.051.460 | 109.326.459 | 83,226,138 | |
| Increases in market values of listed investments | $\rm (i)$ | 30,052,123 | 17,787,134 | 13,532,432 |
| Deferred income tax liability in respect of unrealised increases in | ||||
| market values of listed investments | (i) | (9,015,637) | (5,336,140) | (4,059,730) |
| Depreciation of investment properties in joint ventures | (iii) | (4,044,657) | ||
| Changes in equity accounting for associate investments | (iv) | (1,294,473) | (755, 877) | 1,221,616 |
| Deferred income tax liability in respect of equity accounted | ||||
| investments | (v) | (4,988,018) | (5,752,490) | (5,586,806) |
| Future income tax asset in respect of carried forward tax losses | (vi) | 891,826 | 4,625,198 | 9,075,414 |
| Other deferred income tax assets not previously recognised | (vii) | 1,101,578 | 942,303 | 1,012,962 |
| Accumulated goodwill amortisation | (viii) | 370,377 | 347,080 | |
| Deferred tax assets in respect of share raising costs | (ix) | 269,280 | ||
| Total equity/net assets under AIFRS | 158,438,516 | 121,183,667 | 94,377,369 | |
Notes:
Previously, listed investments were shown at the lower of cost and market value. That is investments were written $(i)$ down for unrealised losses but not written up for unrealised gains. Under AIFRS, all listed investments are shown at market value in the balance sheet and the adjustments above reflect the mark-up of listed investments to reflect unrealised profits at each balance date.
This adjustment can be seen to make the CVC balance sheet better reflect the true market value of CVC's investments. However, whilst market values are almost certainly a better indicator of value than cost, there remain inherent limitations in the use of market value given the size of CVC's share holdings. It may be difficult to realise sizeable holdings without dampening the market price although, conversely, a premium may often be attained for a significant parcel. In these circumstances, CVC generally has a longer investment horizon to maximise overall returns from its investments and is less concerned by short-term market fluctuations. Accordingly, CVC has generally classified its listed investments as 'available for sale' rather than 'held for trading'. This classification ensures that whilst the balance sheet reflects market values of listed investments as the best estimate of their current value, unrealised movements in market values are recognised in a revaluation type reserve, rather than through the income statement (profit and loss account), and only brought to account in the income statement when realised.
- AIFRS generally requires that where an asset is reflected in the balance sheet at a different value to its cost-base for $(ii)$ taxation purposes, the balance sheet should reflect a corresponding deferred tax amount to reflect the tax effects, should the asset be realised at its balance sheet carrying value (the 'balance sheet approach'). As the listed investments are carried at market value, a corresponding deferred tax liability is reflected for the tax effects of the capital gains that would arise on realisations at these market prices.
- Previously, investment properties were not depreciated. Under AIFRS, such properties must be either depreciated or $(iii)$ regularly revalued. CVC has decided to depreciate such property. The adjustment at 30 June 2004 represents the accumulated depreciation that would have been charged from the date of acquisition to that date on two investment properties held by joint ventures. As both properties were sold in the period between 1 [uly and 31 December 2004, there are no adjustments required for the balance sheets at 31 December 2004 or 30 June 2005.
NOTE 1: BASIS OF PREPARATION (continued)
(f) Reconciliations of the effects of the adoption of AIFRS (continued)
- $(iv)$ The effect of AIFRS on the carrying value of equity accounted associate investments comprises the following components:
- the effects of adopting all AIFRS changes for the financial information of each equity accounted investment;
CVC equity accounts for its share of the results and assets of its associate investment. Each of these associates must also apply AIFRS and CVC must account for its share of any changes. The significant changes that have impacted CVC arise in this respect arise from the tinuing of the recognition of emerging profits on developments in Sunland Group Limited and of a discount on acquisition by Ron Finemore Transport Pty Limited.
