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WAM ACTIVE LIMITED — Annual Report 2012
Aug 9, 2012
66032_rns_2012-08-09_93256078-5cfd-45f7-b76c-79d835c41315.pdf
Annual Report
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WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
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APPENDIX 4E PRELIMINARY FINAL REPORT FOR THE YEAR ENDED 30 JUNE 2012
RESULTS FOR ANNOUNCEMENT TO THE MARKET All comparisons to the year ended 30 June 2011
| $ | Up/Down | % mvmt | ||
|---|---|---|---|---|
| Revenue from ordinary activities | 1,148,231 | Down |
-47.0% | |
| Profit from ordinary activities before income tax | ||||
| expense attributable to members | 322,300 | Down | -71.8% | |
| Net profit after income tax expense for the year | ||||
| attributable to members | 394,535 | Down | -67.3% | |
| Net profit for the period attributable to members | 394,535 | Down | -67.3% | |
| Franked | ||||
| Cents per | amount per |
Tax rate for | ||
| Dividend Information | share | share | franking | |
| Interim dividend cents per share | 4.5 | 4.5 | 30% | |
| Final dividend cents per share | 4.5 | 4.5 | 30% | |
| Final dividend dates | ||||
| Ex dividend date | 8 October 2012 | |||
| Record date | 12 October 2012 | |||
| Payment date | 19 October 2012 | |||
| The Dividend Reinvestment Plan is in operation | and the recommended fully franked final dividend of 4.5 | |||
| cents per share qualified. Participating shareholders will be entitled | to be allotted the | number of shares | ||
| (rounded to the nearest whole number) which the cash dividend would purchase at | the relevant issue | |||
| price. The relevant issue price will be at a 2.5% | discount to the price (calculated as the | weighted average | ||
| market price of shares sold on the ASX on the books closing date (i.e. record date) | for the relevant | |||
| dividend and the 3 trading days preceding that date. To participate in the dividend reinvestment plan, | ||||
| shareholders must return DRP election forms to our share registrar no | later than record date. |
| 30 June 12 | 30 June 11 | |
|---|---|---|
| Net tangible asset backing (centsper share) | 106.47c | 112.67c |
| This report is based on the Financial Report which is in the process of being audited. All the | documents | |
| comprise the information required by Listing Rule 4.3A. |
1
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2012
| Note Proceeds from sale of investments Cost of investments sold Realised (losses)/gains on financial assets Unrealised gains/(losses) on financial assets Other revenue from operating activities 2 Performance fees Management fees Directors fees Custody fees ASX listing and chess fees Share registry fees Brokerage expense on share purchases Option issue expenses Other expenses from ordinary activities Profit before income tax Income tax benefit 3(a) Profit attributable to members of the Company 12 Other comprehensive income Other comprehensive income for the year, net of tax Total comprehensive income for the year Basic earnings per share 15 |
2012 $ 57,904,913 (58,655,083) (750,170) 578,854 1,319,547 (116,982) (182,424) (71,000) (50,320) (30,568) (24,933) (178,650) (36,836) (134,218) 322,300 72,235 394,535 - 394,535 2.44 cents |
2011 $ 58,504,927 (58,107,167) |
|---|---|---|
| 397,760 (253,391) 2,021,956 (298,859) (191,674) (92,000) (69,765) (30,069) (26,972) (169,287) - (144,347) |
||
| 1,143,352 62,089 |
||
| 1,205,441 | ||
| - 1,205,441 |
||
| 7.64 cents |
The accompanying notes form part of these financial statements.
2
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2012
| Note Assets Cash and cash equivalents 13 Trade and other receivables 6 Financial assets 7 Deferred tax assets 3(c) Total Assets Liabilities Financial liabilities 8 Trade and other payables 9 Deferred tax liabilities 3(e) Total Liabilities Net Assets Equity Issued capital 10(a) Reserves 11 Retained earnings 12 Total Equity |
2012 $ 9,569,918 836,698 8,826,054 293,181 19,525,851 502,082 1,367,861 253,902 2,123,845 17,402,006 16,195,624 1,331,155 (124,773) 17,402,006 |
2011 $ 10,732,711 1,087,172 7,271,171 83,701 |
|---|---|---|
| 19,174,755 | ||
| 162,104 764,696 116,658 |
||
| 1,043,458 | ||
| 18,131,297 | ||
| 15,948,854 2,009,070 173,373 |
||
| 18,131,297 |
The accompanying notes form part of these financial statements.
3
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2012
| Note Total equity as at 1 July Profit for the year attributable to members of the Company 12 Shares issued via DRP during the year 10(b) Shares issued via exercise of options during the year 10(d) Dividends paid 4(a) Total equity as at 30 June attributable to members of the Company |
2012 $ 18,131,297 394,535 246,770 - (1,370,596) 17,402,006 |
2011 $ 17,519,848 1,205,441 182,420 329,236 (1,105,648) |
|---|---|---|
| 18,131,297 |
The accompanying notes form part of these financial statements.
