UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUERS
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August, 2014
Commission File Number 001-33983
Sims Metal
Management Limited
(Translation of registrants name into English)
16 West 22nd Street, 10th Floor
New York, NY 10010
(Address of principal executive office)
Indicate by check mark whether
the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form
20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(7): ¨
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨ No
x
If Yes is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b):
This report contains the following:
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Exhibit No. |
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99.1 |
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Appendix 4E Preliminary Final Report for year ended June 30, 2014 |
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99.2 |
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Results Presentation for the full year ended June 30, 2014 |
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99.3 |
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Press Release, dated August 22, 2014, announcing the Sims Metal Management financial results for the full year ended June 30, 2014 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
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August 22, 2014 |
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SIMS METAL MANAGEMENT LIMITED |
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/s/ Frank M. Moratti |
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Frank M. Moratti |
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Group Company Secretary and General Counsel |
Exhibit 99.1
Appendix 4E
Sims Metal
Management Limited
ABN 69 114 838 630
Preliminary Final Report
Results for announcement to the market
Year ended: 30 June 2014
Previous corresponding
period: 30 June 2013
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Results |
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A$m |
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Revenue from ordinary activities |
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Down |
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0.8 |
% |
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to |
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7,144.3 |
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Loss from ordinary activities after tax attributable to members* |
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Down |
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81.0 |
% |
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to |
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(88.9 |
) |
Net loss for the period attributable to members* |
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Down |
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81.0 |
% |
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to |
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(88.9 |
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* |
Includes A$28.5 million goodwill and other intangibles impairment charges compared against A$304.4 million of goodwill and other intangibles impairment charges in the prior corresponding period. |
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Dividends for the year ended 30 June 2014 |
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Cents per |
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% Franked per |
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Security |
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Security |
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Final dividend |
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10.0 |
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100 |
% |
Interim dividend |
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nil |
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n/a |
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Record date |
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7 October 2014 |
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Payment date |
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21 October 2014 |
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The Board has determined that the dividend reinvestment plan will not operate in relation to this dividend.
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Net tangible assets |
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30 June |
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30 June |
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2013 |
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2014 |
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(restated) |
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Net tangible asset per security |
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7.91 |
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8.15 |
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For further explanation of the above figures, please refer to the Directors Report and the consolidated financial
statements, press release and market presentations filed with the Australian Securities Exchange Limited (ASX).
The remainder of the
information required by Listing Rule 4.3A is contained in the attached additional information.
The consolidated financial statements are based on
accounts that have been audited.
CONTENTS
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Page |
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Directors Report |
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1 |
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Auditors Independence Declaration |
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52 |
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Consolidated Income Statements |
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53 |
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Consolidated Statements of Comprehensive Income |
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54 |
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Consolidated Statements of Financial Position |
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55 |
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Consolidated Statements of Changes in Equity |
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56 |
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Consolidated Statements of Cash Flows |
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57 |
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Notes to the Consolidated Financial Statements |
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58 |
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Directors Declaration |
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132 |
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Independent Auditors Report |
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133 |
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DIRECTORS REPORT
Your directors present their report on the consolidated entity (referred to hereafter as the Group) consisting of Sims Metal Management Limited
(the Company) and the entities it controlled at the end of, or during, the year ended 30 June 2014 (FY14).
PRINCIPAL
ACTIVITIES
The principal activities of the Group during the financial year comprised (1) the buying, processing and selling of ferrous and
non-ferrous recycled metals and (2) the provision of environmentally responsible solutions for the disposal of post-consumer electronic products, including IT assets recycled for commercial customers. The Group offers fee-for-service business
opportunities in the environmentally responsible recycling of negative value materials including refrigerators, electrical and electronic equipment. The Groups principal activities remain unchanged from the previous financial year.
OPERATING AND FINANCIAL REVIEW
Sensitivity to
movements in foreign exchange rates
The principal currencies in which the Groups subsidiaries conduct business are United States
(US) dollars, Australian dollars (A$), Euros, and British pounds sterling. Although the Groups reporting currency is the Australian dollar, a significant portion of the Groups sales and purchases are made in
currencies other than the Australian dollar. In addition, a significant portion of the Groups net assets are denominated in currencies other than the Australian dollar.
The Groups consolidated financial position, results of operations and cash flows may be materially affected by movements in the exchange rate between
the Australian dollar and the respective local currencies to which its subsidiaries are exposed.
Some of the results referred to below are shown on a
constant currency basis, which means that the current period results are translated into Australian dollars using applicable exchange rates in the prior year comparable period. This allows for a relative performance comparison between
the two periods before the translation impact of currency fluctuations.
Foreign exchange rates compared with the prior corresponding periods for the
major currencies that affect the Groups results are as follows:
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Average Rate |
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Closing Rate |
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As at 30 |
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As at 30 |
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June |
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June |
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FY14 |
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FY13 |
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Variance % |
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2014 |
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2013 |
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Variance % |
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US dollar |
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0.9187 |
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1.0271 |
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(10.6 |
) |
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0.9420 |
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0.9275 |
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1.6 |
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Euro |
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0.6775 |
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0.7949 |
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(14.8 |
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0.6906 |
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0.7095 |
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(2.7 |
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Pounds sterling |
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0.5657 |
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0.6549 |
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(13.6 |
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0.5531 |
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0.6072 |
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(8.9 |
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As at 30 June 2014, the cumulative effect of the retranslation of net assets of foreign controlled entities (recognised
through the foreign currency translation reserve) was A$329.9 million compared to A$307.6 million as at 30 June 2013.
Summary
Sales revenue of A$7,129.0 million in FY14 was down 0.9% compared to sales revenue of A$7,193.0 million in the year ended 30 June 2013 (FY13).
At constant currency, sales revenue was down 10.5% due to lower sales volumes and lower average non-ferrous and precious metal scrap prices. Sales volumes decreased by 7.6% to 11.815 million tonnes in FY14 versus 12.786 million tonnes in
FY13.
1
Statutory net loss after tax was A$88.9 million. Underlying net profit after tax was A$68.8 million, 332.7%
higher than FY13. The principal difference between the statutory and underlying results relates to significant items recorded during both FY14 and FY13. See the Reconciliation of Statutory Results to Underlying Results for FY14 and FY13
included herein for more information.
Statutory earnings before interest, tax, depreciation and amortisation (EBITDA) for FY14 was A$124.8
million compared to a statutory EBITDA loss of A$42.5 million in FY13. On a constant currency basis, statutory EBITDA was A$116.4 million. Underlying EBITDA of A$242.4 million was 27.3% higher than FY13. The increase in underlying EBITDA was
primarily due to much improved performance from the Groups metal recycling operations in Australia and the United Kingdom (UK), offset by lower underlying EBITDA from metals recycling in North America and the e-recycling businesses
(SRS) in North America and the UK.
Cost control remains a key focus for the Group. In FY13, the Group undertook cost control measures which
have reduced controllable costs in the relevant functional currencies of the Groups subsidiaries. At constant currency, underlying controllable costs were A$52.7 million lower in FY14 compared to FY13.
Statutory loss per share improved to 43.5 cents in FY14 compared to a statutory loss per share of 228.6 cents in FY13. Underlying diluted earnings per share
increased to 33.6 cents in FY14 from 7.7 cents per share in FY13.
Net cash as at 30 June 2014 was A$42.3 million, compared to net debt of A$153.8
million as at 30 June 2013. While cash flows from operating activities were A$87.2 million lower in FY14 as compared to FY13, the Group controlled its cash outlays for capital expenditures which were A$84.9 million lower in FY14 as compared to
FY13. In addition, no acquisitions were completed in FY14 compared to A$28.1 million of cash used for acquisitions in FY13.
The Company has determined to
pay a final dividend for FY14 of 10.0 cents per share, which will be fully franked. This is an exception to the Companys dividend policy which is to distribute 45% to 55% of NPAT, subject to the discretion of the Board and remains unchanged.
External Operating Environment
North American
scrap generation weakened further despite improving economic conditions
The majority of key leading indicators for scrap metal generation continued to
improve during FY14. Stimulated by record low interest rates and an ongoing liquidity injection provided by the US Federal Reserve Bank, consumer confidence, new vehicle sales, and major appliance shipments all have improved meaningfully over the
prior year. Despite these encouraging signals, and hampered by abnormally severe winter weather and a decline in commodity prices, North America scrap metal business conditions remained difficult during the past 12 months. According to statistics
published by the US Geological Survey, ferrous scrap metal collection declined 10% in FY14 over the previous year. While overall growth in US economic activity has continued to fill the scrap metal reservoir, near-term low collection rates have kept
competition for raw materials amongst scrap processors at elevated levels compressing material margins.
Australian economic outlook starting to cloud
The outlook for the economic activity in Australia appears to be diminishing after a decade of consistent growth driven by strong demand for raw
materials and rising commodity prices. Declining investment in the mining sector, coupled with weak manufacturing activity, caused unemployment levels to reach a 12 year high in July. Consequently, consumer confidence, a key leading indicator for
consumer scrap generation, has begun to retreat. Further, employment conditions have recently weakened.
In order to spur growth, the Reserve Bank of
Australia has held interest rates at a historic low of 2.50% . As a result, the Australian dollar has weakened materially against the US dollar, Euro, and British pounds sterling. The combined impact of lower Australian interest rates and the
tapering off of the US Federal Reserves monetary stimulus program has resulted in the average Australian dollar to US dollar exchange rate declining 10.6% between FY13 and FY14.
2
Within this challenging environment, several metal recycling competitors have either left markets or scaled back
operations. These developments have created the opportunity for investment in a new shredding operation in Western Australia, which we expect to become operational in the second half of fiscal 2015.
UK economic conditions improving, while the EU remains uncertain
Economic conditions in the European region have shown signs of improvement, with particular strength noted in the UK. Consumer confidence in the UK lifted
materially in FY14, reaching a nine year high in June, while GDP growth in the June quarter of 3.1% was above the pre-GFC peak. Encouragingly for the UK Metals business, the 2013 UK new car market had its best year since 2007 with 2.3 million
cars registered, an 11% increase over the prior year.
More broadly considered though, Europe continues to exhibit slow and unbalanced growth which is
exacerbated by high levels of debt. Unemployment remains problematic and there is an absence of inflation. As well, political instability evidenced by military conflict in the Ukraine and the Middle East has added uncertainty to the economic
conditions in our markets. These characteristics demonstrate the challenging environment our businesses face in Europe.
Segment Results
North America
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FY14 |
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FY13 |
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A$m |
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A$m |
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Variance % |
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Sales revenue |
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4,253.5 |
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4,534.6 |
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(6.2 |
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Underlying EBITDA |
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82.9 |
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102.1 |
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(18.8 |
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Underlying EBIT |
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12.7 |
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34.0 |
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(62.6 |
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Sales tonnes (millions) |
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8.152 |
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9.377 |
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(13.1 |
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Underlying EBITDA margin |
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1.9 |
% |
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2.2 |
% |
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Sales revenue for the North America region of A$4,253.5 million was down 6.2% on FY13. At constant currency, sales revenue was
down 16.1% . The decrease was due to lower sales volumes, in part due to severe winter weather in the US, the disposal of certain non-core businesses, and lower non-ferrous and precious metal prices.
Underlying EBITDA of A$82.9 million was down 18.8% on FY13, primarily due to weaker underlying EBITDA from both metals recycling and SRS. Correspondingly,
underlying EBITDA margins fell to 1.9% from 2.2% in FY13.
Weaker underlying EBITDA from North America SRS was driven in large part by losses within SRS
Canada. In June 2014, the Group announced restructuring initiatives which determined SRS Canada to be outside of the Groups long term strategic interests. In addition to the exit from SRS Canada, the operations of smaller US SRS facilities in
Edison, New Jersey and Dallas, Texas were consolidated with other sites during FY14 in order to lower fixed costs and increase throughput rates across the remaining facilities.
Lower underlying EBITDA from North America Metals was due largely to a combination of lower sales volumes and difficult market conditions. Lower sales volumes
related to a number of factors including a circa 10% lower scrap metal generation in the US market compared to the prior corresponding period, and the loss of volumes from several businesses divested during FY13 and FY14. As part of the Groups
announced restructuring initiatives, the Gulf based operations in Mobile, Alabama were idled during FY14 and certain assets are now held for sale.
At
constant currency, underlying controllable costs were A$48.2 million lower, down 7.8% during FY14 compared to FY13. A portion of these cost reductions was a result of disposals of non-core businesses. These cost savings are expected to be
sustainable until intake volumes change materially.
3
Australasia
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FY14 |
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FY13 |
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A$m |
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A$m |
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Variance % |
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Sales revenue |
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1,223.9 |
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1,083.1 |
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13.0 |
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Underlying EBITDA |
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114.1 |
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78.1 |
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46.1 |
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Underlying EBIT |
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85.5 |
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52.1 |
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64.1 |
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Sales tonnes (millions) |
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2.054 |
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1.764 |
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16.4 |
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Underlying EBITDA margin |
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9.3 |
% |
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7.2 |
% |
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Sales revenue for the Australasia region of A$1,223.9 million was up 13.0% on FY13. At constant currency, sales revenue was up
12.0% . The increase was due primarily to a 16.4% lift in sales volumes driven by Australia Metals, which was partially offset by a decrease in non-ferrous metal prices.
Underlying EBITDA of A$114.1 million was up 46.1% compared to FY13, primarily due to strong performance from Australia Metals, as well as higher income from
Australasia SRS and joint ventures. Both sales margins and sales volumes increased compared to FY13 leading to significant earnings improvement. Earnings from Australia Metals also benefited positively from refinements made to the business in recent
years. These included the acquisition of the Paramount Browns ferrous scrap yard in South Australia, a capital upgrade of the St. Marys yard in New South Wales, and the installation of a downstream non-ferrous extraction facility in Victoria.
In FY14, we commenced development of a new shredding facility in Western Australia.
At constant currency, underlying controllable costs were A$39.9
million higher, up 19.3% in FY14 compared to FY13. The increase largely relates to the significant increase in business activity which occurred in the Australia Metals business.
Europe
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FY14 |
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FY13 |
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A$m |
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A$m |
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Variance % |
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Sales revenue |
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1,651.6 |
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1,575.3 |
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4.8 |
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Underlying EBITDA |
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45.4 |
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10.2 |
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345.1 |
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Underlying EBIT |
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20.3 |
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(19.2 |
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205.7 |
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Sales tonnes (millions) |
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1.609 |
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1.645 |
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(2.2 |
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Underlying EBITDA margin |
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2.7 |
% |
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0.6 |
% |
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Sales revenue for the Europe region of A$1,651.6 million was up 4.8% on FY13. At constant currency, sales revenue was down
9.7% . The decrease was primarily due to lower sales from Europe SRS, which was impacted by lower precious metals prices and the restructuring of the SRS business in the UK. At constant currency, sales revenue for UK Metals was down 1.8% due to
lower sales volumes.
Underlying EBITDA of A$45.4 million was up 345.1% on FY13, due to improved performance from UK Metals and Germany SRS, partially
offset by lower performance from UK SRS. UK SRS performance was negatively impacted by external margin pressure, lower commodity prices, and lower volumes.
Stronger underlying EBITDA from UK Metals was a result of higher sales margins and the cost reduction program which began in the second half of FY13. Despite
restructuring activities during FY13 which included the idling of two of UK Metals five metal shredders, at Newport and Yately, sales volumes remained relatively steady.
Weaker underlying EBITDA from Europe SRS was driven in a large part by losses within UK SRS. In June 2014, the Group announced restructuring initiatives which
determined a substantial portion of UK SRS to be outside the Groups long-term strategic interests. The Groups UK Metals operations, fridge recycling and IT asset management solutions were not impacted by the restructuring activities.
At constant currency, underlying controllable costs were A$44.4 million lower, down 15.8% in FY14 compared to FY13.
4
Reconciliation of Statutory Results to Underlying Results for FY14 and FY13
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(in A$ millions) |
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EBITDA1 |
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EBIT |
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NPAT |
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FY14 |
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FY13 |
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FY14 |
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FY13 |
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FY14 |
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FY13 |
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Statutory Results |
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124.8 |
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(42.5 |
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(27.6 |
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(470.4 |
) |
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(88.9 |
) |
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(467.3 |
) |
Significant items: |
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Goodwill impairment |
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N/A |
2 |
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N/A |
2 |
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27.8 |
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292.2 |
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22.2 |
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261.9 |
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Other intangible asset impairment |
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N/A |
2 |
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N/A |
2 |
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0.7 |
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12.2 |
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0.7 |
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8.9 |
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Impairment of investment in CTG |
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14.9 |
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14.9 |
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14.9 |
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Fixed asset impairment |
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40.9 |
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61.2 |
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40.9 |
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61.2 |
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41.6 |
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54.7 |
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Write-down of equipment spares |
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0.8 |
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5.1 |
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0.8 |
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5.1 |
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0.7 |
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5.1 |
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Natural disaster expenses, net of insurance recoveries |
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(2.8 |
) |
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4.3 |
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(2.8 |
) |
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4.3 |
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(2.8 |
) |
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2.7 |
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Fire destroyed assets, net of insurance recoveries |
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(5.3 |
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(5.3 |
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(5.3 |
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Net (reversal)/impairment of loans |
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(4.9 |
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4.8 |
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(4.9 |
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4.8 |
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(4.9 |
) |
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3.0 |
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UK inventory write-downs |
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63.9 |
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63.9 |
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63.9 |
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Inventory adjustments to net realisable value |
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0.9 |
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6.0 |
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0.9 |
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6.0 |
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0.9 |
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4.9 |
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Write-down of CTG derivatives and equity accounted losses |
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13.0 |
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21.3 |
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13.0 |
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21.3 |
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13.0 |
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21.3 |
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Adjustments made by joint ventures |
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3.0 |
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3.0 |
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3.0 |
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Lease settlements/onerous leases |
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31.8 |
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13.1 |
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31.8 |
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13.1 |
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31.5 |
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9.7 |
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Redundancies |
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16.7 |
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7.3 |
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16.7 |
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7.3 |
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|
|
16.3 |
|
|
|
5.0 |
|
Settlement of disputes with third parties |
|
|
1.3 |
|
|
|
4.7 |
|
|
|
1.3 |
|
|
|
4.7 |
|
|
|
1.3 |
|
|
|
4.7 |
|
Share-based compensation expense related to former CEO3 |
|
|
|
|
|
|
3.4 |
|
|
|
|
|
|
|
3.4 |
|
|
|
|
|
|
|
2.1 |
|
One-time costs associated with new CEO |
|
|
1.0 |
|
|
|
|
|
|
|
1.0 |
|
|
|
|
|
|
|
0.9 |
|
|
|
|
|
Yard closure/dilapidations |
|
|
9.8 |
|
|
|
8.5 |
|
|
|
9.8 |
|
|
|
8.5 |
|
|
|
9.8 |
|
|
|
7.2 |
|
Credit provisions/losses |
|
|
3.5 |
|
|
|
2.9 |
|
|
|
3.5 |
|
|
|
2.9 |
|
|
|
3.4 |
|
|
|
2.0 |
|
Multi-employer pension plan withdrawal liability |
|
|
6.3 |
|
|
|
|
|
|
|
6.3 |
|
|
|
|
|
|
|
6.3 |
|
|
|
|
|
Loss on sale of joint arrangements |
|
|
|
|
|
|
1.6 |
|
|
|
|
|
|
|
1.6 |
|
|
|
|
|
|
|
1.5 |
|
Transaction and other legal costs |
|
|
|
|
|
|
3.1 |
|
|
|
|
|
|
|
3.1 |
|
|
|
|
|
|
|
2.4 |
|
Loss on sale of business divisions |
|
|
1.3 |
|
|
|
10.1 |
|
|
|
1.3 |
|
|
|
10.1 |
|
|
|
1.2 |
|
|
|
10.0 |
|
Commercial settlements |
|
|
|
|
|
|
(3.3 |
) |
|
|
|
|
|
|
(3.3 |
) |
|
|
|
|
|
|
(2.7 |
) |
Other |
|
|
0.3 |
|
|
|
|
|
|
|
0.3 |
|
|
|
|
|
|
|
0.3 |
|
|
|
|
|
Write-off of deferred tax asset |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underlying results4 |
|
|
242.4 |
|
|
|
190.4 |
|
|
|
118.5 |
|
|
|
66.9 |
|
|
|
68.8 |
|
|
|
15.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
EBITDA is a measurement of non-conforming financial information. See table below that reconciles EBITDA to statutory net loss after tax. |
2 |
N/A indicates that statutory EBITDA is calculated to exclude impairment of goodwill and other identified intangible assets in the presentation of both the statutory
and underlying results. |
3 |
Represents expense associated with good leaver determination for the former CEO with respect to long-term incentive plans. |
4 |
Underlying result is a non-IFRS measure that is presented to provide an understanding of the underlying performance of the Group. The measure excludes the impacts of impairments, disposals as well as items that are
subject to significant variability from one period to the next. The reconciling items above (before tax) have been extracted from the audited financial statements. |
5
Reconciliation of Statutory NPAT to EBITDA
|
|
|
|
|
|
|
|
|
|
|
FY14 |
|
|
FY13 |
|
(in A$ millions) |
|
|
|
|
(restated) |
|
Statutory net loss after tax |
|
|
(88.9 |
) |
|
|
(467.3 |
) |
Goodwill and intangible impairment charges |
|
|
28.5 |
|
|
|
304.4 |
|
Depreciation and amortisation |
|
|
123.9 |
|
|
|
123.5 |
|
Interest expense, net |
|
|
14.2 |
|
|
|
18.2 |
|
Income tax expense/(benefit) |
|
|
47.1 |
|
|
|
(21.3 |
) |
|
|
|
|
|
|
|
|
|
Statutory EBITDA |
|
|
124.8 |
|
|
|
(42.5 |
) |
|
|
|
|
|
|
|
|
|
Cash flow and borrowings
Cash flow from operating activities of A$210.1 million in FY14 decreased by A$87.2 million versus FY13 due to increased working capital requirements, higher
income tax payments and lower dividends received from associates and joint ventures.
Capital expenditures were A$64.1 million during FY14 which was
significantly lower than capital expenditures of A$149.0 million in FY13. Lower capital expenditures reflect the recent completion of a number of major capital investments and our intention to maintain low gearing in recognition of difficult
industry conditions over the last few fiscal years. The primary capital expenditures in FY14 relate to the following projects:
|
|
|
Investments in Western Australia for a new shredding operation which the Group expects to be operational in the second half of fiscal 2015. |
|
|
|
The completion of the development of the New England metals recycling region in North America, with an automobile shredder and export facility in Rhode Island. |
|
|
|
The completion of the principal plant supporting the New York City municipal recycling project. |
In FY14, we
received A$38.4 million of cash from the sale of business divisions which were determined to be non-core and A$20.5 million of cash from the repayment of third party loans.
We monitor our capital structure primarily using the gearing ratio. This ratio is calculated as net debt divided by total capital. Net debt is calculated as
total borrowings less cash and cash equivalents. Total capital is calculated as total equity plus net debt.
As at 30 June 2014, the Group had a net
cash position of A$42.3 million. The Groups gearing ratio as at 30 June 2013 was follows:
|
|
|
|
|
|
|
As at |
|
|
|
30 June |
|
(in A$ millions) |
|
2013 |
|
Total borrowings |
|
|
200.7 |
|
Less: cash and cash equivalents |
|
|
(46.9 |
) |
|
|
|
|
|
Net debt |
|
|
153.8 |
|
Plus: total equity |
|
|
1,929.2 |
|
|
|
|
|
|
Total capital |
|
|
2,083.0 |
|
|
|
|
|
|
Gearing ratio |
|
|
7.4 |
% |
The Groups cash flow and balance sheet position provides the capacity to fund the ongoing operational requirements of
the business, as well as potential increased working capital requirements as and when underlying business conditions improve. In response to current weak global economic growth, maintaining low gearing is a focus for the Group.
6
Strategic Developments
Additional cost reductions achieved in FY14
Cost control
remains a key focus for the Company. In the prior financial year, the Company undertook cost control measures which have reduced controllable costs in the relevant functional currencies of the Groups subsidiaries. At constant currency,
underlying controllable costs were A$52.7 million lower in FY14 compared to FY13. However, due to the depreciation in the Australian dollar versus the US dollar, Euro, and British pounds sterling since FY13, underlying controllable costs have
inflated in Australian dollar terms. After accounting for movements in exchange rates, underlying controllable costs increased A$52.3 million in FY14 over FY13.
The breakdown of cost reductions by region during FY14 was as follows:
|
|
|
North America underlying controllable costs increased by A$17.1 million over FY13. At constant currency, underlying controllable costs decreased by A$48.2 million. |
|
|
|
Australasia underlying controllable costs increased by A$41.8 million over FY13. At constant currency, underlying controllable costs increased by A$39.9 million. |
|
|
|
Europe underlying controllable costs decreased by A$6.6 million over FY13. At constant currency, underlying controllable costs decreased by A$44.4 million. |
Five year strategic plan developed to lift EBIT by 350% over the FY13 underlying result
On 23 July 2014, Group CEO, Galdino Claro announced the completion of a detailed review of the Companys global operating portfolio and a five year
strategic plan designed to grow underlying EBIT by 350% over the FY13 underlying result. The improvement plan is expected to drive significantly higher return on capital to shareholders without any reliance on cyclical recovery or major
acquisitions. Additionally, the review determined that no significant further restructuring activities or charges are anticipated in the SRS business after FY14.
The strategic plan is composed of the three phases of Streamline, Optimise and Grow.
The Streamline phase has two primary components including the exit from non-strategic and underperforming businesses, and a realignment of the North America
Metals and Corporate structures in order to lower overhead and further reduce controllable costs. The Streamline phase is expected to deliver annual EBIT benefits of A$32 million. Half of these benefits are anticipated to be realised in FY15 and
100% of the benefits by FY16. The composition of the Streamline actions is as follows:
|
|
|
North America Metals, A$11 million annual EBIT benefit. Streamline actions include the consolidation of seven operating region into three (West, Central, and East), regional overhead cost reductions, the divestment of
the non-core Utah-based facilities, and the idling of the Mobile, Alabama-based Gulf region facilities. |
|
|
|
Global SRS, A$20 million annual EBIT benefit. Streamline actions include the exit from non-strategic and loss-making UK based facilities, the exit from SRS Canada, and the consolidation of North America SRS facilities
of Edison, New Jersey and Dallas, Texas with other sites. |
|
|
|
Corporate, A$1 million annual EBIT benefit. Streamline actions include the consolidation of Chicago back office operations with West Chicago and the relocation of the Group CFO from Chicago to the New York City head
office. |
The Optimise phase is the roll-out of a series of business improvement plans centered on improving the core drivers of
profitability. These drivers include supplier relationships, logistics, operational excellence, and product quality and service. Annual EBIT benefits from the Optimise phase are expected to be circa A$180 million, which are expected to be fully
realised over the five year plan.
The Grow phase is comprised of further EBIT benefits expected to be achieved through organic market share growth and
selective capital-light acquisitions. Annual EBIT benefits from the Grow phase are expected to be circa A$30 million, which are expected to be fully realised over the five year plan.
7
Market Conditions and Outlook
Macroeconomic indicators in our largest scrap sourcing market, the US, continue to improve but at a measured pace. Consumer confidence has steadily expanded
which has lifted new vehicle sales, but has not yet translated into end of life vehicle scrapping which is a key raw material source for the Company. Other areas of consumer consumption remain weak evidenced by sluggishness in new US home sales
which held broadly flat in FY14 over FY13. This suggests that underlying confidence for consumption of big ticket items and higher disposal rates for end of life goods has not yet been reached.
In this environment, US scrap metal generation declined further during FY14. Based on US Geological Survey data, US ferrous scrap metal volumes fell circa 10%
during FY14 compared to the prior corresponding period. This low level of scrap generation, combined with significant excess processing capacity in the industry, has kept intense pressure on competition for raw materials. Encouragingly, industry
processing capacity has begun to decline through site rationalisation and increasingly due to financial distress. We estimate industry metal shredding capacity has declined 3% since reaching peak levels in 2011. Notwithstanding this positive trend,
the challenges of excess capacity persist.
Our view remains that while the time lag between economic activity and scrap generation has taken longer than
historical experience, this disconnect is not sustainable long term. The increasing age of the US scrap metal reservoir is at or near historic high levels across vehicles, home appliances, and fixed assets. Ultimately we believe these metal
intensive capital goods will need to be replaced. However the timing of this remains uncertain.
While the restoration of stronger scrap metal generation
will be a catalyst to drive a broad industry recovery, the Company is currently taking actions to lift earnings independent of any benefit from economic recovery. The Companys newly established five year strategic plan estimates above cost of
capital returns can be achieved over the five year plan based on internal initiatives alone. The Company will continue to develop operations where our key competitive advantages of scale, export positioning, and our extensive global trading network
can be best leveraged. Through focusing on the fuller realisation of inherent group synergies, sharing best practices, and focusing on the core drivers of profitability, the Company believes significant value and earnings improvements can be
generated.
NAMES AND PARTICULARS OF DIRECTORS
The
following persons, together with their qualifications and experience, were directors of the Company during the financial year and up to the date of this report:
Geoffrey N Brunsdon B Comm (age 56)
Chairperson and
Independent non-executive director
Mr Brunsdon was appointed as a director in November 2009, appointed Deputy Chairperson in September 2011 and
appointed Chairperson of the Company on 1 March 2012. He is a member of the Risk, Audit & Compliance Committee, the Remuneration Committee and the Finance & Investment Committee. Until June 2009, Mr Brunsdon was Managing
Director and Head of Investment Banking of Merrill Lynch International (Australia) Limited. He is Chairman of IPE Limited (since 2004), APN Funds Management Limited (since November 2009), and MetLife Insurance Limited (since April 2011) and a member
of the Takeovers Panel. He was a member of the listing committee of the Australian Securities Exchange between 1993 and 1997 and was a director of Sims Group Limited between 1999 and 2007. He is a Fellow of the Institute of Chartered Accountants, a
Fellow of the Financial Services Institute of Australia and a Fellow of the Institute of Company Directors. Mr Brunsdon is also a director of several non-profit organisations, including Redkite (supporting families who have children with cancer),
the Wentworth Group of Concerned Scientists and Purves Environmental Custodians.
8
Robert J Bass MBA (age 65)
Independent non-executive director
Mr Bass was appointed
as a director on 10 September 2013. He is a member of the Risk, Audit & Compliance Committee. Mr Bass was formerly a partner at Deloitte & Touche from 1982, and Vice Chairman at Deloitte LLP from 2006, until his retirement in
June 2012. He practiced at that firm for 39 years and was Lead Client Service Partner responsible for the development, planning, management, administration and delivery of services, including audits of consolidated financial statements to
multinational clients in a variety of industries. Mr Bass is currently a director of Groupon Inc (since June 2012) and NewPage Holdings Inc (since December 2012) and is Chairman of the Audit Committee of both companies. He is a graduate of Emory
University and received an MBA from Columbia University. He is a Certified Public Accountant, New York and Connecticut, and a member of the American Institute of Certified Public Accountants and Connecticut State Society of Certified Public
Accountants.
Norman R Bobins BS, MBA (age 71)
Independent non-executive director
Mr Bobins was
appointed as a director in March 2008. He is Chairperson of the Nomination/Governance Committee, and is a member of the Finance & Investment Committee. Mr Bobins was formerly a director of Metal Management, Inc (since 2006). He is the
Chairman of Norman Bobins Consulting LLC (since 2008). From May 2007 until October 2007, Mr Bobins was the Chairman of the Board of LaSalle Bank Corporation. From 2002 to 2007, he was President and Chief Executive Officer of LaSalle Bank
Corporation. From 2006-2007, he was President and Chief Executive Officer of ABN AMRO North America. From 2002-2007, Mr Bobins was Senior Executive Vice President at ABN AMRO Bank N.V., the Dutch parent of LaSalle Bank Corporation. He is the
Non-Executive Chairman of The PrivateBank and Trust Company. Mr Bobins is also a director of AGL Resources, Inc AAR CORP, and Aviv REIT, Inc. He earned his BS from the University of Wisconsin and his MBA from the University of Chicago.
Galdino Claro B Mech Eng (age 55)
Group Chief
Executive Officer and Managing Director
Mr Claro was appointed Chief Executive Officer and Managing Director of the Company on 4 November 2013.
He is a member of the Safety, Health, Environment & Community Committee, the Nomination/Governance Committee, the Remuneration Committee and the Finance & Investment Committee. Mr Claro has nearly 30 years of global executive
leadership experience in the worldwide metals industry. He served as Executive Vice President and Chief Executive Officer of Metals & Minerals at Harsco Corporation from July 2010 to November 2013. He also held various positions over a
twenty year period with Alcoa Inc. Mr Claro has a Mechanical Engineering background.
John T DiLacqua MBA (age 62)
Independent non-executive director
Mr DiLacqua was
appointed as a director in September 2011. He is Chairperson of the Finance & Investment Committee, and is a member of the Risk, Audit & Compliance Committee. Mr DiLacqua was formerly a director of Metal Management, Inc (since
2001), and was a director of Sims Metal Management Limited between March and November 2008. He was the Executive Chairman of Envirosource, Inc from May 2004 to December 2004 and had served as President and Chief Executive Officer of Envirosource
from January 1999 to May 2004. From October 1997 to December 1998, Mr DiLacqua served as President of the US Ferrous Operations of Philip Metals, Inc, and, prior to that, from May 1994, as the President of Luria Brothers. He is a graduate of Temple
University and received an MBA from Carnegie Mellon University. Mr DiLacqua is a Certified Public Accountant.
9
Gerald E Morris BA (age 81)
Independent non-executive director
Mr Morris was
appointed as a director in March 2008. He is Chairperson of the Risk, Audit & Compliance Committee, and is a member of the Remuneration Committee and the Nomination/Governance Committee. Mr Morris was formerly a director (since 2004) of
Metal Management, Inc. He previously served as President and CEO of Intalite International N.V., as Chairman and director of Beacon Trust Company, and as a director of Metals USA, Inc, Rexel, Inc and Tivoli Industries, Inc, and as trustee of the
Blanchard Group of Funds. He earned his BA from the University of Connecticut. Mr Morris is a Certified Public Accountant.
Christopher J Renwick AM,
FAIM, FAIE, FTSEBA, LLB (age 71)
Independent non-executive director
Mr Renwick was appointed as a director in June 2007. He is Mitsui & Co., Ltds nominated independent director. Mr Renwick is Chairperson of the
Remuneration Committee, and is a member of the Safety, Health, Environment & Community Committee and the Nomination/Governance Committee. Mr Renwick was employed with the Rio Tinto Group for over 35 years, rising, in 1997, to Chief
Executive, Rio Tinto Iron Ore, a position he held until his retirement in 2004. He has previously served as Chairman and director of Coal and Allied Industries Limited (2004 to 2011), Chairman of the Rio Tinto Aboriginal Fund (2004 to 2011) and
director of Downer EDI Limited (2004 to 2010). Mr Renwick is a director of South East Regional Touring Opera Company Limited, a not-for-profit public company limited by guarantee, which operates as Melbourne Opera.
Heather Ridout AO BEc (Hons) (age 60)
Independent
non-executive director
Mrs Ridout was appointed as a director in September 2011. She is a member of the Safety, Health, Environment &
Community Committee, the Remuneration Committee, the Risk, Audit & Compliance Committee and the Nomination/Governance Committee. Mrs Ridout was formerly the Chief Executive Officer of the Australian Industry Group from 2004 until her
retirement in April 2012. She is a member of the Board of the Reserve Bank of Australia (since December 2011), and is a director of Australian Securities Exchange Limited (since August 2012) and Chair of the AustralianSuper Trustee Board, the
largest industry fund in Australia. Mrs Ridout also serves on the Board of the Climate Change Authority, an independent body established to provide advice on the Australian Governments policies for reducing carbon pollution. She has an
economics degree, with honours, from the University of Sydney.
Tamotsu (Tom) Sato BA (age 62)
Non-independent non-executive director
Mr Sato was
appointed as a director in April 2013. He is Mitsui & Co., Ltds nominated non-independent director. Mr Sato is a member of the Finance & Investment Committee and the Safety, Health, Environment & Community Committee.
He joined Mitsui in 1975 and has held various positions within that company including Executive Director of Mitsui Coal Holdings (2002-2004) based in Brisbane, Senior Vice President of Mitsui Singapore (2006-2009) and, most recently, since May 2009,
President & CEO of Mitsui Raw Materials Development based in New York.
10
James T Thompson BS (age 64)
Independent non-executive director
Mr Thompson was
appointed as a director in November 2009. He is Chairperson of the Safety, Health, Environment & Community Committee, and is a member of the Finance & Investment Committee and the Remuneration Committee. Mr Thompson was, from 2004
until his retirement in 2007, Executive Vice President Commercial for The Mosaic Company, one of the worlds largest fertiliser companies, with sales of US$10 billion and some 8,000 employees, which is publicly traded on the New York Stock
Exchange. Prior to that, he was engaged for 30 years in the steel industry from 19742004 in various roles at Cargill, Inc of Minnesota, United States, leading to the position of President of Cargill Steel Group from 19962004. During that
period, Mr Thompson also served for a time as Co-Chairman of the North Star BlueScope Steel joint venture, and was a member of various industry boards, including AISI (American Iron and Steel Institute), SMA (Steel Manufacturers Institute) and MSCI
(Metals Service Center Institute). He is currently a director of Hawkins, Inc and serves on the Board of Visitors of the University of Wisconsin School of Education. Mr Thompson has a BS from the University of Wisconsin Madison.
COMPANY SECRETARIES
Frank Moratti B Comm, LLB, MBA
(Executive)
Mr Moratti was appointed to the position of Company Secretary in 1997. Before joining the Company, he held positions of assistant company
secretary/legal counsel in a number of publicly listed companies over a period of some 12 years and, prior to that, worked as a solicitor with a major legal practice.
Scott Miller BS, MS, JD, PE
Mr Miller was appointed to
the position of Company Secretary in 2008. Since joining the Company in 1997, Mr Miller has held positions as legal counsel and manager for environmental affairs for North American operations. Before joining the Company, he held positions at an
environmental mediation firm, as an attorney with a major legal practice and as a consulting engineer.
DIRECTORS MEETINGS
The following table shows the actual board and committee meetings held during the financial year and the number of meetings attended by each director.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Safety, Health, |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk, Audit & |
|
|
Environment |
|
|
|
|
|
Finance & |
|
|
Nomination/ |
|
|
|
Board of |
|
|
Compliance |
|
|
& Community |
|
|
Remuneration |
|
|
Investment |
|
|
Governance |
|
|
|
Directors |
|
|
Committee |
|
|
Committee |
|
|
Committee |
|
|
Committee |
|
|
Committee |
|
Meetings held |
|
|
6 |
|
|
|
7 |
|
|
|
4 |
|
|
|
5 |
|
|
|
7 |
|
|
|
3 |
|
G Brunsdon |
|
|
6 |
|
|
|
7 |
|
|
|
|
|
|
|
5 |
|
|
|
7 |
|
|
|
|
|
G Claro1 |
|
|
4 |
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
5 |
|
|
|
2 |
|
R Bass2 |
|
|
5 |
|
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
N Bobins |
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7 |
|
|
|
3 |
|
J DiLacqua |
|
|
6 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
7 |
|
|
|
|
|
G Morris |
|
|
6 |
|
|
|
7 |
|
|
|
|
|
|
|
5 |
|
|
|
|
|
|
|
3 |
|
C Renwick |
|
|
6 |
|
|
|
|
|
|
|
4 |
|
|
|
5 |
|
|
|
|
|
|
|
3 |
|
H Ridout |
|
|
6 |
|
|
|
7 |
|
|
|
4 |
|
|
|
4 |
|
|
|
|
|
|
|
2 |
|
T Sato |
|
|
6 |
|
|
|
|
|
|
|
4 |
|
|
|
|
|
|
|
7 |
|
|
|
|
|
J Thompson |
|
|
6 |
|
|
|
|
|
|
|
4 |
|
|
|
5 |
|
|
|
7 |
|
|
|
|
|
1 |
Mr Claro was appointed to the Board of Directors and to the Finance & Investment Committee, Remuneration Committee and Nomination/Governance Committee on 4 November 2013. |
2 |
Mr Bass was appointed to the Board of Directors and the Risk, Audit & Compliance Committee on 10 September 2013. |
11
DIRECTORS INTERESTS
As at the date of this report, the interests of the directors in the shares, options, or performance rights of the Company are set forth below.
|
|
|
|
|
|
|
Shares |
|
G Brunsdon |
|
|
22,057 |
|
R Bass |
|
|
10,600 |
|
N Bobins |
|
|
54,600 |
|
G Claro* |
|
|
|
|
J DiLacqua |
|
|
|
|
G Morris |
|
|
40,500 |
|
C Renwick |
|
|
13,144 |
|
H Ridout |
|
|
|
|
T Sato |
|
|
|
|
J Thompson |
|
|
12,000 |
|
* |
refer to the Remuneration Report for information on options and rights held by Mr Claro. |
DIVIDENDS
Since the end of the financial year, the directors have determined a final dividend of 10.0 cents per share, 100% franked, will be paid for the year
ended 30 June 2014. The directors have determined that the dividend reinvestment plan will not operate in relation to this dividend.
SIGNIFICANT
CHANGES IN THE STATE OF AFFAIRS
On 8 October 2013, the Company announced the appointment of Mr Galdino Claro as the Group Chief Executive Officer
and Managing Director of the Company, effective 4 November 2013. Mr Claro has nearly 30 years of global executive leadership experience in the worldwide metals industry. Most recently, since July 2010, he served as Executive Vice President and
Chief Executive Officer of Metals & Minerals at Harsco Corporation, a publicly traded company on the New York Stock Exchange with US$3 billion in revenues.
On 6 June 2014, the Company announced that Mr Robert Larry would step down from the position of Group Chief Financial Officer effective 21 August
2014.
There were no other significant changes in the state of affairs of the Group during the financial year not otherwise disclosed elsewhere in this
report.
SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE
On 23 July 2014, Mr Claro presented a five year strategic plan a copy of which is available on the Companys website at www.simsmm.com.
The directors are not aware of any items, transactions or events of a material or unusual nature that have arisen since the end of the financial year which
will significantly affect, or may significantly affect, the operations of the Group, the results of those operations or the state of affairs of the Group in subsequent financial years.
LIKELY DEVELOPMENTS
Information as to the likely
developments in the operations of the Group is set out in the Operating and Financial Review.
Further information on likely developments in the
operations of the Group and the expected results of operations in subsequent financial years have not been included in this annual financial report because the directors believe it would be likely to result in unreasonable prejudice to the Group.
12
ENVIRONMENTAL REGULATION
The Group is subject to environmental regulations and reporting requirements in Australia as well as other countries in which it operates. The Group has
operating licenses and consents in place at each of its operating sites as prescribed by relevant environmental laws and regulations in each respective location and comprehensive environmental management systems and audit procedures to support
compliance. Further information on the consolidated entitys performance in respect of environmental regulation is set out in our Annual Sustainability Report.
The Groups Australian operations are subject to the reporting requirements of both the Energy Efficiency Opportunities Act 2006 (EEO) and the
National Greenhouse and Energy Reporting Act 2007 (NGER).
The EEO Act requires the Group to assess the energy usage of its Australian operations,
including the identification, investigation and evaluation of energy saving opportunities, and to report publicly on the assessments undertaken, including intended actions by the Group. The Group continues to meet its obligations under this Act.
The NGER Act requires the Group to report its annual greenhouse emissions and energy use of its Australian operations. The Group has implemented systems
and processes for the collection and calculation of the data required so as to prepare and submit the relevant report to the Greenhouse and Energy Data Officer annually.
There have been no significant known breaches of the Groups license conditions or any environmental regulations to which it is subject.
INSURANCE AND INDEMNIFICATION OF OFFICERS
During the
financial year, the Company had contracts in place insuring all directors and executives of the Company (and/or any subsidiary companies in which it holds greater than 50% of the voting shares), including directors in office at the date of this
report and those who served on the board during the year, against liabilities that may arise from their positions within the Company and its controlled entities, except where the liabilities arise out of conduct involving a lack of good faith. The
directors have not included details of the nature of the liabilities covered or the amount of the premium paid as such disclosure is prohibited under the terms of the contracts.
SHARE OPTION AND RIGHTS
Unissued shares
As of the date of this report, there are 7,858,336 share options outstanding and 5,322,114 rights outstanding in relation to the Companys ordinary
shares. Refer to Note 24 of the consolidated financial statements for further details of the options and rights outstanding as at 30 June 2014. Option and right holders do not have any right, by virtue of the option or right, to participate in
any share issue of the Company.
Shares issued as a result of the exercise of options and vesting of rights
During the financial year, there were 82,000 ordinary shares issued upon the exercise of share options and 209,934 ordinary shares issued in connection with
the vesting of rights. Refer to Note 24 of the consolidated financial statements for further details of shares issued pursuant to share-based awards. Subsequent to the end of the financial year and up to the date of this report, there have been 726
ordinary shares issued in connection with the exercise of share options and 3,112 ordinary shares issued in connection with vesting of rights.
NON-AUDIT SERVICES
The Company may decide to employ its
external auditor (PricewaterhouseCoopers) on assignments additional to their statutory audit duties where the auditors expertise and experience with the Company and/or the Group are important.
Details of the amounts paid or payable to the auditor for audit and non-audit services provided during the financial year are set out in Note 25 of the
consolidated financial statements.
13
The Board has considered the position and, in accordance with advice received from the Risk, Audit &
Compliance Committee, is satisfied that the provision of the non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The directors are satisfied that the provision of
non-audit services by the auditor, as set forth in Note 25 of the consolidated financial statements, did not compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons:
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all non-audit services have been reviewed by the Risk, Audit & Compliance Committee to ensure they do not impact the impartiality and objectivity of the auditor; and |
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none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants. |
A copy of the auditors independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 52.
ROUNDING OF AMOUNTS
The Company is of a kind referred to
in Class Order 98/100, issued by the Australian Securities and Investments Commission, relating to the rounding off of amounts in the financial statements. Amounts in the financial statements have been rounded off in accordance with that
Class Order to the nearest tenth of a million dollars, unless otherwise indicated.
14
REMARKS BY THE CHAIRMAN OF THE REMUNERATION COMMITTEE
Dear Shareholder
We are pleased to present our Remuneration
Report for FY14.
Fiscal 2014 proved to be another challenging year for our Company as evidenced by our statutory loss of A$89 million. In recognition of
the difficult market conditions in which we operated as a basic materials processor through our scrap metals and e-recycling businesses, the Remuneration Committee administered the Companys short-term incentive (STI) and long-term incentive
(LTI) plans carefully to control remuneration and cost in FY14.
It was also a year of change, as we appointed Galdino Claro as our new Group CEO
effective 4 November 2013. Mr Claro is repositioning our portfolio of businesses and building a new management team well suited to the execution of the Companys five year strategic plan announced on 23 July 2014.
We have continued to strengthen our executive remuneration framework. Our STI plan now has greater alignment to Group financial performance. In FY14, a
financial gateway was introduced into the STI plan, so that a threshold Group return on controlled capital employed (ROCCE) (for the full financial year) must be achieved before any STI payment is awarded to the Group Executives. This will also
apply to the Group CEO from FY15. The Group Executives will also continue to have 80% of their target STI based on Group ROCCE, being our key financial measure, as will the Group CEO from FY15. The Regional Executives now have 20% of their STI based
on Group ROCCE to encourage collaboration and to drive Group financial performance, with 60% of their target STI based on business unit ROCCE, which is more within their control. Regional Executives must also meet threshold Group and Regional ROCCE
gateways before any STI payments are awarded. Furthermore, in order for Executives to receive the 20% of their target STI that is based on individual non-financial measures, a threshold level of ROCCE will need to be achieved. Given the Group
CEOs commencement date with the Company, the Committee determined that a financial measure for the Group CEO in the calculation of his potential STI award for FY14 would be underlying Group EBITDA for the second half of FY14.
Enhancements were also made to the LTI plan. An increased portion of an executives LTI grant is now delivered as performance rights (80% for the Group
CEO and 67% for executives, up from 50%). This further aligns the LTI plan with Australian market practice. As we compete for the majority of our talent and business in the USA, the balance of an executives LTI grant is delivered as options,
to align the LTI plan with market practice there. A further performance hurdle was placed on the performance rights so that these are now subject to both relative total shareholder return (TSR) and earnings per share (EPS). The inherent absolute
share price growth hurdle in options continues to apply. We also removed the re-test mechanism that previously applied to performance rights. We believe that our LTI plan is one of the more rigorous in the market because, in order for awards to
fully vest, there needs to be earnings growth, absolute share price growth and superior total shareholder return relative to our peers.
We will continue
to review and strengthen our remuneration framework in FY15, particularly in respect of the individual non-financial measures in the STI plan, more strongly relating pay outcomes with the achievement of the Companys strategic plan.
The following pages outline the actual remuneration outcomes for FY14 in light of Company performance, as well as providing further detail on our executive
remuneration framework. We welcome and value your feedback on our executive remuneration practices.
Yours sincerely
Christopher Renwick
Remuneration Committee Chair
RemCoChair@simsmm.com
15
REMUNERATION REPORT
The Directors of Sims Metal Management Limited present the Remuneration Report for the Company and the Group for FY14. The information provided in this
Remuneration Report has been audited.
The Remuneration Report is set out as follows:
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Section |
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A. |
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Remuneration snapshot |
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Key Management Personnel (KMP) |
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Executive remuneration philosophy |
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Actual remuneration outcomes for FY14 |
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Outlook for FY15 |
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B. |
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Remuneration governance framework |
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21 |
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Use of external remuneration consultants |
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C. |
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Executive remuneration |
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Remuneration principles and components |
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Competitiveness of KMP remuneration |
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Remuneration mix |
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Fixed remuneration |
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At-risk remuneration including the Short-Term Incentive (STI) plan, Long-Term Incentive (LTI)
plan and discretionary awards |
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Securities trading policy |
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D. |
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Link between at-risk remuneration and Company performance |
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38 |
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E. |
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Executive statutory remuneration disclosures |
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41 |
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F. |
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Executive contracts |
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43 |
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G. |
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Non-Executive Directors (NED) fees |
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45 |
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H. |
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Share-based payment disclosures and equity holdings |
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47 |
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I. |
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Other transactions with KMP |
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51 |
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16
A. REMUNERATION SNAPSHOT
Key Management Personnel (KMP)
The Remuneration
Report is focused on the Companys KMP, consisting of the below Non-Executive Directors and Executives. Unless otherwise indicated, the KMP were classified as KMP for the entire financial year.
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Name |
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Position |
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Country |
Non-Executive Directors |
Geoffrey N Brunsdon |
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Chairman and Independent Non-Executive Director |
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Australia |
Robert J Bass |
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Independent Non-Executive Director |
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USA |
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(commenced 10 September 2013) |
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Norman R Bobins |
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Independent Non-Executive Director |
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USA |
John T DiLacqua |
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Independent Non-Executive Director |
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USA |
Gerald E Morris |
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Independent Non-Executive Director |
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USA |
Christopher J Renwick |
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Independent Non-Executive Director |
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Australia |
Heather Ridout |
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Independent Non-Executive Director |
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Australia |
Tamotsu (Tom) Sato |
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Non-Independent Non-Executive Director |
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Japan |
James T Thompson |
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Independent Non-Executive Director |
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USA |
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Executives |
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Executive Director and Group CEO |
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Galdino Claro |
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Group Chief Executive Officer and Managing Director |
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USA |
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(commenced 4 November 2013) |
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Executives |
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Robert Kelman |
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President North America Metals (NAM) |
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USA |
Robert C Larry |
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Group Chief Financial Officer |
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USA |
Darron McGree |
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Managing Director Australia and New Zealand Metals |
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Australia |
Stephen Skurnac |
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President Global Sims Recycling Solutions (SRS) |
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USA |
Executive remuneration philosophy
Our remuneration philosophy is designed to provide remuneration that:
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attracts, motivates and retains the best and brightest of its senior executive, leadership and staff positions; |
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drives the Companys strategic plan; and |
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aligns reward opportunities with shareholder interests. |
Due to our global scale, our remuneration practices
take into account local market practice, particularly in the USA, our largest geographic region, where we compete for much of our talent and business. Our executive remuneration framework consists of fixed remuneration, short-term incentives and
long-term incentives.
