Annual Report 99/00 - InvestorInfo
Annual Report 99/00 - InvestorInfo
Annual Report 99/00 - InvestorInfo
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2<strong>00</strong>0<br />
<strong>Annual</strong> <strong>Report</strong><br />
to Shareholders
Letter to<br />
Shareholders Stephen Williams Kieran Kelly<br />
Chairman Managing Director<br />
THE YEAR IN REVIEW<br />
On behalf of the board of Directors, we are pleased to report to shareholders, <strong>InvestorInfo</strong>’s results for the year<br />
ended June 30, 2<strong>00</strong>0 – our first year as a public company.<br />
Our profit after tax for the year was $377,722 a 6% premium over the profit forecast of $355,<strong>00</strong>0 presented in<br />
the <strong>InvestorInfo</strong> prospectus when the company floated on ASX in May. Total revenue comprising advertising<br />
and subscriptions from readers of the company’s titles was $4,350,317, 8% ahead of the prospectus forecast of<br />
$4,038,<strong>00</strong>0. The company was cash flow positive during the period.<br />
A significant challenge for <strong>InvestorInfo</strong> during the period was the listing of the company’s shares on ASX while<br />
maintaining the high quality editorial products for which the company is known. Foremost among these was the<br />
continued attention to the company’s newest title, Investor’s Advisor. This magazine, launched in October 1<strong>99</strong>9<br />
targets the professional investment advisers who service the retail investment market. We believe this title has<br />
secured a position in the Australian investment media market and its timely news analysis, weekly production<br />
and high quality editorial have won praise from both advertisers and readers. However, continued strong<br />
performance from Investor’s Advisor is crucial to the company achieving its forecast for the current financial<br />
year.<br />
In the past year we have met the initial goals detailed in the company’s prospectus in May. Revenue and profit<br />
were in line with expectations and the new products foreshadowed are either in development or launched.<br />
<strong>InvestorInfo</strong> is a specialist publisher and plans to use the Internet as an efficient and cost saving distribution<br />
tool. The launch of InvestorDaily.com in August is in accordance with this philosophy, although a re-evaluation<br />
of likely profitability from certain types of e-commerce transactions has encouraged directors to reconsider the<br />
magnitude of the company’s investment in the development of Internet strategies.<br />
E-commerce investments must relate to the area of financial services publishing and have a high potential for<br />
near term profit to be considered by the Company. Accordingly, Websites for both Investor’s Advisor and<br />
Investor Weekly are nearing completion, but are less ambitious and far less costly than envisaged at the time of<br />
the prospectus. The launch of InvestorDaily.com, since balance date represents a substantial investment for the<br />
company in a new area of electronic information delivery. Like all innovative products Investordaily carries<br />
risk. The cost of daily production of a financial news service is very high and is only partly ameliorated by the<br />
reduction in print and distribution costs resulting from electronic distribution. However <strong>InvestorInfo</strong>’s in house<br />
IT department was able to design and develop the delivery system for this cutting edge Internet product for a<br />
fraction of the cost of quotes received from external web developers.<br />
Bad debts were negligible during the past year and will remain so. Management of interest expense was not an<br />
issue, as the company has no borrowing. Through careful management of working capital the company earned<br />
income on its cash balances.<br />
STAFFING<br />
Staffing for a small Australian public company remains an issue. We have a mix of experienced and more junior<br />
finance journalists of whom we are very proud. Investment and finance journalism involves coverage of<br />
complex issues and our pool of journalistic talent is one of the company’s great strengths. <strong>InvestorInfo</strong> has been<br />
1
able to attract and retain high quality journalists through its commitment to training and the high standards the<br />
company demands of its publications.<br />
As advertising revenue makes up the majority of the company’s income, <strong>InvestorInfo</strong>’s success depends on its<br />
marketing staff. <strong>InvestorInfo</strong> competes for experienced sales staff with much larger fund management<br />
organisations as well as newspaper and magazine companies. Turnover of marketing staff during the year was<br />
therefore higher than we had hoped leading to increased costs particularly in recruitment and redundancy. The<br />
marketing department has been reorganised since balance date and under Bernadette Brennan we now have a<br />
group of dedicated executives who can capitalise on the advertising appeal of the company’s titles.<br />
Appropriate remuneration and employee reward is vital to building a successful company. A Staff Option Plan<br />
was introduced during the float and a majority of staff members, both junior and senior participate. The Staff<br />
Option Plan attempts to align remuneration with the interests of shareholders and hopefully encourages even the<br />
most junior employees to feel they have a stake in the company’s future.<br />
OUTLOOK<br />
Competition remains a constant focus for the company. One existing competitor publishes a fortnightly<br />
magazine, targeting the same readers and advertisers as Investor’s Advisor. It is understood that two other titles,<br />
published monthly, will shortly be launched targeting the Investment Advisory market. <strong>InvestorInfo</strong> will meet<br />
these challenges by frequency of publication and maintaining high editorial standards while providing<br />
advertisers with a scrupulously designed and attractive vehicle for the presentation of display ads.<br />
The print advertising market remains buoyant. Rising interest rates are the only obvious factor which may<br />
reverse this trend. However, the Sydney 2<strong>00</strong>0 Olympics have severely disrupted the Australian advertising<br />