- the cessation of amortisation of goodwill arising on acquisitions of equity accounted investments;
- the treatment of dividends received after an investment ceases to be equity accounted;
CVC ceased to equity account for Sunland Group Limited with effect from January 2005. In March 2005, CVC received a dividend from Sunland Group Limited. Under AGAAP this dividend was offset against the carrying value of the investment, under AIFRS the amount is shown as income and the carrying value is not adjusted.
bringing the equity accounting for Sunland Group Limited to a contemporary date;
Under AGAAP, CVC equity accounted for Sunland Group Limited based on financial information six months in arrears, under AIFRS the information must be restated as contemporary.
the effects of each of the above on the profit or loss on sale of sales of shares in associates.
As each of the adjustments above affects the carrying values of associate investments, it necessarily changes the profit or loss on sales of such investments.
It should be noted that, at 30 June 2005 and thereafter, to the extent that they relate to Sunland Group Limited, the AIFRS effects on equity accounting described above are effectively reversed by adjustment (i) above in respect of market values. This is because, following the cessation of equity accounting for Sunland Group Limited, under AIFRS, as a listed investment, it is carried at market value. Therefore any change in the carrying value of Sunland due to AIFRS equity accounting effects has a compensating change in the value of the market value adjustment.
- $(v)$ The effect of equity accounting is that the carrying value of the investments in the balance sheet are different to their cost bases for taxation. Under the same 'balance sheet approach' principles for deferred tax, explained for point (ii) above, AIFRS requires a deferred tax liability to be recognised for the cumulative equity accounted profits reflected in the carrying values of investments on the balance sheet.
- $(vi)$ CVC has historically had significant tax losses carried forward that can be used to reduce future tax payable. Under AGAAP, the criteria for the recognition of a deferred tax asset in the balance sheet, in respect of the losses, was that their future utilisation was 'virtually certain'. Under AIFRS, the criteria for the recognition of the deferred tax assets in respect of tax losses carried forward is less strict, and a deferred tax asset in respect of the unutilised tax losses has been recognised at each restated balance sheet date in respect of the losses outstanding at each date.
- Under AGAAP, CVC only recognised deferred tax assets, other than for tax losses, in respect of items for which the (vii) accounting and tax effects occurred in different reporting periods, where the tax benefit was assured beyond reasonable doubt. Under AIFRS, these assets are recognised where the utilisation of the tax benefit is probable.
- $(viii)$ Under AGAAP, goodwill was amortised. Under AIFRS, goodwill is not amortised but is instead subject to regular testing for impairment.
- $(ix)$ Under AIFRS a deferred tax asset is recognised for the costs associated with share raisings that can be deducted from future taxable income. Under AGAAP, such an asset was not recognised.
NOTE 1: BASIS OF PREPARATION (continued)
(f) Reconciliations of the effects of the adoption of AIFRS (continued)
Reconciliations of net profit:
| Notes | 30 June 2005 Full Year |
31 Dec 2004 Half Year |
|
|---|---|---|---|
| S | S | ||
| Net profit attributable to members as previously reported | 29,001,782 | 16,594,182 | |
| Unrealised losses on shares | (a) | 1,016,865 | 116,500 |
| Tax thereon | (b) | (305,060) | (34,950) |
| Sale of depreciated investment properties in joint ventures | (c) | 4,044,657 | 4,044,657 |
| Changes in equity accounting for associate investments | (d) | (2,532,827) | (2,021,365) |
| Tax expense on equity accounted profits | (e) | 786,624 | (152, 522) |
| Amortisation of goodwill | (f) | 846,370 | 351,128 |
| Reduced profit on sale of controlled interests | (g) | (476,006) | (110,766) |
| Equity based remuneration | (h) | (71, 556) | (17,744) |
| Utilisation of deferred tax assets in respect of tax losses | $\rm(i)$ | (8,183,588) | (4,450,216) |
| Utilisation of deferred tax assets in respect of costs of share issue | $\circ$ | (67,320) | |
| Utilisation of other deferred tax assets previously unrecognised | (k) | (94,199) | (70, 657) |
| Net profit attributable to members under AIFRS | 23,965,742 | 14,248,247 |
Notes:
- $(a)$ Under AGAAP CVC wrote-down listed investments to market value, where this was lower than cost. Under AIFRS, where the investment is classified as 'available for sale' and the reduction is not the result of a long-term impairment, such movements are reflected directly in a revaluation type reserve and not through the income statement. This adjustment reverses the amounts previously charged in the income statement under AGAAP.
