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CVC LIMITED — Interim / Quarterly Report 2017
Feb 23, 2017
64728_rns_2017-02-23_ea69ce32-d3d5-4568-80a8-c95e7129ea08.pdf
Interim / Quarterly Report
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RESULTS ANNOUNCEMENT FOR THE 6 MONTHS ENDED 31 DECEMBER 2016
INTRODUCTION
CVC Limited (ASX: CVC) is pleased to report a half year net profit after tax of $17 million (31 December 2015: $10.2 million).
Importantly, significant contributions were made from all investment segments, and significant progress was made on initiatives across all operating segments which will contribute to the further development of the Company in 2017 and beyond.
During the six months the Company paid a 5 cent fully franked final dividend, and a 10 cent fully franked special dividend.
Statutory Net Tangible Assets per share ( NTA ), decreased by 1 cent during the period to $1.67 after payment of 15 cents in dividends, representing an annualised return of 17.6%. For the 12 month period to 31 December 2016, NTA increased by 8 cents, after payment of 20 cents in dividends. This represents an annualised return of 18.2%. This compares to the prior 12 month period to 31 December 2015 of an annualised return of 11.4%. Statutory NTA does not include any incremental valuation uplift for any increase in value of unlisted equity or property investments.
COMMENTARY
Highlights during the half year included:
-
Sale of equity holding in Green’s Foods Holdings Pty Limited ( Green’s Foods ) for approximately $24 million;
-
Sale of 83% holding in Cellnet Group Limited;
-
Continued meaningful contribution from mezzanine portfolio;
-
Continued development of property portfolio;
-
Successful prospectus launch for the Initial Public Offer (IPO) of Eildon Capital Limited, with a substantial oversubscription of the $10 million capital raising;
-
Acquisition of 48% equity stake in pharmaceutical contract manufacturer South Pack Laboratories (Aust) Pty Limited; and
-
Continued development of the Add+Venture portfolio and track record ahead of a planned capital raising.
CVC Limited Level 37 T 02 9087 8000 ABN 34 002 700 361 1 Macquarie Place F 02 9087 8088 AFSL 239665 Sydney NSW 2000 www.cvc.com.au
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Balance Sheet Strength
Closing cash balance increased by $14.5 million to $36 million as at 31 December 2016 giving the group substantial continued ability to capitalise on investment opportunities.
Listed Investments
Listed investments contributed $4.1 million to the half year profit, including realisation of a pre-IPO investment opportunity that generated $2.2 million of profit. During the period, and subsequent to the end of the half year, Lantern Hotel Group realised their entire portfolio of hotels and have commenced distributing the proceeds. It is currently anticipated that the realisation of the Lantern holding will contribute between $10 million and $12 million to the 2[nd] half result.
Property
Property investments contributed $2.4 million during the period, principally from mezzanine property lending. As previously highlighted, due to the limitation of accounting policies the performance of property does not fully reflect the value generated from progress made on planning outcomes on development projects that has occurred during the period.
There is significant asset value in the Company’s project pipeline (in excess of 3,000 potential lots - CVC Share) which is not reflected in the balance sheet. The Company has previously given guidance that the potential value uplift from its share in the Marsden Park project alone is in the order of $40 million.
Private Equity Investments
Private Equity investments contributed $12.3 million for the period, largely attributable to the sale of the long term shareholding in Green’s Foods.
During the period the Company continued to expend significant management effort in working with investee companies to deliver long term capital growth and in identifying new investment opportunities.
Six new investments were made during the period, of which five were small stakes (approximately $200,000 each) in early stage (pre-IPO) companies and the other a 48% stake in pharmaceutical contract manufacturer South Pack Laboratories (Aust) Pty Limited. These investments are expected to provide a combination of opportunities for longer term investment, and attractive medium term profitability.
Funds Management
Funds management contributed approx. $0.4 million during the period. The successful capital raising by Eildon Capital Limited will provide a meaningful contribution to funds management in the future. Additionally, the Add + Venture early stage private equity vehicle will launch during the 2[nd] half of the 2017 financial year.
CVC Limited Level 37 T 02 9087 8000 ABN 34 002 700 361 1 Macquarie Place F 02 9087 8088 AFSL 239665 Sydney NSW 2000 www.cvc.com.au
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2017 OUTLOOK
CVC has a core earnings base underpinned by mezzanine finance transactions, which it endeavours to enhance with other investment earnings and realisations of investments. CVC’s ability to reliably predict optimal timing for capital profits from investment realisations, and thereby meaningfully forecast profits from other investment activities, is limited by factors outside of the Company’s control.
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 5 cents per share was paid to shareholders on 15 September 2016 for the year ended 30 June 2016. A special dividend of 10 cents per share was paid on 14 December 2016. On 20 February 2017, the Directors resolved to pay an interim dividend of 5 cents per share payable on 8 March 2017.
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ADH Beard Director 24 February 2017
CVC Limited ABN 34 002 700 361 AFSL 239665
Level 37 T 02 9087 8000 1 Macquarie Place F 02 9087 8088 Sydney NSW 2000 www.cvc.com.au
CVC Limited Appendix 4D – 31 December 2016
Appendix 4D
Half-Yearly Report Results for announcement to the market
CVC Limited
| ABN 34 002 700 361 Results |
Half-Year ended (‘Reporting Period’) 31 December 2016 |
Previous Half-Year ended (‘Corresponding period’) 31 December 2015 |
|---|---|---|
| Income from continuing operations down Income from discontinuing operations up Profit before tax from continuing operations up Profit before tax from discontinuing operations down Profit after tax attributable to members up Net profit attributable to members up |
42.3% to 26,871,358 1.2% to 42,810,640 62.4% to 16,371,970 18.4% to 1,297,319 96.2% to 15,434,729 96.2% to 15,434,729 |
The preliminary half-yearly report is based on accounts which have been reviewed.
Dividends (distributions)
| **Dividends(distributions) ** | |||
|---|---|---|---|
| Amount per security | Franked amount per security |
||
| Interim dividend | 5.0 cents | 5.0 cents | |
| Special dividend | 10.0 cents | 10.0 cents | |
| Prior year interim dividend | 5.0 cents | 5.0 cents | |
| Prior year final dividend | 5.0 cents | 5.0 cents | |
| Information on dividends: On 20 February 2017 the directors resolved to pay an interim dividend of 5 cents per share, fully franked, payable on 8 March 2017. 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 thepurpose of receivingthe dividend | 23 February2017 | ||
| Record date for determiningentitlements to the dividend | 24 February2017 | ||
| Payment Date | 8 March 2017 |
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 2016
ACN 002 700 361
COMPANY PARTICULARS
CVC LIMITED
ACN 002 700 361
DIRECTORS
John Read Alexander Beard Ian Campbell
SECRETARIES
Alexander Beard John Hunter
MANAGEMENT TEAM
Alexander Beard Mark Avery Michael Bower Andrew Harris Jufri Abidin
John Hunter Elliott Kaplan Christian Jensen Charles Williams Tom Kellaway
PRINCIPAL AND REGISTERED OFFICE
Suite 3703, Level 37 1 Macquarie Place SYDNEY NSW 2000 AUSTRALIA Telephone: (02) 9087 8000 Facsimile: (02) 9087 8088
SHARE REGISTRY
Next Registries Level 16, 1 Market Street SYDNEY NSW 2000 AUSTRALIA Telephone: (02) 9276 1700 Facsimile: (02) 9251 7138
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
STOCK EXCHANGE LISTING
Australian Securities Exchange Limited
2
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 2016 and the independent review report thereon.
