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CVC LIMITED Interim / Quarterly Report 2015

Feb 26, 2015

64728_rns_2015-02-26_5caf0045-9e5b-49bd-b8b6-d4a103d4f874.pdf

Interim / Quarterly Report

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RESULTS ANNOUNCEMENT FOR THE 6 MONTHS ENDED 31 DECEMBER 2014

INTRODUCTION

CVC Limited (ASX: CVC) Ithe Companyl today reported a statutory net profit after tax attributable to shareholders of \$13.4 million (2013; profit of \$11.3) million) for the six months ended 31 December 2014, an improvement of 18.8% over the prior corresponding period.

Statutory Net Tangible Assets per share (NTA), decreased by 6 cents per share in the six month period to \$1.57 per share (2013: increase of 23 cents) after providing for the payment of a dividend of 3 cents per share in September 2014. The NTA does not include the estimated value increase associated with the Marsden Park North development which would have the effect of increasing underlying NTA by 28 cents to \$1.85 per share.

Total comprehensive income for the six month period was a loss of \$4.3 million (2013: profit of \$31.9 million).

COMMENTARY

Highlights during the half year were:

Balance Sheet Strength

Closing cash balances grew by \$15.1 million to \$63.8 million as at 31 December 2014. Shareholders' equity decreased by \$7.9 million to \$187.3 million over the six month period, after dividend payments during the period of \$3.6 million reflecting in large part a decline in the market value of certain listed investments.

Listed Investments

The contribution from listed investments to comprehensive income for the six month period was a loss of \$2.6 million (2013; profit of \$27.4 million). This contribution comprised \$15.1 million from realised profits and a reduction in reserves of \$17.7 million.

During the period CVC sold its shareholding in Villa World Limited (ASX: VLW) crystalising a profit of \$15.7 million.

The performance of listed investments was adversely impacted by a reduction in value of companies exposed to the resources sector. Impairment charges made against various resource companies amounted to \$3.3 million.

Property

Property investments contributed \$2.8 million (2013: \$2.6 million) to comprehensive income. This included interest related income generated from the provision of mezzanine finance facilities of \$1.8 million and net rental income, after interest related expenses, of \$1.0 million.

During the period under review CVC entered into a conditional project delivery agreement with Mirvac Homes (NSW) Pty Limited ("Mirvac") to develop the site at Marsden Park North, New South Wales in which CVC holds a 66% interest. The land is targeted to achieve in excess of 1,200 lots with development expected to commence in the next 4 years. CVC's share of the value of the project is estimated to be in the vicinity of \$40 million, which has not been reflected in NTA as the property is classified as inventoryand any increase in value cannot, in accordance with accounting standards, be included in the financial statements...

During the period a joint venture between CVC and Villa World Limited (ASX: VLW) acquired a residential land subdivision development site in Donnybrook. Victoria. Subject to further planning approvals, it is anticipated the land is capable of yielding in excess of 2,000 residential allotments. The planning process is forecast to take between 2 and 3 years to complete.

Both the Marsden Park North and Donnybrook development sites are subject to planning approval and are forecast to provide a significant contribution to the long term profits of CVC once development has commenced over the next 4 years.

Private Equity

The contribution to comprehensive income for the period was \$0.9 million (2013: \$2.2 million). This is the first period since the sale of Ron Finemore Transport Pty Limited.

The performance of the private equity segment was depressed by an impairment charge of \$3.3 million in relation to an investment in a company exposed to the resources sector.

Funds Management

The contribution to comprehensive income was \$0.4 million (2013: \$1.0 million).

Consolidated Trading Operations

Cellnet Group Limited (ASX: CLT) provided a contribution to comprehensive income of \$1.7 million (2013: \$0.5 million) for the six month period. This is the first reporting period since the sale of Battery Energy Power Solutions Pty Limited. Cellnet Group Limited continues to experience an improvement in its trading performance reflecting its continued focus on operational improvements.

2015 OUTLOOK

⊟CVC Limited i Level 6 T 02 9087 8000
i ABN 34 002 700 361 1 Alfred Street IF 02 9087 8088
I AFSL 239665 Sydney NSW 2000 I www.cvc.com.au

The volatility of listed equity markets and impact of significant individual transactions makes it difficult for the Company to meaningfully forecast CVC's 2015 full financial year result.

CVC continues to focus on delivering pre-tax investment returns in excess of 15% per annum over the investment cycle.

CAPITAL MANAGEMENT

A fully franked dividend of 3 cents per share was paid to shareholders on 3 September 2014 for the year ended 30 June 2014. On 27 February 2015, the Directors resolved to pay an interim dividend of 2 cents per share payable on 17 March 2015.

ADH Beard Director 27 February 2015

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 2014 31 December 2013
Results
Revenue from ordinary activities down $0.5\%$ to 76,725,687
Profit/(loss) before tax up 55.3% to 19,298,876
Profit/(loss) after tax attributable to members up 18.8% to 13,407,786
Net profit/(loss) attributable to members up 18.8% to 13,407,786

The preliminary half-yearly report is based on accounts which have been reviewed.