17
Actual remuneration outcomes for FY14
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Remuneration |
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component |
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Outcome |
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Fixed remuneration |
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Our new Group CEO commenced on 4 November 2013 with total fixed remuneration of US$1.15 million
per annum. This is 18% lower than that of our previous Group CEO. |
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Executive fixed remuneration levels were frozen for all existing KMP for FY14. |
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Steve Skurnac received a pay increase on 1 July 2013 upon taking on the broader responsibilities
of President, Global SRS and became a KMP as of this date. Mr Skurnacs new remuneration level was determined in the context of remuneration market data based on industry-related companies of a relative size, footprint and complexity to the
Company. |
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Short-term incentive (STI) |
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STI payments were significantly lower than target, due to performance against our key
financial measure, ROCCE, generally being below threshold. |
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The Group CEO received 67% of his target STI opportunity (also pro-rated for service). The
individual performance goals for the Group CEO, as determined by the Committee, were based on specific goals within five categories safety, financial (including, given that he commenced with the Company on 4 November 2013, underlying Group
EBITDA for the second half of FY14), people and culture, accounting and operational controls, and consolidation of corporate headquarters. |
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The Executives (excluding the Group CEO) received an STI award ranging from 0% to 117% of their
target STI opportunities based on ROCCE and individual performance. ROCCE for the full year was below threshold at the Group level and for all businesses except Australia Metals and New Zealand Metals, which achieved above target, and Europe SRS
excluding UK SRS, which achieved above threshold. |
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The number of employees participating in the STI plan was reduced by 26% Group wide to limit
participation to those individuals who could directly influence Company performance. |
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Long-term incentive (LTI) |
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No performance rights vested during the year as the Companys TSR performance was
below the median against its TSR peer group. |
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Options vested during the year in accordance with the terms of their grant. |
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Mr Morris was the only KMP who exercised options during FY14. These options were granted in 2008
by Metal Management Inc (MMI) prior to its merger with the former Sims Group Limited. Neither Mr Morris nor any other NED held any options in the Company at the end of the year. |
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The number of employees participating in the LTI plan was reduced by 48% Group wide to limit
participation to those individuals who could directly influence Company performance. |
18
In the context of the above comments, actual remuneration received by Executives during FY14 is set out below.
This disclosure is provided on a voluntary basis to provide additional transparency and to clearly demonstrate the strong linkage between at-risk pay and Company performance.
As seen in the table below, actual incentive pay was significantly lower than target incentive pay. LTI awards were also significantly lower than the amounts
that are required to be disclosed in the statutory remuneration table (see Section E).
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Actual |
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Target |
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Actual |
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Target |
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Total |
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Total |
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Executives
(A$) |
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Fixed remuneration1 |
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cash bonus2 |
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cash bonus |
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long-term incentives3 |
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long-term incentives |
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actual remuneration |
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target remuneration |
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G Claro 4,5 |
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949,622 |
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1,263,742 |
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1,251,769 |
3 |
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0 |
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2,503,538 |
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2,213,364 |
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4,704,929 |
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R Kelman5 |
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936,045 |
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0 |
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789,171 |
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0 |
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986,464 |
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936,045 |
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2,711,680 |
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R Larry5 |
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844,104 |
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0 |
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745,632 |
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0 |
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932,040 |
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844,104 |
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2,521,776 |
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D McGree |
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763,730 |
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884,243 |
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727,240 |
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11,701 |
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727,240 |
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1,659,674 |
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2,218,210 |
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S Skurnac5 |
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758,455 |
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124,741 |
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408,186 |
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0 |
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408,186 |
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883,196 |
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1,574,827 |
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1. |
Fixed remuneration includes cash salary, other benefits, pension and superannuation, and annual leave accruals. It is the same as the statutory remuneration disclosures. |
2. |
Actual cash bonus refers to the Executives total bonus that was earned in FY14, and will be paid to the Executive in September 2014 following the finalisation of the Companys audited financial results. These
figures are the same as the statutory remuneration disclosures. See note 4 for further details on Mr Claros actual cash bonus. |
3. |
Actual LTI refers to options granted in prior years that vested during FY14. The value has been calculated using the closing share price of the Companys shares on the business day prior to vesting after deducting
the exercise price. Executives received no economic value from the options in FY14 as none were exercised. There is no value attributable to performance rights because none vested in FY14. The LTI value is significantly lower than target LTI
(determined in the context of the FY14 remuneration mix) and is different to the LTI figures in the statutory remuneration table. This is because the LTI figures in the statutory remuneration table reflect the amortised value of the entire LTI award
(that may or may not vest) in accordance with the accounting standards. |
4. |
Mr Claro commenced employment on 4 November 2013. Accordingly, his actual remuneration reflects the period from 4 November 2013 to 30 June 2014 only. The actual and target cash bonus for Mr Claro includes
a US$650,000 signing bonus which was paid in July 2014 in accordance with his offer of employment. This signing bonus was to compensate for the cash incentive Mr Claro would have received had he remained with his previous employer.
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5. |
Messrs Claro, Kelman, Larry and Skurnac received their cash payments in United States dollars. |
19
Outlook for FY15
While we will continue to strengthen our executive remuneration framework in FY15, we will be revisiting the overall design to ensure that performance measures
in our incentive plans are strongly aligned with our key performance drivers and the Companys 5 year strategic plan advised to the market on 23 July 2014.
Specifically, in the STI plan, we will seek to align the STI performance goals to the strategic plan through incorporation of our FY15 budget in the
performance goals for our portfolio of businesses. The STI plan will continue to be based 80% on ROCCE and 20% on non-financial and individual goals. In the LTI plan, we will seek to create alignment with the Companys strategic plan.
The table below indicates how our remuneration framework will be aligned to our key performance drivers in FY15.
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Performance driver |
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How the driver is incorporated into the executive remuneration
framework |
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Increasing alignment with shareholders |
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LTI |
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A significant portion of the Executives total remuneration opportunity (50% for
the Group CEO and between 30% and 38% for Executives) is delivered as equity in the LTI plan |
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50% of the performance rights in the LTI plan are based on relative TSR |
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100% of the options are only expected to be exercised if there has been absolute share
price growth |
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Strong financial performance |
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STI |
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80% of the Group CEOs and Group Executives STI is based on Group
ROCCE |
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20% of the Regional Executives STI is based on Group ROCCE, with 60% being based
on business unit ROCCE |
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LTI |
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50% of the performance rights in the LTI plan are based on earnings per
share |
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Strong safety performance |
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STI |
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Long-term injury frequency rate and medically-treated injury frequency rate are
included in the 20% allocated to non-financial measures in the STI plan |
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Alignment with 5 year strategic plan |
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STI |
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Goals that are directly linked to the execution of the 5 year strategic plan for the
financial year will be included in the 20% allocated to non-financial measures in the STI plan. This encourages a focus on multi-year performance |
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Strong compliance performance |
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STI |
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Compliance measures in respect of ensuring Sarbanes Oxley level controls will be
included in the 20% allocated to non-financial measures in the STI plan |
20
B: REMUNERATION GOVERNANCE FRAMEWORK
We have a strong remuneration governance framework, with the Board being ultimately responsible for the Companys executive remuneration practices. The
Remuneration Committee advises the Board in making remuneration decisions.
The primary role of the Remuneration Committee (Committee) is to support and
advise the Board on the implementation and maintenance of coherent, fair and responsible remuneration policies and practices, which are observed by the Company and which enable it to attract and retain executives and directors who will create value
for shareholders. The Committees charter, which is available on the Companys website at www.simsmm.com, provides further information on the role and responsibilities of the Committee.
The diagram below illustrates the role of the Board, the Committee, management and external advisors (including remuneration consultants) in relation to
remuneration.
21
In addition to the above, in recognition of the value and advantages of having a diversified workforce and
consistent with the Companys Workforce Diversity Policy (a copy of which can be found on the Companys website at www.simsmm.com), the Committee is responsible for reviewing and approving the measureable objectives for achieving diversity
as noted in the Companys Corporate Governance Statement.
22
Use of external remuneration consultants
The following table provides details of how the Committee used remuneration consultants during the year.
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Does the Committee use a remuneration consultant? |
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- Yes. The Committee retains Mercer, a remuneration consultant. |
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What services did the remuneration consultant provide in FY14? |
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- In its capacity as advisor to the Committee, Mercer: |
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benchmarked and assessed Executive base salary, annual incentive levels and long-term
incentive levels for the Committees consideration as it approves base salary adjustments and sets target incentive opportunities for Executives |
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provided guidance on competitive practices with regard to Executive contracts |
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valued awards under the LTI plan |
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provided guidance on reintroducing EPS into the LTI plan, and the nature of the EPS targets, and |
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assessed the Companys cumulative TSR performance against the TSR peer group. |
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Did the remuneration consultant provide a remuneration recommendation in FY14? |
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- Yes. During FY14, Mercer provided the Company with a remuneration recommendation as defined under the
Corporations Act 2001 (Cth). |
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What was the fee for the remuneration recommendation? |
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- The fee for the remuneration recommendation was A$63,216 and an additional fee of A$26,481was paid to Mercer for the
provision of various accounting valuations under the LTI plan. |
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Did the Company pay Mercer any other fees? |
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- Yes. Mercer also provided human resources professional development services to management and were paid a fee of
A$33,784. |
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What arrangements did the Company have in place to ensure that the making of remuneration |
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- The Committee has implemented protocols in respect of the appointment and use of remuneration consultants to ensure
compliance with the Corporations Act 2001 (Cth). |
recommendations was made free from undue influence by the KMP? |
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- Mr Renwick, Chairman of the Committee, directly engaged Mercer to perform the above services, and Mercer did not
provide its report to any member of Company management. |
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- The Committee also had direct access to Mercer during executive sessions (without Company management) throughout
FY14. |
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- Mercer has declared to the Committee that their remuneration recommendations were not unduly influenced by any of
the Companys KMP throughout the course of their engagement. |
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Is the Board satisfied that the remuneration recommendation was made free from undue influence by the KMP? |
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- Yes. Based on the protocols followed, and Mercers declaration, the Board is satisfied that the remuneration
recommendation from Mercer was made free from undue influence by any of the KMP. |
23
C: EXECUTIVE REMUNERATION
Our executive remuneration framework is heavily skewed towards variable pay to drive Company performance, with 75% of the Group CEOs target pay, and
between 60-69% of target pay for the other Executives, being at-risk, subject to challenging short-term and long-term hurdles.
Remuneration
principles and components
Sims Metal Management Limited and its joint ventures operate in more than 250 locations across five continents. Given
our global scale, it is imperative that the executive remuneration policy and framework reflects the international nature of the Company and the fact that our executives are based throughout the world.
As the Companys success is dependent upon the quality of its people, the primary aim of the Companys executive remuneration policy is to attract,
motivate and retain high calibre executives. To do so, the Company provides executive remuneration packages that are competitive and commensurate with executive responsibilities and accountabilities.
The executive remuneration policy also seeks to ensure alignment between the Companys remuneration philosophy, its strategic plan, and the best
interests of its shareholders. In doing this, the Committee seeks to ensure that the policy reflects the global environment through appropriately balancing competitive market practice in the USA, UK and Australia.
The framework is continually reviewed by the Committee to ensure best practices are followed. The Company also undertakes an annual remuneration review to
determine the total remuneration positioning of its Executives against the market.
A snapshot of the Companys remuneration principles and its
components, and how they support the Companys overall vision, is illustrated in the diagram below.
24
25
Competitiveness of KMP remuneration
The Committee regularly reviews the competitiveness of KMP target total remuneration to pay levels in a remuneration peer group, with assistance from Mercer.
The remuneration peer group includes 15 listed companies (4 Australian-based and 11 USA-based) that compete with the Company for business and / or executive level talent. The remuneration peer group is comprised of the following companies:
|
|
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Australian listed companies |
|
USA listed companies |
Arrium |
|
AK Steel Holding |
BlueScope Steel |
|
Alleghany Technologies |
Boral |
|
Commercial Metals |
Brambles |
|
Masco |
|
|
Nucor |
|
|
Reliance Steel & Aluminium |
|
|
Republic Services |
|
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Schnitzer Steel Industries |
|
|
Steel Dynamics |
|
|
USG |
|
|
Waste Management |
The remuneration peer group differs from the TSR peer group considering size of the companies and the availability of publicly
disclosed executive remuneration levels.
The Committee looks at each company in the peer group and each component of remunerationfixed; STI and LTI
(and the nature of the hurdles)to satisfy itself that KMP remuneration is both competitive in the markets in which the Company operates and recruits talent, and can be regarded as reasonable from a shareholder perspective.
Given the disparate measures of size in the remuneration peer group, the Committee does not set a target remuneration band. However, based on recent Mercer
analysis, the target total remuneration of the Group CEO ($4.6m) is below median and approximates the 25th percentile of remuneration provided to the CEOs within the remuneration peer group.
Remuneration mix
In line with the Companys
intent to ensure the Executive remuneration framework is aligned to the Companys performance, a significant portion of an Executives remuneration is at-risk. The following chart sets out the target remuneration mix; that is,
fixed remuneration (salary / package), target STI, and LTI for the Executives.
Total target remuneration mix
26
Fixed remuneration
Fixed remuneration primarily seeks to attract and retain high calibre Executives. It rewards for capability, experience, responsibility and accountability,
commensurate with role.
Fixed remuneration comprises base salary and benefits:
|
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Base salary is determined on an individual basis, taking into consideration the individuals capability, experience, responsibilities and accountability, as well as external market factors and benchmark data.
|
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Benefits programs vary by market and may include health insurance, life and disability insurance, retirement programs (depending on national government and tax regulations) and automobile allowances. |
Remuneration packages (including fixed components of base salaries and benefits) are reviewed annually. In reviewing any changes to Executive remuneration,
the Committee references individual performance, as well as its competitiveness against the remuneration peer group (described above).
There are no
guaranteed increases to any components of fixed remuneration for any of the Executives.
At-risk remuneration
The at-risk component of remuneration comprises both short-term and long-term incentives. At-risk means an absence of certainty
regarding the payment of a particular component of remuneration in the event agreed-upon performance hurdles or employment conditions are not met during the performance period. Details on each of these Plans are outlined below.
27
STI Plan
Key developments in FY14:
|
|
The new Group CEO has a target STI opportunity of 100% of fixed remuneration (reduced from 130% of fixed remuneration for the previous Group CEO). |
|
|
A financial gateway was introduced into the STI plan, meaning that for all Executives (including the Group CEO from FY15) a threshold level of financial performance (Group / business unit ROCCE) needs to be achieved
before any STI payments are made. This provides greater alignment of STI payments to Company financial performance. |
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All Executives now have a portion of their STI based on Group ROCCE. This encourages collaboration and provides an increased focus on Group results. |
|
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The number of employees participating in the STI plan was reduced by 26% Group wide to limit participation to those individuals who could directly influence Company performance. |
Executives are eligible to participate in the Companys STI plan. The Committee believes that the STI plan is a key motivator to drive alignment with
Company strategy and values, by rewarding for a mix of Company, business unit and individual contributions.
The table below summarises the key aspects of
the STI plan.
|
|
|
What is the STI plan? |
|
- Under the STI plan, eligible employees have an opportunity to earn an annual cash- based incentive based on the
achievement of pre-defined financial (ROCCE) targets and individual goals over the financial year. |
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|
- Company, business unit and individual goals are set on an annual basis, to align with achievement of the
Companys financial, business, and strategic priorities. |
|
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What is ROCCE and why is it used? |
|
- ROCCE is an acronym that means return on controlled capital employed which is calculated as profit divided by funds
deployed: |
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|
Profit in the numerator refers to earnings before interest and taxes which the Committee believes represents
ordinary earnings within the influence of management. |
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Controlled capital employed in the denominator is total funds used by management in the business and represents
the average balances of assets throughout the financial year to generate ordinary earnings. |
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- ROCCE rewards investment decisions that deliver higher returns (efficient use of capital) rather than just increased
profits. |
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- Debt capital cannot be used by management to manipulate higher net asset returns since debt is not subtracted in
determining the funds employed in the denominator. |
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- For these reasons ROCCE is selected as the most appropriate measure of managements success in delivering
shareholder value. |
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- ROCCE is subject to adjustments as approved at the Committees
discretion. |
28
|
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What is the range of STI opportunity? |
|
- The STI is determined by reference to three hurdles: |
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Threshold |
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Target |
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Maximum |
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- For FY14, the threshold was determined by reference to the greater of the budget or ROCCE target. For FY14, the
threshold was 85% of target. At threshold, a portion of target STI is paid depending on an individuals position and this increases in a linear fashion to 100% at target. STI payments as they relate to individual performance goals cannot be
paid unless the ROCCE threshold performance is reached. |
|
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- The STI target opportunity is 100% of fixed remuneration for the Group CEO, and ranges from 75% to 100% of fixed
remuneration for Executives. |
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|
- The actual STI award can range from a minimum of nil to a maximum of 200% of the target opportunity for all
Executives (including the Group CEO) depending upon performance achieved against pre-defined goals. |
|
|
What is the financial gateway? |
|
- In FY14, a financial gateway was introduced into the STI plan. This means that a financial threshold must be
achieved before any STI payment is made: |
|
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|
For the Group Executives, and for the Group CEO going forward in FY15, the financial gateway is threshold Group
ROCCE (for the full financial year), which must be achieved before any of the payment is awarded. |
|
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For Regional Executives, the Group ROCCE threshold must be achieved before any of the Group financial component
is awarded. The business unit ROCCE threshold must be achieved before any payment can be made against the business unit ROCCE or individual goals. |
|
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|
|
- Introducing a financial gateway creates stronger alignment between STI payments and Company financial
performance. |
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|
What is the weighting between Group, business unit and individual performance goals? |
|
- Once the financial gateway is achieved, the STI plan rewards eligible employees for both financial and individual
goals. The below table shows the weight attributable to each STI measure. |
|
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|
Financial measures |
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|
Individual |
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|
Business unit |
|
|
goals (subject to |
|
Position |
|
Group ROCCE |
|
|
ROCCE |
|
|
ROCCE threshold) |
|
Group CEO |
|
|
80 |
% |
|
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N/A |
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|
20 |
% |
(from FY15) |
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|
Group |
|
|
80 |
% |
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N/A |
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20 |
% |
Executives |
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Regional |
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20 |
% |
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60 |
% |
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20 |
% |
Executives |
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What are the Group and business unit |
|
- The Group CEO and Group Executives have 80% of their STI dependent upon Group ROCCE. |
measures and why were they chosen? |
|
- The Regional Executives have 60% of their STI based on business unit ROCCE, creating strong line of sight to the
level of ROCCE that they can influence. 20% of their STI is based on Group ROCCE to encourage collaboration at the Group level and a focus on Group results. |
|
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- ROCCE was chosen to represent 80% of the STI measures because it is the Companys key financial measure. See
above for further information on ROCCE. |
29
|
|
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What are the individual goals and why were they chosen? |
|
- Individual non-financial goals are set in several key performance areas focusing on individual
initiatives that are critical to the overall success of the Company and the execution of the Companys 5 year strategic plan. |
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- For the Group CEO, the Committee established for FY14 a matrix of approximately 20 specific criteria
summarised into five categories safety (reflecting Long-Term Injury Frequency Rate and Medically-Treated Injury Frequency Rate), financial results, people and culture (including succession planning and talent management), accounting and
operational controls, and consolidation of corporate headquarters. |
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|
- For the other Executives, the individual goals may include: |
|
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|
Individual goals |
|
Description |
Safety, Health, Environment and Community (SHEC) |
|
Reduction in critical safety incident metrics (i.e. Long-Term Injury Frequency Rate and
Medically-Treated Injury Frequency Rate) and environmental incidents |
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Increase in community involvement activity |
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|
Compliance |
|
Ensure Sarbanes-Oxley level control environment |
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|
Strategic measures |
|
Achievement of critical initiatives in support of the Companys 5 year strategic
plan |
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|
Talent management |
|
This includes measures such as succession planning (eg identifying 1-3 year succession candidates)
and management development (eg addressing talent gaps identified during the succession planning process) |
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Why arent the specific performance targets disclosed? |
|
The Committee understands the desire for greater transparency of specific targets. However,
given the Companys size and position in the industry, the Company believes disclosing precise financial / individual goals would put it at a competitive disadvantage due to commercial sensitivity. |
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|
How are the performance measures determined? |
|
- The financial hurdles are determined by referencing the Companys current year budget and cost of
capital in consideration of the current economic cycle. |
|
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|
- The individual goals are determined taking into consideration the areas of specific focus by the Group
CEO and Executives to support the delivery of the Companys 5 year strategic plan. |
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How is performance assessed? |
|
Assessing Company performance: |
|
|
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|
- First, the financial gateway of Group ROCCE / business unit ROCCE is assessed. If the financial gateway
is not met, there are no payments made under the STI plan. |
|
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|
- Second, if the financial gateway is met, payment is then determined by reference to ROCCE and individual
goals. Once the threshold hurdle is met, awards against the ROCCE targets are linear in calculation until the maximum hurdle is reached. |
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|
- Actual performance against the financial targets is set out in Section D. |
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Assessing individual performance |
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|
- An individuals performance is rated on a scale of 0 to 4. Participants must receive a weighted
average rating of at least 2.0 (meets expectations) in order to receive target payment based on the individual performance component. A rating below 1.75 results in no award with regard to the individual performance component. |
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|
- The Group CEOs performance is assessed by the Committee and a recommended payment is approved by
the Board. Each Executives performance is assessed by the Group CEO, and recommended payments are considered and, if appropriate, approved by the Committee. |
30
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|
|
Does the Board have discretion? |
|
- The Board maintains full discretion over the level of any STI awards paid to the Group CEO and
Executives. |
|
|
How is the STI delivered? |
|
- The STI is delivered as cash. Any payments are made in September following the finalisation of the Companys
audited financial results. |
|
|
Why is there no STI deferral and clawback? |
|
- During FY14, the Committee considered the introduction of STI deferral for the Group CEO and Executives. However,
given the Group CEO and Executives have a meaningful weighting on the LTI in their remuneration mix (ranging from 30% to 50%), the Committee concluded that it was not necessary at this time to introduce STI deferral for shareholder alignment or
retention purposes. |
|
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|
|
- The Company currently does not have a policy that allows for the clawback of STI payments. The Committee recognises
that the clawback of STI payments may be appropriate in certain circumstances and the Company may consider introducing a clawback policy in the future. |
|
|
What are the termination provisions? |
|
- A voluntary termination prior to the last calendar day of the fiscal year will result in no STI being paid for the
year unless the Committee determines otherwise. Upon a qualifying cessation (i.e. generally, termination due to death, permanent disability, redundancy, or in other circumstances determined at the discretion of the Board), STI performance for the
relevant period will be assessed and paid. See Section F for further information on the Group CEOs entitlement to any STI on termination. |
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|
|
- No STI payments will be made in the case of termination for cause. |
31
LTI Plan
Key developments in FY14:
|
|
|
An increased portion of the LTI grant is delivered as performance rights (rights) subject to performance hurdles (80% for the Group CEO and 67% for other Executives, up from 50%). The remaining portion of the LTI grant
is delivered as options, where rewards are only delivered if there has been absolute share price growth. |
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|
|
EPS was introduced as a secondary performance hurdle on the rights (along with relative TSR), to focus Executives on earnings and relative shareholder value creation. |
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|
The ability to re-test was removed from rights granted from FY14. |
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|
The number of employees participating in the LTI plan was reduced by 48% Group wide to limit the participation to those individuals who could directly influence Company performance. |
The Board believes that this new structure adds further rigour to the LTI plan and is more aligned with shareholder expectations and Australian market
practice.
The LTI plan seeks to be competitive across the Companys key geographical areas, being the USA, UK and Australia. Accordingly, a portion
of a grant under the LTI plan is based on rights subject to relative TSR and EPS (consistent with Australian market practice) and a portion is based on options which an Executive would only be expected to exercise, and realise the rewards of, if
there has been absolute share price growth (consistent with USA market practice).
The Company believes that the LTI plan is one of the more rigorous in
the market because Executives only receive full LTI vesting if there has been earnings growth, absolute share price growth, and superior relative total shareholder returns. Both rights and options are also subject to continued service.
The diagram below outlines the key characteristics of the LTI plan:
Perfomance rights
|
|
|
Constitutes 80% of the Group CEO LTI award and 67% of the Executive LTI award. |
|
|
|
50% subject to relative TSR, 50% subject to EPS. All rights are based on continued service. |
Options / phantom options
|
|
|
Constitutes 20% of the Group CEO LTI award and 33% of the Executive LTI award. |
|
|
|
100% based on absolute share price growth and continued service |
32
|
|
|
|
|
What is the purpose of the LTI plan? |
|
- The LTI plan incentivises Executives to achieve earnings, share price and relative total shareholder
return targets over a 1-3 year period (80% of the Group CEOs grant and 2/3 of the other Executives grants are not eligible for vesting until the third year. Executive rewards under the LTI plan are aligned with the shareholder experience
as the ultimate reward an Executive receives is dependent upon the Companys share price. |
|
|
What is the frequency and timing of the
awards? |
|
- The Companys shareholders approved an LTI award for the Group CEO at the Companys 2013
Annual General Meeting (AGM). In conjunction with the AGM, the Committee approved and granted LTI awards for the Executives. |
|
- Awards are typically made on an annual basis. |
|
|
What instruments are offered under the LTI plan? |
|
The table below provides further information on the three instruments: |
|
|
|
Instrument |
|
Description |
Performance rights |
|
- A performance right is a contractual right to acquire an ordinary share for nil consideration if specified
performance conditions are met. All the Executives received performance rights. |
|
|
Options |
|
- An option is a contract that gives the holder the right, but not the obligation, to acquire an ordinary share at a
fixed price over a specified period of time. In respect of option grants prior to FY14, USA participants have their options settled in American Depositary Shares (ADSs) unless otherwise determined by the Board. |
|
|
|
|
- Options reward Executives for absolute share price performance because the options only have value if the
Companys share price exceeds the exercise price at the end of the vesting period. All the Executives, other than Mr McGree, received options. |
|
|
Phantom options |
|
- Phantom options operate in the same manner as options; however, they are cash-settled rather than equity-settled.
Accordingly, rather than receiving an ordinary share in the Company upon exercise, the Executive receives the equivalent value in cash. |
|
|
|
|
- Because of its differing securities laws and taxation treatments, phantom options have been offered to participants
in Australia since 1 July 2010. Mr McGree, given he is resident in Australia, is the only Executive who receives phantom options. |
|
|
|
Why are options
included as part of the LTI plan? |
|
- Options are a small component of the LTI award, representing 20% of the LTI opportunity for the Group CEO and 33% of
the LTI opportunity for the Executives. |
|
- Options are
included in the LTI plan because it is critical that the Company, in light of the geographic spread of its operations and talent pool, has a globally competitive remuneration framework. While the grant of rights subject to relative TSR and EPS
reflects Australian competitive market practice, the grant of options subject to vesting over a 1-3 year period reflects competitive USA market practice. If options were not included as part of the LTI plan, there is a risk that the Company would
not be able to attract quality talent in the USA, its largest operating jurisdiction. |
|
|
What is the target and maximum
LTI opportunity? |
|
- The target LTI opportunity is 200% of fixed remuneration for the Group CEO and
ranges between 75% and 125% of fixed remuneration for Executives. |
|
- The maximum LTI opportunity is dependent on the number of rights that vest, the number of options that are
exercised, and the Companys share price at the vesting / exercise date. |
33
|
|
|
How is the number of LTI awards determined? |
|
- The number of rights and options granted is determined based on the fair value of the rights and options on the date
of approval by the Committee. The fair value of rights is calculated by Mercer for the Committee using a Black-Scholes, Binomial or Monte Carlo simulation option pricing model as appropriate. |
|
|
|
|
- The Company uses a discounted fair value approach in determining the size of LTI grants to be consistent with the
grant date fair value used for expensing and to reflect the degree of difficulty in goal achievement. This method also considers the approach used by Mercer in obtaining competitive data from the Companys Australian remuneration peer group
companies, where Mercer applied discounts to peer company target LTI values to reflect the risk of forfeiture from performing below levels required to receive full target payouts. |
|
|
|
|
- As a result of the discounts, market LTIs for the Australian peer companies that are reviewed by the Committee are
reported at much lower than target levels. The comparable adjustment for the Company is determined at grant using the fair value approach to determining the number of target shares based on the target dollar value. |
34
|
|
|
|
|
|
|
What are the |
|
|
performance measures and |
|
Performance measure |
|
Rationale and comments |
why were they chosen? |
|
Relative TSR (50% of performance rights based on value) |
|
- The relative TSR hurdle ensures that Executives are only rewarded when the Companys TSR is at
least equivalent to the median company in a peer group. |
|
|
- TSR performance is measured over a three-year period. For grants made in FY14 this is from 1 July 2013
through to 30 June 2016. |
|
|
|
- The peer group is: |
|
|
|
|
|
|
Peer companies |
|
- The peer group was chosen as it reflects companies that are comparable to the
Company in terms of industry, footprint and complexity. |
|
|
AK Steel |
|
Nucor |
|
|
|
Alcoa |
|
POSCO |
|
|
|
Allegheny Technologies |
|
Reliance Steel |
|
|
|
ArcelorMittal |
|
Schnitzer Steel |
|
|
|
Arrium |
|
Steel Dynamics |
|
|
|
BlueScope Steel |
|
Tokyo Steel |
|
- The use of relative TSR is common market practice in Australia.
|
|
|
Commercial Metals |
|
U.S. Steel |
|
|
|
Gerdau |
|
|
|
|
|
- The vesting schedule is: |
|
- Re-testing has been removed following consideration of shareholder and proxy adviser feedback, and to
further align the LTI plan with common market practice in Australia. |
|
|
|
|
|
|
|
|
TSR growth relative to the peer group |
|
Proportion of TSR grant vesting |
|
|
|
Less than 50th percentile |
|
0% |
|
|
|
50th percentile |
|
50% |
|
|
|
50th percentile to |
|
Pro-rata straight line |
|
|
|
75th percentile |
|
|
|
|
|
|
75th percentile or higher |
|
100% |
|
|
|
|
|
|
|
- Re-testing was removed from LTI grants commencing in FY14. |
|
|
|
|
EPS (50% of performance rights based on
value) |
|
- EPS was chosen as a hurdle because it is consistent with the Committees goal of aligning
management incentives with a reasonable level of net income for shareholders. |
|
|
|
|
|
|
|
|
- EPS performance is measured over a three-year period based on statutory EPS. For grants made in
FY14 this is from FY14 through to FY16. |
|
|
|
- The vesting schedule is: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative EPS
growth |
|
Proportion of EPS
grant vesting |
|
- The use of EPS is common market practice in Australia. |
|
|
Less than $2.00 |
|
0% |
|
|
|
$2.00 |
|
50% |
|
- The EPS hurdle rates were determined by the Committee to represent earnings over a 3 year vesting
schedule that would be rigorous in prevailing economic conditions. |
|
|
$2.00 to $3.00 |
|
Pro-rata straight line |
|
|
|
$3.00 or higher |
|
100% |
|
|
|
|
|
|
|
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|
|
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|
|
|
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|
|
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|
|
|
35
|
|
|
|
|
|
|
Absolute share price growth (100% of options) |
|
- Options reward absolute growth in shareholder wealth. |
|
|
|
|
|
- Options have an inherent absolute share price growth hurdle, being the exercise price. This is because the
Companys share price must increase and exceed the exercise price at the end of the vesting period for the options to deliver value to participants. |
|
- The use of options is common market practice in the USA, where the Company competes for much of its talent and
business. |
|
|
- The exercise price of options is set at grant, and is equal to the average closing share price for the five days
preceding the grant date1. |
|
|
|
|
|
|
|
- The options vest in three equal instalments over a three-year period. Specifically, for grants made in FY14, each
instalment vests on the last business day of August, as follows: |
|
- The tiered vesting schedule over 1-3 years reflects common market practice in the USA. |
|
|
|
|
|
One-third in 2014, |
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|
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|
|
|
One-third in 2015, and |
|
|
|
|
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|
|
One-third in 2016. |
|
|
|
|
|
|
|
- Options expire seven years after the date of grant. |
|
|
|
|
Do participants
receive dividends? |
|
- Holders of rights and options are not entitled to dividends over the term of the relevant vesting period
(and in the case of options, until exercised). |
|
|
|
|
Treatment of awards on termination
of employment |
|
- As all instruments are subject to a continuous service provision, where a participant resigns, or is
terminated for cause, his or her awards are forfeited. |
|
- Where termination of employment is the result of a qualifying cessation (i.e. generally death,
permanent disablement, redundancy, or in other circumstances at the discretion of the Board), a participant will be entitled to his or her unvested awards subject to any performance conditions, in accordance with the original vesting
schedule. |
|
|
|
|
- Any unvested rights held by an eligible terminated participant will be tested at the end of the relevant
performance period. Any unvested awards will lapse at the end of the relevant performance period. In respect of the Group CEOs entitlement to any continual vesting under the LTI plan on termination, see further Section F. |
|
|
How are awards treated on a change of control |
|
- The Board has the discretion to immediately vest the rights and options prior to their vesting date if
there is a change of control event. |
|
- The rights and options will immediately vest in the event that a takeover bid of the Company is
recommended by the Board, or a scheme of arrangement concerning the Company, which would have a similar effect to a full takeover bid, is approved by the Companys shareholder. |
1. |
For USA based Executives, option awards are not Incentive Stock Options for the purposes of section 422 of the United States Internal Revenue Code. |
36
Guidelines for approval of Discretionary Awards
The guidelines for approval authority limits for individual discretionary cash awards and aggregate discretionary cash and / or equity awards are:
|
|
|
Individual awards: Any individual discretionary cash and / or equity award in excess of US$250,000 must be presented to the Committee for approval. This is a reduction in the prior threshold of US$500,000.
|
|
|
|
Aggregate awards: If the aggregate sum of the cash and / or equity award per occurrence is in excess of the Group CEO Discretionary Capital Expenditure authority (currently US$1,000,000), then it must be
presented to the Committee for approval. |
All discretionary awards that are approved by the Group CEO are subsequently presented to the
Committee for ratification.
Securities Trading Policy
The trading of securities issued to participants pursuant to the LTI plan is subject to, and conditional upon, compliance with the terms of the Companys
policy titled Dealings in Sims Metal Management Limited Securities (a copy of which is available on the Companys website at www.simsmm.com).
Executives are prohibited from entering into any hedging arrangements over unvested awards under the LTI plan. The Company would consider a breach of the
Securities Trading Policy as serious misconduct, which may lead to disciplinary action up to and including dismissal.
37
D. LINK BETWEEN AT-RISK REMUNERATION AND COMPANY PERFORMANCE
Outlined below is the Companys performance against key metrics over the past five financial years.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Year |
|
|
|
20141 |
|
|
20131,2 |
|
|
20122 |
|
|
2011 |
|
|
2010 |
|
(Loss)/Profit Before Interest and Tax (A$m) |
|
|
(27.6 |
) |
|
|
(470.4 |
) |
|
|
(624.0 |
) |
|
|
293.1 |
|
|
|
198.3 |
|
Diluted EPS (cents) |
|
|
(43.5 |
) |
|
|
(228.6 |
) |
|
|
(302.7 |
) |
|
|
90.9 |
|
|
|
61.8 |
|
Return on Shareholders Equity |
|
|
(4.9 |
%) |
|
|
(24.2 |
%) |
|
|
(27.3 |
%) |
|
|
6.4 |
% |
|
|
3.7 |
% |
Total dividends (cents) |
|
|
10.0 |
|
|
|
0.0 |
|
|
|
20.0 |
|
|
|
47.0 |
|
|
|
33.0 |
|
Share price at 30 June A$ |
|
|
9.68 |
|
|
|
8.26 |
|
|
|
9.61 |
|
|
|
17.65 |
|
|
|
17.11 |
|
1 |
FY14, FY13 and FY12 reflect goodwill and other intangible impairment charges of A$28.5 million, A$304.4 million and A$675.6 million respectively. |
2 |
Previously reported amounts have been restated. See Note 1(d) of the financial report. |
Linkage of STI outcomes to Company performance
The Group CEO commenced with the Company on 4 November 2013. One of his financial measures, as determined by the Committee, was underlying Group EBITDA
for the second half of FY14. He achieved above threshold with respect to this financial measure.
The Group Executives have 80% of their target STI based
on Group ROCCE, being Profit Before Interest and Tax (PBIT) divided by Average Controlled Capital Employed. The Regional Executives have 20% of their target STI based on Group ROCCE, with 60% based on business unit ROCCE. The remaining percentage of
the STI for the Group CEO and Executives is based on individual performance goals (with a threshold of ROCCE required to be achieved before any payments are made).
The table below outlines FY14 Group and business unit performance against the STI ROCCE targets (underlying Group EBITDA for the Group CEO). Below threshold
performance as indicated resulted in no payout.
38
The table below outlines the proportion of the target STI that was earned and forfeited.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Target STI |
|
|
Proportion of |
|
|
|
|
|
|
opportunity (% |
|
|
target STI |
|
|
Proportion of target |
|
|
|
fixed |
|
|
earned during |
|
|
STI forfeited during |
|
Name |
|
remuneration) |
|
|
FY14 |
|
|
FY14 |
|
G Claro1 |
|
|
100 |
% |
|
|
67 |
% |
|
|
33 |
% |
R Kelman |
|
|
100 |
% |
|
|
0 |
% |
|
|
100 |
% |
R Larry |
|
|
100 |
% |
|
|
0 |
% |
|
|
100 |
% |
D McGree |
|
|
100 |
% |
|
|
118 |
% |
|
|
0 |
% |
S Skurnac |
|
|
75 |
% |
|
|
31 |
% |
|
|
69 |
% |
1 |
Mr Claro commenced employment on 4 November 2013. The 100% of fixed remuneration STI opportunity represents his annual target STI opportunity, and the 67% earned
reflects Mr Claros achievement against his target. Mr Claros actual STI was pro-rated for the period of time served in the performance year. |
Linkage of LTI outcomes to Company performance
The LTI
plan is based on relative TSR, EPS and absolute share price growth.
Relative TSR (hurdle for 50% of the rights based on value)
The TSR graph below compares the Companys (ASX: SGM) TSR against the peer group (as referenced above) for the five-year period ending 30 June 2014.
TSR is the return to shareholders provided by share price appreciation plus dividends (which are assumed to be reinvested in the Companys shares), expressed as a percentage of the share price at the beginning of the measurement period
adjusted, where appropriate, for bonus issues, capital consolidation or equivalents.
39
As the Companys TSR has been below the median against its peer group of companies, there has been no
vesting under the LTI plan against the relative TSR hurdle since FY11. The table below outlines the status of the LTI grants that were outstanding as of 1 July 2014:
|
|
|
|
|
TSR Grant |
|
Status |
|
|
FY09 |
|
100% forfeited on 23 August 2013 |
|
|
FY10 |
|
100% forfeited on 22 August 2014 |
|
|
FY11 |
|
No vesting as of 30 June 2014. Final re-test on 30 June 2015 |
|
|
FY12-FY14 |
|
Not yet eligible for testing |
|
|
Earnings per share (hurdle for 50% of the rights based on value)
In FY14, an EPS hurdle was re-introduced into the LTI plan. The first time that these rights will be eligible to vest based on EPS performance will be in FY16.
Including an EPS hurdle in the LTI plan is consistent with our goal to align management incentive with a reasonable level of net income for shareholders.
Absolute share price growth (hurdle for 100% of the options and phantom options)
Using options as a small part of the LTI grant is aligned to Company performance as it focuses Executives on absolute share price growth. This is because
Executives only receive rewards from the options if the Companys share price increases above the option exercise price. Options create the strongest alignment to the shareholder experience because Executives only receive rewards if
shareholders have similarly benefited.
Mr Morris was the only KMP who exercised options during FY14. These options were over ADSs in the Company and were
granted by MMI prior to its merger with the former Sims Group Limited in 2008. Neither Mr Morris nor any other NED holds any options in the Company.
40
E. EXECUTIVE STATUTORY REMUNERATION DISCLOSURES
Certain Executives (as disclosed below) are not residents of Australia. Their respective remuneration paid in foreign currency has been converted to Australian
dollars at an average exchange rate over the year. Fixed remuneration for the existing KMP was frozen in FY14. Accordingly, any change in cash salary is due to exchange rate movements (or in the case of Mr McGree, a change in the mix between his
cash salary and superannuation).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Post- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
employment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term benefits |
|
|
benefits |
|
|
Other |
|
|
|
|
|
Share- |
|
|
|
|
|
|
|
|
Financial |
|
|
Cash |
|
|
Cash |
|
|
Other |
|
|
Pension and |
|
|
long-term |
|
|
Termination |
|
|
based |
|
|
|
|
(A$) |
|
Location |
|
Year |
|
|
salary 1 |
|
|
bonus2 |
|
|
benefits3 |
|
|
superannuation |
|
|
benefits4 |
|
|
Benefits |
|
|
payments5 |
|
|
Total |
|
|
|
Executives (including the Executive Director and Group CEO) |
|
G Claro6,7 |
|
USA |
|
|
2014 |
|
|
|
722,178 |
|
|
|
1,263,742 |
|
|
|
165,264 |
|
|
|
62,180 |
|
|
|
5,442 |
|
|
|
|
|
|
|
904,954 |
|
|
|
3,123,760 |
|
R Kelman7 |
|
USA |
|
|
2014 |
|
|
|
789,171 |
|
|
|
|
|
|
|
120,462
|
8
|
|
|
26,412 |
|
|
|
5,442 |
|
|
|
|
|
|
|
751,311 |
|
|
|
1,692,798 |
|
|
|
|
|
|
2013 |
|
|
|
705,872 |
|
|
|
120,000 |
|
|
|
33,980 |
|
|
|
30,342 |
|
|
|
4,868 |
|
|
|
|
|
|
|
639,792 |
|
|
|
1,534,854 |
|
R Larry7 |
|
USA |
|
|
2014 |
|
|
|
745,632 |
|
|
|
|
|
|
|
65,135 |
|
|
|
33,337 |
|
|
|
5,442 |
|
|
|
791,336
|
9
|
|
|
770,342 |
|
|
|
2,411,224 |
|
|
|
|
|
|
2013 |
|
|
|
666,937 |
|
|
|
|
|
|
|
69,252 |
|
|
|
28,778 |
|
|
|
4,868 |
|
|
|
|
|
|
|
741,083 |
|
|
|
1,510,918 |
|
D McGree |
|
Australia |
|
|
2014 |
|
|
|
727,240 |
|
|
|
884,243 |
|
|
|
11,490 |
|
|
|
25,000 |
|
|
|
12,105 |
|
|
|
|
|
|
|
590,173 |
|
|
|
2,250,251 |
|
|
|
|
|
|
2013 |
|
|
|
718,410 |
|
|
|
264,753 |
|
|
|
22,567 |
|
|
|
33,830 |
|
|
|
63,908 |
|
|
|
|
|
|
|
437,830 |
|
|
|
1,541,298 |
|
S Skurnac7, 10 |
|
USA |
|
|
2014 |
|
|
|
544,247 |
|
|
|
124,741 |
|
|
|
178,784
|
8
|
|
|
35,424 |
|
|
|
5,442 |
|
|
|
|
|
|
|
244,513 |
|
|
|
1,133,151 |
|
|
|
Former Executives (including the former Executive Director and Group CEO) |
|
D Dienst7 |
|
USA |
|
|
2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 |
|
|
|
1,363,061 |
|
|
|
590,660 |
|
|
|
100,339 |
|
|
|
56,828 |
|
|
|
4,868 |
|
|
|
|
|
|
|
6,855,231 |
|
|
|
8,970,987 |
|
G Davy7, 11 |
|
UK |
|
|
2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 |
|
|
|
392,907 |
|
|
|
|
|
|
|
23,952 |
|
|
|
31,476 |
|
|
|
|
|
|
|
|
|
|
|
(476,441 |
) |
|
|
(28,106 |
) |
Total |
|
|
|
|
2014 |
|
|
|
3,528,468 |
|
|
|
2,272,726 |
|
|
|
541,135 |
|
|
|
182,353 |
|
|
|
33,873 |
|
|
|
791,336 |
|
|
|
3,261,293 |
|
|
|
10,611,184 |
|
|
|
|
|
|
2013 |
|
|
|
3,847,187 |
|
|
|
975,413 |
|
|
|
250,090 |
|
|
|
181,254 |
|
|
|
78,512 |
|
|
|
|
|
|
|
8,197,495 |
|
|
|
13,529,951 |
|
1 |
Cash salary includes amounts sacrificed in lieu of other benefits at the discretion of the individual. |
2 |
Cash bonus amounts for FY14 and FY13 reflect the amounts accrued for all Executives under the FY14 and FY13 STI plans respectively. In accordance with the Group CEOs offer of employment, he received a US$650,000
signing bonus in July 2014. This signing bonus was designed to compensate for the cash incentive Mr Claro would have received had he remained with his previous employer. |
3 |
Other short-term benefits include auto allowances, health and life insurance benefits, amounts accrued for annual leave during the period and personal security payments (for Mr Dienst in FY13). For USA employees, it
also includes a Paid Time Off policy which includes a carry-over feature of up to twice the annual entitlement. In lieu of other benefits as provided by the Group CEOs employment agreement, Mr Claro received a prorated payment of
US$100,000 for FY14. |
4 |
Other long-term benefits include amounts accrued for cash-based long-term incentive plans, long-service leave (for Mr McGree) and deferred compensation plans (for Messrs Claro, Kelman, Larry, Skurnac and Dienst).
|
5 |
Share-based payments represent the accounting expense (as computed pursuant to AASB 2 (IFRS 2), Share-based Payments) recognised by the Company for share-based awards. |
6 |
Mr Claro commenced on 4 November 2013. Mr Claros FY14 remuneration disclosed above reflects his remuneration for the period 4 November 2013 to 30 June 2014. |
7 |
Messrs Claro, Kelman, Larry, Skurnac and Dienst received their cash payments in United States dollars. Mr Davy received his cash payment in FY13 in pounds sterling. |
8 |
Mr Kelman was seconded to the UK on 1 August 2014. Other short-term benefits include benefits associated with his Secondment Agreement such as relocation, home finding, childs tuition etc. Mr Skumac was
seconded to the UK on 1 July 2013. Other short-term benefits include benefits associated with his Secondment Agreement such as transportation to the UK, house hunting expenses, relocation, housing allowance, etc. |
9 |
Mr Larrys termination benefit is comprised primarily of 12 months severance, Company paid health insurance and executive outplacement services. |
10 |
As Mr Skurnac was appointed a KMP in FY14, his FY13 data is not presented. |
11 |
Mr Davy left the Company on 19 March 2013. Mr Davys 2013 remuneration disclosed above reflects his remuneration for the period 1 July 2012 to 19 March 2013. Mr Davy did not receive any termination
benefits. |
41
Fixed and actual at-risk remuneration for FY14
Outlined below is the percentage of the Executives FY14 remuneration that was fixed and at-risk based upon the statutory remuneration
table. The percentage of their remuneration that consisted of rights and options is also disclosed.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed |
|
|
At-Risk |
|
|
Remuneration |
|
|
Remuneration |
|
|
|
Remuneration |
|
|
Remuneration |
|
|
consisting of |
|
|
consisting of |
|
|
|
% |
|
|
% |
|
|
rights % |
|
|
options % |
|
Executives |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
G Claro |
|
|
30 |
% |
|
|
70 |
%1 |
|
|
24 |
% |
|
|
5 |
% |
R Kelman |
|
|
55 |
% |
|
|
45 |
% |
|
|
23 |
% |
|
|
22 |
% |
R Larry |
|
|
68 |
% |
|
|
32 |
% |
|
|
17 |
% |
|
|
15 |
% |
D McGree |
|
|
34 |
% |
|
|
66 |
% |
|
|
13 |
% |
|
|
13 |
% |
S Skurnac |
|
|
67 |
% |
|
|
33 |
% |
|
|
13 |
% |
|
|
9 |
% |
1. |
This includes 23% relating to Mr Claros sign-on bonus. This bonus is classified as at-risk because there was a service condition imposed on the bonus being that Mr Claro was required to remain in
employment until 15 July 2014 to receive the bonus. |
42
F: EXECUTIVE CONTRACTS
Executive Director and Group CEO
The key terms of Mr
Claros employment contract are:
|
|
|
|
|
|
|
|
|
|
|
|
|
Notice period |
|
Notice period |
|
|
Commencement
date |
|
Contract
duration |
|
from the Company |
|
from the Executive |
|
Termination provisions |
4 November 2013 |
|
Ongoing |
|
3 months prior notice in writing |
|
3 months prior notice in writing |
|
Mr Claros employment may be terminated immediately by the Company for cause, or by either party for convenience, or by Mr Claro for good reason, each term as defined in the contract. |
Signing incentives: Mr Claro was awarded one-off signing incentives, comprised of a cash bonus of US$650,000,
that was paid on 17 July 2014, and 116,505 Restricted Stock Units (RSUs), equating to a value of US$1 million, that were granted on 15 November 2013 following shareholder approval. The signing bonus and RSUs grant were designed to
compensate Mr Claro for the cash incentive he would have received had he remained with his previous employer.
Termination of employment: If
Mr Claros employment is terminated by the Company for convenience on 3 months written notice, then Mr Claro will be entitled to:
(a) |
a Severance Payment (see below); |
(b) |
a pro-rata STI in respect of the performance year in which the termination occurs and based on the actual performance results of the Group for that year (Pro-Rata Bonus), unless the Board determines otherwise acting
reasonably having regard to the performance of Mr Claro over the preceding years; |
(c) |
continued vesting of any equity awards under the LTI plan (subject to any performance hurdles) granted to him before termination (Continued Equity Award Vesting), unless the Board determines otherwise as above;
|
(d) |
any accrued but unpaid remuneration, accrued but untaken holiday leave (subject to Company policy) and reimbursement for incurred expenses (Accrued Benefits); and |
(e) |
up to 12 months of Company paid health insurance premiums (Insurance). |
If Mr Claro terminates his employment
for good reason, then he will be entitled to the Severance Payment, Pro-Rata Bonus, Continued Equity Award Vesting, Accrued Benefits, and the Insurance.
If his employment is terminated on the death or permanent disablement of Mr Claro, or in other circumstances determined at the discretion of the Board, then
Mr Claro (or his beneficiary or legal representative) will be entitled to the Pro-Rata Bonus, Continued Equity Award Vesting and, other than on death, the Insurance.
If his employment is terminated by the Company for Cause, or if Mr Claro terminates for convenience on 3 months written notice, then Mr Claro is only
entitled to the Accrued Benefits.
Generally, as approved by shareholders on 14 November 2013, a Severance Payment is equal to Mr Claros final
years total fixed remuneration. However, if termination occurs prior to 4 November 2014, then the severance payment will be US$1.15 million and pro-rated based on the proportion that the number of days employed bears to 365 days.
Change of control: A change of control, as defined in the contract, of the Company, may allow Mr Claro to terminate his employment for good
reason.
