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Documenti di Professioni
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NEARMAP
LTD
ANNUAL
REPORT
ABOUT
NEARMAP
Captured: 20/09/2017
Baltimore MD USA
CONTENTS
Chairman’s Letter 7
CEO’s Report 8
Directors’ Report 31
Auditor’s Declaration 59
Consolidated Statement of Comprehensive Income 62
Consolidated Statement of Financial Position 63
Consolidated Statement of Changes in Equity 64
Consolidated Statement of Cash Flows 65
Notes to the Consolidated Financial Statements 67
Directors’ Declaration 97
Independent Auditor’s Report 98
Shareholder Information 102
Corporate Information 104
Captured: 24/08/2018
Melbourne VIC Australia CONTENTS 5
CHAIRMAN’S
LETTER
MR PETER JAMES
NON-EXECUTIVE CHAIRMAN
Dear Shareholder,
It is a pleasure to present the Nearmap 2018 Annual Report.
A YEAR OF BOTH INVESTMENT AND STRONG GROWTH
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capture program, our product, and our sales & marketing are now in place, all whilst delivering record growth in our subscription portfolio.
Nearmap’s proprietary, market leading technology investment has brought our disruptive business model to oblique imagery in Australia and the
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oblique capture program now regularly covers the largest urban areas in our two largest geographies. This imagery now enables us to deliver richer
content in the form of 3D models, increasing the use cases and the addressable market which we serve.
Our product suite continues to be enhanced, including the launch of a new mobile enabled MapBrowser. We have also commenced early stage
research on the application of technology to derive rapid insight from our data.
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subscription portfolio more than doubling in size during the year. Our investment in our US operational base, encompassing sales, marketing and capture,
positions us to continue the penetration of our disruptive business model in the world’s largest, most sophisticated market for geospatial information.
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prior year. Continued investment in strategic sales and marketing leadership, high retention rates and our expanded product suite enabled this growth.
The utility of our content, the disruptive nature of our business model and the scalability of our systems have seen us launch operations in New Zealand.
Nearmap has also put in place the building blocks to strategically explore a range of opportunities to expand our channels for content delivery, explore
geographic expansion, and integrate our rich data set into providing insights for business and government customers.
GOVERNANCE
The Board and Management are committed to achieving the highest standards of professional conduct across all Nearmap operations. Our
Corporate Code of Conduct and Code of Conduct for Company Directors and Executives principles of Performance, Simplicity, Leadership,
Commercial Focus and Integrity guide the way our staff are expected to manage their responsibilities and conduct themselves on a day-to-day basis.
The Board and Management view our commitment to governance as part of our responsibility to customers, shareholders, communities and the
environment in which we operate. Details of Nearmap’s corporate governance framework, policies and the Board and Management approach to
managing risk can be found at https://www.nearmap.com.au/investors/corporate-governance.
MANAGEMENT
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model and growth present in the global location intelligence market, Mr Patrick Quigley was appointed Executive Vice President & General Manager,
International & Partners.
OUTLOOK
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our data and the insights which can be derived from it, and allow for exploring expansion into other new geographies to leverage Nearmap’s value
proposition. Our Australian business will continue to organically fund the US business as it scales and our product and technology development.
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In conclusion, on behalf of the Board and Senior Management, I would like to thank our staff for their efforts during the year and our shareholders
for their continued support.
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encourage you to read them.
I look forward to another exciting year ahead.
PETER JAMES
Chairman
Sydney
16 October 2018
Captured: 23/11/2017
Docklands VIC Australia CHAIRMAN’S LETTER 7
CEO’S
REPORT
Captured: 10/06/2018
8 CEO’S REPORT Somerville WA Australia
DELIVERING
ON PRODUCT &
TECHNOLOGY
INVESTMENT
Captured: 25/02/2018
10 CEO’S REPORT Chartwell New Zealand
RECORD US
PORTFOLIO
GROWTH
Captured: 16/11/2017
San Diego CA USA CEO’S REPORT 13
AUSTRALIA
CONTINUES TO
DEMONSTRATE
BUSINESS
MODEL SCALE
• #%8RQTVHQNKQITGYVQODQVJ
through addition of new subscriptions and
upsell to existing subscriptions
• Growth in subscribers and average revenue
per subscription
• &KXGTUKƂGFEWUVQOGTRQTVHQNKQCETQUUCTCPIG
of industries, use cases and subscription sizes,
with Nearmap’s portfolio not reliant on any
one economic sector
• Customer retention further increased as
our products increasingly are part of our
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• Sales and marketing investment focussed
on customer engagement during the
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portfolio metrics
Captured: 17/04/2018
Barrow Island WA Australia CEO’S REPORT 15
A TEAM TO
CAPITALISE ON
THE MARKET
OPPORTUNITY
Captured: 14/12/2017
Jacksonville FL USA CEO’S REPORT 17
AN INSTRUMENT
OF CHANGE
IN OUR
COMMUNITIES
Captured: 06/07/2018
Chicago IL USA CEO’S REPORT 19
IN SUMMARY
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Nearmap in the global location intelligence market. Our
business model continues to provide us with a leadership
position in Australia, its applicability to the US market is
now evident in our results, and our entry to New Zealand
brings our unique model to a third geography.
Our subscription platform, expanded product suite and
features increase the customer utility of our content in the
markets we operate in. Our 3D products allow new market
opportunities in both the US and Australia. And our early
research into providing our customers with rapid insight
from our data has the opportunity to literally move us
from data, to insight.
Looking forward, we will continue to commercialise
our new content, increase the value of our content
with complementary data analytics, and explore
opportunities to expand our channels for content
delivery and geographic expansion. This will drive
increased penetration into our business customers
and further expand our overall market opportunity.
ROB NEWMAN
Managing Director & CEO
Sydney
16 October 2018
Captured: 12/06/2018
Pembroke Pines FL USA CEO’S REPORT 21
PRESERVING AUSTRALIA’S
NATURAL FAUNA
CUSTOMER STORY
THEIR CHALLENGE:
MBKR’s work is critical to the survival of Australia’s koala population, which
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healthy koalas are crucial to ensuring that they can integrate into new
habitats and thrive. If the area where the koala was originally picked up is
undergoing development, or if the koala is young enough that it’s likely
to have issues reintegrating into its original environment without help,
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there’s been a new housing or transport development and there’s very little
habitat left in which to release the animal. MBKR president Anika Lehmann
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their needs, as the imagery is often outdated.
CUSTOMER STORY 23
ENABLING THE
GENERATION OF
CLEAN SOLAR POWER
CUSTOMER STORY
THEIR CHALLENGE:
With aggressive goals to expand the business, Auric Solar determined
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prospects, rather than sending estimators up on roofs. The company
decided to adopt remote estimation software from Aurora Solar. The
software was integrated with satellite imagery by default, but Auric
Solar soon realized the images were outdated and not sharp enough to
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a clear view of rooftops and any possible obstructions (i.e. pipes, vents,
shading etc.), but the satellite imagery wasn’t clear to identify these issues.
24 CUSTOMER STORY
EFFICIENT MANAGEMENT
OF STORMWATER
PROBLEM ASSESSMENT
CUSTOMER STORY
THEIR CHALLENGE:
NEORSD measures hard surface areas on a property to determine
stormwater charges. Since hard surfaces like rooftops and driveways don’t
absorb stormwater, that water enters the storm drainage systems, increasing
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other sources of imagery that aren’t up-to-date, limited the ability to perform
change analysis and deliver timely, accurate billing to ratepayers.
CUSTOMER STORY 27
AIDING IN SEARCH AND
RESCUE OPERATIONS
FOR MISSING PERSONS
CUSTOMER STORY
THEIR CHALLENGE:
Speed and accuracy is critical in locating missing persons for a few
reasons: to give them the best chance of survival, to make sure they
don’t travel far from their last known point, and to ensure evidence
is found while fresh and in the best condition for forensic analysis.
Quickly establishing the right search area depends on factors such
as land features, including vegetation thickness, terrain variation,
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landmarks. It’s also critical to quickly and easily share the information
with all police and rescue personnel.
28 CUSTOMER STORY
DIRECTORS’
REPORT
Captured: 15/03/2017
30 DIRECTORS’ REPORT Mosgiel Dunedin New Zealand
DIRECTORS’ REPORT DIRECTORS’ REPORT
MR PETER JAMES, BA, FAICD DR ROB NEWMAN, MR ROSS NORGARD, FCA MR IAN MORRIS, MBA
INDEPENDENT NON-EXECUTIVE B.ENG(1ST HONS), PH.D. NON-EXECUTIVE DIRECTOR INDEPENDENT NON-EXECUTIVE
CHAIRMAN CEO & MANAGING DIRECTOR DIRECTOR
In 1987, Ross became the founding
Peter has extensive experience as Chair, Rob has a unique track record as a successful Chairman of Nearmap Ltd. He held this +CPJCUGPLQ[GFCUWEEGUUHWNDWUKPGUUECTGGT
Non-executive Director and Chief Executive Australian high technology entrepreneur role until 18 March 2016, at which point he in the US technology sector. He served as
1HƂEGTCETQUUCTCPIGQHRWDNKEN[NKUVGFCPF in Australia and Silicon Valley. He has twice moved into a Non-executive role. President and CEO of Market Leader for
private companies, particularly in emerging founded and built businesses on Australian Ross is a former managing partner of Arthur more than a decade, a leading provider
technologies and e-commerce. technology, both successfully entering of real estate Software as a Service (SaaS)
Andersen and KMG Hungerfords and its
Previously among other roles, Peter was a overseas markets. UWEEGUUQTƂTOUKP2GTVJ9GUVGTP#WUVTCNKC solutions. Under his leadership, Market
long term Director of iiNet, chairing iiNet’s Rob is a trained engineer and spent his For over 30 years he has worked extensively Leader was ranked the 4th fastest growing
Strategy and Innovation Committee and was career in marketing, business development KPVJGƂGNFUQHTCKUKPIXGPVWTGECRKVCNCPFVJG technology company in North America,
actively involved in the $1.5bn sale to TPG in and general management in Information ƂPCPEKCNTGQTICPKUCVKQPQHDWUKPGUUGU leading to a successful IPO in 2004 and the
MR PETER JAMES MR ROSS NORGARD
August 2015. Peter is a successful investor in sale of the company to Trulia in 2013 for
Technology focusing on communications. He has held numerous positions on industry
digital media and technology businesses in US$380m.
Rob also spent ten years as a venture committees including former Chairman
Australia and the US and travels extensively
capitalist co-founding Stone Ridge Ventures, of the Western Australian Professional Ian previously spent seven years at Microsoft
in reviewing innovation and consumer trends
in the US and Asia. and was previously an investment Director for Standards Committee of the Institute of leading early online marketing efforts and
Foundation Capital. As a venture capitalist, Chartered Accountants, a former member later served as the General Manager of
Peter is an experienced and successful
Rob has extensive experience in identifying of the National Disciplinary Committee, Microsoft HomeAdvisor.
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and helping growth companies with former Chairman of the Friends of the Duke Ian serves as a strategic advisor and Board
and operational expertise. He brings a
UKIPKƂECPVEQOOGTEKCNRQVGPVKCNGURGEKCNN[ of Edinburgh’s Award Scheme and a former member with a number of leading US
strong record of corporate governance
and stakeholder communication, and is a those addressing overseas markets. member of the University of WA’s Graduate technology companies.
member of the Australian Computer Society. In the 1980s, Rob was the inventor and co- School of Management (MBA Program).
founder of QPSX Communications Pty Ltd. Ross is also Western Australia’s Honorary SPECIAL RESPONSIBILITIES:
SPECIAL RESPONSIBILITIES: Rob provided the technical leadership and Consul-General to Finland. Member of the Nomination and
Member of the Audit and Risk product strategy, and was instrumental in Remuneration Committee
DR ROB NEWMAN Management Committee establishing QPSX as a worldwide standard SPECIAL RESPONSIBILITIES: MR IAN MORRIS
Member of the Nomination and
CURRENT ASX LISTED COMPANY
for Metropolitan Area Networks Member of the Nomination and
Remuneration Committee Remuneration Committee DIRECTORSHIPS:
;QWT&KTGEVQTUUWDOKVVJGKTTGRQTVVQIGVJGT Member of the Audit and Risk • Nearmap Ltd (since 28 January 2016)
CURRENT ASX LISTED CURRENT ASX LISTED
YKVJVJGEQPUQNKFCVGFƂPCPEKCNUVCVGOGPVU Management Committee – Non-executive Director
COMPANY DIRECTORSHIPS: COMPANY DIRECTORSHIPS:
of the Group, comprising of Nearmap Ltd
(the “Company”) and its subsidiaries for the • Nearmap Ltd (since 21 December 2015)
• Nearmap Ltd (since 17 February 2011). CURRENT ASX LISTED FORMER ASX LISTED COMPANY
Appointed CEO & Managing Director in DIRECTORSHIPS IN THE LAST 3 YEARS:
ƂPCPEKCN[GCTGPFGF,WPGCPFVJG – Chairman COMPANY DIRECTORSHIPS:
October 2015
auditor’s report thereon. • Macquarie Telecom Ltd (ASX:MAQ)
• Pointerra Limited (ASX: 3DP)
• Nearmap Ltd (since 1987) • None
– Non-executive Chairman – Non-executive Director
The Directors of the Company at any time – Non-executive Director
FWTKPIQTUKPEGVJGGPFQHVJGƂPCPEKCN • Droneshield Limited (ASX:DRO) • Brockman Mining Ltd (ASX:BCK)
– Non-executive Chairman FORMER ASX LISTED COMPANY – Non-executive Director
year are:
• Dreamscape Networks Limited (ASX: DN8) DIRECTORSHIPS IN THE LAST 3 YEARS:
– Non-executive Chairman FORMER ASX LISTED COMPANY
• None
• UUV Aquabotix Ltd (UUV) – Chairman DIRECTORSHIPS IN THE LAST 3 YEARS:
• None
FORMER ASX LISTED COMPANY
DIRECTORSHIPS IN THE LAST 3 YEARS:
• iiNet Limited (ASX: IIN – delisted August 2015)
Captured: 29/04/2016
34 DIRECTORS’ REPORT Mascot NSW Australia
DIRECTORS’ REPORT DIRECTORS’ REPORT
DIRECTORS’ INTERESTS EQTRQTCVGCUPQVKƂGFD[VJG&KTGEVQTUVQ NON-AUDIT SERVICES auditor is compatible with, and did not to auditor independence as set out in
the ASX in accordance with S205G(1) of the compromise, the auditor independence APES 110 Code of Ethics for Professional
The relevant interest of each Director in the Corporations Act 2001, at the date of this During the year, KPMG, the Group’s auditor, requirements of the Corporations Act 2001 Accountants, as they did not involve
shares, debentures, interests in registered report are as follows: has performed certain other services in for the following reasons: reviewing or auditing the auditor’s own
schemes and rights and options over such addition to the audit and review of the work, acting in a management or decision-
instruments issued by the companies ƂPCPEKCNUVCVGOGPVU • CNNPQPCWFKVUGTXKEGUYGTGUWDLGEVVQ
the corporate governance procedures making capacity for the Group, acting
within the Group and other related bodies The Board has considered the non-audit CUCPCFXQECVGHQTVJG)TQWRQTLQKPVN[
adopted by the Group and have been
services provided during the year by reviewed by the Audit and Risk Committee sharing risks and rewards.
