My Net Fone Limited Annual Report 2013

Transcription

My Net Fone Limited
Annual Report 2013
Contents
Board of Directors
2
Letter from our Chairman
3
Letter from our CEO
5
About the MyNetFone Group
7
MyNetFone Group Timeline
8
Our National Network
10
Leading the Field in Intellectual Property
11
Multi-Brand Strategy
12
Executive Team
14
Case Studies
16
Directors’ Report
20
Corporate Governance Statement
29
Consolidated Statement of Profit or Loss and Other Comprehensive Income
34
Consolidated Statement of Financial Position
35
Consolidated Statement of Cash Flows
36
Consolidated Statement of Changes in Equity
37
Notes to the Consolidated Financial Statements
38
Directors’ Declaration
61
Auditor’s Independence Declaration
62
Independent Auditor’s report
63
ASX Additional Information
65
Corporate Information
67
Board of Directors
Mr Terry Cuthbertson
B. Bus., CA
Chairman
Mr Michael Boorne
Electronics Eng. Dip.
Non-Executive Director
A Chartered Accountant, previously partner at
KPMG with extensive corporate finance expertise
and knowledge. Also Director of S2 Net Ltd, Montec
International Ltd, Austpac Resources N.L., Mint
Wireless Ltd, South American Iron & Steel Ltd, OMI
Holding Ltd, Sun Biomedical Ltd and Malachite
Resources Ltd.
A successful entrepreneur with extensive track
record in combining technical expertise with
commercial and corporate experience. Founder of
Sprit Modems and Mitron Pty Ltd and previously
a Non Executive Director of Netcomm Ltd. Also
Director of Boorne Management Pty Ltd and
Earglow Pty Ltd.
MNF Director since March 2006
MNF Director since December 2006
Mr René Sugo
B.Eng. (Hon)
Chief Executive Officer
Ms Catherine Ly
B.Bus., CPA
Chief Financial Officer
Extensive experience in telecommunications.
Formerly Technical Director of Lucent Technologies.
Co-Founder of Symbio Networks Pty Ltd.
Company Secretary since July 2006
Mr Andy Fung
B.E. MCom
Extensive experience in telecommunications.
Formerly Director of Business Development of
Lucent Technologies. Co-Founder of Symbio
Networks Pty Ltd.
2
Mr Sugo
Mr Fung
Mr Boorne
Mr Cuthbertson
Ms Ly
Letter from our Chairman
Fellow Shareholders,
It is with great satisfaction that I present to you the 2013
full year results for MyNetFone Limited. It has been another
successful year for the MyNetFone Group. The company
has achieved some very solid financial results, as well as
embarking on a new strategy of growth by acquisition.
Our consolidated group revenue increased to $46.2 million,
up 21% from the previous year. Our EBITDA rose by 38% to
$6.1 million, and our NPAT rose to 35% to $4.1 million. The
company ended the year with our strongest balance sheet
yet, comprising $4.8 million in cash and no bank debt.
This year’s success is attributed to strong growth in the
MyNetFone Business and Enterprise segment and the
Symbio hosted services segment. Both these segments
are based on our strong intellectual property assets
and produce a high margin recurring revenue stream –
something we continue to focus on into the future. The
outlook for the business is very positive with large potential
across all business segments, providing security for our
company through a very diverse base of revenue streams.
This year’s solid performance has allowed the board to
declare an annual dividend of 3.5 cents per share fully
franked – an increase of 52% over the previous year. The
dividend is consistent with our track record of providing
consistent returns to shareholders.
Achievements
During the year MyNetFone grew thanks to some incredible achievements thanks to the dedication and effort of our
incredible team. The highlights of our achievements are:
•
Tasmanian Government – MyNetFone announced in July 2012 that it had been selected by the Tasmanian
Government to provide all of the Governments Voice-Over-IP communications. A contract worth up to $2M per
annum in revenue and carrying over 100 million minutes of conversation voice per annum. MyNetFone has
successfully deployed all infrastructure required for the project and in recognition of the successful deployment
we have been awarded the CeBIT Project of the Year award by our IT&T industry peers.
•
Acquisition of CallStream – In December of 2012 MyNetFone acquired the customer base of CallStream – an
inbound communications specialist. Since then the customer base has been migrated to our own Symbio Network
achieving significant synergies. In addition MyNetFone has fully re-launched CallStream as dedicated cloud
based Over-The-Top communications brand. A first in the Australian marketplace using technology developed
fully in-house.
•
Acquisition of Connexus – In November 2012 MyNetFone acquired the Melbourne based ISP Connexus – a
specialist in high quality business Internet solutions. With this acquisition came considerable intellectual property
in the areas of cloud-based email, security and network monitoring, as well as a substantial business customer
base. The company looks forward to re-launching these products later in the year and increasing its overall
offering into the small to medium business segment with a feature rich IT and communications solution set.
•
Acquisition of GoTalk Wholesale – In December 2012 MyNetFone acquired the wholesale network and business
assets of GoTalk. This is by far the most strategic acquisition that served to remove a potential competitor and
consolidate the number of fully interconnected voice infrastructure networks operating in the country from 8 down
to 7. This was by far the most complex acquisition to tackle with massive infrastructure and legacy systems to be
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integrated and rationalized. It is with a great sense of achievement that the company can claim that all customers
have now been successfully migrated to the Symbio Network, and the process of shutting down the legacy
network and realizing synergy benefits has commenced – well ahead of the 12 month forecast.
The Future
The company has been working hard behind the scenes to prepare itself for the next stage of its evolution.
The board has created a new executive management team headed by our co-founder Rene Sugo. This new executive
management team brings together a wealth of experience from all corners of the Australian telecommunications
industry; people who have decades of experience in their areas of specialization. This team will be the foundation for
the next surge of growth for the company.
The company continues to seek sensible acquisitions that will deliver incremental value to shareholders. Our strategy
is to find opportunities that allow us to leverage our strong intellectual property assets, incredibly skilled team, and
massive synergy potential of our nationally interconnected voice network.
In addition we continue to develop new technology and processes that will deliver new products and services into a
market ripe with opportunity and change. Our strategy is centered on voice technology and applications, and we are
constantly looking at how to push the boundaries of change in the market and capture new emerging revenue streams
in an Internet enabled world. We are in a truly unique position to seize this new market opportunity as it emerges.
On behalf of the board, I would like to thank all of the staff and management team in achieving another great result
for our company. The board continues to provide its full support to the team to ensure the company maintains its
momentum and growth into the future.
I would also like to thank my fellow members of the Board of Directors for their hard work and dedication over the last
12 months. Their insight and vision has truly shaped an innovative and successful organization that stands out as a
rapidly emerging player in the Australian telecommunications market.
Thank you for your continued and loyal support. The company is looking forward to a successful and rewarding year
ahead.
Terry Cuthbertson
Chairman
4
Letter from our CEO
Dear Shareholders,
What a wonderful year it has been for MyNetFone. This year
has been dominated by very strong growth and record fullyear results. Our EBITDA grew by 38% to $6.1M and our
NPAT grew by 35% to $4.1M. In addition, the company
managed to acquire three smaller service providers
and largely integrate all their technology, operations and
customers in a little over six months. These acquisitions,
combined with our intellectual property and voice network
infrastructure, lay down a foundation for a great year ahead.
Our company is unique in the Australian telecommunications
market. MyNetFone is an independent operator, not relying
on reselling of other companies networks or products,
but rather building our own network and creating our own
core products. Our fully integrated business is providing a
genuine choice to consumers and businesses in Australia,
by enabling them to utilise the benefits of the Internet for
their real-time voice communications.
Our company has an incredible team of people. With
120 staff in four states of Australia, the MyNetFone team
continues to perform with amazing creativity, unrelenting
energy and speed. Stepping up to new challenges such
as integrating acquisitions, developing new products and
growing the existing customer base – all simultaneously
and to the highest standard.
Our company is a leader in the next generation of voice communications. We are succeeding as a disruptive new
entrant in an industry of giants: developing and implementing new ways of empowering consumers and businesses to
use and manage their voice communications. From the earliest award winning implementation of “plug-and-play” easy
to use Voice-Over-IP, to enabling consumers to port their phone numbers into the cloud, MyNetFone has never stepped
back from a technical or commercial challenge.
The Future
The future for MyNetFone is bright and full of potential. MyNetFone is in a strong position and poised for organic and
acquisitive growth. Our key strengths are: owning our own national voice network, owning the intellectual property
and skills to build it and possessing a talented team to continue developing it. Combined with our excellent financial
position of no debt, strong cash flow and growing profitability, MyNetFone’s best days are ahead of it.
Organic growth is still a key focus for MyNetFone. The market potential for cloud-based communications is still being
realised by consumers and businesses. The time is now to educate them, and help them take their first steps by
moving the infrastructure and phone numbers into the cloud. To this end, MyNetFone is increasing the marketing effort
and launching new specialised brands that clarify the choice for consumers.
Acquisitions are being sought to augment organic growth. MyNetFone has a very large voice network with ample
capacity for additional customers and voice traffic. The more customers and traffic we can move onto this network,
the more efficient it becomes. To this end, we continue to look for acquisitions. Many acquisitions are considered, but
only the ones that are a good technical fit and represent good value are chosen. MyNetFone will stay focused on its
key strengths.
A solid and ambitious strategy is only as good as the people implementing it. To continue our success and rapid
growth, we need to make sure we attract and retain the best people. MyNetFone now has in place a hand picked
senior management team to lead our highly qualified and expert staff. Combining different backgrounds and many
years of industry experience, our senior management team has already demonstrated its ability to bring together the
5
teams and resources and work towards achieving company goals. This team, together with myself, is entirely focused
on the growth and success of MyNetFone.
All of us at MyNetFone are excited about the opportunities ahead and ready to grab them with both hands. We hope
that you are equally excited to be a part of creating the future of MyNetFone.
Rene Sugo
CEO
6
About the MyNetFone Group
MyNetFone was founded in 2004 and was listed on the ASX in mid 2006. Since then, the Group has earned its stripes
in the industry, experiencing rapid growth in less than a decade, from a new-comer to establishing itself as a peer to
Tier 1 incumbents and the largest player in Voice-over-IP communications in Australia.
The MyNetFone Group has made the investment in building its own network and interconnecting with incumbent
carriers. Stepping up as an independent equal to its longer-established peers, the Group challenged the status quo,
while others relied on wholesalers and languished at the mercy of their anti-competitive resale and wholesale conditions.
While playing by the established rules, the Group is not buying into the status quo – instead, MyNetFone has
chosen to be an advocate for technological innovation, encouraging consumer adoption and migration to new voice
communications technology. As an independent player that has recently overcome the challenges to become a fullyfledged Carrier, the MyNetFone Group brings a fresh perspective on what changes the industry needs to keep pace
with technological advancements.
The company’s success can be attributed to a focus on innovation, investment in developing intellectual property and
a commitment to providing high-quality, Australian-based customer service. The Group has been recognised for its
efforts, winning numerous awards including the Deloitte Technology Fast 50 and 500 (2008, 2009, 2010 and 2012),
Money Magazine Product of the Year (2007), PC User Product of the Year (2005) and many others.
7
MyNetFone Group Timeline
Active services
Revenue
140,000
Active services
120,000
100,000
Virtual PBX
launch
80,000
Direct
connection with
New Zealand
60,000
ASX Listing
PC User Product
of the Year Award
40,000
MyNetFone
Founded
20,000
0
2004
8
2005
2006
2007
2008
$50,000,000
Acquisition of
Symbio Networks
$45,000,000
Exclusive
Panasonic deal
for SME phone
system
$40,000,000
• Maiden Profit
• ADSL2+
service launch
$30,000,000
• Tasmanian
Government $20M
Project win
Revenue
$35,000,000
$25,000,000
• Acquisition of
CallStream
Connexus
GoTalk Wholesale
$20,000,000
CeBIT Outstanding
Project Award for
Tasmanian Government
Voice Carriage Project
$15,000,000
$10,000,000
$5,000,000
$0
2009
2010
2011
2012
2013
9
Our National Network
The MyNetFone Group voice network was built in-house in Australia and is now the largest VoIP network in the country,
fully interconnected with all Tier 1 Australian telcos.
With presence in all 66 Call Collection Areas, our network carries over 3 billion billed voice minutes annually – accounting
for 10% of total landline voice communications in Australia (percentage based on total minutes volume as per ACMA
“Telecommunications Competitive Safeguards for 2011-2012” report).
Singapore
Main Network Node(s)
Major Network Node(s)
Regional Interconnect Node
Core Fibre Network (Protected)
International Transit Network
Darwin
Regional Fibre Network
USA
Brisbane
Perth
Auckland
Adelaide
Sydney
Canberra
Wellington
Melbourne
Christchurch
ROKEN HILL LISMORE GRIFFITH COFFS HARBOUR GRAFTON WAGGA WAGGA PORT MACQUARIE
MWORTH ALBURY BEGA ARMIDALE TAREE DUBBO
RICHMOND ORANGE GOULBURN NOWRA BATHURST
Hobart
OUNT ISA CAIRNS MACKAY GULLIVER ROCKHAMPTON GLADSTONE MARYBOROUGH BUNDABERG
OOWOOMBA WURTULLA DARWIN ALICE SPRINGS MOUNT GAMBIER PT AUGUSTA MURRAY BRIDGE
AWLER MILDURA WARRNAMBOOL WANGARATTA MORWELL WARRAGUL SHEPPARTON GISBORNE
ROOME KARRATHA KALGOORLIE GERALDTON KATANNING BUNBURY BROKEN HILL LISMORE GRIFFITH
OFFS HARBOUR GRAFTON WAGGA WAGGA PORT MACQUARIE MILDURA WARRNAMBOOL WANGARATTA
MWORTH ALBURY BEGA ARMIDALE TAREE DUBBO RICHMOND ORANGE GOULBURN NOWRA BATHURST
OOWOOMBA WURTULLA DARWIN ALICE SPRINGS MOUNT GAMBIER PT AUGUSTA MURRAY BRIDGE
AWLER MILDURA WARRNAMBOOL WANGARATTA MORWELL WARRAGUL SHEPPARTON GISBORNE
ROOME KARRATHA KALGOORLIE GERALDTON KATANNING BUNBURY BROKEN HILL LISMORE GRIFFITH
MWORTH ALBURY BEGA ARMIDALE TAREE DUBBO RICHMOND ORANGE GOULBURN NOWRA BATHURST
OOWOOMBA WURTULLA DARWIN ALICE SPRINGS MOUNT GAMBIER PT AUGUSTA MURRAY BRIDGE GAWLER
LDURA WARRNAMBOOL WANGARATTA MORWELL WARRAGUL SHEPPARTON GISBORNE BROOME
ARRATHA KALGOORLIE GERALDTON KATANNING BUNBURY MILDURA WARRNAMBOOL WANGARATTA
10 ALBURY BEGA ARMIDALE TAREE DUBBO RICHMOND ORANGE GOULBURN NOWRA BATHURST
MWORTH
BRISBANE
DARWIN
CANBERRA
SYDNEY
PERTH
MELBOURNE
ADELAIDE
AUCKLAND
HOBART
Leading the Field in Intellectual Property
Continued investment in developing intellectual property is essential to remaining at the forefront of the IP
communications revolution.
