Gentrack Annual Report 2019
Gentrack Group Limited
Annual Report 2019
CONTENTS
4 FY19 Headlines
5 Financial Summary
6 Chairman and CEO Commentary
10 Enabling the Utilities Revolution
14 Gentrack UK: In-market Update
16 Gentrack Australia: In-market Update
18 Gentrack New Zealand: In-market Update
20 Gentrack Singapore: In-market Update
22 Focus: Gentrack SaaS Billing and Customer Management
26 Focus: Airports Market
30 Focus: We are Gentrack
34 Focus: Gentrack Partners Ecosystem
36 Financial Statements
80 Corporate Governance
86 Disclosures
91 Corporate Directory
4 / FY19 HEADLINES
7
Utilities
3
Evolve Assurance
projects
3
Airports
NEW CUSTOMERS
$78.2m
Full Year
Recurring
Revenue
$59.7m
Annualised
Committed
Recurring
Revenue
Up 22% year on yearUp 15% year on year
based on month 12
run rate
c.6.3m
UK Energy
Meters billed
using Gentrack
Software
$13.5m
Product
Development
1.1m energy meters
added in FY19
Up 21% on FY18
Total R&D
($5.1m Capitalised)
New airports
CA+ RESTRUCTURE
$13.3m
Impairments
$0.6m
Doubtful
Debts
Full year provisions
Full write-o of
goodwill and
intangibles recorded
in H1 FY19, net of
tax e ects
FY19 HEADLINES
FINANCIAL SUMMARY / 5
Revenue
EBITDA
1
Adjusted NPAT
2
N PAT
Final Dividend
$111.7m
$24.8m
$9.6m
($3.3m)
3.0cps
Up 7% on FY18
Down 19.8% on FY18
Down 31% on FY18
After $14.6m impairment
Bringing full year dividend to 8.0cps
FINANCIAL SUMMARY
1
Throughout this report EBITDA refers to profit before depreciation, amortisation, acquisition related costs, revaluation of financial liabilities,
impairment of goodwill, financing and tax.
2
Adjusted NPAT—Underlying NPAT before non-cash charges related to impairment.
6 / CHAIRMAN AND CEO COMMENTARY
CHAIRMAN AND CEO
COMMENTARY
DEAR SHAREHOLDERS
In completing our financial year to 30 September 2019,
we reflect on what has been a year of transition for the
Gentrack business including the development of new
SaaS products, our subscription model and investment in
new skills to support our SaaS pathway.
While total Group revenue for FY19 was up 7% on prior
year to $111.7m and EBITDA was down 20% to $24.8m for
the same period, it is pleasing to see recurring revenue
up 22% on FY18 which accounted for 70% of total
revenue. Progress with the shift to SaaS has also seen a
fall in non-recurring revenue from project services and
licences, down 24% for the year.
It has been a challenging year for many of our energy
customers with government intervention in pricing
reducing margins for energy retailers in the UK and
Australia. Despite this, we have seen our customers use
our latest solutions to support their business success
and in turn their growth has contributed to increases in
our annual recurring revenue for utilities for the year, up
26% on FY18 to $67.9m. The UK business achieved 36%
revenue growth on FY18 with the addition of four new
energy retail customers, a water utility customer and
three new Evolve projects.
Debt provisions of $1.8m relating to four small UK
utilities customers going into administration, and
deferral of project revenues, have contributed to a lower
CHAIRMAN AND CEO COMMENTARY / 7
EBITDA result in FY19. We are actively engaged with our
customers regarding the market and political changes
impacting their businesses and remain committed to
delivering our solutions and expertise to enable them to
successfully navigate this period of uncertainty.
We have grown our position in Singapore following
further investment in our productised billing solution
for the energy retail market. This year we added one
of Singapore’s largest clean energy solution providers
as a customer, supporting their continued growth as a
competitive energy retailer in the island city-state.
Our leading position in the UK energy market has
continued in FY19 with 6.3m meters now billed using
our solutions, up 21% on FY18 and representing 12.1%
market share. Large energy retailers E.ON, EDF Energy
and Npower commenced billing with Gentrack solutions
this year, providing a platform for continued market share
growth with the largest energy retailers. The recently
acquired Evolve solution for utilities revenue and cost
assurance has continued to perform well and three of our
existing customers in the UK have taken up this offering.
Veovo, our airports business, added new customers in
FY19 including Perth, Mexico City, London Luton and
Buenos Aires, lifting revenues 22% on last year. Our
largest deployment of the airport operations solution at
Orlando Airport also went live in FY19, alongside a major
project at Newark Liberty Airport, significantly expanding
our position in North America.
8 / CHAIRMAN AND CEO COMMENTARY
As reported at our half-year, the performance of CA+,
acquired in May 2017, was not as anticipated. The full
year reported net loss after tax of ($3.3m) reflected
the full impairment of CA+ intangibles and goodwill
of $14.6m at half year. This has directly impacted the
adjusted net profit after tax result of $9.6m for FY19,
down 31% from $13.9m in FY18. Notwithstanding this,
we anticipate adding some of the key capabilities of the
CA+ solution into future releases of our existing solutions
based on the intellectual property acquired.
Investment in product development continued
throughout FY19 with total R&D spend of $13.5m, of
which $5.1m was capitalised. Our product development
program has delivered Gentrack Cloud solutions for
energy and water retail markets this year, setting us up
for new opportunities heading into 2020. In addition,
we have delivered productised billing and customer
management solutions for energy retail in the UK,
Australia and Singapore, and business water retailing
in the UK. We also delivered a new cloud-based Meter
Data Services offering which will provide our utilities
customers with a cloud-service to process unprecedented
volumes of meter data generated by smart meters which
is then used to make targeted energy supply offers to
consumers and businesses based on the time of use.
Following our half-year dividend of 5.0cps, we have
declared a final dividend of 3.0cps for FY19, taking the
full year dividend to 8.0cps. This represents a total pay-
out of $7.9m and 82% of Adjusted NPAT, in line with our
dividend policy.
With continuing uncertainty in our core markets delaying
investment decisions for our customers, we anticipate
results will be broadly flat in FY20. We do however
expect a further positive shift in recurring revenues as we
continue to increase the penetration of our SaaS offering.
We would like to thank all of our customers, shareholders
and employees for their ongoing support and continued
commitment to the Gentrack business.
John Clifford
Chairman
Ian Black
Chief Executive Officer
CHAIRMAN AND CEO COMMENTARY / 9
We’ve made positive progress with a number of
our strategic objectives for FY19, increasing our
recurring revenues and furthering the adoption
of our cloud solutions. The UK continued to be a
growth market for us and the Airports business
delivered solid growth especially in the USA.
Ian Black, CEO
155%
Airports Revenue:
North America
22%
Airports Revenue
36%
Utilities Revenue: UK
24%
Non-recurring revenues:
Projects and licences
26%
Utilities: Annual
Recurring Revenue
FY19
FY18 COMPARATIVES
ENABLING THE
UTILITIES REVOLUTION
10 / ENABLING THE UTILITIES REVOLUTION
TOUGH TIMES FOR ENERGY SUPPLIERS
There’s no denying it’s been a tough year for energy
retailers. As we reported in our half and full year results,
the market dynamics influenced by regulatory changes,
margin impacting price caps as well as political events,
have all combined to create investment uncertainty for
energy utilities. What does this mean for our customers?
Simply, it impacts all market players—not just the larger
incumbent energy suppliers, but also independent
suppliers, often those with smaller balance sheets and
real challenges keeping up with the pace of market
changes. The spate of smaller UK energy suppliers going
into administration in FY19 and acquisitions of the retail
portfolios of two of the large UK suppliers are cases
in point and highlight just how tough it is to operate
successfully under the new market regulations. It means
that utilities are looking for new ways to control the costs
in their businesses, new digital strategies for engaging
customers and non-traditional operating models that can
deliver sustainable returns for shareholders.
ENABLING THE UTILITIES REVOLUTION / 11
The utilities revolution is no longer
on the horizon, it’s here now and
accelerating at a great speed.
Market conditions creating headwinds for utilities and Gentrack
Energy price caps in the UK and Australia
impacting energy retailer pro ts
Uncertain UK political
environment
Financial pressure increasing
for energy retailers
Challenges with a high level of system
change with the roll-out of smart meters
Consolidation and failure
of some UK utility businesses
Emerging billing and customer
information suppliers
12 / ENABLING THE UTILITIES REVOLUTION
A UTILITIES REVOLUTION BASED ON
CUSTOMER DRIVEN DIFFERENTIATION
Energy suppliers are under pressure to ensure that they
have efficient and compliant operations as well as a
differentiated offering to attract and retain customers.
Customer choice is essential, and this can be best
achieved through crafting a unique business model that
not only drives down cost to serve but rewards digital
customer engagement and loyalty. Modern energy
products on offer range from no exit fees and being the
cheapest available, to green electrons, alignment with
local community charities and subscription-based energy.
All of which are aligned with the market segments where
they deliver optimal value to customers. There’s even an
energy offering available for vegans.
NEW TECHNOLOGY CONTINUES TO
CREATE OPPORTUNITIES
New technologies are also playing a significant role
in the next iteration of the energy sector and it’s an
ongoing revolution. Smart meters, electric vehicles,
solar PV, energy storage and new customer engagement
technologies are all combining to provide opportunities
for new entrant and established energy suppliers to
craft a unique offering while customers themselves
are becoming prosumers overnight. Falling costs and
availability of these technologies mean that community-
based energy is quickly becoming a reality with more
control of green energy sources and usage in the hands
of consumers.
GENTRACK IS UNIQUELY POSITIONED
As advisors to energy and water utilities, Gentrack is
uniquely positioned to guide customers through this
industry shift and continued uncertainty. More than
ever, utilities are looking to Gentrack as a partner that
enables them to navigate market changes as quickly
as possible and to implement cost effective retail
strategies that deliver a differentiated proposition, and
ultimately customer growth and retention. Our people
are experts in navigating these changes, and our latest
SaaS capabilities are naturally aligned with the revolution
changing the face of energy retailers and water
corporations.
ENERGY
10.9m
WATER
3.3m
ASSURANCE
(EVOLVE)
20.0m
Gentrack Total: Up 16% on FY18
Total meters processed globally in Gentrack solutions:
Market opportunities for utilities and Gentrack
No Exit Fee
Cheapest
Free Shares
Digital Only
Multi Product
No Contact
Subscription
Carbon O set
Charitable Donations
100% Renewable
Energy Management Apps
Green Certi cation
CUSTOMER DRIVEN DIFFERENTIATION IS THE COMPETITIVE ARENA
No more one size ts all
ENABLING THE UTILITIES REVOLUTION / 13
Gentrack solutions continue to deliver
the flexibility utilities need to innovate at
pace and differentiate their offerings.
14 / GENTRACK UK: IN-MARKET UPDATE
GENTRACK UK:
IN-MARKET UPDATE
Market conditions in the UK remain challenging for
our clients. Setting aside political uncertainty that has
dampened investment in all areas of the economy,
Ofgem, the UK energy regulator, also raised the bar in
April 2019 on customer service and financial security
for new entrants and is contemplating doing even more
in the months ahead. Margins remain tight for existing
energy suppliers, with aggregate domestic supply profits
of incumbent suppliers declining by 35% in their last
reporting year. These conditions have led to a record
number of consumer energy suppliers leaving the
market. With Gentrack’s broad market position and the
unpredictability of the supplier of last resort process, the
resulting transfer of customers is as likely to maintain our
market share as much as it is to cause modest erosion in
our base.
While this pace of change has been difficult to predict
in this reporting year, Gentrack is positioned to benefit
from these market conditions as well as the further
consolidation of suppliers. A number of our smaller
energy supply clients have continued to grow their base
GENTRACK UK: IN-MARKET UPDATE / 15
with innovative and well targeted propositions, and our
mid-size and large clients continue to take consolidation
opportunities offered in the market. Supporting these
industry dynamics, Gentrack has continued to develop,
innovate around and maintain regulatory compliance for
an already highly capable product set covering billing,
customer management and assurance.
Our energy strategy will continue to focus on increasing
the quality of our revenue base in the UK, pushing into
larger energy supply companies as they break free
from existing inflexible and expensive enterprise billing
solutions, and continuing to support the growth and
service ambitions of our existing client base including
a smaller number of new well funded market entrants.
While investing in our UK market solutions in FY20 to
support new opportunities for our energy supply clients,
including smart meter deployment, we will continue
to provide all of our clients with a highly performing,
scalable, secure and compliant energy billing platform.
The business water retail market in the UK is now into its
second year. While there are more than 20 national water
retailers, nearly 95% of business customers are served by
just seven water companies. Having successfully enrolled
another major supplier to our water retail solution this
year, Gentrack now serves around a third of the total
market, with another third testing the market for new
solutions in the coming year. With a proven, ‘out-of-
the-box’ solution for business water retailers in the UK,
Gentrack will be competing for these new opportunities
while continuing to add value for customers through new
product capabilities for the UK market.
Energy: Total Addressable Market
No. of Meters
16 / GENTRACK AUSTRALIA: IN-MARKET UPDATE
GENTRACK AUSTRALIA:
IN-MARKET UPDATE
The utilities sector in Australia has continued to come
under pressure as a result of ongoing political dynamics.
The Australian federal government has grappled with
setting effective long-term energy policy, delaying the
delivery of a new regulatory framework to manage the
transition to low carbon intermittent generation such as
solar, wind and tidal power. This has had an impact on
investment certainty which is expected to continue until
effective policy and market frameworks are established.
In the short-term, driving down energy prices remains a
policy focus with an effective price cap being introduced
across the bulk of the electricity market. The state of
Victoria also introduced its own variation on the price
caps to facilitate the move of consumers off long-term
energy arrangements which were at higher prices and
had provided larger margins to the utilities, particularly
the three incumbent suppliers.
As a result, we have increasingly seen existing energy
suppliers begin to explore new lower cost operating
models and new players have started to enter the
market with differentiated digital and lower cost to serve
approaches, forcing many incumbents to reconsider their
competitive proposition. The overall appetite for large
transformation programmes has remained low and we are
not seeing many market participants planning to undergo
significant shifts in technology across their retail businesses.
We have continued to target new entrant energy
suppliers and we’re pleased to sign up the UK based,
OVO Energy who entered the Australian market this year.
We anticipate that any success of new market entrants
will to a significant extent determine the response of the
incumbents in the year ahead.
GENTRACK AUSTRALIA: IN-MARKET UPDATE / 17
We do expect the continued cost-to-serve pressures
for energy utilities, exacerbated by the introduction of
the default market offer, to provide opportunities to
bid Gentrack’s SaaS billing and customer management
solution to our existing customers who want to start
piloting new business models and approaches.
Addressing ongoing regulatory change in electricity
markets across Australia over the last year has continued
to consume investment dollars for our customers. The
introduction of 5-minute settlements in 2021 has given
us the opportunity to deliver a new cloud-based solution,
Gentrack Cloud Meter Data Services, to support the
management of smart meter data. This data service
delivers to Gentrack a new recurring revenue stream as
our customers take this on a subscription basis.
Australian water utilities have continued to focus on
customer experience and we have actively engaged
with customers in FY19 around their CRM solutions.
We have remained focused throughout the year on
completing the delivery of our productised water billing
and customer management solution to Hunter Water
Corporation. Notable successes in the FY19 include the
delivery of a new digital self-service portal for City West
Water as well as technology upgrades for customers in
Tasmania and South East Queensland.
We have seen rising interest from smaller water companies
in our Gentrack Cloud solution as aging billing systems
continue to create operational challenges. We anticipate
increasing interest and activity in the year ahead as we
round out our new solution for water companies.
Energy: Total Addressable Market
No. of Meters
18 / GENTRACK NEW ZEALAND: IN-MARKET UPDATE
GENTRACK NEW ZEALAND:
IN-MARKET UPDATE
Our professional services team in Auckland has worked
tirelessly in FY19 to support our utilities customers in the
region impacted by regulatory changes introduced by
the Electricity Authority. Since the New Zealand market
was opened to competition in the mid-1990s and smart
meters were rolled out to businesses and households,
the volumes of meter and customer data have grown
exponentially. This is creating opportunities for energy
retailers, distributors and third-party service providers
to understand the energy behaviours of customers and
to offer new products and services that reflect how
customers want to interact with their energy suppliers
and the types of energy they want to consume.
The Electricity Authority implemented a series of
changes that have required all of our customers in New
Zealand to review and update their Gentrack platforms.
Our professional services teams have been actively
engaged with customers around these market changes
which came into effect on 1 October 2019.
With wholesale electricity prices in New Zealand
trending upwards, we have seen pressure on small
energy retailers in the region, with no significant new
entrants in the last 12 months. Customer churn levels
have shown to benefit larger energy retailers in the
market with the ability to weather higher wholesale
energy prices. Larger energy retailers including our
customers Genesis Energy, Trustpower and Meridian
Energy have continued their market dominance, however
there are still few large enterprise software projects
expected in the region in FY20 as retailers focus on
GENTRACK NEW ZEALAND: IN-MARKET UPDATE / 19
customer service innovation and optimising costs of
operation.
Competition has continued to evolve throughout FY19
with a number of small New Zealand based technology
suppliers to utilities changing ownership and continuing
their move into off-shore markets including Asia and
EMEA where sizable populations and ongoing market
liberalisation have presented opportunities.
Our focus in the region remains on engaging with
energy retailers and network companies who continue
to evolve with the proliferation of new energy
technologies driving the energy revolution. The market
will continue to provide opportunities for project
services in FY20 aligned with regulatory changes and
new non-traditional energy retail models designed to
win the hearts and minds of customers. Our goal is to
ensure that we have the right skills and customer success
model in the New Zealand business in preparation
for our customers’ anticipated investment in SaaS
throughout FY20.
Energy: Total Addressable Market
No. of Meters
20 / GENTRACK SINGAPORE: IN-MARKET UPDATE
GENTRACK SINGAPORE:
IN-MARKET UPDATE
In the wake of Government policy to create a newly
competitive market for all domestic energy customers,
Singapore has continued its transformation into a fully
competitive market place. Our experiences of the same
industry changes in Australia, New Zealand and the
UK have resulted in targeted investment throughout
FY19 in a highly productised energy retail solution
to enable Singapore energy retailers to comply with
market regulations, sign-up and onboard new customers
and effectively manage ongoing billing and customer
management activities.
