Annual Report 2020 Village Roadshow Limited
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*L000001* 29 September 2020 Dear Shareholder, Deferral of 2020 Annual General Meeting On 28 August 2020, Village Roadshow Limited (ASX: VRL) released an Appendix 4E which included advice that it would be holding its Annual General Meeting (AGM) on 30 October 2020. The Board has determined that the AGM will be deferred to late January 2021. Further details regarding the AGM will be provided to shareholders in December 2020. The deferral of the AGM will enable the Company to know the outcome of shareholder meetings to be convened and held in November 2020 to consider two alternative Schemes of Arrangement with interests associated with BGH Capital Pty Ltd, as announced on 7 August 2020. VRL considers that deferring the date for holding its AGM will be in the interests of shareholders as it will save money and avoid the inconvenience of convening and holding an AGM in circumstances where that AGM may not be necessary if shareholders approve either of the schemes proposed. Yours sincerely Village Roadshow Limited For personal use only VILLAGE ROADSHOW LIMITED 2020 Annual Report For personal use only Village Roadshow was THEME PARKS CINEMA EXHIBITION Village Roadshow has been involved in Cinema Exhibition is where Village founded by Roc Kirby in theme parks since 1989, is Australia’s Roadshow started, with its first drive-in leading theme park owner, and is one of cinema opening in 1954. Today Village Melbourne, Australia in the pre-eminent theme park operators in Roadshow jointly owns and operates a 1954 and has been listed the world. In Australia, this includes combined 577 screens at 57 sites across Warner Bros. Movie World, Sea World, Australia. VRL continues to drive and on the Australian Securities Wet’n’Wild Gold Coast, Paradise Country, embrace innovation, with premium Australian Outback Spectacular, Topgolf cinema concepts including Gold Class, Exchange since 1988 (ASX: Gold Coast and Sea World Resort, all on max, premium and Junior. VRL is Queensland’s Gold Coast. Village continuing to invest in the expansion of VRL). Over the years, VRL Roadshow Theme Parks (“VRTP”) also premium cinema concepts and new has become a leading operates and has majority ownership in entertainment and social offerings. Wet’n’Wild Las Vegas, USA. VRTP also entertainment company operates Asia’s first movie themed indoor MARKETING SOLUTIONS interactive experience, Lionsgate VRL’s Marketing Solutions division with well recognised Entertainment World, in Novotown, delivers consumer incentive programs for Hengquin, China. brands. Village Roadshow many of the world’s leading brands. With its head office in the UK, the division holds a diversified portfolio FILM DISTRIBUTION delivers customer acquisition and Started by Village Roadshow in the late retention programs across Australasia, of assets including Theme 1960’s, VRL’s Film Distribution division Europe and North America. The business (“Roadshow”) distributes theatrical film brings a sophisticated suite of digital Parks, Cinema Exhibition, content to cinemas. It also has a platforms and rewards to market, to Film Distribution and substantial business in distributing movies create compelling customer experiences. and television content to broadcasters Marketing Solutions, and home entertainment platforms in Australia and New Zealand. An active entertaining millions of supporter of Australian film and television, Roadshow’s strategy includes people annually. investing in original content creation through Roadshow Rough Diamond, BlinkTV, and a 31% interest in FilmNation. For personal use only ANNUAL REPORT 2020 VILLAGE ROADSHOW LIMITED ABN 43 010 672 054 Contents 2 Directors’ Report 61 15 Property, Plant & Equipment 13 Reconciliation of Results 63 16 Leases 15 Auditor’s Independence Declaration 64 17 Trade and Other Payables 16 Remuneration Report 64 18 Interest Bearing Loans and Borrowings 29 Consolidated Statement of Comprehensive Income 64 19 Provisions 30 Consolidated Statement of Financial Position 65 20 Unearned Revenue and Other Liabilities 31 Consolidated Statement of Cash Flows 65 21 Contributed Equity 32 Consolidated Statement of Changes in Equity 66 22 Reserves 33 Notes to the Consolidated Financial Statements 67 23 Non-Controlling Interest 33 1 Corporate Information and Summary of 67 24 Contingencies Significant Accounting Policies 67 25 Commitments 49 2 Revenue and Other Income 68 26 Key Management Personnel Disclosures 51 3 Expenses from Continuing Operations 69 27 Share-Based Payment Plans 52 4 Loss Per Share 73 28 Remuneration of Auditors 52 5 Income Tax 74 29 Events Subsequent to Reporting Date 53 6 Dividends Declared 74 30 Parent Entity Disclosures 54 7 Cash and Cash Equivalents / Financing Facilities 75 31 Segment