market as customers have sought to cancel advertising schedules during the month of September. While<br />
<strong>InvestorInfo</strong>’s publications are distributed nationally it is apparent that uncertainties caused by the Olympics<br />
have extended Australia wide. Directors are unable at this stage to quantify the impact additional competition<br />
and Olympic related disruption, will have on first half revenues and profits.<br />
The total funds under management in Australia continue to grow strongly. Rice Kachor Research has estimated<br />
that total retail funds under management will almost treble to $867 billion this decade and wholesale funds<br />
under management will almost double to $472 billion. The number of participants, and potential advertisers<br />
should also grow which should benefit a company like <strong>InvestorInfo</strong>. However, as the number of participants in<br />
the Australian investment market grows, so will the number of media companies wishing to reach the<br />
investment advertisers. Also consolidation and takeover among our major customers, as has occurred in the past<br />
six months, may cause short-term volatility in earnings.<br />
New business opportunities are constantly being pursued. The company launched Money on the Move early in<br />
2<strong>00</strong>0. Since balance date we launched InvestorDaily.com, a financial news service delivered each morning via<br />
targeted e-mails which already has over 2,<strong>00</strong>0 registered users. Under the direction of Greg Bright one of<br />
Australia’s best-<br />
known finance journalists and an executive director of your company, this title has already gained a reputation<br />
for high quality journalism and breaking stories. The initial response from readers and advertisers has been<br />
encouraging with much higher click through rates on banner ads and longer site visitation times than<br />
comparable web sites. If InvestorDaily.com succeeds as hoped, it could have a dramatic impact on the<br />
company’s profitability. Consolidated Publishing, a custom publishing division, under the direction of the<br />
experienced publishing executive Sally Davis, has also opened for business. Custom publishing, the production<br />
of tailored magazines for large commercial organisations, is one of the fastest growing areas of print media. We<br />
believe it offers excellent profit opportunities for the company and the potential for expansion into other areas<br />
such as investor relations and media management.<br />
2
<strong>InvestorInfo</strong> has $7 million in cash surplus to working capital requirements. The company has been actively<br />
pursuing acquisitions in the media and publishing areas but to date has been unsuccessful in securing targets that<br />
meet its investment criteria. Many of the proposals examined are pure e-Commerce businesses often with large<br />
cost structures, no apparent revenue or profit and with implied valuations far in excess of <strong>InvestorInfo</strong>’s. Your<br />
company’s Board has determined that acquisitions should increase earnings per share and meet strict return on<br />
investment thresholds.<br />
The company’s major costs are staff, printing and postage. Management constantly monitors staffing levels and<br />
expenditure to ensure tight cost controls. Significant price inflation is not evident in wages or other major costs<br />
however there has also not been any opportunity to increase advertising rates to our customers.<br />
CONCLUSION<br />
The success of any business depends on the quality and application of its staff. <strong>InvestorInfo</strong>’s achievements in<br />
the past year would not have been possible without the co-operation, skill and dedication of employees. We<br />
would like to take this opportunity on behalf of the Board of directors to thank all staff for their contribution<br />
over the period.<br />
Stephen R Williams Kieran J Kelly<br />
Chairman Managing Director<br />
Sydney<br />
5 September 2<strong>00</strong>0<br />
3
CONCISE FINANCIAL REPORT<br />
Financial year ended 30 June 2<strong>00</strong>0<br />
<strong>InvestorInfo</strong> Limited<br />
ACN 088 838 779<br />
5 Corporate governance<br />
7 Directors’ <strong>Report</strong><br />
12 Profit and loss statement<br />
13 Balance sheet<br />
14 Statement of cash flows<br />
15 Discussion and analysis of the concise financial statements<br />
16 Notes to the concise financial statements<br />
17 Directors’ declaration<br />
18 Independent audit report<br />
19 Shareholder information<br />
21 Directory<br />
4
Corporate Governance<br />
The Board<br />
The Board is responsible for the corporate governance practices of the company including the direction and<br />
oversight of the company's business on behalf of the shareholders. Responsibility for the formulation of strategy<br />
and management of day to day operations and administration is delegated by the Board to the Managing<br />
Director. Policy and other functions of the Board include:<br />
• approving goals, strategy and plans for the company's direction formulated by management and monitoring<br />
their implementation;<br />
• receiving and approving management recommendations such as capital expenditure and monitoring the<br />
company's financial performance and results on a monthly basis; and<br />
• meeting statutory, regulatory and reporting requirements of the Corporations Law and Listing Rules.<br />
The Board consists of the Managing Director, another executive Director and three non-executive Directors,<br />
which includes the Chairman. The Board's present policy, taking into account the size of the company and its<br />
operations and immediate history, is that the Board should in the first instance consist of only five Directors,<br />
with the Chairman being a non-executive Director.<br />
The Directors' terms of appointment are governed by the Constitution and one-third of the Directors must retire<br />
at each annual general meeting (of members).<br />
Each Director has the right to seek independent professional advice at the company's cost, subject to the<br />
approval of the Chairman.<br />
The Board of Directors continually monitors areas of significant business risk. Once particular risks are<br />
