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STEADFAST GROUP LIMITED — Interim / Quarterly Report 2025
Feb 24, 2025
65758_rns_2025-02-24_4395b67b-9559-4f4a-a1a6-13ccb05e98f0.pdf
Interim / Quarterly Report
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Appendix 4D | 1
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Steadfast Group Limited and controlled entities
Appendix 4D (rule 4.3A)
Preliminary final report for the half year ended 31 December 2024
Results for announcement to the market
(All comparisons to half year ended 31 December 2023)
| 31 Dec 2024 $’m |
Up/Down $’m |
Movement % |
|
|---|---|---|---|
| Revenues from ordinary activities | 779.7 | 126.6 |
19% |
| Underlying EBITA before non-trading items | 262.4 | 33.4 |
15% |
| Net profit after tax attributable to shareholders (Statutory NPAT) (Note 1) |
106.4 | 6.0 |
6% |
| Underlying net profit after tax attributable to shareholders (Underlying NPAT) (Note 1) |
128.1 | 22.1 |
21% |
| Total comprehensive income attributable to shareholders | 112.4 | 16.7 |
17% |
Note 1:
The table below provides the reconciliation between statutory and underlying NPAT:
| 31 Dec 2024 $’m |
31 Dec 2023 $’m |
|
|---|---|---|
| Statutory NPAT | 106.4 | 100.4 |
| Adjustments for non-trading items (net of tax and NCI): | ||
| Net deferred/contingent consideration expense (excluding Sure Insurance) |
2.7 | 9.2 |
| Impairment expense (including current period net adjustment relating to Sure Insurance acquisition) |
6.51 | 0.4 |
| Mark-to-market losses/(gains) from revaluation and/or sale of listed investments |
8.4 | (3.3) |
| Net loss/(gain) from change in value or sale of businesses and other movements |
4.1 | (0.7) |
| Underlying NPAT attributable to owners of Steadfast Group Limited | 128.1 | 106.0 |
- Includes deferred/contingent consideration income of $35.8 million and impairment expense of $38.5 million ($37.4 million net of tax) pertaining to the accounting for the earnout and carrying value of Sure Insurance. The remaining $4.9 million relates to impairment expense on other subsidiaries.
Some of the financial data in the table above is disclosed on an underlying basis to provide a more meaningful analysis of the Group’s financial results from normal operating activities. The adjustments to statutory NPAT have been extracted from the books and records that have been reviewed. Underlying NPAT has been disclosed in accordance with ASIC’s Regulatory Guide RG230.
Appendix 4D | 2
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Dividend information
| Dividend information | |||
|---|---|---|---|
| Amount per share Cents |
Franked amount per share Cents |
Tax rate for franking credit % |
|
| Interim 2025 dividend per share | 7.80 | 7.80 | 30.0 |
| Interim dividend dates | |||
| Ex-dividend date | 3 March 2025 | ||
| Record date | 4 March 2025 | ||
| Payment date | 27 March 2025 |
The Company’s Dividend Reinvestment Plan (DRP) will operate by purchasing ordinary shares on market. No discount will be applied. The last election notice for participation in the DRP in relation to this interim dividend is 5 March 2025.
A copy of the full terms and conditions for the DRP is available at http://investor.steadfast.com.au/InvestorCentre/?page=Dividends.
| 31 Dec 2024 $ |
30 Jun 2024 $ |
|
|---|---|---|
| Net tangible liabilities per ordinary share* | (0.12) | (0.02) |
- Net tangible liabilities per ordinary share are based on 1,106,290,675 shares on issue at 31 December 2024. There has been no increase in ordinary shares on issue since 30 June 2024.
Appendix 4D | 3
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Other information
As at the end of the reporting period, Steadfast Group Limited held an interest in the following associates and joint ventures:
joint ventures: |
|
|---|---|
| Ownership interest % |
|
| Associates | |
| Ausure GroupPtyLtd – associates thereof | 22.8% |
| Baileys Premium FundingLimited | 40.0% |
| Blackburn(Insurance Brokers)PtyLtd and LiabilityBrokers PtyLtd | 40.0% |
| Calliden GroupPtyLtd - associates thereof | 45.0% |
| CommunityBroker Network PtyLtd - associates thereof | 36.0% |
| CovercorpPtyLtd | 49.0% |
| Coverforce HoldCo PtyLtd - associates thereof | 33.3% |
| Flame SecurityInternational PtyLtd and its subsidiaries | 26.3% |
| HJS Unit Trust | 33.3% |
| Insurance Brands Australia PtyLtd – associates thereof | 22.4% |
| J.D.I.(Young)Pty. Limited | 25.0% |
| Johansen Insurance Brokers Pty. Ltd. | 48.4% |
| McKillops Insurance Brokers Pty. Ltd. | 49.0% |
| McLardyMcShane Partners PtyLtd and McLardyMcShane Insurance Brokers PtyLtd | 37.0% |
| Meridian Lawyers Limited | 25.0% |
| Origin Insurance Brokers PtyLtd | 49.0% |
| RothburyGroupLimited and its subsidiaries and associates | 44.2% |
| RSM Build PtyLtd | 49.0% |
| RSM GroupPtyLtd | 49.0% |
| RSM Tasmania PtyLtd | 49.0% |
| Seneca Insurance Brokers Limited | 40.0% |
| Southside Insurance Brokers PtyLtd | 49.0% |
| Steadfast Life PtyLtd and its subsidiaries | 43.8% |
| SterlingInsurance PtyLimited | 39.5% |
| Transport Plus Insurance Brokers PtyLtd | 49.0% |
| UnisonSteadfast AG - associates thereof | 30.0% |
| Watkins Insurance Brokers PtyLimited and its subsidiary | 35.0% |
| Joint ventures | |
| Abbott NZ Holdings Limited -joint ventures thereof | 50.0% |
| Ausure GroupPtyLtd -joint ventures thereof | 35.3% |
| BAC Insurance Brokers PtyLtd and its subsidiary | 50.0% |
| Blend Insurance Solutions PtyLtd and its subsidiary | 50.0% |
| Coverforce HoldCo PtyLtd -joint ventures thereof | 49.3% |
| Network Insurance GroupPtyLtd -joint ventures thereof | 32.5% |
| Steadfast Risk GroupPtyLtd -joint ventures thereof | 50.0% |
The aggregate share of profits after tax of associates and joint ventures accounted for using the equity method is $17.8 million. (Refer Note 11 Share of associated & joint ventures’ profit after income tax)
Additional Appendix 4D disclosure requirements can be found in the Directors’ Report and the 31 December 2024 financial statements and accompanying notes.
This report is based on the consolidated financial statements which have been reviewed by KPMG.
Appendix 4D | 4
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Attachment A
Steadfast Group Limited Half Year Report – 31 December 2024
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Steadfast Group Half Year Report 2025
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Contents
| Contents | |
|---|---|
| Directors’ Report | 03 |
| Operating and financial review | 04 |
| Lead Auditor's Independence Declaration | 07 |
| Consolidated statement of profit or loss and other comprehensive income | 09 |
| Consolidated statement of financial position | 11 |
| Consolidated statement of changes in equity | 13 |
| Consolidated statement of cash flows | 15 |
| Notes to the financial statements | 17 |
| Directors' declaration | 40 |
| Independent Auditor's Review Report | 41 |
| Glossary of terms | 43 |
| Corporate directory | 44 |
02 Steadfast Group Half Year Report 2025
Directors’ Report
The Directors present their report together with the consolidated financial statements of Steadfast Group Limited (Steadfast or the Company), its subsidiaries and interests in associates and joint ventures (collectively Steadfast Group or the Group) for the half year ended 31 December 2024 (1H25) and the Independent Auditor's Review Report thereon.
Directors
The Directors of the Company in office at any time during or since the end of the half year are as follows:
| Name | Date of appointment |
|---|---|
| Chair | |
| Frank O’Halloran AM | 21 October 2012 |
| Managing Director & CEO | |
| Robert Kelly AM | 18 April 1996 |
| Other Directors | |
| Vicki Allen | 18 March 2021 |
| Andrew Bloore | 15 November 2023 |
| Joan Cleary | 28 July 2022 |
| Gai McGrath | 1 June 2018 |
| Greg Rynenberg | 10 August 1998 |
| Former Director | |
| David Liddy AM (Deputy Chair) 1 |
1 January 2013 |
1 David Liddy AM retired as a Non-Executive Director on 31 October 2024.
Steadfast Group Half Year Report 2025 03
Directors’ Report continued
Operating and financial review
A. Operating results for the half year
The trading results for the half year are summarised as follows (refer Note 4 and Note 5):
| 31 Dec 2024 | 31 Dec 2023 | |
|---|---|---|
| $'m | $'m | |
| Statutory NPAT | 106.4 | 100.4 |
| Adjustments for non-trading items (net of tax and NCI): | ||
| Net deferred/contingent consideration expense (excluding Sure Insurance) | 2.7 | 9.2 |
| Impairment expense (including current period net adjustment relating to Sure Insurance | ||
| acquisition) (refer to Note 7E) | 6.51 | 0.4 |
| Mark-to-market losses/(gains) from revaluation and/or sale of listed investments | 8.4 | (3.3) |
| Net loss/(gain) from change in value or sale of businesses and other movements | 4.1 | (0.7) |
| Underlying NPAT attributable to owners of Steadfast Group Limited | 128.1 | 106.0 |
| Underlying diluted earnings per share (EPS) (cents per share) | 11.6 | 10.2 |
| Statutory diluted EPS (cents per share) | 9.6 | 9.6 |
1 Includes deferred/contingent consideration income of $35.8 million and impairment expense of $38.5 million ($37.4 million net of tax) pertaining to the accounting for the earnout and carrying value of Sure Insurance. The remaining $4.9 million relates to impairment expense on other subsidiaries.
Underlying NPAT was $128.1 million compared with $106.0 million for the period to 31 December 2023. The increase was mainly due to:
revenue growth from price increases by insurers as well as moderate volume increases;
further acquisition of insurance intermediary businesses, including H.W. Wood located in the UK, France and Greece; acquisition of additional equity stakes in existing insurance intermediary businesses; and
a full period contribution from Sure Insurance, ISU Group and other businesses acquired in the financial year ended 30 June 2024 (FY24).
Underlying NPAT reflects the basis upon which performance is measured and monitored by the Board and management. Underlying NPAT has been disclosed in accordance with ASIC’s Regulatory Guide RG230. The adjustments to profit have been extracted from the reviewed books and records. Underlying NPAT is disclosed to provide a more meaningful analysis of the Group's financial results from normal operating activities.
B. Review of financial condition
I. Financial position
During the half year, total equity decreased by $83.2 million. The increase in equity from the statutory profit of $106.4 million was offset by the the payment of the final FY24 dividend and reductions in other reserves due to changes in equity interests in subsidiaries ($68.9 million), predominantly relating to the accounting requirement regarding step-up transactions where the price paid to acquire additional interests exceeded the original book value, due to growth in the underlying businesses.