43
Executives
The key terms of the Executives employment contracts are:
|
|
|
|
|
|
|
|
|
Name |
|
Contract duration |
|
Notice period from the Company |
|
Notice period from the Executive |
|
Termination provisions (other than for cause) and change of
control provisions |
|
|
|
|
|
R Kelman and S Skurnac |
|
- The executives were not employed pursuant to a contract during FY14 |
|
3 months prior notice in writing |
|
3 months prior notice in writing |
|
Termination: The termination provisions are broadly the same as in Mr Claros contract described above, with certain entitlements on termination subject to shareholder approval or otherwise the maximum
that can be paid in accordance with the Corporations Act 2001 (Cth) |
|
|
- The executives signed ongoing contracts effective 1 July 2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change of control: The executives may be allowed to terminate for good reason |
|
|
|
|
|
R Larry |
|
- Contract expired on 30 June 2012 and was allowed to automatically renew through
30 June 2014 in accordance with the terms of the agreement
- Mr Larrys employment with the Company ended on 21 August 2014; however, he remains available
to the Company in a consulting capacity through to August 2015 |
|
30 days prior notice in writing |
|
30 days prior notice in writing |
|
Termination:
- 12 months base salary
- All LTI plan awards continue to vest (subject to any performance conditions) in accordance with
their original vesting schedule - Up to 12 months of Company paid health insurance premiums
Mr Larry was entitled to the above termination benefits when his employment ended on 21
August 2014 |
|
|
|
|
|
D McGree |
|
- Ongoing contract |
|
12 months prior |
|
3 months prior |
|
Termination: |
|
|
|
|
notice in writing |
|
notice in writing |
|
- 12 months total fixed remuneration or payment in lieu |
|
|
|
|
|
|
|
|
- In the event of redundancy, entitled to the greater of 12 months notice or payment in lieu, or a benefit
calculated by reference to the Sims Group Redundancy Policy up to a maximum of 18 months total fixed remuneration plus most recent STI award, depending upon years of service |
|
|
|
|
|
|
|
|
|
|
|
|
|
Change of control: Entitled to a payment equivalent to six months total fixed remuneration if he remains in the employ of the Company six months after a takeover of the Company (or if he is terminated within six months of
such a takeover) |
44
G: NON-EXECUTIVE DIRECTORS FEES
Key development:
In recognition of Company performance,
it was agreed that NED fees reduce by 10% in FY14 and revert back to FY13 levels in FY15.
Approach to determining Non-Executive Director (NED) fees
The level of NED fees reflects the need to reward directors for their commitment to the corporate governance of the Company, their active
participation in the affairs of the business and the contribution they make generally to the maximisation of shareholder value. The Company aims to provide a level of fees for NEDs taking into account, among other things, fees paid for similar roles
in comparable companies, the time commitment, risk and responsibility accepted by NEDs, and recognition of their commercial expertise and experience.
Non-Executive Directors fees
The total amount of
fees, including superannuation, for all NEDs must not exceed the limit approved by shareholders. The current NED fee cap is A$3,000,000 per annum, approved at the Companys 2009 AGM.
In recognition of Company performance, and in an effort to reduce costs in FY14, it was agreed that NED fees reduce by 10% in FY14 and revert back to FY13
levels in FY15. With the expectation of improving performance following the adoption by the Board of the Companys 5 year strategic plan, NED fees will revert, as agreed, to the previous (FY13) fee level in FY15. This change will not require
any increase to the NED fee pool.
Under the current fee framework, NEDs receive a base fee and also receive further fees for chairmanship of a Board
Committee. There are no additional fees for membership of a Committee. The table below outlines NED fees for FY14 and FY15.
|
|
|
|
|
|
|
|
|
|
|
Financial Year |
|
NED FEES (AUD) |
|
20141 |
|
|
20152 |
|
Base fee (Chairman) |
|
|
405,475 |
|
|
|
450,528 |
|
Base fee (NED) |
|
|
183,082 |
|
|
|
203,424 |
|
Chairman Risk, Audit & Compliance Committee3 |
|
|
58,500 |
|
|
|
35,000 |
|
Chairman Safety, Health, Environment & Community Committee |
|
|
31,500 |
|
|
|
35,000 |
|
Chairman Remuneration Committee |
|
|
31,500 |
|
|
|
35,000 |
|
Chairman Finance & Investment Committee |
|
|
31,500 |
|
|
|
35,000 |
|
Chairman Nomination/Governance Committee |
|
|
31,500 |
|
|
|
35,000 |
|
1. |
Reflecting a 10% decrease from FY13 fee levels. |
2. |
NED fees reverted back to FY13 fee levels. |
3. |
The annual fee for the Chairman of the Risk, Audit & Compliance Committee will be reduced to A$35,000 effective from the date of the Companys 2014 AGM. |
Between July 2013 and November 2013, the Company operated without a Group CEO while an executive search for a new Group CEO was completed. The Board
determined that, during this period, the Company would be led by a senior management team, headed by NEDs Geoffrey Brunsdon and James Thompson. As compensation for their services in providing leadership during this transition period, the Board, on
the recommendation of the Committee, and in consultation with Mercer, the Committees remuneration consultant, determined in November 2013 that the Company pay A$200,000 to Mr Brunsdon and US$200,000 to Mr Thompson as special one-off awards.
NEDs also receive reimbursement for reasonable travel, accommodation and other expenses incurred in travelling to and / or from meetings of the Board, or
when otherwise engaged in the business of the Company in accordance with Board policy.
NEDs are not currently covered by any contract of employment;
therefore, they have no contract duration, notice period for termination, or entitlement to termination payments.
NEDs do not participate in any
incentive (cash or equity-based) arrangements. Mr Morris held options as a result of grants made by MMI prior to its merger with the former Sims Group Limited in March 2008. These options were all exercised in FY14 and neither Mr Morris nor any
other NED now holds any options in the Company.
45
Superannuation and retirement benefits
For Australian resident NEDs, superannuation is paid in addition to the above fees. The Company pays superannuation at 9.25% (increasing to 9.50% in FY15) for
each Australian resident NED. Superannuation is not paid in respect of overseas directors.
Statutory NED remuneration disclosures
For NEDs who receive payments in foreign currencies, the table below reflects the Australian dollar equivalent based on the exchange rate at the date of
payment. Accordingly, exchange rate movements have influenced the disclosed fee level. In FY14, the Australian dollar weakened considerably against the US dollar as compared to FY13. Therefore, in the table below, even though there was a 10%
reduction in NED fees, the FY14 fees for USA based NEDs were higher than that of FY13 as presented in Australian dollars.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short- |
|
|
Post-employment |
|
|
|
|
(A$) |
|
|
|
|
|
|
term |
|
|
benefits |
|
|
|
|
|
|
|
|
Fiscal |
|
|
benefits |
|
|
Superan |
|
|
Retirement |
|
|
|
|
Name |
|
Location |
|
Year |
|
|
Cash Fees |
|
|
nuation6 |
|
|
benefits |
|
|
Total |
|
Non-Executive Directors |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
R Bass1, 2 |
|
USA |
|
|
2014 |
|
|
|
160,080 |
|
|
|
|
|
|
|
|
|
|
|
160,080 |
|
N Bobins1 |
|
USA |
|
|
2014 |
|
|
|
233,551 |
|
|
|
|
|
|
|
|
|
|
|
233,551 |
|
|
|
|
|
|
2013 |
|
|
|
230,899 |
|
|
|
|
|
|
|
|
|
|
|
230,899 |
|
G Brunsdon4 |
|
Australia |
|
|
2014 |
|
|
|
605,475 |
|
|
|
56,006 |
|
|
|
|
|
|
|
661,481 |
|
|
|
|
|
|
2013 |
|
|
|
463,657 |
|
|
|
41,729 |
|
|
|
|
|
|
|
505,386 |
|
J DiLacqua1 |
|
USA |
|
|
2014 |
|
|
|
233,537 |
|
|
|
|
|
|
|
|
|
|
|
233,537 |
|
|
|
|
|
|
2013 |
|
|
|
217,763 |
|
|
|
|
|
|
|
|
|
|
|
217,763 |
|
G Morris1 |
|
USA |
|
|
2014 |
|
|
|
266,315 |
|
|
|
|
|
|
|
|
|
|
|
266,315 |
|
|
|
|
|
|
2013 |
|
|
|
259,953 |
|
|
|
|
|
|
|
|
|
|
|
259,953 |
|
C Renwick |
|
Australia |
|
|
2014 |
|
|
|
214,582 |
|
|
|
19,849 |
|
|
|
|
|
|
|
234,431 |
|
|
|
|
|
|
2013 |
|
|
|
238,424 |
|
|
|
21,458 |
|
|
|
|
|
|
|
259,882 |
|
H Ridout |
|
Australia |
|
|
2014 |
|
|
|
183,082 |
|
|
|
16,935 |
|
|
|
|
|
|
|
200,017 |
|
|
|
|
|
|
2013 |
|
|
|
203,424 |
|
|
|
18,308 |
|
|
|
|
|
|
|
221,732 |
|
T Sato5 |
|
Japan |
|
|
2014 |
|
|
|
183,082 |
|
|
|
|
|
|
|
|
|
|
|
183,082 |
|
|
|
|
|
|
2013 |
|
|
|
50,856 |
|
|
|
|
|
|
|
|
|
|
|
50,856 |
|
J Thompson1,4 |
|
USA |
|
|
2014 |
|
|
|
446,348 |
|
|
|
|
|
|
|
|
|
|
|
446,348 |
|
|
|
|
|
|
2013 |
|
|
|
217,945 |
|
|
|
|
|
|
|
|
|
|
|
217,945 |
|
Former Non-Executive Directors |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
JM Feeney3 |
|
Australia |
|
|
2013 |
|
|
|
89,409 |
|
|
|
8,047 |
|
|
|
9,616 |
|
|
|
107,072 |
|
P Sukagawa5 |
|
Japan |
|
|
2013 |
|
|
|
152,568 |
|
|
|
|
|
|
|
|
|
|
|
152,568 |
|
P Varello1,3 |
|
USA |
|
|
2013 |
|
|
|
74,679 |
|
|
|
|
|
|
|
|
|
|
|
74,679 |
|
Total |
|
|
|
|
2014 |
|
|
|
2,526,052 |
|
|
|
92,790 |
|
|
|
|
|
|
|
2,618,842 |
|
|
|
|
|
|
2013 |
|
|
|
2,199,577 |
|
|
|
89,542 |
|
|
|
9,616 |
|
|
|
2,298,735 |
|
1 |
Messrs Bass, Bobins, DiLacqua, Morris, Thompson and Varello are residents of the USA and received their payments in US dollars. Fees for FY13 and FY14 that were paid in US dollars were converted at a rate of A$1 to US$1
as established by the Committee in July 2011. |
2 |
Mr Bass was appointed to the Board on 10 September 2013. |
3 |
Messrs Feeney and Varello retired from the Board on 15 November 2012. |
4 |
FY14 fees for Messrs Brunsdon and Thompson include a special one-off award (as discussed above) in the amount of A$200,000 and US$200,000, respectively. |
5 |
Mr Sato was appointed by Mitsui as its representative director on 1 April 2013. Mr Sukagawa served as the representative director for Mitsui until 31 March 2013. NED fees for Messrs Sato and Sukagawa are paid
to a Mitsui affiliate in Australia. |
6 |
Superannuation contributions are made on behalf of Australian resident NEDs to satisfy the Companys obligations under Australian Superannuation Guarantee legislation. |
46
H: SHARE-BASED PAYMENT DISCLOSURES AND EQUITY HOLDINGS
Options provided as remuneration
The following table
summarises the terms of outstanding option grants (and phantom option grants where applicable) for the Executives.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Date next |
|
|
|
% of |
|
|
Maximum |
|
|
|
|
|
Number |
|
|
Exercise |
|
|
Fair value |
|
|
tranche can |
|
Expiry |
|
options |
|
|
total value |
|
Name |
|
Grant date |
|
granted |
|
|
price |
|
|
at grant date |
|
|
be exercised |
|
date |
|
that have vested |
|
|
of unvested grant1 |
|
Ordinary Shares (A$) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
G Claro |
|
15 Nov 13 |
|
|
138,714 |
|
|
$ |
9.98 |
|
|
$ |
2.77 |
|
|
29 Aug 14 |
|
15 Nov 20 |
|
|
0 |
% |
|
$ |
215,060 |
|
R Larry |
|
15 Nov 13 |
|
|
125,054 |
|
|
$ |
9.98 |
|
|
$ |
2.77 |
|
|
29 Aug 14 |
|
15 Nov 20 |
|
|
0 |
% |
|
$ |
193,882 |
|
R Kelman |
|
15 Nov 13 |
|
|
132,356 |
|
|
$ |
9.98 |
|
|
$ |
2.77 |
|
|
29 Aug 14 |
|
15 Nov 20 |
|
|
0 |
% |
|
$ |
205,203 |
|
D McGree |
|
11 Nov 11 |
|
|
87,260 |
2 |
|
$ |
13.07 |
|
|
$ |
1.14 |
2 |
|
22 Aug 14 |
|
11 Nov 18 |
|
|
66.7 |
% |
|
$ |
2,023 |
|
|
|
16 Nov 12 |
|
|
146,268 |
2 |
|
$ |
9.29 |
|
|
$ |
2.18 |
2 |
|
29 Aug 14 |
|
16 Nov 19 |
|
|
33.3 |
% |
|
$ |
56,911 |
|
|
|
15 Nov 13 |
|
|
101,726 |
2 |
|
$ |
9.98 |
|
|
$ |
2.16 |
2 |
|
29 Aug 14 |
|
15 Nov 20 |
|
|
0 |
% |
|
$ |
123,513 |
|
S Skurnac |
|
15 Nov 13 |
|
|
54,768 |
|
|
$ |
9.98 |
|
|
$ |
2.77 |
|
|
29 Aug 14 |
|
15 Nov 20 |
|
|
0 |
% |
|
$ |
84,912 |
|
ADSs (US$) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
R Kelman |
|
11 Nov 11 |
|
|
70,924 |
|
|
$ |
13.37 |
|
|
$ |
4.52 |
|
|
22 Aug 14 |
|
11 Nov 18 |
|
|
66.7 |
% |
|
$ |
7,064 |
|
|
|
16 Nov 12 |
|
|
157,886 |
|
|
$ |
9.49 |
|
|
$ |
2.18 |
|
|
29 Aug 14 |
|
16 Nov 19 |
|
|
33.3 |
% |
|
$ |
62,259 |
|
R Larry |
|
11 Nov 11 |
|
|
88,655 |
|
|
$ |
13.37 |
|
|
$ |
4.52 |
|
|
22 Aug 14 |
|
11 Nov 18 |
|
|
66.7 |
% |
|
$ |
8,830 |
|
|
|
16 Nov 12 |
|
|
149,175 |
|
|
$ |
9.49 |
|
|
$ |
2.18 |
|
|
29 Aug 14 |
|
16 Nov 19 |
|
|
33.3 |
% |
|
$ |
58,825 |
|
S Skurnac |
|
11 Nov 11 |
|
|
12,506 |
|
|
$ |
13.37 |
|
|
$ |
4.52 |
|
|
22 Aug 14 |
|
11 Nov 18 |
|
|
66.7 |
% |
|
$ |
1,245 |
|
|
|
16 Nov 12 |
|
|
21,042 |
|
|
$ |
9.49 |
|
|
$ |
2.18 |
|
|
29 Aug 14 |
|
16 Nov 19 |
|
|
33.3 |
% |
|
$ |
8,298 |
|
1. |
No options will vest if the vesting conditions are not satisfied, hence the minimum value of unvested awards is nil. The maximum value of the unvested awards has been determined as the amount of the grant date fair
value that is yet to be expensed. |
2. |
Represents a cash-settled phantom option grant. In accordance with AASB 2 (IFRS 2), the fair value is as of the end of the reporting period. |
47
The number of options over ordinary shares or ADSs in the Company held during the financial year by each Director
and other KMP, including their personally related parties, is set out below. Values are in Australian dollars for ordinary shares and US dollars for ADSs:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
options that |
|
|
Value of |
|
|
Value of options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at |
|
|
|
|
|
|
|
|
vested |
|
|
options |
|
|
that were |
|
|
|
Instrument that |
|
Balance at |
|
|
Number |
|
|
Number |
|
|
30 June |
|
|
|
|
|
|
|
|
during |
|
|
granted during |
|
|
exercised or sold |
|
Name |
|
options are over |
|
1 July 2013 |
|
|
Granted |
|
|
Exercised |
|
|
2014 |
|
|
Vested |
|
|
Unvested |
|
|
FY14 |
|
|
FY14 |
|
|
during FY143 |
|
Directors |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
G Morris1 |
|
ADSs |
|
|
82,000 |
|
|
|
|
|
|
|
(82,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
|
|
$ |
36,080 |
|
G Claro |
|
Ordinary shares |
|
|
|
|
|
|
138,714 |
|
|
|
|
|
|
|
138,714 |
|
|
|
|
|
|
|
138,714 |
|
|
|
|
|
|
$ |
384,238 |
|
|
$ |
|
|
Executives |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
R Kelman |
|
ADSs |
|
|
353,922 |
|
|
|
|
|
|
|
|
|
|
|
353,922 |
|
|
|
225,024 |
|
|
|
128,898 |
|
|
|
93,263 |
|
|
$ |
|
|
|
$ |
|
|
|
|
Ordinary shares |
|
|
|
|
|
|
132,356 |
|
|
|
|
|
|
|
132,356 |
|
|
|
|
|
|
|
132,356 |
|
|
|
|
|
|
$ |
366,626 |
|
|
$ |
|
|
R Larry |
|
ADSs |
|
|
467,273 |
|
|
|
|
|
|
|
|
|
|
|
467,273 |
|
|
|
338,272 |
|
|
|
129,001 |
|
|
|
100,517 |
|
|
$ |
|
|
|
$ |
|
|
|
|
Ordinary shares |
|
|
|
|
|
|
125,054 |
|
|
|
|
|
|
|
125,054 |
|
|
|
|
|
|
|
125,054 |
|
|
|
|
|
|
$ |
346,400 |
|
|
$ |
|
|
D McGree2 |
|
Ordinary shares |
|
|
384,532 |
|
|
|
101,726 |
|
|
|
|
|
|
|
486,258 |
|
|
|
257,934 |
|
|
|
228,324 |
|
|
|
96,697 |
|
|
$ |
219,728 |
|
|
$ |
|
|
S Skurnac |
|
ADSs |
|
|
58,623 |
|
|
|
|
|
|
|
|
|
|
|
58,623 |
|
|
|
40,427 |
|
|
|
18,196 |
|
|
|
13,422 |
|
|
$ |
|
|
|
$ |
|
|
|
|
Ordinary shares |
|
|
|
|
|
|
54,768 |
|
|
|
|
|
|
|
54,768 |
|
|
|
|
|
|
|
54,768 |
|
|
|
|
|
|
$ |
151,707 |
|
|
$ |
|
|
No options lapsed during the financial year.
1. |
Mr Morris options over ADSs in the Company were a result of grants made by MMI prior to its merger with the former Sims Group Limited in March 2008. Mr Morris no longer holds any options. |
2. |
Includes cash-settled option grants. |
3. |
The value at exercise date of the options that were exercised during the year has been determined as the intrinsic value of the options at that date (share price less exercise price). |
48
Rights provided as remuneration
The table below summarises the terms of outstanding rights. None of these rights have vested.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value |
|
|
Date next |
|
|
|
|
|
Maximum total |
|
|
|
|
|
Number |
|
|
at grant |
|
|
tranche |
|
|
Expiry |
|
|
value of unvested |
|
Name |
|
Grant date |
|
granted |
|
|
date |
|
|
vests |
|
|
Date |
|
|
grant1 |
|
Ordinary Shares (A$) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
G Claro |
|
15 Nov 13 |
|
|
123,436 |
|
|
$ |
5.38 |
|
|
|
31 Aug 16 |
|
|
|
31 Aug 16 |
|
|
$ |
454,767 |
|
|
|
15 Nov 13 |
|
|
78,153 |
|
|
$ |
9.61 |
|
|
|
31 Aug 16 |
|
|
|
31 Aug 16 |
|
|
$ |
751,050 |
2 |
|
|
15 Nov 13 |
|
|
58,252 |
|
|
$ |
10.12 |
|
|
|
01 Dec 14 |
|
|
|
01 Dec 14 |
|
|
$ |
237,660 |
|
|
|
15 Nov 13 |
|
|
58,253 |
|
|
$ |
9.82 |
|
|
|
01 Dec 15 |
|
|
|
01 Dec 15 |
|
|
$ |
397,437 |
|
R Larry |
|
15 Nov 13 |
|
|
72,257 |
|
|
$ |
5.38 |
|
|
|
31 Aug 16 |
|
|
|
31 Aug 16 |
|
|
$ |
266,212 |
|
|
|
15 Nov 13 |
|
|
36,639 |
|
|
$ |
9.61 |
|
|
|
31 Aug 16 |
|
|
|
31 Aug 16 |
|
|
$ |
352,100 |
2 |
R Kelman |
|
15 Nov 13 |
|
|
76,477 |
|
|
$ |
5.38 |
|
|
|
31 Aug 16 |
|
|
|
31 Aug 16 |
|
|
$ |
281,759 |
|
|
|
15 Nov 13 |
|
|
38,778 |
|
|
$ |
9.61 |
|
|
|
31 Aug 16 |
|
|
|
31 Aug 16 |
|
|
$ |
372,657 |
2 |
D McGree |
|
23 Nov 09 |
|
|
20,728 |
|
|
$ |
15.97 |
|
|
|
22 Aug 14 |
|
|
|
22 Aug 14 |
|
|
$ |
|
|
|
|
30 Nov 10 |
|
|
24,517 |
|
|
$ |
14.04 |
|
|
|
22 Aug 14 |
|
|
|
31 Aug 15 |
|
|
$ |
|
|
|
|
11 Nov 11 |
|
|
35,178 |
|
|
$ |
10.42 |
|
|
|
22 Aug 14 |
|
|
|
31 Aug 16 |
|
|
$ |
19,625 |
|
|
|
16 Nov 12 |
|
|
54,589 |
|
|
$ |
5.29 |
|
|
|
31 Aug 15 |
|
|
|
31 Aug 17 |
|
|
$ |
106,575 |
|
|
|
15 Nov 13 |
|
|
45,261 |
|
|
$ |
5.38 |
|
|
|
31 Aug 16 |
|
|
|
31 Aug 16 |
|
|
$ |
166,752 |
|
|
|
15 Nov 13 |
|
|
28,657 |
|
|
$ |
9.61 |
|
|
|
31 Aug 16 |
|
|
|
31 Aug 16 |
|
|
$ |
275,393 |
2 |
S Skurnac |
|
15 Nov 13 |
|
|
31,646 |
|
|
$ |
5.38 |
|
|
|
31 Aug 16 |
|
|
|
31 Aug 16 |
|
|
$ |
116,591 |
|
|
|
15 Nov 13 |
|
|
16,046 |
|
|
$ |
9.61 |
|
|
|
31 Aug 16 |
|
|
|
31 Aug 16 |
|
|
$ |
154,202 |
|
ADSs (US$) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
R Kelman |
|
23 Nov 09 |
|
|
25,531 |
|
|
$ |
11.99 |
|
|
|
22 Aug 14 |
|
|
|
22 Aug 14 |
|
|
$ |
|
|
|
|
30 Nov 10 |
|
|
33,983 |
|
|
$ |
9.29 |
|
|
|
22 Aug 14 |
|
|
|
31 Aug 15 |
|
|
$ |
|
|
|
|
11 Nov 11 |
|
|
41,615 |
|
|
$ |
8.24 |
|
|
|
22 Aug 14 |
|
|
|
31 Aug 16 |
|
|
$ |
18,359 |
|
|
|
16 Nov 12 |
|
|
82,838 |
|
|
$ |
4.12 |
|
|
|
31 Aug 15 |
|
|
|
31 Aug 17 |
|
|
$ |
125,957 |
|
R Larry |
|
23 Nov 09 |
|
|
31,914 |
|
|
$ |
11.99 |
|
|
|
22 Aug 14 |
|
|
|
22 Aug 14 |
|
|
$ |
|
|
|
|
30 Nov 10 |
|
|
42,479 |
|
|
$ |
9.29 |
|
|
|
22 Aug 14 |
|
|
|
31 Aug 15 |
|
|
$ |
|
|
|
|
11 Nov 11 |
|
|
52,018 |
|
|
$ |
8.24 |
|
|
|
22 Aug 14 |
|
|
|
31 Aug 16 |
|
|
$ |
22,949 |
|
|
|
16 Nov 12 |
|
|
78,268 |
|
|
$ |
4.12 |
|
|
|
31 Aug 15 |
|
|
|
31 Aug 17 |
|
|
$ |
119,008 |
|
S Skurnac |
|
17 Dec 09 |
|
|
3,388 |
|
|
$ |
11.75 |
|
|
|
22 Aug 14 |
|
|
|
22 Aug 14 |
|
|
$ |
|
|
|
|
30 Nov 10 |
|
|
4,477 |
|
|
$ |
9.29 |
|
|
|
22 Aug 14 |
|
|
|
31 Aug 15 |
|
|
$ |
|
|
|
|
11 Nov 11 |
|
|
7,338 |
|
|
$ |
8.24 |
|
|
|
22 Aug 14 |
|
|
|
31 Aug 16 |
|
|
$ |
3,236 |
|
|
|
16 Nov 12 |
|
|
11,040 |
|
|
$ |
4.12 |
|
|
|
31 Aug 15 |
|
|
|
31 Aug 17 |
|
|
$ |
16,787 |
|
|
|
27 Jun 13 |
|
|
16,067 |
|
|
$ |
7.30 |
|
|
|
27 Jun 16 |
|
|
|
27 Jun 16 |
|
|
$ |
77,836 |
|
1. |
No rights will vest if the vesting conditions are not satisfied, hence the minimum value of unvested awards is nil. The maximum value of the unvested rights has been determined as the amount of the grant date fair value
that is yet to be expensed. |
2. |
These grants relate to rights subject to the EPS hurdle. Based on the Companys assessment at 30 June 2014, these rights will not vest. No amount has been expensed relating to these rights in FY14.
|
49
The number of rights to ordinary shares or ADSs in the Company held during the financial year by each Executive
Director and other KMP, including their personally related parties, is set out below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Instrument |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
that rights are |
|
Balance at |
|
|
Number |
|
|
Number |
|
|
Number |
|
|
Balance at |
|
Name |
|
over |
|
1 July 2013 |
|
|
Granted |
|
|
Vested |
|
|
Forfeited |
|
|
30 June 2014 |
|
Executives |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
G Claro |
|
Ordinary shares |
|
|
|
|
|
|
318,094 |
|
|
|
|
|
|
|
|
|
|
|
318,094 |
|
R Kelman |
|
ADSs |
|
|
222,547 |
|
|
|
|
|
|
|
|
|
|
|
(38,580 |
) |
|
|
183,967 |
|
|
|
Ordinary shares |
|
|
|
|
|
|
115,255 |
|
|
|
|
|
|
|
|
|
|
|
115,255 |
|
R Larry |
|
ADSs |
|
|
252,904 |
|
|
|
|
|
|
|
|
|
|
|
(48,225 |
) |
|
|
204,679 |
|
|
|
Ordinary shares |
|
|
|
|
|
|
108,896 |
|
|
|
|
|
|
|
|
|
|
|
108,896 |
|
D McGree |
|
Ordinary shares |
|
|
151,325 |
|
|
|
73,918 |
|
|
|
|
|
|
|
(16,313 |
) |
|
|
208,930 |
|
S. Skurnac |
|
ADSs |
|
|
42,310 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
42,310 |
|
|
|
Ordinary shares |
|
|
|
|
|
|
47,692 |
|
|
|
|
|
|
|
|
|
|
|
47,692 |
|
Share holdings
The
number of shares in the Company held during the financial year by each Director and other KMP, including their personally related parties, is set out below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Received on |
|
|
|
|
|
Other changes |
|
|
|
|
|
|
Balance at |
|
|
exercise of options |
|
|
Purchases / |
|
|
during the |
|
|
Balance at |
|
Name |
|
1 July 2013 |
|
|
or rights |
|
|
(sales) |
|
|
year |
|
|
30 June 2014 |
|
Non-Executive Directors |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
R Bass |
|
|
|
|
|
|
|
|
|
|
5,600 |
|
|
|
5,000 |
1 |
|
|
10,600 |
|
N Bobins |
|
|
54,600 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
54,600 |
|
G Brunsdon |
|
|
22,057 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22,057 |
|
G Morris |
|
|
20,000 |
|
|
|
82,000 |
|
|
|
(61,500 |
) |
|
|
|
|
|
|
40,500 |
|
C Renwick |
|
|
13,144 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13,144 |
|
J Thompson |
|
|
12,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12,000 |
|
Executives |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
G Claro |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
R Kelman |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
R Larry |
|
|
61,609 |
|
|
|
|
|
|
|
(11,526 |
) |
|
|
|
|
|
|
50,083 |
|
D McGree |
|
|
47,462 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
47,462 |
|
S. Skurnac (ADSs) |
|
|
2,498 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,498 |
|
1. |
Represents shares held at time of appointment to the Board. |
50
I: OTHER TRANSACTIONS WITH KMP
Transactions entered into with any Directors or other KMP of the Group, including their personally related parties, are at normal commercial terms.
Mr Sato serves as the representative director for Mitsui & Co. Prior to his appointment, Mr Sukagawa served as the representative director for
Mitsui & Co. As a result, their director remuneration is paid directly to Mitsui & Co. During the year ended 30 June 2014, the Group paid A$183,082 to Mitsui & Co. for director remuneration (2013: A$203,424).
This report is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the Board of Directors.
|
|
|
|
|
|
G N Brunsdon |
|
G Claro |
Chairman |
|
Managing Director and Group CEO |
Sydney |
|
New York |
22 August 2014 |
|
21 August 2014 |
51
Auditors Independence Declaration
As lead auditor for the audit of Sims Metal Management Limited for the year ended 30 June 2014, I declare that to the best of my knowledge and belief,
there have been:
a) |
no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and |
b) |
no contraventions of any applicable code of professional conduct in relation to the audit. |
This declaration
is in respect of Sims Metal Management Limited and the entities it controlled during the period.
|
|
|
|
|
|
David Wiadrowski |
|
Sydney |
Partner |
|
22 August 2014 |
PricewaterhouseCoopers |
|
|
PricewaterhouseCoopers, ABN 52 780 433 757
Darling Park Tower 2, 201 Sussex Street, GPO BOX 2650, SYDNEY NSW 1171
T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
52
Sims Metal Management Limited
Consolidated Income Statements
For the year ended 30 June 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
Note |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
|
|
|
|
|
|
|
(restated) |
|
|
(restated) |
|
Revenue |
|
|
6 |
|
|
|
7,144.3 |
|
|
|
7,203.1 |
|
|
|
9,042.3 |
|
Other income |
|
|
7 |
|
|
|
21.1 |
|
|
|
52.6 |
|
|
|
91.2 |
|
Raw materials used and changes in inventories |
|
|
|
|
|
|
(5,219.9 |
) |
|
|
(5,452.2 |
) |
|
|
(7,065.5 |
) |
Freight expense |
|
|
|
|
|
|
(534.0 |
) |
|
|
(560.3 |
) |
|
|
(687.0 |
) |
Employee benefits expense |
|
|
|
|
|
|
(589.4 |
) |
|
|
(536.2 |
) |
|
|
(563.0 |
) |
Depreciation and amortisation expense |
|
|
7 |
|
|
|
(123.9 |
) |
|
|
(123.5 |
) |
|
|
(129.9 |
) |
Repairs and maintenance expense |
|
|
|
|
|
|
(103.1 |
) |
|
|
(105.8 |
) |
|
|
(127.2 |
) |
Other expenses |
|
|
|
|
|
|
(581.9 |
) |
|
|
(608.7 |
) |
|
|
(497.5 |
) |
Impairment of goodwill and other intangibles |
|
|
7 |
|
|
|
(28.5 |
) |
|
|
(304.4 |
) |
|
|
(618.1 |
) |
Finance costs |
|
|
7 |
|
|
|
(23.2 |
) |
|
|
(25.5 |
) |
|
|
(25.1 |
) |
Impairment of goodwill in joint venture |
|
|
28 |
|
|
|
|
|
|
|
|
|
|
|
(57.5 |
) |
Share of results of associates and joint ventures |
|
|
28 |
|
|
|
(3.3 |
) |
|
|
(27.7 |
) |
|
|
(8.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income tax |
|
|
|
|
|
|
(41.8 |
) |
|
|
(488.6 |
) |
|
|
(645.3 |
) |
Income tax (expense)/benefit |
|
|
8 |
|
|
|
(47.1 |
) |
|
|
21.3 |
|
|
|
22.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the year |
|
|
|
|
|
|
(88.9 |
) |
|
|
(467.3 |
) |
|
|
(623.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A¢ |
|
|
A¢ |
|
|
A¢ |
|
|
|
|
|
|
|
|
|
(restated) |
|
|
(restated) |
|
Loss per share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
4 |
|
|
|
(43.5 |
) |
|
|
(228.6 |
) |
|
|
(302.7 |
) |
Diluted |
|
|
4 |
|
|
|
(43.5 |
) |
|
|
(228.6 |
) |
|
|
(302.7 |
) |
The consolidated income statements should be read in conjunction with the accompanying notes. See note 1(d) for details
regarding restatement of balances for the years ended 30 June 2013 and 30 June 2012 as a result of changes in accounting policies.
53
Sims Metal Management Limited
Consolidated Statements of Comprehensive Income
For the year ended 30 June 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
Note |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
|
|
|
|
|
|
|
(restated) |
|
|
(restated) |
|
Loss for the year |
|
|
|
|
|
|
(88.9 |
) |
|
|
(467.3 |
) |
|
|
(623.0 |
) |
Other comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Items that may be reclassified to profit or loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes in the fair value of cash flow hedges, net of tax |
|
|
20 |
|
|
|
4.4 |
|
|
|
(3.8 |
) |
|
|
1.2 |
|
Foreign exchange translation differences arising during the period, net of tax |
|
|
20 |
|
|
|
(17.8 |
) |
|
|
121.7 |
|
|
|
87.2 |
|
Recycling of foreign currency translation reserve on disposal of foreign operations |
|
|
20 |
|
|
|
(4.8 |
) |
|
|
|
|
|
|
|
|
Share of other comprehensive income of associates, net of tax |
|
|
28 |
|
|
|
0.3 |
|
|
|
0.6 |
|
|
|
(0.4 |
) |
Items that will not be reclassified to profit or loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Re-measurements of defined benefit plans, net of tax |
|
|
18 |
|
|
|
(2.6 |
) |
|
|
6.3 |
|
|
|
(10.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive (loss)/income for the year, net of tax |
|
|
|
|
|
|
(20.5 |
) |
|
|
124.8 |
|
|
|
77.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss for the year |
|
|
|
|
|
|
(109.4 |
) |
|
|
(342.5 |
) |
|
|
(545.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The consolidated statements of comprehensive income should be read in conjunction with the accompanying notes. See note 1(d)
for details regarding restatement of balances for the years ended 30 June 2013 and 30 June 2012 as a result of changes in accounting policies.
54
Sims Metal Management Limited
Consolidated Statements of Financial Position
For the year ended 30 June 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
Note |
|
|
A$m |
|
|
A$m |
|
|
|
|
|
|
|
|
|
(restated) |
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
31 |
|
|
|
57.2 |
|
|
|
46.9 |
|
Trade and other receivables |
|
|
9 |
|
|
|
445.6 |
|
|
|
455.4 |
|
Inventory |
|
|
10 |
|
|
|
545.0 |
|
|
|
564.8 |
|
Other financial assets |
|
|
11 |
|
|
|
51.8 |
|
|
|
29.1 |
|
Assets classified as held for sale |
|
|
32 |
|
|
|
7.4 |
|
|
|
53.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets |
|
|
|
|
|
|
1,107.0 |
|
|
|
1,149.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
|
|
|
|
|
|
Investments in associates and joint ventures |
|
|
28 |
|
|
|
314.9 |
|
|
|
330.0 |
|
Other financial assets |
|
|
11 |
|
|
|
7.2 |
|
|
|
47.9 |
|
Property, plant and equipment |
|
|
12 |
|
|
|
903.0 |
|
|
|
1,002.3 |
|
Retirement benefit assets |
|
|
18 |
|
|
|
2.1 |
|
|
|
1.0 |
|
Deferred tax assets |
|
|
8 |
|
|
|
99.4 |
|
|
|
123.0 |
|
Goodwill |
|
|
13 |
|
|
|
139.3 |
|
|
|
166.5 |
|
Other intangible assets |
|
|
14 |
|
|
|
76.5 |
|
|
|
97.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-current assets |
|
|
|
|
|
|
1,542.4 |
|
|
|
1,768.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
|
|
|
|
|
2,649.4 |
|
|
|
2,917.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
15 |
|
|
|
571.4 |
|
|
|
585.2 |
|
Borrowings |
|
|
16 |
|
|
|
0.5 |
|
|
|
11.6 |
|
Other financial liabilities |
|
|
11 |
|
|
|
4.5 |
|
|
|
6.3 |
|
Current tax liabilities |
|
|
|
|
|
|
24.8 |
|
|
|
13.2 |
|
Provisions |
|
|
17 |
|
|
|
76.4 |
|
|
|
38.5 |
|
Liabilities associated with assets held for sale |
|
|
32 |
|
|
|
|
|
|
|
16.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
|
|
|
|
677.6 |
|
|
|
671.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
Payables |
|
|
15 |
|
|
|
6.5 |
|
|
|
8.3 |
|
Borrowings |
|
|
16 |
|
|
|
14.4 |
|
|
|
189.1 |
|
Deferred tax liabilities |
|
|
8 |
|
|
|
66.0 |
|
|
|
74.0 |
|
Provisions |
|
|
17 |
|
|
|
46.4 |
|
|
|
40.5 |
|
Retirement benefit obligations |
|
|
18 |
|
|
|
4.6 |
|
|
|
4.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-current liabilities |
|
|
|
|
|
|
137.9 |
|
|
|
316.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
|
|
|
|
815.5 |
|
|
|
988.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets |
|
|
|
|
|
|
1,833.9 |
|
|
|
1,929.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
Contributed equity |
|
|
19 |
|
|
|
2,796.4 |
|
|
|
2,795.7 |
|
Reserves |
|
|
20 |
|
|
|
(202.3 |
) |
|
|
(197.8 |
) |
Accumulated deficit |
|
|
20 |
|
|
|
(760.2 |
) |
|
|
(668.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity |
|
|
|
|
|
|
1,833.9 |
|
|
|
1,929.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The consolidated statements of financial position should be read in conjunction with the accompanying notes. See note 1(d) for
details regarding restatement of balances for the year ended 30 June 2013 as a result of changes in accounting policies.
55
Sims Metal Management Limited
Consolidated Statements of Changes in Equity
For the year ended 30 June 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contributed |
|
|
|
|
|
Retained earnings/ |
|
|
Total |
|
|
|
|
|
|
equity |
|
|
Reserves |
|
|
(deficit) |
|
|
equity |
|
|
|
Note |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Balance at 1 July 2011 |
|
|
|
|
|
|
2,817.9 |
|
|
|
(445.2 |
) |
|
|
538.8 |
|
|
|
2,911.5 |
|
Loss for the year (restated) |
|
|
1 |
(d) |
|
|
|
|
|
|
|
|
|
|
(623.0 |
) |
|
|
(623.0 |
) |
Other comprehensive income (restated) |
|
|
|
|
|
|
|
|
|
|
88.0 |
|
|
|
(10.4 |
) |
|
|
77.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss for the year |
|
|
|
|
|
|
|
|
|
|
88.0 |
|
|
|
(633.4 |
) |
|
|
(545.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners in their capacity as owners: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends provided for or paid |
|
|
21 |
|
|
|
|
|
|
|
|
|
|
|
(92.7 |
) |
|
|
(92.7 |
) |
Share-based payments |
|
|
|
|
|
|
1.5 |
|
|
|
24.3 |
|
|
|
|
|
|
|
25.8 |
|
Buy-back of ordinary shares |
|
|
19 |
|
|
|
(38.5 |
) |
|
|
|
|
|
|
|
|
|
|
(38.5 |
) |
Dividend reinvestment plan |
|
|
21 |
|
|
|
23.4 |
|
|
|
|
|
|
|
|
|
|
|
23.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(13.6 |
) |
|
|
24.3 |
|
|
|
(92.7 |
) |
|
|
(82.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June 2012 (restated) |
|
|
|
|
|
|
2,804.3 |
|
|
|
(332.9 |
) |
|
|
(187.3 |
) |
|
|
2,284.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the year (restated) |
|
|
1 |
(d) |
|
|
|
|
|
|
|
|
|
|
(467.3 |
) |
|
|
(467.3 |
) |
Other comprehensive income (restated) |
|
|
|
|
|
|
|
|
|
|
118.5 |
|
|
|
6.3 |
|
|
|
124.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss for the year |
|
|
|
|
|
|
|
|
|
|
118.5 |
|
|
|
(461.0 |
) |
|
|
(342.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners in their capacity as owners: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends provided for or paid |
|
|
21 |
|
|
|
|
|
|
|
|
|
|
|
(20.4 |
) |
|
|
(20.4 |
) |
Share-based payments |
|
|
|
|
|
|
|
|
|
|
16.6 |
|
|
|
|
|
|
|
16.6 |
|
Buy-back of ordinary shares |
|
|
19 |
|
|
|
(8.6 |
) |
|
|
|
|
|
|
|
|
|
|
(8.6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(8.6 |
) |
|
|
16.6 |
|
|
|
(20.4 |
) |
|
|
(12.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June 2013 (restated) |
|
|
|
|
|
|
2,795.7 |
|
|
|
(197.8 |
) |
|
|
(668.7 |
) |
|
|
1,929.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(88.9 |
) |
|
|
(88.9 |
) |
Other comprehensive loss |
|
|
|
|
|
|
|
|
|
|
(17.9 |
) |
|
|
(2.6 |
) |
|
|
(20.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss for the year |
|
|
|
|
|
|
|
|
|
|
(17.9 |
) |
|
|
(91.5 |
) |
|
|
(109.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transactions with owners in their capacity as owners: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share-based payments |
|
|
|
|
|
|
0.7 |
|
|
|
13.4 |
|
|
|
|
|
|
|
14.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.7 |
|
|
|
13.4 |
|
|
|
|
|
|
|
14.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June 2014 |
|
|
|
|
|
|
2,796.4 |
|
|
|
(202.3 |
) |
|
|
(760.2 |
) |
|
|
1,833.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The consolidated statements of changes in equity should be read in conjunction with the accompanying notes. See note 1(d) for
details regarding restatement of balances for the years ended 30 June 2013 and 30 June 2012 as a result of changes in accounting policies.
56
Sims Metal Management Limited
Consolidated Statements of Cash Flows
For the year ended 30 June 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
Note |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Cash flows from operating activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Receipts from customers (inclusive of GST) |
|
|
|
|
|
|
7,295.5 |
|
|
|
7,441.6 |
|
|
|
9,323.9 |
|
Payments to suppliers and employees (inclusive of GST) |
|
|
|
|
|
|
(7,066.6 |
) |
|
|
(7,131.4 |
) |
|
|
(8,959.9 |
) |
Interest received |
|
|
|
|
|
|
6.0 |
|
|
|
5.0 |
|
|
|
2.6 |
|
Interest paid |
|
|
|
|
|
|
(22.6 |
) |
|
|
(21.7 |
) |
|
|
(22.6 |
) |
Insurance recoveries |
|
|
|
|
|
|
8.9 |
|
|
|
1.4 |
|
|
|
5.3 |
|
Dividends received from associates and joint ventures |
|
|
|
|
|
|
8.0 |
|
|
|
11.8 |
|
|
|
5.1 |
|
Income taxes paid |
|
|
|
|
|
|
(19.1 |
) |
|
|
(9.4 |
) |
|
|
(64.8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash inflows from operating activities |
|
|
31 |
|
|
|
210.1 |
|
|
|
297.3 |
|
|
|
289.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payments for property, plant and equipment |
|
|
12 |
|
|
|
(64.1 |
) |
|
|
(149.0 |
) |
|
|
(161.1 |
) |
Proceeds from sale of property, plant and equipment |
|
|
|
|
|
|
4.8 |
|
|
|
4.8 |
|
|
|
6.6 |
|
Payments for acquisition of subsidiaries, net of cash acquired |
|
|
26 |
|
|
|
|
|
|
|
(28.1 |
) |
|
|
(82.2 |
) |
Payment for an interest in an associate |
|
|
28 |
|
|
|
|
|
|
|
|
|
|
|
(93.5 |
) |
Return of capital from associates and joint ventures |
|
|
28 |
|
|
|
|
|
|
|
|
|
|
|
0.3 |
|
Proceeds from sale of an interest in a joint venture |
|
|
|
|
|
|
|
|
|
|
7.3 |
|
|
|
|
|
Proceeds from sale of business divisions |
|
|
26 |
|
|
|
38.4 |
|
|
|
44.9 |
|
|
|
|
|
Proceeds from sale of joint venture |
|
|
26 |
|
|
|
|
|
|
|
|
|
|
|
40.0 |
|
Loan to an associate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(37.8 |
) |
Payments for other financial assets |
|
|
|
|
|
|
(1.1 |
) |
|
|
(1.4 |
) |
|
|
(1.5 |
) |
Proceeds from sale of other financial assets |
|
|
|
|
|
|
1.7 |
|
|
|
1.1 |
|
|
|
0.4 |
|
Loans to a joint venture |
|
|
|
|
|
|
(3.6 |
) |
|
|
|
|
|
|
|
|
Proceeds from repayment on joint venture loans |
|
|
|
|
|
|
3.6 |
|
|
|
|
|
|
|
|
|
Loans to third parties |
|
|
|
|
|
|
(1.1 |
) |
|
|
(5.7 |
) |
|
|
(33.0 |
) |
Proceeds from repayment on third party loans |
|
|
|
|
|
|
20.5 |
|
|
|
7.3 |
|
|
|
19.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash outflows from investing activities |
|
|
|
|
|
|
(0.9 |
) |
|
|
(118.8 |
) |
|
|
(342.6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from borrowings |
|
|
|
|
|
|
2,660.7 |
|
|
|
2,488.3 |
|
|
|
2,557.3 |
|
Repayment of borrowings |
|
|
|
|
|
|
(2,859.1 |
) |
|
|
(2,645.6 |
) |
|
|
(2,514.3 |
) |
Fees paid for loan facilities |
|
|
|
|
|
|
(1.7 |
) |
|
|
(0.2 |
) |
|
|
(2.1 |
) |
Repayment of finance leases |
|
|
|
|
|
|
(0.3 |
) |
|
|
|
|
|
|
|
|
Proceeds from issue of shares |
|
|
|
|
|
|
0.7 |
|
|
|
|
|
|
|
1.5 |
|
Payments for shares bought back |
|
|
19 |
|
|
|
|
|
|
|
(8.6 |
) |
|
|
(38.5 |
) |
Dividends paid |
|
|
21 |
|
|
|
|
|
|
|
(20.4 |
) |
|
|
(69.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash outflows from financing activities |
|
|
|
|
|
|
(199.7 |
) |
|
|
(186.5 |
) |
|
|
(65.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase/(decrease) in cash and cash equivalents |
|
|
|
|
|
|
9.5 |
|
|
|
(8.0 |
) |
|
|
(118.4 |
) |
Cash and cash equivalents at the beginning of the financial year |
|
|
|
|
|
|
46.9 |
|
|
|
51.4 |
|
|
|
165.5 |
|
Effects of exchange rate changes on cash and cash equivalents |
|
|
|
|
|
|
0.8 |
|
|
|
3.5 |
|
|
|
4.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at the end of the financial year |
|
|
31 |
|
|
|
57.2 |
|
|
|
46.9 |
|
|
|
51.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The consolidated statements of cash flows should be read in conjunction with the accompanying notes.
57
Sims Metal Management Limited
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
|
|
|
|
|
|
|
|
|
|
|
Page |
|
1 |
|
Summary of significant accounting policies |
|
|
59 |
|
2 |
|
Financial risk management |
|
|
76 |
|
3 |
|
Critical accounting estimates and judgements |
|
|
81 |
|
4 |
|
Loss per share |
|
|
83 |
|
5 |
|
Segment information |
|
|
83 |
|
6 |
|
Revenue |
|
|
86 |
|
7 |
|
Other income and expenses |
|
|
87 |
|
8 |
|
Income taxes |
|
|
89 |
|
9 |
|
Trade and other receivables |
|
|
91 |
|
10 |
|
Inventory |
|
|
93 |
|
11 |
|
Other financial assets and liabilities |
|
|
93 |
|
12 |
|
Property, plant and equipment |
|
|
97 |
|
13 |
|
Goodwill |
|
|
98 |
|
14 |
|
Other intangible assets |
|
|
101 |
|
15 |
|
Trade and other payables |
|
|
101 |
|
16 |
|
Borrowings |
|
|
102 |
|
17 |
|
Provisions |
|
|
102 |
|
18 |
|
Retirement benefit obligations |
|
|
103 |
|
19 |
|
Contributed equity |
|
|
107 |
|
20 |
|
Accumulated deficit and reserves |
|
|
109 |
|
21 |
|
Dividends |
|
|
110 |
|
22 |
|
Contingencies |
|
|
111 |
|
23 |
|
Commitments |
|
|
112 |
|
24 |
|
Share ownership plans |
|
|
112 |
|
25 |
|
Remuneration of auditors |
|
|
118 |
|
26 |
|
Business acquisitions and disposals |
|
|
118 |
|
27 |
|
Subsidiaries |
|
|
120 |
|
28 |
|
Interests in other entities |
|
|
125 |
|
29 |
|
Related party transactions |
|
|
127 |
|
30 |
|
Parent entity financial information |
|
|
128 |
|
31 |
|
Cash flow information |
|
|
130 |
|
32 |
|
Assets/liabilities classified as held for sale |
|
|
131 |
|
58
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies
The principal accounting policies adopted in the preparation of these consolidated financial statements are set out below. These policies have been
consistently applied to all the years presented, unless otherwise stated.
(a) Reporting entity
Sims Metal Management Limited (the Company) is a company domiciled in Australia. The consolidated financial statements for the year ended
30 June 2014 comprise the Company and its subsidiaries (together referred to as the Group) and the Groups interest in associates and joint arrangements. The Group is a for-profit entity for the purpose of preparing the
consolidated financial statements.
(b) Basis of preparation
The consolidated financial statements are general purpose financial statements prepared in accordance with the requirements of the Corporations Act
2001, Australian Accounting Standards, interpretations and other authoritative pronouncements of the Australian Accounting Standards Board (AASB).
Compliance with IFRS
The consolidated financial
statements comply with International Financial Reporting Standards (IFRS) and interpretations as issued by the International Accounting Standards Board (IASB).
Historical cost convention
The consolidated financial
statements have been prepared under the historical cost convention, except for certain financial assets and liabilities, defined benefit plan assets associated with retirement benefit obligations and liabilities for cash-settled share based
payments, which are measured at fair value.
Rounding of amounts
The Company is of a kind referred to in Class Order 98/100, issued by the Australian Securities and Investments Commission (ASIC), relating to the
rounding off of amounts in the consolidated financial statements. Amounts in the consolidated financial statements have been rounded off in accordance with that Class Order to the nearest tenth of a million dollars, unless otherwise
indicated.
(c) Critical accounting estimates
The
preparation of the consolidated financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Groups accounting policies. The areas
involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements, are disclosed in note 3.
(d) New accounting standards and interpretations
New and
amended accounting standards issued by the AASB and IASB which became effective on 1 July 2013 that are relevant to the Group include:
|
|
|
AASB 10 (IFRS 10) Consolidated Financial Statements |
|
|
|
AASB 11 (IFRS 11) Joint Arrangements |
|
|
|
AASB 12 (IFRS 12) Disclosure of Interests in Other Entities |
|
|
|
AASB 13 (IFRS 13) Fair Value Measurement |
|
|
|
Revised AASB 119 (revised IAS 19) Employee Benefits |
|
|
|
Revised AASB 127 (revised IAS 27) Separate Financial Statements |
|
|
|
Revised AASB 128 (revised IAS 28) Investments in Associates and Joint Ventures |
|
|
|
AASB 2012-5 Amendments to Australian Account Standards arising from Annual Improvements 2009- 2011 Cycle |
59
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(d) New accounting standards and interpretations (continued)
Except as described below, the impact of the adoption of the new and amended accounting standards was not
material to the Group.