identified it is the responsibility of the Board to ensure that management takes such action as is required to<br />
minimise these risks.<br />
The company recognises the need for Directors and employees to observe the highest standards of behaviour<br />
and business ethics when engaging in corporate activity. All Directors and employees are expected to act in<br />
accordance with the law and with the highest standards of propriety.<br />
The Remuneration and Nomination Committee:<br />
The Board has established a remuneration and nomination committee consisting of the non-executive Chairman,<br />
Mr Stephen R Williams, the Managing Director, Mr Kieran Kelly, and Mr Stephen A Williams, another<br />
non-executive Director. This committee reviews the composition of the Board on an annual basis to ensure the<br />
Board comprises an appropriate mix of skills and experience. It also reviews and makes recommendations for<br />
Directors and executives on remuneration packages and terms of employment. The remuneration of the<br />
Managing Director is determined by the non-executive Directors.<br />
5
The Audit Committee:<br />
The company has established an audit committee consisting of Mr Kieran Kelly, the Managing Director, Mr<br />
Nick Selvaratnam, a non-executive Director and Mr Stephen Andrew Williams, a non-executive Director. The<br />
external auditors will be invited to attend meetings from time to time. The key matters which will be dealt with<br />
by the audit committee include the review of:<br />
• the annual and half-year reports prior to their approval by the Board;<br />
• the adequacy of existing external audit arrangements, with particular emphasis on the scope and quality of<br />
the audit;<br />
• the effectiveness of the planned internal audit function;<br />
• all areas of significant financial risk and the arrangements in place to contain those risks to acceptable<br />
levels;<br />
• any 'management letter' sent by the external auditor to the company;<br />
• the effectiveness of management information or other systems of internal control;<br />
• the financial statements of the company with both management and external auditors;<br />
• any letter of resignation from the company's external auditors; and<br />
• monitoring compliance with the requirements of the Corporations Law, ASX Listing Rules, Australian<br />
Taxation Office, ASIC, ASX and financial institutions.<br />
The Audit Committee works closely with the Regulatory and Compliance Committee, which reviews the risk<br />
exposures and internal quality assurance and audit controls regarding relevant intellectual property, defamation,<br />
privacy and security issues with respect to the specialised content published by the company and its<br />
implementation of its new product and Internet strategies.<br />
Regulatory and Compliance Committee:<br />
The Regulatory and Compliance Committee is also responsible for monitoring legal and procedural<br />
requirements to ensure that the company complies with its Investment Adviser's Licence conditions and ASIC<br />
regulatory requirements. The Committee places particular emphasis on monitoring procedures which are<br />
designed to enhance the high quality provision of reliable specialised financial information and real-time new<br />
services, as well as procedures designed to support the security of valuable information used by the company<br />
and its customers. The Committee consists of Mr Greg Bright, Editorial Director and Mr Stephen R Williams,<br />
the Chairman.<br />
6
Directors’ <strong>Report</strong><br />
Your directors present their report on the company for the year ended 30 June 2<strong>00</strong>0.<br />
DIRECTORS<br />
The names of directors in office at the date of this report are:<br />
Stephen Ray Williams Kieran John Kelly<br />
Gregory Martin Bright Stephen Andrew Williams<br />
H Nicholas Selvaratnam<br />
PRINCIPAL ACTIVITIES<br />
The principal activity of the company during the year was the publication of investment magazines.<br />
There were no significant changes in the nature of the company’s principal activity during the year.<br />
OPERATING RESULTS<br />
The profit of the company after providing for income tax amounted to $377,722.<br />
DIVIDENDS PAID OR RECOMMENDED<br />
There have been no dividends paid or declared for the year.<br />
REVIEW OF OPERATIONS<br />
During the year, the company carried on the business of publication of two investment magazines. Investor<br />
Weekly ran from 1 July 1<strong>99</strong>9 and Investor’s Advisor started in October 1<strong>99</strong>9. The magazines are sold on a<br />
subscription basis and provide a valuable source of information for all types of investors.<br />
SIGNIFICANT CHANGES IN STATE OF AFFAIRS<br />
The following significant changes in the state of affairs of the company occurred during the year:-<br />
(i) The company raised capital of $8,2<strong>00</strong>,<strong>00</strong>4 through the issue of 52,<strong>00</strong>0,<strong>00</strong>0 ordinary shares;<br />
(ii) The company purchased the business assets, effective 1 July 1<strong>99</strong>9, of Kelwane Pty. Limited and the<br />
accounts reflect this transaction and trading from that date. Prior to this, the Company had not traded.<br />
SUBSEQUENT DEVELOPMENTS<br />
The likely developments in the operations of the company and the expected results of those operations in future<br />
financial years are as follows:<br />
(a) The company will establish an internet based database whereby customers will subscribe to the website and<br />
gain access to a database of investment information;<br />
(b) The company will establish a custom publishing business with a significant emphasis on investment and<br />
financial planning.<br />
(c) The company has launch an additional product InvestorDaily.com in July 2<strong>00</strong>0. This is targeted at<br />
professionals in the institutional investment and financial planning industries.<br />
The board expects that the above developments will provide a wider market and improve profit contribution.<br />
7
Directors’ <strong>Report</strong> (continued) INFORMATION ON DIRECTORS’<br />
Stephen Ray Williams<br />
Qualifications: LLB.<br />
Non-Executive Chairman. Age 46<br />
Experience: Stephen Williams was admitted as a solicitor in NSW in 1976 and<br />
has practiced commercial, property, and corporate law since that<br />
