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IMDEX LIMITED Interim / Quarterly Report 2015

Feb 15, 2015

65119_rns_2015-02-15_2017e4b0-0a6e-4a54-b82a-7ae79e1d8f42.pdf

Interim / Quarterly Report

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216 Balcatta Road Balcatta Western Australia 6021 PO Box 1262, Osborne Park Western Australia 6916

Tel: +61 (0) 8 9445 4010 Fax: +61 (0) 8 9445 4055 [email protected]

www.imdexlimited.com ABN 78 008 947 813

16 February 2015

ASX Limited Company Announcements Office Exchange Centre 20 Bridge Street SYDNEY NSW 2001

BY ELECTRONIC LODGEMENT

Dear Sirs

ASX APPENDIX 4D AND INTERIM FINANCIAL REPORT FOR THE HALF YEAR ENDED 31 DECEMBER 2014.

Please find attached Imdex Limited’s Appendix 4D and Interim Financial Report for the Half Year Ended 31 December 2014, inclusive of the Auditors Review Report and Independence declaration.

Yours faithfully Imdex Limited

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Paul Evans

Company Secretary

Providing innovative drilling fluids and advanced down hole instrumentation worldwide.

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IMDEX LIMITED ABN 78 008 947 813

ASX Appendix 4D “Half Year” Report and Interim Directors’ Report & Financial Report

for the Half Year ended 31 December 2014

The ASX Appendix 4D “Half Year” Report is provided to ASX in accordance with Listing Rule 4.2A for announcement to the market.

Current Reporting Period: 31 December 2014 Previous Corresponding Reporting Period: 31 December 2013

The Financial Report had been subject to review and is not subject to dispute or qualification. The auditors review report is included herein.

The interim Financial Report has been prepared in accordance with International Financial Reporting Standards (“IFRS”). The interim Financial Report does not include all the notes of the type normally included in an annual Financial Report and hence should be read in conjunction with the latest annual report of Imdex Limited, being for the financial year ended 30 June 2014.

In addition, reference should be made to any public announcements made by Imdex Limited during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001 (Cth).

IMDEX LIMITED and its controlled entities

APPENDIX 4D HALF YEAR REPORT 31 DECEMBER 2014

Consolidated

**Half Year Ended ** Half Year Ended
% Change 31 Dec 2014 31 Dec 2013
Notes up / (down) $ 000's $ 000's
Revenue from ordinary activities (i) 10% 101,502 92,152
Profit from ordinary activities after tax attributable to members (i),(ii) (37%) 9,677 15,333
Net profit for the period attributable to members (i),(ii) (37%) 9,677 15,333
Interim dividend (cents per share) - -
Final dividend (cents per share) - 0.40
Net tangible assets per ordinary security (cents) 58.91 66.58

(i) The announcement made to ASX on 16 February 2015 provides an explanation of the Group's financial results and operating performance for the half year ended 31 December 2014.

(ii) The Group's profit for the half year ended 31 December 2014 includes a gain on disposal in Sino Gas and Energy Holdings Ltd (SEH) of $14.2m, net of transaction costs (31 December 2013: $20.1m) and an expense of $2.1m relating to the product containment incident (31 December 2013: nil).

IMDEX LIMITED and its controlled entities

DIRECTORS’ REPORT FOR THE HALF YEAR ENDED 31 DECEMBER 2014

The Directors of Imdex Limited submit herewith the financial report of Imdex Limited and its subsidiaries (the Group or Consolidated Entity) for the half year ended 31 December 2014. In order to comply with the provisions of the Corporations Act 2001, the Directors report as follows:

Directors

The Directors of the Company during or since the end of the Half Year are:

Name Period of Directorship

Mr Ross Kelly AM, Non Executive Chairman

Appointed as Non Executive Director on 14 January 2004 and appointed as Non Executive Chairman on 15 October 2009

Mr Bernie Ridgeway, Managing Director Appointed 23 May 2000 Mr Magnus Lemmel, Non Executive Director Appointed 19 October 2006 Mr Kevin Dundo, Non Executive Director Appointed 14 January 2004 Ms Elizabeth Donaghey, Non Executive Director Appointed 28 October 2009

Review of Operations

Consolidated Consolidated
Half Year Ended Half Year Ended
31 Dec 2014 31 Dec 2013
$’000 $’000
Total Revenue 101,502 92,152
Profit after tax for the halfyear 9,677 15,333
Basic earnings per share - continuing operations 4.51 ¢ 7.29 ¢

The Consolidated Entity’s profit after tax was $9.7 million for the half year ended 31 December 2014 (31 December 2013: $15.3 million). The result was achieved on total revenue of $101.5 million (31 December 2013: $92.2 million).

During the reporting period the Consolidated Entity sold the remaining 91.9 million shares of its Sino Gas and Energy Holdings Ltd shareholdings at a share price of 18.5 cents per share to realise gross cash proceeds of $17.0 million at a book profit before tax of $14.2 million.

During the half year ended 31 December 2013 the Consolidated Entity sold 130 million shares of its Sino Gas and Energy Holdings Ltd shareholdings at a share price of 18.5 cents per share to realise gross cash proceeds of $23.6 million at a book profit before tax of $20.1 million.