(i) AASB 13 (IFRS 13) Fair Value Measurement
AASB 13 (IFRS 13) establishes a single source of guidance under accounting standards for all fair value measurements. AASB 13 (IFRS 13) does not change when an
entity is required to use fair value, but rather provides guidance on how to measure fair value. It also replaces and expands the disclosure requirements about fair value measurements in other accounting standards, including AASB 7 (IFRS 7)
Financial Instruments: Disclosures. The adoption of AASB 13 (IFRS 13) has not materially impacted the fair value measurements carried out by the Group nor has it materially impacted the disclosures.
(ii) Revised AASB 119 (revised IAS 19) Employee Benefits
The Group has applied the revised AASB 119 (revised IAS 19) from 1 July 2013. As a result, the Group has changed its accounting policy with respect to
accounting for defined benefit plans as follows:
|
|
|
The revised standard replaces the interest cost and expected return on plan assets under the previous standard with a net interest amount. The Group therefore determines the net interest expense (income) on the net
defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the opening net defined benefit liability (asset), taking into account any changes
in the net defined benefit liability (asset) during the period as a result of contributions and benefit payments. This has no effect on total comprehensive income as the impact to profit or loss is offset by the impact to other comprehensive income.
|
|
|
|
Under the revised standard, taxes payable on future investment income of the plan are included in the return on plan assets and are therefore charged to other comprehensive income as part of the excess or shortfall of
the overall return on plan assets over the amount included in net interest on the net defined benefit liability (asset). A gross of tax discount rate is therefore used when measuring the defined benefit obligation, as opposed to a net of tax
discount rate. A net of tax discount rate was previously used for the Groups Australian plan, as taxes payable on future investment income were previously included in the measurement of the defined benefit obligation. |
As the revised standard must be adopted retrospectively, adjustments were made to the statement of financial position, the income statement and statement of
comprehensive income. The impact was a A$1.2 million increase in loss after tax for the year ended 30 June 2013 and a corresponding increase in other comprehensive income. For the year ended 30 June 2012, the impact was a A$0.5 million
increase in loss after tax and a A$0.9 million increase in other comprehensive income. Basic and diluted loss per share increased 0.5 and 0.3 cents per share for the years ended 30 June 2013 and 30 June 2012, respectively, to a
corresponding loss of 228.6 cents per share and 302.7 cents per share. The impact on the statement of financial position as at 30 June 2013 was an A$0.6 million increase in retirement benefit assets, an A$0.2 million increase in deferred tax
liabilities and an A$0.4 million decrease in accumulated deficit.
(iii) AASB 2012-5 Amendments to Australian Account Standards arising from Annual
Improvements 2009-2011 Cycle
AASB 2012-5 amended AASB 116 Property, Plant and Equipment to specify that spare parts and servicing equipment are
classified as property, plant and equipment rather than inventory when they meet the definition of property, plant and equipment. The Group previously classified spare parts with a life greater than one year as inventory. As a result of this
amendment, the Group changed its accounting policy for spare parts with a life greater than one year to conform to AASB 2012-5 and applied the change retrospectively. The impact on the statement of financial position as at 30 June 2013 was an
increase to property, plant and equipment of A$10.1 million and a corresponding decrease to inventory.
60
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(d) New accounting standards and interpretations (continued)
(iv) AASB 2011-4 Amendments to Australian Accounting Standards to Remove Individual Key Management
Personnel Disclosure Requirements
AASB 2011-4 removed the individual key management personnel disclosure requirements from AASB 124 Related Party
Disclosures to achieve consistency with the international equivalent standard and remove a duplication of the requirements with the Corporations Act 2001, which effectively transitions the key management personnel disclosures from the
notes to the financial statements to the Remuneration Report.
A number of new standards, amendments to standards and interpretations are effective for
annual periods beginning on or after 1 July 2014 and have not been applied in preparing these consolidated financial statements. The Groups assessment of the impact of new standards, amendments to standards and interpretations applicable
to the Group is set out below.
AASB 9 (IFRS 9) Financial Instruments
AASB 9 (IFRS 9) introduces new requirements for the classification, measurement and derecognition of financial assets and financial liabilities and sets out
new hedge accounting requirements. Application of AASB 9 (IFRS 9) is not expected to have a significant impact on the Groups accounting for financial assets and financial liabilities. The Group has not yet assessed how its own hedging
arrangements would be impacted by the new rules. AASB 9 (IFRS 9) is effective for annual periods beginning on or after 1 July 2017, and is available for early adoption.
IFRS 15 Revenue from Contracts with Customers
IFRS 15
establishes a new, single revenue accounting model which replaces existing revenue recognition guidance. The concept of transfer of risks and rewards is replaced with the notion that revenue is recognised when a customer obtains control of a good or
service, that is, when the customer has the ability to direct the use of and obtain the benefits from the good or service. Additionally, the standard introduces requirements regarding variable consideration, allocation of transaction price based on
relative standalone selling price and the time value of money with respect to longer-term contracts. IFRS 15 is effective for annual periods beginning on or after 1 July 2017, and is available for early adoption. The Group has not yet assessed
how its revenue recognition policy will be impacted by the new rules.
AASB 2013-3 Amendments to AASB 136 Recoverable Amount Disclosures for
Non-Financial Assets
AASB 2013-3 amends certain disclosures required by AASB 136 Impairment of Assets. The amendments include the requirement
to disclose additional information about the fair value measurement when the recoverable amount of impaired assets is based on fair values less costs of disposal. No financial statement amounts will be impacted by this standard. AASB 2013-3 is
effective for annual periods beginning on or after 1 July 2014.
There are no other standards that are not yet effective and that are expected to
have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions.
(e) Principles of
consolidation
(i) Subsidiaries
Subsidiaries are
all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the
entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.
The acquisition method of accounting is used to account for business combinations by the Group (refer to note 1(f)).
61
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(e) Principles of consolidation (continued)
(i) Subsidiaries (continued)
Intercompany transactions, balances and unrealised gains on transactions between Group companies are
eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies
adopted by the Group.
(ii) Associates
An associate
is an entity over whose operating and financial policies the Group exercises significant influence, but not control. Significant influence is presumed to exist where the Group has between 20% and 50% of the voting rights, but can also arise where
the Group holds less than 20% if it has the power to be actively involved and influential in policy decisions impacting the entity. The Groups investment in associates includes goodwill identified on acquisition. Investments in associates are
accounted for using the equity method of accounting after initially being recognised at cost.
The Group determines at each reporting date whether there
is any objective evidence that the investment in the associate is impaired. If this is the case, the Group calculates the amount of impairment as the difference between the recoverable amount of the associate and its carrying value and recognises
the amount in profit or loss.
Dilution gains and losses arising in investments in associates are recognised in profit or loss.
(iii) Joint arrangements
Under AASB 11 (IFRS 11)
Joint Arrangements investments in joint arrangements are classified as either joint operations or joint ventures. The classification depends on the contractual rights and obligations of each investor, rather than the legal structure of the
joint arrangement. The Group has joint operations and joint ventures.
Joint operations
The Group recognises its direct right to the assets, liabilities, revenues and expenses of joint operations and its share of any jointly held or incurred
assets, liabilities, revenues and expenses. These have been incorporated in the financial statements under the appropriate headings. Details of the joint operation are set out in note 28(h).
Joint ventures
Interests in joint ventures are accounted
for using the equity method of accounting, after initially being recognised at cost.
(iv) Equity method
Under the equity method of accounting, the investments are initially recognised at cost and adjusted thereafter to recognise the Groups share of the
post-acquisition profits or losses of the investee in profit or loss, and the Groups share of movements in other comprehensive income of the investee in other comprehensive income. Dividends received or receivable from associates and joint
ventures are recognised as a reduction in the carrying amount of the investment.
When the Groups share of losses in an equity-accounted investment
equals or exceeds its interest in the entity, including any other unsecured long-term receivables, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the other entity.
Unrealised gains on transactions between the Group and its associates and joint ventures are eliminated to the extent of the Groups interest in these
entities. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of equity accounted investees have been changed where necessary to ensure consistency with the
policies adopted by the Group.
62
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(e) Principles of consolidation (continued)
(v) Changes in ownership interests
When the Group ceases to have control, joint control or significant influence, any retained interest in the entity is remeasured to its fair value with the
change in carrying amount recognised in profit or loss. This fair value becomes the initial carrying amount for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset. In addition, any
amounts previously recognised in other comprehensive income in respect of that entity are accounted for as if the Group had directly disposed of the related assets or liabilities. This may mean that amounts previously recognised in other
comprehensive income are reclassified to profit or loss.
If the ownership interest in a joint venture or an associate is reduced but joint control or
significant influence is retained, only a proportionate share of the amounts previously recognised in other comprehensive income are reclassified to profit or loss where appropriate.
(f) Business combinations
The acquisition method of
accounting is used to account for all business combinations, regardless of whether equity instruments or other assets are acquired. The consideration transferred for the acquisition of a subsidiary comprises the:
|
|
|
fair values of the assets transferred |
|
|
|
equity interests issued by the Group |
|
|
|
fair value of any asset or liability resulting from a contingent consideration arrangement, and |
|
|
|
fair value of any pre-existing equity interest in the subsidiary. |
Identifiable assets acquired and
liabilities and contingent liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values at the acquisition date. The Group recognises any non-controlling interest in the acquired entity on an
acquisition-by-acquisition basis either at fair value or at the non-controlling interests proportionate share of the acquired entitys net identifiable assets.
Acquisition-related costs are expensed as incurred.
The excess
of the consideration transferred, the amount of any non-controlling interest in the acquired entity, and the acquisition-date fair value of any previous equity interest in the acquired entity over the fair value of the identifiable net assets
acquired is recorded as goodwill. If those amounts are less than the fair value of the net identifiable assets of the subsidiary acquired, the difference is recognised directly in profit or loss as a bargain purchase.
Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present value as at the date of
exchange. The discount rate used is the entitys incremental borrowing rate, being the rate at which a similar borrowing could be obtained from an independent financier under comparable terms and conditions.
Contingent consideration is classified either as equity or a financial liability. Amounts classified as a financial liability are subsequently remeasured to
fair value with changes in fair value recognised in profit or loss.
If the business combination is achieved in stages, the acquisition date carrying
value of the acquirers previously held equity interest in the acquire is remeasured to fair value at the acquisition date. Any gains or losses arising from such remeasurement are recognised in profit or loss.
63
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(g) Foreign currency translation
(i) Functional and presentation currency
Items included
in the financial statements of each of the Groups entities are measured using the currency of the primary economic environment in which the entity operates (the functional currency). The consolidated financial statements are
presented in Australian dollars (A$), which is the Companys functional and presentation currency.
(ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions.
Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss, except
when deferred in equity as qualifying cash flow hedges and qualifying net investment hedges or are attributable to part of the net investment in a foreign operation.
Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was
determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss. Translation differences on non-monetary financial assets and liabilities such as equities held at fair value
through profit or loss are recognised in profit or loss as part of the fair value gain or loss and translation differences on non-monetary assets such as equities classified as available-for-sale financial assets are included in other comprehensive
income.
(iii) Group companies
The results and
financial position of foreign operations (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
|
|
|
assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of financial position; |
|
|
|
income and expenses for each income statement and statement of comprehensive income are translated at average exchange rates (unless this is not a reasonable approximation of the cumulative effect of the rates
prevailing on the transaction dates, in which case they are translated at the date of the transaction); and |
|
|
|
all resulting exchange differences are recognised in other comprehensive income. |
On consolidation, exchange
differences arising from the translation of any net investment in foreign entities, borrowings and other financial instruments designated as hedges of such investments, or long-term intragroup borrowings which, in substance, form part of the
Groups net investment in an entity, are recognised in other comprehensive income. When a loss of control occurs over a foreign operation, a proportionate share of such exchange differences is reclassified to profit or loss as part of the gain
or loss on disposal where applicable.
Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and
liabilities of the foreign entity and translated at the closing rate.
(h) Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable. Amounts disclosed as revenue are net of returns and trade allowances.
Amounts billed to customers in respect of shipping and handling are classified as sales revenue where the Group is responsible for carriage, insurance and freight. All shipping and handling costs incurred by the Group are recognised as freight
expense in the income statement.
The Group recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic
benefits will flow to the entity and specific criteria have been met for each of the Groups activities as described below. The amount of revenue is not considered to be reliably measurable until all contingencies relating to the sale have been
resolved.
64
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(h) Revenue recognition (continued)
Revenue is recognised for the major business activities as follows:
(i) Sale of goods
Revenue from the sale of goods is
recognised when there is persuasive evidence, usually in the form of an executed sales agreement at the time of delivery of goods to the customer, indicating that there has been a transfer of risks and rewards to the customer, no further work or
processing is required, the quantity and quality of the goods have been determined, the price is fixed and generally title has passed.
Title for both our
ferrous and non-ferrous secondary recycling products and recycling solutions products are based on contract terms which vary across businesses. The majority of the Groups ferrous bulk cargo sales arrangements specify that title passes once all
material has been loaded onto a vessel (i.e. passed the ships rail).
A significant portion of these ferrous exports sales are made with letters of
credit, reducing credit risk. Further, non-ferrous export sales typically require a deposit prior to shipment. However, domestic ferrous and non-ferrous sales are made on open account.
(ii) Service revenue
Service revenue represents revenue
earned from the collection of end-of-life post-consumer products for the purpose of product recycling. Service revenue is recognised when the services have been provided. Service revenue received in advance of the service being rendered is deferred.
(iii) Interest income
Interest income is recognised
on an accrual basis using the effective interest method.
(iv) Dividend income
Dividends are recognised when the right to receive payment is established.
(i) Government grants
Grants from the government are
recognised at their fair value where there is a reasonable assurance that the grant will be received and the Group will comply with all attached conditions.
Government grants relating to costs are deferred and recognised in profit or loss over the period necessary to match them with the costs that they are
intended to compensate.
Government grants relating to the purchase of property, plant and equipment are included in non-current liabilities as deferred
income and are credited to other income in the income statement on a straight-line basis over the expected lives of the related assets.
(j) Income tax
The income tax expense or benefit for the period is the tax payable on the current period taxable income based on the applicable income tax rate for
each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to temporary differences and unused tax losses.
The current
income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period in the countries where the Groups subsidiaries and associates operate and generate taxable income. Management
periodically evaluates provisions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions, where appropriate, on the basis of amounts expected to be paid to the tax
authorities.
65
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(j) Income tax (continued)
Deferred income tax is provided in full, using the liability method, on temporary differences arising between
the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other
than a business combination that at the time of the transaction impacts neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the
reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be
available to utilise those temporary differences and losses.
Deferred tax liabilities and assets are not recognised for temporary differences between the
carrying amount and tax bases of investments in controlled entities where the Company is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred
tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the
liability simultaneously.
Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other
comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.
(i) Tax consolidation legislation
Sims Metal Management
Limited and its wholly owned Australian controlled entities have implemented the tax consolidation legislation as of 31 October 2005. Sims Metal Management Limited is the head entity of the tax consolidated group. Members of the tax
consolidated group have entered into a tax sharing and funding agreement that provides for the allocation of income tax liabilities between entities should the head entity default on its tax payment obligations. No amounts have been recognised in
the consolidated financial statements in respect of this agreement on the basis that the probability of default is remote.
(ii) Investment allowances
Entities within the Group may be entitled to claim special tax deductions for investments in qualifying assets (investment allowances). The Group
accounts for such allowances as tax credits, which means that the allowance reduces income tax payable and current tax expense. A deferred tax asset is recognised for unclaimed tax credits that are carried forward as deferred tax assets.
(k) Leases
Leases in which a significant portion of the
risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to profit or loss on a straight-line basis over the
period of the lease.
Leases of property, plant and equipment where the Group has substantially all the risks and rewards of ownership are classified as
finance leases. Finance leases are capitalised at the leases commencement at the lower of the fair value of the leased property and the present value of the minimum lease payments.
66
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(k) Leases (continued)
Each lease payment is allocated between the liability and finance charges. The corresponding rental
obligations, net of finance charges, are included in long-term payables. The interest element of the finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of
the liability for each period. The property, plant and equipment acquired under finance leases is depreciated over the shorter of the useful life of the asset and the lease term.
Lease income from operating leases where the Group is a lessor is recognised in income on a straight-line basis over the lease term.
(l) Segment information
Operating segments are reported
in a manner consistent with the internal reporting that was provided to the Managing Director and Group Chief Executive Officer (CEO), who is the chief operating decision maker. Details on the Groups segments are set out in note 5.
(m) Impairment of assets
Goodwill and intangible
assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate a potential for impairment. Other assets are tested for impairment
whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the assets carrying amount exceeds its recoverable amount. The recoverable amount is
the higher of an assets fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows, which are largely independent
of the cash inflows from other assets or groups of assets (CGUs). Non-financial assets, other than goodwill, that suffered impairment are reviewed for possible reversal of the impairment at each reporting period.
(n) Cash and cash equivalents
For the purpose of
presentation in the consolidated statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions and other short-term, highly liquid investments with original maturities of three months or
less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
(o) Trade and other
receivables
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost, less provision for impairment. Trade
receivables are generally due for settlement within 30 to 60 days following shipment, except in the case of certain ferrous shipments made to export destinations, which are generally secured by letters of credit that are collected on negotiated
terms but generally within 10 days of shipment.
Collectability of trade receivables is reviewed on an ongoing basis. Individual debts that are known to
be uncollectible are written-off by reducing the carrying amount directly. An allowance account (a provision for impairment of trade receivables) is used when there is objective evidence that the Group will not be able to collect all amounts due
according to the original terms of the receivable. Indicators of impairment would include significant financial difficulties of the debtor, likelihood of the debtors insolvency, default or delinquency in payment, or a significant deterioration
in creditworthiness. The amount of the impairment provision is recognised in profit or loss within other expenses.
67
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(o) Trade and other receivables (continued)
When a trade receivable for which an impairment provision had been recognised becomes uncollectible in a
subsequent period, it is written-off against the provision for impairment account. Subsequent recoveries of amounts previously written-off are credited against other expenses in profit or loss.
(p) Inventory
Inventories are stated at the lower of
cost and net realisable value. Cost is based on weighted average and comprises direct materials, direct labour and an appropriate proportion of variable and fixed overhead expenditures, the latter being allocated on the basis of normal operating
capacity. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale including freight.
Stores consist of consumable and maintenance stores and spare parts when they do not meet the definition of property, plant and equipment. Stores and spare
parts are valued at the lower of cost and net realisable value. Cost is determined using either the first-in-first out (FIFO) or the weighted average method.
(q) Non-current assets (or disposal groups) held for sale and discontinued operations
Non-current assets (or disposal groups) are classified as held for sale if their carrying amount will be recovered principally through a sale transaction
rather than through continuing use and a sale is considered highly probable. They are measured at the lower of their carrying amount and fair value less costs to sell, except for assets such as deferred tax assets, assets arising from employee
benefits and financial assets that are carried at fair value, which are specifically exempt from this requirement.
An impairment loss is recognised for
any initial or subsequent write-down of the asset (or disposal group) to fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an asset (or disposal group), but not in excess of any
cumulative impairment loss previously recognised. A gain or loss not previously recognised by the date of the sale of the non-current asset (or disposal group) is recognised at the date of derecognition.
Non-current assets (including those that are part of a disposal group) are not depreciated or amortised while they are classified as held for sale. Interest
and other expenses attributable to the liabilities of a disposal group classified as held for sale continue to be recognised.
Non-current assets
classified as held for sale and the assets of a disposal group classified as held for sale are presented separately from the other assets in the statement of financial position. The liabilities associated with an asset classified as held for sale
and the liabilities of a disposal group classified as held for sale are presented separately from other liabilities in the statement of financial position.
A discontinued operation is a component of the entity that has been disposed of or is classified as held for sale and that represents a separate major line of
business or geographical area of operations, is part of a single coordinated plan to dispose of such a line of business or area of operations or is a subsidiary acquired exclusively with a view to resale. The results of discontinued operations are
presented separately in profit or loss.
68
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(r) Property, plant and equipment
Property, plant and equipment is recorded at historical cost less accumulated depreciation and accumulated impairment. Historical cost includes expenditures
that are directly attributable to the acquisition and installation of the items. Cost may also include transfers from equity of any gain or loss on qualifying cash flow hedges of foreign currency purchases of property, plant and equipment.
Subsequent costs are included in the assets carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future
economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of any component accounted for as a separate asset is derecognised when replaced. All other repairs and
maintenance are charged to profit or loss during the financial period in which they are incurred.
Land is not depreciated. Depreciation on other assets
is calculated using the straight-line method to allocate their cost net of their residual values, over their estimated useful lives, as follows:
|
|
|
Buildings 25 to 40 years |
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|
|
Plant and equipment 1 to 20 years |
|
|
|
Leasehold improvements lesser of life of asset or life of the lease |
The assets residual values
and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period. An assets carrying amount is written-down immediately to its recoverable amount if the assets carrying amount is greater than its estimated
recoverable amount as set out in note 1(m). Gains and losses on disposals are determined by comparing proceeds with carrying amounts and recognised in profit or loss.
(s) Financial assets
(i) Classification
The Group classifies its financial assets in the following categories:
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financial assets at fair value through profit or loss; |
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held-to-maturity investments; and |
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available-for-sale financial assets. |
The classification depends on the purpose for which the investments were
acquired. Management determines the classification of its investments at initial recognition and, in the case of assets classified as held-to-maturity, reevaluates this designation at the end of each reporting period.
(ii) Reclassification
The Group may choose to reclassify
a non-derivative trading financial asset out of the held for trading category if the financial asset is no longer held for the purpose of selling it in the near term. Financial assets other than loans and receivables are permitted to be reclassified
out of the held for trading category only in rare circumstances arising from a single event that is unusual and highly unlikely to recur in the near term. In addition, the Group may choose to reclassify financial assets that would meet the
definition of loans and receivables out of the held for trading or available-for-sale categories if the Group has the intention and ability to hold these financial assets for the foreseeable future or until maturity at the date of reclassification.
Reclassifications are made at fair value as of the reclassification date. Fair value becomes the new cost or amortised cost as applicable, and no
reversals of fair value gains or losses recorded before reclassification date are subsequently made. Effective interest rates for financial assets reclassified to loans and receivables and held-to-maturity categories are determined at the
reclassification date. Further increases in estimates of cash flows adjust effective interest rates prospectively.
69
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(s) Financial assets (continued)
(ii) Reclassification (continued)
If there is evidence of impairment for any of the Groups financial assets carried at amortised cost, the loss is measured as the difference between the
assets carrying amount and the present value of estimated future cash flows, excluding future credit losses that have not been incurred. The cash flows are discounted at the financial assets original effective interest rate. The loss is
recognised in profit or loss.
(iii) Recognition and derecognition
Regular way purchases and sales of financial assets are recognised on trade-date, the date on which the Group commits to purchase or sell the asset. Financial
assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the Group has transferred substantially all the risks and rewards of ownership.
When securities classified as available-for-sale are sold, the accumulated fair value adjustments recognised in other comprehensive income are reclassified to
profit or loss as gains and losses from investment securities.
(iv) Measurement
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss,
transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss.
Loans and receivables and held-to-maturity investments are subsequently carried at amortised cost using the effective interest method.
Available-for-sale financial assets and financial assets at fair value through profit or loss are subsequently carried at fair value. Gains or losses arising
from changes in the fair value of the financial assets at fair value through profit or loss category are presented in profit or loss within other income or other expenses in the period in which they arise. Dividend income from financial
assets at fair value through profit or loss is recognised in profit or loss as part of revenue from continuing operations when the Groups right to receive payments is established.
(v) Impairment
The Group assesses at the end of each
reporting period whether there is objective evidence that a financial asset or group of financial assets is impaired. A financial asset or a group of financial assets is impaired and impairment losses are incurred only if there is objective evidence
of impairment as a result of one or more events that occurred after the initial recognition of the asset (a loss event) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of
financial assets that can be reliably estimated. In the case of equity investments classified as available-for-sale, a significant or prolonged decline in the fair value of the security below its cost is considered an indicator that the assets are
impaired.
Assets carried at amortised cost
For
loans and receivables, the amount of the loss is measured as the difference between the assets carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the
financial assets original effective interest rate. The carrying amount of the asset is reduced and the amount of the loss is recognised in profit or loss. If a loan or held-to-maturity investment has a variable interest rate, the discount rate
for measuring any impairment loss is the current effective interest rate determined under the contract. As a practical expedient, the Group may measure impairment on the basis of an instruments fair value using an observable market price.
If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment
was recognised (such as an improvement in the debtors credit rating), the reversal of the previously recognised impairment loss is recognised in profit or loss.
70
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(s) Financial assets (continued)
(v) Impairment (continued)
Impairment testing of trade receivables is described in note 1(o).
Assets classified as available-for-sale
If there is
objective evidence of impairment for available-for-sale financial assets, the cumulative loss (measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognised
in profit or loss) is removed from equity and recognised in profit or loss.
Impairment losses on equity instruments that were recognised in profit or
loss are not reversed through profit or loss in a subsequent period.
If the fair value of a debt instrument classified as available-for-sale increases in
a subsequent period and the increase can be objectively related to an event occurring after the impairment loss was recognised in profit or loss, the impairment loss is reversed through profit or loss.
(t) Derivatives and hedging activities
Derivatives are
initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair value at the end of each reporting period. The accounting for subsequent changes in fair value depends on whether the
derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. The Group designates certain derivatives as either: (i) hedges of the fair value of recognised assets or liabilities or a firm commitment
(fair value hedges) or (ii) hedges of a particular risk associated with the cash flows of recognised assets and liabilities and highly probable forecast transactions (cash flow hedges).
Certain derivative instruments do not qualify for hedge accounting, despite being valid economic hedges of the relevant risks. Changes in the fair value of
any derivative instrument that does not qualify for hedge accounting are recognised immediately in profit or loss and are included in other income or other expenses.
The Group documents, at the inception of the hedging transaction, the relationship between hedging instruments and hedged items, as well as its risk
management objective and strategy for undertaking various hedge transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions have been, and
will continue to be, highly effective in offsetting changes in fair values or cash flows of hedged items.
The fair values of various derivative financial
instruments used for hedging purposes are disclosed in note 11. Movements in the hedging reserve in equity are shown in note 20. The full fair value of a hedging derivative is classified as a non-current asset or liability when the remaining
maturity of the hedged item is more than 12 months; it is classified as a current asset or liability when the remaining maturity is less than 12 months.
Options and warrants associated with listed equity securities and the conversion feature of convertible loans are classified as derivatives on the statement
of financial position.
(i) Fair value hedge
Changes
in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in profit or loss, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.
71
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(t) Derivatives and hedging activities (continued)
(ii) Cash flow hedge
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges are recognised in other comprehensive
income and accumulated in the hedging reserve in equity. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss. Amounts accumulated in equity are reclassified to profit or loss in the periods when the
hedged item impacts profit or loss (for instance when the forecast sale that is hedged takes place). The gain or loss relating to the effective portion of forward foreign exchange contracts hedging export sales is recognised in profit or loss within
revenue.
Where the hedged item is the cost of a non-financial asset or liability, such as a forecast transaction for the purchase of property, plant and
equipment, the amounts recognised within other comprehensive income are transferred to the initial carrying amount of the non-financial asset or liability.
When a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss
existing in equity at that time remains in equity and is recognised when the forecast transaction is ultimately recognised in profit or loss. When a forecast transaction is no longer expected to occur, the cumulative gains or losses that were
deferred in equity are immediately transferred to profit or loss.
(u) Goodwill and other intangible assets
(i) Goodwill
Goodwill is measured as described in note
1(f). Goodwill is not amortised but it is tested for impairment annually or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less accumulated impairment losses. Gains and losses on the
disposal of an entity include the carrying amount of goodwill relating to the entity sold.
Goodwill is allocated to CGUs for the purpose of impairment
testing. The allocation is made to those CGUs or groups of CGUs that are expected to benefit from the business combination from which the goodwill arose.
(ii) Trade name
Trade name relates principally to the
Metal Management trading name. This intangible asset has a finite useful life and is carried at cost less accumulated amortisation. Amortisation is calculated using the straight-line method to allocate the cost of the trade name over its
estimated useful life, which is 20 years.
(iii) Supplier relationships and contracts
Supplier relationships and contracts acquired as part of a business combination are recognised separately from goodwill. The supplier relationships and
contracts are carried at their fair value at the date of acquisition less accumulated amortisation and impairment losses. Amortisation is calculated based on the timing of projected cash flows of the supplier relationships or straight-line method
(as appropriate) over their estimated useful lives, which currently vary from one to nine years.
(iv) Permits
Permits acquired as part of a business combination are recognised separately from goodwill. Permits are issued by state and local governments and are renewable
at little or no cost and are thus considered to have an indefinite life. Permits are carried at their fair value at the date of acquisition and are not amortised. Instead, permits are tested for impairment annually, or more frequently if events or
changes in circumstances indicate that they might be impaired, and are carried at cost less accumulated impairment losses. Permits that relate to facilities that have closed, relocated or sold are written-off to nil at the time the facility is
closed, relocated or sold.
72
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(v) Trade and other payables
Trade and other payable amounts represent liabilities for goods and services provided to the Group prior to the end of a financial year, which are unpaid. The
amounts are unsecured and are usually payable within 30 days of recognition.
(w) Borrowings
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference
between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities, which are not an
incremental cost relating to the actual draw-down of the facility, are recognised as prepayments and amortised to finance costs on a straight-line basis over the term of the loan facility.
Borrowings are removed from the statement of financial position when the obligation specified in the contract is discharged, cancelled or expired. The
difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss
as other income or finance costs.
Borrowings are classified as current liabilities unless the Group has the unconditional right to defer settlement of
the liability for at least 12 months after the reporting period.
(x) Borrowing costs
Borrowing costs incurred for the construction of any qualifying asset are capitalised during the period of time required to complete and prepare the asset for
its intended use. Other borrowing costs are recognised as expenses in the period in which they are incurred.
(y) Provisions
Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources
will be required to settle the obligation and the amount can be reliably estimated. Provisions are not recognised for future operating losses.
Where
there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to
any one item included in the same class of obligations may be small.
Provisions are measured at the present value of managements best estimate of
the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks
specific to the liability. The increase in the provision due to the passage of time is recognised as interest expense.
Provisions for onerous leases are
recognised when the Group believes that the unavoidable costs of meeting the lease obligations exceed the economic benefits expected to be received under the lease. Provisions for dilapidation costs are recognised on a lease by lease basis.
73
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(z) Employee benefits
(i) Short-term obligations
Liabilities for wages and
salaries, including non-monetary benefits and accumulating sick leave that are expected to be settled within 12 months after the end of the period in which employees render the related service are recognised in respect of employees services up
to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liability for accumulating sick leave is recognised in the provision for employee benefits. All other short-term benefit
obligations are presented as payables.
(ii) Other long-term employee benefit obligations
The liability for long service leave is recognised in the provision for employee benefits and measured as the present value of expected future payments to be
made in respect of services provided by employees up to the end of the reporting period in which the employees render the related service. Consideration is given to expected future wage and salary levels, experience of employee departures and
periods of service. Expected future payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.
(iii) Retirement benefits
The cost of providing benefits
under the defined benefit plans is determined separately for each plan using the projected unit credit method. Past service costs, resulting from either a plan amendment or a curtailment are recognised immediately in profit or loss.
Net interest expense relating to defined benefit plans represents the net change in present value of plan obligations and the value of plan assets resulting
from the passage of time, and is determined by applying the discount rate to the present value of the benefit obligation at the start of the year, and to the fair value of plan assets at the start of the year, taking into account expected changes in
the obligation or plan assets during the year.
Re-measurements of the net defined benefit liability or asset, comprising actuarial gains and losses, and
the return on plan assets (excluding amounts included in net interest described above) are recognised within other comprehensive income in the period in which they occur. Re-measurements are not reclassified to profit or loss in subsequent periods.
The defined benefit pension plan asset or obligation in the statement of financial position comprises the total for each plan of the present value of the
defined benefit obligation (using a discount rate based on high quality corporate bonds), less the fair value of plan assets out of which the obligations are to be settled directly. Fair value is based on market price information and, in the case of
quoted securities, is the published bid price.
Contributions to defined contribution plans are recognised in the income statement in the period in which
they become payable.
(iv) Termination benefits
Termination benefits are payable when employment is terminated before the normal retirement date, or when an employee accepts voluntary redundancy in exchange
for these benefits. The Group recognises termination benefits at the earlier of the following dates: (a) when the Group can no longer withdraw the offer of those benefits; or (b) when the entity recognises costs for a restructuring that is
within the scope of AASB 137 (IAS 37) and involves the payment of termination benefits. In the case of an offer made to encourage voluntary redundancy, the termination benefits are measured based on the number of employees expected to accept the
offer. Benefits due more than 12 months after the end of the reporting period are discounted to present value.
74
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(z) Employee benefits (continued)
(v) Share-based payments
Share-based compensation benefits are provided to certain employees via the schemes set out in note 24. For share-based arrangements, the fair value is
measured at grant date and recognised as an employee benefit expense with a corresponding increase in equity. For cash-settled share-based arrangements, the fair value of the amount payable is recognised as an employee benefit expense with a
corresponding increase to a liability. The liability is re-measured each reporting date and at settlement date. Any changes in the fair value of the liability are recognised as an employee benefit expense in profit or loss.
The fair value at grant date is independently determined using either a binomial model or a Monte-Carlo simulation model. The model takes into account the
exercise price, the term, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk-free interest rate for the term of the grant. The fair value is adjusted to reflect market
vesting conditions, but excludes the impact of any non-market vesting conditions (for example, earnings per share targets). Non-market vesting conditions are included in assumptions about the number of shares that are expected to become exercisable.
At the end of each reporting period, the Group revises its estimate of the number of shares that are expected to become exercisable. The employee benefit expense recognised each period takes into account the most recent estimate. The impact of the
revision to original estimates, if any, is recognised in profit or loss with a corresponding adjustment to equity.
(aa) Contributed equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issuance of new shares are shown in equity as a deduction, net of tax,
from the proceeds.
When the Company purchases any of its own equity instruments, for example, as a result of a share buy-back, the consideration paid,
including any directly attributable incremental costs (net of income taxes) is deducted from contributed equity and any reacquired shares are cancelled upon their purchase.
(ab) Dividends
A provision is made for the amount of any
dividends declared on or before the end of the reporting period, but not distributed at the end of the reporting period.
(ac) Earnings per share
(EPS)
Basic earnings per share is calculated by dividing net profit by the weighted average number of ordinary shares outstanding during
the financial year, adjusted for bonus elements in ordinary shares issued during the year.
Diluted earnings per share adjusts the figures used in the
determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares, and the weighted average number of additional ordinary shares that
would have been outstanding assuming the conversion of all dilutive potential ordinary shares.
(ad) Goods and services or other value-added taxes
(GST)
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are
recoverable from, or payable to the taxation authority, are presented as operating cash flows.
75
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 1 Summary of significant accounting policies (continued)
(ae) Parent entity financial information
The financial information for the parent entity, Sims Metal Management Limited, disclosed in note 30, has been prepared on the same basis as the consolidated
financial statements, except as set out below.
(i) Investments in subsidiaries
Investments in subsidiaries are accounted for at cost in the financial statements of the Company. Dividends received from subsidiaries are recognised in the
Companys profit or loss, rather than being deducted from the carrying amount of the investments.
(ii) Tax consolidation legislation
The Company and its wholly-owned Australian controlled entities have implemented the tax consolidation legislation. The head entity, Sims Metal Management
Limited, and the controlled entities in the tax consolidated group, account for their own current and deferred tax amounts. These amounts are measured as if each entity in the tax consolidated group continues to be a standalone taxpayer in its own
right.
In addition to its current and deferred tax amounts, the Company also recognises the current tax liabilities (or assets) and the deferred tax
assets arising from unused tax losses and unused tax credits assumed from controlled entities in the tax consolidated group.
The entities have also
entered into a tax funding agreement under which the wholly-owned entities fully compensate the Company for any current tax receivable and deferred tax assets relating to unused tax losses or unused tax credits that are transferred to the Company
under the tax consolidation legislation. The funding amounts are determined by reference to the amounts recognised in the wholly-owned entities financial statements.
The amount receivable/payable under the tax funding agreement is due upon receipt of the funding advice from the head entity, which is issued as soon as
practicable after the end of each financial year. The head entity may also require payment of interim funding amounts to assist with its obligations to pay tax installments. Assets or liabilities arising under the tax funding agreements with the tax
consolidated entities are recognised as current amounts receivable from or payable to other entities in the Group.
Any difference between the amounts
assumed and amounts receivable or payable under the tax funding agreement are recognised as a contribution to (or distribution from) wholly-owned tax consolidated entities.
Note 2 Financial risk management
The Groups
activities expose it to a variety of financial risks: market risk (including interest rate risk, foreign exchange risk, commodity price risk and equity securities price risk), credit risk and liquidity risk. The Groups overall financial risk
management strategy seeks to mitigate these risks to minimise potential adverse effects on the financial performance of the Group.
The Group uses
derivative financial instruments in certain circumstances in accordance with Board approved policies to hedge exposure to fluctuations in foreign exchange rates and commodity prices. Derivative financial instruments are used for hedging purposes and
not as trading or other speculative instruments. The Group uses different methods to measure different types of risk to which it is exposed. These methods include monitoring key movements in interest rates, key transactions impacted by foreign
exchange, commodity prices, equity prices and ageing analysis for credit risk. Risk management is carried out by a limited number of employees as authorised by the Board. The Board provides written principles for overall risk management, as well as
written policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments and the investment of excess liquidity.
76
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 2 Financial risk management (continued)
The Risk, Audit & Compliance Committee (RAC) of the Board oversees, on a quarterly
basis, the monitoring of compliance by management with the Groups risk management framework. The RAC is assisted in its oversight role by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of risk management controls and
procedures, the results of which are also reported to the RAC.
The carrying amounts and estimated fair value of all the Groups financial assets and
liabilities approximate each other. The carrying amount is recognised in the statement of financial position as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
Note |
|
|
A$m |
|
|
A$m |
|
Financial assets: |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
31 |
|
|
|
57.2 |
|
|
|
46.9 |
|
Trade and other receivables |
|
|
9 |
|
|
|
445.6 |
|
|
|
455.4 |
|
Other financial assets |
|
|
11 |
|
|
|
59.0 |
|
|
|
77.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total financial assets |
|
|
|
|
|
|
561.8 |
|
|
|
579.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
15 |
|
|
|
577.9 |
|
|
|
593.5 |
|
Borrowings |
|
|
16 |
|
|
|
14.9 |
|
|
|
200.7 |
|
Other financial liabilities |
|
|
11 |
|
|
|
4.5 |
|
|
|
6.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total financial liabilities |
|
|
|
|
|
|
597.3 |
|
|
|
800.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Market risk
Market
risk is the risk that the fair value or future cash flows of the Groups financial instruments will fluctuate because of changes in market prices. The market risks to which the Group is exposed are discussed in further detail below.
(i) Interest rate risk
Interest rate risk arises from
interest bearing financial assets and liabilities that the Group utilises. The Groups main exposure to interest rate risk arises from borrowings at variable interest rates. The Group does not use any derivative financial instruments to manage
its exposure to interest rate risk. Cash deposits, loans to third parties and associates and borrowings issued at fixed rates expose the Group to fair value interest rate risk.
The Groups borrowings are sourced primarily from domestic, but also offshore, markets. The Groups borrowings consist primarily of foreign currency
denominated borrowings and are managed in accordance with targeted currency, interest rate, liquidity and debt portfolio maturity profiles.
Specifically,
interest rate risk is managed on the Groups net debt portfolio by:
|
|
|
providing access to diverse sources of funding; |
|
|
|
reducing risks of refinancing by establishing and managing in accordance with target maturity profiles; and |
|
|
|
negotiating interest rates with the Groups banks based on a variable pricing matrix, which generally involves a LIBOR rate plus a margin. |
The Groups weighted average interest rate on interest-bearing liabilities for the year ended 30 June 2014 was 2.6% (2013: 2.8%). If interest rates
had increased by 100 basis points as at the balance date with all other variables held constant, post-tax profit for the year ended 30 June 2014 would have been A$0.1 million lower (2013: A$1.5 million lower). A sensitivity of 100 basis points
is deemed reasonable based on current and past market conditions. The calculations are based on interest-bearing financial instruments with variable interest rates at the end of the reporting period. A 100 basis points decrease in interest rates
would have an equal and opposite effect.
77
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 2 Financial risk management (continued)
(a) Market risk (continued)
(ii) Price risk
Commodity price risk
The Group is exposed to risks
associated with fluctuations in the market price for ferrous and non-ferrous metals and precious metals, which are at times volatile. The Group seeks to mitigate commodity price risk by seeking to turn over its inventories quickly, instead of
holding inventories in anticipation of higher commodity prices. The ability of the Group to accomplish an adequate level of inventory turnover can be a function of demand and market conditions which are not always steady. The Group uses forward
commodity contracts matched to purchases or sales of non-ferrous metals (primarily copper, nickel and aluminum) and certain precious metals (primarily gold, silver and palladium).
The Groups normal policy is to sell its products at prevailing market prices. Exceptions to this rule are subject to limits and policies approved by the
Board and to systems of internal controls and compliance monitoring. The Groups exposure to commodity prices is, to an extent, diversified by virtue of its broad commodity base.
At the end of the reporting period, none of the Groups forward commodity contracts qualified for hedge accounting, despite being valid economic hedges
of the relevant risk. Accordingly, any movement in commodity rates that impact the fair value of these forward commodity contracts are recorded in profit or loss. Note 11 shows the carrying amount of the Groups forward commodity contracts at
the end of the reporting period.
The following table shows the effect on post-tax profit from a 10% appreciation in commodity prices at the end of the
reporting period being applied to outstanding forward commodity contracts, with all other variables held constant. A 10% sensitivity has been selected, as this is considered reasonable, given the current level of commodity prices and the volatility
observed both on a historical basis and on market expectations for future movements.
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Impact on post-tax profit higher/(lower) |
|
|
(11.3 |
) |
|
|
(8.8 |
) |
A 10% depreciation of the stated commodity prices would have an equal and opposite effect.
Equity securities price risk
The Group is exposed to
equity securities price risk through financial instruments classified as fair value through profit or loss, whose valuations are partially derived from equity prices of listed securities. These financial instruments relate to an investment in an
associate. The Group does not attempt to manage the price risk related to these financial instruments.
The Group is also exposed to equity securities
price risk through investments in marketable securities. These marketable securities are traded in major financial markets. The price risk for these investments is immaterial in terms of possible impact on profit or loss.
(iii) Foreign exchange risk
The Group operates
internationally and is exposed to foreign exchange risk, primarily with respect to transactions settled in US dollars. Foreign exchange risk arises when future commercial transactions and recognised assets and liabilities are denominated in a
currency that is not the entitys functional currency. Financial assets and liabilities denominated in currencies other than the functional currency of an entity are periodically restated to their functional currency, and the associated gain or
loss is taken to profit or loss. The exposure of an entity to transaction risk is minimised by matching local currency income with local currency costs.
78
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 2 Financial risk management (continued)
(a) Market risk (continued)
(iii) Foreign exchange risk (continued)
The Group seeks to denominate borrowings in the currencies of its principal assets and cash flows. These are
primarily denominated in US dollars, British pounds sterling, Euros and Australian dollars.
In accordance with Board approved policies, the Group enters
into forward foreign exchange contracts to buy and sell specific amounts of various foreign currencies in the future at predetermined exchange rates. The forward foreign exchange contracts are used to hedge transactions denominated in currencies
that are not the functional currency of the relevant entity. These contracts are hedging highly probable forecasted transactions and recognised assets and liabilities for the ensuing financial year. The contracts are timed to mature when monies from
the forecasted sales are scheduled to be received or when payments for purchases are scheduled to be made.
The Groups exposure to foreign exchange
risk at the end of the reporting period, expressed in Australian dollars, was as follows:
|
|
|
|
|
|
|
|
|
|
|
Net financial |
|
|
|
assets/(liabilities) |
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Currency: |
|
|
|
|
|
|
|
|
US dollar |
|
|
6.8 |
|
|
|
8.9 |
|
Euro |
|
|
8.8 |
|
|
|
17.3 |
|
British pounds sterling |
|
|
0.2 |
|
|
|
(0.2 |
) |
The table below shows the net impact of a 10% appreciation of the relevant currency against the Australian dollar for the
balances above with all other variables held constant and the corresponding effect on the Groups forward foreign exchange contracts with all other variables held constant. A sensitivity of 10% has been selected, as this is considered
reasonable, given the current level of exchange rates and the volatility observed both on a historical basis and on market expectations for future movements.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
US dollar |
|
|
Euro |
|
|
British pounds |
|
|
|
2014 |
|
|
2013 |
|
|
2014 |
|
|
2013 |
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Impact on post-tax profit higher/(lower) |
|
|
(1.7 |
) |
|
|
(1.9 |
) |
|
|
0.1 |
|
|
|
0.5 |
|
|
|
|
|
|
|
|
|
Impact on equity |
|
|
19.8 |
|
|
|
20.2 |
|
|
|
(1.2 |
) |
|
|
(0.5 |
) |
|
|
|
|
|
|
10.0 |
|
The impact on equity includes the effect from intragroup long-term borrowings which, in substance, form part of the
Groups investment in an entity. Exchange gains and losses on these balances are recorded in the foreign currency translation reserve.
A 10%
depreciation of the relevant currency against the Australian dollar would have an equal and opposite effect.
Translation risk
The financial statements for each of the Groups foreign operations are prepared in local currency, being their functional currency. For the purposes of
preparing the Groups consolidated financial information, each foreign operations financial statements are translated into Australian dollars using the applicable foreign exchange rates as at the balance date. A translation risk,
therefore, exists on translating the financial statements of the Groups foreign operations into Australian dollars for the purposes of reporting consolidated financial information. As a result, volatility in foreign exchange rates can impact
the Groups net assets, net profit and the foreign currency translation reserve and, as a result, can influence compliance with credit agreements.
79
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 2 Financial risk management (continued)
(b) Credit risk
Credit risk is the risk that a counterparty will not complete its obligations under a financial instrument and cause a financial loss to the Group. The Group
has exposure to credit risk on all financial assets included in the Groups statement of financial position.
The Group establishes credit limits for
its customers. Trade and other receivables consist of a large number of customers, spread across various metal producing sectors in international markets. The Group does not have any significant credit risk exposure to a single customer or groups of
customers. Ongoing credit evaluation is performed on the financial condition of the Groups customers and, where appropriate, an impairment provision is raised. For certain customers, the Group purchases credit insurance to protect itself
against collection risks.
The Group is also exposed to credit risk arising from the Groups transactions in derivative contracts. For credit
purposes, there is only a credit risk where the counterparty is liable to pay the Group in the event of a closeout. The Group has policies that limit the amount of credit exposure to any financial institution. Derivative counterparties and cash
transactions are limited to financial institutions that have a minimum credit rating of A by either Standard & Poors or Moodys. Management also monitors the current credit exposure with each counterparty. Any changes
to counterparties or their credit limits must be approved by the Group Chief Financial Officer. Refer to note 9 for quantitative data.
(c) Liquidity
risk
Liquidity risk is associated with ensuring that there is sufficient cash and cash equivalents on hand and the availability of funding through an
adequate amount of committed credit facilities to meet the Groups obligations as they mature and the ability to close out market positions.
The
Group manages liquidity risk by monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities. Due to the dynamic and volatile nature of the underlying businesses, the Group aims at maintaining
flexibility in funding by keeping committed credit lines available with a variety of counterparties.
The Group has access to unsecured global
multi-currency/multi-option loan facilities, all of which are subject to common terms. The loan facilities have maturities through 31 October 2016. The Group also has annual rights to extend the maturity by an additional year in certain
circumstances. The Group had access to the following credit standby arrangements at the balance date. The amount of credit available is subject to limits from covenants as specified in the loan facilities.
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Unsecured global multi-currency/multi-option loan facilities |
|
|
1,352.9 |
|
|
|
1,396.7 |
|
Amount of credit unused |
|
|
1,314.9 |
|
|
|
1,177.4 |
|
There have been no breaches of the Groups bank covenants during the period.
80
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 2 Financial risk management (continued)
(c) Liquidity risk (continued)
The contractual cash flows of the Groups financial liabilities are shown in the table below. The
contractual amounts represent the future undiscounted cash flows. The amounts for interest bearing liabilities also include interest cash flows and therefore, do not equate to the carrying amount. The expected timing of cash outflows are set out
below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Between |
|
|
Between |
|
|
|
|
|
|
|
|
|
Less than |
|
|
1 and 2 |
|
|
2 and 5 |
|
|
Over 5 |
|
|
|
|
|
|
1 year |
|
|
years |
|
|
years |
|
|
years |
|
|
Total |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-derivatives: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
571.4 |
|
|
|
1.9 |
|
|
|
2.8 |
|
|
|
1.8 |
|
|
|
577.9 |
|
Finance lease liabilities |
|
|
0.6 |
|
|
|
0.6 |
|
|
|
1.7 |
|
|
|
0.1 |
|
|
|
3.0 |
|
Borrowings (excluding finance leases) |
|
|
10.0 |
|
|
|
10.0 |
|
|
|
15.7 |
|
|
|
|
|
|
|
35.7 |
|
Derivatives: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net settled (forward commodity contracts) |
|
|
4.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.3 |
|
Gross settled (forward foreign exchange contracts): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- (inflows) |
|
|
(38.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(38.7 |
) |
- outflows |
|
|
38.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
38.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
586.5 |
|
|
|
12.5 |
|
|
|
20.2 |
|
|
|
1.9 |
|
|
|
621.1 |
|
Financial guarantees1 |
|
|
54.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
54.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
640.6 |
|
|
|
12.5 |
|
|
|
20.2 |
|
|
|
1.9 |
|
|
|
675.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-derivatives: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
585.2 |
|
|
|
2.3 |
|
|
|
4.6 |
|
|
|
1.4 |
|
|
|
593.5 |
|
Borrowings |
|
|
30.7 |
|
|
|
19.1 |
|
|
|
195.5 |
|
|
|
|
|
|
|
245.3 |
|
Derivatives: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net settled (forward commodity contracts) |
|
|
0.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.8 |
|
Gross settled (forward foreign exchange contracts): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- (inflows) |
|
|
(224.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(224.4 |
) |
- outflows |
|
|
229.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
229.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
622.2 |
|
|
|
21.4 |
|
|
|
200.1 |
|
|
|
1.4 |
|
|
|
845.1 |
|
Financial guarantees1 |
|
|
61.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
61.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
684.1 |
|
|
|
21.4 |
|
|
|
200.1 |
|
|
|
1.4 |
|
|
|
907.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
Refer to note 22(a) for details on financial guarantees. The amounts disclosed above are the maximum amounts allocated to the earliest period in which the guarantee
could be called. However, the Group considers that it is more likely than not that such an amount will not be payable under the arrangement. |
Note 3 Critical accounting estimates and judgements
Certain amounts included in the consolidated financial statements involve the use of estimation and/or judgement. Estimates and judgements used in preparation
of the consolidated financial statements are continually evaluated and are based on historical experience and other factors, including the expectations of future events that may have a financial impact on the Group and that are believed to be
reasonable under the circumstances. The resulting accounting estimates may differ from actual results.
The Group has identified the following areas that
involve critical judgements and estimations that have the most significant effect on the amounts recognised in the consolidated financial statements.
81
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 3 Critical accounting estimates and judgements (continued)
Impairment of goodwill
Goodwill is tested for impairment in accordance with the accounting policy stated in note 1(m). For goodwill impairment testing, the recoverable amount of each
CGU is determined based on the higher of its value in use or fair value less costs to sell. These calculations require the use of assumptions such as discount rates, exchange rates, growth rates and other assumptions. As at 30 June 2014, the
carrying amount of goodwill was A$139.3 million. Refer to note 13 for details of these assumptions and the potential impact of changes to the assumptions.
