Annual Report 2013 - Mainfreight

21 Contributed Equity
2013
$000
Group
2012
$000
2013
$000
Parent
2012
$000
Authorised, Issued and Fully Paid Up Capital
68,927 68,927 68,927 68,927
99,023,548 ordinary shares (2012 99,023,548)
550,000 ordinary shares partly paid to 1c (2012 550,000)
Neither ordinary shares or partly paid ordinary shares have a par value.
All ordinary shares have equal voting rights and share equally in dividends and any surplus on winding up.
Movements in Ordinary Shares on Issue
2013
Shares
Parent
2012
Shares
2013
$000
Parent
2012
$000
Opening Balance 99,023,548 98,469,190 68,927 66,545
Employee Share Based Payments Scheme (i) – – – 406
Exercise of Partly Paid Share Scheme (ii) – 1,260,000 – 9,096
Treasury Buyback (ii) – (705,642) – (7,120)
Closing Balance 99,023,548 99,023,548 68,927 68,927
(i) Refer note 25.
At 31 March 2013 the following partly paid shares were outstanding:
Quantity Exercise Price Exercise Dates
550,000 724.0 cents 12/06/14 to 12/07/14
(ii) On 30 May 2011 the Board announced its intention to offer to buy back up to a maximum of 1,372,000 of these partly paid shares
that have been converted to ordinary shares by team members of the Partly Paid Share Scheme. In addition, as an alternative, the Board
offered to extend the exercise period of this Scheme by three years to dates between 12 June 2014 and 12 July 2014 to those team
members who desired to take this option.
In July 2011 a total of 1,260,000 redeemable ordinary shares were fully paid by the participants at an average price of $7.24 per share.
Also in July 2011 the Company bought back 705,642 of those shares at an average price of $10.09. Team members holding 550,000
partly paid shares opted to extend the exercise period of this Scheme by three years to dates between 12 June 2014 and 12 July 2014.
Capital Management
When managing capital, the Board of Directors’ (the “Board”) objective is to ensure the entity continues as a going concern as well as to
maintain optimal returns to shareholders and benefits for other stakeholders. The Board also aims to maintain a capital structure that ensures
the lowest cost of capital available to the entity. The capital structure of the Group consists of Shareholders’ Equity and debt.
The Board is periodically reviewing and adjusting the capital structure to take advantage of favourable costs of capital. As the market is
constantly changing, the Board may change the amount of dividends to be paid to shareholders, return capital to shareholders, issue new
shares or sell assets to reduce debt.
The Board has no current plans to issue further shares on the market.
Subsequent to balance date, on 16 May 2013 the Company issued 1,200,000 redeemable ordinary shares (representing 1.21% of the
issued capital) to the Mainfreight Share Scheme Trustee Ltd, the Trustee of the Mainfreight Limited Partly Paid Share Scheme (the Scheme).
The Scheme was established to enable key team members of the Company to acquire ordinary shares in the Company. Within the Trust all
shares are allocated to team members. The Trustee is appointed by the Board of Mainfreight Ltd and is able to exercise any voting rights
attached to these shares.
The issue price was $10.56 per share, which was the market price at the time. The shares are partly paid to 1c and are due for payment from
30 May 2016 to 29 July 2016. The shares participate in dividends and voting rights in proportion with the paid up amount.
Financial Statements
105