Dividends (distributions)

Amount per security Franked amount per
security
Interim dividend 2.0 cents 2.0 cents
Prior year Special dividend 5.0 cents 5.0 cents
Prior year interim dividend 2.0 cents 2.0 cents
Prior year final dividend 3.0 cents 3.0 cents

Information on dividends:

On 27 February 2015 the directors resolved to pay an interim dividend of 2 cents per share, fully franked, payable on 17 March 2015.

As previously advised the Dividend Reinvestment Plan has been suspended until such time as a there is a better correlation between the share price and the underlying net asset value of CVC Limited. As a result, the Dividend Reinvestment Plan will not be in operation.

Ex-Dividend date for the purpose of receiving the dividend 4 March 2015
Record date for determining entitlements to the dividend 6 March 2015
Payment Date - 17 March 2015

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 2014

ACN 002 700 361

COMPANY PARTICULARS

CVC LIMITED

ACN 002 700 361

DIRECTORS

Vanda Gould (resigned as Chairman and Director 19 December 2014) John Read Alexander Beard Jason Ters

SECRETARIES

Alexander Beard John Hunter

MANAGEMENT TEAM

Mark Avery Alexander Beard Michael Bower William Highland Andrew Harris

PRINCIPAL AND REGISTERED OFFICE

Level 6. Gold Fields House 1 Alfred Street SYDNEY NSW 2000 AUSTRALIA $(02)$ 9087 8000 Telephone: $(02)$ 9087 8088 Facsimile:

SHARE REGISTRY

Gould Ralph Pty Limited Level 29, 259 George Street SYDNEY NSW 2000 AUSTRALIA Telephone: (02) 9032 3000 Facsimile: $(02)$ 9032 3088

AUDITORS

HLB Mann Judd Chartered Accountants Level 19, 207 Kent Street SYDNEY NSW 2000 AUSTRALIA

BANKERS

Westpac Banking Corporation Limited Bank of Western Australia Limited National Australia Bank Limited Deutsche Bank Australia Limited

STOCK EXCHANGE LISTING Australian Securities Exchange Limited John Hunter Christian Jensen Elliott Kaplan Jason Ters Charles Williams

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 31 December 2014 and the independent review report thereon.

Directors

The directors of CVC throughout and since the end of the half-year are:

Vanda Russell Gould (resigned as Chairman and Director 19 December 2014) John Douglas Read (Non Executive Director) Alexander Damien Harry Beard (Director and Company Secretary) Jason Ters (Executive Director)

Operating Results

The net profit after tax attributable to shareholders for the six months ended 31 December 2014 of CVC amounted to \$13.4 million (2013: \$11.3 million).

As always the results of CVC are significantly impacted by the timing of major investment realisations. The Board remains 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. During the period CVC has continued to be focused on the development of its core investments, assisting management to restructure and strengthen operations in the face of the current economic climate and to take advantage of opportunities presented to build the companies.

A more detailed review of operations and developments is included in the commentary that accompanies the ASX release of these results.

Dividends

Since the end of the period, the directors have determined to pay an interim dividend in respect of the year ended 30 June 2015 of 2 cents per share, fully franked, payable on 17 March 2015. During the period, directors paid a final fully franked dividend in respect of the year ended 30 June 2014 of 3 cents per share on 3 September 2014.

Events subsequent to balance date

Since the end of the period, the directors have determined to pay an interim dividend in respect of the year ended 30 June 2015 of 2 cents per share, fully franked, payable on 17 March 2015.

There are no other matters or circumstances that have arisen since the end of the financial period which significantly affected or may significantly affect the operations of CVC, the results of those operations or the state of affairs of CVC in the financial period subsequent to 31 December 2014.

Auditor's Independence Declaration

A copy of the Independence Declaration given to the directors by the auditor for the review undertaken by HLB Mann Judd Chartered Accountants is included on page 22.

Signed and Dated Sydney this 27th day of February 2015 in accordance with a resolution of directors.

ANDER BEARD AT KO Director

TERS

Director

CVC LIMITED & CONTROLLED ENTITIES CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL PERFORMANCE FOR THE HALF-YEAR ENDED 31 DECEMBER 2014

Notes
31 Dec 2014 31 Dec 2013
\$ \$
INCOME
Revenue from services 712,677 991,395
Rental income 1,841,047 1,634,223
Outgoings recovered 312,967 277,190
Net gain on sale of equity investments 13,473,798 2,052,726
Interest income 3,512,773 3,522,989
Dividends received 2,227,390 206,062
Recovery of investments in associated entities 1,104,907
Recovery of investments in related entities 384,838
Recovery of investments in unrelated entities 3,672,007 5,096,207
15,626 168,302
Recovery of loans in unrelated entities
Finance income
1,337,934
45,848,105 59,317,228
Sale of goods 973,275 58,065
Net realised foreign exchange gain 408,791 190,086
Other income
Total income 74,336,390 75,004,218
Equity accounted profits
Share of net profit of associates 7 2,389,297 2,078,726
EXPENSES 10 1,036,596
Net change in fair value of investment properties 12 36,686,072 48,584,204
Cost of goods sold 147,129 155,253
Audit fees 274,136
Depreciation expense 243,729
321,900
321,994
Directors fees 5,883,135
Employee costs 6,032,418 1,516,396
Finance costs 1,309,821 1,579,480
Impairment of listed investments 3,672,881
120,004
Impairment of unlisted investments 779
Impairment of investments in associated entities 374,782
Impainment of loans to other corporation 3,315,219 201,644
Insurance 198,174
Legal costs 178,790 45,451
Management and consultancy fees 230,932 176,463
Operating lease expense 588,215 817,656
Travel and accommodation 285,914 199,415
Other expenses 3,720,831 3,859,712
Total expenses 57,426,811 64,652,314
Profit before related income tax expense 19,298,876 12,430,630
Income tax expense/(benefit) $\overline{2}$ 4,668,847 (109,300)
Net profit for the half-year 14,630,029 12,539,930
Net profit attributable to:
Members of the parent entity 17 13,407,786 11,290,436
Non-controlling interest 1,222,243 1,249,494
Net profit for the half-year 14,630,029 12,539,930
Basic and diluted earnings per share (cents) 4 11.22 9.31