Taxation
The Group is subject to income taxes in
numerous jurisdictions. Significant judgement is required in determining the worldwide provision for income taxes due to the complexity of legislation. There are many transactions and calculations for which the ultimate tax determination is
uncertain during the ordinary course of business. The Group recognises liabilities for anticipated tax audit issues based on estimates of whether additional taxes will be due. Where the final tax outcome of these matters is different from the
amounts that were initially recorded, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made.
The Group recognises the net future tax benefit related to deferred income tax assets to the extent that it is probable that the deductible temporary
differences will reverse in the foreseeable future. Assessing the recoverability of deferred income tax assets requires the Group to make significant estimates related to expectations of future taxable income. Estimates of future taxable income are
based on forecast cash flows from operations and the application of existing tax laws in each jurisdiction. To the extent that future cash flows and taxable income differ significantly from estimates, the ability of the Group to realise the net
deferred tax assets recorded at the reporting date could be impacted. Additionally, future changes in tax laws in the jurisdictions in which the Group operates could limit the ability of the Group to obtain tax deductions in future periods. For more
information see note 8(f).
Valuation of inventories
The Groups inventories primarily consist of ferrous and non-ferrous scrap metals. Quantities of inventories are determined using various estimation
techniques, including observation, weighing and other industry methods and are subject to periodic physical verification.
Inventories are stated at the
lower of cost and net realisable value, with due allowance for excess, obsolete or slow moving items. Cost is determined by the weighted average method and comprises direct purchase costs, direct labour and an appropriate portion of fixed and
variable overhead costs (refer to note 1(p)). The Group reviews its inventory at the end of each reporting period to determine if it is properly stated at net realisable value. Net realisable value is based on current assessments of future demand
and market conditions. The amount of write-downs of inventories to net realisable value is disclosed in note 7. Given the significance of inventories to the consolidated statement of financial position, the determination of net realisable value is
considered to be a critical accounting estimate. Impairment losses may be recognised on inventory in the next financial year if management needs to revise its estimates of net realisable value in response to changing market conditions.
82
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 4 Loss per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
|
|
|
(restated) |
|
|
(restated) |
|
Loss per share (in cents) |
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
(43.5 |
) |
|
|
(228.6 |
) |
|
|
(302.7 |
) |
Diluted |
|
|
(43.5 |
) |
|
|
(228.6 |
) |
|
|
(302.7 |
) |
Weighted average number of shares used in the denominator (000) |
|
|
|
|
|
|
|
|
|
|
|
|
Basic shares |
|
|
204,410 |
|
|
|
204,391 |
|
|
|
205,828 |
|
Dilutive effect of share-based awards |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted shares |
|
|
204,410 |
|
|
|
204,391 |
|
|
|
205,828 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Due to the loss after tax in the years ended 30 June 2014, 2013 and 2012, the dilutive effect of share-based awards,
which was approximately 0.3 million, 2.8 million and 2.0 million shares, respectively, was not included as the result would have been anti-dilutive. Details relating to share awards are set out in note 24.
Note 5 Segment information
(a) Description of
segments
The Group is principally organised geographically and then by line of business. While the CEO has historically evaluated results in a number
of different ways, the geographical area of operation is the primary basis for which the allocations of resources and financial results are assessed. The major geographic areas of operations are as follows:
|
|
|
North Americacomprising the United States (US) and Canada. |
|
|
|
Australasiacomprising Australia, New Zealand, Papua New Guinea, India, Singapore, Hong Kong, Dubai and South Africa. |
|
|
|
Europecomprising the United Kingdom (UK), Sweden, Belgium, the Netherlands, Germany, Poland, the Czech Republic, Austria and Norway. |
The Group reports revenues by the following product groups:
|
|
|
Ferrous secondary recyclingcomprising the collection, processing and trading of iron and steel secondary raw material. |
|
|
|
Non-ferrous secondary recyclingcomprising the collection, processing and trading of other metal alloys and residues, principally aluminium, lead, copper, zinc and nickel bearing materials.
|
|
|
|
Recycling solutionscomprising the provision of environmentally responsible solutions for the disposal of post-consumer electronic products, including IT assets recycled for commercial customers. The Group
offers fee-for-service business opportunities in the environmentally responsible recycling of negative value materials, including refrigerators, electrical and electronic equipment. |
|
|
|
Secondary processing and other servicescomprising value-added processes involving the melting, refining and ingoting of certain non-ferrous metals and other sources of service based revenue.
|
(b) Information about reportable segments
There have been no changes to the basis of segmentation or the measurement basis for the segment profit before income tax since 30 June 2013.
83
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 5 Segment information (continued)
(b) Information about reportable segments (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North |
|
|
Austral- |
|
|
|
|
|
|
|
|
|
America |
|
|
asia |
|
|
Europe |
|
|
|
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total sales revenue |
|
|
4,253.5 |
|
|
|
1,223.9 |
|
|
|
1,651.6 |
|
|
|
7,129.0 |
|
Other revenue/income |
|
|
4.0 |
|
|
|
10.6 |
|
|
|
0.7 |
|
|
|
15.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total segment revenue |
|
|
4,257.5 |
|
|
|
1,234.5 |
|
|
|
1,652.3 |
|
|
|
7,144.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment EBIT |
|
|
(57.1 |
) |
|
|
73.9 |
|
|
|
(44.4 |
) |
|
|
(27.6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9.0 |
|
Finance costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(23.2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(41.8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment total assets |
|
|
1,494.0 |
|
|
|
629.3 |
|
|
|
526.1 |
|
|
|
2,649.4 |
|
Segment total liabilities |
|
|
386.9 |
|
|
|
203.2 |
|
|
|
225.4 |
|
|
|
815.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets |
|
|
1,107.1 |
|
|
|
426.1 |
|
|
|
300.7 |
|
|
|
1,833.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other items: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortisation expense |
|
|
(70.2 |
) |
|
|
(28.6 |
) |
|
|
(25.1 |
) |
|
|
(123.9 |
) |
Share of results of investments accounted for using the equity method |
|
|
2.1 |
|
|
|
(5.4 |
) |
|
|
|
|
|
|
(3.3 |
) |
Investments accounted for using the equity method |
|
|
225.4 |
|
|
|
89.5 |
|
|
|
|
|
|
|
314.9 |
|
Acquisitions of property, plant and equipment |
|
|
39.2 |
|
|
|
17.5 |
|
|
|
7.4 |
|
|
|
64.1 |
|
Impairment (charge)/reversal: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
(27.8 |
) |
|
|
|
|
|
|
|
|
|
|
(27.8 |
) |
Other intangible assets |
|
|
(0.7 |
) |
|
|
|
|
|
|
|
|
|
|
(0.7 |
) |
Property, plant and equipment |
|
|
(12.4 |
) |
|
|
2.4 |
|
|
|
(30.9 |
) |
|
|
(40.9 |
) |
2013 (restated) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total sales revenue |
|
|
4,534.6 |
|
|
|
1,083.1 |
|
|
|
1,575.3 |
|
|
|
7,193.0 |
|
Other revenue/income |
|
|
1.2 |
|
|
|
8.0 |
|
|
|
0.9 |
|
|
|
10.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total segment revenue |
|
|
4,535.8 |
|
|
|
1,091.1 |
|
|
|
1,576.2 |
|
|
|
7,203.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment EBIT |
|
|
(329.0 |
) |
|
|
9.2 |
|
|
|
(150.6 |
) |
|
|
(470.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7.3 |
|
Finance costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(25.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(488.6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment total assets |
|
|
1,660.0 |
|
|
|
672.0 |
|
|
|
585.4 |
|
|
|
2,917.4 |
|
Segment total liabilities |
|
|
477.7 |
|
|
|
165.0 |
|
|
|
345.5 |
|
|
|
988.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets |
|
|
1,182.3 |
|
|
|
507.0 |
|
|
|
239.9 |
|
|
|
1,929.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other items: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortisation expense |
|
|
(68.1 |
) |
|
|
(26.0 |
) |
|
|
(29.4 |
) |
|
|
(123.5 |
) |
Share of results of investments accounted for using the equity method |
|
|
(0.4 |
) |
|
|
(27.3 |
) |
|
|
|
|
|
|
(27.7 |
) |
Investments accounted for using the equity method |
|
|
233.1 |
|
|
|
96.9 |
|
|
|
|
|
|
|
330.0 |
|
Acquisitions of property, plant and equipment |
|
|
79.2 |
|
|
|
50.2 |
|
|
|
19.6 |
|
|
|
149.0 |
|
Impairment charge: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
(292.2 |
) |
|
|
|
|
|
|
|
|
|
|
(292.2 |
) |
Other intangible assets |
|
|
(8.5 |
) |
|
|
|
|
|
|
(3.7 |
) |
|
|
(12.2 |
) |
Property, plant and equipment |
|
|
(17.1 |
) |
|
|
|
|
|
|
(44.1 |
) |
|
|
(61.2 |
) |
84
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 5 Segment information (continued)
(b) Information about reportable segments (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
North |
|
|
Austral- |
|
|
|
|
|
|
|
|
|
America |
|
|
asia |
|
|
Europe |
|
|
|
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
2012 (restated) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total sales revenue |
|
|
6,027.0 |
|
|
|
1,228.1 |
|
|
|
1,780.6 |
|
|
|
9,035.7 |
|
Other revenue/income |
|
|
0.5 |
|
|
|
5.3 |
|
|
|
0.8 |
|
|
|
6.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total segment revenue |
|
|
6,027.5 |
|
|
|
1,233.4 |
|
|
|
1,781.4 |
|
|
|
9,042.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment EBIT |
|
|
(615.9 |
) |
|
|
92.7 |
|
|
|
(100.8 |
) |
|
|
(624.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.8 |
|
Finance costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(25.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(645.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment total assets |
|
|
2,066.3 |
|
|
|
733.0 |
|
|
|
709.7 |
|
|
|
3,509.0 |
|
Segment total liabilities |
|
|
608.6 |
|
|
|
190.1 |
|
|
|
426.1 |
|
|
|
1,224.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets |
|
|
1,457.7 |
|
|
|
542.9 |
|
|
|
283.6 |
|
|
|
2,284.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other items: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortisation expense |
|
|
(77.1 |
) |
|
|
(24.9 |
) |
|
|
(27.9 |
) |
|
|
(129.9 |
) |
Share of results of investments accounted for using the equity method |
|
|
(11.9 |
) |
|
|
3.9 |
|
|
|
|
|
|
|
(8.0 |
) |
Investments accounted for using the equity method |
|
|
230.9 |
|
|
|
120.2 |
|
|
|
|
|
|
|
351.1 |
|
Acquisitions of property, plant and equipment |
|
|
79.0 |
|
|
|
39.5 |
|
|
|
42.6 |
|
|
|
161.1 |
|
Impairment (charge)/reversal: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
(510.8 |
) |
|
|
(3.6 |
) |
|
|
(102.9 |
) |
|
|
(617.3 |
) |
Other intangible assets |
|
|
(0.8 |
) |
|
|
|
|
|
|
|
|
|
|
(0.8 |
) |
Property, plant and equipment |
|
|
(3.1 |
) |
|
|
(0.3 |
) |
|
|
3.0 |
|
|
|
(0.4 |
) |
(c) Other segment information
(i) Intersegment sales
Segment revenues, expenses and
results include transfers between segments. Such transfers are priced on an arms-length basis and are eliminated on consolidation.
(ii) Sales to external customers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Australia |
|
|
357.4 |
|
|
|
323.7 |
|
|
|
339.9 |
|
China |
|
|
578.3 |
|
|
|
942.8 |
|
|
|
1,844.6 |
|
United States |
|
|
1,772.9 |
|
|
|
1,499.9 |
|
|
|
1,925.3 |
|
Turkey |
|
|
1,063.8 |
|
|
|
1,276.8 |
|
|
|
1,643.9 |
|
South Korea |
|
|
337.0 |
|
|
|
235.7 |
|
|
|
432.7 |
|
Other |
|
|
3,019.6 |
|
|
|
2,914.1 |
|
|
|
2,849.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total sales revenue |
|
|
7,129.0 |
|
|
|
7,193.0 |
|
|
|
9,035.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
No single customer contributed 10% or more to the Group revenue for all the periods presented.
85
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 5 Segment information (continued)
(c) Other segment information (continued)
(iii) Revenue by product
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Ferrous secondary recycling |
|
|
4,801.4 |
|
|
|
4,817.0 |
|
|
|
6,258.6 |
|
Non-ferrous secondary recycling |
|
|
1,361.5 |
|
|
|
1,353.0 |
|
|
|
1,656.5 |
|
Recycling solutions |
|
|
909.8 |
|
|
|
968.8 |
|
|
|
1,011.8 |
|
Secondary processing and other services |
|
|
56.3 |
|
|
|
54.2 |
|
|
|
108.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total sales revenue |
|
|
7,129.0 |
|
|
|
7,193.0 |
|
|
|
9,035.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iv) Non-current assets
Non-current assets (excluding financial assets and deferred tax assets) are held in the following countries:
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
|
|
|
|
|
(restated) |
|
Australia |
|
|
271.2 |
|
|
|
277.9 |
|
United States |
|
|
871.3 |
|
|
|
967.5 |
|
United Kingdom |
|
|
102.6 |
|
|
|
135.0 |
|
Other |
|
|
190.7 |
|
|
|
216.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
1,435.8 |
|
|
|
1,597.2 |
|
|
|
|
|
|
|
|
|
|
Note 6 Revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Sales revenue |
|
|
|
|
|
|
|
|
|
|
|
|
Sale of goods |
|
|
7,031.0 |
|
|
|
7,112.4 |
|
|
|
8,965.9 |
|
Service revenue |
|
|
98.0 |
|
|
|
80.6 |
|
|
|
69.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,129.0 |
|
|
|
7,193.0 |
|
|
|
9,035.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other revenue |
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
|
9.0 |
|
|
|
7.3 |
|
|
|
3.7 |
|
Rental income |
|
|
6.3 |
|
|
|
2.8 |
|
|
|
2.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15.3 |
|
|
|
10.1 |
|
|
|
6.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenue |
|
|
7,144.3 |
|
|
|
7,203.1 |
|
|
|
9,042.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
86
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 7 Other income and expenses
(a) Other income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Net gain on commodity derivatives |
|
|
|
|
|
|
31.2 |
|
|
|
34.0 |
|
Net gain on currency derivatives |
|
|
1.5 |
|
|
|
6.1 |
|
|
|
4.1 |
|
Net gain on revaluation of financial assets at fair value through profit or loss |
|
|
0.3 |
|
|
|
|
|
|
|
|
|
Gain on sale of joint venture1 |
|
|
|
|
|
|
|
|
|
|
35.7 |
|
Commercial settlements |
|
|
|
|
|
|
3.3 |
|
|
|
1.4 |
|
Gain on sale of other financial assets |
|
|
0.3 |
|
|
|
|
|
|
|
|
|
Insurance recoveries |
|
|
8.9 |
|
|
|
1.4 |
|
|
|
5.3 |
|
Government grants |
|
|
0.4 |
|
|
|
0.7 |
|
|
|
0.5 |
|
Net gain on disposal of property, plant and equipment |
|
|
|
|
|
|
|
|
|
|
2.8 |
|
Reimbursement of expenses from a third party |
|
|
1.2 |
|
|
|
2.7 |
|
|
|
|
|
Third party commissions |
|
|
2.2 |
|
|
|
3.2 |
|
|
|
4.2 |
|
Other |
|
|
6.3 |
|
|
|
4.0 |
|
|
|
3.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other income |
|
|
21.1 |
|
|
|
52.6 |
|
|
|
91.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
Represents the gain from the sale of the Groups 50% ownership interest in the secondary lead producing facility in Sydney, Australia of Australian Refined Alloys (see note 26). |
(b) Specific expenses recognised in loss before income tax
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Depreciation and amortisation: |
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation expense |
|
|
105.6 |
|
|
|
101.1 |
|
|
|
103.1 |
|
Amortisation expense |
|
|
18.3 |
|
|
|
22.4 |
|
|
|
26.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
123.9 |
|
|
|
123.5 |
|
|
|
129.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Finance costs1 |
|
|
23.2 |
|
|
|
25.5 |
|
|
|
25.1 |
|
Net foreign exchange loss |
|
|
0.9 |
|
|
|
6.2 |
|
|
|
2.5 |
|
Net loss on revaluation of financial assets at fair value through profit or
loss2 |
|
|
|
|
|
|
6.1 |
|
|
|
2.0 |
|
Equity-settled share-based payments expense3 |
|
|
11.8 |
|
|
|
16.1 |
|
|
|
24.3 |
|
Cash-settled share-based payments expense |
|
|
0.9 |
|
|
|
0.4 |
|
|
|
|
|
Defined contribution plan expense |
|
|
13.3 |
|
|
|
11.2 |
|
|
|
10.8 |
|
Rental expenses relating to operating leases |
|
|
104.7 |
|
|
|
90.2 |
|
|
|
79.5 |
|
Net loss on disposal of property, plant and equipment |
|
|
2.4 |
|
|
|
0.6 |
|
|
|
|
|
Net loss on commodity derivatives |
|
|
7.8 |
|
|
|
|
|
|
|
|
|
1 |
Finance costs include commitment fees paid on the Groups loan facilities of A$8.1 million (2013: A$7.6 million; 2012: A$7.0 million). |
2 |
Primarily represents losses from the revaluation of derivatives acquired in connection with the Groups investment in Chiho-Tiande Group (see note 11).
|
3 |
2013 amount includes the acceleration of A$3.4 million of expense as a result of the good leaver provision of the former CEO who retired on 30 June 2013. 2012
amount includes A$7.9 million of expense associated with the final settlement of a business arrangement. |
87
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 7 Other income and expenses (continued)
(c) Loss before income tax includes the following expenses, which are disclosed due to their size or
nature
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Impairment losses: |
|
|
|
|
|
|
|
|
|
|
|
|
Impairment of goodwill (note 13) |
|
|
27.8 |
|
|
|
292.2 |
|
|
|
617.3 |
|
Impairment of other intangible assets (note 14) |
|
|
0.7 |
|
|
|
12.2 |
|
|
|
0.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28.5 |
|
|
|
304.4 |
|
|
|
618.1 |
|
Impairment of goodwill in joint venture (note 28) |
|
|
|
|
|
|
|
|
|
|
57.5 |
|
Impairment of investment in an associate (note 28) |
|
|
|
|
|
|
14.9 |
|
|
|
|
|
Impairment of trade receivables1 |
|
|
2.8 |
|
|
|
2.4 |
|
|
|
5.1 |
|
Impairment/(reversal) of third party loans (note 11) |
|
|
(4.9 |
) |
|
|
4.8 |
|
|
|
|
|
Impairment of property, plant and equipment2 (note 12) |
|
|
40.9 |
|
|
|
61.2 |
|
|
|
0.4 |
|
Net loss on sale of business divisions (note 26) |
|
|
1.3 |
|
|
|
10.1 |
|
|
|
|
|
Loss on sale of ownership interest in a joint venture (note 28) |
|
|
|
|
|
|
0.3 |
|
|
|
|
|
Loss on sale of joint venture3 |
|
|
|
|
|
|
1.3 |
|
|
|
|
|
Write-down of inventory to net realisable value |
|
|
0.9 |
|
|
|
6.0 |
|
|
|
21.3 |
|
UK inventory write-down |
|
|
|
|
|
|
63.9 |
|
|
|
48.0 |
|
Redundancies |
|
|
16.7 |
|
|
|
7.3 |
|
|
|
9.9 |
|
Natural disaster related expenses/(reversal)4 |
|
|
(0.9 |
) |
|
|
5.7 |
|
|
|
2.6 |
|
Transaction costs related to business combinations |
|
|
|
|
|
|
0.7 |
|
|
|
2.5 |
|
Professional fees associated with various matters5 |
|
|
0.3 |
|
|
|
2.4 |
|
|
|
|
|
Provision recorded for disputes with third parties |
|
|
1.3 |
|
|
|
4.7 |
|
|
|
12.8 |
|
Lease settlements and onerous lease provisions6 |
|
|
31.8 |
|
|
|
13.1 |
|
|
|
|
|
Yard closure costs and dilapidation provisions |
|
|
9.8 |
|
|
|
8.5 |
|
|
|
|
|
Withdrawal liability related to multi-employer pension plans (note 18) |
|
|
6.3 |
|
|
|
|
|
|
|
3.0 |
|
1 |
2013 amount includes A$1.1 million provision related to a receivable that was partially impaired as a result of a customer bankruptcy (2012: A$4.4 million).
|
2 |
2014 amount is comprised of impairments of A$30.9 million and A$10.1 million relating to the restructuring of SRS businesses in the UK and Canada, respectively. 2013
amount is comprised of impairments of A$45.8 million related to excess or under-utilised processing equipment and A$15.4 million related to assets held for sale. 2012 amount was comprised of impairments of A$3.4 million related to excess or
under-utilised processing equipment offset by the reversal of a previously recognised impairment of A$3.0 million on land. |
3 |
Amount represents the loss on the sale of additional assets related to the Groups 50% ownership interest in the secondary lead producing facility in Sydney,
Australia of Australia Refined Alloys (see note 26). |
4 |
2014 amount represents a reversal of estimated expenses recorded in 2013 for costs associated with Superstorm Sandy in the US. 2012 amount primarily represents costs
associated with the floods in Queensland, Australia. These costs were reimbursed by the Groups insurance carrier and the reimbursement is included in the insurance recoveries line in other income above. |
5 |
Amounts include professional fees incurred in connection with the UK investigation conducted by the Special Committee of the Board, legal fees associated with
business disposals and costs incurred related to the search for a new Group Chief Executive Officer. |
6 |
Amounts include settlements for real estate leases which were terminated early and onerous lease provisions for under-utilised sites. In 2014, this includes real
estate leases related to UK and Canada SRS which will be shut-down as a result of the SRS restructuring initiatives determined and announced in June 2014. |
88
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 8 Income taxes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
|
|
|
|
(restated) |
|
|
(restated) |
|
(a) Income tax expense/(benefit) |
|
|
|
|
|
|
|
|
|
|
|
|
Current income tax charge |
|
|
37.8 |
|
|
|
20.8 |
|
|
|
33.0 |
|
Adjustments for prior years |
|
|
(3.6 |
) |
|
|
(1.7 |
) |
|
|
(6.6 |
) |
Deferred income tax |
|
|
12.9 |
|
|
|
(40.4 |
) |
|
|
(48.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense/(benefit) |
|
|
47.1 |
|
|
|
(21.3 |
) |
|
|
(22.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred income tax expense included in income tax expense comprises: |
|
|
|
|
|
|
|
|
|
|
|
|
Decrease/(increase) in deferred tax assets |
|
|
20.3 |
|
|
|
1.6 |
|
|
|
(27.3 |
) |
Decrease in deferred tax liabilities |
|
|
(7.4 |
) |
|
|
(42.0 |
) |
|
|
(21.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12.9 |
|
|
|
(40.4 |
) |
|
|
(48.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(b) Reconciliation of income tax expense/(benefit) to prima facie tax payable |
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income tax |
|
|
(41.8 |
) |
|
|
(488.6 |
) |
|
|
(645.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Tax at the standard Australian rate of 30% |
|
|
(12.5 |
) |
|
|
(146.5 |
) |
|
|
(193.6 |
) |
Non-deductible impairment of goodwill and intangibles |
|
|
3.6 |
|
|
|
65.8 |
|
|
|
169.5 |
|
Non-deductible impairment of goodwill in joint venture |
|
|
|
|
|
|
|
|
|
|
11.9 |
|
Effect of unused losses and tax offsets not recognised as deferred tax assets |
|
|
51.6 |
|
|
|
50.4 |
|
|
|
10.8 |
|
Non-deductible expenses |
|
|
7.9 |
|
|
|
7.9 |
|
|
|
4.7 |
|
Effect of tax rates in other jurisdictions |
|
|
1.6 |
|
|
|
(7.4 |
) |
|
|
(9.8 |
) |
Non-deductible impairment of investment in associate |
|
|
|
|
|
|
4.5 |
|
|
|
|
|
Share-based payments |
|
|
1.4 |
|
|
|
4.0 |
|
|
|
6.5 |
|
Assessable gain on disposal of business divisions |
|
|
|
|
|
|
2.8 |
|
|
|
|
|
Non-assessable income |
|
|
(3.7 |
) |
|
|
(2.4 |
) |
|
|
(2.5 |
) |
Equity accounted investees results reported net of tax |
|
|
1.7 |
|
|
|
1.8 |
|
|
|
(1.6 |
) |
Adjustments for prior years |
|
|
(3.6 |
) |
|
|
(1.7 |
) |
|
|
(6.6 |
) |
Prior year tax loss not previously recognised |
|
|
(0.6 |
) |
|
|
(0.4 |
) |
|
|
(1.5 |
) |
Non-assessable gain on disposal of joint venture |
|
|
|
|
|
|
|
|
|
|
(10.7 |
) |
Other |
|
|
(0.3 |
) |
|
|
(0.1 |
) |
|
|
0.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense/(benefit) |
|
|
47.1 |
|
|
|
(21.3 |
) |
|
|
(22.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(c) Income tax charged/(credited) directly to equity |
|
|
|
|
|
|
|
|
|
|
|
|
Share-based payments |
|
|
(1.6 |
) |
|
|
(0.5 |
) |
|
|
0.0 |
|
Exchange gain on foreign denominated intercompany loans |
|
|
3.0 |
|
|
|
14.6 |
|
|
|
7.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.4 |
|
|
|
14.1 |
|
|
|
7.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(d) Tax expense/(benefit) relating to items of other comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
Cash flow hedges |
|
|
1.4 |
|
|
|
(1.6 |
) |
|
|
0.4 |
|
Defined benefit plans |
|
|
2.4 |
|
|
|
2.5 |
|
|
|
(4.9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.8 |
|
|
|
0.9 |
|
|
|
(4.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
89
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 8 Income taxes (continued)
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
|
|
|
|
|
(restated) |
|
(e) Deferred tax assets and liabilities |
|
|
|
|
|
|
|
|
Deferred tax assets |
|
|
|
|
|
|
|
|
The balance comprises temporary difference attributable to: |
|
|
|
|
|
|
|
|
(amounts recognised in profit or loss) |
|
|
|
|
|
|
|
|
Provisions and other accruals |
|
|
13.5 |
|
|
|
19.2 |
|
Employee benefits |
|
|
19.8 |
|
|
|
11.3 |
|
Inventory and consumables |
|
|
1.1 |
|
|
|
6.7 |
|
Property, plant and equipment |
|
|
3.2 |
|
|
|
3.1 |
|
Intangibles |
|
|
20.3 |
|
|
|
18.1 |
|
Joint ventures and associates |
|
|
3.9 |
|
|
|
1.0 |
|
Tax loss carryforwards |
|
|
1.7 |
|
|
|
18.1 |
|
Share-based payments |
|
|
7.5 |
|
|
|
5.8 |
|
Other |
|
|
1.1 |
|
|
|
7.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
72.1 |
|
|
|
90.3 |
|
|
|
|
|
|
|
|
|
|
(amounts recognised directly in equity) |
|
|
|
|
|
|
|
|
Share-based payments |
|
|
2.9 |
|
|
|
1.3 |
|
Defined benefit plans |
|
|
2.4 |
|
|
|
4.8 |
|
Share placement costs |
|
|
|
|
|
|
0.4 |
|
Cash flow hedges |
|
|
|
|
|
|
1.2 |
|
Exchange loss on foreign denominated intercompany loans |
|
|
22.0 |
|
|
|
25.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
27.3 |
|
|
|
32.7 |
|
|
|
|
|
|
|
|
|
|
Movements |
|
|
|
|
|
|
|
|
Balance at 1 July |
|
|
123.0 |
|
|
|
129.4 |
|
Charged to income statement |
|
|
(20.3 |
) |
|
|
(1.6 |
) |
Adjustments for prior years |
|
|
1.1 |
|
|
|
3.0 |
|
Charged directly to equity and other comprehensive income |
|
|
(5.0 |
) |
|
|
(15.4 |
) |
Foreign exchange differences |
|
|
0.6 |
|
|
|
7.6 |
|
Balance at 30 June |
|
|
99.4 |
|
|
|
123.0 |
|
Deferred tax assets expected to be recovered within 12 months |
|
|
35.6 |
|
|
|
47.7 |
|
Deferred tax assets expected to be recovered after 12 months |
|
|
63.8 |
|
|
|
75.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
99.4 |
|
|
|
123.0 |
|
|
|
|
|
|
|
|
|
|
Deferred tax liabilities |
|
|
|
|
|
|
|
|
The balance comprises temporary differences attributable to: |
|
|
|
|
|
|
|
|
(amounts recognised in profit or loss) |
|
|
|
|
|
|
|
|
Intangible assets |
|
|
1.5 |
|
|
|
4.1 |
|
Property, plant and equipment |
|
|
55.3 |
|
|
|
60.9 |
|
Inventory and consumables |
|
|
2.6 |
|
|
|
3.4 |
|
Joint ventures and associates |
|
|
3.0 |
|
|
|
0.7 |
|
Employee benefits |
|
|
1.7 |
|
|
|
2.4 |
|
Other |
|
|
1.7 |
|
|
|
2.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
65.8 |
|
|
|
74.0 |
|
|
|
|
|
|
|
|
|
|
(amounts recognised directly in equity) |
|
|
|
|
|
|
|
|
Cash flow hedges |
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
90
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 8 Income taxes (continued)
(e) Deferred tax assets and liabilities (continued)
Deferred tax liabilities (continued)
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
|
|
|
|
|
(restated) |
|
Movements |
|
|
|
|
|
|
|
|
Balance at 1 July |
|
|
74.0 |
|
|
|
109.3 |
|
Charged to income statement |
|
|
(7.4 |
) |
|
|
(42.0 |
) |
Adjustments for prior years |
|
|
|
|
|
|
1.2 |
|
Charged directly to equity and other comprehensive income |
|
|
0.2 |
|
|
|
(0.4 |
) |
Acquisitions |
|
|
|
|
|
|
0.2 |
|
Foreign exchange differences |
|
|
(0.8 |
) |
|
|
5.7 |
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
66.0 |
|
|
|
74.0 |
|
|
|
|
|
|
|
|
|
|
Deferred tax liabilities expected to be settled within 12 months |
|
|
6.1 |
|
|
|
8.1 |
|
Deferred tax liabilities expected to be settled after 12 months |
|
|
59.9 |
|
|
|
65.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
66.0 |
|
|
|
74.0 |
|
|
|
|
|
|
|
|
|
|
(f) Unrecognised deferred tax assets
In the year ended 30 June 2014, the Group wrote-off a deferred tax asset of A$17.6 million related to unused tax losses for a tax group in the US as it is
uncertain as to when these losses will be utilised. This amount is included in the table above under the heading effect of unused losses and tax offsets not recognised as deferred tax assets. Refer to note 3.
Deferred tax assets totaling A$107.2 million (2013: A$69.2 million) have not been recognised as it is not probable that they will be realised. The majority of
the unrecognised deferred tax asset relates to unused tax losses of A$83.2 million (2013: A$62.3 million) due to either a history of tax losses or it is not considered probable that there will be sufficient future taxable profits to realise the
benefit of deferred tax assets within certain subsidiary entities. Included in unrecognised tax losses are tax losses of A$36.1 million (2013: A$24.3 million) that will expire in 5 to 20 years. Other unused tax losses may be carried forward
indefinitely.
(g) Unrecognised temporary differences associated with investments and interests
As at 30 June 2014, there were no unrecognised temporary differences associated with the Groups investments in subsidiaries, associates or joint
ventures, as the Group has no liability for additional taxation should unremitted earnings be remitted.
Note 9 Trade and other receivables
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Trade receivables |
|
|
345.1 |
|
|
|
335.2 |
|
Provision for impairment of receivables |
|
|
(10.8 |
) |
|
|
(10.6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
334.3 |
|
|
|
324.6 |
|
|
|
|
|
|
|
|
|
|
Other receivables |
|
|
80.8 |
|
|
|
96.9 |
|
Tax receivable |
|
|
3.4 |
|
|
|
14.1 |
|
Prepayments |
|
|
27.1 |
|
|
|
19.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
111.3 |
|
|
|
130.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
445.6 |
|
|
|
455.4 |
|
|
|
|
|
|
|
|
|
|
91
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 9 Trade and other receivables (continued)
Occasionally, the Group will sell a portion of its trade receivables to third parties. All credit risk passes
to the third party at the time of the assignment, such that the Group has no further exposure to default by the specific trade debtors. The amount of trade receivables sold to third parties was not significant in the periods presented. The third
party is not obliged to accept offers of receivables and the Group is not obligated to make offers or pay commitment fees to the third party.
(a)
Movements in provision for impairment of receivables
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Balance at 1 July |
|
|
10.6 |
|
|
|
8.3 |
|
|
|
5.4 |
|
Provision for impairment recognised during the year |
|
|
2.8 |
|
|
|
2.4 |
|
|
|
5.1 |
|
Write-offs |
|
|
(2.5 |
) |
|
|
(0.9 |
) |
|
|
(2.4 |
) |
Reclassified as assets held for sale |
|
|
|
|
|
|
(0.1 |
) |
|
|
|
|
Foreign exchange differences |
|
|
(0.1 |
) |
|
|
0.9 |
|
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
10.8 |
|
|
|
10.6 |
|
|
|
8.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The creation and release of the provision for impaired receivables has been included in other expenses in profit or loss.
Amounts charged to the allowance account are generally written-off when there is no expectation of recovering additional cash.
(b) Past due but not
impaired
As at 30 June 2014, receivables of A$42.5 million (2013: A$77.6 million) were past due but not impaired and the Group does not hold any
material collateral in relation to these receivables. These relate to a number of independent customers for whom there is no recent history of default. The ageing analyses of these receivables are as follows:
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Days overdue: |
|
|
|
|
|
|
|
|
1 30 days |
|
|
30.4 |
|
|
|
63.5 |
|
31 60 days |
|
|
7.3 |
|
|
|
7.4 |
|
Over 60 days |
|
|
4.8 |
|
|
|
6.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
42.5 |
|
|
|
77.6 |
|
|
|
|
|
|
|
|
|
|
(c) Other receivables and deferred expenses
Other receivable amounts generally arise from transactions outside the usual operating activities of the Group. Interest may be charged at commercial rates
where the terms of repayment exceed six months. Collateral is not normally obtained.
(d) Foreign exchange and interest rate risk
Information about the Groups exposure to foreign exchange risk and interest rate risk in relation to trade and other receivables is provided in note 2.
(e) Fair value and credit risk
Due to their
short-term nature, the carrying value of current receivables approximates its fair value.
The maximum exposure to credit risk at the end of the reporting
period is the carrying amount of each class of receivables mentioned above. The fair value of securities held for certain trade receivables is insignificant, as is the fair value of any collateral sold or repledged. Refer to note 2 for more
information on the Groups exposure to credit risk.
92
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 10 Inventory
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
|
|
|
|
|
(restated) |
|
Raw materials |
|
|
115.6 |
|
|
|
133.5 |
|
Finished goods |
|
|
411.3 |
|
|
|
407.9 |
|
Stores and spare parts (note 1(d)) |
|
|
18.1 |
|
|
|
23.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
545.0 |
|
|
|
564.8 |
|
|
|
|
|
|
|
|
|
|
The cost of inventories recognised as expense during the year ended 30 June 2014 amounted to A$5,349.6 million (2013:
A$5,580.5 million). Write-down of inventories to net realisable value are disclosed in note 7.
Note 11 Other financial assets and liabilities
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Other financial assets Current: |
|
|
|
|
|
|
|
|
Financial assets at fair value through profit or loss: |
|
|
|
|
|
|
|
|
Investments in marketable securities |
|
|
7.5 |
|
|
|
7.1 |
|
Loans and other receivables: |
|
|
|
|
|
|
|
|
Convertible loan to an associate carried at amortised cost (a) |
|
|
41.1 |
|
|
|
|
|
Loans to third parties carried at amortised cost (d) |
|
|
0.1 |
|
|
|
14.8 |
|
Derivative financial instruments (c): |
|
|
|
|
|
|
|
|
Forward foreign exchange contracts |
|
|
3.0 |
|
|
|
1.3 |
|
Forward commodity contracts |
|
|
0.1 |
|
|
|
5.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
51.8 |
|
|
|
29.1 |
|
|
|
|
|
|
|
|
|
|
Other financial assets Non-current: |
|
|
|
|
|
|
|
|
Loans and other receivables: |
|
|
|
|
|
|
|
|
Convertible loan to an associate carried at amortised cost (a) |
|
|
|
|
|
|
38.9 |
|
Other receivables |
|
|
7.2 |
|
|
|
8.6 |
|
Financial assets at fair value through profit or loss: |
|
|
|
|
|
|
|
|
Embedded conversion feature of convertible loan (a) |
|
|
|
|
|
|
0.4 |
|
Warrants (a) |
|
|
|
|
|
|
0.0 |
|
Options (b) |
|
|
|
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
7.2 |
|
|
|
47.9 |
|
|
|
|
|
|
|
|
|
|
Other financial liabilities Current: |
|
|
|
|
|
|
|
|
Derivative financial instruments (c): |
|
|
|
|
|
|
|
|
Forward foreign exchange contracts |
|
|
0.2 |
|
|
|
5.5 |
|
Forward commodity contracts |
|
|
4.3 |
|
|
|
0.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
4.5 |
|
|
|
6.3 |
|
|
|
|
|
|
|
|
|
|
(a) Convertible loan
On
1 March 2012, the Group subscribed for a HK$315.6 million (A$37.8 million) convertible loan from Chiho-Tiande Group Limited (CTG), an associate of the Group. The convertible loan carries an annual interest rate of 4% and is
convertible at HK$6.00 per share. In connection with the subscription, CTG also issued to the Group, warrants to purchase 12,638,441 shares of CTG at an exercise price of HK$6.00 per share. Both the convertible loan and warrants have a term of three
years from the date of issue. In certain instances, the conversion period can be extended for a further two years.
The conversion feature of the
convertible loan represents an embedded derivative, which along with the warrants, are recorded as financial assets at fair value through profit or loss. The convertible loan is recorded at amortised cost using the effective interest method.
93
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 11 Other financial assets and liabilities (continued)
(b) Options
On 17 January 2012, the Group received options to purchase 20,837,095 shares of CTG as part of its investment in CTG (see note 28). The options have an
exercise price of HK$6.00 per share, are immediately exercisable and expire on 17 January 2015.
The options are recorded as financial assets at fair
value through profit or loss. The fair value of the options at the issue date was A$1.1 million and was independently calculated by a valuation firm. Subsequent to its initial recognition, the options have been measured at fair value, with any gains
or losses being recognised in profit or loss.
(c) Derivatives used by the Group
The Group is a party to derivative financial instruments in the normal course of business in order to hedge its exposure to currency fluctuations in foreign
exchange rates and commodity prices in accordance with the Groups financial risk management policies, which are set out in note 2.
(i) Forward
foreign exchange contracts
In order to protect against exchange rate movements in relation to material purchases and sales and underlying transactions
between subsidiaries, the Group has entered into forward foreign exchange contracts to purchase foreign currencies for settlement of the related transaction. The Groups primary exposure is to US dollars, Euros and British pounds sterling as
disclosed in note 2.
The portion of the gain or loss on the hedging instrument that is determined to be an effective hedge is deferred and recognised in
other comprehensive income to the extent that the hedge is effective. When the cash flows occur, the amount is released to profit or loss. Any ineffective portion is charged to profit or loss.
(ii) Forward commodity contracts
The Group has entered
into forward commodity contracts, which are economic hedges but do not satisfy the requirements for hedge accounting. These contracts protect against movements in the underlying commodity of the related material purchase or sale. The Groups
primary exposure is to non-ferrous and precious metal prices as disclosed in note 2.
(d) Loans to third parties carried at amortised cost
During the year ended 30 June 2013, the Group performed an evaluation of a series of loans made to a third party and recorded an impairment charge of
A$4.8 million. The Groups assessment was based on significant financial difficulty facing the third party and was in breach of the loan agreements with the Group. The Group had a security interest in the inventory of the third party and
determined the impairment based on the amount of the loan that exceeded the value of the security interest. After the impairment charge, the Group had a loan balance, net of the impairment charge, from the third party of A$14.8 million at
30 June 2013 which was all classified as current.
In June 2014, the third party was able to obtain financing from a new lending source which enabled
them to repay outstanding loans to the Group. As a result, the Group reversed the impairment charge in the year ended 30 June 2014.
94
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 11 Other financial assets and liabilities (continued)
(e) Risk exposures
Information about the Groups exposure to credit risk, foreign exchange, price and interest rate risk is provided in note 2. The maximum exposure to
credit risk at the end of the reporting period is the carrying amount of each class of financial instrument mentioned above.
(f) Fair value
The loans to third parties and the convertible loan to a listed entity, carried at amortised cost, accrue interest at a fixed rate. The fair value of these
loans using current interest rates approximates their carrying value. The carrying value of other non-current receivables approximates their fair value.
Financial instruments carried at fair value are classified by valuation method using the following hierarchy:
|
|
|
Level 1 quoted prices (unadjusted) in active markets for identical assets or liabilities. |
|
|
|
Level 2 inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices). |
|
|
|
Level 3 inputs for the asset or liability that are not based on observable market data (unobservable inputs). |
The following table presents the Groups financial instruments measured at fair value by valuation method:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
2014 |
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Financial assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial assets at fair value through profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments in marketable securities |
|
|
7.5 |
|
|
|
|
|
|
|
|
|
|
|
7.5 |
|
Embedded conversion feature of convertible loan |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrants |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative financial instruments |
|
|
0.1 |
|
|
|
3.0 |
|
|
|
|
|
|
|
3.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7.6 |
|
|
|
3.0 |
|
|
|
|
|
|
|
10.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative financial instruments |
|
|
4.3 |
|
|
|
0.2 |
|
|
|
|
|
|
|
4.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.3 |
|
|
|
0.2 |
|
|
|
|
|
|
|
4.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2013 |
|
|
|
|
|
|
|
|
|
|
|
|
Financial assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial assets at fair value through profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments in marketable securities |
|
|
7.1 |
|
|
|
|
|
|
|
|
|
|
|
7.1 |
|
Embedded conversion feature of convertible loan |
|
|
|
|
|
|
|
|
|
|
0.4 |
|
|
|
0.4 |
|
Warrants |
|
|
|
|
|
|
|
|
|
|
0.0 |
|
|
|
0.0 |
|
Options |
|
|
|
|
|
|
|
|
|
|
0.0 |
|
|
|
0.0 |
|
Derivative financial instruments |
|
|
5.9 |
|
|
|
1.3 |
|
|
|
|
|
|
|
7.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13.0 |
|
|
|
1.3 |
|
|
|
0.4 |
|
|
|
14.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative financial instruments |
|
|
0.8 |
|
|
|
5.5 |
|
|
|
|
|
|
|
6.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.8 |
|
|
|
5.5 |
|
|
|
|
|
|
|
6.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
95
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 11 Other financial assets and liabilities (continued)
(f) Fair value (continued)
The fair value of financial instruments traded on active markets (such as publicly traded derivatives and
investments in marketable securities) is based on quoted market prices at the reporting date. The quoted market price used for financial assets held by the Group is the current bid price. These instruments are included in level 1.
The fair value of financial instruments that are not traded in an active market (for example, forward foreign exchange contracts) is determined using forward
exchange market rates at the end of the reporting period. These instruments are included in level 2.
If one or more of the significant inputs is not
based on observable market data, the fair value of financial instruments is included in level 3. This is the case for the embedded conversion feature of the convertible loan and unlisted warrants and options. The following table presents the changes
in level 3 instruments for the years ended 30 June 2014 and 2013.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Conversion |
|
|
|
|
|
|
|
|
|
Warrants |
|
|
feature |
|
|
Options |
|
|
Total |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Balance at 30 June 2012 |
|
|
0.5 |
|
|
|
2.7 |
|
|
|
1.0 |
|
|
|
4.2 |
|
Revaluation loss recognised in profit or loss |
|
|
(0.7 |
) |
|
|
(4.6 |
) |
|
|
(1.0 |
) |
|
|
(6.3 |
) |
Equity accounting elimination (note 28) |
|
|
0.2 |
|
|
|
2.3 |
|
|
|
|
|
|
|
2.5 |
|
Foreign exchange differences |
|
|
0.0 |
|
|
|
0.0 |
|
|
|
0.0 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June 2013 |
|
|
0.0 |
|
|
|
0.4 |
|
|
|
0.0 |
|
|
|
0.4 |
|
Revaluation loss recognised in profit or loss |
|
|
0.0 |
|
|
|
(0.4 |
) |
|
|
0.0 |
|
|
|
(0.4 |
) |
Foreign exchange differences |
|
|
0.0 |
|
|
|
0.0 |
|
|
|
0.0 |
|
|
|
0.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June 2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
During the reporting period, there were no transfers between level 1 and level 2 fair value measurements, or no transfers into
or out of level 3 fair value measurements.
96
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 12 Property, plant and equipment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Leasehold |
|
|
Plant & |
|
|
Capital work in |
|
|
|
|
|
|
Land |
|
|
Buildings |
|
|
improvements |
|
|
equipment1 |
|
|
progress |
|
|
Total |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
At 30 June 2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost |
|
|
270.5 |
|
|
|
269.2 |
|
|
|
79.4 |
|
|
|
1,029.1 |
|
|
|
40.3 |
|
|
|
1,688.5 |
|
Accumulated depreciation |
|
|
|
|
|
|
(94.9 |
) |
|
|
(49.0 |
) |
|
|
(641.6 |
) |
|
|
|
|
|
|
(785.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net book amount |
|
|
270.5 |
|
|
|
174.3 |
|
|
|
30.4 |
|
|
|
387.5 |
|
|
|
40.3 |
|
|
|
903.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended 30 June 2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 July |
|
|
276.3 |
|
|
|
140.5 |
|
|
|
45.1 |
|
|
|
400.6 |
|
|
|
139.8 |
|
|
|
1,002.3 |
|
Additions |
|
|
|
|
|
|
0.4 |
|
|
|
|
|
|
|
19.1 |
|
|
|
47.4 |
|
|
|
66.9 |
|
Disposals |
|
|
(0.1 |
) |
|
|
(0.6 |
) |
|
|
|
|
|
|
(6.4 |
) |
|
|
(5.2 |
) |
|
|
(12.3 |
) |
Transfers |
|
|
(0.4 |
) |
|
|
54.3 |
|
|
|
2.7 |
|
|
|
84.8 |
|
|
|
(141.4 |
) |
|
|
|
|
Reclassified as assets held for sale (note 32) |
|
|
(1.9 |
) |
|
|
(2.5 |
) |
|
|
|
|
|
|
(3.0 |
) |
|
|
|
|
|
|
(7.4 |
) |
Impairments (note 7) |
|
|
(0.2 |
) |
|
|
(0.2 |
) |
|
|
(10.9 |
) |
|
|
(27.5 |
) |
|
|
(2.1 |
) |
|
|
(40.9 |
) |
Depreciation expense |
|
|
|
|
|
|
(14.6 |
) |
|
|
(8.3 |
) |
|
|
(82.7 |
) |
|
|
|
|
|
|
(105.6 |
) |
Sale of business divisions (note 26) |
|
|
(1.8 |
) |
|
|
(1.6 |
) |
|
|
(0.2 |
) |
|
|
(1.5 |
) |
|
|
|
|
|
|
(5.1 |
) |
Foreign exchange differences |
|
|
(1.4 |
) |
|
|
(1.4 |
) |
|
|
2.0 |
|
|
|
4.1 |
|
|
|
1.8 |
|
|
|
5.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
270.5 |
|
|
|
174.3 |
|
|
|
30.4 |
|
|
|
387.5 |
|
|
|
40.3 |
|
|
|
903.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2013 (restated) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost |
|
|
276.3 |
|
|
|
225.3 |
|
|
|
86.0 |
|
|
|
1,001.7 |
|
|
|
139.8 |
|
|
|
1,729.1 |
|
Accumulated depreciation |
|
|
|
|
|
|
(84.8 |
) |
|
|
(40.9 |
) |
|
|
(601.1 |
) |
|
|
|
|
|
|
(726.8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net book amount |
|
|
276.3 |
|
|
|
140.5 |
|
|
|
45.1 |
|
|
|
400.6 |
|
|
|
139.8 |
|
|
|
1,002.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended 30 June 2013 (restated) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 July |
|
|
235.5 |
|
|
|
129.7 |
|
|
|
51.7 |
|
|
|
436.6 |
|
|
|
123.6 |
|
|
|
977.1 |
|
Additions |
|
|
9.4 |
|
|
|
14.9 |
|
|
|
9.3 |
|
|
|
81.9 |
|
|
|
33.5 |
|
|
|
149.0 |
|
Disposals |
|
|
|
|
|
|
(0.1 |
) |
|
|
(0.1 |
) |
|
|
(4.3 |
) |
|
|
(2.1 |
) |
|
|
(6.6 |
) |
Transfers |
|
|
20.5 |
|
|
|
3.1 |
|
|
|
0.6 |
|
|
|
7.3 |
|
|
|
(31.5 |
) |
|
|
|
|
Reclassifications2 |
|
|
0.4 |
|
|
|
(0.2 |
) |
|
|
|
|
|
|
(0.7 |
) |
|
|
10.1 |
|
|
|
9.6 |
|
Reclassified as assets held for sale (note 32) |
|
|
(1.9 |
) |
|
|
(1.3 |
) |
|
|
|
|
|
|
(8.0 |
) |
|
|
(0.1 |
) |
|
|
(11.3 |
) |
Impairments (note 7) |
|
|
|
|
|
|
|
|
|
|
(11.9 |
) |
|
|
(49.3 |
) |
|
|
|
|
|
|
(61.2 |
) |
Depreciation expense |
|
|
|
|
|
|
(12.6 |
) |
|
|
(7.5 |
) |
|
|
(81.0 |
) |
|
|
|
|
|
|
(101.1 |
) |
Acquisition of subsidiaries (note 26) |
|
|
0.6 |
|
|
|
0.1 |
|
|
|
0.1 |
|
|
|
6.3 |
|
|
|
|
|
|
|
7.1 |
|
Sale of business divisions (note 26) |
|
|
(9.8 |
) |
|
|
(2.9 |
) |
|
|
|
|
|
|
(16.3 |
) |
|
|
(3.8 |
) |
|
|
(32.8 |
) |
Foreign exchange differences |
|
|
21.6 |
|
|
|
9.8 |
|
|
|
2.9 |
|
|
|
28.1 |
|
|
|
10.1 |
|
|
|
72.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
276.3 |
|
|
|
140.5 |
|
|
|
45.1 |
|
|
|
400.6 |
|
|
|
139.8 |
|
|
|
1,002.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
Plant and equipment in 2014 includes A$2.8 million of assets acquired under finance leases during the year ended 30 June 2014. The net book value of assets acquired through finance leases is A$2.6 million as at
30 June 2014. |
2 |
CWIP amount in 2013 pertains to retrospective application of a change in accounting policy (see note 1(d)). |
97
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 13 Goodwill
(a) Movements in carrying amounts
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Cost |
|
|
1,290.2 |
|
|
|
1,294.2 |
|
Accumulated impairment |
|
|
(1,150.9 |
) |
|
|
(1,127.7 |
) |
|
|
|
|
|
|
|
|
|
Net book amount |
|
|
139.3 |
|
|
|
166.5 |
|
|
|
|
|
|
|
|
|
|
Balance at 1 July |
|
|
166.5 |
|
|
|
446.3 |
|
Acquisition of subsidiaries (note 26) |
|
|
|
|
|
|
14.0 |
|
Derecognised on sale of business divisions (note 26) |
|
|
|
|
|
|
(9.9 |
) |
Impairment charge |
|
|
(27.8 |
) |
|
|
(292.2 |
) |
Foreign exchange differences |
|
|
0.6 |
|
|
|
8.3 |
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
139.3 |
|
|
|
166.5 |
|
|
|
|
|
|
|
|
|
|
Goodwill acquired through business combinations has been allocated to groups of CGUs that are expected to benefit from the
acquisition. Goodwill is monitored and tested for impairment by management at the CGU level. The following CGUs have significant amounts of goodwill:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
CGU |
|
Segment |
|
A$m |
|
|
A$m |
|
US Recycling Solutions |
|
North America |
|
|
32.2 |
|
|
|
61.0 |
|
Continental Europe Recycling Solutions |
|
Europe |
|
|
62.4 |
|
|
|
60.8 |
|
Australia Metals |
|
Australasia |
|
|
40.8 |
|
|
|
40.8 |
|
All other CGUs |
|
|
|
|
3.9 |
|
|
|
3.9 |
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
139.3 |
|
|
|
166.5 |
|
|
|
|
|
|
|
|
|
|
|
|
(b) Key assumptions used for goodwill and intangible asset impairment tests
The recoverable amount of each of the Groups CGUs has been determined based on the higher of fair value less costs to sell or value in use calculations.