time. Stephen began his career with Lane and Lane solicitors in<br />
1972 becoming a partner in 1978. In 1<strong>99</strong>3 he moved to Kemp<br />
Strang Lawyers as a partner.<br />
Stephen has advised a number of companies in relation to public<br />
capital raisings, prospectus preparation, due diligence and ASX<br />
listing requirements.<br />
He has been chairman of the Board of Coffey International<br />
Limited since 1<strong>99</strong>4 and is a non-executive director of<br />
Consolidated Gaming Limited.<br />
Interest in shares: 170,<strong>00</strong>0 Ordinary Shares<br />
Gregory Martin Bright<br />
Qualifications: B. Ec.<br />
Director Editorial. Age 46<br />
Experience: Greg has been an economics and finance journalist for over 20<br />
years, starting with the former Daily Mirror in 1976, moving to<br />
the Sydney Morning Herald in 1978 and later to the Australian<br />
Financial Review.<br />
He left the Australian Financial Review to start his own<br />
publishing business in 1983, which became Trade News<br />
Corporation and which published a range of titles for several<br />
industries, including Australian Super Review for wholesale<br />
superannuation and Encore/Australian Film Review, Australia’s<br />
leading film and broadcast industry trade publication. Greg<br />
oversaw the sale of Trade News to Reed Publishing in 1<strong>99</strong>3.<br />
During his career, Greg has had a business news radio show,<br />
advised investment managers on marketing strategies and for a<br />
brief period in 1981 was press secretary to the then Treasurer John<br />
Howard.<br />
Greg is responsible for the editorial content of all the Company’s<br />
titles and for developing the syndicated and E-mail news services.<br />
Greg founded Investor Weekly, the institutional funds management<br />
magazine in December, 1<strong>99</strong>4.<br />
Interest in shares: 10,<strong>00</strong>4,<strong>00</strong>0 Ordinary Shares<br />
8
Directors’ <strong>Report</strong> (continued)<br />
Kieran John Kelly<br />
Managing Director. Age 47<br />
Qualifications: B.A., A.C.A., A.S.I.A.<br />
Experience: Kieran Kelly is a Chartered Accountant with a career spanning finance<br />
journalism, funds management and stockbroking.<br />
Kieran was an investment journalist on the Australian Financial<br />
Review specialising in the sharemarket and Company reporting. He<br />
subsequently held the position of senior portfolio manager at merchant<br />
bank PNC International from 1983 until 1987 when he became an<br />
institutional equity dealer for Potts West Trumbull Stockbrokers.<br />
After five years in that position, Kieran became a director of<br />
Investment Banking at Prudential Bache Securities for six years,<br />
leaving prudential Bache in November 1<strong>99</strong>8 to undertake private<br />
consulting.<br />
Kieran Kelly was a founding shareholder with his fellow director Greg<br />
Bright of Trade News Corporation and <strong>InvestorInfo</strong>. He joined<br />
<strong>InvestorInfo</strong> in July1<strong>99</strong>9 purchasing a major shareholding in the<br />
Company and assuming the role of managing director.<br />
Interest in shares: 10,<strong>00</strong>0,<strong>00</strong>0 Ordinary Shares<br />
H Nicholas Selvaratnam Non-Executive Director. Age 41<br />
Qualifications: B. Sc. Eng. (Hons), A.C.A. (Aust.), A.C.A. (England & Wales)<br />
Experience: Nick Selvaratnam has been a stockbroking research analyst since 1989<br />
after spending the previous eight years as a Chartered Accountant in<br />
both the U.K. and Australia.<br />
Nick is with Goldman Sachs Australia Pty Ltd as Head of Financial<br />
Institutions Equities Research.<br />
Prior to this Nick was a director of Credit Suisse First Boston Australia<br />
Equities Limited and head of the firm’s equity research on the<br />
Australian Insurance and Financial Services Industries.<br />
Nick is in constant contact with large institutional investors in both the<br />
Australian and offshore stock markets.<br />
In the five years to 1<strong>99</strong>9, Nick has been consistently a top ranked<br />
analyst in independent surveys of Australian equity research.<br />
Nick also works on investment banking mandates and on numerous<br />
occasions has been involved in capital raising mandates, corporate<br />
advice, and large secondary market block trades.<br />
Interest in shares: 4,050,<strong>00</strong>0 Ordinary Shares<br />
Stephen Andrew Williams Non-Executive Director. Age 41<br />
Experience: Steve Williams has spent the majority of his career in stockbroking,<br />
initially with Jacksons Limited followed by eleven years with County<br />
NatWest Securities Australia Limited.<br />
Steve has extensive capital markets experience in assisting in building<br />
County NatWest from a start up business to a top ranking Australian<br />
stockbroking firm.<br />
Steve Williams represents the Allaway Hawker Williams Development<br />
Fund Pty Limited which is a venture capital Company and major<br />
shareholder in <strong>InvestorInfo</strong>.<br />
At Allaway Hawker Williams he has been involved in the analysis of<br />
investment opportunities in medium size enterprises and in<br />
management of developing companies.<br />
Steve is a former Australian Rugby Union representative and a former<br />
Vice Chairman of the NSW Rugby Union. He currently serves as a<br />
board member of the Australian Rugby Union.<br />
Interest in shares: 8,<strong>00</strong>0,<strong>00</strong>0 Ordinary Shares<br />
9
Directors’ <strong>Report</strong> (continued)<br />
AFTER BALANCE DATE EVENTS<br />
No matters or circumstances have arisen since the end of the year which significantly affected or may<br />
significantly affect the operations of the company, the results of those operations, or the state of affairs of the<br />
company in subsequent financial years.<br />
INDEMNIFYING OFFICERS OR AUDITOR<br />
The company has not, during or since the year ended 30 June 2<strong>00</strong>0, in respect of any person who is or has been<br />
an officer or auditor of the company:<br />
(a) Indemnified or made any relevant agreement for indemnifying against a liability incurred as an officer,<br />
including costs and expenses in successfully defending legal proceedings; or<br />