Directors
The directors of CVC throughout and since the end of the half-year are:
John Douglas Read (Non Executive Director) Alexander Damien Harry Beard (Executive Director and Company Secretary) Ian Houston Campbell (Non Executive Director)
Operating Results
The net profit after tax attributable to shareholders for the six months ended 31 December 2016 of CVC amounted to $15.4 million (2015: $7.9 million).
Highlights during the half year included:
-
Sale of equity holding in Green’s Foods Holdings Pty Limited for approximately $24 million;
-
Sale of 83% holding in Cellnet Group Limited;
-
Continued meaningful contribution of mezzanine portfolio;
-
Continued development of property portfolio;
-
Successful prospectus launch for the Initial Public Offer of Eildon Capital Limited, with a substantial oversubscription of the $10 million capital raising;
-
Acquisition of 48% equity stake in pharmaceutical contract manufacturer South Pack Laboratories (Aust) Pty Limited; and
-
Realisation of significant investment under the Add+Venture portfolio with continued acquisition and development of investments ahead of a planned capital raising.
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 half-year ended 31 December 2016 of 5 cents per share, fully franked, payable on 8 March 2017. During the period, directors paid a final fully franked dividend in respect of the year ended 30 June 2016 of 5 cents per share on 15 September 2016 and a special fully franked dividend of 10 cents per share on 14 December 2016.
Events subsequent to balance date
On 14 February 2017 Eildon Capital Limited successfully completed a capital raising of $10 million. This has the effect of reducing CVC’s ownership from 56.0% to 38.5% and result in the deconsolidation of Eildon Capital Limited’s operations from the group.
Since the end of the period, the directors have determined to pay an interim dividend in respect of the half-year ended 31 December 2016 of 5 cents per share, fully franked, payable on 8 March 2017.
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 2016.
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 25.
Signed and Dated Sydney this 24[th] day of February 2017 in accordance with a resolution of directors.
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ALEXANDER BEARD Director
JOHN READ
Director
3
CVC LIMITED & CONTROLLED ENTITIES CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL PERFORMANCE FOR THE HALF-YEAR ENDED 31 DECEMBER 2016
| Notes | |||
|---|---|---|---|
| 31 Dec 2016 | 31 Dec 2015 | ||
| $ | $ | ||
| INCOME | |||
| Contract revenue | - | 22,489,924 | |
| Interest income | 5,922,667 | 5,534,311 | |
| Income from equity investments | 24 | 16,522,436 | 13,646,974 |
| Sale of land | 2,155,071 | 2,408,911 | |
| Fee income | 882,740 | 347,498 | |
| Other income | 1,191,014 | 1,142,184 | |
| ──────── | ──────── | ||
| Total income | 26,673,928 | 45,569,802 | |
| ──────── | ──────── | ||
| Equity accounted profits | |||
| Share of net profit of associates | 7 | 197,430 | 991,978 |
| EXPENSES | |||
| Cost of land sold | 12 | 1,780,582 | 1,977,568 |
| Contract costs | 39,021 | 20,549,299 | |
| Net loss on sale of equity investments | - | 7,152,778 | |
| Employee costs | 2,008,593 | 1,877,165 | |
| Finance costs | 2,255,586 | 740,279 | |
| Impairment of financial instruments | 24 | 2,884,117 | 2,673,455 |
| Management and consultancy fees | 589,840 | 289,727 | |
| Other expenses | 941,649 | 1,223,119 | |
| ──────── | ──────── | ||
| Total expenses | 10,499,388 | 36,483,390 | |
| ──────── | ──────── | ||
| Profit before related income tax expense | 16,371,970 | 10,078,390 | |
| Income tax expense | 2 | 2,903,341 | 1,509,076 |
| ──────── | ──────── | ||
| Net profit from continuing operations for the half-year | 13,468,629 | 8,569,314 | |
| Net profit from discontinued operations for the half-year | 22 | 3,564,711 | 1,594,676 |
| ──────── | ──────── | ||
| Net profit for the half-year | 17,033,340 | 10,163,990 | |
| Net profit attributable to: | |||
| Members of the parent entity | 18 | 15,434,729 | 7,865,867 |
| Non-controlling interest | 1,598,611 | 2,298,123 | |
| ──────── | ──────── | ||
| Net profit for the half-year | 17,033,340 | 10,163,990 | |
| ════════ | ════════ |
The above statement of financial performance should be read in conjunction with the accompanying notes to the Half-Year Report.
4
CVC LIMITED & CONTROLLED ENTITIES CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE HALF-YEAR ENDED 31 DECEMBER 2016
| 31 Dec 2016 | 31 Dec 2015 | ||
|---|---|---|---|
| $ | $ | ||
| Profit for the half-year | 17,033,340 | 10,163,990 | |
| ──────── | ──────── | ||
| Other comprehensive income | |||
| Items that may be reclassified to profit or loss | |||
| - “Available-for-sale” investments: | |||
| - Decrease in fair values recognised in other reserves | 9,067,351 | 3,422,578 | |
| - Amounts transferred from other reserves to the income | |||
| statement on sale | (1,613,952) | (1,956,542) | |
| Income tax on items taken directly to or from equity | (5,635,710) | - | |
| ──────── | ──────── | ||
| Other comprehensive income for the half-year, net of tax | 1,817,689 | 1,466,036 | |
| ──────── | ──────── | ||
| Total comprehensive income for the half-year | 18,851,029 | 11,630,026 | |
| ════════ | ════════ | ||
| Total comprehensive income for the half-year is attributable to: | |||
| Members of the parent entity | 17,271,287 | 9,227,726 | |
| Non-controlling interest | 1,579,742 | 2,402,300 | |
| ──────── | ──────── | ||
| 18,851,029 | 11,630,026 | ||
| ════════ | ════════ | ||
| Total comprehensive income for the period attributable to | |||
| members of the parent entity arises from: | |||
| Continuing operations | 15,286,318 | 9,227,726 | |
| Discontinued operation | 3,564,711 | 2,402,300 | |
| ──────── | ──────── | ||
| 18,851,029 | 11,630,026 | ||
| ════════ | ════════ | ||
| Basic and diluted earnings per share for profit from continuing | |||
| operations attributable to the members of the parent entity (cents) | 4 | 10.44 | 5.84 |
| Basic and diluted earnings per share for profit attributable to the | |||
| members of the parent entity (cents) | 4 | 12.91 | 6.58 |
| ════════ | ════════ |
The above statement of comprehensive income should be read in conjunction with the accompanying notes to the Half-Year Report.