The MyNetFone Group believes in fostering innovation and challenging the status quo. Our teams are encouraged to
examine prevalent processes and search for ways to improve them. Unlike other providers, we prefer to build our own
systems from the ground up and to do it right, rather than adopting and adapting to existing systems.
As a result of this, there have been numerous breakthroughs that are unique to the MyNetFone network and the
Intellectual Property of the company. Other providers choose our network at the wholesale level to gain access to these
unique tools.
Heritage
•
•
Over 10 years of in-house R&D experience
Well established and efficient software and product development team
IP Ownership
•
•
•
•
•
Billing systems
Provisioning systems
Call routing and cost control
Number portability
Features and services
•
Allows rapid deployment of additional capacity and capabilities for very
low cost
Provides flexibility to adapt to changing market and customer needs
Ability to integrate acquisitions quickly and effectively
Benefits
•
•
•
Achievements
Successfully pioneered many award-winning innovations in the Australian
market
- Plug and Play VoIP
- Self service provisioning
- Virtual PBX
- Number Porting Tool
Why it matters
With market-leading systems already deployed and revolutionising the telecommunications landscape, the Group is
so far ahead of the competition, that it is well positioned to expand its market share by reselling access to its unique
systems to other providers.
11
Multi-Brand Strategy
In a communications market that is moving towards an increasing reliance on specialised services from Over the Top
(OTT) providers, a ‘one size fits all’ approach is becoming unsustainable.
The MyNetFone Group has moved to take advantage of this developing market trend, establishing a multi-brand
strategy initially built on acquisitions. Each brand in the MyNetFone Group portfolio targets a defined niche market with
services designed to address specific customer needs. This allows the Group to diversify across markets and services,
without diluting the core value proposition of any single brand. Our brands currently include CallStream, Connexus,
Symbio Networks and the MyNetFone retail brand.
Group
Australia's leading cloud communications provider
RETAIL
Small Business
• 13/1300/1800
number services
• Specialist in OTT
cloud-based
inbound call
services
• Flexibility, features
& affordability for
small businesses
Business & Corporate
• Specialist in multi-site
and high-performance
data services
• Secure email, domain
& web hosting
• Web Tools (WebControl, SafeMail,
DomainPilot) to
monitor, manage and
protect businesses
online
Business &
Enterprise/Government
WHOLESALE
Residential
• Market-leading Virtual
PBX service
• Over 96,000 active
VoIP & DSL services
• Vendor agnostic SIP
Trunking
• Recognised for
reliable, good value
service
• Multiple vendor
certifications (eg.
Microsoft, Avaya,
Panasonic and more)
• Focus on Government
Carriage Services
• Local Australian
Support team
Hosted Services
• Over 250,000 SIP
End-points hosted on
network
• Over 600,000
Australian and New
Zealand DID numbers
hosted on network
• Number Porting via
unique self-service
portal
• Cloud-based hosting
of DIDs and 13/18
inbound numbers
Wholesale Carriage
• Owns carrier-grade
networks in Australia,
New Zealand and
Singapore
• Interconnects with
over 20 Tier 1
domestic &
international providers
• Carries approximately
3.2 Billion minutes
annually
• Servicing 140
Wholesale customers
& carriers
The Rise of OTT
Technological innovation has led to the development of a wide array of communications services. It is now almost
impossible for a single provider to deliver all the features & services under one brand and get the cut-through and
recognition among consumers for each service. No one can ‘do it all’.
Therefore, consumers have started searching for expert brands that can deliver add-on services in the cloud over the
top (OTT) of their existing core communications provider.
It’s All About the Numbers
MyNetFone is one of only seven providers of primary voice infrastructure in Australia, and the only one currently focused
on facilitating the next generation of communications as consumers move to application-based social networks.
The key ingredient required to provide real-time any-to-any connectivity in the future will be the good old-fashioned
phone number. Without phone numbers, consumers will find themselves isolated in small islands of social networks.
Phone numbers will continue to be essential in providing a bridge between various application environments for the
foreseeable future.
Phone numbers will also remain a key ingredient in business communications between businesses and their customers.
Despite the rise of new alternatives such as social networks, email and web sites, nothing can replace the value of an
interactive phone call with your customers and suppliers.
12
This will once again be driven by phone numbers, and businesses will need new ways of deploying their numbers to
help their businesses adapt to the future.
Each of the MyNetFone Group’s brands leverages this insight and delivers services with number portability and number
hosting, tailored to meet the specific needs of its particular market segment.
Meeting Customer Needs
Customers are increasingly looking to customise a tailored suite of services to meet their individual requirements.
They want to be assured that they are dealing with specialists in any given field, whether it is 1300 numbers, highperformance data or hosted PBX.
This OTT cloud-based approach has several benefits for the consumer – flexibility to manage service features in realtime, quick deployment with no equipment expenses, and minimal impact on the rest of their communications setup.
Upselling and Cross-selling
The strategic benefit of nurturing multiple brands for the MyNetFone Group is that each one attracts a different range
of customers. The opportunity then presents itself to cross-sell services from other brands and enable the customer to
build a tailored solution that meets their needs.
A Unique Perspective
The Group is uniquely positioned to contribute to the industry, as the MyNetFone Group’s multi-brand ecosystem
spans across network infrastructure, software platform development & direct retail brands. This gives MyNetFone
unrivalled insight into existing and upcoming challenges across all levels of the market.
Combined with the company’s innovation-focused culture, this gives the Group a unique perspective and legitimate
voice in the industry that can help shape the future of Australian communications.
Managed Services
Platform
Customer
needs
& insights
Direct
Brands
•Wholesale
Managed Services
Voice
Minutes
Traffic
•Residential
•Business
•Enterprise
•Government
Lowest Cost
Carriage
Voice Minutes
Traffic
Proprietary
Platform
Software
Network Reach
& Scale
National
Network
•WholesaleVoice
13
Executive Team
Jon Cleaver, Chief Commercial Officer
The MyNetFone Group’s Commercial Business Unit is headed by Jon
Cleaver, and was created with a clear goal to execute the multi-brand
strategy and deliver rapid and sustainable growth for the company. By
bringing together Sales, Products, Marketing and Network Information
teams into one Business Unit, the company has ensured the customer
is placed at the centre, as the uniting factor in all these teams’ functions.
The Group’s unique ecosystem spanning retail, software and network
is a clear differentiator in the market. It makes the Group agile enough to
quickly adapt to market opportunities and remain a leader in this rapidly
developing IP communications market. The strategic shift to a specialist
multi brand strategy ensures this differentiation is commercialised to
its full extent and clearly reflected on the bottom line. The Commercial
Business Unit’s mixed team of specialists and industry veterans,
guided by Mr. Cleaver’s vision and experience, is already proving that
the Commercial Business Unit is geared to successfully implement this
strategy and absorb new brands and acquisitions seamlessly.
At such a pivotal point in the telecommunications market, the
MyNetFone Group is continually enhancing its core products, while
innovating with ‘over the top’ (OTT) services. No other company in
the Australian telecommunications industry has both the resources
and vision to take advantage of these opportunities. The Commercial
Business Unit’s driven and highly skilled teams will continue to lead the
company to further accelerated growth.
“Strategic shift to a multi brand
strategy ensures our capabilities are
commercialised to their full extent and
clearly reflected on the bottom line”
Indika Nanayakkara, Chief Technology Officer
The Platform & Network (P&N) Business Unit has a key role to play in
achieving MyNetFone Group’s objective to be the 3rd largest voice carrier
in Australia.
The P&N Business Unit is at the forefront of developing better voice
communications services by reducing barriers and creating new cloud
based technologies. This requires a departure from “traditional” voice
network implementation approaches and embracing IP/cloud based
technologies to provide innovative solutions for voice services. The P&N
Business Unit is responsible for recent in-house innovations such as the
Number Porting tool and Virtual PBX, and continues to refine and develop
new features.
“We are at the forefront of developing
better voice communications services
by reducing barriers and creating new
cloud based technologies”
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The network must be configured to support a rapidly changing technology
environment, which requires frequent changes while delivering uninterrupted
services to customers. Mr. Nanayakkara’s technological expertise and
leadership is focused on achieving these two main goals. This requires
not just technological improvements and innovations, but also guiding a
team of dedicated staff that have skills across multiple areas; supported by
processes, procedures and practices that facilitate rapid changes with no
impact on customers.
While these are challenging goals, given the Group’s 10 year heritage in
providing innovative IP based communications systems, MyNetFone is well
positioned to achieve these objectives.
Matt Gepp, Chief Financial Officer
The Finance Business Unit plays a crucial role in supporting the
business, by identifying and assessing growth opportunities and
supporting the Board in making key strategic decisions.
With the integration of recent acquisitions largely complete, the
objective now is to leverage the acquired capabilities across the
existing business and to begin taking full advantage of the multi
brand strategy that we have undertaken.
The Finance team will play a key role in providing critical
insight into the performance of individual brands and the cross
business implications of company strategy, allowing the Group
to cost effectively deploy resources where they will deliver the
highest return. Our overriding responsibility during this period of
expansion, as always, is to ensure that a strong governance and
control environment remains in place.
“Our overriding responsibility during
this period of expansion, as always, is
to ensure that a strong governance and
control environment remains in place”
Our goal is to continue to add shareholder value through
a combination of organic growth and acquisition. We will
assess opportunities as they arise and ensure that these are
profit accretive; add capabilities that enhance our customers’
experience; strengthen our network or further cement our position
in the market. By following this strategy we will continue to strive to
reward our shareholders with strong dividend and capital growth.
Ben Dunscombe, Chief Operating Officer
The Operations Business Unit supports each of the Group’s brands and
their customers, from residential VoIP and ADSL customers through to
large multinational telecommunications companies.
The one thing that all customers have in common, however, is a
clear expectation that when they contact us, assistance is provided
in a knowledgeable and timely manner. To this meet this goal, Mr.
Dunscombe leads the Operations Business Unit in constantly reviewing
and assessing its performance, identifying potential improvements and
providing team members with ongoing training and skills development
opportunities.
As part of the commitment to constantly improve service metrics, the
Operations team are focusing on implementing new technologies
that will provide more accurate or faster analysis of customer support
trends. These range from developing an online information hub each
customer segment, containing diagnostic and rectification information;
through to introducing speech analytics software into our contact
centres that will allow us to more quickly diagnose and resolve faults or
recognise network events.
As the Group’s brands continue to grow and evolve, so do the
requirements placed on the Operations team. It is a constant and
frequently demanding task, but one that presents a challenge relished
by every member of Mr. Dunscombe’s team.
“Our role is to ensure that our
customers maximise the benefits they
receive from each solution that they
purchase from us”
15
TM
Case Study
Tasmanian Government Voice Carriage Project: 1 Year On
In July 2012, Tasmanian Government selected MyNetFone to supply Voice over IP (VoIP) carriage services to the state
after a rigorous tender process. The ‘win’ demonstrated that Internet telephony has reached the maturity and scalability
to service even the largest public and private sector organisations.
The Project in Brief
The Tasmanian Government left the traditional incumbent telco behind and made the move to next generation
communications SIP technology to improve service levels and enhance productivity.
SIP Channels delivered by MyNetFone are fully-featured, next generation digital trunk services, which allow the
Tasmanian Government to extend communication over IP to employees in all offices, regardless of whether they are
located on a main site, at branch offices or even if working remotely.
The initial agreement term is for three years, with extensions up to ten years, for a total contract value expected to be
worth up to $20 Million over the full term.
Progress Update
One year into the project, MyNetFone has achieved key milestones and delivered all infrastructure and commercial
commitments as required by the contract.
The project has earned industry recognition, with MyNetFone
winning the ‘Outstanding Project’ Category at the CeBIT Australia
2013 Awards for leadership in project management. The project,
dubbed ‘Voice Services - Public Network Access and Carriage’, is
the first of its kind by any state government and one of Australia’s
largest VoIP rollouts.
“MyNetFone is a young, energetic, innovative company which has proven it is capable to develop services that meet the
Government’s requirements. This agreement will not only put the Government in a great position to meet the evolving
needs of our communities, but will also contribute to the growth and diversity of the local industry with MyNetFone’s
expanded operations and commitment to the state,” TMD General Manager, Piero Peroni said.
Government Focus
The company has been appointed to the Queensland Governments IT&T procurement panel and is working with
several Government departments to trial VoIP solutions today. The company continues to work with other Federal, State
and Local Government organisations to further the deployment of VoIP solutions at all levels of Government.
16
Case Study
Wholesale Number Porting
Telecommunications is a fast-paced industry, but there are still many areas where operations fall far behind potential
capacity due to outdated systems. As an example, many providers still manually process number porting orders &
have designated staff to handle this process.
New Way of Porting
Instead of relying on the manual, time-consuming Local Number Porting processes in existence, MyNetFone Group
saw an opportunity to streamline the process by developing a unique automatic Local Number Porting (LNP) tool under
its Symbio brand, enabling swift and efficient porting between networks and to the cloud.
Symbio did not stop at revolutionising the porting process, but went a step further to develop additional tools for
wholesale customers that want the full B2B experience with the introduction of multi-level porting, and Porting API trial.
The multi-level porting solution allows providers to reduce processing bottle-necks by empowering their sub-wholesalers
to self-sufficiently port numbers, while giving the provider full visibility and management control.
Wholesalers using the Symbio network now have access to multiple pathways to suit any porting volume:
•
•
•
•
Ticket requests for low runrate
Online Portal
Multi-level Porting
API for high volume porting requirements
Gaining Ground
The Group has opened up the Number Porting Tool to the whole industry to use, facilitating wholesale and stimulating
competition. As of 2013, there are 150 wholesale customers hosting 500,000 numbers in our cloud, with 280,000 of
those numbers ported in just 12 months using the Group’s innovative LNP tool. Symbio now averages a run rate of
20,000 to 30,000 phone numbers ported in every month (not including conditioned or assigned numbers).
Our analysis of porting transactions in the industry shows that Symbio is now the 4th largest ‘gainer’ of ported numbers
out of all the Australian carriers historically.
Approximately 80% of these DIDs are for wholesale customers. Thanks to the efficiency of Symbio’s innovative Number
Porting tool, providers are increasingly choosing to host their services on the Symbio network.
Long-term Play
In addition to investing in simplifying the porting process for the present, Symbio is also looking toward the future.
Symbio remains actively involved in regulatory porting reform, and lends its voice and unique perspective to help
shape the future of numbering in Australia.
17
Case Study
internet built for business
Enabling High-Capacity Digital Business
Challenge
Xelon Entertainment is a prominent global digital distributor of music
and video located in Richmond, Melbourne. They cover over 400 digital
platforms, work alongside major international and local music festivals
and are distributors of some of the top grossing brands and labels in the
music industry.
The business of digital music and video distribution is heavily dependent on high performing internet services. Prior to
Connexus Internet, Xelon Entertainment used a dual ADSL2+ connection to try and keep up with their high capacity
uploads and large file sharing.
They found their original solution was not providing sufficient upload speed or connection reliability the company
needed. Xelon’s content distribution wasn’t as fast as it could have been, as the service was unable to keep up with the
upload rate and file size. Additionally, internet glitches or dropouts resulted in the halting of projects, which hindered
business operations.
Xelon Entertainment knew this translated to valuable time and resources being wasted, so they sought a new solution.
