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SUCCESS THROUGH
DIVERSITY
N AV I TA S L I M I T E D A N N UA L R E P O RT 2012
Board of Directors
10
Chairmans Letter
14
16
20
24
27
41
Financial Statements
53
Additional Information
130
Investor Information
132
Glossary
133
Corporate Information
136
FINANCIAL STATEMENTS
next
DIVERSITY DELIVERS
ENDLESS
POTENTIAL
Vision
Navitas is universally recognised
asthe mosttrusted global learning
organisation inthe world.
Mission
Navitas is passionate about creating
opportunities through lifelong
learningandbeing a global leader
indelivering betterlearning solutions.
Values
We have conviction to our
purposeandpotential.
We demonstrate drive by
achievingandadvancing together.
We are adventurous in mind
and spirit.
We demonstrate rigour in
enhancingourprofessional
reputationand credibility.
We are genuine in the way we
behaveanddeliver.
We show respect by celebrating,
valuing andcaring for people
andtheenvironment.
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FINANCIAL STATEMENTS
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DIVERSITY DELIVERS
GLOBAL
PERSPECTIVE
UNITED KINGDOM
EUROPE
Aberdeen
Birmingham
Cambridge
Edinburgh
Glasgow
Hertfordshire
Amsterdam
Athens
Barcelona
Berlin
Bochum
Brussels
Cologne
Frankfurt
Liverpool
London
Oxford
Plymouth
Portsmouth
Swansea
Geneva
Hamburg
Istanbul
Leipzig
Ljubljana
Madrid
Milan
Munich
Paris
Rotterdam
Stockholm
Stuttgart
Vienna
Zurich
NORTH AMERICA
ASIA
Colombo
Jakarta
Singapore
AFRICA
Cape Town
Nairobi
Atlanta
Boston
Bowling Green
Dartmouth
Durham
Los Angeles
Lowell
Miami
Nashville
New York
San Francisco
Vancouver
Winnipeg
AUSTRALIA/NEW ZEALAND
Adelaide
Auckland
Brisbane
Byron Bay
Cairns
Darwin
Geelong
Gold Coast
Melbourne
Newcastle
Perth
Sydney
Kenya
Middle East
Pakistan
South Korea
Turkey
UK
Vietnam
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FINANCIAL STATEMENTS
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Financial Summary
2012
$000s
Three new colleges commence operations, two in the UK and one in Australia;
2011
$000s
2010
$000s
2009
$000s
2008
$000s
% change
12/11
Revenues
688,530
643,812
556,743
470,696
345,438
7%
EBITDA
126,817
121,144
96,700
77,059
63,443
5%
73,149
77,392
64,251
49,191
37,430
-5%
19.5 cents
21.7 cents
18.8 cents
14.3 cents
10.8 cents
-10%
9.4 cents
8.7 cents
8.1 cents
5.5 cents
4.7 cents
8%
10.1 cents
12 cents
10.7 cents
8.8 cents
6.2 cents
-16%
EVA created
38,124
58,630
54,573
40,551
27,288
-35%
Operating cashflows
73,859
69,458
86,504
104,344
78,609
6%
233,560
239,213
103,446
98,576
93,980
-2%
9.4%
50.0%
60.0%
47.3%
33.6%
-81%
700
Profit attributable to
members of Navitas
80
140
643.8
77.4
73.1
126.8
121.1
70
Excellent
600 SAE TEQSA audit report highlights
120 quality of courses and industry involvement;
500
60
100
470.7
64.3
556.7
96.7
49.2
50
Navitas400English commences delivery of the80expanded
Commonwealth Government
AMEP
77.1
345.4
40
contract regions
and the national distance/e-learning
contract;
37.4
63.4
300
60
30
(190.5) (160.6)
19
498.1
474.2
136.4
FY
12
FY
FY
FY
FY
FY
FY
30%
15%
700
600
96.1
77.2
(5)
28.0
14.5
474.2
600 600
556.7 556.7556.7
500
500 500
400
400 400
300
300 300
(6)
21
140
140 140
643.8 643.8643.8
122.0
688.5 688.5688.5
700 700
470.7 470.7470.7
120
100
126.8 126.8126.8
121.1 121.1121.1
120 120
80
80
70
70
70
60
60
60
100 100
96.7
80
60
80 77.1
50
50
50 49.2
40
40 4037.4 37.4
37.4
30
30
30
20
20
20
77.4 77.4
73.1 73.1 73.1
77.4
64.3
80
345.4 345.4345.4
80
64.3 64.3
96.7 96.7
49.2 49.2
77.1 77.1
20%
200
200 200
40
40
40
100
100 100
20
20
20
10
10
10
26%
University Consortium
and Partners
Shareholders Dividends
Teaching and
Academic Employees
Other Employees
Reinvested as Depreciation,
Amortisation & Retained Earnings
REVENUE
REVENUE
REVENUE
$m $m $m
REVENUE $m
EBITDA
$m $m
EBITDA
EBITDA
$m
EBITDA $m
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FY
F Y 08
0
FY 9
08
FY
F Y09
1
FY 0
09
FY
F Y10
1
FY 1
10
FY
F Y11
1
FY 2
11
FY
12
FY
12
08
634.8
Total wealth
Change
%
Financial Highlights
3%
08
688.5
FY11
$m
6%
FY
Wealth Distributed
FY12
$m
Operating revenue
Total equity
FY
Wealth Created
FY
FY
FY
FY
FY
The external review by The Parthenon Group affirmed the value of the core business and
identified growthREVENUE
and business
improvement opportunities.
$m
EBITDA $m
NPAT $m
11
10
09
08
FY
12
11
10
09
08
FY
12
11
10
09
08
08
FY
F Y 08
0
FY 9
08
FY
F Y09
1
FY 0
09
FY
F Y10
1
FY 1
10
FY
F Y11
1
FY 2
11
FY
12
FY
12
FY
40
FY
F Y 08
0
FY 9
08
FY
F Y09
1
FY 0
09
FY
F Y10
1
FY 1
10
FY
F Y11
1
FY 2
11
FY
12
FY
12
200
20
Continued ACAP growth in the Workforce Division including post graduate offering
and
100
20
online learning;
and
10
FY
$m $m
NPATNPAT
$mNPAT
NPAT $m
FINANCIAL STATEMENTS
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Board of Directors
Peter Campbell
Harvey Collins
Rod Jones
BComm
Non-Executive Director
Non-Executive Chairman
Appointed
24 September 2004
Appointed
9 November 2004
Tracey Horton
Non-Executive Director
Non-Executive Director
Appointed
9 November 2004
Appointed
13 June 2012
During the past three years, Mr Jones has not served as a director
of any other listed companies.
James King
Dr Peter Larsen
BComm, FAICD
Ted Evans
During the past three years, Mr Evans has also served as a director
of the following other listed companies:
Appointed
18 June 2004
Non-Executive Director
Non-Executive Director
Appointed
9 November 2004
Appointed
18 June 2004
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10
Lyndell Fraser
Bryce Houghton
10 years atNavitas
3 years atNavitas
Lyndell joined the Navitas Group in April 2009 and has overall
responsibility to lead and grow the operations of Navitas
Workforce Division.
Hugh Hangchi
Neil Hitchcock
Scott Jones
Jenny Michel
AAICD
BComm, GAICD
Prior to joining the Navitas Group Tony was the Director of Sales
and Marketing, Asia Pacific for Study Group.
Since the consolidation of the group in 2004, Tony heads up
the Group Marketing Unit. In his role Tony is responsible for the
development and implementation of the strategic marketing
plan across the Group incorporating e-marketing and brand
management, working closely with the college and business unit
marketing teams and managing the network of in-country offices.
Company Secretary
and Group GeneralCounsel
7 years atNavitas
16 years atNavitas
11 years atNavitas
6 years atNavitas
Neil has been involved with the Navitas Group since 1996. With a
background in Finance and Administration, Neil was involved in
the set-up team which oversawthe establishment of operational
structure, systems and processes in manyNavitasbusinesses.
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11
12
Helen Zimmerman
B.A. (Hons), Grad Dip Ed, Grad Dip Adult Ed, FAICD
5 years atNavitas
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14
Chairmans Letter
Dear Shareholder
On behalf of the Board,
Ipresent the Navitas
2012Annual Report
toshareholders.
The 2012 financial year
was the most challenging
in Navitas history, with a
range of local and global
issues converging to
create a difficult operating
environment. I outline the
main challenges below and
comment on the action
the Company took both
to mitigate the immediate
threats and to build further
the competitive strength
forthe future.
Creating Opportunity
throughDiversity
As noted in my speech to the AGM in
November 2011, Navitas sustained
record of strong growth has been slowed
somewhat by a number of external factors
such as global economic uncertainty,
government policy changes in key markets
and unfavourable currency movements.
Without a doubt the most significant
impact has occurred through policy and
regulatory changes in Australia and the
UK which aim to ensure the quality and
sustainability of international education in
both countries.
Navitas has engaged with government and
the sector in these countries to provide
feedback on many of these initiatives and
to manage the effect of these changes.
Much of this regulatory change has been
now implemented, and although the full
effect of the changes are still to flow
through, there are signs of stability and
some growth returning to these markets.
Navitas has also initiated a number of
strategies to underpin growth and business
performance including investing in new
colleges and reducing controllable costs.
The Company also conducted an
extensive external review of its strategy
and operations through which the value
of its core businesses was affirmed and
opportunities for growth and business
improvement were identified. The review
also delivered considerable industry
data, not widely published, which will
underpin a better informed decision
makingframework.
Growth Acquisitions
andOrganic
Shareholder Value
Navitas utilises the economic value added
(EVA) framework to assess Shareholder
value with EVA being a measure of
returns over and above the Groups
weighted average cost of capital for funds
employed by the business. In a challenging
year EVA for FY12 was $38.4 million,
compared to $57.9 million in FY11. Further
details about the calculation of EVA can
be found on pages 24, 25 and 115 to 120 of
this report.
Since listing in 2004 Navitas has
declared a dividend equating to 100% of
distributable income in the form of fully
franked dividends. However this practice
is becoming unsustainable as Navitas
has expanded, and international earnings
increase as a proportion of total earnings.
H A R V E Y C O L L I N S , C H A I R MA N
As a l w a ys N a vit a s
re m a ins co m m itted to
q u a lity a c a de m ic
outco m es f or its
students a nd clients ,
strong a nd m utu a lly
b ene f ici a l university
p a rtnershi p s , its
diversity a nd m ost o f
a ll its dedic a tion to its
m ission o f cre a ting
o p p ortunities through
li f elongle a rning .
The Board
Navitas Board has been a stable and
supportive presence over the last
eight years as the Company expanded
rapidly, in terms of its size, offering and
geographicdiversity.
In recognition of such changes within
Navitas I was pleased to welcome a new
non-executive member to the Board in
the year with the appointment of Tracey
Horton. Tracey joins us with a wealth of
international business and education
experience and brings significant value
anddiversity to the Navitas Board.
Moving Forward
As discussed in this letter and throughout
the annual report, Navitas has been
challenged by significant external factors
over the recent years. The Company has
worked hard to mitigate these challenges
and we are now pleased to be seeing
early signs of improvement in our external
operating environment and in demand.
Navitas has also continued to invest in new
colleges and programs to underpin growth
well into the future.
As always, Navitas remains committed
to quality academic outcomes for its
students and clients, strong and mutually
beneficial university partnerships, its
diversity and most of all its dedication to its
mission of creating opportunities through
lifelonglearning.
Thanks
I would like to thank my fellow Directors for
their ongoing commitment and support.
The Board and I would also like to express
our appreciation to the CEO, Rod Jones,
the senior leadership team and all Navitas
staff for their strong commitment and
special efforts on behalf of the Company
throughout a challenging year.
Harvey Collins
Chairman
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15
16
Business Operations
As in previous years the University
Programs Division contributed strongly
to Group earnings though the Divisions
EBITDA did decrease by 5% to $104.9m
fortheyear.
This was predominantly due to changes in
government policy in the UK and Australia
which reduced sector-wide demand
although strong enrolments in Canada
and Singapore partially offset this impact.
EBITDA was also reduced by $7.5m
(FY11:$4.0m) of investment costs incurred
from the eight new colleges opened by the
Division in the lasttwoyears.
The new US colleges continued to
improve with steady enrolments across
the five colleges in the second semester
of 2012. Although growing slowly, and
below expectations, academic outcomes
and progression rates are pleasing and
Navitas remains committed to working
with university partners to improve the
performance of these colleges. Offers
made for the September 2012 intake are
showing good growth against the prior
corresponding period (pcp).
Operating Environment
The international education sector, and
Navitas, continued to be affected by
significant regulatory and government
policy changes instigated in the key
markets of Australia and the UK over the
last two years. These changes were aimed
at maintaining the quality and standards of
the education systems in these countries
and will ultimately contribute to the
countrys attractiveness as an education
destination into the future.
These ongoing changes, and global
economic instability, created uncertainty
for future students and led to a decrease
in enrolments in Australia and the UK
as students sought quality education
outcomes in countries with more stable
policy environments.
Navitas has worked with governments
and the sector to engage in policy
discussion and consultation processes to
contribute to sustainable and competitive
international education sectors.
Strategic Developments
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17
18
Outlook
Following more than two years of a
challenging operating environment with
regulatory reforms in several key markets,
Navitas is now seeing a re-emergence of
more favourable conditions as significant
reforms are implemented.
Though there is an ongoing need to better
understand the effect of these changes
on the international education sector, and
how they influence students, there are
emerging trends of improving demand
which should reflect positively for Navitas
in FY13 and beyond.
This positive outlook is not just due to a
more stable regulatory environment. Itis
also a result of significant work by the
Company to create efficiencies, control
costs, diversify revenue and to develop
future growth opportunities.
The University Programs Division expects
growth in FY13 and beyond with enrolment
improvement expected in all markets.
Improved return is also expected from
investments in new colleges in the USA, UK
Conclusion
I believe that tough times can bring out the
best in people and that has certainly been
the case at Navitas this year.
I continue to be impressed with the can-do
attitude of our staff around the world and
firmly believe that our commitment to
quality outcomes has actually increased
despite such challenges.
I would also like to thank our Chairman,
Harvey Collins, and the Navitas Board for
their support, guidance and wisdom.