This year we successfully signed Singapore’s most
prominent green energy supplier and completed the
deployment of our energy retail solution to a new retailer
in record time, taking just three months from start
to finish. The speed of deployment is essential to our
customers who are looking for first-mover advantage
with new customer offers, and in some cases rapid entry
into the newly competitive market.
The operation of the competitive market hasn’t
been without its challenges. In FY19 we saw several
new entrant and small energy retailers exiting the
domestic market due to exorbitant costs of operation
and compliance. Many established retailers have also
consolidated their businesses, opting to reinvest in their
products for business customers in the island city-state.
This has led to fewer opportunities than anticipated
for full enterprise system replacements for utilities in
the back end of the year but afforded our product and
development teams the time to ensure our solutions for
GENTRACK SINGAPORE: IN-MARKET UPDATE / 21
the Singapore energy market are robust and ready to roll
out at pace as the market continues to develop in FY20.
The market currently has seven incumbent and a number
of smaller energy retailers serving 1.5m domestic
customers. Government owned Singapore Power remains
the largest supplier of domestic customers, the balance
of which we expect to change as smaller independent
energy suppliers gain a foothold in the market. Those
performing well in the competitive market to date appear
to be energy retailers like Keppel, Sembcorp, TUAS,
iSwitch and Ohm who are experienced energy market
traders operating effective hedging strategies. These
retailers have also based their retail strategies on unique
products including green power, ease of switching and a
partnership with Singapore Power enabling cost savings
to be passed on to customers.
In FY19, the market dynamics have created challenges
for Gentrack as we work to grow our position in the
region. Singapore has quickly become a hub for further
penetration into South East Asia, especially as competitive
energy markets in the region emerge. This year, we were
invited to advise the MyPower Corporation, a Government
led programme driving power market reforms in Malaysia.
The market is expected to open in the first quarter of
2021 providing opportunities for Gentrack to continue
contributing its expertise to shape the competitive energy
market in FY20.
Energy: Total Addressable Market
No. of Meters
22 / FOCUS: GENTRACK SAAS BILLING AND CUSTOMER MANAGEMENT
FOCUS: GENTRACK SAAS BILLING
AND CUSTOMER MANAGEMENT
SAAS IS THE FUTURE FOR UTILITY BILLING
AND CUSTOMER MANAGEMENT
The energy and water revolution is moving at pace and
utilities with the right technology, processes and culture
in place have a proven ability to adapt their business
models and product offerings rapidly to fit regulatory
frameworks, market conditions and the opportunities
presented for rapid growth. This means that they’re
bringing their products and services to customers quicker
and more cost effectively, taking market share from
competitors as customers seek better and more engaging
experiences. The continual shift in the balance of market
share in the UK to independent energy suppliers since
competition was introduced is a case in point. Speed
in competitive markets is of the essence along with the
ability to adapt to change with the least business risk
possible.
A shift to SaaS billing and customer management is a key
enabler for utilities in competitive markets, freeing up
people across the utility business to focus on delivering
optimal value to customers. Projects for large on-premise
enterprise billing and customer solutions licenced on
a perpetual basis are making way for more agile SaaS
projects that quickly deploy essential capabilities that are
readily updated and offer a high standard of security and
resilience in the midst of growing global cybersecurity
concerns. Customer information is more valuable than
ever and utilities rely on Gentrack to protect this data as it
resides in our products.
FOCUS: GENTRACK SAAS BILLING AND CUSTOMER MANAGEMENT / 23
OUR CONTINUED SHIFT TO SAAS
Having been actively engaged with utilities at the
forefront of the energy and water sectors for 30 years,
we have recognised the need to transform how we build,
implement and support our solutions. Retaining our
traditional approach to product development, projects
and licencing was not conducive to keeping pace with
where our customers want to move.
We believe in what our new technology strategy will
deliver to our business and what the shift to SaaS can
deliver to energy and water utilities. So much so that
we have continued to invest strongly this past year to
develop a set of highly productised solutions for the core
markets we serve. In FY19, this included investment of
NZ$11.2m to deliver new SaaS products for utilities:
• Energy and water retail in the UK
• Water and energy retail in Australia
• Energy retail in Singapore
• Meter data services for Australia
GENTRACK SAAS CAPABILITIES
SaaS Add-ons
MICROSERVICES PAVE THE WAY TO
ENHANCING CUSTOMER VALUE
A key aspect of our technology strategy throughout
FY19 has been a continual focus on finding new ways to
build our enterprise billing and customer management
solutions so that they can be deployed by customers in a
manner aligned with their expectations and IT strategy.
Over 30 years our solutions have expanded exponentially
with a strong suite of capabilities for our energy and
water utilities customers. Extracting key capabilities and
making them available as independent microservices
presents additional opportunities for utilities to leverage
the value of cloud resources for security, performance
and resilience. It also offers the benefits presented by
SaaS – ease of upgradeability, a community of customers
sharing in the product roadmap and the ability to
experiment at an investment and risk level right-sized to
each utility business.
24 / FOCUS: GENTRACK SAAS BILLING AND CUSTOMER INFORMATION
PRIORITISED PRODUCT INVESTMENT –
FOCUSING ON SCALABLE INNOVATION,
READY WHEN CUSTOMERS NEED IT
Not only is Gentrack delivering the essential capabilities
to enable utilities to operate effectively today, we’re also
investing in product innovation to enable utilities to
be what they want to be in a new world of energy and
water retailing.
AccuracyLower cost to serve
Compliance
Expertise
DigitisationAutomation
New propositionsSpeed to market
On time, accurate bills with
revenue assurance so end
customers don’t need to call
Automated, dynamically scalable,
predictable, cost e ective
delivery—so customers can
spend their e orts innovating
where it counts
Ensuring market and regulatory
compliance as it happens in the
background, so customer e orts
can be focused
on their customers
Sharing 30 years of knowledge of
broad market nuance and
processes as an expert partner—
driving customer success
End customers are asking for
more digital experiences—
utilities have the freedom to
choose their partners and access
via Gentrack Integration Services
E cient operations are becoming
more automated and stream-
lined—continuous platform
developments can signi cantly
reduce manual processes
New propositions are coming
to market with advances like IOT
and 5G. Gentrack meter data
services and integration services
make it easier to ‘connect’
Speed to market to match
customer demand will be a key
competitive advantage—cloud-
based microservices have
signi cant speed, scale and
infrastructure advantages
ESSENTIAL CAPABILITIES
INNOVATION INVESTMENT
SAAS MICROSERVICES DRIVE GROWTH IN REVENUE PER METER AND
STRONGER RECURRING REVENUES
FOCUS: GENTRACK SAAS BILLING AND CUSTOMER INFORMATION / 25
Additional SaaS services are available and in
development, enabling utilities to extend the value
of billing and customer data, and to differentiate
through customer facing innovation connected via
Integration Services.
Jan Behrens, CTO
26 / FOCUS: AIRPORTS MARKETS
FOCUS:
AIRPORTS MARKET
Airports are facing unprecedented challenges as
they handle exponential passenger growth with
infrastructure that was designed decades ago—all while
trying to grow revenue. It’s why many are now turning to
technology like Veovo to deliver intelligent automation
and airport-wide insights.
FY19 has surfaced some attractive opportunities for
Veovo, Gentrack’s global airport solutions business. In
Australia, Perth Airport signed for our solutions, and in
the Americas, we are reaping the rewards of our sales
and marketing investments with new airport customers
in Mexico City and Buenos Aries. Revenue from North
America was up 155% on FY18, driven by new projects
at Orlando International Airport and from expanding our
footprint at Newark Liberty International Airport.
In Europe and the UK, we delivered our new operations
and revenue platform to Belfast International Airport while
long-time customer London City airport also benefited
from a recent platform upgrade. We also welcomed London
Luton Airport as our newest customer in the region.
8183.6
$3.6
FOCUS: AIRPORTS MARKETS / 27
Our product teams have completed a number of key
development projects in the last twelve months that
will continue to deliver a healthy sales pipeline in FY20.
At the Passenger Terminal Expo 2019, the largest airport
conference and exhibition in the world, we launched our
new revenue management offering, creating invoices
faster and providing added billing flexibility for airports.
It’s already in use at Belfast International Airport, being
implemented at Orlando Airport, and was recently selected
by London Luton. We also launched Veovo’s 3D camera
technology, an AI-powered solution which helps airports
to measure how people move through queues. It’s now
being used by several European airports.
Furthermore, in FY19 we extended our passenger
predictability capabilities to enable airports to shift from
addressing a single pinch point to improve the end-to-
end passenger experience. Airports such as Schiphol and
Keflavik are now using Veovo to measure and predict how
passengers move from the curb to the gate, empowering
them to find new ways to improve customer satisfaction
and boost revenue.
We have also continued our progress towards full
integration of the CA+ business into Veovo. As reported
at our half-year, the sales growth from the CA+ business
was not as anticipated, leading to a full write-off of the
investment. We continue to see demand from airports for
a concessionaire management solution and we will be
progressing our integration of the CA+ solution into the
complete Veovo offering throughout FY20.
Overall, the Veovo business is continuing to carve out its
position as a key player in the airport solutions market.
In the year ahead we will continue to invest in the
right skills, new products and ongoing market sensing
capabilities to support our growth aspirations.
Veovo imagines a world where
queues, delays, bottlenecks and
boredom are replaced by experiences
that delight. Where intelligent airports
make smart decisions that optimise
the entire ecosystem.
28 / FOCUS: AIRPORTS MARKETS
THE EVOLUTION TO AN INTELLIGENT AIRPORT
When it comes to making a digital investment, airports
all have different needs and priorities. Some want to
improve their capacity with existing resources while
others want to become more financially viable or deliver
new passenger experiences. Every airport is also at a
different stage in their
transition to digital—
needing to move to
the next stage while
ensuring day-to-day
decisions still align
with their priorities.
As a result, most are
seeking long-term
partnerships to help
them innovate and evolve into an intelligent airport.
WHAT IS AN INTELLIGENT AIRPORT?
It’s one where robust plans are built on an airport’s
priorities. Where problems across the airport are
anticipated and mitigated before they happen. And
where passengers have predictable journeys, from
their front door to their destination, with personalised
interactions every step of the way.
Veovo has developed unique capabilities, through
targeted product investment and strategic acquisitions,
to support the industry’s transformation, offering
greater operational visibility, predictability and smart
recommendations for rapidly evolving airports.
With the Veovo airport-wide integrated platform and
collaborative approach, we are increasingly carving out
a position as a major technology innovator and strategic
partner in the industry.
Passenger Predictability
Operations Optimisation
Revenue Maximisation
FOCUS: AIRPORTS MARKETS / 29
Veovo’s customer list is a “who’s who” of high-profile
customers known for their innovative approaches
to improving airport operations and the passenger
experience. These customers have high expectations,
yet despite this, Veovo has an unparallelled reputation
for successful solution delivery.
James Williamson, CEO, Veovo
20 of Top 100
global airports
use Veovo
14% of airports
by size >4m PAX
NA
TAM: US$900m
20% of airports
by size >4m PAX
EUROPE
TAM: US$1200m
3% of airports
by size >4m PAX
ROW
TAM: US$1400m
90% of airports
by size >4m PAX
OCEANIA
TAM: US$100m
AIRPORTS MARKET SHARE
A STRONG OUTLOOK
Addressable Markets CAGR:
• Smart Airports: 4.7%
1
• Location Analytics: 16%2
Passenger Growth CAGR: 4.1%
3
US$1.2 to US$1.5 trillion will be spent on airport infrastructure development through 2030
4
Sources: (1) MarketWatch – Forecast IT Spending; (2) Markets and Markets – Forecast Location Analytics Market; (3) ACI; (4) IATA
5 year Veovo Addressable Market of US$3.6B+
1500+ Airports and 60+ Airport Groups
30 / FOCUS: WE ARE GENTRACK
FOCUS:
WE ARE GENTRACK
THE GENTRACK MELTING POT
We have continued to focus on Diversity and Inclusion
throughout FY19 as a key enabler of innovation across
the business and to support new ways of working with
customers. Diverse thinking is essential as we embark
on our transition to SaaS and engaging with customers
around their challenges and how our SaaS products can
enable their success. To date 25% (137) of our workforce
is female, working in roles from product development,
technical support, marketing, and finance to people
experience (HR), testing and product training.
Our diversity is also extended to the many different
cultures we have represented across the business,
something that we have celebrated throughout the year
with cultural days and special festivals. We often refer to
our diversity at Gentrack as a “Melting Pot”, enabling our
teams to work across geographical boundaries and to
bring diverse thinking and ideas to the table.
PEOPLE OVERVIEW
In FY19, we on-boarded new people into numerous roles
across the business, reflecting our need for new technical
and business skills to support the evolving SaaS utilities
business. The business now has 550 people in the UK/
Europe, New Zealand, Australia, Singapore and the USA,
up 2% from 539 in FY18.
At the beginning of FY19, we completed a successful
intake of university graduates for our inaugural internship
FOCUS: WE ARE GENTRACK / 31
Our vision is to foster a workplace where
everyone feels valued, is given the
opportunity to thrive and is encouraged
to embrace and celebrate our diversity to
shape a better tomorrow.
programmes in New Zealand and the UK. Over the
course of 16 weeks, 15 interns from universities
and institutes worked alongside our R&D teams
in utilities and airports to research and deliver
new capabilities to improve our products and the
efficiency of our development processes.
Gentrack
People
UK/EU: 324
19%
NZ: 148
27%
AU: 71
27%
US + SNG: 7
22%
32 / FOCUS: WE ARE GENTRACK
OUR CHANGING SKILLSET
Throughout FY19 we have continued to invest in new
skills to support our transition to SaaS, and the new
ways of working required to deliver highly productised
SaaS capabilities in the cloud and on a regular cadence.
Moving away from large enterprise solutions and
capabilities means fewer software customisations and
more focus on building capabilities that can easily be
deployed into the cloud as a service or as a key part of
our core productised solutions for utilities. This requires
a set of technical skills based around cloud technologies,
customer success, agile development and deployment,
managed services, and new ways of delivering and
supporting productised solutions for utilities.
NEW SKILLS TO SUPPORT:
WE ARE GENTRACK
In FY19, we were also delighted to redefine and
launch our new company values. These values form
the foundation of the Gentrack business and tell our
customers, investors and employees what we stand
for. They guide our behaviours and the way we interact
with each other and with customers. They empower our
people to make great decisions, and they give us reason
to do what we do. They also give our customers a reason
to believe in what we can achieve together.
Our transition
to SaaS
Running global
operations
at scale
Managing
a customer
success business
Adopting agile
development
and delivery
approach
Development
of new products
with new
technology
Delivering
larger
projects
FOCUS: WE ARE GENTRACK / 33
Our values give us a reason to
do what we do, they guide our
behaviours and tell the world what
we stand for.
Ian Black, CEO
34 / FOCUS: GENTRACK PARTNERS ECOSYSTEM
FOCUS: GENTRACK
PARTNERS ECOSYSTEM
Building a strong ecosystem of partners is a core
component of our strategy and furthering our move
into full SaaS mode. In FY19, we continued to establish
partnerships with new technology providers, third-party
service providers and market consultants to support the
delivery of our SaaS products and to extend our value
proposition for customers. Our Gentrack Cloud billing
and customer management solution remains the core
offering for utilities, leveraging our additional cloud-
based services like Gentrack Cloud Integration Services
to extend the value of customer and meter data through
integration with third-party apps and services.
Cloud Service
Partner
Consultant
Partners
Technology
Partners
Our world-leading cloud infrastructure partner.
Delivering the cloud platform and expertise to
support our cloud-hosted SaaS products
A network of consultants who engage with our
UK utilities customers to assist with market
operations as well as sales, implementation,
and support of our SaaS products
Specialist technology providers contributing
to our marketplace for pre-built connectors
and apps to transform the customer
experience and operations performance
GENTRACK PARTNERS ECOSYSTEM / 35
FINANCIAL STATEMENTS / 37
FINANCIAL
STATEMENTS 2019
38 / AUDITOR’S REPORT
AUDITOR’S REPORT / 39
40 / AUDITOR’S REPORT
AUDITOR’S REPORT / 41
42 / DIRECTORS’ RESPONSIBILITY STATEMENT
DIRECTORS’ RESPONSIBILITY STATEMENT
The Directors are required to prepare financial statements for each financial year that present fairly the financial position of the Gentrack Group and
its operations and cash flows for that period.
The Directors consider these financial statements have been prepared using accounting policies suitable to Gentrack Group’s circumstances, which
have been consistently applied and supported by reasonable judgements and estimates, and that all relevant financial reporting and accounting
standards have been followed.
The Directors are responsible for keeping proper accounting records that disclose with reasonable accuracy, at any time, the financial position of
Gentrack Group and to enable them to ensure that the financial statements comply with the Companies Act 1993. They are also responsible for
safeguarding the assets of Gentrack Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Board of Directors of the Gentrack Group authorised these financial statements for issue on 28 November 2019.
For and on behalf of the Board of Directors:
John Clifford Fiona Oliver
Chairman Director
Date: 27 November 2019 Date: 27 November 2019
STATEMENT OF COMPREHENSIVE INCOME / 43
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2019
NOTES
2019
NZ$000
2018
NZ$000
Revenue3.2, 3.3111,682104,477
Expenditure3.4(86,869)(73,521)
Profit before depreciation, amortisation, acquisition related costs, revaluation of
financial liabilities, impairment of goodwill and intangible assets, financing and tax24,81330,956
Depreciation and amortisation3.5(9,440)(6,987)
Acquisition related costs-(1,268)
Revaluation of acquisition related financial liability5.83843,835
Impairment of goodwill and intangible assets5.2, 5.3, 5.4(14,551)(3,984)
Profit before financing and tax1,20622,552
Finance income3.61126
Finance expense3.6(774)(1,846)
Profit before tax44320,732
Income tax expense7.1(3,758)(6,863)
(Loss)/Profit attributable to the shareholders of the company(3,315)13,869
OTHER COMPREHENSIVE INCOME
Translation of international subsidiaries(1,675)5,519
Total comprehensive (loss)/income for the period(4,990)19,388
EARNINGS PER SHARE FOR (LOSS)/PROFIT ATTRIBUTABLE TO THE SHAREHOLDERS OF
THE COMPANY (EXPRESSED IN DOLLARS PER SHARE)
Basic and diluted earnings per share6.4($0.03)$0.16
WEIGHT AVERAGE NUMBER OF ORDINARY SHARES ISSUED
Basic6.498,60586,622
Diluted6.498,87286,928
The accompanying notes form part of these financial statements.