The Group believes its methodology is the most meaningful method, in order to reflect the cyclicality of its business and the volatile nature of commodity markets that can impact its business.
The value in use calculations use a five year cash flow projection, which is based initially on the budget for the 2015 financial year (as approved by the
Board) and a four year forecast prepared by management. The four year forecast is developed using historical averages derived from four years of historical results and the budget for the 2015 financial year. These five year projections also
incorporate management estimates related to the inherent impact of future volatility in volumes, commodity prices and margins drawn from past experience and factor in current and expected future economic conditions. A terminal value is determined
from the final year of cash flow based on application of the Gordon Growth model.
The cash flows are discounted using rates that reflect
managements estimate of the time value of money and the risks specific to each CGU that are not already reflected in the cash flows. In determining appropriate discount rates for each CGU, consideration has been given to a weighted average
cost of capital of the entity as a whole and adjusted for country and business risk specific to the CGU.
The cash flow projections are based on
managements best estimates, with reference to historical results, to determine income, expenses, capital expenditures and cash flows for each CGU. Expected future cash flows used to determine the value in use of goodwill are inherently
uncertain and could materially change over time. Should managements estimate of the future not reflect actual events, further impairments may be identified.
98
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 13 - Goodwill (continued)
(b) Key assumptions used for goodwill and intangible asset impairment tests (continued)
The key assumptions used for the value in use calculations were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discount rate (pre-tax) |
|
|
Growth rate |
|
|
|
2014 |
|
|
2013 |
|
|
2014 |
|
|
2013 |
|
CGU |
|
% |
|
|
% |
|
|
% |
|
|
% |
|
US Recycling Solutions |
|
|
14.2 |
|
|
|
13.414.0 |
|
|
|
2.4 |
|
|
|
3.0 |
|
Continental Europe Recycling Solutions |
|
|
9.9 |
|
|
|
14.014.3 |
|
|
|
1.82.7 |
|
|
|
1.52.5 |
|
Australia Metals |
|
|
15.3 |
|
|
|
16.016.8 |
|
|
|
2.7 |
|
|
|
2.5 |
|
North America Metals1 |
|
|
12.6 |
|
|
|
13.114.0 |
|
|
|
2.4 |
|
|
|
3.0 |
|
Bulk Stainless1 |
|
|
15.2 |
|
|
|
14.515.1 |
|
|
|
2.4 |
|
|
|
3.0 |
|
All other CGUs |
|
|
11.517.3 |
|
|
|
12.016.9 |
|
|
|
1.22.7 |
|
|
|
2.53.0 |
|
1 |
In 2013, goodwill related to these CGUs were fully impaired. The disclosed 2014 assumptions were utilised when assessing whether the carrying amount of the CGUs
long-lived assets exceeded its estimated recoverable amount. |
(c) Goodwill impairment charges recognised
The Group tests goodwill annually for impairment or more frequently if there are indications that goodwill might be impaired. Due to the difficult economic
conditions impacting the Groups industry, changes to the Groups operating results and forecasts, and a significant reduction in the Groups market capitalisation, a goodwill impairment test was performed during the years ended
30 June 2014 and 30 June 2013, which resulted in the following impairment charges being recognised:
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
CGU |
|
A$m |
|
|
A$m |
|
US Recycling Solutions |
|
|
27.8 |
|
|
|
|
|
North America Metals |
|
|
|
|
|
|
256.2 |
|
Bulk Stainless |
|
|
|
|
|
|
20.8 |
|
Canada Recycling Solutions |
|
|
|
|
|
|
7.6 |
|
Other |
|
|
|
|
|
|
7.6 |
|
|
|
|
|
|
|
|
|
|
Total |
|
|
27.8 |
|
|
|
292.2 |
|
|
|
|
|
|
|
|
|
|
Year ended 30 June 2014
The impairment charge related to the US Recycling Solutions CGU was a result of the assessment of future cash flows. This CGU continued to be impacted by
margin pressure resulting from a competitive market landscape and volatility in underlying commodity pricing. The 30 June 2013 impairment considerations for this CGU were predicated on a return to historical cash flow levels, which did not
materialise during the year ended 30 June 2014. As a result, the future cash flows for US Recycling Solutions CGU was reassessed which indicated the carrying value of goodwill was not fully recoverable leading to an impairment of A$27.8
million. After the impairment, remaining goodwill for this CGU is A$32.2 million.
99
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 13 Goodwill (continued)
(c) Goodwill impairment charges recognised (continued)
Year ended 30 June 2013
During the half year ended 31 December 2012, results for the North America Metals CGU were impacted by lower than anticipated intake volume and shipments,
particularly for deep sea ferrous products. The anticipated improvement in the cash flows for this CGU which was the basis for the Groups impairment considerations as at 30 June 2012 did not materialise. As a result, the future cash flows
for the North America Metals CGU was reassessed which indicated that the carrying value of goodwill was not recoverable thus requiring an impairment of the entire goodwill balance for this CGU and an impairment of A$5.5 million related to permits
(see note 14).
The impairment charge related to the Bulk Stainless CGU was a result of the assessment of future cash flows. This CGU was impacted by weak
demand and pricing for stainless steel metals. Based on its financial results and projections of future cash flows, the carrying value of goodwill was determined to be not recoverable thus requiring an impairment of the entire goodwill balance for
this CGU.
The impairment charge related to the Canada Recycling Solutions CGU was a result of deterioration in financial performance of the CGU due to
increasing competitive pressures. Based on financial results and projections of future cash flows, the carrying value of goodwill was determined to be not recoverable thus requiring an impairment of the entire goodwill balance for this CGU.
(d) Impact of possible changes in key assumptions
Other
than the US Recycling Solutions CGU, the valuations as at 30 June 2014 indicate sufficient headroom such that a reasonably possible change to key assumptions is unlikely to result in an impairment of the related goodwill. As a result of the
goodwill impairment, the estimated recoverable amount for the US Recycling Solutions CGU equaled its carrying value at 30 June 2014. If the discount rate was 1% higher or future cash flows were 10% lower, with all other assumptions being the
same, than an additional impairment charge of A$10.0 million or A$8.2 million, respectively, would have been recorded.
Although no goodwill remains, an
assessment of the impact of possible changes in key assumptions was performed for the North America Metals CGU to assess the recoverability of other long-lived assets as at 30 June 2014. The estimated recoverable amount for the North America
Metals CGU exceeded its carrying value by 5%. If future cash flows were 10% lower, then an impairment charge of A$41.9 million would have been required to other identified intangible assets.
100
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 14 Other intangible assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplier |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
relation- |
|
|
|
|
|
Licenses/ |
|
|
Trade- |
|
|
|
|
|
|
ships |
|
|
Permits |
|
|
Contracts |
|
|
names |
|
|
Total |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
At 30 June 2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost |
|
|
221.6 |
|
|
|
9.1 |
|
|
|
36.7 |
|
|
|
32.4 |
|
|
|
299.8 |
|
Accumulated impairment |
|
|
(4.9 |
) |
|
|
(7.3 |
) |
|
|
(0.1 |
) |
|
|
(0.1 |
) |
|
|
(12.4 |
) |
Accumulated amortisation |
|
|
(167.4 |
) |
|
|
|
|
|
|
(33.4 |
) |
|
|
(10.1 |
) |
|
|
(210.9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net book amount |
|
|
49.3 |
|
|
|
1.8 |
|
|
|
3.2 |
|
|
|
22.2 |
|
|
|
76.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended 30 June 2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 July |
|
|
65.4 |
|
|
|
1.9 |
|
|
|
5.9 |
|
|
|
24.2 |
|
|
|
97.4 |
|
Disposals (note 26) |
|
|
(1.0 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1.0 |
) |
Impairment1 |
|
|
(0.5 |
) |
|
|
|
|
|
|
(0.1 |
) |
|
|
(0.1 |
) |
|
|
(0.7 |
) |
Amortisation charge |
|
|
(14.0 |
) |
|
|
|
|
|
|
(2.6 |
) |
|
|
(1.7 |
) |
|
|
(18.3 |
) |
Foreign exchange differences |
|
|
(0.6 |
) |
|
|
(0.1 |
) |
|
|
|
|
|
|
(0.2 |
) |
|
|
(0.9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
49.3 |
|
|
|
1.8 |
|
|
|
3.2 |
|
|
|
22.2 |
|
|
|
76.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 30 June 2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost |
|
|
227.3 |
|
|
|
9.2 |
|
|
|
37.2 |
|
|
|
32.8 |
|
|
|
306.5 |
|
Accumulated impairment |
|
|
(4.1 |
) |
|
|
(7.3 |
) |
|
|
|
|
|
|
|
|
|
|
(11.4 |
) |
Accumulated amortisation |
|
|
(157.8 |
) |
|
|
|
|
|
|
(31.3 |
) |
|
|
(8.6 |
) |
|
|
(197.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net book amount |
|
|
65.4 |
|
|
|
1.9 |
|
|
|
5.9 |
|
|
|
24.2 |
|
|
|
97.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended 30 June 2013 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 July |
|
|
87.6 |
|
|
|
7.9 |
|
|
|
6.9 |
|
|
|
24.2 |
|
|
|
126.6 |
|
Acquisitions (note 26) |
|
|
4.6 |
|
|
|
0.1 |
|
|
|
1.3 |
|
|
|
0.3 |
|
|
|
6.3 |
|
Disposals (note 26) |
|
|
(9.3 |
) |
|
|
(0.6 |
) |
|
|
|
|
|
|
|
|
|
|
(9.9 |
) |
Reclassification (note 12) |
|
|
0.7 |
|
|
|
|
|
|
|
(0.5 |
) |
|
|
0.3 |
|
|
|
0.5 |
|
Impairment1 |
|
|
(5.6 |
) |
|
|
(5.5 |
) |
|
|
|
|
|
|
(1.1 |
) |
|
|
(12.2 |
) |
Amortisation charge |
|
|
(18.5 |
) |
|
|
|
|
|
|
(2.3 |
) |
|
|
(1.6 |
) |
|
|
(22.4 |
) |
Foreign exchange differences |
|
|
5.9 |
|
|
|
|
|
|
|
0.5 |
|
|
|
2.1 |
|
|
|
8.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
65.4 |
|
|
|
1.9 |
|
|
|
5.9 |
|
|
|
24.2 |
|
|
|
97.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
For the year ended 30 June 2014, A$0.6 million of impairments were attributed to the decision to exit the Canada Recycling Solutions business. For the year ended 30 June 2013, A$3.0 million of impairments were
related to assets held for sale. The remaining impairments were recorded in connection with the Groups impairment analysis of goodwill and intangible assets (see note 13). |
Note 15 Trade and other payables
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Current: |
|
|
|
|
|
|
Trade payables |
|
|
378.3 |
|
|
|
419.2 |
|
Other payables |
|
|
157.4 |
|
|
|
140.7 |
|
Deferred income |
|
|
35.7 |
|
|
|
25.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
571.4 |
|
|
|
585.2 |
|
|
|
|
|
|
|
|
|
|
Non-current: |
|
|
|
|
|
|
|
|
Other payables |
|
|
6.5 |
|
|
|
8.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
6.5 |
|
|
|
8.3 |
|
|
|
|
|
|
|
|
|
|
The Groups exposure to currency and liquidity risk related to trade and other payables is set out in note 2. The fair
value of the Groups trade and other payables approximates its carrying value.
101
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 16 Borrowings
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Current borrowings: |
|
|
|
|
|
|
|
|
Bank loans |
|
|
|
|
|
|
10.0 |
|
Finance lease liabilities |
|
|
0.5 |
|
|
|
|
|
Other borrowings |
|
|
|
|
|
|
1.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
0.5 |
|
|
|
11.6 |
|
|
|
|
|
|
|
|
|
|
Non-current borrowings: |
|
|
|
|
|
|
|
|
Bank loans |
|
|
12.3 |
|
|
|
189.1 |
|
Finance lease liabilities |
|
|
2.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14.4 |
|
|
|
189.1 |
|
|
|
|
|
|
|
|
|
|
Bank loans are unsecured but are subject to various guarantees/cross guarantees, cross defaults and indemnities from the
Company and certain of its subsidiaries.
(a) Risk exposures
The Groups exposure to interest rate risk, as well as information relating to the facility arrangements is set out in note 2.
(b) Fair value
The fair value of bank loans approximate
their carrying amount because they carry floating rates of interest. The fair value of finance lease liabilities was A$2.7 million (2013: nil) and was measured by discounting estimated cash flows with an applicable quoted yield.
Note 17 Provisions
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Employee benefits |
|
|
61.5 |
|
|
|
45.2 |
|
Onerous lease provisions |
|
|
29.8 |
|
|
|
1.3 |
|
Legal provisions |
|
|
15.2 |
|
|
|
17.9 |
|
Environmental and dilapidations |
|
|
13.3 |
|
|
|
11.1 |
|
Other |
|
|
3.0 |
|
|
|
3.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
122.8 |
|
|
|
79.0 |
|
|
|
|
|
|
|
|
|
|
Current |
|
|
76.4 |
|
|
|
38.5 |
|
Non-current |
|
|
46.4 |
|
|
|
40.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
122.8 |
|
|
|
79.0 |
|
|
|
|
|
|
|
|
|
|
Movements in each class of provision during the financial year, other than employee benefits, are set out below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Environ- |
|
|
|
|
|
|
Onerous |
|
|
|
|
|
mental and |
|
|
|
|
|
|
Leases |
|
|
Legal |
|
|
dilapidations |
|
|
Other |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Balance at 1 July |
|
|
1.3 |
|
|
|
17.9 |
|
|
|
11.1 |
|
|
|
3.5 |
|
Provisions recognised in profit or loss |
|
|
29.8 |
|
|
|
2.5 |
|
|
|
2.8 |
|
|
|
(0.2 |
) |
Payments |
|
|
(1.0 |
) |
|
|
(5.0 |
) |
|
|
(1.3 |
) |
|
|
(0.8 |
) |
Foreign exchange differences |
|
|
(0.3 |
) |
|
|
(0.2 |
) |
|
|
0.7 |
|
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
29.8 |
|
|
|
15.2 |
|
|
|
13.3 |
|
|
|
3.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
102
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 17 Provisions (continued)
Onerous lease provisions comprise obligations for future rents payable net of rents receivable on onerous
leases. The majority of the provisions recognised during the financial year relate to real estate leases in the UK and Canada which will be exited as a result of the SRS restructuring initiatives determined and announced in June 2014. The exact
timing of utilisation of these provisions will vary according to the individual leases.
The Group is involved in legal and other disputes and, after
taking legal advice, has established provisions taking into account the relevant facts of each dispute. The timing of cash outflows associated with legal claims cannot be reasonably determined. The environmental and dilapidations provision is an
estimate of costs for property remediation that is expected to be required in the future.
Note 18 Retirement benefit obligations
The Group operates a number of pension plans for the benefit of its employees throughout the world. The Groups pension plans are provided through either
defined benefit and defined contribution plans. Defined contribution plans offer employees individual funds that are converted into benefits at the time of retirement. The defined contribution plans receive fixed contributions from Group companies
with the Groups legal obligation limited to these contributions.
The Group operates different defined benefit plans in the UK, Australia and US.
The specific characteristics (benefit formulas, funding policies and types of assets held) of the defined benefit plans vary according to the regulations and laws in the country where the defined benefit plans are offered.
In the UK, the defined benefit plan provides a benefit based on the members final salary at retirement and length of service. The defined benefit plan
is closed to new members and represents approximately 57% of the present value of obligations as at 30 June 2014.
In Australia, the defined benefit
plan provides a lump sum benefit based on final salary and length of service. The defined benefit plan is closed to new members and represents approximately 19% of the present value of obligations as at 30 June 2014.
In the US, the Group sponsors three defined benefit plans which provide an annuity or lump sum benefits based on final average earnings or flat-dollar benefit
units and years of credited service. Accrued benefits under two of the defined benefit plans have been frozen and represent approximately 14% of the present value of obligations as at 30 June 2014. The other defined benefit plan has frozen
benefits for only nonunion employees, is closed to new union members and represents approximately 10% of the present value of obligations as at 30 June 2014.
The following sets out details in respect of the defined benefit sections only. The expense recognised in relation to the defined contribution plans is
disclosed in note 7.
(a) Financial statement amounts
The amounts recognised in the statement of financial position are determined as follows:
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Retirement benefit assets |
|
|
2.1 |
|
|
|
1.0 |
|
Retirement benefit obligations |
|
|
(4.6 |
) |
|
|
(4.9 |
) |
|
|
|
|
|
|
|
|
|
Net retirement benefit obligations |
|
|
(2.5 |
) |
|
|
(3.9 |
) |
|
|
|
|
|
|
|
|
|
103
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 18 Retirement benefit obligations (continued)
(a) Financial statement amounts (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Present value |
|
|
Fair value of |
|
|
Net |
|
|
|
of obligations |
|
|
plan assets |
|
|
amount |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Balance as at 1 July 2011 |
|
|
64.6 |
|
|
|
(62.6 |
) |
|
|
2.0 |
|
Service cost |
|
|
1.1 |
|
|
|
|
|
|
|
1.1 |
|
Interest expense/(income) |
|
|
3.6 |
|
|
|
(3.4 |
) |
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total amount recognised in profit or loss |
|
|
4.7 |
|
|
|
(3.4 |
) |
|
|
1.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Remeasurements: |
|
|
|
|
|
|
|
|
|
|
|
|
Return on plan assets greater than interest income |
|
|
|
|
|
|
3.8 |
|
|
|
3.8 |
|
Actuarial (gains)/losses experience |
|
|
0.7 |
|
|
|
|
|
|
|
0.7 |
|
Actuarial (gains)/losses financial assumptions |
|
|
10.2 |
|
|
|
|
|
|
|
10.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total amount recognised in other comprehensive income |
|
|
10.9 |
|
|
|
3.8 |
|
|
|
14.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contributions: |
|
|
|
|
|
|
|
|
|
|
|
|
Employers |
|
|
|
|
|
|
(4.3 |
) |
|
|
(4.3 |
) |
Plan participants |
|
|
0.3 |
|
|
|
(0.3 |
) |
|
|
|
|
Benefit payments |
|
|
(3.2 |
) |
|
|
3.2 |
|
|
|
|
|
Foreign exchange differences |
|
|
1.5 |
|
|
|
(1.3 |
) |
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at 30 June 2012 (restated) |
|
|
78.8 |
|
|
|
(64.9 |
) |
|
|
13.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service cost |
|
|
1.4 |
|
|
|
|
|
|
|
1.4 |
|
Interest expense/(income) |
|
|
3.1 |
|
|
|
(2.5 |
) |
|
|
0.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total amount recognised in profit or loss |
|
|
4.5 |
|
|
|
(2.5 |
) |
|
|
2.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Remeasurements: |
|
|
|
|
|
|
|
|
|
|
|
|
Return on plan assets greater than interest income |
|
|
|
|
|
|
(5.8 |
) |
|
|
(5.8 |
) |
Actuarial (gains)/losses experience |
|
|
(1.5 |
) |
|
|
|
|
|
|
(1.5 |
) |
Actuarial (gains)/losses financial assumptions |
|
|
(1.9 |
) |
|
|
|
|
|
|
(1.9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total amount recognised in other comprehensive income |
|
|
(3.4 |
) |
|
|
(5.8 |
) |
|
|
(9.2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Contributions: |
|
|
|
|
|
|
|
|
|
|
|
|
Employers |
|
|
|
|
|
|
(3.3 |
) |
|
|
(3.3 |
) |
Plan participants |
|
|
0.3 |
|
|
|
(0.3 |
) |
|
|
|
|
Benefit payments |
|
|
(7.0 |
) |
|
|
7.0 |
|
|
|
|
|
Foreign exchange differences |
|
|
4.5 |
|
|
|
(4.0 |
) |
|
|
0.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at 30 June 2013 (restated) |
|
|
77.7 |
|
|
|
(73.8 |
) |
|
|
3.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service cost |
|
|
1.2 |
|
|
|
|
|
|
|
1.2 |
|
Interest expense/(income) |
|
|
3.4 |
|
|
|
(3.3 |
) |
|
|
0.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total amount recognised in profit or loss |
|
|
4.6 |
|
|
|
(3.3 |
) |
|
|
1.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Remeasurements: |
|
|
|
|
|
|
|
|
|
|
|
|
Return on plan assets greater than interest income |
|
|
|
|
|
|
(4.6 |
) |
|
|
(4.6 |
) |
Actuarial (gains)/losses experience |
|
|
0.1 |
|
|
|
|
|
|
|
0.1 |
|
Actuarial (gains)/losses demographic |
|
|
0.1 |
|
|
|
|
|
|
|
0.1 |
|
Actuarial (gains)/losses financial assumptions |
|
|
4.6 |
|
|
|
|
|
|
|
4.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total amount recognised in other comprehensive income |
|
|
4.8 |
|
|
|
(4.6 |
) |
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contributions: |
|
|
|
|
|
|
|
|
|
|
|
|
Employers |
|
|
|
|
|
|
(3.0 |
) |
|
|
(3.0 |
) |
Plan participants |
|
|
0.3 |
|
|
|
(0.3 |
) |
|
|
|
|
Benefit payments |
|
|
(7.1 |
) |
|
|
7.1 |
|
|
|
|
|
Foreign exchange differences |
|
|
3.8 |
|
|
|
(3.7 |
) |
|
|
0.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at 30 June 2014 |
|
|
84.1 |
|
|
|
(81.6 |
) |
|
|
2.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
104
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 18 Retirement benefit obligations (continued)
(a) Financial statement amounts (continued)
The Group has no legal obligation to settle the liability with an immediate contribution or additional
one-off contributions. The Group intends to continue to contribute to the defined benefit plans based on recommendations from its actuaries.
(b)
Categories of plan assets
The major categories of plan assets are as follows:
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Cash |
|
|
1.4 |
|
|
|
1.9 |
|
Equity investments |
|
|
51.9 |
|
|
|
46.3 |
|
Debt instruments |
|
|
18.1 |
|
|
|
15.0 |
|
Hedge funds |
|
|
3.1 |
|
|
|
4.9 |
|
Property |
|
|
7.1 |
|
|
|
5.7 |
|
|
|
|
|
|
|
|
|
|
Total plan assets |
|
|
81.6 |
|
|
|
73.8 |
|
|
|
|
|
|
|
|
|
|
An active market price exists for all plan assets. Assets of each defined benefit plan are managed by a dedicated investment
committee in accordance with the plan rules and local regulations. The Group has representatives on these committees and promotes simple and diversified investment strategies. The goal is to limit investment risks to those necessary to fulfil the
benefit commitment.
The plans assets have no direct investments in the Groups equity securities or in property currently used by the Group.
The actual return on plan assets was A$7.9 million at 30 June 2014 (2013: A$8.3 million).
(c) Principal actuarial assumptions
Actuarial
assumptions used vary by type of plan and by country. The defined benefit plans liabilities are measured using the projected unit credit method using the principal actuarial assumptions set out below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
% |
|
|
% |
|
|
% |
|
|
|
|
|
|
(restated) |
|
|
(restated) |
|
Weighted average actuarial assumptions used at 30 June: |
|
|
|
|
|
|
|
|
|
|
|
|
Discount rate |
|
|
4.1 |
|
|
|
4.2 |
|
|
|
4.2 |
|
Rate of increase in salaries |
|
|
3.6 |
|
|
|
3.6 |
|
|
|
3.6 |
|
Rate of increase in Retail Price Index (UK defined benefit plan only) |
|
|
3.4 |
|
|
|
3.4 |
|
|
|
2.8 |
|
Measurement of the Groups defined benefit plan obligations is sensitive to changes in certain key assumptions. The
sensitivity analysis below has been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The impact from the change in assumption on
the defined benefit obligation is set out below:
105
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 18 Retirement benefit obligations (continued)
(c) Principal actuarial assumptions (continued)
|
|
|
|
|
|
|
2014 |
|
|
|
increase/ |
|
|
|
(decrease) |
|
|
|
A$m |
|
Discount rate: |
|
|
|
|
Increase by 100 basis points |
|
|
(11.2 |
) |
Decrease by 100 basis points |
|
|
14.4 |
|
Rate of increase in salaries: |
|
|
|
|
Increase by 100 basis points |
|
|
2.9 |
|
Decrease by 100 basis points |
|
|
(2.5 |
) |
Rate of increase in inflation (UK defined benefit plan only): |
|
|
|
|
Increase by 100 basis points |
|
|
6.3 |
|
Decrease by 100 basis points |
|
|
(5.7 |
) |
Life expectancy (UK and US defined benefit plans only): |
|
|
|
|
Increase in longevity by 1 year |
|
|
2.0 |
|
Comparative information has not been provided for the sensitivity analysis as permitted by the transitional provisions of AASB
119R (IAS 19R).
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is
unlikely that the change in assumptions would occur in insolation of one another as some of the assumptions may be correlated. Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been
calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognised in the statement of financial position.
The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.
(d) Risk exposure
Through its defined benefit plans, the
Group is exposed to a number of risks, the most significant of which are detailed below:
|
|
|
Asset volatility: The plan liabilities are calculated using a discount rate set with reference to corporate bond yields; if plan assets underperform this yield, this will create a deficit. The plans hold a
significant proportion of equities, which are expected to outperform bonds in the long-term while contributing volatility and risk in the short-term. The Group believes that due to the long-term nature of the plan liabilities, a level of continuing
equity investment is an appropriate element of the Groups long-term strategy to manage the plans efficiently. |
|
|
|
Change in bond yields: A decrease in corporate bond yields will increase plan liabilities, although this will be partially offset by an increase in the value of the plans bond holdings. |
|
|
|
Inflation risk: Some of the plans benefit obligations are linked to inflation, and higher inflation will lead to higher liabilities, although, in most cases, caps on the level of inflationary increases are
in place to protect the plan against extreme inflation. |
106
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 18 Retirement benefit obligations (continued)
(d) Risk exposure (continued)
|
|
|
Life expectancy: The majority of the plans obligations are to provide benefits for the life of the member, so increases in life expectancy will result in an increase in the plans liability.
|
|
|
|
Salary increases: Some of the plans benefit obligations related to active members are linked to their salaries. Higher salary increases will therefore tend to lead to higher plan liabilities.
|
(e) Employer contributions and maturity profile
In accordance with British regulation, the UK defined benefit plan is required to perform a valuation every three years, and agree on a recovery plan to
correct any deficit. The last valuation revealed a funding deficit of £4.5 million. The current recovery plan agreement was signed in January 2013, and the Group agreed to pay £70,000 per month with the goal of eliminating the
shortfall by November 2018.
Including the funding deficit contributions in the UK, the Group expects to make contributions of A$2.5 million to the
defined benefit plans during the next financial year.
The weighted average duration of the benefit obligation at 30 June 2014 is 15.3 years
(2013:14.6 years).
(f) Multi-employer pension plans
The Group participates in several multi-employer pension plans in the US which are based on collective bargaining agreements. The risks of participating in
these multi-employer plans are different from single-employer plans in that (i) assets contributed to the multi-employer plan by one employer may be used to provide benefits to employees of other participating employers; (ii) if a
participating employer stops contributing to the plan, the unfunded obligations of the plan may be required to be assumed by the remaining participating employers, and (iii) if the Group chooses to stop participating in any of its
multi-employer plans, the Group may be required to pay those plans a withdrawal amount based on the underfunded status of the plan.
While these plans
provide for defined benefits, as a result of insufficient information provided to the Group by the administrators of the plans, the Group accounts for these plans as defined contribution plans.
In the year ended 30 June 2014, the Group recorded an estimated withdrawal liability of A$6.3 million with respect to a multi-employer plan. The
liability has been estimated as the Group believes the plan administrators calculation of the withdrawal liability is incorrect and is currently challenging the assessment. As such, the liability represents managements best estimate.
Note 19 Contributed equity
(a) Share
capital
Ordinary shares, which have no par value, trade on the Australian Securities Exchange (ASX) and entitle the holder to participate
in dividends and the proceeds on winding up of the Company in proportion to the number of shares held. Voting rights attaching to the ordinary shares are, on a show of hands, one vote for every person present as a member, proxy, attorney or
representative thereof and, on a poll, one vote per share for every member present in person or by proxy, attorney or representative. The Company does not have a limited amount of authorised capital.
The Company voluntarily delisted its shares from the New York Stock Exchange (NYSE) on 11 October, 2013. Following the NYSE delisting, the
Companys American Depositary Shares (ADS) trade in the US in the over-the-counter (OTC) market. ADSs have the same rights as ordinary shares, including participation in dividends and voting rights.
107
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 19 Contributed equity (continued)
(a) Share capital (continued)
Movements in the ordinary share balance were as follows:
|
|
|
|
|
|
|
|
|
|
|
Number |
|
|
|
|
|
|
of shares |
|
|
A$m |
|
Balance at 30 June 2012 |
|
|
204,816,794 |
|
|
|
2,804.3 |
|
Issued under long-term incentive plans |
|
|
404,594 |
|
|
|
|
|
Share buy-back |
|
|
(912,001 |
) |
|
|
(8.6 |
) |
|
|
|
|
|
|
|
|
|
Balance at 30 June 2013 |
|
|
204,309,387 |
|
|
|
2,795.7 |
|
Issued under long-term incentive plans |
|
|
291,934 |
|
|
|
0.7 |
|
|
|
|
|
|
|
|
|
|
Balance at 30 June 2014 |
|
|
204,601,321 |
|
|
|
2,796.4 |
|
|
|
|
|
|
|
|
|
|
(b) Share buy-back
On
7 October 2011, the Company announced an on-market share buy-back program, which allowed the buy-back of a maximum of 10% of issued capital (20,603,871 ordinary shares) over a 12-month period on the ASX. The buy-back commenced on
24 October 2011 and was completed on 23 October 2012. During the 12 month duration of the share buy-back program, the Company repurchased 3.952 million shares for a total cost of A$47.1 million. The reacquired shares have been
cancelled. Details regarding the shares purchased during the year ended 30 June 2013 are as follows:
|
|
|
|
|
|
|
2013 |
|
Ordinary shares purchased |
|
|
912,001 |
|
High Price |
|
A$ |
10.35 |
|
Low Price |
|
A$ |
8.63 |
|
Average Price |
|
A$ |
9.43 |
|
The Company does not have any continuing authorisation from the Board for on-market buybacks.
(c) Capital risk management
The primary objective of
managing the Groups capital is to ensure that there is sufficient capital available to support the funding requirements of the Group, including capital expenditure, in a way that optimises the cost of capital, maximises shareholders
returns and ensures that the Group remains in a sound financial position. In order to manage the capital structure, the Group may periodically adjust dividend policy, return capital to shareholders, issue new shares or sell assets to reduce debt.
The Group monitors its capital structure primarily using the gearing ratio. This ratio is calculated as net debt divided by total capital. Net debt is
calculated as total borrowings less cash and cash equivalents. Total capital is calculated as total equity as shown in the statement of financial position plus net debt.
As at 30 June 2014, the Group had a net cash position of A$42.3 million. The Groups gearing ratio as at 30 June 2013 was follows:
|
|
|
|
|
|
|
2013 |
|
|
|
A$m |
|
Total borrowings |
|
|
200.7 |
|
Less: cash and cash equivalents |
|
|
(46.9 |
) |
|
|
|
|
|
Net debt |
|
|
153.8 |
|
Plus: total equity |
|
|
1,929.2 |
|
|
|
|
|
|
Total capital |
|
|
2,083.0 |
|
|
|
|
|
|
Gearing ratio |
|
|
7.4 |
% |
108
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 20 Accumulated deficit and reserves
(a) Accumulated deficit
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
|
|
|
|
|
(restated) |
|
Balance at 1 July |
|
|
(668.7 |
) |
|
|
(187.3 |
) |
Loss after tax |
|
|
(88.9 |
) |
|
|
(467.3 |
) |
Dividends paid |
|
|
|
|
|
|
(20.4 |
) |
Actuarial (loss)/gain on defined benefit plans, net of tax |
|
|
(2.6 |
) |
|
|
6.3 |
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
(760.2 |
) |
|
|
(668.7 |
) |
|
|
|
|
|
|
|
|
|
(b) Reserves
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share- |
|
|
Available |
|
|
Cash |
|
|
Foreign |
|
|
|
|
|
|
based |
|
|
-for-sale |
|
|
flow |
|
|
currency |
|
|
|
|
|
|
payments |
|
|
investments |
|
|
hedging |
|
|
translation |
|
|
Total |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Balance at 30 June 2012 |
|
|
96.2 |
|
|
|
(0.1 |
) |
|
|
1.0 |
|
|
|
(430.0 |
) |
|
|
(332.9 |
) |
Equity-settled share-based payment expense |
|
|
16.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16.1 |
|
Revaluation gross |
|
|
|
|
|
|
|
|
|
|
(6.7 |
) |
|
|
|
|
|
|
(6.7 |
) |
Transfer to profit or loss gross |
|
|
|
|
|
|
|
|
|
|
1.3 |
|
|
|
|
|
|
|
1.3 |
|
Foreign currency translation differences |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
136.3 |
|
|
|
136.3 |
|
Associates |
|
|
|
|
|
|
0.2 |
|
|
|
(0.3 |
) |
|
|
0.7 |
|
|
|
0.6 |
|
Deferred tax |
|
|
0.5 |
|
|
|
|
|
|
|
1.6 |
|
|
|
(14.6 |
) |
|
|
(12.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June 2013 |
|
|
112.8 |
|
|
|
0.1 |
|
|
|
(3.1 |
) |
|
|
(307.6 |
) |
|
|
(197.8 |
) |
Equity-settled share-based payment expense |
|
|
11.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11.8 |
|
Revaluation gross |
|
|
|
|
|
|
|
|
|
|
1.4 |
|
|
|
|
|
|
|
1.4 |
|
Transfer to profit or loss gross |
|
|
|
|
|
|
|
|
|
|
4.4 |
|
|
|
|
|
|
|
4.4 |
|
Foreign currency translation differences |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(19.6 |
) |
|
|
(19.6 |
) |
Associates |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.3 |
|
|
|
0.3 |
|
Deferred tax |
|
|
1.6 |
|
|
|
|
|
|
|
(1.4 |
) |
|
|
(3.0 |
) |
|
|
(2.8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June 2014 |
|
|
126.2 |
|
|
|
0.1 |
|
|
|
1.3 |
|
|
|
(329.9 |
) |
|
|
(202.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(c) Nature and purpose of reserves
(i) Share-based payments reserve
The share-based payments
reserve is used to recognise the fair value of share-based awards issued to employees.
(ii) Available-for-sale investments reserve
Changes in the fair value and exchange differences arising on translation of investments, such as equities classified as available-for-sale investments, are
recognised in other comprehensive income as described in note 1(s) and accumulated in a separate reserve within equity. Amounts are reclassified to profit or loss when the associated assets are sold or impaired.
(iii) Cash flow hedging reserve
The cash flow hedging
reserve is used to record gains or losses on a hedging instrument in a cash flow hedge that are recognised in other comprehensive income, as described in note 1(t). Amounts are recognised in profit or loss when the associated hedged transaction
impacts profit or loss.
109
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 20 Accumulated deficit and reserves (continued)
(c) Nature and purpose of reserves (continued)
(iv)
Foreign currency translation reserve
Exchange differences arising on translation of foreign controlled entities are recognised in other comprehensive
income, as described in note 1(g) and accumulated in a separate reserve within equity. The cumulative amount is reclassified to profit or loss when the Group no longer controls the foreign operation.
Note 21 Dividends
(a) Dividends declared and
paid during the year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cents per |
|
|
Franked |
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
share |
|
|
% |
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
Interim 2014 |
|
|
0.0 |
|
|
|
0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Final 2013 |
|
|
0.0 |
|
|
|
0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Interim 2013 |
|
|
0.0 |
|
|
|
0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Final 2012 |
|
|
10.0 |
|
|
|
0 |
% |
|
|
|
|
|
|
20.4 |
|
|
|
|
|
Interim 2012 |
|
|
10.0 |
|
|
|
0 |
% |
|
|
|
|
|
|
|
|
|
|
20.6 |
|
Final 2011 |
|
|
35.0 |
|
|
|
43 |
% |
|
|
|
|
|
|
|
|
|
|
72.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total dividends paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20.4 |
|
|
|
92.7 |
|
Shares issued under the DRP |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(23.4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total cash dividends paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20.4 |
|
|
|
69.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The franked components of all dividends paid or declared were franked based on an Australian corporate tax rate of 30%.
(b) Dividends not recognised at year end
Since the end
of the financial year, the Directors have determined to pay a final dividend of 10.0 cents per share (2013: nil), 100% franked based on Australian corporate taxes paid at 30%. The aggregate amount of the proposed dividend expected to be paid on
21 October 2014, but not recognised as a liability at the end of the reporting period, is A$20.5 million (2013: nil). The Directors have determined that the dividend reinvestment plan (DRP) will not operate in relation to this
dividend.
(c) Franked dividends
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Estimated franking credits available for the subsequent financial years based on an |
|
|
|
|
|
|
|
|
Australian tax rate of 30% (2013: 30%) |
|
|
32.8 |
|
|
|
23.4 |
|
|
|
|
|
|
|
|
|
|
The above amounts represent the balance of the franking account as at the end of the reporting date, adjusted for:
|
a) |
franking credits that will arise from the payment of the amount of the provision for income tax and franking debits that will arise from refunds; |
|
b) |
franking debits that will arise from the payment of dividends recognised as a liability as at the reporting date; and |
|
c) |
franking credits that will arise from the receipt of dividends recognised as receivables as at the reporting date. |
110
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 22 Contingencies
(a) Guarantees
The Group has given guarantees in respect
of the performance of contracts entered into in the ordinary course of business. The amounts of these guarantees provided by the Group, for which no amounts are recognised in the consolidated financial statements, as at 30 June 2014 was A$54.1
million (2013: A$61.9 million).
See note 30(b) for information related to guarantees provided by the Company.
(b) Tax audits
The Group files income tax returns in
many jurisdictions throughout the world. Various tax authorities are currently reviewing or auditing the Groups income tax returns. Tax returns contain matters that could be subject to differing interpretations of applicable tax laws and
regulations. While it is difficult to predict the ultimate outcome in some cases, the Group does not anticipate that there will be any material impact on the Groups consolidated financial statements from such audits or reviews.
(c) Environmental claims
The Group is subject to
comprehensive environmental requirements relating to, among others, the acceptance, storage, treatment, handling and disposal of solid waste and hazardous waste; the discharge of materials and storm water into the environment; the management and
treatment of wastewater and storm water; and the remediation of soil and groundwater contamination. As a consequence, the Group has incurred and will continue to incur environmental costs and liabilities associated with site and facility operation,
closure, remediation, monitoring and licensing. Provisions have been made in respect of estimated environmental liabilities where obligations are known to exist and can be reasonably measured. However, additional liabilities may emerge due to a
number of factors, including changes in environmental laws and regulations in each of the jurisdictions in which the Group operates or has operated. The Group cannot predict the extent to which it may be impacted in the future by any such changes in
legislation or regulation.
(d) Legal claims
Various
Group companies are parties to legal actions and claims that arise in the ordinary course of their business. While the outcome of such legal proceedings cannot be readily foreseen, the Group believes that they will be resolved without material
effect on its financial statements. Provision has been made for known obligations where the existence of the liability is probable and can be reasonably estimated.
(e) Subsidiaries
Under the terms of a Deed of Cross
Guarantee (DCG) entered into in accordance with ASIC Class Order 98/1418 (as amended by Class Orders 98/2107, 00/0321, 01/1087, 02/0248 and 02/1017), the Company has undertaken to meet any shortfall that might arise on the winding up of
controlled entities that are party to the deed, as described in note 27. The controlled entities are not in liquidation and there is no indication that they will be wound up.
111
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 23 Commitments
(a) Capital commitments
Capital expenditures contracted
for at the reporting date but not recognised as liabilities are as follows:
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Property, plant and equipment |
|
|
50.9 |
|
|
|
40.8 |
|
|
|
|
|
|
|
|
|
|
The capital commitments included above also include the Groups share relating to associates and joint arrangements.
(b) Lease commitments
(i) Operating leases
The Group has entered into various operating leases on property, plant and equipment. The leases have varying terms, escalation clauses and renewal rights. On
renewal, the terms of the leases are renegotiated. Lease commitments for operating leases are as follows:
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Not later than one year |
|
|
78.7 |
|
|
|
81.8 |
|
Later than one year, but not later than five years |
|
|
157.1 |
|
|
|
172.5 |
|
Later than five years |
|
|
125.6 |
|
|
|
113.8 |
|
|
|
|
|
|
|
|
|
|
Total lease commitments not recognised as liabilities |
|
|
361.4 |
|
|
|
368.1 |
|
|
|
|
|
|
|
|
|
|
The lease commitments included above also include the Groups share relating to associates and joint arrangements.
Note 24 Share ownership plans
The Companys
share ownership plans are designed to link the rewards of eligible employees to the long-term performance of the Company and the returns generated for shareholders. The maximum number of shares that can be outstanding at any time under the share
ownership plans is limited to 5% of the Companys issued capital. Grants under the share ownership plans can be in the form of options or share rights. Certain share ownership plans also provide for cash-settlement, which are determined by the
Board.
An option is a contract that gives the holder the right, but not the obligation, to acquire the Companys shares at a fixed or determinable
price for a specified period of time. Options have an exercise price based on the weighted average market price of the Companys ordinary shares (or ADSs) during the five trading days up to the date of the grant. Share rights are a contractual
right to acquire the Companys shares for nil consideration. Unless specified in the grants, holders of options and share rights are not entitled to dividends or voting rights.
Historically, the Company issued share-based awards to US-based employees that were settled in ADSs. However, beginning in November 2013, all new share-based
awards will be settled in ordinary shares.
112
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 24 Share ownership plans (continued)
(a) Effect of share-based payments on profit or loss
The expense recognised in the income statement in relation to share-based payments is disclosed in note 7. The carrying amount of liabilities for cash-settled
share-based arrangements as at 30 June 2014 was A$1.7 million (2013: A$0.8 million). Where share-based awards are issued to employees of subsidiaries within the Group, the subsidiaries compensate the Company for the fair value of these
share-based awards.
(b) Long-Term Incentive Plan (LTIP)
In July 2003, the Company established a LTIP designed as a reward and retention tool for certain employees. Options and share rights granted under the LTIP may
vest either based on continuous service or based on performance conditions. Share rights that contain performance conditions are referred to as performance rights, whereas share rights which only contain a continuous service condition are referred
to as restricted share units. Cash-settled option grants are also made under the LTIP to certain employees. Refer to the Remuneration Report for further information on the terms of the grants made in the year ended 30 June 2014 pursuant to the
LTIP.
(i) Equity-settled options
The fair value of
equity-settled options granted is independently determined using a Binomial method, which allows for the effects of an early exercise for vested options assuming the share price exceeds one and a half times the exercise price. The significant
weighted assumptions used to determine the fair value were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares |
|
|
ADSs |
|
|
|
2014 |
|
|
2013 |
|
|
2013 |
|
Risk-free interest rate |
|
|
3.7 |
% |
|
|
2.8 |
% |
|
|
1.0 |
% |
Dividend yield |
|
|
3.0 |
% |
|
|
3.0 |
% |
|
|
3.0 |
% |
Volatility |
|
|
33.0 |
% |
|
|
33.0 |
% |
|
|
39.0 |
% |
Expected life (years) |
|
|
4.2 |
|
|
|
4.7 |
|
|
|
4.6 |
|
Share price at grant date |
|
A$ |
10.45 |
|
|
A$ |
8.57 |
|
|
US$ |
8.93 |
|
Weighted average fair value |
|
A$ |
2.77 |
|
|
A$ |
1.88 |
|
|
US$ |
2.18 |
|
The volatility assumption is based on the actual volatility for the ordinary shares over a three year period to the valuation
date.
113
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 24 Share ownership plans (continued)
(b) Long-Term Incentive Plan (LTIP) (continued)
(i) Equity-settled options (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity-settled options outstanding |
|
Number of options 2014 |
|
|
Weighted average exercise price $ 2014 |
|
|
Number of options 2013 |
|
|
Weighted average exercise price $ 2013 |
|
Ordinary Shares: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 July |
|
|
984,279 |
|
|
|
A$17.85 |
|
|
|
1,061,746 |
|
|
|
A$19.38 |
|
Granted |
|
|
1,429,471 |
|
|
|
A$9.98 |
|
|
|
248,047 |
|
|
|
A$9.29 |
|
Forfeited |
|
|
(49,015 |
) |
|
|
A$9.98 |
|
|
|
(325,514 |
) |
|
|
A$16.34 |
|
Exercised |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
2,364,735 |
|
|
|
A$13.25 |
|
|
|
984,279 |
|
|
|
A$17.85 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at 30 June |
|
|
800,737 |
|
|
|
A$19.60 |
|
|
|
660,694 |
|
|
|
A$21.20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ADSs: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 July |
|
|
5,532,758 |
|
|
|
US$14.14 |
|
|
|
3,648,508 |
|
|
|
US$16.71 |
|
Granted |
|
|
|
|
|
|
|
|
|
|
2,106,373 |
|
|
|
US$9.49 |
|
Forfeited |
|
|
(38,431 |
) |
|
|
US$10.12 |
|
|
|
(222,123 |
) |
|
|
US$12.26 |
|
Exercised |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
5,494,327 |
|
|
|
US$14.17 |
|
|
|
5,532,758 |
|
|
|
US$14.14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at 30 June |
|
|
3,814,915 |
|
|
|
US$15.85 |
|
|
|
2,508,738 |
|
|
|
US$17.80 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Information about outstanding and exercisable equity-settled options as at 30 June 2014 is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding |
|
|
Exercisable |
|
Exercise price range |
|
Number of options |
|
|
Weighted average exercise price |
|
|
Weighted average remaining contractual life (years) |
|
|
Number of options |
|
|
Weighted average exercise price |
|
|
Weighted average remaining contractual life (years) |
|
Ordinary shares: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A$9.00A$9.29 |
|
|
209,777 |
|
|
|
A$9.29 |
|
|
|
5.38 |
|
|
|
69,927 |
|
|
|
A$9.29 |
|
|
|
5.38 |
|
A$9.30A$9.99 |
|
|
1,380,456 |
|
|
|
A$9.98 |
|
|
|
6.38 |
|
|
|
|
|
|
|
|
|
|
|
|
|
A$10.00A$26.00 |
|
|
774,502 |
|
|
|
A$20.16 |
|
|
|
2.64 |
|
|
|
730,810 |
|
|
|
A$20.59 |
|
|
|
2.54 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,364,735 |
|
|
|
A$13.25 |
|
|
|
5.07 |
|
|
|
800,737 |
|
|
|
A$19.60 |
|
|
|
2.79 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding |
|
|
Exercisable |
|
Exercise price range |
|
Number of options |
|
|
Weighted average exercise price |
|
|
Weighted average remaining contractual life (years) |
|
|
Number of options |
|
|
Weighted average exercise price |
|
|
Weighted average remaining contractual life (years) |
|
ADSs: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
US$9.00US$10.99 |
|
|
1,980,912 |
|
|
|
US$9.49 |
|
|
|
5.38 |
|
|
|
671,040 |
|
|
|
US$9.49 |
|
|
|
5.38 |
|
US$11.00US$19.99 |
|
|
2,225,097 |
|
|
|
US$14.57 |
|
|
|
3.75 |
|
|
|
1,855,557 |
|
|
|
US$14.82 |
|
|
|
3.62 |
|
US$20.00US$25.00 |
|
|
1,288,318 |
|
|
|
US$20.65 |
|
|
|
2.23 |
|
|
|
1,288,318 |
|
|
|
US$20.65 |
|
|
|
2.23 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,494,327 |
|
|
|
US$14.17 |
|
|
|
3.98 |
|
|
|
3,814,915 |
|
|
|
US$15.85 |
|
|
|
3.46 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
114
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 24 Share ownership plans (continued)
(b) Long-Term Incentive Plan (LTIP) (continued)
(ii) Cash-settled options
The fair value of cash-settled options is determined in the same manner as equity-settled options. The liability for cash-settled options is remeasured at each
reporting date. The significant weighted assumptions used to remeasure the fair value at 30 June 2014 were as follows:
|
|
|
|
|
|
|
|
|
Granted during year ended 30 June |
|
2014 |
|
|
2013 |
|
Risk-free interest rate |
|
|
3.0 |
% |
|
|
3.3 |
% |
Dividend yield |
|
|
3.0 |
% |
|
|
3.0 |
% |
Volatility |
|
|
33.0 |
% |
|
|
34.0 |
% |
Expected life (years) |
|
|
3.3 |
|
|
|
4.2 |
|
Share price at reporting date |
|
|
A$9.68 |
|
|
|
A$8.26 |
|
Weighted average fair value |
|
|
A$2.16 |
|
|
|
A$1.69 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash-settled options outstanding |
|
Number of options 2014 |
|
|
Weighted average exercise price $ 2014 |
|
|
Number of options 2013 |
|
|
Weighted average exercise price $ 2013 |
|
Ordinary Shares: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 July |
|
|
1,102,193 |
|
|
|
A$11.97 |
|
|
|
566,166 |
|
|
|
A$14.88 |
|
Granted |
|
|
364,527 |
|
|
|
A$9.98 |
|
|
|
611,251 |
|
|
|
A$9.29 |
|
Forfeited |
|
|
(88,677 |
) |
|
|
A$10.84 |
|
|
|
(75,224 |
) |
|
|
A$12.02 |
|
Exercised |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
1,378,043 |
|
|
|
A$11.52 |
|
|
|
1,102,193 |
|
|
|
A$11.97 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at 30 June |
|
|
581,309 |
|
|
|
A$13.54 |
|
|
|
248,905 |
|
|
|
A$15.68 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(iii) Performance rights
Performance rights vest after a period of three to five years, but only if the performance hurdle has been met. Performance hurdles are either based on Total
Shareholder Return (TSR) or on Earnings per Share (EPS) criteria. In the year ended 30 June 2014, 103,118 share rights (2013: 461,994) were forfeited as the performance conditions were not satisfied.
TSR right grants made in the years ended 30 June 2014 and 2013 are measured using a hurdle over a three-year period (commencing at the beginning of the
financial year) against a comparator group of companies. Full vesting of the TSR rights occurs when the Companys TSR is at (or exceeds) the 75th percentile relative to the comparator group, scaling down to 50% vesting on a straight-line basis
for median performance. Below median performance, no vesting occurs.
EPS right grants made in the year ended 30 June 2014 are measured based on the
achievement of cumulate EPS of A$3.00 per share over a three-year period (commencing at the beginning of the financial year). Full vesting of the EPS rights occurs when the Companys EPS exceeds A$3.00 per share, scaling down to 50% vesting on
a straight-line basis for cumulative EPS of A$2.00 per share. No vesting occurs if cumulative EPS is below A$2.00 per share.