Rod Jones
Chief Executive Officer
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20
Year ended
30 June 2011
Change
%
688.5
643.8
EBITDA ($m)
126.8
121.1
NPAT ($m)
73.1
77.4
(5)
EPS (cents)
19.5
21.7
(10)
19.5
20.7
(6)
Year ended
Year ended
30 June 2012 30 June 2011 Change Change
$m
$m
$m
%
DIVISIONAL EBITDA
University Programs
104.9
110.6
(5.7)
(5)
26.4
17.2*
9.2
53
5.2
6.8
(1.6)
(24)
Workforce
6.1
4.9
1.2
24
Student Recruitment
0.6
1.3
(0.7)
(56)
Divisional EBITDA
143.2
140.8
2.4
(16.4)
(19.7)
3.3
(17)
Group EBITDA
126.8
121.1
5.7
SAE
English
470.7
470.7
400400
345.4
100
80
345.4
345.4
300
300300
60
200
200200
40
100 100
FY
08
20
REVENUE
REVENUE
REVENUE
$m
REVENUE
$m $m$m
96.7
80 80 77.1
70 70
60
60 60
50
50 50 49.2
64.364.3
96.796.7
49.249.2
40
40 40
20 20
30
30 30
20
20 20
10
40 40 37.437.4
37.4
10 10
0
EBITDA
$m
EBITDA
$m$m
EBITDA
EBITDA
$m
NPAT
$mNPAT
$m$m
NPAT
$mNPAT
77.177.1
63.463.4
63.4
60 60
70
77.477.4
73.173.1
73.1
77.4
64.3
100 100
FFYY0
08
FY 9
08
FFYY0
19
FY 0
09
FFYY1
10
FY 1
10
FFYY1
11
FY 2
11
FY
12
FY
12
100
80 80
FFYY1
11
FY 2
11
FY
12
FY
12
470.7
121.1
120 120
80
FFYY0
08
FY 9
08
FFYY0
19
FY 0
09
FFYY1
110
FY
10
400
500500
556.7
556.7
120
126.8
126.8 126.8
121.1
121.1
FFYY1
11
FY 2
11
FY
12
FY
12
500
140 140
FFYY0
08
FY 9
08
FFYY0
19
FY 0
09
FFYY1
10
FY 1
10
600600
556.7
140
08
600
688.5
688.5
643.8
643.8
08
688.5
643.8
FY
700 700
FY
700
Year ended
30 June 2012
$m
SAE EBITDA
Year ended
30 June 20111
$m
Change
$m
Change
%
Southern2
14.8
7.6
7.2
95
Europe
13.9
6.7
7.2
107
USA
0.2
1.1
(0.9)
(82)
Licensing
1.2
1.6
(0.4)
(25)
(2.7)
(1.0)
(1.7)
(170)
27.43
16.0
11.4
71
(1.0)
1.2
(2.2)
n/a
26.4
17.2
9.2
53
Divisional costs
One off prior period items
SAE EBITDA
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FINANCIAL STATEMENTS
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21
22
Corporate
Corporate costs were 17% lower than pcp
at $16.4m (FY11: $19.7m). Favourable
variances were recorded in lower EVA
costs ($3.1m) and the movement in foreign
exchange gain/loss ($1.9m). Offsetting
this was the one off cost of the Parthenon
review ($1.4m). After adjusting for these
items, underlying corporate costs rose by
$0.3m or 2%.
Balance Sheet
Net debt at 30 June 2012 is $117.0m
(30 June 2011: $102.8m). The $14.2m
increase is essentially attributable to
dividend payments being $6.4m greater
than operating cash flows and capex being
$5.3m greater than the depreciationshield.
Cash Flows
Operating cash flows for the year ended
30 June 2012 were $73.9m compared to
$69.5m in FY11; an increase of $4.4m or
6%. After excluding an additional $4.5m
of interest costs from funding of the SAE
acquisition, operating cash flow was $8.9m
or 13% higher.
Capex for the year was $19.4m (FY11:
$11.0m). While substantially higher than
pcp, this did include a full year of SAE
where depreciation runs at ~$2.75m per
half year. There was also $3.5m of capex
on new SAE schools and a further $2m
spent on Group IT projects (principally the
Salesforce CRM). Excluding these one off,
long run investment items, maintenance
capex equated to the depreciation shield.
FY12
$m
Operating revenue
FY11
$m
Change
%
688.5
634.8
(190.5)
(160.6)
19
498.1
474.2
128.5
136.4
(6)
147.9
122.0
21
102.8
96.1
73.3
77.2
(5)
30.5
28.0
15.1
14.5
498.1
474.2
BryceHoughton
Chief Financial Officer
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23
24
success we enjoy
Help attract
and retain high
quality staff
Negative declarations
reduce future payments
Negative declarations
reduce future payments
Performance
Performance
Target
Target
Profit made by
the business
Profit
made by
during
the year
the business
Profit investors
could
to
Profit expect
investors
earn
elsewhere
could
expect toat
comparable
riskat
earn
elsewhere
comparable risk
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25
DIVERSITY DELIVERS
A CELEBRATION
OF DIFFERENCES
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FINANCIAL STATEMENTS
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27
UP
Financial Highlights
372.9
SAE
English
113.9
366.7
346.8
350
140
140.9
129.8
100
123.3
120
300
80
100
250
60
80
200
40
60
110.6
101.7
100
104.9
30
40
26.4
20
50
20
13.1
6.8
Revenue ($m)
Revenue ($m)
EBITDA ($m)
EBITDA ($m)
FY
12
11
FY
10
FY
FY
FY
12
FY
10
FY
5.2
12
11
Overview of Operations
Revenue ($m)
The University Programs Division is a
EBITDA ($m)
leader in preuniversity, managed
campus
and university pathway programs offering
students globally the support to create
opportunities through lifelong learning.
In FY12 the Division offered Certificate,
Diploma, Associate Degree, Bachelor and
Masters programs to more than 18,500
students in 30 colleges and managed
campuses across Australia, Singapore,
theUK, USA, Canada, Sri Lanka and Kenya.
Workforce
Student Recruitment
The Divisions main focus in FY12 was
65.1
19.1
18
60
52.7
15.8
Despite a challenging
environment the
Division also continued to enhance
academic and support services to
students as well as maintain and
strengthen academic moderation and
teachingstandards.
15
50
45.1
40
12
30
20
10
3
6.1
4.9
-1.4
10
FY
Revenue ($m)
Revenue ($m)
Business Development
FY
12
11
FY
10
11
2.8
Financial Outcomes
FY
150
FY
12
FY
28
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29
30
Outlook
Following significant regulatory change
and reform in recent years the Division
expects moderate earnings growth in FY13
and beyond with enrolment improvement
expected in all markets. Thiswill be
largely due to the stabilisation of reforms
in Australia and the UK as well as
continued global demand for high quality
tertiaryeducation.
Following a period of significant University
Programs growth and expansion from
2007 to 2010, return is expected on recent
investments in new colleges in the USA, UK
and Australia as well as the development of
further opportunities in key markets.
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SAE
Key Highlights
SAE
Financial Highlights*
UP
372.9
366.7
All eligible USA schools now accredited
346.8
350
for USA Title IV funding;
English
113.9
140
140.9
129.8
100
123.3
120
300
80
100
80
200
40
104.9
60
30
40
26.4
20
50
20
13.1
6.8
5.2
Revenue ($m)
Revenue ($m)
Revenue ($m)
EBITDA ($m)
EBITDA ($m)
EBITDA ($m)
FY
12
FY
FY
FY
10
11
12
FY
12
FY
FY
10
11
Overview of Operations
SAE (comprising SAE and Qantm schools)
is one of the worlds largest media
technology education institutes, with more
than 50 schools across 19 countries. The
Division offers a range of predominantly
Higher Education opportunities to more
than 9,400 students, including Certificate,
Diploma, Degree and Masters programs
across three major fields of study: audio
production, film production and interactive
media. SAE also licences its programs to
third party providers with more than 10
existing agreements.
Financial Outcomes
Workforce
Student Recruitment
65.1
19.1
18
60
17.7
15.8
52.7
15
50
45.1
40
12
30
20
10
6.1
4.9
1.3
Outlook
The SAE Division is expected to grow
EBITDA in FY13 and beyond as a result of
enrolment growth, gained efficiencies,
fee increases and investment in new
schools. Title IV funding in the USA should
also present an opportunity for SAE to
expand revenue streams. In FY12 SAE also
invested in additional resources to leverage
Navitas international student recruitment
network and this is expected to begin
making a positive return in FY13.
11
FY
12
FY
10
FY
12
10
11
FY
Revenue ($m)
0.6
-1.4
FY
2.8
FY
32
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33
34
UP
English
Financial Highlights
SAE
113.9
366.7
Commenced
delivery of the expanded
100
Commonwealth Government
AMEP
contract regions and the national
80
Distance/e-learning contract;
372.9
140
Overview of Operations
The English Division comprises two main
areas of operation: Government Programs,
and ELICOS and TESOL Programs. The
Divisions core purpose is building and
creating futures across cultures through
the provision of English language training
for international students, migrants
and humanitarian entrants, settlement
services, and teacher training.
140.9
129.8
123.3
120
100
60
80
60
104.9
101.7
40
26.4
20
EBITDA ($m)
FY
12
11
FY
10
FY
Revenue ($m)
EBITDA ($m)
EBITDA ($m)
Workforce
19.1
18
Student Recruitment
17.7
15.8
52.7
Financial Outcomes
Revenue ($m)
65.1
5.2
12
Revenue ($m)
13.1
6.8
FY
FY
12
FY
11
20
15
12
Government Programs
3
6.1
4.9
1.3
11
Outlook
Navitas English anticipates revenue and
profit improvement in FY13 with the
Division continuing the progress evident
in the H2 FY12 result. There are also
opportunities for growth from classroom
and online delivery as well as implementing
further operational efficiencies.
The evolving regulatory and visa regime,
and currency movements, affecting the
Australian English language sector will
continue to impact on enrolments but
there are early signs of improvement in
student demand.
FY
12
FY
10
FY
12
11
Revenue ($m)
0.6
-1.4
FY
2.8
FY
10
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FINANCIAL STATEMENTS
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35
Revenue ($m)
Revenue ($m)
EBITDA ($m)
EBITDA ($m)
EBITDA ($m)
19.1
18
52.7
15
50
45.1
40
12
30
20
10
6.1
4.9
2.8
0
-1.4
FY
10
FY
12
FY
11
10
17.7
Revenue ($m)
EBITDA ($m)
FY
12
65.1
60
11
FinancialWorkforce
Highlights
FY
Key Highlights
FY
36
Revenue ($m)
Financial Outcomes
The Division achieved EBITDA of $6.1m in
FY12, an increase of 24% on the previous
year (FY11: $4.9m). Revenue also grew 23%
to $65.1m (FY11: $52.7m).
This pleasing result was driven by strong
growth in the Professional Year and ACAP
programs with expanded offerings across
both areas proving popular.
The Division also created efficiencies by
optimising co-location opportunities in
Brisbane with ACAP, HSA and Workforce
Training sharing facilities and resources
including classrooms, student facilities
and library services. Similar plans are well
advanced for the Divisions Melbourne
facilities in FY13.
ACAP
ACAP expanded offerings in Psychological
Science in Sydney and launched the
Diploma of Elite Athlete Mentoring in
Melbourne. The College has also expanded
its e-learning delivery with use of lecture
capture and collaborative technologies
bringing students and educators together.
Enrolments in ACAP have continued
to grow and student satisfaction is at
highlevels.
HSA
The first Diplomas in Nursing commenced
with classes in Melbourne and Brisbane,
an important step in expanding offerings
into this growing field. This expansion
required significant investment in
curriculum and facilities. Integration work
in systems and platforms also continues to
create efficiencies for HSA and enhance
productivity and the client experience.
Workforce Solutions
Careers and Internships enjoyed a record
number of enrolments in the Professional
Year program which is designed to give
work readiness and specific discipline
placements to international graduates
in the areas of Computer Science,
Engineering and Accountancy. To date
the program is producing excellent
employment rates for students with 70% of
participants securing employment in their
profession within six months of program
completion and 96% having secured
employment in an Australian workplace
after six months.
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Outlook
Sound growth is anticipated in FY13
building on investments in e-learning,
marketing and segmentation and in
educational offerings particularly health
and nursing. Recent investment and focus
on NCPS is also anticipated to see it return
to profit.
Demand for Professional Year programs,
directed at international graduates,
is anticipated to soften as a result of
amended government policy however
increasing demand for domestic graduates
work ready skills will provide some offset.
Strong demand for Counselling and
Psychological Science is anticipated and
for sectors in the resource and aligned
support areas.
FINANCIAL STATEMENTS
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Revenue ($m)
Revenue ($m)
EBITDA ($m)
EBITDA ($m)
S U C C E S S T H R O U G H D I V E R S I T Y N a vit a s L i m ited Annu a l R e p ort 2 01 2
EBITDA ($m)
Student
Recruitment
Financial
Highlights
65.1
Recruitment of more than
3,800
60
students to universities in Australia,
UK, US andCanada;
52.7
50
19.1
18
17.7
15.8
15
45.1
40
Expansion
of the number of schools within
the Training and Learning Division of
30
EduGlobal bringing the number of students
in
the program to just over 2,000; and
20
10
12
3
1.3
Revenue ($m)
EBITDA ($m)
FY
12
11
FY
10
FY
Revenue ($m)
EBITDA ($m)
0.6
-1.4
FY
12
11
FY
10
Studylink processed
more than
25,000
6.1
4.9
2.8
applications
for the first time.
0
FY
38
Revenue ($m)
Overview of Operations
The Student Recruitment Division is
comprised of three business units:
EduGlobal, SOL and StudyLink. These
businesses are primarily involved in the
recruitment and promotion of universities
to international students and offer advice
on education options as well as visa advice
and university application assistance.
Both SOL and EduGlobal are also
involved with the delivery and training
of English language, GMAT and GRE in
their respective countries. The Division
operates 33 offices in three countries and
sends more than 3,800 students abroad
eachyear.
Financial Outcomes
The Student Recruitment Division
continued to be affected by regulatory
changes in the UK, specifically SOL
in India, recording a 11% decrease in
revenues to $15.8m (FY11: $17.7m) and
a 54% decrease in EBITDA to $0.6m
(FY11:$1.3m).
Following a review of EOL (an arm of
SOL based in London) a decision was
made to re-focus on core activities and
subsequently EOL activities were phased
down with the business concluding
inFY12.
StudyLink
EduGlobal
With more than 17 years experience
in student recruitment and 18 offices
currently covering 10 provinces, EduGlobal
is one of the largest recruitment agencies
in China. EduGlobal recruits for all major
Western countries including Australia, UK,
US and Canada.
In FY12, the US operations along with
the Learning and Training Division
of EduGlobal, achieved good growth
whilst the UK and Australian operations
continued to be impacted by regulatory
changes. Some of this effect was mitigated
by a diversified portfolio of institutions
and countries, coupled with the Learning
and Training division moving into a
profitableposition.
SOL
Founded in 1996 and now operating
from 12 offices, SOL is one of the largest
education consultancies in India. SOL
currently recruits more than 1,400
students a year and is a market leader
in India for education counselling and
studentservices.
SOL had a difficult year with both
Australian and UK regulatory changes
continuing to have a negative impact
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Outlook
It is anticipated that the Student
Recruitment Division will see a marginal
decline in earnings in FY13 predominantly
due to the continued impacts of regulatory
and migration changes in the UK. The
effect of Knight Review changes in
Australia are still unfolding.
Investment will continue in the US
recruitment businesses in India and China
as well as further expansion of the Learning
and Training business units that are
provingprofitable.
FINANCIAL STATEMENTS
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DIVERSITY DELIVERS
STRENGTH
AND STABILITY
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42
Principle 6
Respect the rights of Shareholders
Principle 7
Recognise and manage risk
Principle 8
Remunerate fairly and responsibly
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44
Performance Evaluation
The performance of the Board and its
individual Directors is reviewed regularly.