The above statement of financial performance should be read in conjunction with the accompanying notes to the Half-Year Report.

CVC LIMITED & CONTROLLED ENTITIES CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE HALF-YEAR ENDED 31 DECEMBER 2014

31 Dec 2014
S
31 Dec 2013
S
Profit for the half-year 14,630,029 12,539,930
Other comprehensive (loss)/income
Items that may be reclassified to profit or loss
- "Available-for-sale" investments:
- (Increase)/decrease in fair values recognised in other reserves (1,420,319) 24,104,729
- Amounts transferred from other reserves to the income
statement on sale (16, 295, 933) (3,319,815)
Other comprehensive (loss)/income for the half-year, net of tax (17,716,252) 20,784,914
Total comprehensive (loss)/income for the half-year (3,086,223) 33,324,844
Total comprehensive (loss)/income for the half-year is attributable to:
Members of the parent entity (4,280,210) 31,869,621
Non-controlling interest 1,193,987 1,455,223
(3,086,223) 33,324,844

The above statement of comprehensive income should be read in conjunction with the accompanying notes to the Half-Year Report.

CVC LIMITED & CONTROLLED ENTITIES CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2014

Notes 31 Dec 2014 30 Jun 2014
S
CURRENT ASSETS
Cash and cash equivalents 5 63,823,671 48,683,783
Loans and other receivables 6 38,758,194 29,191,445
Financial assets - "at fair value through profit or loss" 9 1,152,894 1,120,947
Derivative financial instrument 457,111
Inventories 12 21,948,889 23,948,372
Current tax assets 980 20,539
Other assets 540,540 398,444
Total current assets 126,682,279 103,363,530
NON-CURRENT ASSETS
Loans and other receivables 6 17,882,173 23,329,781
Financial assets - "available-for-sale" 8 43,667,612 75,213,285
Inventories 12 10,425,411 10,207,123
Investments accounted for using the equity method 7 26,240,116 14,326,380
Property, plant and equipment 11 1,536,917 1,707,395
Investment properties 10 42,263,777 41,733,439
Deferred tax assets 845,619 662,353
Total non-current assets 142,861,625 167,179,756
TOTAL ASSETS 269,543,904 270,543,286
CURRENT LIABILITIES
Trade and other payables 13 17,711,720 13,594,321
Interest bearing loans and borrowings 14 28,574,880 13,912,603
Derivative financial instrument 731,892
Provisions 15 1,013,245 812,384
Current tax liabilities 4,920,868 1,067,475
Total current liabilities 52,220,713 30,118,675
NON-CURRENT LIABILITIES
Interest bearing loans and borrowings 14 9,843,353 25,755,809
Provisions 15 214,188 387,039
Deferred tax liabilities 2,036,667 1,318,602
Total non-current liabilities 12,094,208 27,461,450
TOTAL LIABILITIES 64,314,921 57,580,125
NET ASSETS 205,228,983 212,963,161
EQUITY
Contributed equity 16 103,646,848 103,646,848
Retained profits 17 77,959,203 68,137,401
Other reserves 18 5,651,528 23,353,680
Parent entity interest 187, 257, 579 195,137,929
Non-controlling interest 17,971,404 17,825,232
TOTAL EQUITY 205,228,983 212,963,161

The above statement of financial position should be read in conjunction with the accompanying notes to the Half-Year Report.

equity
en,
Contributed
œ
eamings
Retained
œ
revaluation
Asset
Employee
Ø
equity benefit
Foreign exchange

