Appendix 4D and Half Year Financial Report
Ventia Services Group Limited
ABN 53 603 253 541
Level 8, 80 Pacific Highway
North Sydney NSW 2060
AUSTRALIA
ventia.com
ASX and NZX Release
21 August 2024
Appendix 4D and Half-Year Financial Report
Enclosed are the following documents relating to Ventia Services Group Limited’s results for the half-
year ended 30 June 2024:
• Appendix 4D
• Half-Year Report
The following associated documents will be provided separately for lodgement:
• Notification of Dividend (Appendix 3A.1)
• Media Release
• Half-Year Presentation
This announcement was authorised by the Board.
-Ends-
For further information, please contact:
Investors Media
Chantal Travers Sam O’Connor
General Manager Investor Relations General Manager Enterprise Strategy
chantal.travers@ventia.com sam.oconnor@ventia.com
+61 428 822 375 +61 400 993 542
About Ventia
Ventia is a leading essential infrastructure services provider in Australia and New Zealand, proudly providing the services that
keeps infrastructure working for our communities. Ventia has access to a combined workforce of more than 35,000 people,
operating in over 400 sites across Australia and New Zealand. With a strategy to redefine service excellence by being client-
focused, innovative and sustainable, Ventia operates across a broad range of industry segments, including defence, social
infrastructure, water, electricity and gas, resources, telecommunications and transport.
Half-year ended
30 June 2024
Half-year ended
30 June 2023
Change Change
$'m$'m$'m Percentage
Total revenue3,082.5 2,786.8 295.7 10.6%
Profit from ordinary activities after income tax attributable to members of the parent entity101.4 88.3 13.1 14.8%
Profit after income tax attributable to members of the parent entity101.4 88.3 13.1 14.8%
Dividends
Amount per
security
Franked amount
per security Franking
Interim dividend - year ending 31 December 20249.35 cents7.48 cents80%
Final dividend - year ended 31 December 20239.41 cents7.53 cents80%
Key interim dividend datesDate
Ex-dividend date29 August 2024
Record date for determining entitlement to the dividend30 August 2024
Date for payment of dividend 7 October 2024
As at
30 June 2024
As at
31 December 2023
As at
30 June 2023
Net tangible liabilities backing per ordinary share(0.63)$ (0.68)$ (0.72)$
The remainder of the information requiring disclosure to comply with ASX Listing Rule 4.2A is contained in the Half-Year Financial Update and the Condensed Consolidated Financial Statements
for the half-year ended 30 June 2024 which are lodged with this Appendix 4D.
APPENDIX 4D - Half-Year Report
Results for Announcement to the Market
VENTIA SERVICES GROUP LIMITED
ABN 53 603 253 541
INTERNAL
2024
Half-Year Report
Cover: Incident Response, Chantel James, Sydney (NSW)
Pictured: Noongar marmum (men) performing the
“Spider Dance” in Perth (Whadjak Noongar Land)
We are Ventia.
People are at
the heart of
our success.
Acknowledgement of Country
Ventia would like to respectfully acknowledge
the Traditional Custodians of Country throughout
Australia and their connection to land, sea and
community. We pay our respect to them, their cultures
and to their Elders past and present.
Mihi
He tautoko te ahurea i ngā kawa me ngā tikanga o
ngā Iwi whānui o Aotearoa, me ka kawa me ka tikaka
o ka Iwi whānui o Te Waipounamu. We recognise and
celebrate the culture of Mana Whenua in Aotearoa and
Te Waipounamu where our teams respect local Iwi
and communities across the country.
Contents
Half-Year Financial Update 2
1. Statutory financial performance 2
2. Sector financial performance 4
3. Liquidity and capital management 6
4. Dividends 6
5. Sustainability 6
6. Outlook 6
Financial Report 7
2Ventia Half-Year Report 2024
Ventia Services Group Limited (Ventia or Company) and its subsidiaries (together referred to as the Group) is a leading essential
services provider in Australia and New Zealand.
The Group has extensive capabilities across the full asset lifecycle and provides services across a diverse range of industry
sectors through long-term contracts with a range of government agencies and blue-chip organisations.
Ventia is structured across four sectors:
• Defence and Social Infrastructure;
• Infrastructure Services;
• Telecommunications; and
• Transport.
Ventia’s strategy of Redefining Service Excellence is centred on three priorities: client focus, innovation and sustainability.
Ventia has identified three key drivers to increase its market share:
• Renewing and growing existing contracts;
• Winning new work; and
• Cross-selling our expert capabilities.
1. Statutory financial performance
1.1 Statutory Group financial highlights
June 2024
$’m
June 2023
$’m
Change
$’m
Change
%
Revenue 3,082.52,786.8295.710.6%
Profit after income tax101.488.313.114.8%
June 2024
Cents per
Share
June 2023
Cents per
Share
Change
Cents per
Share
Change
%
Basic earnings per share11.8510.321.5314.8%
Other measures1
June 2024
$’m
June 2023
$’m
Change
$’m
Change
%
EBITDA245.8225.120.79.2%
NPATA10 6.794.811.912.5%
Operating cash flow before interest and tax222.9200.22 2.711.3%
Operating cash flow conversion %
2
90.7%88.9%n/a1.8pp
Work in hand17, 2 1 3 . 917, 470 . 5(256.6)(1.5%)
1. Other measures are non-International Financial Reporting Standards (IFRS) measures that have been derived from statutory information.
2. Calculated as operating cash flow before interest and tax, divided by EBITDA.
EBITDA – Earnings before interest, income tax, depreciation and amortisation.
NPATA – Net profit after tax, excluding the after-tax impact of amortisation of acquired intangible assets.
Half-Year Financial Update
Ventia Half-Year Report 20243
1.2 Statutory Group financial performance
June 2024
$’m
June 2023
$’m
Change
$’m
Change
%
Revenue3,082.52,786.8295.710.6%
Expenses(2 , 8 37.4)(2,563.3)(274.1)10.7%
Share of profits of joint ventures0.71.6(0.9)(56.3%)
Earnings before interest, income tax, depreciation and amortisation245.8225.120.79.2%
Depreciation expense(5 7. 6)(51.8)(5.8)11.2%
Amortisation expense(18.5)(21.0)2.5(11.9%)
Earnings before interest and income tax169.7152.317. 411.4%
Net finance costs(25.2)(26.8)1.6(6.0%)
Profit before income tax144.5125.519.015.1%
Income tax expense(43.1)(37.2)(5.9)15.9%
Profit after income tax101.488.313.114.8%
Amortisation of acquired intangible assets (after tax)5.36.5(1.2)(18.5%)
NPATA106.794.811.912.5%
Revenue
Ventia reported an increase in revenue of $295.7 million, or 10.6%, to $3,082.5 million in HY24. The growth was driven by
the strong performance in the Defence and Social Infrastructure and Telecommunications sectors, as a result of increase in
minor capital work volume and contribution from contracts commencing in the second half of 2023 and 2024.
Section 2 provides further commentary on sector performance.
EBITDA
Statutory EBITDA increased by $20.7 million, or 9.2%, to $245.8 million in HY24. The movement was driven primarily by
the increase in revenue. The Group maintained a stable EBITDA margin at 8.0% (HY23: 8.1%).
Depreciation expense
Depreciation expense increased by $5.8 million, or 11.2%, driven by an assessment of the remaining useful life of certain
plant and machinery.
Amortisation expense
Amortisation expense decreased by $2.5 million, or 11.9%, as a portion of acquired intangible assets became fully amortised.
Net finance costs
Net finance costs decreased by $1.6 million, or 6.0%, primarily driven by an increase in interest income as a result of higher cash
balances during the period. This was partially offset by an increase in interest expense as the Group’s syndicated loan facilities are
linked to the Bank Bill Swap Bid Rate (BBSY), which increased from 3.77% in June 2023 to 4.41% in June 2024. The Group partially
hedged its interest risk exposure by entering into interest rate swap arrangements.
Income tax
Income tax expense was $43.1 million for HY24, representing an effective tax rate of 29.8% (HY23: 29.6%).
4Ventia Half-Year Report 2024
HalF-YeaR Financial UPdate
1.3 Statutory Group financial position
Net working capital
Net working capital comprises trade and other receivables, contract assets and inventories, less trade and other payables,
contract liabilities, employee benefit liabilities and provisions.