44 / STATEMENT OF FINANCIAL POSITION
STATEMENT OF FINANCIAL POSITION
AS AT 30 SEPTEMBER 2019
NOTES
2019
NZ$000
2018
NZ$000
CURRENT ASSETS
Cash and cash equivalents4.38,62611,400
Trade and other receivables5.131,27924,055
Inventory5.9572376
Total current assets40,47735,831
NON-CURRENT ASSETS
Property, plant and equipment5.53,4533,836
Goodwill5.2134,434146,189
Intangibles5.460,48268,187
Deferred tax assets7.22,7933,626
Total non-current assets201,162221,838
Total assets241,639257,669
CURRENT LIABILITIES
Bank loans4.24,000-
Trade payables and accruals5.65,4876,907
Contract liabilities12,1737,749
GST payable2,0301,300
Financial liabilities5.82,451-
Employee entitlements5.74,5883,851
Income tax payable2,0514,030
Total current liabilities32,78023,837
NON-CURRENT LIABILITIES
Bank loans--.
Related party loan4.2450-
Lease incentives9.13,0283,612
Financial liabilities5.8-2,808
Employee entitlements5.7411339
Deferred tax liabilities7.27,36110,648
Total non-current liabilities11,25017,407
Total liabilities44,03041,244
Net assets197,609216,425
EQUITY
Share capital6.1191,229190,968
Share based payment reserve389570
Foreign currency translation reserve7,6649,339
Retained earnings(1,673)15,548
Total equity197,609216,425
The accompanying notes form part of these financial statements.
STATEMENT OF CHANGES IN EQUITY / 45
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2019
2019
NZ$000NOTES
SHARE
CAPITAL
SHARE BASED
PAYMENT
RESERVE
RETAINED
EARNINGS
TRANSLATION
RESERVE
TOTA L
EQUITY
Balance as at 1 October190,96857015,5489,339216,425
Change in accounting policy2.5-.-.(443)-(443)
Restated total equity at 1 October190,96857015,1059,339215,892
Loss attributable to the shareholders
of the company-.-.(3,315)-.(3,315)
Other comprehensive loss-.-.-.(1,675)(1,675)
Total comprehensive loss for the period,
net of tax-.-.(3,315)(1,675)(4,990)
TRANSACTIONS WITH OWNERS:
Dividend paid6.3-.-(13,463)-.(13,463)
Share based payments6.2261(181)--.80
Balance at 30 September191,229389(1,673)7,664197,609
2018
NZ$000
SHARE
CAPITAL
SHARE BASED
PAYMENT
RESERVE
RETAINED
EARNINGS
TRANSLATION
RESERVE
TOTA L
EQUITY
Balance as at 1 October101,49023912,9783,820118,527
Profit attributable to the shareholders
of the company-.-.13,869-.13,869
Other comprehensive income-.-.-.5,5195,519
Total comprehensive income for the period,
net of tax-.-.13,8695,51919,388
TRANSACTIONS WITH OWNERS:
Issue of capital89,478-.-.-.89,478
Dividend paid-.-.(11,299)-.(11,299)
Share based payments-.331-.-.331
Balance at 30 September190,96857015,5489,339216,425
The accompanying notes form part of these financial statements.
46 / STATEMENT OF CASH FLOWS
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
2019
NZ$000
2018
NZ$000
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers108,083103,343
Payments to suppliers and employees(87,154)(73,173)
Income tax paid(8,138)(7,918)
Net cash inflow from operating activities12,79122,252
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of property, plant and equipment(640)(2,287)
Purchase of intangibles(5,653)(3,916)
Acquisition of a business, net of cash-(42,796)
Repayment of acquisition related costs-(362)
Proceeds from sale of property, plant and equipment-272
Net cash outflow from investing activities(6,293)(49,089)
CASH FLOWS FROM FINANCING ACTIVITIES
Issue of ordinary shares-90,084
Costs in relation to issue of ordinary shares-(2,559)
Drawdown of borrowings8,439-
Repayment of borrowings(4,000)(46,826)
Interest (paid)/received(679)(1,095)
Dividends paid(13,463)(11,299)
Net cash (outflow)/inflow from financing activities(9,703)28,305
Net (decrease)/increase in cash held(3,205)1,468
Foreign currency translation adjustment431205
Cash at beginning of the financial period11,4009,727
Closing cash and cash equivalents8,62611,400
The accompanying notes form part of these financial statements.
NOTES TO THE FINANCIAL STATEMENTS / 47
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
General information Accounting policies Critical judgements
General information
The notes are consolidated into nine sections. Each section contains an introduction and general information which is indicated by the
symbol above. The layout of these financial statements has been streamlined to present them in a way that is more intuitive for readers to follow.
This is achieved by laying out the accounting policies and critical judgements alongside the notes and focusing information in a way which provides
increased clarity and ease of understanding.
The first section details general information above Gentrack Group Limited (the Company and its subsidiaries, collectively Gentrack Group) and
guidance on how to navigate through the financial statements.
Accounting policies
The principal accounting policies adopted in the preparation of these financial statements are set out throughout the document where
they are applicable. These policies have been consistently applied to all the years presented, unless otherwise stated. Certain comparatives have
been updated to ensure consistency with current year presentation.
Accounting policies are identified by this symbol above.
Critical judgements
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the
reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities,
contingent liabilities, revenue and expenses. Management bases its judgements and estimates on historical experience and on various other factors
it believes to be reasonable under the circumstances, the result of which form the basis of the carrying values for assets and liabilities that are not
readily apparent from other sources. Actual results may differ from these estimates under different assumptions and conditions and may materially
affect financial results or the financial position reported in future periods.
Further details of the nature of these critical judgements and estimates may be found throughout the financial statements as they are applicable
and are identified by this symbol.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
48 / NOTES TO THE FINANCIAL STATEMENTS
1. GENERAL INFORMATION
Gentrack Group Limited is a limited liability company, domiciled and incorporated in New Zealand and registered under the New Zealand
Companies Act 1993. The registered office of the Company is 17 Hargreaves Street, St Marys Bay, Auckland 1011, New Zealand.
The financial statements presented are for Gentrack Group Limited and its subsidiaries for the year ended 30 September 2019. Prior year
comparatives are for the year ended 30 September 2018.
The financial statements of Gentrack Group for the year ended 30 September 2019 were authorised for issue in accordance with a resolution of the
directors on 27 November 2019.
Gentrack Group’s principal activity is the development, integration, and support of enterprise billing and customer management software solutions
for the utility (energy and water) and airport industries.
NOTES TO THE FINANCIAL STATEMENTS / 49
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
2. BASIS OF PREPARATION AND ACCOUNTING POLICIES
This section outlines the legislation and accounting standards which have been followed in the preparation of the financial statements along
with explaining how the information has been consolidated and presented.
2.1 KEY LEGISLATION AND ACCOUNTING STANDARDS
The financial statements of Gentrack Group have been prepared in accordance with New Zealand Generally Accepted Accounting Practice (NZ
GAAP). They comply with the New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and other applicable Financial
Reporting Standards as appropriate to profit-oriented entities. The financial statements comply with International Financial Reporting Standards
(IFRS).
Gentrack Group is an FMC entity for the purposes of the Financial Reporting Act 2013 and Financial Markets Conduct Act 2013 and is listed on the
New Zealand Stock Exchange (NZX) and the Australian Securities Exchange (ASX).
The financial statements have been prepared in accordance with the requirements of the Financial Reporting Act 2013, Financial Markets Conduct
Act 2013 and the Companies Act 1993.
2.2 BASIS OF CONSOLIDATION
Subsidiaries are entities over which Gentrack Group has control. Gentrack Group controls an entity when it 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. In assessing control,
potential voting rights that currently are exercisable are taken into account. Subsidiaries are fully consolidated from the date that control is
transferred to Gentrack Group. They are deconsolidated from the date that control ceases.
The accounting policies of subsidiaries have been changed when necessary to align them with the policies adopted by Gentrack Group.
Intra-group balances and any unrealised income and expenses arising from intra-group transactions, are fully eliminated in preparing the financial
statements.
FUNCTIONAL AND PRESENTATION CURRENCY
Items included in the financial statements of each of Gentrack Group’s entities are measured using the currency of the primary economic
environment in which the entity operates (the functional currency). The financial statements are presented in New Zealand dollars (NZD) which is
Gentrack Group’s presentation currency. All financial information has been presented rounded to the nearest thousand dollars ($000) in the financial
statements.
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 the statement of comprehensive income. Foreign exchange gains and
losses are presented in the statement of comprehensive income within net finance expense.
FOREIGN CURRENCY TRANSLATION RESERVE (FCTR)
Gentrack Group translates the results of its foreign operations from their functional currencies to the presentation currency using the closing
exchange rate at balance date for assets and liabilities and the average monthly exchange rates for income and expenses. The difference arising from
the translation of the statement of financial position at the closing rates and the statement of comprehensive income at the average rates is
recorded within the foreign currency translation reserve within the statement of changes in equity.
2.3 BUSINESS COMBINATIONS
Business combinations are accounted for using the acquisition method as at the acquisition date, which is the date on which control is transferred to
Gentrack Group. Control is the exposure or right to variable returns from involvement with the entity and the ability to affect those returns through
power over the entity.
Gentrack Group recognises the fair value of all identifiable assets, liabilities and contingent liabilities of the acquired business. Goodwill is measured
as the excess cost of the acquisition over the recognised assets and liabilities. When the excess is negative (negative goodwill), the amount is
recognised immediately in the statement of comprehensive income.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
50 / NOTES TO THE FINANCIAL STATEMENTS
2.3 BUSINESS COMBINATIONS (CONTINUED)
Gentrack Group applies the anticipated acquisition method where it has the right and the obligation to purchase any remaining non-controlling
interest (so-called put/call arrangements). Under the anticipated acquisition method, the interests of the non-controlling shareholder are
derecognised when Gentrack Group’s liability relating to the purchase of its shares is recognised. The recognition of the financial liability implies that
the interests subject to the purchase are deemed to have been acquired already. Therefore, the corresponding interests are presented as already
owned by Gentrack Group even though legally they are still non-controlling interests. The initial measurement of the fair value of the financial
liability recognised by Gentrack Group forms part of the consideration for the acquisition.
Gentrack Group has not made any acquisitions during the year ended 30 September 2019. For details of acquisitions made in the prior year refer to
the 2018 Annual Report.
2.4 GROUP INFORMATION
The financial statements include the following subsidiaries:
ENTITYPRINCIPAL ACTIVITY
COUNTRY OF
INCORPORATION
SHAREHOLDING
2019
SHAREHOLDING
2018
Gentrack Group Australia Pty LimitedHolding companyAustralia100%100%
Gentrack Pty LimitedSoftware sales and supportAustralia100%100%
Veovo Holdings (Denmark) ApSHolding companyDenmark100%100%
Blip Systems A/S
Software development sales
and support
Denmark79.81%79.81%
CA Plus Limited
Software development sales
and support
Malta75%75%
Veovo Group Limited (formally Veovo
Limited)
Holding companyNew Zealand100%100%
Gentrack Limited
Software development sales
and support
New Zealand100%100%
Gentrack Holdings (UK) LimitedHolding companyUnited Kingdom100%100%
Gentrack UK Limited
Software development sales
and support
United Kingdom100%100%
Junifer Systems LimitedDormantUnited Kingdom100%100%
Evolve Parent LimitedHolding companyUnited Kingdom100%100%
Evolve Analytics Limited
Software development sales
and support
United Kingdom100%100%
Gentrack (Singapore) Pte LimitedSoftware sales and supportSingapore100%100%
Veovo IncSoftware sales and supportUSA100%100%
Veovo NZ LimitedDormantNew Zealand100%-
Veovo UK LimitedDormantUnited Kingdom100%-
NOTES TO THE FINANCIAL STATEMENTS / 51
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
2.5 ADOPTION OF NEW ACCOUNTING STANDARDS
A number of new or amended accounting standards became applicable for the year ended 30 September 2019 and Gentrack Group has had to
update its accounting policies as a result of adopting the following standards:
• NZ IFRS 15 Revenue from Contracts with Customers (NZ IFRS 15)
• NZ IFRS 9 Financial Instruments (NZ IFRS 9)
The impact of adopting these new accounting standards is disclosed below.
NZ IFRS 15 REVENUE FROM CONTRACTS WITH CUSTOMERS – IMPACT OF ADOPTION
NZ IFRS 15 establishes a comprehensive framework for determining whether, how much and when revenue is recognised. It replaced NZ IAS 18:
Revenue. Under NZ IFRS 15, revenue is recognised when the customer obtains control of the goods or services. Determining the timing of the
transfer of control – at a point in time or over time – requires judgement. In transitioning to NZ IFRS 15 Gentrack Group has applied the modified
retrospective method.
Gentrack Group conducted a detailed review of its customer contracts and management concluded that the implementation of NZ IFRS 15 has no
material impact on the way in which Gentrack Group recognises revenue. Therefore, there is no requirement to restate revenue in prior periods.
Gentrack Group’s accounting policies have been amended to ensure the 5-step method, as defined in NZ IFRS 15, is applied consistently to revenue
recognition processes across Gentrack Group.
In assessing the impact of NZ IFRS 15 on Gentrack Group, management has selected to group the revenue contracts with its customers based on the
nature, terms and other similarities sitting within each respective contract type. Such contracts were considered as representative contracts within
each segment and were analysed for the purposes of NZ IFRS 15. The 5-step model in NZ IFRS 15 was then applied to each representative contract to
assess the impact on revenue recognition.
The 5-step method for recognising revenue under NZ IFRS 15 is summarised below:
1. Identify the contract with the customer
2. Identify the performance obligations
3. Determine the transaction price
4. Allocate the transaction price to the performance obligations
5. Recognise revenue.
The table below provides further information on the application of NZ IFRS 15 and how it has been applied to the major revenue types contained in
Gentrack Group’s two operating segments.
REVENUE
TYPE
PRODUCT
DETAILS
DESCRIPTIONKEY JUDGEMENTSOUTCOME
TIMING OF REVENUE
RECOGNITION
Annual feesSoftware
support and
maintenance
Basic post
implementation support
and maintenance and
minor upgrades of the
software.
No major judgements,
other than confirming
the period of the
maintenance contract.
N/AOver time
Benefits are simultaneously
received and consumed
over the support and
maintenance term.
Software
subscription
(1)
A subscription-based
customer information
system and billing
system for utility
companies.
Determining whether
a sales-based license
of intellectual property
exists and if bundling
with other components
of the contract is
required.
The software
subscription is a sales-
based license. Bundling
of the software and
support services is
required to form a
distinct performance
obligation.
Point in time
Recognition at the end
of each month once the
sales-based variable usage
is known.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
52 / NOTES TO THE FINANCIAL STATEMENTS
REVENUE
TYPE
PRODUCT
DETAILS
DESCRIPTIONKEY JUDGEMENTSOUTCOME
TIMING OF REVENUE
RECOGNITION
Managed
services (1)
A managed service using
software to determine
billing inaccuracies and
errors.
Determining
whether any variable
consideration is highly
probable.
Based on fee structure
for the managed
services offering revenue
is updated at each
reporting period when
sufficient certainty exists.
Over time
Benefits are simultaneously
received and consumed.
The value transferred is
measured using an output
method based on value
transferred to the customer.
License fees
and project
services
Initial license
fees and project
services
License and
implementation of
software solutions.
Determining whether
the initial license and
project services are a
distinct performance
obligation. Determining
whether any variable
consideration is highly
probable.
Providing the initial
license and project
services are highly
interrelated and are
required to be bundled
to create a distinct
performance obligation.
Over time
Recognised on a stage of
completion basis. The value
is measured using an input
method, with the input
being the number of hours
expended relative to the
total estimated hours to
complete the project.
Support
services
Support
services
Post implementation
value-add services.
Determining whether
the support services are
a distinct performance
obligation.
Support services are a
distinct performance
obligation, the customer
has the ability to benefit
from the support
services as they are
performed.
Over time
Recognised on a stage of
completion basis. The value
is measured using an input
method, with the input
being the number of hours
expended relative to the
total estimated hours to
complete the work.
(1) Applicable to the Utility segment only.
In terms of impact to the presentation of the financial statements, NZ IFRS 15 requires the disaggregation of revenue to provide clear and
meaningful information. For Gentrack Group, management has concluded that presentation of revenue in terms of the method of revenue
recognition is most appropriate. Therefore, revenue is disaggregated in the operating segments note (refer to note 3.1) as the amounts recognised at
a point in time and over time. Revenue is also disaggregated by revenue type in note 3.2.
NZ IFRS 9 FINANCIAL INSTRUMENTS – IMPACT OF ADOPTION
NZ IFRS 9: Financial Instruments replaces NZ IAS 39: Financial Instruments: Recognition and Measurement and brings together three aspects of the
accounting for financial instruments: classification and measurement, impairment and hedge accounting.
The adoption of NZ IFRS 9 from 1 October 2018 resulted in changes in accounting policies and adjustments to the amounts recognised in the
financial statements. The new accounting policies are set out in the section below, along with the impact of adopting NZ IFRS 9.
Changes in accounting policies resulting from the adoption of NZ IFRS 9 have been applied retrospectively, except Gentrack Group has used an
exemption not to restate comparative information.