Debt drawdowns were deployed on acquisitions, which increased goodwill by $67.4 million and identifiable intangibles by $22.6 million as detailed in Note 10 to the financial statements, and the purchase of additional equity interests in existing subsidiaries (which reduced non-controlling interests in equity).
II. Cash from operations
Net cash inflows from operating activities of $184.9 million (excluding trust account and premium funding movements) reflected continued full conversion of pre tax profits into cash flows. After funding dividends to shareholders, the remaining free cash flow is available for corporate activities, including future acquisitions of business interests.
04 Steadfast Group Half Year Report 2025
III. Capital management
At 31 December 2024, the Company had 1,106.3 million ordinary shares on issue, unchanged since 30 June 2024. The Company continues to acquire shares on market to provide for future share issues to employees, including Key Management Personnel (KMP), under equity-based incentive schemes.
The Group leverages its equity, adopting a maximum 30.0% total gearing ratio (excluding premium funding borrowings) at the balance date. As part of the Group’s disciplined approach to capital management, the Board has undertaken a review of its gearing policy to ensure alignment with its strategic objectives and market conditions. Following this review, the Board has approved an updated gearing policy adopting a maximum 35.0% total gearing ratio (excluding premium funding borrowings), which will be implemented on a go-forward basis. At 31 December 2024, the Group's gearing ratio was 24.8% (30 June 2024: 20.2%). Refer Note 9C.
At 31 December 2024, the Group had an $860.0 million multibank syndicated facility with a combination of three year and five year tranches, extending to 2026 and 2028 respectively, with the Group having an unutilised amount of $103.2 million within this facility. There is also the ability to access an accordion facility for a further $300.0 million.
At 31 December 2024, the Warehouse Trust limit for IQumulate Premium Funding Pty Ltd was $720.0 million (including a $60.0 million overdraft facility) with an availability period to July 2025. The premium funding borrowings, secured primarily by the premium funding receivables, have a one-year term (renewed on an annual basis) to attract a lower cost of borrowing which is standard commercial practice for this sector. Whilst the contractual availability period ends in July 2025, the premium funding borrowings have been classified as non-current in the statement of financial position as the contractual maturity date includes an amortisation period giving the Group 12 months to repay from the date of the last maturing premium funding loan in the Warehouse Trust.
The corporate debt and premium funding facilities are not cross collateralised.
Events after the reporting period
Subsequent to 31 December 2024, the Board declared an interim dividend of 7.8 cents per share, fully franked. The dividend will be paid on 27 March 2025.
Likely developments
The Group’s strategy is to grow shareholder value through maintaining and growing its market position both organically and through acquisitions, with a core focus on general insurance intermediation. Details are provided in the strategy and prospects section of the Directors’ Report in the Annual Report for the year ended 30 June 2024.
A number of acquisitions in 1H25 reflected increased ownership interests in our existing businesses. The technical accounting requirements for such step up acquisitions mean that the acquired EBITA is reflected as a reduction in non-controlling interests and not as an increase in EBITA. As a result, the Board reaffirms previous FY25 guidance except for a revision to EBITA guidance as follows:
Underlying EBITA of $585.0 million to $595.0 million (previously $590.0 million to $600.0 million) Underlying NPAT of $290.0 million to $300.0 million Underlying NPATA of $340.0 million to $350.0 million
Underlying diluted EPS (NPAT) growth of 12% to 16%
This is subject to the following key assumptions:
insurance premium price increases of mid-single digits by our strategic partners in 2H25; and completing $300.0 million of acquisitions throughout FY25.
Key risks are set out in the 2024 Annual Report (pages 50 to 51).
Lead Auditor's Independence Declaration
The Lead Auditor's Independence Declaration is set out on page 7 and forms part of the Directors’ Report for the half year ended 31 December 2024.
Steadfast Group Half Year Report 2025 05
Directors’ Report continued
Rounding
The Group is of the kind referred to in the ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 issued by the Australian Securities & Investments Commission. In accordance with that Instrument, amounts in the Directors’ Report and financial report have been rounded to the nearest hundred thousand dollars, unless otherwise stated.
Signed at Sydney on 25 February 2025 in accordance with a resolution of the Directors.
Frank O’Halloran AM Chair
Robert Kelly AM Managing Director & CEO
06 Steadfast Group Half Year Report 2025
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Lead Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001
To the Directors of Steadfast Group Limited
I declare that, to the best of my knowledge and belief, in relation to the review of Steadfast Group Limited for the half-year ended 31 December 2024 there have been:
-
i. no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the review; and
-
ii. no contraventions of any applicable code of professional conduct in relation to the review
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KPMG
David Kells Partner Sydney 25 February 2025
KPMG, an Australian partnership and a member firm of the KPMG global organisation of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. All rights reserved. The KPMG name and logo are trademarks used under license by the independent member firms of the KPMG global organisation. Liability limited by a scheme approved under Professional Standards Legislation.
Steadfast Group Half Year Report 2025 07
The 1H25 results continue Steadfast’s record of delivering consistent accretive growth to shareholders since listing.
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1H25 underlying EBITA of $262.4m up 14.6%
08 Steadfast Group Half Year Report 2025
Steadfast Group Limited
Consolidated statement of profit or loss and other comprehensive income
For the half year ended 31 December 2024
| 31 Dec 2024 | 31 Dec 2023 | ||
|---|---|---|---|
| Notes | $'m | $'m | |
| Fee and commission income | 773.6 | 701.3 | |
| Less: brokerage commission paid | (151.8) | (151.6) | |
| Net fee and commission income | 621.8 | 549.7 | |
| Premium funding interest income | 67.3 | 60.3 | |
| Share of profits of associates and joint ventures | 11 | 17.8 | 17.9 |
| Fair value (loss)/gain on listed investments | (12.1) | 4.7 | |
| Net gain/(loss) from change in ownership in equity businesses and deferred/ | |||
| contingent consideration | 44.4 | (7.4) | |
| Interest income | 32.9 | 23.8 | |
| Other income | 7.6 | 4.1 | |
| Total income net of brokerage commission paid | 779.7 | 653.1 | |
| Employment expense | (329.0) | (285.6) | |
| Operating, brokers’ support service and other expenses | (104.6) | (93.4) | |
| Selling expense | (43.2) | (36.5) | |
| Amortisation expense | 7 | (36.2) | (33.6) |
| Depreciation expense | (15.1) | (13.4) | |
| Impairment expense | 7,11 | (43.6) | (0.4) |
| Finance cost | (31.5) | (21.9) | |
| Total expenses | (603.2) | (484.8) | |
| Profit before income tax expense | 176.5 | 168.3 | |
| Income tax expense | (49.7) | (48.7) | |
| Profit after income tax expense for the financial period | 126.8 | 119.6 | |
| PROFIT FOR THE FINANCIAL PERIOD IS ATTRIBUTABLE TO: | |||
| Non-controlling interests | 20.4 | 19.2 | |
| Owners of Steadfast Group Limited | 4 | 106.4 | 100.4 |
| 126.8 | 119.6 |
Steadfast Group Half Year Report 2025 09
Consolidated statement of profit or loss and other comprehensive income continued
| and other comprehensive incomecontinued | |||
|---|---|---|---|
| 31 Dec 2024 | 31 Dec 2023 | ||
| Notes | $'m | $'m | |
| OTHER COMPREHENSIVE INCOME/(LOSS) | |||
| Items that may be reclassified subsequently to profit or loss | |||
| Net movement in foreign currency translation reserve | 7.0 | (3.7) | |
| Cash flow hedge effective portion of change in fair value | (1.4) | (1.4) | |
| Income tax benefit on other comprehensive income | 0.4 | 0.4 | |
| Total other comprehensive income/(loss) for the financial period, net of tax | 6.0 | (4.7) | |
| Total comprehensive income for the financial period, net of tax | 132.8 | 114.9 | |
| TOTAL COMPREHENSIVE INCOME FOR THE FINANCIAL PERIOD IS | |||
| ATTRIBUTABLE TO: | |||
| Non-controlling interests | 20.4 | 19.2 | |
| Owners of Steadfast Group Limited | 112.4 | 95.7 | |
| 132.8 | 114.9 | ||
| EARNINGS PER SHARE | |||
| Basic earnings per share (cents per share) | 5 | 9.6 | 9.6 |
| Diluted earnings per share (cents per share) | 5 | 9.6 | 9.6 |
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the notes to the financial statements.
10 Steadfast Group Half Year Report 2025
Steadfast Group Limited
Consolidated statement of financial position
As at 31 December 2024
| 31 Dec 2024 | 30 Jun 2024 | ||
|---|---|---|---|
| Notes | $'m | $'m | |
| ASSETS | |||
| Current assets | |||
| Cash and cash equivalents | 375.9 | 300.4 | |
| Cash held on trust | 1,114.7 | 1,026.0 | |
| Trade and other receivables | 12 | 268.2 | 339.5 |
| Premium funding receivables | 12 | 831.3 | 775.6 |
| Income tax receivable | 1.3 | - | |
| Other | 40.5 | 22.4 | |
| Total current assets | 2,631.9 | 2,463.9 | |
| Non-current assets | |||
| Goodwill | 7 | 2,334.5 | 2,303.1 |
| Intangible assets | 7 | 380.3 | 387.1 |
| Investments in associates and joint ventures | 11 | 247.4 | 238.2 |
| Property, plant and equipment | 66.9 | 66.9 | |
| Right-of-use assets | 77.9 | 73.1 | |
| External shareholder loans | 44.8 | 43.7 | |
| Loans to associates and joint ventures | 4.3 | 6.0 | |
| Other financial assets | 17.2 | 48.5 | |
| Deferred tax assets | 38.8 | 51.7 | |
| Other | 24.4 | 23.6 | |
| Total non-current assets | 3,236.5 | 3,241.9 | |
| Total assets | 5,868.4 | 5,705.8 |
Steadfast Group Half Year Report 2025 11
Consolidated statement of financial position continued
| 31 Dec 2024 | 30 Jun 2024 | ||
|---|---|---|---|
| Notes | $'m | $'m | |
| LIABILITIES | |||
| Current liabilities | |||
| Payables on broking/underwriting agency operations | 1,079.0 | 1,005.5 | |
| Trade and other liabilities | 198.3 | 193.5 | |
| Premium funding payables | 182.3 | 188.6 | |
| Corporate and subsidiary borrowings | 8 | 2.9 | 4.9 |
| Premium funding borrowings | 8 | 55.7 | 46.3 |
| Lease liabilities | 20.3 | 20.0 | |
| Deferred/contingent consideration | 10 | 96.6 | 121.2 |
| Provisions | 66.3 | 70.8 | |
| Income tax payable | - | 22.6 | |
| Total current liabilities | 1,701.4 | 1,673.4 | |
| Non-current liabilities | |||
| Corporate and subsidiary borrowings | 8 | 802.6 | 634.2 |
| Premium funding borrowings | 8 | 645.6 | 530.3 |
| Deferred tax liabilities | 137.1 | 164.1 | |
| Lease liabilities | 65.1 | 60.8 | |
| Provisions | 15.0 | 14.0 | |
| Deferred/contingent consideration | 10 | 16.3 | 60.4 |
| Other | 0.3 | 0.4 | |
| Total non-current liabilities | 1,682.0 | 1,464.2 | |
| Total liabilities | 3,383.4 | 3,137.6 | |
| Net assets | 2,485.0 | 2,568.2 | |
| EQUITY | |||
| Share capital | 9 | 2,293.3 | 2,293.3 |
| Treasury shares held in trust | 9 | (18.6) | (16.9) |
| Revaluation reserve | 12.1 | 12.1 | |
| Other reserves | (195.4) | (161.2) | |
| Retained earnings | 194.5 | 202.6 | |
| Equity attributable to the owners of Steadfast Group Limited | 2,285.9 | 2,329.9 | |
| Non-controlling interests | 199.1 | 238.3 | |
| Total equity | 2,485.0 | 2,568.2 |
The above consolidated statement of financial position should be read in conjunction with the notes to the financial statements.