- In accordance with matching principles, as the expense in point (a) above has been transferred to reserves the $(b)$ deferred tax credit in relation to these items is also transferred from the income statement to reserves.
- As mentioned in point (iii) for the balance sheet above, under AIFRS investment properties are depreciated. $(c)$ However, where the investment properties are subsequently sold, the profit on sale is increased to reflect the lower depreciated carrying value at the date of sale.
- $(d)$ As described in detail in point (iv) for the balance sheet above, the calculation of equity accounted profits under AfFRS has changed because of:
- AIFRS changes in the associates own accounting,
- the receipt of dividends after an investment was ceased to be equity accounted,
- the need to cease the six months disparity in the equity accounting for Sunland Group Limited, and
- the cumulative effect of the above changes on the carrying values, and therefore profits on sale, of disposed interests in equity accounted investments.
- As explained for point (iv) for the balance sheet above, under AJFRS, deferred income tax must be provided in respect $(e)$ of, and matched with, all equity accounted profits. This was not required under AGAAP.
- As explained for point (viii) for the balance sheet above, under AIFRS goodwill is no longer amortised but instead $(f)$ subject to regular testing for impairment. In the absence of impairment, goodwill amortisation expensed under AGAAP is no longer required.
- As goodwill is not amortised under AIFRS, as explained for point (f) above, its carrying value is higher than it would $\left( \varrho \right)$ have been under AGAAP. Accordingly, where goodwill is disposed of as part of the sale of a subsidiary during the period, the profit on sale is lower than it would have been under AGAAP.
- $(\mathbf{h})$ Under AIFRS, an expense is calculated and charged for employee share based remuneration, particularly share options. The CVC long term incentive plan has characteristics of an option plan and an expense has been calculated on this basis.
NOTE 1: BASIS OF PREPARATION (continued)
(f) Reconciliations of the effects of the adoption of AIFRS (continued)
- As explained, for point (vi) for the balance sheet above, under AIFRS, CVC is required to reflect deferred tax assets in $(i)$ respect of tax losses brought forward. However, the consequence of this is that the utilisation of previously recognised losses during a period reduces the tax asset carried forward and CVC must reflect a tax expense for the 'cost' of the losses used. Under AGAAP, the losses were not recognised and so the utilisation of the losses effectively gave rise to tax free income in the income statement.
- As explained for point (vii) for the balance sheet above, the test for the recognition of deferred tax assets in respect of $\ddot{\textbf{(i)}}$ timing differences other than tax losses is less strict under AIFRS, and the tax charge is reduced where such assets are recognised where they were written-off under AGAAP.
- $(k)$ As explained for point (ix) for the balance sheet above, under AIFRS a deferred tax asset is recognised for the costs associated with share raisings that can be deducted from future taxable income. However, as for point (i) above, the effect of this is that a tax expense in recognised for the reduction in the asset as it is utilised, whereas under AGAAP it effectively gave rise to tax free income in the income statement.
NOTE 2: CHANGES IN COMPOSITION OF ENTITY
With effect from 23 December 2005, CVC acquired 100% of Taragon Management Limited, the responsible entity for the Taragon Property Fund, an ASX listed managed property investment scheme. A summary of the acquisition and the assets and liabilities of Taragon Management Limited at the date of the acquisition is as follows:
| Ж | |
|---|---|
| Cost of acquisition | 270,000 |
| Net assets of Taragon Management Limited at acquisition: | |
| Cash and cash equivalents | 80,000 |
| Other current assets | 4,227 |
| Payables | (4,227) |
| Net assets at acquisition | 80,000 |
| Goodwill arising | 190,000 |
No income or expense in relation to Taragon Management Limited is included in the half year results.