2.5 ADOPTION OF NEW ACCOUNTING STANDARDS (CONTINUED)
NOTES TO THE FINANCIAL STATEMENTS / 53
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
2.5 ADOPTION OF NEW ACCOUNTING STANDARDS (CONTINUED)
CLASSIFICATION AND MEASUREMENT
NZ IFRS 9 principally impacts the following classifications of financial assets for Gentrack Group:
• Cash and cash equivalents
• Trade receivables
From 1 October 2018, Gentrack Group classifies its financial assets at amortised cost (previously classified as loans and receivables under NZ IAS 39).
There was no change in the carrying value of the financial assets as a result of the reclassification. At initial recognition, Gentrack Group measures a
financial asset at its fair value plus transaction costs that are directly attributable to the acquisition of the financial asset.
IMPAIRMENT
From 1 October 2018, Gentrack Group assess on a forward-looking basis, the expected credit losses associated with its financial assets carried at
amortised cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk.
In assessing whether there has been a significant increase in credit risk, Gentrack Group considers both forward looking information and financial
history of the counterparties to assess the probability of default. Gentrack Group defines default as a counterparty not satisfying their contractual
obligations in relation to the financial asset.
For trade receivables NZ IFRS 9 requires expected lifetime credit losses to be recognised from initial recognition of the trade receivable. When there is
no reasonable expectation of recovery trade receivables are written off.
The expected credit loss allowance is based on assumptions about risk of default and expected credit loss rates. Gentrack Group uses judgement in
making these assumptions and selecting appropriate inputs to the impairment calculation. This is based on Gentrack Group’s past history, existing
market conditions as well as forward looking estimates at the end of each period. Further information on the key judgements and assumptions are
detailed below.
CASH AND CASH EQUIVALENTS
While cash and cash equivalents are subject to the impairment requirements of NZ IFRS 9, the identified impairment loss is nil.
TRADE RECEIVABLES
Gentrack Group has applied the lifetime expected credit loss approach for trade receivables under NZ IFRS 9. To measure the expected credit loss,
trade receivables have been grouped and reviewed on the basis of the number of days past due. The expected credit loss allowance has been
calculated using the following inputs:
• Baseline characteristic considers the age of each invoice and applies an increasing expected credit loss estimate as the invoice ages.
• The ageing characteristic considers the history of each specific customer and if the customer has a significant proportion of overdue invoices
an additional provision is added.
• The Country, Customer and Market characteristics consider the relative risk related to the country where the customer resides and assesses the
financial strength of the customer and the market position Gentrack Group has achieved within that market.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
54 / NOTES TO THE FINANCIAL STATEMENTS
2.5 ADOPTION OF NEW ACCOUNTING STANDARDS (CONTINUED)
The details of the expected credit loss allowance as at 1 October 2018 are shown below:
1 OCTOBER 2018
CURRENT
NZ$000
1-60 DAYS
PAST DUE
NZ$000
61-120 DAYS
PAST DUE
NZ$000
121-180
DAYS PAST
DUE
NZ$000
OVER 180
DAYS PAST
DUE
NZ$000
TOTA L
NZ$000
Gross carrying amount8,9044,3851,6891,2781,32717,583
Baseline2230303259172
Aging and Customer duration98446583209
Country, Customer and Market21910101261
Total expected by credit loss rate0.59%1.05%4.99%8.34%11.61%2.52%
Expected credit loss allowance524684107154443
An increase of $0.4m in the allowance for impairment under the expected credit loss model was recognised in opening retained earnings at
1 October 2018 on transition to NZ IFRS 9.
The expected credit loss allowance for trade receivables as at 30 September 2018 as reported in the annual report reconciles to the opening
expected credit loss allowance on 1 October 2018 as follows:
NZ$000
EXPECTED CREDIT LOSS ALLOWANCES FOR TRADE RECEIVABLES
At 30 September 2018 – calculated under NZ IAS 39504
Amounts restated through opening retained earnings443
Opening expected credit loss allowance as at 1 October 2018 – calculated under NZ IFRS 9947
The expected credit loss allowance for trade receivables as at 30 September 2019 is as follows:
30 SEPTEMBER 2018
CURRENT
NZ$000
1-60 DAYS
PAST DUE
NZ$000
61-120 DAYS
PAST DUE
NZ$000
121-180
DAYS PAST
DUE
NZ$000
OVER 180
DAYS PAST
DUE
NZ$000
TOTA L
NZ$000
Gross carrying amount12,8483,2482,8427462,57022,254
Baseline3923711123203
Aging and Customer duration914713138181
Country, Customer and Market377232776
Total expected by credit loss rate0.67%1.37%0.57%3.57%11.1%2.07%
Expected credit loss allowance85451627287460
During the year the proportion of trade receivables past due in each of the ageing buckets has improved, but the overall trade receivable balance
has increased. This has resulted in a slight increase in the expected credit loss allowance, the movement in the expected credit loss allowance has
been recognised within administrative expenses in the statement of comprehensive income.
NOTES TO THE FINANCIAL STATEMENTS / 55
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
2.5 IMPACT OF STANDARDS ISSUED BUT NOT YET ADOPTED
The International Accounting Standards Board has issued a number of standards, amendments and interpretations which are not yet effective, and
which may have an impact on Gentrack Group’s financial statements.
These are detailed below. Gentrack Group has not applied these in preparing these financial statements and will apply each standard in the
reporting period in which the standard becomes mandatory:
NZ IFRS 16 LEASES
NZ IFRS 16 Leases will result in almost all leases being recognised in the statement of financial position, as the distinction between operating leases
and finance leases is removed. The standard is mandatory for Gentrack Group for reporting periods beginning on, or after 1 October 2019. Gentrack
Group does not intend to adopt the standard before its mandatory effective date.
Under NZ IFRS 16, a contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in
exchange for consideration. Under NZ IAS 17, a lessee was required to make a distinction between an operating lease (off balance sheet) and a
finance lease (on balance sheet). NZ IFRS 16 requires a lessee to recognise a lease liability reflecting the future lease payments and a ‘right-of-use’
asset for almost all lease contracts. The statement of comprehensive income will be impacted by the recognition of an interest expense and a
depreciation expense with premise rental and office equipment expenses being significantly impacted.
For Gentrack Group, the impact will be primarily focused on the accounting for operating leases. As at the reporting date, Gentrack Group has
operating lease commitments of $29.4m. Upon adoption, NZ IFRS 16 will have a significant impact upon Gentrack Group’s statement of financial
position and statement of comprehensive income.
To calculate the impact of NZ IFRS 16 as at 1 October 2019, being the date of adoption, Gentrack Group’s management has developed a detailed
model. Management has had to apply judgement across several parameters that input into this model as follows:
• The lease term including potential renewals for which Gentrack has a right to exercise;
• The incremental borrowing rate that is used to discount lease assets and liabilities.
As a result of the calculations and the application of judgement within the model, management is able to quantify the potential impact of NZ IFRS 16
based on the current lease arrangements across Gentrack Group. Management expects that there will be material impact across the following line
items in the statement of financial position:
• Recognition of right-of-use assets of $17.5m;
• Recognition of a lease liability $22.9m;
• Derecognition of lease incentive liability of $3.9m; and
• Decrease in opening retained earnings $1.5m.
The expected impact on the statement of comprehensive income for the year ended 30 September 2020 across the following line items are
estimated as follows:
• Increase in finance expense (recognised as interest expense) $1.2m;
• Increase in depreciation and amortisation expense $2.5m; and
• Decrease in premises and office equipment expenses contained in administrative expenses $3.5m.
Estimates are subject to change at the time of adoption and for the year ended 30 September 2020 due to:
• Any changes in managements judgements as they apply;
• Outcome of renewals under lease agreements;
• Any changes to existing leasing arrangements;
• New lease contracts entered into; and
• Finalisation of management’s judgements and changes to the discount rates.
The implementation of NZ IFRS 16 has no cash impact to Gentrack Group as changes are limited to financial reporting requirements only. Gentrack
Group intends to implement the simplified transition approach as defined in the standard for the year ended 30 September 2020 and will not restate
comparative amounts for the period prior to adoption.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
56 / NOTES TO THE FINANCIAL STATEMENTS
3. GROUP PERFORMANCE
This section outlines further details of Gentrack Group’s financial performance by building on the information presented in the statement of
comprehensive income.
3.1 OPERATING SEGMENTS
An operating segment is a component of an entity that engages in business activities from which it may earn revenue and incur expenses, whose
operating results are regularly reviewed by the entity’s Chief Operating Decision Maker to make decisions about resources to be allocated to the
segment and assess its performance, and for which discrete financial information is available. Operating segments are aggregated for disclosure
purposes where they have similar products and services, production processes, customers, distribution methods and regulatory environments.
Gentrack Group currently operates in two business segments, utility billing software and airport management software, as at
30 September 2019. These segments have been determined based on the reports reviewed by the Board (Chief Operating Decision Maker)
to make strategic decisions.
The assets and liabilities of Gentrack Group are reported to and reviewed by the Chief Operating Decision Maker in total and are not allocated by
business segment. Therefore, operating segment assets and liabilities are not disclosed.
2019
UTILITY
NZ$000
AIRPORT
NZ$000
TOTA L
NZ$000
TIMING OF REVENUE RECOGNITION
Point in time6,3265,44011,766
Over time81,85318,06399,916
Total revenue88,17923,503111,682
Expenditure(68,174)(18,695)(86,869)
Segment contribution (1)20,0054,80824,813
2018
UTILITY
NZ$000
AIRPORT
NZ$000
TOTA L
NZ$000
TIMING OF REVENUE RECOGNITION
Point in time7,9463,43111,378
Over time77,17515,92493,099
Total revenue85,12119,356104,477
Expenditure(59,156)(14,365)(73,521)
Segment contribution (1)25,9654,99130,956
NOTES TO THE FINANCIAL STATEMENTS / 57
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
3.1 OPERATING SEGMENTS (CONTINUED)
A reconciliation of segment contribution to profit attributable to the shareholders of the company is provided below:
2019
NZ$000
2018
NZ$000
Segment contribution (1)24,81330,956
Depreciation and amortisation(9,440)(6,987)
Acquisition related costs-(1,268)
Revaluation of acquisition related financial liabilities3843,835
Impairment of goodwill and intangible assets(14,551)(3,984)
Net finance expense(763)(1,820)
Income tax expense(3,758)(6,863)
Profit attributable to the shareholders of the company(3,315)13,869
(1) Segment contribution is defined as profit before depreciation, amortisation, acquisition related costs, revaluation of financial liabilities,
impairment of goodwill and intangible assets, financing and tax.
2019
NZ$000
2018
NZ$000
REVENUE BY DOMICILE OF ENTITY
Australia22,72429,062
New Zealand18,14218,791
United Kingdom60,46956,193
Rest of World10,347431
Total revenue111,682104,477
REVENUE BY DOMICILE OF CUSTOMERS
Australia24,94731,903
New Zealand12,24411,835
United Kingdom58,91343,312
Rest of World15,57817,427
Total revenue111,682104,477
In 2019 and 2018, no single customer including their subsidiaries accounted for 10% or more of Gentrack Group’s revenue.
3.2 OPERATING REVENUE
Gentrack Group recognises revenue from customers when the performance obligation has been accomplished. A performance obligation
is accomplished when the customer has received all of the benefits promised under the performance obligation. The following sections
detail the type of revenue recognised within each category. Effective from 1 October 2018 Gentrack Group adopted NZ IFRS 15 Revenue
from Contracts with Customers, this did not result in significant changes in accounting policies related to revenue recognition. Refer to note 2.5 for
details on the method and timing of revenue recognition.
Revenue recognition involves certain revenue streams being recognised based on the stage of completion. This process uses estimations of
time required to complete the project and is based on detailed information on hours worked to date, prior experience and project
scheduling tools. Gentrack Group employs project managers to provide regular information to management on the progress of all projects.
All estimates are reviewed by management prior to revenue recognition.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
58 / NOTES TO THE FINANCIAL STATEMENTS
3.2 OPERATING REVENUE (CONTINUED)
ANNUAL FEES
Annual fees include software support and maintenance charged on software licenses, software subscriptions and managed services. Revenue from
annual fees is generally recognised over the period as the benefits are consumed by the customer.
SUPPORT SERVICES
Support services are post implementation value-add professional services related to ongoing upgrades, minor software revisions and extended
support. Support services revenue is recognised when the service is complete or on a stage of completion basis.
LICENSES
Revenue from license fees is recognised when the customer is able to benefit from the licensed software. License fees that are highly interrelated
with project services are recognised based on a stage of completion of the project.
PROJECT SERVICES
Revenue from project services is recognised based on the stage of completion of the project. This is typically in accordance with the achievement of
contract milestones and/or hours expended and forecast hours to complete the project.
OTHER
Other revenue is primarily revenue from hardware and the recharge of ad-hoc costs that are recharged to customers. Revenue from hardware sales is
recognised when the hardware has been delivered to the customer.
NOTES
2019
NZ$000
2018
NZ$000
OPERATING REVENUE:
Annual fees54,90438,294
Support services23,33525,696
Project services21,37725,406
Licenses5,70810,545
Other5,0063,681
Total operating revenue110,330103,622
OTHER INCOME:
Government grants3.31,352855
Total revenue111,682104,477
3.3 OTHER INCOME
GOVERNMENT GRANTS
Government grants are recognised at their fair value where there is a reasonable assurance that the grant will be received, and Gentrack
Group will comply with all attached conditions. When a grant relates to an expense item, it is recognised as income over the period
necessary to match the grant on a systematic basis to the costs that it is intended to compensate.
During 2019, Gentrack Group recognised a total of $1.0m (2018: $0.8m) of grants from Callaghan Innovation in New Zealand and Research and
Development Expenditure Credits (RDEC) from the UK Government. These government grants provide a percentage return for eligible Research and
Development conducted by Gentrack Group. At balance date, the Callaghan grant has a 10% retention of $0.1m which is yet to be paid and is
subject to an independent auditor review. The RDEC grant is a tax incentive and at balance date $0.2m was outstanding, the benefit will be applied
to Gentrack Group’s tax payable when the income tax return for 30 September 2019 is filed.
NOTES TO THE FINANCIAL STATEMENTS / 59
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
3.4 EXPENDITURE
The table below provides a detailed breakdown of the total expenditure presented in the statement of comprehensive income.
2019
NZ$000
2018
NZ$000
PROFIT BEFORE TAX INCLUDES THE FOLLOWING SPECIFIC EXPENSES:
Employee entitlements58,91449,961
Administrative costs11,6919,451
Third party customer-related costs6,9675,500
Advertising and marketing1,5651,543
Consulting and subcontracting5,3465,147
Other operating expenses2,3861,919
Total expenditure86,86973,521
Included in the total expenditure shown above, Gentrack Group has expensed $8.4m of research and development expenditure in 2019 (2018:
$7.5m) related to software research and development in the statement of comprehensive income. This research and development expenditure
includes payroll overheads, employee benefits and other employee-related expenses.
3.5 DEPRECIATION AND AMORTISATION
Depreciation on assets is calculated using the straight-line method to allocate the difference between their original costs and their residual
values over their estimated useful lives.
Except for goodwill and brands, intangible assets are amortised on a straight-line basis in the statement of comprehensive income over their
estimated useful lives, from the date that they are available for use.
2019
NZ$000
2018
NZ$000
Depreciation1,001900
Amortisation8,4396,087
Total depreciation and amortisation9,4406,987
3.6 NET FINANCE EXPENSE
Finance income comprises interest income and foreign currency gains that are recognised in the statement of comprehensive income.
Interest income is recognised as it accrues, using the effective interest method.
Finance expense comprises interest expense on borrowings, foreign currency losses and impairment losses recognised on the financial assets
(except for trade receivables) that are recognised in the statement of comprehensive income. All borrowing costs are recognised in the statement of
comprehensive income using the effective interest method.
2019
NZ$000
2018
NZ$000
FINANCE INCOME
Interest income1126
Foreign exchange gains--
1126
FINANCE EXPENSES
Interest expense(690)(1,121)
Interest paid – NPV discount(54)(127)
Foreign exchange losses(30)(598)
(774)(1,846)
Net finance expense(763)(1,820)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
60 / NOTES TO THE FINANCIAL STATEMENTS
4. CASH, BORROWINGS AND CASH FLOWS
This section outlines further from the statement of cash flows and provides details on the cash and cash equivalents held in the statement of
financial position.
Cash comprises cash at bank and on hand.
4.1 RECONCILIATION OF NET SURPLUS TO CASH FLOWS
NOTES
2019
NZ$000
2018
NZ$000
RECONCILIATION OF OPERATING CASH FLOWS WITH NET PROFIT AFTER TAX
Net profit after tax(3,315)13,869
ADJUSTMENTS FOR NON-CASH ITEMS
Deferred tax7.2(2,386)(2,420)
Impairment provision – Trade receivables1,866337
Loss on foreign exchange transactions28598
Share based payments6.280331
Net interest expense3.66791,095
Revaluation and interest on financial liability(330)(3,888)
Other non-cash items6(79)
Depreciation and amortisation3.59,4406,987
Impairment of goodwill and other intangibles5.2, 5.3, 5.414,5513,984
Non-cash items20,61920,814
ADD/(DEDUCT) MOVEMENTS IN OTHER WORKING CAPITAL ITEMS
(Increase)/Decrease in trade and other receivables(9,717)278
(Decrease)/Increase in tax payable(1,995)1,418
Increase/(Decrease) in GST payable728(197)
Increase/(Decrease) in contract liabilities4,409(1,906)
Increase/(Decrease) in employee entitlements825(908)
(Decrease)/Increase in trade payables and accruals(2,078)2,753
Net working capital movements(7,828)1,438
Net cash inflow from operating activities12,79122,252
NOTES TO THE FINANCIAL STATEMENTS / 61
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
4.2 BANK FACILITIES AND BORROWINGS
Gentrack Group currently maintains a revolving five year credit facility and a working capital facility with ASB on the terms outlined below.
The revolving credit facility aggregated is NZD$42.5 million, and the working capital facility is NZD$8 million, totalling NZD$50.5 million. The
purpose of the revolving credit facility is to part fund acquisitions and other capital projects. The purpose of the working capital facility is to assist
with funding the working capital requirements of Gentrack Group. At 30 September 2019 Gentrack Group had drawn down $4.0m of the working
capital facility (2018: $Nil).