Connexus Solution
•
20Mbps/20Mbps Ethernet Service
Connexus Ethernet is a symmetrical service, providing matching data speeds for both downloads and uploads.
Therefore it is ideal for Xelon Entertainment, who can now upload their music and video content while simultaneously
downloading projects at the same speed.
The Ethernet service performs at ultra low latencies, allowing for a continuous data flow, particularly beneficial for Xelon
Entertainment who need to move large amounts of data regularly.
With Connexus, Xelon Entertainment has gained a reliable and fast streaming internet solution. Xelon Entertainment can
now upload and distribute their clients’ work more efficiently, whilst eliminating the risk of internet dropouts disrupting
their business operations.
Benefits
Significantly increased upload & download speeds - upload speeds up to 20 times faster than their previous
service. This considerably improved Xelon Entertainment’s turn-around when loading content to platforms such as
iTunes, enabling them to get projects finished faster and take more clients onboard.
Eliminated connectivity anxiety - Best of breed technology and business-grade service level agreements mean
Xelon Entertainment no longer needs to be concerned with internet outages disrupting their business operations.
Low Contention - a 1 to 1 contention ratio on the Connexus network means that Xelon can now benefit from faster
streaming broadband, as they no longer had to share their bandwidth with other network users.
Local customer support - Xelon have the peace of mind, that if any issues were to arise they are covered by
responsive, highly skilled team, located here in Australia.
“Our Connexus connection is an integral part of business, backed up with high level service, and flawless system
reliability,” Ashley Gay, Director (Artist & Repertoire) at Xelon Entertainment Pty Ltd
18
Annual Financial Report
2013
My Net Fone Limited
ABN: 37 118 699 853
My Net Fone Limited | ABN 37 118 699 853 and Controlled Entities
Directors’ Report
For the year ended 30 June 2013
Your directors present this report, together with the financial statements of the Group, being the company and its
controlled entities, for the financial year ended 30 June 2013.
Information on Directors
The directors of the Company at any time during or since the end of the financial year are:
Name and qualifications
Mr. Terry Cuthbertson
B. Bus., CA
Chairman
Experience, special responsibilities and other directorship
Mr Cuthbertson is the Chairman and an independent non-executive director;
he was previously a partner at KPMG and has extensive corporate finance
expertise and knowledge. Mr Cuthbertson is also a Director of S2 Net Ltd,
Montec International Ltd, Austpac Resources N.L., Mint Wireless Ltd, Malachite
Resources Ltd, Sun Biomedical Ltd, South American Iron & Steel Ltd and OMI
Holding Ltd.
Mr Cuthbertson has been a director since March 2006.
Mr. Michael Boorne
Electronics Eng. Dip.
Mr Boorne is an independent non-executive director; he is a successful
entrepreneur with extensive experience in combining technical expertise with
commercial and corporate experience; he is the founder of Sprit Modems and
Mitron Pty Ltd and was previously a non-executive director of Netcomm Ltd. Mr
Boorne is also Director of Boorne Management Pty Ltd and Earglow Pty Ltd.
Mr Boorne is the Chairman of the Audit & Risk committee and has been
a director since December 2006.
Mr. Andy Fung
B.E. MCom
Mr Fung is a non-executive director; he is a co-founder and was formally
Managing Director of My Net Fone since its inception in 2006 until February
2012. He was a director of Symbio Networks Pty Ltd since 2002 and Symbio
Wholesale Pty Ltd since 2009. Mr. Fung is also a Director of Amber (Asia) Pty
Ltd.
Mr Fung has been a director since March 2006.
Mr. Rene Sugo
B.Eng. (Hon)
CEO and Director
Mr Sugo is the CEO and a director; he is a co-founder and was formally Technical
Director of My Net Fone since its inception in 2006 until February 2012 when he
was made Chief Executive Officer. He has been a Director of Symbio Networks
Pty Ltd since 2002 and Symbio Wholesale Pty Ltd since 2009. Mr Sugo is also a
Director of Avondale Innovations Pty Ltd.
Mr Sugo has been a director since March 2006.
Company Secretary
Ms. Catherine Ly B.Bus., CPA, is Chief Financial Officer for the Company. Ms Ly was appointed Company Secretary
in July 2006.
20
Directors’ Report for the year ended 30 June 2013 (continued)
Board and committee meetings
From 1 July 2012 to 30 June 2013, the Directors held 10 board meetings and 2 audit committee meetings. Each
Director’s attendance at those meetings is set out in the following table:
Committee Meetings Attended
Directors
Board
Eligible to Attend
Attended
Audit
Eligible to Attend
Attended
10
9
2
2
Mr. Michael Boorne
10
10
2
2
Mr. Andy Fung
10
10
2
2
Mr. Rene Sugo
10
10
2
2
Principal activities and significant changes in nature of activities
The principal activity of the MyNetFone Group is providing voice communications, broadband Internet, and cloud
based communications services to residential, business, government and wholesale customers in Australia and
internationally.
In the financial year the MyNetFone Group derived revenue from the sale of the above mentioned communications
services. These fees consist of recurring charges for access to facilities and capabilities, as well as consumption
charges for variable usage of those facilities. There was also revenue derived from the sale of hardware equipment and
consulting services to support the primary products of the business.
The overall nature of the business has not changed during the financial year.
The business undertook three material acquisitions during the financial year – CallStream, Connexus and GoTalk
Wholesale. These three acquisitions were all highly synergistic with the current lines of business, and were revenue
and profit accretive during the financial year. Integration of these acquisitions is well underway, and in some cases
complete.
Operating result
Net profit after tax (NPAT) for the MyNetFone Group for the financial year ending 30 June 2013 was $4.1 million, an
increase of 34.9% on the previous year NPAT of $3.1 million.
A review of the operations of the entity during the financial year and the results of those operations are as follows:
Increased Revenue, EBITDA and NPAT
For the year ended 30 June 2013 the Group delivered gross revenue of $46.2 million and an EBITDA of $6.1 million.
The results were achieved through a combination of organic growth of existing business units and the acquisition of
three businesses during the year: CallStream, Connexus and GoTalk Wholesale.
The gross profit for the year was $17.6 million (2012: $12.8 million) which was achieved by revenue growth and
reduced cost of goods sold.
21
The Net Profit after tax (NPAT) for the year was $4.1 million (2012: $3.1 million) with Earnings per Share (EPS) at 6.98
cents per share.
Full year ended
June 2013
Full year ended
June 2012
Gross revenue
$46.209m
$38.292m
+21%
Gross profit
$17.620m
$12.783m
+38%
EBITDA
$6.106m
$4.426m
+38%
NPAT
$4.141m
$3.069m
+35%
6.98 cents
5.55 cents
+26%
EPS
% increase
Net Cash Flow
The closing cash balance as of the 30 June 2013 was $4.8 million (2012: $6.0 million).
During the year the Group generated operating cash flows of $6.0 million (2012: $3.9 million).
Operations and financial review
The business is in a solid position with strong prospects for further growth in the coming year.
1. Operations
a. Government Business
The contract signed with the Tasmanian Government in July of 2012 has not yet produced forecast revenues due
to delays in transitioning of services by the Government. These delays are due to factors outside of the control of
the company, and the company has delivered all infrastructure and commercial commitments as required by the
contract. The company still believes this contract will yield close to $2M per annum in gross revenue, however due
to the above mentioned delays it is most likely that the full revenue will not be achieved until FY15.
The company has adopted an overall strategy to pursue further Government business as VoIP technology increases
its foothold in all levels of Government. The company has many key technical and commercial differentiators that
make it an ideal alternative to the traditional telecommunications providers.
The key technical differentiators for the company are: the Symbio Network that is one of only 7 fully interconnected
infrastructure based voice networks in Australia, Symbio also has the people and systems in place to deliver highly
complex deployments quickly and effectively, and Symbio also owns a vast bank of intellectual property allowing
it to rapidly customise and deploy large complex solutions for customers; these differentiators were demonstrated
with the recent Tasmanian Government project. The company was awarded the CeBIT Outstanding Project Award
in recognition of its achievements by the IT&T industry in Australia.
The company also maintains several key certifications with leading enterprise grade equipment vendors such
as: Microsoft, Cisco, Avaya, Samsung and Panasonic. The company is still the only carriage service provider in
Australia certified by Microsoft for the Lync unified communications platform, as well as being a Microsoft Silver UC
Solutions Partner.
The company has been appointed to the Queensland Government’s IT&T procurement panel and is working with
several Government departments to trial VoIP solutions today. The company continues to work with other Federal,
State and Local Government organisations to further the deployment of VoIP solutions at all levels of Government.
22
b. CallStream Acquisition
The acquisition of inbound call specialist CallStream was announced in November 2012 and completed on 31
December 2012. The acquisition was for $585,000 in cash, and was expected to yield $1M per annum in gross
revenue and $600,000 in EBITDA after synergies.
The integration process is almost complete, with 100% of customers and traffic to be migrated to the Symbio
Network by the end of August 2013.
The company has chosen to re-launch the CallStream brand as a fully-cloud based inbound communications
brand. This brand will be used to target the small to medium business segment in Australia with a network
independent inbound communications solution, allowing the company to target businesses irrespective of their
infrastructure preferences. This is an innovative approach that will provide a new area of revenue and profit growth
for the company.
The business acquired under the CallStream acquisition will be reported under the Business and Enterprise market
segments.
c. Connexus Acquisition
The acquisition of Melbourne based business ISP specialist Connexus was announced in November 2012 and
completed on 31 December 2012. The acquisition was for $4.75M in cash, and was expected to yield $5.2M per
annum in gross revenue and $2.1M per annum in EBITDA after synergies.
The integration process has commenced and is still progressing with network integration to be completed by
December 2013.
The company has chosen to maintain the Connexus brand as a business specialist ISP brand. This brand will
target multi-site business customers who need data and voice infrastructure. The brand will be strengthened by the
addition of business grade Voice-Over-IP services to its portfolio. Cross selling of VoIP services into the Connexus
customer base has already commenced with very positive results. This activity will continue throughout the year.
The company will also be looking to take some high value intellectual property that it acquired with Connexus and
launch separate independent brands to focus on cloud-based email, domain name, and website and security
products.
The business acquired under the Connexus acquisition will be reported under the Business and Enterprise market
segments.
d. GoTalk Acquisition
The acquisition of the wholesale voice business and network assets of GoTalk was announced in December 2012
and completed on 31 December 2012. The acquisition was for $1.4M in cash, and was expected to yield $19M per
annum in gross revenue and $400,000 per annum in EBITDA before synergies.
This acquisition was a strategic and defensive move to remove one Carrier Access Code (CAC) and interconnected
voice network from the Australian marketplace. The acquisition also delivered 40 wholesale customer contracts with
1.2 Billion minutes of voice traffic per annum.
This acquisition was the most challenging to integrate due to the large number of disparate legacy systems in
the GoTalk Wholesale network, a lack of reporting and management systems, and the large traffic volumes to
be migrated with no disruption. The integration process has however been progressing well with all customer
traffic moved to the Symbio network by the end of August 2013. The next stage of the integration is the gradual
dismantling of the legacy GoTalk Wholesale network that is expected to be completed by December 2014, and yield
up to $2M per annum in synergy savings.
During integration it was found that there was a large amount of non-profitable business being carried on the
network. The company took immediate steps to remedy the situation and terminate negative margin business and/
or increase prices to customers. The result is that run rate revenue has reduced to approximately $12M per annum
23
post-integration; however gross margin has not been affected, and in some cases has improved.
The business acquired under the GoTalk Wholesale acquisition will be consolidated under the Symbio Networks
brand, and will be reported as part of the wholesale voice and wholesale managed services segments.
e. Business and Enterprise
Apart from new Business and Enterprise revenues acquired through the above mentioned acquisitions, the
MyNetFone Virtual PBX product continues to sell strongly into the small business market, and the MyNetFone SIP
Trunk product continues to sell strongly into the enterprise market. These products are now mature and stable, and
achieving a very high level of customer satisfaction. Growth is expected to remain strong for the foreseeable future.
The company continues to develop new features and functionality which is expected to provide further ARPU
growth and customer retention. The longer-term growth in this market segment will be further strengthened by the
re-launch of the CallStream brand, as well as the upcoming re-launch of the cloud based IT services acquired with
the Connexus acquisition.
The business subscriber base is now at 2,000 Virtual PBX and SIP trunk services, 5,600 business voice services,
and 3,000 business data services in operation.
f. Residential
The residential voice market is declining due to the market shift towards mobile communications and mobile-cap
plans. The company however has been implementing a defensive strategy of cross selling residential DSL services
into this customer base. This action has stemmed the decline in revenues and provided a useful retention tool.
In addition to the above defensive strategy, the company has identified a new opportunity for growing the residential
market whilst leveraging our network assets and capabilities. As a result MyNetFone acquired the business assets
and intellectual property of The Buzz Corp Pty Ltd, a niche residential voice service provider. This acquisition was
not financially material. The company intends to re-launch the Buzz Box product later this year and it is expected to
drive new growth in the residential landline market.
The residential DSL subscriber base is now approaching 9,000 services in operation, and the VoIP base is at 87,000
services in operation.
g. Wholesale
The wholesale voice market sold under the Symbio Networks brand remains a key profit area for the company.
The two key products sold into this segment are wholesale voice (the termination of high volume wholesale voice
minutes), and the wholesale managed-services (hosting of white-label services such as Local Number Portability,
voice end-points, phone numbers, and other value added services).
These products leverage the extensive fully interconnected national voice network that is also used to carry the
MyNetFone retail traffic, in addition to an extensive amount of proprietary intellectual property which has been
developed by the company over the last 10 years.
The wholesale network is currently hosting over 140 service provider customers, comprising over 250,000 voice
end-points, 300,000 ported-in phone numbers and over 600,000 newly issued phone number services. Total billable
traffic on network is approximately 3 Billion minutes per annum.
2. Financial position
The net assets of the company have strengthened with an increase to $10.8 million as at 30 June 2013 (2012: $2.6
million).
3. Future developments
The Board is committed to growing the company organically as well as by way of trageted acquisition.
24
The company has a strict policy around the evaluation of acquisition targets; we will continue to look to build value
through leveraging synergies, adding products and services through the acquisition of intellectual property and
avoiding companies that are pure re-sellers of other networks.
Significant changes in the state of affairs
Apart from the acquisition activity stated above, there were no other significant changes in the state of affairs of the
company during the financial year.
After balance date events
The dividend as recommended by the Board will be paid subsequent to the balance date.
There were no other significant events after the balance date that would materially alter the operations or financial
performance of the Group.
Environmental issues
The Group’s operations are not regulated by any significant environmental regulation under a law of the Commonwealth
or of a State or Territory.
Dividends paid or recommended
Fully franked dividends paid or declared for payment during the financial year are as follows:
$000
Franking
2012 Final dividend of 1.5 cents per share paid on 20 September 2012
836
100%
2013 Interim dividend of 1.5 cents per share paid on 27 March 2013
934
100%
1,245
100%
Dividends paid:
Dividends recommended (subsequent to year end):
2013 Final dividend of 2.0 cents per share recommended on 21 August
2013
The 2013 final dividend is to be paid on 13 September 2013 to shareholders registered as at 2 September 2013.
Options
No options were granted during or since the end of the financial year by the Company to Directors.