ORDINARY SHARES OPTIONS OVER ORDINARY SHARES the auditor of the Group, KPMG, and in to ensure they do not impact the integrity Details of the amounts paid to KPMG and
P James 282,000 2,500,000 accordance with written advice provided by CPFQDLGEVKXKV[QHVJGCWFKVQTCPF KVUPGVYQTMƂTOUHQTCWFKVCPFPQPCWFKV
resolution of the Audit and Risk Committee, services provided during the year are set
R Norgard 50,076,295 -
KUUCVKUƂGFVJCVVJGRTQXKUKQPQHVJQUG • the non-audit services provided do not
undermine the general principles relating out below:
R Newman 7,000,000 3,933,908 non-audit services during the year by the
C Rosenberg 3,301,000 500,000
Other advisory for the entity and any other entity in the Group 69,950
Taxation advisory for the entity and any other entity in the Group 24,750
SHARE OPTIONS conduct involving a lack of good faith. The and legal expenses insurance contracts,
agreement stipulates that the Company will for current and former Directors and SUB-TOTAL 94,700
As at 30 June 2018 there were 23,668,600 meet the full amount of any such liabilities, QHƂEGTUKPENWFKPIUGPKQTGZGEWVKXGUQHVJG AUDIT AND REVIEW OF FINANCIAL STATEMENTS 115,140
unissued ordinary shares under option. Refer including costs and expenses. Company and Directors, senior executives
VQPQVGQHVJGƂPCPEKCNUVCVGOGPVUHQT TOTAL PAID TO KPMG 209,840
Under the terms of an agreement, the and secretaries of its controlled entities. The
further details of the Company’s share based insurance premiums relate to:
payment plan. Company has agreed to indemnify certain
senior executives for all liabilities to another • legal costs and expenses incurred by the
INDEMNIFICATION AND person (other than the Company or a related TGNGXCPVQHƂEGTUKPFGHGPFKPIRTQEGGFKPIU Lead auditor’s independence declaration
INSURANCE OF DIRECTORS body corporate) that may arise from their whether civil or criminal and whatever their
position in the Company and its controlled outcome; and The lead auditor’s independence declaration
AND OFFICERS is set out on page 59 and forms part of the
entities, except where the liability arises out • other liabilities that may arise from their
of conduct involving a lack of good faith. The &KTGEVQTUoTGRQTVHQTVJGƂPCPEKCN[GCTGPFGF
+PFGOPKƂECVKQP position, with the exception of conduct
agreement stipulates that the Company will 30 June 2018.
The Company has agreed to indemnify the involving a wilful breach of duty or
meet the full amount of any such liabilities, improper use of information or position Rounding of amounts
current Directors of the Company and its
including legal fees. to gain a personal advantage or to cause
controlled entities against all liabilities to The Group is of a kind referred to in
another person (other than the Company Insurance premiums detriment to the Company. ASIC Corporations (Rounding in Financial/
or a related body corporate) that may The insurance policies outlined above do Directors’ Reports) Instrument 2016/191
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arise from their position as Directors of not contain details of the premiums paid in and in accordance with that instrument,
the Group has paid insurance premiums
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except where the liability arises out of and Directors’ report have been rounded
off to the nearest thousand dollars, unless
otherwise stated.
MESSAGE FROM THE CHAIR OF THE NOMINATION AND REMUNERATION COMMITTEE PERSONS ADDRESSED AND SCOPE OF THE REMUNERATION REPORT
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(; This remuneration report outlines the The report is set out under the following The information provided in this
The role of the Nomination and Remuneration Committee is to assist the Board and make recommendations on remuneration, related policies remuneration arrangements in pace for main headings: remuneration report has been audited
and practices. Linking remuneration to the drivers that support the business strategy ensures that remuneration outcomes for senior executives Directors and key management personnel A. Principles used to determine the nature as required by section 308(3C) of the
are aligned with the creation of a strong, sustainable business that delivers value for shareholders. of the Group comprising of Nearmap Ltd and amount of remuneration Corporations Act 2001.
(the “Company”) and its subsidiaries for the B. Details of remuneration KMP are the directors and employees
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ƂPCPEKCN[GCTGPFGF,WPG who have authority and responsibility
Ongoing strong performance will allow us to continue our investment in the Australian business, the US market and our products. C. Employment contracts
D. Share based compensation for planning, directing and controlling
As outlined in the Nomination and Remuneration Committees message in last year’s Directors’ Report, we are committed to making changes to
the activities of the Group, directly or
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that basis, the following roles/individuals
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KPENWUKXGQH F. Additional information are addressed in this report:
superannuation) only. We introduced fees for the sub-committee Chairs and members (other than the Board Chair) to recognise their G. Shares under option
additional responsibilities.
• $GVVGTCNKIPOGPVQHVJGUJQTVVGTOKPEGPVKXGRNCP
56+VQDWUKPGUUQDLGEVKXGUCTGXGPWGITQYVJICVGYC[YCUKPVTQFWEGFHQTRCTVKEKRCVKPI DIRECTORS
executives to provide a strong focus on the top line growth required for the business to expand. The scorecard for assessing the STI was
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outperformance results in higher than target payments, while underperformance results in below target payments.
P James Non-executive Chairman
• Simplifying and strengthening the long-term incentive (LTI) plan: recognising our evolution and considering external feedback, we replaced
R Norgard Non-executive Director
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alignment to long term shareholder value creation. C Rosenberg Non-executive Director
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deliver sustainable shareholder returns.
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SENIOR EXECUTIVES CLASSIFIED AS KEY MANAGEMENT PERSONNEL
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Cliff Rosenberg L Rankin Vice President of Product and Engineering (resigned 9 July 2018)
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A. PRINCIPLES USED TO DETERMINE THE NATURE AND AMOUNT OF REMUNERATION A. PRINCIPLES USED TO DETERMINE THE NATURE AND AMOUNT OF REMUNERATION (CONT.)
REMUNERATION PHILOSOPHY of Directors and key management personnel retain Directors of the highest calibre, Services from remuneration consultants Fixed Remuneration Variable Remuneration - Short Term
on a periodic basis by reference to relevant while incurring a cost which is acceptable The Board periodically reviews the level Objective6JGNGXGNQHƂZGFTGOWPGTCVKQP Incentive (STI)
The performance of the Company depends employment market conditions with the to shareholders.
upon the quality of its Directors and of fees paid to Non-executive Directors, is set so as to provide a base level of Objective6JGQDLGEVKXGQHVJG56+RTQITCO
QXGTCNNQDLGEVKXGQHGPUWTKPIOCZKOWO Structure Each Non-executive Director including seeking external advice. No remuneration which is both appropriate to is to link the achievement of the Company’s
executives. To prosper, the Company must UVCMGJQNFGTDGPGƂVHTQOVJGTGVGPVKQPQH
attract, motivate and retain highly skilled receives a fee for being a Director of the review was undertaken in the year ended the position and is competitive in the market. operational targets with the remuneration
a high quality Board and executive team. Company. The Constitution and the ASX 30 June 2018. received by the employees charged with
Directors and executives. Fixed remuneration is reviewed annually
Listing Rules specify that the aggregate by the Nomination and Remuneration meeting those targets. The total potential
To this end, the Company embodies the SECURITIES TRADING POLICY remuneration of Non-executive Directors Voting and comments made at the
Committee. The process consists of a review STI where available is set at a level to
following principles in its remuneration shall be determined from time to time by a Company’s 2017 Annual General Meeting
A securities trading policy (“Trading Policy”) of individual performance, comparative RTQXKFGUWHƂEKGPVKPEGPVKXGVQGORNQ[GGU
framework: general meeting. An amount not exceeding
has been adopted by the Board to provide 6JG%QORCP[TGEGKXGFpPQqXQVGUQP remuneration in the market and internal to achieve the operational targets at a cost
• Provide competitive rewards to attract guidance to Directors, employees of the the amount determined is then divided KVUTGOWPGTCVKQPTGRQTVHQTVJGƂPCPEKCN to the Company that is reasonable in the
and, where appropriate, external advice on
high calibre executives; Group, and other parties who may have between the Directors as agreed. The latest year. The Company did not receive any circumstances.
policies and practices.
• Link executive rewards to shareholder access to price sensitive information, who may determination was at the Annual General URGEKƂEHGGFDCEMCVVJG#)/QTVJTQWIJQWV Structure Actual STI payments granted to
value; and Meeting (AGM) held on 30 November 2015 the year on its remuneration practices. The following KMP and Executive Director
be contemplating dealing in the Company’s each employee depend on the extent to
when shareholders approved an aggregate ƂZGFTGOWPGTCVKQPTGNCVGFOCVVGTUYGTG
• Establish appropriate, demanding securities or the securities of entities with
Key management personnel and KFGPVKƂGFHQTEQPUKFGTCVKQPCPFQTCEVKQP YJKEJURGEKƂEQRGTCVKPIVCTIGVUCTGOGV6JG
performance hurdles in relation to whom the Company may have dealings. remuneration of $500,000 per year. Further operational targets consist of a number of
Executive Director remuneration during the year ended 30 June 2018:
variable executive remuneration. The Trading Policy is designed to ensure fees may be paid to Non-executive Directors Key Performance Indicators (KPIs) covering
where additional time commitment is Objective The Company aims to reward • 6JG%'1/CPCIKPI&KTGEVQToUƂZGF
that any trading in the Company’s securities individual and group performance measures
NOMINATION AND is in accordance with the law. Any non- required such as that required by the executives with a level and mix of remuneration appeared appropriate and
aligned to the short-term success of the
REMUNERATION COMMITTEE compliance with the Trading Policy will be Chairman of the Company. A grant of Non- remuneration commensurate with their no change was made;
business. The performance measures are
regarded as an act of serious misconduct. executive Director share options was last position and responsibilities within the • Mr Quigley, Senior Vice President and
The Nomination and Remuneration set as follows:
The Trading Policy is available on Nearmap’s made during the year ended 30 June 2016. Company so as to: General Manager – International and
Committee of the Board of Directors of the • )TQWRRGTHQTOCPEGQHVJG56+
website at www.nearmap.com/investors/ No grants were made in the years ended • Reward executives and individual Partners, was promoted into a new role
Company is responsible for determining comprises a Group Revenue target, with
corporate-governance 30 June 2017 or 30 June 2018. performance against key performance during the year resulting in an increase in
and reviewing compensation arrangements a minimum EBITDA threshold required to
for the Directors, the Chief Executive The amount of aggregate remuneration indicators; ƂZGFTGOWPGTCVKQPHTQO75&VQ
VTKIIGTRC[OGPV
(;'$+6&#VJTGUJQNF
REMUNERATION STRUCTURE sought to be approved by shareholders and • Align the interests of executives with those $350,000 USD;
1HƂEGT/CPCIKPI&KTGEVQTCPFVJGUGPKQT $2m). The payout is scaled to the internal
management team and ensuring that the the manner in which it is apportioned among of shareholders; • /U4CPMKPYCUCYCTFGFCPKPETGCUG Group Revenue target with a minimum
In accordance with best practice corporate
Board continues to operate within the Directors is reviewed annually. KPƂZGFTGOWPGTCVKQPTGƃGEVKPIJGTUVGR gateway introduced for participating
governance, the structure of Non-executive • Link reward with the strategic goals and
established guidelines, including when Director and key management personnel During the year ended 30 June 2018, fees performance of the Group; and up to a permanent executive role. employees to provide a strong focus
necessary, selecting candidates for the remuneration is separate and distinct. were introduced for the sub-committee • /KPQTRGTHQTOCPEGTGNCVGFCFLWUVOGPVU on the top line growth required for the
• Ensure total remuneration is competitive
position of Director. Chairs and members (other than the YGTGOCFGVQVJGƂZGFTGOWPGTCVKQP DWUKPGUUVQGZRCPF
(;)TQWR
Non-executive Director remuneration by market standards.
The Nomination and Remuneration Board Chair) to recognise their additional QHVJG%JKGH(KPCPEKCN1HƂEGTVJG8KEG 4GXGPWG6CTIGVO5WDLGEVVQ
Objective The Board seeks to set aggregate responsibilities. The current base Non- Structure Remuneration typically consists of
Committee assesses the appropriateness President of People and Culture, and the meeting the gateway, outperformance
remuneration at a level which provides the executive Director fees per annum, the following key elements:
of the nature and amount of remuneration Vice President of Sales – Australia. results in higher than target payments
Company with the ability to attract and including statutory superannuation, are: • Fixed Remuneration
OCZKOWORC[QWVQHQHVJG
Structure Senior executives are given the
• Variable Remuneration QRRQTVWPKV[VQTGEGKXGVJGKTƂZGF
RTKOCT[ while underperformance results in below
- Short Term Incentive (STI), and remuneration in a variety of forms including target payments.
Chairman $135,000
- Long Term Incentive (LTI) ECUJCPFHTKPIGDGPGƂVUUWEJCUOQVQT • +PFKXKFWCNRGTHQTOCPEGQHVJG56+
Non-executive Director $70,000
6JGRTQRQTVKQPQHƂZGFTGOWPGTCVKQPCPF vehicles and expense payment plans. It is comprises personal performance targets,
Committee Chair $10,000 intended that the manner of payment chosen typically including employee engagement,
variable remuneration (potential STIs and
Committee Member $5,000 LTIs) is established for each KMP by the will be optimal for the recipient without leadership/team contribution and
US Non-executive Director $70,000 USD Nomination and Remuneration Committee. creating undue cost for the Company. HWPEVKQPCNURGEKƂEFGNKXGTCDNGU
US Committee Member $5,000 USD
A. PRINCIPLES USED TO DETERMINE THE NATURE AND AMOUNT OF REMUNERATION (CONT.) A. PRINCIPLES USED TO DETERMINE THE NATURE AND AMOUNT OF REMUNERATION (CONT.)