The profits and cash flows in this report for the comparative period, the half year to 31 December 2004, included the trading activities of Pro-Pac Group Limited and its controlled entities, which ceased to be controlled by CVC on 28 April 2005, but only included the results of CVC Managers Pty Limited from 8 October 2004, being the date of acquisition, to 31 December 2004.
| Consolidated | ||
|---|---|---|
| 31 Dec 2005 S |
31 Dec 2004 \$ |
|
| NOTE 3: INCOME TAX EXPENSE | ||
| Income tax expense: | ||
| Prima facie income tax expense at 30% (2004: 30%) on profit before income tax | 973,947 | 5,949,480 |
| Increase in income tax expense due to: | ||
| Sundry items | 5,998 | |
| Equity based remuneration | 16,567 | 5.323 |
| Decrease in income tax expense due to: | ||
| Franked dividends received | (785,704) | (935, 481) |
| Recovery of deferred tax assets not previously recognised | (2,222) | (3,561) |
| Sundry items | (34,556) | |
| 208,586 | 4,981,205 | |
| Prior year over provision | (3,790) | |
| Income tax expense for the period | 208,586 | 4,977,415 |
NOTE 4: DIVIDENDS
Dividends proposed or paid and not provided for in previous periods by the company are:
On 30 September 2005, the Company paid a final dividend in respect of the year ended 30 June 2005 of 3 cents per share, equivalent to a total dividend of \$3,823,435.
On 24 February 2006, the Company declared an interim dividend of 3 cents per share to be paid on 17 March 2006 to shareholders registered on 10 March 2006.
| Consolidated | ||
|---|---|---|
| 31 Dec 2005 | 31 Dec 2004 | |
| NOTE 5: EARNINGS PER SHARE | ||
| Cents | Cents | |
| Basic and diluted earnings per share | 2.39 | 13.42 |
| Reconciliation of earnings used in calculation of earnings per share: | \$ | \$ |
| Net profit | 3,037,904 | 14,854,185 |
| Less: profit attributable to minority interests | (2) | (605,938) |
| Earnings used in calculation of earnings per share: | 3,037,902 | 14,248,247 |
| Number of Shares | ||
| Weighted average number of ordinary shares | 127,005,299 | 106,152,589 |
| Weighted average number of ordinary shares | |
|---|---|
| -------------------------------------------- | -- |
NOTE 6: CASH AND CASH EQUIVALENTS
a) Reconciliation of cash
Cash as at the end of the financial period as shown in the statements of cash flows is reconciled to the related items in the balance sheet as follows:
| Consolidated | |||
|---|---|---|---|
| 31 Dec 2005 | 30 Jun 2005 | ||
| \$ | |||
| Cash and cash equivalents | 20,001,651 | 41,277,130 | |
| b) Reconciliation of profit after income tax to the net cash from operating activities: | |||
| 31 Dec 2005 | 31 Dec 2004 | ||
| \$ | |||
| Profit from ordinary activities after income tax | 3,037,904 | 14,854,185 | |
| Add/(less) non-cash items: | |||
| Share of equity accounted losses/ (profits) | 504,310 | (17, 944, 081) | |
| Dividends received from equity accounted investments | 2,467,962 | ||
| Dividend income received as equity investments | (141,777) | ||
| Other income received as equity instruments | (164, 026) | ||