translation

Owners of the
parent
٥Ą
interest
Non-controlling
÷,
Total
At 1 July 2014 103,646,848 68,137,401 23,006,152 235,388 112,140 195,137,929 17,825,232 212,963,161
Other comprehensive (loss)/income
Profit for the half-year
ť
ł
13,407,786 (17,839,451) 10,814 140,641 13,407,786
(17,687,996)
1,222,243
(28, 256)
14,630,029
(17,716,252)
Total comprehensive (loss)/income for the half-year 13,407,786 (17,839,451) 10,814 140,641 (4,280,210) 1,193,987 (3,086,223)
Acquisition of interest in controlled entities
Transactions with shareholders:
L (24, 702) (24, 702) (697,286) (721,988)
Employee share options
Dividend paid
$\mathbf{I}$
I
(3,585,984) 10,546 10,546
(3,585,984)
(7,184)
(343,345)
3,362
(3,929,329)
At 31 December 2014 103,646,848 77,959,203 5,141,999 256,748 252,781 187,257,579 17,971,404 205,228,983
At 1 July 2013 105,935,045 54,864,508 10,698,989 198,585 267,011 171,964,138 18,062,575 190,026,713
Other comprehensive income
Profit for the half-year
$\overline{\phantom{a}}$ 11,290,436 20,440,841 138,344 11,290,436
20,579,185
205,729
1,249,494
12,539,930
20,784,914
Total comprehensive income for the half-year 11,290,436 20,440,841 138,344 31,869,621 1,455,223 33,324,844
Share of associates equity based remuneration recognised in other reserve
Other movements in equity:
18,542 18,542 18,542
Acquisition of interest in controlled entities
Transactions with shareholders:
(508, 291) (508, 291) 1,237,533 729,242
Employee share options 13,060 13,060 (6,502) 6,558
Shares bought back (412,529) (412,529) (412,529)
Tax Benefit of transaction costs 631 631 631
Transaction with non-controlling interests
Dividend paid
(3,637,838) (3,637,838) 335,055 335,055
(3,637,838)
At 31 December 2013 105,523,147 62,517,106 30,631,539 230,187 405,355 199,307,334 21,083,884 220,391,218

The above statement of changes in equity should be read in conjunction with the accompanying notes to the Half-Year Report.

$\overline{a}$

CVC LIMITED & CONTROLLED ENTITIES CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE HALF-YEAR ENDED 31 DECEMBER 2014

Notes
31 Dec 2014 31 Dec 2013
s \$
CASH FLOWS FROM OPERATING ACTIVITIES
Cash receipts in the course of operations 54,580,586 68,978,404
Cash payments in the course of operations (51,075,444) (69, 644, 164)
Cash payments for land held for resale (3,964,739) (3, 137, 657)
Proceeds on disposal of financial assets at fair value through profit or loss 1,128,747 336,468
Payment for financial assets at fair value through profit or loss (169,793) (255, 267)
Interest received 3,055,050 5,919,444
Interest paid (892,998) (946, 819)
Dividends received 4,746,679 216,644
Income taxes paid (430,320) (614, 720)
Net cash flows provided by operating activities 5(b) 6,977,768 852,333
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for capital expenditure for investment properties (539, 640) (808,355)
Payments for property, plant and equipment (73,251) (101, 901)
Payments for investment properties (9,400,000)
Payments for equity investments (25,821,506) (9,347,870)
Proceeds on disposal of equity investments 46,975,372 26,942,254
Proceeds on disposal of controlled entities 1,000
Payment for acquisition of controlled entities (169.012)
Loans provided (28, 361, 797) (5,810,696)
Loans repaid 22,483,287 10,975,817
Net cash flows provided by investing activities 14,493,453 12,450,249
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of borrowings (2,822,486) (2.448, 587)
Proceeds from borrowings 5,427,710
Dividends paid (3,929,329) (3,637,838)
Payments for share buybacks (552, 793) (788, 153)
Net cash flows used in financing activities (7,304,608) (1,446,868)
Net increase in cash held 14,166,613 11,855,714
Foreign exchange gain on cash 973,275 58,065
Cash at the beginning of the half-year 48,683,783 27,601,321
CASH AT THE END OF THE HALF-YEAR 5(a) 63,823,671 39,515,100

The above statement of cash flows should be read in conjunction with the accompanying notes to the Half-Year Report.

NOTE 1: BASIS OF PREPARATION

The half-year financial report is a general-purpose financial report, which has been prepared in accordance with the requirements of AASB 134 Interim Financial Reporting and the Corporations Act 2001.

This interim financial report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report should be read in conjunction with the annual report for the year ended 30 June 2014 and any public announcements made by CVC during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.

Related Party Disclosures:

The Company notes the decision in Hua Wang Bank Berhad v Commissioner of Taxation [2014] FCA 1392 which was handed down on 19 December 2014 and that this decision is under appeal. If the trial judge's key findings are upheld on appeal, it may change the Company's assessment of which entities are related parties or associates of related parties and the shares in the Company in which they have a relevant interest and, as a result, change the disclosures of relevant interests in shares held by certain key management personnel contained in the Director's Report for the year ended 30 June 2014 and possibly prior years. The Company is currently undertaking procedures to confirm the current disclosures. The Company is unable to confirm the outcome of the procedures undertaken or of the impact, if any, of them on the disclosure of relevant interests in the Company held by certain key management personnel as at 30 June 2014 and prior periods.

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

Certain comparatives balances have been changed in order to achieve consistency and comparability with the current period's amounts.

31 Dec 2014
S
31 Dec 2013
S
5,789,663 3,729,189
40,149 34,381
45,297
1,353,107
(1,721,015) (20,970)
(408, 306)
(58, 932)
(26, 186) (472, 436)
(3.300, 504)
5,027,412 (43,975)
(358, 565) (65,325)
4,668,847 (109,300)

NOTE 3: DIVIDENDS

Dividends proposed or paid and not provided for in previous periods by CVC are:

CVC paid a final dividend of 3 cents per share on 3 September 2014 in respect of the year ended 30 June 2014.