Executives responsible for sales have an Variable Remuneration – Long Term One-off LTI grants to new executives granted Options are issued with a strike price based OC[DGITCPVGFUWDLGEVVQ0QOKPCVKQPCPF therein and the progress that has been
uncapped STI aligned to internal ACV Incentive (LTI) subsequent to 1 July 2017 are granted at the QPVJGJKIJGTQHQTVJGƂXGFC[XQNWOG Remuneration Committee discretion. made in unlocking value to date. Executive
growth targets. Objective6JGQDLGEVKXGQHVJG.6+RNCPKU closing share price on the grant date and weighted average price of the Company’s performance of the Group has been
Group Performance
STI payments are made if the relevant targets to reward employees in a manner which vest in equal tranches over 3 years. Vesting UJCTGUCUVTCFGFQPVJG#5:QXGTVJGƂXG reviewed over the past 5 years taking into
are achieved. If the targets are not achieved KUUWDLGEVVQVJG'ZGEWVKXGEQPVKPWKPIKP trading days prior to the date of the meeting. The overall level of executive reward takes account future shareholder wealth and
aligns this element of remuneration with
then any STI payment is discretionary and employment or service. See Section D on Options vest 36 months from the date of into account the nature of the technology RTQƂVRGTHQTOCPEG
the creation of shareholder wealth.
will only be made if the Board deem that the pages 51-54 for further details. grant and expire 48 months after the date commercialisation business and realistic In considering the Group’s performance
Structure (i) Options are granted to of grant. VKOGHTCOGUHQTIGPGTCVKPIRTQƂVU+P
executive has demonstrated exceptional KMPs upon becoming an executive of (ii) Executives are entitled to an annual CPFDGPGƂVUHQTUJCTGJQNFGTYGCNVJVJG
RGTHQTOCPEGKPOGGVKPIQVJGTQDLGEVKXGU CYCTFUGVCVQHVQVCNTGOWPGTCVKQPCPF An employee loan scheme arrangement particular, executive rewards recognise the Nomination and Remuneration Committee
the company. One-off LTI grants to new commercialisation of the Nearmap business
There were no discretionary payments made executives are delivered in the form of UWDLGEVVQCVQVCNUJCTGJQNFGTTGVWTP
654 exists should an employee elect to apply has given regard to the following indices
in the year ended 30 June 2018. growth performance vesting condition. for a loan on exercise of options, which and future shareholder wealth contained QXGTVJGNCUVƂPCPEKCN[GCTU
options and the amount is determined
The amount of annual STI payments by the Nomination and Remuneration TSR is a measure of the increase in the
available for employees across the Group is Committee having regard to: price of a share (assuming dividends are 2018 2017 2016 2015 2014
UWDLGEVVQVJGCRRTQXCNQHVJG0QOKPCVKQP reinvested). The number of options that $’000 $’000 $’000 $’000 $’000
• the seniority of the relevant Eligible Person will vest (and become exercisable) at the
and Remuneration Committee. Payments and the position the Eligible Person
Total revenue 54,140 41,065 31,289 26,124 20,069
made are usually delivered as a cash bonus vesting date will be determined by reference EBITDA (earnings before interest, tax, depreciation and amortisation)1
4,856 6,017 632 944 3,384
occupies within the Company; to the achievement of a percentage of the
RCKFCHVGTVJGTGNGCUGQHVJGCWFKVGFƂPCPEKCN Dividends paid - - - - -
statements. • the potential contribution of the Eligible Company’s annual compound growth rate
Person to the growth of the Group; and (CAGR) in TSR over the period commencing
• any other matters which the Board on the grant date and ending on the vesting 2018 2017 2016 2015 2014
considers relevant. date are as follows: Change in share price $0.53 $0.20 ($0.18) $0.16 $0.17
1
'$+6&#CNUQGZENWFGU4&VCZTGDCVGUHQTGKIPEWTTGPE[FKHHGTGPEGUCPFKORCKTOGPVCFLWUVOGPVU
CAGR % ACHIEVED % OF OPTIONS WHICH WILL VEST
15% 50%
The graph below shows the Company’s closing share price since 1 July 2013 and the relative performance against the ASX All Ordinaries.
16% 60%
0.50 8,000
0.40
6,000
0.30
AORD CAGR: 8% 4,000
0.20
0.10 2,000
0.00
30/06/13 30/12/13 30/06/14 30/12/14 30/06/15 30/12/15 30/06/16 30/12/16 30/06/17 30/12/17 30/06/18
(KPCPEKCN[GCTRGTHQTOCPEGKUTGƃGEVGF the payout mechanism. Group Revenue • Executives with a commission based Details of the remuneration of the Directors
in the outcome of the variable components YCUFGNKXGTGFVQQHOCPCIGOGPV STI were paid in accordance with the and the key management personnel (as
of the remuneration framework: target which, based on the tiered earnings terms of their commission schemes. FGƂPGFKP##5$Related Party Disclosures):
• STI payments were made to the CEO schedule, meant that employees were • STI payout percentages to Directors SHORT-TERM LONG-TERM POST-EMPLOYMENT
& Managing Director and other key RCKFQWVCV6JKUGSWCVGUVQCRC[QWV and key management personnel are
QHQHVJGGPVKVNGOGPV SALARY & NON- CASH LONG SUPER- TERMINATION SHARE BASED TOTAL PERCENTAGE
management personnel based on shown below: FEES1 MONETARY2 BONUS SERVICE ANNUATION BENEFITS PAYMENT PERFORMANCE
attainment of set performance criteria. • The Board reviewed delivery against LEAVE3
OPTIONS4 RELATED
S Steel 60% 50% - - 40% 40% 100% 90% - 90% SUB-TOTAL NON-EXECUTIVE DIRECTORS
S Preston - - 100% 119% - - 100% 119% - 119% 2018 388,552 - - - 22,547 - 144,607 555,706
T Celinski 60% 50% - - 40% 40% 100% 90% - 90% 2017 290,111 - - - 27,563 - 327,139 644,813
market-priced share options vesting 639,507 market-priced share options grant to new executive). 2018 579,154 - 234,203 2,623 26,815 - 309,024 1,151,819
in three years, as approved at the respectively, vesting in three years
2017 500,692 18,000 132,683 334 19,616 - 314,978 986,303
Company AGM on 16 November 2017 (executive annual award); and
(executive annual award);
1
Salary includes annual leave.
2
0QPOQPGVCT[DGPGƂVUKPENWFGVJGEQUVVQVJG%QORCP[QHRTQXKFKPIXGJKENGNKXKPICYC[HTQOJQOGDGPGƂVUCPFCEEQOOQFCVKQP
3
Relates to long service leave accrued during the year.
4
AASB 2 accounting value determined at grant date, recognised over related vesting periods. The amount included as remuneration is not related to or indicative of the
DGPGƂV
KHCP[VJCVVJGKPFKXKFWCNMG[OCPCIGOGPVRGTUQPPGNOC[WNVKOCVGN[TGCNKUGUJQWNFVJGGSWKV[KPUVTWOGPVUXGUV6JGPQVKQPCNXCNWGQHQRVKQPUCUCVVJGFCVGQHVJGKT
grant has been determined in accordance with the accounting policy in note 5.
5
Mr Rosenberg and Mr Morris elected to have their remuneration remitted through management companies during the year. Total fees remitted were inclusive of
superannuation guarantee contributions.
6
/U-NQUGYCUCRRQKPVGFCUC0QPGZGEWVKXG&KTGEVQTQP#WIWUV5JGYCUCRRQKPVGFCUKPVGTKO%JKGH/CTMGVKPI1HƂEGTQP/CTEJCPFVGORQTCTKN[DGECOGCP
GZGEWVKXG&KTGEVQTTGOCKPKPIQPVJGDQCTF/U-NQUGEQORNGVGFJGTTQNGCUKPVGTKO%JKGH/CTMGVKPI1HƂEGTQP,WN[CPFTGVWTPGFVQJGTTQNGCU0QPGZGEWVKXG&KTGEVQT
on 6 July 2018.
7
No options were granted to Non-Executive Directors during the year ended 30 June 2018.
ASX Listing Rule 10.17 states that issued. The total Directors’ fees paid to payments, was $411,099 which is within 6JGRTQRQTVKQPQHƂZGFTGOWPGTCVKQPCPF Nomination and Remuneration Committee. personnel as a percentage of potential
‘Directors’ fees’ constitutes fees, including Non-executive Directors during the year the amount determined at the AGM on potential variable remuneration is established 6JGRTQRQTVKQPQHƂZGFCPFRQVGPVKCNCV target total annual remuneration for the
superannuation, but excluding securities ended 30 June 2018, excluding share based 30 November 2015. for each key management personnel by the risk components for the key management 2018 year, is shown below:
2018 1,531,180 - 928,706 498 89,002 - 769,829 3,319,215 P Quigley 50% 25% 25%
2017 884,338 - 310,531 1,162 45,821 - 601,103 1,842,955 A Watt 50% 25% 25%
1
Salary includes annual leave. QTKPFKECVKXGQHVJGDGPGƂV
KHCP[VJCVVJGKPFKXKFWCN 7
Ms Steel was appointed as Vice President, People
2
0QPOQPGVCT[DGPGƂVUKPENWFGVJGEQUVVQVJG key management personnel may ultimately realise and Culture on 1 February 2017.
Company of providing vehicle, living away from should the equity instruments vest. The notional 8
Mr Preston was appointed as Vice President of Sales
JQOGDGPGƂVUCPFCEEQOOQFCVKQP value of options as at the date of their grant has - Australia on 20 March 2017.
3
Relates to long service leave accrued during the year. been determined in accordance with the accounting 9
Mr Celinski was appointed as Executive Vice President
4
AASB 2 accounting value determined at grant date, policy in note 5. - Technology and Engineering on 18 February 2018.
recognised over related vesting periods. The amount 5
Ms Rankin resigned on 9 July 2018. 10
Mr Beukes resigned on 5 January 2017.
included as remuneration is not related to 6
/T9CVVYCUCRRQKPVGFCU%JKGH(KPCPEKCN1HƂEGTQP 11
Mr Biviano resigned on 16 March 2017.
12 December 2016. 12
Mr Lapstun resigned on 30 June 2017.
All executive employees and key ongoing contracts and as such only have Details of key management personnel OPTIONS Refer to the tables on pages 52-54 for details COMPENSATION OPTIONS:
management personnel are employed commencement dates and no expiry dates. contracts as at 30 June 2018 are: of the options that were issued to Directors
under contract. All executives have A share option incentive scheme, the and key management personnel during the Grants made prior to 30 June 2017: Each
Nearmap Employee Share Option Plan, has year ended 30 June 2018. option entitles the holder to subscribe
been established whereby Directors and for one fully paid ordinary share in the
certain employees of the Group may be LIMITED RECOURSE LOANS Company at an exercise price determined
NAME NOTICE PERIOD FOR TERMINATION
issued with options over the ordinary shares (LRLS) CVCRTGOKWOVQVJGOCTMGVRTKEGQHVJG
R Newman 6 months of the Company. shares on the date of grant (Australia) or the
Nearmap’s Employee Share Option Plan market price on grant date (US). When an
A Watt 4 months In Australia, up until 30 June 2017, options
includes an Employee Loan Scheme that individual is granted a LRL to exercise their
S Steel 4 months were issued for nil consideration at an
RGTOKVUVJG%QORCP[VQITCPVƂPCPEKCN option, the effect is to extend the life of the
exercise price calculated with reference to
S Preston 4 months assistance to employees by way of LRLs to original option. The exercise price includes
RTGXCKNKPIOCTMGVRTKEGUCPFCRTGOKWO
L Rankin 4 months enable them to exercise options and acquire interest accrued.
in accordance with performance guidelines
shares. Interest on the loans is payable by
P Quigley 4 months established by the Directors of the Company. Grants made after 30 June 2017: Each option
key management personnel at loan maturity
T Celinski 3 months From 1 July 2017, all options issued are for nil entitles the holder to subscribe for one fully
and accrues daily. The Company determines
consideration at an exercise price calculated paid ordinary share in the Company at an
S Klose 4 weeks the rate of interest applicable to LRLs
with reference to prevailing market prices. exercise price determined by the market
(currently the cash rate set by the Reserve
The grants are either issued for 4 years: price of the shares on the date of grant.
Bank of Australia plus 20 basis points). Loans
When an individual is granted a LRL to
(i) with TSR growth performance vesting are repayable four years after the issue date
• On resignation any unvested options are • The Company may terminate an • There are no formal contracts between exercise their option, the effect is to extend
conditions and are exercisable after three UWDLGEVVQVJGVQVCNUJCTGXCNWGDGKPIITGCVGT
forfeited. Limited recourse loans (LRLs) employment contract at any time without the Company and Non-executive the life of the original option. The exercise
years; or than the loan’s principal plus accrued interest.
are only granted to key management notice if serious misconduct has occurred. Directors in relation to remuneration price includes interest accrued.
(ii) without any performance vesting 6JGGORNQ[GGFQGUPQVJCXGCDGPGƂEKCN
personnel in respect of vested options, Where termination with cause occurs, the other than the letter of appointment
conditions and are exercisable on various interest in the shares until the loan is repaid
VJGTGHQTGVJGNQCPUCTGPQVUWDLGEVVQ employee is only entitled to that portion of that stipulates the remuneration as at
dates (usually in two or three equal annual with any such shares being held in escrow
cancellation on resignation. TGOWPGTCVKQPYJKEJKUƂZGFCPFQPN[WR the commencement date.
tranches when vested). until this time. For accounting purposes,
• The Company may terminate an to the date of termination. On termination
In the US, options are issued for nil the granting of the limited recourse loan
employment agreement by providing with cause any unvested options will
consideration at an exercise price equal to KUEQPUKFGTGFVQDGCOQFKƂECVKQPVQVJG
the respective written notice period or immediately be forfeited.
the prevailing market price. The options are existing option. Any increase in the fair value
provide payment in lieu of the notice • If an employee ceases to be employed of the option is recognised as an expense
KUUWGFHQTVGTOUWRVQHQWTQTƂXG[GCTUCPF
RGTKQF
DCUGFQPVJGƂZGFEQORQPGPV by the Company (including by way of immediately at the date the limited recourse
are exercisable on various dates within four
of remuneration). On such termination resignation, retirement, dismissal, etc) and loan is granted.
QTƂXG[GCTUHTQOITCPVFCVG
by the Company, any LTI options that has an outstanding LRL, the employee
The options only vest under certain If the employee fails to repay the loan,
have vested, or will vest during the notice may elect to have the Company sell the
conditions, principally centred on the Nearmap takes security over the option
period will be required to be exercised loan shares and apply the net proceeds
employee still being employed, or the shares and can sell some or all of the shares
within 180 days from termination date of the sale in repayment of the loan or
Director still engaged, the time of vesting to repay the loan. In the event that the shares
or the options expiry date if earlier. LTI repay the outstanding amount on the
VJCVKUQPEGVJGUGTXKEGJCUDGGPUCVKUƂGF are sold for an amount less than the amount
options that have not yet vested will loan. This determination must generally
QTURGEKƂGFRGTHQTOCPEGJWTFNGUDGKPI of the loan and any interest, the employee
be forfeited. be made within one month of the date
achieved to determine vesting. The options is only required to repay the loan and any
of ceased employment.
cannot be transferred without the approval interest to the amount of the sale proceeds.
of the Company’s Board and are not quoted Nearmap has no other recourse against
on the ASX. As a result, plan participants the employee.
may not enter into any transaction designed
to remove the “at risk” aspect of an option
before it is exercised.