The net working capital balance increased by $26.5 million in HY24. Key movements included an increase in trade and other
receivables of $52.2 million, and an increase in contract assets of $23.4 million, offset by an increase in trade and other payables
of $57.6 million. These balances are seasonally higher in June compared to December due to higher volumes of work performed in
May and June each year.
Net debt
Net debt comprises borrowings (excluding capitalised borrowing costs) and lease liabilities, less cash and cash equivalents.
Net debt decreased by $28.6 million to $516.2 million, mainly due to the increase in cash held at the end of HY24 of $24.9 million.
The increase in cash held at the period end reflects the strong operating cash flows of the Group.
1.4 Statutory Group cash flow
Operating cash flow
Net cash generated from operating activities for HY24 was $162.0 million, representing an increase of $2.1 million from HY23.
This was driven by an increase in EBITDA and improvement in cash conversion from 88.9% in HY23 to 90.7% in HY24 off set by an
increase in income tax paid.
Investing cash flow
Total cash outflow from investing activities was $28.5 million for HY24, representing a $12.1 million increase compared with
HY23. Cash outflow for both years mainly comprised payments for acquisition of property, plant and equipment, and intangible
assets. The increase was mainly driven by spending on leasehold improvements for new offices, and investment in plant and
machinery for the Rig and Well Services business.
Financing cash flow
Total financing cash outflow of $108.4 million increased by $6.6 million compared to HY23. This represents an increase in
dividends paid of $9.7 million, partially offset by a reduction in payment of lease liabilities of $3.1 million.
2. Sector financial performance
2.1 Defence and Social Infrastructure
June 2024
$’m
June 2023
$’m
Change
$’m
Change
%
Sector revenue1,328.61,179.2149.412.7%
Sector EBITDA89.078.110.914.0%
Sector EBITDA %6.7%6.6%n/a0.1pp
Defence and Social Infrastructure reported revenue of $1,328.6 million, which represents an increase of $149.4 million or 12.7%
on HY23. The strength of the relationship with Defence is evidenced by an increase in minor capital works assigned through
the Defence Base Services contract, and continuing to win new contracts, including the Defence Maintenance Contract which
mobilised in December 2023.
The continued emphasis on building strong relationships with key clients and delivering service excellence led to the award of
contracts, including the $570 million 5-year Homes NSW social housing maintenance contract and a further 1-year extension to
our Auckland Council facility management contract.
HY24 EBITDA was $89.0 million, an increase of $10.9 million or 14.0% on HY23. This was driven by the increase in revenue
noted above.
Ventia Half-Year Report 20245
2.2 Infrastructure Services
June 2024
$’m
June 2023
$’m
Change
$’m
Change
%
Sector revenue630.2632.6(2.4)(0.4%)
Sector EBITDA49.956.0(6.1)(10.9%)
Sector EBITDA %7. 9 %8.9%n/a(1.0pp)
Infrastructure Services reported revenue of $630.2 million, which represents a decrease of $2.4 million or 0.4% on HY23.
This was a result of spending reductions from key clients and the conclusion of projects in Resources and Industrial and
Environmental Services, offset partly by stronger volumes across numerous Energy, Water and Renewables contracts in
Australia and New Zealand.
New works won in HY24 included a 5-year transmission and distribution maintenance services panel contract with Western Power,
and the Burpengary East Wastewater Treatment Plant upgrade for Unitywater. Infrastructure Services also renewed the Yallourn
Mine maintenance project for RTL Mining and Earthworks. Contract extensions in HY24 included extension of the contract with
Sydney Water until 2030, and a 12-month extension of our contract with Urban Utilities.
HY24 EBITDA was $49.9 million, a decrease of $6.1 million or 10.9% on HY23. The EBITDA result reflects an overall mix of work
performed, favouring longer-term operation and maintenance contracts over shorter-term capital works projects. In addition,
certain capital works projects completed in HY23 generated favourable margin outcomes which were not replicated in HY24.
2.3 Telecommunications
June 2024
$’m
June 2023
$’m
Change
$’m
Change
%
Sector revenue782.3654.41 27. 919.5%
Sector EBITDA100.384.116.219.3%
Sector EBITDA %12.8%12.9%n/a(0.1pp)
Telecommunications reported revenue of $782.3 million, which represents an increase of $127.9 million or 19.5% on HY23.
Telecommunications continued to perform strongly both in core carrier works and defence and space adjacency. Build volumes
continued to accelerate across existing programs.
In HY24, new work and renewals of $275m have been secured, including NBN ODM Business Deployment, Gigacomm network
design & deployment, and Babcock sustainment engineering, reflecting positive results across all business units.
HY24 EBITDA was $100.3 million, an increase of $16.2 million or 19.3% on HY23. EBITDA grew in line with revenue.
2.4 Transport
June 2024
$’m
June 2023
$’m
Change
$’m
Change
%
Sector revenue3 41.4320.620.86.5%
Sector EBITDA25.123.41.77. 3 %
Sector EBITDA %7.4%7. 3 %n/a0.1pp
Transport reported revenue of $341.4 million, which represents an increase of $20.8 million or 6.5% on HY23. Australia and New
Zealand growth was supported by commencement of contracts in the second half of 2023, which included the 6-year Incident
and Response Maintenance contract with Transurban Queensland, provision of Intelligent Transport Systems and solutions for the
Westgate Tunnel Project and Western Distributor Smart Motorway, and commencement of the road maintenance contract in New
Zealand for the Hauraki District Council.
Transport was successful in being awarded new contracts and renewals in HY24, which included a 3-year minor capital works
contract for CityLink Motorway in Melbourne, extension of contracts for maintenance and incident response for Lane Cove Tunnel
and M2 Motorway in NSW, and road maintenance for Far North District Council in New Zealand.
HY24 EBITDA was $25.1 million, an increase of $1.7 million or 7.3% on HY23 in line with revenue growth.
6Ventia Half-Year Report 2024
HalF-YeaR Financial UPdate
3. Liquidity and capital management
As at 30 June 2024, the Group had liquidity of $763.6 million, comprising cash balances of $363.6 million and undrawn committed
debt facilities of $400.0 million.
Syndicated loan facilities
Ventia has in place $750.0 million syndicated loan facilities and a $400.0 million revolving cash facility. The syndicated bank loan
facilities are unsecured and committed and comprise Australian dollar tranches with maturities in 2025, 2026 and 2028.
Covenants on financing facilities
The Group’s financing facilities contain undertakings to comply with financial covenants on its leverage ratio and interest cover
ratio. The Group complied with all its financial covenants throughout HY24.
Bank guarantees and insurance bonds
The Group has $690.0 million (31 December 2023: $690.0 million) of bank guarantee and insurance bond facilities on a committed
and uncommitted basis to support its contracting activities. The Group utilised $377.8 million of these facilities at 30 June 2024
(31 December 2023: $392.5 million).
Credit ratings
The Group has investment grade credit ratings of Baa2 (outlook stable) from Moody’s and BBB (outlook stable) from S&P.
4. Dividends
Ventia’s dividend policy is to pay out between 60% and 80% of the Group’s NPATA as a dividend. NPATA provides a proxy for Ventia’s
cash flows available to pay dividends before the after-tax amortisation of acquired intangible assets. It is a key measure of Ventia’s
financial performance.
On 20 August 2024, the Ventia Board resolved to pay an interim dividend of 9.35 cents per share, 80% franked, representing a
payout ratio of 75%.
Ventia intends to frank future dividends to the maximum extent possible, subject to the availability of franking credits.
5. Sustainability
At Ventia, we are passionate about making infrastructure work for our communities and we strive to do that in a sustainable way.
Our sustainability strategy is to create a healthier planet, be people and community focused, and be accountable for all that we do.
In support of our commitment to achieving net zero emissions and helping our clients reduce their emissions, we have set targets
for the near term (2030) and to reach net zero by 2050 across all emissions scopes. Our targets were validated by the Science Based
Targets initiative (SBTi) in June 2024 and align with the Paris Agreement in support of a 1.5°C future.
For further information on Ventia’s sustainability strategy and sustainability reporting suites, please visit Ventia’s website
https://www.ventia.com/our-approach/sustainability.
6. Outlook
In FY24, we now expect to deliver 10-12% NPATA growth compared to FY23. With positive demand drivers across our sectors,
a renewal rate of 93%, work in hand of $17.2 billion and long-term strategic relationships with our clients, we are well placed to
grow distributions and deliver long-term value.
Ventia Half-Year Report 20247
Financial Report
for the half-year ended 30 June 2024
Pictured: Urandangi, QLD (Black Spot on QLD NT border.