5
CVC LIMITED & CONTROLLED ENTITIES CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2016
| Notes | 31 Dec 2016 | 30 Jun 2016 | |
|---|---|---|---|
| $ | $ | ||
| CURRENT ASSETS | |||
| Cash and cash equivalents | 5 | 36,151,097 | 21,673,050 |
| Loans and other receivables | 6 | 62,408,604 | 80,695,636 |
| Financial assets - “at fair value through profit or loss” | 9 | 7,259,554 | 2,489,914 |
| Derivative financial instrument | - | 143,000 | |
| Inventories | 12 | 4,431,885 | 14,282,496 |
| Current tax assets | - | 258 | |
| Other assets | 194,993 | 140,215 | |
| ──────── | ───────── |
||
| 110,446,133 | 119,424,569 | ||
| Assets classified as held for sale | - | 12,916,653 | |
| ──────── | ───────── |
||
| Total current assets | 110,446,133 | 132,341,222 | |
| ──────── | ───────── |
||
| NON-CURRENT ASSETS | |||
| Loans and other receivables | 6 | 15,981,535 | 21,725,495 |
| Financial assets - “available-for-sale” | 8 | 70,333,894 | 69,331,501 |
| Inventories | 12 | 11,278,173 | 10,860,450 |
| Investments accounted for using the equity method | 7 | 17,624,915 | 5,363,372 |
| Property, plant and equipment | 11 | 305,094 | 581,157 |
| Investment properties | 10 | 37,192,188 | 13,159,852 |
| Intangible assets | 13 | - | 52,435 |
| Deferred tax assets | 6,153,160 | 1,989,207 | |
| ──────── | ───────── |
||
| Total non-current assets | 158,868,959 | 123,063,469 | |
| ──────── | ───────── |
||
| TOTAL ASSETS | 269,315,092 | 255,404,691 | |
| ──────── | ───────── |
||
| CURRENT LIABILITIES | |||
| Trade and other payables | 14 | 5,923,955 | 12,497,426 |
| Interest bearing loans and borrowings | 15 | 2,405,000 | 3,167,951 |
| Provisions | 16 | 773,334 | 1,184,514 |
| Current tax liabilities | 3,858,267 | 2,289,683 | |
| ──────── | ──────── | ||
| Total current liabilities | 12,960,556 | 19,139,574 | |
| ──────── | ──────── | ||
| NON-CURRENT LIABILITIES | |||
| Interest bearing loans and borrowings | 15 | 36,922,798 | 21,571,053 |
| Provisions | 16 | 18,825 | 121,006 |
| Deferred tax liabilities | 8,493,845 | 1,054,077 | |
| ──────── | ───────── |
||
| Total non-current liabilities | 45,435,468 | 22,746,136 | |
| ──────── | ──────── | ||
| TOTAL LIABILITIES | 58,396,024 | 41,885,710 | |
| ──────── | ───────── |
||
| NET ASSETS | 210,919,068 | 213,518,981 | |
| ════════ | ════════ | ||
| EQUITY | |||
| Contributed equity | 17 | 103,646,848 | 103,646,848 |
| Retained profits | 18 | 76,027,979 | 72,766,639 |
| Other reserves | 19 | 20,331,088 | 24,794,268 |
| ──────── | ───────── |
||
| Parent entity interest | 200,005,915 | 201,207,755 | |
| Non-controlling interest | 10,913,153 | 12,311,226 | |
| ──────── | ───────── |
||
| TOTAL EQUITY | 210,919,068 | 213,518,981 | |
| ════════ | ════════ |
The above statement of financial position should be read in conjunction with the accompanying notes to the Half-Year Report.
6
CVC LIMITED & CONTROLLED ENTITIES CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE HALF-YEAR ENDED 31 DECEMBER 2016
| Contributed | Retained | Asset | Employee | Foreign exchange | Owners of the | Non-controlling | ||
|---|---|---|---|---|---|---|---|---|
| equity | earnings | revaluation | equity benefit | translation | parent | interest | Total | |
| $ | $ | $ | $ | $ | $ | $ | $ | |
| At 1 July 2016 | 103,646,848 | 72,766,639 | 19,103,188 | 5,367,223 | 323,857 | 201,207,755 | 12,311,226 | 213,518,981 |
| ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | |
| Profit for the half-year | - | 15,434,729 | - | - | - | 15,434,729 | 1,598,611 | 17,033,340 |
| Other comprehensive income | - | - | 1,825,781 | - | 10,777 | 1,836,558 | (18,869) | 1,817,689 |
| ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | |
| Total comprehensive income for the half-year | - | 15,434,729 | 1,825,781 | - | 10,777 | 17,271,287 | 1,579,742 | 18,851,029 |
| ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | |
| Transactions with shareholders: | ||||||||
| Acquisition of interest in controlled entities | - | - | 1,264 | - | - | 1,264 | (19,624) | (18,360) |
| Disposal of interest in controlled entities | - | - | (933,779) | - | - | (933,779) | (2,386,226) | (3,320,005) |
| Return of capital | - | - | - | - | - | - | (500,000) | (500,000) |
| Dividend paid | - | (17,929,918) | - | - | - | (17,929,918) | (289,779) | (18,219,697) |
| Transfer of share based payment on sale of associate | - | 5,208,729 | - | (4,947,284) | - | 261,445 | 126,965 | 388,410 |
| Transfer of share based payment on sale of subsidiary | - | 547,800 | - | (419,939) | - | 127,861 | 90,849 | 218,710 |
| ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | |
| At 31 December 2016 | 103,646,848 | 76,027,979 | 19,996,454 | - | 334,634 | 200,005,915 | 10,913,153 | 210,919,068 |
| ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | |
| At 1 July 2015 | 103,646,848 | 68,530,868 | 7,585,634 | 5,981,880 | (31,783) | 185,713,447 | 15,145,337 | 200,858,784 |
| ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | |
| Profit for the half-year | - | 7,865,867 | - | - | - | 7,865,867 | 2,298,123 | 10,163,990 |
| Other comprehensive income | - | - | 1,007,584 | - | 354,275 | 1,361,859 | 104,177 | 1,466,036 |
| ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | |
| Total comprehensive income for the half-year | - | 7,865,867 | 1,007,584 | - | 354,275 | 9,227,726 | 2,402,300 | 11,630,026 |
| ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | |
| Transactions with shareholders: | ||||||||
| Acquisition of interest in controlled entities | - | - | (462,304) | - | - | (462,304) | (4,235,796) | (4,698,100) |
| Disposal of interest in controlled entities | - | - | (532,448) | - | - | (532,448) | 1,480,941 | 948,493 |
| Return of capital | - | - | - | - | - | - | (500,000) | (500,000) |
| Dividend paid | - | (3,585,984) | - | - | - | (3,585,984) | (253,159) | (3,839,143) |
| Share based payment | - | - | - | 47,445 | - | 47,445 | 25,173 | 72,618 |
| ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | ─────────── | |
| At 31 December 2015 | 103,646,848 | 72,810,751 | 7,598,466 | 6,029,325 | 322,492 | 190,407,882 | 14,064,796 | 204,472,678 |
| ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ | ═══════════ |
The above statement of changes in equity should be read in conjunction with the accompanying notes to the Half-Year Report.
7
CVC LIMITED & CONTROLLED ENTITIES CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016
| Notes | |||
|---|---|---|---|
| 31 Dec 2016 | 31 Dec 2015 | ||
| $ | $ | ||
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Cash receipts in the course of operations | 38,007,394 | 44,343,635 | |
| Cash payments in the course of operations | (49,511,000) | (53,755,130) | |
| Net cash receipts for land held for resale | 1,097,773 | 1,715,289 | |
| Proceeds on disposal of financial assets at fair value through profit or loss | 403,983 | 483,286 | |
| Payment for financial assets at fair value through profit or loss | (297,303) | (1,898,817) | |
| Proceeds on construction contract | 3,837,562 | 1,099,084 | |
| Interest received | 5,422,075 | 5,362,488 | |
| Interest paid | (470,026) | (195,499) | |
| Dividends received | 788,412 | 12,907,845 | |
| Income taxes paid | (1,786,340) | (1,612,933) | |
| ──────── | ──────── | ||
| Net cash flows (used in)/provided by operating activities | 5(b) | (2,507,470) | 8,449,248 |
| ──────── | ──────── | ||
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Payments for capital expenditure for investment properties | (1,338,102) | (750,204) | |
| Payments for property, plant and equipment | (144,531) | (70,589) | |
| Payments for investment property | (20,539,951) | (5,350,000) | |
| Proceeds from disposal of investment properties | - | 8,700,000 | |
| Payments for equity investments | (20,011,730) | (29,813,598) | |
| Proceeds on disposal of equity investments | 43,294,090 | 28,784,125 | |
| Acquisition of intangibles | (7,738) | (23,542) | |
| Disposal of subsidiaries, net of cash received | (482,333) | - | |
| Loans provided | (34,172,820) | (52,263,173) | |
| Loans repaid | 44,175,619 | 23,100,378 | |
| ──────── | ──────── | ||
| Net cash flows provided by/(used in) investing activities | 10,772,504 | (27,686,603) | |
| ──────── | ──────── | ||
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Repayment of borrowings | (11,944,684) | (13,312,808) | |
| Proceeds from borrowings | 33,696,137 | 18,662,000 | |
| Dividends paid | (18,219,697) | (3,842,600) | |
| Proceeds from issues of shares | 3,615,539 | 1,463,695 | |
| Payments for share buybacks | (913,901) | (5,732,648) | |
| ──────── | ──────── | ||
| Net cash flows provided by/(used in) financing activities | 6,233,394 | (2,762,361) | |
| ──────── | ──────── | ||
| Net increase/(decrease) in cash held | 14,498,428 | (21,999,716) | |
| Foreign exchange (loss)/gain on cash | (20,381) | 573,721 | |
| Cash at the beginning of the half-year | 21,673,050 | 54,456,733 | |
| ──────── | ──────── | ||
| CASH AT THE END OF THE HALF-YEAR | 5(a) | 36,151,097 | 33,030,738 |
| ════════ | ════════ |
The above statement of cash flows should be read in conjunction with the accompanying notes to the Half-Year Report.