30 JUNE BALANCE GRANTED LAPSED OR EXERCISED BALANCE VESTED UNVESTED GRANT VALUE PER EXERCISE VESTING EXPIRY VALUE 30 JUNE BALANCE GRANTED LAPSED OR EXERCISED BALANCE VESTED UNVESTED GRANT VALUE PER EXERCISE VESTING EXPIRY VALUE
2018 AT 1 JULY DURING FORFEITED DURING AT DURING AT DATE OPTION/ PRICE PER DATE DATE EXERCISED 2018 AT 1 JULY DURING FORFEITED DURING AT DURING AT DATE OPTION/ PRICE PER DATE DATE EXERCISED
THE PERIOD DURING THE PERIOD 30 JUNE THE BALANCE SHARE AT SHARE DURING THE PERIOD DURING THE PERIOD 30 JUNE THE BALANCE SHARE AT SHARE DURING
THE PERIOD PERIOD DATE GRANT (OPTIONS)/ THE THE PERIOD PERIOD DATE GRANT (OPTIONS)/ THE
DATE $ CURRENT
1
PERIOD2 $ DATE $ CURRENT
1
PERIOD2 $
PRICE PER PRICE PER
SHARE SHARE
(LOANS) $ (LOANS) $
DIRECTORS OTHER KEY MANAGEMENT PERSONNEL
P James A Watt
- Options 833,333 - - 833,3333 - - - Dec 16 0.2480 0.93 Dec 17 Dec 20 45,833
- Options 833,333 - - - 833,333 833,333 - Mar 16 0.1125 0.55 Mar 18 Mar 20 -
- Options 833,333 - - 833,333 - 833,333 Dec 16 0.2480 0.93 Deb 18 Dec 20 -
- Options 833,334 - - - 833,334 - 833,334 Mar 16 0.1125 0.55 Mar 19 Mar 20 -
- Options 833,334 - - 833,334 - 833,334 Dec 16 0.2480 0.93 Dec 19 Dec 20 -
- Options 556,753 - - 556,753 - 556,753 Nov 17 0.2490 0.71 Nov 20 Nov 21 -
R Newman
- Options 1,000,000 - - 1,000,0003 - - - Nov 15 0.1135 0.56 Nov 17 Nov 19 55,000 S Steel
- Options 1,000,000 - - - 1,000,000 - 1,000,000 Nov 15 0.1135 0.56 Nov 18 Nov 19 - - Options 232,510 - - 232,5103 - - - Mar 17 0.1738 0.64 Mar 18 Mar 21 115,092
- Options 666,666 - - - 666,666 666,666 - Dec 16 0.2428 1.06 Dec 17 Dec 20 - - Options 232,510 - - - 232,510 - 232,510 Mar 17 0.1738 0.64 Mar 19 Mar 21 -
- Options 232,511 - - - 232,511 - 232,511 Mar 17 0.1738 0.64 Mar 20 Mar 21 -
- Options 666,667 - - - 666,667 - 666,667 Dec 16 0.2428 1.06 Dec 18 Dec 20 -
- Options - 422,055 - - 422,055 - 422,055 Nov 17 0.2490 0.71 Nov 20 Nov 21 -
- Options 666,667 - - - 666,667 - 666,667 Dec 16 0.2428 1.06 Dec 19 Dec 20 -
- Options - 933,908 - - 933,908 - 933,908 Nov 17 0.2490 0.71 Nov 20 Nov 21 -
S Preston
- Options 258,344 - - - 258,344 258,344 - Mar 17 0.1738 0.64 Mar 18 Mar 21 -
C Rosenberg4 - Options 258,345 - - - 258,345 - 258,345 Mar 17 0.1738 0.64 Mar 19 Mar 21 -
- Options 500,000 - - 500,000 - - - Nov 15 0.1135 0.56 Nov 17 Nov 19 240,000 - Options 258,345 - - - 258,345 - 258,345 Mar 17 0.1738 0.64 Mar 20 Mar 21 -
- Options 500,000 - - - 500,000 - 500,000 Nov 15 0.1135 0.56 Nov 18 Nov 19 - - Options - 538,793 - - 538,793 - 538,793 Nov 17 0.2490 0.71 Nov 20 Nov 21 -
T Celinski
I Morris
- Options - 333,000 - - 333,000 - 333,000 Feb 18 0.4110 0.82 Feb 19 Feb 22 -
- Options 500,000 - - - 500,000 500,000 - Mar 16 0.1547 0.40 Mar 18 Mar 20 -
- Options - 333,000 - - 333,000 - 333,000 Feb 18 0.4110 0.82 Feb 20 Feb 22 -
- Options 500,000 - - - 500,000 - 500,000 Mar 16 0.1547 0.40 Mar 19 Mar 20 - - Options - 334,000 - - 334,000 - 334,000 Feb 18 0.4110 0.82 Feb 21 Feb 22 -
1
AASB 2 accounting value determined at grant date.
2
Value determined based on the share price at exercise date less exercise price. L Rankin
3
The exercise of these options was funded through the grant of a LRL under the Employee Loan Scheme.
4
Mr Rosenberg exercised a further 500,000 options which had a vesting date prior to 30 June 2017. - Options 150,000 - - - 150,000 150,000 - Dec 14 0.1608 0.85 Dec 17 Dec 18 -
- Options 83,333 - - - 83,333 83,333 - Nov 15 0.1157 0.56 Nov 17 Nov 19 -
- Options 83,334 - - - 83,334 - 83,334 Nov 15 0.1157 0.56 Nov 18 Nov 19 -
- Options 333,333 - - - 333,333 333,333 - May 16 0.1532 0.68 May 18 May 20 -
- Options 333,334 - - - 333,334 - 333,334 May 16 0.1532 0.68 May 19 May 20 -
- Options 172,230 - - - 172,230 172,230 - Mar 17 0.1783 0.64 Mar 18 Mar 21 -
- Options 172,230 - - - 172,230 - 172,230 Mar 17 0.1783 0.64 Mar 19 Mar 21 -
- Options 172,230 - - - 172,230 - 172,230 Mar 17 0.1783 0.64 Mar 20 Mar 21 -
- Options - 466,954 - - 466,954 - 466,954 Nov 17 0.2490 0.71 Nov 20 Nov 21 -
1
AASB 2 accounting value determined at grant date.
2
Value determined based on the share price at exercise date less exercise price.
3
The exercise of these options was funded through the grant of a LRL under the Employee Loan Scheme.
52 DIRECTORS’ REPORT DIRECTORS’ REPORT 53
DIRECTORS’ REPORT DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED) REMUNERATION REPORT (AUDITED)
30 JUNE BALANCE GRANTED LAPSED OR EXERCISED BALANCE VESTED UNVESTED GRANT VALUE PER EXERCISE VESTING EXPIRY VALUE 30 JUNE 2018 BALANCE AT EXERCISE OF NET OTHER BALANCE AT BALANCE HELD
2018 AT 1 JULY DURING FORFEITED DURING AT DURING AT DATE OPTION/ PRICE PER DATE DATE EXERCISED 1 JULY 17 OPTIONS CHANGE 30 JUNE 18 NOMINALLY
THE PERIOD DURING THE PERIOD 30 JUNE THE BALANCE SHARE AT SHARE DURING
THE PERIOD PERIOD DATE GRANT (OPTIONS)/ THE DIRECTORS
DATE $ CURRENT
1
PERIOD2 $
PRICE PER P James 282,000 - - 282,000 282,000
SHARE
(LOANS) $ R Norgard 50,076,295 - - 50,076,295 50,036,295
- Options 93,750 - - - 93,750 93,750 - Feb 16 0.1480 0.39 Aug 17 Jan 21 - C Rosenberg 2,301,000 1,000,000 - 3,301,000 3,301,000
- Options 93,750 - - - 93,750 93,750 - Feb 16 0.1480 0.39 Nov 17 Jan 21 - I Morris - - - - -
- Options 375,000 - - - 375,000 375,000 - Feb 16 0.1480 0.39 Nov 17 Nov 21 - S Klose - - - - -
- Options 93,750 - - - 93,750 93,750 - Feb 16 0.1480 0.39 Feb 18 Jan 21 -
- Options 93,750 - - - 93,750 93,750 - Feb 16 0.1480 0.39 Feb 18 Nov 21 -
OTHER KEY MANAGEMENT PERSONNEL
- Options 93,750 - - - 93,750 93,750 - Feb 16 0.1480 0.39 May 18 Jan 21 -
L Rankin - - - - -
- Options 93,750 - - - 93,750 93,750 - Feb 16 0.1480 0.39 May 18 Nov 21 -
P Quigley - - - - -
- Options 93,750 - - - 93,750 - 93,750 Feb 16 0.1480 0.39 Aug 18 Jan 21 -
- Options 93,750 - - - 93,750 - 93,750 Feb 16 0.1480 0.39 Aug 18 Nov 21 - A Watt - 833,333 - 833,333 833,333
- Options 93,750 - - - 93,750 - 93,750 Feb 16 0.1480 0.39 Nov 18 Jan 21 - S Steel - 232,510 - 232,510 232,510
- Options 93,750 - - - 93,750 - 93,750 Feb 16 0.1480 0.39 Nov 18 Nov 21 - S Preston - - - - -
- Options 93,750 - - - 93,750 - 93,750 Feb 16 0.1480 0.39 Feb 19 Jan 21 - T Celinski - - - - -
- Options 93,750 - - - 93,750 - 93,750 Feb 16 0.1480 0.39 Feb 19 Nov 21 -
- Options 93,750 - - - 93,750 - 93,750 Feb 16 0.1480 0.39 May 19 Jan 21 -
LOAN SHARES HELD IN THE COMPANY
- Options 93,750 - - - 93,750 - 93,750 Feb 16 0.1480 0.39 May 19 Nov 21 -
- Options 93,750 - - - 93,750 - 93,750 Feb 16 0.1480 0.39 Aug 19 Jan 21 - 30 JUNE 2018 BALANCE AT EXERCISE OF NET OTHER BALANCE AT BALANCE HELD
1 JULY 17 OPTIONS CHANGE 30 JUNE 18 NOMINALLY
- Options 93,750 - - - 93,750 - 93,750 Feb 16 0.1480 0.39 Aug 19 Nov 21 -
DIRECTORS
- Options 93,750 - - - 93,750 - 93,750 Feb 16 0.1480 0.39 Nov 19 Jan 21 -
- Options 93,750 - - - 93,750 - 93,750 Feb 16 0.1480 0.39 Nov 19 Nov 21 - R Newman 1,000,000 1,000,000 - 2,000,000 2,000,000
The Company has applied the fair value vesting period. The fair value of executive performance criteria, the impact of dilution, The lead auditor’s independence declaration is set out on page 59
measurement provisions of AASB 2 Share- option plans at grant date is determined the non-tradeable nature of the option, CPFHQTOURCTVQHVJG&KTGEVQTUo4GRQTVHQTVJGƂPCPEKCN[GCTGPFGF
based Payment for all options granted to using a Black-Scholes, Binomial or Monte the share price at grant date and expected 30 June 2018.
Directors and employees. The fair value Carlo option pricing model depending on price volatility of the underlying share, the
of such grants is being amortised and the terms and conditions of each option, expected dividend yield and the risk-free Signed in accordance with a resolution of the Directors.
disclosed as part of Director and employee that takes into account the exercise price, interest rate for the term of the option.
remuneration on a straight-line basis over the the term of the option, the vesting and
On behalf of the Board
G. SHARES UNDER OPTION
23,668,600
Captured: 08/07/2017
56 DIRECTORS’ REPORT Cambooya QLD Australia
Lead Auditor’s Independence Declaration under
Section 307C of the Corporations Act 2001
To the Directors of Nearmap Ltd
I declare that, to the best of my knowledge and belief, in relation to the audit for the financial year
ended 30 June 2018 there have been:
KPMG
Trent Duvall
Partner
Sydney
21 August 2018
Captured: 18/02/2018
Waimakariri River New Zealand AUDITOR’S DECLARATION 59
Captured: 28/08/2017 Captured: 19/05/2018
Benowa QLD Australia Sun City AZ USA
CONSOLIDATED CONSOLIDATED
NOTES 2018 2017 NOTES 2018 2017
$’000 $’000 $’000 $’000
Revenue 3 53,553 40,666 CURRENT ASSETS
Cash and cash equivalents 13 17,530 28,338
Other income 3 587 399
Trade receivables 9 10,116 7,051
TOTAL REVENUE 54,140 41,065
Other current receivables 1,386 623
Other current assets 7 2,506 909
«ÞiiLiiwÌÃiÝ«iÃi 4 (31,005) (22,741)
TOTAL CURRENT ASSETS 31,538 36,921
Amortisation and depreciation (13,257) (7,468)
Other operational expenses 4 (17,916) (11,915) Plant and equipment 12 11,983 10,610
Intangible assets 11 36,299 24,824
TOTAL EXPENSES (62,367) (42,599)
Deferred tax assets 6 2,667 2,060
TOTAL NON-CURRENT ASSETS 50,949 37,494
LOSS BEFORE TAX (8,227) (1,534)
CURRENT LIABILITIES
OTHER COMPREHENSIVE INCOME Trade and other payables 1,525 1,609
+VGOUVJCVOC[DGTGENCUUKƂGFVQRTQƂVQTNQUU Unearned income 33,911 25,171
NON-CURRENT LIABILITIES
LOSS PER SHARE ATTRIBUTABLE TO THE ORDINARY EQUITY HOLDERS OF THE COMPANY
Deferred tax liabilities 6 8,554 5,594
Basic loss per share (cents per share) 14 (2.84) (1.41)
«ÞiiLiiwÌÃ 163 105
Diluted loss per share (cents per share) 14 (2.84) (1.41) Other non-current liabilities 7 1,176 -
TOTAL NON-CURRENT LIABILITIES 9,893 5,699
6JGCDQXGEQPUQNKFCVGFUVCVGOGPVQHEQORTGJGPUKXGKPEQOGUJQWNFDGTGCFKPEQPLWPEVKQPYKVJVJGCEEQORCP[KPIPQVGU
TOTAL LIABILITIES 53,493 37,257
EQUITY
Contributed equity 8 52,995 51,446
Reserves 12,983 11,667
*ÀwÌÃÀiÃiÀÛi 7,078 7,078
Accumulated losses (44,062) (33,033)
TOTAL EQUITY 28,994 37,158
6JGCDQXGEQPUQNKFCVGFUVCVGOGPVQHƂPCPEKCNRQUKVKQPUJQWNFDGTGCFKPEQPLWPEVKQPYKVJVJGCEEQORCP[KPIPQVGU
CONSOLIDATED AT 1 JULY 2017 51,446 (33,033) 7,078 12,002 (335) 37,158 CASH FLOWS FROM OPERATING ACTIVITIES
Loss for the year - (11,029) - - - (11,029) Receipts from customers 64,201 48,016
TOTAL COMPREHENSIVE INCOME FOR THE YEAR - (11,029) - - (51) (11,080) Income taxes (paid)/received (428) (22)
Transactions with owners of the Company: NET CASH FROM OPERATING ACTIVITIES 13 (2,732) 3,672
Share-based payment transactions - - - 1,367 - 1,367 CASH FLOWS FROM INVESTING ACTIVITIES
AT 30 JUNE 2018 52,995 (44,062) 7,078 13,369 (386) 28,994 Purchase of plant and equipment (4,121) (6,377)
CONTRIBUTED ACCUMULATED PROFITS SHARE BASED OTHER TOTAL Proceeds from sale of plant and equipment 291 10
EQUITY LOSSES RESERVE PAYMENTS RESERVES EQUITY
RESERVE NET CASH USED IN INVESTING ACTIVITIES (9,500) (10,117)
$’000 $’000 $’000 $’000 $’000 $’000
CONSOLIDATED AT 1 JULY 2016 28,779 (27,729) 7,078 10,657 (292) 18,493
CASH FLOWS FROM FINANCING ACTIVITIES
Loss for the year - (5,304) - - - (5,304)
Proceeds from share offer - 19,972
Other comprehensive income:
Proceeds from exercise of share options 1,549 606
6JGPQVGUKPENWFGKPHQTOCVKQPYJKEJKUTGSWKTGFVQWPFGTUVCPFVJGƂPCPEKCNUVCVGOGPVUCPFKUOCVGTKCNCPFTGNGXCPVVQ
VJGQRGTCVKQPUƂPCPEKCNRQUKVKQPCPFRGTHQTOCPEGQHVJG)TQWR6JGPQVGUCTGQTICPKUGFKPVQVJGHQNNQYKPIUGEVKQPU
A. BASIS OF PREPARATION
IN THIS SECTION
6JKUUGEVKQPUGVUQWVVJGDCUKUWRQPYJKEJVJG)TQWRoUƂPCPEKCNUVCVGOGPVUCTGRTGRCTGFCUCYJQNG5RGEKƂECEEQWPVKPIRQNKEKGUCTG
FGUETKDGFKPVJGKTTGURGEVKXGPQVGUVQVJGƂPCPEKCNUVCVGOGPVU6JKUUGEVKQPCNUQUJQYUKPHQTOCVKQPQPPGYCEEQWPVKPIUVCPFCTFU
amendments and interpretations, and whether they are effective in 2018 or later years. We explain how these changes are expected to
KORCEVVJGƂPCPEKCNRQUKVKQPCPFRGTHQTOCPEGQHVJG)TQWR
6JGƂPCPEKCNTGRQTVJCUDGGPRTGRCTGFQPCIQKPIEQPEGTPDCUKUDCUGFQPVJG)TQWRoUECUJƃQYUHQTVJGEWTTGPV[GCTCPFGUVKOCVGF
RTQƂVUCPFECUJƃQYUHQTHWVWTG[GCTU
Captured: 08/03/2017
Frankton New Zealand FINANCIAL REPORT 67
NOTES TO THE CONSOLIDATED NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018 FOR THE YEAR ENDED 30 JUNE 2018
b. Statement of compliance 6JG)TQWRƂPCNKUGFKVUKORCEVCUUGUUOGPVQH The Group has assessed the impact on its AASB 16 Leases • the Group expects to transition to the statements from the date that control
6JGEQPUQNKFCVGFƂPCPEKCNUVCVGOGPVU AASB 9 Financial Instruments as follows: EQPUQNKFCVGFƂPCPEKCNUVCVGOGPVUTGUWNVKPI The new standard replaces AASB 117 PGYUVCPFCTFHQNNQYKPICOQFKƂGF commences until the date that control
have been prepared in accordance with • the Group does not expect the new from the application of the new standard Leases and is mandatory for the Group’s retrospective approach. Using this ceases.