Bringing the first mobile service to this remote community)
8Ventia Half-Year Report 2024
Contents
Directors’ Report 9
Auditor’s Independence Declaration 11
Condensed Consolidated Financial Statements
Condensed Consolidated Statement of Profit or
Loss and Other Comprehensive Income 12
Condensed Consolidated Statement of Financial Position 13
Condensed Consolidated Statement of Changes in Equity 14
Condensed Consolidated Statement of Cash Flows 15
Notes to the Condensed Consolidated Financial Statements 16
Directors’ Declaration 29
Independent Auditor’s Review Report 30
Notes to the Condensed Consolidated Financial Statements
1. Basis of preparation 16
1.1 Basis of preparation 16
1.2 New and amended standards
adopted by the Group 16
1.3 Key estimates and judgements 16
2. Group performance 17
2.1 Revenue 17
2.2 Expenses 17
2.3 Segment disclosures 18
3. Assets and liabilities 20
3.1 Trade and other receivables
and contract assets 20
3.2 Goodwill 21
3.3 Trade and other payables
and contract liabilities 21
3.4 Employee benefit liabilities 22
3.5 Provisions 22
3.6 Income tax 22
4. Capital structure, financing
and risk management 23
4.1 Earnings per share 23
4.2 Dividends 23
4.3 Share capital 23
4.4 Borrowings 24
4.5 Fair value measurement of
financial instruments 25
4.6 Commitments for capital expenditure 25
4.7 Receivable finance arrangements 25
5. Group structure 26
5.1 Related parties 26
5.2 Equity accounted investments 26
5.3 Joint operations 27
6. Other 27
6.1 Contingent liabilities 27
6.2 Events after the reporting period 28
Ventia Half-Year Report 20249
This is the report of the Directors of Ventia Services Group Limited (Ventia or Company) in respect of Ventia and the entities
it controlled at the end of, or during, the half-year ended 30 June 2024 (together referred to as the Group).
Directors
The following persons held office as Directors of the Company during the half-year ended 30 June 2024 and up to the date of
this report, unless otherwise stated:
Mr David Moffatt (Chairman)
Mr Dean Banks (Managing Director)
Mr Jeffrey Forbes
Ms Sibylle Krieger
Ms Lynne Saint
Ms Anne Urlwin ONZM
Mr Damon Rees
Mr Kevin Crowe (resigned on 21 February 2024)
Mr Steve Martinez (Alternate Director) (resigned on 21 February 2024)
All of the current Directors are non-executive directors, except for Mr Dean Banks who is the Managing Director and Group
Chief Executive Officer.
Principal activities
The Group is one of the largest essential services providers in Australia and New Zealand. The Group organises its operations into
four sectors as follows:
• Defence and Social Infrastructure provides maintenance and support services to customers operating across defence, social
infrastructure (education, health and state government), housing and community, local government and critical infrastructure.
This sector also provides property and consulting services to public and private customers;
• Infrastructure Services supports the ongoing operation and maintenance of infrastructure, including utilities (water, electricity
and gas), resources and industrial assets (mining, gas, and manufacturing) and resources development (mineral and gas). This
sector also provides complex and large-scale environmental remediation and rehabilitation services, and leverages technologies
aimed at enhancing customer productivity and sustainability;
• Telecommunications provides end-to-end service capabilities that span design, supply, minor construction, installation,
commissioning and maintenance of telecommunications networks and infrastructure; and
• Transport provides maintenance, project delivery and technology solutions to owners and operators of road, motorway,
tunnel and rail networks.
Further details of the results of operations and likely developments are set out in the Half-Year Financial Update on pages 2-6.
Significant changes in the state of affairs
There were no significant changes in the nature of the activities of the Group during the half-year.
Company Secretaries
Ms Rebecca Tweedie
Ms Debbie Schroeder
Dividends
Details of dividends for the current and previous financial year are as follows:
2024
Cents per
Share
2023
Cents per
Share
Interim dividend for 2024 to be paid on 7 October 2024 (80% franked)9.35–
Final dividend for 2023 paid on 5 April 2024 (80% franked)–9.41
Interim dividend for 2023 paid on 6 October 2023 (80% franked)–8.31
directors’ Report
10Ventia Half-Year Report 2024
diRectoRs’ RePoRt
Auditor’s Independence Declaration
A copy of the Auditor’s Independence Declaration as required under Section 307C of the Corporations Act 2001 is set out on page 11.
Proceedings on behalf of the Company
No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under Section 237 of the
Corporations Act 2001.
Rounding of amounts
The Company is a company of the kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument
2016/191, dated 24 March 2016, and in accordance with that Instrument, amounts in the Directors’ Report and the Condensed
Consolidated Financial Statements are rounded off to the nearest whole number of millions of dollars and one place of decimals
representing hundreds of thousands of dollars in accordance with that Instrument, unless otherwise indicated.
Matters subsequent to balance date
Business combinations
On 1 July 2024, Ventia NZ Operations Limited (a controlled entity of Ventia Services Group Limited) acquired the entire share
capital of Landscape Solutions Pty Limited (Landsol). Landsol provides commercial landscape maintenance services across
New Zealand, and its acquisition will strengthen the Group’s Defence and Social Infrastructure offering.
The purchase consideration comprised $13.4 million as a cash payment, settled on 1 July 2024. An additional contingent
consideration up to $3.3 million will be payable subject to a number of conditions.
Dividends
Since the end of the half-year, the Directors have resolved to pay an interim dividend of 9.35 cents per share, 80% franked.
In accordance with AASB 110 Events after the Reporting Period, the proposed interim dividend is not recognised as a liability
as at 30 June 2024.
Unless disclosed elsewhere in the Condensed Consolidated Financial Statements, no other material matter or circumstance
has arisen since 30 June 2024 that has significantly affected or may significantly affect:
• the Group’s operations in future financial years;
• the results of those operations in future financial years; or
• the Group’s state of affairs in future financial years.
Other information
The following information, contained in other sections of this Half-Year Report, forms part of this Directors’ Report:
• Half-Year Financial Update on pages 2 to 6; and
• Auditor’s Independence Declaration on page 11.
This report is made in accordance with a resolution of the Directors of the Company and is dated 20 August 2024.
David Moffatt
Chairman
Ventia Half-Year Report 202411
auditor’s independence declaration
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12Ventia Half-Year Report 2024
condensed consolidated Financial statements
Condensed Consolidated Statement of Profit or Loss
and other comprehensive income
for the half-year ended 30 June 2024
Note
June
2024
$’m
June
2023
$’m
Revenue2.13,082.52,786.8
Expenses2.2(2 , 8 37.4)(2,563.3)
Share of profits of joint ventures0.71.6
Earnings before interest, income tax, depreciation and amortisation245.8225.1
Depreciation expense(5 7. 6)(51.8)
Amortisation expense(18.5)(21.0)
Earnings before interest and income tax169.7152.3
Net finance costs(25.2)(26.8)
Profit before income tax expense144.5125.5
Income tax expense3.6(43.1)(37.2)
Profit after income tax 101.488.3
Earnings per share (cents)
Basic earnings per share 4.111.8510.32
Diluted earnings per share 4.111.7410.25
Other comprehensive income
Items that may be reclassified to profit or loss:
Foreign exchange translation differences(1.8)(1.5)
Cash flow hedges:
– Gains arising on change in the fair value of hedging instruments6.43.5
– Cumulative gain reclassified to profit or loss(3.1)(1.5)
– Income tax effect of items above(1.0)(0.6)
Total cash flow hedges2.31.4
Other comprehensive income 0.5(0.1)
Total comprehensive income101.988.2
The above Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction
with the accompanying Notes to the Condensed Consolidated Financial Statements.