Shares under option or issued on exercise of options
Mr Cuthbertson exercised 500,000 options during the year.
At the date of this report, the unissued ordinary shares of My Net Fone Limited under options which were granted in
2013 financial year are as follows:
Grant date
Date of expiry
Exercise price
Number under
option
2 July 2012
31 December 2013
65 cents
250,000
25
Remuneration Report Audited
Remuneration philosophy
The remuneration philosophy of the Board is currently to recognise that in the early stage of growth the company
needs to contain operating costs and so the salaries established for the executive directors are negotiated at rates
below market levels that would normally be available to persons with such experience and qualifications. At this time
the Board has established salary arrangements for the key executives which are commensurate with their level of
experience. As the company matures the Board will review its approach to setting remuneration levels by balancing
short and long term benefits and linking remuneration to performance. The Board may issue options to employees
under the Company Employee Option Plan as set out in the notes to the financial statements.
Remuneration details of key management personnel for the year ended 30 June 2013
For all the Key Management Personnel, only basic salaries and fees and superannuation were granted during the year,
no other short term benefit, long term benefit and performance related or share based payment were paid in the year
except for the options disclosed above. No bonuses were granted during the year.
Details of the nature and amount of benefits and payments for each director of the Company and each of the named
company executives who receives the highest remuneration are:
Group Key
Management
Personnel
Short term benefits
Salary & fees
$
Bonus
$
Post employment
benefits
Share based
payment
Superannuation
$
Options
$
$
Total
Directors
Mr. T. Cuthbertson
70,593
-
6,353
-
76,946
Mr. M. Boorne
49,093
-
4,418
-
53,511
Mr. A. Fung
49,093
-
4,418
-
53,511
Mr. R. Sugo (CEO)
275,229
-
24,771
-
300,000
Total
444,008
-
39,960
-
483,968
60,000
-
5,400
-
65,400
Ms. C. Ly (CFO)
138,790
-
12,491
-
151,281
Total
198,790
-
17,891
-
216,681
Management Executives
Mr. L. Tai
Securities received that are not performance related
No members of key management personnel are entitled to receive securities which are not performance based as part
of their remuneration package.
Key terms of employment agreements
The Company has entered into an Executive Employment Agreement with Rene Sugo. The remuneration and terms of
employment for other Key Executives are also set out in written agreements. Each of these employment agreements
are unlimited in term but may be terminated by written notice by either party and by the Company making payment in
lieu of notice.
Each of these agreements sets out the arrangements for total fixed remuneration, performance-related cash bonus
opportunities, superannuation, termination rights and obligations and eligibility to participate in the employee equitybased incentive scheme. Executive salaries are reviewed annually. The executive employment agreements do not
require the Company to increase base salary, incentive bonuses or to continue the participants’ participation in equitybased incentive programs.
26
Remuneration Report (continued)
The Company may terminate the employment of the Key Executives without notice and without payment in lieu of
notice in some circumstances. This includes if the executive:
1. commits an act of serious misconduct;
2. commits a material breach of the executive employment agreement;
3. denigrates or engages in any behaviour that may materially damage the reputation of, or otherwise bring the
Company into disrepute; or is convicted of any criminal offence which would in the reasonable opinion of the
Board of Directors adversely affect the carrying out of the executive’s duties.
The Company may terminate the employment of the Key Executive at any time by giving the executive notice of
termination or payment in lieu of such notice. The amount of notice required from the Company in these circumstances
is set out in the following table:
Name of Key Executive
Company notice period
Employee notice period
Termination Provision
Rene Sugo
6 months
1 month
6 months base salary
Leo Tai
1 month
1 month
1 month base salary
Catherine Ly
6 months
1 month
6 months base salary
Directors’ interests in shares and options of the company or related bodies corporate
At the date of this Report, the particulars of shares and options held by the directors of the Company in the company or
in related bodies corporate which are required to be declared in the register of directors’ share holdings are as follows:
Share holding
Options
Mr. Andy Fung
14,488,955
-
Mr. Rene Sugo
14,488,955
-
1,625,000
-
Mr. Michael Boorne
1,244,749
-
31,847,659
-
Name of Director
Total
End of Remuneration report.
Directors benefits
No director has received or has become entitled to receive, during or since the financial year, a benefit because of a
contract made by the company, controlled entity or related body corporate with a director, a firm which a director is a
member or an entity in which a director has a substantial financial interest.
Indemnifying officers or auditor
No indemnities have been given or agreed to be given or insurance premiums paid or agreed to be paid, during or
since the end of the financial year, to any person who is or has been an officer or auditor of the company.
Proceedings on behalf of company
No person has applied for leave of a Court to bring proceedings on behalf of the Group or intervene in any proceedings
to which the Group is a party for the purpose of taking responsibility on behalf of the Group for all or any part of those
proceedings. The Group was not a party to any such proceedings during the year.
Non-audit services
During the year MNSA Pty Ltd Chartered Accountants, the Group’s auditor provided non-audit services in the form
of due diligence services. The total amount received by MNSA Pty Ltd Chartered Accountants for these non-audit
services was $14,031.
27
The directors are satisfied that the provision of non-audit services is compatible with the general standard of
independence for audits imposed by the Corporations Act 2001. The nature and scope of the non-audit service was
such that auditor independence was not compromised.
Auditor’s independence declaration
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 has
been received and can be found on page 62 of the financial report.
Rounding off
The Group is of a kind referred to in ASIC Class order 98/100 dated 10 July 1988 and in accordance with that Class
Order, amounts in the consolidated financial statements and Directors’ Report have been rounded off to the nearest
thousand dollars, unless otherwise stated.
This Directors’ Report, incorporating the remuneration report, is signed in accordance with a resolution of the Board
of Directors.
Terry Cuthbertson
Chairman
Sydney, 21st August, 2013
28
Rene Sugo
Director
Corporate Governance Statement
The Board of Directors of My Net Fone Limited is responsible for the corporate governance practices of the consolidated
entity. The Board guides and monitors the business and affairs of My Net Fone Limited on behalf of the shareholders
by whom they are elected and to whom they are accountable.
This statement outlines the main corporate governance practices adopted by the Company, which comply with the ASX
Corporate Governance Council Principles and Recommendations (2nd Edition, August 2007) unless otherwise stated.
Principle 1: Lay solid foundations for management and oversight
The board’s primary role is the protection and enhancement of long term shareholder value. To fulfil this role, the
board is responsible for the overall corporate governance of the Group including formulating its strategic direction,
approving and monitoring capital expenditure, setting senior executive and director remuneration, establishing and
monitoring the achievement of management’s goals and ensuring the integrity of risk management, internal control,
legal compliance and management information systems. It is also responsible for approving and monitoring financial
reporting. The board has delegated responsibility for the day to day operation and administration of the Company to
the Chief Executive Officer.
Principle 2: Structure the board to add value
The skills, experience and expertise relevant to the position of director held by each director in office at the date
of the annual report is included in the Directors’ Report. Directors of My Net Fone Limited are considered to be
independent when they are independent of management and free from any business or other relationship that could
materially interfere with, or could reasonably be perceived to materially interfere with, the exercise of their unfettered
and independent judgement.
The membership of the board during the year ended 30 June 2013, including independent status, and date of
appointment was as follows:
(i)
Name
Status
Date of Appointment
Terry Cuthbertson
Non-Executive Independent Chairman
08 March 2006
Michael Boorne
Non-Executive Independent Director
19 December 2006
Andy Fung (i)
01 March 2012
Rene Sugo
Executive Director
08 March 2006
Andy Fung resigned as Executive Director on 29 February 2012 and was appointed as Non-Executive Director as of 01 March 2012. Mr. Fung has
been a Director of the Group since 8 March 2006.
Recommendation 2.1 requires that a majority of the Board should be independent directors. The Company does not
comply with this recommendation. The Board is 50% independent. Whilst the Company agrees with the benefits of a
majority independent Directors, it believes that it can better achieve the results of the Company with the current Board’s
level of expertise without burdening shareholders with the additional costs associated with adding further independent
Directors.
Recommendation 2.2 requires the Chairman be an independent Director. The Company complies with this
recommendation. The Company believes that when the Chairman is a significant driver behind the business as well as
being a shareholder, he adds much value to the Company.
Recommendation 2.3 requires that the role of the Chairman and Chief Executive Officer of the Company is not exercised
by the same individual. The Company complies with this recommendation.
29
Corporate Governance Statement (continued)
Independent directors
An independent director is considered independent:
a) who is not a member of management
b) who has not within the last three years been employed in an executive capacity by the Company or been a
principal of a professional adviser or consultant to the Company
c) is not a significant supplier to the Company
d) has no material contractual relationship with the Company other than as a director, and
e) is free from any interest or business or other relationship, which could materially interfere with the director’s
ability to act in the best interests of the Company.
Based on the above criteria, two Non-Executive Directors including the Chairman were considered independent during
the financial year.
Independent professional advice and access to company information
Each director has the right of access to all relevant Company information and to the Company’s executives and subject
to prior consultation with the Chairman, may seek independent professional advice at the company’s expense. A copy
of advice received by the director is made available to all other members of the Board.
Board processes
The Board has mandates and operating procedures which are reviewed on a regular basis. The Board has also
established a range of policies which govern its operation.
The Board holds a scheduled meeting every month and any other strategic meetings as and when necessitated by
the Company’s operations. The agenda for meetings is prepared through the input of the Chairman and the Company
Secretary. Standing items include matters of Compliance and Reporting, Financials, Shareholder Communications and
Investment Strategy and Outcomes. Submissions are circulated in advance.
With the exception of the Chief Executive Officer, Directors must retire by rotation and stand for reelection at the AGM
each year.
A performance evaluation for the Board and senior executives has taken place in the reporting period.
The Board Committees
Nomination Committee
Recommendation 2.4 states that the board should establish a Nomination Committee. Due to the size of the Company
it has not established a formal Nomination Committee and the functions of the Nomination Committee are undertaken
by a full Board. The composition of the Board is monitored (both in respect of size and membership) to ensure that
the Board has a balance of skill and experience appropriate to the needs of the Company. When a vacancy arises, the
Board will identify candidates with appropriate expertise and experience and appoint the most suitable person.
Remuneration Committee
Recommendation 8.1 states that the board should establish a Remuneration Committee. Due to the size of the
Company it has not established a formal Remuneration Committee and the functions of the Remuneration Committee
are undertaken by a full Board. Non-Executive Directors are remunerated by way of director fee and superannuation
contributions.
The Chairman and the other Non-Executive Director of My Net Fone Limited are also Directors of several listed and nonlisted companies and are further remunerated by those Companies. Further detail is provided in the Directors’ Report.
Audit Committee
Due to the size of the Company it has not established a formal Audit Committee and the functions of the Audit
30
Committee are undertaken by a full Board. The Board is responsible for considering the effectiveness of the systems
and standards of internal control, financial reporting and any other matter at the request of the Board. The external
auditors attend meetings by invitation to report to the Board.
The Audit responsibilities of the Board are to ensure that:
•
•
•
•
•
relevant, reliable and timely information is available to the Board to monitor the performance of the Company
external reporting is consistent with committee members’ information and knowledge and is adequate for
shareholder needs
management process support external reporting in a format which facilitates ease of understanding by shareholders
and institutions
the external audit arrangements are adequate to ensure the maintenance of an effective and efficient external audit
involving:
review of the terms of engagement, scope and auditor’s independence;
recommendation as to the appointment, removal and remuneration of an auditor;
review of the provision of non-audit services provided by the external auditor ensuring they do not adversely
impact on audit independence.
a review of the Company’s risk profile and an assessment of the operation of the Company’s internal control
system is performed.
The external auditor is required to attend the Annual General Meeting and is available to answer shareholder questions.
The Board as a whole monitors the performance of the annual & half-yearly audit performed by the external auditor. For
details on the number of meetings of the audit committee held during the year and the attendees at those meetings,
refer to the Directors’ Report.
Principle 3: Promote ethical and responsible decision making
The Board expects all Executive and Non-Executive Directors to act professionally in their conduct and with the utmost
integrity and objectivity. All Executive and Non-Executive Directors must comply with the Company’s Code of Conduct
and Ethics. (Recommendation 3.1)
The company encourages Directors to have a significant personal financial interest in My Net Fone Limited by acquiring
and holding shares on a long-term basis. Insider trading laws prohibit Directors and their associates from dealing in the
Company’s shares whilst in possession of price sensitive information that is not generally available. Once the Directors
have traded in shares or otherwise dealt with any securities, they should immediately disclose this to the Board and
Company Secretary to facilitate appropriate disclosure with the ASX. A Director or an entity controlled by Directors
is not permitted to purchase or sell shares in the Company at other times without prior consent of the Board. This
policy does not preclude a Director or an entity controlled by a Director from taking up or renouncing an entitlement
to the Company’s shares or participating in the Company’s Share Purchase Plan or the Dividend Reinvestment Plan.
(Recommendation 3.2)
Diversity Policy
Diversity includes, but is not limited to: gender, age, ethnicity and cultural background. The company is committed to
diversity and recognises the benefits arising from employee and board diversity and the importance of benefiting from
all available talent. However, due to the size of the company it is not in a position to justify the establishment of a formal
diversity policy.
The Board has developed measurable objectives for achieving diversity, and annually assess both the objectives and
the progress in achieving those objectives. Accordingly, the Board has developed the following objectives regarding
gender diversity and aims to achieve these objectives over the next two years as Director and senior executive positions
become vacant and appropriately qualified candidates become available:
2013
No.
2014-2015
%
No.
%
Females on the Board
0
0
0
0
Females in senior management roles
3
33
5
50
Overall female employees
38
33
42
36
31
Trading Policy
The company’s policy regarding Directors trading in its securities restricts them from acting on material information
until it has been released to the market and adequate time has been given for it to be reflected in the security’s prices.
The company has adopted a Securities Trading Policy disallowing Directors and employees from dealing in the
Company’s securities in the period between the end of the Company’s half year/full year and the lodgement of those
profit announcements with the ASX. Directors and employees also require the approval of the Board prior to trading in
the Company’s securities.
A copy of the Securities Trading Policy is available on the Company’s website at www.mynetfone.com.au in the
Corporate Governance section.
Principle 4: Safeguard integrity in financial reporting
The Company’s Board is committed to ensuring the adoption of processes which are aimed at providing assurance
that the financial statements and related notes are in accordance with applicable accounting standards and provide
a true and fair view. Compliance with these procedures and policies is subject to review by the external auditor. The
Board also evaluates the performance and independence of the external auditor on an annual basis.
The Chief Executive Officer and the Chief Financial Officer provide the Board with written confirmation that the
Company’s financial reports present a true and fair view, in all material respects, of the Company’s financial condition
and that the operational results are in accordance with relevant accounting standards.
Principle 5: Make timely and balanced disclosure
The Company’s Board is committed to keeping the investment community including shareholders and regulators fully
informed, in a timely and accessible manner, of events and risks that impact the Company. The Board complies with
its continuous disclosure obligations, as defined under the Corporations Act and ASX Listing Rules, in respect of price
sensitive information which is lodged with the ASX as soon as practicable and before disclosure to external parties.
Principle 6: Respect the rights of shareholders
Shareholders are entitled to vote on significant matters affecting the business which include the election and
remuneration of Directors, changes to the constitution and receipt of annual and interim financial statements.