On 27 February 2015, CVC declared an interim dividend of 2 cents per share, fully franked, to be paid on 17 March 2015 to shareholders registered on 6 March 2015.

31 Dec 2014 30 Jun 2014
Dividend franking account
Franking credits available to shareholders of CVC Limited for subsequent
financial years 21,400,416 16,702,805

The franking account is stated on a tax paid basis. The balance comprises the franking account at period-end adjusted for:

franking credits that will arise from the payment of the amount of the provision for income tax $(a)$

franking debits that will arise from the refund of overpaid tax instalments paid $(b)$

franking debits that will arise from the payment of dividends recognised as a liability at the reporting date $(c)$

franking credits that will arise from the receipt of dividends recognised as receivables at the reporting date $(d)$

franking credits that the entity may be prevented from distributing in subsequent years. $(e)$

The ability to utilise the franking credits is dependent upon there being sufficient available profits to declare dividends.

31 Dec 2014 31 Dec 2013
NOTE 4: EARNINGS PER SHARE
Cents Cents
Basic earnings per share 11.22 9.31
Diluted earnings per share 11.22 9.31
Reconciliation of earnings used in calculation of earnings per share: \$ S
Net profit 14,630,029 12,539,930
Non-controlling interest (1,222,243) (1,249,494)
Earnings used in calculation of earnings per share 13,407,786 11,290,436
Number of Shares
Weighted average number of ordinary shares – Basic and Diluted 119,532,788 121,216,636
Number of shares on issue at the end of the half-year 119,532,788 121,040,608

NOTE 5: NOTES TO THE CASH FLOW STATEMENT

(a) Reconciliation of Cash and Cash Equivalents

$\sim$

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 interim reporting period is reconciled to the related items in the statement of financial position as follows:

31 Dec 2014 30 Jun 2014
\$ 5
Cash on deposit 63,334,671 48,194,783
Funds held by bank 489,000 489,000
Cash and cash equivalents 63,823,671 48,683,783

(b) Reconciliation of profit after income tax to the net cash provided by operating activities:

31 Dec 2014
S
31 Dec 2013
S
Profit after income tax 14,630,029 12,539,930
Add/(less) non-cash items:
Share of equity accounted profits (2,389,297) (2,078,726)
Depreciation and amortisation of plant and equipment 243,729 274,136
Non-cash employee benefits expense-share based payments 3,179 3,179
Impairment expenses on financial instruments 7,482,886 1,580,259
Impairment recoveries (3,687,633) (6,754,254)
Net profit on disposal of investments (13, 473, 798) (2,052,726)
Net change in fair value of investment properties 1,036,596
Interest income not received (457, 723) 2,396,455
Interest expense not paid 386.303 542,317
Dividend income 5,975 10,582
Foreign exchange profit on cash (973, 275) (58,065)
Movement in income tax provision 3,687,400 (664, 573)
Movement in deferred tax assets and liabilities 550,660 (60, 042)
Changes in assets and liabilities:
Inventories 1,968,957 (5, 127, 934)
Financial assets at fair value through profit or loss 958,954 81,202
Trade and other receivables (1,808,238) (4,851,613)
Trade and other payables (36, 254) 4,556,599
Provisions 28,010 (7,991)
Other assets (142,096) (512,998)
Net cash provided by operating activities 6,977,768 852,333
31 Dec 2014 30 Jun 2014
S \$
NOTE 6: LOANS AND OTHER RECEIVABLES
Current
Trade receivables 20,966,219 18,153,567
Allowance for impairment loss (82,670) (58,657)
Other receivables and prepayments 1,770,482 1,729,078
Loans to related entities 25,000
Loans to other corporations 16,409.041 9,647,336
Impairment of loans to other corporations (304, 878) (304, 879)
38,758,194 29,191,445
Non-Current
Loans to related entities 3,380,606
Loans to associated entities 2,450,949 1,010,947
Loans to other corporations 12,876,715 11,328,746
Impairment of loans to other corporations (3,348,491) (48,898)
Other receivables and prepayments 5,903,000 7,658,380
17,882,173 23,329,781

NOTE 7: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

Equity accounted shares in other associated companies 26,240,116 14,326,380

Associated entities

Details of associated entities are as follows:

% Ownership at
end of half-year
Carrying value Contribution to
net profit/(loss)
31 Dec 14 30 Jun 14 31 Dec 14 30 Jun 14 31 Dec 14 31 Dec 13
\$ \$ \$ \$
Concise Asset Management Limited 42.0 42.0 1,098,444 800,997 297,447 (143, 307)
Green's Foods Holdings Pty Limited 43.5 43.5 15,091,466 13,316,753 1,774,712 836,940
JAK Investment Group Pty Ltd(a) 50.0 50.0 219,332 208,630 115,702 (40,305)
Ron Finemore Transport Pty Limited(c) n/a n/a 926,451
Donnybrook JV Pty Ltd 49.0 n/a 9,829,867
Ryedale Road Trust 50.0 50.0 1,007 201,436
Londonderry Unit Trust 30.0 50.0
Everten Group Pty Limited(d) n/a n/a (15, 132)
Villa World Limited(b) n/a n/a 514,079
26,240,116 14,326,380 2,389,297 2,078,726

(a) JAK Investment Group Pty Ltd is not considered to be a controlled entity of CVC as management of the company is controlled by the holders of the remaining 50%.