4
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2012
| Note Cash flows from Operating Activities Dividends and trust distributions received Interest received Other investment income received Investment management fees (inclusive of GST) Investment performance fees (inclusive of GST) Brokerage expense on share purchases (inclusive of GST) Payments for administration expenses (inclusive of GST) GST on brokerage expense on share sales Net GST received from the ATO Income tax refund/(paid) Net cash provided by operating activities 14 Cash flows from Investing Activities Proceeds from sale of investments Payments for purchase of investments Net cash used in investing activities Cash Flows from Financing Activities Dividends paid – net of reinvestment Proceeds from option exercise Net cash used in financing activities Net decrease in cash and cash equivalents held Cash and cash equivalents at beginning of financial year Cash and cash equivalents at end of financial year 13 |
2012 $ 661,218 480,473 157,659 (164,236) (320,726) (192,558) (286,954) (10,798) 71,954 17,697 413,729 58,140,447 (58,593,143) (452,696) (1,123,826) - (1,123,826) (1,162,793) 10,732,711 9,569,918 |
2011 $ 1,415,834 557,819 74,960 (206,063) (715,175) (181,674) (406,721) (13,090) 99,381 (546,113) |
|---|---|---|
| 79,158 | ||
| 60,349,009 (61,481,015) |
||
| (1,132,006) | ||
| (923,228) 329,236 |
||
| (593,992) | ||
| (1,646,840) 12,379,551 |
||
| 10,732,711 |
The accompanying notes form part of these financial statements.
5
WAM ACTIVE LIMITED A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
1. Statement of Significant Accounting Policies
Basis of Preparation
The financial statements are general purpose financial statements that have been prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001 .
WAM Active Limited is a listed public company, incorporated and domiciled in Australia.
Australian Accounting Standards set out accounting policies that the Australian Accounting Standards Board has concluded would result in financial statements containing relevant and reliable information about transactions, events and conditions. Compliance with Australian Accounting Standards ensures the financial statements and notes also comply with International Financial Reporting Standards. Material accounting policies adopted in the preparation of these financial statements are presented below. They have been consistently applied unless otherwise stated.
The financial statements have been prepared on an accruals basis and are based on historical costs with the exception of financial assets and certain other financial assets and liabilities which have been measured at fair value.
a) Financial Instruments
- i. Initial Recognition and Measurement
Financial assets and financial liabilities are recognised when the entity becomes a party to the contractual provisions of the instrument. Trade date accounting is adopted for financial assets that are delivered within timeframes established by market convention. Trade date is the date on which the Company commits to purchase or sell the assets.
Financial instruments are initially measured at fair value. Transaction costs related to instruments classified “at fair value through profit or loss” are expensed to the Statement of Comprehensive Income immediately. Financial instruments are classified and measured as set out below.
- ii. Classification and Subsequent Measurement Investments consist of shares in publicly listed and unlisted companies, exchange traded call and put options and investments in fixed interest securities.
It is considered that the information needs of shareholders in a company of this type are better met by stating investments at fair value rather than historical cost and by presenting the Statement of Financial Position on a liquidity basis.
The Company may short sell securities in anticipation of a decline in the market value of that security, or it may short sell securities for various arbitrage transactions. Short sales or borrowed stock are classified as a financial liability and are revalued to fair value through the Statement of Comprehensive Income.
6
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
1. Statement of Significant Accounting Policies (cont’d)
a) Financial Instruments (cont’d)
- iii. Financial Assets At Fair Value through Profit or Loss
Financial assets are classified “at fair value through the profit or loss” when they are held for trading for the purpose of short term profit taking. Realised and unrealised gains and losses arising from changes in fair value are included in the Statement of Comprehensive Income in the period in which they arise.
- iv. Financial Liabilities
Borrowed stock is classified “at fair value through profit or loss”. Realised and unrealised gains and losses arising from changes in fair value are included in the Income Statement period in which they arise.
- v. Fair Value
Fair value is determined based on current market prices for all quoted investments. Valuation techniques are applied to determine the fair value for all unlisted securities, including recent arm’s length transactions and reference to similar instruments.
- vi. Derecognition
Financial assets are derecognised where the contractual rights to receipt of cash flows expires or the asset is transferred to another party, whereby the Company no longer has any significant continuing involvement in the risks and benefits associated with the asset. Financial liabilities are derecognised where the related obligations are either discharged, cancelled or expire. The difference between the carrying value of the financial liability extinguished or transferred to another party and the fair value of consideration paid, including the transfer of non-cash assets or liabilities assumed, is recognised in the Statement of Comprehensive Income.
b) Income Tax
The charge of current income tax expense is based on the profit for the year adjusted for any nonassessable or disallowed items. It is calculated using the tax rates that have been enacted or are substantially enacted by the end of the current financial year. Current tax liabilities (assets) are measured at the amounts expected to be paid to (recovered from) the relevant taxation authority.
Deferred tax is accounted for using the Statement of Financial Position liability method in respect of temporary difference arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements.
No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss.