(b) Paid or agreed to pay a premium in respect of a contract insuring against a liability incurred as an officer for<br />
the costs or expenses to defend legal proceedings.<br />
OPTIONS<br />
Options granted over unissued shares during the financial year under the <strong>InvestorInfo</strong> Limited directors’ option<br />
plan include:<br />
1<strong>00</strong>,<strong>00</strong>0 options granted to Mr Stephen R Williams at an exercise price of $0.50<br />
The options granted are exercisable between 30/6/2<strong>00</strong>0 and 29/6/2<strong>00</strong>3<br />
120,<strong>00</strong>0 options granted to Mr Stephen R Williams at an exercise price of $0.65<br />
The options granted are exercisable between 30/6/2<strong>00</strong>1 and 29/6/2<strong>00</strong>4<br />
140,<strong>00</strong>0 options granted to Mr Stephen R Williams at an exercise price of $0.80<br />
The options granted are exercisable between 30/6/2<strong>00</strong>2 and 29/6/2<strong>00</strong>5<br />
30,<strong>00</strong>0 options granted to Mr Kieran J Kelly at an exercise price of $0.50<br />
The options granted are exercisable between 30/6/2<strong>00</strong>0 and 29/6/2<strong>00</strong>3<br />
50,<strong>00</strong>0 options granted to Mr Kieran J Kelly at an exercise price of $0.65<br />
The options granted are exercisable between 30/6/2<strong>00</strong>1 and 29/6/2<strong>00</strong>4<br />
70,<strong>00</strong>0 options granted to Mr Kieran J Kelly at an exercise price of $0.80<br />
The options granted are exercisable between 30/6/2<strong>00</strong>2 and 29/6/2<strong>00</strong>5<br />
30,<strong>00</strong>0 options granted to Mr Gregory M Bright at an exercise price of $0.50<br />
The options granted are exercisable between 30/6/2<strong>00</strong>0 and 29/6/2<strong>00</strong>3<br />
50,<strong>00</strong>0 options granted to Mr Gregory M Bright at an exercise price of $0.65<br />
The options granted are exercisable between 30/6/2<strong>00</strong>1 and 29/6/2<strong>00</strong>4<br />
70,<strong>00</strong>0 options granted to Mr Gregory M Bright at an exercise price of $0.80<br />
The options granted are exercisable between 30/6/2<strong>00</strong>2 and 29/6/2<strong>00</strong>5<br />
30,<strong>00</strong>0 options granted to Mr H Nicholas Selvaratnam at an exercise price of $0.50<br />
The options granted are exercisable between 30/6/2<strong>00</strong>0 and 29/6/2<strong>00</strong>3<br />
50,<strong>00</strong>0 options granted to Mr H Nicholas Selvaratnam at an exercise price of $0.65<br />
The options granted are exercisable between 30/6/2<strong>00</strong>1 and 29/6/2<strong>00</strong>4<br />
70,<strong>00</strong>0 options granted to Mr H Nicholas Selvaratnam at an exercise price of $0.80<br />
The options granted are exercisable between 30/6/2<strong>00</strong>2 and 29/6/2<strong>00</strong>5<br />
30,<strong>00</strong>0 options granted to Mr Stephen A Williams at an exercise price of $0.50<br />
The options granted are exercisable between 30/6/2<strong>00</strong>0 and 29/6/2<strong>00</strong>3<br />
50,<strong>00</strong>0 options granted to Mr Stephen A Williams at an exercise price of $0.65<br />
The options granted are exercisable between 30/6/2<strong>00</strong>1 and 29/6/2<strong>00</strong>4<br />
70,<strong>00</strong>0 options granted to Mr Stephen A Williams at an exercise price of $0.80<br />
The options granted are exercisable between 30/6/2<strong>00</strong>2 and 29/6/2<strong>00</strong>5<br />
10
Directors’ <strong>Report</strong> (continued)<br />
No shares have been issued by virtue of the exercise of a directors’ option for the year ended 30 June 2<strong>00</strong>0, and<br />
there are 960,<strong>00</strong>0 unissued ordinary shares for which directors’ options are outstanding at the date of this report.<br />
DIRECTORS’ MEETINGS<br />
The number of Directors’ meetings and the number of meetings attended by each of the Directors during the<br />
financial year is summarised in the table below:<br />
Board meetings<br />
Directors Date appointed Eligible to attend Attended<br />
G M Bright 27/07/1<strong>99</strong>9 16 16<br />
K J Kelly 27/07/1<strong>99</strong>9 16 16<br />
H N Selvaratnam 29/09/1<strong>99</strong>9 11 10<br />
S A Williams 29/09/1<strong>99</strong>9 11 11<br />
S R Williams 09/03/2<strong>00</strong>0 7 7<br />
DIRECTORS’ REMUNERATION<br />
The table below sets out the remuneration for Directors for the financial year ended 30 June 2<strong>00</strong>0. The<br />
Constitution provides for Directors, other than executive Directors, to be paid a maximum sum of $250,<strong>00</strong>0 for<br />
their services. No Directors received Director’s fees.<br />
Superannuation Directors’ Total<br />
Directors Base Salary Contributions Fees Other Remuneration<br />
$ $ $ $ $<br />
G M Bright 146,242 7,054 - - 153,296<br />
K J Kelly 157,141 7,233 - - 164,374<br />
H N Selvaratnam - - - - -<br />
S A Williams - - - - -<br />
S R Williams - - - - -<br />
Total 303,383 14,287 - - 317,670<br />
Signed in accordance with a resolution of the Board of Directors.<br />
Stephen R Williams Kieran J Kelly<br />
Chairman Managing Director<br />
Dated this Friday 18 th of August, 2<strong>00</strong>0.<br />
11
PROFIT AND LOSS STATEMENT<br />
FOR THE YEAR ENDED 30 JUNE 2<strong>00</strong>0<br />
2<strong>00</strong>0 1<strong>99</strong>9<br />
Operating profit before income tax 588,676 -<br />
Income tax attributable to operating profit 210,954 -<br />
Operating profit after income tax 377,722 -<br />
Retained profits at the beginning of the financial period<br />
- -<br />
Total available for appropriation 377,722 -<br />
Dividends paid or proposed - -<br />
Retained profits at end of the financial period 377,722 -<br />
The profit and loss statement is to be read in conjunction with the discussion and analysis and notes to the<br />
concise financial statements.<br />
12
BALANCE SHEET AS AT 30 JUNE 2<strong>00</strong>0<br />
2<strong>00</strong>0 1<strong>99</strong>9<br />
CURRENT ASSETS<br />
Cash 7,2<strong>00</strong>,769 -<br />
Receivables 749,081 -<br />
Other 19,846 -<br />
TOTAL CURRENT ASSETS 7,969,696 -<br />
NON-CURRENT ASSETS<br />
Property, plant and equipment 2<strong>99</strong>,544 -<br />
Intangibles 461,679<br />
Other 49,923 -<br />
TOTAL NON-CURRENT ASSETS 811,146 -<br />
TOTAL ASSETS 8,780,842 -<br />
CURRENT LIABILITIES<br />