12 Steadfast Group Half Year Report 2025
Steadfast Group Limited
Consolidated statement of changes in equity
For the half year ended 31 December 2024
| 31 Dec 2024 | Equity attributable to owners of Steadfast Group Limited |
|---|---|
| Share capital $'m Treasury shares held in trust $’m Reval- uation reserve $'m Other reserves $’m Retained earnings $’m Total $’m Non- controlling interests $’m Total equity $’m |
|
| Balance at 1 July 2024 | 2,293.3 (16.9) 12.1 (161.2) 202.6 2,329.9 238.3 2,568.2 |
| Profit after income tax expense | - - - - 106.4 106.4 20.4 126.8 |
| Other comprehensive income, net of tax | - - - 6.0 - 6.0 - 6.0 |
| Total comprehensive income | - - - 6.0 106.4 112.4 20.4 132.8 |
| TRANSACTIONS WITH OWNERS IN THEIR CAPACITY AS OWNERS: |
|
| Shares acquired and held in trust (Note 9) | - (8.2) - - - (8.2) - (8.2) |
| Share-based payments | - - - 3.5 - 3.5 - 3.5 |
| Shares allocated/(allotted) (Note 9) | - 6.5 - (6.7) - (0.2) - (0.2) |
| Non-controlling interests of acquired entities (Note 10) |
- - - - - - 0.5 0.5 |
| Additions to/revaluations of put options over non-controlling interests (Note 10G) |
- - - 0.3 - 0.3 - 0.3 |
| Change in equity interests in subsidiaries without loss of control |
- - - (37.3) - (37.3) (31.6) (68.9) |
| Final dividend declared and paid (Note 6) | - - - - (114.5) (114.5) (28.5) (143.0) |
| Balance at 31 December 2024 | 2,293.3 (18.6) 12.1 (195.4) 194.5 2,285.9 199.1 2,485.0 |
Steadfast Group Half Year Report 2025 13
Consolidated statement of changes in equity continued
| 31 Dec 2023 | Equity attributable to owners of Steadfast Group Limited |
|---|---|
| Share capital $'m Treasury shares held in trust $’m Reval- uation reserve $'m Other reserves $’m Retained earnings $’m Total $’m Non- controlling interests $’m Total equity $’m |
|
| Balance at 1 July 2023 | 1,949.0 (15.9) 12.1 (46.5) 142.7 2,041.4 203.5 2,244.9 |
| Profit after income tax expense | - - - - 100.4 100.4 19.2 119.6 |
| Other comprehensive loss, net of tax | - - - (4.7) - (4.7) - (4.7) |
| Total comprehensive income | - - - (4.7) 100.4 95.7 19.2 114.9 |
| TRANSACTIONS WITH OWNERS IN THEIR CAPACITY AS OWNERS: |
|
| Issue of share capital (Note 9) | 344.4 - - - - 344.4 - 344.4 |
| Shares acquired and held in trust (Note 9) | - (8.2) - - - (8.2) - (8.2) |
| Share-based payments | - - - 3.7 - 3.7 - 3.7 |
| Shares allocated/(allotted) (Note 9) | - 8.4 - (8.4) - - - - |
| Non-controlling interests of acquired entities (Note 10) |
- - - - - - 13.2 13.2 |
| Additions to/revaluations of put options over non-controlling interests (Note 10G) |
- - - (33.8) - (33.8) - (33.8) |
| Change in equity interests in subsidiaries without loss of control |
- - - (48.1) - (48.1) 19.5 (28.6) |
| Final dividend declared and paid (Note 6) | - - - - (93.5) (93.5) (21.0) (114.5) |
| Balance at 31 December 2023 | 2,293.4 (15.7) 12.1 (137.8) 149.6 2,301.6 234.4 2,536.0 |
The above consolidated statement of changes in equity should be read in conjunction with the notes to the financial statements.
14 Steadfast Group Half Year Report 2025
Steadfast Group Limited
Consolidated statement of cash flows
For the half year ended 31 December 2024
| 31 Dec 2024 | 31 Dec 2023 | ||
|---|---|---|---|
| Notes | $'m | $'m | |
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Receipts from customers | 858.1 | 710.1 | |
| Payments to suppliers, employees and Network broker rebates | (603.2) | (513.7) | |
| Dividends received from associates and joint ventures | 16.1 | 14.0 | |
| Interest received | 32.9 | 22.9 | |
| Interest and other finance costs paid | (31.3) | (19.6) | |
| Net cash from operating activities before tax, customer trust account and premium | |||
| funding movements | 272.6 | 213.7 | |
| Income taxes paid | (87.7) | (91.5) | |
| Net cash from operating activities before customer trust account and premium | |||
| funding movements | 184.9 | 122.2 | |
| Net cash outflow to premium funding customers | (59.5) | (213.9) | |
| Net movement in customer trust accounts (net cash receipts/payments on behalf | |||
| of customers) | 38.9 | 77.4 | |
| Net cash from/(used in) operating activities | 15 | 164.3 | (14.3) |
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Payments for acquisitions of subsidiaries and business assets | (78.4) | (262.9) | |
| Cash acquired from acquisitions of subsidiaries and business assets | 10 | 57.3 | 30.2 |
| Payments for investments in associates and joint ventures | 11 | (6.1) | (8.3) |
| Payments for step-up investment in subsidiaries and restructures | (72.0) | (56.0) | |
| Dividends received from listed investment | 0.5 | 0.3 | |
| Proceeds from/payments for shares in other financial assets | 17.3 | (5.4) | |
| Payments of deferred/contingent consideration for subsidiaries, associates and | |||
| business assets | 10 | (54.6) | (59.5) |
| Proceeds from part disposal of investment in subsidiaries and restructures | 8.3 | 16.3 | |
| Proceeds from disposal of investment in associates | - | 1.6 | |
| Payments for property, plant and equipment | (3.2) | (3.0) | |
| Payments for intangible assets | (2.1) | (0.5) | |
| Net cash used in investing activities | (133.0) | (347.2) |
Steadfast Group Half Year Report 2025 15
Consolidated statement of cash flows continued
| 31 Dec 2024 | 31 Dec 2023 | ||
|---|---|---|---|
| Notes | $'m | $'m | |
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Proceeds from issue of shares | - | 348.1 | |
| Payments for transaction costs on issue of shares | - | (5.3) | |
| Dividends paid to owners of Steadfast | (114.5) | (93.5) | |
| Dividends paid to non-controlling interests | (28.5) | (21.0) | |
| Proceeds from borrowings (excluding premium funding) | 8 | 272.5 | 533.6 |
| Repayment of borrowings (excluding premium funding) | 8 | (105.3) | (469.4) |
| Net cash inflow from premium funding borrowings | 8 | 124.7 | 193.6 |
| Payments for purchase of treasury shares | 9 | (8.2) | (8.2) |
| Proceeds from repayment of related party loans | 3.7 | 4.1 | |
| Payments for related party loans | (2.6) | (4.3) | |
| Proceeds from repayment of non-related party loans | 2.8 | 4.6 | |
| Payments for non-related party loans | (1.8) | - | |
| Payment of lease liabilities | (9.4) | (10.9) | |
| Net cash from financing activities | 133.4 | 471.4 | |
| Net increase in cash and cash equivalents | 164.7 | 109.9 | |
| Cash and cash equivalents at the beginning of the financial period | 1,326.4 | 1,138.0 | |
| Effect of movements in exchange rates on cash held | (0.5) | 0.5 | |
| Cash and cash equivalents at the end of the financial period | 1,490.6 | 1,248.4 |
The above consolidated statement of cash flows should be read in conjunction with the notes to the financial statements.
16 Steadfast Group Half Year Report 2025
Steadfast Group Limited
Notes to the financial statements
For the half year ended 31 December 2024
Note 1. General information
This condensed consolidated interim financial report for the half year ended 31 December 2024 comprises the consolidated financial statements for Steadfast Group Limited (Steadfast or the Company) and its subsidiaries and the Group’s interests in associates and joint ventures (Steadfast Group or the Group). These financial statements are presented in Australian dollars, which is Steadfast’s functional and presentation currency.
The Company is a for-profit listed public company limited by shares, which is incorporated and domiciled in Australia. Its registered office and principal place of business is Level 4, 99 Bathurst Street, Sydney NSW 2000.
This interim financial report was authorised for issue by the Board on 25 February 2025.
This report should be read in conjunction with the Annual Report for the year ended 30 June 2024 and any public announcements made by the Company during the half year reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.
Note 2. Material accounting policies
A. Statement of compliance
This interim financial report is a general purpose financial report prepared in accordance with AASB 134 Interim Financial Reporting, the Corporations Act 2001, and the Australian Securities Exchange (ASX) Listing Rules.
It does not include all of the information required for a complete set of annual financial statements. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group's financial position and performance since the last annual consolidated financial statements as at and for the year ended 30 June 2024.
B. Basis of preparation of the financial report
The material accounting policies adopted in the preparation of this interim financial report have been applied consistently by all entities in the Group and are the same as those applied for the previous reporting period unless otherwise noted. These interim financial statements have been prepared under the historical cost convention, modified, where applicable, by the measurement at fair value of certain non-current assets, financial assets and financial liabilities.
I. Rounding
The Group is of the kind referred to in the ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 issued by the Australian Securities and Investments Commission. In accordance with that Instrument, amounts in this interim financial report have been rounded to the nearest hundred thousand dollars, unless otherwise stated.
C. New and amended standards adopted by the Group
The Group has adopted the following revised or amending Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board that are mandatory for the year ended 30 June 2025. Adoption of these standards has not had any material effect on the financial position or performance of the Group.
| Title | Description | |
|---|---|---|
| AASB | 2020-1 | Amendments to Australian Accounting Standards – Classification of Liabilities as Current or Non-current |
| AASB | 2022-6 | Amendments to Australian Accounting Standards – Non-current Liabilities with Covenants |
Steadfast Group Half Year Report 2025 17
Notes to the financial statements continued
Note 3. Critical accounting judgements, estimates and assumptions
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenues and expenses. Management bases its judgements, estimates and assumptions on historical experience and on various other factors, including expectations of future events management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates may differ from the actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities subsequent to the half year ended 31 December 2024 are discussed below.