Earnings per share from total operations was 4.51 cents per share (31 December 2013: 7.29 cents per share).

Further details on the operations and overall results are contained in the Financial Report and the announcement made to the ASX on 16 February 2015 regarding the Group’s financial results and operating performance for the half year ended 31 December 2014.

Page 1 of 22

and its controlled entities

IMDEX LIMITED

DIRECTORS’ REPORT FOR THE HALF YEAR ENDED 31 DECEMBER 2014

Auditor’s Independence Declaration

Section 307C of the Corporations Act 2001 requires the auditor, Deloitte Touche Tohmatsu, to provide the Directors of Imdex Limited with an Independence Declaration in relation to the review of the Half Year Financial Report. The Independence Declaration is on the next page.

Rounding of Amounts

The Company is of a kind referred to in Class Order 98/100 issued by the Australian Investments and Exchange Commission dated 10 July 1998 and in accordance with that Class Order, amounts in the Financial Report and the Directors’ Report have been rounded off to the nearest thousand dollars, unless otherwise stated.

Signed in accordance with a resolution of the Directors pursuant to s.306(3) of the Corporations Act 2001.

Dated at Perth, 13 February 2015

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Ross Kelly AM Chairman

Page 2 of 22

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Deloitte Touche Tohmatsu ABN 74 490 121 060

Woodside Plaza Level 14 240 St Georges Terrace Perth WA 6000 GPO Box A46 Perth WA 6837 Australia

The Board of Directors Imdex Limited 216 Balcatta Road BALCATTA WA 6021

Tel: +61 8 9365 7000 Fax: +61 (0) 9365 7001 www.deloitte.com.au

13 February 2015

Dear Directors

Imdex Limited

In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Imdex Limited.

As lead audit partner for the review of the financial statements of Imdex 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:

  • (i) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and

  • (ii) any applicable code of professional conduct in relation to the review.

Yours sincerely

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DELOITTE TOUCHE TOHMATSU

AT Richards

Partner

Chartered Accountants

Liability limited by a scheme approved under Professional Standards Legislation. Member of Deloitte Touche Tohmatsu Limited

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Deloitte Touche Tohmatsu ABN 74 490 121 060

Woodside Plaza Level 14 240 St Georges Terrace Perth WA 6000 GPO Box A46 Perth WA 6837 Australia

Tel: +61 8 9365 7000 Fax: +61 (0) 9365 7001 www.deloitte.com.au

Independent Auditor’s Review Report to the members of Imdex Limited

We have reviewed the accompanying half-year financial report of Imdex Limited, which comprises the condensed consolidated statement of financial position as at 31 December 2014, and the condensed consolidated statement of profit or loss and other comprehensive income, the condensed consolidated statement of cash flows and the condensed consolidated statement of changes in equity for the halfyear ended on that date, selected explanatory notes and the directors’ declaration of the consolidated entity, comprising the company and the entities it controlled at the end of the half-year or from time to time during the half-year as set out pages 6 to 22.

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 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 Imdex Limited, 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.

Liability limited by a scheme approved under Professional Standards Legislation. Member of Deloitte Touche Tohmatsu Limited

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Auditor’s Independence Declaration

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001 . We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of Imdex Limited, would be in the same terms if given to the directors as at the time of this auditor’s review report.

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 Imdex 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 the Corporations Regulations 2001 .

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DELOITTE TOUCHE TOHMATSU

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AT Richards Partner Chartered Accountants Perth, 13 February 2015

IMDEX LIMITED and its controlled entities

DIRECTORS’ DECLARATION

The Directors declare that:

  • (a) in the Directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable; and

  • (b) in the Directors’ opinion, the attached Financial Report and notes thereto are in accordance with the Corporations Act 2001, including compliance with accounting standards and giving a true and fair view of the financial position and performance of the Consolidated Entity.

Signed in accordance with a resolution of the Directors made pursuant to s. 303(5) of the Corporations Act 2001.

Dated at Perth, 13 February 2015

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Ross Kelly AM Chairman

Page 6 of 22

and its controlled entities

IMDEX LIMITED

CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE HALF YEAR ENDED 31 DECEMBER 2014

Notes
Continuing operations
Revenue from sale of goods and operating lease rental
Other revenue from operations
Total revenue
Other income
Gain on the disposal of shares in Sino Gas and Energy Holdings Ltd (SEH)
3
Raw materials and consumables used
Employee benefit expense
Depreciation expense
Amortisation expense
Finance costs
Share of profit of associate
4
Other expenses
2
Profit before tax
Income tax expense
Profit for the period
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Fair value adjustment on investment in SEH
3
Income tax relating to components of other comprehensive income
3
Cumulative profit reclassified to profit or loss on sale of SEH shares, net of tax
3
Exchange differences arising upon translation of Associate’s net assets
4
Exchange differences arising on the translation of foreign operations
Other comprehensive income for the period, net of income tax
Total comprehensive income for the period
Profit attributable to owners of the parent
Total comprehensive income attributable to owners of the parent
Earnings per share
Basic earings per share (cents)
Diluted earnings per share (cents)
Half Year Ended
Half Year Ended
31 Dec 2014
31 Dec 2013
$’000
$’000
101,441
92,116
61
36
101,502
92,152
36
29
14,234
20,139
(47,329)
(42,244)
(27,171)
(26,282)
(4,736)
(4,112)
(825)
(732)
(1,615)
(1,489)
517
271
(20,984)
(19,878)
13,629
17,854
(3,952)
(2,521)
9,677
15,333
2,298
21,981
(689)
(6,594)
(10,166)
(14,378)
4,647
-
5,026
3,294
1,116
4,303
10,793
19,636
9,677
15,333
10,793
19,636
4.51
7.29
4.38
7.22

The Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.