Accounts payable 235,981 -<br />
Provisions 411,045 -<br />
TOTAL CURRENT LIABILITIES 647,026 -<br />
TOTAL LIABILITIES 647,026 -<br />
NET ASSETS 8,133,816 -<br />
EQUITY<br />
Issued Capital 7,756,094 -<br />
Retained profits 377,722 -<br />
TOTAL EQUITY 8.133,816 -<br />
The balance sheet is to be read in conjunction with the discussion and analysis and notes to the concise financial<br />
statements.<br />
13
STATEMENT OF CASH FLOWS<br />
FOR THE YEAR ENDED 30 JUNE 2<strong>00</strong>0<br />
2<strong>00</strong>0 1<strong>99</strong>9<br />
CASH FLOWS FROM OPERATING ACTIVITIES<br />
Receipts from customers 3,620,956 -<br />
Payments to suppliers and employees (3,472,972) -<br />
Interest received 138,721 -<br />
Net cash provided by (used in) operating activities 286,705 -<br />
CASH FLOWS FROM INVESTING ACTIVITIES<br />
Purchase of property, plant and equipment (136,597) -<br />
Purchase of other non-current assets (705,433) -<br />
Net cash provided by (used in) investing activities (842,030) -<br />
CASH FLOWS FROM FINANCING ACTIVITIES<br />
Proceeds from issue of shares 8,2<strong>00</strong>,<strong>00</strong>4<br />
Transaction costs relating to share issues (443,910) -<br />
Net cash provided by (used in) financing activities 7,756,094 -<br />
Net increase/(decrease) in cash held 7,2<strong>00</strong>,769 -<br />
Cash at 1 July, 1<strong>99</strong>9 - -<br />
Cash at 30 June 2<strong>00</strong>0 7,2<strong>00</strong>,769 -<br />
The statement of cash flows is to be read in conjunction with the discussion and analysis and notes to the<br />
concise financial statements.<br />
14
DISCUSSION AND ANALYSIS<br />
PROFIT & LOSS STATEMENT FOR THE YEAR ENDED 30 JUNE 2<strong>00</strong>0<br />
Revenue<br />
Revenue from operating activities was $4,207,266, largely attributed to advertising revenue associated with the<br />
company’s two titles, Investor Weekly ($1,852,797) and Investor’s Advisor ($1,973,751). These titles also<br />
derive sales through subscription, artwork and editorial income, amounting to $227,827 for the current period.<br />
The company’s conference revenue contributed $134,953 to operating revenue. Revenue from outside of<br />
operating activities predominantly includes interest income ($123,205) and to a lesser extent rental income<br />
($17,529).<br />
Costs<br />
Print and postage are the largest costs of production amounting to $1,447,873. The other significant costs for<br />
the company are employment costs ($1,349,266) and administrative costs ($516,210). The income tax expense<br />
for the year $210,953, is marginally different from the prima facie 36% due to permanent differences and the tax<br />
effect of a change in the company tax rate to 34%.<br />
Net Profit<br />
The after tax operating profit of $377,722 was approximately 6% over the prospectus forecast of $355,<strong>00</strong>0.<br />
This was largely attributed to the success of Investor’s Advisor, launched in October 1<strong>99</strong>9, and the continued<br />
success of Investor Weekly. The success reflects the substantial business and competitive strengths the<br />
company has built, including a larger and more diverse client base and strong brand.<br />
Trends<br />
As the company was only incorporated in the current financial year it is difficult to establish trends and forecast<br />
operating results. However, due to continual growth in both the advertising and funds management industries<br />
profits are expected to grow in a linear fashion that reflects the growth of these two industries.<br />
BALANCE SHEET AS AT 30 JUNE 2<strong>00</strong>0<br />
Current assets<br />
Comprises substantially of $750,047 cash at bank, $6,450,722 in the short-term money market and $749,081 in<br />
trade debtors. Other current assets include; interest receivable ($4,330), prepayments ($5,810) and future income<br />
tax benefit ($9,706).<br />
Non-current assets<br />
Includes $105,713 of plant and equipment, $193,831 attributed to product and database development and<br />
$461,679 in goodwill/mastheads. The balance of $49,923 comprises bonds ($23,<strong>00</strong>0) and bank guarantees<br />
($26,923).<br />
Current liabilities<br />
Accounts payable comprises trade creditors ($140,391) and accrued expenses ($95,590). Provisions include;<br />
provision for deferred revenue ($162,771), provision for annual leave ($27,615), provision for income tax<br />
($190,304) and provision for deferred income tax liability ($30,355). There are no non-current liabilities and<br />
the company has no borrowing commitments.<br />
Equity<br />
Comprising issued capital of $7,756,094 and retained profits of $377,722 resulting in net assets of $8,133,816.<br />
STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2<strong>00</strong>0<br />
Net cash provided from operating activities reflect that the company is in a positive cash position through the<br />
core running of the business. Net cash used in investment activities reflects the purchase of plant and<br />
equipment, intangibles (mastheads) and the cash used in product and database development. The financing of<br />
these capital expenditure programs is expected to decrease in the 2<strong>00</strong>1 financial year. Net cash provided from<br />
financing activities is directly attributed to the proceeds form the issue of shares. The company has no servicing<br />
or repayment obligations.<br />
15
NOTES TO THE CONCISE FINANCIAL STATEMENTS<br />
FOR THE YEAR ENDED 30 JUNE 2<strong>00</strong>0<br />
NOTE 1 – BASIS OF ACCOUNTING<br />
The concise financial report has been prepared in accordance with the Corporations Law, Accounting Standard<br />
AASB 1039 ‘Concise Financial <strong>Report</strong>s’ and applicable Urgent Issues Group Consensus Views. The financial<br />
statements and specific disclosures required by AASB 1039 have been derived from the entity’s full financial<br />
report for the financial year. Other information included in the concise financial report is consistent with the<br />
entity’s full financial report. The concise financial report does not, and cannot be expected to, provide as full an<br />
understanding of the financial performance, financial position and financing and investing activities of the entity<br />
as a full financial report.<br />
NOTE 2 – COMPARATIVE INFORMATION<br />