The Group has considered the impact of economic conditions such as inflation and the higher interest rate environment when preparing the consolidated financial statements and related note disclosures, including the impact on the Group's forecast cash flows and liquidity. While the effects of these uncertainties do not change the significant estimates, judgements and assumptions considered by management in the preparation of the consolidated financial statements, they increase the level of estimation uncertainty and the application of further judgement within these identified areas.
A. Goodwill
Goodwill is not amortised but is assessed for impairment annually or more frequently when there are indicators of impairment.
The recoverable amount of goodwill is estimated using the higher of fair value or the value in use of the relevant cash-generating unit (CGU) deducting the carrying amount of the identifiable net assets of the CGU. Key assumptions used in the calculation of recoverable amounts are the discount rates, terminal value growth rates and revenue and expense growth assumptions.
B. Intangible assets
The carrying amounts of intangible assets with finite lives are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, the asset's recoverable amount is estimated on the same basis as goodwill above. An impairment loss is recognised if the carrying amount of the intangible asset exceeds its recoverable amount.
C. Investments in associates and joint ventures
Investments in associates and joint ventures are carried at the lower of the equity-accounted amount and the recoverable amount.
The carrying amounts of investments in associates and joint ventures are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, the asset's recoverable amount is estimated on the same basis as goodwill above.
An impairment loss is recognised if the carrying amount of the investment in associates and joint ventures exceeds its recoverable amount.
D. Fair value of assets acquired
The Group measures the net assets acquired in a business combination at their fair value at the date of acquisition. If new information obtained within one year from the acquisition date about facts and circumstances that existed at the acquisition date identifies adjustments to the fair value, then the amounts recognised at the acquisition date will be retrospectively revised.
Fair value is estimated with reference to market transactions for similar assets or discounted cash flow analysis.
E. Expected credit loss provision
The expected credit loss (ECL) provision is estimated based on the analysis of aged receivables, as the Group assumes that the credit risk on fee and commission receivables increases significantly if it is more than 90 days past due, as well as based on assumptions made on forward-looking information. For the premium funding businesses, the ECL provision is based on historical analysis of credit losses for loans in arrears, having considered whether this remains appropriate.
18 Steadfast Group Half Year Report 2025
F Hedge accounting
The Group may utilise derivative financial instruments such as forward currency contracts to mitigate its exposure to foreign currency risk. The Group designates and documents the hedge relationship at its inception and the initial recognition on the date of entering into a derivative contract is measured at fair value, followed by subsequent remeasurement at fair value. Derivatives are categorised as other assets or other liabilities based on whether their fair value is positive or negative, respectively. In the cash flow hedge reserve, the gain or loss on the hedging instrument is recognised as other comprehensive income for the effective portion, while the ineffective portion is recognised directly in profit or loss.
G Climate change
Climate change is a global risk that is material for the insurance industry including insurers’ operations, customers and the whole economy. Climate change may increase the frequency and severity of acute weather-related events such as floods, bushfire and storms, as well as giving rise to changes such as rising sea levels, increased heat waves and droughts.
The Group does not believe it is as exposed to climate change risk to the same extent as insurers that underwrite the insurance risk. Whilst the potential risks of climate change (including availability of insurance coverage for clients) and related opportunities are considered in the preparation of our financial statements, based on what is currently known it is not currently expected that climate risks will have a significant adverse impact on the Group's principal activities.
H Fair value of assets and liabilities
The Group's assets and liabilities are measured at fair value at balance date. The following table gives information about how the fair value of assets and liabilities is determined, including the valuation techniques and inputs used. For the Group's assets and liabilities where a fair value methodology is not noted below, their carrying amounts provide a reasonable approximation of their fair values.
Fair values are categorised into different levels in a fair value hierarchy, based on the inputs used in the valuation techniques, as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: inputs other than quoted prices included in 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: inputs for the asset or liability that are not based on observable market data.
Steadfast Group Half Year Report 2025 19
Notes to the financial statements continued
| Fair value | Significant | Relationship of unobservable | ||
|---|---|---|---|---|
| Asset or liability | hierarchy | Valuation technique | unobservable inputs | inputs to fair value |
| Deferred/ | Level 3 | The fair value is calculated | Forecast EBITA or fees | The estimated fair value would |
| contingent | based on a contracted multiple, | and commissions | increase/decrease if the forecast | |
| consideration | typically of forecast EBITA or fees and commissions, discounted to |
Discount rate |
EBITA or fees and commissions were higher/lower |
|
| present value where appropriate. | The estimated fair value would | |||
| decrease/increase if the discount | ||||
| rate used was higher/lower | ||||
| Land and buildings | Level 3 | The fair value is determined | Forecast cash flows and | The estimated fair value would |
| using an independent appraisal | market value are driven | decrease/increase if market yields | ||
| by qualified property valuers. | largely by market yield. Yield | were higher/lower |
||
| An appraisal was performed for the year ended 30 June 2023, which formed the basis for management's valuation in |
is impacted by numerous factors including rental growth, occupancy rates and rental incentives which |
The estimated fair value would decrease/increase if the discount rate used was higher/lower |
||
| HY25. The valuation is based on | are all driven by supply | |||
| the capitalisation of net income | and demand. Forecast cash | |||
| (discounted cash flow) and direct | flows are discounted to |
|||
| comparison approaches. | present value at current | |||
| risk-free rates. | ||||
| Interest rate swaps | Level 2 | The fair value is determined | Not applicable | Not applicable |
| (other assets) | with reference to the estimated | |||
| future cash flows, discounted to | ||||
| present value by application of | ||||
| observable discount rates derived | ||||
| from relevant yield curves. | ||||
| Foreign currency | Level 2 | The fair value is determined | Not applicable | Not applicable |
| forward contract | with reference to the estimated | |||
| (other assets) | future cash flows, discounted to | |||
| present value by application of | ||||
| observable discount rates derived | ||||
| from relevant yield curves and | ||||
| forward rates. | ||||
| Investment in | Level 1 | The fair value is calculated | Not applicable | Not applicable |
| listed shares (other | based on the number of shares | |||
| financial assets) | multiplied by the quoted price on | |||
| the ASX at balance date. | ||||
| Investment in | Level 3 | The fair value is calculated based | Forecast EBITA or fees | The estimated fair value would |
| unlisted equities | on a contracted multiple, typically | and commissions |
increase/decrease if the forecast | |
| (other assets) | of current year EBITA or fees and commissions. |
Discount rate | EBITA or fees and commissions were higher/lower |
|
| The estimated fair value would | ||||
| decrease/increase if the discount | ||||
| rate used was higher/lower |
20 Steadfast Group Half Year Report 2025
Note 4. Operating segments
The Group's corporate structure includes equity investments in insurance intermediary entities (insurance broking and underwriting agencies), premium funders and complementary businesses. Discrete financial information about each of these service lines is reported to management on a regular basis and, accordingly, management considers each service line to be a discrete business operation.
The Group distributes insurance and issues premium funding products primarily in Australia and New Zealand. The Group is also expanding its footprint in the United States of America (USA), Europe and Singapore, and has a controlling interest in ISU Group and UnisonSteadfast, networks headquartered in the USA and Germany respectively. The revenue and non-current assets attributed to geographies outside of Australia are not sufficiently significant to require separate geographical disclosures.
The financial performance of the Group's operating segments is regularly provided to the Chief Operating Decision Maker (considered to be the Managing Director & CEO) for each discrete business operation. The table below presents the financial performance for the Group's insurance intermediaries and premium funders on an aggregated basis as each discrete business operation within these operating segments is considered to have similar economic characteristics. The financial performance of each of these operating segments is presented on an unconsolidated basis, that is, gross of transactions between reportable segments. Intercompany eliminations between insurance intermediaries and premium funders are disclosed separately below.
| Non- | ||||||||
|---|---|---|---|---|---|---|---|---|
| Insurance | Premium | Intercompany | Total | Re- | trading | Total | ||
| Half year to | intermediary | funding | Other | eliminations | underlying | classifications | items | statutory |
| 31 Dec 2024 | $'m | $’m | $’m | $’m | $’m | $’m1 | $’m2 | $’m |
| Total revenue | 804.7 | 66.4 | 14.8 | (4.6) | 881.3 | (133.4) | 31.8 | 779.73 |
| Total expenses | (622.2) | (57.1) | (20.5) | 4.6 | (695.2) | 148.2 | (56.2) | (603.2) |
| Share of EBITA | ||||||||
| from associates and | ||||||||
| joint ventures | 23.8 | 0.1 | 0.8 | - | 24.7 | (23.8) | (0.9) | 0.0 |
| Finance cost - associates | (1.3) | - | - | - | (1.3) | 1.3 | - | - |
| Amortisation expense | ||||||||
| - associates | (0.8) | - | (0.3) | - | (1.1) | 1.1 | - | - |
| Net profit/(loss) before | ||||||||
| income tax | 204.2 | 9.4 | (5.2) | - | 208.4 | (6.6) | (25.3) | 176.5 |
| Income tax | ||||||||
| (expense)/benefit | (58.0) | (2.1) | (0.7) | - | (60.8) | 6.6 | 4.5 | (49.7) |
| Net profit/(loss) after | ||||||||
| income tax | 146.2 | 7.3 | (5.9) | - | 147.6 | - | (20.8) | 126.8 |
| Non-controlling interests | (19.0) | (0.5) | - | - | (19.5) | - | (0.9) | (20.4) |
| Net profit/(loss) after | ||||||||
| income tax attributable | ||||||||
| to owners of Steadfast | ||||||||
| Group Limited | 127.2 | 6.8 | (5.9) | - | 128.1 | - | (21.7) | 106.4 |
1 Much of the reclassification relates to commissions paid by the Group's underwriting agencies. Such commissions are netted off against fee and commission income in the statutory numbers, and are disclosed as expenses in the underlying numbers.
2 Refer Note 5B for a breakdown of non-trading items.
3 Total statutory revenue includes all income net of brokerage commission, as set out in the statement of profit or loss and other comprehensive income.