Ventia Half-Year Report 202413
condensed consolidated statement of Financial Position
as at 30 June 2024
Note
30 June
2024
$’m
31 December
2023
$’m
Current assets
Cash and cash equivalents363.6338.7
Trade and other receivables3.1420.4371.6
Contract assets3.1553.1529.7
Inventories49.846.8
Current tax assets 19.711.1
Derivative assets4.54.65.5
Total current assets1,411.21,303.4
Non-current assets
Trade and other receivables3.118.415.0
Equity accounted investments 8.08.4
Derivative assets4.51.7–
Deferred tax assets179.9192.2
Right-of-use assets120.7124.4
Property, plant and equipment133.8142. 3
Intangible assets39.252.8
Goodwill3.21,09 4.71,095.1
Total non-current assets1,596.41,630.2
To t a l a s s e t s3 , 0 07.62,933.6
Current liabilities
Trade and other payables3.3716.4658.8
Contract liabilities3.3355.23 47. 0
Employee benefit liabilities3.4149.6155.0
Provisions3.539.030.3
Lease liabilities46.646.2
Current tax liabilities4.11.9
Total current liabilities1,310.91,239.2
Non-current liabilities
Contract liabilities3.368.365.8
Employee benefit liabilities3.478.676.9
Provisions3.5124.5145.7
Derivative liabilities4.50.32.7
Lease liabilities83.287. 3
Borrowings4.4747.1745. 8
Total non-current liabilities1,102.01,124.2
Total liabilities2,412.92,363.4
Net assets594.7570.2
Equity
Share capital4.3374. 5374. 5
Reserves(34.5)(35.9)
Retained earnings2 5 4.7231.6
Total equity594.7570.2
The above Condensed Consolidated Statement of Financial Position should be read in conjunction with the accompanying Notes
to the Condensed Consolidated Financial Statements.
14Ventia Half-Year Report 2024
condensed consolidated Financial statements
condensed consolidated statement of changes in equity
for the half-year ended 30 June 2024
2024Note
Share
Capital
$’m
Reserves
$’m
Retained
Earnings
$’m
To t a l
$’m
Balance at 1 January 2024374. 5(35.9)231.6570.2
Total comprehensive income
Profit after income tax
––101.4101.4
Other comprehensive income –0.5–0.5
Total comprehensive income –0.5101.4101.9
Transactions with owners
Dividends paid4.2
––(79.5)(79.5)
Share-based payments –0.91.22.1
Total transactions with owners
–0.9(78.3)(77.4)
Balance at 30 June 2024374. 5(34.5)254.7594.7
2023Note
Share
Capital
$’m
Reserves
$’m
Retained
Earnings
$’m
To t a l
$’m
Balance at 1 January 2023374. 5(35.0)181.4520.9
Total comprehensive income
Profit after income tax ––88.388.3
Other comprehensive income –(0.1)–(0.1)
Total comprehensive income –(0.1)88.388.2
Transactions with owners
Dividends paid4.2––(69.8)(69.8)
Share-based payments–1.50.31.8
Total transactions with owners –1.5(69.5)(68.0)
Balance at 30 June 2023374. 5(33.6)200.2541.1
The above Condensed Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying
Notes to the Condensed Consolidated Financial Statements.
Ventia Half-Year Report 202415
condensed consolidated statement of cash Flows
for the half-year ended 30 June 2024
Note
June
2024
$’m
June
2023
$’m
Cash flows from operating activities
Receipts from customers3,346.42,98 8.7
Payments to suppliers and employees (3,124.6)(2,789.0)
Dividends received from joint ventures1.10.5
Operating cash flow before interest and tax222.9200.2
Interest received4.12.2
Payments for the interest component of lease liabilities(3.2)(3.5)
Interest and other costs of finance paid(22.8)(25.6)
Income tax paid(39.0)(13.4)
Net cash generated from operating activities162.0159.9
Cash flows from investing activities
Proceeds from sale of property, plant and equipment0.52.1
Payments for acquisition of intangible assets(4.5)(2.5)
Payments for acquisition of property, plant and equipment(24.5)(16.0)
Net cash used in investing activities(28.5)(16.4)
Cash flows from financing activities
Repayments of principal portion of lease liabilities(28.9)(32.0)
Dividends paid4.2(79.5)(69.8)
Net cash used in financing activities(108.4)(101.8)
Net increase in cash and cash equivalents25.141.7
Cash and cash equivalents at start of period338.7280.0
Effect of movements in exchange rates on cash and cash equivalents(0.2)(0.7)
Cash and cash equivalents at end of period 363.6321.0
The above Condensed Consolidated Statement of Cash Flows should be read in conjunction with the accompanying Notes to the
Condensed Consolidated Financial Statements.
16Ventia Half-Year Report 2024
notes to the condensed consolidated Financial statements
for the half-year ended 30 June 2024
1. Basis of preparation
1.1 Basis of preparation
Ventia Services Group Limited (Company) is a for-profit company limited by shares, incorporated and domiciled in Australia.
The address of the Company’s registered office and principal place of business is Level 8, 80 Pacific Highway, North Sydney NSW
2060, Australia.
The Condensed Consolidated Financial Statements comprise the Company and its subsidiaries (together referred to as the Group
and individually as Group entities).
The Condensed Consolidated Financial Statements are general purpose financial statements prepared in accordance with the
Corporations Act 2001 and AASB 134 Interim Financial Reporting (AASB 134). Compliance with AASB 134 ensures compliance with
International Financial Reporting Standard IAS 34 Interim Financial Reporting. The Condensed Consolidated Financial Statements
do not include notes of the type normally included in an annual financial report and should be read in conjunction with the most
recent annual financial report for the year ended 31 December 2023.
The Condensed Consolidated Financial Statements were authorised for issue by the Board of Directors on 20 August 2024.
The Company is a company of the kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument
2016/191, dated 24 March 2016, and in accordance with that Instrument amounts in the Directors’ Report and the Condensed
Consolidated Financial Statements are rounded off to the nearest whole number of millions of dollars and one place of decimals
representing hundreds of thousands of dollars in accordance with that Instrument, unless otherwise indicated.
The Condensed Consolidated Financial Statements have been prepared on the going concern basis.
The Condensed Consolidated Financial Statements have been prepared on the historical cost basis except for derivative assets
and liabilities, which are measured at fair value.
The Condensed Consolidated Financial Statements are presented in Australian dollars, which is the Company’s functional
currency. Certain companies within the Group have different functional currencies.
The accounting policies and methods of computation adopted in the preparation of the Condensed Consolidated Financial
Statements are consistent with those adopted and disclosed in the annual financial report for the year ended 31 December 2023.
1.2 New and amended standards adopted by the Group
The Group has applied the required amendments to standards and interpretations that are relevant to its operations and effective
for the current reporting period for the first time for the financial year commencing 1 January 2024, including:
• AASB 2022-5 Amendments to Australian Accounting Standards – Lease Liability in a Sale and Leaseback;
• AASB 2022-6 Amendments to Australian Accounting Standards – Non-current Liabilities with Covenants; and
• AASB 2023-1 Amendments to Australian Accounting Standards – Supplier Finance Arrangements
These new and amended standards have not had any material impact on the disclosures or on the amounts recognised in the
Condensed Consolidated Financial Statements.
1.3 Key estimates and judgements
Significant estimates and judgements made in the application of the Company’s accounting policies are consistent with those
described in the Financial Report for the year ended 31 December 2023.
Ventia Half-Year Report 202417
2. Group performance
2.1 Revenue
The Group enters into client contracts with relatively long-term durations under various contract profiles, including Schedule of
Rates, Fixed Price and Cost Reimbursable. These contract profiles are defined as:
Contract ProfileContract Profile Description
Schedule of Rates Contracts that predominantly have a combination of:
1) unit pricing; and
2) variable volume of works typically based on work activities or number of client assets maintained.
Overheads are often paid as a fixed monthly component of the fee.
Contracts for the delivery of recurring services where the fees chargeable to the client are subject to an annual
price escalation and/or where the fees chargeable are subject to a volume adjustment mechanism.
Fixed PriceContracts that predominantly have a fixed price (subject to variations) for an agreed outcome, meaning that
the Group is paid for a proportion of works as they are performed, where the overall price is fixed and is not
affected by the cost of delivery.
Progress payments by the client are made either monthly or as a lump sum once a completion milestone has
been reached.
Cost ReimbursableContracts that are predominantly structured to pass the actual costs through to the client plus a margin.
Disaggregation of revenue by contract profiles
June 2024
$’m
June 2023
$’m
Schedule of Rates2 ,171. 82,045.2
Fixed Price278.1226.6
Cost Reimbursable632.6515.0
Total revenue3,082.52,786.8
2.2 Expenses
June 2024
$’m
June 2023
$’m
Labour1, 0 27.199 4.7
Subcontractors1,4 8 8.71, 26 4.7
Materials220.4206.6
Other101.297. 3
Total expenses excluding interest, tax, depreciation and amortisation2 , 8 37. 42,563.3
18Ventia Half-Year Report 2024
notes to tHe condensed consolidated Financial statements
2.3 Segment disclosures
Operating segment reporting
Operating segments have been identified based on separate financial information that is regularly reviewed by the Group Chief
Executive Officer, who is also the chief operating decision maker (CODM). The identification of operating segments is based on
the nature of services provided. The Group operates in the following operating segments, which are equivalent to its reportable
segments under AASB 8 Operating Segments:
Operating SegmentsSegment Description
Defence and Social Infrastructure Provides maintenance and support services to customers operating across defence, social
infrastructure (education, health and state government), housing and community, local government
and critical infrastructure. This segment also provides property and consulting services to public
and private customers.