Interest is payable at a rate calculated as a base rate plus a pre-determined margin. During the year, the average rates for the NZD denominated
borrowings were 2.34%. There are covenants in place relating to gearing and interest cover and Gentrack Group was in compliance with them during
the year. The maturity date for each drawdown is the end of the next interest reset date. Gentrack Group has the right to roll over the drawdowns up
to the maturity of the facility on 28 March 2022.
Gentrack Group has provided a General Security Deed over all the present and after acquired property of all entities in Gentrack Group.
Related party borrowings include a loan from Shireburn Company Limited, the minority shareholder of CA Plus and amounts to $0.5m (2018: Nil).
This loan expires 30 November 2023 and has an average interest rate of 2.56%. The loan is in place to contribute towards the working capital
requirements of CA Plus.
4.3 CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise cash in hand, deposits held at call with banks, other short term and highly liquid investments with
original maturities of three months or less.
2019
NZ$000
2018
NZ$000
Bank balances8,62511,398
Cash on hand12
Total cash and cash equivalents8,62611,400
5. ASSETS AND LIABILITIES
This section outlines further details of Gentrack Group’s financial performance by building on information presented in the statement of
financial position.
5.1 TRADE AND OTHER RECEIVABLES
Gentrack Group recognises trade and other receivables initially at fair value and subsequently measured at amortised cost using the
effective interest method, less provision for impairment. An impairment provision for trade receivables consists of the expected credit loss
in accordance with NZ IFRS 9 (refer to note 2.5) and a specific provision. A specific provision is established when there is objective evidence
that Gentrack Group will not be able to collect all amounts due according to the original terms of the receivables. The carrying amount of an asset is
reduced through the use of provision accounts, and the amount of the loss is recognised in the statement of comprehensive income. When a
receivable is uncollectible, it is written off against the specific impairment provision account. Subsequent recoveries of amounts previously written
off are credited against the statement of comprehensive income.
2019
NZ$000
2018
NZ$000
Trade receivables22,25417,583
Impairment provision – Expected credit loss(460)-
Impairment provision – Specific provision(2,408)(504)
Provision for warranty claims(150)(15)
Contract assets9,5934,093
Sundry receivables and prepayments2,4502,898
Total trade and other receivables31,27924,055
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
62 / NOTES TO THE FINANCIAL STATEMENTS
5.1 TRADE AND OTHER RECEIVABLES (CONTINUED)
MOVEMENT IN TRADE RECEIVABLES IMPAIRMENT PROVISION
2019
NZ$000
2018
NZ$000
Opening balance504167
Increase in impairment provision2,794419
Write back in impairment provision(177)(75)
Effect of movement in foreign exchange(210)(7)
Bad debt written off(43)-
Total trade receivables impairment provision2,868504
5.2 GOODWILL
Goodwill represents the difference between the cost of acquisition and the fair value of the net identifiable assets acquired. Goodwill is
stated at cost less any accumulated impairment losses. Goodwill is allocated to cash-generating units (CGU) and is not amortised but is
tested annually for impairment.
2019
NZ$000
2018
NZ$000
Opening balance146,189122,212
Goodwill arising on acquisition-22,408
Goodwill impairment(10,380)(3,984)
Exchange rate differences(1,375)5,553
Closing net book value134,434146,189
Goodwill allocated to Utilities106,758107,670
Goodwill allocated to Airport 20/202,9002,900
Goodwill allocated to Blip Systems8,2928,376
Goodwill allocated to CA Plus-11,005
Goodwill allocated to Evolve Analytics16,48416,238
Net book value134,434146,189
During the year due to the further alignment of the Gentrack Velocity and Junifer CGU’s a single combined CGU named Utilities was formed. With the
increased alignment it is now no longer possible to meaningfully separate the cash flows and therefore they are now reported as a single CGU.
5.3 IMPAIRMENT TESTING
IMPAIRMENT OF GOODWILL AND OTHER ASSETS
At each reporting date, Gentrack Group assesses whether there is any indication that an asset may be impaired. Where an indicator of
impairment exists, Gentrack Group makes a formal estimate of the recoverable amount. Where the carrying value of an asset exceeds its
recoverable amount, the asset is considered impaired and is written down to its recoverable amount. Recoverable amount is the greater of
fair value less costs to sell or the asset’s value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which
there are separately identifiable cash flows (cash-generating units). Non-financial assets other than goodwill that suffered an impairment are
reviewed for possible reversal of the impairment at each reporting date.
In assessing value in use, the estimated future cash flows are discounted to their present value using a pre tax discount rate that reflects the current
market assessments and the time value of money and the risks specific to the asset. Value in use is determined by discounting the future cash flows
generated by each CGU. Cash flows were projected based on five-year business plans. The Weighted Average Cost of Capital (WACC) is based on
CAPM methodology using market specific inputs. The WACC for each CGU is reviewed annually. The key assumptions are detailed in the table below.
NOTES TO THE FINANCIAL STATEMENTS / 63
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2018
5.3 IMPAIRMENT TESTING (CONTINUED)
Gentrack Group tests annually whether goodwill has suffered any impairment, in accordance with the accounting policy stated above. The
recoverable amounts of cash-generating units have been determined based on value in use calculations. These calculations require the use
of assumptions, the details of these assumptions and the potential impact of changes to the assumptions are presented below.
CASH GENERATING UNIT
2019 REVENUE
GROWTH
2020 – 2024
WACC
2019
2018 REVENUE
GROWTH
2019 – 2023
WACC
2018
Utilities8% CAGR8.7%15% CAGR10.8%
Airport 20/2010% CAGR8.8%15% CAGR10.8%
Blip Systems11% CAGR10.1%21% CAGR11.1%
Evolve Analytics6% CAGR13.5%Not testedNot tested
The terminal revenue growth rate for all CGU’s is calculated based on the 2024 year and assumes a continuous growth of a minimum of projected
inflation estimates of 1.25% (2018: 2.5%). These values assigned to the key assumptions represent management’s assessments of future trends and
are based on both external and internal sources.
IMPAIRMENT TESTING RESULTS – EXCLUDING CA PLUS
The calculations confirmed there was no impairment of goodwill during the year apart from CA Plus. Management believes that any reasonable
possible change in the key assumptions for all CGU’s, excluding CA Plus would not cause the carrying amount to exceed the recoverable amount.
Changes in key assumptions were considered as sensitivities. These are summarised in the table below.
CASH GENERATING UNIT
RECOVERABLE
AMOUNT
EBITDA
+5%
EBITDA
-5%
WACC
+1%
WACC
-1%
Utilities270,68714,536(14,536)(32,536)42,567
Airport 20/2065,0693,227(3,227)(7,669)10,033
Blip Systems19,9091,106(1,106)(2,128)2,677
Evolve Analytics43,1842,287(2,287)(3,371)3,977
CA PLUS – FULL IMPAIRMENT
Gentrack Group acquired 75% of CA Plus in May 2017 with an option to acquire the remaining 25% exercisable in May 2020 based on a three year
earn-out target to 31 December 2019. CA Plus was acquired as an early stage business with the expectation that it would rapidly develop.
CA Plus offers solutions to airports to process non-aeronautical revenues derived from retail and concessionaire management activities. The CA Plus
solution collects sales data from tenants to calculate and charge concession fees and to provide detailed analytics supporting planning and decision
making.
At 30 September 2018 the value of the liability for the option related deferred consideration was revalued to 1.00 Euro resulting in a gain of $3.8m
and at the same time an impairment to goodwill of $3.9m was recognised. It was noted at that time that the carrying value after the impairment
would remain sensitive to future growth and performance of the CA Plus business.
During the year ended 30 September 2019, CA Plus has not delivered expected sales growth and a strategic review of the business has been
undertaken during the period. The conclusion is that while there is identifiable market demand for its solutions in the global airports sector, the
approach to market needed to be significantly changed to realise the opportunity. Plans are being prepared to fully integrate CA Plus into the
Airports 20/20 business and to deliver the solution as a component of the Airports 20/20 product set which will leverage the intellectual property,
the resources and reshape the sales approach.
In view of the uncertainties around the future shape and performance of the business and associated financial outcomes, management considers a
full impairment of the $14.6m carrying value of these acquired assets is appropriate. The $14.6m impairment includes $10.4m in goodwill and $4.2m
of intangible assets.
Details of the impairment related amounts are included in notes 5.2, 5.3 and 5.4 respectively.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
64 / NOTES TO THE FINANCIAL STATEMENTS
5.3 IMPAIRMENT TESTING (CONTINUED)
IMPAIRMENT TESTING – SUBSEQUENT EVENT
Subsequent to balance date, Gentrack Group undertook an internal review of its FY2020 revenue projections due to increased political uncertainty in
the UK following Brexit developments and the announcement of a UK general election. This internal review resulted in earnings guidance for FY2020
announced on 22 November 2019, where Gentrack Group expects that FY2020 earnings would be broadly flat. Gentrack Group considers this to be a
non-adjusting subsequent event, however, has assessed the impact on impairment testing. The decreased revenue expectations are not projected to
result in the impairment of Gentrack Group’s goodwill and other intangible assets, however, it is noted that the assets of the Evolve Analytics CGU
will become sensitive to impairment and a further deterioration in underlying cash flow assumptions could result in impairment.
5.4 INTANGIBLE ASSETS
CAPITALISED DEVELOPMENT
Costs that are directly associated with the development of software are recognised as intangible assets where the following criteria are met:
• it is technically feasible to complete the software product so that it will be available for use;
• management intends to complete the software product and use or sell it;
• there is an ability to use or sell the software product;
• it can be demonstrated how the software product will generate probable future economic benefits;
• adequate technical, financial and other resources to complete the development and to use or sell the software product are available; and
• the expenditure attributable to the software product during its development can be reliably measured.
Software development costs that meet the above criteria are capitalised. Other development expenditure that does not meet the above criteria is
recognised as an expense as incurred. Development costs previously recognised as expenses are not recognised as assets in a subsequent period.
Software development costs recognised as assets are amortised over their estimated useful lives.
BRANDS
Brands are considered to have an indefinite useful life and are held at cost and are not amortised but are subject to an annual impairment test
consistent with the methodology outlined for goodwill above.
OTHER INTANGIBLE ASSETS
Other intangible assets consist of internal use software, acquired source code, trade-marks and customer relationships. They have finite useful lives
and are measured at cost less accumulated amortisation and accumulated impairment losses.
AMORTISATION
Except for goodwill and brands, intangible assets are amortised on a straight-line basis in the statement of comprehensive income over their
estimated useful lives, from the date that they are available for use.
The estimated useful lives for the current and comparative periods are as follows:
• Acquired source code 10 years
• Customer relationships 10 years
• Trade-marks 4 years
• Capitalised development 5 years
Amortisation methods, useful lives and residual values are reviewed at each financial year end and adjusted if appropriate.
NOTES TO THE FINANCIAL STATEMENTS / 65
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
5.4 INTANGIBLE ASSETS (CONTINUED)
2019
SOFTWARE
NZ$000
CUSTOMER
RELATIONSHIPS
NZ$000
BRAND NAMES
$000
TRADEMARKS
NZ$000
CAPITALISED
DEVELOPMENT
NZ$000
TOTA L
NZ$000
Opening balance39,12619,0025,0247934,24268,187
Additions526---5,1285,654
Amortisation(4,890)(2,471)-(163)(915)(8,439)
Impairment(2,837)(617)--(717)(4,171)
Movement in foreign exchange(512)(196)-(9)(32)(749)
Closing net book value31,41315,7185,0246217,70660,482
Cost47,17024,6765,0248408,81086,520
Accumulated amortisation(15,757)(8,958)-(219)(1,104)(26,038)
Net book value31,41315,7185,0246217,70660,482
2018
SOFTWARE
NZ$000
CUSTOMER
RELATIONSHIPS
NZ$000
BRAND NAMES
$000
TRADEMARKS
NZ$000
CAPITALISED
DEVELOPMENT
NZ$000
TOTA L
NZ$000
Opening balance24,78311,2505,0241189041,958
Additions186---3,7303,916
Acquisitions through a business
combination16,5598,994-812-26,365
Amortisation(3,792)(1,855)-(43)(397)(6,087)
Movement in foreign exchange1,390613-13192,035
Closing net book value39,12619,0025,0247934,24268,187
Cost50,65025,6205,0248474,65486,795
Accumulated amortisation(11,524)(6,618)-(54)(412)(18,608)
Net book value39,12619,0025,0247934,24268,187
5.5 PROPERTY, PLANT AND EQUIPMENT
In the statement of financial position property, plant and equipment is stated at historical cost less depreciation. Historical cost includes
expenditure that is directly attributable to the acquisition of the items.
Depreciation on assets is calculated using the straight-line method to allocate the difference between their original costs and their residual values
over their estimated useful lives, as follows:
• Office equipment, fixtures and fittings 7 years
• Computer equipment 3 to 7 years
• Leasehold improvements Term of lease
The assets’ residual values and useful lives are reviewed and adjusted if appropriate at each balance date.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated
recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with carrying amounts and are recognised in the statement of comprehensive
income.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
66 / NOTES TO THE FINANCIAL STATEMENTS
5.5 PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
2019
FURNITURE AND
EQUIPMENT
NZ$000
COMPUTER
EQUIPMENT
NZ$000
LEASEHOLD
IMPROVEMENTS
NZ$000
TOTA L
NZ$000
Opening balance1,1229301,7843,836
Additions6654744657
Depreciation(209)(608)(184)(1,001)
Disposals(2)(21)-(23)
Movement in foreign exchange(8)1(9)(17)
Net book value9698491,6353,453
Cost2,1333,7832,0868,002
Accumulated depreciation(1,164)(2,934)(451)(4,549)
Net book value9698491,6353,453
2018
FURNITURE AND
EQUIPMENT
NZ$000
COMPUTER
EQUIPMENT
NZ$000
LEASEHOLD
IMPROVEMENTS
NZ$000
TOTA L
NZ$000
Opening balance5367731,2152,524
Additions7867198592,364
Acquisitions through a business combination1654-70
Depreciation(176)(576)(148)(900)
Disposals(74)(57)(173)(304)
Movement in foreign exchange34173182
Net book value1,1229301,7843,836
Cost2,0843,2722,0507,406
Accumulated depreciation(962)(2,342)(266)(3,570)
Net book value1,1229301,7843,836
5.6 TRADE PAYABLES AND ACCRUALS
Gentrack Group recognises trade and other payables initially at fair value and subsequently measured at amortised cost using the effective
interest method. They represent liabilities for goods and services provided prior to the end of the financial year that are unpaid. The
amounts are unsecured, non-interest bearing and are usually paid within 45 days of recognition.
2019
NZ$000
2018
NZ$000
Trade creditors3,7425,102
Sundry accruals1,7451,805
Total trade payables and accruals5,4876,907
NOTES TO THE FINANCIAL STATEMENTS / 67
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
5.7 EMPLOYEE ENTITLEMENTS
Liabilities for salaries and wages, including non-monetary benefits, long service leave and annual leave are recognised in employee
benefits in respect of employees’ services up to the reporting date. They are measured at the amounts expected to be paid when the
liabilities are settled. Cost for non-accumulating sick leave is recognised when the leave is taken and measured at the rates paid or payable.
2019
NZ$000
2018
NZ$000
CURRENT
Long service leave635492
Other short-term employee benefits3,9533,359
4,5883,851
NON-CURRENT
Long service leave411339
Total employee entitlements4,9994,190
5.8 FINANCIAL LIABILITIES
The potential cash payments related to put options issued by Gentrack Group for the equity of acquired companies is accounted for as a
financial liability. The amount that may become payable under the option on exercise is initially recognised at fair value. Options are
subsequently reassessed to fair value, using the effective interest rate method, and any change arising is reflected as an adjustment to the
financial liability and a corresponding entry is recognised in the statement of comprehensive income.
2019
NZ$000
2018
NZ$000
CURRENT
Put/Call option – Blip Systems2,451-
NON-CURRENT
Put/Call option – Blip Systems-2,808
Total financial liabilities2,4512,808
The reduction for the put/call options relates to the fair value adjustment of the vendor put option for Blip Systems to $2.5m (2018: $2.8m).This
represents the net present value of the minimum amount payable under the agreement and is due to be settled in cash between January 2020 and
March 2020. For more information on the Blip Systems acquisition and the option please refer to the 2018 Annual Report.
In Gentrack Group’s transition to NZ IFRS 9 there has been no change in the classification or accounting treatment of the vendor put option for Blip
Systems.
5.9 INVENTORY
Inventories are stated at the lower of cost and net realisable value. Cost is calculated using a weighted average method and includes expenditure
incurred to purchase the inventory and transport it to its current location. Net realisable value is the estimated selling price of the inventory in the
ordinary course of business less costs necessary to make the sale. The cost of inventories consumed during the year are recognised as an
expense and included in expenditure in the statement of comprehensive income.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
68 / NOTES TO THE FINANCIAL STATEMENTS
5.10 PROVISIONS
Gentrack Group recognises a provision when it 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 has been 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.
Provisions are measured at the present value of the expenditure expected to be required to settle the obligation using a pre-tax rate that reflects
current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to the passage of
time is recognised as a finance expense in the statement of comprehensive income
6. CAPITAL STRUCTURE
This section outlines Gentrack Group’s capital structure and details of share-based employee incentives which have an impact on Gentrack
Group’s equity.
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are
recognised as a deduction from equity, net of any tax effects. Where any Gentrack Group company purchases the Company’s equity share
capital (treasury shares), the consideration paid is deducted from equity attributable to the Company’s equity holders until the shares are
cancelled or transferred outside Gentrack Group.
Ordinary shares are fully paid and have no par value. The holders of ordinary shares are entitled to receive dividends as declared from time to time
and are entitled to one vote per share at meetings of the Company and rank equally with regard to the Company’s residual assets.
6.1 CAPITAL MANAGEMENT
The capital structure of Gentrack Group consists of equity raised by the issue of ordinary shares in the parent company.
