2018 YEAR IN REVIEW Focus on execution The core operating principles that have driven SGH’s performance over the last 18 months remain consistent: supporting customers through quality product and service offerings and utilising data and technology to enhance our value proposition. 2018 YEAR IN REVIEW 1 WELCOME TO THE 2018 YEAR IN REVIEW Operating strength coupled with disciplined capital management continues to deliver shareholder value. OPERATIONAL DISCIPLINE EXCELLENCE CAPITAL AGILITY MANAGEMENT Chairman’s letter 2 MD & CEO’s letter 4 Five year results 8 Operating and financial review 9 Risk factors associated with SGH 34 Corporate social responsibility 40 Climate change 48 WESTRAC FIELD SERVICE TECHNICIANS ATTEND TO THE FIRST CAT 6015B HYDRAULIC EXCAVATOR SOLD IN AUSTRALIA TO HAMPTON MINING & CIVIL. 2 CHAIRMAN’S LETTER mining fleet replacement. We continue to drive productivity improvements, ensuring we remain competitive all the time whilst supporting our customers to improve their efficiencies and increase production volumes. This has allowed our key mining customers to revamp their business models, supported by CAT product and technology, to meet their challenges and help them achieve global leading operating costs. However, it has been our extraordinary people who have supported our customers’ continued drive for greater efficiency delivering real outperformance that necessitated three upgrades to FY18 financial guidance during the year. Safety remains key across all our businesses, and we are focused on continuous improvement in this regard. We have achieved record parts volume for WesTrac and significantly increased activity in Welcome to our Annual Report. Coates Hire which allowed operating leverage The 2018 Annual Report highlights excellence to be captured by the businesses and improve in performance. In particular, the results being the Group’s profitability. achieved by our technicians and workforce in The acquisition of Carlyle Group’s interest WesTrac, Coates Hire and AllightSykes, where in Coates Hire during the year increased we collectively employ more than five thousand your Company’s exposure to the East Coast people. I am proud of their commitment infrastructure market which we envisage to our customers and to the culture of our will be extended to WA and Queensland as Group which focuses on safety, performance their respective governments reinvest in their and delivery. state’s infrastructure. The team at Coates Hire Over the last five years, the Group’s industrial has similarly leveraged the new infrastructure services operations - WesTrac, Coates investment cycle, particularly in the eastern Hire and AllightSykes - have adjusted their states of Australia, to create long-term value respective business models to meet the for the Group. changing dynamics of the market, ensuring The frenetic pace of change is reflected our market leading businesses were all in the sale of WesTrac China to Lei Shing positioned to capture the opportunities we Hong, closely followed by the acquisition of were confident would present as cyclical the remaining shareholding of Coates Hire markets turned. The result the Group delivered supported by a $385 million institutional this year clearly demonstrates the value in share placement, and then followed by the quality business and equally highlights what underwrite of Beach Energy’s $1.6 billion can be achieved with a capable management acquisition of the Lattice Energy assets from team supported by an exceptional workforce Origin. We also repaid Coates Hire’s $1 billion and quality business partners. legacy syndicated debt facility, issued a As commodity prices strengthened we $350 million convertible note, and recently have seen increased production and early concluded the refinancing and upsizing of the signs of capital reinvestment albeit we are Group’s $900 million syndicated facility. still below the ten-year average in terms of SEVEN GROUP HOLDINGS 2018 YEAR IN REVIEW 3 Each of these transactions is notable for a variety To ensure we retain our competitive position and of reasons, but more importantly, they have seen continue to capture the market opportunities the value of your shares in the Group trade closer before us, the businesses continue to invest. to intrinsic value. The market confidence in the This is evident in WesTrac’s new service centre management team’s ability to both take on and and warehouse in Western Sydney opened in effectively manage significant execution and August. Similar investments are being proposed operations risks has been appropriately rewarded for South Guilford. Coates Hire has also placed seeing your shares appreciate 74 per cent significant orders for new equipment. during the year. This makes SGH one of the top During the year, Seven West Media delivered performing companies in the ASX100 in terms of market leadership in terms of ratings while shareholder returns over one, three and five years. operating in tough conditions. We were encouraged These transactions also indicate that SGH will by the continued growth in the free-to-air