Infrastructure ServicesSupports the ongoing operation and maintenance of infrastructure, including utilities (water,
electricity and gas), resources and industrial assets (mining, gas and manufacturing) and resources
development (mineral and gas). This segment also provides complex and large-scale environmental
remediation and rehabilitation services, and leverages technologies aimed at enhancing customer
productivity and sustainability.
Telecommunications Provides end-to-end service capabilities that span design, supply, minor construction, installation,
commissioning and maintenance of telecommunications networks and infrastructure.
Tr a n s p o r tProvides maintenance, project delivery and technology solutions to owners and operators of road,
motorway, tunnel and rail networks.
The revenue and profit of each segment form the primary basis of all management reporting to the CODM. Before 2023, the profit
of each segment was measured based on underlying EBITA (earnings before interest, income tax and amortisation of acquired
intangible assets, and before acquisition, integration and other restructuring costs). During 2023, segment results were updated
to be measured using EBITDA (earnings before interest, income tax, depreciation and amortisation) to align with updated
management reporting.
Before 2023, segment revenue was inclusive of the Group’s share of revenue of its equity accounted joint ventures. During 2023,
the share of revenue of joint ventures was no longer included in segment revenue to align with updated management reporting.
Comparatives figures for 2023 below are presented on the same basis as 2024.
June 2024
Defence
and Social
Infrastructure
$’m
Infrastructure
Services
$’m
Te l e -
communications
$’m
Transport
$’m
To t a l
$’m
Segment revenue1,328.6630.2782.33 41.43,082.5
Segment EBITDA89.049.9100.325.1264.3
June 2023
Defence
and Social
Infrastructure
$’m
Infrastructure
Services
$’m
Te l e -
communications
$’m
Transport
$’m
To t a l
$’m
Segment revenue1,179.2632.6654.4320.62,786.8
Segment EBITDA78.156.084.123.4241.6
Ventia Half-Year Report 202419
Reconciliation of segment EBITDA to profit after income tax
June 2024
$’m
June 2023
$’m
Segment EBITDA264.3241.6
Depreciation(5 7. 6)(51.8)
Corporate costs including amortisation of computer software (29.3)(28.2)
EBIT before amortisation of acquired intangible assets17 7. 4161.6
Amortisation of acquired intangible assets¹( 7.7 )(9.3)
Earnings before interest and income tax 169.7152.3
Net finance costs(25.2)(26.8)
Profit before income tax 144.5125.5
Income tax expense(43.1)(37.2)
Profit after income tax 101.488.3
1. Amortisation of acquired intangible assets relates to customer contracts and relationships acquired as part of the acquisition of Broadspectrum and Kordia.
Other segment information
30 June 2024
Defence
and Social
Infrastructure
$’m
Infrastructure
Services
$’m
Te l e -
communications
$’m
Transport
$’m
Corporate
$’m
To t a l
$’m
Segment assets586.3782.4823.2210.3605.43 , 0 07.6
Segment liabilities396.2258.2469.5316.5972.52,412.9
31 December 2023
Defence
and Social
Infrastructure
$’m
Infrastructure
Services
$’m
Te l e -
communications
$’m
Transport
$’m
Corporate
$’m
To t a l
$’m
Segment assets596.0779.0854.3192.8511.52,933.6
Segment liabilities3 37. 9247. 3483.6312.4982.22,363.4
20Ventia Half-Year Report 2024
notes to tHe condensed consolidated Financial statements
3. Assets and liabilities
3.1 Trade and other receivables and contract assets
30 June
2024
$’m
31 December
2023
$’m
Current
Trade receivables, net of impairment allowance354.6312.2
Prepayments and other receivables56.753.6
Amounts receivable from related parties 9.15.8
Total current trade and other receivables420.4371.6
Non-current
Prepayments and other receivables14. 36.7
Amounts receivable from related parties 4.18.3
Total non-current trade and other receivables18.415.0
Total trade and other receivables438.8386.6
30 June
2024
$’m
31 December
2023
$’m
Current
Contract assets553.1529.7
Total contract assets553.1529.7
The ageing of the Group’s gross trade receivables at the reporting date was:
30 June
2024
$’m
31 December
2023
$’m
Gross aged receivables 0-90 days351.8308.4
Gross aged receivables more than 90 days7. 67.7
To t a l359.4316.1
Ventia Half-Year Report 202421
3.2 Goodwill
Goodwill has been allocated to groups of cash-generating units (CGUs) represented by the Group’s operating segments for the
purpose of impairment testing.
30 June
2024
$’m
31 December
2023
$’m
Defence and Social Infrastructure251.2251.3
Infrastructure Services362.6362.7
Telecommunications426.5426.6
Tr a n s p o r t54.454.5
Total goodwill1,094.71,095.1
A review of impairment indicators relating to goodwill was performed as at 30 June 2024. No impairment indicators have been
identified for any of the CGUs as at 30 June 2024.
3.3 Trade and other payables and contract liabilities
30 June
2024
$’m
31 December
2023
$’m
Trade payables353.3368.1
Accruals268.1215.7
Other payables93.068.6
Amounts payable to related parties 2.06.4
Total trade and other payables716.4658.8
30 June
2024
$’m
31 December
2023
$’m
Contract liabilities – current355.23 47. 0
Contract liabilities – non-current68.365.8
Total contract liabilities423.5412.8
22Ventia Half-Year Report 2024
notes to tHe condensed consolidated Financial statements
3.4 Employee benefit liabilities
30 June
2024
$’m
31 December
2023
$’m
Current
Annual leave84.489.6
Long service leave27. 526.8
Workers’ compensation10.98.6
Other employee benefits26.830.0
Total current employee benefit liabilities149.6155.0
Non-current
Long service leave58.456.2
Workers’ compensation18.317.4
Other employee benefits1.93.3
Total non-current employee benefit liabilities78.676.9
Total employee benefit liabilities228.2231.9
3.5 Provisions
30 June
2024
$’m
31 December
2023
$’m
Current
Unfavourable contracts1.92.2
Onerous contracts2.91.3
Warranties and contract claims28.62 2.7
Other provisions5.64.1
Total current provisions39.030.3
Non-current
Unfavourable contracts46.147.1
Onerous contracts–5.7
Warranties and contract claims59.474.9
Other provisions19.018.0
Total non-current provisions124.5145.7
Total provisions163.5176 .0
3.6 Income tax
Reconciliation between profit before income tax and income tax expense
30 June
2024
$’m
30 June
2023
$’m
Profit before income tax 14 4. 5125.5
Income tax expense using the Australian corporate tax rate of 30%43.437.7
Tax effect of amounts which are not deductible/(taxable) in calculating taxable income:
Effect of different tax rates on overseas income(0.3)(0.5)
Income tax expense43.137. 2
At 30 June 2024, the Group had unused tax losses for which no deferred tax had been recognised of $13.4 million (31 December
2023: $13.4 million).
Ventia Half-Year Report 202423
4. Capital structure, financing, and risk management
4.1 Earnings per share
Basic earnings per share is calculated as profit after income tax attributable to shareholders, divided by the weighted average
number of ordinary shares issued.
Diluted earnings per share is calculated as profit after income tax attributable to shareholders, adjusted for any profit recognised in
the period in relation to potential dilutive shares, divided by the weighted average number of shares and dilutive shares.
June 2024June 2023
Profit after income tax attributable to equity holders of the parent entity used in earnings per share ($’m)101.488.3
101.488.3
Weighted average number of ordinary shares used in earnings per share (millions of shares)
Basic earnings per share
855.4855.3
Diluted earnings per share:
– Weighted average number of ordinary shares issued855.4855.3
– Adjustment to reflect potential dilution for equity incentive plans8.35.9
863.7861.2
Basic earnings per share (cents)11.8510.32
Diluted earnings per share (cents)11.7410.25
4.2 Dividends
June 2024December 2023
Cents per
Share
To t a l
Amount
$’mFranking
Date of
Payment
Cents per
Share
To t a l
Amount
$’mFranking
Date of
Payment
Prior year final9.4179.580%
5 April
2024
8.2869.880%
6 April
2023
Current year interim––––8.3170.180%
6 October
2023
Dividends paid during the period9.4179.516.59139.9
On 20 August 2024, the Board of Directors declared an interim dividend of 9.35 cents per share in respect of the 2024 financial year,
80% franked at a 30% tax rate. The amount will be paid on 7 October 2024. As the dividend was declared subsequent to 30 June
2024, no provision had been made at 30 June 2024.