Page 7 of 22

and its controlled entities

IMDEX LIMITED

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2014

Note s
Curre nt Asse ts
Cash and Cash Equivalents
Trade and Other Receivables
Inventories
Current Tax Assets
Other
Financial Asset Available for Sale
3
Tota l Curre nt Asse ts
Non Curre nt Asse ts
Property, Plant and Equipm ent
Deferred Tax Assets
Goodwill
Other Intangible Assets
Other Receivables
Investm ents in Associates
4
Tota l Non Curre nt Asse ts
Tota l Asse ts
Curre nt Lia bilitie s
Trade and Other Payables
Borrowings
5
Other Financial Liabilities
Current Tax Liabilities
Provisions
6
Tota l Curre nt Lia bilitie s
Non Curre nt Lia bilitie s
Borrowings
5
Provisions
6
Tota l Non Curre nt Lia bilitie s
Tota l Lia bilitie s
Ne t Asse ts
Equity
Issued Capital
7
Shares Reserved for Perform ance Rights Plan
7
Foreign Currency Translation Reserve
Investm ent Revaluation Reserve
3
Em ployee Equity-Settled Benefits Reserve
Retained Earnings
Tota l Equity
31 De c 2014
30 Jun 2014
$’000
$’000
9,569
10,070
45,002
39,744
42,957
42,631
-
267
3,621
2,870
101,149
95,582
-
14,705
101,149
110,287
59,201
47,180
19,392
15,832
60,669
60,377
2,762
1,884
957
957
31,434
26,270
174,415
152,500
275,564
262,787
19,856
17,306
6,995
6,902
92
80
4,430
-
18,214
16,185
49,587
40,473
32,956
43,239
2,215
2,153
35,171
45,392
84,758
85,865
190,806
176,922
93,259
90,259
(76)
-
(2,089)
(11,762)
-
8,557
5,042
6,266
94,670
83,602
190,806
176,922

The Condensed Consolidated Statem ent of Financial Position should b e read in conjunction with the accom panying notes.

Page 8 of 22

IMDEX LIMITED

and its controlled entities

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE HALF YEAR ENDED 31 DECEMBER 2014

Note s
Ba la nce a t 1 July 2013
E xchange differences on translation of foreign operations
after taxation
Fair value adjustm ent on investm ent in S E H
Incom e tax relating to com ponents of other
com prehensive incom e
Cum ulative profit reclassified to profit or loss on sale of
S E H shares, net of tax
P rofit for the period
Total com prehensive incom e for the period
S hare based paym ents - perform ance rights
Granting/settlem ent of perform ance rights
S hares purchased on m arket to satisfy perform ance rights
Dividend P aid
8
Ba la nce a t 31 De ce m be r 2013
Ba la nce a t 1 July 2014
E xchange differences on translation of foreign operations
after taxation
E xchange
differences
arising
upon
translation
of
A ssociate’s net assets
4
Fair value adjustm ent on investm ent in S E H
3
Incom e tax relating to com ponents of other
com prehensive incom e
3
Cum ulative profit reclassified to profit or loss on sale of
S E H shares, net of tax
3
P rofit for the period
Total com prehensive incom e for the period
Issue of shares as consideration for the acquisition of 2iC
A ustralia P ty Ltd
7
S hare based paym ents - options
S hare based paym ents - perform ance rights
Granting/settlem ent of perform ance rights
S hares purchased on m arket to satisfy perform ance rights
Ba la nce a t 31 De ce m be r 2014
Fully P a id
Ordina ry
S ha re s
S ha re s
re se rve d for
P e rform a nce
Rights P la n
Fore ign
Curre ncy
Tra nsla tion
Re se rve
Inve stm e nt
Re va lua tion
Re se rve
Em ploye e
Equity-S e ttle d
Be ne fits
Re se rve
M a nda tory
Issua ble
Ca pita l
Re ta ine d
Ea rnings
Tota l
Attributa ble to
Equity Holde rs
of the Entity