Steadfast Group Half Year Report 2025 21
Notes to the financial statements continued
| Non- | ||||||||
|---|---|---|---|---|---|---|---|---|
| Insurance | Premium | Intercompany | Total | Re- | trading | Total | ||
| Half year to | intermediary | funding | Other | eliminations | underlying | classifications | items | statutory |
| 31 Dec 2023 | $'m | $’m | $’m | $’m | $’m | $’m1 | $’m2 | $’m |
| Total revenue | 726.2 | 59.2 | 11.2 | (6.2) | 790.4 | (134.4) | (2.9) | 653.1 |
| Total expenses | (567.9) | (52.4) | (17.6) | 6.2 | (631.7) | 149.2 | (2.3) | (484.8) |
| Share of EBITA | ||||||||
| from associates and | ||||||||
| joint ventures | 22.5 | 0.1 | (0.1) | - | 22.5 | (23.5) | 0.9 | (0.1) |
| Finance cost - associates | (1.3) | - | - | - | (1.3) | 1.3 | - | - |
| Amortisation expense | ||||||||
| - associates | (0.7) | - | (0.3) | - | (1.0) | 1.1 | - | 0.1 |
| Net profit/(loss) before | ||||||||
| income tax | 178.8 | 6.9 | (6.8) | - | 178.9 | (6.3) | (4.3) | 168.3 |
| Income tax | ||||||||
| (expense)/benefit | (52.1) | (1.8) | 0.4 | - | (53.5) | 6.3 | (1.5) | (48.7) |
| Net profit/(loss) after | ||||||||
| income tax | 126.7 | 5.1 | (6.4) | - | 125.4 | - | (5.8) | 119.6 |
| Non-controlling interests | (19.4) | (0.5) | 0.5 | - | (19.4) | - | 0.2 | (19.2) |
| Net profit/(loss) after | ||||||||
| income tax attributable | ||||||||
| to owners of Steadfast | ||||||||
| Group Limited | 107.3 | 4.6 | (5.9) | - | 106.0 | - | (5.6) | 100.4 |
1 Much of the reclassification relates to commissions paid by the Group's underwriting agencies. Such commissions are netted off against fee and commission income in the statutory numbers, and are disclosed as expenses in the underlying numbers.
2 Refer Note 5B for a breakdown of non-trading items.
Note 5. Earnings per share
A. Reporting period value
| Half year to | Half year to | |
|---|---|---|
| 31 Dec 2024 | 31 Dec 2023 | |
| Cents | Cents | |
| Basic earnings per share | 9.6 | 9.6 |
| Diluted earnings per share | 9.6 | 9.6 |
| Excluding non-trading items, the underlying earnings per share would be as follows: | ||
| Basic earnings per share | 11.6 | 10.2 |
| Diluted earnings per share | 11.6 | 10.2 |
22 Steadfast Group Half Year Report 2025
B. Reconciliation of earnings used in calculating earnings per share
| Half year to | Half year to | |
|---|---|---|
| 31 Dec 2024 | 31 Dec 2023 | |
| $'m | $'m | |
| Profit after income tax | 126.8 | 119.6 |
| Non-controlling interests | (20.4) | (19.2) |
| Statutory NPAT | 106.4 | 100.4 |
| Adjustments for non-trading items (net of tax and NCI): | ||
| Net deferred/contingent consideration expense (excluding Sure Insurance) | 2.7 | 9.2 |
| Impairment expense (including current period net adjustment relating to Sure Insurance | ||
| acquisition) (refer to Note 7E) | 6.51 | 0.4 |
| Mark-to-market losses/(gains) from revaluation and/or sale of listed investments | 8.4 | (3.3) |
| Net loss/(gain) from change in value or sale of businesses and other movements | 4.1 | (0.7) |
| Underlying NPAT attributable to owners of Steadfast Group Limited | 128.1 | 106.0 |
1 Includes deferred/contingent consideration income of $35.8 million and impairment expense of $38.5 million ($37.4 million net of tax) pertaining to the accounting for the earnout and carrying value of Sure Insurance. The remaining $4.9 million relates to impairment expense on other subsidiaries.
C. Reconciliation of weighted average number of shares used in calculating earnings per share
| Half year to | Half year to | |
|---|---|---|
| 31 Dec 2024 | 31 Dec 2023 | |
| Number of | Number of | |
| shares | shares | |
| 'm | 'm | |
| I. Weighted average number of ordinary shares issued | ||
| Weighted average number of ordinary shares issued | 1,106.3 | 1,044.7 |
| Weighted average number of treasury shares held in trust | (2.6) | (3.1) |
| Weighted average number of ordinary shares used in calculating basic earnings per share | 1,103.7 | 1,041.6 |
| II. Weighted average number of dilutive potential ordinary shares | ||
| Weighted average number of ordinary shares | 1,103.7 | 1,041.6 |
| Dilutive potential ordinary shares issuable under share-based payments arrangements | 1.6 | 1.4 |
| Weighted average number of ordinary shares used in calculating diluted earnings per share | 1,105.3 | 1,043.0 |
The weighted average number of ordinary shares or dilutive potential ordinary shares is calculated by taking into account the period from the issue date of the shares to the reporting date.
Steadfast operates share-based payment arrangements (being an employee rights scheme, a short-term incentive plan and a long-term incentive plan) where eligible employees may receive conditional rights (rights) instead of cash. One right will convert to one ordinary share subject to vesting conditions being met. These share-based payment arrangements are granted to employees free of cost and no consideration is payable on conversion to Steadfast’s ordinary shares. These arrangements have a dilutive effect on the basic EPS.
Steadfast Group Half Year Report 2025 23
Notes to the financial statements continued
Note 6. Dividends
A. Dividends on ordinary shares
| Total amount | Tax rate for | Percentage | |||
|---|---|---|---|---|---|
| Cents per share | $'m | Payment date | franking credit | franked | |
| 31 Dec 2024 | |||||
| 2024 final dividend | 10.35 | 114.5 | 24 September 2024 | 30% | 100% |
| 31 Dec 2023 | |||||
| 2023 final dividend | 9.00 | 93.5 | 21 September 2023 | 30% | 100% |
It is standard practice that the Board declares the dividend for a period after the relevant reporting date. A dividend is not accrued until it is declared and so the dividends for a period are generally recognised and measured in the financial reporting period following the period to which the dividends relate.
B. Dividend policy
The Company targets a dividend payout ratio in the range of 65% to 85% of underlying NPAT attributable to shareholders of the Company with a minimum dividend payout ratio of 50% of net profit after tax and before amortisation, impairment and other non-trading items (NPATA).
C. Dividend Reinvestment Plan
A Dividend Reinvestment Plan (DRP) allows equity holders to elect to receive their dividend entitlement in the form of the Company's ordinary shares. The price of DRP shares is the average share market price calculated over the pricing period (which is at least five trading days) less any discount as determined by the Board for each dividend payment date.
D. Dividend not recognised at reporting date
On 25 February 2025, the Board resolved to pay the following dividend. As this occurred after the reporting date, the dividends declared have not been recognised in this financial report.
| Total amount | Expected | Tax rate for | Percentage | |||
|---|---|---|---|---|---|---|
| Cents per share | $'m | payment date | franking credit | franked | ||
| 2025 | interim dividend | 7.80 | 86.3 | 27 March 2025 | 30% | 100% |
The Company's DRP will operate by the on-market purchase of shares. No discount will be applied. The last election notice for participation in the DRP in relation to this final dividend is 5 March 2025.
24 Steadfast Group Half Year Report 2025
Note 7. Intangible assets
A. Composition
| Other | |||||
|---|---|---|---|---|---|
| Customer | Capitalised | intangible | |||
| relationships | software | assets | Total | Goodwill | |
| 31 Dec 2024 | $'m | $'m | $'m | $'m | $'m |
| At cost | 692.1 | 113.5 | 5.0 | 810.6 | 2,497.4 |
| Accumulated amortisation and impairment | (356.3) | (69.4) | (4.6) | (430.3) | (162.9) |
| Balance at the end of the financial period | 335.8 | 44.1 | 0.4 | 380.3 | 2,334.5 |
B. Movements
| Half year to 31 Dec 2024 | Identifiable intangible assets Customer relationships $'m Capitalised software $'m Other intangible assets $'m Total $'m Goodwill $'m |
|---|---|
| Balance at the beginning of the financial period | 343.2 43.8 0.1 387.1 2,303.1 |
| Additions | 2.5 7.31 0.7 10.5 - |
| Additions through business combinations | 22.6 - - 22.6 67.4 |
| Reduction upon loss of control | (0.3) - - (0.3) (1.4) |
| Amortisation expense | (28.8) (7.0) (0.4) (36.2) - |
| Impairment expense | (4.3) - - (4.3) (39.3) |
| Net foreign currency exchange difference | 0.9 - - 0.9 4.7 |
| Balance at the end of the financial period | 335.8 44.1 0.4 380.3 2,334.5 |
1 Comprises $6.6 million of internally developed software and $0.7 million of acquired software.
C. Composition
| Other | |||||
|---|---|---|---|---|---|
| Customer | Capitalised | intangible | |||
| relationships | software | assets | Total | Goodwill | |
| 30 Jun 2024 | $'m | $'m | $'m | $'m | $'m |
| At cost | 666.6 | 108.5 | 5.2 | 780.3 | 2,426.4 |
| Accumulated amortisation and impairment | (323.4) | (64.7) | (5.1) | (393.2) | (123.3) |
| Balance at the end of the financial year | 343.2 | 43.8 | 0.1 | 387.1 | 2,303.1 |
Steadfast Group Half Year Report 2025 25
Notes to the financial statements continued
D. Movements
| Other | |||||
|---|---|---|---|---|---|
| Customer | Capitalised | intangible | |||
| relationships | software | assets | Total | Goodwill | |
| Year to 30 Jun 2024 | $'m | $'m | $'m | $'m | $'m |
| Balance at the beginning of the financial year | 303.9 | 41.8 | 0.9 | 346.6 | 1,985.7 |
| Additions | 0.5 | 15.91 | 0.2 | 16.6 | - |
| Additions through business combinations | 101.4 | - | - | 101.4 | 387.3 |
| Reduction upon loss of control | (2.4) | (0.1) | (0.6) | (3.1) | (13.2) |
| Amortisation expense | (55.4) | (13.8) | (0.4) | (69.6) | - |
| Impairment expense | (4.6) | - | - | (4.6) | (56.6) |
| Net foreign currency exchange difference | (0.2) | - | - | (0.2) | (0.1) |
| Balance at the end of the financial year | 343.2 | 43.8 | 0.1 | 387.1 | 2,303.1 |
1 Comprises $15.1 million of internally developed software and $0.8 million of acquired software.
E Impairment
For 1H25, the Group recognised an impairment expense of $43.6 million primarly related to Sure Insurance ($38.5 million, or $37.4 million net of tax) and a gain on reassessment of deferred/contingent consideration of $35.8 million. It was anticipated that the FY25 EBITA projected by Sure Insurance's management would be achieved, however the 1H25 underlying EBITA is behind budget due to increased competition and this is projected to continue during 2H25. This reduced the earnout for the deferred/contingent consideration to nil as well as reducing the carrying value of the asset. The remaining $4.9 million relates to impairment expense on other subsidiaries.
Note 8. Borrowings
The Group has two types of borrowings, as follows:
-
I. Corporate and subsidiary borrowings - Bank loans and lines of credit in corporate and subsidiaries for the purpose of carrying out the Group's principal activities including the distribution of insurance policies through insurance brokerages and underwriting agencies and related services, as well as acquisitions and bolt-ons. These loans are secured against the Group’s assets, excluding IQumulate Premium Funding Pty Ltd (IQumulate).
-
II. Premium funding borrowings - Borrowings and issuance of notes to finance only the premium funding businesses (predominantly IQumulate). These loans have recourse only to the assets of that premium funding business.