(b) CVC's holding in Villa World Limited fell below 20% on 4 November 2013. CVC ceased equity accounting effective 4 November 2013.

(c) CVC realised its investment in Ron Finemore Transport Pty Limited on 13 June 2014.

(d) CVC realised its investment in Everten Group Pty Limited on 30 June 2014.

31 Dec 2014 30 Jun 2014
NOTE 8: FINANCIAL ASSETS - "AVAILABLE-FOR-SALE" \$ \$
Non-Current
Shares in listed corporations – at market value 33,835,735 69,188,421
Other investments - at cost 11,385,918 7,417,401
Impairment of other investments - at cost (2,725,520) (2,605,516)
Public unlisted investments – at market value 1,171,479 1,212,979
Other investments – at market value 283,362
Impairment of other investments – at market value (283, 362)
43,667,612 75,213,285

NOTE 9: FINANCIAL ASSETS - "AT FAIR VALUE THROUGH PROFIT OR LOSS"

Current
Shares in listed corporations - at market value 1,152,894 1,120,947
NOTE 10: INVESTMENT PROPERTIES
Investment properties (note 21) 42,263,777 41,733,439
Reconciliation:
Investment properties at beginning of the half-year 41,733,439 52,588,212
Additions - acquisition of properties 4,900,000
Additions - capital expenditure 530,338 2,746,508
Reclassification from property, plant and equipment arising from the
disposal of controlled entity 2,000,000
Reclassification to inventory (15,207,123)
Carrying value of investment property sold (3,600,000)
Fair value adjustment (1,694,158)
Total investment properties at the end of the half-year 42,263,777 41,733,439
NOTE 11: PROPERTY, PLANT AND EQUIPMENT
Total property, plant and equipment 1,536,917 1,707,395
Plant and equipment:
At cost
2,223,920 2,010,582
Accumulated depreciation (1,057,781) (707,066)
Total plant and equipment 1,166,139 1,303,516
Leasehold improvements:
At cost 319,954 319,954
At fair value (44, 135) (11,034)
Total properties 275,819 308,920
31 Dec 2014 30 Jun 2014
s
NOTE 11: PROPERTY, PLANT AND EQUIPMENT (CONT.)
Properties:
At cost 94,959 94,959
Total properties 94,959 94,959
Reconciliation:
Plant and equipment:
Carrying amount at the beginning of the half-year
1,303,516 1,593,338
Additions 73,251 260,415
Disposals (518)
Disposal through sale of controlled entities (46, 362)
Depreciation (210, 628) (503, 357)
Carrying amount at the end of the half-year 1,166,139 1,303,516
Leasehold improvements
Carrying amount at the beginning of the year
Additions
308,920 319,954
Depreciation (33, 101) (11,034)
Carrying amount at the end of the year 275,819 308,920
Properties:
Carrying amount at the beginning of the half-year 94,959 2,094,959
Reclassification to investment properties arising from the disposal of
controlled entity
(2,000,000)
Carrying amount at the end of the half-year 94,959 94,959
NOTE 12: INVENTORIES
Current
Stock on hand 8,637,417 9,645,451
Provision for obsolescence
Land and development held for resale
(715, 204)
14,026,676
(1,058,188)
15,361,109
Total inventories at the lower of cost and net realisable value 21,948,889 23,948,372
Non-current
Land and development held for resale
10,425,411 10,207,123

Inventories recognised as an expense for the period ended 31 December 2014 totalled \$36,686,072 (2013: \$48,584,204). This expense has been included in the cost of goods sold in the Statement of Financial Performance.

31 Dec 2014 30 Jun 2014
S \$
NOTE 13: TRADE AND OTHER PAYABLES
Current
Trade and other payables
Sundry creditors and accruals
4,732,666
12,979,054
7,118,598
6,475,723
17,711,720 13,594,321
NOTE 14: INTEREST-BEARING LOANS AND BORROWINGS
Current
Unsecured loan 197,000 200,000
Secured bank loan 21,467,842 7,442,116
Trade finance facility 6,910,038 6,270,487
28,574,880 13,912,603
Non-current
Secured bank loans 16,146,000
Unsecured loan from associated entity 9,843,353 9,609,809
9,843,353 25,755,809
NOTE 15: PROVISIONS
Current
Employee entitlements 1,013,245 812,384
Non-current
Employee entitlements 214,188 387,039
Number 31 Dec 2014
\$
Number 31 Dec 2013
\$
NOTE 16: CONTRIBUTED EQUITY
Issued and paid-up ordinary share capital
Balance at the beginning of the half-year
Shares bought back on market
119,532,788 103,646,848 121,421,485
(380, 877)
105,935,045
(411,898)
Balance at the end of the half-year 119,532,788 103,646,848 121,040,608 105,523,147
31 Dec 2014 31 Dec 2013
\$ S.
NOTE 17: RETAINED PROFITS
68,137,401 54,864,508
Balance at the beginning of the half-year
Net profit attributable to shareholders 13,407,786 11,290,436
Dividends (3,585,984) (3,637,838)
Balance at the end of the half-year 77,959,203 62,517,106