4.3 Share capital
30 June 202431 December 2023
Share Capital
Number
Millions$’m
Number
Millions$’m
Movement:
Balance at start of period/year855.5374. 5855.5374. 5
Balance at end of period/year855.5374. 5855.5374. 5
Share capital
Holders of ordinary shares are entitled to receive dividends as declared and are entitled to one vote per share. In the event
of winding up of the Company, ordinary shareholders rank after creditors and are entitled to any net proceeds on liquidation.
The total number of shares issued by the Company as at 30 June 2024 is 855,484,445 (31 December 2023: 855,484,445).
This includes 70,671 treasury shares as at 30 June 2024 (31 December 2023: 151,354).
24Ventia Half-Year Report 2024
notes to tHe condensed consolidated Financial statements
4.4 Borrowings
30 June
2024
$’m
31 December
2023
$’m
Borrowings
750.0
750.0
Capitalised borrowing costs(2.9)(4.2)
Total borrowings747. 1745.8
The Group has a syndicated facility agreement for the provision of syndicated term loan facilities and a syndicated revolving
cash facility (Syndicated Banking Facilities).
The Syndicated Banking Facilities have an aggregate commitment of $1,150.0 million and comprise:
• $750.0 million of term loan facilities, spread equally across three tranches, each of which is fully drawn at 30 June 2024
and 31 December 2023; and
• a $400.0 million 4-year revolving cash facility, which is undrawn at 30 June 2024 and 31 December 2023.
The Syndicated Banking Facilities have variable interest rates, based on Bank Bill Swap Bid Rate (BBSY) plus a margin.
The maturity profile of the Group’s borrowing arrangements by financial year is represented in the table below by facility limit:
CurrencyAnnual Interest RateMaturity$’m
Syndicated term loan facilities (non-current)
Term loan AUDBBSY + 150bps23 November 2025250.0
Te r m l o a nAUDBBSY + 160bps23 November 2026250.0
Te r m l o a nAUDBBSY + 160bps23 November 2028250.0
750.0
Syndicated revolving cash facility
AUD23 November 2025
400.0
Ventia Half-Year Report 202425
4.5 Fair value measurement of financial instruments
Some of the Group’s financial assets and financial liabilities are measured at fair value at each reporting date.
The following table provides information about how the fair values of these financial assets and financial liabilities are determined.
They are grouped into levels 1 to 3 based on the degree to which the fair value measurement inputs are observable.
Level 1Fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets
or liabilities.
Level 2Fair value measurements are those derived from inputs other than quoted prices included within level 1 that are
observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3Fair value measurements are those derived from valuation techniques that include inputs for the asset or liability
that are not based on observable market data (unobservable inputs).
Fair Value AssetFair Value Liability
30 June
2024
$’m
31 December
2023
$’m
30 June
2024
$’m
31 December
2023
$’m
Fair Value
Hierarchy
Interest rate swaps6.35.50.32.7Level 2
To t a l6.35.50.32.7
There were no transfers between level 1, level 2, or level 3 during the period.
Estimation of fair values
The fair value of interest rate swaps is determined using a discounted cash flow model where future cash flows are estimated
based on market forward rates at the reporting date and the contract rates, discounted at a rate that reflects the credit risk of the
various respective counterparties.
Fair value of financial assets and financial liabilities that are not measured at fair value on a recurring basis
The carrying value of cash and cash equivalents, financial assets, bank and other loans, and non-interest bearing monetary
financial liabilities of the Group approximate their fair value.
4.6 Commitments for capital expenditure
Capital expenditure commitments of the Group at the reporting date are as follows:
30 June
2024
$’m
31 December
2023
$’m
Estimated capital expenditure under firm contracts, payable:
Not later than one year7.48.2
Later than one year, not later than two years––
Beyond two years––
Total capital expenditure commitments
1
7. 48.2
1. There were no material commitments related to joint arrangements.
4.7 Receivable finance arrangements
The Group has a receivables financing facility with a banking institution. The level of non-recourse factoring across the Group
was $Nil at 30 June 2024 (31 December 2023: $35.2 million).
Certified receivables are sold to this banking institution on a non-recourse basis and are acknowledged by the customer with
payment only being subject to the passage of time. Under the factoring arrangements:
• the certified receivables are derecognised where the risks and rewards of the receivables have been transferred;
• the cash flow to the Group only arises when there is an amount certified by the customer and contractually due to be paid to
the Group, and there are no disputes regarding the amounts due; and
• the receipt by the Group irrevocably removes the Group’s right to the certified receivable due from the customers.
26Ventia Half-Year Report 2024
notes to tHe condensed consolidated Financial statements
5. Group structure
5.1 Related parties
Related parties are persons or entities that are related to the Group as defined by AASB 124 Related Party Disclosures.
This note provides information about transactions with related parties during the period.
Transactions within the Group
During the period and previous periods, subsidiaries of Ventia Services Group Limited advanced loans to, received and repaid
loans from, and provided treasury, accounting, legal, taxation, and administrative services to other Group entities.
Group entities also exchanged goods and services in sale and purchase transactions. All transactions occurred on the basis
of normal commercial terms and conditions. Balances and transactions between the Company and its subsidiaries, which are
related parties of the Company, have been eliminated on consolidation and are not disclosed in this note.
Transactions with related parties
The Group entered into transactions with its joint arrangements during the period. The outstanding balances with related
parties are disclosed in Note 3.1 and Note 3.3.
Key Management Personnel compensation
Remuneration arrangements of Key Management Personnel are disclosed in the annual financial report for the year
ended 31 December 2023.
5.2 Equity accounted investments
The details of equity accounted investments of the Group are as follows:
Joint Venture
Country of
Incorporation
Statutory
Reporting Date
Ownership Interest
30 June
2024
%
31 December
2023
%
Aroona P&T Pty LtdAustralia31 December50.050.0
Brisbane Motorway Services Pty LimitedAustralia30 June50.050.0
Gateway Motorway Services Pty LimitedAustralia30 June50.050.0
Skout Solutions Pty LimitedAustralia31 December50.050.0
SV Joint Venture Pty LimitedAustralia31 December50.050.0
Translink Investments Pty LimitedAustralia30 June50.050.0
Ventia Boral Amey NSW Pty Limited
1
Australia31 December66.666.6
Ventia Boral Amey QLD Pty Limited
1
Australia31 December64.464.4
Venture Smart Pty LimitedAustralia31 December50.050.0
Skout Solutions (NZ) LimitedNew Zealand31 December50.050.0
Broadspectrum WorleyParsons JV (M) Sdn BhdMalaysia30 June50.050.0
1. While the Group holds a greater than 50% interest in these joint venture entities, voting rights on key matters are shared among the joint venture entity participants, and
therefore the Group accounts for these joint venture entities using the equity method.
Ventia Half-Year Report 202427
5.3 Joint operations
The details of joint operations of the Group are as follows:
Joint Operation
Country of
Incorporation
or Establishment
Ownership Interest
30 June
2024
%
31 December
2023
%
Allwater Australia50.050.0
Arup Pty Limited & BMD Constructions Pty Ltd & Ventia Pty Ltd (Smartways)Australia20.020.0
BRSJay Australia50.050.0
Confluence Water Australia42.542.5
Gold Coast Infrastructure SolutionsAustralia50.050.0
Tr a c e UJ V
1
Australia80.080.0
Utilita Water Solutions Australia50.050.0
Ventia Boral Amey NSW
1
Australia66.666.6
Ventia Boral Amey QLD
1
Australia64.464.4
Watersure Australia40.040.0
Ventia-Wajarri Enterprises JVAustralia50.050.0
1. Whilst the Group holds a greater than 50% interest in these joint operations, voting rights on key matters are shared among the joint operation participants, and
therefore the Group recognises its share of assets, liabilities, revenue and expenses arising from these arrangements.