$'000
$'000
$'000
$'000
$'000
$'000
$'000
$'000
89,269
(952)
(11,167)
13,754
6,087
990
90,471
188,452
-
-
3,294
-
-
-
-
3,294
-
-
-
21,981
-
-
-
21,981
-
-
-
(6,594)
-
-
-
(6,594)
-
-
-
(14,378)
-
-
-
(14,378)
-
-
-
-
-
-
15,333
15,333
-
-
3,294
1,009
-
-
15,333
19,636
-
-
-
-
340
-
-
340
-
1,352
-
-
(640)
-
(712)
-
-
(464)
-
-
-
-
-
(464)
-
-
-
-
-
-
(842)
(842)
89,269
(64)
(7,873)
14,763
5,787
990
104,250
207,122
90,259
-
(11,762)
8,557
6,266
-
83,602
176,922
-
-
5,026
-
-
-
-
5,026
-
-
4,647
-
-
-
-
4,647
-
-
-
2,298
-
-
-
2,298
-
-
-
(689)
-
-
-
(689)
-
-
-
(10,166)
-
-
-
(10,166)
-
-
-
-
-
-
9,677
9,677
-
-
9,673
(8,557)
-
-
9,677
10,793
3,000
-
-
-
-
-
-
3,000
-
-
-
-
66
-
-
66
-
-
-
-
332
-
-
332
-
231
-
-
(1,622)
-
1,391
-
-
(307)
-
-
-
-
-
(307)
93,259
(76)
(2,089)
-
5,042
-
94,670
190,806

The Condensed Consolidated S tatem ent of Changes in E quity should b e read in conjunction with the accom panying notes.

Page 9 of 22

IMDEX LIMITED

and its controlled entities

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE HALF YEAR ENDED 31 DECEMBER 2014

Notes
Cash Flows From Operating Activities
Receipts from customers
Payments to suppliers and employees
Interest and other costs of finance paid
Income tax refunded
Net cash provided by Operating Activities
Cash Flows From Investing Activities
Interest received
Proceeds from the sale of SEH shares, net of costs
3
Payment for property, plant and equipment
Overdraft acquired on acquisition of 2iC Australia Pty Ltd
9
Net cash provided by Investing Activities
Cash Flows From Financing Activities
Shares purchased on market to satisfy performance rights
Hire purchase and lease payments
Proceeds from borrowings
Repayment of borrowings
Dividend paid to owners of the Company
8
Net cash used in Financing Activities
Net (decrease)/increase in Cash and Cash Equivalents Held
Cash and Cash Equivalents At The Beginning Of The Period
Effects of exchange rate changes on the balance of cash and cash
equivalents held in foreign currencies
Cash and Cash Equivalents At The End Of The Period
Half Year Ended Half Year Ended
31 Dec 2014
31 Dec 2013
$’000
$’000
107,196
112,537
(101,434)
(106,863)
(1,615)
(1,470)
223
2,243
4,370
6,447
61
36
17,003
23,649
(9,681)
(5,535)
(163)
-
7,220
18,150
(307)
(464)
(90)
(133)
4,000
-
(16,268)
(18,664)
-
(842)
(12,665)
(20,103)
(1,075)
4,494
10,070
9,979
574
404
9,569
14,877

The Condensed Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.

Page 10 of 22

IMDEX LIMITED and its controlled entities NOTES TO THE FINANCIAL REPORT

1. Summary of Significant Accounting Policies

Statement of Compliance

The half year report is a general purpose financial report prepared in accordance with the Corporations Act 2001 and AASB 134 “Interim Financial Reporting”. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 “Interim Financial Reporting”. The half year financial report does not include notes of the type normally included in an annual financial report and should be read in conjunction with the most recent annual financial report.

Basis of Preparation

The half year condensed consolidated financial statements have been prepared using the same accounting policies as used in the annual financial statements for the year ended 30 June 2014, other than for the impact of the adoption of new and revised Standards and Interpretations issued by the Australian Accounting Standards Board (AASB) that are relevant to the consolidated entity and effective for annual reporting periods beginning on or after 1 July 2014.

Adoption of new and revised Accounting Standards

There have been no new and revised standards that have had a significant impact on the measurement or disclosure requirements of the Group.

Critical Accounting Judgements and Key Sources of Estimation Uncertainty

In the application of the Group’s accounting policies, management is required to make judgements, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstance, the results of which form the basis of making the judgements. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Critical judgements in applying the entity’s accounting policies

Management has not made any significant critical judgements in the process of applying the Group’s accounting policies.

Key sources of estimation uncertainty

The following are the key assumptions concerning the future, and other key sources of estimation uncertainty at the balance sheet date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year:

Use of forecasts

The directors have considered a number of factors in regard to any forward looking estimates. Imdex’s results for the period ended 31 December 2014 reflected the subdued activity levels within the minerals industry due to the cyclical downturn however positive signs of improvement were evident. The recent subdued activity in the oil and gas industry due to the drop in oil prices has also been considered. The use of estimates is inherently uncertain and requires a significant level of judgement. Forward looking estimates have been used in the preparation of the financial report in respect of impairment of assets, recognition of deferred tax assets, the appropriate level of provisions and preparation of the financial report on a going concern basis. Management and the Directors have concluded that appropriate assessments have been made with respect to the use of forecasts in the preparation of the financial report.

Page 11 of 22

IMDEX LIMITED and its controlled entities NOTES TO THE FINANCIAL REPORT

1. Summary of Significant Accounting Policies (continued)

  • Impairment of Goodwill and Intangibles

Determining whether goodwill and intangibles are impaired requires an estimation of the value in use of the cash-generating units to which goodwill and intangibles are attributable. The value in use calculation requires the entity to estimate the future cash flows expected to arise from the cash-generating unit and a suitable discount rate in order to calculate present value. A forward looking estimation of this nature is inherently uncertain. A goodwill amount of $60.7 million and intangible assets of $2.8 million have been recognised on the face of the consolidated statement of financial position.