Gentrack Group manages its capital to ensure that companies in the Group are able to continue as going concerns. Gentrack Group is not subject to
any externally imposed capital requirements.
SHARES ISSUEDSHARE CAPITAL
2019
000
2018
000
2019
NZ$000
2018
NZ$000
Ordinary shares98,52583,697190,968101,490
Issue of new ordinary shares12014,82826189,478
98,64598,525191,229190,968
NOTES TO THE FINANCIAL STATEMENTS / 69
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
6.2 SHARE-BASED PAYMENTS
Gentrack Group operates equity settled, share-based payments schemes under which it receives services from employees, as consideration
for equity instruments of Gentrack Group. A valuation has been completed for each scheme at the grant date to estimate the fair value of the
performance rights allocated. Management also make estimates about the number of performance rights that are expected to vest which
determines the expense recorded in the statement of comprehensive income.
EQUITY SETTLED LONG TERM INCENTIVE SCHEME – EARNINGS PER SHARE CUMULATIVE AVERAGE GROWTH RATE (EPS CAGR)
During the year the Gentrack Group Board approved the fourth annual issue of an equity settled long term incentive scheme first implemented in
2016 for selected key personnel. The scheme is intended to reward these key personnel to focus on the long-term performance measure. The
number of performance rights are allocated based on a percentage of salary or other such percentage and are calculated with reference to the
10-trading day volume weighted average price (VWAP) of shares traded on the NZX immediately following the announcement of the annual
financial results for the prior year.
The fair value of the performance rights is determined at the grant date using the Black Scholes valuation method. The fair value of the
performance rights is recorded as an expense in the statement of comprehensive income over the vesting period, based on Gentrack
Group’s estimate of the number of performance rights that will vest, with a corresponding entry to the share-based payment reserve
within equity. During the year ended 30 September 2019, $0.1m has been recognised in the statement of comprehensive income for that period
(2018: $0.3m).
The number of performance rights that will vest and be exercisable after three years depends on achievement of the performance hurdle. The
performance hurdle is that 50% of the Performance Rights will vest if EPS CAGR of Gentrack Group over the three financial years is 7%, with the
number of performance rights that vest increasing on a linear basis to 100% if EPS CAGR of 12% is achieved.
Details of the outstanding performance rights are detailed below:
GRANT DATE
2019
EXPIRY DATE
TOTAL VALUE
OF GRANTED
PERFORMANCE RIGHTS
NZ$000
PERFORMANCE
RIGHTS GRANTED
000
EPS SCHEMES 2016-2018
1 October 201630 November 201921476
1 October 201730 November 202044978
1 October 201830 November 2021542114
Total EPS Schemes1,205268
GRANT DATE
2018
EXPIRY DATE
TOTAL VALUE
OF GRANTED
PERFORMANCE RIGHTS
NZ$000
PERFORMANCE
RIGHTS GRANTED
000
EPS SCHEMES 2016-2017
2 May 201631 January 2019332152
1 October 201630 November 201921476
1 October 201730 November 202044978
Total EPS Schemes995306
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
70 / NOTES TO THE FINANCIAL STATEMENTS
6.2 SHARE-BASED PAYMENTS (CONTINUED)
Below is a summary of the performance rights, granted, exercised and forfeited during 2019 for the EPS schemes:
GRANT DATE
20192018
AVERAGE EXERCISE
PRICE PER
PERFORMANCE
RIGHT
NUMBER OF
PERFORMANCE
RIGHTS
000
AVERAGE EXERCISE
PRICE PER
PERFORMANCE
RIGHT
NUMBER OF
PERFORMANCE
RIGHTS
000
As at 1 October$3.25306$2.39228
Granted during the year$4.75114$5.7578
Exercised during the year$2.18(120)--
Forfeited during the year$2.18(32)--
As at 30 September$4.49268$3.25306
6.3 DIVIDENDS
Details of the dividends paid during the year ended 30 September 2019 are provided below:
CENTS PER SHAREDIVIDENDS PAID
2019 2018 2019
NZ$000
2018
NZ$000
Final dividend paid8.7c8.5c8,5727,114
Interim dividend paid5.0c5.0c4,8914,185
13.7c13.5c13,46311,299
6.4 EARNINGS PER SHARE
Gentrack Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the net
profit attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares on issue during the year,
excluding shares purchased and held as treasury shares.
Diluted EPS is determined by adjusting the net profit attributable to ordinary shareholders and the weighted average number of ordinary shares on
issue for the effects of the dilutive impact of potential ordinary shares, which comprise performance share rights granted to employees.
Potential ordinary shares are treated as dilutive when, and only when, their conversion to ordinary shares would decrease EPS or increase the profit
per share.
20192018
(Loss)/Profit attributable to the shareholders of the company(3,315)13,869
(Loss)/Profit attributable to the shareholders of the company adjusted for the
effect of dilution
(3,315)13,869
Basic weighted average number of ordinary shares issued98,60586,622
Shares deemed to be issued for no consideration in respect of share-based payments267306
Weighted average number of shares used in diluted earnings per share98,87286,928
Basic earnings per share($0.03)$0.16
Diluted earnings per share($0.03)$0.16
NOTES TO THE FINANCIAL STATEMENTS / 71
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
7. TAX
7.1 INCOME TAX EXPENSE
In the statement of comprehensive income, the income tax expense comprises current and deferred tax. Current tax is the expected tax
payable on the taxable income for the year, using tax rates enacted or substantially enacted at the reporting date, and any adjustment to
tax payable in respect of previous years. Current tax payable also includes any tax liability arising from the declaration of dividends.
2019
NZ$000
2018
NZ$000
INCOME TAX EXPENSE COMPRISES
Current tax expense6,1449,283
Deferred tax expense(2,386)(2,420)
Tax expense3,7586,863
RECONCILIATION OF INCOME TAX EXPENSE
The relationship between the expected income tax expense based on the domestic effective tax rate of Gentrack Group at 28% (2018: 28%) and the
reported tax expense in the statement of comprehensive income can be reconciled as follows:
2019
NZ$000
2018
NZ$000
Profit before tax44320,732
Taxable income44320,732
Domestic tax rate for Gentrack Group28%28%
Expected tax expense1245,805
Non-deductible expense3,922724
Foreign subsidiary company tax(543)(372)
Prior period adjustments255706
Actual tax expense3,7586,863
As at 30 September 2019 Gentrack Group has $6.3m (2018: $5.0m) of imputation credits available for use in subsequent reporting periods.
7.2 DEFERRED TAX ASSETS AND LIABILITIES
Deferred tax is recognised, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their
carrying amounts in the financial statements.
Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the reporting date and are
expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.
Deferred income tax is provided on temporary differences arising on investments in subsidiaries, except for deferred income tax liabilities where the
timing of the reversal of the temporary difference is controlled by Gentrack Group and it is probable that the temporary difference will not reverse in
the foreseeable future.
Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities
and when the deferred income tax assets and liabilities relate to income tax levied by the same taxation authority on either the same taxable entity
or different entities where there is an intention to settle the balance on a net basis.
Additional income tax expenses that arise from the distribution of cash dividends are recognised at the same time that the liability to pay the related
dividend is recognised. Gentrack Group does not distribute non-cash assets as dividends to its shareholders.
Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related benefits will be
realised.
A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which temporary
differences can be utilised. Management applies judgement when reviewing current business plans and forecasts to ascertain the likelihood
of future taxable profits.
The movement in temporary differences has been recognised in the statement of comprehensive income. Deferred tax has been recognised at a rate
at which they are expected to be realised: 28% for New Zealand entities, 30% for Australian entities, 17% for UK entities, 22% for Denmark entities
and 35% for Malta entities.
Movement in temporary timing differences during the year:
2019
OPENING
BALANCE
NZ$000
BUSINESS
COMBINATIONS
$000
TEMPORARY
MOVEMENT
RECOGNISED
NZ$000
CURRENCY
TRANSLATION
NZ$000
CLOSING
BALANCE
NZ$000
Trade and other receivables(197)-1236(68)
Intangible assets(10,308)-2,948164(7,196)
Contract liabilities701-(28)(12)661
Provisions2,312-(1,216)(40)1,056
Losses carried forward613-511(48)1,076
Other(143)-48(2)(97)
Net deferred tax(7,022)-2,38668(4,568)
2018
OPENING
BALANCE
NZ$000
BUSINESS
COMBINATIONS
$000
TEMPORARY
MOVEMENT
RECOGNISED
NZ$000
CURRENCY
TRANSLATION
NZ$000
CLOSING
BALANCE
NZ$000
Trade and other receivables10-207-(197)
Intangible assets(7,076)(4,924)2,091(399)(10,308)
Contract liabilities815-(118)4701
Provisions1,421-856352,312
Losses carried forward640-(76)49613
Other2-(126)(19)(143)
Net deferred tax(4,188)(4,924)2,420(330)(7,022)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
72 / NOTES TO THE FINANCIAL STATEMENTS
NOTES TO THE FINANCIAL STATEMENTS / 73
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
8. FINANCIAL RISK MANAGEMENT
Gentrack Group is exposed to credit risk, liquidity risk and market risks which include foreign currency risk, commodity price risk and interest
risk. This section details each of these risks and how they are managed by Gentrack Group.
The Board of Directors has overall responsibility for the establishment and oversight of Gentrack Group’s risk management framework.
Gentrack Group’s risk management policies are established to identify and analyse the financial risks faced by Gentrack Group, to set
appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to
reflect changes in market conditions and Gentrack Group’s activities.
8.1 CREDIT RISK
Credit risk is the risk of financial loss to Gentrack Group if a customer or counter party to a financial instrument fails to meet its contractual
obligations, and it arises principally from Gentrack Group’s trade receivables from customers in the normal course of business.
Gentrack Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. The credit worthiness of a customer
or counter party is determined by a number of qualitative and quantitative factors. Qualitative factors include external credit ratings (where
available), payment history and strategic importance of customer or counter party. Quantitative factors include transaction size, net assets of
customer or counter party, and ratio analysis on liquidity, cash flow and profitability.
In relation to trade receivables, it is Gentrack Group’s policy that all customers who wish to trade on terms are subject to credit verification
on an ongoing basis with the intention of minimising bad debts. The nature of Gentrack Group’s trade receivables is represented by regular
turnover of product and billing of customers based on the contractual payment terms.
Gentrack Group has an impairment provision that represents its estimate of future incurred losses in respect of trade and other receivables. The
impairment provision consists of the expected credit loss provision in accordance with NZ IFRS 9 and a specific doubtful debt provision used where
there is objective evidence that indicates a trade receivable is impaired.
The carrying amount of Gentrack Group’s financial assets represents the maximum credit exposure as summarised in the table below:
20192018
GROSS
NZ$000
IMPAIRMENT
PROVISION
NZ$000
GROSS
NZ$000
IMPAIRMENT
PROVISION
NZ$000
Current12,848(115)8,904-
Past due 1-60 days3,248(326)4,385-
Past due 61-120 days2,842(594)1,689-
Past due 121-180 days746(248)1,278-
Past due over 180 days2,570(1,585)1,327(504)
22,254(2,868)17,583(504)
Gentrack Group’s trade receivables are not exposed to any significant credit exposure to any single counterparty or group of counterparties having
similar characteristics. Trade receivables consist of a number of customers in various geographical areas. Based on historic information about
customer default rates, management considers the credit quality of trade receivables that are not past due or impaired to be good.
As at 30 September 2019 there are no significant concentrations of credit risk for financial assets designated as at amortised cost or at fair value. The
carrying amount reflects Gentrack Group’s maximum exposure to credit risk for these financial assets.
Judgement has been applied to the recovery of all trade receivables, with management confirming that all carrying amounts are deemed to be
recoverable and not impaired.
The credit risk for cash and cash equivalents is considered negligible, since the counterparties are highly reputable financial intuitions with high
quality external credit ratings.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
74 / NOTES TO THE FINANCIAL STATEMENTS
8.2 MARKET RISK
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates, will affect Gentrack Group’s income or the
value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within
acceptable parameters, while optimising the return on risk.
FOREIGN CURRENCY RISK
Gentrack Group is exposed to currency risk on transactions that are denominated in a currency other than the respective functional currencies of
Group entities, primarily the Australian Dollar (AUD), Pound Sterling (GBP), EURO (EUR), US Dollar (USD), and Danish Kroner (DKK).
Gentrack Group’s exposure to foreign currency risk at the reporting date was as follows (all amounts are denominated in New Zealand Dollars):
2019
AUD
NZ$000
GBP
NZ$000
EUR
NZ$000
USD
NZ$000
DKK
NZ$000
Cash and cash equivalents1,3093,903112425208
Trade and other receivables4,83414,4692,2715,8292,950
Trade and other payables(397)(1,384)(1,874)(1,539)(402)
Financial liabilities----(2,451)
Net exposure5,74616,9885094,714304
2018
AUD
NZ$000
GBP
NZ$000
EUR
NZ$000
USD
NZ$000
DKK
NZ$000
Cash and cash equivalents3,0071,02318366-
Trade and other receivables426-1,0301,519-
Trade and other payables(168)-(4)(261)-
Financial liabilities----2,828
Net exposure3,2651,0231,0441,6242,828
The following table summarises the sensitivity of profit or loss and equity with regards to Gentrack Group’s financial assets and financial liabilities
affected by AUD/NZD exchange rate, the GBP/NZD exchange rate, the EUR/NZD exchange rate, the USD/NZD exchange rate and the DKK/NZD
exchange rate with all other aspects being equal. It assumes a +/-10% change in the NZD to the currency exchange rate for the year ended
30 September 2019 (2018: 10%). These +/-10% sensitivities have been determined based on the average market volatility in exchange rates in the
preceding 12 months.
2019
PROFIT/EQUITY
AUD
NZ$000
GBP
NZ$000
EUR
NZ$000
USD
NZ$000
DKK
NZ$000
10% strengthening in NZD(522)(1,544)(46)(429)(28)
10% weakening in NZD6381,8885752434
2018
PROFIT/EQUITY
AUD
NZ$000
GBP
NZ$000
EUR
NZ$000
USD
NZ$000
DKK
NZ$000
10% strengthening in NZD297(93)(95)(148)(257)
10% weakening in NZD363114116180314
Gentrack Group’s exposure to foreign exchange rates varies during the year depending on the volume of foreign currency transactions. Even so, the
analysis above is representative of Gentrack Group’s exposure to market risk.
NOTES TO THE FINANCIAL STATEMENTS / 75
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
8.3 LIQUIDITY RISK
Liquidity risk is the risk that Gentrack Group will not be able to meet its financial obligations as and when they become due and payable. Gentrack
Group’s approach to managing liquidity risk is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when they
become due and payable, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to Gentrack Group’s
reputation.
Gentrack Group has sufficient cash to meet its requirements in the foreseeable future.
The following table details Gentrack Group’s contractual maturities of financial liabilities, as at the reporting date:
2019
ON DEMAND
NZ$000
LESS THAN 3
MONTHS
NZ$000
3 TO 12
MONTHS
NZ$000
1 TO 5
YEARS
NZ$000
>5 YEARS
NZ$000
TOTA L
NZ$000
Bank loan-4,000---4,000
Related party loan---450-450
Trade payables-3,742---3,742
Financial liabilities--2,451--2,451
-7,7422,451450-10,643
2018
ON DEMAND
NZ$000
LESS THAN 3
MONTHS
NZ$000
3 TO 12
MONTHS
NZ$000
1 TO 5
YEARS
NZ$000
>5 YEARS
NZ$000
TOTA L
NZ$000
Trade payables-5,102---5,102
Financial liabilities---2,808-2,808
-5,102-2,808-7,910
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
76 / NOTES TO THE FINANCIAL STATEMENTS
8.4 INTEREST RATE RISK
Gentrack Group’s interest rate risk primarily arises from short term bank borrowing, cash and advances from related parties. Borrowings and deposits
at variable interest rates expose Gentrack Group to cash flow interest rate risk. Borrowings and deposits at fixed rates expose Gentrack Group to fair
value interest rate risk.
The following tables detail the interest rate repricing profile and current interest rate of the interest-bearing financial assets and liabilities.
EFFECTIVE
INTEREST
R AT E
NZ$000
FLOATING
NZ$000
FIXED UP TO
3 MONTHS
NZ$000
FIXED UP TO
6 MONTHS
NZ$000
FIXED UP TO
5 YEARS
NZ$000
TOTA L
NZ$000
ASSETS
Bank balance8,625---8,625
LIABILITIES
Bank loans2.34%-(4,000)--(4,000)
Related party loan2.56%--(450)-(450)
Total exposure8,625(4,000)(450)-4,175
EFFECTIVE
INTEREST
RATE +1%
NZ$000
EFFECTIVE
INTEREST
RATE -1%
NZ$000
Bank balances87(87)
Bank loan(40)40
Related party loan(5)5
Total exposure42(42)
8.5 FINANCIAL INSTRUMENTS
Gentrack Group’s financial assets are measured at amortised cost. Gentrack Group’s financial assets are held within a business model whose
objective is to hold the financial asset in order to collect contractual cash flows and the financial asset gives rise to contractual cash flows
on specified dates that are payments of principal and interest on the principal outstanding.
Gentrack Group’s financial liabilities are measured at amortised cost except for contingent consideration which is required to be measured at fair
value through profit and loss.
Gentrack Group’s financial assets and liabilities by category are summarised as follows:
CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise of cash at bank and on hand and the carrying amount is equivalent to fair value.
TRADE RECEIVABLES
These assets are short term in nature and are reviewed for impairment; the carrying value approximates their fair value.
TRADE PAYABLES
These liabilities are mainly short term in nature with the carrying value approximating the fair value.
NOTES TO THE FINANCIAL STATEMENTS / 77
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
8.5 FINANCIAL INSTRUMENTS (CONTINUED)
LOANS AND BORROWINGS
Loans and borrowings have a fixed and floating interest rates. Fair value is estimated using the discounted cash flow model based on current market
interest rate for a similar product; the carrying value approximates their fair value.