International Financial Reporting Standards. IWKFCPEGVQJCXGCUKIPKƂECPVKORCEVQP and notes the following: ,WPGƂPCPEKCNUVCVGOGPVU+VTGSWKTGU approach the Group will recognise the When the Company ceases to have control,
VJGENCUUKƂECVKQPCPFOGCUWTGOGPVQHKVU • VJGOCLQTKV[QHVJG)TQWRoUEWUVQOGTU a lessee to recognise a right-of-use asset cumulative effects of applying AASB 16 LQKPVEQPVTQNQTUKIPKƂECPVKPƃWGPEGCP[
The Group’s current liabilities exceeded its CUCPCFLWUVOGPVVQQRGPKPITGVCKPGF
current assets as at 30 June 2018 by $12,062k ƂPCPEKCNCUUGVU access images online through an annual representing its rights to use the underlying retained interest in the entity is remeasured
subscription. Revenue recognition for lease asset and a lease liability representing earnings in the period of initial application. to its fair value with the change in carrying
including a current liability for unearned • VJG)TQWRFQGUPQVJQNFCP[ƂPCPEKCN
income of $33,911k. Unearned income NKCDKNKVKGUCVHCKTXCNWGVJTQWIJRTQƂVCPF these products is in line with AASB 15 its obligations to make lease payments, Other accounting policies COQWPVTGEQIPKUGFKPRTQƂVQTNQUU6JG
includes income received in advance which loss and as such there is no impact of the and no change in recognition method other than short-term leases or leases of fair value is the initial carrying amount for
is required; The following amendments to the the purposes of subsequently accounting
has been deferred in the statement of PGYUVCPFCTFQPƂPCPEKCNNKCDKNKVKGU low value assets on balance sheet. The
accounting standards are applicable for the retained interest as an associate,
ƂPCPEKCNRQUKVKQPWPVKNUGTXKEGKURGTHQTOGF • as a general rule, more hedge • AASB 15 will principally affect the timing PGYUVCPFCTFYKNNKORCEVVJG)TQWRoUQHƂEG
from 1 July 17:
The annual report has been prepared on a relationships may be eligible for hedge of revenue recognition for the Group’s facility operating leases which have terms LQKPVN[EQPVTQNNGFGPVKV[QTƂPCPEKCNCUUGV+P
multi-year payment ramp contracts. In the greater than 12 months. Based on an initial • AASB 2016-1 Amendments to Australian addition, any amounts previously recognised
going concern basis, based on the Group’s accounting. Existing hedge relationships
ƂPCPEKCN[GCTGPFGF,WPGVJG assessment, the impact of the application Accounting Standards - Recognition of in other comprehensive income in respect
ECUJƃQYUHQTVJGEWTTGPV[GCTCPFGUVKOCVGF would appear to qualify as continuing Deferred Tax Assets for Unrealised Losses
revenue for these contracts mirrored the the new standard is expected to be as follows: of that entity are accounted for as if the
RTQƂVUCPFECUJƃQYUHQTHWVWTG[GCTU hedge relationships upon adoption of the
billing cycle and was recognised over the • total assets and total liabilities on the • AASB 2016-2 Amendments to Australian Company had directly disposed of the
The Group is of a kind referred to in ASIC new standard;
duration of the contract. Applying AASB balance sheet will increase due to the Accounting Standards - Disclosure related assets or liabilities. This may mean
Corporations (Rounding in Financial/ • the new impairment model requires the that amounts previously recognised in other
15, revenue will continue to be recognised requirement to recognise all off-balance Initiative: Amendments to AASB 107
Directors’ Reports) Instrument 2016/191 recognition of impairment provisions EQORTGJGPUKXGKPEQOGCTGTGENCUUKƂGFVQ
and in accordance with that instrument, over time and will be calculated as the sheet leases as a right to use the asset and • AASB 2017-2 Amendments to Australian
based on expected credit losses rather RTQƂVQTNQUU
total contract value amortised over the liability. Net total assets will decrease as Accounting Standards - Further Annual
COQWPVUKPVJGEQPUQNKFCVGFƂPCPEKCNTGRQTV than only incurred credit losses. The new
and Directors’ report have been rounded contract period. In the reporting period the capitalised asset will be amortised on Improvements 2014-2016 Cycle G5KIPKƂECPVCEEQWPVKPILWFIOGPVU
impairment requirements will not have a
off to the nearest thousand dollars, unless ended 30 June 2018, the impact of this a straight-line basis whereas the liability estimates and assumptions
UKIPKƂECPVKORCEVVQVJG)TQWRCPF These amendments do not have any
otherwise stated. change is an increase to revenue of will decrease by the principal amount of
• the Group expects to transition to the OCVGTKCNKORCEVQPVJGƂPCPEKCNTGUWNVU The carrying amount of certain assets and
approximately $0.1m, with a corresponding any repayments. Net current assets will
6JGEQPUQNKFCVGFƂPCPEKCNUVCVGOGPVUHQTVJG new standard following a retrospective net decrease in unearned revenue; d. Basis of consolidation liabilities are often determined based on
decrease as an element of the liability will
year ended 30 June 2018 were authorised for approach. estimates and assumptions of future events.
• it is not expected that AASB 15 will be disclosed as a current liability; 6JGƂPCPEKCNUVCVGOGPVUQHUWDUKFKCTKGUCTG
issue in accordance with a resolution of the 6JGMG[LWFIOGPVUCPFGUVKOCVGUYJKEJCTG
Directors on 21 August 2018 AASB 15 Revenue from Contracts KORCEVVJG)TQWRoUECUJƃQYUHTQO • operating lease costs included in prepared for the same reporting period OCVGTKCNVQVJGƂPCPEKCNTGRQTVCTGHQWPFKP
with Customers operating activities; operating expenses will be replaced as the parent company, using consistent the following notes:
c. Changes in accounting policies and • the new standard requires increased by interest and depreciation charges. accounting policies.
AASB 15 establishes a comprehensive • Note 6: Income tax
new standards and interpretations disclosure in relation to revenue derived Interest expenses will increase due to the
framework for the recognition of revenue +PRTGRCTKPIVJGEQPUQNKFCVGFƂPCPEKCN
not yet adopted unwinding of the effective interest rate • Note 11: Intangibles
from contracts with customers based on HTQOEQPVTCEVUMG[LWFIGOGPVUCPFHWVWTG statements, all intercompany balances and
A number of new standards and the principle that an entity should recognise revenue expected to be generated; and implicit in the lease. Interest expenses will transactions, income and expenses and During the year, the Group re-assessed the
amendments to standards are effective revenue representing the transfer of • the Group expects to transition to the be greater in the early life of a lease due RTQƂVCPFNQUUGUTGUWNVKPIHTQOKPVTCITQWR expected pattern of consumption of assets
HQTƂPCPEKCN[GCTUEQOOGPEKPIQPQTCHVGT promised goods or services as an amount PGYUVCPFCTFHQNNQYKPICOQFKƂGF to the higher principal value which causes transactions have been eliminated. used in the generation of aerial images. The
1 July 2018. retrospective approach. Using this RTQƂVXCTKCDKNKV[QXGTVJGEQWTUGQHCNGCUG Group has determined that it can no longer
VJCVTGƃGEVUVJGEQPUKFGTCVKQPVJGGPVKV[ Subsidiaries are entities controlled by the
expects to be entitled to in exchange for approach the Group will recognise the life. This effect may be partially mitigated reliably attribute camera system usage to
AASB 9 Financial Instruments Company. The Company controls an entity
those goods or services. The new standard cumulative effects of applying AASB 15 by the number of leases held in the Group URGEKƂEKOCIGUCUVJGXCTKGV[QHCRRNKECVKQPU
when it is exposed to, or has rights to,
AASB 9 ‘Financial Instruments’ addresses the replaces AASB 118 Revenue and related at different term stages; for this data becomes increasingly
CUCPCFLWUVOGPVVQQRGPKPITGVCKPGF variable returns from its involvement with
ENCUUKƂECVKQPOGCUWTGOGPVCPFTGEQIPKVKQP interpretations and came into effect for earnings in the period of initial application. • QRGTCVKPIECUJƃQYUYKNNDGJKIJGTCU sophisticated. Effective from 1 July 2017,
the entity and has the ability to affect those
QHƂPCPEKCNCUUGVUCPFƂPCPEKCNNKCDKNKVKGU annual reporting periods beginning on or repayment of the principal portion of all depreciation of camera system assets is
returns through its power over the entity.
The new standard replaces guidance in after 1 January 2018. It becomes mandatory NGCUGNKCDKNKVKGUYKNNDGENCUUKƂGFWPFGT 6JGƂPCPEKCNUVCVGOGPVUQHUWDUKFKCTKGU
TGEQIPKUGFFKTGEVN[KPRTQƂVQTNQUUTCVJGT
AASB 139 and becomes mandatory for the HQTVJG)TQWRoU,WPGƂPCPEKCN ƂPCPEKPICEVKXKVKGUCPF than capitalised to capture costs.
CTGKPENWFGFKPVJGEQPUQNKFCVGFƂPCPEKCN
Group’s 30 June 2019 Financial Statements. statements.
YEAR ENDED AUSTRALIA UNITED STATES UNALLOCATED TOTAL ACCOUNTING POLICY – REVENUE On-demand revenue Interest income
30 JUNE 2018 $’000 $’000 $’000 $’000
RECOGNITION AND MEASUREMENT On-demand revenue is recognised in Interest income is recognised as interest
Total revenue and other income 42,955 10,598 587 54,140
Revenue is recognised to the extent that it is accordance with the percentage of accrues using the effective interest method.
Cost of revenue1 (2,663) (7,737) - (10,400) completion method. The stage of completion
RTQDCDNGVJCVVJGGEQPQOKEDGPGƂVUYKNNƃQY Unearned revenue
GROSS PROFIT 40,292 2,861 587 43,740 to the Group and the revenue can be reliably is measured by reference to percentage area
OGCUWTGF6JGHQNNQYKPIURGEKƂETGXGPWG captured to date as a percentage of the total Prepaid amounts received from customers in
Sales & marketing (10,197) (12,988) - (23,185)
recognition criteria must also be met before estimated capture area for each contract. advance are deferred to the relevant future
General & administration2 (7,153) (7,068) (8,229) (22,450) subscription agreement periods. Unearned
revenue is recognised: Royalty income
SEGMENT CONTRIBUTION 22,942 (17,195) (7,642) (1,895) revenue comprises subscription licence
Subscription revenue Royalty income is earned through third parties service fees charged, the revenue for which is
Amortisation & depreciation3 (6,143)
Subscription revenue is recognised over who sell Nearmap imagery on behalf of the RTKOCTKN[TGEQIPKUGFKPVJGRTQƂVQTNQUUQXGT
FX loss (189)
the life of the contract in line with the Group. It is recognised when the contract of the subscription period.
Income tax expense (2,802) subscription period, when recovery of the sale between the parties has been signed.
LOSS AFTER TAX (11,029) consideration is probable, and the amount Grant income
of revenue can be measured reliably. The
timing of the transfer of risks and rewards Grant income is the New South Wales payroll
YEAR ENDED AUSTRALIA UNITED STATES UNALLOCATED TOTAL varies depending on the individual terms of ITCPVTGEGKXGFHTQOVJG1HƂEGQH5VCVG
30 JUNE 2017 $’000 $’000 $’000 $’000 Revenue. It is recognised when incremental
the subscription agreement.
Total revenue and other income 36,292 4,301 472 41,065 JGCFEQWPVUCTGJKTGFHQTPGYLQDUETGCVGF
Cost of revenue1
(3,538) (4,578) - (8,116)
Sales & marketing (8,260) (8,578) - (16,838) (ii) Total revenue and other income
General & administration2 (3,620) (3,824) (6,847) (14,291) CONSOLIDATED
2018 2017
SEGMENT CONTRIBUTION 20,874 (12,679) (6,375) 1,820
$’000 $’000
Amortisation & depreciation3 (2,881)
Subscription revenue 53,412 40,351
FX gain (473)
On-demand revenue 38 162
Income tax expense (3,770)
Royalty income 103 80
LOSS AFTER TAX (5,304)
53,553 40,593
1
Includes amortisation of capitalised capture costs.
2
+PENWFGUFGRTGEKCVKQPQHNQECNUWRRQTVKPICUUGVUGIHWTPKVWTGCPFƂVVKPIU
3
Includes amortisation and depreciation of corporate assets. Interest income 369 389
Grant income 82 73
587 472
4. EXPENSES KEY ESTIMATES AND JUDGMENTS ACCOUNTING POLICY - cumulative expense recognised at the
RECOGNITION AND MEASUREMENT beginning and end of that period.
The Group estimates the fair value of equity-
6. INCOME TAX combination and, at the time of the of the deferred income tax asset to be
RECONCILIATION OF OPTIONS ISSUED UNDER EMPLOYEE SHARE OPTION PLAN 30 JUNE 2018
transaction, affects neither the accounting utilised. Unrecognised deferred income
BALANCE GRANTED LAPSED/ EXERCISED BALANCE VESTED & KEY ESTIMATES AND JUDGMENTS RTQƂVPQTVCZCDNGRTQƂVQTNQUUCPF tax assets are reassessed at each reporting
AT 1 JULY FORFEITED AT 30 JUNE EXERCISABLE date and are recognised to the extent that
Deferred tax • in respect of taxable temporary
30 JUNE 2018 differences associated with investments it has become probable that future taxable
Total number of options 34,300,921 5,605,186 (9,904,167) (6,333,340) 23,668,600 8,107,647 Pursuant to AASB 112 Income Taxes, the in subsidiaries, associates and interests in RTQƂVYKNNCNNQYVJGFGHGTTGFVCZCUUGVVQ
Company has assessed its best estimate of LQKPVXGPVWTGUGZEGRVYJGTGVJGVKOKPIQH be recovered.