  • Recognition of net deferred tax asset

A net deferred tax asset of $19.4 million has been recognised on the face of the consolidated statement of financial position. The largest component of this asset is the future tax benefit of depreciation of unrealised profits in property, plant and equipment items. This tax benefit will be realised progressively over the next 3-5 years as these assets are depreciated or sold. This net asset has been raised as it is considered more likely than not that it will be realised. In making this assessment of likelihood a forward looking estimation of cash flows and the likelihood of business success needs to be made up to 5 years into the future. A forward looking estimation of this nature over 5 years is inherently uncertain.

Fair value of performance rights

Performance rights are inherently complex to value due to their nature and relationship to the share market and its uncertainties. The Imdex Group therefore engaged valuation professionals to perform a valuation. The models used by the valuation professionals, although they are industry standard models, are subject to limitations and uncertainties.

Provisions and contingent liabilities

The Group exercises judgement in measuring and recognising provisions and the exposures to contingent liabilities related to pending litigation or other outstanding claims subject to negotiated settlement, mediation, arbitration or government regulation. Judgement is necessary in assessing the likelihood that a pending claim will succeed, or a liability will arise and to quantify the possible range of the financial settlement. Because of the inherent uncertainty in this evaluation process, actual losses may be different from the originally estimated provision.

As announced to the market on 13 March 2014, Imdex’s subsidiary the Australian Mud Company Pty Ltd (AMC), undertook precautionary measures for the containment of an imported product used in some drilling operations within Queensland, Australia. The measures were taken following notification that certain batches were contaminated. Costs relating to the product containment incident are unlikely to be recoverable. As a result, management has made an estimate of the costs to remediate and has provided for these costs (refer to note 6).

Page 12 of 22

and its controlled entities NOTES TO THE FINANCIAL REPORT

IMDEX LIMITED

2. Other Expenses

2.
Other Expenses
Half Year Ended Half Year Ended
31 Dec 2014 31 Dec 2013
Notes $’000 $’000
Other expenses for the period include:
Bad debts 431 1,807
Foreign exchange loss 259 654
Obsolete stock 295 548
Product containment 6 2,142 -

3. Financial Asset Available for Sale

Notes
Current
Financial Asset Available for Sale
Investment in Sino Gas and Energy Holdings Ltd (SEH)
(i)
31 Dec 2014
30 Jun 2014
$’000
$’000
-
14,705

(i) At 31 December 2014, Imdex had disposed of its entire shareholding in SEH. At 30 June 2014, Imdex held 91.9 million fully paid ordinary shares in SEH. This amounted to 6.01% of the issued share capital of SEH.

This asset was non-core and accordingly, this investment was classified as a Financial Asset Held for Sale and carried at fair value in prior periods.

During the current period Imdex sold the remaining 91.9 million shares of its SEH shareholdings at a share price of 18.5 cents per share to realise gross cash proceeds of $17.0 million at a book profit before tax of $14.2 million.

During the half year ended 31 December 2013, Imdex sold 130 million shares of its SEH shareholdings at a share price of 18.5 cents per share to realise gross cash proceeds of $23.6 million at a book profit before tax of $20.1 million.

SEH shares have previously been accounted for as a financial asset held for sale, with revaluation gains/losses recorded within other comprehensive income (net of tax). Historical revaluation gains up to the date of disposal of $10.2m (net of tax) have been reclassified at the date of disposal from Other Comprehensive Income to the Statement of profit or loss.

The above transaction has had the following impact on the Investment Revaluation Reserve:

Investment Revaluation Reserve
Balance at beginning of the financial period
Net gain arising on revalution of SEH shares to market value
Income tax relating to gain arising on revalution of SEH shares to market value
Cumulative profit reclassified to profit or loss on sale of SEH shares, net of tax
Balance at the end of the financial period
31 Dec 2014
30 Jun 2014
$’000
$’000
8,557
13,754
2,298
17,107
(689)
(5,132)
(10,166)
(17,172)
-
8,557

Page 13 of 22

IMDEX LIMITED and its controlled entities NOTES TO THE FINANCIAL REPORT

4. Investment in Associate

VES International (VES) is registered in the British Virgin Islands and operates an oil and gas services business using the technology licensed to it by Imdex Limited. The shares of VES are not publicly listed on a stock exchange and hence published priced quotes are not available.

The investment is accounted for under the equity method and has a reporting date of 31 December 2014.

Total Revenue
Total profit for the Period
Total profit for the Period includes the following:
Depreciation
Amortisation
Income Tax Expense
Current Assets
Non Current Assets
Total Assets
Current Liabilities
Non Current Liabilities
Total Liabilities
Net Assets
Share of Net Assets of Associate
Opening cost of investment in Associate
Share of profit of Associate
Exchange differences arising upon translation of Associate’s net assets
Closing cost of investment in Associate
Financial information in respect of the Associate is set out below:
The Investment in Associate comprises the following:
Half Year Ended
31 Dec 2014
Half Year Ended 31
Dec 2013
$’000
$’000
41,455
32,384
1,228
437
(4,411)
(4,071)
(4,482)
(4,083)
(4,490)
(2,668)
31 Dec 2014
30 Jun 2014
$’000
$’000
30,024
23,321
112,712 96,968
142,736
120,289
(4,437)
(6,269)
(15,259)
(11,996)
(19,696)
(18,265)
123,040
102,024
37,650
31,219
26,270
25,555
517
715
4,647
-
31,434
26,270

During the period VES paid no dividends.

