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COMPUTERSHARE ANNUAL REPORT 2008

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Directors’ ReportEarnings per share<strong>2008</strong> 2007Basic earnings per share 50.12 39.08Diluted earnings per share 49.89 39.00Management basic earnings per share 51.61 36.68Management diluted earnings per share 51.38 36.61The management basic and diluted earnings per share amounts have been calculated to exclude the impact of significant items(refer note 7 in the financial report) in order to make the earnings per share amounts for the current year more comparable withthe earnings per share amounts for 2007.SIGNIFICANT CHANGES IN ACTIVITIESSignificant changes in the affairs of the consolidated entity during the financial year that are reported in the consolidated financialstatements were:Acquisitionsa) On 4 July 2007, Computershare acquired Datacare Software Group Limited based in Ireland, a supplier of entity managementand subsidiary governance software.b) On 24 July 2007, Computershare acquired the transfer agency business of UMB Bank based in Kansas City, USA.c) On 8 October 2007, Computershare acquired Restricted Stock Systems, Inc. based in the United States, which provides officers,directors and affiliates of public companies (“insiders”) a software solution when buying or selling company securities.d) On 18 October 2007, Computershare acquired Administar Services Group LLC based in the United States, which providesadministration services related to the settlement of securities and consumer class action litigation as well as Chapter 11bankruptcy litigation.e) On 1 November 2007, Computershare acquired Four Points BVBA based in Belgium, which provides meeting services.f) On 20 December 2007, Computershare acquired Ezicomms Pty Ltd based in Australia, which provides meeting services.g) On 1 February <strong>2008</strong>, Computershare acquired control of VEM Aktienbank AG (VEM). VEM is a corporate actions bank listedon the regulated market of the Munich Securities Exchange and traded on the open market of the Frankfurt Stock Exchange.It provides services for execution of initial public offerings and other corporate actions as well as designated sponsoringmandates.h) On 3 March <strong>2008</strong>, Computershare acquired Machine Dreams Inc.’s business based in USA, which provides audience responsesystems which bring sophisticated interactive communications and data capture to events and meetings.i) On 26 March <strong>2008</strong>, Computershare acquired QM Technologies Limited based in Australia, which provides essential mail andcustomer communication management services.j) On 7 April <strong>2008</strong>, Computershare acquired Strand Business System Limited based in the United Kingdom, which provideselectoral management software and services.k) On 1 June <strong>2008</strong>, Computershare acquired Audience Alive Pty Ltd based in South Africa, which provides interactive votingsystems for meetings and conferences.In the opinion of the directors there were no other significant changes in the affairs of the consolidated entity during the financialyear under review that are not otherwise disclosed in this report or the consolidated accounts.SIGNIFICANT EVENTS AFTER YEAR ENDNo matter or circumstance has arisen since the end of the financial year which is not otherwise dealt with in this report or in theconsolidated financial statements that has significantly affected or may significantly affect the operations of the consolidated entity,the results of those operations or the state of affairs of the consolidated entity in subsequent financial years, except that:Acquisitions post 30 June <strong>2008</strong>On 13 August <strong>2008</strong>, Computershare agreed principal terms for the acquisition of Busy Bee Childcare Vouchers Limited, one of theleading UK based managers and administrators of childcare voucher schemes. The acquisition was completed on 1 September<strong>2008</strong> with consideration paid of GBP£90 million. The acquisition is expected to be EPS positive in FY2009 and increasingly accretivethereafter. The impact on earnings is not expected to be material to the Group. It is impracticable to disclose the value of assets andliabilities information due to the proximity to year end.Debt FacilityDuring FY08 Computershare increased its bank debt facilities from AU$ 400 million to US$ 750 million via one and three yeartranches. The lender group increased from two to five lenders.Post balance date on 29 July <strong>2008</strong> Computershare issued notes in the US Private Placement market, raising US$235 millionmaturing in 10 years for a fixed coupon of 6.34%.CentsCentsPAGE 24 Computershare Annual Report <strong>2008</strong>

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