Independence of Directors
A Director is considered to be independent
where he or she is a non-executive
Director, is not a member of management
and is free of any relationship that could,
or could reasonably be perceived to,
materially interfere with the independent
exercise of their judgment. The existence
of the following relationships may affect
independent status, if the Director:
is a substantial Shareholder of Navitas
or an officer of, or otherwise associated
directly with a substantial Shareholder
of Navitas (as defined in section 9 of the
Corporations Act);
is employed, or has previously been
employed in an executive capacity by
the Navitas Group, and there has not
been a period of at least three years
between ceasing such employment and
serving on the Board;
has within the last three years been
a principal of a material professional
adviser or a material consultant to
the Navitas Group, or an employee
materially associated with the
servicesprovided;
is a material supplier or customer
of the Navitas Group, or an officer
of or otherwise associated directly
or indirectly with a material supplier
orcustomer;
has a material contractual relationship
with the Navitas Group other than as
aDirector.
Directors are expected to bring
independent views and judgement to the
Boards deliberations. The Board Charter
requires that at least one half of the
Directors of Navitas will be non-executive
(preferably independent) Directors and
that the Chair will be an independent,
non-executive Director.
In the context of Director independence,
materiality is considered from both
the Company and individual Director
perspective. The determination of
materiality requires consideration of both
quantitative and qualitative elements.
An item is presumed to be quantitatively
James King
7 years
Peter Larsen
8 years
Name
Harvey Collins
Position
Non-Executive Chairman
Ted Evans
Non-Executive Director
Tracey Horton
Non-Executive Director
James King
Non-Executive Director
Name
Term in office
Harvey Collins
7 years
Peter Campbell
7 years
Ted Evans
7 years
Rod Jones
8 years
Tracey Horton
Retirement and
Re-election ofDirectors
Rule 5.1 of the Constitution requires
that at each annual general meeting of
the Company, one third (or the number
nearest to but not exceeding one third) of
the Directors and any Director who has
held office for three years or more must
retire from office and no Director may
retain office for more than three years
without submitting himself or herself for
re-election. Rule 5.4 of the Constitution
provides that a retiring director is eligible
for re-election without the necessity of
giving any previous notice of his or her
intention to submit him or herself for
re-election. The Managing Director is not
subject to retirement by rotation. The
resolution for re-election of a Director
is included in the Companys notice of
annual general meeting and voted upon by
Shareholders at that meeting.
The relevant Board policy, entitled
Procedures governing the Selection and
Appointment of Directors is publicly
available on the Companys website:
navitas.com/investor_centre.html.
Remuneration
It is Navitas objective to provide maximum
stakeholder benefit from the retention
of a high quality Board by remunerating
Directors fairly and appropriately with
reference to relevant market conditions.
For a full discussion of Navitas
remuneration philosophy and framework
and the remuneration received by
Directors in the current period please
refer to the remuneration report, which is
contained at pages 114 to 123 of the
Directors Report.
There is no scheme to provide retirement
benefits, other than statutory
superannuation, to non-executive Directors.
Nomination and
RemunerationCommittee
Harvey Collins
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45
46
Diversity
*Senior executives are defined as members of the Group Leadership Team as well as the senior direct reports to the
Executive General Managers of the operating Divisions.
Number of employees
Full time
Female
Part time
Casual
Total
Proportion
1,351
329
1,196
2,876
59.3%
Male
963
220
793
1,976
40.7%
Total
2,314
549
1,989
4,852
100.0%
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48
Risk Management
Navitas recognises the importance of
risk management and has a formal risk
management framework, including policies
for the oversight and management of
material business risks.
The Navitas Board is ultimately responsible
for risk management in Navitas and must
satisfy itself that significant risks faced
by the Navitas Group are being managed
appropriately and that the system of risk
management within the Navitas Group is
robust enough to respond to changes in
Navitas business environment.
The Audit and Risk Committee has the
following responsibilities in regard to
riskmanagement:
assessing the internal process for
determining and managing key
riskareas;
confirming managements risk appetite
and tolerance;
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50
Other Policies
Continuous Disclosure
Summary
In summary, Navitas concludes that it
substantially complied with all of the
Recommendations other than as previously
disclosed in this statement.
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DIVERSITY DELIVERS
GROWTH AND
OPPORTUNITY
Financial Statements
CLICK TO VIEW
Consolidated Statement of Comprehensive Income
54
55
56
57
58
Directors Report
113
126
Directors Declaration
127
128
53
54
Note
Revenue
Marketing expenses
2012
$000s
Note
688,530
643,812
(96,862)
(89,922)
(147,909)
(122,042)
Administration expenses
(331,655)
(323,021)
(7,987)
(3,610)
104,117
105,217
(30,497)
(27,983)
73,620
77,234
1,904
923
(1,864)
666
359
399
1,589
74,019
78,823
As at 30 June 2012
2011
$000s
Academic expenses
Finance costs
ASSETS
Current Assets
Cash and cash equivalents
Trade and other receivables
Other
10
11
12
2012
$000s
2011
$000s
19,162
81,719
14,817
36,307
72,592
16,908
115,698
125,807
66,062
16,856
438,274
61,368
17,876
448,733
521,192
527,977
TOTAL ASSETS
636,890
653,784
72,714
173,999
4,119
2,839
3,242
84,568
169,490
5,641
3,308
3,143
256,913
266,150
6,459
133,308
6,650
7,305
135,833
5,283
146,417
148,421
TOTAL LIABILITIES
403,330
414,571
NET ASSETS
233,560
239,213
195,175
1,299
37,986
194,851
720
45,145
234,460
240,716
(900)
(1,503)
233,560
239,213
13
7
14
LIABILITIES
Current Liabilities
Trade and other payables
Deferred revenue
Current tax payable
Borrowings
Provisions
15
7
16
17
19
73,149
77,392
20
471
(158)
73,620
77,234
73,728
78,723
291
100
74,019
78,823
Cents
Cents
Basic
19.5
21.7
Diluted
19.5
21.7
The consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
15
16
17
EQUITY
Issued capital
Reserves
Retained earnings
18
19
19
20
TOTAL EQUITY
The consolidated statement of financial position should be read in conjunction with the accompanying notes.
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55
56
Issued
Capital
$000s
Balance at 1 July 2011
Reserves
$000s
194,851
Noncontrolling
interests
$000s
Retained
earnings
$000s
720
45,145
Total equity
$000s
(1,503)
Note
239,213
73,149
471
73,620
(1,505)
(1,505)
Interest received
2,084
(180)
1,904
579
73,149
291
74,019
324
324
392
Dividends paid
(80,308)
(80)
195,175
1,299
37,986
(900)
233,560
(900)
(900)
195,175
1,299
37,986
234,460
1,881
(3,447)
(30,761)
(30,359)
10
73,859
69,458
13
(19,366)
(11,013)
13
5,662
392
(248,051)
(80,388)
(4,779)
(19,340)
(258,168)
102,250
69,504
(832)
36,741
(1,967)
103,446
77,392
(158)
77,234
666
666
665
258
923
1,331
77,392
100
78,823
126,382
(1,422)
126,382
(1,422)
152
152
221
(221)
387
387
327
327
Dividends paid
(68,767)
(115)
(68,882)
194,851
720
45,145
(1,503)
239,213
(522,148)
(575,519)
26
623,531
(7,987)
Interest paid
687,751
375
2011
$000s
2012
$000s
18
18
(2,032)
245,938
184,696
Repayment of borrowings
(236,431)
(49,697)
(1,286)
(420)
(5)
(80,308)
(68,767)
(80)
(115)
(71,301)
165,044
(16,782)
(23,666)
(363)
(1,754)
36,307
61,727
19,162
36,307
Payment of dividends
10
The consolidated statement of cash flows should be read in conjunction with the accompanying notes.
(1,503)
(1,503)
194,851
720
45,145
240,716
The consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
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58
1 Corporate information
The financial report of Navitas Limited (the Company) for the year ended 30 June 2012 was authorised for issue in accordance
with a resolution of directors dated 31 July 2012.
Navitas Limited is a company limited by shares incorporated in Australia whose shares are publicly traded on the Australian
Securities Exchange.
A project team has been formed to assess the impact of these new standards and interpretations. A final assessment has
not been made on the expected impact of these standards and interpretations, however, it is expected that there will be no
significant changes in the Groups accounting policies.
The nature of the operations and principal activities of the Group are described in note 4.
(c)
Basis of consolidation
The consolidated financial statements comprise the financial statements of Navitas Limited and its subsidiaries (as outlined in note
26) as at and for the period ended 30 June each year (the Group). Interests in associates are equity accounted and are not part of
the consolidated Group (see note 2(i) below).
Basis of preparation
The financial report is a general-purpose financial report, which has been prepared in accordance with the requirements of the
Corporations Act 2001 and Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting
Standards Board. The financial report has also been prepared on a historical cost basis, except for available-for-sale and held-fortrading financial assets which have been revalued at fair value.
The financial statements comprise the consolidated financial statements of the Group.
The financial report is presented in Australian dollars and all values are rounded to the nearest thousand dollars ($000s) unless
otherwise stated.
Subsidiaries are all those entities over which the Group has the power to govern the financial and operating policies so as to obtain
benefits from their activities. The existence and effect of potential voting rights that are currently exercisable or convertible are
considered when assessing whether a group controls another entity.
The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using consistent
accounting policies. In preparing the consolidated financial statements, all intercompany balances and transactions, income and
expenses and profit and losses resulting from intragroup transactions have been eliminated in full.
Subsidiaries are fully consolidated from the date on which control is obtained by the Group and cease to be consolidated from the
date on which control is transferred out of the Group.
Investments in subsidiaries held by Navitas Limited are accounted for at cost in the separate financial statements of the parent
entity less any impairment charges. Dividends received from subsidiaries are recorded as a component of other revenues in profit
or loss of the parent entity, and do not impact the recorded cost of the investment. Upon receipt of dividend payments from
subsidiaries, the parent will assess whether any indicators of impairment of the carrying value of the investment in the subsidiary
exist. Where such indicators exist, to the extent that the carrying value of the investment exceeds its recoverable amount, an
impairment loss is recognised.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. The acquisition method of accounting
involves recognising at acquisition date, separately from goodwill, the identifiable assets acquired, the liabilities assumed and
any non-controlling interest in the acquiree. The identifiable assets acquired and the liabilities assumed are measured at their
acquisition date fair values (see note 2(d)).
The difference between the above items and the fair value of the consideration (including the fair value of any pre-existing
investment in the acquiree) is goodwill or a discount on acquisition.
A change in the ownership interest of a subsidiary that does not result in a loss of control, is accounted for as an equity transaction.
Application date
(reporting period
commences on or after)
1 January 2013
Application date
for Group
30 June 2014
Non-controlling interests are allocated their share of net profit after tax in the statement of comprehensive income and are
presented within equity in the consolidated statement of financial position, separately from the equity of the owners of the parent.
Losses are attributed to the non-controlling interest even if that results in a deficit balance.
If the Group loses control over a subsidiary, it
1 January 2013
30 June 2014
1 January 2013
30 June 2014
1 January 2013
30 June 2014
1 January 2013
30 June 2014
1 January 2012
30 June 2013
1 July 2013
30 June 2014
1 July 2012
30 June 2013
Reclassifies to profit or loss or transfers directly to retained earnings, as appropriate, the parents share of components
previously recognised in other comprehensive income.
* The IASB have recently deferred the application date of the IFRS equivalent to this standard until 1 January 2015.
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60
(d)
(f)
Business combinations
Business combinations are accounted for using the acquisition method. Transaction costs directly attributable to the acquisition
are expensed under the acquisition method. The consideration transferred in a business combination shall be measured at
fair value, which shall be calculated as the sum of the acquisition date fair values of the assets transferred by the acquirer, the
liabilities incurred by the acquirer to former owners of the acquiree and the equity issued by the acquirer, less the amount of any
non-controlling interest in the acquiree. For each business combination, the acquirer measures the non-controlling interest in the
acquiree either at fair value or at the proportionate share of the acquirees identifiable net assets. Acquisition related costs are
expensed as incurred.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and
designation in accordance with the contractual terms, economic conditions, the Groups operating or accounting policies and
other pertinent conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by
theacquiree.
Transactions in foreign currencies are initially recorded in the functional currency at the exchange rates ruling at the date of the
transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at
the balance sheet date. Foreign currency differences arising on retranslation are recognised in the profit or loss.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rate
as at the date of the initial transaction. Non-monetary items measured at fair value in a foreign currency are translated using the
exchange rates at the date when the fair value was determined.
If the business combination is achieved in stages, the acquisition date fair value of the acquirers previously held equity interest in
the acquiree is remeasured at fair value as at the acquisition date through profit or loss.
Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Subsequent
changes to the fair value of the contingent consideration which is deemed to be an asset or liability will be recognised in accordance
with AASB 139 in profit or loss. If the contingent consideration is classified as equity, it shall not beremeasured.
(e)
Segment reporting
An operating segment is a component of an entity that engages in business activities from which it may earn revenues and incur
expenses (including revenues and expenses relating to transactions with other components of the same entity), whose operating
results are regularly reviewed by the entitys chief operating decision maker to make decisions about resources to be allocated to
the segment and assess its performance and for which discrete financial information is available. This includes start up operations
which are yet to earn revenues. Management will also consider other factors in determining operating segments such as the
existence of a line manager and the level of segment information presented to the board of directors.
Operating segments have been identified based on the information provided to the chief operating decision maker being the Chief
Executive Officer.
Exchange variations resulting from the translation are recognised in the foreign currency translation reserve in equity.
On disposal of a foreign entity, the deferred cumulative amount recognised in equity relating to that particular foreign operation
is reclassified to profit or loss.
(g)
Methods used to distribute the products or provide the services; and if applicable
Operating segments that meet the quantitative criteria as prescribed by AASB 8 are reported separately. However, an operating
segment that does not meet the quantitative criteria is still reported separately where information about the segment would be
useful to users of the financial statements.
The group may aggregate two or more operating segments when they have similar economic characteristics, and the segments are
similar in each of the following respects:
For the purposes of the statement of cash flows, cash and cash equivalents consist of cash and cash equivalents as defined above,
net of outstanding bank overdrafts. Bank overdrafts are included within interest bearing loans and borrowings in current liabilities on
the statement of financial position.
(h)
Information about other business activities and operating segments that are below the quantitative criteria are combined and
disclosed in a separate category for all other segments.
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62
(i)
(i)
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64
(j)
(l)
Leasehold improvements the shorter of the lease term or the estimated useful life
The assets residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial
yearend.
(i) Derecognition and disposal
An item of plant and equipment is derecognised upon disposal or when no further future economic benefits are expected from
its use. Any gain or loss arising on derecognition of the asset (calculated as the difference between net disposal proceeds and
the carrying amount of the asset) is included in the profit and loss in the year the asset is derecognised.
(k)
Leases
The determination of whether an arrangement is or contains a lease is based on the substance of the arrangement and requires an
assessment of whether the fulfillment of the arrangement is dependent on the use of a specific asset or assets and the arrangement
conveys a right to use the asset.
(i) Group as a lessee
Finance leases, which transfer to the Group substantially all the risks and benefits incidental to ownership of the leased item,
are capitalised at the inception of the lease at the fair value of the leased property or, if lower, at the present value of the
minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease liability
so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly
againstincome.
Capitalised leased assets are depreciated over the shorter of the estimated useful life of the asset and the lease term if there is
no reasonable certainty that the Group will obtain ownership by the end of the lease term.