The fair value of TSR share
rights granted is independently determined using a Black-Scholes method to produce a Monte-Carlo simulation model which allows for the incorporation for a TSR performance condition that must be met before the share rights vest. The fair value of EPS
share rights is determined based on the market price of the Companys shares on the date of grant and the Companys dividend yield.
115
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 24 Share ownership plans (continued)
(b) Long-Term Incentive Plan (LTIP) (continued)
(iii) Performance rights (continued)
The significant weighted assumptions used to determine the fair value were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares |
|
|
ADSs |
|
|
|
2014 |
|
|
2013 |
|
|
2013 |
|
Dividend yield |
|
|
3.0 |
% |
|
|
3.0 |
% |
|
|
3.0 |
% |
Risk-free interest rate |
|
|
2.9 |
% |
|
|
2.5 |
% |
|
|
0.3 |
% |
Volatility |
|
|
33.0 |
% |
|
|
33.0 |
% |
|
|
39.0 |
% |
Share price at grant date |
|
|
A$10.45 |
|
|
|
A$8.57 |
|
|
|
US$8.93 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Performance rights outstanding |
|
Number of shares 2014 |
|
|
Weighted average fair value at grant date $ 2014 |
|
|
Number of shares 2013 |
|
|
Weighted average fair value at grant date $ 2013 |
|
Ordinary Shares: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-vested balance at 1 July |
|
|
688,036 |
|
|
|
A$9.60 |
|
|
|
706,947 |
|
|
|
A$16.27 |
|
Granted |
|
|
1,289,654 |
|
|
|
A$6.21 |
|
|
|
320,702 |
|
|
|
A$5.29 |
|
Forfeited/cancelled |
|
|
(122,056 |
) |
|
|
A$10.19 |
|
|
|
(339,613 |
) |
|
|
A$19.42 |
|
Vested |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-vested balance at 30 June |
|
|
1,855,634 |
|
|
|
A$7.21 |
|
|
|
688,036 |
|
|
|
A$9.60 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ADSs: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 July |
|
|
3,084,759 |
|
|
|
US$6.99 |
|
|
|
2,278,835 |
|
|
|
US$9.34 |
|
Granted |
|
|
|
|
|
|
|
|
|
|
1,361,087 |
|
|
|
US$4.12 |
|
Forfeited/cancelled |
|
|
(181,694 |
) |
|
|
US$9.14 |
|
|
|
(555,163 |
) |
|
|
US$9.60 |
|
Vested |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-vested balance at 30 June |
|
|
2,903,065 |
|
|
|
US$6.85 |
|
|
|
3,084,759 |
|
|
|
US$6.99 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
116
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 24 Share ownership plans (continued)
(b) Long-Term Incentive Plan (LTIP) (continued)
(iv) Restricted share units
Restricted share units granted to employees typically vest over a period up to three years. The fair value of restricted share units is determined based on the
market price of the Companys shares on the date of grant and the Companys dividend yield.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Restricted share units outstanding |
|
Number of shares 2014 |
|
|
Weighted average fair value at grant date $ 2014 |
|
|
Number of shares 2013 |
|
|
Weighted average fair value at grant date $ 2013 |
|
Ordinary Shares: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-vested balance at 1 July |
|
|
10,014 |
|
|
|
A$15.05 |
|
|
|
46,536 |
|
|
|
A$14.96 |
|
Granted |
|
|
386,879 |
|
|
|
A$9.72 |
|
|
|
|
|
|
|
|
|
Forfeited/cancelled |
|
|
(13,125 |
) |
|
|
A$9.61 |
|
|
|
(33,893 |
) |
|
|
A$14.72 |
|
Vested |
|
|
(12,593 |
) |
|
|
A$16.77 |
|
|
|
(2,629 |
) |
|
|
A$17.67 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-vested balance at 30 June |
|
|
371,175 |
|
|
|
A$9.72 |
|
|
|
10,014 |
|
|
|
A$15.05 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ADSs: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 July |
|
|
431,186 |
|
|
|
US$9.80 |
|
|
|
471,763 |
|
|
|
US$13.39 |
|
Granted |
|
|
12,180 |
|
|
|
US$7.64 |
|
|
|
408,190 |
|
|
|
US$8.70 |
|
Forfeited/cancelled |
|
|
(50,673 |
) |
|
|
US$8.43 |
|
|
|
(46,802 |
) |
|
|
US$10.39 |
|
Vested |
|
|
(197,341 |
) |
|
|
US$10.94 |
|
|
|
(401,965 |
) |
|
|
US$12.81 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-vested balance at 30 June |
|
|
195,352 |
|
|
|
US$8.87 |
|
|
|
431,186 |
|
|
|
US$9.80 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(c) Transition Incentive Share Plan related to the Metal Management merger
In accordance with the terms and conditions of the merger agreement with Metal Management Inc., the Sims Group Limited Transition Incentive Plan
(SGLTIP) was established. The SGLTIP assumed the rights and obligations of Metal Management under its former plan (MMI Plan). No additional grants can be made under the SGLTIP.
The options assumed were held by the former directors of Metal Management Inc. who became directors of the Company on the merger date. Each outstanding share
option under the MMI Plan was converted into 2.05 options of the Company. Each option represents the right to acquire one ADS. In addition, the exercise price of each outstanding option under the MMI Plan was converted at the same exchange ratio.
All the options assumed were fully vested and therefore the fair value was recorded as a component of the purchase price for Metal Management Inc. As at 30 June 2014, no directors of the Company hold options.
The following table sets out details of outstanding options under the SGLTIP:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of options 2014 |
|
|
Weighted average exercise price US$ 2014 |
|
|
Number of options 2013 |
|
|
Weighted average exercise price US$ 2013 |
|
Balance at 1 July |
|
|
492,000 |
|
|
$ |
13.89 |
|
|
|
492,000 |
|
|
$ |
13.89 |
|
Exercised |
|
|
(82,000 |
) |
|
$ |
8.62 |
|
|
|
|
|
|
|
|
|
Forfeited/cancelled |
|
|
(410,000 |
) |
|
$ |
14.95 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
|
|
|
|
|
|
|
|
492,000 |
|
|
$ |
13.89 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at 30 June |
|
|
|
|
|
|
|
|
|
|
492,000 |
|
|
$ |
13.89 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
117
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 25 Remuneration of auditors
It is the Groups policy to employ PricewaterhouseCoopers on assignments additional to their statutory audit duties where PricewaterhouseCoopers
expertise and experience with the Group are important. These assignments are principally for tax advice and due diligence on acquisitions, or where PricewaterhouseCoopers is awarded assignments on a competitive basis. All audit and non-audit
services provided by PricewaterhouseCoopers are subject to pre-approval by the RAC of the Board in accordance with the Group Independence Policy.
The
following fees were paid and payable for services provided by the auditor of the Group and its related practices:
|
|
|
|
|
|
|
|
|
|
|
2014 A$000 |
|
|
2013 A$000 |
|
PricewaterhouseCoopers Australia: |
|
|
|
|
|
|
|
|
Audit and review of financial statements |
|
|
1,910 |
|
|
|
1,980 |
|
Audit-related fees1 |
|
|
|
|
|
|
115 |
|
Taxation services |
|
|
54 |
|
|
|
6 |
|
Other |
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,984 |
|
|
|
2,101 |
|
|
|
|
|
|
|
|
|
|
Network firms of PricewaterhouseCoopers Australia: |
|
|
|
|
|
|
|
|
Audit and review of financial statements |
|
|
3,435 |
|
|
|
3,024 |
|
Audit-related fees1 |
|
|
|
|
|
|
385 |
|
Taxation services |
|
|
13 |
|
|
|
26 |
|
|
|
|
|
|
|
|
|
|
|
|
|
3,448 |
|
|
|
3,435 |
|
|
|
|
|
|
|
|
|
|
Total remuneration for PricewaterhouseCoopers |
|
|
5,432 |
|
|
|
5,536 |
|
|
|
|
|
|
|
|
|
|
1 |
Audit-related fees include fees related to the restatement of the Groups financial statements in 2013, due diligence related to acquisitions, internal control
reviews, accounting consultations and regulatory related matters. |
Note 26 Business acquisitions and disposals
There were no acquisitions made during the year ended 30 June 2014.
During the year ended 30 June 2013, the Group acquired five businesses. None of the acquisitions were significant in terms of purchase price. On a
combined basis, had the acquisitions all occurred on 1 July 2012, there would not have been a significant change to the Groups revenue and net profit for the year ended 30 June 2013. Additionally, revenue and net profit contribution
by the businesses acquired to the Group post-acquisition was not significant.
(a) Purchase consideration and assets and liabilities acquired
Details of the aggregate purchase consideration and cash outflow are as follows:
|
|
|
|
|
|
|
|
|
|
|
2014 A$m |
|
|
2013 A$m |
|
Cash paid for current year acquisitions |
|
|
|
|
|
|
28.2 |
|
Cash acquired |
|
|
|
|
|
|
(0.1 |
) |
|
|
|
|
|
|
|
|
|
Cash outflow for acquisitions |
|
|
|
|
|
|
28.1 |
|
|
|
|
|
|
|
|
|
|
118
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 26 Business acquisitions and disposals (continued)
(a) Purchase consideration and assets and liabilities acquired (continued)
The fair value of assets and liabilities arising from acquisitions was as follows:
|
|
|
|
|
|
|
|
|
|
|
2014 A$m |
|
|
2013 A$m |
|
Cash |
|
|
|
|
|
|
0.1 |
|
Trade and other receivables |
|
|
|
|
|
|
1.2 |
|
Inventories |
|
|
|
|
|
|
0.1 |
|
Property, plant and equipment (note 12) |
|
|
|
|
|
|
7.1 |
|
Identified intangible assets (note 14) |
|
|
|
|
|
|
6.3 |
|
Trade and other payables |
|
|
|
|
|
|
(0.4 |
) |
Deferred tax liability |
|
|
|
|
|
|
(0.2 |
) |
|
|
|
|
|
|
|
|
|
Net assets acquired |
|
|
|
|
|
|
14.2 |
|
|
|
|
|
|
|
|
|
|
Goodwill recognised from acquisitions was as follows:
|
|
|
|
|
|
|
|
|
|
|
2014 A$m |
|
|
2013 A$m |
|
Total cash consideration |
|
|
|
|
|
|
28.2 |
|
Less: net assets acquired |
|
|
|
|
|
|
(14.2 |
) |
|
|
|
|
|
|
|
|
|
Goodwill on acquisition |
|
|
|
|
|
|
14.0 |
|
|
|
|
|
|
|
|
|
|
There were no material changes to the initial accounting for the prior year acquisitions. The goodwill was attributable to
several factors including, site locations, synergies existing in the operations acquired and the assembled workforce, which together contribute to the profitability of the acquired businesses. Some of the goodwill recognised was deductible for
income tax purposes.
(b) Disposals
During the years
ended 30 June 2014 and 2013, the Group sold businesses in the US within the North America segment which were determined to be non-core. Some of these businesses were previously classified as held for sale at 30 June 2013. Details of the
aggregate consideration and cash inflow are as follows:
|
|
|
|
|
|
|
|
|
|
|
2014 A$m |
|
|
2013 A$m |
|
Total cash consideration |
|
|
38.9 |
|
|
|
44.9 |
|
Less: cash and cash equivalent balances disposed of |
|
|
(0.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash inflow on disposal of businesses |
|
|
38.4 |
|
|
|
44.9 |
|
|
|
|
|
|
|
|
|
|
Total cash consideration includes A$1.2 million which was deposited into an escrow account for general representations and
warranties made by the Group to the buyer.
119
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 26 Business acquisitions and disposals (continued)
(b) Disposals (continued)
The loss on the disposal of the businesses was calculated as follows:
|
|
|
|
|
|
|
|
|
|
|
2014 A$m |
|
|
2013 A$m |
|
Total consideration |
|
|
38.9 |
|
|
|
44.9 |
|
Net carrying value of disposed assets: |
|
|
|
|
|
|
|
|
Cash |
|
|
(0.5 |
) |
|
|
|
|
Receivables |
|
|
(13.0 |
) |
|
|
|
|
Inventories |
|
|
(19.2 |
) |
|
|
(2.4 |
) |
Prepayments |
|
|
(0.3 |
) |
|
|
|
|
Property, plant and equipment |
|
|
(16.5 |
) |
|
|
(32.8 |
) |
Goodwill and other intangibles |
|
|
(1.0 |
) |
|
|
(19.8 |
) |
Accounts payable |
|
|
6.0 |
|
|
|
|
|
Recycling of foreign currency translation reserve on disposal of foreign operations |
|
|
4.8 |
|
|
|
|
|
Transaction costs associated with disposals |
|
|
(0.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss on business disposals |
|
|
(1.3 |
) |
|
|
(10.1 |
) |
|
|
|
|
|
|
|
|
|
In the year ended 30 June 2012, the Group sold its 50% ownership interest in the secondary lead producing facility in
Sydney, Australia of Australian Refined Alloys (ARA) to companies associated with Renewed Metal Technologies for total sales proceeds of A$40.0 million. The disposal transaction was an asset sale only comprising the sale of land,
buildings, and plant and equipment. The gain on the disposal of the assets recorded in other income in the year ended 30 June 2012 was calculated as follows:
|
|
|
|
|
|
|
A$m |
|
Cash consideration received |
|
|
40.0 |
|
Net carrying value of disposed assets: |
|
|
|
|
Land and buildings |
|
|
(2.4 |
) |
Plant and equipment |
|
|
(1.3 |
) |
Capital work-in-progress |
|
|
(0.2 |
) |
Transaction costs associated with disposal |
|
|
(0.4 |
) |
|
|
|
|
|
Gain on disposal |
|
|
35.7 |
|
|
|
|
|
|
In the year ended 30 June 2013, additional assets related to the Groups 50% ownership interest ARA were sold
resulting in a loss on disposal of A$1.3 million. This amount has been recorded in other expenses (refer to note 7).
Note 27 Subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with the accounting
policy described in note 1(e).
|
|
|
|
|
|
|
|
|
|
|
|
|
Country of |
|
Equity holding % |
|
Name of entity |
|
Incorporation |
|
2014 |
|
|
2013 |
|
Sims Metal Management Limited |
|
Australia |
|
|
|
|
|
|
|
|
Sims Group Australia Holdings Limited (i) |
|
Australia |
|
|
100 |
% |
|
|
100 |
% |
Sims Aluminium Pty Limited (i) |
|
Australia |
|
|
100 |
% |
|
|
100 |
% |
Sims E-Recycling Pty Limited |
|
Australia |
|
|
90 |
% |
|
|
90 |
% |
Simsmetal Holdings Pty Limited |
|
Australia |
|
|
100 |
% |
|
|
100 |
% |
Simsmetal Properties Qld Pty Limited |
|
Australia |
|
|
100 |
% |
|
|
100 |
% |
Sims Industrial Pty Limited |
|
Australia |
|
|
100 |
% |
|
|
100 |
% |
Simsmetal Services Pty Limited (i) |
|
Australia |
|
|
100 |
% |
|
|
100 |
% |
Simsmetal Properties NSW Pty Limited |
|
Australia |
|
|
100 |
% |
|
|
100 |
% |
120
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 27 Subsidiaries (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
Country of |
|
Equity holding % |
|
Name of entity |
|
Incorporation |
|
2014 |
|
|
2013 |
|
Sims Group Holdings 3 Pty Limited |
|
Australia |
|
|
100 |
% |
|
|
100 |
% |
Universal Inspection and Testing Company Pty Limited |
|
Australia |
|
|
100 |
% |
|
|
100 |
% |
Sims Group Holdings 1 Pty Ltd |
|
Australia |
|
|
100 |
% |
|
|
100 |
% |
Sims Group Holdings 2 Pty Ltd |
|
Australia |
|
|
100 |
% |
|
|
100 |
% |
Electronic Product Stewardship Australasia Pty Limited |
|
Australia |
|
|
90 |
% |
|
|
90 |
% |
Sims Recycling Solutions Austrian Holding GmbH |
|
Austria |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions Austrian Intermediate Holdings |
|
Austria |
|
|
100 |
% |
|
|
100 |
% |
GmbH |
|
|
|
|
|
|
|
|
|
|
Sims metrade GmbH |
|
Austria |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions NV |
|
Belgium |
|
|
100 |
% |
|
|
100 |
% |
Sims Group Recycling Solutions Canada Ltd |
|
Canada |
|
|
100 |
% |
|
|
100 |
% |
Sims Group Canada Holdings Limited |
|
Canada |
|
|
100 |
% |
|
|
100 |
% |
ErgoTrade d.o.o. (iii) |
|
Croatia |
|
|
0 |
% |
|
|
100 |
% |
Sims Lifecycle Services s.r.o. |
|
Czech Republic |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions FZE |
|
Dubai |
|
|
100 |
% |
|
|
100 |
% |
Sims Group German Holdings GmbH |
|
Germany |
|
|
100 |
% |
|
|
100 |
% |
Sims M+R GmbH |
|
Germany |
|
|
100 |
% |
|
|
100 |
% |
Sims Lifecycle Services GmbH |
|
Germany |
|
|
100 |
% |
|
|
100 |
% |
Sims Metal Management Asia Limited |
|
Hong Kong |
|
|
100 |
% |
|
|
100 |
% |
Sims Metal Management China Holdings Limited |
|
Hong Kong |
|
|
100 |
% |
|
|
100 |
% |
Sims Metal Management Dragon Holdings Limited |
|
Hong Kong |
|
|
100 |
% |
|
|
100 |
% |
Sims Lifecycle Services Kft. |
|
Hungary |
|
|
100 |
% |
|
|
100 |
% |
Trishyiraya Recycling India Private Limited |
|
India |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions India Private Limited |
|
India |
|
|
100 |
% |
|
|
100 |
% |
Sims Group Mauritius Limited (iii) |
|
Mauritius |
|
|
0 |
% |
|
|
100 |
% |
Mirec BV |
|
Netherlands |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions Coöperatief B.A. |
|
Netherlands |
|
|
100 |
% |
|
|
100 |
% |
Sims Lifecycle Services BV |
|
Netherlands |
|
|
100 |
% |
|
|
100 |
% |
Sims ERecycling (NZ) Limited |
|
New Zealand |
|
|
90 |
% |
|
|
90 |
% |
Simsmetal Industries Limited |
|
New Zealand |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions A/S (ii) |
|
Norway |
|
|
100 |
% |
|
|
0 |
% |
PNG Recycling Limited |
|
Papua New Guinea |
|
|
100 |
% |
|
|
100 |
% |
Gaukara Company No. 2 Limited |
|
Papua New Guinea |
|
|
100 |
% |
|
|
100 |
% |
Sims Lifecycle Service Sp z.o.o. |
|
Poland |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions Africa Pty Ltd |
|
Republic of South Africa |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions Pte. Ltd. |
|
Singapore |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions AB |
|
Sweden |
|
|
100 |
% |
|
|
100 |
% |
Sims Group UK Holdings Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
Sims Group UK Intermediate Holdings Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
Sims Group UK Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
C Herring & Son Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
Life Cycle Services Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
All Metal Recovery Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
All Metal Recovery Cradley Heath Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
ER Coley (Steel) Limited (iii) |
|
UK |
|
|
0 |
% |
|
|
100 |
% |
ER Coley (Cast) Limited (iii) |
|
UK |
|
|
0 |
% |
|
|
100 |
% |
Evans & Mondon Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions UK Holdings Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions UK Group Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions UK Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
United Castings Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
121
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 27 Subsidiaries (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
Country of |
|
Equity holding % |
|
Name of entity |
|
Incorporation |
|
2014 |
|
|
2013 |
|
Sims Group UK Pension Trustees Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
Recommit Limited (iii) |
|
UK |
|
|
0 |
% |
|
|
100 |
% |
Cooper Metal Recycling Ltd |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
Dunn Brothers (1995) Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
Cheque Swap Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
Deane Wood Export Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
S3 Interactive Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
Sims FE Mottram Limited |
|
UK |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions Inc. |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Sims Recycling Solutions Holdings Inc. |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Sims Metal Management USA GP |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Sims Group USA Holdings Corporation |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Dover Barge Company |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Simsmetal East LLC |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Sims Municipal Recycling of New York LLC |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Schiabo Larovo Corporation |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Simsmetal West LLC |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Sims Group Global Trade Corporation |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Sims Group USA Corporation |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Metal Management, Inc. |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Metal Dynamics Detroit LLC |
|
US |
|
|
100 |
% |
|
|
100 |
% |
SMM Gulf Coast LLC |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Metal Management Midwest, Inc. |
|
US |
|
|
100 |
% |
|
|
100 |
% |
CIM Trucking, Inc. |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Metal Management Indiana, Inc. |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Metal Management Memphis, L.L.C. |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Metal Management Ohio, Inc. |
|
US |
|
|
100 |
% |
|
|
100 |
% |
SMM North America Trade Corporation |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Metal Management Pittsburgh, Inc. |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Metal Management Aerospace, Inc. (iii) |
|
US |
|
|
0 |
% |
|
|
100 |
% |
Metal Management Arizona, L.L.C. |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Proler Southwest Corporation |
|
US |
|
|
100 |
% |
|
|
100 |
% |
SMM South Corporation |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Naporano Iron & Metal, Inc. |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Metal Management Northeast, Inc. |
|
US |
|
|
100 |
% |
|
|
100 |
% |
SMM New England Corporation |
|
US |
|
|
100 |
% |
|
|
100 |
% |
New York Recycling Ventures, Inc. |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Reserve Iron & Metal Limited Partnership |
|
US |
|
|
100 |
% |
|
|
100 |
% |
Port Albany Ventures, LLC |
|
US |
|
|
100 |
% |
|
|
100 |
% |
SMM Southeast LLC |
|
US |
|
|
100 |
% |
|
|
100 |
% |
(i) |
These subsidiaries and the Company are parties to a DCG under which each entity guarantees the debts of the others. The above entities represent a Closed Group and an Extended Closed Group for the purposes of the
relevant Australian Securities and Investments Commission Class Order. |
(ii) |
These subsidiaries were acquired or incorporated during the year. |
(iii) |
These subsidiaries were disposed of or deregistered during the year. |
The voting power held in each subsidiary
is proportionate to the equity holdings.
122
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 27 Subsidiaries (continued)
Deed of Cross Guarantee
Sims Metal Management Limited, Sims Group Australia Holdings Limited, Sims Aluminium Pty Limited and Simsmetal Services Pty Limited are parties to a DCG under
which each Group guarantees the debts of the others. By entering into the DCG, the wholly owned entities have been relieved from the requirements to prepare a financial report and directors report under Class Order 98/1418 (as amended) issued by
ASIC.
The above companies represent a Closed Group for the purposes of the Class Order. As there are no other parties to the DCG that are
controlled by Sims Metal Management Limited, they also represent the Extended Closed Group.
Set out below is a condensed consolidated income
statement, a consolidated statement of comprehensive income, a summary of movements in consolidated accumulated deficit and a consolidated statement of financial position for the Closed Group.
(i) Condensed consolidated income statement
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
|
|
|
|
|
(restated) |
|
Profit/(loss) before income tax1 |
|
|
36.9 |
|
|
|
(185.4 |
) |
Income tax expense |
|
|
(28.5 |
) |
|
|
(13.7 |
) |
|
|
|
|
|
|
|
|
|
Profit/(loss) after tax |
|
|
8.4 |
|
|
|
(199.1 |
) |
|
|
|
|
|
|
|
|
|
1 Amount includes an after tax non-cash
impairment charge of A$59.1 million for 2014 and A$240.2 million for 2013 against the parent entitys investment in subsidiaries which are not part of the Closed Group. |
|
|
|
|
(ii) Consolidated statement of comprehensive income |
|
|
|
|
|
|
|
|
Profit/(loss) after tax |
|
|
8.4 |
|
|
|
(199.1 |
) |
Other comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
Items that may be reclassified to profit or loss |
|
|
|
|
|
|
|
|
Changes in the fair value of derivatives held as cash flow hedges, net of tax |
|
|
2.6 |
|
|
|
(3.4 |
) |
Share of other comprehensive income from associates |
|
|
|
|
|
|
(0.3 |
) |
|
|
|
Items that will not be reclassified to profit or loss |
|
|
|
|
|
|
|
|
Actuarial gain on defined benefit plans, net of tax |
|
|
0.8 |
|
|
|
3.2 |
|
|
|
|
|
|
|
|
|
|
Other comprehensive income/(loss) for the year, net of tax |
|
|
3.4 |
|
|
|
(0.5 |
) |
|
|
|
|
|
|
|
|
|
Total comprehensive income/(loss) for the year |
|
|
11.8 |
|
|
|
(199.6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
(iii) Summary of movements in consolidated accumulated deficit |
|
|
|
|
|
|
|
|
Balance at 1 July |
|
|
(840.6 |
) |
|
|
(624.3 |
) |
Profit/(loss) for the year |
|
|
8.4 |
|
|
|
(199.1 |
) |
Actuarial gain on defined benefit plans, net of tax |
|
|
0.8 |
|
|
|
3.2 |
|
Dividends provided for or paid |
|
|
|
|
|
|
(20.4 |
) |
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
(831.4 |
) |
|
|
(840.6 |
) |
|
|
|
|
|
|
|
|
|
(iv) Consolidated statement of financial position |
|
|
|
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
3.3 |
|
|
|
3.6 |
|
Trade and other receivables |
|
|
225.8 |
|
|
|
339.1 |
|
Inventory |
|
|
91.7 |
|
|
|
114.0 |
|
Other financial assets |
|
|
1.8 |
|
|
|
1.3 |
|
Assets held for sale |
|
|
3.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets |
|
|
326.3 |
|
|
|
458.0 |
|
|
|
|
|
|
|
|
|
|
123
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 27 Subsidiaries (continued)
|
|
|
|
|
|
|
|
|
|
|
2014 A$m |
|
|
2013 A$m |
|
|
|
|
|
|
(restated) |
|
(iv) Consolidated statement of financial position (continued) |
|
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
|
|
Investments in associates and joint ventures |
|
|
29.0 |
|
|
|
23.5 |
|
Other financial assets |
|
|
1,652.2 |
|
|
|
1,552.5 |
|
Property, plant and equipment |
|
|
153.6 |
|
|
|
160.7 |
|
Retirement benefit assets |
|
|
2.1 |
|
|
|
1.0 |
|
Deferred tax assets |
|
|
37.9 |
|
|
|
20.4 |
|
Goodwill |
|
|
40.4 |
|
|
|
40.4 |
|
Other intangible assets |
|
|
1.7 |
|
|
|
2.6 |
|
|
|
|
|
|
|
|
|
|
Total non-current assets |
|
|
1,916.9 |
|
|
|
1,801.1 |
|
|
|
|
|
|
|
|
|
|
Total assets |
|
|
2,243.2 |
|
|
|
2,259.1 |
|
|
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
95.2 |
|
|
|
151.0 |
|
Borrowings |
|
|
0.5 |
|
|
|
|
|
Other financial liabilities |
|
|
0.2 |
|
|
|
4.0 |
|
Current tax liabilities |
|
|
17.3 |
|
|
|
3.8 |
|
Provisions |
|
|
12.6 |
|
|
|
15.4 |
|
|
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
125.8 |
|
|
|
174.2 |
|
|
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
Payables |
|
|
2.2 |
|
|
|
1.4 |
|
Borrowings |
|
|
12.6 |
|
|
|
7.7 |
|
Deferred tax liabilities |
|
|
10.0 |
|
|
|
6.9 |
|
Provisions |
|
|
2.7 |
|
|
|
1.7 |
|
|
|
|
|
|
|
|
|
|
Total non-current liabilities |
|
|
27.5 |
|
|
|
17.7 |
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
153.3 |
|
|
|
191.9 |
|
|
|
|
|
|
|
|
|
|
Net assets |
|
|
2,089.9 |
|
|
|
2,067.2 |
|
|
|
|
|
|
|
|
|
|
EQUITY |
|
|
|
|
|
|
|
|
Contributed equity |
|
|
2,796.4 |
|
|
|
2,795.7 |
|
Reserves |
|
|
124.9 |
|
|
|
112.1 |
|
Accumulated deficit |
|
|
(831.4 |
) |
|
|
(840.6 |
) |
|
|
|
|
|
|
|
|
|
Total equity |
|
|
2,089.9 |
|
|
|
2,067.2 |
|
|
|
|
|
|
|
|
|
|
124
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 28 Interests in other entities
(a) Names of associates and joint ventures
|
|
|
|
|
|
|
|
|
|
|
|
|
Country of |
|
Ownership interest % |
|
Name |
|
incorporation |
|
2014 |
|
|
2013 |
|
SA Recycling LLC |
|
US |
|
|
50 |
|
|
|
50 |
|
Rondout Iron & Metal Company LLC |
|
US |
|
|
50 |
|
|
|
50 |
|
Richmond Steel Recycling Limited |
|
Canada |
|
|
50 |
|
|
|
50 |
|
LMS Energy Pty Ltd (LMS) |
|
Australia |
|
|
50 |
|
|
|
50 |
|
Simstar Alloys Pty Limited |
|
Australia |
|
|
50 |
|
|
|
50 |
|
ITL Logistics GmbH |
|
Germany |
|
|
34 |
|
|
|
34 |
|
Chiho-Tiande Group Limited (CTG) |
|
Cayman Islands |
|
|
16 |
|
|
|
16 |
|
Other than LMS, the principal activity of all other associates or joint ventures is metal recycling. LMS is a specialist
landfill gas and renewable energy company, which researches, installs and develops landfill gas extraction systems, renewable energy and power generation technologies.
(b) Movements in carrying amounts of associates and joint ventures
|
|
|
|
|
|
|
|
|
|
|
2014 A$m |
|
|
2013 A$m |
|
Balance at 1 July |
|
|
330.0 |
|
|
|
351.1 |
|
Disposals (c) |
|
|
|
|
|
|
(7.6 |
) |
Dilution loss on change in ownership interest of an associate |
|
|
(0.2 |
) |
|
|
|
|
Share of results |
|
|
(5.9 |
) |
|
|
(15.1 |
) |
Accretion of deferred gain to equity accounted profit |
|
|
2.6 |
|
|
|
2.3 |
|
Impairment of investment in an associate (d) |
|
|
|
|
|
|
(14.9 |
) |
Share of other comprehensive income of associates |
|
|
0.3 |
|
|
|
0.6 |
|
Equity accounting elimination (note 11) |
|
|
|
|
|
|
(2.5 |
) |
Dividends received |
|
|
(7.5 |
) |
|
|
(12.3 |
) |
Foreign exchange differences |
|
|
(4.4 |
) |
|
|
28.4 |
|
|
|
|
|
|
|
|
|
|
Balance at 30 June |
|
|
314.9 |
|
|
|
330.0 |
|
|
|
|
|
|
|
|
|
|
(c) Disposals
In October
2012, the Group disposed of its 50% ownership interest in its Metal Management Nashville, LLC joint venture for a loss of A$0.3 million.
(d)
Impairments
Investments in associates and joint arrangements are annually tested for impairment and whenever the Group believes events or changes in
circumstances indicate that the carrying value amount may not be recoverable. An impairment loss is recognised for the amount by which the carrying amount of the investment exceeds its recoverable amount. The recoverable amount is the higher of an
investments fair value less costs to sell and value in use. The impairment analysis includes performing sensitivity analysis of any reasonable possible changes which could give rise to any impairment. As at 30 June 2014, the sensitivity
analysis performed on the Groups SA Recycling joint venture indicated that if future cash flows were 10% lower, with all other assumptions being the same, then the carrying amount of the Groups investment in SA Recycling would have been
impaired by A$17 million.
125
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 28 Interests in other entities (continued)
(d) Impairments (continued)
As at 30 June 2013, the Group determined that its investment in CTG was impaired due to a significant
decline in CTGs quoted share price and its recent significant net loss. As a result, the Group recognised an impairment charge of A$14.9 million to write-down its investment in CTG to its fair value. The fair value of the Groups interest
in CTG at 30 June 2014, which is listed on the Hong Kong Stock Exchange, was A$69.2 million (2013: A$73.4 million).
In the year ended 30 June
2012, SA Recycling LLC recognised an impairment on goodwill, of which the Groups pre-tax share was A$57.5 million. This has been recognised in the income statement in the period. The impairment represents the portion of SA Recycling LLCs
goodwill attributable to the Group which was determined to be not recoverable based on the value in use of the business. Similar to the Groups North America Metals CGU, SA Recycling LLC was impacted by economic conditions which have impacted
its financial results and future forecasts.
(e) Investment in Chiho-Tiande
On 17 January 2012, the Group acquired 16% of the existing shares of CTG, a Hong Kong listed metals and electronics recycler with operations in the
Peoples Republic of China and Hong Kong. The shares were acquired from founder Chairman Ankong Fang and Delco Participation B.V. (Delco), a Netherlands-based investment holding company, for total consideration of HK$750.1 million (A$93.1
million). The cost of the acquisition also included transaction costs of A$0.4 million. In addition, Delco granted an option to the Group to acquire a further 2% of CTG (see note 11).
The Group accounts for CTG as an associate, although the Group holds less than 20% equity interest. This is because the Group exercises significant influence
through its nominated directors active participation on CTGs board of directors as well as a significant trading relationship with CTG.
(f) Summarised financial information of associates and joint ventures
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
Groups share of assets and liabilities |
|
A$m |
|
|
A$m |
|
Current assets |
|
|
142.9 |
|
|
|
186.7 |
|
Non-current assets |
|
|
306.7 |
|
|
|
297.6 |
|
|
|
|
|
|
|
|
|
|
Total assets |
|
|
449.6 |
|
|
|
484.3 |
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
95.5 |
|
|
|
105.1 |
|
Non-current liabilities |
|
|
82.2 |
|
|
|
112.9 |
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
177.7 |
|
|
|
218.0 |
|
|
|
|
|
|
|
|
|
|
Net assets |
|
|
271.9 |
|
|
|
266.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Groups share of revenue, expenses and results |
|
2014 A$m |
|
|
2013 A$m |
|
|
2012 A$m |
|
Revenues |
|
|
786.9 |
|
|
|
731.5 |
|
|
|
837.9 |
|
Expenses |
|
|
(788.1 |
) |
|
|
(745.5 |
) |
|
|
(845.7 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income tax |
|
|
(1.2 |
) |
|
|
(14.0 |
) |
|
|
(7.8 |
) |
Tax expense |
|
|
(4.7 |
) |
|
|
(1.1 |
) |
|
|
(2.5 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss for the year |
|
|
(5.9 |
) |
|
|
(15.1 |
) |
|
|
(10.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
(g) Contingent liabilities and capital commitments
The Groups share of the contingent liabilities of joint arrangements is disclosed in note 22. The Groups share of the capital commitments and other
expenditure commitments of joint arrangements is disclosed in note 23.
126
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 28 Interests in other entities (continued)
(h) Joint operations
The Group has a 50% interest in a joint operation called Sims Pacific Metals (SPM) which is engaged in metal recycling in New Zealand. The partners
in the joint operation own the assets as tenants in common and are jointly and severally liable for the liabilities incurred by the joint operation. SPM is therefore classified as a joint operation and the Group recognises its direct right to the
jointly held assets, liabilities, revenues and expenses as described in note 1(e)(iii). The Groups interest in SPM is included in the statement of financial position under the classifications shown below:
|
|
|
|
|
|
|
|
|
|
|
2014 A$m |
|
|
2013 A$m |
|
Current assets |
|
|
22.0 |
|
|
|
15.9 |
|
Non-current assets |
|
|
8.0 |
|
|
|
8.4 |
|
|
|
|
|
|
|
|
|
|
Total assets |
|
|
30.0 |
|
|
|
24.3 |
|
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
25.3 |
|
|
|
18.6 |
|
Non-current liabilities |
|
|
0.1 |
|
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
25.4 |
|
|
|
18.8 |
|
|
|
|
|
|
|
|
|
|
Net assets |
|
|
4.6 |
|
|
|
5.5 |
|
|
|
|
|
|
|
|
|
|
The Groups share of SPMs contingent liabilities and capital expenditure commitments is included in notes 22 and
23, respectively.
Note 29 Related party transactions
The Groups related parties are its associates, joint ventures, pension schemes and key management personnel. Group contributions to pension schemes are
disclosed in notes 7 and 18.
(a) Key management personnel compensation
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$ |
|
|
A$ |
|
Short-term benefits |
|
|
8,868,381 |
|
|
|
7,272,267 |
|
Long-term benefits |
|
|
33,873 |
|
|
|
78,512 |
|
Post-employment benefits |
|
|
275,143 |
|
|
|
280,412 |
|
Termination benefits |
|
|
791,336 |
|
|
|
|
|
Share-based payments |
|
|
3,261,293 |
|
|
|
8,197,495 |
|
|
|
|
|
|
|
|
|
|
|
|
|
13,230,026 |
|
|
|
15,828,686 |
|
|
|
|
|
|
|
|
|
|
The Group has taken advantage of the relief provided by ASIC Class Order 06/50 and has transferred the detailed remuneration
disclosures to the Remuneration Report, which is presented in the Directors Report.
(b) Other transactions with key management personnel
Transactions entered into with any Directors or other key management personnel of the Group, including their personally related parties, are at normal
commercial terms.
127
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 29 Related party transactions (continued)
(b) Other transactions with key management personnel (continued)
Between July 2013 and November 2013 the Company operated without a Group Chief Executive Officer while an
executive search was accomplished by the Board. The Board determined that while the search for a Group Chief Executive Officer was accomplished, that the Company would be led by a senior management team that would be led by Directors Geoffrey
Brunsdon and James Thompson. As compensation for their services in providing leadership during the transition period to a new Group Chief Executive Officer, the Board determined in November 2013 to pay A$200,000 to Mr Brunsdon and US$200,000 to Mr
Thompson as special one-off awards. The fee was determined by the Remuneration Committee in consultation with a remuneration advisor and then recommended to the Board.
Mr Sato serves as the representative director for Mitsui & Co. Prior to Mr Satos appointment, Mr Sukagawa served as the representative director
for Mitsui & Co. As a result, their respective director remuneration is paid directly to Mitsui & Co. During the year ended 30 June 2014, the Group paid A$183,082 to Mitsui & Co. for director remuneration (2013:
A$203,424).
(c) Transactions with related parties
Related party transactions with the Groups associates and joint ventures are as follows:
|
|
|
|
|
|
|
|
|
|
|
2014 A$m |
|
|
2013 A$m |
|
Sales of goods and services |
|
|
98.1 |
|
|
|
107.1 |
|
Purchases of goods and services |
|
|
539.4 |
|
|
|
531.0 |
|
Management fees and commissions |
|
|
1.8 |
|
|
|
2.6 |
|
Interest income |
|
|
4.7 |
|
|
|
3.9 |
|
Outstanding balances from the Groups associates and joint ventures are as follows:
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Current receivables |
|
|
2.0 |
|
|
|
4.4 |
|
Current payables |
|
|
28.3 |
|
|
|
25.0 |
|
Loans to associate |
|
|
41.1 |
|
|
|
38.9 |
|
Note 30 Parent entity financial information
The Company was incorporated on 20 June 2005. Under the terms of a scheme of arrangement entered into between Sims Metal Management Limited
(formerly known as Sims Group Limited from 20 June 2005 to 21 November 2008) and Sims Group Australia Holdings Limited (SGAHL) (formerly known as Sims Group Limited prior to 20 June 2005) on 31 October 2005, the
shareholders in SGAHL exchanged their shares in that entity for the shares in Sims Metal Management Limited. As required by AASB 3 (IFRS 3), Business Combinations at the time, SGAHL was deemed to be the acquirer in this business
combination. This transaction has therefore been accounted for as a reverse acquisition. Accordingly, the consolidated financial statements of Sims Metal Management Limited have been prepared as a continuation of the consolidated financial
statements of SGAHL. SGAHL, as the deemed acquirer, has applied purchase accounting for its acquisition of Sims Metal Management Limited as at 31 October 2005.
128
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 30 Parent entity financial information (continued)
(a) Summary financial information
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
|
|
|
|
|
(restated) |
|
Statement of financial position: |
|
|
|
|
|
|
|
|
Current assets |
|
|
87.8 |
|
|
|
59.1 |
|
Total assets |
|
|
2,511.4 |
|
|
|
2,585.2 |
|
Current liabilities |
|
|
79.6 |
|
|
|
62.3 |
|
Total liabilities |
|
|
81.4 |
|
|
|
63.7 |
|
Shareholders equity: |
|
|
|
|
|
|
|
|
Contributed equity |
|
|
4,117.0 |
|
|
|
4,116.3 |
|
Reserves |
|
|
126.2 |
|
|
|
112.8 |
|
Accumulated deficit |
|
|
(1,813.2 |
) |
|
|
(1,707.6 |
) |
|
|
|
|
|
|
|
|
|
Total equity |
|
|
2,430.0 |
|
|
|
2,521.5 |
|
|
|
|
|
|
|
|
|
|
Loss for the year1 |
|
|
(105.6 |
) |
|
|
(408.4 |
) |
|
|
|
|
|
|
|
|
|
Total comprehensive loss |
|
|
(105.6 |
) |
|
|
(408.4 |
) |
|
|
|
|
|
|
|
|
|
1 |
The parent entitys loss for 2014 and 2013 included an after-tax non-cash impairment charge of A$105.0 million and A$427.0 million, respectively, against the parent entitys investment in subsidiaries. In
accordance with AASB 136 (IAS 36), the parent entitys investment in subsidiary balance was compared to the higher of its value in use or fair market value less costs to sell, and the comparison identified an impairment in the carrying value of
the parent entitys investment in subsidiaries. This non-cash charge is reversed on consolidation and does not impact the consolidated financial statements of the Group. |
As at 30 June 2013, the Company had current liabilities greater than current assets. The current liabilities primarily represent intercompany balances
between entities, which are a party to a DCG to which the Parent is also a party. Refer to note 27.
(b) Guarantees entered into by the parent entity
The Company has not provided financial guarantees for which a liability has been recognised in the Companys statement of financial position. The
Company and certain of its subsidiaries have given guarantees in respect of the performance of contracts entered into in the ordinary course of business. The amount of these guarantees provided by the Company as at 30 June 2014 was A$38.4
million (2013: A$46.1 million).
On 31 March 2011, the Company provided a guarantee for its proportional share of a lease obligation of a joint
venture of the Group. The Companys proportional amount of the lease obligation remaining as at 30 June 2014 was A$11.8 million (2013: A$14.8 million).
The Company is party to a number of financing facilities and a Deed of Cross Guarantee under which it guarantees the debts of a number of its subsidiaries.
Refer to notes 16 and 27 for details.
(c) Lease commitments
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Not later than one year |
|
|
2.1 |
|
|
|
2.0 |
|
Later than one year, but not later than five years |
|
|
8.6 |
|
|
|
8.5 |
|
Later than five years |
|
|
38.7 |
|
|
|
40.7 |
|
|
|
|
|
|
|
|
|
|
Total lease commitments not recognised as liabilities |
|
|
49.4 |
|
|
|
51.2 |
|
|
|
|
|
|
|
|
|
|
129
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 31 Cash flow information
(a) Cash and cash equivalents
Cash at the end of the
financial year as shown in the consolidated statements of cash flows is reconciled to the related items in the consolidated statements of financial position as follows:
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Cash at bank and on hand |
|
|
57.2 |
|
|
|
46.9 |
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
57.2 |
|
|
|
46.9 |
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents include A$1.2 million of cash held in escrow from the sale of a business for general warranties and
representations.
(b) Reconciliation of loss for the year to net cash inflows from operating activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
2012 |
|
|
|
A$m |
|
|
A$m |
|
|
A$m |
|
|
|
|
|
|
(restated) |
|
|
(restated) |
|
Loss for the year |
|
|
(88.9 |
) |
|
|
(467.3 |
) |
|
|
(623.0 |
) |
Depreciation and amortisation |
|
|
123.9 |
|
|
|
123.5 |
|
|
|
129.9 |
|
Non-cash interest expense |
|
|
1.9 |
|
|
|
2.9 |
|
|
|
2.2 |
|
Dilution loss on change in ownership interest of an associate |
|
|
0.2 |
|
|
|
|
|
|
|
|
|
Unrealised loss/(gain) on held for trading derivatives |
|
|
8.5 |
|
|
|
(2.1 |
) |
|
|
(1.2 |
) |
Fair value (gains)/losses on financial assets at fair value through profit or loss |
|
|
(0.6 |
) |
|
|
6.1 |
|
|
|
2.0 |
|
Impairment of goodwill |
|
|
27.8 |
|
|
|
292.2 |
|
|
|
617.3 |
|
Impairment of intangible assets |
|
|
0.7 |
|
|
|
12.2 |
|
|
|
0.8 |
|
Impairment of property, plant and equipment |
|
|
40.9 |
|
|
|
61.2 |
|
|
|
0.4 |
|
Impairment of investment in an associate |
|
|
|
|
|
|
14.9 |
|
|
|
|
|
Impairment of goodwill in joint venture |
|
|
|
|
|
|
|
|
|
|
57.5 |
|
Net loss/(gain) on disposal of property, plant and equipment |
|
|
2.4 |
|
|
|
0.6 |
|
|
|
(2.8 |
) |
Loss/(gain) on sale of joint ventures and assets |
|
|
|
|
|
|
0.3 |
|
|
|
(35.7 |
) |
Loss on sale of business divisions |
|
|
1.3 |
|
|
|
10.1 |
|
|
|
|
|
Non-cash share-based payments expense |
|
|
11.8 |
|
|
|
16.1 |
|
|
|
24.3 |
|
Non-cash retirements benefit expense |
|
|
1.2 |
|
|
|
1.4 |
|
|
|
1.1 |
|
Imputed portion of interest income on convertible loan |
|
|
(3.0 |
) |
|
|
(2.3 |
) |
|
|
(0.7 |
) |
Equity accounted results net of dividends received |
|
|
10.8 |
|
|
|
25.1 |
|
|
|
13.1 |
|
Change in operating assets and liabilities, excluding the effects of acquisitions and disposals of entities: |
|
|
|
|
|
|
|
|
|
|
|
|
Decrease in trade and other receivables |
|
|
14.8 |
|
|
|
67.5 |
|
|
|
139.6 |
|
Decrease in inventories |
|
|
41.7 |
|
|
|
266.7 |
|
|
|
161.0 |
|
(Increase)/decrease in prepayments |
|
|
(0.7 |
) |
|
|
19.1 |
|
|
|
(22.1 |
) |
Increase/(decrease) in provisions |
|
|
54.2 |
|
|
|
11.7 |
|
|
|
(15.8 |
) |
Increase/(decrease) in income taxes |
|
|
12.2 |
|
|
|
(3.5 |
) |
|
|
(19.4 |
) |
Increase/(decrease) in deferred taxes |
|
|
14.3 |
|
|
|
(28.0 |
) |
|
|
(40.1 |
) |
Decrease in trade and other payables |
|
|
(65.3 |
) |
|
|
(131.1 |
) |
|
|
(98.8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash inflows from operating activities |
|
|
210.1 |
|
|
|
297.3 |
|
|
|
289.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
130
Notes to the Consolidated Financial Statements
For the year ended 30 June 2014
Note 31 Cash flow information (continued)
(c) Non-cash investing and financing activities
During the year ended 30 June 2014, the Group acquired equipment by means of finance leases totaling A$2.8 million (2013: nil). Refer to note 12.
During the year ended 30 June 2014, the Group disposed of equipment totaling A$4.5 million (2013: nil) for which the cash proceeds were not received
until July 2014.
Note 32 Assets/liabilities classified as held for sale
|
|
|
|
|
|
|
|
|
|
|
2014 |
|
|
2013 |
|
|
|
A$m |
|
|
A$m |
|
Assets classified as held for sale |
|
|
|
|
|
|
|
|
Trade and other receivables |
|
|
|
|
|
|
16.1 |
|
Inventory |
|
|
|
|
|
|
25.3 |
|
Property, plant and equipment |
|
|
7.4 |
|
|
|
11.3 |
|
Prepayments |
|
|
|
|
|
|
0.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
7.4 |
|
|
|
53.1 |
|
|
|
|
|
|
|
|
|
|
Liabilities directly associated with assets classified as held for sale |
|
|
|
|
|
|
|
|
Trade and other payables |
|
|
|
|
|
|
6.9 |
|
Provisions |
|
|
|
|
|
|
9.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16.6 |
|
|
|
|
|
|
|
|
|
|
Assets held for sale at 30 June 2014 include excess property and equipment in the US and Australia which the Group
expects to sell within the next financial year.
Assets held for sale at 30 June 2013, including directly associated liabilities, represented
non-core assets in the US which were sold during the year ended 30 June 2014. Refer to note 26(b) for additional information.
131
Directors Declaration
In the Directors opinion:
|
a) |
The financial statements and notes set out on pages 53 to 131 are in accordance with the Corporations Act 2001, including: |
|
i) |
complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements, and |
|
ii) |
giving a true and fair view of the consolidated entitys financial position as at 30 June 2014 and of its performance for the financial year ended on that date, and |
|
b) |
there are reasonable grounds to believe that Sims Metal Management Limited will be able to pay its debts as and when they become due and payable, and |
|
c) |
at the date of this declaration, there are reasonable grounds to believe that the members of the Extended Closed Group identified in note 27 will be able to meet any obligations or liabilities to which they are, or may
become, subject by virtue of the Deed of Cross Guarantee described in note 27. |
Note 1(b) confirms that the financial statements also comply
with International Financial Reporting Standards as issued by the International Accounting Standards Board.
The directors have been given the
declarations by the Group Chief Executive Officer and the Group Chief Financial Officer required by section 295A of the Corporations Act 2001.
The
declaration is made in accordance with a resolution of the Directors.
|
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|
|
|
|
|
|
G N Brunsdon |
|
G Claro |
Chairman |
|
Managing Director and Group CEO |
|
|
Sydney |
|
New York |
22 August 2014 |
|
21 August 2014 |
132
Independent auditors report to the members of Sims Metal Management Limited
Report on the financial report
We have audited the
accompanying financial report of Sims Metal Management Limited (the company), which comprises the statement of financial position as at 30 June 2014, the income statement, statement of comprehensive income, statement of changes in equity and
statement of cash flows for the year ended on that date, a summary of significant accounting policies, other explanatory notes and the directors declaration for Sims Metal Management Limited (the consolidated entity). The consolidated entity
comprises the company and the entities it controlled at years end or from time to time during the financial year.
Directors responsibility
for the financial report
The directors of the company are responsible for the preparation of the financial report that gives a true and fair view in
accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that is free from material misstatement,
whether due to fraud or error. In Note 1, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that the financial statements comply with International Financial Reporting Standards as
issued by the International Accounting Standards Board.
Auditors responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing
Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on
the auditors judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the
consolidated entitys preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
entitys internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Independence
In conducting our audit, we have
complied with the independence requirements of the Corporations Act 2001.
PricewaterhouseCoopers, ABN 52 780 433 757
Darling Park Tower 2, 201 Sussex Street, GPO BOX 2650, SYDNEY NSW 1171
T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
133
Auditors opinion
In our opinion:
(a) |
the financial report of Sims Metal Management Limited is in accordance with the Corporations Act 2001, including: |
|
(i) |
giving a true and fair view of the consolidated entitys financial position as at 30 June 2014 and of its performance for the year ended on that date; and |
|
(ii) |
complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001. |
(b) |
the financial report and notes also comply with International Financial Reporting Standards as disclosed in Note 1. |
Report on the Remuneration Report
We have audited
the remuneration report included in pages 15 to 51 of the directors report for the year ended 30 June 2014. The directors of the company are responsible for the preparation and presentation of the remuneration report in accordance with
section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the remuneration report, based on our audit conducted in accordance with Australian Auditing Standards.
