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APN
annual report
2011
notes to the financial statements
APN News & Media Limited and Controlled Entities
(1) Denotes controlled entities audited by auditors other than PricewaterhouseCoopers.
(2) These companies are parties to a Deed of Cross Guarantee dated 5 December 2006 under which each company guarantees the debts of the others. These companies
represent a Closed Group for the purposes of ASIC Class Order 98/1418. There are no other members of the Extended Closed Group.
(3) These wholly-owned entities have been relieved from the requirement to prepare a financial report and directors’ report under Class Order 98/1418 (as amended) issued
by the Australian Securities and Investments Commission.
(4) Under the shareholders agreement, whilst APN News & Media Limited holds 50% of the issued capital and is entitled to appoint 50% of the Directors, APN News & Media
Limited has the right to appoint the chief executive of this entity and so exercises effective positive and sustained control over the financial policies of this entity.
(5) The Australian Radio Network Group has a 50% controlling interest in Brisbane FM Radio Pty Ltd, resulting in APN News & Media Limited having control of this entity
and an effective interest of 25%.
(6) Under the shareholders agreement, whilst the immediate parent entity holds 50% of the issued capital and is entitled to appoint 50% of the Directors, the Executive
Chairman of the controlled entity, who is a Director on the APN News & Media Limited Board, exercises positive and sustained control over the strategic and financial
policies of this entity.
(7) This entity is 100% owned by Buspak Advertising (Hong Kong) Limited.
(8) Under the memorandum of understanding, APN News & Media Limited has the right to appoint 50% of the Directors including the Vice President who has the authority
to resolve any deadlocks between the shareholders.
(9) The consolidated entity holds no equity interest in Marnin Limited but is deemed to exercise control in accordance with UIG Interpretation 112
Consolidation – Special
Purpose Entities
. Marnin Limited was established in 2005 to enter into a finance transaction on behalf of the Group. The debt owed by Marnin Limited is fully disclosed
in the consolidated financial statements.
(10) Under the shareholders agreement, the immediate parent entity, whilst it held 50% of the issued capital, was entitled to appoint 50% of the Directors and the Chairman
who had the right to use a casting vote.
Deed of Cross Guarantee
Set out below is the consolidated income statement for the year ended 31 December 2011 for the Closed Group:
2011
$’000
2010
$’000
Revenue from continuing operations
466,184
469,482
Other revenue and income
204,645
80,057
Expenses from operations before finance costs
(459,874)
(424,755)
Finance costs
(89,556)
(90,794)
Share of profits of associates
6,143
3,184
Profit before income tax credit
127,542
37,174
Income tax credit
6,783
3,359
Profit from continuing operations
134,325
40,533
Profit/(loss) attributable to non-controlling interests
(193)
119
Profit attributable to owners of the parent entity
134,132
40,652
Accumulated losses
Balance at beginning of the year
(584,764)
(542,761)
Profit attributable to owners of the parent entity
134,132
40,652
Transfer from foreign currency translation reserve
–
(28,901)
Dividends paid
(64,076)
(53,754)
Balance at end of the year
(514,708)
(584,764)