Operating lease payments are recognised as an expense in the income statement on a straight-line basis over the lease term.
Contingent rentals arising under operating leases are recognised as an expense in the period in which they are incurred.
Lease incentives
In the event that lease incentives are received to enter into operating leases, such incentives are recognised as a liability.
Theaggregate benefits of incentives are recognised as a reduction of rental expense on a straight line basis, except where
another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are
consumed.
(ii) Group as a lessor
Leases where the Group retains substantially all the risks and benefits of ownership of the leased asset are classified as
operating leases. Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease.
However, contingent rentals arising under operating leases are recognised as income in a manner consistent with the basis on
which they aredetermined.
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(n)
Trade payables and other payables are carried at amortised cost and represent liabilities for goods and services provided to the
Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in
respect of the purchase of these goods and services.
Liabilities for trade payables and other payables generally have 3060 day terms.
(o)
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective
interest method. Amortised cost is calculated by taking into account any issue costs, and any discount or premium on settlement.
Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at
least 12 months after the balance date.
(p)
Licences
Finite
Brand Names
Indefinite
Copyrights
Finite
Method used
Contract life
(no longer than 10 years)
Not applicable
Internally generated/acquired
Acquired
Acquired
Acquired
Where an indicator
of impairment exists.
Amortisation method
reviewed at each
financialyear end.
Where an indicator
of impairment exists.
Amortisation method
reviewed at each
financialyear end.
Useful lives
Liabilities for wages and salaries, including non monetary benefits, and annual leave and accumulating sick leave expected
to be settled within 12 months of the reporting date are recognised in other payables in respect of employees services up to
the reporting date. They are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non
accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable.
Long service leave
The liability for long service leave is recognised in the provision for employee benefits and measured as the present value of
expected future payments to be made in respect of services provided by the employees up to the reporting date. Consideration
is given to expected future wage and salary levels, experience of employee departures, and periods of service. Expected future
payments are discounted using market yields at the reporting date on national government bonds with terms to maturity and
currencies that match, as closely as possible, the estimated future cash outflows.
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal
proceeds and the carrying amount of the asset and are recognised in the profit or loss when the asset is derecognised.
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68
(q)
(t)
when the deferred income tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit
or loss; or
when the taxable temporary difference is associated with investments in subsidiaries, associates or interests in joint
ventures, and the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary
differences will not reverse in the foreseeable future.
No cumulative expense is recognised for awards that ultimately do not vest (in respect of non-market vesting conditions).
(r)
Issued Capital
Ordinary shares are classified as equity, and are recognised at the fair value of the consideration received by the company.
Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction, net of tax, from the proceeds.
(s)
Revenue recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be
reliably measured at the fair value of the consideration. The following specific recognition criteria must also be met before revenue
isrecognised:
(i) Rendering of education services
Where the contract outcome can be reliably measured, the Group has control of the right to be compensated for the education
services and the stage of completion can be reliably measured. Stage of completion is measured by reference to the number of
contact days held as a percentage of the total number of contact days in the course.
(ii) Interest
Revenue is recognised as the interest accrues (using the effective interest method, which is the rate that exactly discounts
estimated future cash receipts through the expected life of the financial instrument to the net carrying amount of the
financialasset).
(iii) Dividends
Revenue is recognised when the shareholders right to receive the payment is established.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax credits and
unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary
differences, and the carry-forward of unused tax credits and unused tax losses can be utilised except:
when the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an
asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss; or
when the deductible temporary difference is associated with investments in subsidiaries, associates or interests in
joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the temporary
difference will reverse in the foreseeable future and taxable profit will be available against which the temporary differences
can be utilised.
The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that
it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to
beutilised.
Unrecognised deferred income tax assets are reassessed at each balance sheet date and are recognised to the extent that it
has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset
is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the
balance sheet date.
Income taxes relating to items recognised directly in equity are recognised in equity and not in the profit or loss.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets
against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same
taxationauthority.
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(t)
In applying the Groups accounting policies management continually evaluates judgments, estimates and assumptions based
on experience and other factors, including expectations of future events that may have an impact on the Group. All judgments,
estimates and assumptions made are believed to be reasonable based on the most current set of circumstances available to
management. Actual results may differ from the judgments, estimates and assumptions. Significant judgments, estimates and
assumptions made by management in the preparation of these financial statements are outlined below:
where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case
the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and
(a)
In the process of applying the Groups accounting policies, management has made the following judgements, apart from those
involving estimations, which have the most significant effect on the amount recognised in the financial statements:
receivables and payables are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in
the statement of financial position.
Cash flows are included in the statement of cash flows on a gross basis and the GST component of cash flows arising from
investing and financing activities, which is recoverable from, or payable to, the taxation authority are classified as operating
cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.
(u)
Deferred tax assets are recognised for deductible temporary differences as management considers that it is probable that
future taxable profits will be available to utilise those temporary differences.
the after tax effect of dividends and interest associated with dilutive potential ordinary shares that have been recognised as
expenses; and
other non discretionary changes in revenues or expenses during the period that would result from the dilution of potential
ordinary shares;
divided by the weighted average number of ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.
(b)
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72
4 Segment information
(a)
(a)
Reportable segments
University Programs:
The University Programs business delivers education programmes, via pathway colleges and managed
campuses, to students requiring a university education.
SAE:
The SAE business delivers education programmes in the area of creative media including courses in
audio, film and media.
English:
Workforce:
Student Recruitment:
Corporate:
University
Programs
SAE
English
Student
Workforce Recruitment Corporate
Total
Revenue
Sales to external customers
372,947
65,020
129,783
52,689
17,660
3,727
641,826
The Student Recruitment business delivers student recruitment services to students seeking
international education experience.
372,947
65,020
129,783
52,689
17,660
3,727
641,826
1,986
The following tables present revenue and profit information by reportable segment for the years ended 30 June 2012 and 2011.
2012
$000s
University
Programs
SAE
Student
Workforce Recruitment Corporate
English
643,812
Total
Result
Revenue
Sales to external customers
Total segment revenue
366,674
366,674
113,864
113,864
123,254
123,254
65,052
65,052
15,805
15,805
3,497
3,497
688,146
688,146
384
688,530
Result
EBITDA*
104,905
26,419
5,216
6,079
568
(16,370)
126,817
Depreciation
(3,470)
(5,527)
(1,452)
(1,064)
(282)
(2,325)
(14,120)
Amortisation
(668)
(309)
(977)
Impairment of Goodwill
101,435
20,892
3,096
4,706
286
(18,695)
111,720
110,616
17,173
Depreciation
(3,400)
(2,785)
Amortisation
Impairment of Goodwill
107,216
14,388
6,834
4,948
1,284
(19,711)
121,144
(511)
(976)
(222)
(2,087)
(9,981)
(669)
(309)
(978)
(2,079)
(1,265)
(3,344)
3,575
2,398
1,062
(21,798)
106,841
(1,624)
105,217
(27,983)
77,234
* EBITDA = earnings before net interest, taxes, depreciation, amortisation and impairment
(7,603)
104,117
(30,497)
EBITDA*
73,620
* EBITDA = earnings before net interest, taxes, depreciation, amortisation and impairment
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74
6 Expenses
(b)
Geographical areas
Note
2012
Australia
External revenue
$000s
502,400
324,955
United Kingdom
39,625
12,129
Europe
46,670
139,733
Canada
32,695
25
Asia
43,004
19,602
United States
18,487
6,367
Rest of World
5,265
1,525
Total
688,146
504,336
(a)
(b)
330,293
United Kingdom
39,807
5,357
Europe
22,985
143,036
Canada
25,265
47
Asia
34,971
24,883
United States
7,736
4,925
Rest of World
7,418
1,560
Total
(c)
641,826
7,987
3,610
14,120
9,981
13
Amortisation
Licences
372
373
Copyrights
605
605
977
978
15,097
10,959
41,352
34,840
226,535
198,548
17,053
13,385
243,588
211,933
120
243
Total amortisation
(c)
14
Lease payments
Minimum lease payments operating lease
503,644
2011
$000s
Finance costs
Bank loans and overdrafts
2011
Australia
2012
$000s
(d)
(e)
510,101
(1,502)
2,561
24
(4,816)
Impairment of goodwill
14
3,344
(1,382)
1,332
(d)
7 Income tax
2012
$000s
Major Customers
2011
$000s
The Group delivers services to a range of diverse individual customers, no individual customer is considered material.
(a)
5 Revenue
2012
$000s
2011
$000s
Tuition services
636,106
586,634
Other services
52,040
55,192
384
1,986
688,530
643,812
(27,059)
(29,892)
(2,180)
1,814
(1,258)
95
(30,497)
(27,983)
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76
2012
$000s
2011
$000s
(d)
Tax consolidation
(i) Members of the tax consolidated group and the tax sharing arrangement
(b)
104,117
105,217
(31,235)
(31,565)
Effective 5 November 2004, for the purposes of income taxation, Navitas Limited and its 100% owned Australian subsidiaries
formed a tax consolidated group. Members of the group have entered into a tax sharing arrangement in order to allocate
income tax expense to the wholly owned subsidiaries on a pro rata basis. In addition, the agreement provides for the allocation
of income tax liabilities between the entities should the head entity default on its tax payment obligations. At the balance date,
the possibility of default is remote. The head entity of the tax consolidated group is Navitas Limited.
(ii) Tax effect accounting by members of the tax consolidated group
(2,180)
1,814
2,918
1,768
(30,497)
(27,983)
Members of the tax consolidated group have entered into a tax funding agreement. The tax funding agreement provides for the
allocation of current taxes to members of the tax consolidated group in accordance with their tax effected accounting profit
for the period. Allocations under the tax funding agreement are recognised on a monthly basis.
The allocation of taxes under the tax funding agreement is recognised as a change in the subsidiaries intercompany accounts
with the tax consolidated group head entity, Navitas Limited. The group has applied the separate taxpayer within group
approach in determining the appropriate amount of current taxes to allocate to members of the tax consolidated group.
5,641
2012
$000s
7,355
567
29,239
28,078
(30,761)
(30,359)
(a)
2011
$000s
Recognised amounts
Declared and paid during the year
Dividends on ordinary shares:
Closing Balance
4,119
5,641
Final franked dividends for 2011: 12.0 cents (2010: 10.7 cents)
45,028
36,633
Interim franked dividend for 2012: 9.4 cents (2011: 8.7 cents)
35,280
32,134
80,308
68,767
37,907
45,028
15,016
26,708
3,528
4,161
(16,280)
(19,298)
2,264
11,571
17,876
14,406
2,837
(1,258)
95
238
538
16,856
17,876
(b)
Unrecognised amounts
Dividends proposed and not recognised as a liability
Dividends on ordinary shares:
Closing balance
Final franked dividends for 2012: 10.1 cents (2011: 12.0 cents)
(c)
5,972
3,694
Other provisions
1,077
630
Lease incentives
1,907
3,054
417
538
359
6,478
6,107
853
4,172
17,063
18,195
(207)
(319)
16,856
17,876
- franking credits that will arise from the payment of income tax payable as at the
end of the financial year
- impact on the franking account of dividends proposed before the financial report
was authorised for issue but not recognised as a distribution to equity holders
during the period.
(d)
Tax rates
The tax rate at which dividends have been franked is 30%. Dividends proposed will be 100% franked at the rate of 30%.
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2012
$000s
The following reflects the income and share data used in the basic and diluted earnings per share computations:
2012
$000s
(a)
2011
$000s
73,149
77,392
2011
$000s
19,162
36,307
19,162
36,307
Reconciliation of profit for the period to net cash flows from operating activities
Net profit for the period
73,620
77,234
14,120
977
855
120
50
67
9,981
978
3,344
(1,205)
243
2,561
(4,816)
446
4,779
(9,024)
1,668
(1,024)
3,923
(2,803)
123
(15,060)
6,148
539
803
(4,148)
(20,544)
(2,281)
1,643
73,859
69,458
There are no adjustments to net profit for calculating diluted earnings per share.
Number of shares
(b)
2012
2011
375,298,743
356,873,719
There are no adjustments to the weighted average number of ordinary shares for calculating diluted earnings per share.
(c)
Other transactions
There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date and the
date of completion of these financial statements.
(b)
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(c)
(a)
Financing activities
At reporting date, the following financing facilities had been negotiated and were available.
Note
2012
$000s
An allowance for doubtful debts is made when there is objective evidence that a trade receivable is impaired. An additional expense
of $0.042m (2011: $0.523m) has been recognised for the current year for specific debtors for which such evidence exists. The
amount of the allowance has been measured as the difference between the carrying amount of the trade receivables and the
present value of the estimated future cash flows expected to be recovered from the relevant debtors.
2011
$000s
Total facilities
Credit facility
16
225,000
225,000
2012
$000s
16
133,308
135,833
(d)
2,926
1,484
Balance acquired
919
(45)
42
523
2,923
2,926
89,167
Closing balance
Refer to notes 18 and 24 for disclosures of non cash financing and investing activities (including business acquisitions).
Consolidated
2011
$000s
Opening balance
Exchange differences
2011
$000s
Total
0-30 days
31-60 days
2012
64,015
49,373
2,758
9,370
2,514
2011
55,207
29,352
11,761
11,804
2,290
Trade receivables
64,015
55,207
(2,923)
(2,926)
Receivables past due but not considered impaired are disclosed above. Each business unit has been in contact with the relevant
debtor and is satisfied that payment will be received in full. Receivables considered impaired are disclosed above. Each business
unit has provided for these receivables whilst actively managing their recovery.
61,092
52,281
Other balances within trade and other receivables (except as disclosed below) do not contain impaired assets and are not past due.
It is expected that these other balances will be received when due.
Accrued Income
13,342
9,506
Other receivables
7,285
10,805
Associate
335
(335)
81,719
72,592
(b)
(d)
12 Other assets
2012
$000s
2011
$000s
Current
Prepayments
Other
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12,025
14,085
2,792
2,823
14,817
16,908
FINANCIAL STATEMENTS
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82
14 Intangible assets
(a)
(a)
Plant and
equipment
Leasehold
Improvements
$000s
Total
17,695
Additions
10,997
16
11,013
Disposals
(165)
(873)
(1,038)
Acquisition of a subsidiary
Exchange differences
40,762
58,457
68
(68)
20,891
20,891
(401)
(1,028)
(1,429)
49,085
38,809
87,894
Additions
16,607
2,759
19,366
Disposals
(670)
(670)
Transfers
10,287
(10,287)
(431)
(49)
(480)
74,878
31,232
106,110
Exchange differences
Goodwill
(6,902)
(11,090)
(17,992)
Depreciation expense
(6,392)
(3,589)
(9,981)
53
761
814
Transfers
448
185
633
(12,793)
(13,733)
(26,526)
Depreciation expense
(12,290)
(1,830)
(14,120)
Disposals
563
563
Transfers
(4,130)
4,130
56
(21)
35
(28,594)
(11,454)
(40,048)
Exchange differences
Closing balance at 30 June 2012
15,113
2,581
186,249
136,718
136,000
272,718
(2,276)
(2,276)
756
756
303,753
136,000
15,113
2,581
457,447
(9,482)
(9,482)
294,271
136,000
15,113
2,581
447,965
Disposals
Impact of foreign
currencyconversion
Balance at 30 June 2011
Impact of foreign
currencyconversion
Balance at 30 June 2012
Accumulated amortisation
and impairment losses
Impairment expense
At 1 July 2010
10,793
29,672
40,465
At 1 July 2011
36,292
25,076
61,368
At 30 June 2012
46,284
19,778
66,062
(c)
(389)
(2,857)
(1,146)
(4,392)
(3,344)
(3,344)
(605)
(373)
(978)
(3,462)
(1,519)
(8,714)
Impairment losses
No impairment loss was recognised in relation to property, plant and equipment assets during 2012 and 2011.