Page 14 of 22

IMDEX LIMITED

and its controlled entities NOTES TO THE FINANCIAL REPORT

5. Borrowings

5. Borrowings
Notes
Current borrowings
Secured
At amortised cost
Club Facility - AUD Tranche
(i.a)
Club Facility - USD Tranche
(i.b)
Club Facility - CAD Tranche
(i.c)
Hire purchase liabilities
(ii)
Non-current borrowings
Secured
At amortised cost
Club Facility - AUD Tranche
(i.a)
Club Facility - USD Tranche
(i.b)
Club Facility - CAD Tranche
(i.c)
Hire purchase liabilities
(ii)
31 Dec 2014
30 Jun 2014
$’000
$’000
4,476
4,476
293
255
2,101
1,983
125
188
6,995
6,902
17,444
26,004
13,617
14,420
1,751
2,643
144
172
32,956
43,239

On 7 October 2011 a clubbed banking facility involving Westpac Banking Corporation and HSBC was put in place. This facility replaced commercial bills and Canadian bank loans in place at that date. In December 2013, this facility was renewed for a further three years.

As at 31 December 2014:

  • (i.a) AUD denominated borrowings includes an amortising facility that is repayable in equal monthly instalments of $373,000 to 31 December 2016 on which date the balance remaining is payable, and a revolving facility that is fully repayable on 31 December 2016. Both facilities bear interest at floating rates.

  • (i.b) USD denominated borrowings includes an amortising facility that is repayable in equal monthly instalments of USD$20,000 to 31 December 2016 on which date the balance remaining is payable, and a revolving facility that is fully repayable on 31 December 2016. Both facilities bear interest at floating rates.

  • (i.c) CAD denominated borrowings include an amortising facility that bears interest at a floating rate and is repayable in equal monthly instalments of CAD$167,000 to 31 December 2016 on which date the balance remaining is payable.

The club facility is secured by the assets of entities in Australia, Canada, Chile, South Africa and Europe.

At 31 December 2014, the Group had unused banking facilities totaling AUD$12.8 million, comprising AUD$11.7 million and ZAR10.3 million (AUD$1.1 million). The above unused facility includes an amount that has been quarantined in relation to the product containment incident – refer to note 6.

  • (ii) Hire purchase liabilities are secured over the assets to which they relate, the carrying value of which exceeds the value of the hire purchase liability. The Group does not hold title to the equipment under the hire purchase pledged as security. The weighted average interest rate applicable to these liabilities is 5.96% (30 June 2014: 5.98%).

Page 15 of 22

IMDEX LIMITED and its controlled entities NOTES TO THE FINANCIAL REPORT

6. Provisions

Notes
Current provisions
Employee entitlements
(i)
Other provisions
(ii)
31 Dec 2014
30 Jun 2014
$’000
$’000
3,800
4,011
14,414
12,174
18,214
16,185

(i) The provision for employee entitlements represents annual leave with the majority of these entitlements expected to be taken during the coming year.

(ii) Other provisions

Balance at 1 July 2014
Net movement
Balance at 31 December 2014
Kazakhstan
business closure
provision (iii)
$’000
2,434
363
2,797
Office closure
provision (iv)
$’000
1,240
(265)
975
Origin product
containment
provision (v)
Total
$’000
$’000
8,500
12,174
2,142
2,240
10,642
14,414

(iii) The Kazakhstan business closure provison relates to the estimated costs of the closure of the Kazakhstan business (Suay Energy Services LLP). The movement for the period relates to foreign exchange movements.

(iv) The office closure provison relates to the estimated costs of the closure of the Osborne Park premises.

(v) As announced to the market on 13 March 2014, Imdex’s subsidiary the Australian Mud Company Pty Ltd (AMC), undertook precautionary measures for the containment of an imported product used in some drilling operations within Queensland, Australia. The measures were taken following notification that certain batches were contaminated. Costs relating to the product containment incident are unlikely to be recoverable. During the period management has determined that a further $2.1m be provided for.

Non-current provisions
Employee entitlements
31 Dec 2014
30 Jun 2014
$’000
$’000
2,215
2,153