Weighted average price $ 0.68 0.73 0.78 0.67 0.66 0.60
VJGRTQDCDKNKV[VJCVHWVWTGVCZCDNGRTQƂVUYKNN the reversal of the temporary differences Deferred income tax assets and liabilities are
be available against which the Group can can be controlled and it is probable that measured at the tax rates that are expected
30 JUNE 2017 utilise its unused tax losses and deductible the temporary differences will not reverse to apply to the year when the asset is realised
temporary differences in future periods in the foreseeable future. or the liability is settled, based on tax rates
Total number of options 37,445,000 6,889,255 (8,200,001) (1,833,333) 34,300,921 16,117,072
ACCOUNTING POLICY - RECOGNITION Deferred income tax assets are recognised (and tax laws) that have been enacted or
Weighted average price $ 0.64 0.86 0.70 0.49 0.68 0.71
AND MEASUREMENT OF INCOME TAX for all deductible temporary differences, substantively enacted at the reporting date.
carry-forward of unused tax assets and Deferred tax assets and deferred tax
As at 30 June 2018, there were 23,668,600 Expenses arising from share-based payment The following table lists the options and Research and Development tax incentive unused tax losses, to the extent that it is liabilities are offset only if a legally
options outstanding at exercise prices transactions during the year was $1,367,000 LRLs granted and the inputs to the model The Group accounts for any non-refundable RTQDCDNGVJCVVCZCDNGRTQƂVYKNNDGCXCKNCDNG enforceable right exists to set off current
ranging from $0.39 to $1.06 and a weighted (2017: $1,345,000). used to measure their fair value for the years research and development tax credits as an against which the deductible temporary tax assets against current tax liabilities and
average remaining contractual life of ended 30 June 2018 and 30 June 2017 to key KPEQOGVCZDGPGƂVYJKEJCTGTGEQIPKUGF differences, and the carry-forward of the deferred tax assets and liabilities relate
4.16 years. management personnel: when there is reasonable assurance that unused tax assets and unused tax losses to the same taxable entity and the same
the Group will comply with the conditions can be utilised: taxation authority.
that attach to the incentive and that it will • except where the deferred income Income taxes relating to items recognised
be received. tax asset relating to the deductible directly in equity are recognised in equity
GRANT EXPIRY EXERCISE NUMBER OF FAIR VALUE EXPECTED EXPECTED RISK FREE EXPECTED
DATE DATE PRICE $ OPTIONS/LRLS AT GRANT PRICE DIVIDEND INTEREST LIFE (YEARS) temporary difference arises from the CPFPQVKPVJGRTQƂVCPFNQUU
Income tax
GRANTED DATE $ VOLATILTY % YIELD % RATE % initial recognition of an asset or liability
Current tax assets and liabilities for the Tax consolidation
30 JUNE 2017 in a transaction that is not a business
current and prior periods are measured combination and, at the time of the The Company and its wholly-owned
2 Dec 16 2 Dec 20 1.06 2,000,000 0.2428 66 - 2.12 3.5
at the amount expected to be recovered transaction, affects neither the accounting Australian controlled entities have
14 Dec 16 12 Dec 20 0.93 2,500,000 0.2480 65 - 2.09 3.5 from or paid to the taxation authorities. The RTQƂVPQTVCZCDNGRTQƂVQTNQUUCPF implemented the tax consolidation
20 Mar 17 20 Mar 21 0.64 697,531 0.1783 67 - 2.14 3.5 tax rates and tax laws used to compute legislation. The head entity, Nearmap Ltd,
• in respect of deductible temporary
the amount are those that are enacted or and the controlled entities in the tax
20 Mar 17 20 Mar 21 0.64 775,034 0.1783 67 - 2.14 3.5 differences associated with investments
substantively enacted at the reporting date. consolidated Group account for their own
20 Mar 17 20 Mar 21 0.64 516,690 0.1783 67 - 2.14 3.5
in subsidiaries, associates and interests in
Deferred income tax is provided on all LQKPVXGPVWTGUFGHGTTGFVCZCUUGVUCTGQPN[ current and deferred tax amounts. These
temporary differences at the reporting date recognised to the extent that it is probable tax amounts are measured as if each entity
30 JUNE 2018 between the tax bases of assets and liabilities that the temporary differences will reverse in the tax consolidated Group continues
CPFVJGKTECTT[KPICOQWPVUHQTƂPCPEKCN in the foreseeable future and taxable to be a standalone taxpayer in its own right.
16 Nov 171 16 Nov 21 0.71 3,557,970 0.2490 57 - 2.00 3.5
reporting purposes. RTQƂVYKNNDGCXCKNCDNGCICKPUVYJKEJVJG In addition to its own current and deferred
16 Feb 18 16 Feb 22 0.82 1,000,000 0.4110 53 - 2.20 3.5
temporary differences can be utilised. tax amounts, the Company also recognises
Deferred income tax liabilities are recognised
The fair value of options granted on 16 November 2017 have been determined using the Monte Carlo option pricing model as they contain TSR (Total Shareholder Return) the current tax liabilities (or assets) and the
for all taxable temporary differences:
1
performance hurdles. All other options granted have been determined using the using the Black-Scholes option pricing model.
The carrying amount of deferred income deferred tax assets arising from unused
• except where the deferred income tax tax assets is reviewed at each reporting tax losses and unused tax credits assumed
liability arises from the initial recognition date and reduced to the extent that it is from controlled entities in the tax
of goodwill or of an asset or liability in a PQNQPIGTRTQDCDNGVJCVUWHƂEKGPVVCZCDNG consolidated Group.
transaction that is not a business RTQƂVYKNNDGCXCKNCDNGVQCNNQYCNNQTRCTV
Effect of tax rate change in the US (1,004) - DEFERRED TAX BALANCE RECOGNISED IN CHANGE IN BALANCE ASSETS LIABILITIES
BALANCES 2017 AT 1 JULY THE STATEMENT OF RECOGNISED AT 30 JUNE
Share based payments expense (410) (404) PROFIT OR LOSS AMOUNT
$’000 $’000 $’000 $’000 $’000 $’000
Entertainment expenses (57) (40)
R&D credits carry forward 1,359 (661) (24) 674 - 674
Recognition of previously unrecognised deductible temporary differences 1,163 801
Tax losses 1,957 (1,957) - - - -
Current year losses for which no deferred tax asset is recognised (5,439) (6,755)
Unearned revenue 427 1,272 - 1,699 1,699 -
Over provision in the prior year 736 1,366
Provisions and other accruals 749 (48) (65) 636 362 274
(2,802) (3,770)
Plant and equipment 782 (728) - 54 (1) 55
B. KEY FINANCIAL RESULTS (CONT.) C. CAPITAL STRUCTURE AND FINANCIAL RISK MANAGEMENT
7. LEASE INCENTIVE
Included within the Statement of Financial
IN THIS SECTION
Position are the following balances relating
to lease incentives: 6JKUUGEVKQPQWVNKPGUJQYVJG%QORCP[OCPCIGUKVUECRKVCNUVTWEVWTGCPFFKUEWUUGUVJG)TQWRoUGZRQUWTGVQXCTKQWUƂPCPEKCNTKUMUCPF
CONSOLIDATED how the Group manages these risks.
2018 2017 Capital Risk Management
$’000 $’000
6JG)TQWRoUQDLGEVKXGKPOCPCIKPIECRKVCNKUVQUCHGIWCTFKVUCDKNKV[VQEQPVKPWGCUCIQKPIEQPEGTPUQKVECPEQPVKPWGVQEQOOGTEKCNKUG
OTHER CURRENT ASSETS
KPVGNNGEVWCNRTQRGTV[YKVJVJGWNVKOCVGQDLGEVKXGQHRTQXKFKPITGVWTPUVQUJCTGJQNFGTUYJKNUVOCKPVCKPKPICPQRVKOCNECRKVCNUVTWEVWTGVQ
Lease incentive asset 449 - TGFWEGVJGEQUVQHECRKVCN+PQTFGTVQOCKPVCKPQTCFLWUVVJGECRKVCNUVTWEVWTGVJG%QORCP[OC[KUUWGPGYUJCTGUUGNNCUUGVUEQPUKFGT
LQKPVXGPVWTGUCPFOC[TGVWTPECRKVCNKPUQOGHQTOVQUJCTGJQNFGTU
OTHER CURRENT LIABILITIES
On 24 November 2016, the Company On 3 January 2017, the Company Terms and conditions of
completed a $20m capital raising (before completed a $725k share purchase plan contributed equity
costs) through a fully underwritten through the issue of 1,035,652 new fully Ordinary shares have the right to receive
institutional placement of 28,571,429 new paid ordinary shares. dividends as declared and in the event of
fully paid ordinary shares at the offer price &WTKPIVJGƂPCPEKCN[GCTVQVCNNQCPU winding up of the Company, to participate
of $0.70. The Company incurred $753k in of $2,089k and accruing interest of $110k in the proceeds from the sale of all surplus
transaction costs, which have been was repaid to the Company, thereby assets in proportion to the number of and
recorded in equity, net of tax. releasing 8,800,000 shares previously amounts paid up on the shares held.
under holding lock.
C. CAPITAL STRUCTURE AND FINANCIAL RISK MANAGEMENT (CONT.) C. CAPITAL STRUCTURE AND FINANCIAL RISK MANAGEMENT (CONT.)
9. FINANCIAL INSTRUMENTS is recognised in OCI and accumulated in the b. Market risk Exposure to foreign currency risk
– FAIR VALUE AND RISK hedging reserve. Any ineffective portion of Market risk is the risk that changes in market The summary quantitative data about the
MANAGEMENT changes in the fair value of the derivatives is prices – such as foreign exchange rates and Group’s exposure to foreign currency risk is
KOOGFKCVGN[TGEQIPKUGFKPRTQƂVQTNQUU6JG interest rates – will affect the Group’s income as follows:
ACCOUNTING POLICY - FINANCIAL amount accumulated in equity is retained in QTVJGXCNWGQHKVUJQNFKPIUQHƂPCPEKCN CONSOLIDATED
INSTRUMENTS CARRIED AT FAIR VALUE 1%+CPFTGENCUUKƂGFVQRTQƂVQTNQUUKPVJG instruments. The Group uses derivatives 2018 2017
same period or periods during which the to manage market risk related to foreign USD’000 USD’000
6JGHCKTXCNWGQHƂPCPEKCNCUUGVUCPFƂPCPEKCN
JGFIGFKVGOCHHGEVURTQƂVQTNQUU currencies. All such transactions are carried
liabilities must be estimated for recognition Cash and cash equivalents 551 3,368
and measurement or for disclosure 6JG)TQWRoURTKPEKRCNƂPCPEKCNKPUVTWOGPVU out within the guidelines of the Group’s risk
comprise cash, short-term deposits and Receivables and other assets 2,418 1,301
purposes. The fair value of these instruments management policies.
is categorised into different levels of the fair derivatives. The Group is primarily exposed Payables and other liabilities 1,942 1,457
VQVJGHQNNQYKPITKUMUCTKUKPIHTQOƂPCPEKCN Currency risk
value hierarchy based on the inputs used in GROSS EXPOSURE 4,911 6,126
the valuation techniques as follows: instruments: The Group’s functional currency is the
• Market risk, particularly in relation to Australian dollar (AUD) and it is exposed
• .GXGNSWQVGFRTKEGU
WPCFLWUVGFKP
foreign currencies (see 9(b)); and to currency risk on payments denominated 6JGHQNNQYKPIUKIPKƂECPVGZEJCPIG
active markets for identical assets or
in the United States dollar (USD). The rates applied during the year:
liabilities that the Group can assess at the • Credit risk (see 9(c)).
Group uses forward exchange contracts to AVERAGE RATE YEAR END SPOT RATE
measurement date; This note provides information about the hedge its currency risk, all of which have a 2018 2017 2018 2017
• Level 2: inputs other than quoted prices Group’s exposure to the above risks and maturity of less than six months from the
included within Level 1 that are observable KVUQDLGEVKXGURQNKEKGUCPFRTQEGUUGUHQT reporting date. The currency risk relating to USD 0.7753 0.7545 0.7391 0.7692
for the asset or liability, either directly (as measuring and managing those risks. payments denominated in USD have been
prices) or indirectly (derived from prices); fully hedged, with the forward exchange
a. Risk management framework Sensitivity analysis
and contracts maturing on the same dates that
• Level 3: inputs for the asset or liability that The Company’s board of Directors the forecast payments are expected to A 10 percent strengthening or weakening
are not based on observable market data have an overall responsibility for the occur. These contracts are designated as of the Australian to US dollar exchange rate
(unobservable inputs). establishment and oversight of the Group’s ECUJƃQYJGFIGU would have increased / (decreased) the net
risk management framework. The board of assets denominated in foreign currencies by
The Group recognises transfers between In respect of other monetary assets and
Directors have established the Audit and the following amounts:
levels of the fair value hierarchy as of the liabilities denominated in foreign currencies,
Risk Management Committee which is CONSOLIDATED
end of the reporting period which the the Group’s policy is to ensure the net
responsible for developing and monitoring
transfer has occurred. exposure is kept to an acceptable level by 2018 2017
the Group’s risk management policies. $’000 $’000
buying or selling foreign currencies at spot
ACCOUNTING POLICY – DERIVATIVE The Group’s risk management policies rates when necessary. +10% (126) (380)
FINANCIAL INSTRUMENTS AND are established to identify and analyse
HEDGE ACCOUNTING -10% 154 464
the risks faced by the Group, to set
6JG)TQWRJQNFUFGTKXCVKXGƂPCPEKCN appropriate risk limits and controls and
instruments to hedge its foreign currency to monitor risks and adherence to limits. Interest rate risk c. Credit risk Trade and other receivables
risk exposures. These derivative instruments Risk management policies are reviewed
TGIWNCTN[VQTGƃGEVEJCPIGUKPVJGOCTMGV The Group is exposed to changes in interest %TGFKVTKUMKUVJGTKUMQHƂPCPEKCNNQUUVQ The Group’s exposure to credit risk
CTGFGUKIPCVGFCUECUJƃQYJGFIKPI rates as it relates to the Company’s short- the Group if a customer or counterparty KUKPƃWGPEGFOCKPN[D[VJGKPFKXKFWCN
instruments. The effective portion of and the Group’s activities.
term deposits. The Company monitors VQCƂPCPEKCNKPUVTWOGPVHCKNUVQOGGVKVU characteristics of each customer. Receivable
changes in the fair value of the derivative changes in interest rates regularly to ensure contractual obligations, and arises principally balances are monitored on an ongoing basis,
the best possible return on deposits. from the Group’s receivables from customers with the result that the Group’s exposure to
Changes to interest rates in this context are and forward exchange contracts. The DCFFGDVUKUPQVUKIPKƂECPV
PQVEQPUKFGTGFCUKIPKƂECPVƂPCPEKCNTKUM Group trades primarily with recognised,
creditworthy third parties.