FAIR VALUES
Gentrack Group’s financial instruments that are measured subsequent to initial recognition at fair values are grouped into levels based on the degree
to which their fair value is observable:
Level 1 – fair value measurements derived from quoted prices in active markets for identical assets.
Level 2 – fair value measurements derived from inputs other than quoted prices included within level 1 that are observable for the asset or
liability, either directly or indirectly.
Level 3 – fair value measurements derived from valuation techniques that include inputs for the asset or liability which are not based on
observable market data.
There have been no transfers between levels or changes in the valuation methods used to determine the fair value of Gentrack Group’s financial
instruments during the period. As at 30 September 2019 Gentrack Group has $2.5m of level 3 financial instruments relating to a call/put option for
the acquisition of Blip Systems, this financial instrument is contingent consideration and is required to be measured at fair value with changes
recognised in the statement of comprehensive income (2018: $2.8m). Please refer to note 33 of the 2018 Annual Report for further information on
the Blip Systems acquisition.
FINANCIAL INSTRUMENTS BY CATEGORY
2019
NZ$000
2018
NZ$000
FINANCIAL ASSETS MEASURED AT AMORTISED COST
Cash and cash equivalent8,62611,400
Trade and other receivables31,27924,055
39,90535,455
FINANCIAL LIABILITIES MEASURED AT AMORTISED COST
Loans and borrowings(4,450)-
Trade payables(3,742)(5,102)
FINANCIAL LIABILITIES MEASURED AT FAIR VALUE
Financial liabilities(2,451)(2,808)
(10,643)(7,910)
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
78 / NOTES TO THE FINANCIAL STATEMENTS
9. OTHER INFORMATION
9.1 OPERATING LEASES
All leases held by Gentrack Group are operating leases. Leases in which a significant portion of the risks and rewards of ownership are not
transferred to Gentrack Group as a lessee are classified as operating leases. Payments made under an operating lease (net of any incentives
received from the lessor) are charged to the statement of comprehensive income on a straight-line basis over the term of the lease. Any associated
costs, such as maintenance and insurance, are expensed as incurred in the consolidated statement of comprehensive income.
Gentrack Group leases property and office equipment. Operating leases held over properties give Gentrack Group the right to renew the lease
subject to redetermination of the lease rental by the lessor. There are no renewal options or options to purchase in respect of office equipment held
under operating leases.
Gentrack Group has operating lease commitments in respect of property and office equipment. The total future minimum payments under
non-cancellable operating leases are as follows:
2019
NZ$000
2018
NZ$000
Less than one year3,4572,637
Between one and five years12,7168,031
More than 5 years13,2226,724
Total operating lease commitments29,39517,392
The carrying value of Gentrack Group's lease incentives at 30 September 2019 are as follows:
2019
NZ$000
2018
NZ$000
CURRENT
Lease incentives849704
NON-CURRENT
Lease incentives3,0283,612
Total lease incentives3,8774,316
Lease incentives relate to property leases in London and Auckland, which have a lease term of 5 years and 12 years respectively.
9.2 AUDITORS REMUNERATION
2019
NZ$000
2018
NZ$000
KPMG – audit fees537325
KPMG – review fees4341
KPMG – taxation services177168
Entrust – audit fees7-
Total fees paid to auditor(s)764534
NOTES TO THE FINANCIAL STATEMENTS / 79
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2019
9.3 KEY MANAGEMENT PERSONNEL AND RELATED PARTIES
Key management personnel are defined as those persons having authority and responsibility for planning, directing and controlling the
activities of Gentrack Group, directly or indirectly, and include the Directors, the Chief Executive and their direct reports. The following
table summarises remuneration paid to key management personnel.
2019
NZ$000
2018
NZ$000
Salaries, bonus and other benefits3,4663,760
Share-based payments261331
Directors' fees422423
4,1494,514
Some of the Directors and key management personnel are shareholders in Gentrack Group Limited. Gentrack Group does not transact with the
Directors or key management personnel, and their related parties, other than in their capacity as directors and employees. Refer to note 2.4 for more
information on other related parties.
9.4 OTHER DISCLOSURES
CAPITAL COMMITMENTS
There are no capital commitments at 30 September 2019 (2018: $Nil).
CONTINGENCIES
ASB New Zealand has provided the following guarantees on behalf of the Gentrack Group:
$0.1m (AUD$0.1m) to ASB Bank. This guarantee is open ended.
$0.1m to ASB Bank. This guarantee has no expiry date.
$0.1m (AUD$0.1m) to ASB Bank. This guarantee is open ended.
$0.6m (AUD$0.6m) to ASB Bank. This guarantee expires on 30 April 2020.
Gentrack Group has utilised $0.9m of their $3.8m bond from ASB Bank at 30 September 2019 (2018: $1.0m).
EVENTS AFTER BALANCE DATE
A final dividend of $3.0m ($0.03 per share) was declared on 27 November 2019 for the year ended 30 September 2019 and will be paid on 18
December 2019.
On 22 November 2019, Gentrack Group announced earnings guidance for FY2020 where earnings would be broadly flat with FY2019. Refer to note
5.3 for further comments.
The Board recognises the importance of good corporate governance, particularly its role in delivering improved corporate performance and
protecting the interests of all stakeholders.
The Board is responsible for establishing and implementing the Company’s corporate governance frameworks, and is committed to fulfilling this role
in accordance with best practice while observing applicable laws, and NZX Corporate Governance guidance.
This section sets out the Company’s commitment to good corporate governance and addresses the Company’s compliance with the eight
fundamental principles of the NZX Corporate Governance Code (NZX Code).
The Company’s Constitution, the Charters and most of the policies referred to in this Corporate Governance Statement are available on the
Company’s website www.gentrack.com ("Company Website") in the Leadership and Governance section of the Investor Centre.
This corporate governance statement is current as at 27 November 2019 and has been approved by the Board.
PRINCIPLE 1 – CODE OF ETHICAL BEHAVIOUR
Directors should set high standards of ethical behaviour, model this behaviour and hold management accountable for these standards being followed
throughout the organisation.
The Board maintains high standards of ethical conduct and the Chief Executive Officer is responsible for ensuring that high standards of conduct are
maintained by all staff and for managing any breaches of these standards. The Board has adopted a "Code of Ethics", a copy of which is available in
the Investor Centre section of the Company's website.
The Board is the overall and final body responsible for all decision making within the Company, with the core objective of representing and
promoting the interests of shareholders by adding long-term value to the Company.
The Company has a Share Trading Policy for the approval of all share purchases and sales by staff, including Directors. A copy of this policy is
available in the Investor Centre section of the Company’s website.
The Company undertakes appropriate checks of prospective Directors prior to putting forward a candidate for election and provides material information in
its possession relevant to such a decision to security holders.
PRINCIPLE 2 – BOARD COMPOSITION AND PERFORMANCE
To ensure an effective Board, there should be a balance of independence, skills, knowledge, experience and perspectives.
BOARD CHARTER
This describes the Board's role and responsibilities and regulates internal Board procedures; a copy of this document is available in the Investor
Centre section on the Company’s website.
The Board directs, and supervises the management of, the business affairs of the Company including, in particular:
• ensuring that the Company’s goals are clearly established, and that strategies and resources are in place for achieving them;
• ensuring that there is an ongoing review of performance against the Company’s strategic objectives;
• approving transactions relating to acquisitions and divestments and capital expenditure above delegated authority limits;
• ensuring that there is an ongoing assessment of business risks and that there are appropriate control and accountability systems in place to
manage them;
• monitoring the performance of management and overseeing company-wide remuneration, employment and health and safety practices;
• appointing the Chief Executive Officer, setting the terms of their employment and, where necessary, terminating their employment;
• approving and monitoring the Company’s financial and other reporting and ensuring the Company’s financial statements represent a true and
fair view; and
• setting the dividend policy.
NOMINATION AND APPOINTMENT
The procedures for the appointment and removal of Directors are ultimately governed by the Company’s Constitution. The Board has established a
Nominations and Remuneration Committee whose role is to identify and recommend to the Board individuals for nomination as members of the
Board and its Committees, taking into account such factors as it deems appropriate, including experience, qualifications, judgement and the ability
to work with other Directors.
CORPORATE GOVERNANCE
80 / CORPORATE GOVERNANCE
CORPORATE GOVERNANCE / 81
CORPORATE GOVERNANCE
COMPOSITION OF BOARD
As at 30 September 2019 the Board comprised six Directors, as follows:
• John Clifford (Non-executive Chair) – appointed May 2012
• James Docking (Non-executive Director) – appointed May 2012
• Andy Coupe (Non-executive Director) – appointed April 2014
• Fiona Oliver (Non-executive Director) – appointed February 2019
• Leigh Warren (Non-executive Director) – appointed May 2012
• Nick Luckock (Non-executive Director) – appointed February 2018
Profiles of each Director are available in the Investor Centre section on the Company's website.
The Company has written agreements with each board member establishing the terms of their appointment.
DELEGATION
To enhance efficiency, the Board has delegated some of its powers to Board Committees and other powers to the Chief Executive Officer. The terms
of the delegation by the Board to the Chief Executive Officer are documented in the Board Charter and more clearly set out in the Company's
Delegated Authority Framework. This framework also establishes the authority levels for decision-making within the Company's management team.
DIRECTOR INDEPENDENCE
The Board Charter requires that at least 50% of Directors be "independent".
The Board takes into account the guidance provided under the NZX Listing Rules in determining the independence of Directors.
The Board will review any determination it makes as to a Director's independence on becoming aware of any information that may have an impact
on the independence of the Director. For this purpose, Directors are required to ensure that they immediately advise the Board of any relevant new
or changed relationships to enable the Board to consider and determine the materiality of the relationships.
The Board considers that Leigh Warren, Fiona Oliver and Andy Coupe are Independent Directors. The Board has determined that James Docking and
John Clifford are not Independent Directors because they are both substantial shareholders of the Company. Nick Luckock is not classed as an
independent director because HgCapital (of which he is a Partner) controls Baincor Nominees Pty Limited, which is a substantial shareholder of the
Company.
SELECTION AND ROLE OF CHAIRMAN
The Chairman of the Board is elected by the non-executive Directors. The Board supports the separation of the role of Chairman and Chief Executive
Officer. The Chairman’s role is to manage the Board effectively, to provide leadership to the Board, and to facilitate the Board’s interface with the
Chief Executive Officer.
John Clifford has held the role of Chairman throughout the financial year. The Board has determined that John Clifford is not an Independent
Director because he is a substantial shareholder in the Company (as noted above). However, given the nature of the Company, John Clifford is
considered the most appropriate Director to act as Chairman given his wealth of experience in the utilities sector, having served as Chairman of
several other businesses involved in utility technology.
DIVERSITY AND INCLUSION POLICY
The Company recognises the importance of diversity and inclusion and is committed to promoting these values within its workplace and culture.
The Board supports this initiative and has approved a Diversity and Inclusion Policy, a copy of which is available in the Investor Centre on the
Company’s website.
Carer’s leave, in addition to sick leave, was introduced by the Company in 2018 to cover days where an employee provides care or support to a
member of his or her immediate family. Flexible working has also been introduced.
A Diversity and Inclusion Committee was established by the Company. Committee members underwent Diversity and Inclusion training and a
Diversity Week was held to celebrate Diversity at the Company. The Committee has reviewed the Diversity and Inclusion Strategy to progress the
objectives of the Diversity and Inclusion Policy. A number of initiatives have been held during the year to support diversity and inclusion.
CORPORATE GOVERNANCE
At 30 September 2019, the gender breakdown for the Company (and its wholly owned subsidiaries) was as follows:
BOARD
SENIOR
EXECUTIVESALL EMPLOYEES
FY19
Female11137
Male511407
% Female17%8%25%
FY18
Female01134
Male610400
% Female0%9%25%
These figures include permanent full-time, permanent part-time and fixed-term employees, but not independent contractors or consultants. A
Senior Executive is defined as an employee who reports directly to the Chief Executive Officer. The Company recruits for predominantly
technology roles.
DIRECTOR EDUCATION
All Directors are responsible for ensuring they remain current in understanding their duties as Directors. Directors are provided access to the
Company's on-line knowledge hub.
RETIREMENT AND RE-ELECTION
The Board acknowledges and observes the relevant Director rotation/retirement rules under the NZX Listing Rules.
DIRECTORS' SHARE OWNERSHIP
The table of Directors' shareholdings is included in the Disclosures section of this Annual Report.
INDEMNITIES AND INSURANCE
Deeds of Indemnity have been granted by the Company in favour of the Directors in relation to potential liabilities and costs they may incur for acts
or omissions in their capacity as Directors.
The Directors' and Officers' Liability insurance covers risks normally covered by such policies arising out of acts or omissions of Directors and
employees in their capacity as such.
BOARD MEETINGS
The Board has a standard schedule which includes meeting eleven times per annum, in addition other board meetings are held as needed to deal
with specific matters such as acquisition related activity. There were also separate meetings of the Board Committees. Directors receive detailed
information in Board papers to facilitate decision making. At each meeting the Board considers key financial and operational information as well as
matters of strategic importance.
Executives regularly attend Board meetings and are also available to be contacted by Directors between meetings.
Directors who are not members of the Committees may attend the Committee meetings where invited to do so by the Chairman of the relevant
Committee.
82 / CORPORATE GOVERNANCE
CORPORATE GOVERNANCE
DIRECTOR
BOARDAUDIT AND RISK COMMITTEE
NOMINATIONS AND
REMUNERATION COMMITTEE
NO. OF
MEETINGS
NO.
ATTENDED
NO. OF
MEETINGS
NO.
ATTENDED
NO. OF
MEETINGS
NO.
ATTENDED
John Clifford11115522
James Docking1111
Andy Coupe111155
Graham Shaw
1
1135221
Fiona Oliver
2
1175321
Leigh Warren111122
Nick Luckock1111
1
Graham Shaw resigned from the Board in February 2019.
2
Fiona Oliver joined the Board in February 2019
Membership of the Board Committees is set out on the following pages.
The Board has a broad range of IT, financial, sales, business, risk management and other skills and expertise necessary to meet its objectives.
BOARD ACCESS TO INFORMATION AND ADVICE
The Company Secretary is responsible for supporting the effectiveness of the Board by ensuring that policies and procedures are followed and
co-ordinating the completion and dispatch of the Board agendas and papers.
All Directors have access to the senior management team to discuss issues or obtain information on specific areas in relation to items to be considered
at Board meetings or other areas as they consider appropriate. Further, Directors have unrestricted access to Group records and information.
The Board, the Board Committees and each Director have the right, subject to the approval of the Chairman, to seek independent professional
advice at the Company's expense to assist them to carry out their responsibilities. Further, the Board and Board Committees have the authority to
secure the attendance at meetings of outsiders with relevant experience and expertise.
CONFLICTS OF INTEREST
The Board Charter outlines the Board's policy on conflicts of interest. Where conflicts of interest do exist, Directors excuse themselves from discussions and
do not exercise their right to vote in respect of such matters.
PERFORMANCE REVIEW
The Board has a formal review of its performance on an annual basis. A review was undertaken in August 2019.
PRINCIPLE 3 – BOARD COMMITTEES
The Board should use committees where this will enhance its effectiveness in key areas, while still retaining board responsibility.
BOARD COMMITTEES
The Board has established two Committees: the Audit and Risk Committee, and the Nominations and Remuneration Committee. The Charters of
each Committee are in the Investor Centre section of the Company’s website.
The membership of each Committee at 30 September 2019 was:
1. Audit and Risk Committee – Fiona Oliver (Chair), Andy Coupe, John Clifford
2. Nominations and Remuneration Committee – John Clifford (Chair), Leigh Warren and Fiona Oliver.
Two out of the three members of the above committees are independent directors. Management and other employees attend committee meetings
at the invitation of the respective committee. Graham Shaw chaired the Audit and Risk Committee up to his resignation in February 2019 and was a
member of the Nominations and Remuneration Committee.
CORPORATE GOVERNANCE / 83
84 / CORPORATE GOVERNANCE
For further details on the functions of the Audit and Risk Committee please refer to "Principle 7". For further details on the functions of the
Nominations and Remuneration Committee please refer to "Principle 2" and "Principle 5".
During the year the Board finalised a Takeover Response Protocol. The Protocol outlines the procedures in the event the Company is subject to a
takeover offer.
PRINCIPLE 4 – REPORTING AND DISCLOSURE
The Board should demand integrity in financial and non-financial reporting, and in the timeliness and balance of corporate disclosures.
The Company is committed to maintaining a fully informed market through effective communication with the NZX and ASX, the Company's
shareholders, analysts, media and other interested parties. The Company provides all stakeholders with equal and timely access to material
information that is accurate, balanced, meaningful and consistent.
The Board has adopted a Market Disclosure Policy and a Shareholder Communications Policy, copies of which are available in the Investor Centre
section on the Company's website. The Policies have been communicated internally to ensure that they are strictly adhered to by the Board and the
Company's employees. The Company has been listed on the NZX Main Board and the ASX since 25 June 2014 and has at all times complied with its
continuous disclosure obligations.
Directors consider at each Board meeting whether there is any material information which should be disclosed to the market.
The "Code of Ethics", Board Committee Charters and other key governance documents are available in the Investor Centre section of the Company's
website.
The Company does not currently provide non-financial reporting on environmental, social and governance factors other than as set out in this
statement. Additional non-financial reporting on environmental and social factors will be included in next year's Annual Report.
PRINCIPLE 5 – REMUNERATION
The remuneration of Directors and executives should be transparent, fair and reasonable.
The Board has a Nominations and Remuneration Committee. One of that Committee's principal functions is to oversee the remuneration strategies and
policies of the Company. The Nominations and Remuneration Committee is governed by a formal charter, a copy of which is available in the Investor
Centre section on the Company’s website.
DIRECTOR REMUNERATION
The Company distinguishes the structure of non-executive Directors’ remuneration from that of executive Directors. Total Directors' fees are currently
set at a maximum of $450,000 per annum for the non-executive Directors. The actual amount of fees paid in the past year was $422,000.
CEO REMUNERATION
This is structured as follows:
Fixed base salary of $700,000 per annum. This amount is reviewable at the Board's discretion each year.