These two types of borrowings are not cross-collateralised, and therefore are shown separately.
The corporate debt facility contains covenants that must be met at the end of each reporting period (all excluding IQumulate):
Total leverage ratio: net debt not to exceed 2.5x EBITA;
Interest coverage ratio: EBITA must be at least 4.0x interest expense;
Debt to equity ratio: total debt must not exceed 40% of debt plus equity; and
- Guarantor group test: obligors must comprise at least 85% of the EBITA and total assets of the Group and all of its wholly-owned subsidiaries.
The Group complied with the covenants at the end of the financial period and expects to comply with the covenants for at least 12 months after the reporting date. Accordingly, the loans are classified as a non-current liability at 31 December 2024.
26 Steadfast Group Half Year Report 2025
A. Corporate and subsidiary borrowings
I. Bank loans
| 31 Dec 2024 | 30 Jun 2024 | |
|---|---|---|
| $'m | $'m | |
| Proceeds from loans and borrowings | ||
| Current | 2.9 | 4.9 |
| Non-current | 806.2 | 637.0 |
| Net proceeds | 809.1 | 641.9 |
| Interest recoverable | (2.7) | (1.0) |
| Capitalised transaction costs | (0.9) | (1.8) |
| Carrying amount of liability at end of financial period | 805.5 | 639.1 |
II. Bank facilities available
| 31 Dec 2024 | 30 Jun 2024 | |
|---|---|---|
| $'m | $'m | |
| a. Bank facilities drawn down or applied | ||
| Bank loans - corporate facility | 748.0 | 562.0 |
| Bank loans - subsidiaries | 61.1 | 79.9 |
| Total bank loans | 809.1 | 641.9 |
| Lines of credit - corporate facility1 | 8.8 | 7.2 |
| 817.9 | 649.1 | |
| b. Bank facilities not drawn down or applied | ||
| Bank loans - corporate facility | 102.0 | 288.0 |
| Bank loans - subsidiaries | 12.5 | 11.8 |
| Lines of credit - corporate facility | 1.2 | 2.8 |
| Lines of credit - subsidiaries | 1.9 | - |
| 117.6 | 302.6 | |
| c. Total bank facilities available | ||
| Bank loans | 923.6 | 941.7 |
| Lines of credit | 11.9 | 10.0 |
| 935.5 | 951.7 |
1 Lines of credit represent bank guarantees granted by the Company on behalf of controlled entities, principally in respect of their contractual obligations on commercial leases. They are contingent liabilities and therefore sit outside the Group balance sheet.
III. Corporate facility details
At 31 December 2024:
the Company had an $860.0 million multibank syndicated facility (corporate facility) (30 June 2024: $860.0 million); and $748.0 million of the $860.0 million facility had been drawn down which, together with $8.8 million for bonds and rental guarantees, leaves $103.2 million available in the corporate facility for future drawdowns (30 June 2024: $290.8 million).
Steadfast Group Half Year Report 2025 27
Notes to the financial statements continued
IV. Key terms and conditions of corporate facility
The $860.0 million corporate facility includes the following tranches:
two revolving tranches totalling $385.0 million, maturing August 2026; two fixed-term tranches totalling $175.0 million, maturing August 2026; a $200.0 million fixed-term tranche, maturing November 2026; and a $100.0 million fixed-term tranche, maturing August 2028.
Other key terms of the corporate facility are:
variable interest rate – based on BBSY plus an applicable margin for all tranches of the corporate facility; and
the facility is guaranteed by certain wholly-owned subsidiaries and is secured over all of the present and future acquired property of the Company and the guarantors (other than certain excluded property), which is standard in facilities of this nature.
The Company had an interest rate swap with a face value of $62.5 million, where the Company swaps the floating rate payment into fixed rate payments. The swap, designed to hedge interest costs associated with the underlying corporate debt obligations, matured in January 2025.
B. Premium funding borrowings
| 31 Dec 2024 | 30 Jun 2024 | |
|---|---|---|
| $'m | $'m | |
| I. Premium funding borrowings | ||
| Current | 55.7 | 46.3 |
| Non-current | 645.6 | 530.3 |
| 701.3 | 576.6 | |
| II. Premium funding borrowings available | ||
| Premium funding borrowings drawn down or applied | 701.3 | 576.6 |
| Premium funding borrowings not drawn down or applied | 71.7 | 34.9 |
| 773.0 | 611.5 |
The Group's premium funding borrowings are primarily comprised of its subsidiary, IQumulate. IQumulate has a Warehouse Trust to finance its Australian lending operation through the issuance of notes. The Warehouse Trust is a secured lending facility whereby the collateral is a pool of insurance premium loans receivable rather than an individual property or asset. During the financial period, the Warehouse Trust limit increased to $720.0 million (including a $60.0 million overdraft facility) from $660.0 million with an availability period to July 2025. Whilst the contractual availability period ends in July 2025, the premium funding borrowings have been classified as non-current in the statement of financial position as the contractual maturity date includes an amortisation period giving the Group 12 months to repay from the date of the last maturing premium funding in the Warehouse Trust.
IQumulate continues to hold trade credit insurance coverage, and recourse to the assets is limited to IQumulate only and is not cross-collateralised with other borrowings in the Group.
28 Steadfast Group Half Year Report 2025
C. Reconciliation of movements of liabilities and cash flows arising from financing activities
| Bank loans - | |||||
|---|---|---|---|---|---|
| Bank loans - | corporate | Premium | |||
| corporate | Bank loans - | facility and | funding | Total | |
| facility | subsidiaries | subsidiaries | borrowings | borrowings | |
| $'m1 | $'m | $'m | $'m | $'m | |
| Half year to 31 Dec 2024 | |||||
| Balance at the beginning of the financial period | 559.2 | 79.9 | 639.1 | 576.6 | 1,215.7 |
| Proceeds from borrowings | 271.0 | 1.5 | 272.5 | 174.3 | 446.8 |
| Repayment of borrowings | (85.0) | (20.3) | (105.3) | (49.6) | (154.9) |
| Accrued interest | (1.7) | - | (1.7) | - | (1.7) |
| Capitalised transaction costs | 0.9 | - | 0.9 | - | 0.9 |
| Balance at the end of the financial period | 744.4 | 61.1 | 805.5 | 701.3 | 1,506.8 |
1 The opening balance comprises $562.0 million drawn down less capitalised transaction costs of $1.8 million less interest recoverable of $1.0 million. The closing balance comprises $748.0 million drawn down less capitalised transaction costs of $0.9 million less interest recoverable of $2.7 million.
Note 9. Notes to the statement of changes in equity
A. Share capital
| Half year to | Year to | Half year to | Year to | |
|---|---|---|---|---|
| 31 Dec 2024 | 30 Jun 2024 | 31 Dec 2024 | 30 Jun 2024 | |
| Number of | Number of | |||
| shares | shares | |||
| 'm | 'm | $'m | $'m | |
| Balance at the beginning of the financial period | 1,106.3 | 1,038.6 | 2,293.3 | 1,949.0 |
| Shares issued for institutional and retails share placement | - | 67.7 | - | 348.1 |
| Less: Transaction costs, net of income tax | - | - | - | (3.8) |
| Balance at the end of the financial period | 1,106.3 | 1,106.3 | 2,293.3 | 2,293.3 |
Ordinary shares in the Company have no par value and entitle the holder to participate in dividends as declared from time to time. All ordinary shares rank equally with regard to the Company's residual assets.
B. Treasury shares held in Trust
| Half year to | Year to | Half year to | Year to | |
|---|---|---|---|---|
| 31 Dec 2024 | 30 Jun 2024 | 31 Dec 2024 | 30 Jun 2024 | |
| Number of | Number of | |||
| shares | shares | |||
| 'm | 'm | $'m | $'m | |
| Balance at the beginning of the financial period | 3.1 | 3.3 | 16.9 | 15.9 |
| Shares acquired | 1.2 | 1.8 | 8.2 | 9.9 |
| Shares allocated to employees | (1.3) | (2.1) | (6.7) | (9.2) |
| Shares allotted through the Dividend Reinvestment Plan | 0.1 | 0.1 | 0.2 | 0.3 |
| Balance at the end of the financial period | 3.1 | 3.1 | 18.6 | 16.9 |
Treasury shares are ordinary shares of the Company bought on market by the trustee (a wholly-owned subsidiary of the Group) of an employee share plan to meet future obligations under that plan when rights vest and shares are allocated to participants.
Steadfast Group Half Year Report 2025 29
Notes to the financial statements continued
C. Capital risk management
The Group's objectives when managing capital are to safeguard its ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders, maintain an optimal capital structure to minimise the cost of capital and continue its listing on the ASX, within the risk appetite approved by the Board.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares, take on borrowings or sell assets to reduce debt.
The Group monitors capital on the basis of its total gearing ratio excluding premium funding borrowings, as these borrowings are secured only against the assets of the premium funder. The total gearing ratio is calculated as total borrowings of the Company and its subsidiaries (excluding premium funding borrowings) divided by total equity and total borrowings of the Company and its subsidiaries (excluding premium funding borrowings). Currently the total gearing ratio excluding premium funding borrowings is 24.8% compared with the maximum gearing ratio determined by the Board of 30.0%.
The total gearing ratio has been calculated both including and excluding the premium funding borrowings as follows:
| Maximum | ||||
|---|---|---|---|---|
| 31 Dec 2024 | 30 Jun 2024 | Board | ||
| Note | $'m | $'m | approved | |
| Total borrowings of the Company and its subsidiaries (excluding | ||||
| premium funding borrowings) | 8 | 817.9 | 649.1 | |
| Total Group equity | 2,485.0 | 2,568.2 | ||
| Total Group equity and total borrowings of the Company and | ||||
| its subsidiaries | 3,302.9 | 3,217.3 | ||
| Total gearing ratio excluding premium funding borrowings | 24.8% | 20.2% | 30.0% | |
| Total borrowings of the Company and its subsidiaries (including | ||||
| premium funding borrowings) | 8 | 1,519.2 | 1,225.7 | |
| Total Group equity | 2,485.0 | 2,568.2 | ||
| Total Group equity and total borrowings of the Company and | ||||
| its subsidiaries | 4,004.2 | 3,793.9 | ||
| Total gearing ratio including premium funding borrowings | 37.9% | 32.3% |
30 Steadfast Group Half Year Report 2025
Note 10. Business combinations
Acquisitions
During the half year ended 31 December 2024, the Group completed a number of acquisitions in accordance with its strategy. The following disclosures provide the financial impact to the Group at the acquisition date. This note does not include purchases of additional interests in existing subsidiaries of the Group.
Acquisition of subsidiaries
The following tables provide aggregated information for 12 acquisitions. No individual acquisition was material to the Group and hence the information is shown in aggregate.