C. CAPITAL STRUCTURE AND FINANCIAL RISK MANAGEMENT (CONT.) C. CAPITAL STRUCTURE AND FINANCIAL RISK MANAGEMENT (CONT.)
2018 2017 Forward exchange and option contracts used for hedging1 141 141 (193) (193)
$’000 $’000
1
The forward exchange and option contracts and options are not quoted in active markets as they are not traded on a recognised exchange. Instead, the Group uses
AGEING PROFILE OF TRADE RECEIVABLES XCNWCVKQPVGEJPKSWGU
RTGUGPVXCNWGVGEJPKSWGUYJKEJWUGDQVJQDUGTXCDNGCPFWPQDUGTXCDNGOCTMGVKPRWVU#UVJGUGƂPCPEKCNKPUVTWOGPVUWUGXCNWCVKQPVGEJPKSWGUYKVJ
WPQDUGTXCDNGKPRWVUVJCVCTGPQVUKIPKƂECPVVQVJGQXGTCNNXCNWCVKQPVJGUGKPUVTWOGPVUCTGKPENWFGFKP.GXGNQHVJGHCKTXCNWGJKGTCTEJ[6JGTGYGTGPQVTCPUHGTUDGVYGGP
Current 9,989 6,293 NGXGNUQHVJGHCKTXCNWGJKGTCTEJ[FWTKPIVJG[GCTGPFGF,WPG6JG)TQWRJCUPQVFKUENQUGFVJGHCKTXCNWGUHQTƂPCPEKCNKPUVTWOGPVUUWEJCUUJQTVVGTOVTCFGTGEGKXCDNGU
31 to 60 days overdue 128 145 and payables because their carrying amounts are a reasonable approximation of fair values.
based on Standards & Poors ratings. & Poors ratings and are authorised in /
i>ÕÌvvÀ>}VÀi`ÌÃ>Û>>LivÀÌ
iÃÕLÃiµÕiÌw>V>Þi>À>Ài\
accordance with our Foreign Exchange À>}>VVÕÌL>>Vi>Ã>ÌÌ
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iw>V>Þi>À>ÌÎä¯Óä£Ç\Î䯮 - -
Risk Management Policy.
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- -
CONSOLIDATED
2018 2017
$’000 $’000 Provision is made for the amount of any
Cash and cash equivalents 17,530 28,338 dividend declared, being appropriately
authorised and no longer at the discretion
Trade receivables 10,116 7,051
of the entity, on or before the end of the
Prepayments and other receivables 3,892 1,532 ƂPCPEKCN[GCTDWVPQVFKUVTKDWVGFCV
reporting date.
The recoverable amount of the Australian early stage of operation into its intended TCVGUCRRNKGFVQRTQLGEVGFECUJƃQYU
CGU has been determined based on value OCVWTGQRGTCVKPIUVCVG%CUJƃQYUJCXG 6JGRTQLGEVGFECUJƃQYUCTGDCUGFQP
IN THIS SECTION in use calculations. been discounted using an appropriate post CEVWCNTGUWNVUƂPCPEKCNDWFIGVU
In the current period, Fair value less cost tax market discount rate to arrive at a net approved by management and the Board
This section outlines the Group’s investment in intangible assets and property, plant and equipment as well as a broader discussion
of disposal (FVLCD) has derived a higher present value of the CGU, less an estimate CPFVQƂPCPEKCNRTQLGEVKQPU
QPVJGGPVKV[oUECUJƃQYU
value for US business CGU. FVLCD is an of disposal costs for the business, which is CRRTQXGFD[VJG$QCTF2TQLGEVGFECUJƃQYU
estimate of the amount that a market then compared against the CGU’s carrying DG[QPFVJGƂXG[GCTHQTGECUVRGTKQFCTG
participant would pay for an asset or CGU, value. The FVLCD calculations are based based on management’s best estimate of
less cost of disposal. The fair value has RTKOCTKN[QPNGXGNKPRWVUCUFGƂPGFKPPQVG long range growth rates.
ACCOUNTING POLICY – change in estimate used to determine been determined using assumptions to 9 “Financial Instruments - Fair Value and Risk Revenue growth in the US CGU has been
11. INTANGIBLES
IMPAIRMENT OF ASSETS the asset’s recoverable amount since the calculate the present value of the estimated Management”. based on historical growth rates achieved
KEY ESTIMATES AND JUDGMENTS last impairment loss was recognised. If HWVWTGRQUVVCZECUJƃQYUGZRGEVGFVQ Key assumptions used in calculating the by the Australian business during a similar
The Group assesses at each reporting recoverable amount under both the FVLCD expansion phase and takes into account
that is the case, the carrying amount of arise from the continued use of the asset
Capture costs period whether there is an indication that and VIU approaches relate to the discount external information sources of the available
the asset is increased to its recoverable KPENWFKPIVJGCPVKEKRCVGFECUJƃQYGHHGEVU
an asset (other than goodwill or intangibles rate, medium term and long term growth target market.
Pursuant to AASB 138 Intangible Assets, the amount. That increased amount cannot to develop the asset or CGU from its current
YKVJKPFGƂPKVGWUGHWNNKHGOC[DGKORCKTGF
Company has assessed its best estimate exceed the carrying amount that would
If any such indication exists, or when annual
of the probability that the expected future have been determined, net of depreciation,
impairment testing for an asset is required,
GEQPQOKEDGPGƂVUCVVTKDWVCDNGVQVJG had no impairment loss been recognised DISCOUNT RATE (AUSTRALIA) /
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the Group makes an estimate of the asset’s
)TQWRoUFKIKVCNKOCIGT[YKNNƃQYVQVJGGPVKV[ in the asset in prior years. Such reversal is L>Ãi`>>ÀiÌ`iÌiÀi`]ÀÃ>`ÕÃÌi`]«ÃÌÌ>Ý`ÃVÕÌÀ>Ìiv£{°ä¯°
recoverable amount. An asset’s recoverable
As a result, capture costs directly attributable TGEQIPKUGFKPRTQƂVQTNQUU
amount is the higher of its fair value less costs DISCOUNT RATE (USA) /
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and necessary to create and upload digital
to sell and its value in use, and is determined KEY ASSUMPTIONS USED FOR VALUE L>Ãi`>>ÀiÌ`iÌiÀi`]ÀÃ>`ÕÃÌi`]«ÃÌÌ>Ý`ÃVÕÌÀ>ÌivÓä°ä¯°
imagery online have been recognised as an
for an individual asset, unless the asset does IN USE CALCULATIONS
intangible asset. Historical usage patterns TERMINAL GROWTH RATE /
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PQVIGPGTCVGECUJKPƃQYUVJCVCTGNCTIGN[
based on customer map tile requests were 6JG)TQWRoU%)7UJCXGDGGPKFGPVKƂGF Ì
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independent of those from other assets or long-term performance.
used to determine a period of 5 years over according to the business segments.
groups of assets. In such cases the asset is
which to amortise the capitalised capture The recoverable amount is the higher of an
tested for impairment as part of the cash
costs. Amortisation of capture costs has asset’s fair value less cost of disposal (FVLCD)
generating unit (CGU) to which it belongs.
been included within ‘depreciation and and its value in use (VIU). For the purposes
When the carrying amount of an asset or The recoverable amount for the Australia assumptions could result in an impairment 6[RKECNN[EJCPIGUKPCP[UKIPKƂECPV
amortisation expenses’ in the statement of assessing impairment, assets are grouped
CGU exceeds its recoverable amount, the CGU continues to exceed the carrying value. charge being recognised. Management assumption related to operating
QHRTQƂVQTNQUUCPFQVJGTEQORTGJGPUKXG at the lowest levels for which there are
asset or CGU is considered impaired and is The recoverable amount of the US business JCXGKFGPVKƂGFVJCVCTGCUQPCDN[RQUUKDNG performance would be accompanied by
income. UGRCTCVGN[KFGPVKƂCDNGECUJƃQYU
written down to its recoverable amount. exceeds its carrying amount by $16,852,988. reduction in the cash received from change in another assumption which may
Impairment of assets Impairment losses relating to continuing In determining the recoverable amount of EWUVQOGTUCUUWORVKQPQHQXGTVJG have an offsetting impact.
Reasonably possible changes in
operations are recognised in those expense assets, in the absence of quoted market year forecast period would be required for
The Group assesses impairment at each EKTEWOUVCPEGUOC[CHHGEVUKIPKƂECPV
categories consistent with the function of the prices, estimates are made regarding the estimated recoverable amount to be
reporting date by evaluation of conditions assumptions and the estimated fair value.
impaired asset. the present value of future post tax cash equal to the carrying amount, assuming all
URGEKƂEVQVJG)TQWRVJCVOC[NGCFVQ +UQNCVGFEJCPIGUKPVJGUGUKIPKƂECPV
ƃQYU6JGUGGUVKOCVGUTGSWKTGUKIPKƂECPV other variables remain constant.
impairment of assets. Where an impairment An assessment is also made at each
trigger exists, the recoverable amount of OCPCIGOGPVLWFIGOGPVCPFCTGUWDLGEV
reporting date as to whether there is any
the asset is determined. Value-in-use and to risk and uncertainty that may be beyond
indication that previously recognised
fair value less cost of disposal calculations the control of the Group; hence there is a
impairment losses may no longer exist or
performed in assessing recoverable amounts possibility that changes in circumstances
may have decreased. If such indication
incorporate a number of key estimates, YKNNOCVGTKCNN[CNVGTRTQLGEVKQPUYJKEJOC[
exists, the recoverable amount is estimated.
impact the recoverable amount of assets at
KPENWFKPIHQTGECUVKPIQHRTQƂVUECUJƃQYU A previously recognised impairment
and discount rates. each reporting date.
loss is reversed only if there has been a
ACCOUNTING POLICY – RECOGNITION sale, its intention to complete and its ability granted or are expected to be granted GOODWILL DEVELOPMENT COSTS CAPTURE COSTS OTHER TOTAL
$’000 $’000 $’000 $’000 $’000
AND MEASUREMENT OF INTANGIBLES to use or sell the asset, how the asset will for a minimum of 20 years by the relevant
IGPGTCVGHWVWTGGEQPQOKEDGPGƂVUVJG government agency with the option of RECONCILIATION OF CARRYING AMOUNT AS AT 30 JUNE 2018
Research and development costs availability of resources to complete the TGPGYCNYKVJQWVUKIPKƂECPVEQUVCVVJGGPFQH Balance at the beginning of the year 135 6,219 17,878 592 24,824
Intangible assets acquired separately are development and the ability to measure this period provided that the Group meets
Additions - 5,651 16,467 19 22,137
capitalised at cost and those arising from a reliably the expenditure attributable to the certain predetermined targets. Accordingly,
intangible asset during its development. the patents and licences have been Amortisation - (3,841) (6,441) (380) (10,662)
business combination are capitalised at fair
value as at the date of acquisition. Following Following the initial recognition of the FGVGTOKPGFVQJCXGƂPKVGWUGHWNNKXGU CLOSING BALANCE AT THE END OF THE YEAR 135 8,029 27,904 231 36,299
initial recognition, the cost model is applied development expenditure, the cost model
GOODWILL
to intangible assets. is applied requiring the asset to be carried
AT 30 JUNE 2018
at cost less any accumulated amortisation Goodwill acquired in a business combination
The amortisation period and method for
and accumulated impairment losses. Any is initially measured at cost being the excess Cost 135 22,961 40,627 1,650 65,373
intangible assets is reviewed at least annually
expenditure so capitalised is amortised over of the cost of the business combination over Accumulated amortisation - (14,932) (12,723) (1,419) (29,074)
to determine if the useful lives remain
appropriate. Where there is an expectation
VJGRGTKQFQHGZRGEVGFDGPGƂVHTQOVJG the Group’s interest in the net fair value of the
CLOSING NET BOOK AMOUNT 135 8,029 27,904 231 36,299
TGNCVGFRTQLGEV CESWKTGGoUKFGPVKƂCDNGCUUGVUNKCDKNKVKGUCPF
that the amortisation period or method does
not match the consumption of the economic The carrying value of an intangible asset contingent liabilities. Goodwill is reviewed
DGPGƂVUGODGFFGFYKVJKPVJGCUUGVVJG arising from development expenditure is for impairment annually or more frequently if
WUGHWNNKHGQHVJGCUUGVYKNNDGCFLWUVGFVQ tested for impairment annually when the events or changes in circumstances indicate GOODWILL DEVELOPMENT COSTS CAPTURE COSTS OTHER TOTAL
the carrying value may be impaired. $’000 $’000 $’000 $’000 $’000
TGƃGEVVJKUEJCPIG asset is not yet available for use or more
frequently when an indication of impairment All goodwill acquired through business RECONCILIATION OF CARRYING AMOUNT AS AT 30 JUNE 2017
Intangible assets are tested for impairment
rises during the reporting period. combinations has been allocated to the Balance at the beginning of the year 135 5,879 10,379 847 17,240
where an indicator of impairment exists.
Intangibles under development are tested at A summary of the amortisation applied to Australian CGU. The recoverable amount of Additions - 3,528 11,142 222 14,892
the cash-generating unit level for impairment the Group’s intangible assets is as follows: the Australian CGU has been determined
Amortisation - (3,188) (3,643) (477) (7,308)
annually or at each reporting period where based on a value-in-use calculations with
Development costs, patents, capture CEVWCNECUJƃQYUCUUWOGFVQEQPVKPWG CLOSING BALANCE AT THE END OF THE YEAR 135 6,219 17,878 592 24,824
an indicator of impairment exists. costs and licences into perpetuity (terminal value calculation)
Gains or losses arising from derecognition with no assumed growth and applying a
7UGHWNNKXGU
of an intangible asset are measured as the AT 30 JUNE 2017
Finite (generally for a period of 5 – 20 years). RTGVCZFKUEQWPVQH0QKORCKTOGPV
difference between the disposal proceeds was recognised at 30 June 2018 in relation to Cost 135 17,311 24,160 1,630 43,236
received and the carrying amount of the #OQTVKUCVKQPOGVJQFWUGF
Amortised over the period of expected goodwill (2017: nil). Accumulated amortisation - (11,092) (6,282) (1,038) (18,412)
CUUGVCPFCTGTGEQIPKUGFKPVJGRTQƂVQTNQUU
when the asset is derecognised. HWVWTGDGPGƂV6JGGZRGEVGFWUGHWNNKHGKU CLOSING NET BOOK AMOUNT 135 6,219 17,878 592 24,824
reviewed annually.
Research costs and costs that do not meet
VJGFGƂPKVKQPQHFGXGNQROGPVEQUVUHQT +PVGTPCNN[IGPGTCVGFQTCESWKTGF
the purpose of the Standard are expensed Internally generated.
as incurred. An intangible asset arising +ORCKTOGPVVGUVKPI
from development expenditure on an Annually as at 30 June for assets not yet
KPVGTPCNRTQLGEVKUTGEQIPKUGFQPN[YJGP available for use and more frequently when
the Group can demonstrate the technical an indication of impairment exists.
feasibility of completing the intangible The patents and licences have been
asset so that it will be available for use or
12. PLANT AND EQUIPMENT Depreciation is calculated over the estimated HWVWTGGEQPQOKEDGPGƂVUCTGGZRGEVGF 13. CASH FLOW RECONCILIATION consist of cash and cash equivalents as
useful life of the assets, which is between to be obtained from its use. FGƂPGFCDQXGPGVQHQWVUVCPFKPIDCPM
ACCOUNTING POLICY – PLANT 2 and 10 years, on a straight-line basis. Cash and short-term deposits in the overdrafts. Cash at bank and short term
Gains or losses arising from the Statement of Financial Position comprise
AND EQUIPMENT The assets’ residual values, useful lives and derecognition of an asset (calculated as the FGRQUKVUGCTPKPVGTGUVCVƃQCVKPITCVGU
cash at bank and on hand and short-term based on daily bank deposit rates.