Shareholders are strongly encouraged to attend and participate in the Annual General Meeting of My Net Fone Limited
to lodge questions to be responded to by the Board and/or the Chief Executive Officer, and are able to appoint proxies.
The Board informs shareholders of all major developments affecting the Company’s state of affairs on the Company’s
website at www.mynetfone.com.au.
A hard copy Annual Report will be mailed to shareholders who have requested to receive one at the close of the
financial year. An electronic version of the Annual Report will be available on the Company’s website.
The Company Secretary is responsible for ensuring My Net Fone Limited complies with its continuous disclosure
obligation and in conjunction with the Chairman, will decide whether any price sensitive information they become
aware of should be disclosed to the ASX. Where possible, all continuous disclosure releases to the ASX are approved
by the Board. Where time does not permit approval by the Board, the Chairman must approve the release. Any
information of a material nature affecting the Company is disclosed to the market through release to the ASX as soon
as the Company becomes aware of such information, in accordance with the ASX Continuous Disclosure requirement.
Principle 7: Recognise and manage risk
The Board acknowledges that it is responsible for the overall system of internal control but recognises that no cost
effective internal control system will preclude all errors and irregularities. The Board has responsibility for reviewing the
risk profile and reporting on the operation of the internal control system.
32
The Board:
a. requires executive management to report annually on the operation of internal controls
b. reviews the external audit of internal controls and liaises with the external auditor; and
c. conducts any other investigations and obtains any other information it requires in order to assess the effectiveness
of the internal control system. In respect of the current financial year all necessary declarations have been
submitted to the Board.
The Board identifies the following business risks as having the potential to significantly or materially affect the company’s
performance:
(a) administrative risks including operational, compliance and financial reporting,
(b) market related risks.
Administrative risks
The Chief Executive Officer is responsible for recognising and managing administrative risks including:
(a) operational;
(b) compliance; and
(c) financial reporting
The Chief Executive Officer and the Chief Financial Officer provide a declaration to the Board to certify that the Company’s
financial statements and notes present a true and fair view in all material respects of the Company’s financial condition
and operational results and that they have been prepared and maintained in accordance with relevant Accounting
Standards and the Corporations Act 2001. In respect of the current financial year all necessary declarations have been
submitted to the Board. In addition, the Chief Executive Officer and the Chief Financial Officer will confirm in writing to
the Board that the declaration provided above is founded on a sound system of risk management and internal control
and that the system is operating effectively in all material respects in relation to financial reporting risks.
Market risks
The Board is primarily responsible for recognising and managing market related risks. In respect of the current financial
year, all necessary declarations have been submitted to the Board. The Board performs a risk review on an annual
basis to ensure that adequate controls are in place to mitigate risk associated with market risk, fraud, transaction
reporting errors, material reporting risks and compliance risk.
Principle 8: Remunerate fairly and responsibly
The Company’s remuneration policy and practices are designed to attract, motivate and retain high quality staff. The
Remuneration Report in the Directors’ Report provides detail of remuneration of Non-Executive and Executive Directors.
The Company’s Employee Share Option Scheme was approved by shareholders at the Company’s listing on the ASX.
It is expected more high qualified staff will be issued share options in the future.
33
Consolidated Statement of Profit or Loss and Other Comprehensive Income
CONSOLIDATED GROUP
2013
2012
For the year ended 30 June
Notes
$000
$000
3a
46,209
38,292
Cost of sales
(28,589)
(25,509)
Gross profit
17,620
12,783
Continuing operations
Revenue
Finance revenue
3a
146
156
Other income
3b
77
46
Employee expenses
3e
(8,406)
(6,106)
Marketing expenses
(951)
(704)
Occupancy expenses
(599)
(258)
Technology and support expenses
(492)
(559)
Depreciation expense
(681)
(382)
Distribution expenses
(134)
(118)
(941)
(739)
(214)
(75)
Other expenses
3c
Acquisition expenses
(43)
-
5,382
4,044
(1,241)
(975)
Profit from continuing operations
4,141
3,069
Net profit for the year
4,141
3,069
-
-
4,141
3,069
6.98
5.55
6.95
5.48
Interest expense
Profit before income tax
Tax expense
4
Other comprehensive income for the year net of tax
Total comprehensive income for the year
Earnings per share from continuing operations
-
Basic earnings per share (cents)
-
Diluted earnings per share (cents)
23
The accompanying notes form part of these consolidated financial statements
34
Consolidated Statement of Financial Position
CONSOLIDATED GROUP
30 June 2013 30 June 2012
As at:
Notes
ASSETS
Current Assets
Cash and cash equivalents
Trade and other receivables
Inventories
Other financial assets
Total Current Assets
Non-current Assets
Property, plant and equipment
Deferred income tax assets
Consolidation goodwill
Other intangible assets
Formation cost
Total Non-current Assets
TOTAL ASSETS
LIABILITIES
Current Liabilities
Trade and other payables
Deferred revenue
Deferred consideration
Income tax payable
Finance lease liability
Provisions
Total Current Liabilities
Non-current Liabilities
Finance lease liability
Deferred consideration
Provisions
Total Non-current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Share based payment reserve
Retained earnings (losses)
TOTAL EQUITY
5a
6
$000
$000
4,813
6,612
251
426
12,102
5,980
4,773
171
147
11,071
8
4c
21
22
1,561
275
9,219
2,280
13,335
25,437
808
161
4,626
1
5,596
16,667
9
10
9,544
1,145
2,350
501
175
515
14,230
6,958
1,053
2,350
10
1,174
11,545
104
326
430
14,660
10,777
2,350
217
2,567
14,112
2,555
9,371
1,110
296
10,777
4,361
1,099
(2,905)
2,555
7
12
11
12
11
13a
35
Consolidated Statement of Cash Flows
CONSOLIDATED GROUP
2013
2012
Notes
$000
$000
Cash flows from operating activities
48,627
42,825
(41,586)
(38,945)
Interest received
146
156
Interest paid
(43)
-
Receipts from customers
Payments to suppliers and employees
Income tax paid
Net cash from operating activities
5b
(1,103)
(172)
6,041
3,864
(1,299)
(314)
(279)
(85)
Cash flows from investing activities
Purchase of property, plant and equipment
Increase in other financial assets
Payment for acquisition of subscriber bases
(2,280)
-
Acquisition of subsidiary net of cash acquired
(4,520)
419
Payment of deferred consideration for subsidiary acquired
(2,350)
-
-
136
(10,728)
156
Processds from disposal of equipment
Net cash (used in) from investing activities
Cash flows from financing activities
5,010
370
(1,769)
(862)
Proceeds from borrowing - Finance leases
438
-
Repayment of borrowings - Finance leases
(159)
-
3,520
(492)
(1,167)
3,528
Proceeds from issue of share capital
Dividends paid
Net Cash from (used in) financing activities
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at 1 July
Cash and cash equivalents at 30 June
5a
5,980
2,452
4,813
5,980
36
Consolidated Statement of Changes in Equity
Attributable to owners of the company
For the year ended 30 June 2013
As at 1 July 2011
Ordinary
Share Capital
Share-Based
Payment
Reserve
Retained
Earnings
Total
$000
$000
$000
$000
3,991
1,099
(4,703)
387
-
-
3,069
3,069
-
-
(1,271)
(1,271)
370
-
-
370
Proceeds from issue of shares
-
-
-
-
Share-based payment transactions
-
-
-
-
4,361
1,099
(2,905)
2,555
-
-
4,141
4,141
Dividends recognised for the year
Proceeds from issue of share options
Balance at 30 June 2012
Dividends recognised in the year
Proceeds from issue of shares
Share-based payment transactions
Balance at 30 June 2013
-
-
(940)
(940)
5,010
-
-
5,010
-
11
-
11
9,371
1,110
296
10,777
37
Notes to the Consolidated Financial Statements
1. CORPORATE INFORMATION
These consolidated statements and notes represent those of My Net Fone Limited and controlled entities (The
Consolidated Group).
The separate financial statements of the parent entity, My Net Fone Limited, have not been presented within this
financial report as permitted by the Corporations Act 2001.
The financial statements were authorised for issue on 21 August 2013 by the directors of the company.
The nature of the operations and principal activities of the Group are described in the Directors’ Report.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICES
a. Basis of preparation
The financial statements are general purpose financial statements that have been prepared in accordance with
Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements
of the Australian Accounting Standards Board (AASB) and the Corporations Act 2001.
Australian Accounting Standards set out accounting policies that the AASB has concluded would result in the
financial statements containing relevant and reliable information about transactions, events and conditions.
Compliance with Australian Accounting Standards ensures that the financial statements and notes also
comply with International Financial Reporting Standards as issued by the IASB. Material accounting policies
adopted in the preparation of these financial statements are presented below and have been consistently
applied unless otherwise stated.
The financial statements have been prepared on an accruals basis and are based on historical costs,
modified, where applicable, by the measurement at fair value of selected non-current assets, financial assets
and financial liabilities.
b. Adoption of new and revised accounting standards
The AASB has issued a number of new and amended Accounting Standards and Interpretations that have
mandatory application dates for future reporting periods, some of which are relevant to the Group. The Group
has decided not to early adopt any of the new and amended pronouncements. The Group’s assessment
of the new and amended pronouncements that are relevant to the Group but applicable in future reporting
periods is set out below:
(i) AASB 9: Financial Instruments (December 2010) and AASB 2010–7: Amendments to Australian Accounting
Standards arising from AASB 9 (December 2010) (applicable for annual reporting periods commencing on or
after 1 January 2013).
These Standards are applicable retrospectively and include revised requirements for the classification and
measurement of financial instruments, as well as recognition and derecognition requirements for financial
instruments.
The Group has not yet been able to reasonably estimate the impact of these pronouncements on its financial
statements.
(ii) AASB 10: Consolidated Financial Statements, AASB 11: Joint Arrangements, AASB 12: Disclosure
of Interests in Other Entities, AASB 127: Separate Financial Statements (August 2011) and AASB 128:
Investments in Associates and Joint Ventures (August 2011) (as amended by AASB 2012–10: Amendments
to Australia Accounting Standards – Transition Guidance and Other Amendments), and AASB 2011–7:
Amendments to Australian Accounting Standards arising from the Consolidation and Joint Arrangements
Standards (applicable for annual reporting periods commencing on or after 1 January 2013).
AASB 10 replaces parts of AASB 127: Consolidated and Separate Financial Statements (March 2008, as
amended) and Interpretation 112: Consolidation – Special Purpose Entities. AASB 10 provides a revised
38
Notes to the Consolidated Financial Statement (continued)
definition of “control” and additional application guidance so that a single control model will apply to all
investees. This Standard is not expected to significantly impact the Group’s financial statements.
(iii) AASB 12 contains the disclosure requirements applicable to entities that hold an interest in a subsidiary, joint
venture, joint operation or associate. AASB 12 also introduces the concept of a “structured entity”, replacing
the “special purpose entity” concept currently used in Interpretation 112, and requires specific disclosures in
respect of any investments in unconsolidated structured entities. This Standard will affect disclosures only and
is not expected to significantly impact the Group’s financial statements.
To facilitate the application of AASBs 10 and 12, revised versions of AASB 127 and AASB 128 have also been
issued. The revisions made to AASB 127 and AASB 128 are not expected to significantly impact the Group’s
financial statements.
(iv) AASB 13: Fair Value Measurement and AASB 2011–8: Amendments to Australian Accounting Standards
arising from AASB 13 (applicable for annual reporting periods commencing on or after 1 January 2013).
AASB 13 defines fair value, sets out in a single Standard a framework for measuring fair value, and requires
disclosures about fair value measurement.
AASB 13 requires:
- inputs to all fair value measurements to be categorised in accordance with a fair value hierarchy; and
- enhanced disclosures regarding all assets and liabilities (including, but not limited to, financial assets and
financial liabilities) to be measured at fair value.
These Standards are expected to result in more detailed fair value disclosures, but are not expected to
significantly impact the amounts recognised in the Group’s financial statements.
(v) AASB 2011–4: Amendments to Australian Accounting Standards to Remove Individual Key Management
Personnel Disclosure Requirements (applicable for annual reporting periods beginning on or after 1 July
2013).
This Standard makes amendments to AASB 124: Related Party Disclosures to remove the individual key
management personnel disclosure requirements (including paras Aus29.1 to Aus29.9.3). These amendments
serve a number of purposes, including furthering trans-Tasman convergence, removing differences from IFRSs,
and avoiding any potential confusion with the equivalent Corporations Act 2001 disclosure requirements. This
Standard is not expected to significantly impact the Group’s financial statements.
(vi) AASB 119 (September 2011) includes changes to the criteria for determining when termination benefits
should be recognised as an obligation. This Standard is not expected to significantly impact the Group’s
financial statements.
(vii) AASB 2012–5: Amendments to Australian Accounting Standards arising from Annual Improvements
2009–2011 Cycle (applicable for annual reporting periods commencing on or after 1 January 2013). This
Standard amends a number of Australian Accounting Standards as a consequence of the issuance of Annual
Improvements to IFRSs 2009–2011 Cycle by the International Accounting Standards Board, including:
- AASB 101: Presentation of Financial Statements and AASB 134: Interim Financial Reporting to clarify the
requirements for presenting comparative information;
- AASB 134 to facilitate consistency between the measures of total assets and liabilities an entity reports for
its segments in its interim and annual financial statements.
This Standard is not expected to significantly impact the Group’s financial statements.
c. Principles of consolidation
The consolidated financial statements incorporate the assets, liabilities and results of entities controlled by My
Net Fone Limited at the end of the reporting period. A controlled entity is any entity over which My Net Fone
Limited has the ability and right to govern the financial and operating policies so as to obtain benefits from the
entity’s activities. Control will generally exist when the parent owns, directly or indirectly through subsidiaries,
more than half of the voting power of an entity. In assessing the power to govern, the existence and effect of
holdings of actual and potential voting rights are also considered.
39
In preparing the consolidated financial statements, all inter-group balances and transactions between entities
in the consolidated group have been eliminated on consolidation. Accounting policies of subsidiaries have
been changed where necessary to ensure consistency with those adopted by the parent entity.
Where controlled entities have entered or left the Group during the year, the financial performance of those
entities are included only for the period of the year that they were controlled. A list of controlled entities is
contained in Note 19 to the financial statements.
d. Business combination
Business combinations occur where an acquirer obtains control over one or more business and results in the
consolidation of its assets and liabilities. All business combinations, including those involving entities under
common control, are accounted for by applying the acquisition method.
Consideration transferred for the acquisition comprises the fair value of the assets transferred, liability incurred
and the equity interests issued by the acquirer. Identifiable assets acquired and liabilities and contingent
liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values
at the acquisition date. Any deferred consideration payable is discounted to present value using the entity’s
incremental borrowing rate. Acquisition related costs are expensed as incurred.
Goodwill is stated after separate recognition of identifiable intangible assets. It is calculated as the excess
of the sum of fair value of consideration transferred, over the acquisition-date fair values of identifiable net
assets.
e. Going concern
The financial report has been prepared on a going concern basis. This presumes that funds will be available
to finance future operations and the realisation of assets and settlement of liabilities will occur in the normal
course of business.
