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babcock & brown limited prospectus.pdf - Astrojapanproperty.com
babcock & brown limited prospectus.pdf - Astrojapanproperty.com
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SECTION 5<br />
FINANCIAL INFORMATION<br />
6. The forecast bonus expense in 2004 and 2005 includes forecast amounts payable in connection with forecast ringfenced revenue as discussed in Section 4.7.3.<br />
7. Restructure costs – business closure relates to redundancy costs and related expenditure in connection with the effective closure in 2004 of the Group’s US cross<br />
border leasing activities due to changes in the US tax laws and to provisions associated with assignment of the lease on the Group’s existing New York office<br />
space and moving to smaller premises.<br />
8. Total transaction costs of the IPO and Restructure amount to $28.5 million as set out in Section 8.11. Of this amount, $27 million is directly attributable to<br />
the capital raising and has been netted off against the Offer Proceeds consistent with Australian IFRS.The remainder, amounting to $1.5 million will be<br />
expensed during 2004.<br />
9. For statutory purposes Babcock & Brown will only own approximately 70% of BBIPL. In Babcock & Brown’s consolidated financial statements under<br />
Australian IFRS the approximately 30% interest in BBIPL held by the pre-IPO US Executive Stakeholders will be treated as an outside equity interest.This<br />
amount for 2005 is $40.8 million.The final interest may be subject to adjustment as referred to in Section 4.7.8.<br />
10.At 31 December 2003 and at the date of this Prospectus, Babcock & Brown held an effective 19.9% interest in Primelife Corporation Ltd which is reflected in<br />
the pro-forma statement of financial position at 31 December 2003 and in the forecasts as an equity accounted investment. In August 2004, Primelife<br />
announced an expected loss for the year ended 30 June 2004 of $78 million.The equity accounted portion of this loss has been offset by a gain on the<br />
settlement of a financing liability for this investment.<br />
As noted in Section 5.4.1, the Australian IFRS pro-forma Forecast has been prepared before the accounting<br />
implications of the Restructure. Having regard to the potential adjustments under Australian IFRS:<br />
• No adjustment is required to restate the profit on investments sold (see footnote 2, Section 5.3.2.1) as in the<br />
context of the Restructure, Australian IFRS does not require all assets and liabilities to be carried at fair<br />
value (see (a) in Section 5.4.4)<br />
• The foreign exchange adjustment relating to the closed hedges in relation to the Group’s Australian<br />
operations and earnings and other foreign exchange differences (see footnote 11, Section 5.3.2.1),<br />
amounting to approximately $3.8 million is required under Australian IFRS<br />
• No goodwill is expected to arise on the Restructure and, in any event, Australian IFRS does not require<br />
amortisation of goodwill<br />
• Australian IFRS will also recognise an outside equity interest in respect of pre-IPO US Executive<br />
Stakeholders’ holdings in BBIPL<br />
Key Australian IFRS assumptions<br />
Other than as noted below, the key assumptions set out in Section 5.3.2.2 in respect of the AGAAP pro-forma<br />
summary of forecast financial performance apply equally to the Australian IFRS pro-forma forecast financial<br />
performance set out above.<br />
Net Revenue<br />
Forecast Net Revenue under Australian IFRS for the year ending 31 December 2004 incorporates an estimated<br />
$5 million value increment for investment properties.<br />
Bonus expense<br />
Under Australian IFRS, the value of the Bonus Deferral Rights to be issued at partial payment of the bonus pool<br />
for the year ending 31 December 2005 are amortised over the period to the vesting date of the rights.This results<br />
in an increase to the forecast bonus expense for the year ending 31 December 2005 of $4.7 million.<br />
Under Australian IFRS, the value of Shares and Options allocated to the Employee Trusts immediately prior to the<br />
Restructure (see Section 4.7.7) are recognised on a pro rata basis from the grant date to the vesting date<br />
(approximately four years).The forecast bonus expense under Australian IFRS includes $5.5 million and $21.9 million<br />
for the years ending 31 December 2004 and 31 December 2005 respectively relating to these Shares and Options.<br />
This expense will be subject to revision at the IPO date.<br />
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