8
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016
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 2016 and any public announcements made by CVC during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001 .
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 2016 | 31 Dec 2015 | |
|---|---|---|
| $ | $ | |
| NOTE 2: INCOME TAX EXPENSE | ||
| Profit from continuing operations before income tax expense | 16,371,970 | 10,078,390 |
| Profit from discontinued operation before income tax expense | 1,297,319 | 1,589,947 |
| ──────── | ──────── | |
| Accounting profit before income tax | 17,669,289 | 11,668,337 |
| ──────── | ──────── | |
| Income tax expense: | ||
| Prima facie income tax expense at 30% on profit before income tax | 5,300,787 | 3,500,501 |
| Increase in income tax expense due to: | ||
| Sundry items | 164,246 | 88,256 |
| Share based payment | 388,410 | - |
| Tax losses not recognised | 281,579 | - |
| Tax losses recouped | 748,298 | - |
| Inter-company transactions non-deductible | 1,936,653 | - |
| Deferred tax balances not recognised | - | 489,238 |
| Decrease in income tax expense due to: | ||
| Franked dividends received | (288,168) | (1,881,736) |
| Trust profit not assessable | (63,032) | (529,996) |
| Effect of lower tax rate in New Zealand (28%) | (14,525) | (3,738) |
| Tax losses recouped | - | (363,558) |
| Deferred tax balances not recognised | (508,653) | - |
| Recognised deferred tax balances | (7,282,295) | - |
| ──────── | ──────── | |
| 663,300 | 1,298,967 | |
| Adjustment in respect of current income tax of previous years | (27,351) | 205,380 |
| ──────── | ──────── | |
| Income tax expense for the half-year | 635,949 | 1,504,347 |
| ════════ | ════════ | |
| Income tax expense/(benefit) is attributable to: | ||
| Profit from continuing operations | 2,903,341 | 1,509,076 |
| Profit from discontinued operation | (2,267,392) | (4,729) |
| ──────── | ──────── | |
| Aggregate income tax expense | 635,949 | 1,504,347 |
| ════════ | ════════ |
9
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
NOTE 3: DIVIDENDS
Dividends proposed or paid and not provided for in previous periods by CVC are:
CVC paid a final dividend of 5 cents per share on 15 September 2016 in respect of the year ended 30 June 2016 and a special dividend of 10 cents per share on 14 December 2016.
On 20 February 2017, CVC declared an interim dividend of 5 cents per share, fully franked, to be paid on 8 March 2017 to shareholders registered on 24 February 2017.
31 Dec 2016 30 Jun 2016 Dividend franking account Franking credits available to shareholders of CVC Limited for subsequent financial years 9,270,927 12,555,079 ════════ ════════
The franking account is stated on a tax paid basis. The balance comprises the franking account at period-end adjusted for:
(a) franking credits that will arise from the payment of the amount of the provision for income tax
(b) franking debits that will arise from the refund of overpaid tax instalments paid
(c) franking debits that will arise from the payment of dividends recognised as a liability at the reporting date
(d) franking credits that will arise from the receipt of dividends recognised as receivables at the reporting date
- (e) franking credits that the entity may be prevented from distributing in subsequent years.
The ability to utilise the franking credits is dependent upon there being sufficient available profits to declare dividends.
| 31 Dec 2016 | 31 Dec 2015 | |
|---|---|---|
| NOTE 4: EARNINGS PER SHARE | ||
| Basic and diluted earnings per share | Cents | Cents |
| From continuing operations attributable to the members of the parent entity | 10.44 | 5.84 |
| From discontinued operations attributable to the members of the parent | ||
| entity | 2.47 | 0.74 |
| ──────── | ──────── | |
| Total basic and diluted earnings per share attributable to the members of the | ||
| parent entity | 12.91 | 6.58 |
| ════════ | ════════ | |
| $ | $ | |
| Reconciliation of earnings used in calculation of earnings per share: | ||
| Profit after income tax from continuing operations | 13,468,629 | 8,569,314 |
| Less: non-controlling interest in continuing operations | (984,497) | (1,583,312) |
| ──────── | ──────── | |
| Net profit from continuing operations attributable to members of the parent | ||
| entity | 12,484,132 | 6,986,002 |
| ──────── | ──────── | |
| Profit after income tax from discontinued operation | 3,564,711 | 1,594,676 |
| Less: non-controlling interest in discontinued operation | (614,114) | (714,811) |
| ──────── | ──────── | |
| Net profit from discontinued operation attributable to members of the parent | ||
| entity | 2,950,597 | 879,865 |
| ──────── | ──────── | |
| Net profit attributable to members of the parent entity | 15,434,729 | 7,865,867 |
| ════════ | ════════ | |
| Number of Shares | ||
| Weighted average number of ordinary shares – Basic and Diluted | 119,532,788 | 119,532,788 |
| Number of shares on issue at the end of the half-year | 119,532,788 | 119,532,788 |
| ════════ | ════════ |
10
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
NOTE 5: NOTES TO THE CASH FLOW STATEMENT
(a) Reconciliation of Cash and Cash Equivalents
For the purposes of the statement of cash flows, cash includes cash on hand and at bank and short-term deposits at call. Cash as at the end of the interim reporting period is reconciled to the related items in the statement of financial position as follows:
| 31 Dec 2016 | 30 Jun 2016 | |
|---|---|---|
| $ | $ | |
| Cash on deposit | 35,284,332 | 20,371,525 |
| Funds held by bank | 866,765 | 1,301,525 |
| ─────── | ──────── | |
| Cash and cash equivalents | 36,151,097 | 21,673,050 |
| ═══════ | ════════ | |
| (b) Reconciliation of profit after income tax to the net cash provided by operating activities: | ||
| 31 Dec 2016 | 31 Dec 2015 | |
| $ | $ | |
| Profit after income tax | 17,033,340 | 10,163,990 |
| Add/(less) non-cash items: | ||
| Share of equity accounted profits | (197,430) | (991,978) |
| Depreciation and amortisation of plant and equipment | 167,983 | 204,440 |
| Non-cash employee benefits expense-share based payments | 218,709 | 55,820 |
| Non-cash finance cost | 411,778 | - |
| Impairment expenses on financial instruments | 2,884,117 | 2,673,455 |
| Impairment recoveries | (6,122,426) | (8,771,423) |
| Net (profit)/loss on disposal of investments | (10,241,437) | 7,152,778 |
| Interest income not received | (502,853) | (177,970) |
| Interest expense not paid | 1,002,117 | 184,728 |
| Dividend income | 323,193 | 1,125,607 |
| Foreign exchange profit on cash | 20,381 | (573,721) |
| Movement in income tax provision | 1,568,842 | 1,134,290 |
| Movement in deferred tax assets and liabilities | (2,719,234) | (1,241,890) |
| Changes in assets and liabilities: | ||
| Inventories | (2,178,933) | (2,449,103) |
| Financial assets at fair value through profit or loss | 106,680 | (1,417,375) |
| Trade and other receivables | (10,327,799) | (2,133,125) |
| Trade and other payables | 6,047,376 | 4,028,050 |
| Provisions | 58,467 | (123,825) |
| Other assets | (60,341) | (393,500) |
| ──────── | ──────── | |
| Net cash (used in)/provided by operating activities | (2,507,470) | 8,449,248 |
| ════════ | ════════ | |
| NOTE 6: LOANS AND OTHER RECEIVABLES | ||
| 31 Dec 2016 | 30 Jun 2016 | |
| $ | $ | |
| Current | ||
| Trade receivables | 814,228 | 11,316,274 |
| Allowance for impairment loss | - | (65,841) |
| Amounts due from customers for contract work | - | 4,122,719 |
| Other receivables and prepayments | 10,684,711 | 663,569 |
| Loans to associated entities | 15,370,184 | 12,811,326 |
| Loans to other corporations | 35,539,481 | 51,847,589 |
| ──────── | ──────── | |
| 62,408,604 | 80,695,636 | |
| ════════ | ════════ |
Trade and other receivables don’t have any retention amounts related to construction contracts in progress.