NOTE 18: OTHER RESERVES

Employee
Foreign Equity Asset
Exchange Benefit Revaluation
Total Reserve Reserve Reserve
\$ \$ S
Half-year ended 31 December 2014:
23,353,680 112,140 235,388 23,006,152 Balance at the beginning of the half-year
10,546 10,546 Share based payments
(1,420,319) 280,598 (1,700,917) Net unrealised gain/(loss) on "available-for-sale" investments
Net unrealised (gain)/loss on "available-for-sale" investments
18,889 (10.221) 29,110 - non-controlling interest
(24, 702) (24,702) Acquisition of interest in controlled entities
Realised (gain)/loss on "available-for-sale" investments
(16, 295, 933) (129,774) 10,814 (16, 176, 973) reclassified to the income statement
Realised gain on "available-for-sale" investments reclassified
9,367 38 9,329 to the income statement - non-controlling interest
5,651,528 252,781 256,748 5,141,999 Balance at the end of the half-year
Half-year ended 31 December 2013:
11,164,585 267,011 198,585 10,698,989 Balance at the beginning of the half-year
18,542 18,542 Equity accounted share of associates reserves
13,060 13,060 Share based payments
24,104,729 308,586 23,796,143 Net unrealised gain on "available-for-sale" investments
Net unrealised gain on "available-for-sale" investments - non-
(206, 536) (102, 349) (104, 187) controlling interest
(508, 291) (508, 291) Acquisition of interest in controlled entities
Realised gain on "available-for-sale" investments reclassified
(3,319,815) (67, 893) (3,251,922) to the income statement
Realised gain on "available-for-sale" investments reclassified
807 807 to the income statement - non-controlling interest
31,267,081 405,355 230,187 30,631,539 Balance at the end of the half-year

NOTE 19: ASSETS PER SECURITY

31 Dec 2014 31 Dec 2013
1.57 1.65
Net assets per share attributable to members of the parent entity
Net tangible assets per share attributable to members of the parent entity 1.57 1.65

$\equiv$

$\overline{\phantom{0}}$

The figures above are calculated based on the consolidated financial position of CVC Limited.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2014 (CONTINUED) CVC LIMITED & CONTROLLED ENTITIES

NOTE 20: SEGMENT REPORTING

The revenues and results by business segments are as follows:

Private

Venture
Capital
Equity and
Investments

Listed
Property Funds
Management
€Ą
Trading
Operations

Consolidated
Eliminations
÷
Controlled

Consolidated
Half-year ended 31 December 2014:
Total revenue for reportable segments
Inter-segment revenue
Revenues:
2,501,211 18,900,969 7,154,540
1,427,473
125,770
4,425,211
44,591,786 (5,852,684) 73,274,276
Unallocated amounts:
Interest income
Other income
930,935
131,179
Consolidated revenue 74,336,390
Equity accounted income 1,774,712 317,138 297,447 2,389,297
Share of profit/(loss) of equity accounted investees
Total profit for reportable segments
Results:
(829,351)
1,774,712
15,108,083 317,138
2,633,523
56,416
297,447
1,736,939 18,705,610
2,389,297
945,361 15,108,083 2,950,661 353,863 1,736,939 21,094,907
Unallocated amounts: corporate expenses (1,796,031)
Consolidated profit before tax 19,298,876

Segment results are shown before related income tax expense.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2014 (CONTINUED) CVC LIMITED & CONTROLLED ENTITIES

NOTE 20: SEGMENT REPORTING (CONT.)

Private
Equity and
Venture
Capital
Listed
Investments
GD.
Property Funds
Management
Operations
œ
Trading
Consolidated
Eliminations

Controlled
\$
Consolidated
Half-year ended 31 December 2013:
Total revenue for reportable segments
Inter-segment revenue
Revenues:
402,426 7,698,182 10,722,910
2,549,088
1,164,118
4,242,031
54,579,791 (6,791,119) 74,567,427
Unallocated amounts: interest income 436,791
Consolidated revenue 75,004,218
Equity accounted income 1,748,259 514,079
________
(183, 612) 2,078,726
Share of profit/(loss) of equity accounted investees
Total profit for reportable segments
Results:
402,426
1,748,259
6,118,702
514,079
2,648,839 1,163,338
(183, 612)
2,176,933 12,510,238
2,078,726
2,150,685 6,632,781 2,648,839 979,726 2,176,933 14,588,964
Unallocated amounts: corporate expenses (2, 158, 334)
Consolidated profit before tax 12,430,630

Segment results are shown before related income tax expense.

NOTE 21: FAIR VALUE MEASUREMENTS

The fair values of the financial assets and liabilities of CVC are approximately equal to their carrying values. No financial assets or financial liabilities are readily traded on organised markets in standardised form.

Judgements and estimates were made in determining the fair values of the 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.