(3,733)
Impairment expense
Amortisation expense
(605)
(372)
(977)
(3,733)
(4,067)
(1,891)
(9,691)
At 1 July 2010
168,166
12,256
1,435
181,857
At 1 July 2011
300,020
136,000
11,651
1,062
448,733
At 30 June 2012
290,538
136,000
11,046
690
438,274
(b)
(b)
Total
168,555
Amortisation expense
Exchange differences
Licences
Acquisition of subsidiaries
Accumulated depreciation
Disposals
Copyrights
Brand Names
Transfers
(c)
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(c)
(e)
Licences include intangible assets acquired through business combinations. These intangible assets have been assessed as
having a finite life and are amortised using the straight line method over a period of 5 to 10 years. If an impairment indication
arises, the recoverable amount is estimated and an impairment loss is recognised to the extent that recoverable amount is
lower than the carrying amount.
(iv) Goodwill
The recoverable value of the SAE Brand Name has been assessed using the same methods and assumptions as the
relatedgoodwill.
Goodwill is not amortised but is subject to annual impairment testing (see note 14(f)).
Some goodwill balances are denominated in currencies other than Australian Dollars. In particular a substantial portion of
goodwill associated with the purchase of the SAE Group is denominated in Euros. These non-Australian Dollars balances are
translated into Australian Dollars and fluctuate in line with foreign exchange movements. In the 2012 financial year Goodwill
decreased by $9.5m due to translation of foreign currency denominated goodwill.
(d)
Current
Trade payables
13,671
15,209
Other payables
57,094
67,585
1,949
1,774
72,714
84,568
6,459
7,305
Lease incentives
No impairment losses were recorded during the year. During the 2011 financial year impairment losses of $3.4m were recognised in
relation to intangible assets. The English Division was charged $2.1m following the loss of the South Australian AMEP contract, and
the Workforce Division was charged $1.2m following a review of Navitas College of Public Safety operations.
(e)
2011
$000s
Non Current
Lease incentives
(i) Carrying amount of goodwill allocated to each of the cash generating units
The carrying amounts of acquired goodwill have been allocated to the following individual cash generating units that have
significant amounts of intangibles for impairment testing as follows:
(a)
Fair value
Due to the short term nature of these payables (excluding lease incentives), their carrying value is assumed to approximate their
fairvalue.
2012
2011
128,799
136,382
Navitas English
45,633
38,277
32,332
32,332
11,738
11,738
13,089
13,089
10,804
10,804
48,143
57,398
290,538
(b)
16 Borrowings
2012
$000s
At amortised cost
Current
Loans from other related parties
2011
$000s
2,839
3,308
133,308
135,833
300,020
Non Current
Bank facility
The recoverable amount of these cash-generating units has been determined based on a value in use calculation using cash
flow projections covering a five year period, based on financial budgets approved by senior management.
The discount rate applied to cash flow projections is 14.6% (2011: 14%) and cash flows beyond the five year period are estimated
using a terminal value calculated under standard valuation principles incorporating a growth rate of 3.5% (2011: 3%).
(ii) Key assumptions used in value in use calculations for 30 June 2012 and 30 June 2011
The following describes each key assumption on which management has based its cash flow projections when determining the
value in use of the listed cash generating units.
Budgeted gross margins the basis used to determine the value assigned to the budgeted gross margins is the average gross
margins achieved in the year immediately before the budgeted year, increased for expected volume/efficiency improvements
based on historical trends. Thus values assigned to gross margins reflect past experience.
(a)
Fair value
Due to the nature of these borrowings, the carrying amount of the Groups borrowings approximate their fair value.
(b)
(c)
Wage inflation the basis used to determine the value assigned to wages inflation is the forecast inflation index during the
budget year for Australia. Values assigned to the key assumption are consistent with external sources of information.
SAE cash flow projections have been based on assumptions developed during the acquisition of SAE. These assumptions are
similar to those used by Navitas historically, adjusted for factors unique to SAE or the region that SAE operates in.
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86
16 Borrowings (continued)
18 Issued Capital
(d)
2012
$000s
Ordinary shares
The facilities are unsecured. The weighted average effective interest rate on the facilities was 4.43% (2011: 4.32%). Further details
are provided in note 23.
(e)
(a)
195,175
During the current and prior years, there were no defaults or breaches of any loans.
Ordinary shares entitle their holders to one vote, in person or by proxy, at a meeting of the company.
(b)
17 Provisions
2012
2012
$000s
2011
$000s
Current
Make Good provision
233
198
3,009
2,945
3,242
3,143
2,269
2,084
4,381
3,199
6,650
5,283
At 1 July
Issue of share capital
Cost of issuing share capital (net of tax)
Acquisition of subsidiary
Employee share schemes (i)
At 30 June
$000s
24
375,230,115
194,851
342,361,526
69,504
26,907,997
102,250
(1,422)
5,871,551
24,132
88,513
324
89,041
387
375,318,628
195,175
375,230,115
194,851
During the year the Company issued 37,735 (2011: 35,451) shares to executive employees (under the terms of the executive
share plan) to a value of $0.138m (2011: $0.154m) in settlement of obligations arising from the Companys ValueShare incentive
scheme. These obligations were previously recognised in the Companys results for the 30 June 2011 financial year. In addition,
the Company issued 50,778 (2011: 53,590) shares valued at $0.186m (2011: $0.233m) to eligible employees in lieu of salaries
and wages as part of the Companys Employee Share Ownership Plan.
Capital management
Refer to note 22 for further disclosures in relation to the Groups capital management activity.
Under the terms of its lease agreements the Group must restore certain leased premises to their condition as at the
commencement of the lease.
(b)
Shares Number
2011
$000s
Non Current
(a)
194,851
Ordinary shares have no par value and have the right to receive dividends as declared and, in the event of winding up the company,
to participate in the proceeds from the sale of all surplus assets in proportion to the number and amounts of paid shares held.
Refer to note 26 for terms and conditions of loans from other related parties.
(f)
2011
$000s
2011
$000s
2,282
1,833
147
220
517
(215)
2,502
2,282
233
198
2,269
2,084
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FINANCIAL STATEMENTS
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87
88
2012
$000s
2011
$000s
(b)
1,917
(167)
(839)
666
221
221
1,299
720
37,986
45,145
General reserve
Retained earnings
(a)
This reserve records the portion of the gain or loss on a hedging instrument in a cash flow hedge that is determined to be an
effective hedge.
(iii) General reserve
The general reserve is used to record amounts retained in equity as required by local laws relevant to subsidiary operations.
Note
2012
$000s
2011
$000s
(a)
2011
$000s
(900)
(1,503)
(167)
(832)
2,084
665
At 30 June
1,917
(167)
666
(1,864)
666
359
(839)
666
General reserve
At 1 July
Transfer from retained earnings
At 30 June
221
221
221
221
45,145
36,741
(221)
73,149
77,392
(80,308)
(68,767)
37,986
45,145
2012
$000s
Non controlling interest
At 1 July
Purchase of non controlling interest
Net profit/(loss) for the year
Dividends paid
Movements in reserves
Issue of Equity
(1,503)
392
471
(80)
(180)
-
(1,967)
327
(158)
(115)
258
152
(900)
(1,503)
1,349
143
(2,392)
1,349
323
(3,175)
(900)
(1,503)
At 30 June
Comprising:
Ordinary share capital
Reserves
Accumulated losses
2011
$000s
Retained earnings
At 1 July
Transfer to general reserve
Profit attributable to members of the parent entity
Dividends
At 30 June
(b)
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2011
$000s
976
-
939
666
976
1,605
668
1,198
848
-
1,866
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90
(a)
(a)
2011
$000s
Notional Amounts
Average exchange rate
Notional Amounts
3,016
2,365
0.5969
0.5918
Notional Amounts
2,446
2,263
1.0222
0.8838
Notional Amounts
2,265
2,170
1.2141
1.1981
Notional Amounts
435
0.9200
5,923
3,161
0.7344
0.7118
419
759
0.9549
1.0544
Notional Amounts
(2,095)
(3,502)
5.9676
6.0683
For the floating portion of the Groups EUR loan, representing 25% of the total EUR borrowing, the Group entered into a Cross
Currency Basis Swap. A Cross Currency Basis Swap is essentially a funding instrument that can be used to achieve a lower
floating rate of fixed rate funding cost and it is not a trading instrument. The Cross Currency Basis Swap reduced the margin
that the Group pays on their floating Euro exposure.
(1,731)
(2,825)
44.7829
43.5433
Similarly to an interest rate swap, there is a net interest receivable or payable each month. The settlement dates coincide with
the dates on which interest is payable on the underlying debt. This instrument does not satisfy the requirements for hedge
accounting. All movements in fair value are recognised in profit or loss in the period they occur.
1,465
2,057
0.6141
0.5835
1,525
0.9838
(b)
1,643
1,250
1.2174
1.2002
(2,332)
47.1603
(955)
54.9561
The interest rate swaps require settlement of net interest receivable or payable each month. The settlement dates coincide
with the dates on which interest is payable on the underlying debt. All swaps are matched directly against the appropriate loans
and interest expense and as such are considered highly effective. They are settled on a net basis. The swaps are measured at
fair value and all gains and losses attributable to the hedged risk are taken directly to equity and re-classified into profit or loss
when the interest expense is recognised.
5.8117
The Groups debt facilities allow borrowings in multiple foreign currencies, accordingly, interest-bearing loans of the Group
currently range from 1.8% to 6.9%. In order to protect against rising interest rates the Group has entered into interest rate swap
contracts under which it has a right to receive interest at variable rates and to pay interest at fixed rates. Swaps in place cover
approximately 70% (2011: 75%) of the principal outstanding at reporting date and are timed to expire at the renewal dates of
each loan. The fixed interest rates are 2.08% (2011: 2.08%).
(1,377)
(969)
6.1906
These contracts are fair valued by comparing the contracted rate to the market rates for contracts with the same length of
maturity. All movements in fair value are recognised in profit or loss in the period they occur. The net fair value gain on foreign
currency derivatives during the year was $0.381m (2011: loss $1.176m) for the Group.
2,179
0.6885
2,022
0.7418
2011
$000s
(c)
Credit risk
Credit risk arises from the potential failure of counterparties to meet their obligations at maturity of contracts. This arises on
derivative financial instruments with unrealised gains. Management have established a policy that ensures that the Group only deals
with counterparties that have a published credit rating and that exposure to individual counterparties is weighted based on the level
of rating achieved. Under this policy maximum exposure to an individual counterparty is 50% of the total portfolio.
462
0.8650
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92
When managing capital it is managements objective to maximize the returns to shareholders as measured by Economic Value
Added (EVA), whilst also ensuring that the entity continues to operate as a going concern.
The main risks that may arise from the Groups financial instruments are interest rate risk, foreign currency risk, credit risk and
liquidity risk.
EVA measures the profits earned by the business after charging for the funds invested by both lenders and shareholders.
Accordingly management aims to maintain a capital structure that ensures the lowest cost of capital for the Group, and maximizes
returns to shareholders from their capital investment.
The Group uses different methods to measure and manage different types of risks to which it is exposed. These include monitoring
levels of potential exposure to interest rate and foreign exchange risk and assessments of market forecasts for interest rate and
foreign exchange rates. Where material, ageing analyses and monitoring of specific credit allowances are undertaken to manage
credit risk, liquidity risk is monitored through the development of future rolling cash flow forecasts and maintenance of appropriate
credit facilities.
Management are regularly reviewing capital structure to ensure that the Group takes advantage of favourable costs of capital. As the
market is constantly changing, management will: actively review the amount of dividends to be paid to shareholders, return capital
to shareholders, issue new shares, and initiate on market share buy backs, and drawdown on/repay bank borrowings to ensure that
capital is managed appropriately.
The capital structure of the Group consists of debt, which includes the borrowings disclosed in note 16, cash and cash equivalents,
and equity attributable to equity holders of the parent (comprising issued capital, reserves and retained earnings as disclosed in
note 18 and 19). The Group operates globally, primarily through subsidiary companies established in the markets in which the Group
trades. None of the Groups entities are subject to externally imposed capital requirements.
Operating cash flows are used to maintain and expand the Groups operations as well as make routine outflows of tax, dividends and
repayment of maturing debt.
The Audit and Risk Committee periodically reviews and approves the policies for managing each of these risks as summarised below.
(a)
The groups policy is to borrow centrally, using a variety of currencies, to meet anticipated funding requirements.
Management monitors capital through the combination of gearing ratio (net debt/total capital) and return on capital employed. The
limit for the Groups gearing ratio is no greater than 50%, based on current credit facilities. The Groups gearing ratios at 30 June
2012 and 2011 were as follows:
2012
$000s
2012
$000s
Financial Assets
Cash and cash equivalents
2011
$000s
2011
$000s
19,162
36,307
Bank borrowings
(40,452)
(33,958)
Net exposure
(21,290)
2,349
Financial Liabilities
Total borrowings
136,147
139,141
(19,162)
(36,307)
Net (cash)/debt
116,985
102,834
Total equity
233,560
239,213
Total capital
350,545
342,047
33.4%
30.0%
Gearing ratio
Managements target for return on capital employed is a minimum return in excess of the Groups weighted average cost of capital
(WACC). For 2012, the Groups WACC was approximately 10% (2011: 10%), and returns achieved were 9.4% (2011: 50.6%) from
continuing operations.
Interest rate swap contracts outlined in note 21 with a fair value loss of $1.198m (2011: gain $0.666m) are exposed to fair value
movements if interest rates change. Under these contracts the group is committed to $2.1m (2011: $2.1m) interest expense within
12 months, $1.6m (2011: $2.1m) interest expense between one year and two years, and $nil (2011: $1.6m) interest expense between
twoyears and five years, on $92.9m (2011: $101.9m) of notional debt at 2.08%.
The Groups policy is to manage its interest cost using a mix of fixed and variable rate debt. The Groups policy is:
Current borrowings:
Non current borrowings (one to three years):
Non current borrowings (three to five years):
To manage this mix in a cost efficient manner the Groups policy allows for both fixed rate and floating rate debt. In the absence of
fixed rate debt the Groups policy allows for the use of interest rate swaps, collars and caps. Where the Group enters into fixed rate
debt it is understood that this creates a fair value exposure as a by-product of the Groups attempt to manage its cash flow volatility
arising from interest rate changes.
The Groups principal financial instruments comprise receivables, payables, bank loans, finance leases, cash and cash equivalents
and derivatives.
At the 30 June 2012 the Group had bank debt of $40.452m (2011: $33.958m) at floating rates, and $92.856m (2011: $101.875m) at
fixed rates (via swap).
The Group manages its exposure to key financial risks, including interest rate and currency risk in accordance with the Groups
Treasury policy. The objective of the policy is to support the delivery of the Groups financial targets whilst protecting future
financialsecurity.