Deferred tax is calculated at the tax rates that are expected to apply to the period when the asset is realised or liability is settled. Deferred tax is credited in the Statement of Comprehensive Income except where it relates to items that may be credited directly to equity, in which case the deferred tax is adjusted directly against equity.
Deferred tax assets relating to temporary differences and unused tax losses are recognised, to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised.
.
7
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
1. Statement of Significant Accounting Policies (cont’d)
- b) Income Tax (cont’d)
Current tax assets and liabilities are offset only where a legally enforceable right of set-off exists and it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur. Deferred tax assets and liabilities are only offset where a legally enforceable right of set-off exists, the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur in future periods in which significant amounts of deferred tax assets or liabilities are expected to be recovered or settled.
- c) Cash and Cash Equivalents
Cash and cash equivalents include cash on hand, at call deposits with banks or financial institutions and other fixed interest securities maturing within three months or less.
d) Revenue and Other Income Interest revenue is recognised using the effective interest rate method, which, for floating rate financial assets, is the rate inherent in the instrument. Dividend revenue is recognised when the right to receive a dividend has been established. All revenue is stated net of the amount of goods and services tax (GST).
- e) Trade and Other Receivables
Trade and other receivables are non-derivative financial assets and are initially recognised at fair value. They are subsequently stated at their amortised cost less the provision for impairment losses [refer Note 1(g)].
- f) Trade and Other Payables
Trade and other payables are non-derivative financial liabilities and are stated at their amortised cost.
- g) Impairment of Assets
At each reporting date, the Company reviews the carrying values of its tangible assets to determine whether there is any indication that those assets may be impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expensed to the Statement of Comprehensive Income.
h) Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of GST, except where the amount of the GST incurred is not recoverable from the Australian Taxation Office (ATO). In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense.
Receivables and payables are stated inclusive of GST. The net amount of GST recoverable from, or payable to, the ATO is included as an asset or liability in the Statement of Financial Position.
Cash flows are presented in the Statement of Cash Flows on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows.
i) Comparative Figures When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year.
.
8
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
1. Statement of Significant Accounting Policies (cont’d)
j) Critical Accounting Estimates and Judgements
The Directors evaluate estimates and judgements incorporated into the financial report based on historical knowledge and the best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data.
There are no estimates or judgements that have a material impact on the financial results of the Company for the year ended 30 June 2012.
k) Profits Reserve
The profits reserve is made up of amounts allocated from retained earnings that are preserved for future dividend payments.
l) New Standards and Interpretations not yet Adopted
The Australian Accounting Standards Board has issued a number of new and amended Accounting Standards that have mandatory application dates for future reporting periods, some of which are relevant to the Company. The Company has decided not to adopt any of the new and amended pronouncements. The new and amended pronouncements that are assessed as being relevant to the Company in future reporting periods are AASB 9: Financial Instruments and AASB 2010-7: Amendments to Australian Accounting Standards arising from AASB 9 and AASB 13: Fair Value Measurement and AASB 2011-8: Amendments to Australian Accounting Standards arising from AASB 13. These standards do not materially impact the Company.
2. Other Revenue
| 2. Other Revenue Australian sourced dividends Interest Trust distributions Underwriting fees Loss from options trading |
2012 $ 666,887 498,280 152,332 2,048 - 1,319,547 |
2011 $ 1,402,016 545,909 74,065 17,217 (17,251) |
|---|---|---|
| 2,021,956 |
3. Taxation
a) Income Tax (Benefit)/Expense
The prima facie tax on profit from ordinary activities before income tax is reconciled to the income tax (benefit)/expense as follows:
| Prima facie tax payable on profit from ordinary activities before income tax at 30% (2011: 30%) Imputation credit gross up Franking credit offset Other non-assessable items |
2012 $ 96,690 74,309 (243,234) - (72,235) |
2011 $ 343,005 177,875 (592,917) 9,948 |
|---|---|---|
| (62,089) |
.
9
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
| 3. Taxation (cont’d) b) Income Tax (Benefit)/Expense (cont’d) Total income tax (benefit)/expense results in a: Current tax asset Deferred tax liability Deferred tax asset c) Deferred Tax Assets Tax losses Provisions Option Issue costs Capitalised float costs Capitalised legal fees Movement in deferred tax assets Balance at the beginning of the year Transfer tax losses from current tax liability Credited to the Statement of Comprehensive Income Under provision in prior period At reporting date d) Current Tax Liabilities Balance at the beginning of the year Current year income tax (benefit)/expense on operating profit Net income tax paid Income tax refund due Transfer tax losses to deferred tax asset At reporting date e) Deferred Tax liabilities Fair value adjustments Income provisions |
2012 $ (215,973) 137,244 6,494 (72,235) 2012 $ 275,957 7,342 8,841 - 1,041 293,181 83,701 215,973 (6,494) 1 293,181 2012 $ - (215,973) - - 215,973 - 2012 $ 229,267 24,635 253,902 |
2011 $ (59,983) (15,445) 13,339 |
|---|---|---|
| (62,089) | ||
| 2011 $ 59,983 7,920 - 14,313 1,485 |
||
| 83,701 | ||
| 37,057 59,983 (13,339) - |
||
| 83,701 | ||
| 2011 $ 528,415 (59,983) (546,113) 17,698 59,983 |
||
| - | ||
| 2011 $ 98,347 18,311 |
||
| 116,658 |
.