| Depreciation and amortisation of property, plant and equipment | 23,358 | 79,903 | |
| Amortisation of intangible assets | 58,500 | 29,250 | |
| Net impairment provisions (decrease)/increase | (242, 176) | 772,566 | |
| Net profit on disposal of investments | (135, 427) | (1, 135, 129) | |
| Equity remuneration | 56,223 | 17,744 | |
| Interest income not received | (1,151,904) | (451, 495) | |
| Interest expense not paid | 13,466 | ||
| Movement in income tax provision | (710, 513) | 102,243 | |
| Movement in deferred tax assets & liabilities | 208,585 | 3,876,428 | |
| Changes in assets and liabilities: | |||
| Receivables | (337, 347) | (708,974) | |
| Inventories | (401, 342) | ||
| Payables Provisions |
919,023 | (3,386,622) | |
| Other assets | 2,372 7,359 |
(734) (134,010) |
|
| Net cash from operating activities | 1,947,930 | (1,962,106) | |
| 31 Dec 2005 | 30 Jun 2005 | ||
| \$ | \$ | ||
| NOTE 7: LOANS AND OTHER RECEIVABLES | |||
| Current | |||
| Other debtors | 395,484 | 1,072,045 | |
| Loans to other corporations | 8,273,954 | 10,424,970 | |
| Loans to related entities | 1,833,024 | 5,819,931 | |
| 10,502,462 | 17,316,946 | ||
| Non-Current | |||
| Loans to other corporations | 2,388,251 | 30,000 | |
| Loans to related entities | 5,725,216 | 3,485,142 | |
| Loans for shares under executive long-term incentive plan | 3,482,000 | 3,220,000 | |
| 11,595,467 | 6,735,142 |
NOTE 8: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
| Consolidated | |||
|---|---|---|---|
| 31 Dec 2005 | 30 Jun 2005 | ||
| -\$ | \$ | ||
| Equity accounted shares in associated entities (a) | 9.383,550 | 9,365,011 | |
| Equity accounted shares of joint ventures (b) | 125,229 | 89,210 | |
| 9,508,779 | 9,454,221 | ||
(a) Associated entities
Details of associated entities are as follows:
| % Ownership at end of period |
Carrying value | Contribution to net profit |
||||
|---|---|---|---|---|---|---|
| 31 Dec 05 $30 \,\mathrm{[} \mathrm{un} \,05$ |
31 Dec 05 | 30 Jun 05 | 31 Dec 04 | |||
| \$ | S | \$ | \$ | |||
| CVC Private Equity Limited | 25% | 25% | 3,854,096 | 3,649,287 | 162,691 | (184, 572) |
| CVC Reef Investment Managers Limited | 50% | 50% | 66,991 | 89,059 | (22.068) | (638) |
| Lauden CVC Property Trust | 45% | 45% | 3,717,899 | 3,735,725 | (17, 826) | |
| Ron Finemore Transport Pty Limited | 25% | 25% | 1,000,592 | 1.327.426 | (326.834) | 862 |
| Sunland Group Limited (i) | ÷ | 3,299,101 | ||||
| Taragon Property Fund (ii) | 20% | 516,750 | ||||
| Winten (No 20) Pty Limited | 50% | 50% | 227,222 | 563,514 | (336,292) | (24,058) |
| 9,383,550 | 9,365,011 | (540,329) | 3,090,695 |
(i) CVC ceased to treat Sunland Group Limited as an associate investment to be accounted for by the equity account with effect from 28 January 2005.
(ii) CVC acquired 2,940,000 units in Taragon Property Fund, an ASX listed managed property investment scheme, with effect from 23 December 2005 for a cash consideration of \$352,800 plus estimated deferred consideration of \$163,950.