11
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
31 Dec 2016 30 Jun 2016 $ $
NOTE 6: LOANS AND OTHER RECEIVABLES (CONT.)
| Current (cont.) |
|---|
| (a) Construction contract |
On the balance sheet, CVC reports the net contract position as an asset. A contract represents an asset where costs incurred plus recognised profits (less recognised losses) exceed progress billings. The net balance sheet position for ongoing construction contract relates to:
| The aggregate costs incurred and recognised profits (less recognised losses) to | ||
|---|---|---|
| date | - | 32,872,733 |
| Less: Progress billings | - | (28,750,014) |
| ──────── | ──────── | |
| Net balance sheet position for ongoing contracts | - | 4,122,719 |
| ════════ | ════════ |
Measurement of construction contract revenue and expense
CVC uses the ‘percentage-of-completion method’ to determine the appropriate amount to recognise in a given period. The stage of completion is measured by reference to the contract costs incurred up to the end of the reporting period as a percentage of total estimated costs for each contract. The receivable amount was fully repaid in August 2016.
| Non-Current | ||
|---|---|---|
| Loans to associated entities | 8,332,812 | 17,257,809 |
| Loans to other corporations | 7,648,723 | 4,467,686 |
| ──────── | ──────── | |
| 15,981,535 | 21,725,495 | |
| ════════ | ════════ | |
| NOTE 7: INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD | ||
| Equity accounted interests in joint ventures | 3,406,758 | 3,486,434 |
| Equity accounted shares in other associated companies | 14,218,157 | 1,876,938 |
| ──────── | ──────── | |
| 17,624,915 | 5,363,372 | |
| ════════ | ════════ |
Details of investments accounted for using the equity method are as follows:
| % Ownership at | % Ownership at | Carrying value | Carrying value | Contribution to | Contribution to | ||
|---|---|---|---|---|---|---|---|
| end of half-year | net profit/(loss) | ||||||
| 31 Dec 1630 Jun 16 | 31 Dec 16 | 30 Jun 16 | 31 Dec 16 | 31 Dec | 15 | ||
| Associated entities | $ | $ | $ | $ | |||
| Concise Asset Management Limited | 42.0 | 42.0 | 1,137,827 | 1,125,489 | 180,338 | 172,157 | |
| Green’s Foods Holdings Pty Limited | - | 43.5 | - | - | - | 123,567 | |
| JAK Investment Group Pty Ltd | 40.0 | 40.0 | 174,993 | 352,654 | (32,062) | 488,508 | |
| Turrella Property Unit Trust | 50.0 | 50.0 | - | - | - | - | |
| Londonderry Unit Trust | 30.0 | 30.0 | - | - | - | 641,819 | |
| LAC Unit Trust | 33.3 | 33.3 | 640,905 | 398,695 | - | - | |
| LAC JV Pty Ltd | 33.3 | 33.3 | 100 | 100 | - | - | |
| Donnybrook JV Pty Ltd | 49.0 | 49.0 | 8,118,747 | - | (87,260) | - | |
| Urban Properties Pty Limited | 33.3 | 33.3 | - | - | - | - | |
| Urban Properties Cairns Pty Limited | 20.0 | 20.0 | - | - | - | - | |
| Urban Properties Centenary Pty Limited | 20.0 | 20.0 | - | - | - | - | |
| Mooloolaba Wharf Holding Company Pty | |||||||
| Limited | 50.0 | 50.0 | - | - | - | ||
| South Pack Laboratories (Aust) Pty Ltd | 48.0 | - | 4,059,870 | - | 219,870 | - | |
| Eildon Funds Management Limited | 40.0 | - | 85,715 | - | (3,779) | - | |
| BioPower Systems Pty Limited | 25.1 | 25.1 | - | - | - | - | |
| Joint Ventures | |||||||
| MAKE EBRB Dev Nominee Pty Ltd | 50.0 | 50.0 | 3,406,758 | 3,486,434 | (79,677) | (434,073) | |
| MAKE 246 EBRB Pty Ltd | 50.0 | 50.0 | - | - | - | - | |
| ─────── | ─────── | ─────── | ─────── | ||||
| 17,624,915 | 5,363,372 | 197,430 | 991,978 | ||||
| ═══════ | ═══════ | ═══════ | ═══════ |
12
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
| 31 Dec 2016 | 30 Jun 2016 | |
|---|---|---|
| $ | $ | |
| NOTE 8: FINANCIAL ASSETS - “AVAILABLE-FOR-SALE” | ||
| Non-Current | ||
| Shares in listed corporations – at market value | 58,194,708 | 58,338,703 |
| Other investments - at cost | 7,628,058 | 8,771,869 |
| Impairment of other investments – at cost | (421,000) | (250,000) |
| Public unlisted investments – at market value | 1,484,962 | 1,381,992 |
| Other investments – at market value | 3,447,166 | 1,088,937 |
| ──────── | ──────── | |
| 70,333,894 | 69,331,501 | |
| ════════ | ════════ | |
| NOTE 9: FINANCIAL ASSETS - “AT FAIR VALUE THROUGH PROFIT OR LOSS” | ||
| Current | ||
| Shares in listed corporations – at market value | 7,259,554 | 2,489,914 |
| ════════ | ════════ | |
| NOTE 10: INVESTMENT PROPERTIES | ||
| Investment properties (note 23) | ||
| Non-current | 37,192,188 | 13,159,852 |
| ════════ | ════════ | |
| Reconciliation: | ||
| Investment properties at beginning of the half-year | 13,159,852 | 16,597,069 |
| Additions – acquisition of properties | 22,744,951 | 5,350,000 |
| Additions – capital expenditure | 1,287,385 | 1,307,375 |
| Reclassification to construction contract | - | (1,894,592) |
| Carrying value of investment property sold | - | (8,200,000) |
| ──────── | ──────── | |
| Total investment properties at the end of the half-year | 37,192,188 | 13,159,852 |
| ════════ | ════════ | |
| NOTE 11: PROPERTY, PLANT AND EQUIPMENT | ||
| Total property, plant and equipment | 305,094 | 581,157 |
| ════════ | ════════ | |
| Plant and equipment: | ||
| At amortised cost | 271,908 | 1,390,721 |
| Accumulated depreciation | (89,147) | (896,546) |
| ──────── | ──────── | |
| Total plant and equipment | 182,761 | 494,175 |
| ════════ | ════════ |
13
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
| 31 Dec 2016 | 30 Jun 2016 | |
|---|---|---|
| $ | $ | |
| NOTE 11: PROPERTY, PLANT AND EQUIPMENT (CONT.) | ||
| Leasehold improvements: | ||
| At cost | 416,435 | 242,717 |
| Accumulated depreciation | (321,102) | (182,735) |
| ──────── | ──────── | |
| Total properties | 95,333 | 59,982 |
| ════════ | ════════ | |
| Properties: | ||
| At amortised cost (a) | 27,000 | 27,000 |
| ════════ | ════════ | |
| (a) The carrying value of land was determined with reference to rating values as at 31 December 2015. |
||
| Reconciliation: | ||
| Plant and equipment: | ||
| Carrying amount at the beginning of the half-year | 494,175 | 701,161 |
| Additions | 48,050 | 143,088 |
| Depreciation | (91,938) | (300,089) |
| Disposal through sale of controlled entity | (267,526) | - |
| Impairment | - | (49,985) |
| ──────── | ─────── | |
| Carrying amount at the end of the half-year | 182,761 | 494,175 |
| ════════ | ════════ | |
| Leasehold improvements | ||