The entity was incorporated during the twelve months to 30 June 2<strong>00</strong>0. Accordingly, no comparative<br />
information is available.<br />
NOTE 3 – SEGMENT REPORTING<br />
The entity derive income within the finance journalism industry predominantly within Australia.<br />
NOTE 4 – SALES REVENUE 2<strong>00</strong>0 1<strong>99</strong>9<br />
Operating activities<br />
- sale of goods 4,207,266 -<br />
- interest received 123,205 -<br />
- rental revenue 17,529<br />
- other revenue 2,317 -<br />
- Total revenue 4,350,317 -<br />
NOTE 5 – DIVIDENDS<br />
No dividends have been paid or declared by the company during the financial year.<br />
NOTE 6 – EARNINGS PER SHARE 2<strong>00</strong>0 1<strong>99</strong>9<br />
Basic earnings per share (cents per share) 2.4 -<br />
Weighted average number of ordinary shares outstanding<br />
during the year used in calculation of basic EPS 15,6<strong>99</strong>,453 -<br />
Diluted earnings per share has not been disclosed as it is not<br />
materially different to the basic EPS.<br />
NOTE 7 – SUBSEQUENT EVENTS<br />
The company launched an additional product InvestorDaily.com on 11 th July 2<strong>00</strong>0. No other significant events<br />
occurred subsequent to reporting date.<br />
16
The directors of the Company declare that:<br />
DIRECTORS’ DECLARATION<br />
1. the accompanying concise financial report and notes, as set out on pages 12 to 16:<br />
- has been derived from the full financial report for the financial year;<br />
- comply with Australian Accounting Standard AASB 1039 ‘Concise Financial <strong>Report</strong>’ and<br />
the Corporations Law; and,<br />
- give a true and fair view of the financial position as at 30 June 2<strong>00</strong>0 and performance for<br />
the period ended on that date of the Company;<br />
2. in the director’s opinion there are reasonable grounds to believe that the Company will be able to<br />
pay its debts as and when they become due and payable.<br />
At the date of this declaration, there are reasonable grounds to believe that the Company will be able to meet<br />
any obligations or liabilities to which they are, or may become subject to, by virtue of the deed.<br />
This declaration is made in accordance with a resolution of the Board of Directors.<br />
Chairman<br />
Dated this 18 th<br />
day of<br />
August 2<strong>00</strong>0.<br />
17
Scope<br />
INDEPENDENT AUDIT REPORT ON THE CONCISE FINANCIAL REPORT<br />
TO THE MEMBERS OF INVESTORINFO LIMITED<br />
We have audited the concise financial report of <strong>InvestorInfo</strong> Limited for the financial year ended 30 June 2<strong>00</strong>0,<br />
consisting of the profit and loss statement, balance sheet, statement of cash flows, accompanying notes 1 to 7,<br />
and discussion and analysis on the profit and loss statement, balance sheet, and statement of cash flows, set out<br />
on pages 12 to 17 in order to express an opinion on it to the members of the company. The company’s directors<br />
are responsible for the concise financial report.<br />
Our audit has been conducted in accordance with Australian Auditing Standards to provide reasonable assurance<br />
whether the concise financial report is free of material misstatement.<br />
We have also performed an independent audit of the full financial report of <strong>InvestorInfo</strong> Limited for the<br />
financial year ended 30 June 2<strong>00</strong>0. Our audit report on the full financial report was signed on 23 August 2<strong>00</strong>0,<br />
and was not subject to any qualification.<br />
Our procedures in respect of the concise financial report included examination, on a test basis, of evidence<br />
supporting the amounts and other disclosures in the concise financial report, and the evaluation of accounting<br />
policies and significant accounting estimates. These procedures have been undertaken to form an opinion<br />
whether, in all material respects, the concise financial report is presented fairly in accordance with Accounting<br />
Standard AASB 1039 ‘Concise Financial <strong>Report</strong> issued in Australia<br />
The audit opinion express in this report has been formed on the above basis.<br />
Audit Opinion<br />
In our opinion the concise financial report of <strong>InvestorInfo</strong> Limited for the financial year ended 30 June 2<strong>00</strong>0<br />
complies with AASB 1039 ‘Concise Financial <strong>Report</strong>s’.<br />
K.N. BROMLEY & CO.<br />
5 th Floor, 71-73 Archer Street Peter Forsyth (Partner)<br />
Chatswood NSW 2067 6 September 2<strong>00</strong>0<br />
18
SHAREHOLDER INFORMATION as at 30 June 2<strong>00</strong>0<br />
1. Shareholding<br />
(a) Distribution of Shareholders<br />
Ordinary<br />
Shares<br />
Category (size of Holding)<br />
1 – 1,<strong>00</strong>0 1<br />
1,<strong>00</strong>1 – 5,<strong>00</strong>0 202<br />
5,<strong>00</strong>1 – 10,<strong>00</strong>0 268<br />
10,<strong>00</strong>1 – 1<strong>00</strong>,<strong>00</strong>0 158<br />
1<strong>00</strong>,<strong>00</strong>0 – and over 36<br />
(b) The number of shareholdings in less than marketable parcels<br />
is 1.<br />
(c) The names of the substantial shareholders listed in the<br />
Company’s register as at 30 July 2<strong>00</strong>0 are:<br />
Number of<br />
Ordinary<br />
Shares<br />
Kelwane Pty Ltd representing the interests of Mr G M Bright<br />
(Executive Director) 10,<strong>00</strong>4,<strong>00</strong>0<br />
Australian Pastoral Holdings Pty Ltd representing the interest<br />
of Mr K J Kelly (Executive Director) 10,<strong>00</strong>0,<strong>00</strong>0<br />
Allaway Hawker Williams Development Fund Pty Ltd<br />
representing the interest of Mr S A Williams (Non-executive<br />
Director) 8,<strong>00</strong>0,<strong>00</strong>0<br />
HNS Investments Pty Ltd (2,<strong>00</strong>0,<strong>00</strong>0), H Nicholas Selvaratnam<br />
(2,050,<strong>00</strong>0) representing the interest of Mr H N Selvaratnam<br />
(Non-executive Director) 4,050,<strong>00</strong>0<br />
(d) All shares are ordinary shares and carry the same voting<br />
rights.<br />
2. Quotation has been granted for all the ordinary shares of the Company on all Member Exchanges of the<br />
Australian Stock Exchange Limited.<br />
3. Restricted Securities<br />