A. Consideration paid/payable
| Half year to | Year to | |
|---|---|---|
| 31 Dec 2024 | 30 Jun 2024 | |
| $'m | $'m | |
| Cash | 79.4 | 297.6 |
| Consideration shares | 0.8 | 7.0 |
| Deemed consideration(i) | 2.4 | 15.0 |
| Deferred/contingent consideration(ii) | 10.7 | 130.6 |
| 93.3 | 450.2 |
Table notes
-
i. This amount represents the fair value of the original investments at the date the Group gained control of an entity which was previously an associate of the Group.
-
ii. Pursuant to the Share Purchase Agreements, some of the consideration will be settled based on future years’ actual financial performance and thus was recognised as deferred/contingent consideration by the Group. The deferred/contingent consideration is estimated based on a multiple of forecast revenue and/or earnings and discounted to present value where appropriate. Any variations at the time of settlement will be recognised as an expense or income in the consolidated statement of profit or loss and other comprehensive income. The deferred/contingent consideration shown above represents $10.7 million of deferred/contingent consideration for which the maximum payment is variable and not capped.
Steadfast Group Half Year Report 2025 31
Notes to the financial statements continued
B. Identifiable assets and liabilities acquired
| Half year to | Year to | |
|---|---|---|
| 31 Dec 2024 | 30 Jun 2024 | |
| $'m | $'m | |
| Cash and cash equivalents1 | 57.3 | 39.5 |
| Trade and other receivables2 | 12.8 | 11.3 |
| Identifiable intangibles3 | 22.6 | 101.4 |
| Property, plant and equipment | 0.6 | 0.9 |
| Right-of-use assets | 2.3 | 2.8 |
| Deferred tax assets | 1.2 | 2.4 |
| Other assets | 6.5 | 2.8 |
| Trade and other payables | (64.2) | (33.4) |
| Lease liabilities | (2.4) | (2.8) |
| Provisions | (0.5) | (2.8) |
| Income tax payable | (0.2) | (4.9) |
| Deferred tax liabilities | (7.2) | (31.5) |
| Other liabilities | (1.9) | (9.1) |
| Total identifiable net assets acquired | 26.9 | 76.6 |
1 Includes cash held on trust.
2 Trade receivables comprise contractual amounts and are expected to be fully recoverable.
3 Identifiable intangibles are measured at fair value by reference to a discounted cash flow model.
If new information obtained within one year from the acquisition date about facts and circumstances that existed at the acquisition date identifies adjustments to the above amounts, then the acquisition accounting will be revised. In the current financial period, there were no revisions relating to prior year acquisitions.
C. Goodwill on acquisition
| Half year to | Year to | |
|---|---|---|
| 31 Dec 2024 | 30 Jun 2024 | |
| $'m | $'m | |
| Total consideration paid/payable | 93.3 | 450.2 |
| Total identifiable net assets acquired | (26.9) | (76.6) |
| Gain on bargain purchase | 0.5 | - |
| Non-controlling interests | 0.5 | 13.7 |
| Goodwill on acquisition1 | 67.4 | 387.3 |
1 The majority of goodwill relates to acquired subsidiaries' ability to generate future profits with the skills and technical talent of their work force as well as the benefits from the combination of synergies. None of the goodwill recognised is expected to be deductible for tax purposes.
32 Steadfast Group Half Year Report 2025
D. Financial performance of acquired subsidiaries
The contribution to the financial performance of the Group by acquired subsidiaries for the period since acquisition is outlined in the table below.
| the table below. | |
|---|---|
| Half year to | |
| 31 Dec 2024 | |
| $'m | |
| Revenue | 8.7 |
| EBITA1 | 6.0 |
| NPAT | 4.3 |
1 The average EBITA multiple paid for all acquisitions in 1H25 was 10.1x.
If the acquisitions of subsidiaries had occurred on 1 July 2024, the Group's underlying revenue for the half year ended 31 December 2024 would have further increased by $27.3 million to $764.1 million, underlying EBITA would have further increased by $6.7 million to $269.1 million and underlying NPAT would have further increased by $3.9 million to $151.5 million.
E. Acquisition-related costs
The Group incurred acquisition-related costs of $2.1 million on legal, accounting and consulting with respect to acquisitions in the financial period. These costs have been included in 'Operating, brokers' support service and other expenses'. As the H.W. Wood and HWI France acqusitions were completed in early December there may be further acqusition-related costs to be recognised in 2H25.
F. Subsidiaries acquired
The table below outlines subsidiaries acquired during the half year ended 31 December 2024. Some acquisitions represent portfolio or business purchases by subsidiaries and are therefore not included in this table.
| Ownership | interest | ||
|---|---|---|---|
| 31 Dec 2024 | 30 Jun 2024 | ||
| Name of subsidiaries acquired | Table note | % | % |
| Arena Underwriting Pty Ltd | 100.00 | - | |
| Coastsure Group Holdings Pty Ltd | (i) | 77.10 | 30.80 |
| HWI France | 100.00 | - | |
| H.W. Wood Limited | 100.00 | - | |
| Mandurah Insurance Brokers Pty Ltd | 80.00 | - |
Table note
i. During the financial period, the Group acquired additional shares in Coastsure Group Holdings Pty Ltd (Coastsure). As a result, Coastsure, which was previously an associate, became a subsidiary of the Group. This entity was acquired through an existing Steadfast subsidiary.
Steadfast Group Half Year Report 2025 33
Notes to the financial statements continued
G. Deferred/contingent consideration reconciliation
The following table shows a reconciliation of movements in deferred consideration.
| Half year to | Year to | |
|---|---|---|
| 31 Dec 2024 | 30 Jun 2024 | |
| $'m | $'m | |
| Balance at the beginning of the financial period | 181.6 | 112.3 |
| Settlement of deferred/contingent consideration | (54.6) | (75.1) |
| Net gain in profit or loss on settlement or reassessment | (40.6) | (43.3) |
| Unwind of discount on fair value of deferred/contingent consideration | 7.4 | 8.8 |
| Additions from acquisitions in business combinations | 10.7 | 130.6 |
| Additions from step up investments | 6.3 | 1.6 |
| (Revaluations)/additions of put options over non-controlling interests | (0.3) | 36.0 |
| Additions from acquisitions of associates and joint ventures | 2.0 | 4.7 |
| Additions from acquisitions of identifiable intangibles and other assets | 0.4 | 6.0 |
| Balance at the end of the financial period | 112.9 | 181.6 |
| 31 Dec 2024 | 30 Jun 2024 | |
| Comprises: | $'m | $'m |
| Deferred/contingent consideration current: | ||
| Put options over non-controlling interests (cash)1 | 62.6 | 62.9 |
| Other | 34.0 | 58.3 |
| 96.6 | 121.2 | |
| Deferred/contingent consideration non-current: | ||
| Other | 16.3 | 60.4 |
| 16.3 | 60.4 | |
| Balance at the end of the financial period | 112.9 | 181.6 |
1 This deferred/contingent consideration will only be payable if the put option is exercised by the minority shareholder. If the option remains unexercised, the financial liability will be derecognised against equity through other reserves at the expiry date. The non-controlling interests in Sure Insurance also hold a put option over 20% of Sure Insurance, exercisable between 1 September 2026 and 31 October 2026, which will be satisfied with Steadfast scrip if exercised. Steadfast holds a call option over the same portion of the non-controlling interests. The options are recognised at fair value based on the accounting policy choice available in accordance with AASB 132 Financial Instruments: Presentation.
The balance of deferred/contingent consideration at the end of the financial period represents:
| 31 Dec 2024 | 30 Jun 2024 | |
|---|---|---|
| $'m | $'m | |
| Amount payable is variable and capped | 0.1 | 2.1 |
| Amount payable is variable and not capped | 89.2 | 163.5 |
| Amount payable is fixed | 23.6 | 16.0 |
| 112.9 | 181.6 |
34 Steadfast Group Half Year Report 2025
Note 11. Investments in associates and joint ventures
| Half year to | Year to | |
|---|---|---|
| 31 Dec 2024 | 30 Jun 2024 | |
| $'m | $'m | |
| Balance at the beginning of the financial period | 238.2 | 222.6 |
| Additions - cash | 6.1 | 18.7 |
| Additions - deferred/contingent consideration | 2.0 | 4.7 |
| Additions - non-cash | 1.4 | 8.4 |
| Step-up investment to subsidiaries | (1.0) | (13.1) |
| Disposals | (0.6) | (6.1) |
| 246.1 | 235.2 | |
| Share of EBITA from associates and joint ventures | 25.5 | 50.5 |
| Less share of: | ||
| Finance cost | (1.3) | (2.7) |
| Amortisation expense | (1.2) | (2.8) |
| Income tax expense | (5.2) | (9.7) |
| Share of associates and joint ventures' profit after income tax | 17.8 | 35.3 |
| Dividends received/receivable | (16.3) | (30.9) |
| Impairment expense | - | (1.4) |
| Net foreign exchange movements | (0.2) | - |
| Balance at the end of the financial period | 247.4 | 238.2 |
Note 12. Trade and other receivables
| 31 Dec 2024 | 30 Jun 2024 | |
|---|---|---|
| Trade and other receivables | $'m | $'m |
| Fee and commission receivable | 156.5 | 208.6 |
| Less: ECL | (6.4) | (6.0) |
| Net fee and commission receivable | 150.1 | 202.6 |
| Other receivables and accrued income | 118.1 | 136.9 |
| 268.2 | 339.5 | |
| 31 Dec 2024 | 30 Jun 2024 | |
| Premium funding receivables | $'m | $'m |
| Premium funding receivables | 832.7 | 777.0 |
| Less: ECL | (1.4) | (1.4) |
| 831.3 | 775.6 |
Steadfast Group Half Year Report 2025 35
Notes to the financial statements continued
Note 13. Contingencies
Contingent liabilities
Put options
The Group has granted options to various banks to enable them to put shares held by other shareholders in associates and controlled entities of the Group at fair value if the bank enforces its security over those shares. These have been granted in relation to shares held by other shareholders in associates and controlled entities over which the bank holds a security interest to secure indebtedness by those shareholders. The Group expects no material net exposure from this arrangement as the contingent liabilities have contingent assets (being rights to shares held by the relevant shareholders) of similar values.
Bank guarantee
In the normal course of business, certain controlled entities in the Group have provided security for bank guarantees principally in respect of their contractual obligations on commercial leases.
Legal, regulatory and other proceedings
Steadfast Group (including its subsidiaries and associates/joint ventures) may from time to time be involved in legal, regulatory and other proceedings and disputes arising from its businesses. These may cause Steadfast to incur significant costs, delays and other disruptions to its business and operations.
In addition, regulatory disputes may result in fines, payments, penalties and other administrative sanctions. Involvement in any such dispute may adversely impact the reputation and the financial position and performance of Steadfast. The Group continues to review any exposures as a result of heightened regulatory focus on the insurance industry, including pricing promises.
Other
In the normal course of business, the Group is also exposed to contingent liabilities (net of any recoveries) in relation to litigation arising out of its activities. The Group may also be exposed to the possibility of contingent liabilities in relation to litigation including but not limited to regulatory test cases and class actions, taxation and compliance matters which may result in legal or regulatory penalties and financial or non-financial losses and other impacts.