Annual short term incentive payments of up to 20% of the fixed base salary. The actual short term incentive awarded (if any) is determined at the
discretion of the Board after assessing the performance of the Company and the performance of the CEO against performance targets and priorities
agreed annually.
The CEO participates in the Company's Long Term Incentive Scheme (LTI Scheme). In February 2019, 119,613 performance rights previously issued to
the CEO by the Company vested and an additional 36,728 performance rights were issued to the CEO under the LTI Scheme. These rights vest over
three years and are subject to Gentrack Group achieving certain performance hurdles contained within the LTI Scheme that are aligned to sustained
earnings per share growth.
The Remuneration Policy Statement is available in the Investor Centre section of the Company’s website.
PRINCIPLE 6 – RISK MANAGEMENT
Directors should have a sound understanding of the material risks faced by the issuer and how to manage them. The Board should regularly verify that the issuer
has appropriate processes that identify and manage potential and material risks.
The Board has an Audit and Risk Committee that reports to the Board – please see "Principle 7" below for further detail in relation to the Audit and
Risk Committee.
The Company's senior management maintain a Risk Register, which is reviewed by the Audit and Risk Committee and forms a key part of the risk
management framework.
To support its commitment to Information Security Management, the Company is an ISO/EC 27001:2013 certified organisation for Cloud services it
provides via Amazon Web Services. ISO/IEC 27001:2013 specifies the requirements for establishing, implementing, maintaining and continually
improving an information security management system. It also includes requirements for the assessment and treatment of information security risks
CORPORATE GOVERNANCE
CORPORATE GOVERNANCE / 85
tailored to the needs of the organisation. The purpose of this international standard is to help organisations establish and maintain an information
security management system to manage and control information, security risks as well as maintaining the integrity, protection, preservation and
confidentiality of information.
The Company does not have an internal audit function, but through the steps outlined above the Board ensures the company is reviewing,
evaluating and continually improving the effectiveness of its risk management and internal control processes.
The Company considers that it does not have any material exposure to economic, environmental and social sustainability risks. The Board receives a
health and safety report and an information security report each month and considers these matters at each Board meeting.
PRINCIPLE 7 – AUDITORS
The Board should ensure the quality and independence of the external audit process.
The Board is committed to a transparent system for auditing and reporting of the Company's financial performance. The Board established an Audit
and Risk Committee, which performs a central role in achieving this goal. The members of the Committee provide a balance of independence, sector
experience and relevant professional experience and qualifications.
The Audit and Risk Committee’s principal functions are:
• to assist the Board in fulfilling its responsibilities for the Company's financial statements and external financial reporting;
• to assist the Board in ensuring that the ability and independence of the external auditors to carry out their statutory audit role is not impaired,
or could reasonably be perceived to be impaired;
• to assist the Board in ensuring appropriate accounting policies and internal controls are established and maintained; and
• to assist the Board in ensuring the efficient and effective management of all business risks.
One of the main purposes of the Audit and Risk Committee is to ensure the quality and independence of the audit process. The Chairman of the Audit
and Risk Committee and Chief Financial Officer work with the external auditors to plan the audit approach. All aspects of the audit are reported back
to the Audit and Risk Committee and the auditors are given the opportunity at Audit and Risk Committee meetings to meet with the Board.
The Audit and Risk Committee has adopted a formal Charter, a copy of which is available in the Investor Centre section on the Company’s website.
As a New Zealand company, section 295A of the Australian Corporations Act is not applicable to the Company. This section requires the Company’s
Chief Executive Officer and Chief Financial Officer to make a declaration in relation to the financial records and financial statements and notes.
However, the Company’s Chief Executive Officer and Chief Financial Officer provide equivalent assurances to the Board as part of the annual external
audit process.
The Company's external auditors will attend the annual meeting, and are available to answer questions relating to the conduct of the external audit
and the preparation and content of the auditor’s report. The external auditors also provided non-audit related services to the Company relating to
local and international tax advisory and compliance. The Company does not have an internal audit function. Where required, such audit activity is
conducted by third parties, not by the Company's external auditors.
PRINCIPLE 8 – SHAREHOLDER RIGHTS AND RELATIONS
The Board should respect the rights of shareholders and foster constructive relationships with shareholders that encourage them to engage with the issuer.
The company currently keeps shareholders informed through:
• the annual report;
• the half-year update;
• the annual meeting of shareholders;
• disclosure to the NZX and ASX in accordance with the Company’s Shareholder Communications Policy and Market Disclosure Policy; and
• the Investor Centre section on the Company's website.
The company's Shareholder Communications Policy and Market Disclosure Policy are designed to ensure that communications with shareholders
and all other stakeholders are managed efficiently. The Chairman, Chief Executive Officer and Chief Financial Officer are the points of contact for
shareholders and analysts.
The Board considers the annual report to be an essential opportunity for communicating with shareholders. The company publishes its results and
reports electronically on the Company Website. Investors may also request a hard copy of the annual report by contacting the company’s share registrar,
Link Market Services Limited. Contact details for the registrar appear at the end of this report.
The Company considers the annual meeting to be a valuable element of its communications programme. The Chairman will provide an opportunity
for shareholders to raise questions for their Board. The Chairman may ask the Chief Executive Officer and any relevant manager of the Company to
assist in answering questions if required. As noted earlier, the Company's external auditors will also attend the annual meeting, and are available to
answer questions relating to the conduct of the external audit and the preparation and content of the auditor's report.
CORPORATE GOVERNANCE
DISCLOSURES
ENTRIES RECORDED IN THE INTERESTS REGISTER
The Company maintains an Interest Register in accordance with the Companies Act 1993 and the Securities Markets Act 1988. There were no entries
made in the Interests Register for the period 1 October 2018 to 30 September 2019 that require disclosure.
SHARE DEALINGS OF DIRECTORS AND SENIOR MANAGERS
Directors disclosed the following acquisitions and disposals of relevant interests in Gentrack shares during the year ended 30 September 2019.
SHARES
DATE OF
ACQUISITION/DISPOSAL
CONSIDERATION
PER SHARE
NUMBER OF SHARES
ACQUIRED/(DISPOSED)
Ian Black1 February 2019Nil*119,613
* In February 2019, 119,613 performance rights previously issued to the CEO by the Company vested.
SHAREHOLDINGS OF DIRECTORS AT 30 SEPTEMBER 2019
2019
RELEVANT INTEREST IN
SHARES HELD
2018
RELEVANT INTEREST IN
SHARES HELD
John Clifford9,555,2519,555,251
Andy Coupe24,44424,444
James Docking5,358,1965,358,196
Graham Shaw
1
58,66658,666
Leigh Warren298,853298,853
Nick Luckock
2
11,191,47111,191,471
Ian Black
3
119,613-
1
Graham Shaw resigned as a director of Gentrack Group Limited on 26 February 2019.
2
Nick Luckock is a Partner of HgCapital. HgCapital controls Baincor Nominees Pty Limited which holds shares in Gentrack Group Limited.
3
Ian Black is a Director of the following subsidiary companies: Gentrack Limited, Veovo Group Limited, Gentrack Group Australia Pty Limited, Gentrack Pty
Limited, Gentrack UK Limited, Gentrack Holdings UK Limited, Evolve Parent Limited, Veovo Inc, Veovo NZ Limited and Veovo UK Limited.
REMUNERATION OF DIRECTORS
Details of the total remuneration of, and the value of other benefits received by, each Director of Gentrack Group Limited during the financial year
ended 30 September 2019 are as follows:
20192018
FEESFEES
John Clifford103,000103,000
Andy Coupe62,00062,000
James Docking62,00062,000
Nick Luckock62,00036,167
Nic Humphries
1
-25,833
Graham Shaw
2
30,00072,000
Leigh Warren62,00062,000
Fiona Oliver41,000-
422,000423,000
1
Nic Humphries resigned as a non-executive director on 28 February 2018.
2
Graham Shaw resigned as a non-executive director and chair of the Audit and Risk Committee on 26 February and was paid $30,000 for his role as
Director and chair of the Audit and Risk Committee. Subsequent to his resignation, he was paid $20,6000 as a consultant.
3
Fiona Oliver was elected as a non-executive Director and chair of the Audit and Risk Committee on 26 February 2019.
No directors received salaried remuneration in either 2018 or 2019.
86 / DISCLOSURES
DISCLOSURES / 87
DISCLOSURES
EMPLOYEE REMUNERATION
The number of current employees of the parent and subsidiaries receiving remuneration and benefits above $100,000 in the year ended
30 September 2019 are set out in the table below:
REMUNERATIONNUMBER OF EMPLOYEES
$100,001 – $110,00034
$110,001 – $120,00031
$120,001 – $130,00015
$130,001 – $140,00012
$140,001 – $150,0007
$150,001 – $160,00012
$160,001 – $170,00013
$170,001 – $180,0009
$180,001 – $190,0003
$190,001 – $200,0002
$200,001 – $210,0002
$210,001 – $220,0005
$220,001 – $230,0001
$230,001 – $240,0006
$240,001 – $250,0001
$250,001 – $260,0002
$260,001 – $270,0001
$270,001 – $280,0001
$280,001 – $290,0001
$290,001 – $300,0001
$300,001 – $310,0004
$310,001 – $320,0002
$320,001 – $330,0001
$340,001 – $350,0001
$360,001 – $370,0001
$470,001 – $480,0001
$710,001 – $720,0001
Total170
The analysis above includes the remuneration and benefits paid to employees, in the relevant bandings, where their annual remuneration and
benefits exceed $100,000.
ANALYSIS OF SHAREHOLDING
SIZE OF HOLDINGNUMBER OF
HOLDERS
FULLY PAID ORDINARY SHARES
NUMBER OF SHARES
1
% OF ISSUED
CAPITAL
1 – 1,0001,527735,4910.75
1,001 – 5,0001,6084,032,1984.09
5,001 – 10,0003992,889,6412.93
10,001 – 50,0002484,647,6114.71
50,001 – 100,000352,507,6892.54
Greater than 100,0004583,832,19984.98
TOTA L3,85998,664,829100
1
The total number of shares on issue were 98,644,829.
DISCLOSURES
TWENTY LARGEST SHAREHOLDERS
The twenty largest shareholders of fully paid ordinary shares were:
NAMENUMBER OF ORDINARY
SHARES HELD
% OF ISSUED
SHARE CAPITAL
Baincor Nominees Pty Ltd11,191,47111.35
Uplands Group Pty Limited8,424,2568.54
Jametti Limited5,358,1965.43
J P Morgan Nominees Australia Pty Limited4,969,7905.04
Custodial Services Limited4,222,7264.28
Citibank Nominees (NZ) Ltd
1
4,129,6594.19
HSBC Nominees (New Zealand) Limited
1
3,838,1463.89
Custodial Services Limited3,482,2093.53
Mmc Limited
1
3,205,4643.25
Nigel Peter Farley and Richard John Burrell2,990,0003.03
National Nominees New Zealand Limited
1
2,801,3332.84
JPMORGAN Chase Bank
1
2,773,3262.81
Accident Compensation Corporation
1
2,107,6092.14
HSBC Nominees (New Zealand) Limited
1
1,905,1861.93
Custodial Services Limited1,779,8961.80
Tea Custodians Limited
1
1,684,3671.71
HSBC Custody Nominees (Australia) Limited1,351,2571.37
Terence De Montalt Maude and Wendy Fay Wood1,300,0001.32
Custodial Services Limited1,199,0691.22
JCVC Pty Ltd1,130,9951.15
1
These shareholdings are held through New Zealand Central Securities Depository Limited (NZCSD) which allows electronic trading of securities to
members.
The percentage shareholding of the 20 largest shareholders of Gentrack Group Limited fully paid ordinary shares was 71%.
88 / DISCLOSURES
DISCLOSURES
SUBSTANTIAL SHAREHOLDERS AS AT 30 SEPTEMBER 2019
According to notices given under the Securities Markets Act 1988, the following persons were Substantial Shareholders in Gentrack Group Limited at
30 September 2019 in respect of the number of voting securities set opposite their names.
NAMENUMBER OF ORDINARY
SHARES HELD
% OF ISSUED
SHARE CAPITAL
Baincor Nominees Pty Limited11,191,47111.35
Uplands Group Pty Limited as trustees of Uplands Group Trust, JCVC Pty Limited as
trustees of JCVC Superannuation Fund, John Clifford and Valerie Clifford9,555,2519.69
Jarden Partners Limited5,770,5355.85
Jametti Limited as trustees of Fraxinus Aurea Trust5,358,1965.43
BlackRock, Inc.5,075,0715.15
The total number of issued voting shares of Gentrack Group Limited at 30 September 2019 was 98,644,829. Where voting at a meeting of the
shareholders is by voice or show of hands, every shareholder present in person or by representative has one vote, and on a poll, every shareholder
present in person, or by representative has one vote for each fully paid ordinary share in the Company.
At 30 September 2019, there were 160 shareholders holding marketable parcels of less than $500.
SUBSIDIARY COMPANY DIRECTORS
The following people held office as Directors of subsidiary companies at 30 September 2019:
Gentrack LimitedJohn Clifford, Ian Black
Gentrack Pty LimitedJohn Clifford, Ian Black
Gentrack Group Australia Pty LimitedJohn Clifford, Ian Black
Gentrack UK LimitedJohn Clifford, Ian Black, Tim Bluett
Junifer Systems LimitedKenton Judson, Saul Nurtman
Blip SystemsJohn Clifford, Ian Black, Peter Knudsen, Lars Tørholm
CA Plus LimitedJohn Clifford, Ian Black, John de Giorgio
Veovo Group Limited*John Clifford, Ian Black
Veovo Holdings (Denmark) ApSJohn Clifford
Gentrack Holdings (UK) LimitedJohn Clifford, Ian Black, Tim Bluett
Gentrack (Singapore) Pte LimitedJohn Clifford, Ian Black, K Kalaai Pillai
Evolve Parent LimitedJohn Clifford, Ian Black, Tim Bluett
Evolve Analytics LimitedJohn Clifford, Ian Black, Tim Bluett, Alan Duggan
Veovo IncJohn Clifford, Ian Black
Veovo NZ LimitedJohn Clifford, Ian Black**
Veovo UK LimitedJohn Clifford, Ian Black***
Directors of the company’s subsidiaries do not receive any remuneration or other benefits in respect of their appointments.
* Veovo Limited changed its name to Veovo Group Limited on 8 March 2019.
**Both directors were appointed on incorporation on 29 April 2019.
***Both directors were appointed on incorporation on 1 May 2019.
DISCLOSURES / 89
DISCLOSURES
DONATIONS
The Company made donations of $5,300 during the year ended 30 September 2019.
CREDIT RATING
The Company has no credit rating.
FOREIGN EXEMPT LISTING
ASX approved a change in the Company’s ASX admission category from an ASX Listing to an ASX Foreign Exempt Listing, effective from the
commencement of trading on 30 March 2016.
The Company continues to have a full listing on the NZX Main Board, and the Company’s shares are still listed on the ASX. The Company is primarily
regulated by the NZX, complies with the NZX Listing Rules, and is exempt from complying with most of the ASX Listing Rules (based on the principle
of substituted compliance).
WAIVERS
Gentrack Group Limited had no NZX waivers granted or published by NZX within or relied upon in the 12 months ending 30 September 2019. On
listing in 2014, Gentrack Group Ltd was granted waivers from the ASX which are standard for a New Zealand company listed on the ASX. This
includes confirmation that ASX will accept financial statements denominated in New Zealand dollars and prepared and audited in accordance with
New Zealand Generally Accepted Accounting Principles and Auditing Standards. The waivers granted by the ASX have been extended to reflect the
Company’s ASX Foreign Exempt listing status from 30 March 2016.
ANNUAL MEETING
Gentrack Group Limited’s Annual Meeting of Shareholders will be held in Auckland on 26 February 2020 at 4:00pm. A notice of Annual Meeting and
Proxy Form will be circulated to shareholders in January 2020.
90 / DISCLOSURES
CORPORATE DIRECTORY
REGISTERED OFFICE
Gentrack Group Limited
17 Hargreaves Street, St Marys Bay, Auckland 1011,
New Zealand
Phone: +64 9 966 6090
Level 9, 390 St Kilda Road, Melbourne, VIC 3004
Australia
Phone: +61 3 9867 9100
POSTAL ADDRESS
PO Box 3288, Shortland Street, Auckland 1140
New Zealand
Level 9, 390 St Kilda Road, Melbourne, VIC 3004
Australia
NEW ZEALAND INCORPORATION NUMBER
3768390
AUSTRALIAN REGISTERED BODY NUMBER (ARBN)
169 195 751
DIRECTORS
John Clifford, Chairman
Andy Coupe
Fiona Oliver*
Graham Shaw*
James Docking**
Darc Rasmussen**
Nick Luckock
Leigh Warren
* Fiona Oliver was elected by shareholders at the Annual Meeting on
26 February 2019 as a non-executive director. Graham Shaw resigned
as a non-executive director at the same meeting.
** James Docking resigned as a non-executive director effective
12 December 2019. The Board appointed Darc Rasmussen as a
non-executive director effective from the same date.
COMPANY SECRETARY
Jon Kershaw
AUDITOR
KPMG
18 Viaduct Harbour Avenue, Auckland, 1140
Phone: +64 9 367 5800
Facsimile: +64 9 367 5875
LEGAL ADVISERS
BELL GULLY
BANKERS
ASB BANK LIMITED
ANZ LIMITED
HSBC PLC
SHARE REGISTRAR
NEW ZEALAND
LINK MARKET SERVICES LIMITED
Level 11, Deloitte Centre, 80 Queen Street, Auckland 1010
PO Box 91 976, Auckland 1142
Phone: +64 9 375 5998
Facsimile: +64 9 375 5990
Email: enquiries@linkmarketservices.com
AUSTRALIA
LINK MARKET SERVICES LIMITED
Level 12, 680 George Street, Sydney, NSW 2000
Locked Bag A14, Sydney South, NSW 1235
Phone: +61 1300 554 474
Facsimile: +2 9287 0303
Email: enquiries@linkmarketservices.com
CORPORATE DIRECTORY / 91
www.gentrack.com
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.