(b) Joint Ventures
Details of joint ventures are as follows:
| % Ownership at end of period |
Carrying value | Contribution to net profit |
|||||
|---|---|---|---|---|---|---|---|
| 31 Dec 05 | 30 Jun 05 | 31 Dec 05 | 30 Jun 05 | 31 Dec 05 | 31 Dec 04 | ||
| \$ | S | \$ | |||||
| Bel-Air Real Estate | 50% | 50% | 51 | 51 | 805,739 | ||
| Chevron Developments | 50% | 50% | 122,754 | 86,723 | 36.031 | 13,760,180 | |
| Skyline Investments Australia | 50% | 50% | 2.424 | 2,487 | (63) | 287,467 | |
| 125.229 | 89,210 | 36.019 | 14,853,386 | ||||
| Consolidated | |||
|---|---|---|---|
| 31 Dec 2005 | 30 Jun 2005 | ||
| \$ | \$ | ||
| NOTE 9: OTHER EQUITY INVESTMENTS | |||
| Current | |||
| Shares in listed corporations - at market value | 27,278,810 | 3,471,489 | |
| Non-Current | |||
| Shares in listed corporations - at market value | 79,309,230 | 78,341,301 | |
| Shares in other entities | 12,127,730 | 6,928,078 | |
| 91,436,960 | 85,269,379 | ||
| NOTE 10: INVESTMENT PROPERTY | |||
| At cost | 2,833,994 | ||
| Accumulated depreciation | (16, 111) | ||
| 2,817,883 | |||
| 31 Dec 2005 | 31 Dec 2004 | ||
| \$ | \$ | ||
| Reconciliation of movements during the period: | |||
| At beginning of period | |||
| Additions | 2,833,994 | ||
| Depreciation | (16, 111) | ||
| At end of period | 2,817,883 |
Investment property relates to an industrial property at 96 Fairfield Street, Fairfield East, NSW. The property forms the security for interest bearing borrowings in note 13.
| 31 Dec 2005 | 30 Jun 2005 | |
|---|---|---|
| \$ | ||
| NOTE 11: INTANGIBLES | ||
| Management agreements & licences | 1,170,000 | 1,170,000 |
| Accumulated amortisation | (146,250) | (87,750) |
| Total management agreements & licences | 1,023,750 | 1,082,250 |
| Goodwill | 7,719,664 | 7,529,664 |
| Total intangible assets | 8,743,414 | 8,611,914 |
| 31 Dec 2005 | 31 Dec 2004 | |
| \$ | ||
| Reconciliation of movements during the period: | ||
| At beginning of period | 8,611,914 | 5,157,691 |
| Goodwill arising on acquisition of Taragon Management Ltd | 190,000 | |
| Goodwill arising on acquisition of CVC Managers Pty Ltd | 7,529,664 | |
| Management agreements & licences held by CVC Managers Pty Ltd | 1,170,000 | |
| Goodwill arising on purchases of unincorporated businesses | 236,574 | |
| Goodwill arising on acquisition of minority interests in Pro-Pac group | 2,036,320 | |
| Amortisation of management agreements and licences | (58,500) | (29,250) |
| At end of period | 8,743,414 | 16,100,999 |
www.common.common.com
| 31 Dec 2005 | 30 Jun 2005 | |
|---|---|---|
| \$ | \$ | |
| NOTE 12: TRADE AND OTHER PAYABLES | ||
| Trade creditors | 1,056,476 | 232,423 |
| Loans from joint venture entities | 75,038 | 7,986 |
| Sundry creditors and accruals | 1,700,589 | 681,392 |
| 2,832,103 | 921,801 | |
| NOTE 13: INTEREST BEARING LIABILITIES | ||
| Bank loan | 2,113,466 | |
The bank loan is secured on the investment property at 96 Fairfield Street, Fairfield East, NSW. The loan has a ten year term with interest only payable for the first three years. The interest rate is fixed at 7.55% for the first three years.
NOTE 14: DEFERRED INCOME TAX LIABILITIES
| In respect of fair value adjustments reflected directly in equity | 12.198.958 | 8.700.483 |
|---|---|---|
| In respect of all other timing differences | 3.634.932 | 3.426.345 |
| 15,833,890 | 12.126.828 |
m.