At 30 June 2012 the face value of interest rate swaps, collars and caps held was $92.856m (2011: $101.875m).
The Group may enter into derivative transactions, principally interest rate swaps and forward currency contracts. The purpose is
to manage the potential interest rate and currency risks arising from the Groups operations and its sources of finance. Trading in
derivatives may also be undertaken, specifically in forward currency contracts. These derivatives provide economic hedges, but do
not qualify for hedge accounting and are based on limits approved by the Audit and Risk Committee.
EVA Is a registered trademark of Stern Stewart & Co.
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94
The Group constantly analyses its interest rate exposure. Within this analysis consideration is given to potential renewals of existing
positions, alternative financing, alternative hedging positions and the mix of fixed and variable interest rates.
(b)
The following sensitivity is based on the foreign currency risk exposures in existence at the reporting date.
The following sensitivity analysis is based on the interest rate risk exposures in existence at the balance sheet date.
At 30 June 2012, if exchange rates had moved, as illustrated in the table below, with all other variables held constant, post tax
profit and equity would have been affected as follows:
At 30 June 2012, if interest rates had moved, as illustrated in the table below, with all other variables held constant, post tax
profit and equity would have been affected as follows:
2012
$000s
2012
$000s
2011
$000s
2011
$000s
16
The movements in profit and equity are due to lower interest revenues from variable rate cash balances, and higher interest
expenses from variable rate borrowings. The sensitivity is changed compared to 2011 because of a decrease in cash balances
and increase in net debt that has occurred due to acquisition activity.
Management believe the balance date risk exposures are representative of the risk exposure inherent in the
financialinstruments.
(b)
The Groups policy is to use forward currency contracts to reduce currency exposures over a rolling 24 month horizon.
Contracts are taken out where exposures are in excess of $0.75m in any single rolling 12 month period.
It is Groups policy not to enter into forward contracts until the forecast transactional exposure is considered a committed
exposure, and will only enter into forward contracts within the following bands.
Current exposure (1-12 months): between 25% and 75% of forecast transactional exposure
Non current exposure (13-24 months): between 0% and 50% of forecast transactional exposure
The Group and the Company has, as disclosed in note 21, forward currency contracts held for trading that are subject to fair
value movements through profit and loss as foreign exchange rates move.
(218)
(164)
AUD/INR +5%
(390)
(128)
AUD/EUR +5%
858
201
AUD/CNY -10%
118
376
AUD/INR -10%
(164)
306
AUD/EUR -10%
(564)
(402)
The movements in profit and equity in 2012 are more sensitive than in 2011 due to continued offshore expansion and
correspondingly increased use of forward currency contracts.
AUD/CNY +5%
Management believe the balance date risk exposures are representative of the risk exposure inherent in the
financialinstruments.
(c)
Credit risk
Credit risk arises from the financial assets of the Group, which comprise cash and cash equivalents, trade and other receivables,
other financial assets and derivative instruments. The Groups exposure to credit risk arises from potential default of the counter
party, with a maximum exposure equal to the carrying amount of these instruments.
Exposure at balance date is addressed in each applicable note.
The Group is not exposed to significant credit risk due to the nature of revenue which is generally received in advance of the service
being provided.
In situations where revenues are not provided in advance of service, the Group trades only with recognised, creditworthy third
parties, and as such collateral is not requested nor is it the Groups policy to securitise its trade and other receivables.
It is the Groups policy that all customers who wish to trade on credit terms are subject to credit verification procedures including
an assessment of their independent credit rating, financial position, past experience and industry reputation. Risk limits are set for
each individual customer in accordance with parameters set by the Board. These risk limits are regularly monitored.
In addition, receivable balances are monitored on an ongoing basis with the result that the Groups exposure to bad debts is
notsignificant.
There are no significant concentrations of credit risk within the Group and financial instruments are spread amongst a number of
financial institutions to minimise the risk of default of counterparties.
Credit risk exposure from financial guarantees is set out in note 25.
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96
(d)
(d)
Liquidity risk
The Groups objective is to maintain a balance between the continuity of funding and flexibility through the use of operating cash
flows and committed available credit facilities.
The Group has entered into financial guarantee contracts as disclosed in note 25c. In the event of default these are at call. Default is
considered remote and the Group expect that no payment will be required in the foreseeable future.
During the 2011 financial year the group renegotiated it facilities as follows:
The tables above reflect all contractually fixed settlement, repayments, receivables and interest resulting from recognised financial
liabilities and assets, including derivative financial instruments, as of 30 June 2012. For derivative financial instruments the gross
cash settlement is presented where gross settlement occurs and the net cash settlement is presented where net settlement occurs.
For the other obligations the respective undiscounted cash flows for the respective upcoming fiscal years are presented. Cash flows
for financial liabilities are based on the earliest possible date for on which the Group can be required to pay. Cash flows for financial
assets are based on the terms and conditions existing at the balance sheet date.
Two facilities ending June 2012 were extended until February 2014 and the facility limits were each increased by $75m to
$100m ($200m in total)
One facility, for $25m, ending June 2011 was extended until June 2012.
During the 2012 year the $25m facility ending 30 June 2012 was extended to 30 June 2013. No other facilities were changed.
At 30 June 2012 $133.308m of the facility had been utilised (2011: $135.833m). Cash flows from operations for 2012 were $73.9m
(2011: $69.5m).
The Groups policy is that no more than 50% of credit facilities should mature within the following 12 months. At 30 June 2012, 11%
(2011: 11%) of the Groups credit facilities will mature within the following 12 months.
(i) Contractual maturities
2012
Financial assets
Cash and cash equivalents
Trade and other receivables
Foreign exchange derivatives
Financial liabilities
Trade and other payables
Borrowings
Interest rate derivatives
Foreign exchange derivatives
Net maturity
<3 months
$000s
3 months
to a year
$000s
15 years
$000s
Total
$000s
19,162
78,445
314
3,274
509
153
19,162
81,719
976
97,921
3,783
153
101,857
13,671
530
167
57,094
2,839
1,589
430
133,308
1,589
71
70,765
136,147
3,708
668
14,368
61,952
134,968
211,288
83,553
(58,169)
(134,815)
(109,431)
36,307
58,952
184
13,640
516
239
36,307
72,592
939
95,443
14,156
239
109,838
15,209
530
145
65,338
1,589
476
139,141
3,708
227
80,547
139,141
5,827
848
15,884
67,403
143,076
226,363
79,559
(53,247)
(142,837)
(116,525)
Management manages this liquidity risk by the maintenance of appropriate unutilised credit facilities and continued operation
of the business as a going concern generating operating cash flows. Whilst operating as a going concern, the material business
units of the Group receive operating cash flows prior to the provision of the service. At 30 June 2012, the Group had recognised
deferred revenue of $173.999m (2011: $169.490m), representing cash receipted by the Group for which tuition services had yet
to be provided. Management have utilised these cash receipts to reduce debt, return capital to shareholders, and to purchase
investments. At 30 June 2012, the Group had $133.308m bank debt (2011: $135.833m) and had unutilised credit facilities of
$91.692m available (2011: $89.167m). Management is confident this is sufficient to cover any liquidity risk exposure at 30 June.
(e) Fair value
The methods for estimating fair value are outlined in the relevant notes to the financial statements.
Subsequent to initial recognition at fair value financial instruments are grouped into Levels 1 to 3 based on the degree to which the
fair value is observable. Levels are defined as follows:
Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets
ofliabilities.
Level 2 fair value measurements are those derived from inputs other than quoted prices included with Level 1 that are
observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 fair 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).
Derivative financial assets and liabilities disclosed in note 21 are classified as level 2 fair value measurements. The Group has no
significant financial assets and liabilities grouped as level 3 fair value measurements. There were no transfers between level 1 and 2
in the current or prior period.
2011
Financial assets
Cash and cash equivalents
Trade and other receivables
Foreign exchange derivatives
Financial liabilities
Trade and other payables
Borrowings
Interest rate derivatives
Foreign exchange derivatives
Net maturity
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98
24 Business combinations
The 2011 statement of comprehensive income includes revenue of $65.0m, and profit after tax of $12.3m, as a result of the
acquisition. Had the acquisition of SAE occurred at the beginning of the 2011 financial year the statement of comprehensive income
would have included revenue of $122.0m, and profit for the year of $22.7m.
The following significant acquisitions occurred during the 2011 financial year.
Acquisition of SAE
Navitas Limited paid a premium for the acquisition, and recognised goodwill of $136.382m, because it believes the long run growth
opportunities and potential for synergies are significant.
Effective 1 January 2011, Navitas limited acquired the SAE group of companies (SAE). SAE was a privately held group of companies
that specialised in the provision of education services in the area of Creative Media, specifically audio, film and media.
The total consideration transferred was $294.294m and included a combination of cash and equity instruments. Total cash
transferred was $270.162m and 5,871,551 ordinary shares were issued to the vendor, with a fair market value of $4.11 each (totaling
$24.132m) based on the quoted price of the shares of Navitas Limited on the date of issue.
Navitas had no other material acquisitions during the 2011 financial year, however, Navitas was awarded the tender to manage the
operations of La Trobe International College, Melbourne.
Navitas transferred no consideration for this, but acquired the following identifiable assets and liabilities.
As at 30 June 2011, the Group had provisionally recognised the fair values of the identifiable assets and liabilities of SAE based
upon the best information available at the reporting date. Some balances were provisional because in some cases accounting
estimates were still subject to finalisation by independent valuers. All valuations were finalised during the 2012 financial year
with no differences arising between the provisional and final valuations and related acquisition accounting. Provisional Business
combination accounting was as follows:
Fair value at
acquisition date
Note
$000s
Cash and cash equivalents
Fair value at
acquisition date
Note
$000s
Carrying Value
$000s
22,005
22,005
9,805
10,213
20,891
20,891
2,837
2,837
136,000
Prepayments
3,273
3,273
Other assets
705
2,998
195,516
62,217
Trade receivables
14
Trade payables
2,214
2,214
Other payables
4,496
4,496
27,982
27,982
Unearned Income
Tax liabilities
Borrowings
Provisions
14
Other transactions
567
567
2,255
2,255
90
90
37,604
37,604
157,912
24,613
Carrying Value
$000s
3,868
3,868
Unearned Income
3,868
3,868
14
This resulted in a net cash inflow to the Group of $3.868m. No acquisition costs were paid.
Disposals
During the 2011 financial year Navitas disposed of SAE operations in the United Arab Emirates for $7.133m. Navitas recognised a
gain of $3.816m on this disposal.
136,382
294,294
270,162
24,132
294,294
4,874
22,005
Cash paid
(270,162)
(248,157)
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100
(a)
(a)
Leasing
(i) Operating leases Group as lessee
The Group has entered into commercial leases on certain premises. These leases have an average life of between three and ten
years with options to renew in some cases. There are no restrictions placed upon the lessee by entering into these leases.
2012
$000s
2011
$000s
36,678
32,969
106,073
101,162
46,170
48,782
188,921
182,913
In respect of non-cancellable operating leases the following liabilities have been recognised:
2012
$000s
2011
$000s
Lease incentives
(b)
Current
1,949
1,774
Non Current
6,459
7,305
8,408
9,079
(c)
The consolidated financial statements include the financial statements of Navitas Limited and the controlled entities listed in the
following table.
Beneficial
Interest (%)
2012
2011
Country of incorporation
Name
Guarantees
The Group has entered into lease rental guarantees with a face value of $27.667m (2011: $27.260m) and performance guarantees
with a face value of $36.894m (2011: $14.060m). The fair value of the guarantees has been assessed as $nil based on underlying
performance of the entities subject to the guarantees.
Investment
($000s)
2012
2011
Australia
ACL Pty Ltd*
Australian Campus Network Pty Limited*
Australian College of Applied Psychology Pty. Limited*
Australian College of English Pty Ltd*
Cadre Design Pty. Limited
Colleges of Business & Technology (NSW) Pty Ltd*
Colleges of Business and Technology (WA) Pty Ltd*
Cytech Intersearch Pty Limited*
Educational Enterprises Australia Pty. Ltd.*
Educational Services Pty Ltd*
EduGlobal Australia Pty Ltd
EduGlobal Pty Ltd*
Hawthorn Learning Pty Limited*
Health Skills Australia Pty Ltd*
IBT (Canada) Pty Limited*
IBT (Sydney) Pty Limited*
IBT Education Pty Ltd*
IBT Finance Pty Limited*
Institutes of Business and Technology (UK) Pty Ltd*
Learning Information Systems Pty Limited
LM Training Specialists Pty. Ltd.*
Melbourne Institute of Business and Technology Pty Ltd*
Navitas America Pty Ltd*
Navitas Bundoora Pty Ltd*
Navitas College of Health Pty Ltd*
Navitas College of Public Safety Pty Ltd
Navitas English Pty Limited*
Navitas English Services Pty Limited*
Navitas Professional Pty Ltd*
Navitas Professional Training Pty Ltd*
Navitas SAE Holdings Pty Ltd*
Navitas USA Pty Ltd*
Newcastle International College Pty Ltd*
Perth Institute of Business and Technology Pty Ltd*
Queensland Institute of Business & Technology Pty Ltd*
SAE Institute Pty Limited
South Australian Institute of Business and Technology Pty Ltd*
Sydney Institute of Business and Technology Pty Ltd*
The Australian Centre for Languages Pty Ltd*
The Learning Space Pty Ltd
100
100
100
100
100
100
100
100
100
100
55
100
100
100
100
100
100
100
100
85
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
55
100
100
100
100
100
100
100
100
85
100
100
100
100
100
75
100
100
100
100
100
100
100
100
100
100
100
100
100
-
13,581
100
12,914
1,620
1,689
5,290
3,500
3,089
11,875
2,021
55,821
3,720
2,201
10,339
465
32,603
-
13,581
12,914
1,620
1,689
5,290
3,500
3,089
11,875
2,021
55,821
3,720
2,201
10,339
465
32,603
-
Canada
Fraser International College Limited
Navitas Canada Holdings Limited
100
100
100
100
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FINANCIAL STATEMENTS
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101
102
(a)
(a)
Country of incorporation
Name
Beneficial
Interest (%)
2012
2011
Country of incorporation
Name
Investment
($000s)
2012
2011
Germany
SAE Alumni GmbH
SAE Institute GmbH
SAE Germany Holdings GmbH
100
100
100
100
100
64,000
-
64,000
-
India
Study Overseas Global Private Limited
Study Overseas India Private Limited
100
100
100
100
Netherlands
SAE Coperatief U.A.
SAE Netherlands B.V.
SAE Technology Group Holdings B.V.
100
100
100
100
100
100
85,744
85,744
Singapore
Curtin Education Centre Pte. Ltd.
Navitas Asia Holdings Pte. Ltd.
Navitas Education Centre Pte. Ltd.
SAE Institute Pte. Ltd.
100
100
100
100
100
100
100
100
1,373
-
United Kingdom
Cambridge Ruskin International College Limited
Edinburgh International College Ltd
Employment Overseas Ltd.
HIBT Limited
International College Portsmouth Ltd.
International College Wales Limited
London IBT Limited
Navitas UK Holdings Limited
Plymouth Devon International College Ltd
SAE Education Limited
Study Overseas Ltd.