10
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
3. Taxation (cont’d)
e) Deferred Tax liabilities (cont’d)
| Movement in deferred tax liabilities Balance at the beginning of the year Credited to the Statement of Comprehensive Income At reporting date 4. Dividends a) Ordinary Dividends Paid during the Year Final Dividend FY2011: 4.0 cents per share fully franked at 30% tax rate paid 30 September 2011 (Final dividend FY2010: 3.0 cents per share fully franked) Interim Dividend FY2012: 4.5 cents per share fully franked at 30% tax rate paid 24 April 2012 (Interim dividend FY2011: 4.0 cents per share fully franked) Dividends paid by the Company b) Dividends not recognised at Year End In addition to the above dividends, since the end of the year, the Directors have declared the following dividend which has not been recognised as a liability at the end of the financial year: Final dividend for the year ended 30 June 2012 of 4.5 cents per share fully franked at 30% tax rate payable 19 October 2012. c) Dividend Franking Account Balance of franking account at year end adjusted for franking credits, arising from payment of provision for income tax and dividends recognised as receivables and franking credits that may be prevented from distribution in subsequent financial years. Subsequent to the reporting period, the franking account would be reduced by the proposed dividend disclosed in b) above as follows: |
2012 $ 116,658 137,244 253,902 2012 $ 642,666 727,930 1,370,596 733,948 478,290 (314,549) 163,741 |
2011 $ 132,103 (15,445) |
|---|---|---|
| 116,658 | ||
| 2011 $ 468,281 637,367 |
||
| 1,105,648 | ||
| 642,666 | ||
| 840,152 (275,428) |
||
| 564,724 |
The Company’s ability to continue to pay franked dividends is dependent upon the receipt of franked dividends from investments and the Company paying tax.
The balance of the franking account does not include the tax to be paid on unrealised investment gains and accrued income currently recognised as a deferred tax liability of $253,902 (2011: $116,658).
.
11
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
5. Auditor’s remuneration
| Remuneration of the auditor of the Company for: Auditing or reviewing the financial report Other services provided by a related practice of the auditor: Taxation Services |
2012 $ 32,012 3,300 35,312 |
2011 $ 30,849 11,539 |
|---|---|---|
| 42,388 |
The Company’s Audit & Risk Committee oversees the relationship with the Company’s external auditors. The Audit & Risk Committee reviews the scope of the audit and review and the proposed fee. It also reviews the cost and scope of other audit related tax compliance services provided by a related entity of the audit firm, to ensure that they do not compromise independence.
6. Trade and Other Receivables
| Outstanding settlements Income receivable GST receivable Tax refund |
2012 $ 690,590 126,932 19,176 - 836,698 |
2011 $ 926,124 106,735 36,615 17,698 |
|---|---|---|
| 1,087,172 |
Outstanding settlements are on the terms of operating in the securities industry. These are non-interest bearing and require the settlement within three days of the date of a transaction. Income receivable relates to interest, sub-underwriting fees, dividend, and trust distributions receivable at the end of the reporting period.
7. Financial Assets
| Listed investments at fair value Unlisted investments at fair value Unlisted investments at cost 8. Financial Liabilities Borrowed stock |
2012 $ 7,976,700 580,254 269,100 8,826,054 2012 $ 502,082 |
2011 $ 7,197,804 - 73,367 |
|---|---|---|
| 7,271,171 | ||
| 2011 $ 162,104 |
Borrowed stock is carried at fair value. The Company provides cash collateral backing of 105% of the fair value of the borrowed stock to the stock lender. The level of borrowed stock plus other borrowings cannot exceed 50% of the gross value of the Portfolio of the Company as outlined in the Company’s Management Agreement.
.
12
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
9. Trade and Other Payables
| Outstanding settlements Management fee payable Performance fee payable Sundry payables |
2012 $ 2011 $ 1,070,438 372,447 48,497 16,960 125,542 320,726 123,384 54,563 1,367,861 764,696 |
|---|---|
Outstanding settlements are on the terms operating in the securities industry. These do not incur interest and require settlement within three days of the date of the transaction. Sundry creditors are settled within the terms of payment offered. No interest is applicable on these accounts.
10. Issued Capital
| a) Paid-up Capital 16,309,945 ordinary shares fully paid (2011: 16,066,653) b) Ordinary Shares Balance at the beginning of the year 109,560 ordinary shares issued on 30 September 2011 under a dividend reinvestment plan 133,732 ordinary shares issued on 24 April 2012 under a dividend reinvestment plan 286,292 ordinary shares issued from the exercise of options allotted July 2010 to June 2011 exercise price $1.15 73,481 ordinary shares issued on 24 September 2010 under a dividend reinvestment plan 102,072 ordinary shares issued on 31 March 2011 under a dividend reinvestment plan At reporting date |
2012 $ 16,195,624 15,948,854 107,057 139,713 - - - 16,195,624 |
2011 $ 15,948,854 |
|---|---|---|
| 15,437,198 - - 329,236 76,319 106,101 |
||
| 15,948,854 |
Holders of ordinary shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at shareholder meetings; otherwise each member present at a meeting or by proxy has one vote on a show of hands. In the event of the winding up of the Company, ordinary shareholders rank after creditors and share in any proceeds on winding up in proportion to the number of shares held.