| Carrying amount at the beginning of the year | 59,982 | 242,717 |
| Additions | 96,481 | - |
| Depreciation | (61,130) | (182,735) |
| ──────── | ─────── | |
| Carrying amount at the end of the half-year | 95,333 | 59,982 |
| ════════ | ════════ | |
| Properties: | ||
| Carrying amount at the beginning and end of the half-year | 27,000 | 27,000 |
| ════════ | ════════ | |
| NOTE 12: INVENTORIES | ||
| Current | ||
| Stock on hand | - | 9,455,086 |
| Provision for obsolescence | - | (487,051) |
| Land and development held for resale | 4,431,885 | 5,314,461 |
| ──────── | ─────── | |
| Total inventories at the lower of cost and net realisable value | 4,431,885 | 14,282,496 |
| ════════ | ════════ | |
| Non-current | ||
| Land and development held for resale | 11,278,173 | 10,860,450 |
| ════════ | ════════ |
Inventories recognised as an expense for the period ended 31 December 2016 include:
-
Discontinued operation of $32,419,074 (2015: $32,788,669)
-
Land sales of $1,780,582 (2015: $1,977,568)
These expenses have been included in the cost of goods sold in the Statement of Financial Performance.
14
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
| 31 Dec 2016 | 30 Jun 2016 | ||
|---|---|---|---|
| $ | $ | ||
| NOTE 13: INTANGIBLE ASSETS | |||
| Intangible assets | - | 52,435 | |
| ════════ | ════════ | ||
| Reconciliation: | |||
| Carrying amount at the beginning of the half-year | 52,435 | 26,816 | |
| Additions | 7,738 | 44,138 | |
| Depreciation | (14,915) | (18,519) | |
| Disposal through sale of controlled entity | (45,258) | - | |
| ──────── | ─────── | ||
| Carrying amount at the end of the half-year | - | 52,435 | |
| ════════ | ════════ | ||
| NOTE 14: TRADE AND OTHER PAYABLES | |||
| Current | |||
| Trade and other payables | 890,933 | 6,053,586 | |
| Sundry creditors and accruals | 5,033,022 | 6,443,840 | |
| ──────── | ─────── | ||
| 5,923,955 | 12,497,426 | ||
| ════════ | ════════ | ||
| NOTE 15: INTEREST-BEARING LOANS AND | BORROWINGS | ||
| Current | |||
| Secured bank loan | 2,405,000 | 2,405,000 | |
| Trade finance facility | - | 762,951 | |
| ──────── | ─────── | ||
| 2,405,000 | 3,167,951 | ||
| ════════ | ════════ | ||
| Non-current | |||
| Secured loans | 23,594,027 | 11,465,241 | |
| Unsecured loan from associated entity | 13,328,771 | 10,105,812 | |
| ──────── | ─────── | ||
| 36,922,798 | 21,571,053 | ||
| ════════ | ════════ | ||
| NOTE 16: PROVISIONS | |||
| Current | |||
| Employee entitlements | 773,334 | 1,184,514 | |
| ════════ | ════════ | ||
| Non-current | |||
| Employee entitlements | 18,825 | 121,006 | |
| ════════ | ════════ | ||
| 31 | Dec 2016 31 |
Dec 2015 | |
| Number | $ Number |
$ |
|
| NOTE 17: CONTRIBUTED EQUITY | |||
| Issued and paid-up ordinary share capital | |||
| Balance at the beginning and end of the half-year | 119,532,788 | 103,646,848 119,532,788 |
103,646,848 |
| ═══════ | ═══════ ═══════ |
═══════ |
15
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
| 31 Dec 2016 | 31 Dec 2015 | |
|---|---|---|
| $ | $ | |
| NOTE 18: RETAINED PROFITS | ||
| Balance at the beginning of the half-year | 72,766,639 | 68,530,868 |
| Net profit attributable to shareholders | 15,434,729 | 7,865,867 |
| Dividends | (17,929,918) | (3,585,984) |
| Transfer of share based payment on sale of associate | 5,208,729 | - |
| Transfer of share based payment on sale of subsidiary | 547,800 | - |
| ──────── | ──────── | |
| Balance at the end of the half-year | 76,027,979 | 72,810,751 |
| ════════ | ════════ |
NOTE 19: OTHER RESERVES
| NOTE 19: OTHER RESERVES | ||||
|---|---|---|---|---|
| Employee | ||||
| Asset | Equity | Foreign | ||
| Revaluation | Benefit | Exchange | ||
| Reserve | Reserve | Reserve | Total | |
| $ | $ | $ | $ | |
| Half-year ended 31 December 2016: | ||||
| Balance at the beginning of the half-year | 19,103,188 | 5,367,223 | 323,857 | 24,794,268 |
| Share based payments | - | (5,367,223) | - | (5,367,223) |
| Net unrealised gain on “available-for-sale” investments | 8,991,083 | - | 76,268 | 9,067,351 |
| Net unrealised loss on “available-for-sale” investments – non- | ||||
| controlling interest | 388 | - | 295 | 683 |
| Acquisition of interest in controlled entities | 1,264 | - | - | 1,264 |
| Disposal of interest in controlled entities | (933,779) | - | - | (933,779) |
| Realised (gain)/loss on “available-for-sale” investments | ||||
| reclassified to the income statement | (1,689,325) | - | 75,373 | (1,613,952) |
| Realised loss on “available-for-sale” investments reclassified | ||||
| to the income statement – non-controlling interest | 15,930 | - | 2,256 | 18,186 |
| Income tax on items taken directly to or from equity | (5,492,295) | - | (143,415) | (5,635,710) |
| ──────── | ──────── | ──────── | ──────── | |
| Balance at the end of the half-year | 19,996,454 | - | 334,634 | 20,331,088 |
| ════════ | ════════ | ════════ | ════════ | |
| Half-year ended 31 December 2015: | ||||
| Balance at the beginning of the half-year | 7,585,634 | 5,981,880 | (31,783) | 13,535,731 |
| Share based payments | - | 47,445 | - | 47,445 |
| Net unrealised gain on “available-for-sale” investments | 2,974,457 | - | 448,121 | 3,422,578 |
| Net unrealised (gain)/loss on “available-for-sale” investments | ||||
| – non-controlling interest | 15,016 | - | (93,846) | (78,830) |
| Acquisition of interest in controlled entities | (462,304) | - | - | (462,304) |
| Disposal of interest in controlled entities | (532,448) | - | - | (532,448) |
| Realised gain on “available-for-sale” investments reclassified | ||||
| to the income statement | (1,956,542) | - | - | (1,956,542) |
| Realised gain on “available-for-sale” investments reclassified | ||||
| to the income statement – non-controlling interest | (25,347) | - | - | (25,347) |
| ──────── | ──────── | ──────── | ──────── | |
| Balance at the end of the half-year | 7,598,466 | 6,029,325 | 322,492 | 13,950,283 |
| ════════ | ════════ | ════════ | ════════ | |
| NOTE 20: ASSETS PER SECURITY | ||||
| 31 Dec 2016 | 31 Dec | 2015 | ||
| $ | $ | |||
| Net assets per share attributable to members of the parent entity | 1.67 | 1.59 | ||
| Net tangible assets per share attributable to members of the parent | entity | 1.67 | 1.59 | |
| ════════ | ════════ |
The figures above are calculated based on the consolidated financial position of CVC Limited.