6. Other
6.1 Contingent liabilities
6.1.1 Indemnities
Indemnities given by third parties on behalf of the Group in the ordinary course of business are as follows:
30 June
2024
$’m
31 December
2023
$’m
Insurance, performance and payment bonds37 7. 8392.5
377.8392.5
6.1.2 Legal and other matters
Legal, commercial and regulatory matters may arise in the ordinary course of business. The Directors consider that appropriate
provisions have been raised to reflect expected costs for the resolution and finalisation of open matters and therefore no
contingent liabilities for potential settlements, fines or judgements have been noted, other than the matters below.
28Ventia Half-Year Report 2024
notes to tHe condensed consolidated Financial statements
6.1.3 Gateway Motorway project
Claims have been made by Queensland Motorways Pty Limited (QM) in the Supreme Court of Queensland against various parties,
including the head design, construction and maintenance contractors of the Gateway Motorway project (D&C Contractor) in
relation to alleged defects in the motorway upgrade project.
Two companies in which the Group has an interest, Visionstream Australia Pty Limited (VA) (a wholly-owned subsidiary) and
Gateway Motorway Services Pty Limited (GMS) (a 50/50 joint venture company), independently provided services to the D&C
Contractor in connection with the project. The D&C Contractor has sought to pass down the nature and the value of certain claims
made against it by QM to VA, and separately GMS.
Both VA and GMS have respectively served their defence to each allegation, denying all liability. The effect of contractual liability
caps, any applicable insurance cover and other relevant matters, will need to be considered.
The works performed by VA relate to intelligent transport signage, electrical works and light poles, with a subcontract value of
$38 million. Based on documents currently filed in court in connection with the existing litigation, the Group understands the
quantum of a claim against VA could be in the order of $64 million, based on other parties’ estimates for (a) the potential future
cost to rectify alleged defects and (b) the associated lane occupancy fees to perform rectification works.
The potential outcome of the proceedings cannot be determined at this stage.
6.2 Events after the reporting period
Business combinations
On 1 July 2024, Ventia NZ Operations Limited (a controlled entity of Ventia Services Group Limited) acquired the entire share
capital of Landscape Solutions Pty Limited (Landsol). Landsol provides commercial landscape maintenance services across
New Zealand and its acquisition will strengthen the Group’s Defence and Social Infrastructure offering.
The purchase consideration comprised $13.4 million as a cash payment settled on 1 July 2024. An additional contingent
consideration up to $3.3 million will be payable subject to a number of conditions.
Dividends
Since the end of the half-year, the Directors have resolved to pay an interim dividend of 9.35 cents per share, 80% franked.
In accordance with AASB 110 Events after the Reporting Period, the proposed interim dividend is not recognised as a liability
as at 30 June 2024.
Unless disclosed elsewhere in the Condensed Consolidated Financial Statements, no other material matter or circumstance
has arisen since 30 June 2024 that has significantly affected or may significantly affect:
• the Group’s operations in future financial years;
• the results of those operations in future financial years; or
• the Group’s state of affairs in future financial years.
Ventia Half-Year Report 202429
In the opinion of the Directors of Ventia Services Group Limited (Company):
a. there are reasonable grounds to believe that the Company will be able to pay its debts as and when they
become due and payable;
b. the attached Condensed Consolidated Financial Statements and notes thereto are in accordance with the
Corporations Act 2001, including compliance with accounting standards, and give a true and fair view of the
financial position as at 30 June 2024 and performance for the half-year then ended, of the Group; and
c. the Directors have been given the declarations required by Section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of the Directors made pursuant to Section 303(5) of the Corporations Act 2001.