Auditors opinion
In our opinion, the remuneration
report of Sims Metal Management Limited for the year ended 30 June 2014 complies with section 300A of the Corporations Act 2001.
|
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|
|
|
|
|
|
|
PricewaterhouseCoopers |
|
|
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|
|
|
|
|
David Wiadrowski |
|
Sydney |
Partner |
|
22 August 2014 |
134
Annual Financial Report Extracts Presented in US Dollars
The audited financial statements of the Group presented in Australian dollars (A$) are included in pages 53 to 57. On pages 136 to 138, extracts
from the audited financial statements are presented in US dollars (US). This information does not form the part of the audited financial statements. The translation from A$ to US$ is included solely for the convenience of the reader. The
financial statements as at and for the year ended 30 June 2014 have been translated into US$ at US$1.00 = A$1.0616 based on the closing exchange rate published by the Reserve Bank of Australia.
135
Sims Metal Management Limited
Consolidated US$ Income Statement
For the year ended 30 June 2014
|
|
|
|
|
|
|
2014 |
|
|
|
US$m |
|
Revenue |
|
|
6,729.9 |
|
Other income |
|
|
19.9 |
|
Raw materials used and changes in inventories |
|
|
(4,917.2 |
) |
Freight expense |
|
|
(503.0 |
) |
Employee benefits expense |
|
|
(555.2 |
) |
Depreciation and amortisation expense |
|
|
(116.7 |
) |
Repairs and maintenance expense |
|
|
(97.1 |
) |
Other expenses |
|
|
(548.1 |
) |
Impairment of goodwill and other intangibles |
|
|
(26.8 |
) |
Finance costs |
|
|
(21.9 |
) |
Share of results of associates and joint ventures |
|
|
(3.1 |
) |
Loss before income tax |
|
|
(39.3 |
) |
Income tax expense |
|
|
(44.4 |
) |
|
|
|
|
|
Loss for the year |
|
|
(83.7 |
) |
|
|
|
|
|
|
|
|
|
US¢ |
|
Loss per share: |
|
|
|
|
Basic |
|
|
(40.8 |
) |
Diluted |
|
|
(40.8 |
) |
136
Sims Metal Management Limited
Consolidated US$ Statement of Financial Position
As at 30 June 2014
|
|
|
|
|
|
|
2014 |
|
|
|
US$m |
|
ASSETS |
|
|
|
|
Current assets |
|
|
|
|
Cash and cash equivalents |
|
|
53.9 |
|
Trade and other receivables |
|
|
419.7 |
|
Inventory |
|
|
513.4 |
|
Other financial assets |
|
|
48.8 |
|
Assets classified as held for sale |
|
|
7.0 |
|
|
|
|
|
|
Total current assets |
|
|
1,042.8 |
|
|
|
|
|
|
Non-current assets |
|
|
|
|
Investments in associates and joint ventures |
|
|
296.6 |
|
Other financial assets |
|
|
6.8 |
|
Property, plant and equipment |
|
|
850.6 |
|
Retirement benefit assets |
|
|
2.0 |
|
Deferred tax assets |
|
|
93.6 |
|
Goodwill |
|
|
131.2 |
|
Other intangible assets |
|
|
72.1 |
|
|
|
|
|
|
Total non-current assets |
|
|
1,452.9 |
|
|
|
|
|
|
Total assets |
|
|
2,495.7 |
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
Current liabilities |
|
|
|
|
Trade and other payables |
|
|
538.1 |
|
Borrowings |
|
|
0.5 |
|
Other financial liabilities |
|
|
4.2 |
|
Current tax liabilities |
|
|
23.4 |
|
Provisions |
|
|
72.0 |
|
|
|
|
|
|
Total current liabilities |
|
|
638.2 |
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
Payables |
|
|
6.1 |
|
Borrowings |
|
|
13.6 |
|
Deferred tax liabilities |
|
|
62.2 |
|
Provisions |
|
|
43.7 |
|
Retirement benefit obligations |
|
|
4.3 |
|
Total non-current liabilities |
|
|
129.9 |
|
|
|
|
|
|
Total liabilities |
|
|
768.1 |
|
|
|
|
|
|
Net assets |
|
|
1,727.6 |
|
|
|
|
|
|
EQUITY |
|
|
|
|
Contributed equity |
|
|
2,634.3 |
|
Reserves |
|
|
(190.6 |
) |
Accumulated deficit |
|
|
(716.1 |
) |
|
|
|
|
|
Total equity |
|
|
1,727.6 |
|
|
|
|
|
|
137
Sims Metal Management Limited
Consolidated US$ Cash Flow Statement
For the year ended 30 June 2014
|
|
|
|
|
|
|
2014 |
|
|
|
US$m |
|
Cash flows from operating activities |
|
|
|
|
Receipts from customers (inclusive of GST) |
|
|
6,872.4 |
|
Payments to suppliers and employees (inclusive of GST) |
|
|
(6,656.8 |
) |
Interest received |
|
|
5.7 |
|
Interest paid |
|
|
(21.3 |
) |
Insurance recoveries |
|
|
8.4 |
|
Dividends received from associates and joint ventures |
|
|
7.5 |
|
Income taxes paid |
|
|
(18.0 |
) |
|
|
|
|
|
Net cash inflow from operating activities |
|
|
197.9 |
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
Payments for property, plant and equipment |
|
|
(60.4 |
) |
Proceeds from sale of property, plant and equipment |
|
|
4.5 |
|
Proceeds from sale of business division |
|
|
36.2 |
|
Payments for other financial assets |
|
|
(1.0 |
) |
Proceeds from sale of other financial assets |
|
|
1.6 |
|
Loans to a joint venture |
|
|
(3.4 |
) |
Proceeds from repayment on joint venture loans |
|
|
3.4 |
|
Loan to third parties |
|
|
(1.0 |
) |
Proceeds from repayment on third party loans |
|
|
19.3 |
|
|
|
|
|
|
Net cash outflow from investing activities |
|
|
(0.8 |
) |
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
Proceeds from borrowings |
|
|
2,506.4 |
|
Repayment of borrowings |
|
|
(2,693.3 |
) |
Fees paid for loan facilities |
|
|
(1.6 |
) |
Repayment of finance leases |
|
|
(0.3 |
) |
Proceeds from issue of shares |
|
|
0.7 |
|
|
|
|
|
|
Net cash outflow from financing activities |
|
|
(188.1 |
) |
|
|
|
|
|
Net increase in cash and cash equivalents |
|
|
9.0 |
|
Cash and cash equivalents at the beginning of the financial year |
|
|
44.2 |
|
Effects of exchange rate changes on cash and cash equivalents |
|
|
0.7 |
|
|
|
|
|
|
Cash and cash equivalents at the end of the financial year |
|
|
53.9 |
|
|
|
|
|
|
138
Exhibit 99.2
Financial
Results Full year ended 30 June 2014 Galdino Claro, Group Chief Executive Officer Rob Larry, Group Chief Financial Officer 22 August 2014
Disclaimer
Cautionary Statements Regarding Forward -Looking Information This presentation may contain forward -looking statements, including statements about Sims Metal Managements financial condition, results of operations, earnings outlook and
prospects. Forward -looking statements are typically identified by words such as plan, believe, expect, anticipate, intend, outlook, estimate, forecast,
project and other similar words and expressions. These forward -looking statements involve certain risks and uncertainties. Our ability to predict results or the actual effects of our plans and strategies is subject to inherent
uncertainty. Factors that may cause actual results or earnings to differ materially from these forward -looking statements include those discussed and identified in filings we make with the Australian Securities Exchange and the United States
Securities and Exchange Commission (SEC), including the risk factors described in the Companys Annual Report on Form 20-F, which we filed with the SEC on 16 October 2013. Because these forward -looking statements are subject
to assumptions and uncertainties, actual results may differ materially from those expressed or implied by these forward -looking statements. You are cautioned not to place undue reliance on these statements, which speak only as of the date of this
release. All subsequent written and oral forward -looking statements concerning the matters addressed in this presentation and attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary
statements contained or referred to in this release. Except to the extent required by applicable law or regulation, we undertake no obligation to update these forward -looking statements to reflect events or circumstances after the date of this
release. All references to currencies, unless otherwise stated, reflect measures in Australian dollars. 2
Agenda
Results Overview Regional Performance Financial Results Strategic Progress Update Outlook Appendix 3
Strong
earnings recovery and net cash position Sales Revenue Cash from operations $7,129m -1% $210m 29% Underlying EBITDA 1 Net Cash $242m $42m 27% n/m Underlying EBIT Gearing $119m (net cash) 77% n/m Underlying NPAT Underlying EPS (diluted) $69m 333%
33.6c 336% Statutory NPAT Statutory EPS (diluted) -$89m n/m -43.5c n/m Sales Tonnes Final Dividend 11.8Mt -8% 10.0c n/m 1. Underlying excludes goodwill and other intangible asset impairments, and all other significant items n/m = not meaningful 4
Progress
towards 5 year strategic plan 350 A$m 300 250 Clear pathway for further 200 +77% significant EBIT growth EBIT growth 150 in FY14 100 Management Improvement Initiatives 50 Streamline Optimis e Grow 0 FY13 FY14 Streamline Supplier Operational Product
Quality Grow Target 1 Underlying Underlying Relationships Excellence & Service EBIT EBIT EBIT & Logistics 1. EBIT target upwardly revised by $16m to account for FY14 positive currency impact 5
Earnings
growth driven by Australia and UK Metals Underlying EBIT of $119m, up by 77% A$m +40 +33 119 -21 67 FY13 North America Australasia Europe FY14 Underlying Underlying EBIT 1 EBIT North America EBIT decreased $21m over FY13 due to lower earnings
from electronics recycling (SRS) and lower sales volumes in metals recycling, impacted by severe winter weather Australasia EBIT increased by $33m over FY13 boosted by both stronger sales volumes and an expansion in sales margins
in the Australia metals recycling business Europe EBIT increased $40m over FY13, due to materially improved results in UK Metals and SRS Germany, offset partially by losses in UK SRS 1. Underlying excludes goodwill and other intangible asset
impairments, and all other significant items 6
Regional
Performance Rob Larry, Group CFO 7
North
America Regional Results A$m FY14 FY13 Chg % Sales Revenue 4,253.5 4,534.6 (6.2) Underlying EBITDA 82.9 102.1 (18.8) Underlying EBIT 12.7 34.0 (62.6) Sales Volumes (mt) 8.152 9.377 (13.1) Sales Margin (%) 16.5% 15.4% A$m +23
+48 +9 -10 102 83 75 -89 FY13 Sales Volumes Controllable Other 2 FX FY14 1 EBITDA margins Costs EBITDA Performance North America underlying EBITDA of $83m was lower by 19% over FY13 Regional results impacted by 13% lower metal
recycling volumes, abnormally severe winter weather and certain divestments of non-core businesses Lower underlying EBITDA from North America SRS due to competitive market conditions and losses in SRS Canada Controllable costs on a
constant currency basis reduced by $48m over FY13 Strategic Progress Implementation of improved buying practices and divestment of underperforming businesses driving sales margins increase from 15.4% to 16.5% Divestiture of non-core
Aerospace Metals and Birmingham, AL, Salt Lake City, UT, and Mobile, AL metals recycling assets Closure of SRS facilities in Edison, NJ and Dallas, TX and decision to exit the SRS Canada business Completion of New England expansion and
New York Municipal Recycling Plant in Brooklyn 1. Underlying excludes goodwill and other intangible asset impairments, and all other significant items 2. Other includes, hedging gains and losses, and other income 8
Australasia Regional Results A$m FY14 FY13 Chg % Sales Revenue 1,223.9 1,083.1 13.0 Underlying EBITDA 114.1 78.1 46.1
Underlying EBIT 85.5 52.1 64.1 Sales Volumes (mt) 2,054 1,764 16.4 Sales Margin (%) 28.0% 23.9% A$m +49 +40 +1 -40 -14 114 78 FY13 Sales Volumes Controllable Other 2 FX FY14 EBITDA 1 margins Costs EBITDA Performance Australasia
underlying EBITDA of $114m increased by 46%, primarily driven by stronger earnings from Australia metals recycling Sales volumes 16% higher over FY13 and sales margins expanded from 23.9% to 28.0% Australia Metals benefiting from
recent capital investments including upgrades at the St Marys yard in NSW, and the installation of a downstream non- ferrous recovery plant in VIC Higher controllable costs due to 14% increase in intake volumes over FY13 Strategic
Progress Commenced new shredder construction in Western Australia. The operations will replace an existing shredder while adding capacity for future market growth. 1. Underlying excludes goodwill and other intangible asset impairments, and
all other significant items 2. Other includes, income from JVs, associates, FX, hedging gains and losses, and other income 9
Europe
Regional Results A$m FY14 FY13 Chg % Sales Revenue 1,651.6 1,575.3 4.8 Underlying EBITDA 45.4 10.2 345.1 Underlying EBIT 20.3 (19.2) NMF Sales Volumes (mt) 1,609 1,645 (2.2) Sales Margin 2 (%) 20.0% 18.5% A$m +44 +6 -10 45 39 +1 10 -6
3 FY13 Sales Volumes Controllable Other FX FY14 1 EBITDA margins Costs EBITDA Performance Europe underlying EBITDA of $45m improved by 345%, driven by solid performance at UK Metals and Germany SRS, more than offsetting increased losses at UK
SRS Underlying EBITDA margins increased from 0.6% to 2.7% due to improved controls over raw material procurement and controllable cost reductions Sales volumes relatively flat despite idling two shredders during FY13
Controllable costs on a constant currency basis reduced by a further $44m over FY13 Strategic Progress Decision made in June 2014 to materially exit the loss making UK SRS business with net EBIT benefit expected to be realised over FY15 and
FY16 Bob Kelman, former President of North America Metals, appointed Managing Director of European Metals to promote further growth of the metals recycling business in Europe 1. Underlying excludes goodwill and other intangible asset
impairments, and all other significant items 2. Sales Margin % for FY13 was revised to eliminate the impact of the $64m of UK inventory write-downs and $3m of NRV adjustments 3. Other includes, hedging gains and losses, and other income 10
Product
Category Results Underlying EBITA m ) 1 (A$ FY14 FY13 Chg % Ferrous 2 150.5 116.0 29.7 Non Ferrous 61.5 57.0 7.9 SRS 24.8 24.3 2.1 JVs & Other 17.8 12.5 42.4 Corp & Regional Costs (117.8) (120.5) (2.2) Amortisation
(18.3) (22.4) (18.3) Underlying EBIT 118.5 66.9 77.1 Sales Volumes (mt3) FY14 FY13 Chg % Ferrous 4 8.401 9.359 (10.2) Ferrous Brokerage 2.847 2.840 0.2 Non Ferrous 0.567 0.550 3.1 Total 11.815 12.786 (7.6) Performance
Ferrous EBITA increased 30%, due to stronger margins per tonne driven by improved buying practices and lower controllable costs Non-Ferrous EBITA increased 8% due to stronger sales volumes and wider sales margins SRS EBITA improved 2%
driven by stronger earnings in SRS Germany and Australasia, offset partially by losses in SRS Canada and UK SRS Corporate and Regional costs reduced by 2% due to increased focus on overhead cost reductions at both the corporate and regional
levels SRS Sales Revenue by Region FY14 29% North America Australasia Europe 4% 67% 1. Underlying excludes goodwill and other intangible asset impairments, and all other significant items 2. Includes all Ferrous products (incl.
brokerage & NFSR), 3. Sales volumes in million metric tonnes, 4. Excludes Ferrous Brokerage 11
Financial
Review Rob Larry, Group CFO 12
Financial
Results (A$m) FY14 FY13 Change (%) Sales Revenue 7,129.0 7,193.0 (0.9) Statutory EBITDA 124.8 (42.5) nmf Underlying EBITDA 242.4 190.4 27.3 Statutory EBIT (27.6) (470.4) nmf Underlying EBIT 118.5 66.9 77.1 Interest Expense
(23.2) (25.5) 9.0 Interest Income 9.0 7.3 23.3 Net Interest Expense (14.2) (18.2) nmf Tax (Expense) / Benefit (47.1) 21.3 nmf Statutory Net Loss After Tax (88.9) (467.3) nmf Underlying Net Profit After Tax 68.8
15.9 332.7 1. See slide 47 for a reconciliation of statutory to underlying tax expense 2. nmf = not meaningful 13
FY14
Significant Items North Pre-Tax After-Tax (A$m) Australasia Europe America Total Total Non-cash Goodwill & Intangible Asset Impairment $$28.5 $$28.5 $22.9 Fixed Asset Impairment (2.4) 12.4 30.9 40.9 41.6 Write-down of
Equipment Spares 0.6 0.20.8 0.7 Natural Disaster Expenses, Net of Insurance(2.8)(2.8) (2.8) Fire Destroyed Assets, Net of Insurance(5.3)(5.3) (5.3) Net Reversal of a Loan
Impairment(4.9)(4.9) (4.9) Inventory Adjustments to Net Realisable Value0.90.9 0.9 Write-down of CTG Derivatives & Equity Acc. Losses 13.0 13.0 13.0 Adjustments made by Joint
Ventures3.03.0 3.0 Lease Settlements/Onerous Leases11.2 20.6 31.8 31.5 Redundancies 0.6 8.5 7.6 16.7 16.3 Settlement of Disputes with Third Parties1.31.3 1.3 Costs Associated with new CEO Appointment 0.3 0.71.0
0.9 Yard Closure/Dilapidations (0.6) 4.8 5.6 9.8 9.8 Credit Provisions/Losses3.53.5 3.4 Multi-employer Pension Plan Withdrawal6.36.3 6.3 Loss on Sale of Business Divisions 0.1 1.21.3 1.2 Other0.30.3 0.3
Write-off of Deferred Tax Asset 0.0 17.6 Total Significant Items for FY14 $11.6 $69.8 $64.7 $146.1 $157.7 14
Cash Flows
(A$m) FY14 FY13 Change (A$m) Net Cash Inflows from Operating Activities 210.1 297.3 (87.2) Capital Expenditure (64.1) (149.0) 84.9 Proceeds from Divestments 38.4 44.9 (6.5) Payments for Acquisitions of Subsidiaries, Net of
Cash(28.1) 28.1 Other Investing Activities, Net 24.8 (13.4) 11.4 Net Cash Outflows from Investing Activities (0.9) (118.8) 117.9 Net Repayments / Borrowings (198.4) (157.3) (41.1) Other Financing Activities, Net
(1.3) (29.2) 27.9 Net Cash Outflows from Financing Activities (199.7) (186.5) (13.2) 15
Capital
Expenditure A$m Capital Expenditure Depreciation 200 180 160 140 120 100 80 60 40 20 0 FY09 FY10 FY11 FY12 FY13 FY14 FY15 (E) Increased rigor around capital allocation in FY14 FY14 capital expenditures reduced to $64m with New
England expansion and New York City Municipal Recycling (Phase I) projects now complete, and includes early stage investment for expansion in Western Australia FY15 capital expenditure expected range from $100 to $120m FY15 planned
expansionary projects include the new yard and shredder plant in Western Australia and upgrade investments at three of our non- ferrous metal recovery plants in North America 16
Financial
Strength A$m Net Debt Gearing (RHS) 1 350 12% 300 10% 250 8% 200 6% 150 4% 100 2% 50 0 0% -2% -50 -100 -4% FY09 FY10 FY11 FY12 FY13 FY14 1. Gearing is calculated as Net Debt / (Net Debt + Equity) Balance sheet strength through debt
elimination from cash flows was accomplished in FY14 Net debt was reduced by $196 million in FY14, to net cash of $42 million, at 30 June 2014 Financial strength through low gearing is core to our strategy Undrawn lines of
credit are circa $1.3 billion as at 30 June 2014 Balance sheet capacity and improved management confidence in the outlook support the resumption of a final dividend payment determined for FY14 17
Strategic
Progress Update Galdino Claro, Group CEO 18
A clear
five-year strategic plan Grow Optimise Organic market share growth and feeder yard network expansion Selective acquisitive growth Streamline Return to growth in Global SRS Strengthen supplier relationships with asset
management and Exploit local & global logistics Share operational best practices corporate services offerings Lead on product quality and Exit non-strategic businesses services Further cost reductions 1-2
YEARS 3-4 YEARS 5 YEARS 19
Implementation progress ramping up Streamline Optimise Grow Implementation 1-2 years 3-4 years 5 years FY14 Progress
Decision to exit SRS business Transactional profitability Volume decline in FY14 due to in UK and Canada reporting implemented in a mix of divestments, adverse North America Metals selected operating regions weather and
market factors consolidation into 3 regions Rollout of new transport cost Market share remained steady Exit of non-core Aerospace reporting tools in FY14 within core markets Metals, Utah and Gulf-region First shipments of
custom CFO relocation from Chicago value added product to New York head office FY15 Objectives Wind down of SRS business in Establish Project Management Ramp up of recent investment UK and Canada Ofiice(PMO) to drive
strategy in Australia and New England 50% of target $32 million EBIT implementation and reporting Add to feeder yard network in annual streamline benefits across the group SRS growth in emerging expected to be achieved
Full roll out of transactional markets including South Africa, profitability management tools Dubai, and SE Asia New shredder and yard Further expansion of SRS expansion in Western Australia asset management platform 20
Early
stage gains from strategy being realised 140 A$m 120 100 80 0 60 40 67 20 Streamline 0 FY13 Streamline Underlying EBIT Streamline EBIT benefits from streamline actions to be realised over FY15 and FY16 +19 0 +31 Optimise Supplier Operational
Product Quality Relationships Excellence & Service & Logistics Optimise Gains from Supplier Relationships & Logistics starting to flow through in stronger sales margins Operational Excellence gains being made
through controllable cost reductions and improved material yields Product Quality & Service strategies to be progressively initiated over FY15 +16 -14 119 Grow Grow Currency Benefit FY14 Underlying EBIT Grow Volumes negatively
impacted by abnormally severe winter weather and divestments of non-core businesses Market share retained in core-markets 21
Outlook
Galdino Claro, Group CEO 22
Outlook
Implementation of five year strategic plan is gathering pace, with further benefits from our Streamline and Optimise phases to be delivered in FY15 50% of the $32 million in annual EBIT benefits from our Streamline program to be
achieved in FY15 FY15 capex is expected to be between $100 million to $120 million FY15 expansionary projects include a new yard and shredder plant in Western Australia; Upgrade investments at three of our non-ferrous metal
recovery plants in North America At this early stage of trading in FY15, intake volume has shown minor sequential improvement across all regions Maintain conservative view that external market conditions in the near-term will remain
constrained 23
Appendix A
External Operating Environment
External
Operating Environment United States Australia United Kingdom GDP Growth 1 4.0% 3.5% 3.1% Unemployment 2 6.2% 6.4% 6.4% Consumer 91 99 -2 Confidence 3 Purchasing 58 51 55 Managers Index4 New Car Sales5 16.4m 1.1m 2.6m Steel Production 6 87.0mt 4.6mt
11.9mt 1) Annual GDP growth (source: BEA, ABS, ONS) 2) Latest monthly data (source: BLS, ABS, ONS) 3) Latest monthly data (source: Conference Board, WestPac, GfK NOP) 4) Latest monthly data, >50 indicates expansion (source: ISM, AIG, Markit) 5)
Annualised vehicle sales (source: Wards Auto, ABS, SMMT) 6) 2013 crude steel production change over previous year (source: WSA) Improvement / decline on the prior period 25
Appendix B
Reporting segment information
Financial
Overview FY 2014 FY 2013 Change (%) Sales Revenue ($m) 7,129.0 7,193.0 (0.9) EBITDA ($m) 124.8 (42.5) (393.6) Underlying EBITDA ($m)* 242.4 190.4 27.3 Goodwill & Intangible Asset Impairment ($m) 28.5 304.4
(90.6) Depreciation ($m) 105.6 101.1 4.5 Amortisation ($m) 18.3 22.4 (18.3) EBIT ($m) (27.6) (470.4) (94.1) Underlying EBIT ($m)* 118.5 66.9 77.1 NPAT ($m) (88.9) (467.3) (81.0) Underlying NPAT ($m)* 68.8 15.9
332.7 EPS (cents) diluted (43.5) (228.6) (81.0) Underlying EPS (cents) diluted* 33.6 7.7 336.4 Net cash inflow from operating activities ($m) 210.1 297.3 (29.3) Capital Expenditures ($m) 64.1 149.0 (57.0) Net
(Cash) Debt ($m) (42.3) 153.8 (127.5) Net (Cash) Debt/[Net (Cash) Debt +Equity] (%) nmf 7.4% (132.0) Sales Tonnes (000) 11,814 12,786 (7.6) Full Fiscal Year Dividend Determined (cents per share) 10.0
0.0*Underlying EBITDA, EBIT, NPAT and EPS are adjusted to exclude significant items as listed on slides 31 and 32. 27
Sales
Revenue by Region FY 2014 FY 2013 17.2% 21.9% 15.1% 23.2% Australasia North America Europe 59.6% 63.0% $m FY 2014 FY 2013 Change (%) Decline in North America sales revenue primarily relates to a 10% decline in sales Australasia 1,223.9
1,083.1 13.0 volume. North America 4,253.5 4,534.6 (6.2) Europe 1,651.6 1,575.3 4.8 Total $7,129.0 $7,193.0 (0.9) 28
Sales
Revenue by Product FY 2013 0.8% 13.5% 48.1% 18.8% 14.5% 4.3% Ferrous brokerage sales associated with SAR JV were $519.1 million and $577.4 million, in FY 2014 and FY 2013, respectively. The increase in NFSR sales and decrease in
Recycling Solutions sales in FY14 is the result of a change in presentation of sales from the heavy media plant in the UK from Recycling Solutions in FY13 to NFSR in FY14. 29 FY 2014 0.8% Ferrous Trading 12.8% Non Ferrous Shred Recovery 46.6%
Ferrous Brokerage 19.1% Non Ferrous Trading Recycling Solutions 15.8% Manufacturing/Other 4.9% $m FY 2014 FY 2013 Change (%) Ferrous Trading $3,322.0 $3,462.6 (4.1) Non Ferrous Shred Recovery 352.5 312.3 12.9 Ferrous Brokerage 1,126.9
1,042.1 8.1 Non Ferrous Trading/Brokerage 1,361.5 1,353.0 0.6 Recycling Solutions 909.8 968.8 (6.1) Manufacturing/Other 56.3 54.2 3.9 Total $7,129.0 $7,193.0 (0.9)
EBITA (pre
-goodwill & intangible asset impairment) by Region $100 74.9 $50 10.1 millions) $0 FY 2014 in (11.7) (8.7) (18.3) FY 2013 -$50 (44.0) (22.4) $ s ( -$100 -$150 (145.0) $m FY 2014 FY 2013 Change (%) 1.
EBITA by Region is before any add-back of significant items other than the amortisation of Australasia (2) 76.8 18.9 306.3 intangibles and goodwill and other intangible asset impairment. North America (2) (15.3) (2.8) 446.4 2.
EBITA by Region was adversely impacted by significant items other than goodwill and Europe (2) (44.0) (145.0) (69.7) intangible asset impairments as follows: EBITA by Region (1) $17.5 ($128.9) (113.6) FY 2014 FY 2013
Amortisation of intangibles (18.3) (22.4) (18.3) Australasia $11.6 $42.9 EBIT (pre-goodwill & intangible asset impairment) $0.9 ($166.0) (100.5) North America $41.3 $62.3 Goodwill & other intangible asset
impairment (28.5) (304.4) (90.6) Europe $64.7 $127.7 EBIT (post-goodwill & intangible asset impairment) ($27.6) ($470.4) (94.1) Total $117.6 $232.9 30
Significant Items by Region FY 2014 31 After-Tax Australasia North America Europe Pre-Tax Total Total $m FY 2014
Non-cash Goodwill & Intangible Asset Impairment $$28.5 $$28.5 $22.9 Fixed Asset Impairment (2.4) 12.4 30.9 40.9 41.6 Write-down of Equipment Spares 0.6 0.20.8 0.7 Natural Disaster Expenses, Net of Insurance
(2.8)(2.8) (2.8) Recoveries Fire Destroyed Assets, Net of Insurance Recoveries(5.3)(5.3) (5.3) Net Reversal of a Loan Impairment(4.9)(4.9) (4.9) Inventory Adjustments to Net
Realisable Value0.90.9 0.9 Write-down of CTG Derivatives and Equity 13.0 13.0 13.0 Accounted Losses Adjustments made by Joint Ventures3.03.0 3.0 Lease Settlements/Onerous Leases11.2 20.6 31.8 31.5 Redundancies
0.6 8.5 7.6 16.7 16.3 Settlement of Disputes with Third Parties1.31.3 1.3 One-time Costs Associated with New CEO 0.3 0.71.0 0.9 Yard Closure/Dilapidations (0.6) 4.8 5.6 9.8 9.8 Credit Provisions/Losses3.53.5 3.4
Multi-employer Pension Plan Withdrawal Liability6.36.3 6.3 Loss on Sale of Business Divisions 0.1 1.21.3 1.2 Other0.30.3 0.3 Write-off of Deferred Tax Asset 0.0 17.6 Total Significant Items for FY2014 $11.6
$69.8 $64.7 $146.1 $157.7
Significant Items by Region FY2013 After-Tax Australasia North America Europe Pre-Tax Total Total $m FY 2013
Non-cash Goodwill & Intangible Asset Impairment $$300.7 $3.7 $304.4 $270.8 Impairment of Investment in Associate 14.914.9 14.9 Fixed Asset Impairment17.1 44.1 61.2 54.7 Write-down of equipment spares 5.1 5.1 5.1
Natural Disaster expenses, net of insurance 4.34.3 2.7 recoveries Impairment of Loan Receivable4.84.8 3.0 UK Inventory Write-downs 63.9 63.9 63.9 Inventory Adjustments to Net Realisable Value2.8 3.2 6.0 4.9
Write-down of CTG derivatives and equity accounted 21.3 21.3 21.3 losses Lease Settlements / Onerous Leases 0.1 8.7 4.3 13.1 9.7 Redundancy Provisions 0.5 4.8 2.0 7.3 5.0 Settlement of a Dispute with a Third Party4.74.7 4.7
Share-based Compensation expense related to 3.43.4 2.1 former CEO Yard Closure / Dilapidations 3.8 0.5 4.2 8.5 7.2 Credit Losses1.1 1.8 2.9 2.0 Transaction & Other Acquisition Costs 1.0 1.2 0.9 3.1 2.4 Loss on Sale of
Business Divisions10.110.1 10.0 Commercial Settlements(1.5) (1.8) (3.3) (2.7) Loss/(Gain) on Sale of Jointly Controlled Assets and 1.3 0.31.6 1.5 Entities Total Significant Items for FY2013 $42.9 $363.0
$131.4 $537.3 $483.2 32
EBITA
(pre-goodwill & intangible asset impairment) by Product $150 136.4 $100 44.4 millions) $50 in $0 s ( $ -$50 -$100 60.9 42.1 9.7 13.7 (63.7) FY 2014 4.2 FY 2013 (28.7) (65.1) EBITA by product is presented
pre-corporate costs (both group and regional head office costs) and amortisation of intangibles. EBITA by product is before add back of significant items and does not reflect any allocation of the write-off of goodwill and intangible asset
impairments to the product categories. Recycling Solutions includes adverse impact from inventory adjustments of $0 million in FY2014 and $48 million in FY2013 and other significant items of approximately $83 million in FY2014 and $41 million
in FY2013. Manufacturing/JVs/Other includes adverse impact from significant items of approximately $3 million and $39 million in FY2014 and FY2013, respectively. Significant items included in the Group & Regional
Corporate Costs totalled approximately $34 million in FY2014 and $40 million in FY2013. 33 $m FY 2014 FY 2013 Change (%) Ferrous Trading (incl. NFSR) 136.4 44.4 207.2 Ferrous Brokerage 9.7 13.7 (29.2) Non Ferrous Trading/Brokerage 60.9
42.1 44.7 Recycling Solutions (63.7) (65.1) (2.2) Manufacturing/JVs/Other 4.2 (28.7) (114.6) EBITA by Product $147.5 $6.4 2,204.7 Group & Regional Corporate Costs (128.3) (150.0) (14.5) Amortisation
of intangibles (18.3) (22.4) (18.3) EBIT (pre-goodwill & intangible asset $0.9 ($166.0) (100.5) impairment)
EBIT
(pre-goodwill and intangible asset impairment) Change by Product 60 40 20 0.9 0 4.1 million -20 21.7 $ -40 32.9 -60 1.4 18.8 -80 -166.0 -100 -120 88.0 -140 -160 -180 Ferrous Non-ferrous FY13 Restated Recycling Mfg/ JVs/ Corporate
Amortisation of Trading & Trading & FY14 EBIT EBIT Solutions Other Costs intangibles Brokerage Brokerage 34
EBIT
(pre-goodwill and intangible asset impairment) Change by Region 60 40 20 0 4.1 0.9 million -20 $ -40 101.0 -60 -80 -166.0 -100 -3.0 -120 -140 64.8 -160 -180 FY13 Restated Amortisation of Australasia North America Europe FY14 EBIT EBIT
intangibles 35
Intake
Volumes by Region FY 2014 FY 2013 [Graphic Appears Here] Total Tonnes (000s) FY 2014 FY 2013 Change (%) Australasia 2,009 1,758 14.3 North America 8,181 9,087 (10.0) Europe 1,593 1,608 (0.9) Total 11,783 12,453 (5.4) 12.9%
14.1% 73.0% Increase in Australasia reflects market gains in Australia from both organic growth and tuck-in acquisitions. Decrease in North America relates to divestiture of business in Alabama, idling of the Gulf Region, and weak
scrap generation impacting overall supply. 36
Intake
Volumes by Product FY 2014 Ferrous Shredded 4.7% 0.0% (incl. NFSR) Other Processed Ferrous 24.2% 34.8% Ferrous Brokerage Non Ferrous Trading/Brokerage Other 36.3% Total Tonnes (000s) FY 2014 FY 2013 Change (%) Ferrous Shred (inc.
NFSR) 4,091 4,416 (7.4) Other Processed Ferrous 4,278 4,584 (6.7) Ferrous Brokerage 2,857 2,866 (0.3) Non Ferrous Trading/Brokerage 557 556 0.2 Other 0 31 (100.0) Total 11,783 12,453 (5.4) FY 2013 4.5% 0.2% 23.0% 35.5% 36.8%
Ferrous brokerage tonnes associated with SAR JV were 1.4 million and 1.5 million tonnes for FY 2014 and FY 2013, respectively. Decline in Ferrous Shred and Other Processed Ferrous mostly relate to North America.
Elimination of Other tonnes relate to reclassification of heavy media plant in FY14. 37
Sales
Volumes by Region FY 2014 13.6% 17.4% Australasia North America Europe 69.0% Total Tonnes (000s) FY 2014 FY 2013 Change (%) Australasia 2,054 1,764 16.4 North America 8,152 9,377 (13.1) Europe 1,609 1,645 (2.2) Total
11,815 12,786 (7.6) FY 2013 12.9% 13.8% 73.3% Sales remained in balance with intake volumes. Increase in Australasia reflects market gains in Australia from both organic growth and tuck-in acquisitions. Decrease in North
America relates to divestiture of business in Alabama, idling of the Gulf Region, and weak scrap generation impacting overall supply. 38
Sales
Volumes by Product FY 2014 Ferrous Shredded 4.8% 0.0% (incl. NFSR) Other Processed Ferrous 24.1% 36.2% Ferrous Brokerage Non Ferrous Trading/Brokerage Other 34.9% Total Tonnes (000s) FY 2014 FY 2013 Change (%) Ferrous Shred (inc.
NFSR) 4,275 4,512 (5.3) Other Processed Ferrous 4,126 4,847 (14.9) Ferrous Brokerage 2,847 2,840 0.2 Non Ferrous Trading/Brokerage 567 550 3.1 Other 0 37 (100.0) Total 11,815 12,786 (7.6) FY 2013 4.3% 0.3% 22.2% 35.3% 37.9%
Ferrous brokerage tonnes associated with SAR JV were 1.4 million and 1.5 million tonnes for FY 2014 and FY 2013, respectively. Declines in Ferrous Shred and Other Processed Ferrous in FY14 relate primarily to North America.
Elimination of Other tonnes relate to reclassification of heavy media plant in FY14. 39
Sales by
Destination FY2014 FY2013 10% 12% Domestic 12% USA / Canada 32% 11% 37% South / Central America Europe Middle East 12% 13% China & HK 1% Northeast Asia 4% 3% 1% SE Asia / Oceania 3% 3% 21% 25% 40
Group
Income Statement $m FY 2014 FY 2013 Change ($) Change (%) Sales Revenue $7,129.0 $7,193.0 ($64.0) (0.9) EBITDA 124.8 (42.5) 167.3 (393.6) Underlying EBITDA 242.4 190.4 52.0 27.3 EBIT (27.6) (470.4) 442.8
(94.1) Underlying EBIT 118.5 66.9 51.6 77.1 Net Interest Expense (14.2) (18.2) 4.0 (22.0) Tax (Expense) Benefit (47.1) 21.3 (68.4) (321.1) Net (Loss) Profit After Tax ($88.9) ($467.3) $378.4 (81.0) Underlying
Net Profit After Tax $68.8 $15.9 $52.9 332.7 41
Group
Balance Sheet As of 30 June As of 30 June $m 2014 2013 Change ($) Change (%) Current Assets $1,107.0 $1,149.3 (42.3) (3.7) Non-current Assets 1,542.4 1,768.1 (225.7) (12.8) Total Assets 2,649.4 2,917.4
(268.0) (9.2) Current Liabilities 677.6 671.4 6.2 0.9 Non-current Borrowings 14.4 189.1 (174.7) (92.4) Other Non-current Liabilities 123.5 127.7 (4.2) (3.3) Total Liabilities 815.5 988.2 (172.7) (17.5) Net
Assets $1,833.9 $1,929.2 (95.3) (4.9) Net (Cash) Debt ($42.3) $153.8 (196.1) (127.5) Net (Cash) Debt/[Net (Cash) Debt +Equity] (%) nmf 7.4% 42
Group Cash
Flow $m FY 2014 FY 2013 Change ($) (Loss) / Profit for the year ($88.9) ($467.3) $378.4 Adjustments for non-cash items Depreciation and amortisation 123.9 123.5 0.4 Unrealised loss/(gain) on held for trading derivatives 8.5 (2.1) 10.6
Impairment of goodwill, PP&E & intangible assets 69.4 365.6 (296.2) Impairment in investment in an associate 0.0 14.9 (14.9) Loss/(Gain) on sale of joint ventures and assets 0.0 0.3 (0.3) Loss on sale of business divisions 1.3
10.1 (8.8) Share-based payments 11.8 16.1 (4.3) Equity accounted profits net of dividends received 10.8 25.1 (14.3) Other 2.1 8.7 (6.6) Change in operating assets and liabilities 71.2 202.4 (131.2) Net cash inflow from
operating activities $210.1 $297.3 ($87.2) Payments for PP&E ($64.1) ($149.0) $84.9 Payments on acquisitions of subsidiaries, net of cash acquired 0.0 (28.1) 28.1 Payments for other financial assets (1.1) (1.4) 0.3 Loan repayments
from third parties, net 19.4 1.6 17.8 Proceeds from sale of PP&E 4.8 4.8 0.0 Proceeds from sale of business divisions 38.4 44.9 (6.5) Proceeds from sale of other financial assets 1.7 1.1 0.6 Proceeds from sale of jointly controlled entities
and assets 0.0 7.3 (7.3) Net cash outflow from investing activities ($0.9) ($118.8) $117.9 Net cash inflows from operating & investing activities $209.2 $178.5 $30.7 43
North
America Regional Results FY 2014 FY 2013 Change (%) Sales Revenue ($m) 4,253.5 4,534.6 (6.2) EBITDA ($m) 41.6 39.8 4.5 Underlying EBITDA ($m) (1) 82.9 102.1 (18.8) Depreciation ($m) 53.3 48.5 9.9 EBITA ($m)
(11.7) (8.7) 34.5 Underlying EBITA ($m) (1) 29.6 53.6 (44.8) Goodwill & Intangible Asset Impairment ($m) 28.5 300.7 (90.5) Amortisation of intangibles ($m) 16.9 19.6 (13.8) EBIT ($m)
(57.1) (329.0) (82.6) Underlying EBIT ($m) (1) 12.7 34.0 (62.6) Assets ($m) 1,494.0 1,660.0 (10.0) Intake Volumes (000s) 8,181 9,087 (10.0) Sales Volumes (000s) 8,152 9,377 (13.1) Employees 3,354
3,618 (7.3) Sales Margin (%) 16.5% 15.4%(1) Underlying EBITDA, EBITA and EBIT are adjusted for significant items. See schedule of significant items on pages 31 and 32. (2) Includes Unallocated Group Corporate items. These
items totaled ($6.1m) and $2.5m in FY14 and FY13 respectively. 44
Australasia Regional Results FY 2014 FY 2013 Change (%) Sales Revenue ($m) 1,223.9 1,083.1 13.0 EBITDA ($m) 102.5
35.2 191.2 Underlying EBITDA ($m) (1) 114.1 78.1 46.1 Depreciation ($m) 27.6 25.1 10.0 EBITA ($m) 74.9 10.1 641.6 Underlying EBITA ($m) (1) 86.5 53.0 63.2 Goodwill Impairment ($m) 0.0 0.0 -Amortisation of intangibles ($m) 1.0 0.9 11.1 EBIT
($m) 73.9 9.2 703.3 Underlying EBIT ($m) (1) 85.5 52.1 64.1 Assets ($m) 629.3 672.0 (6.4) Intake Volumes (000s) 2,009 1,758 14.3 Sales Volumes (000s) 2,054 1,764 16.4 Employees 1,016 984 3.3 Sales Margin (%) 28.0%
23.9%(1) Underlying EBITDA, EBITA and EBIT are adjusted for significant items. See schedule of significant items on pages 31 and 32. (2) Includes Unallocated Group Corporate items. These items totaled $1.5m and $8.8m in FY14 and FY13
respectively. 45
Europe
Regional Results FY 2014 FY 2013 Change (%) Sales Revenue ($m) $1,651.6 $1,575.3 4.8 EBITDA ($m) ($19.3) ($117.5) (83.6) Underlying EBITDA ($m) (1) $45.4 $10.2 345.1 Depreciation ($m) 24.7 27.5 (10.2) EBITA ($m) ($44.0) ($145.0)
(69.7) Underlying EBITA ($m) (1) $20.7 ($17.3) (219.7) Goodwill Impairment ($m) 0.0 3.7 (100.0) Amortisation of intangibles ($m) 0.4 1.9 (78.9) EBIT ($m) ($44.4) ($150.6) (70.5) Underlying EBIT ($m) (1) $20.3
($19.2) (205.7) Assets ($m) $526.1 $585.4 (10.1) Intake Volumes (000s) 1,593 1,608 (0.9) Sales Volumes (000s) 1,609 1,645 (2.2) Employees 1,564 1,718 (9.0) Sales Margin (%) (2) 20.0%
18.5%(1) Underlying EBITDA, EBITA and EBIT are adjusted for significant items. See schedule of significant items on pages 31 and 32. (2) Sales Margin % for FY13 was revised to eliminate the impact of the $64m of UK inventory
write-downs and $3m of NRV adjustments 46
FY14
Income Tax Expense Considerations Profit (Loss) Income Tax $m Before Tax Expense ETR Statutory Result ($41.8) $47.1 112.7% Reconciling Items: Impact of Significant Items 146.1 6.0 Write-off of U.S. Deferred Tax Asset(17.6) Underlying
Losses not Tax Benefited(5.8) Other0.4Underlying Results $104.3 $30.1 28.9% 47
Exhibit 99.3
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ASX & MEDIA RELEASE |
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(ASX: SGM, OTC: SMSMY) |
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22 August 2014 |
SIMS METAL MANAGEMENT ANNOUNCES
FISCAL 2014 FULL YEAR RESULTS
Results
at a Glance
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|
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STATUTORY (A$m) |
|
FY14 |
|
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FY13 |
|
|
Change % |
|
Sales revenue |
|
|
7,129.0 |
|
|
|
7,193.0 |
|
|
|
(0.9 |
) |
EBITDA1 |
|
|
124.8 |
|
|
|
(42.5 |
) |
|
|
NMF |
2 |
EBIT |
|
|
(27.6 |
) |
|
|
(470.4 |
) |
|
|
NMF |
2 |
NPAT |
|
|
(88.9 |
) |
|
|
(467.3 |
) |
|
|
NMF |
2 |
EPS (cents) diluted |
|
|
(43.5 |
) |
|
|
(228.6 |
) |
|
|
NMF |
2 |
|
|
|
|
UNDERLYING (A$m) |
|
FY14 |
|
|
FY13 |
|
|
Change % |
|
Sales revenue |
|
|
7,129.0 |
|
|
|
7,193.0 |
|
|
|
(0.9 |
) |
EBITDA1 |
|
|
242.4 |
|
|
|
190.4 |
|
|
|
27.3 |
|
EBIT |
|
|
118.5 |
|
|
|
66.9 |
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77.1 |
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NPAT |
|
|
68.8 |
|
|
|
15.9 |
|
|
|
332.7 |
|
EPS (cents) diluted |
|
|
33.6 |
|
|
|
7.7 |
|
|
|
336.4 |
|
1 |
EBITDA is an unaudited measurement of non-conforming financial information. |
Key Points
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Underlying earnings before interest and tax (EBIT) of $119 million, up by 77%, driven by higher underlying EBIT margins which increased from 0.9% to 1.7% over the previous year |
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Cash flow from operating activities was $210 million, with a further $38 million received through the sale of non-core businesses |
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Net cash position of $42 million as at 30 June 2014, compared to net debt of $154 million as at 30 June 2013 |
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Final fully franked dividend of 10.0 cents per share determined for FY14 |
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Five year strategic plan now in place to achieve over $300 million EBIT annually through internal initiatives alone, with encouraging early stage gains beginning to be realised |
Sims Metal Management Limited (the Company) today announced a statutory net loss after tax (NLAT) of
$89 million, representing a loss per diluted share of 43.5c for the full year ended 30 June 2014. Underlying net profit after tax (NPAT) was $69 million, representing earnings per diluted share of 33.6 cents.
Sales revenue of $7,129 million in FY14 was down 0.9% compared to FY13. In constant currency terms, sales revenue was down 10.5% due to lower sales volumes
and lower average non-ferrous and precious metal prices.
Sales volumes of 11.8 million tonnes in FY14 decreased by 7.6% versus FY13, due in part to
adverse winter weather in North America. Underlying EBIT margins nearly doubled, driven by cost reductions, divestment of underperforming operations, and early stage benefits from asset optimisation strategies.
Underlying EBIT was $119 million in FY14, an increase of 77.1% over FY13.
In announcing the result, Group CEO Galdino Claro said, The FY14 result is a positive improvement over last year in the face of still challenging market
conditions. While I am encouraged by the progress weve made, much work still needs to be done.
Our stronger result was driven by solid
contributions from our metals recycling businesses in Australasia and Europe, where recent investments and restructuring actions are translating into meaningfully improved earnings. These gains were partially offset by lower earnings from the
e-recycling (SRS) businesses in the UK and North America. Softer earnings in North America metals recycling business were impacted by weak volumes associated with atypically severe winter weather in the second half. Despite these conditions, sales
margins improved in North America as the business began to place more emphasis on transactional profitability.
Regional Performance
Commenting further on the performance of the regions, Mr Claro said, Our Australasian region continued to headline our Group results. Underlying EBIT of
$86 million was up from $52 million in FY13, due to strong gains from Australia Metals. Underlying EBIT margins increased from 4.8% to 7.0% on the back of higher sales volumes, which were up 16.4%, as well as the benefits from recent capital
upgrades at our facilities which began to take hold.
Underlying EBIT for Europe of $20 million was a well-earned turnaround from a loss of
$19 million in the prior year. The improvement was driven by stronger earnings from UK Metals where previously undertaken restructuring actions have gained traction, providing a substantial positive impact on operational efficiency. These
improvements were offset in part by continued losses from UK SRS, which necessitated our recent decision to materially exit that business.
Despite the margin improvement already referred to, underlying EBIT for North America of $13 million was down from $34 million in FY13, due to weaker
earnings from both Metals Recycling and SRS, and abnormally severe winter weather impacting volumes. Through the year, we continued to takes steps to streamline North America, including the exit from our non-core Aerospace Metals, Alabama and Utah
businesses, loss making Gulf region metals recycling business, as well as our loss making SRS operations in Canada.
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Strategic Progress
Remarking on the recent strategic progress at the Company, Mr Claro said, As we begin fiscal 2015 we have accelerated our five year strategic plan to
achieve over $300 million of annual EBIT through internal initiatives alone. While still in the very early stages, our implementation timelines remain on track as we roll out the initiatives across the Group.
The capital budgeting process has now been aligned to the new strategic plan, with a high degree of scrutiny placed on new project proposals. In part
due to this more rigorous process, capital expenditures were reduced by $85 million compared to the prior corresponding year, and no acquisitions were completed in FY14. We will maintain rigor in our capital allocation to ensure we execute on
expansionary projects with the highest realistic expected returns.
Final Dividend
The Company has determined to pay a final dividend for FY14 of 10.0 cents per share, which will be fully franked, on 21 October 2014 to shareholders on
the Companys register at the record date of 7 October 2014. This is an exception to the Companys dividend policy which is to distribute 45% to 55% of NPAT, subject to the discretion of the Board and remains unchanged. The
Companys Dividend Reinvestment Plan remains suspended.
Market Conditions and Outlook
Mr Claro stated on the outlook, The year ahead will be an exciting time at Sims Metal Management. The work towards implementing our five year strategic
plan is gathering pace, with further benefits from our Streamline and Optimise phases to be delivered in FY15.
We expect 50% of the $32
million in annual EBIT benefits from our Streamline program will be achieved in FY15. Roughly half of this is anticipated to be realised in the Europe region, related to the exit from our historically loss making SRS business in the UK.
FY15 capex is expected to be between $100 million to $120 million, with expansionary capex devoted to projects directly aligned with achieving the
Optimise goals set out in our strategic plan. Expansionary projects planned for FY15 include the new yard and shredder plant in Western Australia, and upgrade investments at three of our non-ferrous metal recovery plants in North America.
At this early stage of trading in FY15, intake volume has shown minor sequential improvement across all regions we operate. Despite results so far in
FY15 being consistent with plan, we remain of the view that conditions in the near-term will remain constrained.
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Cautionary Statements Regarding Forward-Looking Information
This release may contain forward-looking statements, including statements about Sims Metal Managements financial condition, results of operations,
earnings outlook and prospects. Forward-looking statements are typically identified by words such as plan, believe, expect, anticipate, intend, outlook, estimate,
forecast, project and other similar words and expressions.
These forward-looking statements involve certain risks and
uncertainties. Our ability to predict results or the actual effects of our plans and strategies is subject to inherent uncertainty. Factors that may cause actual results or earnings to differ materially from these forward-looking statements include
those discussed and identified in filings we make with the Australian Securities Exchange and the
United States Securities and Exchange Commission
(SEC), including the risk factors described in the Companys Annual Report on Form 20-F, which we filed with the SEC on 16 October 2013.
Because these forward-looking statements are subject to assumptions and uncertainties, actual results may differ materially from those expressed or implied by
these forward-looking statements. You are cautioned not to place undue reliance on these statements, which speak only as of the date of this release.
All
subsequent written and oral forward-looking statements concerning the matters addressed in this release and attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or
referred to in this release. Except to the extent required by applicable law or regulation, we undertake no obligation to update these forward-looking statements to reflect events or circumstances after the date of this release.
All references to currencies, unless otherwise stated, reflect measures in Australian dollars.
About Sims Metal Management
Sims Metal Management is the
worlds largest listed metal recycler with over 250 facilities and 6,000 employees globally. Sims core businesses are metal recycling and electronics recycling. Sims Metal Management generates approximately 60% of its revenue from
operations in North America. The Companys ordinary shares are listed on the Australian Securities Exchange (ASX: SGM) and its ADRs are listed in the United States on the Over-the-Counter market (OTC:SMSMY). Please visit our website
(www.simsmm.com) for more information on the Company and recent developments.
Investor and media inquiries contact
Todd Scott
Group Vice President Investor Relations
Tel: +61 4 0960 0352
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