16
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
NOTE 21: SEGMENT REPORTING
The revenues and results by business segments are as follows:
| Private Equity and | Funds | Controlled | ||||
|---|---|---|---|---|---|---|
| Venture Capital | Listed Investments | Property | Management | Eliminations | Consolidated | |
| $ | $ | $ | $ | $ | $ | |
| Half-year ended 31 December 2016: | ||||||
| Revenues: | ||||||
| Total revenue for reportable segments | 12,416,890 | 4,947,280 | 8,606,183 | 317,448 | - | 26,287,801 |
| Inter-segment revenue | - | - | 1,308,630 | 6,657,288 | (7,965,918) | - |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Unallocated amounts: | ||||||
| Interest income | 365,768 | |||||
| Other income | 20,359 | |||||
| ─────── | ||||||
| Consolidated revenue | 26,673,928 | |||||
═════════ |
||||||
| Equity accounted income | 219,870 | - | (198,999) | 176,559 | - | 197,430 |
═════════ |
═════════ |
═════════ |
═════════ |
═════════ |
═════════ |
|
| Results: | ||||||
| Total profit for reportable segments | 12,128,403 | 4,111,329 | 2,567,612 | 188,100 | - | 18,995,444 |
| Share of profit of equity accounted investees | 219,870 | - | (198,999) | 176,559 | - | 197,430 |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| 12,348,273 | 4,111,329 | 2,368,613 | 364,659 | - | 19,192,874 | |
| ─────── | ||||||
| Unallocated amounts: corporate expenses | (2,820,904) | |||||
| ─────── | ||||||
| Consolidated profit before tax | 16,371,970 | |||||
═════════ |
||||||
| Discontinued operations | ||||||
| Revenue | 42,970,321 | |||||
| ─────── | ||||||
| Net profit before tax | 1,297,319 | |||||
═════════ |
Segment results are shown before related income tax expense.
17
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
NOTE 21: SEGMENT REPORTING (CONT.)
| Private Equity and | Listed | Funds | Controlled | |||
|---|---|---|---|---|---|---|
| Venture Capital | Investments | Property | Management | Eliminations | Consolidated | |
| $ | $ | $ | $ | $ | $ | |
| Half-year ended 31 December 2015: | ||||||
| Continuing operations | ||||||
| Revenues: | ||||||
| Total revenue for reportable segments | 1,547,125 | 9,933,900 | 33,559,684 | 29,810 | - | 45,070,519 |
| Inter-segment revenue | - | - | 161,565 | 5,964,956 | (6,126,521) | - |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| Unallocated amounts: | ||||||
| Interest income | 488,115 | |||||
| Other income | 11,168 | |||||
| ─────── | ||||||
| Consolidated revenue | 45,569,802 | |||||
═════════ |
||||||
| Equity accounted income | 123,567 | - | 696,254 | 172,157 | - | 991,978 |
═════════ |
═════════ |
═════════ |
═════════ |
═════════ |
═════════ |
|
| Results: | ||||||
| Total profit for reportable segments | 1,449,023 | 107,667 | 10,098,016 | 29,810 | - | 11,684,516 |
| Share of profit of equity accounted investees | 123,567 | - | 696,254 | 172,157 | - | 991,978 |
| ─────── | ─────── | ─────── | ─────── | ─────── | ─────── | |
| 1,572,590 | 107,667 | 10,794,270 | 201,967 | - | 12,676,494 | |
| ─────── | ||||||
| Unallocated amounts: corporate expenses | (2,598,104) | |||||
| ─────── | ||||||
| Consolidated profit before tax | 10,078,390 | |||||
═════════ |
||||||
| Discontinued operations | ||||||
| Revenue | 42,321,432 | |||||
| ─────── | ||||||
| Net profit before tax | 1,589,947 | |||||
═════════ |
Segment results are shown before related income tax expense.
18
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
NOTE 22: DISCONTINUED OPERATION
22.1 Description
On 22 December 2016 CVC sold 83% of its holding in Cellnet Group Limited for a consideration of $7,057,568.
On 16 November 2016 CVC sold 60% of its holding in Eildon Funds Management Limited for a consideration of $420,000.
22.2 Financial performance and cash flow information
The financial performance and cash flow information presented are for the half –year periods ended 31 December 2016 and 31 December 2015.
| 31 Dec 2016 | 31 Dec 2015 | |
|---|---|---|
| $ | $ | |
| Revenue | 42,970,321 | 42,321,432 |
| Expenses | (41,513,321) | (40,731,485) |
| ─────── | ─────── | |
| Profit before income tax | 1,457,000 | 1,589,947 |
| Income tax (expense)/benefit | (13,756) | 4,729 |
| ─────── | ─────── | |
| Profit after income tax of discontinued operation | 1,443,244 | 1,594,676 |
| Losses on sale of the subsidiaries before income tax | (159,681) | - |
| Income tax benefit | 2,281,148 | - |
| ─────── | ─────── | |
| Gain on sale of the subsidiary after income tax | 2,121,467 | - |
| ─────── | ─────── | |
| Profit from discontinued operation | 3,564,711 | 1,594,676 |
| ═══════ | ═══════ | |
| Attributable to | ||
| Shareholders | 2,950,597 | 879,865 |
| Non-controlling interest | 614,114 | 714,811 |
| ─────── | ─────── | |
| 3,564,711 | 1,594,676 | |
| ═══════ | ═══════ | |
| Net cash outflow from operating activities | (7,802,799) | (5,677,313) |
| Net cash outflow from investing activities (includes a net | ||
| outflow of $482,333 (2017) from the sale of the subsidiary) | (521,333) | (129,000) |
| Net cash inflow from financing activities | 7,207,000 | 5,162,800 |
| ─────── | ─────── | |
| Net decrease in cash generated by the subsidiary | (1,117,132) | (643,513) |
| ═══════ | ═══════ |
19
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
NOTE 22: DISCONTINUED OPERATION (CONT.)