On behalf of the Directors
David Moffatt
Chairman
20 August 2024
directors’ declaration
30Ventia Half-Year Report 2024
independent auditor’s Review Report
>ŝĂďŝůŝƚLJůŝŵŝƚĞĚďLJĂƐĐŚĞŵĞĂƉƉƌŽǀĞĚƵŶĚĞƌWƌŽĨĞƐƐŝŽŶĂů^ƚĂŶĚĂƌĚƐ>ĞŐŝƐůĂƚŝŽŶ͘
DĞŵďĞƌŽĨĞůŽŝƚƚĞƐŝĂWĂĐŝĨŝĐ>ŝŵŝƚĞĚĂŶĚƚŚĞĞůŽŝƚƚĞŽƌŐĂŶŝƐĂƚŝŽŶ͘
ĞůŽŝƚƚĞdŽƵĐŚĞdŽŚŵĂƚƐƵ
EϳκκεϬϭϮϭϬςϬ
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ƵƐƚƌĂůŝĂ
WŚŽŶĞ͗нςϭϮεϯϮϮϳϬϬϬ
ǁǁǁ͘ĚĞůŽŝƚƚĞ͘ĐŽŵ͘ĂƵ
Independent Auditor’s Review Report
ƚŽƚŚĞŵĞŵďĞƌƐŽĨsĞŶƚŝĂ^ĞƌǀŝĐĞƐ'ƌŽƵƉ>ŝŵŝƚĞĚ
ŽŶĐůƵƐŝŽŶ
tĞŚĂǀĞƌĞǀŝĞǁĞĚƚŚĞŚĂůĨͲLJĞĂƌĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽĨVentia Services Group Limited (the “Company”) and its subsidiaries
;ƚŚĞ“Group”)͕ǁŚŝĐŚĐŽŵƉƌŝƐĞƐƚŚĞĐŽŶĚĞŶƐĞĚĐŽŶƐŽůŝĚĂƚĞĚƐƚĂƚĞŵĞŶƚŽĨĨŝŶĂŶĐŝĂůƉŽƐŝƚŝŽŶĂƐĂƚϯϬ:ƵŶĞϮϬϮκ͕ĂŶĚƚŚĞ
ĐŽŶĚĞŶƐĞĚĐŽŶƐŽůŝĚĂƚĞĚƐƚĂƚĞŵĞŶƚŽĨƉƌŽĨŝƚŽƌůŽƐƐĂŶĚŽƚŚĞƌĐŽŵƉƌĞŚĞŶƐŝǀĞŝŶĐŽŵĞ͕ƚŚĞĐŽŶĚĞŶƐĞĚĐŽŶƐŽůŝĚĂƚĞĚ
ƐƚĂƚĞŵĞŶƚŽĨĐŚĂŶŐĞƐŝŶĞƋƵŝƚLJĂŶĚƚŚĞĐŽŶĚĞŶƐĞĚĐŽŶƐŽůŝĚĂƚĞĚƐƚĂƚĞŵĞŶƚŽĨĐĂƐŚĨůŽǁƐĨŽƌƚŚĞŚĂůĨͲLJĞĂƌĞŶĚĞĚŽŶƚŚĂƚ
ĚĂƚĞ ͕ŶŽƚĞƐ ƚŽƚŚĞĨŝŶĂŶĐŝĂůƐƚĂƚĞŵĞŶƚƐ͕ŝŶĐůƵĚŝŶŐŵĂƚĞƌŝĂůĂĐĐŽƵŶƚŝŶŐƉŽůŝĐLJŝŶĨŽƌŵĂƚŝŽŶĂŶĚŽƚŚĞƌĞdžƉůĂŶĂƚŽƌLJ
information, and the directors’ declaration͘
ĂƐĞĚŽŶŽƵƌƌĞǀŝĞǁ͕ǁŚŝĐŚŝƐŶŽƚĂŶĂƵĚŝƚ͕ǁĞŚĂǀĞŶŽƚďĞĐŽŵĞĂǁĂƌĞŽĨĂŶLJŵĂƚƚĞƌƚŚĂƚŵĂŬĞƐƵƐďĞůŝĞǀĞƚŚĂƚƚŚĞ
ĂĐĐŽŵƉĂŶLJŝŶŐŚĂůĨ ͲLJĞĂƌĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŽĨƚŚĞ'ƌŽƵƉĚŽĞƐŶŽƚĐŽŵƉůLJǁŝƚŚƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕ŝŶĐůƵĚŝŶŐ͗
• 'ŝǀŝŶŐĂƚƌƵĞĂŶĚĨĂŝƌǀŝĞǁŽf the Group’s financial position as at 30 June 202κĂŶĚŽĨŝƚƐƉĞƌĨŽƌŵĂŶĐĞĨŽƌƚŚĞŚĂůĨͲ
LJĞĂƌĞŶĚĞĚŽŶƚŚĂƚĚĂƚĞ͖ĂŶĚ
• ŽŵƉůLJŝŶŐǁŝƚŚĐĐŽƵŶƚŝŶŐ^ƚĂŶĚĂƌĚ^ϭϯκ/ŶƚĞƌŝŵ&ŝŶĂŶĐŝĂůZĞƉŽƌƚŝŶŐĂŶĚƚŚĞŽƌƉŽƌĂƚŝŽŶƐZĞŐƵůĂƚŝŽŶƐϮϬϬϭ͘
ĂƐŝƐĨŽƌ ŽŶĐůƵƐŝŽŶ
tĞĐŽŶĚƵĐƚĞĚŽƵƌƌĞǀŝĞǁŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚ^ZϮκϭϬZĞǀŝĞǁŽĨĂ&ŝŶĂŶĐŝĂůZĞƉŽƌƚWĞƌĨŽƌŵĞĚďLJƚŚĞ/ŶĚĞƉĞŶĚĞŶƚ
ƵĚŝƚŽƌŽĨƚŚĞŽŵƉĂŶLJ͘KƵƌƌĞƐƉŽŶƐŝďŝůŝƚŝĞƐĂƌĞĨƵƌƚŚĞƌĚĞƐĐƌŝďĞĚŝŶƚŚĞAuditor’s Responsibilities for the Review of the
,ĂůĨͲ LJĞĂƌ& ŝŶĂŶĐŝĂůZĞƉŽƌƚƐĞĐƚŝŽŶŽĨŽƵƌƌĞƉŽƌƚ͘tĞĂƌĞŝŶĚĞƉĞŶĚĞŶƚŽĨƚŚĞ'ƌŽƵƉŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞĂƵĚŝƚŽƌ
ŝŶĚĞƉĞŶĚĞŶĐĞƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭĂŶĚƚŚĞ ĞƚŚŝĐĂůƌĞƋƵŝƌĞŵĞŶƚƐŽĨƚŚĞĐĐŽƵŶƚŝŶŐWƌŽĨĞƐƐŝŽŶĂů
and Ethical Standards Board’s APES 110 ŽĚĞŽĨƚŚŝĐƐĨŽƌWƌŽĨĞƐƐŝŽŶĂůĐĐŽƵŶƚĂŶƚƐ;ŝŶĐůƵĚŝŶŐ/ŶĚĞƉĞŶĚĞŶĐĞ^ƚĂŶĚĂƌĚƐͿ
;ƚŚĞŽĚĞͿƚŚĂƚĂƌĞƌĞůĞǀĂŶƚƚŽŽƵƌĂƵĚŝƚŽĨƚŚĞĂŶŶƵĂůĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŝŶƵƐƚƌĂůŝĂ͘tĞŚĂǀĞĂůƐŽĨƵůĨŝůůĞĚŽƵƌŽƚŚĞƌĞƚŚŝĐĂů
ƌĞƐƉŽŶƐŝďŝůŝƚŝĞƐŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞŽĚĞ͘
tĞĐŽŶĨŝƌŵƚŚĂƚƚŚĞŝŶĚĞƉĞŶĚĞŶĐĞĚĞĐůĂƌĂƚŝŽŶƌĞƋƵŝƌĞĚďLJƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭ͕ǁŚŝĐŚŚĂƐďĞĞŶŐŝǀĞŶƚŽƚŚĞ
directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s review
ƌĞƉŽƌƚ͘
Directors’ ResponsŝďŝůŝƚŝĞƐĨŽƌƚŚĞ,ĂůĨͲLJĞĂƌ&ŝŶĂŶĐŝĂůZĞƉŽƌƚ
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ĨĂŝƌǀŝĞǁŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƵƐƚƌĂůŝĂŶĐĐŽƵŶƚŝŶŐ^ƚĂŶĚĂƌĚƐĂŶĚƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭĂŶĚĨŽƌƐƵĐŚŝŶƚĞƌŶĂůĐŽŶƚƌŽů
ĂƐƚŚĞĚŝƌĞĐƚŽƌƐĚĞƚĞƌŵŝŶĞŝƐŶĞĐĞƐƐĂƌLJƚŽĞŶĂďůĞƚŚĞƉƌĞƉĂƌĂƚŝŽŶŽĨƚŚĞŚĂůĨͲLJĞĂƌĨŝŶĂŶĐŝĂůƌĞƉŽƌƚƚŚĂƚŐŝǀĞƐĂƚƌƵĞĂŶĚ
ĨĂŝƌǀŝĞǁĂŶĚŝƐĨƌĞĞĨƌŽŵŵĂƚĞƌŝĂůŵŝƐƐƚĂƚĞŵĞŶƚ͕ǁŚĞƚŚĞƌĚƵĞƚŽĨƌĂƵĚŽƌĞƌƌŽƌ͘
Auditor’s Responsibilities for the Review of the HalfͲLJĞĂƌ&ŝŶĂŶĐŝĂůZĞƉŽƌƚ
KƵƌƌĞƐƉŽŶƐŝďŝůŝƚLJŝƐƚŽĞdžƉƌĞƐƐĂĐŽŶĐůƵƐŝŽŶŽŶƚŚĞŚĂůĨͲLJĞĂƌĨŝŶĂŶĐŝĂůƌĞƉŽƌƚďĂƐĞĚŽŶŽƵƌƌĞǀŝĞǁ͘^ZϮκϭϬƌĞƋƵŝƌĞƐƵƐ
ƚŽĐŽŶĐůƵĚĞǁŚĞƚŚĞƌǁĞŚĂǀĞďĞĐŽŵĞĂǁĂƌĞŽĨĂŶLJŵĂƚƚĞƌƚŚĂƚŵĂŬĞƐƵƐďĞůŝĞǀĞƚŚĂƚƚŚĞŚĂůĨͲLJĞĂƌĨŝŶĂŶĐŝĂůƌĞƉŽƌƚŝƐ
ŶŽƚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƚŚĞŽƌƉŽƌĂƚŝŽŶƐĐƚϮϬϬϭincluding giving a true and fair view of the Group’s financial position
ĂƐĂƚϯϬ:ƵŶĞϮϬϮκĂŶĚŝƚƐƉĞƌĨŽƌŵĂŶĐĞĨŽƌƚŚĞŚĂůĨͲLJĞĂƌĞŶĚĞĚŽŶƚŚĂƚĚĂƚĞ͕ĂŶĚĐŽŵƉůLJŝŶŐǁŝƚŚĐĐŽƵŶƚŝŶŐ^ƚĂŶĚĂƌĚ
^ϭϯκ/ŶƚĞƌŝŵ&ŝŶĂŶĐŝĂůZĞƉŽƌƚŝŶŐĂŶĚƚŚĞŽƌƉŽƌĂƚŝŽŶƐZĞŐƵůĂƚŝŽŶƐϮϬϬϭ͘
Ventia Half-Year Report 202431
ƌĞǀŝĞǁŽĨĂŚĂůĨͲLJĞĂƌĨŝŶĂŶĐŝĂůƌĞƉŽƌƚĐŽŶƐŝƐƚƐŽĨŵĂŬŝŶŐĞŶƋƵŝƌŝĞƐ͕ƉƌŝŵĂƌŝůLJŽĨƉĞƌƐŽŶƐƌĞƐƉŽŶƐŝďůĞĨŽƌĨŝŶĂŶĐŝĂůĂŶĚ
ĂĐĐŽƵŶƚŝŶŐŵĂƚƚĞƌƐ͕ĂŶĚĂƉƉůLJŝŶŐĂŶĂůLJƚŝĐĂůĂŶĚŽƚŚĞƌƌĞǀŝĞǁƉƌŽĐĞĚƵƌĞƐ͘ƌĞǀŝĞǁŝƐƐƵďƐƚĂŶƚŝĂůůLJůĞƐƐŝŶƐĐŽƉĞƚŚĂŶĂŶ
ĂƵĚŝƚĐŽŶĚƵĐƚĞĚŝŶĂĐĐŽƌĚĂŶĐĞǁŝƚŚƵƐƚƌĂůŝĂŶƵĚŝƚŝŶŐ^ƚĂŶĚĂƌĚƐĂŶĚĐŽŶƐĞƋƵĞŶƚůLJĚŽĞƐŶŽƚĞŶĂďůĞƵƐƚŽŽďƚĂŝŶ
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ŶŽƚĞdžƉƌĞƐƐĂŶĂƵĚŝƚŽƉŝŶŝŽŶ͘
>K/dddKh,dK,Dd^h
,&ŽƌƚĞƐĐƵĞ 'DƵůůĞƌ
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