The International College at Robert Gordon University Ltd
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
1,666
24
9,790
-
1,666
24
9,790
-
United States
Navitas Boston LLC
Navitas Bowling Green LLC
Navitas Dartmouth LLC
Navitas Lowell LLC
Navitas USA General Partnership
Navitas USA Holdings LLC
SAE Institute Group, Inc.
SAE Institute of Technology (Atlanta) Corp.
SAE Institute of Technology (Chicago) Corp.
SAE Institute of Technology (Los Angeles) Corp.
SAE Institute of Technology (Miami) Corp.
SAE Institute of Technology (Nashville) Corp.
SAE Institute of Technology (New York) Corp.
SAE Institute of Technology (San Francisco) Corp.
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
7,000
-
7,000
-
Rest of World
Ausedken Limited (Kenya)
Australian College of Business and Technology (Private) Limited (Sri Lanka)
EduGlobal China Limited (Hong Kong)
Navitas SAE FZ-LLC (UAE)
PT SAE Kreatif Media (Indonesia)
SAE Egitim Enstits Limited Sirketi (Turkey)
SAE Gesellschaft fr Ausbildung von Tontechnikern Gesellschaft m.b.H. (Austria)
SAE Hellados Sole Partner Ltd Laboratory of Liberal Studies (Greece)
SAE Institute Belgium SPRL (Belgium)
SAE Institute Izobraevanje Na Podrocju Audio, Video In Filmske Tehnike, D.O.O.,
Ljubljana (Slovenia)
SAE Institute South Africa Pty Ltd (South Africa)
SAE Italia Srl. (Italy)
SAE School of Audio Engineering AG (Switzerland)
SAE Technology Group, S.L. (Spain)
School of Audio Engineering (N.Z.) Limited (New Zealand)
School of Audio Engineering France SARL (France)
School of Audio Engineering Sweden Aktiebolag (Sweden)
Study Overseas (Mauritius) Holdings Ltd (Mauritius)
Investment
($000s)
2012
2011
100
75
55
100
100
100
100
100
100
100
75
55
100
100
100
100
859
7,070
5,090
-
859
7,070
5,090
-
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
During the period, no entity obtained relief under the Class Order or a previous order at the end of the immediately preceding
financial year but which was ineligible for relief in respect of the relevant financial period.
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FINANCIAL STATEMENTS
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103
104
(b)
(b)
2012
$000s
Closed Group
2012
$000s
Revenue
2011
$000s
484,947
Current Assets
481,846
Marketing expenses
(62,859)
(61,711)
Academic expenses
(112,763)
(96,911)
Administration expenses
(195,532)
(233,212)
(8,441)
(3,610)
Finance costs
Profit before income tax expense
105,352
86,402
(29,380)
(24,804)
75,972
61,598
(1,864)
666
359
2011
$000s
Cash
2,504
71,171
87,278
Other
10,973
8,768
84,648
96,046
38,638
29,858
10,669
11,762
Intangible assets
365,912
284,938
181,134
170,860
596,353
497,418
Total Assets
681,001
593,464
Current Liabilities
Trade and other payables
(1,505)
666
74,467
62,264
Deferred revenue
Current tax payables
Borrowings
Provisions
Total Current Liabilities
55,924
62,917
113,439
112,137
9,599
5,141
130,344
34,813
3,192
3,144
312,498
218,152
6,273
6,819
133,308
135,833
6,452
4,673
146,033
147,325
Total Liabilities
458,531
365,477
Net Assets
222,470
227,987
195,175
194,851
Borrowings
Provisions
Equity
Issued capital
Reserves
Retained earnings
Total Equity
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(839)
666
28,134
32,470
222,470
227,987
FINANCIAL STATEMENTS
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105
106
(b)
(a)
The following were key management personnel of the Group at any time during the reporting period and unless otherwise indicated
were key management personnel for the entire period:
2011
$000s
(i) Directors
Harvey Collins
Non-Executive Chairman
Rod Jones
At 1 July
32,470
39,639
Peter Campbell
Non-Executive Director
75,972
61,598
Ted Evans
Non-Executive Director
(80,308)
(68,767)
Tracey Horton
James King
Non-Executive Director
Peter Larsen
Non-Executive Director
Dividends
At 30 June
(c)
28,134
32,470
(ii) Executives
Tony Cullen
During the financial year, the following transactions occurred between the Group and its other related parties:
Lyndell Fraser
Hugh Hangchi
Minority shareholders have loaned $55,330 (2011: $228,129) to controlled entities, and minority shareholders were repaid
$475,481 (2011: $304,586).
The following balances arising from transactions between the Group and its other related parties are outstanding at
reportingdate:
Current loans totaling $2,838,944 (2011: $2,831,605) are repayable to Mr David Shi and his related entities. Mr Shi is the
Managing Director of EduGlobal China Ltd (EGC) and owns the minority shareholding of EGC not owned by Navitas Limited.
Interest on the loan is charged at nil% (2011: nil). No repayments were made during the period.
At 30 June 2011 interest free non current loans totaling $475,481 were repayable to Solinet Investments Pte Ltd. Solinet
Investments owns 10% of Navitas Singapore Pte Ltd. During the 2012 financial year period $475,481 was repaid and
the loan was reduced to nil. During the 2011 financial year $152,393 of the loan was converted to equity and $304,586
wasrepaid.
No receivables (2011: $335,000) are due from Australian Institute of Business & Technology Limited. An amount of
$335,000 was written off in the year. During the prior year a provision of $335,000 was recorded against this receivable.
Neil Hitchcock
Bryce Houghton
Scott Jones Executive General Manager Student Recruitment, Manager SAE Integration and Liaison
(appointed 1 July 2011)
Jenny Michel
John Wood
Helen Zimmerman
All amounts advanced to or repayable to related parties are unsecured and are subordinate to other liabilities. The amounts
outstanding will be settled in cash. No expense has been recognised in the period for bad or doubtful debts in respect of the
amounts owed by related parties.
Guarantees provided or received for any related party receivables or payables have been disclosed in note 25.
Transactions and balances between the company and its associates were eliminated in the preparation of consolidated
financial statements of the Group to the extent of the Groups share in profits and losses of the associate resulting from
thesetransactions.
(d)
Ultimate Parent
Navitas Limited is the ultimate Australian parent company and ultimate parent of the Group.
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FINANCIAL STATEMENTS
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107
108
(b)
(c)
2011
$
2012
4,456,775
5,890,375
447,754
503,256
Lyndell Fraser
(87,576)
268,112
4,816,953
Balance at
beginning of year
Tony Cullen
(103,500)
95,911
36,251
11,832
48,083
Hugh Hangchi
75,962
10,000
85,962
Neil Hitchcock
144,475
144,475
Scott Jones
(c)
Jenny Michel
The movement during the reporting period in the number of ordinary shares in Navitas Limited held, directly, indirectly or
beneficially, by each key management person, including their related parties, is as follows:
John Wood
Helen Zimmerman
(i) Directors
2012
Harvey Collins
Balance at
beginning of year
Acquisitions
Balance at
end of year
Disposals
Balance at
end of year
Disposals
199,411
Bryce Houghton
6,661,743
Acquisitions
107,553
20,000
127,553
2,650,136
20,000
(60,160)
2,609,976
33,573
7,151
40,724
112,642
273
112,915
86,305
(55,547)
30,758
3,446,308
69,256
(219,207)
3,296,357
2011
43,948
43,948
Tony Cullen
199,411
199,411
Rod Jones
53,517,995
65,000
53,582,995
Lyndell Fraser
22,589
13,662
36,251
Peter Campbell
19,053,512
19,053,512
Hugh Hangchi
75,962
75,962
60,000
60,000
Neil Hitchcock
107,175
37,300
144,475
Ted Evans
Tracey Horton*
James King
Peter Larsen
50,000
50,000
28,727,357
28,727,357
Bryce Houghton
Scott Jones
Jenny Michel
John Wood
101,452,812
65,000
101,517,812
Helen Zimmerman
2011
40,000
3,948
43,948
Rod Jones
Harvey Collins
53,517,995
53,517,995
Peter Campbell
19,053,512
19,053,512
Ted Evans
60,000
60,000
James King
50,000
50,000
28,727,357
28,727,357
101,448,864
3,948
101,452,812
Peter Larsen
(d)
107,278
275
107,553
2,650,136
2,650,136
24,807
8,766
33,573
112,642
112,642
76,244
10,061
86,305
3,376,244
70,064
3,446,308
(e)
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FINANCIAL STATEMENTS
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109
110
Subsequent to balance sheet date, the directors of the Company declared a final dividend on ordinary shares in respect of the 2012
financial year. The total amount of dividend is $37.907m, which represents a fully franked dividend of 10.1 cents per share. The
dividend has not been provided for in the 30 June 2012 financial statements.
a)
Financial Information
2012
$000
Parent
29 Auditors remuneration
2011
$000
77,035
32,739
77,035
32,739
Current Assets
15,231
17,528
483,390
389,945
Current Liabilities
139,176
28,614
Total Liabilities
277,729
179,165
195,175
194,851
2011
$
Audit services
Total Assets
324,605
261,266
7,150
6,500
193,693
293,364
275,060
106,307
625,119
842,826
Total Equity
Other Auditor
Audit and review of financial reports
127,500
b)
666
11,325
15,263
205,661
210,780
Guarantees
Cross guarantees have been provided by Navitas Limited and its controlled entities as listed in note 26. The fair value of the cross
guarantee has been assessed as $nil based on the underlying performance of the entities in the closed group.
Other services
Auditor of the Company
c)
(839)
752,619
842,826
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FINANCIAL STATEMENTS
next
111
113
DIVERSITY DELIVERS
COLLECTIVE
ACHIEVEMENT
Directors Report
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FINANCIAL STATEMENTS
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114
Directors Report
Your Directors submit their report for the
year ended 30 June 2012.
Committee Membership
As at the date of this report, the Company
had an Audit and Risk Committee and a
Nomination and Remuneration Committee.
Directors
The names and details of the Companys
Directors in office during the financial
year and until the date of this report are
set out on pages 8 and 9. Directors were
in office for this entire period unless
otherwisestated.
Harvey Collins
43,948
Rod Jones
53,582,995
Peter Campbell
19,053,512
Ted Evans
60,000
Tracey Horton
James King
50,000
Peter Larsen
Directors
28,727,357
Directors Meetings
The number of meetings of Directors
(including meetings of committees of
Directors) held during the year and the
number of meetings attended by each
Director were as shown in the table below.
All Directors were eligible to attend all
meetings held.
Nomination and
Remuneration
James King
(Chairman)
Ted Evans
(Chairman)
Harvey Collins
Peter Campbell
Ted Evans
Harvey Collins
Corporate Information
Company Secretary
Corporate Structure
Number of
meetings held
while a director
Number of
meetings
attended
Dividends
Cents
Harvey Collins
Rod Jones
Peter Campbell
Ted Evans
Tracey Horton*
James King
Peter Larsen
Meetings of Committees
Directors meetings
on ordinary shares
Final for 2011 shown as
recommended in the
2011 report
on ordinary shares
Future Developments
Likely developments in, and expected
results of the operations of the Group
in subsequent years are referred to
elsewhere in this report, particularly on
pages 14 to 39. In the opinion of the
Directors, further information on those
matters could prejudice the interests of the
Company and the Group and has therefore
not been included in this report.
$000s
Environmental Regulation
andPerformance
Final dividends
recommended
on ordinary shares
Interim dividends paid
during the year
Rounding
10.1
37,907
9.4 35,280
12.0 45,028
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Auditors Independence
Declaration
The auditors independence declaration
is set on page 126 and forms part of the
directors report for the financial year
ended 30 June 2012.
Remuneration Report
This report outlines the remuneration
arrangements in place for the key
management personnel (Directors
and executives) of Navitas Limited
(theCompany).
The following were key management
personnel at any time during the reporting
period and unless otherwise indicated
were key management personnel for the
entire period.
FINANCIAL STATEMENTS
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115
116
Non-Executive Chairman
Rod Jones
Peter Campbell
Non-Executive Director
Ted Evans
Non-Executive Director
Tracey Horton
James King
Non-Executive Director
Dr Peter Larsen
Non-Executive Director
Executives
Tony Cullen
Lyndell Fraser
Hugh Hangchi
Neil Hitchcock
Bryce Houghton
Scott Jones
Jenny Michel
John Wood
Remuneration Philosophy
The performance of the Company depends
upon the quality of its directors and
executives. To prosper, the Company must
attract, motivate and retain highly skilled
directors and executives.
To this end, the Company embodies
the following principles in its
remunerationframework:
Provide competitive rewards to attract
high calibre executives;
Link executive rewards to
Shareholdervalue;
Have a significant portion of executive
remuneration at risk, dependent
upon meeting pre-determined
performancebenchmarks;
Mandatory requirement for senior
executives of the Company to take at
least 50% of all incentive payments
in the form of ordinary shares in the
Company (until such executives hold
a beneficial interest in shares in the
Company equal to the value of their
fixed remuneration); and
Establish appropriate, demanding
performance hurdles in relation to
variable executive remuneration.
Nomination and
RemunerationCommittee
The Nomination and Remuneration
Committee of the Board of Directors is
responsible for determining and reviewing
compensation arrangements for the
directors, the Chief Executive Officer (CEO)
and the senior management team.
The Nomination and Remuneration
Committee assesses the appropriateness
of the nature and amount of remuneration
of directors and senior managers on a
periodic basis by reference to relevant
employment market conditions with the
overall objective of ensuring maximum
stakeholder benefit from the retention of a
high quality board and executive team.
Remuneration Structure
In accordance with best practice corporate
governance, the structure of non-executive
Director and senior manager remuneration
is separate and distinct.
Non-executive
Director Remuneration
Objective
The Board seeks to set aggregate
remuneration at a level which provides
the Company with the ability to attract
and retain directors of the highest calibre,
whilst incurring a cost that is acceptable
toshareholders.
Structure
Structure
Fixed Remuneration
Objective
The level of fixed remuneration will be
reviewed annually accordingly to ensure
it is commensurate with Company
and individual performance, as well
as consistent with market rates for
comparable executive roles.
Structure
Fixed remuneration can be received in
a variety of forms, including cash and
fringe benefits such as motor vehicles and
expense payment plans. It is intended that
the manner of payment chosen will be
optimal for the recipient without creating
undue cost for the Company.
Variable Remuneration
Summary of Outcomes for 2012
While final incentive payments are subject
to Board determination in September
each year, at a Group level, performance
during 2012 was below target and as a
consequence, no incentive is expected to
be paid to Corporate staff in relation to the
2012 year, including the Managing Director
and CEO.
Many business units within the Group fared
better and incentive plan participants at
this level are likely to receive some level
ofreward.
Objective
Structure
Target
Variable Pay
(TVP)
TVP ranges
from 10%75%
of fixed pay
depending on
responsibility.
EVA
performance
Corporate
staff are tied
to the Group
EVA result,
business unit
staff are tied
to the business
unit and Group
EVAresult.
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EVA incentive
declared
For participants
with TVP of
20% or more,
declarations are
uncapped on
the upside and
thedownside.
For others,
declarations
are limited
to 0%200%
ofTVP.
+/
Individual
performance
Individual
performance
is determined
by the business
unit managing
director, Chief
Executive
Officer or
Board (as the
case may be).