.
13
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
10 . Issued Capital (cont’d)
c) Capital Management
The Board manages the Company’s capital by regularly reviewing the most efficient manner by which the Company employs its capital. At the core of this management is the belief that shareholder value should be preserved. Shareholder value will be preserved through the management of the level of distributions to shareholders, share and options issues as well as the use of share buy-backs. These capital management initiatives will be used when deemed appropriate by the Board.
d) Options
During the year to 30 June 2012, the Company issued 16,309,945 options to acquire fully paid ordinary shares exercisable at $1.08 per option. The options were allotted on the 25 June 2012 and are listed on the Australian Securities Exchange (ASX Code: WAAO). As at the 30 June 2012, no options had been exercised. The options are due to expire on 12 December 2013.
11. Reserves
| 11. Reserves | ||
|---|---|---|
| 2012 | 2011 | |
| $ | $ | |
| Profits Reserve | 1,331,155 | 2,009,070 |
| The profits reserve details an amount preserved for future dividend payments as outlined in accounting | ||
| policy Note 1(k). | ||
| Movement in Profits Reserve | 2012 | 2011 |
| $ | $ | |
| Balance at the beginning of the year | 2,009,070 | - |
| Transfer from retained earnings | 692,681 | 2,009,070 |
| Final dividend FY2011 paid (refer to note 4a) | (642,666) | - |
| Interim dividend FY2012 paid (refer to note 4a) | (727,930) | - |
| At reporting date | 1,331,155 | 2,009,070 |
| 12. Retained Earnings | ||
| 2012 | 2011 | |
| $ | $ | |
| Balance at the beginning of the year | 173,373 | 2,082,650 |
| Transfer to profits reserve | (692,681) | (2,009,070) |
| Profit for the year attributable to members of the Company | 394,535 | 1,205,441 |
| Dividends paid (refer Note 4a) | - | (1,105,648) |
| At reporting date | (124,773) | 173,373 |
.
14
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
13. Cash and Cash Equivalents
Cash as at the end of the financial year as shown in the Statement of Cash Flows is reconciled to the related items in the Statement of Financial Position as follows:
| Cash at bank and on hand Fixed interest securities |
2012 $ 1,858,378 7,711,540 9,569,918 |
2011 $ 1,559,286 9,173,425 |
|---|---|---|
| 10,732,711 |
The weighted average interest rate for cash and fixed interest securities as at 30 June 2012 is 5.05% (2011: 5.90%). The fixed interest securities have an average maturity of 59 days (2011: 118 days). The majority of fixed interest securities are invested with institutions that have a Standard & Poor’s A-1+ rating. The fixed interest securities include the cash collateral for the borrowed stock (refer Note 8).
14. Cash Flow Information
| 14. Cash Flow Information | ||
|---|---|---|
| Reconciliation of Operating Profit after Income Tax: Cash Flow from operations after income tax (Less)/add items classified as investing/financing activities: Realised gains/(losses) on sale of investments Add non-cash items: Unrealised gains/(losses) on investments Changes in assets and liabilities: (Increase)/decrease in receivables Decrease in deferred tax assets Decrease in payables Decrease in current tax liabilities Increase/(decrease) in deferred tax liabilities Cash flow from operating activities 15. Earnings Per Share Profit after income tax used in the calculation of basic earnings per share Weighted average number of ordinary shares outstanding during the year used in calculating basic earnings per share |
2012 $ 394,535 750,170 (578,854) (2,758) 6,494 (94,826) (198,276) 137,244 413,729 2012 $ 394,535 No. 16,185,458 |
2011 $ 1,205,441 (397,760) 253,391 54,656 13,339 (428,369) (606,096) (15,444) |
| 79,158 | ||
| 2011 $ 1,205,441 |
||
| No. 15,768,986 |
.
15
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
16. Financial Risk Management
The Company’s financial instruments consist of listed and unlisted investments, trade receivables, trade payables and borrowed stock. The risks exposed to through these financial instruments are discussed below and include credit risk, liquidity risk and market risk consisting of interest rate risk and other price risk. There have been no substantive changes in the types of risks the Company is exposed to, how these risks arise, or the Board’s objective, policies and processes for managing or measuring the risks from the previous period.
Under delegation from the Board, the Manager has the responsibility for assessing and monitoring the financial market risk of the Company. The Manager monitors these risks daily. On a formal basis the investment team meet on a weekly basis to monitor and manage the below risks as appropriate.
a) Credit Risk
Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge a contracted obligation. The Manager monitors the credit worthiness of counterparties on an ongoing basis and evaluates the credit quality of all new counterparties before engaging them.