For the year ended 30 June 2013 the Group generated profit after tax of $4,141k (2012: $3,069k), as at the
balance date the Group’s total assets exceeded total liabilities by $10,777k (2012: $2,555k).
Included in the current liabilities is $1,145k (2012: $1,053k) of deferred revenue that will be recognised as
revenue when customers’ credits are progressively used up. This deferred revenue does not represent a
gross cash outflow.
The Directors believe that the going concern basis of accounting is appropriate due to the expected cash
flows to be generated by the Group over the next twelve months. The Directors will closely monitor cash flows
as the Group grows and if revenues do not increase as expected, the Directors will look to contain costs. The
Directors believe that these actions, if required, will be sufficient to ensure that the company will be able to pay
its debts as and when they fall due for the next twelve months.
Notwithstanding the above, the Directors acknowledge that there are a number of risk factors that could
materially affect the Group’s future profitability and cash flows, which include, but are not limited to:
(i) Competition
There can be no assurance given in respect of the Group’s ability to continue to compete profitably in
the competitive markets in which the Group operates. The potential exists for change in the competitive
environment in which the Group operates.
(ii) Management of growth
The Group achieved a profit during the year, however, there is still a risk the Group will have insufficient
working capital to meet its business requirements and the expansion of the Group will depend upon the
ability of management to implement and successfully manage the Group’s growth strategy.
(iii) Reliance on key management
The responsibility of overseeing the day-to-day operations and strategic management of the Group is
substantially dependent upon its senior management and its key personnel. There can be no assurance
given that there will be no detrimental impact on the Group if one, or a number of, these employees cease
their employment.
40
(iv) New products and technological developments
The Group’s current core business of broadband telecommunications is highly competitive and is subject
to the introduction of new and improved products and services into the market on a regular basis.
(v) Broadband Access Arrangements
The Group currently has certain access to the Internet backbone network. Terms of the supply of
broadband are negotiated regularly. There is no guarantee that future access arrangements will be able
to be negotiated on commercially acceptable terms.
(vi) Distribution Channels and Device Suppliers
The Group benefits from its good working relationship with its distribution channels to promote its products
and services and with its device suppliers to provide its VoIP adaptors. There is no guarantee that these
relationships will continue in the future.
(vii) Legislation, Regulation and Policies
Any material adverse changes in government or other regulatory organisation policies or legislation which
impacts on the telecommunications industry, may affect the viability and profitability of the Group.
(viii)Internet Access
The use of VoIP technology is dependent on quality and speed of access to the Internet. The market
growth of VoIP may be limited by the take up rate of broadband and other fast Internet access or by the
quality of such access.
f.
Reverse acquisition
In accordance with AASB 3 Business Combinations, when My Net Fone Limited (the legal parent) acquired My
Net Fone Australia Pty Limited (the legal subsidiary), the acquisition was deemed to be a reverse acquisition
since the substance of the transaction was that the existing shareholders of My Net Fone Australia Pty Limited
have, through My Net Fone Australia Pty Limited, effectively acquired My Net Fone Limited. Under reverse
acquisition accounting, the consolidated financial statements are prepared as if My Net Fone Australia Pty
Limited had acquired My Net Fone Limited, not vice versa as represented by the legal position.
g. Critical accounting estimates and judgments
The directors evaluate estimates and judgments incorporated into the financial statements based on historical
knowledge and best available current information. Estimates assure a reasonable expectation of future events
and are based on current trends and economic data, obtained both externally and within the Group. Key
estimates that have a significant risk of causing adjustments to the carrying amounts of certain assets and
liabilities within the next annual reporting period are:
(i) Share based payment transactions
The Group measures the cost of equity-settled transactions with employees by reference to the fair
value of the equity instruments at the date at which they are granted. The fair value is determined by an
independent valuer using a Black-Scholes model. The accounting estimates and assumptions relating to
equity-based payments would have no impact on the carrying amounts of assets and liabilities within the
next annual reporting period but may have impact on profit or loss and equity.
(ii) Useful lives of property, plant & equipment
The Group reviews the estimated useful lives of property, plant and equipment at the end of each financial
year. The Group adjusted the remaining effective useful life of its assets to better reflect their actual usage
and future economic benefit.
(iii) Utilisation of tax losses
The Company and its wholly-owned Australian subsidiaries elected to join as members of a tax
consolidated group under Australian taxation law as of 1 July 2011. Each entity in the tax consolidated
group contributed tax losses to the Group. The Group will use the losses by the available fraction of
each bundle of losses transferred. The Group has assessed the ability to utilise the losses against future
taxable income. The Group has generated taxable income in the current financial year and the losses will
be used over the next year.
41
(iv) Research & Development (R&D) tax concession
When calculating the income tax provision for the year, there is an operating assumption that the Research
& Development tax concession for 2013 will be the same as for 2012. The Directors believe the estimate
is reasonable and conservative. This may be subject to change following the approval of the R&D tax
concession application from AusIndustry in due course.
h. Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable after taking into account
any trade discounts and volume rebates allowed. The following specific recognition criteria must also be met
before revenue is recognised:
(i) Rendering of services
Revenue from telecommunication services are recognised when the services are provided to the customer.
Deferred revenue represents the unused proportion of cash received in advance for call credits determined
on a specific account basis at balance date.
(ii) Interest income / Finance revenue
Interest revenue is recognised using the effective interest rate method, which, for floating rate financial
assets, is the rate inherent in the instrument.
i.
Leases
Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, are
charged as expenses in the period in which they are incurred.
Lease incentives under operating leases are recognised as a liability and amortised on a straightline basis
over the life of the lease term.
j.
Cash and cash equivalents
Cash and cash equivalents in the statement of financial position comprise cash at bank and in hand and
short-term deposits with an original maturity of three months or less that are readily convertible to known
amounts of cash and which are subject to an insignificant risk of changes in value.
For the purposes of the Statement of Cash Flows, cash and cash equivalents consist of cash and cash
equivalents as defined above, net of outstanding bank overdrafts.
k. Trade and other receivables
Trade receivables and other receivables, which generally have 30-90 day terms, are recognised and carried at
original invoice amount less an allowance for any amounts determined to be uncollectable.
An allowance for doubtful debts is made when there is objective evidence that the Group will not be able to
collect the debts. Bad debts are written off when identified.
l.
Foreign Currency Transactions and Balances
(i) Functional and presentation currency
The functional currency of each group entity is measured using the currency of the primary consolidated
environment in which the entity operates. The consolidated financial statements are presented in
Australian dollars which is the parent entity’s functional and presentation currency.
(ii) Transactions and balances
Transactions in foreign currencies are initially recorded in the functional currency by applying the exchange
rates ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies
are retranslated at the rate of exchange ruling at the balance sheet date.
All exchange differences in the consolidated financial report are taken to profit or loss.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated
using the exchange rate as at the date of the initial transaction. Non-monetary items measured at fair
value in a foreign currency are translated using the exchange rates at the date when the fair value was
determined.
42
(iii) Group Companies
The financial results and position of foreign operations whose functional currency is different from the
group’s presentation currency are translated as follows:
- Assets and liabilities are translated at year end exchange rates prevailing at the reporting date.
- Income and expenses are translated at average exchange rates for the period.
- Retained earnings are translated at the exchange rates prevailing at the date of the transaction.
On consolidation, assets and liabilities have been translated into Australian dollars at the closing rate at
the reporting date. Income and expenses have been translated into the Group’s presentation currency
at the average rate over the reporting period. The exchange differences are taken to profit or loss in the
consolidated financial report.
m. Income tax
The income tax expense (credit) for the year comprises current income tax expense (credit) and deferred tax
expense (credit).
Current income tax expense charged to the profit or loss is the tax payable on taxable income. Current tax
liabilities (assets) are measured at the amounts expected to be paid to (recovered from) the relevant taxation
authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances
during the year as well as unused tax losses.
Current and deferred income tax expense (credit) is charged or credited outside profit or loss when the tax
relates to items that are recognised outside profit or loss.
Except for business combinations, no deferred income tax is recognised from the initial recognition of an
asset or liability where there is no effect on accounting or taxable profit or loss.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period
when the asset is realised or the liability is settled and their measurement also reflects the manner in which
management expects to recover or settle the carrying amount of the related asset or liability.
Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent
that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset
can be utilised.
Where temporary differences exist in relation to investments in subsidiaries, branches, associates, and joint
ventures, deferred tax assets and liabilities are not recognised where the timing of the reversal of the temporary
difference can be controlled and it is not probable that the reversal will occur in the foreseeable future.
Current tax assets and liabilities are offset where a legally enforceable right of set-off exists and it is intended
that net settlement or simultaneous realisation and settlement of the respective asset and liability will occur.
Deferred tax assets and liabilities are offset where: (a) a legally enforceable right of set-off exists; and (b)
the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority on either
the same taxable entity or different taxable entities where it is intended that net settlement or simultaneous
realisation and settlement of the respective asset and liability will occur in future periods in which significant
amounts of deferred tax assets or liabilities are expected to be recovered or settled.
Tax consolidation
My Net Fone Limited and its wholly-owned Australian subsidiaries are part of a tax consolidation group under
Australian taxation law. My Net Fone Limited is the head entity in the tax consolidation group. Tax expense,
deferred tax liabilities and deferred tax assets arising from temporary differences of the members of the taxconsolidation group using the ‘separate taxpayer within group’ approach by reference to the carrying amounts
in the separate financial statements of each entity and the tax values applying under tax consolidation.
My Net Fone Limited, as the head entity in the tax consolidated group, recognises the current tax liabilities
and assets and deferred tax assets arising from unused tax losses and tax credits of all entities in the group.
43
n. Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of
GST incurred is not recoverable from the Tax Office. In these circumstances the GST is recognised as part
of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the
statement of financial position are shown inclusive of GST.
o. Inventories
Inventories are measured and recorded at cost and are valued at the lower of cost and net realisable value.
p. Property, plant and equipment
Plant and equipment are measured on the cost basis.
The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of
the recoverable amount from these assets. The recoverable amount is assessed on the basis of the expected
net cash flows that will be received from the asset’s employment and subsequent disposal. The expected net
cash flows have been discounted to their present values in determining recoverable amounts.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as
appropriate, only when it is probable that future economic benefits associated with the item will flow to the
Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the
statement of comprehensive income during the financial period in which they are incurred.
Depreciation
The depreciable amount of all fixed assets is depreciated on a straight-line basis over the asset’s useful life
to the consolidated group commencing from the time the asset is held ready for use. The depreciation rates
used for each class of depreciable assets are:
• Furniture & Fittings – over 6 to 10 years
• Office Equipment – over 3 to 5 years
• Network Infrastructure and IT Systems – over 2 to 4 years
• Motor Vehicles – over 4 years
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each
reporting period.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying
amount is greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains
and losses are included in the statement of comprehensive income. When re-valued assets are sold, amounts
included in the revaluation surplus relating to that asset are transferred to retained earnings.
q. Financial instruments
Financial assets and financial liabilities are recognised when the entity becomes a party to the contractual
provisions to the instrument. For financial assets, this is equivalent to the date that the company commits itself
to either the purchase or sale of the asset (i.e. trade date accounting is adopted).
Financial instruments are initially measured at fair value plus transaction costs, except where the instrument
is classified ‘at fair value through profit or loss’, in which case transaction costs are expensed to profit or loss
immediately.
(i) Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not
quoted in an active market and are subsequently measured at amortised cost.
Loans and receivables are included in current assets, except for those which are not expected to mature
within 12 months after the end of the reporting period. (All other loans and receivables are classified as noncurrent assets.)
44
(ii) Investments in subsidiaries held by the parent
Investments in subsidiaries held by the parent entity are recognised and subsequently measured at cost in the
separate financial statements of the Company, less any impairment.
r.
Impairment of assets
At the end of each reporting period, the Group assesses whether there is any indication that an asset may
be impaired. The assessment will include the consideration of external and internal sources of information
including dividends received from subsidiaries, associates or jointly controlled entities deemed to be out of
pre-acquisition profits. If such an indication exists, an impairment test is carried out on the asset by comparing
the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value
in use, to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is
expensed to the statement of comprehensive income.
Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the
recoverable amount of the cash-generating unit to which the asset belongs.
s. Trade and other payables
Trade and other payables represent the liability outstanding at the end of the reporting period for goods and
services received by the Group during the reporting period which remains unpaid.
The balance is recognised as a current liability with the amount being normally paid within 30 days of
recognition of the liability.
t.
Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past
event, it is probable that an outflow of resources embodying economic benefits will be required to settle the
obligation and a reliable estimate can be made of the amount of the obligation.
When the group expects some or all of a provision to be reimbursed, for example under an insurance contract,
the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain.
The expense relating to any provision is presented in the Statement of Comprehensive Income net of any
reimbursement.
Provisions are measured at the present value of management’s best estimate of the expenditure required to
settle the present obligation at the Statement of Financial Position date. If the effect of the time value of money
is material, provisions are discounted using a current pre-tax rate that reflects the time value of money and
the risks specific to the liability. The increase in the provision resulting from the passage of time is recognised
in finance costs.
u. Employee leave benefits
Provision is made for the Group’s liability for employee benefits arising from services rendered by employees
to balance date. Employee benefits that are expected to be settled within one year have been measured at
the amounts expected to be paid when the liability is settled. Employee benefits payable later than one year
have been measured at the present value of the estimated future cash outflows to be made for those benefits.
In determining the liability, consideration is given to employee wages increases and the probability that the
employee may satisfy vesting requirements. Those cash outflows are discounted using market yields on
national government bonds with terms to maturity that match the expected timing of cash flows.
v. Contributed capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or
options are shown in equity as a deduction, net of tax, from the proceeds.
w. Earnings per share
Basic earnings per share is determined as net profit/(loss) attributable to members of the group, adjusted
to exclude any costs of servicing equity (other than dividends), divided by the weighted average number of
ordinary shares.
Diluted earnings per share include options outstanding that will have the potential to convert to ordinary
shares and dilute the basic earnings per share.
45
x. De-recognition of financial assets and financial liabilities
Financial assets are de-recognised where the contractual rights to receipt of cash flows expires or the asset is
transferred to another party whereby the entity no longer has any significant continuing involvement in the risks
and benefits associated with the asset. Financial liabilities are de-recognised where the related obligations
are either discharged, cancelled or expired. The difference between the carrying value of the financial liability
extinguished or transferred to another party and the fair value of consideration paid, including the transfer of
non-cash assets or liabilities assumed, is recognised in profit or loss.
y. Share-based payment transactions
The Group provides benefits to its employees and Directors (including key management personnel) in the
form of share-based payments, whereby employees render services in exchange for shares or rights over
shares (equity-settled transactions).
The cost of these equity-settled transactions with employees and Directors is measured by reference to the
fair value of the equity instruments at the date at which they are granted. The fair value is determined by an
external valuer using a Black-Scholes model.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over
the period in which the performance and/or service conditions are fulfilled (the vesting period), ending on the
date on which the relevant employees and Directors become fully entitled to the award (the vesting date).
At each subsequent reporting date until vesting, the cumulative charge to the Statement of Comprehensive
Income is the product of:
(i) the grant date fair value of the award;
(ii) the current best estimate of the number of awards that will vest, taking into account such factors as the
likelihood of employee turnover during the vesting period and the likelihood of non-market performance
conditions being met; and
(iii) the expired portion of the vesting period.