Plant and equipment is stated at cost depreciation methods are reviewed at each difference between the proceeds received deposits with a maturity of three months
less accumulated depreciation and any ƂPCPEKCN[GCTGPFCPFCFLWUVGFKHCRRTQRTKCVG and the carrying amount of the asset) is or less. For the purposes of the Statement 6JG)TQWRJCFPQƂPCPEKPIHCEKNKVKGU
accumulated impairment losses. Such cost KPENWFGFKPRTQƂVQTNQUUKPVJG[GCTVJG of Cash Flows, cash and cash equivalents as at 30 June 2018 (2017: nil).
Derecognition and disposal
includes the cost of replacing parts that are asset is derecognised.
eligible for capitalisation when the cost of An item of plant and equipment is
replacing the parts is incurred. derecognised upon disposal or when no CONSOLIDATED
2018 2017
$’000 $’000
OFFICE EQUIPMENT & FURNITURE CAMERA SYSTEMS TOTAL
$’000 $’000 $’000 RECONCILIATION OF NET LOSS TO NET CASH FLOWS FROM OPERATIONS
RECONCILIATION OF CARRYING AMOUNT AS AT 30 JUNE 2018 Loss after tax (11,029) (5,304)
Balance at the beginning of the year 719 9,891 10,610
Additions 784 3,337 4,121 ADJUSTMENT FOR NON-CASH ITEMS
Disposals - (153) (153) Amortisation and depreciation 13,257 9,232
Depreciation (360) (2,235) (2,595)
Capitalised amortisation and depreciation - (1,764)
CLOSING BALANCE AT THE END OF THE YEAR 1,143 10,840 11,983
Net unrealised exchange differences 71 77
RECONCILIATION OF CARRYING AMOUNT AS AT 30 JUNE 2017 Other non-current assets (16,467) (9,369)
Balance at the beginning of the year 824 5,343 6,167 Other non-current liabilities 1,176 -
Additions 385 5,992 6,377 Income tax and deferred tax 2,392 3,808
Disposals (8) (2) (10) NET CASH FROM OPERATING ACTIVITIES (2,732) 3,672
Depreciation (482) (1,442) (1,924)
CLOSING BALANCE AT THE END OF THE YEAR 719 9,891 10,610 RECONCILIATION OF CASH
CONSOLIDATED
2018 2017 Operating lease commitments relate terms, escalation clauses and renewal rights.
$’000 $’000 RTKOCTKN[VQEQOOGTEKCNQHƂEGRTGOKUGUCPF On renewal, the terms of the leases are
Net loss attributable to ordinary equity holders (11,029) (5,304) IT related leases. These leases have varying renegotiated.
Net loss used in calculating diluted earnings per share (11,029) (5,304)
The options granted to employees are There have been no other conversions to,
considered to be ordinary shares and are calls of, or subscriptions for ordinary shares or Contributed equity 52,995 51,446
included in the determination of diluted issues of potential ordinary shares since the
Reserves 13,468 11,868
earnings per share to the extent to which reporting date and before the completion of
they are dilutive. VJGUGƂPCPEKCNUVCVGOGPVU Accumulated losses (32,165) (26,425)
INFORMATION RELATING TO the Australian Securities and Investments WHOLLY OWNED GROUP 18. AUDITOR’S REMUNERATION
THE COMPANY Commission. Please refer to note 17 for TRANSACTIONS
listing of subsidiaries. During the year, the following fees were
The parent entity entered into a Deed of Loans made by the Company to and from paid or payable for services provided by
Cross Guarantee (the Deed) dated 31 May Details of the contingent liabilities of the wholly-owned subsidiaries are repayable the auditor of the Company and its
2017 with its subsidiaries. Under the Deed Group are contained in note 20. There are on demand and unsecured. No interest is related practices:
each company guarantees the debts of no contingent liabilities of the parent entity. charged on the loans (2017: nil).
CONSOLIDATED
the others. By entering into the Deed, the Details of the contractual commitments of
2018 2017
wholly owned entities have been relieved the Group are contained in note 15. There $’000 $’000
HTQOVJGTGSWKTGOGPVVQRTGRCTGCƂPCPEKCN are no contractual commitments of the
AUDIT SERVICES PAID TO KPMG
report and Directors’ report under Class parent entity.
Order 98/1418 (as amended) issued by ,iÕiÀ>Ì«>`Ì*vÀ>Õ`ÌÀÀiÛiÜvÌ
iw>V>ÃÌ>ÌiiÌÃvÌ
iiÌÌÞ 115,140 110,025
2018 2017
$’000 $’000 NON-AUDIT SERVICES PAID TO KPMG
LOANS TO WHOLLY-OWNED SUBSIDIARIES - Taxation advisory for the entity and any other entity in the Group 24,750 17,600
Beginning of the year 22,916 15,429 - Other advisory for the entity and any other entity in the Group 69,950 39,850
NAME OF ENTITY
E. OTHER (CONT.) In accordance with a resolution of the Directors of the Company, I state that:
In the opinion of the Directors:
b. Financial assistance under the RGTOKVUVJG%QORCP[VQITCPVƂPCPEKCN
CVJGƂPCPEKCNUVCVGOGPVUCPFPQVGUQHVJGEQPUQNKFCVGFGPVKV[CTGKPCEEQTFCPEGYKVJVJG%QTRQTCVKQPU#EVKPENWFKPI
Employee Share Option Plan assistance to employees by way of a loan
KIKXKPICVTWGCPFHCKTXKGYQHVJGEQPUQNKFCVGFGPVKV[oUƂPCPEKCNRQUKVKQPCUCV,WPGCPFQHKVURGTHQTOCPEGHQTVJG[GCTGPFGFQPVJCV
Nearmap’s Employee Share Option Plan to enable them to exercise options and
date; and
includes an Employee Loan Scheme that acquire shares.
(ii) complying with Accounting Standards and Corporations Regulations 2001 and other mandatory professional reporting standards; and
DVJG%QORCP[JCUKPENWFGFKPVJGPQVGUVQVJGƂPCPEKCNUVCVGOGPVUCPGZRNKEKVCPFWPTGUGTXGFUVCVGOGPVQHEQORNKCPEGYKVJ+PVGTPCVKQPCN
Transactions with key management personnel Financial Reporting Standards;
(c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable; and
2018 2017
$’000 $’000 (d) the remuneration disclosures set out in the Directors’ report (as part of audited remuneration report) for the year ended 30 June 2018, comply
Loans to key management personnel 1,483,806 560,000 with section 300A of the Corporations Act 2001.
This declaration has been made after receiving the declarations required to be made to the Directors in accordance with sections 295A of the
%QTRQTCVKQPU#EVHQTVJGƂPCPEKCNRGTKQFGPFKPI,WPG
The Group has provided unsecured loans to 20. CONTINGENT LIABILITIES Except for the above, no other matters or
its key management personnel during the circumstances have arisen since the end of
year ended 30 June 2018. These loans are As at 30 June 2018, except for a bank VJGƂPCPEKCN[GCTYJKEJUKIPKƂECPVN[CHHGEVGF
not recognised. guarantee of $1,300k, the Directors are not QTEQWNFUKIPKƂECPVN[CHHGEVVJGQRGTCVKQPUQH
aware of any contingent liabilities in relation the Company, the results of those operations On behalf of the Board
c. Other related party transactions to the Company or the Group. or the state of affairs of the Company in
Other than the loans granted to key HWVWTGƂPCPEKCN[GCTU
21. SUBSEQUENT EVENTS
management personnel under the
employee loan scheme, there have been no No other matters or circumstances have
sales, purchases or other transactions with CTKUGPUKPEGVJGGPFQHVJGƂPCPEKCN[GCT
related parties during the year ended 30 YJKEJUKIPKƂECPVN[CHHGEVGFQTEQWNF
June 2018 (2017: nil). UKIPKƂECPVN[CHHGEVVJGQRGTCVKQPUQHVJG
Company, the results of those operations or
the state of affairs of the Company in future Dr R Newman
ƂPCPEKCN[GCTU CEO & Managing Director
Sydney
21 August 2018
The key audit matter How the matter was addressed in our audit
To the shareholders of Nearmap Limited
The group has $36,164,000 of intangible Our procedures included:
assets comprising primarily of capture costs.
Report on the audit of the Financial Report • We evaluated the methodology applied by the Group in
The intangible assets attributed to the US
allocating corporate assets and costs across CGU’s for
business total $26,569,000. These assets are
consistency with our understanding of the business and
assessed for impairment at the US business
the criteria in the accounting standards;
cash generating unit (CGU) level, using a
value in use model (the model). • We assessed the methodology in the value in use
Opinion model for consistency with the basis required by
The assessment of impairment was a key
Australian Accounting Standards;
We have audited the Financial Report of The Financial Report comprises: audit matter because it involved significant
Nearmap Limited (the Company). judgement in evaluating the assumptions • We challenged the forecasts, assumptions, and the
x Consolidated Statement of financial position as at 30 June used by the Group in their value in use objectivity of sources on which the assumptions are
In our opinion, the accompanying Financial 2018 model. based. We compared the cash flow projections for FY
Report of the Company is in accordance 2019-2023 in the value in use model to those in the
x Consolidated Statement of comprehensive income, The key judgements we focused on included:
with the Corporations Act 2001, including: latest Board approved budgets and evaluated their
Consolidated Statement of changes in equity, and
- Complex modelling, particularly those consistency with the Group’s intentions as outlined in
x giving a true and fair view of the Consolidated Statement of cash flows for the year then
containing judgemental allocations of Directors’ minutes and strategy documents. We also
Group’s financial position as at 30 June ended
corporate assets and costs to CGUs, used our knowledge of the business and considered
2018 and of its financial performance
x Notes including a summary of significant accounting policies using forward-looking assumptions tend external sources including analysts’ expectations and
for the year ended on that date; and
to be prone to greater risk for potential industry trends. The forecast growth was also assessed
x Directors’ Declaration.
x complying with Australian Accounting bias, error and inconsistent application. against the actual growth rate achieved in the
Standards and the Corporations The Group consists of the Company and the entities it These conditions necessitate additional establishment of the Australian business as well as
Regulations 2001. controlled at the year-end or from time to time during the scrutiny by us, in particular to address market research reports;
financial year. the objectivity of sources used for
• We assessed the historical accuracy of forecasts by
assumptions, and their consistent
comparing to actual results, to use in our evaluation of
application.
projections included in the value in use model.
Basis for opinion
- Future cash flow projections for FY 2019-
We conducted our audit in accordance with Australian Auditing Standards. We believe that the audit evidence 2023 – The US business is still in the
we have obtained is sufficient and appropriate to provide a basis for our opinion. early stage of maturity which increases
the risk of inaccurate forecasts.
Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of
the Financial Report section of our report.
We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements
of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (the Code) that are relevant to our audit of the Financial Report in Australia. We have fulfilled our
other ethical responsibilities in accordance with the Code. Useful life of internally generated development costs and capture costs
Captured: 18/04/2018
98 INDEPENDENT AUDITOR’S REPORT Boodarie WA Australia
future cash flows. The relatively short history lives of internally generated development costs and Auditor’s responsibilities for the audit of the Financial Report
of the Group and the potential impact on the capture costs by comparing the estimated useful life to
Group’s profit resulting from amortisation the historical map tile requests and the period over Our objective is:
expense increases the estimation uncertainty which those map tiles were used;
x to obtain reasonable assurance about whether the Financial Report as a whole is free from material
and therefore the complexity to the audit.
• We evaluated the Group’s historical map tile requests misstatement, whether due to fraud or error; and
On at least an annual basis, the Group data by testing a sample of requests to actual usage
x to issue an Auditor’s Report that includes our opinion.
assesses its portfolio of internally generated dates;
development costs and capture costs and Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
• We tested a statistical sample of amortisation expense
uses judgement to determine the useful life. accordance with Australian Auditing Standards will always detect a material misstatement when it exists.
for finite life internally generated development costs and
The useful life of internally generated
capture costs for consistency with the Group’s Misstatements can arise from fraud or error. They are considered material if, individually or in the aggregate,
development costs and capture costs is
accounting policy and stated amortisation rates. they could reasonably be expected to influence the economic decisions of users taken on the basis of this
estimated by the Group through analysis of
Financial Report.
the historical frequency of map tile requests.
These key inputs were therefore the focus of A further description of our responsibilities for the audit of the Financial Report is located at the Auditing and
our work. Assurance Standards Board website at: http://www.auasb.gov.au/auditors_responsibilities/ar1.pdf. This
description forms part of our Auditor’s Report.
Captured: 13/04/2017
100 INDEPENDENT AUDITOR’S REPORT Barrow Island WA Australia
SHAREHOLER INFORMATION SHAREHOLER INFORMATION
Additional information required by the Australian Securities Exchange and not shown elsewhere in this report is as follows. The information is (C) TWENTY LARGEST SHAREHOLDERS
current as at 12 September 2018. The names of the twenty largest registered holders of quoted ordinary shares are:
(A) DISTRIBUTION OF ORDINARY SHARES NO OF SHARES % OF SHARES
RANGE 15 NEWECONOMY COM AU NOMINEES PTY LIMITED <900 ACCOUNT> 2,727,147 0.62
£q£]äää - - 16 BNP PARIBAS NOMINEES PTY LTD <IB AU NOMS RETAILCLIENT A/C> 2,725,207 0.62
x]ää£q£ä]äää 1 6,667 18 AUSTRALIAN EXECUTOR TRUSTEES LIMITED <NO 1 ACOUNT> 2,139,311 0.49
NAME
1. Ross Norgard 50,076,295 12.89
NEARMAP LTD
ABN 37 083 702 907
DIRECTORS
Peter James (Non- executive Chairman)
Ross Norgard (Non-executive Director)
Ian Morris (Non-executive Director)
Cliff Rosenberg (Non-executive Director)
Sue Klose (Non-executive Director)
Rob Newman (CEO & Managing Director)
COMPANY SECRETARY
Shannon Coates
REGISTERED OFFICE
Level 4, Tower One
International Towers,
Barangaroo NSW 2000
WEBSITE
www.nearmap.com
SOLICITORS
DLA Piper
BANKERS
Commonwealth Bank of Australia
Wells Fargo
SHARE REGISTRY
Computershare Registry Services Pty Ltd
Level 11, 172 St Georges’ Terrace
Perth WA 6000
AUDITORS
KPMG Australia
Tower Three,
International Towers Sydney
300 Barangaroo Avenue
Sydney NSW 2000
Captured: 03/05/2018
104 CORPORATE INFORMATION Point Chevalier AK New Zealand
Cover Image
Captured: 11/09/2018
Parramatta NSW Australia
nearmap.com