Final
payment
For participants
with TVP of 20%
or more, if the
payment is in
excess of their
TVP, two thirds
of the amount
above their
TVP is deferred
at risk for
twoyears.
FINANCIAL STATEMENTS
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117
118
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FINANCIAL STATEMENTS
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120
Tony Cullen*, Lyndell Fraser, Hugh Hangchi, Neil Hitchcock*, Scott Jones, John Wood*
Term
No term is specified
Notice Period
Relationship of Rewards
toPerformance
In the opinion of the Directors the
Companys remuneration policies have
contributed to the Companys success in
creating shareholder value since listing, as
demonstrated by the following table which
has key measures of the Groups earnings
and shareholder returns.
* For these executives, a Material Change also includes where a third party acquires a controlling interest in the Company.
EBITDA
126,817
Depreciation
(14,120)
112,697
Taxes at 30%
(33,809)
78,888
Capital Employed*
Cost of Capital
40,764
38,124
A-B
Opening EVA
57,882
EVA (decrease)/increase
Term
No term specified.
Notice Period
Either party may terminate by providing one months written notice in the case of Ms Michel and six months written
notice in the case of Ms Zimmerman.
The company may terminate without notice if the employee commits misconduct, is convicted of any criminal
offence which brings the company into disrepute or is continually or significantly neglectful of the employeesduties.
Termination
Provisions
None
Executive
Bryce Houghton
Term
Notice Period
* based on the average of month end net debt and equity balances throughout the year, after adjustments
Termination
Provisions
The Company may also terminate without notice if the employee is unable to perform duties due to illness, injury
orincapacity.
If the Company terminates by giving one months notice in writing, the employee is entitled to a final termination
payment equivalent to the remuneration for the balance of the contract.
If the Company terminates for illness, injury or incapacity, the employee is entitled to any amounts owing
as compensation under the employment agreement to the extent earned on a pro-rata basis together with
compensation (without loading, bonuses or profit share) that would otherwise have been paid to the end of the then
current term of employment, plus reimbursement for any properly incurred (and fully documented) costs.
2011
2010
2009
2008
2007
2006
$54.53
$40.64
$27.29
$20.59
$18.34
19.5
20.7
18.8
14.3
10.9
9.3
9.5
$80.3
$68.7
$57.8
$40.1
$33.7
$31.5
$39.5
$4.34
$4.03
$4.66
$2.73
$2.09
$1.89
$1.88
19.8
22.9
19.4
14.6
12.2
10.6
10.2
$73.15
$77.30
$64.20
$49.20
$37.43
$32.25
$31.49
9%
50%
59%
47%
34%
27%
40%
Executive
(19,758)
$57.88
If the employee or the Company terminates due to a Material Change, a final termination payment equivalent to
three months remuneration is payable.
If the Company terminates for illness, injury or incapacity, the employee is entitled to any amounts owing
as compensation under the employment agreement to the extent earned on a pro-rata basis together with
compensation (without loading, bonuses or profit share) that would otherwise have been paid to the end of the then
current term of employment, plus reimbursement for any properly incurred (and fully documented) costs.
10%
$38.12
Termination
Provisions
407,639
2012
Economic Value Added (EVA) ($million)
The Company may also terminate without notice if the employee is unable to perform duties due to illness, injury
orincapacity.
2012
$000s
Executive
Rod Jones
Term
No term specified.
Notice Period
The Company may terminate at any time by giving the employee six months written notice.
The employee may terminate his employment at any time by giving the company six months written notice.
The Company may terminate the employees employment immediately without notice, and without payment in lieu
of notice, if the employee is guilty of, charged with, or under investigation for, any criminal or indictable offence, is
disqualified from holding office under the Corporations Act, has breached any law in relation to the performance of the
employees duties, commits any serious breach of faith, or act of serious neglect or default, or performs any act, or is
guilty of any omission, the likely result of which is that the company or the business will be brought into disrepute.
Termination
Provisions
The Company may also terminate immediately without notice and without payment in lieu of notice if the employee is
unable to perform duties due to illness, injury or incapacity.
If the Company terminates by giving six months written notice, the employee has no claim against the company for
compensation or damage in respect of the termination other than payment of six months of his remuneration.
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FINANCIAL STATEMENTS
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121
122
2012 $
Salary
&Fees
Post-employment
Cash bonus*
Non
monetary
benefits
Other
long term
benefit+
Superannuation
Performance
related %
Total
Incentive
Reserve^
2011 $
Peter Campbell
Ted Evans
Tracey Horton1
James King
Peter Larsen
209,101
97,422
11,722
11,722
119,140
11,722
977
114,055
11,722
45,894
11,722
585,612
59,587
18,819
8,768
239,642
Rod Jones
Total
Performance
related %
Incentive
Reserve^
Harvey Collins
Peter Campbell
71,595
13,702
2,262
18,165
222,262
60,412
2,262
42,088
104,762
117,912
130,862
Ted Evans
115,000
2,262
117,262
977
James King
110,092
2,262
9,908
122,262
10,265
136,042
Peter Larsen
43,808
2,262
51,192
97,262
52,526
110,142
531,147
11,310
121,353
663,810
708,243
611,886
4,197
50,000
144,328
1,518,654
40
641,401
238,217
114,692
35,822
39,216
27,084
455,031
25
134,142
735,577
Executive Director
Rod Jones#
721,026
201,835
90,378
Executive Director
#2
Cash bonus*
Other
long term
benefit+
Superannuation
Non-executive
Directors
Non-executive
Directors
Harvey Collins
Salary
&Fees
Post-employment
Non
monetary
benefits
53,401
(42,769)
816,955
239,524
Other Key
Management
Personnel
Other Key
Management
Personnel
Tony Cullen#
226,705
15,144
33,903
50,192
(27,300)
298,644
49,097
Lyndell Fraser
Lyndell Fraser #
294,493
97,491
41,083
2,939
436,006
22
35,600
Hugh Hangchi#
Hugh Hangchi# 2
276,666
3,160
1,980
26,281
11,140
319,227
33,337
Neil Hitchcock#
264,120
110,245
1,935
41,094
28,738
446,132
25
128,223
Neil Hitchcock# 2
273,653
14,632
1,980
24,807
(31,629)
283,443
46,020
Bryce Houghton#
353,889
240,355
55,534
25,578
20,952
696,308
35
244,622
Bryce Houghton# 2
372,978
27,456
51,712
25,969
9,728
487,843
90,470
Scott Jones#
214,890
156,705
1,775
40,011
13,549
426,930
37
130,209
Scott Jones
Tony Cullen
#2
275,228
152,146
39,377
233
466,984
33
49,453
248,065
101,600
1,935
40,268
12,641
404,509
25
113,788
261,465
24,872
1,980
26,612
(19,579)
295,350
86,807
Jenny Michel
206,422
82,085
31,365
4,794
324,666
25
94,964
Jenny Michel# 2
212,563
2,519
27,943
3,051
246,076
31,209
John Wood#
370,790
483,563
1,935
47,272
8,210
911,770
53
240,633
John Wood#
384,163
126,231
1,980
38,614
799
551,787
23
171,714
Helen Zimmerman#
311,644
27,722
7,583
346,949
(122,767)
Helen Zimmerman#
297,527
42,474
6,044
346,045
(54,743)
3,191,508
2,053,277
103,133
381,903
268,112
5,997,933
34
1,654,668
3,722,655
2,053,277
114,443
503,256
268,112
6,661,743
31
1,654,688
3,321,239
383,100
107,237
357,376
(87,576)
4,081,376
729,035
3,906,851
383,100
166,824
447,754
(87,576)
4,816,953
729,035
Total
Total
Directors and Executives have been provided with no other post employment benefits and no share based payments.
Directors and Executives have been provided with no other post employment benefits and no share based payments.
(1) Appointed 13 June 2012.
(2) For these executives no cash bonus has been accrued for 2012. Balances are the difference between amounts provided for in 2011 and amounts paid during the year ended
30June 2012.
+ Other long term benefits include movements in Long Service Leave. Benefits have been reduced for some executives due to a change in assumed payout values.
* Cash bonus comprises the annual incentive (ValueShare Incentive Plan) payments payable in September of each financial year after review and confirmation by the Board. Under
the terms of the plan payments will only be made if the participant is an employee at the date of payment. The cash bonus includes the amount provided as payable in relation to the
2012 financial year, adjusted for the difference between the amount provided for the in the 2011 financial year and the actual amount paid in September 2011.
No bonus in relation to the 2012 financial year is expected for executives marked with a (2) and accordingly no bonus has been provided for in the 2012 financial statements.
Thedisclosed value relates wholly to adjustments to the 2011 provision.
# For these executives, at least 50% of the incentive payment will be used to pay for ordinary shares in the Company (at an issue price calculated as a volume weighted average
market price for the 5 trading days immediately before the date of issue) until such executives hold a beneficial interest in shares in the Company equal to the value of their fixed
remuneration. This requirement will be determined based on share and option holdings in the Company as disclosed by these executives in August of each financial year. It is
therefore not currently possible to quantify the component of the cash bonus that will be used to buy ordinary shares in the Company.
^ As noted on page 118 of the Directors Report, the Incentive Reserve is the balance of unpaid incentive payments under the ValueShare Incentive Scheme. The Incentive Reserve
does not vest with the executive unless the Group has achieved its performance objectives and the executive is an employee at the date of declaration of the incentive payment.
The executive is not entitled to any balance of the incentive reserve upon termination. For the purposes of the remuneration report the incentive reserve does not form part of
compensation for the year.
R Jones
Chief Executive Officer and Managing Director
Perth, Western Australia, 31 July 2012
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123
125
DIVERSITY DELIVERS
A BETTER
FUTURE
Declarations
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Directors Declaration
In accordance with a resolution of the directors of Navitas Limited, I state that:
1.
2. This declaration has been made after receiving the declarations required to be made to the Directors in accordance with
sections295A of the Corporations Act 2001 for the financial year ended 30 June 2012.
3. In the opinion of the Directors, as at the date of this declaration, there are reasonable grounds to believe that the members of the
Closed Group identified in note 26 will, as a group, be able to meet any obligations or liabilities to which they are or may become
subject, by virtue of the Deed of Cross Guarantee.
On behalf of the Board
R Jones
Chief Executive Officer and Managing Director
Perth, Western Australia, 31 July 2012
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127
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130
Additional Information
Additional information
required by ASX and not
shown elsewhere in this
annual report is as follows.
The information is current
as at 5 September 2012.
Substantial Shareholders
The twenty largest holders of Navitas fully paid ordinary shares on the Companys register as at 5 September 2012 were:
Shareholder
Rank
Name
Number of Shares
% of Issued Capital
48,579,456
12.94
53,517,995
41,670,808
11.10
32,975,448
35,399,825
9.43
28,727,357
34,711,843
9.25
27,602,617
28,433,610
7.58
27,068,481
24,751,890
6.59
22,795,239
18,034,971
4.81
20,109,495
17,986,690
4.79
13,996,895
3.73
Voting Rights
10
9,953,973
2.65
The voting rights attached to the class of Navitas fully paid ordinary shares as set out in
rule 111 of Navitas constitution are the right to attend and vote at meetings of Navitas and
on a show of hands to one vote and on a poll to one vote for each Share held.
11
Mr Max Schroder
8,933,391
2.38
12
Ms Julianne Hannaford
8,433,563
2.25
13
5,527,968
1.47
14
4,757,549
1.27
15
4,384,312
1.17
Size of Holdings
16
4,220,638
1.12
17
4,131,283
1.10
18
3,123,160
0.83
19
2,910,904
0.78
20
2,830,196
0.75
Number of Shareholders
11,000
1,137
1,0015,000
1,165
5,00110,000
341
10,001100,000
288
100,001and over
Total
82
3,013
Total
322,772,925
The number of holders of the class of Navitas fully paid ordinary shares was 3,013.
None of the ordinary shares are subject to voluntary escrow and there are no restricted securities on issue.
The number of holders holding less than a marketable parcel of Navitas fully paid ordinary
shares, based on the market price at 5 September 2012, was 117 holders holding a total of
2,707 Shares.
The Company does not have a current on-market buy-back for its Shares.
86.00
There are no issues of securities approved for the purpose of item 7 of section 611 of the Corporations Act which have not yet
beencompleted.
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131
132
Investor Information
Annual General Meeting
Glossary
ACAP
ACBT
AMEP
AQTF
ASIC
ASX
ATTC
AUQA
BAC
BCUIC
Board
CELUSA
Navitas Publications
CIR
Constitution
Corporations Act
CRIC
CRICOS
Change of Address
Navitas Website
Curtin College or CC
Curtin Singapore or
Curtin Singapore Campus
Cytech
DEC
DEEWR
DIAC
Directors
Directors of Navitas
DIISRTE
EBITDA
EduGlobal
EIC
ELICOS
Navitas Limited
The Jarrah Room
Level 2, Kirin Centre
15 Ogilvie Road
Mount Pleasant
Western Australia 6153
on Thursday 15 November 2012
at 11am (Perth time).
Full details of the meeting are contained
inthe notice of annual general meeting
sent with this annual report for those
Shareholders who elected to receive ahard
copy annual report.
Shareholder Enquiries
All enquiries should be directed to
theCompanys Share registry at:
Computershare Investor
ServicesPtyLimited
Level 2, 45 St Georges Terrace
Perth WA 6000
T 1300 55 70 10
F +61 8 9323 2033
Change of Name
Shareholders who change their name
should notify the Share registry, in writing,
and attach a certified copy of a relevant
marriage certificate or deed poll.
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133
134
Glossary (continued)
EOL
NPAT
EPS
NQF
ESOS Act
NWS
ETP
pcp
EVA
PUIC
Eynesbury
PIBT
FEE-HELP
A government loan scheme to help eligible non-Commonwealth supported (fee paying) students pay
their tuition fees
PIBT IEC
FIC
PY
Professional Year
QAA
GMAT
QIBT
GRE
RTO
Hawthorn-Melbourne
SAE
SAE Institute
HIC
SEC
HSA
Shareholder
A holder of a Share
HSS
Shares
HTS
SIBT
ICM
SOL
ICP
SPP
ICRGU
StudyLink
ICWS
TEQSA
KPI
TESOL
LIBT
TVP
LLNP
UMass Boston
LTM
La Trobe Melbourne
UMass Dartmouth
MIBT
UMass Lowell
MQC
UPD
NARI
UKBA
UK Border Agency
Navitas or Company
VET
NCPS
WACC
NIC
WKU
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135
136
Corporate Information
Directors
Executive Directors
Mr Rod Jones
Non-Executive Directors
Mr Harvey Collins
Mr Peter Campbell
Mr Ted Evans
Ms Tracey Horton
Mr James King
Dr Peter Larsen
Company Secretary
Mr Hugh Hangchi
Registered Office
Navitas Limited
Level 2, Kirin Centre
15 Ogilvie Road
Mt Pleasant WA 6153
Share Registrar
Auditor
Internet Address
www.navitas.com
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Navitas Limited
Level 2, Kirin Centre
15 Ogilvie Road
Mt Pleasant WA 6153 Australia
T +61 (8) 9314 9600
F +61 (8) 9314 9699
E info@navitas.com
ABN 69 109 613 309
navitas.com
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