Page 16 of 22

IMDEX LIMITED and its controlled entities NOTES TO THE FINANCIAL REPORT

7. Issued Capital and Shares reserved for Performance Rights Plan

Notes
Issued and Paid Up Capital - Fully paid ordinary shares
(i)
31 Dec 2014 30 Jun 2014
$’000
$’000
93,259
90,259
Notes
Number
$'000
Ordinary shares
Balance at beginning of the period
212,110,368
90,259
Issue of shares as consideration for the acquisition of
2iC Australia Pty Ltd
9
4,092,768
3,000
Issue of shares as part consideration for the acquisition
of System Mud Industria e Comercio Ltda
-
-
31 Dec 2014
Number
$'000
210,473,188
89,269
-
-
1,637,180
990
30 Jun 2014
Closingbalance at end of theperiod
216,203,136
93,259
212,110,368
90,259
(i) Fully paid ordinary shares carry one vote per share and the right to dividends.
(ii) Shares issued in satisfaction of Performance Rights
No shares were issued in the current or prior years in satisfaction of performance rights. Performance rights obligations were settled
by the purchase of existing shares on market.
31 Dec 2014 30 Jun 2014
$’000
$’000
Shares reserved for Performance Rights Plan
Balance at beginning of the period
-
(952)
Net movement
(76)
952
Balance at the end of the period
(76)
-
At balance date, the Company, through a Trustee, holds 103,775 shares in Trust for employees under the Performance Rights Plan
(30 June 2014: nil).
31 Dec 2014 30 Jun 2014
$’000
$’000
-
(952)
(76)
952
(76)
-

No shares were issued in the current or prior years in satisfaction of performance rights. Performance rights obligations were settled by the purchase of existing shares on market.

31 Dec 2014 30 Jun 2014 31 Dec 2014 30 Jun 2014
$’000 $’000
Shares reserved for Performance Rights Plan
Balance at beginning of the period - (952)
Net movement (76) 952
Balance at the end of the period (76) -
At balance date, the Company, through a Trustee, holds 103,775 shares in Trust for employees under the Performance Rights Plan
(30 June 2014: nil).

Page 17 of 22

IMDEX LIMITED

and its controlled entities NOTES TO THE FINANCIAL REPORT

8. Dividends

8.
Dividends
Notes
Recognised amounts
Fully paid ordinary shares - final dividend franked to 30%
Unrecognised amounts
Fully paid ordinary shares - interim dividend franked to 30%
Cents per
share
Total
$’000
Cents per
share
Total
$’000
-
-
0.40
842
Half Year Ended
Half Year Ended
31 Dec 2014
31 Dec 2013
-
-
-
-

Page 18 of 22

IMDEX LIMITED and its controlled entities NOTES TO THE FINANCIAL REPORT

9. Acquisitions

Acquisition of entity - 2iC Australia Pty Ltd

With effect from 1 September 2014, Imdex Limited acquired 100% of the issued share capital of 2iC Australia Pty Ltd (2iC), an Australian based developer and supplier of exploration, production and technical products. The provisional numbers presented below have been accounted for using the acquisition method of accounting.

Details of the assets, liabilities and goodwill: Book value Fair value Fair value on
adjustments acquisition
Notes $’000 $’000 $’000
Trade and other receivables 307 - 307
Inventories 457 (160) 297
Property, plant and equipment (ii) 293 2,058 2,351
Intangibles (iii) - 1,517 1,517
Trade and other payables (709) (118) (827)
Deferred tax (ii,iii) (33) (989) (1,022)
Provisions (110) - (110)
Fair value of net identifiable assets acquired 205 2,308 2,513
Goodwill on acquisition (i) 649
Total purchase consideration 3,162
Total purchase consideration comprises
Issue of ordinary shares 7 3,000
Overdraft acquired 162
3,162
4 months to
31 Dec 2014
Operating results of 2iC included in the Consolidated Income Statement of Imdex Limited $’000
for the following periods:
Revenue 418
Total expenses (including income tax) (412)
Profit after tax for the period (iv) 6

(i) Goodwill arose in the business combination because the cost of the combination included a control premium paid to acquire 2iC. In addition, the consideration paid for the combination effectively included amounts in relation to the benefit of expected synergies, revenue growth, future market development and the assembled workforce of 2iC. These benefits are not recognised separately from goodwill as the future economic benefits arising from them cannot be reliably measured. There were no acquisition provisions created, nor were there any contingent liabilities assumed in the acquisition.

(ii) Property, plant and equipment of $2.3 million comprises the fair value of the rental equipment. A discount of approximately 50% - 60% to list price was used to determine the fair value of the rental tools, as this discount recognises the risk to a third party to manage the realisation of value via rental or sale of the equipment. Deferred tax of $0.6 million was raised on this asset.

(iii) Intangible assets of $1.5 million comprise the fair value of the patents owned by 2iC. The Ezy Latch & Posi-Connect patents have been licensed out and have been valued at $0.2 million by using a discounted cash flow of the licence fee in place of 50,000 Euro per annum. The EM3 Patent has been valued at $1.3 million based on the excess earnings potential for Imdex in relation to the ACT IV tool. These intangible assets are being amortised over their expected useful lives of 6 years. Deferred tax of $0.5 million was raised on these assets.

(iv) Had the acquisition of 2iC been effected on 1 July 2014, the beginning of the current year, the 2iC financial results included in the Imdex consolidated results for the half year would have been revenue of approximately $0.6 million with breakeven result. The results of 2iC are included in the Minerals segment. The Board considers these 'pro-forma' numbers to represent an approximate measure of the performance of the combined group on an annualised basis and to provide a reference point for comparison in future periods.