......
| 31 Dec 2005 | 31 Dec 2004 | |||
|---|---|---|---|---|
| NOTE 15: CONTRIBUTED EQUITY | Number | \$ | Number | \$ |
| Fully paid ordinary shares | ||||
| Balance at beginning of period | 127,447,838 | 55,729,394 | 103,994,456 | 20,237,527 |
| Share issues: | ||||
| - through the dividend reinvestment plan | 567,856 | 782,417 | ||
| - acquisition of CVC Managers Pty Limited | 7.391.304 | 8,500,000 | ||
| - under the employee long term incentive plan | 200,000 | 262,000 | 2,800,000 | 3,220,000 |
| - under the employee share acquisition plan | 800 | 1,000 | ||
| Shares bought back | (4,716,437) | (5.925.024) | (3,508,772) | (4,008,000) |
| Share acquisitions for dividend reinvestment plan | (6,270) | |||
| Balance at end of period | 123.500.057 | 50,849,787 | 110,676,988 | 27,943,257 |
All shares are quoted on the Australian Stock Exchange Limited.
| Consolidated | |||
|---|---|---|---|
| 31 Dec 2005 | 31 Dec 2004 | ||
| \$ | \$ | ||
| NOTE 16: RETAINED PROFITS | |||
| Retained profits at the beginning of the period | 82,300,999 | 62,208,939 | |
| Net profit attributable to shareholders | 3,037,902 | 14,248,247 | |
| Dividends | (3,823,435) | (1,660,155) | |
| Retained profits at the end of the period | 81,515,466 | 74,797,031 | |
| Consolidated | ||
|---|---|---|
| Fair value | Total other | |
| Reserve | remuneration | reserves |
| reserve | ||
| \$ | S | \$ |
| 20,301,127 | 106,827 | 20,407,954 |
| 55,223 | 55,223 | |
| 11,474,262 | 11,474,262 | |
| 187,323 | 187,323 | |
| (3,498,476) | (3,498,476) | |
| 28,464,236 | 162,050 | 28,626,286 |
| 9,472,702 | 9,472,702 | |
| 17,744 | 17,744 | |
| 30.710 | 30,710 | |
| 4,151,657 | 4,151,657 | |
| (13, 455) | (13, 455) | |
| (1,241,461) | (1,241,461) | |
| 12,369,443 | 48,454 | 12,417,897 |
| Equity based |
NOTE 18: SEGMENT REPORTING
The revenues and results by business segments are as follows:
| Private Equity |
Listed Investments |
Property | Funds Management |
Unallocated | Group | |
|---|---|---|---|---|---|---|
| \$ | s | S | \$ | \$ | S | |
| Period ended 31 December 2005: | ||||||
| Segment revenues | 1,509,701 | 2,778,531 | 622,850 | 851.176 | 1,059,700 | 6,821,958 |
| Segment result | 458.088 | 2,778,531 | 606.739 | 703,568 | (796.126) | 3,750,800 |
| Period ended 31 December 2004: | ||||||
| Segment revenues | 12,403,438 | 1,120,078 | 25.444 | 275.547 | 266.577 | 14,091,084 |
| Segment result | 1.942.796 | 1,120,078 | 25,444 | 246,297 | (1,447,096) | 1,887,519 |
Segment revenues and results exclude equity accounted profits/losses and are shown before related income tax expense.
NOTE 19: ASSETS PER SECURITY
| Consolidated | |||
|---|---|---|---|
| 31 Dec 2005 | 30 June 2005 | ||
| Cents | Cents | ||
| Net assets per share | 130.4 | 124.3 | |
| Net tangible assets per share | 123.3 | 117.6 | |
| . | --------------------------------------- |
The figures above are calculated based on the consolidated balance sheet of CVC. Following changes in accounting policies, refer note 1, they reflect the market values of listed investments and the tax that would be payable in respect of realisations at those market values. However, in accordance with the accounting policies of CVC, and accounting standards, the figures do not include similar amounts for changes in the values of CVC's other, non-listed, investments.
NOTE 20: CONTINGENT ASSETS & LIABILITIES
There are no significant changes in the contingent assets and liabilities as disclosed in the 2005 annual report.