The maximum exposure to credit risk on financial assets, excluding investments, of the Company which have been recognised on the Statement of Financial Position, is the carrying amount net of any provision for impairment of those assets.
The Manager is responsible for ensuring there is appropriate diversification across counterparties and that they are of a sufficient quality rating. The Manager is satisfied that the counterparties are of sufficient quality and diversity to minimise any individual counterparty credit risk. The majority of the Company’s receivables arise from unsettled trades at year end which are settled three days after trade date. Engaging with counterparties via the Australian Securities Exchange facilitates the Company in both mitigating and managing its credit risk.
Credit risk is not considered to be a major risk to the Company as any cash held by the Company or in its portfolios are invested with financial institutions that have a Standard and Poor’s short rating of A-1+ and long term rating of AA-. Also the majority of maturities are within two months.
None of the assets exposed to credit risk are overdue or considered to be impaired.
b) Liquidity Risk
Liquidity risk represents the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities.
The Company’s major cash payments are the purchase of securities and dividends paid to shareholders, the levels of which are managed by the Board and the Manager.
The Company’s cash receipts depend upon the level of sales of securities, dividends and interest received and the exercise of Company options that may be on issue from time to time.
The Manager monitors the Company’s cash-flow requirements daily by reference to known sales and purchases of securities, dividends and interest to be paid or received. Should these decrease by a material amount the Company can alter its cash outflows as appropriate. The Company also holds a portion of its portfolio in cash and fixed interest securities sufficient to ensure that it has cash readily available to meet all payments. Furthermore the assets of the Company are largely in the form of tradeable securities which if liquidity is available, can be sold on market if necessary.
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16
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
16. Financial Risk Management (cont’d)
b) Liquidity Risk (cont’d)
The following table analyses the Company’s liabilities in relevant maturity groupings based on the remaining period to the earliest possible contractual maturity date to the year end date. The amounts in the following table are contractual undiscounted cash flows.
| 30 June 2012 Financial liabilities Trade and other payables Deferred tax liabilities Total Liabilities 30 June 2011 Financial liabilities Trade and other payables Deferred tax liabilities Total Liabilities |
>1 month $ <1 months $ Total $ - 502,082 502,082 - 1,367,861 1,367,861 253,902 - 253,902 |
|---|---|
| 253,902 1,869,943 2,123,845 |
|
| >1 month $ <1 months $ Total $ - 162,104 162,104 - 764,696 764,696 116,658 - 116,658 |
|
| 116,658 926,800 1,043,458 |
c) Market Risk
Market risk is the risk that changes in market prices, such as interest rates and other market prices will affect the fair value or future cash flows of the Company’s financial instruments.
By its nature, as a listed investment company that invests in tradeable securities, the Company will always be subject to market risk as it invests its capital in securities which are not risk free as the market price of these securities can fluctuate.
(i) Interest Rate Risk
The Company’s interest bearing financial assets expose it to risks associated with the effects of fluctuations in the prevailing level of market interest rates on its financial position and cash flows. The Company however is not materially exposed to interest rate risk as the majority of its fixed interest securities mature within two months. As the Company’s exposure to interest rate risk is not significant, interest rate sensitivities have not been performed.
.
17
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
16. Financial Risk Management (cont’d)
(i) Interest Rate Risk (cont’d)
As at 30 June 2012, the Company’s exposure to interest rate risk and the effective weighted average interest rate is set out in the following table:
| 30 June 2012 Weighted average interest rate (% pa) Assets Cash and cash equivalents 5.05% Trade and other receivables Financial assets Deferred tax assets Total Liabilities Financial liabilities Trade and other payables Deferred tax liabilities Total |
Interest bearing $ Non-interest bearing $ Total $ 9,569,918 - 9,569,918 - 836,698 836,698 - 8,826,054 8,826,054 - 293,181 293,181 |
|---|---|
| 9,569,918 9,955,933 19,525,851 |
|
| - 502,082 502,082 - 1,367,861 1,367,861 - 253,902 253,902 |
|
| - 2,123,845 2,123,845 |
As at 30 June 2011, the Company’s exposure to interest rate risk and the effective weighted average interest rate is set out in the following table:
| 30 June 2011 Weighted average interest rate (% pa) Assets Cash and cash equivalents 5.90% Trade and other receivables Financial assets Deferred tax assets Total Liabilities Financial liabilities Trade and other payables Deferred tax liabilities Total |
Interest bearing $ Non-interest bearing $ Total $ $ 10,732,711 - 10,732,711 - 1,087,172 1,087,172 - 7,271,171 7,271,171 - 83,701 83,701 |
|---|---|
| 10,732,711 8,442,044 19,174,755 |
|
| - 162,104 162,104 - 764,696 764,696 - 116,658 116,658 |
|
| - 1,043,458 1,043,458 |
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18
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
16. Financial Risk Management (cont’d)
(ii) Other Market Price Risk
Other market price risk is the risk that the value of an instrument will fluctuate as a result of changes in market prices, whether caused by factors specific to an individual investment, its issuer or all factors affecting all instruments traded in the market.