Page 19 of 22

IMDEX LIMITED and its controlled entities NOTES TO THE FINANCIAL REPORT

10. Segment Information

The Group comprises the following reportable segments which are based on the Group's internal management reporting system:

(i) Minerals Division: This segment comprises the manufacture, sale and rental of down hole instrumentation, the manufacture and sale of drilling fluids and chemicals and related equipment and the provision of innovative cloud-based data management solutions to the mining and mineral exploration industry globally; and

(ii) Oil & Gas Division: This segment comprises the manufacture, sale and rental of down hole instrumentation and manufacture and sale of drilling fluids and chemicals to the oil & gas and geothermal industries globally.

(a) Segment Revenues

Notes
Minerals
Oil & Gas
Total of all segments
Interest income
(b) Segment Profit/(Loss)
Minerals
Oil & Gas (i)
Total of all segments
Central administration costs (ii)
Gain on the disposal of shares in SEH
3
Profit before income tax expense
Income tax expense
Profit attributable to ordinary equity holders of Imdex Limited
Total revenue
Half Year
31 Dec 14
Half Year
31 Dec 13
$'000
$'000
70,761
63,653
30,680
28,463
Total
101,441
92,116
61
36
101,502
92,152
8,260
4,900
(4,155)
(2,671)
4,105
2,229
(4,710)
(4,514)
14,234
20,139
13,629
17,854
(3,952)
(2,521)
9,677
15,333

(i) Includes the share of profit of Associate of $0.5 million (31 December 2013: $0.3 million) and the net movement in the Origin product containment provision of $2.1million (31 December 2013: nil) as detailed in note 6.

(ii) Central administration costs comprise net financing costs for the Group and the corporate portion of head office costs. Head office costs attributable to operations are allocated to reportable segments in proportion to the revenues earned from those segments.

Segment profit represents the profit earned by each segment without allocation of central administration costs, directors’ salaries, net finance costs and income tax expense. This is the measure reported to the chief operating decision maker for the purposes of resource allocation and assessment of segment performance.

(c) Segment Assets
Minerals
Oil & Gas
Total of all segments
Consolidated
(i) Unallocated assets in the prior period comprised of the investment in Sino Gas
Unallocated (i)
31 Dec 14 30 Jun 14
$'000
$'000
190,848
176,001
84,716
72,081
Assets
275,564
248,082
-
14,705
275,564
262,787
& Energy Holdings Ltd.

Page 20 of 22

and its controlled entities NOTES TO THE FINANCIAL REPORT

IMDEX LIMITED

11. Financial Instruments

The fair value of the Group’s financial assets and liabilities are determined on the following basis:

Financial Assets and Financial Liabilities that are measured at fair value on a recurring basis

Subsequent to initial recognition, at fair value financial instruments are grouped into Levels 1 to 3 based on the degree to which the fair value is observable.

Levels are defined as follows:

  • Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities.

  • Level 2 fair value measurements are those derived from inputs other than quoted prices included with Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

  • Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

At 31 December 2014, the Group has an interest rate swap liability which is classified as level 2. There were no transfers between levels in the period.

Financial Instruments Fair value as at Fair value as at Fair value
hierarchy
Valuation technique and
key inputs
31/12/2014 30/06/2014
Interest rate swap liability $92,000 $80,000 Level 2 Valued using discounted cash
flow techniques based on
forward interest rates from
observable yield curves at the
end of the reporting period,
discounted at a rate that
reflects the credit risk of the
counterparties
Financial asset held for
sale
Nil Listed equity securities in
Sino Gas and Energy
Holdings Ltd (SEH) -
$14,705,000
Level 1 Quoted bid prices in an active
market

Financial Assets and Financial Liabilities that are measured at fair value on a non-recurring basis

At 31 December 2014, the carrying amount of financial assets and financial liabilities for the Group is considered to approximate their fair values.

Page 21 of 22

and its controlled entities

IMDEX LIMITED

NOTES TO THE FINANCIAL REPORT

12. Contingent Liabilities and Contingent Assets

The Group is party to legal proceedings and claims which arise in the normal course of business. Any liabilities may be mitigated by legal defences, insurance, and third party indemnities. Unless recognised as a provision (refer Note 6), management do not consider it to be probable that they will require settlement at the Group’s expense. Whilst the outcome of these claims are, by their nature, uncertain, the directors do not currently anticipate that the outcome of the proceedings either individually, or in aggregate, will have a material adverse effect upon the Group’s financial position.

A provision is recognised related to pending litigation or other outstanding claims where probable and estimable. Actual costs can differ from estimates for many reasons. For instance, settlement costs for claims and litigation can vary from estimates based on differing interpretations of laws, opinions on responsibility and assessments of the amount of damages. Our in-house legal counsel regularly assesses contingent liabilities and in certain circumstances, outside legal counsel is utilised.

As at 31 December 2014, the main contingent liability relates to potential costs associated with the product containment incident which have been provided for based on management’s estimate of the costs to remediate (as detailed in note 6). In making this assessment a forward looking estimate has been made of future cash flows and the likely outcome of remediation negotiations. Because of the inherent uncertainty in this evaluation process, actual losses may be different from the originally estimated provision.

13. Subsequent Events

There are no matters or circumstances that have arisen since the end of the half-year which will significantly affect, or may significantly affect the state of affairs or operations of the reporting entity in future financial periods.

Page 22 of 22