The charge to the Statement of Comprehensive Income for the period is the cumulative amount as calculated
above less the amounts already charged in previous periods. There is a corresponding credit to equity.
46
CONSOLIDATED GROUP
2013
2012
$000
$000
46,209
38,292
146
156
77
46
Other administrative expenses
575
474
Accounting and audit
108
80
3. REVENUES AND EXPENSES
(a) Revenue
Rendering of services
Finance revenue consists of:
Interest on bank deposits
(b) Other income
(c) Other expenses
Legal and consulting
Bank and transaction costs
49
9
209
176
941
739
433
193
7,317
5,263
674
521
11
-
377
299
27
23
8,406
6,106
(d) Minimum lease payments
Operating lease - premises
(e) Employee benefits expense
Wages and salaries
Superannuation
Share based payments expense
Payroll tax
Workers’ compensation costs
47
CONSOLIDATED GROUP
2013
2012
$000
$000
4. INCOME TAX
a. Income tax expense
The major components of income tax expense are as follows:
Current tax
1,519
1,037
11
35
(289)
(97)
1,241
975
Profit before income tax
5,382
4,044
At the Group’s statutory rate of 30% (2012:30%)
1,615
1,213
(193)
(176)
Adjustment in respect of current income tax of previous years
Deferred tax
Total
b. Reconciliation between tax expense and the prima facie tax payable
Tax incentives
Non-temporary differences
Recoupment of prior year losses
Origination and reversal of temporary differences
Change in recognised deductible temporary differences
Adjustment in respect of prior year
Total
97
-
-
(116)
(14)
19
(275)
-
11
35
1,241
975
Entities in the Group have tax losses arising in Australia of Nil
(2012: $537k). A deferred tax asset relating to these losses of Nil
(2012: $161k) is recognised as recoverable within 12 months.
c. Deferred tax asset
Recognised in the accounts:
Relating to carry forward tax losses
Relating to temporary differences
-
161
275
-
275
161
The total value of temporary differences not brought to account in the
current year is $297k (2012: $567k)
The Company and its wholly-owned Australian entities are members of a tax consolidated group from 01 July 2011.
Transactions within the Group have been eliminated in full on consolidation.
48
CONSOLIDATED GROUP
2013
2012
$000
$000
4,813
5,980
4,141
3,069
5. STATEMENT OF CASH FLOWS RECONCILIATION
a. Cash and cash equivalents
Cash and cash equivalents balance comprises:
Cash at bank
b. Reconciliation of net profit after tax to net cash flows from operations:
Profit for the year
Adjustments for:
Depreciation
681
382
Currency gains and losses
13
10
Share based payments expense
11
-
(1,839)
804
(80)
188
Changes in assets and liabilities, net of the effects of purchase
of subsidiaries:
(Increase)/decrease in trade and other receivables
(Increase)/decrease in inventories
(Increase)/decrease in net tax assets
(Decrease)/increase in trade and other payables
(Decrease)/increase in deferred revenue
138
768
2,605
(1,632)
92
33
279
242
6,041
3,864
6,462
4,719
Doubtful debts provision
(92)
(132)
Provision for credit notes
(154)
-
(Decrease)/increase in provisions
Net cash flow from operating activities
6. TRADE AND OTHER RECEIVABLES
Trade receivables
Other receivables
396
186
6,612
4,773
426
147
7. OTHER FINANCIAL ASSET
Term deposits
Term deposits relate to cash on deposit securing bank guarantees and are not available for immediate use. Short
term deposits are made for fixed terms and earn interest at the respective short term rates.
49
Consolidated
Office furniture
& fittings and
equipment
Motor
vehicles
Network
infrastructure
and equipment
Total
$000
$000
$000
$000
8. PROPERTY, PLANT AND EQUIPMENT
Cost:
280
-
44
324
88
70
1,347
1,505
Additions
67
-
268
335
Disposals
(34)
-
(102)
(136)
At 30 June 2012
401
70
1,557
2,028
At 1 July 2012
401
70
1,557
2,028
Acquisitions
147
-
352
499
Additions
200
-
1,120
1,320
Disposals
-
(70)
-
(70)
748
-
3,029
3,777
(231)
-
(44)
(275)
(8)
(36)
(522)
(566)
(58)
(8)
(313)
(379)
At 1 July 2011
Acquisitions
At 30 June 2013
Accumulated depreciation:
At 1 July 2011
Acquisitions
-
-
-
-
At 30 June 2012
(297)
(44)
(879)
(1,220)
At 1 July 2012
(297)
(44)
(879)
(1,220)
Disposals
Acquisitions
(50)
-
(313)
(363)
(81)
(4)
(596)
(681)
-
48
-
48
(428)
-
(1,788)
(2,216)
At 30 June 2012
104
25
678
808
At 30 June 2013
320
-
1,241
1,561
Disposals
At 30 June 2013
Net Book Value:
Assets are encumbered to the extent disclosed in note 15(b).
CONSOLIDATED GROUP
2013
2012
$000
$000
Trade payables
6,174
6,601
Other creditors and accruals
3,337
345
33
12
9,544
6,958
9. TRADE AND OTHER PAYABLES
Security deposits held
50
CONSOLIDATED GROUP
2013
2012
$000
$000
1,145
1,053
10. DEFERRED REVENUE
Pre-paid calling credits
Deferred revenue relates to cash received in advance from customers with respect to pre-paid calling credits, The
balance represents the unused call credits as at balance date.
Proposed
dividend
Annual
leave
Long service
leave
Total
$000
$000
$000
$000
11. PROVISIONS
As at 1 July 2012
Acquired
829
345
217
1,391
-
54
10
64
Arising during the year
940
546
99
1,585
Utilised during the year
(1,769)
(430)
-
(2,199)
As at 30 June 2013
-
515
326
841
Current
-
515
-
515
Non-current
-
-
326
326
A provision has been recognised for employee entitlements relating to long service leave. In calculating the present
value of future cash flows in respect of long service leave, the probability of long service leave being taken is based
on historical data. The measurement and recognition criteria relating to employee benefits have been included in
Note 2.
CONSOLIDATED GROUP
2012
2013
$000
$000
Finance lease liability: Current
175
-
Finance lease liability: Non-current
104
-
12. FINANCE LEASE LIABILITY
Refer to note 15 (b) for the terms and conditions relating to the finance lease obligations.
51
CONSOLIDATED GROUP
2013
2012
$000
$000
9,371
4,361
13. ISSUED CAPITAL
a.
Ordinary shares
Shares issued and fully paid
issue:
At 1 July
Exercise of share options (i)
Exercise of share options (ii)
Issued for cash (net of costs)
At 30 June
2013
Movements in ordinary shares on
2012
Number of shares
$000
Number of shares
$000
55,255,555
4,361
52,555,555
3,991
500,000
70
2,700,000
370
200,000
20
-
-
6,294,660
4,920
-
-
62,250,215
9,371
55,255,555
4,361
(i) refer note 14b for details of options exercised during the year by directors
(ii) Employees exercised 200,000 options on 24 August 2012 with an exercise price of $0.10
Ordinary shares have the right to receive dividends as declared and in the event of winding up the company, to
participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up
on shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the
company.
b. Share options
Movements in share options on
issue:
Outstanding at 1 July
2013
2012
Number
WAEP $
700,000
0.13
Number
WAEP $
3,400,000
0.14
250,000
0.65
-
-
(700,000)
0.13
(2,700,000)
0.14
Outstanding at the end of the year
250,000
0.65
700,000
0.13
Exercisable
250,000
0.65
700,000
0.13
Granted during the year
Exercised during the year
The outstanding options balance as at 30 June 2013 is represented by 250,000 options issued under a share
based payment option scheme to certain executives and employees. These options have an exercise price of
$0.65 and an expiry date of 31 December 2013.
14. SHARE BASED PAYMENTS
Outstanding options as at year end:
Employee option plan
Option granted to directors
Total
52
2013
2012
Number
Number
250,000
200,000
-
500,000
250,000
700,000
a.
Employee option plan (EOP)
The Board may issue options under the EOP to any employee of the Group, including Executive Directors and
Non-Executive Directors. Options will be issued free of charge, unless the Board determines otherwise. Each
option is to subscribe for one share and when issued, the shares will rank equally with other shares. Unless the
terms on which an option was offered specify otherwise, an option may be exercised at any time after one year
from the date it is granted, provided the employee is still employed by the Company.
An option may also be exercised in special circumstances, that is, at any time within 6 months after the employee’s
death, total and permanent disablement, or retrenchment. An option lapses upon the termination of the employee’s
employment by the Company and, unless the terms of the offer of the option specify otherwise, lapses three years
after the date upon which it was granted. The exercise price per share for an option will be the average closing
market price of the Company’s share over the five trading days before their issue.
The maximum number of options on issue under the EOP must not at any time exceed 5% of the total number of
shares on issue at that time.
b.
Share options granted to the directors
No options were granted to Directors during the year. The following table illustrates the number and weighted
average exercise prices (WAEP) of and movements of share options held by Directors during the year:
2013
Number
Outstanding as 1 July
Granted during the year
Exercised during the year
Outstanding as at 30 June
2012
WAEP $
Number
WAEP $
500,000
0.14
3,000,000
0.14
-
-
-
-
(500,000)
0.14
(2,500,000)
0.14
-
-
500,000
0.14
During the year, Mr Cuthbertson, the Chairman and a Non-Executive Director exercised 500,000 options with an
exercise price of $0.14 (250,000 on 27 August 2012 and 250,000 on 1 March 2013). These options were granted
to Mr Cuthbertson by shareholders at the AGM held on 26 October 2010.
15. COMMITMENTS AND CONTINGENCIES
a. Operating lease commitments
Operating leases relate to premises with lease terms remaining between 1 and 3 years. The consolidated entity
does not have an option to purchase the leased assets at the expiry of the lease terms.
Future minimum rentals payable under non-cancellable operating leases as at 30 June are as follows:
CONSOLIDATED GROUP
2013
2012
$000
$000
Within one year
336
170
After one year, but not more than five years
442
-
More than five years
-
-
778
170
53
b. Finance lease commitments
The Group has used finance leases to acquire Network infrastructure and equipment. Future minimum lease
payments under purchase contracts together with the present value of the net minimum lease payments are as
follows:
CONSOLIDATED GROUP
2013
2012
$000
$000
Within one year
198
-
After one year, not more than five years
111
-
-
-
Total minimum lease payments
309
-
Less amounts representing finance charges
(30)
-
Present value of minimum lease payments
279
-
Finance lease liability: Current
175
-
Finance lease liability: Non-current
104
-
279
-
More than five years
Included in the fiinancial statements as:
Total
The finance lease obligations consist of two finance leases with maturity dates of May 2014 and August 2015. The
finance lease liabilities are secured on the assets to which they relate.
16. EVENTS AFTER REPORTING DATE
The dividend as recommended by the Board will be paid subsequent to the balance date.
Since the reporting date, there have been no other significant events, other than those mentioned above, which
would impact on the financial position of the Company as disclosed in the Statement of Financial Position as at 30
June 2013, and on the cash flow of the Company for the year ended on that date.
17. AUDITORS’ REMUNERATION
The Auditor of the Group is MNSA Pty Ltd Chartered Accountants
CONSOLIDATED GROUP
2013
2012
$000
$000
Audit and review of the annual report of the entity
80
70
Non-audit services
14
-
94
70
Amounts received or due and receivable by MNSA Pty Ltd
Chartered Accountants for:
18. DIRECTOR AND EXECUTIVE DISCLOSURES
a. Details of Key Management Personnel
Mr. Terry Cuthbertson – Chairman and Non-Executive Director
Mr. Andy Fung – Non-Executive Director
Mr. Michael Boorne – Non-Executive Director
Mr. Rene Sugo – CEO and Director
Ms. Catherine Ly – CFO and Company Secretary
Mr. Leo Tai – Director of My Net Fone Australia Pty Limited
54
b. Compensation of Key Manaement Personnel
The Group has applied the exemption under Corporations Amendments Regulation 2006 No 4 which exempts
listed companies from providing remuneration disclosures in relation to their key management personnel in their
annual financial reports by Accounting Standard AASB 124 Related Party Disclosures. These disclosures are
provided on in the Directors’ Report designated as audited.
c. Shareholdings of Key Management Personnel
Directors
Year
2013
Mr Andy Fung
Balance at the
beginning of
period
Trade during
the year
Options
exercised
Balance at
end of
period
1,625,000
1,125,000
-
500,000
2012
1,125,000
-
-
1,125,000
2013
14,488,955
-
-
14,488,955
Mr Andy Fung
2012
13,488,955
-
1,000,000
14,488,955
Mr Rene Sugo
2013
14,488,955
-
-
14,488,955
Mr Rene Sugo
2012
13,488,955
-
1,000,000
14,488,955
Mr Michael Boorne
2013
4,725,533
(3,480,784)
-
1,244,749
Mr Michael Boorne
2012
4,255,533
-
500,000
4,725,533
Mr Leo Tai
2013
2,478,430
-
-
2,478,430
Mr Leo Tai
2012
2,478,430
-
-
2,478,430
Granted
Options
exercised
Balance at
end of
period
-
(500,000)
-
The above shareholdings are held indirectly through controlled entities.
d. Share options of Key Management Personnel
Balance at the
beginning of
period
Directors
Year
2013
500,000
2012
500,000
-
-
500,000
Mr Andy Fung
2013
-
-
-
-
Mr Andy Fung
2012
1,000,000
-
(1,000,000)
-
Mr Rene Sugo
2013
-
-
-
-
Mr Rene Sugo
2012
1,000,000
-
(1,000,000)
-
Mr Michael Boorne
2013
-
-
-
-
Mr Michael Boorne
2012
500,000
-
(500,000)
-
Mr Leo Tai
2013
-
-
-
-
Mr Leo Tai
2012
-
-
-
-
Ms Catherine Ly
2013
100,000
-
(100,000)
-
Ms Catherine Ly
2012
200,000
-
(100,000)
100,000
Executives
55
19. CONTROLLED ENTITIES
The consolidated financial statements include the financial statements of My Net Fone Limited and the subsidiaries
listed in the following table:
Name
Country of
Incorporation
Ownership interest
2013
2012
100%
100%
My Net Fone Australia Pty Limited
Australia
MNF Leasing Pty Limited (i)
Australia
-
100%
Symbio Networks Pty Limited
Australia
100%
100%
Symbio Wholesale Pty Limited
Australia
100%
100%
Internex Australia Pty Limted (ii)
Australia
100%
-
Singapore
100%
100%
Symbio Wholesale (Singapore) Pte Limited
(i) MNF Leasing Pty Limited was de-registered on 13 October 2012
(ii) Internex Australia Pty Limited was acquired on 31 December 2012 (refer note 20a)
20. BUSINESS COMBINATION
a. Acquisition of controlled entities
On 31 December 2012, the Group acquired 100% of the issued capital of Internex Australia Pty Limited; a
Melbourne based Internet Service Provider, for a purchase consideration of $4,750,000.
The acquisition is part of the Group’s overall strategy to expand its operations by acquiring profitable customer
bases in the small to medium business segments. This acquisition complements the current established
MyNetFone Business segment as well as providing additional intellectual property in the hosted ISP services
space, and considerable cross selling opportunities and synergies.