As the majority of the Company’s investments are carried at fair value with fair value changes recognised in the income statement, all changes in market conditions will directly affect net investment income.
The Manager seeks to manage and reduce the market risk of the Company by diversification of the investment portfolio across numerous stocks and multiple industry sectors. The relative weightings of the individual securities and market sectors are reviewed daily and the risk managed on a daily basis. The Company does not have set parameters as to a minimum or maximum amount of the portfolio that can be invested in a single company or sector.
The Company’s industry sector weighting of the gross assets as at 30 June is as below:
| Industry Sector Financials Industrials Utilities Materials Consumer Staples Consumer Discretionary Telecommunication Services Health Care Information Technology Energy |
2012 2011 20.4% 13.0% 11.7% 3.2% 4.8% 0.0% 3.6% 2.5% 2.9% 2.1% 2.8% 6.8% 1.8% 2.9% 1.6% 5.6% 0.3% 2.9% 0.0% 0.4% |
|---|---|
| 49.9% 39.4% |
Securities representing over 5 per cent of the gross assets at 30 June were:
| Company Name | 2012 (%) |
|---|---|
| N/A | N/A |
| Company Name | 2011 (%) |
| Signature Capital Investments Limited (SGI) | 5.6% |
Sensitivity Analysis
For investments held by the Company at balance sheet date, a sensitivity analysis was performed relating to its exposure to market risk. This analysis demonstrates the effect on current year net assets after tax as a result of a reasonably possible change in the risk variable. The sensitivity assumes all other variables to remain constant.
Investments represent 49.9% (2011: 39.4%) of gross assets at year end. A 5% movement in the market value of each of the companies within the portfolio would result in a 2.5% (2011: 1.9%) movement in the net assets after tax. This would result in the 30 June 2012 net asset backing after tax moving by 2.6 cents per share (2011: 2.1 cents per share).
.
19
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
16. Financial Risk Management (cont’d)
d) Financial Instruments Measured at Fair Value
The financial assets and liabilities recognised at fair value in the Statement of Financial Position have been analysed and classified using a fair value hierarchy reflecting the significance of the inputs in making the measurements. The fair value hierarchy consists of the following levels:
Level 1: Quoted prices in active markets for identical assets or liabilities Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly (as prices or indirectly (derived from prices).
Level 3: Inputs for the asset or liability are not based on observable market data (unobservable inputs).
Included within Level 1 of the hierarchy are listed investments. The fair value of these financial assets and liabilities have been based on the closing quoted last sale prices at the end of the reporting period, excluding transaction costs.
In valuing unlisted investments, included in Level 2 of the hierarchy, valuation techniques such as those using comparisons to similar investments for which market observable prices are available or the last sale price have been adopted to determine the fair valued of these investments.
| 30 June 2012 Financial assets Financial liabilities Total 30 June 2011 Financial assets Financial liabilities Total |
Level 1 $ Level 2 $ Level 3 $ Total $ 7,976,700 849,354 - 8,826,054 (502,082) - - (502,082) |
|---|---|
| 7,474,618 849,354 - 8,323,972 |
|
| Level 1 $ Level 2 $ Level 3 $ Total $ 7,197,804 73,367 - 7,271,171 (162,104) - - (162,104) |
|
| 7,035,700 73,367 - 7,109,067 |
17. Events Subsequent to Reporting Date
Since year end the Directors have declared a fully franked final dividend of 4.5 cents per share to be paid on 19 October 2012.
No other matters or circumstances have arisen since the end of the financial year which significantly affect or may significantly affect the operations of the Company, the results of those operations, or the state of affairs of the Company in subsequent financial years.
18. Investment Transactions
The total number of contract notes that were issued for transactions in securities during the financial year was 2,565 (2011: 2,955). Each contract note could involve multiple transactions. The total brokerage paid on these contract notes was $326,250 (2011: $343,807).
19. Segment Reporting
The Company currently operates only in the investment industry within Australia. It has no reportable business or geographic segments.
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20
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
20. Capital Commitments
There are no capital commitments as at 30 June 2012 (2011: nil).
21. Contingent Liabilities
There are no outstanding contingent liabilities as at 30 June 2012 (2011: nil).