Note 14. Events after the reporting period
On 25 February 2025, the Board declared an interim dividend for FY25 of 7.8 cents per share, fully franked. The dividend will be paid on 27 March 2025. The Company's DRP will operate by purchasing ordinary shares on market. No discount will be applied. The last election notice for participation in the DRP in relation to this interim dividend is 5 March 2025.
36 Steadfast Group Half Year Report 2025
Note 15. Notes to the statement of cash flows
Reconciliation of profit after income tax to net cash from operating activities, for the half year ended 31 December 2024, is set out in the table below.
| 31 Dec 2024 | 31 Dec 2023 | |
|---|---|---|
| $'m | $'m | |
| Profit after income tax expense for the financial period | 126.8 | 119.6 |
| Adjustments for | ||
| Depreciation, amortisation and loss on disposal of property, plant and equipment | 51.3 | 47.0 |
| Share of profits of associates and joint ventures | (17.8) | (17.9) |
| Income tax paid | (87.7) | (91.5) |
| Dividends received from associates and joint ventures | 16.1 | 14.0 |
| Fair value loss/(gain) on listed investments | 12.1 | (4.7) |
| Net (gain)/loss from change in ownership in equity businesses and deferred/ | ||
| contingent consideration | (44.4) | 7.4 |
| Share-based payments and incentives accruals | (7.6) | (6.3) |
| Impairment expense | 43.6 | 0.4 |
| Interest income on loans | - | (0.9) |
| Capitalised interest on loans | 0.2 | 2.3 |
| Change in operating assets and liabilities | ||
| Decrease in trade and other receivables | 78.0 | 21.8 |
| Decrease in deferred tax assets | 11.3 | 3.1 |
| Increase in other assets | (14.7) | (15.6) |
| Decrease in trade and other payables | (37.4) | (140.0) |
| Increase in income tax payable | 67.9 | 58.1 |
| Decrease in deferred tax liabilities | (29.5) | (12.5) |
| Decrease in other liabilities | (0.1) | (0.1) |
| (Decrease)/increase in provisions | (3.8) | 1.5 |
| Net cash from/(used in) operating activities | 164.3 | (14.3) |
Steadfast Group Half Year Report 2025 37
Notes to the financial statements continued
Note 16. Related party transactions
A. Transactions with subsidiaries
All transactions that have occurred among the subsidiaries within the Group have been eliminated on consolidation.
B. Transactions with other related parties
The following transactions occurred with related parties during the half year ended 31 December 2024:
| Half year to | Half year to | |
|---|---|---|
| 31 Dec 2024 | 31 Dec 2023 | |
| $'000 | $'000 | |
| I. Sale of goods and services | ||
| Professional services fees received from associates and joint ventures on normal commercial terms | 121 | 116 |
| Commission income received/receivable from associates and joint ventures on normal | ||
| commercial terms | 148 | 176 |
| Professional service fees received by Directors' related entities on normal commercial terms | 19 | 19 |
| II. Payment for goods and services | ||
| Commission expense paid/payable to associates on normal commercial terms | 8,045 | 11,309 |
| Professional service fees paid to associates and joint ventures | 1,636 | 361 |
| III. Receivable from and payable to related parties | ||
| The following balances are outstanding at the reporting date in relation to transactions with | ||
| related parties: | ||
| a. Current receivables | ||
| Receivables from associates and joint ventures | 274 | 140 |
| Dividend receivable from associates and joint ventures | 360 | - |
| Trade receivables from Directors' related entities | 7 | 10 |
| b. Current payables | ||
| Payables to associates and joint ventures | 3,135 | 4,183 |
| IV. Loans to/from related parties | ||
| Loans to associates and joint ventures - current | 319 | 133 |
| Loans to associates and joint ventures - non-current | 4,336 | 5,730 |
38 Steadfast Group Half Year Report 2025
Note 17. Parent entity information
The financial information provided in the table below is only for Steadfast Group Limited, the parent entity of the Group.
A. Statement of comprehensive income
| A. Statement of comprehensive income | ||
|---|---|---|
| Half year to | Half year to | |
| 31 Dec 2024 | 31 Dec 2023 | |
| $'m | $'m | |
| Profit after income tax | 103.4 | 80.1 |
| Other comprehensive income | 0.4 | 2.0 |
| Total comprehensive income | 103.8 | 82.1 |
B. Statement of financial position
| B. Statement of financial position | ||
|---|---|---|
| 31 Dec 2024 | 31 Dec 2023 | |
| $'m | $'m | |
| Current assets | 258.5 | 418.9 |
| Total assets | 3,263.6 | 2,999.3 |
| Current liabilities | 27.8 | 30.3 |
| Total liabilities | 784.2 | 548.7 |
| Net assets | 2,479.4 | 2,450.6 |
| Total equity of the parent entity comprising: | ||
| Share capital | 2,293.3 | 2,293.3 |
| Share-based payments reserve | 8.7 | 8.8 |
| Retained earnings | 164.9 | 134.4 |
| Revaluation reserve | 12.1 | 12.1 |
| Other reserves | 0.4 | 2.0 |
| Total equity | 2,479.4 | 2,450.6 |
Steadfast Group Half Year Report 2025 39
Steadfast Group Limited Directors' declaration
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In the opinion of the Directors of Steadfast Group Limited (the Company):
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a. the consolidated financial statements and notes that are set out on pages 9 to 39 are in accordance with the Corporations Act 2001 , including:
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i. giving a true and fair view of the Group's financial position as at 31 December 2024 and of its performance for the six month period ended on that date; and
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ii. complying with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 ; and
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b. there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable.
Signed at Sydney on 25 February 2025 in accordance with a resolution of the Directors:
Frank O’Halloran AM
Chair
Robert Kelly AM Managing Director & CEO
40 Steadfast Group Half Year Report 2025
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Independent Auditor’s Review Report
To the shareholders of Steadfast Group Limited
Conclusion
We have reviewed the accompanying Half-year Financial Report of Steadfast Group Limited.
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 Steadfast Group Limited does not comply with the Corporations Act 2001 , including:
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giving a true and fair view of the Group’s financial position as at 31 December 2024 and of its performance for the Half-year ended on that date; and
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complying with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .
The Half-year Financial Report comprises:
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Consolidated statement of financial position as at 31 December 2024;
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Consolidated statement of profit or loss and other comprehensive income, Consolidated statement of changes in equity and Consolidated statement of cash flows for the Half-year ended on that date;
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Notes 1 to 17 including selected explanatory notes; and
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The Directors’ Declaration.
The Group comprises Steadfast Group Limited (the Company) and the entities it controlled at the Half year’s end or from time to time during the Half-year.
Basis for Conclusion
We conducted our review in accordance with ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity . Our responsibilities are further described in the Auditor’s Responsibilities for the Review of the Financial Report section of our report.
We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the annual financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with these requirements.
Responsibilities of the Directors for the Half-year Financial Report
The Directors of the Company are responsible for:
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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
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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.
KPMG, an Australian partnership and a member firm of the KPMG global organisation of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. All rights reserved. The KPMG name and logo are trademarks used under license by the independent member firms of the KPMG global organisation. Liability limited by a scheme approved under Professional Standards Legislation.
Steadfast Group Half Year Report 2025 41
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Auditor’s Responsibilities for the Review of the Half-year Financial Report
Our responsibility is to express a conclusion on the Half-year Financial Report based on our review. ASRE 2410 requires us to conclude whether we have become aware of any matter that makes us believe that the Half-year Financial Report does not comply with the Corporations Act 2001 including giving a true and fair view of the Group’s financial position as at 31 December 2024 and its performance for the Half-Year ended on that date, and complying with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .
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.
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KPMG
David Kells Partner
Sydney 25 February 2025
42 Steadfast Group Half Year Report 2025
Glossary of terms
| Term | Explanation |
|---|---|
| CGU | Cash-generating unit |
| DRP | Dividend Reinvestment Plan |
| Earnings before interest (including premium funding interest income and expense), tax and | |
| EBITA | amortisation. To ensure comparability, underlying EBITA also deducts the interest expense |
| on lease liabilities and depreciation of right-of-use assets | |
| ECL | Expected credit loss |
| EPS | Earnings per share |
| EPS (NPAT) | Earnings per share that reference NPAT |
| Equity brokers | An insurance broker that is a member of the Steadfast Network, where Steadfast holds an equity interest |
| FY | Financial Year |
| Group | Steadfast Group Limited (ABN 98 073 659 677, AFSL 254928) and its controlled entities, associates and joint ventures |
| GWP | Gross written premium – the amount paid by customers for insurance policies excluding taxes and levies |
| Hubbing | The merger of two or more insurance intermediary businesses |
| IFRS | International Financial Reporting Standards |
| KMP | Key management personnel |
| NCI | Non-controlling interests |
| Network | The collective reference to the distribution network that comprises all Steadfast Network brokers |
| Network broker | An insurance broker who is a member of the Steadfast Network |
| Non-trading items | Includes revenue and/or expense items that are typically one-off in nature and are not reflective of the Group’s normal operating activities |
| NPAT | Net profit after tax |
| NPATA | Net profit after tax (post non-controlling interests) adjusted for amortisation of customer relationships |
| Rebate | An annual payment made to Steadfast Network brokers, at the discretion of the Board |
| Statutory NPAT | Statutory net profit after tax attributable to shareholders |
| Strategic partner | Preferred product partners underwriting or arranging the general insurance policies and premium funding products which are placed by Steadfast Network brokers |
| Trapped Capital | A project initiated by the Group to offer Network members the ability to sell equity in their business to the Group |
| Underlying earnings | Underlying earnings refers to statutory earnings adjusted for non-trading items |
| Underlying NPAT | Underlying NPAT refers to statutory NPAT adjusted for non-trading items |
| Underwriting agency | Underwriting agencies act on behalf of general insurers to design, develop and provide specialised insurance products and services for specific market segments |
| Warehouse Trust | A Warehouse Trust is a secured lending facility whereby the collateral is a pool of loans receivable rather than an individual property or asset |
Steadfast Group Half Year Report 2025 43
Corporate directory
Directors
Frank O’Halloran AM (Chair) Robert Kelly AM (Managing Director & CEO) Vicki Allen Andrew Bloore Joan Cleary Gai McGrath Greg Rynenberg
Company secretary
Duncan Ramsay
Corporate Office
Steadfast Group Limited Level 4, 99 Bathurst Street Sydney NSW 2000
Postal Address
PO Box A980 Sydney South NSW 1235
P 02 9495 6500 E [email protected] W steadfast.com.au
ACN 073 659 677
Share registry
Link Market Services Level 12, 680 George Street Sydney NSW 2000
Postal Address
Locked Bag A14 Sydney South NSW 1235
P 1300 554 474 E [email protected]
Stock Listing
Steadfast Group Limited ordinary shares are listed on the Australian Securities Exchange (ASX code: SDF).
44 Steadfast Group Half Year Report 2025