The purchase price was based on 2.9 times the net profit after tax (NPAT) of Internex Australia Pty Ltd over an
historical 12 month period from the date of acquisition. The consideration was paid in two instalments with the
final instalment paid on the 31 December 2012. The payment was made in part from a capital raising and in part
from free cash flow.
The goodwill of $4,533k in the table below is attributable to the forecast earnings growth of Internex Australia Pty
Limited due to its strong position and competitive advantage in the business ISP market. No amount of goodwill
is deductible for tax purposes.
Fair Value
$000
Purchase consideration
4,750
Less:
Cash
290
Receivables
368
Inventory
70
Prepayments
74
Plant and Equipment
Payables
136
(651)
Employee Entitlements
(70)
Identifiable assets acquired and liabilities assumed
217
Goodwill
4,533
4,750
Purchase consideration settled in cash
Cash acquired
4,460
290
4,750
56
20. BUSINESS COMBINATION (continued)
b. Acquisition of subscriber customer base – Callstream
On the 14 November 2012, the Group acquired the customer base and business operations of Callstream, a
specialist inbound call service provider, for a final cash consideration of $585,000.
bases in the small to medium business segments. This acquisition complements the current established
MyNetFone Business segment as well as providing strong synergies once the business is migrated to the Group’s
carrier network.
The purchase price was based on approximately 2.0 times the gross profit of the customer base over an historical
12 month period from the date of acquisition. The consideration was paid in two instalments with the final instalment
paid on the 28 December 2012. The consideration was paid entirely from free cash flow.
$000
Purchase consideration:
585
c. Acquisition of subscriber customer base – GoTalk
On the 31 December 2012, the Group acquired the wholesale customer base and network operations of GoTalk,
a wholesale voice provider and retail calling card operator which was a wholly owned subsidiary of Tel.Pacific
Limited (ASX:TPC).
bases in the wholesale carriage and wholesale-hosted services segments. The acquisition complements the
current established Symbio Wholesale business segment as well as providing very strong synergies once the
business is migrated to the Group’s carrier networks.
The purchase price was based on approximately 1.0 times the gross profit of the customer base over a forecast of
12 month period from the date of acquisition. The consideration was paid in one instalment on the 31 December
2012. The payment was made from a capital raising.
$000
1,400
d. Acquisition of subscriber customer base – BuzzCorp
On 1 April 2013, the Group acquired the business assets and intellectual property from The Buzz Corp Pty Limited,
a niche residential voice service provider. The purchase price represents around 1.5 times the gross profit of the
customer base over a forecast period of 12 months. The consideration was paid out of free cash flow.
$000
295
57
21. CONSOLIDATED GOODWILL
CONSOLIDATED GROUP
2013
2012
$000
$000
Internex Australia Pty Limited (note 20a)
4,533
-
Symbio Group (i)
4,686
4,626
9,219
4,626
(i) During the year payments totalling $60k were raised to C class shareholders of Symbio Wholesale Pty Limited
in exchange for their shares.
22. OTHER INTANGIBLE ASSETS
For acquisitions of subscriber customer base
CONSOLIDATED GROUP
2013
2012
Additions - Callstream
Additions - GoTalk
Additions - Buzz Corp
$000
$000
585
-
1,400
-
295
-
2,280
-
23. EARNINGS PER SHARE
Earnings and weighted average number of ordinary shares used in calculating basic and diluted earnings per
share are:
CONSOLIDATED GROUP
2012
2013
Net profit attributable to ordinary equity holders of the Company
Weighted average number of shares
Weighted average number of ordinary shares for basic earnings per share
$000
$000
4,141
3,069
Number
Number
‘000
‘000
59,311
55,256
250
700
59,561
55,956
Add effect of dilution:
Share options
Weighted average number of ordinary shares for diluted earnings per share
24. SEGMENT NOTE
The Group operates in one business segment being telecommunications. The geographical segments are defined
based on operating business location being Australia and Singapore.
58
25. DIVIDENDS PAID AND PROPOSED
Cents per
share
Date of
payment
$000
Recognised amounts:
2012 fully franked Interim dividend declared and paid
0.8
442
27 March 2012
2012 fully franked final dividend paid (i)
1.5
836
20 September 2012
2013 fully franked Interim dividend declared and paid
1.5
934
27 March 2013
2.0
1,245
Unrecognised amounts:
2013 fully franked final dividend declared (ii)
(i) Declared amount recorded in the 2012 financial statements was $829,000
(ii) The final dividend was declared on 21 August 2013. The amount has not been recognised as a liability in the
2013 financial year and will be brought to account in the 2014 financial year.
The proposed payment date of the 2013 final dividend is 13 September 2013.
The amount of franking credits available for future reporting periods is $701,883 (2012: $357,313). The tax
rate at which paid dividends have been franked is 30% (2012: 30%). Dividends proposed will be franked at
the rate of 30%.
26. PARENT ENTITY
Key financial information relating to the parent entity is summarised below:
2013
2012
$000
$000
Statement of comprehensive income
Profit/(loss) attributable to the owners of the company
824
(1,150)
Total comprehensive income/(loss) attributable to the owners of the company
824
(1,150)
286
328
Statement of financial position
Total current assets
Total non-current assets
15,810
11,385
Total current liabilities
(5,044)
(4,155)
-
(2,350)
Net assets
11,052
5,208
Issued Capital
14,186
9,176
1,110
1,099
Retained earnings
(4,244)
(5,067)
Total equity
11,052
5,208
Total non-current liabilities
Share based payment reserve
My Net Fone Limited has not entered into any guarantees, in the current or previous financial year in relation to the
debts of its subsidiaries nor has it entered into any contractual commitments for the acquisition of property, plant
and equipment.
59
27. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Group’s principal financial instruments comprise cash at bank and short term deposits.
The main risks arising from the Group’s financial instruments are cash flow interest rate risk, liquidity risk and credit
risk. The Board reviews and agrees policies for managing each of these risks and they are summarised below:
Interest rate risk
The company has no interest bearing liabilities. Funds on deposit are disclosed and the respective weighted
average interest rate is disclosed below.
Liquidity risk
The Group’s objective is to maintain a balance between continuity of funding and interest revenue through the use
of current accounts and short term deposits.
Credit risk
The company has no significant exposure to credit risk as the majority of its sales are pre-paid as at year end.
However, for credit sales the company only trades with recognised creditworthy third parties. It is the Group’s
policy that all customers who wish to trade on credit terms are subject to credit verification procedures. Moreover,
the company considers it is appropriate to provide a provision for doubtful debts for the year ended 30 June 2013.
Set out below is a comparison by category of carrying amounts and fair values of all of the Group’s financial
instruments recognised in the financial statements.
2013
Carrying
amount
2012
Fair
value
Carrying
amount
Fair
value
Financial assets
Cash
4,790
4,790
5,956
5,956
23
23
24
24
6,612
6,612
4,773
4,773
426
426
147
147
9,544
9,544
6,958
6,958
Weighted average effective interest rate 1.8% (2012: 2.5%)
Cash at call
Trade and other receivables
Other financial assets
Financial liabilities
On statement of financial position
Trade payables
28. COMPANY DETAILS
The registered office and principal place of business of My Net Fone Limited is:
Level 2, 10-14 Waterloo Street, Surry Hills, NSW, 2010
60
Directors’ Declaration
In accordance with a resolution of the directors of My Net Fone Limited, the Directors of the Company declare that:
1.
the financial statements and notes, as set out on pages 38 to 60, are in accordance with the Corporations Act
2001 and:
a.
comply with Australian Accounting Standards, which, as stated in accounting policy Note 2 to the financial
statements, constitutes compliance with International Financial Reporting Standards (IFRS); and
b.
give a true and fair view of the financial position as at 30 June 2013 and of the performance for the year ended
on that date of the consolidated group;
2.
in the Directors’ opinion 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
3.
the Directors have been given the declarations required by s 295A of the Corporations Act 2001 from the Chief
Executive Officer and Chief Financial Officer.
On behalf of the Board
Terry Cuthbertson
Chairman
Rene Sugo
Director
Sydney 21st August 2013
61
Auditor’s Independence Declaration
AUDITOR’S INDEPENDENCE DECLARATION UNDER S 307C OF THE CORPORATIONS ACT 2001 TO THE
DIRECTORS OF MY NET FONE LIMITED AND CONTROLLED ENTITIES
I declare that, to the best of my knowledge and belief, during the year ended 30 June 2013 there have been no
contraventions of:
i.
the auditior independence requirements as set out in the Corporations Act 2001 in relation to the audit; and
ii.
any applicable code of professional conduct in relation to the audit.
MNSA PTY LTD
Phillip Miller
Director
Dated in Sydney, this 21st day of August 2013
62
Independent Auditor’s Report
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF MY NET FONE LIMITED and Controlled Entities
Report on the Financial Report
We have audited the accompanying financial report of My Net Fone Limited, which comprises the consolidated
statement of financial position as at 30 June 2013, the consolidated statement of profit or loss and other comprehensive
income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year
then ended, notes comprising a sumary of significant accounting policies and other explanatory information and the
directors’ declaration of the consolidated entity comprising the company and the entities it controlled at the year’s end
or from time to time during the financial year.
Directors’ Responsibility for the Financial Report
The directors of the company are responsible for the preparation of the financial report that gives a true and fair view in
accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the
directors determine is necessary to enable the preparation of the financial report that is free from material misstatement,
whether due to fraud or error. In Note 2, the directors also state, in accordance with Accounting Standard AASB
101: Presentation of Financial Statement, that the financial statements comply with International Financial Reporting
Standards (IFRS).
Auditor’s Responsibility
Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in
accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical
requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether
the financial report is free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial
report. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material
misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the entity’s preparation and fair presentation of the financial report in order to
design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion
on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting
policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall
presentation of the financial report.
We performed the procedures to assess whether in all material respects the financial report presents fairly, in accordance
with the Corporations Act 2001 and the Australian Accounting standards, a true and fair view which is consistent with
our understanding of the Company’s financial position and of its performance.
Our procedures include reading the other information in the Annual Report to determine whether it contains any material
inconsistencies with the financial report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion.
63
Independent Auditor’s Report
Independence
In conducting our audit, we have complied with the independence
requirements of the Corporations Act 2001.
Auditor’s Opinion
In our opinion
a.
b.
the financial report of My Net Fone Limited is in accordance with the Corporations Act 2001, including:
i.
giving a true and fair view of the consolidated entity’s financial position as at 30 June 2013 and of its
performance for the year ended on that date; and
ii.
complying with Australian Accounting Standards and the Corporations Regulations 2001; and
the financial report also complies with International Financial Reporting Standards as disclosed in Note 2.
Report on the Remuneration Report
We have audited the Remuneration Report included in pages 26 to 27 of the directors report for the year ended 30
June 2013. The directors of the company are responsible for the preparation and presentation of the remuneration
report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
remuneration report, based on our audit conducted in accordance with the Australian Auditing Standards.
Auditor’s Opinion
In our opinion the remuneration report of My Net Fone Limited for the year ended 30 June 2013, complies with section
300A of the Corporations Act 2001.
MNSA PTY LTD
Phillip Miller
Director
Sydney
Dated this 21st day of August 2013
64
Additional information required by the Australian Stock Exhange Ltd and not shown elsewhere in this report is as
follows. The information is current as at 19 August 2013.
(a) Distribution of equity securities
(i) Ordinary share capital
62,250,215 fully paid ordinary shares are held by 1,382 individual shareholders.
All issued ordinary shares carry one vote per share and carry the rights to dividends.
(ii) Options
250,000 unlisted options are held by 6 individual option holders.
Options do not carry a right to vote.
The numbers of shareholders, by size of holding, in each class are:
Fully Paid Ordinary Shares
1 – 1,000
191
1,001 – 5,000
467
5,001 – 10,000
323
10,001 – 100,000
367
100,001 and over
34
1,382
The number of security investors holding less than a marketable parcel of ordinary shares is 47.
(b) Substantial shareholders
Fully Paid
Ordinary shareholders
Number
Percentage
Avondale Innovations Pty Ltd
13,488,955
21.67
Mr. Andy Fung
10,000,000
16.06
Amber (Asia) Pty Ltd
4,488,955
7.21
Aust Executor Trustees SA Ltd
3,558,162
5.72
65
(c) Twenty largest holders of quoted equity securities
Fully Paid
Number
Avondale Innovations Pty Ltd
13,488,955
21.67
Mr Andy Fung
10,000,000
16.06
Amber (Asia) Pty Ltd
4,488,955
7.21
Aust Executor Trustees SA Ltd
3,558,162
5.72
L&C Pty Ltd
2,478,430
3.98
Kore Management Services Pty Ltd
1,625,000
2.61
National Nominees Limited
1,431,028
2.30
RACS SMSF Pty Ltd
1,000,000
1.61
Lee Superfund Management Pty Ltd
947,500
1.52
Chemco Superannuation Fund Pty Ltd
937,457
1.51
Mr. J. H. Boorne & Mrs J.E. Boorne
885,000
1.42
Boorne Gregg Investments Pty Ltd
845,000
1.36
Mr. Michael John Boorne
687,249
1.10
Mr. Christopher John Ayres
600,000
0.96
Spectrok Pty Ltd
600,000
0.96
Earglow Pty Ltd
545,000
0.88
HSBC Custody Nominees (Australia) Limited
390,554
0.63
G & E Properties Pty Ltd
378,377
0.61
Mr. Michael Korber
300,000
0.48
Endan Pty Ltd
288,294
0.46
Sandhurst Trustees Ltd
241,502
0.39
45,716,463
73.44
(d) On-Market Buy Back
There is currently no on-market buy back.
66
Percentage
Corporate Information
Directors
This annual report covers both My Net Fone
Terry Cuthbertson (Chairman)
Limited as an individual entity and the consolidated
Michael Boorne
group comprising
Andy Fung
subsidiaries.
My Net Fone Limited and its
Rene Sugo
The Group’s functional and presentation currency is
AUD (s).
Company Secretary
The company is listed on the Australian Securities
Catherine Ly
Exchange under the code MNF.
Registered Office
The Annual General Meeting of My Net Fone Limited
Level 2, 10-14 Waterloo Street
will be held at Level 1, 10-14 Waterloo Street, Surry
Surry Hills NSW 2010
Hills NSW 2010 at 10:30 on 22 October 2013.
Australia
Principal Place of Business
Bankers
Level 2, 10-14 Waterloo Street
Commonwealth Bank of Australia
Surry Hills NSW 2010
Elizabeth & Foveaux Streets
Australia
Sydney NSW 2010
Phone: 61 2 8008 8000
Australia
Share Register
Auditors
Link Market Services Limited
MNSA Pty Ltd
Level 12, 680 George Street
Chartered Accountants
Sydney NSW 2000
Level 2, 333 George Street
Australia
Sydney NSW 2000
Phone: 61 2 8280 7100
Australia
Solicitors
Annual Report
Sparke Helmore Lawyers
Copies of the 2013 Annual Report with the Financial
Level 16, 321 Kent Street
Statements can be downloaded from: www.
Sydney NSW 2000
mynetfone.com.au/investor-information/annual-
Australia
reports
67
My Net Fone Limited Annual Report 2013

My Net Fone Limited Annual Report 2013

Transcription

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