Quoted market Valuation technique
- market observable
Valuation technique
- non market
Total
price
(Level 1)
inputs (Level 2) observable inputs
(Level 3)
\$ \$ \$
At 31 December 2014
Financial assets
"Available-for-sale" investments
Shares in listed corporations - at market value 19,836,480 13,999,255 33,835,735
Public unlisted investments - at market value 1,171,479 1,171,479
Other investments 3,626,079 5,034,319 8,660,398
Derivative financial instrument 457,111 457,111
"Fair value through profit or loss" investments
Shares in listed corporations - at market value 1,152,894 1,152,894
Non-financial assets
Investment properties 42,263,777 42,263,777
20,989,374 19,253,924 47,298,096 87,541,394
At 30 June 2014
Financial assets
"Available-for-sale" investments
Shares in listed corporations - at market value 24,844,489 44,343,932 69,188,421
Public unlisted investments - at market value 1,407,985 1,407,985
Other investments 4,404,980 211,899 4,616,879
"Fair value through profit or loss" investments
Shares in listed corporations - at market value 1,120,947 1,120,947
Non-financial assets
Investment properties 41,733,439 41,733,439
25,965,436 50,156,897 41,945,338 118,067,671
Reconciliation of Level 3 fair value movements:
\$
Opening balance 30 June 2014 41,945,338
Purchases 5,155,869
Gains recognised in other comprehensive income 261,889
Transfer out of Level 3 (65,000)
Closing balance 31 December 2014 47,298,096

NOTE 21: FAIR VALUE MEASUREMENTS (CONT.)

The fair value of Level 2 financial instruments are determined using available prices where trading does not occur in an active market. The quantitative information about the significant unobservable inputs used in level 3 fair value measurements are as follows:

Fair value at 31
December 2014
Weighted Relationship of unobservable inputs to fair
Description \$ Unobservable inputs average value
Leased properties 30,250,000 Capitalisation rate 12.15% The higher the capitalisation rate, the lower
the fair value
Lease expiry 1.52 years The longer the lease term, the higher the fair
value
Occupancy 100% The higher the occupancy rate, the higher the
fair value
Development
Properties
12,013,777 Capitalisation rate 8% The higher the capitalisation rate on
completion of construction, the lower the fair
value
42,263,777
Other investments -
at cost
5,034,319 (a)

$(a)$ Fair value has been determined based on acquisition cost.

NOTE 22: SUBSEQUENT EVENTS

Since the end of the period, the directors have determined to pay an interim dividend of 2 cents per share, fully franked, payable on 17 March 2015.

There are no other matters or circumstances that have arisen since the end of the financial period which significantly affected or may significantly affect the operations of CVC, the results of those operations or the state of affairs of CVC in the financial period subsequent to 31 December 2014.

CVC LIMITED & CONTROLLED ENTITIES HALF YEARLY REPORT

DIRECTORS' DECLARATION

In the opinion of the directors:

  • $(a)$ the interim financial statements and notes set out on pages 4 to 20, are in accordance with the Corporations Act 2001 including:
  • giving a true and fair view of the consolidated entity's financial position as at 31 December 2014 and of its $(i)$ performance for the half-year ended on that date; and
  • complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations $(ii)$ 2001.
  • there are reasonable grounds to believe that CVC Limited will be able to pay its debts as when they become due $(b)$ and payable.

Dated at Sydney this 27th day of February 2015.

Signed in accordance with a resolution of the board of directors.

ALEXANDER BEARD Director

JASON TERS

Director

CVC LIMITED

AUDITOR'S INDEPENDENCE DECLARATION

To the Directors of CVC Limited:

As lead auditor for the review of the consolidated financial report of CVC Limited for the half-year ended 31 December 2014, I declare that, to the best of my knowledge and belief, there have been no contraventions of:

  • (a) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and
  • (b) any applicable code of professional conduct in relation to the review.

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

Sydney, NSW M D Muller 27 February 2015 Partner

CVC LIMITED

INDEPENDENT AUDITOR'S REVIEW REPORT

To the shareholders of CVC Limited

Report on the Condensed Half-Year Financial Report

We have reviewed the accompanying half-year financial report of CVC Limited ("the Company") which comprises the condensed statement of financial position as at 31 December 2014, the condensed statement of financial performance, condensed statement of comprehensive income, condensed statement of changes in equity and condensed statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory notes and the directors' declaration of the consolidated entity comprising the Company and the entities it controlled at the half-year end or from time to time during the half-year.

Directors' Responsibility for the Half-Year Financial Report

The directors of CVC Limited, are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such controls as the directors determine is necessary to enable the preparation of the half-year financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity's financial position as at 31 December 2014 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001. As the auditor of the Company, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

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

Independence

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

CVC LIMITED

INDEPENDENT AUDITOR'S REVIEW REPORT (continued)

Conclusion

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

  • (a) giving a true and fair view of the consolidated entity's financial position as at 31 December 2014 and of its performance for the half-year ended on that date; and
  • (b) complying with Accounting Standard AASB 134 Interim Financial Reporting and Corporations Regulations 2001.

Emphasis of Matter

We draw attention to Note 1: Related Party Disclosures to the half-year financial report which describes a potential impact on the disclosure of the relevant interest in the Company held by certain key management personnel. Our conclusion is not modified in respect of this matter.

HLB Mann Judd M D Muller Chartered Accountants Partner

Sydney, NSW 27 February 2015