television continue to evolve with a core focus on maximising market throughout the financial year. This has return to shareholders through long-term been driven by our industry collaborating through sustainable value creation. To sell a business such ThinkTV to promote the effectiveness and return on as WesTrac China is not an easy decision. We can investment that TV advertising delivers. The ratings get emotionally connected to what we do and we have been remarkable, with Seven West Media have a great passion for the Caterpillar business breaking numerous records in the first half of as a dealer; but after 18 years it was the right time the calendar year. Seven West Media has grown to realise its value. The sale of WesTrac China market share year-on-year in all key demographics received regulatory approval and was completed in and our suite of multi-channels are dominant, with October 2017 with funds being fully remitted back 7mate also breaking records. to Australia. Seven West Media has enhanced its focus on In this regard it is also appropriate to recognise costs, the delivery of profitable ratings leadership the contribution of your Board of Directors. As you and transformation of its print businesses. It was will see from the number of meetings held during very encouraging to see the swift response from the year, they have been a critical part of every the team. This cost-out program has delivered transaction, pushing to ensure key risks were sustained headcount reductions to realise both understood and managed whilst supporting annualised savings in excess of $21 million management to achieve these outcomes and and ensured Seven West Media achieved their capture the opportunity. It has been both exciting FY18 guidance. Their goal now is continuing this and rewarding, and personally, I can’t remember a outstanding run, delivering another year at number year when collectively we have achieved so much one, and monetising their ratings momentum. which has both been understood and valued by the We believe that the combination of our assets, capital markets. people and opportunities will allow SGH to continue SGH will continue to focus on creating shareholder to deliver shareholder value. value by disciplined capital management. Today On behalf of the Board, I thank you, our we have announced a proposal to unify the capital shareholders, for your continuing support and structure of your Company seeking the TELYS4 commitment to your Company as we continue shareholders’ consent to convert their shares into to transform the business to capture the ordinary shares at a premium to the current market opportunities before us. price but a discount to face value. We believe the proposed terms of the conversion represents an equitable allocation of the potential benefit between both the TELYS4 and ordinary shareholders. We have been motivated to propose this amendment to mitigate the risk of potential tax Kerry Stokes AC reform that could negatively impact TELYS4 Executive Chairman shareholders who currently enjoy the benefits of franking credit refundability. However, the secondary impact of unifying the capital structure is to increase the free float by approximately five per cent, and thus boost your Company’s attractiveness to index tracking funds. 4 MANAGING DIRECTOR & CEO’S LETTER Our three market thematics of mining production, East Coast infrastructure and domestic energy have all delivered value to the Group. IMAGE CREDIT LOUIE DOUVIS / FAIRFAX SYNDICATION SEVEN GROUP HOLDINGS 2018 YEAR IN REVIEW 5 FOCUS ON EXECUTION This year we have undertaken significant steps to drive the transformation of your Company and focus on execution. This has been an important year that our neighbouring Caterpillar dealer, Lei Shing has come off the back of the work Hong, to acquire this business. This allowed undertaken over the last few years to us to realise and repatriate $535 million back ensure your Company is well positioned to Australia. to take advantage of the opportunities When coupled with the strength of the cash before it. To drive outstanding performance, flow performance in WesTrac and their growth all our leaders across all our businesses in parts demand, this sale empowered us performed and even more importantly, they to stretch the Group’s balance sheet to have effectively managed the key risks and acquire our joint venture partner’s interest delivered results that ensured the Group in Coates Hire for $517 million and take delivered an outstanding financial result for on over $1 billion in debt. This acquisition the year. was motivated by our belief in the market The core operating principles that have driven opportunity that East Coast infrastructure this performance over the past 18 months represented, supported by the fervent belief remain consistent – that is, supporting that the Coates Hire management team had customers through quality product and service a strategic plan that would see them capture offerings, and utilising data and technology to this opportunity and deliver sustainable, enhance our value proposition.