NOTE 21: SUBSEQUENT EVENTS
On 23 January 2006 CVC received call notices for options it had given over its entire holding in Stargames Limited, an ASX listed company, as part of a takeover offer for Stargames Limited. The sale of the holding in Stargames Limited, pursuant to the exercise of the call options, will result in a profit arising on the disposal of those shares in excess of \$16 million in the second half of the 2006 financial year.
On 24 February 2006, the Company declared an interim dividend of 3 cents per share to be paid on 17 March 2006 to shareholders registered on 10 March 2006.
CVC LIMITED & CONTROLLED ENTITIES HALF YEARLY REPORT
DIRECTORS' DECLARATION
In the opinion of the Directors:
- the financial statements and associated notes comply with Accounting Standard 134: Interim Financial Reporting $(a)$ and the Corporations Act 2001;
- the financial statements and notes give a true and fair view of the financial position as at 31 December 2005 and $(b)$ the performance for the half-year ended on that date of the consolidated entity; and
- $(c)$ there are reasonable grounds to believe that the company will be able to pay its debts as when they become due and payable.
This statement has been made in accordance with a resolution of directors.
Signed at Sydney this 24th day of February 2006.
ALEXANDER D. H. BEARD Director
JOHN D. READ Director
CVC LIMITED & CONTROLLED ENTITIES HALF YEARLY REPORT
AUDITOR'S INDEPENDENCE DECLARATION
To the Directors of CVC Limited:
As lead auditor for the review of CVC Limited and its controlled entities for the half-year ended 31 December 2005, I declare that, to the best of my knowledge and belief, there have been:
a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
b) no contraventions of any applicable code of professional conduct in relation to the review.
P B Meade Partner
HLB MANN JUDD (NSW Partnership) Chartered Accountants
Sydney, 24th February 2006
CVC LIMITED & CONTROLLED ENTITIES HALF YEARLY REPORT
INDEPENDENT REVIEW REPORT
To the members of CVC Limited (ACN 002 700 361)
Scope
We have reviewed the financial report of CVC Limited for the half-year ended 31 December 2005 as set out on pages 4 to 21. The financial report includes the consolidated financial statements of the consolidated entity comprising CVC Limited and the entities it controlled at the end of the half-year or from time to time during the half-year. The Company's directors are responsible for the financial report. We have performed an independent review of the financial report in order to state whether, on the basis of the procedures described, anything has come to our attention that would indicate that the financial report is not presented fairly in accordance with Accounting Standard AASB 134: Interim Financial Reporting, other mandatory professional reporting requirements in Australia and statutory requirements, so as to present a view which is consistent with our understanding of the consolidated entity's financial position, and performance as represented by the results of its operations and its cash flows, and in order for the consolidated entity to lodge the financial report with the Australian Securities & Investments Commission.
Our review has been conducted in accordance with Australian Auditing Standards applicable to review engagements. A review is limited primarily to inquiries of the disclosing entity's personnel and analytical procedures applied to the financial data. These procedures do not provide all the evidence that would be required in an audit, thus the level of assurance is less than given in an audit. We have not performed an audit and, accordingly, we do not express an audit opinion.
Independence
In conducting our audit, we followed applicable independence requirements of Australian professional and ethical pronouncements and the Corporations Act 2001. We have given to the directors of CVC Limited a written Auditor's Independence Declaration, a copy of which is included on page 22 of this report.
Statement
Based on our review, which is not an audit, we have not become aware of any matter that causes us to believe that the half-year financial report of CVC Limited is not in accordance with:
- $(a)$ the Corporations Act 2001, including:
- giving a true and fair view of the consolidated entity's financial position as at 31 December 2005 and of its $(i)$ performance for the half-year ended on that date; and
- $(ii)$ complying with Accounting Standard AASB 134: Interim Financial Reporting and the Corporations Regulations 2001: and
- $(b)$ other mandatory professional reporting requirements in Australia.
HLB Mann Judd (NSW Partnership) Chartered Accountants
Sydney, 24th February 2006
P B Meade Partner