22.3 Details of the sale of the subsidiary
| $ | |
|---|---|
| Carrying value of assets and liabilities as at the date of sale | |
| Cash and other assets | 25,471,402 |
| Property, plant and equipment | 267,526 |
| Inventories | 11,618,096 |
| Intangible assets | 45,257 |
| Deferred tax assets | 849,616 |
───────── |
|
| Total assets | 38,251,897 |
───────── |
|
| Trade creditors | (14,184,948) |
| Provision | (571,828) |
| Interest bearing loans and borrowings | (8,636,092) |
───────── |
|
| Total liabilities | (23,392,868) |
───────── |
|
| Other reserves | 392,580 |
| Non-controlling interest | (6,079,339) |
───────── |
|
| Net assets sold | 9,172,270 |
═════════ |
|
| Consideration | 7,477,568 |
| Fair value of the remaining shares | 1,535,021 |
| Carrying amount of net assets sold | (9,172,270) |
───────── |
|
| Losses on sale before income tax | (159,681) |
| Income tax benefit | 2,281,148 |
───────── |
|
| Gain on sale after income tax | 2,121,467 |
═════════ |
20
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
NOTE 23: 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 | Valuation technique | Total | |
|---|---|---|---|---|
| price | – market observable | – non market | ||
| (Level 1) | inputs (Level 2) | observable inputs | ||
| (Level 3) | ||||
| $ | $ | $ | $ | |
| At 31 December 2016 | ||||
| Financial assets | ||||
| “Available-for-sale” investments | ||||
| Shares in listed corporations – at market value | 9,484,587 | 48,710,121 | - | 58,194,708 |
| Public unlisted investments – at market value | - | 1,484,963 | - | 1,484,963 |
| Other investments | - | - | 10,654,223 | 10,654,223 |
| “Fair value through profit or loss” investments | ||||
| Shares in listed corporations – at market value | 7,259,554 | - | - | 7,259,554 |
| Non-financial assets | ||||
| Investment properties | - | - | 37,192,188 | 37,192,188 |
| ───────────── | ───────────── | ───────────── | ───────────── | |
| 16,744,141 | 50,195,084 | 47,846,411 | 114,785,636 | |
| ═════════════ | ═════════════ | ═════════════ | ═════════════ | |
| At 30 June 2016 | ||||
| Financial assets | ||||
| “Available-for-sale” investments | ||||
| Shares in listed corporations – at market value | 7,409,444 | 50,929,259 | - | 58,338,703 |
| Public unlisted investments – at market value | - | 1,381,992 | - | 1,381,992 |
| Other investments | - | 175,884 | 9,434,922 | 9,610,806 |
| “Fair value through profit or loss” investments | ||||
| Shares in listed corporations – at market value | 2,489,914 | - | - | 2,489,914 |
| Derivative financial instruments | - | 143,000 | - | 143,000 |
| Non-financial assets | ||||
| Investment properties | - | - | 13,159,852 | 13,159,852 |
| ───────────── | ───────────── | ───────────── | ───────────── | |
| 9,899,358 | 52,630,135 | 22,594,774 | 85,124,267 | |
| ═════════════ | ═════════════ | ═════════════ | ═════════════ | |
| Reconciliation of Level 3 fair value movements: | ||||
| 31 Dec 2016 | 31 Dec 2015 | |||
| $ | $ | |||
| Opening balance at the beginning of the period | 22,594,774 | 22,757,938 | ||
| Purchases | 26,053,518 | 9,414,637 | ||
| Sales | (1,228,620) | (13,423,882) | ||
| Gains recognised in other comprehensive income | 426,739 | 101,081 | ||
| Depreciation | - | (9,436) | ||
| Transfer into Level 3 from Level 2 | - | 178,773 | ||
| Transfer into Level 3 from loans and other receivables | - | 2,113,611 | ||
| ──────────── | ──────────── | |||
| Closing balance at the end of the period | 47,846,411 | 21,132,722 | ||
| ════════════ | ════════════ |
21
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
NOTE 23: 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 31 Dec 2016 30 June 2016 Weighted average Description $ $ Unobservable inputs 31 Dec 2016 30 Jun 2016 Relationship of unobservable inputs to fair value The higher the capitalisation rate, the lower the fair Leased properties 22,967,926 2,000,000 Capitalisation rate 6.08% 6.66% value Lease expiry 7.34 years 2.33 years The longer the lease term, the higher the fair value The higher the occupancy rate, the higher the fair Occupancy 100% 100% value Investment The higher the capitalisation rate on completion of 14,224,262 11,159,852 Capitalisation rate 6% 6% Properties construction, the lower the fair value ──────────── ──────────── 37,192,188 13,159,852 ════════════ ════════════ Other investments – 10,654,223 9,434,922 (a) at cost ════════════ ════════════
- The higher the capitalisation rate, the lower the fair value
(a) There is no quantitative information. Fair value has been determined based on acquisition cost.
22
CVC LIMITED & CONTROLLED ENTITIES NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE HALF-YEAR ENDED 31 DECEMBER 2016 (CONTINUED)
NOTE 24: INCOME AND EXPENSE
This note provides a breakdown of the items included in “income from equity investments” and “impairment of financial instruments”.
| 31 Dec 2016 | 30 Jun 2016 | |
|---|---|---|
| $ | $ | |
| Income from equity investments | ||
| Net gain on sale of equity investments | 9,934,791 | - |
| Dividends received | 465,219 | 4,875,551 |
| Recovery of investments in unrelated entities | 6,122,426 | 8,771,423 |
| ──────── | ──────── | |
| 16,522,436 | 13,646,974 | |
| ════════ | ════════ | |
| Impairment of financial instruments | ||
| Impairment of listed investments | 835,951 | 2,646,101 |
| Impairment of unlisted investments | 171,000 | 27,354 |
| Impairment of loans to associated entities | 1,877,166 | - |
| ──────── | ──────── | |
| 2,884,117 | 2,673,455 | |
| ════════ | ════════ |
NOTE 25: SUBSEQUENT EVENTS
On 14 February 2017 Eildon Capital Limited successfully completed a capital raising of $10 million. This has the effect of reducing CVC’s ownership from 56.0% to 38.5% and result in the deconsolidation of Eildon Capital Limited’s operations from the group.
Since the end of the period, the directors have determined to pay an interim dividend of 5 cents per share, fully franked, payable on 8 March 2017.
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 2016.
23
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 23, are in accordance with the Corporations Act 2001 including:
-
(i) giving a true and fair view of the consolidated entity’s financial position as at 31 December 2016 and of its 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 .
-
(b) there are reasonable grounds to believe that CVC Limited will be able to pay its debts as when they become due and payable.
Dated at Sydney this 24[th] day of February 2017.
Signed in accordance with a resolution of the board of directors.
ALEXANDER BEARD Director
JOHN READ Director
24
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CVC LIMITED ACN 002 700 361
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the review of the consolidated financial report of CVC Limited for the half-year ended 31 December 2016, 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.
==> picture [154 x 81] intentionally omitted <==
Sydney, NSW 24 February 2017
M D Muller Partner
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25
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CVC LIMITED ACN 002 700 361
INDEPENDENT AUDITOR’S REVIEW REPORT
To the members of CVC Limited
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 2016, the condensed statement of financial performance, the condensed statement of comprehensive income, the condensed statement of changes in equity and the 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, for 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 the company are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.
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 2016 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 .
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26
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CVC LIMITED ACN 002 700 361
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 2016 and of its performance for the half-year ended on that date; and
-
(b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .
==> picture [165 x 73] intentionally omitted <==
HLB Mann Judd Chartered Accountants
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M D Muller Partner
Sydney, NSW 24 February 2017
27