Reporting 55 8 Trade and Other Receivables 76 32 Financial Risk Management Objectives and 55 9 Inventories Policies 56 10 Goodwill and Other Intangible Assets 82 33 Non-Key Management Personnel Related Party 57 11 Other Assets and Film Distribution Royalties Transactions 58 12 Investments – Equity-Accounted 82 34 Deed of Cross Guarantee 59 13 Interests in Joint Operations 84 Directors’ Declaration 60 14 Subsidiaries 85 Independent Auditor’s Report 92 Additional Information For personal use only Internal use only 1 VILLAGE ROADSHOW LIMITED – 2020 ANNUAL REPORT DIRECTORS’ REPORT Your Directors submit their report for the year ended 30 June 2020. CORPORATE INFORMATION Village Roadshow Limited (“the Company” or “VRL”) is a company limited by shares that is incorporated and domiciled in Australia. The registered office and principal administrative office of the Company is located at Level 1, 500 Chapel Street, South Yarra, Victoria 3141. DIRECTORS AND SECRETARIES The names of the Directors and Secretaries of the Company in office during the financial year and until the date of this report are: Directors Robert G. Kirby Timothy M. Antonie (Retired 4 December 2019) Graham W. Burke Jennifer Fox Gambrell John R. Kirby Peter C. Tonagh (Appointed 18 July 2019) Robert Le Tet Anna M. Duran (Appointed 4 December 2019) Julie E. Raffe (alternate for Messrs. R.G. Kirby and G.W. Burke) Company Secretaries Simon T. Phillipson Julie E. Raffe The qualifications and experience of the Directors and Secretaries and the special responsibilities of the Directors are set out below. Directors Robert G. Kirby AO Executive Chairman, Executive Director First joined the Board on 12 August 1988, reappointed 5 July 2001. Holds a Bachelor of Commerce with over 40 years’ experience in the entertainment and media industry. Chairman of Village Roadshow Limited 1994 to 1998, 2002 to 2006 and from June 2010 to November 2013. Co-Executive Chairman and Co-Chief Executive Officer November 2013 to August 2018 when he became Executive Chairman. Deputy Chairman Village Roadshow Limited 1990 to 1994, 1998 to 1999, 2001 to 2002, and 2006 to June 2010. Through the launch of Roadshow Home Video, Mr. Kirby was the driving force behind the Australian video revolution of the 1980’s and 1990’s. He is a pioneer of new cinema concepts in both Australia and internationally and has been at the forefront of Village Roadshow’s successful diversification into theme parks, radio and international film production. Director of Village Roadshow Corporation Pty. Ltd., Former Board member and Deputy Chair of Peter MacCallum Cancer Foundation for 15 years, Member of Patrons Council of Epilepsy Foundation and Patron of Arts Centre Melbourne. Member Executive Committee Other Listed Public Company Directorships in previous 3 years: Nil Graham W. Burke AO Non-Executive Director Member of the Board since 9 September 1988. Chief Executive Officer of Village Roadshow Limited from 1988 to 29 November 2013 and Co-Executive Chairman and Co-Chief Executive Officer from November 2013 to August 2018 when he became Chief Executive Officer. On 31 December 2019, Mr. Burke retired as Chief Executive Officer and remains on the Board as a Non-Executive Director. With unrivalled experience in the entertainment and film industries, Mr. Burke has been one of the strategic and creative forces behind Village Roadshow’s development and founded Roadshow Distributors with the late Mr. Roc Kirby. Mr. Burke has been integral to strategically developing Warner Bros. Movie World and Village Roadshow’s involvement with Sea World as well as ongoing Australian and international film production. Chairman of Creative Content Australia (formerly IP Australia Foundation) from March 2016. Director Village Roadshow Corporation Pty. Ltd. Other Listed Public Company Directorships in previous 3 years: Nil For personal use only Internal use2 only VILLAGE ROADSHOW LIMITED – 2020 ANNUAL REPORT DIRECTORS’ REPORT (continued) DIRECTORS AND SECRETARIES (continued) Directors (continued) John R. Kirby AM, D Univ Non-Executive Director Bachelor of Economics, University of Tasmania. Honorary Doctor, Griffith University. Member of the Australian Society of Accountants. Chairman of Village Roadshow Corporation Pty. Ltd. Mr. Kirby has held a wide number of executive positions in cinema exhibition, film distribution, radio, theme parks, construction and strategy over his 50 years within Village Roadshow, being at the forefront of many of the Group’s successful growth outcomes today. Currently Chairman of the Victoria University Confucius Institute, Director Asia Pacific Screen Academy and Queensland College of Arts. Previously Chairman, Village Roadshow Limited and Austereo Limited. He was Chairman of The Salvation Army Advisory Board and Red Shield Appeal and Sony Foundation Australia,