22. Key Management Personnel Compensation
The names and positions held by the Company’s key management personnel (including Directors in office at any time during the financial year are:
G.J. Wilson Chairman M.J. Kidman Non-Executive Director J.B. Abernethy Non-Executive Director R.J. Walker Non-Executive Director
a) Remuneration
There are no executives that are paid by the Company. MAM Pty Limited, the Manager of the Company, remunerated Geoff Wilson as a Director of MAM Pty Limited during the year to 30 June 2012. The Manager is also contracted to provide day-to-day management of the Company and is remunerated as outlined in Note 23.remuneration disclosures are provided in the Remuneration
| Total Directors remuneration paid by the Company for the year ended 30 June 2012 Total Directors remuneration paid by the Company for the year ended 30 June 2011 |
Directors’ Fees $ Post-employment Superannuation $ Total $ 60,459 10,541 71,000 |
|---|---|
| 51,284 40,716 92,000 |
b) Share and Option holdings
As at 30 June 2012 the Company’s key management personnel and their related parties held the following interests in the Company:
Ordinary Shares held
| Directors G.J. Wilson M.J. Kidman J.B. Abernethy R.J. Walker |
Balance at 30 June 2011 Acquisitions Disposals Balance at 30 June 2012 2,144,793 - - 2,144,793 277,872 23,830 - 301,702 60,000 - - 60,000 1,642,300 - - 1,642,300 |
|---|---|
| 4,124,965 23,830 - 4,148,795 |
.
21
WAM ACTIVE LIMITED
A.B.N. 49 126 420 719
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
22. Key Management Personnel Compensation (cont’d)
b) Share and Options holdings (cont’d)
Options held
| Directors G.J. Wilson M.J. Kidman J.B. Abernethy R.J. Walker |
Balance at 30 June 2011 Options Granted Lapsed Balance at 30 June 2012 - 2,144,793 - 2,144,793 - 301,702 - 301,702 - 60,000 - 60,000 - 1,642,300 - 1,642,300 |
|---|---|
| - 4,148,795 - 4,148,795 |
As at 30 June 2011 the Company’s key management personnel and their related parties held the following interests in the Company:
Ordinary Shares held
| Directors G.J. Wilson M.J. Kidman J.B. Abernethy R.J. Walker C.E. Cuffe (resigned 30/6/11) |
Balance at 30 June 2010 Acquisitions Disposals Balance at 30 June 2011 2,120,814 23,979 - 2,144,793 260,065 17,807 - 277,872 60,000 - - 60,000 1,642,300 - - 1,642,300 100,000 - - 100,000 |
|---|---|
| 4,183,179 41,786 - 4,224,965 |
Options held
| Directors G.J. Wilson M.J. Kidman J.B. Abernethy R.J. Walker C.E. Cuffe (resigned 30/6/11) |
Balance at 30 June 2010 Options Granted Lapsed Balance at 30 June 2011 2,064,861 - 2,064,861 - 253,414 - 253,414 - 60,000 - 60,000 - 1,642,300 - 1,642,300 - 100,000 - 100,000 - |
|---|---|
| 4,120,575 - 4,120,575 - |
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22
A.B.N. 49 126 420 719
WAM ACTIVE LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2012
23. Related Party Transactions
All transactions with related parties were made on normal commercial terms and conditions and at market rates.
Geoffrey Wilson is the Director of MAM Pty Limited, the entity appointed to manage the investment portfolio of WAM Active Limited and manage the day-to-day operations of the Company. Entities associated with Geoffrey Wilson holds 100% of the issued shares of MAM Pty Limited (formerly 20% of the issued shares were held by entities associated with Matthew Kidman – a former Director of MAM Pty Limited). The core duties of the Manager in addition to managing the investment portfolio include the provision of financial and administrative support to ensure the maintenance of the corporate and statutory records of the Company; liaison with the ASX with respect to compliance with the ASX Listing Rules; liaison with ASIC with respect to compliance with the Corporations Act; liaison with the share registrar of the Company; investor relations; and the provision of information necessary for the maintenance of financial accounts of the Company to be completed. In its capacity as Manager, MAM Pty
Limited was paid a management fee of 1% p.a (plus GST) of gross assets amounting to $195,772 inclusive of GST (2011: $205,699). As at 30 June 2012, the balance payable to the Manager was $48,497 (2011: $16,960).
In addition, MAM Pty Limited is to be paid, annually in arrears, a performance fee being 20% of the increase in the gross value of the portfolio above the high water mark.
The high water mark is the greater of the:
-
The highest gross value of the portfolio as at the last day of the last performance period for which a performance fee was last paid or payable; and
-
The gross proceeds raised from the issue of shares pursuant to the original prospectus.
If the gross value of the portfolio falls below a previous high water mark then no further performance fees can be accrued or paid until the loss has been fully recovered. As at 30 June 2012, a performance fee of $125,542 inclusive of GST is payable to MAM Pty Limited (2011: $320,726).
Wilson Asset Management (International) Pty Limited employs accounting personnel to provide accounting services to WAM Active Limited. These services are provided on commercial terms and include a standard charge of $2,750 inclusive of GST per month and an additional charge of $5,500 inclusive of GST is charged for preparing the half year and full year financial statements. These accounting services total $38,500 inclusive of GST for the financial year 2012 (2011: $38,500). Wilson Asset Management (International) Pty Limited is owned by an entity associated with Geoffrey Wilson.
These amounts are in addition to the Directors’ remuneration detailed in note 22(a).
Since the end of the previous financial year, no Director has received or become entitled to receive a benefit (other than those detailed above) by reason of a contract made by the Company or a related Company with the Director or with a firm of which he is a member or with a Company in which he has substantial financial interest.
.
23