(a) On 14 th March 2<strong>00</strong>0, the company allotted 40,<strong>00</strong>0,<strong>00</strong>0 ordinary shares to be shareholders on the basis of 10<br />
shares for every 1 share held. There are a total of nineteen holders with restricted securities, comprising<br />
35,7<strong>00</strong>,<strong>00</strong>0 ordinary shares. The escrow period is for 24 months from the date of quotation of the<br />
company’s shares on the Australian Stock Exchange (9 th May 2<strong>00</strong>0), with the exception of 6,5<strong>00</strong>,<strong>00</strong>0<br />
ordinary shares with an escrow period ending on 28 th September 2<strong>00</strong>0.<br />
(c) On 14 th March 2<strong>00</strong>0, 2,445,<strong>00</strong>0 options were granted under the company Employee option plan to purchase<br />
ordinary shares at an exercise price of :<br />
- $0.25 each, exercisable on or before 29 th June 2<strong>00</strong>3 (815,<strong>00</strong>0 options)<br />
- $0.65 each, vesting 30 th June 2<strong>00</strong>1 and exercisable on or before 29 th June 2<strong>00</strong>4 (635,<strong>00</strong>0 options)<br />
- $0.80 each, vesting 30 th June 2<strong>00</strong>2 and exercisable on or before 29 th June 2<strong>00</strong>5 (<strong>99</strong>5,<strong>00</strong>0 options)<br />
(d) (d) On 14 th March 2<strong>00</strong>0, 960,<strong>00</strong>0 options were granted under the company Directors’ option plan to<br />
purchase ordinary shares at an exercise price of :<br />
- $0.50 each, exercisable on or before 29 th June 2<strong>00</strong>3 (220,<strong>00</strong>0 options)<br />
- $0.65 each, vesting 30 th June 2<strong>00</strong>1 and exercisable on or before 29 th June 2<strong>00</strong>4 (320,<strong>00</strong>0 options)<br />
- $0.80 each, vesting 30 th June 2<strong>00</strong>2 and exercisable on or before 29 th June 2<strong>00</strong>5 (420,<strong>00</strong>0 options)<br />
19
SHAREHOLDER INFORMATION (continued)<br />
Twenty Largest Shareholders<br />
Number of<br />
Ordinary Fully<br />
Paid Shares Held<br />
% Held of<br />
Issued<br />
Ordinary<br />
Capital<br />
1 Kelwane Pty Ltd representing the interests of Mr G M Bright<br />
(Executive Director) 10,<strong>00</strong>4,<strong>00</strong>0 19.2<br />
2 Australian Pastoral Holdings Pty Ltd representing the interest of<br />
Mr K J Kelly (Executive Director) 10,<strong>00</strong>0,<strong>00</strong>0 19.2<br />
3 Allaway Hawker Williams Development Fund Pty Ltd<br />
representing the interest of Mr S A Williams (Non-executive<br />
Director) 8,<strong>00</strong>0,<strong>00</strong>0 15.4<br />
4 HNS Investments Pty Ltd (2,<strong>00</strong>0,<strong>00</strong>0), H Nicholas Selvaratnam<br />
(2,050,<strong>00</strong>0) representing the interest of Mr H N Selvaratnam<br />
(Non-executive Director) 4,050,<strong>00</strong>0 7.8<br />
5 Mr S Thurlow (1,5<strong>00</strong>,<strong>00</strong>0), Jantill Pty Ltd (210,<strong>00</strong>0) 1,710,<strong>00</strong>0 3.3<br />
6 Anicon Pty Ltd (1,5<strong>00</strong>,<strong>00</strong>0), S Ballas (4,<strong>00</strong>0) 1,504,<strong>00</strong>0 2.9<br />
7 Exchange Finance Pty Ltd 1,2<strong>00</strong>,<strong>00</strong>0 2.3<br />
8 Permanent Trustee Australia Ltd 1,075,<strong>00</strong>0 2.1<br />
9 Mr C Cuffe 1,<strong>00</strong>0,<strong>00</strong>0 1.9<br />
10 Global Media Investments Ltd 6<strong>00</strong>,<strong>00</strong>0 1.2<br />
11 Cardy & Company Pty Ltd 556,<strong>00</strong>0 1.1<br />
12 Uvira Holdings Pty Ltd 504,<strong>00</strong>0 1.0<br />
13 Mr J Corr (equal holding) 5<strong>00</strong>,<strong>00</strong>0 1.0<br />
14 Mr P Dorrian (equal holding) 5<strong>00</strong>,<strong>00</strong>0 1.0<br />
15 Mr Ian Knox (equal holding) 5<strong>00</strong>,<strong>00</strong>0 1.0<br />
16 Chase Manhattan Nominees Ltd 450,<strong>00</strong>0 0.9<br />
17 Bowyang Nominees Pty Ltd 402,<strong>00</strong>0 0.8<br />
18 Ms S Lee 4<strong>00</strong>,<strong>00</strong>0 0.8<br />
19 Belike Nominees Pty Ltd (equal holding) 2<strong>00</strong>,<strong>00</strong>0 0.4<br />
20 Mr C Grubb (equal holding) 2<strong>00</strong>,<strong>00</strong>0 0.4<br />
21 Oldyear Pty Limited (equal holding) 2<strong>00</strong>,<strong>00</strong>0 0.4<br />
22 Tektite Pty Ltd (equal holding) 2<strong>00</strong>,<strong>00</strong>0 0.4<br />
$43,755,<strong>00</strong>0 84.1<br />
20
Directory<br />
Company information Notice of meeting<br />
Registered office The <strong>Annual</strong> General meeting of <strong>InvestorInfo</strong> Limited will<br />
Level 10, 51-57 Pitt Street be held at 11:30 am on Wednesday, 11 October 2<strong>00</strong>0 at<br />
Sydney NSW 2<strong>00</strong>0 the MGSM Building, level 6, 51-57 Pitt Street, Sydney.<br />
Telephone: (02) 9241 3333<br />
Facsimile: (02) 9241 5466 Further information regarding the Meeting, including the<br />
Website: www.investorweekly.com business to be dealt with, is contained in the notice of<br />
meeting and proxy form, which are included with this<br />
Investor information <strong>Annual</strong> <strong>Report</strong>.<br />
Share registry<br />
Computershare Registry Services Pty Limited Dividend Policy<br />
Level 3, 60 Carrington Street The Directors of <strong>InvestorInfo</strong> Limited do not intend to<br />
Sydney NSW 2<strong>00</strong>0 declare any dividend in respect of the 2<strong>00</strong>0 financial year.<br />
Telephone: (02) 8234 5222<br />
Facsimile: (02) 8234 5050 Future annual reports<br />
Wesite: www.cshare.com.au If you do not wish to receive the <strong>InvestorInfo</strong> Limited<br />
annual report in the future, please call (02) 9241 3333<br />
Stock exchange listing and ask to be taken off the mailing list.<br />
Australian Stock Exchange Limited<br />
ASX code: INV A copy of the detailed financial statements, the <strong>Annual</strong><br />
Financial <strong>Report</strong>, including more detailed analysis and<br />
Auditors discussion, is also available to shareholders, and upon<br />
Bromley’s Chartered Accountants request will be sent to shareholders without charge. A<br />
copy can be requested by telephone (02 9241 3333).<br />
Company Secretary Shareholders can also access both the Concise <strong>Annual</strong><br />
J Patrick Kelly <strong>Report</strong> and the <strong>Annual</strong> Financial <strong>Report</strong> through the<br />
internet at www.investorweekly.com.<br />
21